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 DetailsUnder 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.
Additional InformationAt 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 SolicitationThis 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
GroupSeattle-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.
Forward-Looking StatementsCertain 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
RelationsCody Slach, Matt Glover(949)
574-3860PRCH@gatewayir.com
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