Bredin Prat advises Covéa in connection with its planned acquisition of PartnerRe from Exor for €7.7 billion

Bredin Prat is advising Covéa in connection with a Memorandum of Understanding between Covéa, a leading French mutual insurer, and Exor, the holding company controlled by the Agnelli family, relating to the planned acquisition by Covéa of PartnerRe, the global reinsurer wholly-owned by Exor.

The cash consideration of US$9 billion (approximately €7.7 billion) to be paid by Covéa at closing of the transaction is based on a consolidated common shareholders’ equity value for PartnerRe of US$7 billion. The preference shares issued by PartnerRe and listed on the NYSE would not be included in the proposed acquisition.

The acquisition of PartnerRe is fully consistent with Covéa’s long-term strategy and represents a key step in Covéa’s development as it creates a top-tier European diversified insurance and reinsurance group.

This transaction with Covéa would reinforce PartnerRe’s development on the reinsurance market.

It is also envisaged that following closing of the transaction, Exor and Covéa would continue their cooperation in reinsurance and investment, with, respectively, the acquisition by Exor of interests owned by Covéa in reinsurance vehicles managed by PartnerRe for approximately €625 million, and reinforcement of the cooperation agreement signed in 2020 in the field of investment between Covéa and Exor.

The proposed transaction is subject to the consultation of the relevant employee representative bodies at Covéa. The parties would like signing of the definitive agreements to take place by the end of 2021 and the transaction to complete by mid-2022, subject to obtaining the prior approvals from the relevant regulatory and competition authorities.

The Bredin Prat team advising Covéa is as follows:

• Corporate: Patrick Dziewolski (partner), Adrien Simon (partner), Jérôme Vincent and Alessia Grassi
• Regulatory: Bena Mara and Arnaud Caillat
• Competition: Pierre Honoré (partner), Valérie Landes (counsel), Solène Hamon and Clotilde Haon
• Employment Law: Laëtitia Tombarello (partner) and Emilie Gatineau
• Tax Law: Anne Robert (partner) and Jean-Baptiste Frantz