NCCapital

Aon has agreed to acquire insurance brokerage USI Insurance Services from private-equity firm KKR and other shareholders for $17 billion, marking one of the largest insurance transactions in recent years. The deal gives Aon a significantly larger presence in the U.S. middle market as the company continues expanding its brokerage and consulting operations.

USI provides businesses and individuals with services covering property and casualty insurance, employee benefits, personal risk, retirement planning, and other risk-management needs. The company generates approximately $3 billion in annual revenue and ranks as the 10th-largest insurance broker in the United States.

The acquisition will add more than 10,500 USI employees across nearly 200 offices to Aon's operations. USI's extensive presence among medium-sized businesses is particularly attractive to Aon, which has been working to build a dominant platform serving the U.S. middle market.

The transaction builds on Aon's $13 billion acquisition of NFP in 2024. By combining USI with its existing middle-market operations, Aon expects to broaden its capabilities and gain greater access to the rapidly expanding excess-and-surplus insurance market.

Aon also expects the deal to generate substantial financial benefits. The company estimates that revenue and cost synergies could produce approximately $395 million in annual run-rate adjusted EBITDA once the businesses are integrated. Aon expects the acquisition to become accretive to adjusted earnings per share in 2028.

USI's technology platform is another major attraction. The brokerage operates its proprietary USI ONE platform, which combines analytics, data, networking, and strategic planning tools. Aon says combining the platforms could create additional opportunities to develop data-driven and AI-enabled insurance solutions.

For KKR, the transaction represents a major payday and another successful exit from its insurance portfolio. KKR and Canadian pension fund CDPQ originally agreed to acquire USI in 2017 for approximately $4.3 billion. KKR later invested an additional $1 billion in the company and eventually became its largest shareholder.

The sale demonstrates how dramatically USI expanded under private-equity ownership. According to reporting, USI's revenue nearly tripled during KKR's ownership, helping turn the brokerage into an increasingly valuable asset for the private-equity firm. KKR is expected to generate a multibillion-dollar gain from the transaction.

Aon plans to finance the acquisition with new debt, rather than issuing new shares. The company said it intends to prioritize paying down that debt and does not expect to resume share repurchases in the near term as it focuses on maintaining its credit ratings and managing leverage.

The transaction is expected to close during the fourth quarter of 2026, subject to regulatory approvals and other customary closing conditions. If completed, the acquisition will significantly reshape Aon's U.S. middle-market business and give the company a much larger platform from which to compete with other major insurance brokers. For KKR, meanwhile, the USI sale represents another major monetization event and a substantial return on one of its longstanding investments.