Ohio Casualty exchanges 36.5% of 5% convertibles, calls all old and new notes

New York, March 22 - Ohio Casualty Corp. said it has completed its exchange for its $184.25 million of 5% convertible notes due 2022, receiving tenders of $67.279 million or 36.5% of the securities - and said it now plans to redeem all the new notes issued in the exchange and the remaining old notes.

The redemption will be on May 2 at a price of 102 plus accrued interest up to but excluding the redemption date.

Holders can convert the notes up to 5 p.m. ET on April 29 at the rate of 44.2112 shares per $1,000 principal amount. Because they have net share settlement, the new notes will be settled in cash up to the principal amount with stock for any additional value. Ohio Casualty stock closed at $23.45 Monday.

Ohio Casualty announced the exchange for the convertibles on Feb. 22, saying it was offering an equal principal amount of new notes with similar terms except that they will have net share settlement.

Ohio Casualty was offering a fee of 0.35% of the principal amount of notes exchanged.

Under net share settlement, the Fairfield, Ohio, property and casualty insurer will pay cash up to the principal amount and stock for the remainder in the event of a conversion.

At the time, Ohio Casualty also said it plans to redeem all or part of the new and old notes after completing the exchange. It said it believes the net share settlement feature will allow it to redeem the notes in "the most economical manner."

The exchange expired at midnight ET on March 21.

The information agent is MacKenzie Partners, Inc. (call collect 212 929-5500 or 800 322-2885).

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