20:32:58 EDT Fri 19 Apr 2024
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Fairfax Financial Holdings Ltd
Symbol FFH
Shares Issued 23,004,207
Close 2017-07-05 C$ 565.01
Market Cap C$ 12,997,606,997
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Fairfax reminds Allied shareholders of bid expiry

2017-07-05 08:58 ET - News Release

Mr. Paul Rivett reports

FAIRFAX OFFER FOR ALLIED WORLD SHARES TO EXPIRE AT 5:00 P.M. TODAY

Fairfax Financial Holdings Ltd. and Allied World Assurance Company Holdings AG would like to remind Allied World shareholders that Fairfax's offer to acquire all of the outstanding registered ordinary shares of Allied World is set to expire today at 5 p.m. New York time. Shareholders who have not yet accepted the offer are urged to tender their shares as soon as possible today. Shareholders who have already tendered their shares do not have to retender their shares or take any other action as a result of the extension of the expiration date of the offer.

(Unless otherwise provided herein, all dollar amounts in this announcement are expressed in U.S. dollars.)

As previously announced, shares representing 88.1 per cent of the issued and outstanding shares had been received on June 30, 2017, by Continental Stock Transfer & Trust Company, the exchange agent of the offer, and all conditions to completion of the offer have been satisfied, other than the 90-per-cent minimum tender condition. Fairfax has also spoken with an Allied World shareholder group representing more than 3 per cent of the outstanding shares that has indicated it will now tender before today's deadline. As a result, the company fully expects to have significantly more than 90 per cent of the shares tendered by the end of today and to accept the tendered shares for payment on Thursday, July 6, 2017.

The consideration being offered for each share tendered and not properly withdrawn in Fairfax's offer has not changed since the company's previous announcement and remains (i) $23 cash and (ii) 0.057937 of a Fairfax subordinate voting share. In addition, Allied World will pay a special cash dividend of $5 per share, without interest, simultaneously with the payment of the offer consideration.

Allied World shareholders who have not yet accepted the offer are urged to do so as soon as possible and in any event no later than 5 p.m. New York time today, which is when the offer and withdrawal rights will expire, unless the offer is extended. Financial intermediaries holding Allied World shares on your behalf may have set earlier deadlines for shareholders to notify them of their intention to accept the offer, and so, if you intend to accept the offer, you should contact your financial intermediary (if relevant) to ensure you are aware of any such deadline. Full details of how to accept the offer are set out in the registration statement on Form F-4, which includes a prospectus, and the tender offer statement on Schedule TO (including the related letter of transmittal and other offer documents) filed by Fairfax with the Securities and Exchange Commission and available on the SEC's website.

If you require further information on how to tender your Allied World shares, please contact Georgeson LLC, the information agent for the offer, toll-free at 1-800-248-7690.

About Fairfax Financial Holdings Ltd.

Fairfax is a holding company which, through its subsidiaries, is engaged in property and casualty insurance and reinsurance and investment management.

About Allied World Assurance Company Holdings AG

Allied World, through its subsidiaries and brand known as Allied World, is a global provider of innovative property, casualty and specialty insurance and reinsurance solutions. Allied World offers superior client service through a global network of offices and branches. All of Allied World's rated insurance and reinsurance subsidiaries are rated A by A.M. Best Company, A by Standard & Poor's and A2 by Moody's, and its Lloyd's Syndicate 2232 is rated A-plus by Standard & Poor's and AA-minus by Fitch.

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