Proposed Acquisition of Control of United National Specialty Insurance Company by State National

Last Updated: September 28, 2016

​Information on the Proposed Acquisition of Control of United National Specialty Insurance Company (UNSIC) by State National Companies, Inc. (SNC), and State National Insurance Company, Inc. (SNIC) (Applicants)

On June 9, 2016, the Applicants filed a plan to acquire control of United National Specialty Insurance Company, pursuant to the terms and conditions set forth in the Share Purchase Agreement dated May 12, 2016, by and between Diamond State Insurance Company (Seller) and State National Insurance Company, Inc. (Purchaser).

United National Specialty Insurance Company is a Wisconsin-domiciled property and casualty insurance company that was incorporated in 1961. UNSIC is licensed in 49 states plus the District of Columbia.

Notations on Accessing Information

Financial information concerning individual insurance companies, including key annual statement pages, may be accessed on the Consumers Information Source section of the National Association of Insurance Commissioners' Web site at http://www.naic.org/cis/.

Form A and Exhibits, Filed with the Wisconsin OCI on June 9, 2016:

• Exhibit 1 - Form A Cover Letter (dated June 9, 2016)
• Exhibit A - Form A - Acquisition of Control of United National Specialty Insurance Company
• Exhibit A-1: Share Purchase Agreement
• Exhibit A-2: Organizational Chart of the State National Companies
• Exhibit A-3-1: SNC's Audited GAAP Financial Statements (2011)
• Exhibit A-3-2: SNC's Audited GAAP Financial Statements (2012)
• Exhibit A-3-3: SNC's Audited GAAP Financial Statements (2013)
• Exhibit A-3-4: SNC's Audited GAAP Financial Statements (2014)
• Exhibit A-3-5: SNC's Audited GAAP Financial Statements (2015)
• Exhibit A-4: SNC's Q1 SEC Form 10-Q
• Exhibit A-5-1: SNIC's Audited Statutory Financial Statements (2011)
• Exhibit A-5-2: SNIC's Audited Statutory Financial Statements (2012)
• Exhibit A-5-3: SNIC's Audited Statutory Financial Statements (2013)
• Exhibit A-5-4: SNIC's Audited Statutory Financial Statements (2014)
• Exhibit A-5-5: SNIC's Audited Statutory Financial Statements (2015)
• Exhibit A-6: SNIC's Q1 2016 Statutory Financial Statement

Amended Form A Exhibits, Filed with the Wisconsin OCI on July 22, 2016:

• Exhibit A-7: Form AA - Consent to Jurisdiction
• Exhibit A-8: Amended Stock Purchase Agreement

Wisconsin OCI Form A Follow-up Letters:

• Exhibit B-1: WI OCI Form A follow-up letter #1, dated July 7, 2016

Applicant Response Letters and Attachments:

• Exhibit B-1-1: Applicant's July 22, 2016, response to WI OCI's follow-up letter #1
• Exhibit B-1-2: Applicant's August 4, 2016, response to WI OCI's follow-up letter #1

Hearing Documents:

• Exhibit C-1: Notice of Hearing - Case No. 16-C41318
• Exhibit C-2: List of Hearing Exhibits - Case No. 16-C41318
• Exhibit C-3: Waiver of Right to Object - Case No. 16-C41318

Wisconsin OCI Recommendation Memo:

• Exhibit D: OCI Recommendation Memorandum - Case No. 16-C41318

Final Decision:

• Exhibit E: Final Decision - Case No. 16-C41318