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Orion180 Insurance Group Inc. Form 424B4 — Sep 18, 2026

Form 424B4Filed Sep 18, 2026, 8:39 PM ET0001628280-26-062794Original filing

Orion180 Insurance Group priced its IPO at $12.00 per share, offering 20,000,000 Class A shares for gross proceeds of $240 million and estimated net proceeds of about $220 million, with listing approved on the Nasdaq Global Select Market under the symbol OIG. RBC Capital Markets, UBS Investment Bank and Raymond James lead the underwriting group, which holds a 30-day option for up to 3,000,000 additional shares. The company is the second largest excess and surplus lines homeowners insurer in the United States by direct written premium, with roughly $601 million of managed premiums written in the twelve months ended June 30, 2026.

Key figures

Eps
$0.17 basic/diluted 1H 2026; $0.20 FY2025
Revenue
$123.5M FY2025 (+38.3% YoY); $80.1M 1H 2026 (+58.8% YoY)
Net Income
$13.5M 1H 2026 (vs -$3.0M 1H 2025); $16.3M FY2025 (vs -$0.3M FY2024)
Total Debt
$282M outstanding under New Credit Facility
Debt Amount
$282M New Credit Facility (may be partially repaid with IPO proceeds)
Total Assets
$911.6M at June 30, 2026 ($1,126.0M pro forma as adjusted)
Cash Position
$170.8M actual / $385.2M pro forma as adjusted at June 30, 2026
Gross Proceeds
240000000
Offering Price
12
Shares Offered
20000000
Shares Outstanding
99,032,452 total common post-offering (39,097,192 Class A + 59,935,260 Class B); 102,032,452 with full greenshoe
Reverse split
5-for-2 effected September 4, 2026
Greenshoe shares
3000000
September dividend
$55.0M paid September 3, 2026, financed by $49.6M New Revolver borrowings and $5.4M cash
Shareholders equity
-$125.0M actual at June 30, 2026; +$39.8M pro forma as adjusted
Founder voting power
93.9% (93.4% with full greenshoe)
Net proceeds estimated
~$220M (~$253M if greenshoe exercised in full)
Underwriting discounts
$15.6M total ($0.78 per share)
Reinsurance recoverable
$81.2M net of allowance at June 30, 2026
Statutory capital surplus
~$75M (In-House Fronting Carriers, Dec 31, 2025)
Managed premiums written ltm
$601M (LTM ended June 30, 2026)
Policy retention rate 1h2026
88.6%
Managed premiums written 1h2026
$354.5M (+79.4% YoY)
Managed premiums written fy2025
$443.9M (+69.0% YoY)
Max possible loss per cat event
under $6M (~2% of managed premiums written) at June 30, 2026
Net cash from operations 1h2026
$127.7M
Direct loss ratio since inception
36%
Consolidated adjusted ebitda 1h2026
$25.4M (+550.9% YoY)
Consolidated adjusted ebitda fy2025
$43.2M (+424.3% YoY)
Consolidated adjusted ebitda margin 1h2026
31.7%

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