Obligation Assurant Inc 3.7% ( US04621XAM02 ) en USD

Assurant Inc

89.23 % ▼

Etats-unis

US04621XAM02 ( en USD )

3.7% par an ( paiement semestriel )

21/02/2030

Prospectus brochure de l'obligation Assurant Inc US04621XAM02 en USD 3.7%, échéance 21/02/2030

2 000 USD

350 000 000 USD

04621XAM0

BBB ( Qualité moyenne inférieure )

Baa3 ( Qualité moyenne inférieure )

22/08/2024 ( Dans 93 jours )

L'Obligation émise par Assurant Inc ( Etats-unis ) , en USD, avec le code ISIN US04621XAM02, paye un coupon de 3.7% par an.
Le paiement des coupons est semestriel et la maturité de l'Obligation est le 21/02/2030

L'Obligation émise par Assurant Inc ( Etats-unis ) , en USD, avec le code ISIN US04621XAM02, a été notée Baa3 ( Qualité moyenne inférieure ) par l'agence de notation Moody's.

L'Obligation émise par Assurant Inc ( Etats-unis ) , en USD, avec le code ISIN US04621XAM02, a été notée BBB ( Qualité moyenne inférieure ) par l'agence de notation Standard & Poor's ( S&P ).

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Table of Contents
Filed Pursuant to Rule 424(b)(5)
Registration No. 333-222648
CALCULATION OF REGISTRATION FEE

Proposed
Proposed
maximum
maximum
Amount to be
offering price
aggregate offering
Amount of
Title of each class of securities to be registered

registered

per unit

price

Registration Fee(1)
3.700% Senior Notes due 2030

$350,000,000

99.965%

$349,877,500

$42,405

(1)
Calculated in accordance with Rule 457(r) under the Securities Act of 1933 as amended (the "Securities Act"). This "Calculation of Registration
Fee" table shall be deemed to update the "Calculation of Registration Fee" table in the registrant's Registration Statement on Form S-3
(File No. 333-222648) in accordance with Rules 456(b) and 457(r) under the Securities Act of 1933, as amended.
Table of Contents
Prospectus Supplement
(to Prospectus dated January 22, 2018)

Assurant, Inc.
$350,000,000 3.700% Senior Notes due 2030

We will pay interest on the 3.700% senior notes due 2030 (the "Notes") on February 22 and August 22 of each year, beginning on February 22, 2020.
The Notes will mature on February 22, 2030.
Prior to November 22, 2029 (the date that is three months prior to maturity (the "Par Call Date")), we may redeem the Notes, at any time in whole or
from time to time in part, at a "make-whole" premium plus accrued and unpaid interest to, but excluding, the redemption date. Commencing on or after the
Par Call Date, we may redeem the Notes, at any time in whole or from time to time in part, at a redemption price equal to 100% of the principal amount of
the Notes being redeemed plus accrued and unpaid interest to, but excluding, the redemption date. See "Description of the Notes--Optional Redemption."
The Notes will be our senior unsecured obligations and will rank equally with all of our other senior unsecured indebtedness from time to time
outstanding, except for certain immaterial indebtedness at one of our non-wholly owned subsidiaries, and senior in right of payment to all existing and
future subordinated indebtedness.
We intend to use the net proceeds of this offering (and available cash on hand, to the extent necessary) to fund the purchase of up to $100 million
aggregate principal amount of the $375.0 million outstanding aggregate principal amount of our 6.750% notes due 2034 (the "2034 Notes") pursuant to the
tender offer that we launched on the date hereof (the "Tender Offer"), to redeem all or a portion of the $300.0 million outstanding aggregate principal
amount of our Floating Rate Senior Notes due 2021 (the "2021 Notes") and to pay related premiums, fees and expenses. Any remaining net proceeds will
be used for general corporate purposes. See "Summary--Recent Developments" and "Use of Proceeds."

See "Risk Factors" on page S-8 of this prospectus supplement and page 4 of the accompanying prospectus to read about factors you should
consider before investing in the Notes.

Per Note
Total

Public offering price (1)

99.965%
$ 349,877,500
Underwriting discount

0.650%
$
2,275,000
Proceeds to Assurant, Inc. (before expenses)

99.315%
$ 347,602,500
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(1)
Plus accrued interest, if any, from and including August 22, 2019, if settlement occurs after that date.
The Notes will not be listed on any national securities exchange. Currently, there is no public market for the
Notes. Neither the Securities and Exchange Commission (the "SEC") nor any other regulatory body has approved or
disapproved of these securities or passed upon the accuracy or adequacy of this prospectus supplement or the
accompanying prospectus. Any representation to the contrary is a criminal offense.
The underwriters expect to deliver the Notes to purchasers through the book-entry delivery system of The Depository Trust Company for the
accounts of its participants, including Clearstream Banking, société anonyme, and Euroclear Bank S.A./N.V., on or about August 22, 2019, against
payment in immediately available funds.

Joint Book-Running Managers

J.P. Morgan

Wells Fargo Securities
Goldman Sachs & Co. LLC
Co-Managers

BMO Capital Markets

KeyBanc Capital Markets

Scotiabank

US Bancorp
Barclays

HSBC

Lloyds Securities

Morgan Stanley
The date of this prospectus supplement is August 15, 2019
Table of Contents
This document consists of two parts. The first part is this prospectus supplement, which describes the terms of this offering of the Notes and adds to
and updates information contained or incorporated by reference in the accompanying prospectus. The second part, the accompanying prospectus, dated
January 22, 2018, gives more general information, some of which may not apply to this offering.
We and the underwriters have not authorized anyone to provide any information other than that contained in this prospectus supplement and the
accompanying prospectus or incorporated by reference in this prospectus supplement and the accompanying prospectus or in any free writing prospectus
prepared by or on behalf of us to which we have referred you. We and the underwriters take no responsibility for, and can provide no assurance as to the
reliability of, any other information that others may give you. We are not, and the underwriters are not, making an offer of the Notes in any jurisdiction
where the offer is not permitted. You should not assume that the information contained in this prospectus supplement and the accompanying prospectus or
incorporated by reference in this prospectus supplement and the accompanying prospectus is accurate as of any date other than the date of such document.
Our business, financial condition, results of operations and prospects may have changed since those dates.
References in this prospectus supplement and the accompanying prospectus to "we," "us," "our" and the "Company" are to Assurant, Inc. and not its
subsidiaries, except where the context otherwise requires.
Except as expressly indicated in this prospectus supplement, amounts in U.S. dollars represent whole dollar amounts, not thousands. This differs
from the convention used in certain of the documents incorporated by reference herein.
It is important for you to read and consider all information contained in this prospectus supplement and the accompanying prospectus, including the
documents incorporated by reference herein and therein, in making your investment decision. You should also read and consider the information in the
documents to which we have referred you in the sections entitled "Incorporation of Certain Documents by Reference" in this prospectus supplement and
"Where You Can Find More Information" in the accompanying prospectus.
TABLE OF CONTENTS

Page
Prospectus Supplement

Incorporation of Certain Documents by Reference
S-iii
Summary
S-1
Forward-Looking Statements
S-6
Risk Factors
S-8
Use of Proceeds
S-10
Capitalization
S-11
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Description of the Notes
S-13
Certain U.S. Federal Income Tax Considerations
S-17
Certain Benefit Plan Investor Considerations
S-21
Underwriting
S-23
Validity of the Notes
S-29
Experts
S-29

Prospectus

Page
About This Prospectus

i
Forward-Looking Information

ii
About Assurant, Inc.

1
Where You Can Find More Information

2

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Table of Contents

Page
Risk Factors

4
Use of Proceeds

5
Ratio of Consolidated Earnings to Fixed Charges

6
Description of Debt Securities We May Offer

7
Description of Common Stock We May Offer

23
Description of Preferred Stock and Depositary Shares Representing Preferred Stock We May Offer

26
Description of Warrants We May Offer

32
Description of Stock Purchase Contracts We May Offer

35
Description of Units We May Offer

36
Legal Ownership and Book-Entry Issuance

37
Plan of Distribution

43
Legal Matters

46
Experts

46

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Table of Contents
INCORPORATION OF CERTAIN DOCUMENTS BY REFERENCE
The SEC allows the Company to "incorporate by reference" the information it files with the SEC. This permits us to disclose important information
to you by referencing these filed documents, which are considered part of this prospectus supplement and the accompanying prospectus. Information that
we file later with the SEC will automatically update and supersede this information.
We incorporate by reference the documents set forth below that the Company previously filed with the SEC and any future filings made with the
SEC under Section 13(a), 13(c), 14 or 15(d) of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), until the offering of the Notes has
been completed; provided that, unless otherwise stated, we will not incorporate by reference any filing that is "furnished" or deemed "furnished" to the
SEC. These documents contain important information about the Company.

·
Our Annual Report on Form 10-K for the year ended December 31, 2018, filed on February 22, 2019;

·
Our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2019, filed on May 8, 2019, and June 30, 2019, filed on August 8,

2019;

·
Our Definitive Proxy Statement on Schedule 14A filed on March 25, 2019 (solely with respect to information required by Part III of our

Annual Report on Form 10-K for the fiscal year ended December 31, 2018); and

·
Our Current Reports on Form 8-K filed on March 6, 2018 (but only with respect to Exhibit 99.2 and Exhibit 99.3 thereof), March 5, 2019,

March 11, 2019, March 21, 2019, May 8, 2019 and July 8, 2019.
We will provide without charge, upon written or oral request, a copy of any or all of the documents that are incorporated by reference in this
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prospectus supplement and the accompanying prospectus. You may obtain these copies by writing to Investor Relations, Assurant, Inc., 28 Liberty Street,
41st Floor, New York, New York 10005 or by dialing (212) 859-7000. Our website is www.assurant.com. We make our periodic reports and other
information filed or furnished to the SEC available, free of charge, through our website, as soon as reasonably practicable after those reports and other
information are electronically filed with or furnished to the SEC. Except as specifically noted, information on our website and the websites of our operating
companies is not incorporated by reference into this prospectus supplement and the accompanying prospectus and does not constitute a part of this
prospectus supplement and the accompanying prospectus.

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Table of Contents
SUMMARY
This summary contains selected information about us and this offering. Because this is a summary, it may not contain all the information that
may be important to you. You should read this entire prospectus supplement and the accompanying prospectus carefully, including, but not limited to,
the information set forth under "Risk Factors" as well as our consolidated financial statements and the schedules and related notes and
Management's Discussion and Analysis of Financial Condition and Results of Operations included in our Annual Report on Form 10-K for the year
ended December 31, 2018 and in our Quarterly Reports on Form 10-Q for the quarters ended March 31, 2019 and June 30, 2019, each of which is
incorporated by reference herein, and the other information incorporated by reference into this prospectus supplement and the accompanying
prospectus.
The Company
Assurant, Inc. ("Assurant") is a global provider of risk management solutions in the housing and lifestyle markets, protecting where people live
and the goods they buy. Assurant operates in North America, Latin America, Europe and Asia Pacific through three operating segments: Global
Housing, Global Lifestyle and Global Preneed. Assurant partners with clients who are leaders in their industries to provide consumers a diverse range
of protection products and services. Through its Global Housing segment, Assurant provides lender-placed homeowners insurance; renters insurance
and related products (referred to as "Multifamily Housing"); manufactured housing and flood insurance and other specialty products (referred to as
"Specialty and Other"). Through its Global Lifestyle segment, Assurant provides mobile device protection products and related services and extended
service products and related services for consumer electronics and appliances (referred to as "Connected Living"); vehicle protection and related
services (referred to as "Global Automotive"); and credit and other insurance (referred to as "Global Financial Services and Other"). Through its
Global Preneed segment, Assurant provides pre-funded funeral insurance and annuity products.
Our Competitive Strengths
Our financial strength and core capabilities across our businesses create competitive advantages that we believe allow us to support our clients
and our profitable growth over the long term.
Our financial strength. We believe we have a strong balance sheet. As of June 30, 2019, we had $43.14 billion in total assets and our debt to
total capital was 25.9%. In addition, our Global Housing, Global Lifestyle and Global Preneed segments generate significant operating cash flows,
which provides us with the flexibility to make appropriate investments in strategic capabilities and enter into partnerships with our clients.
Client and consumer insights support product innovation. During our long business tenure, we have developed a comprehensive understanding
of our clients and the consumer markets we serve. We seek to leverage consumer insights, together with deep market knowledge and capabilities, to
anticipate and identify the specific needs of our clients and the consumers they serve. We intend to continue capitalizing on our client and consumer
insights to introduce new and innovative products and services and adapt those products and services to address emerging issues.
Value chain integration. We own or manage multiple pieces of the value chain, which enables us to create products and service offerings based
on specific client needs and provide a seamless experience for consumers. Offering end-to-end solutions allows us to adapt more quickly and
efficiently to client and consumer needs. Visibility across the value chain helps us collect and share insights to improve the consumer experience and
our offerings.

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Our Strategy for Profitable Growth
Our vision is to be the premier provider of risk management solutions within the housing and lifestyle markets globally. To achieve this vision,
we recently underwent a multi-year transformation to position ourselves for long-term profitable growth by:
Growing our portfolio of market leading businesses. We leverage our competitive strengths to focus on niche businesses where we can
maintain or reach market-leading positions and achieve attractive returns. We periodically assess our business portfolio to ensure we align resources
with the best opportunities within the housing and lifestyle markets and, currently, we have identified Connected Living, Multifamily Housing and
Global Automotive as key businesses targeted for growth. We are focused on growing our businesses by continuing to invest in niche capabilities,
further expanding our offerings and diversifying our distribution channels.
Providing integrated risk management offerings. We provide an array of services that are complementary to our risk-based products. As we
adapt our business portfolio to respond to client and consumer needs, we expect that our mix of business will continue to evolve. We expect future
business mix shifts to further diversify our revenue and earnings.
Deploying our capital strategically. We deploy capital to invest in and grow our businesses, repurchase shares and pay dividends. Our approach
to mergers, acquisitions and other growth opportunities reflects our prudent and disciplined approach to capital management. We target new
businesses and capabilities that complement or support our business model, which is focused on expanding capabilities and distribution in targeted
growth businesses globally.
Recent Developments
Tender Offer
In connection with this offering, we commenced the Tender Offer to repurchase for cash up to a total of $100 million aggregate principal
amount (the "Tender Cap") of our outstanding 2034 Notes. The Tender Offer is subject to the satisfaction of certain conditions including, but not
limited to, our having issued and sold, on terms satisfactory to us in our sole discretion, debt securities providing net proceeds at least equal to the
aggregate consideration necessary to purchase the principal amount of 2034 Notes, up to the Tender Cap, validly tendered and not validly withdrawn
prior to the early tender deadline. However, the closing of the offering of the notes described herein is not conditioned on the consummation of the
tender offer. The Tender Offer is scheduled to expire at 11:59 p.m., New York City time, on September 12, 2019, unless extended or earlier
terminated (the "Tender Offer Deadline"). We have reserved the right, but are under no obligation, to increase or decrease the total principal amount
of the 2034 Notes to be purchased in the Tender Offer. We are permitted, subject to applicable law, to amend, extend, terminate or withdraw the
Tender Offer, and there can be no assurance that we will consummate the Tender Offer. We are also permitted to settle all or a portion of the Tender
Offer before the Tender Offer Deadline. There can be no assurance as to the principal amount of 2034 Notes that will be tendered or accepted for
purchase pursuant to the Tender Offer and, as a result, the aggregate principal amount of 2034 Notes tendered and accepted for purchase, and the cash
consideration paid pursuant to the Tender Offer, may differ from the assumed amounts described above. As of June 30, 2019, the aggregate principal
amount outstanding of our 2034 Notes was $375.0 million.
Nothing in this prospectus should be construed as an offer to purchase any of our outstanding 2034 Notes. The Tender Offer is being made only
upon the terms and conditions set forth in the related offer to purchase.
We intend to use the net proceeds from this offering (and available cash on hand, to the extent necessary) to fund the purchase of up to
$100 million aggregate principal amount of the 2034 Notes in the Tender Offer, to

S-2
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redeem all or a portion of the $300.0 million outstanding principal amount of our 2021 Notes and to pay related premiums, fees and expenses. Any
remaining net proceeds will be used for general corporate purposes.
See "Use of Proceeds" and "Capitalization."
Corporate Information
Our principal executive offices are located at 28 Liberty Street, 41st Floor, New York, New York 10005. Our telephone number is (212)
859-7000. Our website is www.assurant.com. We make our periodic reports and other information filed or furnished to the SEC available, free of
charge, through our website, as soon as reasonably practicable after those reports and other information are electronically filed with or furnished to the
SEC. Except as specifically noted, information on our website is not incorporated by reference into this prospectus supplement and the accompanying
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prospectus and does not constitute a part of this prospectus supplement and the accompanying prospectus.

S-3
Table of Contents
The Offering

Issuer
Assurant, Inc.
Notes Offered
$350.0 million aggregate principal amount of 3.700% senior notes due
2030.
Maturity Date
February 22, 2030, unless earlier redeemed or repurchased.
Interest Rate
The Notes will bear interest at the rate of 3.700% per year.

Interest will be payable semi-annually in arrears on February 22 and
August 22 of each year, beginning February 22, 2020.
Ranking
The Notes will be senior unsecured obligations of Assurant, Inc. and
will rank equally with all of our other senior unsecured indebtedness
from time to time outstanding, except for certain immaterial
indebtedness at one of our non-wholly owned subsidiaries, and senior
in right of payment to all of our existing and future subordinated
indebtedness.
As of June 30, 2019, we had approximately $1.61 billion of
outstanding senior indebtedness. See "Capitalization" for further
information.
Additional Notes
We may, without the consent of the holders of the Notes, issue
additional notes having the same ranking and the same interest rate,
maturity and other terms as the Notes offered by this prospectus
supplement. Any such additional notes will be part of the series
having the same terms as the Notes; provided, however, that if such
additional notes are not fungible with the Notes offered hereby for
U.S. federal income tax purposes, the additional notes will have a
different CUSIP number.
Sinking Fund
None.
Optional Redemption
Prior to the Par Call Date, we may redeem the Notes, at any time in
whole or from time to time in part, at a "make-whole" premium plus
accrued and unpaid interest to, but excluding, the redemption date.

Commencing on or after the Par Call Date, we may redeem the Notes,
at any time in whole or from time to time in part, at a redemption
price equal to 100% of the principal amount of the Notes being
redeemed plus accrued and unpaid interest to, but excluding, the
redemption date. See "Description of the Notes--Optional
Redemption."

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Use of Proceeds
The net proceeds from this offering are estimated to be approximately
$346.7 million, after deducting underwriting discounts and
commissions and estimated offering expenses payable by us. We
intend to use the net proceeds from this offering (and available cash
on hand, to the extent necessary) to fund the purchase of up to
$100 million aggregate principal amount of the 2034 Notes in the
Tender Offer, to redeem all or a portion of the $300.0 million
outstanding principal amount of our 2021 Notes and to pay related
premiums, fees and expenses. Any remaining net proceeds will be
used for general corporate purposes.
Listing
We do not intend to list the Notes on any securities exchange. The
Notes will be new securities for which there is currently no public
market.
Governing Law
The senior notes indenture is, and the Notes will be, governed by the
laws of the State of New York.
Trustee
U.S. Bank National Association.
Risk Factors
Investing in the Notes involves risks. See "Risk Factors" beginning on
page S-8 of this prospectus supplement, page 4 of the accompanying
prospectus as well as in our Annual Report on Form 10-K for the year
ended December 31, 2018, which is incorporated by reference into
this prospectus supplement and the accompanying prospectus, for a
discussion of factors you should consider carefully before deciding to
invest in the Notes.
Denominations and Form
We will issue the Notes in the form of one or more fully registered
global notes registered in the name of the nominee of The Depository
Trust Company ("DTC"). Beneficial interests in the Notes will be
represented through book-entry accounts of financial institutions
acting on behalf of beneficial owners as direct and indirect participants
in DTC. Clearstream Banking, société anonyme, and Euroclear Bank
S.A./N.V., as operator of the Euroclear System, will hold interests on
behalf of their participants through their respective U.S. depositaries,
which in turn will hold such interests in accounts as participants of
DTC. Except in the limited circumstances described in this prospectus
supplement, owners of beneficial interests in the Notes will not be
entitled to have Notes registered in their names, will not receive or be
entitled to receive Notes in definitive form and will not be considered
holders of the Notes under the senior notes indenture. The Notes will
be issued only in denominations of $2,000 and integral multiples of
$1,000 in excess thereof.

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Table of Contents
FORWARD-LOOKING STATEMENTS
Some of the statements included in this prospectus supplement, the accompanying prospectus and the documents incorporated by reference in this
prospectus supplement and the accompanying prospectus, particularly those anticipating future financial performance, business prospects, growth and
operating strategies and similar matters, including the benefits and synergies of The Warranty Group ("TWG") acquisition, are forward-looking statements
within the meaning of the U.S. Private Securities Litigation Reform Act of 1995. You can identify these statements by the use of words such as "outlook,"
"will," "may," "can," "anticipates," "expects," "estimates," "projects," "intends," "plans," "believes," "targets," "forecasts," "potential," "approximately"
or the negative versions of those words and other words and terms with a similar meaning. Any forward-looking statements contained in this prospectus
supplement, the accompanying prospectus and the documents incorporated by reference in this prospectus supplement and the accompanying prospectus are
based upon our historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be
regarded as a representation by us or any other person that our future plans, estimates or expectations will be achieved. Our actual results might differ
materially from those indicated in this prospectus supplement and the accompanying prospectus and the documents incorporated by reference in this
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prospectus supplement. We believe that these factors include but are not limited to those described under the section entitled "Risk Factors" in this
prospectus supplement and under the sections entitled "Risk Factors" and "Management's Discussion and Analysis of Financial Condition and Results of
Operations" in our Annual Report on Form 10-K for the year ended December 31, 2018 and Quarterly Reports on Form 10-Q for the periods ended
March 31, 2019 and June 30, 2019. These factors should not be construed as exhaustive and should be read in conjunction with the other cautionary
statements that are included in this prospectus supplement and the accompanying prospectus and the documents incorporated by reference in this prospectus
supplement. We undertake no obligation to update or review any forward-looking statements in this prospectus supplement or the accompanying
prospectus or in the documents incorporated by reference in this prospectus supplement as a result of new information or future events or developments.
The following factors could cause our actual results to differ materially from those currently estimated by management:

·
the loss of significant clients, distributors or other parties with whom we do business or those parties facing financial, reputational or

regulatory issues;

·
significant competitive pressures, changes in customer preferences and disruption;

·
the failure to find suitable acquisitions, integrate completed acquisitions, including that of TWG, or grow organically, and risks associated

with joint ventures;

·
the impact of general economic, financial market and political conditions, including unfavorable conditions in the capital and credit markets,

and conditions in the markets in which we operate;

·
risks related to our international operations or fluctuations in exchange rates;

·
the impact of catastrophic and non-catastrophe losses;

·
our inability to recover should we experience a business continuity event;

·
our inability to develop and maintain distribution sources or attract and retain sales representatives;

·
the failure to manage vendors and other third parties on whom we rely to conduct business and provide services to our clients;

·
declines in the value of mobile devices or export compliance risk in our mobile business;

·
negative publicity relating to our products and services or the markets in which we operate;

·
the failure to implement our strategy and to attract and retain key personnel, including senior management;

S-6
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·
employee misconduct;

·
the adequacy of reserves established for claims and our inability to accurately predict and price for claims;

·
a decline in financial strength ratings or corporate senior debt ratings;

·
an impairment of goodwill or other intangible assets;

·
the failure to maintain effective internal control over financial reporting;

·
a decrease in the value of our investment portfolio including due to market, credit and liquidity risks;

·
the impact of U.S. tax reform legislation and impairment of deferred tax assets;

·
the unavailability or inadequacy of reinsurance coverage and the credit risk of reinsurers, including those to whom we have sold business

through reinsurance;

·
the credit risk of some of our agents;

·
the inability of our subsidiaries to pay sufficient dividends to the holding company and limitations on our ability to declare and pay

dividends;

·
changes in the method for determining LIBOR or the replacement of LIBOR;

·
the failure to effectively maintain and modernize our information technology systems and infrastructure, or the failure to integrate those of

acquired businesses;

·
breaches of our information systems or those of third parties with whom we do business, or the failure to protect data in such systems,

including due to cyber-attacks;

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·
the costs of complying with, or the failure to comply with, extensive laws and regulations to which we are subject, including those related to

privacy, data security and data protection;

·
the impact from litigation and regulatory actions;

·
reductions in the insurance premiums we charge; and

·
changes in insurance and other regulation.
For a more detailed discussion of the risks that could affect our actual results, please refer to the risk factors identified in our SEC reports, including,
but not limited to, our Annual Reports on Form 10-K and our Quarterly Reports on Form 10-Q, as filed with the SEC.

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Table of Contents
RISK FACTORS
Investing in the Notes involves risks. In considering whether you should invest in the Notes, you should consider all of the information we have
included or incorporated by reference in this prospectus supplement and the accompanying prospectus. In particular, you should carefully consider the risk
factors described below, as well as in our Annual Report on Form 10-K for the year ended December 31, 2018 under "Item 1A. Risk Factors." You should
also read all other information contained in or incorporated by reference in this prospectus supplement and the accompanying prospectus before deciding
to invest in the Notes. If any of the risks actually occur, they may materially harm our business, financial condition, operating results or cash flow.
Additional risks and uncertainties that are not yet identified or that we think are immaterial may also materially harm our business, financial condition,
operating results or cash flow and could result in a complete or partial loss of your investment.
This prospectus supplement, the accompanying prospectus and the incorporated documents also contain forward-looking statements that involve
risks and uncertainties. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of certain factors,
including the risks faced by us as described in this prospectus supplement and the documents incorporated by reference in this prospectus supplement and
the accompanying prospectus. For more information see "Forward-Looking Information" in the accompanying prospectus and "Forward-Looking
Statements" in this prospectus supplement.
The Notes are effectively subordinated to any debt of Assurant that is secured.
The Notes are our unsecured obligations, and will be effectively subordinated to any of our future secured indebtedness to the extent of the value of
the assets that secure that indebtedness. In addition, we may incur additional secured debt obligations in the future and the Notes will be effectively
subordinated to that debt to the extent of the value of the assets securing that debt. The effect of this subordination is that if Assurant is involved in a
bankruptcy, liquidation, dissolution, reorganization or similar proceeding, or upon a default in payment on, or the acceleration of, any secured debt of
Assurant, the assets that secure such debt will be available to pay obligations on the Notes only after all such debt has been paid in full from the assets
securing such debt. Holders of the Notes will participate in any remaining assets ratably with all of the other unsecured and unsubordinated creditors of
Assurant. We may not have sufficient assets remaining to pay amounts due on any or all of the Notes then outstanding. See "Description of Notes."
We could incur significant additional indebtedness in the future, which could impair our ability to make payments under the Notes.
As of June 30, 2019, we had total outstanding indebtedness of approximately $2.01 billion and an additional $441 million of available borrowing
under our revolving credit facility, all of which would be unsecured indebtedness. See "Capitalization" for more information. In addition, the Notes and the
senior notes indenture governing the Notes generally do not contain restrictive covenants, such as a limitation on the payments of dividends, the incurrence
of indebtedness or the issuance or repurchase of securities by us. Thus, we may incur substantial additional indebtedness in the future, which could affect
our ability to make payments under the Notes.
Holders of the Notes have only limited rights of acceleration.
Holders of the Notes may accelerate payment of the principal and accrued and unpaid interest on the Notes only upon the occurrence and
continuation of an event of default. An event of default under the Notes is generally limited to payment defaults, breaches of specific covenants and
specific events of bankruptcy, insolvency and reorganization relating to us.

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If an active trading market does not develop for the Notes, you may not be able to resell your Notes.
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There is no established trading market for the Notes. We cannot assure you that an active market for the Notes will develop or be sustained or that
holders of the Notes will be able to sell their Notes at favorable prices or at all. Although the underwriters have indicated to us that they intend to make a
market for the Notes, as permitted by applicable laws and regulations, they are not obligated to do so and may discontinue any such market-making at any
time without notice. Accordingly, no assurance can be given as to the liquidity of, or trading markets for, the Notes. We do not intend to list the Notes on
any securities exchange or include them on any automated quotation system. The liquidity of any market for the Notes will depend upon various factors,
including:

·
the number of holders of the Notes;

·
the interest of securities dealers in making a market for the Notes;

·
the overall market for investment grade securities;

·
our financial performance and prospects; and

·
the prospects for companies in our industry generally.
In addition, the liquidity of the trading market for the Notes, and the market price quoted for the Notes, may be adversely affected by changes in the
overall market for fixed income securities generally. As a result, an active trading market may not develop for the Notes. If no active trading market
develops, you may not be able to resell your Notes at a price that reflects accrued and unpaid interest, if at all.

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USE OF PROCEEDS
The net proceeds from this offering are estimated to be approximately $346.7 million, after deducting underwriting discounts and commissions and
estimated offering expenses payable by us.
In connection with this offering, we have commenced the Tender Offer. We intend to use the net proceeds from this offering (and available cash on
hand, to the extent necessary) to fund the purchase of up to $100 million aggregate principal amount of the 2034 Notes in the Tender Offer, to redeem all or
a portion of the $300.0 million outstanding principal amount of our 2021 Notes and to pay related premiums, fees and expenses. Any remaining net
proceeds will be used for general corporate purposes. Prior to such application of the proceeds described above, we may hold the proceeds in cash, invest
the proceeds, repay short-term indebtedness or otherwise utilize such proceeds.

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CAPITALIZATION
The following table sets forth our consolidated capitalization at June 30, 2019:

·
on an actual basis; and

·
on an as adjusted basis to give effect to the consummation of this offering and the application of the net proceeds from this offering to finance

the purchase of an aggregate principal amount of 2034 Notes up to the Tender Cap pursuant to the Tender Offer and redeem a portion of 2021
Notes as described in "Use of Proceeds."

As of June 30, 2019

Actual
As Adjusted

(unaudited)

(unaudited)

(in millions, except per share amounts)

Cash and cash equivalents(1)

$
1,490.4
$
1,490.4

Debt Outstanding

Long-term debt(2)

1,337.9

1,337.9
3.700% Senior Notes due 2030 offered hereby(3)

--

346.7
Floating Rate Senior Notes due 2021(4)

298.4

48.4
6.750% Senior Notes due 2034(5)

371.0

271.0

Total debt outstanding

2,007.3

2,004.0

Stockholders' equity

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