Fairfax Financial Holdings and Cunningham Lindsey Group have closed the transaction pursuant to an agreement with Trident, a private equity fund managed by Stone Point Capital, and certain affiliated entities.
Pursuant to the agreement, Stone Point has acquired approximately $88 million, a 51% interest in a newly-formed holding company that owns the operating businesses of Cunningham Lindsey.
Fairfax has invested approximately $35 million and senior management of Cunningham Lindsey and its operating companies invested as well. The proceeds from these investments were used to repay Cunningham Lindsey’s $72.8 million unsecured term loan facility and for working capital.
In order to satisfy the condition to the Stone Point investment that Fairfax be the sole shareholder of Cunningham Lindsey, Fairfax acquired all of the outstanding subordinate voting shares of Cunningham Lindsey which it had not previously owned.
Upon completion of the foregoing going-private transaction and completion of the above-mentioned investments, Fairfax holds an approximately 45% interest in the operating companies of Cunningham Lindsey through its 100% ownership of Cunningham Lindsey, and senior management of Cunningham Lindsey and its operating companies hold an approximately 4% interest in these operating companies.