UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
Pursuant to section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) October 31, 1996
MARKEL CORPORATION
(Exact name of registrant as specified in its charter)
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Virginia 0-15458 54-0292420
(State or other jurisdiction of (Commission (I.R.S. employer
incorporation or organization) file number) identification number)
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4551 Cox Road, Glen Allen, Virginia 23060-3382
(Address of principal executive offices)
(Zip code)
(804) 747-0136
(Registrant's telephone number, including area code)
NONE
(Former name, former address and former fiscal year,
if changed since last report)
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Item 2. Acquisition or Disposition of Assets
On October 31, 1996 Markel Corporation (the Registrant) acquired Investors
Insurance Holding Corp. and its subsidiaries (Investors) as a result of the
merger of Registrant's wholly owned subsidiary, IIG Acquisition Corp., with and
into Investors. Total consideration paid to the shareholders of Investors was
$38,050,000, of which, $3 million will be held in escrow and distributed over
the next three years assuming there are no claims made by Registrant against the
escrow fund for breaches of representations, warranties or covenants. Markel
funded the transaction with available cash on hand and borrowings of
approximately $15 million under existing lines of credit with Crestar Bank,
Chase Manhattan Bank (National Association) and First Union National Bank of
North Carolina.
Investors, based in Red Bank, New Jersey, owns three property and casualty
insurance company subsidiaries which are domiciled in New Jersey, California and
Arizona. Registrant currently expects to merge the Arizona subsidiary, which has
been in run-off since 1995, into the California subsidiary. The majority of
Investors premium volume is in excess and surplus lines and historically the
Company wrote specialty programs such as lawyers, architects and engineers,
chiropractors professional liability and small commercial property coverages.
Investors had gross premium volume of $60.5 million in 1995 and $46.3 million
through September 30, 1996. Following the acquisition, Registrant expects
Investors gross premium volume to shrink moderately as the Company focuses on
its core brokered general liability and property lines of business.
Investors total assets, total liabilities, and net worth, after the
transaction, were approximately $238 million, $200 million and $38 million,
respectively. As of the date of acquisition Investors had 45 employees, all of
whom are located in the Red Bank, New jersey office.
Item 7. Financial Statements and Exhibits
a)Financial Statements of Business Acquired
It is impracticable to provide the required financial statements for Investors
at this time. In addition, because of recent rule changes promulgated by the
Securities and Exchange Commission, this acquisition no longer meets the revised
minimum threshold requirements for financial statement and pro forma disclosure.
Accordingly, financial statements and pro forma financial information will not
be filed.
c)Exhibits
The Exhibits listed on the Exhibit Index are filed as part of this report.
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
MARKEL CORPORATION
Date: November 13, 1996 By: Darrell D. Martin
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Executive Vice President and
Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Page No.
4 Agreement and Plan of Merger among Markel Corporation, IIG
Acquisition Corp., Investors Insurance Holding Corp. and
certain shareholders of Investors Insurance Holding Corp.**
** Incorporated by reference from Exhibit 10 to Registrant's quarterly report on
Form 10-Q for the quarter ended June 30, 1996.
