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AXIS Capital and PartnerRe Reaffirm Commitment to Merger Agreement

Hamilton, Bermuda: 4 May 2015 - AXIS Capital Holdings Limited (“AXIS Capital”) (NYSE:AXS) and PartnerRe Ltd. (“PartnerRe”) (NYSE:PRE) today reaffirmed their commitment to the companies’ January 25, 2015 definitive amalgamation agreement and announced that PartnerRe shareholders will receive a special one-time cash dividend of $11.50 per share in connection with and conditioned upon the closing of the merger.

The original consideration terms of the AXIS Capital/PartnerRe amalgamation agreement remain unchanged. PartnerRe shareholders will receive 2.18 common shares of the combined company for each PartnerRe common share they own, and AXIS Capital shareholders will receive one common share of the combined company for each AXIS Capital common share they own. Upon completion of the transaction, shareholders of PartnerRe and of AXIS Capital will own approximately 51.5 percent and 48.5 percent of the combined company, respectively.

Over the last several months, AXIS Capital and PartnerRe have made significant progress on integration planning. The first phase of the integration planning, which focused on the design of high-level target operating models by business and functional leaders, is now complete. AXIS Capital and PartnerRe continue to expect expense synergies from the merger to be in excess of $200 million. The second phase of integration, which is focused on bringing these operating models to fruition, is in progress.

“The strategic, operational and financial merits of a united PartnerRe and AXIS are significant and will create substantial value for all shareholders, particularly given the operating and capital synergies that can be realized by the combination of our two businesses,” said Jean-Paul L. Montupet, Chairman of PartnerRe. “We are pleased to be moving ahead with our partner AXIS Capital.”

“AXIS Capital and PartnerRe have already made significant progress toward realizing our shared vision of a broadly diversified global specialty insurance and reinsurance company with the scale, capital and market presence to compete at the highest levels of our industry,” said Albert Benchimol, President and CEO of AXIS Capital. “Throughout this process, we have only grown more confident about the transformational opportunity provided by this merger of equals, and we believe the combination of AXIS Capital and PartnerRe will provide our respective shareholders, clients and brokers with compelling value both now and in the years ahead.”

“Today’s enhanced merger terms make sense for both sets of shareholders,” said Michael A. Butt, Chairman of the Board of AXIS Capital. “Our merger of equals offers shareholders real and deliverable value, and is based on a compelling strategic rationale.”

“Both companies have a long track record of executing capital management strategies for the benefit of their stakeholders,” added Mr. Benchimol. “The special cash dividend announced today does not change our plans to resume share repurchase activities immediately following the closing of the merger. In fact, our intention remains to return the accumulated operating earnings of the combined companies since January 1, 2015 as appropriate and in a manner consistent with past practices.”

The merger is expected to be accretive to EPS and ROE for the shareholders of both companies starting in 2016.

The transaction remains on track to close in the third quarter of 2015, subject to approvals by the shareholders of both companies, regulatory clearances and customary closing conditions.

AXIS Conference Call and Webcast Information

An AXIS Capital conference call and webcast for investors is scheduled for today at 9:00 am Eastern in conjunction with this announcement. Investors and analysts are encouraged to call in 15 minutes prior to the scheduled start. A webcast can also be accessed in the Investor Relations section of AXIS Capital’s website at http://www.axiscapital.com/en-us