Ardonagh to acquire PSC Insurance in A$2.3bn transaction

The Ardonagh Group has entered into a Scheme Implementation Deed (SID) to acquire all the issued ordinary shares in PSC Insurance Group Limited.

The Scheme Cash Consideration represents an implied equity value of A$2.256 billion and enterprise value of A$2.429 billion.

Ardonagh explained that it intends to merge PSC’s Australia and New Zealand operations with Envest, which was acquired by Ardonagh in February 2023, making it one of Australia’s largest privately owned insurance distribution platforms.

Envest CEO Greg Mullins will reportedly oversee the combined operations for Australia and New Zealand.

Meanwhile, PSC’s UK operations will be merged into Ardonagh Specialty and Ardonagh Advisory, further building the firm’s position as one of the leading players in UK wholesale and retail broking.

PSC was founded in 2006 by Chairman Paul Dwyer who will join the Ardonagh senior management team upon completion of the deal, working closely with the leadership teams in Australia and Ardonagh Specialty to integrate and grow the combined businesses.

Ardonagh said it will fund the transaction with approximately 50% equity from existing shareholders, Madison Dearborn Partners and HPS Investment Partners, and 50% debt including existing and new facilities.

David Ross, CEO of The Ardonagh Group, commented on the announcement, “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.”

Paul Dwyer, Chairman of PSC, said, “Today marks an important day in PSC’s history. This transaction recognises the quality and strength of PSC’s people and business that has developed over the last 18 years. We believe this transaction maximises value for PSC shareholders while also providing an excellent platform for growth for PSC employees and clients.”

Greg Mullins, CEO of Envest, added, “We are excited by the prospects announced today which we believe will deliver long-term value for our customers, brokers and agencies. Envest and PSC are very aligned culturally, driving growth through the retention and development of talented people, and investment in a collection of distinct, independent brands led by local management teams.

“Together with Tony Robinson and the wider PSC leadership, we believe the scale and footprint we collectively bring to this next chapter is set to create huge opportunities to grow and innovate in the APAC region. Our clients remain the number one priority for both parties throughout this process.”

Andrew Wallin, Ardonagh Specialty CEO, noted, “PSC’s Paragon and Carrolls teams have a fantastic track record in delivering high-quality services and solutions across London and Bermuda.

“Their teams and capabilities are highly complementary with what we have built-in Price Forbes, and their commitment to providing a boutique service to clients is perfectly aligned with our own.”

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