Acquisition of Tokio Millennium Re (Tables)

3 Months Ended

Mar. 31, 2019

The Company's total purchase price for the TMR Group Entities was calculated as follows:




Special Dividend
Special Dividend paid to common shareholders of Tokio and holders of Tokio equity awards			$	500,000
RenaissanceRe common shares
Common shares issued by RenaissanceRe to Tokio	1,739,071
Common share price of RenaissanceRe (1)	$	143.75
Market value of RenaissanceRe common shares issued by RenaissanceRe to Tokio			249,998
Cash consideration
Cash consideration paid by RenaissanceRe as acquisition consideration			813,595
Total purchase price			1,563,593
Less: Special Dividend paid to Tokio			(500,000		)
Net purchase price			$	1,063,593

(1)

RenaissanceRe common share price is based on the 30-day trailing volume weighted average price of $143.7539 as of market close on March 15, 2019, which approximates fair value.

Schedule of Fair Value of Net Assets Acquired and Liabilities Assumed

The Company recognized identifiable finite lived intangible assets of $11.2 million, which will be amortized over a weighted average period of 10.5 years, identifiable indefinite lived intangible assets of $6.8 million, and certain other adjustments to the fair values of the assets acquired, liabilities assumed and shareholders’ equity of the TMR Group Entities at March 22, 2019 as summarized in the table below:




Shareholders’ equity of the TMR Group Entities at March 22, 2019	$	1,032,961
Adjustments for fair value, by applicable balance sheet caption:
Net deferred acquisition costs and value of business acquired	(56,788		)
Net reserve for claims and claim expenses	67,782
Goodwill and intangible assets at March 22, 2019 of the TMR Group Entities	(6,569		)
Total adjustments for fair value by applicable balance sheet caption before tax impact	4,425
Other assets - net deferred tax liability related to fair value adjustments and value of business acquired	(2,606		)
Total adjustments for fair value by applicable balance sheet caption, net of tax	1,819
Adjustments for fair value of the identifiable intangible assets:
Identifiable indefinite lived intangible assets (insurance licenses)	6,800
Identifiable finite lived intangible assets (top broker relationships and renewal rights)	11,200
Identifiable intangible assets before tax impact	18,000
Other assets - deferred tax liability on identifiable intangible assets	(2,281		)
Total adjustments for fair value of the identifiable intangible assets and value of business acquired, net of tax	15,719
Total adjustments for fair value by applicable balance sheet caption, identifiable intangible assets and value of business acquired, net of tax	17,538
Shareholders’ equity of the TMR Group Entities at fair value	1,050,499
Total net purchase price paid by RenaissanceRe	1,063,593
Excess purchase price over the fair value of net assets acquired assigned to goodwill	$	13,094

Schedule of Identifiable Intangible Sssets Acquired

Identifiable intangible assets at March 22, 2019 and at March 31, 2019, consisted of the following, and are included in goodwill and other intangible assets on the Company’s consolidated balance sheet:




	Amount		Economic Useful Life
Top broker relationships	$	10,000	10.0 years
Renewal rights	1,200		15.0 years
Insurance licenses	6,800		Indefinite
Net identifiable intangible assets at March 31, 2019 related to the acquisition of the TMR Group Entities	$	18,000

Schedule of Business Acquisition, Pro Forma Information

The following table presents unaudited pro forma consolidated financial information for the three months ended March 31, 2019 and 2018 and assumes the acquisition of the TMR Group Entities occurred on January 1, 2018. The unaudited pro forma consolidated financial information is provided for informational purposes only and is not necessarily, and should not be assumed to be, an indication of the results that would have been achieved had the transaction been completed as of January 1, 2018 or that may be achieved in the future. The unaudited pro forma consolidated financial information does not give consideration to the impact of possible revenue enhancements, expense efficiencies, synergies or asset dispositions that may result from the acquisition of the TMR Group Entities. In addition, unaudited pro forma consolidated financial information does not include the effects of costs associated with any restructuring or integration activities resulting from the acquisition of the TMR Group Entities, as they are nonrecurring.




	Three months ended
	March 31, 2019		March 31, 2018
Total revenues	$	1,148,146	$	725,269
Net income available to RenaissanceRe common shareholders	330,394		27,605