Vantage Group Holdings to be acquired by Howard Hughes Holdings

Vantage's Diversified Specialty Insurance Platform Delivers Lower Risk and Superior Return Potential

HHH to Host a Conference Call and Presentation on Thursday, December 18 at 8:30 a.m. ET, With an X Spaces Session to Follow

HAMILTON, Bermuda, Dec. 18, 2025 /PRNewswire/ -- Vantage Group Holdings Ltd. ("Vantage"), a privately held leading specialty insurance and reinsurance company backed by Carlyle and Hellman & Friedman today announced that it has entered into a definitive agreement for Howard Hughes Holdings Inc. (NYSE: HHH) ("Howard Hughes," "HHH," or the "Company") to acquire 100% of Vantage for $2.1 billion in cash or approximately 1.5x year-end 2025 book value. The transaction is expected to close in the second quarter of 2026, subject to customary regulatory approvals. Upon closing, Vantage will anchor Howard Hughes' transformation into a diversified holding company.

Founded in 2020, Vantage has scaled into a next-generation leading specialty insurer and reinsurer, offering a diversified portfolio of global P&C products supported by modern infrastructure and advanced analytics.

"I'm excited about starting Vantage's next chapter through this acquisition," said Greg Hendrick, Chief Executive Officer of Vantage. "With Howard Hughes' permanent capital and long-term vision, we expect to strengthen our balance sheet and expand opportunities in specialty insurance, reinsurance, and partnership capital. After closing, we anticipate enhanced resources to fuel profitable growth, drive innovation, and deliver even greater value to brokers and clients over time. None of this would be possible without the amazing passion and energy of 360 colleagues, the unwavering support of Carlyle and Hellman & Friedman, and the incredible support of our brokers and clients."

Strategic Benefits of the Transaction:

• Vantage will continue to operate with the same name, brand, and culture, with our colleagues retaining the same roles, teams, and go-to-market strategy.
  
  
• HHH's holding-company ownership of Vantage provides long-term capital support which materially strengthens Vantage's credit profile and underwriting flexibility. An emphasis on underwriting profitability—driven by disciplined risk selection, pricing, and portfolio optimization rather than growth—will allow Vantage to effectively navigate the insurance cycle and optimize asset allocation over time.
  
  
• Pershing Square will manage Vantage's assets on a fee-free basis, enhancing investment returns and furthering alignment with policyholders and shareholders. Over time, Vantage's investment portfolio will be directly invested in cash, short-term Treasurys, high-quality fixed-maturity securities, and a portfolio of common stocks subject to rating agency and regulatory considerations.

Jim Burr, Co-Head of Global Financial Services at Carlyle, and Jitij Dwivedi, Partner in the Financial Services team at Carlyle, said: "We are proud to have partnered with Greg Hendrick and the entire Vantage management team over the past five years and support the launch and build-out of the business. Together, we have built a top tier specialty insurance and re-insurance business, differentiated by its culture and tech-enabled underwriting platform, delivered strong earnings growth and diversified Vantage's business model through innovative insurance-linked strategies. We think Howard Hughes will be a great home and wish Greg and the Vantage team continued success as it enters its next phase of growth."

"We are so proud of what Greg and the team have built since we launched together in 2020. Today, Vantage is a high-quality insurance and reinsurance franchise with an excellent team and deep underwriting capabilities. We look forward to watching its continued growth and success in its next chapter," said Adam Halpern-Leistner, Partner at Hellman & Friedman, and Hunter Philbrick, Partner at Hellman & Friedman.

Conference Call and X Spaces Session Information
HHH Executive Chairman Bill Ackman, CIO Ryan Israel, and CEO David O'Reilly will discuss the Vantage acquisition on a conference call tomorrow morning, Thursday, December 18, at 8:30 a.m. ET. The call will be followed by an X Spaces Session, with a town hall format open to the public providing the opportunity for participants to ask questions and engage in dialogue with HHH's executive leadership.

To listen to the conference call and view the accompanying presentation via a live webcast, please visit the Howard Hughes website. Listeners who wish to participate in the question-and-answer session may do so via telephone by pre-registering on HHH's event registration webpage.

The X Spaces session will be available at https://x.com/BillAckman

Advisors
J.P. Morgan Securities LLC is acting as exclusive financial advisor to Vantage. Debevoise & Plimpton LLP is acting as legal counsel. Jefferies LLC is acting as financial advisor to Howard Hughes Holdings, and Latham & Watkins are acting as legal counsel. Oliver Wyman is acting as the Company's actuarial advisor.

About Vantage Group Holdings
Vantage Group Holdings Ltd. (Vantage) was established in late 2020 as a re/insurance partner designed for the future. Driven by relentless curiosity, the Vantage team of trusted experts provides a fresh perspective on clients' risks and adds creativity to tech-enabled efficiency and robust analytics to address risks others avoid. Vantage operating subsidiaries Vantage Risk Ltd., Vantage Risk Assurance Company and Vantage Risk Specialty Insurance Company are rated "A-" (Stable) by AM Best and "A-" (Stable) by S&P Global Ratings. Founded with support from Carlyle and Hellman & Friedman, global investment firms with deep experience in the re/insurance industry, Vantage has grown into a leading provider of specialty insurance, reinsurance, and partnership capital solutions. Additional information about Vantage can be found at www.vantagerisk.com.

About Howard Hughes Holdings
Howard Hughes Holdings Inc. (HHH) is a holding company focused on growing long-term shareholder value. Through its real estate platform, Howard Hughes Communities, HHH owns, manages, and develops commercial, residential, and mixed-use real estate throughout the U.S. Its award-winning assets include the country's preeminent portfolio of master planned communities, as well as operating properties and development opportunities including The Woodlands®, Bridgeland® and The Woodlands Hills® in the Greater Houston, Texas area; Summerlin® in Las Vegas; Teravalis™ in the Greater Phoenix, Arizona area; Ward Village® in Honolulu, Hawaiʻi; and Merriweather District in Columbia, Maryland. Howard Hughes Holdings Inc. is traded on the New York Stock Exchange as HHH. For additional information visit www.howardhughes.com.

About Carlyle
Carlyle (NASDAQ: CG) is a global investment firm with deep industry expertise that deploys private capital across its business and operates through three segments: Global Private Equity, Global Credit, and Carlyle AlpInvest. With $474 billion of assets under management as of September 30, 2025, Carlyle's purpose is to invest wisely and create value on behalf of its investors, portfolio companies, and the communities in which we live and invest. Carlyle employs more than 2,400 people in 27 offices across four continents. Further information is available at carlyle.com. Follow Carlyle on LinkedIn at The Carlyle Group and on X at @OneCarlyle.

About Hellman & Friedman 
Hellman & Friedman is a preeminent global private equity firm with a distinctive investment approach focused on a limited number of large-scale equity investments in high-quality growth businesses. H&F seeks to partner with world-class management teams where its deep sector expertise, long-term orientation, and collaborative partnership approach enable companies to flourish. H&F targets outstanding businesses in select sectors, including technology, financial services, healthcare, consumer services & retail, and information, content & business services. Since its founding in 1984, H&F has invested in over 100 companies and has over $120 billion in assets under management as of September 30, 2025. Learn more about H&F's defining investment philosophy and approach to sustainable outcomes at www.hf.com.

Safe Harbor Statement
Statements made in this press release that are not historical facts, including statements accompanied by words such as "will," "believe," "expect," "enables," "realize," "plan," "intend," "assume," "transform" and other words of similar expression, are forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements are based on management's expectations, estimates, assumptions, and projections as of the date of this release and are not guarantees of future performance. Actual results may differ materially from those expressed or implied in these statements. Factors that could cause actual results to differ materially are set forth as risk factors in Howard Hughes Holdings Inc.'s filings with the Securities and Exchange Commission, including its Quarterly and Annual Reports. Howard Hughes Holdings Inc. cautions you not to place undue reliance on the forward-looking statements contained in this release. Howard Hughes Holdings Inc. does not undertake any obligation to publicly update or revise any forward-looking statements to reflect future events, information or circumstances that arise after the date of this release.

Media Relations:
John Flannery
Vantage Risk
[email protected]
203-918-7151

SOURCE Vantage