Brookfield Wealth Solutions Announces Just Shareholder Approval of Acquisition

Rhea-AI Summary

Brookfield Wealth Solutions (NYSE:BNT) announced that Just Group plc shareholders have approved its proposed acquisition during Court Meeting and General Meetings held on September 19, 2025. The transaction, expected to close in H1 2026 subject to regulatory approvals, will integrate Just into BWS's group of insurers.

This strategic acquisition will strengthen BWS's presence in the U.K. market and enhance its ability to provide retirement income solutions for U.K. pensioners. Upon completion, the combined entity will manage approximately $180 billion in assets, significantly expanding BWS's established North American operations and reinforcing its commitment to investing in critical U.K. economic sectors.

Positive

• Acquisition will expand total assets under management to $180 billion
• Strengthens BWS's market presence in the U.K. retirement solutions sector
• Received strong shareholder approval, indicating confidence in the deal
• Strategic expansion of North American operations into U.K. market

Negative

• Extended closing timeline (H1 2026) subject to regulatory uncertainties
• Significant regulatory approvals still pending

BROOKFIELD, NEWS, Sept. 19, 2025 (GLOBE NEWSWIRE) -- Just Group plc (“Just”) shareholders voted in favor of Brookfield Wealth Solutions’ (“BWS”) acquisition of the company at the Court Meeting and General Meetings held on September 19, 2025.

Sachin Shah, CEO of Brookfield Wealth Solutions, said: “We are pleased to receive the endorsement from Just shareholders. This milestone demonstrates overwhelming shareholder support for our ambitions to build on Just’s commitment to provide financial security to its policyholders and further invest in long-dated assets in sectors critical to the U.K. economy. Combined with our established North American operations, the acquisition will accelerate the growth of our organization on both sides of the Atlantic."

The acquisition of Just creates an opportunity for BWS to further its investment in the U.K. market and provide safe and secure retirement income solutions for U.K. pensioners. The transaction is expected to close in the first half of 2026 and is subject to customary closing conditions including regulatory approvals. Upon closing, Just will join the BWS group of insurers, growing the group’s assets to approximately $180 billion.

About Brookfield Wealth Solutions

Brookfield Wealth Solutions Ltd. (NYSE, TSX: BNT) is an investment-led insurance organization focused on securing the financial futures of individuals and institutions through a range of retirement services, wealth protection products and tailored capital solutions. Each class A exchangeable limited voting share of Brookfield Wealth Solutions is exchangeable on a one-for-one basis with a class A limited voting share of Brookfield Corporation (NYSE, TSX: BN). For more information, please visit our website at bnt.brookfield.com or contact:

Media: Marie Fuller Tel: +44 207 408 8375 Email: marie.fuller@brookfield.com	Investor Relations: Rachel Schneider Tel: +1 416 369 3358 Email: rachel.schneider@brookfield.com

Notice to Readers

This news release and any related oral statements made by our representatives may contain “forward-looking information” within the meaning of Canadian provincial securities laws, “forward-looking statements” within the meaning of Canadian provincial securities laws, “forward-looking statements” within the meaning of the U.S. Securities Act of 1933, the U.S. Securities Exchange Act of 1934, and “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995 and in any applicable Canadian securities regulations (collectively, “forward-looking statements”). Forward-looking statements include statements that are predictive in nature, depend upon or refer to future results, events or conditions, and include, but are not limited to, statements which reflect management’s current estimates, assumptions and expectations regarding the operations, business, financial condition, expected financial results, performance, prospects, opportunities, priorities, targets, goals, ongoing objectives, strategies, capital management and outlook of Brookfield Wealth Solutions and its subsidiaries, as well as the outlook for international economies for the current fiscal year and subsequent periods. In some cases, forward-looking statements can be identified by the use of forward-looking terminology such as “believes,” “thinks,” “expects,” “potential,” “anticipates,” “plans,” “believes,” “estimates,” “seeks,” “intends,” “targets,” “projects,” “foresees,” “forecasts,” or negative versions thereof and other similar expressions, or future or conditional verbs such as “may,” “will,” “should,” “would” and “could.” In particular, the forward-looking statements contained in this news release include statements regarding our pending acquisition of Just, the timing thereof and opportunities relating thereto.

Although we believe that our anticipated future results, performance or achievements expressed or implied by the forward-looking statements and information are based upon reasonable estimates, assumptions and expectations, the reader should not place undue reliance on forward-looking statements and information because they involve known and unknown risks, uncertainties and other factors, many of which are beyond our control, which may cause the actual results, performance or achievements of Brookfield Wealth Solutions or its subsidiaries to differ materially from anticipated future results, performance or achievement expressed or implied by such forward-looking statements and information.

Factors that could cause actual results to differ materially from those contemplated or implied by forward-looking statements include, but are not limited to: (i) investment returns that are lower than target; (ii) the impact or unanticipated impact of general economic, political and market factors in the countries in which we do business; (iii) the behavior of financial markets, including fluctuations in interest and foreign exchange rates and heightened inflationary pressures; (iv) global equity and capital markets and the availability of equity and debt financing and refinancing within these markets; (v) strategic actions including acquisitions and dispositions; the ability to complete and effectively integrate acquisitions into existing operations and the ability to attain expected benefits; (vi) changes in accounting policies and methods used to report financial condition (including uncertainties associated with critical accounting assumptions and estimates); (vii) the ability to appropriately manage human capital; (viii) the effect of applying future accounting changes; (ix) business competition; (x) operational and reputational risks; (xi) technological change; (xii) changes in government regulation and legislation within the countries in which we operate; (xiii) governmental investigations and sanctions; (xiv) litigation; (xv) changes in tax laws; (xvi) ability to collect amounts owed; (xvii) catastrophic events, including but not limited to, earthquakes, hurricanes, epidemics and pandemics; (xviii) the possible impact of international conflicts and other developments including terrorist acts and cyberterrorism; (xix) the introduction, withdrawal, success and timing of business initiatives and strategies; (xx) the failure of effective disclosure controls and procedures and internal controls over financial reporting and other risks; (xxi) health, safety and environmental risks; (xxii) the maintenance of adequate insurance coverage; (xxiii) the existence of information barriers between certain businesses within our asset management operations; (xxiv) risks specific to our business segments; and (xxv) factors detailed from time to time in our documents filed with the securities regulators in Canada and the United States.

We caution that the foregoing list of important factors that may affect future results is not exhaustive and other factors could also adversely affect its results. Readers are urged to consider the foregoing risks, as well as other uncertainties, factors and assumptions carefully in evaluating the forward-looking information and are cautioned not to place undue reliance on such forward-looking information. Except as required by law, Brookfield Wealth Solutions undertakes no obligation to publicly update or revise any forward-looking statements or information, whether written or oral, whether as a result of new information, future events or otherwise.

Past performance is not indicative nor a guarantee of future results. There can be no assurance that comparable results will be achieved in the future, that future investments will be similar to the historic investments discussed herein, that targeted returns, growth objectives, diversification or asset allocations will be met or that an investment strategy or investment objectives will be achieved (because of economic conditions, the availability of investment opportunities or otherwise).

FAQ

When will Brookfield Wealth Solutions (BNT) complete the acquisition of Just Group?

The acquisition is expected to close in the first half of 2026, subject to regulatory approvals and customary closing conditions.

How large will Brookfield Wealth Solutions' asset base be after acquiring Just Group?

Following the acquisition, BWS's group of insurers will manage approximately $180 billion in assets.

What was the outcome of Just Group's shareholder vote for the Brookfield acquisition?

Just Group shareholders voted in favor of the acquisition at both the Court Meeting and General Meetings held on September 19, 2025, showing overwhelming support for the transaction.

What are the strategic benefits of Brookfield Wealth Solutions' acquisition of Just Group?

The acquisition will strengthen BWS's presence in the U.K. market, enhance retirement income solutions for U.K. pensioners, and expand investments in critical U.K. economic sectors while complementing their North American operations.

What regulatory approvals are needed for the Brookfield-Just Group acquisition?

The transaction requires customary regulatory approvals before closing, though specific regulatory requirements were not detailed in the announcement.