Ryan Specialty, LLC Upsizes and Prices $600 Million of Senior Secured Notes
2024年9月6日 - 5:31AM
ビジネスワイヤ(英語)
Ryan Specialty Holdings, Inc. (NYSE: RYAN) (“Ryan Specialty”), a
leading international specialty insurance firm, today announced
that Ryan Specialty, LLC (the “Company”), an indirect subsidiary of
Ryan Specialty, priced an offering of $600 million in aggregate
principal amount of its 5.875% Senior Secured Notes due 2032 (the
“Notes”) in a private offering, which represents an increase of
$100 million from the previously announced aggregate offering size.
The Notes were priced at 100% of par. The sale of the Notes is
expected to be completed on September 19, 2024, subject to
customary closing conditions.
The Notes will be jointly and severally, unconditionally
guaranteed on a senior secured basis by each of the Company’s
existing and future wholly owned subsidiaries that guarantee its
obligations under its credit agreement. The Notes will not be
guaranteed by Ryan Specialty. Subject to certain exceptions, the
Notes will be secured on a first-lien basis by substantially all of
the assets that secure the Company’s existing notes and its senior
secured term loan and senior secured revolving credit facility (the
“Revolving Credit Facility”). The Company will use the net proceeds
from this offering to repay a portion of the borrowings under the
Revolving Credit Facility that were used, together with cash on
hand, to fund the acquisition of US Assure Insurance Services of
Florida, Inc., and to pay fees and expenses related to this
offering.
The Notes are being offered to persons reasonably believed to be
qualified institutional buyers in accordance with Rule 144A under
the Securities Act of 1933, as amended (the “Securities Act”), and
to non-U.S. persons outside the United States pursuant to
Regulation S under the Securities Act.
The Notes have not been and will not be registered under the
Securities Act or any state or other jurisdiction’s securities
laws. Accordingly, the Notes may not be offered or sold in the
United States absent registration or an applicable exemption from
registration requirements under the Securities Act and any
applicable state or other jurisdiction’s securities laws.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy any securities nor shall there be
any sale of any 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 any such
jurisdiction.
About Ryan Specialty
Founded in 2010, Ryan Specialty (NYSE: RYAN) is a service
provider of specialty products and solutions for insurance brokers,
agents, and carriers. Ryan Specialty provides distribution,
underwriting, product development, administration, and risk
management services by acting as a wholesale broker and a managing
underwriter with delegated authority from insurance carriers. Our
mission is to provide industry-leading innovative specialty
insurance solutions for insurance brokers, agents, and
carriers.
Forward Looking Statements
All statements in this release that are not historical are
“forward-looking statements” within the meaning of the Private
Securities Litigation Reform Act of 1995 and involve substantial
risks and uncertainties. For example, all statements made
reflecting Ryan Specialty's current intentions, expectations or
beliefs regarding the proposed notes offering, including the use of
proceeds of the notes offering, are forward-looking statements.
Words such as “anticipate,” “estimate,” “expect,” “project,”
“plan,” “intend,” “believe,” “may,” “will,” “should,” “can have,”
“likely” and variations of such words and similar expressions are
intended to identify such forward-looking statements. All
forward-looking statements are subject to risks and uncertainties,
known and unknown, that may cause actual results to differ
materially from those that Ryan Specialty expected. Specific
factors that could cause such a difference include, but are not
limited to, those disclosed previously in Ryan Specialty’s filings
with the Securities and Exchange Commission.
Should one or more of these risks or uncertainties materialize,
or should underlying assumptions prove incorrect, actual results
may vary materially from those indicated or anticipated by such
forward-looking statements. Given these factors, as well as other
variables that may affect Ryan Specialty’s operating results, you
are cautioned not to place undue reliance on these forward-looking
statements, not to assume that past financial performance will be a
reliable indicator of future performance, and not to use historical
trends to anticipate results or trends in future periods. The
forward-looking statements included in this press release relate
only to events as of the date hereof. Ryan Specialty does not
undertake, and expressly disclaims, any duty or obligation to
update publicly any forward-looking statement after the date of
this release, whether as a result of new information, future
events, changes in assumptions, or otherwise.
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version on businesswire.com: https://www.businesswire.com/news/home/20240905463676/en/
Investor Relations Nicholas Mezick Director, Investor
Relations Ryan Specialty ir@ryanspecialty.com (312) 784-6152
Media Relations Alice Phillips Topping Chief Marketing
& Communications Officer Ryan Specialty
Alice.Topping@ryanspecialty.com (312) 635-5976
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