ALLSTATE CORP 8-K Report, Regulation FD Disclosure (Jan 30, 2025)

On January 30, 2025, The Allstate Corporation (NYSE: ALL) entered into a definitive Equity Purchase Agreement to sell its Group Health business to Nationwide Life Insurance Company for $1.25 billion^a in cash, subject to adjustment for the closing balance sheet, regulatory approvals, and customary closing conditions.

The Group Health unit, which provides stop-loss insurance to small businesses and was acquired in 2021 as part of the $4.0 billion^b National General acquisition, generated $608 million in revenue and $69 million in Adjusted Net Income for the first nine months of 2024. The Transaction is part of Allstate's broader strategy to maximize shareholder value by moving Health & Benefits businesses to companies with greater strategic alignment. Allstate expects the sale to produce a financial book gain of about $450 million and to increase deployable capital by $0.9 billion.

However, the company also expects the divestiture to reduce adjusted net income return on equity by 75 basis points after closing, which is anticipated in 2025. When combined with the previously announced sale of Employer Voluntary Benefits to StanCorp Financial Group (The Standard), total proceeds from the two transactions would reach $3.25 billion^c. The separate Individual Health business, which earned $18 million of Adjusted Net Income in the first nine months of 2024, will either be retained or combined with another company.

For investors, the filing signals continued portfolio reshaping at Allstate, with the capital release and book gain as positives and the modest ROE dilution as a near-term trade-off. Completion remains contingent on regulatory approvals, so timing and final proceeds could still change. The filing itself is furnished under Regulation FD, and the Transaction is not yet closed.