Disclaimer :

The Competition DG makes the information provided by the notifying parties in section 1.2 of Form CO available to the public in order to increase transparency. This information has been prepared by the notifying parties under their sole responsibility, and its content in no way prejudges the view the Commission may take of the planned operation. Nor can the Commission be held responsible for any incorrect or misleading information contained therein.

SECTION 1.2

Description of the concentration

(1) This notification relates to the acquisition by Swiss Re Life Capital Limited (“SRLC”) of sole control of Guardian Holdings Europe Limited (“GHEL”) from the private equity company Cinven. GHEL is the holding company for operations trading under the name Guardian Financial Services (“Guardian”). Guardian is an owner and manager of life assurance businesses in the UK and Ireland. Guardian currently has £18 billion of assets under management and administers approximately 900,000 policies. Guardian’s policy base is diversified across pensions, savings and protection policies. Guardian has been closed to new business since 2001.

(2) SRLC is the holding company of the Admin Re® business unit and a subsidiary of Swiss Re Ltd (the holding company of the Swiss Re Group of companies (“Swiss Re”)). Swiss Re is a wholesale provider of reinsurance, insurance and other insurance-based forms of risk transfer for both life and non-life products. Following a post-completion reorganisation, the Proposed Transaction will result in Guardian Assurance Limited becoming part of the sub-group headed by Admin Re UK Limited, a subsidiary of SRLC. Swiss Re, through its Admin Re® business unit, is a life and pensions consolidator, whose primary activity is to acquire and manage closed books of life insurance business.

1 As noted in footnote 2, Guardian currently holds a small book of general insurance business which has been reinsured in full to R&Q. This business is in the process of being transferred by Guardian to R&Q by way of a Part VII transfer under the Financial Services and Markets Act 2000.

Commission européenne, DG COMP MERGER REGISTRY, 1049 Bruxelles, BELGIQUE Europese Commissie, DG COMP MERGER REGISTRY, 1049 Brussel, BELGIË

Tel: +32 229-91111. Fax: +32 229-64301. E-mail: COMP-MERGER-REGISTRY@ec.europa.eu.