UK insurance firm RSA agrees to takeover offer from Intact and Tryg

TORONTO — One of the U.K.’s oldest insurance companies is getting two new owners and one of them is Canadian.

RSA Insurance announced Wednesday that it is being taken over by Toronto-based insurer Intact Financial Group and Denmark’s Tryg in a cash transaction worth about $12.3 billion or 685 pence per share — a 51 per cent premium on RSA’s share price.

Intact will pay $5.1 billion of that total and take over RSA’s operations in Canada, the U.K. and international markets, while Tryg will cover the remaining $7.2 billion (4.2 billion pounds) and get RSA’s Swedish and Norwegian businesses. 

They will co-own RSA’s Danish business and RSA shareholders, who still need to approve the deal, will nab an unpaid interim dividend of eight pence per share.

“We have been thinking about finding a way to make this transaction possible for many years…but the conditions were not always right for this to work,” Intact chief executive Charles Brindamour told a conference call with reporters Wednesday.

“Earlier this spring and early summer, it became clear to us that the timing would be very good to put a transaction together and work off the strength of the RSA platform to make this possible, so it’s been a long thought process and relationship.”

Brindamour framed the deal as a way for Intact to boost its annual premiums, which it expects to increase by about 30 per cent to reach $13 billion, up from $10 billion.

The deal also helps Intact gain a toehold in the U.K. and Ireland, where the company said there is an “attractive opportunity” to improve underwriting performance and competencies in risk selection.

Intact said the deal will involve some job cuts at head office, but wouldn’t share numbers. It vowed to provide details on the number of staff impacted within 120 days of the deal’s completion.

Meanwhile, Tryg estimated between 10 and 15 per cent of the workforce in Norway and Sweden would be cut in the three years after the deal closes.

The acquisition is expected to be completed during the second quarter of 2021.

To help finance its purchase, Intact has signed deals with some of Canada’s largest pension plans.

The company announced last week agreements with the Caisse de depot et placement du Quebec, the Canada Pension Plan Investment Board and the Ontario Teachers’ Pension Plan Board for subscription receipts that will become Intact shares once the deal closes.

CDPQ will invest $1.5 billion while CPP Investments will contribute $1.2 billion. Ontario Teachers’ will invest $500 million.

Intact has also signed a deal to raise an additional $1.25 billion in a bought deal private placement of subscription receipts with a group of underwriters, led by CIBC Capital Markets and Barclays Capital Canada Inc.

RSA employs around 13,500 people worldwide and has about nine million customers across more than 100 countries.

Founded more than 305 years ago, RSA is one of the world’s longest-standing general insurers. Its brands, including More Than, offer personal insurance for home, car, pet and travel. The company also has a commercial insurance arm.

“RSA has provided peace of mind to individuals and protected businesses from risk for more than 300 years,” said RSA chairman Martin Scicluna.

“I am confident that the values of our business, and not least our dedication to serving customers well, will be sustained as part of Intact and Tryg.”

— With files from The Associated Press

This report by The Canadian Press was first published Nov. 18, 2020.

Companies in this story: (TSX:IFC)

Tara Deschamps, The Canadian Press