Up to 1,086,111 Shares COMMON STOCK ($0.01 Par Value) Subscription Price $10.00 Per Share AGENCY AGREEMENTAgency Agreement • April 16th, 2009 • Lmi Holdings Inc • Fire, marine & casualty insurance
ESCROW AGREEMENTEscrow Agreement • April 16th, 2009 • Lmi Holdings Inc • Fire, marine & casualty insurance • Delaware
THIS AGREEMENT (the “Agreement”) is entered into this day of , 2009, by and between LEBANON MUTUAL INSURANCE COMPANY, a Pennsylvania mutual insurance company (“Company”), GRIFFIN MTS PARTNERS, LLC, a Pennsylvania limited liability company (“Griffin MTS”), and CHRISTIANA BANK & TRUST COMPANY, a Delaware banking corporation (“Escrow Agent”).
REGISTRATION RIGHTS AGREEMENT Dated as of , 2009Registration Rights Agreement • April 16th, 2009 • Lmi Holdings Inc • Fire, marine & casualty insurance • Pennsylvania
REGISTRATION RIGHTS AGREEMENT (this “Agreement”), dated as of , 2009, by and among LMI Holdings, Inc., a Pennsylvania corporation (the “Company”), and the Persons (as defined below) set forth on Exhibit A attached hereto (the “Investors”).
INVESTMENT AGREEMENT BY AND AMONG GRIFFIN MTS PARTNERS, LLC, STEVENS & LEE, P.C., TUSCARORA-WAYNE MUTUAL INSURANCE COMPANY, TUSCARORA WAYNE INVESTMENTS LLC, LMI HOLDINGS, INC. AND LEBANON MUTUAL INSURANCE COMPANY DATED AS OF DECEMBER 19, 2007 AMENDED...Investment Agreement • April 16th, 2009 • Lmi Holdings Inc • Fire, marine & casualty insurance • Pennsylvania
This INVESTMENT AGREEMENT is dated as of December 19, 2007, as amended and restated as of April 16, 2008, and January 26, 2009, by and among GRIFFIN MTS PARTNERS, LLC, a Pennsylvania limited liability company (“MTS”), STEVENS & LEE, P.C., a Pennsylvania professional corporation (“S&L”), TUSCARORA-WAYNE MUTUAL INSURANCE COMPANY, a Pennsylvania mutual insurance company (“TW”), TUSCARORA WAYNE INVESTMENTS LLC, a Delaware limited liability company (the “LLC” and together with TW, the “Investors”), LMI HOLDINGS, INC., a Pennsylvania corporation (“HoldCo”), and LEBANON MUTUAL INSURANCE COMPANY, a Pennsylvania mutual insurance company (“Lebanon Mutual”). (Any capitalized term used and not immediately defined is defined in Section 9.11 of this Agreement).
