Directors at NYMAGIC, Inc.’s annual Board Meeting announced an increase in the size of the Board from 12 to 13 members and the election of David E. Hoffman as a Director. Plans to restructure the Company’s Board of Directors will be presented at the next Shareholders meeting.
The company gave details of plans to raise $75,000,000 of gross proceeds through a private placement of Senior Notes due 2014, subject to market conditions. “The notes will be offered within the Unites States only to qualified institutional buyers in accordance with Rule 144A under the Securities Act of 1933 and outside the United States in accordance with Regulation S under the Securities Act,” said the bulletin.
The Board also announced the promotion of A. George Kallop to Chief Operating Officer; and the declaration of a $0.06 per share dividend, payable on April 6, 2004 to shareholders of record on March 31, 2004.
Chairman and CEO George Trumbull commented: “I am very pleased that David Hoffman has joined our Board. Dave brings with him a deep understanding of our industry and a wealth of experience after having worked for 23 years at Accenture and retiring as a partner in 2002. Dave spent most of his career consulting with companies in the insurance and financial services industries both in the U.S. and internationally. At the time of his retirement he was the Managing Partner of Accenture’s Insurance, Banking and Investment Management practice.”
Concerning the restructuring initiative, Trumbull explained: “To meet the corporate governance rules recently adopted by the New York Stock Exchange, we need to restructure our Board at our next Shareholders meeting so that we have a majority of independent Directors. To that end, four of our existing 13 Directors will not stand for re-election at our Annual Meeting in May. The Directors not standing for re-election are John N. Blackman, Jr., Mark W. Blackman, Glenn R. Yanoff and A. George Kallop. All four of these Directors have made significant contributions to the growth and recent success of our company. All four will remain on the boards of our two insurance subsidiaries so that we can continue to benefit from their experience and expertise.”
Commenting on the promotion of Mr. Kallop, Trumbull stated: “Since George Kallop joined the Company in June 2002, he has made an enormous contribution to the Company and has played a key role in our turnaround and recent success. George’s promotion reflects not only the significant contribution he has already made, but also the role he currently performs within the Company.”
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