Storebrand Forsikring AS entered into an agreement to acquire Substantial part of Norwegian insurance portfolio from Insr Insurance Group ASA (OB:INSR) for NOK 70 million on August 14, 2020. The minimum consideration for the Active Portfolio is NOK 70 million, subject to the company not being in breach of the Agreement. The base case net estimated purchase price for the Active Portfolio included in the financial forecast is NOK 170 million. The consideration shall be paid on a monthly basis from Storebrand's initiation of renewals. A final settlement of the total consideration shall be completed 18 months thereafter. The company's funds relating to the Norwegian Natural Perils Pool, being NOK 36.3 million as at 30 June 2020, shall subject to necessary approvals by governmental bodies be transferred to Storebrand and compensated on a NOK for NOK basis less a discount of 37.5%. The company shall pay Storebrand a consideration for assuming the risk under the Run-Off Portfolio to compensate for its increased capital costs due to the transaction. The consideration is expected to be low in light of the contemplated execution of the LPT agreements. In addition, the company shall pay a cash payment to Storebrand to cover any difference between transferred rights and assumed obligations. The consideration becomes payable upon completion of the transfer of the Run-Off Portfolio. The transaction is expected to be completed as a portfolio transfer and will be structured in a manner where Storebrand has the right and obligation to offer new insurance policies to the substantial part of Insr's customers. The substantial part of Insr's insurance portfolio will be gradually transferred over to Storebrand as policies are renewed or amended.

Completion of the transaction is conditional on approval by the Norwegian Financial Supervisory Authority, including that Insr maintains a license to operate from the Norwegian Financial Supervisory Authority on conditions that enables Insr Insurance Group ASA to fulfill its obligations under the agreement with Storebran and that the NFSA has not initiated any adverse actions on the company such as public administration, liquidation or winding-up of the company. The transaction is further conditional upon approval by the Norwegian Competition Authority. The transfer of the Run-Off Portfolio is also conditional upon consent from the company's current contractual parties under re-insurance agreements and entry into of retroactive re-insurance agreements (LPT-agreements) under which a third party assumes the run-off risk transferred to Storebrand under the Agreement. The company is currently negotiating with relevant third parties for a timely execution of such LPT agreements. The completion of the transaction is conditional on the shareholders of Insr approving the transaction by a 2/3rd majority at an extraordinary general meeting, which will be held by the end of September 2020. In addition, Insr shareholders representing more than 32% of the share capital have given their support to the transaction and pre-agreed to vote in favour of the transaction at the EGM. The transaction is supported by the Board of Directors of Insr, who has unanimously concluded that the transaction represents the best alternative for shareholders and all stakeholders. As on September 14, 2020, the portfolio purchase agreement remains subject to approval by Insr's shareholders at the Extraordinary General Meeting on October 5, 2020. Approval from the Competition Authority was granted on 25 August 2020. As of September 16, 2020, Norwegian Financial Supervisory Authority approved the deal. On October 5, 2020, the Extraordinary General Meeting of Insr Insurance Group ASA approved the transaction. The transfer process is expected to commence before the end of 2020 and is expected to last until the end of 2021. The agreement will come into force on December 1, 2020. As of June 30, 2021, the transaction is expected to close by mid August 2021. Carnegie ASA acted as financial advisor and Wiersholm, Mellbye & Bech acted as legal advisor to Insr Insurance Group ASA. ABG Sundal Collier Norge ASA acted as financial and Wikborg Rein & Co. acted as legal advisor to Storebrand Forsikring AS.

Storebrand Forsikring AS completed the acquisition of Substantial part of Norwegian insurance portfolio from Insr Insurance Group ASA (OB:INSR) on December 1, 2020.