Filed
Pursuant to Rule 433
Registration No. 333-142044
NEWS RELEASE
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Media
Contact:
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Investor Contact: |
Shannon Lapierre
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Rick Costello |
860-547-5624
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860-547-8480 |
Shannon.Lapierre@thehartford.com
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Richard.Costello@thehartford.com |
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JR Reilly |
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860-547-9140 |
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JR.Reilly@thehartford.com |
The Hartford Announces Plan to Return U.S. Treasury Investment
HARTFORD, Conn., March 16, 2010 -The Hartford Financial Services Group, Inc. (NYSE: HIG)
today announced that, after consultation with the Office of Thrift Supervision, it is conducting a
public offering of equity and debt securities as part of a plan to fully repurchase the $3.4
billion of The Hartfords preferred shares issued to the U.S. Treasury under Treasurys Capital
Purchase Program (CPP).
The offerings announced today will consist of $1.45 billion of common stock and $500 million of
mandatory convertible preferred stock, represented by depositary shares. The debt offering related
to the repurchase of the governments preferred stock will consist of $425 million of senior notes.
In addition, the company will pre-fund the repurchase of its senior debt maturing in 2010 and 2011
through the issuance of an additional $675 million of senior notes.
We appreciate the critical role the government and the American taxpayers have played in
stabilizing the financial markets and we are pleased to announce a plan to repurchase Treasurys
investment in fewer than 10 months, said Liam E. McGee, The Hartfords Chairman, President and
Chief Executive Officer. The Hartford always viewed this investment as temporary capital and
intended to return it as soon as it was prudent. As we have said, we ended the year in a strong
capital position, and our fourth quarter results reflected The Hartfords third sequential quarter
of improving core earnings.
The company plans to use the proceeds of the offering to repurchase the Treasurys preferred
shares once it has received approval to do so. Following the repayment, the U.S. Treasury
Department will continue to hold warrants to purchase approximately 52 million shares of The
Hartfords common stock at an initial exercise price of $9.79 per share. The company does not
intend to repurchase the warrants.
About The Offering
Goldman, Sachs & Co., and J.P. Morgan Securities, Inc. will act as joint bookrunning managers
for the offering of common stock and mandatory convertible preferred stock, represented by
depositary shares. Goldman, Sachs & Co., J.P. Morgan Securities, Inc., Citigroup Global Markets Inc., Credit
Suisse Securities (USA) LLC and Wells Fargo Securities, LLC
will act as joint bookrunning
managers for the offering of senior notes.
The Hartford has an existing shelf registration statement (including a base prospectus) on file
with the Securities and Exchange Commission, and has filed a prospectus supplement related to each
of the issuances of equity and will shortly do so with respect to each issuance of senior notes
described above. Before investing, prospective investors should read the registration statement
(including the base prospectus), the prospectus supplements, The Hartfords Annual Report for
fiscal year 2009 on Form 10-K and other documents incorporated by reference into the registration
statement that The Hartford has filed or, with respect to the debt offering, will file, with the
SEC for more complete information about The Hartford and the offerings. Investors may get these
documents for free by visiting EDGAR on the SEC Web site at www.sec.gov. The file number for The
Hartfords registration statement is No. 333-142044. Alternatively, the sales agent will arrange
to send investors the base prospectus and prospectus supplement for the equity offerings if
requested by contacting Goldman, Sachs & Co., Attention: Prospectus Department, 85 Broad Street,
New York, NY 10004, telephone: 866-471-2526, fax: 212-902-9316, email:
Prospectus-ny@ny.email.gs.com or by contacting J.P. Morgan
Securities, Inc. via Broadridge
Financial Solutions, 1155 Long Island Avenue, Edgewood, NY 11717,1-866-803-9204.
About The Hartford
Celebrating nearly 200 years, The Hartford (NYSE: HIG) is an insurance-based financial services
company that serves households, businesses and employees by helping to protect their assets and
income from risks, and by managing wealth and retirement needs. A Fortune 500 company, The Hartford
is recognized widely for its service expertise and as one of the worlds most ethical companies.
HIG-F
This news release shall not constitute an offer to sell or a solicitation to buy any securities, nor
shall there be any sale of these securities in any state or jurisdiction in which such an offer,
solicitation or sale would be unlawful prior to registration or qualification under the securities
laws of any such state or jurisdiction.