Insurance Industry Deals a Boon to Big Firms

, The Am Law Daily


State Farm Insurance headquarters in Bloomington, Illinois.
State Farm Insurance headquarters in Bloomington, Illinois.

A dozen Am Law 100 firms have grabbed roles on a series of transactions announced since the start of 2014 involving the insurance industry, where potential consolidation in the sector this year could produce a bevy of business for transactional lawyers.

On Wednesday, Bloomington, Ill.–based State Farm Mutual Automobile Insurance Company, the largest home and auto insurer in the U.S., announced it would sell its Canadian unit to the Desjardins Group, the largest credit union in Canada.

While the exact terms of the deal were not disclosed, the transaction is valued at roughly $1.5 billion as a result of a trio of investments in newly acquired State Farm Canada to be made by soon-to-be-former parent State Farm, Desjardins and French financial firm Credit Mutuel, according to news reports. The CBC notes the deal will make Levis, Quebec–based Desjardins the second-largest property and casualty insurer in Canada.

Mayer Brown and leading Canadian firm McCarthy Tetrault have taken the lead for Desjardins on the deal, which is expected to close in January 2015. Renaud Coulombe serves as general counsel for Desjardins.

State Farm, whose chief legal officer is Kim Brunner, has turned to Skadden, Arps, Slate, Meagher & Flom and Canadian firm Gowling Lafleur Henderson for counsel on its acquisition north of the border. Skadden M&A partners Todd Freed and Christopher Ulery, finance partner Dwight Yoo, tax partner Jessica Hough and associates Alpa Fedor and Jon Hlafter are leading a team working on the matter for the firm, which has been a longtime legal adviser to State Farm.

Meanwhile, Daytona Beach, Fla.–based insurance agency and brokerage firm Brown & Brown also announced this week that it would expand its flood insurance business through the $602.5 million acquisition of The Wright Insurance Group from private equity firm Aquiline Capital Partners.

Holland & Knight corporate partner Tom McAleavey in Orlando and securities partner Chester Bacheller in Tampa have taken the lead for Brown & Brown on the deal, along with R. Gregory Bailey, an employee benefits partner with Bailey & Lumb. Laurel Grammig, a former Holland & Knight partner, serves as Brown & Brown’s chief compliance and regulatory officer. The insurance agency and brokerage firm's in-house team working on the deal was led by chief M&A counsel David Lotz, a former Arnall Golden Gregory partner, and counsel Anthony Robinson.

Brown & Brown's general counsel is general counsel is Robert Lloyd. King & Spalding litigation partner Chilton Varner in Atlanta is an independent member of the board at Brown & Brown, along with Samuel Bell III, a partner at Tallahassee’s Pennington P.A.

Willkie is advising Wright on the deal through capital markets cochair Gregory Astrachan, venture capital chair Jeffrey Poss, corporate partner Sean Ewen, tax partner Christopher Peters, insurance regulatory partner Leah Campbell, employee benefits partner Jordan Messinger, antitrust special counsel Jonathan Konoff and associates Kristen DiCarmine, Christian Ercole, Robert Larimore and Dunia Rkein.

New York–based Aquiline, whose chief compliance officer is attorney Ezra Berger, has had a long relationship with Willkie. Last year the firm helped Aquiline acquire Genworth Financial’s wealth management unit for $412.5 million and the firm also handled Aquiline’s 2012 purchase of a majority stake in data management firm BI-SAM Technologies.

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