Chubb explores acquiring $22 billion rival Hartford

Chubb Ltd., the global insurer led by Evan Greenberg, proposed purchasing Hartford Financial Services Group Inc. for about $23.2 billion in cash and stock in what could be one of the industry’s biggest deals in years.

The New York-listed insurer’s offer -- mostly in cash -- values Hartford at $65 a share, Chubb said late Thursday in a statement. That’s about a 13% premium to Hartford’s closing price Wednesday of $57.41. Hartford shares surged past the offer price to more than $68 apiece after Bloomberg reported that Chubb had approached Hartford about a deal.

A combination “would be strategically and financially compelling for both sets of shareholders and other constituencies,” Chubb said in the statement. The company is “looking forward to constructive, private discussions in order to expeditiously consummate a fair transaction.” Chubb said it hasn’t received a response from Hartford.

Acquiring Hartford would expand Chubb's reach into the small-business insurance industry and add a fund manager and employee benefits operation.

The preliminary takeover bid was reported by Bloomberg earlier in the day. Deliberations are at an early stage and may not lead to a transaction, people familiar with the matter said, asking not to be identified because the discussions are private.

Hartford confirmed the news later Thursday and said that its board is reviewing the proposal with advisers.

Shares of Hartford have more than doubled over the past year, for a market value of about $24 billion as of Thursday. The stock jumped as much as 20% on the Bloomberg report. It settled at $68.15 at the close of regular New York trading, for a 19% gain.

Chubb shares have gained 68% in the past 12 months, hitting all-time highs recently and valuing the business at $76 billion. Shares fell 3% Thursday.

Greenberg, 66, built the business into a mammoth insurer by combining Ace Ltd., the company he ran, with Chubb Corp. in an almost $30 billion deal in 2016. The son of former American International Group Inc. Chief Executive Maurice “Hank” Greenberg, he has transformed Chubb into a firm with huge footholds in both personal and commercial lines. The company calls itself the world’s largest publicly traded property and casualty insurer, with operations in 54 countries and more than 30,000 employees, according to its website.

Hartford has long been considered a potential takeover candidate for the biggest insurers in the U.S., including Chubb, which could reap sizable cost savings, as well as major players in Europe, such as Allianz and Zurich Insurance Group. The Swiss insurer agreed in December to buy MetLife Inc.’s U.S. property and casualty business for $3.94 billion.

A representative for Allianz didn’t immediately respond to a request for comment. A spokesperson for Zurich declined to comment.

The property-casualty insurance sector has been an active area for mergers and acquisitions in recent years. Allstate Corp. struck a deal last year to buy National General Holdings Corp. for $4 billion in the insurer’s largest purchase on record, and Axa bought XL Group Ltd. for more than $15 billion in a 2018 transaction.

Hartford, led by CEO Chris Swift, traces its roots back more than 200 years. It offers a range of property and casualty insurance, including automobile policies, homeowners’ coverage and small-business insurance. It also has a mutual fund arm with about $139 billion under management, its website shows.

Hartford reported last month that fourth-quarter core earnings rose 22% to $636 million, beating estimates.

WHAT ANALYSTS SAY

“An acquisition could be complementary for Chubb, an established consolidator that integrated the $28.3 billion Ace/Chubb deal and emerged with industry-leading margins," said Matthew Palazola, an insurance analyst at Bloomberg Intelligence. "Hartford could more than double Chubb’s premiums among U.S. small- to middle-market clients, a sector where competition is heating up. Hartford’s personal lines’ profitability has been improving and may fill gaps where Chubb isn’t active.”

Hartford would help Chubb expand further in sectors including auto and home, as well as small-business insurance and employee benefits. The company is a much more streamlined version of the business that took a bailout in the financial crisis. The insurer drastically reduced its exposure to annuities, a product that hit the operations hard during the credit crisis, through a series of sales of a business later called Talcott Resolution Life Insurance Co.

The deal makes sense, David Havens, a credit analyst at Imperial Capital, said in a note to clients. “Hartford is a bit sub-scale, and Chubb could benefit from beefing up U.S. scale.”

RBC Capital Markets analyst Mark Dwelle said in a note to clients that Hartford’s auto and home business that targets mass-market AARP customers differs greatly from Chubb’s high-net-worth focus.

“Hartford has an attractive small-business insurance franchise which would be additive to Chubb’s platform, but their specialty and middle-market businesses are considerably less profitable than Chubb’s and likely would require substantial re-underwriting,” Dwelle wrote.

The Hartford, Connecticut-based company ranks as the second-biggest provider of workers’ compensation insurance in the U.S., according to A.M. Best Co.