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Exhibit (a)(1)(V)
To: BUSINESS WIRE AMY LYNCH
Fax #: 312-573-0019 Ph. #: 888-292-4446
Date: October 5, 2000
Contact: Mr. Gregory M. Shepard
Chairman and President
American Union Insurance Company
Phone: (309) 827-5968
AMERICAN UNION INSURANCE COMPANY WILL COMPLY WITH ORDER ISSUED BY INDIANA
SECURITIES COMMISSIONER.
American Union Insurance Company, Meridian Insurance Group Acquisition
Corporation, Gregory M. Shepard, and Tracy M. Shepard (the "Offerors") will
comply with order issued by Indiana Securities Commissioner and, after
complying, will continue their tender offer for 50.1% of the shares of Meridian
Insurance Group, Inc.
The Indiana Securities Commissioner issued an order stating that the tender
offer of Offerors cannot continue until Offerors clarify and supplement certain
accounting and financing information. Offerors intend to clarify and supplement
the information for the Commissioner, and upon approval by the Commissioner,
proceed with their tender offer.
On Thursday, October 5, 2000, Meridian Insurance Group, Inc. issued a press
release saying that its Board of Directors has directed management to explore
strategic alternatives to enhance shareholder value. Several alternatives were
mentioned, including engaging in an affiliation or business combination.
Management has been authorized to use an investment banker to assist it in this
process. The Board stated, however, that Meridian has no interest in engaging in
any transaction with American Union, Gregory Shepard or any of their affiliates.
In response to Meridian's announcement, Mr. Shepard said, "I am glad to see that
the Board of Meridian is finally considering doing something to enhance
shareholder value. Enhancement of shareholder value was the very reason we began
our tender offer, which was not intended to be unfriendly to management."
Mr. Shepard continued, "I do not understand why the Board singled out for
specific rejection our offer, which represents a large premium over Meridian's
stock price prior to our offer and a large premium over the current price of the
stock. If the Board were really interested in shareholder value, it would not
reject our offer out of hand. Now that the Board has made its announcement
regarding strategic alternatives, upon satisfying the requirements set forth by
the Indiana Securities Commissioner, we intend to press forward with our offer,
which we continue to believe offers an excellent way to actually enhance
shareholder value."
On September 18, 2000, American Union Insurance Company revised the cash tender
offer which it commenced on August 31, 2000, to an offer for 50.1% of the
outstanding common stock of Meridian Insurance Group, Inc., for $25 per share.
American Union Insurance Company is a Bloomington, Illinois based property and
casualty insurance company originally chartered in 1916 by L.F. Shepard as Union
Automobile Insurance Association. The present name was adopted in 1998. Today
50% of American Union's common stock is owned by Gregory M. Shepard and 50% by
Tracy M. Shepard, who are brothers. Meridian Insurance Group Acquisition
Corporation is a wholly owned subsidiary of American Union Insurance Company.
