Atlas settles exchange and amendment for Seaspan notes with Fairfax

Chicago, June 14 – Atlas Corp. completed an exchange offer and/or amendment for $600 million of notes issued by Seaspan Corp. with affiliates of Fairfax Financial Holdings Ltd., according to a press release.

The company amended all $250 million of the 5˝% senior notes due 2025 and $50 million of an offering of 5˝% senior notes due 2026.

The amendment eliminates the noteholders’ mandatory redemption and put rights and releases and discharges all outstanding guarantees and liens on collateral securing the notes.

The Fairfax holders also agreed to terminate Seaspan’s amended and restated pledge and collateral agent agreement and to release and discharge all liens on collateral under the pledge agreement.

Additionally, the company exchanged $300 million of notes.

The company exchanged $200 million, part of the outstanding 5˝% senior notes due 2026, and all $100 million of 5˝% senior notes due 2027.

The $300 million of notes were exchanged for 12 million series J 7% cumulative redeemable perpetual preferred shares and 1 million warrants to purchase an equal number of shares of Atlas common stock at an exercise price of $13.71 per share (based on the closing price of Atlas common stock on May 21).

The 7% dividend rate applies to the first five years after the issue date and then increases annually for an additional 1.5% per year with a cap of 11.5%.

Concurrently with the exchange, Atlas entered into a registration rights agreement with the Fairfax holders providing for certain registration rights related to the series J preferred shares and warrants.

Atlas is a Vancouver, B.C.-based global asset manager whose subsidiaries, Hong Kong-based Seaspan and APR Energy Ltd., operate in maritime and energy sectors.

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