NEW YORK, July 17, 2018 /PRNewswire/ -- National Life
Insurance Company ("National Life") today announced the expiration
of and the results for its previously announced offer to exchange
(the "Exchange Offer") any and all of National Life's outstanding
10.50% Surplus Notes due 2039 (the "Existing Notes") held by
Eligible Holders (as defined below). The Existing Notes are
being exchanged for 5.25% Fixed-to-Floating Rate Surplus Notes due
2068 (the "New 2068 Surplus Notes"). The New 2068 Surplus Notes
being offered in the Exchange Offer are expected to constitute a
further issuance of, and will form a single series with, the
previously announced 5.25% Fixed-to-Floating Rate Surplus Notes due
2068 which National Life expects to issue for cash on July 19, 2018 in the aggregate principal amount
of $350,000,000 (the "Original 2068
Surplus Notes").
As of the previously announced Expiration Time of 5:00 p.m., New York City Time, on July 17, 2018 (the "Expiration Time"), according
to information provided by D.F. King & Co., Inc., the
Information and Exchange Agent for the Exchange Offer, $12,790,000 aggregate principal amount (or
approximately 6.4% of the outstanding principal amount) of the
Existing Notes were validly tendered and not validly withdrawn in
the Exchange Offer at or prior to the Expiration Time. Subject to
satisfaction or waiver of the other conditions set forth in the
Exchange Offer Materials (as defined below), settlement of the
Exchange Offer is expected to occur on July
19, 2018 (the "Settlement Date").
Holders of Existing Notes validly tendered (and not validly
withdrawn) in the Exchange Offer will receive accrued and unpaid
interest to, but not including, the Settlement Date in cash on all
such Existing Notes validly tendered and accepted for exchange
pursuant to the Exchange Offer.
National Life expects to accept for exchange all Existing Notes
that were validly tendered and not validly withdrawn in the
Exchange Offer.
The Exchange Offer was made solely to Eligible Holders upon the
terms and subject to the conditions set forth in the confidential
offering memorandum, as amended (the "Offering Memorandum"), and
the related letter of transmittal (the "Letter of Transmittal") and
notice of guaranteed delivery (the "Notice of Guaranteed Delivery"
and, together with the Offering Memorandum and Letter of
Transmittal, the "Exchange Offer Materials"), each dated
July 10, 2018.
The Exchange Offer was made only (a) in the United States, to holders of Existing
Notes who are "qualified institutional buyers," as defined in Rule
144A under the Securities Act of 1933, as amended (the "Securities
Act"), and (b) outside the United
States, to holders of Existing Notes who are not "U.S.
persons," as defined in Rule 902 under the Securities Act. We
refer to the holders of Existing Notes who have certified that they
are eligible to participate in the Exchange Offer pursuant to at
least one of the foregoing conditions as "Eligible Holders."
This press release is for informational purposes only and is
neither an offer to purchase nor a solicitation of an offer to sell
any securities. The Exchange Offer was made and the
New 2068 Surplus Notes were offered only to holders who have
certified that they are eligible to participate in the Exchange
Offer as either "qualified institutional buyers" or holders that
are not "U.S. persons" as such terms are defined under the
Securities Act. The New 2068 Surplus Notes have not been
registered under the Securities Act or under any state securities
laws, and may not be offered or sold in the United States absent registration or an
applicable exemption from the registration requirements of the
Securities Act, and, accordingly, are subject to significant
restrictions on transfer and resale as more fully described in the
Exchange Offer Materials. The Exchange Offer is subject to
the terms and conditions set forth in the Exchange Offer
Materials.
About National Life
National Life Insurance Company
(National Life) is a life insurance company founded in 1848 in
Montpelier, Vermont and licensed
to conduct business in all 50 states and the District of Columbia. National Life operates
as a unified organization under the trade name of National Life
Group, which includes National Life, Life Insurance Company of the
Southwest, and their affiliates. National Life Group is a
diversified financial services company and one of the fastest
growing life insurers in the United
States. Its offerings include traditional whole life, term
life, fixed interest universal life, indexed universal life,
variable universal life, variable annuities, fixed interest rate
annuities and fixed indexed annuities. The company has a combined
life insurance in-force of $123.9
billion (before reinsurance ceded) and annuity account value
under management of $13.8
billion.
Forward-Looking Statements
This press release may
contain "forward-looking statements." These forward-looking
statements include, but are not limited to, the completion of the
proposed offering of Original 2068 Surplus Notes, the satisfaction
of the conditions to the Exchange Offer and the completion of the
proposed Exchange Offer. Forward-looking statements include,
but are not limited to, statements that represent National Life's
beliefs concerning future operations, strategies, financial results
or other developments, and contain words and phrases such as "may,"
"expects," "should" or similar expressions. Because these
forward-looking statements are based on estimates and assumptions
that are subject to significant business, economic and competitive
uncertainties, many of which are beyond National Life's control or
are subject to change, actual results could be materially different
and National Life's results of operations, its financial condition
and its liquidity could be adversely affected. Consequently, such
forward-looking statements should be regarded solely as National
Life's current plans, estimates and beliefs. National Life does not
intend, and does not undertake, any obligation to update any
forward-looking statements to reflect future events or
circumstances after the date of such statements.
Media Contact: Tom Long,
1-917-859-0313, tlong@dfking.com
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SOURCE National Life Insurance Company