M&A Deal Summary

CPP Investments Acquires Wilton Re Holdings

On March 21, 2014, pension CPP Investments acquired insurance company Wilton Re Holdings from Vestar Capital Partners, Stone Point Capital, FFL Partners, Ridgemont Equity Partners, Kelso and Century Equity Partners for 1.8B USD

Acquisition Highlights
  • This is CPP Investments’ 1st transaction in the Insurance sector.
  • This is CPP Investments’ 19th largest (disclosed) transaction.
  • This is CPP Investments’ 5th transaction in the United States.
  • This is CPP Investments’ 1st transaction in Connecticut.

M&A Deal Summary

Date 2014-03-21
Target Wilton Re Holdings
Sector Insurance
Buyer(s) CPP Investments
Sellers(s) Vestar Capital Partners
Stone Point Capital
FFL Partners
Ridgemont Equity Partners
Kelso
Century Equity Partners
Deal Type Secondary Buyout
Deal Value 1.8B USD
Advisor(s) Barclays Investment Bank (Financial)
Skadden, Arps, Slate, Meagher & Flom
Sutherland Asbill & Brennan LLP (Legal)

Target

Wilton Re Holdings

Norwalk, Connecticut, United States
Wilton Re Holdings Limited provides traditional life reinsurance and insurance Run Off Solutions through its wholly owned operating subsidiaries, Wilton Reassurance Company, Wilton Reinsurance Bermuda Limited, and Wilton Reassurance Life Company of New York.

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Buyer(S) 1

Buyer
DESCRIPTION

CPP Investments is a Canadian pension fund focused on a variety of investing strategies, including public equities, debt, and alternative investments. The Firm's private equity arm looks to acquire direct stakes in private companies, as well as make fund investments and acquire secondary positions. For direct stakes in companies, CPP looks to invest across North American and Europe and seeks to commit a minimum of $150 million per transaction. CPP has no industry preferences however the Firm will not invest in real assets. CPP Investments was established in 1997 and is based in Toronto, Ontario.


DEAL STATS #
Overall 7 of 51
Sector (Insurance) 1 of 2
Type (Secondary Buyout) 3 of 11
State (Connecticut) 1 of 1
Country (United States) 5 of 26
Year (2014) 1 of 2
Size (of disclosed) 19 of 26
PREVIOUS DEAL
DATE TARGET DEAL TYPE VALUE
2013-09-09 Neiman Marcus

Dallas, Texas, United States

Neiman Marcus is a specialty retailer with online and offline operations. The Company's retail stores segment consists primarily of Neiman Marcus, Bergdorf Goodman and Last Call stores. The Online segment conducts both catalog and online operations under the Neiman Marcus, Bergdorf Goodman and Horchow brand names. Neiman Marcus was originally established in 1907 and is headquartered Dallas, Texas.

Buy $6.0B
FOLLOWING DEAL
DATE TARGET DEAL TYPE VALUE
2014-04-16 Air Distribution Technologies

Richardson, Texas, United States

Air Distribution Technologies is a provider of air-distribution and ventilation products for residential and industrial buildings in North America. Its brands include Koch Filter, Titus, Ruskin, Kreuger, PennBarry and Tuttle & Bailey and their product lines of grilles, registers and diffusers, terminal units, fire and smoke dampers, louvers, filters and fans. Air Distribution Technologies products are manufactured in the United States, Mexico, India, Thailand and the United Arab Emirates. Air Distribution Technologies is based in Richardson, Texas.

Sell $1.6B

Seller(S) 6

SELLER

Vestar Capital Partners

New York, New York, United States

Investor Investor Investor Investor Investor


Category Private Equity Firm
Founded 1988
PE ASSETS 11.0B USD
Size Mega
Type Sector Agnostic
DESCRIPTION

Vestar Capital Partners is a private equity firm that targets management buyouts and growth capital investments across North America and Europe in the consumer, business services, and healthcare sectors. The Firm looks to invest $50 to $150 million in transactions valued up to $1 billion. Specific areas of interest include food, apparel, household goods, retail, consumer services, industrial services, information services, manufacturing, distribution, transportation, financial services, media/communications, digital health media, and medical technology. Vestar Capital Partners was formed in 1988 and is based in New York City.


DEAL STATS #
Overall 49 of 66
Sector (Insurance) 5 of 5
Type (Secondary Buyout) 12 of 16
State (Connecticut) 2 of 3
Country (United States) 38 of 53
Year (2014) 1 of 3
Size (of disclosed) 5 of 21
PREVIOUS DEAL
DATE TARGET DEAL TYPE VALUE
2013-08-26 Roland Foods

New York, New York, United States

Roland Foods is an importer and supplier of specialty foods with a focus on shelf-stable products. Roland Foods was founded in 1934 and is based in New York City.

Buy -
FOLLOWING DEAL
DATE TARGET DEAL TYPE VALUE
2014-04-30 ISS

Rockville, Maryland, United States

Institutional Shareholder Services, Inc. is a provider of corporate governance and responsible investment (RI) solutions for asset owners, asset managers, hedge funds, and asset service providers. ISS’ solutions include objective governance research and recommendations; RI data, analytics, advisory, and research; end-to-end proxy voting and distribution solutions; turnkey securities class-action claims management (provided by Securities Class Action Services, LLC); and reliable global governance data and modeling tools. Clients rely on ISS’ expertise to help them make informed corporate governance and responsible investment decisions. Institutional Shareholder Services was formed in 1985 and is based in Rockville, Maryland.

Buy $364M
SELLER

Stone Point Capital

Greenwich, Connecticut, United States

Investor Investor Investor Investor Investor


Category Private Equity Firm
Founded 1994
PE ASSETS 25.0B USD
Size Mega
Type Sector Focused
DESCRIPTION

Stone Point Capital is a private equity firm that targets investments in financial services sector. Specific areas of interest include insurance underwriting, outsourcing service providers to financial institutions, specialty lending and other credit opportunities, employee benefits and healthcare, asset management/retirement savings, and banking/depository institutions. Stone Point looks to commit between $5 and $500 million of equity per transaction and will consider control or substantial minority positions. Geographic areas of interest include North America and Europe. Stone Point Capital was formed in 1994 and is based in Greenwich, Connecticut.


DEAL STATS #
Overall 14 of 55
Sector (Insurance) 11 of 16
Type (Secondary Buyout) 5 of 15
State (Connecticut) 1 of 1
Country (United States) 9 of 49
Year (2014) 2 of 6
Size (of disclosed) 4 of 16
PREVIOUS DEAL
DATE TARGET DEAL TYPE VALUE
2014-01-27 Sedgwick

Memphis, Tennessee, United States

Sedgwick is a global provider of technology-enabled risk, benefits and integrated business solutions. The Company provides technology-enabled claims management solutions for workers’ compensation, disability, liability, and property claims. Sedgwick was founded in 1969 and is based in Memphis, Tennessee.

Sell $2.4B
FOLLOWING DEAL
DATE TARGET DEAL TYPE VALUE
2014-04-03 Businessolver

West Des Moines, Iowa, United States

Businessolver is a provider of software as a service (SaaS) employee benefits administration solutions. Businessolver was founded in 1998 and is based in West Des Moines, Iowa.

Buy -
SELLER

FFL Partners

San Francisco, California, United States

Investor Investor Investor Investor Investor


Category Private Equity Firm
Founded 1997
PE ASSETS 5.4B USD
Size Mega
Type Sector Focused
DESCRIPTION

FFL Partners (formerly known as Friedman Fleischer & Lowe) is a private equity group focused on majority and minority investments in North American middle-market companies. Prospective businesses generally have revenues of $30 to $400 million and are valued between $50 and $300 million. Target situations include ownership restructurings in closely-held and family-owned companies, management buyouts, PIPEs, growth equity fundings, take privates, special situations, and recapitalizations. Sectors of interest include outsourced business services, education and training, marketing and media, consumer products, healthcare, and financial services. FFL Partners was formed in 1997 and is based in San Francisco.


DEAL STATS #
Overall 10 of 32
Sector (Insurance) 3 of 4
Type (Secondary Buyout) 3 of 13
State (Connecticut) 1 of 1
Country (United States) 9 of 30
Year (2014) 1 of 3
Size (of disclosed) 1 of 7
PREVIOUS DEAL
DATE TARGET DEAL TYPE VALUE
2013-05-23 Iracore International

Hibbing, Minnesota, United States

Iracore International is a designer, producer, and applicator of elastomeric protective coatings for pipelines and other equipment used in demanding industrial applications.

Buy -
FOLLOWING DEAL
DATE TARGET DEAL TYPE VALUE
2014-05-29 SNAP Financial Group

Vancouver, British Columbia, Canada

SNAP Financial Group is focused on being a fast, fair & friendly payment solutions partner. The company provides quick approvals, reasonable and responsible interest rates, and supportive customer experience. SNAP was formed in 2006 and is headquartered in Vancouver, British Columbia with additional offices in Toronto, Ontario, and West Des Moines, Iowa.

Buy -
SELLER

Ridgemont Equity Partners

Charlotte, North Carolina, United States

Investor Investor Investor Investor Investor


Category Private Equity Firm
Founded 1993
PE ASSETS 7.0B USD
Size Mega
Type Sector Agnostic
DESCRIPTION

Ridgemont Equity Partners is an independent private equity firm specializing in middle-market buy-outs, corporate divestitures, recapitalizations and growth capital investments. The Firm targets to invest in companies located in North America, preferably in US and Canada. REP looks to invest up to $500 million in companies with EBIDTA of $5 - $50 million. The Firm seeks to hold both majority and minority equity interest in portfolio companies. Specific areas of interest include basin industries and services, energy, healthcare, telecommunications, media and technology. Ridgemont Equity Partners is a spun-off of Banc of America Capital Investors (BACI). Ridgemont Equity Partners was formed in August 2010 and is based in Charlotte, North Carolina.


DEAL STATS #
Overall 61 of 91
Sector (Insurance) 7 of 7
Type (Secondary Buyout) 15 of 24
State (Connecticut) 1 of 1
Country (United States) 51 of 80
Year (2014) 1 of 9
Size (of disclosed) 7 of 23
PREVIOUS DEAL
DATE TARGET DEAL TYPE VALUE
2014-01-01 Allredi

Pasadena, Texas, United States

Allredi is a North American distributor of surface preparation, abrasives, and safety products to industrial contractors primarily in the industrial, infrastructure, and downstream energy sectors. Allredi was founded in 1944 and is based in Pasadena, Texas.

Buy -
FOLLOWING DEAL
DATE TARGET DEAL TYPE VALUE
2014-04-14 Nuveen Investments

Chicago, Illinois, United States

Nuveen Investments LLC provides high-quality investment services designed for institutions and high-net-worth investors as well as the consultants and financial advisors who serve them.

Sell $6.3B
SELLER

Kelso

New York, New York, United States

Investor Investor Investor Investor Investor


Category Private Equity Firm
Founded 1971
PE ASSETS 15.0B USD
Size Mega
Type Sector Agnostic
DESCRIPTION

Kelso & Company is a private equity and investment management firm that seeks control investments in middle-market companies operating primarily throughout the US. Sectors of interest include manufacturing, communications, media, distribution, service, consumer products, retail, healthcare, transportation, logistics, textiles, & apparel, chemicals, and energy. Kelso looks to align 'management's interest with those of investors' when considering opportunities. Kelso & Company was formed in 1971 and is based in New York City.


DEAL STATS #
Overall 25 of 53
Sector (Insurance) 2 of 2
Type (Secondary Buyout) 5 of 13
State (Connecticut) 2 of 2
Country (United States) 21 of 46
Year (2014) 3 of 4
Size (of disclosed) 1 of 10
PREVIOUS DEAL
DATE TARGET DEAL TYPE VALUE
2014-03-13 Traxys

Strassen, Luxembourg

Traxys is an intermediary between base metal, noble alloy, industrial mineral producers, and industrial end-users. The Company provides a full range of commercial services such as marketing, sales, distribution, hedging, supply chain financing, raw materials sourcing, credit risk coverage, and logistics. Traxys was formed in 1919 and is based in Strassen, Luxembourg.

Sell -
FOLLOWING DEAL
DATE TARGET DEAL TYPE VALUE
2014-03-26 Global Geophysical Services

Missouri City, Texas, United States

Global Geophysical Services, Inc. provides an integrated suite of Geoscience solutions to the global oil and gas industry including high-resolution RG-3D Reservoir GradeSM seismic data acquisition, multi client data library products, seismic and microseismic monitoring, processing, reservoir characterization and data analysis, interpretation services, and Autoseis® autonomous recording equipment.

Sell -
SELLER

Century Equity Partners

Boston, Massachusetts, United States

Investor Investor Investor Investor Investor


Category Private Equity Firm
Founded 1987
PE ASSETS 885M USD
Size Middle-Market
Type Sector Agnostic
DESCRIPTION

Century Equity Partners is an asset management firm invests in lower middle-market companies located in the US. Century Equity Partners focuses on companies with rapidly growing, profitable businesses led by strong management teams with an enterprise value between $15 and $300 million and equity capital ranging from $5 to $30 million and in conjunction with its limited partners and select co-investors can commit up to $100 million to a single transaction. The Firm targets companies operating in the fields of financial services, insurance, and healthcare services. Types of transactions include buyouts and growth capital. It seeks minority interest and also considers co-invests. Century Equity Partners was formed in 1987 and is based in Boston, Massachusetts.


DEAL STATS #
Overall 13 of 23
Sector (Insurance) 8 of 12
Type (Secondary Buyout) 3 of 5
State (Connecticut) 1 of 1
Country (United States) 8 of 17
Year (2014) 3 of 4
Size (of disclosed) 1 of 4
PREVIOUS DEAL
DATE TARGET DEAL TYPE VALUE
2014-01-02 Forethought Financial Group

Houston, Texas, United States

Forethought Financial serves the United States’ funeral planning professionals with marketing support for Forethought funeral plans funded by life insurance.

Sell -
FOLLOWING DEAL
DATE TARGET DEAL TYPE VALUE
2014-05-14 Enrollment Advisors

Birmingham,

Enrollment Advisors is a strategic employee engagement and healthcare compliance provider for Fortune 1000 employers. Its customers experience positive returns on their benefits investments through increased employee participation, management of the evolving regulatory environment, and reduced benefits cost through patented technology and benefits domain expertise.

Buy -