This was a very active month with XL confirming takeover talks with Catlin at a potential value of £2.5bn. Catlin also sold its stake in Box Innovation Group toAioi Nissay Dowa for £85m which will result in Aioi owning 75.01% of the company. Towergate’s position has developed with its bankers inviting bondholders to take control of the group and conducting talks with other potential acquirers.
Private equity has been active with A-Plan being sold by its private equity backerEquistone to fellow private equity investor Hg Capital and Stackhouse Polandcompleted an MBO backed by private equity house Synova Capital. The transaction values were not disclosed in the announcements of the deals.
Jelf strengthened its position in the north with the acquisition of Beaumont Insurance Group for up to £18.4m (£8.3m dependent on performance). Bluefinwas also active in the north acquiring Marchant McKechnie, a broker based in East Yorkshire specialising in the care sector. It represented Bluefin's 5th acquisition of the year.
In London JLT acquired specialist broker Hayward Aviation from Towergatefor £27m and Integro, the New York based international insurance broker, acquired Howard Global, the London Market bloodstock broker for an undisclosed sum. Gallagher’s attention has been on Australia where it completed two broker acquisitions.
Esure acquired the other 50% of Gocompare for £95m.
There have been significant developments in the general insurance sector this month; the announcement that Hyperion are in exclusive merger talks with R K Harrison started the month and then mid-month came the appointment of Evercore and Rothschild as advisers to Towergate as a result of being approached by potential buyers. Likely candidates have been suggested as Marsh and Aon, with the possibility that Peter Cullum and Andy Homer might lead a buyback of parts of the group. Howden, the subsidiary of Hyperion, has been active with the acquisitions of Powell Bateson, a commercial broker in Liverpool, and San Paulo-based Harmonia, a full service commercial lines and employee benefits broker with 100 employees and three offices. Elsewhere in the UK, Clear Insurance acquired Heartland Group, a Leamington Spa based commercial broker.
Insurers have been active as well with Hamilton Insurance Group acquiring Sportscover Underwriting, a Lloyd’s managing agency managing Syndicate 3334 and Kinetic Insurance Brokers, a Lloyd’s broker. Sterling Insurance Group, the £155m GWP insurance company, announced their sale to French mutual Covea for an undisclosed sum subject to regulatory approval.
The loss adjusting sector saw a material transaction with GAB Robins being sold to Crawford & Company for £45.8m, enabling Crawford to deliver a richer and more comprehensive service offering, enhancing the company's future growth and performance.
A relatively quiet month with the main UK event being focused on Willis taking a majority stake in £113m revenue Miller Insurance Services, subject to final agreement. Ryan Direct were active, acquiring the rights to Am Trust’s SME commercial combined portfolio as well as securing £20m GWP, Assurant Intermediary subject to regulatory approval.
Jelf has acquired Midlands broker Cronin & Co and Bluefin has acquired Scottish broker OKD, with its three offices in Scotland. Lockton has also acquired in Scotland – the Scottish branch of Griffiths & Armour. Alan & Thomas followed up its recent acquisition with another, securing Casterbridge Insurance in Dorchester and Academy has acquired Cambridge broker Elstree Insurance, taking it on towards its 2015 target of £32m GWP.
MVP, the Peter Cullum funded investment vehicle, has made another investment, this time in County Insurance, who is seeking to maintain its growth to £100m GWP. Assurant Solutions has expanded its footprint with the acquisition of French mobile insurance administrator CWI Group. Marshall Sugden, ex Bluefin, has completed the MBO of the Shipley based Sydney Packett & Sonsusing Packetts Holdings as the new vehicle.
Other events have focused on consolidator Towergate, the resignation of its Chief Executive, Mark Hodges and its future strategy.
There were no major transactions in the UK but some material ones in Europe with DLG selling its Italian and German businesses to Mapfre for €550m and Aviva selling its stake in Spanish JV CXG to NCG Banco for £226m. In the US Sedgwick CMS has acquired VRS Vericlaim, giving it its first UK claims operation in a deal that is expected to close in November.
The UK transactions were on a more modest scale with Bluefin acquiring RG Ford, The Policy Shop, a £20m GWP personal lines broker, selling to Markerstudy, Henderson acquiring Richard Kiddle in Peterborough, Academy acquiring Elstree Insurance in Cambridge and MVP making its fourth investment, taking stakes in three of The County Group’s broking companies. County itself acquired Clement Gallagher’s book of business at the beginning of the month, relocating the business from Liverpool to Southport. Green Insurance Group has acquired two SME and personal lines brokers in Sussex.
In the Lloyd’s market, Kaufman Financial Group has acquired Oval International (Lochain Patrick) from Gallagher and will merge it into its previous acquisition, Chesterfield, and Howden (Hyperion) has acquired Donoria in Poland. Sportscover, the specialist Lloyd’s business, has entered into wide ranging talks with Hamilton Insurance Group which will include the future control of the company.
Elsewhere energy claims adjuster Matthew Daniel has been acquired by French inspections specialist Bureau Veritas. Quindell bought out its telematics JV partner RAC for a net cost of £3.5m although RAC still holds warrants for 16.67m Quindell shares. The RAC’s IPO plans have been put on hold, with new financial backing from Singapore based sovereign wealth fund GIC.
A very quiet month for insurance M&A, the only material transactions being overseas with insurer Allied World acquiring RSA’s Hong Kong and Singapore operations for approximately $215m. In Bermuda Ironshore has a new investor in the form of Chinese conglomerate Fosun with them acquiring a 20% stake for $467m.
In the UK B.P. Marsh has invested £1.6m in Nexus Underwriting Management in return for a 5% stake and Integro acquired Stonehouse Conseillers, a London based commercial film and advertising agency specialist. Chase Templeton has acquired three medical insurance businesses with aggregate income of £4.2m.
July has been a very quiet month for insurance transactions in the UK, the largest deal has been Markerstudy’s acquisition of Supercover, a specialist gadget insurance provider for £20m. Towergate completed two small broker acquisitions, Lovat Insurance and Watt UK, while Lark acquired Insurance Risk Solutions, a broker based in Bury St Edmunds and employing 26 staff, from controlling shareholder Bob Beckett.
RSA Insurance continues to rationalise the group and has sold its Chinese subsidiary, Sun Alliance (China) Ltd to Swiss Re for £71m. Amlin has increased its investment in Leadenhall Capital Partners by 35% to hold 75%, LCP provides specialist (re)insurance-linked securities investment management services.
Overseas, private equity firm Onex has acquired York Risk Services Group, a provider of risk and claims management services with 3,800 employees and 75 offices, for $1.325bn. Ace has agreed to acquire Itau Seguros, a large Brazilian corporate P&C insurer for approximately $685m and Helvetia and National Suisse have agreed merger terms which will create a CHF9bn GWP insurance group. Aspen’s shareholders have followed management’s advice and resisted Endurance Specialty’s unsolicited approach, with Endurance withdrawing on 30th July.
Following last month’s listings, June saw the AA float with an initial market capitalisation of £1.4bn. Apart from this June was a quiet month for insurance M&A activity: motor claims management and legal expenses provider ULR Additions was acquired by 116 Cardamon, led by Graham Pulford; Liberty Insurance has acquired Hughes Insurance, a Northern Ireland broker with 11 branches across the region and MicroEnsure (UK) received $10.4m of additional funding to continue its expansion into new global markets for its niche products. Lockton acquired specialist motor sports broker MIS Motorsport and there is speculation that Equistone, the private equity backer of A-Plan, is gearing up for the sale of the 70 branch personal and commercial lines insurance broker.
May saw two insurance businesses list on the London Stock Exchange: Saga with an initial market capitalisation of £2.1bn; and National Accident Helpline with an initial market capitalisation of £82.3m. Also in the listed company space Brightside Group has recommended a cash offer from funds managed by AnaCap valuing the company at £127m.
Elsewhere Gallagher has acquired Heritage Insurance Management (income of approx. $20m) in Guernsey via its subsidiary Artex Risk Solutions to potentially make it one of the largest captive management companies in the world and acquired an 87% stake in Noraxis a commercial and personal lines broker in Canada from RSA for an aggregate consolidation of C$500m. BMS Associates has sold a minority stake to Capital Z for £30m to support its expansion and One Broker has acquired NW Brown Insurance Brokers in Cambridge for an undisclosed sum. Oval has acquired Northern Ireland broker Trotter Reid and Stackhouse Poland has acquired Coulter Hurst & Co, a risk management and consultancy business.
In the claims sector Charles Taylor has been active acquiring KLA Holdings for a maximum of £3.3m and Knowles, a property and casualty specialist with 10 offices and 70 staff.
April saw the long rumoured acquisition of Oval by Gallagher for £199m. That was not the only transaction that Gallagher completed in the month, they acquired Wesfarmers's insurance broking operations (primarily trading as Oamps) based in Australia, New Zealand and the UK for A$1.1bn as well as Mike Henry Insurance Brokers in Auckland.
Elsewhere Stackhouse Poland acquired Liverpool based Coulter Hurst & Company and Integro bought again in Manchester, this time education and legal specialist Richard Thacker & Company. In the claims sector VRS Vericlaim acquired HNW loss adjuster Ellis May, with 3 offices and 39 staff.
Private equity has not been quiet either with Bowmark acquiring a majority stake in Iprism, the online wholesale broker/underwriting agent. Enstar finally completed its acquisition of Torus, announced in July 2013, while Aspen has spurned the £3.2bn hostile bid by Endurance, led by John Charman. RSA has sold its businesses in the Baltics and Poland for £300m to PZU, one of the oldest and largest insurance groups in Poland.
Bluefin, Jelf and Towergate continue the consolidator acquisition trail, recording two, one and four acquisitions each respectively. Other broker acquirers were Beaumonts acquiring E Farley & Son in Bradford and Swinton acquiring CH Turner in Cleethorpes. The anticipated acquisition of Oval by Gallagher for £210m completed at the beginning of April.
Private equity was active again with ECI Partners investing in Avantia, the online home insurance business trading as HomeProtect, and Apollo and CVC announcing their intention to proceed with an IPO for Brit Insurance with an estimated valuation of £1bn. Aviva has announced the sale of its Turkish general insurance business, Aviva Sigorta, to a private equity consortium.
Overseas, Hyperion has been active with Howden acquiring a Colombian reinsurance broker and FP Marine acquiring Risk Exchange, a marine broker in Hong Kong. Allianz is to buy part of Italian insurer Unipol’s property and casualty business for up to €440m.
CPP continues to restructure with the sale of its minority interest in loss making Home 3 Assistance to majority shareholder Mapfre Abraxas Software.
Interest in Lloyd’s insurers continues with Qatar Insurance Company acquiring £200m capacity Antares syndicate and managing agency from investors led by Lightyear Capital, a US private equity firm. Tokio Marine Kiln has acquired a 49% stake in NAS Insurance, based in Los Angles and transacting premiums in excess of $75m.
Innovation Group has acquired LAS Claims Management for £35m, significantly increasing its product offering in the property sector with “wet” perils capability. Innovation also acquired motor repair network Crash-worth for £11.75m, £6.75 of which is deferred. Quindell has agreed to acquire the remaining majority 57% shares in Ingenie for up to £73.7m in Quindell shares.
Police Mutual acquired R3: Financial Services Group which trades as Forces Financial and provides services to the military and UK police forces. R3: had turnover of £6.1m for the year to 31 Dec 2012.
Capita has made a further investment in the MGA sector with Infinity Agency, securing a long term business outsourcing contract.
Marsh UK has considerably strengthened its scottish commercial operations by acquiring Central Insurance Services. Peter Cullum, having backed the launch of Global Risk Partners in October, has launched Minority Venture Partners and made their first minority investment in Green Insurance. Kingsbridge has sold a minority stake to private equity firm ISIS.
The consolidation of the smaller end of the market continues with Towergate announcing three acquisitions, Swinton announcing two acquisitions and Brokerbility announcing an acquisition in addition to a new network member.
In order to avoid the possibility of breaching bank covenants, Brightside raised £7m by placing shares with institutions at 15p, almost half the price they were trading in during August when Markerstudy had announced they were considering an offer.