OXBRIDGE RE HOLDINGS Files 8-K

TL;DR

OXBR filed an 8-K on 3/18/24, check for updates.

AI Summary

On March 18, 2024, OXBRIDGE RE HOLDINGS LIMITED filed an 8-K report. The filing primarily concerns Regulation FD Disclosure and includes Financial Statements and Exhibits. No specific financial figures or material events were detailed in the provided excerpt.

Why It Matters

This filing indicates that OXBRIDGE RE HOLDINGS LIMITED is providing updates or disclosures to the SEC, which could contain important information for investors.

Risk Assessment

Risk Level: low — The provided excerpt is a standard SEC filing notification without specific material events or financial data that would indicate immediate risk.

Key Players & Entities

• OXBRIDGE RE HOLDINGS LIMITED (company) — Registrant
• March 18, 2024 (date) — Date of earliest event reported

FAQ

Key Financial Figures

• $0.001 — registered Ordinary Shares (par value $0.001) OXBR The Nasdaq Stock Market LLC
• $10.00 — will be offered at an initial price of $10.00 per Participation Share. The net proc

Filing Documents

• form8-k.htm (8-K) — 53KB
• 0001493152-24-010215.txt ( ) — 269KB
• oxbr-20240318.xsd (EX-101.SCH) — 4KB
• oxbr-20240318_def.xml (EX-101.DEF) — 26KB
• oxbr-20240318_lab.xml (EX-101.LAB) — 36KB
• oxbr-20240318_pre.xml (EX-101.PRE) — 25KB
• form8-k_htm.xml (XML) — 6KB

From the Filing

UNITED 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): March 18, 2024 OXBRIDGE RE HOLDINGS LIMITED (Exact Name of Registrant as Specified in Charter) Cayman Islands 001-36346 98-1150254 (State or Other Jurisdiction of Incorporation) (Commission File Number) (I.R.S. Employer Identification No.) Suite 201 , KY1-9006 42 Edward Street, George Town P.O. Box 469 (Zip Code) Grand Cayman , Cayman Islands (Address of Principal Executive Office) Registrant's telephone number, including area code: (345) 749-7570 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)) Securities registered pursuant to Section 12(b) of the Act: Title of each class: Trading symbol Name of each exchange on which registered Ordinary Shares (par value $0.001) OXBR The Nasdaq Stock Market LLC Warrants to Purchase Ordinary Shares OXBRW The Nasdaq Stock Market LLC (The Nasdaq Capital Market) Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (17 CFR230.405) or Rule 12b-2 of the Securities Exchange Act of 1934 (17 CFR 240.12b-2). 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. On March 18, 2024, Oxbridge Re Holdings Limited (the "Company") and its indirect wholly owned subsidiary SurancePlus Inc. ("SurancePlus"), a British Virgin Islands Business Company, announced the commencement of an offering by SurancePlus of Participation Shares (the "Securities") represented by digital tokens to be issued under a 3-year Participation Share Investment Contract (the "PSIC"). The Participation Shares are not shares in SurancePlus and shall have no preemptive right or conversion rights. The Participation Shares solely confer contractual rights against SurancePlus as contained in the PSIC. At the offering's commencement, up to one million (1,000,000) Participation Shares will be issued, represented by digital tokens labelled "EpsilonCat Re". The quantity of Participation Shares to be issued in subsequent years of 2025, and 2026, shall be disclosed prior to their issuances. At the start of the offering, the Participation Shares will be offered at an initial price of $10.00 per Participation Share. The net proceeds from the offer and sale of the Participation Shares will be used by SurancePlus to purchase one or more participating notes of Oxbridge Re NS, an affiliated Cayman Islands licensed reinsurance entity, and the proceeds from the sale of such participating notes will be invested in collateralized reinsurance contracts to be underwritten by Oxbridge Re NS. The holders of the Participation Shares will generally be entitled to proceeds from the payment of the participating notes in the amount of a preferred return equal to the initial Participation Share price, plus 20%, and then 80% of any proceeds in excess of the amount necessary to pay the preferred return. The Securities have not been registered under the Securities Act of 1933, as amended (the "Securities Act"), or any state or other securities laws and may not be offered or sold in the United States absent an effective registration statement or an applicable exemption from registration requirements or a transaction not subject to the registration requirements of the Securities Act or any state or other securities laws. The Securities will be sold in a transaction exempt from registration under the Securities Act and will be sold only to persons reasonably believed to be accredited investors in the United States under SEC Rule 506(c) under the Securities Act and outside the United States only to non-U.S. persons in accordance with Regulation S under the Securities Act. This Current Report on Form 8-K does not constitute an offer to sell or a solicitation of an offer to buy the Securities. There can be no assurance that the offering of Securities will be completed. The information in this Current Report on Form 8-K, is being furnished and shall not be deemed "filed" for the purposes of Section 18 of the Securities Exchange Act of 1934, a

View Full Filing

View this 8-K filing on SEC EDGAR