Antarctica Capital, LLC entered into an agreement to acquire Midwest Holding Inc. from Crestline Assurance Holdings LLC, Rendezvous Capital, Llc, Knott Partners L.P. managed by Knott Partners Management, LLC and others for approximately $100 million.

Antarctica Capital, LLC entered into an agreement to acquire Midwest Holding Inc. (NasdaqCM:MDWT) from Crestline Assurance Holdings LLC, Rendezvous Capital, Llc, Knott Partners L.P. managed by Knott Partners Management, LLC and others for approximately $100 million on April 30, 2023. Under the terms of the agreement, Midwest shareholders will receive $27 in cash per share. Antarctica has obtained equity financing commitments from certain investment funds and entities affiliated with Antarctica for the purpose of financing the transaction with an aggregate equity contribution equal to $127.774278 on the terms and subject to the conditions set forth in an equity commitment letter.

Midwest will pay a termination fee of $3.59 million to Antarctica in case Midwest terminates the transaction and Antarctica will pay a reverse termination fee of $6.16 million in case Antarctica terminates the transaction. Following closing, Midwest will continue to be led by its current leadership team. In addition, Midwest is expected to maintain its name, personnel, headquarters in Lincoln, Nebraska, and operational hubs in New York and Vermont.

The transaction is subject to certain customary closing conditions, including the receipt of insurance regulatory approvals and approval by Midwest shareholders. The transaction has been unanimously approved by Midwest's Board of Directors. General Partner Board of Directors of Antarctica also unanimously have approved the transaction.

In connection with the transaction, certain stockholders of Midwest representing approximately 33% of the shares of company common stock entered into voting agreements to vote in favor of the transaction. Lauren M. Colasacco, P.C., Rajab S. Abbassi, P.C., Michael S. Amalfe, Peter Seligson, P.C., Parimah Hassouri, Scott D. Price, P.C., John Kleinjan, Jabir Yusoff, Michael Chu, Kathryn Keves Leonard, P.C., Whitney Bosworth, Benjamin M. Schreiner, P.C. and Vivek Ratnam of Kirkland & Ellis LLP acted as legal advisors to Antarctica. Philip Richter and Randi Lally of Fried, Frank, Harris, Shriver & Jacobson LLP acted as legal advisors to Midwest.

Lamson Dugan & Murray LLP and Primmer Piper Eggleston Cramer PC acted as legal advisors to Midwest.