Baldwin Insurance Group Files 8-K Announcing Preliminary Q3 2026 Results and Go-Private Merger

The Baldwin Insurance Group, Inc. (NASDAQ: BWIN) filed a Current Report on Form 8-K on October 27, 2026, disclosing preliminary financial results for the third quarter ended September 30, 2026. The company also announced a definitive merger agreement to be acquired in an all-cash transaction.

According to the filing, Baldwin reported total revenue of $480.3 million for the third quarter of 2026, representing a 31% increase compared to the prior-year period of $365.4 million. The company noted organic revenue growth of 6% year-over-year. The preliminary results also showed a GAAP net loss of $81.6 million, with a net loss margin of 17%.

Despite the net loss, the company highlighted growth in adjusted operating metrics. Adjusted EBITDA increased 47% year-over-year to $106.9 million, with an adjusted EBITDA margin of 22.2%. This margin represents an expansion of 240 basis points compared to the prior-year period. Additionally, net cash provided by operating activities was $54.2 million, and adjusted free cash flow increased 33% year-over-year to $55.6 million.

The filing also details a proposed merger agreement executed on September 14, 2026. An investor group led by Sequence Holdings and DFO Management, LLC has agreed to acquire Baldwin in an all-cash take-private transaction. Under the terms of the agreement, Baldwin's stockholders will receive $32.50 per share. The transaction is expected to close during the first quarter of 2027, subject to shareholder and regulatory approvals. Upon completion, the company's common stock will cease trading on Nasdaq and the company will become privately held.

As of September 30, 2026, Baldwin reported cash and cash equivalents of $188.6 million and total debt of $2.465 billion. The company also had $289.1 million of borrowing capacity remaining under its revolving credit facility.

The financial results presented in the filing are preliminary, have not been audited, and are subject to change upon the completion of the company's financial statement close process. Baldwin stated that actual results will be released and filed in connection with its Form 10-Q for the quarter ended September 30, 2026.