--------------------------------------------------------------------------------
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): March 11, 2008
-------------------
Flagstone Reinsurance Holdings Limited
(Exact name of registrant as specified in its charter)
-------------------
Bermuda 001-33364 98-0481623
(State or other jurisdiction of (Commission File Number) (IRS Employer
incorporation) Identification No.)
23 Church Street, Hamilton HM 11, Bermuda
(Address of principal executive offices; zip code)
Registrant's telephone number, including area code: (441) 278-4300
-------------------
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))
--------------------------------------------------------------------------------
ITEM 7.01 REGULATION FD DISCLOSURE.
On March 11, 2008, Flagstone Reinsurance Holdings Limited issued a
press release reporting that it had signed an agreement to acquire, via a
subsidiary, 65% of the capital stock of Imperial Reinsurance Company Limited
("Imperial Re"). Imperial Re is domiciled in South Africa and writes multiple
lines of reinsurance in sub-Saharan Africa. A copy of the press release is
attached as Exhibit 99.1 to this Form 8-K. This Form 8-K and Exhibit 99.1 hereto
are being furnished to the Securities and Exchange Commission (the "SEC")
pursuant to Item 7.01 of Form 8-K and are therefore not to be considered "filed"
with the SEC.
ITEM 9.01. FINANCIAL STATEMENTS AND EXHIBITS.
(d) Exhibits.
Exhibit No. Description
----------- -----------
99.1 Press Release, dated March 11, 2008, reporting agreement to
acquire capital stock of Imperial Reinsurance Company Limited
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 thereunto duly authorized.
Date: March 11, 2008 FLAGSTONE REINSURANCE HOLDINGS LIMITED
By: James O'Shaughnessy
---------------------------
Name: James O'Shaughnessy
Title: Chief Financial Officer
EXHIBIT INDEX
Exhibit No. Description
----------- -----------
99.1 Press Release, dated March 11, 2008, reporting agreement to
acquire capital stock of Imperial Reinsurance Company Limited.