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Exor: "PartnerRe provides accurate information to its shareholders"

The financial company of the Agnelli family states that the purchase of PartnerRe "will have no impact on the rating" of the acquired company - "BoD PartnerRe suspends the misrepresentation of the facts" - Today Exor files a definitive proposal: 137,50 dollars per share, cash.

Exor: "PartnerRe provides accurate information to its shareholders"

The financial structure of Exor it will have no impact on PartnerRe's rating, including BBB preferred stock rating, should Exor acquire PartnerRe. The holding company of the Agnelli family underlines this, explaining that the rating agency Standard & Poor's has established that Exor is rated as an investment holding company and therefore the rating of Exor and the ratings of its investee companies "are independent of each other".

Exor's debt “is not attributed to its investee companies just as the debt of the investee companies is not attributed to Exor. These statements have been reviewed and affirmed by S&P. The ratings released by PartnerRe which aim to aggregate Exor's debt with that of its investee companies are therefore wrong and do not comply with S&P's rating methodology,” says Exor.

For PartnerRe preferred shareholders “this means that in the event PartnerRe accepts Exor's binding proposal for the company, Exor's financial structure will not affect PartnerRe's rating, including the BBB rating of PartnerRe's preferred shares.” PartnerRe would therefore have consistently misrepresented the impact of the Exor operation publicly stating that the additional debt assumed by Exor as part of the transaction could pose a “significant risk of downgrading the rating of PartnerRe preferred shares following the divestment to Exor. This statement by PartnerRe is unsubstantiated and is not supported by S&P,” the shareholders still argue.

Exor therefore requests that the board of directors of PartnerRe suspend the misrepresentation of the facts and inform its shareholders correctly. In a note, the Agnelli family holding company states that following the operation proposed by Exor, PartnerRe "would become a more financially sound company than the Axis/PartnerRe merger. PartnerRe's debt level would remain unchanged and the current rating of the preferred stock as well as the terms, rights and requirements for listing and registration would remain the same, as well as the tax treatment and periodic financial reporting,” explains the company. In addition, preferred shareholders would benefit from lower leverage than the Axis transaction and from Exor's commitment to a more prudent dividend and capital distribution policy, without any burden related to post-merger integration risk.

Exor will file today a detailed presentation regarding the own binding and entirely cash proposal valued at $137,50 per share for PartnerRe and will begin meeting with PartnerRe investors and analysts to highlight “the significant strengths of its proposition, to both common and preferred shareholders, and correct misleading PartnerRe statements” . The proposition is "superior for all PartnerRe shareholders, as well as its employees and customers." Exor thus urges ordinary and preferred shareholders to vote "against" the transaction with Axis at the next extraordinary PartnerRe meeting on July 24, 2015. This will allow PartnerRe to accept Exor's superior proposal for the Company, explains the holding company of the Agnelli family.

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