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OFFON

W. R. BERKLEY CORPORATION

(WRB)
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BERKLEY W R CORP : Entry into a Material Definitive Agreement, Creation of a Direct Financial Obligation or an Obligation under an Off-Balance Sheet Arrangement of a Registrant, Financial Statements and Exhibits (form 8-K)

09/15/2021 | 10:56am EDT

Item 1.01 Entry into a Material Definitive Agreement.

On September 15, 2021, W. R. Berkley Corporation (the "Company") closed its public offering of $350 million aggregate principal amount of its 3.150% Senior Notes due 2061 (the "Notes"). The terms of the Notes are set forth in the Indenture, dated as of May 12, 2020 (the "Base Indenture"), as supplemented and amended by the Third Supplemental Indenture, dated as of September 15, 2021 (the "Supplemental Indenture"), each between the Company and The Bank of New York Mellon, as trustee (the "Trustee").

The foregoing descriptions of the Base Indenture, the Supplemental Indenture and the Notes are qualified in their entirety by reference to the terms of such documents, which are filed hereto as Exhibits 4.1, 4.2 and 4.3 respectively, and incorporated herein by reference.

On September 15, 2021, Willkie Farr & Gallagher LLP, counsel to the Company, issued an opinion and consent (attached hereto as Exhibits 5.1 and 23.1, respectively, and incorporated herein by reference) as to the validity of the Notes.

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

The information set forth in Item 1.01 is incorporated by reference into this Item 2.03.

Item 9.01 Financial Statements and Exhibits.

The exhibits to this report are incorporated by reference into the Registration Statement (No. 333-249950) filed by the Company.

(d) Exhibits



4.1       Indenture, dated as of May 12, 2020, between the Company and the Trustee
        (incorporated herein by reference to Exhibit 4.1 to the Company's Current
        Report on Form 8-K filed on May 12, 2020).

4.2       Third Supplemental Indenture, dated as of September 15, 2021, between
        the Company and the Trustee.

4.3       Form of Notes (included in Exhibit 4.2).

5.1       Opinion of Willkie Farr & Gallagher LLP regarding the validity of the
        Notes.

23.1      Consent of Willkie Farr & Gallagher LLP (included in Exhibit 5.1).

104     Cover Page Interactive Data File (embedded within the Inline XBRL
        document)




                                     - 2 -

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© Edgar Online, source Glimpses

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