UPDATE 4-Australia's Steadfast logs best day after US consortium tables $5.4 billion takeover bid

Steadfast agrees to confidentiality, exclusivity terms

Offer price implies 52% premium to Tuesday's close

Shares soar over 36% to A$5.38 in best session ever

Adds analyst quotes in paragraphs 4 and 10

By Sneha Kumar, Rajasik Mukherjee and Kumar Tanishk

- Australia's Steadfast SDF.AX said on Wednesday that Amwins Group and Dragoneer Investment had tabled a A$7.7 billion ($5.41 billion) buyout offer for the insurance broker, including debt, helping its shares log their best day ever.

Under the deal, the consortium has made an offer of A$6 per share, a premium of about 52% to Tuesday's close.

The tabled offer was also the third and highest bid after two earlier approaches at A$5.50 and A$5.83 per share that failed to seal the deal, the insurance broker said.

"The premium is solid, but necessary given that the stock has been sold off recently and hence may be considered opportunistic," said Romano Sala Tenna, portfolio manager at Katana Asset Management.

Following the completion of the deal, Amwins, a global speciality insurance distributor, would acquire Steadfast's underwriting agency business, while Dragoneer, an American investment firm, would take over the retail brokerage business.

Shares of Steadfast rose more than 36% to A$5.38, recouping their year-to-date loss of 25% and eking out a near 2% gain for 2026 so far.

Steadfast, which operates insurance broker and agency networks across Australia, New Zealand, Singapore, London and the U.S., said it was in the best interests of its shareholders to enter into the process deed with the consortium and also agreed to confidentiality and exclusivity terms to progress the proposal.

The board intends to recommend that shareholders vote in favour of the transaction, the company said, adding that it had decided to scrap the proposed minimum holding buyback announced May 12.

The buyout offer comes after a turbulent stretch for the company, whose shares tumbled more than 10% in two days after CEO and Managing Director Robert Kelly was temporarily removed last October during an external workplace complaint probe.

"The bid represents an attractive proposition for shareholders... it also alleviates concerns around leadership succession issues that are likely to arise over the next 24 months," said Emanuel Ajay Datt, managing director at fund manager Datt Capital.



($1 = 1.4243 Australian dollars)