Skadden, Clifford Chance advise on Generali’s €2.3bn acquisition of Liberty Seguros

Cash deal sees Irish heavyweight Matheson and Portugal’s Morais Leitão also called in

Skadden Arps Slate Meagher & Flom and Clifford Chance are advising on Italian insurance giant Generali Group’s €2.3bn acquisition of Liberty Mutual subsidiary Liberty Seguros.

Leading Irish firm Matheson and Portugal’s Morais Leitão have also been called in to advise on the cash deal, which includes Liberty Seguros’ operations in Ireland, Northern Ireland, Portugal and Spain. 

Generali is one of the largest global insurance and asset management providers with a presence in over 50 countries and a total premium income of €81.5bn in 2022. Its acquisition of the Madrid-based personal lines and small commercial insurance business forms part of its plan to expand in non-life insurance; Generali said the purchase would strengthen its P&C position in Portugal and Spain and allow it to enter Ireland and Northern Ireland. 

Skadden has advised Liberty Mutual on the matter, having earlier advised the company on a number of deals including the sale of Liberty Seguros’ personal and small commercial businesses in Brazil, Chile, Colombia and Ecuador earlier this year to HDI International AG, a subsidiary of German insurance company Talanx Group. 

This time the US- and London-based Skadden team included M&A and financial institutions partners Todd Freed, Elena Coyle and Chris Ulery, counsel Caroline Frizzo, European counsel Robin Marchant and associate Matthew Roberts. Also working on the deal were tax partner Alex Jupp and counsel Jisun Choi; executive compensation and benefits counsel Young Park; and IP and technology counsel James Talbot. 

Meantime a Clifford Chance team led by London-based global insurance sector group head Ashley Prebble advised Generali alongside teams from Matheson and Morais Leitão. 

Also in the Clifford Chance team were partner Andre Duminy, who advised on the transitional services arrangement, and tax partner Nicola Hemsley; they were supported by six associates and senior associates based across the firm’s offices in London, Madrid and Barcelona. 

Matheson’s team was based mainly out of the firm's new office in Cork and was led by financial institutions partner and Cork office head Gráinne Callanan and senior associate Kieran O’Sullivan. They worked with lawyers from the firm’s employment, technology and innovation and commercial real estate teams. 

Morais Leitão’s effort was led by partners Eduardo Paulino and Margarida Torres Gama, who head the firm’s capital markets and insurance, reinsurance and pension funds practices respectively, with support from managing associate Marta Pereira Rosa, principal associate Nuno Sobreira and a multidisciplinary team. The firm also highlighted the contribution of the competition team, led by partner Luís do Nascimento Ferreira, which it said took responsibility for the overall coordination of the competition law aspects in all the jurisdictions involved. 

At Generali, the in-house team was led by Andrea Fassina (head of group strategic legal affairs), Valentina Sarrocco (international general counsel) and Stefano Crisostomo (group strategic legal affairs counsel).

Citigroup and Credit Suisse have acted as financial advisors to Generali on the matter, while BofA Securities has acted as financial advisor to Liberty Mutual.  

The acquisition is subject to regulatory approvals and doesn’t include Liberty Mutual’s other European operations, namely Liberty Specialty Markets, Liberty Mutual Reinsurance, Liberty Mutual Surety, Liberty IT and Hughes Insurance. 

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