Item 1.01 Entry into a Material Definitive Agreement.



On December 10, 2021, Essent Group Ltd. (the "Company"), Essent Irish
Intermediate Holdings Limited ("Essent Irish") and Essent US Holdings, Inc.
(together with the Company and Essent Irish, the "Borrowers") entered into a
Third Amended and Restated Credit Agreement, with a committed capacity of $825
million (the "Credit Agreement"), among the lenders party thereto (the
"Lenders") and JP Morgan Chase Bank, N.A., as administrative agent (the
"Administrative Agent"). The Credit Agreement amends and restates that certain
Second Amended and Restated Credit Agreement dated as of October 14, 2020 (the
"Prior Credit Agreement"), by and among the Borrowers, the lenders party thereto
and the Administrative Agent, as more fully disclosed in the Company's Form 8-K
filed with the Securities and Exchange Commission on October 20, 2020. The
amended terms of the Credit Agreement provide for (i) an increase in the
revolving credit facility from $300 million under the Prior Credit Agreement to
$400 million, (ii) the incurrence of $100 million of new term loans in addition
to the $325 million already outstanding under the Prior Credit Agreement, and
(iii) up to $175 million aggregate principal amount of uncommitted incremental
term loan and/or revolving credit facilities that may be exercised at the
Borrowers' option so long as the Borrowers receive commitments from the Lenders.
The revolving credit facility expires and the term loans mature under the Credit
Agreement on the fifth anniversary of closing, December 10, 2026.

Borrowings under the Credit Agreement will accrue interest at a floating rate
tied to a standard short-term borrowing index, selected at the Borrower's
option, plus an applicable margin. As of the closing date, the outstanding
borrowings under the term loan facility had an interest rate of approximately
1.79%, based upon the 1-Month Term SOFR rate plus the applicable margin set
forth in the Credit Agreement. The term loan balance will amortize at an annual
10% rate in years 4 and 5 of the Credit Agreement. The obligations under the
Credit Agreement are secured by certain assets of the Borrowers, excluding the
stock and assets of their insurance and reinsurance subsidiaries. All other
material terms of the Credit Agreement remain substantially unchanged from the
terms of the Prior Credit Agreement as disclosed in the Company's Form 8-K filed
with the Securities and Exchange Commission on October 20, 2020.

J.P. Morgan Chase Bank, N.A., BofA Securities, Inc., and Royal Bank of Canada
acted as joint lead arrangers and joint book runners, and Associated Bank,
National Association, Citizens Bank, N.A., KeyBank, N.A. and U.S. Bank National
Association acted as additional joint book runners, for the Credit Agreement.

A copy of the Credit Agreement is filed as Exhibit 10.1 to this report and is incorporated into this Item 1.01 as if fully set forth herein.

Item 2.03 Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant.



The information contained in Item 1.01 of this Current Report on Form 8-K
concerning the Credit Agreement is incorporated by reference into this Item
2.03.


Item 9.01.       Financial Statements and Exhibits
                                  (d)   Exhibits


   Exhibit
     No.            Description

    10.1            Third Amended and Restated Credit Agreement, dated as

of December 10, 2021, by and among

Essent Group Ltd., Essent Irish Intermediate Holdings

Limited, and Essent US Holdings,


                    Inc., as borrowers, the several banks and other

financial institutions or entities from


                    time to time parties to this agreement, as lenders, and

JPMorgan Chase Bank, N.A., as


                    administrative agent.
     104            Cover Page Interactive Data File - the cover page XBRL

tags are embedded within the


                    Inline XBRL document.

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