VALHALLA, NEW YORK — Aon agreed to acquire USI Insurance Services from KKR for approximately $17 billion in cash. The transaction is valued at $16.7 billion net of certain tax attributes.
The deal is expected to close in the fourth quarter of 2026, subject to regulatory approvals and customary closing conditions. Aon plans to finance the acquisition with newly issued debt.
USI Insurance Services is based in Valhalla, New York. The firm generates approximately $3 billion in annual revenue and employs more than 10,500 people across nearly 200 offices in the United States.
USI is the tenth-largest insurance broker in the United States. It has approximately $11 billion in property-and-casualty premium placement and 2,800 producers.
KKR acquired USI from Onex Corporation in 2017 for $4.3 billion, including debt. The Canadian pension fund Caisse de dépôt et placement du Québec was a co-investor with KKR in the 2017 acquisition of USI.
KKR made additional investments of more than $1 billion in USI after the 2017 acquisition. That is a rise from $4.30 billion to $17 billion — 295.3%.
Aon expects the transaction to dilute earnings per share in 2027. The company expects the transaction to become accretive to earnings per share from 2028 onward.
Aon expects $395 million in adjusted EBITDA benefits from revenue and cost synergies. Aon identified $321 million in net revenue synergies across 23 work streams.
Aon identified $280 million in cost synergies from 10 work streams. The company anticipates $160 million in transaction costs.
Aon anticipates $550 million in integration costs. The company expects retention costs of up to $400 million over three years.
Aon expects to return to its targeted leverage range of 2.8 to 3 times approximately 24 months after closing. Aon does not plan to repurchase shares in the near term.
Mike Sicard will become Aon's president and global CEO of Middle Market following the closing of the transaction. Sicard will report directly to Aon CEO Greg Case.
Sicard will take a seat on Aon's executive committee. The combined middle-market platform is expected to generate $6.5 billion in revenue.
The excess and surplus insurance market accounts for 26% of U.S. commercial property-and-casualty premiums. The excess and surplus insurance market has been growing at an 18% compound annual rate.
Aon estimates the U.S. middle market represents an addressable market of more than $40 billion. Aon estimates the U.S. middle market includes more than 200,000 businesses employing roughly 48 million people.
Aon acquired NFP in 2024. BofA Securities and Citi advised Aon on the transaction.
Goldman Sachs, Insurance Advisory Partners, and Morgan Stanley advised KKR on the transaction. Greg Case said that combining with USI will establish the premier U.S. middle-market platform, deepen Aon's context advantage and position the company to accelerate organic growth.
Case said the combination will allow Aon to bring world-class solutions to the underserved U.S. middle market and set a new standard of client leadership for the 200,000 middle-market companies in the U.S. and their 48 million employees, adding that it may be the greatest opportunity he has seen in his 20-year career as CEO.
Mike Sicard said the firms share strong, one-firm cultures with a deep commitment to working together to bring the best of their capabilities to clients. He said joining Aon represents a truly energizing next chapter for USI and an opportunity to accelerate momentum as part of the Aon United platform.
Why It Matters
The acquisition establishes a premier U.S. middle-market platform and accelerates organic growth for Aon. The deal brings world-class solutions to the underserved U.S. middle market, according to Aon and USI leadership.
The firms share strong cultures and commitment to clients. Joining Aon is an energizing next chapter and opportunity to accelerate momentum for USI leadership.
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