Holding company Howard Hughes Holdings Inc. has agreed to acquire 100% of specialty insurer and reinsurer Vantage Group Holdings Ltd. in an all-cash transaction of approximately $2.1 billion, subject to customary regulatory approvals.
Founded in 2020, Vantage has become a global insurer and reinsurer offering a diversified global property and casualty (P&C) portfolio supported by modern infrastructure and advanced analytics.
The acquisition of Vantage, expected to close in the first quarter of 2026, will solidify Howard Hughes’ transformation into a diversified holding company.
The acquisition is valued at approximately $2.1 billion, equivalent to 1.5 times estimated book value at the end of 2025, with a price-to-book ratio of approximately 1.4 times upon completion, and will be funded by $1.2 billion of cash on Howard Hughes’ balance sheet and up to $1 billion of non-interest-bearing, non-voting preferred stock issued by Howard Hughes to investment holding company Pershing Square Holdings, Ltd. (PSH).
The company explained that it will receive a series of call options that will enable it to redeem PSH preferred shares and acquire additional economic ownership of Vantage over the next seven years. Howard Hughes confirmed that it expects to redeem the PSH preferred shares in full and acquire 100% of the economic interest in Vantage within the initial seven-year term of the preferred shares. In addition, PSH has the right to cause Vantage to go public if Howard Hughes decides not to fully redeem PSH preferred shares.
Bill Ackman, Howard Hughes Executive Chairman, commented: “The acquisition of Vantage is a milestone event in Howard Hughes’ transformation into a diversified holding company. In Vantage, HHH acquires a superior diversified specialty insurance and reinsurance platform managed by an outstanding and experienced team. The combination of Vantage’s insurance expertise and Pershing Square’s investment capabilities creates the opportunity to build a large, highly profitable insurance company and an important source of long-term value creation for Howard Hughes.”
Greg Hendrick, CEO of Vantage, said: “I am pleased to begin a new chapter for Vantage with this acquisition. With Howard Hughes’ permanent capital and long-term vision, we expect to strengthen our balance sheet and expand opportunities in specialty insurance, reinsurance and partnership capital. Upon completion of the transaction, we expect to have additional resources to drive profitable growth, drive innovation and provide greater value to brokers and customers over time.”
For Vantage, it expects the new ownership to enable it to accelerate innovation, strengthen its balance sheet and “continue to deliver exceptional value to brokers and clients.”
The reinsurer explained that without planned expense synergies, its operations, service standards and customer commitments will remain unchanged. Once the deal closes, Vantage said it expects to inject additional capital and strengthen its investment strategy, allocating it to Pershing Square’s long-term strategy.
Vantage will continue to operate under the same name, brand and culture, and its employees will retain the same roles, teams and go-to-market strategies.
Vantage backers Jim Burr, co-head of Carlyle Global Financial Services, and Jitij Dwivedi, partner in Carlyle’s Financial Services team, said: “We have been honored to partner with Greg Hendrick and the entire Vantage management team over the past five years and support the launch and expansion of the business. Together, we have built a top-tier specialty insurance and reinsurance business that stands out for its culture and technology-enabled underwriting platform, delivering strong profitable growth and diversifying Vantage through innovative insurance-related strategies. business model. We think Howard Hughes will be a great home and wish Greg and the Vantage team continued success as they enter their next phase of growth.”
Vantage is also backed by Hellman & Friedman, with partner Adam Halpern-Leistner and partner Hunter Philbrick commenting: “We are extremely proud of what Greg and the team have accomplished since our joint inception in 2020. Today, Vantage is a high-quality insurance and reinsurance franchise with a great team and deep underwriting capabilities. We look forward to seeing its continued growth and success in its next chapter.”
For Howard Hughes, acquiring Vantage adds a higher-returning, faster-growing insurance business, ultimately accelerating the company’s overall growth while adding and diversifying long-term sources of value.
Vantage’s holding company ownership also provides long-term capital support, which will significantly enhance Vantage’s credit profile and underwriting flexibility, the company said. “An emphasis on underwriting profitability – driven by disciplined risk selection, pricing and portfolio optimization rather than growth – will enhance Vantage’s ability to effectively navigate the insurance cycle and optimize asset allocation over time,” said Howard Hughes.
In addition, Pershing Square has confirmed that it will manage Vantage’s assets at no additional cost, thereby enhancing investment returns and further aligning policyholders and shareholders. “As the investment manager of Vantage’s assets, Pershing Square will not pay any additional investment management or advisory fees. Over time, Vantage’s portfolio will be invested directly in a portfolio of cash, short-term Treasury securities and common equities subject to rating agency and regulatory considerations,” the holding company explained.
Ryan Israel, chief investment officer of Howard Hughes Holdings, added: “If we achieve our goals of operating a profitable insurance business and managing Vantage’s assets to generate attractive long-term returns, we believe Vantage will generate high returns on equity for decades to come.
“We have crafted this transaction agreement to enable Howard Hughes to acquire 100% legal ownership of Vantage today and increase its economic ownership to 100% over time in what we expect will be a highly accretive manner.”
