Capital Returns’ Claims Do Not Reflect the Reality of Argo’s Actions

Urges Shareholders to Continue to Support Argo’s Positive Momentum by Voting “FOR” All Argo’s Highly Qualified Director Nominees on the BLUE Proxy Card Today

Argo Group International Holdings, Ltd. (NYSE: ARGO) (“Argo” or “the Company”) today announced that it is mailing a letter to shareholders in connection with its 2022 Annual Meeting of Shareholders urging all Argo shareholders to vote the BLUE proxy card “FOR” ALL seven of Argo’s highly qualified director nominees. The Annual Meeting will be held on December 15, 2022, and shareholders of record as of October 26, 2022 are entitled to vote at the meeting.

The full text of the letter follows and can be found at the investor relations section of the Company’s website.

November 29, 2022

Dear Fellow Shareholders,

As we approach our 2022 Annual Meeting of Shareholders on December 15, 2022, you face an important and time sensitive decision regarding your investment in Argo.

Your Board of Directors has undertaken actions to successfully transform Argo into a leading U.S. specialty insurer, and as a result of these actions:

• Our stock has outperformed our insurance peers since we announced the sale of our Lloyd’s Syndicate 1200 in September 2022, which we believe indicates the stability of our reshaped business and confidence in our improved operating model.
• We have progressed into the later stages of our ongoing strategic review process to evaluate a range of alternatives, including a potential sale of the whole Company.
• The Board remains open to considering any and all credible proposals to maximize shareholder value, and Argo’s financial advisor has conducted exhaustive outreach to more than 80 parties.
• The Board has ensured shareholder alignment in the boardroom with our appointment of J. Daniel Plants, Chief Investment Officer of Voce Capital Management LLC, Argo’s largest shareholder with approximately 9.5% of the Company’s shares, to the Board and as Chair of the Strategic Review Committee.

Despite these actions, one of our shareholders, Capital Returns Master, Ltd., has initiated a proxy contest to replace two of Argo’s directors – Bernard Bailey and Al-Noor Ramji – with its own candidates, Ronald Bobman and David Michelson. Over the past year of interactions between Argo and Capital Returns, Capital Returns has only proposed that Argo commence a strategic review process and appoint its nominees to the Board. As Argo shareholders are well aware, the Board is already undertaking a strategic review, and we are continuing to explore other value maximizing alternatives, including a sale of the whole Company.

Your Board and management team have engaged with Capital Returns multiple times, including in meetings with the Board Chairman. In addition, the Board’s Nominating and Corporate Governance Committee has formally interviewed both of Capital Returns’ candidates and unanimously determined that neither Bobman nor Michelson would be additive to your Board’s collective skillset, and worse, if either one of them were to be exchanged for an existing director, that outcome would diminish the level of expertise and diversity on your Board and could delay or hinder the strategic review just as it enters its most critical phase.

• Mr. Bobman has no public company board experience, and any insurance background he may possess is already well represented on the Board. In stark contrast to Argo’s current directors, it is evident from Mr. Bobman’s claims that he lacks a fundamental understanding of the fiduciary duties that a board has to all its shareholders. In addition, Argo’s recent appointment of Mr. Plants, Chief Investment Officer of Voce Capital, Argo’s largest active shareholder, ensures shareholder views are well represented in the boardroom.
• Mr. Michelson serves as an advisor or director of at least six other companies. One of these companies, FedNat Insurance, has suffered a ~98% stock price decline, been delisted from Nasdaq and defaulted on senior notes during Mr. Michelson’s tenure as a director. Given Mr. Michelson’s demanding ongoing commitments and his dismal track record at FedNat, the Board is rightfully skeptical of Mr. Michelson’s ability to dedicate the necessary time to the Argo Board.

Our Board is highly engaged, having met more than 60 times in 2022 and more than 30 times since publicly announcing our strategic review process, and is laser-focused on ensuring the Company is on the right path to maximizing value for shareholders. We believe this is contrary to Mr. Bobman’s actions. It is our strong view that the ongoing strategic review process is best overseen by the current Argo Board of Directors and its Strategic Review Committee, not Capital Returns’ nominees.

We encourage you to protect the value of your investment by voting “FOR” Argo’s nominees on the BLUE proxy card prior to the deadline of 9:00 a.m. local Bermuda time (8:00 a.m. Eastern Time) on December 13, 2022.

SETTING THE RECORD STRAIGHT

The Board and management team have met with Mr. Bobman several times to discuss his views. Despite repeated invitations, Mr. Bobman has failed to offer any tangible recommendation or suggestion for creating shareholder value beyond launching a strategic alternatives process – which the Board already publicly announced and is now in the latter stages of conducting.

We want to ensure you have the correct facts before you make important decisions about the future of your investment in Argo. Below are just a few examples of Mr. Bobman’s naïve, and in many cases factually false, claims that do not reflect the reality of Argo’s actions.

ACT TODAY—VOTE THE BLUE PROXY CARD TODAY TO ENSURE SHAREHOLDERS RECEIVE MAXIMUM VALUE FOR THEIR INVESTMENT

We urge you not to be distracted by Capital Returns’ self-serving agenda and steady drumbeat of naïve or false claims made in an attempt to disrupt the positive momentum your Board and management team have developed, particularly with respect to our strategic review process.

This is a critical moment in Argo’s history. It is imperative that we continue the process we have underway to maximize value for shareholders.

We encourage you to vote the BLUE proxy card “FOR” ALL of Argo’s seven highly qualified director nominees at the upcoming 2022 Annual Meeting. Your Board does NOT endorse either of Capital Returns’ nominees and strongly urges you to disregard any white proxy card you receive from Capital Returns.

Thank you for your continued support.

Sincerely,

The Board of Directors of Argo Group

ABOUT ARGO GROUP INTERNATIONAL HOLDINGS, LTD.

Argo Group International Holdings, Ltd. (NYSE: ARGO) is an underwriter of specialty insurance products in the property and casualty market. Argo offers a full line of products and services designed to meet the unique coverage and claims-handling needs of businesses in two primary segments: U.S. Operations and International Operations. Argo Group and its insurance subsidiaries are rated ‛A-’ by Standard & Poor’s. Argo’s insurance subsidiaries are rated ‛A-’ by A.M. Best. More information on Argo and its subsidiaries is available at argogroup.com.

FORWARD-LOOKING STATEMENTS

This press release and any related oral statements may include forward-looking statements that reflect our current views with respect to future events and financial and operational performance. Forward-looking statements include all statements that do not relate solely to historical or current facts, and can be identified by the use of words such as “positioning,” “expect,” “intend,” “plan,” “believe,” “do not believe,” “aim,” “project,” “anticipate,” “confident,” “seek,” “will,” “likely,” “assume,” “estimate,” “may,” “continue,” “create,” “maximize,” “guidance,” “objective,” “outcome,” remain optimistic,” “outlook,” “trends,” “future,” “could,” “would,” “should,” “target,” “on track,” “simplifies” and similar expressions of a future or forward-looking nature. Such statements are subject to certain risks and uncertainties that could cause actual events or results to differ materially. For a more detailed discussion of such risks and uncertainties, see Item 1A, “Risk Factors” in Argo’s Annual Report on Form 10-K and Form 10-K/A for the fiscal year ended December 31, 2021, as supplemented in Argo’s subsequent Quarterly Reports on Form 10-Q, and in other filings with the U.S. Securities and Exchange Commission. The inclusion of a forward-looking statement herein should not be regarded as a representation by Argo that Argo’s objectives will be achieved. Argo undertakes no obligation to publicly update forward-looking statements, whether as a result of new information, future events or otherwise. You should not place undue reliance on any such statements. Each of the transactions referenced in this press release is subject to risks and uncertainties, including, but not limited to, that the transactions may be unable to be completed because of the failure to obtain required regulatory approvals or satisfy (or obtain waivers of) the closing conditions and uncertainty as to the timing of completion of the transactions.

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¹ Per Capital Returns’ letter to Argo’s Board of Directors on September 13, 2021.

² Point Blank Solutions Form 8-K/A filing on June 15, 2009.

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