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Earnings

Mapfre Affiliate to Buy Safety in $1.54 Billion Cash Deal

Stockholders approved the merger at a November special meeting; closing still awaits remaining regulatory clearances.

An affiliate of Mapfre S.A. will acquire Safety Insurance Group, Inc. (SAFT) in an all-cash transaction valued at approximately $1.54 billion, paying $105 for each Safety common share. The offer represented a premium of 44% on Safety’s stock price as of July 23, 2026, when the parties signed the merger agreement.

The defining development this week was stockholder approval. At a special meeting on November 3, 2026, holders of Safety’s common stock voted to adopt the Agreement and Plan of Merger dated July 23, 2026, among Safety, MAPFRE U.S.A. Corp., and Splash Merger Sub, Inc. Under the deal, the merger subsidiary will merge with and into Safety, with Safety surviving as a wholly owned direct subsidiary of Mapfre.

Of 14,680,482 shares outstanding as of the September 8, 2026 record date, 11,338,195 were present or represented by proxy, or 77.23% of shares entitled to vote. On the merger proposal, 11,298,703 shares voted for, 12,918 against, and 26,574 abstained. A second proposal, a non-binding advisory vote on merger-related compensation for named executive officers, drew 9,240,002 votes for, 2,082,047 against, and 16,146 abstentions.

The Hart-Scott-Rodino waiting period expired at 11:59 p.m. Eastern Time on September 14, 2026, satisfying one closing condition. Completion remains subject to other customary conditions, including certain regulatory approvals.

Safety, a Massachusetts-based property and casualty insurer headquartered at 20 Custom House Street in Boston, had been improving underwriting results in the run-up to the deal. For the quarter ended June 30, 2026, the company reported a combined ratio of 95.7%, compared with 98.1% a year earlier, and net income of $34.5 million, or $2.36 a diluted share. Chairman, President and Chief Executive Officer George M. Murphy said the combined ratio reflected underwriting discipline and an ongoing pricing strategy.

Murphy described the Mapfre transaction as “an exceptional outcome for our shareholders and an exciting new chapter for Safety,” and said Mapfre “shares our long-term vision, our insurance culture, and our commitment to serving clients.”

The board had recommended a vote for both proposals. A proxy solicitation to adjourn the meeting if needed was rendered moot once a quorum and sufficient votes were in hand.

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