0000950136-05-008071.txt : 20111206 0000950136-05-008071.hdr.sgml : 20111206 20051216060806 ACCESSION NUMBER: 0000950136-05-008071 CONFORMED SUBMISSION TYPE: FWP PUBLIC DOCUMENT COUNT: 1 FILED AS OF DATE: 20051216 DATE AS OF CHANGE: 20051216 SUBJECT COMPANY: COMPANY DATA: COMPANY CONFORMED NAME: SCOTTISH RE GROUP LTD CENTRAL INDEX KEY: 0001064122 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP SEC ACT: 1934 Act SEC FILE NUMBER: 333-113030 FILM NUMBER: 051268204 BUSINESS ADDRESS: STREET 1: GRAND PAVILION COMMERCIAL CENTRE STREET 2: 802 WEST BAY RD GEORGE TOWN GRAND CAYMAN CITY: GRAND CAYMAN CAYMAN STATE: E9 ZIP: 00000 BUSINESS PHONE: 3459492800 MAIL ADDRESS: STREET 1: P O BOX HM 2939 CITY: HAMILTON STATE: D0 ZIP: HM MX FORMER COMPANY: FORMER CONFORMED NAME: SCOTTISH LIFE HOLDINGS LTD DATE OF NAME CHANGE: 19980615 FILED BY: COMPANY DATA: COMPANY CONFORMED NAME: SCOTTISH RE GROUP LTD CENTRAL INDEX KEY: 0001064122 STANDARD INDUSTRIAL CLASSIFICATION: LIFE INSURANCE [6311] IRS NUMBER: 000000000 STATE OF INCORPORATION: E9 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: FWP BUSINESS ADDRESS: STREET 1: GRAND PAVILION COMMERCIAL CENTRE STREET 2: 802 WEST BAY RD GEORGE TOWN GRAND CAYMAN CITY: GRAND CAYMAN CAYMAN STATE: E9 ZIP: 00000 BUSINESS PHONE: 3459492800 MAIL ADDRESS: STREET 1: P O BOX HM 2939 CITY: HAMILTON STATE: D0 ZIP: HM MX FORMER COMPANY: FORMER CONFORMED NAME: SCOTTISH LIFE HOLDINGS LTD DATE OF NAME CHANGE: 19980615 FWP 1 file001.htm FORM FWP



                                                      Filed Pursuant to Rule 433
                                          Registration Statement No.: 333-113030

            FREE WRITING PROSPECTUS DATED DECEMBER 15, 2005

                            9,400,000 ORDINARY SHARES
                            SCOTTISH RE GROUP LIMITED

         This Free Writing Prospectus relates only to the securities described
above and should only be read together with the preliminary prospectus
supplement, dated December 12, 2005, and the accompanying prospectus, dated
March 2, 2004, relating to these securities.

ISSUER: Scottish Re Group Limited

SYMBOL: SCT (NYSE)

PRICE TO PUBLIC: $24.00 per ordinary share


ORDINARY SHARES OFFERED BY THE COMPANY: 6,250,000 ordinary shares

ORDINARY SHARES OFFERED BY AFFILIATES OF THE JOINT BOOK-RUNNING MANAGERS:
     3,150,000 ordinary shares

NET PROCEEDS TO THE COMPANY, BEFORE EXPENSES: $129,059,209, or $161,291,809 if
     the underwriters exercise their option to purchase additional ordinary
     shares in full (after underwriting discounts and commissions and payment of
     premium and other amounts pursuant to the forward sale agreements). Amounts
     do not include proceeds to the Company upon settlement of the forward sale
     agreements.

OVER-ALLOTMENT OPTION: up to 1,410,000 ordinary shares, all to be offered by the
     Company

USE OF PROCEEDS: We intend to use the net proceeds from the sale of our
     ordinary shares, and from future settlement of the forward sale
     agreements, for general corporate purposes, which may include investments
     in or advances to subsidiaries, possible acquisitions, working capital and
     other corporate purposes. We will also use the net proceeds from the sale
     of the ordinary shares offered by the Company to pay forward premiums with
     respect to the forward sale agreements and an amount equal to the
     underwriting discounts that would be payable with respect to the maximum
     number of shares underlying the forward sale agreements.

TERMS OF FORWARD SALE AGREEMENTS ENTERED INTO CONCURRENTLY WITH THE OFFERING:

     MAXIMUM NUMBER OF SHARES UNDERLYING THE FORWARD SALE AGREEMENTS:
     6,578,948 ordinary shares

     FLOOR PRICE: $22.80

     CAP PRICE: $28.80

TRADE DATE: December 15, 2005



The issuer has filed a registration statement (including a prospectus) with the
SEC for the offering to which this communication relates. Before you invest, you
should read the prospectus in that registration statement and other documents
the issuer has filed with the SEC for more






                                                                               2



complete information about the issuer and this offering. You may get these
documents for free by visiting EDGAR on the SEC Web site at www.sec.gov.
Alternatively, the issuer, any underwriter or any dealer participating in the
offering will arrange to send you the prospectus if you request it by calling
toll-free 1-800-524-4462.