Reinsurance Group of America, Incorporated (NYSE: RGA) (“RGA”) announced today that it has priced an aggregate principal amount of $400,000,000 of 6.375% Fixed-Rate Reset Subordinated Debentures due 2056 (the “2056 Debentures”) pursuant to an underwritten registered public offering (the “Offering”). The 2056 Debentures have a maturity date of September 15, 2056, an issue price of 100.000% and feature a fixed-rate coupon of 6.375%, payable semiannually in arrears. RGA expects to complete the Offering on March 3, 2026, subject to the satisfaction of customary closing conditions.
RGA expects to use the net proceeds from the Offering for general corporate purposes, which may include refinancing debt obligations.
BofA Securities, Inc., J.P. Morgan Securities LLC, U.S. Bancorp Investments, Inc. and Wells Fargo Securities, LLC are acting as the joint book-running managers for the offering, and Barclays Capital Inc., RBC Capital Markets, LLC and SMBC Nikko Securities America, Inc. are serving as co-managers.
The Offering is being conducted as a public offering by means of a prospectus supplement filed as part of an effective shelf registration statement on Form S-3 previously filed with the Securities and Exchange Commission (the “SEC”) on March 15, 2023. The Offering is being made solely by means of a prospectus supplement and an accompanying base prospectus. The preliminary prospectus supplement and accompanying base prospectus relating to, and describing the terms of, the Offering can be obtained by visiting the SEC’s website at www.sec.gov. The final prospectus supplement and accompanying prospectus will be filed with the SEC and will be available on the SEC’s website at www.sec.gov. When available, copies of the final prospectus supplement and accompanying base prospectus may be obtained from BofA Securities, Inc., 201 North Tryon Street, NC1-022-02-25, Charlotte, North Carolina 28255-0001, Attention: Prospectus Department, Email: dg.prospectus.requests@bofa.com Telephone: 1 (800) 294-1322; J.P. Morgan Securities LLC, 270 Park Avenue, New York, NY 10017, Telephone: (212) 834-4533; U.S. Bancorp Investments, Inc., 214 N. Tryon St., 26th Floor, Charlotte, North Carolina 28202, Attention: Investment Grade Syndicate, Telephone: 1 (877) 558-2607; or Wells Fargo Securities, LLC, 608 2nd Avenue South, Suite 1000, Minneapolis, MN 55402, Attention: WFS Customer Service, Email: wfscustomerservice@wellsfargo.com Telephone: 1 (800) 645-3751. Before you invest, you should read the preliminary prospectus supplement, the accompany base prospectus and the documents which are incorporated by reference therein for more complete information about the Offering.
This press release does not constitute an offer to sell or the solicitation of an offer to buy the 2056 Debentures or any other securities, nor shall there be any sale of the 2056 Debentures or any other securities in any state or jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of any such state or jurisdiction.
