THIS ANNOUNCEMENT IS RESTRICTED AND IS
NOT FOR PUBLICATION, RELEASE OR DISTRIBUTION, DIRECTLY OR
INDIRECTLY, IN WHOLE OR IN PART, IN OR INTO THE UNITED STATES, AUSTRALIA, THE REPUBLIC OF SOUTH AFRICA, JAPAN OR ANY OTHER JURISDICTION IN WHICH SUCH
PUBLICATION, RELEASE OR DISTRIBUTION WOULD BE UNLAWFUL.
FURTHER, THIS ANNOUNCEMENT IS FOR
INFORMATION PURPOSES ONLY AND IS NOT AN OFFER OF SECURITIES IN ANY
JURISDICTION.
THIS ANNOUNCEMENT CONTAINS INSIDE
INFORMATION.
LEI: 5493002UNUYXLHOWF752
For immediate release
LANCASHIRE
HOLDINGS LIMITED
30 March 2021
Hamilton, Bermuda
Lancashire
Holdings Limited announces pricing of a supplemental offering of
fixed-rate reset junior subordinated notes
Lancashire Holdings Limited (the “Company” or
“Lancashire”) today announces that it has priced a
supplemental offering (the “Offering”) of U.S.$50 million in aggregate principal amount of
5.625% fixed-rate reset junior subordinated notes due 2041 (the
“Additional Notes”) which are to form part of the
same series of the Company’s currently outstanding U.S.$400 million fixed-rate reset junior subordinated
notes due 2041 (the “Existing Notes”), as announced by the
Company on 8 and 12 March 2021.
The Company expects to use the majority of the net proceeds of
the issue of the Additional Notes (together with the net proceeds
of the issue of the Existing Notes) to redeem its outstanding
senior and subordinated indebtedness, with the balance being used
for general corporate purposes. The Additional Notes will receive
“Tier 2 Ancillary Capital” treatment by the Bermuda Monetary
Authority.
The Offering has been conducted as a private offering to
qualified institutional investors in various jurisdictions and
outside of the U.S. in accordance with Regulation S under the U.S.
Securities Act of 1933, as amended, (the “Securities Act”).
The Additional Notes will be sold and registered in minimum
denominations of U.S.$200,000 and
integral multiples of U.S.$1,000 in
excess thereof.
Application will be made for the Additional Notes to be admitted
to trading on the International Securities Market of the London
Stock Exchange and will be fully fungible with the Existing Notes
upon admission.
For further information, please contact:
Lancashire Holdings Limited
Christopher
Head
+44 20 7264 4145
Group Company
Secretary
chris.head@lancashiregroup.com
Jelena
Bjelanovic
+44 20 7264 4066
Group Head of Investor
Relations
jelena.bjelanovic@lancashiregroup.com
Morgan Stanley (Sole Bookrunner)
+44 20 7425 8000
Howard
Brocklehurst
Ben
Grindley
Ben
Williams
FTI Consulting (Public
Relations)
+44 20 3727 1046
Edward
Berry
Edward.Berry@FTIConsulting.com
Tom
Blackwell
Tom.Blackwell@FTIConsulting.com
This announcement should be read in its entirety. In particular,
you should read and understand the information provided in the
“Important Notices” section of this announcement.
About Lancashire
Lancashire, through its U.K. and Bermuda-based operating subsidiaries, is a
provider of global specialty insurance and reinsurance
products.
Including the Existing Notes of U.S.$400
million, Lancashire has capital of approximately
U.S.$2.3 billion (31 December 2020 - U.S.$1.9 billion) and its common shares trade on the
premium segment of the Main Market of the London Stock Exchange
under the ticker symbol LRE.
Lancashire has its head office and registered office at Power
House, 7 Par-la-Ville Road, Hamilton HM 11, Bermuda.
The Bermuda Monetary Authority is the Group Supervisor of the
Lancashire Group.
For more information, please visit Lancashire’s website at
www.lancashiregroup.com.
This release contains information, which may be of a price
sensitive nature, that Lancashire is making public in a manner
consistent with the Market Abuse Regulation (EU) No 596/2014
(“EU MAR”) in the European Economic Area, EU MAR as it
forms part of the domestic law of the U.K. by virtue of the
European Union (Withdrawal) Act 2018 (as amended, including by the
European Union (Withdrawal Agreement) Act 2020) (the “EUWA”)
and other regulatory obligations.
The information was submitted for publication, through the
agency of the contact persons set out above, at 07:00 BST on 30 March
2021.
IMPORTANT NOTICES
This announcement has been issued by, and is the sole
responsibility of, the Company. The Offering is being made by means
of an offering memorandum to qualified institutional investors who
are not resident in any of the Excluded Jurisdictions (as defined
below). A copy of the offering memorandum is available for
information purposes only to persons outside of Excluded
Jurisdictions at the Company’s website at
www.lancashiregroup.com.
This announcement is for information purposes only and does not
constitute or form a part of any offer or solicitation to purchase
or subscribe for the Additional Notes in the United States, Australia, the Republic of South Africa or Japan or in any other jurisdiction in which
such offers or sales are unlawful, or constitute a violation of the
relevant laws of, or require registration of such Additional Notes,
in the relevant jurisdiction (the “Excluded
Jurisdictions”).
There will be no public offer of the Additional Notes in
the United States. Any Additional
Notes issued in connection with the Offering have not been and will
not be registered under the Securities Act or under any applicable
securities laws of any state, county or other jurisdiction of
the United States and may not be
offered or sold directly or indirectly in, into or within
the United States except pursuant
to an exemption from, or in a transaction not subject to, the
registration requirements of the Securities Act and in compliance
with the securities laws of any state, county or any other
jurisdiction of the United
States.
Any Additional Notes issued in connection with the Offering have
not been and will not be registered under any applicable securities
laws of any state, province, territory, county or other
jurisdiction of any Excluded Jurisdiction. Accordingly, unless an
exemption under relevant securities laws is applicable, any such
securities may not be offered, sold, resold, taken up, exercised,
renounced, transferred, delivered or distributed, directly or
indirectly, in or into any of the Excluded Jurisdictions.
This announcement is only addressed to and directed at and may
only be communicated to (i) any investor that is outside the U.K.;
(ii) persons having professional experience in matters relating to
investments who fall within the definition of “investment
professionals” in Article 19(5) of the Financial Services and
Markets Act 2000 (Financial Promotion) Order 2005 (the
“Order”); (iii) high net worth bodies corporate,
unincorporated associations and partnerships and trustees of high
value trusts as described in Article 49(2) of the Order; or (iv)
persons to whom it may otherwise lawfully be communicated (all such
persons together being referred to as “Relevant Persons”).
Any investment or investment activity to which this announcement
relates is only available to, and will be engaged in only with,
Relevant Persons.
This announcement does not constitute and shall not, in any
circumstances, constitute a public offering nor an invitation to
the public in connection with any offer (i) within the meaning of
Regulation (EU) 2017/1129 (as amended the “Prospectus
Regulation”) in the European Economic Area or (ii) within the
meaning of the Prospectus Regulation as it forms part of the
domestic law of the U.K. by virtue of the EUWA.
Manufacturer target market (U.K. MiFIR product governance) is
eligible counterparties, as defined in the FCA Handbook Conduct of
Business Sourcebook, and professional clients only (all
distribution channels), as defined in Regulation (EU) No 600/2014
as it forms part of domestic law by virtue of the EUWA (“U.K.
MiFIR”). No PRIIPs key information document (KID) has been
prepared as the Additional Notes will not be available to retail
investors in the European Economic Area or the U.K.
Certain statements contained in this announcement constitute
“forward-looking statements” with respect to the financial
condition, issuance of debt, redemptions of existing indebtedness,
performance, strategic initiatives, objectives, results of
operations and business of the Company and its subsidiary
undertakings (the “Group”). All statements other than
statements of historical facts included in this announcement are,
or may be deemed to be, forward-looking statements. Without
limitation, any statements preceded or followed by or that include
the words “believes”, “anticipates”, “aims”, “plans”, “projects”,
“forecasts”, “guidance”, “intends”, “expects”, “estimates”,
“predicts”, “may”, “can”, “likely”, “will”, “seeks”, “should”, or,
in each case, their negative or comparable terminology and similar
statements are of a future or forward-looking nature. Such
forward-looking statements involve known and unknown risks,
uncertainties and other important factors that could cause the
actual results, performance or achievements of the Group to be
materially different from future results, performance or
achievements expressed or implied by such forward-looking
statements. For a description of some of these factors, see the
Company’s annual report and accounts for the year ended
31 December 2020 (the “Annual
Report and Accounts”). In addition to those factors contained
in the Annual Report and Accounts, any forward-looking statements
contained in this announcement may be affected by the impact of the
ongoing COVID-19 pandemic on the Group’s clients, the debt capital
markets, the securities in the Group’s investment portfolio and on
global financial markets generally, as well as any governmental or
regulatory changes or judicial interpretations, including policy
coverage issues arising therefrom. For the avoidance of doubt,
nothing in this announcement constitutes a notice of redemption of
any existing indebtedness.