Acrisure, LLC (the "Company") and Acrisure Finance, Inc. (together with the Company, the "Issuers") announced today the pricing of $700 million aggregate principal amount of 4.250% senior secured notes due 2029 (the "notes"). The Issuers intend to use a portion of the net proceeds from the notes offering, together with a portion of the net proceeds from additional term loans in an aggregate principal amount of approximately $700 million, to fund the redemption of all of its outstanding 8.125% senior secured notes due 2024, including the payment of premiums and accrued interest to the redemption date. The Issuers expect to use any remaining net proceeds from the notes offering to fund future acquisitions and to pay related fees and expenses. This press release does not constitute a notice of redemption.
The notes are expected to be issued at an issue price of 100%, and will be guaranteed on a senior secured basis by Acrisure Intermediate, Inc., a Delaware corporation and direct parent company of the Company, and by each of the Company’s existing and future wholly-owned domestic restricted subsidiaries to the extent such subsidiary guarantees the Company’s senior secured credit facilities.
The notes offering is expected to close on February 16, 2021, subject to customary closing conditions.
The notes have not been and will not be registered under the U.S. Securities Act of 1933, as amended (the "Securities Act"), any state securities laws or the securities laws of any other jurisdiction, and may not be offered or sold in the United States absent registration or an applicable exemption from registration. Accordingly, the notes are being offered and sold only to persons reasonably believed to be qualified institutional buyers in accordance with Rule 144A under the Securities Act and outside the United States in reliance on Regulation S under the Securities Act.
This press release does not constitute an offer to sell, or the solicitation of an offer to buy, any security and shall not constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale would be unlawful.
Acrisure is a leading insurance broker in the United States and provides a broad array of insurance-related solutions, including commercial property and casualty, personal lines and employee benefits. Acrisure is the second largest independent P&C insurance broker in the U.S.
This press release contains "forward-looking statements" which are subject to certain risks, trends and uncertainties. In particular, statements made that are not historical facts may be forward-looking statements. Words such as "should," "may," "will," "anticipates," "expects," "intends," "plans," "believes," "seeks," "estimates," "contemplates" and similar expressions identify forward-looking statements. Such statements are not guarantees of future performance and are subject to risks and uncertainties that could cause actual results to differ materially from the results projected, expressed or implied by these forward-looking statements. Such forward-looking statements include statements regarding the intention to issue new notes and to use offering proceeds to repay outstanding debt. Such forward-looking statements speak only as of the date of this press release and the Company does not undertake any obligation to update any forward-looking statements.
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