UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
SCHEDULE 13G
Under the Securities Exchange Act of 1934
PLATINUM UNDERWRITERS HOLDINGS, LTD.
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(Name of Issuer)
Common Shares, $0.01 par value
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(Title of Class of Securities)
G7127P100
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(CUSIP Number)
November 1, 2002
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(Date of Event Which Requires
Filing of this Statement)
Check the appropriate box to designate the rule pursuant to which this Schedule
is filed:
[ ] Rule 13d-1(b)
[x] Rule 13d-1(c)
[ ] Rule 13d-1(d)
*The remainder of this cover page shall be filled out for a reporting person's
initial filing on this form with respect to the subject class of securities, and
for any subsequent amendment containing information which would alter the
disclosures provided in a prior cover page.
The information required on the remainder of this cover page shall not be deemed
to be "filed" for the purpose of Section 18 of the Securities Exchange Act of
1934 ("Act") or otherwise subject to the liabilities of that section of the Act
but shall be subject to all other provisions of the Act (however, see the Notes
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13G
CUSIP No. G7127P10
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1 NAME OF REPORTING PERSON
S.S. OR I.R.S. IDENTIFICATION NO. OF ABOVE PERSON
RenaissanceRe Holdings Ltd.
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2 CHECK THE APPROPRIATE BOX IF A MEMBER OF A GROUP*
(a) [ ]
(b) [X]
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3 SEC USE ONLY
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4 CITIZENSHIP OR PLACE OF ORGANIZATION
Bermuda
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5 SOLE VOTING POWER
6,460,000(1)
NUMBER OF -------------------------------------------------------------------
SHARES 6 SHARED VOTING POWER
BENEFICIALLY
OWNED BY 0
EACH -------------------------------------------------------------------
REPORTING 7 SOLE DISPOSITIVE POWER
PERSON
WITH 6,460,000
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8 SHARED DISPOSITIVE POWER
0
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9 AGGREGATE AMOUNT BENEFICIALLY OWNED BY EACH REPORTING PERSON
6,460,000
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10 CHECK BOX IF THE AGGREGATE AMOUNT IN ROW (9) EXCLUDES CERTAIN SHARES*
Not Applicable
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11 PERCENT OF CLASS REPRESENTED BY AMOUNT IN ROW 9
14.2%
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12 TYPE OF REPORTING PERSON*
CO
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*SEE INSTRUCTION BEFORE FILLING OUT
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(1) Pursuant to the Bye-laws of Platinum Underwriters Holdings, Ltd.
("Platinum"), if RenaissanceRe's ownership of Platinum's Common Shares
constitutes 10% or more of the issued Common Shares, the Common Shares
owned by RenaissanceRe will have reduced voting rights so that
RenaissanceRe is not able to exercise more than 9.9% of the total voting
rights attached to all of the then issued Common Shares.
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Item 1.
(a) Name of Issuer
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Platinum Underwriters Holdings, Ltd.
(b) Address of Issuer's Principal Executive Officers
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Clarendon House
2 Church Street
Hamilton HM 11
Bermuda
Item 2.
(a) Name of Person Filing
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RenaissanceRe Holdings Ltd. ("RenaissanceRe")
(b) Address of Principal Business Office or, if none, Residence
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Renaissance House
8-12 East Broadway
Pembroke HM 19
Bermuda
(c) Citizenship
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Bermuda
(d) Title of Class of Securities
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Common Shares, $0.01 par value
(e) CUSIP Number
G7127P100
Item 3. Not applicable.
Item 4. Ownership
(a) Amount beneficially owned
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6,460,000
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(b) Percent of class:
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14.2%. This percentage was calculated based upon 45,504,000 Common
Shares, including 43,004,000 Common Shares currently outstanding as
described in Platinum's 424(b) Prospectus, filed on October 29, 2002
(including Common Shares subsequently issued pursuant to the exercise
of the underwriters' over-allotment option as described in such
Prospectus), and 2,500,000 Common Shares issuable to RenaissanceRe upon
exercise of options. On a fully diluted basis, RenaissanceRe's
percentage ownership is 11.23% based on 57,504,000 Common Shares (as
described in such Prospectus).
(c) Number of shares as to which the person has:
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(i) Sole power to vote or to direct the vote: 6,460,000(2)
(ii) Shared power to vote or to direct the vote: 0
(iii) Sole power to dispose or to direct the disposition of: 6,460,000
(iv) Shared power to dispose or to direct the disposition of: 0
Item 5. Ownership of Five Percent or Less of a Class
If this statement is being filed to report the fact that as of the
date hereof the reporting person has ceased to be the beneficial owner
of more than five percent of the class of securities, check the
following [ ].
Item 6. Ownership of More than Five Percent on Behalf of Another Person.
Not Applicable.
Item 7. Identification and Classification of the Subsidiary Which Acquired the
Security Being Reported on By the Parent Holding Company
Not Applicable.
Item 8. Identification and Classification of Members of the Group
Not Applicable.
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(2) Pursuant to Platinum's Bye-laws, if RenaissanceRe's ownership of Platinum's
Common Shares constitutes 10% or more of the issued Common Shares, the
Common Shares owned by RenaissanceRe will have reduced voting rights so
that RenaissanceRe is not able to exercise more than 9.9% of the total
voting rights attached to all of the then issued Common Shares.
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Item 9. Notice of Dissolution of Group
Not Applicable
Item 10. Certification
By signing below I certify that, to the best of my knowledge and
belief, the securities referred to above were not acquired and are not
held for the purpose of or with the effect of changing or influencing
the control of the issuer of the securities and were not acquired and
are not held in connection with or as a participant in any transaction
having that purpose or effect.
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SIGNATURE
After reasonable inquiry and to the best of my knowledge and belief, I
certify that the information set forth in this statement is true, complete and
correct.
Dated: November 4, 2002
RENAISSANCERE HOLDINGS LTD.
By: /s/ Stephen H. Weinstein
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Name: Stephen H. Weinstein
Title: Vice President, General Counsel and Secretary
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