MGIC Investment Corporation Announces Pricing of Concurrent Offerings of Common Stock and Convertible Senior Notes Raising Over $1.1 Billion in Gross Proceeds

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Mar 06, 2013, 08:11 ET

MILWAUKEE, March 6, 2013 /PRNewswire/ -- MGIC Investment Corporation (NYSE: MTG) (the "Company") announced today that it priced the public offering and sale of 135 million shares of its common stock at a price of $5.15 per share. The Company granted to the underwriters a 30-day option to purchase up to an additional 20.25 million shares.

In a concurrent offering, the Company priced $450 million in aggregate principal amount of 2.00% convertible senior notes due 2020 (the "notes"). The Company granted the underwriters a 30-day option to purchase up to an additional $50 million in aggregate principal amount of notes. The notes will bear interest at a rate of 2.00% per year, payable semi-annually, in arrears, on April 1 and October 1 of each year, beginning October 1, 2013. The notes will mature on April 1, 2020. The notes will be convertible at the option of the holder prior to the close of business on the business day immediately preceding January 1, 2020 under certain circumstances described in the prospectus supplement for the notes and at any time on or after January 1, 2020 until the close of business on the second scheduled trading day immediately preceding the maturity date. The conversion rate will initially be 143.8332 shares of common stock per $1,000 principal amount of notes (equivalent to a conversion price of approximately $6.95 per share of common stock), subject to adjustment. Upon conversion, the Company will deliver a number of shares of common stock equal to the aggregate principal amount of the notes to be converted divided by $1,000, multiplied by the then applicable conversion rate.

The Company intends to use the net proceeds from the offerings for its general corporate purposes, which may include increasing the capital of the Company's insurance subsidiary Mortgage Guaranty Insurance Corporation (MGIC) and other subsidiaries of the Company, and improving liquidity by providing funds for debt service.

Goldman, Sachs & Co. is acting as sole book-running manager for both offerings.

The Company has filed a registration statement (including a prospectus and related preliminary prospectus supplements for each of the common stock and convertible senior notes offerings) with the Securities and Exchange Commission (the "SEC") for the offerings to which this communication relates. Before you invest, you should read the applicable preliminary prospectus supplement and the accompanying prospectus for more complete information about the Company and these offerings. You may obtain these documents free of charge by visiting the SEC website at www.sec.gov. Alternatively, you may obtain copies from Goldman, Sachs & Co., at 200 West Street, New York, NY 10282, Attention: Prospectus Department, by telephone at 1-866-471-2526 or by emailing [email protected].

This press release is not an offer to sell these securities and is not soliciting an offer to buy these securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction.

The Company is not undertaking any obligation to update any information in this press release regarding its capital raising plans. No investor should rely on the fact that such information is current at any time other than the time at which this press release was issued.

About MGIC

MGIC, the principal subsidiary of MGIC Investment Corporation, is the nation's largest private mortgage insurer as measured by $162.1 billion primary insurance in force covering 1.0 million mortgages as of December 31, 2012. MGIC serves lenders throughout the United States, Puerto Rico, and other locations helping families achieve homeownership sooner by making affordable low-downpayment mortgages a reality.

From time to time, MGIC Investment Corporation releases important information via postings on its corporate website without making any other disclosure, and it intends to continue to do so in the future. Investors and other interested parties are encouraged to enroll to receive automatic email alerts and Really Simple Syndication (RSS) feeds regarding new postings. Enrollment information can be found at http://mtg.mgic.com under Investor Information.

SOURCE MGIC Investment Corporation