Item 1.01 Entry into a Material
Definitive Agreement.
The information set forth in Item 2.03 of this report is
incorporated herein by reference.
Item 2.03 Creation of a Direct
Financial Obligation or an Obligation Under an Off-Balance Sheet Arrangement of the
Registrant.
On April 1, 2022, W. R. Berkley Corporation (the “Company”) entered into a
five-year revolving credit facility pursuant to a credit agreement
(the “Credit
Agreement”) among the Company, as borrower, each lender from
time to time party thereto, each of Credit Suisse AG, New York
Branch, JPMorgan Chase Bank, N.A. and Morgan Stanley Senior
Funding, Inc., as Syndication Agents, and Bank of America, N.A., as
Administrative Agent, Several L/C Agent and Fronting L/C Issuer.
Capitalized terms used but not defined herein have the meanings
ascribed to them in the Credit Agreement.
The Credit Agreement provides for revolving, unsecured borrowings
up to an aggregate of $300,000,000 with a $50,000,000 sublimit for
letters of credit. The Company may increase the amount available
under the facility to a maximum of $500,000,000, subject to
obtaining lender commitments for the increase and other customary
conditions set forth in the Credit Agreement. Borrowings under the
Credit Agreement may be used for working capital and other general
corporate purposes. All borrowings under the Credit Agreement must
be repaid by April 1, 2027, except that letters of credit
outstanding on that date may remain outstanding until April 1,
2028 (or such later date approved by all lenders).
The Company pays interest on balances outstanding under the
facility and a fee for letters of credit issued under the facility.
Borrowings bear interest at an annual rate equal to (i) either
Term SOFR or the Base Rate plus (ii) an applicable margin. The
Company is also required to pay the lenders a quarterly commitment
fee on the average unused amount of the facility.
The Credit Agreement contains representations and warranties and
covenants that are customary for facilities of this type. The
Credit Agreement includes financial covenants that require that the
Company (i) not exceed a maximum leverage ratio and
(ii) maintain a minimum amount of consolidated net worth.
Amounts due under the Credit Agreement may be accelerated upon an
Event of Default if not otherwise cured or waived.
The foregoing description of the Credit Agreement does not purport
to be complete and is subject to, and qualified in its entirety by,
the full text of the Credit Agreement, which is attached hereto
as Exhibit
10.1 and incorporated by reference herein.
Item 9.01 Financial Statements and
Exhibits
(d) Exhibits
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Exhibit No.
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Description
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| 10.1 |
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Credit
Agreement, dated as of April 1, 2022, by and among W. R.
Berkley Corporation, as borrower, each lender from time to time
party thereto, Credit Suisse AG, New York Branch, JPMorgan Chase
Bank, N.A. and Morgan Stanley Senior Funding, Inc. as Syndication
Agents, and Bank of America, N.A., as Administrative Agent, Several
L/C Agent and Fronting L/C Issuer.* |
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| 104 |
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Cover Page Interactive Data File
(formatted in Inline XBRL) |
| * |
Schedules have been omitted pursuant to Item 601(b)(2) of
Regulation S-K. The Company
hereby undertakes to furnish supplementally copies of any of the
omitted schedules upon request by the SEC.
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