Baldwin Take-Private Deal Values Enterprise at About $7.7 Billion
Key Facts
Morgan Stanley has begun marketing debt financing tied to the acquisition of Baldwin, part of a deal the company announced in September to take it private. Baldwin’s statement valued the enterprise at about $7.7 billion, including about $4.6 billion for the equity purchase and about $3.1 billion in net debt to be assumed or refinanced. The financing is part of a larger transaction than the loan being marketed, while the statement did not specify how much debt would be assumed or refinanced. According to marketing details included in a correction to the information, the financing includes a term loan and a delayed-draw loan. Morgan Stanley shares closed at $185.73 on November 2, 2026, after closing at $184.30 on October 30.
Under the acquisition agreement, Baldwin shareholders will receive $32.50 in cash per share, a premium of about 88% to the unaffected closing price on June 17, 2026. The company’s statement valued the deal at about 20 times last 12 months’ adjusted earnings before interest, taxes, depreciation and amortization, which totaled about $396 million. These figures reflect the announced consideration for shareholders and the company’s valuation at the time of the agreement, while enterprise value comprises equity value and net debt. Baldwin said the deal is not subject to a financing condition. Its completion, however, depends on shareholder and regulatory approvals and the satisfaction of customary closing conditions.
Baldwin operates in insurance distribution and says it provides expertise and services in risk management, insurance and employee benefits. The company represents more than three million clients in the U.S. and internationally, according to its description in the deal announcement. In preliminary third-quarter 2026 results, Baldwin reported annual organic revenue growth of 6%, a GAAP net loss of $81.6 million, and a 47% increase in adjusted earnings before interest, taxes, depreciation and amortization to $106.9 million. The company said the results are preliminary and unaudited, based on its estimates before completion of the financial close. It said actual results will be published later in its quarterly report.
Baldwin had about $188.6 million in cash and cash equivalents on September 30, 2026, with $289.1 million in borrowing capacity available under its revolving credit facility. On the same date, the company’s total debt was $2.465 billion. These balances provide financial context for the deal, which includes net debt to be assumed or refinanced, though the results statement did not specify how that debt would be divided between the two options. As part of the transaction process, Baldwin filed a preliminary proxy statement with the U.S. Securities and Exchange Commission on October 15, 2026. The company expects to complete the deal during the first quarter of 2027, subject to shareholder and regulatory approvals and customary closing conditions; upon completion, the stock will be delisted from Nasdaq and Baldwin will become a private company.