North Coast Life Insurance acquisition
Government Personnel Mutual Insurance Company (GPM) filed an application for a proposed acquisition of North Coast Life Insurance Company (North Coast Life). GPM proposes to acquire common shares of NCL through an issuance of unissued authorized common shares. GPM would obtain 50.9 percent control of NCL through this stock issuance.
North Coast Life is a Washington-domiciled stock insurance company operating as a life insurer incorporated in 1965. North Coast Life is a publicly-traded corporation listed on the OTC board. North Coast is majority owned by RJ Martin Company and ultimately owned by Mr. and Mrs. C. Robert Ogden and members of the Ogden family.
GPM is a Texas-domiciled mutual insurance company operating as a life and disability insurer incorporated in 1934 and is licensed in Washington state since 1950.
If the transaction is approved, GPM would obtain control of NCL through majority ownership of NCL common shares. Upon the completion of a series of proposed transactions after the commissioner’s approval, North Coast Life would become a privately-held corporation held by GPM.
The commissioner will decide the proposed acquisition after an adjudicative hearing has been conducted.
History of the process
We received the application for acquisition of control in early June 2012. The judge approved the acquisition on October 22, 2012.
What we look at
In all proposed sales, the companies must file an application (Form A) that details:
- Financial information for both companies;
- Who will operate the insurer at the highest levels;
- Their business plan for the insurer; and
- How the market competition would be impacted.
Under state law (www.apps.leg.wa.gov), the commissioner must approve the deal unless:
- It would substantially lessen competition or create a monopoly;
- The buyer’s plans are unfair and unreasonable to the policyholders of the insurer;
- The buyer’s isn’t competent, honest, or financially sound enough to run a insurer; or
- It is in some way “hazardous or prejudicial to the insurance-buying public.”