OCI > Merger of Fall Creek Mutual Insurance Company With and Into Mutual of Wausau Insurance Corporation

Merger of Fall Creek Mutual Insurance Company With and Into Mutual of Wausau Insurance Corporation

Last Updated: December 22, 2023

Information on the Proposed Merger of Fall Creek Mutual Insurance Company With and Into Mutual of Wausau Insurance Corporation

On September 14, 2023, a statement was filed on behalf of Fall Creek Mutual Insurance Company (FCMIC), a town mutual insurer, and Mutual of Wausau Insurance Corporation (MWIC), a Wisconsin mutual insurance corporation. FCMIC, along with MWIC, intend that FCMIC will merge with and into MWIC. After the merger, in accordance with the agreement and plan of merger, FCMIC will cease to exist, and the surviving entity would be MWIC.

The Applicant filed the following documents with OCI:

Transmittal Letter
Confidential Supplement Transmittal Letter
A certified resolution of the FCMIC Board of Directors approving the Merger
A certified resolution of the MWIC Board of Directors approving the Merger
The executed agreement and plan of merger
The current articles of incorporation of MWIC, which will be the articles of incorporation of the surviving entity
The current bylaws of MWIC, which will be the bylaws of the surviving entity
The form of Certificate of Assumption which MWIC proposes to send to all FCMIC policyholders after the effective date of the merger
A listing of MWIC current directors and officers, which will be the directors and officers of the surviving entity
A proposed Notice of Special Policyholder Meeting to be sent to the FCMIC policyholders
A proposed summary of the Merger to be sent to the FCMIC policyholders with the Notice of Special Policyholder Meeting
Proposed policyholder resolution ballot
Additional communication to be sent to the FCMIC Policyholders
The proposed report of policyholder vote to be submitted to the OCI following the special meeting
2022 annual statement of FCMIC
2022 annual statement of MWIC
FCMIC unaudited financial statement as of April 30, 2023 [CONFIDENTIAL]
MWIC unaudited financial statement as of July 31, 2023 [CONFIDENTIAL]

Policyholder Vote Documents:

FCMIC Merger voting report

Decision Documents:

Recommendation memo
OCI Approval letter
Vote certification confirmation letter