Athora and NN Group Provide Long-Term Solution for VIVAT
AMSTELVEEN, Netherlands–(BUSINESS WIRE)–Athora Holding Ltd.:
Transaction Highlights
-
Athora to acquire VIVAT N.V. and retain the life and asset management
businesses, positioning the company for future growth in the
Netherlands. -
NN Group to acquire the non-life business as new owner of VIVAT
Schadeverzekeringen N.V. -
The acquisition offers VIVAT policyholders, employees, and
distribution partners a long-term solution from an established and
renowned Dutch insurance brand and a specialized insurance group
focused on Europe. -
The transaction leads to a stronger proposition in the respective life
and non-life markets in the Netherlands, enhancing customer offerings
and injecting fresh capital in the Dutch insurance market. -
Both new owners have a long-term, strategic commitment to the Dutch
insurance market and offer a strong and solid financial base. -
Athora’s future plans are to grow the VIVAT life business, delivering
value to existing policyholders and Dutch consumers through new
product innovation, price competition, continued strong customer
advocacy, and commitment to sustainability. -
All of VIVAT’s Life brands, including Zwitserleven and Reeal will
remain present in the Dutch market. - The headquarters of VIVAT will remain in Amstelveen.
-
Financial terms of the overall transaction were not disclosed, but NN
Group is acquiring VIVAT Schade for €416 million in cash. -
Athora’s consideration will be funded by commitments from its existing
shareholder base and a limited amount of term debt. -
After adjusting for the transaction, Athora will have approximately
€70 billion of consolidated assets and VIVAT’s approximately 2.2
million life policyholders will join Athora’s existing 800,000
policyholders. -
The transaction is subject to applicable anti-trust and regulatory
clearances as well as works council consultation.
Athora Holding Ltd. (“Athora”) and VIVAT N.V. (“VIVAT”) announce the
intention of Athora to acquire VIVAT from Anbang Group Holdings Co Ltd.
(“Anbang”). NN Group (“NN”) will become the new owner of VIVAT
Schadeverzekeringen N.V. (“VIVAT Schade”) as soon as possible following
the closing of the acquisition by Athora. Athora will retain VIVAT’s
life and asset management businesses. This transaction will result in
stronger propositions in the respective life and non-life markets in the
Netherlands, enhance customer offerings and deliver fresh capital to the
Dutch insurance market.
Michele Bareggi, CEO of Athora, states: “Today marks our entrance in
the Dutch market following our acquisitions and integration of the
insurance businesses of Generali in Belgium, Aegon in Ireland and Delta
Lloyd in Germany. We are building a specialised insurance group in
Europe and VIVAT’s strong presence, including its compelling brand
portfolio, will become a significant part of our European operations. We
aim to invest in the life business in the Netherlands and deliver value
not only to VIVAT’s existing customers, but also to Dutch consumers
overall. New product introductions, competitive pricing and a renewed
focus on a broad spectrum of customer services will be part of our
offering. We kindly welcome the VIVAT employees to the Athora family and
look forward to working together in the future to build on the already
strong reputation of the VIVAT brands.”
Ron van Oijen, Chairman of VIVAT’s Executive Board, states: “Since
2016 VIVAT has made an extensive transformation which helped us to
create a leading, customer focused, efficient and innovative insurer. We
are confident that the acquisition by Athora and NN Group will further
build upon the knowhow of the VIVAT employees to become even stronger
players within the Dutch insurance market. Our customers can expect that
the high service level will be continued going forward.”
Lard Friese, CEO of NN Group, states: “We are pleased that together
with Athora, we can offer VIVAT stakeholders a clear path for the
future. For us, this acquisition represents a next step in strengthening
our non-life business. After the acquisition of Delta Lloyd in 2017, we
gained valuable experience in successfully integrating business
operations. In today’s competitive markets, scale is essential to
deliver attractive and sustainable customer propositions in the
long-term. Moreover, it increases our ability to invest in digital
capabilities and innovation, which are key to anticipating customer
trends and drive the customer experience forward. VIVAT policyholders
will benefit from the quality of our service and broad product offering.
The expertise of the VIVAT non-life employees is important for the
future success of the new combined non-life business.”
Strategic Rationale
Given Anbang’s decision to divest VIVAT, the acquisition by Athora, and
subsequently NN Group, offers the best long-term solution for VIVAT.
Athora and NN Group offer the knowledge, ambition and financial strength
to provide VIVAT’s policyholders with long-term certainty and
attractive, stable returns, while also maximising the benefits for other
key stakeholders.
The new shareholders offer a strong and solid financial ‘base’ – for the
deal and for the future entity. The existing strong capitalisation of NN
Group and Athora combined with Athora’s fresh capital coming into the
Dutch market, results in a more competitive and stable insurance
industry. This is a “best of both worlds” solution for VIVAT, combining
an established and renowned Dutch insurance brand with a specialised and
focused European insurance player. Given the joint strength of both
parties, NN Group and Athora are able to provide a natural and logical
home to all involved with VIVAT.
The Dutch market is attractive for Athora because of its strong economic
fundamentals, positive outlook and robust regulatory environment that
recognises an economic view of insurers’ balance sheets. VIVAT provides
a strong platform for future growth due to its scale in the Dutch
market, strong brands, deep distribution and underwriting capabilities
in life & pensions, and a recently modernised and scalable IT platform.
In addition, there is significant growth potential in life & pensions,
especially guaranteed products, that Athora intends to develop further.
Athora will continue to run VIVAT as a standalone company with the
objective to become the leading player in life & pension guaranteed
products in the Netherlands, with a sustainable and value generative
business model delivering better outcomes to all stakeholders. The
improved capital position and capital generation capabilities at VIVAT
following the transaction will increase certainty of policyholder
benefit payments and further secure the future for the VIVAT
organisation.
Transfer of the Non-Life Business
Ownership of VIVAT Schade will transfer to NN Group as part of the
overall transaction. A transitional services agreement (“TSA”) will be
entered into between VIVAT and NN Group at closing and will set forth
the services to be performed by VIVAT during the migration period of two
years. The focus of the TSA is to ensure business continuity, service
standards and adequate support to achieve a smooth transfer of the
non-life business.
Employees
Athora sees many opportunities for employees in the future VIVAT
franchise. Athora needs experienced and motivated staff to grow the
business through organic means and to position the VIVAT platform as a
leading contender to consolidate life businesses in the Netherlands.
Athora also desires to continue to grow its businesses in the markets in
which it operates today. These exciting growth prospects present VIVAT
colleagues with opportunities for growth and development. At the same
time, Athora will continue working with the VIVAT Executive Board in the
execution of its transformation programme.
Governance
VIVAT’s Supervisory Board and Executive Board are fully supportive of
this transaction and the new chapter into which VIVAT and its life brand
portfolio will be entering. Both boards are encouraged that this brand
portfolio will continue its presence in the Netherlands. Working with
VIVAT, one of Athora’s key priorities will be to provide continuity for
VIVAT’s customers. VIVAT will remain a Dutch-regulated entity and its
insurance policies will stay in the Netherlands. The headquarters of
VIVAT will remain in Amstelveen.
Conditions and Process
Completion of both transactions is subject to customary closing
conditions such as regulatory approvals, including (i) declarations of
no-objection from the Dutch Central Bank; (ii) approval from the
Netherlands Authority for the Financial Markets; and (iii) antitrust
clearance. Furthermore both the acquisition of VIVAT by Athora and the
acquisition of VIVAT Non-life by NN Group are subject to consultation of
the works council of VIVAT.
NN Group and Athora will seek to obtain all necessary approvals and
antitrust clearances as soon as possible. The required advice of the
VIVAT works council and consultation with the unions will commence
immediately. Both transactions are anticipated to be completed in Q1
2020.
Deutsche Bank and Aperghis & Co acted as financial advisers to Athora,
Stibbe and Slaughter and May served as legal advisers and KPMG acted as
diligence advisors to Athora on the transaction.
In connection with the transaction, Anbang’s sole financial advisor was
J.P. Morgan and its legal counsel was Allen & Overy.
Wires Call
Lard Friese (CEO NN Group), David Knibbe (CEO Nationale-Nederlanden) and
Michele Bareggi (CEO Athora) will host a joint press call to discuss the
proposed acquisition, which will be held at 7.45 am CET on Friday 7 June
2019. Journalists can join the press call at +31 20 531 5863 (NL).
Press Conference
David Knibbe and Michele Bareggi will host a Press conference at 9.30 am
CET on Friday 7 June 2019 at the hotel Crowne Plaza Amsterdam-South,
George Gershwinlaan 101, Amsterdam.
About Athora Holding Ltd.
Athora is a specialised insurance and reinsurance group fully focused on
the European market. Athora dedicates its focus, capital, time and
technical insights to offering its customers a stable, long-term
performance on its products. Athora’s principal subsidiaries are Athora
Belgium N.V./S.A. (Brussels), Athora Lebensversicherung AG (Wiesbaden,
Germany), Athora Ireland plc (Dublin) and Athora Life Re Ltd. (Bermuda).
The Athora group employs some 800 staff and has more than 800,000
policyholders for total consolidated assets of approximately € 15
billion. On 7 June 2019, Athora announced the acquisition of leading
Dutch insurance holding company VIVAT N.V. For further information, go
to: www.athora.com.
About VIVAT N.V.
VIVAT N.V. is the holding company for, among others, SRLEV N.V., VIVAT
Schadeverzekeringen N.V., Proteq Levensverzekeringen N.V., ACTIAM N.V.
and Zwitserleven PPI N.V. VIVAT’s subsidiaries are also active on the
Dutch market with, among others, the Zwitserleven, Reaal and ACTIAM
brands. A balance sheet total of € 56 billion (end of December 2018)
makes VIVAT one of the largest insurers in the Netherlands. Anbang Group
Holdings Co. Ltd., a full subsidiary of Anbang Insurance Group Co. Ltd,
is the sole shareholder of VIVAT N.V. For more information please visit www.vivat.nl.
Contacts
Media Enquiries – Athora
The Netherlands:
Confidant
Partners
Sabine Post-de Jong: +31 (0)6 39 576367
[email protected]
Wietze Smid: +31 (0)6 33 926205
[email protected]
Other Markets:
Kate Campbell
Group Head of Corporate Affairs:
+353 1 688 0357
[email protected]
Sean Carolan
Director of Communications: +353 1 588 0748
[email protected]
Media Enquiries – VIVAT
Corporate Communication
Hidde
Kuik
+31 (0)6 41 139874
[email protected]
Investor Relations
Victor Zijlema
+31 (0)6 23 917718
[email protected]
Cannabis
IM Cannabis Announces Appointment of Shmulik Arbel to Board of Directors
TORONTO and GLIL YAM, Israel, Sept. 11, 2024 /PRNewswire/ — IM Cannabis Corp. (“IMC” or the “Company“) (NASDAQ: IMCC) (CSE: IMCC), a leading medical cannabis company with operations in Israel and Germany, is pleased to announce that Mr. Shmulik Arbel has been appointed to the Company’s board of directors (the “Board“) effective September 9, 2024. Mr. Arbel brings a wealth of experience in strategic plans that drive profitability, as well as, finance and corporate governance, further strengthening the company’s commitment to driving growth while focusing on sustainable profitability.
“We are thrilled to welcome Shmulik to our Board of Directors,” said Oren Shuster, Chief Executive Officer of IM Cannabis. “Shmulik’s extensive international experience at Leumi, coupled with his proven track record in banking and finance will be invaluable as we continue to deliver on our strategic initiatives.”
Mr. Arbel retired as Deputy CEO from Leumi, Israel’s largest banking group, in April 2023, where he was instrumental in business growth and leading the service revolution. With over 25 years of experience at Leumi, Arbel has held senior roles throughout the organization, such as head of retail banking, head of the corporate division, and as chairman of Leumi UK. With key roles in Israel, New York and London, Mr. Arbel has a wide view on international business.
“I am honored to join the Board of Directors at IMCC,” said Mr. Arbel. “I look forward to leveraging my experience in banking and finance, providing guidance as IMCC continues to establish itself as the go-to brand in the cannabis world. I look forward to contributing to the company’s growth.”
Arbel holds a BA and MBA from Tel Aviv University.
About IM Cannabis Corp.
IMC (Nasdaq: IMCC) (CSE: IMCC) is an international cannabis company that provides premium cannabis products to medical patients in Israel and Germany, two of the largest medical cannabis markets. The Company has focused its resources to achieve sustainable and profitable growth in its highest value markets, Israel and Germany. The Company leverages a transnational ecosystem powered by a unique data-driven approach and a globally sourced product supply chain. With an unwavering commitment to responsible growth and compliance with the strictest regulatory environments, the Company strives to amplify its commercial and brand power to become a global high-quality cannabis player.
The IMC ecosystem operates in Israel through its commercial relationship with Focus Medical Herbs Ltd., which imports and distributes cannabis to medical patients, leveraging years of proprietary data and patient insights. The Company also operates medical cannabis retail pharmacies, online platforms, distribution centers, and logistical hubs in Israel that enable the safe delivery and quality control of IMC products throughout the entire value chain. In Germany, the IMC ecosystem operates through Adjupharm GmbH, where it distributes cannabis to pharmacies for medical cannabis patients.
Disclaimer for Forward-Looking Statements
This press release contains forward-looking information or forward-looking statements under applicable Canadian and United States securities laws (collectively, “forward-looking statements“). All information that addresses activities or developments that we expect to occur in the future are forward-looking statements. Forward-looking statements are often, but not always, identified by the use of words such as “seek”, “anticipate”, “believe”, “plan”, “estimate”, “expect”, “likely” and “intend” and statements that an event or result “may”, “will”, “should”, “could” or “might” occur or be achieved and other similar expressions. Forward-looking statements are based on the estimates and opinions of management on the date the statements are made. In the press release, such forward-looking statements include, but are not limited to, statements relating to: the stated benefits Mr. Arbel’s appointment, including the further strengthening the Company’s commitment to driving growth in the German market while focusing on sustainable profitability; and Mr. Arbel’s international experience and track record in banking and finance will be invaluable to the Company.
Forward-looking statements are based on assumptions that may prove to be incorrect, including but not limited to: the Company’s ability to realize upon the stated benefits Mr. Arbel’s appointment; and Mr. Arbel’s international experience and track record in banking and finance becoming invaluable to the Company.
The above lists of forward-looking statements and assumptions are not exhaustive. Since forward-looking statements address future events and conditions, by their very nature they involve inherent risks and uncertainties. Actual results may differ materially from those currently anticipated or implied by such forward-looking statements due to a number of factors and risks. These include: the failure of the Company to comply with applicable regulatory requirements in a highly regulated industry; unexpected changes in governmental policies and regulations in the jurisdictions in which the Company operates; the Company’s ability to continue to meet the listing requirements of the Canadian Securities Exchange and the NASDAQ Capital Market; any unexpected failure to maintain in good standing or renew its licenses; the ability of the Company and its subsidiaries (collectively, the “Group“) to deliver on their sales commitments or growth objectives; the reliance of the Group on third-party supply agreements to provide sufficient quantities of medical cannabis to fulfil the Group’s obligations; the Group’s possible exposure to liability, the perceived level of risk related thereto, and the anticipated results of any litigation or other similar disputes or legal proceedings involving the Group; the impact of increasing competition; any lack of merger and acquisition opportunities; adverse market conditions; the inherent uncertainty of production quantities, qualities and cost estimates and the potential for unexpected costs and expenses; risks of product liability and other safety-related liability from the usage of the Group’s cannabis products; supply chain constraints; reliance on key personnel; the risk of defaulting on existing debt; risks surrounding war, conflict and civil unrest in Eastern Europe and the Middle East, including the impact of the Israel-Hamas war on the Company, its operations and the medical cannabis industry in Israel; risks associated with the Company focusing on the Israel and Germany markets; the inability of the Company to achieve sustainable profitability and/or increase shareholder value; the inability of the Company to actively manage costs and/or improve margins; the inability of the company to grow and/or maintain sales; the inability of the Company to meet its goals and/or strategic plans; the inability of the Company to reduce costs and/or maintain revenues; the Company’s inability to take advantage of the legalization of medicinal cannabis in Germany; and the Company’s inability to realize upon the stated benefits Mr. Arbel’s appointment; and Mr. Arbel’s international experience and track record in banking and finance not becoming valuable to the Company.
Please see the other risks, uncertainties and factors set out under the heading “Risk Factors” in the Company’s annual report dated March 28, 2024, which is available on the Company’s issuer profile on SEDAR+ at www.sedarplus.ca and Edgar at www.sec.gov/edgar. Any forward-looking statement included in this press release is made as of the date of this press release and is based on the beliefs, estimates, expectations and opinions of management on the date such forward looking information is made. The Company does not undertake any obligation to update forward-looking statements except as required by applicable securities laws. Investors should not place undue reliance on forward-looking statements. Forward-looking statements contained in this press release are expressly qualified by this cautionary statement.
Company Contact:
Anna Taranko, Director Investor & Public Relations
IM Cannabis Corp.
+49 157 80554338
[email protected]
Oren Shuster, CEO
IM Cannabis Corp.
[email protected]
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Cannabis
One World Products Issues Shareholder Update Letter
Indivior
Indivior Provides Update on Aelis Farma’s Clinical Phase 2B Study Results with AEF0117 in Participants with Cannabis Use Disorder
THIS ANNOUNCEMENT CONTAINS INSIDE INFORMATION FOR THE PURPOSES OF ARTICLE 7 OF THE MARKET ABUSE REGULATION (EU) 596/2014 (AS IT FORMS PART OF DOMESTIC LAW IN THE UK BY VIRTUE OF THE EUROPEAN UNION (WITHDRAWAL) ACT 2018).
- Primary and Secondary End Points of the Study were Not Met
- Indivior Does Not Currently Expect to Exercise AEF0117 Option
SLOUGH, United Kingdom and RICHMOND, Va., Sept. 4, 2024 /PRNewswire/ — Indivior PLC (Nasdaq/LSE: INDV) is today providing an update following Aelis Farma’s announcement of the results from its clinical Phase 2B trial with AEF01171, evaluating the efficacy and safety in treatment-seeking participants with moderate to severe Cannabis Use Disorder (CUD). The purpose of this trial was twofold: (1) to show that AEF0117 (0.1, 0.3, 1 mg once a day for 12 weeks) lowers cannabis use and (2) to determine the endpoints and optimal dosage of AEF0117 for use in future studies. In this phase 2B study, patients were treatment-seeking participants, 84% of whom had severe CUD.
The results of the study demonstrated that the primary endpoint, the proportion of participants who reduced their cannabis use to ≤1 day per week, as well as secondary endpoints measuring the proportion of participants reaching either complete abstinence or who used ≤2 day per week, were not met. Although these results are disappointing, they indicate that significant work remains to be done to understand subpopulations of patients with CUD, specifically those with severe CUD.
This clinical Phase 2B study is part of the strategic collaboration between Aelis Farma and Indivior, which includes an exclusive option for Indivior to license the global rights to AEF0117. Given the lack of separation from placebo on primary and secondary endpoints and before seeing further additional favorable clinical data, Indivior does not currently expect to exercise its option.
Important Cautionary Note Regarding Forward-Looking Statements
This news release contains certain statements that are forward-looking. Forward-looking statements include, among other things, express and implied statements regarding whether: we will be able to ultimately demonstrate the safety and efficacy of AEF0117, which is a prerequisite to filing any New Drug Application; we might ever exercise our option for AEF0117 and, if so, when; and other statements containing the words “believe,” “anticipate,” “plan,” “expect,” “intend,” “estimate,” “forecast,” “strategy,” “target,” “guidance,” “outlook,” “potential,” “project,” “priority,” “may,” “will,” “should,” “would,” “could,” “can,” “outlook,” “guidance,” the negatives thereof, and variations thereon and similar expressions. By their nature, forward-looking statements involve risks and uncertainties as they relate to events or circumstances that may or may not occur in the future.
Actual results may differ materially from those because they relate to future events. Various factors may cause differences between Indivior’s expectations and actual results, including, among others, the risks described in our most recent annual report on Form 20-F beginning on page 9 as filed with the U.S. SEC and in subsequent releases; legal and market restrictions that may limit how quickly we can repurchaser our shares; the substantial litigation and ongoing investigations to which we are or may become a party; our reliance on third parties to manufacture commercial supplies of most of our products, conduct our clinical trials and at times to collaborate on products in our pipeline; our ability to comply with legal and regulatory settlements, healthcare laws and regulations, requirements imposed by regulatory agencies and payment and reporting obligations under government pricing programs; risks related to the manufacture and distribution of our products, most of which contain controlled substances; market acceptance of our products as well as our ability to commercialize our products and compete with other market participants; competition; the uncertainties related to the development of new products, including through acquisitions, and the related regulatory approval process; our dependence on third-party payors for the reimbursement of our products and the increasing focus on pricing and competition in our industry; unintended side effects caused by the clinical study or commercial use of our products; our ability to successfully execute acquisitions, partnerships, joint ventures, dispositions or other strategic acquisitions; our ability to protect our intellectual property rights and the substantial cost of litigation or other proceedings related to intellectual property rights; the risks related to product liability claims or product recalls; the significant amount of laws and regulations that we are subject to, including due to the international nature of our business; macroeconomic trends and other global developments such as armed conflicts and pandemics; the terms of our debt instruments, changes in our credit ratings and our ability to service our indebtedness and other obligations as they come due; changes in applicable tax rate or tax rules, regulations or interpretations and our ability to realize our deferred tax assets; and volatility in our share price due to factors unrelated to our operating performance or that may result from the potential move of our primary listing to the U.S.
Forward-looking statements speak only as of the date that they are made and should be regarded solely as our current plans, estimates and beliefs. Except as required by law, we do not undertake and specifically decline any obligation to update, republish or revise forward-looking statements to reflect future events or circumstances or to reflect the occurrences of unanticipated events.
This release is being made by Kathryn Hudson, Company Secretary Indivior PLC.
About Indivior
Indivior is a global pharmaceutical company working to help change patients’ lives by developing medicines to treat substance use disorders (SUD), overdose and serious mental illnesses. Our vision is that all patients around the world will have access to evidence-based treatment for the chronic conditions and co-occurring disorders of SUD. Indivior is dedicated to transforming SUD from a global human crisis to a recognized and treated chronic disease.
Building on its global portfolio of OUD treatments, Indivior has a pipeline of product candidates designed to both expand on its heritage in this category and potentially address other chronic conditions and co-occurring disorders of SUD. Headquartered in the United States in Richmond, VA, Indivior employs over 1,000 individuals globally and its portfolio of products is available in over 30 countries worldwide. Visit www.indivior.com to learn more. Connect with Indivior on LinkedIn by visiting www.linkedin.com/company/indivior.
References:
- National Library of Medicine (U.S.) (2022, April). Effect of AEF0117 on treatment-seeking patients with cannabis use disorder (CUD) (SICA2). Identifier
NCT05322941 https://www.clinicaltrials.gov/study/NCT05322941
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View original content:https://www.prnewswire.co.uk/news-releases/indivior-provides-update-on-aelis-farmas-clinical-phase-2b-study-results-with-aef0117-in-participants-with-cannabis-use-disorder-302237355.html
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