Business Context and Reporting Period
This Form 8-K filing by Maiden Holdings, Ltd. (Bermuda) reports events occurring on June 8, 2017, with the report signed on June 15, 2017. The filing details the pricing and subsequent closing of a public offering of 6.700% Non-Cumulative Preference Shares, Series D.
Key Financial Metrics
The filing does not provide specific revenue, profit, cash flow, or margin figures. The primary financial metric disclosed is the terms of the new capital issuance:
- Security Type: 6.700% Non-Cumulative Preference Shares, Series D.
- Par Value: $0.01 per share.
- Liquidation Preference: $25.00 per share.
- Underwriters: Merrill Lynch, Pierce, Fenner & Smith Incorporated, Morgan Stanley & Co. LLC, and UBS Securities LLC.
The filing text does not provide a clear value for the total aggregate offering amount or the number of shares issued.
Material Changes
The material change reported is the amendment to the Company's capital structure through the adoption of a Certificate of Designations for the Series D Preference Shares. This transaction was executed under a shelf registration statement on Form S-3 (File No. 333-207904).
Outlook, Risks, and Management Commentary
Management commentary is limited to the announcement of the pricing on June 8, 2017, and the closing of the offering on June 15, 2017. The filing incorporates by reference the Prospectus Supplement dated June 8, 2017, for a full description of the Series D Preference Shares. No specific forward-looking guidance, risk factors, or contingencies are detailed within the text of this specific 8-K form.
Investor Verification Checklist
- Verify the total aggregate amount raised in the Series D offering by reviewing the attached Press Release (Exhibit 99.1) or the Prospectus Supplement.
- Review the Certificate of Designations (Exhibit 3.1) for specific rights, preferences, and limitations of the Series D shares.
- Confirm the use of proceeds from the offering as detailed in the Prospectus Supplement.
- Check the Underwriting Agreement (Exhibit 1.1) for any lock-up provisions or indemnification terms.