Focus Financial Partners Inc. (FOCS) Launches Secondary Offering of 7.4M Shares

June 21, 2021 4:16 PM EDT
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Focus Financial Partners Inc. (NASDAQ: FOCS) ("Focus") announced today that it has launched an underwritten secondary offering of 7,419,939 shares of its Class A common stock. This amount consists of 7,144,244 shares being offered by certain selling stockholders of Focus affiliated with Kohlberg Kravis Roberts & Co. L.P. ("KKR") and 275,695 shares being offered by Focus (the "Offering") on behalf of certain of the existing unitholders of Focus Financial Partners, LLC ("Focus LLC"), its operating subsidiary. If this offering is consummated on these terms, KKR will no longer own interests in Focus or Focus LLC.

Focus will not receive any proceeds from the sale of the Class A common stock offered by KKR. Focus intends to contribute the net proceeds from the sale of the shares of Class A common stock that it is offering to Focus LLC in exchange for newly issued common units in Focus LLC. Focus LLC will use such contributed amount to purchase units in Focus LLC from certain unitholders, including certain of Focus' employees and principals of its partner firms, but not including Focus' executive officers and directors, and in connection with such purchase, Focus will cancel the corresponding shares of its Class B common stock, as applicable.

All net proceeds from this offering will be paid to KKR and to existing Focus LLC unitholders in exchange for Focus LLC units. This offering will not have a dilutive impact on existing shareholders.

Goldman Sachs & Co. LLC is acting as sole book-running manager for the Offering. A shelf registration statement relating to these securities has been filed with the U.S. Securities and Exchange Commission (the "SEC") and is effective. The Offering may be made only by means of a prospectus supplement and an accompanying base prospectus. A preliminary prospectus supplement and accompanying base prospectus relating to the Offering will be filed with the SEC and will be available on the SEC's website at www.sec.gov. Copies of the preliminary prospectus supplement and accompanying base prospectus relating to the Offering may be obtained from Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing Prospectus-ny@ny.email.gs.com.

This press release does not constitute an offer to sell or a solicitation of an offer to buy shares of Class A common stock and shall not constitute an offer, solicitation or sale in any jurisdiction in which such an offer, solicitation or sale would be unlawful prior to the registration and qualification under the securities laws of such state or jurisdiction.



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