M&A - Abacus Life, Inc.

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Form Type: S-3

Filing Date: 2025-01-16

Corporate Action: Acquisition

Type: New

Accession Number: 000162828025001753

Filing Summary: On January 16, 2025, Abacus Life, Inc. filed a registration statement using Form S-3 with the SEC regarding the resale of 9,213,735 shares of common stock and $72,727,075 in 9.875% Fixed Rate Senior Notes due 2028, attributed to the completion of the Carlisle Acquisition on December 2, 2024. As part of this acquisition, Abacus acquired all outstanding shares of Carlisle, a Luxembourg-based investment manager specializing in life settlements. The securities to be resold are held by identified Selling Securityholders under specific conditions including a lockup agreement that restricts transfer until July 3, 2025. The prospectus details that the Offered Notes share terms with the existing senior notes of the company and bear interest payable quarterly. Abacus holds a significant market position in the life settlements industry, with the prospect further detailing the company’s focus on servicing, origination, and portfolio management of life insurance policies. Additionally, it highlights the operational strategy following their emerging growth company designation, detailing risks associated with their investment strategies and acquisitions.

Document Link: View Document

Additional details:

Cik: 0001851380


Common Stock Shares: 9213735


Aggregate Principal Offer Notes: 72727075


Notes Due Date: 2028-11-15


Interest Rate: 9.875%


Effective Registration: From time to time after the effective date of this registration statement.


Acquisition Completed Date: 2024-12-02


Acquisition Target: Carlisle Management S.C.A.


Selling Securityholders Lockup Expiry: 2025-07-03


Share Lockup Percentage Limit: 15% within any 30-day period


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