Centris Completes Acquisition of Seaboard Life USA and VASA North America and Subsidiaries.

COSTA MESA, Calif.--(BUSINESS WIRE)--Jan. 4, 1999--

-- Acquisition furthers Centris' long-term focus on medical and
   specialty insurance lines
-- Centris expects to add $25 million to $30 million in additional
   premium during 1999 from the acquisition
-- Centris continues plans to exit property/casualty reinsurance
   business

The Centris Group Inc. (NYSE:CGE) Monday reported that, as part of its long-term growth strategy to focus on the medical lines business and bolster its market presence in those lines of business, it has completed the previously announced acquisition of Indianapolis-based Seaboard Life Insurance Co. (USA) and its affiliates, VASA North America Inc. and subsidiaries.

Centris' leadership position in medical stop-loss business strengthened

"With the closing of this strategic acquisition, Centris has further solidified its position as the leading provider of medical stop-loss insurance," said David L. Cargile, chairman and chief executive officer of The Centris Group.

The majority of the acquired companies' business is medical stop-loss and group term life insurance for self-insured employers, noted Cargile. "We expect this acquisition to be accretive to earnings in 1999," concluded Cargile.

Centris purchased Seaboard Life Insurance (USA), and VASA North America and its subsidiaries from Seaboard Life Insurance Co. of Canada and its parent, Seaboard North American Holdings Inc., a Canadian company that is owned by Eureko, B.V. of the Netherlands.

The acquired group includes Seaboard Life Insurance (USA) which is licensed in 41 states and the District of Columbia; VASA North Atlantic Insurance Co., a property/casualty insurer licensed in 36 states and the District of Columbia; and VASA Brougher Inc., a medical stop-loss managing general underwriter. Both insurance companies are rated "A-" (Excellent) by A.M. Best Co.

The purchase does not include the individual life and annuity business of Seaboard Life Insurance (USA), which is being sold separately.

Prior to this acquisition, Centris' USBenefits subsidiary was the leading provider of medical stop-loss coverage in the country and VASA Brougher was believed to have been the fifth largest provider of medical stop-loss coverage in terms of annual premiums generated. Centris will integrate VASA Brougher's operations into its existing operations, providing Centris access to VASA Brougher's distribution system which is particularly strong in the Midwest.

The VASA Brougher business of 51 lives or greater will be renewed beginning in 1999 into USBenefits' underwriting facility. Centris anticipates that such business will account for approximately $25 million to $30 million in gross premium during 1999. Additionally, Centris has made a fee-based arrangement with a managing general underwriter to provide renewals to VASA Brougher insureds with fewer than 51 employees.

Centris also disclosed that the newly acquired insurance companies will replace USF RE INSURANCE CO. as the reinsurer of The Continental Insurance Co. for the medical lines business produced by USBenefits beginning in 1999.

The purchase price for the group will approximate the statutory book value as of Dec. 31, 1998 of the insurance companies acquired, or approximately $43 million. Additionally, the sellers are providing protection for adverse loss development on the acquired group's existing business. Centris indicated that financing for the transaction was provided by its principal lender.

Other terms of the transaction were not disclosed.

Company continues with plans to exit property/casualty reinsurance lines

The company further noted that it is continuing with its previously disclosed plans to exit the property/casualty reinsurance business.

Cargile said: "By exiting the property/casualty reinsurance business and focusing primarily on medical and other specialty lines, we believe we can maximize the value of our capital base and improve our shareholder returns. We believe we can stabilize our earnings going forward by increasing fee income and reducing our exposure to losses from natural catastrophes."

About Centris

The Centris Group operates complementary businesses based on its expertise in the handling of specialized risk. It is a market leader in medical stop-loss coverages that produce revenues from both premiums and fees. Centris is also a provider of property/casualty reinsurance, excess and surplus lines insurance, special risk accident and health insurance products and reinsurance intermediary services.

Other specialized risk operations include claim review, premium and claim auditing, medical technology and treatment assessment, and runoff management.

Among the most highly rated companies in its markets, The Centris Group conducts business both nationally and internationally through USBenefits Insurance Services Inc., INTERRA Inc., USF RE INSURANCE and USF Insurance Co. Centris' insurance operations are rated "A" (Excellent) by A.M. Best and USF RE is assigned a claims paying ability rating of Aq (Good) by Standard & Poor's.

For more information on The Centris Group via facsimile at no cost, call 800/PRO-INFO and dial client code "CGE" or visit the company's Web site at www.thecentrisgroup.com.

Forward-Looking Statements

Some of the statements included within this release which are not historical facts may be considered to be forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, and therefore are subject to certain risks and uncertainties which could cause the actual results to differ materially from those suggested by such statements. Such risks and uncertainties include, but are not limited to the following: catastrophic losses or a material aggregation of such losses in the company's insurance lines; changes in federal or state law affecting an employer's ability to self-insure or other adverse regulatory changes; the adequacy of the company's reinsurance program; general economic conditions in this country or abroad; adverse developments in the securities markets and their impact on the company's investment portfolio; the effects of competitive market pressures within the medical lines or property/casualty marketplaces; the effect of changes required by generally accepted accounting practices or statutory accounting practices; and other risks which are described from time to time in the company's filings with the Securities and Exchange Commission. The words "believes," "anticipates," "expects" and similar expressions are intended to identify forward-looking statements.