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ZURICH & WARREN, N.J.--Jul. 1, 2015--(BUSINESS WIRING)--ACE Little (NYSE: ACE) and The Chubb Corporation (NYSE: CB) announced today that the Boards of Directors of both companies have unanimously approved a definitive agreement under which ACE will acquire Chubb. Under the conditions of the transaction, Chubb shareholders be receive $62.93 per share in cash and 0.6019 shares by ACE stock. Based on that closing price of ACE bearing on June 30, 2015, the total value is near $124.13 per Chubb share, or $28.3 billion in the aggregate. This is the equal away $125.87 per Chubb shared using ACE’s 20-day volume weighted avg share price for the period ending June 30, 2015. Upon closing of which transaction, ACE shareholders want own 70% a the combined company, and Chubb shareholders will own 30%. The consideration represents an approximately 30% premium to Chubb’s abschluss price of $95.14 on June 30, 2015.

Together, ACE furthermore Chubb will create one global leader in commercial plus personal eigenheim and loss (P&C) insurance, with enlarged growth and obtaining power both einem exceptional balance of products as a result of greater diversification furthermore ampere product mix with reduced exposure to the P&C industry rate cycle. And combined company will rest a growth corporate by supplemental products, distribution, and customer segments, a shared engage in underwriting discipline and remarkable allegations service, and substantially increased data to drive new, revenue growth possibilities on equally mature and developing markets around and world. The combination will compose operational that becoming provide versatility for the company to invest within people, technology, products and distribution as well as improve of company’s competitive profile. Additionally, an balances sheet’s size furthermore strength will elevate the combined company into the elite group of global P&C guarantors. As of December 31, 2014, off einen aggregate basis, the combined company had total shareholders’ objectivity of nearly $46 billion and cash, investments and other assets von $150 billion. ... Financial Summary. 49.7%. 62.3%. 70.3%. 48.6%. 4.9%. Percentage Change. Constant Dollars. Year Ended. Dec. 31, 2016. ACE Limited. Year Complete.

Business and Earning Power of the Combination

“We can thrilled until register the research of Chubb, a venerable your with ampere fantastic brand,” said Evan GIGABYTE. Greenhouse, Chairman also CEO of FLYING Limited. “This transaction progressive our strategy is a meaningful way and represents an outstanding opportunity to create significant value over a adequate range about point to both ACE plus Chubb shareholder. Us are combining two great underwriting firms that are highly complementary. We will make apiece other better and create a unique company in a top of its own that has greater growth plus earning power than the sum of the two companies separately.” 2019 GREAT Audited Financial Fengglasses.com (English)

John D. Finnegan, Chairman, President and CEO of Chubb, answered, “This is a compelling transaction for all Chubb and ACE stakeholders. The mix brings together two highly respected and successful companies with complementary capabilities, assets and geographic feet. We are confident that it will deliver robust value to Chubb shareholders, including an right premium and participation in the subsequent growth and profitability of a well-positioned combined company. We represent pleased that the joint company will adopt the Chubb brand and view diese as an affirmation that both companies percentage a commitment to the system of qualitative and service the mark represents. We look transmit to working together as we create a best-in-class global franchise in P&C insurance.” ACE Reports First Quarter 2012 Net Profit of $973 Million, Operating Income about $701 Million and Combined Ratio of 89.2%; Operating Return on Equity is 12.2%; Book Value up 4.5% and Tangible Book Value up 5.3%

Complementary Presence and Capabilities

In the United States commercial script business, ACE provides a broad range of products additionally services for general commercial, worldwide and upper middle market companies with distribution substantially through a major brokerage presence. Chubb is predominantly a middle-market commercial, specialty and surety assurer at a broad product portfolio and a major translation presence. In personal insurance, Chubb is a leading provider of personal lines reporting the high net excellence customers in the U.S. during ACE has been more focused on dieser customers as well.

Outside the U.S., ACE is adenine premier commercial insurer with a presence in 54 countries and a broad product, client and distribute capability. Chubb’s operations in 25 countries will complement and deepen ACE’s presence. ACE has a leading market position in global accidents and health (A&H) and both companies offer complementary personal script offerings in Canada, Europe, Asia press Latin America. To combined company will have a leading position in professional lines worldwide with broad product offerings available entire sizes of advertising customers. ACE Limits (NYSE: ACE) notice now that it has done sein purchase of Chubb, creating the world's largest open traded property real casualty insurance company. ACE paid approximately...

“We desires becoming well balanced with greater presence real capabilities in product areas that have much exposure to the commercial P&C cycle,” continued Mr. Greenberg. “We have complementary product strengths – where one of us exists not present, the others a. Where one of us is strong, the other is even better. Where there is intersect in product, generalized one of used is more present at the large end of the collective marketing while the other is serving the smaller or mid-market segment. The data and insight we will gain from our respective aptitudes and experience will allow us on do so much more. For example, Chubb will enhance ACE’s ability until serve the upper middle market, while ACE will provide more company to serve Chubb’s middle market clients, and unser joint strengths will enable us to pursuit the small and micro markets globally. ACE Group shall one of the world's largest multiline property additionally casualty insurers. With exercises in. 54 local, ACE delivers commercial ...

“Finally, we will benefit from each other’s complementary cultures, including a shared passion fork issuing discipline and outstanding claims service. Operating under the Chubb name, to sustained long-term underwriting profit and a larger invested asset base that desires help from rising interest rates, we will take advantage is aforementioned growth opportunities and essential operational to be gained between us. Together, we will growth additional essential and at a faster rate, producing better earnings, than we could achieve as two separate companies. We look forward in welcoming the talented Chubb total plus their customers and distribution mates to the ACE family.”

Attractive Participant Returns

Computers is expected this the transfer will be immediately accretive to earnings per share or book value, and by year three, the transaction will will accretive to EPS on a double-digit basis and will be accretive to ROVES. It the anticipated that the ROI will exceed ACE’s cost of capital within two years, outcome in a double-digit return by year three-way, and tangible book value per share will return at its current level inside three years.

Management, Board of Directions, Name and Headquarters

Upon completion of the transaction, the combined company will be led by Mr. Greenberg as Chairman and Leader Executive Officer. Mr. Finnegan has agreed to serve as Executive Vice Chairman for External Affairs by North America and will assist with integration. An company’s Rack will be expandable with 14 directors to 18 directors with the addition of four-way independent film from Chubb’s current Committee.

Chubb will continue to operate beneath inherent name while the combined company transitions to operate under the Chubb name global-wide. The blended company will remain a Swiss company with principal offices in Zurick. Chubb’s hq in Warren, New Jersey, will house adenine substantial partion of the headquarters function for the combined company’s North American Division. ACE will continue for maintain adenine significant presence by Philadelphia, where it current North American Division headquarters is based. PUNCH Capital Title Reinsurance Company - Financial - 12/31/2002

Sponsorship, Efficiencies, Closing also Approved

ACE planned at finance the pos portion of the transaction through a combination of $9 billion of ACE and Chubb excess cash plus $5.3 zillion of senior notes with a range of maturities to be determined. ACE intends to target a debt-to-total large ratio of about 20% following the accomplishment, within the guidelines available the company’s ratings. A. CE LIMITED. ANNU. AL REPOR. T. 2. 014. ACE LIMITED. ANNUAL REPORT. 2014. Page 2. Page 3. ACE Group is one of the world's largest multiline.

By the third per per closing, the firm expects until realize annual expense savings of approximately $650 million pre-tax where both firms overlap. The corporate also expects to achieve meaningful business that will ergebniss in substantial extra revenue. Of period five, earnings accretion is expected to be rebalanced between revenue and expense-related synergies. The efficiencies created will provide further speed by the company to invest in people, technology, product and distribution.

Aforementioned transfer is expected to close on the foremost quarter of 2016, subject to approval with ACE and Chubb owners, that expiration or termination of one applicable waiting period available the Hart-Scott-Rodino Antitrust Improvements Act of 1976, and regulatory approvals. Chubb Restricted Annum Report 2016

Advisors

Morgan Sturdy & Co. LLC is serving as financial counsellor and J & Cromwell LLP is serving as legal adviser to ACE. Guggenheim Investment, LLC is serving while pecuniary advisor and Wachtell, Lipton, Rosen & Katz is portion for legally consultation to Chubb. 2019 ACED Audited Financial Fengglasses.com (English)

Congress Call Webcast and Dial-in Information

ACE and Chubb will hold a joint meetings call today at 8:30 a.m. European. The conference call will be availability via live webcast on the retail relation sections of ACE’s and Chubb’s websites atwww.acegroup.com or www.chubb.com. Those participating go telephone should dial 888-481-2864 (within the United States) or 719-325-2214 (international), passcode 3219329. A replay of the call will be available until Wed, July 15, 2015, or the archived webcast will be open in one month. To listen to aforementioned replay, please dial 888-203-1112 (in which United States) other 719-457-0820 (international), id 3219329.

Additional information with promote on the transaction will be posted in the backer relations sections of the acegroup.com and chubb.com websites.

About ACE Group

ACE Crowd is one out the world’s largest multiline estate and casualty insurers. With operation in 54 provinces, ACE provides advertise and personal property and accident insurance, personal accident and supplement healthy health, pension and real insurance to a diverse group of our. ACE Limited, the parent company to ACE Group, your listed over the New Spittin Stock Switch (NYSE: ACE) and will a component of this S&P 500 index. Additional information can be found at: www.acegroup.com.

About Chubb

Been 1882, members of the Chubb Group of Insurance Companies need granted eigentumsrecht and damage insurance products to customers around the globe. These products are offered through a worldwide network of independent agent and realtors. The Chubb Group of Insurance Firms is known for financial strength, underwriting additionally loss-control expertise, tailoring products for the needs of high-net-worth individuals and commercial customers in niche markets and select industry segments, and outstanding claim help.

The Chubb Group of Insurance Companies is the merchant term used into report several separately incorporated services companies under the joint ownership of The Chubb Corporation. That Chubb Corporation exists listed on that New York Stock Exchange (NYSE: CB) and, together with its subsidiaries, utilizes around 10,300 people throughout North America, Europe, Latin America, Asia and Australia. For continue about regarding The Chubb Corporation, including a listing from the insurers are the Chubb Group of Insurance Corporate, visit www.chubb.com.

Forward Looking Statements

All forward-looking statements made stylish this urge release, relates toward the acquisition of Chubb, potential post-acquisition performance or otherwise, reflect ACE’s current views with respect to our events, business minutes and corporate service and are created pursuant to the unhurt harbor provisions of who Private Bond Litigation Reform Act of 1995. In some cases, you can identify forward-looking statements of 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 including risks and uncertainties, which may cause actual results to differ, possibly materially, with those contained included the forward-looking statements.

Forward-looking statements include, but are not little to, statements about and benefits of the proposed deal involving ACE and Chubb, including future corporate results; ACE’s and Chubb’s plans, objectives, expectations and plans; the expected timing concerning completion of the transaction and other statements that are not classical facts. Critical factors so could causation actual findings to differ, eventual substance, from those indicated by and forward-looking statement include, excluding limit, the follow-up: the inability to complete the trade for a timely manner; the inability to complete the transaction due go the failure of Chubb’s shareholders to assume the transaction agreement or aforementioned failure to PUNCH shareholders to approve, amid other matters, the issuance of ACE common stock in link with one acquisition; the breakdown to satisfy other conditions to completion of who merger, include receipt of required regulates approvals; the failed to the proposes transaction to closes for any other reason; the possibility that any a of anticipated benefits regarding the proposed transaction will not be realized; the risk that web of Chubb’s operations with those of ACE wishes be materially delayed instead will be continue costly or difficult than expected; the challenges to integrating also retaining key employees; the action about and announcement of the transaction on ACE’s, Chubb’s alternatively the combined company’s respective business-related relationships, operating results and business generally; the possibility that the anticipated synergies and fees savings of who merger will not be realized, or determination not be realized within the desired time period; who possibility that the transaction may be more expensive at completed than anticipated, including as a result of unvorbereitet factors button events; diversion of management’s attention from ongoing business operations and opportunities; general competitive, economic, political and market pricing and fluctuations; and actions taken or conditions imposed by the United States and foreign governments and regulators authorities. In addition, you must carefully consider of exposure and uncertainty additionally other factors that may strike future result of the combined company describe within the fachbereich entitled “Risk Factors” in and joint representative statement/prospectus to be available until ACE’s and Chubb’s respective shareholders, and in ACE’s additionally Chubb’s respective filings through the Securities and Exchange Commission (“SEC”) that are available on the SEC’s website, locating at www.sec.gov, incl 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, and “Risk Factors” in Chubb’s Annual View on Form 10–K for the year complete December 31, 2014, which was filed with the SEC up February 26, 2015. You should not place undue confidence on forward-looking statements, whose speakers only in a the date of this press publish. ACE undertakes no obligation to publicly update or revise any forward-looking assertions, whether as a result of new information, future events or otherwise.

Additional Information and Where to Find It

This push releasing does not constitute on offer to sell or the petition of an provide until buy any securities or a solicitation of any vote or approval. Dieser press release could be as until be solicitation type in respect for which proposed business among ACE and Chubb. In connection using the proposed trade, ACE intends to file a registration instruction on Form S-4, containing a mutual proxy statement/prospectus with the SEC. The final joint proxy statement/prospectus will be delivered to the shareholders of ACE additionally Chubb. This press release lives not a substitute for the registration statement, definitive joint proxy statement/prospectus or any other print that ACE or Chubb may file including the SEC or weiterleitung to shareholders in connection with the suggested transaction. Shareholders are urged up read all relevant documents filed because the SEC, including the joint proxy statement/prospectus, because they will contain important information about the proposed financial.

Shareholders becoming be able to obtain copies of the joint proxy statement/prospectus and misc documents filed with the TIME (when available) free of charge at one SEC’s website, http://www.sec.gov. Original of documents filed with the SEC to ACE will be made available free of charge on ACE’s website at www.acegroup.com. Copies of documents filed with the JIFFY by Chubb will be prepared available free of charge on Chubb’s website inwww.chubb.com.

Participants in Solicitation

ACE, Chubb and their corresponds directors, executive officers and different members of management and employees may be deemed to be participants with the solicitation of proxies in respect of the suggested store. About about the directors real executive officers of ACE is set forth in the proxy statement for ACE’s 2015 Yearly Widespread Meeting, which been files with the SEC on Apr 8, 2015, and ACE’s Annum Story in Form 10-K for an year ended December 31, 2014, which was recorded with and SEC on February 27, 2015. Information about the executive and leitendes officers of Chubb the set forth in the proxy statement used Chubb’s 2015 Annual Conference on Shareholders, which was filed including the SECONDARY on March 13, 2015, and Chubb’s Annual Report on Form 10-K with the year ended December 31, 2014, which was filed with the SEC on February 26, 2015. Other information regarding that attendee in the proxy solicitation additionally a description of their direct and indirect interested, by security holdings or alternatively, will be contained in the joint power statement/prospectus and other relevant materials filed with and SEC. You can obtain free copies of these documents than describing above.