NI Holdings Inc. has signed a definitive agreement to purchase 100 percent of the issued and outstanding stock of Westminster American Insurance Company from private shareholders.
Westminster American is headquartered in Owings Mills, Md., and underwrites commercial multi-peril insurance in the states of Delaware, Georgia, Maryland, New Jersey, North Carolina, Pennsylvania, South Carolina, Virginia, West Virginia and the District of Columbia through independent agents.
John Scott Jr., the president of Westminster American, will continue to manage the Westminster American insurance operations along with the current staff and management team following the transaction. Closing the transaction is expected early next year subject to customary closing conditions, including regulatory approval.
Under the terms of the stock purchase agreement, NI Holdings has agreed to pay Westminster American shareholders $20 million at the closing date and approximately $6.7 million annually over the three-year period from the date of closing.
In addition, in connection with his continued employment after closing, NI Holdings has agreed to pay the president of Westminster American a retention bonus in the aggregate amount of $5 million, payable over the five-year period from the date of closing.
Venable LLP served as Westminster American Insurance Company’s legal advisor. Sherman & Company served as NI Holdings’ financial advisor, and Dorsey & Whitney LLP was NI Holdings’ legal advisor in this transaction.
Source: NI Holdings Inc.
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