Maiden Holdings, Ltd. (NASDAQ:MHLD) ("Maiden" or the "Company") and Kestrel Group LLC ("Kestrel") today announced that they have entered into a combination agreement to combine and form a new, publicly listed specialty program group.
Pursuant to the terms of the combination agreement, at the closing of the transaction, each issued and outstanding common share of Maiden will be converted into the right to receive one common share in a newly formed Bermuda company that will acquire both Maiden and Kestrel (the "combined company"). The transaction values Kestrel at up to $167.5 million, consisting of upfront cash of $40 million, 55 million common shares of the combined company valued at $82.5 million and an earnout of up to $45 million payable in common shares of the combined company. At the closing of the transaction, the combined company will be rebranded as Kestrel Group and expects that its common shares will be listed on the Nasdaq.