Clayton, Dubilier & Rice said June 9 it agreed to buy Tranzact. Financial terms weren’t announced. White Mountains Insurance Group, the seller, said in an SEC filing that the transaction is expected to increase its book value by about $85 million or 17 cents a share. Fort Lee, New Jersey-based Transact provides software and services for insurance marketing sales. The company employs about 1,100 people. SunTrust Robinson Humphrey Inc, SunTrust Bank, ING Capital LLC, Citizens Bank NA and Natixis, New York Branch are providing debt financing. Debevoise & Plimpton LLP acted as legal advisor to CD&R. Evercore Group LLC and Petsky Prunier LLC provided financial advice to Tranzact. Cravath, Swaine & Moore LLP acted as legal advisor to selling equity holders and Tranzact, while Lowenstein Sandler LLP acted as legal advisor to Tranzact management.
NEW YORK – June 9, 2016 – Clayton, Dubilier & Rice announced an agreement today under which CD&R-managed funds will acquire TRANZACT, the leading provider of comprehensive, direct-to-consumer sales and marketing solutions for leading insurance carriers in the United States. Terms of the transaction were not disclosed.
TRANZACT provides a turnkey, direct-to-consumer sales capability to insurance carriers. The company leverages and integrates sophisticated digital, data and direct marketing solutions that combined with licensed sales execution capabilities deliver new policy holders to carriers seeking to acquire and manage large numbers of customers in three primary insurance verticals: Health, Life, and P&C/Auto. TRANZACT markets these insurance products by dedicating professional licensed agents to each carrier’s brand and applying its proven marketing techniques, sales execution strategies, case management practices, data-driven analytics and compliance infrastructure. Its customers include the leading brands in the insurance industry. In addition the company licenses its proprietary technology to help its customers enhance their insurance marketing and sales operations.
“Our investment in TRANZACT represents a compelling opportunity to back a market leader with a talented management team, significant first-mover advantage, superior technology platform and unique competitive position,” said CD&R Partner David Wasserman. “We look forward to adding value through CD&R’s business-building skills, service sector experience and industry relationships to support TRANZACT’s impressive performance.”
“We are excited to partner with CD&R and leverage the Firm’s capabilities to execute our mission of helping blue chip consumer insurance brands grow quality direct-to-consumer business,” said David Graf, President and Chief Executive Officer of TRANZACT. “We expect to continue to build our service platform and create rewarding, new opportunities for our employees and business partners.”
“TRANZACT’s technology-enabled service model, supported by a highly knowledgeable sales organization, has proven to be uniquely successful in the direct-to-consumer insurance sales channel,” said CD&R Principal Stephen Shapiro. “We look forward to working with the TRANZACT team to build on this success.”
CD&R Partner Russ Fradin, former CEO of SunGard Data Systems, will join the TRANZACT Board of Directors as Chairman upon the close of the transaction, expected within the next 60 days.
In addition to CD&R-managed funds, SunTrust Robinson Humphrey, Inc., SunTrust Bank, ING Capital LLC, Citizens Bank, N.A., and Natixis, New York Branch have committed to provide debt financing for the transaction. Debevoise & Plimpton LLP acted as legal advisor to CD&R. Evercore Group L.L.C. served as lead financial advisor to TRANZACT with Petsky Prunier LLC acting as financial advisor. Cravath, Swaine & Moore LLP acted as legal advisor to selling equity holders and TRANZACT, and Lowenstein Sandler LLP acted as legal advisor to TRANZACT management.
About Clayton, Dubilier & Rice
Founded in 1978, Clayton, Dubilier & Rice is a private investment firm with a strategy predicated on producing financial returns by building stronger, more profitable businesses. Since inception, CD&R has managed the investment of $21 billion in 66 businesses representing a broad range of industries with an aggregate transaction value of approximately $100 billion. The Firm has offices in New York and London. For more information, visit www.cdr-inc.com.
Based in Fort Lee, NJ, TRANZACT is a market leader in providing end-to-end customer acquisition solutions to the insurance sector. TRANZACT leverages and integrates sophisticated digital, data and direct marketing solutions to deliver qualified leads, fully-provisioned sales and robust customer management systems to brands seeking to acquire and manage large numbers of customers. TRANZACT has approximately 1,100 employees, of which more than 700 are licensed insurance agents across the health, life, auto and home insurance segments. TRANZACT owns and operates several consumer-facing websites. For more information, visithttp://www.tranzact.net.