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Section 1: 8-A12B (FORM 8-A12B)

Form 8-A12B

 

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

 

 

FORM 8-A

 

 

FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES

PURSUANT TO SECTION 12(b) OR 12(g) OF

THE SECURITIES EXCHANGE ACT OF 1934

 

 

Argo Group International Holdings, Ltd.

(Exact name of registrant as specified in its charter)

 

 

 

Bermuda   98-0214719
(State or other jurisdiction of incorporation)   (I.R.S. Employer Identification No.)

110 Pitts Bay Road

Pembroke HM08

Bermuda

 

P.O. Box HM 1282

Hamilton HM FX

Bermuda

(Address, Including Zip Code,

of Principal Executive Offices)

  (Mailing Address)

 

 

Argo Group US, Inc.

(Exact name of registrant as specified in its charter)

 

 

 

Delaware   06-1183996
(State or other jurisdiction of incorporation)   (I.R.S. Employer Identification No.)

75 East Houston Street, Suite 1300

San Antonio, TX 78205

 

75 East Houston Street, Suite 1300

San Antonio, TX 78205

(Address, Including Zip Code,

of Principal Executive Offices)

  (Mailing Address)

Securities to be Registered Pursuant to Section 12(b) of the Act

 

Title of each class

to be so registered

 

Name of each exchange on which

    each class is to be registered    

6.500% Senior Notes Due 2042 (and the

Guarantee with respect thereto)

  New York Stock Exchange

 

 

If this form relates to the registration of a class of securities pursuant to Section 12(b) of the Exchange Act and is effective pursuant to General Instruction A.(c) or (e), check the following box  ☒

If this form relates to the registration of a class of securities pursuant to Section 12(g) of the Exchange Act and is effective pursuant to General Instruction A.(d) or (e), check the following box.  ☐

If this form relates to the registration of a class of securities concurrently with a Regulation A offering, check the following box.  ☐

Securities Act registration statement or Regulation A offering statement file number to which this form relates:                      (if applicable)

Securities Act registration statement file number to which this form relates: Not applicable.

Securities to be registered pursuant to Section 12(g) of the Act:

Not applicable

(Title of class)

 

 

 


Item 1. Description of Registrants’ Securities to be Registered.

A description of the 6.500% Senior Notes Due 2042 (the “Notes”), of Argo Group US, Inc. (“Argo US”), fully and unconditionally guaranteed (the “Guarantee”) by Argo Group International Holdings, Ltd. (“Argo Holdings,” and together with Argo US, the “Registrants”), to be registered hereunder is contained in the section entitled “Description of the Notes” in the prospectus included in the Registrants’ Form S-3 Registration Statement (File No. 333-183957), initially filed with the Securities and Exchange Commission on September 18, 2012, as amended from time to time (the “Registration Statement”), and is incorporated herein by reference. In addition, a description of the Notes and the Guarantee was included in a prospectus supplement filed on September 20, 2012 by the Registrants pursuant to Rule 424(b) of the Securities Act of 1933, as amended, relating to the Registration Statement, and such prospectus is incorporated herein by reference.

 

Item 2. Exhibits.

Pursuant to the Instructions as to Exhibits with respect to Form 8-A, no exhibits are required to be filed because no other securities of either Registrant are registered on the New York Stock Exchange, and the securities registered hereby are not being registered pursuant to Section 12(g) of the Securities Exchange Act of 1934, as amended.


SIGNATURE

Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, each of the Registrants has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.

 

  ARGO GROUP INTERNATIONAL HOLDINGS, LTD.
  By:  

/s/ Jay S. Bullock

    Name:   Jay S. Bullock
    Title:   Executive Vice President and Chief Financial Officer
  ARGO GROUP US, INC.
  By:  

/s/ Jay S. Bullock

Dated: April 23, 2018     Name:   Jay S. Bullock
    Title:   Executive Vice President, Finance
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