has agreed to sell 1.73 million shares to Bermuda-based reinsurer RenaissanceRe Holdings Ltd. for $72.20 per share for total proceeds of $124.6 million.

St. Paul Cos. said the secondary offering should close March 13. The company expects to record an after-tax gain of $39.3 million on the sale.

"This sale allows us to redeploy the proceeds to our specialty property-liability underwriting lines and to fund share repurchases,'' said St. Paul chief executive and chairman Douglas Leatherdale.

Morgan Stanley Dean Witter was the lead manager for the offering and JP Morgan and Merrill Lynch & Co. were each co-managers.