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USI Group Holdings AG Bleicherweg 66,

CH-8002 Zürich, Switzerland

www.usigroupholdings.ch

PRESS RELEASE

31 March 2014

USIGH Limited CHF 42,040,000 6.25% Convertible Notes due 31 March 2019 (th e "Notes")

The Board of USI Group Holdings AG (the "Company") is pleased to announce that the majority of holders of the Notes of USIGH Limited have agreed to the proposed amendments to such Notes referred to in the Company's press release dated 12 March 2014. The quantum of Notes has now been increased to CHF 42,040,000, the conversion price of the Notes has been set at CHF 15.5 and the guarantee of the Notes by the Company has been secured by a charge over the Company's shares in USIGH III Investments Holdings Limited. USIGH Limited, a wholly owned subsidiary of the Company, currently holds CHF 22,115,800 of the Notes. It is seeking to sell these Notes in the secondary market in order to provide the Company with additional working capital which will enable the USI Group to take advantage of certain exciting acquisition opportunities in India which are currently available to it.
Full information concerning the Company's board members, the Notes and other matters are available from the Company's website at www.usigroupholdings.ch

USI Group Holdings AG

Dr. Volkert Klaucke (Chairman)

Further information:

Dr. D. Srinivas
Vice Chairman
Phone: +44 20 7766 7000
SIX Swiss Exchange - symbol USIN, security number 227.101, ISIN CH0002271010
Not for distribution in the United States of America

USI Group Holdings AG Registered in Switzerland No: CH-020.3.922.903-6 Registered Office as above

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