Donald B. Henderson Jr.

Senior Counsel

New York
Willkie Farr & Gallagher LLP
787 Seventh Avenue
New York, NY 10019-6099
T 212 728 8262
F 212 728 9262
dhendersonwillkie.com

Donald Henderson is senior counsel in the Corporate & Financial Services Department of Willkie Farr & Gallagher LLP in New York.  Donald practices in the corporate area with an emphasis on merger and acquisition transactions in the insurance industry, complex reinsurance transactions, and general corporate and regulatory matters for insurance clients. His practice includes advising clients in the purchase and sale of businesses, including both stock and asset transactions, and purchases and sales of specific blocks of business. He also advises clients in connection with alternative risk transfer arrangements and pension buy-outs.

Chambers USA (2019) and Chambers Global (2013) rank Donald among the leading individuals focusing on “Insurance: Transactional and Regulatory." Donald is also recognized by The Legal 500 U.S. as a Leading Lawyer in the area of Insurance: Non-Contentious.

Donald Henderson is senior counsel in the Corporate & Financial Services Department of Willkie Farr & Gallagher LLP in New York.  Donald practices in the corporate area with an emphasis on merger and acquisition transactions in the insurance industry, complex reinsurance transactions, and general corporate and regulatory matters for insurance clients. His practice includes advising clients in the purchase and sale of businesses, including both stock and asset transactions, and purchases and sales of specific blocks of business. He also advises clients in connection with alternative risk transfer arrangements and pension buy-outs.

Chambers USA (2019) and Chambers Global (2013) rank Donald among the leading individuals focusing on “Insurance: Transactional and Regulatory." Donald is also recognized by The Legal 500 U.S. as a Leading Lawyer in the area of Insurance: Non-Contentious.

Selected Significant Matters

  • Represented Protective Life Corporation in its $1.2 billion acquisition of Great-West Life & Annuity Insurance Company’s individual life insurance and annuity business;

  • Represented Zurich Insurance Group in the reinsurance to RGA of a $2.3 billion block of Zurich’s in-force annuity business;

  • Represented 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.;

  • Represented AXIS Capital in the sale of its Australian operations to Swiss Re;

  • Represented Medical Liability Mutual Insurance Company (MLMIC) in its pending acquisition by National Indemnity Company, a Berkshire Hathaway subsidiary;

  • Represented RGA in the reinsurance of a $90 billion block of term life insurance business of Voya;

  • Represented Assurant in the $940 million sale of its employee benefits business to Sun Life Financial;

  • Represented Dai-ichi Life in its acquisition of Protective Life Corporation;

  • Represented RGA in the reinsurance of a $104 billion block of term life insurance business of Voya;

  • Represented Allstate in the sale of Lincoln Benefit to Resolution;

  • Represented Berkshire Hathaway in its $4 billion reinsurance transaction with Cigna;

  • Represented Aviva plc in its sale of Aviva USA Corporation to Athene Holding Ltd.;

  • Represented Aegon in its acquisition of the credit insurance business of AIG;

  • Represented Allstate in its acquisition of the personal lines business of CNA;

  • Represented Capital Prospects in its acquisition of Standard Life of Indiana; 

  • Represented RGA in its acquisition of Allianz Re;

  • Represented Inviva in its acquisition of Conseco Variable Insurance Company;

  • Represented Great-West in the sale of its healthcare business to Cigna; and

  • Represented Great-West in the sale of the group business of Canada Life to Jefferson Pilot 

Selected Professional and Business Activities

Donald is a frequent public speaker on insurance and corporate topics. He has served as Chair of the Village of Bronxville Planning Board and as a member of New York City Community Board 8.

Selected Publications and Lectures

  • “EU-US Negotiations Could Shake Up US Insurance Regulation,” Law360 (January 2016).
  • Co-Author, “Developments in the Regulation of Reinsurance in the United States,” Inside the Minds (2014)
  • Co-Author, "Special Interest: New York's high court clarifies the ground rules for stranger-owned life insurance transactions in the Empire State," Best's Review (April 2011).
  • "Overview of the Life Settlement Market," The Review of Securities & Commodities Regulation (May 2009).
  • "Insurable Interest, the 800 lb. Gorilla," Life Settlement Review (May 2009).
  • Donald has written on insurance and corporate issues for numerous other publications, including International Insurance Law Review, Business Insurance, The National Underwriter and Reinsurance.

Recognition, Honors & Awards

  • The Best Lawyers in America
  • Chambers USA America's Leading Lawyers for Business
  • Export Guide’s: Best of the Best USA
  • Who's Who Legal: Insurance and Reinsurance
  • New York Super Lawyers

* Donald advised on these matters at his prior firm. 

Publications / News / Events

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Recognition, Honors & Awards

  • The Best Lawyers in America
  • Chambers USA America's Leading Lawyers for Business
  • Export Guide’s: Best of the Best USA
  • Who's Who Legal: Insurance and Reinsurance
  • New York Super Lawyers

* Donald advised on these matters at his prior firm. 

+ View All Recognition, Honors & Awards