Hengeler Mueller advises on merger of insurance groups Provinzial NordWest and Provinzial Rheinland

12. October 2020

Following the merger between Provinzial NordWest and Provinzial Rheinland, the new Provinzial Group has started operations. With a total premium volume of more than EUR 6bn the insurer is Germany's No. 7 in the P&C and life insurance segment. In building insurance, Provinzial is the second largest insurer in the German market and by far the largest provider among the public insurance companies.

The merger of the insurance groups followed an amendment to the State Treaty between the German federal states North Rhine-Westphalia and Rhineland-Palatinate concerning Provinzial Rheinland Holding AöR (institution under public law) by way of a spin-off in accordance with the German Transformation Act (Umwandlungsgesetz). In line with this, Provinzial Rheinland transferred the part of its assets relating to the insurance business, in particular its holdings in the insurance companies of the group, to Provinzial Nordwest Holding AG. In return, Provinzial Rheinland Holding AöR received new shares in Provinzial Nordwest Holding AG and now has a stake in the merged company.

By entry in the commercial register and conversion into Provinzial Holding AG on 31 August, the merger became as planned effective as of 1 January 2020.

Hengeler Mueller advised the new parent company of the merged group, Provinzial Holding AG, on the transaction. The team was led by partners Daniel Wilm (Corporate) and Carl-Philipp Eberlein (Regulatory) (both Düsseldorf) and included partners Markus Röhrig (Antitrust, Brussels) and Hendrik Bockenheimer (Employment), counsel Jan Letto Steffen (Regulatory) (both Frankfurt) as well as associates Jesco Lindner (Regulatory), Christoph Wilken (Antitrust) and David Fabry (Corporate) (all Düsseldorf).