0001181431-11-046913.txt : 20110824 0001181431-11-046913.hdr.sgml : 20110824 20110824193140 ACCESSION NUMBER: 0001181431-11-046913 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20110822 FILED AS OF DATE: 20110824 DATE AS OF CHANGE: 20110824 ISSUER: COMPANY DATA: COMPANY CONFORMED NAME: ASSURED GUARANTY LTD CENTRAL INDEX KEY: 0001273813 STANDARD INDUSTRIAL CLASSIFICATION: SURETY INSURANCE [6351] IRS NUMBER: 000000000 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 BUSINESS ADDRESS: STREET 1: 30 WOOD BOURNE AVE CITY: HAMILTON BERMUDA STATE: D0 ZIP: 0000 BUSINESS PHONE: 441-279-5700 MAIL ADDRESS: STREET 1: 30 WOOD BOURNE AVE CITY: HAMILTON BERMUDA STATE: D0 ZIP: 0000 FORMER COMPANY: FORMER CONFORMED NAME: AGR LTD DATE OF NAME CHANGE: 20040122 FORMER COMPANY: FORMER CONFORMED NAME: AGC HOLDINGS LTD DATE OF NAME CHANGE: 20031218 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: ROSS WILBUR L JR CENTRAL INDEX KEY: 0001026610 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32141 FILM NUMBER: 111055085 MAIL ADDRESS: STREET 1: 328 EL VEDADO ROAD CITY: PALM BEACH STATE: FL ZIP: 33480 4 1 rrd320581.xml X0304 4 2011-08-22 0 0001273813 ASSURED GUARANTY LTD AGO 0001026610 ROSS WILBUR L JR 1166 AVENUE OF THE AMERICAS NEW YORK NY 10036 1 0 0 0 Common Stock 2011-08-22 4 P 0 50000 11.33 A 16961996 I See footnote Common Stock 2011-08-23 4 P 0 322500 11.61 A 17284496 I See footnote Common Stock 2011-08-24 4 P 0 80000 11.88 A 17364496 I See footnotes Common Stock 16294 D The Common Stock reported herein was purchased at a range of between $11.15 and $11.40 per share. The purchase price reported above represents the weighted average purchase price for the reported transaction and has been rounded to the nearest cent. These shares were purchased by the following funds: 28,537 by WLR Recovery Fund IV, L.P. ("Fund IV"), 97 by WLR IV Parallel ESC, L.P. ("Parallel Fund"), 1,379 by WLR/GS Master Co-Investment, L.P. ("WLR/GS Fund") and 19,987 by WLR AGO Co-Invest, L.P. ("Co-Invest Fund"); the aggregate total includes shares owned by the entities listed in footnotes 7 and 8. The Common Stock reported herein was purchased at a range of between $11.41 and $11.81 per share. The purchase price reported above represents the weighted average purchase price for the reported transaction and has been rounded to the nearest cent. These shares were purchased by the following funds: 300,244 by Fund IV, 1,022 by Parallel Fund, 14,507 by WLR/GS Fund and 6,727 by Co-Invest Fund; the aggregate total includes shares owned by the entities listed in footnotes 7 and 8. The Common Stock reported herein was purchased at a range of between $11.77 and $12.00 per share. The purchase price reported above represents the weighted average purchase price for the reported transaction and has been rounded to the nearest cent. These shares were purchased by the following funds: 74,479 by Fund IV, 253 by Parallel Fund, 3,599 by WLR/GS Fund and 1,669 by Co-Invest Fund; the aggregate total includes shares owned by the entities listed in footnotes 7 and 8. WLR Recovery Fund IV, L.P. ("Fund IV") holds 14,205,283 shares directly, WLR Recovery Fund III, L.P. ("Fund III") holds 1,348,803 shares directly. WLR IV Parallel ESC, L.P. ("Parallel Fund") holds 48,885 shares directly. WLR/GS Master Co-Investment, L.P. ("WLR/GS Fund") hold 687,940 shares directly. WLR AGO Co Invest, L.P. ("Co-Invest Fund") hold 1,073,585 shares directly. Mr. Ross is the managing member of El Vedado, LLC, El Vedado, LLC is the general partner of WL Ross Group, L.P., the managing member of WLR Recovery Associates IV LLC (the general partner of Fund IV and Co-Invest Fund), WLR Recovery Associates III LLC (the general partner of Fund III) and WLR Master Co-Investment GP, LLC (the general partner of WLR/GS Fund). (Continuted in footnote 8) Accordingly, Mr. Ross, El Vedado, LLC, and WL Ross Group, L.P. can be deemed to share voting and dispositive power over the shares held directly by Fund IV, Co-Invest Fund, Fund III and WLR/GS Fund. Invesco WLR IV Associates LLC and WLR Recovery Associates IV LLC have entered into a parallel investment agreement whereby Parallel Fund will invest on a pro rata basis in the same investments as Fund IV. Accordingly, Mr. Ross can be deemed to share voting and dispositive power over the shares held directly by Parallel Fund. /s/Wilbur L. Ross, Jr. 2011-08-24