Combination to Create Global Large Commercial Insurance Business

February 16, 2001

XL Capital Ltd has agreed to purchase Winterthur International from Winterthur Insurance, a subsidiary of the Credit Suisse Group. The all-cash transaction is valued at approximately $600 million and will be funded by XL out of current resources.

Winterthur International is the international, large commercial account property and casualty insurance business of Winterthur. Winterthur International operates in 27 countries, has a staff of more than 1,000 and in had gross written premiums and net earned premiums of approximately $1.3 billion and $600 million, respectively last year.

In terms of premium volume, Winterthur International’s top five markets are the U.K., Switzerland, Germany, the U.S. and France. Other significant markets include Italy, Belgium, Denmark, Hong Kong, Japan and the Netherlands. As of September 30, 2000, Winterthur International (including certain operations to be retained by CSG) had investment assets of approximately $1.9 billion and net loss reserves of approximately $1.0 billion.

XL will be purchasing a combination of insurance companies, including Winterthur International Insurance Company based in the United Kingdom, Winterthur International in Switzerland and Winterthur International America Insurance in the United States, and selected Winterthur International insurance portfolios. Additionally, XL intends to continue Winterthur International’s strategic alliance with Travelers Insurance for the production of global solutions for their multinational customers.

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