Accelerant Agrees to Go Private With Thoma Bravo
The specialty-insurance exchange will be bought for $20.25 a share in an all-cash deal valued at more than $4 billion after second-quarter exchange written premium of $1.32 billion.
Accelerant Holdings (ARX), a data-driven specialty-insurance exchange, entered a definitive agreement to be acquired by Thoma Bravo in an all-cash transaction with an enterprise value of more than $4 billion, paying shareholders $20.25 a share.
The take-private deal is expected to close in the first half of 2027. It was announced alongside second-quarter results and prompted Accelerant to cancel its earnings call and withhold third-quarter and full-year 2026 guidance.
Exchange written premium was $1.32 billion in the three months ended June 30, 2026, up 23% from a year earlier. That growth rate was slower than the 16% year-over-year increase reported for the first quarter. The figure sat at the top of the $1.27 billion to $1.32 billion range the company had issued with first-quarter results. Trailing 12-month exchange written premium was $4.6 billion.
The mix of that premium continued to shift toward third-party insurers. Third-party direct written premium accounted for 47% of exchange written premium volume, compared with 41% in the first quarter. Accelerant direct written premium was 53% of the total. Members numbered 314. Net revenue retention was 111%.
Total revenues were $356.9 million. Operating revenues, which exclude net realized and unrealized investment gains, were $303.9 million. Adjusted EBITDA was $93.1 million, above the $60 million to $66 million second-quarter outlook issued in May. Adjusted EBITDA margin was 31%. Chief Financial Officer Linda S. Huber said fee-based operating revenue and adjusted EBITDA increased 56% and 91%, respectively, compared with the second quarter of 2025.
Net income was $80.0 million, or $0.36 a share, versus a net loss of $4.1 million in the first quarter. Adjusted net income was $70.0 million, or $0.32 a share. The company repurchased 4,725,968 Class A common shares for $66 million and said it had about $123 million of remaining authorization under its repurchase program.
Segment results for the quarter showed Exchange Services adjusted EBITDA of $74.0 million and MGA Operations adjusted EBITDA of $30.3 million. Underwriting contributed $1.9 million of adjusted EBITDA. Corporate and other was a $20.6 million drag. The gross loss ratio was 52.0%.
Chairman and Chief Executive Officer Jeff Radke said the company had delivered growth in exchange written premium, third-party premium and adjusted EBITDA, and that partnering with Thoma Bravo would further position the platform. He also said Accelerant introduced a front-door data AI agent called ARC, facilitated the formation of a new third-party insurance company, and announced enhanced partnership agreements with three existing Accelerant Risk Exchange insurers.
Under the agreement, Class A and Class B stockholders will receive $20.25 in cash, a 49% premium to the August 12, 2026 closing price. A special committee of independent directors unanimously recommended the deal, and the board unanimously approved it. Entities affiliated with Altamont Capital Partners, which hold about 82% of outstanding voting rights, have agreed to vote in favor. The transaction is not subject to a financing condition; Thoma Bravo has provided an equity commitment. If closing is delayed by certain insurance regulatory approvals, shareholders will receive a ticking fee accruing at 6% per annum for a period specified in the agreement.
Upon completion, Accelerant will become a private company and its shares will no longer trade on the New York Stock Exchange. Altamont and the founders intend to retain equity alongside Thoma Bravo, on terms to be finalized before closing.
Accelerant will not provide guidance for the third quarter of 2026 or the full year because of the pending transaction.