Phila. Consolidated, Tokio Marine Deal Approved

Philadelphia Consolidated Holding Corp. announced that Tokio Marine Holdings Inc. received approval of its proposed acquisition of control of the company from the Pennsylvania Insurance Department.

As previously announced on July 23, 2008, the company and Tokio Marine entered into an Agreement and Plan of Merger pursuant to which a wholly owned subsidiary of Tokio Marine would (subject to the satisfaction of various closing conditions) merge with and into the company and Tokio Marine would acquire all outstanding shares of the company for $61.50 per share in cash.

The closing of the merger remains subject to, among other things, the receipt of the approval of Tokio Marine's acquisition of control of the company from the Florida Office of Insurance Regulation, regulatory approval of the proposed merger transaction by the Financial Services Agency of Japan, and the approval of the Merger Agreement by the company's shareholders at the special meeting of the shareholders of the company scheduled to be held on Oct. 23.

The company and Tokio Marine continue to expect that the closing of the merger will occur in the fourth quarter of 2008.