Goldman Sachs PERSONAL AND CONFIDENTIAL ------------------------- ------------- ------------------------------------------------------------------- November 22, 1999 Board of Directors The Guarantee Life Companies Inc. 8801 Indian Hills Drive Omaha,...Opinion Letter • November 24th, 1999 • Jefferson Pilot Corp • Life insurance
Reference is made to our opinion letter dated October 14, 1999 with respect to the fairness from a financial point of view to the holders of the outstanding shares of common stock, par value $.01 per share, of The Guarantee Life Companies Inc. ("Guarantee"or the "Company") of the Merger Consideration (as defined therein) to be received pursuant to the Agreement and Plan of Merger, dated as of September 19, 1999, among Jefferson-Pilot Corporation ("Jefferson- Pilot"), Jefferson-Pilot Acquisition Corp. ("Merger Sub"), a wholly-owned subsidiary of Jefferson-Pilot, and Guarantee, as amended by Amendment No. 1 to Agreement and Plan of Merger, dated as of October 14, 1999, by and among Jefferson-Pilot, Merger Sub and Guarantee.
