0000769993-16-001782.txt : 20160919
0000769993-16-001782.hdr.sgml : 20160919
20160919195515
ACCESSION NUMBER: 0000769993-16-001782
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20160915
FILED AS OF DATE: 20160919
DATE AS OF CHANGE: 20160919
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Enstar Group LTD
CENTRAL INDEX KEY: 0001363829
STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331]
IRS NUMBER: 999999999
STATE OF INCORPORATION: D0
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: P.O. BOX HM 2267, WINDSOR PLACE, 3RD FL.
STREET 2: 22 QUEEN STREET
CITY: HAMILTON
STATE: D0
ZIP: HM JX
BUSINESS PHONE: 441-292-3645
MAIL ADDRESS:
STREET 1: P.O. BOX HM 2267, WINDSOR PLACE, 3RD FL.
STREET 2: 22 QUEEN STREET
CITY: HAMILTON
STATE: D0
ZIP: HM JX
FORMER COMPANY:
FORMER CONFORMED NAME: Castlewood Holdings LTD
DATE OF NAME CHANGE: 20060523
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: Rajpal Sumit
CENTRAL INDEX KEY: 0001406540
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-33289
FILM NUMBER: 161892839
MAIL ADDRESS:
STREET 1: C/O GOLDMAN, SACHS & CO
STREET 2: 85 BROAD STREET
CITY: NEW YORK
STATE: NY
ZIP: 10004
4
1
ownershipdoc09112016093332.xml
X0306
4
2016-09-15-04:00
false
0001363829
Enstar Group LTD
ESGR
0001406540
Rajpal Sumit
C/O GOLDMAN, SACHS & CO.
200 WEST STREET
NEW YORK
NY
10282
true
false
false
false
Ordinary Shares
2016-09-15-04:00
4
S
false
343487
158.5
D
322061
I
See footnotes
Series C Non-Voting Common Stock
2016-09-15-04:00
4
S
false
1406731
158.5
D
Series D Non-Voting Common Stock or Ordinary Shares
1406731
1318906
I
See footnotes
Warrants
2016-09-15-04:00
4
S
false
175901
49.185
D
2011-04-20-04:00
2021-04-20-04:00
Series C Non-Voting Common Stock
175901
164919
I
See footnotes
The Reporting Person is a managing director of Goldman, Sachs & Co. ("Goldman Sachs"). Goldman Sachs is a subsidiary of The Goldman Sachs Group, Inc. ("GS Group"). The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of his pecuniary interest therein, if any. The securities reported herein as indirectly sold were sold and may be deemed to have been beneficially owned directly by the Investment Partnerships (as defined below). The Reporting Person resigned from the board of directors of the Company (as defined below) effective September 16, 2016.
Goldman Sachs and GS Group may be deemed to beneficially own indirectly, in the aggregate, 322,042 ordinary shares, par value $1.00 per share ("Ordinary Shares"), of Enstar Group Limited (the "Company") through certain investment partnerships (the "Investment Partnerships"). Affiliates of Goldman Sachs and GS Group are the general partner, managing limited partner, managing partner, managing member, member or investment manager of the Investment Partnerships. Goldman Sachs beneficially owns directly and GS Group may be deemed to beneficially own indirectly 19 Ordinary Shares and Goldman Sachs also has open short positions of 57,827 Ordinary Shares, due to exempt transactions, as of September 15, 2016.
Goldman Sachs and GS Group may be deemed to beneficially own indirectly the shares of Series C Non-Voting Common Stock, par value $1.00 per share (the "Series C Common Stock"), through the Investment Partnerships. The Series C Common Stock have the same economic rights as the Ordinary Shares but have no voting rights, except on certain limited matters. Shares of Series C Common Stock are convertible at the election of the holder into Series D Non-Voting Common Stock. Additionally, shares of Series C Common Stock convert into Ordinary Shares only upon (i) a widespread public distribution, (ii) a transfer in which no transferee (or group of associated transferees) would receive 2% or more of any class of voting securities of the Company or (iii) a transfer to a transferee that would control more than 50% of the voting securities of the Company without any transfer from the holder. The Series C Common Stock do not have an expiration date.
The Warrants are exercisable for shares of Series C Common Stock. The exercise price per share of Series C Common Stock is $115.00, subject to certain adjustments. Goldman Sachs and GS Group may be deemed to beneficially own indirectly the Warrants through the Investment Partnerships.
/s/ Kevin P. Treanor, Attorney-in-fact
2016-09-19-04:00