Vincent J. Napolitano’s practice focuses on mergers, acquisitions, divestitures, financing transactions and general corporate matters. He has advised on a variety of U.S. and cross-border transactions involving financial institutions in the banking, insurance and specialty lending sectors, including private equity firms as investors in financial institutions. Mr. Napolitano also represents investment banks as financial advisors in M&A transactions.
Representative transactions include:
- SMBC Rail Services LLC, a wholly owned subsidiary of Sumitomo Mitsui Banking Corp., in its proposed acquisition of American Railcar Leasing LLC, a wholly owned subsidiary of Icahn Enterprises L.P., for an enterprise value of up to $3.4 billion;
- Citigroup Inc. in connection with the sale of its Brazilian consumer banking, insurance brokerage and credit card businesses to Itaú Unibanco Holding S.A. for $220 million;
- Deutsche Bank in connection with its sale of Maher Terminals USA, LLC, a 454-acre multi-user container terminal in Port Elizabeth, New Jersey, to Macquarie Infrastructure Partners III, a fund managed by Macquarie Infrastructure and Real Assets;
- private equity firms TPG and Calera Capital as majority owners of Elara Holdings, Inc., the parent company of Direct General Corporation, a Tennessee-based P&C insurer, in connection with its sale to National General Holdings for $165 million in cash;
- private equity firms Pine Brook and Crestview Partners as founding investors of Fidelis Insurance Holdings Limited, a newly formed Bermuda-based specialty insurance and reinsurance provider. Fidelis raised $1.5 billion in equity capital. The private placement was one of the largest industry initial capitalization raises ever;
- Lendmark Financial Services, LLC in its acquisition of 127 branch offices and related loan assets from Springleaf Holdings, Inc., a divestiture transaction in connection with the closing of Springleaf’s acquisition of OneMain Financial;
- XL Group plc in its £2.7 billion ($4.1 billion) acquisition of Catlin Group Limited;
- Endurance Specialty Holdings Ltd. in its proposed $3.2 billion hostile acquisition of Aspen Insurance Holdings Limited;
- BNP Paribas in connection with the sale of its oil and gas reserve-based lending business in the U.S. and Canada to Wells Fargo. Headquartered in Houston and Calgary, the business comprised approximately 175 borrower relationships, $9.5 billion of total loan commitments and $3.9 billion in funded balances;
- Ares Commercial Real Estate Corporation in connection with its $62.8 million acquisition of Alliant Capital LLC, a nationwide originator and servicer of multi-family residential mortgage loans, including a servicing portfolio of $3.9 billion;
- Evercore Group LLC as financial advisor in connection with over $800 million of bank M&A transactions; and
- Jefferies LLC as financial advisor in connection with over $1.5 billion of bank M&A transactions.