UNITED STATES
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): November 6, 2003
REINSURANCE GROUP OF AMERICA, INCORPORATED
(Exact Name of Registrant as Specified in its Charter)
MISSOURI 1-11848 43-1627032
(State or Other Jurisdiction of (Commission (IRS Employer
Incorporation) File Number) Identification Number)
1370 Timberlake Manor Parkway, Chesterfield, Missouri 63017
(Address of Principal Executive Office)
Registrant's telephone number, including area code: (636) 736-7000
ITEM 5. OTHER EVENTS
On November 6, 2003, RGA issued a press release announcing the pricing of
the offering of 10,500,000 shares of its common stock. RGA has granted the
underwriters a 30-day option to purchase up to 1,575,000 additional shares of
common stock. A copy of this press release is filed with this report as
Exhibit 99.1 and incorporated by reference herein.
In order to furnish certain exhibits for incorporation by reference into
the registration statement related to this offering, RGA is filing the
underwriting agreement relating to the offering and an opinion of RGA's counsel
regarding the validity of the shares.
ITEM 7. FINANCIAL STATEMENTS AND EXHIBITS
(c) Exhibits
<Table>
<Caption>
Exhibit No. Exhibit
1.1 Underwriting Agreement, dated November 6, 2003, by
and among RGA, Goldman, Sachs & Co. and Lehman
Brothers Inc. and each of the other underwriters
named in Schedule 1 thereto
5.1 Opinion of James E. Sherman, Esq.
23.1 Consent of James E. Sherman, Esq.
99.1 Press release of Reinsurance Group of America,
Incorporated dated November 6, 2003 announcing the
pricing of the offering of 10,500,000 shares of its
common stock.
</Table>
SIGNATURE
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.
REINSURANCE GROUP OF AMERICA,
INCORPORATED
Date: November 7, 2003 By: /s/ Jack B. Lay
--------------------------------------
Jack B. Lay
Executive Vice President and Chief
Financial Officer
EXHIBIT INDEX
Exhibit No. Exhibit
- ----------- -------
1.1 Underwriting Agreement, dated November 6, 2003, by and among RGA, Goldman,
Sachs & Co. and Lehman Brothers Inc. and each of the other underwriters named
in Schedule 1 thereto
5.1 Opinion of James E. Sherman, Esq.
23.1 Consent of James E. Sherman, Esq. (included in Exhibit 5.1)
99.1 Press release of Reinsurance Group of America, Incorporated dated November 6,
2003 announcing the pricing of the offering of 10,500,000 shares of its
common stock.