NEW YORK, March 6, 2018 - Assurant, Inc. (NYSE: AIZ), a global provider of risk management solutions, today announced the commencement of a public offering of 2,500,000 shares of its Series D Mandatory Convertible Preferred Stock, par value $1.00 per share (“mandatory convertible preferred stock”) with a liquidation preference of $100.00 per share, subject to market conditions. The company expects to grant the underwriters a 30-day option to purchase up to an additional 375,000 shares of mandatory convertible preferred stock, solely to cover over-allotments.
The company intends to use the net proceeds from the offering together with proceeds from the issuance of new indebtedness, cash on hand and common stock consideration to fund the company’s previously announced acquisition of TWG Holdings Limited, refinance its existing 2.50% Senior Notes due 2018 and pay related fees and expenses.
Unless converted earlier at the option of the holders, each share of mandatory convertible preferred stock will automatically convert into a variable number of shares of the company’s common stock on or around March 15, 2021. The conversion rates, dividend rate and other terms of the mandatory convertible preferred stock will be determined at the time of pricing of the offering.
The offering is not contingent upon the consummation of the acquisition of TWG Holdings Limited, although under certain circumstances the mandatory convertible preferred stock is subject to redemption at Assurant’s option, in whole but not in part, if the acquisition is not consummated. If for any reason the acquisition of TWG Holdings Limited is not consummated (and if Assurant does not exercise its option to redeem the mandatory convertible preferred stock), the net proceeds from this offering would be available for the refinancing of the 2018 Senior Notes and general corporate purposes.
Morgan Stanley & Co. LLC, J.P. Morgan Securities LLC and Wells Fargo Securities, LLC are acting as joint book running managers for the offering.
An effective shelf registration statement, under which the mandatory convertible preferred stock and the common stock issuable upon conversion of the mandatory convertible preferred stock will be issued, was filed previously with the U.S. Securities and Exchange Commission. The offering and sale of the mandatory convertible preferred stock and the common stock issuable upon conversion of the mandatory convertible preferred stock are being made only by means of a prospectus and an accompanying prospectus supplement related to the offering. You can get copies of these documents for free by visiting EDGAR at the SEC website at www.sec.gov. Alternatively, copies of the prospectus and prospectus supplement, when available, may be obtained by contacting Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, 2nd Floor, New York, NY 10014; J.P. Morgan Securities LLC, c/o Broadridge Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717, Attention: Prospectus Department or by calling at (866) 803-9204; or Wells Fargo Securities, LLC, Attention: Equity Syndicate Department, 375 Park Avenue, 4th Floor, New York, New York 10152, by calling 800-326-5897 or by emailing [email protected].
This press release is neither an offer to sell nor a solicitation of an offer to buy the mandatory convertible preferred stock or the common stock issuable upon conversion of the mandatory convertible preferred stock, nor does it constitute an offer, solicitation or sale in any jurisdiction in which such offer, solicitation or sale is unlawful.
Assurant, Inc. (NYSE: AIZ) is a global provider of risk management solutions, protecting where consumers live and the goods they buy. Assurant focuses on the housing and lifestyle markets, and is among the market leaders in mobile device protection and related services; extended service contracts; vehicle protection; pre-funded funeral insurance; renters insurance; lender-placed homeowners insurance; and mortgage valuation and field services. Assurant operates in 16 countries, while its Assurant Foundation works to support and improve communities.
Some of the statements included in this press release may constitute forward-looking statements within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. Forward-looking statements are based on management’s best estimates, assumptions and projections and are subject to significant uncertainties, including the closing of this offering. Actual results may differ materially from those projected in the forward-looking statements. The company undertakes no obligation to update any forward-looking statements in this press release as a result of new information or future events or developments. For a detailed discussion of the general risk factors that could affect the company’s results, please refer to the risk factors identified in the company’s annual and periodic reports filed with the Securities and Exchange Commission.
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