Zurich Financial Services Group (Zurich) announced today that its cash tender offer for certain outstanding securities (subordinated debt) expired at 5 p.m., New York City time, on August 6, 2009 (the “Expiration Date”).
The offering was to purchase up to USD 728 million aggregate principal amount of Series III Floating Rate Enhanced Capital Advantaged Preferred Securities (“ECAPS”) and Series IV and V Fixed/Floating Rate Trust Preferred Securities on the terms and conditions set forth in the Offer to Purchase dated July 9, 2009 (“Offer to Purchase”). The aggregate principal amount of each series validly tendered as well as the corresponding maximum amount to be purchased are set forth in the table below.
In line with the Offer to Purchase, all securities tendered have been pro-rated to the maximum principal amounts to be purchased. Holders of securities who validly tendered and did not validly withdraw their securities prior to 5:00 p.m., New York City time, on July 17, 2009 (the “Early Tender Date”) will receive the applicable total offer consideration set forth in the Offer to Purchase with respect to the securities that were accepted for payment, plus accrued distributions. Holders who validly tendered their securities after the Early Tender Date but prior to the Expiration Date will receive the applicable base offer consideration set forth in the Offer to Purchase with respect to the securities that were accepted for payment, plus accrued distributions. Zurich expects to pay the tender offer consideration of approximately USD 600 million, including accrued distributions, to investors on August 11, 2009. Securities that have been tendered but not accepted for payment will be promptly returned to the tendering holders.
The successful completion of the tender offer, together with the newly issued subordinated bond of EUR 425 million (approx. USD 600 million) with a coupon of 7.5% on July 24, 2009, provide Zurich with a number of benefits. First, Zurich is achieving a capital gain of USD 137 million while incurring only a small increase in interest expenses. This gives Zurich a total net benefit in excess of USD 120 million. Second, Zurich has improved the quality of its capital as the overall debt is reduced by USD 137 million while equity is increased by the same amount. In addition, the maturity profile of the debt is extended. Finally, the overall impact of these two transactions is expected to be capital neutral to slightly positive from a regulatory, rating agency and economic capital perspective. They are another good example of Zurich’s financial discipline and strict capital management.
