2023

2023 Open
2023 Open

Proposed Sale of R&Q's Program Management business, Accredited, to Onex for $465 million

20 October 2023

 

On 4th April 2023, R&Q Insurance Holdings Ltd ("R&Q", the "Company" or the "Group") announced that it was undertaking a strategic initiative to separate its legacy insurance business ("R&Q Legacy") and its program management business ("Accredited"). Today R&Q announces that it has entered into a conditional agreement with funds advised by Onex Corporation (the "Purchaser" or "Onex"1) to sell 100% of the equity interest in Randall & Quilter America Holding Inc., the holding company of Accredited (the "Sale"). Closing of the Sale is conditional on R&Q shareholder approval, regulatory approval and customary consents from certain R&Q debt providers.

Key sale highlights

  • Proposed Sale of Accredited for an enterprise value of $465m, representing an expected equity value of approximately $438 million.
  • Net cash proceeds from the Sale are expected to be approximately $300 million ("Expected Net Cash Proceeds").
  • Net cash proceeds available for utilisation immediately on closing are expected to be between approximately $170 million and $210 million ("Available Net Cash Proceeds").
  • The Available Net Cash Proceeds will be entirely used to facilitate a material de-leveraging of R&Q.
  • The Sale is conditional on the transfer of R&Q's Chief Executive Officer, William Spiegel, and Chief Financial Officer, Thomas Solomon to Accredited upon closing.
  • Upon closing of the Sale, Group Non-Executive Chairman Jeff Hayman will act as Chairman and Interim Chief Executive Officer of R&Q. The Board will initiate a search to appoint a new Chief Executive Officer of R&Q at the appropriate time.
  • Upon closing of the Sale, Paul Bradbrook, currently Chief Accounting Officer of R&Q, will become Chief Financial Officer of R&Q and a member of the Board of Directors.

 

On 4th April 2023, R&Q Insurance Holdings Ltd ("R&Q", the "Company" or the "Group") announced that it was undertaking a strategic initiative to separate its legacy insurance business ("R&Q Legacy") and its program management business ("Accredited"). Today R&Q announces that it has entered into a conditional agreement with funds advised by Onex Corporation (the "Purchaser" or "Onex"1) to sell 100% of the equity interest in Randall & Quilter America Holding Inc., the holding company of Accredited (the "Sale"). Closing of the Sale is conditional on R&Q shareholder approval, regulatory approval and customary consents from certain R&Q debt providers.

Key sale highlights

  • Proposed Sale of Accredited for an enterprise value of $465m, representing an expected equity value of approximately $438 million.
  • Net cash proceeds from the Sale are expected to be approximately $300 million ("Expected Net Cash Proceeds").
  • Net cash proceeds available for utilisation immediately on closing are expected to be between approximately $170 million and $210 million ("Available Net Cash Proceeds").
  • The Available Net Cash Proceeds will be entirely used to facilitate a material de-leveraging of R&Q.
  • The Sale is conditional on the transfer of R&Q's Chief Executive Officer, William Spiegel, and Chief Financial Officer, Thomas Solomon to Accredited upon closing.
  • Upon closing of the Sale, Group Non-Executive Chairman Jeff Hayman will act as Chairman and Interim Chief Executive Officer of R&Q. The Board will initiate a search to appoint a new Chief Executive Officer of R&Q at the appropriate time.
  • Upon closing of the Sale, Paul Bradbrook, currently Chief Accounting Officer of R&Q, will become Chief Financial Officer of R&Q and a member of the Board of Directors.

Fenchurch Advisory Partners LLP (Financial Adviser)                              Tel: +44 (0)20 7382 2222

Kunal Gandhi

Brendan Perkins

John Sipp

Richard Locke

Tihomir Kerkenezov

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