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Introduction 2 Introduction - transaction All cash transaction - PowerPoint PPT Presentation

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1 Introduction 2 Introduction - transaction All cash transaction Planned transaction $115 per share Delivering a 50% approximately cash premium $5 billion 3 Introduction - rationale Key strengths of StanCorp Consistent long-term

  1. 1

  2. Introduction 2

  3. Introduction - transaction All cash transaction Planned transaction $115 per share Delivering a 50% approximately cash premium $5 billion 3

  4. Introduction - rationale Key strengths of StanCorp • Consistent long-term growth and • Leading provider of group life and profitability generated by robust disability insurance business model • Trusted and talented management • Solid financial strength team with strong culture of internal development • All these factors motivated Meiji Yasuda to consider partnering with StanCorp. 4

  5. Overview of Meiji Yasuda 5

  6. Overview of Meiji Yasuda • Founded in 1881 and headquartered in Tokyo • Oldest and third largest life insurance company in Japan Company • Mutual life insurance company overview • Largest share of group insurance in the Japanese market • ~6.6 million policy holders Core products • Group and individual life insurance, bancassurance, group annuity products • Japan and overseas network including U.S., Poland, China, Indonesia and Thailand Operations • Entered the US market in 1976 through acquisition of Pacific Guardian Life (PGL) Chairman Nobuya Suzuki Akio Negishi President $303 billion Total assets $6.1 billion Foundation funds Insurance premiums & other income $28.4 billion Employees 40,793 Financial strength ratings A.M. Best: A+ , S&P: A (PGL A.M. Best: A , S&P: A-) As of March 31, 2015; converted at JPY 120.17/USD 6

  7. Overview of Meiji Yasuda • Meiji Yasuda’s strong financial performance Base profit ($ in millions) Total assets ($ in millions) $303,478 $4,213 $3,831 $285,576 $274,617 $3,283 $3,087 $246,851 More than 10% More than 7% Compound annual Compound annual growth rate growth rate FY2011 FY2012 FY2013 FY2014 FY2011 FY2012 FY2013 FY2014 Converted at JPY 120.17/USD 7

  8. Benefits to stakeholders 8

  9. Benefits to stakeholders For shareholders • It represents all cash transaction. • The transaction delivers a 50% cash premium. • Many employees of StanCorp are shareholders who will realize substantial, immediate value. 9

  10. Benefits to stakeholders For customers • The Standard brand and name will remain. • The Standard will continue current business operations. • The Standard will continue to serve its valued customers as usual. • The Standard will maintain its current product mix and distribution channels. • The Standard’s focus and purpose will remain the same – helping people achieve financial well-being and peace of mind. 10

  11. Benefits to stakeholders For employees • The Standard brand and name will remain. • Employees should not expect any day-to-day changes at The Standard. • Combination of StanCorp and Meiji Yasuda will create a stronger and more diversified combined company. • Many employees of StanCorp are shareholders who will realize substantial, immediate value, including the 50% premium paid for their shares. • StanCorp will be in an enhanced strategic position, which could lead to increased opportunities for employees across the company. 11

  12. Benefits to stakeholders For Oregon • The Standard will continue to be domiciled in Oregon. • Same U.S. regulators: Oregon DCBS • Corporate headquarters will be unchanged: Portland, Oregon • The Standard’s highly recognized and appreciated community service and philanthropic support will continue in Portland and around the U.S. • Meiji Yasuda has a strong record of active community support in Japan and, with its strong support, The Standard will continue its commitments to communities it serves. 12

  13. Strategies 13

  14. Strategies Establish a strong business foundation in the U.S. market through StanCorp Further growth and profit Leverage StanCorp’s expertise expansion in the U.S. market and leadership development • Continue to support and develop • Share and leverage StanCorp’s StanCorp’s customer-oriented expertise business • Promote joint employee development • Cater to the needs of high-growth and leadership programs potential markets and demographics Corporate governance to support StanCorp Business management under experienced and talented management team of StanCorp Select number of board members and employees dispatched from Meiji Yasuda 14

  15. Benefits to StanCorp and Meiji Yasuda 15

  16. Benefits to StanCorp and Meiji Yasuda For both parties • StanCorp and Meiji Yasuda share overlapping culture, similar values and common vision valued by both parties. • StanCorp’s expertise in insurance, retirement and investment products and services together with Meiji Yasuda’s global business and resources: creating a stronger and more diversified leading global insurer • The transaction allows Meiji Yasuda to expand the scope and quality of its product offerings in the U.S., and also helps enhance and accelerate its diversification and international growth. • Given both companies’ leadership in their respective group insurance markets, and similar corporate goals, this combination is a logical “next step” for both of them. • Over time, the combined enterprise will seek opportunities to better serve customers and partners. 16

  17. Thank you for your kind attention. 17

  18. Disclaimer The information in this presentation is subject to change without prior notice. Financial data included in this presentation relating to StanCorp Financial Group, Inc. (“StanCorp”) is based on its public filings with the United States Securities and Exchange Commission. Statements contained in this presentation that relate to the future operating performance of Meiji Yasuda Life Insurance Company (“the Company”) or other future events, transactions or conditions are forward-looking statements. Forward-looking statements may include but are not limited to words such as “believe,” “anticipate,” “plan,” “strategy,” “expect,” “forecast,” “predict,” “possibility” and similar words that describe future operating activities, business performance, events or conditions. Forward-looking statements relating to the transaction involving the Company and StanCorp include, but are not limited to: statements about the anticipated benefits of the transaction, including future financial and operating results; the Company’s plans, objectives, expectations and intentions; the expected timing of completion of the transaction and other statements relating to the transaction that are not historical facts. Forward-looking statements are based on assumptions, estimates, expectations and projections made by the Company’s management based on information that is currently available. As such, these forward-looking statements are subject to various risks and uncertainties and actual business results may vary substantially from the results or forecasts expressed or implied in forward-looking statements. Consequently, you are cautioned not to place undue reliance on forward-looking statements. With respect to the transaction involving the Company and StanCorp, important factors that could cause actual results to differ materially from those indicated by such forward- looking statements include, but are not limited to: the risk that the Company may be unable to obtain governmental and regulatory approvals required to complete the transaction, or that required governmental and regulatory approvals may delay the transaction or result in the imposition of conditions that could reduce the anticipated benefits from the transaction or cause the parties to abandon the transaction; the risk that conditions to the closing of the transaction may not be satisfied; the length of time necessary to consummate the transaction; the risk that the businesses will not be integrated successfully; the risk that the strategic benefits from the transaction may not be fully realized or may take longer to realize than expected; disruption arising as consequence of the transaction making it more difficult to maintain existing relationships or establish new relationships with customers or employees; the diversion of management time on transaction-related issues; the ability of the Company, after completion of the transaction, to hire and retain key personnel; the effect of future regulatory or legislative actions on the Company; and the risk that the credit ratings of the Company or its subsidiaries may be different from what the Company currently expects. Forward-looking statements included in this presentation speak only as of the date of this presentation. The Company disclaims any obligation to revise forward-looking statements in light of new information, future events or other findings. 18

  19. Proposed Acquisition of StanCorp Financial Group by Meiji Yasuda Life Insurance Co. STRICTLY PRIVATE & CONFIDENTIAL

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