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Global Insurance Industry Year in Review

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Global Insurance Industry Year in Review Global Insurance Industry Year in Review Our Global Insurance Industry Year in Review is now in its seventh year. The comprehensive report discusses developments and trends in insurance industry transactions in the past year in North America, Bermuda, Europe, and Asia, with particular focus on mergers and acquisitions, corporate finance, the insurance-linked securities and convergence markets, including pension risk transfers, and tax and regulatory developments. For more on our market-leading Global Insurance Industry Group, please visit MayerBrown.com © 2019 Mayer Brown. All rights reserved. 3 ILS and Convergence Markets Table of 42. Property-Casualty Sector 48. Longevity and Pension De-Risking Contents 48 United States 52 UK 1 Mergers & Acquisitions 4 Insurance Regulatory 8. Property-Casualty Sector 60. US/NAIC 8 North America and Bermuda 60 Artificial Intelligence and Its Increasing Impact on the 11 UK and Europe Insurance Industry Asia 13 62 New York DFS Provides the Nation’s First Directive on the Proper Use of Life Sector 15. Unconventional and Alternative Data 15 North America and Bermuda 65 Major New Developments Related 18 UK and Europe to Credit for Reinsurance 19 Asia 69 Corporate Governance Gaining Ground: An Update on the NAIC 21. Additional Topics of Note Corporate Governance Annual Disclosure Act 21 Delaware Court Finds a MAE for the First Time 71 New York DFS Finalizes “Best Interest” Regulation After Demise 25 Bancassurance of the DOL Fiduciary Rule – and SEC Also Weighs In 27. Transactional Liability Insurance 73 NAIC Insurance Data Security Model 27 Corporate Law Progresses Slowly Through State 30 Claims Legislatures 74 Update on Insurance Business Transfer and Division Legislation 2 Corporate Finance in the United States 79 Recent Developments in 36. Equity Capital Markets International Group Supervision and Group Capital Requirements 37. Debt Capital Markets 82 New York Adopts Principle-Based Reserving 84 Looking Ahead – NAIC Priorities for 2019 4 Global Insurance Industry Year in Review 4 Insurance Regulatory (cont.) 86 State Ahead – the NAIC’s Continuing Modernization Program: 2018 Initiatives Focus on Data Collection and Data Management 89 Insurance-Related Legislation in the 115th Congress 91. UK and Europe 95. Asia 5 Technology 100. Insurtech 103. Technology Transactions 106. Cybersecurity & Data Privacy 106 The EU’s GDPR Has Global Effects 108 California Adopts GDPR-like Regulation 109 NY DFS Cybersecurity Compliance Requirements Expand 110 Ohio Adopts Cybersecurity Safe Harbor 112 The United States Releases A National Cyber Strategy 6 Tax 118 The BEAT 119 GILTI 121 Section 1297 PFIC Exception for Insurance Companies Mayer Brown Mayer Brown 5 Mergers & Acquisitions Property-Casualty Sector | Life Sector Additional Topics of Note | Transactional Liability Insurance 1 Mergers & Acquisitions PROPERTY-CASUALTY SECTOR Bermuda Targets NORTH AMERICA AND BERMUDA The three biggest P&C M&A deals of 2018 were Overview all acquisitions of Bermuda-based companies. The number of announced M&A transactions AXA’s $15.3 billion deal to purchase XL Group, in 2018 involving North America and Bermuda which was announced in March 2018 and property and casualty (“P&C”) insurance targets closed in September 2018, was the largest rose to 72 compared to 61 in 2017, according property and casualty insurance deal in North to data compiled by S&P Global Market America and Bermuda since the $29.5 billion Intelligence. The $32 billion in aggregate merger between ACE Limited and Chubb in transaction value ranks as the most active 2015. AXA indicated that a key rationale for the year for P&C M&A since 2015. This headline acquisition was its intention to transform itself number, however, is somewhat skewed, given from a predominantly life- and savings-focused that approximately two-thirds of that amount is company to a predominately P&C company. attributable to two “megadeals”, namely AXA The deal has created the world’s largest P&C S.A.’s purchase of XL Group plc for $15.3 billion commercial lines writer across all lines (based and American International Group, Inc. (“AIG”)’s on gross written premium) and has given purchase of Validus Holdings Ltd. for $5.56 AXA access to enhanced diversification and billion. Most of the P&C insurance M&A activity alternative capital (via XL’s ILS fund manager, in 2018 was instead largely characterized by New Ocean). In May 2018, AXA successfully small- and medium-sized transactions, with more spun off its US life business, AXA Equitable than 70% of deals valued below $500 million. Holdings, Inc., in the largest US IPO of the year. In the offering, AXA sold a 20% equity Despite around $80 billion of catastrophe losses stake in AXA Equitable, raising $2.6 billion. In in 2018, following record catastrophe losses November, they sold another approximately in 2017, the P&C industry continues to be 15% stake. regarded as overcapitalized, driven in part by the influx of capital into alternative vehicles. In In January 2018, AIG announced its largest addition, depressed investment income from standalone acquisition in 17 years: a $5.56 low interest rates and dwindling reserve releases billion, all-cash deal to purchase Validus are driving the need for cost-cutting, which Holdings. The transaction confirmed that insurers are seeking through efficiencies of AIG is emerging from its divestitures to repay scale. Other key factors underlying the increase government assistance since the financial crisis in P&C M&A include federal tax reform and as an expanding actor in the market. The continued inbound interest from international Validus takeover provides AIG not only with a acquirers seeking a meaningful presence in the Bermuda-based reinsurer (Validus Re), but also US market. a crop-insurance business (Crop Risk Service), a specialist in US small commercial excess and surplus underwriting (Western World), a Lloyd’s operation (Talbot) and a respected insurance- linked securities asset manager (AlphaCat). 8 Global Insurance Industry Year in Review Funds under the management of Apollo Global of a wider effort to build the vehicle into a Management LLC, the private equity and standalone legacy acquirer. alternative investment firm, agreed to acquire Aspen Insurance Holdings Ltd. for $2.6 billion, In December 2018, Catalina announced that in August 2018 (the deal is expected to close it had reached a deal to acquire Zurich’s in early to mid-2019), further illustrating asset employment liability business for $2 billion. managers’ attraction to insurance-linked returns The deal is Catalina’s third UK (EL) acquisition and the resulting long-term capital. In addition in just over two years. That deal followed to its major entry into the P&C space, Apollo Catalina’s agreement earlier in the year to already has a majority stake in Athene Holding acquire Arch’s discontinued MGA program. Ltd., the life and annuity company. With the acquisition of Aspen, Apollo also gains access Specialty Insurance to Aspen Capital Markets, Aspen’s ILS and collateralized reinsurance platform. M&A activity continued to be strong in the specialty markets, with established players Runoff looking to consolidate and other insurers looking to add diversification to their books Proactive legacy book management remained of more traditional P&C insurance lines. a key objective for P&C insurers in 2018 with the runoff sector continuing to be active. The In August 2018, Hartford Financial Services continued downward pressure on premiums Group Inc. announced its agreement to acquire and the further rise of alternative capital The Navigators Group Inc. for $2.1 billion in an continued to stoke activity in the North all-cash merger. Publicly traded Navigators is American non-life run-off market, which primarily a US specialty P&C and marine insurer PriceWaterhouseCoopers and AIRROC have and has a sizable international business valued at approximately $350 billion. 2018 has (accounting for approximately a third of its also seen the US regulatory landscape continue revenue) and a global reinsurance platform. to evolve favorably for runoff transactions, with The deal represents a further expansion of The more states introducing or enacting legislation Hartford’s product offerings and geographic to facilitate pro-active exits from legacy reach as it redeploys capital from its sale of portfolios (See “Update on Insurance Business Talcott Resolution, its runoff life and annuity Transfer and Division Legislation in the United business, which closed in late 2017. The States,” in the Insurance Regulatory-US/NAIC Navigators acquisition will also provide The chapter on page 74). Hartford with access to Lloyd’s through Navigators’ syndicate 1221. Available capital continues to grow in the runoff market. RenRe took a minority stake in Catalina In November 2018, The Doctors Company, the in January 2018, with Catalina’s majority owner, second largest medical professional liability Apollo, committing a further $700 million of insurer in the United States, entered into an equity to the business later in the year. The agreement to acquire the professional liability Carlyle Group acquired a minority stake in insurer, Hospitals Insurance Company, and AIG’s legacy carrier, DSA Re in August as part Mayer Brown 9 1 Mergers & Acquisitions its third-party administrator, FOJP Service Corporation, the fourth largest title insurer, Corporation, for $650 million. The deal is for $1.2 billion. The transaction is subject to anticipated to close in mid- to late-2019. pending regulatory approval. AmTrust Goes Private and Maiden Producer and Intermediary M&A Grapples with Fallout 2018 also saw a continuation of major In our 2017 Year in Review, we discussed activity in P&C producer and intermediary the travails of AmTrust Financial Services, M&A in the US and Bermuda. This activity Inc. over the course of that year related to is not surprising given that the industry its announcement of the need to restate its remains highly fragmented and suitable financials for the previous three financial years.
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