Summary
Arthur J. Gallagher & Co. (AJG) announced the completion of a significant acquisition through its subsidiary, Gallagher Holdings Two (UK) Limited. On May 12, 2011, Gallagher acquired all outstanding ordinary shares of HLGH, which operates as Heath Lambert, for a net cash consideration of approximately $158 million. Heath Lambert is a UK-based insurance broker specializing in property & casualty and employee benefit products. This strategic acquisition marks an expansion of Gallagher's international presence and service offerings. The transaction was structured with customary warranties and indemnification provisions. A portion of the purchase price, approximately $6.4 million, was placed in escrow to secure these obligations, with the sellers' liability capped at this amount. Additionally, Gallagher secured a warranty and indemnity insurance policy to cover general and tax warranties, with a deductible of approximately $0.8 million also held in escrow. The filing indicates the completion of this acquisition, which is expected to be accretive to AJG's business.
Key Highlights
- 1Acquisition of Heath Lambert (HLGH) completed on May 12, 2011, for approximately $158 million in net cash consideration.
- 2Heath Lambert is a UK-based broker specializing in property & casualty and employee benefit insurance.
- 3The acquisition was made through AJG's subsidiary, Gallagher Holdings Two (UK) Limited.
- 4The transaction includes customary warranties and indemnification provisions.
- 5Approximately $6.4 million of the purchase price is held in escrow as security for indemnification obligations.
- 6A warranty and indemnity insurance policy was obtained to back general and tax warranties.