Delta Lloyd rejects NN Group's takeover proposal
(Thomson Reuters ONE) -
Delta Lloyd N.V. (hereafter "Delta Lloyd" or the "Company") notes the
announcement made by NN Group N.V. ("NN Group") on 5 October 2016 and confirms
that it received an unsolicited and conditional proposal from NN Group on 2
October 2016 regarding a possible cash offer for Delta Lloyd at a price of
?5.30 per ordinary share.
The Executive Board and Supervisory Board (together, the "Boards") of Delta
Lloyd have carefully reviewed and considered NN Group's proposal.
The Boards believe that Delta Lloyd is a strong business with a compelling
strategy and a clear path to value creation on which it is showing good
progress.
Consistent with their fiduciary responsibilities, the Boards of Delta Lloyd are
not opposed to transactions that would create compelling value for shareholders
and deliver benefits to other stakeholders.
The Boards are of the opinion that the financial terms and conditions set out in
NN Group's proposal do not form an acceptable basis for such a transaction.
Accordingly they reject NN Group's proposal.
Hans van der Noordaa, chairman of Delta Lloyd's Executive Board, said: "We have
considered NN Group's proposal carefully and have decided to reject it. We have
a clear strategy and we are delivering on our priorities of capital, performance
and customer. We have made good progress during 2016. Our capital position is
now solid with opportunity to improve further capital generation and dividends.
In light of this, we cannot accept this proposal."
In coming to this decision the Boards took into account the following factors,
amongst others:
* The proposal substantially undervalues Delta Lloyd, its prospects and its
strategic opportunities
The terms of the proposal represent only 0.64x 30 June 2016 book value and
an implied consensus 2017E dividend yield of 5.6%[1]. The premium of 29% to
the closing price of 4 October 2016 is below market norms for cash
transactions of this type and for companies at our stage of recovery. The
premium is only 11% when compared to Delta Lloyd's undisturbed 6 month high
share price of ?4.79;
* The timing is opportunistic in light of Delta Lloyd's progress on its
strategy
Following a challenging period, Delta Lloyd has made strong progress on
stabilising its balance sheet and implementing its strategy including in
recent days the announced merger of Delta Lloyd's life businesses in The
Netherlands and Belgium. This proposal is opportunistic in its timing,
seeking to take control of the Company before shareholders, customers and
employees have fully benefitted from the realisation of management's plans;
* The proposal fails to reflect an appropriate share of benefits of Dutch
consolidation
The benefits of combining Dutch insurers are significant. These benefits
include cost synergies, avoided investment and project spend, capital and
financing synergies. The Boards believe that Delta Lloyd shareholders are in
a position to benefit from the value of these synergies through a number of
possible combinations now or in the future. NN Group's proposal does not
deliver an adequate share of this value for Delta Lloyd's shareholders.
The Boards believe that Delta Lloyd can create substantial value for
shareholders from implementing its current strategy:
* Delta Lloyd has made substantial progress during 2016 on its capital plan
The Company has implemented management actions to improve the strength and
stability of its balance sheet, including the Van Lanschot equity offering,
de-risking and ALM actions which delivered 173% Solvency II at 30 June
2016. Delta Lloyd continues to improve the level and resilience of its
capital through further management actions, including most recently the
Belgian merger announced on 5 October 2016, which is expected to add an
incremental 5 percentage points to its Solvency II ratio, and the Partial
Internal Model which is on track for implementation from 1 January 2018;
* Delta Lloyd is executing actions to improve operational performance and
capital generation Delta Lloyd has a clear plan to improve its life new
business margins and P&C combined ratio, to improve strategic asset
allocation, to reduce financing costs following deleveraging and to
implement its announced cost saving targets of c.?60m by 2018. These
measures together will mitigate the adverse impact of current low interest
rates on capital generation. Delta Lloyd remains committed to its capital
generation target of ?200-250m per annum over time and its target dividend
of ?130m for 2016; and
* Upside from realising the value of Delta Lloyd's customer franchise for
stakeholders
Delta Lloyd serves 4.2 million customers across the Netherlands and Belgium
through our strong multichannel platform, with leading positions in
attractive capital light segments of the life market such as defined
contribution pensions and protection. Delta Lloyd is a leader in IFA and
customer satisfaction and has a consistent track record of effective cost
management. In the context of the developing Dutch long term savings market,
this franchise is particularly well positioned for the future to drive value
upside for shareholders and other stakeholders.
A copy of this announcement will be on our website www.deltalloyd.com.
This is a public announcement by Delta Lloyd N.V. pursuant to section 17
paragraph 1 of the European Market Abuse Regulation (596/2014). This public
announcement does not constitute an offer, or any solicitation of any offer, to
buy or subscribe for any securities in Delta Lloyd N.V.
--------------------------------------------------------------------------------
[1] IBES Consensus 2017 dividend estimate of ?0.295 per share as of 4 October
2016
full press release:
http://hugin.info/142905/R/2047472/765370.pdf
This announcement is distributed by Nasdaq Corporate Solutions on behalf of Nasdaq Corporate Solutions clients.
The issuer of this announcement warrants that they are solely responsible for the content, accuracy and originality of the information contained therein.
Source: Delta Lloyd via GlobeNewswire
Unternehmensinformation / Kurzprofil:
Datum: 07.10.2016 - 07:30 Uhr
Sprache: Deutsch
News-ID 499342
Anzahl Zeichen: 6972
contact information:
Town:
Amsterdam
Kategorie:
Business News
Diese Pressemitteilung wurde bisher 379 mal aufgerufen.
Die Pressemitteilung mit dem Titel:
"Delta Lloyd rejects NN Group's takeover proposal"
steht unter der journalistisch-redaktionellen Verantwortung von
Delta Lloyd (Nachricht senden)
Beachten Sie bitte die weiteren Informationen zum Haftungsauschluß (gemäß TMG - TeleMedianGesetz) und dem Datenschutz (gemäß der DSGVO).
