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Meiji Yasuda to pay $5 billion for StanCorp

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Meiji Yasuda Life Insurance Company has agreed to pay $5 billion in cash for StanCorp Financial Group Inc. (NYSE:SFG), the parent of The Standard.

The deal amounts to $115 per share, or a price about 50 percent higher than the recent stock price.

StanCorp, a company founded in 1906, has been a top player in the U.S. disability insurance market and a major player in the annuity and group life markets. StanCorp has headquarters in Portland Ore., and 2,800 employees. In 2014, it generated $2.1 billion in revenue.

Meiji Yasuda was founded in 1881 and has its headquarters in Tokyo. The company is the third largest life insurer in Japan and a leader in the country’s group life market. It has about 41,000 employees around the world, with major operations in the United States, Poland, China, Indonesia and Thailand. It reported the equivalent of about $28 billion premium revenue and other income in 2014.

StanCorp posted second-quarter earnings Thursday and said it did well. The company reported $64 million in net income for the quarter on $734 million in revenue, up from $41 million in net income on $707 million in revenue for the second quarter of 2014.

But the company has been struggling with the same severe slump in interest rates that has plagued other insurers with long-term obligations. The average rate on new investments fell to 4.41 percent during the quarter, from 4.56 percent a year earlier.

See also: StanCorp sees stronger group disability sales and PPACA uncertainty haunts benefits market

Meiji Yasuda said it would keep StanCorp and its headquarters in Portland intact and not make major changes in the company’s operations. Although Meiji Yasuda already has a division, the Pacific Guardian Insurance Company Ltd. unit, in the United States, it intends to make StanCorp its primary presence in the United States, the companies say.

Gregg Ness, the president of StanCorp, would continue to run that business.

In written presentations and announcements, the companies have not mentioned StanCorp’s distribution network.

StanCorp has had a strong history of supporting nonprofit groups in the markets it serves, and Meiji Yasuda also has a strong tradition of community service and will help StanCorp meet its philanthropic commitments, the companies say.

Meiji Yasuda and StanCorp will offer a “go-shop” period that will give other organizations a chance to make an offer for StanCorp. A successful competing bidder might have to pay a termination fee of $90 million or $180 million.

Both companies’ boards have approved the deal, but it’s still subject to regulatory approval. The companies hope to complete the deal in the first quarter of 2016.

Ness said in a statement about the deal that StanCorp had not been looking for a buyer. But, “Meiji Yasuda’s proposal presented a tremendous opportunity to create value for all of our stakeholders,” Ness said.

Meiji Yasuda was formed in 2003 through the merger of two companies severely affected by a slump in Japan’s life market.

See also: Woes Force Japanese Life Firms To Open Up

Akio Negishi, president of Meiji Yasuda, said that company has been studying opportunities in the United States for some time.

“The Standard stood out as our ideal partner,” Negishi said. Like Meiji Yasuda, StanCorp is a leader in the group insurance market, Negishi said.