What is an "at-the-market" (ATM) offering?

An "at-the-market" (ATM) offering is a way for a public company to sell its stock over time in the open market at prevailing market prices. It's typically managed by an underwriter or sales agent and allows the company to raise capital opportunistically without setting a fixed price in advance.

Why is AJG establishing this ATM program?

AJG is establishing this program to provide itself with financial flexibility to raise capital opportunistically. This capital can be used for various purposes, including funding potential acquisitions, investing in growth initiatives, or for general corporate purposes, depending on market conditions and the company's strategic needs.

How many shares can AJG sell, and at what price?

AJG can sell up to 3,000,000 shares of its common stock. The shares will be sold at prevailing market prices at the time of sale, or as otherwise agreed with the sales agent, Morgan Stanley. There is no guarantee that any shares will be sold or at what specific price.

What is the commission for selling these shares?

Morgan Stanley, as the sales agent, will receive a commission that will not exceed, but may be lower than, 1.25% of the gross sales price of all shares sold under the agreement.

AJG 8-K SEC Disclosure — Nov 16, 2022

Summary

Arthur J. Gallagher & Co. (AJG) has announced an "at-the-market" (ATM) equity offering program, allowing the company to sell up to 3,000,000 shares of its common stock through Morgan Stanley & Co. LLC over time. This program provides AJG with financial flexibility to raise capital by selling shares at prevailing market prices, potentially to fund growth initiatives, acquisitions, or for general corporate purposes. The offering is opportunistic, with no obligation for either AJG to sell or Morgan Stanley to purchase shares, and sales will be subject to market conditions.

Key Highlights

1Establishment of an "at-the-market" (ATM) equity offering program.
2Company can sell up to 3,000,000 shares of its common stock.
3Sales will be conducted through Morgan Stanley & Co. LLC as the sales agent.
4Shares will be sold at prevailing market prices.
5Morgan Stanley will receive a commission not exceeding 1.25% of gross sales.
6The program provides financial flexibility to raise capital opportunistically.
7No assurance is given that any shares will be sold or at what price/amount.

Arthur J. Gallagher & Co. 8-K Report, Corporate Update (Nov 16, 2022)

Summary

Key Highlights

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