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Section 1: DEFA14A (DEFA14A)

Unassociated Document
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
 
SCHEDULE 14A
(Rule 14a-101)
INFORMATION REQUIRED IN PROXY STATEMENT
Proxy Statement Pursuant to Section 14(a) of
the Securities Exchange Act of 1934
(Amendment No. )
 
Filed by the Registrant  ☒
Filed by a Party other than the Registrant  o
 
Check the appropriate box:
 
o
Preliminary Proxy Statement
o
Confidential, for Use of the Commission Only (as permitted by Rule 14a-6(e)(2))
o
Definitive Proxy Statement
Definitive Additional Materials
Soliciting material Pursuant to Rule 14a-11(c) or Rule 14a-12
 
ARGO GROUP INTERNATIONAL HOLDINGS, LTD.
(Name of Registrant as Specified In Its Charter)
 
 
(Name of Person(s) Filing Proxy Statement, if other than the Registrant)
 
Payment of Filing Fee (Check the appropriate box):
 
No fee required.
 
o
Fee computed on table below per Exchange Act Rules 14a-6(i)(1) and 0-11.
     
 
(1)
Title of each class of securities to which transaction applies:
     
     
 
(2)
Aggregate number of securities to which transaction applies:
     
     
 
(3)
Per unit price or other underlying value of transaction computed pursuant to Exchange Act Rule 0-11 (Set forth the amount on which the filing fee is calculated and state how it was determined):
     
     
 
(4)
Proposed maximum aggregate value of transaction:
     
     
 
(5)
Total fee paid:
     
     
o
Fee paid previously with preliminary materials.
 
o
Check box if any part of the fee is offset as provided by Exchange Act Rule 0-11(a)(2) and identify the filing for which the offsetting fee was paid previously. Identify the previous filing by registration statement number, or the Form or Schedule and the date of its filing.
 
 
(1)
Amount previously paid:
     
     
 
(2)
Form, Schedule or Registration Statement No.:
     
     
 
(3)
Filing Party:
     
     
 
(4)
Date Filed:
     
 

The following materials may be provided to shareholders of Argo Group International Holdings, Ltd.
 
 

 

 

Dear Investor,
 
We are reaching out to request a meeting in advance of Argo’s May 24th annual meeting.
 
As you may know, one of our shareholders, Voce Capital, is seeking to remove several of our most valuable directors and gain five seats on our Board. Voce continues to make false and misleading statements about our Company, and their “plan” for Argo demonstrates a fundamental lack of understanding of the strategies of our business and the industry in which we operate.
 
Now that we have filed our investor presentation detailing our successful track record, continued efforts to create shareholder value, and best-in-class Board and corporate governance, we would appreciate the opportunity to speak with you about Voce’s claims.  Please let us know your availability for a call on May 7th or 8th.  If those dates do not fit your schedule let us know a more convenient date/time.
 
Our aim is to make certain that, as you consider your vote, you and your team have the desired information to support you in making a decision, and ample opportunities to ask any questions you may have of us.
 
Thank you for your time and consideration and we look forward to speaking with you.

Best,
 
Susan Spivak Bernstein
SVP, Investor Relations
Argo Group

 

 
ADDITIONAL INFORMATION
 
Argo Group International Holdings, Ltd. (“Argo Group”) has filed a definitive proxy statement and WHITE proxy card with the U.S. Securities and Exchange Commission (the “SEC”) in connection with its solicitation of proxies for its 2019 Annual General Meeting of Shareholders (the “2019 Annual General Meeting”). ARGO GROUP SHAREHOLDERS ARE STRONGLY ENCOURAGED TO READ THE DEFINITIVE PROXY STATEMENT (AND ANY AMENDMENTS AND SUPPLEMENTS THERETO) AND ACCOMPANYING WHITE PROXY CARD AS THEY CONTAIN IMPORTANT INFORMATION. Shareholders may obtain the proxy statement, any amendments or supplements to the proxy statement and other documents as and when filed by Argo Group with the SEC without charge from the SEC’s website at www.sec.gov.
 
CERTAIN INFORMATION REGARDING PARTICIPANTS
 
Argo Group, its directors and certain of its executive officers may be deemed to be participants in connection with the solicitation of proxies from Argo Group’s shareholders in connection with the matters to be considered at the 2019 Annual General Meeting. Information regarding the identity of potential participants, and their direct or indirect interests, by security holdings or otherwise, is set forth in the proxy statement and other materials to be filed with the SEC. These documents can be obtained free of charge from the sources indicated above.
 


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