A.M. Best Places Ratings of Worldwide Insurance Company and Worldwide Direct Auto Insurance Company Under Review

    OLDWICK, N.J.--Jan. 29, 2003--A.M. Best Co. has placed the financial strength ratings of A (Excellent) of Worldwide Direct Auto Insurance Company and Worldwide Insurance Company (both located in Cincinnati) under review with negative implications.
    These rating actions reflect the January 27, 2003, announcement that Response Insurance Group of Companies (Meriden, CT), a subsidiary of Direct Response Corp, had signed a stock purchase agreement to acquire Worldwide Insurance and Worldwide Direct Auto from Great American Insurance Company (Cincinnati), the insurance subsidiary of American Financial Group, Inc. (AFG), for an amount equal to the policyholders' surplus of the Worldwide companies plus $17 million. The transaction will require the filing of a "Form A" application and approval from the Ohio Department of Insurance. The acquisition of Worldwide Direct Auto is being conducted through Warner Insurance Company (Meriden, CT), a subsidiary of Direct Response Corp.
    In addition, Response will acquire Great American's right to renew certain of its personal automobile insurance business written on a direct basis in selected markets. Response will pay commissions to Great American based on the successful renewal into Response of the Great American policies written on a direct basis. AFG does not expect to report a significant gain or loss on the sale.
    The negative implications reflect the likely downgrade or withdrawal of Worldwide Insurance and Worldwide Direct Auto's current ratings, due to future uncertainties with regard to business persistency, operational changes and their role in the Response Insurance Group. The ratings will remain under review pending receipt of the necessary regulatory approvals, meeting with the new management and the close of the transaction, which is expected in the second quarter of 2003.
    The current financial strength ratings of Great American Insurance Company and Warner Insurance Company, A (Excellent) and B++ (Very Good), respectively, remain unaffected by this transaction.

    A.M. Best Co., established in 1899, is the world's oldest and most authoritative insurance rating and information source. For more information, visit A.M. Best's Web site at www.ambest.com.