Mutual insurer Macif steps up efforts to buy Aviva's French arm - sources

By Pamela Barbaglia and Gwénaëlle Barzic

LONDON/PARIS (Reuters) - Mutual insurer Groupe Macif has stepped up efforts to buy Aviva's French arm in a deal worth about 3 billion euros after an Allianz-led consortium bowed out amid firm resistance from French unions and local partners, sources told Reuters.

Groupe Macif has hired Credit Suisse and Lazard to work on the deal and is looking to submit an offer ahead of a mid-January deadline for non-binding bids, the sources said, speaking on condition of anonymity as the matter is private.

The auction has also drawn interest from French giant AXA, Europe's second biggest insurer, and state-owned Banque Postale which recently merged with French life insurer CNP Assurances, the sources said.

Italy's Generali is the only non-French bidder in the auction after negotiations with a consortium of Germany's Allianz and life insurer Athora, backed by U.S. buyout fund Apollo, fell through, the sources said.

A spokesperson for Aviva said the British insurer is exploring options for its European and Asian business including France but declined to comment on specific bidders.

Axa, Generali and Banque Postale declined to comment while Groupe Macif did not respond to requests for comment.

Macif is seeking to raise financing to meet Aviva's price expectations of about 3 billion euros ($3.64 billion) for the business which provides life insurance as well as property and casualty policies to French clients, the sources said.

Other bidders including Axa and Banque Postale are expected to seek a discount to take on the unit which some sources initially valued at between 2 billion and 3 billion euros.

The sale is a central part of Aviva boss Amanda Blanc's turnaround plan aimed at shifting the insurer's focus to its core operations in Britain, Ireland and Canada after a prolonged period of share price weakness that has irked investors.

A merger between Aviva France and a local insurer is likely to win the blessing of regulators and unions as well as Aviva's local partner Association Française d'Épargne et de Retraite (Afer), which previously expressed concern over job security and strategy should Allianz take control.

Founded in 1960, Macif is wholly owned by its roughly 5.4 million policy holders and provides anything from auto, home, health and life insurance. It also offers banking and credit products and is a key shareholder of OFI Asset Management.

"At the moment Macif is the only bidder carrying out extensive work and willing to pay a full price," one of the sources said.

"But it remains a difficult deal as mutual insurers face an existential question on whether to return cash to policy holders or else embark on big deals," he said, noting that they have a non-lucrative business model and have so far stayed away from sizeable acquisitions.

PRIVATE EQUITY WAITING IN THE WINGS

A series of heavyweight private equity funds including Blackstone, Cinven and CVC Capital Partners have also come forward to team up with Aviva's preferred bidder for its French portfolio and pick up any unwanted assets, the sources said.

The three investment firms have held separate talks with both Macif and Generali to offer support for a possible joint bid, one of the sources said.

European private equity firm Apax and U.S. alternative investment firm Varde Partners have also been circling some of the bidders, the source said, cautioning that private equity involvement may make it harder to win regulatory approval for a deal.

Blackstone, Cinven, CVC, Apax and Varde declined to comment. Aviva is also reviewing ways to exit its Polish business, joint ventures in Turkey, China and India, and its remaining Italian ventures after agreeing to sell its stake in life insurer Aviva Vita last month.

"These are complex businesses with multiple stakeholders," Aviva boss Blanc told analysts during a recent earnings call.

"I want to be very direct in saying that it will take time for us to reach a conclusion."

($1 = 0.8249 euros)

(Reporting by Pamela Barbaglia in London and Gwenaelle Barzic in Paris; additional reporting by Carolyn Cohn, Gianluca Semeraro, Arno Schuetze and Stephen Jewkes; Editing by Kirsten Donovan and Tom Brown)