ALLIED WORLD ASSURANCE COMPANY HOLDINGS, AG (NYSE:AWH) Files An 8-K Other Events
Item8.01. Other Events.
On December23, 2016, Allied World Assurance Company Holdings, AG
(the Company) delivered a memorandum (the Memorandum) to its
staff concerning the previously announced entry by the Company
into an Agreement and Plan of Merger with Fairfax Financial
Holdings Limited. A copy of the Memorandum is attached hereto as
Exhibit99.1 and is incorporated by reference into this Item 8.01.
Additional Information About the Proposed Acquisition and
Where to Find It
This communication relates to a proposed acquisition of the
Company by Fairfax Financial Holdings Limited (Fairfax) that will
become the subject of a registration statement, which will
include a proxy statement/prospectus of the Company, to be filed
by Fairfax with the U.S. Securities and Exchange Commission (the
SEC) and which will provide full details of the proposed
acquisition and the attendant benefits and risks. This
communication is not a substitute for the proxy
statement/prospectus or any other document that the Company or
Fairfax may file with the SEC or send to their shareholders in
connection with the proposed acquisition. Investors and
security holders are urged to read the registration statement on
FormF-4, including the definitive proxy statement/prospectus, and
all other relevant documents filed with the SEC or sent to
shareholders as they become available because they will contain
important information about the proposed acquisition.
All documents, when filed, will be available free of charge at
the SECs website (www.sec.gov). You may also obtain these
documents at the Companys website (www.awac.com) or by contacting
Allied Worlds Corporate Secretary, attn.: Theodore Neos, at
Allied World Assurance Company Holdings, AG, Park Tower, 15th
floor, Gubelstrasse 24, 6300 Zug, Switzerland, or via e-mail at
[email protected] This communication does not constitute an
offer to sell or the solicitation of an offer to buy any
securities or a solicitation of any vote or approval.
Participants in the Solicitation
The Company, Fairfax and their respective directors and executive
officers may be deemed to be participants in any solicitation of
proxies in connection with the proposed acquisition. Information
about the Companys directors and executive officers is available
in the Companys proxy statement dated March10, 2016 for its 2016
annual general meeting of shareholders. Information about
Fairfaxs directors and executive officers is available in
Fairfaxs management proxy circular dated March11, 2016 for its
2016 annual general meeting of shareholders. Other information
regarding the participants in the proxy solicitation and a
description of their direct and indirect interests, by security
holdings or otherwise, will be contained in the definitive proxy
statement/prospectus and other relevant materials to be filed
with the SEC regarding the acquisition when they become
available. Investors should read the definitive proxy
statement/prospectus carefully when it becomes available before
making any voting or investment decisions.
Item9.01. Financial Statements and Exhibits.
Memorandum, dated December23, 2016.
About ALLIED WORLD ASSURANCE COMPANY HOLDINGS, AG (NYSE:AWH)
Allied World Assurance Company Holdings Ltd is a holding company. The Company provides property, casualty and specialty insurance and reinsurance solutions to clients around the world. It operates in three segments: North American Insurance, Global Markets Insurance and Reinsurance. It leases space in Australia, Bermuda, Canada, England, Hong Kong, Ireland, Labuan, Singapore and the United States. The North American Insurance segment consists of the Company’s direct insurance operations in the United States, Bermuda and Canada. The Global Markets Insurance segment includes all of the Company’s direct insurance operations outside of North America. The Reinsurance segment includes the reinsurance of property, general casualty, professional liability, specialty lines and property catastrophe coverage’s, including property catastrophe coverage written by other reinsurance companies. ALLIED WORLD ASSURANCE COMPANY HOLDINGS, AG (NYSE:AWH) Recent Trading Information
ALLIED WORLD ASSURANCE COMPANY HOLDINGS, AG (NYSE:AWH) closed its last trading session up +0.01 at 53.75 with 1,223,739 shares trading hands.