NEW YORK and NEW ORLEANS, Jan. 16, 2026 /PRNewswire/ -- Former Attorney General of Louisiana Charles C. Foti, Jr., Esq. and the law firm of Kahn Swick & Foti, LLC ("KSF") are investigating the proposed sale of Brighthouse Financial, Inc. (NasdaqGS: BHF) to Aquarian Capital LLC. Under the terms of the proposed transaction, shareholders of Brighthouse will receive $70.00 in cash for each share of Brighthouse that they own. KSF is seeking to determine whether this consideration and the process that led to it ...

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Group 1 - The Core Income Portfolio yields over 8% and is primarily composed of closed-end funds, targeting income-focused investors [1] - Brighthouse Financial (BHF) is an investment-grade rated insurance company with preferred stock yielding around 10.5%, facing delisting fears due to its acquisition by a private equity firm [2] - Alpha Gen Capital, a financial advisor, focuses on providing safer income streams through closed-end funds and mutual funds, aiming to help investors construct portfolios effectively [2] Group 2 - The service offered by Alpha Gen Capital includes four actively managed portfolios dedicated to income investors seeking yield with lower risk compared to the equity market [2]

Group 1 - The Core Income Portfolio yields over 8% and is primarily composed of closed-end funds, targeting income generation for investors [1] - Brighthouse Financial (BHF) is an investment-grade rated insurance company with preferred stock yielding around 10.5%, facing delisting fears due to its acquisition by a private equity firm [2] - Alpha Gen Capital, a financial advisor, focuses on providing safer income streams through closed-end funds and mutual funds, aiming to help investors construct portfolios effectively [2] Group 2 - The service offered by Alpha Gen Capital includes four actively managed portfolios dedicated to income investors seeking yield without high equity market risks [2]

Core Viewpoint - Brighthouse Financial is being acquired by Aquarian Capital for $4.1 billion, marking a significant development in the insurance sector [1][6]. Group 1: Acquisition Details - Aquarian Capital announced the acquisition of Brighthouse Financial in an all-cash transaction valued at $4.1 billion, equating to $70 per share, which represents a nearly 38% premium over Brighthouse's 90-day volume-weighted average price as of November 5 [1][6]. - The acquisition is expected to close sometime in 2026, after which Brighthouse will operate as a private entity while remaining a separate company [4]. Group 2: Company Background - Brighthouse Financial was spun out from MetLife in 2017 and is recognized as one of the largest annuity and life insurance companies in the U.S. [2]. - Recent years have seen inconsistent returns and declining capital levels for Brighthouse, leading to speculation about its acquisition [2]. Group 3: Strategic Plans Post-Acquisition - Aquarian Capital intends to assist Brighthouse in pursuing strategic growth opportunities and enhancing its service to customers and distribution partners [3]. - Plans include investing in Brighthouse's platform and distribution franchise, as well as improving its investment management infrastructure [3]. Group 4: Market Reaction and Arbitrage Opportunity - Following the acquisition announcement, Brighthouse's stock traded slightly below $65 per share, indicating investor skepticism about the deal's closure, creating a merger arbitrage opportunity with a spread of approximately 7.5% [4][5]. - The acquisition is supported by committed financing from Aquarian that does not require additional debt, suggesting a high likelihood of the deal closing [7].

Core Insights - Brighthouse Financial, Inc. (BHF) achieved a 52-week high of $78.27, closing at $78.00, with a 35.1% increase over the past year, outperforming the industry and sector averages [1] - The company has a market capitalization of $3.55 billion, with an average trading volume of 0.7 million shares over the last three months [2] - BHF is trading above its 50-day and 200-day simple moving averages, indicating strong upward momentum [3] Sales and Product Development - BHF has enhanced life and annuity sales through new product launches and an expanded distribution network, with notable sales from Strong Shield Level and SecureKey annuities [6][12] - The company launched Shield Level Pay Plus, contributing to increased annuity sales alongside improved underwriting margins and net investment income, which are expected to boost life insurance sales [11][12] Financial Performance and Valuation - BHF's shares are trading at a forward price-to-book value of 0.58X, significantly lower than the industry average of 1.96X, indicating attractive valuation [7] - The Zacks Consensus Estimate projects a 34.5% year-over-year increase in earnings per share for 2025, with a 2.4% revenue increase expected for 2026 [8] - BHF's trailing 12-month return on equity stands at 20.5%, surpassing the industry average of 15.4% [9] Market Position and Growth Strategy - As one of the largest life insurance providers in the U.S., BHF is well-positioned to benefit from the growing individual insurance market, focusing on ramping up sales and expanding its distribution network [10][12] - The company is committed to maintaining a strong balance sheet and enhancing financial flexibility, with plans for opportunistic share repurchases to create shareholder value [15][16]

Upgrades - JPMorgan upgraded Outfront Media (OUT) to Overweight from Neutral with a price target of $25, up from $19, citing the out-of-home channel as the most resilient traditional advertising market with improved momentum in Q3 [2] - Guggenheim upgraded Grail (GRAL) to Buy from Neutral with a price target of $100, noting that while Galleri is not a perfect test, it remains the leading commercially available MCED test with a significant data moat [3] - Piper Sandler upgraded Floor & Decor (FND) to Overweight from Neutral with a price target of $80, up from $75, highlighting potential for comparable sales improvement by Q1 of 2026 [4] - KeyBanc upgraded Progyny (PGNY) to Overweight from Sector Weight with a price target of $30, indicating limited share downside and several positive catalysts over the next 12 months [4] - KeyBanc upgraded AT&T (T) to Overweight from Sector Weight with a price target of $30, attributing the recent share pullback to overblown wireless competition concerns [5] Downgrades - Raymond James downgraded Bath & Body Works (BBWI) to Market Perform from Outperform, stating that the company's growth will be below its long-term potential due to slow improvements in digital capabilities and distribution [6] - Wolfe Research downgraded Intellia Therapeutics (NTLA) to Peer Perform from Outperform, citing safety issues with nexiguran ziclumeran as a hindrance to the bull thesis [6] - Raymond James double downgraded Brighthouse Financial (BHF) to Market Perform from Strong Buy, referencing the announcement of its acquisition deal for $70 per share [6] - Raymond James double downgraded Centerspace (CSR) to Market Perform from Strong Buy, noting that while the portfolio is attractive for potential buyers, the recent rally has closed the valuation gap with multifamily peers [6] - Northland downgraded QuickLogic (QUIK) to Market Perform from Outperform, maintaining a price target of $5.95, after the company reported revenue in line with guidance and uncertainty regarding a $3M contract [6]

Group 1 - Brighthouse Financial, Inc. (NASDAQ:BHF) is experiencing significant stock performance, reaching an eight-year high following the announcement of its acquisition by Aquarian Capital for $4.1 billion [1][2] - The acquisition price is set at $70 per share, representing a 35% premium over the closing price of $51.80 prior to the announcement [2] - The transaction is expected to close in 2026, pending customary closing conditions [3] Group 2 - Brighthouse Financial is scheduled to release its third-quarter earnings results on November 7, but has canceled its conference call following the merger announcement [3]

Financial Performance - For the three months ended September 30, 2025, net income available to shareholders was $453 million, an increase from $150 million in the same period of 2024, while adjusted earnings rose to $970 million from $767 million[286][287]. - For the nine months ended September 30, 2025, net income available to shareholders was $219 million compared to a net loss of $360 million in 2024, with adjusted earnings increasing to $1.4 billion from $1.0 billion[286][288]. - The increase in net income for both periods was primarily driven by favorable pre-tax adjusted earnings and a net investment gain from the sale of a subsidiary, despite some unfavorable market impacts[287][288]. - Adjusted earnings for the nine months ended September 30, 2025, were $1.4 billion, an increase of $388 million compared to the same period in 2024[337]. - Adjusted earnings for the three months ended September 30, 2025, were $970 million, compared to $767 million in the same period of 2024[331]. - Total revenues for the three months ended September 30, 2025, were $1,816 million, a decrease of 10% from $2,018 million in the prior year[322]. - The total impact on income available to shareholders before provision for income tax was $400 million for the nine months ended September 30, 2025[320]. - For the nine months ended September 30, 2025, income available to shareholders before provision for income tax was $243 million, an increase of $736 million from a loss of $493 million in the same period of 2024[326]. Merger and Regulatory Matters - On November 6, 2025, Brighthouse Financial entered into a Merger Agreement with Aquarian Holdings VI L.P., with each share of common stock to be converted into $70.00 per share in cash at the effective time of the merger[290][291]. - The Merger is subject to customary closing conditions, including regulatory approvals and the absence of a Company Material Adverse Effect[293]. - The Inflation Reduction Act established a 15% corporate alternative minimum tax for corporations with average annual adjusted financial statement income exceeding $1.0 billion[298]. - The company is assessing the impact of proposed regulations related to the corporate alternative minimum tax, which may introduce uncertainties[299]. - The Company was not subject to the CAMT for the years ended December 31, 2023 and 2024, and does not expect to be subject to it for the year ended December 31, 2025[300]. - The OBBBA enacted on July 4, 2025, is not expected to have a material impact on the Company[301]. - The CCDAA requires companies with annual revenues exceeding $1.0 billion to report Scope 1 and 2 GHG emissions starting in 2026, and Scope 3 emissions starting in 2027[302]. Investment and Market Conditions - The company continues to monitor economic conditions that may affect market volatility, including inflation, interest rates, and geopolitical conflicts[296]. - The Federal Reserve's recent rate cuts may negatively impact the company's investment portfolio and profitability for variable annuities[295]. - As of September 30, 2025, unrealized losses on fixed maturity securities exceeded unrealized gains due to interest rate increases[365]. - The company is subject to significant financial risks including credit risk, interest rate risk, and market valuation risk, which could adversely affect its financial condition[366]. - The company does not expect its general account investments in current sectors to have a material adverse effect on its financial condition[371]. Segment Performance - Adjusted earnings for the Annuities segment for the nine months ended September 30, 2025, were $950 million, a decrease of $22 million from 2024[342]. - Insurance-related activities reported a loss of $499 million for the nine months ended September 30, 2025, compared to a loss of $984 million in 2024[334]. - Adjusted earnings for the Life segment were $40 million for the three months ended September 30, 2025, an increase of $65 million compared to the same period in 2024[344]. - The Run-off segment achieved adjusted earnings of $641 million for the three months ended September 30, 2025, an increase of $178 million year-over-year[350]. - Adjusted earnings for the Corporate & Other segment were a loss of $15 million for the three months ended September 30, 2025, a decrease of $17 million compared to the same period in 2024[356]. Liquidity and Capital Management - The company maintained a substantial short-term liquidity position of $5.2 billion as of both September 30, 2025, and December 31, 2024[429]. - Liquid assets totaled $50.4 billion at September 30, 2025, up from $48.1 billion at December 31, 2024[430]. - The company continuously monitors and adjusts its liquidity and capital plans in response to changing market conditions[428]. - The company aims to maintain a capital and risk management strategy targeting a combined RBC ratio of 400% to 450% under normal market conditions[435]. - The company established a stand-alone hedging program for its variable annuity and first generation Shield Annuity contracts in Q3 2025[403]. Credit and Investment Quality - The credit quality of fixed maturity securities showed that 97.1% were rated investment grade as of September 30, 2025[381]. - The company maintains no exposure to any single issuer exceeding 1% of total investments, with the top ten holdings comprising 1% of total investments as of both September 30, 2025, and December 31, 2024[383]. - The estimated fair value of embedded derivative liabilities related to Shield Annuities was $11.4 billion at September 30, 2025[425]. Tax and Regulatory Compliance - The effective tax rate for the three months ended September 30, 2025, was 18%, compared to 5% in the prior period[325]. - The effective tax rate for the nine months ended September 30, 2025, was 19%, up from 18% in the prior period[337]. - The company is subject to regulatory approval for any dividend payments by Brighthouse Life Insurance Company in 2025[473].

Core Insights - Brighthouse Financial, Inc. (BHF) reported third-quarter 2025 adjusted net income of $4.54 per share, missing the Zacks Consensus Estimate by 10.8%, but showing a year-over-year increase of 13.7% [1][9] - Total operating revenues reached $2.2 billion, a slight increase of 0.3% year over year, primarily driven by higher net investment income [2][9] - Premiums decreased by 5.5% year over year to $170 million [2] Financial Performance - Adjusted net investment income was $1.3 billion, up 2.5% year over year, mainly due to higher alternative investment income, with an adjusted investment income yield of 4.40% [2] - Total expenses were $1.2 million, reflecting a significant decrease of 32.7% year over year, while corporate expenses increased by 0.9% to $205 million [3] Segment Performance - Annuities segment recorded adjusted earnings of $304 million, down 7% year over year, despite an 8% increase in annuity sales to $2.7 billion [4] - Life insurance segment saw adjusted earnings of $40 million, a recovery from a loss of $25 million in the previous year, with sales increasing by 27% to $38 million [4] - Run-off segment's adjusted earnings rose by 38.4% year over year to $641 million, attributed to higher underwriting margins and net investment income [5] Financial Position - Cash and cash equivalents increased by 17.3% year over year to $6.6 billion [6] - Shareholders' equity reached $6.4 billion, up 15.2% year over year, with a book value per share of $151.94, reflecting a 14.3% increase [6] - Statutory combined total adjusted capital was $5.4 billion, down 5.2% year over year [6] Capital Adequacy - As of September 30, 2025, the estimated combined risk-based capital ratio was between 435% and 455% [7] - The company expects to maintain the combined RBC ratio target range of 400% to 450% under normal market conditions by the end of 2025 [8]