Randall & Quilter has agreed to acquire the entire issued share capital of Trimac Acceptance and its wholly owned subsidiary, Trimac Exit Insurance Ltd a Barbados domiciled captive insurer, from Trimac Investments Limited Partnership.
Trimac Exit has been in run-off since 1996 and wrote general liability risks for the Trimac group's US operations. The net reserves relating to workers' compensation claims were c. $118k as at 31 December 2011, the date of the latest available management accounts. The adjusted Net Asset Value based on the same management accounts is $2.9m. The consideration, payable by Randall & Quilter in cash from existing resources is $2.7m, subject only to a final $ for $ net asset adjustment based on the final completion accounts.
Randall & Quilter is currently awaiting Barbadian regulatory change of control approval, expected within the next few weeks.
Following completion R&Q will novate the outstanding liabilities to a newly formed owned cell within R&Q Quest (SAC) Limited, their Group cell company in Bermuda and will receive a fee for this novation from the Trimac group. The Trimac group will also transfer sufficient cash into the cell to cover held reserves and collateral requirements and will provide the cell with a full indemnity for any future claims deterioration. Following the novation R&Q will seek to wind-up the Trimac Acceptance and Trimac Exit companies as soon as practicably possible.
Commenting on today's announcement, Ken Randall, Chairman and Chief Executive Officer of Randall & Quilter, said: "The acquisition of Trimac Acceptance and Trimac Exit demonstrates further our ability to provide attractive exit solutions for captive owners who have put their captives in run-off or are contemplating ceasing writing new business. Following this acquisition, as outlined above, we will optimise operational and capital efficiency through a novation to a Group owned cell within our Bermudian captive management operations. "
