National General Enters into Business Collaboration Agreement with Aioi Nissay Dowa Insurance Co., Ltd. and Agrees to Issue $...
July 09 2018 - 8:00AM
National General Holdings Corp. (Nasdaq:NGHC) today announced that
it has entered into a collaboration agreement among Aioi Nissay
Dowa Insurance Co., Ltd. (AD), part of MS&AD Insurance Group
and Aioi Nissay Dowa Insurance Services USA Corp. (AIS), a
subsidiary of AD.
National General will support Toyota Insurance Management
Solutions USA, LLC, a telematics insurance service company jointly
established by AIS and Toyota group, in the sale of a
behavior-based telematics automobile insurance for Toyota connected
car owners in several states in the United States. National
General will act as the underwriting insurer for the program.
National General and AIS will also collaborate in the development
of domestic telematics automobile insurance and insurance products
and services, including the ride-sharing and car-sharing mobility
fields.
In conjunction with the Collaboration Agreement, National
General agreed to issue AD $30 million aggregate liquidation
preference of its Series D Fixed/Floating Rate Non-Cumulative
Convertible Preferred Stock. Holders of the Preferred Stock
will be entitled to receive noncumulative cash dividends, if and
when declared by the board of directors, at a rate of 7% per annum,
subject to adjustment to a floating rate following July 15,
2023.
The Series D Preferred Stock is convertible at the holder’s
option, on or after July 15, 2023 to shares of the Company’s common
stock at an initial conversion price of $38 per share. The
Company may, at its option, redeem the Series D Preferred Stock on
or after July 15, 2023, with the redemption price being at the
liquidation preference, unless certain premium thresholds are met
under the collaboration agreement.
National General Chief Executive Officer Barry Karfunkel stated:
"Our collaboration with Aioi Nissay Dowa to develop telematics
solutions for Toyota connected car owners in several states in the
U.S. will give National General a platform to expand its telematics
capabilities and offer customers a broader suite of products.”
This press release does not constitute an offer to sell or the
solicitation of an offer to buy the Preferred Stock or the shares
of common stock into which the Preferred Stock is convertible, nor
shall there be any sale of the Preferred Stock or such common stock
in any state or jurisdiction in which such offer, solicitation or
sale would be unlawful. The Preferred Stock and the common stock
issuable upon conversion have not been registered under the
Securities Act or any applicable state securities laws and may not
be offered or sold in the United States, absent registration or an
applicable exemption from such registration requirements.
About National General Holdings Corp.National
General Holdings Corp., headquartered in New York City, is a
specialty personal lines insurance holding company. National
General traces its roots to 1939, has a financial strength rating
of A- (excellent) from A.M. Best and provides personal and
commercial automobile, homeowners, umbrella, recreational vehicle,
motorcycle, supplemental health, and other niche insurance
products.
Investor ContactChristine WorleyDirector of
Investor RelationsPhone: 212-380-9462Email:
Christine.Worley@NGIC.com
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