Monthly M&A Reviews
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August, 2019

The month saw a number of small transactions and speculation about larger ones. Penta has now been invested in GRP for 6 years so there has been the inevitable speculation that they will now be looking to realise that investment. There was also speculation about Tysers looking to do a deal with Calera backed RFIB.

GRP continues to be active with the acquisition of risk management firm Health and Safety Click and Aston Lark acquired Buckland Harvester, a Manchester-based commercial broker, extending its regional footprint. GS Group, based in Perth, acquired local broker I & D Insurance Services, based in Alyth. Ethos-owned Finch Group has acquired CFN Insurance Services, trading as Bridle Insurance, a £10m GWP commercial broker based in Witney, Oxfordshire.

PE investor Beech Tree has made an investment in Avid Insurance, a £40m GWP Lloyd’s broker and coverholder, which specialises in the Social Housing sector, Travel and associated insurance, plus Property and Contingency insurance.

Howden Insurance Group has expanded its global business with the acquisition of Columbian employee benefits specialist Restrepo Henao, based in Medellin. SSL Endeavour has strengthened its board with the appointment of Jonathan Palmer-Brown, as Non-Executive Chairman, and Hugh Crossland, as Group CFO, and confirmed that it is finalising the acquisition of Worldlink Holdings, a US aviation brokerage and MGA.

Gallagher Basset acquired the assets of Adjusting Associates, a south Wales-based chartered loss adjuster, and Arc Legal Assistance, a subsidiary of AmTrust International, acquired Legal Insurance Management Group, an ISO 9001-certified specialist in legal expenses, professional fees, home emergency and vehicle breakdown.

July, 2019

July is often a quiet period for M&A as people begin to get away from the office for summer, but the last month has seen a steady flow of announced deals. For once it was not just the ‘usual suspects’ announcing deals (with the exception of the ubiquitous GRP) and a number of acquisitions were made by less active acquirers, a reminder that prospective sellers need to consider acquirers beyond just the handful of most prominent consolidators.

Early in the month the increasingly active Seventeen Group, flush with new financing, announced the acquisition of Walker Perrson & Spargo (WPS), a chartered broker based in the South West. Liverpool-based Mason Owen Financial Services announced the acquisition of Business Insurance Services(BIS) and the aforementioned GRP acquired 3XD, a Lancashire-based broker selling home, landlord and selected other products through financial intermediaries. Also among the among the PE-backed consolidators Ethos (née Broker Network)-owned Saffron Insurance announced the acquisition of Bridge Insurance Services, an Ethos network member based in Cambridgeshire.

There were two notable broking acquisitions by overseas businesses with an existing presence in the UK. In the London market, Australian firm PSC announced an agreement to acquire Paragon for £42 million and US consolidator AssuredPartners acquired Birmingham-based broker Hettle Andrews & Associates.

There was further M&A activity in the MGA space with the most active acquirer in the sector Nexus Underwriting announcing the acquisition of Plus Risk Limited (PRL), a London-based MGA founded in 2017 and focused on liability and niche PI cover.

Outside of distribution, there was also activity among insurers. German legacy acquirer DARAG made its first forays into the UK market with two transactions, acquiring both closed reinsurer One Re and The Underwriter Insurance Company, an insurer in run-off. CVC-backed warranty insurer Domestic & General announced a refinancing and the sale of a minority stake to ADIA, Abu Dhabi’s sovereign wealth fund. This transaction follows D&G’s decision to shelve its IPO plans last month. Finally, on the last day of the month Arch Capital announced its widely trailed acquisition of Lloyd’s insurer Barbican Group from Carlson Capital.

In insurance services, claims specialist Davies acquired specialist forensic investigations business GBBand collision investigation business Banwells. In a notable US claims deal, global firm Sedgwick acquired York Risk Services, another market leading US claims business.

June, 2019

In General Insurance, June was another active month for insurance broking M&A, with four of the consolidators announcing six transactions between them. Carlyle-backed PIB Group announced its 20thdeal since 2016 with the acquisition of Cobra, which includes the Cobra Network business as well as a Lloyd’s broker, retail business and MGA. Seventeen Group acquired medical malpractice and PI specialist Graybrook Insurance, with the support of new financing partner Beechbrook Capital and Tasker Insurance Group made its second acquisition of 2019 with Hobbs Associates, a Midlands-based specialist active across sectors including Technology and Life Sciences.

The other three deals all involved Global Risk Partners subsidiaries, as the acquisitive County Groupacquired two further brokers in the North-West – Meadons and Eric Rawlins & Company – and its GRP stablemate Thomas Sagar Insurances bought commercial lines broker Thomas Cook & Sons.

In a transaction for a book of business, Glasgow-based broker Blackford Insurance added c.£3m of GWP with the Edinburgh-based customer book of TL Dallas. There was also MGA deal activity as Munich Retook control of specialist underwriting agency JRP Underwriting. Munich Re subsidiary ERGO has been the lead capacity provider to JRP for several years. 

Private equity investment in the broking sector continued with London market specialty lines brokerage BMS Group announcing that it had secured new investment from British Columbia Investment Management Corporation (BCI) and Preservation Capital Partners in a deal valuing BMS at £500m.

In capital markets news, gig-economy focused InsureTech company Zego raised $42m in a series B funding round led by Target Global, to fund further European expansion and Broker Network parent Bravo Group reported it had agreed a new £80m loan facility to support further acquisitions, taking its total available loan facilities to over £200m.

Lastly, there were press reports that CVC Capital Partners has shelved immediate plans for a sale or flotation of warranty insurer Domestic & General, which had been widely expected to IPO or be sold to another private equity fund later this year.

 

May, 2019

The last day of the month saw two headline-grabbing insurance transactions, with German insurer Allianz simultaneously announcing the acquisition of Legal & General’s general insurance business for £242m and that it intends to acquire the 51% stake it does not already own in LV General Insurance Group. Taken together, these transactions will make Allianz the second largest general insurer in the UK with 12 million customers.

In broking, Global Risk Partners-owned hub broker Higos made its fifth and largest acquisition since 2017 by acquiring The Insurance Group (TIG), a specialist broker based in Plymouth focusing on residential and commercial property. Leicester based Chartered broker Erskine Murray announced its third deal in 18 months in acquiring Houghton Insurance Bureau in Bedfordshire and high street broker A-Plan confirmed it had bought books of business from Westward Counties Insurance Services and Acer Risk Services, based in Exeter and Glastonbury, respectively.

Private equity firm Dunedin backed the MBO of niche broker Acquis, focused on the finance and leasing industry. Dunedin separately owns Kingsbridge, a broker focused on insurance for contractors. Bowmark-backed Aston Lark announced its widely expected sale to a new private equity backer, Goldman Sachs Merchant Banking.

Rural & Commercial Holdings (RCH Group), part of the Primary Group, announced that it had acquired Precision Partnership, an MGA incubator whose portfolio includes PI underwriter Precision Underwriting and MS Amlin announced that it had acquired a strategic stake in Envelop Risk, a specialist reinsurance MGA.

Two notable minority deals were announced during May, with Madison Dearborn Partners and HPS Investment Partners acquiring additional shares in the Ardonagh Group for £92m and Korean insurer Samsung Fire & Marine making a minority investment in Lloyd’s insurer Canopius.

May also saw the failure of an unrated insurer, as Gibraltarian carrier LAMP Insurance entered liquidation.

April, 2019

The major announcements arrived at the end of what had otherwise been a quiet month, with two well known participants returning to the market with significant new vehicles. Stephen Catlin, together with Paul Brand, Onex Corporation, PSP Investments and a consortium of co-investors, announced the launch of their new international and specialty insurer and reinsurer Convex Group with capital of $1.8bn and based in Bermuda and London. Shortly afterwards Steve McGill, ex-Aon group president, announced the launch of Warburg Pincus-backed specialty risk solutions business, McGill & Partners, with an initial commitment of up to $250m, based in London and New York.

Admiral Group announced a joint venture with Oakley Capital and MAPFRE to combine its Rastreator with Asesor Seguros Online and Asesor Consumer Services (together “Acierto”), bringing together two of Spain’s most regarded digital brokers. Canopius and AmTrust Lloyd’s signed a merger agreement which will create a $2.2bn GWP organisation and make it a top 5 Lloyd’s managing agent; being subject to regulatory approval.

Nexus Underwriting acquired Credit & Business Finance Ltd (a trade credit specialist) and Capital Risks MGA Ltd (a Warranty & Indemnity MGA) after having secured additional funding of £14m from HPS Investment Partners and £2m from B.P. Marsh & Partners. Aston Lark acquired Jobson James Insurance Brokers, with four offices in the Midlands, and its specialist employee benefit practice Jobson James Consulting.

Other transactions were concluded by Ceta Insurance which acquired Love Your Hut from Precision Underwriting (UK), MGA incubator Vibe MGA management was acquired by US-based Pro Global Insurance Solutions from Vibe Group which is backed by Quantum Strategic Partners and Pine Brook Partners. J M Glendenning acquired Ridley Macmillan Insurance brokers, which is based in Scarborough, and Woodgate and Clark owner Van Ameyde acquired marine surveyor and consultancy McAusland Turner.

Elsewhere Aquiline Capital Partners recommitted to backing ERS, believing that it represents a growth opportunity with efforts focused on building book value and increasing earnings and returns.

March, 2019

Perhaps reflecting the political uncertainty of what had long been anticipated to be a key month for the UK, Insurance M&A activity in March was more muted than in previous months, but a number of notable transactions did take place.

Early in the month private-equity backed Lloyd’s broker Tasker Insurance Group acquired Castle Insurance Consultants, a specialist broker based in Lincolnshire that will become part of Tasker’s retail arm, Tasker Insurance Brokers. Chartered broker Adler Insurance Group announced its fourth acquisition in three years in acquiring the general insurance assets of Midlands-based financial services group Corrigans, Shropshire-based commercial broker John Henshall acquired Bayliss & Cooke in Staffordshire and Brunel Insurance Brokers acquired Glentworth Insurance Services, a £10 million GWP broker with offices in the South West.

In personal lines SPB UK, the UK arm of European affinity specialist SPB Group, acquired Loyal Insurance and Square Pound, the online providers of mobile phone and gadget cover behind the Insurance2Go and Better Busy Insurance brands, Arch Insurance International invested in tech-driven MGA Archipelago Risk Services and Aston Lark announced the acquisition of Dorset-based household specialist Highworth Insurance.

In Claims Management, Sedgwick acquired Adams Media Loss Adjusting, a specialist in media and entertainment services.

 

Lastly, Jardine Lloyd Thompson announced that it had sold its global aerospace business division, including the assets of Hayward Aviation, to Arthur J Gallagher. The transaction was effected as a remedy arising from JLT’s need to address European Commission concerns around business overlap arising from its ongoing acquisition by Marsh, which is expected to close shortly. In a month that saw a flurry of press around Aon’s possible interest in a mega-merger with Willis Towers Watson – before quickly being quashed by Aon – the sale demonstrates that synergistic combinations between the largest companies will often attract competition issues.

February, 2019

February saw a continued flow of announced transactions in the General Insurance segment, mainly on the distribution side and with two of the most prolific consolidators announcing new acquisitions.

Early in the month Peter Cullum-backed consolidator Global Risk Partners (GRP) announced that it was acquiring Trimulgherry Investments (TIL), a collection of six brokers and three MGAs also majority-owned by Peter Cullum. The acquired businesses, with around £45m of GWP, will be integrated into the MGA and broking divisions of GRP. A fortnight later GRP announced the acquisition of Shearwater Insurance Services, an equine insurance specialist based in Hertfordshire, bringing the group’s total deal count since its formation in 2013 to 48.

Elsewhere, PIB announced it had acquired Optis Insurance, an Irish MGA focused on the SME sector that gives the group its first business outside the UK and comes just a month after Aston Lark announced its first acquisition in Ireland. Staying in Ireland, German insurer ARAG Group announced it was acquiring the Irish operations of DAS Legal Expenses, which currently operates as a branch of DAS’s UK business.

In Scotland, Greenwood Moreland acquired fellow Broker Network member Campbell Smith in a transaction that will take the former to £10m of annual GWP.

In the London market, Canopius has reportedly agreed commercial terms to acquire AmTrust at Lloyd’sfrom its US parent AmTrust Financial Services establishing itself as one of the biggest players in the Lloyd’s market with a combined stamp capacity of c. £1.5bn and Dallas-headquartered U.S. Risk Insurance Group (US Risk) announced that it will be acquired by USI Insurance Services (USI). US Risk owns UK businesses MGB Insurance Brokers, Oxford Insurance Brokers and James Hampden International.

Finally, private equity firm Preservation Capital Partners announced it had made a strategic acquisition in Cove Programs, a US-construction focused MGA. This is Preservation’s second MGA deal, following its acquisition of Ascent Underwriting last year.

January, 2019

2019 got off to an active start with notable Insurance M&A activity across underwriting, distribution and claims.

There were two sizeable transactions announced in the UK motor sector. The Co-op agreed to sell its insurance underwriting business CIS General Insurance to create a new distribution agreement for home and motor policies with Markerstudy in a deal worth £185m and private equity firm Inflexion announced a minority investment in Granite Underwriting, via its Partnership Capital Fund.

As touched upon in our December newsletter, the standout transaction on the distribution side was the announcement that Arthur J Gallagher will acquire Stackhouse Poland, the specialist broking group that has been backed by private equity firm Synova. This transaction will only serve to further focus attention on the other private equity-owned consolidators and during the month Bowmark-backed Aston Lark confirmed that it had appointed bankers to explore further investment in the business. Aston Lark followed this by announcing its first international acquisition of Dublin-based broker Robertson Law.

Also in general distribution, Dunedin-backed Kingsbridge announced the acquisition of on-demand PI provider Dinghy, Buckinghamshire-based broker MRIB Group acquired schemes specialist Independents, Broker Network member Saffron made its third acquisition in a year by acquiring Broker Network stablemate Farmer Insurance Brokers and GRP-backed County Group made its fourth acquisition in six months when it acquired Swinford Insurance Consultants.

In Claims, acquisitive Davies Group announced that it had acquired TopMark Claims Management, a Glasgow-based specialist trading as TMS and focused on public sector claims. Davies Group also announced that it had secured a minority investment from Alberta Investment Management Corporation(AIMCo), the Canadian pension fund, which will sit alongside private equity backer HGGC. AIMCo is just the latest Canadian pension fund to invest in the wider UK general insurance sector, with both Hyperion and BGL also having secured investment from similar sources (CDPQ and CPPIB respectively) over the past 18 months. Across the Atlantic, another Canadian pension manager, PSP Investments, made an investment in Alliant Insurance Services, one of the US’s largest independent brokerage firms, reinforcing an increasingly common theme.

Finally, in the debt capital markets, Marsh & McLennan Companies announced the pricing for its bond issuance funding its takeover of Jardine Lloyd Thompson and Hg completed a refinancing of A-Plan, taking the proceeds returned to the Hg7 fund to just under £200m, c.1.3x its original investment in the business.