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Hallmark Financial Services, Inc.
Hallmark Financial Services, Inc.
DALLAS, April 13, 2021 (GLOBE NEWSWIRE) -- Hallmark Financial Services, Inc. (the “Company” or “Hallmark Financial”), a property and casualty insurance company comprised of three business segments (Specialty Commercial, Standard Commercial, and Personal), today announced that, based on its previously announced evaluation of the separation of the Specialty Commercial business segment, it plans to pursue an initial public offering (“IPO”) of a non-controlling ownership stake in the core businesses within the Company’s Specialty Commercial business segment, as a separate company named Hallmark Specialty Group, Inc. (“Hallmark Specialty Group”).
While the number of shares of Hallmark Specialty Group to be offered and the price range for the offering have not yet been determined, the offered shares are expected to represent an economic ownership stake of approximately 50%. Hallmark Financial intends to retain at least a majority of the combined voting power of Hallmark Specialty Group’s shares through its ownership of high-vote common shares. Hallmark Financial expects to complete the IPO process during the third quarter of 2021; however, execution of the IPO is dependent upon, and subject to, a number of factors and uncertainties, including business and market conditions.
“Our Specialty Commercial business has grown significantly over the past 15 years. We have concluded that this transaction will allow Hallmark Financial and Hallmark Specialty Group to focus on their respective businesses and unique opportunities for long-term growth and profitability and to allocate capital and corporate resources in a manner that focuses on achieving each company’s own strategic priorities,” said Mark Schwarz, Hallmark Financial’s Executive Chairman, President and Chief Executive Officer.
Hallmark Financial currently has no intention of spinning off or otherwise divesting its ownership interest in Hallmark Specialty Group following the completion of the IPO. Hallmark Specialty Group will not include business produced by the Aerospace & Programs business unit, the exited Binding Primary Auto business, or any business produced by third-party program managers (which includes a senior care and a commercial auto program), each of which will be retained by Hallmark Financial.
This press release does not constitute an offer to sell or the solicitation of an offer to buy securities, and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of that jurisdiction.
About Hallmark Financial
Hallmark Financial is a property and casualty insurance company with a diversified portfolio of insurance products written on a national platform. Through its six insurance subsidiaries, Hallmark Financial markets, underwrites and services commercial and personal insurance in select markets. Hallmark Financial is headquartered in Dallas, Texas and its common stock is listed on NASDAQ under the symbol “HALL”.
This press release contains “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995. The use of words such as “anticipates,” “expects,” “intends,” “plans” and “believes,” among others, generally identify forward-looking statements. These forward-looking statements include statements relating to the potential IPO of Hallmark Specialty Group, including the timing and ownership structure of the potential IPO, as well as Hallmark Financial’s intentions with respect to its ownership interest. These forward-looking statements are based on management’s current expectations and assumptions about future events, which are inherently subject to numerous risks, uncertainties and changes in circumstances that are difficult to predict and could cause actual results to differ materially from expectations, many of which are beyond the control of the Company. Certain of these risks and uncertainties are discussed in the Company’s filings with the Securities and Exchange Commission. Although the Company believes the assumptions underlying these forward-looking statements are reasonable as of the date of this press release, any of the assumptions could be inaccurate and, therefore, there can be no assurance that any forward-looking statements will prove to be correct. In light of the significant uncertainties inherent in these forward-looking statements, the inclusion of such information should not be regarded as a representation that the objectives and plans of the Company will be achieved. You should not place undue reliance on these forward‑looking statements, which only reflect the views of the Company’s management as of the date of this press release. The Company does not undertake to update these forward-looking statements, except as may be required by law.
Senior Vice President, Corporate Development & Strategy
A photo accompanying this announcement is available at https://www.globenewswire.com/NewsRoom/AttachmentNg/5a72e132-5d9d-45a6-9d0a-77177ace18f6