Appointment to become effective upon completion of ACE’s
acquisition of Chubb
ACE Limited (NYSE: ACE) announced today that it intends to
appoint Juan C. Andrade Executive Vice President of the new Chubb
Group and President of the International Non-life Insurance
division, which encompasses operations with both retail broker and
wholesale market distribution. The appointment will take effect
upon completion of the acquisition of Chubb, which is expected in
the first quarter of next year. Mr. Andrade is currently Executive
Vice President, ACE Group, Personal Lines and Chief Operating
Officer of ACE Overseas General, the company’s international
non-life insurance division in more than 50 countries and
territories outside North America.
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Juan C. Andrade appointed as Executive
Vice President of the New Chubb Group and President of the
International Non-life Insurance division. (Photo: Business
Wire)
In his future role, Mr. Andrade will have executive operating
responsibility for the company’s non-life insurance operations
outside of the U.S., Bermuda and Canada, including commercial
P&C, traditional and specialty personal lines, and accident and
health insurance. The International Non-Life Insurance division is
comprised of two major businesses: one with distribution through
retail brokers in six regions of the world – Europe, Asia Pacific,
China, Japan, Latin America and Eurasia & Africa – and the
other an excess and surplus lines company with distribution through
brokers in the London wholesale market and Lloyd’s. Mr. Andrade’s
scope of responsibility will include all products, underwriting,
claims, actuarial and support functions related to these
businesses. Mr. Andrade will continue with his current
responsibilities, including leading ACE’s global personal lines and
small commercial insurance business, through the close of the
transaction to ensure a smooth leadership transition and
integration for those businesses. Mr. Andrade will report to John
Keogh, who is currently Vice Chairman and Chief Operating Officer
of ACE Group and who will continue to serve in that role for the
parent company.
“I am so pleased to appoint Juan to this role. During his
five-year tenure with ACE, he has assumed increased responsibility
and with each move has demonstrated outstanding leadership. He is
an excellent executive with a proven track record of
accomplishment,” said Evan G. Greenberg, Chairman and Chief
Executive Officer, ACE Limited. “Juan is a great partner who has
proven he’s ready for this important role. The company’s
international businesses have been an important part of the ACE
growth story and will remain so going forward. I have every
confidence in Juan’s experience and skills as a leader and manager
to drive business results and build on the substantial presence and
capabilities of a global business that operates in 54 countries and
serves customers in more than 190 nations. John Keogh and I look
forward to working with Juan in his new role.”
“Juan has a deep understanding of the nuances of each local
market – its geography and history, culture, economy and politics.
He is a true internationalist,” said Mr. Keogh. “I am excited to
continue working with Juan as we combine the international
operations of ACE and Chubb and deepen our presence and
capabilities around the globe.”
Prior to joining ACE in 2010, Mr. Andrade was President and
Chief Operating Officer of Property & Casualty Operations for
The Hartford Financial Services Group. He also served as President
of Commercial Markets and Executive Vice President for Sales and
Distribution. He joined The Hartford in 2006 as head of the P&C
claims organization. Before joining The Hartford, Mr. Andrade held
senior management positions with The Progressive Corporation,
serving as general manager of the company's Gulf Coast Region and
the Southern California, Colorado and Wyoming business units. He
started his insurance career at American International Group (AIG),
where he worked with the company's international property and
casualty businesses both in the United States and overseas. Mr.
Andrade received a Bachelor of Science in Journalism and Political
Science from the University of Florida. He holds a Master of Arts
degree in International Economics and Latin American Studies from
the School of Advanced International Studies at Johns Hopkins
University.
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 or potential post-acquisition
leadership, 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 expected officer appointments and 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 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
inability to complete the transaction due to the failure of Chubb’s
shareholders to adopt the transaction agreement or the failure of
ACE shareholders to approve, among other matters, the issuance of
ACE common shares in connection with the acquisition; the failure
to satisfy other 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.
Additional Information and Where to Find It
This communication does not constitute an offer to sell or the
solicitation of an offer to buy any securities or a solicitation of
any vote or approval. This communication may be deemed to be
solicitation material in respect of the proposed transaction
between ACE and Chubb. In connection with the proposed transaction,
ACE has filed a registration statement on Form S-4, containing a
preliminary joint proxy statement/prospectus with the SEC. The
final joint proxy statement/prospectus has been delivered to the
shareholders of ACE and Chubb. This communication is not a
substitute for the registration statement, definitive joint proxy
statement/prospectus or any other documents that ACE or Chubb may
file with the SEC or send to shareholders in connection with the
proposed transaction. SHAREHOLDERS ARE URGED TO READ ALL RELEVANT
DOCUMENTS FILED WITH THE SEC, INCLUDING THE JOINT PROXY
STATEMENT/PROSPECTUS, BECAUSE THEY WILL CONTAIN IMPORTANT
INFORMATION ABOUT THE PROPOSED TRANSACTION.
Shareholders may obtain copies of the joint proxy
statement/prospectus and other documents filed with the SEC (when
available) free of charge at the SEC’s website, http://www.sec.gov.
Copies of documents filed with the SEC by ACE will be made
available free of charge on ACE’s website at www.acegroup.com.
Copies of documents filed with the SEC by Chubb will be made
available free of charge on Chubb’s website at www.chubb.com.
Participants in Solicitation
ACE, Chubb and their respective directors, executive officers
and other members of management and employees may be deemed to be
participants in the solicitation of proxies in respect of the
proposed transaction. Information about the directors and executive
officers of ACE is set forth in the proxy statement for ACE’s 2015
Annual General Meeting, which was filed with the SEC on April 8,
2015, and 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. Information about the directors and executive officers of
Chubb is set forth in the proxy statement for Chubb’s 2015 Annual
Meeting of Shareholders, which was filed with the SEC on March 13,
2015, and 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. Other information regarding the participants in the proxy
solicitation and a description of their direct and indirect
interests, by security holdings or otherwise, is contained in the
joint proxy statement/prospectus contained in the registration
statement on Form S-4, which has been filed with the SEC, and other
relevant materials filed with the SEC. You may obtain free copies
of these documents as described above.
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version on businesswire.com: http://www.businesswire.com/news/home/20150925005314/en/
ACE LimitedInvestors:Helen Wilson: (441) 299-9283;
helen.wilson@acegroup.comorMedia:Jeffrey Zack: (212)
827-4444; jeffrey.zack@acegroup.com
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