Current Report Filing (8-k)
April 03 2019 - 9:02AM
Edgar (US Regulatory)
UNITED
STATES
securities and exchange commission
Washington, D.C.
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): March 28, 2019
AXIS
CAPITAL HOLDINGS LIMITED
(Exact
Name Of Registrant As Specified In Charter)
Bermuda
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001-31721
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98-0395986
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(State of Incorporation)
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(Commission File No.)
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(I.R.S. Employer Identification No.)
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92 Pitts Bay Road
Pembroke, Bermuda HM 08
(Address
of principal executive offices, including zip code)
(441)
496-2600
(Registrant's telephone number, including area code)
Not
applicable
(Former name or 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):
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¨
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
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¨
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e(4)(c))
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Indicate
by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR
§230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR §240.12b-2).
Emerging growth company
¨
If an emerging
growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with
any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
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Item 1.01
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Entry
into a Material Definitive Agreement
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On
March 28, 2019, AXIS Specialty Limited, AXIS Re SE, AXIS Specialty Europe SE, AXIS Insurance Company, AXIS Surplus Insurance Company
and AXIS Reinsurance Company (the “Companies”) amended their existing $250 million secured letter of credit facility
under their aggregate $750 million secured letter of credit facility with Citibank Europe plc (the $250 Million Facility) to extend
the expiration date to March 31, 2020 for letters of credit with a tenor not to extend beyond March 31, 2021. The terms and conditions
of the additional $500 million secured letter of credit facility under the aggregate $750 million secured letter of credit facility
with Citibank Europe plc remain unchanged. The Companies are subsidiaries of AXIS Capital Holdings Limited, a Bermuda company.
The
description of the $250 Million Facility contained herein is qualified in its entirety by reference to the Deed of Amendment to
the Committed Facility Letter which is attached hereto as Exhibit 10.1 and is incorporated herein by reference.
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Item 2.03
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Creation
of a Direct Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement
of a Registrant
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The
disclosure required by this item is included in “Item 1.01. Entry into a Material Definitive Agreement,” which is
incorporated by reference.
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Item 9.01
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Financial
Statements and Exhibits
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Exhibit
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Number
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Description of Document
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10.1
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Deed of Amendment dated March 28, 2019 to Committed Facility
Letter dated March 27, 2017, by and among AXIS Specialty Limited, AXIS Re SE, AXIS Specialty
Europe SE, AXIS Insurance Company, AXIS Reinsurance Company, AXIS Surplus Insurance Company
and Citibank Europe plc.
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EXHIBIT INDEX
Exhibit
Number
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Description of Document
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10.1
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Deed of Amendment dated March 28, 2019 to Committed Facility Letter dated March 27,
2017, by and among AXIS Specialty Limited, AXIS Re SE, AXIS Specialty Europe SE, AXIS
Insurance Company, AXIS Reinsurance Company, AXIS Surplus Insurance Company and Citibank
Europe plc.
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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.
Dated: April 3, 2019
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AXIS CAPITAL HOLDINGS LIMITED
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By:
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/s/
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Conrad D. Brooks
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Conrad D. Brooks
General Counsel
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