Athora and NN Group Obtained Declarations of No-objection from DNB

Changes in Executive Board and Supervisory Board of VIVAT NV

• VIVAT NV (VIVAT) has been informed that Athora Holding Ltd. (Athora) has today received a Declaration of No-objection from De Nederlandsche Bank (DNB) for Athora’s acquisition of VIVAT (the Transaction)
• NN Group NV (NN) has also received a Declaration of No-objection from DNB for its follow-on acquisition of VIVAT Schadeverzekeringen NV (VIVAT Non-Life)
• Closing date for the Transaction and the follow-on acquisition of VIVAT Non-Life is expected in early April 2020
• Management Changes in Executive Board and Supervisory Board of VIVAT NV in relation to the closing of the Transaction

Today, VIVAT has been informed that Athora received a DNO from De Nederlandsche Bank (DNB) for the Transaction. The closing of the Transaction is expected in early April 2020. NN has also received a DNO from DNB in relation to its follow-on acquisition of VIVAT Non-Life.

Today’s approval follows earlier clearances including approval from the European Commission for Athora’s acquisition of VIVAT and from the Netherlands Authority for Consumers and Markets (ACM) for the acquisition of VIVAT Non-Life by NN. In addition, the VIVAT works council has rendered its positive advice regarding the Transaction and the acquisition of VIVAT Non-Life by NN.

Please refer to the press releases of both Athora and NN Group for further information.

Changes in the Executive Board

VIVAT announces the appointment of three new members to the Executive Board of VIVAT and the boards of VIVAT’s insurance subsidiaries, SRLEV NV and Proteq Levensverzekeringen NV.

Angelo Sacca will be appointed as Chief Strategy & Commercial Officer and Stefan Spohr as Chief Operating Officer as of the Closing Date. Annemarie Mijer-Nienhuis will be appointed as Chief Risk Officer effective on a date after the Closing Date. On 26 February 2020, VIVAT announced that Tom Kliphuis was appointed as CEO effective as per 1 April.

Xiao Wei (Charlene) Wu, Wendy de Ruiter-Lörx, Lan Tang and Jeroen Potjes will resign from the Executive Board of VIVAT and the boards of VIVAT’s insurance subsidiaries as of the Closing Date.

As a result, the Executive Board of VIVAT and the boards of VIVAT’s insurance subsidiaries will be composed of the following persons:

• Tom Kliphuis, Chief Executive Officer (As per 1 April)
• Yinhua Cao, Chief Financial Officer
• Angelo Sacca, Chief Strategy & Commercial Officer
• Stefan Spohr, Chief Operating Officer
• Annemarie Mijer-Nienhuis, Chief Risk Officer (Effective on a date after the Closing Date)

The Supervisory Board of VIVAT is grateful for the dedication and commitment of Xiao Wei (Charlene) Wu, Wendy de Ruiter-Lörx, Lan Tang and Jeroen Potjes to the company over the past years. Maarten Dijkshoorn, chairman of the Supervisory Board: “Since the acquisition by the current shareholder in 2015, this board has stabilised the company and led it through an extensive transformation. This resulted in the structurally improved company that VIVAT is today, being a leading, customer-focused and innovation-driven insurance company with a significant lower cost base from which our new owner will benefit going forward. The departure of the Executive Board members at closing comes at a natural time, following the acquisition by Athora as new shareholder. We are grateful for the efforts of Xiao Wei (Charlene), Wendy, Lan, and Jeroen and wish them every success in the future. At the same time, we are pleased to welcome Angelo Sacca, Stefan Spohr and Annemarie Mijer-Nienhuis to our Executive Board. Their vast experience and in depth industry knowledge will be valuable assets in the next stages of VIVAT’s future.”

Changes in the Supervisory Board

As of the Closing Date, Hanny Kemna, Floris Deckers and Michele Bareggi will be appointed as members of the Supervisory Board of VIVAT and of VIVAT’s insurance subsidiaries. Miriam van Dongen (at her initiative), as well as Ming He and Kevin Shum will not continue as members of the Supervisory Board of VIVAT and of VIVAT’s insurance subsidiaries as of the Closing Date.

As of the Closing Date, the Supervisory Board of VIVAT and VIVAT’s insurance subsidiaries will be composed of the following persons:

• Maarten Dijkshoorn (chairman)
• Pierre Lefèvre
• Hanny Kemna
• Floris Deckers
• Michele Bareggi

Maarten Dijkshoorn, Chairman of the Supervisory Board: “I consider it an honour and a pleasure to have worked closely with Miriam van Dongen, Ming He and Kevin Shum over the past years. Their contribution has been invaluable to the development of VIVAT. At the same time, I welcome the new members of the Supervisory Board Hanny Kemna, Floris Deckers and Michele Bareggi and I look forward to our future collaboration.”

The Supervisory Board of VIVAT and of VIVAT’s insurance subsidiaries has decided to expand the Supervisory Board to six members. Further information about the filling of this vacancy will be provided in due course.