Radian Group Inc. (NYSE:RDN) (the “Company”) announced today the
early tender results and upsizing of its previously announced cash
tender offers (the “Tender Offers”) for the debt securities in the
table below (collectively, the “Notes”). The Company has amended
the terms of the Tender Offers to increase the Maximum Series
Tender Cap (as defined below) relating to the 7.00% Senior Notes
due 2021 from $125 million to $175 million in aggregate
consideration. All other terms of the Tender Offers remain
unchanged. The “Maximum Series Tender Cap” refers to the aggregate
consideration to be paid by the Company in respect of each series
of Notes, excluding Accrued Interest (as defined below).
The aggregate principal amount of Notes of each series that were
validly tendered and not validly withdrawn as of 5:00 p.m., New
York City time, on September 25, 2017 (the “Early Participation
Time”), as reported by the Depositary (as defined below), and the
aggregate principal amount of each series of Notes that are
expected to be accepted for purchase by the Company on September
26, 2017 (the “Early Settlement Date”), subject to the satisfaction
or waiver of certain conditions to the Tender Offers set forth in
the Offer to Purchase (defined below) are specified in the table
below.
Notes(CUSIP/ISIN)
OutstandingPrincipalAmount
OriginalMaximumSeriesTenderCap
RevisedMaximumSeries
TenderCap
PrincipalAmountTendered
Principal
AmountExpected to beAccepted forPurchase onEarlySettlement
Date
TotalConsideration(rounded) (1)(2)
5.50% SeniorNotes due
2019(750236AR2/US750236AR21)
$300,000,000 $150,000,000 No change $231,835,000 $141,377,000
$149,999,583
5.25% SeniorNotes due 2020
(750236AS0/US750236AS04)
$350,000,000 $125,000,000 No change $277,852,000 $115,874,000
$124,999,078
7.00% SeniorNotes due
2021(750236AT8/US750236AT86)
$350,000,000 $125,000,000 $175,000,000 $322,588,000 $152,339,000
$174,999,426 (1) Excludes Accrued Interest (as
defined below), which will be paid by the Company. (2) Includes the
Early Participation Premium (as defined below) of $30.00 per $1,000
principal amount of Notes.
The terms and conditions of the Tender Offers are set forth in
an Offer to Purchase dated September 12, 2017 (as amended hereby,
the “Offer to Purchase”), which has been sent to holders of the
Notes. Holders of the Notes are urged to read carefully the Offer
to Purchase, as it contains important information regarding the
Tender Offers.
Subject to the terms and conditions of the Tender Offers,
holders who validly tendered their Notes on or prior to the Early
Participation Time and whose Notes are accepted for purchase will
receive the applicable Total Consideration set forth in the table
above for each $1,000 principal amount of Notes purchased pursuant
to the Tender Offers, which includes an early participation premium
of $30.00 per $1,000 principal amount of Notes (the “Early
Participation Premium”), plus accrued and unpaid interest on such
Notes from, and including, the applicable last interest payment
date with respect to those Notes to, but not including, the Early
Settlement Date (“Accrued Interest”). Withdrawal rights for the
Notes expired at 5:00 p.m., New York City time, on September 25,
2017.
As the aggregate consideration to be paid by the Company in
respect of each series of Notes that have been tendered would
exceed the applicable Maximum Series Tender Caps, acceptance for
tenders of each series of Notes has been prorated such that (i) of
the $231,835,000 aggregate principal amount of the 5.50% Senior
Notes due 2019 that were tendered as of the Early Participation
Time, only $141,377,000 aggregate principal amount are expected to
be accepted for purchase on the Early Settlement Date; (ii) of the
$277,852,000 aggregate principal amount of the 5.25% Senior Notes
due 2020 that were tendered as of the Early Participation Time,
only $115,874,000 aggregate principal amount are expected to be
accepted for purchase on the Early Settlement Date; and (iii) of
the $322,588,000 aggregate principal amount of the 7.00% Senior
Notes due 2021 that were tendered as of the Early Participation
Time, only $152,339,000 aggregate principal amount are expected to
be accepted for purchase on the Early Settlement Date.
Because the Tender Offers have been fully subscribed as of the
Early Participation Time, no Notes tendered after the Early
Participation Time will be accepted for purchase in the Tender
Offers. Any Notes tendered after the Early Participation Time,
together with any Notes tendered at or prior to the Early
Participation Time but not accepted by the Company, including Notes
not accepted because of proration, will be returned to the holders
thereof. The Tender Offers will expire at 11:59 p.m. New York City
time, on October 10, 2017, unless extended or earlier
terminated.
The obligation of the Company to accept any Notes tendered and
to pay the consideration therefor is subject to, and conditioned
upon, the satisfaction or waiver of certain conditions described in
the Offer to Purchase, including the consummation of an offering of
senior debt securities, which the Company commenced concurrently
with the Tender Offers, the net proceeds of which, together with
other available cash, will fund the Tender Offers (the “Debt
Financing”). The Debt Financing is expected to close on September
26, 2017, subject to customary closing conditions.
The dealer manager for the Tender Offers is RBC Capital Markets,
LLC (the “Dealer Manager”). The information agent and the
depositary for the Tender Offers is Global Bondholder Services
Corporation (the “Depositary”). Any questions regarding the terms
of the Tender Offers should be directed to the Dealer Manager at
(toll-free) (877) 381-2099 or (212) 618-7822. Any questions
regarding procedures for tendering Notes should be directed to the
information agent at (toll-free) (866) 873-6300 or (for banks and
brokers) (212) 430-3774) or 65 Broadway, Suite 404, New York, NY
10006.
This news release shall not be construed as an offer to purchase
or sell or a solicitation of an offer to purchase or sell any of
the Notes or any other securities. The Company, subject to
applicable law, may amend, extend or terminate any or all of the
Tender Offers and may postpone the acceptance for purchase of, and
payment for, the Notes so tendered. The Tender Offers are not being
made in any jurisdiction in which the making or acceptance thereof
would not be in compliance with the securities, blue sky or other
laws of such jurisdiction. None of the Company, the Dealer Manager,
the information agent or the Depositary makes any recommendations
as to whether holders of the Notes should tender their Notes
pursuant to the Tender Offers. Nothing contained herein shall
constitute an offer of the debt securities that are the subject of
the Debt Financing.
About Radian
Radian Group Inc. (NYSE:RDN), headquartered in Philadelphia,
provides private mortgage insurance, risk management products and
real estate services to financial institutions. Radian offers
products and services through two business segments:
- Mortgage Insurance, through its
principal mortgage insurance subsidiary Radian Guaranty Inc. This
private mortgage insurance protects lenders from default-related
losses, facilitates the sale of low-downpayment mortgages in the
secondary market and enables homebuyers to purchase homes more
quickly with downpayments less than 20%.
- Mortgage and Real Estate
Services, through its principal services subsidiary Clayton, as
well as Green River Capital, Red Bell Real Estate and ValuAmerica.
These solutions include information and services that financial
institutions, investors and government entities use to evaluate,
acquire, securitize, service and monitor loans and asset-backed
securities.
View source
version on businesswire.com: http://www.businesswire.com/news/home/20170926005972/en/
Radian Group Inc.Emily Riley,
215-231-1035emily.riley@radian.biz
Radian (NYSE:RDN)
Historical Stock Chart
From Mar 2024 to Apr 2024
Radian (NYSE:RDN)
Historical Stock Chart
From Apr 2023 to Apr 2024