Open Lending is set to gain new ownership through a move that will take the risk analytics solutions provider for financial institutions to being a private company.

ANV Group Holdings, a global insurance intermediary platform, announced on Tuesday that it has entered into a definitive agreement to acquire all outstanding shares of Open Lending common stock for $3.15 per share through an all-cash tender offer.

According to a news release, the transaction price represents a premium of approximately 78% to Open Lending’s 90-day volume weighted average price (VWAP) as of Monday, the last trading day prior to the announcement of the transaction.

“The offer provides compelling and immediate value for Open Lending stockholders,” the companies said in the news release.

Following the successful completion of the tender offer, ANV will acquire all remaining shares of Open Lending common stock not tendered in the tender offer through a second-step merger at the same price as in the tender offer.

Upon completion of the transaction, Open Lending will become a privately held company, and its common stock will no longer be listed on Nasdaq.

The transaction has been unanimously approved by the Open Lending board of directors and is expected to close during the third quarter. The move is subject to customary closing conditions, including the receipt of regulatory approvals and the tender of shares of Open Lending common stock representing a majority of the outstanding shares of Open Lending common stock.

“We are thrilled to welcome Open Lending to ANV,” chairman and chief executive officer Adam Karkowsky said. “This transaction directly advances our insurance-backed credit strategy, and we see significant value creation ahead, both from the business on its own merits and through the opportunities it creates across our broader platform.

“We have tremendous confidence in the management team and the future we’ll build together. Open Lending will continue to serve its customers and distribution partners as it does today, while benefiting from ANV’s platform and resources,” Karkowsky continued.

Founded more than two decades ago, Open Lending partners with financial institutions across the United States to help expand access to automotive financing. Open Lending’s proprietary risk decision-making technology and insurance‑backed credit structure helps lenders manage risk, improve loan performance, and expand access to credit.

ANV is an independent, global insurance intermediary platform operating across the United States, the United Kingdom, and Europe.

Formed in 2025 following a strategic transaction between AmTrust Financial Services and Blackstone Credit & Insurance, ANV operates a growing portfolio of specialty insurance businesses across a diverse range of risk and insurance products.

Executives said that joining ANV will provide Open Lending with access to capital, expanded market and distribution relationships, and strategic support for long-term growth and value creation.

Meanwhile, for ANV, executives said the acquisition represents the addition of a specialty underwriting business that fits well within its existing business segments and is consistent with ANV’s approach to driving growth through strategic M&A.

The addition of Open Lending is expected to strengthen and expand ANV’s U.S. footprint and reinforce credit as a core insurance product for the group.

“ANV brings deep domain expertise in insurance-backed credit and a long-term perspective that aligns closely with our strategy,” said Jessica Buss, chairman and CEO of Open Lending.

“This transaction delivers compelling and immediate value for our stockholders while providing Open Lending with the capital, stability, and strategic support to accelerate product innovation, deepen relationships with our financial institution partners, and drive sustainable growth over the long term,” Buss added.

Financial Technology Partners is serving as financial advisor, and Jones Day is acting as legal counsel to Open Lending in connection with the transaction.

Evercore is serving as financial advisor and Paul, Weiss, Rifkind, Wharton & Garrison as legal counsel to ANV in connection with the transaction.