Title: Arthur J. Gallagher & Co. Announces Acquisition Agreement and Financing Commitment

Arthur J. Gallagher & Co. (NYSE:AJG) has revealed in a recent 8-K filing with the Securities and Exchange Commission that the company has entered into a significant Stock Purchase Agreement. The agreement, made on December 7, 2024, involves the acquisition of all the issued and outstanding stock of The AssuredPartners Group LP by Arthur J. Gallagher & Co. This transaction will amount to a noteworthy $13.45 billion in cash to be paid at the closing, subject to certain customary adjustments detailed in the Purchase Agreement.

The Purchase Agreement includes various representations, warranties, and covenants typical for a deal of this nature. Completion of the Transaction is contingent upon receiving regulatory clearances in the United States, the United Kingdom, and Ireland, along with other customary closing conditions. The parties have customary termination rights, including provisions for breach of representations, warranties, or covenants within specified timelines.

Furthermore, Arthur J. Gallagher & Co. disclosed that it has secured a commitment for a $13.45 billion senior unsecured bridge term loan facility, known as the Bridge Facility. This funding source, provided by Bank of America, N.A., BofA Securities, Inc., and Morgan Stanley Senior Funding, Inc., is intended to finance the Transaction and cover associated fees and expenses. Availability of the Bridge Facility is subject to certain conditions, with possible reductions based on specified events.

In connection with the acquisition, the company is presenting unaudited pro forma condensed combined financial information for informational purposes. These financials reflect the Transaction’s impact on the Company’s balance sheet and earnings if it had taken effect on specific dates as outlined in the agreement. It’s important to note that this pro forma data doesn’t anticipate all potential future financial impacts post-Transaction closing.

The firm disclosed that a press release announcing the Transaction was issued on December 9, 2024. Interested stakeholders can access additional details and a presentation related to the acquisition on the company’s website under Investor Relations.

Investors are cautioned that forward-looking statements in the filing are subject to risks and uncertainties that could differ from actual results. The Company has not committed to updating the information contained in the report unless required by law.

The filing also includes various exhibits and schedules related to the Stock Purchase Agreement, financial statements, and disclosures associated with the Transaction. This detailed regulatory disclosure sheds light on Arthur J. Gallagher & Co.’s strategic moves and financial activities, providing transparency to shareholders and the market alike.

This article was generated by an automated content engine and was reviewed by a human editor prior to publication. For additional information, read Arthur J. Gallagher & Co.’s 8K filing here.

Arthur J. Gallagher & Co. Company Profile

Arthur J. Gallagher & Co, together with its subsidiaries, provides insurance and reinsurance brokerage, consulting, and third-party property/casualty claims settlement and administration services to entities and individuals worldwide. It operates in Brokerage and Risk Management segments. The Brokerage segment offers retail and wholesale insurance and reinsurance brokerage services; assists retail brokers and other non-affiliated brokers in the placement of specialized and hard-to-place insurance; and acts as a brokerage wholesaler, managing general agent, and managing general underwriter for distributing specialized insurance coverages to underwriting enterprises.