Arch Capital Group Ltd. (NASDAQ:ACGL) Files An 8-K Entry into a Material Definitive Agreement
ITEM 1.01 Entry into a Material Definitive Agreement.
entered into a purchase agreement the (Purchase Agreement) to
which American International Group, Inc. and its affiliate
National Union Fire Insurance Company of Pittsburgh, Pa.
(collectively, the Selling Shareholders) agreed to sell, subject
to and upon the terms and conditions set forth therein, 6,381,410
common shares of ACGL (the Common Shares) issuable upon
conversion of 638,141 shares of the Companys Series D Convertible
Participating Non-Voting Perpetual Preferred Shares held by the
Selling Shareholders, to the underwriters named therein (the
Underwriters). ACGL will not receive any of the proceeds from the
offering.
aggregate public offering price of $590,280,425. The Underwriters
have an option to purchase from National Union Fire Insurance
Company of Pittsburgh, Pa. up to 957,210 Common Shares at the
public offering price, less the underwriting discount, within 30
days. The offering was made to an effective shelf registration
statement and is expected to close on June 14, 2017.
this Current Report on Form 8-K and incorporated herein by
reference.
release announcing the underwritten public offering of the Common
Shares and the pricing of the Common Shares, respectively. A copy
of the press releases are attached to this Current Report on Form
8-K as Exhibits 99.1 and 99.2, respectively.
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EXHIBIT NO.
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DESCRIPTION
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1.01
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Purchase Agreement dated as of June 8, 2017 among ACGL,
American International Group, Inc., National Union Fire Insurance Company of Pittsburgh, Pa., and Barclays Capital Inc. and Wells Fargo Securities, LLC, as representatives of the several underwriters named therein. |
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99.1
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Press release dated June 8, 2017 announcing the
underwritten public offering of the Common Shares. |
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99.2
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Press release dated June 9, 2017 announcing the pricing
of the underwritten public offering of the Common Shares. |
About Arch Capital Group Ltd. (NASDAQ:ACGL)
Arch Capital Group Ltd. writes insurance and reinsurance on worldwide basis. The Company operates in five segments: insurance, reinsurance, mortgage, other and corporate. The Company’s insurance, reinsurance and mortgage segments are underwriting segments. The insurance segment’s product lines include construction and national accounts; excess and surplus casualty; lenders products; professional lines; programs; property, energy, marine and aviation; travel, accident and health, and other, which includes alternative market risks and excess workers’ compensation. The reinsurance segment’s product lines include casualty; marine and aviation; other specialty; property catastrophe; property excluding property catastrophe, and other, which includes life reinsurance and casualty clash businesses. The mortgage segment includes the results of Arch Mortgage Insurance Company (Arch MI U.S.) and Arch Mortgage Insurance Designated Activity Company (Arch MI Europe).
