M&A: Purchasing a Book of Business

Amidst a challenging economic landscape, purchasing a book of business from another agent can improve cash flow and accelerate growth significantly. It offers an agent immediate access to an established client base, massively boosting income for the agency and providing access to new markets. Here’s how to go about purchasing a book of business and options for financing.

 

How to Begin When Purchasing a Book of Business

When purchasing a book of business, it’s important to take a systematic approach to ensure a sound investment and maximize the benefits. Begin by clearly defining your goals, such as expanding your client base, entering new markets, increasing revenue, or adding new product lines.

Assess your financial situation to determine how much capital you can invest. Consider the need for financing and evaluate your creditworthiness. Make sure your agency has the necessary staff, technology, and systems to handle an influx of new clients, particularly if the book is large.

If you haven’t identified a specific agency yet, start by seeking out potential sellers. Leverage your professional network, including industry associations, local insurance groups, colleagues, and mentors, as many experienced agents nearing retirement may be looking to sell their book of business.

You can also explore working with brokers who specialize in buying and selling books of business. They can help connect you with potential sellers. Additionally, reaching out directly to agents who might be interested in selling is a proactive option. Networking is essential during this research phase.

 

How to Select a Book of Business

Start by identifying the types of clients you want to acquire, such as personal lines, commercial lines, or high-net-worth individuals. Ensure the book of business aligns with your expertise and business model. Consider whether you want to expand locally or venture into new regions, and decide which products and services—auto, life, health, or commercial insurance—you want the book to include.

Once potential opportunities arise, gather initial information on the book’s composition. Review the policies that make up the book, ensuring they align with your specialization and market focus.

Next, assess the relationships within the agency. Evaluate the seller’s client retention rate and their working relationship with carriers. High retention rates typically indicate a more stable and profitable book. Confirm that you can maintain carrier relationships post-purchase. Some carriers may require approval for the transfer.

Understanding the seller’s motivation for selling is also helpful. This can offer valuable insights into the book’s potential risks or opportunities. Review the revenue generated by the book, including commissions and fees, and determine its current profitability or areas for improvement.

After selecting the book of business to purchase, it’s time to determine its value.

 

How to Determine The Value of a Book of Business

The value of a book of business is typically calculated as 1x to 3x the annual commissions, though this can vary based on factors such as policy types, client retention rates, and overall profitability. Books with high-value clients—such as commercial accounts or high-net-worth individuals—often command higher valuations.

Also, consider the potential for future growth and cross-selling opportunities within the book. Evaluate whether there’s room to expand services or increase revenue. To ensure a fair valuation, compare the book you’re considering to similar ones recently sold in your market. Engaging a business appraiser with experience in insurance can provide additional clarity and accuracy in the valuation process.

 

How to Finance Buying a Book of Business 

There are several ways to finance the acquisition of another agent’s book of business. Here are four key options:

  • Self-Financing: If you have sufficient capital, paying cash is the simplest and most ideal option, allowing you to avoid debt and interest costs.
  • Seller Financing: Many sellers are open to financing a portion of the sale over time, which can help you spread the cost and reduce the need for upfront capital.
  • Bank Loans: Consider small business loans or work with lenders specializing in the insurance industry. These loans can be structured based on the book’s cash flow and profitability.
  • Third-Party Investors: Bringing in outside investors or partners can help finance the acquisition. Imperial PFS and Agile Cap are two we at ASNOA recommend and partner with.

 

Westfield Bank supports insurance agencies by offering customized financing options for mergers, acquisitions, and agency growth initiatives. Their dedicated Agency Banking program is designed to meet the unique needs of agents and brokers, with a focus on providing competitive loan structures. Whether an agency is looking to acquire a competitor or expand its footprint, Westfield Bank’s solutions are built to help them achieve their business goals while leveraging the agency’s cash flow and financial performance.

 

Live Oak Bank provides specialized financing solutions for insurance agencies seeking to expand through mergers and acquisitions. With a deep understanding of the insurance industry, they offer business loans tailored to help agents acquire other agencies, books of business, or even refinance existing debt. Their loan terms are flexible, and they focus on ensuring agencies can achieve long-term growth and sustainability without heavy reliance on physical collateral.

 

Agile Cap offers financing for agents and brokers looking to purchase another agency or acquire a book of business. They provide a range of loan types, allowing agencies to choose the financing solution that best fits their business goals. Their loan approvals are based on the strength of the agency’s cash flow and book of business, so don’t always require physical collateral.

 

How to Navigate Terms & Legal Agreements

Begin by negotiating a fair purchase price based on your valuation. You may want to propose performance-based payments, where a portion of the price is contingent on retaining a specified percentage of clients. Decide on the payment structure, whether a lump sum, installment payments, or an earn-out tied to client retention.

It’s important to include a non-compete agreement to prevent the seller from soliciting clients back or operating in the same market for a specified period. Additionally, establish a transition period during which the seller introduces you to key clients and ensures a smooth transfer of relationships.

Engage an attorney to review all legal documents, including contracts, client lists, and carrier agreements, to confirm the seller’s clear ownership of the book. Draft a comprehensive purchase agreement that outlines the terms, conditions, and contingencies, ensuring it includes provisions related to retention thresholds that could affect payment terms.

Lastly, consult with your state’s Department of Insurance to confirm compliance with all regulatory requirements for transferring a book of business.

 

How to Transition and Retain Clients

Develop a clear communication plan to introduce yourself to clients and reassure them of a seamless transition. Emphasize that their service and coverage will remain uninterrupted during the process. 

To maintain high client retention, focus on building strong relationships early on. Highlight the advantages of staying with your agency, whether through enhanced services, personalized attention, or additional product offerings.

Ongoing engagement and excellent customer service will help solidify their trust and loyalty moving forward.

 

Final Thoughts

Purchasing a book of business can be a strategic way for agents to expand their agency and boost revenue as they move into 2025. However, success depends on thorough planning and due diligence. The process involves navigating key steps shaped by current market trends, evolving regulations, and industry best practices. Be prepared to adapt to a shifting landscape, including changing client expectations, emerging technologies, and regulatory updates.

 

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