NEW YORK, June 25, 2014 (GLOBE NEWSWIRE) -- AmTrust Financial Services, Inc. (Nasdaq:AFSI) (the "Company" or "AmTrust") today announced that it has priced an underwritten public offering of 4,000,000 of its depositary shares (the "Depositary Shares"), each representing a 1/40th interest in a share of its 7.25% Non-Cumulative Preferred Stock, Series B (the "Preferred Stock"), with a liquidation preference of $1,000.00 per share (equivalent to $25.00 per Depositary Share), or $100 million in aggregate liquidation preference. The offering price per Depositary Share is $25.00, for aggregate gross proceeds of $100,000,000. The Company has also granted the underwriters a 30-day option to purchase an additional 600,000 of Depositary Shares 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 July 1, 2014, 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 7.25% per annum, quarterly in arrears, on March 15, June 15, September 15 and December 15 of each year, beginning on September 15, 2014, from and including the date of original issuance. The Preferred Stock represented by the Depositary Shares is not redeemable prior to July 1, 2019. After that date, the Company may redeem 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.
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, 299 Park Avenue, New York, NY 10171, Attention: Prospectus Specialist, (877) 827-6444, ext. 5613884; from Goldman, Sachs & Co., Attention: Prospectus Department, 200 West Street, New York, NY 10282, (866) 471-2526, or by email at prospectus-ny@ny.email.gs.com; or from J.P. Morgan Securities LLC, Attention: Investment Grade Syndicate Desk, 383 Madison Avenue, New York, NY 10179, (212) 834-4533.
About AmTrust Financial Services, Inc.
AmTrust Financial Services, Inc., headquartered in New York City, is a multinational insurance holding company, which, through its insurance carriers, offers specialty property and casualty insurance products, including workers' compensation, commercial automobile and general liability; extended service and warranty coverage. For more information about AmTrust, call AmTrust toll-free at 866.203.3037.
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, 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 Holding Corp., 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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