What You Need to Know
- Iowa regulators have approved the deal.
- Egan-Jones and Glass Lewis have blessed it.
- Institutional Shareholder Services dislikes it.
FBL Financial Group Inc. may be having trouble getting enough shareholder votes to go private.
The West Des Moines, Iowa-based insurer announced Thursday that it’s pushing the shareholder approval deadline for a proposed acquisition by a sister company back to May 21.
FBL has been trying to get approval for the deal from a majority of the shares held by outside investors through a special meeting process.
“Based on a preliminary assessment of votes received by the company’s proxy solicitor, the unaffiliated shareholder vote had not been obtained as of April 29, 2021,” FBL said in a notice filed with the U.S. Securities and Exchange Commission. “Accordingly, the special meeting is being adjourned to provide the company with additional time to solicit proxies from its shareholders to obtain the unaffiliated shareholder vote.
The Iowa Farm Bureau Federation created FBL in 1944 and owns about 60% of FBL’s stock. The parent company also created a property and casualty insurer, Farm Bureau Property & Casualty Insurance Company, in 1939.
FBL became a publicly traded company in 1999, after the Iowa Farm Bureau Federation sold some of its shares to public investors through an initial public offering.
FBL has been facing the effects of the COVID-19 pandemic, low interest rates and new accounting rules that tend to make the earnings of annuity issuers look more volatile. Company managers announced in September that Farm Bureau P&C might take it private by buying outside investors’ shares.
The companies agreed to increase the deal price to $56 per share, from an initial price of $37.25 per share that was discussed in September.