REPORTER'S NOTEBOOK: Demutualization Tops Agenda at Insurance Forum

This is the dawning of the age of financial services convergence. But you'd never know it by attending an insurance conference.

Last week, insurers and a larger crowd of investment bankers and merger and acquisition lawyers gathered at a resort hotel here to talk mostly about demutualization, a front-burner topic in the industry.

Demutualization is the process by which policyholder-owned companies, or mutuals, convert themselves into stock-issuing entities that can raise capital from the public markets. (Thrifts have undergone this process for the past two decades.)

The point of all this is to gain the currency necessary to buy other companies. And in recent years, insurers, like commercial banks, have realized that the only way to generate significant revenue growth in an industry devoid of meaningful top-line growth is to make acquisitions.

One might think that insurers would be talking more about the benefits of coupling with banks, mutual fund companies, brokerages, and other noninsurance companies.

After all, Citicorp and Travelers Group have merged to form Citigroup, offering banking, insurance, and other financial services. And a federal law letting banks and insurers enter each others' businesses is looming as a distinct possibility in the next year or two.

Even small regional banks have shown a willingness to buy small securities firms and insurance agencies in an effort to diversify their asset bases and invest in higher-growth businesses than their own.

But insurers, except for the large multiline carriers, tend to focus inward. Most of the discussion at the conference sponsored by the Strategic Research Institute focused on ways in which insurers can alter their corporate structures, generate some "acquisition currency," and buy each other.

David Rolwing, chief executive officer at Montgomery Mutual Insurance Co., a $194 million-asset property and casualty insurer in Sandy Spring, Md., said the merits of financial services convergence are lost on most insurers.

"For most companies, that's not a viable strategy," he said. "They don't have the kind of management talent to be able to evaluate what those opportunities are.

"They have been parochial all of their lives, and to venture into an industry in which you have limited or no knowledge, well, most people tend to avoid that kind of situation."

David Gaebler, a Lehman Brothers senior vice president specializing in insurance mergers and acquisitions, said: "There is a trend in insurance of sticking to one's knitting. You're even seeing cases of insurers divesting themselves of businesses."

Still, that did not keep one investment banker from doing a little wishing.

Anthony A. Latini, a vice president in the financial services practice at Berwind Financial of Philadelphia, argued that insurers could improve their return on equity and price-to-earnings multiples and "smooth out" their earnings by acquiring companies such as banks, mutual fund companies, brokerage firms, and finance companies.

He pointed to insurers such as Travelers Group and Conseco Inc. as examples of companies that have adopted that strategy, all to the benefit of their bottom line.

But Mr. Latini said that this model will not find much support throughout the industry, particularly with small and medium-size insurers.

"The ability to merge different businesses across the board is really difficult," he said.

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