Hallmark launches website to provide Specialty Underwriters' stockholders with real time information related to proxy solicitation
FORT WORTH, Texas, April 3 /PRNewswire-FirstCall/ -- Hallmark Financial Services, Inc. (Nasdaq: HALL), which has nominated independent director candidates to replace three members of the board of directors of Specialty Underwriters' Alliance, Inc. (Nasdaq: SUAI), today announced the launch of a website for SUAI stockholders, www.SUAItownhall.com. SUAI stockholders are urged to visit the website because it contains important information regarding Hallmark's election contest, including biographies of the three independent board nominees and communications between Hallmark and SUAI. A copy of all proxy materials and shareholder communications will be available on the website.
Hallmark believes there is a need for improved governance and board and management accountability to SUAI stockholders. Hallmark believes that the interests of all SUAI stockholders would benefit from its highly qualified, truly independent director nominees that possess a wealth of property and casualty insurance industry expertise. Hallmark beneficially owns approximately 9.9% of SUAI's outstanding common stock.
Background
As previously disclosed, on June 16, 2008, Hallmark delivered to SUAI's board of directors a proposal to acquire SUAI in a stock-for-stock transaction (the 'Proposal'). SUAI responded through a public announcement on June 26, 2008 that its board of directors had unanimously rejected the Proposal. On July 1, 2008, Hallmark then delivered to SUAI's board of directors a letter reaffirming the Proposal (the 'July 1 Letter'). In the July 1 Letter, Hallmark stated that it was committed to its Proposal and strongly believed that the Proposal offered significant and compelling benefits to SUAI's stockholders, and reiterated that its senior management stood ready to meet with the members of the SUAI board and answer any questions concerning the Proposal. Copies of each of the Proposal and the July 1 Letter are exhibits to Hallmark's Schedule 13D/A for SUAI filed on July 1, 2008 and can be obtained on the SEC's website at http://www.sec.gov. For each of the Proposal and the July 1 Letter, the offer price in Hallmark stock in the proposed transaction represented a substantial premium to the then most recent closing price of SUAI common stock as well as its 30 day trailing average price.
