Akin Gump Advises Greenlight Capital Re in $100 Million Note Offering

(New York) – In connection with the previously announced offering on August 7, Greenlight Capital Re, Ltd. issued $100 million in aggregate principal amount of its 4.00% convertible senior notes due 2023 pursuant to an indenture, dated today, between the company and Wilmington Savings Fund Society, FSB, as trustee. Akin Gump advised Greenlight Capital Re, a specialist property and casualty reinsurance company headquartered in the Cayman Islands, in the matter.

The notes will be convertible, upon the satisfaction of certain conditions and during certain time periods, at a conversion rate of 58.1818 of the company’s Class A ordinary shares per $1000 in principal amount of notes, subject to adjustment. Upon conversion, the company may, at its option, elect to deliver cash, Class A ordinary shares or a combination of cash and Class A ordinary shares. The conversion rate equates to a conversion price of approximately $17.19, which represents a premium of approximately 25% over the closing sale price of the Class A ordinary shares on the NASDAQ Global Select Market on August 2. The notes will mature on August 1, 2023, and were issued at a price equal to 100% of the principal amount thereof.

Concurrently with the pricing of the notes, Greenlight Capital Re agreed to repurchase one million of its Class A ordinary shares, at a purchase price of $13.75 per Class A ordinary share. The company has used $13,750,000 of the net proceeds from the sale of the notes to make such repurchases and intends to use the remainder of the net proceeds to make contributions to the capital and surplus of one or both of its reinsurance subsidiaries and for general corporate purposes.

Kerry E. Berchem, head of Akin Gump’s corporate practice, led the team advising Greenlight Capital Re. She was joined by partner Alan L. Laves, senior counsel Daniel F. Zimmerman, and associates Cora L. Fanning and Joshua Lee Wright. Additional assistance was provided by partners Lucas F. Torres and Chip Cowell, counsel Christopher Erik Centrich, and associates Andrés E. Zambrano, Josh Savitz and Matthew D. Turner.

Founded in 1945, Akin Gump Strauss Hauer & Feld LLP is a leading international law firm with more than 900 lawyers in offices throughout the United States, Europe, Asia and the Middle East.

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