SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13G
(Rule 13d-102)
INFORMATION TO BE INCLUDED IN STATEMENTS FILED PURSUANT
TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO §240.13d-2(b)
TO §240.13d-1(b), (c) AND (d) AND AMENDMENTS THERETO FILED
PURSUANT TO §240.13d-2(b)
(Amendment No. __)*
ATLAS FINANCIAL HOLDINGS, INC.
(Name of Issuer)
Ordinary voting common shares, $0.003 par value per share
(Title of Class of Securities)
G06207115
(CUSIP Number)
June 10, 2019
(Date of Event Which Requires Filing of This Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule is filed:
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Rule 13d-1(b)
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| ☐ |
Rule 13d-1(c)
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Rule 13d-1(d)
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*The remainder of this cover page shall be filled out for a reporting person's initial filing on this form with respect
to the subject class of securities, and for any subsequent amendment containing information which would alter the disclosures provided in a prior cover page.
The information required in the remainder of this cover page shall not be deemed to be "filed" for the purpose of
Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).
(Continued on following page(s))
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CUSIP No. G06207115
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1
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NAME OF REPORTING PERSONS
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
American Financial Group, Inc.
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2
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CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
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(a) ☐
(b) ☒
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3
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SEC USE ONLY
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4
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CITIZENSHIP OR PLACE OF ORGANIZATION
United States of America - Ohio
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NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH
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5
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SOLE VOTING POWER
2,387,368(1)
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6
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SHARED VOTING POWER
0
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7
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SOLE DISPOSITIVE POWER
2,387,368(1)
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8
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SHARED DISPOSITIVE POWER
0
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9
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AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
2,387,368(1)
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10
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CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
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11
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PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
16.7%
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12
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TYPE OF REPORTING PERSON*
HC
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(1) See Item 4.
*SEE INSTRUCTIONS BEFORE FILLING OUT
| Item 1(a) |
Name of Issuer: Atlas Financial Holdings, Inc., a Cayman Islands corporation (the “Company”)
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| Item 1(b) |
Address of Issuer's Principal Executive Office: 953 American Lane, 3rd Floor, Schaumburg, IL 60173
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Item 2(a) Name of Person Filing: American Financial Group, Inc. (“AFG”)
Item 2(b) Address of Principal Business Office:
Great American Insurance Group Tower
301 East Fourth Street
Cincinnati, Ohio 45202
301 East Fourth Street
Cincinnati, Ohio 45202
Item 2(c) Citizenship: U.S.A. – Ohio
| Item 2(d) |
Title of Class of Securities: Ordinary voting common shares, $0.003 par value per share (the “Common Shares”)
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Item 2(e)
CUSIP Number: G06207115
| Item 3 |
If this Statement is Filed Pursuant to Rule 13d-1(b), or
13d-2(b), check whether the Person Filing is a: (g) a parent holding company or control person in accordance with
§240.13d-1(b)(1)(ii)(G).
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Item 4
Ownership:
| (a) |
See Item 9 of page 2. Represents warrants to purchase 2,387,368 Common Shares until June 10, 2024, under a Warrant Agreement dated June 10, 2019 (the “Warrant Agreement”), at an initial exercise price of $0.69 per share, with both the number of Common Shares subject to the Warrant Agreement and the
exercise price subject to adjustment as set forth in the Warrant Agreement.
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| (b) |
See Item 11 of page 2.
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| (c) |
See Items 5-8 of page 2.
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| Item 5 |
Ownership of 5% or Less of a Class: N/A
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| Item 6 |
Ownership of More Than 5% on Behalf of Another Person: N/A
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| Item 7 |
Identification and Classification of the Subsidiary which
Acquired the Security being Reported on by the Parent Holding Company:
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Great American Insurance Company (IC-Ohio)
| Item 8 |
Identification and Classification of Members of the Group: N/A
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| Item 9 |
Notice of Dissolution of Group: N/A
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| Item 10 |
Certification:
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By signing below I certify that, to the best of my knowledge and belief, the securities referred to
above were acquired and are held in the ordinary course of business and were not acquired and are not held for the purpose of or with the effect of changing or influencing the control of the issuer of the securities and were not acquired and are
not held in connection with or as a participant in any transaction having that purpose or effect, other than activities solely in connection with a nomination under §240.14a-11.
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.
June 14, 2019
June 14, 2019
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American Financial Group, Inc.
By:/s/ Mark A. Weiss
Name: Mark A. Weiss Title: Vice President |