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BrightSpring Announces Secondary Offering of Common Stock

1. BrightSpring plans to sell 14 million shares in a secondary offering. 2. KKR affiliates and management are among the selling shareholders. 3. No proceeds will go to BrightSpring, only to selling stockholders. 4. Goldman Sachs and BofA Securities are managing the offering. 5. A shelf registration statement was filed with the SEC.

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FAQ

Why Bearish?

The impending secondary offering increases stock supply, often leading to price declines. Historical precedents show similar offerings led to short-term bearish trends in stock prices.

How important is it?

The article describes a significant capital event that can directly impact stock price. Increases in shares outstanding typically signal dilution concerns, affecting investor sentiment.

Why Short Term?

The immediate market reaction to secondary offerings tends to be negative, affecting BTSG quickly. Examples include companies facing short-term price drops after large share sales.

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KKRGSBAC
LOUISVILLE, Ky., June 10, 2025 (GLOBE NEWSWIRE) -- BrightSpring Health Services, Inc. (NASDAQ: BTSG) (“BrightSpring” or the “Company”), a leading provider of home and community-based health services for complex populations, today announced that certain of its stockholders (the “Selling Stockholders”), including affiliates of Kohlberg Kravis Roberts & Co. L.P. (the “KKR Selling Stockholder”) and certain members of management, intend to offer for sale in an underwritten secondary offering an aggregate 14,000,000 shares of common stock of BrightSpring pursuant to a shelf registration statement filed by BrightSpring with the U.S. Securities and Exchange Commission (the “SEC”). The KKR Selling Stockholder expects to grant the underwriters a 30-day option to purchase up to an additional 2,100,000 shares of BrightSpring’s common stock. No shares are being sold by BrightSpring in the offering. The Selling Stockholders will receive all of the proceeds from this offering. Goldman Sachs & Co. LLC and BofA Securities are acting as the lead book-running managers for the proposed offering.   KKR Capital Markets LLC is acting as lead managing agent for the proposed offering. A shelf registration statement (including a prospectus) on Form S-3 relating to these securities was filed with the SEC on June 10, 2025 and became automatically effective upon filing. This press release shall not constitute an offer to sell or a solicitation of an offer to buy these securities, nor shall there be any sale of these securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction. The offering of these securities will be made only by means of a prospectus supplement and accompanying prospectus. Copies of the preliminary prospectus supplement and accompanying prospectus for the offering may be obtained from Goldman Sachs & Co. LLC, Prospectus Department, 200 West Street, New York, NY 10282, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing Prospectus-ny@ny.email.gs.com, BofA Securities, NC1-022-02-25, 201 North Tryon Street, Charlotte, NC 28255-0001, Attn: Prospectus Department, Email: dg.prospectus_requests@bofa.com. Forward Looking Statements The statements contained in this press release that are not historical facts are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are based on BrightSpring’s current expectations and are not guarantees of future performance. The forward-looking statements are subject to various risks, uncertainties, assumptions, or changes in circumstances that are difficult to predict or quantify. These expectations, beliefs, and projections are expressed in good faith and BrightSpring believes there is a reasonable basis for them. However, there can be no assurance that these expectations, beliefs, and projections will result or be achieved. Actual results may differ materially from these expectations due to changes in global, regional, or local economic, business, competitive, market, regulatory, and other factors, many of which are beyond BrightSpring’s control. Important factors that could cause actual results to differ materially from those in the forward-looking statements are set forth in BrightSpring’s filings with the SEC under caption “Risk Factors,” including its Annual Report on Form 10-K for the fiscal year ended December 31, 2024, and subsequent other filings BrightSpring makes with the SEC from time to time. Any forward-looking statement in this press release speaks only as of the date of this release. BrightSpring undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise, except as may be required by any applicable securities laws. Contacts Investor Relations:David Deuchler, CFAGilmartin Group LLCir@brightspringhealth.com or Media Contact:Leigh Whiteleigh.white@brightspringhealth.com502.630.7412

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