January 26, 2026
Willkie advised Convex Group Limited ("Convex Group"), a global specialty insurance and reinsurance group, in connection with its inaugural Tier 2 regulatory capital bond offering in the London Regulation S market. The offering consisted of $600 million in aggregate principal amount of 6.500% Fixed Rate Reset Callable Subordinated Notes due 2046 (the "Notes"), which were issued on January 21, 2026. The Notes were structured to receive Tier 2 solvency capital treatment under the Bermuda Monetary Authority’s Group Supervision and Eligible Capital Rules.
The Notes are listed on the International Securities Market of the London Stock Exchange and were offered to institutional investors outside the United States in reliance on Regulation S under the Securities Act of 1933.
Convex Group intends to use the majority of the net proceeds from this offering to support its long-term capital structure and strategic independence, as well as to finance a share repurchase in connection with recent equity investments by Onex Corporation and American Insurance Group (AIG).
The Willkie team was led by partner Jennifer Tait and included associate Snaebjorn Olafsson and trainee solicitor Ellen Gribben in London. Partner Isaac Silverstein and counsel Catherine Harrington in New York provided U.S. tax advice. Partner Jane Scobie and associate Ashley Jamali in London provided U.K. tax advice. Partners Allison Tam and Andrew Tromans in New York and London and associate Melisa Khajaei in New York provided insurance regulatory advice and associates Rowan Khanna and Kari Prochaska in London supported on financial regulatory and data protection matters, respectively.
The Notes are listed on the International Securities Market of the London Stock Exchange and were offered to institutional investors outside the United States in reliance on Regulation S under the Securities Act of 1933.
Convex Group intends to use the majority of the net proceeds from this offering to support its long-term capital structure and strategic independence, as well as to finance a share repurchase in connection with recent equity investments by Onex Corporation and American Insurance Group (AIG).
The Willkie team was led by partner Jennifer Tait and included associate Snaebjorn Olafsson and trainee solicitor Ellen Gribben in London. Partner Isaac Silverstein and counsel Catherine Harrington in New York provided U.S. tax advice. Partner Jane Scobie and associate Ashley Jamali in London provided U.K. tax advice. Partners Allison Tam and Andrew Tromans in New York and London and associate Melisa Khajaei in New York provided insurance regulatory advice and associates Rowan Khanna and Kari Prochaska in London supported on financial regulatory and data protection matters, respectively.
