Maiden Holdings, Ltd. Announces Offering of Mandatory Convertible Preference Shares
September 24 2013 - 4:01PM
Maiden Holdings, Ltd. ("Maiden" or "the Company") (Nasdaq:MHLD)
today announced that it has commenced a public offering of $135
million of mandatory convertible preference shares, subject to
market and other customary conditions.
The offering consists of 2,700,000 mandatory convertible
preference shares with an offering price of $50 per share. Maiden
intends to grant the underwriters of the offering a 30-day option
to purchase up to an additional 300,000 mandatory convertible
preference shares.
Unless converted earlier, the mandatory convertible preference
shares will convert automatically into a variable number of
Maiden's common shares on or about October 1, 2016. The conversion
rates, dividend rate and other terms of the mandatory convertible
preference shares will be determined by negotiations between the
Company and the underwriters of the offering.
Maiden intends to use the net proceeds from the offering for
general corporate purposes, primarily to support the continuing
growth of its reinsurance operations. Pending application of the
net proceeds towards general corporate purposes, Maiden expects to
invest the net proceeds from the offering in marketable fixed
income securities and short term investments.
Goldman, Sachs & Co., Morgan Stanley & Co. LLC and
Merrill Lynch, Pierce, Fenner & Smith Incorporated will be
joint book-running managers for the offering.
The offering will be made under an effective shelf registration
statement filed with the U.S. Securities and Exchange Commission
(the "SEC"). 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 such offer,
solicitation or sale would be unlawful prior to registration or
qualification under the securities laws of any such
jurisdiction. Any offers of the securities will be made
exclusively by means of a prospectus supplement and accompanying
prospectus. Copies of the prospectus and the prospectus supplement
relating to the offering may be obtained from:
Goldman, Sachs & Co. Prospectus Department 200 West Street
New York, NY 10282 telephone: (866) 471-2526 facsimile: (212)
902-9316 email: prospectus-ny@ny.email.gs.com
Morgan Stanley & Co. LLC 180 Varick Street New York, New
York 10014 Attention: Prospectus Department
BofA Merrill Lynch Attention: Prospectus Department 222 Broadway
New York, New York 10038 email: dg.prospectus_requests@baml.com
About Maiden Holdings, Ltd.
Maiden Holdings, Ltd. is a Bermuda-based holding company formed
in 2007. Through its subsidiaries, which are each A- rated
(excellent) by A.M. Best, Maiden is focused on providing
non-catastrophic, customized reinsurance products and services to
small and mid-size insurance companies in the United States and
Europe. As of June 30, 2013, Maiden had $4.4 billion in assets and
shareholders' equity of $956.4 million.
Forward-looking Statements Safe Harbor
This release contains "forward-looking statements" which are
made pursuant to the safe harbor provisions of the Private
Securities Litigation Reform Act of 1995. The forward-looking
statements are based on Maiden's current expectations and beliefs
concerning future developments and their potential effects on
Maiden. There can be no assurance that actual developments will be
those anticipated by Maiden. Actual results may differ materially
from those projected as a result of significant risks and
uncertainties, including non-receipt of the expected payments,
changes in interest rates, effect of the performance of financial
markets on investment income and fair values of investments,
developments of claims and the effect on loss reserves, accuracy in
projecting loss reserves, the impact of competition and pricing
environments, changes in the demand for Maiden's products, the
effect of general economic conditions and unusual frequency of
storm activity, adverse state and federal legislation, regulations
and regulatory investigations into industry practices, developments
relating to existing agreements, heightened competition, changes in
pricing environments, and changes in asset valuations. Additional
information about these risks and uncertainties, as well as others
that may cause actual results to differ materially from those
projected is contained in Item 1A. Risk Factors in Maiden's Annual
Report on Form 10-K for the year ended December 31, 2012 as updated
in periodic filings with the SEC. Maiden undertakes no obligation
to publicly update any forward-looking statements, except as may be
required by law.
CONTACT: Noah Fields, Vice President, Investor Relations
Maiden Holdings, Ltd.
Phone: 441.298.4927
E-mail: nfields@maiden.bm
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