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Harbinger Group Welcomes Increased Investment From Leucadia National Corporation |
Leucadia agreed to purchase an aggregate of 23,000,000 preferred
securities of subsidiaries of funds managed by
"HGI has a long-standing relationship with Leucadia, one of the world’s
leading long-term investors, and I am pleased that it has increased its
stake in
Under the terms of the transaction, while awaiting insurance regulatory approval, the HCP Funds have the right to vote the Purchased Shares and Leucadia has the right from time to time to sell all or a portion of the Purchased Shares and receive the proceeds from such sale for its own account.
In connection with their purchase, Leucadia has entered into a letter
agreement with the Company pursuant to which, from and after the closing
of the sale of the Purchased Shares, Leucadia will be entitled to
appoint two representatives to the Company’s board of directors. The
initial Leucadia representatives are expected to be The Company also granted a waiver to Leucadia of the restrictions on “business combinations” set forth in the Company’s certificate of incorporation and Leucadia has agreed to abide by customary standstill provisions for a period of two years.
The complete agreement between the Company and Leucadia will be included
as an exhibit to a Current Report on Form 8-K, which will be filed with
the
About
Forward Looking Statements
“Safe Harbor” Statement Under the Private Securities Litigation Reform
Act of 1995: This release contains, and certain oral statements made by
our representatives from time to time may contain, forward-looking
statements, including those statements regarding the transaction. These
statements are based on the beliefs and assumptions of HGI's management
and the management of HGI's subsidiaries (including target businesses).
Generally, forward-looking statements include information concerning the
transaction, other actions, events, results, strategies and expectations
and are generally identifiable by use of the words “believes,”
“expects,” “intends,” “anticipates,” “plans,” “seeks,” “estimates,”
“projects,” “may,” “will,” “could,” “might,” or “continues” or similar
expressions. Factors that could cause actual results, events and
developments to differ include, without limitation, delay in obtaining
insurance regulatory approval for the transaction, capital market
conditions, the ability of HGI's subsidiaries (including, target
businesses following their acquisition) to generate sufficient net
income and cash flows to make upstream cash distributions, HGI and its
subsidiaries ability to identify any suitable future acquisition
opportunities, efficiencies/cost avoidance, cost savings, income and
margins, growth, economies of scale, combined operations, future
economic performance, conditions to, and the timetable for, completing
the integration of financial reporting of acquired or target businesses
with HGI or HGI subsidiaries, completing future acquisitions and
dispositions, litigation, potential and contingent liabilities,
management's plans, changes in regulations, taxes and the risks that may
affect the performance of the operating subsidiaries of HGI and those
factors listed under the caption “Risk Factors” in HGI's most recent
Annual Report on Form 10-K and Quarterly Report on Form 10-Q, filed with
the
Source:
Investors: |