SC 13D/A 1 d657337dsc13da.htm SC 13D/A SC 13D/A

 

 

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

 

SCHEDULE 13D/A

Under the Securities Exchange Act of 1934

(Amendment No. 6)*

 

 

BlackBerry Limited

(Name of Issuer)

Common Shares

(Title of Class of Securities)

09228F103

(CUSIP Number)

Paul Rivett

President

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 -

Jason R. Lehner

Shearman & Sterling LLP

Commerce Court West

199 Bay Street, Suite 4405

Toronto, Ontario M5L 1E8

Telephone (416) 360-8484

January 16, 2014

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

 

* The remainder of this cover page shall be filled out for a reporting person’s initial filing on this form with respect to the subject class of securities, and for any subsequent amendment containing information which would alter disclosures provided in a prior cover page.

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. 09228F103   Page 2 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

V. PREM WATSA

  2  

Check the appropriate box if a member of a group

(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

 

    101,983,700

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    101,983,700

11  

Aggregate amount beneficially owned by each reporting person

 

    101,983,700

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    17.7%

14  

Type of reporting person

 

    IN

 

 

2


CUSIP No. 09228F103   Page 3 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

1109519 ONTARIO LIMITED

  2  

Check the appropriate box if a member of a group

(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

 

    ONTARIO, CANADA

Number of

shares

beneficially

owned by

each

reporting

person

with

 

     7    

Sole voting power

 

     8   

Shared voting power

 

    101,983,700

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    101,983,700

11  

Aggregate amount beneficially owned by each reporting person

 

    101,983,700

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    17.7%

14  

Type of reporting person

 

    CO

 

 

3


CUSIP No. 09228F103   Page 4 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

THE SIXTY TWO INVESTMENT COMPANY LIMITED

  2  

Check the appropriate box if a member of a group

(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, CANADA

Number of

shares

beneficially

owned by

each

reporting

person

with

 

     7    

Sole voting power

 

     8   

Shared voting power

 

    101,854,700

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    101,854,700

11  

Aggregate amount beneficially owned by each reporting person

 

    101,854,700

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    17.7%

14  

Type of reporting person

 

    CO

 

 

4


CUSIP No. 09228F103   Page 5 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

810679 ONTARIO LIMITED

  2  

Check the appropriate box if a member of a group

(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

 

    ONTARIO, CANADA

Number of

shares

beneficially

owned by

each

reporting

person

with

 

     7    

Sole voting power

 

     8   

Shared voting power

 

    101,854,700

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    101,854,700

11  

Aggregate amount beneficially owned by each reporting person

 

    101,854,700

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    17.7%

14  

Type of reporting person

 

    CO

 

 

5


CUSIP No. 09228F103   Page 6 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

FAIRFAX FINANCIAL HOLDINGS LIMITED

  2  

Check the appropriate box if a member of a group

(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

 

    101,854,700

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    101,854,700

11  

Aggregate amount beneficially owned by each reporting person

 

    101,854,700

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    17.7%

14  

Type of reporting person

 

    CO

 

 

6


CUSIP No. 09228F103   Page 7 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

UNITED STATES FIRE INSURANCE COMPANY

  2  

Check the appropriate box if a member of a group

(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

 

    7,343,251

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    7,343,251

11  

Aggregate amount beneficially owned by each reporting person

 

    7,343,251

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    1.3%

14  

Type of reporting person

 

    CO

 

 

7


CUSIP No. 09228F103   Page 8 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

TIG INSURANCE COMPANY

  2  

Check the appropriate box if a member of a group

(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

 

    6,523,500

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    6,523,500

11  

Aggregate amount beneficially owned by each reporting person

 

    6,523,500

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

 

 

8


CUSIP No. 09228F103   Page 9 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

GENERAL FIDELITY INSURANCE COMPANY

  2  

Check the appropriate box if a member of a group

(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

 

    SOUTH CAROLINA

Number of

shares

beneficially

owned by

each

reporting

person

with

 

     7    

Sole voting power

 

     8   

Shared voting power

 

    1,952,400

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    1,952,400

11  

Aggregate amount beneficially owned by each reporting person

 

    1,952,400

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

 

 

9


CUSIP No. 09228F103   Page 10 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

NORTHBRIDGE COMMERCIAL INSURANCE CORPORATION

  2  

Check the appropriate box if a member of a group

(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

 

    1,134,800

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    1,134,800

11  

Aggregate amount beneficially owned by each reporting person

 

    1,134,800

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    0.2%

14  

Type of reporting person

 

    CO

 

 

10


CUSIP No. 09228F103   Page 11 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

ODYSSEY REINSURANCE COMPANY

  2  

Check the appropriate box if a member of a group

(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

 

    CONNECTICUT

Number of

shares

beneficially

owned by

each

reporting

person

with

 

     7    

Sole voting power

 

     8   

Shared voting power

 

    38,970,400

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    38,970,400

11  

Aggregate amount beneficially owned by each reporting person

 

    38,970,400

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    6.8%

14  

Type of reporting person

 

    CO

 

 

11


CUSIP No. 09228F103   Page 12 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

ZENITH INSURANCE COMPANY

  2  

Check the appropriate box if a member of a group

(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

 

    5,708,900

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    5,708,900

11  

Aggregate amount beneficially owned by each reporting person

 

    5,708,900

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

 

 

12


CUSIP No. 09228F103   Page 13 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

NORTHBRIDGE GENERAL INSURANCE CORPORATION

  2  

Check the appropriate box if a member of a group

(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

 

    13,308,400

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    13,308,400

11  

Aggregate amount beneficially owned by each reporting person

 

    13,308,400

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    2.3%

14  

Type of reporting person

 

    CO

 

 

13


CUSIP No. 09228F103   Page 14 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

FEDERATED INSURANCE COMPANY OF CANADA

  2  

Check the appropriate box if a member of a group

(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

 

    1,911,800

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    1,911,800

11  

Aggregate amount beneficially owned by each reporting person

 

    1,911,800

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

 

 

14


CUSIP No. 09228F103   Page 15 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

NORTHBRIDGE PERSONAL INSURANCE CORPORATION

  2  

Check the appropriate box if a member of a group

(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

 

    1,205,600

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    1,205,600

11  

Aggregate amount beneficially owned by each reporting person

 

    1,205,600

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    0.2%

14  

Type of reporting person

 

    CO

 

 

15


CUSIP No. 09228F103   Page 16 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

CLEARWATER INSURANCE COMPANY

  2  

Check the appropriate box if a member of a group

(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

 

    4,313,649

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    4,313,649

11  

Aggregate amount beneficially owned by each reporting person

 

    4,313,649

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

 

 

16


CUSIP No. 09228F103   Page 17 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

ZENITH INSURANCE COMPANY

  2  

Check the appropriate box if a member of a group

(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

 

    297,700

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    297,700

11  

Aggregate amount beneficially owned by each reporting person

 

    297,700

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    0.1%

14  

Type of reporting person

 

    CO

 

 

17


CUSIP No. 09228F103   Page 18 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

ADVENT UNDERWRITING LIMITED

  2  

Check the appropriate box if a member of a group

(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

 

    UNITED KINGDOM

Number of

shares

beneficially

owned by

each

reporting

person

with

 

     7    

Sole voting power

 

     8   

Shared voting power

 

    3,360,000

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    3,360,000

11  

Aggregate amount beneficially owned by each reporting person

 

    3,360,000

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    0.6%

14  

Type of reporting person

 

    CO

 

 

18


CUSIP No. 09228F103   Page 19 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

NEWLINE CORPORATE NAME LIMITED

  2  

Check the appropriate box if a member of a group

(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

 

    UNITED KINGDOM

Number of

shares

beneficially

owned by

each

reporting

person

with

 

     7    

Sole voting power

 

     8   

Shared voting power

 

    1,451,577

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    1,451,577

11  

Aggregate amount beneficially owned by each reporting person

 

    1,451,577

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

 

 

19


CUSIP No. 09228F103   Page 20 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

NEWLINE INSURANCE COMPANY LIMITED

  2  

Check the appropriate box if a member of a group

(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

 

    UNITED KINGDOM

Number of

shares

beneficially

owned by

each

reporting

person

with

 

     7    

Sole voting power

 

     8   

Shared voting power

 

    102,880

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    102,880

11  

Aggregate amount beneficially owned by each reporting person

 

    102,880

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    0.1%

14  

Type of reporting person

 

    CO

 

 

20


CUSIP No. 09228F103   Page 21 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

CLEARWATER SELECT INSURANCE COMPANY

  2  

Check the appropriate box if a member of a group

(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

 

    CONNECTICUT

Number of

shares

beneficially

owned by

each

reporting

person

with

 

     7    

Sole voting power

 

     8   

Shared voting power

 

    1,000,000

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    1,000,000

11  

Aggregate amount beneficially owned by each reporting person

 

    1,000,000

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    0.2%

14  

Type of reporting person

 

    CO

 

 

21


CUSIP No. 09228F103   Page 22 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

HUDSON INSURANCE COMPANY

  2  

Check the appropriate box if a member of a group

(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

 

    600,000

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    600,000

11  

Aggregate amount beneficially owned by each reporting person

 

    600,000

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    0.1%

14  

Type of reporting person

 

    CO

 

 

22


CUSIP No. 09228F103   Page 23 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

RIVERSTONE INSURANCE LIMITED

  2  

Check the appropriate box if a member of a group

(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

 

    UNITED KINGDOM

Number of

shares

beneficially

owned by

each

reporting

person

with

 

     7    

Sole voting power

 

     8   

Shared voting power

 

    1,500,000

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    1,500,000

11  

Aggregate amount beneficially owned by each reporting person

 

    1,500,000

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

 

 

23


CUSIP No. 09228F103   Page 24 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

RIVERSTONE INSURANCE (UK) LIMITED

  2  

Check the appropriate box if a member of a group

(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

 

    UNITED KINGDOM

Number of

shares

beneficially

owned by

each

reporting

person

with

 

     7    

Sole voting power

 

     8   

Shared voting power

 

    500,000

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    500,000

11  

Aggregate amount beneficially owned by each reporting person

 

    500,000

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    0.1%

14  

Type of reporting person

 

    CO

 

 

24


CUSIP No. 09228F103   Page 25 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

CRC REINSURANCE LIMITED

  2  

Check the appropriate box if a member of a group

(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

 

    9,900,000

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    9,900,000

11  

Aggregate amount beneficially owned by each reporting person

 

    9,900,000

12  

Check box if the aggregate amount in Row (11) excludes certain shares    ¨

 

13  

Percent of class represented by amount in Row (11)

 

    1.7%

14  

Type of reporting person

 

    CO

 

 

25


CUSIP No. 09228F103   Page 26 of 105 Pages

 

  1   

Names of reporting person/I.R.S. Identification Nos. of Above Persons (Entities Only)

 

THE NORTH RIVER INSURANCE COMPANY

  2  

Check the appropriate box if a member of a group

(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

 

    5,500,000

     9   

Sole dispositive power

 

   10   

Shared dispositive power

 

    5,500,000

11  

Aggregate amount beneficially owned by each reporting person

 

    5,500,000

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

 

 

26


Explanatory note

Pursuant to Rule 13d-2 promulgated under the Securities Exchange Act of 1934, as amended (the “Exchange Act”), this Amendment No. 6 to Schedule 13D (this “Amendment No. 6”) amends the Schedule 13D originally filed with the United States Securities and Exchange Commission (the “SEC”) on July 23, 2012, as amended by Amendment No. 1 to Schedule 13D on September 23, 2013, Amendment No. 2 on November 7, 2013, Amendment No. 3 on November 8, 2013, Amendment No. 4 on November 15, 2013 and Amendment No. 5 on January 10, 2014 (as amended, the “Original Schedule 13D”, and, together with Amendment No. 2, Amendment No. 3, Amendment No. 4, Amendment No. 5 and this Amendment No. 6, the “Schedule 13D”) by V. Prem Watsa, 1109519 Ontario Limited, The Sixty Two Investment Company Limited, 810679 Ontario Limited, Fairfax Financial Holdings Limited, United States Fire Insurance Company, The North River Insurance Company, TIG Insurance Company, General Fidelity Insurance Company, Northbridge Commercial Insurance Corporation, Odyssey Reinsurance Company, Clearwater Select Insurance Company, Hudson Insurance Company, Zenith Insurance Company, a California corporation, Northbridge General Insurance Corporation, Federated Insurance Company of Canada, Northbridge Personal Insurance Corporation, Clearwater Insurance Company, Zenith Insurance Company, a Canadian corporation, Advent Underwriting Limited, Newline Corporate Name Limited, Newline Insurance Company Limited, RiverStone Insurance Limited, RiverStone Insurance (UK) Limited and CRC Reinsurance Limited (collectively, the “Reporting Persons”). Except as specifically amended by this Amendment No. 5, items in the Schedule 13D are unchanged. Capitalized terms used herein that are not defined herein have the meanings ascribed to them in the Schedule 13D.

 

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:

 

  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. 1109519 Ontario Limited (“1109519”), a corporation incorporated under the laws of Ontario, is controlled by V. Prem Watsa. The principal business of 1109519 is as an investment holding company. The principal business and principal office address of 1109519 is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7;

 

  3. The Sixty Two Investment Company Limited (“Sixty Two”), a corporation incorporated under the laws of British Columbia, is controlled by V. Prem Watsa. The principal business of Sixty Two is as 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 3L3;

 

27


  4. 810679 Ontario Limited (“810679”), a corporation incorporated under the laws of Ontario, is controlled by V. Prem Watsa. The principal business of 810679 is as an investment holding company. The principal business and principal office address of 810679 is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7;

 

  5. Fairfax Financial Holdings Limited (“Fairfax” and, together with its subsidiaries, the “Fairfax Group of Companies”), a corporation incorporated under the laws of Canada, is controlled by V. Prem Watsa. Fairfax is a financial services holding company. The principal business and principal office address of Fairfax is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7;

 

  6. 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 property/casualty insurance. The principal business and principal office address of US Fire is 305 Madison Ave., Morristown, New Jersey 07962;

 

  7. 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 address and principal office address of North River is 305 Madison Avenue, Morristown, New Jersey 07962;

 

  8. 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/casualty insurance. The principal business and principal office address of TIG is 250 Commercial Street, Suite 5000, Manchester, NH 03101;

 

  9. General Fidelity Insurance Company (“General Fidelity”), a corporation incorporated under the laws of South Carolina, is a wholly-owned subsidiary of TIG. The principal business of General Fidelity is property/casualty insurance. The principal business address and principal office address of General Fidelity is 250 Commercial Street, Suite 5000, Manchester, New Hampshire 03101;

 

  10. Northbridge Commercial Insurance Corporation (formerly Markel Insurance Company of Canada) (“Northbridge Commercial”), a corporation incorporated under the laws of Canada, is a wholly-owned subsidiary of Fairfax. The principal business of Northbridge Commercial is property/casualty insurance. The principal business address and principal office address of Northbridge Commercial is 55 University Avenue, Suite 1500, Toronto, Ontario, Canada, M5J 2H7;

 

28


  11. Odyssey Reinsurance Company (“Odyssey Reinsurance”), a corporation incorporated under the laws of Connecticut, is a wholly-owned subsidiary of Fairfax. The principal business of Odyssey Reinsurance is reinsurance. The principal business and principal office address of Odyssey Reinsurance is 300 First Stamford Place, Stamford, Connecticut 06902;

 

  12. Clearwater Select Insurance Company (“Clearwater Select”), a corporation incorporated under the laws of Connecticut, is a wholly-owned subsidiary of Fairfax. The principal business of Clearwater Select is property/casualty Insurance. The principal business and principal office address of Clearwater Select is 300 First Stamford Place, Stamford, Connecticut 06902;

 

  13. Hudson Insurance Company (“Hudson”), a corporation incorporated under the laws of Delaware, is a wholly-owned subsidiary of Fairfax. The principal business of Hudson is property/casualty Insurance. The principal business and principal office address of Hudson is 100 William St. New York, New York 10038;

 

  14. 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;

 

  15. Northbridge General Insurance Corporation (formerly Lombard General Insurance Company of Canada) (“Northbridge General”), a corporation incorporated under the laws of Canada, is a wholly-owned subsidiary of Fairfax. The principal business of Northbridge General is property/casualty insurance. The principal business address and principal office address of Northbridge General is 105 Adelaide Street West, 3rd Floor, Toronto, Ontario, Canada M5H 1P9;

 

  16. 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/casualty insurance. The principal business address and principal office address of Federated is 717 Portage Ave., Winnipeg, Manitoba, Canada, R3C 3C9;

 

  17. Northbridge Personal Insurance Corporation (formerly Lombard Insurance Company) (“Northbridge Personal”), a corporation incorporated under the laws of Canada, is a wholly-owned subsidiary of Northbridge General. The principal business of Northbridge Personal is property/casualty insurance. The principal business address and principal office address of Northbridge Personal is 105 Adelaide Street West, 3rd Floor, Toronto, Ontario, Canada M5H 1P9;

 

29


  18. Clearwater Insurance Company (“Clearwater”), a corporation incorporated under the laws of Delaware, is a wholly-owned subsidiary of Fairfax. The principal business of Clearwater is reinsurance. The principal business and principal office address of Clearwater is 250 Commercial St, Suite 5000, Manchester, New Hampshire 03101;

 

  19. Zenith Insurance Company (“ZIC”), a corporation incorporated under the laws of Canada, is a wholly-owned subsidiary of Fairfax. The principal business of ZIC property and casualty insurance. The principal business address and principal office address of ZIC is 105 Adelaide Street West, 3rd Floor, Toronto, Ontario, Canada M5H 1P9;

 

  20. Advent Underwriting Limited (“Advent”), a corporation incorporated under the laws of the United Kingdom, is a wholly-owned subsidiary of Fairfax. The principal business of Advent is property and casualty insurance. The principal business address and principal office address of Advent is 2 Minster Court, Mincing Lane, London EC3R 7BB;

 

  21. Newline Corporate Name Limited (“Newline”), a corporation incorporated under the laws of the United Kingdom, is a wholly-owned subsidiary of Fairfax. The principal business of Newline is property and casualty insurance. The principal business address and principal office address of Newline is Suite 5/4, The London Underwriting Centre, 3 Minster Court, Mincing Lane, London EC3R 7DD;

 

  22. Newline Insurance Company Limited (“Newline Insurance”), a corporation incorporated under the laws of the United Kingdom, is a wholly-owned subsidiary of Fairfax. The principal business of Newline Insurance is property and casualty insurance. The principal business address and principal office address of Newline Insurance is Suite 5/4, The London Underwriting Centre, 3 Minster Court, Mincing Lane, London EC3R 7DD;

 

  23. RiverStone Insurance Limited (“RiverStone”), a corporation incorporated under the laws of the United Kingdom, is a wholly-owned subsidiary of Fairfax. The principal business of RiverStone is property, casualty and energy insurance. The principal business address and principal office address of RiverStone is 161-163 Preston Road, Brighton, East Sussex, BN1 6AU, England;

 

  24. RiverStone Insurance (UK) Limited (“RiverStone UK”), a corporation incorporated under the laws of the United Kingdom, is a wholly-owned subsidiary of Fairfax. The principal business of RiverStone UK is property, casualty and energy insurance. The principal business address and principal office address of RiverStone UK is 161-163 Preston Road, Brighton, East Sussex, BN1 6AU, England; and

 

30


  25. CRC Reinsurance Limited (“CRC”), a corporation incorporated under the laws of the Barbados, is a wholly-owned subsidiary of Fairfax. The principal business of CRC is property, casualty and energy insurance. The principal business address and principal office address of CRC is Pine Commercial Center, 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, 1109519, Sixty Two, 810679, Fairfax, US Fire, North River, TIG, General Fidelity, Northbridge Commercial, Odyssey Reinsurance, Clearwater Select, Hudson, Zenith, Northbridge General, Federated, Northbridge Personal, Clearwater, ZIC, Advent, Newline, Newline Insurance, RiverStone, RiverStone UK, or CRC that it is the beneficial owner of the Shares referred to herein for purposes of Section 13(d) of 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 or X as the case may be, and such Annexes are incorporated herein by reference.

Pursuant to Rule 13d-1(k) under the Securities Exchange Act of 1934, 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 Transaction.

Item 4 of the Schedule 13D is hereby amended and supplemented by inserting the following immediately prior to the last paragraph of Item 4 and by deleting in its entirety such last paragraph of Item 4:

“On January 16, 2014, Fairfax completed the purchase of an additional U.S.$250 million principal amount of Debentures, as described above.

Under the terms of a subscription agreement with BlackBerry dated November 4, 2013, Fairfax agreed that until November 13, 2014 neither it nor its affiliates would beneficially own more than 19.9% or less than 9.9% of the outstanding Shares. The additional Debentures are being purchased for investment purposes. Fairfax intends to sell Shares over time in order to rebalance its ownership in BlackBerry, subject to the above-noted restrictions. In addition, subject to the above-noted restrictions, one or more entities within the Fairfax Group of Companies, including one or more of the Reporting Persons, may, depending upon price, market conditions, availability of funds, evaluation of alternative investments, the financial exposure of the Fairfax Group of Companies to BlackBerry and other factors, determine to purchase additional Shares, Debentures or other securities of BlackBerry, or sell Shares, Debentures or other securities of BlackBerry, in the open market or otherwise.”

 

31


Item 5. Interest in 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 pursuant to 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.

(b) Except as described below, 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 best knowledge of the Reporting Persons, the following persons (being directors and/or officers of one or more of the Reporting Persons, as provided in the applicable Annexes to this Schedule 13D) beneficially own the following amounts of Shares and have sole voting power and sole dispositive power with respect to such Shares.

 

David Bonham

     1,000   

Nina L. Caroselli

     300   

Peter Clarke

     436   

Jane Gardner

     269   

Jean Cloutier

     2,000   

Richard Fabian

     3,000   

Timothy R. Price

     4,000   

Paul Rivett

     2,000   

Brandon W. Sweitzer

     4,000   

(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 or X beneficially owns, or has acquired or disposed of, any Shares during the last 60 days.

 

32


To the best knowledge of the Reporting Persons, the following Shares were purchased during the last 60 days:

 

Name

   Date    Amount      Price Per
Share
 

Steven Fomchenko

   November 18, 2013      200       US$ 6.400   

To the best knowledge of the Reporting Persons, the following Shares were disposed of during the last 60 days:

 

Name

   Date    Amount      Price Per
Share
 

Steven Fomchenko

   January 6, 2014      200       US$ 7.900   

Davidson Pattiz

   December 9, 2013      9,900       US$ 5.691   

(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.

(e) Not applicable.”

 

Item 6. Contracts, Arrangements, Understandings or Relationships with respect to Securities of the Issuer.

Item 4 is hereby incorporated by reference into this Item 6.

 

33


Item 7. Material to be Filed as Exhibits.

The following is filed herewith as an exhibit:

 

Ex. 7: Joint filing agreement dated as of January 10, 2014 among V. Prem Watsa, 1109519 Ontario Limited, The Sixty Two Investment Company Limited, 810679 Ontario Limited, Fairfax Financial Holdings Limited, United States Fire Insurance Company, The North River Insurance Company, TIG Insurance Company, General Fidelity Insurance Company, Northbridge Commercial Insurance Corporation, Odyssey Reinsurance Company, Clearwater Select Insurance Company, Hudson Insurance Company, Zenith Insurance Company, a California corporation, Northbridge General Insurance Corporation, Federated Insurance Company of Canada, Northbridge Indemnity Insurance Corporation, Northbridge Personal Insurance Corporation, Clearwater Insurance Company, Zenith Insurance Company, a Canadian corporation, Advent Underwriting Limited, Newline Corporate Name Limited, Newline Insurance Company Limited, RiverStone Insurance Limited, RiverStone Insurance (UK) Limited and CRC Reinsurance Limited (filed with Amendment No. 5 to Schedule 13D).

 

34


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: January 17, 2014     V. Prem Watsa
   

/s/ V. Prem Watsa

 

35


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: January 17, 2014   1109519 Ontario Limited
  By:  

/s/ V. Prem Watsa

    Name:   V. Prem Watsa
    Title:   President

 

36


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: January 17, 2014   The Sixty Two Investment Company Limited
  By:  

/s/ V. Prem Watsa

    Name:   V. Prem Watsa
    Title:   President

 

37


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: January 17, 2014   810679 Ontario Limited
  By:  

/s/ V. Prem Watsa

    Name:   V. Prem Watsa
    Title:   President

 

38


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: January 17, 2014   Fairfax Financial Holdings Limited
  By:  

/s/ Paul Rivett

    Name:   Paul Rivett
    Title:   President

 

39


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: January 17, 2014   United States Fire Insurance Company
  By:  

/s/ James V. Kraus

    Name:   James V. Kraus
    Title:   Senior Vice President, General Counsel and Secretary

 

40


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: January 17, 2014   The North River Insurance Company
  By:  

/s/ James V. Kraus

    Name:   James V. Kraus
    Title:   Senior Vice President, General Counsel and Secretary

 

41


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: January 17, 2014   TIG Insurance Company
  By:  

/s/ John J. Bator

    Name:   John J. Bator
    Title:   CFO, Treasurer and Sr. Vice President

 

42


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: January 17, 2014   General Fidelity Insurance Company
  By:  

/s/ John J. Bator

    Name:   John J. Bator
    Title:   CFO, Treasurer and Sr. Vice President

 

43


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: January 17, 2014   Northbridge Commercial Insurance Corporation
  By:  

/s/ Craig Pinnock

    Name:   Craig Pinnock
    Title:   CFO

 

44


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: January 17, 2014   Odyssey Reinsurance Company
  By:  

/s/ Kirk Reische

    Name:   Kirk Reische
    Title:   Vice President

 

45


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: January 17, 2014   Clearwater Select Insurance Company
  By:  

/s/ Kirk Reische

    Name:   Kirk Reische
    Title:   Vice President

 

46


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: January 17, 2014   Hudson Insurance Company
  By:  

/s/ Kirk Reische

    Name:   Kirk Reische
    Title:   Vice President

 

47


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: January 17, 2014   Zenith Insurance Company, a Canadian corporation
  By:  

/s/ Craig Pinnock

    Name:   Craig Pinnock
    Title:   CFO

 

48


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: January 17, 2014   Northbridge General Insurance Corporation
  By:  

/s/ Craig Pinnock

    Name:   Craig Pinnock
    Title:   CFO

 

49


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: January 17, 2014   Federated Insurance Company of Canada
  By:  

/s/ Craig Pinnock

    Name:   Craig Pinnock
    Title:   CFO

 

50


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: January 17, 2014   Northbridge Personal Insurance Corporation
  By:  

/s/ Craig Pinnock

    Name:   Craig Pinnock
    Title:   CFO

 

51


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: January 17, 2014   Clearwater Insurance Company
  By:  

/s/ John J. Bator

    Name:   John J. Bator
    Title:   CFO, Treasurer and Sr. Vice President

 

52


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: January 17, 2014   Zenith Insurance Company, a California corporation
    By:  

/s/ Michael Jansen

      Name:   Michael Jansen
      Title:   Executive Vice President and General Counsel

 

53


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: January 17, 2014   Advent Underwriting Limited
  By:  

/s/ Neil Ewing

    Name:   Neil Ewing
    Title:   Company Secretary

 

54


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: January 17, 2014   Newline Corporate Name Limited
  By:  

/s/ J. Richard F. Micklem

    Name:   J. Richard F. Micklem
    Title:   Director

 

55


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: January 17, 2014   Newline Insurance Company Limited
  By:  

/s/ J. Richard F. Micklem

    Name:   J. Richard F. Micklem
    Title:   Director

 

56


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: January 17, 2014   RiverStone Insurance Limited
  By:  

/s/ Luke Tanzer

    Name:   Luke Tanzer
    Title:   Managing Director

 

57


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: January 17, 2014   RiverStone Insurance (UK) Limited
  By:  

/s/ Luke Tanzer

    Name:   Luke Tanzer
    Title:   Managing Director

 

58


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: January 17, 2014   CRC Reinsurance Limited
  By:  

/s/ Janice Burke

    Name:   Janice Burke
    Title:   Vice President and General Manager

 

59


Annex Index

 

Annex

 

Description

A   Directors and Executive Officers of 1109519 Ontario Limited
B   Directors and Executive Officers of The Sixty Two Investment Company Limited
C   Directors and Executive Officers of 810679 Ontario Limited
D   Directors and Executive Officers of Fairfax Financial Holdings Limited
E   Directors and Executive Officers of United States Fire Insurance Company
F   Directors and Executive Officers of TIG Insurance Company
G   Directors and Executive Officers of General Fidelity Insurance Company
H   Directors and Executive Officers of Northbridge Commercial Insurance Corporation
I   Directors and Executive Officers of Odyssey Reinsurance Company
J   Directors and Executive Officers of Clearwater Select Insurance Company
K   Directors and Executive Officers of Hudson Insurance Company
L   Directors and Executive Officers of Zenith Insurance Company, a California corporation
M   Directors and Executive Officers of Northbridge General Insurance Corporation
N   Directors and Executive Officers of Federated Insurance Company of Canada
O   Directors and Executive Officers of Northbridge Personal Insurance Corporation
P   Directors and Executive Officers of Clearwater Insurance Company
Q   Directors and Executive Officers of Zenith Insurance Company, a Canadian corporation

 

60


R   Directors and Executive Officers of Advent Underwriting Limited
S   Directors and Executive Officers of Newline Corporate Name Limited
T   Directors and Executive Officers of Newline Insurance Company Limited
U   Directors and Executive Officers of RiverStone Insurance Limited
V   Directors and Executive Officers of RiverStone Insurance (UK) Limited
W   Directors and Executive Officers of CRC Reinsurance Limited
X   Directors and Executive Officers of The North River Insurance Company

 

61


ANNEX A

DIRECTORS AND EXECUTIVE OFFICERS OF

1109519 ONTARIO LIMITED

The following table sets forth certain information with respect to the directors and executive officers of 1109519 Ontario 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

V. Prem Watsa

(President, Secretary and Director)

 

Chairman and Chief Executive Officer,

Fairfax Financial Holdings Limited

95 Wellington Street West

Suite 800

Toronto, Ontario M5J 2N7

  Canadian

Eric P. Salsberg

(Assistant Secretary)

 

Vice President, Corporate Affairs,

Fairfax Financial Holdings Limited

95 Wellington Street West

Suite 800

Toronto, Ontario M5J 2N7

  Canadian

 

62


ANNEX B

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

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

  Canadian

Eric P. Salsberg

(Secretary and Director)

 

Vice President, Corporate Affairs,

Fairfax Financial Holdings Limited

95 Wellington Street West

Suite 800

Toronto, Ontario M5J 2N7

  Canadian

 

63


ANNEX C

DIRECTORS AND EXECUTIVE OFFICERS OF

810679 ONTARIO LIMITED

The following table sets forth certain information with respect to the directors and executive officers of 810679 Ontario 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

V. Prem Watsa

(President, Secretary and Director)

 

Chairman and Chief Executive Officer,

Fairfax Financial Holdings Limited

95 Wellington Street West

Suite 800

Toronto, Ontario M5J 2N7

  Canadian

Eric P. Salsberg

(Assistant Secretary)

 

Vice President, Corporate Affairs,

Fairfax Financial Holdings Limited

95 Wellington Street West

Suite 800

Toronto, Ontario M5J 2N7

  Canadian

 

64


ANNEX D

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

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

  Canadian

Anthony F. Griffiths

(Director)

 

Independent Business Consultant

Toronto, Ontario, Canada

  Canadian

Robert J. Gunn

(Director)

 

Independent Business Consultant

Toronto, Ontario, Canada

  Canadian

Brandon W. Sweitzer

(Director)

 

Dean,

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

Alan D. Horn

(Director)

 

Chairman, Rogers Communications Inc. and President and Chief Executive Officer, Rogers Telecommunications Limited

333 Bloor Street East

Toronto, Ontario, M4W 1G9

  Canadian

John R. V. Palmer

(Director)

 

Chairman, Toronto Leadership Centre

65 Queen Street West, Suite 1240

Toronto, ON M5H 2M5

  Canadian

Timothy R. Price

(Director)

 

Chairman of Brookfield Funds

Brookfield Asset Management Inc.

Brookfield Place, Suite 300

181 Bay Street

Toronto, ON M5J 2T3

  Canadian

 

65


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

(Vice President, Corporate Development)

 

Vice President, Corporate Development,

Fairfax Financial Holdings Limited

95 Wellington Street West

Suite 800

Toronto, Ontario M5J 2N7

  Canadian

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

  Canadian

Paul Rivett

(President)

 

President,

Fairfax Financial Holdings Limited

95 Wellington Street West

Suite 800

Toronto, Ontario M5J 2N7

  Canadian

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

  Canadian

David Bonham

(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

  Canadian

Peter Clarke

(Vice President and Chief Risk Officer)

 

Vice President and Chief Risk Officer,

Fairfax Financial Holdings Limited

95 Wellington Street West

Suite 800

Toronto, Ontario M5J 2N7

  Canadian

Jean Cloutier

(Vice President, International Operations)

 

Vice President, International Operations

Fairfax Financial Holdings Limited

95 Wellington Street West

Suite 800

Toronto, Ontario M5J 2N7

  Canadian

 

66


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

Ronald Schokking

(Vice President and Treasurer)

 

Vice President and Treasurer,

Fairfax Financial Holdings Limited

95 Wellington Street West

Suite 800

Toronto, Ontario M5J 2N7

  Canadian

 

67


ANNEX E

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

Douglas M. Libby

(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

Mary Jane Robertson

(Executive Vice President, Chief Financial Officer, Treasurer and Director)

 

Executive Vice President, Chief Financial Officer and Treasurer,

Crum & Forster Holdings Corp. and various other insurance subsidiaries

305 Madison Avenue

Morristown, NJ 07962

  United States

Stephen M. Mulready

(Executive Vice President, Chief Operating Officer and Director)

 

Executive Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Marc J. Adee

(Senior Vice President)

 

President

Fairmont Specialty, a division of Crum & Forster

10350 Richmond Avenue, Suites 250/300

Houston, TX 77042

  United States

Nicole E. Bennett-Smith

(Senior Vice President & Chief Information Officer

 

Senior Vice President & Chief Information Officer

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Mark G. Brown

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

 

68


Albert Caradonio

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Diana Cossetti

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Stephen A. Eisenmann

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Donald R. Fischer

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Steven Fomchenko

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

David J. Ghezzi

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

James V. Kraus

(Senior Vice President, General Counsel & Secretary)

 

Senior Vice President, General Counsel & Secretary

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Matthew W. Kunish

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Keith McCarthy

(Senior Vice President)

 

Senior Vice President

Seneca Insurance Company, Inc.

160 Water Street

New York, NY 10038

  United States

 

69


Jack F. Reddy

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Nathan J. Sambul

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Mark A. Srygley

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Chris I. Stormo

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Ahmed K. Yaknour

(Senior Vice President & Chief Technology Officer)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

 

70


ANNEX F

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

Nicholas C. Bentley

(Chairman, Chief Executive Officer, President and Director)

 

Manager, President and Chief Executive Officer,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United Kingdom

Nina L. Caroselli

(Senior Vice President and Director)

 

Senior Vice President,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

John J. Bator

(Senior Vice President, Chief Financial Officer, Treasurer and Director)

 

Senior Vice President, Chief Financial Officer and Treasurer,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

Frank DeMaria

(Senior Vice President and Director)

 

Senior Vice President,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

Henry W. Edmiston

(Senior Vice President)

 

Senior Vice President,

Fairfax (US), Inc.

2850 Lake Vista Drive, Suite 150

Lewisville, TX 75067

  United States

Richard J. Fabian

(Senior Vice President, General Counsel and Director)

 

Senior Vice President and General Counsel,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

James K. Kelly

(Senior Vice President)

 

Senior Vice President,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

 

71


ANNEX G

DIRECTORS AND EXECUTIVE OFFICERS OF

GENERAL FIDELITY INSURANCE COMPANY

The following table sets forth certain information with respect to the directors and executive officers of General Fidelity 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

Nicholas C. Bentley

(Chairman, Chief Executive Officer, President and Director)

 

Manager, President and Chief Executive Officer,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United Kingdom

Nina L. Caroselli

(Senior Vice President and Director)

 

Senior Vice President,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

John J. Bator

(Senior Vice President, Chief Financial Officer, Treasurer and Director)

 

Senior Vice President, Chief Financial Officer and Treasurer,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

Richard J. Fabian

(Senior Vice President,

General Counsel and Director)

 

Senior Vice President and General Counsel,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

James K. Kelly

(Senior Vice President)

 

Senior Vice President,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

Frank Demaria

(Senior Vice President)

 

Senior Vice President,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

Henry W. Edmiston

(Senior Vice President)

 

Senior Vice President,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

 

72


ANNEX H

DIRECTORS AND EXECUTIVE OFFICERS OF

NORTHBRIDGE COMMERCIAL INSURANCE CORPORATION

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

Silvy Wright

(Chair of Board, and President & CEO)

 

President and Chief Executive Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Fabian Richenberger

(Director, and President, Northbridge Insurance)

 

President, Northbridge Insurance

Northbridge Financial Corporation

105 Adelaide Street West, 3rd Floor

Toronto, Ontario M5H 1P9

  Swiss

Craig Pinnock

(Director, and Chief Financial Officer)

 

Chief Financial Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Bryan S. Smith

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

Robert J. Gunn

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

Robert S. Weiss

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

 

73


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

Lambert Morvan

(Director and Chief Underwriting Officer)

 

Chief Underwriting Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Wayne Connelly

(President, Federated Insurance)

 

President, Federated Insurance

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Lori McDougall

(Executive Vice President, Corporate Innovation)

 

Executive Vice President, Corporate Innovation

Northbridge Financial Corporation

105 Adelaide Street West, 3rd Floor

Toronto, Ontario M5H 1P9

  Canadian

Andrew Wood

(Chief Information Officer)

 

Chief Underwriting Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

 

74


ANNEX I

DIRECTORS AND EXECUTIVE OFFICERS OF

ODYSSEY REINSURANCE COMPANY

The following table sets forth certain information with respect to the directors and executive officers of Odyssey Reinsurance 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

Brian D. Young

(Chairman of the Board of Directors, President and Chief Executive Officer)

 

President, Chief Executive Officer, and Director,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

Michael G. Wacek

(Executive Vice President, Chief Risk Officer and Director)

 

Executive Vice President,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

Jan Christiansen

(Executive Vice President and Director)

 

Executive Vice President and Chief Financial Officer,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  Denmark

James B. Salvesen

(Senior Vice President and Chief Financial Officer)

 

Senior Vice President and Chief Financial Officer,

Odyssey Reinsurance Company

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

Peter H. Lovell

(Senior Vice President, General Counsel and Corporate Secretary)

 

Senior Vice President, General Counsel and Corporate Secretary,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

 

75


ANNEX J

DIRECTORS AND EXECUTIVE OFFICERS OF

CLEARWATER SELECT INSURANCE COMPANY

The following table sets forth certain information with respect to the directors and executive officers of Clearwater Select 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

Brian D. Young

(Chairman of the Board of Directors and Chief Executive Officer)

 

President, Chief Executive Officer, and Director,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

Jan Christiansen

(President and Director)

 

Executive Vice President and Chief Financial Officer,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  Denmark

Michael G. Wacek

(Executive Vice President and Director)

 

Executive Vice President,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

James B. Salvesen

(Senior Vice President and Chief Financial Officer)

 

Senior Vice President and Chief Financial Officer,

Odyssey Reinsurance Company

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

Peter H. Lovell

(Senior Vice President, General Counsel and Corporate Secretary)

 

Senior Vice President, General Counsel and Corporate Secretary,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

 

76


Robert S. Bennett

(Executive Vice President, Director and Chief Actuary)

 

Executive Vice President and Chief Actuary,

Odyssey Reinsurance Company

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

Christopher L. Gallagher

(Executive Vice President and Director)

 

President and Chief Operating Officer,

Hudson Insurance Company

100 William St.

New York, New York 10038

  United States

 

77


ANNEX K

DIRECTORS AND EXECUTIVE OFFICERS OF

HUDSON INSURANCE COMPANY

The following table sets forth certain information with respect to the directors and executive officers of Hudson 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

Brian D. Young

(Chief Executive Officer and Director)

 

President, Chief Executive Officer, and Director,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

Christopher L. Gallagher

(President and Chief Operating Officer)

 

President and Chief Operating Officer,

Hudson Insurance Company

100 William St.

New York, New York 10038

  United States

Michael G. Wacek

(Director)

 

Executive Vice President,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

Jan Christiansen

(Director and Executive Vice President)

 

Executive Vice President and Chief Financial Officer,

Odyssey Re Holdings Corp.

300 First Stamford Place

Stamford, Connecticut 06902

  Denmark

Robert S. Bennett

(Director, Executive Vice President and Chief Actuary)

 

Executive Vice President and Chief Actuary,

Odyssey Reinsurance Company.

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

 

78


Peter H. Lovell

(Senior Vice President)

 

Senior Vice President, General Counsel and Corporate Secretary,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

John F. Verbich

(Senior Vice President, and Chief Financial Officer)

 

Senior Vice President, and Chief Financial Officer,

Hudson Insurance Company

100 William St.

New York, New York 10038

  United States

 

79


ANNEX L

DIRECTORS AND EXECUTIVE OFFICERS OF

ZENITH INSURANCE COMPANY, a California corporation

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

Jack D. Miller

(President and Chief Executive Officer and Director)

 

President and Chief Executive Officer

Zenith Insurance Company

21255 Califa St.

Woodland Hills, CA 91367

  United States

Michael E. Jansen

(Executive Vice President and General Counsel and Director)

 

Executive Vice President and General Counsel

Zenith Insurance Company

21255 Califa St.

Woodland Hills, CA 91367

  United States

Kari L. Van Gundy

(Executive Vice President, Chief Financial Officer and Treasurer and Director)

 

Executive Vice President, Chief Financial Officer and Treasurer

Zenith Insurance Company

21255 Califa St.

Woodland Hills, CA 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, CA 91367

  United States

Davidson M. Pattiz

(Executive Vice President)

 

Executive Vice President of Claims

Zenith Insurance Company

21255 Califa St.

Woodland Hills, CA 91367

  United States

 

80


Hyman J. Lee Jr.

(Senior Vice President, Assistant General Counsel and Secretary)

 

Senior Vice President, Assistant General Counsel and Secretary

Zenith Insurance Company

21255 Califa St.

Woodland Hills, CA 91367

  United States

 

81


ANNEX M

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

Silvy Wright

(Chair of Board, and President & CEO)

 

President and Chief Executive Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Fabian Richenberger

(Director, and President, Northbridge Insurance)

 

President, Northbridge Insurance

Northbridge Financial Corporation

105 Adelaide Street West, 3rd Floor

Toronto, Ontario M5H 1P9

  Swiss

Craig Pinnock

(Director, and Chief Financial Officer)

 

Chief Financial Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Bryan S. Smith

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

Robert J. Gunn

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

Robert S. Weiss

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

 

82


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

Lambert Morvan

(Director and Chief Underwriting Officer)

 

Chief Underwriting Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Wayne Connelly

(President, Federated Insurance)

 

President, Federated Insurance

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Lori McDougall

(Executive Vice President, Corporate Innovation)

 

Executive Vice President, Corporate Innovation

Northbridge Financial Corporation

105 Adelaide Street West, 3rd Floor

Toronto, Ontario M5H 1P9

  Canadian

Andrew Wood

(Chief Information Officer)

 

Chief Underwriting Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

 

83


ANNEX N

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

Silvy Wright

(Chair of Board, and President & CEO)

 

President and Chief Executive Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Fabian Richenberger

(Director, and President, Northbridge Insurance)

 

President, Northbridge Insurance

Northbridge Financial Corporation

105 Adelaide Street West, 3rd Floor

Toronto, Ontario M5H 1P9

  Swiss

Craig Pinnock

(Director, and Chief Financial Officer)

 

Chief Financial Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Bryan S. Smith

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

Robert J. Gunn

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

Robert S. Weiss

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

 

84


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

Lambert Morvan

(Director and Chief Underwriting Officer)

 

Chief Underwriting Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Wayne Connelly

(President, Federated Insurance)

 

President, Federated Insurance

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Lori McDougall

(Executive Vice President, Corporate Innovation)

 

Executive Vice President, Corporate Innovation

Northbridge Financial Corporation

105 Adelaide Street West, 3rd Floor

Toronto, Ontario M5H 1P9

  Canadian

Andrew Wood

(Chief Information Officer)

 

Chief Underwriting Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

 

85


ANNEX O

DIRECTORS AND EXECUTIVE OFFICERS OF

NORTHBRIDGE PERSONAL INSURANCE CORPORATION

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

Silvy Wright

(Chair of Board, and President & CEO)

 

President and Chief Executive Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Fabian Richenberger

(Director, and President, Northbridge Insurance)

 

President, Northbridge Insurance

Northbridge Financial Corporation

105 Adelaide Street West, 3rd Floor

Toronto, Ontario M5H 1P9

  Swiss

Craig Pinnock

(Director, and Chief Financial Officer)

 

Chief Financial Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Bryan S. Smith

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

Robert J. Gunn

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

Robert S. Weiss

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

 

Canadian

 

86


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

Lambert Morvan

(Director and Chief Underwriting Officer)

 

Chief Underwriting Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Wayne Connelly

(President, Federated Insurance)

 

President, Federated Insurance

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Lori McDougall

(Executive Vice President, Corporate Innovation)

 

Executive Vice President, Corporate Innovation

Northbridge Financial Corporation

105 Adelaide Street West, 3rd Floor

Toronto, Ontario M5H 1P9

  Canadian

Andrew Wood

(Chief Information Officer)

 

Chief Underwriting Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

 

87


ANNEX P

DIRECTORS AND EXECUTIVE OFFICERS OF

CLEARWATER INSURANCE COMPANY

The following table sets forth certain information with respect to the directors and executive officers of Clearwater 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

Nicholas C. Bentley

(Director, President and Chief Executive Officer)

 

Manager, President and Chief Executive Officer,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United Kingdom

John J. Bator

(Director, Senior Vice President, Chief Financial Officer and Treasurer)

 

Senior Vice President, Chief Financial Officer and Treasurer,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

Nina L. Caroselli

(Director and Senior Vice President)

 

Senior Vice President,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

Richard J. Fabian

(Director, Senior Vice President and General Counsel)

 

Senior Vice President and General Counsel,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

Robert S. Bennett

(Executive Vice President)

 

Executive Vice President and Chief Actuary,

Odyssey Reinsurance Company

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

 

88


Jeffrey M. Rubin

(Senior Vice President)

 

Senior Vice President,

Odyssey Reinsurance Company

300 Stamford Place

Stamford, CT 06902

  United States

 

89


ANNEX Q

DIRECTORS AND EXECUTIVE OFFICERS OF

ZENITH INSURANCE COMPANY, a Canadian corporation

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

Silvy Wright

(Chair of Board, and President & CEO)

 

President and Chief Executive Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Fabian Richenberger

(Director, and President, Northbridge Insurance)

 

President, Northbridge Insurance

Northbridge Financial Corporation

105 Adelaide Street West, 3rd Floor

Toronto, Ontario M5H 1P9

  Swiss

Craig Pinnock

(Director, and Chief Financial Officer)

 

Chief Financial Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Bryan S. Smith

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

Robert J. Gunn

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

Robert S. Weiss

(Director)

 

Independent Business Consultant and Corporate Director

Toronto, Ontario, Canada

  Canadian

 

90


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

Lambert Morvan

(Director and Chief Underwriting Officer)

 

Chief Underwriting Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Wayne Connelly

(President, Federated Insurance)

 

President, Federated Insurance

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

Lori McDougall

(Executive Vice President, Corporate Innovation)

 

Executive Vice President, Corporate Innovation

Northbridge Financial Corporation

105 Adelaide Street West, 3rd Floor

Toronto, Ontario M5H 1P9

  Canadian

Andrew Wood

(Chief Information Officer)

 

Chief Underwriting Officer,

Northbridge Financial Corporation

105 Adelaide Street West, 7th Floor

Toronto, Ontario M5H 1P9

  Canadian

 

91


ANNEX R

DIRECTORS AND EXECUTIVE OFFICERS OF

ADVENT UNDERWRITING LIMITED

The following table sets forth certain information with respect to the directors and executive officers of Advent Underwriting 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

Nigel P. Fitzgerald

(CEO & Director)

 

CEO & Director

Advent Underwriting Limited

No.2 Minster Court

Mincing Lane

London

EC3R 7BB

  United States

Trevor Ambridge

(Director)

 

Director

Advent Underwriting Limited

No.2 Minster Court

Mincing Lane

London

EC3R 7BB

  Canadian

Philip Green

(Finance Director)

 

Finance Director

Advent Underwriting Limited

No.2 Minster Court

Mincing Lane

London

EC3R 7BB

  United Kingdom

Ian Hewitt

(Director)

 

Director

Advent Underwriting Limited

No.2 Minster Court

Mincing Lane

London

EC3R 7BB

  United Kingdom

 

92


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 Beveridge

(Director)

 

Director

Advent Underwriting Limited

No.2 Minster Court

Mincing Lane

London

EC3R 7BB

  United Kingdom

Peter Cresswell

(Non Executive Chairman)

 

Non Executive Chairman

Advent Underwriting Limited

No.2 Minster Court

Mincing Lane

London

EC3R 7BB

  United Kingdom

Hugh Bohling

(Non Executive Director)

 

Non Executive Director

Advent Underwriting Limited

No.2 Minster Court

Mincing Lane

London

EC3R 7BB

  United Kingdom

Jean Cloutier

(Non Executive Director)

 

Non Executive Director

Advent Underwriting Limited

No.2 Minster Court

Mincing Lane

London

EC3R 7BB

  Canadian

 

93


ANNEX S

DIRECTORS AND EXECUTIVE OFFICERS OF

NEWLINE CORPORATE NAME LIMITED

The following table sets forth certain information with respect to the directors and executive officers of Newline Corporate Name 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

Michael G. Wacek

(Director)

 

Executive Vice President,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

Jan Christiansen

(Director)

 

Executive Vice President and Chief Financial Officer,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  Denmark

Robert B. Kastner

(Director and Head of Claims)

 

Director and Head of Claims

Newline Underwriting Management Limited

Suite 5/4, The London Underwriting Centre

3 Minster Court, Mincing Lane

London EC3R 7DD

  United Kingdom

J. Richard F. Micklem

(Director and Chief Operating Officer)

 

Director and Chief Operating Officer

Newline Underwriting Management Limited

Suite 5/4, The London Underwriting Centre

3 Minster Court, Mincing Lane

London EC3R 7DD

  United Kingdom

 

94


ANNEX T

DIRECTORS AND EXECUTIVE OFFICERS OF

NEWLINE INSURANCE COMPANY LIMITED

The following table sets forth certain information with respect to the directors and executive officers of Newline Insurance 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

Carl A. Overy

(Director and Chief Executive Officer)

 

Director and Chief Executive Officer

Newline Underwriting Management Limited

Suite 5/4, The London Underwriting Centre

3 Minster Court, Mincing Lane

London EC3R 7DD

  United Kingdom

Jan Christiansen

(Director)

 

Executive Vice President and Chief Financial Officer,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  Denmark

Robert B. Kastner

(Director and Head of Claims)

 

Director and Head of Claims

Newline Underwriting Management Limited

Suite 5/4, The London Underwriting Centre

3 Minster Court, Mincing Lane

London EC3R 7DD

  United Kingdom

J. Richard F. Micklem

(Director and Chief Operating Officer)

 

Director and Chief Operating Officer

Newline Underwriting Management Limited

Suite 5/4, The London Underwriting Centre

3 Minster Court, Mincing Lane

London EC3R 7DD

  United Kingdom

Philip T. Foley

(Director and Chief Underwriting Officer)

 

Director and Chief Underwriting Officer

Newline Underwriting Management Limited

Suite 5/4, The London Underwriting Centre

3 Minster Court, Mincing Lane

London EC3R 7DD

  United Kingdom

 

95


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

Sonny Kapur

(Director and Chief Financial Officer)

 

Director and Chief Financial Officer

Newline Underwriting Management Limited

Suite 5/4, The London Underwriting Centre

3 Minster Court, Mincing Lane

London EC3R 7DD

  United Kingdom

M. Scales

(Non Executive Director)

 

Non Executive Director

Newline Underwriting Management Limited

Suite 5/4, The London Underwriting Centre

3 Minster Court, Mincing Lane

London EC3R 7DD

  United Kingdom

J.W.J Spencer

(Non Executive Director)

 

Non Executive Director

Newline Underwriting Management Limited

Suite 5/4, The London Underwriting Centre

3 Minster Court, Mincing Lane

London EC3R 7DD

  United Kingdom

Michael G. Wacek

(Non Executive Director)

 

Executive Vice President,

Odyssey Re Holdings Corp.

300 First Stamford Place,

Stamford, Connecticut 06902

  United States

 

96


ANNEX U

DIRECTORS AND EXECUTIVE OFFICERS OF

RIVERSTONE INSURANCE LIMITED

The following table sets forth certain information with respect to the directors and executive officers of RiverStone Insurance 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

Nicholas C. Bentley

(Chairman, Chief Executive Officer, President and Director)

 

Manager, President and Chief Executive Officer,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United Kingdom

Luke Tanzer

(Managing Director)

 

Insurance Executive Director

Park Gate, 161-163 Preston Road

Brighton BN1 6AU, England

  Australian

Lorna Hemsley

(Finance Director)

 

Accountant

Park Gate, 161-163 Preston Road

Brighton BN1 6AU, England

  United Kingdom

John J. Bator

(Chief Financial Officer)

 

Senior Vice President, Chief Financial

Officer and Treasurer,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United States

Adrian Masterson

(Director)

 

Company Director

57 Herbert Lane

Dublin 2

Ireland

  Ireland

Tom Riddell

(Director)

 

Accountant

17 Crescent Gardens, Wimbledon Park

London SW19 8AJ, England

  United Kingdom

Anthony Keys

(Director)

 

Company Director

63 Pont Street

London SW1X 0BD, England

  United Kingdom

 

97


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

Fraser Henry

(Secretary)

 

Solicitor

Park Gate, 161-163 Preston Road

Brighton BN1 6AU, England

  United Kingdom

 

98


ANNEX V

DIRECTORS AND EXECUTIVE OFFICERS OF

RIVERSTONE INSURANCE (UK) LIMITED

The following table sets forth certain information with respect to the directors and executive officers of RiverStone Insurance (UK) 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

Nicholas C. Bentley

(Chairman, Chief Executive Officer, President and Director)

 

Manager, President and Chief Executive Officer,

Riverstone Resources LLC

250 Commercial Street, Suite 5000

Manchester, NH 03101

  United Kingdom

Luke Tanzer

(Managing Director)

 

Insurance Executive Director

Park Gate, 161-163 Preston Road

Brighton BN1 6AU, England

  Australian

Lorna Hemsley

(Finance Director)

 

Accountant

Park Gate, 161-163 Preston Road

Brighton BN1 6AU, England

  United Kingdom

Anthony Keys

(Director)

 

Company Director

63 Pont Street

London SW1X 0BD, England

  United Kingdom

Fraser Henry

(Secretary)

 

Solicitor

Park Gate, 161-163 Preston Road

Brighton BN1 6AU, England

  United Kingdom

 

99


ANNEX W

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

Ronald Schokking

(Director)

 

Vice President and Treasurer

Fairfax Financial Holdings Limited

95 Wellington Street West,

Suite 800

Toronto, Ontario M5J 2N7

  Canadian

Jean Cloutier

(Director)

 

Vice President and Chief Actuary,

Fairfax Financial Holdings Limited

95 Wellington Street West,

Suite 800

Toronto, Ontario M5J 2N7

  Canadian

Lisl Lewis

(Director)

 

Consultant

Suite B, Port St. Charles

St. Peter, Barbados BB26013

  Barbados

Alister O’Brien Campbell

(Director)

 

Director

Wentworth Insurance Company Limited

Pine Commercial Centre

The Pine,

St. Michael, Barbados B11103

  Barbados

William Peter Douglas

(Director)

 

Director

Wentworth Insurance Company Limited

Pine Commercial Centre

The Pine,

St. Michael, Barbados B11103

  Barbados

 

100


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

Janice Burke

(Officer)

 

Vice President and General Manager

Wentworth Insurance Company Limited

Pine Commercial Centre

The Pine,

St. Michael, Barbados B11103

  United States

 

101


ANNEX X

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

Douglas M. Libby

(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

Mary Jane Robertson

(Executive Vice President, Chief Financial Officer, Treasurer and Director)

 

Executive Vice President, Chief Financial Officer and Treasurer,

Crum & Forster Holdings Corp. and various other insurance subsidiaries,

305 Madison Avenue

Morristown, NJ 07962

  United States

Stephen M. Mulready

(Executive Vice President, Chief Operating Officer and Director)

 

Executive Vice President

United States Fire Insurance Company,

305 Madison Avenue

Morristown, NJ 07962

  United States

Marc J. Adee

(Senior Vice President)

 

President

Fairmont Specialty, a division of Crum & Forster

10350 Richmond Avenue, Suites 250/300

Houston, TX 77042

  United States

Mark G. Brown

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

 

102


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

Diana Cossetti

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Stephen A. Eisenmann

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Donald R. Fischer

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Steven Fomchenko

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

David J. Ghezzi

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

James V. Kraus

(Senior Vice President, General Counsel & Secretary)

 

Senior Vice President, General Counsel & Secretary

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Matthew W. Kunish

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

 

103


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

Keith McCarthy

(Senior Vice President)

 

Senior Vice President

Seneca Insurance Company, Inc.

160 Water Street

New York, NY 10038

  United States

Mark A. Srygley

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Nathan J. Sambul

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

Chris I. Stormo

(Senior Vice President)

 

Senior Vice President

United States Fire Insurance Company

305 Madison Avenue

Morristown, NJ 07962

  United States

 

104


Exhibit Index

 

Exhibit
No.

  

Description

Ex. 7:    Joint filing agreement dated as of January 10, 2014 among V. Prem Watsa, 1109519 Ontario Limited, The Sixty Two Investment Company Limited, 810679 Ontario Limited, Fairfax Financial Holdings Limited, United States Fire Insurance Company, The North River Insurance Company, TIG Insurance Company, General Fidelity Insurance Company, Northbridge Commercial Insurance Corporation, Odyssey Reinsurance Company, Clearwater Select Insurance Company, Hudson Insurance Company, Zenith Insurance Company, a California corporation, Northbridge General Insurance Corporation, Federated Insurance Company of Canada, Northbridge Indemnity Insurance Corporation, Northbridge Personal Insurance Corporation, Clearwater Insurance Company, Zenith Insurance Company, a Canadian corporation, Advent Underwriting Limited, Newline Corporate Name Limited, Newline Insurance Company Limited, RiverStone Insurance Limited, RiverStone Insurance (UK) Limited and CRC Reinsurance Limited (filed with Amendment No. 5 to Schedule 13D).

 

105