The Board of Directors of Donegal Group Inc. Recommends That Its Class B
Stockholders Reject the Amended Tender Offer of Gregory Mark Shepard
MARIETTA, Pa., May 2, 2013 (GLOBE NEWSWIRE) -- Donegal Group Inc. ("DGI")
(Nasdaq:DGICA) (Nasdaq:DGICB) reported that it had filed an amendment to
Schedule 14D-9 solicitation/recommendation statement with the SEC today. The
Amended Schedule 14D-9 reports the unanimous recommendation of DGI's Board
that the holders of DGI's Class B Common Stock reject the unsolicited and
amended tender offer for 962,636 shares of DGI's Class B Shares at a price of
$30 per share in cash by Gregory Mark Shepard. The Amended Offer states it
will expire May 20, 2013.
DGI's Board has thoroughly evaluated and assessed the conditions to the
Amended Offer that Shepard established, together with the assistance of a
report and recommendation submitted to DGI's Board by a special committee of
five directors independent of Donegal Mutual Insurance Company and advised by
independent legal counsel. Based upon its evaluation and assessment of the
conditions to the Amended Offer, including the federal and state regulatory
approvals Shepard must obtain before he can legally consummate his offer,
DGI's Board unanimously determined that Shepard's Amended Offer is illusory
because Shepard will not be able to satisfy certain legal conditions precedent
to the Amended Offer before its expiration date or within a reasonable period
of time after the expiration date.
Accordingly, the DGI Board recommends that the holders of DGI Class B Shares
REJECT the Amended Offer and NOT TENDER their Class B Shares to Shepard for
purchase pursuant to the Amended Offer.
DGI has posted in the Investors area of its website at www.donegalgroup.com a
letter to its stockholders that provides more information regarding the DGI
Important Information and Where to Find It
This communication does not constitute an offer to buy or the solicitation of
an offer to sell any securities. DGI urges the holders of its Class B common
stock to read the solicitation/recommendation statement, as well as any other
documents DGI subsequently files with the SEC when such documents become
available because they will contain important information. Holders of Class B
Shares may obtain, without charge, a copy of the solicitation/recommendation
statement and other documents (when available) that DGI files with the SEC at
the SEC's website at www.sec.gov and DGI's website at www.donegalgroup.com. In
addition, DGI's solicitation/recommendation statement and other documents
(when available) that DGI files with the SEC may be obtained, without charge,
from DGI by writing to DGI's corporate secretary, Sheri O. Smith, at its
principal executive offices at 1195 River Road, P.O. Box 302, Marietta,
Pennsylvania 17547 or by e-mail to email@example.com.
About Donegal Group Inc.
Donegal Group Inc. is an insurance holding company with insurance subsidiaries
offering personal and commercial property and casualty lines of insurance in
22 Mid-Atlantic, Midwestern, New England and Southern states.The insurance
subsidiaries of DGI and Donegal Mutual Insurance Company conduct business
together as the Donegal Insurance Group. The Donegal Insurance Group has an
A.M. Best rating of A (Excellent).Donegal Mutual Insurance Company and DGI
together own Donegal Financial Services Corporation, a grandfathered unitary
savings and loan holding company that owns Union Community Bank FSB, a federal
DGI's Class A common stock and Class B common stock trade on NASDAQ under the
symbols DGICA and DGICB, respectively.
CONTACT: Jeffrey D. Miller
Senior Vice President and Chief Financial Officer
Phone: (717) 426-1931
Fax: (717) 426-7031
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