United Insurance Holdings (UIHC) (UPC Insurance or the company), a property and casualty insurance holding company, announced that it has successfully completed and closed on its acquisition of Family Security Holdings (FSH) and its subsidiaries previously announced on December 15th, 2014.
FSH is an insurance holding company with two wholly-owned subsidiaries, Family Security Insurance Company (FSIC), a Hawaii-domiciled property and casualty insurer authorized in Hawaii and Louisiana, and Family Security Underwriters, LLC (FSU), a managing general agency performing administrative and marketing services for FSIC.
UPC Insurance acquired all of the issued and outstanding shares, units and other ownership rights of FSH for $9.0 million (merger consideration).
The all stock transaction resulted in the Company issuing 503,883 shares of the Company’s common stock, as determined by the average closing price of the Company’s stock in the preceding 180-days.
In addition to the merger consideration, UPC Insurance agreed to pay FSH contingent consideration of three percent (3%) of all gross premiums written on the renewal of FSIC policies in-force as of the closing during the subsequent twelve month period following the closing of the transaction.
The contingent consideration will be paid in the form of additional shares of the Company’s stock issued in a manner similar to the merger consideration within approximately 30 days following the twelve month anniversary of the closing.
The shares underlying both the merger consideration and the contingent consideration are subject to a one-year lock-up from the date they are issued. Additionally, ten percent (10%) of all shares issued will be held in escrow for one-year to satisfy indemnification provisions contained in the Agreement and Plan of Merger.
"We are pleased to close this transaction, and look forward to growing the FSIC book of business in Louisiana and Hawaii," said John Forney, President and Chief Executive Officer of UPC Insurance.
Founded in 1999, UPC Insurance is an insurance holding company that sources, writes and services residential property and casualty insurance policies using a network of independent agents and a group of wholly owned insurance subsidiaries.