Brookfield Wealth Solutions (BWS) said this morning that it planned to merge Just Group with its own UK insurance company Blumont, and that the two would operate under Just Group’s brand.
The Acquisition positions Just to maintain its offering in individual annuities while enhancing its ability to capitalise on evolving retirement trends, including the growing opportunities in defined contribution pensions, with £1.3 trillion in UK defined contribution assets projected across 14.9 million active savers by 2044.
The Combined UK Group, with the support of BWS’s balance sheet and expertise in individual annuities and wealth solutions, will be able to reinvest capital strategically in these key growth areas.
The company said it would pay 220p per share in cash, a 75 per cent premium to Just’s closing share price on Wednesday evening. Just Group’s board has recommended that shareholders accept the offer.
BWS has invested more than £60bn into the UK, its second largest investment market, including into Canary Wharf Group and Center Parcs.
The move is the latest in a series of take-private deals for UK-listed groups, which have fuelled concerns over the health of the London stock exchange.
The combined business would be run by Just Group’s current management, and headquartered in London, BWS said.
We are told that the combined UK group will look to build on Just’s strong offering in the UK pension risk transfer segment – a market BWS said currently holds over £1trn in assets and one it anticipates will see volumes of £40-50bn per annum in the coming years.
The firm said the acquisition also positions Just to maintain its offering in individual annuities while enhancing its ability to capitalise on evolving retirement trends – including the growing opportunities in defined contribution pensions. BWS said the combined UK group, with the support of BWS’s balance sheet and expertise in individual annuities and wealth solutions, would be able to reinvest capital strategically in these key growth areas.
BWS also said the combined business would benefit from the investment expertise and asset origination capabilities of Brookfield Asset Management – a manager which runs over $1trn (£760bn) of investments in infrastructure, renewables, real estate, private equity and credit worldwide.
This includes over £60bn of investment in the UK, including portfolio companies such as SGN, OnPath Energy, Canary Wharf Group, Center Parcs, PD Ports and Homeserve.
The acquisition of Just Group follows the launch of BWS’s business in the UK in March and the commencement of operations for Blumont Annuity later that month.
Just Group has secured several bulk annuity transactions in the last year including a £4m buy-in with the Apostolic Church Staff Pension Scheme, a £150m buy-in deal with the MGN Pension Scheme, which secured the benefits of 1,300 in-payment members, and a £120m deal with the South East Water scheme.
The deal is expected to complete during the first half of 2026.
Here is what Terry Pullinger says.
In response to the offer, John Hastings-Bass, Chair of Just Group plc said
“The Just Group Board welcomes Brookfield Wealth Solutions strategic plans for Just, which it believes will benefit existing and future customers, Just employees and the UK economy through investment in important productive assets.”
David Richardson, Group CEO of Just Group plc said;
“The proposed combination with Brookfield Wealth Solutions reflects the strength of the Just platform and the long-term value of the strategy we have delivered. BWS and the wider Brookfield Corporation’s scale, investment expertise and alignment with our purpose will enable Just to broaden its reach and enhance its offering, which will accelerate the fulfilment of our purpose to help more people achieve a better later life. I am really proud of what the Just team has accomplished and grateful for the valuable support our shareholders have shown us over the past years. We look forward to building on our successful growth strategy and strong culture as we enter this exciting next phase for Just.”
I wanted to reassure you that we remain very much in “business-as-usual” mode and you can rest assured that our focus remains entirely on providing our customers and your members, customers and clients with the same outstanding service as always.
Unfortunately, in these situations we are somewhat limited, for regulatory reasons, on what we can say during this period. I’ll provide further information when it becomes allowable to do so on the justgroupplc.co.uk website.
The loss of players from the UK stock exchange is sad but is a secondary matter. There is a colossal financial scandal playing out under plain sight.
The £2.4bn for Just, and the £5.6bn for PIC are clear demonstrations of the super profit in the Pension Insurance sector – these are super smart financiers and they’ll want their payback, plus some!
But remember that the reward or payback to the foreign shareholders for every penny of that £8bn of purchase price can only come from one source – from the excess from massively overfunded legacy UK DB schemes. Think about that for a moment..,
If there was any moral justice then that £8bn, or at least a lion’s share of it, could and should be used to provide better inflation protection to the DB pensions of the many thousands of mostly low paid UK pensioners, and / or to augment NOW those DB pensions. Aside from the moral case, addressing the cost of living crisis for pensioners, the multiplier effect from any current augmentation would provide a very significant fiscal boost.
It’s now more widely understood that for each £1bn of DB pensions that gets gobbled up by the Insurers, the excess funding and expected (very low risk) embedded profit is circa £200bn. Thats at least a 20% uplift that could and should be used to increase the pensions for many UK pensioners!
The previous opacity and financial wizardry around the insurer regime and its careful drip feeding of profit visibility over many years has been blown out of the water by these multi-£billion acquisitions – the Insurance sector is cashing in their £bn chips right now.
We have the tools and the knowledge about what is happening right under our noses, and really could do with a Regulatory regime (and a Minister) that finds its teeth to put member outcomes FIRST.
It’s really not that complicated – for each successive £1bn of fully funded DB scheme, should Policy be supporting that the surplus and expected excesses of +£200m goes to ‘the market’, or, the pensioners? It’s bizarre we’re even having this debate.
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Well said jnamdoc. And on top of that the UK tax payers have effectively contributed to this excess via corporate tax relief, only to see the excess embeeded in transactions flood overseas