Charterhouse to exit Siaci Saint Honoré to OTPP et al.

Harriet Matthews
05 July 2021

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Charterhouse Capital Partners has entered into exclusive negotiations to sell its stake in France-headquartered B2B insurance broker Siaci Saint Honoré (SSH) to a consortium of investors led by Ontario Teachers' Pension Plan Board (OTPP).

The deal values SSH at more than €1.7bn, a source familiar with the situation told Unquote.

The consortium also comprises Burrus Group, which is the majority shareholder in Diot, a competitor of SSH. Following the deal, Burrus will hold the majority of share capital and voting rights in the group, according to the same statement.

Diot and SSH will merge to form a new insurance brokerage and consulting group that will have almost 5,000 employees and revenues of almost €700m, according to the same statement.

OTPP will take a 30% stake in the company and will be its largest institutional shareholder. BPI France will acquire a 10% stake, while Cathay Capital will acquire a 5% stake. Ardian will also hold an undisclosed stake in the new group, according to a statement.

French publication Les Echos first reported in December 2020 that Diot and SSH were in merger talks, noting that the group's combined value could have amounted to €2.4bn and that Burrus could hold a 35% stake in the combined entity.

Charterhouse acquired a majority stake in SSH in 2018. The GP had tracked the business for 18 months prior to investing, Charterhouse said in a statement. It invested via its 2015-vintage €2.3bn 10th fund. Unquote sister publication Debtwire reported at the time that the company was marketed based on EBITDA of €80m and could be valued at more than €1bn.

Ardian acquired a majority stake in SSH in 2015 via Ardian LBO Fund V, with Andera Partners retaining a 20% stake in the business. SSH was valued at €520m at the time, according to Unquote Data. Ardian retained a minority stake in the business following its majority acquisition by Charterhouse.

The GP supported both organic and inorganic growth during the investment period, with the company making eight add-ons in total, according to the same statement. In addition, the GP assisted with the recruitment of a CFO and invested in the company's IT systems to digitalise the business.

Company
Paris-headquartered Siaci Saint Honoré is a B2B insurance brokerage and consulting business. The company was founded in 1932. It has around 3,000 employees and posted revenues of €465m in 2020.

People
Charterhouse Capital Partners – Fabrice Georget (partner).
Siaci Saint Honoré – Pierre Donnersberg (chairperson).
Burrus Group – Christian Burrus (founder).
Ontario Teachers' Pension Plan Board – Nick Jansa (senior managing director, EMEA).

Advisers
Vendor – Rothschild (corporate finance); Freshfields Bruckhaus Deringer (legal); Boston Consulting Group (commercial due diligence); Eight Advisory (financial due diligence).