Summary
The Hartford Financial Services Group, Inc. (HIG) announced on December 4, 2017, the sale of its Talcott Resolution business, which includes Hartford Life, Inc. and its run-off life and annuity insurance subsidiaries. The sale is structured as a stock and asset purchase agreement with Hopmeadow Acquisition, Inc., backed by a group of investors led by Cornell Capital LLC. The total consideration for the sale is $2.05 billion, composed of cash, a specified dividend, assumption of HLI long-term debt, and minority equity interests in the buyer. The company will also retain significant tax benefits, estimated at $950 million in GAAP book value, primarily consisting of Net Operating Loss carryforwards (NOLs) and Alternative Minimum Tax (AMT) credits.
Key Highlights
- 1The Hartford is selling its Talcott Resolution business for a total consideration of $2.05 billion.
- 2The sale includes Hartford Life, Inc. and its run-off life and annuity insurance subsidiaries.
- 3The buyer is Hopmeadow Acquisition, Inc., funded by an investor group led by Cornell Capital LLC.
- 4Consideration is a mix of cash ($1.443 billion), a pre-closing dividend ($300 million), assumption of debt ($143 million), and equity interests in the buyer ($164 million).
- 5The Hartford will retain tax benefits valued at approximately $950 million (GAAP book value), primarily NOLs and AMT credits.
- 6The transaction is expected to result in a GAAP net loss of approximately $3.2 billion ($8.79 per diluted share) in Q4 2017, reflecting the retained tax benefits and a reduction in shareholders' equity.
- 7The transaction is anticipated to close in the first half of 2018, subject to regulatory approvals and other customary closing conditions.