0001209191-22-057366.txt : 20221116
0001209191-22-057366.hdr.sgml : 20221116
20221116174816
ACCESSION NUMBER: 0001209191-22-057366
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20221114
FILED AS OF DATE: 20221116
DATE AS OF CHANGE: 20221116
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: FOX SAUL A
CENTRAL INDEX KEY: 0001099187
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-34809
FILM NUMBER: 221396293
MAIL ADDRESS:
STREET 1: 950 TOWER LANE
STREET 2: SUITE 1150
CITY: FOSTER CITY
STATE: CA
ZIP: 94404
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Global Indemnity Group, LLC
CENTRAL INDEX KEY: 0001494904
STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331]
IRS NUMBER: 981304287
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 3 BALA PLAZA EAST
STREET 2: SUITE 300
CITY: BALA CYNWYD
STATE: PA
ZIP: 19004
BUSINESS PHONE: 610-664-1500
MAIL ADDRESS:
STREET 1: 3 BALA PLAZA EAST
STREET 2: SUITE 300
CITY: BALA CYNWYD
STATE: PA
ZIP: 19004
FORMER COMPANY:
FORMER CONFORMED NAME: Global Indemnity Ltd
DATE OF NAME CHANGE: 20161107
FORMER COMPANY:
FORMER CONFORMED NAME: Global Indemnity plc
DATE OF NAME CHANGE: 20100622
4
1
doc4.xml
FORM 4 SUBMISSION
X0306
4
2022-11-14
0
0001494904
Global Indemnity Group, LLC
GBLI
0001099187
FOX SAUL A
112 S. FRENCH STREET, SUITE 105
WILMINGTON
DE
19801
1
0
1
0
Class A Common Shares
2022-11-14
4
C
0
87112
A
87112
I
See Footnote
Class A Common Shares
2022-11-14
4
C
0
66482
A
66482
I
See Footnote
Class A Common Shares
1726503
I
See Footnote
Class A Common Shares
293715
I
See Footnote
Class B Common Shares
2022-11-14
4
C
0
87112
D
Class A Common Shares
87112
3620673
I
See Footnote
Class B Common Shares
2022-11-14
4
C
0
66482
D
Class A Common Shares
66482
0
I
See Footnote
Class B Common Shares
Class A Common Shares
121057
121057
I
See Footnote
Class B Common Shares
Class A Common Shares
51882
51882
I
See Footnote
On November 11, 2022, it was resolved that (i) Fox Paine Capital Fund II International, L.P. ("FPC II") will make an interim distribution of Global Indemnity Group, LLC ("Issuer") Common Shares (as defined below) to its general partner, FP International LPH, L.P. ("LPH LP"), and that (ii) after receiving such distribution, LPH LP will make a distribution of Common Shares to certain of its limited partners in redemption of such limited partner's partnership interests, in each case, in accordance with their respective Partnership Agreements (collectively, the "Distributions"). Prior to the Distributions, FPC II and LPH LP collectively held 3,774,267 Common Shares. Upon completion of the Distributions, 3,620,673 Common Shares will continue to be held by FPC II, and 153,594 Common Shares will be held by persons in which Mr. Fox has no beneficial interest.
On November 14, 2022, in anticipation of the Distributions, (i) FPC II converted 87,112 Issuer Class B Common Shares ("B Common Shares") into Issuer Class A Common Shares ("A Common Shares" and, together with B Common Shares, "Common Shares") and (ii) LPH LP converted 66,482 B Common Shares into A Common Shares (collectively, the "Conversions"). In connection with the Distributions, it is expected that 87,112 A Common Shares owned by FPC II (after giving effect to the Conversions) and 66,482 A Common Shares held by LPH LP (after giving effect to the Conversions) will be distributed to persons in which Mr. Fox has no beneficial interest within 10 days. Mr. Fox previously disclaimed beneficial ownership of the A Common Shares expected to be distributed to persons in which Mr. Fox has no beneficial interest. As a result of the distributions, Mr. Fox's beneficial ownership of Common Shares (excluding shares over which Mr. Fox disclaimed beneficial ownership) will not change.
Common Shares owned by FPC II. The sole general partner of FPC II is LPH LP. The sole general partner of LPH LP is Fox Paine International GP, Ltd. ("GPLTD"). As a result, GPLTD may be deemed to control the Common Shares owned by FPC II. Fox Mercury Investments, L.P. is a minority shareholder of GPLTD. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
Common Shares owned by LPH LP. The sole general partner of LPH LP is GPLTD. As a result, GPLTD may be deemed to control the Common Shares owned by LPH LP. Fox Mercury Investments, L.P. is a minority shareholder of GPLTD. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
Includes 1,041,168 A Common Shares held by Mercury Assets Delaware LLC and Common Shares owned indirectly by Mercury Assets Delaware LLC through its limited partnership interest in Fox Mercury Investments, L.P., which holds 979,050 A Common Shares and 172,939 B Common Shares. The sole member of Mercury Assets Delaware LLC is Benjerome Trust. Mr. Fox is the sole trustee of the Benjerome Trust. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
Common Shares owned indirectly by Fox Paine Global, Inc. through its indirect limited partnership interest in Fox Mercury Investments, L.P., which, holds 979,050 A Common Shares and 172,939 B Common Shares. Mr. Fox is a director of Fox Paine Global, Inc. Mr. Fox disclaims beneficial ownership of these securities except to the extent of his indirect pecuniary interest therein.
Each B Common Share is convertible into one A Common Share.
/s/Stephen W. Ries, Attorney-in-fact
2022-11-16