Use of Proceeds
Based upon an initial public offering price of $28.25 per share, the net
proceeds to the Company from the sale of the Class A Common Stock in the Equity
Offerings are estimated to be $607.5 million (or $687.4 million if the
Underwriters' over-allotment options are exercised in full), after deducting
the underwriting discounts and estimated expenses for the Equity Offerings
payable by the Company. The Company will use the net proceeds to make a capital
contribution of at least $150 million to its life insurance subsidiaries, to
reduce the Pre-Offering Indebtedness by approximately $434 million and for
other general corporate purposes.
If the Underwriters' over-allotment options in respect of the Equity Offerings
are exercised in full, the Company intends to use the additional proceeds to
make an additional capital contribution to its life insurance subsidiaries and/
or to further reduce the Pre-Offering Indebtedness. To the extent that the Debt
Offering is not consummated, Pre-Offering Indebtedness that otherwise would have
been repaid from the proceeds of the Debt Offering will remain outstanding.
Assuming the sale of $650 million of the Debt Securities, the Company will have
$350 million of debt securities and/or preferred stock remaining available for
sale in the public markets pursuant to the shelf registration statement, which
may be issued at any time following the Equity Offerings. See "Capitalization"
and "Management's Discussion and Analysis of Financial Condition and Results of
Operations -- Liquidity and Capital Resources".