Akin Gump Strauss Hauer & Feld, Debevoise & Plimpton, and a pair of offshore firms have taken lead roles on a $3.13 billion merger announced Wednesday between specialty insurer Markel Corporation and Alterra Capital Holdings.
Alterra was created in 2010 through the merger of Bermuda-based reinsurers Max Capital and Harbor Point. Akin corporate practice cohead Kerry Berchem and corporate partner Jeffrey Kochian took the lead on that transaction for Max Capital, which subsequently changed its name to Alterra, according to our previous reports.
Berchem and Kochian are again leading an Akin team advising Alterra on its proposed sale to Markel. Other Akin lawyers working on the deal include tax partner Ron Grabov-Nardini, antitrust partner Anthony Swisher, and employee benefits partner Rolf Zaiss, and corporate counsel Ron Deutsch.
Offshore firm Conyers Dill & Pearman is also advising Hamilton, Bermuda–based Alterra, whose general counsel is Carol Rivers. In November, former Wilson Elser Edelman Moskowitz & Dicker attorney Nicholas Conca joined Alterra as the company’s chief claims officer.
Bloomberg reports that Markel is acquiring Alterra in order to bolster its reinsurance operations and diversify its insurance portfolio. Taking the lead on the deal for Markel is Debevoise financial institutions cochair Nicholas Potter, who is leading a team from the firm that includes corporate partner Gregory Gooding, executive compensation partner Jonathan Lewis, and tax partner Peter Schuur.
Former McGuireWoods partner D. Michael Jones serves as Markel’s general counsel. Richard Whitt III oversees some in-house legal functions through his role as co-COO of the Glen Allen, Virginia–based specialty insurer, which turned to Appleby for offshore counsel on the transaction.
Jay Weinberg, of counsel and chairman emeritus of Richmond-based Hirschler Fleischer, is an independent member of Markel’s board of directors. But only Whitt and Jones will be members of the board of the newly merged entity, according to an SEC filing by Markel.
Kirkland & Ellis corporate partners Thomas Christopher and Michael Brueck are representing Citigroup Global Markets in its capacity as Markel’s financial adviser on the deal, while Davis Polk & Wardwell corporate partner Leonard Kreynin is advising Alterra financial adviser Bank of America/Merrill Lynch.
The merger—which is expected to close in the first half of 2013, pending shareholder and regulatory approvals—caps a busy month on the transactional front for both Akin and Debevoise.
Potter led a Debevoise team advising Sun Life Financial, Canada’s third-largest life insurance company, on the $1.35 billion sale announced earlier this week of its annuity and life insurance businesses in the United States to shareholders of financial services firm Guggenheim Partners.
Debevoise also took the lead this month for New York–based insurance giant American International Group on the $5.28 billion sale of its majority stake in aircraft leasing arm the International Lease Finance Corporation to a consortium of Chinese investors. AIG also tapped Debevoise for the $6.45 billion sale of its remaining 13.7 percent stake in Asian insurer AIA, according to sibling publication The Asian Lawyer.
As for Akin, Kochian and a team of other partners from the firm’s New York office are advising St. Louis–based utility Laclede Group in connection with its roughly $1 billion purchase of regional gas companies from Southern Union. Akin is also advising New York–based investment firm Solar Capital on its $275 million purchase this week of commercial finance company Crystal Capital Financial.
Akin continues to represent an ad hoc committee of second-lien note holders in the bankruptcy of Eastman Kodak, which agreed Wednesday to a $525 million sale of a sizable chunk of its digital imaging patent portfolio to a consortium of bidders led by RPX Corporation and Intellectual Ventures. (Shearman & Sterling M&A and IP transactions partner Samuel Waxman in New York is leading a team of lawyers from the firm acting as lead counsel to the consortium.)
Finally, Akin corporate partners Richard Willkie and Alexey Kondratchik in Moscow are advising Exxon Mobil on a deal announced in early December that will see the world’s largest integrated oil company invest $300 million in a Siberian oil exploration joint venture with Russian energy giant Rosneft.
Akin represented Exxon Mobil last year on a $3.2 billion Arctic oil exploration project with Rosneft. Earlier this month, The Am Law Daily reported on Akin’s role advising on another landmark $56 billion Russian oil deal involving Rosneft.