REG - B.P. Marsh &Partners - Sale of Stewart Specialty Risk Underwriting

B.P. Marsh & PartnersAnnouncement

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RNS Number : 0279F  B.P. Marsh & Partners PLC  28 October 2025

28 October 2025

 

B.P. Marsh & Partners Plc

("B.P. Marsh", "the Company" or "the Group")

 

Sale of Stewart Specialty Risk Underwriting Limited

 

B.P. Marsh & Partners Plc (AIM: BPM), the specialist venture capital
investor in early-stage financial services businesses, is pleased to announce
that it has agreed the sale of its 28.2% shareholding in Stewart Specialty
Risk Underwriting Ltd. ("SSRU"), a leading Canadian Managing General
Underwriter, to Ryan Specialty, LLC ("Ryan Specialty").

 

Highlights:

·    CAD $51.9m (£27.8m) (net of all transaction costs) cash
consideration to be received upon completion by B.P. Marsh for its 28.2%
holding

·    Original equity investment of CAD $30 (£19), alongside a loan
facility of CAD$850,000 (£490,000)

·    Sale reflects a £4.9m uplift (21%) from the latest 31 July 2025
valuation

·    Internal rate of return to B.P. Marsh of 89.8%

·  A further performance related deferred consideration payment of up to CAD
$24m is payable to SSRU's existing shareholders in 2026, based on SSRU's
performance to 31 December 2025

 

Background to the Investment

SSRU is a Toronto-based underwriting agency providing specialty commercial
insurance products across Canada. Founded in 2016 by Stephen Stewart, the
company has established itself as a leading independent underwriting platform
across Canada.

 

B.P. Marsh first invested in SSRU as a start up in January 2017, subscribing
to a 30% shareholding for a nominal amount, alongside providing SSRU with a
loan facility of CAD$850,000 (£490,000), which was fully repaid in 2021. In
terms of the disposal's impact on the Group's operating position, the Group's
income receivable in respect of its investment in SSRU was c.£0.7m for the
financial year ending 31 January 2025.

 

Transaction

Upon completion, the Group will receive approximately CAD $51.9m (£27.8m) in
cash (net of all transaction costs) in respect of its holding, subject to
customary completion adjustments.

 

This represents a £4.9m uplift (21%) from the Group's carrying value of SSRU
as at 31 July 2025.

 

At sale, the transaction has delivered an internal rate of return to B.P.
Marsh of 89.8%, including fees.

 

A further deferred consideration payment of up to CAD $24m is expected to be
received by SSRU's existing shareholders in the first quarter of 2026, in
respect of SSRU's financial performance to 31 December 2025. This payment will
be finalised following confirmation of SSRU's FY2025 results and, if payable,
is expected to be paid on a pro-rata basis between SSRU's existing
shareholders.

 

Oliver Bogue, the Company's Nominee Director on the Board of SSRU, will resign
from this role on completion of the sale.

 

Commenting on the Disposal

Dan Topping, Chief Investment Officer of B.P. Marsh, stated:-

 

"SSRU has been an outstanding performer within our portfolio, delivering
significant growth and value creation.

 

This success is a testament to the vision and leadership of Stephen Stewart
and his team, who have built a business with a strong culture of underwriting
discipline and client focus.

 

The sale represents an excellent return for our shareholders and reflects our
strategy of partnering with exceptional management teams to build
market-leading businesses.

 

We are confident that Ryan Specialty will be an excellent home for SSRU and
that the business will continue to thrive."

 

Stephen Stewart, President & CEO of SSRU, stated:-

 

"B.P. Marsh has been a true partner to SSRU since I founded the business,
providing strategic guidance and confidence as we established ourselves in a
competitive marketplace. Their belief in our vision helped us grow from a
start-up into one of Canada's leading specialty underwriting agencies.

 

Joining Ryan Specialty marks an exciting new chapter for SSRU. Their global
reach, resources and shared entrepreneurial culture will enable us to
accelerate our growth, expand our product offering and continue delivering
exceptional value to our clients and partners across Canada."

 

Use of Proceeds

The Board of B.P. Marsh intends to utilise the proceeds from this disposal to
pursue new and follow-on investment opportunities across its existing
portfolio and within the wider financial services sector.

 

In line with its investment strategy, the Group will continue to target
entrepreneurial, early-stage businesses within financial services, insurance
distribution, underwriting, and advisory markets, both in the UK and
internationally.

 

In addition, the Company will maintain its established capital allocation
policy, balancing dividend payments (including special dividends which the
Company has typically paid following material disposals) and potential share
buy-backs whilst ensuring sufficient liquidity to invest in new and existing
opportunities.

 

Following receipt of funds, the Board will provide a further update on their
intentions for the proceeds from this sale.

 

 For further information, please visit www.bpmarsh.co.uk
 (http://www.bpmarsh.co.uk) or contact:

 B.P. Marsh & Partners Plc                            +44 (0)20 7233 3112

 Brian Marsh OBE / Alice Foulk

 Nominated Adviser & Joint Corporate Broker:          +44 (0)20 7886 2500

 Panmure Liberum Limited

 Atholl Tweedie / Amrit Mahbubani / David Watkins

 Joint Corporate Broker:                              +44 (0)20 7496 3000

 Singer Capital Markets Advisory LLP

 Charles Leigh Pemberton / James Moat / Asha Chotai

 Financial PR & Investor Relations:                   bpmarsh@tavistock.co.uk (mailto:bpmarsh@tavistock.co.uk)

 Tavistock                                            +44 (0)20 7920 3150

 Simon Hudson / Katie Hopkins / Kuba Stawiski

 

 

- Ends -

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