CHICAGO--(BUSINESS WIRE)--
Kemper Corporation (NYSE: KMPR)
today announced the successful completion of a new $550 million credit
agreement which includes both revolving credit and term loan facilities.
The new credit agreement includes a $300 million, five-year revolving
credit facility and $250 million, two-year delayed-draw term loan
facility, replacing the current $225 million five-year credit facility
scheduled to mature in June 2020. The new credit agreement extends the
final maturity date for the revolving credit facility by three years to
June 2023.
The new credit agreement provides available financing for Kemper’s
pending acquisition of Infinity Property and Casualty Corporation, as
well as future financial flexibility. The agreement also includes an
accordion provision under which Kemper may increase the amount of the
facilities up to a shared aggregate maximum of $100 million.
“Our new credit agreement reflects today’s strong credit market
conditions and incorporates optimized terms, pricing and liquidity
flexibility. The new term facility offers attractive bank term financing
for our pending acquisition of Infinity,” said James J. McKinney,
Kemper’s Senior Vice President and Chief Financial Officer. “We
appreciate our banks’ continued ongoing commitment to Kemper.”
JPMorgan Chase Bank, N.A., served as administrative agent and
syndication agent, and Bank of America, N.A. and Wells Fargo Bank,
National Association, also served as syndication agents, for the new
credit agreement. Additionally, JPMorgan Chase Bank, N.A., Merrill
Lynch, Pierce, Fenner & Smith, Incorporated, and Wells Fargo Securities,
LLC served as joint bookrunners and joint lead arrangers.
About Kemper
The Kemper family of companies is one of the nation’s leading insurers.
With $8 billion in assets, Kemper is improving the world of insurance by
offering personalized solutions for individuals, families and
businesses. Kemper's businesses collectively:
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Offer insurance for home, auto, life, health and valuables
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Service six million policies
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Represented by 20,000 agents and brokers
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Employ 5,550 associates dedicated to providing exceptional service
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Licensed to sell insurance in 50 states and the District of Columbia
Learn more about Kemper.
Cautionary Statements Regarding Forward-Looking Information
This communication may contain or incorporate by reference statements or
information that are, include or are based on forward-looking statements
within the meaning of the safe-harbor provisions of the Private
Securities Litigation Reform Act of 1995. Forward-looking statements
give expectations, intentions, beliefs or forecasts of future events or
otherwise for the future, and can be identified by the fact that they
relate to future actions, performance or results rather than relating
strictly to historical or current facts. Words such as “believe(s),”
“goal(s),” “target(s),” “estimate(s),” “anticipate(s),” “forecast(s),”
“project(s),” “plan(s),” “intend(s),” “expect(s),” “might,” “may,”
“could” and variations of such words and other words and expressions of
similar meaning are intended to identify such forward-looking
statements. However, the absence of such words or other words and
expressions of similar meaning does not mean that a statement is not
forward-looking.
Any or all forward-looking statements may turn out to be wrong, and,
accordingly, readers are cautioned not to place undue reliance on such
statements. Forward-looking statements involve a number of risks and
uncertainties that are difficult to predict, and are not guarantees or
assurances of future performance. No assurances can be given that the
results and financial condition contemplated in any forward-looking
statements will be achieved or will be achieved in any particular
timetable. Forward-looking statements involve a number of risks and
uncertainties that are difficult to predict, and can be affected by
inaccurate assumptions or by known or unknown risks and uncertainties
that may be important in determining actual future results and financial
condition. The general factors that could cause actual results and
financial condition to differ materially from those expressed or implied
include, without limitation, the following: (a) the satisfaction or
waiver of the conditions precedent to the consummation of the proposed
merger involving the Kemper Corporation (the “Company”), a wholly-owned
subsidiary of the Company and Infinity Property and Casualty Corporation
(“Infinity”), including, without limitation, the receipt of regulatory
approvals (including approvals, authorizations and clearance by
insurance regulators necessary to complete such proposed merger) on the
terms desired or anticipated (and the risk that such approvals may
result in the imposition of conditions that could adversely affect the
combined company or the expected benefits of such proposed merger); (b)
unanticipated difficulties or expenditures relating to such proposed
merger; (c) risks relating to the value of the shares of the Company’s
common stock to be issued in such proposed merger; (d) disruptions of
the Company’s and Infinity’s current plans, operations and relationships
with third persons caused by the announcement and pendency of such
proposed merger, including, without limitation, the ability of the
combined company to hire and retain any personnel; (e) legal proceedings
that may be instituted against the Company and Infinity in connection
with such proposed merger; and (f) those factors listed in annual,
quarterly and periodic reports filed by the Company and Infinity with
the Securities and Exchange Commission (“SEC”), whether or not related
to such proposed merger.
The Company assumes no, and expressly disclaims any, duty or obligation
to update or correct any forward-looking statement as a result of
events, changes, effects, states of facts, conditions, circumstances,
occurrences or developments subsequent to the date of this
communication or otherwise, except as required by law. Readers are
advised, however, to consult any further disclosures the Company makes
on related subjects in its filings with the SEC.
Additional Information About the Transaction and Where to Find It
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of any
vote or approval. This communication relates to the proposed merger
involving the Company, a wholly-owned subsidiary of the Company and
Infinity, among other things. In connection therewith, the Company filed
with the SEC a Registration Statement on Form S-4 that includes a
definitive joint proxy statement of the Company and Infinity and also
constitutes a definitive prospectus of the Company, and each of the
Company and Infinity may be filing with the SEC other documents
regarding the proposed transaction. The Company and Infinity commenced
mailing of the definitive joint proxy statement/prospectus to the
Company’s shareholders and Infinity’s shareholders on April 30, 2018.
BEFORE MAKING ANY INVESTMENT DECISION, INVESTORS AND SECURITYHOLDERS OF
THE COMPANY AND/OR INFINITY ARE URGED TO READ THE DEFINITIVE JOINT PROXY
STATEMENT/PROSPECTUS REGARDING THE PROPOSED MERGER AND ANY OTHER
RELEVANT DOCUMENTS FILED OR TO BE FILED WITH THE SEC CAREFULLY AND IN
THEIR ENTIRETY WHEN THEY BECOME AVAILABLE BECAUSE THEY CONTAIN OR WILL
CONTAIN IMPORTANT INFORMATION. Investors and securityholders may obtain
free copies of the definitive joint proxy statement/prospectus, any
amendments or supplements thereto and other documents filed with the SEC
by the Company and Infinity through the website maintained by the SEC at www.sec.gov.
Copies of the documents filed with the SEC by the Company are available
free of charge under the “Investors” section of the Company’s website
located at http://www.kemper.com or
by contacting the Company’s Investor Relations Department at
312.661.4930 or investors@kemper.com.
Copies of the documents filed with the SEC by Infinity are available
free of charge under the “Investor Relations” section of Infinity’s
website located at http://www.infinityauto.com
or by contacting Infinity’s Investor Relations Department at
205.803.8186 or www.investor.relations@infinityauto.com.
View source version on businesswire.com: https://www.businesswire.com/news/home/20180612006498/en/
Kemper Corporation
News Media:
Barbara Ciesemier
312.661.4521
bciesemier@kemper.com
or
Investors:
Michael
Marinaccio
312.661.4930
investors@kemper.com
Source: Kemper Corporation