Dentons acted as legal counsel to Independence Holding Company (NYSE: IHC), a holding company principally engaged in the life and health insurance business, in its agreement to sell a controlling interest in its pet division and in the stock of Independence American Insurance Company to a subsidiary of Iguana Capital, Inc., an investment company that was specifically formed to facilitate this transaction. On the heels of another successful IHC transaction advised by a Dentons team, this transaction is structured as two agreements that are expected to close on different dates.
IHC and its wholly owned subsidiary IHC SB Holdings LLC have entered into a Stock Purchase Agreement with Iguana to sell its 85% interest in Pet Partners, Inc. In addition, IHC and its wholly owned subsidiary, AMIC Holdings, Inc., have entered into a Stock Purchase Agreement with Iguana to sell all of the stock of Independence American Holdings Company. In aggregate for both deals, IHC will receive 70% of the consideration in cash, or approximately US$265 million, and will receive 30% of the stock of Iguana.
The closing of the PPI Purchase Agreement is subject to customary closing conditions. The closing of the IAHC Purchase Agreement is subject to customary closing conditions including applicable regulatory approvals, one of which is the approval of the Delaware Insurance Department.
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