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BRP Group, Inc. (NASDAQ: BRP) has successfully completed the acquisitions of Construction Risk Partners, LLC (CRP) and Wood Gutmann & Bogart Insurance Brokers (WGB). To incentivize new employees, BRP will issue restricted shares of Class A Common Stock as part of its Partnership Inducement Award Plan. A total of 256,751 shares will be granted to 77 employees from CRP, and 276,183 shares will go to 115 employees from WGB, with specific vesting terms. These acquisitions will support BRP's growth strategy and enhance its market position.
Positive
Successful acquisition of CRP and WGB enhances BRP Group's market position.
Issuing restricted shares incentivizes employee performance and retention.
Potential for revenue growth through expanded services and client base.
Negative
Upfront cash payments to CRP and WGB were reduced due to share grants, potentially affecting cash flow.
TAMPA, Fla.--(BUSINESS WIRE)--
BRP Group, Inc. (“BRP Group” or the “Company”) (NASDAQ: BRP), today announced that the Company, through certain of its indirect subsidiaries, completed the previously announced acquisitions of (i) Construction Risk Partners, LLC (operating as “CRP”) and (ii) Wood Gutmann & Bogart Insurance Brokers and certain of its affiliates and related entities (collectively, operating as “WGB”).
In connection with these Partnerships, BRP Group’s nomenclature for strategic acquisitions, BRP Group intends to issue to new employees restricted shares of the Company’s Class A Common Stock (“Class A Shares”) that the Compensation Committee of the Board of Directors of the Company previously approved (each, a “Grant”). The Grants will be issued pursuant to the Company’s Partnership Inducement Award Plan (the “Inducement Plan”) in accordance with the exemption provided by NASDAQ Listing Rule 5635(c)(4). The Grants will be formally issued on January 1, 2022.
The Compensation Committee approved the Grants to motivate and reward the recipients to perform at the highest levels and contribute significantly to the success of BRP Group and its affiliates. The previously announced upfront cash payments to CRP and WGB were reduced by the estimated value of the applicable Grants.
The below table summarizes the material terms of the Grants.
Partnership
Number of Grantees
Aggregate Shares Granted
Vesting Terms*
CRP
77
256,751
33% per year over 3 years
WGB
115
276,183
25% per year over 4 years or100% after 3 years
*Vesting is subject to continued employment through the applicable vesting date.
UPDATES TO INDUCEMENT GRANTS ANNOUNCED IN CONNECTION WITH ACQUISITION OF FOUNDER SHIELD
In connection with the previously announced acquisition of substantially all the assets of FounderShield LLC, AlphaRoot LLC, ReShield LLC and Scale Underwriting Services LLC (collectively, “Founder Shield”) by Millennial Specialty Insurance, LLC (“MSI,” also known as BRP Group’s “MGA of the Future”), an indirect subsidiary of BRP Group, it was announced on October 1, 2021 that grants (each, a “Founder Shield Grant”) for an aggregate of 98,335 restricted Class A Shares previously approved by the Compensation Committee of the Board of Directors of the Company would be issued to 50 new employees on October 1, 2021 under the Inducement Plan in accordance with the exemption provided by NASDAQ Listing Rule 5635(c)(4). The updated aggregate number of Class A Shares underlying the Founder Shield Grants was 98,299, and the number of employees receiving Founder Shield Grants was 49.
ABOUT BRP GROUP, INC.
BRP Group, Inc. (NASDAQ: BRP) is an independent insurance distribution firm delivering tailored insurance and risk management insights and solutions that give our clients the peace of mind to pursue their purpose, passion and dreams. We are innovating the industry by taking a holistic and tailored approach to risk management, insurance and employee benefits, and support our clients, Colleagues, Insurance Company Partners and communities through the deployment of vanguard resources and capital to drive our growth. BRP Group represents over 700,000 clients across the United States and internationally. For more information, please visit www.baldwinriskpartners.com.
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 these Partnerships. 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 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 risks and other factors relevant to BRP Group’s integration of these Partnerships, matters assessed in BRP Group’s due diligence, risks related to the disruption of management time from ongoing business operations due to these Partnerships, the business, financial condition and results of operations of BRP Group or these Partners, or both, and 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.
