Tokio Marine to Acquire Delphi Financial

Tokio Marine Holdings Inc. (TMHD) will acquire all outstanding shares of Delphi Financial Group Inc., a financial services holding company comprised of specialty life and P&C insurance and insurance-related businesses. The transaction is for $43.875 per Class A share and $52.875 per Class B share in cash, through TMHD's wholly owned subsidiary, Tokio Marine & Nichido Fire Insurance Co. Ltd. (TMNF). In addition, Delphi shareholders will receive $1 in cash per share, pursuant to a one-time special dividend from Delphi for each share of Class A and Class B stock they own. The total transaction value is around $2.7 billion and is expected to close in the second quarter of 2012.

Tokio says the acquisition of Delphi complements Tokio Marine’s presence in the U.S. P&C market, and marks its entrance into the U.S. life insurance market. Delphi has three main subsidiaries. Delphi’s life insurance subsidiary, Reliance Standard Life Insurance Co., underwrites a diverse portfolio of group employee benefits and also markets asset accumulation products, primarily fixed annuities, to individuals. Its P&C subsidiary, Safety National Casualty Corp., is the longest tenured insurer in the excess workers’ compensation market in the United States. A third subsidiary, Matrix Absence Management Inc., provides integrated disability and absence management services to the employee benefits market.

Tokio says Delphi marks Tokio Marine’s first significant acquisition in the United States since it acquired Philadelphia Consolidated in December 2008. Delphi and Philadelphia Consolidated are complementary and provide a unique opportunity to leverage their respective strengths, while further diversifying Tokio Marine’s international business.

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