Heritage Insurance Holdings, Inc. · NYSE:HRTG

Heritage Insurance — Merger or Acquisition (August 2017)

18 slides from Heritage Insurance's merger presentation, August 2017

  1. Slide 1: Creating a Super Regional Personal Lines Carrier – Acquisition of Narragansett Bay Insurance

    Creating a Super Regional Personal Lines Carrier – Acquisition of Narragansett Bay Insurance August 2017

  2. Slide 2: Disclaimer

    Disclaimer Safe Harbor Statement Statements in this presentation that are not historical facts are forward-looking statements that are subject to certain risks and uncertainties that could cause actual events and results to differ materially from those discussed herein. Without limiting the generali

  3. Slide 3: Transaction Summary

    Transaction Summary Transaction Structure  Acquisition of NBIC Holdings, Inc. (“NBIC”) by Heritage  NBIC shareholders will receive total consideration of approximately $250 million in cash and Heritage common stock, subject to certain book-value related closing adjustments Transaction Value – ~2.1

  4. Slide 4: Expanding Leadership in Coastal Markets

    Expanding Leadership in Coastal Markets Strategic Rationale Diversified Super Regional Carrier • Acquire a market leader in coastal homeowners Approximately insurance in the Northeast with approximately $300 55% of revenue million of GWP in NY, NJ, CT, RI, and MA from FL and ME 45% from other • Heri

  5. Slide 5: Overview of NBIC

    Overview of NBIC  NBIC is a leading specialty underwriter of personal residential and Personal Residential Market Share in commercial insurance products and services in states along the Northeastern States(2) Eastern seaboard Direct Market ‒ Established in 2006 with headquarters in Pawtucket, Rhode

  6. Slide 6: NBIC’s Capital Efficient Business Model

    NBIC’s Capital Efficient Business Model Innovative reinsurance program minimizes risk retention and capital requirements which has allowed NBIC to generate superior returns Written Premiums Return on Average Equity $307 24% (1) $278 23% $240 18% 200 255 170 11% 70 78 51 2014 2015 2016 2014 2015 2016

  7. Slide 7: Diversified Super Regional Business Mix

    Diversified Super Regional Business Mix Heritage will become the most diversified of the FL Super Regional Carriers with significant diversification benefits. Expect to reduce reliance on FL to 55% of revenue following closing Heritage NBIC Pro Forma Other(1) Other Commercial Commercial 6% 2% Reside

  8. Slide 8: Attractive Shareholder Returns

    Attractive Shareholder Returns Value Creation Reinsurance Synergies • Expected to increase GWP by ~50% and NWP by • Heritage reinsurance program is well suited to ~14% with ability to further increase net retention absorb risk from NBIC with minimal incremental through combined reinsurance program c

  9. Slide 9: Pro Forma Capital Structure

    Pro Forma Capital Structure Conservative and Well Capitalized Balance Sheet  Conservative capital structure to promote sustainability and growth  Well capitalized with $363mm in surplus ($195mm HPIC, $72mm Zephyr, $96mm NBIC)(1)  Low risk investment portfolio: minimum weighted average credit qual

  10. Slide 10: Investment Story

    Investment Story Heritage’s Investment Story NBIC Opportunity Executing Multiple Business Diversification On 8/8/17, announced definitive & Expansion Initiatives agreement to acquire for $250 million leading Northeast homeowners insurance company Seasoned Management Team Attuned to Demands of an Evo

  11. Slide 11: Overview of Heritage

    Overview of Heritage

  12. Slide 12: Company Overview

    Company Overview Business Overview Business Mix(1) • Founded in 2012, provides primarily personal and commercial By Line of Business By Geography residential insurance in coastal markets Other NC Commercial MA RI 2% 2% 1% Other • Seasoned management team averages over 30 years of Residential HI 6% <

  13. Slide 13: Review of Q2 2017 Performance

    Review of Q2 2017 Performance Heritage continued to grow its book value per share in the second quarter of 2017, increasing it by 4.5% from $12.41 at YE 2016 to $12.97 at June 30, 2017, while achieving a new record in new voluntary production Overview Financial Highlights Execution of Diversificatio

  14. Slide 14: Strategic Approach to New Market Opportunities

    Strategic Approach to New Market Opportunities 2012 2013 2014 2015 2016 2017 • Initial $23 • Formed the CAN • IPO: NYSE “HRTG” • Acquired BRC • Approved to write • Began writing million equity Managed Repair Restoration P&C in Alabama, P&C policies in raise Vendor Program • Acquired the assets Speci

  15. Slide 15: Strong Diverse Distribution Relationships

    Strong Diverse Distribution Relationships Independent Agent Networks – Expansion in New States • Florida: ~1,500 independent agents actively writing policies  Partnership with FAIA Member Services (“FMS”) expands agent relationships • Hawaii: ~80 appointed agents writing polices • North Carolina: ~

  16. Slide 16: Deep Claims Department

    Deep Claims Department 24/7 first notice of loss (FNOL) • FNOL dispatches mitigation teams to policyholder home • In-house claims adjusters and examiners • In-house legal reduces losses Vertically integrated water division • Typical response time is less than 2 hours from FNOL • Prevents AOB contrac

  17. Slide 17: Robust Reinsurance Program

    Robust Reinsurance Program 2017-18 Reinsurance Program Millions $1,752 Conservatism & Strength of All Regions Program $1,629 Florida 116.3 Yr 2015 Citrus A All Regions Ex Hawaii $1,493 $150M xs $40M 100.0 Yr 1st Event HI/ Subsequent • Over $2.6 billion in coverage $1,356 2017 Citrus Event All Region

  18. Slide 18: Modeled Results Represent Program Strength

    Modeled Results Represent Program Strength Worst Individual Storm – Hurricane Description Andrew  After “Andrew storm”, $1.8 billion of reinsurance Probability 1:48 years limit remaining for the same hurricane season % of Coverage Exhausted 30.9% Worst Calendar Year – Description 2004 Hurricane Sea

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