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ARCH CAPITAL GROUP LTD. 8-K Report, Corporate Update (Jun 16, 2026)

Reports
Other Events·Exhibits & Filings
Filing Date
Filed June 16, 2026
Period End
June 15, 2026
Securities
ACGLACGLNACGLO
In the record · 2016–202610-K1110-Q328-K172

ACGL filed 11 annual reports (10-K), 32 quarterly reports (10-Q) and 172 current reports (8-K) between 2016 and 2026.

  1. Leadership change8-K · Nov ’17Nov ’17
  2. Material agreement8-K · Dec ’19Dec ’19
  3. Material agreement8-K · Apr ’22Apr ’22
  4. Leadership change8-K · Feb ’25Feb ’25

Summary

Summary of the 8-K filed June 16, 2026. Cited figures are marked; the original filing is the authoritative source.

Arch Capital Group Ltd. (ACGL) filed an 8-K on June 16, 2026 to report the early results and pricing of cash tender offers by two wholly owned subsidiaries to repurchase up to $417.851 milliona of senior notes.

The offers cover the 5.144% Senior Notes due 2043 issued by Arch Capital Group (U.S.) Inc. ($500 millionb outstanding) and the 5.031% Senior Notes due 2046 issued by Arch Capital Finance LLC ($450 million outstanding). The Maximum Amount was increased from the original terms, and the Early Tender Deadline was June 15, 2026. Holders tendered $218.712 million of the 2043 notes and $199.139 million of the 2046 notes, and all tendered notes are expected to be accepted with no proration.

The 2043 notes are priced at a total consideration of $960.00c per $1,000 principal amount, and the 2046 notes at $942.30 per $1,000. Both figures include a $50 early tender premium and are based on a fixed spread of +55 bps over the 5.00% U.S. Treasury due May 15, 2046, with a reference yield of 4.954%. Accrued and unpaid interest is paid in addition.

Early settlement is expected on June 18, 2026, and the offers expire on July 1, 2026. The company does not expect to accept notes tendered after the Early Tender Deadline because the early tenders already equal the Maximum Amount. For investors, this is a liability management transaction rather than an operating event.

Using the tendered amounts and prices, the cash outlay is roughly $397.6 milliond before accrued interest, which reduces Arch's outstanding senior debt by about 44% of each series. The filing does not describe the funding source beyond stating that the financing condition was satisfied.

Investors should weigh the deleveraging and potential interest savings against the cash used and the premium paid. The release also notes that the Offerors may waive conditions, change the Maximum Amount, or make further open-market or redemption purchases later.

Key Highlights

  1. Arch's subsidiaries tendered $218.7 million of 5.144% 2043 senior notes and $199.1 million of 5.031% 2046 senior notes at the June 15, 2026 Early Tender Deadline, both expected to be accepted in full with no proration.
  2. Total consideration is $960.00 per $1,000 for the 2043 notes and $942.30 per $1,000 for the 2046 notes, both including a $50 early tender premium, plus accrued interest.
  3. The Maximum Amount was increased to $417.851 million aggregate principal, which the early tenders fully met.
  4. Pricing uses a fixed spread of +55 bps over the 5.00% U.S. Treasury due May 15, 2046, with a 4.954% reference yield.
  5. Early settlement is expected June 18, 2026, and the offers expire July 1, 2026, with no further acceptances expected after the Early Tender Deadline.
  6. Roughly 44% of each note series (about $417.9 million of $950 million total) is being retired, an estimated cash outlay of about $397.6 million before accrued interest.
  7. The filing is a debt tender offer disclosure under Item 8.01 with press releases as Exhibits 99.1 and 99.2 and does not report operating results or other financial metrics.

Frequently Asked Questions

  1. How much debt is Arch Capital retiring through these tender offers?

    Arch's subsidiaries are expected to purchase up to $417.851 million aggregate principal amount of notes. This includes $218.712 million of the 2043 notes and $199.139 million of the 2046 notes, both fully accepted at the Early Tender Deadline.

  2. What price are noteholders receiving?

    Holders receive $960.00 per $1,000 principal amount of the 2043 notes and $942.30 per $1,000 of the 2046 notes. These totals include a $50 per $1,000 early tender premium and exclude accrued and unpaid interest, which is paid separately up to the early settlement date.

  3. When do the transactions settle and expire?

    Payment for notes accepted at the early tender stage is expected on June 18, 2026. The tender offers expire at 5:00 p.m. New York City time on July 1, 2026, unless extended or terminated. Because the early tenders reached the Maximum Amount, Arch does not expect to accept notes tendered after June 15, 2026.

  4. Does this transaction affect Arch's financial strength or earnings?

    The filing does not disclose the funding source, accounting treatment, or any gain or loss on extinguishment. Based on the stated amounts, the transaction reduces senior debt by about 44% of each series and uses roughly $397.6 million of cash before accrued interest. Investors should review Arch's subsequent periodic reports for the financial effects.

  5. Could Arch buy more of these notes later?

    Yes. The company states that the Offerors, Arch, or their affiliates may buy additional notes in the open market, in private transactions, through other tender offers, or through redemptions under the indentures. Such purchases may be on terms more or less favorable than the tender offers, and the Offerors can also increase or decrease the Maximum Amount or waive conditions at their discretion.