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AFH > SEC Filings for AFH > Form 8-K on 2-Aug-2013All Recent SEC Filings




Entry into a Material Definitive Agreement, Regulation FD Disclosu

Item 1.01 Entry into a Material Definitive Agreement

On August 1, 2013, Atlas Financial Holdings Inc. ("Atlas") entered into a definitive Share Sale Agreement (the "Agreement") with Kingsway America, Inc. ("Kingsway") to repurchase and cancel 18,000,000 preferred shares of Atlas owned by Kingsway (the "Preferred Shares") for $16.2 million. The Preferred Shares had a liquidation value of $18 million, constituted all Atlas preferred shares owned by Kingsway and all Atlas preferred shares then eligible for redemption.
$7.5 million of the $16.2 million purchase price was paid upon the execution of the Agreement, with the remaining amount to be paid over time by Atlas as set forth in the Agreement; provided, however, that if any portion of the purchase price remains unpaid as of January 3, 2014, such unpaid amount will be repayable not later than April 30, 2014 pursuant to one or more promissory notes entered into by Atlas. The above description of the Agreement does not purport to be complete and is qualified in its entirety by reference to the Agreement, which is filed herewith as Exhibit 1.1 to this report.

Item 7.01 Regulation FD Disclosure

The press release announcing the execution of the Agreement is furnished as Exhibit 99.1 to this report. The information contained in the press release is furnished and not filed pursuant to instruction B.2 of Form 8-K.

Item 9.01 - Financial Statements and Exhibits.

(d) Exhibits.

Exhibit 1.1 Share Sale Agreement between Kingsway America Inc. and Atlas Financial Holdings, Inc.
Exhibit 99.1 Press Release issued by Atlas Financial Holdings, Inc., dated August 1, 2013

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