BRP Group, Inc. Announces Pricing of Its Public Offering of Common Stock
September 14 2021 - 11:19PM
BRP Group, Inc. (“BRP Group” or the “Company”) (NASDAQ: BRP), an
independent insurance distribution firm, today announced the
pricing of its offering of 8,000,000 shares of its Class A common
stock at a price to the public of $30.50 per share. The
underwriters for the offering also have a 30-day option to purchase
up to 1,200,000 additional shares of the Company’s Class A
common stock. BRP Group’s Class A common stock trades on the Nasdaq
Global Select Market under the ticker symbol “BRP.” The offering is
expected to close on September 17, 2021, subject to customary
closing conditions.
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.
If the underwriters exercise their option to purchase additional
shares of Class A common stock, BRP Group intends to use the
additional net proceeds it receives to purchase additional newly
issued LLC Units from Baldwin Risk Partners, LLC. Baldwin Risk
Partners, LLC intends to use the proceeds from the sale of
additional LLC Units to BRP Group for the same purposes as stated
above.
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.
A registration statement (including a base prospectus) and a
preliminary prospectus supplement relating to these securities have
been filed with the Securities and Exchange Commission. The
registration statement became automatically effective upon filing.
The offering is being made only by means of a prospectus supplement
(including the accompanying base prospectus). A copy of the final
prospectus supplement, when available, may be obtained 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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