Fairfax Financial lifts some tender caps in offer for six note series

By Jennifer Chiou

New York, May 18 - Fairfax Financial Holdings Ltd. announced changes to as well as the early results of the cash tender offer for up to $510.6 million of notes issued by the company and its wholly owned subsidiaries Odyssey Re Holdings Corp. and Crum & Forster Holdings Corp.

As of 5 p.m. ET on May 17, the company said it received tenders for:

• $92,318,000 of notes in the offer for any and all Fairfax's $180,568,000 of 7.75% senior notes due 2012 with a total payment of $1,065.75 per $1,000 principal amount. The company originally was tendering for up to $80 million of these notes;

• $323,765,000 of notes in the offer for any and all of Crum & Forster's $330 million of 7.75% senior notes due 2017 with a total payment of $1,075.20 per $1,000 principal amount. These notes had an original cap of up to $135 million;

• $233,561,000 of notes in the offer for up to $120 million of Fairfax's $282,625,000 of 7.75% senior notes due 2017 with a total payment of $1,113.10 per $1,000 principal amount;

• $41,589,000 of notes in the offer for up to $90 million of Odyssey's $225 million of 7.65% senior notes due 2013 with a total payment of $1,135 per $1,000 principal amount;

• $16,045,000 of notes in the offer for up to $45 million of Odyssey's $125 million of 6.875% senior notes due 2015 with a total payment of $1,146.25 per $1,000 principal amount; and

• $52,763,000 of notes in the offer for up to $30 million of Fairfax's $90,864,000 of 8.25% senior notes due 2015 with a total payment of $1,175 per $1,000 principal amount.

The company was originally tendering for up to $500 million of the securities.

The notes are listed in order of acceptance priority level, and the total payments include a $30.00 early tender fee for those who tendered prior to 5 p.m. ET on May 17. The company will also pay accrued interest.

Early settlement is slated for May 19, and the company said that it has accepted all $92,318,000 of its tendered 7.75% notes due 2012 as well as all $323,765,000 of Crum & Forster's tendered 7.75% notes.

The offer began on May 4, and the withdrawal deadline passed on May 17.

Fairfax will only accept notes up to the capped amount.

The offer will end at 8 a.m. ET on June 2.

Bank of America Merrill Lynch is the lead dealer manager (Debt Advisory Services at 888 292-0070 or call collect 980 388-9217). Global Bondholder Services Corp. is the depositary and information agent (866 387-1500).

Toronto-based Fairfax provides property and casualty insurance and reinsurance and investment management services.

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