Safety Insurance Group shareholders approved the company’s proposed acquisition by MAPFRE U.S.A. Corp. at a special meeting on Nov. 3, clearing a key step toward the transaction. Safety will become a wholly owned subsidiary of MAPFRE U.S.A. when the deal closes.
The transaction still requires customary closing conditions, including certain regulatory approvals.
- Merger approved: Shareholders voted 11,298,703 shares in favor, 12,918 against and 26,574 abstentions. The agreement calls for MAPFRE’s wholly owned subsidiary to merge into Safety, with Safety continuing as a wholly owned subsidiary of MAPFRE U.S.A.
- Executive compensation approved: Shareholders also approved, in a nonbinding advisory vote, compensation for Safety’s named executive officers that is tied to the merger. The vote was 9,240,002 in favor, 2,082,047 against and 16,146 abstentions.
- Strong meeting participation: A total of 11,338,195 shares were represented at the meeting, equal to 77.23% of shares eligible to vote.
- Adjournment vote not needed: A proposal to allow the meeting to be adjourned to seek more votes was rendered moot because sufficient proxies were already available to approve the merger.
The shareholder vote authorizes the merger but does not complete it. Safety remains subject to the transaction’s remaining closing conditions.