Holland & Knight Advises Brown & Brown on $8.5 Billion in Offerings to Finance Acquisition of Accession

ORLANDO, Florida (June 25, 2025) – Holland & Knight advised Brown & Brown Inc. (NYSE: BRO) in connection with two public offerings, the proceeds from which will be used to finance its $9.8 billion acquisition of RSC Topco Inc., the holding company for Accession Risk Management Group Inc., the ninth largest privately held insurance brokerage in the U.S. The debt and equity capital markets offerings closed in June and totaled approximately $8.5 billion. The acquisition is expected to close in the third quarter of 2025, subject to customary closing conditions and regulatory approvals.

With help from Holland & Knight attorneys, on June 12, Brown & Brown issued approximately $4.3 billion in new shares of common stock priced at $102.00 per share. J.P. Morgan and BofA Securities acted as lead bookrunning managers of the offering.

Brown & Brown followed the equity issuance with a public offering of senior notes, raising additional proceeds of approximately $4.2 billion. BofA Securities and J.P. Morgan Securities LLC acted as co-lead underwriters on the transaction. The notes offering priced on June 11 and closed on June 23.

Headquartered in Daytona Beach, Florida, Brown & Brown is a leading insurance brokerage firm with a global presence spanning more than 500 locations and a team of more than 17,000 professionals.

Holland & Knight's representation of Brown & Brown was led by Partners Tom McAleavey and Ivan Colao, Senior Counsel Kristin Padgett and Associate Dayle Lower (Capital Markets). They were assisted by Partners Kendall Wilson and Alyse Latour and Associates Elliott Blue, Craig Johnson, Jordan Castroverde and Kendall Smith (Capital Markets); and Partner Shannon Goff Kukulka (Employee Compensation & Benefits).