July 29, 2020 - 10-Q: Quarterly report pursuant to Section 13 or 15(d)

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

☒ QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2020

☐ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from to

Commission File Number: 001-14428

RENAISSANCERE HOLDINGS LTD.

(Exact Name Of Registrant As Specified In Its Charter)


Bermuda			98-0141974
(State or Other Jurisdiction of Incorporation or Organization)			(I.R.S. Employer Identification Number)

Renaissance House, 12 Crow Lane, Pembroke, Bermuda HM 19

(Address of Principal Executive Offices) (Zip Code)

(441) 295-4513

(Registrant’s telephone number, including area code)

Not Applicable

(Former name, former address and former fiscal year, if changed since last report)

Securities registered pursuant to Section 12(b) of the Act:


Title of each class	Trading symbol(s)	Name of each exchange on which registered
Common Shares, Par Value $1.00 per share	RNR	New York Stock Exchange
Series E 5.375% Preference Shares, Par Value $1.00 per share	RNR PRE	New York Stock Exchange
Depositary Shares, each representing a 1/1,000th interest in a Series F 5.750% Preference Share, Par Value $1.00 per share	RNR PRF	New York Stock Exchange

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.

Large accelerated filer ☒, Accelerated filer ☐, Non-accelerated filer ☐, Smaller reporting company ☐, Emerging growth company ☐

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. ☐

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes ☐ No ☒

The number of Common Shares, par value US $1.00 per share, outstanding at July 24, 2020 was 51,216,780.

RENAISSANCERE HOLDINGS LTD.

TABLE OF CONTENTS


		Page
	NOTE ON FORWARD-LOOKING STATEMENTS	3

PART I
ITEM 1.	FINANCIAL STATEMENTS	6






ITEM 2.	MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS	65
ITEM 3.	QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK	103
ITEM 4.	CONTROLS AND PROCEDURES	103

PART II
ITEM 1.	LEGAL PROCEEDINGS	104
ITEM 1A.	RISK FACTORS	104
ITEM 2.	UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS	104
ITEM 3.	DEFAULTS UPON SENIOR SECURITIES	104
ITEM 4.	MINE SAFETY DISCLOSURES	104
ITEM 5.	OTHER INFORMATION	104
ITEM 6.	EXHIBITS	105

SIGNATURES - RENAISSANCERE HOLDINGS LTD.			106

NOTE ON FORWARD-LOOKING STATEMENTS

This Quarterly Report on Form 10-Q (this “Form 10-Q”) of RenaissanceRe Holdings Ltd. (the “Company” or “RenaissanceRe”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended (the “Securities Act”), and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). Forward-looking statements are necessarily based on estimates and assumptions that are inherently subject to significant business, economic and competitive uncertainties and contingencies, many of which, with respect to future business decisions, are subject to change. These uncertainties and contingencies can affect actual results and could cause actual results to differ materially from those expressed in any forward-looking statements made by, or on behalf of, us. In particular, statements using words such as “may,” “should,” “estimate,” “expect,” “anticipate,” “intend,” “believe,” “predict,” “potential,” or words of similar import generally involve forward-looking statements. For example, we may include certain forward-looking statements in “Management’s Discussion and Analysis of Financial Condition and Results of Operations” with regard to trends in results, prices, volumes, operations, investment results, margins, combined ratios, fees, reserves, market conditions, risk management and exchange rates. This Form 10-Q also contains forward-looking statements with respect to our business and industry, such as those relating to our strategy and management objectives, market standing and product volumes, competition and new entrants in our industry, industry capital, insured losses from loss events, government initiatives and regulatory matters affecting the reinsurance and insurance industries.

The inclusion of forward-looking statements in this report should not be considered as a representation by us or any other person that our current objectives or plans will be achieved. Numerous factors could cause our actual results to differ materially from those addressed by the 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 our financial performance, including the emergence of unexpected or un-modeled insurance or reinsurance losses and our ability to conduct our business;

•the impact and potential future impacts of the COVID-19 pandemic on the value of our investments and our 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 our operations and those of our counterparties;

•the frequency and severity of catastrophic and other events we cover;

•the effectiveness of our claims and claim expense reserving process;

•the effect of climate change on our business, including the trend towards increasingly frequent and severe climate events;

•our ability to maintain our 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 we intended to obtain;

•our reliance on a small and decreasing number of reinsurance brokers and other distribution services for the preponderance of our revenue;

•our 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 our investment portfolio;

•a contention by the United States (the “U.S.”) Internal Revenue Service that Renaissance Reinsurance Ltd. (“Renaissance Reinsurance”), or any of our 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 our shareholders or investors in our joint ventures or other entities we manage;

•the effect of cybersecurity risks, including technology breaches or failure, on our business;

•the success of any of our strategic investments or acquisitions, including our ability to manage our operations as our product and geographical diversity increases;

•our ability to retain our key senior officers and to attract or retain the executives and employees necessary to manage our business;

•our ability to effectively manage capital on behalf of investors in joint ventures or other entities we manage;

•foreign currency exchange rate fluctuations;

•soft reinsurance underwriting market conditions;

•changes in the method for determining the London Inter-bank Offered Rate (“LIBOR”) and the potential replacement of LIBOR;

•losses we could face from terrorism, political unrest or war;

•our ability to successfully implement our business strategies and initiatives;

•our ability to determine any impairments taken on our investments;

•the effects of inflation;

•the ability of our ceding companies and delegated authority counterparties to accurately assess the risks they underwrite;

•the effect of operational risks, including system or human failures;

•our ability to raise capital if necessary;

•our ability to comply with covenants in our debt agreements;

•changes to the regulatory systems under which we operate, 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;

•our dependence on the ability of our operating subsidiaries to declare and pay dividends;

•aspects of our corporate structure that may discourage third-party takeovers and other transactions;

•difficulties investors may have in servicing process or enforcing judgments against us in the U.S.;

•the cyclical nature of the reinsurance and insurance industries;

•adverse legislative developments that reduce the size of the private markets we serve or impede their future growth;

•consolidation of competitors, customers and insurance and reinsurance brokers;

•the effect on our business of the highly competitive nature of our 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 us;

•our 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 (“EU”) measures to increase our taxes and reporting requirements;

•changes in regulatory regimes and accounting rules that may impact financial results irrespective of business operations;

•our need to make many estimates and judgments in the preparation of our financial statements; and

•the effect of the exit by the United Kingdom (the “U.K.”) from the EU.

As a consequence, our future financial condition and results may differ from those expressed in any forward-looking statements made by or on behalf of us. The factors listed above, which are discussed in more detail in our filings with the U.S. Securities and Exchange Commission (“SEC”), including our Annual Report on Form 10-K (“Form 10-K”) for the year ended December 31, 2019, Part II, Item 1A of this Quarterly Report on Form 10-Q and our prospectus supplement dated June 4, 2020, should not be construed as exhaustive. The effects of the events and circumstances described in the risk factors contained in this Form 10-Q may have the effect of heightening many of the risks contained in our Form 10-K. Forward-looking statements speak only as of the date they are made, and we undertake no obligation to revise or update forward-looking statements to reflect new information, events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

PART I FINANCIAL INFORMATION

ITEM 1. FINANCIAL STATEMENTS

INDEX TO CONSOLIDATED FINANCIAL STATEMENTS


			Page
Consolidated Balance Sheets at June 30 , 2020 (unaudited) and December 31, 2019			7
Consolidated Statements of Operations for the three and six months ended June 30 , 2020 and 2019			8
Consolidated Statements of Comprehensive Income for the three and six months ended June 30 , 2020 and 2019			9
Consolidated Statements of Changes in Shareholders’ Equity for the three and six months ended June 30 , 2020 and 2019			10
Consolidated Statements of Cash Flows for the six months ended June 30 , 2020 and 2019			11
Notes to the Consolidated Financial Statements			12
Note 1. Organization			12
Note 2. Significant Accounting Policies			14
Note 3. Investments			17
Note 4. Fair Value Measurements			19
Note 5. Reinsurance			29
Note 6. Reserve for Claims and Claim Expenses			30
Note 7. Debt and Credit Facilities			34
Note 8. Noncontrolling Interests			35
Note 9. Variable Interest Entities			38
Note 10. Shareholders’ Equity			41
Note 11. Earnings per Share			43
Note 12. Segment Reporting			44
Note 13. Derivative Instruments			48
Note 14. Commitments and Contingencies and Other Items			54
Note 15. Assets and Liabilities Held for Sale			55
Note 16. Condensed Consolidated Financial Information Provided in Connection with Outstanding Debt of Subsidiaries			56
Note 17. Subsequent Event			64

RenaissanceRe Holdings Ltd. and Subsidiaries

Consolidated Balance Sheets

(in thousands of United States Dollars, except share and per share amounts)


	June 30, 2020		December 31, 2019
Assets	(Unaudited)		(Audited)
Fixed maturity investments trading, at fair value – amortized cost $12,188,507 at June 30, 2020 (December 31, 2019 – $11,067,414)	$	12,495,135	$	11,171,655

Short term investments, at fair value	5,570,804		4,566,277
Equity investments trading, at fair value	470,087		436,931
Other investments, at fair value	1,093,338		1,087,377
Investments in other ventures, under equity method	94,285		106,549
Total investments	19,723,649		17,368,789
Cash and cash equivalents	1,185,844		1,379,068
Premiums receivable	3,519,965		2,599,896
Prepaid reinsurance premiums	1,266,203		767,781
Reinsurance recoverable	2,774,358		2,791,297
Accrued investment income	70,004		72,461
Deferred acquisition costs and value of business acquired	734,286		663,991
Receivable for investments sold	648,458		78,369
Other assets	298,396		346,216
Goodwill and other intangible assets	258,591		262,226

Total assets	$	30,479,754	$	26,330,094
Liabilities, Noncontrolling Interests and Shareholders’ Equity
Liabilities
Reserve for claims and claim expenses	$	9,365,469	$	9,384,349
Unearned premiums	3,549,641		2,530,975
Debt	1,135,216		1,384,105
Reinsurance balances payable	4,094,027		2,830,691
Payable for investments purchased	1,259,116		225,275
Other liabilities	342,014		932,024

Total liabilities	19,745,483		17,287,419
Commitments and Contingencies
Redeemable noncontrolling interests	3,387,099		3,071,308
Shareholders’ Equity
Preference shares: $1.00 par value – 11,010,000 shares issued and outstanding at June 30, 2020 (December 31, 2019 – 16,010,000)	525,000		650,000
Common shares: $1.00 par value – 50,811,098 shares issued and outstanding at June 30, 2020 (December 31, 2019 – 44,148,116)	50,811		44,148
Additional paid-in capital	1,602,738		568,277
Accumulated other comprehensive loss	(3,066)		(1,939)
Retained earnings	5,171,689		4,710,881
Total shareholders’ equity attributable to RenaissanceRe	7,347,172		5,971,367


Total liabilities, noncontrolling interests and shareholders’ equity	$	30,479,754	$	26,330,094

See accompanying notes to the consolidated financial statements

RenaissanceRe Holdings Ltd. and Subsidiaries

Consolidated Statements of Operations

For the three and six months ended June 30, 2020 and 2019

(in thousands of United States Dollars, except per share amounts) (Unaudited)


	Three months ended						Six months ended
	June 30, 2020		June 30, 2019		June 30, 2020		June 30, 2019
Revenues
Gross premiums written	$	1,701,872	$	1,476,908	$	3,727,593	$	3,041,203
Net premiums written	$	1,180,803	$	1,022,965	$	2,450,611	$	1,951,996
Increase in unearned premiums	(170,707)		(111,463)		(527,417)		(490,466)
Net premiums earned	1,010,096		911,502		1,923,194		1,461,530
Net investment income	89,305		118,588		188,778		200,682
Net foreign exchange (losses) gains	(7,195)		9,309		(12,923)		6,463
Equity in earnings of other ventures	9,041		6,812		13,605		11,473
Other (loss) income	(1,201)		922		(5,637)		4,093
Net realized and unrealized gains on investments	448,390		191,247		337,683		361,260



Total revenues	1,548,436		1,238,380		2,444,700		2,045,501
Expenses
Net claims and claim expenses incurred	510,272		453,373		1,081,226		680,408
Acquisition expenses	233,610		227,482		444,214		351,433
Operational expenses	49,077		59,814		116,538		104,747
Corporate expenses	11,898		23,847		27,889		62,636
Interest expense	11,842		15,534		26,769		27,288
Total expenses	816,699		780,050		1,696,636		1,226,512
Income before taxes	731,737		458,330		748,064		818,989
Income tax expense	(29,875)		(9,475)		(21,029)		(17,006)


Net income	701,862		448,855		727,035		801,983
Net income attributable to redeemable noncontrolling interests	(118,728)		(71,812)		(216,819)		(142,034)
Net income attributable to RenaissanceRe	583,134		377,043		510,216		659,949
Dividends on preference shares	(7,289)		(9,189)		(16,345)		(18,378)
Net income available to RenaissanceRe common shareholders	$	575,845	$	367,854	$	493,871	$	641,571


Net income available to RenaissanceRe common shareholders per common share – basic	$	12.64	$	8.36	$	11.04	$	14.82


Net income available to RenaissanceRe common shareholders per common share – diluted	$	12.63	$	8.35	$	11.02	$	14.81
Dividends per common share	$	0.35	$	0.34	$	0.70	$	0.68

See accompanying notes to the consolidated financial statements

RenaissanceRe Holdings Ltd. and Subsidiaries

Consolidated Statements of Comprehensive Income

For the three and six months ended June 30, 2020 and 2019

(in thousands of United States Dollars) (Unaudited)


	Three months ended						Six months ended
	June 30, 2020		June 30, 2019		June 30, 2020		June 30, 2019
Comprehensive income
Net income	$	701,862	$	448,855	$	727,035	$	801,983
Change in net unrealized (losses) gains on investments, net of tax	(1,488)		1,309		(2,145)		1,272
Foreign currency translation adjustments, net of tax	86		(3,708)		1,018		(3,708)

Comprehensive income	700,460		446,456		725,908		799,547
Net income attributable to redeemable noncontrolling interests	(118,728)		(71,812)		(216,819)		(142,034)

Comprehensive income attributable to redeemable noncontrolling interests	(118,728)		(71,812)		(216,819)		(142,034)
Comprehensive income attributable to RenaissanceRe	$	581,732	$	374,644	$	509,089	$	657,513

See accompanying notes to the consolidated financial statements

RenaissanceRe Holdings Ltd. and Subsidiaries

Consolidated Statements of Changes in Shareholders’ Equity

For the three and six months ended June 30, 2020 and 2019

(in thousands of United States Dollars) (Unaudited)


	Three months ended						Six months ended
	June 30, 2020		June 30, 2019		June 30, 2020		June 30, 2019
Preference shares
Beginning balance	$	525,000	$	650,000	$	650,000	$	650,000

Repurchase of shares	—		—		(125,000)		—
Ending balance	525,000		650,000		525,000		650,000
Common shares
Beginning balance	44,034		44,159		44,148		42,207
Issuance of shares	6,777		—		6,777		1,739
Repurchase of shares	—		—		(406)		—
Exercise of options and issuance of restricted stock awards	—		3		292		216
Ending balance	50,811		44,162		50,811		44,162
Additional paid-in capital
Beginning balance	502,608		543,889		568,277		296,099
Issuance of shares	1,088,772		—		1,088,772		248,259
Repurchase of shares	—		—		(62,215)		—

Change in redeemable noncontrolling interests	(4)		(213)		(353)		(216)
Exercise of options and issuance of restricted stock awards	11,362		8,534		8,257		8,068
Ending balance	1,602,738		552,210		1,602,738		552,210
Accumulated other comprehensive loss
Beginning balance	(1,664)		(1,470)		(1,939)		(1,433)
Change in net unrealized losses on investments, net of tax	(1,488)		1,309		(2,145)		1,272
Foreign currency translation adjustments, net of tax	86		(3,708)		1,018		(3,708)

Ending balance	(3,066)		(3,869)		(3,066)		(3,869)
Retained earnings
Beginning balance	4,613,548		4,317,455		4,710,881		4,058,207

Net income	701,862		448,855		727,035		801,983
Net income attributable to redeemable noncontrolling interests	(118,728)		(71,812)		(216,819)		(142,034)

Dividends on common shares	(17,704)		(14,970)		(33,063)		(29,439)
Dividends on preference shares	(7,289)		(9,189)		(16,345)		(18,378)
Ending balance	5,171,689		4,670,339		5,171,689		4,670,339

Total shareholders’ equity	$	7,347,172	$	5,912,842	$	7,347,172	$	5,912,842

See accompanying notes to the consolidated financial statements

RenaissanceRe Holdings Ltd. and Subsidiaries

Consolidated Statements of Cash Flows

For the six months ended June 30, 2020 and 2019

(in thousands of United States Dollars) (Unaudited)


	Six months ended
	June 30, 2020		June 30, 2019
Cash flows provided by operating activities
Net income	$	727,035	$	801,983
Adjustments to reconcile net income to net cash provided by operating activities
Amortization, accretion and depreciation	(8,526)		(16,529)
Equity in undistributed earnings of other ventures	1,388		5,380
Net realized and unrealized gains on investments	(337,683)		(361,260)



Change in:
Premiums receivable	(

Form: 10-Q

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