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WRB > SEC Filings for WRB > Form 8-K on 6-Aug-2014All Recent SEC Filings

Show all filings for BERKLEY W R CORP

Form 8-K for BERKLEY W R CORP


6-Aug-2014

Entry into a Material Definitive Agreement, Financial Statements and Exhibits


Item 1.01 Entry into a Material Definitive Agreement.

On August 6, 2014, W. R. Berkley Corporation (the "Company") issued $350 million aggregate principal amount of its 4.75% Senior Notes due 2044 (the "Securities"). The terms of the Securities are set forth in the Indenture, relating to Senior Debt Securities, dated as of February 14, 2003, between the Company and The Bank of New York Mellon (formerly The Bank of New York), as trustee (the "Trustee") (the "Indenture"), and the Ninth Supplemental Indenture, relating to the Securities, entered into between the Company and the Trustee on August 6, 2014 (the "Ninth Supplemental Indenture").

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

On August 6, 2014, 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 Securities.



Item 9.01 Financial Statements and Exhibits.

The exhibits to this report are incorporated by reference into Registration Statement (No. 333-178121) filed by the Company.

(d) Exhibits

4.1 Indenture, dated as of February 14, 2003, between the Company and the Trustee.*

4.2 Ninth Supplemental Indenture, dated as of August 6, 2014, between the Company and the Trustee, including the form of the Securities attached as Exhibit A thereto.

5.1 Opinion of Willkie Farr & Gallagher LLP regarding the legality of the Securities.

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

* Incorporated by reference to Exhibit 4.1 to the Company's Annual Report on Form 10-K (File No. 001-15202), filed March 31, 2003.

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