Before The Baldwin Group’s take-private transaction closes, it has already cost the company $21 million. That figure sits in the reconciliation table of Baldwin’s preliminary third-quarter results, excluded from adjusted earnings. It is one of the more telling details in numbers that look very different depending on which line you read.
Total revenue for the three months ended September 30 came in at $480.3 million, up 31 percent from $365.4 million a year earlier. Adjusted EBITDA grew 47 percent to $106.9 million. The GAAP net loss, however, widened from $30.2 million in Q3 2025 to $81.6 million. Baldwin noted the results are preliminary and subject to change when the Form 10-Q is filed. Rising interest costs, a near-doubling of amortization expense tied to the CAC acquisition, and those $21 million in go-private costs all drove that widening.
The deal behind the charge is Baldwin’s planned acquisition by Sequence Holdings and DFO Management, the family investment office of Michael Dell. Announced in September 2026, the all-cash transaction values Baldwin at approximately $7.7 billion. Shareholders are set to receive $32.50 per share, an 88 percent premium to Baldwin’s unaffected closing price on June 17, the day before reports of a take-private transaction surfaced.
Beneath the headline revenue figure, the growth picture is more measured. Organic revenue, which strips out the first 12 months of commissions from newly acquired partners, grew 6 percent year over year in the quarter. For the nine-month period, though, organic growth slowed to 3 percent against 9 percent over the same stretch in 2025. Of the $475.5 million in commissions and fees Baldwin recorded in Q3, $91.7 million came from partners still within their first 12 months of ownership. The 31 percent top-line growth is largely an acquisition story.
That distinction carries weight in a market where Baldwin competes for clients and talent against larger peers. Brown & Brown reported an adjusted EBITDAC margin of 34.6 percent in Q3 2026, a metric that is not directly comparable to Baldwin’s adjusted EBITDA but signals the gap between Baldwin’s current profitability and the broader broker peer group. Gallagher’s brokerage segment reported an adjusted EBITDAC margin of 33.3 percent in Q2 2026, its most recent available quarter at the time of writing.
Baldwin’s adjusted EBITDA margin of 22.2 percent is improving, and its 3B/30 Catalyst Program targets $3 billion in revenue by 2030 and a 30 percent adjusted EBITDA margin. Transformation costs for the program totalled $2.9 million in the quarter and $12.4 million across the first nine months. The program’s $40 million run-rate savings target is not expected to be reached until 2028.
The go-private rationale becomes clearer against Baldwin’s balance sheet. Net interest expense ran at $43.6 million in Q3, up from $32 million a year earlier, and $129 million across the nine-month period. Total debt stood at $2.465 billion at September 30. That is the weight of an acquisition-led growth model, and it does not disappear when Baldwin leaves the public markets.
What private ownership removes is quarterly earnings scrutiny. Sequence and DFO have pitched the transaction as providing long-duration capital and accelerated AI investment. In the deal announcement, Trevor Baldwin called it “frontier AI execution.”
The Catalyst Program’s AI component has already raised Baldwin’s direct-bill reconciliation rate, cutting the associated internal labor cost from $1.2 million to $400,000, according to the company’s Q2 2026 earnings call. The CAC acquisition, completed on January 1, also shifted Baldwin toward specialty lines. Its effect on near-term organic growth was detailed in the firm’s Q2 2026 results.
Cash and cash equivalents were $188.6 million as of September 30, with $289.1 million remaining under its revolving credit facility. Private ownership won’t reduce that debt load, but it does remove the quarterly pressure to explain it, and gives Sequence and DFO the runway to invest in AI and acquisitions at a pace a public company with Baldwin’s leverage profile would struggle to justify to shareholders.
