form8k.htm
UNITED
STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON,
D.C. 20549
FORM
8-K
PURSUANT
TO SECTION 13 OR 15(d) OF
THE
SECURITIES EXCHANGE ACT OF 1934
July
21, 2009
Date of
report (Date of earliest event reported)
GREENLIGHT
CAPITAL RE, LTD.
(Exact
name of registrant as specified in charter)
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Cayman
Islands
(State
or other jurisdiction of incorporation)
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001-33493
(Commission
file number)
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N/A
(IRS
employer identification no.)
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802
West Bay Road
The
Grand Pavilion
P.O.
Box 31110
Grand
Cayman, Cayman Islands
(Address
of principal executive offices)
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KY1-1205
(Zip
code)
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(345)
943-4573
(Registrant’s
telephone number, including area code)
Not
Applicable
(Former
name or former address, if changed since last report)
Check the
appropriate box below if the Form 8-K filing is intended to simultaneously
satisfy the filing obligation of the registrant under any of the following
provisions (see General Instruction A.2. below):
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Written
communications pursuant to Rule 425 under the Securities Act (17 CFR
230.425)
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Soliciting
material pursuant to Rule 14a-12 under the Exchange Act (17 CFR
240.14a-12)
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Pre-commencement
communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR
240.14d-2(b))
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Pre-commencement
communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR
240.13e-4(c))
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Item
1.01 Entry into a Material Definitive Agreement
On July
21, 2009, Greenlight Reinsurance, Ltd. (the “Company”), the principal subsidiary
of Greenlight Capital Re, Ltd., entered into a letter of credit facility
agreement with Bank of America, N.A. (the “Bank”), which provides for the
issuance by the Bank, subject to certain terms and conditions, of letters of
credit for the account of the Company in an aggregate amount of up to $50
million at any one time outstanding. The letter of credit facility
with the Bank will terminate on July 20, 2010, but will be extended by 364 days
beyond the then effective facility termination date unless the Bank or the
Company elects to terminate the letter of credit facility at least 90 days
before the then effective facility termination date. The Company and
the Bank concurrently entered into (i) a security agreement to secure any
outstanding indebtedness of the Company under the Bank’s letter of credit
facility and (ii) a securities account control agreement in order to perfect the
Bank’s security interest in the collateral pledged to the Bank by the
Company. The letter of credit facility, the security agreement and
related documents contain various covenants with which the Company must comply,
including but not limited to limitation on liens on collateral, limitation on
incurrence of other debt (subject to certain exceptions), limitation on payment
of dividends and other restricted payments following a default, as well as
maintenance of certain minimum pledged collateral requirements.
The
foregoing summary of the letter of credit agreement is not complete and is
qualified in entirety by reference to the letter of credit
agreement.
The
representations, warranties and covenants contained in the letter of credit
agreement were made only for purposes of the letter of credit agreement as
of a specific date and may be subject to more recent developments, and may be
subject to limitations agreed upon by the contracting parties. For the foregoing
reasons, the representations, warranties and covenants or any descriptions
thereof as characterizations of the actual state of facts or condition of either
the Company or the Bank or any of their respective subsidiaries or affiliates
should not be relied upon by anyone other than the party or parties to whom the
representations, warranties or covenants were made.
SIGNATURE
Pursuant
to the requirements of the Securities Exchange Act of 1934, the registrant has
duly caused this report to be signed on its behalf by the undersigned hereunto
duly authorized.
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Dated:
July 22, 2009
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GREENLIGHT
CAPITAL RE, LTD.
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By: |
/s/
Tim Courtis
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Name:
Tim Courtis |
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Title:
Chief Financial Officer |
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