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Markel Acquisition of Alterra
A new leader in global specialty insurance and
                 investments




                December 19, 2012
Information concerning forward-looking statements:

    This document includes statements about future economic performance, finances, expectations, plans and prospects of Alterra and Markel, both
    individually and on a combined basis, that are forward-looking statements for purposes of the safe harbor provisions of the Private Securities Litigation
    Reform Act of 1995. There are risks and uncertainties that could cause actual results to differ materially from those expressed in or suggested by such
    statements. For further information regarding factors affecting future results of Alterra and Markel, please refer to their Annual Report on Form 10-K
    for the year ended December 31, 2011 and Quarterly Reports on Form 10-Q and other documents filed by Alterra and Markel since March 1, 2012
    with the Securities Exchange Commission (“SEC”). These documents are also available free of charge, in the case of Alterra, by directing a request to
    Alterra through Joe Roberts, Chief Financial Officer, or Susan Spivak Bernstein, Senior Vice President, Investor Relations, at 441-295-8800 and, in the
    case of Markel, by directing a request to Bruce Kay, Investor Relations, at 804-747-0136. Neither Alterra nor Markel undertakes any obligation to
    update or revise publicly any forward-looking statement whether as a result of new information, future developments or otherwise.
    This document contains certain forward-looking statements within the meaning of the U.S. federal securities laws. Statements that are not historical
    facts, including statements about Alterra’s and Markel’s beliefs, plans or expectations, are forward-looking statements. These statements are based
    on Alterra’s or Markel’s current plans, estimates and expectations. Some forward-looking statements may be identified by use of terms such as
    “believe,” “anticipate,” “intend,” “expect,” “project,” “plan,” “may,” “should,” “could,” “will,” “estimate,” “predict,” “potential,” “continue,” and similar
    words, terms or statements of a future or forward-looking nature. In light of the inherent risks and uncertainties in all forward-looking statements, the
    inclusion of such statements in this document should not be considered as a representation by Alterra, Markel or any other person that Alterra’s or
    Markel’s objectives or plans, both individually and on a combined basis, will be achieved. A non-exclusive list of important factors that could cause
    actual results to differ materially from those in such forward-looking statements includes the following: (a) the occurrence of natural or man-made
    catastrophic events with a frequency or severity exceeding expectations; (b) the adequacy of loss reserves and the need to adjust such reserves as
    claims develop over time; (c) the failure of any of the loss limitation methods the parties employ; (d) any adverse change in financial ratings of either
    company or their subsidiaries; (e) the effect of competition on market trends and pricing; (f) cyclical trends, including with respect to demand and
    pricing in the insurance and reinsurance markets; (g) changes in general economic conditions, including changes in interest rates and/or equity values
    in the United States of America and elsewhere; and (h) other factors set forth in Alterra’s and Markel’s recent reports on Form 10-K, Form 10-Q and
    other documents filed with the SEC by Alterra and Markel.
    *****
    Risks and uncertainties relating to the proposed transaction include the risks that: (1) the parties will not obtain the requisite shareholder or
    regulatory approvals for the transaction; (2) the anticipated benefits of the transaction will not be realized or the parties may experience difficulties in
    successfully integrating the two companies; (3) the parties may not be able to retain key personnel; (4) the conditions to the closing of the proposed
    merger may not be satisfied or waived; (5) the outcome of any legal proceedings to the extent initiated against Alterra or Markel or its respective
    directors and officers following the announcement of the proposed merger is uncertain; (6) the acquisition may involve unexpected costs; and (7) the
    businesses may suffer as a result of uncertainty surrounding the acquisition. These risks, as well as other risks of the combined company and its
    subsidiaries may be different from what the companies expect, or have previously experienced, and each party’s management may respond differently
    to any of the aforementioned factors. These risks, as well as other risks associated with the merger, will be more fully discussed in the joint proxy
    statement/prospectus that will be included in the Registration Statement on Form S-4 to be filed by Alterra and Markel with the SEC. Readers are
    cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date on which they are made.
2
Key Transaction Terms
    Transaction                          Merger under Bermuda law. A subsidiary of Markel will merge into Alterra, with Alterra surviving as a wholly-
                                          owned subsidiary of Markel
                                         Taxable transaction to Alterra shareholders


    Consideration                        Implied offer price of ~$31 per Alterra share (1)
                                         $10 in cash per Alterra share
                                         Fixed exchange ratio of 0.04315 shares of Markel stock per Alterra share (~$21 per Alterra share) (1)


    Deal value                           Approximately $3.13 billion (1.07x aggregate book value as of 9/30/12)                            (1)

                                         $1.0 billion of existing cash sourced equally from Markel and Alterra
                                         $2.13 billion in Markel stock (1)


    Pro forma ownership                  69% by Markel shareholders
                                         31% by Alterra shareholders


    Management                           Markel executive and senior management to continue in current roles
                                         Key Alterra senior leaders and underwriters will be retained


    Governance                           Two additional directors to be added to Markel board


    Approvals                            Shareholder approvals by both Markel and Alterra
                                         Customary regulatory approvals


    Investor Support                     Voting agreements and lock-up agreements from Alterra Board of Directors, management and key shareholders
                                         Voting agreements and lock-up agreements from Markel Board of Directors and management


    Expected closing                     First half of 2013


3         (1) Based on Markel closing stock price of $486.05 as of December 18, 2012. Includes ~$55 million of unvested restricted stock.
Creating a Winning Combination
                  Combination of Markel and Alterra…

    Strategic      Increases diversification and creates a global franchise with attractive product depth and reach
                   A common culture of underwriting discipline
                   Creates additional size and scale, providing additional insurance and investment opportunities and
                    enabling expense ratio improvements
                   Businesses fit well together – complementary business profiles diversify the premium base 
                    makes each business better

    Financial      Attractive financial outcome with significant book value accretion
                   Increases investments and gross written premiums per share by double digit percentages
                   Larger investment portfolio under Markel’s proven management

    Operational    Gains a footprint and expertise in the global reinsurance market and Fortune 3000 / large account
                    markets
                   Increases leadership position in E&S market
                   Brings together two well established Lloyd’s platforms with complementary underwriting profiles




                  ...Creating a strong and durable organization
                     Leading franchise in global specialty insurance and investments
                     Disciplined underwriting combined with successful investing
                     Diversified portfolio of business – product line, geography and distribution
                     Experienced management team
                     Positioned for long-term growth in per share value
4
Markel – Company Profile
                                                          Company overview

        Markel Corporation is a diverse financial holding company serving a variety of niche markets

        In each of its businesses, Markel seeks to provide quality products and excellent customer service with the objective of
         being the market leader

        Markel’s financial goals are to earn consistent underwriting and operating profits and superior investment returns to build
         shareholder value


                                                             Key highlights

    –1    Diverse product mix for niche markets – over 100 unique product lines

    –2    Underwriting discipline

    –3    Investment flexibility made possible by underwriting profits
            – Long-term philosophy for greater returns through equity investments
            – Extension of investment operations into Markel Ventures – “permanent capital” advantage

    –4    Superior growth over a long period of time
           – 17% CAGR in book value per share from 1991-2011

    –5    Significant ownership by management aligns economic interest with shareholders

    –6    Successful track record of targeting, purchasing and integrating acquisitions




5
Markel – Long History of Producing Results
    By applying its long-term focus to underwriting and investing activities, Markel achieved
    consistent, sustainable value creation for its shareholders

                                 $500                                                                                                                                       $1,200

                                                      Portfolio Per Share              Book Value Per Share
                                                      CAGR 13%                         CAGR 17%                                                                             $1,000
                                 $400
       Book Value Per Share




                                                                                                                                                                                       Portfolio Per Share
                                                                                                                                                                            $800
                                 $300

                                                                                                                                                                            $600

                                 $200
                                                                                                                                                                            $400

                                 $100
                                                                                                                                                                            $200


                                    $0                                                                                                                                      $0
                                                                                                                                                                      (1)
                                           1991           1993           1995              1997   1999        2001   2003       2005   2007        2009     2011


                                                                                                                                                                             20-Year
               ($ in millions, except per share)                                 1991                1996            2001              2006               2011                CAGR

               Total Revenue                                                                223               367           1,397          2,576              2,630                  13%

               Gross Written Premium                                                        406               414           1,774          2,536              2,291                  9%

               Investment Portfolio                                                         436            1,142            3,591          7,524              8,728                  16%

               Portfolio Per Share                                                     $81.77            $209.20        $365.70          $752.80            $907.20                  13%

               Shareholders' Equity                                                          83               268           1,085          2,296              3,388                  20%

               Book Value Per Share                                                    $15.59             $49.16        $110.50          $229.78            $352.10                  17%




6                             (1) 2012 data reflects year-to-date results as of 9/30/12.
Markel – Strong Underwriting and Investment
    Performance
                                        125%         Combined ratio trend                                                Average difference
                                                                                                                      favorable / (unfavorable)
                                        120%
                                                                                                                Since 1992                4.8%
    Underwriting                        115%
    performance                         110%                                                                    Since 2002                3.9%

                                        105%
    Consistently                        100%
    outperforms the P&C                  95%
    industry combined                    90%
    ratio                                85%            Markel     P&C Avg.(1)

                                         80%
                                               1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011



                                                                                 Equity performance
                                       10%                                                                     8.1%    7.8%
                                        8%                                                      6.7%                                      Markel
                                        6%                                                                                                S&P 500 (w/ dividend
                                                 3.8%                                                                                     reinvested)
                                        4%                                                              2.9%
                                                        2.1%           1.9%
                                        2%                                                                                             2011 equity as a % of
                                                                                                                                             portfolio
    Investment                          0%                                                                                            Markel              21%
                                       (2%)                                   (0.2%)
    performance                                     2011                    5Y                        10Y         20Y
                                                                                                                                      P&C Industry (2)    15%



    Adds value through                                                      Fixed income performance
                                                                                                                                          Markel
    equity investments                 10%                                                                                                Barclays US Agg
                                                 7.6%   7.8%
                                        8%                                       6.5%                                  6.5%               Total Return
                                                                       5.8%                     5.6%    5.8%   5.9%
                                        6%                                                                                                     Duration
                                                                                                                                      Markel              4.1 yrs
                                        4%
                                                                                                                                      Barclays US         5.1 yrs
                                        2%                                                                                            Aggregate
                                        0%
                                                    2011                    5Y                        10Y         20Y

7         (1) Source: A.M. Best.
          (2) Source: SNL Financial.
Alterra – Company Profile
                                Key highlights                                              Premium summary

    1   Global underwriter of specialty insurance and reinsurance                      Q3 YTD 2012 GPW: ~$1.6bn
          – Multiple operating platforms - Bermuda, Ireland, Europe,
              United States, Lloyd's and Latin America
                                                                                                     By Segment
          – Strong franchise positions across multiple specialty classes of
              business                                                                  Alterra at
                                                                                        Lloyd’s
    2   Opportunistic and disciplined underwriting strategy
                                                                                                     16%
          – 5-year average combined ratio (including cats) of 91.9%
          – Strong culture of risk management
          – Analytical and quantitative underwriting orientation                Global                            48%
                                                                                             17%                        Reinsurance
          – Business mix shift towards shorter-tail lines                       Insurance


    3   Liquid balance sheet with conservative reserving track record                               19%
           – Shareholders’ equity ~$2.9 billion at 9/30/12
           – Low financial leverage                                                         U.S.
                                                                                            Insurance
    4   S&P rating and AM Best ratings of “A”
                                                                                                     By Product
    5   Conducts operations through following segments
          – Global Insurance – Offers P&C excess of loss primarily to U.S.
              and international Fortune 1000 companies
          – U.S. Insurance – Offers P&C insurance primarily to Fortune
              3000 companies                                                    Insurance
                                                                                              41%
          – Reinsurance – Offers P&C quota share and excess of loss
              reinsurance to insurance and reinsurance companies globally                                         59%
                                                                                                                        Reinsurance
          – Alterra at Lloyd’s – Offers P&C quota share and excess of loss
              insurance and reinsurance to med-to-large international clients

8
A Strong Platform for Growth
     Combination expands Markel’s insurance platform from three to five key segments
     Enhances Markel’s E&S, Specialty and London Insurance Market segments




     2012E Gross Premiums Written
     ($ in millions)                                                             Pro Forma

     Excess & Surplus                          $935              $230           $1,165


     Specialty Admitted                         655               155             810


     London Insurance Market                    890               305            1,195


     Global Insurance                             0               375             375


     Global Reinsurance                           0               870             870


     Total                                  ~$2.5bn           ~$1.9bn         ~$4.4bn

                                                                                         Markel
9                                                                                        Alterra
Well Positioned Operating Profile
     Scale and diversification will create the opportunity to improve the already strong operating
     performance




      Year-to-date 9/30/12
                                                                                                                                                                                                  (3)
      ($ in millions, except per share)                                                                                                                                             Pro Forma

      Gross premiums written                                                                      $1,906                                    $1,614                                       $3,520


      Net premiums written                                                                          1,687                                     1,077                                       2,764

                           (1)
      Combined ratio                                                                                  96%                                       93%                                       95%


      Comprehensive investment income (pre-tax)                                                      $535                                      $270                                       $805


      Comprehensive income to shareholders                                                             427                                       294                                       721


      Book value per share (2)                                                                       $395                                        $30                                      $424



            Source: Company filings.
            (1) Combined ratio for Alterra and Pro Forma Markel excludes unallocated Alterra corporate G&A expense of ~$44mm.
10          (2) Per share calculations based upon shares outstanding excluding any dilutive impact of options. Based on Markel closing stock price of $486.05 as of December 18, 2012.
            (3) Excludes purchase accounting adjustments.
Strong Capitalization Ratios




     As of 9/30/12
                                                                                                                                                          (1)
     ($ in millions)                                                                                                                         Pro Forma

     Total debt                                                                                  $1,511                              $441    $1,951


     Total shareholders’ equity                                                                    3,806                             2,923    5,952 (2)


     Total capitalization                                                                          5,317                             3,364     7,903


     Total debt / total capitalization                                                              28%                              13%       25%


     LTM net premiums written / equity                                                             0.57x                             0.44x     0.58x




            Source: Company filings.
11          (1) Excludes purchase accounting adjustments. Based on Markel closing stock price of $486.05 as of December 18, 2012.
            (2) Markel Pro Forma equity equals Markel equity as of 9/30/12 plus the value of new shares issued in the transaction.
Diversified Premium Mix


     Fiscal year 2011
     ($ in millions)                                                                                                                        Pro Forma

     Gross premiums written                            $2.3bn                                     $1.9bn                                       $4.2bn


                                               Other
                                                                                        Other                                       Other
                                                                       Property
                                                       16%                                                                               19%                   Property
                                                              25%                           21%                    Property
                                                                                  Workers                                     Workers                 29%
     Line of                         Workers
                                                 10%                              Comp 2% 2%
                                                                                                             35%
                                                                                                                              Comp  6% 6%
                                     Comp
     business                                                                                   20%
                                                     26%       23%                                                                            23%
                                                                                                                                                     22%
                                                                                  Prof / Prod             22%                 Prof / Prod
                                                                       General    Liability                                   Liability
                                       Prof / Prod
                                                                       Casualty                                                                        General
                                       Liability                                                        General
                                                                                                                                                       Casualty
                                                                                                        Casualty




                                     International                                International                               International


                                                     25%                                          26%                                         26%
     Geography
                                                              75%                                            74%                                      74%



                                                       North America                               North America                               North America


12        Source: Company filings.
Underwriting with Global Reach
     A combined underwriting platform with the breadth and scope necessary to compete globally




                                                             Employees: 2,666                                                                                     Employees: 490
                                                             GWP / Headcount: $0.9M                                                                               GWP / Headcount: $3.9M
                                                                                  (1)
                                                             # of Offices: 37                                                                                     # of Offices: 31


                   Headquarters                                                         Markel                                 Headquarters                                          Alterra
                  Glen Allen, VA                                                                                             Hamilton, Bermuda
                                                                             Largest Offices:                                                                            Largest Offices:
                                                                                                          U.S. Offices                  South American Offices
                                                                                 Glen Allen – 851                                                                            Bermuda – 102
                        U.S. Offices                                                                 New York, NY (3)           Rio de Janeiro, Brazil (2)
                                                                                 London – 372                                                                                London – 87
       Alameda, CA           Ontario, CA                                                             Alpharetta, GA             Bogota, Colombia                              Richmond – 78
                                                                                 Omaha – 250
       Blair, NE             Plano, TX                                                               Richmond, VA (5)           Buenos Aires, Argentina
       Chicago, IL           Red Bank, NJ                                                            Summit, NJ
                                                                     International Offices
       Deerfield, IL         Richmond, VA                                                            Windsor, CT                          International Offices
                                                  Barcelona, Spain          Montreal, QC             Dallas, TX                 London, U.K. (4)
       Glen Allen, VA        Scottsdale, AZ
                                                  Birmingham, U.K.          Munich, Germany          Sebastopol, CA             Kusnacht, Switzerland
       Henderson, NV         Stilwell, KS
                                                  Bristol, U.K.             Reigate, U.K.            San Francisco, CA (2)      Zurich, Switzerland
       Kennesaw, GA          Tampa, FL
                                                  Cambridge, U.K.           Rotterdam, Netherlands   Chicago, IL                Dublin, Ireland (3)
       Lexington, KY         Warwick, RI
                                                  Hong Kong                 Singapore, Singapore                                Hamburg, Germany
       New York, NY          Waukesha, WI
                                                  Leeds, U.K.               Stockholm, Sweden                                   Tokyo, Japan
       Omaha, NE             Woodland Hills, CA
                                                  London, U.K.              Toronto, ON
                                                  Madrid, Spain             Vancouver, BC

13             (1) Excludes Markel Ventures offices.
High Quality Investment Portfolio
                                 As of 9/30/12

                            Cash & ST             0
                            $1,564
                                                                      Equities
                                         17%                                                                                                    Pro Forma 9/30/12
                                                                      $2,341
                                                          25%
                                                                                    62% of                                                                       Other
                                                                                                                                             Cash & ST
                                                                                                                                                          (3)
                                                                                  shareholders                                                                   $377
                                                                                                                                                                                     Equities
                                                                                     equity                                                  $1,216
                                                                                                                                                                                     $2,341
                                                                                                                                                                2%
                       Fixed                                                                                                                             7%             14%
                                          57%                                                                                                                                                    39% of pro
                       $5,281                                                                                                                                                                      forma
                                                                                                                                                                                                shareholders
                                                                                                                                                                                                   equity
                              Total Portfolio of $9.2bn
                         Investments per Markel share: $954 (1)

                                           Other
                                           $377
                                                 0%
                         Cash & ST                                                                                                                        76%
                         $652                  5%                                                                                    Fixed
                                         8%                                                                                          $12,418

                                                                                  No direct
                                                                                   equity
                                                                                investments



                                                       87%                                                                                      Total Portfolio of $16.4bn
                                                                       Fixed                                                              Investments per Markel share: $1,165 (1,2)
                                                                       $7,137

                              Total Portfolio of $8.2bn
                         Investments per Alterra share: $85 (1)


        (1) Per share calculations based upon shares outstanding excluding any dilutive impact of options. Based on Markel closing stock price of $486.05 as of December 18, 2012.
14      (2) Excludes purchase accounting adjustments.
        (3) Excludes $1.0bn of cash used in transaction.
A Winning Combination

        Leading franchise in global specialty insurance and investments

        Disciplined underwriting combined with successful investing

        Cultural fit dedicated to underwriting excellence

        Successful track record of managing investments on total return basis

        Diversified portfolio of business – product line, geography and distribution

        Enhanced market position

        Experienced management team

        Long-term growth in per share value




15
Additional information about the proposed merger and where to find it:

     This document relates to a proposed transaction between Markel and Alterra that will become the subject of a registration statement, which will
     include a joint proxy statement/prospectus, to be filed by Markel with the SEC. This document is not a substitute for the joint proxy
     statement/prospectus that Markel will file with the SEC or any other document that Markel or Alterra may file with the SEC or Markel or Alterra may
     send to its shareholders in connection with the proposed transaction. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE JOINT
     PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC OR SENT TO SHAREHOLDERS,
     INCLUDING THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS THAT WILL BE PART OF THE REGISTRATION STATEMENT ON FORM S-4,
     AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. All documents,
     when filed, will be available free of charge at the SEC's website (www.sec.gov) or by directing a request to Markel through Bruce Kay, Investor
     Relations, at 804-747-0136 and, in the case of Alterra, by directing a request to Alterra through Joe Roberts, Chief Financial Officer, or Susan
     Spivak Bernstein, Senior Vice President, Investor Relations, at 441-295-8800.

     Participants in the solicitation:

     Alterra and Markel and their respective directors and executive officers may be deemed to be participants in any solicitation of proxies from both
     Alterra’s and Markel’s shareholders in favor of the proposed transaction. Information about Alterra’s directors and executive officers and their
     ownership in Alterra common stock is available in the proxy statement dated March 26, 2012 for Alterra’s 2012 annual general meeting of
     shareholders. Information about Markel’s directors and executive officers and their ownership of Markel common stock is available in the proxy
     statement dated March 16, 2012 for Markel’s 2012 annual general meeting of shareholders.




16

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Markel acquisitionofalterradec12

  • 1. Markel Acquisition of Alterra A new leader in global specialty insurance and investments December 19, 2012
  • 2. Information concerning forward-looking statements: This document includes statements about future economic performance, finances, expectations, plans and prospects of Alterra and Markel, both individually and on a combined basis, that are forward-looking statements for purposes of the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. There are risks and uncertainties that could cause actual results to differ materially from those expressed in or suggested by such statements. For further information regarding factors affecting future results of Alterra and Markel, please refer to their Annual Report on Form 10-K for the year ended December 31, 2011 and Quarterly Reports on Form 10-Q and other documents filed by Alterra and Markel since March 1, 2012 with the Securities Exchange Commission (“SEC”). These documents are also available free of charge, in the case of Alterra, by directing a request to Alterra through Joe Roberts, Chief Financial Officer, or Susan Spivak Bernstein, Senior Vice President, Investor Relations, at 441-295-8800 and, in the case of Markel, by directing a request to Bruce Kay, Investor Relations, at 804-747-0136. Neither Alterra nor Markel undertakes any obligation to update or revise publicly any forward-looking statement whether as a result of new information, future developments or otherwise. This document contains certain forward-looking statements within the meaning of the U.S. federal securities laws. Statements that are not historical facts, including statements about Alterra’s and Markel’s beliefs, plans or expectations, are forward-looking statements. These statements are based on Alterra’s or Markel’s current plans, estimates and expectations. Some forward-looking statements may be identified by use of terms such as “believe,” “anticipate,” “intend,” “expect,” “project,” “plan,” “may,” “should,” “could,” “will,” “estimate,” “predict,” “potential,” “continue,” and similar words, terms or statements of a future or forward-looking nature. In light of the inherent risks and uncertainties in all forward-looking statements, the inclusion of such statements in this document should not be considered as a representation by Alterra, Markel or any other person that Alterra’s or Markel’s objectives or plans, both individually and on a combined basis, will be achieved. A non-exclusive list of important factors that could cause actual results to differ materially from those in such forward-looking statements includes the following: (a) the occurrence of natural or man-made catastrophic events with a frequency or severity exceeding expectations; (b) the adequacy of loss reserves and the need to adjust such reserves as claims develop over time; (c) the failure of any of the loss limitation methods the parties employ; (d) any adverse change in financial ratings of either company or their subsidiaries; (e) the effect of competition on market trends and pricing; (f) cyclical trends, including with respect to demand and pricing in the insurance and reinsurance markets; (g) changes in general economic conditions, including changes in interest rates and/or equity values in the United States of America and elsewhere; and (h) other factors set forth in Alterra’s and Markel’s recent reports on Form 10-K, Form 10-Q and other documents filed with the SEC by Alterra and Markel. ***** Risks and uncertainties relating to the proposed transaction include the risks that: (1) the parties will not obtain the requisite shareholder or regulatory approvals for the transaction; (2) the anticipated benefits of the transaction will not be realized or the parties may experience difficulties in successfully integrating the two companies; (3) the parties may not be able to retain key personnel; (4) the conditions to the closing of the proposed merger may not be satisfied or waived; (5) the outcome of any legal proceedings to the extent initiated against Alterra or Markel or its respective directors and officers following the announcement of the proposed merger is uncertain; (6) the acquisition may involve unexpected costs; and (7) the businesses may suffer as a result of uncertainty surrounding the acquisition. These risks, as well as other risks of the combined company and its subsidiaries may be different from what the companies expect, or have previously experienced, and each party’s management may respond differently to any of the aforementioned factors. These risks, as well as other risks associated with the merger, will be more fully discussed in the joint proxy statement/prospectus that will be included in the Registration Statement on Form S-4 to be filed by Alterra and Markel with the SEC. Readers are cautioned not to place undue reliance on any forward-looking statements, which speak only as of the date on which they are made. 2
  • 3. Key Transaction Terms Transaction  Merger under Bermuda law. A subsidiary of Markel will merge into Alterra, with Alterra surviving as a wholly- owned subsidiary of Markel  Taxable transaction to Alterra shareholders Consideration  Implied offer price of ~$31 per Alterra share (1)  $10 in cash per Alterra share  Fixed exchange ratio of 0.04315 shares of Markel stock per Alterra share (~$21 per Alterra share) (1) Deal value  Approximately $3.13 billion (1.07x aggregate book value as of 9/30/12) (1)  $1.0 billion of existing cash sourced equally from Markel and Alterra  $2.13 billion in Markel stock (1) Pro forma ownership  69% by Markel shareholders  31% by Alterra shareholders Management  Markel executive and senior management to continue in current roles  Key Alterra senior leaders and underwriters will be retained Governance  Two additional directors to be added to Markel board Approvals  Shareholder approvals by both Markel and Alterra  Customary regulatory approvals Investor Support  Voting agreements and lock-up agreements from Alterra Board of Directors, management and key shareholders  Voting agreements and lock-up agreements from Markel Board of Directors and management Expected closing  First half of 2013 3 (1) Based on Markel closing stock price of $486.05 as of December 18, 2012. Includes ~$55 million of unvested restricted stock.
  • 4. Creating a Winning Combination Combination of Markel and Alterra… Strategic  Increases diversification and creates a global franchise with attractive product depth and reach  A common culture of underwriting discipline  Creates additional size and scale, providing additional insurance and investment opportunities and enabling expense ratio improvements  Businesses fit well together – complementary business profiles diversify the premium base  makes each business better Financial  Attractive financial outcome with significant book value accretion  Increases investments and gross written premiums per share by double digit percentages  Larger investment portfolio under Markel’s proven management Operational  Gains a footprint and expertise in the global reinsurance market and Fortune 3000 / large account markets  Increases leadership position in E&S market  Brings together two well established Lloyd’s platforms with complementary underwriting profiles ...Creating a strong and durable organization  Leading franchise in global specialty insurance and investments  Disciplined underwriting combined with successful investing  Diversified portfolio of business – product line, geography and distribution  Experienced management team  Positioned for long-term growth in per share value 4
  • 5. Markel – Company Profile Company overview  Markel Corporation is a diverse financial holding company serving a variety of niche markets  In each of its businesses, Markel seeks to provide quality products and excellent customer service with the objective of being the market leader  Markel’s financial goals are to earn consistent underwriting and operating profits and superior investment returns to build shareholder value Key highlights –1 Diverse product mix for niche markets – over 100 unique product lines –2 Underwriting discipline –3 Investment flexibility made possible by underwriting profits – Long-term philosophy for greater returns through equity investments – Extension of investment operations into Markel Ventures – “permanent capital” advantage –4 Superior growth over a long period of time – 17% CAGR in book value per share from 1991-2011 –5 Significant ownership by management aligns economic interest with shareholders –6 Successful track record of targeting, purchasing and integrating acquisitions 5
  • 6. Markel – Long History of Producing Results By applying its long-term focus to underwriting and investing activities, Markel achieved consistent, sustainable value creation for its shareholders $500 $1,200 Portfolio Per Share Book Value Per Share CAGR 13% CAGR 17% $1,000 $400 Book Value Per Share Portfolio Per Share $800 $300 $600 $200 $400 $100 $200 $0 $0 (1) 1991 1993 1995 1997 1999 2001 2003 2005 2007 2009 2011 20-Year ($ in millions, except per share) 1991 1996 2001 2006 2011 CAGR Total Revenue 223 367 1,397 2,576 2,630 13% Gross Written Premium 406 414 1,774 2,536 2,291 9% Investment Portfolio 436 1,142 3,591 7,524 8,728 16% Portfolio Per Share $81.77 $209.20 $365.70 $752.80 $907.20 13% Shareholders' Equity 83 268 1,085 2,296 3,388 20% Book Value Per Share $15.59 $49.16 $110.50 $229.78 $352.10 17% 6 (1) 2012 data reflects year-to-date results as of 9/30/12.
  • 7. Markel – Strong Underwriting and Investment Performance 125% Combined ratio trend Average difference favorable / (unfavorable) 120% Since 1992 4.8% Underwriting 115% performance 110% Since 2002 3.9% 105% Consistently 100% outperforms the P&C 95% industry combined 90% ratio 85% Markel P&C Avg.(1) 80% 1992 1993 1994 1995 1996 1997 1998 1999 2000 2001 2002 2003 2004 2005 2006 2007 2008 2009 2010 2011 Equity performance 10% 8.1% 7.8% 8% 6.7% Markel 6% S&P 500 (w/ dividend 3.8% reinvested) 4% 2.9% 2.1% 1.9% 2% 2011 equity as a % of portfolio Investment 0% Markel 21% (2%) (0.2%) performance 2011 5Y 10Y 20Y P&C Industry (2) 15% Adds value through Fixed income performance Markel equity investments 10% Barclays US Agg 7.6% 7.8% 8% 6.5% 6.5% Total Return 5.8% 5.6% 5.8% 5.9% 6% Duration Markel 4.1 yrs 4% Barclays US 5.1 yrs 2% Aggregate 0% 2011 5Y 10Y 20Y 7 (1) Source: A.M. Best. (2) Source: SNL Financial.
  • 8. Alterra – Company Profile Key highlights Premium summary 1 Global underwriter of specialty insurance and reinsurance Q3 YTD 2012 GPW: ~$1.6bn – Multiple operating platforms - Bermuda, Ireland, Europe, United States, Lloyd's and Latin America By Segment – Strong franchise positions across multiple specialty classes of business Alterra at Lloyd’s 2 Opportunistic and disciplined underwriting strategy 16% – 5-year average combined ratio (including cats) of 91.9% – Strong culture of risk management – Analytical and quantitative underwriting orientation Global 48% 17% Reinsurance – Business mix shift towards shorter-tail lines Insurance 3 Liquid balance sheet with conservative reserving track record 19% – Shareholders’ equity ~$2.9 billion at 9/30/12 – Low financial leverage U.S. Insurance 4 S&P rating and AM Best ratings of “A” By Product 5 Conducts operations through following segments – Global Insurance – Offers P&C excess of loss primarily to U.S. and international Fortune 1000 companies – U.S. Insurance – Offers P&C insurance primarily to Fortune 3000 companies Insurance 41% – Reinsurance – Offers P&C quota share and excess of loss reinsurance to insurance and reinsurance companies globally 59% Reinsurance – Alterra at Lloyd’s – Offers P&C quota share and excess of loss insurance and reinsurance to med-to-large international clients 8
  • 9. A Strong Platform for Growth  Combination expands Markel’s insurance platform from three to five key segments  Enhances Markel’s E&S, Specialty and London Insurance Market segments 2012E Gross Premiums Written ($ in millions) Pro Forma Excess & Surplus $935 $230 $1,165 Specialty Admitted 655 155 810 London Insurance Market 890 305 1,195 Global Insurance 0 375 375 Global Reinsurance 0 870 870 Total ~$2.5bn ~$1.9bn ~$4.4bn Markel 9 Alterra
  • 10. Well Positioned Operating Profile Scale and diversification will create the opportunity to improve the already strong operating performance Year-to-date 9/30/12 (3) ($ in millions, except per share) Pro Forma Gross premiums written $1,906 $1,614 $3,520 Net premiums written 1,687 1,077 2,764 (1) Combined ratio 96% 93% 95% Comprehensive investment income (pre-tax) $535 $270 $805 Comprehensive income to shareholders 427 294 721 Book value per share (2) $395 $30 $424 Source: Company filings. (1) Combined ratio for Alterra and Pro Forma Markel excludes unallocated Alterra corporate G&A expense of ~$44mm. 10 (2) Per share calculations based upon shares outstanding excluding any dilutive impact of options. Based on Markel closing stock price of $486.05 as of December 18, 2012. (3) Excludes purchase accounting adjustments.
  • 11. Strong Capitalization Ratios As of 9/30/12 (1) ($ in millions) Pro Forma Total debt $1,511 $441 $1,951 Total shareholders’ equity 3,806 2,923 5,952 (2) Total capitalization 5,317 3,364 7,903 Total debt / total capitalization 28% 13% 25% LTM net premiums written / equity 0.57x 0.44x 0.58x Source: Company filings. 11 (1) Excludes purchase accounting adjustments. Based on Markel closing stock price of $486.05 as of December 18, 2012. (2) Markel Pro Forma equity equals Markel equity as of 9/30/12 plus the value of new shares issued in the transaction.
  • 12. Diversified Premium Mix Fiscal year 2011 ($ in millions) Pro Forma Gross premiums written $2.3bn $1.9bn $4.2bn Other Other Other Property 16% 19% Property 25% 21% Property Workers Workers 29% Line of Workers 10% Comp 2% 2% 35% Comp 6% 6% Comp business 20% 26% 23% 23% 22% Prof / Prod 22% Prof / Prod General Liability Liability Prof / Prod Casualty General Liability General Casualty Casualty International International International 25% 26% 26% Geography 75% 74% 74% North America North America North America 12 Source: Company filings.
  • 13. Underwriting with Global Reach A combined underwriting platform with the breadth and scope necessary to compete globally Employees: 2,666 Employees: 490 GWP / Headcount: $0.9M GWP / Headcount: $3.9M (1) # of Offices: 37 # of Offices: 31 Headquarters Markel Headquarters Alterra Glen Allen, VA Hamilton, Bermuda  Largest Offices:  Largest Offices: U.S. Offices South American Offices  Glen Allen – 851  Bermuda – 102 U.S. Offices New York, NY (3) Rio de Janeiro, Brazil (2)  London – 372  London – 87 Alameda, CA Ontario, CA Alpharetta, GA Bogota, Colombia  Richmond – 78  Omaha – 250 Blair, NE Plano, TX Richmond, VA (5) Buenos Aires, Argentina Chicago, IL Red Bank, NJ Summit, NJ International Offices Deerfield, IL Richmond, VA Windsor, CT International Offices Barcelona, Spain Montreal, QC Dallas, TX London, U.K. (4) Glen Allen, VA Scottsdale, AZ Birmingham, U.K. Munich, Germany Sebastopol, CA Kusnacht, Switzerland Henderson, NV Stilwell, KS Bristol, U.K. Reigate, U.K. San Francisco, CA (2) Zurich, Switzerland Kennesaw, GA Tampa, FL Cambridge, U.K. Rotterdam, Netherlands Chicago, IL Dublin, Ireland (3) Lexington, KY Warwick, RI Hong Kong Singapore, Singapore Hamburg, Germany New York, NY Waukesha, WI Leeds, U.K. Stockholm, Sweden Tokyo, Japan Omaha, NE Woodland Hills, CA London, U.K. Toronto, ON Madrid, Spain Vancouver, BC 13 (1) Excludes Markel Ventures offices.
  • 14. High Quality Investment Portfolio As of 9/30/12 Cash & ST 0 $1,564 Equities 17% Pro Forma 9/30/12 $2,341 25% 62% of Other Cash & ST (3) shareholders $377 Equities equity $1,216 $2,341 2% Fixed 7% 14% 57% 39% of pro $5,281 forma shareholders equity Total Portfolio of $9.2bn Investments per Markel share: $954 (1) Other $377 0% Cash & ST 76% $652 5% Fixed 8% $12,418 No direct equity investments 87% Total Portfolio of $16.4bn Fixed Investments per Markel share: $1,165 (1,2) $7,137 Total Portfolio of $8.2bn Investments per Alterra share: $85 (1) (1) Per share calculations based upon shares outstanding excluding any dilutive impact of options. Based on Markel closing stock price of $486.05 as of December 18, 2012. 14 (2) Excludes purchase accounting adjustments. (3) Excludes $1.0bn of cash used in transaction.
  • 15. A Winning Combination  Leading franchise in global specialty insurance and investments  Disciplined underwriting combined with successful investing  Cultural fit dedicated to underwriting excellence  Successful track record of managing investments on total return basis  Diversified portfolio of business – product line, geography and distribution  Enhanced market position  Experienced management team  Long-term growth in per share value 15
  • 16. Additional information about the proposed merger and where to find it: This document relates to a proposed transaction between Markel and Alterra that will become the subject of a registration statement, which will include a joint proxy statement/prospectus, to be filed by Markel with the SEC. This document is not a substitute for the joint proxy statement/prospectus that Markel will file with the SEC or any other document that Markel or Alterra may file with the SEC or Markel or Alterra may send to its shareholders in connection with the proposed transaction. INVESTORS AND SECURITY HOLDERS ARE URGED TO READ THE JOINT PROXY STATEMENT/PROSPECTUS AND ALL OTHER RELEVANT DOCUMENTS THAT MAY BE FILED WITH THE SEC OR SENT TO SHAREHOLDERS, INCLUDING THE DEFINITIVE JOINT PROXY STATEMENT/PROSPECTUS THAT WILL BE PART OF THE REGISTRATION STATEMENT ON FORM S-4, AS THEY BECOME AVAILABLE BECAUSE THEY WILL CONTAIN IMPORTANT INFORMATION ABOUT THE PROPOSED TRANSACTION. All documents, when filed, will be available free of charge at the SEC's website (www.sec.gov) or by directing a request to Markel through Bruce Kay, Investor Relations, at 804-747-0136 and, in the case of Alterra, by directing a request to Alterra through Joe Roberts, Chief Financial Officer, or Susan Spivak Bernstein, Senior Vice President, Investor Relations, at 441-295-8800. Participants in the solicitation: Alterra and Markel and their respective directors and executive officers may be deemed to be participants in any solicitation of proxies from both Alterra’s and Markel’s shareholders in favor of the proposed transaction. Information about Alterra’s directors and executive officers and their ownership in Alterra common stock is available in the proxy statement dated March 26, 2012 for Alterra’s 2012 annual general meeting of shareholders. Information about Markel’s directors and executive officers and their ownership of Markel common stock is available in the proxy statement dated March 16, 2012 for Markel’s 2012 annual general meeting of shareholders. 16