Eversheds Sutherland Advises Empower on Definitive Agreement to Acquire Milliman's Retirement Administration Business

The acquisition will add significant expertise, broader capabilities and an expanded workplace solutions portfolio to Empower’s existing business.

Milliman is retaining its retirement and healthcare actuarial consulting business and expects to enter a strategic partnership with Empower following the close of the transaction.

Subject to customary regulatory approvals and closing conditions, Empower will acquire the business for a total consideration of $340 million.

The acquisition will expand Empower’s capabilities in the defined benefit marketplace and advance the company’s strategy of delivering integrated workplace benefits solutions that help employers support employees throughout their financial lives.

The transaction will add specialized defined benefit administrative expertise and capabilities to Empower’s existing retirement, wealth management, stock plan and consumer-directed healthcare offerings, creating a more comprehensive suite of workplace financial solutions for employers, plan sponsors, advisors and individual investors.

The transaction also includes more than 800 employees who will join Empower to provide a comprehensive suite of retirement and administration services to financial professionals, plan sponsors and participants.

At closing, Empower expects to acquire approximately 400 defined benefit plans representing approximately 790,000 plan participants and approximately $80 billion in assets under administration. Empower also expects to acquire more than 1,100 defined contribution plans representing approximately 750,000 participants and more than $50 billion in client assets.¹ Empower will also acquire 100 health and welfare administration clients with approximately 100,000 plan participants.

Following the close of the transaction, Milliman and Empower expect to establish a strategic relationship for actuarial services and defined benefit plan administration. Under this arrangement, Milliman and Empower would become preferred service providers in select actuarial services and defined benefit administrative opportunities generated by each firm’s respective business activities.

The transaction is expected to close in the second half of 2026, subject to customary regulatory approvals and closing conditions. Until the transaction closes, Empower and Milliman’s administration business will continue to operate as independent businesses.

Read the full press release here. 

The Eversheds Sutherland deal team was led by Partners Kevin Finnegan (Insurance) and Bert Adams (Insurance), with assistance from Partners Brenna Clark (Benefits), Gary Ho (Insurance), Pete Pappas (Intellectual Property), Josh Shapiro (Antitrust), Jeff Bialos (CFIUS), Adam Cohen (Benefits), Rachel Reid (Cybersecurity and Data Privacy), David Kaleda (ERISA) and Susan Kai (Real Estate); Senior Counsel Kriss Rizzolo (Tax) and Eric Fenichel (Finance); Senior Associates Heidi Smucker (Antitrust) and Soroosh Faegh (Cybersecurity and Data Privacy); and Associates Jeremy Bloomstone (Insurance), Joseph Szczesny (Insurance), Chancellor Shafor (Intellectual Property) and Aleeza Kanner (CFIUS).

_{1. The figures presented in the body of this release reflect Empower’s reporting methodology. Milliman utilizes a different reporting method, which may result in a different breakdown of the data.}