Cecelia A. MacDonald

Cecelia A. MacDonald

Associate, Financial Institutions


Cecelia MacDonald focuses on corporate transactions in the insurance industry, including mergers and acquisitions and reinsurance. She also advises clients on a broad range of insurance regulatory matters, as well as redomestications, insurance entity formations and insurance license expansion initiatives.

Ms. MacDonald’s representations include, among others:

  • Principal Financial Group, Inc. in its $25 billion reinsurance transaction with Talcott Resolution to reinsure approximately $16 billion of in-force U.S. retail fixed annuity and $9 billion of in-force universal life insurance with secondary guarantee blocks of business
  • American Equity Life Holding Company and its subsidiaries in a number of transactions, including its strategic partnership with Brookfield Asset Management Inc., which includes up to $10 billion of reinsurance with Brookfield and the $672 million acquisition of a 16.2% ownership stake in American Equity by Brookfield
  • Ameriprise Financial, Inc. in an $8 billion annuity reinsurance transaction, and a prior $1.7 billion annuity reinsurance transaction, with subsidiaries of Global Atlantic
  • Brookfield Asset Management Reinsurance Partners Ltd. in its $5.1 billion merger with American National Group, Inc.
  • Massachusetts Mutual Life Insurance Company in its $2.35 billion sale of its retirement plans business to Empower Retirement
  • Argo Group International in a loss portfolio transfer agreement with Enstar Group with an approximately $1.1 billion aggregate limit
  • Willis Towers Watson in its proposed $80 billion combination with Aon plc
  • Centene Corporation in its $17.3 billion merger with WellCare Health Plans, Inc., its $2.2 billion acquisition of Magellan Health, Inc. and its acquisition of the Medicaid membership of NextLevel Health Partners, Inc., a health plan serving members in Cook County, Illinois
  • Social Capital Hedosophia in its $3.7 billion merger with Clover Health Investments Corp.
  • Liberty Mutual Group Inc. in its acquisition of State Auto Group pursuant to which State Automobile Mutual Insurance Company members became mutual members of Liberty Mutual Holding Company Inc. and Liberty Mutual Holding Company Inc. acquired, in a merger for $1 billion, all of the publicly held shares of common stock of State Auto Financial Corporation
  • Sompo International Holdings Ltd. in its acquisitions of CGB Diversified Services, Inc. and CGB Insurance Company, the crop insurance business of CGB Enterprises, Inc.
  • FGL Holdings in the sale of F&G Reinsurance Ltd. to Aspida Holdings Ltd., an indirect subsidiary of Ares Management Corporation



  • J.D., University of Iowa College of Law, 2018 (with highest distinction)
  • B.A., St. Francis University, 2015 (summa cum laude)


  • New York

Cecelia A. MacDonald

Associate, Financial Institutions