Third Point Investors Limited said its shareholders have approved the proposed acquisition of Malibu Life Reinsurance SPC during its extraordinary general meeting (EGM).
The resolutions, which also covered related matters, were passed following a poll vote.
The transaction will be structured as an all-share “NAV for NAV” deal, classed as a reverse takeover under UK listing rules. Third Point will issue new ordinary shares to acquire Malibu, a reinsurance platform launched in May 2024.
Malibu’s initial operations included a $3 billion quota-share flow agreement to reinsure US annuity products, establishing a base for its business model. The platform has set growth targets of about $5 billion in annual premiums by the end of 2027, aiming for mid-teens returns on equity through a scalable, spread-based approach.
The acquisition marks the company’s planned transition into a reinsurance business, with an aim to expand operations.
Chairman Rupert Dorey explained that the board had consulted extensively with shareholders before the vote and determined that combining with Malibu would introduce a reinsurance platform to the London market with potential to generate value for investors.
“The board is confident it has found that balance through a thorough, transparent and independent process, and on behalf of shareholders is genuinely excited by the potential within Malibu. We now look forward to completing the acquisition and are firmly focused on scaling the platform for success over the coming period,” Dorey said.
The deal initially drew mixed responses from governance and proxy advisory groups. Glass Lewis supported the acquisition, citing Malibu’s potential for scalability and access to US reinsurance markets, while Institutional Shareholder Services (ISS) recommended voting against it, pointing to concerns about strategic direction and limited exit options for minority shareholders.
Some investors, including Asset Value Investors, Evelyn Partners, and Staude Capital, also voiced opposition, citing governance issues and noting that Daniel Loeb’s 25% voting stake under revised UK rules could influence outcomes in closely contested matters.
Following the EGM approval, and in line with earlier disclosures, board members Claire Whittet and Huw Evans stepped down effective immediately. Their reappointment resolutions, scheduled for the company’s annual general meeting the same day, were withdrawn.
Third Point’s move into reinsurance follows prior experience in the sector. The asset manager launched Third Point Re in 2011, which later merged to form SiriusPoint, combining investment management capabilities with underwriting operations. This history has been cited by the company as relevant background for the strategic pivot represented by the Malibu transaction.
Third Point Investors said it will provide a proposal update once the acquisition’s conditions are met and the calculation date is set.
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