Highfields Capital Management LP, the largest shareholder in Delta Lloyd NV, is seeking to delay the insurer’s rights offer of 650 million euros ($706 million).
The investor, which owns more than 9 percent, wants the offer to be delayed until the Amsterdam-based insurer gets approval for a new model for calculating risk or until June 30 of next year, Highfields said in a statement on Thursday. Some investors may not know that proxy votes are due on Thursday rather than March 9, Highfields said.
Shareholders will vote on the capital increase on March 16.
“Highfields believes that Delta Lloyd will likely receive approval sooner than management claims and the resulting uplift will further make a capital raise unnecessary,” the Boston-based firm said in a statement. “Accordingly, pushing through a massively dilutive, and unnecessary, capital raise is not in the interest of the company or its shareholders.”
Delta Lloyd, the worst-performing stock on the Amsterdam Stock Exchange in the past 12 months, plans to raise the money to bolster capital. The share price has fallen more than 60 percent since August after a first-half loss fueled speculation that the insurer would require a capital increase.
Delta Lloyd has been under pressure to reassure investors as the European Union introduced stricter capital requirements for insurers in January under rules known as Solvency II. The insurer surprised investors in November by opting for the Dutch central bank’s standard model for calculating risk. Delta Lloyd announced February 24 that it aims to move to a partial internal model by 2018.
The rights offer will raise the insurer’s solvency ratio from 140 percent to as much as 180 percent, Delta Lloyd said. A ratio that high is unnecessary and would hurt shareholders, Highfields said in a presentation Tuesday. Management should instead target a number toward the bottom of the range, the company said.
Delta Lloyd’s executive and supervisory boards “fundamentally disagree” with an analysis of the business by Highfields and its decision to vote against a proposed rights offer, the insurer said in a statement on Thursday.
“We believe that Highfields’ analysis is ill-founded and their conclusions are inappropriate for a regulated business such as Delta Lloyd,” Delta Lloyd CEO Hans van der Noordaa said.
Proxy advisory firms ISS and Glass Lewis & Co. advised their clients on Tuesday to vote in favor of Delta Lloyd’s rights offer.