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Acquisitions
9 Months Ended
Sep. 30, 2016
Business Combinations [Abstract]  
Acquisitions
ACQUISITIONS

We account for business acquisitions in accordance with the acquisition method of accounting, which requires, among other things, that most assets acquired, liabilities assumed and earn-out consideration be recognized at their fair values as of the acquisition date. Measurement period adjustments to provisional purchase price allocations are recognized in the period in which they are determined as if they accounting had been completed on the acquisition date.

On April 29, 2016, we completed the acquisition of Interboro Insurance Company. The purchase price for IIC consisted of $48,450,000 in cash, $8,550,000 in a note payable and an accrued liability for $3,471,000 paid during July 2016. The acquisition of IIC supports the Company's growth strategy and further strengthens the Company's overall position in the property and casualty insurance market in the state of New York.

The purchase price consisted of the following amounts:
Cash
$
48,450

Notes Payable
8,550

Accrued Liability
3,471

Total purchase price
$
60,471



The operations of Interboro and its subsidiaries are included in our Consolidated Statements of Comprehensive Income effective April 29, 2016. We have one year from the acquisition date to finalize the allocation of the purchase price of Interboro and its subsidiaries. The fair value of the net liabilities assumed, the intangible assets and the related goodwill are preliminary and may be subject to change upon completing the final valuation assessment. The preliminary purchase price allocation is as follows:
Cash and cash equivalents
$
15,610

Investments
66,440

Premium and agents' receivable
3,185

Reinsurance receivable
1,042

Intangible assets
6,241

Insurance contract asset
8,366

Goodwill
10,106

Other assets
4,971

Unpaid losses and loss adjustment expenses
(24,967
)
Unearned premiums
(26,243
)
Deferred taxes
(352
)
Other liabilities
(3,928
)
Total purchase price
$
60,471



The unaudited pro forma financial information below has been prepared as if the IIC acquisition had taken place on January 1, 2016. The unaudited pro forma information is not necessarily indicative of the results that we would have achieved had the transaction taken place on January 1, 2016, and the unaudited pro forma information does not purport to be indicative of future financial operating results.

 
For the nine months ended
 September 30, 2016
 
 
 
Pro Forma
 
 
 
As Reported
 
Adjustments
 
Pro Forma
Revenues
$
355,684

 
$
18,963

 
$
374,647

 
 
 
 
 
 
Net income
$
16,215

 
$
8,187

 
$
24,402

 
 
 
 
 
 
Diluted earnings per share
$
0.75

 
$
0.38

 
$
1.13




On February 3, 2015, we completed the acquisition of Family Security Holdings, LLC and its two wholly-owned subsidiaries. The acquisition of FSIC supports the Company's growth strategy and further strengthens the Company's overall position in the property and casualty insurance market in the states of Louisiana and Hawaii. The total purchase price paid to acquire the companies was $13,507,000 that was paid in shares of our common stock in two installments. The first payment occurred at the closing of the transaction when we issued 503,857 shares of our common stock that had a fair value of $12,994,000 on the date of the closing of the transaction. One year after the closing of the transaction, we issued an additional 32,943 shares of our common stock as payment of $513,000 of contingent consideration that we owed to the former shareholders of Family Security Holdings, LLC pursuant to the terms of the purchase agreement.