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As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 1/09/20 Renaissancere Holdings Ltd 8-K:1,8,9 1/06/20 13:476K Donnelley … Solutions/FA |
Document/Exhibit Description Pages Size 1: 8-K Current Report HTML 36K 2: EX-1.1 Underwriting Agreement HTML 201K 3: EX-99.1 Miscellaneous Exhibit HTML 20K 10: R1 Document and Entity Information HTML 57K 13: XML IDEA XML File -- Filing Summary XML 12K 8: XML XBRL Instance -- d865155d8k_htm XML 23K 11: EXCEL IDEA Workbook of Financial Reports XLSX 6K 5: EX-101.DEF XBRL Definitions -- rnr-20200106_def XML 42K 6: EX-101.LAB XBRL Labels -- rnr-20200106_lab XML 70K 7: EX-101.PRE XBRL Presentations -- rnr-20200106_pre XML 44K 4: EX-101.SCH XBRL Schema -- rnr-20200106 XSD 16K 9: JSON XBRL Instance as JSON Data -- MetaLinks 14± 22K 12: ZIP XBRL Zipped Folder -- 0001193125-20-004787-xbrl Zip 54K
8-K |
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM i 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(D)
OF THE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): i January 6, 2020
RenaissanceRe Holdings Ltd.
(Exact name of registrant as specified in its charter)
i Bermuda |
i 98-0141974 | |||
(State or other jurisdiction of incorporation) |
(Commission File Number) |
(IRS Employer Identification No.) |
i Renaissance House 12 Crow Lane, i Pembroke i Bermuda |
i HM 19 | |
(Address of principal executive offices) |
(Zip Code) |
i (441) i 295-4513
(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:
i ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
i ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
i ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
i ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
Title of each class |
Trading symbol |
Name of each exchange on which registered | ||
i Common Shares, Par Value $1.00 per share |
i RNR |
i New York Stock Exchange | ||
i Series C 6.08% Preference Shares, Par Value $1.00 per share |
i RNR PRC |
i New York Stock Exchange | ||
i Series E 5.375% Preference Shares, Par Value $1.00 per share |
i RNR PRE |
i New York Stock Exchange | ||
i Depositary Shares, each representing a 1/1,000th interest in a Series F 5.750% Preference Share, Par Value $1.00 per share |
i RNR PRF |
i New York Stock Exchange |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter). Emerging growth company i ☐
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 1.01 | Entry into a Material Definitive Agreement. |
On January 6, 2020, RenaissanceRe Holdings Ltd. (the “Company”) entered into an underwriting agreement (the “Underwriting Agreement”) with Tokio Marine & Nichido Fire Insurance Co., Ltd. (the “Selling Stockholder”) and Morgan Stanley & Co. LLC (the “Underwriter”). The Underwriting Agreement provided for the offer and sale by the Selling Stockholder (the “Offering”) of 1,739,071 common shares, par value $1.00 per share, of the Company (the “Shares”).
The Offering was made pursuant to a shelf registration statement on Form S-3 (No. 333-235821), filed with the United States Securities and Exchange Commission (the “SEC”) on January 6, 2020, and a prospectus supplement filed with the SEC on January 7, 2020. The Offering of the Shares closed on January 9, 2020.
The Underwriting Agreement includes customary representations, warranties and covenants by the Company and the Selling Stockholder. It also provides for customary indemnification of the Underwriter by each of the Company and the Selling Stockholder for certain liabilities, including liabilities under the Securities Act of 1933, as amended.
The description of the Underwriting Agreement contained herein is qualified in its entirety by reference to the Underwriting Agreement, a copy of which is attached hereto as Exhibit 1.1 and is incorporated herein by reference.
Item 8.01 | Other Events. |
On January 6, 2020, the Company issued a press release announcing the pricing of the Offering of the Shares. The press release announcing the pricing of the Offering is attached as Exhibit 99.1 to this Current Report on Form 8-K and is incorporated herein by reference.
Item 9.01 | Financial Statements and Exhibits. |
(d) | Exhibits |
1.1 |
||||
99.1 |
||||
101 |
Pursuant to Rule 406 of Regulation S-T, the cover page information in formatted in Inline XBRL. | |||
104 |
Cover Page Interactive Data File (embedded within the Inline XBRL document and included in Exhibit 101). |
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
RENAISSANCERE HOLDINGS LTD. | ||||||
Date: January 9, 2020 |
By: |
|||||
Name: |
||||||
Title: |
Senior Vice President, Group General Counsel and Corporate Secretary |
This ‘8-K’ Filing | Date | Other Filings | ||
---|---|---|---|---|
Filed on: | 1/9/20 | |||
1/7/20 | 424B1 | |||
For Period end: | 1/6/20 | 424B3, 8-K, S-3ASR | ||
List all Filings |
As Of Filer Filing For·On·As Docs:Size Issuer Filing Agent 7/09/21 RenaissanceRe Holdings Ltd. 424B5 1:1M Donnelley … Solutions/FA 7/07/21 RenaissanceRe Holdings Ltd. 424B5 1:1M Donnelley … Solutions/FA 8/06/20 RenaissanceRe Holdings Ltd. POSASR 8/06/20 4:689K Donnelley … Solutions/FA |