Bellemeade Re 2021-3 Announces Tender Offer for Any and All of Certain Outstanding Classes of Series 2021-3 Mortgage-Linked Notes

HAMILTON, Bermuda, July 30, 2025 /PRNewswire/ -- Bellemeade Re 2021-3 Ltd. (the "Issuer") today announced that it has commenced a fixed-price cash tender offer (the "Offer") for the purchase of any and all of the applicable Mortgage Insurance-Linked Notes listed in the table below (the "Notes") beginning Wednesday, July 30, 2025.

BofA Securities, Inc. has been engaged as the sole dealer manager (the "Dealer Manager") for the Offer. The applicable Issuer is offering to purchase any and all of the related Notes listed below. The applicable Total Consideration to be paid by the Issuer to holders that tender Notes accepted for purchase pursuant to the applicable Offer will be calculated based on the original principal amount of such tendered and accepted Notes, the applicable factor, and the applicable Tender Offer Consideration identified in the table below, plus any accrued and unpaid interest under the applicable Indenture upon the terms and subject to the conditions set forth in the Offer to Purchase of the Issuer dated July 30, 2025 (with respect to the Issuer, as amended from time to time, the "Offer to Purchase") and related Notice of Guaranteed Delivery dated July 30, 2025 (collectively with the Offer to Purchase, the "Offer Documents"). Capitalized terms used and not otherwise defined herein will have the meaning ascribed to such terms in the Offer to Purchase.

The tender offer period will commence on Wednesday, July 30, 2025, and expire at 5 p.m. New York City time on Tuesday, August 5, 2025 (the "Expiration Time"), unless extended. Holders must validly tender their Notes at or prior to the Expiration Time. Notes validly tendered may be withdrawn at any time at or prior to 5 p.m., New York City time, on Tuesday, August 5, 2025, unless extended by the applicable Issuer, but not thereafter (except in certain limited circumstances where additional withdrawal rights are granted by such Issuer or otherwise required by law).

Holders whose Notes are purchased in the Offer will receive accrued and unpaid interest from the last interest payment date to, but not including, the Settlement Date (as defined in the Offer to Purchase) for the Notes. The Issuer expects the Settlement Date to occur on Thursday, August 7, 2025. Any Notes tendered using the Notice of Guaranteed Delivery and accepted for purchase are expected to be purchased on Friday, August 8, 2025, but payment of accrued interest on such Notes will only be made to, but not including, the Settlement Date.

This announcement is neither an offer to buy nor a solicitation of offers to buy any of these securities. None of the Issuer, the Dealer Manager, or Global Bondholder Services Corporation, as the tender agent and the information agent for the Offer (the "Information Agent"), make any recommendation that any holder of the securities tender or refrain from tendering all or any portion of the original principal amount of such holder's securities. Holders must make their own decisions whether to tender securities, and if so, decide on the original principal amount of securities to tender.

The Offer is being made only upon the terms and subject to the conditions set forth in the Offer Documents. Copies of the Offer Documents may be obtained from the Information Agent through their website at https://www.gbsc-usa.com/bellemeade, or by calling (212) 430-3774 or (855) 654-2014 (toll-free). Questions regarding the Offer may be directed to BofA Securities, Inc. at (980) 387-3907 or (888) 292-0070 (toll-free); or Global Bondholder Services Corporation at (212) 430-3774 or (855) 654-2014 (toll-free).

This announcement does not constitute an invitation to participate in the Offer in or from any jurisdiction in or from which, or to or from any person to or from whom, it is unlawful to make the Offer under applicable securities laws or otherwise. The distribution of materials relating to the Offer, and the transactions contemplated by the Offer, may be restricted by law in certain jurisdictions where it is legal to do so. The Offer is void in all jurisdictions where it is prohibited. If materials relating to the Offer come into your possession, you are required by the applicable Issuer to inform yourself of and to observe all of these restrictions. The materials relating to the Offer do not constitute, and may not be used in connection with, an offer or solicitation in any place where offers or solicitations are not permitted by law. If a jurisdiction requires that the Offer be made by a licensed broker or dealer and the Dealer Manager or any affiliate of the Dealer Manager is a licensed broker or dealer in that jurisdiction, the Offer shall be deemed to be made by the Dealer Manager or such affiliate on behalf of the applicable Issuer in that jurisdiction.

View original content:https://www.prnewswire.com/news-releases/bellemeade-re-2021-3-announces-tender-offer-for-any-and-all-of-certain-outstanding-classes-of-series-2021-3-mortgage-linked-notes-302517411.html

SOURCE Bellemeade Re 2021-3 Ltd.