UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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FORM 8-K
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CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): April 28, 2022
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(Exact name of registrant as specified in its charter)
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Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
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If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 8.01. Other Events.
On April 29, 2022, BRP Insurance Intermediary Holdings, LLC, an indirect subsidiary of BRP Group, Inc. (“BRP Group”), successfully closed its newest Partnership, BRP Group’s nomenclature for a strategic acquisition, with Westwood Insurance Agency (“Westwood”) by acquiring all of the outstanding equity interests of Westwood.
Item 2.03. Creation of a Direct Financial Obligation or an Obligation under and Off-Balance Sheet Arrangement of a Registrant.
On April 28, 2022, BRP Group borrowed an additional $380 million under the revolving credit facility pursuant to the terms of that certain Credit Agreement, dated as of October 14, 2020, as amended (the “Credit Agreement”), between BRP Group’s subsidiary, Baldwin Risk Partners, LLC, as borrower, JPMorgan Chase Bank, N.A., as the Administrative Agent, the Guarantors party thereto, the Lenders party thereto and the Issuing Lenders party thereto, for general working capital purposes and to fund certain closing cash and post-closing contingent consideration payments for the Westwood Partnership. As of the date hereof, the amount outstanding under the Credit Agreement is $530 million and the remaining availability for borrowing is $70 million. The revolving credit facility under the Credit Agreement matures in 2027.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| BRP GROUP, INC. | |||||||||||
| Date: April 29, 2022 | By: | /s/ Bradford Hale | |||||||||
| Name: | Bradford Hale | ||||||||||
| Title: | Chief Financial Officer | ||||||||||