Finish insurer Sampo has obtained all the necessary regulatory approvals for the exchange offer to the shareholders of P&C insurer Topdanmark.
Back in June Sampo announced its intentions to acquire all of the outstanding shares in Topdanmark not already owned for 33 billion Danish Krone (€4.42 billion).
The deal is subject to a number of regulatory approvals, with the settlement and completion of the offer expected to occur during September 2024.
These approvals include the authorisation for a foreign direct investment and to complete the Offer pursuant to the Danish Investment Screening Act (Consolidated Act No. 1256 of 27 October 2023, as amended) (the DIS Act), which have now been obtained.
“Following today’s receipt of the FDI authorisation from the Danish Business Authority, all regulatory approvals upon which the Offer will be conditioned have now been obtained,” Sampo stated.
Adding: “Completion of the Offer, when made, will remain subject to the satisfaction or waiver by Sampo of certain other customary conditions to be set out in the offer document, including, among others: (i) Sampo gaining control of shares representing more than 90 per cent of the outstanding shares and votes in Topdanmark (excluding treasury shares) and (ii) the shareholders of Sampo adopting the necessary resolutions to enable the issuance of the share consideration. The Offer will not be made subject to any competition clearances.”
Following the approval by the FIN-FSA, Sampo will publish an offer document with the offer’s terms and conditions.
The insurer already owns around 48.5% of Topdanmark, with this new consideration representing a premium of around 27%.
With the addition of Topdanmark to its If P&C Insurance segment, Sampo expects to consolidate its leadership position in the Nordics.
Torbjörn Magnusson, Group CEO, Sampo, commented: “By combining the businesses in a fully integrated Nordic operating platform, we can unlock growth and attractive synergies that will strengthen our position as a leading Danish P&C insurer. I am pleased to be able to present this offer to all Topdanmark’s other shareholders today and invite them to join us on this journey.”
Additionally, Sampo’s Board of directors plans to appoint Peter Hermann, Group CEO of Topdanmark, as Deputy CEO of If P&C, and Sampo Group Executive Committee member.
Hermann would remain as Group CEO of Topdanmark until the integration into If P&C is completed, Sampo explained. Meanwhile, Morten Thorsrud will continue as CEO of If P&C Insurance Holding.
