DELPHI INFORMATION SYSTEMS COMPLETES ACQUISITION OF INSURNET INC.
ROLLING MEADOWS, Ill., Jan. 5 /PRNewswire/ -- Delphi Information Systems Inc. (NASDAQ: DLPH) announced today that it has completed the acquisition of Insurnet Inc., an indirectly owned subsidiary of The Continental Insurance Co. Insurnet, like Delphi, provides agency management systems and services to the independent property and casualty insurance industry throughout North America. Headquartered in Emeryville, Calif., Insurnet reported revenues of $13 million in calendar 1992. As a result of the acquisition, Delphi's agency and brokerage customers will increase to over 4,300, representing approximately 65 percent of the workstations and annual premiums written by independent property and casualty agencies in North America. Delphi also services over 8,000 agencies through its rating division, Continental Systems, acquired in March 1993. In exchange for all the outstanding stock of Insurnet, The Continental Corp. received $5 million principal amount of a subordinated Delphi note, 103,563 shares of Delphi common stock, and a non-interest bearing note payable to Continental of $250,000 due June 1994. The subordinated note will be converted into not more than approximately 68,000 shares of a new Delphi series E preferred stock if such conversion is approved by Delphi shareholders at their next meeting. The preferred stock includes a cumulative 6 percent annual dividend payable in Delphi common stock and does not include voting rights. Assuming approval by the shareholders, the series E preferred stock will be convertible into Delphi common stock at the option of the holder not earlier than June 1996, and automatically converts in December 1998. The exchange rate for conversion of the series E preferred stock into common stock is equal to the trading value of Delphi common stock at the conversion date, however, not more than $8 nor less that $4 per share. Using the closing trading value on acquisition date and assuming conversion of the subordinated note on the acquisition date, the subordinated note would convert into 59,001 shares of series E preferred and would be convertible into 1,052,640 common shares as of the acquisition date. The series E preferred would be convertible at the holder's option in June 1996 into a maximum of approximately 1,440,000 shares of common stock including dividends through June 1996. Delphi is the leading vendor of automation systems and services for independent property and casualty insurance agencies and brokerages in North America. The company develops, markets and supports computer applications software systems which automate independent agencies, brokerages and insurance carriers encompassing the areas of sales management, policy and claims administration, accounting, rating, financial reporting and electronic interface with the computers of insurance carriers. -0- 1/5/94 /CONTACT: Terance A. Kinninger, Sr. VP-Corporate Development, 818-706-8989/ (DLPH)
CO: Delphi Information Systems Inc.; Insurnet Inc. ST: Illinois IN: CPR SU: TNM
JP-JB -- LA045 -- 9547 01/05/94 18:08 EST
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|Date:||Jan 5, 1994|
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