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Under the terms of the asset purchase agreement, Essent will acquire all of Triad's proprietary mortgage insurance software and substantially all of the supporting hardware, as well as certain other assets, in exchange for up to $30 million in cash and the assumption by Essent of certain software contractual obligations.
Approximately $15 million of the consideration is fixed and up to an additional $15 million is contingent on Essent writing a certain minimum amount of insurance in future years. Triad will retain the obligation for all risks insured under its existing insurance contracts and will continue to pursue the voluntary run-off of its existing in-force book of business.
Essent, which is headquartered in Radnor, Pennsylvania, will establish its operations and technology center in Winston-Salem, North Carolina, where Triad is based, and a number of Triad's information technology and operations employees are expected to join Essent upon closing of the transaction.
As part of a services agreement between the two companies, Essent will provide ongoing information systems maintenance and services, customer service and policy administration support to Triad after the closing. Triad will continue to directly manage loss mitigation and claim activity during its run-off and will retain its personnel in the loss management, quality assurance and corporate areas to perform these functions. The transaction is expected to close in the fourth calendar quarter of 2009.
Mark Casale, president and CEO of Essent, said: "The acquisition of Triad's operating platform is the next major step in the formation of Essent's mortgage insurance business, which is being created to support qualified borrowers who can afford a home, but may not have the funds for a large down payment. With this transaction, we can begin to provide mortgage insurance in the near future on a proven technology and operating platform in which our clients and regulators can have utmost confidence."
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