Tokio Marine enters into a Strategic Partnership with Berkshire Hathaway Group
Τρίτη, 24 Μαρτίου 2026 17:50Tokio Marine Holdings, Inc. (President and Group CEO: Masahiro Koike, hereinafter “TMHD”) is pleased to announce that we have decided to enter into a comprehensive strategic partnership (the “Strategic Partnership”) with National Indemnity Company (“NICO”), the group’s core reinsurance entity wholly owned by Berkshire Hathaway Inc. (“Berkshire Hathaway”), one of the most successful global investment and insurance franchises.
This Strategic Partnership is based upon Strategic Equity Investment in TMHD, Collaboration in Reinsurance, and Strategic Collaboration in M&A with NICO. Berkshire Hathaway enjoys a distinguished long-term investment track record. We recognize that, over the decades, Berkshire Hathaway has consistently delivered shareholder value that has significantly outperformed the broader market, earning global recognition for its disciplined investment approach and long-term-oriented management philosophy.
Berkshire Hathaway’s corporate culture and values, including its federated management model, strong commitment to integrity, financial resilience, and disciplined capital management, closely align with those of our own.
This Strategic Partnership combines NICO’s robust capital strength and deep underwriting expertise across insurance and reinsurance, with our globally diversified insurance platform, industry-leading underwriting capabilities, a strong capital base, and proven M&A execution built through disciplined strategic acquisitions over the years. Building on the strengths of both organizations, we aim to significantly enhance the 2 quality and scale of value delivered to customers, while driving long-term value for both companies.
Importantly, this is not merely a business alliance. We believe that it establishes a longterm strategic relationship anchored by an equity stake that will serve as a powerful catalyst for the medium- to long-term growth of both companies.
Comment from TMHD
Masahiro Koike, Group CEO of TMHD said, “We are delighted to establish a strategic partnership with Berkshire Hathaway, one of the world’s leading investors, whose corporate culture and values closely align with ours. This Strategic Partnership represents a major step forward in advancing our insurance business and delivering sustainable value creation by combining the strengths of both organizations. Through disciplined management, we remain fully committed to enhancing corporate value over the long term.”
Comment from Berkshire Hathaway
Ajit Jain, the Vice Chairman of Berkshire Hathaway-insurance operations stated, “We are pleased to build a long-term collaborative relationship with TMHD, which has a strong underwriting franchise and an exceptional management team. We expect this Strategic Partnership to create compelling long-term opportunities for both organizations.”
The Strategic Partnership comprises the following three key elements:
A. Strategic Equity Investment in TMHD
As the foundation of the Strategic Partnership, NICO will make a strategic equity investment in our company, initially acquiring approximately 2.5% ownership stake of our issued and outstanding shares.
The initial shares will be allocated through the disposition of treasury stock held by TMHD, as it would be difficult for NICO to acquire TMHD shares in the open market when discussions with TMHD on the Strategic Partnership are taking place (to prevent dilution for existing shareholders, we will simultaneously repurchase our own shares in an amount of up to 287.4 billion yen.)
Following the allocation of such treasury stock, any additional acquisitions of TMHD shares by NICO are expected to be made primarily through open-market purchases.
NICO will agree not to acquire more than 9.9% of our outstanding shares without prior approval from our Board of Directors.
Berkshire Hathaway is one of the world’s foremost long-term investors, and the investment from its wholly owned subsidiary, NICO, reflects not only the strategic importance of this Partnership but also its confidence in our ability to deliver attractive returns through sustained long-term value creation. We are committed to meeting that expectation, alongside all shareholders, by delivering sustainable longterm value and generating appropriate returns through disciplined management.
B. Collaboration in Reinsurance
We will welcome NICO, one of the world’s leading reinsurance companies, onto our reinsurance panel. NICO will assume a portion of our portfolio through Whole Account Quota Share (“WAQS”) reinsurance (Note).
This collaboration will further enhance, both qualitatively and quantitatively, our long-term and stable foundation of reinsurance that is less susceptible to cycles in the reinsurance market. In addition, it will further strengthen our earnings stability and strategic flexibility by mitigating underwriting volatility, particularly in relation to increasingly severe natural catastrophe risks.
This framework (WAQS) is expected to evolve over time in line with deepening our collaboration.
The long-term and stable risk capacity generated through this Strategic Partnership is expected to be deployed toward growth areas, particularly new strategic opportunities centered on our primary insurance business, with the aim of achieving further profit growth.
For NICO, the Strategic Partnership provides stable access to our diversified, highquality global insurance portfolio. Leveraging our established underwriting platform and disciplined risk selection capabilities, NICO will be able to build an insurance portfolio positioned for long-term value creation.
This long-term strategic collaboration combines underwriting excellence and capital strength to further enhance our competitive advantage in the global insurance market.
Note: “Whole Account Quota Share reinsurance” refers to a form of proportional reinsurance under which, in principle, the ceding company reinsures with a reinsurer a predetermined percentage of premiums, claims, loss adjustment expenses and other items attributable to an entire pre-defined portfolio, rather than limiting the arrangement to specific lines of insurance.
C. Strategic Collaboration in M&A and Global Investment Opportunities
- The two companies will collaborate on global strategic investment opportunities, including M&A, executing joint investments to drive sustained business expansion.
- We have steadily expanded our global footprint through disciplined acquisition principles. Through the Strategic Partnership, by combining our proven M&A execution capabilities with NICO’s peerless capital strength, we believe we are able to broaden our strategic options and access to high-quality growth opportunities.
We believe that by unlocking synergies between the two companies through the Strategic Partnership, this collaboration reinforces our competitive position in the global insurance marketplace, while further enhancing the resilience and flexibility of our financial foundation. Through disciplined and strategic capital deployment, we aim to drive sustainable growth and long-term value creation.
TMHD hereby announces as follows that, in order to implement the Strategic Partnership described above, its board of directors, at a meeting held on March 23, 2026, resolved as set forth below to: (i) enter into a strategic relationship agreement with NICO regarding the Strategic Partnership (the “Strategic Relationship Agreement”); (ii) dispose of 48,207,200 shares of the common stock held by TMHD (the “Shares”) to NICO (the “Disposition of Treasury Shares”) by way of a third-party allotment (the “Third-Party Allotment”); and (iii) enter into a share subscription agreement with NICO regarding the subscription of the Shares (the “Share Subscription Agreement”) and a voting agreement with NICO regarding NICO’s policy for holding the common stock of TMHD (the “Voting Agreement”; and together with the Strategic Relationship Agreement and the Share Subscription Agreement, the “Agreements”).
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