REGISTRATION RIGHTS AGREEMENTRegistration Rights Agreement • February 26th, 2021 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance • New York
REGISTRATION RIGHTS AGREEMENT, dated as of February 26, 2021 (the “Agreement”), by and among SiriusPoint Ltd., a Bermuda exempted company limited by shares (formerly known as Third Point Reinsurance Ltd., the “Company”), and CM Bermuda Limited, a Bermuda holding company (“CM Bermuda”) (together with its successors and assigns, the “Investor”). The Investor and any other party that may become a party hereto in accordance with Section 9(d) are referred to collectively as the “Shareholders” and individually each as a “Shareholder”.
ContractContingent Value Rights Agreement • February 26th, 2021 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance
ContractWarrant Agreement • February 26th, 2021 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance • New York
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • February 26th, 2021 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance
THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) dated as of February 26, 2021, is by and among SiriusPoint Ltd., a Bermuda exempted company limited by shares (the “Company”), CM Bermuda Limited, a Bermuda exempted company limited by shares (the “Investor”), and any other Person that may hereafter become party hereto in the capacity as a shareholder of the Company in accordance with the terms and provisions of this Agreement (all such parties other than the Company, collectively, the “Investors” and each, an “Investor”).
UPSIDE RIGHTUpside Right • February 26th, 2021 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance
FOR VALUE RECEIVED, the undersigned, SiriusPoint Ltd., a Bermuda exempted company limited by shares (formerly known as Third Point Reinsurance Ltd., the “Company”), hereby unconditionally promises to pay to the holders of this Upside Right reflected from time to time on the books and records of the Company or its agent (the “Holder”), in the manner set forth in Section 5, the aggregate principal amount of $100,070,726, in the amount, at the times, in the manner and subject to the terms and conditions set forth in this Upside Right (this “Upside Right”). This Upside Right is issued in accordance with that certain Agreement and Plan of Merger, dated as of August 6, 2020, by and among Sirius International Insurance Group, Ltd., a Bermuda exempted company limited by shares, the Company and Yoga Merger Sub Limited (the “Merger Agreement”). Capitalized terms used but not otherwise defined herein shall have the meanings given to such terms in the Merger Agreement.
INVESTOR RIGHTS AGREEMENTInvestor Rights Agreement • February 26th, 2021 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance
THIS INVESTOR RIGHTS AGREEMENT (this “Agreement”) dated as of February 26, 2021, is by and between SiriusPoint Ltd., a Bermuda exempted company limited by shares (the “Company”) and Daniel S. Loeb (the “Investor”).
ASSUMPTION AGREEMENTAssumption Agreement • February 26th, 2021 • Third Point Reinsurance Ltd. • Fire, marine & casualty insurance • New York
This Assumption Agreement (this “Assumption Agreement”) is entered into as of February 26, 2021 by and among SiriusPoint Ltd., a Bermuda exempted company limited by shares (f/k/a Third Point Reinsurance Ltd., the “Company”), and the holders of Warrants (as defined below) listed on Schedule A hereto (the “Holders”).
