Validus will solicit court-ordered meeting of IPC shareholders

Bermuda-based Validus has announced its plans to replace the Board of Directors of IPC, if it is unable to reach an agreement with the IPC Board in a timely fashion.

According to Validus, it continues to seek a consensual amalgamation transaction with IPC, and will continue its Exchange Offer and previously declared Scheme of Arrangement to complete transaction.

As per Validus’ offer, IPC shareholders would obtain $3.75 in cash, and 1.1234 Validus voting common shares for each IPC common share.

The company said that it would replace the IPC Board with three qualified candidates who would stand for election at a special meeting of IPC shareholders. Validus’ proposed director nominees are Raymond Groth, Adjunct Professor of Business Administration at The Fuqua School of Business, Paul Haggis, Chairman of Alberta Enterprise, and Thomas Wajnert, Senior Advisor to Irving Place Capital Partners.

Validus plans to file a new application with the Supreme Court of Bermuda, to seek its approval to convene a court-ordered meeting of IPC’s shareholders in connection with the Scheme of Arrangement.