8-K 1 d8k.htm FORM 8-K Form 8-K

 

 

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

Date of Report (Date of earliest event reported) – February 7, 2008

 

 

ACE Limited

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands   001-11778   98-0091805
(State or other jurisdiction)   (Commission File Number)  

(I.R.S. Employer of Incorporation

Identification No.)

ACE Global Headquarters

17 Woodbourne Avenue

Hamilton HM 08 Bermuda

(Address of principal executive offices)

Registrant’s telephone number, including area code: (441) 295-5200

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):

 

¨ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

 

¨ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

 

¨ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

 

¨ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

 

 

 


Item 1.01. Entry into a Material Definitive Agreement.

On February 7, 2008, ACE INA Holdings Inc. agreed to sell in a public offering $300 million of 5.80% Senior Notes due 2018. The notes will be fully and unconditionally guaranteed by ACE Limited.

Attached as Exhibits 1.1 and 1.2 are copies of the underwriting agreement and terms agreement relating to such public offering.

 

Item 9.01. Financial Statements and Exhibits.

(d) Exhibits.

 

  1.1 Underwriting Agreement, dated as of February 7, 2008, between ACE INA Holdings Inc. and ACE Limited and the underwriters named in the related terms agreement

 

  1.2 Terms Agreement, dated as of February 7, 2008, between ACE INA Holdings Inc. and ACE Limited and Banc of America Securities LLC, as representative of the several underwriters

 

  4.1 Form of 5.80% Senior Notes due 2018

 

  5.1 Opinion of Maples and Calder

 

  5.2 Opinion of Mayer Brown LLP


SIGNATURES

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 hereunto duly authorized.

 

ACE LIMITED.
By:  

/s/ Robert Cusumano

Name:  

Robert Cusumano

Title:  

General Counsel

DATE: February 13, 2008