Robert S. Rachofsky

• Author, "Financial Sponsor Acquisitions of Insurance Companies," The Investment Lawyer (January 2019)
• Author, “Hostile Takeovers, Proxy Fights and Insurance Holding Companies,” The M&A Lawyer (August 2016)
• Author, "Proxy Access, Proxy Fights and Insurance Holding Companies," The M&A Lawyer (January 2011)

^{*Bob advised on some of these matters at his prior firm.}

Selected M&A Representations

• AIG in the sale of its global individual personal travel insurance and assistance business to Zurich Insurance Group for $600 million plus additional earn-out consideration;
• Sixth Street in its insurance platform Talcott Resolution’s agreement to reinsure $25 billion of liabilities from Principal Financial Group;
• Sixth Street in its agreement alongside Resolution Life to reinsure a $35 billion fixed index annuity portfolio of Allianz Life;
• Sixth Street in its acquisition of Talcott Resolution Life Insurance Company from a consortium of investors;
• KKR in its acquisition of retirement and life insurance company Global Atlantic for $4.4 billion;
• American International Group, Inc. in its sale of a 76.6% interest in Fortitude Re to The Carlyle Group and Tokyo-based T&D Holdings for approximately $1.8 billion;
• Fidelity National Information Services, Inc. in its $42 billion merger with Worldpay, Inc., the largest fintech deal ever;
• Walter Investment in its agreement to sell its insurance operations to Assurant Inc.;
• FIS in its agreement to sell its Public Sector and Education businesses to Vista Equity Partners for $850 million;
• AIG in its sale of a 73% interest in NSM Insurance Group to an affiliate of ABRY Partners;
• AIG in its purchase of certain business lines from Ironshore Inc.;
• Fidelity National Information Services, Inc. in its acquisition of SunGard in a deal valued at $9.1 billion;
• Aegon USA Inc. in its sale of its COLI/BOLI business to Stone Point and Newport Group;
• AIG in its acquisition of a controlling interest in NSM Holdings, Inc.;
• CNO Financial Group, Inc. in its sale of Conseco Life Insurance Company to Wilton Reassurance Company;
• Aviva plc in its $2.5 billion sale of Aviva USA Corporation to Athene Holding Ltd;
• Quicken Loans, Inc. in its acquisition of insurance operations;
• Remy International Inc. in its public merger transaction with a controlling stockholder;
• Computershare Inc. in its purchase of Registrar & Transfer Company from its owners;
• An investor group in the sale of Sedgwick Claims Management, Inc., a leading insurance claims administrator;
• Zenith Insurance Group in its sale to Fairfax Financial, Inc.;
• The Hartford in its sale of Omni Insurance Group, Inc. and related operations;
• Aviva plc in its acquisition of AmerUs Group;
• Hartford Financial Services in its sale of Hart Re to Endurance Specialty; and
• CGNU plc in the sale of its US property/casualty operations to White Mountains Insurance Group, Ltd.

Selected Securities Offerings*

• FIS in connection with its July 2022 public offering of $2.5 billion of senior notes;
• Fidelity National Information Services, Inc. in its $8.2 billion, $2.9 billion, $2.5 billion, $1 billion and $1.25 billion public offerings of debt securities, as well as its $4.5 billion aggregate debt offering to finance FIS’s $9.1 billion acquisition of SunGard;
• Aviva plc in its $400 million offering of subordinated capital securities, which was Aviva’s first public offering in the U.S.;
• Allstate Corporation in the offering of $200 million of indemnity-trigger catastrophe bonds covering its Florida subsidiary operations;
• Remy International, Inc., in its initial public offering of common stock;
• Fidelity National Financial, Inc. in multiple offerings of common stock and debt;
• Lender Processing Services, Inc., in its spin-off from Fidelity National Information Services, Inc., and concurrent $375 million high-yield notes offering under Rule 144A;
• The underwriters (led by Goldman Sachs and Merrill Lynch) in the IPO and secondary offerings of National Financial Partners, Inc.;
• Safety Insurance Group in its IPO and listing on the NASDAQ National Market; and
• The underwriters in the IPO of The Phoenix Companies, Inc. and in several subsequent debt offerings by Phoenix.