Validus Holdings, Ltd. Announces Pricing of $150 Million Offering of Depositary Shares Representing Series A Preference Shares
June 06 2016 - 4:16PM
Business Wire
Validus Holdings, Ltd. ("Validus" or the "Company") (NYSE:VR)
today announced it has priced an underwritten public offering of
6,000,000 Depositary Shares, each of which represents a 1/1,000th
interest in a share of its 5.875% Non-Cumulative Preference Shares,
Series A, $0.175 par value and $25,000 liquidation preference per
share (equivalent to $25 per Depositary Share).
Validus intends to use the net proceeds from the offering for
general corporate purposes. The offering is expected to close on
June 13, 2016, subject to customary closing conditions.
Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan
Stanley & Co. LLC and UBS Securities LLC are acting as joint
book-running managers for the offering.
The offering was made pursuant to an existing effective shelf
registration statement (including a prospectus) filed with the U.S.
Securities and Exchange Commission (the "SEC") and a prospectus
supplement. Copies of the prospectus supplement and accompanying
prospectus may be obtained from the SEC's website at www.sec.gov or
by contacting: Merrill Lynch, Pierce, Fenner & Smith
Incorporated at (800) 294-1322, Morgan Stanley & Co. LLC at
(800) 624-1808 or UBS Securities LLC at (888) 827-7275.
This press release does not constitute an offer to sell or a
solicitation of an offer to buy the Depositary Shares, nor shall
there be any offer or sale of the Depositary Shares in any state or
jurisdiction in which such an offer, solicitation or sale would be
unlawful. The Depositary Shares may be offered only by means of a
prospectus supplement and accompanying base prospectus.
About Validus Holdings, Ltd.
Validus Holdings, Ltd. (“Validus”) is a holding company for
reinsurance and insurance operating companies and investment
advisors including Validus Reinsurance, Ltd. (“Validus Re”), Talbot
Holdings Ltd. (“Talbot”), Western World Insurance Group, Inc.
(“Western World”) and AlphaCat Managers, Ltd. (“AlphaCat”).
Validus Re is a Bermuda based reinsurer focused on treaty
reinsurance. Talbot is the Bermuda parent of the specialty
insurance group primarily operating within the Lloyd's insurance
market through Syndicate 1183. Western World is a U.S. specialty
lines insurance company focused on excess and surplus lines.
AlphaCat is a Bermuda based investment adviser managing capital for
third parties and Validus in insurance linked securities and other
property catastrophe reinsurance investments.
Cautionary Note Regarding Forward-Looking Statements
This press release may include forward-looking statements, both
with respect to the Company and its industry, that reflect our
current views with respect to future events and financial
performance. Statements that include the words "expect", "intend",
"plan", "believe", "project", "anticipate", "will", "may" and
similar statements of a future or forward-looking nature identify
forward-looking statements. All forward-looking statements address
matters that involve risks and uncertainties, many of which are
beyond the Company's control. Accordingly, there are or will be
important factors that could cause actual results to differ
materially from those indicated in such statements and, therefore,
you should not place undue reliance on any such statements. We
believe that these factors include, but are not limited to, the
following: 1) unpredictability and severity of catastrophic events;
2) rating agency actions; 3) adequacy of Validus' risk management
and loss limitation methods; 4) cyclicality of demand and pricing
in the insurance and reinsurance markets; 5) statutory or
regulatory developments including tax policy, reinsurance and other
regulatory matters; 6) Validus' ability to implement its business
strategy during "soft" as well as "hard" markets; 7) adequacy of
Validus' loss reserves; 8) continued availability of capital and
financing; 9) retention of key personnel; 10) competition; 11)
potential loss of business from one or more major insurance or
reinsurance brokers; 12) Validus' ability to implement,
successfully and on a timely basis, complex infrastructure,
distribution capabilities, systems, procedures and internal
controls, and to develop accurate actuarial data to support the
business and regulatory and reporting requirements; 13) general
economic and market conditions (including inflation, volatility in
the credit and capital markets, interest rates and foreign currency
exchange rates); 14) the integration of businesses Validus may
acquire or new business ventures Validus may start; 15) the effect
on Validus' investment portfolios of changing financial market
conditions including inflation, interest rates, liquidity and other
factors; 16) acts of terrorism or outbreak of war; and 17)
availability of reinsurance and retrocessional coverage, as well as
management's response to any of the aforementioned factors.
The foregoing review of important factors should not be
construed as exhaustive and should be read in conjunction with the
other cautionary statements that are included in Validus' most
recent reports on Form 10-K and Form 10-Q and other documents of
the Company on file with or furnished to the U.S. Securities and
Exchange Commission. Any forward-looking statements made in this
press release are qualified by these cautionary statements, and
there can be no assurance that the actual results or developments
anticipated by Validus will be realized or, even if substantially
realized, that they will have the expected consequences to, or
effects on, Validus or its business or operations. Except as
required by law, the Company undertakes no obligation to update
publicly or revise any forward-looking statement, whether as a
result of new information, future developments or otherwise.
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Investors:Validus Holdings,
Ltd.Investor.Relations@ValidusHoldings.com+1-441-278-9000orMedia:Brunswick
GroupMustafa Riffat / Laura Pietruszki+1-212-333-3810
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