A Swiss Re executive said he would not be concerned if the company’s plan announced today to spend $6.8 billion for the bulk of GE Insurance Solutions landed the company on a ratings watch, and three rating agencies obliged.
Fitch Ratings, Moody’s Investors Service and Standard & Poor’s placed Swiss Re on rating watch with negative implications. Moody’s said it placed the company on rating watch for a possible downgrade.
The rating agencies said they were concerned with the complexity of the integration of GE Insurance Solutions with Swiss Re. They noted too the poor performance of GE Insurance. However, the agencies pointed to Swiss Re’s past ability to integrate acquisitions successfully as a positive sign.
Moody’s, which rates Swiss Re at “Aa2,” said that if a review process resulted in a downgrade it “would highly likely be limited to one notch.”
S&P, which put Swiss Re’s financial strength rating at “double-A,” said if the deal goes through as currently planned, the rating would be lowered to “double-A-minus” with a stable outlook.
Fitch, which rates the financial strength at “double-A-plus,” said it expects to resolve the rating level with the close of the transaction in mid-2006.
Speaking to analysts in a conference call today, Jacques Aigrain, chief executive officer designate for the Zurich, Switzerland-based carrier, said the company took the reaction of the ratings agencies into account when deciding to make the deal.
He added that being put on credit watch did not concern the carrier. At worst, he said, a rating adjustment of one notch would not mean a downgrade of the company.
“We have not done this transaction overnight,” he said. “This has been a very deep process, done in excruciating detail.
“We are not driving in the night without headlights,” he emphasized. “We write all business. We know appropriate reserves and adequacy, and we have learned some hard lessons some times. We believe the reserves are adequate at closing.”
As part of the deal that amounts to $8.5 billion with the assumption of $1.7 billion in debt, GE will provide $3.4 billion in additional reserves. GE is also expected to hold more than 10 percent of Swiss Re stock when the transaction is completed.
The deal does not include the acquisition of GE life and health operations, which Mr. Aigrain said was not a good fit. In a statement, GE Corporation said that business is being “downsized.”
John Coomber, Swiss Re’s current CEO, said: “There are a lot of valuable relationships and a lot of opportunity in [GE Insurance Solutions]. This transaction will bring to Swiss Re new clients, new ideas and talented people.”
He noted that the company has grown through acquisition and is well acquainted with the process.
“Event-driven risks are growing larger and liability risks are growing in importance,” said Mr. Coomber, explaining the reason for the acquisition.
“Size and diversification, the ability to diversify risk, has never been more important. For that reason, we believe that the future favors the strong [carriers] that can provide clients with the capacity and security that they need,” he said.
As outlined by Swiss Re, the company sees little overlap in business between it and GE Insurance. GE Insurance’s property-casualty portfolio is made up of largely smaller regional business while Swiss Re is primarily global and national accounts.
Mr. Aigrain said there would be about a 30 percent attrition of GE Insurance business because of Swiss Re’s risk appetite and overlap of a few risk exposures. This would include London market business, retrocession, workers’ compensation and program business.
As a reinsurer, Swiss Re said it would be keeping the retrocession business which GE Insurance currently places elsewhere.
Mr. Aigrain said as far as the renewal season is concerned, “2006 is their business and 2007 is ours.”
Swiss Re gave a broad outline about its plans to integrate the business, which it said would include retaining key people and incorporating Swiss Re’s underwriting standards into GE Insurance.
A company spokesman, Steve Dishart, said GE Insurance would be fully integrated into Swiss Re and would not be a standalone.
Mark Rouck, senior insurance analyst with Fitch, said the deal would make Swiss Re a comparable competitor with number one Munich Re, but he was not comfortable with saying if the Swiss Re would become the new number one. He estimated Swiss Re total premiums could be around $30 billion, while Munich Re was around $25 billion last year.
“They will be the two biggest in the world,” he said.