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Aon agrees to acquire USI Insurance Services from KKR for $17 billion

Aon agrees to acquire USI Insurance Services from KKR for $17 billion

Money Moves

The all-cash deal, expected to close in the fourth quarter of 2026, would create the largest platform for insuring U.S. mid-sized businesses.

Yesterday: Aon agrees to buy USI from KKR for $17 billion

Overview

Updated 6 hours ago

Aon agreed to buy USI Insurance Services from KKR for $17 billion in cash, one of the largest insurance-broker acquisitions in years. The deal would make Aon the largest seller of insurance and benefits to U.S. mid-sized businesses, a market of more than $40 billion in premiums.

It is Aon's second middle-market bet, following its 2024 acquisition of NFP. The deal also opens a direct route into excess-and-surplus insurance, one of the fastest-growing areas of U.S. commercial coverage.

For KKR, the sale ends a nine-year hold, returning about $3.3 billion after taxes, roughly 3.4 times its invested capital. Closing is expected in the fourth quarter of 2026, pending regulatory approval.

Why it matters

Most U.S. mid-sized employers buy insurance through brokers, and this deal decides which firm will dominate that $40 billion market.

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Key Indicators

$17.0 billion
Total purchase price
All-cash consideration Aon agreed to pay for USI.
$16.7 billion
Net purchase price
Purchase price minus about $278 million in tax attributes.
$3.3 billion
KKR's expected after-tax proceeds
Roughly 3.4 times the capital KKR invested in USI since 2017.
$395 million
Target annual synergies
Aon's projected net adjusted EBITDA gains from revenue and cost synergies.
14.5x
Purchase price multiple
Net price as a multiple of USI's adjusted earnings before interest, taxes, depreciation, and amortization.
$3 billion
USI annual revenue
Revenue of the tenth-largest U.S. insurance broker, with 10,500 employees.

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People Involved

Organizations Involved

Timeline

2017 September 2026

3 events Latest: Yesterday
  1. Aon agrees to buy USI from KKR for $17 billion

    Latest Acquisition

    All-cash deal announced; closing expected in the fourth quarter of 2026, pending regulatory approval.

  2. Aon agrees to buy middle-market broker NFP

    Acquisition

    Aon enters the middle market by agreeing to buy NFP.

  3. KKR and Quebec's CDPQ buy USI from Onex

    Acquisition

    KKR and Quebec's public pension fund CDPQ buy USI from Onex for $4.3 billion.

Historical Context

3 moments from history that rhyme with this story — and how they unfolded.

2017

KKR's original buyout of USI (2017)

KKR and Quebec's CDPQ pension fund bought USI from private equity firm Onex at a $4.3 billion valuation. KKR made three additional investments in the company over the next nine years.

Then

USI grew to roughly $3 billion in annual revenue and 10,500 employees across nearly 200 U.S. offices.

Now

The sale to Aon returns about 3.4 times KKR's balance-sheet capital, an example of the buy-build-sell model private equity firms apply across the fragmented brokerage industry.

Why this matters now

The USI story is a private equity hold-and-build: buy a mid-sized broker, invest more capital, sell to a strategic buyer. Aon's purchase is the exit that made the nine-year hold pay off.

2018 – 2019

Marsh & McLennan buys Jardine Lloyd Thompson (2018-2019)

Marsh, the world's largest insurance broker, agreed to buy London-based rival JLT, one of the biggest broker acquisitions in years. The deal combined two of the industry's best-known names and closed after clearing regulatory review.

Then

Marsh absorbed JLT's offices and staff, expanding its specialty insurance business in Britain and internationally.

Now

The deal became a reference point for how far a top-tier broker will go to buy a sizable rival rather than merge with a peer.

Why this matters now

Aon-USI follows the same pattern at a larger scale. But JLT was a global specialist, while USI is a purely U.S. middle-market firm, which changes the antitrust math.

March 2020 – July 2021

Aon's blocked merger with Willis Towers Watson (2020-2021)

Aon agreed in March 2020 to merge with rival Willis Towers Watson in a $30 billion all-stock deal that would have created the world's largest insurance broker. The Justice Department sued to block it in June 2021, arguing the combination would raise prices for employers and insurers. Aon abandoned the merger a month later.

Then

Aon walked away and continued as an independent firm, while Willis Towers Watson remained a competitor.

Now

The failure set the boundary on Aon's dealmaking: combining with a direct global peer draws antitrust fire, but buying middle-market brokers does not.

Why this matters now

It explains why Aon is buying USI rather than another global rival. The antitrust ceiling that killed the Willis Towers Watson merger does not apply the same way to the fragmented middle market.

Sources

(10)