M&A in the financial sector

Dispute over the takeover of Nürnberger Versicherung

Activist investor 7Square warns against the takeover of the Nürnberger Versicherungsgruppe by the Austrian competitor VIG. A sale of the life insurance portfolio to investors such as Allianz would be preferable for shareholders.

Dispute over the takeover of Nürnberger Versicherung

The activist investor 7Square from Frankfurt is interfering in the planned takeover of the Nürnberger Versicherungsgruppe by the Vienna Insurance Group (VIG). „We are convinced that the acquisition of a controlling majority in Nürnberger by VIG is extremely disadvantageous and destructive to value for the company and its shareholders and should not be further supported by the management board,“ writes 7Square founder Thomas Schweppe, a former Goldman Sachs M&A banker, to Harald Rosenberger, CEO of the group's parent company Nürnberger Beteiligungs-AG, as well as the other six members of the management board and the supervisory board.

„The acquisition of a majority stake by an investor without an acquisition offer to all shareholders that reflects the inherent value of Nürnberger will permanently reduce the value of the shares for all remaining shareholders,“ according to the letter dated Tuesday (August 12), which is available to Börsen-Zeitung. „The majority acquisition will enable some of the shareholders to sell their shares, while all remaining shareholders will be at the mercy of the future majority shareholder.“ The largest shareholders, apart from the 26% free float, are Munich Re with 19.1%, the investment company Neue Seba of the Techno Einkauf car dealership group with 18.8%, and the Bavarian Pension Fund with 16.3%, some of which have been passive shareholders for decades.

VIG „unsuitable“

VIG is considered „unsuitable“ for implementing the necessary „drastic measures“ to ensure the profitability of the life insurance and damage and accident divisions. The current market valuation of 700 million euros is not an indicator of the inherent value. „We are convinced that the achievable value of the Nürnberger Group's equity capital is between 1.4 billion and 1.6 billion euros (or 119 to 143 euros per share, respectively).“ To achieve this value, 7Square wants to sell Nürnberger's billion-euro life insurance portfolio. Potential buyers include investors such as Allianz subsidiary Viridium, Athora, and Sixth Street.

As VIG and Nürnberger announced on August 8, they are in discussions about a strategic partnership. The due diligence process is underway, and the Austrians want to acquire more than 50%. A decision is expected in the fourth quarter. According to 7Square, Nürnberger should instead be offered for sale more broadly. Nürnberger, which has attracted attention with a helicopter landing pad on its main building, posted a loss of 77 million euros in 2024. The share price has fallen by 30% to 60 euros since 2022. As the share is listed on the open market, no mandatory offer is required for an acquisition of more than 30%.