8-A12B 1 d691164d8a12b.htm FORM 8-A Form 8-A

 

 

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

 

 

OXBRIDGE RE HOLDINGS LIMITED

(Exact name of registrant as specified in its charter)

 

 

 

Cayman Islands   Not Applicable
(State of incorporation or organization)   (I.R.S. Employer Identification No.)

Landmark Square, Suite 1A, 64 Earth Close, P.O. Box 469, Grand Cayman, KY1-9006, Cayman Islands

(Address of principal executive offices) (Zip Code)

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

Units, with each Unit consisting of

one ordinary share and one warrant

  The NASDAQ Stock Market LLC
Ordinary Shares, $0.001 (USD) par value per share   The NASDAQ Stock Market LLC
Warrants to purchase ordinary shares   The NASDAQ Stock Market LLC

 

 

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: 333-193577

Securities to be registered pursuant to Section 12(g) of the Act:

None

(Title of class)

 

(Title of class)

 

 

 


INFORMATION REQUIRED IN REGISTRATION STATEMENT

Item 1. Description of Registrant’s Securities to be Registered.

The description of the units, the ordinary shares, and the warrants of Oxbridge Re Holdings Limited, a Cayman Islands exempted company (the “Registrant”), to be registered hereunder is contained under the caption “DESCRIPTION OF SECURITIES” in the prospectus constituting a part of the Registration Statement on Form S-1 filed by the Registrant with the Securities and Exchange Commission on January 27, 2014 (Registration No. 333-193577), as amended from time to time (the “Registration Statement”), which description is incorporated herein by reference.

Item 2. Exhibits.

 

Exhibit
No.

  

Description

3.1*    Second Amended and Restated Memorandum and Articles of Association of Oxbridge Re Holdings Limited.
4.1*    Form of Warrant Agreement between Oxbridge Re Holdings Limited and Broadridge Corporate Issuer Solutions, Inc.

 

* Incorporated by reference to the corresponding exhibit filed with the Registration Statement.


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.

 

    Oxbridge Re Holdings Limited
Date: March 10, 2014     By: /s/ Wrendon Timothy
    Wrendon Timothy
    Financial Controller and Secretary
    (Principal Accounting Officer and Principal Financial Officer)