Brookfield Asset Management Reinsurance Partners, an entity spun out of Canadian giant Brookfield Asset Management Inc. earlier this year as a standalone public company, has plans to acquire a life insurance and annuities provider with ties to Galveston.
American National Group Inc. will become wholly owned by Brookfield Reinsurance as part of the all-cash transaction.
The deal, which is valued at about $5.1 billion, will see Brookfield Reinsurance substantially expand its existing platform, which already has about $15 billion under management.
Brookfield Reinsurance selected Skadden, Arps, Slate, Meagher & Flom as legal advisor and RBC Capital Markets as financial advisor.
Partners Todd Freed of New York and Sonia Nijjar of Palo Alto led the Skadden team.
Sidley Austin acted as lead transaction counsel to American National along with Greer, Herz & Adams, which serves as the Texas company’s general counsel and was led by Galveston partner Greg Garrison.
Houston partners Mark Metts and Katy Lukaszewski and Chicago partner Amanda Todd co-led the transaction for Sidley.
Additional Texas-based counsel came from Houston associates Leonard Wood, Sabina Wahl, Haley L. Cambra, Kevin R. Carson, Aaron J. King and Eric Duncan.
Citi served as financial advisor to American National.
Upon close of the deal, each share of American National common stalk will be converted to $190 in cash, representing a 55% premium over its unaffected share price on May 11.
Brookfield Reinsurance plans to fund the acquisition through a combination of committed debt and equity financing. That includes committed debt financing of $1.5 billion, provided by a syndicate of banks led by Bank of Montreal and Royal Bank of Canada, and an equity commitment from Brookfield Asset Management.
Brookfield Asset Management’s equity commitment will be funded by existing liquidity.
Paul Hastings served as legal advisor to Bank of Montreal and Royal Bank of Canada. New York partner John Cobb led the Paul Hastings team.
Brookfield Reinsurance stated that it intends to keep American National’s headquarters in Galveston, in addition to maintaining its current regional hubs, which includes a presence in League City.
“Brookfield Reinsurance has been very clear: they want us to continue to grow our business, together with our leadership team and our excellent team of employees and distribution partners,” said American National president and chief executive Jim Pozzi in a prepared statement.
The deal is expected to close in the first half of 2022.