NEW YORK, NY / ACCESSWIRE / February 25, 2021 / Focus Financial Partners Inc. (NASDAQ:FOCS) ("Focus") announced today the pricing of an underwritten secondary offering of 7,000,000 shares of its Class A common stock at $48.00 per share. This amount includes 6,737,694 shares offered by certain selling stockholders of Focus affiliated with Kohlberg Kravis Roberts & Co. L.P. and Stone Point Capital LLC (the "selling stockholders") and 262,306 shares offered by Focus (the "Offering") on behalf of certain of the existing unitholders of Focus Financial Partners, LLC ("Focus LLC"), its operating subsidiary. The selling stockholders also granted the underwriters a 30-day option to purchase up to an additional 1,050,000 shares of Focus's Class A common stock. The Offering is expected to close on March 2, 2021, subject to customary closing conditions.
Focus will not receive any proceeds from the sale of the Class A common stock offered by the selling stockholders. The net proceeds to Focus from the Offering, after deducting underwriting discounts and before other offering expenses, are expected to be approximately $12.1 million. Focus will contribute the net proceeds from the sale of the shares of Class A common stock that it offered to Focus LLC, its operating subsidiary, in exchange for newly issued common units in Focus LLC. Focus LLC will use such contributed amounts to purchase units in Focus LLC from certain unitholders, including certain of Focus' employees and principals of its partner firms, but not Focus' executive officers and directors, and, in connection with such purchase, Focus will cancel the corresponding shares of its Class B common stock, as applicable.
All net proceeds from this offering will be paid to the selling stockholders and to existing Focus LLC unitholders in exchange for Focus LLC units. This offering will not have a dilutive impact on existing shareholders.
Goldman Sachs & Co. LLC, BofA Securities, KKR, SPC Capital Markets LLC, Credit Suisse, BMO Capital Markets, Keefe, Bruyette & Woods A Stifel Company and Truist Securities are acting as joint book-running managers and Fifth Third Securities, MUFG, Oppenheimer & Co., Raymond James, Regions Securities LLC, Blaylock Van, LLC, Drexel Hamilton, Roberts & Ryan, R. Seelaus & Co., LLC and Ramirez & Co., Inc. are acting as co-managers for the Offering. A shelf registration statement relating to these securities has been filed with the U.S. Securities and Exchange Commission ("SEC") and is effective. The Offering may be made only by means of a prospectus supplement and an accompanying base prospectus. The preliminary prospectus supplement and accompanying base prospectus relating to the Offering has been filed, and the final prospectus supplement and accompanying base prospectus will be filed, with the SEC and will be available on the SEC's website at www.sec.gov. Copies of the prospectus supplement and accompanying base prospectus relating to the Offering may be obtained from Goldman Sachs & Co. LLC at Goldman Sachs & Co. LLC, Attn: Prospectus Department, 200 West Street, New York, New York 10282, telephone: 866-471-2526, facsimile: 212-902-9316, e-mail: firstname.lastname@example.org, and BofA Securities at BofA Securities, Attention: Prospectus Department, NC1-004-03-43, 200 North College Street, 3rd floor, Charlotte NC 28255-0001 or by emailing: email@example.com.
This press release does not constitute an offer to sell or a solicitation of an offer to buy shares of Class A common stock and shall not constitute an offer, solicitation or sale in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration and qualification under the securities laws of such state or jurisdiction.
About Focus Financial Partners Inc.
Focus Financial Partners is a leading partnership of independent, fiduciary wealth management firms. Focus provides access to best practices, resources, and continuity planning for its partner firms who serve individuals, families, employers and institutions with comprehensive wealth management services. Focus partner firms maintain their operational independence, while they benefit from the synergies, scale, economics and best practices offered by Focus to achieve their business objectives.
Cautionary Note Concerning Forward-Looking Statements
Certain statements contained in this press release constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements, including statements regarding the Offering and the use of proceeds therefrom, represent Focus's expectations or beliefs concerning future events, and it is possible that the results described in this press release will not be achieved. These forward-looking statements are subject to risks, uncertainties and other factors, many of which are outside of Focus's control, that could cause actual results to differ materially from the results discussed in the forward-looking statements.
Any forward-looking statement speaks only as of the date on which it is made, and, except as required by law, Focus does not undertake any obligation to update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. New factors emerge from time to time, and it is not possible for Focus to predict all such factors. When considering these forward-looking statements, you should keep in mind the risk factors and other cautionary statements in Focus's filings with the SEC, including Focus's annual report on Form 10-K for the year ended December 31, 2020. The risk factors and other factors noted therein could cause its actual results to differ materially from those contained in any forward-looking statement.
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