Constellation Insurance Holdings announces it has entered into an agreement to acquire Ohio National

The platform, backed by founding investors CDPQ and Ontario Teachers’, will continue to seek out high-quality acquisitions, demutualizations and other opportunities in the property and casualty (P&C) and life insurance sector.

New York, Montréal and Toronto – Constellation Insurance Holdings, Inc. (Constellation), backed by institutional investors Caisse de dépôt et placement du Québec (CDPQ) and Ontario Teachers’ Pension Plan Board (Ontario Teachers’), announced today it has entered into an agreement for its inaugural transaction through the acquisition of Cincinnati-based Ohio National Mutual Holdings, Inc. (ONMH) and its wholly owned subsidiary Ohio National Financial Services, Inc. (collectively, Ohio National) for a total consideration of US$1 billion, which includes both member consideration and new capital infused in the business, as part of its demutualization process.

Established in 1909, Ohio National is a leading provider of financial products and services that helps its policyholders achieve financial security and independence. It has a network of financial professionals operating across 49 states and, as of December 31, 2020, its affiliated companies have US$41.2 billion in assets under management.

“Today’s announcement marks an important first step for Constellation, as we deliver on our strategy to provide North American stock and mutual insurers access to long-term growth capital, enhanced ratings, scale efficiencies and aligned equity incentives, while preserving the independence, brand, existing operations and culture for which they are recognized,” affirmed Anurag Chandra, Founder, Chairman & CEO of Constellation. “We welcome CDPQ and Ontario Teachers’ upsized long-term capital commitment to continue to expand the platform in North America.”

“Constellation is a uniquely positioned platform, combining long-term capital and deep industry experience to offer differentiated solutions in an increasingly consolidated market. By working closely with Constellation since our initial investment and expanding our commitment alongside a trusted investment partner, Ontario Teachers’, we aim to support insurers who are navigating a complex environment, such as Ohio National, as they embark upon the next phase of their growth,” stated Martin Laguerre, Executive Vice-President and Head of Private Equity and Capital Solutions, CDPQ.

“We are pleased to partner with Constellation and CDPQ to acquire Ohio National, an established and diversified insurance carrier with a nation-wide footprint. Ontario Teachers' brings our deep expertise in investing in the insurance sector to bear in backing Anurag to grow the Constellation platform,” said Karen Frank, Senior Managing Director, Equities at Ontario Teachers’.

The transaction is subject to customary conditions, including regulatory approvals, the approval of the Ohio Director of Insurance and ONMH’s member approval.

Debevoise & Plimpton LLP is serving as legal counsel to Constellation in the transaction.

ABOUT CONSTELLATION
Constellation is an insurance holding company targeting acquisitions of life and P&C insurers based in North America, with the strategic intent of building a substantial, highly rated and conservatively managed multi-line insurance business backed by long-term institutional capital. Constellation’s founding investors and equal partners, CDPQ and Ontario Teachers’, are two of the largest long-term institutional investors in North America, managing a total of over CA$500 billion in net assets, including over CA$80 billion in private capital investments.

ABOUT CDPQ
At Caisse de dépôt et placement du Québec (CDPQ), we invest constructively to generate sustainable returns over the long term. As a global investment group managing funds for public retirement and insurance plans, we work alongside our partners to build enterprises that drive performance and progress. We are active in the major financial markets, private equity, infrastructure, real estate and private debt. As at December 31, 2020, CDPQ’s net assets total CA$365.5 billion. For more information, visit cdpq.com, follow us on Twitter or consult our Facebook or LinkedIn pages.

ABOUT ONTARIO TEACHERS’
The Ontario Teachers' Pension Plan Board (Ontario Teachers') is the administrator of Canada's largest single-profession pension plan, with CA$204.7 billion in net assets (all figures at June 30, 2020 unless noted). It holds a diverse global portfolio of assets, approximately 80% of which is managed in-house, and has earned an annual total-fund net return of 9.5% since the plan's founding in 1990. Ontario Teachers' is an independent organization headquartered in Toronto. Its Asia-Pacific regional offices are in Hong Kong and Singapore, and its Europe, Middle East & Africa region office is in London. The defined-benefit plan, which is fully funded as of January 1, 2020, invests and administers the pensions of the province of Ontario's 329,000 active and retired teachers. For more information, visit otpp.com and follow us on Twitter @OtppInfo.

ABOUT OHIO NATIONAL
Since 1909, Ohio National has been committed to helping individuals, families and businesses protect what matters most. Through our network of financial professionals across 49 states (all except New York), the District of Columbia and Puerto Rico and through affiliated operations in South America, we provide insurance products that help our policyholders achieve financial security and independence. As of December 31, 2020, its affiliated companies had $41.2 billion total assets under management. Products are issued by The Ohio National Life Insurance Company and Ohio National Life Assurance Corporation. Recognized as a Leader in Gender Equity by Queen City Certified.

For more information

CONRAD HARRINGTON
Senior Director – International Media Relations CDPQ
+ 1 514 847-5493
charrington@cdpq.com

DAN MADGE
Senior Manager, External Communications Ontario Teachers'
+1 416 419 1437
Dan_Madge@otpp.com