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Lemonade (NYSE: LMND) secures up to $250M Hannover Re growth financing facility

Filing Impact
(Moderate)
Filing Sentiment
(Neutral)
Form Type
8-K

Rhea-AI Filing Summary

Lemonade, Inc. entered into a New Business Financing Agreement with Hannover Re (Ireland) DAC under which Hannover will provide up to $250 million of outstanding capital to finance sales and marketing growth from January 1, 2027 through December 31, 2028. The facility is subject to a maximum outstanding capital amount of $150 million from the funding begin date through December 31, 2027, and up to $250 million at any time from January 1, 2028 through December 31, 2028. At the start of each monthly growth period, Hannover may finance up to 80% of the company’s qualifying Growth Spend, not exceeding $20 million per reference cohort.

Repayments will be made from a specified percentage of premiums collected on customer cohorts linked to the funded spend, with a rate of return equal to the greater of 0% or the three-year U.S. Treasury Bill rate, plus 5.8%. Once a cohort is fully repaid, Lemonade retains all future premiums from that cohort. The agreement includes financial covenants, cancellation and commitment termination provisions, and standard representations and warranties, and remains in effect unless terminated under its terms.

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Insights

Lemonade secures up to $250M structured growth financing tied to future premiums.

The agreement with Hannover Re (Ireland) DAC gives Lemonade access to up to $250 million of capital earmarked for sales and marketing between 2027 and 2028, with a staged cap of $150 million outstanding through 2027 and up to $250 million in 2028. Financing covers as much as 80% of specific growth spend, capped at $20 million per reference cohort.

Repayment comes from a portion of premiums on cohorts funded under the program, with Hannover’s return set at the greater of 0% or the three-year U.S. Treasury Bill rate plus 5.8%, which links the cost of capital to interest-rate levels. Once Hannover is fully repaid on a cohort, Lemonade keeps all further premiums from that cohort, preserving long-term economics.

The structure effectively advances cash against expected premium streams, conditioned by financial covenants and termination rights. Actual utilization and impact will depend on how much of the available capacity Lemonade draws between January 1, 2027 and December 31, 2028 and on the performance of the financed customer cohorts.

Item 1.01 Entry into a Material Definitive Agreement Business
The company signed a significant contract such as a merger agreement, credit facility, or major partnership.
Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement Financial
The company incurred a new significant debt or off-balance-sheet obligation.
Maximum outstanding capital $250 million Available any time from January 1, 2028 through December 31, 2028
2027 outstanding capital cap $150 million From funding begin date through December 31, 2027
Per-cohort financing cap $20 million Maximum financing per Reference Cohort each growth period
Growth Spend financing rate Up to 80% Portion of qualifying Growth Spend Hannover may finance monthly
Return margin over Treasuries Three-year U.S. T-bill rate + 5.8% Part of Counterparty Cap Amount on financed sums
Minimum reference rate floor 0% Floor in Counterparty Cap Amount calculation
Agreement period January 1, 2027 – December 31, 2028 Funding window for Growth Spend financing
New Business Financing Agreement financial
"entered into a New Business Financing Agreement (the “Agreement”) under which Hannover will provide"
Growth Spend financial
"related to the financing of the Company’s sales and marketing growth efforts ("Growth Spend") from January 1, 2027"
Reference Cohort financial
"Growth Spend of up to 80% but not to exceed $20 million per Reference Cohort"
Reference Premium financial
"repay each amount previously financed based on a specific percentage of premiums collected for assigned customer cohorts"
Counterparty Cap Amount financial
"plus a rate of return in accordance with the Counterparty Cap Amount, defined as the sum"
financial covenants financial
"The Agreement also includes certain financial covenants, cancellation and commitment termination provisions."
Financial covenants are rules written into loan or bond agreements that require a company to keep certain financial measures within agreed limits—examples include minimum cash, maximum debt levels, or minimum profit margins. They act like guardrails for lenders: breaking a covenant can force renegotiation, trigger penalties or default, and quickly affect a company’s available cash and stock value, so investors watch them as early warning signs of financial stress.
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Learn about SEC filing dates
0001691421FALSE00016914212026-06-242026-06-24

 

UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
 
FORM 8-K 

 CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of report (Date of earliest event reported): 6/22/2026
 
LEMONADE, INC.
(Exact name of registrant as specified in its charter)
Delaware 001-39367 32-0469673
(State or other jurisdiction
of incorporation)
 
(Commission File Number)
 
(I.R.S. Employer Identification No.)
5 Crosby Street, 3rd Floor
New York, NY 10013
(Address of principal executive offices) (Zip Code)
(844) 733-8666  
(Registrant’s telephone number, include area code)
N/A
(Former Name or Former Address, if Changed Since Last Report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) 
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Name of each exchange on which registered
Common Stock, $0.00001 par value per shareLMNDNew York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging growth company
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
 




Item 1.01Entry into a Material Definitive Agreement.

On June 22, 2026, Lemonade, Inc. (the "Company") and Hannover Re (Ireland) DAC ("Hannover"), entered into a New Business Financing Agreement (the “Agreement”) under which Hannover will provide up to $250 million of outstanding capital related to the financing of the Company’s sales and marketing growth efforts ("Growth Spend") from January 1, 2027 ("Funding Begin Date") through December 31, 2028, subject to a maximum outstanding capital amount of $150 million from Funding Begin Date through December 31, 2027, and up to $250 million at any time during the period from January 1, 2028 through December 31, 2028. Unless otherwise specified, capitalized terms used but not defined herein have the meanings given to them in the Agreement.

Under the Agreement, subject to certain terms and conditions, at the start of each monthly Growth Period, Hannover shall provide financing of the Company's Growth Spend of up to 80% but not to exceed $20 million per Reference Cohort. During each monthly Growth Period, the Company will repay each amount previously financed based on a specific percentage of premiums collected for assigned customer cohorts associated with the funded Growth Spend ("Reference Premium"), which includes the Funding Amount plus a rate of return in accordance with the Counterparty Cap Amount, defined as the sum of (a) the greater of (i) 0% or (ii) the three-year U.S. Treasury Bill rate, plus (b) 5.8%. Once fully repaid, the Company will retain all future Reference Premium related to each Reference Cohort. The Agreement also includes certain financial covenants, cancellation and commitment termination provisions.

The Agreement contains standard customary representations, warranties and covenants by the parties, and will continue to be in effect unless terminated by either party pursuant to its terms. The foregoing description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the full text of the Agreement, which the Company expects to file as an exhibit to its Quarterly Report on Form 10-Q for the quarter ended June 30, 2026.

Item 2.03Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.

The disclosure set forth above under Item 1.01 of this Current Report on Form 8-K is incorporated by reference into this Item 2.03.




SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 LEMONADE, INC.
Date: June 24, 2026 By: 
/s/ Daniel Schreiber
  
Daniel Schreiber
  
Chief Executive Officer


FAQ

What financing did Lemonade (LMND) secure with Hannover Re in June 2026?

Lemonade entered a New Business Financing Agreement with Hannover Re (Ireland) DAC. Hannover will provide up to $250 million of outstanding capital to fund Lemonade’s sales and marketing growth spend between January 1, 2027 and December 31, 2028, subject to specified caps and conditions.

How much capital is available to Lemonade (LMND) under the Hannover Re agreement in 2027 and 2028?

Outstanding capital is capped at $150 million from the funding begin date through December 31, 2027. From January 1, 2028 through December 31, 2028, the cap rises to up to $250 million of outstanding capital available under the agreement.

How is the interest or return calculated on Lemonade’s Hannover Re growth financing?

Each financed amount is repaid from premiums plus a return defined by a Counterparty Cap Amount. This equals the greater of 0% or the three-year U.S. Treasury Bill rate, plus 5.8%, applied to the funded amounts associated with each reference cohort.

How will Lemonade (LMND) repay the growth financing provided by Hannover Re?

During each monthly growth period, Lemonade repays financed amounts using a defined percentage of premiums collected from customer cohorts tied to the funded Growth Spend. Once Hannover is fully repaid on a reference cohort, Lemonade keeps all future premiums from that cohort.

What portion of Lemonade’s Growth Spend can Hannover Re finance under the agreement?

At the start of each monthly growth period, Hannover may finance up to 80% of Lemonade’s qualifying Growth Spend for that period. However, financing is limited to no more than $20 million per reference cohort, within the overall outstanding capital caps.

Does the Hannover Re agreement with Lemonade (LMND) include covenants or termination rights?

Yes. The agreement includes certain financial covenants, cancellation provisions, and commitment termination terms. It also contains customary representations, warranties, and covenants, and will continue in effect unless terminated by either party in accordance with its contractual provisions.

Filing Exhibits & Attachments

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