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Mergers & Acquisitions

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Deal Overview

Buyer:
United Insurance Holdings, LC
Actual Acquirer:
United Insurance Holdings, LC
Target:
FMG Acquisition Corp.
Deal Type:
Insurance Company
Insurance Sector
Property & Casualty
Agreement Date:
4/2/2008
Announcement Date:
4/2/2008
Announced Deal Value ($ M):
NA
Announced Deal Value, As Reported ($ M)
NA
Status:
Completed
Announced Deal Value Per Share ($ )
NA
Completion Date:
9/29/2008

Consideration Breakout
Common Stock Issued 8,929,819

Deal Terms
Description of Consideration

Shareholders of United Insurance Holdings LC received $25.0 million in cash, 8,929,819 newly issued, registered shares of FMG stock valued at $6.00 per share, and additional contingent payments of up to $5.0 million in its merger with FMG Acquisition Corp. The contingent amounts to be paid in cash are based upon future performance for a period of 12 months beginning on either July 1, 2008 or January 1, 2009. FMG might also issue an additional 1,273,569 newly issued common stock purchase warrants identical to the warrants issued in the company's IPO, as well as an additional 212,877 common shares to United Insurance. The total purchase price will not exceed $104,316,270. United Insurance Holdings LC's net income targets necessary to trigger payment of the contingent consideration were not met. Buyer's statutory financials are for United Property & Casualty Insurance Co.

Percent Acquired (%) 100.00
Accounting Method Purchase
Merger of Equals? No
Estimated Cost Savings (%) NA
Estimated Cost Savings ($ 000) NA
Est. Restructuring Charges ($ 000) NA
Deal Advisers
Financial Advisers
Party Advised Adviser Hired? Firm Name
Buyer Yes Raymond James & Assoc. Inc.
Seller Yes Pali Capital Inc.
Legal Counsel
Party Advised Adviser Hired? Firm Name
Buyer Yes Foley & Lardner LLP
Seller Yes Ellenoff Grossman & Schole