Ipc Corporation Ltd · SGX:AZA
Ipc — Merger or Acquisition (March 2009)
21 slides from Ipc's merger presentation, Mar 31, 2009
Slide 1: Superior Proposal for IPCR Shareholders
Investor Presentation Superior Proposal for IPCR Shareholders March 31, 2009
Slide 2: Cautionary Note Regarding Forward-Looking Statements
Cautionary Note Regarding Forward-Looking Statements This presentation may include forward-looking statements, both with respect to us and our industry, that reflect our current views with respect to future events and financial performance. Statements that include the words "expect," "intend," "plan
Slide 3: Overview of the Validus Superior Proposal
Overview of the Validus Superior Proposal Note: All market data as of March 30, 2009. Last reported closing price of VR and IPCR were $24.91 and $25.41, respectively. 1A merger under Bermuda law is effected via plan of amalgamation.
Slide 4: Strategies Positioning Validus for 2009
Strategies Positioning Validus for 2009 Short-tail focus in diversified classes of business ROE model predicated on high margin products Strong client penetration Ability to scale platform Strong balance sheet
Slide 5: A Superior Proposal for IPCR Shareholders
A Superior Proposal for IPCR Shareholders Superior value proposition (18.0% premium to IPCR share price) Strong balance sheet with less exposure to equity/alternative asset risk and lower financial leverage than MXGL's proposal Combined entity with a capital base of $4.1bn Creates Bermuda's leading
Slide 6: Superior Value Proposition for IPCR Shareholders
Superior Value Proposition for IPCR Shareholders Validus offer represents a premium of 18.0% over the current IPCR trading price Pro forma market cap of $3.6 billion compared to $2.3 billion for combination with MXGL at March 30, 2009 Validus stock is a more liquid and better performing currency tha
Slide 7: Stronger, More Conservative Investment Portfolio with Less Market Risk
Stronger, More Conservative Investment Portfolio with Less Market Risk Pro Forma Validus / IPCR $3.3 billion $5.5 billion $2.2 billion $5.4 billion $7.6 billion EXCEL SOURCE copied at 17-Mar-09 03:08:01: VALIDUSCS\2009\IPC\Invest or Pres\Excel\Investment portfolio pies_v2.xls (IPC Holdings) EXCEL SO
Slide 8: Strong Balance Sheet and Capital Base
Strong Balance Sheet and Capital Base Combined1 As of December 31, 2008 ($mm except percentages) Debt $75 $0 $75 $241 $316 Hybrids 0 304 304 0 0 Stockholders' Equity 1,851 1,939 3,790 1,280 3,131 Total Debt / Capitalization 3.9% 0.0% 1.8% 15.8% 9.2% Total Debt + Hybrids / Capitalization 3.9% 13.6% 9
Slide 9: A Market-Leading Bermuda Short-Tail Carrier
A Market-Leading Bermuda Short-Tail Carrier Total combined GAAP capitalization of $4.1bn and shareholders' equity of $3.8bn (as of 12/31/08) Source: Public filings Note: Excludes impact of purchase accounting adjustments and transaction expenses. 2/31/2008 Shareholders' Equity of Leading North Ameri
Slide 10: Strategic Advantages of a Large Capital Base
Strategic Advantages of a Large Capital Base Reinsurance industry capital has been materially depleted Limited access to replacement capital and new capacity Demand for reinsurance is increasing Primary companies facing capital depletion with constricted capital alternatives Need to manage risk leav
Slide 11: Diversified Global Business Focused on Short-Tail Specialty
Diversified Global Business Focused on Short-Tail Specialty VR is balanced between insurance and reinsurance Source: Public Filings. Validus Re segment calculated net of intercompany premium. Based on 2008 actual gross premiums written (other than ACGL which is based on net premiums).
Slide 12: Diversified Global Business Focused on Short-Tail Specialty
Diversified Global Business Focused on Short-Tail Specialty Source: Public Filings. Based on 2008 actual gross premiums written (other than ACGL which is based on net premiums written). Life business is considered long-tail for purposes of this analysis.
Slide 13: Validus Offers IPCR Quality Diversification
Validus Offers IPCR Quality Diversification Significantly less catastrophe weighting than IPCR stand-alone Higher participation in profitable lines than MXGL can offer Each of Validus and MXGL offer ~$1 billion of property and casualty gross premiums excluding Validus property cat Major lines for Va
Slide 14: Experienced and Proven Management Team
Experienced and Proven Management Team
Slide 15: IPCR Offer Consistent with Validus Track Record of Innovation
IPCR Offer Consistent with Validus Track Record of Innovation Validus "first mover" advantage post-Katrina market dislocation $217mm in GPW at Jan 1, 2006 Establishment of sidecar in first year of operation Petrel in May 2006 Significant growth at Jan 1, 2007 $362mm of GPW for Validus (66.5% increas
Slide 16: Superior Long-Term Prospects
Superior Long-Term Prospects Enhanced market position for combined company in Bermuda $4.1bn of total capital Essential "go-to" market Better pricing power Established Lloyd's platform with leading positions in short-tail specialty lines Marine, war, terrorism and other non-accumulating lines Growth
Slide 17: Superior Growth in Shareholder Value
Superior Growth in Shareholder Value Change in 2008 Diluted BVPS Plus Accumulated Dividends Source: SNL Financial
Slide 18: Superior Growth in Shareholder Value
Superior Growth in Shareholder Value 3-Year Evolution in Book Value Per Share Plus Accumulated Dividends Source: Public Filings, SNL 1 2005-2008 CAGR of Diluted BVPS, including accumulated dividends. 3 Yr. CAGR1 13.2% 8.8%
Slide 19: Low Transaction Execution Risk
Low Transaction Execution Risk Validus has already executed and delivered an amalgamation agreement to IPCR Substantially the same terms and conditions as in the IPCR/MXGL agreement Both Validus and IPCR are Bermuda domiciled with no US admitted carriers No US insurance regulatory approvals required
Slide 20: A Superior Proposal
A Superior Proposal A superior proposal that benefits both IPCR and VR shareholders Note: All market data as of March 30, 2009. Last reported closing price of VR and IPCR were $24.91 and $25.41, respectively. Superior value proposition (18.0% premium to IPCR share price) Strong balance sheet with le
Slide 21: Superior Proposal for IPCR Shareholders
Investor Presentation Superior Proposal for IPCR Shareholders