BRP Group, Inc. (“BRP Group” or the “Company”) (NASDAQ: BRP), an
independent insurance distribution firm, today announced the
proposed underwritten offering of 8,000,000 shares of its Class A
common stock. The Company also intends to grant the underwriters a
30 day option to purchase up to 1,200,000 additional shares of its
Class A common stock.
In addition, BRP Group announced that it
continues to have a strong Partnership pipeline and currently
expects to close Partner acquisitions generating total acquired
revenue of approximately $175 million to $200 million in
2021, with all remaining 2021 Partnerships closing in the fourth
quarter of 2021, and approximately $100 million to $150 million in
2022, with 2022 acquired revenue being split among fiscal quarters
in a similar proportion as 2021 acquired revenue. “Acquired
revenue” is calculated as revenue attributable to acquired
businesses for the most recent 12-month period prior to acquisition
evaluated based on quality of earnings reviews.
BRP Group also announced that as of September
13, 2021, “MGA of the Future” policies in force have grown to
652,666 from 605,295 as of June 30, 2021.
BRP Group intends to use 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 Group as
follows: (i) to pay fees and expenses in connection with the
offering and (ii) for working capital and other general corporate
purposes, including to fund cash payments to be made upon the
closing of previously announced Partner acquisitions, Partnership
opportunities that BRP Group is considering and future Partnership
opportunities.
J.P. Morgan, Wells Fargo Securities, BofA
Securities, Morgan Stanley, Jefferies and William Blair are acting
as joint book-running managers and Keefe, Bruyette & Woods, A
Stifel Company, Raymond James, Capital One Securities and Dowling
& Partners Securities LLC are acting as co-managers for the
offering.
BRP Group 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, the preliminary prospectus supplement
relating to this offering and other documents BRP Group has filed
with the SEC for more complete information about BRP Group 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; 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
BofA Securities, Inc., 200 North College Street, 3rd Floor,
Charlotte, NC 28255-0001, Attn: Prospectus Department, or by email
at dg.prospectus_requests@bofa.com.
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 700,000 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
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 the offering, BRP Group’s
Partnership pipeline and acquired revenue. 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, 2020 and
the preliminary prospectus supplement related to the offering, and
in 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 factors relevant to this offering and
BRP Group’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 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 RELATIONS
Bonnie Bishop, Executive DirectorBaldwin Risk Partners(813)
259-8032 | IR@baldwinriskpartners.com
PRESS
Rachel DeAngelo, Communications ManagerBaldwin Risk
Partners(813) 387-6842 | rdeangelo@baldwinriskpartners.com
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