23.03.2020 – Helvetia Holding AG

Annual General Meeting to take place without physical participation of shareholders – financing of Caser to be carried out as previously foreseen

Media release

St.Gallen, 23 March 2020

Annual General Meeting to take place without physical participation of shareholders – financing of Caser to be carried out as previously foreseen

As a result of the measures taken to prevent the further spread of COVID-19, the shareholders of Helvetia Holding can exercise their rights at the Annual General Meeting exclusively via the independent proxy. As announced, the General Meeting will decide on the creation of equity capital to finance the acquisition of Caser. Helvetia still has a solid capitalisation.

In view of the current situation regarding coronavirus the Annual General Meeting of Helvetia Holding will be held without the physical participation of shareholders. In general, Helvetia considers itself well prepared for the changed conditions: Solvency and capitalisation according to the S&P capital model are currently within the strategic target range. The dividend is not at risk. The latest developments also do not change the fundamental considerations regarding financing the acquisition of Caser.

The Annual General Meeting will be held in accordance with the provisions of Ordinance 2 of the Federal Council of 13 March 2020 (as of 21 March 2020) on measures to combat coronavirus (COVID-19). The Annual General Meeting will therefore take place on April 24, 2020 at 10:00 a.m. at the Company's headquarters, Dufourstrasse 40, 9001 St. Gallen, Switzerland. Shareholders cannot be granted access to the meeting on site. Voting is only possible via the independent proxy. Shareholders will receive further details with the information letter on the Annual General Meeting.

Creation of share capital of 15 percent for the acquisition of Caser

In January, Helvetia announced its intention to acquire around 70 per cent of the Spanish insurer Caser. The purchase price for a stake of almost 70 percent in Caser is approximately EUR 780 million. While in January the transaction was expected to be completed by the end of May 2020, delays in the regulatory approval process are now possible as a result of the corona virus. It is therefore difficult to estimate the exact date of approval and the associated initial consolidation of Caser into Helvetia Group. Helvetia expects to close the transaction in the course of the summer.

The financing mix communicated in January for the acquisition of Caser continues to be the preferred option: One third of the financing is to be provided by equity and two-thirds by hybrid capital. In this context, the Annual General Meeting will also decide on the creation of authorized capital amounting to 15 percent of the outstanding share capital. The anchor shareholder, Patria Genossenschaft, unreservedly supports this acquisition and the proposed financing. Patria Genossenschaft has also announced its intention to acquire new shares in the event of a capital increase at least to the extent of its current percentage shareholding. Should the capital markets make the intended financing structure more difficult, Helvetia has sufficient liquidity to bridge periods of extreme market distortions.

Unchanged solid capitalisation – dividend in the planned scope

The basis for the financing of Caser is the continued solid capitalisation of Helvetia: The communicated strategic target range of the SST coverage of Helvetia Group of 180 to 240 per cent takes into account a pandemic scenario. The SST ratio as of mid-March remains solid at around 200 per cent and thus still within the strategic target range. The capitalisation according to the S&P capital model is also currently in the strategic target range and that required for the A rating. The impact of COVID-19 on statutory equity and the income statement is significantly lower than on IFRS capital. Furthermore, Helvetia has sufficient economic dividend capacity that can be used for future dividend payments.

This media release is also available on our website www.helvetia.com/media.

For further information please contact:


Susanne Tengler

Head of Investor Relations

Phone: +41 58 280 57 79



Jonas Grossniklaus

Senior Manager Corporate Communications & PR

Phone: +41 58 280 50 33


About the Helvetia Group

In 160 years, the Helvetia Group has grown from a number of Swiss and foreign insurance companies into a successful international insurance group. Today, Helvetia has subsidiaries in its home market Switzerland as well as in the countries that make up the Europe market area: Germany, Italy, Austria and Spain. With its Specialty Markets market area, Helvetia is also present in France and in selected regions worldwide. Some of its investment and financing activities are managed through subsidiaries and fund companies in Luxembourg. The Group is headquartered in St.Gallen, Switzerland.

Helvetia is active in the life and non-life business, and also offers customised specialty lines and reinsurance cover. Its business activities focus on retail customers as well as small and medium-sized companies and larger corporates. With some 6,800 employees, the company provides services to more than 5 million customers. With a business volume of CHF 9.45 billion, Helvetia generated an IFRS result after tax of CHF 538.1 million in financial year 2019. The registered shares of Helvetia Holding are traded on the SIX Swiss Exchange under the symbol HELN.

Cautionary note

This document was prepared by Helvetia Group and may not be copied, altered, offered, sold or otherwise distributed to any other person by any recipient without the consent of Helvetia Group. The German version of this document is decisive and binding. Versions of the document in other languages are made available purely for information purposes. Although all reasonable effort has been made to ensure that the facts stated herein are correct and the opinions contained herein are fair and reasonable, where any information and statistics are quoted from any external source such information or statistics should not be interpreted as having been adopted or endorsed as accurate by Helvetia Group. Neither Helvetia Group nor any of its directors, officers, employees and advisors nor any other person shall have any liability whatsoever for loss howsoever arising, directly or indirectly, from any use of this information. The facts and information contained in this document are as up to date as is reasonably possible but may be subject to revision in the future. Neither Helvetia Group nor any of its directors, officers, employees or advisors nor any other person makes any representation or warranty, express or implied, as to the accuracy or completeness of the information contained in this document.

This document may contain projections or other forward-looking statements related to Helvetia Group which by their very nature involve inherent risks and uncertainties, both general and specific, and there is a risk that predictions, forecasts, projections and other outcomes described or implied in forward-looking statements will not be achieved. We caution you that a number of important factors could cause results to differ materially from the plans, objectives, expectations, estimates and intentions expressed in such forward-looking statements. These factors include: (1) changes in general economic conditions, in particular in the markets in which we operate; (2) the performance of financial markets; (3) changes in interest rates; (4) changes in currency exchange rates; (5) changes in laws and regulations, including accounting policies or practices; (6) risks associated with implementing our business strategies; (7) the frequency, magnitude and general development of insured events; (8) mortality and morbidity rates; (9) policy renewal and lapse rates as well as (10), the realisation of economies of scale as well as synergies. We caution you that the foregoing list of important factors is not exhaustive; when evaluating forward-looking statements, you should carefully consider the foregoing factors and other uncertainties. All forward-looking statements are based on information available to Helvetia Group on the date of its publication and Helvetia Group assumes no obligation to update such statements unless otherwise required by applicable law.