Financial Institutions Group (FIG)

On July 5, 2023, Brookfield Reinsurance, which operates a leading capital solutions business providing insurance and reinsurance services to individuals and institutions, and American Equity Investment Life Holding Company (“AEL”) announced that they have entered into a definitive agreement whereby Brookfield Reinsurance will acquire all of the outstanding shares of common stock of AEL it does not already own in a cash and stock transaction that values AEL at approximately $4.3 billion. Cravath is representing Brookfield Reinsurance in connection with the transaction.

On September 6, 2022, Texas Capital Bancshares, Inc. (“Texas Capital”) announced it has entered into a definitive agreement to sell BankDirect Capital Finance, LLC (“BankDirect”), its insurance premium finance subsidiary, to AFCO Credit Corporation (“AFCO”), an indirect wholly‑owned subsidiary of Truist Financial Corp. (“Truist”), in an all‑cash transaction for a purchase price of approximately $3.4 billion. This transaction represents the divestiture of the entire business unit including the equity interests of BankDirect and the associated loan balances held by Texas Capital Bank and no parent funding, deposits or capital will be transferred. Cravath is representing Texas Capital in connection with the transaction.

On August 2, 2022, Cowen Inc. (“Cowen”) and TD Bank Group (“TD”) announced a definitive agreement for TD to acquire Cowen in an all-cash transaction with an enterprise value of $1.9 billion. Cravath is representing Cowen in connection with the transaction.

Cravath represented the underwriters in connection with the $1 billion registered debt offering of HSBC USA Inc., an indirect wholly owned subsidiary of HSBC Holdings plc, a global financial services company. The transaction closed on May 24, 2022.

On May 16, 2022, SMBC Aviation Capital, one of the world’s leading aircraft leasing companies, announced that it has reached agreement with NWS Holdings Limited and Chow Tai Fook Enterprises Limited to acquire Goshawk Aviation (“Goshawk”), the Dublin‑based global aircraft lessor. Under the terms of the agreement, SMBC Aviation Capital will acquire Goshawk Management (Ireland), Goshawk’s Irish‑incorporated operating entity together with associated corporate assets for an enterprise value of $6.7 billion. The combined business will continue to operate as SMBC Aviation Capital and will consist of a single corporate structure incorporated in the Republic of Ireland, and will be the second largest leasing company by number of aircraft globally and the largest Japanese owned aircraft lessor. Cravath is representing SMBC Aviation Capital in connection with the transaction.

On November 20, 2023, Cravath published an executive summary‑style alert for its clients, with insights and reflections on the procedural guidance that the Financial Stability Oversight Council (“FSOC”) recently finalized for designating nonbank financial companies as “systemically important financial institutions” (“SIFIs”).

On November 14, 2023, Cravath partner Elad Roisman participated in Carta’s inaugural CFO Symposium in St. Helena, CA. The event convened CFOs in venture funds across the U.S. to discuss the state of venture capital, the impending regulations to the private markets and insights from leading financial thinkers in venture capital. Elad was featured in a fireside chat entitled “View from the Hill: Regulatory Updates & Impact on VC,” which reviewed the shifting SEC regulatory posture toward venture capital.

On November 17, 2023, Cravath partner Jelena McWilliams participated in The Clearing House’s 2023 Annual Conference in New York. The event convened senior financial services executives, regulators, policymakers and academics to discuss the evolving banking and payments landscapes and the shifting policy environment for banks. Jelena spoke on a panel entitled “Banking in the New Monetary Order: Adapting Business Models and Balance Sheets to the New Policy Environment and Payments Innovations,” which reviewed how regulation is changing in response to the exit from years of near‑zero interest rates and impacts from online banking apps, social media, new forms of payment and other innovations.

On November 14, 2023, Cravath partner Jelena McWilliams participated in the American Fintech Council’s 2023 Policy Summit in Washington, D.C. The event convened industry leaders, academics, consumer groups and policymakers to discuss emerging trends and the future of financial technology. Jelena was featured in a keynote fireside chat entitled “Responsible Regulation for Smart Innovation.”

On November 9, 2023, Cravath published the latest edition of its Finance & Capital Markets Quarterly Review, which provides an update on the bond, equity and loan markets and on restructuring activity during the third quarter of 2023. This edition also examines several recent litigation decisions, including in bankruptcy court, notable developments on cryptocurrency enforcement and a variety of SEC rulemaking, comment and enforcement updates.