Patriot National (PN) Closes New Credit Facility; Announces Special Dividend, Stock Buyback Hike; Updates on Growth Plan

November 14, 2016 6:49 AM EST

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Patriot National, Inc. (NYSE: PN) announced that it has closed a new credit facility with Cerberus Business Finance, LLC to recapitalize the Company. The Company also announced a significant capital distribution to shareholders, and an expansion of its share repurchase program.

Highlights

  • Company closes new $250 million term loan and $30 million revolving credit line with Cerberus Business Finance, an affiliate of Cerberus Capital Management, L.P.
  • Board of Directors approves a special dividend of $2.50 per share of common stock
  • Board of Directors increases existing share repurchase program to $40 million from $15 million
  • Company plans to focus on enhancing shareholder value by leveraging robust platform of insurance services and technology solutions and reducing expenses to generate profitable growth
  • Board of Directors continues to explore all strategic value creation opportunities

Management Commentary

"In February, our Board of Directors formed a Special Committee to explore all avenues for shareholder value creation including a potential sale of the Company, divesting non-core assets, and other ways to return capital to shareholders," said Steven M. Mariano, President and Chief Executive Officer of Patriot National. "Throughout this process, our shareholders have been very patient, and we are pleased to provide an immediate return of capital through a significant special dividend and to expand our stock repurchase program.

"The Board of Directors will continue to evaluate all options for value creation and, at the same time, we are taking decisive action to enhance the value of the Company by driving organic growth in our core insurance services and technology businesses. Our new credit facility with Cerberus significantly enhances our financial flexibility to execute on our plans for enhanced growth and returns in 2017."

Update on Organic Growth Plan

Patriot National has built a powerful operating platform capable of delivering substantial value to its customers to support long-term growth. The Company currently has relationships with 139 carriers and more than 4,100 agencies and offers a broad menu of products and services that is unparalleled in the marketplace and spans from workers' compensation and specialty property and casualty insurance services to technology solutions.

Over the past month, Patriot National has secured three significant new client engagements that include the expansion of a turnkey partnership with a leading national insurance carrier and the launch of a BPO relationship with two carriers that have a growing presence in the U.S. workers' compensation insurance market. Looking ahead, Patriot National intends to leverage its core insurance platform and suite of technology solutions to strengthen existing and new client relationships and to expand its sales channels and commercialize its technology. The Company also plans to drive profitable growth by achieving cost savings of approximately $8 million in 2017.

Return of Capital to Shareholders

Today, Patriot National's Board of Directors declared a special cash dividend (the "Dividend") of $2.50 per share on all issued and outstanding shares of Common Stock of the Company. The Dividend is considered an ordinary dividend for tax purposes, and will be paid on December 9, 2016 to stockholders of record as of the close of business on November 28, 2016.

The Board has also approved an expansion of the existing share repurchase program to $40 million from $15 million, effective immediately. The program continues to give management discretion in determining the market and business conditions under which shares may be repurchased from time to time, in open market transactions or in negotiated off-market transactions.

Recapitalization

On November 10, 2016, Patriot National entered into an agreement with Cerberus Business Finance for a new $280 million five-year senior secured credit facility. The credit facility consists of a $30 million revolving line of credit and $250 million term loan.

The Company fully repaid all outstanding obligations on the former senior secured credit facility upon closing. As of November 14, 2016, the Company has approximately $106 million in cash.

Conference Call and Webcast

A conference call and audio webcast with analysts and investors will be held on Monday, November 14, 2016 at 9:00 a.m. Eastern Time, to discuss this press release and our third quarter earnings results both released today.

  • Live conference call: 1-844-881-0136 (domestic) or 1-412-317-6745 (international)
  • Conference call replay available through December 14, 2016: 1-877-344-7529 (domestic) or 1-412-317-0088 (international)
  • Replay access code: 10095739
  • Live and archived webcast: ir.patnat.com


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