BRP Group, Inc. (“BRP” or the “Company”) (NASDAQ: BRP) today
announced the proposed underwritten offering of shares of its Class
A common stock.
In addition, BRP also announced that it continues to have a
strong partnership pipeline and currently expects to close in 2021
Partner acquisitions generating total annualized revenue of
approximately $120 million to $150 million, approximately 90% of
which is anticipated to close in the second, third and fourth
quarters of 2021.
BRP intends to use a portion of the net proceeds from the sale
of the shares of Class A common stock offered in the offering to
purchase newly issued membership interests of Baldwin Risk
Partners, LLC (“LLC Units”) from its operating subsidiary Baldwin
Risk Partners, LLC. Baldwin Risk Partners, LLC intends to use the
proceeds from the sale of LLC Units to BRP as follows: (i) to pay
fees and expenses in connection with the offering and (ii) for
working capital and other general corporate purposes, including the
Partnership with Burnham Benefits Insurance Services, Inc., Burnham
Gibson Wealth Advisors, Inc. and Burnham Risk and Insurance
Solutions, LLC (collectively, “Burnham”) and other Partnership
opportunities that BRP is considering and future Partnership
opportunities.
BRP intends to use the remaining net proceeds from the sale of
the shares of Class A common stock offered in the offering to
purchase LLC Units from its founders and certain executive
officers.
J.P. Morgan, BofA Securities, Wells Fargo Securities, Morgan
Stanley, Jefferies and William Blair are acting as joint
book-running managers, and Keefe, Bruyette & Woods, A Stifel
Company, Raymond James, Dowling & Partners Securities LLC and
Capital One Securities are acting as co-managers for the
offering.
This press release shall not constitute an offer to sell or a
solicitation of an offer to buy, nor shall there be any offer or
sale of these securities in any state or jurisdiction in which such
offer, solicitation or sale would be unlawful prior to registration
or qualification under the securities laws of such state or
jurisdiction.
BRP has filed a registration statement (including a prospectus)
with the Securities and Exchange Commission (“SEC”) for the
offering to which this communication relates. Before you invest you
should read the prospectus in that registration statement and other
documents BRP has filed with the SEC for more complete information
about BRP and this offering. You may get these documents for free
by visiting EDGAR on the SEC website at www.sec.gov.
Alternatively, the issuer, any underwriter or any dealer
participating in the offering will arrange to send you the
preliminary prospectus supplement if you request it from: J.P.
Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155
Long Island Avenue, Edgewood, NY 11717, or by telephone at
1-866-803-9204 or by email at prospectus-eq_fi@jpmchase.com; BofA
Securities, NC1-004-03-43, 200 North College Street, 3rd floor,
Charlotte, NC 28255, Attn: Prospectus Department, or by email at
dg.prospectus_requests@bofa.com; Wells Fargo Securities, LLC, 500
West 33rd Street, New York, NY 10001, Attn: Equity Syndicate
Department, or by telephone at 1-800-326-5897 or by email at
cmclientsupport@wellsfargo.com; or Morgan Stanley & Co. LLC,
Attn: Prospectus Department, 180 Varick Street, Second Floor, New
York, NY 10014.
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. BRP represents over 500,000
clients across the United States and internationally.
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’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’s
strategies or expectations, including those about the offering. 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’s Annual Report on Form 10-K for
the year ended December 31, 2019, BRP’s Quarterly Report on Form
10-Q for the three months ended March 31, 2020 and the preliminary
prospectus supplement related to the offering, and in BRP’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 factors relevant to this offering and BRP’s Class A
common stock, debt obligations and related restrictions, liquidity,
Partnership pipeline and business, financial condition and results
of operations, as well as factors related to the potential effects
of the COVID-19 pandemic on our 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 or to persons acting
on behalf of BRP 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 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 RELATIONS
Investor Relations(813) 259-8032 |
IR@baldwinriskpartners.com
PRESS
Rachel Carr, Marketing DirectorBaldwin Risk Partners(813)
418-5166 | Rachel.Carr@baldwinriskpartners.com
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