2nd UPDATE: Hartford To Sell $750 Million In Stock, Seek $3.4 Billion TARP
13 June 2009 - 5:56AM
Dow Jones News
In addition to the $3.4 billion it is seeking from the Treasury,
Hartford Financial Services Group Inc. (HIG) said Friday that it
will sell up to $750 million in stock to further bolster its
capital position as it prepares to report more investment losses in
the second quarter.
The capital-raising moves would trigger a payment due to its
biggest investor, E.U. insurer Allianz SE (AZ), and Hartford said
Friday in a Securities and Exchange Commission filing that it had
modified the terms of that deal to reduce the payment due and to
relax some other terms.
Hartford announced its plans to sell the stock as it again
affirmed that it will participate in the Treasury Department's
Troubled Asset Relief Program.
Hartford, along with several other life insurers, sought to
participate in the Treasury program. In May, Treasury said six life
insurers would be accepted into the program, but so far Hartford is
the only insurer to announce that it will go through with the
deal.
The amount it will actually receive from Treasury is still
"subject to further discussions," and the company could receive
"substantially" less than the $3.4 billion it has asked for, the
filing said.
In an interview last week, Ramani Ayer, Hartford's chairman and
chief executive, said he expected the company to receive the full
$3.4 billion by mid-June. A spokeswoman said Friday that it still
expects to finalize its TARP application by mid-June.
Ayer said last week that he expects to retire by the end of the
year, and the company is searching for an external replacement.
In its filing Friday, Hartford said that receiving Treasury
capital will place the company under "significant" restrictions on
executive pay and bonuses that may affect its ability to attract
key personnel.
It also acknowledges the risk that taking money could damage the
company's reputation, "which could adversely affect our competitive
position and results, including new product sales and policy
retention rates, and depress trading prices for our common stock,"
the filing said.
The deal would trigger payments under its October deal with
insurer Allianz, the prospectus said.
Hartford said that earlier in the week, it amended its agreement
with Allianz to reduce the amount of payments it would make to
Allianz if it issues equity-related instruments worth more than 5%
of the company's stock outstanding at the time, which the TARP deal
would presumably do.
The payment would be adjusted to $200 million, from its original
agreement for an amount ranging from $50 million to $300 million,
and extended the payment due date to Oct. 15.
Hartford received a $2.5 billion capital investment from Allianz
in the October deal, under which Allianz purchased, at $31 a share,
$750 million of preferred shares convertible to common stock and
$1.75 billion of 10% junior subordinated debentures.
Also, Allianz received warrants that entitle it to purchase
$1.75 billion of common stock at an exercise price of $25.32 a
share, subject to shareholder approval. The warrants originally
expired in seven years, and the amendment extends the warrants to
10 years.
It also amends some transfer restrictions in the investment pact
that prohibit, for a three-year period, any transfer of warrants,
or securities acquired upon exercise of the warrants, except to
specified affiliates of Allianz, among other changes.
In its prospectus, Hartford offered further details of problems
it is likely to face in the second quarter.
"We expect that our second quarter 2009 results will include
significant charges resulting from other-than-temporary impairments
of our securities portfolio that are similar in magnitude to the
impairments we recognized in each of the fourth quarter of 2008 and
the first quarter of 2009," the company said.
At the end of the first quarter, Hartford's total investments
were $88.5 billion and the net unrealized losses on its investments
were $6.9 billion. Hartford said then it expected 2009 core
earnings per diluted share to be between 5 cents and 45 cents
including the $1.5 billion after-tax charge it took in the first
quarter related to deferred amortized costs on its variable annuity
portfolio.
In May, Hartford announced a quarterly dividend of five cents
per share, and the receipt of TARP capital will likely lead to
restrictions on the company's ability to increase its dividend
above that amount, the company said.
Shares of Hartford dropped throughout the day, recently trading
down 8.2% to $12.92. Other life insurers also traded down, with
Lincoln National Corp. (LNC) the only other life insurer that has
said it might take TARP, down 5.7% in recent trading, to
$17.87.
-By Lavonne Kuykendall, Dow Jones Newswires; (312) 750 4141;
lavonne.kuykendall@dowjones.com
(Kerry E. Grace and Gee L. Lee contributed to this report.)