Gallagher Breaks Records with $13.45 Billion AssuredPartners Acquisition – IA Magazine

If your idea of a “big purchase” is upgrading from economy to extra-legroom, Arthur J. Gallagher & Co. just reminded everyone what
“big” looks like in the insurance brokerage world: an all-cash deal valued at $13.45 billion to buy AssuredPartners.
In a business where relationships are measured in years (and renewals), this was the kind of headline that makes even seasoned industry
veterans look up from their coffee and say, “Waithow many zeros?”

The transaction didn’t just grab attention because of the price tag. It also signaled how quickly insurance distribution is consolidating,
how valuable middle-market client relationships have become, and how strategic buyers are willing to pay for scale, specialization, and a
proven acquisition engine. Let’s break down what happened, why it matters, and what the ripple effects look like for clients, producers,
and the broader broker landscape.

The Headline, in Plain English

Arthur J. Gallagher & Co. (often just “Gallagher”) agreed to acquire AssuredPartners in an all-cash transaction valued at $13.45 billion.
The deal was widely described as a record-setting purchaseespecially notable because it involved a major U.S. insurance broker being sold
to a strategic buyer (not another private equity sponsor flipping the asset again).

After regulatory review, the acquisition ultimately closed in 2025. That closing date matters because it highlights a key reality of
mega-deals: the announcement is the fireworks, but the real work happens in the long, sometimes bureaucratic, months that follow.

Meet the Two Main Characters

Gallagher: The “Scale + Process” Powerhouse

Gallagher is a global insurance brokerage, risk management, and consulting services firm. In practical terms: it places property/casualty
and employee benefits coverage, advises clients on risk and claims, and operates with a blend of local producer teams plus centralized
platforms, analytics, and specialty capabilities. Its long-running strategy has been a mix of organic growth and an active “tuck-in”
acquisition programbuying agencies, integrating them, and repeating the cycle with industrial efficiency.

AssuredPartners: A Middle-Market Machine with Serious Momentum

AssuredPartners is known for its deep presence in the U.S. middle marketcommercial clients that are bigger than “mom-and-pop,” but not
Fortune 1000 giants with armies of in-house risk staff. It also built meaningful scale through acquisitions, assembling a wide footprint,
specialty practices, and a large producer base. Beyond standard retail brokerage, AssuredPartners also developed wholesale and specialty
capabilities that matter more than many people realize (more on that soon).

Deal Terms That Made Everyone Do a Double Take

$13.45 Billion Gross Consideration… and Why “Net” Matters Too

The headline number was $13.45 billion in cash. But sophisticated deal-watchers also focused on “net consideration,” because tax assets
and accounting mechanics can change the effective price. In this case, the deal’s net consideration was described as lower after
recognizing a deferred tax assetessentially reducing the economic cost compared to the headline gross figure.

Translation: it’s still an enormous purchase, but the financial engineering is not just decorative. It affects valuation math, leverage,
and how fast the buyer can realistically earn back the investment.

Profitability and Multiples: What’s Being Paid For

Brokerage deals are often discussed in terms of revenue (easy to understand) and earnings power (harder to fake). AssuredPartners’
trailing financials were commonly cited around the time of the announcementroughly $2.9 billion of trailing twelve-month
pro forma revenue and about $938 million of pro forma EBITDAC (a commonly used broker earnings measure).

The price implied a rich multiple on earningshigh enough to spark the usual debate:
is the buyer paying up… or buying a compounding machine that will look “cheap” five years from now?
The answer depends on integration execution, retention, and whether the combined firm can drive growth without stepping on the culture
that made AssuredPartners valuable in the first place.

“All Cash” Doesn’t Mean “From the Couch Cushions”

An all-cash deal of this size typically uses a financing stackthink combinations of debt, short-term borrowing, free cash flow, and often
equity issuance to keep credit ratings stable and balance sheet flexibility intact. In other words, it’s “cash” from the seller’s
perspective, but a carefully assembled funding plan from the buyer’s side.

For Gallagher, maintaining financial flexibility matters because its strategy doesn’t stop with one big swing. It’s built to keep doing
acquisitionsespecially smaller, high-fit agencieswhile also investing in analytics, claims capabilities, and specialty offerings.

Why Gallagher Wanted AssuredPartners So Badly

1) Middle-Market Strength Is the Whole Point

Middle-market clients can be incredibly “sticky.” They have real complexitymultiple locations, benefits programs, loss history, vendor
contracts, compliance concernsbut they still value hands-on brokerage service. That mix creates a strong environment for recurring
revenues, cross-sell opportunities, and long-term relationships.

By bringing AssuredPartners into the fold, Gallagher meaningfully expands its presence in the U.S. retail middle market across property/casualty
and employee benefits. Scale matters here because insurers want distribution partners who can deliver volume, data quality, and disciplined
underwriting submissionsespecially in specialty and higher-hazard segments.

2) Niche Practice Groups: Where Margins (and Moats) Live

Generalist brokerage is competitive. Specialized brokerage can be downright defensible.
The strategic rationale repeatedly highlighted multiple niche practice areaslike transportation, energy, healthcare, government contractors,
and public entitywhere expertise and carrier relationships can take years to build.

These niches also tend to be less “price-only.” Clients in complex segments pay for advice: contractual risk transfer, claims strategy,
benchmarking, loss control, captive feasibility, cyber hygiene, and benefits design that actually retains employees instead of just
checking HR boxes.

3) Wholesale/Specialty and MGA Capabilities: Quietly Powerful

One underrated part of many large brokerage platforms is the specialty distribution engine: wholesale access, program business, delegated
authority arrangements, MGAs/MGUs, and specialty placement teams. These capabilities can help producers solve hard placements, access
specialty markets, and build solutions that feel custom rather than “off-the-shelf.”

For the combined organization, this creates a flywheel: retail producers generate opportunities, specialty units help place complex risks,
data platforms improve outcomes, and the client relationship deepens. It’s not magicit’s operational design.

The Regulatory Detour: What a “Second Request” Really Means

Big brokerage deals can trigger antitrust scrutiny under U.S. merger review processes. When regulators issue a “second request,” it
generally means: “We have more questions, and we want a lot more documents and data before we’re comfortable.” It’s common in large
transactions, but it can extend timelines and add cost and uncertainty.

For Gallagher and AssuredPartners, this review contributed to a later expected close than initially anticipated. For everyone watching the
market, it was a reminder that consolidation isn’t just a business strategyit’s also a compliance exercise with real consequences.

And yes, it also explains why companies talk so much about “integration planning” before they can actually integrate. You can’t fully
combine operations until the regulators say you can. Until then, you’re in a strange limbo: together in spirit, separate in systems.

What Happens After the Close: Integration Without Breaking the Good Stuff

People First: Producers, Service Teams, and Culture

In brokerage, talent isn’t an assetit’s the asset. The most valuable thing walking into a merger is not a logo; it’s the producer
relationships, service teams, and trust built with clients over years of renewals, claims, and last-minute “help, our contract changed”
emails.

A record-size acquisition raises a basic question: how do you scale integration without turning people into spreadsheet rows? Successful
acquirers usually focus on clear leadership structure, retention incentives, career path clarity, and early wins that prove the combined
platform helps teams sell and service betternot just report more.

Client Experience: What Should Stay the Same

Clients rarely want “synergies.” They want their broker to answer the phone, fight for claims outcomes, negotiate renewals, and proactively
flag exposures before they become expensive surprises. In an ideal integration, clients experience continuity in service teams plus improved
access to specialty expertise, analytics, and markets.

The risk is also obvious: slower response times, confusion about who owns what, or service staff turnover. That’s why the best integrations
treat client communication as a projectnot an afterthought.

Systems and Data: The Unsexy Engine of Better Outcomes

One reason large brokers invest heavily in analytics platforms is that carriers and clients both care about data quality. Better claims
trending, benchmarking, and exposure modeling can improve pricing outcomes, support alternative risk financing strategies, and strengthen
renewal narratives. When done well, tech integration becomes a selling point rather than an internal headache.

The Bigger Picture: Why This Deal Fits the “Brokerage Consolidation Era”

This acquisition happened in an environment where large insurance distribution deals have been getting larger, not smaller. Multiple forces
push the market in that direction:

• Rising complexity: Cyber, climate-driven CAT exposure, and regulatory requirements make advisory work more valuable.
• Carrier dynamics: Insurers want distribution partners with scale, discipline, and data.
• Talent war: Recruiting and retaining specialized producers and benefits consultants is easier on strong platforms.
• Private equity cycles: Sponsors build scale and eventually seek exitsoften to strategic buyers with cheaper capital.

Private equity was central to AssuredPartners’ journey over the years, and this transaction also illustrates the “endgame” that can happen
when a platform achieves enough scale: a strategic acquirer can justify a massive purchase because the asset isn’t just revenueit’s a
national growth engine with repeatable processes.

What Independent Agents and Smaller Agencies Can Learn

Even if you’re not planning to sell your agency tomorrow (or ever), record-setting deals create practical lessons:

1. Specialization beats generalization: Build a niche (industry vertical, coverage expertise, benefits specialty) that creates
   defensible value.
2. Client retention is your valuation: The most admired agencies don’t just write business; they keep it through service and
   claims advocacy.
3. Data discipline is a growth lever: Clean submissions, strong narratives, and benchmarking can materially affect renewal outcomes.
4. Culture is an asset: Buyers pay for teams that work well together and can integrate acquisitions without constant chaos.
5. Optionality matters: A scalable operating model gives you choicessell, partner, remain independent, or acquire others.

Experience Corner: What a Mega-Broker Merger Actually Feels Like (Bonus)

Big acquisitions look tidy in press releases. In real life, they’re more like moving houses while still hosting dinner parties. The clients
still need renewals. Claims still happen. Producers still have targets. And meanwhile, thousands of people are being asked to learn new
systems, new approval flows, and sometimes a new way of explaining the same service in slightly different words.

What Clients Typically Experience

For many clients, the first few months after a major brokerage merger feel… surprisingly normal. That’s deliberate. Good integration plans
protect continuity: the same account managers, the same producer relationships, the same renewal calendar. Then, if the integration is
handled well, clients start to see “quiet upgrades” rather than disruptive changeaccess to deeper benchmarking, a specialist who can join
a call on cyber or employee benefits compliance, or better claims coordination when things go sideways.

The biggest client stress points usually show up in the gaps: when a system migration slows down certificates of insurance, when billing
questions bounce between teams, or when a service person changes and the new contact doesn’t yet know the client’s business rhythm. That’s
why the smartest brokers over-communicate during transitions and set realistic expectations about what will change (and what won’t).

What Producers and Service Teams Experience

Producers often experience two emotional states at once: excitement and suspicion. Excitement because a larger platform can unlock bigger
casesmore carriers, more specialty resources, more sophisticated tools. Suspicion because “platform” can also mean new rules, new
reporting, and someone asking you to fill out a form you never needed before.

Service teams feel the operational weight first. They’re the ones who have to keep everything running while learning new workflows. The
best integrations invest heavily here: training, process mapping, extra staffing during peak season, and clear escalation paths for client
issues. When that investment is missing, burnout and turnover can followexactly the opposite of what the buyer wants.

What Leadership and Operations Experience

Leadership teams live in a world of tradeoffs. Move too fast, and you risk breaking service quality. Move too slow, and you miss the value
of the combination while integration costs pile up. Meanwhile, compliance and legal teams are managing regulatory requirements, data
security concerns, licensing issues, and contractual obligationsespecially when the combined footprint spans multiple states and
international markets.

And then there’s technology: the place where optimism goes to be stress-tested. Integrations often involve choosing which systems become
the “standard,” mapping data, managing user access, and ensuring that producers don’t lose productivity during migrations. When tech
projects succeed, clients rarely notice (which is the point). When they fail, everyone notices immediately.

Closing Thoughts

The practical takeaway is simple: record-setting acquisitions aren’t just financial eventsthey’re human and operational events.
When a deal like Gallagher’s AssuredPartners purchase is done well, clients get deeper expertise, teams get stronger resources, and the
organization becomes more competitive. When it’s done poorly, service suffers and relationships leaksomething no broker can afford in a
market where trust is the product.

If there’s one “adult” lesson hiding inside this very large number ($13.45 billion has a lot of digits to hide behind), it’s this:
scale matters, but execution matters more. And in insurance brokerage, execution is measured one renewaland one client callat a time.