UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 8-A
FOR REGISTRATION OF CERTAIN CLASSES OF SECURITIES
PURSUANT TO SECTION 12(b) OR (g) OF THE
SECURITIES EXCHANGE ACT OF 1934
W. R. BERKLEY CORPORATION
(Exact name of registrant as specified in its charter)
Delaware (State of incorporation or organization) | 22-1867895 (I.R.S. Employer Identification No.) |
475 Steamboat Road, Greenwich, CT 06830
(Address of principal executive offices)
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: | |
5.900% Subordinated Debentures due 2056 | 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), check the following box. x
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), check the following box. ¨
Securities Act registration statement file number to which this form relates:333-200392
Securities to be registered pursuant to Section 12(g) of the Act:None
INFORMATION REQUIRED IN REGISTRATION STATEMENT
Item 1. | Description of Registrant’s Securities to be Registered. |
W. R. Berkley Corporation (the “Registrant”) hereby incorporates by reference herein the description of its 5.900% Subordinated Debentures due 2056 (the “Debentures”) to be registered hereunder, set forth under the heading “Description of Debentures” in the Registrant’s Prospectus Supplement, dated February 23, 2016, and, to the extent not superseded by the aforementioned description in the Prospectus Supplement, as set forth under the heading “Description of the Debt Securities” in the Registrant’s Prospectus dated November 20, 2014, constituting part of the Registration Statement on Form S-3 (File No. 333-200392) of the Registrant, filed with the Securities and Exchange Commission under the Securities Act of 1933, as amended. The Debentures are expected to be listed on the New York Stock Exchange.
Item 2. | Exhibits |
4.1 | Indenture for Subordinated Debt Securities, dated as of March 1, 2016, between the Registrant and The Bank of New York Mellon, as Trustee (the “Trustee”) (incorporated by reference to Exhibit 4.1 of the Registrant’s Form 8-K filed March 1, 2016). |
4.2 | First Supplemental Indenture, dated as of March 1, 2016, between the Registrant and the Trustee (incorporated by reference to Exhibit 4.2 of the Registrant’s Form 8-K filed March 1, 2016). |
4.3 | Form of 5.900% Subordinated Debentures due 2056 Global Debenture (included in Exhibit 4.2 above). |
SIGNATURE
Pursuant to the requirements of Section 12 of the Securities Exchange Act of 1934, the Registrant has duly caused this registration statement to be signed on its behalf by the undersigned, thereto duly authorized.
W. R. BERKLEY CORPORATION | ||
By: | /s/ Eugene G. Ballard | |
Name: | Eugene G. Ballard | |
Title: | Executive Vice President and Chief Financial Officer |
Date: March 1, 2016