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8-K - FORM 8-K - CNA SURETY CORP | c61047e8vk.htm |
Exhibit 99
FOR IMMEDIATE RELEASE
CONTACT: | John F. Corcoran, 312-822-1371 Doreen Lubeck, 773-583-4331 |
CNA SURETY RECEIVES PROPOSAL FOR CNA TO
ACQUIRE PUBLIC MINORITY STAKE
ACQUIRE PUBLIC MINORITY STAKE
CHICAGO, November 1, 2010 CNA Surety Corporation (NYSE: SUR) announced today that it has
received a proposal from CNA Financial Corporation (NYSE: CNA) to acquire all of the outstanding
shares of common stock of CNA Surety that are not currently owned by subsidiaries of CNA for $22.00
per share in cash. CNA, through its subsidiaries, currently owns approximately 62% of the
outstanding shares of CNA Surety common stock.
The proposal states that CNA intends to implement the transaction in a manner that will ensure that
CNA Surety would become a wholly-owned subsidiary of CNA and that all CNA Surety stockholders would
receive the same consideration for their shares.
CNA Suretys board of directors has formed a special committee consisting of the companys three
independent directors. This special committee will retain independent financial and legal advisors
to consider the proposal.
Once their financial and legal advisors are selected, the special committee of the board of
directors will review this proposal and will make recommendations in the best interest of our
stockholders, said John Welch, president and chief executive officer of CNA Surety. While this
offer initiates a process that will unfold over a period of time, we want to assure all of our
agents and clients that business will continue as usual, and we expect there to be no change in the
service levels we provide.
About CNA Surety
CNA Surety Corporation is the largest publicly traded surety company in the country. Through
its principal subsidiary, Western Surety Company, CNA Surety provides surety and fidelity bonds in
all 50 states through a combined network of approximately 37,000 independent agencies. The
Companys Securities and Exchange Commission (SEC)
filings are available at www.sec.gov
or visit us at www.cnasurety.com for a direct link to the SEC website.
CNA is a registered service mark, trade name and domain name of CNA Financial Corporation.
Additional Information and Where to Find It
This press release is not an offer to purchase or a solicitation of an offer to sell any
securities. Any solicitation or offer will only be made through materials filed with the SEC. CNA
Surety stockholders and other interested parties are urged to read these materials
when they become
available because they will contain important information. CNA Surety stockholders will be able to
obtain such documents (when available) free of charge at the SECs web site, www.sec.gov. CNA
Surety stockholders will also be able to obtain these documents that are filed by CNA (when
available) for free from CNA at www.cna.com or at 333 South Wabash Avenue, Chicago, Illinois 60604.
Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995: The
statements which are not historical facts contained in this release are forward-looking statements
that involve risks and uncertainties, including, but not limited to, product and policy demand and
market response risks, the effect of economic conditions, the impact of significant increases in
corporate defaults on a national or global basis, the impact of competitive products, policies and
pricing, product and policy development, regulatory changes and conditions including underwriting
limitations imposed by the U.S. Department of Treasury, rating agency policies and practices,
development of claims and the effect on loss reserves, the performance of reinsurance companies
under reinsurance contracts with the Company, the cost and availability of reinsurance contracts on
reasonable terms, investment portfolio developments and reaction to market conditions, the results
of financing efforts, the actual closing of contemplated transactions and agreements, the effect of
the Companys accounting policies, and other risks detailed in the Companys Securities and
Exchange Commission filings. No assurance can be given that the actual results of operations and
financial condition will conform to the forward-looking statements contained herein.
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