Diligence · Insurance Brokerage

Insurance Brokerage Deals: Regulatory Diligence Done Right

When the deal is insurance brokerage and the question is Regulatory Diligence, the structure decisions in the first 30 days outlast the next five years. This is where Jason Powell works.

EV range $10M to $150M EV EBITDA $3M to $25M Audience Buy-side / Sponsor
The deal context

Regulatory Diligence 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.

The moves

How Regulatory Diligence actually gets structured.

  1. Map every license and permit, with renewal dates and transfer mechanics.

  2. Identify regulatory consent requirements that require pre-close filings.

  3. Address pending or threatened regulatory actions in the disclosure schedules.

  4. Plan the post-close regulatory calendar with the operating team.

  5. In insurance brokerage, layer in E&O tail insurance priced and bound as part of the Regulatory Diligence workstream.

The common mistake

Treating regulatory diligence as a sub-section. In regulated industries, it is the whole deal.

Jason's take
"Regulatory continuity is the closing condition that fails most often. Diligence it first, not last."
Jason Powell · Regulatory Diligence
Capital after close

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.

MONTH 18
Senior refi
MONTH 24
Dividend recap
MONTH 36
Growth equity
YEAR 4–5
Strategic exit
TALK TO JASON

An LOI on the desk, a insurance brokerage target, and a Regulatory Diligence question worth a real conversation.

Twenty minutes of practitioner-grade input from a securities attorney whose first move is to read the deal, not the engagement letter.