Funds managed by Apollo Global Management LLC (NYSE:APO) entered into a definitive agreement to acquire Aspen Insurance Holdings Limited (NYSE:AHL) from The Vanguard Group, Inc., Dimensional Fund Advisors L.P., Blackrock Inc. and others for $2.6 billion on August 27, 2018. The purchase consideration will be paid in cash at $42.75 per share. Each issued and outstanding 5.95% Fixed-to-Floating Rate Perpetual Non-Cumulative Preference Share and 5.625% Perpetual Non-Cumulative Preference Share of Aspen will remain issued and outstanding as a preference share of Apollo. Post the transaction, Aspen will be a privately held portfolio company of the Apollo Funds and Aspen’s ordinary shares will no longer be listed on the New York Stock Exchange. In case of termination, Aspen may be required to pay a termination fee of $82.9 million and Apollo a termination fee of $165.9 million under certain circumstances. Christopher O’Kane, Chief Executive Officer and Director of Aspen, will step down from his position after the completion of the transaction. Apollo anticipates that Mark Cloutier will serve as Chief Executive Officer of Aspen. The transaction is subject to regulatory approvals including approval of the Bermuda Monetary Authority, the U.K. Prudential Regulatory Authority, the U.K. Financial Conduct Authority, Lloyd’s, the North Dakota Department of Insurance, and the Texas Department of Insurance, Aspen’s shareholders, the expiration or termination of any applicable waiting period under the HSR Act and maintenance of certain financial strength ratings of certain of Aspen’s insurance subsidiaries. The agreement has been unanimously approved by the Board of Directors of Aspen. Consummation of the transaction is not subject to any financing contingencies. As of October 2, 2018, the Federal Trade Commission granted early termination notice to the transaction. A meeting of Aspen shareholders is scheduled for December 10, 2018 to approve the deal. As of December 10, 2018, shareholders of Aspen approved the deal. As of December 18, 2018, European Commission has approved the deal. As of February 8, 2019, the required regulatory approvals have been received. The deal is expected to close in first half of 2019. As of February 8, 2019, the transaction is expected to close during the first quarter of 2019. As of February 14, 2019, the transaction is expected to be completed on February 15, 2019, pending final conditions. Victor M. Lopez-Balboa of Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC acted as financial advisors and Michael Groll, Rajab Abbassi, Joseph Ferraro, Tariq Mundiya, Ted Powers and Kurt Lyn of Willkie Farr & Gallagher LLP acted as legal advisors to Aspen. Aspen paid a fee of $12 million to J.P. Morgan. Sean M. Carney, Adam Snyder, Perry Shwachman, Andrew Holland, James Phythian-Adams, Marisa Young, Sara Africano, Samantha Walker, Kyle Shires, Ryan Hicks, Leigh Rorick, Michael Vignone, Tracy Williams, Peter Edgerton, Matt Schonholz, Oliver Currall, Laurence Wilcock, Ben Rosemergy, Lauren Gallagher, Susan Fanning, Peter McCorkell, James Weiss and Hille Sheppard of Sidley Austin LLP acted as legal advisors to Apollo. Rafal Walkiewicz and Stephen Cox of Willis Towers Watson acted as information agent to Apollo. Libero Ventures acted as insurance advisor to Apollo. Citi Group acted as financial advisor to Apollo Global Management. Innisfree M&A Incorporated acted as information agent for Aspen and will receive a fee of approximately $0.02 million for the services provided. Goldman Sachs will receive a fee of approximately $22 million for the service provided in connection with the deal. Melissa Sawye, Stephen M. Kotran, Yelena V. Nam and Patrick V. Salvo of Sullivan & Cromwell LLP acted as the legal advisors to Goldman Sachs & Co. LLC and J.P. Morgan Securities LLC in the transaction. Libero Ventures acted as financial advisor to the Apollo Global Management, LLC (NYSE:APO). Apollo Global Management, LLC (NYSE:APO) completed the acquisition of Aspen Insurance Holdings Limited (NYSE:AHL) from The Vanguard Group, Inc., Dimensional Fund Advisors L.P., Blackrock Inc. and others on February 15, 2019. Glyn Jones has stepped down from his position as Chairman of Aspen’s Board and Chris O’Kane has stepped down as Group Chief Executive Officer and as a Director with immediate effect. Mark Cloutier has been appointed as Executive Chairman of Aspen’s Board and Group Chief Executive Officer with immediate effect. Albert Beer, Matthew Botein, Gary Gregg, Heidi Hutter, Karl Mayr, Bret Pearlman and Ron Pressman have also ceased to be directors on the Aspen Board with immediate effect. John Cavoores and Gordon Ireland will remain as Directors on the Aspen Board and will be joined by Josh Black, Alex Humphreys, Gernot Lohr, Gary Parr and Michael Saffer, each of whom have been appointed to the Aspen Board with immediate effect.