Warburg Pincus has signed an agreement to acquire a majority stake in Keystone Agency Partners, a US-based insurance distribution platform, marking a significant move in the sector’s ongoing consolidation trend. 

Existing shareholder Bain Capital will reinvest through Bain Capital Insurance and retain a minority stake in the business.

The transaction is expected to close in Q3 2025, pending regulatory approvals. Financial terms were not disclosed.

Founded in 1983 and launched as a platform by Bain Capital in 2020, Keystone has grown into a national retail broker and agency network. The group comprises 28 Platform Partners and over 350 independent agencies, representing more than $8bn in annual premium. Keystone was recently ranked the 31st largest insurance broker in the US by Business Insurance.

Patrick Kinney, CEO of Keystone, stated that the new partnership will accelerate the company’s growth and help support agencies across a rapidly evolving insurance landscape. “We’re excited to partner with Warburg Pincus, a firm with a proven track record of supporting growth-oriented companies,” he said.

Warburg Pincus, which manages over $87bn in assets, sees Keystone as a high-growth platform with the potential to expand its market leadership. “We have been impressed by Keystone’s model and its ability to empower both its Network and Platform Partners,” said Jeff Stein, Managing Director and Head of US Financial Services at Warburg Pincus.

Bain Capital, which will remain actively involved, highlighted Keystone’s strong management and differentiated approach. “The company’s substantial growth speaks to the strength of the management team and their deep commitment to delivering value to agency partners,” said Matt Popoli, Partner and Global Head of Bain Capital Insurance.

Advisors on the transaction include Barclays, Goldman Sachs, KBW, and Dowling Hales for Keystone, with legal counsel from Kirkland & Ellis. Jefferies advised Warburg Pincus, supported by Wachtell, Lipton, Rosen & Katz and Paul, Weiss on legal matters.

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