Bermuda-based Allied World Assurance Company Holdings, Ltd announced that its Board of Directors has unanimously approved a plan for the group holding company to redomesticate its place of incorporation from Bermuda to Switzerland.
The bulletin said that “holders of Allied World’s voting and non-voting common shares will be asked to vote in favor of the proposal at special shareholders meetings that are expected to be scheduled for later this year.”
President and CEO Scott Carmilani explained: “We are announcing our proposed redomestication to Switzerland as we believe the time has come to increase our focus on global distribution as well as global product capabilities. Allied World is nearing its 10th anniversary, having grown from a single office in Bermuda to 16 offices worldwide that service an increasingly global customer base.
“This redomestication will allow us to better manage our position in local markets around the world, as well as continue to maintain a strong presence in the Bermuda market.”
Following the redomestication, the holding company’s Bermuda insurance and reinsurance subsidiary will continue to operate and service business in Bermuda where the company was formed in 2001.
The bulletin noted that in order to effect the redomestication, “Allied World has formed a new Swiss company, Allied World Assurance Company Holdings, AG, which will replace Allied World Assurance Company Holdings, Ltd as the ultimate holding company of the group.
“Under the proposed redomestication, all outstanding common shares of Allied World that existed before the transaction is completed will be cancelled, and the holders will receive in lieu thereof registered securities of Allied World Switzerland on a one-for-one basis.”
In addition, the “proposed redomestication will be subject to approval by the company’s shareholders and the Supreme Court of Bermuda, as well as the satisfaction of other conditions that will be described in the proxy statement the company will file with the U.S. Securities and Exchange Commission (SEC). Allied World expects the redomestication to be effective by the end of the calendar year 2010.
“Assuming completion of the redomestication, Allied World Switzerland’s shares are expected to continue to trade on the New York Stock Exchange (“NYSE”) under the ticker symbol “AWH”. The company will remain subject to SEC reporting requirements, the mandates of the Sarbanes-Oxley Act of 2002 and the corporate governance rules of the NYSE. Finally, the company will continue to report its consolidated financial results in U.S. dollars and under U.S. generally accepted accounting principles.”
Allied World will host a conference call on Monday, October 4, 2010 at 9:00 a.m. (Eastern Time) to discuss the proposed redomestication. The public may access a live webcast of the conference call at the “Investor Relations” section of the company’s website at www.awac.com. In addition, the conference call can be accessed by dialing (877) 317-6701 (U.S. and Canada callers) or (412) 317-6701 (international callers) and entering the passcode 8101010 approximately ten minutes prior to the call.
Following the conclusion of the presentation, a replay of the call will be available through Monday, October 18, 2010 by dialing (877) 344-7529 (U.S. and Canada callers) or (412) 317-0088 (international callers) and entering the passcode 444981. In addition, the webcast will remain available online through Monday, October 18, 2010 on the Company’s web site.
Source: Allied World Assurance Company
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