In accordance with the terms of the indenture governing the LYONs, holders of LYONs may require XL to purchase all or a portion of their LYONs as of the Purchase Date at a purchase price of $622.5046 per $1,000 aggregate principal amount at maturity of the LYONs properly tendered for purchase. In the event all of the outstanding LYONs are tendered for repurchase, the aggregate purchase price would be $316,756,486.
XL Capital Group Ltd, through its operating subsidiaries, is a leading provider of insurance and reinsurance coverages and financial products to industrial, commercial and professional service firms, insurance companies, and other enterprises on a worldwide basis. As of June 30, 2004, XL Capital Ltd had consolidated assets of approximately $45.5 billion and consolidated shareholders' equity of approximately $7.1 billion. More information about XL Capital Ltd is available at www.xlgroup.com.