SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
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 21, 2012 (November 15, 2012)
Flagstone Reinsurance Holdings, S.A.
(Exact name of registrant as specified in its charter)
| Luxembourg | | 001-33364 | | 98-0481623 |
(State or other jurisdiction of incorporation) | | (Commission File Number) | | (IRS Employer Identification No.) |
65 Avenue de la Gare
L-1611 Luxembourg
Grand Duchy of Luxembourg
(Address of principal executive offices, including zip code)
Registrant’s telephone number, including area code: +352 273 515 30
(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 (see General Instruction A.2. below):
| þ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
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| o | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
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| o | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
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| o | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
On November 15, 2012, Flagstone Reinsurance Holdings, S.A. issued a press release announcing that it has declared quarterly dividend. A copy of the press release is attached as Exhibit 99.1 to this report and is incorporated by reference in this Item 8.01.
| ITEM 9.01 | FINANCIAL STATEMENTS AND EXHIBITS. |
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| 99.1 | | Press Release, dated November 15, 2012, of Flagstone Reinsurance Holdings, S.A. |
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.
| | FLAGSTONE REINSURANCE HOLDINGS, S.A. | |
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| | By: | /s/ William F. Fawcett | |
| | | Name: William F. Fawcett | |
| | | Title: General Counsel | |
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Date: November 21, 2012 | | | |
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| 99.1 | | Press Release, dated November 15, 2012, of Flagstone Reinsurance Holdings, S.A. |
