Issuer: | AmTrust Financial Services, Inc. |
Expected Rating (A.M. Best)*: | bbb- |
Title of Securities: | 7.50% Subordinated Notes due 2055 (the “Notes”) |
Aggregate Principal Amount of Notes Offered: | $125,000,000 |
Over-allotment Option: | $18,750,000, exercisable for 30 days following September 9, 2015 |
Trade Date: | September 9, 2015 |
Settlement Date: | September 16, 2015 (T+5) |
Maturity Date: | September 15, 2055 |
Interest Rate: | 7.50% per annum, accruing from the Settlement Date |
Interest Payment Dates: | Each March 15, June 15, September 15 and December 15, commencing on December 15, 2015 |
Interest Payment Record Dates: | Each March 1, June 1, September 1 and December 1, commencing on December 1, 2015 |
Price to Public: | 100% of the principal amount plus accrued interest, if any, from the Settlement Date |
Underwriting Discount: | 3.15% |
Net Proceeds (before expenses) to Issuer: | $121,062,500 (excluding any exercise of the Over-allotment Option) |
Optional Redemption: | On and after September 16, 2020, or on any interest payment date thereafter, the Notes may be redeemed in $25 increments at the Issuer’s option, for cash, in whole or in part, at a redemption price equal to 100% of the principal amount of the Notes plus accrued and unpaid interest to, but not including, the date of redemption. |
Subordination: | The Notes will be subordinated unsecured obligations and will rank (i) senior in right of payment to any of the Issuer’s existing and future junior subordinated debt, (ii) equally in right of payment with any of the Issuer’s existing and future unsecured, subordinated debt that ranks equally with the Notes, including the Issuer’s 7.25% subordinated notes due 2055 with an aggregate principal amount outstanding of $150 million, and (iii) subordinate in right of payment to any of the Issuer’s existing and future senior debt, including amounts outstanding under the Issuer’s $350 million syndicated credit facility and £235 million letter of credit facility. In addition, the Notes will be structurally subordinated to all existing and future indebtedness, liabilities and other obligations of the Issuer’s subsidiaries, and certain of the Issuer’s other obligations. |
Denominations: | $25 and integral multiples of $25 in excess thereof |
Listing: | The Issuer intends to apply to list the Notes on the New York Stock Exchange under the symbol “AFST”. |
CUSIP/ISIN: | 032359 853/US0323598534 |
Joint Book-Running Managers: | Morgan Stanley & Co. LLC Wells Fargo Securities, LLC Keefe, Bruyette & Woods, Inc. |
Co-Managers: | RBC Capital Markets, LLC William Blair & Company, L.L.C. JMP Securities LLC Compass Point Research & Trading LLC |