Conifer Holdings, Inc. Commences Exchange Offer and New Offering of Senior Unsecured Notes

Rhea-AI Summary

Conifer Holdings, Inc. has announced an offer to exchange $24.4 million of its new 9.75% Senior Unsecured Notes due 2028 for its currently outstanding 6.75% Senior Unsecured Notes due 2023. They are also offering up to an additional $25 million of new 9.75% Senior Unsecured Notes due 2028 for cash. Janney Montgomery Scott and American Capital Partners, LLC are serving as the dealer managers for the exchange offer and placement agents for the new offering.

Positive

• Conifer Holdings, Inc. is offering an exchange of its outstanding 6.75% Senior Unsecured Notes due 2023 for new 9.75% Senior Unsecured Notes due 2028, which could provide higher interest rates for investors.

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• None.

TROY, Mich., June 26, 2023 (GLOBE NEWSWIRE) -- Conifer Holdings, Inc. (NASDAQ: CNFR) (“Conifer” or the “Company”), today announced that it has commenced an offer to exchange up to $24.4 million aggregate principal amount of its new 9.75% Senior Unsecured Notes due 2028 for up to all of the $24.4 million aggregate principal amount of its currently outstanding 6.75% Senior Unsecured Notes due 2023. The Company is also offering for cash, on a best efforts basis, up to an additional $25 million aggregate principal amount of new 9.75% Senior Unsecured Notes due 2028.

Janney Montgomery Scott and American Capital Partners, LLC are serving as the dealer managers for the exchange offer and placement agents for the new offering. The exchange offer is scheduled to expire at 5:00 p.m., New York City Time, on July 25, 2023 unless extended.

The exchange offer and the new offering are being made pursuant to registration statements on Form S-4 and Form S-1, including a prospectus, which has been filed with, and declared effective by the Securities and Exchange Commission (the "SEC"). These documents contain important information that should be read carefully before any decision is made with respect to the exchange offer or the new offering. This news release shall not constitute an offer to exchange or sell or the solicitation of an offer to buy nor shall there be any offer, exchange or sale of these securities in any state or other jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state.

With respect to the exchange offer and new offering, copies of the prospectus and related offer documents can be obtained free of charge from the information agent:

Alliance Advisors, LLC
200 Broadacres Drive, Bloomfield, New Jersey 07003
Phone (Toll-Free): 855-737-3176
Email: CNFRL@allianceadvisors.com.

The prospectus related to the exchange offer and new offering may also be obtained free of charge at the SEC’s website (www.sec.gov).

About Conifer Holdings

Conifer Holdings, Inc. is a specialty insurance holding company, offering customized coverage solutions tailored to the needs of our insureds nationwide. Conifer is traded on the Nasdaq Global Market under the symbol “CNFR”. Additional information is available on the Company’s website at www.CNFRH.com.

Forward-Looking Statements

This press release contains forward-looking statements made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. Forward-looking statements give current expectations or forecasts of future events or our future financial or operating performance, and include Conifer’s expectations regarding the exchange offer and new offering. The forward-looking statements contained in this press release are based on management’s good-faith belief and reasonable judgment based on current information. The forward looking statements are qualified by important factors, risks and uncertainties, many of which are beyond our control, that could cause our actual results to differ materially from those in the forward looking statements, including those described in our Form 10-K filed with the SEC on March 27, 2023 and subsequent reports filed with or furnished to the SEC. Any forward looking statement made by us in this report speaks only as of the date hereof or as of the date specified herein. We undertake no obligation to publicly update any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable laws or regulations.

FAQ

What is Conifer Holdings, Inc. offering in the exchange offer?

Conifer Holdings, Inc. is offering to exchange $24.4 million of its new 9.75% Senior Unsecured Notes due 2028 for its currently outstanding 6.75% Senior Unsecured Notes due 2023.

Who are the dealer managers for the exchange offer and new offering?

Janney Montgomery Scott and American Capital Partners, LLC are serving as the dealer managers for the exchange offer and placement agents for the new offering.

Where can I obtain the prospectus and offer documents for the exchange offer and new offering?

Copies of the prospectus and related offer documents can be obtained free of charge from the information agent, Alliance Advisors, LLC, or at the SEC's website (www.sec.gov).