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Filing Details

Accession Number:: 0001104659-19-002157
Form Type:: 13D Filing
Publication Date:: 2019-01-16 19:46:47

Filed By:: Fairfax Financial Holdings
Company:: Seaspan Corp (NYSE:SSW)
Filing Date:: 2019-01-17
SEC Url:: 13D Filing

Ownership Summary

Please notice the below summary table is generated without human intervention and may contain errors. Please refer to the complete filing displayed below for exact figures.

Name	Shared Voting Power	Sole Dispositive Power	Shared Dispositive Power	Aggregate Amount Owned Power	Percent of Class
V. PREM WATSA	102,601,099	0	102,601,099	102,601,099	47.7%
THE ONE ONE ZERO NINE HOLDCO LIMITED	102,601,099	0	102,601,099	102,601,099	47.7%
THE SIXTY TWO INVESTMENT COMPANY LIMITED	101,923,078	0	101,923,078	101,923,078	47.4%
FAIRFAX FINANCIAL HOLDINGS LIMITED	101,923,078	0	101,923,078	101,923,078	47.4%
FFHL GROUP LTD	57,514,118	0	57,514,118	57,514,118	26.7%
FAIRFAX (BARBADOS) INTERNATIONAL CORP	17,300,370	0	17,300,370	17,300,370	8.0%
WENTWORTH INSURANCE COMPANY LTD	17,300,370	0	17,300,370	17,300,370	8.0%
THE SIXTY THREE FOUNDATION	0	231,922	0	231,922	0.1%
HAMBLIN WATSA INVESTMENT COUNSEL LTD	12,500,000	0	12,500,000	12,500,000	5.8%
FAIRFAX (US) INC	29,661,159	0	29,661,159	29,661,159	13.8%
ODYSSEY US HOLDINGS INC	14,528,523	0	14,528,523	14,528,523	6.8%
ODYSSEY GROUP HOLDINGS, INC	14,528,523	0	14,528,523	14,528,523	6.8%
ODYSSEY REINSURANCE COMPANY	14,528,523	0	14,528,523	14,528,523	6.8%
GREYSTONE INSURANCE COMPANY	2,120,890	0	2,120,890	2,120,890	1.0%
HUDSON INSURANCE COMPANY	1,855,779	0	1,855,779	1,855,779	0.9%
HUDSON SPECIALTY INSURANCE COMPANY	265,111	0	265,111	265,111	0.1%
110	19,958,550	0	19,958,550	19,958,550	9.3%
FAIRFAX FINANCIAL HOLDINGS (SWITZERLAND) GMBH	19,958,550	0	19,958,550	19,958,550	9.3%
ALLIED WORLD ASSURANCE COMPANY HOLDINGS, GMBH	19,958,550	0	19,958,550	19,958,550	9.3%
ALLIED WORLD ASSURANCE COMPANY HOLDINGS, LTD	17,837,660	0	17,837,660	17,837,660	8.3%
ALLIED WORLD ASSURANCE COMPANY, LTD	17,837,660	0	17,837,660	17,837,660	8.3%
ALLIED WORLD ASSURANCE HOLDINGS (IRELAND) LTD	7,800,060	0	7,800,060	7,800,060	3.6%
ALLIED WORLD ASSURANCE HOLDINGS (U.S.) INC	7,269,838	0	7,269,838	7,269,838	3.4%
ALLIED WORLD INSURANCE COMPANY	7,269,838	0	7,269,838	7,269,838	3.4%
AW UNDERWRITERS INC	3,136,911	0	3,136,911	3,136,911	1.5%
ALLIED WORLD SPECIALTY INSURANCE COMPANY	3,136,911	0	3,136,911	3,136,911	1.5%
ALLIED WORLD SURPLUS LINES INSURANCE COMPANY	646,871	0	646,871	646,871	0.3%
ALLIED WORLD ASSURANCE COMPANY, AG	2,120,890	0	2,120,890	2,120,890	1.0%
ALLIED WORLD ASSURANCE COMPANY (EUROPE) DAC	530,222	0	530,222	530,222	0.2%
ALLIED WORLD ASSURANCE COMPANY (U.S.) INC	646,871	0	646,871	646,871	0.3%
CRUM FORSTER HOLDINGS CORP	8,386,919	0	8,386,919	8,386,919	3.9%
UNITED STATES FIRE INSURANCE COMPANY	8,386,919	0	8,386,919	8,386,919	3.9%
ZENITH NATIONAL INSURANCE CORP	796,813	0	796,813	796,813	0.4%
ZENITH INSURANCE COMPANY	796,813	0	796,813	796,813	0.4%
RIVERSTONE HOLDINGS LIMITED	4,476,157	0	4,476,157	4,476,157	2.1%
RIVERSTONE INSURANCE (UK) LIMITED	4,476,157	0	4,476,157	4,476,157	2.1%
BRIT LIMITED	6,076,432	0	6,076,432	6,076,432	2.8%
BRIT INSURANCE HOLDINGS LIMITED	6,076,432	0	6,076,432	6,076,432	2.8%
BRIT REINSURANCE (BERMUDA) LIMITED	3,493,900	0	3,493,900	3,493,900	1.6%
BRIT UW LIMITED	2,582,532	0	2,582,532	2,582,532	1.2%
TIG INSURANCE COMPANY	5,948,904	0	5,948,904	5,948,904	2.8%

Filing

	SECURITIES AND EXCHANGE COMMISSION
	Washington, D.C. 20549

	SCHEDULE 13D/A

(Amendment No. 6)

Under the Securities Exchange Act of 1934

Seaspan Corporation

(Name of Issuer)

Class A Common Shares

(Title of Class of Securities)

Y75638109

(CUSIP Number)

Paul Rivett

President

Fairfax Financial Holdings Limited

95 Wellington Street West, Suite 800

Toronto, Ontario, Canada, M5J 2N7

Telephone: (416) 367-4941

(Name, Address and Telephone Number of Person
Authorized to Receive Notices and Communications)

- With a copy to -

Jason R. Lehner

Shearman & Sterling LLP

Commerce Court West

199 Bay Street, Suite 4405

Toronto, Ontario M5L 1E8

Telephone (416) 360-8484

January 15, 2019

(Date of Event Which Requires Filing of this Statement)

If the filing person has previously filed a statement on Schedule 13G to report the acquisition that is the subject of this Schedule 13D, and is filing this schedule because of Rule 13d-1(e), 13d-1(f) or 13d-1(g), check the following box o.

The information required on the remainder of this cover page shall not be deemed to be "filed" for the purpose of Section 18 of the Securities Exchange Act of 1934 ("Act") or otherwise subject to the liabilities of that section of the Act but shall be subject to all other provisions of the Act (however, see the Notes).

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) V. PREM WATSA

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization CANADIAN

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 102,601,099

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 102,601,099

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 102,601,099

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 47.7%

	14	Type of Reporting Person IN

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) THE ONE ONE ZERO NINE HOLDCO LIMITED

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization ONTARIO

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 102,601,099

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 102,601,099

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 102,601,099

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 47.7%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) THE SIXTY TWO INVESTMENT COMPANY LIMITED

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization BRITISH COLUMBIA

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 101,923,078

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 101,923,078

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 101,923,078

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 47.4%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FAIRFAX FINANCIAL HOLDINGS LIMITED

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization CANADA

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 101,923,078

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 101,923,078

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 101,923,078

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 47.4%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FFHL GROUP LTD.

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization CANADA

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 57,514,118

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 57,514,118

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 57,514,118

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 26.7%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FAIRFAX (BARBADOS) INTERNATIONAL CORP.

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization BARBADOS

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 17,300,370

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 17,300,370

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 17,300,370

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 8.0%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) WENTWORTH INSURANCE COMPANY LTD.

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization BARBADOS

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 17,300,370

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 17,300,370

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 17,300,370

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 8.0%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) THE SIXTY THREE FOUNDATION

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization CANADA

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 0

			9	Sole Dispositive Power 231,922

			10	Shared Dispositive Power 0

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 231,922

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 0.1%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) HAMBLIN WATSA INVESTMENT COUNSEL LTD.

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization CANADA

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 12,500,000

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 12,500,000

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 12,500,000

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 5.8%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FAIRFAX (US) INC.

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 29,661,159

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 29,661,159

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 29,661,159

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 13.8%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ODYSSEY US HOLDINGS INC.

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 14,528,523

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 14,528,523

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 14,528,523

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 6.8%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ODYSSEY GROUP HOLDINGS, INC.

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 14,528,523

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 14,528,523

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 14,528,523

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 6.8%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ODYSSEY REINSURANCE COMPANY

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization CONNECTICUT

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 14,528,523

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 14,528,523

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 14,528,523

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 6.8%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) GREYSTONE INSURANCE COMPANY

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization CONNECTICUT

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 2,120,890

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 2,120,890

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,120,890

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 1.0%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) HUDSON INSURANCE COMPANY

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 1,855,779

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 1,855,779

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 1,855,779

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 0.9%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) HUDSON SPECIALTY INSURANCE COMPANY

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization NEW YORK

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 265,111

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 265,111

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 265,111

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 0.1%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) 1102952 B.C. UNLIMITED LIABILITY COMPANY

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization BRITISH COLUMBIA

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 19,958,550

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 19,958,550

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 19,958,550

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 9.3%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) FAIRFAX FINANCIAL HOLDINGS (SWITZERLAND) GMBH

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization SWITZERLAND

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 19,958,550

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 19,958,550

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 19,958,550

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 9.3%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY HOLDINGS, GMBH

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization SWITZERLAND

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 19,958,550

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 19,958,550

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 19,958,550

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 9.3%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY HOLDINGS, LTD

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization BERMUDA

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 17,837,660

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 17,837,660

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 17,837,660

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 8.3%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY, LTD

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization BERMUDA

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 17,837,660

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 17,837,660

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 17,837,660

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 8.3%

	14	Type of Reporting Person IC

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE HOLDINGS (IRELAND) LTD

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization BERMUDA

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 7,800,060

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 7,800,060

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 7,800,060

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 3.6%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE HOLDINGS (U.S.) INC.

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 7,269,838

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 7,269,838

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 7,269,838

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 3.4%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD INSURANCE COMPANY

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization NEW HAMPSHIRE

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 7,269,838

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 7,269,838

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 7,269,838

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 3.4%

	14	Type of Reporting Person IC

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) AW UNDERWRITERS INC.

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 3,136,911

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 3,136,911

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 3,136,911

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 1.5%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD SPECIALTY INSURANCE COMPANY

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 3,136,911

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 3,136,911

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 3,136,911

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 1.5%

	14	Type of Reporting Person IC

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD SURPLUS LINES INSURANCE COMPANY

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization ARKANSAS

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 646,871

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 646,871

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 646,871

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 0.3%

	14	Type of Reporting Person IC

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY, AG

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization SWITZERLAND

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 2,120,890

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 2,120,890

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,120,890

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 1.0%

	14	Type of Reporting Person IC

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY (EUROPE) DAC

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization IRELAND

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 530,222

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 530,222

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 530,222

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 0.2%

	14	Type of Reporting Person IC

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ALLIED WORLD ASSURANCE COMPANY (U.S.) INC.

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 646,871

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 646,871

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 646,871

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 0.3%

	14	Type of Reporting Person IC

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) CRUM & FORSTER HOLDINGS CORP.

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 8,386,919

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 8,386,919

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 8,386,919

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 3.9%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) UNITED STATES FIRE INSURANCE COMPANY

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 8,386,919

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 8,386,919

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 8,386,919

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 3.9%

	14	Type of Reporting Person IC

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ZENITH NATIONAL INSURANCE CORP.

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization DELAWARE

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 796,813

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 796,813

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 796,813

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 0.4%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) ZENITH INSURANCE COMPANY

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization CALIFORNIA

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 796,813

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 796,813

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 796,813

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 0.4%

	14	Type of Reporting Person IC

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) RIVERSTONE HOLDINGS LIMITED

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 4,476,157

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 4,476,157

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 4,476,157

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 2.1%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) RIVERSTONE INSURANCE (UK) LIMITED

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization UNITED KINGDOM

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 4,476,157

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 4,476,157

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 4,476,157

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 2.1%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) BRIT LIMITED

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization ENGLAND AND WALES

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 6,076,432

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 6,076,432

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 6,076,432

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 2.8%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) BRIT INSURANCE HOLDINGS LIMITED

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization ENGLAND AND WALES

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 6,076,432

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 6,076,432

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 6,076,432

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 2.8%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) BRIT REINSURANCE (BERMUDA) LIMITED

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization BERMUDA

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 3,493,900

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 3,493,900

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 3,493,900

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 1.6%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) BRIT UW LIMITED

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization ENGLAND AND WALES

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 2,582,532

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 2,582,532

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 2,582,532

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 1.2%

	14	Type of Reporting Person CO

CUSIP No. Y75638109						13D

	1	Names of Reporting Person/I.R.S. Identification Nos. of Above Persons (Entities Only) TIG INSURANCE COMPANY

	2	Check the Appropriate Box if a Member of a Group
		(a)			o
		(b)			x

	3	SEC Use Only

	4	Source of Funds OO

	5	Check Box if Disclosure of Legal Proceedings Is Required Pursuant to Item 2(d) or 2(e). o

	6	Citizenship or Place of Organization CALIFORNIA

Number of Shares Beneficially Owned by Each Reporting Person With			7	Sole Voting Power 0

			8	Shared Voting Power 5,948,904

			9	Sole Dispositive Power 0

			10	Shared Dispositive Power 5,948,904

	11	Aggregate Amount Beneficially Owned by Each Reporting Person 5,948,904

	12	Check Box if the Aggregate Amount in Row (11) Excludes Certain Shares o

	13	Percent of Class Represented by Amount in Row (11) 2.8%

	14	Type of Reporting Person CO

Explanatory note

Pursuant to Rule 13d-2 promulgated under the Securities Exchange Act of 1934, as amended (the Exchange Act), this Amendment No. 6 to Schedule 13D (this Amendment No. 6) amends the Schedule 13D originally filed with the United States Securities and Exchange Commission (the SEC) on February 26, 2018 by V. Prem Watsa, The One One Zero Nine Holdco Limited, The Sixty Two Investment Company Limited, Fairfax Financial Holdings Limited, FFHL Group Ltd., Fairfax (US) Inc., Zenith National Insurance Corp., Zenith Insurance Company, Odyssey US Holdings Inc., Odyssey Re Holdings Corp., Odyssey Reinsurance Company, Crum & Forster Holdings Corp., United States Fire Insurance Company, RiverStone Holdings Limited, RiverStone Insurance (UK) Limited, Northbridge Financial Corporation, Northbridge General Insurance Corporation, 1102952 B.C. Unlimited Liability Company, Fairfax Financial Holdings (Switzerland) GmbH, Allied World Assurance Company Holdings, GmbH, Allied World Assurance Company Holdings, Ltd and Allied World Assurance Company, Ltd, as amended by Amendment No. 1 to Schedule 13D filed with the SEC on April 12, 2018, Amendment No. 2 to Schedule 13D filed with the SEC on June 1, 2018, Amendment No. 3 to Schedule 13D filed with the SEC on July 17, 2018, Amendment No. 4 to the Schedule 13D filed with the SEC on July 27, 2018 and Amendment No. 5 to the Schedule 13D filed with the SEC on December 21, 2018 (the Original Schedule 13D, and, together with this Amendment No. 6, the Schedule 13D).

This Amendment No. 6 is filed in connection with (1) Seaspan Corporation (Seaspan) issuing warrants (the Warrants) to purchase 38,461,539 Class A Common Shares of Seaspan (Common Shares) to Fairfax Financial Holdings Limited, through certain affiliates (collectively, Fairfax) on January 15, 2019 and (2) Fairfax exercising the Warrants on January 15, 2019 to receive 38,461,539 Common Shares.

The following amendments to Items 2, 5 and 7 of the Original Schedule 13D are hereby made:

Item 2. Identity and Background.

Item 2 of the Original Schedule 13D is hereby amended and restated in its entirety to read as follows:

This statement is being jointly filed by the following persons (collectively, the Reporting Persons):

1. V. Prem Watsa, an individual, is a citizen of Canada and is the Chairman and Chief Executive Officer of Fairfax Financial Holdings Limited. Mr. Watsas business address is 95 Wellington Street West, Suite 800, Toronto, Ontario M5J 2N7;

2. The One One Zero Nine Holdco Limited (Holdco), a corporation incorporated under the laws of Ontario, is controlled by V. Prem Watsa. The principal business of Holdco is

as an investment holding company. The principal business address and principal office address of Holdco is 95 Wellington Street West, Suite 800, Toronto, Ontario M5J 2N7;

3. The Sixty Two Investment Company Limited (Sixty Two), a corporation incorporated under the laws of British Columbia, is controlled by V. Prem Watsa. The principal business of Sixty Two is as an investment holding company. The principal business address and principal office address of Sixty Two is 1600 Cathedral Place, 925 West Georgia St., Vancouver, British Columbia V6C 3L2;

4. Fairfax Financial Holdings Limited (Fairfax Holdings), a corporation incorporated under the laws of Canada, is controlled by V. Prem Watsa. Fairfax is a holding company. The principal business address and principal office address of Fairfax is 95 Wellington Street West, Suite 800, Toronto, Ontario M5J 2N7;

5. FFHL Group Ltd. (FFHL), a corporation incorporated under the laws of Canada, is a holding company. The principal business address and principal office address of FFHL is 95 Wellington Street West, Suite 800, Toronto, Ontario, Canada, M5J 2N7;

6. Fairfax (Barbados) International Corp. (Fairfax Barbados), a corporation incorporated under the laws of Barbados, is an investment holding company. The principal business address and principal office of Fairfax Barbados is #12 Pine Commercial, The Pine, St. Michael, BB11103, Barbados;

7. Wentworth Insurance Company Ltd. (Wentworth), a corporation incorporated under the laws of Barbados, is a reinsurance company. The principal business address and principal office of Wentworth is #12 Pine Commercial, The Pine, St. Michael, BB11103, Barbados;

8. The Sixty Three Foundation (Sixty Three), a non-profit corporation incorporated under the laws of Canada, is a registered charity. The principal business address and principal office of Sixty Three is 95 Wellington Street West, Suite 800, Toronto, ON M5J 2N7;

9. Hamblin Watsa Investment Counsel Ltd. (HWIC), a corporation incorporated under the laws of Canada, is an investment counsel. The principal business address and principal office of HWIC is 95 Wellington Street West, Suite 802, Toronto, ON M5J 2N7;

10. Fairfax (US) Inc. (Fairfax US), a corporation incorporated under the laws of Delaware, is a holding company. The principal business address and principal office address of Fairfax US is 2850 Lake Vista Drive, Suite 150, Lewisville, Texas 75067;

11. Odyssey US Holdings Inc. (Odyssey), a corporation incorporated under the laws of Delaware, is a holding company. The principal business address and principal office address of Odyssey is 1209 Orange Street, Wilmington, Delaware, 19801;

12. Odyssey Group Holdings, Inc. (formerly known as Odyssey Re Holdings Corp.) (Odyssey Group), a corporation incorporated under the laws of Delaware, is a holding company. The principal business address and principal office address of Odyssey Group is 300 First Stamford Place, Stamford, Connecticut 06902;

13. Odyssey Reinsurance Company (Odyssey Reinsurance), a corporation incorporated under the laws of Connecticut, is a reinsurance company. The principal business address and principal office address of Odyssey Reinsurance is 300 First Stamford Place, Stamford, Connecticut 06902;

14. Greystone Insurance Company (formerly known as Clearwater Select Insurance Company) (Greystone Insurance), a corporation incorporated under the laws of Connecticut, is a reinsurance company. The principal business address and principal office address of Greystone Insurance is 300 First Stamford Place, Stamford, Connecticut 06902;

15. Hudson Insurance Company (Hudson Insurance), a corporation incorporated under the laws of Delaware, is an insurance company. The principal business address and principal office address of Hudson Insurance is 1209 Orange Street, Wilmington, Delaware, 19801, USA;

16. Hudson Specialty Insurance Company (Hudson Specialty), a corporation incorporated under the laws of New York, is an insurance company. The principal business address and principal office address of Hudson Specialty is 100 William Street, 5th Floor, New York, New York, 10038, USA;

17. 1102952 B.C. Unlimited Liability Company (1102952), a corporation incorporated under the laws of British Columbia, is a holding company. The principal business address and principal office address of 1102952 is 1600-925 West Georgia Street, Vancouver, British Columbia, V6C 3L2;

18. Fairfax Financial Holdings (Switzerland) GmbH (FFHS), a corporation incorporated under the laws of Switzerland, is a holding company. The principal business address and principal office address of FFHS is Gubelstrasse 24, 6300, Zug, Switzerland;

19. Allied World Assurance Company Holdings, GmbH (Allied Holdings GmbH), a limited liability company incorporated under the laws of Switzerland, is a holding company. The principal business address and principal office address of Allied Holdings GmbH is Park Tower, 15th Floor, Gubelstrasse 24, 6300, Zug, Switzerland;

20. Allied World Assurance Company Holdings, Ltd (Allied Holdings Ltd), a corporation incorporated under the laws of Bermuda, is a holding company. The principal business address and principal office address of Allied Holdings Ltd is 27 Richmond Road, Pembroke HM 08, Bermuda;

21. Allied World Assurance Company, Ltd (Allied Assurance), a corporation incorporated under the laws of Bermuda, is an insurance company. The principal business address and principal office address of Allied Assurance is 27 Richmond Road, Pembroke HM 08, Bermuda;

22. Allied World Assurance Holdings (Ireland) Ltd (Allied Ireland), a corporation incorporated under the laws of Bermuda, is a holding company. The principal business address and principal office address of Allied Ireland is 27 Richmond Road, Pembroke HM 08, Bermuda;

23. Allied World Assurance Holdings (U.S.) Inc. (Allied U.S.), a corporation incorporated under the laws of Delaware, is a holding company. The principal business address and principal office address of Allied U.S. is 1209 Orange Street, Wilmington, Delaware, 19801;

24. Allied World Insurance Company (Allied Insurance), a corporation incorporated under the laws of New Hampshire, is an insurance company. The principal business address and principal office address of Allied Insurance is 10 Ferry Street, Suite 313, Concord, New Hampshire, 03301;

25. AW Underwriters Inc. (AW), a corporation incorporated under the laws of Delaware, is an insurance agency. The principal business address and principal office address of AW is 251 Little Falls Drive, Wilmington, Delaware, 19808;

26. Allied World Specialty Insurance Company (Allied Specialty), a corporation incorporated under the laws of Delaware, is an insurance company. The principal business address and principal office address of Allied Specialty is 251 Little Falls Drive, Wilmington, Delaware, 19808;

27. Allied World Surplus Lines Insurance Company (Allied Lines), a corporation incorporated under the laws of Arkansas, is an insurance company. The principal business address and principal office address of Allied Lines is 425 West Capitol Ave., Suite 1800, Little Rock, Arkansas, 72201-3525, USA;

28. Allied World Assurance Company, AG (Allied World AG), a corporation incorporated under the laws of Switzerland, is an insurance company. The principal business address and principal office address of Allied World AG is Park Tower, 15th Floor, Gubelstrasse 24, 6300, Zug, Switzerland;

29. Allied World Assurance Company (Europe) dac (Allied Europe), a corporation incorporated under the laws of Ireland, is an insurance company. The principal business address and principal office address of Allied Europe is 3rd Floor, Georges Quay Plaza, Georges Quay, Dublin 2, Ireland;

30. Allied World Assurance Company (U.S.) Inc. (Allied Assurance U.S.), a corporation incorporated under the laws of Delaware, is an insurance company. The principal

business address and principal office address of Allied Assurance U.S. is 251 Little Falls Drive, Wilmington, Delaware, 19808, USA;

31. Crum & Forster Holdings Corp. (Crum & Forster), a corporation incorporated under the laws of Delaware, is a holding company. The principal business address and principal office address of Crum & Forster is 305 Madison Avenue, Morristown, New Jersey 07962;

32. United States Fire Insurance Company (US Fire), a corporation incorporated under the laws of Delaware, is an insurance company. The principal business address and principal office address of US Fire is 1209 Orange Street, Wilmington, Delaware, 19801;

33. Zenith National Insurance Corp. (ZNIC), a corporation incorporated under the laws of Delaware, is a holding company. The principal business address and principal office address of ZNIC is 21255 Califa Street, Woodland Hills, California 91367-5021;

34. Zenith Insurance Company (Zenith), a corporation incorporated under the laws of California, is a workers compensation insurance company. The principal business address and principal office address of Zenith is 21255 Califa Street, Woodland Hills, California 91367-5021;

35. RiverStone Holdings Limited (RiverStone Holdings), a company incorporated under the laws of the United Kingdom, is a holding company. The principal business address and principal office address of RiverStone Holdings is 161-163 Preston Road, Brighton, East Sussex, BN1 6AU, England;

36. RiverStone Insurance (UK) Limited (RiverStone), a company incorporated under the laws of the United Kingdom, is an insurance and reinsurance company. The principal business address and principal office address of RiverStone is 161-163 Preston Road, Brighton, East Sussex, BN1 6AU, England;

37. Brit Limited (Brit), a company incorporated under the laws of England and Wales, is a holding company. The principal business address and principal office address of Brit is The Leadenhall Building, 122 Leadenhall Street, London EC3V 4AB, United Kingdom;

38. Brit Insurance Holdings Limited (Brit Insurance) a company incorporated under the laws of England and Wales, is a holding company. The principal business address and principal office address of Brit Insurance is The Leadenhall Building, 122 Leadenhall Street, London EC3V 4AB, United Kingdom;

39. Brit Reinsurance (Bermuda) Limited (Brit Reinsurance), a corporation incorporated under the laws of Bermuda, is a reinsurance company. The principal business address and principal office address of Brit Reinsurance is Clarendon House, 2 Church Street, Hamilton HM 11, Bermuda;

40. Brit UW Limited (Brit UW), a corporation incorporated under the laws of England and Wales, is a Lloyds Corporate Member. The principal business address and principal office address of Brit UW is The Leadenhall Building, 122 Leadenhall Street, London, EC3V 4AB, United Kingdom; and

41. TIG Insurance Company (TIG), a corporation incorporated under the laws of California, is a property/casualty insurance company. The principal business and principal office address of TIG is 250 Commercial Street, Suite 5000, Manchester, New Hampshire 03101.

Neither the filing of this Schedule 13D nor the information contained herein shall be deemed to constitute an affirmation by V. Prem Watsa, Holdco, Sixty Two, Fairfax Holdings, FFHL, Fairfax Barbados, Wentworth, Sixty Three, HWIC, Fairfax US, Odyssey, Odyssey Group, Odyssey Reinsurance, Greystone Insurance, Hudson Insurance, Hudson Specialty, 1102952, FFHS, Allied Holdings GmbH, Allied Holdings Ltd, Allied Assurance, Allied Ireland, Allied U.S., Allied Insurance, AW, Allied Specialty, Allied Lines, Allied World AG, Allied Europe, Allied Assurance U.S., Crum & Forster, US Fire, ZNIC, Zenith, RiverStone Holdings, RiverStone, Brit, Brit Insurance, Brit Reinsurance, Brit UW or TIG that it is the beneficial owner of the Common Shares referred to herein for purposes of Section 13(d) of the Securities Exchange Act of 1934, as amended (the Exchange Act), or for any other purpose, and such beneficial ownership is expressly disclaimed.

The name, present principal occupation or employment and name, principal business and address of any corporation or other organization in which such employment is conducted and the citizenship of each director and executive officer of each of the Reporting Persons is set forth in Annex A, B, C, D, E, F, G, H, I, J, K, L, M, N, O, P, Q, R, S, T, U, V, W, X, Y, Z, AA, BB, CC, DD, EE, FF, GG, HH, II, JJ, KK, LL, MM and NN as the case may be, and such Annexes are incorporated herein by reference.

Pursuant to Rule 13d-1(k) under the Exchange Act, the Reporting Persons have agreed to file jointly one statement with respect to their ownership of the Common Shares.

During the last five years, none of the Reporting Persons, and to the best of each such Reporting Persons knowledge, none of the executive officers or directors of such Reporting Person have been (a) convicted in a criminal proceeding (excluding traffic violations or similar misdemeanors) or (b) a party to a civil proceeding of a judicial or administrative body of competent jurisdiction and as a result of such proceeding was or is subject to a judgment, decree or final order enjoining future violations of, or prohibiting or mandating activities subject to, federal or state securities laws or finding any violation with respect to such laws.

Item 5. Interest in Securities of the Issuer.

Item 5 of the Original Schedule 13D is hereby amended and restated in its entirety to read as follows:

(a) Based on the most recent information available, the aggregate number and percentage of Common Shares (the securities identified pursuant to Item 1 of this Schedule 13D) that are beneficially owned by each of the Reporting Persons is set forth in boxes 11 and 13 of the second part of the cover page to this Schedule 13D for each of the Reporting Persons, and such information is incorporated herein by reference.

(b) Except as described below, the numbers of Common Shares as to which each of the Reporting Persons has sole voting power, shared voting power, sole dispositive power and shared dispositive power is set forth in boxes 7, 8, 9 and 10, respectively, on the second part of the cover page to this Schedule 13D for each of the Reporting Persons, and such information is incorporated herein by reference.

To the best knowledge of the Reporting Persons, the following persons beneficially own the following amounts of Common Shares and have sole voting power and sole dispositive power with respect to such Common Shares:

Mark Bannister		783

Lawrence Chin		14,667

Michael G. Wacek		800

(c) Except as described herein, none of the Reporting Persons, nor, to the best knowledge of the Reporting Persons, any person listed in Annex A, B, C, D, E, F, G, H, I, J, K, L, M, N, O, P, Q, R, S, T, U, V, W, X, Y, Z, AA, BB, CC, DD, EE, FF, GG, HH, II, JJ, KK, LL, MM and NN beneficially owns, or has acquired or disposed of, any Common Shares during the last 60 days.

Michael G. Wacek is the trustee of a retained annuity trust (the Trust) of which his spouse is the grantor and their children are the beneficiaries, which has acquired 800 Common Shares on December 21, 2018, at a purchase price of $7.50 per Common Share, for a total of $6,000.00, pursuant to the exercise of eight put option contracts originally sold by the Trust on October 29, 2018.

(d) No person is known to have the right to receive or the power to direct the receipt of dividends from, or the proceeds from the sale of Common Shares held by the Reporting Persons other than each of the Reporting Persons.

(e) Not applicable.

Item 6. Contracts, Arrangements, Understandings or Relationships With Respect to Securities of the Issuer.

Item 6 of the Original Schedule 13D is hereby amended and supplemented by the addition of the following:

On March 14, 2018, Seaspan and Fairfax, entered into a subscription agreement (the Subscription Agreement) pursuant to which Seaspan agreed to sell, and Fairfax agreed to purchase, $250 million aggregate principal amount of 5.50% Senior Notes due 2026 (the 2026 Notes) and warrants (the Warrants) to purchase 38,461,539 Common Shares of Seaspan. On May 31, 2018, Seaspan and Fairfax entered into a definitive agreement pursuant to which, among other things, Fairfax agreed to immediately exercise the Warrants upon issuance. The aggregate purchase price of the 2026 Notes and Warrants was $250 million and the aggregate exercise price of the Warrants was an additional $250 million (collectively, the Fairfax Investment).

On January 15, 2019, the Fairfax Investment was consummated. Seaspan also entered into a warrant agreement (the Warrant Agreement) with Fairfax to, among other things, establish the terms of the Warrants.

Subscription Agreement

The Subscription Agreement contains customary representations, warranties and agreements by Seaspan and the guarantors (the Guarantors) added as parties thereto pursuant to a joinder agreement, dated January 15, 2019 among the Guarantors and Fairfax, as well as customary obligations of the parties and termination provisions. In addition, Seaspan and the Guarantors have agreed to indemnify Fairfax against certain liabilities, including liabilities with respect to any misrepresentation or any breach of any representation, warranty, covenant agreement or obligation of Seaspan or any Guarantor.

Warrant Agreement

The Warrant Agreement establishes the terms of the Warrants to purchase 38,461,539 Common Shares issued by Seaspan to Fairfax. The Warrant Agreement provides that each Warrant entitles the holder thereof to purchase one Common Share at an exercise price of $6.50 (subject to adjustments provided in the Warrant Agreement), which Warrant is exercisable at any time prior to January 15, 2026.

On January 15, 2019, concurrently with the execution of the Warrant Agreement and pursuant to the terms of the Warrant Agreement and the May 31, 2018 definitive agreement described above, Fairfax immediately exercised the Warrants and purchased 38,461,539 of the Common Shares.

2019 Registration Rights Agreement

In connection with the Fairfax Investment, on January 15, 2019, Seaspan, the Guarantors and Fairfax entered into a registration rights agreement (the 2019 Registration Rights Agreement). Under the 2019 Registration Rights Agreement, Seaspan and the Guarantors have agreed to complete an offer (the Exchange Offer) to the holders of the 2026 Notes to exchange any and all of the 2026 Notes and the 2026 Guarantees for a like aggregate principal amount of debt securities issued by Seaspan and guaranteed by the Guarantors, which debt securities (the Exchange Notes) and guarantees (the Exchange Guarantees and, together with the Exchange Notes, the Exchange Securities) are to be substantially identical to the 2026 Notes and the 2026 Guarantees, except that they will be registered pursuant to an effective registration statement under the Securities Act of 1933, as amended (the Securities Act). Seaspan and the Guarantors have agreed to file with the SEC a registration statement on Form F-4 with respect to the Exchange Offer, Exchange Notes and Exchange Guarantees and to use their respective reasonable best efforts to cause such registration statement to become effective as promptly as practicable after filing, but in no event later than 180 days after January 15, 2019 (the Issue Date).

The 2019 Registration Rights Agreement also requires Seaspan and the Guarantors to file certain additional registration statements on Form F-3 with the SEC under the Securities Act to register the resale of the Exchange Securities.

Under the 2019 Registration Rights Agreement, Seaspan has also agreed, on or prior to 60 days after the Issue Date, to file a registration statement covering the resale of the 38,461,539 Common Shares issued upon the exercise of the Warrants (the Registrable Shares and, together with the 2026 Notes and the 2026 Guarantees, the Registrable Securities). Seaspan has agreed to use its reasonable best efforts to cause such registration statement to become effective as promptly as practicable after filing, but in no event later than 120 days after the Issue Date.

The 2019 Registration Rights Agreement further provides Fairfax the right to demand that Seaspan register the Registrable Securities in an underwritten offering, as well as the right to include the Registrable Shares in any underwritten offering of the Common Shares initiated by Seaspan or any other shareholder, subject to customary exceptions and limitations.

Seaspan and the Guarantors will be obligated to pay additional interest on the 2026 Notes or the Exchange Notes, and/or cash payments to the holders of the Common Shares issued upon the exercise of the Warrants, as applicable, if, among other things, (a) they fail to comply with their obligations to register the Exchange Securities, consummate the Exchange Offer or register the Registrable Shares, in each case within the time periods specified in the 2019 Registration Rights Agreement, or (b) the applicable registration statements cease to be effective or Seaspan suspends use of such registration statements by the holders of the Exchange Securities or the Common Shares under certain circumstances and beyond permitted time periods. The 2019 Registration Rights Agreement provides that all registration expenses, including the reasonable fees and expenses of any counsel on behalf of the holders of the Registrable Securities, will be borne by Seaspan.

The foregoing descriptions of the Fairfax Investment, the Subscription Agreement, the Warrants, the Warrant Agreement and the 2019 Registration Rights Agreement do not purport to be complete and are qualified in their entirety by reference to the Subscription Agreement, the Warrant Agreement, the 2019 Registration Rights Agreement and the Form 6-K which Seaspan intends to file with the SEC in connection with the above-mentioned agreements and transactions contemplated thereby.

Item 7. Material to Be Filed as Exhibits.

The following is filed herewith as an exhibit:

Ex. 1.2: Members of filing group

Ex. 2.2: Joint filing agreement dated as of January 16, 2019 among V. Prem Watsa, The One One Zero Nine Holdco Limited, The Sixty Two Investment Company Limited, Fairfax Financial Holdings Limited, FFHL Group Ltd., Fairfax (Barbados) International Corp., Wentworth Insurance Company Ltd., The Sixty Three Foundation, Hamblin Watsa Investment Counsel Ltd., Fairfax (US) Inc., Odyssey US Holdings Inc, Odyssey Group Holdings, Inc., Odyssey Reinsurance Company, Greystone Insurance Company, Hudson Insurance Company, Hudson Specialty Insurance Company, 1102952 B.C. Unlimited Liability Company, Fairfax Financial Holdings (Switzerland) GmbH, Allied World Assurance Company Holdings, GmbH, Allied World Assurance Company Holdings, Ltd, Allied World Assurance Company, Ltd, Allied World Assurance Holdings (Ireland) Ltd, Allied World Assurance Holdings (U.S.) Inc., Allied World Insurance Company, AW Underwriters Inc., Allied World Specialty Insurance Company, Allied World Surplus Lines Insurance Company, Allied World Assurance Company, AG, Allied World Assurance Company (Europe) dac, Allied World Assurance Company (U.S.) Inc., Crum & Forster Holdings Corp., United States Fire Insurance Company, Zenith National Insurance Corp., Zenith Insurance Company, RiverStone Holdings Limited, RiverStone Insurance (UK) Limited, Brit Limited, Brit Insurance Holdings Limited, Brit Reinsurance (Bermuda) Limited, Brit UW Limited and TIG Insurance Company

SIGNATURE