Hellenic Bank confirms talks to acquire CNP Cyprus for €182 million

Hellenic Bank on Thursday announced that it has entered into exclusive negotiations and a put option with CNP Assurances for the acquisition of its subsidiary CNP Cyprus Insurance Holdings Limited, which operates in Cyprus and Greece.

CNP Cyprus Insurance Holdings Limited consists of CNP Cyprialife Ltd, CNP Asfalistiki Ltd, CNP Zois SA and CNP Cyprus Properties Ltd, among others.

“Under the put option, CNP Assurances has the option to sell and Hellenic Bank is irrevocably committed to acquire CNP Cyprus Insurance Holdings if such option is exercised,” the bank said in a statement.

Moreover, the announcement explained that in accordance with French law, the next step will be the information and consultation of CNP Assurances’ European Works Council.

The transaction would then be subject to regulatory approvals (including by the Commission for the Protection of Competition) and it is expected to be completed by the first quarter of 2025.

“CNP Cyprus Insurance Holdings Limited is a leading insurance operator in Cyprus,” the announcement mentioned, noting that “it offers life and general insurance products and services through the largest network of independent agents in the country,” the announcement mentioned”.

During 2023, CNP Cyprus had approximately 330 employees and generated €236 million of gross premiums with market shares of approximately 24 per cent and approximately 15 per cent in life and general insurance, respectively.

The bank said that the transaction is “expected to be a significant milestone for growing and further strengthening the bank’s insurance operations, enriching the products and choices offered to an enlarged customer base”.

“Upon the completion of the transaction, the bank is expected to have a leading position in the insurance market in Cyprus, with market shares of approximately 30 per cent and approximately 23 per cent in life and general insurance, respectively,” the announcement added.

The bank also stated that the total consideration is expected to be €182 mn, representing a price-to-book value ratio of 1x (P/BV3) with an estimated capital impact of approximately 2.6 percentage points.

“Taking into account the bank’s strong capital position with a total capital adequacy ratio of 28.4 per cent on 31 December 2023, the pro-forma capital adequacy ratio is expected at approximately 25.8 per cent, upon completion, well above the minimum regulatory requirements,” the bank explained.

Furthermore, the transaction is expected to strengthen the bank’s position in the insurance market and create revenue synergy opportunities, thereby increasing the insurance income and enhancing the quality of the bank’s profitability.

The bank said that at the current stage, the existing operations of the involved companies remain as is and the companies will continue to operate autonomously and independently.

The insurance contracts of the insurance companies, CNP Cyprialife and CNP Asfalistiki, as well as Hellenic Life Insurance and Pancyprian Insurance, remain in effect and the benefits, rights and obligations of customers are not affected.

The bank’s Interim Chief Executive Officer Antonis Rouvas said that “with this transaction, the bank will significantly strengthen its insurance operations and become a leading financial services group with a strong presence in the banking and insurance sectors in Cyprus”.

“We are excited for the transaction that would be complementary to our business model and will offer significant growth potential,” Rouvas added.

“We aspire to combine the strengths, the know-how and valuable experiences of all staff of CNP Cyprialife, CNP Asfalistiki, Hellenic Life Insurance and Pancyprian Insurance to modernise and upgrade our services and to expand our insurance product range to meet our customers’ needs and offer upgraded service to the market,” the interim CEO concluded.

The announcement also clarified that the bank has been advised by BNP Paribas on M&A, Ioannides Demetriou LLC on legal matters, Cronje & Yiannas Actuaries and Consultants Ltd on the actuarial and HR matters and Deloitte Ltd on financial and accounting matters.

Finally, the announcement stated that “to the extent required by applicable laws and regulations, the bank will keep the investors informed of any developments on this matter”.