Enstar Group LTD: debt financing — Enstar enters $800M revolving credit facility; shareholders re-elect all 12 directors

On May 30, 2023, Enstar Group Limited (the “Company”), and certain of its subsidiaries, as borrowers and as guarantors, entered into a five year unsecured $800 million amended and restated revolving credit agreement (the "Credit Agreement") with the lenders party thereto (the "Lenders"); National Australia Bank Limited (“NAB”) as administrative agent and swingline lender; Wells Fargo Bank, National Association ("Wells Fargo Bank") as fronting bank; NAB and Wells Fargo Securities, LLC as joint lead arrangers and joint bookrunners; NAB and Wells Fargo Bank as syndication agents; and NAB as documentation agent.

On May 30, 2023, Enstar Group Limited (the “Company”), and certain of its subsidiaries, as borrowers and as guarantors, entered into a five year unsecured $800 million amended and restated revolving credit agreement (the "Credit Agreement") with the lenders party thereto (the "Lenders"); National Australia Bank Limited (“NAB”) as administrative agent and swingline lender; Wells Fargo Bank, National Association ("Wells Fargo Bank") as fronting bank; NAB and Wells Fargo Securities, LLC as joint lead arrangers and joint bookrunners; NAB and Wells Fargo Bank as syndication agents; and NAB as documentation agent.

Proposal No. 2 : Advisory vote to approve executive compensation. This proposal was approved. There were a total of 1,044,041 broker non-votes on this proposal. For Against Abstain 8,265,908 4,914,004 58,679

Proposal No. 1 : Election of twelve directors. The individuals listed below were elected to serve a term expiring at the annual general meeting of shareholders in 2024. There were a total of 1,044,041 broker non-votes with respect to each nominee. Director For Against Abstain Robert J. Campbell 11,784,241 1,436,876 17,474 B. Frederick Becker 11,581,255 1,653,313 4,023 Sharon A. Beesley 13,150,280 84,088 4,223 James D. Carey 13,206,683 27,809 4,099 Susan L. Cross 13,209,397 11,521 17,673 Hans-Peter Gerhardt 11,920,895 1,313,315 4,381 Orla Gregory 13,178,044 56,489 4,058 Myron Hendry 13,147,451 73,432 17,708 Paul J. O'Shea 13,191,064 29,769 17,758 Hitesh Patel 13,165,012 69,321 4,258 Dominic Silvester 13,191,853 28,989 17,749 Poul A. Winslow 11,931,233 1,303,184 4,174

Proposal No. 4 : Ratification of the selection of PricewaterhouseCoopers LLP to act as the Company’s independent registered public accounting firm for the fiscal year ending December 31, 2023 and authorization of the Board of Directors, acting through the Audit Committee, to approve the fees for the independent registered public accounting firm. This proposal was approved. There were no broker non-votes on this proposal. For Against Abstain 14,227,434 21,115 34,083

Proposal No. 3 : Advisory vote on the frequency of future advisory votes to approve executive compensation. The proposal to review executive compensation every year received the highest number of votes. There were a total of 1,044,041 broker non-votes on this proposal. 1 Year 2 Years 3 Years Abstain 12,451,323 2,995 775,311 8,962