ASR Nederland N.V. (AMS:ASRNL)
Netherlands flag Netherlands · Delayed Price · Currency is EUR
64.56
+0.58 (0.91%)
Apr 30, 2026, 5:38 PM CET
← View all transcripts

Business Combination

Oct 27, 2022

Michel Hülters
Head of Investor Relations, ASR Nederland

Good morning, ladies and gentlemen. Thank you for joining us today. Welcome to the ASR Conference Call on the announced transaction earlier this morning. On the call with me today are Jos Baeten, our CEO, and Ewout Hollegien, our CFO. They will discuss the compelling rationale of this transaction and the financial merits that we have disclosed this morning. Now, Jos will kick off, and then Ewout Hollegien will follow up on that later. After this session and the short presentation, we'll have ample time for Q&A, but the total session will last about 45 minutes. As usual, please do review the disclaimer that we have in the back of the presentation for any forward-looking statements. Now, having said that, Jos, the floor is yours.

Jos Baeten
CEO, ASR Nederland

Thank you, Michel, and good morning, everybody. I'm sure you have seen our announcement of this morning. I will keep my remarks short to allow maximum time for questions. Clearly, today, for us, is a very important day. We're excited to announce that Aegon, uh,and Aegon NL sorry that's ASR and Aegon NL, two renowned Dutch companies and deeply rooted in Dutch society, will combine their businesses to create a strong and sustainable leading insurer in the Netherlands. Let's move to slide two. This compelling end market consolidation is strategically a fantastic move for ASR that I can summarize in five main points. First of all, it materially strengthens the position of our joint businesses. Secondly, it creates an even stronger foundation for long-term sustainable growth from which all of our stakeholders will benefit.

Thirdly, the transaction offers substantial synergies and a return well above our hurdle rates while maintaining a robust balance sheet. Fourth, the presence of a fin at Aegon will help to accelerate the implementation across the businesses in the coming years. And finally, we are highly confident in the speed and implementation of the integration based on our extensive experience. Let's take a look at the financial metrics at the next slide three. The transaction is about a total consideration of EUR 4.9 billion, comprising EUR 2.5 billion cash consideration and 29.99% equity stake, which is based on the close of yesterday, representing a value of EUR 2.4 billion. The capital investment amounts roughly to EUR 4.3 billion, which takes into account the capital benefit from the life synergies.

Excluding leverage, this delivers an above 14% ROI, largely above the M&A hurdle rate of 12%. Please note that we get the Aegon NL business without any debt on their balance sheet. We believe we can deliver on the integration plan, which in turn means roughly EUR 185 million run rate cost synergies, a number we expect to achieve three years after close of the transaction. The OCC uplift will be around EUR 600 million, unlevered, and including the synergies. Quite compelling numbers, we believe.

As a signal of confidence in the merits of the transaction, we will offer shareholders a dividend step-up of 12% to EUR 2.70 per share for full year 2022, and will commit to a higher progressive dividend growth of mid-to-high single digits per annum until 2025. This is an uplift of the earlier announced low-to-mid single digit growth, as you may remember. As part of our stated policy in case of larger M&A, our share buyback program is halted. Let's move to slide four. Let's talk a little bit about the business rationale of this transaction, which is clearly strengthening our strategic positioning across all pillars. It delivers on all the key actions of our existing strategy, which we presented in the investor update in December last year.

Highlighted here on this slide are some topics where this transaction has the greatest impact. First of all, in pensions, in particular pension DC, this transaction offers skills and growth opportunity where we combined are the number two player in the market due to the pension reform, a market that due to the pension reform will move further in that direction. Integrating large life insurance books obviously drive a large part of the significant cost synergies we can achieve. As we have integrated various admins in the past years, we have high confidence we will deliver on this successfully. Of course, the transaction is also beneficial for our existing non-life business, adding scale on a very efficient platform. Let's now have a look on slide five how the combination looks.

Both in life as in non-life, we improve our market positions, and the transaction reinforces our overall number two position in the consolidated Dutch market with almost 25% market share excluding health. We're the number one has around 28%, the number three 17%, and the number four 8%, confirming our market leading position in the Dutch insurance space. The pie charts on the top show that we grow almost EUR 2 billion in premiums and achieve a more balance between life and non-life. The pie charts in the bottom half are actually quite interesting. As you can see, the composition of the operating result does not change all that much. We really understand the dynamics of the sources of income.

Our businesses have been generating very predictable results, and frankly, with the addition of the Aegon NL business, we believe we can maintain to be in such a position with high visibility on the results. On slide six, some further insights. Here we show the highlights of the compelling rationale on a business line level. For sake of time, I will not mention all. In non-life, it reinforces our number one position in disability and our strong number three position in P&C. It enhances profitability of the total portfolio through our underwriting skills, cost discipline, and scale benefits. In our fee-based business, we are in the new combination market leader in IORP and Pension DC, which is underpinned by scale and skills. We can leverage Aegon's strong brand in pensions and mortgages, where we can benefit from Aegon's distinct mortgage sourcing and funding capabilities.

In addition, Robidus and Nedasco complement our existing D and S capabilities and increase capital-light fee income. Finally, in our service books, we can capture significant synergies as well. We will rationalize and migrate service books, individual life and pension DB, to our proven and most efficient servicing platform, and we will leverage the operational excellence of TKP in the pension DB area. Let's have a look at the cost synergies on slide seven. This slide shows an indication of the sources and timing in cost synergies. I should point out that the charts are just for illustrative purposes. We expect the synergies to arise from integrating operational and support activities, mainly from scale in life and non-life and mortgages. The target operating model will be making use of the operations of both ASR and Aegon.

The run rate cost synergies EUR 185 per annum, pre-tax and net of restructuring costs, are expected to materialize three years after closing. We can grow into that number over time as we integrate the businesses. Certain staff functions are expected to be integrated within the first year after closing. The non-life integration is expected to be completed within two years of closing, and the majority of synergies from individual life, pension DB and mortgages are expected to be realized three years after closing. I now will hand over to Ewout for some detail on OCC return on invested capital and, of course, the strength of the balance sheet.

Ewout Hollegien
CFO, ASR Nederland

Yes. Thank you, Jos. Let me start with the OCC, the capital investment in the ROI. On the top of this slide eight, we show how the OCC will grow from this transaction, and in the lower half, we show the invested capital. To note, we have based our calculations on a run rate OCC three years after closing. Aegon NL standalone comes in at a run rate of EUR 530 million. This. The number is underpinned by our own business plan on Aegon NL and on our OCC methodology to make it like for like. There's no de-risking included. Cost synergies in OCC are around EUR 70 million. Please note that this covers all synergies excluding the life synergies which are capitalized in the Solvency II ratio.

The standalone plus synergies brings us to EUR 600 million on an unlevered basis. Now on the invested capital. Firstly, the consideration of equity and cash, totaling approximately EUR 4.9 billion. We deducted the capitalized cost synergies from the life book and included some capital synergies which are offset by restructuring expenses. This gets us to a tangible capital investment on an unlevered basis of about EUR 4.3 billion. By the way, if our share price yesterday would have closed EUR 0.02 lower, the number would have been EUR 4.2 billion, so it's definitely a rounded number. If we assume parts of funding comes from Solvency II compliance instruments, this will bring down the capital investment further. Where the unlevered ROI is above 14%, the levered ROI will exceed 20%. Very attractive and exceeding the hurdle rates.

If you are more traditional investor that does not capitalize the cost synergies, the OCC would go up with approximately EUR 70 million, and the unlevered ROI will still be around 14%. Please note, ROI is excluding the capital relief that the PIM will or might bring in the coming years after introducing this on ASR's portfolio. Let's turn to slide nine. On the left, we show that the pro forma OCC run rate is expected to amount to approximately EUR 1.3 billion. As mentioned, Aegon NL contributes approximately EUR 600 million after synergies, and the EUR 1.3 billion also includes financing expenses, where the overall expenses will of course be dependent on the mix of equity eligible instruments. In any financing mix, this will leave us with about double-digit OCC this year. Due to this deal, we will halt the buyback program.

Having said that, given the additional capital that we generate, we feel comfortable to show considerable increase in dividends. The dividend per share that we announce today will more than offset the stop of the SBB program. To shortly talk you through, step-up immediately of 12% this path to 2.60 this year, and we will continue with the progressive dividend going forward, but at a higher rate than before. Mid- to high-single digits% until 2025. The dividends effort will be independent from the potential uses of mandates to issue shares up to 10% of our current outstanding shares. All in all, an in-market consolidation that yields return over and above our hurdle rates and delivers double-digit increases in dividend to shareholders.

The presence of the PIM in Aegon NL will help us to accelerate the implementation of it across the Asia business in the coming years, being another driver for growth. Let's move to slide 10. This slide shows strong pro forma Solvency II benefits. Given that we acquire a debt-free balance sheet, these metrics show that financing through debt is very feasible. On a combined basis before financing, pro forma under 61 would amount to around EUR 9 billion, providing us with Solvency II headroom of approximately EUR 1.6 billion in both RT1 and Tier 2 and Tier 3 combined, so ample financial flexibility. Bridge financing is in place and financial leverage to remain well within the limits and below the 35% we have as an internal soft limit.

Jos and myself have spoken to S&P before the announcement of this transaction, and we are confident that our rating and the stable outlook will be maintained after this announcement. Let's turn to slide 11 for pro forma Solvency II ratio development. Based on the half year 2022 figures, the pro forma Solvency II ratio is expected to remain strong at a level north of 190%. That includes harmonization of assumption in Aegon technical provision with that of ASR and EUR 500 million cash out from ASR balance sheets due to the transaction. After the synergies and legal mergers of entities have been realized, solvency ratio is expected to increase to above 200%.

Given that the balance sheet almost doubles in size, I am really happy to see this transaction underpins our robust and sustainable capital position. In this number, we assume continuation of Aegon Life Virtual Internal Model, which will be an accelerator for the implementation of the PIM of our combined businesses. The move to a virtual internal model for ASR is expected to take place in three steps, as mentioned on the slide, and of course, subject to regulatory approval. My expectation is, however, that implementation will take place between two to four years. This will provide room in our capital position that we can deploy for further profitable growth. Before I will hand over to Jos, I would like to say something because I know Jos will not mention it himself.

I hoped that I got rid of Jos after the AGM of 2024, but he committed himself to lead and oversee the integration, and his term will be extended to the AGM of 2026. Congratulations on this, Jos. Now back to you.

Jos Baeten
CEO, ASR Nederland

Thank you, Ewout. Ladies and gentlemen, so far we have seen a lot of important slides on the strategic rationale and the transaction and the financial equation. Actually, this is the slide that shows what we will be working on for the next three years. Let's make no mistake, this is a large transaction. We are fully aware of that, and we need to do this right. Given our strong record and experience from past acquisitions and system rationalization, I am confident that we will make this work. As you can see in the indicative timelines on the upper right part of the slide, we have identified for each business line what needs to be done and when we expect to do it, with the majority of business lines integrated within two years after closing. For some books, the integration does not start immediately.

Let me give you one example. For Individual Life, the integration does not take three years, but we will start with integrating this after we have successfully adopted the Life PIM to maximize return. The integration plan is key to realize the EUR 185 million run-rate cost synergies we mentioned earlier. This will be the center of our focus for the coming three years in a combined company that will have over 6,500 employees and more than 6.5 million customers. Let's turn to slide 13 for the transaction terms. I don't think I need to go through it and, in the interest of time, let's wrap up.

This compelling end market consolidation is strategically a fantastic move for ASR that materially strengthens our position of our joint businesses. It creates an even stronger foundation for long-term sustainable growth from which all of our stakeholders will benefit. Transaction offers substantial synergies and a return well above hurdle rates while maintaining, as already mentioned by Ewout, a very robust balance sheet, which can be further optimized through the accelerated adoption of PIM in the coming years. Finally, we are highly confident in the speed and implementation of the integration based on our extensive experience. Having that said, let's go into Q&A if there are any remaining questions.

Michel Hülters
Head of Investor Relations, ASR Nederland

Yeah. Can I have a small favor to ask? If you could limit the number of questions to two, because of the limited time we have left for this call. It gives everybody an opportunity to at least ask two questions. If there's time over, we can do another round of questions. Please limit it to two in the first round. Thank you.

Operator

At this time, I would like to remind everyone, in order to ask a question, press star, then the number one on your telephone keypad. We'll pause for just a moment to compile the Q&A roster. Your first question comes from the line of Cor Kluis from ABN Amro - Oddo BHF.

Cor Kluis
Equity Analyst, ABN Amro - Oddo BHF

Hello. Good morning. Indeed, Cor Kluis of ABN Amro - Oddo BHF. Congratulations. You've done it. It's very impressive that you've reached this deal. Congrats. A few questions. First of all, on the timing on the PIM. You mentioned two-four years. Could you give a little bit more granularity on have you already discussed this? To what extent you have discussed it with De Nederlandsche Bank, is that easy? Has ASR already prepared itself for partial PIM for a certain part? Somewhat more granularity on that part. The other part is the synergies. It looks a little bit conservative, and with EUR 85 million in synergies.

On that slide you give, I think, a little bit composition of the synergies, one third of life, one third non-life, one third fee business. You say it's illustrative, but yeah. Especially the life part. Could you elaborate a little bit more on the size of the life synergies? Because I would estimate that there should be clearly more potential in that line. The last one is on the bank. You just sold your bank. Now you're acquiring again a bank. What's your view on that? That's my yeah. Those are my questions.

Jos Baeten
CEO, ASR Nederland

Cor, we always thought that you were a brilliant analyst because you're one of the few people that already elaborated a little bit on this potential combination. I have to change my view because you asked three questions and the limit was two. Let's start with the second one on synergies. You should be aware that this is a transaction that we have prepared with Aegon Group to overcome that there were early leaks, we didn't have a lot of conversations already with our new colleagues. This is based on our view and I think it's a fair number. It will mean a lot of work.

It will be in the fee business, in the pension business, in the mortgage business, in Individual Life, of course. A little bit less given the different sizes in non-life. Exact numbers in terms of split are difficult to give. I think it's wise to have first a discussion with our new colleagues. Because you're the only one to pre-announce this transaction a couple of years ago, on your third question, yes, as from closing, Knab will be part of ASR Group. We are happy with the brand. We haven't discussed yet with anybody on Knab side, on the future.

The first thing I think is important to have a view from Knab's management, what's their view going forward. What that will mean in the future, we will see. On the PIM, I think Ewout is happy to give his reflection.

Ewout Hollegien
CFO, ASR Nederland

Absolutely. Absolutely. Thanks, Cor. On the timing of the PIM, we also put that on the slide. We actually see three phases. One is that we introduce the PIM that Aegon Life currently have for our own book. That will take probably two-three years. Thereafter, we will include additional modules to that PIM. For example, a module on mortality, because we have an, as you know, a large funeral book. But also on rural real estate. That's the second phase. Will probably take another year. Thereafter, we will also do implement a PIM for the non-life operations. That will be phase III.

All in all, we expect to go through this phase in two-four years from closing. Having said that, you have other questions. One was, has the regulator been involved in this about this thinking? The key tenets of the transaction have been discussed with DNB. And we have a good working relationship with the regulator and have a clear view on what they require from implementing the PIM. You also ask, will that be easy? No. A PIM implementation will not be easy. It will require hard work from our teams.

We are confident that we will make it by the end of the day to introduce the PIM. That's also because of the case, and we have said that in the past, that already in company we are running an own model. That's not an internal model, but we are running an own model. We in a way have prepared ourselves for going into a partial internal model once. Of course, doing a formal application is something different. We again are convinced that the path that we present, that we are able to make that.

Cor Kluis
Equity Analyst, ABN Amro - Oddo BHF

Okay, very clear. Thank you very much.

Operator

Your next question comes from the line of Ashik Musaddi. Your line is open.

Ashik Musaddi
Head of European Insurance Research, Morgan Stanley

Yes, really congratulations for this deal. It's a phenomenal one, a pretty big one, so well done. Just a couple of questions I have is, first of all, you gave the number about synergies, as Cor was asking about that as well. Is there any basis you can say on what basis have you given this EUR 185 million is as a percentage of the cost base of Aegon? Is this an industry trend? On what basis have you arrived at this EUR 185 million, and specifically for life business? Would be good to know that. That's one. Second thing is, if I look at the asset allocation of Aegon's Dutch business and your business, it's very different. Aegon is very, very heavier weight on the Dutch mortgages.

How do you think about asset allocation? Do you foresee any asset allocation changes? Would you say that, is there more money to be made in your, say, thought about asset management? Or would you say that the current, all these numbers are based on where we are at the moment or the asset allocation at the moment? Thank you. Sorry, one more small question. Is on your financing, you mentioned there is a chance of new shares to be issued. Under what scenario would new shares be required? Sorry, just one more.

Jos Baeten
CEO, ASR Nederland

First of all, the synergies are based on the joint cost base as it is today. That's our starting point. The cost of Aegon Nederland, our costs, those two added together, and from there, we will reduce the costs over time. In the first year, we will have a bit more integration costs, and they will fade out over time. In total, the run rate in year three after closing, we assume, will be EUR 185. It's too early to specify this over the different business lines. Of course, after as I said to Cor, we have had a conversation with our new colleagues, then we might come up with more detailed numbers on that. But it's just too early. But we're pretty confident that the 185 is a realistic number going forward.

Then your second question was on asset allocation in the new combination, starting from a higher level of mortgages in the Aegon portfolio.

Ewout Hollegien
CFO, ASR Nederland

Yeah. It's a good question. Of course, we have looked to the investment portfolio of the Aegon NL business. In general, we believe it's a very effective investment portfolio. That's why, and I also mentioned it already, is we didn't include additional OC coming from re-risking. When we look to the overall portfolio, we do indeed see that we can optimize a bit more. When we compare it to our own portfolio, we have a bit more in equities, and we have a bit more in real estate, and that could also be over time, a pathway that we can walk. Again, we did not include it in the OC as presented.

Jos Baeten
CEO, ASR Nederland

On your last question on the financing, I think read the press release carefully. We will do the financing through a number of ways from our own balance sheet and adding some Solvency II compliant financial instruments, all within the already being in place allowance from our AGM.

Ashik Musaddi
Head of European Insurance Research, Morgan Stanley

Okay. Sure. Thank you.

Operator

Your next question comes from the line of Mr. Andrew Sinclair from Bank of America.

Andrew Sinclair
Managing Director, Bank of America

Thank you. Two from me. First, and again, congratulations from me on the deal. It's hugely impressive. Well played. So two from me. First, was just on the capital synergy benefits. Good to know on the timing, but there's quite a lot of detail or decent detail on cost synergy benefits, but not really much in terms of actually the quantification of the capital synergy benefits from moving to the Partial Internal Model. Can you give us any more color around that? And secondly was just to dig a little bit more into the funding costs, funding methods for the transaction.

Like I can see that you can issue debt, and you said you've left yourself open to issuing equity if you so decide. It looks to me like you've got enough headroom that you wouldn't need to issue equity if you want to just fund this with debt. Can you just give any more color there? Would you feel happy to just be doing this with debt issuance? Thanks.

Ewout Hollegien
CFO, ASR Nederland

Okay. Yes, thank you. Thank you for these questions, Andrew. To start with the capital synergies that we expect that comes from the introduction of the partial internal model of the ASR portfolio, please bear with us, that is difficult now to comment on any exact number because you have to run a decent process, and you don't want to now already assess a number on that. Having said that, I think in the market over the past couple of years, there is a lot of stuff being written about the benefit that you will get from introducing the PIM.

When you then divide it by two, because probably the combination, it will be twice as big, and Aegon NL already has an internal model. I would say that would give a sense of the capital synergies that you get from that. That's on the capital synergies benefit on the internal model. There are also some capital synergies by combining these businesses. These will be roughly around EUR 150-200 million, and that exact number is offset by also the restructuring expenses that we included in the capitalized synergies that we have put on the slide. That is on the capital synergies case.

On the financing mix, I think it's I reiterate what you actually have said. On the other hand, we will look for the optimal balance between equity and debt, maintaining strong balance sheet, ensuring that the dividend per share is attractive, ensuring that the OC per share is attractive, and we will balance that in total by determining the financing mix.

Andrew Sinclair
Managing Director, Bank of America

Great stuff. Thanks, guys.

Jos Baeten
CEO, ASR Nederland

Maybe to add one thing, you may have heard it, and there is already a bridge in place for the financing at closing.

Operator

Okay, your next question comes from the line of Farooq Hanif from JPMorgan Chase.

Farooq Hanif
Managing Director and Head of European Insurance Research,, JPMorgan Chase

The same thing, but what are your views on the lockup? I mean, you must have had conversations with Aegon. What are your views on what their intention is about holding such a big stake in you? Secondly, can you talk about revenue synergies quickly? You know, you're getting a lot more new customers, and you're a big, you know, much larger non-life player. Can you talk about revenue synergies as well, please? Thank you.

Jos Baeten
CEO, ASR Nederland

Well, on the lockup, Farooq, there is a lockup for the first six months after closing. We are happy with having a strategic shareholder, especially during the period of the integration. I think it's important that there is a joint interest in doing it right and doing it at the right speed. What Aegon's view is on the stake going further, I think, after this call, there is a call with Aegon, and I think it should be a question asking to Lars. On the specific question of the lockup, we do have a lockup of six months after closing. From there, it's up to Aegon.

Ewout Hollegien
CFO, ASR Nederland

Yeah. Thanks. Maybe, Farooq, on the revenue synergies. We have been careful to include any revenue synergies coming from this deal in the numbers that we have just presented to you. Although we do have some, yes, we believe that the strengthened positions in several markets will help us from a revenue basis, but we have not included that in the numbers.

Farooq Hanif
Managing Director and Head of European Insurance Research,, JPMorgan Chase

Okay. I'll follow up on that later, but thank you very much.

Operator

Your next question comes from the line of Mr. Steven Haywood from HSBC.

Steven Haywood
Director of Equity Research, HSBC

Good morning. Thank you very much. Just two questions from me. Can you tell us how ASR and Aegon NL sort of capital management strategies and their hedging strategies compare? Obviously, you know, we see Aegon NL upstreaming a quarterly dividend to Aegon Group on a regular basis. I wonder what would happen once Aegon NL comes under ASR. Will it be fully integrated into ASR legal entities, and therefore, you know, you can upstream what you want? Will you continue what Aegon Group is doing with the upstreams from Aegon Nederland? Also on the hedging strategy, how do these compare between these two? That was the first. Then on the second question, on the Aegon Foundation, has there been any discussion about what happens to the foundation of Aegon, considering its very Dutch roots?

Does it become part of ASR, or does it remain attached to the Aegon shares? Thank you.

Jos Baeten
CEO, ASR Nederland

Okay. Maybe on the last one, I think it's a good question for Lars to ask him, but my answer would be it will not become part of ASR. As far as I know, they are a shareholder and further conversations on their position is, I think, good to have with Lars, but it's definitely not so that they will move with the transaction. On capital management, maybe, Ewout, you wanna reflect on that?

Ewout Hollegien
CFO, ASR Nederland

Yeah. Maybe good to start with the governance by answering this. The governance that ASR currently applies will also be applicable after the closing for Aegon. That actually means that the executive board and the supervisory board will also be heading the legal entities that will be part of the group. Why is that relevant is that we always say if the left hand decide to remit capital, the right hand is doing that. That will also be the policy after closing the transaction. That means that actually we will maintain as much capital in the legal entities as needed, and that we only upstream the cash at the holding to the holdco policy that we currently have, and that we will also maintain thereafter.

Steven Haywood
Director of Equity Research, HSBC

Okay. Anything on the hedging strategies as well?

Ewout Hollegien
CFO, ASR Nederland

That was the second question that I wanted to answer, but Michel pushed on the button that I wasn't allowed to speak anymore.

Steven Haywood
Director of Equity Research, HSBC

Sorry.

Ewout Hollegien
CFO, ASR Nederland

No, it was Michel. On the hedging study, these are not so far off from each other. Both companies are hedging more of a rational and economically their interest sensitivity of the liabilities. That's not so far off from each other. Happy where they are today. After we will be the owner of Aegon NL, we of course will align this fully and make it one hedging policy.

Steven Haywood
Director of Equity Research, HSBC

Thank you very much.

Operator

Your next question comes from the line of Benoit Pétrarque from Kepler. Your line is now open.

Benoit Pétrarque
Equity Research Analyst in Insurance Sector, Kepler

Yes, good morning. Just two questions on my side. You will be paying EUR 2.70 as a starting point on the DPS. I think your OCC per share will move towards EUR 6 per share. That's a quite low level. Obviously, you want to grow your DPS as well. But how do you feel about you know, the capital generation going forward? Or you want to you know, put that or put a priority on? Will that be via potentially deleveraging going forward? Or do you think about a rapid catch up from the 45% to towards a kind of 65%, 70%, 75% natural level of distribution? How do you think about that?

Do you want to be also maybe, or keep some capital for further consolidation? Because I guess the smaller players will get into more trouble after this deal. Then the last one is just on the capital side. So you will move to a kind of hybrid model where Aegon will keep their PIM, and you will keep your Standard Formula and then, you know, go into a PIM model. Are you happy with the current PIM model of Aegon? Or do you expect also maybe some negative revisions on or maybe more conservatism on your side when you will consolidate Aegon? Thank you.

Ewout Hollegien
CFO, ASR Nederland

Herat on the PIM. Yeah. Your question, Benoit, thanks for your question. Are you okay with the current PIM? Well, actually, I wanted to put that even more positive. We are really happy with the PIM that Aegon Life currently has. We really believe that will be an acceleration of the introduction of the PIM for our own company. I mean, we believe we are good in things, but Aegon NL is definitely also good in things. The way they are managing, for example, the PIM, is very positive for us.

We're actually looking forward to include that, Aegon Life in our own company, having the PIM and using the knowledge about their PIM also to have that for our own companies. Yes, there's potential to do more, but that's also due to the nature of the portfolio that we have, the investment portfolio that we have, that differs at certain points. That makes it so that you can add some additional modules or elements to it. Very happy that their PIM will be an accelerator for our PIM. Yes, there's some opportunity to do more, firstly in the Life entities, but also thereafter going into the Non-Life entity.

First.

On the first one, it's more on the OCC, the OCC accretion question, if I understand correctly. Indeed, I think what we now foresee is that the OCC per share accretion is about double digits. As you know, what we always have said is that we also look to the OCC per share compared to a share buyback program, and that should be at least so good. I think you're right in your analysis that the payout ratio of OCC will be somewhat lower than the current level that we have. That actually means that the retained capital increases. We also believe that is good to do so you grow further into your balance sheet. That is the way we see it. We see it currently.

Benoit Pétrarque
Equity Research Analyst in Insurance Sector, Kepler

Thank you.

Michel Hülters
Head of Investor Relations, ASR Nederland

We have time for one final question. We agreed with Aegon that they would start their call at 10 o'clock sharp, and we agreed that we would keep it strict to 10 o'clock. If we can have one final question.

Operator

Okay. Our last question comes from Michael Huttner. You're now, your line is now open.

Michael Huttner
Insurance Analyst, Berenberg

Fantastic. Thank you. It's really a simple question. What does the deal do to your current Solvency Sensitivities? In other words, all the numbers you presented today are based on current multiple metrics of interest rates and whatever. We know what ASR looks like, but what, how does this change?

Jos Baeten
CEO, ASR Nederland

Well, Michael, you started this with saying that this is a simple question, but that's, I think that's the most difficult question that is raised of the whole call. I mean, what we now currently see is that we have sensitivities on our own. They have sensitivities on their own as well. I think these are not that far off from each other, but it's difficult to really make aligned sensitivities without having all the information. We have, of course, done a very robust and due diligence process. Having a bit too difficult, actually. It's what we have is their sensitivities and our sensitivities.

Michael Huttner
Insurance Analyst, Berenberg

Just as a simple, if interest rates go up, is it good or bad for solvency?

Ewout Hollegien
CFO, ASR Nederland

Oh, yeah, no, that's that one I can answer. It's good for our solvency, as you have seen in sensitivities, and I think it's neutral to slightly positive for their solvency too.

Michael Huttner
Insurance Analyst, Berenberg

Brilliant. Thank you very much. That's fantastic. Bye-bye.

Jos Baeten
CEO, ASR Nederland

Thanks everybody for joining us. We're committed to the agreement that we have with Aegon on the start of their call. Normally I would do a wrap up, but I will skip that. Thanks for joining us and hopefully you are as enthusiastic about this combination as the market seemed to be at the start of market openings this morning. I think the opening of Aegon and ASR showed that this is a really good deal from which we both benefit. It's a real win-win.

Powered by