AMERICAN SAFETY INSURANCE HOLDINGS, LTD.
Filed pursuant to Rule 433
Registration
No. 333-133557
3,200,000 Common Shares
AMERICAN SAFETY INSURANCE HOLDINGS, LTD.
American Safety Insurance Holdings, Ltd. is offering 3,200,000
Common Shares, $.01 par value, pursuant to a Preliminary
Prospectus dated June 20, 2006. The Company expects to
grant the underwriters the right to purchase 480,000 Common
Shares to cover over-allotments. The Common Shares are quoted on
the New York Stock Exchange under the symbol ASI. On
June 19, 2006, the last reported sale price of the Common
Shares was $16.24.
The offering reflects a decrease in the number of shares offered
by the Company from 4,013,761. The offering has been further
amended to eliminate any sale of Common Shares on behalf of
existing shareholders. The gross proceeds from the offering are
expected to be $49,600,000, which reflect an expected price to
the public of $15.50 per Common Share. The net proceeds
from the offering are expected to be $46,872,000 before
deducting expenses estimated at $600,000, assuming that the
over-allotment option is not exercised.
The Company intends to make minor modifications to its business
plan as a result of the reduction in the size of the offering.
The Companys plan to increase net retentions within its
Specialty Program line will be reduced, resulting in a targeted
growth rate for net premiums written for the Company as a whole
of 16% annually rather than 20% annually. Additionally, the
Company was targeting growth in gross premiums written of 10%
annually. The Company now will target an 8% increase in gross
premiums written annually, with the decrease in expected growth
being attributable primarily to a reduction in the number of new
products introduced from that number previously anticipated on
the basis of greater net proceeds. The Company expects its
targeted expense ratio to increase from 33% to 34%. Despite the
reduction in gross and net premiums written and increase in
targeted expense ratio, the Company expects to be able to
achieve its targeted return on equity objectives, primarily
because it will have a lower level of average capital.
You should review carefully the Preliminary Prospectus dated
June 20, 2006 for the offering, including the Risk
Factors section beginning on page 10 of that
document. That document is available at www.sec.gov.
June 20, 2006
USE OF PROCEEDS
The net proceeds of the offering to the Company are expected to
be $46,272,000, assuming a public offering price of
$15.50 per share and after deducting underwriting discounts
and commissions and estimated offering expenses, and assuming
that the over-allotment option is not exercised. The Company
intends to use the net proceeds from the sale of the Common
Shares in the offering to implement its business and growth
strategy by (i) increasing the capital and surplus base of
its insurance subsidiaries in order to expand in the markets
where the Company currently operates and to retain additional
premium on the policies it currently underwrites and
(ii) use the balance of the net proceeds for general
corporate purposes, including potential acquisitions. The
precise amounts and timing of expenditures of the net proceeds
will depend on the Companys funding requirements and the
availability of other capital resources.
CAPITALIZATION
The following table shows the consolidated capitalization of the
Company at March 31, 2006, and as adjusted to give effect
to the receipt and application of the estimated net proceeds
from the offering specified under Use of Proceeds.
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As of | |
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March 31, | |
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As Adjusted | |
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2006 | |
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for the Offering | |
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(In thousands) | |
Short-term debt
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$ |
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$ |
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Long-term debt
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37,794 |
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37,794 |
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Total debt
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37,794 |
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37,794 |
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Shareholders equity
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Preferred stock, $.01 par value; authorized
5,000,000 shares; no shares issued and outstanding
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Common stock, $.01 par value; authorized
15,000,000 shares; 6,779,031 shares issued and
outstanding at March 31, 2006 and 10,030,165 shares issued
and outstanding as adjusted for the Offering
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68 |
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100 |
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Additional paid-in capital
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49,787 |
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96,027 |
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Accumulated other comprehensive income loss
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(4,706 |
) |
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(4,706 |
) |
Retained earnings
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74,558 |
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74,558 |
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Total shareholders equity
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119,707 |
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165,979 |
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Total capitalization
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$ |
157,501 |
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$ |
203,773 |
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IMPORTANT INFORMATION
The issuer has filed a registration statement (including a
prospectus) with the SEC for the offering to which this
communication relates. Before you invest, you should read the
prospectus in that registration statement and other documents
the issuer has filed with the SEC for more complete information
about the issuer and this offering. You may get these documents
for free by visiting EDGAR on the SEC Web site at
www.sec.gov. Alternatively, the issuer, any underwriter
or any dealer participating in the offering will arrange to send
you the prospectus if you request it by calling toll free
1-800-388-3647.