Ft. Lauderdale, FL – Patriot National, Inc. (NYSE: PN), recently announced that the Company and Steven M. Mariano, the President and Chief Executive Officer of the Company (the “Selling Stockholder”), entered into a securities purchase agreement with certain institutional investors, pursuant to which the Company will sell an aggregate of 1,666,666 shares of common stock (in the form of 666,666 shares of common stock and a prepaid warrant for 1,000,000 shares of common stock) and warrants to purchase up to an aggregate of 2,083,333 shares of common stock for an aggregate purchase price of approximately $20 million and the Selling Stockholder will sell an aggregate of 2,500,000 shares of common stock for an aggregate purchase price of approximately $30 million. The Company and the Selling Stockholder have agreed that the Company will repurchase a number of shares of its common stock owned by the Selling Stockholder equal to 60% of the shares to be issued upon the exercise of the warrants. As part of the transaction, Company, the Selling Stockholder and the purchasers will, on the closing date of the transaction, enter into a registration rights agreement which will be provided the purchasers with customary registration rights.
Steven M. Mariano, President and CEO of Patriot National said, “We appreciate the support of the investors who participated in our offering and their confidence in our plans for continued strong growth. We plan to maintain a strong balance sheet and to use the proceeds of this offering to finance future growth, including strategic acquisitions. Since we completed our IPO, we have completed 16 acquisitions that have significantly expanded our carrier relationships, increased our distribution reach and diversified our business beyond workers’ compensation. We have a robust pipeline of acquisition opportunities and with the proceeds of this offering, we are confident that we can continue to make strategic acquisitions that will enhance shareholder value. Furthermore, increasing our float through this transaction will create more liquidity, to the benefit of current and potential shareholders.”
On a pro forma basis following this transaction, Steven M. Mariano held 14.7 million shares, or 51% of the Company’s outstanding shares.
The closing of this transaction is subject to customary closing conditions and is expected to occur on December 16, 2015.
The Company expects to use the proceeds from this transaction for general corporate purposes. The Company will not receive any proceeds from the sale of shares by the Selling Stockholder.
The shares and warrants are being sold in a private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). Such securities have not been registered under the Securities Act or state securities laws and may not be offered or sold in the United States absent registration with the Securities and Exchange Commission or an applicable exemption from such registration requirements.
Source: Patriot National