Germany: Global Insurance Industry 2015 Year In Review

Last Updated: 2 March 2016
Article by Nicolas Rößler, LLM and Dr. Ulrike Binder

North America and Bermuda

Overview

The number of announced life insurance M&A transactions involving U.S.- or Bermuda-based targets was on the rise in 2015 after falling in each of the prior two years. According to SNL Financial, the overall deal value similarly increased, from an estimated $8 billion in 2014 to $13 billion in 2015, with three life insurance acquisitions by Asia-based acquirers each valued in excess of $1.5 billion.

The dominant trend in U.S. life M&A in 2015 was continued acquisitions by Japan- and China-based acquirers. Life reinsurance M&A was less active than in 2014, although several major in-force life block sales were announced. Private-equity backed life and annuity acquirers were again relatively quiet in 2015 compared to previous years, although one new entrant announced two U.S. deals in 2015. The year started off with Genworth launching the intended sale of its U.S. life and annuity business, but that deal ended up being pulled later in the year. We start 2016 with a major announcement in January by MetLife of its plans to pursue the separation of a substantial portion of its U.S. retail life business in an IPO, spin-off or sale.

Major Acquisitions by Japanese and Chinese Acquirers

As was the case in the property and casualty sector, 2015 saw major activity in the life sector from Japan- and China-based buyers. Tokyo-based Meiji Yasuda Life Insurance Company announced its agreement in July to acquire StanCorp Financial Group Inc. for $5 billion. Meiji Yasuda, the oldest and third largest life insurance company in Japan, also holds the largest share of group insurance in the Japanese market. Meiji Yasuda's acquisition marked the second major U.S. life acquisition by a Japanese life insurer following on the heels of Dai-ichi Life's acquisition of Protective Life announced in 2014 and completed in February 2015.

One month after Meiji Yasuda's announcement, Sumitomo Life Insurance Company, an Osaka-based company, announced its agreement to acquire Symetra Financial Corporation from a seller group that included Berkshire Hathaway Inc. and White Mountains. The deal, valued at $3.8 billion, serves as a means for Sumitomo Life to expand the size of its overseas revenues as it, like other Japanese life insurers, faces stagnant life sales in Japan.

In November 2015, Beijing-based Anbang Insurance Group Co., Ltd. announced that one of its subsidiaries would be acquiring Fidelity & Guaranty Life from HRG Group, Inc. The transaction, valued at $1.6 billion, will make Anbang one of the largest insurers by market share in fixed annuity products in the U.S. In the cash deal, Anbang agreed to pay a 29% premium over the F&G stock price prior to the deal announcement. This is the first time a Chinese enterprise has acquired a U.S. life insurance company.

Acquisition of Closed Blocks

The life reinsurance market was fairly active in 2015 with acquisitions of in-force blocks of life insurance, particularly as life reinsurers searched for growth opportunities to replace the declining rate of cessions of traditional life reinsurance resulting from declining life insurance sales. RGA was again an active acquirer with two announced deals. RGA announced the acquisition of a $90 billion block of in-force life insurance from Voya Financial with approximately 155,000 policies as well as an agreement to reinsure approximately $22 billion of U.S. term life insurance in-force on approximately 290,000 policies from XL Group. Protective Life agreed to acquire certain blocks of Genworth's life and annuity business with an announced deal value of $661 million, as Genworth pulled back from selling its entire U.S. life and annuity business.

Private Equity-backed Acquirers

Although private-equity backed life and annuity acquirers were relatively quiet in 2015 compared to a few years ago, one new entrant arrived on the scene in 2015 and announced two U.S. deals. Nassau Reinsurance Group Holdings announced its agreement to acquire Phoenix Companies in September for $217 million and its plan to infuse an additional $100 million in capital, take the Phoenix Companies private and turn it into Nassau's U.S. platform. Nassau also announced its acquisition of the traditional insurance business of Universal American Corp. for $67 million in October.

MetLife to Divest Its U.S. Retail Life Business

In January 2016, MetLife announced its plans to divest the majority of its U.S. retail life and annuity business indicating that it is "evaluating structural alternatives for such a separation, including a public offering of shares in an independent, publicly traded company, a spin-off, or a sale." The divestment would include MetLife's individual life, annuity and personal lines property and casualty business and comprise over $240 billion in total assets. Among the reasons for the potential divestment indicated by MetLife was the current regulatory environment and its designation by the federal government as a non-bank Systemically Important Financial Institution (SIFI). MetLife's CEO noted in the announcement of the divestiture that "currently, U.S. Retail is part of a SIFI and risks higher capital requirements that could put it at a significant competitive disadvantage. Even though we are appealing our SIFI designation in court and do not believe any part of MetLife is systemic, this risk of increased capital requirements contributed to our decision to pursue the separation of the business." The announcement also keeps MetLife a step ahead of any activist investors like those who have been openly pressuring AIG to break up its core businesses into more focused units. It remains to be seen whether other large publicly-traded and diversified life insurers consider similar restructurings.

Health Insurance Mergers

Mid-summer 2015 brought two historic merger announcements in the health insurance market. In early July, Aetna announced its agreement to acquire Humana in a cash and stock deal worth $37 billion. When announced it was the largest health industry merger in history combining the number three and number four companies in terms of revenue. Market dynamics resulting from the Affordable Care Act and the need to achieve further economies of scale were cited as motivating factors. The companies anticipate over $1.2 billion in annual "synergies." Three weeks later, Anthem made history by announcing its agreement to acquire Cigna in a cash and stock deal worth $54 billion, laying claim to the largest insurance deal. Both transactions are expected to close later this year and face federal antitrust and state insurance regulatory scrutiny, as the top five health insurance companies will now be reduced to three.

Europe

Low investment returns continued to be a key challenge to the European-based (re)insurance industry, particularly the life sector. The low, or in some cases negative, interest rate environment across Europe looks likely to continue at least in the short- to medium-term. This contrasts with the recent tightening of monetary policy by the Federal Reserve in the U.S., which last December implemented the first rate increase in almost a decade. While the Bank of England is likely to follow suit sooner than the European Central Bank, we could see a divergence of fiscal strategy by Western central banks. Coupled with the long overdue implementation of Solvency II at the beginning of 2016, such macroeconomic trends may impact the European M&A market over the coming year.

In the UK, 2015 saw the completion of one of the largest deals in recent years – the takeover of Friends Life by Aviva, which created a combined group valued at £5.2 billion. No other similar-sized deals were completed this past year, but some commentators have speculated that private equity firms are poised to increase their exposure to this sector of the market. One example was the sale of the Lloyds Bank subsidiary, Clerical Medical's international business, based in the Isle of Man, to a Royal London acquisition vehicle backed by private equity. The deal extends to some 24,000 policies and more than £5 billion of assets under management.

An unexpected reform of the UK pensions rules announced by the Chancellor in the 2014 Budget sent shock waves through the annuity provider market. The UK government has relaxed provisions around the compulsory purchase of annuities, allowing pensioners much greater freedom over how they invest lump sums to secure income and manage capital withdrawals. According to a report produced by the Association of British Insurers, the UK Chancellor's reforms had an immediate impact on sales of individual annuities, which dropped by 42% against the prior year. This change was a key driver behind the merger of Just Retirement Group and Partnership Assurance Group to create a £1.8 billion combined entity. There was also a capital raise to strengthen the combined balance sheet ahead of Solvency II implementation, which we discuss in the "Equity Capital Markets – Europe" section.

Looking ahead, we expect European life insurers to continue to seek opportunities beyond their domestic low growth mature markets towards emerging economies that can provide a growing customer base. One such recent development in India may generate interest in cross border tie-ups. The Indian government has raised the Foreign Direct Investment limit for the insurance sector from 26% to 49% as part of economic reforms to liberalize certain markets. Investment from overseas inbound to Europe saw Fairfax enter into an agreement at the tail end of the year with Greece's Eurobank Ergasias to acquire 80% of Eurolife ERB Insurance Group for €316 million. It is likely that this deal reflects the weakness of the Greek banking system with EU bailout fund conditions requiring divestiture of non-core businesses, as has been seen elsewhere in Europe since the financial crisis.

Asia

Japan

Japan's life insurance market is the world's second largest. Although it has been profitable and stable over the years, it faces weak growth prospects due to a rapidly aging population. This has spurred several Japanese life insurers to invest overseas, including those involving U.S. targets described above.

In May 2015, Nippon Life Insurance Co. announced its agreement to a 20% stake in Indonesia's Sequis Life (a middle-size life insurer) for $423.9 million.

In contrast to the outbound deals, Nippon Life announced its plan to acquire a 66.67% to 80% stake in Mitsui Life Insurance Company Ltd. in the latter half of 2015. Nippon Life intends to pay ¥300-400 billion (U.S.$2.5 – 3.3 billion) to acquire an 80% stake in Mitsui Life. This would be one of the biggest deals in Japan. Tokyo-based Mitsui Life sells casualty insurance, group pension plans and annuities. By acquiring Mitsui Life, Nippon Life expects to regain its position as Japan's biggest earner of insurance premium income. This deal will put it ahead of Dai-ichi Life Insurance (who was the biggest earner in 2014.) Bloomberg reported that Nippon Life's three-year business plan released in March 2015 includes plans to spend as much as ¥500 billion (U.S.$4.3 billion) on acquisitions, including overseas insurers and asset managers.

China

Transactions involving Chinese entities have increased over the past two years. Like Japanese insurers, there has been a strong trend of Chinese insurers looking to invest internationally.

Anbang Insurance Group Co., Ltd. (one of the largest insurers in China) has been investing and acquiring overseas fairly aggressively as noted above with respect to its acquisition of F&G Life in the U.S. In June 2015, Anbang also agreed to buy 63% of Tong Yang Life Insurance in South Korea for $1.06 billion, the biggest single transaction between China and South Korea. I n July 2015, Anbang completed the acquisition of Dutch insurer VIVAT. This is the first time a Chinese enterprise has entered into the Dutch insurance market.

Other Chinese financial institutions are establishing their position in the global insurance market by actively seeking acquisition of overseas assets. In June 2015, Chinese conglomerate Fosun International announced the acquisition of a 52% stake in Phoenix Holdings of Israel for $450 million. Fosun International is China's largest private equity group with a focus on overseas markets, including both the life and property-casualty sectors. Bank of China Insurance Co. Ltd. agreed to acquire a 51% stake in Samsung Air China Life Insurance Co. Ltd. for a consideration of RMB 1.28 billion (U.S.$200.4 million). In October 2015, Baotou Huazi Industry Co. Ltd. stated its plans to acquire a 51% stake in Huaxia Life Insurance Corporation Ltd. for a cash consideration of RMB 31.68 billion (U.S.$4.9 billion), which furthers the goal of transforming Baotou Huazi Industry Co. Ltd. into a listed company operating primarily in the sugarmaking and insurance businesses.

Southeast Asia

China's JD Capital, also known as Beijing Tongchuang Jiuding Investment Management Co., will pay HK$10.7 billion (U.S.$1.38 billion) for the local life insurance business of Brussels-based Ageas in Hong Kong. With this acquisition announced in late August 2015, JD Capital will enrich its financial services portfolio while Ageas's CEO has said that the sale is in line with its strategy to target other Asian countries such as Malaysia, China, Thailand, India, the Philippines and Vietnam.

In May 2015, Thai Life Insurance Public Co. Ltd., a Thai provider of life, non-life, health and other insurance products, acquired an additional 50% stake in Thai Cardif Life Assurance Co., Ltd., a Thai life insurer, from BNP Paribas Cardif. With this additional 50% stake, Thai Life Insurance now owns 100% of Thai Cardif Life Assurance.

North America and Bermuda

Overview

The number of announced property and casualty insurance M&A transactions involving U.S.- or Bermuda-based targets in 2015 was down for the fourth straight year, falling from 49 to 41, according to SNL Financial. The overall deal value on announced transactions, however, was up significantly from approximately $12 billion in 2014 to $48 billion in 2015 in large part as a result of the $29.5 billion merger between ACE Limited and Chubb Corporation. Where 2014 was largely characterized by small- and medium-sized transactions, with more than two-thirds of all announced deals valued at or below $200 million, 2015 saw the announcement of a number of very large transactions as buyers are increasingly seeking scale, diversification and/or market access.

Deals involving Bermuda-headquartered insurance and reinsurance groups was a major trend in 2015, kicking off with the January 2015 announcements of XL Group's $4.2 billion acquisition of Bermuda-based Catlin Group and the announcement of an agreement for the amalgamation of two major Bermuda-based groups, Axis Capital and PartnerRe (later trumped by Exor's bid to acquire and take private PartnerRe, as noted below). The theme continued with deals involving Endurance Specialty Holdings acquiring Montpelier Re Holdings and Fosun's acquisition of the remaining 80% stake in Bermuda-based Ironshore Inc. that it did not already own.

Strategic Consolidation

Prior to 2015, market observers would not consider a large brand-name insurer with a strong competitive position and history of consistent profitability to be a likely acquisition target. In July, the insurance M&A landscape changed with the announcement of the $29.5 billion acquisition of the Chubb Corporation by ACE Limited (an insurance "merger of giants"), the largest deal of the year in the property and casualty sector. The cash and stock deal will create the world's largest publicly traded property and casualty insurance company. Chubb shareholder's will receive a 30% premium to Chubb's closing price pre-announcement. In addition, the transaction is projected to save the combined company, operating under the Chubb name, $650 million pre-tax annually by 2018.

Another transformative transaction was the acquisition by XL Group plc of Catlin Group Limited. The deal, valued at $4.2 billion, creates a leading global specialty and property catastrophe insurance and reinsurance company with a combined value of more than $12 billion. XL CEO Mike McGavick described the acquisition as an "offensive" maneuver, setting XL up to better compete for the business of buyers and brokers who are increasingly seeking out larger insurers with a broader range of offerings. He further elaborated, "the combination will add immediate scale in specialty insurance ... and creates a top 10 reinsurer with expanded alternative capital capabilities."

Non-U.S. Players Continue to be Active Acquirers and Bermuda Remains Hot Spot of Activity

2015 saw increased activity from foreign buyers, particularly those based in Asia. Tokio Marine Holdings, Inc., which has been very active in the U.S. M&A space over the past several years, completed its $7.5 billion acquisition of HCC Insurance Holdings, Inc., a specialty insurer headquartered in Houston, Texas, in October 2015. The acquisition of HCC, coupled with Tokio Marine's $37.1 million acquisition of SPARTA Specialty Insurance Company, signifies Tokyo Marine's continued push to expand its status as a global insurer with a diversified portfolio of specialty insurance franchises. The deals are the latest in a string of acquisitions aimed at expanding Tokio Marine's business in the U.S., following its 2008 acquisition of the Philadelphia Insurance Companies and the Delphi Financial Group in 2012.

In July 2015, an affiliate of China Minsheng Investment Corp. Ltd., a Shanghai-based firm, entered into an agreement to acquire Sirius International Insurance Group, Ltd. from White Mountains Insurance Group, Ltd. for $2.2 billion. The transaction is indicative of a recent push by international firms to expand in the Bermuda reinsurance market. Similar 2015 transactions include Fosun International Holdings Ltd.'s acquisition of the remaining 80% stake in Ironshore Inc. that it did not own, valued at approximately $1.8 billion, Endurance Specialty Holdings $1.4 billion acquisition of Montpelier Re Holdings and the PartnerRe takeover bid by Exor SpA (described below).

A transaction that involved both a foreign buyer and the sale of a Bermuda reinsurer was the acquisition of PartnerRe Ltd. by Exor SpA, an Italian-based holding company controlled by the Agnelli family. This was one of the more high-profile and contentious insurance M&A deals of the year. The deal was the culmination of a bidding war for PartnerRe that began in January 2015 with PartnerRe entering into a merger agreement with AXIS Capital Holdings Ltd., another Bermuda-based global insurance and reinsurance group. In pursuit of the acquisition, Exor improved its cash bid several times over the course of the year. Ultimately, Exor's bid succeeded and PartnerRe paid a $315 million termination fee to exit the AXIS deal. Under the terms of the deal with Exor, PartnerRe shareholders will receive $137.50 per share in cash and a pre-closing dividend of $3, valuing the deal at an estimated $6.9 billion.

Specialty Acquisitions

2015 was a year in which larger insurers focused on the acquisition of specialty insurers as a way of gaining direct customer access. In addition to the high-profile HCC and Catlin acquisitions, many smaller acquisitions of specialty insurers were announced or consummated during the year, including XL Group plc's acquisition of Allied International Holdings, Inc., a leading insurer of the outdoor entertainment industry in the U.S. Frequent acquirer AmTrust Financial was active again in 2015, announcing the acquisition of Warranty Solutions from Wells Fargo for $152 million and Texas-based Republic Companies Inc. for $233 million. Another regular acquirer, the Enstar Group, reported two acquisitions of runoff books of workers' compensation and occupational accident business, one from Voya Financial and one from Sun Life. Heritage Insurance, the Florida-based property insurer that went public in 2014, agreed to acquire Zephyr Insurance, which specializes in wind damage policies in Hawaii, for $120 million. The deal is consistent with Heritage's strategy to look for growth opportunities outside of Florida.

Europe

Overview

As of late January 2016, parts of the UK continue to deal with some of the costliest and most extensive flooding on record, with some early estimates putting losses at between £2-£2.5 billion. However, at a global level, 2015 insured catastrophe losses were once again down from the prior year at $27 billion and the lowest since 2009, according to a recent Munich Re report. Consequently, the soft market across many lines of business continues. Combined with low investment returns and the search for growth, it is no surprise that M&A activity across the sector hit the headlines. From the UK and European perspective, volumes and values of deals were less than in other regions, in particular the U.S. However, the multijurisdictional nature of many of the U.S. or Bermuda deals brought with them some UK elements, as we discuss in more detail below.

UK-listed insurer RSA continued with its divestiture of non-core businesses during the year, publicly restating its strategy of focusing on its markets in the UK, Ireland, Scandinavia and Canada. The largest of the disposals was the £403 million sale of RSA Latin America to Colombia's Grupo Sura which is expected to be completed this year. RSA also exited the Russian market, completed the sale of its Italian and Chinese businesses to ITAS Mutua and Swiss Re, respectively, and in July completed the sale of its Indian operations to Sundaram Finance Limited for £46 million.

While the disposals program has realized some £1.2 billion in proceeds, the main M&A event of the year for RSA was its attempted takeover by Zurich in what would have been the largest UK insurance deal in 15 years. At an agreed price per share of 550p, the deal valued RSA at £5.6 billion. The story began in late July with market speculation prompting Zurich to confirm to the market that it was evaluating a possible offer for RSA. Under UK Takeover Code rules the clock began to tick and Zurich then had 4 weeks in which to either announce a firm intention to make an offer or walk away and be restricted from making a further offer for 6 months. These rules are designed to prevent a target remaining in play to the detriment of the performance of the underlying business and ultimately target shareholder value. Interestingly, on the deadline date, Zurich made a possible offer at 550p per share conditional on a 4-week extension to allow for ongoing diligence. As the revised deadline approached the market was taken by surprise by a carefully drafted yet brief announcement on September 21 that Zurich was terminating discussions as a result of deterioration in the trading performance of its own general insurance business. This failed takeover attempt is a reminder that under UK Takeover Code rules the ability to conduct effective and timely diligence on a target can be critical to a bidder's chances of success.

Elsewhere in the UK public M&A sphere, insurance services and outsourcer Xchanging plc found itself at the center of a bidding war between Capita, Computer Sciences Corporation ("CSC") and Ebix. Capita kick-started the process with a 160p per share recommended offer in October, followed by CSC's 190p per share offer on December 9. Once the Xchanging directors had withdrawn their support of the Capita bid, it soon became clear Capita would drop out in the absence of a higher competing offer. The UK Takeover Panel imposed a February 6 deadline on Ebix to make a formal offer. Ebix did not present an alternative offer by the deadline; thus, CSC is now the sole bidder for Xchanging.

In the specialist managing general agent ("MGA") sector, there has been increasing amounts of activity. While the deal values are understandably on a smaller scale, some deals stand out as indicators of the growth and interest in certain business lines. One such example is the transaction liability and representation and warranty insurance arena where Ryan Specialty Group ("RSG") swooped in to acquire UK-based MGA Hunter George and Partners. The deal sees the management team remain in place and gives RSG a good entry point to this rapidly expanding specialty market.

Brokerage

2015 was another active year of consolidation in the broking sector of the market, with Willis seeing its fair share of headlines on both sides of the Atlantic. First, Willis completed its $392 million deal to acquire 85% of London-based wholesale broker, Miller, with the emphasis very much on Willis becoming a partner with existing Miller stakeholders. Miller's existing partnership structure is maintained and this may reflect a wish to retain key producers going forward, which has always been an integration challenge for merged businesses. Not long after the deal completed, Willis sold a strategic stake to U.S. retail and wholesale broker BB&T. Once again, this partnership brought a new player to the Lloyd's market and reaffirmed its importance to the wider industry.

Of course, the Willis deal that received much greater media attention was the recent completion in the first week of January 2016 of the merger with Towers Watson to create Willis Towers Watson, an $18 billion combined entity. Willis retains its NYSE listing and Irish domicile. In the end the allstock merger required an extension to allow certain aspects to be renegotiated and sweetened in favor of Towers Watson shareholders whom it had been argued were diluted on its original terms based on market valuations at that time. Willis was also busy expanding its reach in Continental Europe with the announcement at the tail end of 2015 that it had completed the purchase of the remaining 70% of French broker, Gras Savoye.

Consolidation among the remaining middle-market independents remains likely, particularly those with a Lloyd's platform. Private equity investors continue to show interest in the sector following in the footsteps of the General Atlantic backed Hyperion's deal with RK Harrison the previous year. 2015 saw Highbridge take a majority stake in Price Forbes, valuing the target at around £100 million, and emerge as the principal stakeholder in UK consolidator Towergate following a debt for equity restructuring that almost wiped out previous shareholders.

Elsewhere, RFIB's majority investor the Fleming Family Trust, sold its stake to U.S. private equity firm Calera Capital in an auction process run by boutique investment bank, Fenchurch Advisory Partners. Global heavyweight Marsh underlined its move into the UK retail SME market with its acquisition of LSE Aim-listed Jelf Group at 215p per share, a 42% premium to Jelf's 12-month average. While the premium suggests sustaining interest in the sector, investors have the sobering tale of Towergate's debt-fueled acquisition journey to remind them that not all broker consolidator vehicles have a happy ending.

Lloyd's

For the first half of 2015, Lloyd's posted a profit of £1.2 billion, which represented a 28% drop from the previous year. Lloyd's noted the intensely competitive market conditions across many lines of business, macroeconomic volatility and low investment returns. Further, a recent report by Peel Hunt analysts revealed that as tough market conditions persist, returns on underwriting are nearing the cost of capital. It therefore came as no surprise that Lloyd's operators played their part in the cross border M&A fever that we saw grip the market in 2015, particularly in the first half of the year.

The Lloyd's franchise continues to prove attractive to overseas players seeking access to new markets, efficiency of capital and diversification benefits. As described above, XL completed its takeover of Catlin, and then the second biggest Lloyd's syndicate, Amlin, recommended to its shareholders an offer from Mitsui Sumitomo of 670p per share, giving an overall valuation of £3.5 billion and representing a high multiple of 2.4 times book value and a 33% premium to market trading price. It was an active year for outbound Japanese M&A activity generally, as described above.

Earlier in the year, another oversees acquirer swooped in to buy Brit plc, which had only just been brought back to the public markets a year before. Fairfax Financial Holdings of Canada paid £1.2 billion, which represented a healthy 73% premium to book value and a quick profit for controlling private equity shareholders Apollo and CVC. As with the Amlin deal, senior management remains in place to run the business.

Now, only four independent London-listed Lloyd's carriers remain – Beazley, Hiscox, Lancashire and Novae. All benefited from rising valuations throughout the year, reflecting continued interest and speculation that one of them could be the next target. Various market commentators have suggested reasons in favor of one target being more suitable or ripe for takeover over another but there are many variables to take into account, and as 2015 deals have shown, successful bidders are difficult to predict. As Stephen Catlin noted in the aftermath of his deal, finding the right dance partner is key and then the next most important part is swiftly integrating the respective businesses. In many ways, closing the deal is only the beginning but preparations should be well underway while regulatory consents remain outstanding.

At the smaller end of the Lloyd's market, Hamilton completed its purchase of Sportscover, and Endurance's takeover of Montpelier gave it a presence at Lloyd's, something Endurance's CEO John Charman had previously stated wasn't on his shopping list. By contrast, Hamilton's Brian Duperreault had always maintained that gaining a Lloyd's platform was a key strategic initiative.

After an acquisitive period saw Ontario Teachers' Pension Plan-backed ANV grow its stamp capacity at Lloyd's, speculation now centers on whether a formal auction process may be in the cards as ANV has struggled to integrate its various businesses ahead of regulatory changes.

Runoff/Legacy

Catalina was able to close its purchase of Quinn Insurance's legacy assets in July 2015 in a transaction announced at the beginning of the year. Commentators have forecast that now that Solvency II implementation has finally occurred, the European legacy market provides many opportunities for capital efficient solutions. The likes of Catalina will be poised to test that theory in practice.

EU-based legacy operator Compre announced a new private equity backer in CBPE Capital to replace Milestone Capital after an auction process run by Lincoln International began in 2014. Finally, London-listed Charles Taylor had a busy year raising new equity in the market, launching its own Lloyd's syndicate and in the legacy market acquiring Scottish Widows International, a Jersey-based life insurer in run-off. Charles Taylor already administered the policies and it shows a commitment to deliver further operational efficiencies by merging the business into Charles Taylor's existing Isle of Man-based life company subsidiary.

Swiss Re subsidiary Admin Re announced the purchase of UK closed life company Guardian Financial Services for £1.6 billion. The Seller, private equity house Cinven, had previously held talks with closed life consolidator, the Phoenix Group. Cinven made a healthy return having bought the Guardian business from the Dutch life assurer, Aegon, for £275 million in 2011.

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Mayer Brown is a global legal services provider comprising legal practices that are separate entities (the "Mayer Brown Practices"). The Mayer Brown Practices are: Mayer Brown LLP and Mayer Brown Europe – Brussels LLP, both limited liability partnerships established in Illinois USA; Mayer Brown International LLP, a limited liability partnership incorporated in England and Wales (authorized and regulated by the Solicitors Regulation Authority and registered in England and Wales number OC 303359); Mayer Brown, a SELAS established in France; Mayer Brown JSM, a Hong Kong partnership and its associated entities in Asia; and Tauil & Chequer Advogados, a Brazilian law partnership with which Mayer Brown is associated. "Mayer Brown" and the Mayer Brown logo are the trademarks of the Mayer Brown Practices in their respective jurisdictions.

© Copyright 2016. The Mayer Brown Practices. All rights reserved.

This Mayer Brown article provides information and comments on legal issues and developments of interest. The foregoing is not a comprehensive treatment of the subject matter covered and is not intended to provide legal advice. Readers should seek specific legal advice before taking any action with respect to the matters discussed herein.

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In your use of the Website and/or Services you shall: comply with all applicable laws, regulations, directives and legislations which apply to your Use of the Website and/or Services in whatever country you are physically located including without limitation any and all consumer law, export control laws and regulations; provide to us true, correct and accurate information and promptly inform us in the event that any information that you have provided to us changes or becomes inaccurate; notify Mondaq immediately of any circumstances where you have reason to believe that any Intellectual Property Rights or any other rights of any third party may have been infringed; co-operate with reasonable security or other checks or requests for information made by Mondaq from time to time; and at all times be fully liable for the breach of any of these Terms by a third party using your login details to access the Website and/or Services

however, you shall not: do anything likely to impair, interfere with or damage or cause harm or distress to any persons, or the network; do anything that will infringe any Intellectual Property Rights or other rights of Mondaq or any third party; or use the Website, Services and/or Content otherwise than in accordance with these Terms; use any trade marks or service marks of Mondaq or the Contributors, or do anything which may be seen to take unfair advantage of the reputation and goodwill of Mondaq or the Contributors, or the Website, Services and/or Content.

Mondaq reserves the right, in its sole discretion, to take any action that it deems necessary and appropriate in the event it considers that there is a breach or threatened breach of the Terms.

Mondaq’s Rights and Obligations

Unless otherwise expressly set out to the contrary, nothing in these Terms shall serve to transfer from Mondaq to you, any Intellectual Property Rights owned by and/or licensed to Mondaq and all rights, title and interest in and to such Intellectual Property Rights will remain exclusively with Mondaq and/or its licensors.

Mondaq shall use its reasonable endeavours to make the Website and Services available to you at all times, but we cannot guarantee an uninterrupted and fault free service.

Mondaq reserves the right to make changes to the services and/or the Website or part thereof, from time to time, and we may add, remove, modify and/or vary any elements of features and functionalities of the Website or the services.

Mondaq also reserves the right from time to time to monitor your Use of the Website and/or services.

Disclaimer

The Content is general information only. It is not intended to constitute legal advice or seek to be the complete and comprehensive statement of the law, nor is it intended to address your specific requirements or provide advice on which reliance should be placed. Mondaq and/or its Contributors and other suppliers make no representations about the suitability of the information contained in the Content for any purpose. All Content provided "as is" without warranty of any kind. Mondaq and/or its Contributors and other suppliers hereby exclude and disclaim all representations, warranties or guarantees with regard to the Content, including all implied warranties and conditions of merchantability, fitness for a particular purpose, title and non-infringement. To the maximum extent permitted by law, Mondaq expressly excludes all representations, warranties, obligations, and liabilities arising out of or in connection with all Content. In no event shall Mondaq and/or its respective suppliers be liable for any special, indirect or consequential damages or any damages whatsoever resulting from loss of use, data or profits, whether in an action of contract, negligence or other tortious action, arising out of or in connection with the use of the Content or performance of Mondaq’s Services.

General

Mondaq may alter or amend these Terms by amending them on the Website. By continuing to Use the Services and/or the Website after such amendment, you will be deemed to have accepted any amendment to these Terms.

These Terms shall be governed by and construed in accordance with the laws of England and Wales and you irrevocably submit to the exclusive jurisdiction of the courts of England and Wales to settle any dispute which may arise out of or in connection with these Terms. If you live outside the United Kingdom, English law shall apply only to the extent that English law shall not deprive you of any legal protection accorded in accordance with the law of the place where you are habitually resident ("Local Law"). In the event English law deprives you of any legal protection which is accorded to you under Local Law, then these terms shall be governed by Local Law and any dispute or claim arising out of or in connection with these Terms shall be subject to the non-exclusive jurisdiction of the courts where you are habitually resident.

You may print and keep a copy of these Terms, which form the entire agreement between you and Mondaq and supersede any other communications or advertising in respect of the Service and/or the Website.

No delay in exercising or non-exercise by you and/or Mondaq of any of its rights under or in connection with these Terms shall operate as a waiver or release of each of your or Mondaq’s right. Rather, any such waiver or release must be specifically granted in writing signed by the party granting it.

If any part of these Terms is held unenforceable, that part shall be enforced to the maximum extent permissible so as to give effect to the intent of the parties, and the Terms shall continue in full force and effect.

Mondaq shall not incur any liability to you on account of any loss or damage resulting from any delay or failure to perform all or any part of these Terms if such delay or failure is caused, in whole or in part, by events, occurrences, or causes beyond the control of Mondaq. Such events, occurrences or causes will include, without limitation, acts of God, strikes, lockouts, server and network failure, riots, acts of war, earthquakes, fire and explosions.

By clicking Register you state you have read and agree to our Terms and Conditions