Delphi Financial Group’s Acquisition by Tokio Marine Holdings

On December 21, 2011, Tokio Marine Holdings, Inc. (“TMHD”) and Delphi Financial Group, Inc. (“Delphi”) announced that they have entered into a definitive agreement under which TMHD will acquire all outstanding shares of Delphi for approximately US$2.7 billion, through TMHD’s wholly owned subsidiary, Tokio Marine & Nichido Fire Insurance Co., Ltd. Cravath represented the Special Committee of Delphi in connection with this transaction, which is expected to close in the second quarter of 2012. Delphi is a leading financial services holding company comprised of specialty life and property & casualty insurance and insurance-related businesses.

The Cravath team included partner Andrew R. Thompson and associates Michael E. Mariani and Michael S. Darby on corporate matters; partner Lauren Angelilli and associate Mark E. Dundon on tax matters; partner Eric W. Hilfers, practice area attorney Michael Krasnovsky and associate Kevin E. Manz on executive compensation and benefits matters; and partner Matthew Morreale on environmental matters.