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ALLIED WORLD Completes Acquisition of DARWIN PROFESSIONAL UNDERWRITERS INC

In October 20, 2008, Allied World Assurance Company Holdings, Ltd ("Allied World") announced that it had completed the acquisition of Darwin Professional Underwriters, Inc. (the "Company") pursuant to the terms of the Agreement and Plan of Merger (the "Merger Agreement"), dated as of June 27, 2008, by and among the Company, Allied World and Allied World Merger Company ("Merger Sub"). Pursuant to the terms of the Merger Agreement, Merger Sub merged with and into the Company (the "Merger"), with the Company continuing as the surviving corporation and becoming a wholly-owned subsidiary of Allied World. In accordance with the Merger Agreement, upon consummation of the Merger on October 20, 2008, Scott A. Carmilani and Wesley D. Dupont, the directors of Merger Sub immediately prior to the Merger, became the directors of the Company, effectively removing all of the prior directors of the Company. Directly after the consummation of the Merger, Scott A. Carmilani, Richard Jodoin, W. Gordon Knight and John McElroy were elected to serve as directors of the Company. These directors will hold office until their respective successors are duly elected and qualified, or until their earlier death, resignation or removal. In addition, upon consummation of the Merger on October 20, 2008, Stephen J. Sills resigned as President and Chief Executive Officer of the Company, and W. Gordon Knight was elected to serve as the new President of the Company.

Tags: Acquisition Merger Elected Directors Resigned CEO PRES
Related URLs: ALLIED WORLD ASSURANCE CO HOLDINGS LTD • DARWIN PROFESSIONAL UNDERWRITERS INC • SILLS STEPHEN JAY • DUPONT WESLEY D • CARMILANI SCOTT A • JODOIN RICHARD E • KNIGHT W. GORDON
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