RSA Insurance Group Limited signed an agreement to acquire Brokered commercial insurance business from Direct Line Insurance Group plc for £550 million on September 6, 2023. As per the terms of the transaction, the Initial consideration is of £520 million, and potential further consideration of up to £30 million, contingent upon certain earn-out provisions relating to the financial performance of the Brokered Commercial Insurance Business. As at June 30, 2023, the total assets of the Brokered Commercial Insurance Business were £8 million. Transaction is subject to regulatory, court, and Direct line shareholders approval. The Direct line Board unanimously recommends that Direct Line Group shareholders vote in favor of the Transaction at the Company's general meeting. Morgan Stanley & Co. International plc, RBC Europe Limited acted as financial adviosrs, Claire Coppel, David Broadley and Philip Jarvis of Allen & Overy LLP acted as a legal advisor to Direct Line Insurance Group plc. J.P. Morgan Securities plc acted as financial advisor for RSA Insurance Group Limited. Jon A. Hlafter, George D. Belcher, Robert A. Chaplin, Alex Jupp, Aurora Luoma, Simon Toms, Eve-Christie Vermynck of Skadden, Arps, Slate, Meagher & Flom LLP acted as legal advisor to Intact Financial Corporation and RSA Insurance Group Limited. As of October 19, 2023, RSA Insurance Group Limited nnounced today that all conditions related to their acquisition of Direct Line Insurance Group plc's brokered Commercial Lines operations have been fulfilled. The transaction is anticipated to close on October 26, upon payment of a £520 million cash consideration. Upon closing, substantially all of the future economics of Direct Line's brokered Commercial Lines portfolio will have been transferred to RSA effective October 1, 2023.

RSA Insurance Group Limited completed the acquisition of Brokered commercial insurance business from Direct Line Insurance Group plc on October 26, 2023.