The Baldwin Group announced that it has entered into a definitive agreement to be acquired by an entity formed by Sequence Holdings and DFO Management, the family investment office of Dell Technologies founder Michael Dell, in an all-cash transaction valued at approximately $7.7 billion. Upon completion, Baldwin will become a privately held company.
Under the terms of the agreement, Baldwin shareholders will receive $32.50 in cash for each share of common stock they own. The purchase price represents an approximately 88% premium to Baldwin’s unaffected closing price on June 17, 2026, the day before reports emerged that the company was evaluating a potential take-private transaction.
The approximately $7.7 billion enterprise value consists of an equity purchase price of roughly $4.6 billion and approximately $3.1 billion of net debt that will be assumed or refinanced as part of the transaction.
The valuation represents an implied multiple of approximately 20 times Baldwin’s trailing-12-month adjusted EBITDA of about $396 million.
Sequence Holdings is a permanent holding company focused on acquiring established businesses in the service economy and using technology to rebuild their operations, workflows, products and services. DFO Management provides long-duration investment capital on behalf of Michael Dell and his family.
The investors plan to combine Sequence’s engineering capabilities and technology expertise with DFO’s permanent-capital approach to support Baldwin’s next phase of growth.
A central component of the strategy will be accelerating Baldwin’s investments in artificial intelligence, technology and operational infrastructure. Management said the transaction will allow the company to move more quickly on technology initiatives while maintaining its broader strategy of building a diversified and vertically integrated insurance organization.
Baldwin also intends to preserve meaningful employee ownership following the transaction. Eligible colleagues who currently hold equity will have the opportunity to roll over a portion of their holdings into the privately held company, leaving employees with a significant minority equity position alongside Sequence and DFO.
The transaction will be completed through a newly formed merger subsidiary that will merge with Baldwin, with Baldwin surviving as a wholly owned subsidiary of the acquiring parent entity. The transaction is not subject to a financing condition.
Baldwin’s board of directors unanimously approved the transaction following the unanimous recommendation of a special committee composed of independent and disinterested directors. The special committee was advised by independent financial and legal advisors.
The companies expect the deal to close in the first quarter of 2027, subject to approval by Baldwin shareholders, required regulatory approvals and other customary closing conditions.
Once the transaction is completed, Baldwin’s common stock will no longer be listed on Nasdaq.
Baldwin sees the transaction as an opportunity to increase the pace of investment in technology and talent while continuing to pursue its existing insurance strategy. The company believes greater use of AI could improve client services while changing how employees perform day-to-day work.
Sequence, meanwhile, plans to apply its technology platform and engineering resources to help redesign workflows and services around newer technological capabilities.
DFO’s investment approach also differs from a conventional private equity fund structure. The family office invests with permanent capital rather than operating against a predetermined fund life or exit timetable, potentially giving Baldwin greater flexibility to pursue longer-term investments.
Baldwin is an independent insurance distribution company providing risk management, insurance and employee benefits services. The company serves more than three million clients in the United States and internationally.
Ardea Partners is serving as lead financial advisor to Baldwin, with MarshBerry also acting as financial advisor. Davis Polk & Wardwell is serving as legal advisor, while Troutman Pepper Locke is advising on insurance regulatory matters.
Perella Weinberg Partners is acting as independent financial advisor to the special committee, with Potter Anderson & Corroon serving as its independent legal advisor.
For Sequence and DFO, Piper Sandler is serving as lead financial advisor and Moelis is serving as sole capital markets advisor. Morgan Stanley, Barclays and Wells Fargo are also acting as financial advisors. Latham & Watkins is serving as legal counsel to Sequence, while Sullivan & Cromwell is representing DFO.
KEY QUOTES:
“This transaction allows us to deliver immediate value to shareholders while establishing a partnership with Sequence and DFO that will give Baldwin the long-duration capital and frontier AI execution to invest and move at the pace this moment demands. Our vision and strategy are not changing. We remain committed to building the most diversified, vertically integrated insurance firm of the future, the destination for our industry’s best professionals. What changes is the pace of our investments in talent and technology. Moving faster on AI sharpens what we deliver for clients and elevates the work our colleagues do every day. Foundationally important, our colleagues will remain owners of what we build together.”
Trevor Baldwin, Chief Executive Officer of The Baldwin Group
“Sequence brings leading engineering talent and patient capital to each of the businesses with which we partner in order to transform them into market leaders. With Baldwin, we look forward to working with the Company’s team to rebuild workflows, products, and services around what is now possible with technology, extending Baldwin’s lead as the insurance firm of the future.”
Michael J. Lee, Chief Executive Officer and Co-Founder of Sequence Holdings
“Baldwin has built something rare in insurance distribution: a genuine data and platform advantage, compounded over 15 years, led by a team with a clear and differentiated vision. DFO invests with the flexibility and patience of permanent capital, not as a fund working against a fixed exit clock. That structure enables DFO to back proven operators like Trevor and his team for the long term. I am excited that the DFO team is partnering with Sequence Holdings to support Baldwin’s next chapter with patient capital and engineering and operational expertise.”
Michael Dell, Founder, Chairman and CEO of Dell Technologies
