ZURICH--(BUSINESS WIRE)--
ACE Limited (NYSE: ACE) shareholders today voted at a special meeting to
approve all proposals related to the company’s previously announced
agreement to acquire The Chubb Corporation (NYSE: CB). Votes in favor of
each agenda item exceeded 98% of the total represented and cast. The
matters approved today, including the proposal to change the company’s
name to Chubb Limited following completion of the transaction,
constitute all ACE shareholder approvals required for closing. Four
current members of the Chubb board of directors were also elected to the
ACE Limited board, effective as of the completion of the transaction.
The combination of ACE and Chubb will create a global leader in
commercial and personal property and casualty (P&C) insurance with
enhanced growth and earning power.
“Today’s vote is an important milestone toward completing our
acquisition of Chubb, a venerable company with a great brand,” said Evan
G. Greenberg, Chairman and CEO of ACE Limited. “This transaction
advances our strategy and represents an outstanding opportunity to
create significant value for both ACE and Chubb shareholders. The
combination brings together two great underwriting companies that are
highly complementary. We will make each other better and create a unique
company in a class of its own that has greater growth and earning power
than the sum of the two companies separately.”
The transaction was announced on July 1, 2015. On September 30, 2015,
ACE received notice from the U.S. Federal Trade Commission that it had
granted early termination of the applicable waiting period under the
Hart-Scott-Rodino Antitrust Improvements Act of 1976. The transaction,
which is expected to close in the first quarter of 2016, remains subject
to regulatory reviews and approvals and other customary closing
conditions.
About ACE Group
ACE Group is one of the world’s largest multiline property and casualty
insurers. With operations in 54 countries, ACE provides commercial and
personal property and casualty insurance, personal accident and
supplemental health insurance, reinsurance and life insurance to a
diverse group of clients. ACE Limited, the parent company of ACE Group,
is listed on the New York Stock Exchange (NYSE: ACE) and is a component
of the S&P 500 index. Additional information can be found at: www.acegroup.com.
Cautionary Statement Regarding
Forward-Looking Statements:
All forward-looking statements made in this communication related to
the acquisition of Chubb, post-closing management of the combined
company, performance or otherwise reflect ACE’s current views with
respect to future events, business transactions and business performance
and are made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. In some cases, you can
identify forward-looking statements by words such as “may,” “will,”
“should,” ”expect,” “plan,” “anticipate,” “intend,” “believe,”
“estimate,” “predict,” “potential,” “continue,” “could,” “future,”
“project” or other words of similar meaning. All forward-looking
statements involve risks and uncertainties, which may cause actual
results to differ, possibly materially, from those contained in the
forward-looking statements.
Forward-looking statements include, but are not limited to,
statements about the benefits of the proposed transaction involving ACE
and Chubb, including future financial results; ACE’s and Chubb’s plans,
objectives, expectations and intentions; the expected timing of
completion of the transaction; expected management appointments and
other statements that are not historical facts. Important factors that
could cause actual results to differ, possibly materially, from those
indicated by the forward-looking statements include, without limitation,
the following: the inability to complete the transaction in a timely
manner; the failure to satisfy applicable conditions to completion of
the transaction, including receipt of required regulatory approvals; the
failure of the proposed transaction to close for any other reason; the
possibility that any of the anticipated benefits of the proposed
transaction will not be realized; the risk that integration of Chubb’s
operations with those of ACE will be materially delayed or will be more
costly or difficult than expected; the challenges of integrating and
retaining key employees; the effect of the announcement of the
transaction on ACE’s, Chubb’s or the combined company’s respective
business relationships, operating results and business generally; the
possibility that the anticipated synergies and cost savings of the
merger will not be realized, or will not be realized within the expected
time period; the possibility that the transaction may be more expensive
to complete than anticipated, including as a result of unexpected
factors or events; diversion of management’s attention from ongoing
business operations and opportunities; general competitive, economic,
political and market conditions and fluctuations; and actions taken or
conditions imposed by the United States and foreign governments and
regulatory authorities. Moreover, there is no certainty that the
individuals identified as expected officers of the combined company will
in fact remain employed by ACE or Chubb, respectively, through closing
of the transaction. In addition, you should carefully consider the risks
and uncertainties and other factors that may affect future results of
the combined company described in the section entitled “Risk Factors” in
the joint proxy statement/prospectus that was delivered to ACE’s and
Chubb’s respective shareholders, and in ACE’s and Chubb’s respective
filings with the Securities and Exchange Commission (“SEC”) that are
available on the SEC’s website, located at www.sec.gov,
including the sections entitled “Risk Factors” in ACE’s Annual Report on
Form 10–K for the year ended December 31, 2014, which was filed with the
SEC on February 27, 2015, “Risk Factors” in ACE’s Quarterly Report on
Form 10-Q for the period ended June 30, 2015, which was filed with the
SEC on August 4, 2015, and “Risk Factors” in Chubb’s Annual Report on
Form 10–K for the year ended December 31, 2014, which was filed with the
SEC on February 26, 2015. You should not place undue reliance on
forward-looking statements, which speak only as of the date of this
communication. ACE undertakes no obligation to publicly update or revise
any forward-looking statements, whether as a result of new information,
future events or otherwise.
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Source: ACE Limited