PURCHASE AGREEMENTPurchase Agreement • February 26th, 2021 • WP Windstar Investments LTD • Fire, marine & casualty insurance • Delaware
PURCHASE AGREEMENT, dated as of February 16, 2021, by and among (i) Arch Reinsurance Ltd. (“Seller”) and (ii) WP Windstar Investments Ltd (“Buyer”).
PARTICIPANT AGREEMENTParticipant Agreement • February 26th, 2021 • WP Windstar Investments LTD • Fire, marine & casualty insurance • New York
This Participant Agreement (this “Agreement”), dated as of September 3, 2020, is entered into by and among Kelso & Company, L.P. (“Kelso”), Warburg Pincus LLC (“Warburg”) and Arch Capital Group Ltd. (“Arch”). Kelso, Warburg and Arch are collectively referred to as the “Participants”.
AMENDED AND RESTATED INTERIM INVESTORS AGREEMENTInterim Investors Agreement • February 26th, 2021 • WP Windstar Investments LTD • Fire, marine & casualty insurance • Delaware
This AMENDED AND RESTATED INTERIM INVESTORS AGREEMENT (this “Agreement”) is entered into on February 16, 2021, and effective as of November 2, 2020, by and among Greysbridge Holdings Ltd., a Bermuda exempted company limited by shares (“NewCo”), and each of the Investors (as defined herein).
VOTING AND SUPPORT AGREEMENTVoting and Support Agreement • February 26th, 2021 • WP Windstar Investments LTD • Fire, marine & casualty insurance • Delaware
VOTING AND SUPPORT AGREEMENT, dated as of February 16, 2021 (this “Agreement”), is made and entered into by and between WATFORD HOLDINGS LTD., a Bermuda exempted company (the “Company”), and THE UNDERSIGNED SHAREHOLDER (the “Shareholder”) of the Company. Capitalized terms used but not defined herein shall have the meanings ascribed to them in the Merger Agreement (as defined below).
JOINT FILING AGREEMENTJoint Filing Agreement • February 26th, 2021 • WP Windstar Investments LTD • Fire, marine & casualty insurance
Pursuant to Rule 13d-1(k) promulgated under the Securities Exchange Act of 1934, as amended, the undersigned hereby agree to the joint filing of this Statement on Schedule 13D including any amendments thereto. This Joint Filing Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which shall constitute one and the same instrument.
Greysbridge Holdings Ltd. c/o Arch Capital Group Ltd. Waterloo House, Ground Floor Pembroke HM 08, Bermuda Ladies and Gentlemen:WP Windstar Investments LTD • February 26th, 2021 • Fire, marine & casualty insurance • Delaware
This letter agreement amends and restates and replaces in its entirety the letter agreement dated November 2, 2020 among the parties hereto with respect to the subject matter hereof.
