“Stephen provides outstanding support and it is evident he genuinely cares about his client's best interests. A highly knowledgeable and experienced attorney.”

“He is an incredible lawyer, negotiator and all-round expert in his field.”

"He's a strong and highly effective negotiator with the ability to get results using a cooperative approach."
Chambers USA


Stephen G. Rooney is co-leader of Mayer Brown’s Global Insurance Industry Group. He practices in the area of securities offerings, structured finance and mergers & acquisitions within the insurance and financial services industries. He represents issuers and underwriters in connection with domestic and international offerings of equity, debt, hybrid and insurance-linked securities. Domestic and international clients also turn to Stephen for counsel on corporate governance matters and director fiduciary duties.


Clients served by Stephen include:

Mergers and Acquisitions

  • The Hartford in its $2.1 billion acquisition of The Navigators Group, the NASDAQ-listed global specialty insurer
  • The Hartford in its $1.5 billion acquisition of the group life and disability business of Aetna
  • Aegon in the $5.4 billion sale of the Transamerica Finance commercial finance business to GE
  • Scottish Re in the $1.3 billion divestiture of a substantial portion of its US business to Hannover Re  
  • Telefonica in the $900 million tender offer for the minority shareholdings of Compania de Telecomuniciones de Chile  
  • CNO Financial Group in the acquisitions of technology-driven employee benefits administrators Web Benefits Design and Direct Path LLC
  • Nationwide in its acquisition of the managing general agency E-Risk Services LLC
  • Scottish Re in its sale of control to Cerberus and Mass Mutual Capital
  • Sun Life in its $4 billion acquisition of Clarica Life Insurance Company
  • Bristol-Myers Squibb in a $1.4 billion pension de-risking transaction with The Prudential

Insurance-Linked Securities and Other Insurance Structured Finance

  •  Served as transaction counsel in a variety of insurance-linked securities offerings and other structured financings in the insurance industry, including catastrophe bond offerings, the first securitization of life insurance regulatory reserves, the first securitization of private equity investment portfolios, the first securitization of insurance policy loans, and reinsurance sidecar formations
  • Catastrophe bond and other insurance-linked securities offerings include those sponsored by Allstate, Alphabet, American Family, Amtrak, Arch Capital, Argo, Axa XL, Citizens (Florida), China Re, Generali, Hannover Re, Kaiser Permanente, Liberty Mutual, Louisiana Citizens, Massachusetts Property Insurance Underwriting Association, Metropolitan Transit Authority, Mitsui Sumitomo, Munich Re, Nationwide, NMI, North Carolina JUA, Pacific Gas & Electric, Prologis, QBE, Sempra Energy, Sompo/Nipponkoa, SCOR, Scottish Re, State Farm, Travelers, Zenkyoren and Zurich, among others
  • Scottish Re in the $2.1 billion securitization of term life insurance regulatory reserves through Ballantyne Re plc
  • Genworth Financial in its subsidiary's $2 billion securitization of term life insurance regulatory reserves, the first-of-its-kind
  • AON in its securitization of private equity investments

Initial Public Offerings; Securities Offerings

  • Sun Life Financial Services of Canada in its $2 billion global IPO
  • Nationwide Mutual in the 144A/Regulation S offering of $1.35 billion of surplus notes
  • Scottish Re Group Ltd. in numerous public offerings of convertible debt, hybrid and equity securities
  • Nationwide Financial Services in global offering of $1 billion of senior notes guaranteed by Nationwide Mutual
  • Morgan Stanley as underwriter in the global IPO of IPC Re and follow‐on equity offering
  • FBR as underwriter in the 144A IPO of National General
  • Oberthur Card Systems (France) in its international IPO
  • Banco Nacional de Mexico, S.A. ("Banamex"), in raising more than $8 billion in numerous international capital markets transactions, including subordinated debt offerings and numerous structured financings
  • Coca‐Cola Embonor, S.A., of Chile in its IPO in the US of high‐yield debt and ADRs


Université de Fordham, JD

University of Pennsylvania, Wharton School, BS, Economics

Inscription au Barreau


  • New York


  • US Supreme Court


  • Law Clerk, Hon. Kevin Thomas Duffy, US District Judge, SDNY, (1980-1982)
  • Board of Trustees, Inner City Scholarship Fund (2005-present)
  • Trustee of the Village of Pelham Manor (1995-2003); Mayor (2003-2005)
  • ”Leading corporate insurance lawyer in New York.” – Chambers USA
  • Member of the“10 Year Circle” comprised of long-term volunteers who have provided pro bono legal services to nonprofit clients during the past 10 years. – Lawyers Alliance for New York
  • ”Leading insurance industry transaction lawyer.” – Who’s Who Legal: Insurance and Reinsurance
  • "Dealmaker of the Year" for his role as transaction counsel in the first-of-its-kind catastrophe bond offering for New York's Metropolitan Transportation Authority (MTA). – American Lawyer