i3 Verticals, Inc. Prices Public Offering of Class a Common Stock

i3 Verticals, Inc. (Nasdaq: IIIV) (the “Company”) today announced the pricing of its public offering of 3,250,000 shares of Class A common stock at a public offering price of $23.50 per share. In addition, the Company has granted the underwriters a 30-day option to purchase up to an additional 487,500 shares of Class A common stock, at the public offering price, less the underwriting discount. The offering is expected to close on September 15, 2020, subject to customary closing conditions.

The Company anticipates that the gross proceeds from the offering will be $76.4 million, before deducting the underwriting discount and estimated offering expenses. The Company intends to use the net proceeds from the sale of 3,250,000 shares of Class A common stock in the offering (approximately $72.1 million) for general corporate purposes, including to repay outstanding indebtedness and to fund strategic acquisition opportunities.

BofA Securities and Morgan Stanley & Co. LLC are serving as joint book-running managers and as representatives of the underwriters. Raymond James & Associates, Inc. is serving as a passive book-running manager and as a representative of the underwriters. Stephens Inc., BTIG, LLC and D.A. Davidson & Co. are serving as co-managers for the offering.

The shares are being offered pursuant to an effective shelf registration statement (including a prospectus) (the “Registration Statement”) on Form S-3 (File No. 333-233126) filed with the U.S. Securities Exchange Commission (the “SEC”) and only by means of a prospectus and prospectus supplement. A preliminary prospectus supplement relating to, and describing the terms of, the offering was filed with the SEC on September 9, 2020. The final prospectus supplement relating to the offering will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. When available, copies of the final prospectus supplement and the accompanying prospectus for this offering can be obtained from:

• BofA Securities, NC1-004-03-43, 200 North College Street, 3rd Floor, Charlotte, NC, 28255-0001, Attn: Prospectus Department or by e-mail at [e-mail];
• Morgan Stanley & Co. LLC, 180 Varick Street, 2nd Floor, New York, NY 10014, Attn: Prospectus Department; or
• Raymond James & Associates, Inc., Attention: Equity Syndicate, 880 Carillon Parkway, St. Petersburg, FL, 33716, or by telephone at [phone], or by e-mail at [e-mail].

This press release shall not constitute an offer to sell or the solicitation of an offer to buy, 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.