SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
SCHEDULE 13D/A
(Amendment No. 7)
Under the Securities Exchange Act of 1934
(Name of Issuer)
(Title of Class of Securities)
(CUSIP Number)
Peter Clarke
Vice President and Chief Operating Officer
Fairfax Financial Holdings Limited
95 Wellington Street West, Suite 800
Toronto, Ontario, Canada, M5J 2N7
Telephone: (416) 367-4941
(Name, Address and Telephone Number of Person Authorized to Receive Notices and Communications)
- With a copy to -
Jason R. Lehner
Shearman & Sterling LLP
Commerce Court West
199 Bay Street, Suite 4405
Toronto, Ontario M5L 1E8
Telephone (416) 360-8484
(Date of Event which Requires Filing of this Statement)
If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.
The information required on 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).
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) V. PREM WATSA |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION CANADIAN |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 126,251,819 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 126,251,819 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 126,251,819 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 46.5% |
14 | TYPE OF REPORTING PERSON IN |
| | | | | |
2
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) THE SECOND 810 HOLDCO LTD. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION CANADA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 126,251,819 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 126,251,819 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 126,251,819 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 46.5% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
3
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) THE SECOND 1109 HOLDCO LTD. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION CANADA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 125,573,798 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 125,573,798 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 125,573,798 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 46.3% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
4
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) THE SIXTY TWO INVESTMENT COMPANY LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION BRITISH COLUMBIA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 125,573,798 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 125,573,798 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 125,573,798 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 46.3% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
5
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FAIRFAX FINANCIAL HOLDINGS LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION CANADA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 125,573,798 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 125,573,798 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 125,573,798 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 46.3% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
6
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FFHL GROUP LTD. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION CANADA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 84,528,479 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER
84,528,479 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 84,528,479 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 31.1% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
7
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FAIRFAX (BARBADOS) INTERNATIONAL CORP. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION BARBADOS |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 17,638,174 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 17,638,174 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,638,174 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.5% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
8
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) WENTWORTH INSURANCE COMPANY LTD. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION BARBADOS |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 14,475,809 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 14,475,809 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,475,809 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.3% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
9
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) TIG INSURANCE (BARBADOS) LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION BARBADOS |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 17,513,977 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 17,513,977 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 17,513,977 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.5% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
10
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) THE SIXTY THREE FOUNDATION |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION CANADA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 0 |
9 | SOLE DISPOSITIVE POWER 231,922 |
10 | SHARED DISPOSITIVE POWER 0 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 231,922 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.1% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
11
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FAIRFAX (US) INC. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 51,903,958 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 51,903,958 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 51,903,958 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 19.1% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
12
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ODYSSEY US HOLDINGS INC. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 36,412,410 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 36,412,410 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 36,412,410 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.4% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
13
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ODYSSEY GROUP HOLDINGS, INC. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). �� ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 36,412,410 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 36,412,410 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 36,412,410 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 13.4% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
14
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ODYSSEY REINSURANCE COMPANY |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION CONNECTICUT |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 23,039,983 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 23,039,983 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 23,039,983 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 8.5% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
15
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) GREYSTONE INSURANCE COMPANY |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION CONNECTICUT |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 2,120,890 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 2,120,890 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,120,890 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.8% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
16
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) NEWLINE HOLDINGS UK LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND AND WALES |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 712,182 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 712,182 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 712,182 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.3% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
17
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) NEWLINE CORPORATE NAME LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND AND WALES |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 712,182 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 712,182 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 712,182 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.3% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
18
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) HUDSON INSURANCE COMPANY |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 1,855,779 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 1,855,779 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 1,855,779 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.7% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
19
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) HUDSON SPECIALTY INSURANCE COMPANY |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION NEW YORK |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 265,111 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 265,111 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 265,111 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.1% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
20
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) 1102952 B.C. UNLIMITED LIABILITY COMPANY |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION BRITISH COLUMBIA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 28,313,396 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 28,313,396 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,313,396 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.4% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
21
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY HOLDINGS, LTD. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION BERMUDA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 28,313,396 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 28,313,396 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,313,396 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.4% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
22
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY HOLDINGS I, LTD |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION BERMUDA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 28,313,396 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 28,313,396 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,313,396 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.4% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
23
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY, LTD |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION BERMUDA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 28,313,396 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 28,313,396 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 28,313,396 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 10.4% |
14 | TYPE OF REPORTING PERSON IC |
| | | | | |
24
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE HOLDINGS (IRELAND) LTD |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION BERMUDA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 16,784,079 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 16,784,079 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 16,784,079 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 6.2% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
25
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE HOLDINGS (U.S.) INC. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 14,132,967 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 14,132,967 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,132,967 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.2% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
26
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD INSURANCE COMPANY |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). �� ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION NEW HAMPSHIRE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 14,132,967 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 14,132,967 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 14,132,967 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 5.2% |
14 | TYPE OF REPORTING PERSON IC |
| | | | | |
27
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) AW UNDERWRITERS INC. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 4,483,239 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 4,483,239 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,483,239 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.7% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
28
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD SPECIALTY INSURANCE COMPANY |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 4,483,239 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 4,483,239 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,483,239 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.7% |
14 | TYPE OF REPORTING PERSON IC |
| | | | | |
29
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD SURPLUS LINES INSURANCE COMPANY |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION ARKANSAS |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 646,871 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 646,871 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 646,871 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.2% |
14 | TYPE OF REPORTING PERSON IC |
| | | | | |
30
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY, AG |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION SWITZERLAND |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 2,120,890 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 2,120,890 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,120,890 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.8% |
14 | TYPE OF REPORTING PERSON IC |
| | | | | |
31
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY (EUROPE) DAC |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION IRELAND |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 530,222 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 530,222 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 530,222 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.2% |
14 | TYPE OF REPORTING PERSON IC |
| | | | | |
32
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY (U.S.) INC. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 646,871 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 646,871 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 646,871 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.2% |
14 | TYPE OF REPORTING PERSON IC |
| | | | | |
33
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) CRUM & FORSTER HOLDINGS CORP. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 7,715,390 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 7,715,390 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,715,390 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.8% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
34
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) UNITED STATES FIRE INSURANCE COMPANY |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 7,715,390 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 7,715,390 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 7,715,390 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.8% |
14 | TYPE OF REPORTING PERSON IC |
| | | | | |
35
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ADVENT CAPITAL (HOLDINGS) LTD |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND AND WALES |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 334,428 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 334,428 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 334,428 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.1% |
14 | TYPE OF REPORTING PERSON IC |
| | | | | |
36
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ADVENT CAPITAL (NO. 3) LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND AND WALES |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 334,428 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 334,428 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 334,428 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.1% |
14 | TYPE OF REPORTING PERSON IC |
| | | | | |
37
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ZENITH NATIONAL INSURANCE CORP. |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION DELAWARE |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 3,011,122 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 3,011,122 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,011,122 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.1% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
38
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ZENITH INSURANCE COMPANY |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION CALIFORNIA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 3,011,122 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 3,011,122 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,011,122 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.1% |
14 | TYPE OF REPORTING PERSON IC |
| | | | | |
39
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) RIVERSTONE HOLDINGS LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION UNITED KINGDOM |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 6,246,579 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 6,246,579 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 6,246,579 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.3% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
40
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) RIVERSTONE INSURANCE (UK) LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION UNITED KINGDOM |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 5,802,341 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 5,802,341 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 5,802,341 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 2.1% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
41
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) RIVERSTONE CORPORATE CAPITAL LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION UNITED KINGDOM |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 444,238 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 444,238 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 444,238 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 0.2% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
42
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) BRIT LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND AND WALES |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 8,739,768 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 8,739,768 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,739,768 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.2% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
43
CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) BRIT INSURANCE HOLDINGS LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND AND WALES |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 8,739,768 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 8,739,768 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 8,739,768 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 3.2% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
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CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) BRIT REINSURANCE (BERMUDA) LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION BERMUDA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 3,456,318 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 3,456,318 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 3,456,318 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.3% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
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CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) BRIT SYNDICATES LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND AND WALES |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 2,593,850 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 2,593,850 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,593,850 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.0% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
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CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) BRIT UW LIMITED |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION ENGLAND AND WALES |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 2,689,600 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 2,689,600 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 2,689,600 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.0% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
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CUSIP No. Y0436Q109 | 13D | |
1 | Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) TIG INSURANCE COMPANY |
2 | CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP (a) ¨ (b) x |
3 | SEC USE ONLY |
4 | SOURCE OF FUNDS OO |
5 | CHECK BOX IF DISCLOSURE OF LEGAL PROCEEDINGS IS REQUIRED PURSUANT TO ITEM 2(D) OR 2(E). ¨ |
6 | CITIZENSHIP OR PLACE OF ORGANIZATION CALIFORNIA |
NUMBER OF SHARES BENEFICIALLY OWNED BY EACH REPORTING PERSON WITH | 7 | SOLE VOTING POWER 0 |
8 | SHARED VOTING POWER 4,765,036 |
9 | SOLE DISPOSITIVE POWER 0 |
10 | SHARED DISPOSITIVE POWER 4,765,036 |
11 | AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON 4,765,036 |
12 | CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (11) EXCLUDES CERTAIN SHARES ¨ |
13 | PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW (11) 1.8% |
14 | TYPE OF REPORTING PERSON CO |
| | | | | |
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Explanatory note
Pursuant to Rule 13d-2 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), this Amendment No. 7 to Schedule 13D (this “Amendment No. 7”) amends and supplements the statement on Schedule 13D filed with the United States Securities and Exchange Commission (the “SEC”) on February 26, 2018 (as amended and supplemented prior to the date hereof, the “Original Schedule 13D” and, as amended and supplemented by this Amendment No. 7, the “Schedule 13D”) with respect to Class A common shares of Seaspan Corporation (“Seaspan”), the predecessor of Atlas Corp., a Marshall Islands corporation (“Atlas”).
This Amendment No. 7 is filed in connection with Atlas issuing 23,418,798 of its common shares, par value $0.01 (the “Atlas Common Shares”), to Fairfax Financial Holdings Limited and certain of its affiliates (collectively, “Fairfax”) on February 28, 2020.
The following amendments to Items 2, 4, 5, 6 and 7 of the Original Schedule 13D are hereby made:
Item 2. Identity and Background.
Item 2 of the Original Schedule 13D is hereby amended and restated in its entirety to read as follows:
“This statement is being jointly filed by the following persons (collectively, the “Reporting Persons”):
1. V. Prem Watsa, an individual, is a citizen of Canada and is the Chairman and Chief Executive Officer of Fairfax Financial Holdings Limited. Mr. Watsa’s business address is 95 Wellington Street West, Suite 800, Toronto, Ontario M5J 2N7;
2. The Second 810 Holdco Ltd. (“810 Holdco”), a corporation incorporated under the laws of Canada, is a holding company. The principal business and principal office address of 810 Holdco is 95 Wellington Street West, Suite 800, Toronto, Ontario, M5J 2N7.
3. The Second 1109 Holdco Ltd. (“Holdco”), a corporation incorporated under the laws of Canada, is controlled by V. Prem Watsa. The principal business of Holdco is as an investment holding company. The principal business address and principal office address of Holdco is 95 Wellington Street West, Suite 800, Toronto, Ontario M5J 2N7;
4. The Sixty Two Investment Company Limited (“Sixty Two”), a corporation incorporated under the laws of British Columbia, is controlled by V. Prem Watsa. The principal business of Sixty Two is as an investment holding company. The principal business address and principal office address of Sixty Two is 1600 Cathedral Place, 925 West Georgia St., Vancouver, British Columbia V6C 3L2;
5. Fairfax Financial Holdings Limited (“Fairfax Holdings”), a corporation incorporated under the laws of Canada, is controlled by V. Prem Watsa. Fairfax is a holding company. The principal business address and principal office address of Fairfax is 95 Wellington Street West, Suite 800, Toronto, Ontario M5J 2N7;
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6. FFHL Group Ltd. (“FFHL”), a corporation incorporated under the laws of Canada, is a holding company. The principal business address and principal office address of FFHL is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7;
7. Fairfax (Barbados) International Corp. (“Fairfax Barbados”), a corporation incorporated under the laws of Barbados, is an investment holding company. The principal business address and principal office of Fairfax Barbados is #12 Pine Commercial, The Pine, St. Michael, BB11103, Barbados;
8. Wentworth Insurance Company Ltd. (“Wentworth”), a corporation incorporated under the laws of Barbados, is a reinsurance company. The principal business address and principal office of Wentworth is #12 Pine Commercial, The Pine, St. Michael, BB11103, Barbados;
9. TIG Insurance (Barbados) Limited (“TIG Insurance”), a corporation incorporated under the laws of Barbados, is a run off reinsurance company. The principal business address and principal office of TIG Insurance is 12 Pine Commercial, The Pine, St. Michael, BB11103, Barbados;
10. The Sixty Three Foundation (“Sixty Three”), a non-profit corporation incorporated under the laws of Canada, is a registered charity. The principal business address and principal office of Sixty Three is 95 Wellington Street West, Suite 800, Toronto, ON M5J 2N7;
11. Fairfax (US) Inc. (“Fairfax US”), a corporation incorporated under the laws of Delaware, is a holding company. The principal business address and principal office address of Fairfax US is 2850 Lake Vista Drive, Suite 150, Lewisville, Texas 75067;
12. Odyssey US Holdings Inc. (“Odyssey”), a corporation incorporated under the laws of Delaware, is a holding company. The principal business address and principal office address of Odyssey is 1209 Orange Street, Wilmington, Delaware, 19801;
13. Odyssey Group Holdings, Inc. (formerly known as Odyssey Re Holdings Corp.) (“Odyssey Group”), a corporation incorporated under the laws of Delaware, is a holding company. The principal business address and principal office address of Odyssey Group is 300 First Stamford Place, Stamford, Connecticut 06902;
14. Odyssey Reinsurance Company (“Odyssey Reinsurance”), a corporation incorporated under the laws of Connecticut, is a reinsurance company. The principal business address and principal office address of Odyssey Reinsurance is 300 First Stamford Place, Stamford, Connecticut 06902;
15. Greystone Insurance Company (formerly known as Clearwater Select Insurance Company) (“Greystone Insurance”), a corporation incorporated under the laws of Connecticut, is a reinsurance company. The principal business address and principal office address of Greystone Insurance is 300 First Stamford Place, Stamford, Connecticut 06902;
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16. Newline Holdings UK Limited (“Newline UK”), a company incorporated under the laws of the United Kingdom, is a holding company. The principal business address and principal office address of Newline UK is Corn Exchange, 55 Mark Lane, London EC3R 7NE England;
17. Newline Corporate Name Limited (“Newline”), a company incorporated under the laws of the United Kingdom, a Corporate Member of Lloyd’s (and the sole capital provider to Newline Syndicate 1218 at Lloyd’s). The principal business address and principal office address of Newline is Corn Exchange, 55 Mark Lane, London EC3R 7NE England;
18. Hudson Insurance Company (“Hudson Insurance”), a corporation incorporated under the laws of Delaware, is an property and casualty insurance company. The principal business address and principal office address of Hudson Insurance is 1209 Orange Street, Wilmington, Delaware, 19801, USA;
19. Hudson Specialty Insurance Company (“Hudson Specialty”), a corporation incorporated under the laws of New York, is an insurance company. The principal business address and principal office address of Hudson Specialty is 100 William Street, 5th Floor, New York, New York, 10038, USA;
20. 1102952 B.C. Unlimited Liability Company (“1102952”), a corporation incorporated under the laws of British Columbia, is a holding company. The principal business address and principal office address of 1102952 is 1600-925 West Georgia Street, Vancouver, British Columbia, V6C 3L2;
21. Allied World Assurance Company Holdings, Ltd. (“Allied Holdings Bermuda”), a corporation existing under the laws of Bermuda, is a holding company. The principal business address and principal office address of Allied Holdings Bermuda is 27 Richmond Road, Pembroke HM 08, Bermuda;
22. Allied World Assurance Company Holdings I, Ltd (“Allied Holdings I Ltd”), a corporation incorporated under the laws of Bermuda, is a holding company. The principal business address and principal office address of Allied Holdings I Ltd is 27 Richmond Road, Pembroke HM 08, Bermuda;
23. Allied World Assurance Company, Ltd (“Allied Assurance”), a corporation incorporated under the laws of Bermuda, is an insurance company. The principal business address and principal office address of Allied Assurance is 27 Richmond Road, Pembroke HM 08, Bermuda;
24. Allied World Assurance Holdings (Ireland) Ltd (“Allied Ireland”), a corporation incorporated under the laws of Bermuda, is a holding company. The principal business address and principal office address of Allied Ireland is 27 Richmond Road, Pembroke HM 08, Bermuda;
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25. Allied World Assurance Holdings (U.S.) Inc. (“Allied U.S.”), a corporation incorporated under the laws of Delaware, is a holding company. The principal business address and principal office address of Allied U.S. is 1209 Orange Street, Wilmington, Delaware, 19801;
26. Allied World Insurance Company (“Allied Insurance”), a corporation incorporated under the laws of New Hampshire, is an insurance company. The principal business address and principal office address of Allied Insurance is 10 Ferry Street, Suite 313, Concord, New Hampshire, 03301;
27. AW Underwriters Inc. (“AW”), a corporation incorporated under the laws of Delaware, is an insurance agency. The principal business address and principal office address of AW is 251 Little Falls Drive, Wilmington, Delaware, 19808;
28. Allied World Specialty Insurance Company (“Allied Specialty”), a corporation incorporated under the laws of Delaware, is an insurance company. The principal business address and principal office address of Allied Specialty is 251 Little Falls Drive, Wilmington, Delaware, 19808;
29. Allied World Surplus Lines Insurance Company (“Allied Lines”), a corporation incorporated under the laws of Arkansas, is an insurance company. The principal business address and principal office address of Allied Lines is 425 West Capitol Ave., Suite 1800, Little Rock, Arkansas, 72201-3525, USA;
30. Allied World Assurance Company, AG (“Allied World AG”), a corporation incorporated under the laws of Switzerland, is an insurance company. The principal business address and principal office address of Allied World AG is Park Tower, 15th Floor, Gubelstrasse 24, 6300, Zug, Switzerland;
31. Allied World Assurance Company (Europe) dac (“Allied Europe”), a corporation incorporated under the laws of Ireland, is an insurance company. The principal business address and principal office address of Allied Europe is 3rd Floor, Georges Quay Plaza, Georges Quay, Dublin 2, Ireland;
32. Allied World Assurance Company (U.S.) Inc. (“Allied Assurance U.S.”), a corporation incorporated under the laws of Delaware, is an insurance company. The principal business address and principal office address of Allied Assurance U.S. is 251 Little Falls Drive, Wilmington, Delaware, 19808, USA;
33. Crum & Forster Holdings Corp. (“Crum & Forster”), a corporation incorporated under the laws of Delaware, is a holding company. The principal business address and principal office address of Crum & Forster is 305 Madison Avenue, Morristown, New Jersey 07962;
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34. United States Fire Insurance Company (“US Fire”), a corporation incorporated under the laws of Delaware, is an insurance company. The principal business address and principal office address of US Fire is 1209 Orange Street, Wilmington, Delaware, 19801;
35. Advent Capital (Holdings) LTD (“Advent”), a corporation incorporated under the laws of England and Wales, is a holding company. The principal business address and principal office address of Advent is 2 Minser Court, Mincing Lane, London, EC3R 7BB, United Kingdom.
36. Advent Capital (No.3) Limited (“Advent (No.3)”), a corporation incorporated under the laws of England and Wales, is a corporate member of Lloyd’s. The principal business address and principal office address of Advent (No.3) is 2 Minser Court, Mincing Lane, London, EC3R 7BB, United Kingdom.
37. Zenith National Insurance Corp. (“ZNIC”), a corporation incorporated under the laws of Delaware, is a holding company. The principal business address and principal office address of ZNIC is 21255 Califa Street, Woodland Hills, California 91367-5021;
38. Zenith Insurance Company (“Zenith”), a corporation incorporated under the laws of California, is a workers’ compensation insurance company. The principal business address and principal office address of Zenith is 21255 Califa Street, Woodland Hills, California 91367-5021;
39. RiverStone Holdings Limited (“RiverStone Holdings”), a company incorporated under the laws of the United Kingdom, is a holding company. The principal business address and principal office address of RiverStone Holdings is 161-163 Preston Road, Brighton, East Sussex, BN1 6AU, England;
40. RiverStone Insurance (UK) Limited (“RiverStone”), a company incorporated under the laws of the United Kingdom, is an insurance and reinsurance company. The principal business address and principal office address of RiverStone is 161-163 Preston Road, Brighton, East Sussex, BN1 6AU, England;
41. RiverStone Corporate Capital Limited (“RiverStone Corporate”), a company incorporated under the laws of the United Kingdom, is a general commercial insurance company. The principal business address and principal office address of RiverStone is Park Gate, 161-163 Preston Road, Brighton, East Sussex, BN1 6AU, United Kingdom;
42. Brit Limited (“Brit”), a company incorporated under the laws of England and Wales, is a holding company. The principal business address and principal office address of Brit is The Leadenhall Building, 122 Leadenhall Street, London EC3V 4AB, United Kingdom;
43. Brit Insurance Holdings Limited (“Brit Insurance”) a company incorporated under the laws of England and Wales, is a holding company. The principal business address and principal office address of Brit Insurance is The Leadenhall Building, 122 Leadenhall Street, London EC3V 4AB, United Kingdom;
44. Brit Reinsurance (Bermuda) Limited (“Brit Reinsurance”), a corporation incorporated under the laws of Bermuda, is a reinsurance company. The principal business address and principal office address of Brit Reinsurance is Clarendon House, 2 Church Street, Hamilton HM 11, Bermuda;
45. Brit Syndicates Limited (“Brit Syndicates”), a company incorporated under the laws of England and Wales, is a managing agency (Lloyd’s). The principal business address and principal office address of Brit Syndicates is The Leadenhall Building, 122 Leadenhall Street, London, EC3V 4AB, England;
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46. Brit UW Limited (“Brit UW”), a corporation incorporated under the laws of England and Wales, is a Lloyd’s Corporate Member. The principal business address and principal office address of Brit UW is The Leadenhall Building, 122 Leadenhall Street, London, EC3V 4AB, United Kingdom; and
47. TIG Insurance Company (“TIG”), a corporation incorporated under the laws of California, is a property/casualty insurance company. The principal business and principal office address of TIG is 250 Commercial Street, Suite 5000, Manchester, New Hampshire 03101.
Neither the filing of this Schedule 13D nor the information contained herein shall be deemed to constitute an affirmation by V. Prem Watsa, 810 Holdco, Holdco, Sixty Two, Fairfax Holdings, FFHL, Fairfax Barbados, Wentworth, TIG Insurance, Sixty Three, Fairfax US, Odyssey, Odyssey Group, Odyssey Reinsurance, Greystone Insurance, Newline UK, Newline, Hudson Insurance, Hudson Specialty, 1102952, Allied Holdings Bermuda, Allied Holdings I Ltd, Allied Assurance, Allied Ireland, Allied U.S., Allied Insurance, AW, Allied Specialty, Allied Lines, Allied World AG, Allied Europe, Allied Assurance U.S., Crum & Forster, US Fire, Advent, Advent (No. 3), ZNIC, Zenith, RiverStone Holdings, RiverStone, RiverStone Corporate, Brit, Brit Insurance, Brit Reinsurance, Brit Syndicates, Brit UW or TIG that it is the beneficial owner of the Common Shares referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or for any other purpose, and such beneficial ownership is expressly disclaimed.
The name, present principal occupation or employment and name, principal business and address of any corporation or other organization in which such employment is conducted and the citizenship of each director and executive officer of each of the Reporting Persons is set forth in Annex A, B, C, D, E, F, G, H, I, J, K, L, M, N, O, P, Q, R, S, T, U, V, W, X, Y, Z, AA, BB, CC, DD, EE, FF, GG, HH, II, JJ, KK, LL, MM, NN, OO, PP, QQ, RR, SS and TT as the case may be, and such Annexes are incorporated herein by reference.
Pursuant to Rule 13d-1(k) under the Exchange Act, the Reporting Persons have agreed to file jointly one statement with respect to their ownership of the Common Shares.
During the last five years, none of the Reporting Persons, and to the best of each such Reporting Person’s knowledge, none of the executive officers or directors of such Reporting Person have been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.”
Item 4. Purpose of Transaction.
Item 4 of the Original Schedule 13D is hereby amended and supplemented by the addition of the following:
“Reorganization
On February 27, 2020, Atlas and Seaspan completed a holding company reorganization (the “Reorganization”), pursuant to which (i) Seaspan became a wholly-owned subsidiary of Atlas, (ii) Class A common shares of Seaspan (“Seaspan Common Shares”) held by Fairfax were exchanged for an equivalent number of Atlas Common Shares and (iii) warrants to purchase Seaspan Common Shares held by Fairfax were exchanged for warrants to purchase an equivalent number of Atlas Common Shares.
APR Energy Acquisition
As described in the Report of Foreign Private Issuer on Form 6-K filed by Seaspan on November 22, 2019 (the “Form 6-K”), on November 20, 2019, Seaspan and Atlas entered into an Acquisition Agreement (the “Acquisition Agreement”) with certain Fairfax affiliated companies, Albright Capital Management LLC (“ACM”), certain other shareholders of Target (as hereinafter defined) (together with ACM and Fairfax, “Sellers”), Apple Bidco Limited (“Target”), and Fairfax Financial Holdings Limited, as representative of Sellers. Under the Acquisition Agreement, Atlas has agreed to acquire (the “Acquisition”) 100% of the share capital of Target, a company incorporated under the laws of England and Wales that holds 100% of the shares of APR Energy Limited, which in turn owns directly and indirectly all of the subsidiaries engaged in the operation of the business of APR Energy Limited (collectively with Target, “APR Energy”) for a purchase price equal to US$750 million minus the amount of APR Energy’s net debt and certain seller expenses on the closing date, subject to certain other customary purchase price adjustments, to be paid in newly issued Atlas common shares valued at US$11.10 per share.
The Acquisition Agreement contains representations, warranties, covenants and indemnification provisions that are customary for transactions of this type. Consummation of the Acquisition was subject to completion of the Reorganization and to customary closing conditions, including, among others, receipt of consents required to be obtained or expiration
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of required waiting periods under applicable competition laws, In connection with the Acquisition Agreement, Seaspan secured a buyer-side representation and warranty insurance policy, and a portion of the Atlas common shares issuable in satisfaction of the purchase price were held back by Atlas, and reserved for issuance, for the purpose of securing the obligations of Sellers under certain of the purchase price adjustment and indemnification provisions of the Acquisition Agreement.
The Acquisition was consummated on February 28, 2020, resulting in the issuance of 23,418,798 Atlas Common Shares to Fairfax as consideration therefor.
Holdback Shares
In connection with the consummation of the Acquisition, on the closing date of the Acquisition, Atlas reserved for issuance 2,137,541 Atlas Common Shares (the “Holdback Shares”) to Fairfax, which number is equal to the sum of the Specified Inventory and Adjustment Holdback Amount, the RW Retention Holdback Amount and the Special Indemnity Holdback Amount, as such terms are defined in the Acquisition Agreement (as defined below) that is filed as Exhibit 4 hereto. The Holdback Shares were reserved for the purpose of securing the obligations of Fairfax under certain of the purchase price adjustment and indemnification provisions of the Acquisition Agreement. Atlas may issue up to the full number of the Holdback Shares, plus a certain number of additional shares, to Fairfax in the event that such price adjustments are made or indemnification claims determined in accordance with the provisions of the Acquisition Agreement. Any shares issuable pursuant to purchase price adjustments will be issued 90 days after the consummation of the Acquisition, which occurred on February 28, 2020.
Such descriptions of the Holdback Shares and the Acquisition Agreement do not purport to be complete and are qualified in their entirety by reference to the Acquisition Agreement filed herewith as Exhibit 4.”
Item 5. Interest in Securities of the Issuer.
Item 5 of the Original Schedule 13D is hereby amended and restated in its entirety to read as follows:
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(a) “Based on the most recent information available, the aggregate number and percentage of Common Shares (the securities identified pursuant to Item 1 of this Schedule 13D) that are beneficially owned by each of the Reporting Persons is set forth in boxes 11 and 13 of the second part of the cover page to this Schedule 13D for each of the Reporting Persons, and such information is incorporated herein by reference.
(b) Except as described below, the numbers of Common Shares as to which each of the Reporting Persons has sole voting power, shared voting power, sole dispositive power and shared dispositive power is set forth in boxes 7, 8, 9 and 10, respectively, on the second part of the cover page to this Schedule 13D for each of the Reporting Persons, and such information is incorporated herein by reference.
To the best knowledge of the Reporting Persons, the following persons beneficially own the following amounts of Common Shares and have sole voting power and sole dispositive power with respect to such Common Shares:
(c) Except as described herein, none of the Reporting Persons, nor, to the best knowledge of the Reporting Persons, any person listed in Annex A, B, C, D, E, F, G, H, I, J, K, L, M, N, O, P, Q, R, S, T, U, V, W, X, Y, Z, AA, BB, CC, DD, EE, FF, GG, HH, II, JJ, KK, LL, MM, NN, OO, PP, QQ, RR, SS and TT beneficially owns, or has acquired or disposed of, any Common Shares during the last 60 days.
(d) No person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of Common Shares held by the Reporting Persons other than each of the Reporting Persons.
(e) Not applicable.”
Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.
Item 6 of the Original Schedule 13D is hereby amended and supplemented by the addition of the following:
“Registration Rights Agreement
In connection with the consummation of the Acquisition, Atlas entered into a Registration Rights Agreement (the “Registration Rights Agreement”) with the Sellers (including Fairfax and any shareholders of Target that became parties to the Acquisition Agreement by joinder agreement). The Registration Rights Agreement provides that on or prior to 75 days after the completion of the Acquisition (the “Issue Date”), Atlas will file a registration statement covering the resale of the Atlas Common Shares issued or issuable to the Sellers pursuant to the Acquisition Agreement (the “Registrable Securities”).
The Registration Rights Agreement further provides the Sellers with the right to demand that Atlas register the Registrable Securities in an underwritten offering, as well as the right to
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include the Registrable Securities in any underwritten offering of Atlas Common Shares initiated by Atlas or any other shareholder, subject to customary exceptions and limitations.
Atlas will be obligated to pay cash payments to the holders of Registrable Securities, as applicable, if, among other things, (a) it fails to comply with its obligations to register the Registrable Securities within the time period specified in the Registration Rights Agreement, or (b) the applicable registration statements cease to be effective or Atlas suspends use of such registration statements by the holders of Registrable Securities under certain circumstances and beyond permitted time periods. The Registration Rights Agreement provides that all registration expenses, including the reasonable fees and expenses of any counsel on behalf of the holders of the Registrable Securities, will be borne by Atlas.
The foregoing description of the Registration Rights Agreement does not purport to be complete and is qualified in its entirety by reference to the Form 6-K and the Registration Rights Agreement.”
Fairfax Investment
On February 28, 2020, Seaspan and Fairfax, entered into a subscription agreement (the “Subscription Agreement”) pursuant to which Seaspan agreed to sell, and Fairfax agreed to purchase, $100 million aggregate principal amount of 5.50% Senior Notes due 2027 (the “2027 Notes”) of Seaspan. The transaction (the “Fairfax Investment”) was consummated on the same day.
The Subscription Agreement contains customary representations, warranties and agreements by Atlas and the guarantors joined as parties thereto pursuant to a joinder agreement among the Guarantors and Fairfax, dated February 28, 2020 (the “Guarantors”), customary obligations of the parties and termination provisions. In addition, Atlas and the Guarantors have agreed to indemnify the Fairfax Investors against certain liabilities, including liabilities with respect to any misrepresentation or any breach of any representation, warranty, covenant agreement or obligation of Atlas or any Guarantor.
The foregoing descriptions of the Fairfax Investment and the Subscription Agreement do not purport to be complete and are qualified in their entirety by reference to the Subscription Agreement.”
Item 7. Material to Be Filed as Exhibits.
The following are filed herewith as exhibits:
“Ex. 1.3: Members of filing group
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Ex. 2.3: Joint filing agreement dated as of March 9, 2020 among V. Prem Watsa, The Second 810 Holdco Ltd., The Second 1109 Holdco Ltd., The Sixty Two Investment Company Limited, Fairfax Financial Holdings Limited, FFHL Group Ltd., Fairfax (Barbados) International Corp., Wentworth Insurance Company Ltd., TIG Insurance (Barbados) Limited, The Sixty Three Foundation, Fairfax (US) Inc., Odyssey US Holdings Inc., Odyssey Group Holdings, Inc., Odyssey Reinsurance Company, Greystone Insurance Company, Newline Holdings UK Limited, Newline Corporate Name Limited, Hudson Insurance Company, Hudson Specialty Insurance Company, 1102952 B.C. Unlimited Liability Company, Allied World Assurance Company Holdings, Ltd., Allied World Assurance Company Holdings I, Ltd, Allied World Assurance Company, Ltd, Allied World Assurance Holdings (Ireland) Ltd, Allied World Assurance Holdings (U.S.) Inc., Allied World Insurance Company, AW Underwriters Inc., Allied World Specialty Insurance Company, Allied World Surplus Lines Insurance Company, Allied World Assurance Company, AG, Allied World Assurance Company (Europe) dac, Allied World Assurance Company (U.S.) Inc., Crum & Forster Holdings Corp., United States Fire Insurance Company, Advent Capital (Holdings) LTD, Advent Capital (No.3) Limited, Zenith National Insurance Corp., Zenith Insurance Company, RiverStone Holdings Limited, RiverStone Insurance (UK) Limited, RiverStone Corporate Capital Limited, Brit Limited, Brit Insurance Holdings Limited, Brit Reinsurance (Bermuda) Limited, Brit Syndicates Limited, Brit UW Limited, TIG Insurance Company.
Ex. 8: Power of attorney, dated March 9, 2020
Ex. 9: Acquisition Agreement among the Sellers Party Thereto, Apple Bidco Limited, Seaspan Corporation, Atlas Corp. and Fairfax Financial Holdings Limited, as the Seller Representative, incorporated by reference from Exhibit 4.2 to Form 6-K dated November 22, 2019, filed with the Securities and Exchange Commission by Seaspan Corporation.”
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SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | V. Prem Watsa |
| | |
| | /s/ V. Prem Watsa |
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SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | The Second 810 Holdco Ltd. |
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| By: | /s/ V. Prem Watsa |
| Name: | V. Prem Watsa |
| Title: | Director |
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SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | The Second 1109 Holdco Ltd. |
| |
| By: | /s/ V. Prem Watsa |
| Name: | V. Prem Watsa |
| Title: | President |
61
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | The Sixty Two Investment Company Limited |
| |
| By: | /s/ V. Prem Watsa |
| Name: | V. Prem Watsa |
| Title: | President |
62
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Fairfax Financial Holdings Limited |
| |
| By: | /s/ Peter Clarke |
| Name: | Peter Clarke |
| Title: | Vice President and Chief Operating Officer |
63
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | FFHL Group Ltd. |
| |
| By: | /s/ V. Prem Watsa |
| Name: | V. Prem Watsa |
| Title: | President |
64
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Fairfax (Barbados) International Corp. |
| |
| By: | /s/ Peter Clarke |
| Name: | Peter Clarke |
| Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
65
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Wentworth Insurance Company Ltd. |
| | |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
66
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | TIG Insurance (Barbados) Limited. |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
67
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | The Sixty Three Foundation |
| |
| | By: | /s/ V. Prem Watsa |
| | Name: | V. Prem Watsa |
| | Title: | Director |
68
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Fairfax (US) Inc. |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
69
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Odyssey US Holdings Inc. |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
70
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Odyssey Group Holdings, Inc. |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
71
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Odyssey Reinsurance Company |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
72
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Greystone Insurance Company |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
73
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Newline Holdings UK Limited |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
74
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Newline Corporate Name Limited |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
75
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Hudson Insurance Company |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
76
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Hudson Specialty Insurance Company |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
77
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | 1102952 B.C. Unlimited Liability Company |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
78
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Allied World Assurance Company Holdings, Ltd |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
| |
79
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Allied World Assurance Company Holdings I, Ltd |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
80
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Allied World Assurance Company, Ltd |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
81
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Allied World Assurance Holdings (Ireland) Ltd. |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
82
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Allied World Assurance Holdings (U.S.) Inc. |
| | |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
83
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Allied World Insurance Company |
| | |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
84
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | AW Underwriters Inc. |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
85
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Allied World Specialty Insurance Company |
| | |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
86
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Allied World Surplus Lines Insurance Company |
| | |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
87
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Allied World Assurance Company, AG |
| | |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
88
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Allied World Assurance Company (Europe) dac |
| | |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
89
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Allied World Assurance Company (U.S.) Inc. |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
90
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Crum & Forster Holdings Corp. |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
91
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | United States Fire Insurance Company |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
92
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Advent Capital (Holdings) LTD |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
93
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Advent Capital (No. 3) Limited |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
94
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Zenith National Insurance Corp. |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
95
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Zenith Insurance Company |
| |
| | By: | /s/ Peter Clarke |
| | Name: | Peter Clarke |
| | Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
96
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | RiverStone Holdings Limited |
| |
| | By: | /s/ Nicholas C. Bentley |
| | Name: | Nicholas C. Bentley |
| | Title: | Chairman of the Board and Chief Executive Officer |
97
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | RiverStone Insurance (UK) Limited |
| |
| | By: | /s/ Nicholas C. Bentley |
| | Name: | Nicholas C. Bentley |
| | Title: | Director |
98
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | RiverStone Corporate Capital Limited |
| |
| | By: | /s/ Nicholas C. Bentley |
| | Name: | Nicholas C. Bentley |
| | Title: | Chairman of the Board |
99
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Brit Limited |
| |
| | By: | /s/ Mark Allan |
| | Name: | Mark Allan |
| | Title: | Chief Financial Officer and Director |
100
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Brit Insurance Holdings Limited |
| |
| | By: | /s/ Mark Allan |
| | Name: | Mark Allan |
| | Title: | Director |
101
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Brit Reinsurance (Bermuda) Limited |
| |
| | By: | /s/ Mark Allan |
| | Name: | Mark Allan |
| | Title: | Director |
102
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Brit Syndicates Limited |
| |
| | By: | /s/ Mark Allan |
| | Name: | Mark Allan |
| | Title: | Director |
103
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | Brit UW Limited |
| |
| By: | /s/ Mark Allan |
| Name: | Mark Allan |
| Title: | Director |
| | | | |
104
SIGNATURE
After reasonable inquiry and to the best of the undersigned’s knowledge and belief, the undersigned certifies that the information set forth in this statement is true, complete and correct.
Dated: March 9, 2020 | TIG Insurance Company |
| |
| By: | /s/ Peter Clarke |
| Name: | Peter Clarke |
| Title: | Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D |
| | | | |
105
Annex Index
Annex | | Description |
| | |
A | | Directors and Executive Officers of The Second 1109 Holdco Ltd. |
B | | Directors and Executive Officers of The Sixty Two Investment Company Limited |
C | | Directors and Executive Officers of Fairfax Financial Holdings Limited |
D | | Directors and Executive Officers of FFHL Group Ltd. |
E | | Directors and Executive Officers of Fairfax (Barbados) International Corp. |
F | | Directors and Executive Officers of Wentworth Insurance Company Ltd. |
G | | Directors and Executive Officers of The Sixty Three Foundation |
H | | Directors and Executive Officers of Fairfax (US) Inc. |
I | | Directors and Executive Officers of Odyssey US Holdings Inc. |
J | | Directors and Executive Officers of Odyssey Group Holdings, Inc. |
K | | Directors and Executive Officers of Odyssey Reinsurance Company |
L | | Directors and Executive Officers of Hudson Insurance Company |
M | | Directors and Executive Officers of Hudson Specialty Insurance Company |
N | | Directors and Executive Officers of Greystone Insurance Company |
O | | Directors and Executive Officers of 1102952 B.C. Unlimited Liability Company |
P | | Directors and Executive Officers of Allied World Assurance Company Holdings, Ltd. |
Q | | Directors and Executive Officers of Allied World Assurance Company Holdings I, Ltd |
R | | Directors and Executive Officers of Allied World Assurance Company, Ltd |
S | | Directors and Executive Officers of Allied World Assurance Holdings (Ireland) Ltd |
T | | Directors and Executive Officers of Allied World Assurance Holdings (U.S.) Inc. |
U | | Directors and Executive Officers of Allied World Insurance Company |
V | | Directors and Executive Officers of AW Underwriters Inc. |
W | | Directors and Executive Officers of Allied World Specialty Insurance Company |
X | | Directors and Executive Officers of Allied World Surplus Lines Insurance Company |
Y | | Directors and Executive Officers of Allied World Assurance Company, AG |
Z | | Directors and Executive Officers of Allied World Assurance Company (Europe) dac |
AA | | Directors and Executive Officers of Allied World Assurance Company (U.S.) Inc. |
BB | | Directors and Executive Officers of Crum & Forster Holdings Corp. |
CC | | Directors and Executive Officers of United States Fire Insurance Company |
DD | | Directors and Executive Officers of Zenith National Insurance Corp. |
EE | | Directors and Executive Officers of Zenith Insurance Company |
FF | | Directors and Executive Officers of RiverStone Holdings Limited |
GG | | Directors and Executive Officers of RiverStone Insurance (UK) Limited |
HH | | Directors and Executive Officers of Brit Limited |
II | | Directors and Executive Officers of Brit Insurance Holdings Limited |
JJ | | Directors and Executive Officers of Brit Reinsurance (Bermuda) Limited |
KK | | Directors and Executive Officers of Brit UW Limited |
LL | | Directors and Executive Officers of TIG Insurance Company |
MM | | Directors and Executive Officers of TIG Insurance (Barbados) Limited |
NN | | Directors and Executive Officers of Newline Holdings UK Limited |
OO | | Directors and Executive Officers of Newline Corporate Name Limited |
PP | | Directors and Executive Officers of Brit Syndicates Limited |
QQ | | Directors and Executive Officers of RiverStone Corporate Capital Limited |
RR | | Directors and Executive Officers Advent Capital (Holdings) LTD |
SS | | Directors and Executive Officers of Advent Capital (No.3) Limited |
TT | | Directors and Executive Officers of The Second 810 Holdco Ltd. |
106
ANNEX A
DIRECTORS AND EXECUTIVE OFFICERS OF
THE SECOND 1109 HOLDCO LTD.
The following table sets forth certain information with respect to the directors and executive officers of The Second 1109 Holdco Ltd.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
V. Prem Watsa (President and Director) | | Chairman and Chief Executive Officer, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Eric P. Salsberg (Secretary) | | Vice President, Corporate Affairs and Corporate Secretary, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
107
ANNEX B
DIRECTORS AND EXECUTIVE OFFICERS OF
THE SIXTY TWO INVESTMENT COMPANY LIMITED
The following table sets forth certain information with respect to the directors and executive officers of The Sixty Two Investment Company Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
V. Prem Watsa (President and Director) | | Chairman and Chief Executive Officer, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Eric P. Salsberg (Secretary and Director) | | Vice President, Corporate Affairs and Corporate Secretary, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
108
ANNEX C
DIRECTORS AND EXECUTIVE OFFICERS OF
FAIRFAX FINANCIAL HOLDINGS LIMITED
The following table sets forth certain information with respect to the directors and executive officers of Fairfax Financial Holdings Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
V. Prem Watsa (Chairman and Chief Executive Officer) | | Chairman and Chief Executive Officer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Anthony F. Griffiths (Director) | | Independent Business Consultant, Toronto, Ontario, Canada | | Canada |
| | | | |
Robert J. Gunn (Director) | | Independent Business Consultant, Toronto, Ontario, Canada | | Canada |
| | | | |
Karen L. Jurjevich (Director) | | Principal, Branksome Hall and CEO and Principal, Branksome Hall Global 10 Elm Avenue Toronto, Ontario M4W 1N4 | | Canada |
| | | | |
John R. V. Palmer (Director) | | Chairman, Toronto Leadership Centre 65 Queen Street West, Suite 1240 Toronto, ON M5H 2M5 | | Canada |
109
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Timothy R. Price (Director) | | Chairman of Brookfield Funds, Brookfield Asset Management Inc. c/o Edper Financial Group 51 Yonge Street, Suite 400 Toronto, ON M5E 1J1 | | Canada |
| | | | |
Brandon W. Sweitzer (Director) | | Dean, School of Risk Management, Insurance and Actuarial Science St. John’s University 101 Murray Street, Suite 438 New York, New York 10007-2165 | | United States |
| | | | |
Lauren C. Templeton (Director) | | Founder and President, Templeton and Phillips Capital Management, LLC 810 Scenic Highway Lookout Mountain, TN, USA 37350 | | United States |
| | | | |
Benjamin P. Watsa (Director) | | Founder and President, Marval Capital Ltd. 77 King Street West, Suite 4545 Toronto, Ontario M5K 1K2 | | Canada |
| | | | |
Christine N. McLean (Director) | | Director of Research, Sprucegrove Investment Management 181 University Ave, Suite 1300 Toronto, Ontario M5H 3M7 | | Canada |
| | | | |
John Varnell (Vice President, Corporate Development) | | Vice President, Corporate Development, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Eric P. Salsberg (Vice President, Corporate Affairs and Corporate Secretary) | | Vice President, Corporate Affairs and Corporate Secretary, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
110
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Bradley P. Martin (Vice President, Strategic Investments) | | Vice President, Strategic Investments, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Jennifer Allen (Vice President and Chief Financial Officer) | | Vice President and Chief Financial Officer Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Peter Clarke (Vice President and Chief Operating Officer) | | Vice President and Chief Operating Officer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Jean Cloutier (Vice President, International Operations) | | Vice President, International Operations, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Ronald Schokking (Vice President and Treasurer) | | Vice President and Treasurer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Vinodh Loganadhan (Vice President, Administrative Services) | | Vice President, Administrative Services, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
R. William McFarland (Director) | | Corporate Director, Toronto, Ontario Canada Fairfax Financial Holdings Limited | | Canada |
111
ANNEX D
DIRECTORS AND EXECUTIVE OFFICERS OF
FFHL GROUP LTD.
The following table sets forth certain information with respect to the directors and executive officers of FFHL Group Ltd.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
V. Prem Watsa (President and Chief Executive Officer and Director) | | Chairman and Chief Executive Officer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Eric P. Salsberg (Vice President and Director) | | Vice President, Corporate Affairs and Corporate Secretary, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Bradley P. Martin (Vice President and Secretary) | | Vice President, Strategic Investments, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Ronald Schokking (Vice President and Director) | | Vice President and Treasurer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
112
ANNEX E
DIRECTORS AND EXECUTIVE OFFICERS OF
FAIRFAX (BARBADOS) INTERNATIONAL CORP.
The following table sets forth certain information with respect to the directors and executive officers of Fairfax (Barbados) International Corp.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Lisl Lewis (Director) | | Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | Barbados |
| | | | |
Alistair Dent (Director) | | Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | British |
| | | | |
Ronald Schokking (Chairman) | | Vice President and Treasurer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario, M5J 2N7 | | Canada |
| | | | |
Jean Cloutier (Director) | | Vice President, International Operations Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario, M5J 2N7 | | Canada |
| | | | |
William Peter Douglas (Director) | | Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | Barbados |
113
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Simon P.G. Lee (Director) | | Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | British |
| | | | |
Janice Burke (Vice President and General Manager) | | Vice President and General Manager, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | United States |
| | | | |
Paula Alleyne (Senior Manager, Treasury & Financial Reporting) | | Senior Manager Treasury & Financial Reporting, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | Barbados |
| | | | |
Niall Tully (Vice President and Chief Financial Officer) | | ffh Management Services First Floor 25-28 Adelaide Road Dublin 2 Ireland | | Ireland |
| | | | |
Paul Mulvin (Vice President) | | ffh Management Services First Floor 25-28 Adelaide Road Dublin 2 Ireland | | Ireland |
114
ANNEX F
DIRECTORS AND EXECUTIVE OFFICERS OF
WENTWORTH INSURANCE COMPANY LTD.
The following table sets forth certain information with respect to the directors and executive officers of Wentworth Insurance Company Ltd.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Lisl Lewis (Director) | | Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | Barbados |
| | | | |
Alistair Dent (Director) | | Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | British |
| | | | |
Ronald Schokking (Chairman) | | Vice President and Treasurer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario, M5J 2N7 | | Canada |
| | | | |
Jean Cloutier (Director) | | Vice President, International Operations Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario, M5J 2N7 | | Canada |
115
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
William Peter Douglas (Director) | | Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | Barbados |
| | | | |
Janice Burke (Vice President and General Manager) | | Vice President and General Manager, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | United States |
| | | | |
Paula Alleyne (Senior Manager, Treasury & Financial Reporting) | | Senior Manager Treasury & Financial Reporting, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | Barbados |
| | | | |
Sammy S.Y. Chan (Vice President) | | Fairfax Asia Limited 41/F Hopewell Centre 183 Queen’s Road East Room 411, Wanchai Hong Kong | | Canada |
| | | | |
Niall Tully (Vice President and Chief Financial Officer) | | ffh Management Services First Floor 25-28 Adelaide Road Dublin 2 Ireland | | Ireland |
116
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Paul Mulvin (Vice President) | | ffh Management Services First Floor 25-28 Adelaide Road Dublin 2 Ireland | | Ireland |
| | | | | |
117
ANNEX G
DIRECTORS AND EXECUTIVE OFFICERS OF THE SIXTY THREE FOUNDATION
The following table sets forth certain information with respect to the directors and executive officers of The Sixty Three Foundation.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
V. Prem Watsa (Director) | | Chairman and Chief Executive Officer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Eric Salsberg (Director) | | Vice President, Corporate Affairs and Corporate Secretary, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Anthony Griffiths (Director) | | Independent Business Consultant, Toronto, Ontario, Canada | | Canada |
| | | | |
Ronald Schokking (Treasurer) | | Vice President and Treasurer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario, M5J 2N7 | | Canada |
118
ANNEX H
DIRECTORS AND EXECUTIVE OFFICERS OF
FAIRFAX (US) INC.
The following table sets forth certain information with respect to the directors and executive officers of Fairfax (US) Inc.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Eric P. Salsberg (Chairman, Vice President and Director) | | Vice President, Corporate Affairs and Corporate Secretary, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Ronald Schokking (Vice President and Assistant Secretary) | | Vice President and Treasurer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Michael T. Bullen (President, Chief Executive Officer, Secretary and Director) | | President, Chief Executive Officer, Secretary and Director Fairfax (US) Inc. 2850 Lake Vista Drive, Ste. 150 Lewisville, Texas 75067 | | United States |
| | | | |
Sonja Lundy (Vice President, Treasurer and Director) | | Vice President, Treasurer and Director Fairfax (US) Inc. 2850 Lake Vista Drive, Ste. 150 Lewisville, Texas 75067 | | United States |
119
ANNEX I
DIRECTORS AND EXECUTIVE OFFICERS OF
ODYSSEY US HOLDINGS INC.
The following table sets forth certain information with respect to the directors and executive officers of Odyssey US Holdings Inc.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Brian D. Young (Chairman of the Board of Directors, President and Chief Executive Officer) | | President, Chief Executive Officer and Director, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Michael G. Wacek (Executive Vice President, Corporate Secretary and Director) | | Executive Vice President and Chief Risk Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Jan Christiansen (Executive Vice President, Chief Financial Officer, Controller and Director) | | Executive Vice President and Chief Financial Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | Denmark |
120
ANNEX J
DIRECTORS AND EXECUTIVE OFFICERS OF
ODYSSEY GROUP HOLDINGS, INC.
The following table sets forth certain information with respect to the directors and executive officers of Odyssey Group Holdings, Inc.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Brian D. Young (President, Chief Executive Officer and Director) | | President and Chief Executive Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Michael G. Wacek (Executive Vice President and Chief Risk Officer) | | Executive Vice President and Chief Risk Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Jan Christiansen (Executive Vice President and Chief Financial Officer) | | Executive Vice President and Chief Financial Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | Denmark |
| | | | |
Peter H. Lovell (Senior Vice President, General Counsel and Corporate Secretary) | | Senior Vice President, General Counsel and Corporate Secretary, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Brandon W. Sweitzer (Director) | | Dean, School of Risk Management, Insurance and Actuarial Science St. John’s University 101 Murray Street, Suite 438 New York, New York 10007-2165 | | United States |
121
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Jennifer Allen (Director) | | Vice President and Chief Financial Officer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Peter Clarke (Director) | | Vice President and Chief Risk Officer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Andrew A. Barnard (Chairman of the Board) | | President and Chief Operating Officer, Fairfax Insurance Group 100 William Street, 5th Floor New York, New York 10038 | | United States |
122
ANNEX K
DIRECTORS AND EXECUTIVE OFFICERS OF
ODYSSEY REINSURANCE COMPANY
The following table sets forth certain information with respect to the directors and executive officers of Odyssey Reinsurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Brian D. Young (Chairman, President and Chief Executive Officer) | | Chairman, President and Chief Executive Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Michael G. Wacek (Executive Vice President, Chief Risk Officer and Director) | | Executive Vice President and Chief Risk Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Jan Christiansen (Executive Vice President and Director) | | Executive Vice President and Chief Financial Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | Denmark |
| | | | |
Elizabeth A. Sander (Executive Vice President and Chief Actuary) | | Executive Vice President and Chief Actuary, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Alane R. Carey (Executive Vice President) | | Executive Vice President, Odyssey Reinsurance Company 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
123
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Isabelle Dubots-Lafitte (Executive Vice President) | | Executive Vice President, Odyssey Reinsurance Company 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Joseph A. Guardo (Executive Vice President) | | Executive Vice President, Odyssey Reinsurance Company 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Carl A. Overy (Executive Vice President) | | Chief Executive Officer, London Market Division, Newline Underwriting Management Limited Corn Exchange, 55 Mark Lane, London EC3R 7NE England | | United Kingdom |
| | | | |
Lucien Pietropoli (Executive Vice President) | | Chief Executive Officer, Asia Pacific Odyssey Reinsurance Company 300 First Stamford Place Stamford, Connecticut 06902 | | France |
| | | | |
Brian D. Quinn (Executive Vice President) | | Executive Vice President, Odyssey Reinsurance Company 300 First Stamford Place, Stamford, Connecticut 06902 | | United States |
| | | | |
Philippe Mallier (Executive Vice President) | | Executive Vice President, Odyssey Reinsurance Company 300 First Stamford Place Stamford, Connecticut 06902 | | France |
124
ANNEX L
DIRECTORS AND EXECUTIVE OFFICERS OF
HUDSON INSURANCE COMPANY
The following table sets forth certain information with respect to the directors and executive officers of Hudson Insurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Brian D. Young (Chairman and Chief Executive Officer) | | Chairman, President and Chief Executive Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Christopher L. Gallagher (President, Chief Operating Officer and Director) | | President and Chief Operating Officer, Hudson Insurance Company 100 William St., 5th Floor New York, New York 10038 | | United States |
| | | | |
Michael G. Wacek (Director) | | Executive Vice President and Chief Risk Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Jan Christiansen (Director and Executive Vice President) | | Executive Vice President and Chief Financial Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | Denmark |
125
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Elizabeth A. Sander (Executive Vice President and Chief Actuary) | | Executive Vice President and Chief Actuary, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Alane R. Carey (Executive Vice President) | | Executive Vice President Odyssey Reinsurance Company 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
126
ANNEX M
DIRECTORS AND EXECUTIVE OFFICERS OF
HUDSON SPECIALTY INSURANCE COMPANY
The following table sets forth certain information with respect to the directors and executive officers of Hudson Specialty Insurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Brian D. Young (Chairman and Chief Executive Officer) | | Chairman, President and Chief Executive Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Christopher L. Gallagher (President, Chief Operating Officer and Director) | | President, Chief Operating Officer and Director, Hudson Insurance Company 100 William St., 5th Floor New York, New York 10038 | | United States |
| | | | |
Jan Christiansen (Director and Executive Vice President) | | Executive Vice President and Chief Financial Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | Denmark |
| | | | |
Elizabeth A. Sander (Executive Vice President, Chief Actuary and Director) | | Executive Vice President and Chief Actuary, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
127
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Alane R. Carey (Executive Vice President) | | Executive Vice President, Odyssey Reinsurance Company 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Peter H. Lovell (Senior Vice President and Director) | | Senior Vice President, General Counsel and Corporate Secretary, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
128
ANNEX N
DIRECTORS AND EXECUTIVE OFFICERS OF
GREYSTONE INSURANCE COMPANY
The following table sets forth certain information with respect to the directors and executive officers of Greystone Insurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Brian D. Young (Chairman and Chief Executive Officer) | | Chairman and Chief Executive Officer Odyssey Group Holdings, Inc. 300 First Stamford Place, Stamford, Connecticut 06902 | | United States |
| | | | |
Jan Christiansen (Director and Executive Vice President) | | Executive Vice President and Chief Financial Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | Denmark |
| | | | |
Michael G. Wacek (Director) | | Executive Vice President, Odyssey Group Holdings, Inc. 300 First Stamford Place, Stamford, Connecticut 06902 | | United States |
| | | | |
Elizabeth A. Sander (Senior Vice President and Chief Actuary) | | Senior Vice President and Chief Actuary Odyssey Group Holdings, Inc. 300 First Stamford Place, Stamford, Connecticut 06902 | | United States |
| | | | |
Christopher L. Gallagher (President, Chief Operating Officer and Director) | | President, Chief Operating Officer and Director Hudson Insurance Company 100 William St., 5th Floor, New York, New York 10038 | | United States |
129
Brian D. Quinn (Executive Vice President) | | Executive Vice President, Greystone Insurance Company 300 Stamford Place, Stamford, CT 06902 | | United States |
130
ANNEX O
DIRECTORS AND EXECUTIVE OFFICERS OF
1102952 B.C. UNLIMITED LIABILITY COMPANY
The following table sets forth certain information with respect to the directors and executive officers of 1102952 B.C. Unlimited Liability Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
John Varnell (Director) | | Vice President, Corporate Development, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
131
ANNEX P
DIRECTORS AND EXECUTIVE OFFICERS OF
ALLIED WORLD ASSURANCE COMPANY HOLDINGS, LTD.
The following table sets forth certain information with respect to the directors and executive officers of Allied World Assurance Company Holdings, Ltd.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Louis Iglesias (Chairman of the Board of Directors, President & Chief Executive Officer and Director) | | Chairman of the Board of Directors and President & Chief Executive Officer Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Michael McCrimmon (Director and Vice Chairman) | | Director and Vice Chairman Allied World Assurance Company Holdings I, Ltd 27 Richmond Road Pembroke HM 08 Bermuda | | Canada |
| | | | |
Scott Hunter (Director) | | Retired | | Bermuda |
| | | | |
Graham Collis (Director) | | Partner Conyers Dill & Pearman Limited Clarendon House 2 Church Street, Hamilton HM 11 Bermuda | | Bermuda |
132
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Jean Cloutier (Managing Officer and Director) | | Vice President, International Operations, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
133
ANNEX Q
DIRECTORS AND EXECUTIVE OFFICERS OF
ALLIED WORLD ASSURANCE COMPANY HOLDINGS I, LTD
The following table sets forth certain information with respect to the directors and executive officers of Allied World Assurance Company Holdings I, Ltd.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Louis Iglesias (Director) | | Chairman of the Board of Directors and President & Chief Executive Officer Allied World Assurance Company Holdings I, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Wesley Dupont (Director) | | CEO, Global Legal & Strategy Allied World Assurance Company Holdings I, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Michael McCrimmon (Director and Vice Chairman) | | Director and Vice Chairman Allied World Assurance Company Holdings I, Ltd 27 Richmond Road Pembroke HM 08 Bermuda | | Canada |
134
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Colm Singleton (Head of Bermuda Office; Senior Vice President, Head of Bermuda and Global Markets Claims Group) | | Head of Bermuda Office; Senior Vice President, Head of Bermuda and Global Markets Claims Group Allied World Assurance Company Holdings I, Ltd 27 Richmond Road Pembroke HM 08 Bermuda | | Bermuda |
135
ANNEX R
DIRECTORS AND EXECUTIVE OFFICERS OF
ALLIED WORLD ASSURANCE COMPANY, LTD
The following table sets forth certain information with respect to the directors and executive officers of Allied World Assurance Company, Ltd.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Louis Iglesias (Director) | | Chairman of the Board of Directors and President & Chief Executive Officer Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Wesley Dupont (Director) | | CEO, Global Legal & Strategy Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
John Bender (Director) | | CEO, Global Reinsurance Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Michael McCrimmon (Director and Vice Chairman) | | Director and Vice Chairman Allied World Assurance Company Holdings I, Ltd 27 Richmond Road Pembroke HM 08 Bermuda | | Canada |
136
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Colm Singleton (Head of Bermuda Office; Senior Vice President, Head of Bermuda and Global Markets Claims Group) | | Head of Bermuda Office; Senior Vice President, Head of Bermuda and Global Markets Claims Group Allied World Assurance Company Holdings I, Ltd 27 Richmond Road Pembroke HM 08 Bermuda | | Bermuda |
137
ANNEX S
DIRECTORS AND EXECUTIVE OFFICERS OF
ALLIED WORLD ASSURANCE HOLDINGS (IRELAND) LTD
The following table sets forth certain information with respect to the directors and executive officers of Allied World Assurance Holdings (Ireland) Ltd.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Wesley Dupont (Director) | | CEO, Global Legal & Strategy Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Jim O’Mahoney (Director) | | Retired | | Ireland |
| | | | |
Sean Hehir (Director) | | Retired | | Ireland |
| | | | |
Lee Dwyer (Director and President) | | Director and President Allied World Assurance Holdings (Ireland) Ltd 3rd Floor, Georges Quay Plaza Georges Quay Dublin 2 Ireland | | United Kingdom |
138
ANNEX T
DIRECTORS AND EXECUTIVE OFFICERS OF
ALLIED WORLD ASSURANCE HOLDINGS (U.S.) INC.
The following table sets forth certain information with respect to the directors and executive officers of Allied World Assurance Holdings (U.S.) Inc.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Louis Iglesias (Director and President) | | Chairman of the Board of Directors and President & Chief Executive Officer Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
John Bender (Director) | | CEO, Global Reinsurance Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Wesley Dupont (Director and Executive Vice President & Secretary) | | CEO, Global Legal & Strategy Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
139
ANNEX U
DIRECTORS AND EXECUTIVE OFFICERS OF
ALLIED WORLD INSURANCE COMPANY
The following table sets forth certain information with respect to the directors and executive officers of Allied World Insurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Louis Iglesias (Director and President & Chief Executive Officer) | | Chairman of the Board of Directors and President & Chief Executive Officer Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
John Bender (Director and CEO, Global Reinsurance) | | CEO, Global Reinsurance Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Wesley Dupont (Director) | | CEO, Global Legal & Strategy Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Robert Bowden (Executive Vice President, Chief Marketing Officer) | | Executive Vice President, Chief Marketing Officer Allied World Insurance Company 550 Hope Street, Suite 1825 Los Angeles, CA 90071 | | United States |
140
ANNEX V
DIRECTORS AND EXECUTIVE OFFICERS OF
AW UNDERWRITERS INC.
The following table sets forth certain information with respect to the directors and executive officers of AW Underwriters Inc.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Louis Iglesias (Director and President & Chief Executive Officer) | | Chairman of the Board of Directors and President & Chief Executive Officer Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
John Bender (Director) | | CEO, Global Reinsurance Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Wesley Dupont (Director) | | CEO, Global Legal & Strategy Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Robert Bowden (Executive Vice President, Chief Marketing Officer) | | Executive Vice President, Chief Marketing Officer Allied World Insurance Company 550 Hope Street, Suite 1825 Los Angeles, CA 90071 | | United States |
141
ANNEX W
DIRECTORS AND EXECUTIVE OFFICERS OF
ALLIED WORLD SPECIALTY INSURANCE COMPANY
The following table sets forth certain information with respect to the directors and executive officers of Allied World Specialty Insurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Louis Iglesias (Director and President & Chief Executive Officer) | | Chairman of the Board of Directors and President & Chief Executive Officer Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
John Bender (Director) | | CEO, Global Reinsurance Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Wesley Dupont (Director) | | CEO, Global Legal & Strategy Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Robert Bowden (Executive Vice President, Chief Marketing Officer) | | Executive Vice President, Chief Marketing Officer Allied World Insurance Company 550 Hope Street, Suite 1825 Los Angeles, CA 90071 | | United States |
142
ANNEX X
DIRECTORS AND EXECUTIVE OFFICERS OF
ALLIED WORLD SURPLUS LINES INSURANCE COMPANY
The following table sets forth certain information with respect to the directors and executive officers of Allied World Specialty Insurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Louis Iglesias (Director and President & Chief Executive Officer) | | Chairman of the Board of Directors and President & Chief Executive Officer Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
John Bender (Director) | | CEO, Global Reinsurance Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Wesley Dupont (Director) | | CEO, Global Legal & Strategy Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Robert Bowden (Executive Vice President, Chief Marketing Officer) | | Executive Vice President, Chief Marketing Officer Allied World Insurance Company 550 Hope Street, Suite 1825 Los Angeles, CA 90071 | | United States |
143
ANNEX Y
DIRECTORS AND EXECUTIVE OFFICERS OF
ALLIED WORLD ASSURANCE COMPANY, AG
The following table sets forth certain information with respect to the directors and executive officers of Allied World Specialty Insurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Wesley Dupont (Director) | | CEO, Global Legal & Strategy Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
John Bender (Director) | | CEO, Global Reinsurance Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Martin Frey (Director) | | Partner Baker & McKenzie Zurich Holbeinstrasse 30 8034 Zurich Switzerland | | Switzerland |
| | | | |
Marie-Laure Queneuder (Managing Director & Chief Underwriting Officer) | | Managing Director & Chief Underwriting Officer Allied World Assurance Company, AG Park Tower 15th Floor Gubelstrasse 24 6300 Zug Switzerland | | Switzerland |
144
ANNEX Z
DIRECTORS AND EXECUTIVE OFFICERS OF
ALLIED WORLD ASSURANCE COMPANY (EUROPE) DAC
The following table sets forth certain information with respect to the directors and executive officers of Allied World Specialty Insurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Jim O’Mahoney (Director) | | Retired | | Ireland |
| | | | |
Neil Macmillan (Director) | | Retired | | United Kingdom |
| | | | |
Sean Hehir (Director) | | Retired | | Ireland |
| | | | |
Scott Hunter (Director) | | Retired | | Bermuda |
| | | | |
Lee Dwyer (Director and Managing Director) | | Director and President, Allied World Assurance Holdings (Ireland) Ltd. 3rd Floor, Georges Quay Plaza Georges Quay Dublin 2 Ireland | | United Kingdom |
145
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Ed Moresco (President, Europe) | | President, Europe Allied World Managing Agency Limited 19th Floor, 20 Fenchurch Street London EC3M 3BY United Kingdom | | United States |
| | | | |
Neil Lightbown (Chief Underwriting Officer, Global Markets Division) | | Senior Vice President, Chief Underwriting Officer Allied World Managing Agency Limited 19th Floor, 20 Fenchurch Street London EC3M 3BY United Kingdom | | United Kingdom |
146
ANNEX AA
DIRECTORS AND EXECUTIVE OFFICERS OF
ALLIED WORLD ASSURANCE COMPANY (U.S.) INC.
The following table sets forth certain information with respect to the directors and executive officers of Allied World Specialty Insurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Louis Iglesias (Director and President & Chief Executive Officer) | | Chairman of the Board of Directors and President & Chief Executive Officer Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
John Bender (Director) | | CEO, Global Reinsurance Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Wesley Dupont (Director) | | CEO, Global Legal & Strategy Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038 | | United States |
| | | | |
Robert Bowden (Executive Vice President, Chief Marketing Officer) | | Executive Vice President, Chief Marketing Officer Allied World Insurance Company 550 Hope Street, Suite 1825 Los Angeles, CA 90071 | | United States |
147
ANNEX BB
DIRECTORS AND EXECUTIVE OFFICERS OF
CRUM & FORSTER HOLDINGS CORP.
The following table sets forth certain information with respect to the directors and executive officers of Crum & Forster Holdings Corp.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Marc J. Adee (President, Chief Executive Officer, Chairman and Director) | | President and Chief Executive Officer, Crum & Forster Holdings Corp. and various other insurance subsidiaries, 305 Madison Avenue Morristown, NJ 07962 | | United States |
| | | | |
James V. Kraus (Secretary and Director) | | Senior Vice President, General Counsel and Secretary, United States Fire Insurance Company 305 Madison Avenue Morristown, NJ 07962 | | United States |
| | | | |
Arleen A. Paladino (Executive Vice President, Chief Financial Officer, Treasurer and Director) | | Executive Vice President, Chief Financial Officer, Treasurer and Director, Crum & Forster Holdings Corp. 305 Madison Avenue Morristown, NJ 07962 | | United States |
| | | | |
Andrew A. Barnard (Director) | | President and Chief Operating Officer, Fairfax Insurance Group 100 William Street, 5th Floor New York, New York 10038 | | United States |
| | | | |
Jennifer Allen (Director) | | Vice President and Chief Financial Officer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
148
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Peter Clarke (Director) | | Vice President and Chief Risk Officer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
149
ANNEX CC
DIRECTORS AND EXECUTIVE OFFICERS OF
UNITED STATES FIRE INSURANCE COMPANY
The following table sets forth certain information with respect to the directors and executive officers of United States Fire Insurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Marc J. Adee (President, Chief Executive Officer, Chairman and Director) | | President, Chief Executive Officer and Director, Crum & Forster Holdings Corp. and various other insurance subsidiaries 305 Madison Avenue Morristown, NJ 07962 | | United States |
| | | | |
Anthony R. Slimowicz (Executive Vice President, Chief Operating Officer and Director) | | Executive Vice President, Chief Operating Officer and Director, United States Fire Insurance Company 305 Madison Avenue Morristown, NJ 07962 | | United States |
| | | | |
Arleen A. Paladino (Senior Vice President, Chief Financial Officer and Director) | | Executive Vice President, Chief Financial Officer, Treasurer and Director, Crum & Forster Holdings Corp. 305 Madison Avenue Morristown, NJ 07962 | | United States |
| | | | |
James V. Kraus (Senior Vice President, General Counsel and Secretary) | | Senior Vice President, General Counsel and Secretary, United States Fire Insurance Company 305 Madison Avenue Morristown, NJ 07962 | | United States |
| | | | |
Carmine Scaglione (Senior Vice President and Controller) | | Senior Vice President and Controller, United States Fire Insurance Company 305 Madison Avenue Morristown, NJ 07962 | | United States |
150
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
George R. French (Treasurer and Vice President) | | Treasurer and Vice President, United States Fire Insurance Company 305 Madison Avenue Morristown, NJ 07962 | | United States |
151
ANNEX DD
DIRECTORS AND EXECUTIVE OFFICERS OF
ZENITH NATIONAL INSURANCE CORP.
The following table sets forth certain information with respect to the directors and executive officers of Zenith National Insurance Corp.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Jack D. Miller (Chairman and Director) | | Chairman, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
| | | | |
Andrew A. Barnard (Director) | | President and Chief Operating Officer, Fairfax Insurance Group 100 William Street, 5th Floor New York, New York 10038 | | United States |
| | | | |
Peter Clarke (Director) | | Vice President and Chief Risk Officer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Jennifer Allen (Director) | | Vice President and Chief Financial Officer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N7 | | Canada |
| | | | |
Kari L. Van Gundy (President, Chief Executive Officer and Director) | | President, Chief Executive Officer and Director, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
152
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Antonio Gaitan (Executive Vice President, Chief Financial Officer and Treasurer) | | Executive Vice President, Chief Financial Officer and Treasurer, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United Kingdom, United States |
| | | | |
Davidson M. Pattiz (Executive Vice President and Chief Operating Officer) | | Executive Vice President and Chief Operating Officer, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
| | | | |
Chad J. Helin (Executive Vice President, General Counsel, Secretary and Director) | | Executive Vice President, General Counsel and Director, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
153
ANNEX EE
DIRECTORS AND EXECUTIVE OFFICERS OF
ZENITH INSURANCE COMPANY
The following table sets forth certain information with respect to the directors and executive officers of Zenith Insurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Jack D. Miller (Chairman and Director) | | Chairman and Director, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
| | | | |
Kari L. Van Gundy (President, Chief Executive Officer and Director) | | President, Chief Executive Officer and Director, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
| | | | |
A. Mary Ames (Executive Vice President) | | Executive Vice President, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
| | | | |
Craig C. Thomson (Executive Vice President) | | Executive Vice President, Zenith Insurance Company 925 Highland Pointe Drive, Suite 250 Roseville, California 95678 | | United States |
| | | | |
Jason T. Clarke (Executive Vice President and Chief Actuary) | | Executive Vice President and Chief Actuary, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
154
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Davidson M. Pattiz (Executive Vice President and Chief Operating Officer) | | Executive Vice President and Chief Operating Officer, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
| | | | |
Antonio Gaitan (Executive Vice President, Chief Financial Officer and Treasurer) | | Executive Vice President, Chief Financial Officer and Treasurer, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United Kingdom, United States |
| | | | |
Eden M. Feder (Executive Vice President) | | Executive Vice President, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
| | | | |
Michael F. Cunningham (Executive Vice President) | | Executive Vice President, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
| | | | |
Paul R. Ramont (Executive Vice President) | | Executive Vice President, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
| | | | |
Jonathan W. Lindsay (Executive Vice President) | | Executive Vice President, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
| | | | |
Chad J. Helin (Executive Vice President, General Counsel and Director) | | Executive Vice President, General Counsel and Director, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367 | | United States |
155
ANNEX FF
DIRECTORS AND EXECUTIVE OFFICERS OF
RIVERSTONE HOLDINGS LIMITED
The following table sets forth certain information with respect to the directors and executive officers of RiverStone Holdings Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Nicholas C. Bentley (Chairman of the Board and Chief Executive Officer) | | Chairman, Chief Executive Officer and President, RiverStone Resources LLC 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101 | | United Kingdom United States |
| | | | |
Luke Tanzer (Managing Director) | | Managing Director, RiverStone Management Limited 161-163 Preston Road Brighton, BN1 6AU, England | | United Kingdom Australia |
| | | | |
Andrew Creed (Group Finance Director) | | Group Finance Director, RiverStone Management Limited 161-163 Preston Road Brighton, BN1 6AU, England | | United Kingdom |
| | | | |
Fraser Henry (Company Secretary) | | General Counsel and Company Secretary, RiverStone Management Limited 161-163 Preston Road, Brighton, BN1 6AU, England | | United Kingdom |
| | | | |
Sarah Garrod (Company Secretary) | | Company Secretary, RiverStone Management Limited 161-163 Preston Road, Brighton, BN1 6AU, England | | United Kingdom |
156
ANNEX GG
DIRECTORS AND EXECUTIVE OFFICERS OF
RIVERSTONE INSURANCE (UK) LIMITED
The following table sets forth certain information with respect to the directors and executive officers of RiverStone Insurance (UK) Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Nicholas C. Bentley (Director) | | President, Chief Executive Officer RiverStone Management Limited 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101 | | United Kingdom United States |
| | | | |
Luke Tanzer (Managing Director) | | Managing Director, RiverStone Management Limited 161-163 Preston Road Brighton, BN1 6AU, England | | United Kingdom Australia |
| | | | |
Andrew Creed (Group Finance Director) | | Group Finance Director, RiverStone Management Limited 161-163 Preston Road Brighton, BN1 6AU, England | | United Kingdom |
| | | | |
Mark Bannister (Operations Director) | | Operations Director, RiverStone Management Limited 161-163 Preston Road Brighton, BN1 6AU, England | | United Kingdom |
| | | | |
Adrian Masterson (Director) | | Director, RiverStone Insurance (UK) Limited 161-163 Preston Road Brighton, BN1 6AU, England | | Ireland |
| | | | |
Tom Riddell (Director) | | Director, RiverStone Insurance (UK) Limited 161-163 Preston Road Brighton, BN1 6AU, England | | Australia United Kingdom |
157
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Kalpana Shah (Director) | | Director, RiverStone Insurance (UK) Limited 161-163 Preston Road Brighton, BN1 6AU, England | | United Kingdom |
| | | | |
Fraser Henry (Company Secretary) | | General Counsel and Company Secretary, RiverStone Management Limited 161-163 Preston Road, Brighton, BN1 6AU, England | | United Kingdom |
| | | | |
Sarah Garrod (Company Secretary) | | Company Secretary, RiverStone Management Limited 161-163 Preston Road, Brighton, BN1 6AU, England | | United Kingdom |
158
ANNEX HH
DIRECTORS AND EXECUTIVE OFFICERS OF
BRIT LIMITED
The following table sets forth certain information with respect to the directors and executive officers of Brit Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Matthew Wilson (Group Chief Executive Officer and Director) | | Group Chief Executive Officer, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Mark Allan (Chief Financial Officer and Director) | | Chief Financial Officer, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Andrew Barnard (Director) | | President and Chief Operating Officer, Fairfax Insurance Group 100 William Street, 5th Floor New York, New York 10038 | | United States |
| | | | |
Jeremy Ehrlich (Director) | | Senior Legal Counsel, Investment Legal, OMERS Administration Corporation One University Avenue, Suite 400, Toronto, Ontario M5J 2P1 | | Canada |
159
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Gordon Campbell (Director) | | Senior Independent Non-Executive Director The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | Canada |
| | | | |
Andrea Welsch (Director) | | Independent Non-Executive Director The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
160
ANNEX II
DIRECTORS AND EXECUTIVE OFFICERS OF
BRIT INSURANCE HOLDINGS LIMITED
The following table sets forth certain information with respect to the directors and executive officers of Brit Insurance Holdings Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Antony Usher (Director) | | Group Financial Controller, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Mark Allan (Director) | | Chief Financial Officer, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Christopher Denton (Director) | | Group Head of Financial Strategy, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Stuart Dawes (Director) | | Head of Group Financial Performance, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
161
ANNEX JJ
DIRECTORS AND EXECUTIVE OFFICERS OF
BRIT REINSURANCE (BERMUDA) LIMITED
The following table sets forth certain information with respect to the directors and executive officers of Brit Reinsurance (Bermuda) Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Mark Allan (Director) | | Chief Financial Officer, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Joseph Bonanno (Director) | | Underwriting Director Chesney House, The Waterfront, 96 Pitts Bay Road, Pembroke, HM 08, Bermuda | | United States |
| | | | |
Karl Grieves (Director) | | Finance Director Chesney House, The Waterfront, 96 Pitts Bay Road, Pembroke, HM 08, Bermuda | | United Kingdom |
162
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Jay Nichols (Director) | | Independent Non-Executive Chesney House, The Waterfront, 96 Pitts Bay Road, Pembroke, HM 08, Bermuda | | United States |
| | | | |
Graham Pewter (Director) | | Independent Non-Executive Chesney House, The Waterfront, 96 Pitts Bay Road, Pembroke, HM 08, Bermuda | | United Kingdom |
| | | | |
Alan Waring (Director) | | Independent Non-Executive Chesney House, The Waterfront, 96 Pitts Bay Road, Pembroke, HM 08, Bermuda | | Bermuda |
163
ANNEX KK
DIRECTORS AND EXECUTIVE OFFICERS OF
BRIT UW LIMITED
The following table sets forth certain information with respect to the directors and executive officers of Brit UW Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Matthew Wilson (Group Chief Executive Officer and Director) | | Group Chief Executive Officer, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Antony Usher (Director) | | Group Financial Controller, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Mark Allan (Director) | | Chief Financial Officer, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Stuart Dawes (Director) | | Head of Group Financial Performance, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
164
ANNEX LL
DIRECTORS AND EXECUTIVE OFFICERS OF
TIG INSURANCE COMPANY
The following table sets forth certain information with respect to the directors and executive officers of TIG Insurance Company.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Nicholas C. Bentley (Chairman, Chief Executive Officer, President and Director) | | Chairman, Chief Executive Officer and President, RiverStone Resources LLC 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101 | | United Kingdom United States |
| | | | |
Nina L. Caroselli (Executive Vice President) | | Executive Vice President, RiverStone Resources LLC 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101 | | United States |
| | | | |
Richard J. Fabian (Executive Vice President, General Counsel and Director) | | Executive Vice President and General Counsel, RiverStone Resources LLC 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101 | | United States |
| | | | |
Deborah A. Irving (Director, Executive Vice President, Chief Financial Officer and Treasurer) | | Executive Vice President, Chief Financial Officer and Treasurer, RiverStone Resources LLC 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101 | | Canada |
| | | | |
Robert Sampson (Executive Vice President and Director) | | Executive Vice President, RiverStone Resources LLC 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101 | | United States |
165
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Matthew W. Kunish (Executive Vice President and Chief Actuary) | | Executive Vice President, Chief Actuary, RiverStone Resources LLC 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101 | | United Kingdom United States |
| | | | |
Karen Malmquist (Executive Vice President | | Executive Vice President, RiverStone Resources LLC 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101 | | United States |
| | | | |
Tyler Morse (Executive Vice President) | | Executive Vice President, RiverStone Resources LLC 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101 | | United States |
166
ANNEX MM
DIRECTORS AND EXECUTIVE OFFICERS OF
TIG INSURANCE (BARBADOS) LIMITED
The following table sets forth certain information with respect to the directors and executive officers of TIG Insurance (Barbados) Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Lisl Lewis (Director) | | Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | Barbados |
| | | | |
Alistair Dent (Director) | | Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | British |
| | | | |
Ronald Schokking (Chairman) | | Vice President and Treasurer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario, M5J 2N7 | | Canada |
| | | | |
Nicholas Bentley (Director) | | Chief Executive Officer, The Riverstone Group 250 Commercial St. Suite 500 Manchester NH 03101 | | British |
| | | | |
William Peter Douglas (Director) | | Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | Barbados |
167
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
Simon P.G. Lee (Director) | | Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | British |
| | | | |
Janice Burke (Vice President and General Manager) | | Vice President and General Manager, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | United States |
| | | | |
Paula Alleyne (Senior Manager, Treasury & Financial Reporting) | | Senior Manager Treasury & Financial Reporting, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael Barbados BB11103 | | Barbados |
| | | | |
Niall Tully (Vice President and Chief Financial Officer) | | ffh Management Services First Floor 25-28 Adelaide Road Dublin 2 Ireland | | Ireland |
| | | | |
Paul Mulvin (Vice President) | | ffh Management Services First Floor 25-28 Adelaide Road Dublin 2 Ireland | | Ireland |
| | | | |
Jean Cloutier (President) | | VP, International Operations Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto ON M5J 2N7 Canada | | Canada |
168
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
| | | | |
John Casey (Vice President) | | ffh Management Services First Floor 25-28 Adelaide Road Dublin 2 Ireland | | Ireland |
169
ANNEX NN
DIRECTORS AND EXECUTIVE OFFICERS OF
NEWLINE HOLDINGS UK LIMITED
The following table sets forth certain information with respect to the directors and executive officers of Newline Holdings UK Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Jan Christiansen (Director) | | Executive Vice President and Chief Financial Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | Denmark |
| | | | |
Robert B. Kastner (Director) | | Head of Claims, Newline Underwriting Management Limited Corn Exchange 55 Mark Lane London EC3R 7NE England | | United Kingdom |
| | | | |
Henry James Louis Withinshaw (Director and Company Secretary) | | Chief Operating Officer, Newline Underwriting Management Limited Corn Exchange 55 Mark Lane London EC3R 7NE England | | United Kingdom |
| | | | |
Michael G. Wacek (Director) | | Executive Vice President and Chief Risk Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
170
ANNEX OO
DIRECTORS AND EXECUTIVE OFFICERS OF
NEWLINE CORPORATE NAME LIMITED
The following table sets forth certain information with respect to the directors and executive officers of Newline Corporate Name Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Michael G. Wacek (Director) | | Executive Vice President and Chief Risk Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | United States |
| | | | |
Jan Christiansen (Director) | | Executive Vice President and Chief Financial Officer, Odyssey Group Holdings, Inc. 300 First Stamford Place Stamford, Connecticut 06902 | | Denmark |
| | | | |
Robert B. Kastner (Director) | | Head of Claims, Newline Underwriting Management Limited Corn Exchange 55 Mark Lane London EC3R 7NE England | | United Kingdom |
| | | | |
Henry Withinshaw (Director and Company Secretary) | | Chief Operating Officer, Newline Underwriting Management Limited Corn Exchange 55 Mark Lane London EC3R 7NE England | | United Kingdom |
171
ANNEX PP
DIRECTORS AND EXECUTIVE OFFICERS OF
BRIT SYNDICATES LIMITED
The following table sets forth certain information with respect to the directors and executive officers of Brit Syndicates Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Tim Harmer (Secretary) | | Secretary, Brit Syndicates Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Mark Allan (Director) | | Director, Brit Syndicates Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Christiern Dart (Director) | | Director, Brit Syndicates Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Michael Gould (Director) | | Director, Brit Syndicates Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
172
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Simon Lee (Director) | | Director, Brit Syndicates Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Anthony Medniuk (Director) | | Director, Brit Syndicates Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Caroline Ramsay (Director) | | Director, Brit Syndicates Limited The Leadenhall Building, 122 Leadenhall Street, London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Andrea Welsch (Director) | | Director, Brit Syndicates Limited The Leadenhall Building, 122 Leadenhall Street, London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Matthew Wilson (Director) | | Director, Brit Syndicates Limited The Leadenhall Building, 122 Leadenhall Street, London EC3V 4AB United Kingdom | | United Kingdom |
| | | | |
Pinar Yetgin (Director) | | Director, Brit Syndicates Limited The Leadenhall Building, 122 Leadenhall Street, London EC3V 4AB United Kingdom | | United Kingdom |
173
ANNEX QQ
DIRECTORS AND EXECUTIVE OFFICERS OF
RIVERSTONE CORPORATE CAPITAL LIMITED
The following table sets forth certain information with respect to the directors and executive officers of RiverStone Corporate Capital Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Nicholas C. Bentley (Director) | | President, Chief Executive Officer RiverStone Management Limited 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101 | | United Kingdom United States |
| | | | |
Andrew Creed (Group Finance Director) | | Group Finance Director, RiverStone Management Limited 161-163 Preston Road Brighton, BN1 6AU, England | | United Kingdom |
| | | | |
Luke Tanzar (Managing Director) | | Managing Director, RiverStone Management Limited 161-163 Preston Road Brighton, BN1 6AU, England | | United Kingdom Australia |
| | | | |
Sarah Garrod (Company Secretary) | | Company Secretary, RiverStone Management Limited 161-163 Preston Road, Brighton, BN1 6AU, England | | United Kingdom |
| | | | |
Fraser Henry (Company Secretary) | | General Counsel and Company Secretary, RiverStone Management Limited 161-163 Preston Road, Brighton, BN1 6AU, England | | United Kingdom |
174
ANNEX RR
DIRECTORS AND EXECUTIVE OFFICERS OF
ADVENT CAPITAL (HOLDINGS) LTD
The following table sets forth certain information with respect to the directors and executive officers of Advent Capital (Holdings) LTD.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Ian Hewitt (Director) | | Executive Compliance Director and Risk Director RiverStone Management Limited No. 2 Minster Court Mincing Lane London, EC3R 7BB England | | United Kingdom |
Trevor Ambridge (Director) | | Director No. 2 Minster Court Mincing Lane London, EC3R 7BB England | | United Kingdom |
Andrew Creed (Director) | | Group Finance Director, RiverStone Management Limited No. 2 Minster Court Mincing Lane London, EC3R 7BB England | | United Kingdom |
Luke Tanzer (Director) | | Managing Director, RiverStone Management Limited No. 2 Minster Court Mincing Lane London, EC3R 7BB England | | United Kingdom Australia |
175
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Neil Ewing (Company Secretary) | | Company Secretary RiverStone Management Limited No. 2 Minster Court Mincing Lane London, EC3R 7BB England | | United Kingdom |
176
ANNEX SS
DIRECTORS AND EXECUTIVE OFFICERS OF
ADVENT CAPITAL (NO.3) LIMITED
The following table sets forth certain information with respect to the directors and executive officers of Advent Capital (No. 3) Limited.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Ian Hewitt (Director) | | Executive Compliance Director and Risk Director RiverStone Management Limited No. 2 Minster Court Mincing Lane London, EC3R 7BB England | | United Kingdom |
Trevor Ambridge (Director) | | Director No. 2 Minster Court Mincing Lane London, EC3R 7BB England | | United Kingdom |
Andrew Creed (Director) | | Group Finance Director, RiverStone Management Limited No. 2 Minster Court Mincing Lane London, EC3R 7BB England | | United Kingdom |
Luke Tanzer (Director) | | Managing Director, RiverStone Management Limited No. 2 Minster Court Mincing Lane London, EC3R 7BB England | | United Kingdom Australia |
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Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
Neil Ewing (Company Secretary) | | Company Secretary RiverStone Management Limited No. 2 Minster Court Mincing Lane London, EC3R 7BB England | | United Kingdom |
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ANNEX TT
DIRECTORS AND EXECUTIVE OFFICERS OF
THE SECOND 810 HOLDCO LTD.
The following table sets forth certain information with respect to the directors and executive officers of The Second 810 Holdco Ltd.
Name | | Present Principal Occupation or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted | | Citizenship |
V. Prem Watsa (Director) | | Chairman and Chief Executive Officer, Fairfax Financial Holdings Limited 95 Wellington Street West, Suit 800, Toronto, ON M5J 2 N7 | | Canada |
| | | | |
Eric P. Salsberg (Secretary) | | Vice President, Corporate Affairs and Corporate Secretary, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, ON M5J 2N7 | | Canada |
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Exhibit Index
Exhibit No. | | Description |
| | |
Ex. 1.3: | | Members of filing group |
| | |
Ex. 2.3: | | Joint filing agreement dated as of March 9, 2020 among V. Prem Watsa, The Second 810 Holdco Ltd., The Second 1109 Holdco Ltd., The Sixty Two Investment Company Limited, Fairfax Financial Holdings Limited, FFHL Group Ltd., Fairfax (Barbados) International Corp., Wentworth Insurance Company Ltd., TIG Insurance (Barbados) Limited, The Sixty Three Foundation, Fairfax (US) Inc., Odyssey US Holdings Inc., Odyssey Group Holdings, Inc., Odyssey Reinsurance Company, Greystone Insurance Company, Newline Holdings UK Limited, Newline Corporate name Limited, Hudson Insurance Company, Hudson Specialty Insurance Company, 1102952 B.C. Unlimited Liability Company, Allied World Assurance Company Holdings, Ltd., Allied World Assurance Company Holdings I, Ltd, Allied World Assurance Company, Ltd, Allied World Assurance Holdings (Ireland) Ltd, Allied World Assurance Holdings (U.S.) Inc., Allied World Insurance Company, AW Underwriters Inc., Allied World Specialty Insurance Company, Allied World Surplus Lines Insurance Company, Allied World Assurance Company, AG, Allied World Assurance Company (Europe) dac, Allied World Assurance Company (U.S.) Inc., Crum & Forster Holdings Corp., United States Fire Insurance Company, Advent Capital (Holdings) LTD, Advent Capital (No. 3) Limited, Zenith National Insurance Corp., Zenith Insurance Company, RiverStone Holdings Limited, RiverStone Insurance (UK) Limited, RiverStone Corporate Capital Limited, Brit Limited, Brit Insurance Holdings Limited, Brit Reinsurance (Bermuda) Limited, Brit Syndicates Limited, Brit UW Limited and TIG Insurance Company. |
| | |
Ex. 8: | | Power of attorney, dated March 9, 2020 |
| | |
Ex. 9: | | Acquisition Agreement among the Sellers Party Thereto, Apple Bidco Limited, Seaspan Corporation, Atlas Corp. and Fairfax Financial Holdings Limited, as the Seller Representative, incorporated by reference from Exhibit 4.2 to Form 6-K dated November 22, 2019, filed with the Securities and Exchange Commission by Seaspan Corporation. |
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