Allianz has today announced it is to launch a public tender offer to acquire all outstanding AGF shares.
The consideration for one AGF share will be €87.5 in cash and an additional 0.25 Allianz share, which based on the closing price of the Allianz share yesterday, constitutes a value of €126.43 per AGF share.
To achieve full ownership of AGF, Allianz plans to implement a squeeze-out procedure immediately after the tender offer, or a cross-border merger of AGF into Allianz.
In addition, ADAG, the German insurance holding company of Allianz Lebensversicherungs-AG, will launch a cash tender offer for the outstanding 9% of Allianz Leben shares in order to achieve a 100% ownership of ADAG in Allianz Leben. ADAG will offer €750 in cash per Allianz Leben share.
The approximately €7.5bn required for the two transactions is to be funded internally by Allianz Group.
Michael Diekmann, CEO of Allianz SE, said: "With the transformation of Allianz into a European company we have made it clear that Europe is our home market. The buyout of AGF's and Allianz Leben's free float is therefore the logical next step following the integration of RAS into Allianz. This will help us create an even stronger platform to serve our European clients and further enhance our operating profitability.
Citing further benfits from the transaction, Diekmann said it would strength Allianz's position in its core markets. "AGF constitutes a major part of Allianz's operations, contributing 16.3% to Allianz's global life and health premium income and 20.4% to its global property and casualty premium income. Allianz Leben is Germany's No. 1 life insurer and accounts for more than 25% of Allianz's worldwide life premiums."
He added that Allianz had, however, no intentions to launch a voluntary offer for Euler Hermes outstanding shares.
"The transaction will create an opportunity for AGF shareholders to participate in the global growth perspectives of Allianz Group. They will hold shares in an integrated financial services provider that is well positioned across all business lines. Moreover, the reduced complexity of the organization will facilitate the management of our Sustainability Program", says Jean-Philippe Thierry, chairman and chief executive of AGF and board member of Allianz SE.
Allianz expects to formally file the tender offer for AGF by the end of February 2007.
