The lesson we're learning as the U.S. public market shifts into its second quarter century is that growth is demanded. That's not new, but the pace of that demand is accelerating. Market cap movements have shifted to a point where the rearview mirror almost doesn't matter anymore. Earnings matter, but what matters far more is guidance. I don't blame Kevin Warsh for trying to pull back on forward guidance in Fed meetings and subsequent meeting notes, because markets salivate over guidance. And when guidance gets baked into stock pricing, things get conflated.

Why bring this up? To set the stage for why Aon bought USI. The short answer is they had to buy somebody big. They had to, because markets demand a big growth story, and USI gives Aon that narrative. It gives them something to say about what growth and earnings per share look like two, three, and five years from now.

The broker space isn't the tech space, not yet. But if you use the Magnificent Seven as an example of how the market moves now, look at SpaceX or Tesla. They aren't valued on today's earnings or next year's earnings. SpaceX appears to be valued on earnings 30, 40, even 50 years out. That's a sign of a bubble, but that's a separate conversation.

Aon likely benefits in the near term from this acquisition. But if you look out, which forward guidance dictates you do, that near-term benefit isn't so reassuring. As I noted in a LinkedIn post on 8/31, Aon and USI run on basically opposite producer compensation models. Aon pays base salary plus new business commission, roughly 25 percent, plus a small trailing renewal component. If you're a great producer with millions of dollars under management, the obvious question is why would anyone accept that. The answer is they wouldn't. Aon can run this model because they sell on brand, roughly 90 percent brand and maybe 10 percent producer effort. Most of their new business comes in through RFP and referral. They lean on the brand because they can. It's a machine built over decades of acquisition, to the point where they don't need producers, until they do.

Enter USI. Aon has basically maxed out its core market, the top echelon of clients in the Fortune 1000. They've tried for years to move down market, and for the exact reason laid out above on producer comp, they haven't been able to do it organically. So they've tried to buy their way in. First WTW, which failed. Then NFP, a partial failure because it's mostly benefits-driven. Now USI, a true middle market player.

In my opinion, this is a case where the sum of the parts is one plus one equals one half. That's a real problem for both sides. This is oil and vinegar, not compatible. One side relies heavily, almost entirely, on producers to generate business. The other doesn't rely on them at all. But integration means sharing resources.

Marsh did something similar with MMA in the early 2000s, with one important difference: they started small and built up slowly to their current scale, to the point where they eventually needed a rebrand because MMA had grown bigger than Marsh itself. Aon has gone about this the opposite way. USI is enormous. There's no subtlety here. This is a collision of comp models that will ultimately be difficult to reconcile.

Even though Aon doesn't rely heavily on producers, it still has them. USI has a lot of them. Together, their prospect lists are large, and with near certainty, there's significant overlap. That creates a mismatch problem. Aon benefits more, with a far smaller producer cost, by letting its own brand claim a prospect under the legacy comp model. But Aon lacks the producer talent to actually close and manage that middle market account. So the USI producer has the inside track on getting the deal done, but has to borrow Aon's resources and cross into Aon's legacy prospect list to do it. That's a recipe for a kind of friction that's fairly asymmetric compared to what we've seen in other broker mergers.

Analysts are calling this accretive and expect it to lift earnings per share. I think it's more likely to dilute both brands over time, and that dilution will show up as churn in USI's producer force, which is the actual engine behind USI's growth.

March and April brought the average multiple down significantly, driven by geopolitical issues (war and tariffs), along with fuel and inflation concerns. On top of that, on February 9, 2026, two AI-powered insurance tools, one from Insurify and one from Tuio (a Spanish digital insurer powered by WaniWani's AI distribution technology), launched inside ChatGPT, giving OpenAI's roughly 800 million weekly users the ability to compare and buy auto and home insurance quotes directly inside the chat interface. That triggered a sharp drop in public broker stocks. Since then, markets have been uneasy about broker multiples and what exits look like going forward.

This deal changes that story for the positive, with a 5.9x revenue multiple and likely a 20x EBITDA multiple, possibly one of the largest transactions we've seen on a relative basis.

Opportunities will come out of this too, both for clients and for talent. This will cause producers and account teams to move, that always happens after a deal like this. This one might just be bigger than usual, for all the reasons above. It will also cause client movement, and client moves are often tied to team moves, but they're also tied to perception of change. And for the same reason that Aon and USI are very different employers, they're also very different styles of vendor to their clients.

Grab your popcorn and let's see what happens. Boring won't be in the cards.