Experience

• Insurance Industry and Asset Management Transactions

  • Prudential Financial in the $11 billion reinsurance transaction of a portion of its guaranteed universal life block with Wilton Re, a provider of In Force and reinsurance solutions.
  • Global Infrastructure Partners, an independent infrastructure fund manager, in its acquisition by BlackRock for total consideration of $3 billion of cash and approximately 12 million shares of BlackRock common stock.
  • Prudential Financial in the formation of Prismic Life Reinsurance, a licensed Class E Bermuda-based life and annuity reinsurance company.
  • Brookfield Reinsurance in its acquisition of American Equity Investment Life Holding Company in a transaction valued at approximately $4.3 billion.
  • Chubb in its 15-year exclusive bancassurance distribution agreement with Hang Seng Bank.
  • Nuveen, the investment manager of TIAA, in its acquisition of a controlling interest in Arcmont Asset Management, a private debt management firm.
  • Wilton Re, a majority-owned reinsurance company of CPP Investments, in its sale of Ivari, a Toronto-based life insurance company, to Sagicor Financial Company.
  • Global Atlantic, a retirement and life insurance company, in its $10 billion annuity reinsurance transaction with Equitable Financial Life Insurance Company.
  • Manulife, a Canadian multinational insurance company and financial services provider, in its reinsurance deal with Venerable, a provider of risk transfer solutions to variable annuity issuers, releasing approximately $2 billion in capital.
  • Sun Life in its $2.475 billion acquisition of DentaQuest.
  • Jackson and Prudential plc in the separation of Jackson through a demerger, in a transaction valued at approximately $2.5 billion and that establishes Jackson as an independent, publicly-traded company.
  • Prudential Financial in the sale of its retirement plan business to Empower for a total transaction value of $3.55 billion.
  • Assurant in the $1.3 billion sale of its Global Preneed business to CUNA Mutual Group.
  • MassMutual in its $3.5 billion acquisition of Great American Life, a wholly owned subsidiary of American Financial Group.
  • Entities managed by Blackstone in the $2.8 billion acquisition of Allstate Life Insurance Company.
  • Unum Group in its agreement to reinsure a substantial portion of its Closed Individual Disability Insurance Block business to a subsidiary of Global Atlantic.
  • Carlyle as a lead investor in the $1 billion launch of Vantage Group, a new re/insurance entity and its wholly owned subsidiary, Vantage Risk, a new property catastrophe reinsurance provider.
  • MetLife in the $3.94 billion sale of its auto and home business to Zurich Insurance Group subsidiary Farmers Group.
  • The Independent Order of Foresters in its sale of Foresters Life Insurance and Annuity Company and Foresters Financial Holding Company, Inc. to Nassau Life Insurance Company, a subsidiary of Nassau Financial Group, L.P.
  • Prudential plc and Jackson National in the reinsurance to Athene of $27.6 billion of Jackson’s in-force fixed and fixed index annuities and a $500 million equity investment in Jackson’s holding company.
  • AXA Equitable Holdings in its agreement to sell U.S. Financial Life Insurance Company & MONY Life Insurance Company of the Americas.
  • Prudential Financial in its $2.35 billion acquisition of Assurance IQ.
  • Hamilton Insurance Group in its acquisition of Pembroke Managing Agency and Ironshore Europe DAC from Liberty Mutual.
  • Chubb Seguros México, an affiliate of Chubb, in a long-term distribution agreement with Citibanamex, a subsidiary of Citigroup, whereby Chubb will offer a broad range of non-life insurance products to Citibanamex's clients in Mexico.
  • Resolution Re in the reinsurance of structured settlement annuity contracts and income annuity contracts from Symetra Life Insurance Company.
  • Antares Holdings LP, a leading provider of lending solutions to private equity sponsor-backed middle-market companies, in the placement of $280 million of senior unsecured notes.
  • Wilton Re in its agreements to reinsure legacy comprehensive and nursing home long-term care insurance policies from Bankers Life and Casualty.
  • AXA and AXA Equitable Holdings on the initial public offering of AXA Equitable Holdings on the New York Stock Exchange for approximately $4 billion, and AXA Equitable Holdings in its offering and sale of $3.8 billion of senior notes.
  • Prosperity Life Insurance in its sale to an investor group led by Elliott.
  • American International Group in its $5.56 billion acquisition of Validus Group, a Bermuda-based, NYSE-listed, (re)insurance company.
  • Global Atlantic, a retirement and life insurance company, in the reinsurance of $9 billion of fixed annuities and other spread-based reserves of Talcott Resolution, The Hartford’s run-off life and annuity businesses.
  • The special purpose acquisition vehicle CF Corporation and Blackstone in the $1.835 billion acquisition of Fidelity & Guaranty Life.
  • A major life insurer in a purchase price adjustment dispute.
  • Wilton Re in its acquisition of Aegon Transamerica’s two largest U.S. run-off businesses.
  • New York Life Investments in its acquisition of a majority interest in Credit Value Partners, a distressed and high-yield debt investment management business.
  • American International Group in its sale of its Japan life insurance business to FWD.
  • Guardian in the acquisition by its subsidiary, Reed Group, of the absence management administration business of Aon Hewitt.
  • Protective Life in its acquisition by reinsurance of certain in-force blocks of term life insurance from Genworth Life and Annuity Insurance Company.
  • StanCorp Financial Group in its $5 billion sale to Meiji Yasuda Life Insurance Company.
  • Guardian in the sale of its majority ownership in eMoney Advisor, a leading wealth planning software company, to Fidelity Investments.
  • Blackstone Group’s Tactical Opportunities Group in the acquisition of Philadelphia Financial Group from Tiptree Financial.
  • American International Group in the sale of its Taiwan consumer and SME businesses to Nan Shan Life Insurance in Taiwan.
  • Protective Life in its $5.7 billion merger with a subsidiary of Dai-ichi Life, a life insurance company listed on the Tokyo stock exchange.
  • TIAA-CREF in its $6.25 billion acquisition of Nuveen Investments.
  • Canada Pension Plan Investment Board in its $1.8 billion acquisition of Wilton Re, a U.S. life insurance and reinsurance provider.
  • Northwestern Mutual in its $2.7 billion sale of Russell Investments to the London Stock Exchange Group.
  • Assurant in its investment in Iké Asistencia, a services assistance business with operations in Mexico and other countries in Latin America.
  • GreyCastle in its $570 million acquisition, backed by a consortium of investors, of the run-off Life Reinsurance operations of XL Group.
  • A private equity fund as lead investor in Altair Re, a reinsurance sidecar established by ACE Tempest Re, the Bermuda reinsurer.
  • Global Atlantic, a retirement and life insurance company, in its acquisition of the life insurance business of Aviva USA.
  • Markel Corporation in its $3.13 billion acquisition of Alterra Capital Holdings, a listed Bermuda reinsurer.
  • A subsidiary of Berkshire Hathaway in its acquisition of Hartford Life International Limited, an Irish domiciled variable annuity writer, for approximately $285 million.
  • TIAA-CREF in its partnership with Henderson Group PLC to create TIAA Henderson Real Estate Limited, a new global real estate investment management company.
  • Pan-American Life Insurance in its acquisition of select businesses and assets from MetLife in the Caribbean, Panama and Costa Rica.
  • Catlin Group in its £200 million rights issue, underwritten by JP Morgan and UBS.
  • Pacific Life Insurance in its acquisition of the International Life Reinsurance segment of Scottish Re Group Limited.

• Private M&A Transactions

  • Sawai and Sumitomo in the $210 million sale of its subsidiary Upsher-Smith Laboratories to Bora Pharmaceuticals.
  • Mitsui in the formation of the Blue Water Alliance, a joint venture in partnership with Olin Corporation.
  • Carlyle, in collaboration with its life sciences franchise Abingworth and their development company Launch Tx, in its investment of up to $170 million in biopharmaceutical company Opthea Limited.
  • EQT Exeter, a purpose-driven global investment organization, in its acquisition of Redwood Capital Group, an asset manager in the multifamily residential property space.
  • Qatar Investment Authority in its $375 million co-investment in Elon Musk’s take private acquisition of Twitter.
  • Carlyle in its $2 billion acquisition of Abingworth, a life sciences investment firm.
  • Prudential Financial, in partnership with LeapFrog Investments, in its acquisition of a strategic minority interest in Alexander Forbes Group Holdings Limited, a leading provider of financial advice, retirement, investment, and holistic wealth management services in South Africa, by way of a bilateral acquisition from Mercer Africa Limited and a partial tender offer on the JSE to eligible shareholders.
  • International Paper, a global producer of renewable fiber-based packaging and pulp products, in the separation and spin-off of its global printing papers business, Sylvamo, and related financing arrangements.
  • Providence Equity Partners in the combination of Blackboard, a leading global educational technology software and solutions company, and Anthology, a leading provider of proven higher education solutions.
  • Carlyle in its investment in American Express Global Business Travel. (Terminated)
  • International Paper in the $1.8 billion combination of its North America Consumer Packaging business with Graphic Packaging.
  • MBIA in the sale of its UK subsidiary to Assured Guaranty.
  • Canada Pension Plan Investment Board in its investment in convertible preferred equity securities of an affiliate of Advanced Disposal Services.
  • Clayton, Dubilier & Rice in its acquisition of Tranzact Holdings, the leading provider of comprehensive, direct-to-consumer sales and marketing solutions for insurance carriers in the U.S., from White Mountains Insurance Group.
  • International Paper in its $2.2 billion acquisition of Weyerhaeuser’s pulp business.
  • HarbourVest Partners in its acquisition from Bank of America of the BAML Capital Access Funds group, a private equity fund-of- funds manager focused on opportunities with emerging managers, diverse managers, the lower middle market and other underserved markets.
  • PharMEDium, a Clayton, Dubilier & Rice portfolio company and the leading national provider of outsourced compounded sterile preparations to acute care hospitals in the United States, in its $2.6 billion sale to AmerisourceBergen.
  • Global Infrastructure Partners in tax matters relating to its $2.68 billion acquisition of a 50% stake in Bakken midstream assets from Hess Corporation, creating a joint venture that will be called Hess Infrastructure Partners.
  • Canada Pension Plan Investment Board in its $12 billion acquisition of GE Capital’s sponsor lending business, including Antares Capital, the leading lender to middle market private equity sponsors in the U.S.
  • Footprint Power in the sale of Salem Harbor Energy Station Project to Highstar Fund IV and Toyota Tsusho, an EPC Contract with Iberdrola Energy Projects, to build a 700MW state-of-the-art combined-cycle gas electric generating facility and a $730 million construction financing, a transaction awarded the Project Finance International “2015 Power Deal of the Year of the Americas” award.
  • NCI Building Systems in its $245 million acquisition of CENTRIA.
  • Clayton, Dubilier & Rice in its acquisition of a 60% stake in John Deere Landscapes, a unit of Deere & Company’s Agriculture & Turf segment, in a transaction valued at $465 million.
  • Clayton, Dubilier & Rice in its acquisition of PharMEDium, a leading provider of sterile compounding services to hospital pharmacies.
  • Carlyle in tax matters relating to its acquisition of The Foundry Holdings.
  • Providence Equity Partners and Altegrity in the $520 million sale of Explore Information Services, a provider of database insurance technologies and e-government applications, to NYSE-listed Solera Holdings.
  • Carlyle in its acquisition of Giannoni France.
  • Altegrity and Providence Equity Partners in their $1.13 billion acquisition of Kroll from Marsh & McLennan.
  • Carlyle in its acquisition of a majority interest in CVC Brasil Operadora e Agência de Viagens S.A., the largest tour operator in Latin America.
  • Providence Equity Partners in its acquisition of AcadeMedia AB.
  • Providence Equity Partners in its $430 million investment in Aditya Birla Telecom, a subsidiary of Idea Cellular.

• Fund Formation Matters

  • Carlyle in the formation of Carlyle Credit Opportunities Fund II, a $4.6 billion credit opportunities fund.
  • EQT in the formation of EQT Real Estate I, a €420 million Europe real estate fund.
  • Global Infrastructure Partners in the formation of Global Infrastructure Partners III, a $15.8 billion infrastructure fund.
  • EQT in the formation of EQT Ventures, a €566 million Europe technology/venture capital fund.
  • Carlyle in the formation of Carlyle Europe Partners IV, a €3.75 billion Europe buyout fund.
  • EQT in the formation of EQT Credit Fund II, an €874 million Europe credit opportunities fund.
  • Global Infrastructure Partners in the formation of Global Infrastructure Partners II, an $8.25 billion infrastructure fund.
  • Carlyle in the formation of Carlyle Asia Growth Partners IV, a $1 billion Asia growth capital fund.
  • Carlyle in the formation of Carlyle MENA Partners, a $500 million Middle East and North Africa buyout fund.
  • Carlyle in the formation of Carlyle Europe Partners III, a €5.4 billion European buyout fund.
  • Carlyle in the formation of Carlyle Sub-Saharan Africa Fund, a $698 million Sub-Saharan Africa fund.
  • Carlyle in the formation of Carlyle Europe Technology Partners II, a €530 million Europe growth capital/technology fund.
  • Carlyle in the formation of Carlyle South America Buyout Fund, a $1 billion fund, including Fundo Brasil de Internacionalização de Empresas Fundo de Investimento em Participações, together with Banco do Brasil, a R$400 million vehicle to invest in Brazil.