NEW YORK, March 08, 2016 (GLOBE NEWSWIRE) — AmTrust Financial Services, Inc. (Nasdaq:AFSI) (the “Company” or “AmTrust”) today announced that it priced on March 8, 2016 an underwritten public offering of 5.0 million of its depositary shares (the “Depositary Shares”), each representing a 1/40th interest in a share of its 7.75% Non-Cumulative Preferred Stock, Series E (the “Preferred Stock”), with a liquidation preference of $1,000.00 per share (equivalent to $25.00 per Depositary Share), or $125.0 million in aggregate liquidation preference. The offering price per Depositary Share is $25.00, for aggregate gross proceeds of $125.0 million. The Company has granted the underwriters a 30-day option, expiring on April 7, 2016, to purchase up to an additional 750,000 Depositary Shares from the Company on the same terms and conditions. Each Depositary Share entitles the holder to a proportional fractional interest in all rights and preferences of the Preferred Stock represented thereby (including any dividend, liquidation, redemption and voting rights). The Company expects the offering to close on March 15, 2016, subject to customary closing conditions. Dividends on the Preferred Stock represented by the Depositary Shares will be payable on the liquidation preference amount, on a non-cumulative basis, when, as and if declared by the board of directors of the Company, at a rate of 7.75% per annum, quarterly in arrears, on March 15, June 15, September 15 and December 15 of each year, beginning on June 15, 2016, from and including the date of original issuance. The Preferred Stock represented by the Depositary Shares is not redeemable prior to March 15, 2021. After that date, the Company may redeem, for cash, at its option, in whole or in part, the Preferred Stock represented by the Depositary Shares at a redemption price of $1,000.00 per share (equivalent to $25.00 per Depositary Share) plus any declared and unpaid dividends for prior dividend periods and accrued but unpaid dividends (whether or not declared) for the then current dividend period. The Company intends to apply to list the Depositary Shares for trading on the New York Stock Exchange. The Company expects to use the net proceeds from the offering for general corporate purposes, which may include working capital, capital expenditures and/or strategic acquisitions.
This announcement does not constitute an offer to sell or a solicitation of an offer to buy these securities, nor will there be any offer or sale of these securities in any state or jurisdiction in which such an offer, solicitation or sale would be unlawful. The Depositary Shares may be offered only by means of a prospectus supplement and accompanying base prospectus. You may obtain a copy of the prospectus supplement and accompanying prospectus for free by visiting EDGAR on the SEC website at www.sec.gov. Alternatively, the underwriters may arrange to send you these documents if you request them by contacting Morgan Stanley & Co. LLC, Attention: Prospectus Department, 180 Varick Street, New York, NY 10014, or by email at prospectus@morganstanley.com; from UBS Securities LLC, 1285 Avenue of the Americas, New York, NY 10019, Attention: Prospectus Specialist, (888) 827-7275 or from Wells Fargo Securities, LLC, 608 2nd Avenue South, Suite 1000, Minneapolis, MN 55402, Attention: WFS Customer Service, calling toll-free (800) 645-3751 or by email at wfscustomerservice@wellsfargo.com.
About AmTrust Financial Services, Inc.
AmTrust Financial Services, Inc., a multinational insurance holding company headquartered in New York City, offers specialty property and casualty insurance products, including workers’ compensation, commercial automobile, general liability and extended service and warranty coverage through its primary insurance subsidiaries rated “A” (Excellent) by A. M. Best.
Forward-Looking Statements
This news release contains “forward-looking statements” that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements are based on the Company’s current expectations and beliefs concerning future developments and their potential effects on the Company. Actual results may differ materially from those expressed or implied in these statements as a result of significant risks and uncertainties, including, but not limited to, non-receipt of expected payments from insureds or reinsurers, changes in interest rates, a downgrade in the financial strength ratings of our insurance subsidiaries, the effect of the performance of financial markets on our investment portfolio, the amounts, timing and prices of any share repurchases made by us under our share repurchase program, our estimates of the fair value of our life settlement contracts, development of claims and the effect on loss reserves, accuracy in projecting loss reserves, the cost and availability of reinsurance coverage, the effects of emerging claim and coverage issues, changes in the demand for our products, our degree of success in integrating acquired businesses, the effect of general economic conditions, state and federal legislation, regulations and regulatory investigations into industry practices, risks associated with conducting business outside the United States, developments relating to existing agreements, disruptions to our business relationships with Maiden Holdings, Ltd., National General Holdings Corp., ACP Re, Ltd., or third party agencies and warranty administrators, breaches in data security or other disruptions involving our technology, heightened competition, changes in pricing environments, and changes in asset valuations. The forward-looking statements contained in this news release are made only as of the date of this release. The Company undertakes no obligation to publicly update any forward-looking statements except as may be required by law. 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 the Company’s filings with the Securities and Exchange Commission, including its annual report on Form 10-K and its quarterly reports on Form 10-Q.
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AmTrust Financial Services, Inc.Investor RelationsElizabeth Malone CFAbeth.malone@amtrustgroup.com646.458.7924