According to the Complaint, on September 23, 2013, Eastern Insurance Holdings, Inc. (“Eastern” or the Company”) and ProAssurance Corporation (“ProAssurace”) entered into the Merger Agreement, whereunder each Eastern shareholder will receive $24.50 for every share of Eastern common stock owned (the “Merger Consideration”) (the “Proposed Transaction”). Pursuant to the terms of the Merger Agreement, ProAssurance’s wholly owned subsidiary, PA Merger Company, will be merged with and into Eastern. The total enterprise value of the transaction is approximately $208 million.
The Complaint alleges that the Proposed Transaction does not provide adequate value for the Company and its future prospects. The offer price of $24.50 per share represents only a 15.7% premium over the Company closing price of $21.16 on September 23, 2013, one day before the announcement of the Proposed Transaction.
On March 20, 2014, the Plaintiff voluntarily dismissed this action due to a settlement being reached in a related case.