AXA Canada to Acquire The Citadel General Assurance Company

The transaction will boost AXA Canada from 11th to 6th position in the P&C market and its revenues to more than CAD$1.6 billion

Montreal, November 29, 2005 – AXA Canada announced today it has entered into an agreement to buy Winterthur Canada Financial Corporation, whose main asset is The Citadel General Assurance Company (�Citadel�). The acquisition is subject to various conditions, including the approval of Canadian regulatory authorities. Consideration will be ca. CAD$310 million. The acquisition will be financed internally by the AXA Group.

Headquartered in Toronto, Citadel sells accident and sickness, liability, property and automobile insurance. With some 350 employees, the company distributes its products through a network of approximately 350 independent property and casualty brokers, and 1,200 accident and sickness brokers and benefit consultants throughout Canada. In 2004, the company had revenues of CAD$330.5 million and assets of CAD$669 million.

The transaction will provide several key strategic benefits for AXA Canada, including:

  • Significant growth in commercial lines volume and expertise;

  • Diversification of its portfolio in all Canadian markets;

  • Further development of its Financial Services and Life Insurance volume with the addition of new accident and sickness insurance products;

  • Expansion of its distribution network through the addition of new brokers;

  • The opportunity to provide additional solutions and products to its brokers and clients.

�The acquisition of Citadel further supports our strategy to become a Canadian leader in Financial Protection,� said Jean-Fran�ois Blais, President and Chief Executive Officer of AXA Canada. �By significantly increasing our critical mass in key markets outside Quebec and strengthening and diversifying our overall expertise and capability in P&C, Life Insurance and Financial Services, the transaction brings us closer to our goal of being the preferred company in our industry.�

AXA will now be stronger not only because of the acquisition of Citadel�s portfolio and the addition of new brokers but also because it gains the expertise and professionalism of the men and women who contributed to the success of Citadel.

�We are excited by the idea of joining a company with such a forward-looking vision, focussed on quality and solid performance�, said Bill Breckles, President and Chief Executive Officer of Citadel. �We see a great strategic fit between Citadel and AXA Canada. Our values and organizational cultures are similar and our products and distribution networks complementary. This combination will benefit both companies� clients and brokers.�

About AXA Canada

Present across Canada, AXA Canada offers a complete line of P&C, Life Insurance products and Financial Services to its clients through its 1,900 employees and 4,000 brokers and advisors. In 2004, AXA Canada had revenues of CAD$1.3 billion and net earnings of CAD$84.4 million. AXA Canada is a member of the AXA Group, a world leader in Financial Protection. AXA�s operations are diverse geographically, with major operations in Western Europe, North America and the Asia/Pacific area.