MediaAlpha Files Registration Statement for Secondary Offering

Rhea-AI Summary

MediaAlpha, Inc. (NYSE: MAX) has filed a registration statement on Form S-1 with the SEC for a proposed secondary offering of up to 7,000,000 shares of its Class A common stock. This offering, which is initiated by certain selling stockholders, does not include shares offered by MediaAlpha itself. The date and terms of the offering remain uncertain, pending market conditions. Major financial firms, including J.P. Morgan and Citigroup, are acting as underwriters. The press release clarifies that this notice does not constitute an offer to sell or solicit offers to buy these securities.

Positive

• Proposed secondary offering of 7,000,000 shares could enhance liquidity in the market.
• Participation of reputable underwriters like J.P. Morgan and Citigroup may lend credibility to the offering.

Negative

• The offering does not provide any proceeds to MediaAlpha itself, as all funds go to selling stockholders.
• Market conditions are uncertain, which may affect the completion and pricing of the offering.

MediaAlpha, Inc. (“MediaAlpha”) (NYSE: MAX) today announced that it publicly filed a registration statement on Form S-1 with the U.S. Securities and Exchange Commission (“SEC”) relating to a proposed secondary offering of up to 7,000,000 shares (not including shares subject to the underwriters’ option to purchase additional shares) of its Class A common stock by certain selling stockholders.

MediaAlpha is not offering any shares of Class A common stock in the offering. The selling stockholders will receive all of the proceeds from the proposed offering. The offering is subject to market and other conditions, and there can be no assurance as to whether or when the offering may be completed, or as to the actual size or terms of the offering.

J.P. Morgan, Citigroup, Credit Suisse, and RBC Capital Markets are acting as joint bookrunners. Canaccord Genuity and William Blair are acting as bookrunners. JMP Securities and Keefe, Bruyette & Woods are acting as co-managers.

The proposed offering will be made only by means of a prospectus. Copies of the preliminary prospectus, when available, may be obtained from: J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by email at prospectus-eq_fi@jpmorgan.com or by telephone at (866) 803-9204; or Citigroup Global Markets Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, by telephone at (800) 831-9146.

A registration statement on Form S-1 relating to the proposed sale of these securities has been filed with the SEC but has not yet become effective. These securities may not be sold nor may offers to buy be accepted prior to the time the registration statement becomes effective. Copies of the registration statement can be accessed through the SEC’s website at www.sec.gov.

In connection with this offering, J.P. Morgan and Citigroup, as representatives of the several underwriters in MediaAlpha’s initial public offering, have agreed to waive the transfer restrictions under the lock-up agreements that were executed in connection with the initial public offering with respect to the shares of Class A common stock being offered by the selling stockholders, which includes shares beneficially owned by certain of MediaAlpha’s directors or entities with which they are affiliated, provided that the waiver of transfer restrictions is limited to the shares actually sold in this offering.

This press release shall not constitute an offer to sell or the solicitation of an offer to buy these securities, 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. Any offers, solicitations or offers to buy, or any sales of securities will be made in accordance with the registration requirements of the Securities Act of 1933, as amended.

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FAQ

What is the proposed secondary offering by MediaAlpha (MAX)?

MediaAlpha has announced a proposed secondary offering of up to 7,000,000 shares of its Class A common stock, initiated by certain selling stockholders.

Who are the underwriters involved in MediaAlpha's (MAX) offering?

The offering is being managed by J.P. Morgan, Citigroup, Credit Suisse, and RBC Capital Markets as joint bookrunners.

When will MediaAlpha's (MAX) secondary offering take place?

The secondary offering is subject to market conditions, and no specific date for completion has been provided.

Who will receive the proceeds from the MediaAlpha (MAX) offering?

All proceeds from the proposed offering will go to the selling stockholders, not MediaAlpha.