UNDERWRITING AGREEMENTUnderwriting Agreement • June 22nd, 2018 • Enstar Group LTD • Fire, marine & casualty insurance • New York
Enstar Group Limited, an exempted company formed under the laws of Bermuda (the “Company”), confirms its agreement with Wells Fargo Securities, LLC (“Wells Fargo”), Morgan Stanley & Co. LLC (“Morgan Stanley”), J.P. Morgan Securities LLC (“J.P. Morgan”), Barclays Capital Inc. (“Barclays”), HSBC Securities (USA) Inc. (“HSBC”) and each of the other Underwriters named in Exhibit A hereto (collectively, the “Underwriters,” which term shall also include any underwriter substituted as hereinafter provided in Section 10 hereof), for whom Wells Fargo, Morgan Stanley, J.P. Morgan, Barclays and HSBC are acting as representatives (in such capacity, the “Representatives”), with respect to the issue and sale by the Company and the purchase by the Underwriters, acting severally and not jointly, of the respective number set forth in said Exhibit A hereto of 16,000,000 depositary shares (the “Depositary Shares”), each representing ownership of a 1/1,000th interest in a share of 7.00% Fixed-to-Floating
