Houlihan Lokey Advises State Auto Financial Corp.

Houlihan Lokey is pleased to announce that State Auto Group has been acquired by Liberty Mutual Insurance. Under the terms of the agreement—which received all required regulatory approvals—State Automobile Mutual Insurance Company members became mutual members of Liberty Mutual Holding Company Inc., and Liberty Mutual acquired all of the publicly held shares of common stock of State Auto Financial Corp. (NASDAQ:STFC) for $52 per share in an all-cash deal of approximately $1 billion. The transaction, which was originally announced in July 2021, closed on February 28, 2022.

State Auto Group is a super-regional property and casualty insurance holding company headquartered in Columbus, Ohio, that distributes personal and small commercial coverages in 33 states through approximately 3,400 independent agents. State Auto Financial Corp. common stock is traded on the NASDAQ Global Select Market, which represents the top fourth of all NASDAQ-listed companies. The insurance subsidiaries of State Auto Financial Corp. are part of the State Auto Group. The State Auto Group markets its insurance products throughout the United States through independent insurance agencies, which include retail agencies and wholesale brokers. The State Auto Group is rated A- (Excellent) by the AM Best Company and includes State Automobile Mutual, State Auto Property & Casualty, State Auto Ohio, State Auto Wisconsin, Milbank, Meridian Security, Patrons Mutual, Rockhill Insurance, Plaza Insurance, American Compensation, and Bloomington Compensation.

In business since 1912 and headquartered in Boston, today Liberty Mutual is the sixth largest global property and casualty insurer based on 2020 gross written premium. Liberty Mutual also ranks 71 on the Fortune 100 list of largest corporations in the U.S. based on 2020 revenue. As of December 31, 2021, Liberty Mutual had $48.2 billion in annual consolidated revenue. Liberty Mutual employs over 45,000 people in 29 countries and economies around the world. Liberty Mutual offers a wide range of insurance products and services, including personal automobile, homeowners, specialty lines, reinsurance, commercial multiple-peril, workers compensation, commercial automobile, general liability, surety, and commercial property. 

Houlihan Lokey acted as financial advisor to the Special Committee of Independent Directors of State Auto Financial Corp. in the transaction.

Houlihan Lokey also rendered a fairness opinion to the Special Committee of Independent Directors of State Auto Financial Corp. as to the fairness, from a financial point of view, of the consideration received by the equity holders.