Since the beginning of 2020, the number of announced deals in the UK valued at more than £5m in the General Insurance and the Investment sectors has been very similar at 107 and 102, respectively. The Lending sector has seen some 50 deals over the same period.
However, the population of entities in the General Insurance sector is only about a third of the size of the Investment sector, suggesting the rate of consolidation have been much higher in the former. This is exemplified by the recent merger (subject to regulatory approval) of Aon and Willis, the World’s No2 and No3 brokers, respectively.
Also, the Investment sector has had a more stable quarterly volumes of deals (ranging from 12 to 22) whereas the General Insurance sector has seen volumes as low as five in Q2 2020 to a peak of 41 in Q1 2021, when owners rushed to complete their sales before the anticipated increase in the rate of capital gains tax.
Whilst the two sectors are undergoing intense consolidation, much of it is not visible in the chart above, especially in the IFA market which remains hugely fragmented and the value of many transactions are below £5m. Hence, what the data reflect is M&A activity driven more by strategic buyers and private equity investors (and businesses they back), as well as a growing involvement by institutional investors seen in the successes of recent Stock Exchange flotations. Investors’ appetite has grown strongly as it has become apparent that Covid is not adversely affecting the industry, making ample amounts of capital available to acquire from tax-driven sellers seeking to hurry to the exit to vendors seeking to take advantage of the strong liquidity.
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Insurance
June was another relatively quiet month for UK M&A in the Insurance segment, albeit the last week of the month (and first few days of July, which we include here) saw a couple of notable transactions being announced.
As ever, most of the M&A activity was driven by the private equity backed consolidators. And not for the first time, Aston Lark was the most active of the buyers, announcing that it had acquired Bolton-based Premier Insurance Consultants, a commercial insurance broker with a particular expertise in the concrete industry, in its fifteenth deal of 2021 so far. A few weeks later Aston Lark increased that number to sixteen, acquiring specialist wholesale business ES Risks.
We have commented here in the past that as the number of mid-sized commercial brokers reduces, the consolidators will no longer be able to focus solely on this segment when looking for acquisition targets. We have suggested that two responses to this might be both intra-consolidator M&A and acquisitions being made for targets in tangential business areas. There was evidence of both of these trends during June, with the announcement that Livingbridge-backed Jensten Group (née Coversure) has acquired Tasker Insurance Group, and the acquisition of Kudos Liability Adjusters, a liability loss adjusting business with four offices, by Phil Barton’s Partners&.
Finally among the consolidators, Synova-backed J.M. Glendinning Group announced its third deal of 2021 and its first in the South of England, acquiring Bickley Insurance and adding 8 new insurance professionals to the group, and ECI-backed Clear Group acquired Anderson White Insurance Brokers, also its third deal of the year.
In other broking transactions, Playle Russell (Special Risks) – a broker specialising in cover for bookSellers and thatched property – was acquired by Willis Insurance & Risk Management, the Northern Irish broking group, in its second deal of 2021, and Durham-based Castle Insurance Services acquired Pounder Insurance Services in Seaham.
There was also M&A in the MGA segment, with Brightside’s MGA Kitsune being sold to Irish motor broker XS Direct. Perhaps more notable however was the announcement that Arch Reinsurance is to acquire Arron Banks’ Somerset Bridge Insurance Group, which includes its motor MGA, direct and aggregator distribution, affiliated insurer, and claims operations. Somerset Bridge includes the brands GoSkippy and Vavista.
Investment
JPMorgan Chase entered into an agreement to acquire robo-adviser Nutmeg, allegedly for £700m, in a strategic move to launch its digital banking and investment proposition in the UK later this year. Rathbone Brothers strengthened its financial planning capability with the acquisition of London-based advice firm Saunderson House for £150m. The transaction will more than triple the number of financial planners at Rathbones from 25 to 80 and add an additional £4.7bn of client assets to the group.
Titan Wealth Holdings, a newly created holding company led by James Kaberry and Andrew Fearon who are being backed by funds managed by Ares Management, Maven Capital Partners and Hambleden Capital, announced it had agreed to acquire Tavistock Wealth, Tavistock Investments’s multi-asset manager with over £1bn of AUM, for consideration of up to £40m. Soon after, Tavistock Investments acquired Cambridge-based financial planning business Chater Allan Financial Services with £110m of assets under advice. Titan Wealth Holdings also announced it had acquired GPP, a platform with £2bn of AUA that provides a suite of execution, settlement and custody services to Titan Wealth Holdings in addition to its institutional clearing and custody business.
There was further consolidation among IFAs. Wren Sterling acquired Sentinel Private Clients in Warwickshire, Bookkeeping Administration Services in Cardiff and Rothesay Intelligent Financial Services in Bedfordshire, adding £294m of assets and c. 550 new clients across all three transactions. Independent Wealth Planners bought Omnium Capital in Surrey, adding 750 clients with £250m of assets. AIM-listed Kingswood acquired Admiral Wealth Management in North Lincolnshire, Fairstone partnered with James Ryan Thornhill under its DBO programme and Garbutt & Elliott Wealth Management bought local Yorkshire financial planning business HKA FS.
The public markets proved their allure to private equity firm Bridgepoint, which announced plans to list on the London Stock Exchange to raise £300m for the sale of new shares to support its growth and a further £200m for existing shareholders, valuing the company at £2bn. Similarly, it was reported that True Potential, the platform, network and wealth management provider, tabled plans for a potential $2bn listing in the US via a merger with a Special Purpose Acquisition Company (SPAC), after having had discussions with Lloyds Banking Group, Franklin Templeton and Cinven about a sale of the group.
Elsewhere in the sector, Vontobel acquired the remaining 40% stake in TwentyFour Asset Management and it was also reported that Phoenix Group had terminated discussions to sell its European business as the deal would not maximise shareholder value.
Lending
In a relatively quiet month, Metro Bank announced the disposal of the RateSetter car dealer finance loan portfolio to LE Capital UK. The portfolio had an aggregate book value of £15m and formed a non-core part of the RateSetter back book that was recently acquired. Funding Circle Holdings announced the sale of SME loans in its two US warehouses to an asset manager for c. £63m.
Manx Financial Group announced two small transactions: the acquisition of a 10% shareholding in Rivers Finance Group, allotted at no cost to its wholly owned subsidiary Bradburn which has also been granted warrants to acquire a further 10%; and the acquisition of a further 15% shareholding in Beer Swaps, trading as Ninkasi Rentals and Finance, for £0.3m taking its total shareholding to 90%.
Elsewhere, Augmentum Fintech announced a proposed issue of new ordinary shares to raise gross proceeds of £40m to take advantage of its identified pipeline of fintech opportunities in the UK and wider Europe.
*IMAS Corporate Finance LLP has been acquired by MarshBerry.
