Corebridge Financial and Equitable Holdings Announce Transformational Merger

Key Points of the Merger Announcement

• Corebridge Financial, Inc. and Equitable Holdings, Inc. have entered into a definitive all-stock merger agreement valuing the combined entity at approximately \$22 billion based on closing stock prices as of March 25, 2026.
• The combined company will serve over 12 million customers and manage more than \$1.5 trillion in assets across retirement, life, wealth, and asset management segments.
• The merger brings together Corebridge, Equitable, and AllianceBernstein, creating a diversified financial services company with enhanced scale and distribution capabilities.
• Immediate accretion to earnings per share and cash generation anticipated, with over 10% accretion by the end of 2028, driven by more than \$500 million in expected synergies.
• The combined company is expected to deliver over \$5 billion in operating earnings and generate over \$4 billion in cash annually, supporting strategic investments and shareholder returns.
• Robust balance sheet projected, with over \$30 billion in shareholders’ equity (excluding AOCI) and a pro-forma leverage ratio of 26%.
• Leadership: Marc Costantini (Corebridge) will serve as President and CEO; Robin Raju (Equitable) will serve as CFO; Mark Pearson (Equitable) will serve as Executive Chair; Alan Colberg (Corebridge) will serve as Lead Independent Director.
• The combined company will operate under the Equitable name and ticker symbol “EQH” and be headquartered in Houston, Texas.
• Merger is subject to shareholder and regulatory approvals, with closing expected by year-end 2026.
• Corebridge shareholders will own approximately 51% and Equitable shareholders approximately 49% of the new company.
• Joint proxy statement/prospectus to be filed with the SEC; shareholders will receive details for voting in special meetings.

Potentially Price Sensitive Information for Shareholders

• Immediate accretion to earnings per share and cash generation: This financial uplift is expected to be realized upon closing and increase to over 10% by the end of 2028, which could positively influence share price.
• More than \$500 million in run-rate expense synergies anticipated by 2028: Cost savings will come from consolidation of functions, IT systems, and vendor partners, increasing profitability.
• Expected shift of over \$100 billion of Corebridge’s assets to AllianceBernstein: This enhances asset management scale and competitive positioning, potentially boosting future earnings.
• Estimated adjusted return on equity (ROE) of more than 15% by end of 2027: Indicates strong profitability potential for the merged entity.
• Strong balance sheet metrics: High RBC ratios for both companies, significant shareholder equity, and leverage ratio suggest financial resilience and flexibility.
• Expanded origination capabilities and diversified income mix: The new company will have a balanced mix of fees, spreads, and underwriting margin, which may lead to more stable earnings across market cycles.
• Board composition and governance: 14-member board split evenly between Corebridge and Equitable; high-level leadership continuity provides stability and strategic direction.
• Special shareholder meetings and deferred annual meetings: Shareholders should expect to vote on the merger; timing and details will be provided, and annual meetings will be rescheduled.
• Forward-looking statements and risks: The press release includes cautionary notes about uncertainties, regulatory approvals, integration risks, economic conditions, and other factors that could materially impact outcomes.

Detailed Analysis for Investors

The merger between Corebridge Financial and Equitable Holdings is a significant event in the U.S. financial services industry, creating one of the largest retirement, life, wealth, and asset management platforms. The combined company will have formidable scale, serving over 12 million customers with \$1.5 trillion in assets under management and administration. This scale will enable enhanced distribution capabilities, increased cross-selling opportunities, and expanded offerings across individual and group retirement, wealth management, life insurance, and institutional markets.

The merger unites two customer-centric organizations, focused on disciplined risk management, operational rigor, and accelerating digitization and technology transformation. Increased resources and access to advanced technological infrastructure are expected to support growth and modernization initiatives, improving customer experience and operational efficiency.

Financially, the merged entity is expected to deliver over \$5 billion in operating earnings and generate over \$4 billion in free cash flow annually, based on 2027E consensus estimates and synergy forecasts. The diversified sources of income, balanced mix between fees, spreads, and underwriting margin, and robust balance sheet metrics (high RBC ratios, significant holding company cash, and over \$30 billion in shareholder equity) point to increased financial flexibility and resilience.

Notably, the transaction is immediately accretive to earnings per share and cash generation, with substantial accretion by the end of 2028. The combined company expects to achieve more than \$500 million in run-rate expense synergies by 2028, mainly through the consolidation of functions, IT systems, and vendor partners. Additionally, shifting over \$100 billion of Corebridge’s assets to AllianceBernstein will further enhance competitive positioning and scale.

Leadership and governance will be balanced, with key executives from both companies assuming critical roles. The new company will operate under the Equitable brand and ticker symbol “EQH,” headquartered in Houston, Texas. Board composition will be evenly split, providing continuity and integration of expertise.

The merger is subject to customary closing conditions, including regulatory and shareholder approvals, with closing targeted for year-end 2026. Both companies will defer their 2026 annual shareholder meetings to accommodate special merger-related meetings.

Advisors involved in the transaction include Morgan Stanley and Goldman Sachs as financial advisors, Skadden and Paul Weiss as legal advisors, and communications consultants Joele Frank and Kekst CNC, with Oliver Wyman and Deloitte advising on integration and synergy realization.

For shareholders, this merger presents a potentially transformative opportunity, with immediate and long-term financial benefits, increased scale, enhanced competitive positioning, and robust governance. However, risks remain related to regulatory approval, integration complexity, economic conditions, and other uncertainties highlighted in the forward-looking statements.

Next Steps for Shareholders

• Watch for the joint proxy statement/prospectus with detailed information on the merger and voting procedures.
• Prepare for special shareholder meetings to vote on the transaction; annual meetings will be deferred.
• Monitor for regulatory updates and potential impacts on share price from market reactions and analyst coverage.
• Review the risk factors outlined in SEC filings and proxy documents for comprehensive understanding.

Contacts

• Corebridge Financial: Media: Paul Miles ([email protected]), Investor Relations: Işıl Müderrisoğlu ([email protected])
• Equitable Holdings: Media: Gina Tyler ([email protected]), Investor Relations: Erik Bass ([email protected])

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