false 0001584831 0001584831 2025-01-06 2025-01-06 0001584831 OXBR:OrdinarySharesParValue0.001Member 2025-01-06 2025-01-06 0001584831 OXBR:WarrantsToPurchaseOrdinarySharesMember 2025-01-06 2025-01-06 iso4217:USD xbrli:shares iso4217:USD xbrli:shares

 

 

 

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): January 6, 2025

 

 

 

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,

42 Edward Street, George Town

P.O. Box 469

Grand Cayman, Cayman Islands

   KY1-9006
(Address of Principal Executive Office)   (Zip Code)

 

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 CFR§230.405) 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.

 

Oxbridge Re Holdings Limited (the “Company”) is furnishing this Current Report on Form 8-K (this “Current Report”) in connection with the disclosure of information related to potential underwriting losses suffered by the Company as a result of Hurricanes Helene and Milton, which made landfall in Florida during September and October 2024, respectively.

 

As of the date of the filing of this Current Report, the Company’s ceding insurers have not made any claims to the Company related to Hurricanes Helene and Milton. As such, losses suffered by the ceding insurers may not have penetrated the reinsurance layers that are covered by the Company, although there can be no assurance that claims relating to these hurricanes will not be made. If claims are made, the Company estimates that the maximum potential impact to the Company’s capital at December 31, 2024, is estimated to be $1.7 million.

 

The information in this Current Report is being furnished under Item 7.01 and shall not be deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of such section, nor shall such information be deemed 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.

 

This Current Report contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995, as amended. Forward-looking statements are based on the Company’s expectations and involve risks and uncertainties that could cause the Company’s actual results to differ materially from those set forth in the statements. These risks and uncertainties include the risk that Company may experience currently unknown reinsurance losses from Hurricanes Helene and Milton, in addition to the other risks and uncertainties discussed in the Company’s filings with the SEC, including in the “Risk Factors” section of the Company’s Annual Report on Form 10-K for the year ended December 31, 2023 as filed by the Company with the SEC on March 26, 2024, and other documents to be filed by the Company from time to time with the SEC, which are and will be available at www.sec.gov.

 

 
 

 

SIGNATURE

 

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.

 

  OXBRIDGE RE HOLDINGS LIMITED
   
  /s/ Wrendon Timothy
Date: January 6, 2025 Wrendon Timothy
  Chief Financial Officer and Secretary
 

(Principal Accounting Officer and

Principal Financial Officer)

 

A signed original of this Form 8-K has been provided to Oxbridge Re Holdings Limited and will be retained by Oxbridge Re Holdings Limited and furnished to the Securities and Exchange Commission or its staff upon request.

 

 

v3.24.4
Cover
Jan. 06, 2025
Document Type 8-K
Amendment Flag false
Document Period End Date Jan. 06, 2025
Entity File Number 001-36346
Entity Registrant Name OXBRIDGE RE HOLDINGS LIMITED
Entity Central Index Key 0001584831
Entity Tax Identification Number 98-1150254
Entity Incorporation, State or Country Code E9
Entity Address, Address Line One Suite 201
Entity Address, Address Line Two 42 Edward Street, George Town
Entity Address, Address Line Three P.O. Box 469
Entity Address, City or Town Grand Cayman
Entity Address, Country KY
Entity Address, Postal Zip Code KY1-9006
City Area Code (345)
Local Phone Number 749-7570
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Entity Emerging Growth Company false
Ordinary Shares (par value $0.001)  
Title of 12(b) Security Ordinary Shares (par value $0.001)
Trading Symbol OXBR
Security Exchange Name NASDAQ
Warrants to Purchase Ordinary Shares  
Title of 12(b) Security Warrants to Purchase Ordinary Shares
Trading Symbol OXBRW
Security Exchange Name NASDAQ
Grafico Azioni Oxbridge Re (NASDAQ:OXBRW)
Storico
Da Dic 2024 a Gen 2025 Clicca qui per i Grafici di Oxbridge Re
Grafico Azioni Oxbridge Re (NASDAQ:OXBRW)
Storico
Da Gen 2024 a Gen 2025 Clicca qui per i Grafici di Oxbridge Re