Amendment of Credit Agreement, dated May 5, 2021, between Everest Reinsurance (Bermuda), Ltd. and Wells Fargo Bank, N.A. as administrative agent, providing for a $500.0 million credit

Contract Categories: Business Finance - Credit Agreements
EX-10.1 7 exhibit101.htm EXHIBIT 10-1 exhibit101
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
13879370v5 24740.00061
 
Pricing
Level
Commitment
Utilization
 
Ratio
Commitment Fee
I
≥ 50%
0.125%
II
< 50%
0.225%
EXECUTION VERSION
 
FIRST AMENDMENT TO STANDBY
 
LETTER OF CREDIT AGREEMENT
This
FIRST AMENDMENT TO STANDBY
 
LETTER OF CREDIT AGREEMENT
, dated as of May 5, 2021
(this “Amendment”), is by and
 
among EVEREST REINSURANCE (BERMUDA), LTD., a company incorporated
and
 
existing
 
under
 
the
 
laws
 
of
 
Bermuda
 
(the
 
“Account
 
Party”),
 
and
 
WELLS
 
FARGO
 
BANK,
 
NATIONAL
ASSOCIATION, a national
 
banking association ( “Bank”).
RECITALS
The
 
Account
 
Party
 
and
 
Bank
 
are
 
parties
 
to
 
a
 
Standby
 
Letter
 
of
 
Credit
 
Agreement,
 
dated
 
as
 
of
February 23, 2021 (the “Agreement”),
 
pursuant to which Bank has made available
 
to the Account Party a
letter of credit facility for the issuance of standby letters of credit.
 
Capitalized terms used but not defined
herein shall have the meanings assigned to such terms
 
in the Agreement.
 
The parties now desire to amend the Agreement on the terms
 
and conditions set forth herein.
STATEMENT
 
OF AGREEMENT
 
The parties hereto agree as follows:
ARTICLE I
AMENDMENTS TO AGREEMENT
1.1
 
Amendments
 
to
 
Section
 
1
 
(Defined
 
Terms)
.
 
Section
 
1
 
of
 
the
 
Agreement
 
is
 
hereby
amended by adding the following defined terms:
“
Applicable Margin
” means the corresponding percentage per annum as set forth
 
below
based
 
on
 
the
 
percentage
 
ratio
 
(the
 
“Commitment
 
Utilization
 
Ratio”)
 
of
 
Outstanding
Letters of Credit to the Commitment:
 
 
 
 
“
Foreign Currency Sublimit
” means the Foreign Currency Equivalent
of $50,000,000.
 
 
1.2
 
Amendment to
 
Commitment Amount
.
 
The definition
 
of “Commitment”
 
in Section
 
1 of
the Agreement is hereby amended by replacing
 
“$50,000,000” in such definition with “$500,000,000”.
1.3
 
Amendment
 
to
 
Commitment
 
Termination
 
Date
.
 
The
 
defin
ition
 
of
 
“Commitment
Termination
 
Date”
 
in Section
 
1 of
 
the Agreement
 
is hereby
 
amended by
 
replacing “February
 
22, 2022”
with “May 5, 2023”.
 
 
 
 
 
 
 
13879370v5 24740.00061
 
1.4
 
Amendment to Section 2(a)
.
 
Section 2(a) of the Agreement is
 
hereby amended by adding
the following proviso to the end of the first
 
sentence in such Section:
“; provided, that no Letter of
 
Credit shall be issued
 
if (i) the Stated Amount
 
thereof upon issuance,
when added to the Outstanding Letters of Credit, would
 
exceed the Commitment at such time or
(ii) if such Letter of Credit is denominated in a Foreign Currency, the Stated Amount thereof upon
issuance, when
 
added to
 
the Outstanding
 
Letters
 
of Credit
 
denominated in
 
a Foreign
 
Currency,
would exceed the Foreign
 
Currency Sublimit at such time.
1.5
 
Amendment to
 
Commi
tment Fee
.
 
Section 2(i)(ii)
 
of the
 
Agreement
 
is hereby
 
amended
and restated as follows:
 
“(ii)
 
a non
-
refundable commitment fee
 
(a “
Commitment Fee
”), for each calendar
 
quarter (or
portion thereof)
 
at a
 
per annum
 
rate
 
equal to
 
the Applicable
 
Margin in
 
effect
 
for such
 
fee from
time
 
to
 
time
 
on
 
the
 
average
 
daily
 
aggregate
 
unused
 
portion
 
of
 
the
 
Commitment,
 
payable
 
in
arrears (A) on the last Business Day of each calendar quarter,
 
beginning with the first such day to
occur
 
after
 
the
 
Closing
 
Date
 
through
 
the
 
Commitment
 
Termination
 
Date
 
and
 
(B)
 
on
 
the
Commitment Termination
 
Date; and”.
1.6
 
Amendment to Letter of Credit Fee
.
 
Section 2(i)(iii) of the Agreement is hereby amended
by replacing “0.425%” with “0.375%”.
 
ARTICLE II
CONDITIONS OF EFFECTIVENESS
2.1
 
This
Amendment
 
shall
 
become
 
effective
 
when,
 
and
 
only
 
when,
 
each
 
of
 
the
 
following
conditions precedent shall have been
 
satisfied:
(a)
 
Bank shall
 
have
 
received
 
a duly
 
executed
 
counterpart
 
of this
 
Amendment from
the Account Party; and
(b)
 
The Account Party
 
shall have paid
 
to Bank (i) a
 
non
-
refundable upfront
 
fee in an
aggregate amount equal to 0.05% of the Commitment
 
(after giving effect to this Amendment),
 
and (ii) all
reasonable, documented
 
out-of-pocket
 
costs and
 
expenses of
 
Bank in
 
connection with
 
the preparation,
negotiation, execution and delivery of this
 
Amendment (including, without limitation, the
 
reasonable fees
and out-of-pocket
 
expenses of counsel for Bank with respect
 
thereto).
 
 
ARTICLE III
REPRESENTATIONS
 
AND WARRANTIES
 
To induce Bank to enter into this
 
Amendment, the Account Party represents and
 
warrants to Bank
that (i) the representations
 
and warranties contained
 
in the Agreement and
 
the other Credit Documents
are true and
 
correct in all
 
material respects as
 
of the
 
date hereof, both immediately before and
 
after giving
effect to
 
this Amendment, except
 
for any
 
representation
 
and warranty
 
that is qualified
 
by materiality or
reference
 
to Material
 
Adverse
 
Effect,
 
which such
 
representation
 
and warranty
 
is true
 
and correct
 
in all
respects, on and as of the date hereof (except for any
 
such representation and warranty
 
that by its terms
is made
 
only as
 
of an
 
earlier date,
 
which representation
 
and warranty
 
is true
 
and correct
 
in all
 
material
 
 
 
 
 
 
13879370v5 24740.00061
 
respects
 
as
 
of
 
such
 
earlier
 
date,
 
except
 
for
 
any
 
such
 
representation
 
and
 
warranty
 
that
 
is
 
qualified
 
by
materiality or
 
reference
 
to Material
 
Adverse Effect,
 
which such representation
 
and warranty
 
is true and
correct in
 
all respects
 
as of
 
such earlier
 
date) and
 
(ii) no Default
 
or Event
 
of Default
 
has occurred
 
and is
continuing, both immediately before
 
and immediately after giving effect
 
to this Amendment.
 
 
ARTICLE IV
ACKNOWLEDGMENT AND CONFIRMATION
The Account
 
Party
 
hereby
 
confirms
 
and agrees
 
that after
 
giving effect
 
to this
 
Amendment,
 
the
Agreement and
 
the other Credit
 
Documents remain
 
in full force
 
and effect
 
and enforceable
 
against it
 
in
accordance
 
with
 
their
 
respective
 
terms
 
and
 
shall
 
not
 
be
 
discharged,
 
diminished,
 
limited
 
or
 
otherwise
affected in any respect,
 
and the amendments to the Agreement made
 
pursuant to this Amendment shall
not,
 
in
 
any
 
manner,
 
be
 
construed
 
to
 
constitute
 
payment
 
of,
 
or
 
impair,
 
limit,
 
cancel
 
or
 
extinguish,
 
or
constitute a novation in respect of, the Obligations of the Account Party evidenced by
 
or arising under the
Agreement
 
and
 
the
 
other
 
Credit
 
Documents,
 
which
 
shall
 
not
 
in
 
any
 
manner
 
be
 
impaired,
 
limited,
terminated, waived or
 
released, but shall continue in
 
full force and effect.
 
The Account Party represents
and warrants
 
to Bank
 
that it
 
has no
 
knowledge
 
of any
 
claims, counterclaims,
 
offsets,
 
or defenses
 
to or
with respect
 
to its
 
obligations under
 
the Credit
 
Documents, or
 
if the Account
 
Party has
 
any such
 
claims,
counterclaims,
 
offsets,
 
or
 
defenses
 
to
 
the
 
Credit
 
Documents
 
or
 
any
 
transaction
 
related
 
to
 
the
 
Credit
Documents, the same are hereby waived,
 
relinquished, and released in consideration
 
of the execution of
this Amendment.
 
This acknowledgment and confirmation by the Account
 
Party is made and delivered to
induce Bank to enter into
 
this Amendment.
 
The Account Party acknowledges
 
that Bank would not enter
into this Amendment in the absence of the acknowledgment and confirmation
 
contained herein.
 
ARTICLE V
MISCELLANEOUS
 
5.1
Credit Document
.
 
From and after the date hereof (a) all references to the Agreement set
forth
 
in
 
any
 
Credit
 
Document
 
or
 
other
 
agreement
 
or
 
instrument
 
shall,
 
unless
 
otherwise
 
specifically
provided,
 
be
 
references
 
to
 
the
 
Agreement
 
as
 
amended
 
by
 
this
 
Amendment
 
and
 
as
 
may
 
be
 
further
amended, modified,
 
restated or supplemented from
 
time to
 
time, and
 
(b) this
 
Amendment shall constitute
a Credit Document and
 
all provisions of the
 
Agreement and the other Credit
 
Documents applicable hereto
shall be deemed
 
to be incorporated
 
herein by reference.
 
Nothing herein shall
 
be deemed to
 
entitle the
Account Party or any other
 
party to a consent to,
 
or a waiver,
 
amendment, modification or other change
of, any of the terms, conditions, obligations, covenants or agreements contained in the Agreement or any
other Credit Document in similar or different
 
circumstances.
5.2
Governing Law
.
 
This Amendment
 
shall be
 
governed
 
by and
 
construed
 
and enforced
 
in
accordance
 
with
 
the
 
laws
 
of
 
the
 
State
 
of
 
New
 
York
 
(without
 
regard
 
to
 
the
 
conflicts
 
of
 
law
 
provisions
thereof).
5.3
Severability
.
 
To
 
the extent
 
any provision
 
of this
 
Amendment is
 
prohibited by
 
or invalid
under the applicable law of
 
any jurisdiction, such provision
 
shall be ineffective
 
only to the extent
 
of such
 
 
 
 
 
 
 
13879370v5 24740.00061
 
prohibition or invalidity
 
and only in
 
any such jurisdiction,
 
without prohibiting or
 
invalidating such provision
in any other jurisdiction or the remaining provisions
 
of this Amendment in any jurisdiction.
5.4
Successors and Assigns
.
 
This Amendment shall
 
be binding upon,
 
inure to the
 
benefit of
and be enforceable by the respective
 
successors and permitted assigns of the parties hereto.
5.5
Construction
.
 
The headings of
 
the various sections
 
and subsections of
 
this Amendment
have been
 
inserted for
 
convenience only
 
and shall not
 
in any
 
way affect
 
the meaning or
 
construction of
any of the provisions hereof.
5.6
Integration; Counterparts
.
 
This Amendment constitutes the entire contract
 
among the
parties hereto with respect to the subject matter
 
hereof and supersedes any and all prior
 
agreements
and understandings, oral or written,
 
relating to the subject matter hereof.
 
This Amendment may be
executed and delivered
 
via facsimile or electronic mail with the same force
 
and effect as if an original
were executed and may
 
be signed in any number of counterparts, each of which
 
shall be an original,
with the same effect as if the signatures
 
hereto were upon the same instrument.
 
The words “execution,”
“signed,”
 
“signature,”
 
and words of like import in this Amendment
 
shall be deemed to include electronic
signatures or the keeping of records
 
in electronic form, each of which shall be of the same
 
legal effect,
validity or enforceability as a manually
 
executed signature or the use
 
of a paper-based recordkeeping
system, as the case may
 
be, to the extent and as provided
 
for in any applicable law,
 
including the
Federal Electronic Signatures
 
in Global and National Commerce Act, the New York
 
State Electronic
Signatures and Records Act, or
 
any other similar state laws
 
based on the Uniform Electronic Transactions
Act. For the avoidance of doubt, the authorization
 
under this paragraph may include,
 
without limitation,
use or acceptance by Bank of a manually signed letter
 
which has been converted into electronic
 
form
(such as scanned into “.pdf”
 
format), or an electronically signed letter
 
converted into another format,
for transmission, delivery and/or
 
retention.
 
5.7
Expenses
. The Account Party
 
shall (i) pay all
 
reasonable, documented fees
 
and expenses
of
 
counsel
 
to
 
Bank
 
and
 
(ii)
 
reimburse
 
Bank
 
for
 
all
 
reasonable,
 
documented
 
out-of-pocket
 
costs
 
and
expenses, in each case, in connection with the preparation, negotiation, execution
 
and/or delivery of this
Amendment.
[signatures follow]
 
 
 
IN WITNESS WHEREOF
, the parties hereto have caused this
 
Amendment to be executed by
their duly authorized officers as of the date
 
first above written.
EVEREST REINSURANCE (BERMUDA), LTD.
By:
 
/S/ CHRISTOPHER S. DOWNEY
 
 
Name:
 
Christopher S. Downey
 
 
Title:
 
Mana
ging Director and Chief Executive
 
Officer
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Signature Page to First Amendment to Standby Letter
 
of Credit
 
 
 
 
 
 
 
 
WELLS FARGO BANK,
 
NATIONAL
 
ASSOCIATION
 
By:
 
/S/ WILLIAM R. GOLEY
 
 
Name:
 
William R. Goley
 
 
Title:
 
Managing Director
 
 
 
 
WELLS FARGO BANK, NATIONAL
 
ASSOCIATION
 
 
By:
 
/S/ WILLIAM R. GOLEY
 
Name:
 
William R. Goley
 
 
Title:
 
Managing Director
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Signature Page to First Amendment to Standby Letter
 
of Credit
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
SCHEDULE I
 
COLLATERAL
 
BASE
 
Type of Security
Advance
Rates
Cash (denominated in USD) or Certificate of Deposit
100%
Mutual Funds
Listed (on a nationally recognized
 
U.S. exchange) Money Market
 
Mutual Funds
90%
U.S. Fixed Income Mutual Funds (excluding
 
high yield and tax exempt)
80%
U.S. Government Bills, Notes, and U.S.
 
Government Sponsored Agency Securities
(1)
Maturing in 5 years or less
95%
Maturing in more than 5 years
90%
High Grade U.S. Corporate/Municipal/Structured
 
Fixed Income Securities (AA/Aa2
 
or better)
Maturing in 5 years or less
90%
Maturing in more than 5 years
85%
Intermediate Grade U.S. Corporate/Municipal/Structured
 
Fixed Income Securities
(BBB/Baa2 or better but worse than AA/Aa2)
(2)
Maturing in 5 years or less
85%
Maturing in more than 5 years
80%
Commercial Paper
A1 or P1 Graded Commercial Paper
85%
A2 or P2 Graded Commercial Paper
80%
 
Notes:
 
(1)
 
 
U.S. Government Bills/Notes/Sponsored Agencies include:
 
U.S. Treasury Bills, Notes, and Bonds;
U.S. Government Agency and U.S.
 
Government Sponsored Enterprise (GSE) Securities. Also
 
included are
Mortgage-Backed
 
Securities (MBSs).
 
GSE and
 
MBS securities
 
include Fannie
 
Mae, Freddie
 
Mac, Ginnie
Mae, FHLB System Banks, and Federal
 
Farm Credit Banks.
 
(2) Securities rated BBB or Baa2 shall not comprise greater
 
than 20% of Collateral Value.
 
 
 
 
 
 
 
 
 
 
 
Signature Page to First Amendment to Standby Letter
 
of Credit
 
 
 
 
 
EXHIBIT A
FORM OF
OFFICER’S COMPLIANCE
 
CERTIFICATE
THIS CERTIFICATE
 
is given pursuant to Section 7(c)(i)
 
of the Standby Letter of Credit
 
Agreement,
dated as of February 23, 2021 (as amended, restated,
 
modified or supplemented from time to time, the
“Credit
 
Agreement,”
 
the
 
terms
 
defined
 
therein
 
being
 
used
 
herein
 
as
 
therein
 
defined),
 
among
 
Everest
Reinsurance
 
(Bermuda),
 
Ltd.,
 
a
 
company
 
incorporated
 
and
 
existing
 
under
 
the
 
laws
 
of
 
Bermuda
 
(the
“Account
 
Party”), and Wells Fargo
 
Bank, National Association (the “Bank”).
The undersigned hereby certifies that:
1.
 
He
 
or
 
she
 
is
 
the
 
[Chief
 
Executive
 
Officer]
 
[Chief
 
Financial
 
Officer]
 
[Vice
 
President
—
Finance] [Principal Accounting Officer] [Treasurer]
 
[Assistant Treasurer]
 
of the Account Party.
2.
 
Enclosed with this Certificate are copies of the financial st
atements of the Account Party
and
 
its
 
Subsidiaries
 
as
 
of
 
_____________,
 
and
 
for
 
the
 
[________-month
 
period]
 
[year]
 
then
 
ended,
required
 
to be
 
delivered
 
under Section
 
7(a) of
 
the Credit
 
Agreement.
 
Such financial
 
statements
 
have
been prepared in accordance with GAAP [(subject to the absence of notes required by GAAP and subject
to normal year
 
-end adjustments)]
 
and present
 
fairly,
 
in all material
 
respects, the financial
 
condition of
the Account Party and its Subsidiaries on a consolidated
 
basis as of the date indicated and the results
 
of
operations
 
of
 
the
 
Account
 
Party
 
and
 
its
 
Subsidiaries
 
on
 
a
 
consolidated
 
basis
 
for
 
the
 
period
 
covered
thereby.
3.
 
The
 
undersigned
 
has
 
reviewed
 
the
 
terms
 
of
 
the
 
Credit
 
Agreement
 
and
 
has
 
made,
 
or
caused
 
to
 
be
 
made
 
under
 
the
 
supervision
 
of
 
the
 
undersigned,
 
a
 
review
 
in
 
reasonable
 
detail
 
of
 
the
transactions and condition
 
of the
 
Account Party and
 
its Subsidiaries during
 
the accounting period
 
covered
by such financial statements.
4.
 
The examination
 
described in paragraph
 
3 above did
 
no
t disclose, and
 
the undersigned
has
 
no
 
knowledge
 
of
 
the
 
existence
 
of,
 
any
 
Default
 
or
 
Event
 
of
 
Default
 
during
 
or
 
at
 
the
 
end
 
of
 
the
accounting period
 
covered by
 
such financial statements
 
or as of
 
the date
 
of this Certificate
 
[, except
 
as
set forth below.
Describe here or in a separate attachment
 
any exceptions to paragraph
 
4 above by listing, in reasonable
detail, the
 
nature of
 
the Default
 
or Event
 
of Default,
 
the period
 
during which
 
it existed
 
and the
 
action
that Everest has taken
 
or proposes to take with
 
respect thereto].
5.
 
Attached
 
to
 
this Certificate
 
as Annex
 
A is
 
a covenant
 
compliance
 
worksheet
 
reflecting
the computation
 
of the financial
 
covenants set
 
forth in Section
 
8 of the Credit
 
Agreement as of
 
the last
day of the period covered by the financial
 
statements enclosed herewith.
 
IN
 
WITNESS
 
WHEREOF,
 
the
 
undersigned
 
has
 
executed
 
and
 
delivered
 
this
 
Certificate
 
as
 
of
 
the
_______ day of _____________, ____.
EVEREST REINSURANCE (BERMUDA), LTD.
By:______________________________________
Name:____________________________________
 
 
 
 
 
 
Title:_____________________________________
 
 
ANNEX A
 
COVENANT COMPLIANCE WORKSHEET
 
A.
 
Minimum Total
 
Shareholder’s Equity
(Section 8(a) of the Credit Agreement)
 
(
1
)
Total
 
Shareholder’s Equity as of the date
 
of
determination
a)
Required:
$2,143,539,163.00
b)
Actual:
$
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Signature Page to First Amendment to Standby Letter
 
of Credit
 
 
 
 
 
 
 
 
 
 
 
 
B.
 
Financial Strength Rating
(Section 8(b) of the Credit Agreement)
 
(1)
Has the Account Party maintained a financial
 
strength rating by
A.M. Best Company at all times from the date
 
of the most
recently delivered Officer’s
 
Compliance Certificate to and
including the date hereof?
___
 
Yes
___
 
No
(2)
Has the financial strength rating by
 
A.M. Best Company for the
Account Party been equal to or better
 
than “B++” at all times
during the period described in line (1) above?
___
 
Yes
___
 
No
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Signature Page to First Amendment to Standby Letter
 
of Credit
 
 
 
 
 
 
 
EXHIBIT B
 
FORM OF
COLLATERAL
 
VALUE CERTIFICATE
 
____________, 20__
Wells Fargo
 
Corporate Banking
550 South Tryon Street
MAC D1086-330
Charlotte, NC 28202
Attention: William R. Goley
Ladies and Gentlemen:
Reference
 
is made
 
to
 
the Standby
 
Letter
 
of Credit
 
Agreement,
 
dated
 
as of
 
February 23,
 
2021,
among
 
Everest
 
Reinsurance
 
(Bermuda),
 
Ltd.,
 
a
 
company
 
incorporated
 
and
 
existing
 
under
 
the
 
laws
 
of
Bermuda (the “Account
 
Party”), and Wells
 
Fargo BaPnk,
 
National Association (the “Bank”)
 
(as amended
or
 
otherwise
 
modified
 
from
 
time
 
to
 
time,
 
the
 
“Credit
 
Agreement”).
 
Terms
 
defined
 
in
 
the
 
Credit
Agreement
 
are,
 
unless
 
otherwise
 
defined
 
herein
 
or
 
the
 
context
 
otherwise
 
requires,
 
used
 
herein
 
as
defined therein.
This Collateral Value Certificate is delivered pursuant to Section 7(e)(iii) of
 
the Credit Agreement.
 
The date
 
of this
 
Collateral
 
Value
 
Certificate
 
is _____________,
 
20__ (the
 
“Certificate Date”).
 
Set forth
on
 
Attachment
 
A
 
is
 
the
 
computation
 
of
 
the
 
Collateral
 
Value
 
of
 
the
 
Collateral
 
and
 
certain
 
other
information
 
required
 
by
 
Section
 
7(e)(iii)
 
of
 
the
 
Credit
 
Agreement
 
as
 
of
 
______________,
 
20__
 
(the
“Valuation
 
Date”),
 
calculated
 
in
 
accordance
 
with
 
the
 
definition
 
of
 
“Collateral
 
Value”
 
contained
 
in
 
the
Credit Agreement and the other provisions
 
of the Credit Agreement (including Schedule I thereto).
The undersigned
 
hereby certifies
 
that (i)
 
the information
 
on Attachment
 
A correctly
 
sets forth
the Collateral Value (in the aggregate and for each category of Collateral)
 
and the Outstanding Letters of
Credit
 
as
 
of
 
the
 
Valuation
 
Date;
 
(ii)
 
the
 
Outstanding
 
Letters
 
of
 
Credit
 
do
 
not
 
exceed
 
the
 
aggregate
Collateral Value
 
as of the Valuation
 
Date; and (iii) nothing has come to
 
the attention of the undersigned
to cause
 
the undersigned
 
to believe
 
that the
 
Bank does
 
not have
 
a first
 
priority perfected
 
Lien on
 
and
security interest in the Collateral
 
set forth on Attachment
 
A as of the Certificate Date.
 
[Signature page to follow]
 
 
 
 
 
 
Signature Page to First Amendment to Standby Letter
 
of Credit
 
 
 
 
 
 
ACCOUNT PARTY:
 
EVEREST REINSURANCE (BERMUDA), LTD.
 
By:
 
____________________________________
 
Name:
 
Title:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Signature Page to First Amendment to Standby Letter
 
of Credit
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
ATTACHMENT
 
A
 
COLLATERAL
 
VALUE OF THE
 
COLLATERAL
 
Type of Security
Value
Advance Rates
Collateral Value
Cash (denominated in USD) or Certificate of
Deposit
$________
100%
$________
Mutual Funds
Listed (on a nationally recognized
 
U.S.
exchange) Money Market
 
Mutual Funds
U.S. Fixed Income Mutual Funds
(excluding high yield and tax exempt)
$________
$________
90%
80%
$________
$________
U.S. Government Bills, Notes, and U.S.
Government Sponsored Agency Securities
(1)
Maturing in 5 years or less
$________
95%
$________
Maturing in more than 5 years
$________
90%
$________
High Grade U.S.
Corporate/Municipal/Structured Fixed
Income Securities (AA/Aa2 or better)
Maturing in 5 years or less
$________
90%
$________
Maturing in more than 5 years
$________
85%
$________
Intermediate Grade U.S.
Corporate/Municipal/Structured Fixed
Income Securities (BBB/Baa2 or better but
worse than AA/Aa2)
(2)
Maturing in 5 years or less
$________
85%
$________
Maturing in more than 5 years
$________
80%
$________
Commercial Paper
A1 or P1 Graded Commercial Paper
$________
85%
$________
A2 or P2 Graded Commercial Paper
$________
80%
$________
Total
 
Collateral Value
$________
 
 
 
Notes
:
 
(1)
 
 
U.S. Government Bills/Notes/Sponsored Agencies include:
 
U.S. Treasury Bills, Notes, and Bonds;
U.S. Government Agency and U.S.
 
Government Sponsored Enterprise (GSE) Securities. Also
 
included are
Mortgage-Backed
 
Securities (MBSs).
 
GSE and
 
MBS securities
 
include Fannie
 
Mae, Freddie
 
Mac, Ginnie
Mae, FHLB System Banks, and Federal
 
Farm Credit Banks.
 
(2) Securities rated BBB or Baa2 shall not comprise greater
 
than 20% of Collateral Value.
 
 
 
 
 
 
 
 
 
Signature Page to First Amendment to Standby Letter
 
of Credit
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Outstanding Letters of Credit
Beneficiary
Issue Date
Undrawn
 
Amount
Unreimbursed
Drawings
$________
$________
Total
 
Outstanding Letters of Credit
$________
$________
 
Ratio of aggregate Collateral
 
Value to Outstanding
 
Letters of Credit: ____________
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Signature Page to First Amendment to Standby Letter
 
of Credit