King & Spalding advised T&D on the transaction. Willkie Farr & Gallagher represented American International Group, Inc on the transaction.
American International Group, Inc. (NYSE: AIG), The Carlyle Group (NASDAQ: CG) and T&D Holdings (TYO:8795) announced on November 25, 2019 that a newly created Carlyle-managed fund and T&D have partnered to acquire from AIG a 76.6 percent% ownership interest in Fortitude Group Holdings, whose group companies operate as Fortitude Re, for approximately $1.8 billion. Fortitude Re reinsures approximately $31 billion of liabilities of AIG’s Legacy Life and Retirement Run-Off Lines and approximately $4 billion of liabilities of AIG’s Legacy General Insurance Run-Off Lines.
Consummation of the transaction is subject to customary closing conditions, including approval or non-objection by the Bermuda Monetary Authority, New York State Department of Financial Services, the Texas Department of Insurance, the Illinois Department of Insurance, the Pennsylvania Insurance Department and the Delaware Department of Insurance.
After closing, ownership interests in Fortitude Re will include Carlyle and its fund investors at 71.5 percent (including the 19.9 percent stake previously acquired by Carlyle in November 2018), T&D at 25 percent and AIG at 3.5 percent, subject to certain adjustments in the purchase agreement. Fortitude will become an affiliated company of T&D and will no longer be a part of AIG’s consolidated group.
The King & Spalding team was led by Bernhardt Nadell (Picture), Adam Hankiss, Edouard Markson, Alexis Early, Gary Ho, Erin Iannotti, Dov Ehrman, Christine Savage, James Vines, Seth Atkisson, Laura Westfall, Nathalie Smith, Conrad Axelrod, Antoinette Bedros, Anush Emelianova, Jill McWhirter, Elizabeth Morgan, Kenneth Raskin, Joseph Eisert, Julie Peng, Kenenth Fowler, Edward Holzwanger, Christopher Boies, Scott Ferber, Nikolai Karetnyi, Richard Marooney, Robert Sheppard III and Anthony Mechcatie.
The Willkie deal team was led by partner Robert Rachofsky and included partners Laura Delanoy and Elizabeth Bannigan.
Involved fees earner: Christopher Boies – King & Spalding; Alexis Early – King & Spalding; Dov Ehrman – King & Spalding; Joseph Eisert – King & Spalding; Scott Ferber – King & Spalding; Adam Hankiss – King & Spalding; Gary Ho – King & Spalding; Edward Holzwanger – King & Spalding; Erin Iannotti – King & Spalding; Nikolai Karetnyi – King & Spalding; Edouard Markson – King & Spalding; Richard Marooney – King & Spalding; Jill McWhirter – King & Spalding; Anthony Mechcatie – King & Spalding; Elizabeth Morgan – King & Spalding; Bernhardt Nadell – King & Spalding; Kenneth Raskin – King & Spalding; Christine Savage – King & Spalding; James Vines – King & Spalding; Laura Westfall – King & Spalding; Robert Sheppard – Vinson & Elkins LLP; Elizabeth Bannigan – Willkie Farr & Gallagher; Laura Delanoy – Willkie Farr & Gallagher; Robert Rachofsky – Willkie Farr & Gallagher;