The Ardonagh Group to acquire Australian-headquartered and ASX-listed PSC Insurance Group for A$6.19 in cash per PSC Share. Ardonagh intends to merge PSC’s #Australia and #NewZealand operations with Envest Pty Ltd, acquired by the Group in February 2023, becoming one of Australia’s largest privately owned insurance distribution platforms, placing A$3.3 billion in gross written premium annually.
Envest CEO Gregory Mullins will oversee the combined operations for Australia and New Zealand. PSC’s UK operations will be merged into Ardonagh Specialty and Ardonagh Advisory, further building the Group’s position as one of the leading players in UK wholesale and retail broking.
The Scheme Cash Consideration represents an implied equity value of A$2.256 billion and enterprise value of A$2.429 billion.
Certain PSC directors and managers are rolling approximately 26% of their aggregate shareholdings in PSC into shares in The Ardonagh Group (“Rolling PSC Shareholders”).
Ardonagh intends to fund the transaction with approximately 50% equity from existing shareholders, Madison Dearborn Partners, LLC and HPS Investment Partners, LLC, and 50% debt including existing and new facilities. The transaction is expected to be near leverage neutral on a pro forma basis.
PSC is a diversified insurance services group which has over 40 trading brands and operations in #Australia, the United Kingdom, #Ireland, #HongKong, #Vietnam, New Zealand, and #Bermuda employing 900 people and managing more than A$2.59 billion in global gross written premium.
PSC was founded in 2006 by Chairman Paul Dwyer who will join the Ardonagh senior management team upon completion of the deal and work closely with the leadership teams in Australia and Ardonagh Specialty to integrate and grow the combined businesses.
Ardonagh made its first acquisition in Australia in February 2021 with the purchase of Resilium Insurance Broking. It acquired Brisbane-headquartered Envest in February 2023 and merged both businesses into the Envest platform. Since then, Ardonagh has backed Envest to complete over 30 acquisitions, building gross written premium to more than A$2.1 billion across Australia.
"The acquisition, which has secured the unanimous recommendation of PSC’s board, is a significant milestone in the global growth of Ardonagh and underlines our strong commitment to the markets we serve. Ardonagh has been assembled as a bastion of independence and scale, aligning high calibre businesses and management teams around quality advice for clients and entrepreneurial connectivity within the group. PSC’s journey and values align with our own and its portfolio of highly complementary businesses provides an abundance of opportunity to strengthen our positions in Australia, wholesale and specialty markets.” David Ross
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Thrilled about joining forces with Paragon Brokers and to be working with James Kalbassi and Bradleigh Barker to accelerate the growth of Cox Mahon. Exciting times ahead for our clients and staff.