8-K: Current report filing
Published on January 6, 1998
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 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): December 19, 1997
RENAISSANCERE HOLDINGS LTD.
(Exact name of registrant as specified in charter)
Bermuda 34-0-26512 98-013-8020
(State or other jurisdiction (Commission (IRS Employer
of incorporation) File Number) Identification No.)
Renaissance House, 8-12 East Broadway HM 19
Pembroke, Bermuda (Zip Code)
(Address of principal executive offices)
Registrant's telephone number, including area code: (441) 295-4513
Item 5. Other Events
On December 19, 1997, RenaissanceRe Holdings Ltd. (the "Company")
issued a press release announcing a definitive agreement to purchase the
operating subsidiaries of Nobel Insurance Limited ("Nobel"), in exchange for
$54.1 million in cash. Following the acquisition, Nobel expects to liquidate and
to distribute cash proceeds to its stockholders in an amount of $14.00 per
share, representing approximately $63.0 million in the aggregate, although the
timing and manner of distribution has not been decided.
In addition to the cash payment to acquire the Nobel subsidiaries, the
Company has agreed to provide up to $8.9 million of limited recourse financing
to Nobel to support certain of Nobel's obligations in the liquidation. In
connection with the transaction, Nobel's lead casualty reinsurer, American
Re-Insurance Company, and Inter-Ocean Reinsurance Company Ltd. have agreed to
provide reinsurance for casualty business acquired from Nobel with respect to
future and prior accident years. Consummation of the acquisition of the Nobel
operating subsidiaries by the Company is subject to customary conditions
including the approval by Nobel's shareholders and the receipt of regulatory and
other third party approvals.
Item 7. Financial Statements and Exhibits
(c) Exhibits:
99.1 Press Release issued by RenaissanceRe Holdings Ltd.,
dated December 19, 1997.
10.1 Stock Purchase Agreement, dated December 19, 1997, by
and among RenaissanceRe Holdings Ltd. and Renaissance
U.S. Holdings, Inc., and Nobel Insurance Limited and
Nobel Holdings, Inc. for the purchase and sale of all
the outstanding capital stock of Nobel Insurance
Company, Nobel Insurance Agency, Inc., Nobel Service
Corporation, Nobel Managing Agents, Inc. and IAS Claim
Services, Inc., with exhibits.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934,
the registrant has duly caused this report to be signed on its behalf by the
undersigned hereunto duly authorized.
RENAISSANCERE HOLDINGS LTD.
/s/ John M. Lummis
Name: John M. Lummis
Title: Senior Vice President and
Chief Financial Officer
January 6, 1998
EXHIBIT INDEX
Exhibit
99.1 Press Release of the Company, dated December 19, 1997.
10.1 Stock Purchase Agreement, dated December 19, 1997, by
and among RenaissanceRe Holdings Ltd. and Renaissance
U.S. Holdings, Inc., and Nobel Insurance Limited and
Nobel Holdings, Inc. for the purchase and sale of all
the outstanding capital stock of Nobel Insurance
Company, Nobel Insurance Agency, Inc., Nobel Service
Corporation, Nobel Managing Agents, Inc. and IAS Claim
Services, Inc., with exhibits.