NASDAQ, AGII - Argo Group Intl Hlds
On March 14, 2007 (and as amended and restated on June 8, 2007), PXRE Group Ltd.
(?PXRE?) and Argonaut Group, Inc. (?Argonaut Group? or ?Argonaut?) entered into
a merger agreement (the ?Merger Agreement?) pursuant to which Argonaut Group
became a wholly-owned subsidiary of PXRE on August 7, 2007 (the ?Merger?). PXRE
changed its name to Argo Group International Holdings, Ltd. (?Argo Group? or the
?Company?) upon the closing of the Merger. Immediately following the Merger,
Argonaut Group?s pre-Merger shareholders held approximately 73% of Argo Group?s
shares, with PXRE?s pre-Merger shareholders retaining approximately 27% of Argo
Group?s shares. Notwithstanding the fact that PXRE was the legal acquirer under
the Merger and remains the registrant for Securities and Exchange Commission
(?SEC?) reporting purposes, the Merger was accounted for as a reverse
acquisition with Argonaut Group as the accounting acquirer. ...
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