UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, DC 20549

 

 

FORM 8-K

 

 

CURRENT REPORT

Pursuant to Section 13 OR 15(d)

of The Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): June 13, 2019

 

 

Radian Group Inc.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

Delaware   1-11356   23-2691170

(State or Other Jurisdiction

of Incorporation)

 

(Commission

File Number)

 

(IRS Employer

Identification No.)

1500 Market Street,

Philadelphia, Pennsylvania, 19102

(Address of Principal Executive Offices, and Zip Code)

(215) 231-1000

(Registrant’s Telephone Number, Including Area Code)

(Former Name or Former Address, if Changed Since Last Report)

 

 

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions ( see General Instruction A.2. below):

 

  ☐

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

  ☐

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

  ☐

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

  ☐

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:

 

Title of each class

 

Trading

Symbol(s)

 

Name of each exchange

on which registered

Common Stock, $0.001 par value per share   RDN   New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

 

 

 

Item 8.01.

Other Events.

On June 13, 2019, Radian Group Inc. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with RBC Capital Markets, LLC, and Goldman Sachs & Co. LLC, as representatives of the several underwriters named on Schedule A thereto (the “Underwriters”), pursuant to which the Company agreed to sell and the Underwriters agreed to purchase, subject to and upon the terms and conditions therein, $450 million in aggregate principal amount of 4.875% Senior Notes due March 15, 2027 (the “Notes”). A copy of the Underwriting Agreement is filed as Exhibit 1.1 to this Current Report on Form 8-K and is incorporated herein by reference.

The Notes are being sold pursuant to the Company’s Registration Statement on Form S-3 (No. 333-216275) and the prospectus included therein (the “Registration Statement”), filed by the Company with the Securities and Exchange Commission (the “Commission”) on February 27, 2017, and the prospectus supplement relating thereto dated June 13, 2019 and filed with the Commission on June 14, 2019 (the “Prospectus Supplement”). The Notes will be issued under an Indenture dated as of March 4, 2013, as supplemented by a Sixth Supplemental Indenture to be entered into as of June 24, 2019, between the Company and U.S. Bank National Association, as trustee.

The closing of the sale of the Notes is expected to occur on June 24, 2019, subject to customary closing conditions. The net proceeds from the sale of the Notes, after deducting the underwriting discounts and commissions and estimated offering expenses, are expected to be approximately $442,330,000. The Company intends to use the net proceeds from the offering and available cash on hand to: fund a tender offer (the “Tender Offer”), which the Company commenced concurrently with the offering of the Notes, to purchase any and all of the Company’s outstanding 5.250% Senior Notes due 2020 and 7.000% Senior Notes due 2021 on the terms and subject to the conditions of the Tender Offer (as described in the Prospectus Supplement); to pay certain fees and expenses in connection with the Tender Offer; and otherwise for general corporate purposes, including the redemption of the 5.250% Senior Notes due 2020 in accordance with the terms of the related indenture, and which may also include redemption or repurchases of other outstanding debt securities.

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

 

  RADIAN GROUP INC.
  (Registrant)
Date: June 18, 2019   By:  

  /s/ Edward J. Hoffman

      Edward J. Hoffman
      General Counsel and Corporate Secretary
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