Elena M. Coyle

Elena M. Coyle

Partner, Insurance; Insurance Mergers and Acquisitions; Financial Institutions
Elena M. Coyle advises on a diverse range of complex corporate transactions on behalf of insurers in the life and annuity, health, long-term care (LTC), property and casualty, and surety markets, as well as related regulatory representations.

Bio

Ms. Coyle’s experience also includes insurance mergers, acquisitions and divestitures (both domestic and cross-border), reinsurance, renewal rights transactions, mutual transactions, intercompany reorganizations and restructurings, capital markets transactions, and advising insurance clients in evaluating new and emerging transaction structures, including divisions and insurance business transfers. Ms. Coyle was selected for inclusion in Chambers USA 2020, shortlisted in the 2020 Women In Business Law Awards’ (Americas) Best in Insurance & Reinsurance category and identified as a key lawyer to Skadden’s Tier 1 Insurance (US – Non-Contentious) practice by The Legal 500.

Selected matters include:

Life and Annuity Insurance Representations:

  • Manulife Financial Corporation and its subsidiaries, including John Hancock, in a number of transactions, including:
    • a reinsurance agreement related to its U.S. bank-owned life insurance block, which largely contributed to a release of approximately $450 million of incremental capital from its legacy businesses;
    • reinsurance transactions, in which it ceded approximately $8 billion of policy liabilities related to its legacy U.S. group payout annuities to Jackson National Life Insurance Company, and approximately $4 billion of policy liabilities related to its legacy U.S. individual payout annuities to RGA Reinsurance Company;
    • a reinsurance transaction in which John Hancock ceded to New York Life Insurance Company a net 60% quota share of a closed block of approximately 1.3 million in-force participating life insurance policies written prior to John Hancock’s demutualization; and
    • the sale of its life retrocession business to Pacific Life Insurance Company;
  • Massachusetts Mutual Life Insurance Company and its affiliates in a number of transactions, including its:
    • $400 million acquisition of the retirement plans business of The Hartford Financial Services Group, Inc.;
    • $2.35 billion sale of its retirement plans business to Empower Retirement; and
    • $1.7 billion sale of MassMutual Asia Ltd. to an investor group including Yunfeng Financial Group Limited;
  • American Equity Life Holding Company and its subsidiaries in a number of transactions, including its:
    • pending strategic partnership with Brookfield Asset Management Inc., which includes up to $10 billion of reinsurance with Brookfield and Brookfield acquiring a 19.9% ownership stake in American Equity for not less than $672 million; and
    • pending strategic partnership with Värde Partners, and Agam Capital Management, which includes a reinsurance transaction for $5 billion of American Equity fixed index annuity liabilities;
  • Ameriprise Financial, Inc., the parent company of RiverSource Life Insurance Company, in its reinsurance transaction with Commonwealth Annuity and Life Insurance Company;
  • Citigroup Inc. in its transfer of a coinsurance agreement covering a block of term life insurance policies to a subsidiary of Swiss Re Life & Health America Inc., resulting in a reduction of $2.5 billion of assets from Citi Holdings’ balance sheet;
  • Jackson National Life Insurance Company in its $663 million acquisition of the U.S. Admin Re business of Swiss Re;
  • Liberty Mutual Insurance Company in its $3.3 billion sale of Liberty Life Assurance Company of Boston, consisting of its group benefits and life and annuity businesses, to Lincoln Financial Group and Protective Life Insurance Company, respectively;
  • Sun Life Financial in a £300 million ($392 million) acquisition of a majority stake in global infrastructure and real estate investment manager InfraRed Capital Partners; and
  • several life and annuity insurance companies in third-party and intercompany reinsurance transactions for capital relief and other strategic purposes.

Health and LTC Insurance Representations:

  • Centene Corporation in a number of transactions, including its:
    • $19.6 billion acquisition of WellCare Health Plans, Inc. and related sale of IlliniCare Health Plan, Inc. to CVS Health;
    • pending $2.2 billion acquisition of Magellan Health, Inc.;
    • acquisition of the Medicaid membership of NextLevel Health Partners, Inc., a health plan serving members in Cook County, Illinois; and
    • $3.75 billion acquisition of Fidelis Care health plans, New York’s largest Medicaid provider;
  • Humana Inc. in a number of transactions, including its:
    • sale of KMG America Corporation to Continental General Insurance; and
    • proposed but terminated $37 billion merger with Aetna Inc.;
  • Social Capital Hedosophia in its $3.7 billion merger with Clover Health Investments Corp.;
  • Express Scripts Holding Company in its $67 billion merger with Cigna Corporation; and
  • several insurance companies in evaluating strategic solutions for the divestiture of their directly written or assumed long-term care insurance products and in the restructuring of long term care reinsurance relationships with financially troubled reinsurers.

Property and Casualty and Surety Insurance Representations:

  • Liberty Mutual Holding Company and its subsidiaries in a number of transactions, including its:
    • acquisition of the global surety and credit reinsurance operations of AmTrust Financial Services, Inc.;
    • $3 billion acquisition of Ironshore Inc.;
    • sale of Lloyd’s managing agent, Pembroke Managing Agency Limited, Ironshore Europe DAC and Visionary, to Hamilton Insurance Group, Ltd; and
    • an adverse development reinsurance transaction in which Liberty Mutual ceded to National Indemnity Company, a subsidiary of Berkshire Hathaway Inc., substantially all of its U.S. workers compensation, asbestos and environmental liabilities with an aggregate limit of $6.5 billion;
  • American International Group Inc. and its affiliates in a number of transactions, including its:
    • landmark syndicate, the largest ever to be launched through Lloyd’s, which will exclusively reinsure risks from AIG’s Private Client; and
    • acquisition of Glatfelter Insurance Group;
  • Root, Inc. as special counsel with the insurance regulatory matters and reinsurance strategy related to its $724 million initial public offering of Class A common stock;
  • Trean Insurance Group in its initial public offering of 10,714,286 shares of common stock at a price of $15 per share;
  • Core Specialty Insurance Holdings, Inc. in its acquisition of the StarStone U.S. business from Enstar Group Limited and its initial formation and $610 million capital raise from SkyKnight Capital, Dragoneer Investment Group and Aquiline Capital Partners;
  • OneBeacon Insurance Group, a subsidiary of Intact Financial Corporation, in its loss portfolio transfer reinsurance transaction with the Medical Protective Company, a subsidiary of Berkshire Hathaway Inc.;
  • The Travelers Companies in the acquisition of InsuraMatch, a national digital independent insurance agency, from the Plymouth Rock Group; and
  • State Farm in the $1.5 billion sale of its Canadian operations to Desjardins Group.

Other Insurance Representations:

  • global financial services companies in settlements, effectuated through reinsurance, relating to residential mortgage-backed securities underwritten by various affiliates;
  • an international broker in insurance transactions with governmental-sponsored entities to facilitate access to global reinsurance markets;
  • asset managers and other institutional and private investors in navigating the state-by-state requirements applicable to acquiring positions in insurance holding companies and their regulated subsidiaries;
  • regulatory compliance matters on behalf of insurance clients, including responses to investigations and market conduct examinations;
  • redomestications, insurance license expansion initiatives, and broker and producer licensing projects; and
  • assisting insurers with withdrawals from markets and lines of business.

In addition to her insurance practice Ms. Coyle also is active in pro bono matters, serving on the firm’s Pro Bono Committee and Immigration Impact Group Steering Committee, as well as helping to gain asylum and derivative status for persecuted individuals and their families, and has been a returning speaker at the UPenn Global Institute for Human Rights on the topic of public service through private practice. She also dedicates substantial time to diverse hiring and professional women’s initiatives, including through current service on the firm’s Summer Associates Committee and as an alumna of the Women in the Law Empowerment Forum’s Young Lawyers Committee.

Credentials

Education

  • J.D., Stanford Law School (Co-Editor-in-Chief, Journal of Civil Rights and Civil Liberties)
  • B.A., University of Virginia (with highest distinction; Echols Scholar)

Admissions

  • New York

Elena M. Coyle

Partner, Insurance; Insurance Mergers and Acquisitions; Financial Institutions
elena.coyle@skadden.com