LOAN AGREEMENT Dated as of October 25, 2005 among PARTNERRE LTD. as Borrower, CITIBANK, N.A., as Administrative Agent and The lenders from time to time party heretoLoan Agreement • October 31st, 2005 • Partnerre LTD • Accident & health insurance • New York
LOAN AGREEMENT dated as of October 25, 2005 among PARTNERRE, a Bermuda company (the “Borrower”), the lenders from time to time party hereto (the “Lenders”) and CITIBANK, N.A., as Administrative Agent (with its successors, the “Administrative Agent”).
9,181,570 Shares PARTNERRE LTD. COMMON SHARES, PAR VALUE $1.00 PER SHARE UNDERWRITING AGREEMENTUnderwriting Agreement • October 31st, 2005 • Partnerre LTD • Accident & health insurance • New York
PartnerRe Ltd., a Bermuda company (the “Company”), proposes to issue and sell to Citigroup Global Markets Inc. (the “Underwriter”) 2,448,980 (the “Firm Shares”) of its common shares, par value $1.00 per share (“Common Shares”). Additionally, Citibank, N.A. (the “Forward Counterparty”) proposes to sell to the Underwriter 4,207,869 Common Shares (the “Hedge Shares” and, together with the Firm Shares, the “Shares”). The Forward Counterparty has entered into a forward stock purchase agreement, consisting of a Confirmation (which incorporates the terms of an ISDA Master Agreement) dated the date hereof, with the Company (the “Forward Purchase Contract”), pursuant to which the Company has agreed to issue, and the Forward Counterparty has agreed to purchase, pursuant to the terms of such Forward Purchase Contract, a number of Common Shares specified thereunder. The Forward Counterparty or its affiliates also propose to sell from time to time an additional 2,524,721 Common Shares (the “Additio
CONFIRMATIONConfirmation • October 31st, 2005 • Partnerre LTD • Accident & health insurance
This Confirmation evidences a complete binding agreement between you and us as to the terms of the Transaction. This Confirmation and any confirmation for an Additional Payment Transaction (as defined hereinafter) shall supplement, form a part of, and be subject to an agreement in the form of the 1992 ISDA Master Agreement (Multicurrency-Cross Border) (the “ISDA Agreement”) in the form published by the International Swaps and Derivatives Association, Inc. (“ISDA”) as if we had executed an agreement in such form (with a Schedule that elected a Termination Currency of U.S. Dollars (“USD”)) on the date hereof. A copy of the ISDA Agreement has been, or promptly after the date hereof will be, delivered to you.
