NN N : Group aounces agreement to acquire a majority stake in Dutch insurance broker Heinenoord

Today, NN Group (NN) announces it has reached an agreement with Qmulus Invest B.V. and AS Holding B.V. to acquire a 70% stake in insurance broker and service provider Heinenoord, for a total consideration of EUR 176 million. In addition, NN will refinance the outstanding debt granted to Heinenoord for an amount of EUR 129 million. The agreement includes an option structure to acquire the remaining 30% of shares by NN within four years, following the closing of the transaction.

Heinenoord is one of the largest insurance brokers and service providers in the Dutch insurance market, offering amongst others policy administration, underwriting services and claims handling. The company is growing rapidly in both revenues and margin, and is active as a broker and mandated agent for a wide variety of non-life insurance products and insurers, servicing both the SME and retail market. Heinenoord is also a service provider for an extensive network of around 500 independent brokers. The company's contribution to NN's operating capital generation is expected to be approximately EUR 25 million per annum in 2023 and is expected to grow significantly in the coming years.

David Knibbe, CEO NN Group: 'NN strongly believes in the future of the intermediary advisory market and the added value that broker advice has for customers. The vast majority of non-life distribution goes through the broker channel. The insurance market is rapidly changing with new customer propositions, consolidation in distribution, digitalisation, and the growing importance of mandated agents and service providers, which offer a broad range of insurance services. As Heinenoord plays an active role in the value chain between customers, traditional brokers and insurance companies, this acquisition will strengthen our distribution capabilities, and reinforce our leading position in the Dutch non-life market. NN is committed to continuing Heinenoord's successful strategy to grow to a top 5 position in the Netherlands. Heinenoord will retain its independent position as a broker, and will remain dedicated to servicing its long-standing customer relationships and partnerships.'

At closing, NN will recognise a financial liability of approximately EUR 85 million in connection with the optional acquisition of the remaining 30% of shares. The transaction, including the option on the remaining shares, will have an expected negative impact on the NN Group Solvency II ratio of approximately 4%- points. The transaction has an envisaged high single digit return on investment, and will be funded from existing cash resources. NN's dividend policy and share buyback programme will not be affected.

The acquisition is subject to regulatory and antitrust approvals and is expected to close at the end of 2021.

• NN Group profile

  NN Group is an international financial services company, active in 20 countries, with a strong presence in a number of European countries and Japan. With all its employees, the Group provides retirement services, pensions, insurance, investments and banking to approximately 18 million customers. NN Group includes Nationale-Nederlanden, NN, NN Investment Partners, ABN AMRO Insurance, Movir, AZL, BeFrank and OHRA. NN Group is listed on Euronext Amsterdam (NN).

• Important legal information

  All figures in this document are unaudited. Small differences are possible in the tables due to rounding. Certain of the statements contained herein are not historical facts, including, without limitation, certain statements made of future expectations and other forward-looking statements that are based on management's current views and assumptions and involve known and unknown risks and uncertainties that could cause actual results, performance or events to differ materially from those expressed or implied in such statements. Actual results, performance or events may differ materially from those in such statements due to, without limitation: (1) changes in general economic conditions, in particular economic conditions in NN Group's core markets, (2) the effects of the Covid-19 pandemic and related response measures, including lockdowns and travel restrictions, on economic conditions in countries in which NN Group operates, on NN Group's business and operations and on NN Group's employees, customers and counterparties (3) changes in performance of financial markets, including developing markets, (4) consequences of a potential (partial) break-up of the euro or European Union countries leaving the European Union, (5) changes in the availability of, and costs associated with, sources of liquidity as well as conditions in the credit markets generally, (6) the frequency and severity of insured loss events, (7) changes affecting mortality and morbidity levels and trends, (8) changes affecting persistency levels, (9) changes affecting interest rate levels, (10) changes affecting currency exchange rates, (11) changes in investor, customer and policyholder behaviour, (12) changes in general competitive factors, (13) changes in laws and regulations and the interpretation and application thereof, (14) changes in the policies and actions of governments and/or regulatory authorities, (15) conclusions with regard to accounting assumptions and methodologies, (16) changes in ownership that could affect the future availability to NN Group of net operating loss, net capital and built-in loss carry forwards, (17) changes in credit and financial strength ratings, (18) NN Group's ability to achieve projected operational synergies, (19) catastrophes and terrorist-related events, (20) adverse developments in legal and other proceedings and (21) the other risks and uncertainties contained in recent public disclosures made by NN Group.

  Any forward-looking statements made by or on behalf of NN Group speak only as of the date they are made, and, NN Group assumes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information or for any other reason.

  This document does not constitute an offer to sell, or a solicitation of an offer to buy, any securities.