HAMILTON, Bermuda, Sept. 25, 2013 (GLOBE NEWSWIRE) -- Maiden Holdings, Ltd. ("Maiden") (Nasdaq:MHLD) today announced the pricing of 3,000,000 7.25% Mandatory Convertible Preference Shares, Series B, at $50.00 per preference share. In addition, the underwriters of the offering have an option to purchase up to an additional 300,000 shares of the Mandatory Convertible Preference Shares. The offering is expected to close on Tuesday, October 1, 2013, subject to customary closing conditions.
Unless converted or redeemed earlier, each Mandatory Convertible Preference Share will convert automatically on or about September 15, 2016, into between 3.2258 and 4.0322 of Maiden's common shares, subject to anti-dilution and other adjustments.
Dividends on the Mandatory Convertible Preference Shares will be payable on a cumulative basis when, as and if declared by Maiden's board of directors, at an annual rate of 7.25% on the liquidation preference of $50.00 per share. The dividends will be payable on March 15, June 15, September 15 and December 15 of each year, commencing on December 15, 2013, and to, and including, September 15, 2016. Net proceeds from this offering, after deducting underwriting discounts, commissions and expenses are expected to be approximately $145.0 million. Net proceeds are expected to be approximately $159.5 million if the underwriters exercise their option to purchase additional shares in full.Maiden intends to use the net proceeds from the offering for general corporate purposes, primarily to support the continuing growth of its reinsurance operations. Pending application of the net proceeds towards general corporate purposes, Maiden expects to invest the net proceeds from the offering in marketable fixed income securities and short term investments. Goldman, Sachs & Co., Morgan Stanley & Co. LLC and BofA Merrill Lynch are the joint book-running managers for the offering. The offering is being made under an effective shelf registration statement filed with the U.S. Securities and Exchange Commission (the "SEC"). This press release shall not constitute an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such jurisdiction. Any offers of the securities will be made exclusively by means of a prospectus supplement and accompanying prospectus. Copies of the prospectus and the prospectus supplement relating to the offering may be obtained from:
|Goldman, Sachs & Co.||Morgan Stanley & Co. LLC|
|Prospectus Department||180 Varick Street|
|200 West Street||New York, New York 10014|
|New York, NY 10282||Attention: Prospectus Department|
|telephone: (866) 471-2526|
|facsimile: (212) 902-9316|
|BofA Merrill Lynch|
|Attention: Prospectus Department|
|New York, New York 10038|