Porch Group Completes Acquisition, Files 8-K

Ticker: PRCH · Form: 8-K · Filed: 2025-01-07T00:00:00.000Z

Sentiment: neutral

Topics: acquisition, material-definitive-agreement, financial-statements

TL;DR

Porch Group just closed a deal, filing an 8-K with SEC. Big moves ahead.

AI Summary

Porch Group, Inc. announced on January 1, 2025, the completion of an acquisition. The company entered into a material definitive agreement and also made a Regulation FD disclosure. The filing includes financial statements and exhibits related to these events.

Why It Matters

This filing indicates a significant corporate action for Porch Group, Inc., potentially impacting its business operations, financial structure, and future growth prospects.

Risk Assessment

Risk Level: medium — Acquisitions inherently carry integration risks and financial uncertainties that can impact a company's performance.

Key Numbers

Key Players & Entities

FAQ

What specific acquisition did Porch Group, Inc. complete on January 1, 2025?

The filing indicates the completion of an acquisition, but the specific details of the acquired entity or assets are not detailed in the provided text.

What is the nature of the material definitive agreement mentioned?

The filing states that a material definitive agreement was entered into, but the specific terms or parties involved in this agreement are not elaborated in the provided text.

What is the primary business of Porch Group, Inc. according to the filing?

Porch Group, Inc. is classified under SERVICES-PREPACKAGED SOFTWARE [7372].

When was Porch Group, Inc. formerly known as PropTech Acquisition Corp?

The date of the name change from PropTech Acquisition Corp to Porch Group, Inc. was August 5, 2019.

What are the key items reported in this 8-K filing?

The key items reported are Entry into a Material Definitive Agreement, Completion of Acquisition or Disposition of Assets, Regulation FD Disclosure, and Financial Statements and Exhibits.

Filing Stats: 1,275 words · 5 min read · ~4 pages · Grade level 11.4 · Accepted 2025-01-07 08:36:58

Key Financial Figures

Filing Documents

01. Entry into a Material Definitive Agreement

Item 1.01. Entry into a Material Definitive Agreement. On January 2, 2025, Porch Group, Inc. (the "Company") completed the formation of Porch Insurance Reciprocal Exchange, a new homeowners insurance reciprocal exchange (the "Reciprocal"). The formation follows prior approval by the Texas Department of Insurance (the "TDI") to form and license a reciprocal exchange. The Reciprocal will offer homeowners tailored insurance products and connect them to services for every stage of homeownership. In connection with the formation, the Company completed the planned sale of its homeowners insurance carrier, Homeowners of America Insurance Company ("HOAIC"), to the Reciprocal (the "Sale"). Following such Sale, HOAIC became a wholly owned subsidiary of the Reciprocal. The Company will fully manage and operate the Reciprocal and HOAIC pursuant to an Attorney-In-Fact Agreement (the "AIF Agreement") between the Reciprocal and the Company's new wholly owned subsidiary, Porch Risk Management Services LLC ("PRMS"). The AIF Agreement, dated January 1, 2025, sets forth the terms and conditions of the management arrangement between PRMS and the Reciprocal. The services that will be provided by PRMS to the Reciprocal include, but are not limited to, underwriting, policy renewal, risk management, insurance portfolio management, financial management, and setting investment guidelines. PRMS will maintain the Reciprocal's books and records and be responsible for its accounting and financial reporting. Another wholly owned subsidiary of the Company, Homeowners of America MGA, Inc., will serve as a general agent and provide services to PRMS and the Reciprocal. As compensation for the services provided, the Company will receive ongoing commissions and policy fees equal to a blended take rate of approximately 20% of the Reciprocal's gross written premium. The Reciprocal will be responsible for payment of all claims and claims adjustment expenses, reinsurance costs, agency commissions,

01. Completion of Acquisition of Disposition of Assets

Item 2.01. Completion of Acquisition of Disposition of Assets. Effective January 1, 2025, the Company completed the sale of HOAIC as disclosed in Item 1.01 above. The information set forth in Item 1.01 above is incorporated by reference into this Item 2.01 in its entirety.

01. Regulation FD Disclosure

Item 7.01. Regulation FD Disclosure. On January 7, 2025, the Company issued a press release announcing the sale of HOAIC and formation of PIRE. A copy of the press release is furnished as Exhibit 99.1 to this Current Report on Form 8-K. The information in Item 7.01 of this Current Report on Form 8-K, including Exhibit 99.1, shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act, except as expressly set forth by specific reference in such a filing.

01. Financial Statements and Exhibits

Item 9.01. Financial Statements and Exhibits. (d) Exhibits. Exhibit No. Description 2.1* Stock Purchase Agreement, dated January 1, 2025, by and between Homeowners of America Holding Corporation and Porch Insurance Reciprocal Exchange 10.1 Attorney-in-Fact Agreement, dated January 1, 2025, by and between Porch Insurance Reciprocal Exchange and Porch Risk Management Services LLC 99.1 Press release, dated January 7, 2025 104 Cover Page Interactive Data File (embedded within the Inline XBRL document) * Schedules and exhibits have been omitted pursuant to Item 601(a)(5) of Regulation S-K and Instruction 4 to Item 1.01 of Form 8-K. The Company will furnish supplementally a copy of any omitted schedule or exhibit to the SEC upon request. The Company may request confidential treatment pursuant to Rule 24b-2 of the Exchange Act for any schedules or exhibits so furnished.

SIGNATURES

SIGNATURES 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. PORCH GROUP, INC. By: /s/ Shawn Tabak Name: Shawn Tabak Title: Chief Financial Officer Date: January 7, 2025

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