Nippon Life Insurance Company entered into a stock purchase agreement to acquire 20% stake in Corebridge Financial, Inc. from American International Group, Inc. for $3.8 billion.
May 16, 2024
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Nippon Life Insurance Company entered into a stock purchase agreement to acquire 20% stake in Corebridge Financial, Inc. (NYSE:CRBG) from American International Group, Inc. (NYSE:AIG) for $3.8 billion on May 16, 2024. Under the terms, AIG will sell 121,956,256 shares of common stock of the Company (?Common Stock?), representing approximately 20% of the issued and outstanding Common Stock at signing, to Nippon for $31.4704 per Share in cash. The consideration will be funded with cash on hand. Under the terms of the transaction, AIG has agreed to maintain a 9.9% ownership stake in Corebridge for two years after the closing. The closing of the Transaction is subject to certain closing conditions, including the receipt of specified regulatory approvals and Any applicable waiting period under the HSR Act (the ?Antitrust Approval?), as extended by the applicable Governmental Authority, relating to the Sale shall have expired or been terminated and Committee on Foreign Investment in the United States (CFIUS ) approval shall have been obtained at or prior to the Closing without the imposition of a Burdensome Condition. This sale is expected to close by the first quarter of 2025.
Hiroaki Takagi of Latham & Watkins Gaikokuho Joint Enterprise and Bradley Faris; Jason Morelli of Latham & Watkins LLP acted as legal advisor, General advice from Hiroki Kobayashi and Yohei Nakagawa, tax advice from Diana Doyle, Gary Boss and Annalisa Dillingham and Alexander Tram, compensation and benefits advice from Benjamin Rosemerge; Foreign direct investment (FDI) advice from Jim Baker and Catherine Hayne and Mekan Delahim, Max Hauser, Max Hauser, Jana Dammann, Britton Davis and Charlie Beller, Marcus Welzenbach and Charles McGrath (partner in the Washington, DCoffice) for Nippon Life Insurance Company. Paul Rodel; Eric Juergens, Marilyn Lion, J. Michael Snypes Jr., Gregory Lyons, Jeff Robins, Marc Ponchione, Ted Hassi, Timothy McIver and Rick Sofield of Debevoise & Plimpton LLP acted as legal advisors for Corebridge Financial, Inc. David K. Lam and Mark S. Stagliano of Wachtell, Lipton, Rosen & Katz acted as legal counsels, and J.P. Morgan Securities LLC acted as financial advisor for AIG.
Corebridge Financial, Inc. is a provider of retirement solutions and insurance products in the United States. The Company partners with financial professionals and institutions to help individuals plan, save for and achieve secure financial futures. The Companyâs Individual Retirement segment consists of fixed annuities, fixed index annuities, variable annuities, and retail mutual funds. Its Group Retirement segment consists of record-keeping, plan administrative and compliance services, financial planning and advisory solutions offered in-plan, along with proprietary and limited non-proprietary annuities, advisory and brokerage products offered out-of-plan. Its Life Insurance segment includes products in the United States, including term life and universal life insurance. Its Institutional Markets segment consists of stable value wrap (SVW) products, structured settlement, and pension risk transfer (PRT) annuities, corporate markets products and guaranteed investment contracts (GICs).
Nippon Life Insurance Company entered into a stock purchase agreement to acquire 20% stake in Corebridge Financial, Inc. from American International Group, Inc. for $3.8 billion.