Wawanesa has received all required regulatory approvals to complete its acquisition of Everest Insurance Company of Canada from Everest Group, Ltd., clearing the way for a deal first announced in March to close in the fourth quarter of this year.
"This is a major milestone in our journey to serve more Canadian organizations across an even broader range of industries, complex risks, and unique needs," said Evan Johnston, president and CEO of Wawanesa, in a statement announcing the approval. "We look forward to welcoming the Everest Canada team and combining our strengths to further enhance our commercial insurance business. This is just the beginning, and we're excited about what lies ahead."
Speaking with Insurance Business, Johnston said the deal came down to diversification. Everest Canada's specialty commercial book gives Wawanesa an entirely new line of business it had little to no presence in previously, one the insurer had been actively looking to build out.
"We wanted to confirm our commitment to commercial business in Canada, and this was a great way to do it. We were impressed with the team and look forward to welcoming them into the Wawanesa family,” Johnston said.
Johnston pointed to marine, D&O liability and aviation as the lines he's most excited to add, entirely new territory for the insurer, noting there would be other lines from the acquired book that fit the same pattern of expanding Wawanesa's reach into segments it hadn't previously served.
On integration risk, a familiar concern in acquisitions of this scale, Johnston said Wawanesa has largely designed it away. Everest Canada will keep its own management team and run as a separate line of business rather than being folded into Wawanesa's existing operations.
"We're not going to integrate this business," Johnston said. "We're going to welcome Everest into the family, but this will be run as an entirely separate line of business with a separate management team. We will look for opportunities to work better together, but there really is no integration here."
The main risk he's watching, he said, is market reaction, something Wawanesa is trying to get ahead of by being clear from the outset that Everest Canada will operate independently rather than get absorbed into the parent company.
Johnston also said this won't be Wawanesa's last move in the Canadian market. "It is not the last," he said. "We have a strong balance sheet. We are keen to grow inorganically in this country, and so we will continue to aggressively look for opportunities and deploy capital where we see the right fit." He described the Everest transaction as an important step forward in a growth and diversification strategy the insurer has publicly framed as ambitious, one meant to expand how many Canadians and organizations Wawanesa is able to serve.
The transaction adds a portfolio of specialty commercial products to Wawanesa's business, including cyber, accident and health, aviation, marine, professional liability, and property and casualty coverages aimed at larger and more complex risks, Insurance Business previously reported. Everest Canada is projected to contribute approximately $305 million in annual commercial premiums, an increase of roughly 30% over Wawanesa's existing commercial lines volume.
Under the deal structure, Wawanesa is acquiring all issued and outstanding shares of Everest Canada from an Everest subsidiary, alongside a loss portfolio transfer reinsurance agreement with Everest Reinsurance Company that keeps liabilities tied to policies written before closing with Everest. Everest Canada will continue administering claims on those legacy policies on Everest's behalf, with a transition services agreement in place for an Everest affiliate to provide operational support following completion.
The deal had required sign-off from the Minister of Finance and clearance under Canada's Competition Act before it could proceed, conditions that have now been satisfied. Following closing, Everest Canada will operate as a distinct entity within the Wawanesa group of companies, according to the announcement, preserving the business model and broker and client relationships that existed prior to the acquisition.
The acquisition fits a broader pattern across the sector, with insurers such as Intact Financial Corporation and Travelers Canada also expanding their commercial and specialty offerings in recent years as demand grows for more complex, tailored risk solutions. Wawanesa, a Canadian-owned mutual insurer founded in 1896, reports assets of approximately $11.5 billion and an A (Excellent) financial strength rating from AM Best. The addition of Everest Canada is expected to increase the insurer's exposure to specialty commercial risk while maintaining its existing footprint in personal lines and broader insurance markets.