Enstar prices $350 million notes due 2045

HAMILTON, Bermuda - Enstar Group Limited (NASDAQ:ESGR), a global insurance group with a market capitalization of $4.75 billion, announced the pricing of its $350 million junior subordinated notes offering with a 7.500% fixed interest rate, set to mature in 2045. According to InvestingPro data, the company maintains a GOOD financial health score and trades near its 52-week high of $348.48. The transaction is expected to finalize on March 18, 2025, subject to customary closing conditions.

The company, which has generated $781 million in EBITDA over the last twelve months, disclosed its plan to utilize the net proceeds to fund the repurchase of its existing 5.750% junior subordinated notes due in 2040, which were offered by its wholly owned subsidiary, Enstar Finance LLC. The repurchase is part of a tender offer that was publicized on March 10, 2025. InvestingPro analysis shows the company’s stock currently trading at an attractive P/E ratio of 9.01, with additional insights available in the comprehensive Pro Research Report. Should any funds remain following this transaction, Enstar aims to redeem additional 2040 notes during future par call periods and allocate the rest for general corporate purposes. These purposes may include acquisitions, working capital, and exploring new business opportunities.

The notes have not been registered under the Securities Act of 1933, as amended, nor any state securities laws. They are being offered exclusively to qualified institutional buyers in accordance with Rule 144A and to certain non-U.S. persons in offshore transactions under Regulation S.

Enstar, listed on NASDAQ, specializes in capital release solutions and has a strong track record in completing legacy acquisitions, having acquired over 120 companies and portfolios since its inception. The company, which has demonstrated strong profitability with a gross profit margin of 96.68%, operates through its network in Bermuda, the United States, the United Kingdom, Liechtenstein, Belgium, and Australia. InvestingPro subscribers can access 6 additional key insights about ESGR’s financial performance and market position.

The press release from which this information is derived serves to comply with Rule 135c under the Securities Act. It is not intended as an offer to sell or a solicitation of an offer to buy any securities. Enstar has cautioned that any forward-looking statements made are subject to risks and uncertainties and that actual results could differ materially from those projected.

Investors are reminded that Enstar’s performance involves risks, as detailed under the "Risk Factors" section in Enstar’s Form 10-K for the year ended December 31, 2024. The company also notes that it does not commit to updating any forward-looking statements unless required by law.

In other recent news, Enstar Group Limited has announced the implementation of its 2025 Annual Incentive Compensation Program. This new initiative, effective as of February 27, 2025, is designed to provide cash bonus compensation to senior executives and other eligible participants. The program supersedes the previous 2022-2024 plan and reflects Enstar’s commitment to aligning compensation strategies with company performance. Additionally, Enstar has finalized an agreement to enhance reinsurance coverage for James River Group Holdings, Ltd. subsidiaries, adding $75 million to the existing $160 million adverse development cover. This strategic move aims to bolster protection against potential future adverse reserve developments.

In another development, Enstar has accelerated compensatory arrangements for its Chief Strategy Officer, David Ni, in connection with a series of mergers involving the company. This includes the acceleration of restricted stock units and a portion of Mr. Ni’s annual bonus to mitigate potential tax impacts. These mergers will result in Enstar becoming a wholly owned subsidiary of a parent entity backed by Sixth Street Partners, LLC. These actions demonstrate Enstar’s ongoing efforts to manage legacy liabilities and provide innovative solutions within the global insurance sector.

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