QBE Insurance Group Limited Issues $399.95 Million in Notes Under MTN Program

November 21, 2016

S&C advised QBE Insurance Group Limited in the issuance of $399.95 million aggregate principal amount of its 7.50% fixed rate subordinated notes due 2043 (new notes) in private placements and pursuant to Regulation S under its $4,000,000,000 MTN program, the U.S. offering component of which was established on October 14. Approximately $371.95 million aggregate principal amount of new notes was issued in exchange for an equivalent amount of 7.25% fixed rate reset guaranteed exchangeable subordinated callable notes due 2041 (existing notes) issued by QBE Capital Funding III Limited and guaranteed by QBE, pursuant to an exchange offer that commenced on October 19, (the exchange offer). The remaining $28.0 million aggregate principal amount of new notes was issued in a Rule 144A offering (the “Rule 144A Offer”). The new notes issued in the exchange offer and the new notes offered and sold in the Rule 144A Offer have the same terms and constitute a single series of securities. 

QBE is a Sydney-headquartered, international general insurance and reinsurance group, underwriting mainly commercial and specialty insurance business, with some personal lines, in 37 countries around the world.

The S&C team was led by Waldo Jones and Matthew Wright and in Sydney, and Robert Chu in Melbourne. Alan Sinsheimer provided valuable advice on certain debt tender offer issues. Jeffrey Hochberg, Saul Brander and Slki Hong advised on U.S. taxation matters, Andrew Motten advised on ERISA matters and Roderick Gilman advised on U.S. insurance matters. Connor Schillerstrom provided valuable assistance at key stages of the transaction.