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UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549STATEMENT OF CHANGES IN BENEFICIAL OWNERSHIP OF SECURITIES Filed pursuant to Section 16(a) of the Securities Exchange Act of 1934, Section 17(a) of the Public Utility Holding Company Act of 1935 or Section 30(h) of the Investment Company Act of 1940 |
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Reminder: Report on a separate line for each class of securities beneficially owned directly or indirectly. | |||
Persons who respond to the collection of information contained in this form are not required to respond unless the form displays a currently valid OMB control number. | SEC 1474 (9-02) |
1. Title of Derivative Security (Instr. 3) |
2. Conversion or Exercise Price of Derivative Security | 3. Transaction Date (Month/Day/Year) | 3A. Deemed Execution Date, if any (Month/Day/Year) | 4. Transaction Code (Instr. 8) |
5. Number of Derivative Securities Acquired (A) or Disposed of (D) (Instr. 3, 4, and 5) |
6. Date Exercisable and Expiration Date (Month/Day/Year) |
7. Title and Amount of Underlying Securities (Instr. 3 and 4) |
8. Price of Derivative Security (Instr. 5) |
9. Number of Derivative Securities Beneficially Owned Following Reported Transaction(s) (Instr. 4) |
10. Ownership Form of Derivative Security: Direct (D) or Indirect (I) (Instr. 4) |
11. Nature of Indirect Beneficial Ownership (Instr. 4) |
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Code | V | (A) | (D) | Date Exercisable | Expiration Date | Title | Amount or Number of Shares | ||||||||
8.0% Convertible Notes due 2013 (?Notes?) | (1) | 10/15/2008 | J(2) | $ 2,694,444 (5) | 10/15/2008 | (3) | Common Stock, $1.00 par value (?Shares?) | 269,444 | (2) | $ 52,694,444 (5) | D | ||||
8.0% Convertible Notes due 2013 | (1) | 10/15/2008 | J(2) | $ 16,166,666 (5) | 10/15/2008 | (3) | Common Stock, $1.00 par value | 1,616,666 | (2) | $ 316,166,666 (5) | I | See Footnote (4) |
Reporting Owner Name / Address | Relationships | |||
Director | 10% Owner | Officer | Other | |
FAIRFAX FINANCIAL HOLDINGS LTD/ CAN 95 WELLINGTON STREET WEST SUITE 800 TORONTO, ONTARIO, A6 M5J 2N7 |
X | |||
WATSA V PREM ET AL 95 WELLINGTON STREET WEST SUITE 800 TORONTO, ONTARIO, A6 M5J 2N7 |
X | |||
1109519 ONTARIO LTD 95 WELLINGTON STREET WEST SUITE 800 TORONTO, ONTARIO, A6 M5J 2N7 |
X | |||
SIXTY TWO INVESTMENT CO LTD 1600 CATHEDRAL PLACE 925 WEST GEORGIA ST. VANCOUVER, B.C., A1 V6C 3L3 |
X | |||
810679 ONTARIO LTD 95 WELLINGTON STREET WEST SUITE 800 TORONTO, ONTARIO, A6 M5J 2N7 |
X | |||
TIG INSURANCE CO 250 COMMERCIAL STREET SUITE 5000 MANCHESTER, NH 03101 |
X | |||
NORTH RIVER INSURANCE CO 305 MADISON AVENUE MORRISTOWN, NJ 07962 |
X | |||
ODYSSEY RE HOLDINGS CORP 300 FIRST STAMFORD PLACE STAMFORD, CT 06902 |
X | |||
ODYSSEY AMERICA REINSURANCE CORP 300 FIRST STAMFORD PLACE STAMFORD, CT 06902 |
X |
/s/ Paul Rivett, Vice President | 10/17/2008 | |
**Signature of Reporting Person | Date | |
/s/ V. Prem Watsa | 10/17/2008 | |
**Signature of Reporting Person | Date | |
/s/ V. Prem Watsa, President | 10/17/2008 | |
**Signature of Reporting Person | Date | |
/s/ V. Prem Watsa, President | 10/17/2008 | |
**Signature of Reporting Person | Date | |
/s/ V. Prem Watsa, President | 10/17/2008 | |
**Signature of Reporting Person | Date | |
/s/ Nicholas C. Bentley, President and Chief Executive Officer | 10/17/2008 | |
**Signature of Reporting Person | Date | |
/s/ Paul Bassaline, Vice President | 10/17/2008 | |
**Signature of Reporting Person | Date | |
/s/ Donald L. Smith, Senior Vice President | 10/17/2008 | |
**Signature of Reporting Person | Date | |
/s/ Donald L. Smith, Senior Vice President | 10/17/2008 | |
**Signature of Reporting Person | Date |
* | If the form is filed by more than one reporting person, see Instruction 4(b)(v). |
** | Intentional misstatements or omissions of facts constitute Federal Criminal Violations. See 18 U.S.C. 1001 and 15 U.S.C. 78ff(a). |
(1) | The Notes are convertible into Shares based on an initial conversion rate of 100 Shares per $1,000 principal amount of Notes (equivalent to an initial conversion price of $10.00 per Share), subject to adjustment under certain circumstances. |
(2) | Pursuant to the terms of the Notes, AbitibiBowater Inc. elected to pay interest on the Notes on the 10/15/2008 interest payment date entirely by increasing the principal amount of the Notes in lieu of paying cash interest on the Notes. |
(3) | The Notes are convertible into Shares at the option of the holder thereof at any time prior to the close of business on the business day immediately preceding 04/15/2013, the maturity date of the Notes. |
(4) | Approximately $105.4 million aggregate principal amount of Notes is held by Odyssey America Reinsurance Corporation, $79.0 million aggregate principal amount of Notes is held by The North River Insurance Company, $52.7 million aggregate principal amount of Notes is held by TIG Insurance Company, $33.7 million aggregate principal amount of Notes is held by Lombard General Insurance Company of Canada, $18.4 million aggregate principal amount of Notes is held by Commonwealth Insurance Company, $11.9 million aggregate principal amount of Notes is held by Markel Insurance Company of Canada, $6.5 million aggregate principal amount of Notes is held by Federated Insurance Company of Canada, $5.3 million aggregate principal amount of Notes is held by Lombard Insurance Company and $3.2 million aggregate principal amount of Notes is held by pension plans of certain subsidiaries of Fairfax Financial Holdings Limited. |
(5) | Aggregate principal amount of Notes. |