Sec Form 13D Filing - FAIRFAX FINANCIAL HOLDINGS LTD filing for Resolute Forest Products Inc. (RFP) - 2022-07-07

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

SCHEDULE 13D/A

 

Under the Securities Exchange Act of 1934
(Amendment No. 14)

 

Resolute Forest Products Inc.

(Name of Issuer)

 

Common Stock, $0.001 Par Value

(Title of Class of Securities)

 

003687209

(CUSIP Number)

 

Peter Clarke

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 –

 

Mile T. Kurta
Michael Horwitz
Torys LLP
1114 Avenue of the Americas, 23rd Floor
New York, New York 10036
Telephone (212) 880-6000

 

July 5, 2022

(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 which is the subject of this Schedule 13D, and is filing this schedule because of §§ 240.13d-1(e), 240.13d-1(f) or 240.13d-1(g), check the following box ¨.

 

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. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) V. Prem Watsa
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 30,548,190
	9	Sole Dispositive Power
	10	Shared Dispositive Power 30,548,190

11	Aggregate Amount Beneficially Owned by Each Reporting Person 30,548,190
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 39.8%
14	Type of Reporting Person IN

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) THE SECOND 810 HOLDCO LTD.
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 30,548,190
	9	Sole Dispositive Power
	10	Shared Dispositive Power 30,548,190

11	Aggregate Amount Beneficially Owned by Each Reporting Person 30,548,190
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 39.8%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) THE SECOND 1109 HOLDCO LTD.
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 30,548,190
	9	Sole Dispositive Power
	10	Shared Dispositive Power 30,548,190

11	Aggregate Amount Beneficially Owned by Each Reporting Person 30,548,190
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 39.8%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) THE SIXTY TWO INVESTMENT COMPANY LIMITED
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 30,548,190
	9	Sole Dispositive Power
	10	Shared Dispositive Power 30,548,190

11	Aggregate Amount Beneficially Owned by Each Reporting Person 30,548,190
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 39.8%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) 12002574 CANADA INC.
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 30,548,190
	9	Sole Dispositive Power
	10	Shared Dispositive Power 30,548,190

11	Aggregate Amount Beneficially Owned by Each Reporting Person 30,548,190
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 39.8%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FAIRFAX FINANCIAL HOLDINGS LIMITED
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 30,548,190
	9	Sole Dispositive Power
	10	Shared Dispositive Power 30,548,190

11	Aggregate Amount Beneficially Owned by Each Reporting Person 30,548,190
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 39.8%
1 4	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FFHL GROUP LTD.
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 20,938,927
	9	Sole Dispositive Power
	10	Shared Dispositive Power 20,938,927

11	Aggregate Amount Beneficially Owned by Each Reporting Person 20,938,927
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 27.3%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FAIRFAX (BARBADOS) INTERNATIONAL CORP.
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 294,600
	9	Sole Dispositive Power
	10	Shared Dispositive Power 294,600

11	Aggregate Amount Beneficially Owned by Each Reporting Person 294,600
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 0.4%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) WENTWORTH INSURANCE COMPANY LTD.
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 294,600
	9	Sole Dispositive Power
	10	Shared Dispositive Power 294,600

11	Aggregate Amount Beneficially Owned by Each Reporting Person 294,600
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 0.4%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) BRIT LIMITED
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 3,551,140
	9	Sole Dispositive Power
	10	Shared Dispositive Power 3,551,140

11	Aggregate Amount Beneficially Owned by Each Reporting Person 3,551,140
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 4.6%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) BRIT INSURANCE HOLDINGS LIMITED
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 3,551,140
	9	Sole Dispositive Power
	10	Shared Dispositive Power 3,551,140

11	Aggregate Amount Beneficially Owned by Each Reporting Person 3,551,140
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 4.6%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) BRIT REINSURANCE (BERMUDA) LIMITED
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 3,551,140
	9	Sole Dispositive Power
	10	Shared Dispositive Power 3,551,140

11	Aggregate Amount Beneficially Owned by Each Reporting Person 3,551,140
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 4.6%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FAIRFAX (US) INC.
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 14,050,871
	9	Sole Dispositive Power
	10	Shared Dispositive Power 14,050,871

11	Aggregate Amount Beneficially Owned by Each Reporting Person 14,050,871
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 18.3%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) CRUM & FORSTER HOLDINGS CORP.
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 5,023,624
	9	Sole Dispositive Power
	10	Shared Dispositive Power 5,023,624

11	Aggregate Amount Beneficially Owned by Each Reporting Person 5,023,624
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

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) UNITED STATES FIRE INSURANCE COMPANY
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 5,023,624
	9	Sole Dispositive Power
	10	Shared Dispositive Power 5,023,624

11	Aggregate Amount Beneficially Owned by Each Reporting Person 5,023,624
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

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) THE NORTH RIVER INSURANCE COMPANY
	Check the Appropriate Box if a Member of a Group
2	(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 JERSEY

Number of Shares Beneficially Owned by Each Reporting Person With:	7	Sole Voting Power
	8	Shared Voting Power 823,731
	9	Sole Dispositive Power
	10	Shared Dispositive Power 823,731

11	Aggregate Amount Beneficially Owned by Each Reporting Person 823,731
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

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ZENITH NATIONAL INSURANCE CORP.
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 8,281,136
	9	Sole Dispositive Power
	10	Shared Dispositive Power 8,281,136

11	Aggregate Amount Beneficially Owned by Each Reporting Person 8,281,136
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 10.8%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ZENITH INSURANCE COMPANY
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 8,281,136
	9	Sole Dispositive Power
	10	Shared Dispositive Power 8,281,136

11	Aggregate Amount Beneficially Owned by Each Reporting Person 8,281,136
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 10.8%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) TIG INSURANCE COMPANY
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 746,111
	9	Sole Dispositive Power
	10	Shared Dispositive Power 746,111

11	Aggregate Amount Beneficially Owned by Each Reporting Person 746,111
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

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) NORTHBRIDGE FINANCIAL CORPORATION
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 3,042,316
	9	Sole Dispositive Power
	10	Shared Dispositive Power 3,042,316

11	Aggregate Amount Beneficially Owned by Each Reporting Person 3,042,316
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 4.0%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FEDERATED INSURANCE COMPANY OF CANADA
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 198,735
	9	Sole Dispositive Power
	10	Shared Dispositive Power 198,735

11	Aggregate Amount Beneficially Owned by Each Reporting Person 198,735
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

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) NORTHBRIDGE GENERAL INSURANCE CORPORATION
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 2,843,581
	9	Sole Dispositive Power
	10	Shared Dispositive Power 2,843,581

11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,843,581
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 3.7%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) VERASSURE INSURANCE COMPANY
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 524,807
	9	Sole Dispositive Power
	10	Shared Dispositive Power 524,807

11	Aggregate Amount Beneficially Owned by Each Reporting Person 524,807
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

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) 1102952 B.C. UNLIMITED LIABILITY COMPANY
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 2,364,610
	9	Sole Dispositive Power
	10	Shared Dispositive Power 2,364,610

11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,364,610
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 3.1%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY HOLDINGS, LTD
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 2,364,610
	9	Sole Dispositive Power
	10	Shared Dispositive Power 2,364,610

11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,364,610
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 3.1%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) Allied World Assurance Company Holdings I, Ltd
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 2,364,610
	9	Sole Dispositive Power
	10	Shared Dispositive Power 2,364,610

11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,364,610
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 3.1%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY, LTD
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 2,364,610
	9	Sole Dispositive Power
	10	Shared Dispositive Power 2,364,610

11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,364,610
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 3.1%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE HOLDINGS (IRELAND) LTD
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 2,364,610
	9	Sole Dispositive Power
	10	Shared Dispositive Power 2,364,610

11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,364,610
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 3.1%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE HOLDINGS (U.S.) INC.
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 2,364,610
	9	Sole Dispositive Power
	10	Shared Dispositive Power 2,364,610

11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,364,610
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 3.1%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD INSURANCE COMPANY
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 2,364,610
	9	Sole Dispositive Power
	10	Shared Dispositive Power 2,364,610

11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,364,610
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 3.1%
14	Type of Reporting Person CO

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) AW UNDERWRITERS INC.
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 1,364,610
	9	Sole Dispositive Power
	10	Shared Dispositive Power 1,364,610

11	Aggregate Amount Beneficially Owned by Each Reporting Person 1,364,610
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

 

 

CUSIP No. 003687209

 

< td colspan="2" style="font: 10pt Times New Roman, Times, Serif; padding-bottom: 1pt"> 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD SPECIALTY INSURANCE COMPANY
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 1,364,610
	9	Sole Dispositive Power
	10	Shared Dispositive Power 1,364,610

11	Aggregate Amount Beneficially Owned by Each Reporting Person 1,364,610
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

 

 

CUSIP No. 003687209

 

1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) CRC REINSURANCE LIMITED
	Check the Appropriate Box if a Member of a Group
2	(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
	8	Shared Voting Power 1,456,803
	9	Sole Dispositive Power
	10	Shared Dispositive Power 1,456,803

11	Aggregate Amount Beneficially Owned by Each Reporting Person 1,456,803
12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares ¨
13	Percent of Class Represented by Amount in Row (11) 1.9%
14	Type of Reporting Person CO

 

 

Explanatory note

 

Pursuant to Rule 13d-2 promulgate d under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), this Amendment No. 14 to Schedule 13D (this “Amendment No. 14”) amends the Schedule 13D originally filed with the United States Securities and Exchange Commission (the “SEC”) on April 11, 2008 (as amended and supplemented prior to the date hereof, the “Original Schedule 13D” and, as amended and supplemented by this Amendment No. 14, the “Schedule 13D”).

 

The following amendments to Items 2, 4, 5, 6 and 7 of the Schedule 13D are hereby made:

 

Item 2. Identity and Background.

 

Item 2 of the 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, Canada, M5J 2N7;

 

2.

The Second 810 Holdco Ltd. (“810 Holdco”), a corporation incorporated under the laws of Canada, is controlled by V. Prem Watsa. 810 Holdco is an investment holding company. The principal business and principal office address of 810 Holdco is 95 Wellington Street West, Suite 802, Toronto, Ontario, Canada, M5J 2N7;

 

3.

The Second 1109 Holdco Ltd. (“Holdco”), a corporation incorporated under the laws of Canada, is controlled by V. Prem Watsa. Holdco is an investment holding company. The principal business address and principal office address of Holdco is 95 Wellington Street West, Suite 802, Toronto, Ontario, Canada, 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. Sixty Two is an investment holding company. The principal business and principal office address of Sixty Two is 1600 Cathedral Place, 925 West Georgia St., Vancouver, British Columbia, Canada, V6C 3L2;

 

5.

12002574 Canada Inc. (“12002574”), a corporation incorporated under the laws of Canada, is controlled by V. Prem Watsa. 12002574 is an investment holding company. The principal business and principal office address of 12002574 is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7;

 

6.

Fairfax Financial Holdings Limited (“Fairfax”) is a corporation incorporated under the laws of Canada. Fairfax is a holding company. The principal business and principal office address of Fairfax is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7;

 

7.

FFHL Group Ltd. (“FFHL”), a corporation incorporated under the laws of Canada, is a wholly owned subsidiary of Fairfax. FFHL is a holding company. The principal business and principal office address of FFHL is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7;

 

8.

Fairfax (Barbados) International Corp. (“Fairfax Barbados”), a corporation incorporated under the laws of Barbados, is a wholly owned subsidiary of Fairfax. Fairfax Barbados is an investment holding company. The principal business and principal office address of Fairfax Barbados is #12 Pine Commercial, The Pine, St. Michael, Barbados, BB11103;

 

9.

Wentworth Insurance Company Ltd. (“Wentworth”), a corporation incorporated under the laws of Barbados, is a wholly owned subsidiary of Fairfax. The principal business of Wentworth is reinsurance. The principal business and principal office address of Wentworth is #12 Pine Commercial, The Pine, St. Michael, Barbados, BB11103;

 

 

10.

Brit Limited (“Brit”), a company incorporated under the laws of England and Wales, is a subsidiary of Fairfax. Brit is a holding company. The principal business address and principal office address of Brit is The Leadenhall Building, 122 Leadenhall Street, London, United Kingdom, EC3V 4AB;

 

11.

Brit Insurance Holdings Limited (“Brit Insurance”), a corporation incorporated under the laws of England and Wales, is a wholly owned subsidiary of Fairfax. Brit Insurance is a holding company. The principal business and principal office address of Brit Insurance is The Leadenhall Building, 122 Leadenhall Street, London, United Kingdom, EC3V 4AB;

 

12.

Brit Reinsurance (Bermuda) Limited (“Brit Reinsurance”), a corporation incorporated under the laws of Bermuda, is a wholly owned subsidiary of Fairfax. The principal business of Brit Reinsurance is reinsurance. The principal business and principal office address of Brit Reinsurance is The Leadenhall Building, 122 Leadenhall Street, London, United Kingdom, EC3V 4AB;

 

13.

Fairfax (US) Inc. (“Fairfax US”), a corporation incorporated under the laws of Delaware, is a wholly owned subsidiary of Fairfax. Fairfax US is a holding company. The principal business and principal office address of Fairfax US is 2850 Lake Vista Drive, Suite 150, Lewisville, Texas, USA, 75067;

 

14.

Crum & Forster Holdings Corp. (“Crum & Forster”), a corporation incorporated under the laws of Delaware, is a wholly owned subsidiary of Fairfax. Crum & Forster is a holding company. The principal business and principal office address of Crum & Forster is 1209 Orange Street, Wilmington, Delaware, USA, 19801;

 

15.

United States Fire Insurance Company (“US Fire”), a corporation incorporated under the laws of Delaware, is a wholly owned subsidiary of Fairfax. The principal business of US Fire is insurance. The principal business and principal office address of US Fire is 1209 Orange Street, Wilmington, Delaware, USA, 19801;

 

16.

The North River Insurance Company (“North River”), a corporation incorporated under the laws of New Jersey, is a wholly owned subsidiary of Fairfax. The principal business of North River is insurance. The principal business and principal office address of North River is 305 Madison Avenue, Morristown, New Jersey, USA, 07962;

 

17.

Zenith National Insurance Corp. (“ZNIC”), a corporation incorporated under the laws of Delaware, is a wholly owned subsidiary of Fairfax. ZNIC is a holding company. The principal business and principal office address of ZNIC is 21255 Califa Street, Woodland Hills, California, USA, 91367-5021;

 

18.

Zenith Insurance Company (“Zenith”), a corporation incorporated under the laws of California, is a wholly owned subsidiary of Fairfax. The principal business of Zenith is workers’ compensation insurance. The principal business and principal office address of Zenith is 21255 Califa Street, Woodland Hills, California 91367-5021;

 

19.

TIG Insurance Company (“TIG”), a corporation incorporated under the laws of California, is a wholly owned subsidiary of Fairfax. The principal business of TIG is property and casualty insurance. The principal business and principal office address of TIG is 250 Commercial Street, Suite 5000, Manchester, New Hampshire, USA, 03101;

 

20.

Northbridge Financial Corporation (“NFC”), a corporation incorporated under the laws of Canada, is a wholly owned subsidiary of Fairfax. NFC is a holding company. The principal business and principal office address of NFC is 105 Adelaide Street West, Toronto, Ontario, Canada, M5H 1P9;

 

21.

Federated Insurance Company of Canada (“Federated”), a corporation incorporated under the laws of Canada, is a wholly owned subsidiary of Fairfax. The principal business of Federated is property and casualty insurance. The principal business and principal office address of Federated is 255 Commerce Drive, P.O. Box 5800, Winnipeg, Manitoba, Canada, R3C 3C9;

 

 

22.

Northbridge General Insurance Corporation (“NGIC”), a corporation incorporated under the laws of Canada, is a wholly owned subsidiary of Fairfax. The principal business of NGIC is property and casualty insurance. The principal business and principal office address of NGIC is 105 Adelaide Street West, 7th Floor, Toronto, Ontario, Canada, M5H 1P9;

 

23.

Verassure Insurance Company (“Verassure”), a corporation incorporated under the laws of Canada, is a wholly owned subsidiary of Fairfax. The principal business of Verassure is property and casualty insurance. The principal business and principal office address of Verassure is 105 Adelaide Street West, 7th Floor, Toronto, Ontario, Canada, M5H 1P9;

 

24.

1102952 B.C. Unlimited Liability Company (“1102952”), a corporation incorporated under the laws of British Columbia, is a wholly owned subsidiary of Fairfax. 1102952 is a holding company. The principal business and principal office address of 1102952 is 1600 - 925 West Georgia Street, Vancouver, British Columbia, Canada, V6C 3L2;

 

25.

Allied World Assurance Company Holdings, Ltd (“Allied Holdings Bermuda”), a corporation incorporated under the laws of Bermuda, is a subsidiary of Fairfax. Allied Holdings Bermuda is a holding company. The principal business and principal office address of Allied Holdings Bermuda is 27 Richmond Road, Pembroke, Bermuda, HM 08;

 

26.

Allied World Assurance Company Holdings I, Ltd (“Allied Holdings I Ltd”), a corporation incorporated under the laws of Bermuda, is a subsidiary of Fairfax. Allied Holdings I Ltd is a holding company. The principal business and principal office address of Allied Holdings I Ltd is 27 Richmond Road, Pembroke, Bermuda, HM 08;

 

27.

Allied World Assurance Company, Ltd (“Allied Assurance”), a corporation incorporated under the laws of Bermuda, is a subsidiary of Fairfax. The principal business of Allied Assurance is insurance. The principal business and principal office address of Allied Assurance is 27 Richmond Road, Pembroke, Bermuda, HM 08;

 

28.

Allied World Assurance Holdings (Ireland) Ltd (“Allied Ireland”), a corporation incorporated under the laws of Bermuda, is a subsidiary of Fairfax. Allied Ireland is a holding company. The principal business and principal office address of Allied Ireland is 27 Richmond Road, Pembroke, Bermuda, HM 08;

 

29.

Allied World Assurance Holdings (U.S.) Inc. (“Allied U.S.”), a corporation incorporated under the laws of Delaware, is a subsidiary of Fairfax. Allied U.S. is a holding company. The principal business and principal office address of Allied U.S. is 1209 Orange Street, Wilmington, Delaware, USA, 19801;

 

30.

Allied World Insurance Company (“Allied Insurance”), a corporation incorporated under the laws of New Hampshire, is a subsidiary of Fairfax. The principal business of Allied Insurance is insurance. The principal business and principal office address of Allied Insurance is 10 Ferry Street, Suite 313, Concord, New Hampshire, USA, 03301;

 

31.

AW Underwriters Inc. (“AW”), a corporation incorporated under the laws of Delaware, is a subsidiary of Fairfax. The principal business of AW is insurance agency. The principal business and principal office address of AW is 251 Little Falls Drive, Wilmington, Delaware, USA, 19808;

 

32.

Allied World Specialty Insurance Company (“Allied Specialty”), a corporation incorporated under the laws of Delaware, is a subsidiary of Fairfax. The principal business of Allied Specialty is insurance. The principal business and principal office address of Allied Specialty is 251 Little Falls Drive, Wilmington, Delaware, USA, 19808; and

 

33.

CRC Reinsurance Limited (“CRC”), a corporation incorporated under the laws of Barbados, is a wholly owned subsidiary of Fairfax. The principal business of CRC is reinsurance. The principal business and principal office address of CRC is #12 Pine Commercial, The Pine, St. Michael, Barbados, BB11103.

 

 

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, 12002574, Fairfax, FFHL, Fairfax Barbados, Wentworth, Brit, Brit Insurance, Brit Reinsurance, Fairfax US, Crum & Forster, US Fire, North River, ZNIC, Zenith, TIG, NFC, Federated, NGIC, Verassure, 1102952, Allied Holdings Bermuda, Allied Holdings I Ltd, Allied Assurance, Allied Ireland, Allied U.S., Allied Insurance, AW, Allied Specialty, or CRC that it is the beneficial owner of the Shares referred to herein for purposes of Section 13(d) or 13(g) 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 or FF, 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 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 the Transaction

 

The information set forth in Item 6 is incorporated herein by reference.

 

Item 5. Interest in the Securities of the Issuer.

 

Item 5 of the Schedule 13D is hereby amended and restated in its entirety to read as follows:

 

“(a) Based on the most recent information available, the aggregate number and percentage of the Shares (the securities identified by 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.

 

The percentage of Shares beneficially owned by each of the Reporting Persons was calculated based on 76,796,897 Shares issued and outstanding as of June 28, 2022 based on the Merger Agreement (as defined in Item 6).

 

The calculation of beneficial ownership of Shares of the Reporting Persons includes 5,604,621 Shares over which Fairfax and certain affiliates exercise investment discretion but which are subject to the Asset Value Loan Notes as described in Item 6 of the Amendment No. 13 to the Schedule 13D filed by the Reporting Persons with the SEC on August 23, 2021.

 

(b) The numbers of 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 knowledge of the Reporting Persons, the following persons beneficially own the following number of Shares and have sole voting power and sole dispositive power with respect to such Shares: Sammy S.Y. Chan with respect to 14,686 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 or FF, beneficially owns, or has acquired or disposed of, any 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 Shares held by the Reporting Persons other than each of the Reporting Persons, and in respect of 183,229 Shares, certain pension plans of certain subsidiaries of Fairfax.

 

(e) Not applicable.”

 

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

 

Item 6 of the Schedule 13D is hereby amended and supplemented by the addition of the following:

 

“On July 5, 2022, the Issuer entered into an Agreement and Plan of Merger with Domtar Corporation, a Delaware corporation (“Domtar”), Terra Acquisition Sub Inc., a Delaware corporation, Karta Halten B.V., a private limited corporation organized under the laws of the Netherlands, and Paper Excellence B.V., a private limited company organized under the laws of the Netherlands (the “Merger Agreement”).

 

In connection with the Merger Agreement, Hamblin Watsa Investment Counsel Ltd., a Canadian corporation, in its capacity as investment manager and/or authorized power of attorney (“HWIC”), entered into a Voting and Support Agreement, dated as of July 5, 2022 (the “Voting and Support Agreement”), with Domtar. Pursuant to, and subject to the terms and conditions of, the Voting and Support Agreement, HWIC agreed, and HWIC agreed to cause any holder of the Covered Shares (as defined in the Voting and Support Agreement), among other things, to vote in favor of the Merger Agreement and the approval of the merger contemplated thereby and the other transactions contemplated by the Merger Agreement.

 

HWIC also entered into a waiver dated as of July 5, 2022 (the “Waiver”) to the indenture dated as of February 2, 2021 by and among the Issuer, the guarantors named therein, and the trustee thereunder (the “Indenture”), governing the Issuer’s 4.875% senior notes due 2026 (the “Issuer Notes”). Affiliates of Fairfax are holders of approximately $45,000,000 principal amount of such Issuer Notes. Subject to the terms and conditions of the Waiver, HWIC agreed, among other things, to waive the right to have any of the Issuer Notes it beneficially owns, or over which it has control or direction, purchased pursuant to a change of control offer made by the Issuer or a third-party pursuant to the Indenture in connection with the transactions contemplated by the Merger Agreement.

 

The forgoing description does not purport to be complete and is qualified in its entirety by the full text of the Voting and Support Agreement and the Waiver, which are filed herewith as Exhibit 11 and Exhibit 12, respectively, and incorporated herein by reference.”

 

Item 7. Material to be Filed as Exhibits.

 

Item 7 of the Schedule 13D is hereby amended and supplemented by the addition of the following exhibit to the end thereof:

 

“Exhibit 5:

Members of filing group.

 

 

Exhibit 8.4:

Joint filing agreement dated as of July 7, 2022 between V. Prem Watsa, The Second 810 Holdco Ltd., The Second 1109 Holdco Ltd., The Sixty Two Investment Company Limited, 12002574 Canada Inc., Fairfax Financial Holdings Limited, FFHL Group Ltd., Fairfax (Barbados) International Corp., Wentworth Insurance Company Ltd., Brit Limited, Brit Insurance Holdings Limited, Brit Reinsurance (Bermuda) Limited, Fairfax (US) Inc., Crum & Forster Holdings Corp., United States Fire Insurance Company, The North River Insurance Company, Zenith National Insurance Corp., Zenith Insurance Company, TIG Insurance Company, Northbridge Financial Corporation, Federated Insurance Company of Canada, Northbridge General Insurance Corporation, Verassure 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 and CRC Reinsurance Limited.

 

	Exhibit 11:	Voting and Support Agreement, dated as of July 5, 2022, between Hamblin Watsa Investment Counsel Ltd. and Domtar.
	Exhibit 12:	Waiver dated as of July 5, 2022.”

 

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: July 7, 2022	V. Prem Watsa
	By:	/s/ V. Prem Watsa

 

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: July 7, 2022	The Second 810 Holdco Ltd.
	By:	/s/ V. Prem Watsa
		Name:	V. Prem Watsa
		Title:	President

 

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: July 7, 2022	The Second 1109 Holdco Ltd.
	By:	/s/ V. Prem Watsa
		Name:	V. Prem Watsa
		Title:	President

 

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: July 7, 2022	The Sixty Two Investment Company Limited
	By:	/s/ V. Prem Watsa
		Name:	V. Prem Watsa
		Title:	President

 

 

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: July 7, 2022	12002574 Canada Inc.
	By:	/s/ V. Prem Watsa
		Name:	V. Prem Watsa
		Title:	President

 

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: July 7, 2022	Fairfax Financial Holdings Limited
	By:	/s/ Peter Clarke
		Name:	Peter Clarke
		Title:	President and Chief Operating Officer

 

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: July 7, 2022	FFHL Group Ltd.
	By:	/s/ V. Prem Watsa
		Name:	V. Prem Watsa
		Title:	President

 

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: July 7, 2022	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

 

 

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: July 7, 2022	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

 

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: July 7, 2022	Brit Limited
	By:	/s/ Gavin Wilkinson
		Name:	Gavin Wilkinson
		Title:	Group Chief Financial Officer

 

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: July 7, 2022	Brit Insurance Holdings Limited
	By:	/s/ Gavin Wilkinson
		Name:	Gavin Wilkinson
		Title:	Group Chief Financial Officer

 

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: July 7, 2022	Brit Reinsurance (Bermuda) Limited
	By:	/s/ Gavin Wilkinson
		Name:	Gavin Wilkinson
		Title:	Group Chief Financial Officer

 

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: July 7, 2022	Fairfax (US) Inc.
	By:	/s/ Peter Clarke
		Name:	Peter Clarke
		Title:	Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D

 

 

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: July 7, 2022	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

 

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: July 7, 2022	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

 

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: July 7, 2022	The North River Insurance Company
	By:	/s/ Peter Clarke
		Name:	Peter Clarke
		Title:	Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D

 

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: July 7, 2022	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

 

 

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: July 7, 2022	Zenith Insurance Company
	By:	/s/ Peter Clarke
		Name:	Peter Clarke
		Title:	Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D

 

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: July 7, 2022	TIG Insurance Company
	By:	/s/ Peter Clarke
		Name:	Peter Clarke
		Title:	Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D

 

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: July 7, 2022	Northbridge Financial Corporation
	By:	/s/ Peter Clarke
		Name:	Peter Clarke
		Title:	Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D

 

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: July 7, 2022	Federated Insurance Company of Canada
	By:	/s/ Peter Clarke
		Name:	Peter Clarke
		Title:	Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D

 

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: July 7, 2022	Northbridge General Insurance Corporation
	By:	/s/ Peter Clarke
		Name:	Peter Clarke
		Title:	Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D

 

 

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: July 7, 2022	Verassure Insurance Company
	By:	/s/ Peter Clarke
		Name:	Peter Clarke
		Title:	Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D

 

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: July 7, 2022	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

 

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: July 7, 2022	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

 

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: July 7, 2022	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

 

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: July 7, 2022	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

 

 

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: July 7, 2022	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

 

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: July 7, 2022	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

 

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: July 7, 2022	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

 

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: July 7, 2022	AW Underwriters Inc.
	By:	/s/ Peter Clarke
		Name:	Peter Clarke
		Title:	Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D

 

 

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: July 7, 2022	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

 

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: July 7, 2022	CRC Reinsurance Limited
	By:	/s/ Peter Clarke
		Name:	Peter Clarke
		Title:	Attorney-in-Fact pursuant to Power of Attorney attached to this Schedule 13D

 

 

Annex Index

 

Annex		Description
A		Directors and Executive Officers of The Second 810 H oldco Ltd.
B		Directors and Executive Officers of The Second 1109 Holdco Ltd.
C		Directors and Executive Officers of The Sixty Two Investment Company Limited
D		Directors and Executive Officers of 12002574 Canada Inc.
E		Directors and Executive Officers of Fairfax Financial Holdings Limited
F		Directors and Executive Officers of FFHL Group Ltd.
G		Directors and Executive Officers of Fairfax (Barbados) International Corp.
H		Directors and Executive Officers of Wentworth Insurance Company Ltd.
I		Directors and Executive Officers of Brit Limited
J		Directors and Executive Officers of Brit Insurance Holdings Limited
K		Directors and Executive Officers of Brit Reinsurance (Bermuda) Limited
L		Directors and Executive Officers of Fairfax (US) Inc.
M		Directors and Executive Officers of Crum & Forster Holdings Corp.
N		Directors and Executive Officers of United States Fire Insurance Company
O		Directors and Executive Officers of The North River Insurance Company
P		Directors and Executive Officers of Zenith National Insurance Corp.
Q		Directors and Executive Officers of Zenith Insurance Company
R		Directors and Executive Officers of TIG Insurance Company
S		Directors and Executive Officers of Northbridge Financial Corporation
T		Directors and Executive Officers of Federated Insurance Company of Canada
U		Directors and Executive Officers of Northbridge General Insurance Corporation
V		Directors and Executive Officers of Verassure Insurance Company

 

 

W		Directors and Executive Officers of 1102952 B.C. Unlimited Liability Company
X		Directors and Executive Officers of Allied World Assurance Company Holdings, Ltd
Y		Directors and Executive Officers of Allied World Assurance Company Holdings I, Ltd
Z		Directors and Executive Officers of Allied World Assurance Company, Ltd
AA		Directors and Executive Officers of Allied World Assurance Holdings (Ireland) Ltd
BB		Directors and Executive Officers of Allied World Assurance Holdings (U.S.) Inc.
CC		Directors and Executive Officers of Allied World Insurance Company
DD		Directors and Executive Officers of AW Underwriters Inc.
EE		Directors and Executive Officers of Allied World Specialty Insurance Company
FF		Directors and Executive Officers of CRC Reinsurance Limited

 

 

Annex A

 

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
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
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

 

 

Annex B

 

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
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
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

 

 

Annex C

 

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
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
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

 

 

Annex D

 

Directors and Executive Officers of
12002574 Canada Inc.

 

The following table sets forth certain information with respect to the directors and executive officers of 12002574 Canada 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 (Secretary)		Vice President, Corporate Affairs and Corporate Secretary, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada
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

 

 

Annex E

 

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
Benjamin Watsa (Director)		Founder and President, Marval Capital Ltd. 77 King Street West, Suite 4545 Toronto, Ontario M5K 1K2		Canada
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
Brandon W. Sweitzer (Director)		Dean, Maurice R. Greenberg 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
Bryan Bailey (Vice President, Tax)		Vice President, Tax Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada

 

 

- 2 -

 

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
Christine N. McLean (Director)		Corporate Director, Fairfax Financial Holdings Limited, 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada
David Johnston (Director)		Corporate Director, Ottawa, Canada		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
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
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
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
Karen L. Jurjevich (Director)		Principal, Branksome Hall and Chief Executive Officer and Principal, Branksome Hall Global 10 Elm Avenue Toronto, Ontario M4W 1N4		Canada
Lauren C. Templeton (Director)		Founder and President, Templeton and Phillips Capital Management, LLC 810 Scenic Highway Lookout Mountain, TN, USA 37350		United States
Michael Wallace (Vice President, Insurance Operations)		Vice President, Insurance Operations Fairfax Financial Holdings Limited, 95 Wellington Street West, Suite 800 Toronto ON M5J 2N7		Canada
Olivier Quesnel (Vice President and Chief Actuary)		Vice President and Chief Actuary, Fairfax Financial Holdings Limited, 95 Wellington Street West, Suite 800 Toronto ON M5J 2N7		Canada
Peter Clarke (President and Chief Operating Officer)		President and Chief Operating Officer, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada
R. William McFarland (Director)		Corporate Director, Fairfax Financial Holdings Limited 95 Wellington Street West, Suite 800 Toronto, Ontario M5J 2N		Canada
Robert J. Gunn (Director)		Independent Business Consultant and Corporate Director, Toronto, Ontario, Canada		Canada

 

 

- 3 -

 

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
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
Vinodh Loganadham (Vice President, Administrative Services)		Vice President, Administrative Services, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada
William Weldon (Director)		Independent Business Consultant, Florida, United States		United States

 

 

 

 

Annex F

 

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
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
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
Jennifer Allen (Vice President and Director)		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 Director)		President and Chief Operating Officer, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada
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

 

 

 

 

Annex G

 

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
Alistair Dent (Director)		Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael		United Kingdom
Janice Burke (Managing Director)		Managing Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael		United States
Jean Cloutier (Director)		Vice President, International Operations, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario, M5J 2N7		Canada
Lisl Lewis (Director)		Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael		Barbados
Niall Tully (Vice President and Chief Financial Officer)		Vice President and Chief Financial Officer, ffh Management Services First Floor 25-28 Adelaide Road Dublin 2		Ireland
Paul Mulvin (Vice President)		Vice President, ffh Management Services First Floor 25-28 Adelaide Road Dublin 2		Ireland
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

 

Simon P.G. Lee (Director)

Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael

United Kingdom

 

 

- 2 -

 

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 P. Douglas (Director)		Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael		Barbados

 

 

 

 

Annex H

 

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
Alistair Dent (Director)		Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael		United Kingdom
Janice Burke (Managing Director)		Managing Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael		United States
Jean Cloutier (Director)		Vice President, International Operations, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario, M5J 2N7		Canada
Lisl Lewis (Director)		Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael		Barbados
Niall Tully (Vice President and Chief Financial Officer)		Vice President and Chief Financial Officer, ffh Management Services First Floor 25-28 Adelaide Road Dublin 2		Ireland
Paul Mulvin (Vice President)		Vice President, ffh Management Services First Floor 25-28 Adelaide Road Dublin 2		Ireland
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
Sammy S.Y. Chan (Vice President)		Vice President, Fairfax Asia Limited 41/F Hopewell Centre 183 Queen’s Road East Room 411, Wanchai		Canada

 

 

- 2 -

 

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 P. Douglas (Director)		Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael		Barbados

 

 

 

 

Annex I

 

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
Andrea Welsch (Director)		Independent Non-Executive Director, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom
Andrew A. Barnard (Director)		President and Chief Operating Officer, Fairfax Insurance Group 100 William Street, 5th Floor New York, New York 10038		United States
Gavin Wilkinson (Director)		Group Chief Financial Officer, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom
Gordon Campbell (Director)		Senior Independent Non-Executive Director, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		Canada
Mark Allan (Executive Director)		Executive Director, Brit Limited and Ki CEO, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom
Matthew Wilson (Group Chief Executive Officer and Director)		Group Chief Executive Officer and Director, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom
Ken Miner (Non-Executive Director)		Non-Executive Director, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		Canada
Martin Thompson (Interim Group Chief Executive Officer)		Interim Group Chief Executive Officer, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom

 

 

 

 

Annex J

 

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 Insurance Holdings Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom
Christopher Denton (Director)		Group Head of ILS and Capital Management and Chief Underwriting Officer, Brit Reinsurance (Bermuda) Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom
Gavin Wilkinson (Director)		Group Chief Financial Officer, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom
Stuart Dawes (Director)		Head of Group Financial Performance, Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom

 

 

 

 

Annex K

 

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 Occupa tion or Employment and the Name, Principal Business and Address of any Corporation or other Organization in which such employment is conducted		Citizenship
Alan Waring (Director)		Independent Non-Executive Director, Brit Reinsurance (Bermuda) Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		Ireland
Christopher Denton (Director)		Group Head of ILS and Capital Management and Chief Underwriting Officer, Brit Reinsurance (Bermuda) Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom
Graham Pewter (Director)		Independent Non-Executive Director, Brit Reinsurance (Bermuda) Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom
Jay Nichols (Director)		Independent Non-Executive Director, Brit Reinsurance (Bermuda) Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United States
Karl Grieves (Director)		Finance and Operations Director, Brit Reinsurance (Bermuda) Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom
Gavin Wilkinson (Director)		Group Chief Financial Officer Brit Limited The Leadenhall Building, 122 Leadenhall Street London EC3V 4AB		United Kingdom

 

 

 

 

Annex L

 

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
Melody A. Spencer (Vice President, Treasurer and Director)		Vice President, Treasurer and Director, Fairfax (US) Inc. 2850 Lake Vista Drive, Ste. 150 Lewisville, Texas 75067		United States
Sonja Lundy (Director, President, Chief Executive Officer and Secretary)		Director, President, Chief Executive Officer and Secretary, Fairfax (US) Inc. 2850 Lake Vista Drive, Ste. 150 Lewisville, Texas 75067		United States

 

 

 

 

Annex M

 

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
Alejandro Morales (Director)		Senior Vice President, United States Fire Insurance Company 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
Arleen A. Paladino (Executive Vice President, Chief Financial Officer, Treasurer and Director)		Executive Vice President, Chief Financial Officer and Treasurer, Crum & Forster Holdings Corp. 305 Madison Avenue Morristown, NJ 07962		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
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
Michael P. McTigue (Secretary)		Senior Vice President, General Counsel and Secretary, United States Fire Insurance Company 305 Madison Avenue Morristown, NJ 07962		United States
Olivier Quesnel (Director)		Vice President and Chief Actuary, Fairfax Financial Holdings Limited, 95 Wellington Street West, Suite 800 Toronto ON M5J 2N7		Canada
Peter Clarke (Director)		President and Chief Operating Officer, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada

 

 

 

 

Annex N

 

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
Alejandro Morales (Director & Senior Vice President)		Senior Vice President, 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 and Treasurer, Crum & Forster Holdings Corp. 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
George R. French (Treasurer and Vice President)		Treasurer and Vice President, United States Fire Insurance Company 305 Madison Avenue Morristown, NJ 07962		United States
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
Michael P. McTigue (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

 

 

 

 

Annex O

 

Directors and Executive Officers of
The North River Insurance Company

 

The following table sets forth certain information with respect to the directors and executive officers of The North River 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
Alejandro Morales (Director & Senior Vice President)		Senior Vice President, 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 and Treasurer, Crum & Forster Holdings Corp. 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
George R. French (Treasurer and Vice President)		Treasurer and Vice President, United States Fire Insurance Company 305 Madison Avenue Morristown, NJ 07962		United States
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
Michael P. McTigue (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

 

 

 

 

Annex P

 

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
Andrew A. Barnard (Director)		President and Chief Operating Officer, Fairfax Insurance Group 100 William Street, 5th Floor New York, New York 10038		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 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
Davidson M. Pattiz (President and Chief Operating Officer)		Executive Vice President and Chief Operating Officer, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367		United States
Jack D. Miller (Director)		Chairman and Director, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367		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
Kari L. Van Gundy (Chief Executive Officer and Chairperson)		President, Chief Executive Officer and Director, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367		United States

 

 

- 2 -

 

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
Olivier Quesnel (Director)		Vice President and Chief Actuary, Fairfax Financial Holdings Limited, 95 Wellington Street West, Suite 800 Toronto ON M5J 2N7		Canada
Peter Clarke (Director)		President and Chief Operating Officer, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada

 

 

 

  

Annex Q

 

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
A. Mary Ames (Executive Vice President)		Executive Vice President, 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 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
Craig C. Thomson (Executive Vice President)		Executive Vice President, Zenith Insurance Company 925 Highland Pointe Drive, Sui te 250 Roseville, California 95678		United States
Davidson M. Pattiz (President and Chief Operating Officer)		Executive Vice President and Chief Operating Officer, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367		United States
Eden M. Feder (Executive Vice President)		Executive Vice President, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367		United States
Jack D. Miller (Director)		Chairman and Director, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367		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
Jonathan W. Lindsay (Executive Vice President)		Executive Vice President, Zenith Insurance Company 21255 Califa St. Woodland Hills, California 91367		United States

 

 

- 2 -

 

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
Kari L. Van Gundy (President, Chief Executive Officer and Chairperson)		President, Chief Executive Officer and Director, 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

 

 

 

 

Annex R

 

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
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
Matthew W. Kunish (Director, 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
Nicholas C. Bentley (Chairman, Chief Executive Officer, President and Director)		Chairman, Chief Executive Officer, President and Director, RiverStone Resources LLC 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101		United Kingdom and United States
Robert Sampson (Executive Vice President and Director)		Executive Vice President, RiverStone Resources LLC 250 Commercial Street, Suite 5000 Manchester, New Hampshire 03101		United States

 

 

 

 

Annex S

 

Directors and Executive Officers of
Northbridge Financial Corporation

 

The following table sets forth certain information with respect to the directors and executive officers of Northbridge Financial Corporation.

 

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
Christopher Harness (Chief Information Officer)		Chief Information Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Craig Pinnock (Director and Chief Financial Officer)		Chief Financial Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Evan Di Bella (Senior Vice President, Claims)		Senior Vice President, Claims, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
George Halkiotis (President, Federated Insurance)		President, Federated Insurance, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Jean-Francois Béliveau (Executive Vice President, Québec)		Executive Vice President, Québec, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		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
John Varnell (Director)		Vice President, Corporate Development, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada

 

 

- 2 -

 

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
Lori McDougall (Chief People and Strategy Officer)		Chief People and Strategy Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Paul Gardner (Senior Vice President, Corporate Underwriting and Risk Services)		Senior Vice President, Corporate Underwriting and Risk Services, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Peter Clarke (Director)		President and Chief Operating Officer, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada
Robert J. Gunn (Director and Chairman of the Board)		Independent Business Consultant and Corporate Director, Toronto, Ontario, Canada		Canada
Sarah Bhanji (Chief Actuary)		Chief Actuary, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Silvy Wright (President, Chief Executive Officer and Director)		President and Chief Executive Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Todd MacGillivray (SVP, Transportation & Logistics and Specialty Risk)		SVP, Transportation & Logistics and Specialty Risk, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Shari Dodsworth (SVP, Ontario, Atlantic and Western Region)		SVP, Ontario, Atlantic and Western Region, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Ilda Dinis (SVP, Customer Innovation and Experience)		SVP, Customer Innovation and Experience, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada

 

 

 

 

Annex T

 

Directors and Executive Officers of
Federated Insurance Company of Canada

 

The following table sets forth certain information with respect to the directors and executive officers of Federated Insurance Company of Canada.

 

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
Bryan S. Smith (Director)		Independent Business Consultant and Corporate Director, Toronto, Ontario, Canada		Canada
Christopher Harness (Chief Information Officer)		Chief Information Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Craig Pinnock (Director and Chief Financial Officer)		Chief Financial Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Evan Di Bella (Senior Vice President, Claims)		Senior Vice President, Claims, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
George Halkiotis (President, Federated Insurance)		President, Federated Insurance, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		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
John Varnell (Director)		Vice President, Corporate Development, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada
Lori McDougall (Chief People and Strategy Officer)		Chief People and Strategy Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Robert J. Gunn (Director)		Independent Business Consultant and Corporate Director, Toronto, Ontario, Canada		Canada
Robert S. Weiss (Director)		Independent Business Consultant and Corporate Director, Toronto, Ontario, Canada		Canada

 

 

- 2 -

 

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
Sarah Bhanji (Chief Actuary)		Chief Actuary, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Silvy Wright (Chief Executive Officer and Director)		President and Chief Executive Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Paul Gardner (Senior Vice President, Corporate Underwriting and Risk Services)		Senior Vice President, Corporate Underwriting and Risk Services, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Todd MacGillivray (SVP, Transportation & Logistics and Specialty Risk)		SVP, Transportation & Logistics and Specialty Risk, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Shari Dodsworth (SVP, Ontario, Atlantic and Western Region)		SVP, Ontario, Atlantic and Western Region, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Ilda Dinis (SVP, Customer Innovation and Experience)		SVP, Customer Innovation and Experience, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada

 

 

 

 

Annex U

 

Directors and Executive Officers of
Northbridge General Insurance Corporation

 

The following table sets forth certain information with respect to the directors and executive officers of Northbridge General Insurance Corporation.

 

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
Bryan S. Smith (Director)		Independent Business Consultant and Corporate Director, Toronto, Ontario, Canada		Canada
Christopher Harness (Chief Information Officer)		Chief Information Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Craig Pinnock (Director and Chief Financial Officer)		Chief Financial Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Evan Di Bella (Senior Vice President, Claims)		Senior Vice President, Claims, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Jean-Francois Béliveau (Executive Vice President, Québec)		Executive Vice President, Québec, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		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
John Varnell (Director)		Vice President, Corporate Development, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada
Lori McDougall (Chief People and Strategy Officer)		Chief People and Strategy Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Paul Gardner (Senior Vice President, Corporate Underwriting and Risk Services)		Senior Vice President, Corporate Underwriting and Risk Services, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada

 

 

- 2 -

 

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
Robert J. Gunn (Director)		Independent Business Consultant and Corporate Director, Toronto, Ontario, Canada		Canada
Robert S. Weiss (Director)		Independent Business Consultant and Corporate Director, Toronto, Ontario, Canada		Canada
Sarah Bhanji (Chief Actuary)		Chief Actuary, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Silvy Wright (President, Chief Executive Officer and Director)		President and Chief Executive Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Todd MacGillivray (SVP, Transportation & Logistics and Specialty Risk)		SVP, Transportation & Logistics and Specialty Risk, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Shari Dodsworth (SVP, Ontario, Atlantic and Western Region)		SVP, Ontario, Atlantic and Western Region, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Ilda Dinis (SVP, Customer Innovation and Experience)		SVP, Customer Innovation and Experience, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada

 

 

 

 

Annex V

 

Directors and Executive Officers of
Verassure Insurance Company

 

The following table sets forth certain information with respect to the directors and executive officers of Verassure 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
Bryan S. Smith (Director)		Independent Business Consultant and Corporate Director, Toronto, Ontario, Canada		Canada
Christopher Harness (Chief Information Officer)		Chief Information Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Craig Pinnock (Director and Chief Financial Officer)		Chief Financial Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Evan Di Bella (Senior Vice President, Claims)		Senior Vice President, Claims, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Jean-Francois Béliveau (Executive Vice President, Québec)		Executive Vice President, Québec, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		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
John Varnell (Director)		Vice President, Corporate Development, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada
Lori McDougall (Chief People and Strategy Officer)		Chief People and Strategy Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Paul Gardner (Senior Vice President, Corporate Underwriting and Risk Services)		Senior Vice President, Corporate Underwriting and Risk Services, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada

 

 

- 2 -

 

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
Robert J. Gunn (Director)		Independent Business Consultant and Corporate Director, Toronto, Ontario, Canada		Canada
Robert S. Weiss (Director)		Independent Business Consultant and Corporate Director, Toronto, Ontario, Canada		Canada
Sarah Bhanji (Chief Actuary)		Chief Actuary, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Silvy Wright (President, Chief Executive Officer and Director)		President and Chief Executive Officer, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Todd MacGillivray (SVP, Transportation & Logistics and Specialty Risk)		SVP, Transportation & Logistics and Specialty Risk, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Shari Dodsworth (SVP, Ontario, Atlantic and Western Region)		SVP, Ontario, Atlantic and Western Region, Northbridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada
Ilda Dinis (SVP, Customer Innovation and Experience)		SVP, Customer Innovation and Experience, North bridge Financial Corporation 105 Adelaide Street West, 7th Floor Toronto, Ontario M5H 1P9		Canada

 

 

 

  

Annex W

 

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

 

 

 

 

Annex X

 

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
Graham Collis (Director)		Retired		Bermuda
Jean Cloutier (Director)		Vice President, International Operations, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario M5J 2N7		Canada
Ken Miner (Director)		EVP & Global Head, Capital Markets, OMERS Administration Corporation Royal Bank Plaza, North Tower 200 Bay Street, Suite 2300, PO Box 92 Toronto, Ontario M5J 2J2		Canada
Louis Iglesias (Chairman of the Board of Directors, President & Chief Executive Officer)		Chairman of the Board of Directors, 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

 

 

 

 

 

Annex Y

 

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
Colm Singleton (Head of Bermuda Office; Executive Vice President, Head of Bermuda and Global Markets Claims Group)		Head of Bermuda Office; Executive 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
Louis Iglesias (Director)		Chairman of the Board of Directors, 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
Wesley Dupont (Director)		Chief Operating Officer, Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038		United States

 

 

 

 

< p style="font: 10pt Times New Roman, Times, Serif; margin: 0pt 0">

Annex Z

 

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
Colm Singleton (Head of Bermuda Office; Executive Vice President, Head of Bermuda and Global Markets Claims Group)		Head of Bermuda Office; Executive 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
John Bender (Director)		CEO, Global Reinsurance, Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038		United States
Louis Iglesias (Director)		Chairman of the Board of Directors, 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
Wesley Dupont (Director)		Chief Operating Officer, Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038		United States

 

 

 

 

Annex AA

 

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
Jim O’Mahoney (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		United Kingdom
Sean Hehir (Director)		Retired		Ireland
Wesley Dupont (Director)		Chief Operating Officer, Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038		United States

 

 

 

 

Annex BB

 

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
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
Louis Iglesias (Director and President & Chief Executive Officer)		Chairman of the Board of Directors, President & Chief Executive Officer, Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038		United States
Wesley Dupont (Director and Chief Operating Officer)		Chief Operating Officer, Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038		United States

 

 

 

  

Annex CC

 

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
Christian Gravier (President, North America Professional Lines)		President, North America Professional Lines, Allied World Insurance Company 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
Joseph Cellura (President, North America Casualty)		President, North America Casualty, Allied World Insurance Company 199 Water Street, 26th Floor New York, NY 10038		United States
Kevin Marine (President & Chief Underwriting Officer, Global Reinsurance)		President & Chief Underwriting Officer, Global Reinsurance, Allied World Insurance Company 199 Water Street, 26th Floor New York, NY 10038		United States
Louis Iglesias (Director)		Chairman of the Board of Directors, President & Chief Executive Officer, Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038		United States
Robert Bowden (Executive Vice President, Global Insurance)		Executive Vice President, Global Insurance, Allied World Insurance Company 550 Hope Street, Suite 1825 Los Angeles, CA 90071		United States
Wesley Dupont (Director)		Chief Operating Officer, Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038		United States

 

 

 

 

Annex DD

 

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
Christian Gravier (President, North America Professional Lines)		President, North America Professional Lines, Allied World Insurance Company 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
Joseph Cellura (President, North America Casualty)		President, North America Casualty, Allied World Insurance Company 199 Water Street, 26th Floor New York, NY 10038		United States
Louis Iglesias (Director)		Chairman of the Board of Directors, President & Chief Executive Officer, Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038		United States
Robert Bowden (Executive Vice President, Global Insurance)		Executive Vice President, Global Insurance, Allied World Insurance Company 550 Hope Street, Suite 1825 Los Angeles, CA 90071		United States
Wesley Dupont (Director)		Chief Operating Officer, Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038		United States

 

 

 

 

Annex EE

 

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 Cor poration or other Organization in which such employment is conducted		Citizenship
Christian Gravier (President, North America Professional Lines)		President, North America Professional Lines, Allied World Insurance Company 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
Joseph Cellura (President, North America Casualty)		President, North America Casualty, Allied World Insurance Company 199 Water Street, 26th Floor New York, NY 10038		United States
Louis Iglesias (Director)		Chairman of the Board of Directors, President & Chief Executive Officer, Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038		United States
Robert Bowden (Executive Vice President, Global Insurance)		Executive Vice President, Global Insurance, Allied World Insurance Company 550 Hope Street, Suite 1825 Los Angeles, CA 90071		United States
Wesley Dupont (Director)		Chief Operating Officer, Allied World Assurance Company Holdings, Ltd 199 Water Street, 26th Floor New York, NY 10038		United States

 

 

 

 

Annex FF

 

Directors and Executive Officers of
CRC Reinsurance Limited

 

The following table sets forth certain information with respect to the directors and executive officers of CRC Reinsurance 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
Alistair Dent (Director)		Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael		United Kingdom
Janice Burke (Managing Director)		Managing Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael		United States
Jean Cloutier (Director)		Vice President, International Operations, Fairfax Financial Holdings Limited 95 Wellington Street West Suite 800 Toronto, Ontario, M5J 2N7		Canada
Lisl Lewis (Director)		Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael		Barbados
Niall Tully (Vice President and Chief Financial Officer)		Vice President and Chief Financial Officer, ffh Management Services First Floor 25-28 Adelaide Road Dublin 2		Ireland
Paul Mulvin (Vice President)		Vice President, ffh Management Services First Floor 25-28 Adelaide Road Dublin 2		Ireland
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
Sammy S.Y. Chan (Vice President)		Vice President, Fairfax Asia Limited Room 4111, 41st Floor Hopewell Centre, No. 183 Queen’s Road East, Wanchai,		Hong Kong

 

 

- 2 -

 

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 P. Douglas (Director)		Director, Wentworth Insurance Company Ltd. Pine Commercial Centre #12 Pine Commercial The Pine, St. Michael		Barbados

 

 

 

 

Exhibit Index

 

Exhibit  No.		Description
Exhibit 5:		Members of filing group.
Exhibit 8.4:		Joint filing agreement dated as of July 7, 2022 between V. Prem Watsa, The Second 810 Holdco Ltd., The Second 1109 Holdco Ltd., The Sixty Two Investment Company Limited, 12002574 Canada Inc., Fairfax Financial Holdings Limited, FFHL Group Ltd., Fairfax (Barbados) International Corp., Wentworth Insurance Company Ltd., Brit Limited, Brit Insurance Holdings Limited, Brit Reinsurance (Bermuda) Limited, Fairfax (US) Inc., Crum & Forster Holdings Corp., United States Fire Insurance Company, The North River Insurance Company, Zenith National Insurance Corp., Zenith Insurance Company, TIG Insurance Company, Northbridge Financial Corporation, Federated Insurance Company of Canada, Northbridge General Insurance Corporation, Verassure 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 and CRC Reinsurance Limited.
Exhibit 11:		Voting and Support Agreement, dated as of July 5, 2022, between Hamblin Watsa Investment Counsel Ltd. and Domtar.
Exhibit 12:		Waiver dated as of July 5, 2022.