Summary
Arch Capital Group Ltd. (ACGL) filed an 8-K on September 29, 2016, to report on the consummation of its public offering of 18,000,000 Depositary Shares. Each depositary share represents a 1/1,000th interest in a 5.25% Non-Cumulative Preferred Share, Series E, of the Company. This offering effectively introduces a new class of preferred equity to the company's capital structure.
Key Highlights
- 1Announcement of the completion of a public offering of 18,000,000 Depositary Shares.
- 2Each Depositary Share represents a 1/1,000th interest in a 5.25% Non-Cumulative Preferred Share, Series E.
- 3Adoption of a Certificate of Designations for the Series E Preferred Shares, as required by Bermuda law.
- 4Incorporation by reference of the description of the Series E Preferred Shares from a prior Prospectus Supplement.
- 5Entry into a Deposit Agreement with American Stock Transfer & Trust Company, LLC, governing the Depositary Shares.
- 6Filing of exhibits including the Certificate of Designations (implied by Item 5.03 reference), Deposit Agreement, and legal opinions regarding the Preferred Shares and Depositary Shares.
Frequently Asked Questions
The primary purpose of this 8-K filing is to formally report the completion of Arch Capital Group Ltd.'s public offering of 18,000,000 Depositary Shares, representing a new series of preferred stock.
The new preferred shares are designated as 5.25% Non-Cumulative Preferred Shares, Series E. Each Depositary Share represents a fractional interest (1/1,000th) in these preferred shares.
Investors can find detailed information by referencing the "Description of the Series E Preferred Shares" section in the Company's Prospectus Supplement filed on September 23, 2016, which is incorporated by reference into this 8-K filing.
American Stock Transfer & Trust Company, LLC is acting as the depositary, registrar, transfer agent, dividend disbursing agent, and redemption agent for the Depositary Shares, as outlined in the Deposit Agreement.