OneBeacon Announces Results for Its Cash Tender Offer for Its 5.875% Senior Notes Due 2013

Jun 01, 2010, 09:16 ET from OneBeacon Insurance Group, Ltd.

HAMILTON, Bermuda, June 1 /PRNewswire-FirstCall/ -- OneBeacon Insurance Group, Ltd. (NYSE: OB) announced today the results of the previously announced cash tender offer (the "Offer") by its indirect wholly-owned subsidiary, OneBeacon U.S. Holdings, Inc. ("OBH"), formerly known as Fund American Companies, Inc., for up to $200 million in aggregate principal amount of its 5.875% Senior Notes due 2013 (CUSIP 36077BAA5) (the "Notes").  The Notes are irrevocably and unconditionally guaranteed by White Mountains Insurance Group, Ltd. ("White Mountains").  According to information provided by the information and tender agent, as of the previously announced early tender deadline of 5:00 p.m. Eastern Time ("E.T.") on May 14, 2010, $155,229,000 aggregate principal amount of the Notes were validly tendered and not withdrawn, and a total of $156,400,000 aggregate principal amount of the Notes were validly tendered and not withdrawn as of 11:59 p.m. E.T. on the previously announced Expiration Date of May 28, 2010.

OBH has accepted for purchase all Notes validly tendered and not validly withdrawn by the Expiration Date.  This results in an aggregate purchase price for the Notes of $165,766,247.76 representing the aggregate total consideration and tender consideration, as applicable, and the applicable accrued and unpaid interest on the Notes paid by OBH on the settlement date for the Offer, which was today, June 1, 2010.  After settlement of the Offer, $419,864,000 aggregate principal amount of Notes not held by OBH or its affiliates will remain outstanding.

Barclays Capital Inc. served as lead dealer manager, and BofA Merrill Lynch served as co-dealer manager for the Offer.  Bondholder Communications Group, LLC served as the tender agent and information agent.

About OneBeacon: OneBeacon Insurance Group, Ltd. is a Bermuda-domiciled holding company that is publicly traded on the New York Stock Exchange under the symbol "OB". OneBeacon Insurance Group's underwriting companies offer a range of insurance products sold through select independent agents, regional and national brokers, and wholesalers. The company's ongoing businesses include OneBeacon Professional Insurance, International Marine Underwriters, Entertainment Brokers International Insurance Services, Specialty Accident and Health, OneBeacon Government Risks, OneBeacon Energy Group, A.W.G. Dewar (tuition refund), collector cars and boats written through Hagerty Insurance Agency, OneBeacon Technology Group, OneBeacon Financial Services, OneBeacon Specialty Property, Property and Inland Marine and AutoOne.

As one of the oldest property and casualty insurers in the United States, OneBeacon traces its roots to 1831 and the Potomac Fire Insurance Company. Today, OneBeacon's specialty insurance businesses are national in scope while its personal lines business is concentrated in the Northeastern United States.

Safe Harbor Statement under the Private Securities Litigation Reform Act of 1995

This press release may contain "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements, other than statements of historical facts, included or referenced in this release which address activities, events or developments which we expect or anticipate will or may occur in the future are forward-looking statements. The words "will," "believe," "intend," "expect," "anticipate," "project," "estimate," "predict" and similar expressions are also intended to identify forward-looking statements. These forward-looking statements include, among others, statements with respect to OBH's or White Mountains':

  • change in book value per share or return on equity;
  • business strategy;
  • financial and operating targets or plans;
  • incurred loss and loss adjustment expenses and the adequacy of loss and loss adjustment expense reserves and related reinsurance;
  • projections of revenues, income (or loss), earnings (or loss) per share, dividends, market share or other financial forecasts;
  • expansion and growth of business and operations; and
  • future capital expenditures.

These statements are based on certain assumptions and analyses made by OBH or White Mountains, as the case may be, in light of their respective experience and perception of historical trends, current conditions and expected future developments, as well as other factors believed to be appropriate in the circumstances. However, whether actual results and developments will conform to expectations and predictions is subject to a number of risks and uncertainties that could cause actual results to differ materially from expectations, including: 

  • claims arising from catastrophic events, such as hurricanes, windstorms, earthquakes, floods, fires, explosions, terrorist attacks or severe winter weather;
  • recorded loss and loss adjustment expense reserves subsequently proving to have been inadequate;
  • the continued availability and cost of reinsurance coverage;
  • the continued availability of capital and financing;
  • general economic, market or business conditions;
  • business opportunities (or lack thereof) that may be presented to OBH or White Mountains and pursued;
  • competitive forces, including the conduct of other property and casualty insurers and agents;
  • changes in domestic or foreign laws or regulations, or their interpretation, applicable to OBH or White Mountains, their respective competitors, their respective agents or their respective customers;
  • an economic downturn or other economic conditions adversely affecting its financial position including stock market volatility;
  • actions taken by ratings agencies from time to time, such as financial strength or credit ratings downgrades or placing ratings on negative watch; and
  • the risks that are described from time to time in OBH's or White Mountains' filings with the Securities and Exchange Commission, including but not limited to: OBH's Annual Report on the Form 10-K for the fiscal year ended December 31, 2009 filed March 19, 2010; OBH's Quarterly Report on the Form 10-Q for the quarter ended March 31, 2010 filed May 12, 2010; White Mountains' Annual Report on the Form 10-K for the fiscal year ended December 31, 2009 filed February 26, 2010; and, White Mountains' Quarterly Report on the Form 10-Q for the quarter ended March 31, 2010 filed April 29, 2010.

Consequently, all of the forward-looking statements made in this press release are qualified by these cautionary statements, and there can be no assurance that the actual results or developments anticipated by OBH or White Mountains will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, OBH, White Mountains or their respective business or operations. Neither OBH nor White Mountains assumes any obligation to update publicly any such forward-looking statements, whether as a result of new information, future events or otherwise.

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SOURCE OneBeacon Insurance Group, Ltd.