Fidelity & Guaranty Life (NYSE:FGL) Files An 8-K

Fidelity & Guaranty Life (NYSE:FGL), entered into an Agreement and Plan of Merger (the “Merger Agreement”, and the merger contemplated thereby, the “Merger”), with Anbang Insurance Group Co., Ltd., a joint-stock insurance company established in the People’s Republic of China (“Anbang”), AB Infinity Holding, Inc., a Delaware corporation and a wholly-owned subsidiary of Anbang (“Parent”), and AB Merger Sub, Inc., a Delaware corporation and a newly formed, wholly-owned subsidiary of Parent (“Merger Sub”). Pursuant to the Merger Agreement, either Parent or the Company could have terminated the agreement if the closing of the Merger had not occurred prior to November 7, 2016 (the “Outside Termination Date”).

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On November 3, 2016, the Company, Anbang, Parent and Merger Sub amended the Merger Agreement (“Amendment”) by extending the Outside Termination Date from November 7, 2016 to February 8, 2017. Accordingly, either Parent or the Company may terminate the Merger Agreement if the closing of the Merger does not occur prior to February 8, 2017. The Company and Anbang are committed to securing the remaining regulatory approvals and seek to close the Merger as expeditiously as possible, however, the closing of the Merger and the timing thereof is subject to the regulatory review and approval process, none of which can be assured.

The foregoing description of Amendment does not purport to be complete and is subject to and qualified in its entirety by reference to Amendment, a copy of which is attached hereto as Exhibit 2.1, and the terms of which are incorporated by reference herein.

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