The Board of Directors of ICICI Lombard General Insurance Company Ltd and Bharti AXA General Insurance Company Ltd at their respective meetings on Friday approved entering into definitive agreements for demerger of Bharti AXA’s non-life insurance business into ICICI Lombard through a Scheme of Arrangement.
Based on the share exchange ratio recommended by independent valuers and accepted by the respective boards the shareholders of Bharti AXA shall receive 2 shares of ICICI Lombard for every 115 shares of Bharti AXA held by them as on the date on which the Scheme of Arrangement is approved by the Board of Directors of ICICI Lombard and Bharti AXA.
The combined entity will have a market share of 8.7% on pro-forma basis.
Through this proposed transaction, ICICI Lombard will augment its distribution strength with Bharti AXA’s existing distribution partnerships.
The closing of the proposed transaction is subject to various conditions precedent, including regulatory approvals from the Insurance Regulatory and Development Authority of India, Competition Commission of India, SEBI, Stock Exchanges, RBI, NCLT and approval of shareholders of both companies.
When the scheme becomes effective, the non-life insurance business will be demerged from Bharti AXA into ICICI Lombard, the companies said in a statement.
Bhargav Dasgupta, MD and CEO, ICICI Lombard General Insurance said, “This is a landmark step in the journey of ICICI Lombard and we are confident that this transaction would be value accretive for our shareholders.”
“We would also like to reassure Bharti AXA’s policyholders and channel partners of seamless business continuity and maintaining highest standards of customer service,” he said.
Rakesh Bharti Mittal, Chairman, Bharti AXA General Insurance said, “Over the past few years, our business demonstrated consistent growth, forged productive partnerships and increased the distribution footprint significantly.”
“We are confident that the proposed amalgamation of our business with ICICI Lombard will bring greater business synergies and create value for all stakeholders,” he said.
