R&Q Insurance Holdings Ltd has entered into an agreement to sell Inceptum Insurance Company Limited, a UK domiciled, legacy general insurance company, regulated by the PRA and FCA, to Marco Capital Holdings Limited, a Malta-based legacy acquisition group, for $11.25 million, subject to regulatory approval.
The agreement represents the sale of 100% of the shares of Inceptum to Marco, alongside the novation of any related reinsurance arrangements with other R&Q entities (including AIEL). As of 31st December, 2023, Inceptum had estimated net assets of £19 million, but generated a loss of £2 million in the year.
R&Q will receive £11.25m for the sale of the shares in Inceptum, payable in cash. Inclusive of the impact of the novation of the reinsurance arrangements, the transaction is expected to generate approximately £13 million of liquidity for the firm.
The cash proceeds from the sale of the shares in Inceptum will be received on completion, anticipated to be Q3 2024.
Inceptum, previously traded as HSBC Insurance (UK) Limited until 2011, was a Motor and short-tail Personal Lines carrier which HSBC put into run-off in 2009. R&Q acquired Inceptum in 2020 as part of the Vibe Group of companies and subsequently transferred several portfolios via a UK Part VII into the carrier from R&Q Eta, QBE UK and BHP’s captive, WMG. Most of Inceptum’s claims portfolio is Motor (specifically PPOs) and UK Employers’ Liability.
Simon Minshall, Chief Executive Officer, Marco, commented: “Marco specialises in complex situations, and we are pleased to be of assistance to R&Q in simplifying their group structure.
“PPOs in particular are a class of claims where we have developed a specialisation and have acquired portfolios while Employers Liability is an area of technical excellence for our venture PoloPartners, and the transaction overall provides a good outcome for all stakeholders.”
This acquisition follows the application made by R&Q on 21st June, 2024, in the Bermuda Supreme Court, to appoint Joint Provisional Liquidators to oversee the liquidation and ultimately the winding up of the company.
R&Q anticipates that this process will result in the prompt closing of the sale of its program management business, Accredited, to funds advised by Onex Corporation, as stated in previous announcements, on which the transaction is conditional. The Board believes this will provide the best possible result in the given circumstances for the stakeholders.
The transaction also includes and is subject to the completion of certain reinsurance agreements, between R&Q entities, Accredited Insurance Europe Ltd, and R&Q Re (Bermuda) Ltd and Inceptum being novated to Marco Re Limited.
It has already received the necessary R&Q board approvals but is subject to change of control approval by the PRA and other regulatory approvals as required for the reinsurance agreements.
