CCC Intelligent Solutions Announces Pricing of Secondary Offering of 42 Million Shares of Common Stock, including Concurrent Common Stock Repurchase

Rhea-AI Summary

CCC Intelligent Solutions Holdings (NASDAQ: CCCS) has announced the pricing of a secondary offering of 42 million shares of common stock by affiliates of Advent International. The offering is expected to close around March 3, 2025.

The company will not receive any proceeds from the sale, as it consists entirely of shares sold by the Selling Stockholders. However, CCCS plans to repurchase 7 million shares from the underwriters at the offering price using cash on hand.

The offering's joint book running managers include BofA Securities, Goldman Sachs & Co. , Jefferies, and J.P. Morgan Securities . The sale is being conducted through an effective shelf registration statement on Form S-3.

Positive

• Share repurchase of 7M shares demonstrates confidence in company's value
• Company has sufficient cash on hand to fund repurchase

Negative

• Large secondary offering of 42M shares could pressure stock price
• Significant selling by major shareholder Advent International

Insights

Financial Analyst

This secondary offering represents a significant ownership transition for CCC Intelligent Solutions, with Advent International's affiliates offloading 42 million shares - approximately 6.5% of the company's market capitalization based on the current share price of $10.43. The concurrent 7 million share repurchase by the company effectively reduces the net new share supply to the public markets to 35 million shares.

This transaction structure is notable for several reasons. First, the company is using cash reserves rather than debt to fund the repurchase, indicating confidence in its liquidity position. Second, Advent International, a major private equity backer, is continuing its gradual exit strategy that typically occurs after bringing companies public. Third, while secondary offerings can pressure share prices due to increased supply, the company's repurchase partially mitigates this effect.

For investors, this represents both a risk and opportunity. The selling pressure from a major stakeholder reducing position size warrants attention, but the company's willingness to deploy capital for share repurchases signals management's belief in intrinsic value potentially exceeding current market price. The transaction also increases CCCS's public float, potentially improving liquidity for all shareholders going forward.

CHICAGO--(BUSINESS WIRE)-- CCC Intelligent Solutions Holdings Inc. (the “Company”) (NASDAQ: CCCS) today announced the pricing of the previously announced secondary offering of the Company’s common stock (the “Offering”) by affiliates of Advent International, L.P. (the “Selling Stockholders”). The Offering consists of 42 million shares of the Company’s common stock. The shares will be offered from time to time for sale through negotiated transactions or otherwise at market prices prevailing at the time of sale. The Offering is expected to close on or about March 3, 2025, subject to the satisfaction of customary closing conditions. The Offering consists entirely of shares of the Company’s common stock to be sold by the Selling Stockholders, and the Company will not receive any proceeds from the sale of the shares being offered by the Selling Stockholders.

In connection with the Offering, the Company intends to purchase from the Underwriters 7 million shares of the Company’s common stock as part of the Offering at a price per share equal to the price per share at which the underwriters purchase shares of the Company’s common stock in the Offering (the “Concurrent Repurchase”). The Company intends to fund the Concurrent Repurchase with cash on hand.

BofA Securities, Goldman Sachs & Co. LLC, Jefferies and J.P. Morgan Securities LLC are acting as joint book running managers for the Offering. The Offering is being made pursuant to an effective shelf registration statement on Form S-3 (Registration No. 333-267793), which has been filed with the Securities and Exchange Commission (“SEC”) and became effective on October 14, 2022. The Offering is being made only by means of a prospectus supplement and the accompanying base prospectus. You may get these documents for free, including the prospectus supplement, once available, by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, copies of the prospectus supplement, once available, and the accompanying base prospectus may be obtained by contacting: BofA Securities, NC1-022-02-25 201, North Tryon Street, Charlotte, NC, 28255-0001, Attn: Prospectus Department, Email: dg.prospectus_requests@bofa.com, Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing Prospectus-ny@ny.email.gs.com, Prospectus Delivery: Jefferies LLC, at Attention: Equity Syndicate Prospectus Department, 520 Madison Avenue, New York, New York 10022, by telephone at 877-821-7388, or by email at prospectus_department@jefferies.com or J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, by mail at 1155 Long Island Avenue, Edgewood, New York 11717, by telephone: (866) 803-9204, or by email at prospectus-eq_fi@jpmchase.com.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, nor shall there be any sale of these 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 state or jurisdiction.

ABOUT CCC INTELLIGENT SOLUTIONS

CCC Intelligent Solutions Inc. (CCC), a subsidiary of CCC Intelligent Solutions Holdings Inc. (NASDAQ: CCCS), is a leading cloud platform provider for the multi-trillion-dollar P&C insurance economy, creating intelligent experiences for insurers, repairers, automakers, part suppliers, and more. The CCC Intelligent Experience (IX) Cloud™ platform, powered by proven AI and an innovative event-based architecture, connects more than 35,000 businesses to power customized applications and platforms for optimal outcomes and personalized experiences that just work. Through purposeful innovation and the strength of its connections, CCC technologies empower the people and industry relied upon to keep lives moving forward when it matters most.

FORWARD-LOOKING STATEMENTS

This press release contains forward-looking statements that are based on beliefs and assumptions and on information currently available. In some cases, you can identify forward-looking statements by the following words: “may,” “will,” “could,” “would,” “should,” “expect,” “intend,” “plan,” “anticipate,” “believe,” “estimate,” “predict,” “project,” “potential,” “continue,” “ongoing” or the negative of these terms or other comparable terminology, although not all forward-looking statements contain these words. These statements involve risks, uncertainties and other factors that may cause actual results, levels of activity, performance or achievements to be materially different from the information expressed or implied by these forward-looking statements. Forward-looking statements in this press release include, but are not limited to, statements regarding the Offering and Concurrent Repurchase, including the expected closing of the Offering and Concurrent Repurchase. Such differences may be material. We cannot assure you that the forward-looking statements in this press release will prove to be accurate. These forward-looking statements are subject to a number of risks and uncertainties, including, among others, closing of the Offering and Concurrent Repurchase on the anticipated terms or at all; market conditions; and the satisfaction of customary closing conditions related to the Offering; and other risks and uncertainties, including those included under the header “Risk Factors” in our Form 10-K filed with the SEC on February 25, 2025, which can be obtained, without charge, at the SEC’s website (www.sec.gov). The forward-looking statements in this press release represent our views as of the date of this press release. We anticipate that subsequent events and developments will cause our views to change. However, while we may elect to update these forward-looking statements at some point in the future, we have no current intention of doing so except to the extent required by applicable law. You should, therefore, not rely on these forward-looking statements as representing our views as of any date subsequent to the date of this press release.

View source version on businesswire.com: https://www.businesswire.com/news/home/20250227291484/en/

INVESTOR

Bill Warmington

VP, Investor Relations, CCC Intelligent Solutions Inc.

IR@cccis.com

312-229-2355

MEDIA

Michelle Hellyar

Senior Director, Corporate Marketing, CCC Intelligent Solutions Inc.

mhellyar@cccis.com

773-791-3675

Source: CCC Intelligent Solutions Inc.

FAQ

How many shares are being offered in CCCS's secondary offering?

The secondary offering consists of 42 million shares of common stock being sold by Advent International affiliates.

What is the size of CCCS's share repurchase program announced with the offering?

CCC Intelligent Solutions will repurchase 7 million shares from the underwriters using cash on hand.

When is the CCCS secondary offering expected to close?

The offering is expected to close on or about March 3, 2025, subject to customary closing conditions.

Will CCCS receive any proceeds from the secondary offering?

No, CCCS will not receive any proceeds as the offering consists entirely of shares sold by Advent International affiliates.

Which investment banks are managing CCCS's secondary offering?

BofA Securities, Goldman Sachs & Co. , Jefferies, and J.P. Morgan Securities are acting as joint book running managers.