Skadden, Arps, Slate, Meagher & Flom LLP is serving as legal counsel to Markel. Evercore is serving as exclusive financial advisor to Nephila and Willkie Farr & Gallagher LLP is serving as Nephila’s legal counsel.
Markel Corporation (NYSE :MKL ) and Nephila Holdings Limited have entered into a definitive agreement for Markel to acquire all of the outstanding shares of Nephila.
Nephila is the pre-eminent insurance-linked securities manager in the world. Nephila brings deep and long-term investor relationships, tremendous energy, creativity and innovation in matching investor risk appetites with client needs. Nephila, whose revenue is driven primarily through management and incentive fees, manages over $12 billion of assets under management for over 300 geographically diverse investors. Adding the unique and proven talents of Nephila to the specialty insurance and reinsurance platforms of Markel will produce a powerful combination that will drive long-term growth and value to the benefit of the companies’ investors.
Upon completion of the transaction, Nephila will continue to operate as a separate business unit. The management team, led by Greg Hagood and Frank Majors, will remain in place and will continue to be based in Bermuda, San Francisco, CA, Nashville, TN and London.
The transaction, which is subject to approvals by relevant insurance regulators and other customary closing conditions, is expected to close in the fourth quarter of 2018. The transaction is not subject to any financing condition, and Markel plans to finance the transaction using cash balances on hand.
Willkie advised Nephila Holdings Limited with a team including Michael Groll (Picture), Arthur Lynch, Ted Powers, Joseph Cunningham and Nicholas Bugler.
Involved fees earner: Michael Groll – Willkie Farr & Gallagher; Albert Theodore Powers III – Willkie Farr & Gallagher; Nicholas Bugler – Willkie Farr & Gallagher; Joseph Cunningham – Willkie Farr & Gallagher; Arthur Lynch – Willkie Farr & Gallagher;
Law Firms: Willkie Farr & Gallagher;
Clients: Nephila Holdings Limited;