BRP Group, Inc. (“BRP Group” or the “Company”) (NASDAQ: BRP), a
rapidly growing independent insurance distribution firm delivering
tailored insurance solutions, today announced that Baldwin Krystyn
Sherman Partners, LLC (“BKS Partners”), the middle-market
subsidiary of BRP Group, has entered into an agreement to acquire
all of the outstanding equity interests of Insgroup, Inc.
(“Insgroup”), a Houston, Texas based provider of commercial P&C
insurance, employee benefits, private risk services and surety to
middle-market companies and individuals. With annual revenues of
approximately $38.5 1 million, Insgroup (#87 in Business
Insurance’s “Top 100” list of largest U.S. brokers) represents the
largest new Partnership in BRP Group’s history. Insgroup President
and Chief Executive Officer Brian Kapiloff will serve as a Regional
President within BRP Group’s middle market operating group.
With a strong track record of growth, including
increasing 2019 revenue by 31%2 versus 2018, Insgroup brings to BRP
Group approximately 160 colleagues across 4 offices in Houston,
Dallas, Addison and Austin. Insgroup provides risk solutions to
clients across a broad range of industries, with particular
strengths in Real Estate, Manufacturing, Financial Services,
Construction and Development and Professional and Industrial
Services.
The Partnership, BRP Group’s nomenclature for a
strategic acquisition, is expected to close November 30, 2020,
subject to certain closing conditions. BRP Group expects to fund
the cash consideration payable at the closing from a portion of the
net proceeds of BRP Group’s recently completed Term Loan B loan
facility.
“Insgroup is the epitome of the type of firm we
seek to partner with, featuring a history of growth and an
exceptional group of talent led by an accomplished management team
buying into BRP Group’s long-term vision. We are particularly
excited about the platform they bring in Texas, a large and growing
market,” said Trevor Baldwin, CEO of BRP Group. “Brian and his team
have fostered a dynamic and client-centric culture that is clearly
aligned with what we are building at BRP Group, and we are thrilled
to welcome the Insgroup team to the BRP family.”
“Joining BRP Group is an ideal fit for us in
terms of our shared culture and vision – we are prioritizing our
clients and colleagues and enhancing our ability to grow
organically over the long term. This is the natural next step for
our stakeholders and it aligns us with a partner who shares and
supports our ambitious goals,” said Mr. Kapiloff, who was also
recently named a finalist for the Houston Business Journal’s “Most
Admired CEO” award. “We are excited about the opportunity to
meaningfully contribute to BRP Group’s growth trajectory, and to
leverage the incremental resources and expertise BRP Group brings
to bear to best serve our clients.”
“We are incredibly excited to add Insgroup to
the BRP Group platform, and continue to have a robust Partnership
pipeline that we intend to execute on in the near term,” said Kris
Wiebeck, Chief Financial Officer of BRP Group.
MarshBerry acted as exclusive financial advisor
to Insgroup in the transaction.
WEBCAST AND CONFERENCE CALL
INFORMATION
BRP Group will host a webcast and conference
call to discuss the Insgroup acquisition on Friday, November 6,
2020 at 8:30 AM ET. A live webcast and a slide presentation will be
available on BRP Group’s investor relations website at
ir.baldwinriskpartners.com. The dial-in number for the conference
call is (855) 327-6837 (toll-free) or (631) 891-4304
(international). Please dial the number 10 minutes prior to the
scheduled start time.
A replay will be available following the end of
the call through Friday, November 20, 2020, by telephone at (844)
512-2921 (toll-free) or (412) 317-6671 (international), passcode
10011786. A webcast replay of the call will be available at
ir.baldwinriskpartners.com for one year following the
call.
ABOUT BRP GROUP, INC.
BRP Group, Inc. (NASDAQ: BRP) is a rapidly
growing independent insurance distribution firm delivering tailored
insurance and risk management insights and solutions that give our
clients the peace of mind to pursue their purpose, passion and
dreams. We are innovating the industry by taking a holistic and
tailored approach to risk management, insurance and employee
benefits, and support our clients, Colleagues, Insurance Company
Partners and communities through the deployment of vanguard
resources and capital to drive our growth. BRP represents over
500,000 clients across the United States and internationally. For
more information, please visit www.baldwinriskpartners.com. Learn
more about BKS-Partners at www.bks-partners.com.
ABOUT
INSGROUP, INC.
Insgroup, Inc. was founded in Houston, Texas, by
a group of entrepreneurs committed to providing the security
necessary for business owners and individuals to pursue their
dreams. Insgroup is the largest
closely-held insurance brokerage firm in
Texas with approximately 160 colleagues in Houston, Dallas,
Addison and Austin. With expertise in Property & Casualty
Brokerage, Employee Benefit Consulting, Private Risk Services, and
Surety, Insgroup serves clients nationwide and
partners with premier national, regional and specialty
insurance carriers across the United States. For more
information, visit www.insgroup.net.
NOTE REGARDING FORWARD-LOOKING
STATEMENTS
This press release may contain various
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995, which represent BRP
Group’s expectations or beliefs concerning future events.
Forward-looking statements are statements other than historical
facts and may include statements that address future operating,
financial or business performance or BRP Group’s strategies or
expectations, including those about this Partnership. In some
cases, you can identify these statements by forward-looking words
such as “may”, “might”, “will”, “should”, “expects”, “plans”,
“anticipates”, “believes”, “estimates”, “predicts”, “projects”,
“potential”, “outlook” or “continue”, or the negative of these
terms or other comparable terminology. Forward-looking statements
are based on management’s current expectations and beliefs and
involve significant risks and uncertainties that could cause actual
results, developments and business decisions to differ materially
from those contemplated by these statements.
Factors that could cause actual results or
performance to differ from the expectations expressed or implied in
such forward-looking statements include, but are not limited to,
those described under the caption “Risk Factors” in BRP Group’s
Annual Report on Form 10-K for the year ended December 31,
2019, BRP Group’s Quarterly Reports on Form 10-Q for the three
months ended March 31, 2020 and for the three months ended June 30,
2020 and BRP Group’s other filings with the SEC, which are
available free of charge on the Securities and Exchange
Commission's website at: www.sec.gov, including those risks and
other factors relevant to BRP Group’s completion and integration of
this Partnership, matters assessed in BRP Group’s due diligence,
the occurrence of any event, change or other circumstances that
could give rise to the termination of the definitive agreements,
the risk that necessary regulatory approvals may not be obtained or
may be obtained subject to conditions that are not anticipated, the
risk that this Partnership will not be consummated in a timely
manner, risks related to the disruption of management time from
ongoing business operations due to this Partnership, the business,
financial condition and results of operations of BRP Group or this
Partner, or both, and factors related to the potential effects of
the COVID-19 pandemic on BRP Group’s business, financial condition
and results of operations. Should one or more of these
risks or uncertainties materialize, or should underlying
assumptions prove incorrect, actual results may vary materially
from those indicated. All forward-looking statements and all
subsequent written and oral forward-looking statements attributable
to BRP Group or to persons acting on behalf of BRP Group are
expressly qualified in their entirety by reference to these risks
and uncertainties. You should not place undue reliance on
forward-looking statements. Forward-looking statements speak only
as of the date they are made, and BRP Group does not undertake any
obligation to update them in light of new information, future
developments or otherwise, except as may be required under
applicable law.
CONTACTS
INVESTOR RELATIONSInvestor
Relations(813) 259-8032 | IR@baldwinriskpartners.com
PRESSRachel Carr, Marketing
DirectorBaldwin Risk Partners(813) 418-5166 |
Rachel.Carr@baldwinriskpartners.com
1 Calculated as revenue attributable to acquired business for
the most recent twelve-month period prior to acquisition by BRP
Group based on Quality of Earnings Review. Excludes any unowned
acquired revenue from acquisitions made by such acquired business
in the last twelve months prior to the acquisition. 2 Based on
Quality of Earnings Review.3 Represents the aggregate revenues of
Partners acquired during 2020, for the most recent trailing
twelve-month period prior to acquisition by BRP Group, in each
case, at the time the due diligence was concluded based on a
quality of earnings review and not an audit.
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