Primerica Announces Repurchase of Remaining Shares Held by Warburg Pincus

  Primerica Announces Repurchase of Remaining Shares Held by Warburg Pincus

Business Wire

DULUTH, Ga. -- May 28, 2013

Primerica, Inc. (NYSE:PRI) today announced that it has entered into an
agreement to repurchase 2,488,621 shares of Primerica outstanding common stock
and warrants exercisable for 4,103,110 shares of Primerica common stock
beneficially owned by Warburg Pincus Private Equity X, L.P. and Warburg Pincus
X Partners, L.P. at a purchase price of $34.67 per outstanding share and at a
purchase price for the warrants equal to $16.67 per underlying share (which
represents the closing price of Primerica common stock on May 28, 2013, less
the warrant exercise price per share). The aggregate purchase price for the
shares and the warrants is approximately $154.7 million. The purchase price
was determined based on the closing price of Primerica common stock on May 28,
2013. Following the repurchase transaction, Warburg Pincus will no longer own
any of Primerica’s outstanding common stock.

Morgan Stanley & Co. LLC served as financial adviser to Primerica with respect
to this repurchase.

“We are proud of our partnership with Rick, John and the rest of the Primerica
team since the company’s IPO,” said Michael Martin, Managing Director and Head
of Financial Services Investing at Warburg Pincus. “Our experience as a
Primerica shareholder has been a very positive one and we are confident that
the company will continue to fulfill its mission of serving middle income
households in better preparing for a more secure financial future.”

“Today’s transaction marks the conclusion of Primerica’s IPO era. Warburg
Pincus has been a great partner and was vital in helping us become a strong
public company. In three years, our Company has completed an exit from
Citigroup, and, with today’s acquisition of Warburg Pincus’ stake, we become a
‘fully’ public company. This is a proud day in Primerica’s history,” said Rick
Williams, Chairman of the Board and Co-CEO of Primerica.

Forward-Looking Statements

Except for historical information contained in this press release, the
statements in this release are forward-looking and made pursuant to the safe
harbor provisions of the Private Securities Litigation Reform Act of 1995.
Forward-looking statements contain known and unknown risks and uncertainties
that may cause our actual results in future periods to differ materially from
anticipated or projected results. Those risks and uncertainties include, among
others, our failure to continue to attract and license new recruits, retain
sales representatives or license or maintain the licensing of our sales
representatives; our or our sales representatives’ violation of or
non-compliance with laws and regulations; incorrect assumptions used to price
our insurance policies; the failure of our investment products to remain
competitive with other investment options; our failure to meet RBC standards
or other minimum capital and surplus requirements; a downgrade or potential
downgrade in our insurance subsidiaries’ financial strength ratings or our
senior debt ratings; inadequate or unaffordable reinsurance or the failure of
our reinsurers to perform their obligations; heightened standards of conduct
or more stringent licensing requirements for our sales representatives; the
inability of our subsidiaries to pay dividends or make distributions; the loss
of key personnel; and general changes in economic and financial conditions,
including the effects of credit deterioration and interest rate fluctuations
on our invested asset portfolio. These and other risks and uncertainties
affecting us are more fully described in our filings with the Securities and
Exchange Commission, which are available in the "Investor Relations" section
of our website at http://investors.primerica.com. Primerica assumes no duty to
update its forward-looking statements as of any future date.

About Primerica, Inc.

Primerica, Inc., headquartered in Duluth, GA, is a leading distributor of
financial products to middle income households in North America. Primerica
representatives educate their Main Street clients about how to better prepare
for a more secure financial future by assessing their needs and providing
appropriate solutions through term life insurance, which we underwrite, and
mutual funds, annuities and other financial products, which we distribute
primarily on behalf of third parties. In addition, Primerica provides an
entrepreneurial full or part-time business opportunity for individuals seeking
to earn income by distributing the company’s financial products. We insured
more than 4.3 million lives and approximately 1.9 million clients maintained
investment accounts with us at December 31, 2012. Primerica stock is included
in the S&P MidCap 400 and the Russell 2000 stock indices and is traded on The
New York Stock Exchange under the symbol “PRI”.

Contact:

Primerica, Inc.
Press:
Mark Supic, 470-564-6329
or
Investors:
Kathryn Kieser, 470-564-7757