Form D/A

View Original Filing

Notice of Exempt Offering of Securities

Item 1. Issuer's Identity

Name of Issuer:
ESSENT GROUP LTD.
Jurisdiction of Incorporation/Organization
BE
Year of Incorporation/Organization
2008

Previous Name(s)

  • ESSENT GROUP LTD.
Entity Type
CORPORATION

Item 2 Issuer Principal Place of Business and Contact Information

CLARENDON HOUSE
2 CHURCH STREET
HAMILTON HM 11, D0 HM 11
Phone Number: subscription required

Item 3. Related Persons

Name
MARK CASALE
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
WILLIAM SPIEGEL
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
ROBERT GLANVILLE
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
ALLAN LEVINE
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
KEVIN GASVODA
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
FRANK SICA
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
HOWARD NEWMAN
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
JOHN D NICHOLS, JR.
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
CHRISTOPHER LINNEMAN
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
LAWRENCE MCALEE
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
MARY GIBBONS
Address
subscription required
Relationship(s)
  • EXECUTIVE OFFICER
Clarification of Response

Item 3. Related Persons

Name
RAJIV KAMILLA
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 3. Related Persons

Name
JOSEPH HISSONG
Address
subscription required
Relationship(s)
  • DIRECTOR
Clarification of Response

Item 4. Industry Group

INSURANCE

Item 5. Issuer Size

Revenue Range (for issuer not specifying "hedge" or "other investment" fund in Item 4 above)
DECLINE TO DISCLOSE

Item 6. Federal Exemptions and Exclusions Claimed

Item 7. Type of Filing

Amendment
Date of First Sale in this Offering:
02/26/2009

Item 8. Duration of Offering

Does the issuer intend this offering to last more than one year?
Yes

Item 9. Type(s) of Securities Offered

  • Equity

Item 10. Business Combination Transaction

Is this offering being made in connection with a business combination transaction, such as a merger, acquisition or exchange offer?
No
Clarification of Response

Item 11. Minimum Investment

Minimum Investment accepted from any outside investor
0

Item 12. Sales Compensation

Recipient
MACQUARIE CAPITAL (USA) INC.
Recipient CRD Number
36368
(Associated) Broker or Dealer)
NONE
(Associated) Broker or Dealer CRD Number
NONE
Address
125 WEST 55TH STREET
NEW YORK, NY 10019
States of Solicitation
  • NY
  • PA

Item 13. Offering and Sales Amounts

Total Offering Amount
600170000
Total Amount Sold
223843359
Total Remaining to be Sold
376326641
Clarification of Response
INITIALLY IT WAS NOT INTENDED TO ACCEPT NEW SUBSCRIPTIONS MORE THAN 12 MONTHS AFTER THE INITIAL OFFERING, HOWEVER, A NEW INVESTOR EXPRESSED INTEREST AND WAS ACCEPTED. THE ENTIRE OFFERING HAS BEEN SUBSCRIBED, BUT THE SALES ARE SUBJECT TO CAPITAL CALLS.

Item 14. Investors

Securities in the offering have been or may be sold to persons who do not qualify as accredited investors,
Number of non-accredited investors who already have invested in the offering:
Total number of investors who already have invested in the offering:
25

Item 15. Sales Commissions and Finders' Fees Expenses

Sales Commissions:
0.0
Finders' Fees
5190000.0 Is an estimate
Clarification of Response
MAXIMUM AMOUNT OF FEE IS CONTINGENT UPON ADDITIONAL CAPITAL CALLS.

Item 16. Use of Proceeds

Provide the amount of the gross proceeds of the offering that has been or is proposed to be used for payments to any of the persons required to be named as executive officers,directors or promoters in response to Item 3 above.
3500000.0 Is an estimate
Clarification of Response
INCLUDES ACTUAL CASH COMPENSATION FOR NAMED OFFICERS TO DATE PLUS PROJECTED CASH COMPENSATION THROUGH 12/31/10.

Signature and Submission

Issuer Name
ESSENT GROUP LTD.
Issuer Signature
MARK CASALE
Signer Name
MARK CASALE
Signer Title
CHIEF EXECUTIVE OFFICER
Signature Date
04/13/2010

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