Terms

Series

4.125% Subordinated Debentures due 2061

Liquidation Preference

$25.00

Coupon Rate

4.125%

Rate Type

Fixed

Payment Frequency

Quarterly

Cumulative

Yes

Perpetual

No

Convertible

No

Callable

Yes

First Call Date

March 30, 2026

First Call Price

$25.00

Mandatory Redemption Date

March 30, 2061

Capital Stack Ranking

Junior To: All Existing And Future Senior Indebtedness Of W. R. Berkley Corporation, All Liabilities Of Subsidiaries (Structural Subordination); Pari Passu With: Indebtedness Ranking On A Parity With The Debentures; Senior To: Common Stock, Parity Indebtedness (Indebtedness Ranking On A Parity With The Debentures)

Regulatory (Basel III) Call

Yes

Tax Classification

Ordinary

Qualifies for QDI

No

Qualifies for DRD

No

Prospectus Summary

W. R. Berkley Corporation is offering $300 million aggregate principal amount of 4.125% Subordinated Debentures due March 30, 2061, in $25 denominations listed on the NYSE under 'WRB PR H.' The debentures pay a fixed 4.125% annual interest rate quarterly on March 30, June 30, September 30, and December 30. While technically debt, the debentures are deferrable for up to five consecutive years — during which interest accrues and compounds quarterly — making them functionally similar to cumulative preferred stock in that unpaid interest is not forgiven. These debentures are unsecured and structurally subordinated: they rank junior to all of W. R. Berkley's senior indebtedness at the holding company level and are also structurally subordinated to all liabilities of the company's operating subsidiaries, which hold the actual insurance assets. The debentures sit above common equity and parity obligations only. Notably, they can be redeemed prior to the March 30, 2026 call date at 102% of par upon a 'rating agency event' (loss of equity credit from a rating agency) or at par upon a 'tax event,' giving the issuer flexibility to redeem if the regulatory or tax treatment changes adversely. At the $25 offering price, the debentures yield 4.125% annually, or approximately $0.258 per quarter per debenture. Because these are debt instruments, interest payments constitute ordinary income — they do not qualify for the preferential 15%/20% qualified dividend income (QDI) rate for individual holders, nor for the dividends-received deduction (DRD) for corporate holders. Record dates fall on the 15th of the month preceding each payment date. If W. R. Berkley defers interest, it cannot pay dividends on common stock or repurchase parity/junior securities until the deferral ends, providing a meaningful — though not absolute — protection for debenture holders.

Summarized from the SEC prospectus filing.

Distribution History

Ranking vs. Other Preferreds

Dividend Stopper Provisions

Dividend Stopper Description

If W. R. Berkley defers interest payments on the debentures, it cannot pay dividends on or repurchase its common stock or any pari passu or junior securities until the deferral period ends, subject to limited exceptions.

Other Preferreds from W. R. Berkley Corp

Div Score Breakdown

Reinvesty's multi-factor safety analysis for this preferred, composite score: 54 (Average)