ITEM 1.01 Entry into a Material Definitive Agreement.
On June 2, 2021, Arch Capital Group Ltd. (the "Company") entered into a Purchase
Agreement pursuant to which the Company agreed to sell, and the underwriters
named therein agreed to purchase, subject to and upon terms and conditions set
forth therein, 20,000,000 depositary shares (the Depositary Shares), each of
which represents a 1/1,000th interest in a share of its 4.550% Non-Cumulative
Preferred Shares, Series G. The public offering price is $25 per Depositary
Share for an aggregate public offering price of $500,000,000. The offering was
made pursuant to an effective shelf registration statement and is expected to
close on June 11, 2021. A copy of the Purchase Agreement is attached to this
Current Report on Form 8-K as Exhibit 1.01 and is incorporated herein by
reference.
ITEM 8.01 Other Events.
On June 2, 2021, the Company issued a press release announcing the pricing of
its underwritten public offering of the Depositary Shares. A copy of this press
release is attached to this Current Report on Form 8-K as Exhibit 99.1 and is
incorporated herein by reference.
ITEM 9.01 Financial Statements and Exhibits.
(d): The following exhibits are being filed herewith.
EXHIBIT NO. DESCRIPTION
1.01 Purchase Agreement dated as of June 2, 2021 among the Company and BofA
Securities, Inc., J.P. Morgan Securities LLC, Morgan Stanley & Co. LLC, RBC
Capital Markets, LLC and Wells Fargo Securities, LLC, as representatives of
the several underwriters named therein.
99.1 Press Release dated June 2, 2021 announcing the Company's public offering of
Depositary Shares.
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