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Insurer Athora to Acquire Vivat from Anbang Group
Monday 10 June 2019

10 June 2019 - Bermuda-based specialised insurance and reinsurance group Athora Holding Ltd. has agreed to acquire Dutch insurer Vivat N.V. from China-based Anbang Group Holdings Co Ltd and retain the life and asset management businesses, positioning the company for future growth in the Netherlands, the company said.
NN Group will become the new owner of VIVAT Schadeverzekeringen N.V. as soon as possible following the closing of the acquisition by Athora.
Athora will retain Vivat's life and asset management businesses.
This transaction will result in stronger propositions in the respective life and non-life markets in the Netherlands, enhance customer offerings and deliver fresh capital to the Dutch insurance market.
Ownership of Vivat Schade will transfer to NN Group as part of the overall transaction. A transitional services agreement will be entered into between Vivat and NN Group at closing and will set forth the services to be performed by Vivat during the migration period of two years.
The focus of the TSA is to ensure business continuity, service standards and adequate support to achieve a smooth transfer of the non-life business.
Athora sees many opportunities for employees in the future Vivat franchise. Athora needs experienced and motivated staff to grow the business through organic means and to position the Vivat platform as a leading contender to consolidate life businesses in the Netherlands.
Athora also desires to continue to grow its businesses in the markets in which it operates currently.
These exciting growth prospects present Vivat colleagues with opportunities for growth and development. At the same time, Athora will continue working with the Vivat executive board in the execution of its transformation programme.
Completion of both transactions is subject to customary closing conditions such as regulatory approvals, including declarations of no-objection from the Dutch Central Bank; approval from the Netherlands Authority for the Financial Markets; and antitrust clearance.
Furthermore both the acquisition of Vivat by Athora and the acquisition of Vivat Non-life by NN Group are subject to consultation of the works council of Vivat.
NN Group and Athora will seek to obtain all necessary approvals and antitrust clearances as soon as possible. The required advice of the VIVAT works council and consultation with the unions will commence immediately. Both transactions are anticipated to be completed in 1Q20.
Athora is a specialised insurance and reinsurance group fully focused on the European market. Athora dedicates its focus, capital, time and technical insights to offering its customers a stable, long-term performance on its products.
Athora's principal subsidiaries are Athora Belgium N.V./S.A. (Brussels), Athora Lebensversicherung AG (Wiesbaden, Germany), Athora Ireland plc (Dublin) and Athora Life Re Ltd. (Bermuda).
The Athora group employs some 800 staff and has more than 800,000 policyholders for total consolidated assets of approximately EUR 15bn. On 7 June 2019, Athora announced the acquisition of leading Dutch insurance holding company Vivat N.V.
Vivat N.V. is the holding company for, among others, SRLEV N.V., VIVAT Schadeverzekeringen N.V., Proteq Levensverzekeringen N.V., Actiam N.V. and Zwitserleven PPI N.V.
Vivat's subsidiaries are also active on the Dutch market with, among others, the Zwitserleven, Reaal and Actiam brands. A balance sheet total of EUR 56bn (end of December 2018) makes Vivat one of the largest insurers in the Netherlands. Anbang Group Holdings Co. Ltd., a full subsidiary of Anbang Insurance Group Co. Ltd, is the sole shareholder of Vivat N.V.
Deutsche Bank and Aperghis and Co acted as financial advisers to Athora, Stibbe and Slaughter and May served as legal advisers and KPMG acted as diligence advisors to Athora on the transaction.
In connection with the transaction, Anbang's sole financial advisor was J.P. Morgan and its legal counsel was Allen and Overy.
Details
Date Published: 10/06/2019
Target: Vivat N.V.
Country: Netherlands
Deal Size: 2.83bn (USD)
Sector: Insurance
Type: Corporate acquisition
Financing: Cash
Status: Agreed
Vendor: Anbang Group Holdings
Buyer: Athora Holding
Buyer Advisor: Deutsche Bank , Aperghis and Co , Stibbe and Slaughter and May
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