Fairfax Completes C$700,000,000 Senior Notes Offering
22 Noviembre 2024 - 8:27AM
Fairfax Financial Holdings Limited (“Fairfax”) (TSX: FFH and FFH.U)
has completed its previously announced offering (the “Offering”) of
(i) C$450 million in aggregate principal amount of 4.73% Senior
Notes due 2034 and (ii) C$250 million in aggregate principal amount
of 5.23% Senior Notes due 2054 (collectively, the “Senior Notes”).
The Senior Notes were offered through a
syndicate of dealers led by BMO Nesbitt Burns Inc., CIBC World
Markets Inc., RBC Dominion Securities Inc. and Scotia Capital Inc.,
as joint bookrunners, and included Merrill Lynch Canada Inc.,
National Bank Financial Inc., TD Securities Inc., Citigroup Global
Markets Canada Inc., Desjardins Securities Inc., J.P. Morgan
Securities Canada Inc., and Mizuho Securities Canada Inc., as
agents. The Senior Notes are unsecured obligations of Fairfax.
Fairfax intends to use the net proceeds of the
Offering to redeem, in whole or in part, one or more series of its
outstanding cumulative 5-year rate reset preferred shares or
cumulative floating rate preferred shares (each such series,
“Preferred Shares”) in accordance with their applicable terms. As
of the date of this press release, Fairfax has not made any
determination as to the specific series of Preferred Shares to be
redeemed, nor the amount, timing or method of repayment. Any
redemption of Preferred Shares will be subject to market
conditions. Any proceeds not used to redeem Preferred Shares will
be used for general corporate purposes.
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 the 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.
This press release is not an offer of securities for sale in the
United States, and the securities may not be offered or sold in the
United States absent registration or an exemption from the
registration requirements. The securities have not been and will
not be registered under the United States Securities Act of 1933,
as amended.
Fairfax is a holding company which, through its
subsidiaries, is primarily engaged in property and casualty
insurance and reinsurance and the associated investment
management.
For further information contact: |
John Varnell, Vice President, Corporate Development at |
|
(416) 367-4941 |
Certain statements contained herein may
constitute “forward-looking statements” and are made pursuant to
the “safe harbor” provisions of applicable Canadian securities
laws. Such forward-looking statements may include, among other
things, the intended use of proceeds from the Offering and
Fairfax’s intention to redeem one or more series of Preferred
Shares. Such forward-looking statements are subject to known and
unknown risks, uncertainties and other factors which may cause the
actual results, performance or achievements of Fairfax to be
materially different from any future results, performance or
achievements expressed or implied by such forward-looking
statements. Such factors include, but are not limited to: our
ability to complete acquisitions and other strategic transactions
on the terms and timeframes contemplated, and to achieve the
anticipated benefits therefrom; a reduction in net earnings if our
loss reserves are insufficient; underwriting losses on the risks we
insure that are higher than expected; the occurrence of
catastrophic events with a frequency or severity exceeding our
estimates; changes in market variables, including unfavourable
changes in interest rates, foreign exchange rates, equity prices
and credit spreads, which could negatively affect our operating
results and investment portfolio; the cycles of the insurance
market and general economic conditions, which can substantially
influence our and our competitors’ premium rates and capacity to
write new business; insufficient reserves for asbestos,
environmental and other latent claims; exposure to credit risk in
the event our reinsurers fail to make payments to us under our
reinsurance arrangements; exposure to credit risk in the event our
insureds, insurance producers or reinsurance intermediaries fail to
remit premiums that are owed to us or failure by our insureds to
reimburse us for deductibles that are paid by us on their behalf;
our inability to maintain our long term debt ratings, the inability
of our subsidiaries to maintain financial or claims paying ability
ratings and the impact of a downgrade of such ratings on derivative
transactions that we or our subsidiaries have entered into; risks
associated with implementing our business strategies; the timing of
claims payments being sooner or the receipt of reinsurance
recoverables being later than anticipated by us; risks associated
with any use we may make of derivative instruments; the failure of
any hedging methods we may employ to achieve their desired risk
management objective; a decrease in the level of demand for
insurance or reinsurance products, or increased competition in the
insurance industry; the impact of emerging claim and coverage
issues or the failure of any of the loss limitation methods we
employ; our inability to access cash of our subsidiaries; an
increase in the amount of capital that we and our subsidiaries are
required to maintain and our inability to obtain required levels of
capital on favourable terms, if at all; the loss of key employees;
our inability to obtain reinsurance coverage in sufficient amounts,
at reasonable prices or on terms that adequately protect us; the
passage of legislation subjecting our businesses to additional
adverse requirements, supervision or regulation, including
additional tax regulation, in the United States, Bermuda, Canada or
other jurisdictions in which we operate; risks associated with
applicable laws and regulations relating to sanctions and corrupt
practices in foreign jurisdictions in which we operate; risks
associated with government investigations of, and litigation and
negative publicity related to, insurance industry practice or any
other conduct; risks associated with political and other
developments in foreign jurisdictions in which we operate; risks
associated with legal or regulatory proceedings or significant
litigation; failures or security breaches of our computer and data
processing systems; the influence exercisable by our significant
shareholder; adverse fluctuations in foreign currency exchange
rates; our dependence on independent brokers over whom we exercise
little control; operational, financial reporting and other risks
associated with IFRS 17 – Insurance Contracts; financial reporting
risks relating to deferred taxes associated with amendments to IAS
12 – Income Taxes; impairment of the carrying value of our
goodwill, indefinite-lived intangible assets or investments in
associates; our failure to realize deferred income tax assets;
technological or other change which adversely impacts demand, or
the premiums payable, for the insurance coverages we offer;
disruptions of our information technology systems; assessments and
shared market mechanisms which may adversely affect our insurance
subsidiaries; and risks associated with the conflicts in Ukraine
and Israel and the development of other geopolitical events and
economic disruptions worldwide. Additional risks and uncertainties
are described in our most recently issued Annual Report which is
available at www.fairfax.ca and on SEDAR+ at www.sedarplus.ca, and
in our base shelf prospectus (under “Risk Factors”) filed with the
securities regulatory authorities in Canada, which is available on
SEDAR+ at www.sedarplus.ca. Fairfax disclaims any intention or
obligation to update or revise any forward-looking statements,
whether as a result of new information, future events or otherwise,
except as required by applicable securities law.
Fairfax Financial (TSX:FFH.U)
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