Transaction Overview

Murfreesboro, Tennessee (May 12, 2014) – It was announced today that Consumers Insurance USA, Inc. has signed a definitive agreement to be acquired by Motorists Mutual Insurance Co. of Columbus Ohio.

Under the agreement, which is subject to regulatory approval by Tennessee and Ohio regulators as well as Consumers Insurance Group shareholders, Consumers Insurance USA will become a wholly owned subsidiary of Motorists Mutual.

“We couldn’t be more excited about this opportunity to grow Consumers by joining with Motorists. It is a win-win situation for our policyholders, employees, agents, and shareholders,” says Consumers Insurance Group Chairman, Amanda C. Farnsworth. “Motorists is an extremely well capitalized, A rated company, who has a strong track record of building the companies they have partnered with in the past.”

Consumers markets niche-oriented products, including personal auto, commercial auto, and garage policies, through a network of independent insurance agencies. Consumers operates in Tennessee, Alabama, Arkansas, Illinois, Indiana, Missouri, and Virginia. “Consumers is a strategic fit for us because it increases our geographic footprint into states where we want to write business, it’s staffed by talented, knowledgeable associates and it employs technological resources that make it an easy company for agents to do business with,” said Motorists President and CEO David L. Kaufman, ACAS, MAAA. Motorists Mutual Insurance Co. is an affiliate of The Motorists Insurance Group. The Motorists Insurance Group, headquartered in Columbus, Ohio, consists of 10 property and casualty insurance, life insurance, and insurance brokerage companies. They are A rated (Excellent) by A. M. Best. The group markets insurance solutions through more than 11,000 independent agents and producers in a network of more than 1,600 agencies across the Midwest, Northeast, and Southeast regions.

Consumers Insurance Board of Directors is comprised of Tennessean-based insurance professionals: Farnsworth, Nashville; David A. Sciortino, President and CEO of Consumers Insurance Group, Nashville; C. Louis Patten, Jr., CPCU, Associate Partner, Cornerstone Insurance Group, Cleveland; John “Jack” K. Harrington, Partner, Silvermark Partners LLC, Nashville; Lillard Brown, retired president and CEO of Allen Agency, Nashville; James F. Cunningham, retired partner and manager of V.R. Williams & Company Insurance Agency, Winchester; R. Edward Gibbons, CEO of Watauga Insurance, Inc., Johnson City; Clay T. Jackson, Regional Insurance President, BB&T Cooper, Love, Jackson, Thornton & Harwell, Nashville; Joe L. Lester, President of Lester, Greene & McCord Insurance Agency in Tullahoma; and Edward G. Nelson, Director Emeritus for Consumers Insurance Group, was Chairman and President of Nelson Capital Corp., Nashville.

Sherman & Company LLC served as financial advisor and H3GM P.C. served as legal advisor to Consumers. Brickler & Eckler LLP served as legal advisor to Motorists.