UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-K
Current Report
Pursuant to Section 13 or 15 (d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): August 6, 2010
ALLIED WORLD ASSURANCE COMPANY HOLDINGS, LTD
(Exact Name of Registrant as Specified in Charter)
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| Bermuda
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001-32938
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98-0481737 |
| (State or Other Jurisdiction
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(Commission File Number)
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(I.R.S. Employer |
| of Incorporation)
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Identification No.) |
27 Richmond Road
Pembroke HM 08, Bermuda
(Address of Principal Executive Offices and Zip Code)
Registrant’s telephone number, including area code: (441) 278-5400
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy
the filing obligation of the registrant under any of the following provisions:
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o Pre-commencement communications pursuant to Rule 14d-2(b)under the Exchange Act (17 CFR 240.14d-2(b))
o Pre-commencement communications pursuant to Rule 13e-4(c)under the Exchange Act (17 CFR 240.13e-4(c))
Item 1.01. Entry into a Material Definitive Agreement.
On August 6, 2010, Allied World Assurance Company Holdings, Ltd entered into a repurchase
agreement with certain GS Capital Partners and other investment funds, which are affiliates of The
Goldman Sachs Group, Inc. and founding shareholders of Allied World, pursuant to which Allied World
repurchased $250 million of its common shares held by such affiliates. Allied World has
repurchased five million common shares at $50 per share, representing approximately a 0.5% discount
to the company’s closing stock price of $50.23 on August 6, 2010. The repurchase represents
approximately 9.4% of the diluted common shares outstanding as of June 30, 2010. Following the
repurchase, these affiliates of The Goldman Sachs Group, Inc. hold approximately 3.16 million
non-voting shares of Allied World, or approximately 7.2% of the company’s total common shares
issued and outstanding. The repurchase has been executed separately from the company’s $500
million share repurchase program that was authorized by its Board of Directors in May 2010. This
transaction was funded using available cash on hand.
The repurchase agreement and the related press release are attached hereto as Exhibits 10.1
and 99.1, respectively, and are incorporated herein by reference. The description of the repurchase
agreement contained herein is qualified in its entirety by reference to the repurchase agreement
filed herewith.
Item 9.01. Financial Statements and Exhibits.
(d) Exhibits
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| Exhibit |
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Description |
10.1
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Repurchase Agreement, dated as of August 6, 2010, by and among
Allied World Assurance Company Holdings, Ltd and certain
affiliates of The Goldman Sachs Group, Inc. named therein. |
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99.1
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Press release, dated August 8, 2010. |
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