Insider filing report for Changes in Beneficial Ownership
- Schedule 13G & 13D forms are used to report a party's ownership of stock which exceeds 5% of a company's total stock issue.
- Schedule 13G is a shorter version of Schedule 13D with fewer reporting requirements.
"Insiders might sell their shares for any number of reasons, but they buy them for only one: they think the price will rise"
- Peter Lynch
What is insider trading>>
- Peter Lynch
What is insider trading>>
SECURITIES
AND EXCHANGE
COMMISSION
Washington,
D.C. 20549
SCHEDULE
13G
(Rule
13d-102)
INFORMATION
TO BE INCLUDED IN STATEMENTS FILED PURSUANT TO
RULES
13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED PURSUANT
TO
RULE
13d-2(b)
(Amendment
No. 2)
|
Assurant,
Inc.
|
|
(Name
of Issuer)
|
|
Common
Stock, $0.01 Par Value
|
|
(Title
of Class of Securities)
|
|
04621X
10 8
|
|
(CUSIP
Number)
|
|
December
31, 2007
|
|
(Date
of Event which Requires Filing of this
Statement)
|
Check
the
appropriate box to designate the rule pursuant to which this Schedule is
filed:
o Rule
13d-1(c)
x Rule
13d-1(d)
|
CUSIP
No. 04621X 10 8
|
13G
|
|
1
|
NAMES
OF REPORTING PERSONS
I.R.S.
IDENTIFICATION NO. OF ABOVE PERSONS (ENTITIES ONLY)
Fortis
Insurance N.V.
|
|
|
2
|
CHECK
THE APPROPRIATE BOX IF A MEMBER OF A GROUP
(a)
(b)
|
o
o
|
|
N/A
|
||
|
3
|
SEC
USE ONLY
|
|
|
4
|
CITIZENSHIP
OR PLACE OF ORGANIZATION
The
Netherlands
|
|
NUMBER
OF SHARES
BENEFICIALLY
OWNED BY
EACH
REPORTING PERSON
WITH
|
5
|
SOLE
VOTING POWER
4,147,440*
|
|
6
|
SHARED
VOTING POWER
0
|
|
|
7
|
SOLE
DISPOSITIVE POWER
4,147,440*
|
|
|
8
|
SHARED
DISPOSITIVE POWER
0
|
|
9
|
AGGREGATE
AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
4,147,440*
|
|
|
10
|
CHECK
BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN
SHARES
|
o
|
|
11
|
PERCENT
OF CLASS REPRESENTED BY AMOUNT IN ROW (9)
3.52%**
|
|
|
12
|
TYPE
OF REPORTING PERSON
CO
|
* See
also Item 4(a).
**
Based upon 117,909,170
shares outstanding at
November 1, 2007 as reported in the Form 10-Q of Assurant, Inc. as filed with
the U.S. Securities and Exchange Commission on November 9, 2007. See
also Item 4(b).
|
Item
1(a).
|
Name
of Issuer:
|
The
issuer
of the class of equity securities to which this statement relates is Assurant,
Inc.
|
Item
1(b).
|
Address
of Issuer’s Principal Executive
Offices:
|
The
principal executive offices of Assurant, Inc. are located at One Chase Manhattan
Plaza, 41st
Floor, New York, New York 10005.
|
Item
2(a).
|
Name
of Person Filing:
|
See
Item 1
of the cover page.
|
Item
2(b).
|
Address
of Principal Business Office or, if None,
Residence:
|
The
address of the principal business office and headquarters of Fortis Insurance
N.V. is Archimedeslaan 6, 3584 BA, Utrecht, The Netherlands.
|
Item
2(c).
|
Citizenship:
|
Fortis
Insurance N.V. is a public company with limited liability incorporated as a
naamloze vennootschap under Dutch law.
|
Item
2(d).
|
Title
of Class of Securities:
|
The
title
of the class of securities to which this statement relates is Common Stock,
$0.01 par value.
|
Item
2(e).
|
CUSIP
Number:
|
The
CUSIP
number is 04621X 10 8.
|
Item
3.
|
If
this Statement is Filed Pursuant to Rule 13d-1(b), or 13d-2(b) or
(c),
Check Whether the Person Filing is
a:
|
|
(a)
|
o
|
Broker
or dealer registered under Section 15 of the Exchange
Act;
|
|
(b)
|
o
|
Bank
as defined in Section 3(a)(6) of the Exchange Act;
|
|
(c)
|
o
|
Insurance
company as defined in Section 3(a)(19) of the Exchange
Act;
|
|
(d)
|
o
|
Investment
company registered under Section 8 of the Investment Company
Act;
|
|
(e)
|
o
|
An
investment adviser in accordance with Rule
13d-1(b)(1)(ii)(E);
|
|
(f)
|
o
|
An
employee benefit plan or endowment fund in accordance with Rule
13d-1(b)(1)(ii)(F);
|
|
(g)
|
o
|
A
parent holding company or control person in accordance with Rule
13d-1(b)(1)(ii)(G);
|
|
(h)
|
o
|
A
savings association as defined in Section 3(b) of the Federal Deposit
Insurance Act;
|
|
(i)
|
o
|
A
church plan that is excluded from the definition of an investment
company
under section 3(c)(14) of the Investment Company Act;
|
|
(j)
|
o
|
Group,
in accordance with Rule 13d-1(b)(1)(ii)(J).
|
If
this
statement is filed pursuant to Rule 13d-1(c), check this box. o
|
Item
4.
|
Ownership.
|
Provide
the following information regarding the aggregate number and percentage of
the
class of securities of issuer identified in Item 1.
|
|
(a)
|
Amount
beneficially owned: As of December 31, 2007, Fortis Insurance N.V.
beneficially owned 22,999,130 shares of common stock of Assurant,
Inc.
|
On
28
January 2008, Fortis Insurance N.V. delivered 18,851,690 shares of common stock
of Assurant, Inc. in satisfaction of its obligations under US$774,149,000
aggregate amount of 7.75% mandatorily exchangeable bonds.
As
of the
date hereof, Fortis Insurance N.V. beneficially owns 4,147,440 shares of common
stock of Assurant, Inc.
|
|
(b)
|
Percent
of class: As of the date hereof, Fortis Insurance N.V.
beneficially owns less than 5% of the common stock of Assurant,
Inc.
|
|
|
(c)
|
Number
of shares as to which such person
has:
|
|
(i)
|
Sole
power to vote or to direct the vote: See Item 5 of the cover
page.
|
|
(ii)
|
Shared
power to vote or to direct the vote: See Item 6 of the cover
page.
|
|
(iii)
|
Sole
power to dispose or to direct the disposition of: See Item 7 of
the cover page.
|
|
(iv)
|
Shared
power to dispose or to direct the disposition of: See Item 8 of
th
e cover page.
|
|
Item
5.
|
Ownership
of Five Percent or Less of a
Class.
|
If
this
statement is being filed to report the fact that as of the date hereof the
reporting person has ceased to be the beneficial owner of more than five percent
of the class of securities, check the following x
|
Item
6.
|
Ownership
of More than Five Percent on Behalf of Another
Person.
|
Not
applicable
|
Item
7.
|
Identification
and Classification of the Subsidiary Which Acquired the Security
Being
Reported on by the Parent Holding
Company.
|
Not
applicable
|
Item
8.
|
Identification
and Classification of Members of the
Group.
|
Not
applicable
|
Item
9.
|
Notice
of Dissolution of Group.
|
Not
applicable
|
Item
10.
|
Certifications.
|
Not
applicable.
SIGNATURE
After
reasonable inquiry and to the best of my knowledge and belief, I certify that
the information set forth in this statement is true, complete and
correct.
|
FORTIS
INSURANCE N.V.
February
11, 2008
|
|
|
(Date)
|
|
|
/s/
Joost Hermans
|
|
|
(Signature)
|
|
|
Joost
Hermans, Attorney-in-Fact
|
|
|
(Name/Title)
|
|
FORTIS
INSURANCE N.V.
February
11, 2008
|
|
|
(Date)
|
|
|
/s/
Pierre-Henri Bagon
|
|
|
(Signature)
|
|
|
Pierre-Henri
Bagon, Attorney-in-Fact
|
|
|
(Name/Title)
|
The
original statement shall be signed by each person on whose behalf the statement
is filed or his authorized representative. If the statement is signed
on behalf of a person by his authorized representative (other than an executive
officer or general partner of the filing person), evidence of the
representative’s authority to sign on behalf of such person shall be filed with
the statement, provided, however, that a power of attorney for this purpose
which is already on file with the Commission may be incorporated by
reference. The name and any title of each person who signs the
statement shall be typed or printed beneath his signature.
Attention. Intentional
misstatements or omissions of fact constitute federal criminal violations
(see 18 U.S.C. 1001).
POWER
OF ATTORNEY
The
undersigned:
Fortis
Insurance N.V., a Dutch company with limited liability (“naamloze
vennootschap”) with its registered office at Archimedeslaan 6, 3584 BA Utrecht
(hereinafter referred to as “Fortis Insurance”)
validly
represented by Messrs. J.P. Votron and G. Mittler, pursuant to powers delegated
in a resolution of its Executive Board of 10 January 2005 and in accordance
with
article 16.1 of its articles of association,
hereby
grants special power of attorney to:
any
of
Betty Keutgen, Jean Dessain, Pierre-Henri Bagon, Joost Hermans and Paul Goris,
with power to act individually and with authority to further
delegate,
to
execute
and deliver in the name and on behalf of Fortis Insurance a purchase agreement
relating to the issue by Fortis Insurance of mandatorily exchangeable secured
unsubordinated bonds with a maximum principal amount equal to the aggregate
stock price of approximately 23 million Assurant, Inc. shares (or a greater
amount) calculated at the launch of the bond issue increased by 10% (the
“Bonds”), such purchase agreement to be entered into between Fortis Insurance,
Fortis SA/NV, Fortis N.V. and Assurant, Inc. on the one hand, and Morgan Stanley
& Co. Incorporated and the several managers named in Schedule A to the
agreement, on the other hand (further referred to as the “Purchase
Agreement”),
to
execute
and deliver in the name and on behalf of Fortis Insurance, together with Fortis
SA/NV and Fortis N.V. as Co-Guarantors and The Bank of New York as Indenture
Trustee, an indenture relating to the issue of the Bonds (the
“Indenture”),
to
execute
and deliver in the name and on behalf of Fortis Insurance, together with The
Bank of New York as Collateral Agent, Indenture Trustee and Securities
Intermediary, a collateral agreement relating to the Bonds (the “Collateral
Agreement”),
to
execute
and deliver in the name and on behalf of Fortis Insurance the Bonds which are
initially in the form of one or more global certificates
and,
in
general,
|
(i)
|
to
sign and deliver on behalf of Fortis Insurance all officers’ certificates
and such other agreements, undertakings, letters, documents, instruments
and papers deemed necessary or advisable for Fortis Insurance to
become a
party to the Purchase Agreement, the Indenture, the Collateral Agreement
and the Bonds (collectively the “Agreements”) or to fulfil its obligations
under such Agreements,
|
|
(ii)
|
to
sign and deliver all documents and take any and all action on behalf
of
Fortis Insurance in connection with or incidental to the Agreements
between the date hereof and until 45 days following the maturity
date of
the Bonds, including any necessary filings with the US Securities
and
Exchange Commission, and
|
|
(iii)
|
to
do whatever may be necessary or advisable on behalf of Fortis Insurance
for the Bond Issue to be effected as
contemplated.
|
This
power
of attorney is governed by and construed in accordance with the laws of The
Netherlands and remains valid and in force until the day which is 45 days
following the maturity date of the Bonds.
This
power
of attorney may be executed in counterparts, all counterparts together
constituting a single power of attorney.
Made
in
Brussels, on 25 January, 2008.
|
By:
|
/s/
G. Mittler
|
By:
|
/s/
J.P. Votron
|
||
|
G.
Mittler
Member
of the Board
|
J.P.
Votron
Chairman
of the Board
|