This article, originally published at 6:11 p.m. on Monday, Aug. 15, 2016, has been updated with analyst commentary and market data.
AIG, which originally planned to shed 19.9% ofUnited Guaranty, said Monday it was selling the entire business to Bermuda-based Arch Capital (ACGL) - Get Report for $3.4 billion as CEO Peter Hancock delivers on a promise to streamline operations and return $25 billion to investors.
Activists Carl Icahn and John Paulson, who both hold stakes in the company, were offered board seats earlier this year in a settlement that barred Icahn from nominating more dissident directors before Aug. 1. After the deadline passed two weeks ago, the pressure from Icahn -- who had sought to break up the company -- may have increased.
Not only was the activism likely responsible for the size of the United Guaranty sale, there will probably be "additional restructuring actions going forward," S&P Capital analyst Cathy Seifert, who has a "buy" rating on AIG and a price target of $68, wrote in a note.
"Between the time that the 19.9% was originally articulated and the deal gelled, we had a couple of changes, not the least of which was the composition of the board," she said in a phone interview.
Arch Capital will pay $2.2 billion in cash for the business, along with $250 million in perpetual preferred stock and $975 million in convertible preferred stock, according to a statement.
The price for Greensboro, N.C.-based United Guaranty, which has 1,800 customers and about $186 billion in mortgage-insurance policies in force, is attractive, with a "nice cash portion," Seifert said in the interview. "I like the fact that it's a cleaner transaction. It gets them to where they need to be a little sooner."
New York-based AIG has been subjected to heightened scrutiny from shareholders as well as the government since receiving a $182 billion bailout during the 2008 financial crisis, and Icahn had suggested that splitting the company into three parts would help it escape some of the regulation.
While the sale may be enough to appease him and Paulson, it's unlikely to be sufficient for the government to remove AIG's designation as a systemically important financial institution, which Icahn had wanted. The label, applied after the 2008 financial crisis to institutions deemed large enough to imperil the broader economy if they failed, comes with heightened oversight and strict limitations on capital investment.
Escaping those restrictions was among the reasons that General Electric (GE) - Get Report CEO Jeffrey Immelt decided last year to sell most of that company's massive lending business, and the government responded favorably to the move, lifting GE's designation earlier this summer.
Despite the United Guaranty divestiture, AIG will keep mortgage insurance policies written from 2014 through this year, according to the statement. The transaction is still subject to regulatory approvals.
"In some respects, this may have also been a little bit of a test for the receptiveness of the marketplace to AIG's assets," Seifert noted.
Keefe, Bruyette & Woods analyst Meyer Shields said that AIG holding a "near 10% ownership" of Arch Capital is a positive because there were "doubts over whether AIG's near-term share-repurchase focus" was a valid reason to sell United Guaranty, which was "profitable and legitimately diversifying."
Keefe, Bruyette maintains an "outperform" rating on AIG with a price target of $74.
AIG dropped 0.06% to $59.19 in New York trading on Tuesday, paring its year-to-date decline to 4.5%. The S&P 500 has climbed 6.8% in the same period.