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8-K - FORM 8-K - VALIDUS HOLDINGS LTD | y81640e8vk.htm |
Exhibit 99.1
Validus Holdings, Ltd.
29 Richmond Road
Pembroke HM08
Bermuda
29 Richmond Road
Pembroke HM08
Bermuda
VALIDUS HOLDINGS, LTD. PRICES PUBLIC SENIOR DEBT OFFERING
Hamilton, Bermuda January 21, 2010 Validus Holdings, Ltd. (the Company) (NYSE: VR)
announced today that it priced a registered offering (the Offering) of $250,000,000 aggregate
principal amount of 8.875% Senior Notes due 2040 (the Notes). The Notes are being sold to the
public at a price of 98.71% of principal. The Offering is expected to close on or about January
26, 2010, subject to customary closing conditions. The Company intends to use the net proceeds
from this offering for general corporate purposes, which may include the repurchase of its
outstanding capital stock, dividends to its shareholders and/or potential acquisitions. Goldman,
Sachs & Co., Deutsche Bank Securities Inc. and J.P. Morgan Securities Inc. are joint bookrunners
for the Offering. BNP Paribas Securities Corp., Calyon Securities (USA) Inc., Comerica Securities,
Inc., HSBC Securities (USA) Inc., ING Financial Markets LLC, Lloyds TSB Bank plc, Scotia Capital
(USA) Inc. and SunTrust Robinson Humphrey, Inc. are co-managers for the Offering.
The Notes are being offered pursuant to an effective shelf registration statement that has been
filed with the Securities and Exchange Commission (SEC). A prospectus and prospectus supplement
related to the Offering have been filed with the SEC and are available on the SECs website at
http://www.sec.gov. Copies of the prospectus and prospectus supplement related to the Offering can
be obtained from the underwriters at: Goldman, Sachs & Co., Prospectus Department, 85 Broad Street,
New York, NY 10004, telephone: 1-866-471-2526, facsimile: 212-902-9316 or by emailing
prospectus-ny@ny.email.gs.com, Deutsche Bank Securities Inc., Prospectus Department, 100 Plaza One,
Jersey City, NJ 07311, telephone: 1-800-503-4611, or by emailing prospectusrequest@list.db.com, or
J.P. Morgan Securities Inc., 270 Park Avenue, High Grade Syndicate Desk, 8th Floor, New York, NY
10017, telephone: 212-834-4533.
This press release shall not constitute an offer to sell or the solicitation of an offer to buy the
Notes, nor shall there be any sale of the Notes in any jurisdiction in which such offer,
solicitation or sale would not be permitted.
About Validus Holdings, Ltd.
Validus Holdings, Ltd. is a provider of reinsurance and insurance, conducting its operations
worldwide through two wholly-owned subsidiaries, Validus Reinsurance, Ltd. (Validus Re) and
Talbot Holdings Ltd. (Talbot). Validus Re is a Bermuda based reinsurer focused on short-tail
lines of reinsurance. Talbot is the
Bermuda parent of the specialty insurance group primarily operating within the Lloyds insurance
market through Syndicate 1183.
Contacts:
Investors:
Validus Holdings, Ltd.
Jon Levenson, Senior Vice President
+1-441-278-9000
Validus Holdings, Ltd.
Jon Levenson, Senior Vice President
+1-441-278-9000
or
Media:
Jamie Tully/Jonathan Doorley
Sard Verbinnen & Co
+1-212-687-8080
Jamie Tully/Jonathan Doorley
Sard Verbinnen & Co
+1-212-687-8080
Roddy Watt/Tony Friend
College Hill
+44 (0)20 7457 2020
College Hill
+44 (0)20 7457 2020
Cautionary Note Regarding Forward-Looking Statements
This news release may include forward-looking statements, both with respect to us and our industry,
that reflect our current views with respect to future events and financial performance. Statements
that include the words expect, intend, plan, believe, project, anticipate, will,
may and similar statements of a future or forward-looking nature identify forward-looking
statements. All forward-looking statements address matters that involve risks and uncertainties.
Accordingly, there are or will be important factors that could cause actual results to differ
materially from those indicated in such statements and you should not place undue reliance on any
such statements. We believe that these factors include, but are not limited to, the following: 1)
unpredictability and severity of catastrophic events; 2) rating agency actions; 3) adequacy of our
risk management and loss limitation methods; 4) cyclicality of demand and pricing in the insurance
and reinsurance markets; 5) our limited operating history; 6) our ability to successfully implement
our business strategy during soft as well as hard markets; 7) adequacy of our loss reserves; 8)
continued availability of capital and financing; 9) retention of key personnel; 10) competition;
11) potential loss of business from one or more major insurance or reinsurance brokers; 12) our
ability to implement, successfully and on a timely basis, complex infrastructure, distribution
capabilities, systems, procedures and internal controls, and to develop accurate actuarial data to
support the business and regulatory
and reporting requirements; 13) general economic and market conditions (including inflation,
volatility in the credit and capital markets, interest rates and foreign currency exchange rates);
14) the integration of IPC or other businesses we may acquire or new business ventures we may
start; 15) the effect on our investment portfolio of changing financial market conditions including
inflation, interest rates, liquidity and other factors; 16) acts of terrorism or outbreak of war;
and 17) availability of reinsurance and retrocessional coverage, as well as managements response
to any of the aforementioned factors.
The foregoing review of important factors should not be construed as exhaustive and should be read
in conjunction with the other cautionary statements that are included herein and elsewhere,
including the Risk Factors included in our most recent reports on Form 10-K and Form 10-Q and other
documents on file with the SEC. Any forward-looking statements made in this news release are
qualified by these cautionary statements, and there can be no assurance that the actual results or
developments anticipated by us will be realized or, even if substantially realized, that they will
have the expected consequences to, or effects on, us or our business or operations. We undertake no
obligation to update publicly or revise any forward-looking statement, whether as a result of new
information, future developments or otherwise.