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Announcement:

Moody's reviews Harleysville Group's ratings (A3 IFS) for possible upgrade on Nationwide combination

29 Sep 2011

Approximately $100 million of rated debt outstanding.

New York, September 29, 2011 -- Moody's Investors Service has placed its A3 insurance financial strength (IFS) ratings of members of the Harleysville Insurance intercompany pool and its Baa2 rating on the senior debt of Harleysville Group Inc. (NASDAQ: HGIC) on review for possible upgrade following the announcement this morning that Nationwide Mutual intends to acquire all of the outstanding common stock of HGIC and to merge Harleysville Mutual Insurance Company (lead company of the group) into Nationwide Mutual Insurance Company (A1 IFS; stable). The transaction is expected to close in early 2012 and is subject to approvals from, among others, stockholders of Harleysville Group; policyholders of Harleysville Mutual and Nationwide Mutual; the Pennsylvania Insurance Department; the Ohio Department of Insurance; and various other regulatory bodies.

RATINGS RATIONALE:

According to Moody's, the rating review will focus on the structural aspects of the transaction with respect to Harleysville. These will include completion of the merger of Harleysville Mutual into Nationwide Mutual, the prospective ownership structure of the stock subsidiaries of HGIC under Nationwide Mutual, and whether Harleysville's operations will remain as stand-alone subsidiaries, or whether they will be pooled through reinsurance with Nationwide Mutual's existing insurance subsidiaries. The review will also consider the potential for Harleysville to benefit from potentially greater financial flexibility associated with becoming part of a larger and more diversified enterprise.

According to Moody's analyst Alan Murray, "Although Harleysville maintains a solid position as a regional independent agency-based insurer and very strong stand-alone financial profile, we believe that the transaction, if completed, would be credit-positive for Harleysville's policyholders and debt-holders, given the combined group's overall more diversified operating platform and greater capital resources, as well as greater spread of risk -- including catastrophe exposures -- on a consolidated basis."

Moody's current ratings for Harleysville consider the group's established regional presence in small business commercial lines insurance, its strong reserve position, its high-quality investment portfolio and good cash flows, as well as its conservative financial leverage. Moody's also noted the group's good geographic spread of risk, which has been achieved over time through a combination of internal growth and acquisitions. The company's application of predictive modeling, especially to its small business customer segment, has also contributed to improved underwriting performance and risk selection. Moody's added, however, these credit strengths remain tempered by an intensely competitive environment in business insurance which is likely to continue to constrain profitability, by the company's limited scale in personal lines, and by its above-average exposures to natural catastrophe losses arising from regional underwriting concentrations (primarily North Atlantic windstorms).

The following ratings have been placed on review for possible upgrade:

Harleysville Group Inc. -- senior unsecured debt at Baa2;

Harleysville-Atlantic Insurance Company -- insurance financial strength at A3;

Harleysville Insurance Company -- insurance financial strength at A3;

Harleysville Insurance Company of New Jersey -- insurance financial strength at A3;

Harleysville Insurance Company of New York -- insurance financial strength at A3;

Harleysville Insurance Company of Ohio -- insurance financial strength at A3;

Harleysville Lake States Insurance Company -- insurance financial strength at A3;

Harleysville Mutual Insurance Company -- insurance financial strength at A3;

Harleysville Pennland Insurance Company -- insurance financial strength at A3;

Harleysville Preferred Insurance Company -- insurance financial strength at A3;

Harleysville Worcester Insurance Company -- insurance financial strength at A3; and

Mid-America Insurance Company -- insurance financial strength at A3.

Harleysville Insurance underwrites small and middle market commercial and personal lines insurance through independent agents, primarily in the eastern and mid-western regions of the United States. HGIC is a publicly-traded holding company that is 54% owned by Harleysville Mutual Insurance Company. For the first six months of 2011, Harleysville Group, Inc. reported net earned premiums of $401 million and net income of $6.9 million. As of June 30, 2011 shareholders' equity was $782 million.

The principal methodology used in this rating was Moody's Global Rating Methodology for Property and Casualty Insurers published in May 2010. Please see the Credit Policy page on www.moodys.com for a copy of this methodology.

Moody's insurance financial strength ratings are opinions of the ability of insurance companies to repay punctually senior policyholder claims and obligations.

For more information, visit our website at www.moodys.com/insurance.

REGULATORY DISCLOSURES

For ratings issued on a program, series or category/class of debt, this announcement provides relevant regulatory disclosures in relation to each rating of a subsequently issued bond or note of the same series or category/class of debt or pursuant to a program for which the ratings are derived exclusively from existing ratings in accordance with Moody's rating practices. For ratings issued on a support provider, this announcement provides relevant regulatory disclosures in relation to the rating action on the support provider and in relation to each particular rating action for securities that derive their credit ratings from the support provider's credit rating. For provisional ratings, this announcement provides relevant regulatory disclosures in relation to the provisional rating assigned, and in relation to a definitive rating that may be assigned subsequent to the final issuance of the debt, in each case where the transaction structure and terms have not changed prior to the assignment of the definitive rating in a manner that would have affected the rating. For further information please see the ratings tab on the issuer/entity page for the respective issuer on www.moodys.com.

Moody's considers the quality of information available on the rated entity, obligation or credit satisfactory for the purposes of issuing a rating.

Moody's adopts all necessary measures so that the information it uses in assigning a rating is of sufficient quality and from sources Moody's considers to be reliable including, when appropriate, independent third-party sources. However, Moody's is not an auditor and cannot in every instance independently verify or validate information received in the rating process.

Please see Moody's Rating Symbols and Definitions on the Rating Process page on www.moodys.com for further information on the meaning of each rating category and the definition of default and recovery.

Please see ratings tab on the issuer/entity page on www.moodys.com for the last rating action and the rating history. The date on which some ratings were first released goes back to a time before Moody's ratings were fully digitized and accurate data may not be available. Consequently, Moody's provides a date that it believes is the most reliable and accurate based on the information that is available to it. Please see the ratings disclosure page on our website www.moodys.com for further information.

Please see www.moodys.com for any updates on changes to the lead rating analyst and to the Moody's legal entity that has issued the rating.

Alan Murray
VP - Senior Credit Officer
Financial Institutions Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

Robert Riegel
MD - Insurance
Financial Institutions Group
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

Releasing Office:
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653

Moody's reviews Harleysville Group's ratings (A3 IFS) for possible upgrade on Nationwide combination
No Related Data.
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