0001181431-13-032221.txt : 20130603 0001181431-13-032221.hdr.sgml : 20130603 20130603204246 ACCESSION NUMBER: 0001181431-13-032221 CONFORMED SUBMISSION TYPE: 4 PUBLIC DOCUMENT COUNT: 1 CONFORMED PERIOD OF REPORT: 20130531 FILED AS OF DATE: 20130603 DATE AS OF CHANGE: 20130603 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: Invesco Private Capital, Inc. CENTRAL INDEX KEY: 0001128452 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32141 FILM NUMBER: 13889518 BUSINESS ADDRESS: STREET 1: 1555 PEACHTREE STREET NE STREET 2: SUITE 1800 CITY: ATLANTA STATE: GA ZIP: 30309 BUSINESS PHONE: 404-439-3217 MAIL ADDRESS: STREET 1: 1555 PEACHTREE STREET NE STREET 2: SUITE 1800 CITY: ATLANTA STATE: GA ZIP: 30309 FORMER NAME: FORMER CONFORMED NAME: INVESCO PRIVATE CAPITAL INC DATE OF NAME CHANGE: 20001116 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: INVESCO WLR IV Associates LLC CENTRAL INDEX KEY: 0001429294 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32141 FILM NUMBER: 13889519 BUSINESS ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (212) 826-1100 MAIL ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WLR AGO Co-Invest, L.P. CENTRAL INDEX KEY: 0001434257 STATE OF INCORPORATION: D0 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32141 FILM NUMBER: 13889520 BUSINESS ADDRESS: STREET 1: C/O WL ROSS & CO. LLC STREET 2: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (212) 826-1100 MAIL ADDRESS: STREET 1: C/O WL ROSS & CO. LLC STREET 2: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WL Ross Group, L.P. CENTRAL INDEX KEY: 0001431790 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32141 FILM NUMBER: 13889524 BUSINESS ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (212) 826-1100 MAIL ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WLR Master Co-Investment GP LLC CENTRAL INDEX KEY: 0001431793 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32141 FILM NUMBER: 13889525 BUSINESS ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (212) 826-1100 MAIL ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WLR/GS Master Co-Investment, L.P. CENTRAL INDEX KEY: 0001431792 FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32141 FILM NUMBER: 13889521 BUSINESS ADDRESS: STREET 1: WALKER HOUSE STREET 2: 87 MARY STREET CITY: GEORGETOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9002 BUSINESS PHONE: (212) 826-1100 MAIL ADDRESS: STREET 1: WALKER HOUSE STREET 2: 87 MARY STREET CITY: GEORGETOWN, GRAND CAYMAN STATE: E9 ZIP: KY1-9002 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WLR Recovery Associates IV LLC CENTRAL INDEX KEY: 0001429295 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32141 FILM NUMBER: 13889526 BUSINESS ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: (212) 826-1100 MAIL ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WLR IV PARALLEL ESC LP CENTRAL INDEX KEY: 0001422834 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32141 FILM NUMBER: 13889522 BUSINESS ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS STREET 2: 27TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 BUSINESS PHONE: 212-826-1100 MAIL ADDRESS: STREET 1: 1166 AVENUE OF THE AMERICAS STREET 2: 27TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10036 REPORTING-OWNER: OWNER DATA: COMPANY CONFORMED NAME: WLR Recovery Fund IV LP CENTRAL INDEX KEY: 0001414643 STATE OF INCORPORATION: DE FILING VALUES: FORM TYPE: 4 SEC ACT: 1934 Act SEC FILE NUMBER: 001-32141 FILM NUMBER: 13889523 BUSINESS ADDRESS: STREET 1: 1166 Avenue of the Americas STREET 2: 27th Floor CITY: New York STATE: NY ZIP: 10036 BUSINESS PHONE: (212) 826-1100 MAIL ADDRESS: STREET 1: 1166 Avenue of the Americas STREET 2: 27th Floor CITY: New York STATE: NY ZIP: 10036 4 1 rrd382080.xml FORM 4 X0306 4 2013-05-31 1 0001273813 ASSURED GUARANTY LTD AGO 0001431790 WL Ross Group, L.P. 1166 AVENUE OF THE AMERICAS NEW YORK NY 10036 0 0 1 0 0001414643 WLR Recovery Fund IV LP C/O WL ROSS GROUP, L.P. 1166 AVENUE OF THE AMERICAS NEW YORK NY 10036 0 0 1 0 0001422834 WLR IV PARALLEL ESC LP C/O WL ROSS GROUP, L.P. 1166 AVENUE OF THE AMERICAS NEW YORK NY 10036 0 0 1 0 0001431792 WLR/GS Master Co-Investment, L.P. 87 MARY STREET GEORGETOWN, GRAND CAYMAN E9 KY1-9002 CAYMAN ISLANDS 0 0 1 0 0001434257 WLR AGO Co-Invest, L.P. C/O WL ROSS GROUP, L.P. 1166 AVENUE OF THE AMERICAS NEW YORK NY 10036 0 0 1 0 0001429294 INVESCO WLR IV Associates LLC C/O WL ROSS GROUP, L.P. 1166 AVENUE OF THE AMERICAS NEW YORK NY 10036 0 0 1 0 0001128452 Invesco Private Capital, Inc. C/O WL ROSS GROUP, L.P. 1166 AVENUE OF THE AMERICAS NEW YORK NY 10036 0 0 1 0 0001429295 WLR Recovery Associates IV LLC C/O WL ROSS GROUP, L.P. 1166 AVENUE OF THE AMERICAS NEW YORK NY 10036 0 0 1 0 0001431793 WLR Master Co-Investment GP LLC C/O WL ROSS GROUP, L.P. 1166 AVENUE OF THE AMERICAS NEW YORK NY 10036 0 0 1 0 Common Stock 2013-05-31 4 S 0 4154734 21.94 D 12350902 I See Footnote Common Stock 2013-05-31 4 S 0 339515 21.94 D 1009288 I See Footnote Common Stock 2013-05-31 4 S 0 14276 21.94 D 42438 I See Footnote Common Stock 2013-05-31 4 S 0 201144 21.94 D 597945 I See Footnote Common Stock 2013-05-31 4 S 0 283213 21.94 D 841915 I See Footnote Shares are held directly by WLR Recovery Fund IV, L.P. ("Fund IV"). Wilbur L. Ross, Jr. ("Mr. Ross") is the managing member of El Vedado, LLC, the general partner of WL Ross Group, L.P., which in turn is the managing member of WLR Recovery Associates IV LLC. WLR Recovery Associates IV LLC is the general partner of Fund IV. Accordingly, WLR Recovery Associates IV LLC, WL Ross Group, L.P., El Vedado, LLC and Mr. Ross may be deemed to share voting and dispositive power over the shares held directly by Fund IV. Shares are held directly by WLR Recovery Fund III, L.P. ("Fund III"). Mr. Ross is the managing member of El Vedado, LLC, the general partner of WL Ross Group, L.P., which in turn is the managing member of WLR Recovery Associates III LLC. WLR Recovery Associates III LLC is the general partner of Fund III. Accordingly, WLR Recovery Associates III LLC, WL Ross Group, L.P., El Vedado, LLC and Mr. Ross may be deemed to share voting and dispositive power over the shares held directly by Fund III. Shares are held directly by WLR IV Parallel ESC, L.P. ("Parallel Fund"). Invesco WLR IV Associates LLC is the general partner of Parallel Fund. Invesco Private Capital, Inc. is the managing member of Invesco WLR IV Associates LLC. Invesco WLR IV Associates LLC and WLR Recovery Associates IV LLC have entered into a parallel investment agreement pursuant to which WLR Recovery Associates IV LLC has been appointed as representative and attorney of WLR IV Parallel ESC, L.P. to, among other things, exercise all rights, powers and privileges with respect to the Class A Common Stock owned by WLR IV Parallel ESC, L.P. that it deems fit. Accordingly, Invesco WLR IV Associates LLC, Invesco Private Capital, Inc., WLR Recovery Associates IV LLC, WL Ross Group, L.P., El Vedado, LLC and Mr. Ross can be deemed to share beneficial ownership over the shares to be held directly by Parallel Fund. Shares are held directly by WLR/GS Master Co-Investment, L.P. ("WLR/GS Fund"). Mr. Ross is the managing member of El Vedado, LLC, the general partner of WL Ross Group, L.P., which in turn is the managing member of WLR Master Co-Investment GP, LLC. WLR Master Co-Investment GP, LLC is the general partner of WLR/GS Fund. Accordingly, WLR Master Co-Investment GP, LLC, WL Ross Group, L.P., El Vedado, LLC and Mr. Ross may be deemed to share voting and dispositive power over the shares held directly by WLR/GS Fund. Shares are held directly by WLR AGO Co-Invest, L.P. ("Co-Invest Fund"). Mr. Ross is the managing member of El Vedado, LLC, the general partner of WL Ross Group, L.P., which in turn is the managing member of WLR Recovery Associates IV LLC. WLR Recovery Associates IV LLC is the general partner of Co-Invest Fund. Accordingly, WLR Recovery Associates IV LLC, WL Ross Group, L.P., El Vedado, LLC and Mr. Ross may be deemed to share voting and dispositive power over the shares held directly by Co-Invest Fund. This Form 4 should be read with the Form 4 filed simultaneously for El Vedado LLC, WLR Recovery Fund III, L.P., WLR Recovery Associates III LLC and Wilbur L. Ross, Jr. for a full listing of all reporting persons * The undersigned, by signing his name hereto, does sign and execute this Form 4 pursuant to the Powers of Attorney executed by the above-named officers and managing members of the reporting companies and filed with the Securities and Exchange Commission on behalf of such officers and managing members. WLR RECOVERY FUND IV, L.P., By: WLR Recovery Associates IV LLC, its General Partner, By: WL Ross Group, L.P., its Managing Member, By: El Vedado, LLC its General Partner, By: * Wilbur L. Ross, Jr., its Managing Member 2013-06-03 WLR IV PARALLEL ESC, L.P., By: INVESCO WLR IV Associates LLC, its General Partner, By: Invesco Private Capital, Inc., its Managing Member, By: * Wilbur L. Ross, Jr., its Chief Executive Officer 2013-06-03 WLR/GS MASTER CO-INVESTMENT, L.P., By: WLR Master Co-Investment GP LLC, its General Partner, By: WL Ross Group, L.P., its Managing Member, By: El Vedado, LLC, its General Partner, By: * Wilbur L. Ross, Jr., its Managing Member 2013-06-03 WLR AGO CO-INVEST, L.P., By: WLR Recovery Associates IV LLC, its General Partner, By: WL Ross Group, L.P., its Managing Member, By: El Vedado, LLC its General Partner, By: * Wilbur L. Ross, Jr., its Managing Member 2013-06-03 INVESCO WLR IV ASSOCIATES LLC, By: Invesco Private Capital, Inc its Managing Member, By: * Wilbur L. Ross, Jr., its Chief Executive Officer 2013-06-03 INVESCO PRIVATE CAPITAL, INC., By: * Wilbur L. Ross, Jr., its Chief Executive Officer 2013-06-03 WLR RECOVERY ASSOCIATES IV LLC, By: WL Ross Group, L.P., its Managing Member, By: El Vedado, LLC, its General Partner, By: * Wilbur L. Ross, Jr., its Managing Member 2013-06-03 WLR MASTER CO-INVESTMENT GP LLC, By: WL Ross Group, L.P., its Managing Member, By: El Vedado, LLC, its General Partner, By: * Wilbur L. Ross, Jr., its Managing Member 2013-06-03 WL ROSS GROUP, L.P., By: El Vedado, LLC, its General Partner, By: * Wilbur L. Ross, Jr., its Managing Member 2013-06-03 /s/ Wilbur L. Ross, Jr. 2013-06-03