Advising on Resolution Life's US$750 million Tier 2 notes issuance

 Our Bermuda team advised a syndicate of Joint Lead Managers on the issuance of USD$750 million of 6.75% Tier 2 notes due 2035 (the "Notes") by RLGH Finance Bermuda Ltd. The issuance is guaranteed by Resolution Life Group Holdings Ltd. ("Resolution Life").

 The Notes qualify as Tier 2 regulatory capital in Bermuda and have been assigned an instrument rating of Baa3 by Moody's and BB+ by Fitch. The Notes have been admitted to on the International Securities Market of the London Stock Exchange.

This Notes issuance is the second transaction of this nature by Resolution Life, following its subordinated note issuance in 2024, which was the first listed note issuance by the Resolution Life group.

Our Bermuda Finance and Insurance teams acted as Bermuda legal counsel to the Joint Lead Managers. The team was led by partners Sarah Demerling and Nathalie West based in our Bermuda office, with assistance from senior associate Samantha Walker based in our London office.

Congratulations to the Joint Lead Managers and the A&O Sherman team who acted as onshore counsel to the Joint Lead Managers. Having advised the Joint Lead Managers on the inaugural subordinated note issuance in 2024, it has been a pleasure assisting with this transaction and working with the A&O Sherman team once again.