Arch Capital Group Ltd. Announces $200.0 Million Public Offering of Preferred Shares.HAMILTON, Bermuda -- Arch Capital Group Ltd. (NASDAQ NASDAQ in full National Association of Securities Dealers Automated Quotations U.S. market for over-the-counter securities. Established in 1971 by the National Association of Securities Dealers (NASD), NASDAQ is an automated quotation system that reports on : ACGL ACGL Arch Capital Group Ltd. ACGL Automobile Corporation of Goa Limited ACGL Alternative County Government Law ) announced today that it has agreed to sell in an underwritten public offering $200.0 million of its 8.00% Non-Cumulative Preferred Shares Preferred shares Preferred shares give investors a fixed dividend from the company's earnings and entitle them to be paid before common shareholders. See: Preferred stock. , Series A, with a liquidation preference of $25.00 per share. The Company intends to use the net proceeds Net Proceeds The amount received after all costs are deducted from the sale of a piece of property or security. Notes: In the case of an investor selling a security, net proceeds represent the proceeds from the sale minus any trading costs (i.e. commissions). of the offering for general corporate purposes, including contributions to the capital of its wholly owned insurance and reinsurance The contract made between an insurance company and a third party to protect the insurance company from losses. The contract provides for the third party to pay for the loss sustained by the insurance company when the company makes a payment on the original contract. subsidiaries to support their underwriting activities. The Company may redeem all or a portion of the preferred shares at a redemption price of $25.00 per share on or after February 1, 2011. The preferred shares have been rated Baa3 by Moody's Investors Service Moody's Investors Service A leading global credit rating, research and risk analysis firm. Moody's Investors Service A leading firm engaged in credit rating, risk analysis, and research of fixed-income securities and their issuers. , BB+ by Standard & Poor's and BBB- by Fitch Ratings. Arch Capital Group intends to apply to have the preferred shares listed on the NYSE NYSE See: New York Stock Exchange . The offering will be led by Merrill Lynch & Co. and JPMorgan, as joint book-running managers. Citigroup, Goldman, Sachs & Co., UBS UBS Union Bank of Switzerland UBS United Bible Societies UBS United Blood Services UBS United Buying Service UBS Used Bookstore UBS University Business Services UBS Universal Building Society (UK) UBS Ulaanbaatar Broadcasting System Investment Bank, Wachovia Securities and Credit Suisse are co-managers for the offering. Arch Capital Group Ltd., a Bermuda-based company with approximately $2.65 billion in capital as of September 30, 2005, provides insurance and reinsurance on a worldwide basis through its wholly owned subsidiaries. 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 state in which the offer, solicitation or sale would be unlawful prior to the registration or qualification under the securities laws of any such state. A registration statement relating to the preferred shares has previously been filed with, and declared effective by, the Securities and Exchange Commission. Any offer, if at all, will be made only by means of a prospectus, including a prospectus supplement, forming a part of the effective registration statement. When available, copies of the prospectus supplement and base prospectus relating to the offering may be obtained from Merrill Lynch & Co., 4 World Financial Center, New York, NY 10080 and J.P. Morgan Securities Inc., 270 Park Avenue, New York, NY 10017, Attention: High Grade Syndicate Desk - 8th Floor, telephone: 212-834-4533. Cautionary Note Regarding Forward-Looking Statements The Private Securities Litigation Reform Act The Private Securities Litigation Reform Act of 1995 (PSLRA) implemented several significant substantive changes affecting certain cases brought under the federal securities laws, including changes related to pleading, discovery, liability, class representation and awards fees and of 1995 provides a "safe harbor" for forward-looking statements. This release or any other written or oral statements made by or on behalf of Arch Capital Group Ltd. and its subsidiaries (collectively, the "Company") may include forward-looking statements which reflect the Company's current views with respect to future events and financial performance. Forward-looking statements involve the Company's current assessment of risks and uncertainties, which may cause actual events and results and prospects to differ materially from those expressed or implied in these statements. Certain information regarding such risks and uncertainties is set forth in the Company's filings with the Securities and Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. |
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