HAMILTON, Bermuda, April 04, 2024 (GLOBE NEWSWIRE) -- SiriusPoint Ltd. ("SiriusPoint" or the "Company") (NYSE: SPNT) announced today the results of the pricing of its previously announced cash tender offer (the "Tender Offer") for any and all of its 4.600% Senior Notes due 2026 (the "2026 Notes").
The Tender Offer and related consent solicitation (the "Consent Solicitation") were made pursuant to an Offer to Purchase and Consent Solicitation Statement, dated March 21, 2024 (as may be amended or supplemented from time to time, the "Offer to Purchase").
The table below sets forth the Total Consideration and summarizes certain pricing terms for the Tender Offer:
Title of Security | CUSIP Number & | Principal | Reference | Bloomberg Reference | Reference | Fixed | Early Tender | Total Consideration | ||||||||||
4.600% Senior | 82968FAA2 / | $400,000,000 | 1.875% UST | FIT5 | 4.618% | +45 | $50 | $1,000.00 | ||||||||||
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(1) Calculated based on the bid-side price of the Reference Treasury Security as quoted on the Bloomberg Reference Page at 10:00 a.m., New York City time, on April 4, 2024.
(2) The total consideration offered per $1,000 principal amount of 2026 Notes validly tendered and accepted for purchase prior to the Early Expiration Time (as defined below) pursuant to the Tender Offer (the "Total Consideration") was determined by the Dealer Managers (as defined below) in the manner described in the Offer to Purchase and was made equal to the greater of (x) the sum of the present value of the remaining payments of principal and interest on the 2026 Notes from the settlement date to (but excluding) August 1, 2026 (three months prior to the maturity date of the 2026 Notes), at a discount rate equal to the sum of the Fixed Spread plus the Reference Yield and (y) $1,000.
The Total Consideration includes an early tender payment of $50 for each $1,000 principal amount of 2026 Notes to holders who validly tender 2026 Notes and deliver consents by a deadline of 5:00 p.m., New York City time, on April 4, 2024, unless extended or earlier terminated by SiriusPoint (the "Early Expiration Time"). The 2026 Notes tendered may be withdrawn and consents for the Proposed Amendment delivered may be revoked at any time prior to the Early Expiration Time, but not thereafter, except as may be required by applicable law. Those who validly tender 2026 Notes and deliver consents before the Early Expiration Time will receive the Total Consideration for each $1,000 principal amount of accepted 2026 Notes. Those who validly tender 2026 Notes and deliver consents after the Early Expiration Time will receive the Total Consideration, less $50, for each $1,000 principal amount of accepted 2026 Notes. In each case, holders of such accepted 2026 Notes will receive accrued and unpaid interest to (but excluding) the settlement date. The Tender Offer expires at 5:00 p.m., New York City time, on April 19, 2024, unless extended or earlier terminated by SiriusPoint (the "Tender Offer Expiration").
SiriusPoint intends to initiate settlement for Notes validly tendered by the Early Expiration Time on April 5, 2024. SiriusPoint's obligation to accept for purchase, and to pay for, 2026 Notes validly tendered and not validly withdrawn pursuant to the Tender Offer and the Consent Solicitation is conditioned upon the satisfaction or, when applicable, waiver of certain conditions, which are more fully described in the Offer to Purchase, including, among others, a financing condition requiring the consummation of a notes offering described therein. In addition, subject to applicable law, SiriusPoint has reserved the right, in its sole discretion, to (i) extend, terminate or withdraw the Tender Offer or the Consent Solicitation at any time or (ii) otherwise amend the Tender Offer or the Consent Solicitation in any respect at any time and from time to time. SiriusPoint has further reserved the right, in its sole discretion, not to accept any tenders of 2026 Notes or deliveries of consents with respect to the 2026 Notes.
BMO Capital Markets Corp., HSBC Securities (USA) Inc., Jefferies LLC and J.P. Morgan Securities LLC have acted as dealer managers for the Tender Offer and as solicitation agents for the Consent Solicitation (the "Dealer Managers"). For questions regarding the Tender Offer and the Consent Solicitation, the Dealer Managers can be contacted as follows: BMO Capital Markets Corp. at (833) 418-0762, HSBC Securities (USA) Inc. at (888) 472-2456, Jefferies LLC at (877) 877-0696 and J.P. Morgan Securities LLC at (866) 834-4666.
Copies of the Offer to Purchase have been made available to holders of 2026 Notes from D.F. King & Co., Inc., the information agent and the tender agent for the Tender Offer and the Consent Solicitation. Requests for copies of the Offer to Purchase should be directed to D.F. King & Co., Inc. toll-free at (866) 388-7535 or SPNT@dfking.com.