Form 8-K Re: Sec 382


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
 
FORM 8-K
 
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OFTHE SECURITIES EXCHANGE ACT OF 1934
 
Date of Report (Date of earliest event reported):  July 24, 2013
 
Atlas Financial Holdings, Inc.
(Exact name of Registrant as specified in its charter)
 
 
 
 
Commission File Number
 
 
000-54627
 
 
 
 
 
CAYMAN ISLANDS
  
27-5466079

(State or other jurisdiction of
  
(I.R.S. Employer
incorporation or organization)
  
Identification No.)
 
 
150 NW POINT BOULEVARD
  
60007
Elk Grove Village, IL
  
(Zip Code)
(Address of principal executive offices)
  
 

Registrant's telephone number, including area code: (847) 472-6700

Not applicable
(Former name or former address, if changed since last report)
 
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
 
o            Written communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
o            Soliciting material to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
o            Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
o            Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))






Item 7.01. Regulation FD Disclosure
On July 22, 2013, Atlas Financial Holdings Inc. issued a press release which advises that, as a result of shareholder activity, a triggering event as determined under Section 382 of the Internal Revenue Code of 1986 ("IRC Section 382") has been reached. As a result, under IRC Section 382, the use of the Company's net operating loss and other carryforwards will be limited as a result of this "ownership change” for tax purposes, which is defined as a cumulative change of more than 50% during any three-year period by shareholders of the Company's shares.
The press release is furnished as Exhibit 99.1 to this report. The information contained in the press release is furnished and not filed pursuant to instruction B.2 of Form 8-K.

Item 9.01 – Financial Statements and Exhibits.

(d) Exhibits.  

Exhibit 99.1  Press Release issued by Atlas Financial Holdings, Inc., dated July 22, 2013






Signature

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.


Date: July 24, 2013
 
Atlas Financial Holdings, Inc.
 
 
 
 
By:  
/s/ Paul Romano
 
 
Name: Paul Romano
 
Title: Vice President and Chief Financial Officer