Arch Capital Group Ltd. Announces Closing of $325 Million Public Offering of Series C Preferred Shares; Redemption of Series ...
02 Avril 2012 - 10:05PM
Business Wire
Arch Capital Group Ltd. (NASDAQ: ACGL) announced today that it
has closed an underwritten public offering of $325 million of its
6.75% Non-Cumulative Preferred Shares, Series C, with a liquidation
preference of $25.00 per share. The Company intends to apply to
list the Series C Non-Cumulative Preferred Shares on the New York
Stock Exchange under the symbol “ARHPrC.” The offering was led by
Wells Fargo Securities, LLC, Merrill Lynch, Pierce, Fenner &
Smith Incorporated, Morgan Stanley & Co. LLC and UBS Securities
LLC as joint book-running managers.
The Company also announced today that it had called for
redemption on May 2, 2012 its outstanding $200 million of 8.0%
Series A Non-Cumulative Preferred Shares and $125 million of 7.875%
Series B Non-Cumulative Preferred Shares. The Preferred Shares will
be redeemed at a redemption price equal to $25.00 per share, plus
all declared and unpaid dividends to (but excluding) the redemption
date. Declared and unpaid dividends will be paid to the holders of
record on May 1, 2012 of the Series A Non-Cumulative Preferred
Shares and the Series B Non-Cumulative Preferred Shares.
Arch Capital Group Ltd., a Bermuda-based company with
approximately $5.03 billion in capital at December 31, 2011,
provides insurance and reinsurance on a worldwide basis through its
wholly owned subsidiaries.
This press release shall not constitute an offer to sell or the
solicitation of an offer to buy, nor shall there be any sale of
these securities in any jurisdiction in which the offer,
solicitation or sale is not permitted. The offering is being made
pursuant to the Company’s effective shelf registration statement
previously filed with the Securities and Exchange Commission. This
offering may be made only by means of a prospectus, including a
prospectus supplement, forming a part of the effective registration
statement.
You may obtain a copy of the final prospectus supplement and
accompanying prospectus from the Securities and Exchange Commission
at www.sec.gov. Alternatively, the underwriters may arrange to send
you these documents if you request them by contacting Wells Fargo
Securities, LLC, 1525 W W.T. Harris Boulevard, NC0675, Charlotte,
NC 28262, Attention: Syndicate Operations, by calling toll free:
1-800-326-5897 or by emailing: cmclientsupport@wellsfargo.com;
Merrill Lynch, Pierce, Fenner & Smith Incorporated toll free at
1-800-294-1322; Morgan Stanley & Co. LLC toll free at
1-866-718-1649; or UBS Securities LLC, 299 Park Avenue, New York,
NY 10171, Attention: Prospectus Specialist or by calling toll free
at 1-877-827-6444, ext. 561 3884.
Cautionary Note Regarding Forward-Looking Statements
The Private Securities Litigation Reform Act of 1995 provides a
"safe harbor" for forward−looking statements. This release or any
other written or oral statements made by or on behalf of Arch
Capital Group Ltd. and its subsidiaries may include forward−looking
statements, which reflect our current views with respect to future
events and financial performance. All statements other than
statements of historical fact included in or incorporated by
reference in this release are forward−looking statements.
Forward−looking statements can generally be identified by the
use of forward−looking terminology such as "may," "will," "expect,"
"intend," "estimate," "anticipate," "believe" or "continue" or
their negative or variations or similar terminology.
Forward−looking statements involve our current assessment of risks
and uncertainties. Actual events and results may differ materially
from those expressed or implied in these statements. A
non-exclusive list of the important factors that could cause actual
results to differ materially from those in such forward-looking
statements includes the following: adverse general economic and
market conditions; increased competition; pricing and policy term
trends; fluctuations in the actions of rating agencies and our
ability to maintain and improve our ratings; investment
performance; the loss of key personnel; the adequacy of our loss
reserves, severity and/or frequency of losses, greater than
expected loss ratios and adverse development on claim and/or claim
expense liabilities; greater frequency or severity of unpredictable
natural and man-made catastrophic events; the impact of acts
of terrorism and acts of war; changes in regulations and/or tax
laws in the United States or elsewhere; our ability to successfully
integrate, establish and maintain operating procedures as well as
integrate the businesses we have acquired or may acquire into the
existing operations; changes in accounting principles or policies;
material differences between actual and expected assessments for
guaranty funds and mandatory pooling arrangements; availability and
cost to us of reinsurance to manage our gross and net exposures;
the failure of others to meet their obligations to us; and other
factors identified in our filings with the U.S. Securities and
Exchange Commission.
The foregoing review of important factors should not be
construed as exhaustive and should be read in conjunction with
other cautionary statements that are included herein or elsewhere.
All subsequent written and oral forward−looking statements
attributable to us or persons acting on our behalf are expressly
qualified in their entirety by these cautionary statements. We
undertake no obligation to publicly update or revise any
forward−looking statement, whether as a result of new information,
future events or otherwise.
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