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Investment Banking and
Strategic Business Development
Liberte Investors, Inc. Purchase of USAuto Holdings
Acquisition Summary
| Target
Information |
| Target: |
USAuto Holdings |
Type of Company: |
Provider of non-standard
auto insurance |
| City: |
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State: TN |
| Financial Data As Of: |
|
Assets: n/a |
Book Value: n/a |
| Target’s Business: |
Tennessee based
provider of non-standard auto insurance. |
| Acquirer
Information |
| Acquirer: |
Liberte
Investors, Inc. (First Acceptance) |
Type of Company: |
Private Equity Investment |
| City: |
Dallas |
State: TX |
| Financial Data As Of: |
June 30, 2003 |
Assets: $59
million |
Book Value: $58
million |
| Acquirer’s Business |
Liberte
Investors Inc. was created in order to effect the reorganization of
Liberte Investors, a Massachusetts business trust (the Trust), pursuant
to which the Trust contributed its assets to the Company and received
all of its outstanding common stock. The principal business activity of
the Trust was investing in notes receivable, primarily first mortgage
construction notes and first mortgage acquisition and development notes. |
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Transaction Information |
| Status: |
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| Announcement Date: |
Dec. 15, 2003 |
Accounting:
Purchase |
| Completion Date: |
Mar. 15, 2003
expected |
Consideration:
Cash and Stock |
| Deal Value: |
$76 million in
cash and $80 million in Liberte stock |
| Comments: |
As a result of
the contemplated merger, Liberte will acquire 100% of the stock of
USAuto for $76 million in cash and 13.25 million newly issued shares of
Liberte. Up to an additional 750,000 shares will be issued to USAuto's
stockholders if certain operating performance criteria are achieved in
2004. Upon closing of the transaction, which is expected in
approximately 90 days, Liberte will change its name to First Acceptance
Corporation and relocate its headquarters to Nashville, Tennessee. In
addition, Stephen J. Harrison, Chief Executive Officer of USAuto, will
replace Donald J. Edwards as Chief Executive Officer of Liberte, and
Thomas M. Harrison, Chief Operating Officer of USAuto, will become
Executive Vice President of Liberte. Gerald J. Ford will remain Chairman
of the Board and Donald J. Edwards will remain a Director and enter into
a four year advisory relationship with the Company. |
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