The Hartford Announces Expiration And Final Results Of Cash Tender Offer
August 15 2019 - 7:07AM
Business Wire
The Hartford announced today the expiration and final results of
its previously announced cash tender offer (the “Tender Offer”) for
any and all of the outstanding aggregate principal amount of (1)
the 5.125% Senior Notes due 2022 (the “Hartford Notes”) issued by
The Hartford and (2) the 5.75% Senior Notes due 2023 (the
“Navigators Notes” and together with the Hartford Notes, the
“Notes”) issued by The Navigators Group, Inc. (“Navigators”). The
consideration to be paid for each series of the Notes was
previously announced on August 14, 2019. Navigators is a
wholly-owned subsidiary of The Hartford.
The Tender Offer expired at 5:00 p.m., New York City time, on
August 14, 2019 (the “Expiration Time”). The principal amount of
each series of Notes that was validly tendered and not validly
withdrawn in the Tender Offer as of the Expiration Time according
to information provided by D.F. King & Co., Inc., the tender
agent for the Tender Offer, is set forth in the table below.
Title of Security
Aggregate Principal Amount
Outstanding
CUSIP / ISIN Number
Aggregate Principal Amount
Tendered and Accepted(3)
5.125% Senior Notes due 2022(1)
416518AB4 / US416518AB42
$800,000,000
$588,920,000
5.75% Senior Notes due 2023(2)
638904AB8 / US638904AB84
$265,000,000
$105,350,000
(1) The Hartford Notes are obligations of The Hartford.
(2) The Navigators Notes are obligations of Navigators and are
not guaranteed by any other entity, including The Hartford.
(3) Not including $2,000 in aggregate principal amount of
Hartford Notes submitted pursuant to a Notice of Guaranteed
Delivery, for which delivery is required to be made no later than
5:00 p.m., New York City time, on August 16, 2019.
Subject to the terms and conditions of the Tender Offer, The
Hartford will accept for purchase any and all Notes validly
tendered and not validly withdrawn at or prior to the Expiration
Time pursuant to the Tender Offer. The settlement for the Notes
validly tendered and not validly withdrawn at or prior to the
Expiration Time and accepted for purchase by The Hartford is
expected to take place on August 19, 2019. The Hartford’s
obligation to accept for purchase, and to pay for, any of the Notes
validly tendered and not validly withdrawn at or prior to the
Expiration Time and accepted for purchase pursuant to the Tender
Offer is conditioned upon the satisfaction or waiver of the
conditions described in the Offer to Purchase.
The Hartford retained Credit Suisse Securities (USA) LLC and
J.P. Morgan Securities LLC to serve as the dealer managers for the
Tender Offer. Credit Suisse Securities (USA) LLC may be contacted
at (800) 820-1653 (toll free) or (212) 538-2147 and J.P. Morgan
Securities LLC may be contacted at (866) 834-4666 (toll free) or
(212) 834-8553.
The Hartford retained D.F. King & Co., Inc. to serve as the
tender agent and information agent for the Tender Offer.
The Tender Offer was made pursuant to the terms and conditions
contained in the Offer to Purchase, dated August 8, 2019 (the
“Offer to Purchase”), and a related Letter of Transmittal and
Notice of Guaranteed Delivery, copies of which may be obtained from
D.F. King & Co., Inc. by telephone at (800) 814-8954
(toll-free) or for banks and brokers, at (212) 269-5550 (Banks and
Brokers Only) or by email at hig@dfking.com.
Copies of the Offer to Purchase, Letter of Transmittal and
Notice of Guaranteed Delivery are also available at the following
web address: www.dfking.com/hig.
This press release is neither an offer to purchase nor a
solicitation of an offer to sell any Notes in the Tender Offer. In
addition, this press release is not an offer to sell or the
solicitation of an offer to buy any securities issued in connection
with any debt capital markets issuance.
About The Hartford
The Hartford is a leader in property and casualty insurance,
group benefits and mutual funds. With more than 200 years of
expertise, The Hartford is widely recognized for its service
excellence, sustainability practices, trust and integrity.
The Hartford Financial Services Group, Inc. (NYSE: HIG) operates
through its subsidiaries under the brand name, The Hartford, and is
headquartered in Hartford, Connecticut.
Forward Looking Statements
Some of the statements in this release may be considered
forward-looking statements as defined in the Private Securities
Litigation Reform Act of 1995, including statements regarding the
conduct and consummation of the Tender Offer and any debt capital
markets issuance. We caution investors that these forward-looking
statements are not guarantees of future performance, and actual
results may differ materially. Investors should consider the
important risks and uncertainties that may cause actual results to
differ. These important risks and uncertainties include those
discussed in our 2018 Annual Report on Form 10-K, subsequent
Quarterly Reports on Forms 10-Q, and the other filings we make with
the Securities and Exchange Commission. We assume no obligation to
update such forward looking statements or this release, which
speaks as of the date issued.
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version on businesswire.com: https://www.businesswire.com/news/home/20190815005318/en/
Media: Matthew Sturdevant 860-547-8664
matthew.sturdevant@thehartford.com
Investors: Sabra Purtill, CFA 860-547-8691
sabra.purtill@thehartford.com
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