Liberty Mutual in $1 Billion Exchange Offers

January 28, 2019

Cleary Gottlieb represented Liberty Mutual Group Inc. (Liberty Mutual) in its offers to exchange new 4.569% senior notes due 2029 (new notes), plus cash, for three series of its outstanding notes: 5% senior notes due 2021, 4.95% senior notes due 2022, and 4.25% senior notes due 2023 (existing notes).

The exchange offers launched on January 9, 2019, and were initially subject to a $500 million limit on the aggregate principal amount of the new notes. On January 24, 2019, Liberty Mutual increased that limit, accepting $1 billion aggregate principal amount of the existing notes, and elected to exercise its early settlement option. On January 28, 2019, Liberty Mutual issued $1 billion of the new notes and made cash payments to holders of the existing notes accepted for exchange.

The exchange offers are scheduled to expire on February 6, 2019, at 11:59 p.m. EST, unless extended or earlier terminated by Liberty Mutual.

Merrill Lynch, Pierce, Fenner & Smith Inc.; Credit Suisse Securities (USA) LLC; and Goldman Sachs & Co. LLC acted as the lead dealer managers for the exchange offers.

Liberty Mutual is a Fortune 100 international group of insurance companies that offers a wide range of insurance products and services, including private passenger automobile, homeowners, specialty insurance, reinsurance, commercial multiple-peril, workers compensation, commercial automobile, general liability, surety, commercial property, and inland marine.