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HARTFORD INSURANCE GROUP, INC. 8-K Report, Material Agreement (Sep 4, 2012)

Filed September 4, 2012For Securities:HIGHIG-PG

Summary

The Hartford Financial Services Group, Inc. (HIG) has announced a significant divestiture through an 8-K filing on September 4, 2012. The company, via its indirect wholly-owned subsidiary Hartford Life, Inc., has entered into a Purchase and Sale Agreement to sell its retirement plans business to Massachusetts Mutual Life Insurance Company (MassMutual) for $400 million in cash. This transaction includes the sale of assets related to the retirement plans business and the equity of its recordkeeper, Hartford Retirement Services, LLC. The deal is subject to customary closing conditions, including regulatory approvals. Investors should note the potential for a downward adjustment in the purchase price, up to $51.25 million, based on the business's discontinuance and lapse rates from January 1, 2012, through the closing date. The company's parent, HIG, will guarantee certain obligations of the seller for a period after closing.

Key Highlights

  • 1Hartford Financial Services Group (HIG) is selling its retirement plans business.
  • 2The buyer is Massachusetts Mutual Life Insurance Company (MassMutual).
  • 3The total purchase price is $400 million in cash, subject to adjustments.
  • 4The sale includes the retirement plans business assets and Hartford Retirement Services, LLC.
  • 5A potential purchase price reduction of up to $51.25 million exists based on business discontinuances and lapses.
  • 6The transaction is subject to regulatory approvals.
  • 7The parent company, HIG, is providing a guarantee for the seller's obligations.

Frequently Asked Questions

The Hartford is selling its retirement plans business, including the associated assets and the recordkeeper, Hartford Retirement Services, LLC.

The buyer is Massachusetts Mutual Life Insurance Company (MassMutual), and the sale price is $400 million in cash.

Yes, the purchase price is subject to a potential downward adjustment of up to $51.25 million if retirement plan discontinuances and lapses exceed certain thresholds between January 1, 2012, and the closing date. The closing is also contingent on customary conditions, including regulatory approvals.

The Hartford Financial Services Group, Inc. is guaranteeing the obligations of its subsidiary, Hartford Life, Inc. (the seller), under the Purchase Agreement for three years from the closing date, providing additional assurance to the buyer regarding the terms of the sale.