HILLTOP HOLDINGS COMPLETES SALE OF NATIONAL LLOYDS TO ALIGN FINANCIAL

Hilltop Holdings Completes Sale of National Lloyds to Align Financial

Dallas-based Hilltop Holdings Inc. and Align Financial Holdings LLC (Align) announced the completion of the sale of Hilltop’s wholly owned Texas-based subsidiary, National Lloyds Corp. (National Lloyds), to Align on June 30.

The transaction, which was first announced in January 2020, closed following the receipt of required regulatory approvals and the satisfaction of other customary closing conditions.

Gross proceeds (before transaction expenses) at closing to Hilltop from the transaction were approximately $154.1 million, subject to post-closing adjustments.

Dallas-based National Lloyds is a specialty property insurer primarily serving owners of lower value homes and mobile homes. The company writes premiums through two subsidiaries, National Lloyds Insurance Co. and American Summit Insurance Co. (Carriers), and also has wholly owned agency and services businesses, including Nalico General Agency (Agencies).

As part of its purchase of National Lloyds, Align concurrently sold the Carriers to ReAlign Insurance Holdings LLC (ReAlign) in an all-cash transaction.

ReAlign is an insurance holding company formed by ReAlign Capital Strategies LLC and other private investors. As part of the transaction, the Agencies retained by Align, or their affiliates, have entered into various agreements with the Carriers to provide services, including acting as a program underwriting manager and claims administrator for the Carriers.

Piper Sandler & Co. acted as exclusive financial advisor to Hilltop Holdings and Wachtell, Lipton, Rosen & Katz served as legal counsel to Hilltop Holdings in connection with the transaction. Durham Jones & Pinegar, P.C. served as legal counsel to Align Financial Holdings in connection with the transaction.

Headquartered in San Diego, California, Align Financial Holdings,LLC is an insurance holding company that was founded in 2003 and owns and operates leading specialist program underwriting managers. The company’s subsidiaries include: Align General Insurance Agency LLC, a specialty casualty general insurance agency; Catalytic Risk Managers & Insurance Agency LLC, a leading independent program underwriting manager of property catastrophe insurance products in the U.S.; and Deposit Choice, a national provider of surety bonds and insurance products to the multifamily housing industry.

ReAlign Insurance Holdings LLC is a new insurance holding company formed by ReAlign Capital Strategies, LLC and private investors to acquire and own broadly licensed admitted and non-admitted insurance companies focused exclusively on the specialty program marketplace in the U.S.