The global financial crash of 2008 resulted in nearly 15 years of ‘cheap money,’ which in part explains why (debt fuelled) private equity (PE) firms have been active in consolidating the most fragmented segments of the UK financial services sector over the past several years.
Whilst the investment sector is fast catching up, the insurance distribution sector in the UK has been at the forefront of this consolidation. Indeed, so much so that over the past three years we have seen a slight decrease in the total number of PE-backed businesses. The emerging theme is that of globalisation, as the available supply of quality domestic assets to acquire reduces and the largest players (often but not exclusively U.S. based), seek out assets in overseas markets to feed their continuing acquisition ambitions. More expensive money swings the balance back somewhat, in favour of quoted groups and longer-term investors, and away from PE firms with a heavy reliance on high levels of leverage to generate their (high) target returns.
As the market globalises and cross-border mergers & acquisitions (M&A) becomes more prevalent, the options available to sellers domestically is narrowing – but widening globally.
To most effectively service clients, global reach is necessary.
In selling earlier this month to MarshBerry, we now have unmatched capabilities in North America and Europe, as part of a leading specialist advisory business with almost 200 colleagues across 11 offices. We also have new tools at our disposal, with experience and expertise in areas such as succession planning that widen the range of options we can provide to our clients.
We look forward to providing the same quality advice to our clients as we have always done. Now we just have more options for those clients to consider.
Insurance
October was another lively month in terms of newly announced insurance M&A in the UK, with fourteen new transactions to report on. Twelve of these were on the commercial broking side, with one personal lines business and one claims business.
Four separate buyers announced two new acquisitions each in October. Brown & Brown (Europe) was behind the largest transaction in the month, acquiring the highly regarded Berkeley Insurance Group in Leicester, as well as adding Davison & Associates and Davison Lamont in Northern Ireland, which will become part of its ABL Group business there. Jensten Group announced new deals for both Berns Brett in London and White Rose Insurance Solutions in Skitpton. NFP, which is becoming increasingly active in terms of deal activity, added The Cronin Insurance and Resolute Insurance Services, both in the West Midlands. Finally, Partners& announced deals for Stephensons Risk Management in Wigan and Beaumont, Lawrence & Co. in Shrewsbury.
Other regular buyers announcing new deals in October included Howden, now operating under a single brand (just in case you hadn’t heard about that yet …), which added Neilson Laurence & Neil in Glasgow, under what was formerly its Bruce Stevenson business, PIB Group, which announced the acquisition of RBIG Corporate Risk Services in Manchester, and The Broker Investment Group, which has increased its existing investment in Stevenson Seacombe Partnership to help support the businesses acquisition of BLS Insurance in Bury.
M&A is of course not (yet) the exclusive preserve of the professional consolidators and deal activity by privately held brokers is still taking place. During October Think Insurance Services in the West Midlands announced a deal for Ashby Wray in Wolverhampton, and newly established Prosura in Wakefield announced its first deal, acquiring First Stop Insurance Brokers in Sheffield.
Lastly, an overseas deal involving a target with staff on the ground here in the UK is worthy of a mention. Arthur J. Gallagher announced that it had acquired Clements Worldwide, a US broking group serving expats, diplomats and the military, whose Clements Europe arm has more than 30 staff here in the UK.
2023 will end up as another very busy year in terms of transaction volumes in UK insurance distribution, with c.150 new deals likely to have been announced by the end of December, however the number of deals alone does not tell the full story. As we have remarked here before and will explore more fully in our next annual review, the average deal size is getting smaller. Only one of the October deals set out above involved a target employing more than 50 staff. Nine of the 14 deals in October involved targets employing fewer than 10 staff.
Commentators and consolidators who cite continuing high levels of M&A and point to the fact that there are still c.2,000 brokers left in the UK (and perhaps a few dozen new ones starting up each year) as evidence that there is still lots of ‘runway’ to go after for buyers are missing the point. Most of these businesses are very small. We know this because we analyse every one of them by reported headcount. We also look at their profitability. Collectively, privately owned independent brokers control an increasingly marginal – and rapidly shrinking – proportion of overall GWP. For the bigger players to ‘move the dial’ through domestic bolt-on M&A is becoming increasingly difficult.
Investment
October resulted in another busy month led again by transactions involving wealth managers, including Titan’s acquisition of Prism Financial Advice, adding £630m in AUA, and Progeny’s acquisition of Carbon Financial Partners, adding £600m in AUM. Liberate Wealth launched its nationwide consolidation business with the acquisition of Yorkshire-based Ebor Financial Planning, bringing £200m of AUM and private equity firm Coniston Capital invested in a minority stake in national advice business MWA Financial in exchange for an injection of growth capital to increase MWA’s acquisition power and help accelerate growth. Perspective Financial Group continued its acquisitive streak by purchasing another four advice firms: Worthing-based Accord Financial Management, Rotherham-based RPG Financial, Sheffield-based Campbell Harrison and Halesowen-based Strategic Financial Portfolios, taking its acquisition count for 2023 to 19 and adding an additional £610m in assets. North-Yorkshire IFA firm Prosperis acquired its Knaresborough-based neighbour RMB Financial Management, and MKC Wealth bought a controlling stake in Wimbledon-based Holborn Financial from South African business Alpha Wealth. Carlisle-based Armstrong Watson acquired Penrith-based advice firm 3G Financial. MRW Group acquired Emet Financial Services, Merlin Wealth Planning and Mayfayre Financial Services after it received a loan note facility from OakNorth and Octopus Money announced it had acquired the customers of digital advice firm OpenMoney, which announced it was closing its investment arm.
In the asset management sector, Abrdn announced it was selling its £7.5bn AUM PE division to Cayman Islands-based Patria Investments for £100m and AssetCo sold its stake in RMI (River & Mercantile Infrastructure) for a nominal consideration of just £1. French investment firm Wendel agreed to buy London-based private equity rival IK Partners, which specialises in mid-market buyouts, for $404m and it was reported that CVC, Europe’s largest private equity manager which has €161bn under management and was valued at €15bn in a private transaction in 2021, was considering a listing in Amsterdam and the opportunity for its shareholders to sell down their stakes.
Elsewhere in the sector, it was confirmed that an agreement had been reached for Pension SuperFund to acquire STM Group, the AIM-listed independent provider of fiduciary and asset structuring services, for £35.6m with the transaction excluding STM Group’s SIPP business, which was instead sold to Pathline Holdings, an independent entity controlled by STM’s CEO. Waystone Group completed the acquisition of Link Fund Solutions, adding $190bn in assets under oversight and administration to Waystone, as well as 600 staff.
Another notable deal was announced. Our firm, IMAS Corporate Finance, was acquired by MarshBerry, an international financial advisory group specialising in wealth management and insurance distribution.
*IMAS Corporate Finance LLP has been acquired by MarshBerry.