NEW YORK, March 22, 2018 - Assurant, Inc. (NYSE: AIZ), a global provider of risk management solutions, today announced the pricing of a public offering of $300,000,000 aggregate principal amount of its Floating Rate Senior Notes due 2021 (the “2021 Senior Notes”), $300,000,000 aggregate principal amount of its 4.200% Senior Notes due 2023 (the “2023 Senior Notes”), $300,000,000 aggregate principal amount of its 4.900% Senior Notes due 2028 (the “2028 Senior Notes”) and $400,000,000 aggregate principal amount of its 7.000% Fixed-to-Floating Rate Subordinated Notes due 2048 (the “Fixed-to-Floating Rate Subordinated Notes” and, together with the 2021 Senior Notes, 2023 Senior Notes and the 2028 Senior Notes, the “Notes”). The offering is expected to close on March 27, 2018, subject to customary closing conditions.
The net proceeds from the sale of the Notes will be approximately $1.3 billion, after deducting the underwriting discounts and the estimated offering expenses payable by the company. The company intends to use the net proceeds from the offering together with proceeds from the issuance of 2,875,000 shares of its 6.50% Series D Mandatory Convertible Preferred Stock, 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.
The offering is not contingent upon the consummation of the acquisition of TWG Holdings Limited, although the 2021 Senior Notes, 2023 Senior Notes and the Fixed-to-Floating Rate Subordinated Notes are subject to a special mandatory redemption, in whole but not in part, if the acquisition is not consummated. The 2028 Senior Notes are not subject to a special mandatory redemption and will remain outstanding even if the company does not consummate the acquisition.
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 Notes will be issued, was filed previously with the U.S. Securities and Exchange Commission. The offering and sale of the Notes is 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, 383 Madison Avenue, New York, NY 10179, Attention: Investment Grade Syndicate Desk, or by calling at (212) 834-4533; and Wells Fargo Securities, LLC, 608 2nd Avenue South, Suite 1000, Minneapolis, MN 55402, Attention: WFS Customer Service, or by emailing firstname.lastname@example.org or by calling at (800) 645-3751.
This press release is neither an offer to sell nor a solicitation of an offer to buy the Notes, 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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