Porch Group Announces Redemption of Public Warrants
- Warrant Exercises Expected to Increase Cash Balance by More Than $99 Million While Streamlining Capital Structure -
SEATTLE, March 23, 2021 (GLOBE NEWSWIRE) -- Porch Group, Inc. (“Porch” or “the Company”) (NASDAQ: PRCH), a leading vertical software company reinventing the home services and insurance industries, announced that the Company will redeem all of its outstanding publicly held warrants (the “Public Warrants”). Holders of the Public Warrants have until 5:00 p.m. Eastern Daylight Time (EDT) on April 16, 2021 to exercise their Public Warrants.
Prior to March 22, 2021, holders of 7.1 million warrants voluntarily exercised their warrants resulting in $81.9 million in total cash proceeds to Porch. Additional Public Warrants are exercisable for an aggregate of approximately 1.5 million shares of common stock, which reflects the Company’s conservative estimate of the total number of outstanding Public Warrants as of March 22, at a price of $11.50 per share, representing approximately $17 million in potential incremental cash proceeds to Porch.
The Company does not have access to information about private warrants that may have been sold and therefore became Public Warrants. If the Private Warrant holders have sold their warrants or choose to exercise for cash, then the Company may receive additional proceeds of up to $66 million for a total potential cash inflow of $165 million.
“This warrant redemption will strengthen our financial position at a low cost while further streamlining our capital structure,” said Porch Group CEO, Chairman, and Founder Matt Ehrlichman. “The warrant exercise will add more than $99 million—and up to $165 million—in cash to our balance sheet, positioning us well to execute our growth plan, which includes core business expansion, entering new home service verticals and potential strategic M&A.”
Public Warrant Details
Under the terms of the agreement governing the Public Warrants (the “Warrant Agreement”), Porch is entitled to redeem all of the outstanding Public Warrants for a redemption price of $0.01 per Public Warrant if the last sales price of the Company’s common stock is at least $18.00 per share on each of twenty (20) trading days within any thirty-day (30) trading period ending on the third trading day prior to the date on which a notice of redemption is given. This performance threshold was achieved following the market close on March 12, 2021.
Any Public Warrants that remain unexercised immediately after 5:00 p.m. Eastern Time on April 16, 2021, the redemption date, will be void and no longer exercisable, and the holders of those Public Warrants will be entitled to receive $0.01 per Public Warrant.
Private Placement Warrants (as defined in the Warrant Agreement) that are held by the founders of PropTech Acquisition Corporation and their Permitted Transferees (as defined in the Warrant Agreement) are not redeemable.
At the direction of the Company, Continental Stock Transfer and Trust Company, in its capacity as warrant agent, has mailed a notice of redemption to each of the registered holders of the outstanding Public Warrants. Holders of Public Warrants in “street name” should immediately contact their broker to determine their broker’s procedure for exercising their Public Warrants since the process to exercise is voluntary.
None of Porch Group, its board of directors or employees has made or is making any representation or recommendation to any holder of the Public Warrants as to whether to exercise or refrain from exercising any Public Warrants.
The shares of common stock underlying the Public Warrants have been registered by the Company under the Securities Act of 1933, as amended, and are covered by a registration statement filed on Form S-1 with, and declared effective by, the Securities and Exchange Commission.
Questions concerning redemption and exercise of the Public Warrants can be directed to Continental Stock Transfer & Trust Company, 1 State Street, 30th Floor, New York, New York 10004, Attention: Compliance Department, telephone number (212) 509-4000.
No Offer or Solicitation
This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any offer of any of Porch Group’s securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such jurisdiction.
About Porch Group
Seattle-based Porch Group, the vertical software platform for the home, provides software and services to more than 11,000 home services companies such as home inspectors, moving companies, real estate agencies, utility companies, and warranty companies. Through these relationships and its multiple brands, Porch provides a moving concierge service to homebuyers, helping them save time and make better decisions on critical services, including insurance, moving, security, TV/internet, home repair and improvement, and more. To learn more about Porch, visit porchgroup.com or porch.com.
Certain statements in this press release may be considered “forward-looking statements” within the meaning of the “safe harbor” provisions of the United States Private Securities Litigation Reform Act of 1995. Forward-looking statements generally relate to future events or Porch’s future financial or operating performance. For example, projections of future revenue, Adjusted EBITDA and other metrics, business strategy and plans, and anticipated impacts from pending or completed acquisitions, are forward-looking statements. In some cases, you can identify forward-looking statements by terminology such as “may,” “should,” “expect,” “intend,” “will,” “estimate,” “anticipate,” “believe,” “predict,” “potential” or “continue,” or the negatives of these terms or variations of them or similar terminology. Such forward-looking statements are subject to risks, uncertainties, and other factors which could cause actual results to differ materially from those expressed or implied by such forward looking statements. These forward-looking statements are based upon estimates and assumptions that, while considered reasonable by Porch and its management, are inherently uncertain. Factors that may cause actual results to differ materially from current expectations include, but are not limited to: (1) the ability to recognize the anticipated benefits of Porch’s December 2020 business combination (the “Merger”) with PropTech Acquisition Corporation (“PropTech”), which may be affected by, among other things, competition and the ability of the combined company to grow and manage growth profitably, maintain key commercial relationships and retain its management and key employees; (2) expansion plans and opportunities, including future and pending acquisitions or additional business combinations; (3) costs related to the Merger and being a public company; (4) litigation, complaints, and/or adverse publicity; (5) the impact of changes in consumer spending patterns, consumer preferences, local, regional and national economic conditions, crime, weather, demographic trends and employee availability; (6) privacy and data protection laws, privacy or data breaches, or the loss of data; (7) the impact of the COVID-19 pandemic and its effect on the business and financial conditions of Porch; and (8) other risks and uncertainties set forth in the sections entitled “Risk Factors” and “Forward-Looking Statements” in the definitive proxy statement/consent solicitation statement/prospectus filed by PropTech (n/k/a Porch) with the Securities and Exchange Commission (the “SEC”) on December 3, 2020 and other documents of Porch filed, or to be filed, with the SEC.
Nothing in this press release should be regarded as a representation by any person that the forward-looking statements set forth herein will be achieved or that any of the contemplated results of such forward-looking statements will be achieved. You should not place undue reliance on forward-looking statements, which speak only as of the date they are made. Porch does not undertake any duty to update these forward-looking statements, except as may be required by law.
Investor Relations Contact:
Gateway Investor Relations
Cody Slach, Matt Glover
Released March 23, 2021