RenaissanceRe Announces Public Offering of 5,500,000 Common Shares
June 02 2020 - 7:24AM
Business Wire
RenaissanceRe Holdings Ltd. (NYSE: RNR) (the “Company” or
“RenaissanceRe”) announced today that it has commenced an
underwritten public offering of 5,500,000 of its common shares.
The Company intends to use the net proceeds from this offering
for general corporate purposes, which may include expanding
existing business lines, entering new business lines, forming new
joint ventures, or acquiring books of business from other
companies.
State Farm Mutual Automobile Insurance Company (“State Farm”),
which currently owns approximately 4.4% of RenaissanceRe’s total
common shares outstanding, has entered into an investment agreement
to purchase, subject to the consummation of the underwritten public
offering and other customary conditions, approximately $75 million
of the Company’s common shares at the public offering price per
share in a concurrent private placement exempt from the
registration requirements of the U.S. Securities Act of 1933, as
amended.
Morgan Stanley & Co. LLC and Goldman Sachs & Co. LLC are
acting as joint book-running managers and representatives of the
underwriters for the offering. The underwriters will have the
option to purchase up to an aggregate of 825,000 additional common
shares from the Company.
The shares are being offered pursuant to an effective shelf
registration statement that has been filed with the Securities and
Exchange Commission (the “SEC”). This press release does not
constitute an offer to sell or a solicitation of an offer to buy
nor shall there be any sale of securities in any state or
jurisdiction in which such offer, solicitation or sale would be
unlawful prior to registration or qualification under the
securities laws of any such state or jurisdiction. Any offer, or
solicitation to buy, if at all, will be made solely by means of a
prospectus and related prospectus supplement filed with the SEC.
You may obtain these documents without charge from the SEC at
www.sec.gov. Alternatively, you may request copies of these
materials from Morgan Stanley & Co. LLC, 180 Varick Street, 2nd
Floor, New York, New York 10014, Attention: Prospectus Department,
or from Goldman Sachs & Co. LLC, Attention: Prospectus
Department, 200 West Street, New York, New York 10282, telephone:
1-866-471-2526 or by emailing prospectus-ny@ny.email.gs.com.
About RenaissanceRe
RenaissanceRe is a global provider of reinsurance and insurance
that specializes in matching well-structured risks with efficient
sources of capital. The Company provides property, casualty and
specialty reinsurance and certain insurance solutions to customers,
principally through intermediaries. Established in 1993, the
Company has offices in Bermuda, Australia, Ireland, Singapore,
Switzerland, the United Kingdom and the United States.
Cautionary Statement Regarding Forward-Looking
Statements
Any forward-looking statements made in this Press Release
reflect RenaissanceRe’s current views with respect to future events
and financial performance and are made pursuant to the safe harbor
provisions of the Private Securities Litigation Reform Act of 1995.
These statements are subject to numerous factors that could cause
actual results to differ materially from those set forth in or
implied by such forward-looking statements, including the
following: the uncertainty of the continuing impact of the COVID-19
pandemic and measures taken in response thereto; the effect of
legislative, regulatory, judicial or social influences related to
the COVID-19 pandemic on the Company’s financial performance,
including the emergence of unexpected or un-modeled insurance or
reinsurance losses, and the Company’s ability to conduct its
business; the impact and potential future impacts of the COVID-19
pandemic on the value of the Company’s investments and its access
to capital in the future or the pricing or terms of available
financing; the effect that measures taken to mitigate the COVID-19
pandemic have on the Company’s operations and those of its
counterparties; the frequency and severity of catastrophic and
other events the Company covers; the effectiveness of the Company’s
claims and claim expense reserving process; the effect of climate
change on the Company’s business, including the trend towards
increasingly frequent and severe climate events; the Company’s
ability to maintain its financial strength ratings; the effect of
emerging claims and coverage issues; collection on claimed
retrocessional coverage, and new retrocessional reinsurance being
available on acceptable terms and providing the coverage that the
Company intended to obtain; the Company’s reliance on a small and
decreasing number of reinsurance brokers and other distribution
services for the preponderance of its revenue; the Company’s
exposure to credit loss from counterparties in the normal course of
business; the effect of continued challenging economic conditions
throughout the world; the performance of the Company’s investment
portfolio; a contention by the U.S. Internal Revenue Service that
Renaissance Reinsurance Ltd., or any of the Company’s other Bermuda
subsidiaries, is subject to taxation in the U.S.; the effects of
U.S. tax reform legislation and possible future tax reform
legislation and regulations, including changes to the tax treatment
of the Company’s shareholders or investors in its joint ventures or
other entities it manages; the effect of cybersecurity risks,
including technology breaches or failure, on the Company’s
business; the success of any of the Company’s strategic investments
or acquisitions, including its ability to manage its operations as
its product and geographical diversity increases; the Company’s
ability to retain its key senior officers and to attract or retain
the executives and employees necessary to manage its business; the
Company’s ability to effectively manage capital on behalf of
investors in joint ventures or other entities it manages; foreign
currency exchange rate fluctuations; soft reinsurance underwriting
market conditions; changes in the method for determining the London
Inter-bank Offered Rate and the potential replacement of LIBOR;
losses the Company could face from terrorism, political unrest or
war; the Company’s ability to successfully implement its business
strategies and initiatives; the Company’s ability to determine any
impairments taken on its investments; the effects of inflation; the
ability of the Company’s ceding companies and delegated authority
counterparties to accurately assess the risks they underwrite; the
effect of operational risks, including system or human failures;
the Company’s ability to raise capital if necessary; the Company’s
ability to comply with covenants in its debt agreements; changes to
the regulatory systems under which the Company operates, including
as a result of increased global regulation of the insurance and
reinsurance industries; changes in Bermuda laws and regulations and
the political environment in Bermuda; the Company’s dependence on
the ability of its operating subsidiaries to declare and pay
dividends; aspects of the Company’s corporate structure that may
discourage third-party takeovers and other transactions;
difficulties investors may have in servicing process or enforcing
judgments against the Company in the U.S.; the cyclical nature of
the reinsurance and insurance industries; adverse legislative
developments that reduce the size of the private markets the
Company serves or impede their future growth; consolidation of
competitors, customers and insurance and reinsurance brokers; the
effect on the Company’s business of the highly competitive nature
of its industry, including the effect of new entrants to, competing
products for and consolidation in the (re)insurance industry; other
political, regulatory or industry initiatives adversely impacting
the Company; the Company’s ability to comply with applicable
sanctions and foreign corrupt practices laws; increasing barriers
to free trade and the free flow of capital; international
restrictions on the writing of reinsurance by foreign companies and
government intervention in the natural catastrophe market; the
effect of Organisation for Economic Co-operation and Development or
European Union measures to increase the Company’s taxes and
reporting requirements; changes in regulatory regimes and
accounting rules that may impact financial results irrespective of
business operations; the Company’s need to make many estimates and
judgments in the preparation of its financial statements; the
effect of the exit by the United Kingdom from the EU; and other
factors affecting future results disclosed in RenaissanceRe’s
filings with the SEC, including its Annual Reports on Form 10-K and
Quarterly Reports on Form 10-Q.
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version on businesswire.com: https://www.businesswire.com/news/home/20200602005491/en/
INVESTOR: Keith McCue Senior Vice
President, Finance & Investor Relations RenaissanceRe Holdings
Ltd. (441) 239-4830
MEDIA: Keil Gunther Vice President, Head of Global
Marketing & Client Communication RenaissanceRe Holdings Ltd.
(441) 239-4932 or Kekst CNC Dawn Dover (212) 521-4800
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