State of Connecticut
 
Connecticut Insurance Department

PROPOSED ACQUISITION OF CONTROL - DOCKET # EX 19-100

In the Matter of:

PROPOSED ACQUISITION OF CONTROL OF
R.V.I. AMERICA INSURANCE COMPANY
BY
R.V.I. ACQUISITION HOLDIGNS, LLC,
R.V.I. HOLDINGS, LLC, R.V.I. MANAGER, LLC, and
MARK R. WALTER
DOCKET # EX 19-100


OVERVIEW

On October 17, 2019, R.V.I. ACQUISITION HOLDINGS, LLC, R.V.I. HOLDINGS, LLC, R.V.I. MANAGER, LLC and MARK R. WALTER (the “Applicants”), filed an application on Form A with the Connecticut Insurance Department (the “Department”) pursuant to Conn. Gen. Stat. §38a-130 and Regs., Conn. State Agencies §38a-138-6 (the “Application”) requesting approval by the Insurance Commissioner of the State of Connecticut for the proposed acquisition of control (the “Proposed Acquisition”) of the Connecticut domestic insurer R.V.I. AMERICA INSURANCE COMPANY (the "Domestic Insurer"). The Proposed Acquisition will be effected pursuant to the terms of a Stock Purchase Agreement dated as of September 12, 2019.

As required by Conn. Gen. Stat. §38a-132 and Regs., Conn. State Agencies §38a-138-6 a public hearing will be held on the Proposed Acquisition of the Domestic Insurers within thirty days after the Application is deemed complete in all respects. When the Application is complete, a notice of public hearing will be issued to consider the Proposed Acquisition.



The following is a list of all documents related to the Proposed Acquisition which are available for public viewing. Some documents which include trade secrets or personal data have been exempted from public inspection pursuant to the Connecticut Freedom of Information Act. (see Conn. Gen. Stat. §1-210).

  1. Form A Submission Letter - Dated October 16, 2019
  2. Form A Application
  3. Form A Index
  4. Form A Checklist
  5. Exhibit A: Stock Purchase Agreement - Dated As Of September 12, 2019
  6. Exhibit B-1: Organizational Chart Of Applicants Before Proposed Transaction
  7. Exhibit B-2: Organizational Chart Of Applicants After Proposed Transaction
  8. Exhibit B-3: Abbreviated Organizational Chart Of Domestic Insurer Before Proposed Transaction
  9. Exhibit B-4: Abbreviated Organizational Chart Of Domestic Insurer After Proposed Transaction
  10. Exhibit C: List Of Directors And Executive Officers Of Purchaser, Holdings And Manager
  11. Exhibit D: Three-Year Narrative Plan Of Operations Of Domestic Insurer
  12. Exhibit E: Three-Year Financial Projections Of Domestic Insurer
  13. Exhibit F-1: Unaudited Financial Statements Of Purchaser
  14. Exhibit F-2: Unaudited Financial Statements Of Holdings
  15. Exhibit F-3: Unaudited Financial Statements Of Manager
  16. Exhibit F-4: Attestation From An Authorized Officer Of Purchaser, Holdings And Manager Regarding Unaudited Financial Statements
  17. Exhibit G-1: Statutory Annual Statement Of Domestic Insurer For Year Ended December 31, 2018
  18. Exhibit G-2: Statutory Annual Statement Of Domestic Insurer For Year Ended December 31, 2017
  19. Exhibit G-3: Statutory Annual Statement Of Domestic Insurer For Year Ended December 31, 2016
  20. Exhibit H-1: Audited Consolidated Financial Statements Of R.V.I.G. For Years Ended December 31, 2018 And 2017
  21. Exhibit H-2: Audited Consolidated Financial Statements Of R.V.I.G. For Years Ended December 31, 2017 And 2016


Amended and Restated Form-A and Supplemental Filings

  1. Applicants' Response Letter With Exhibits To The Connecticut Insurance Department, Dated November 21, 2019 (Uploaded: 11/25/2019)
  2. Applicants’ Response Letter To Connecticut Insurance Department, Dated January 7, 2020 (Uploaded: 1/10/2020)
  3. Amended And Restated Form A Submission Letter - Dated February 18, 2020 (Uploaded: 2/21/2020)
  4. Amended And Restated Form A Exhibit List (Uploaded: 2/21/2020)
  5. Amended And Restated Form A Statement (Uploaded: 2/21/2020)
  6. Amended And Restated Form A Statement – BLACKLINE (Uploaded: 2/21/2020)
  7. Exhibit C – List Of Executive Officers Of Purchaser, Holdings And Manage (Uploaded: 2/21/2020)
  8. Exhibit I-1 – Purchaser Disclosure Schedules To The Stock Purchase Agreement (Uploaded: 2/21/2020)
  9. Exhibit I-2 – Redacted Seller Disclosure Schedules To The Stock Purchase Agreement (Uploaded: 2/21/2020)
  10. Exhibit J – Redacted NAIC Biographical Affidavits (Uploaded: 2/21/2020)
  11. Exhibit K – Redacted Domestic Insurer Biographical Affidavits (Uploaded: 2/21/2020)
  12. Exhibit L – Net Worth Affidavit Of Mark R. Walter (Uploaded: 2/21/2020)
  13. Exhibit M-1 – Investment Schedules And Related Management Discussion & Analysis To The Statutory Annual Statement Of The Domestic Insurer For The Year Ended December 31, 2018 (Uploaded: 2/21/2020)
  14. Exhibit M-2 – Investment Schedules And Related Management Discussion & Analysis To The Statutory Annual Statement Of The Domestic Insurer For The Year Ended December 31, 2017 (Uploaded: 2/21/2020)
  15. Exhibit M-3 – Investment Schedules And Related Management Discussion & Analysis To The Statutory Annual Statement Of The Domestic Insurer For The Year Ended December 31, 2016 (Uploaded: 2/21/2020)
  16. Exhibit N-1 – Quarterly Statutory Statement Of The Domestic Insurer For The Period Ended September 30, 2019 (Uploaded: 2/21/2020)
  17. Exhibit N-2 – Quarterly Statutory Statement Of The Domestic Insurer For The Period Ended June 30, 2019 (Uploaded: 2/21/2020)
  18. Exhibit N-3 – Quarterly Statutory Statement Of The Domestic Insurer For The Period Ended March 31, 2019 (Uploaded: 2/21/2020)
  19. Exhibit O – Bermuda Monetary Authority Filing Dated October 17, 2019 (Uploaded: 2/21/2020)
  20. Exhibit P-1 – AM Best Press Release, Dated September 27, 2019 (Uploaded: 2/21/2020)
  21. Exhibit P-2 – AM Best Press Release, Dated November 5, 2019 (Uploaded: 2/21/2020)




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