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Innovation In Action


Citi's execution expertise accelerates an acquisition closing

The Challenge
MAPFRE is Spain's leading independent insurance group, and ranked among the world's top 20 reinsurance groups by AM Best. It has one of the industry's strongest brand names and widest distribution networks, through which it offers insurance, reinsurance and financial services in Spain, Europe and Latin America.

As part of a series of strategic acquisitions in the U.S., MAPFRE acquired The Commerce Group, a personal and commercial property/casualty insurance provider in Massachusetts. The near-EUR1.5 billion (USD2.2 billion) acquisition, the largest in MAPFRE's history, was a major advance in its international expansion.

The cross-border nature of the transaction called for an experienced provider to facilitate the exchange of shares for the cash merger consideration.

The Innovation
MAPFRE selected Citi as the exchange agent for The Commerce Group acquisition based on pricing, credentials, U.S. market experience, and track record of working with MAPFRE.

Before the acquisition, Citi counseled the company on the exchange process, which required numerous offering individual documents to be completed by surrendering holders.

Citi fulfilled MAPFRE's and The Commerce Group's goal of halving the processing timetable for shareholder offering documents from the standard 10 days to just five, and subsequently accelerated the distribution of merger consideration.

The Result
Citi's accelerated processing timetable facilitated the payout of nearly 94% of the total consideration within seven days of the transaction closing. The bank has regularly updated MAPFRE about consideration distribution: A year after the exchange offer began, just 140 of the 849 non-institutional shareholders remain unpaid.