ING Canada completes the private placement and secondary offering of the shares owned by ING Groep


    Canada's largest provider of property and casualty insurance is now a
    widely held Canadian company

    TORONTO, Feb. 19 /CNW/ - ING Canada Inc. (TSX: IIC) announced today the
completion of the private placement whereby a number of institutional
investors have bought 36.2 million shares of ING Canada from ING Insurance
International B.V. a wholly-owned, indirect subsidiary of ING Groep N.V., for
approximately $904 million. ING Canada also announced the completion of a
bought deal secondary offering for an additional 47.8 million of shares for
approximately $1.258 billion bringing the total gross proceeds to ING Groep to
$2.163 billion. As a result of the closing of these two transactions ING Groep
no longer owns any shares of the company.
    ING Canada is now an independent and widely held company. Based on
yesterday closing price of $28.70 per share, the company's public float
amounts to $3.441 billion and now qualifies the company for inclusion in the
S&P/TSX 60 index.
    According to Charles Brindamour, president and CEO of ING Canada, "for
the first time in recent history, a Canadian-listed and widely-held company
will assume the leadership position of the home, auto and business insurance
industry in the country. The company and its 6,700 employees now have the
complete flexibility to build upon their industry leadership, scale, expertise
and strong financial position to pursue its core strategies and the growth
opportunities that may arise as a result of the current market conditions."
    ING Canada will unveil in the next few days the new name of its ING
Insurance subsidiary, Canada's largest auto, home and business insurance
company. "By becoming a truly Canadian and independent organization", said
Brindamour, "we have the unique opportunity to market a new brand that will
reinforce our customer orientation."
    ING Canada has a proven track record of long term industry
out-performance. In 2008, ING Canada operations generated $620 million in cash
and at the end of the year, the company had $427.5 million in excess capital,
a minimum capital test of 205% and no debt.
    These transactions will not affect ING Groep's current ownership of ING
Bank of Canada, known as ING DIRECT, which is a separate and distinct company
from ING Canada.
    The secondary offering was led by CIBC World Markets Inc. and TD
Securities Inc., and included a syndicate of underwriters. CIBC World Markets
Inc. and Goldman, Sachs & Co., acted as agents in connection with the private
    The common shares to be offered have not been and will not be registered
under the U.S. Securities Act of 1933, as amended ("U.S. Securities Act"), and
may not be offered or sold in the United States or to or for the account or
benefit of U.S. persons absent registration or an applicable exemption from
the registration requirements of the U.S. Securities Act. This press release
shall not constitute an offer to sell or the solicitation of an offer to buy
such common shares in the United States or in any other jurisdiction where
such offer is unlawful.

    Forward-looking statements

    Certain of the statements included in this press release constitute
forward-looking statements. The words "may", "will", "would", "should",
"could", "expects", "plans", "intends", "anticipates", "believes",
"estimates", "predicts", "likely" or "potential" or the negative or other
variations of these words or other comparable words or phrases, are intended
to identify forward-looking statements. Forward-looking statements are based
on estimates and assumptions made by IIC in light of IIC's experience and
perception of historical trends, current conditions and expected future
developments, as well as other factors that IIC believes are appropriate in
the circumstances. Many factors could cause IIC's actual results, performance
or achievements or future events or developments to differ materially from
those expressed or implied by the forward-looking statements, including,
without limitation, the following factors: IIC's ability to implement its
strategy or operate its business as IIC currently expects; IIC's ability to
accurately assess the risks associated with the insurance policies that IIC
writes; unfavourable capital market developments or other factors which may
affect its investments; the cyclical nature of the property and casualty
insurance industry; IIC's ability to accurately predict future claims
frequency; government regulations; litigation and regulatory actions; periodic
negative publicity regarding the insurance industry; intense competition;
IIC's reliance on brokers and third parties to sell its products; IIC's
ability to successfully pursue its acquisition strategy; the substantial
influence of ING Groep N.V. prior to completion of the public offering and the
private placement; IIC's ability to execute its business strategy and
implement certain transition and related matters following completion of the
public offering and the private placement; IIC's participation in the Facility
Association (a mandatory pooling arrangement among all industry participants);
terrorist attacks and ensuing events; the occurrence of catastrophic events;
IIC's ability to maintain its financial strength ratings; IIC's ability to
alleviate risk through reinsurance; IIC's ability to successfully manage
credit risk (including credit risk related to the financial health of
reinsurers); IIC's reliance on information technology and telecommunications
systems; IIC's dependence on key employees; general economic, financial and
political conditions; IIC's dependence on the results of operations of its
subsidiaries; the volatility of the stock market and other factors affecting
IIC's share price; and future sales of a substantial number of the common
shares. These factors should be considered carefully, and readers should not
place undue reliance on the forward-looking statements made herein or in the
documents incorporated herein by reference. IIC has no intention and
undertakes no obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise, except as
required by law.

For further information:

For further information: Media inquiries: Gilles Gratton, Vice President
- Corporate Communications, (416) 217-7206, Email:; Investor inquiries: Michelle Dodokin, Vice
President, Investor Relations, (416) 344-8044, Email:

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