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FSR > SEC Filings for FSR > Form 8-K on 2-Jul-2009All Recent SEC Filings

Show all filings for FLAGSTONE REINSURANCE HOLDINGS LTD | Request a Trial to NEW EDGAR Online Pro

Form 8-K for FLAGSTONE REINSURANCE HOLDINGS LTD


2-Jul-2009

Regulation FD Disclosure, Financial Statements and Exhibits


ITEM 7.01 REGULATION FD DISCLOSURE

On July 1, 2009, Flagstone Reinsurance Holdings Limited (the "Company") issued a press release announcing that it has made an offer to the Board of IPC Re to acquire all of IPC's outstanding shares. Flagstone will exchange 2.638 of new common shares for each IPC common share plus $5.50 per share in cash for total consideration of $33.62 compared to IPC Re's price of $27.77 based on the closing common equity prices on July 1, 2009. A copy of the press release dated July 1, 2009 announcing the offer is attached as Exhibit 99.1 to this Current Report on Form 8-K. Flagstone will host a webcast and conference call on Monday, July 6, 2009 at 10 a.m. EST to discuss their offer. The webcast will be available for viewing via a link on the Company's website at www.flagstonere.com. The teleconference can be accessed by dialing (800) 901-5231 (US callers) or (617) 786-2961 (International callers) and entering the pass code 34156111 approximately 10-15 minutes in advance of the call. This Form 8-K and Exhibit 99.1 hereto are being furnished to the Securities and Exchange Commission (the "SEC") pursuant to Item 7.01 of Form 8-K and are therefore not considered to be "filed" with the SEC.

The information in Item 7.01 of this report will not be incorporated by reference into any registration statement filed by the Company under the Securities Act of 1933, as amended, unless specifically identified therein as being incorporated therein by reference. The furnishing of the information in this report is not intended to, and does not, constitute a determination or admission by the Company that the information in this report is material or complete, or that investors should consider this information before making an investment decision with respect to any security of the Company.



ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.

(d) Exhibits:

Exhibit No.     Description
99.1            Press Release, dated July 1, 2009, announcing offer by Flagstone
                Re for IPC Re.


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