The following is an excerpt from a S-4 SEC Filing, filed by UNITED NATIONAL GROUP LTD on 11/26/2004.
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FORM S-4
CALCULATION OF REGISTRATION FEE
SUBJECT TO COMPLETION, DATED NOVEMBER 24, 2004
INCORPORATES ADDITIONAL INFORMATION
TABLE OF CONTENTS
SUMMARY
SELECTED HISTORICAL FINANCIAL DATA OF UNITED NATIONAL GROUP
SELECTED HISTORICAL FINANCIAL DATA OF PENN-AMERICA
SUMMARY UNAUDITED PRO FORMA FINANCIAL DATA
RISK FACTORS
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
THE MERGER
BENEFICIAL OWNERS
Compensation to the Penn-America Independent Directors
Acceleration of Vesting Under Stock Incentive Plans
MATERIAL TAX CONSIDERATIONS
CONSEQUENCES OF THE MERGER TO THAT SHAREHOLDER.
THE MERGER AGREEMENT
CLASS A COMMON SHARES IN THE MERGER
PROPOSAL 1. APPROVAL OF THE ADOPTION OF THE MERGER AGREEMENT
Underwriting
BALANCE SHEET
Competition
Employees
Properties
Legal Proceedings
Certain Other Relationships and Related Transactions
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
Other Operating Expenses
Liquidity and Capital Resources
Changes in and Disagreements With Accountants on Accounting ...
Management
NAME AND TITLE
Executive Compensation
COMPENSATION TABLE
OPTIONS
OPTIONS (AGGREGATE)
Compensation Committee Interlocks and Insider Participation
Principal Shareholders and Security Ownership of Management
BENEFICIAL OWNERS
DESCRIPTION OF UNITED NATIONAL GROUP SHARE CAPITAL
Indemnification
Transfer Agent and Registrar
LEGAL MATTERS
EXPERTS
INDEX TO FINANCIAL STATEMENTS
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
BALANCE SHEET
INCOME STATEMENT
STOCKHOLDERS EQUITY
CASH FLOW
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
Initial Capitalization of United National Group
Description of Business
BALANCE SHEET
INCOME STATEMENT
INCOME STATEMENT
STOCKHOLDERS EQUITY
CASH FLOW
REPORT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM ON
BALANCE SHEET
BALANCE SHEET
INCOME STATEMENT
CASH FLOW
THE MERGER
DIVIDENDS
Signature(s) Date
Item 20. Indemnification of Directors and Officers
Item 21. Exhibits and Financial Statement Schedules
Item 22. Undertakings
POWERS OF ATTORNEY
EXHIBIT INDEX
EXHIBIT 23.2
CONSENT OF INDEPENDENT REGISTERED PUBLIC ACCOUNTING FIRM
EXHIBIT 23.3
Consent of Independent Registered Public Accounting Firm
EXHIBIT 23.4
CONSENT OF INDEPENDENT AUDITORS
EXHIBIT 99.1
EXHIBIT 99.2
UNITED AMERICA INDEMNITY, LTD - S-4 - 20041126 - PROPERTIES
Properties
United National Group leases approximately
61,525 square feet of office space in Bala Cynwyd,
Pennsylvania, which serves as the headquarters location for its
U.S. operations, pursuant to a lease that expires on
December 31, 2013. In addition, it leases office space in
the following locations: Evanston, Illinois; Grand Rapids,
Michigan; Glendale, California; and Hamilton, Bermuda. United
National Group also has office space available in Bridge Town,
Barbados. United National Group believes this office space is
sufficient for it to conduct its business.
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