AXIS CAPITAL HOLDINGS LTDAXS
AXIS CAPITAL HOLDINGS LTD Debt Disclosure
DEBT AND FINANCING ARRANGEMENTS
a) Debt
The following table summarizes the Company's debt:
| Year ended December 31, | 2025 | 2024 | |||||||||||||||
5.150% Senior Notes | $ | 246,963 | $ | 246,873 | |||||||||||||
4.000% Senior Notes | 349,176 | 348,774 | |||||||||||||||
3.900% Senior Notes | 298,057 | 297,556 | |||||||||||||||
| Junior Subordinated Notes | 422,514 | 421,976 | |||||||||||||||
| Total Debt | $ | 1,316,710 | $ | 1,315,179 | |||||||||||||
The tables below provide the key terms of the Company's debt:
| Description | Issuance Date | Aggregate Principal | Issue Price | Net Proceeds | Maturity Date | ||||||||||||||||||||||||||||||
5.150% Senior Notes | March 13, 2014 | $ | 250,000 | 99.474 | % | $ | 246,000 | April 1, 2045 | |||||||||||||||||||||||||||
4.000% Senior Notes | December 6, 2017 | $ | 350,000 | 99.780 | % | $ | 347,000 | December 6, 2027 | |||||||||||||||||||||||||||
3.900% Senior Notes | June 19, 2019 | $ | 300,000 | 99.360 | % | $ | 296,000 | July 15, 2029 | |||||||||||||||||||||||||||
| Junior Subordinated Notes | December 10, 2019 | $ | 425,000 | 99.000 | % | $ | 420,750 | January 15, 2040 | |||||||||||||||||||||||||||
| Description | Interest Rate | Interest Payments Due | |||||||||||||||
5.150% Senior Notes | 5.150 | % | Semi-annually in arrears on April 1 and October 1 of each year | ||||||||||||||
4.000% Senior Notes | 4.000 | % | Semi-annually in arrears on June 6 and December 6 of each year | ||||||||||||||
3.900% Senior Notes | 3.900 | % | Semi-annually in arrears on January 15 and July 15 of each year | ||||||||||||||
Junior Subordinated Notes(1) | 4.900 | % | Semi-annually on January 15 and July 15 of each year | ||||||||||||||
(1) The Junior Subordinated Notes accrue interest from the date of issuance to, but excluding, January 15, 2030 (the "Par Call Date") at the fixed rate of 4.900% and from, and including, the Par Call Date, at a rate equal to the Five-Year Treasury Rate as of the Reset Interest Determination Date, plus 3.186%. Interest on the Junior Notes is payable semi-annually on January 15 and July 15 of each year, beginning on July 15, 2020.
5.150% Senior Notes
The 5.150% Senior Notes are ranked as unsecured senior obligations of AXIS Specialty Finance PLC, a 100% owned finance subsidiary. AXIS Capital has fully and unconditionally guaranteed all obligations of AXIS Specialty Finance PLC under the 5.150% Senior Notes. AXIS Capital's obligations under this guarantee are unsecured senior obligations and rank equally with all other senior obligations of AXIS Capital.
4.000% Senior Notes
The 4.000% Senior Notes are ranked as unsecured senior obligations of AXIS Specialty Finance PLC, a 100% owned finance subsidiary. AXIS Capital has fully and unconditionally guaranteed all obligations of AXIS Specialty Finance PLC under the 4.000% Senior Notes. AXIS Capital's obligations under this guarantee are unsecured senior obligations and rank equally with all other senior obligations of AXIS Capital.
3.900% Senior Notes
The 3.900% Senior Notes are ranked as unsecured senior obligations of AXIS Specialty Finance LLC, a 100% owned finance subsidiary. AXIS Capital has fully and unconditionally guaranteed all obligations of AXIS Specialty Finance LLC under the 3.900% Senior Notes. AXIS Capital's obligations under this guarantee are unsecured senior obligations and rank equally with all other senior obligations of AXIS Capital.
The Company has the option to redeem the Senior Notes at any time and from time to time, in whole or in part, at a ''make-whole'' redemption price, which is equal to the greater of the aggregate principal amount or the sum of the present values of the remaining scheduled payments of principal and interest. The related indentures contain various covenants, including limitations on liens on the stock of restricted subsidiaries, restrictions as to the disposition of the stock of restricted subsidiaries and limitations on mergers and consolidations. The Company was in compliance with all the covenants contained in the indentures at December 31, 2025.
Interest expense recognized in relation to the Senior Notes includes interest payable, amortization of the offering discounts and amortization of debt offering expenses. The offering discounts and debt offering expenses are amortized over the period of time during which the Senior Notes are outstanding. For the year ended December 31, 2025, the Company's interest expense of $40 million (2024: $40 million, 2023: $40 million) is recorded in interest expense and financing costs in the consolidated statements of operations.
Junior Subordinated Notes
The 4.900% Fixed-Rate Reset Junior Notes are ranked as unsecured junior subordinated obligations of AXIS Specialty Finance LLC, a 100% owned finance subsidiary. AXIS Capital has fully and unconditionally guaranteed all obligations of AXIS Specialty Finance LLC under the Junior Notes. AXIS Capital's obligation under this guarantee is an unsecured junior subordinated obligation and ranks equally with all future unsecured junior subordinated obligations of AXIS Capital, and junior in right of payment to all outstanding and future senior obligations of AXIS Capital.
Interest expense recognized in relation to the Junior Notes includes interest payable and amortization of debt offering expenses. The debt offering expenses are amortized over the period of time during which the Junior Notes are outstanding. For the year ended December 31, 2025, the Company incurred interest expense of $21 million (2024: $21 million, 2023: $21 million).
Scheduled Debt Maturity
The following table provides the scheduled maturity of the Company's debt obligations at December 31, 2025:
| Year ended December 31, | |||||||||||
| 2026 | $ | — | |||||||||
| 2027 | 350,000 | ||||||||||
| 2028 | — | ||||||||||
2029 | 300,000 | ||||||||||
2030 | — | ||||||||||
After 2030 | 675,000 | ||||||||||
| Unamortized discount and debt issuance expenses | (8,290) | ||||||||||
| Total senior notes and notes payable | $ | 1,316,710 | |||||||||
b) Loan Advances Made to a Third-Party Reinsurer
At December 31, 2022, a loan balance receivable from a third-party reinsurer of $87 million was included in loan advances made in the consolidated balance sheet. During 2023, the Company advanced $102 million to the third-party reinsurer. Loans balances receivable from the third-party reinsurer are settled against amounts due to the third-party reinsurer under retrocession agreements and are treated as a non-cash activity in the consolidated statement of cash flows. At December 31, 2025, $1 million (2024: $75 million, 2023: $110 million) was repaid. At December 31, 2025, the loan balance receivable was $3 million (2024: $5 million, 2023: $80 million). Loan advances made are expected to be repaid in full by February 15, 2026.
At December 31, 2023, the Company had committed to advance a further $26 million to the third party reinsurer. During 2024, the third party reinsurer advised the Company that this advance was no longer required.
Interest on these loans was payable in 2025 at an interest rate of 5.4% (2024; 5.4%).
c) Letter of Credit Facility
At December 31, 2023, certain of AXIS Capital’s operating subsidiaries (the "Participating Subsidiaries") had a $500 million letter of credit facility available from Citibank Europe plc ("Citibank") (the "$500 million Facility"), pursuant to a Master Reimbursement Agreement May 14, 2010, as amended, and Committed Letter of Credit Facility Letter dated December 18, 2015, as amended (together, the "LOC Facility Documents").
Under the terms of the $500 million Facility, letters of credit up to a maximum aggregate amount of $500 million are available for issuance on behalf of the Participating Subsidiaries. These letters of credit are principally used to support the reinsurance obligations of the Participating Subsidiaries. The $500 million Facility is subject to certain covenants, including the requirement to maintain sufficient collateral, as defined in the LOC Facility Documents to cover all of the obligations under the $500 million Facility. Such obligations include contingent reimbursement obligations for outstanding letters of credit and fees payable to Citibank. In the event of default, Citibank may exercise certain remedies, including the exercise of control over pledged collateral and the termination of the availability of the $500 million Facility to any or all of the Participating Subsidiaries.
On March 26, 2024, the $500 million Facility was amended to reduce the committed utilization capacity available under the Facility to $300 million (the "$300 million Facility"), enter into an uncommitted secured letter of credit facility up to a maximum aggregate amount of $200 million (the "$200 million Facility") with Citibank, extend the tenors of issuable letters of credit to March 31, 2026 and make certain updates to the facility's collateral and fee arrangements.
On March 23, 2025, the $300 million Facility was amended to extend the tenors of issuable letters of credit to March 31, 2027.
At December 31, 2025, letters of credit outstanding under the LOC Facility were $226 million (2024: $235 million). At December 31, 2025, the Participating Subsidiaries were in compliance with all LOC Facility covenants.
On August 26, 2025, AXIS Corporate Capital UK II Limited (the "Borrower"), acting through AXIS Managing Agency Limited, as managing agent of Syndicate 1686 and Syndicate 2050 (collectively, the "Syndicates"), entered into a Facility Letter and Master Agreement (together, the "Agreements") with Citibank (the "Lender"), providing for an uncommitted unsecured letter of credit facility up to a maximum aggregate amount of $90 million (the "$90 million Facility") with tenors of issuable letters of credit to August 31, 2030. The facility is supported by a guarantee issued by AXIS Specialty Limited.
The letter of credit facility is intended to support the Borrower's obligations in connection with the Syndicates’ participation in the Lloyd’s insurance market, specifically its Funds at Lloyd’s requirements. The facility contains customary representations, warranties, covenants, and events of default for transactions of this nature.
At December 31, 2025, letters of credit outstanding under the Agreements were $80 million. At December 31, 2025, the Borrower was in compliance with all LOC Agreements covenants.
On October 8, 2025, AXIS Specialty Limited (the "Borrower"), entered into a Letter Agreement with Wells Fargo Bank, National Association (the "Bank"), providing for an uncommitted bilateral short-term line of credit facility up to a maximum aggregate amount of $150 million (the "$150 million Facility") with tenors of issuable letters of credit to October 7, 2026.
The $150 million Facility is intended to support the Borrower's working capital requirements and general corporate expenses. The line of credit facility contains customary representations, warranties, covenants, and events of default for transactions of this nature.
At December 31, 2025, the line of credit facility was not drawn. At December 31, 2025, the Borrower was in compliance with all line of credit facility covenants.
Historical Timeline
| Fiscal Year | Filed | |
|---|---|---|
| 2025 | Feb 27, 2026 | Showing above |
| 2024 | Feb 26, 2025 | |
| 2022 | Feb 27, 2023 | |
| 2021 | Feb 25, 2022 | |
| 2020 | Feb 26, 2021 | |
| 2018 | Feb 26, 2019 | |
| 2017 | Feb 28, 2018 | |
| 2015 | Feb 25, 2016 | |
About Debt Disclosures
Debt disclosures detail a company's borrowing structure — the types of instruments, interest rates, maturity schedule, and covenant restrictions that define its financial obligations and flexibility. This section is essential for assessing refinancing risk, interest rate exposure, and the margin of safety against financial distress.
Key signals: the maturity schedule reveals concentration risk — large maturities within 1-2 years during tight credit markets can force dilutive refinancing or asset sales. Compare the fair value of debt against carrying amount to gauge whether the market views the company's credit risk differently than the balance sheet suggests. Watch covenant compliance disclosures for tightening cushions, especially leverage and interest coverage ratios. Variable-rate debt exposure quantifies sensitivity to interest rate changes. Secured versus unsecured mix affects recovery rates and future borrowing capacity. Compare net debt-to-EBITDA against industry peers and covenant limits to assess financial health.