0001385613-19-000076.txt : 20190531 0001385613-19-000076.hdr.sgml : 20190531 20190531164550 ACCESSION NUMBER: 0001385613-19-000076 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20190531 ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20190531 DATE AS OF CHANGE: 20190531 FILER: COMPANY DATA: COMPANY CONFORMED NAME: GREENLIGHT CAPITAL RE, LTD. CENTRAL INDEX KEY: 0001385613 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 000000000 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 001-33493 FILM NUMBER: 19871060 BUSINESS ADDRESS: STREET 1: 65 MARKET STREET, SUITE 1207, STREET 2: CAMANA BAY, P.O. BOX 31110 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1205 BUSINESS PHONE: 345 943 4573 MAIL ADDRESS: STREET 1: 65 MARKET STREET, SUITE 1207, STREET 2: CAMANA BAY, P.O. BOX 31110 CITY: GRAND CAYMAN STATE: E9 ZIP: KY1-1205 FORMER COMPANY: FORMER CONFORMED NAME: Greenlight Capital Re, Ltd. DATE OF NAME CHANGE: 20070109 8-K 1 form8-kmay312019.htm 8-K - REG FD Document



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
 
May 31, 2019
Date of report (Date of earliest event reported) 

GREENLIGHT CAPITAL RE, LTD.
(Exact name of registrant as specified in charter)
 
 
 
 
Cayman Islands
(State or other jurisdiction of incorporation)
001-33493
(Commission file number)
N/A
(IRS employer identification no.)
 
 
 
65 Market Street, Suite 1207,
Jasmine Court, Camana Bay,
P.O. Box 31110
Grand Cayman, Cayman Islands
(Address of principal executive offices)
 
KY1-1205
(Zip code)
 
(345) 943-4573
(Registrant’s telephone number, including area code)
 
Not Applicable
(Former name or former 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):
 
o
 
Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o
 
Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
o
 
Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
o
 
Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Securities registered pursuant to Section 12(b) of the Act:
Title of each class
Trading Symbol(s)
Name of each exchange on which registered
Class A Ordinary Shares
GLRE
Nasdaq Global Select Market

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 or Rule 12b-2 of the Exchange Act.                     Emerging Growth Company ¨

If an emerging growth company, indicate by check mark if 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. ¨





Item 7.01 Regulation FD Disclosure
 
Greenlight Capital Re, Ltd. (the “Company”) has received notification from A.M. Best & Co. of a revised outlook of its subsidiaries’ Financial Strength Rating of A- (Excellent) from “stable” to “negative” owing to negative underwriting performance and a material decrease in surplus in recent years.  As a result, the board of directors of the Company intends to conduct a strategic review. To reduce volatility near-term, the Company has de-risked its investment portfolio and is holding a majority of its investment assets in cash and short-term treasuries until such review is complete. No investment management fees or performance allocation shall apply to the portion of the Company’s investment portfolio held in risk-free assets.

Given the foregoing, effective May 31, 2019, the Company will no longer disclose on its website the largest positions in its investment portfolio or other information relating to its portfolio composition.



SIGNATURE
 
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, thereunto duly authorized.
 
 
GREENLIGHT CAPITAL RE, LTD.
 
(Registrant)
 
 
 
 
By:
/s/ Tim Courtis              
 
Name:
Tim Courtis
 
Title:
Chief Financial Officer
 
Date:
May 31, 2019