Venerable’s $12 Billion Annuity Reinsurance Agreement With Equitable

Sidley Austin LLP advised Venerable, while Willkie represented Equitable on the deal.

Venerable Holdings, Inc. (“Venerable”) announced a transaction with Equitable Holdings, Inc. (NYSE: EQH) (“Equitable Holdings”) that will double Venerable’s total assets. Venerable has entered into a definitive agreement to acquire Corporate Solutions Life Reinsurance Company (“Corporate Solutions Life Re”), a Delaware domiciled variable annuity reinsurance company, and will concurrently reinsure approximately $12 billion of legacy variable annuity business from Equitable Financial Life Insurance Company (“Equitable”), a New York domiciled insurance company.

Corporate Solutions Life Re is authorized to operate in 45 states, including New York, and primarily reinsures third-party variable annuity guaranteed minimum death benefit (GMDB) and guaranteed minimum income benefit (GMIB) riders with approximately $7 billion and $2 billion of underlying account value respectively. Corporate Solutions Life Re has been in run-off since 2002, and all reinsurance treaties were closed to new business in 2004. At transaction close, Venerable plans to reposition all existing business into the Corporate Solutions Life Re entity. By repositioning the business into a single operating entity, Venerable expects to improve its liquidity position and enable several operating efficiencies.

The transaction is expected to close in the second quarter of 2021, subject to the receipt of required regulatory approvals and other customary closing conditions.

Equitable Holdings, Inc. is a financial services holding company comprised of two complementary and well-established principal franchises, Equitable and AllianceBernstein.

Founded in 2018, Venerable owns and manages legacy annuity business acquired from other entities. It is a business with well-established, strategic investors, experienced in successfully building and growing insurance businesses with long-term capital.

Barclays is serving as financial advisor to Venerable in connection with this transaction.

The Sidley team was led by Perry Shwachman (Picture) and also included Brad Drake, Jonathan Kelly and Chad Vance.

The Willkie team was led by partners John Schwolsky, Elizabeth Bannigan and Howard Block, and included partner Christopher Peters and counsel Christopher Petito.

Involved fees earner: Bradley Drake – Sidley Austin LLP; Jonathan Kelly – Sidley Austin LLP; Perry Shwachman – Sidley Austin LLP; Chad Vance – Sidley Austin LLP; Elizabeth Bannigan – Willkie Farr & Gallagher; Howard Block – Willkie Farr & Gallagher; Christopher Peters – Willkie Farr & Gallagher; Christopher Petito – Willkie Farr & Gallagher; John Schwolsky – Willkie Farr & Gallagher;

Law Firms: Sidley Austin LLP; Willkie Farr & Gallagher;

Clients: Equitable Holdings; Venerable Holdings Inc;

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Author: Ambrogio Visconti