Cobra Holdings, a retail and wholesale insurance broking group, has acquired three insurance broking entities - Giles Alton, JK Lee, GDK Insurance Services and an underwriting agency, County Insurance Services Schemes.
The consideration payable to Giles comprises an initial cash payment of GBP1 million, and deferred cash payments of GBP1.95 million in late April 2008, GBP180,000 in January 2009 and GBP670,000 in April 2009. In addition 166,667 new Cobra shares are to be allotted in late April 2008.
The consideration payable to JK Lee comprises of an initial cash payment of GBP722,500, allotment of 204,000 new Cobra shares, a first deferred cash payment of GBP361,250 in July 2009 and a final deferred cash payment in July 2010 of between GBP361,250 and GBP511,250 depending on performance. There will also be two equal deferred cash payments of approximately GBP75,000 in October 2008 and July 2009.
County Insurance Services Schemes (CISS) is a partnership, whose partners also trade through GDK. The acquisition of CISS will include the agency’s group of independent insurance firms providing Cobra with a range of new marketing and sales opportunities to attract more members to the wider Cobra network and Cobra London markets.
The combined consideration payable to both GDK and CISS comprises of an initial cash payment of GBP1 million, a deferred cash payment of GBP1.3 million in April 2008, and between GBP645,000 and GBP1.43 million in July 2009, depending on performance. In addition, 360,000 new COBRA shares are to be allotted in late April 2008.
The contracts for all the above acquisitions contained warranties and indemnities in favor of the purchaser and non-competition covenants by the vendors. All the new Cobra shares issued and to be issued to vendors as consideration are, or will be, subject to lock-in agreements for a period of 15 months during which the shares may only be sold in certain specific circumstances.
Steve Burrows, CEO of Cobra Group, said: These acquisitions demonstrate Cobra’s commitment to taking advantage of the opportunities for consolidation in the insurance broking market, in particular in the provincial markets.