Essent Group Ltd., Essent Irish Intermediate Holdings Limited and Essent US Holdings, Inc. entered into an amended and restated credit facility with a committed capacity of $375 million, among the lenders party thereto and JP Morgan Chase Bank, N.A., as administrative agent.
The Credit Agreement amends and restates that certain Credit Agreement entered into on April 19, 2016, by and among the Borrowers, the lenders parties thereto and the Administrative Agent, as more fully disclosed in the Company’s disclosure on Form 8-K, which was filed with the Securities and Exchange Commission on April 21, 2016. The terms of the amendment provide for (i) an increase in the revolving credit facility from $200 million to $250 million, (ii) the issuance of term loans of $125 million, the proceeds of which were used at closing to pay down borrowings outstanding under the revolving credit facility, and (iii) a $75 million uncommitted line that may be exercised at the Borrowers’ option so long as the Borrowers receive commitments from the lenders. The credit facility expires and the term loans mature on the fourth anniversary of closing, May 17, 2021. Capitalized terms but not defined in this summary will have the respective meanings set forth in the Credit Agreement.
Borrowings under the Credit Agreement will bear interest at a floating rate equal to, at the Borrowers’ option, the ABR or the Eurodollar Rate plus an applicable margin. ABR is the greatest of (a) the Prime Rate in effect on such day (or, if such day is not a Business Day, the immediately preceding Business Day), (b) the NYFRB Rate in effect on such day (or, if such day is not a Business Day, the immediately preceding Business Day) plus one-half of 1.0%, and (c) the Eurodollar Rate on such day (or, if such day is not a Business Day, the immediately preceding Business Day) for a one-month Interest Period commencing two Business Days thereafter plus 1.0%, and in any event subject to a floor of 0%. The Eurodollar Rate is a rate per annum equal to the London interbank offered rate, or LIBOR, as administered by the ICE Benchmark Administration for U.S. dollar deposits with a maturity comparable to the relevant interest period subject to a floor of 0%. The applicable margin to loans based on the ABR ranges from 0.5% to 2.0% and based on the Eurodollar Rate ranges from 1.50% to 3.00% per annum, based in each case on the senior unsecured debt rating or long-term issuer rating of Essent, or if it does not have a rating, the insurer financial strength rating of Essent Guaranty, Inc. (“Essent Guaranty”).
The Borrowers are required under the Credit Agreement to also pay a quarterly commitment fee at a per annum rate ranging from 0.20% to 0.50% on the average daily amount of the unused revolving commitments of the Lenders, based on the senior unsecured debt rating or long-term issuer rating of Essent, or if it does not have a rating, the insurer financial strength rating of Essent Guaranty, and an annual administrative fee to the Administrative Agent.