• Daniel A. Rabinowitz advises clients in the insurance and reinsurance industry on a comprehensive range of transactional and regulatory matters, including mergers and acquisitions, capital markets, reinsurance, structured insurance products, restructurings, securitization and structured finance, reserve financing, pension de-risking, reorganizations, insurance-linked securities, capital standards, group solvency, insurance company investments, and corporate governance. From 2011 to 2014, he served as chair of the Insurance Law Committee of the New York City Bar Association. He is currently serving as a subcommittee chair within that body.

    In the area of insurance M&A, Dan was instrumental in obtaining New York and Tennessee insurance regulatory approvals, as counsel, for White Mountains Insurance Group in its $2.6 billion sale of Sirius International to CM International Holding PTE Ltd. in 2016. His recent insurance M&A experience also includes representing National General Holdings in two acquisitions, National Farmers Union Insurance and Direct General Insurance; Stone Point Capital in its acquisition of LegalShield; Lee Equity Partners in its acquisition of K2 Insurance Services; and OneBeacon on insurance matters in its sale to Intact.

    In the areas of reinsurance, pension de-risking and structured products, Dan has advised the trustee of HSBC Group’s UK pension scheme on U.S. matters in a £7 billion longevity insurance and reinsurance transaction with Prudential Insurance Co. of America. He also advised six large policyholders of Financial Guaranty Insurance Co. (FGIC) in a proposed $1.9 billion transaction involving Assured Guaranty and FGIC to reinsure and commute certain FGIC obligations. He has also represented holders of surplus notes of MBIA Insurance Corp. in a $325 million senior credit facility for MBIA in connection with claims arising out of MBIA’s exposure to the Zohar collateralized debt obligations. In addition, he assisted a unit of AXA XL in its structured insurance coverage of SHINE Medical Technologies.

    In 2021, Dan was named a National Law Journal Trailblazer for Insurance Law. He is recognized by Chambers USA as a leading practitioner in the insurance transactional and regulatory field. According to Chambers sources, Dan is “an amazing insurance regulatory attorney who knows all the issues” and “combines a superb knowledge of the law with deep commercial insights to deliver excellent legal advice.” He “knows the industry inside out” and “his knowledge of insurance companies is unmatched,” making him “particularly strong in understanding the nuances of our unique situation so that he can better advise us on how to accomplish our ultimate objectives.” Clients describe Dan as someone who is “extremely pragmatic, collaborative and with quick turnarounds,” a “commercial and business-minded lawyer” who “applies his judgment to provide holistic advice,” “a solution seeker and finder,” and a knowledgeable lawyer “in terms of both insurance and reinsurance” who is “able to respond quickly to issues that are time-sensitive.”

    In 2019, Dan received the Burton Award for Legal Writing for his article in the New York Law Journal, “Do Unto Others — Reciprocity Through the Lens of Insurance Regulation.”

    Experience

    • Advised Hildene Capital Management in its long term strategic alliance with SILAC Insurance Co., Utah's oldest active insurance company, and a leader in the annuity industry.

    • Advised K2 Insurance Services LLC in the acquisition of Global Indemnity Group LLC’s American Reliable specialty residential property business.

    • Advised Waterfall Sentinel Fund in its acquisition of Newcleus LLC, a leading provider of employer-owned life insurance and annuity products (with a core focus on bank and credit union institutions), as well as employee benefit design and analysis, compensation consulting and investment strategies. 

    • Advised Alliant Insurance Services, a leading distributor of diversified insurance products and services in the U.S., in its acquisition of Confie, the largest personal lines insurance distributor in the U.S.

    • Advised Zurich Assurance Ltd. as intermediary in Prudential Retirement’s International Reinsurance business’s first reinsurance transaction and third largest U.K. longevity risk transfer transaction to date, involving the transfer of longevity risk associated with $8.4 billion of pensioner liabilities from an unnamed U.K. pension scheme.

    • Represented Stone Point Capital LLC in a strategic investment by funds managed by Stone Point Capital in Allied Benefit Systems LLC, a leading independent third-party administrator of group health benefits to self-insured employers.

    • Advised EQT Private Equity on insurance matters with regards to its majority investment in Storable, a leading provider of software and technology to the self-storage industry.

    • Advised Mitchell | Genex in its acquisition of Coventry Workers’ Comp Services, a leading provider of cost containment technology, clinical service and disability management, from CVS Health.

    • Advised preferred shareholders of a New York-domiciled insurer in connection with the insurer’s acquisition. His role included discussions with the transaction parties and the New York Department of Financial Services on treatment of the preferred shares. Dan and his team obtained relief from DFS as well as a dividend at the closing of the acquisition.

    • Advised National General Holding Corp. in the acquisition of National Farmers Union Property and Casualty Company from QBE North America. The deal is valued at $52.8 million.

    • Advised Lee Equity Partners in its acquisition of K2 Insurance Services, a managing general agent, including K2’s spin-off of Aegis Security Insurance.

    • Advised the trustee of HSBC Group’s UK pension scheme on U.S. insurance law and commercial law issues in a £7 billion longevity insurance and reinsurance transaction with Prudential Insurance Company of America.

    • Represented Alliant Insurance Services, the largest specialty insurance brokerage firm in the U.S., in its agreement to acquire Crystal & Company, a leading global provider of insurance and employee benefits consulting services.

    • Represented Stone Point Capital LLC in its acquisition of LegalShield, a subscription-based provider of legal plans and a provider of identity theft solutions, from funds controlled by MidOcean Partners.

    • Represented Piper Jaffray & Co., in connection with a Rule 144A/Regulation S offering by The Savings Bank Life Insurance Company of Massachusetts of $57,320,000 aggregate principal amount of 6.50% surplus notes due 2047. The notes were offered in connection with SBLI's concurrent reorganization to a mutual insurance company.

    • Represent six policyholders of Financial Guaranty Insurance Co. in a proposed transaction with FGIC and Assured Guaranty Ltd. that offers distribution of approximately $1.9 billion in cash to commuting FGIC policyholders and holders of FGIC deferred payment obligations in FGIC’s noninvestment-grade portfolio. The transaction would also involve Assured’s providing 100 percent quota share reinsurance on FGIC’s investment-grade portfolio and excess-of-loss cover on the remaining noncommuted policies in the noninvestment-grade book.‎

    • Represented Stone Point Capital LLC in its acquisition of NFP’s Advisor Services business, which provides broker-dealer and registered investment adviser support to independent financial advisers.

    • Represented Surplus Noteholders of MBIA Insurance Corp. in a commitment agreement to provide MBIA with $325 million of secured financing.

    • Advising National General Holdings Corp. on insurance and related regulatory issues in connection with its acquisition of Elara Holdings Inc., the parent company of Direct General Corp., a Tennessee-based auto and life insurance company.

    • Represented White Mountains Insurance Group on regulatory matters in connection with its sale of Sirius International Insurance Group to CM International Holding PTE Ltd., the Singapore based investment arm of China Minsheng Investment Corp. Ltd.

    • Represented ACP Re Ltd. in its acquisition of Tower Group International Ltd.

    • Represented AmTrust Financial Services Inc., a multinational insurance holding company, in its acquisition of Warranty Solutions, a Wells Fargo company, which provides vehicle service contracts and auto-related finance and insurance products to automobile dealerships nationwide.

    • Represented Royal Bank of Canada in the sale of Liberty Life Insurance to Athene Holding and Protective Life.

    • Represented AIG in a number of matters, including the sale of ALICO to MetLife, U.S. regulatory applications relating to the proposed sale of AIA to Prudential plc, the divestiture of Transatlantic Re by means of registered share offerings, the sale of Hartford Steam Boiler to Munich Re, the establishment of Maiden Lane II (restructuring of portfolio of distressed assets) and the purchase of Maiden Lane III securities from NY Fed.

    • Advised ING Groep N.V. on the U.S. insurance regulatory aspects of a risk transfer transaction with the Dutch State covering an Alt-A RMBS portfolio.

    • Advised IPC Holdings in its acquisition by Validus Holdings, following the termination of consolidation with Max Re.

    • Advised Paris Re in its acquisition by PartnerRe.

    • Represented a major monoline insurer in the divestiture of financial guaranty risks by reinsurance.

    • Represented a multiline insurer in a managed runoff of an offshore financial guaranty insurer by reinsurance and share buyback.

    • Represented Goldman Sachs in the acquisitions of life and annuity businesses from Hanover Insurance Group.

    • Represented a major insurance group in a series of structured transactions involving approximately $12 billion in proprietary investments.

    • Represented the initial purchasers in Rule 144A offerings of $1.4 billion of surplus notes and senior notes by Pacific Life.

    • Obtained U.S. insurance regulatory approvals for AXA in connection with its acquisition of Winterthur from Credit Suisse.

    • Represented Tokio Marine on its acquisition of Philadelphia Consolidated.

    • Represented John Hancock in its sale to Manulife.

    • Represented Prudential in its demutualization and related capital-raising transactions totaling $3 billion in deal value.

    • Represented Western & Southern Life in its conversion to mutual holding company status.

    • Represented NY Public Asset Fund, a special-purpose state funding entity, in the conversion of Empire Blue Cross Blue Shield to for-profit status and a related initial public offering, with deal value exceeding $400 billion.

    • Advised AXA and Osiris Capital in connection with the securitization of life insurance mortality risk through a catastrophic mortality bond offering, the first catastrophic mortality program structured for a primary insurance company, and the first catastrophic mortality bond offering to include both euro-denominated and U.S. dollar-denominated notes.

    • Advised AXA and Aura Re in catastrophe bonds covering European natural catastrophe risk.

    • Advised Allianz and Blue Fin in catastrophe bond issuances.

    • Represented Allianz in its investment in Hartford Financial Services Group.

    • Represented the initial purchasers in first-of-kind credit for a reinsurance collateral facility for a leading Bermuda life reinsurer, raising $325 million in proceeds.

    • Advised a major U.S. life insurer on a triple-X financing provided by a leading investment bank.

    • Represented an investor’s manager in the purchase of $17.5 million of newly issued surplus notes of a catastrophe insurance company.

    • 140 West St. (Magnum)

    Credentials

    Education

    • J.D., University of Chicago Law School, 1994
    • A.B. in politics and history (double concentration), magna cum laude, Phi Beta Kappa, Brandeis University, 1991

    Bar Admissions

    • New York, 1995

    Professional Affiliations

    • New York City Bar Association, Member and Past Chair of the Committee on Insurance Law
    • Law360 Insurance Editorial Advisory Board (2017)
    • International Bar Association, Member of the Insurance Law Committee, Former Chair of Insurance Regulation Subcommittee
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