UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
|
OMB APPROVAL
|
|
OMB Number:3235-0145
Expires: February 28, 2009
Estimated average burden
hours per response… 10.4
|
||
Aspen Insurance Holdings Limited
|
Common Stock
|
G05384105
|
December 31, 2010
|
(Date of Event which Requires Filing of this Statement)
|
1
|
Names of Reporting Persons.
Greenlight Capital, L.L.C.
|
||
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a) [ ]
|
|||
(b) [ ]
|
|||
3
|
SEC Use Only
|
||
4
|
Citizenship or Place of Organization.
Delaware
|
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5 Sole Voting Power
0 shares
|
||
6 Shared Voting Power
1,496,328 shares
|
|||
7 Sole Dispositive Power
0 shares
|
|||
8 Shared Dispositive Power
1,496,328 shares
|
9
|
Aggregate Amount Beneficially Owned by Each Reporting Person
1,496,328 shares
|
||
10
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
|
||
11
|
Percent of Class Represented by Amount in Row (9)
2.1%**
|
||
12
|
Type of Reporting Person (See Instructions)
OO
|
1
|
Names of Reporting Persons.
Greenlight Capital, Inc.
|
||
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a) [ ]
|
|||
(b) [ ]
|
|||
3
|
SEC Use Only
|
||
4
|
Citizenship or Place of Organization.
Delaware
|
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5 Sole Voting Power
0 shares
|
||
6 Shared Voting Power
3,333,452 shares
|
|||
7 Sole Dispositive Power
0 shares
|
|||
8 Shared Dispositive Power
3,333,452 shares
|
9
|
Aggregate Amount Beneficially Owned by Each Reporting Person
3,333,452 shares
|
||
10
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
|
||
11
|
Percent of Class Represented by Amount in Row (9)
4.7%**
|
||
12
|
Type of Reporting Person (See Instructions)
CO
|
**SEE ITEM 4(b).
|
1
|
Names of Reporting Persons.
DME Management GP, LLC
|
||
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a) [ ]
|
|||
(b) [ ]
|
|||
3
|
SEC Use Only
|
||
4
|
Citizenship or Place of Organization.
Delaware
|
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5 Sole Voting Power
0 shares
|
||
6 Shared Voting Power
169,105 shares
|
|||
7 Sole Dispositive Power
0 shares
|
|||
8 Shared Dispositive Power
169,105 shares
|
9
|
Aggregate Amount Beneficially Owned by Each Reporting Person
169,105 shares
|
||
10
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
|
||
11
|
Percent of Class Represented by Amount in Row (9)
0.2%**
|
||
12
|
Type of Reporting Person (See Instructions)
OO
|
**SEE ITEM 4(b).
|
1
|
Names of Reporting Persons.
DME Advisors, LP
|
||
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a) [ ]
|
|||
(b) [ ]
|
|||
3
|
SEC Use Only
|
||
4
|
Citizenship or Place of Organization.
Delaware
|
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5 Sole Voting Power
0 shares
|
||
6 Shared Voting Power
547,378 shares
|
|||
7 Sole Dispositive Power
0 shares
|
|||
8 Shared Dispositive Power
547,378 shares
|
9
|
Aggregate Amount Beneficially Owned by Each Reporting Person
547,378 shares
|
||
10
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
|
||
11
|
Percent of Class Represented by Amount in Row (9)
0.8%**
|
||
12
|
Type of Reporting Person (See Instructions)
PN
|
**SEE ITEM 4(b).
|
1
|
Names of Reporting Persons.
DME Capital Management, LP
|
||
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a) [ ]
|
|||
(b) [ ]
|
|||
3
|
SEC Use Only
|
||
4
|
Citizenship or Place of Organization.
Delaware
|
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5 Sole Voting Power
0 shares
|
||
6 Shared Voting Power
259,170 shares
|
|||
7 Sole Dispositive Power
0 shares
|
|||
8 Shared Dispositive Power
259,170 shares
|
9
|
Aggregate Amount Beneficially Owned by Each Reporting Person
259,170 shares
|
||
10
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
|
||
11
|
Percent of Class Represented by Amount in Row (9)
0.4%**
|
||
12
|
Type of Reporting Person (See Instructions)
PN
|
**SEE ITEM 4(b).
|
1
|
Names of Reporting Persons.
DME Advisors GP, LLC
|
||
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a) [ ]
|
|||
(b) [ ]
|
|||
3
|
SEC Use Only
|
||
4
|
Citizenship or Place of Organization.
Delaware
|
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5 Sole Voting Power
0 shares
|
||
6 Shared Voting Power
806,548 shares
|
|||
7 Sole Dispositive Power
0 shares
|
|||
8 Shared Dispositive Power
806,548 shares
|
9
|
Aggregate Amount Beneficially Owned by Each Reporting Person
806,548 shares
|
||
10
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
|
||
11
|
Percent of Class Represented by Amount in Row (9)
1.1%**
|
||
12
|
Type of Reporting Person (See Instructions)
OO
|
**SEE ITEM 4(b).
|
1
|
Names of Reporting Persons.
David Einhorn
|
||
2
|
Check the Appropriate Box if a Member of a Group (See Instructions)
|
||
(a) [ ]
|
|||
(b) [ ]
|
|||
3
|
SEC Use Only
|
||
4
|
Citizenship or Place of Organization.
U.S. Citizen
|
Number
of Shares
Beneficially
Owned by
Each
Reporting
Person With
|
5 Sole Voting Power
0 shares
|
||
6 Shared Voting Power
4,140,000 shares
|
|||
7 Sole Dispositive Power
0 shares
|
|||
8 Shared Dispositive Power
4,140,000 shares
|
9
|
Aggregate Amount Beneficially Owned by Each Reporting Person
4,140,000 shares
|
||
10
|
Check if the Aggregate Amount in Row (9) Excludes Certain Shares (See Instructions) [ ]
|
||
11
|
Percent of Class Represented by Amount in Row (9)
5.9%**
|
||
12
|
Type of Reporting Person (See Instructions)
IN
|
**SEE ITEM 4(b).
|
Item 1
|
(a)
|
Name of Issuer
|
Aspen Insurance Holdings Limited
|
|
(b)
|
Address of Issuer’s Principal Executive Offices
|
Maxwell Roberts Building
1 Church Street
Hamilton, Bermuda HM11
|
Item 2
|
(a)
|
Name of Person Filing
|
This statement is being filed on behalf of each of the following persons:
(i) Greenlight Capital, L.L.C.;
(ii) Greenlight Capital, Inc.;
(iii) DME Management GP, LLC;
(iv) DME Advisors, LP;
(v) DME Capital Management, LP;
(vi) DME Advisors GP, LLC; and
(vii) David Einhorn.
|
|
(b)
|
Address of Principal Business Office or, if none, Residence
|
The principal business office of each the Reporting Persons is 140 East 45th Street, 24th Floor, New York, New York 10017.
|
(c)
|
Citizenship
|
(i) Greenlight LLC is a limited liability company organized under the laws of the State of Delaware.
(ii) Greenlight Inc. is a corporation organized under the laws of the State of Delaware.
(iii) DME Management GP is a limited liability company organized under the laws of the State of Delaware.
(iv) DME Advisors, LP is a limited partnership organized under the laws of the State of Delaware.
(v) DME Capital Management, LP is a limited partnership organized under the laws of the State of Delaware.
(vi) DME GP is a limited liability company organized under the laws of the State of Delaware.
(vii) David Einhorn is a United States citizen.
|
|
(d)
|
Title of Class of Securities
|
Common Stock, 0.15144558¢ par value per share
|
|
(e)
|
CUSIP Number
|
|
G05384105
|
Item 3
|
If this statement is filed pursuant to §§240.13d-1(b) or 240.13d-2(b) or (c), check whether the person filing is a:
|
(a)
|
[ ]
|
Broker or dealer registered under section 15 of the Act (15 U.S.C. 78o);
|
(b)
|
[ ]
|
Bank as defined in section 3(a)(6) of the Act (15 U.S.C. 78c);
|
(c)
|
[ ]
|
Insurance Company as defined in Section 3(a)(19) of the Act;
|
(d)
|
[ ]
|
Investment company registered under section 8 of the Investment Company Act of 1940 (15 U.S.C 80a-8);
|
(e)
|
[ ]
|
An investment adviser in accordance with §240.13d-1(b)(1)(ii)(E);
|
(f)
|
[ ]
|
An employee benefit plan or endowment fund in accordance with §240.13d-1(b)(1)(ii)(F);
|
(g)
|
[ ]
|
A parent holding company or control person in accordance with § 240.13d-1(b)(1)(ii)(G);
|
(h)
|
[ ]
|
A savings associations as defined in Section 3(b) of the Federal Deposit Insurance Act (12 U.S.C. 1813);
|
(i)
|
[ ]
|
A church plan that is excluded from the definition of an investment company under section 3(c)(14) of the Investment Company Act of 1940 (15 U.S.C. 80a-3);
|
(j)
|
[ ]
|
A non-U.S. institution in accordance with §240.13d–1(b)(1)(ii)(J);
|
(k)
|
[ ]
|
Group, in accordance with §240.13d-1(b)(1)(ii)(K).
|
Item 4(a)
|
Amount Beneficially Owned:
|
|
i)
|
Greenlight LLC may be deemed the beneficial owner of an aggregate of 1,496,328 shares of Common Stock held for the accounts of Greenlight Fund and Greenlight Qualified.
|
|
ii)
|
Greenlight Inc. may be deemed the beneficial owner of an aggregate of 3,333,452 shares of Common Stock held for the accounts of Greenlight Fund, Greenlight Qualified and Greenlight Offshore.
|
|
iii)
|
DME Management GP may be deemed the beneficial owner of 169,105 shares of Common Stock held for the account of Greenlight Gold.
|
|
iv)
|
DME Advisors may be deemed the beneficial owner of 547,378 shares of Common Stock held for the account of the Managed Account.
|
|
v)
|
DME CM may be deemed the beneficial owner of 259,170 shares of Common Stock held for the accounts of Greenlight Gold and Greenlight Gold Offshore.
|
|
vi)
|
DME GP may be deemed the beneficial owner of 806,548 shares of Common Stock held for the accounts of Greenlight Gold, Greenlight Gold Offshore and the Managed Account.
|
|
vii)
|
Mr. Einhorn may be deemed the beneficial owner of 4,140,000 shares of Common Stock. This number consists of: (A) an aggregate of 1,496,328 shares of Common Stock held for the accounts of Greenlight Fund and Greenlight Qualified, (B) 1,837,124 shares of Common Stock held for the account of Greenlight Offshore, (C) 169,105 shares of Common Stock held for the account of Greenlight Gold, (D) 90,065 shares of Common Stock held for the account of Greenlight Gold Offshore, and (E) 547,378 shares of Common Stock held for the Managed Account.
|
Item 4(b)
|
Percent of Class:
|
Item 5
|
Ownership of Five Percent or Less of a Class
|
Item 6
|
Ownership of More than Five Percent on Behalf of Another Person
|
Item 7
|
Identification and Classification of the Subsidiary Which Acquired the Security Being Reported on By the Parent Holding Company
|
Item 8
|
Identification and Classification of Members of the Group
|
Item 9
|
Notice of Dissolution of Group
|
Item 10
|
Certification
|