(Reuters) - PartnerRe Ltd's (>> Partnerre Ltd) second-biggest shareholder said Exor SpA's (>> EXOR SpA) offer for the Bermuda-based reinsurer was "much superior" to a deal with Axis Capital Holdings Ltd (>> Axis Capital Holdings Limited) that was already on the table.

Peter Langerman, chief executive of Franklin Mutual Advisers LLC (FMA), said his fund had told PartnerRe it was unhappy with the terms of an $11 billion (£7.3 billion) all-share deal with Axis to create one of the world's largest reinsurers.

That deal, agreed in January, could be disrupted by a competing $6.4 billion, all-cash offer from Italian holding company Exor, controlled by the Agnelli family.

Exor is offering $130 per PartnerRe share, or a 16 percent premium to the implied value under the Axis agreement.

"We were happy to see the proposal yesterday from Exor, which, without a doubt, is a better deal - a much superior deal - to the current proposal on the table," Langerman told Reuters on Thursday.

FMA owned a 4.75 percent stake in PartnerRe as of Dec. 31, according to Thomson Reuters data.

Langerman said PartnerRe should engage not only Exor but "any and all interested parties" to explore whether it can find a better offer.

Asked whether bidding for PartnerRe could become hostile, he said Exor's offer added "an element that hasn't been there before" in an industry where deals are typically "friendly".

Exor boss John Elkann, an Agnelli scion, said the proposal was fully valued when asked the same question on Wednesday.

PartnerRe could not immediately be reached for comment.

(Editing by Simon Jennings and Robin Paxton)

By Richa Naidu

Stocks treated in this article : Axis Capital Holdings Limited, Partnerre Ltd, EXOR SpA