TEXT-EXTRACT 2 filename2.txt UNITED STATES SECURITIES AND EXCHANGE COMMISSION WASHINGTON, D.C. 20549 DI VISION OF CORPORATI ON FI NANCE December 2, 2020 Via E-Mail Robert Mandell, Esq. Sidley Austin LLP 787 7th Ave New York, New York 10019 Re: Maiden Holdings, Ltd. Amended Schedule TO-I Filed November 20, 2020 SEC File No. 005-84099 Dear Mr. Mandell: We have reviewed your filing and have the following comments. Please respond to this letter by amending your filing, by providing the requested information, or by advising us when you will provide the requested response. If you do not believe our comments apply to your facts and circumstances or do not believe an amendment is appropriate, please tell us why in your response. After reviewing any amendment to your filing and the information you provide in response to these comments, we may have additional comments. Schedule TO-I 1. Please provide us your detailed legal analysis supporting your apparent conclusion that Rule 13e-3 does not apply to these tender offers. We remind you that the filing persons are responsible for the accuracy and adequacy of their disclosures, notwithstanding any review, comments, action or absence of action by the staff. Please direct any questions to me at (202) 551-3619. Sincerely, /s/Daniel F. Duchovny Daniel F. Duchovny Special Counsel Office of Mergers & Acquisitions