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) today announced it has signed a definitive merger agreement to
acquire all of the outstanding common shares of PartnerRe for $137.50
per share in cash plus a $3.00 per share special dividend, for a total
consideration of $140.50 per share, valuing PartnerRe at approximately
$6.9 billion.

EXOR’s definitive agreement with PartnerRe follows the mutual decision
of PartnerRe and AXIS Capital Holdings Limited (“AXIS”; NYSE: AXS) to
terminate their amalgamation agreement and cancel the Special General
Meeting planned for August 7, 2015.

Under the terms of the EXOR transaction, PartnerRe preferred
shareholders will also receive the enhancements announced on July 20,
2015.

Mr. John Elkann, Chairman and CEO of EXOR, commented: “Today’s agreement
is very positive for PartnerRe and EXOR. Under our stable and committed
ownership, PartnerRe will continue to develop as a leading independent
global reinsurer.

“EXOR looks forward to working with the Board of Directors and the
management of PartnerRe to ensure a successful path forward. I would
like to thank our fellow shareholders for their continuing support over
recent months.”

The agreement includes a “go-shop” period during which the PartnerRe
board is entitled to solicit and evaluate any competing offers to the
EXOR transaction and enter into negotiations related to proposals
received prior to September 14, 2015, in each case subject to customary
restrictions.

The transaction requires the approval of PartnerRe shareholders at a
special general meeting to be called as soon as reasonably practicable.
It is expected to close not later than the first quarter of 2016 subject
to obtaining the necessary shareholder approval, receipt of regulatory
clearance and customary closing conditions. If certain transaction
approvals are not received within 12 months following signing or if
there are certain non-appealable legal prohibitions to closing, EXOR has
committed to pay PartnerRe $225 million as a partial reimbursement of
the termination fee paid by PartnerRe to AXIS.

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 speaks 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 or a solicitation
of any vote or approval. This material relates to a proposed business
combination transaction between EXOR and PartnerRe which may become the
subject of a proxy statement filed by EXOR with the Securities and
Exchange Commission (the “SEC”).

This material is not a substitute for the Proxy Statement that EXOR
would file 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 ALL OTHER RELEVANT DOCUMENTS IF AND WHEN THEY BECOME
AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE
PROPOSED TRANSACTION. All such documents, if filed, would be available
free of charge at the SEC’s website (www.sec.gov)
or by directing a request to EXOR through the investor contacts listed
below.

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 proposed transaction. Information about EXOR’s
directors and executive officers will be made available in EXOR’s proxy
statement, if filed.