Ryan Specialty Holdings, Inc. (NYSE: RYAN) ("Ryan Specialty") today announced the pricing of the previously announced underwritten public offering of 9,000,000 shares of Class A common stock on behalf of Onex Corporation and another selling stockholder. The offering consists of 8,310,091 shares offered by subsidiaries of Onex Corporation and 689,909 shares offered by another selling stockholder, respectively. Ryan Specialty is not selling any shares of Class A common stock in this offering and will not receive any proceeds from the offering by the selling stockholders. The offering is expected to close on May 25, 2023, subject to customary closing conditions.
Barclays is acting as the underwriter of the offering.
A registration statement on Form S-3ASR relating to these securities has been filed with the Securities and Exchange Commission ("SEC") and became effective upon filing. The offering is being made only by means of a prospectus supplement and an accompanying prospectus. Before investing, prospective investors should read the prospectus, the prospectus supplement and the documents incorporated by reference therein for more complete information. A copy of the prospectus and the prospectus supplement relating to this offering may be obtained, when available, by visiting the SEC's website at www.sec.gov. Alternatively, the prospectus may be obtained from: Barclays Capital Inc., c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717 (or by email at firstname.lastname@example.org or telephone at 1-888-603-5847).
This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any offer or sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state or jurisdiction.
Note Regarding Forward-Looking Statements
This press release contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements reflect Ryan Specialty's current intentions, expectations or beliefs regarding the Class A common stock offering. These statements may be preceded by, followed by or include the words "aim," "anticipate," "believe," "estimate," "expect," "forecast," "intend," "likely," "outlook," "plan," "potential," "project," "projection," "seek," "can," "could," "may," "should," "would," "will," the negatives thereof and other words and terms of similar meaning. Forward-looking statements include all statements that are not historical facts, including statements related to the offering. Such forward-looking statements are subject to various risks and uncertainties. Risks and uncertainties related to the offering, Ryan Specialty and its business can be found under the heading "Risk Factors" in the documents of Ryan Specialty on file with the SEC, including the risk factors discussed throughout the "Risk Factors" section of our prospectus forming a part of the Form S-3ASR filed on May 22, 2023, our Annual Report on Form 10-K filed on March 1, 2023, and our Quarterly Report on Form 10-Q for the quarterly period ended March 31, 2023 filed on May 5, 2023, in each case, with the SEC, as such factors may be updated from time to time in periodic filings made by Ryan Specialty with the SEC. Accordingly, there are or will be important factors that could cause actual outcomes or results to differ materially from those indicated in these statements. There is no assurance that any forward-looking statements will materialize. You are cautioned not to place undue reliance on forward-looking statements, which reflect expectations only as of this date. Ryan Specialty does not undertake any obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments, or otherwise.
About Ryan Specialty
Founded in 2010, Ryan Specialty (NYSE: RYAN) is a service provider of specialty products and solutions for insurance brokers, agents, and carriers. Ryan Specialty provides distribution, underwriting, product development, administration, and risk management services by acting as a wholesale broker and a managing underwriter with delegated authority from insurance carriers. Our mission is to provide industry-leading innovative specialty insurance solutions for insurance brokers, agents, and carriers.