Press Release

Tiptree Acquires Common Shares in Invesque Inc.

Company Release - 2/1/2018 3:18 PM ET

TORONTO--(BUSINESS WIRE)-- Tiptree Operating Company, LLC (“Tiptree”), the operating subsidiary of Tiptree Inc. announced today that it acquired 16,647,236 common shares (the “Common Shares”) of Invesque Inc. (the “Corporation”). The Common Shares were acquired pursuant to a purchase agreement dated November 16, 2017 among the Corporation, Invesque Holdings, LP (f/k/a Mainstreet Health Holdings, LP) (the “Partnership”) and Tiptree, pursuant to which the Partnership acquired all of the issued and outstanding equity interests of Care Investment Trust, LLC and its subsidiaries and two other seniors living facilities (the “Transaction”). The Common Shares were issued at a fixed price of US$9.75 per Common Share. Based on the daily average exchange rate on January 31, 2018, the Canadian equivalent for the price per Common Share is CDN$11.99. Following the completion of the Transaction, Tiptree will own approximately 34% of the Corporation’s issued and outstanding Common Shares. Prior to the Transaction, Tiptree did not hold any Common Shares.

The Common Shares were issued to Tiptree as consideration in connection with the Transaction and will be held for investment purposes. Tiptree will evaluate its investment in the Corporation from time to time and may, based on such evaluation, market conditions and other circumstances, increase or decrease its shareholding as circumstances require subject to the Governance and Investor Rights Agreement entered into by Tiptree and the Corporation in connection with the Transaction. This press release is being issued pursuant to National Instrument 62-103 – The Early Warning System and Related Take-Over Bid and Insider Reporting Issues which requires a report to be filed under the Corporation’s profile on SEDAR (www.sedar.com) containing additional information respecting the foregoing matters. A copy of such report may be obtained by contacting Tiptree Inc., 780 Third Avenue, 21st Floor, New York, NY, 10017, Attn: Secretary, or by calling our corporate number at (212) 446-1400.

About Tiptree

Tiptree Inc. (NASDAQ:TIPT) (the “Company”) is a holding company that combines a specialty insurance platform with investment management expertise. The Company’s principal operating subsidiary is a leading provider of specialty insurance underwriting products and services. The Company also allocates its capital across private operations and investments which we refer to as Tiptree Capital. Today, Tiptree Capital consists of asset management operations, mortgage operations and other investments. For more information, please visit www.tiptreeinc.com.

Forward-Looking Statements

This release contains “forward-looking statements” which involve risks, uncertainties and contingencies, many of which are beyond Tiptree Inc.’s control, which may cause actual results, performance, or achievements to differ materially from anticipated results, performance, or achievements. All statements contained in this release that are not clearly historical in nature are forward-looking, and the words “intend,” “may,” “might,” “plan,” “project,” “should,” “target,” “will,” or similar expressions are intended to identify forward-looking statements. Given these uncertainties, you should not place undue reliance on these forward-looking statements. Except as required by applicable laws, we undertake no obligation to update any forward-looking statements.

Tiptree Inc.
Investor Relations, 212-446-1400
ir@tiptreeinc.com

Source: Tiptree Inc.