RENAISSANCERE HOLDINGS LTD FILES (8-K) Disclosing 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

Item 1.01. Entry Into A Material Definitive Agreement.

On November 18, 2022, RenaissanceRe Holdings Ltd. (the "Company") renewed its
revolving credit facility by entering into the Third Amended and Restated Credit
Agreement by and among the Company, as borrower, Renaissance Reinsurance Ltd.,
Renaissance Specialty U.S. Ltd, Renaissance Reinsurance U.S. Inc., and
RenaissanceRe Europe AG (collectively with the Company, the "Account Parties"),
various banks and financial institutions party thereto (collectively, the
"Lenders"), Wells Fargo Bank, National Association ("Wells Fargo") as Fronting
Bank, LC Administrator and Administrative Agent (in such capacity, the
"Administrative Agent") for the Lenders, Barclays Bank PLC, as Syndication Agent
and Sustainability Structuring Agent and Wells Fargo Securities, LLC and
Barclays Bank PLC, as Joint Lead Arrangers and Joint Lead Bookrunners (the
"Credit Agreement"). The Credit Agreement amends and restates in its entirety
the Second Amended and Restated Credit Agreement, dated as of November 9, 2018
(as amended prior to the Credit Agreement), by and among the Company,
Renaissance Reinsurance Ltd., RenaissanceRe Specialty U.S. Ltd., Renaissance
Reinsurance U.S. Inc., RenaissanceRe Europe AG, various banks and financial
institutions parties thereto, and Wells Fargo Bank, National Association, as
Fronting Bank, LC Administrator and Administrative Agent for the lenders.

The Credit Agreement provides for a revolving commitment to the Company of
$500 million (the "Facility"). The Company has the right, subject to satisfying
certain conditions, to increase the size of the facility to $700 million.
Amounts borrowed under the Credit Agreement bear interest at a rate selected by
the Company equal to the Base Rate or Term SOFR (each as defined in the Credit
Agreement) plus a margin, all as more fully set forth in the Credit Agreement.

In addition to revolving loans, the Credit Agreement provides that the entire
Facility will also be available for the issuance of standby letters of credit
(each, a "Letter of Credit"), subject to the terms and conditions set forth
therein. Letters of Credit will be denominated in U.S. Dollars and will be
available in the form of either, at the Account Party's option, (i) syndicated
letters of credit issued by the Lenders (acting through Wells Fargo) on a
several basis in accordance with their pro rata commitments to the Facility, or
(ii) fronted letters of credit issued directly by Wells Fargo, with each Lender
purchasing an irrevocable and unconditional participation in accordance with
their respective pro rata commitments to the Facility.

Additionally, the Company may make same-day borrowings in the form of Swingline
Loans (as defined in the Credit Agreement), which are capped at $50 million for
each of the Swingline Lenders (as defined in the Credit Agreement), bear
interest at the Base Rate plus the applicable margin, and are repayable no later
than five business days after the borrowing date thereof.

Both revolving loans and Swingline Loans may be prepaid in whole or in part,
without premium or penalty, with notice to the Administrative Agent as described
in the Credit Agreement.

The Credit Agreement incorporates an "ESG Option" which allows the Company, in
consultation with the Sustainability Structuring Agent, to identify
environmental, social and governance related key performance indicators ("KPIs")
and establish associated annual Sustainability Performance Targets ("SPT"). This
provision provides the Company the option - but not the obligation - to
incorporate the KPIs into pricing incentives at a future date, whereby achieving
SPTs would reduce funding costs of the revolving loans as more fully set forth
in the Credit Agreement.

The Credit Agreement contains representations, warranties and covenants
customary for bank loan facilities of this type. In addition to customary
covenants that limit the Company's ability to merge, consolidate, sell a
substantial amount of assets, incur liens and declare or pay dividends under
certain circumstances, the Credit Agreement also contains certain financial
covenants. These financial covenants generally provide that consolidated debt to
capital shall not exceed the ratio of 0.35:1 and that the consolidated net worth
of the Company shall equal or exceed approximately $3.97 billion (the "Net Worth
Requirement"). The Net Worth Requirement is recalculated effective as of the end
of each fiscal year, all as more fully set forth in the Credit Agreement. The
scheduled commitment maturity date of the Credit Agreement is November 18, 2027.

In the event of the occurrence and continuation of certain events of default,
the administrative agent shall, at the request of the Required Lenders (as
defined in the Credit Agreement), or may, with the consent of the Required
Lenders, among other things, terminate the Lenders' obligations to make loans
and accelerate the outstanding obligations of the Company under the Credit
Agreement.

In connection with the Credit Agreement, on November 18, 2022, RenaissanceRe
Finance Inc. (the "Initial Guarantor") entered into a Guaranty Agreement for the
benefit of Wells Fargo and the Lenders, pursuant to which the Initial Guarantor
has agreed to provide, on a joint and several basis, a guarantee in respect of
the Company's obligations under the Credit Agreement (the "Guaranty Agreement").
Subject to certain exceptions, additional subsidiaries (the "Additional
Guarantors" and, together with the Initial Guarantor, the "Guarantors") of the
Company are required to become a party to the Guaranty Agreement and become
obligated thereunder on a joint and several basis with the Initial Guarantor in
the event that such subsidiaries issue or incur certain types of indebtedness,
as more fully set forth in the Credit Agreement. The Guarantors may be released
from their obligations under the Guaranty Agreement under certain circumstances,
as more fully set forth in the Credit Agreement.

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The descriptions of the Credit Agreement and the Guaranty Agreement contained
herein are qualified in their entirety by reference to the Credit Agreement and
the Guaranty Agreement, copies of which are attached hereto as Exhibit 10.1 and
Exhibit 10.2, respectively, and incorporated herein by reference.

Wells Fargo, which is a party to the Credit Agreement, is also a party to a
standby letter of credit agreement with the Company and certain of its
subsidiaries and affiliates. In addition, the Lenders and/or certain of their
affiliates have in the past provided, currently provide and/or may in the future
provide, letter of credit, investment banking, transfer agent, trusteeship,
custodial, and/or other financial services from time to time to the Company and
its subsidiaries and affiliates.

Item 2.03. Creation of a Direct Financial Obligation or an Obligation under an

           Off-Balance Sheet Arrangement of the Registrant.

The disclosure set forth in Item 1.01 above is hereby incorporated by reference.

Item 9.01 Financial Statements and Exhibits.

(d) Exhibits.

Exhibit #                                  Description

10.1             Third Amended and Restated Credit Agreement, dated November 18,
               2022, among RenaissanceRe Holdings Ltd. Renaissance Reinsurance
               Ltd., RenaissanceRe Specialty U.S. Ltd., Renaissance Reinsurance
               U.S. Inc., RenaissanceRe Europe AG, the various lending financial
               institutions, Wells Fargo Bank, National Association, Barclays Bank
               PLC and Wells Fargo Securities, LLC.

10.2             Guaranty Agreement, dated November 18, 2022, among RenaissanceRe
               Finance Inc., the various lending financial institutions and Wells
               Fargo Bank, National Association.

101            Pursuant to Rule 406 of Regulation S-T, the cover page information
               is formatted in Inline XBRL.

104            Cover Page Interactive Data File (embedded within the Inline XBRL
               document and included in Exhibit 101).

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