HC2 Holdings Completes Sale of Continental Insurance Business for $90 Million
01 Juli 2021 - 10:02PM
HC2 Holdings, Inc. (“HC2” or “the Company”) (NYSE: HCHC) announced
today that it has completed the previously announced sale of its
insurance segment, comprised of Continental Insurance Group Ltd.
and its wholly-owned subsidiaries, Continental General Insurance
Company and Continental LTC Inc. (collectively, “Continental”), to
Continental General Holdings LLC, an entity controlled by Michael
Gorzynski. The total transaction value of approximately $90 million
consists of a combination of $65 million in cash plus securities,
including certain assets of Continental.
Mr. Gorzynski, a director of the Company and beneficial owner of
approximately 6.6% of the Company’s outstanding common stock, is
the managing member of MG Capital Management, Ltd. and has also
served as executive chairman of Continental since October 2020.
“This divestiture marks another key milestone in the
transformation of HC2. Going forward our focus will be on our three
core operating segments – Infrastructure, Life Sciences and
Spectrum – all of which have best-in-class assets that are
well positioned to thrive,” said Avie Glazer, Chairman of HC2.
“The consummation of this deal increases the Company’s financial
flexibility, better supports our remaining assets and positions us
to drive growth,” said Wayne Barr, Jr., HC2’s President and CEO.
“Over the last several months, we have refinanced our balance sheet
and made a strategic acquisition of Banker Steel in our
Infrastructure segment. We believe we are well positioned for
growth and value creation in the years ahead.”
“I believe completing this transaction helps HC2 meet its key
strategic objectives while positioning Continental to strategically
expand its footprint and pursue new opportunities,” added Mr.
Gorzynski. “We look forward to continuing to build a best-in-class
organization that prioritizes policyholders.”
The transaction was approved by the Board of Directors of HC2,
excluding Mr. Gorzynski and Kenneth Courtis, who recused themselves
from the deliberations.
For further information regarding the terms and conditions of
the agreement, please refer to the transaction agreement filed on
Form 8-K with the Securities and Exchange Commission.
Duff & Phelps served as financial advisor to HC2 in
connection with the transaction and issued a fairness opinion to
the Board of Directors of HC2 in connection with this transaction.
Skadden, Arps, Slate, Meagher & Flom LLP served as legal
advisor to HC2. Olshan Frome Wolosky LLP, Duane Morris LLP, and
Roberts & Holland LLP served as legal advisors to Michael
Gorzynski.
About HC2
HC2 Holdings, Inc. (NYSE: HCHC) has a class-leading portfolio of
subsidiaries in Infrastructure, Life Sciences and Spectrum. HC2 is
headquartered in New York, NY, and through its subsidiaries employs
over 4,300 people.
About MG Capital Management
Based in New York City, MG Capital is a private investment firm
that specializes in complex, value-oriented investments.
Cautionary Statement Regarding Forward-Looking
Statements
Safe Harbor Statement under the Private Securities Litigation
Reform Act of 1995: This press release contains, and certain oral
statements made by our representatives from time to time may
contain, forward-looking statements regarding the sale of
Continental by the Company and our expectations regarding building
shareholder value, as well as those that may be identified by words
such as “will,” “intend,” “expect,” “anticipate,” “should,” “could”
and similar expressions, all of which involve risks, assumptions
and uncertainties, many of which are outside of the Company’s
control, and are subject to change. All forward-looking statements
speak only as of the date made, and unless legally required, HC2
undertakes no obligation to update or revise publicly any
forward-looking statements, whether as a result of new information,
future events or otherwise. HC2’s actual results could differ
materially from those expressed or implied in the forward-looking
statements due to a variety of important factors, both positive and
negative, that may be revised or supplemented in subsequent
statements and reports filed with the Securities and Exchange
Commission (“SEC”), including in our reports on Forms 10-K, 10-Q,
and 8-K. These risks and other important factors discussed under
the caption “Risk Factors” in our most recent Annual Report on Form
10-K filed with the SEC, and our other reports filed with the SEC
could cause actual results to differ materially from those
indicated by the forward-looking statements made in this press
release.
FOR HC2:
Media Contact:ReevemarkPaul Caminiti/Pam
Greene/Luc HerbowyHC2@reevemark.com(212) 433-4600
Investor Contact:Solebury TroutAnthony
Rozmusir@hc2.com(212) 235-2691
FOR CONTINENTAL:
MKAGreg Marose, 646-386-0091gmarose@mkacomms.com
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