0000769993-14-000623.txt : 20141126
0000769993-14-000623.hdr.sgml : 20141126
20141126170427
ACCESSION NUMBER: 0000769993-14-000623
CONFORMED SUBMISSION TYPE: 4
PUBLIC DOCUMENT COUNT: 1
CONFORMED PERIOD OF REPORT: 20141125
FILED AS OF DATE: 20141126
DATE AS OF CHANGE: 20141126
ISSUER:
COMPANY DATA:
COMPANY CONFORMED NAME: Essent Group Ltd.
CENTRAL INDEX KEY: 0001448893
STANDARD INDUSTRIAL CLASSIFICATION: SURETY INSURANCE [6351]
IRS NUMBER: 980673656
FISCAL YEAR END: 1231
BUSINESS ADDRESS:
STREET 1: 61 FRONT STREET
CITY: HAMILTON
STATE: D0
ZIP: HM 11
BUSINESS PHONE: 877-673-8190
MAIL ADDRESS:
STREET 1: 61 FRONT STREET
CITY: HAMILTON
STATE: D0
ZIP: HM 11
FORMER COMPANY:
FORMER CONFORMED NAME: Essent group Ltd.
DATE OF NAME CHANGE: 20081028
REPORTING-OWNER:
OWNER DATA:
COMPANY CONFORMED NAME: GOLDMAN SACHS GROUP INC
CENTRAL INDEX KEY: 0000886982
STANDARD INDUSTRIAL CLASSIFICATION: SECURITY BROKERS, DEALERS & FLOTATION COMPANIES [6211]
STATE OF INCORPORATION: DE
FISCAL YEAR END: 1231
FILING VALUES:
FORM TYPE: 4
SEC ACT: 1934 Act
SEC FILE NUMBER: 001-36157
FILM NUMBER: 141254374
BUSINESS ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
BUSINESS PHONE: 2129021000
MAIL ADDRESS:
STREET 1: 200 WEST STREET
CITY: NEW YORK
STATE: NY
ZIP: 10282
FORMER NAME:
FORMER CONFORMED NAME: GOLDMAN SACHS GROUP INC/
DATE OF NAME CHANGE: 20010104
4
1
ownershipdoc11162014084231.xml
X0306
4
2014-11-25-05:00
false
0001448893
Essent Group Ltd.
ESNT
0000886982
GOLDMAN SACHS GROUP INC
200 WEST STREET
NEW YORK
NY
10282
false
false
true
false
Common Shares
2014-11-25-05:00
4
S
false
732402
21.2488
D
5306343
I
See footnotes
This statement is being filed by The Goldman Sachs Group, Inc. ("GS Group" or the "Reporting Person"). The Reporting Person disclaims beneficial ownership of the securities reported herein except to the extent of its pecuniary interest therein, if any, and this statement shall not be deemed an admission that the Reporting Person is the beneficial owner of, or has any pecuniary interest in, such securities for purposes of Section 16 of the Exchange Act of 1934, as amended, or for any other purpose.
Pursuant to an underwriting agreement, dated November 19, 2014 (the "Underwriting Agreement"), and in connection with the offering of common stock, par value $0.015 per share (the "Common Shares") of Essent Group Ltd. (the "Company") by the Company and its selling shareholders pursuant to the final prospectus dated November 19, 2014, which offering was consummated on November 25, 2014 (the "Offering"), GS Group, as a selling shareholder, sold 563,386 Common Shares.
Pursuant to the Underwriting Agreement and in connection with the Offering, the underwriters exercised their option (the "Over-Allotment Option") to purchase additional Common Shares from the selling shareholders. Goldman, Sachs & Co., a wholly-owned subsidiary of GS Group, is one of several underwriters under the Underwriting Agreement. The Over-Allotment Option closed simultaneously with the Offering on November 25, 2014. GS Group sold an additional 169,016 Common Shares pursuant to the underwriters' exercise of the Over-Allotment Option.
As of November 25, 2014, as a result of the Offering, GS Group may be deemed to beneficially own directly, in the aggregate, 5,306,343 of the Common Shares.
Excludes 6,084,060 Common Shares beneficially owned by Commonwealth Annuity and Life Reinsurance Company Limited ("Commonwealth"). The Reporting Person disclaims both any pecuniary interest in any such Common Shares (and the Reporting Person will not report any transactions by Commonwealth in the Common Shares) and beneficial ownership of any such Common Shares for purposes of the calculation of greater than 10% beneficial ownership.
/s/ Kevin P. Treanor, Attorney-in-fact
2014-11-26-05:00