TOKYO, Dec 11 (Reuters) - Nippon Life Insurance

said on Wednesday it plans to acquire all the shares

it does not own in Resolution Life Group Holdings for about $8.2

billion as it pursues growth in the U.S. market.

The all-cash deal represents the biggest overseas

acquisition by a Japanese insurer, according to LSEG data.

Nippon Life currently owns about 23% of Bermuda-based

Resolution Life and aims to make it a wholly owned subsidiary in

the second half of 2025.

It also said on Wednesday it agreed to acquire the remaining

20% stake it does not own in MLC Life from National Australia

Bank ( NAUBF ) for about A$500 million ($320 million) and integrate it

with Resolution Life Australia.

The deals are the latest example of heavyweight Japanese

insurance companies seeking to expand abroad given limited

growth prospects at home due to a shrinking and ageing

population.

The Resolution Life acquisition would mark Nippon Life's

second major overseas investment plan this year, following its

$3.8 billion purchase of a 20% stake in U.S. insurance firm

Corebridge Financial ( CRBG ) in May.

It has also sought to diversify its domestic business,

buying nursing care provider Nichii Holdings for $1.4 billion in

November last year, but it has lagged other Japanese insurers in

U.S. acquisitions.

Property and casualty insurer Tokio Marine Holdings ( TKOMF ) bought

speciality insurer HCC Insurance Holdings for $7.5 billion in

2015, paid $2.7 billion in 2011 for Delphi Financial and bought

Philadelphia Consolidated for $4.7 billion in 2008.

Cross-border M&A involving Japanese companies has surged

this year, driven by amended guidelines designed to encourage

takeovers of Japanese firms.

Resolution Life is a closed-book insurer that purchases

existing insurance policies from insurers in the U.S. and other

countries.

($1 = 1.5672 Australian dollars)