Brown & Brown, Inc. (NYSE:BRO) Files An 8-K Entry into a Material Definitive Agreement
Item 1.01 Entry into a Material Definitive Agreement.
On March 4, 2019, Brown & Brown, Inc. (the “Company”) entered into an Underwriting Agreement (the “Underwriting Agreement”) with J.P. Morgan Securities LLC, Merrill Lynch, Pierce, Fenner & Smith Incorporated and SunTrust Robinson Humphrey, Inc., as representatives of the several underwriters named therein (collectively, the “Underwriters”), with respect to the offer and sale by the Company of $350,000,000 aggregate principal amount of the Company’s 4.500% Senior Notes due 2029 (the “Notes”). The Notes were offered under the Company’s Automatic Shelf Registration Statement on Form S-3 (Registration No. 333-221494) filed with the Securities and Exchange Commission on November 13, 2017. The Underwriting Agreement contemplates that the Notes will be issued to that certain Indenture, dated as of September 18, 2014, between the Company and U.S. Bank National Association, as trustee, as supplemented by a Second Supplemental Indenture expected to be dated as of March 11, 2019. The sale of the Notes is expected to close on March 11, 2019. The Company intends to use the net proceeds of the offering of the Notes to repay a portion of the outstanding borrowings under the Company’s credit facility and for general corporate purposes.
The Underwriting Agreement contains customary representations, warranties and covenants by the Company, conditions to closing, termination provisions and other terms and conditions customary in agreements of this type. The Underwriting Agreement also contains customary indemnification and contribution rights and obligations of the Company and the Underwriters. The Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated by reference herein.
The foregoing description of the Underwriting Agreement is qualified in its entirety by the full text of the Underwriting Agreement, which is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated by reference herein.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits.
EXHIBIT INDEX
The following exhibit is filed herewith:
BROWN & BROWN, INC. Exhibit
EX-1.1 2 bnb3558161-ex11.htm UNDERWRITING AGREEMENT,…
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About Brown & Brown, Inc. (NYSE:BRO)
Brown & Brown, Inc. is a diversified insurance agency, wholesale brokerage, insurance programs and service company. The Company markets and sells insurance products and services in the property, casualty and employee benefits areas. It provides customers with non-investment insurance contracts, as well as other targeted, customized risk management products and services. It operates through four segments: the Retail segment; the National Programs segment; the Wholesale Brokerage segment, and the Services segment. The Retail Segment provides a range of insurance products and services to commercial, public and quasi-public entities, and to professional and individual customers. Its National Programs Segment works with over 40 carrier partners, offering approximately 50 programs. Its Wholesale Brokerage segment markets and sells excess and surplus commercial insurance products and services to retail insurance agencies. Services Segment provides a range of insurance-related services.