NI Holdings Completes Asset Acquisition
Ticker: NODK · Form: 8-K · Filed: Jul 5, 2024 · CIK: 1681206
| Field | Detail |
|---|---|
| Company | Ni Holdings, INC. (NODK) |
| Form Type | 8-K |
| Filed Date | Jul 5, 2024 |
| Risk Level | medium |
| Pages | 3 |
| Reading Time | 4 min |
| Key Dollar Amounts | $0.01, $10.5 million, $10.5 m |
| Sentiment | neutral |
Sentiment: neutral
Topics: acquisition, assets, insurance
TL;DR
NI Holdings just bought some assets from American Family Mutual Insurance. Deal closed June 30th.
AI Summary
NI Holdings, Inc. announced the completion of its acquisition of certain assets from American Family Mutual Insurance Company on June 30, 2024. The filing details the transaction and includes financial statements and exhibits related to this acquisition. The company is based in Fargo, North Dakota.
Why It Matters
This filing marks a significant step for NI Holdings, Inc. as it integrates newly acquired assets, potentially impacting its market position and future financial performance in the insurance sector.
Risk Assessment
Risk Level: medium — Acquisitions inherently carry integration risks, potential for unforeseen liabilities, and impact on financial performance.
Key Players & Entities
- NI Holdings, Inc. (company) — Registrant
- American Family Mutual Insurance Company (company) — Seller of acquired assets
- June 30, 2024 (date) — Date of completion of acquisition
- Fargo, North Dakota (location) — Principal executive offices
FAQ
What specific assets were acquired by NI Holdings, Inc. from American Family Mutual Insurance Company?
The filing indicates the completion of an acquisition of 'certain assets' but does not specify the exact nature or list of these assets in the provided text.
What was the effective date of the asset acquisition?
The acquisition was completed on June 30, 2024, which is also the date of the earliest event reported.
Where are NI Holdings, Inc.'s principal executive offices located?
NI Holdings, Inc.'s principal executive offices are located at 1101 First Avenue North, Fargo, North Dakota, 58102.
What is the SIC code for NI Holdings, Inc.?
The Standard Industrial Classification (SIC) code for NI Holdings, Inc. is 6331, which corresponds to FIRE, MARINE & CASUALTY INSURANCE.
What is the Commission File Number for NI Holdings, Inc.?
The Commission File Number for NI Holdings, Inc. is 001-37973.
Filing Stats: 881 words · 4 min read · ~3 pages · Grade level 11.4 · Accepted 2024-07-05 16:05:32
Key Financial Figures
- $0.01 — nge on which registered Common Stock, $0.01 par value per share NODK Nasdaq Capit
- $10.5 million — y company, for a cash purchase price of $10.5 million (collectively, the "Transaction"). Scot
- $10.5 m — e Holdings for a cash purchase price of $10.5 million, subject to certain post-closing
Filing Documents
- tm2418546d1_8k.htm (8-K) — 29KB
- tm2418546d1_ex99-1.htm (EX-99.1) — 165KB
- tm2418546d1_ex99-2.htm (EX-99.2) — 5KB
- image_001.jpg (GRAPHIC) — 4KB
- 0001104659-24-078089.txt ( ) — 389KB
- nodk-20240630.xsd (EX-101.SCH) — 3KB
- nodk-20240630_lab.xml (EX-101.LAB) — 33KB
- nodk-20240630_pre.xml (EX-101.PRE) — 22KB
- tm2418546d1_8k_htm.xml (XML) — 3KB
01. Completion of Acquisition or Disposition of Assets
Item 2.01. Completion of Acquisition or Disposition of Assets. As previously disclosed in the Current Report on Form 8-K filed by NI Holdings, Inc. (the "Company") with the Securities and Exchange Commission ("SEC") on May 8, 2024, the Company entered into a Stock Purchase Agreement (the "Purchase Agreement"), dated May 7, 2024, between the Company and Scott Insurance Holdings, LLC, ("Scott Insurance Holdings") to sell its subsidiary, Westminster American Insurance Company ("Westminster"), to Scott Insurance Holdings ("Buyer"), a privately owned Maryland limited liability company, for a cash purchase price of $10.5 million (collectively, the "Transaction"). Scott Insurance Holdings is affiliated with John Scott, Sr., the father of the president of Westminster, John Scott, Jr. On June 30, 2024 ("Closing Date"), the Company completed the previously announced sale of Westminster to Scott Insurance Holdings for a cash purchase price of $10.5 million, based on the ending statutory surplus balance for Westminster. As a result of the completion of the Transaction, the Company met the criteria set forth in Accounting Standards Codification 205-20, Presentation of Financial Statements - Discontinued Operations and is including in this Current Report on Form 8-K the Unaudited Pro Forma Consolidated Balance Sheet as of March 31, 2024 giving effect to the Transaction. In addition, the Company is including Unaudited Pro Forma Consolidated Statements of Operations for the three months ended March 31, 2024 as well as the years ended December 31, 2023, 2022, and 2021 as outlined in Item 9.01. The foregoing description of the Purchase Agreement does not purport to be complete and is subject to, and qualified in its entirety by, the full text of the Purchase Agreement, a copy of which was filed with the SEC as Exhibit 2.1 to the Company's Curren
01. Financial Statements and Exhibits
Item 9.01. Financial Statements and Exhibits. (b) Pro Forma Financial Statements The following financial information of NI Holdings, Inc. is included as Exhibit 99.1 to this Current Report on Form 8-K and is filed herewith and incorporated herein by reference: Unaudited Pro Forma Consolidated Balance Sheet as of March 31, 2024 Unaudited Pro Forma Consolidated Statements of Operations for the three months ended March 31, 2024 as well as the years ended December 31, 2023, 2022, and 2021 Notes to the Unaudited Pro Forma Consolidated Financial Statements (d) Exhibits Exhibit Number Description 2.1* Stock Purchase Agreement, dated May 7, 2024 (1) 99.1 Unaudited Pro Forma Consolidated Financial Information of NI Holdings, Inc. 99.2 Press Release dated July 5, 2024 104 Cover Page Interactive Data File – the cover page XBRL tags are embedded within the Inline XBRL document. (1) Filed as Exhibit 2.1 to the Company's Form 8-K (File No. 001-37973) filed with the SEC on May 8, 2024, and incorporated herein by reference. * Certain schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K. A copy of the omitted exhibit or schedule will be furnished supplementally to the SEC or its staff upon request. SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. NI Holdings, Inc. Date: July 5, 2024 By: /s/ Michael J. Alexander Michael J. Alexander President and Chief Executive Officer