$1.54bn Mapfre takeover of Safety Insurance approved by shareholders as EUR 1bn bond issue funds deal

Safety Insurance Group shareholders have voted to approve the merger agreement under which a Mapfre USA subsidiary will acquire Safety in an all-cash deal valued at about $1.54bn, and Mapfre has completed a EUR 1bn debt issue to finance the purchase.

The vote took place on 3 November 2026. According to Safety's filing, 11,298,703 shares were voted for the deal, 12,918 against, and there were 26,574 abstentions, with 77.23% of shares present or represented by proxy.

Under the terms announced on 23 July 2026, Safety shareholders will receive $105 per share in cash, a 44% premium to the share price on that date. Splash Merger Sub, a Mapfre USA subsidiary, will merge into Safety, which will become a wholly owned subsidiary of MAPFRE U.S.A. Corp. Completion remains subject to customary closing conditions, including certain regulatory approvals.

On 4 November, Mapfre completed a dual-tranche issue of EUR 500m of senior debt and EUR 500m of Tier 2 debt. The senior tranche has a three-year term and a 3.875% coupon, while the Tier 2 tranche has a final maturity in 2041, a call date in 2031, and a 4.875% coupon.

According to Mapfre, demand exceeded EUR 5.7bn, with more than EUR 2.5bn for the senior tranche and EUR 3.2bn for the subordinated tranche, from more than 150 institutional investors. Spreads tightened by more than 30 and 35 basis points respectively. It was Mapfre's third trip to the capital markets in 2026, following a EUR 1bn senior issue in January and a EUR 500m Tier 2 issue in June.

Safety writes property and casualty insurance and operates exclusively in Massachusetts, New Hampshire, and Maine. Mapfre says the deal strengthens its US position, especially in New England, in motor and homeowners insurance, and consolidates its leadership in Massachusetts. The Madrid-headquartered insurer expects the deal to add to earnings per share and cash generation from the first year.

Mapfre reported a Solvency II ratio of 208.8% in the first half of 2026.

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Meenal Narang · 

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