Ryan Specialty, LLC Upsizes and Prices $600 Million of Senior Secured Notes
2024年12月3日 - 7:03AM
ビジネスワイヤ(英語)
Ryan Specialty Holdings, Inc. (NYSE: RYAN) (“Ryan Specialty”), a
leading international specialty insurance services firm, today
announced that Ryan Specialty, LLC (the “Company”), an indirect
subsidiary of Ryan Specialty, priced an offering of $600 million
aggregate principal amount of additional 5.875% senior secured
notes due 2032 in a private offering (the “New 2032 Notes”), which
represents an increase of $100 million from the previously
announced aggregate offering size. The New 2032 Notes will be
issued as additional notes under the indenture governing the
outstanding $600 million in aggregate principal amount of the
Company’s 5.875% senior secured notes due 2032 issued on September
19, 2024 (the “Existing 2032 Notes”). The New 2032 Notes were
priced at 99.500% of par. The sale of the New 2032 Notes is
expected to be completed on December 9, 2024, subject to customary
closing conditions.
The Existing 2032 Notes are, and the New 2032 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 $400
million in aggregate principal amount of 4.375% Senior Secured
Notes due 2030 (the “Existing 2030 Notes”) and its credit
agreement. The Existing 2030 Notes and Existing 2032 Notes are not,
and the New 2032 Notes will not be, guaranteed by Ryan Specialty.
Subject to certain exceptions, the Existing 2032 Notes are, and the
New 2032 Notes will be, secured on a first-lien basis by
substantially all of the assets that secure the Company’s Existing
2030 Notes and its obligations under the credit agreement,
including the obligations relating to the revolving credit facility
under the credit agreement. The Company will use the net proceeds
from this offering for future acquisition opportunities and
investments consistent with its acquisition strategy and for
general corporate purposes, and to pay fees and expenses related to
this offering. As the Company seeks to execute on its acquisition
strategy and effectively manage its capital, the Company may use
some of the net proceeds from this offering to temporarily repay up
to $400.0 million of outstanding borrowings under its revolving
credit facility that were used to fund a portion of the $450.0
million acquisition of Innovisk Capital Partners on November 4,
2024.
The Existing 2030 Notes and Existing 2032 Notes are not, and the
New 2032 Notes will not be, registered under the Securities Act of
1933, as amended (the “Securities Act”), or the securities laws of
any other jurisdiction, and will not be offered or sold in the
United States or to U.S. persons absent registration or an
applicable exemption from the registration requirements. The
offering of the New 2032 Notes will be made only to persons
reasonably believed to be qualified institutional buyers in
accordance with Rule 144A under the Securities Act and to non-U.S.
persons in accordance with Regulation S under the Securities
Act.
This press release is issued pursuant to Rule 135c of the
Securities Act and does not constitute an offer to sell, or a
solicitation of an offer to buy, any security. No offer,
solicitation, or sale will be made in any jurisdiction in which
such offer, solicitation, or sale would be unlawful. Offers of the
New 2032 Notes will be made only by means of a private offering
memorandum.
About Ryan Specialty
Founded in 2010, Ryan Specialty (NYSE: RYAN) is a leading
international specialty insurance services firm 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. Ryan Specialty’s 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/20241202899061/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
Ryan Specialty (NYSE:RYAN)
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Ryan Specialty (NYSE:RYAN)
過去 株価チャート
から 1 2024 まで 1 2025