SCOTTISH RE GROUP LIMITED 
By March 07, 2012 03:21 PM Eastern Time
Scottish Re Group Limited Announces Nonpayment of Dividends and Reminder Regarding the Current Cash Tender Offer for its Non-Cumulative Perpetual Preferred SharesHAMILTON, Bermuda--(BUSINESS WIRE)--Scottish Re Group Limited ("Scottish Re" or the "Company") announced today the determination by its Board of Directors ("Board") not to declare and pay a dividend on the April 15, 2012 dividend payment date for its Non-Cumulative Perpetual Preferred Shares, liquidation preference $25 per share (the "Perpetual Preferred Shares") and issued a reminder about the previously announced cash tender offer for its Perpetual Preferred Shares.
Determination Not to Declare and Pay a Dividend on April 15, 2012
Although not restricted under the terms of the Perpetual
Preferred Shares from
declaring and paying a dividend on the upcoming April 15, 20
12 dividend payment date, the Company's Board determined on
March 1, 2012 at a regularly scheduled meeting of the Board
not to declare and pay a dividend for the April 15, 2012
dividend payment date. The Company has not paid dividends on
the Perpetual Pref erred Shares since January 2008.
Tender Offer for Perpetual Preferred Shares
As previously announced, the Company commenced on February
10, 2012 a cash tender offer (the "Offer") to
purchase any and all of its outstanding Perpetual Preferred
Shares, other than the Perpetual Preferred Shares that were
subject to the Privately Negotiated Transaction as described
in the Company's February 10, 2012 press release announcing
the commencement of the Offer.
The Offer, which is being made pursuant to the Offer to
Purchase, dated February 10,
2012 (as it may be amended and supplemented from time to
time, the "Offer to Purchase"), and the related Letter of
Transmittal, dated February 10, 2012 (as it may be amended
and supplemented from time to time, the "Letter of T
ransmittal") and which is subject to the terms and conditions
set forth therein, seeks the tender by holders of
Perpetual Preferred Shares of any or all of their Perpetual
Preferred Shares at a purchase price of $16.00 per share. No
dividends or any other amounts will be paid to holders of
Perpetual Preferred Shares with respect to the Perpetual
Preferred Shares purchased pursuant to the Offer. The Offer
remains open until March 9, 2012, unless extended by the
Company as described in the Offer to Purchase.
UBS Investment Bank is serving as Dealer Manager and D.F.
King & Co. is serving as Tender Agent for the Offer. Brokers
and other persons with questions regarding the Offer are
encouraged to contact UBS Investment Bank at (203) 719-4210
or toll free at (888) 719-4210. Requests for documents may be
directed to D.F. King & Co., the Information Agent, at (212)
269-5550 or toll free (888) 869-7406.
This press release is neither an offer to purchase nor a
solicitation of an offer to sell the Perpetual Preferred
Shares or any other security. The Offer is made only pursuant
to the Offer to Purchase and the Letter of Transmittal. The
Offer is not being made to security holders in any
jurisdiction in which the making or acceptance thereof would
not be in compliance with the securities, blue sky or other
laws of such jurisdiction. In any jurisdiction in which the
Offer is required to be made by a licensed broker or dealer,
it shall be deemed to be made by the Dealer Manager on behalf
of the Company.
About Scottish Re
Scottish Re is a global life reinsurance specialist, with its
principal executive office located in Bermuda. Its primary
operating subsidiaries include Scottish Annuity & Life
Insurance Company (Cayman) Ltd., Scottish Re (Dublin) Limited
and Scottish Re (U.S.), Inc.
Scottish Re
Media and Investor Contacts:
Dan Roth, Chief Financial Officer, 441-298-4373
Michael Baumstein, Head of Investments and Strategic
Transactions, 441-298-4394
