Jon A. Hlafter
Jon Hlafter is part of the firm’s integrated corporate and regulatory team that handles complex transactions in the financial services industry, with a focus on insurance transactions.

Bio

Mr. Hlafter represents private equity firms in connection with a wide range of transactions in the financial services industry and also in the consumer, industrial and health care sectors. He also has experience with the use of captive insurance vehicles in connection with complex reinsurance strategies. Mr. Hlafter’s experience includes a specific focus on contested transactions, proxy contests and corporate governance and takeover preparedness matters.

Mr. Hlafter’s insurance and financial services transactional experience includes:

  • Intact Financial Corporation in its $1.7 billion acquisition of OneBeacon Insurance Group, Ltd.;
  • State National Companies, Inc. in its pending $919 million merger with Markel Corporation;
  • Fifth Street Asset Management Inc. in its pending $320 million asset sale of its business development companies advisory business to Oaktree Capital Management, L.P.;
  • TPG Capital in its $1.5 billion acquisition of the Warranty Group;
  • Stone Point Capital in its:
    • investment in Freedom Financial; and
    • acquisition of a 10 percent ownership stake in Enstar Group Limited from J. Christopher Flowers and private investment funds advised by J.C. Flowers & Co.
  • an investment by a Canadian public pension fund manager in a leading U.S. wholesale property and casualty and specialty insurance broker; and
  • New Affirmative LLC (an entity jointly owned by affiliates of Delaware Street Capital and JC Flowers & Co.) in its $78 million acquisition of the remaining stake in Affirmative Insurance Holdings, Inc. from Vesta Insurance Group, Inc.
  • Endurance Specialty Holdings in its $6.3 billion merger with Sompo Holdings, Inc.;
  • XL Group in the:
    • redomestication of its parent holding company from Ireland to Bermuda;
    • $570 million sale of XL Life Reinsurance (SAC) Ltd to GreyCastle Holdings Ltd.; and
    • reinsurance of the majority of its U.S. term life block to a subsidiary of Reinsurance Group of America.
  • Citigroup Inc. in its:
    • sale of Financial Reassurance Company 2010, Ltd. (Bermuda) to a subsidiary of Munchener Ruckversicherungs-Gesellschaft Aktiengesellschaft (Germany); and
    • the transfer of a coinsurance agreement covering a block of term life insurance policies to a subsidiary of Swiss Re Life & Health America Inc. The transaction resulted in a reduction of US$2.5 billion of assets from Citi Holdings’ balance sheet;
  • SCOR in its $750 million acquisition of Generali U.S. Holdings, Inc., the holding company of Assicurazioni Generali SpA’s U.S. life reinsurance operations; this deal received the “M&A Deal of the Year” award for 2013 from the Club des Trente;
  • State Farm in the $1.5 billion sale of its Canadian property and casualty and life insurance, mutual fund, loan and living benefits businesses to Desjardins Group;
  • Validus Holdings in its:
    • $127.5 million acquisition of the crop risk services business of Archer-Daniels-Midland Company;
    • $690 million acquisition of Western World Insurance Group, Inc.;
    • $623 million acquisition of Flagstone Reinsurance Holdings, S.A. through a merger agreement;
    • proposed, but terminated, $3.5 billion unsolicited bid to merge Validus with Transatlantic Holdings, Inc.; and
    • $1.7 billion hostile exchange offer and proxy fight for, and subsequent acquisition of, IPC Holdings, Ltd.
  • American Financial Group in the “take-private” acquisition of its publicly traded subsidiary National Interstate Corporation;
  • Amherst Holdings in the formation of Amherst Capital Management LLC, a real estate credit investment management platform, with BNY Mellon Investment Management;
  • Harbor Point Limited in its $3 billion merger of equals with Max Capital Group Ltd.; and
  • Morgan Stanley in the sale of its 34.3 percent interest in China International Capital Corporation Limited to TPG Capital, Inc., Kohlberg Kravis Roberts & Co., L.P., Government of Singapore Investment Corporation and The Great Eastern Life Assurance Company Limited.

His other private equity transactional experience includes:

  • Permira Funds in the:
    • $1.5 billion sale of Intelligrated Inc. to Honeywell International Inc.;
    • $895 million sale of Creganna Medical to TE Connectivity Ltd.;
    • $765 million sale of its portfolio company PHARMAQ Holding AS to Zoetis Inc.;
    • $2.8 billion sale of its portfolio company Iglo Foods Holdings Limited to Nomad Foods Limited;
    • $3.5 billion sale of its portfolio company Arysta LifeScience Limited to Platform Specialty Products Corporation;
    • $1.5 billion sale of its portfolio company Marazzi Group SpA to Mohawk Industries, Inc.; and
    • $500 million acquisition of Intelligrated, Inc. from Gryphon Investors LP.

Additional representations include:

  • Cephalon in its response to an unsolicited acquisition proposal and consent solicitation by Valeant Pharmaceuticals International, Inc., and its subsequent $6.8 billion acquisition with Teva Pharmaceutical Industries Ltd.;
  • Coty in its $10 billion proposed, but terminated, unsolicited acquisition of Avon Products, Inc.;
  • Express Scripts in its proposed, but terminated, $25 billion hostile exchange offer and proxy fight for Caremark Rx Inc.; and
  • Anheuser-Busch in its response to an unsolicited acquisition proposal and consent solicitation, and its subsequent $52 billion acquisition, by InBev N.V.

Mr. Hlafter also represents major investment banking firms as financial advisors on M&A transactions.

Credentials

Education

  • J.D., Georgetown University Law Center, 2002 (magna cum laude; Order of the Coif; The Georgetown Law Journal)
  • A.B., Princeton University, 1997

Admissions

  • New York

Jon A. Hlafter

Partner, Mergers and Acquisitions; Financial Institutions; Private Equity
jon.hlafter@skadden.com