Tiptree Announces Proposed Initial Public Offering of The Fortegra Group, LLC
March 15 2021 - 4:45PM
Business Wire
Tiptree Inc. (“Tiptree”) (NASDAQ:TIPT) today announced that its
subsidiary The Fortegra Group, LLC (“Fortegra”) has publicly filed
a Registration Statement on Form S-1 (the “Registration Statement”)
with the Securities and Exchange Commission (the “SEC”) relating to
a proposed initial public offering. Fortegra represents Tiptree’s
insurance segment and includes Fortegra Financial Corporation and
the entities through which Smart AutoCare is operated. Fortegra
intends to list securities on the New York Stock Exchange under the
symbol “FRF”. The size of the proposed offering and price range for
the proposed offering have not yet been determined. Tiptree
believes there is substantial value in Fortegra that is not
currently reflected in Tiptree's stock price. The offering is a way
for Tiptree to unlock that value for Tiptree shareholders.
It is expected that the net proceeds from Fortegra’s initial
public offering will be used to execute its growth strategy, repay
a portion of Tiptree’s Fortress credit facility, which was entered
into in connection with the acquisition of Smart AutoCare, and for
working capital and general corporate purposes.
BofA Securities and Barclays are acting as joint lead
bookrunning managers for the offering.
The proposed offering will be made only by means of a
prospectus. Copies of the preliminary prospectus relating to the
offering may be obtained, when available, from: BofA Securities,
NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC
28255-0001, Attn: Prospectus Department, Email:
dg.prospectus_requests@bofa.com; and Barclays Capital Inc., c/o
Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood,
NY 11717 (or by email at barclaysprospectus@broadridge.com or
telephone at 1-888-603-5847).
The Registration Statement has been filed with the SEC but has
not yet become effective. The securities may not be sold nor may
offers to buy be accepted prior to the time the Registration
Statement becomes effective. The initial public offering is
expected to take place after the SEC completes its review process,
subject to market and other conditions.
This press release is being made pursuant to, and in accordance
with, Rule 134 under the Securities Act of 1933, as amended (the
“Securities Act”), and shall not constitute an offer to sell, or
the solicitation of an offer to buy, any securities. Any offers,
solicitations or offers to buy, or any sales of securities will be
made in accordance with the registration requirements of the
Securities Act.
Forward-Looking Statements
This release contains “forward-looking statements” within the
meaning of The Private Securities Litigation Reform Act of 1995
which involve risks, uncertainties and contingencies, many of which
are beyond Tiptree’s control, which may cause actual results,
performance, or achievements to differ materially from anticipated
results, performance, or achievements. All statements contained in
this release that are not clearly historical in nature are
forward-looking, and the words “proposed” and “expect” or similar
expressions are intended to identify forward-looking statements.
Such forward-looking statements include, but are not limited to,
statements relating to the proposed initial public offering,
including the size of such offering, the plan to list on the New
York Stock Exchange, the expected timing of such initial public
offering and the expected use of proceeds from such initial public
offering. The forward-looking statements are not guarantees of
future performance and are subject to risks, uncertainties and
other factors, many of which are beyond our control, are difficult
to predict and could cause actual results to differ materially from
those expressed or forecast in the forward-looking statements. Our
actual results could differ materially from those anticipated in
these forward-looking statements as a result of various factors,
including, but not limited to uncertainties related to market
conditions and the SEC’s review process, and other factors relating
to Fortegra’s business described in the section entitled “Risk
Factors” in the Registration Statement and in Tiptree’s Annual
Report on Form 10-K, and as described in Tiptree’s other filings
with the SEC. Readers are cautioned not to place undue reliance on
these forward-looking statements, which speak only as to the date
of this release. The factors described therein are not necessarily
all of the important factors that could cause actual results or
developments to differ materially from those expressed in any of
our forward-looking statements. Other unknown or unpredictable
factors also could affect our forward-looking statements.
Consequently, our actual performance could be materially different
from the results described or anticipated by our forward-looking
statements. Given these uncertainties, you should not place undue
reliance on these forward-looking statements. Except as required by
the federal securities laws, we undertake no obligation to update
any forward-looking statements.
About Tiptree
Tiptree Inc. (NASDAQ: TIPT) is a holding company that allocates
capital across a broad spectrum of businesses, assets and other
investments. Our principal operating business, Fortegra, is a
specialty insurance program underwriter and service provider, which
focuses on niche business lines and fee-oriented services. We also
allocate capital to a diverse group of select investments that we
refer to as Tiptree Capital. For more information, please visit
www.tiptreeinc.com
About The Fortegra Group
The Fortegra Group is a global specialty insurer. Fortegra and
its subsidiaries underwrite and administer a comprehensive and
diverse set of admitted and surplus insurance products and warranty
solutions across the United States and around the world. The
company holds an A.M. Best Financial Strength Rating of A-
(Excellent) Financial Category VIII.
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Tiptree Inc. Investor Relations, 212-446-1400
ir@tiptreeinc.com
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