Slide 1: EXOR's $137.50 Per Share Superior All-Cash Offer to Acquire PartnerRe
1 APRIL 2015 PARTNER RE 1 EXOR’S $ 137.50 PER SHARE SUPERIOR ALL - CASH OFFER TO ACQUIRE P ARTNER R E PRESENTATION TO INVESTORS JUNE 22, 2015
Slide 2: Forward-looking statements
2 Certain statements and information contained in this communication that are not statements of information or historical fact constitute forward - looking statements, notwithstanding that such statements are not specifically identified as such . These forward - looking statements include, but are n
Slide 3: Important information about the proxy statement
3 This presentation does not constitute an offer to buy or sell or the solicitation of an offer to buy or sell any securities . EXOR has filed a proxy statement (the “Proxy Statement”) with the SEC in connection with the upcoming special meeting of the shareholders of PartnerRe at which the PartnerR
Slide 4: Agenda
4 E XECUTIVE SUMMARY V ALUATION M ARKET R EACTION S TRATEGIC R ATIONALE N EGOTIATION & P ROCESS , C ONFLICTS OF I NTEREST AND G OVERNANCE EXOR T RANSACTION S UPERIOR A LSO F OR P REFERRED S HAREHOLDERS AGENDA 1 2 3 4 5 6 7
Slide 5: EXOR at a glance
5 ▪ One of Europe’s leading listed investment companies, controlled by the Agnelli family ▪ An entrepreneurial owner with over a century of successful investments ▪ Focused on global businesses primarily based in Europe and the U.S . ▪ Actively participates in building its companies ▪ Committed to a
Slide 6: EXOR historical NAV performance
6 0 5 10 15 20 25 30 35 40 45 50 2009 93.3 37.8 55.5 2010 45.8 17.2 28.6 2011 (24.4) (4.5) (19.9) 2012 20.6 11.4 9.2 2013 16.2 18.7 (2.5) 2014 14.8 17.2 (2.4) 2015 YTD 32.5 15.7 16.8 C OMPOUNDED ANNUAL RATE 27.4 17.7 9.7 A NNUAL PERCENTAGE CHANGE YEAR 1 - EXOR NAV 2 - MSCI D ELTA (1 - 2) EXOR HISTOR
Slide 7: Actionable alternative and shareholder sovereignty
7 1. EXOR’s unwavering commitment to PartnerRe is demonstrated by its $600+mn investment in the company EXOR is the largest shareholder with a 9.9% stake 2. EXOR’s Binding Offer provides PartnerRe shareholders with certainty of execution ‒ Binding Offer contains EXOR signature pages to the Merger
Slide 8: Summary of important voting criteria
8 PartnerRe’s proposed transaction with AXIS fails against all of the important voting criteria Assessment of AXIS / PRE Amalgamation V ALUATION 1 ▪ Is the value to be received by shareholders reasonable? M ARKET R EACTION 2 ▪ How has the market responded to the proposed deal? S TRATEGIC R ATIONAL
Slide 9: Research analyst commentary
9 R ESEARCH A NALYST C OMMENTARY ANALYSTS AND SHAREHOLDERS RECOGNIZES SUPERIORITY OF EXOR OFFER BMO Capital Markets - April 14, 2015 “ A Superior Offer – At $130, or a 13% premium to PRE 2014 year - end tangible book, it is hard not to see this offer as economically superior to the one agreed to wit
Slide 10: Summary assessment (1/6): Valuation
10 SUMMARY ASSESSMENT (1/6) 1 - Based on AXIS’ unaffected closing share price of $52.14 on 5/5/2015 (last closing price prior to takeover speculation for AXI S, if the AXIS Agreement is terminated) 2 - Based on pro forma tangible book value per share of $51 for the combined company as of 12/31/15 pe
Slide 11: Summary assessment (2/6): Valuation and market reaction
11 SUMMARY ASSESSMENT (2/6) 1 - Based on a PartnerRe valuation including the impact of $315mn termination fee and expense reimbursements 2 – See slide 23 for list of precedent transactions 3 - Based on $121.54 Average of Credit Suisse Fairness Opinion Values, as detailed in Appendix. Source: AXIS/Pa
Slide 12: Summary assessment (3/6): Strategic rationale
12 SUMMARY ASSESSMENT (3/6) S TRATEGIC R ATIONALE 3 ▪ Poor strategic rationale for AXIS/PartnerRe transaction » Suboptimal way for PartnerRe shareholders to enter primary insurance business » Larger balance sheet does not translate into leading insurance or reinsurance platform or into successful th
Slide 13: Summary assessment (4/6): Negotiation and process
13 SUMMARY ASSESSMENT (4/6) N EGOTIATION & P ROCESS 4 ▪ Process initiated and led by 3 non - executive directors 1 of PartnerRe (“Transaction Committee”) » Approached only AXIS and did not conduct pre - signing market check » No PartnerRe management or financial advisors involved until key economics
Slide 14: Summary assessment (5/6): Conflicts of interest
14 SUMMARY ASSESSMENT (5/6) 1 – Includes: ACGL , AGII , AHL , AWH , ENH , MRH , RE, RNR , VR 2 - Source: Wall Street Journal (May 4, 2015 ) 3 – Includes $1mn annual base salary, $1.5mn RSUs, $3.5mn cash bonus payable on the closing date of the AXIS transaction, plus a dditional discretionary cash bo
Slide 15: Summary assessment (6/6): Governance
15 SUMMARY ASSESSMENT ( 6 /6) G OVERNANCE 6 ▪ A combined AXIS/PartnerRe would be subject to the same poor governance exhibited by PartnerRe » Attempt to leverage the preferred shareholders vote by deliberately misrepresenting facts serves as a prime example » Jean - Paul Montupet , who has not acted
Slide 16: Preferred shares: background and issues
16 P ARTNER R E PREFERRED SHARES: BACKGROUND AND ISSUES BACKGROUND ▪ Unique situation under Bermuda law in which preferred shareholders entitled to vote on transaction ▪ Each preferred share entitled to one vote (i.e., same as common shares) » Accordingly preferred shares represent approximately 40%
Slide 17: Agenda
17 E XECUTIVE SUMMARY V ALUATION M ARKET R EACTION S TRATEGIC R ATIONALE N EGOTIATION & P ROCESS , C ONFLICTS OF I NTEREST AND G OVERNANCE EXOR T RANSACTION S UPERIOR A LSO F OR P REFERRED S HAREHOLDERS AGENDA 1 2 3 4 5 6 7
Slide 18: EXOR's binding offer delivers superior value at closing
18 EXOR’S BINDING OFFER DELIVERS SUPERIOR VALUE FOR P ARTNER R E COMMON SHAREHOLDERS AT CLOSING ▪ EXOR's Binding Offer of $137.50 per share represents a 10% premium to the implied unaffected value of the AXIS transaction 2 ▪ EXOR’s Binding Offer delivers approximately $15 of additional TBVPS to Part
Slide 19: All-cash consideration provides value certainty
19 572 508 479 2015E 2016E 2017E 1 - As per PartnerRe management projections published in the Form S - 4 Registration Statement filed 6 /1/2015, relating to the PartnerRe / AXIS Amalgamation Agreement ALL - CASH CONSIDERATION PROVIDES VALUE CERTAINTY COMPARED TO UNCERTAIN AXIS FUTURE SHARE PRICE ▪ E
Slide 20: Illustrative future value of AXIS offer
20 $124 $137 $151 $139 $150 $162 $110 $130 $150 $170 Year-End 2015 Year-End 2016 Year-End 2017 ILLUSTRATIVE FUTURE VALUE 1 – AXIS offer value equal to estimated pro forma TBVPS for AXIS multiplied by the exchange ratio of 2.18 plus the special pre - closing dividend of $ 11.50, including any additio
Slide 21: AXIS/PartnerRe value upside exaggerated
21 AXIS / P ARTNER R E VALUE UPSIDE GREATLY EXAGGERATED BY P ARTNER R E REASONABLE EXPECTATION P ARTNER R E MISCHARACTERIZATION 1.00x ~$103.00 1 At P/TBV of ~8.00 0 .00 ~$111.00 ??? ~$111.00 11.50 ~$122.50 ~$117.50 ~$120.50 ~$122.50 ~$125.50 ~$127.50 At P/TBV of 0.95x 0.975x 1.00x 1.025x 1.05x
Slide 22: All-in, EXOR transaction values PartnerRe at $145 per share
22 ALL - IN, EXOR TRANSACTION VALUES P ARTNER R E AT $145 PER SHARE, AT 27% PREMIUM TO P ARTNER R E $114 UNAFFECTED SHARE PRICE EXOR’s cash at closing $137.50 Ordinary dividends to PartnerRe shareholders 1 $1.40 Breakup fee and expenses reimbursement 2 (value to AXIS shareholders ) $145.29 PartnerRe
Slide 23: EXOR's offer above precedent insurance transaction multiples
23 EXOR’S BINDING OFFER ABOVE PRECEDENT INSURANCE TRANSACTION MULTIPLES FOR CHANGE OF CONTROL D EAL V ALUE ($ B N ) P REMIUM TO U NAFFECTED P/TBV 2 % C ASH / S TOCK PartnerRe Metric Initial AXS / PRE MoE ENH / MRH RenRE / PTP Alleghany / TransRe $114.14 1 $118.40 EXOR’s 27% premium to unaffected Par
Slide 24: Agenda
24 E XECUTIVE SUMMARY V ALUATION M ARKET R EACTION S TRATEGIC R ATIONALE N EGOTIATION & P ROCESS , C ONFLICTS OF I NTEREST AND G OVERNANCE EXOR T RANSACTION S UPERIOR A LSO F OR P REFERRED S HAREHOLDERS AGENDA 1 2 3 4 5 6 7
Slide 25: Market ascribed limited value to the AXIS transaction
25 1 - Calculated as the AXIS daily closing share price multiplied by the 2.18x exchange ratio ▪ The market reacted poorly to the announced AXIS/PartnerRe merger, signaling low confidence in the strategic rationale of the transaction and the value of the expected synergies: » From January 26, 2015 (
Slide 26: Market response to EXOR offer showed clear preference
26 1 - Calculated as the AXIS closing share price multiplied by the 2.18x exchange ratio P ARTNER R E S HARE P RICE R EACTION T O I NITIAL EXOR P ROPOSAL $110.00 $115.00 $120.00 $125.00 $130.00 4/12/15 4/14/15 4/16/15 4/18/15 4/20/15 4/22/15 4/24/15 4/26/15 4/28/15 4/30/15 MARKET RESPONSE TO EXOR OF
Slide 27: AXIS share price and takeover speculation
27 1 – Based on AXIS unaffected share price on 5/5/15 of $52.14, multiplied by the 2.18x exchange ratio and including the $11.50 pe r share pre - close special dividend to PartnerRe 2 – Per Insurance Insider article “Arch Could Move for AXIS“ and Bloomberg article “AXIS Capital Climbs on Report That
Slide 28: AXIS trading patterns exhibit takeover speculation (May 6)
28 AXIS TRADING PATTERNS CLEARLY EXHIBIT TAKEOVER SPECULATION 2 Volume of shares traded was 2.7x the 90 - day trailing average M AY 6, 2015 INITIAL RUMOR OF TAKEOVER INTEREST IN AXIS
Slide 29: AXIS trading patterns exhibit takeover speculation (June 16)
29 Volume of shares traded was 4.0x the 90 - day trailing average AXIS TRADING PATTERNS CLEARLY EXHIBIT TAKEOVER SPECULATION 2 J UNE 16, 2015 FURTHER RUMOR OF TAKEOVER INTEREST IN AXIS
Slide 30: Agenda
30 E XECUTIVE SUMMARY V ALUATION M ARKET R EACTION S TRATEGIC R ATIONALE C ONFLICTS OF I NTEREST , N EGOTIATION & P ROCESS , AND G OVERNANCE EXOR T RANSACTION S UPERIOR A LSO F OR P REFERRED S HAREHOLDERS AGENDA 1 2 3 4 5 6 7
Slide 31: Poor strategic rationale for the AXIS/PartnerRe transaction
31 POOR STRATEGIC RATIONALE FOR THE AXIS / P ARTNER R E TRANSACTION ▪ A . SUBOPTIMAL WAY FOR P ARTNER R E SHAREHOLDERS TO ENTER PRIMARY INSURANCE BUSINESS » PartnerRe shareholders had decided to invest in a pure reinsurer. Should they wish to have exposure to insurance, shareholders could do so by r
Slide 32: Unrealistic ROE expectations
32 P ARTNER R E ASSUMES UNREALISTIC ROE EXPECTATIONS, IF ACHIEVED, WOULD BE SUSTAINABLE IN A CHALLENGING REINSURANCE ENVIRONMENT WITH INCREASING CONSOLIDATION AND COMPETITION 1 – From AXIS/PartnerRe joint i nvestor p resentation on 6/1/2015 2 - Based on ca. $3.7bn of distributed capital (includes $1
Slide 33: Combined operating ROE lacks credibility
33 AXIS/ P ARTNER R E COMBINED STANDALONE OPERATING ROE LACKS CREDIBILITY IN CURRENT MARKET ENVIRONMENT 8.6 7.9 2017E 2015E AXIS/P ARTNER R E COMBINED STANDALONE OPERATING ROE (%) 1 – Based on management estimates as disclosed in Form S - 4 Registration Statement filed 6/1/15 and AXIS/PartnerRe 6/1/
Slide 34: Third-party capital income unrealistic; Validus case
34 AXIS/P ARTNER R E OVER $60MN PRE - TAX INCOME FROM 3 RD PARTY CAPITAL VEHICLES IN 2017 IS UNREALISTIC ▪ Launched Alternative Capital operations 1 in 2008 ▪ Enjoyed a more favorable capital raising environment ▪ Exploited first - mover advantage ▪ Secured some of the best talent in the industry ▪
Slide 35: Incremental growth in 2017 not realistic
35 AXIS/P ARTNER R E INCREMENTAL GROWTH IN 2017 NOT REALISTIC 1,831 2,994 2014 2017 95.7% 95.7% 79 129 +64% 1 – Based on AXIS Insurance segment premiums; assumes 2017 CR in line with 2014 CR of 95.7% Combined Ratio 1 Pre - Tax UW Income ($mn) I NSURANCE : C URRENT (’14 ) AND R EQUIRED ( ’17) NPE 1 +
Slide 36: Agenda
36 E XECUTIVE SUMMARY V ALUATION M ARKET R EACTION S TRATEGIC R ATIONALE N EGOTIATION & P ROCESS , C ONFLICTS OF I NTEREST AND G OVERNANCE EXOR T RANSACTION S UPERIOR A LSO F OR P REFERRED S HAREHOLDERS AGENDA 1 2 3 4 5 6 7
Slide 37: The inferior AXIS transaction is the result of a flawed process (1/2)
37 THE INFERIOR AXIS TRANSACTION IS THE RESULT OF A FLAWED PROCESS (1/2) 1. NO PRE - SIGNING MARKET CHECK; DISCOUNTED VALUATION ▪ Negotiated without Management or Financial Advisors : The AXIS Transaction was initiated and negotiated by three non - executive members of PartnerRe’s Board (the “Transa
Slide 38: The inferior AXIS transaction is the result of a flawed process (2/2)
38 3. NO REAL WILLINGNESS TO ENGAGE WITH EXOR • Following both EXOR’s initial offer and its revised offer, PartnerRe refused to entertain a Superior Proposal and to engage with EXOR in accordance with the clearly - outlined topping procedures set forth in the AXIS agreement, opting instead to pursue
Slide 39: Conflicted transaction committee incentivized to protect AXIS deal
39 CONFLICTED P ARTNER R E TRANSACTION COMMITTEE INCENTIVIZED TO PROTECT INFERIOR DEAL WITH AXIS AT THE EXPENSE OF SHAREHOLDERS 1 – Current Chairman Jean - Paul Montupet, current Board member Roberto Mendoza and current Interim CEO and Board member David Zwiener 2 - Mr. Zwiener expects to serve as I
Slide 40: Transaction committee members and governance entrenchment
40 ▪ Under the terms of the deal with AXIS, all three Transaction Committee members will serve on the Board of Directors of the combined company, with Jean - Paul Montupet continuing to serve as Chairman » Jean - Paul Montupet cannot be removed from Chairman position of combined company during first
Slide 41: PartnerRe board owns only 0.3% of company
41 4.6% 3.5% 2.2% 2.1% 2.0% 1.7% 1.1% 0.9% 0.9% 0.3% 0.0% 1.0% 2.0% 3.0% 4.0% 5.0% ENH MRH ACGL VR AGII AWH RE RNR AHL PRE B OARD OF D IRECTORS P ERCENTAGE O WNERSHIP OF R ESPECTIVE C OMPANY 1 P ARTNER R E ’s BOARD ONLY OWNS 0.3% OF COMPANY, WELL BELOW PEERS Peer Average 2.1% Source : Bloomberg 6 EX
Slide 42: Agenda
42 E XECUTIVE SUMMARY V ALUATION M ARKET R EACTION S TRATEGIC R ATIONALE N EGOTIATION & P ROCESS , C ONFLICTS OF I NTEREST AND G OVERNANCE EXOR T RANSACTION S UPERIOR A LSO F OR P REFERRED S HAREHOLDERS AGENDA 1 2 3 4 5 6 7
Slide 43: Preferred shareholders' voting rights under Bermuda law
43 ▪ In an anomaly specific to Bermuda law, PartnerRe preferred shareholders will have the right to vote alongside the common shareholders on the AXIS / PartnerRe merger at the July 24 special general meeting ‒ Each preferred share entitled to one vote, the same as each common share ‒ Common shares
Slide 44: Preferred shares: manipulation tactics summary
44 P ARTNER R E M ISLEADING S CARE T ACTIC P ARTNER R E PREFERRED SHARES: MANIPULATION TACTICS SUMMARY ▪ T he PartnerRe Board initiated a campaign of misleading statements to exploit the unusual disproportionate voting representation and lure preferred equity shareholders to vote in favor of the AXI
Slide 45: PartnerRe misrepresented facts to preferred shareholders
45 P ARTNER R E HAS DELIBERATELY MISREPRESENTED FACTS TO SCARE PREFERRED SHAREHOLDERS AND LURE THEIR VOTES Source: PartnerRe June 1, 2015 presentation « The Merger With AXIS Capital Creates Superior Value for All Shareholders. EXOR’s Cash Offer is Not Acceptable Based on Price and Terms” - page 10 7
Slide 46: S&P refutes statements from PartnerRe
46 S&P REFUTES STATEMENTS FROM P ARTNER R E ▪ S&P affirmed EXOR and its investee companies are independently rated. EXOR capital structure will have no impact on preferred securities rating , or any other PartnerRe ratings 1 ▪ PartnerRe has repeatedly reported to its shareholders and to the media th
Slide 47: EXOR ownership enhances security of preferred shareholders
47 P ARTNER R E UNDER EXOR OWNERSHIP ACTUALLY ENHANCES SECURITY OF PREFERRED SHAREHOLDERS 1 – Based on preliminary pro forma consolidated balance sheet in S - 4 as of 3/31/15, including additional $750mn capital distribut ion to common shareholders immediately post - closing 2 – Based on $6.8bn comm
Slide 48: EXOR's transaction superior for preferred shareholders (1/2)
48 EXOR’S TRANSACTION SUPERIOR FOR PREFERRED SHAREHOLDERS (1/2) = M AINTAINS C URRENT T ERMS AND R IGHTS ▪ S&P affirmed EXOR and its investee companies are independently rated. EXOR capital structure will have no impact on preferred securities rating , or any other PartnerRe ratings 1 ▪ After the EX
Slide 49: EXOR's transaction superior for preferred shareholders (2/2)
49 EXOR’S TRANSACTION SUPERIOR FOR PREFERRED SHAREHOLDERS (2/2) 1 - EXOR Net Asset Value as of 5/26/2015 + EXOR O WNERSHIP A PLUS ▪ EXOR has an outstanding track record of managing its portfolio companies and creating value for all shareholders and stakeholders ▪ EXOR has a conservative capital stru
Slide 50: Integration risks pose challenges to combined company
50 ▪ The corporate culture, business model and underwriting philosophy of PartnerRe differs significantly from that of AXIS ▪ A significant portion of AXIS’ stated $200mn of expense synergies will come through PartnerRe employee terminations, which will inevitably compromise the social atmosphere of
Slide 51: Leverage at EXOR level remains at prudent 20-25% loan-to-value
51 € mn 26 May 2015 Pro-forma GAV 15,327 100% 18,505 100% of which: FIAT Chrysler Automobiles (incl. Ferrari) - Listed 6,467 42% 6,467 35% PartnerRe 571 4% 6,179 34% Cushman & Wakefield 1,169 8% 0 0% CNH Industrial - Listed 2,999 19% 2,999 16% Other investments and Treasury stock 2,238 15% 2,238 12%
Slide 52: S&P affirmed EXOR's BBB+ credit rating
52 S&P AFFIRMED EXOR’S “BBB+” CREDIT RATING AFTER PROPOSED ACQUISITION OF PartnerRe “ EXOR has a track record of prudent leverage, and a limited tolerance for net debt at the holding company level. ” “ We view EXOR’s management and governance as “strong” under our criteria. EXOR’s track record of co
Slide 53: Appendix
A PPENDIX
Slide 54: Strengthening the PartnerRe brand
54 S TRENGTHENING THE P ARTNER R E B RAND ▪ PartnerRe will remain an independent company, operated by the same management team ▪ Employee “ redundancies ” contemplated in the AXIS transaction will be avoided M ANAGEMENT C ONTINUITY N O D ISRUPTIVE I NTEGRATION S TRONG AND C OMMITTED O WNER F OCUS ON
Slide 55: EXOR merger agreement terms versus AXIS agreement
55 ▪ In contrast to the AXIS Agreement, the Merger Agreement signed by the EXOR parties has : x No minimum “A - ” A.M . Best rating closing condition, which is present in the AXIS Agreement. This clause allows AXIS to terminate the existing transaction in the event of material losses incurred by Par
Slide 56: High closing certainty for the EXOR transaction
56 HIGH CLOSING CERTAINTY FOR THE EXOR TRANSACTION PROVEN REGULATORY TRACK RECORD PROVIDES GREATER CERTAINTY TO REGULATORS ▪ EXOR has invested in insurance and reinsurance in the past and currently owns insurance and other regulated financial service businesses in several jurisdictions ▪ EXOR has a
Slide 57: PartnerRe criticisms of EXOR merger agreement and EXOR response (1)
57 In its May 20, 2015 letter to EXOR, PartnerRe provided the following non - price criticisms of the EXOR Merger Agreement: 1. EXOR parent and its controlling shareholders have no contractual obligation to actually make the required regulatory filings or otherwise assist in obtaining regulatory app
Slide 58: PartnerRe criticisms and EXOR response (2)
58 4. The deal protection measures in EXOR’s proposed merger agreement are not appropriate in the context of an all - cash transaction, especially one without a pre - signing market check • The deal protection measures are more favorable in the EXOR Merger Agreement than in the AXIS Agreement • Part
Slide 59: PartnerRe criticisms and EXOR response (3)
59 • EXOR Binding Offer entails no optionality as: i. It has the same exact covenant of the AXIS Agreement to obtain all required regulatory approvals ii. It has more closing certainty than the AXIS Agreement (e.g.. no minimum “A - ” A.M. Best rating closing condition) • EXOR’s offer fully anticipat
Slide 60: EXOR offer at 20% premium to Credit Suisse fairness opinion value
60 $120.95 $97.21 $120.41 $113.22 $115.85 $110.75 $133.22 $116.65 $144.50 $135.86 $128.05 $121.83 $90.00 $100.00 $110.00 $120.00 $130.00 $140.00 $150.00 EXOR’S BINDING OFFER AT 20% PREMIUM TO AVERAGE P ARTNER R E SHARE PRICE VALUE UNDER ITS OWN FINANCIAL ADVISOR’S FAIRNESS OPINION Credit Suisse (Par
Slide 61: 2017 business plan targets not realistic (1/3)
61 Combined Standalone (excl. repurchases) 2017 2 ’17 Operating RoE ~8.6% Key questions not addressed • How can combined AXIS/PartnerRe improve its standalone ROE in a market environment where industry participants and equity analysts expect RoE to decline over the next 2 years? Net Synergies 3 ~1.4
Slide 62: 2017 business plan targets not realistic (2/3)
62 2017 BUSINESS PLAN TARGETS OF THE COMBINED AXIS/P ARTNER R E ENTITY NOT REALISTIC ( 2 /3) Capital Management 3 ~1.0% Key questions not addressed • The AXIS/PartnerRe combined entity will distribute in 2015 ca. $1.55bn 1 , equal to ~155% of 2015E combined operating earnings 2 : - What are the sour
Slide 63: 2017 business plan targets not realistic (3/3)
63 2017 BUSINESS PLAN TARGETS OF THE COMBINED AXIS/ P ARTNER R E ENTITY NOT REALISTIC (3/3) Income Growth 1 ~0.6% Key questions not addressed • The AXIS/PartnerRe 2017 business plan assumes $50mn of incremental Primary Insurance pre - tax underwriting income in 2017, implying ~64% growth in Net Prem
Slide 64: Risk of multiple compression for combined AXIS/PartnerRe
64 RISK OF MULTIPLE COMPRESSION FOR THE COMBINED AXIS / P ARTNER R E H ISTORICAL V OLATILITY VS . R EINSURANCE B USINESS M IX 2010 – 2014 Volatility 1 Reinsurance Business Mix 2 1 – Earnings volatility based on annual net income from 2010 to 2014 and calculated as the standard deviation divided by t
Slide 65: AXIS P/TBV over last five years
65 0.55x 0.70x 0.85x 1.00x 1.15x 5/5/10 5/5/11 5/5/12 5/5/13 5/5/14 5/5/15 AXIS Average P/TBV: 0.89x Source: Capital IQ and Company Filings 1 – AXIS through 5/5/2015 (last trading day prior to takeover speculation for AXIS, if the AXIS Agreement Is terminated) 2 - As per PartnerRe presentation dated