0000807985-14-000009.txt : 20140210
0000807985-14-000009.hdr.sgml : 20140210
20140210141141
ACCESSION NUMBER: 0000807985-14-000009
CONFORMED SUBMISSION TYPE: SC 13G/A
PUBLIC DOCUMENT COUNT: 1
FILED AS OF DATE: 20140210
DATE AS OF CHANGE: 20140210
SUBJECT COMPANY:
COMPANY DATA:
COMPANY CONFORMED NAME: EVEREST RE GROUP LTD
CENTRAL INDEX KEY: 0001095073
STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331]
IRS NUMBER: 980365432
STATE OF INCORPORATION: D0
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G/A
SEC ACT: 1934 Act
SEC FILE NUMBER: 005-58823
FILM NUMBER: 14587800
BUSINESS ADDRESS:
STREET 1: WESSEX HOUSE - 2ND FLOOR
STREET 2: 45 REID STREET PO BOX HM 845
CITY: HAMILTON
STATE: D0
ZIP: HM DX
BUSINESS PHONE: 4412950006
MAIL ADDRESS:
STREET 1: C/O REINSURANCE HOLDINGS INC
STREET 2: 477 MARTINSVILLE RD PO BOX 830
CITY: LIBERTY CORNER
STATE: NJ
ZIP: 07938
FORMER COMPANY:
FORMER CONFORMED NAME: EVEREST REINSURANCE GROUP LTD
DATE OF NAME CHANGE: 19990915
FILED BY:
COMPANY DATA:
COMPANY CONFORMED NAME: SOUTHEASTERN ASSET MANAGEMENT INC/TN/
CENTRAL INDEX KEY: 0000807985
STANDARD INDUSTRIAL CLASSIFICATION: UNKNOWN SIC - 0000 [0000]
IRS NUMBER: 620951781
STATE OF INCORPORATION: TN
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: SC 13G/A
BUSINESS ADDRESS:
STREET 1: 6410 POPLAR AVENUE STE 900
CITY: MEMPHIS
STATE: TN
ZIP: 38119
BUSINESS PHONE: 9017612474
MAIL ADDRESS:
STREET 1: 6410 POPLAR AVENUE
STREET 2: SUITE 900
CITY: MEMPHIS
STATE: TN
ZIP: 38119
FORMER COMPANY:
FORMER CONFORMED NAME: PROFESSIONAL PORTFOLIO MANAGEMENT INC
DATE OF NAME CHANGE: 19890314
FORMER COMPANY:
FORMER CONFORMED NAME: SOUTHEASTERN ASSET MANAGEMENT INC
DATE OF NAME CHANGE: 19880622
SC 13G/A
1
ere13g8.txt
EVEREST RE GROUP, LTD. - 13G
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
(Amendment No. 8)*
Everest Re Group, Ltd.
________________________________________________________
(Name of Issuer)
Common Stock
_______________________________________________________
(Title of Class and Securities)
G3223R108
_______________________________________________________
(CUSIP Number of Class of Securities)
Check the appropriate box to designate the rule pursuant to which this
Schedule is filed:
/X/ Rule 13d-1(b)
/ / Rule 13d-1(c)
/ / Rule 13d-1(d)
* The remainder of this cover page shall be filled out for a
reporting person's initial filing on this form with respect to the
subject class of securities, and for any subsequent amendment
containing information which would alter the disclosures provided
in a prior page.
The information required in the remainder of this cover page shall
not be deemed to be "filed" for the purpose of Section 18 of the
Securities Exchange Act of 1934 ("Act") or otherwise subject to the
liabilities of that section of the Act but shall be subject to all
other provisions of the Act (however, see the Notes).
(Continued on following page(s))
CUSIP No. G3223R108 13G
_____________________________________________________________________________
(1) NAMES OF REPORTING PERSONS
Southeastern Asset Management, Inc. I.D. No. 62-0951781
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a)
(b) X
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Tennessee
_____________________________________________________________________________
:(5) SOLE VOTING POWER
: (Discretionary Accounts)
NUMBER OF SHARES BENEFICIALLY : 1,875,517 shares
OWNED BY EACH REPORTING PERSON __________________________________________
WITH :(6) SHARED OR NO VOTING POWER
1,466,304 shares (Shared)
816,428 shares (No Vote)
__________________________________________
:(7) SOLE DISPOSITIVE POWER
(Discretionary Accounts)
: 2,691,945 shares
__________________________________________
:(8) SHARED OR NO DISPOSITIVE POWER
: 1,466,304 shares (Shared)
0 shares (None)
_____________________________________________________________________________
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
(Discretionary & Non-discretionary Accounts)
4,158,249 shares
_____________________________________________________________________________
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
_____________________________________________________________________________
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
8.7 %
_____________________________________________________________________________
(12) TYPE OF REPORTING PERSON
IA
_____________________________________________________________________________
CUSIP No. G3223R108 13G
_____________________________________________________________________________
(1) NAMES OF REPORTING PERSONS
O. Mason Hawkins I.D. No. XXX-XX-XXXX
_____________________________________________________________________________
(2) CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP:
(a)
(b) X
_____________________________________________________________________________
(3) SEC USE ONLY
_____________________________________________________________________________
(4) CITIZENSHIP OR PLACE OF ORGANIZATION
Citizen of United States
_____________________________________________________________________________
:(5) SOLE VOTING POWER
: (Discretionary Accounts)
NUMBER OF SHARES BENEFICIALLY : None
OWNED BY EACH REPORTING PERSON __________________________________________
WITH :(6) SHARED VOTING POWER
: None
__________________________________________
:(7) SOLE DISPOSITIVE POWER
: None
__________________________________________
:(8) SHARED DISPOSITIVE POWER
: None
_____________________________________________________________________________
(9) AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
None (See Item 3)
_____________________________________________________________________________
(10) CHECK BOX IF THE AGGREGATE AMOUNT IN ROW 9 EXCLUDES
CERTAIN SHARES
_____________________________________________________________________________
(11) PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
0.0 %
_____________________________________________________________________________
(12) TYPE OF REPORTING PERSON
IN
_____________________________________________________________________________
Item 1.
(a). Name of Issuer: Everest Re Group, Ltd.
("Issuer")
(b). Address of Issuer's Principal Executive Offices:
Wessex House - 2nd Floor
45 Reid Street
P.O. Box HM 845
Hamilton HM DX, Bermuda
Item 2.
(a) and (b). Names and Principal Business Addresses of Persons
Filing:
(1) Southeastern Asset Management, Inc.
6410 Poplar Ave., Suite 900
Memphis, TN 38119
(2) Mr. O. Mason Hawkins
Chairman of the Board and C.E.O.
Southeastern Asset Management, Inc.
6410 Poplar Ave., Suite 900
Memphis, TN 38119
(c). Citizenship:
Southeastern Asset Management, Inc. - A Tennessee corporation
Mr. O. Mason Hawkins - U.S. Citizen
(d). Title of Class of Securities: Common Stock (the
"Securities").
(e). Cusip Number: G3223R108
Item 3. If this statement is filed pursuant to Rules 13d-1 (b) or
13d-2 (b), check whether the person filing is a:
(e). Investment Adviser registered under Section 203 of the
Investment Advisers Act of 1940. This statement is being filed
by Southeastern Asset Management, Inc. as a registered investment
adviser. All of the securities covered by this report are owned
legally by Southeastern's investment advisory clients and none
are owned directly or indirectly by Southeastern. As permitted
by Rule 13d-4, the filing of this statement shall not be construed
as an admission that Southeastern Asset Management, Inc. is the
beneficial owner of any of the securities covered by this statement.
(g). Parent Holding Company. This statement is also being filed by
Mr. O. Mason Hawkins, Chairman of the Board and C.E.O. of
Southeastern Asset Management, Inc. in the event he could be
deemed to be a controlling person of that firm as the result of
his official positions with or ownership of its voting securities.
The existence of such control is expressly disclaimed. Mr. Hawkins
does not own directly or indirectly any securities covered by
this statement for his own account. As permitted by Rule 13d-4,
the filing of this statement shall not be construed as an admission
that Mr. Hawkins is the beneficial owner of any of the securities
covered by this statement.
Item 4. Ownership:
(a). Amount Beneficially Owned: (At 12/31/13)
4,158,249 shares
(b). Percent of Class:
8.7 %
Above percentage is based on 47,902,123 shares of Common
Stock outstanding.
(c). Number of shares as to which such person has:
(i). sole power to vote or to direct the vote:
1,875,517 shares
(ii). shared or no power to vote or to direct the vote:
Shared - 1,466,304 shares.
Securities owned by the following series of Longleaf
Partners Funds Trust, an open-end management
investment company registered under the Investment
Company Act of 1940, as follows:
Longleaf Partners Small Cap Fund - 1,449,600
Longleaf Partners Global Fund - 16,704
No Power to Vote - 816,428
(iii). sole power to dispose or to direct the disposition
of:
2,691,945 shares
(iv). shared or no power to dispose or to direct the
disposition of:
Shared - 1,466,304 shares
Securities owned by the following series of Longleaf
Partners Funds Trust, an open-end management
investment company registered under the Investment
Company Act of 1940, as follows:
Longleaf Partners Small Cap Fund - 1,449,600
Longleaf Partners Global Fund - 16,704
No Power - 0 shares.
Item 5. Ownership of Five Percent or Less of a Class: N/A
Item 6. Ownership of More Than Five Percent on Behalf of Another
Person: N/A
Item 7. Identification and Classification of the Subsidiary Which
Acquired the Security Being Reported on By the Parent
Holding Company: N/A
Item 8. Identification and Classification of Members of the Group:
N/A
Item 9. Notice of Dissolution of Group: N/A
Item 10. Certification:
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were acquired in the
ordinary course of business and were not acquired for the purpose
and do not have the effect of changing or influencing the control
of the issuer of such securities and were not acquired in
connection with or as a participant in any transaction having such
purposes or effect.
Signatures
After reasonable inquiry and to the best of the knowledge and
belief of the undersigned, the undersigned certifies that the
information set forth in this statement is true, complete, and
correct.
Dated: February 10, 2014
Southeastern Asset Management, Inc.
By /s/ Andrew R. McCarroll
_______________________________________________
Andrew R. McCarroll
Vice President and General Counsel
O. Mason Hawkins, Individually
/s/ O. Mason Hawkins
_______________________________________________
Joint Filing Agreement
In accordance with Rule 13d-1(k) under the Securities Exchange Act
of 1934, the persons or entities named below agree to the joint
filing on behalf of each of them of this Schedule 13G with respect
to the Securities of the Issuer and further agree that this joint
filing agreement be included as an exhibit to this Schedule 13G. In
evidence thereof, the undersigned hereby execute this Agreement as
of February 10, 2014.
Southeastern Asset Management, Inc.
By /s/ Andrew R. McCarroll
_______________________________________________
Andrew R. McCarroll
Vice President and General Counsel
O. Mason Hawkins, Individually
/s/ O. Mason Hawkins
_______________________________________________
1
ERE13G8.doc
SCHEDULE 13G - Everest Re Group, Ltd. ("Issuer")
Amendment #8
2
ERE13G8.doc