Protective to Acquire MONY and Reinsure Certain Policies of MLOA for $1.06 Billion

  Protective to Acquire MONY and Reinsure Certain Policies of MLOA for $1.06

Business Wire

BIRMINGHAM, Ala. -- April 10, 2013

Protective Life Corporation (NYSE: PL) (“Protective”) today announced that its
principal subsidiary, Protective Life Insurance Company (“Protective Life”),
has signed an agreement with certain subsidiaries of AXA SA (NYSE Euronext
Paris:CS) (“AXA”) to acquire MONY Life Insurance Company (“MONY”) and reinsure
certain policies of MONY Life Insurance Company of America (“MLOA”).

Assuming a closing date of October 1, 2013, the purchase price paid to AXA is
estimated to be approximately $1.06 billion, including statutory capital and
surplus of approximately $303 million. The total capital investment by
Protective is estimated to be approximately $1.09 billion. The transaction
will be subject to customary post-closing adjustments. Assuming an October 1,
2013 close, the transaction is expected to contribute $0.10 to $0.15 to
Protective’s fully diluted earnings per share in 2013, $0.55 to $0.65 per
fully diluted share in 2014, and $0.65 to $0.75 per fully diluted share in
2015, net of integration and transition costs.

“This large, high quality, seasoned book of business presents one of the most
attractive acquisition opportunities we have seen in many years,” said John D.
Johns, Protective’s Chairman, President and Chief Executive Officer. “This
book of business, comprised primarily of life insurance policies written prior
to 2004, has a limited array of product and equity market guarantees and
should produce a steady and predictable stream of earnings for many years to
come. Our ability to move forward on such an important transaction again
demonstrates our company’s ability to leverage our industry-leading
acquisition capabilities to create value for our shareholders.”

The transaction is expected to close in the second half of 2013 and is subject
to receipt of various regulatory approvals and other customary conditions to
closing. Prior to the closing, AXA will cause MONY to transfer its
subsidiaries, MLOA, U.S. Financial Life Insurance Company, MONY International
Holdings, LLC and MONY Financial Services, Inc., none of which are being sold
to Protective as part of the acquisition, to another subsidiary of AXA.
Protective plans to service the acquired business through the existing
workforce and administrative platform in Syracuse, NY that is currently being
used by AXA to service the business. The benefits provided for in the acquired
policies will not be impacted by the transaction.

Willkie Farr & Gallagher LLP and Barclays PLC served as advisors to Protective
during the transaction and PricewaterhouseCoopers LLP provided tax advisory

The Company will host a brief conference call for management to discuss the
transaction with analysts and professional investors on April 11, 2013 at 9:00
a.m. Eastern. Analysts and professional investors may access this call by
dialing 1-866-515-2914 (international callers 1-617-399-5128) and entering the
conference passcode: 65217260. A recording of the call will be available from
12:00 p.m. Eastern April11,2013 until midnight April 25, 2013. The recording
may be accessed by calling 1-888-286-8010 (international callers
1-617-801-6888) and entering the passcode: 60509643.

The public may access a live webcast of the call, along with a call
presentation, on the Company’s website at


Headquartered in Birmingham, Ala., Protective Life Corporation (NYSE: PL) is a
financial services holding company. The Company’s primary subsidiary was
established in 1907 and today still exhibits the steadfast commitment to
provide a valuable portfolio of protection and retirement products to millions
of insured. The Company employs more than 2,300 employees with offices
throughout the U.S. It has annual revenues of approximately $3.6 billion and
as of Dec. 31, 2012, had assets of approximately $57.4 billion.

Forward-Looking Statements

This press release includes “forward-looking statements” that may express
expectations of future events and results regarding the proposed transactions,
including but not limited to statements regarding the expected benefits and
costs of the proposed transactions, the ability to complete the proposed
transactions, and the expected timing of the completion of the proposed
transactions. All statements that express expectations for and results of
future events rather than historical facts are forward-looking statements that
may involve certain risks and uncertainties. Protective cannot give assurance
that such statements will prove to be correct. The factors that could affect
the future events include, but are not limited to, general economic conditions
and the following known trends and uncertainties: Protective Life may not be
able to complete the transactions due to, among other things, the inability of
the parties to satisfy the various closing conditions, including the receipt
of required regulatory approvals; completion of the transactions may be more
costly or may take longer than expected; the financing structure of the
transactions may be different than currently contemplated; the actual
financial results of the transactions could differ materially from
Protective’s expectations and may be impacted by items not taken into account
in its forecasts and/or its earnings per share calculations; and Protective
Life’s expectations regarding its ability to successfully integrate and
transition the acquired operations and satisfy its legal and compliance
obligations in relation to the transactions may prove to be incorrect. In
addition, please refer to Part I, Item 1A, Risk Factors and Cautionary Factors
that may Affect Future Results of Protective’s most recent Form 10-K; Part II,
Item 1A, Risk Factors and Cautionary Factors that may Affect Future Results,
of Protective’s subsequent quarterly reports on Form 10-Q; and Protective’s
reports filed on Form 8-K for more information about risk factors. Protective
assumes no obligation and does not intend to update these forward-looking


Protective Life Corporation
Richard J. Bielen, 205-268-3617
Vice Chairman and Chief Financial Officer
Investor Relations:
Eva Robertson, 205-268-3912
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