Voya to acquire Benefitfocus for $10.50/share in cash; support from ~24% stockholders

Voya Financial, Inc.

Voya enters merger agreement to buy Benefitfocus (BNFG) for $10.50 per share in cash.
Support agreements with BuildGroup and Indaba (approx. 24% voting power) to vote in favor of deal.
Deal not subject to financing condition; HSR clearance and benefitfocus stockholder vote required.
Termination fee of $14M payable by Benefitfocus if it accepts superior proposal or changes recommendation.

item 1.01 item 8.01 item 9.01

Key facts

Extracted from this filing and checked against the source text.

Material Agreements SEC 8-K Item 1.01/1.02 confidence 0.9

Voya Financial, Inc. entered into Agreement and Plan of Merger with Benefitfocus, Inc. (effective 2022-11-01).

Action: entry
Agreement: merger
Counterparty: Benefitfocus, Inc.
Effective: 2022-11-01

Exact text from the filing

On November 1, 2022, Voya Financial, Inc., a Delaware corporation (“ Voya ”), entered into an Agreement and Plan of Merger (the “ Merger Agreement ”) by and among Voya, Benefitfocus, Inc., a Delaware corporation (“ Benefitfocus ”), and Origami Squirrel Acquisition Corp, a Delaware corporation and wholly owned subsidiary of Voya (“ Merger Sub ”).

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Voya Financial, Inc. filing history →

Source: SEC EDGAR

accession 0001535929-22-000106

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