Spencer Capital Holdings to Acquire USA Risk Group

USA Risk will add to Spencer Capital’s insurance offering, diversifying its product base

NEW YORK--()--Spencer Capital Holdings, Ltd. (“Spencer Capital”), a value-oriented global investment firm, has agreed to acquire USA Risk Group (“USA Risk”), the largest independent captive insurance manager in the world. The transaction is subject to customary closing requirements and regulatory approval, and is expected to close during the first quarter of 2015. USA Risk currently serves over 300 clients, holding $9 billion assets under management. Financial terms of the transaction were not disclosed.

“USA Risk’s unparalleled reputation and leadership position in the captive industry is a welcomed addition to Spencer Capital Holdings as we seek to assemble a robust platform of leading and value-driven companies in the insurance and financial services industries”

USA Risk is an independent captive insurance manager founded in 1981 by H. Lincoln Miller, Jr., a leader in helping to enact legislation enabling Vermont to become the pre-eminent captive domicile within the United States. USA Risk has since established member companies in 10 additional, strategic locations, servicing 20 captive domiciles, inside and outside the U.S. market. USA Risk currently has 70 employees on and offshore.

The acquisition of USA Risk is immediately accretive to Spencer Capital and is complementary to its existing portfolio of companies. The financial and operational support of Spencer Capital will provide USA Risk with the opportunity to grow and expand its client capabilities while maintaining its longstanding autonomy. Spencer Re, a reinsurance subsidiary of Spencer Capital Holdings, and USA Risk are expected to be mutual beneficiaries from cross-selling opportunities.

“USA Risk’s unparalleled reputation and leadership position in the captive industry is a welcomed addition to Spencer Capital Holdings as we seek to assemble a robust platform of leading and value-driven companies in the insurance and financial services industries,” said Ken Shubin Stein, Chairman of Spencer Capital.

Commenting on the transaction, H. Lincoln Miller, Jr., Group Chairman of USA Risk, said, “We have been approached by many suitors over the years, but until we met the team at Spencer Capital, we did not view a transaction as being in the best interests of our customers and employees. Ken Shubin Stein and his team embody the same ethos we instil in our employees and we share the same long-term interests for growing USA Risk. This also allows us to maintain our long-held philosophy of independence from conflicts of broker-owned managers.”

After the transaction closing, USA Risk will keep its name and continue to operate as it has effectively done for over 30 years. Miller, currently Group Chairman of USA Risk, will join the board of directors of Spencer Capital and Gary Osborne, currently President of USA Risk, will join the board of directors of Spencer Re.

Spencer Capital Holdings, Ltd.

Spencer Capital Holdings, a global holding company, owns Spencer Re, a reinsurance firm focused on the American auto dealership industry, and is affiliated with Spencer Capital Management, a value-oriented investment management firm. Spencer Capital Management provides support to philanthropic endeavours including, Crutches 4 Kids, a non-profit organization devoted to helping children with physical disabilities walk. Spencer Capital Holdings was founded in 2011 by Chairman Dr. Ken Shubin Stein.

USA Risk Group

USA Risk Group is the nation’s leading independent provider of alternative risk management services with captive management operations in Arizona, Barbados, Bermuda, the British Virgin Islands, Grand Cayman, Malta, South Carolina, Tennessee and Vermont, managing companies in 20 domiciles. Founded in 1981 by H. Lincoln Miller, Jr., the firm focuses on providing innovative, flexible alternative risk solutions that enable clients to maintain affordable and flexible insurance coverage, improve cash flow, and control expenses. The firm is headquartered in Vermont. For more information on USA Risk, please visit www.usarisk.com.

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