Allianz SE (France)
Allianz SE: Allianz advances plans to purchase outstanding shares in Euler Hermes
Allianz SE / Key word(s): Tender Offer Not for distribution in the United States, Canada, Japan, Australia, South Africa, or Italy – Allianz files tender offer for outstanding shares in Euler Hermes with French markets regulator AMF – Allianz seeks regulatory approval for 122 euros-per-share bid for Euler Hermes – Allianz’s simplified cash tender offer is for the 24.20 percent stake in Euler Hermes it does not already own – Allianz offer for Euler Hermes shares to open in early 2018, if approved – Allianz intends to follow up with squeeze-out procedure if minority shareholders represent less than 5 percent of share capital and voting rights following the tender offer Munich, December 22, 2017 – Allianz Group has advanced plans to increase its stake in Euler Hermes by filing its tender offer request to French markets regulator Autorité des marchés financiers (AMF). If approved, Allianz will offer 122 euros per share of Euler Hermes. The offer covers a maximum number of 10,320,680 shares or 24.20 percent of the share capital and theoretical voting rights of the company. The offer marks a step forward in Allianz’s strategy to invest in profitable businesses and strengthen its position in core home markets, and in property and casualty in particular. Euler Hermes is the leading global trade credit insurer and a core component of Allianz global lines business. Allianz, Europe’s largest insurer, is expected to begin the tender in early 2018, offering shareholders, inter alia, a 20.7 percent premium to the pre-announcement closing price on November 24, 2017 and a 30.8 percent premium to the twelve month volume weighted average Euler Hermes share price on the same date. The offer is expected to close in the first quarter of 2018. The offer would be followed by a squeeze-out if minority shareholders[1] represent less than 5 percent of the share capital and voting rights upon completion of the offer. Given the limited market liquidity in Euler Hermes stock, the proposal represents a unique opportunity for Euler Hermes’ minority shareholders to fully realize their investments at a premium to the pre-announcement trading price. As previously announced on November 27, 2017, the offer will have no impact on the announced share buy-back program of Allianz SE for 2018 in the amount of up to 2 billion euros. The contemplated transaction is expected to be immediately EPS accretive by around 1 percent[2] and to lower Allianz’s solvency position by around 4 percentage points. Allianz supports the strategy of Euler Hermes Board of Management and does not intend, as a result of the offer, to change Euler Hermes’ Supervisory Board composition or Euler Hermes’ operating model beyond ordinary course of business. Rothschild Martin Maurel and Société Générale acted as presenting banks for the offer filed with the AMF on December 21, 2017. The proposed offer and the draft tender offer documentation remain subject to review and clearance by the AMF. The draft offer document is available on the websites of the AMF (www.amf-france.org) and Allianz SE (www.allianz.com).
Thomas Atkins Tel. +49 89 3800 2960, e-mail: thomas.atkins@allianz.com
About Euler Hermes Cautionary note regarding forward-looking statements Such deviations may arise due to, without limitation, (i) changes of the general economic conditions and competitive situation, particularly in the Allianz Group’s core business and core markets, (ii) performance of financial markets (particularly market volatility, liquidity and credit events), (iii) frequency and severity of insured loss events, including from natural catastrophes, and the development of loss expenses, (iv) mortality and morbidity levels and trends, (v) persistency levels, (vi) particularly in the banking business, the extent of credit defaults, (vii) interest rate levels, (viii) currency exchange rates including the euro/US-dollar exchange rate, (ix) changes in laws and regulations, including tax regulations, (x) the impact of acquisitions, including related integration issues, and reorganization measures, and (xi) general competitive factors, in each case on a local, regional, national and/or global basis. Many of these factors may be more likely to occur, or more pronounced, as a result of terrorist activities and their consequences. No duty to update Attachment Document title: Allianz SE: Allianz advances plans to purchase outstanding shares in Euler Hermes Document: http://n.eqs.com/c/fncls.ssp?u=ERBPGVTOOT
Dissemination of a Financial Wire News, transmitted by EQS Group. |
Language: | English |
Issuer: | Allianz SE |
Königinstr. 28 | |
80802 Munich | |
Germany | |
Phone: | +49 (0)89 38 00 – 41 24 |
Fax: | +49 (0)89 38 00 – 38 99 |
E-mail: | investor.relations@allianz.com |
Internet: | www.allianz.com |
ISIN: | DE0008404005 |
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