Xl Holdings Bhd · MYX:XL

Xl Holdings Bhd — Merger or Acquisition (January 2015)

14 slides from Xl Holdings Bhd's merger presentation, Jan 9, 2015

  1. Slide 1: XL and Catlin: Accelerating Progress

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO XL and Catlin: Accelerating Progress Investor Presentation January 9, 2015

  2. Slide 2: Important Information

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO 2 Important Information This document is provided for informational purposes only and is neither an offer to purchase nor a solicitation of an offer to sell, shares of XL Group plc ("XL") or Catli

  3. Slide 3: Forward-looking Statements

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO 3 Forward - looking Statements The information in this document contains forward - looking statements, both with respect to XL and Catlin and their industries, t hat reflect their current views wi

  4. Slide 4: Strategic Rationale for the Combination of XL & Catlin

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO 4 • Enhances scale and product offering within core competencies • Establishes a premier specialty insurance platform • Captures a scale advantage in a consolidating reinsurance market • More capa

  5. Slide 5: Recommended Acquisition of Catlin Transaction

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO 5 Recommended Acquisition of Catlin Transaction  Acquisition of Catlin Group by XL Group in a cash and stock transaction Deal Value  693p per Catlin share (as of Jan. 8, 2015); In addition, Catl

  6. Slide 6: Total Consideration to Catlin Shareholders

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO Per Share $M % of Total Cash Consideration 388p $2,283 56% Stock Consideration 305p $1,796 44% Total 693p $4,078 100% 2014 Final Dividend (3) 22p Total (Incl. Dividend) 715p 6 Notes 1. Market data

  7. Slide 7: Attractive Financial Impact

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO 7 • Transaction results in double - digit EPS and meaningful ROE accretion in line with phase - in of synergies − Positive impact in the first full year following close − Further positive impact i

  8. Slide 8: Enhances Scale and Product Offering Within Core Competencies

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO 8 $5.9B XL Catlin (1) Historical Combined $4.1B Enhances Scale and Product Offering Within Core Competencies 1 2013 NPW (2) 30% 20% 23% 20% Business Split (by NPW) 38% 30% 8% 36% 11% 39% 36% 45% 1

  9. Slide 9: Establishes a Premier Specialty Insurance Platform

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO 9 Notes 1. GBP/USD conversion rate of 1.56 based on average daily spot rate in 2013 2. Source: Lloyd’s Annual Report (2013) 3. Based on Dec. 31, 2013 combined audited financial statements of each

  10. Slide 10: Competitive Advantages

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO 0.4 0.5 0.6 0.7 0.7 1.0 1.3 1.4 0.0 0.5 1.0 1.5 Alleghany PartnerRe XL Catlin Validus Everest RenRe 10 Competitive Advantages • Significant increase in premium scale by 93% to +$3B Reinsurance NPW

  11. Slide 11: More Capable and Efficient Global Network

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO 11 Catlin: Canada GPW: $ 132M Employees: 77 Offices: 4 GPW: $ 1,213M Employees: 488 Offices : 18 Catlin: U.S. GPW: $ 577M Employees: 72 Offices: 1 Catlin: Bermuda Catlin London GPW: $ 2,474M Emplo

  12. Slide 12: Creates an Attractive Opportunity to Realize Expense Synergies

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO 12 Creates an Attractive Opportunity to Realize Expense Synergies 5 • At least $200M of annual run - rate quantified expense synergies expected to be realized by end of 2017 (1) − Collaborative pr

  13. Slide 13: Vision for the Combined Organization

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO Vision for the Combined Organization 13 • Integration planning leaders and partners identified • Governance, structure and reporting for integration planning office • Near - term synergy realizati

  14. Slide 14: Conclusion: Accelerates Strategy & Addresses Macro Forces Shaping the P&C Sector

    © 2015, XL Group plc companies. All rights reserved. Proprietary and confidential. I MAKE YOUR WORLD GO 14 Distribution Concentrations Data Analytics Client Globalization Alternative Capital Regulatory Requirements Increase scale and product offering creates enhanced relevance to clients and brokers

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