Aankondiging • May 04

Brookfield Reinsurance Ltd. (NYSE:BNRE), Bam Re Partners Trust, Bam Re Holdings Ltd., North End Re (Cayman) SPC and Freestone Re Ltd. completed the acquisition of remaining 79.62% stake in American Equity Investment Life Holding Company (NYSE:AEL).

Brookfield Reinsurance Ltd. (NYSE:BNRE), Bam Re Partners Trust, Bam Re Holdings Ltd., North End Re (Cayman) SPC and Freestone Re Ltd. submitted a proposal to acquire remaining 79.62% stake in American Equity Investment Life Holding Company (NYSE:AEL) for $3.5 billion on June 26, 2023. Brookfield Reinsurance Ltd., Bam Re Partners Trust, Bam Re Holdings Ltd., North End Re (Cayman) SPC and Freestone Re Ltd. entered into a definitive agreement to acquire remaining 79.62% stake in American Equity Investment Life Holding Company for approximately $4.3 billion on July 4, 2023. Buyers delivered a letter to the board of directors of American Equity Investment Life Holding Company setting forth a proposal to acquire all of the outstanding shares of common stock of AEL not already owned for aggregate consideration of $55.00 per AEL share. As consideration for each AEL share, shareholders will receive $38.85 in cash and a number of Brookfield Asset Management Ltd. (NYSE, TSX: BAM) (“BAM”) class A limited voting shares (“BAM Shares”) having a value equal to $16.15 based on the unaffected 90-day VWAP as of June 23, 2023, resulting in total consideration of $55.00 per AEL share, subject to adjustment in certain circumstances. In the event that the 10-day VWAP of BAM Shares (measured five business days prior to closing of the transaction) (the “BAM Final Stock Price”) would result in the aggregate consideration per AEL Share being less than $54.00, the number of BAM Shares delivered for each AEL Share will be increased such that the value of the aggregate consideration delivered for each AEL Share will be equal to $54.00. In such circumstance, BNRe may elect, in its sole discretion, to substitute cash consideration in lieu of all or any portion of the BAM Share consideration; provided that in the event that BNRe elects to substitute cash for less than all of the BAM Share consideration, the BAM Share consideration must have an aggregate value of not less than $200 million. Upon the closing of the proposed transaction, AEL Shares will be delisted from the New York Stock Exchange and shares of AEL’s series A noncumulative preferred stock (NYSE:AELPRA) and series B preferred stock (NYSE:AELPRB) will remain listed on the New York Stock Exchange. In the event that the BAM Final Stock Price would result in the aggregate consideration per AEL Share being greater than $56.50, the number of BAM Shares delivered for each AEL Share will be decreased such that the value of the aggregate consideration delivered for each AEL Share will equal $56.50. Buyers collectively own 15,886,163 AEL share. The agreement does not provide for the payment of any consideration with respect to the issued and outstanding shares of AEL Series A and Series B preferred stock. As such, these shares will be unaffected by the agreement and will remain outstanding. Brookfield Reinsurance is expected to fund the transaction with cash on hand available to Brookfield Reinsurance, class A limited voting shares of Brookfield Asset Management Ltd., and $350 million of debt financing. If, in connection with a termination of the Merger Agreement (1) by Parent due to a change of the Board’s recommendation that the Company’s shareholders vote to approve the Merger or by the Company to enter into an agreement in connection with a Superior Proposal or (2) by either party as a result of a failure to obtain the Company Shareholder Approval and within twelve months of such termination, the Company consummates or enters into a definitive agreement to consummate an alternative takeover proposal that was publicly made known and not withdrawn prior to such termination, then the Company may be required to pay Parent a termination fee of $102,000,000. The closing of the Merger is subject to satisfaction or waiver of customary closing conditions, including (1) the receipt of the Company Shareholder Approval, (2) receipt of certain regulatory approvals, including the expiration or termination of the waiting period (and any extension thereof) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976, as amended, (3) the absence of any injunction or restraint making illegal or otherwise prohibiting the consummation of the Merger, (4) the effectiveness of the registration statement on Form F-4 to be filed by BAM pursuant to which the shares of BAM Class A Stock to be issued as Stock Consideration will be registered with the Securities and Exchange Commission (the “ SEC ”) and (5) listing approval of the shares of BAM Class A Stock to be issued as Stock Consideration (i) on the New York Stock Exchange and (ii) subject to official notice of issuance, on the Toronto Stock Exchange. Parent’s, Merger Sub’s and BAM’s obligations to close the Merger are also conditioned upon the absence of a Company Material Adverse Effect (as defined in the Merger Agreement) and the absence of the imposition of a Burdensome Condition (as defined in the Merger Agreement) by any regulator as part of the regulatory approval process. The Board has unanimously (1) determined that the Merger Agreement and the transactions contemplated thereby, including the Merger, are advisable, fair to, and in the best interests of, the Company and its shareholders (other than the Parent Group Shareholders and any other shareholders affiliated with Parent), (2) adopted the Merger Agreement and the transactions contemplated thereby, including the Merger, (3) directed that the Merger Agreement and the transactions contemplated thereby, including the Merger, be submitted to the Company’s shareholders for approval and (4) resolved to recommend that the Company’s shareholders vote to approve the Merger and the Merger Agreement. The transaction is not subject to any financing condition or contingency. Each of Brookfield Reinsurance’s and AEL’s boards of directors unanimously approved the merger agreement. On November 10, 2023, the shareholders of American Equity Investment have been approved the merger. The merger is expected to close in the first half of 2024. As of April 30, 2024, the transaction is expected to close following the close of market on May 2, 2024. AEL Board will carefully review Brookfield Reinsurance’s proposal in accordance with its fiduciary duties and in consultation with its independent financial and legal advisors. Ardea Partners acted as financial advisor and will receive a fee of $43 million and J.P. Morgan acted as financial advisor to AEL and Rodge Cohen, Melissa Sawyer, Steve Kotran, Marion Leydier, Yev Markov, Julia Kim, Kevin Akrong, Cathy Clarkin, John Savva, Marc Treviño, Heather Coleman, Mehdi Ansari, Neal McKnight, Jameson S. Lloyd, David C. Spitzer, Frederick Wertheim, Tracey E. Russell, Eric J. Kadel Jr., Matthew J. Brennan, David M.J. Rein, Joe Matelis, Eric Queen and Bradley Smith of Sullivan & Cromwell LLP is serving as legal advisor. Barclays is serving as lead financial advisor to Brookfield Reinsurance and BMO Capital Markets is also acting as a financial advisor to Brookfield Reinsurance on this transaction. David J. Perkins, Richard Hall, Adam M. Sanchez, Matthew M. Kelly, Lauren Angelilli, Amanda Hines Gold, Jeffrey T. Dinwoodie, Jesse M. Weiss and Benjamin G. Joseloff of Cravath, Swaine & Moore LLP and E. Drew Dutton, Andrew G. Jamieson, Nicholas F. Potter and Peter F.G. Schuur of Debevoise & Plimpton LLP acted as legal advisors to Brookfield Reinsurance Ltd. J.P. Morgan Securities LLC and Ardea Partners LP provided fairness opinion to AEL in the transaction and JP Morgan will received a fee of $3 million. Computershare Inc. acted as registrar and Computershare Trust Company, N.A. acted as Depository Bank to AEL in the transaction. Innisfree M&A Incorporated acted as information agent to AEL and will receive a fee of $50,000 for its services. Brookfield Reinsurance Ltd. (NYSE:BNRE), Bam Re Partners Trust, Bam Re Holdings Ltd., North End Re (Cayman) SPC and Freestone Re Ltd. completed the acquisition of remaining 79.62% stake in American Equity Investment Life Holding Company (NYSE:AEL) on May 2, 2024. At closing, each issued and outstanding share of common stock of AEL was converted into the right to receive (i) $38.85 per share in cash, and (ii) the Stock Consideration equal to 0.45464 fully-paid and nonassessable shares of class A limited voting shares of Brookfield Asset Management Ltd. Anant Bhalla ceased to be an executive officer of AEL. David S. Mulcahy, Anant Bhalla, Joyce A. Chapman, Brenda J. Cushing, Michael E. Hayes, Douglas T. Healy, Robert L. Howe, William R. Kunkel, Alan D. Matula and Gerard D. Neugent resigned as directors of AEL. Sachin Shah, Jon Bayer, Anne Schaumburg and Gregory Morrison became the directors of AEL at close of the transaction.

Sneeuwvlok Score
Waardering	2/6
Toekomstige groei	0/6
Prestaties in het verleden	3/6
Financiële gezondheid	4/6
Dividenden	0/6

Historische aandelenkoersen
Huidige aandelenkoers	US$37.20
52 Week Hoogtepunt	US$57.50
52 Week Laag	US$34.80
Bèta	1.65
1 maand verandering	0%
3 maanden verandering	0.54%
1 Jaar Verandering	-1.24%
3 jaar verandering	95.10%
5 jaar verandering	n/a
Verandering sinds IPO	23.37%

	9JG	DE Insurance	DE Markt
7D	1.1%	0.1%	1.0%
1Y	-1.2%	9.1%	3.2%

9JG volatility
9JG Average Weekly Movement	3.2%
Insurance Industry Average Movement	3.2%
Market Average Movement	5.4%
10% most volatile stocks in DE Market	12.8%
10% least volatile stocks in DE Market	2.7%

9JG fundamentele statistieken
Marktkapitalisatie	€12.33b
Inkomsten(TTM)	€418.71m
Inkomsten(TTM)	€9.25b

9JG resultatenrekening (TTM)
Inkomsten	US$10.67b
Kosten van inkomsten	US$7.57b
Brutowinst	US$3.11b
Overige uitgaven	US$2.63b
Inkomsten	US$483.00m

Winst per aandeel (EPS)	1.45
Brutomarge	29.12%
Nettowinstmarge	4.53%
Schuld/Eigen Vermogen Verhouding	51.6%

Gegevens	Laatst bijgewerkt (UTC-tijd)
Bedrijfsanalyse	2026/07/31 06:31
Aandelenkoers aan het einde van de dag	2026/07/31 00:00
Inkomsten	2026/03/31
Jaarlijkse inkomsten	2025/12/31

Pakket	Gegevens	Tijdframe	Voorbeeld Amerikaanse bron ^*
Financiële gegevens bedrijf	10 jaar	Resultatenrekening Kasstroomoverzicht Balans	SEC-formulier 10-K SEC-formulier 10-Q
Consensus schattingen analisten	+3 jaar	Financiële prognoses Koersdoelen analisten	Onderzoeksrapporten van analisten Blue Matrix
Marktprijzen	30 jaar	Aandelenprijzen Dividenden, splitsingen en acties	ICE Marktgegevens SEC-formulier S-1
Eigendom	10 jaar	Top aandeelhouders Handel met voorkennis	SEC-formulier 4 SEC-formulier 13D
Beheer	10 jaar	Leiderschapsteam Raad van bestuur	SEC-formulier 10-K SEC-formulier DEF 14A
Belangrijkste ontwikkelingen	10 jaar	Bedrijfsaankondigingen	SEC-formulier 8-K

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Recent nieuws en updates

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Recent updates

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Now 20% undervalued

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Upcoming dividend of US$0.08 per share

First quarter 2024 earnings released: EPS: US$2.30 (vs US$1.89 loss in 1Q 2023)

First quarter dividend of US$0.08 announced

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Brookfield Reinsurance Ltd. (NYSE:BNRE), Bam Re Partners Trust, Bam Re Holdings Ltd., North End Re (Cayman) SPC and Freestone Re Ltd. completed the acquisition of remaining 79.62% stake in American Equity Investment Life Holding Company (NYSE:AEL).

Full year 2023 earnings released: EPS: US$5.47 (vs US$9.87 in FY 2022)

Upcoming dividend of US$0.08 per share

Fourth quarter dividend of US$0.08 announced

Full year 2023 earnings released: EPS: US$7.07 (vs US$9.69 in FY 2022)

Upcoming dividend of US$0.07 per share at 0.8% yield

Brookfield Reinsurance Ltd. (NYSE:BNRE) completed the acquisition of Argo Group International Holdings, Ltd. from Voce Capital Management, LLC, Pzena Investment Management LLC and other shareholders.

New major risk - Shareholder dilution

Third quarter 2023 earnings released: EPS: US$1.47 (vs US$4.79 in 3Q 2022)

Brookfield Reportedly Weighs Move into UK Pension Insurance Market

High number of new and inexperienced directors

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Upcoming dividend of US$0.07 per share at 1.6% yield

High number of new and inexperienced directors

Brookfield Reinsurance Ltd. Announces Board Appointments

Second quarter 2023 earnings released: EPS: US$0.07 (vs US$0.066 in 2Q 2022)

Brookfield Reinsurance Ltd. Declares Quarterly Distribution, Payable on September 29, 2023

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Brookfield Reinsurance Ltd., Annual General Meeting, Aug 08, 2023

Upcoming dividend of US$0.07 per share at 1.7% yield

First quarter 2023 earnings released

Brookfield Reinsurance Ltd. Declares Quarterly Distribution on Class A and B Share, Payable on June 30, 2023

Upcoming dividend of US$0.07 per share at 1.7% yield

Full year 2022 earnings released: EPS: US$10.76 (vs US$1.28 loss in FY 2021)

Brookfield Reinsurance Ltd. entered into a definitive agreement to acquire Argo Group International Holdings, Ltd. from Voce Capital Management, LLC and other shareholders for $1.1 billion.

Investor sentiment deteriorated over the past week

Upcoming dividend of US$0.14 per share

High number of new and inexperienced directors

Upcoming dividend of US$0.14 per share

Lead Independent Director recently bought €95k worth of stock

Second quarter 2022 earnings released

Inaugural dividend of US$0.14 per share

First quarter 2022 earnings released

High number of new and inexperienced directors

High number of new and inexperienced directors

Inaugural dividend of US$0.14 per share

Full year 2021 earnings: EPS in line with analyst expectations despite revenue beat

Lead Independent Director recently bought €88k worth of stock

High number of new directors

Third quarter 2021 earnings released: US$0.22 loss per share

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