TURIN, Italy–(BUSINESS WIRE)–

EXOR S.p.A. (“EXOR”; EXO.IM), one of Europe’s leading listed investment
companies and the largest shareholder of PartnerRe Ltd. (“PartnerRe”;
NYSE:PRE) is today holding an Investor Meeting in New York City for all
PartnerRe shareholders. At the meeting John Elkann, Chairman and CEO of
EXOR, will present further enhancements to EXOR’s Binding Offer terms
making an already superior offer to PartnerRe Common and Preferred
Shareholders even more attractive.

EXOR’s offer for PartnerRe is superior by all significant measures; the
$137.50 per share all-cash offer is binding, fully financed, and
provides a clear and highly assured path to closing. EXOR’s Binding
Offer is fully backed by the balance sheet of its listed parent, a
public company with a Net Asset Value of approximately $15 billion.

And today, after constructive conversations with PartnerRe Common and
Preferred Shareholders, EXOR is making the following enhancements to the
terms of its Binding Offer and has delivered to PartnerRe a revised
signed Merger Agreement reflecting those enhancements.

The enhancements for Common Shareholders are:

• A “Go Shop” Provision Allowing PartnerRe to Solicit Bids from Third
Parties After Signing with EXOR – EXOR will permit PartnerRe to
actively solicit bids, share due diligence materials and negotiate with
third parties until August 31, 2015, so that shareholders have assurance
that the EXOR Binding Offer remains the superior alternative for the
company. During the “Go Shop” period, EXOR will reduce the termination
fee to $135 million (2.0% of deal value). These changes will provide
PartnerRe shareholders the certainty of a superior transaction at a
price of $137.50 per share should other buyers not emerge or should
PartnerRe face catastrophe losses or other book value losses.

• If PartnerRe is Not Obligated to Pay the Termination Fee to AXIS,
EXOR Commits to Pass the Full Value ($6.39 Per Share) to PartnerRe
Shareholders – As part of the AXIS transaction, PartnerRe and AXIS
agreed to an aggressive termination and expense reimbursement fee of
$315 million (over 4.5% of the deal value) to ward off potential
bidders. This is worth $6.39 per share to PartnerRe shareholders. In the
event both PartnerRe and AXIS shareholders vote down the PartnerRe/AXIS
transaction, and hence this fee is not payable by PartnerRe, EXOR
commits to pass this value on to PartnerRe shareholders in full,
effectively increasing the value of its Binding Offer to $143.89 per
share.

• Personal Commitment From John Elkann Underscores Regulatory
Certainty in EXOR’s Merger Agreement – To underscore EXOR’s
commitment to obtaining regulatory approval, today John Elkann provided
PartnerRe with a legally binding personal commitment to provide the
information necessary to obtain such approvals. This action should put
to rest the unfounded concern that all necessary regulatory filings will
not be made.

EXOR Has Legally Committed to Launch an
Exchange Offer for PartnerRe Preferred Shares Promptly Following Closing
of the EXOR Merger, with Improved Economic and Other Features.

The enhancements announced today by EXOR legally commit PartnerRe to
offer to exchange on a tax-free basis, each series of PartnerRe
preferred shares – D, E and F – for a new series of preferred shares
having identical terms as existing preferred, other than certain
significantly improved terms described below, should EXOR be successful
in acquiring PartnerRe.

The enhancements for PartnerRe Preferred Shareholders upon exchange
are:

• A 100bps increase in the dividend rate – This is a powerful
signal of EXOR’s commitment to PartnerRe Preferred Shareholders.

• Call Protection Until 2021 – All three series of PartnerRe
Preferred Shares are currently callable in the next three years with
Series D callable now, Series E next year and Series F in 2018. Under
the enhanced terms, EXOR commits not to call the preferred shares before
January 1, 2021, providing Preferred Shareholders with certainty of
income for a significantly extended period.

• 5 Years of Capital Distribution Limits – Consistent with its
conservative management approach, EXOR will cause PartnerRe to limit
distributions¹ to common shares to an amount not greater than
67% of earnings – one of the lowest in the industry – until December 31,
2020 (the expected fifth anniversary of closing of the EXOR
transaction). Under EXOR’s ownership PartnerRe will be a stronger and
better capitalized company. EXOR’s commitment to conservative capital
management contrasts with PartnerRe’s approach which last year saw 90%
of earnings distributed to Common Shareholders, a figure that would rise
under the AXIS/PartnerRe transaction to more than 125% of earnings in
the 2015-2017 period.

In summary, under the existing EXOR Binding Offer for PartnerRe,
Preferred Shareholders would continue to own a listed security with the
same tax treatment, financial reporting standards and expected credit
rating. They would also own a company with lower initial leverage when
compared to the terms of the AXIS transaction and without exposure to
the significant merger integration risks of a combination with AXIS.
Under the enhanced EXOR Binding Offer announced today the terms will
further provide PartnerRe Preferred Shareholders with higher return
securities, non-callable for longer and in a company legally committed
for five years to one of the most conservative capital distribution
policies in the insurance and reinsurance industry. This is in contrast
to the AXIS/PartnerRe transaction which will adopt one of the most
aggressive capital distribution policies in the industry.

EXOR is committed to ongoing, transparent communications with Preferred
Shareholders. Under EXOR’s ownership PartnerRe will continue to provide
quarterly and annual financial reports (in accordance with US GAAP,
including statistical supplements), and will continue to hold a
quarterly conference call for Preferred Shareholders.

EXOR is soliciting Common and Preferred Shareholders to vote AGAINST the
proposed AXIS transaction at the upcoming Special General Meeting of
PartnerRe shareholders to be held on July 24, 2015. This will enable
PartnerRe to accept EXOR’s superior all-cash $137.50 per share binding
offer for the Company.

PartnerRe Preferred and Common Shareholders seeking copies of the proxy
statement or with questions about the EXOR offer or voting their shares
can contact EXOR’s proxy solicitor, Okapi Partners LLC, at info@okapipartners.com
or toll free at (877) 796-5274 (banks and brokerage firms should call +1
(212) 297-0720).

ABOUT EXOR

EXOR is one of Europe’s leading investment companies and is controlled
by the Agnelli family. It is listed on the Milan Stock Exchange and has
a market capitalization of approximately $12 billion and a net asset
value of approximately $15 billion. For over a century EXOR has made
successful investments, including more recently the acquisition of
Chrysler by Fiat, creating the world’s seventh largest car producer
(“FCA”) with a $20 billion market capitalization.

EXOR focuses on long-term investments in profitable global companies,
primarily in Europe and the United States, that benefit from its strong
permanent capital base. In addition to FCA, its principal investments
include CNH Industrial, the fourth largest global capital goods company
(with a $12 billion market capitalization), and Cushman Wakefield, the
world’s largest private commercial real estate services company.

FORWARD-LOOKING STATEMENTS

Certain statements and information contained in this communication that
are not statements or information of historical fact constitute
forward-looking statements, notwithstanding that such statements are not
specifically identified as such. These statements may include
terminology such as “may”, “will”, “expect”, “could”, “should”,
“intend”, “commit”, “estimate”, “anticipate”, “believe”, “remain”, “on
track”, “design”, “target”, “objective”, “goal”, “forecast”,
“projection”, “outlook”, “prospects”, “plan”, “intend”, or similar
terminology, including by way of example and without limitation plans,
intentions and expectations regarding the proposal to acquire PartnerRe,
the financing of a potential transaction, and the anticipated results,
benefits, synergies, earnings accretion, costs, timing and other
expectations of the benefits of a potential transaction.

Forward-looking statements are related to future, not past, events and
are not guarantees of future performance. These statements are based on
current expectations and projections about future events and, by their
nature, address matters that are, to different degrees, uncertain and
are subject to inherent risks and uncertainties. They relate to events
and depend on circumstances that may or may not occur or exist in the
future, and, as such, undue reliance should not be placed on them.
Actual results may differ materially from those expressed in such
statements as a result of a variety of factors, including changes in
general economic, financial and market conditions and other changes in
business conditions, changes in commodity prices, the level of demand
and financial performance of the major industries our portfolio
companies serve, changes in regulations and institutional framework (in
each case, in Italy or abroad), and many other factors, most of which
are outside of the control of EXOR. EXOR expressly disclaims and does
not assume any liability in connection with any inaccuracies in any of
these forward-looking statements or in connection with any use by any
party of such forward-looking statements. Any forward-looking statements
contained in this communication speak only as of the date of this
communication.

EXOR undertakes no obligation to update or revise its outlook or
forward-looking statements, whether as a result of new developments or
otherwise. Names, organizations and company names referred to may be the
trademarks of their respective owners. This communication does not
represent investment advice neither a solicitation, nor a recommendation
nor an invitation, nor an offer for the purchase or sale of financial
products and/or of any kind of financial services as contemplated by the
laws in any country or state.

IMPORTANT INFORMATION FOR INVESTORS AND SHAREHOLDERS

This communication 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 United States
Securities and Exchange Commission (the “SEC”) in connection with the
upcoming special meeting of the shareholders of PartnerRe at which the
PartnerRe shareholders will consider certain proposals regarding the
proposed transaction with AXIS (the “Special Meeting Proposals”).

This material is not a substitute for the Proxy Statement that EXOR has
filed with the SEC or any other documents which EXOR may send to its or
PartnerRe’s shareholders in connection with the proposed transaction.
INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE PROXY STATEMENT AND
ANY OTHER RELEVANT DOCUMENTS IF AND WHEN THEY BECOME AVAILABLE BECAUSE
THEY CONTAIN OR WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED
TRANSACTION. All such documents, when filed, are available free of
charge at the SEC’s website (www.sec.gov)
or by directing a request to EXOR through the investor contacts listed
above.

This letter does not address the tax consequences to holders of
PartnerRe preferred shares that receive surviving company shares in the
merger. Holders of PartnerRe preferred shares are urged to consult their
tax advisors as to the United States federal, state, local and
non-United States tax consequences to them of participating in the
merger, some of which are uncertain and may depend on such holders’
individual circumstances.

PARTICIPANTS IN THE SOLICITATION

EXOR and its directors, executive officers and other employees may be
deemed to be participants in any solicitation of shareholders in
connection with the Special Meeting Proposals. Information regarding
EXOR’s directors and executive officers is available in EXOR’s public
announcements and filings with the SEC, Consob and the Borsa Italiana,
which can also be found at www.exor.com.
Other information regarding the participants in the proxy solicitation
and a description of their direct and indirect interests, by security
holdings or otherwise, is available in the Proxy Statement.

¹ Defined to include dividends, share buybacks and other
distributions in respect of common shares.

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