validus8k_042908.htm
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): April 29, 2008
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VALIDUS
HOLDINGS, LTD.
(Exact
name of registrant as specified in its charter)
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Bermuda
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001-33606
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98-0501001
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(State
or other jurisdiction
of
incorporation)
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(Commission
File Number)
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(I.R.S.
Employer Identification No.)
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19
Par-La-Ville Road, Hamilton, HM 11 Bermuda
(Address
of principal executive offices)
Registrant’s
telephone number, including area code: (441) 278-9000
Not
Applicable
(Former
name or former address, if changed since last report)
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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:
[ ]
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))
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Item
7.01
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Regulation
FD Disclosure.
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In a privately negotiated transaction
on April 29, 2008, Validus Holdings, Ltd. (the “Company”) repurchased from an
unaffiliated financial institution $45.7 million principal amount of its 8.48%
Junior Subordinated Deferrable Debentures due 2037 at an aggregate price of
$36.5 million, plus accrued and unpaid interest of $0.5 million, which will
result in a second quarter gain and an increase in book value of $8.8 million,
equal to $0.10 million per diluted common share, in the quarter ended June 30,
2008. A copy of the press release is furnished as Exhibit 99.1 to
this report and is incorporated herein by reference.
The
information in this Current Report on Form 8-K, including the information set
forth in Exhibit 99.1m shall not be deemed “filed” for purposes of Section 18 of
the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or
incorporated by reference in any filing under the Securities Act of 1933, as
amended, or the Exchange Act, except as shall be expressly set forth by specific
reference in such a filing.
Item
9.01. Financial Statements
and Exhibits.
(d) Exhibits. The following exhibits are
filed herewith:
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Exhibit
No.
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Description
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99.1
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Press
Release dated April 29, 2008 announcing the repurchase by Validus
Holdings, Ltd. of $45.7 million principal amount of its Junior
Subordinated Deferrable Debentures due
2037.
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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.
Date: April 29, 2008
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VALIDUS
HOLDINGS, LTD.
(Registrant)
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By:
/s/ Joseph E. (Jeff)
Consolino
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Name:
Joseph E. (Jeff) Consolino
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Title:
Executive Vice President & Chief Financial
Officer
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