Fairfax Financial Holdings Limited (Fairfax) (TSX:FFH) (TSX:FFH.U) and Allied World Assurance Company Holdings, AG (Allied World) (NYSE:AWH) have entered into a merger agreement (the Agreement), pursuant to which Fairfax will acquire all of the outstanding registered ordinary shares of Allied World. Under the terms of the Agreement, Allied World shareholders would receive a combination of Fairfax subordinate voting shares and cash equal to USD 54.00 per Allied World Share, for a total equity value of approximately USD 4.9bn.
It is intended that the transaction will be effected by way of an exchange offer, followed by a squeeze-out merger, both in accordance with the applicable laws. Closing of the transaction is currently expected to occur in the second quarter of 2017.
Allied World, through its subsidiaries and brand known as Allied World, is a global provider of innovative property, casualty and specialty insurance and reinsurance solutions. Allied World Assurance Company Holdings, AG's domicile is in Zug, Switzerland. Fairfax is a Canadian holding company which, through its subsidiaries, is engaged in property and casualty insurance and reinsurance and investment management.
Walder Wyss acts as legal counsel to Allied World on this transaction. The Walder Wyss team is being led by Urs Schenker (Partner, Corporate/M&A) and Alex Nikitine (Partner, M&A, Capital Markets) and further included Thomas Meister (Partner, Tax), Markus Pfenninger (Partner, Insurance, Capital Markets), Sarah Schulthess (Associate, M&A, Capital Markets) and Janine Corti (Associate, Tax).