[December 09, 2016] |
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Assurant, Inc. Announces Notes Tender Offer
Assurant, Inc. (NYSE:AIZ) announced today it has commenced a cash tender
offer (the "Offer") to purchase up to $100,000,000 aggregate principal
amount (the "Tender Cap") of its 6.750% Senior Notes due 2034 (the
"Notes").
The following table sets forth some of the terms of the Offer:
Title of Security
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CUSIP Number
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Principal Amount Outstanding
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Tender Cap (Principal Amount)
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Reference U.S. Treasury Security
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Bloomberg (News - Alert) Reference Page(1)
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Fixed Spread (basis points)
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Early Tender Premium (per $1,000)(2)
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Hypothetical Total Consideration(2)
(3)
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6.750% Senior Notes due 2034
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04621XAD0
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$475,000,000
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$100,000,000
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2.25% UST due 8/15/46
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FIT1
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170 bps
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$30.00
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$1,224.43
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__________________________________________
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(1)
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The applicable page on Bloomberg from which the Dealer Manager will
quote the bid-side prices of the Reference U.S. Treasury Security.
In the above table, "UST" denotes a U.S. Treasury Security.
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(2)
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Per $1,000 principal amount of Notes validly tendered and accepted
for purchase. Does not include Accrued Interest (defined below),
which will be paid on Notes accepted for purchase.
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(3)
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The Hypothetical Total Consideration for the Notes is calculated as
of 2:00 p.m., New York City time, on December 8, 2016. The actual
Total Consideration will be determined at 2:00 p.m., New York City
time, on the "Tender Offer Price Determination Date", which is
expected to be December 22, 2016.
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The Offer is being made upon, and is subject to, the terms and
conditions set forth in the Offer to Purchase, dated December 9, 2016
(the "Offer to Purchase"), and the related Letter of Transmittal. The
Offer will expire at 11:59 p.m., New York City time, on January 9, 2017,
unless extended or earlier terminated by Assurant (the "Expiration
Date"). Tenders of Notes may be withdrawn at any time at or prior to
5:00 p.m., New York City time, on December 22, 2016 (the "Early Tender
Deadline"), but may not be withdrawn thereafter except in certain
limited circumstances where additional withdrawal rights are required by
law.
The consideration paid in the Offer for Notes that are validly tendered
and accepted for purchase will be determined in the manner described in
the Offer to Purchase by reference to a fixed spread over the yield to
maturity of the Reference U.S. Treasury Security specified in the table
above and in the Offer to Purchase (the "Total Consideration"). Holders
of Notes that are validly tendered and not withdrawn at or prior to the
Early Tender Deadline and accepted for purchase will receive the Total
Consideration, which includes an early tender premium of $30 per $1,000
principal amount of the Notes accepted for purchase (the "Early Tender
Premium"). Holders of Notes who validly tender their Notes following the
Early Tender Deadline and on or prior to the Expiration Date will only
receive the applicable "Tender Offer Consideration" per $1,000 principal
amount of any such Notes tendered by such holders that are accepted for
purchase, which is equal to the Total Consideration minus the Early
Tender Premium. Holders who tender less than all of their Notes must
continue to hold Notes of such series in the minimum authorized
denomination of $1,000 principal amount or an integral multiple thereof.
The Total Consideration will be determined at 2:00 p.m., New York City
time, on December 22, 2016 unless extended by Assurant (the "Tender
Offer Price Determination Date"). Tenders of Notes will be accepted only
in principal amounts equal to $1,000 or integral multiples thereof.
Payments for Notes purchased will include accrued and unpaid interest
from and including the most recent interest payment date for the Notes
up to, but not including, the applicable settlement date. The settlement
date for Notes that are validly tendered on or prior to the Early Tender
Deadline (the "Early Settlement Date") is expected to be December 23,
2016, subject to all conditions to the Offer having been either
satisfied or waived by Assurant. The settlement date for the Notes that
are tendered following the Early Tender Deadline but on or prior to the
Expiration Date is expected to be January 10, 2017 (the "Final
Settlement Date"), subject to all conditions to the Offer having been
either satisfied or waived by Assurant, assuming Notes having an
aggregate principal amount equal to the Tender Cap are not purchased on
the Early Settlement Date.
Subject to the Tender Cap, all Notes validly tendered and not validly
withdrawn on or before the Early Tender Deadline will be accepted before
any Notes validly tendered after the Early Tender Deadline. Even if the
Offer is not fully subscribed as of the Early Tender Deadline, subject
to the Tender Cap, Notes validly tendered and not validly withdrawn on
or before the Early Tender Deadline will be accepted for purchase in
priority to Notes tendered after the Early Tender Deadline.
Notes may be subject to proration if the aggregate principal amount
validly tendered and not validly withdrawn would cause the Tender Cap to
be exceeded. Furthermore, if the Offer is fully subscribed as of the
Early Tender Deadline, holders who validly tender Notes following the
Early Tender Deadline will not have any of their Notes accepted for
payment.
Assurant's obligation to accept for payment and to pay for the Notes
validly tendered in the Offer is subject to the satisfaction or waiver
of a number of conditions described in the Offer to Purchase. Assurant
reserves the right, subject to applicable law, to: (i) waive any and all
conditions to the Offer; (ii) extend or terminate the Offer; (iii)
increase or decrease the Tender Cap; or (iv) otherwise amend the Offer
in any respect.
Assurant has retained Wells Fargo (News - Alert) Securities, LLC as the Dealer Manager.
Global Bondholder Services Corporation is the Tender Agent and
Information Agent. For additional information regarding the terms of the
tender offer, please contact Wells Fargo Securities, LLC at (866)
309-6316 (toll-free) or (704) 410-4760 (collect). Requests for documents
and questions regarding the tendering of securities may be directed to
Global Bondholder Services Corporation by telephone at (212) 430-3774
(for banks and brokers only), (866) 470-4500 (for all others toll-free)
or by email at [email protected]
or to the Dealer Manager at the above telephone numbers.
This news release does not constitute an offer or an invitation by
Assurant to participate in the Offer in any jurisdiction in which it is
unlawful to make such an offer or solicitation. The Offer is being made
only pursuant to the Offer to Purchase and only in such jurisdictions as
is permitted under applicable law.
About Assurant
Assurant, Inc. (NYSE:AIZ) is a global provider of risk management
solutions, protecting where consumers live and the goods they buy. A
Fortune 500 company, Assurant focuses on the housing and lifestyle
markets, and is among the market leaders in mobile device protection;
extended service contracts; vehicle protection; pre-funded funeral
insurance; renters insurance; lender-placed homeowners insurance; and
mortgage valuation and field services. With approximately $30 billion in
assets and $6 billion in annualized revenue as of Sept. 30, 2016,
Assurant is located in 16 countries, while its Assurant Foundation works
to support and improve communities. Learn more at assurant.com
or on Twitter (News - Alert) @AssurantNews.
# # #
View source version on businesswire.com: http://www.businesswire.com/news/home/20161209005782/en/
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