OneBeacon Insurance Group Sued Over Merger Non-Disclosures

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OneBeacon Insurance Group, Ltd. and nine members of the company’s board of directors are facing claims that they misled stockholders by omitting important information from a proxy statement regarding a proposed merger between OneBeacon and Intact Financial Corporation. The $1.7 billion merger will potentially result in stockholders receiving $18.10 in cash per share of OneBeacon stock, according to the suit. The plaintiff argues that this deal undervalues the company, which he says had displayed “firm financial footing” and “a bright financial outlook.”

According to the suit, the proxy statement was missing details regarding the negotiations between OneBeacon and several other potential buyers, robbing stockholders of the information needed to determine whether Intact was truly offering the best deal. The complaint further claims that investors are entitled to know the details of communications regarding post-transaction employment in order to discern whether company directors had conflicts of interest.

The plaintiff also claims the proxy statement omitted details regarding the processes and figures used by the defendant’s financial advisor to arrive at the deal. Without this and the aforementioned information, the plaintiff says he and other stockholders cannot make an informed decision about whether to vote for the merger.