Belgian insurer Ageas has reached a definitive agreement with Bain Capital to acquire UK-based digital insurer esure for 1.51 billion euros in cash. The deal positions Ageas as one of the top three personal lines insurers in the United Kingdom.
The acquisition aligns with Ageas's Elevate27 strategy, aimed at strengthening its European footprint through value-accretive M&A and enhancing long-term cash flow generation.
By combining Ageas UK and esure, the group expects to create a robust, multi-channel auto and home insurance provider with over 3.8 billion euros in gross written premiums by 2028.
Ageas UK, which serves over 4 million customers, has been focused on profitable growth through broker-led distribution and technological capabilities. The acquisition of esure – which operates well-known brands esure, Sheilas’ Wheels, and First Alternative – will significantly expand Ageas’s reach into the UK’s price comparison website (PCW) distribution channel. In 2024, esure had more than 2.1 million policies and £1 billion in gross written premiums.
Hans De Cuyper, CEO of Ageas Group, commented: “This transaction allows us to deliver competitive, value-driven solutions through a multi-channel model and positions Ageas UK as a top-three personal lines insurer. It strengthens our strategic goal of rebalancing the group’s profile toward high cash conversion activities while preserving our financial targets, including a progressive dividend policy.”
Ant Middle, CEO of Ageas UK, added: “Esure complements our existing UK business and accelerates our strategy to diversify distribution. Together, we will build a stronger offering for customers, leveraging leading technology and well-known brands to grow our scale and reach.”
David McMillan, CEO of esure, said: “This transaction brings together two highly complementary businesses, combining Ageas’s financial strength and broker relationships with esure’s digital expertise and PCW capabilities. The result is a stronger platform for growth and innovation.”
The acquisition will be funded through a mix of existing cash and newly issued senior and hybrid debt and/or equity, depending on market conditions. A fully underwritten two-year bridge facility has been secured from BofA Securities and Deutsche Bank Luxembourg S.A.
The transaction is expected to close in the second half of 2025, subject to regulatory approvals.
Full integration is targeted during the current Elevate27 strategic cycle, with annual pre-tax cost synergies projected to exceed 115 million euros.
Ageas expects a return on investment exceeding 12 percent and an increase in return on equity by more than 1 percentage point, with holding free cash flow per share growing by approximately 10 percent from 2028.
Advisors on the deal include:
Financial Advisors to Ageas: BofA Securities
Legal Counsel to Ageas: Allen Overy Shearman
Financial Advisors to Bain Capital and esure: Fenchurch Advisory Partners LLP and Goldman Sachs International
Legal Counsel to Bain Capital and esure: Weil, Gotshal & Manges (London) LLP
Regulatory Counsel: Norton Rose Fulbright LLP
This deal marks a major milestone in the UK insurance landscape, reinforcing Ageas's ambitions in the personal lines market and setting the stage for accelerated digital growth.
