Davis Polk is advising PartnerRe Ltd. in connection with the agreement of enhanced terms with respect to its amalgamation agreement with AXIS Capital Holdings Limited signed on January 25, 2015. PartnerRe shareholders will now receive a special one-time cash dividend of $11.50 per share in connection with and conditioned upon the closing of the merger. 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. At the same time, PartnerRe announced that it had rejected an all cash offer from EXOR S.p.A.

PartnerRe is a leading global reinsurer, providing multi-line reinsurance to insurance companies. AXIS Capital is a Bermudan global provider of specialty lines insurance and treaty reinsurance with locations in Bermuda, the United States, Europe, Singapore, Canada, Australia and Latin America.

The Davis Polk corporate team includes partner Phillip R. Mills, associates Daniel Brass, Zain Ur Rehman and Felipe M. Heiderich. Partner Kyoko Takahashi Lin and associates Chaoyuan Charles Shi and Jessie M. Ferguson are providing executive compensation advice. Partner Neil Barr and associate Anne E. McGinnis are providing tax advice. Partner Richard J. Sandler is providing capital markets advice. All members of the Davis Polk team are based in the New York office.

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