29 April  2025

Capelle aan den IJssel/ Mönchengladbach – The CED Group (“CED”) announces the intended acquisition of Fair Damage Control Holding GmbH (Fair Damage Group). With the acquisition of Fair Damage Group, an insurance services provider in the property and electronic devices segments in Germany, CED further expands its European footprint.

Fair Damage Group is a leading service provider for assessment and management of damages and claims in the German market, offering clients nation-wide coverage of its claims management services. Fair Damage Group services its clients under the labels faircheck Schadenservice (loss adjustment services in the Property segment), RepairConcepts (repair management for property and home interior damages) and E.Via Schadenmanagement (loss adjustment and repair of damages of electronic devices). The service offering is supported by state-of-the-art digital solutions which are developed by the in-house technology department.

CED is a leading Pan-European insurance services company, offering its clients a full range of claims management services, ranging from risk taxation and inspection to emergency assistance, together with (injury) claim loss adjustment and handling, repair in kind and recourse. CED is active in the Property, Mobility and Vitality domains and has a strong cross-border claims organisation. With the acquisition of Fair Damage, CED adds Germany as its fifth core market to its existing European footprint in The Netherlands, France, Belgium and Spain. Future-proof digitization is key in CED’s strategy to provide its clients with the best client experience, always and everywhere: better, faster and cheaper than other players; personal where necessary, digital where possible.

Dr. Stefan Reiter, CEO Fair Damage Group: ‘We are pleased to have found an excellent partner for Fair Damage Group in CED. We look forward to pursuing our growth strategy with CED by our side and to working together to fulfil the needs of our valued clients.’

François Goffinet, CEO CED: ‘The acquisition of Fair Damage Group confirms our ambition to become the European market leader in claims management services. We look forward to working together with the team of professionals of Fair Damage Group. It is great to see that we share the same values and care for our clients with a strong focus on innovation.’

The acquisition is subject to merger control clearance in Germany and is expected to close in the second quarter of 2025.

For more information:
https://cedgroup.eu/
https://fairdamage.de/en/

Ageas and Bain Capital agree to a c. €1.510 billion cash transaction for esure
Ageas/esure combination creates multi-channel motor and home insurer with broad customer appeal across the UK

LONDON – April, 14, 2025 – Bain Capital today announced that it has reached an agreement with Ageas to sell esure, a leading digital personal lines insurer with strong positioning on price comparison websites (PCW) in the UK. The proposed transaction is fully aligned with Ageas’s strategic priorities for M&A in Europe under Elevate27. It increases Ageas’s European markets presence through the acquisition of a controlled entity, reinforces its positioning in the UK, generates shareholder value from the realization of synergies and enhances the cash generation of the Group.

The combination of Ageas UK and esure will create the third largest UK personal lines platform with a balanced and diversified distribution spanning Direct, PCW, brokers and partnerships. The acquisition of esure will enable Ageas UK to accelerate the diversification of its distribution strategy into the important PCW channel in the UK market. Its underwriting footprint will widen Ageas UK’s target customer demographics and enable growth to a top-line of £3.25 billion (€3.8 billion) by 2028.

Ageas UK has established itself as an accomplished insurer over the past four years by focusing on profitable growth solely in the personal lines business with a specialism in broker distribution, outstanding technical insurance skills and technology, and successfully delivering insurance solutions for its distribution partners and over four million customers.

esure is a leading UK personal lines insurer with a fully digital distribution model through the PCW channel and three popular brands – esure, Sheilas’ Wheels and First Alternative. In 2024, esure had more than 2.1 million policies and GWP of over £1 billion (€ 1.2 billion).

The acquisition of esure creates significant potential for operational synergies and capital benefits to be realized in the medium term. We expect economies of scale in our UK personal lines portfolio and the accelerated implementation of the EIS IT platform, including esure’s complementary claims module, to drive operational efficiencies and cost avoidance for Ageas UK. Continued focus on technology, data and AI is expected to create further competitive advantages. In addition, capital benefits from enhanced diversification and the inclusion of esure in Ageas’s partial internal model are expected to emerge over time.

Under the terms of the transaction, Ageas will pay Bain Capital a cash consideration of £1.295 billion (€ 1.510 billion) for esure, respecting a Solvency II target ratio of 150 percent as at year-end 2024.  The Group’s capital position will remain robust with Solvency II ratio expected to decrease by approximately only 10pp thanks to the inclusion of around €1 billion of Own Funds instruments in the financing mix.

The transaction will be financed through a combination of surplus cash and newly issued senior and hybrid debt and/or equity within the existing authorizations and subject to market conditions. A fully underwritten 2-year bridge facility is provided by BofA Securities and Deutsche Bank Luxembourg S.A..

The integration of Ageas UK and esure is anticipated to be completed, in all material respects, during the Elevate27 strategic cycle. Entering the next strategic period, we project that the transaction will generate a full cost saving potential in excess of  100 million (c. €115 million) per annum, before tax. On a run-rate basis, this transaction is expected to generate an unlevered return on investment of over 12 percent for Ageas and an uplift in the Return on Equity of more than 1pp. It will become Holding Free Cash Flow accretive per share of c. 10 percent as from 2028.

The completion of the transaction is expected to occur in 2H 2025 and remains subject to regulatory approvals.

Luca Bassi, Partner at Bain Capital, said: “We are pleased to have supported esure through its transformation and growth journey. During our ownership, esure has built the leading tech platform in UK insurance and their highly efficient operations have set a new standard for the industry. This transaction is a testament to esure’s strong market position and the state-of-the-art technology platform built under Bain Capital’s tenure, with the business now at record levels of profitability. We are confident that Ageas is the right partner to continue this legacy of success and innovation.”

Commenting on the agreement, Hans De Cuyper, Ageas Group CEO, said: “We are delighted to have reached an agreement to acquire esure. In recent years, Ageas has experienced significant growth in the UK, making it an increasingly important part of the Group. This transaction will allow us to offer competitive value propositions to a wider customer profile via a multi-channel distribution model, positioning Ageas UK as one of the top three personal lines insurers. Acquiring esure also supports our strategic ambitions of re-balancing our Group profile towards businesses with high cash conversion. We remain, of course, committed to our Elevate27 financial objectives, including our commitment to a progressive dividend policy, and will observe the full synergies of this transaction in the forthcoming strategic period.”

Ant Middle, Ageas UK CEO, said: “esure is a significant addition to the Ageas UK business and aligns perfectly with our growth strategy. As demand for motor and home insurance grows, Ageas will be perfectly positioned to gain market share and become the insurer of choice for our existing and new customers. The combined Ageas and esure franchise will benefit from an outstanding customer offering, through market leading technology and prominent brands, that will drive our expansion into new customer demographics. Under Elevate27, we want to continue to grow our broker and partnerships personal lines business in the UK, and esure will help us to rapidly expand our direct distribution, our customer reach, and our scale overall. esure’s technical capabilities will match Ageas UK’s and will enable us to develop our well-balanced business at greater pace and serve a wider range of customers. We’re really excited for the potential this brings our UK business and wider Group.”

David McMillan, esure Group CEO, said: “This transaction brings together two highly complementary businesses and creates an even stronger platform for continued innovation, growth and excellent delivery for our customers. Combining Ageas’s scale, financial strength and excellent broker relationships with esure’s strong retail brands, market-leading data capabilities and strength on PCWs, alongside a shared technology platform, will enhance our combined ability to invest in our customer proposition and open up new opportunities for growth. I am deeply proud of what the esure team has achieved to date. We look forward to working alongside the Ageas team to build the UK’s leading personal lines insurer.”

BofA Securities is acting as financial adviser and Allen Overy Sherman Sterling LLP is acting as legal counsel to Ageas in relation to the transaction

Fenchurch Advisory Partners LLP and Goldman Sachs International served as financial advisers to Bain Capital and esure. Weil, Gotshal & Manges (London) LLP served as legal adviser and Norton Rose Fulbright LLP served as regulatory adviser to Bain Capital and esure.

###

About Bain Capital:

Founded in 1984, Bain Capital is one of the world’s leading private investment firms. The firm has a significant history in Europe, starting with the establishment of a London office in 2000 and expanding to include other European locations, with a focus on private equity, credit and special situations investments. We are committed to creating lasting impact for our investors, teams, businesses, and the communities in which we live. As a private partnership, we lead with conviction and a culture of collaboration, advantages that enable us to innovate investment approaches, unlock opportunities, and create exceptional outcomes. Our global platform invests across five focus areas: Private Equity, Growth & Venture, Capital Solutions, Credit & Capital Markets, and Real Assets. In these focus areas, we bring deep sector expertise and wide-ranging capabilities. We have 24 offices on four continents, more than 1,850 employees, and approximately $185 billion in assets under management. To learn more, visit www.baincapital.com. Follow @BainCapital on LinkedIn and X (Twitter).

About esure Group:

esure Group is one of the UK’s leading providers of Motor and Home insurance products through the esure, Sheilas’ Wheels and First Alternative brands. Founded in 2000, esure Group has the scale, heritage and expertise capable of inspiring the trust and confidence of their 2.1m customers, combined with the entrepreneurial mindset and agility of an insurtech. esure Group is focused on using their market-leading technology platform, insights and data, alongside fantastic customer service, to deliver more personalized experiences that meet the evolving needs and expectations of customers.

About Ageas:

Ageas is a listed international insurance Group with a heritage spanning of 200 years. It offers Retail and Business customers Life and Non-Life insurance products designed to suit their specific needs, today and tomorrow, and is also engaged in reinsurance activities. As one of Europe’s larger insurance companies, Ageas concentrates its activities in Europe and Asia, which together make up the major part of the global insurance market. It operates successful insurance businesses in Belgium, the UK, Portugal, Turkey, China, Malaysia, India, Thailand, Vietnam, Laos, Cambodia, Singapore, and the Philippines through a combination of wholly owned subsidiaries and long-term partnerships with strong financial institutions and key distributors. Ageas ranks among the market leaders in the countries in which it operates. It represents a staff force of about 50,000 people and reported annual inflows of EUR 18.5 billion in 2024.

For analysts:

An analyst meeting regarding this transaction will be held on Monday, April 14, 2025, from 10:00 to 11:00 am CET (9:00 to 10:00 am UKT). The Teams call can be accessed using the following link: https://ageas.com/en/esure-2025

Note to editors:

To support its expansion, in 2024 Ageas UK announced a partnership with Saga, growing its offering to the over-50s segment, which is strategically in line with Ageas’s focus on an ageing population.

International private equity firm, Cinven, today announces it has agreed to sell Viridium Group (‘Viridium’ or ‘the Company’) to a consortium comprising Allianz, BlackRock, T&D Holdings, Hannover Re and Generali Financial Holdings.¹

With €67bn of assets under management, 3.4m policies and about 900 highly specialised employees, Viridium is a leading life insurance consolidator, making existing life policies more attractive and creating tangible value for its customers and shareholders.

In 2014, the Cinven Funds invested in Heidelberger Leben, a specialist provider of retirement and life insurance products in Germany with €5bn of assets under management, 600k policies and around 300 employees. Cinven identified an opportunity to better serve the market by consolidating the highly fragmented German life insurance sector and investing in best-in-class technology to create an industry-leading single, modern business platform.

Since the Cinven Funds’ investment, Cinven’s Financial Services Sector team and DACH Regional team have continued to partner closely together to drive considerable investment in, and growth at, the Company, that has since been renamed Viridium Group, reflecting the evolution of the business. Working closely with the management team, Cinven executed an ambitious growth plan that included acquiring Skandia, Entis and Proxalto, formerly Generali Leben. It developed a highly effective platform to position the Company for continued leadership in the European life insurance market.

With Cinven’s support, Viridium developed and successfully implemented various key strategic priorities:

• Investing more than €700m in a single state-of-the-art business platform across technology and operations to ensure improved efficiency and future scalability;
• Implementing a refined asset management strategy with improved returns to customers;
• Enhancing the customer support function to deliver strong customer service levels;
• Delivering operational excellence initiatives to enhance the productivity of the organisation; and
• Appointing an industry-leading management team with significant experience, that has presided over a winning culture across the organisation.

As a result of Cinven’s significant investment in the Company, and the ambitious growth plan successfully implemented, Viridium has become one of the largest and most advanced life insurance consolidation platforms globally.

Bruno Schick, Co-Managing Partner and Head of the DACH team at Cinven, said:

“Cinven is proud to have built Viridium from the ground-up and developed it into Germany’s leading life insurance consolidation platform. This sale to a consortium of top-tier global insurers and asset managers, with the continued involvement of Hannover Re and Generali, provides an excellent foundation for continued growth and highlights the strategic value of Viridium. It’s a clear reflection of Cinven’s unparalleled leadership in the Financial Services Sector and the DACH region.”

Samy Jazaerli, Senior Principal in Cinven’s Financial Services Sector team added:

“The investment by Cinven Funds in Viridium is a testament to Cinven’s long-term vision, commitment to excellence and focus on sustainable value creation. Viridium is now perfectly positioned for continued growth. With numerous further strategic opportunities in the European life insurance sector and Viridium’s proven capabilities, the company is ideally placed, and we wish Viridium every success in the years to come.”

Dr Tilo Dresig, CEO of Viridium Group commented:

“I would like to thank Cinven for its valuable support and partnership throughout its investment. Cinven’s entrepreneurial approach, insurance expertise, and our shared vision have been key to Viridium’s development as a leading German life insurer. As a result, the company is now strategically positioned to seize significant future growth. It has been a pleasure working together to reach this important milestone for Viridium. We look forward to the exciting opportunities ahead.”

The transaction is subject to regulatory approvals and other customary closing conditions.

Cinven was advised by Goldman Sachs International and Fenchurch Advisory (M&A), Freshfields (Legal), KPMG (Financial), Willis Towers Watson (Actuarial), Bearing Point (Operations), Capgemini (Technology), EY (Tax) and Deloitte (Structuring).

—

¹ Generali Financial Holdings FCP-FIS Sub-fund 2, a sub-fund of Generali Financial Holdings FCP-FIS.

Further to the announcement on 06 February 2025, Piraeus Financial Holdings S.A. informs the investment community that its subsidiary Piraeus Bank S.A. (“Piraeus”) has entered into a Share Purchase Agreement (hereinafter “SPA”) to acquire 90.01% stake in the parent company of Ethniki Insurance (the “Transaction”) from CVC Capital Partners Fund VII.

As per the signed SPA, the consideration for the Transaction is €600mn in cash, on a 100% basis.

The Transaction is expected to further diversify the revenue sources of Piraeus, enhancing value creation for shareholders, while it will complement our product range, covering the whole spectrum of banking, protection and investment solutions.

The Transaction is accretive for Piraeus in Earnings per Share (EPS) by circa 5% and Return over average Tangible Book Value (RoaTBV) by circa 1 percentage point and it elevates fee generation to international best-in-class levels, while retaining our competitive cost efficiency aspiration.

Based on the above, and including a 50% distribution payout out of 2025 results and onwards per annum, Piraeus’ proforma total capital position is estimated at circa 18.5% for 2025, anticipated to reach circa 19.5% by 2027 and circa 20% by 2028. This impact translates into a capital ratio with a comfortable Pillar 2 Guidance buffer of circa 250bps in 2025, evolving to above 300bps by 2027 and close to 400bps by 2028. Throughout the period, Piraeus’ CET1 ratio is expected to sustain a level of 13% and higher.

Piraeus intends to achieve a Financial Conglomerate (FICO) status and pursue the application of CRR article 49 (commonly referred to as Danish Compromise) in relation to the prudential treatment of its participation in the share capital of Ethniki Insurance, which, if attained, would expand further our CET1 ratio by circa 50bps.

Ethniki Insurance is a leading composite insurer in Greece, covering the whole spectrum of insurance products with a circa 14.5% market share (circa 17% in life / circa 11% in non-life) and more than €0.8bn Gross Written Premiums (“GWP”), as of 2024.

Ethniki Insurance has €4bn total assets and €0.4bn shareholders’ equity, as of 2023. Ethniki Insurance reported a profit before tax adjusted for non-recurring items of approximately €100mn in 2023 (latest public data).

Ethniki Insurance’s production network extends throughout Greece and consists of owned sales network offices and corporate network insurance agents, as well as collaborating insurance agencies and insurance brokers. The GWP generated by the aforementioned channels comprise the vast majority of the Ethniki Insurance total production, with the remaining coming from its bancassurance channel.

The Transaction is subject to the approvals of the competent regulatory bodies

Piraeus is being advised on the Transaction by UBS Europe SE as exclusive financial advisor, Milliman as actuarial advisor, and by Milbank LLP, as well as Moratis Passas Law Firm and Potamitis Vekris Lawfirm, as international, local legal and competition counsels, respectively.

Disclaimer

Forward looking statements

This release contains forward-looking statements, including, without limitation, statements regarding the potential benefits of the contemplated transaction, expected synergies and the anticipated capital impact. These forward-looking statements are based on the current expectations of Piraeus and are subject to various risks and uncertainties that could cause actual results to differ materially from those expressed or implied by such statements. Factors that could cause or contribute to such differences include, but are not limited to, the granting of regulatory approvals, to unforeseen operational challenges or changes in market conditions. Readers are cautioned not to place undue reliance on these forward-looking statements, which speak only as of the date of this release, without any obligation by Piraeus to update regarding any future developments. This announcement does not constitute an offer to buy or the solicitation of an offer to sell any securities.

AnaCap, a market-leading private equity investor specialising in partnering with founders and entrepreneurial management teams across services, technology and software within the European financial ecosystem, today announces that it has closed the acquisition of a majority stake in Edge Group (“Edge”).

This acquisition marks one of the initial platform investments for AnaCap’s latest flagship fund. Additionally, it is the second platform acquisition for AnaCap in Italy, following the investment in Yard Reaas in April 2024.

Founded in 2014 and headquartered in Milan, Edge serves a large and diversified customer base of policyholders, distributing commercial insurance lines such as liability, multi-risk polices, accidents and health. Edge’s extensive breadth of offering and quality of services positions the business as a recognised name within the Italian insurance brokerage industry with its fully integrated approach. Edge provides broker, risk management, managing general agency (“MGA”) and welfare solutions to a number of corporate clients in Italy, including both SMEs and large corporations.

Edge’s mission statement is to deliver the best products and services possible at every stage of the client growth journey for commercial insurance activity. Edge offers tailored solutions that meet the continually evolving needs of its client base and seeks to deliver thoughtful and balanced outcomes.

AnaCap will partner with Edge’s Founder and CEO, Manfredo Sciarretta, to execute on his vision to build the leading broking consolidation platform in Italy. The existing management team will continue to lead the platform’s operations and growth under the new AnaCap ownership, driven by its capital investment, sector expertise and operational support to further accelerate its organic and inorganic growth strategies.

The partnership will also strengthen Edge’s ability to accelerate its inorganic growth strategy across the Italian fragmented insurance brokerage market. Since 2019, Edge has successfully executed this strategy, executing and integrating 12 acquisitions. In the next phase of growth, Edge plans to enhance its in-house capabilities across specific insurance lines, attracting entrepreneurial brokers with unique skills and sector specialties.

AnaCap’s investment in Edge will be closed alongside the acquisition by Edge of several other brokers. These investments will increase the Group’s gross written premiums to over €100 million, positioning it among the top 10 commercial insurance brokerage group in Italy. This growth is further supported by a robust bolt-on pipeline with several advanced-stage opportunities driving additional growth potential and enhanced product offerings and services to clients.

Alberto Sainaghi, Managing Director at AnaCap, commented:
“We are excited to work with Manfredo and the Edge team to drive operational excellence as well as further developing their specialised inorganic growth strategy in the fragmented Italian brokerage market. We look forward to building upon Edge’s impressive achievements in recent years and their strong market reputation. The dedication to building an entrepreneurial culture with first-class industry skills positions Edge as the natural Italian born broking consolidation platform.”

Nassim Cherchali, Managing Partner at AnaCap, added:
“We are delighted to announce this investment into Edge in what is one of the first investments in our latest flagship fund. The insurance market is one that AnaCap know well further supported by a strong track record of investment activity in Italy more broadly in recent years. Today, there are a number of market tailwinds benefitting brokers in Italy and Edge has an extremely attractive positioning in the market with exposure to the fastest growing business lines while also serving a strong corporate client base.”

Manfredo Sciarretta, Founder and Chief Executive Officer at Edge, concluded:
“By joining forces with AnaCap, we have the perfect financial and strategic partner to further accelerate the inorganic growth trajectory that Edge began in 2019. They seek to partner with entrepreneurs who bring both competence and excellence to a project and are an integral part of the growth journey together. Their in-depth sector knowledge, operational support and capital availability makes them a leading figure in the private equity market across the financial and insurance sectors. We are very proud that AnaCap has chosen Edge as the platform to attract customers, entrepreneurs and talent.”

AnaCap were advised by Orrick as legal counsel for this transaction.