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Inveting.com -- Helvetia Holding and Baloise Holding on Tuesday announced plans to merge in a transaction that will form Helvetia Baloise Holding, a new entity that will rank as the second largest insurance group in Switzerland by business volume and the largest employer in the sector.
The merged group will operate with a market share of around 20% in Switzerland and hold leading positions across several European countries.
The merger will proceed as a merger of equals, with Baloise being absorbed into Helvetia. Baloise shareholders will receive 1.0119 Helvetia shares for each of their shares.
The new group will be listed on the SIX Swiss Exchange under the ticker symbol “HBAN.” Subject to shareholder and regulatory approvals, the transaction is expected to close in the fourth quarter of 2025.
The Boards of Directors of both companies have endorsed the deal, which they describe as a strategic response to the evolving insurance landscape.
“The merger to form Helvetia Baloise is a significant milestone in the history of the Swiss insurance industry,” said Thomas von Planta, chairman of Baloise in a statement.
“The transaction will ensure the long-term attractiveness and competitiveness of the two long-standing Swiss companies in the local and international insurance market,” he added.
Pro forma figures show the combined group posted a total business volume of CHF 20.2 billion in 2024, with CHF 8.6 billion in Life premiums and CHF 11.5 billion in Non-Life.
Net income attributable to shareholders was CHF 867 million, and the group reported a combined ratio of 94%.
Shareholders’ equity stood at CHF 7.29 billion, with a proposed total dividend payout of CHF 726 million for the 2024 financial year.
The merger is expected to yield CHF 350 million in annual pre-tax cost synergies before policyholder participation, with about 80% of that figure anticipated by 2028.
Realising these savings will require CHF 500–600 million in integration costs over the coming years.
The group projects an additional CHF 220 million in annual cash generation and a 20% increase in dividend capacity by 2029, compared to standalone forecasts.
Leadership of the new group will include a 14-member Board of Directors, evenly split between the two companies.
Thomas von Planta will serve as Chairman, and Ivo Furrer of Helvetia will be Vice-Chairman.
The executive team will include Helvetia CEO Fabian Rupprecht as Group CEO and Baloise CEO Michael Müller as Deputy CEO and Head of Integration.
Rupprecht described the merger as “an amazing opportunity to build a European insurance leader with strong Swiss roots,” highlighting the group’s future role as the largest insurance employer in Switzerland.
Müller noted the strategic fit between the two companies, adding, “The complementary strengths of the two companies make Helvetia Baloise a relevant insurance and finance partner with Swiss roots and a strong market presence in Europe.”
Helvetia Baloise will operate in Germany, France, Italy, Spain, Belgium, Austria, Luxembourg, and global Specialty markets.
It will begin operations with an estimated Swiss Solvency Test (SST) ratio of over 240% as of January 1.
Job reductions related to the merger are expected to be limited and will be managed through natural attrition and early retirement where possible.
The proposal will be put to a shareholder vote at Extraordinary General Meetings on 23 May.
Helvetia’s largest shareholder, Patria Genossenschaft, which holds 34.1% of the company’s share capital, has pledged its support for the transaction.
Pending approvals, the companies will pay out their ordinary 2024 dividends as planned, and Baloise will suspend its share buyback programme if the merger is approved.