Issuer Free Writing Prospectus dated June 2, 2020
Filed Pursuant to Rule 433
Relating to Preliminary Prospectus Supplement dated June 2, 2020
To Prospectus dated June 2, 2020
Registration No. 333-231720
RenaissanceRe Announces Pricing of Public Offering of 5,500,000 Common Shares
Pembroke, Bermuda, June 2, 2020 RenaissanceRe Holdings Ltd. (NYSE: RNR) (the Company or
RenaissanceRe) announced today the pricing of an underwritten public offering of 5,500,000 of its common shares at a price to the public of $166.00 per share, before underwriting discounts and commissions. The offering is expected to
close on June 5, 2020, subject to customary closing conditions.
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 RenaissanceRes 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 Companys 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 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.