Scott Hartley

Bain Capital will get the same opportunity as CC Capital to do its own due diligence of Insignia Financial, after matching the bid made the rival private equity player. 

In an announcement to the ASX on Thursday morning, Insignia disclosed it has received a second revised indicative non-binding proposal from Bain at a share price of $4.60, matching CC Capital’s revised offer and valuing it just over $3 billion. 

Bain’s bid to acquire Insignia is its third since its first offer of $4 per share was rejected back in December last year. 

Similar to CC Capital, Bain have been permitted to do limited due diligence while the proposal is considered. 

In order to determine if Bain is able to formulate a further improved proposal from its previous offer, Insignia has given Bain a limited period of access to certain non-public information on a non-exclusive basis. 

“The provision of this information is subject to certain conditions, including the signing of an appropriate confidentiality and standstill agreement by Bain,” the Insignia announcement said. 

As with the previous offers, Insignia said there is no guarantee it will result in a binding offer.  

At the beginning of the year, New York-based CC Capital made a bid to acquire Insignia at a price of $4.30 per share, worth $2.9 billion. 

Following this offer, Bain came back with a revised proposal, not only matching the share price but also raising the possibility of allowing Insignia shareholders to remain invested in the company. 

Not to be deterred, CC Capital upped the ante with an offer of $4.60 cash per share, a 7 per cent premium on its previous bid. 

Whether it is Bain or CC Capital that ultimately purchases Insignia, the buyer will be acquiring a company whose funds under management and administration (FUMA) are currently at $326.8 billion. 

In a separate announcement hours later, Insignia posted its 2Q25 business update which revealed FUMA had increased by $7.2 billion (2.2 per cent) that quarter. 

Wrap funds under administration (FUA) increased 1.1 per cent ($1.1 billion) to $99.1 billion, over the previous quarter. Master trust FUA increased by $1.5 billion to $132.3 billion, and asset management funds under management (FUM) increased by $4.6 billion to $95.4 billion. 

The total net inflows for the quarter were $2.3 billion, driven by $564 million net inflows into the MLC Expand platform, $577 million net inflows into retail asset management and $2.0 billion institutional net inflows into asset management. 

The report also referenced the separation of MLC Wealth from big four bank NAB which it described as “a major step in Insignia Financial’s simplification programsince it acquired MLC in 2021. 

“Insignia Financial is no longer reliant on NAB systems and technology to service its customers, employers and advisers,” the firm said. 

The group had also previously announced it would move to an external administration service provider for the master trust at the tail end of 2024, redeploying 1300 employees in the process. 

Insignia chief executive Scott Hartley said Insignia’s initial agreement with SS&C Technologies was “to simplify and transform our Master Trust business to deliver meaningful scale benefits for members”. 

“This arrangement is a critical step in our 2030 strategy and to achieving our targeted net $200 [million] reduction in base [operational expenditure] by FY30.” 

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