In the Matter of:
PROPOSED ACQUISITION OF CONTROL OF
TALCOTT RESOLUTION LIFE INSURANCE COMPANY
TALCOTT RESOLUTION LIFE AND ANNUITY INSURANCE COMPANY
AMERICAN MATURITY LIFE INSURANCE COMPANY
and
TALCOTT RESOLUTION INTERNATIONAL LIFE REASSURANCE CORPORATION
BY
SUTTON HOLDINGS GP, LLC
SUTTON HOLDINGS INVESTMENTS, LTD.
SUTTON INVESTMENTS, LLC
TAO SUTTON HOLDINGS, LLC
TAO INSURANCE HOLDINGS, LLC
A. MICHAEL MUSCOLINO
and
ALAN WAXMAN
DOCKET # EX 21-15
OVERVIEW
On February 3, 2021, SUTTON HOLDINGS GP, LLC, SUTTON HOLDINGS INVESTMENTS, LTD. SUTTON INVESTMENTS, LLC, TAO SUTTON HOLDINGS, LLC, TAO INSURANCE HOLDINGS, LLC, A. MICHAEL MUSCOLINO, and ALAN WAXMAN (the “Applicants”), filed an application on Form A with the Connecticut Insurance Department (the “Department”) pursuant to Conn. Gen. Stat. §38a-130 and Regs., Conn. State Agencies §38a-138-6 (the “Application”) requesting approval by the Insurance Commissioner of the State of Connecticut for the proposed acquisition of control (the “Proposed Acquisition”) of the Connecticut domestic insurers TALCOTT RESOLUTION LIFE INSURANCE COMPANY, TALCOTT RESOLUTION LIFE AND ANNUITY INSURANCE COMPANY, AMERICAN MATURITY LIFE INSURANCE COMPANY, and TALCOTT RESOLUTION INTERNATIONAL LIFE REASSURANCE CORPORATION (the "Domestic Insurers"). The Proposed Acquisition will be effected pursuant to the terms of Merger Agreement.
As required by Conn. Gen. Stat. §38a-132 and Regs., Conn. State Agencies §38a-138-6 a public hearing will be held on the Proposed Acquisition of the Domestic Insurers within thirty days after the Application is deemed complete in all respects. When the Application is complete, a notice of public hearing will be issued to consider the Proposed Acquisition.
The following is a list of all documents related to the Proposed Acquisition which are available for public viewing. Some documents which include trade secrets or personal data have been exempted from public inspection pursuant to the Connecticut Freedom of Information Act. (see Conn. Gen. Stat. §1-210).
- Form A Submission Letter, Dated February 3, 2021
- Form A Application
- Form A Checklist
- Form A Table Of Contents
- Exhibit A: Merger Agreement
- Exhibit B: Letter From State Street
- Exhibit C-1: Pre-Closing Organizational Chart
- Exhibit C-2: Post-Closing Organizational Chart
- Exhibit C-3: List Of Affiliates
- Exhibit D-1: Sixth Street Applicant Directors And Officers
- Exhibit D-2: Directors Of Talcott Resolution Life Insurance Company Following Proposed Transaction
- Exhibit D-3: Biographical Affidavits
- Exhibit E: Equity Commitment Letter
- Exhibit F: Plan Of Operations
- Exhibit G: Financial Projections
- Exhibit H-1: Unaudited Financial Statements Of Sutton Holdings, GP, LLC
- Exhibit H-2: Unaudited Financial Statements Of Sutton Holdings Investments, Ltd.
- Exhibit H-3: Unaudited Financial Statements Of Sutton Investments, LLC
- Exhibit H-4: Unaudited Financial Statements Of TAO Sutton Holdings, LLC
- Exhibit H-5: Unaudited Financial Statements Of TAO Insurance Holdings, LLC
- Exhibit H-6: Net Worth Affidavit Of A. Michael Muscolino And Alan Waxman
- Exhibit I-1: Statutory Financial Statements Of Talcott Resolution Life Insurance Company For Years Ended December 31, 2019, 2018 And 2017
- Exhibit I-2: Statutory Financial Statements Of Talcott Resolution Life And Annuity Insurance Company For Years Ended December 31, 2019, 2018 And 2017
- Exhibit I-3: Statutory Financial Statements Of American Maturity Life Insurance Company For Years Ended December 31, 2019, 2018 And 2017
- Exhibit I-4: Statutory Financial Statements Of Talcott Resolution International Life Reassurance Corporation For Years Ended December 31, 2019, 2018 And 2017
- Exhibit J: Audited Financial Statements Of Hopmeadow Holdings As Of December 31, 2019 And 2018
Form-A follow-up Letters and Supplemental Filings
Amended and Restated Form-A and Supplemental Filings
Hearing Information
- Letter To Applicant From Connecticut Insurance Department, Dated May 11, 2021 (Uploaded: 5/28/2021)
- Hearing Letter To Applicants From Connecticut Insurance Department, Dated May 26, 2021 (Uploaded: 5/28/2021)
- Notice Of Public Hearing (Uploaded: 5/28/2021)
- Hearing Officer Appointment Order By Andrew N. Mais, Insurance Commissioner, Dated June 2, 2021 (Uploaded: 6/15/2021)
- Affidavit Of Publication In The Hartford Courant, Dated June 10, 2021 (Uploaded: 6/15/2021)
- Notice Of Appearance For Elizabeth Retersdorf On Behalf Of The Applicants (Uploaded: 6/15/2021)
- Notice Of Appearance For Allison Tam On Behalf Of The Applicants (Uploaded: 6/15/2021)
- Notice Of Appearance For Robert Rachofsky On Behalf Of The Applicants (Uploaded: 6/15/2021)
- Notice Of Appearance Of Lisa Proch On Behalf Of The Domestic Insurers (Uploaded: 6/15/2021)
- Notice Of Appearance Of Andrew Holland On Behalf Of The Domestic Insurers (Uploaded: 6/15/2021)
- Pre-Filed Testimony Of A. Michael. Muscolino On Behalf Of The Applicants (Uploaded: 6/15/2021)
- Pre-Filed Testimony Of Peter Sannizzaro On Behalf Of The Domestic Insurers (Uploaded: 6/15/2021)
- Exhibit List (Uploaded: 6/15/2021)
- Transcript Of Hearing On June 15, 2021 (Uploaded: 6/29/2021)
- Order And Decision In The Matter Of The Proposed Acquisition Of Control Of Talcott Resolution Life Insurance Co. Et Al By Sutton Holdings GP, LLC Et Al (Uploaded: 6/29/2021)
