Independent Sponsor Capital Partner LPA in Insurance Brokerage
Securities and M&A counsel for independent sponsors drafting insurance brokerage transactions, from LOI to close to the capital markets that open up afterward.
Capital Partner LPA on insurance brokerage deals is one of those workstreams that looks routine on a checklist and decides outcomes in practice.
The typical insurance brokerage platform sits at $10M to $150M EV with EBITDA in the $3M to $25M range. The thesis runs on regional retail agency roll-ups. Producer non-competes are unenforceable in too many states to ignore. Plan retention, not litigation.
How Capital Partner LPA actually gets structured.
Anchor on a 20 percent carry above an 8 percent preferred return, 50/50 catch-up.
Build a one-vote, one-LP majority for any waterfall change.
Define key-person and removal-for-cause provisions narrowly.
Make distributions quarterly, with an annual true-up against the waterfall.
In insurance brokerage, layer in E&O tail insurance priced and bound as part of the Capital Partner LPA workstream.
Reusing a fund LPA template for a deal-by-deal structure. The economics, governance, and waterfall need to be different.
"The LPA outlives the deal. Draft it like the next ten deals will be governed by the same paper."Jason Powell · Capital Partner LPA
The deal is one thing. The capital that opens up after close is another.
Most independent sponsors solve the closing capital and then run into the post-close capital problem alone. The capital markets relationships that matter at month 18 are part of this practice.
Related deal pages.
LOI Negotiation for Insurance Brokerage
The 4 to 8 page agreement that frames the deal economics, exclusivity, and diligence period.
Independent Sponsor Economics for Insurance Brokerage
The package of deal-by-deal carry, management fees, and transaction fees that compensates the independent spo…
Management Fee Structuring for Insurance Brokerage
The annual fee paid by the deal entity to the independent sponsor for ongoing oversight, board service, and p…
Equity Rollover for Insurance Brokerage
The portion of seller proceeds reinvested into the post-close entity, aligning seller with buyer.
Capital Partner LPA for Healthcare Services
roll-up of physician practices and ancillary service lines
Capital Partner LPA for Home Services
regional roll-ups of HVAC, plumbing, and electrical operators
Capital Partner LPA for Insurance Brokerage, on independent sponsor terms.
Independent sponsor counsel that already speaks fluent deal-by-deal economics, structures clean LPAs, and travels with capital markets relationships for what comes after close.