Acquisition of Homeowners of America by Porch Group

Rhea-AI Summary

Porch Group (NASDAQ: PRCH) has signed definitive agreements to acquire Homeowners of America Holding Corporation (HOA) for $100 million, pending regulatory approval. The deal includes $75 million in cash and up to $25 million in cash or stock. HOA, operating in six states, is a profitable B2B2C insurance provider with plans for nationwide expansion. The acquisition aims to enhance Porch's insurance capabilities and leverage its existing software platform to build a leading InsurTech business. The transaction is expected to close in Q2 2021.

Positive

• Acquisition is valued at $100 million, enhancing Porch's market presence.
• HOA operates in six states and has a strong B2B2C revenue model with recurring revenues.
• The deal allows Porch to accelerate its penetration into the insurance market.

Negative

• Contingent consideration of 500,000 shares could dilute existing shareholders if share price conditions are met.

NEW YORK, Jan. 14, 2021 /PRNewswire/ -- Homeowners of America Holding Corporation (HOA) and Porch Group, Inc. (NASDAQ: PRCH) (Porch) have executed definitive agreements for Porch to acquire HOA and all related subsidiaries. The transaction, which is pending only regulatory approval, is expected to close early in the second quarter of 2021.

Homeowners of America is a Managing General Agent (MGA) and insurance carrier hybrid with high margins and a capital efficient reinsurance strategy which limits retained risk. HOA primarily operates in six states, including Texas, Arizona, North Carolina, South Carolina, Virginia, and Georgia. HOA was founded in 2006 in Texas, a $10 billion homeowners insurance market, and was the 12^th largest home insurer in Texas in 2019. HOA is licensed to operate in 31 states and HOA has a successful track record of expanding into new states. HOA is ultimately positioned to be a nationwide carrier. 

HOA has a business-to-business-to-consumer (B2B2C) revenue model with all revenues recurring in nature. HOA generates new policy sales through an independent network of more than 800 independent agency partners, including Porch's Elite Insurance Group insurance agency.

"HOA is a great business with a deep and experienced leadership team who have spent more than a decade building a growing, profitable, and innovative MGA and insurance company hybrid," said Matt Ehrlichman, Porch founder, chairman and CEO. "We have spent significant time assessing a large number of companies in the insurance industry to identify the right fit for Porch and we can confidently say that HOA is exceptionally unique. HOA allows us to significantly accelerate our ability to penetrate the massive insurance industry and provides us the actuarial, underwriting, reinsurance, and claims management products and expertise we need. Its strengths and capabilities perfectly fit Porch as we continue to expand B2B2C insurance revenues on top of our vertical software platform. Leveraging our property data platform, self-serve consumer technologies, and no-cost homebuyer demand stream, and now combining our own line of homeowner's insurance alongside our existing agency, we believe we are positioned to build the largest, fastest growing, and most profitable InsurTech business. We are excited about being able to help homeowners as not only their insurance provider of choice, but as their partner for their home, and help them to make moving and home maintenance easier than it has ever been."

"Porch is equally enthusiastic about partnering with HOA's independent agents, which is a great fit with our B2B2C model, and using our other services to find more ways to deliver value to consumers by partnering with independent agencies," added Ehrlichman.

Andrew Lerner, managing partner of IA Capital Group and largest shareholder of HOA, said: "We are grateful for the efforts of HOA's Founder, President and CEO Spence Tucker and his management team for building HOA into a profitable, fast growing, and highly efficient Managing General Agent and full stack insurer. As the longest tenured and most experienced venture capital firm predominantly focused on Insurtech, IA Capital could not be more pleased to be selling HOA to Porch, a vertical software company and technology leader for the home." 

Transaction Details

The HOA acquisition comprises $75 million in cash at closing and $25 million in either cash or Porch Group common stock (at Porch's discretion) based on the share price at the time the HOA acquisition closes. Contingent consideration consists of 500,000 shares of Porch Group common stock, if the Company's share price trades at or above $22.50 for 20 days within a consecutive 30-day trading period during the next 24 months.

R.L. Viton & Co., LLC was the financial adviser to HOA, and Willkie Farr & Gallagher LLP was HOA's legal adviser.

Contact:
Ravi Shah
IA Capital Group
212-581-2000
ravi@iacapgroup.com

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SOURCE IA Capital Group

FAQ

What is the acquisition value of Homeowners of America by Porch Group?

The acquisition is valued at $100 million, consisting of $75 million in cash and up to $25 million in cash or stock.

When is Porch Group expected to close the acquisition of HOA?

The acquisition is expected to close early in the second quarter of 2021, pending regulatory approval.

How will the acquisition impact Porch Group's business model?

The acquisition will enhance Porch's insurance capabilities and leverage its existing software platform to support growth in the InsurTech sector.

What are Homeowners of America's main operations and business model?

HOA operates primarily as a B2B2C insurance provider in six states, with a network of over 800 independent agency partners.

What conditions are associated with the acquisition's share considerations?

The acquisition includes contingent consideration of 500,000 shares of Porch stock if the share price trades at or above $22.50 for 20 days in a 30-day period within the next 24 months.