Control Acquistion of Omega Corretora de Seguros LTDA.
Brasil Insurance Participações e Administração S.A. ("Company"), a public held company with common shares traded on the Novo Mercado of the Bovespa under the ticker BRIN3, pursuant to CVM rule 358/2002, hereby informs its shareholders and the Market in general that, in line with its strategy of growth through acquisitions of interest in insurance and reinsurance brokerages, signed an agreement on May 13th, 2013 acquiring the control Omega Corretora de Seguros LTDA., from now on designated as "Omega", the 47th acquisition made by Brasil Insurance.
Omega, based in São Paulo - SP, is a brokerage firm specialized in Benefits and has an outstanding performance with corporate clients, especially in health and dental insurance, with a current portfolio of approximately 7 thousand lives. In addition, Omega also has been showing expressive results in retail market with travel insurance, using an insurance trading platform on the internet. Omega position on a product of largest rise in the insurance market in Brazil, generated a portfolio of more than 2 thousand customers in only one year of operation. The brokerage currently manages approximately R$ 20 million in annual insurance premiums.
The total acquisition price is estimated at R$ 13 million, of which 40% will be paid in cash and 60% in Brasil Insurance stock. The initial payment installment will be R$ 2.9 million followed by four variable annual installment calculated using an earn-out structure based on the broker‘s future results. With this, Brasil Insurance will hold 99.80% of the shares representing the capital stock of Omega.
Brasil Insurance, since its IPO, invested a total of R$ 375 million, including earn-outs estimated to be paid, in the acquisition of 12 insurance brokers in 2011 (R$ 192 million), 8 in 2012 (R$ 170 million) and 1 in 2013 (R$ 13 million).
Pursuant to Article 256, item I of Brazilian Corporation Law (Law 6,404/1976), the Company will present this acquisition to shareholders through an Extraordinary Shareholders‘ Meeting to resolve on this matter. Shareholders dissenting from the acquisition of Omega will have the right to withdraw from the Company, based on financial information of 12/31/2012, calculated at a price of R$ 5.42. Withdrawal rights will be granted to dissenting shareholders based on a record date of 05/13/2013 (included). Dissenting shareholders must notify the Company of their decision to dissent and withdraw within thirty days from the date of the Extraordinary Shareholders‘ Meeting decision on the aforementioned acquisition.
São Paulo, May 13, 2013
Luis Eduardo Fischman
CFO and Investor Relations Officer
About Brasil Insurance: Brasil Insurance is a company that is comprised by more than 45 brokerage firms, each founded by brokers with significant experience and an average of 20 years of activity in the insurance or insurance brokerage markets. Our brokerage companies sell a broad range of insurance products, including life, health and dental insurance plans, auto, fleet, large risks, surety, liability, engineering risk, transport and other insurance policies and has 30 offices located in 10 states in Brazil, serving customers across the country.