Third Point Investors completes Malibu Life Re deal amid investor scrutiny

Major acquisition opens access to the US annuity market

Third Point Investors completes Malibu Life Re deal amid investor scrutiny

Reinsurance News

By Kenneth Araullo

Third Point Investors announced the completion of its acquisition of all equity interests in Malibu Life Reinsurance SPC from Malibu Life Holdings LLC.

Following an announcement, Third Point issued 1,868,805 Ordinary Shares to Malibu Life Holdings LLC as consideration for the acquisition. These shares represent approximately 95% of the total consideration shares for the transaction.

“Today is an important and exciting milestone as TPIL completes the acquisition of Malibu Life, to create a fully capitalised, reinsurance operating company,” said Dimitri Goulandris, chair of the company.

Goulandris said the board is bringing the company to the London market, where Malibu offers investors an opportunity to access the US$1 trillion and growing fixed annuity market in the United States through an established reinsurance platform.

Malibu Life Re’s initial operations included a US$3 billion quota-share flow agreement to reinsure US annuity products, establishing a foundation for its business model and providing early scale for the platform.

Opposition to the deal

The acquisition process drew a range of reactions from governance and proxy advisory groups. Glass Lewis supported the deal, citing Malibu’s potential for scalability and access to US reinsurance markets.

However, Institutional Shareholder Services (ISS) recommended voting against the acquisition, pointing to concerns about the company’s strategic direction and limited exit options for minority shareholders.

Some investors, including Asset Value Investors, Evelyn Partners, and Staude Capital, also voiced opposition to the transaction. Their concerns centered on governance issues and the influence of Third Point founder Daniel Loeb’s 25% voting stake under revised UK rules, which could affect outcomes in closely contested matters.

Following the prior general meeting that approved the acquisition, board members Claire Whittet and Huw Evans stepped down immediately, and their reappointment resolutions were withdrawn. The company stated that these changes were in line with earlier disclosures and part of the transition as TPIL pivots to its new role as a reinsurance operating company.

Immediately after admission, the company will have 21,426,808 Ordinary Shares in issue, each with one vote per share, and 8,570,724 B Shares, also with one vote per share. This brings the total number of voting rights to 29,997,532.

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