Bermuda-based insurance company Brookfield Wealth Solutions (BWS) has agreed to acquire UK retirement product and annuity provider Just Group in a £2.4bn deal subject to regulatory approval.

The boards of the two companies have agreed the deal which will see Just merge with Blumont Annuity Company, a subsidiary of BWS, which recently received FCA approval to launch a new insurance company in the UK.

Just’s management team is expected to lead the combined group.

The deal will offer each Just shareholder 220 pence in cash per share, with the deal valuing Just Group at around £2.4bn. The offer has been recommended to shareholders by the Just board.

BWS was spun off from Brookfield Corporation in 2021 and runs a wealth solutions business focused on securing the financial futures of individuals and institutions through a range of "retirement services, wealth protection products and tailored capital solutions."

As at 30 June 2025, BWS has invested £9 billion into its insurance business and has over £105 billion of total assets.

BWS mainly operates in North America, particularly the US and Canada, as well as other jurisdictions but has been “strategically focused” on the UK market, it says, and recently announced the launch of its UK insurance operations through its wholly owned subsidiary, Blumont Annuity Company UK Ltd. This followed approval from the PRA and FCA.

Just's currently holds over £1 trillion in assets and anticipates volumes of £40bn-£50bn per annum in the coming years, according to the Stock Exchange announcement.

Sachin Shah, chief executive officer of BWS, said: "The acquisition of Just will accelerate our growth ambitions for the UK, a core region for us given its status as one of the world's pre-eminent pension markets combined with highly attractive investment opportunities.

“We look forward to supporting Just's growth in the UK, building on its commitment to providing financial certainty and excellent service to its policyholders. We own and operate insurance companies built for long-term success, supported by high quality assets and are committed to providing ironclad retirement security products."

John Hastings-Bass, chair of Just, said: "The Just board is pleased to recommend the acquisition by BWS, which delivers certain value for shareholders at an attractive cash premium. The acquisition reflects the strength of Just's business and the significant financial and strategic progress the Just management team, led by David Richardson, has delivered in recent years."

David Richardson, group CEO of Just, said: "The proposed combination with BWS reflects the strength of the Just platform and the long-term value of the strategy we have delivered. BWS and the wider Brookfield group'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."

• Financial Planning Today Analysis: A deal of this kind had been rumoured for some time but it still represents one of the largest retirement provider takeovers in the UK. The combined group will be an even bigger player in the UK annuity market and competitors will need to take notice and respond. Just Group has been a significant player in the annuity market for some time but this deal will give it access to much more capital and speed up its ambitions. The deal also marks, yet again, the continuing interest of major US private equity and financial firms in the UK market, seen as an attractive option globally. Many UK financial firms, of course, have invested in the US so the trade is both ways but certainly US interest in the UK appears to be on the rise.