Common stock offered by us | 3,000,000 shares. | |||
Over-allotment option | The underwriters have a 30-day option to purchase up to 450,000 additional shares from us to cover over-allotments, if any. | |||
Common stock ($0.18 par value per share) outstanding after the offering | 20,759,905 shares if the underwriters over-allotment option is not exercised; 21,209,905 shares if the underwriters over-allotment option is fully exercised. | |||
Offering price | $9.00 per share. | |||
Underwriting discount | $0.54 per share. | |||
Net proceeds to Hallmark Financial Services, Inc. | Approximately $24.7 million (after deducting underwriting discounts and commissions and estimated offering expenses totaling $2.3 million). | |||
Use of proceeds | We intend to use the net proceeds from this offering substantially as follows: | |||
| $12.5 million to repay the principal on a loan from Newcastle Partners evidenced by a promissory note dated January 3, 2006, in the original principal amount of $12.5 million which bears interest at 10% per annum and became payable on demand as of June 30, 2006; |
| approximately $12.2 to reduce the outstanding principal balance on our revolving credit facility, which currently bears interest at 7.4% per annum and matures on January 27, 2008; and | |||
| the balance, if any, for working capital purposes, some or all of which may be contributed to the capital of our insurance company subsidiaries. | |||
Summary historical consolidated financial information | Our historical consolidated balance sheet as of June 30, 2006, as adjusted to give effect to our sale of 3,000,000 shares of our common stock in the offering at a price of $9.00 per share, after deducting underwriting discounts and commissions and estimated offering expenses payable by us and effecting the intended application of the net proceeds, would reflect (in thousands): | |||
| total cash and investments of $226,192; | |||
| total assets of $387,106; | |||
| total liabilities of $247,412; and | |||
| total stockholders equity of $139,694. | |||
Capitalization | Our capitalization as of June 30, 2006, as adjusted to give effect to our sale of 3,000,000 shares of our common stock in the offering at a price of $9.00 per share, after deducting underwriting discounts and commissions and estimated offering expenses payable by us and effecting the intended application of the net proceeds, would reflect (in thousands): | |||
| long-term debt of $43,104; | |||
| total debt of $60,205; | |||
| common stock (20,767,733 shares, as adjusted, including 7,828 shares of treasury stock) of $3,738; | |||
| additional paid in capital of $117,828; | |||
| total stockholders equity of $139,694; and | |||
| total capitalization of $199,899. | |||
Trading market | American Stock Exchange under symbol HAF through October 5, 2006 (anticipated); Nasdaq Global Market under symbol HALL on and after October 6, 2006 (anticipated). |