Maiden Announces the Conversion of its Preferences Shares, Series A, Series C and Series D for Common Shares
12 Dezembro 2022 - 10:00AM
Business Wire
Maiden Holdings, Ltd., a Bermuda-based holding company (NASDAQ:
MHLD) (“Maiden” or the “Company”), announced today that it has delivered
notice to holders of its outstanding 8.25% Non-Cumulative
Preference Shares, Series A (the “Series A
Preference Shares”), 7.125% Non-Cumulative Preference
Shares, Series C (the “Series C Preference
Shares”) and 6.700% Non-Cumulative Preference Shares, Series
D (the “Series D Preference Shares”
and, together with the Series A Preference Shares and the Series C
Preference Shares, the “Preference
Shares”) that it intends to exchange all of the outstanding
Preference Shares for its common shares, $0.01 par value per share
(the “Common Shares”), on December 27,
2022 (the “Redemption Date”). Holders
of Preference Shares of each series will receive, for each
Preference Share held, three Common Shares with the value of each
Preference Share so exchanged being equal to three times the price
that is the lower of: (i) the closing price of the Common Shares
(as reflected on Nasdaq.com) immediately preceding the Redemption
Date; or (ii) the average closing price of the Common Shares (as
reflected on Nasdaq.com) for the five trading days immediately
preceding the Redemption Date (the “Exchange”). Such Common Shares will be listed for
trading on the NASDAQ Capital Market under the symbol “MHLD.”
As a result of the Exchange, the Preference Shares will be
delisted from the New York Stock Exchange on the Redemption Date.
No Preference Shares will be issued or outstanding thereafter, and
the Preference Shares will be deregistered under the Securities
Exchange Act of 1934, as amended (the “Exchange Act”). In addition, all rights of the
former holders related to ownership of the Preference Shares will
terminate.
Pursuant to Rule 14c-2(a)(1) under the Exchange Act, the Company
filed with the Securities and Exchange Commission (the
“SEC”) an Information Statement on
Schedule 14C, which contains additional information with respect to
the Exchange. Such Schedule 14C may be examined, and copies may be
obtained, at the SEC’s website at www.sec.gov.
The Preference Shares and the Common Shares are held in
book-entry through the Depository Trust Company (“DTC”). The Exchange will occur in accordance with
the procedures of DTC. Questions relating to the Exchange should be
directed to the American Stock Transfer & Trust Company, LLC,
the Company's transfer agent at 6201 15th Ave, Brooklyn, New York
11219, 1-(800) 937-5449.
THIS PRESS RELEASE IS FOR INFORMATIONAL PURPOSES ONLY AND IS
NOT AN OFFER OR SOLICITATION TO PURCHASE SECURITIES.
About Maiden Holdings,
Ltd.
Maiden Holdings, Ltd. is a Bermuda-based holding company formed
in 2007. Maiden creates shareholder value by actively managing and
allocating our assets and capital, including through ownership and
management of businesses and assets mostly in the insurance and
related financial services industries where we can leverage our
deep knowledge of those markets. Maiden also provides a full range
of legacy services to small insurance companies, particularly those
in run-off or with blocks of reserves that are no longer core,
working with clients to develop and implement finality solutions
including acquiring entire companies that enable our clients to
meet their capital and risk management objectives.
Forward-Looking
Statements
This press release includes forward-looking statements. These
forward-looking statements include general statements both with
respect to us and the insurance industry and generally are
identified with the words “anticipate,” “believe,” “expect,”
“predict,” “estimate,” “intend,” “plan,” “project,” “seek,”
“potential,” “possible,” “could,” “might,” “may,” “should,” “will,”
“would,” “will be,” “will continue,” “will likely result” and
similar expressions. In light of the risks and uncertainties
inherent in all forward-looking statements, the inclusion of such
statements contained or incorporated by reference herein should not
be considered as a representation by us or any other person that
our objectives or plans or other matters described in any
forward-looking statement will be achieved. These statements are
based on current plans, estimates, assumptions and expectations.
Actual results may differ materially from those projected in such
forward-looking statements and therefore, you should not place
undue reliance on them.
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FGS Global Maiden@fgsglobal.com
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