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EX-99.1 - EX-99.1 - TRANSATLANTIC HOLDINGS INC | y93282exv99w1.htm |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
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
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) |
Registrants 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). |