Allianz Vie has announced that it has successfully completed the sale of 3,879,818 shares of Euler Hermes Group ("Euler Hermes" or the "Company") representing its entire stake, i.e., 8.56%, of the share capital of the Company, through a private placement to institutional investors via an accelerated bookbuilt offer (the “Share Placement”). The price of the Share Placement is EUR 75.94 per share, representing a discount of 7.5% to the last closing price.
As part of the Share Placement, Euler Hermes repurchased 2,200,000 shares representing 4.9% of the share capital of the Company, at a price equal to the price of the Share Placement (the “Repurchase”).
The Repurchase is being completed pursuant to the share buyback program approved by the shareholders’ meeting of 27 May 2015. Following completion of the Share Placement and the Repurchase scheduled to take place on 23 May 2016, the Company intends to cancel the 2,200,000 shares so repurchased, together with 500,542 treasury shares it already holds, i.e., 2,700,542 shares in aggregate, representing 6.33% of the share capital of the Company. Further to the disposal of Allianz Vie's shares and cancellation by the Company of its own shares, the Allianz group's aggregate shareholding will be reduced from 67.80% to 63% of the share capital and theoretical voting rights of the Company.
This transaction enables Euler Hermes to efficiently use its excess capital (1) through an accretive transaction benefiting all shareholders. To finance the Repurchase, the Company will use its available cash, enabling it to eliminate 87% of the amount of such excess capital. The Repurchase and the subsequent cancellation of shares will improve the return on equity while being accretive on the earnings per share (about 5.6%) and on the dividend per share (about 6.3%), as the proposed dividend would be increased to EUR 4.68 per share, subject to the vote of shareholders at the annual general meeting to take place on 25 May 2016, since the number of shares composing the share capital of the Company will be reduced to 42,641,635.
An amendment will be submitted to the shareholders during the annual general meeting to be held on 25 May 2016 to reflect the modification of the dividend per share.
Commenting this transaction, Mr. Wilfried Verstraete, Chairman of the Board of Management, said: « This is a very positive transaction for our shareholders, which eliminates a substantial portion of our excess capital while being accretive. Combined with a pay-out ratio of 66%, the highest of the sector, it reflects our willingness to create value for all our shareholders. »
BNP Paribas acts as financial advisor to Euler Hermes in connection with this transaction.
(1) The excess capital is determined by reference to a target Solvency II margin of 160%, based on financial data as of 31 December 2015.