Rajab S. Abbassi

Partner

New York
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019-6099
T 212 728 8522
F 212 728 9522
rabbassiwillkie.com

Rajab S. Abbassi is a partner in the Corporate & Financial Services Department and a member of the Insurance Transactional and Regulatory, Mergers & Acquisitions and Capital Markets practice groups. Rajab’s practice focuses on corporate transactions in the insurance industry. He has advised on many of the most significant transactions in the insurance industry over the last 15 years. Rajab regularly advises on mergers and acquisitions involving public and private companies and private equity firms, reinsurance transactions, joint venture transactions, strategic investments, public and private securities offerings and other corporate transactions, and on other matters of corporate and securities law. He also regularly advises boards of directors and senior management on strategic and governance matters.

Rajab has been ranked by Chambers as a leading practitioner in Insurance Transactional and Regulatory matters, in which clients describe him as “extremely hard-working” and “off the charts intelligent.” He has also been recognized as a “Rising Star” by Super Lawyers

Willkie’s Insurance Transactional and Regulatory Practice is ranked Band 1 by both Chambers and Legal 500, and Willkie was recently named “Insurance Law Firm of the Year: Insurer” by Chambers USA.  

Rajab S. Abbassi is a partner in the Corporate & Financial Services Department and a member of the Insurance Transactional and Regulatory, Mergers & Acquisitions and Capital Markets practice groups. Rajab’s practice focuses on corporate transactions in the insurance industry. He has advised on many of the most significant transactions in the insurance industry over the last 15 years. Rajab regularly advises on mergers and acquisitions involving public and private companies and private equity firms, reinsurance transactions, joint venture transactions, strategic investments, public and private securities offerings and other corporate transactions, and on other matters of corporate and securities law. He also regularly advises boards of directors and senior management on strategic and governance matters.

Rajab has been ranked by Chambers as a leading practitioner in Insurance Transactional and Regulatory matters, in which clients describe him as “extremely hard-working” and “off the charts intelligent.” He has also been recognized as a “Rising Star” by Super Lawyers

Willkie’s Insurance Transactional and Regulatory Practice is ranked Band 1 by both Chambers and Legal 500, and Willkie was recently named “Insurance Law Firm of the Year: Insurer” by Chambers USA.  

Selected Significant Matters

Rajab has advised on the following significant matters:

Mergers and Acquisitions

  • Aegon in its deal to sell its two largest U.S. run-off businesses, pursuant to which Aegon's Transamerica life subsidiaries will reinsure $14 billion of liabilities to affiliates of Wilton Re US Holding Inc.;
  • Aegon in its $1.4 billion sale of Transamerica Reinsurance to SCOR;
  • Aetna in its $1.45 billion agreement to sell its U.S. group life and disability business to The Hartford;
  • Alea Group in its sale to Catalina Holdings;
  • Allstate in its $1.74 billion (including released capital) sale of Lincoln Benefit Life Company to Resolution Life Holdings;
  • Aquiline Capital Partners LLC in its agreement to acquire Relation Insurance Services;
  • Ariel Re in the sale of its insurance and reinsurance operations to a subsidiary of Goldman Sachs Reinsurance Group;
  • Aspen Insurance Holdings Limited in its $2.6 billion sale to certain investment funds affiliated with Apollo Global Management;
  • Assurant in the $940 million sale of its employee benefits business to Sun Life Financial;
  • Aviva in its $2.5 billion sale of Aviva USA to Athene Holding;
  • AXA in its $1.8 billion sale of Winterthur’s US property and casualty insurance operations to QBE;
  • Centerbridge Partners in its acquisition of Superior Vision Corporation, a leader in managed vision care, from Nautic Partners, and its acquisitions of a majority stake in Davis Vision, Highmark Health’s managed vision care benefits unit, and a minority stake in Highmark Health’s vision retail subsidiary, Visionworks;
  • CNO in its $260 million sale of Conseco Life Insurance Company to Wilton Re;
  • Corinthian Capital Group in its acquisition of CellXion, LLC;
  • Fidelity National Financial, Thomas H. Lee Partners and other investors in their $635 million acquisition of Sedgwick CMS Group and in their subsequent sale of a minority interest to United Healthcare;
  • Fidelity National Financial in its $210 million sale of its flood insurance business to WRM America Holding Company;
  • Fidelity National Financial in its $119 million sale of an 85% stake in the remainder of its personal lines insurance business to WT Holdings;
  • Fidelity National Financial in its acquisition of Commonwealth Land Title Insurance Company and Lawyers Title Insurance Corporation from LandAmerica Financial Group;
  • Fidelity National Information Services in its $1.8 billion acquisition of eFunds Corporation;
  • Fidelity National Information Services in the sale of its ClearPar automated syndicated loan trade settlement business to Markit Group;
  • Genworth Financial in its $2.7 billion pending acquisition by China Oceanwide; the transaction includes an additional $1.1 billion capital contribution;
  • The Guardian Life Insurance Company of America in its acquisition of a controlling interest in eMoney Advisor LLC;
  • The Hanover Insurance Group in its renewal rights agreement for access to OneBeacon’s commercial lines insurance business;
  • The Hanover Insurance Group in its acquisition of AIX Holdings, Inc. from Sterling Capital Partners and other stockholders;
  • The Hartford in its divestiture of Omni Insurance Group and related operations;
  • HCC Insurance Holdings, Inc., in its $7.5 billion acquisition by Tokio Marine Holdings, Inc.;
  • Lincoln National in its $7.5 billion merger with Jefferson-Pilot;
  • MetLife in its $11.8 billion acquisition of Travelers Life & Annuity from Citigroup;
  • Munich Re Group in its $1.3 billion acquisition of The Midland Company;
  • Munich Re Group in its $742 million acquisition of The Hartford Steam Boiler Group from AIG;
  • Munich Re Group in its $352 million acquisition of Sterling Life Insurance Company and Olympic Health Management Systems, Inc. from Aon;
  • Pan-American Life Insurance Group in its merger with Mutual Trust Financial Group;
  • Protective Life Corporation in its $1.2 billion acquisition of Great-West Life & Annuity Insurance Company’s individual life insurance and annuity business;
  • Protective Life in its agreement to acquire Liberty Mutual’s individual life and annuity business in a $3.3 billion multi-party transaction involving Liberty Mutual Group and Lincoln Financial Group;
  • Protective Life in its $1.06 billion acquisition of MONY Life Insurance Company and certain business of MONY Life Insurance Company of America from AXA;
  • Radian Group Inc. in its $810 million sale of Radian Asset Assurance Inc. to Assured Guaranty Ltd.;
  • RenaissanceRe Holdings Ltd. in its acquisition of Platinum Underwriters Holdings, Ltd. for total consideration of approximately $1.9 billion;
  • SPARTA Insurance Holdings in its sale to Catalina Holdings;
  • Sun Life Financial in its $650 million acquisition of Genworth's Employee Benefits Group Business;
  • Swiss Re Corporate Solutions Ltd in its agreement to establish a joint venture with Bradesco Seguros, creating a leading commercial large-risk insurer in Brazil;
  • Tower Group in its $525 million (including assumed debt) merger with a subsidiary of ACP Re;
  • Tower Group in its merger with Canopius Holdings Bermuda Limited;
  • Tower Group in its strategic investment in Canopius Group;
  • Tower Group in its acquisition of OneBeacon’s personal lines insurance business;
  • Voya Financial in the sale of its Closed Block Variable Annuity and fixed and fixed indexed annuities businesses to an investor group including affiliates of Apollo Global Management LLC and Athene Holding, Ltd.;
  • Wright Risk Management Company and its shareholders in the formation, structuring and initial funding of WRM America Holding Company, LLC, a joint venture with Aquiline Capital Partners, LLC, and related acquisitions and other transactions;
  • XL Group plc in the $875 million sale of a controlling interest in ARX Holding Corp. to The Progressive Corporation;
  • Zenith National in its $1.4 billion merger with a subsidiary of Fairfax Financial;
  • Zurich Insurance Group in its acquisition of the individual and group life insurance businesses and the long-term savings operations of EuroAmerica in Chile;
  • Zurich Insurance Group in its acquisition of Rural Community Insurance Services (RCIS) from Wells Fargo for up to $1.05 billion; and
  • Various financial advisers in connection with mergers and acquisitions transactions.

Corporate Finance

  • Deutsche Bank in its $220 million credit facility to Cyrus Reinsurance Holdings SPC (Cyrus Re) in connection with the private placement by Cyrus Re of senior debt securities, and in related transactions;
  • Deutsche Bank, as underwriter to the $150 million issuance of ordinary shares by Endurance Specialty Holdings Ltd. pursuant to a variable equity forward sale agreement;
  • Fidelity National Financial in the spin-off of its title insurance operations;
  • Fidelity National Information Services in secondary offerings of common stock;
  • Fidelity National Title Group in its $500 million debt exchange offer and related consent solicitation;
  • Montpelier Re Holdings Ltd. in primary offerings of common stock; and
  • Idaho Power Company, MetLife, New York Life and other clients in offerings of debt securities.

Publications / News / Events

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