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EX-99.1 - EX-99.1 - TRANSATLANTIC HOLDINGS INCy93282exv99w1.htm
 
 
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, DC 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): November 1, 2011
 
TRANSATLANTIC HOLDINGS, INC.
 
(Exact Name of Registrant as Specified in its Charter)
         
Delaware   1-10545   13-3355897
(State or Other   (Commission File Number)   (IRS Employer
Jurisdiction of       Identification Number)
Incorporation)        
         
80 Pine Street, New York, New York       10005
(Address of Principal Executive Offices)       (Zip Code)
Registrant’s telephone number, including area code: (212) 365-2200
NONE
(Former Name or Former Address, if Changed Since Last Report)
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)
 
þ   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 8.01 Other Events.
     On November 1, 2011, Transatlantic Holdings, Inc. (the “Company”) issued a press relating to the extension of the exchange offer commenced by Validus Holdings, Ltd. for all the outstanding shares of the Company. A copy of the press release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
     Also on November 1, 2011, the Company filed Amendment No. 16 (“Amendment 16”) to the Solicitation/Recommendation Statement on Schedule 14D-9 originally filed by the Company on July 28, 2011. A copy of Amendment 16 is attached hereto as Exhibit 99.2 and is incorporated herein by reference.
Item 9.01 Financial Statements and Exhibits.
     (d) Exhibits
     
Exhibit No.   Description
99.1  
Press Release of Transatlantic Holdings, Inc. dated November 1, 2011.
   
 
99.2   Amendment 16 to Solicitation/Recommendation Statement (incorporated by reference from the Schedule 14D-9/A filed by Transatlantic Holdings, Inc. on November 1, 2011).

 


 

SIGNATURES
     Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
         
  TRANSATLANTIC HOLDINGS, INC.
(Registrant)
 
 
  By:   /s/ Gary A. Schwartz    
    Gary A. Schwartz   
    Executive Vice President and General Counsel   
 
Date: November 1, 2011

 


 

Exhibit Index
     
Exhibit No.   Description
99.1
  Press Release of Transatlantic Holdings, Inc. dated November 1, 2011.
 
   
99.2
  Amendment 16 to Solicitation/Recommendation Statement (incorporated by reference from the Schedule 14D-9/A filed by Transatlantic Holdings, Inc. on November 1, 2011).