Rivals lob competing bids of $5 a share to value Insignia at $3.35bn

The takeover tussle for Insignia has narrowed, with rivals Bain Capital and CC Capital lobbing $5-a-share bids to value the wealth manager at $3.35bn.

Insignia Financial chief executive Scott Hartley. Picture: Arsineh Houspian.

Rivals Bain Capital and CC Capital have pulled out in front in the bidding war for Insignia Financial, upping their offers to $5 a share for the wealth giant and leaving third contender Brookfield in the dust.

The intense tussle for Insignia, now entering its fourth month, also has fund managers mulling who might be the next takeover target as overseas private equity firms show their zeal for local wealth firms.

The revised bids for Insignia are a 9 per cent lift on the $4.60 a share last offered by the suitors in January and come after a period of limited due diligence. The price is a 25 per cent jump on the initial $4 a share lobbed by Bain in December that put Insignia into play and a 63 per cent premium to what it was trading at before it was fielding takeover offers.

At $5 a share — the price Insignia has previously indicated would bring it to the table — the ASX-listed wealth manager is valued at $3.35bn.

Insignia shares surged 12 per cent at the open to $4.77. Earlier this week the stock was trading at $3.98, its lowest point since early January.

As reported earlier by The Australian’s DataRoom, the third competitor, Brookfield, has bowed out, with the private equity giant reportedly not seeing enough value at the higher price. Even if its interest reignites, Brookfield is now at a disadvantage, with Bain and CC Capital granted exclusivity deeds by Insignia that will last four weeks.

Insignia on Friday said it would be in the best interests of shareholders for it to enter into separate exclusivity deeds with Bain and CC Capital “to further progress their respective proposals”.

The exclusivity terms, which include no talk and no due diligence restrictions in terms of other proposals, give Bain and CC Capital an advantage over any other bidders that might want to toss their hat in the ring.

The Insignia board will also provide both parties access to confirmatory due diligence that is expected to be completed within six weeks.

In the absence of a superior proposal, Insignia said it intends to recommend one of the offers but at this stage has shown no preference for one bidder over the other.

Among Insignia’s shareholders is John Wylie’s Tanarra Capital, which holds about 14 per cent of the company.

Ten Cap founder and Insignia shareholder Jun Bei Liu said $5 a share was a good deal. She does not expect offers to go much higher, if at all, following the exclusivity periods.

“Maybe there’s potential for a little bit more, but not significantly more. It’s because Insignia is such a big asset. They can’t just absorb it in a few years and there’s no private buyers for it. So they’ll need to float it again back to the market and if they overpay, then it’s very hard to make a return,” Ms Liu told The Australian.

Following speculation Bain may look to pull the business apart if it gets its deal over the line, Ms Liu said she thought this was unlikely.

“When you look at Bain’s assets, they don’t have anything like it. So I think they may leave this one to run as it is. But of course, there’s the cost front and targets they need to hit.”

The potential buyers will need Australian Prudential Regulatory Authority approval, at a time when the regulator is already on alert over superannuation trustees, given a suite of scandals in the sector in recent months.

Ms Liu expects Bain might have an advantage on the regulatory front since it owns a number of assets in the local market, unlike CC Capital.

Australian Eagle Asset Management senior portfolio manager Alan Kwan suggested the keen interest in Insignia from a number of overseas private equity players could see potential buyers run the ruler over wealth peer AMP.

“AMP’s market cap is roughly the same as Insignia’s and AMP has the bank as well. The funds under advice also aren’t that far apart either,” Mr Kwan said.

The lower Australian dollar, currently trading around US63c, made Australian acquisitions more attractive for overseas buyers, he said.

New York-based CC Capital, led by former Blackstone senior executive Chinh Chu, is going after Insignia more than three years after the PE firm bid for wealth manager MLC in 2020. MLC is now a subsidiary of Insignia, which plans to relaunch the MLC brand this year as part of its five-year strategy.

The Bain team, meanwhile, quietly drafted in former Insignia chief executive Renato Mota in an advisory capacity earlier in 2025 to assist in a tilt for the wealth company, alongside former MLC boss and ex-Perpetual CEO Geoff Lloyd, who is also working for the private equity firm.

Asked about their involvement, Insignia CEO Scott Hartley last month said: “I’m completely relaxed about both Geoff and Renato being involved in the process, I think that’s probably going to help Bain form an appropriate view.”

Insignia is being advised by Citigroup and Gresham Advisory Partners on financial matters related to its takeover defence, while King & Wood Mallesons has been engaged for legal advice.

Originally published as Rivals lob competing bids of $5 a share to value Insignia at $3.35bn