Independent Sponsor Economics Counsel for Insurance Brokerage Acquisitions
Independent sponsor counsel for insurance brokerage, focused on Independent Sponsor Economics and the deal mechanics that protect sponsor economics and LP alignment.
Independent Sponsor Economics 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 Independent Sponsor Economics actually gets structured.
Anchor on 20 to 25 percent carry above an 8 percent preferred return, with a 50/50 catch-up.
Set the management fee at 2 percent of invested capital, capped at three years.
Charge a transaction fee of 2 to 3 percent at close, with a clear LP-approval ceiling.
Document the waterfall in the LPA, not in a side letter.
In insurance brokerage, layer in E&O tail insurance priced and bound as part of the Independent Sponsor Economics workstream.
Negotiating economics with the LP only after the LOI is signed. By then, the leverage is gone.
"If you are an independent sponsor, your economics are your firm. Defend them in the LPA, not in conversation."Jason Powell · Independent Sponsor Economics
The deal is one thing. The capital that opens up after close is another.
Capital after close is where the IRR actually gets made. The right introductions at month nine through month thirty are where this practice works as hard as it does at the LOI.
Related deal pages.
LOI Negotiation for Insurance Brokerage
The 4 to 8 page agreement that frames the deal economics, exclusivity, and diligence period.
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.
Earnout Structures for Insurance Brokerage
Deferred purchase price contingent on post-close performance, used to bridge buyer-seller valuation gaps.
Independent Sponsor Economics for Healthcare Services
roll-up of physician practices and ancillary service lines
Independent Sponsor Economics for Home Services
regional roll-ups of HVAC, plumbing, and electrical operators
Bring the insurance brokerage deal. Get Independent Sponsor Economics done right.
Direct counsel from a securities and M&A attorney with billions in structured transactions, the independent-sponsor-native playbook, and the capital markets network that opens up post-close.