The facts in this briefing are sourced from an SEC EDGAR Form 8-K filed and published on February 20, 2024.
Financial advisory work on the seller side, Truist, involved three firms. Morgan Stanley & Co. LLC served as lead financial advisor to Truist, with Truist Securities and Goldman Sachs & Co. serving as co-advisors in a non-lead capacity. On the buyer side, a large syndicate of financial advisors represented Stone Point and CD&R jointly: J.P. Morgan Securities LLC, BofA Securities, Wells Fargo Securities, Barclays, RBC Capital Markets, Citi, BNP Paribas Securities Corp, Mizuho, TD Securities, Evercore, and UBS Investment Bank all served as financial advisors to the investor group.
Legal counsel was more narrowly distributed. Davis Polk & Wardwell LLP served as legal counsel to Truist, the seller. On the buyer side, the two lead sponsors retained separate counsel: Simpson Thacher & Bartlett LLP served as legal counsel to Stone Point, with Paul, Weiss, Rifkind, Wharton & Garrison LLP serving specifically as debt financing counsel to Stone Point, while Debevoise & Plimpton LLP served as legal counsel to CD&R.
The facts block confirms this is an all-cash divestiture of a subsidiary stake, meaning Truist is selling an ownership interest in TIH rather than the entire business outright, but it does not specify what percentage stake is being sold or what ownership Truist will retain following the transaction.
Several material facts remain undisclosed. No expected closing date is given. The specific percentage of TIH being divested is not disclosed, nor is detail on the post-transaction ownership structure or governance rights retained by Truist as a continuing stakeholder.
