Los Angeles, California — March 17, 2008 — SCPIE Holdings Inc. (NYSE:SKP), a major provider of healthcare liability insurance, today announced that Egan-Jones joined ISS, Glass Lewis, and PROXY Governance in recommending that SCPIE stockholders vote FOR the merger agreement with The Doctors Company where stockholders will receive $28 per share in cash. The Special Stockholders Meeting to vote on the merger is scheduled for Wednesday, March 26, 2008.
In its report, recommending for the merger with The Doctors Company, Egan Jones concluded, “Based on our review of publicly available information on strategic, corporate governance and financial aspects of the proposed all-cash merger between SCPIE Holdings and The Doctors Company, Egan-Jones views the proposed all-cash merger to be a desirable approach in maximizing shareholder value and recommends that clients holding common shares of SCPIE Holdings Inc. vote FOR this proposal on the WHITE proxy card provided by the management.”
Mitchell S. Karlan MD, Chairman of the Board of SCPIE, stated, “We are pleased that all four of the leading proxy advisors endorse our proposed merger with The Doctors Company and recognize the competitive sales process we underwent to achieve maximum value for our stockholders. Furthermore, their unanimous conclusions confirm our conviction that the merger offers the best value to SCPIE stockholders and that all stockholders should vote FOR the merger on our WHITE proxy.”
The merger agreement calls for the payment of $28 per share in cash, which represents an aggregate purchase price of approximately $281 million and reflects a premium of approximately 31% over the Company’s closing price one week before the transaction was announced.
The company encourages all stockholders to vote their shares promptly by phone, Internet, or by mailing their WHITE proxy card, and to contact MacKenzie Partners at 800/322-2885 or collect at 212/929-5500 if they have any questions or need any assistance in voting their shares.
Additional Information and Where to Find It
On January 30, 2008, SCPIE filed a definitive proxy statement with the Securities and Exchange Commission (SEC) in connection with its proposed acquisition by The Doctors Company. The proxy statement has been mailed to SCPIE’s stockholders, who are urged to read the proxy statement and other relevant materials filed with the SEC because they contain important information about the acquisition. Investors and security holders may obtain free copies of these documents and other documents filed with the SEC at the SEC’s website at www.sec.gov. In addition, investors and security holders may obtain free copies of the documents filed with the SEC by SCPIE at the Investors/Media section on its corporate website at www.scpie.com or by contacting MacKenzie Partners at 800/322-2885 or by email at
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SCPIE’s executive officers and directors may be participants in the solicitation of proxies from SCPIE stockholders with respect to the acquisition. Information about SCPIE’s executive officers and directors, and their ownership of SCPIE Holdings common stock, is set forth in the definitive proxy statement SCPIE filed with the SEC on January 30, 2008, and in the reports filed by the executive officers and directors under Section 16 of the Securities Exchange Act of 1934, as amended, since such date. Additional information regarding the direct and indirect interests of SCPIE’s executive officers and directors in the acquisition is in the definitive proxy statement.
