UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-K

x

ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the fiscal year ended December 31, 20142017

or

¨

TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934

For the transition period from ______ to. _____.

Commission File number 0-15886

The Navigators Group, Inc.

(Exact name of registrant as specified in its charter)

 

Delaware

Delaware

13-3138397

(State or other jurisdiction of

incorporation or organization)

(I.R.S. Employer

Identification No.)

 

400 Atlantic Street, Stamford, Connecticut

06901

(Address of principal executive offices)

(Zip Code)

Registrant’s telephone number, including area code:  (203) 905-6090

Securities registered pursuant to section 12(b) of the Act:

 

Title of each class:

Name of each exchange on which registered:

Common Stock, $.10 Par Value

The NASDAQ Global Select Market

Securities registered pursuant to Section 12(g) of the Act:  None

Indicate by check mark if the registrant is a well-known seasoned issuer, as defined in Rule 405 of the Securities Act.    Yes  ¨    No  x

Indicate by check mark if the registrant is not required to file reports pursuant to Section 13 or 15(d) of the Act.    Yes  ¨    No  x

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.    Yes  x    No  ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark if disclosure of delinquent filers pursuant to Item 405 of Regulation S-K (§229.405 of this chapter) is not contained herein, and will not be contained, to the best of the registrant’s knowledge, in definitive proxy or information statements incorporated by reference in Part III of this Form 10-K or any amendment to this Form 10-K.  x

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company, or an emerging growth company. See the definition of “large accelerated filer,” “accelerated filer”filer,” “smaller reporting company” and “smaller reporting“emerging growth company” in Rule 12b-2 of the Exchange Act. (Check One):

 

Large accelerated filer

¨

Non-accelerated filer

Accelerated filerx

Non-accelerated

Accelerated filer

¨

Smaller reporting company

Emerging growth company

¨

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes  ¨    No  x

The aggregate market value of voting stock held by non-affiliates as of June 30, 20142017 was $723,657,575$1,267,312,917 (Last business day of The Company’s most recently completed second fiscal quarter).

The number of common shares outstanding as of January 31, 201529, 2018 was 14,289,97029,531,368 (Last practical business day for the count of shares outstanding).

DOCUMENTS INCORPORATED BY REFERENCE

Portions of the Company’s  2014definitive Proxy Statement for the Annual Meeting of Stockholders to be held on May 10, 2018  are incorporated by reference in Part III, Items 10, 11, 12, 13 and 14 of thisForm 10-K.10‑K.

 

 

 


TABLE OF CONTENTS

Description

Page

Number

Note on Forward-Looking Statements

3

PART I

Item 1.

Business

3

Overview

3

Business LinesSegment Information

5

3

Products and Distribution

4

Competitive Environment

7

Employees

7

Loss Reserves

9

7

Catastrophe Risk Management

13

Superstorm Sandy and Hurricanes Gustav and Ike

14

Reinsurance Recoverables

14

Investments

17

10

Regulation

19

10

Competition

22

Employees

22

Available Information

22

12

Item 1A.

Risk Factors

23

12

Item 1B.

Unresolved Staff Comments

30

22

Item 2.

Properties

31

22

Item 3.

Legal Proceedings

31

23

Item 4.

Mine Safety Disclosures

31

23

PART II

Item 5.

Market for Registrant’sRegistrant's Common Equity, Related Stockholder Matters and Issuer Purchases of Equity Securities

32

23

Item 6.

Selected Financial Data

35

26

Item 7.

Management’sManagement's Discussion and Analysis of Financial Condition and Results of Operations

36

27

U.S. GAAP and Non GAAP Financial Performance Metrics

27

Overview

36

28

RatingsResults of Operations

37

29

Segment Results

34

U.S. Insurance

35

Int’l Insurance

41

GlobalRe

47

Capital Resources and Liquidity

50

Investments

53

Reserves for Losses and LAE for Loss Events

56

Reinsurance Recoverables

60

Critical Accounting Estimates

38

61

Results of OperationsRecent Accounting Pronouncements

44

65

Item 7A.

Segment Information

58

Off-Balance Sheet Transactions

67

Tabular Disclosure of Contractual Obligations

67

Capital Resources

67

Liquidity

70
Item 7A.Quantitative and Qualitative Disclosures about Market Risk

80

65

Item 8.

Financial Statements and Supplementary Data

81

66

Item 9.

Changes in and Disagreements with Accountants on Accounting and Financial Disclosure

81

67

Item 9A.

Controls and Procedures

82

67

Item 9B.

Other Information

84

69

PART III

Item 10.

Directors, Executive Officers and Corporate Governance

84

69

Item 11.

Executive Compensation

84

69

Item 12.

Security Ownership of Certain Beneficial Owners and Management and Related Stockholder Matters

84

69

Item 13.

Certain Relationships and Related Transactions, and Director Independence

84

69

Item 14.

Principal Accountant Fees and Services

84

69

PART IV

Item 15.

Exhibits and Financial Statement Schedules

85

69

Item 16.

Form 10-K Summary

71

Signatures

86

72

Index to Consolidated Financial Statements and Schedules

F-1


NOTE ON FORWARD-LOOKINGFORWARD-LOOKING STATEMENTS

Some of the statements in this Annual Report on Form 10-K are “forward-looking statements” as defined in the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in or incorporated by reference in this Annual Report are forward-looking statements.  Whenever used in this report, the words “estimate,” “expect,” “believe,” “may,” “will,” “intend,” “continue” or similar expressions or their negative are intended to identify such forward-looking statements.  Forward-looking statements are derived from information that we currently have and assumptions that we make. We cannot assure you that anticipated results will be achieved, since actual results may differ materially because of both known and unknown risks and uncertainties which we face. Factors that could cause actual results to differ materially from our forward-looking statements include, but are not limited to, the factors described in Part I, Item 1A, “Risk Factors”Risk Factors of this report. In light ofDue to these known risks, any unknown risks, uncertainties and assumptions, any forward-looking eventsstatements discussed in this report may not occur. Youoccur and actual results may differ materially, and you are therefore cautioned not to place undue reliance on any forward-looking statements, which speak only as of their respective dates.them. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

The discussion and analysis of our financial condition and results of operations contained herein should be read in conjunction with our Consolidated Financial Statements and accompanying notes which appear elsewhere in this report. They contain forward-looking statements that involve risks and uncertainties. Please refer to the above “Note on Forward-Looking Statements” for more information. Our actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors, including those discussed above and elsewhere in this report.

PART I

ITEM 1. BUSINESS

Overview

The accompanying consolidated financial statements, consisting ofUnless the results ofcontext requires otherwise, the terms “we,” “us,”  “our,” or “our Company” are used to mean The Navigators Group, Inc., a Delaware holding company established in 1982, and its subsidiaries are prepared on the basis of United States (“U.S.”) generally accepted accounting principles (“GAAP” or “U.S. GAAP”). All significant intercompany transactions and balances have been eliminated. The preparation of these consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the consolidated financial statements and the reported revenues and expenses during the reporting periods.subsidiaries.  The term “the Company” as used herein is used to mean The Navigators Group, Inc. and its subsidiaries, unless the context otherwise requires. The terms “Parent” or “Parent Company” areis used to mean The Navigators Group, Inc. without its subsidiaries. Certain amounts for the prior year have been reclassified to conform to the current year’s presentation.

The Company is

We are an international insurance company focusing on specialty products within the overall property and casualty insurance market. The Company’swith a long-standing area of specialization isin Marine insurance. The Company hasWe also offer Property and Casualty (“P&C”) insurance, which consists primarily of general liability coverage and umbrella & excess liability coverage to commercial enterprises through our Primary and Excess Casualty divisions. We have also developed niches in Professional Liability insurance, and Property Casualty lines of insurance, such as Primary and Excess casualty coverages offered to commercial enterprises and Assumed Reinsurance.

The Company classifies its business into one Corporate segmentthrough our Directors & Officers (“Corporate”D&O”) and two underwriting segments, the Insurance Companies segment (“Insurance Companies”) and the Lloyd’s Operations segment (“Lloyd’s Operations”) which are separately managed by business line divisions. The Insurance Companies are primarily engaged in underwriting Marine insurance, Primary Casualty insurance with a concentration in contractors’ general liability products, Excess Casualty insurance with a concentration in commercial umbrella products, Assumed Reinsurance, Management Liability insurance and Errors & Omissions (“E&O”) insurance. This segment is comprised ofdivisions, as well as assumed reinsurance products.

We operate through various wholly-owned insurance and service companies. Our subsidiaries domiciled in the United States (“U.S.”) include two insurance companies, Navigators Insurance Company (“NIC”), which includes a United Kingdom (“UK”) branch (“UK Branch”), and Navigators Specialty Insurance Company (“NSIC”), which underwrites business on an excessas well as our U.S. underwriting agency, Navigators Management Company, Inc. (“NMC”). NIC includes a branch in the United Kingdom (“U.K.”). We also have operations domiciled in the U.K., Hong Kong and surplus lines basis. All ofEurope. Navigators International Insurance Company Ltd. (“NIIC”), Navigators Management (U.K.) Ltd. (“NMUK”) and Navigators Underwriting Ltd. (“NUL”) are domiciled in the business underwritten by NSIC is fully reinsured by NIC pursuant toU.K. and NUL includes European branches. Navigators Underwriting Agency Ltd. (“NUAL”), a 100% quota share reinsurance agreement.

The Lloyd’s Operations are primarily engaged in underwriting Marine insurance; Energy & Engineering insurance with a concentration in offshore energy products and onshore energy construction products, Assumed Reinsurance, Management Liability insurance and E&O insurance at Lloyd’s of London (“Lloyd’s”) through Lloyd’s Syndicate 1221 (“Syndicate 1221”). The Corporate segment consists of the Parent Company’s investment income, interest expense and related income tax.

Revenue is primarily comprised of premiums and investment income. The Company derives premiums predominantly from business written by wholly-owned underwriting management companies, Navigators Management Company (“NMC”) and Navigators Management (UK) Ltd. (“NMUK”) that manage and service insurance and reinsurance business written by the Insurance Companies. The Company’s products are distributed through multiple channels, utilizing global, national and regional retail and wholesale insurance brokers.

Navigators Underwriting Agency Ltd. (“NUAL”) is a Lloyd’s underwriting agency, that manages Syndicate 1221. The Company controls 100% of Syndicate 1221’s stamp capacityand provides the capital, through the wholly-owned subsidiary, Navigators Corporate Underwriters Ltd. (“NCUL”), for our Lloyd’s Syndicate 1221 (the “Syndicate”), and is also domiciled in the U.K. We control 100% of the Syndicate’s stamp capacity.

Effective January 1, 2017, we sold our underwriting agency operations in Sweden and Denmark. The transaction represented a 100% disposition of our Sweden and Denmark corporations, NUAL AB and Navigators A/S, respectively. This transaction did not materially impact our results of operation, financial condition or liquidity.

During the first quarter of 2017, our new U.K. based insurance company, NIIC, which is referreda wholly-owned direct subsidiary of our Parent Company, began writing business.

On December 18, 2017, we entered into a share purchase agreement for the purchase of all of the shares of Assurances Continentales – Continentale Verzekeringen NV (“ASCO”) and Bracht, Deckers & Mackelbert NV (“BDM”). ASCO and BDM are both based in Antwerp, Belgium. The proposed acquisition is part of our strategy of expanding our well-established specialty insurance expertise to as a corporate namemore brokers and insureds across Europe. As aggregate consideration for the acquisition of ASCO and BDM, we will pay EUR 35 million in cash at the closing of the transaction. The transaction is subject to the satisfaction or waiver of customary closing conditions, including among other things, the receipt of regulatory approval, and is anticipated to close in the Lloyd’s market. In addition,first half of 2018.

Segment Information

We report our results of operations consistent with the Company has also established underwriting agenciesmanner in Antwerp, Belgium; Stockholm, Sweden;which our Chief Operating Decision Maker reviews the business to assess performance of our four reporting segments: U.S. Insurance, International Insurance (“Int’l Insurance”), GlobalRe and Copenhagen, Denmark; as well as branchesCorporate. The U.S. Insurance and Int’l Insurance reporting segments are each comprised of the appointed representative, Navigators Underwriting Ltd. (“NUL”), in the European Economic Area (“EEA”), in Milan, Italy; Rotterdam, The Netherlands;three operating segments: Marine, P&C and Paris, France, which underwrite risks pursuant to binding authorities with NUAL into Syndicate 1221. The Company has also established a presence in BrazilProfessional Liability.


For additional information on our segment presentation and China through contractual arrangements with local affiliates of Lloyd’s.

Forfor financial information concerning our operations by segment, refer tosee Segment Results included in Item 7, Management’s Discussion and Analysis of Financial Condition and Results of Operations and Note 3,2, Segment Information, in the Notes to the Consolidated Financial Statements, included herein.Statements.

While the Company’s management takes into consideration a wide rangeThe following table presents Net Premiums Earned by segment:

Years Ended December 31,

 

2017 Net Premiums

 

 

% of

 

 

2016 Net Premiums

 

 

% of

 

 

2015 Net Premiums

 

 

% of

 

amounts in millions

 

Earned

 

 

Total

 

 

Earned

 

 

Total

 

 

Earned

 

 

Total

 

U.S. Insurance

 

$

674

 

 

 

56.8

%

 

$

629

 

 

 

57.2

%

 

$

556

 

 

 

56.5

%

Int'l Insurance

 

 

334

 

 

 

28.2

%

 

 

307

 

 

 

27.9

%

 

 

260

 

 

 

26.4

%

GlobalRe

 

 

178

 

 

 

15.0

%

 

 

164

 

 

 

14.9

%

 

 

168

 

 

 

17.1

%

Total

 

$

1,186

 

 

 

100.0

%

 

$

1,100

 

 

 

100.0

%

 

$

984

 

 

 

100.0

%

Products and Distribution

Our Company distributes insurance related products through international, national, regional and retail insurance brokers. No customer or broker accounted for more than 10% of factors in planning the business strategy and evaluating resultsconsolidated gross premiums written. However, within each of operations,our three reporting segments there are certain factorspremiums written through individual brokers that management believes are fundamental to understanding how the Company is managed. First, underwriting profit is consistently emphasized as a primary goal, above premium growth. Underwriting profit is a non-GAAP financial measurerepresent over 10% of performance and underwriting profitability, which is derived from net earned premium less the sum of net losses and Loss Adjustment Expenses (“LAE”), commission expenses, other operating expenses and other underwriting income or loss. Management’s assessment of the trends and potential growth in underwriting profit is the dominant factor in its decisions with respect to whether or not to expand a business line, enter into a new niche, product or territory or, conversely, to contract capacity in any business line. In addition, management focuses on controlling the costs of the operations. Management believes that careful monitoring of the costs of existing operations and assessment of costs of potential growth opportunities are important to the profitability. Access to capital also has a significant impact on management’s outlookgross premiums written for the operations.reporting segment.

Our on-going operations are organized into distinct divisions, each offering specialized products and services targeted at a specific niche customer segment.

Our U.S. Insurance, Int’l Insurance and GlobalRe reporting segments are considered our three underwriting segments. The U.S. Insurance Companies’ operations and ability to grow their business and take advantageInt’l Insurance reporting segments are further comprised of market opportunities are constrained by regulatory capital requirements and rating agency assessments of capital adequacy. Similarly, the ability to grow the Lloyd’s Operations is subject to capital andthree operating requirements of Lloyd’s and the U.K. regulatory authorities.segments:

Management’s decisions are also greatly influenced by access to specialized underwriting and claims expertise in the Company’s lines of business. The Company has chosen to operate in specialty niches with certain common characteristics, which provides it with the opportunity to use its technical underwriting expertise in order to realize underwriting profit. As a result, the Company has focused on underserved markets for businesses characterized by higher severity and lower frequency of loss where it believes its intellectual capital and financial strength bring meaningful value. In contrast, the Company has avoided niches that it believes have a high frequency of loss activity and/or is subject to a high level of regulatory requirements, such as Workers Compensation and Personal Automobile insurance, because the Company does not believe, its technical underwriting expertise is of as much value in these types of businesses. Examples of niches that have the characteristics the Company looks for include Bluewater Hull which provides coverage for physical damage to highly valued cruise ships, and Directors and Officers Liability insurance (“D&O”) which covers litigation exposure of a corporation’s directors and officers. These types of exposures require substantial technical expertise. The Company attempts to mitigate the financial impact of severe claims on their results through conservative and detailed underwriting, prudent use of reinsurance and a balanced portfolio of risks.

Business Lines

Marine

The – Our Company has been providing high-quality insurance protection for global marine clients since 1974. The Company offersWe offer insurance for companies engaged in the diverse aspects of shipping, global trade and worldwide transportation.

P&C – Our P&C operating segment brings a unique, specialist orientation to both Excess & Surplus products and to the standard commercial middle market for targeted industries and exposures.

Professional Liability – Our Professional Liability operating segment provides niche insurance solutions for numerous Professional Liability and Management Liability risks.

Our underwriting segments and operating segments noted above are further comprised of business divisions and/or products.

A summary of our U.S. Insurance – U.S. Marine operating segment by product is as follows:

U.S. Marine Products

Cargo – We offer all-risk coverage for manufacturing, importers, exporters and freight forwarders with available coverage enhancements including but not limited to: domestic and international inland transit, warehouse storage and exhibition coverage.

Craft– We offer coverage for physical damage and third party liability coverage for tugs, barges, port/harbor vessels and other miscellaneous commercial watercraft.

Inland Marine – Products include builders risk including renovation and repair, installation floaters, contractors’ equipment and numerous other inland marine coverages. Tailored products and services for truckers, warehousing and inland shippers, including coverage for commercial transit and legal liability may also be offered.

Marine Liability – Products include coverage for liability to third parties for bodily injury or property damage stemming from marine-related operations, including but not limited to terminals, marinas and stevedoring.  We focus on the associated marine liability exposures of multi-national corporations as well as small to medium sized marine operations.  

Other products offered: Fishing Vessels, Transport, War, Hull and Other Marine.


A summary of our U.S. Insurance – U.S. P&C operating segment by business line divisionsdivision and primary products within thosethese divisions by underwriting segment:

Insurance Companiesare as follows:

 

Marine

U.S. P&C Products by Division

Excess CasualtyWe provide Commercial Retail Excess Casualty and Specialty Wholesale Excess Casualty products for specialties such as manufacturing and wholesale distribution, commercial and residential construction and construction projects.

Marine Liability

Primary Casualty– Our Company’s Primary Casualty division provides general liability coverage solutions on a non-admitted basis through selected wholesale brokers.

Craft/Fishing Vessels

Environmental – We underwrite environmental liability coverage in three main sectors: contractors pollution liability for a wide range of general and trade contractors; site pollution liability for environmental exposures associated with real estate ownership, operation and ownership transfer; and integrated casualty which combine general liability and pollution liability for product manufacturers and distributors, as well as professional liability, for environmental consultants.

Protection & Indemnity

AutoWe offer liability and physical damage coverage to commercial enterprises primarily within the distribution, construction fleet and limited for hire trucking sectors. This business is distributed through selected wholesalers on a monoline basis and through selected retailers in support of other products.

Cargo
Bluewater Hull
War
Marine Energy Liability
Transport
Customs Bonds
Inland Marine

Other P&C – Products offered in this division include but are not limited to: Property, Life Sciences, Surety, Media, Arts & Entertainment and Other P&C which includes run-off lines of business.

Lloyd’s Operations

 

Marine
Cargo
Marine Liability
Transport
Specie
Marine Energy Liability
Marine Excess-of-Loss Reinsurance
Bluewater Hull
War

The Insurance Companies’ Marine business consists of a number of different product lines. The largest is Marine Liability, which protects businesses from liability to third parties for bodily injury or property damage stemming from their marine-related operations, such as terminals, marinas and stevedoring. The Insurance Companies also underwrite insurance for Harbor Craft and other small craft such as fishing vessels, providing physical damage and third party liability coverage as well as Customs Bonds. The U.K. Branch underwrites Primary Marine Protection & Indemnity business, which complements the Marine Liability business, which is generally written above the primary layer on an excess basis. The Insurance Companies also underwrite Cargo insurance, which provides coverage for physical damage to goods in the course of transit, whether by water, air or land, as well as Bluewater Hull, which provides coverage to the owners of ocean-going vessels against physical damage. In addition, the Insurance Companies write Inland Marine products including builders’ risk, contractors’ tools and equipment, fine arts, computer equipment and warehouse legal liability.

The Insurance Companies’ Marine business is written from offices located in major insurance or port locations in New York, Seattle, San Francisco, Houston, Chicago, Miami and London.

The Lloyd’s Operations Marine business primarily consists of Cargo, Marine Liability, Transport and Specie. Other key product lines include Marine Energy Liability, Assumed Marine Reinsurance of other marine insurers on an excess-of-loss basis, Bluewater Hull and War.

The Lloyd’s Operations Cargo insurance business is one of the largest products and provides coverage for cargo in transit covering all types of manufacturers, importers and exporters. The largest component part of the Marine Liability account is written on an excess basis with terms that are common with the rest of the Lloyd’s market. Within the Marine Liability account the Company writes a large book of Shipowners’ Liability risks and Charterers’ Liability risks both directly and as reinsurance of various primary providers. The Lloyd’s Operations Transport account predominantly comprises worldwide Property and Liability exposures in respect of ports and terminals and services ancillary to the transportation of marine cargo, such as stevedoring, warehousing, wharfingering and logistics. The Lloyd’s Operations Specie account includes cash in transit, jeweler’s block, fine art, precious metals and securities.

The Energy Liability account is predominantly made up of worldwide upstream Energy Liabilities. The Marine Assumed Reinsurance business is fundamentally Cargo based and contains very little International Hull business and Energy exposure in the Gulf of Mexico and the North Sea. The Hull product line covers a general spread of worldwide Hull business along with shipowners’ interests including loss of hire, increased value, mortgagees’ interest and ship construction. The Lloyd’s Operations War product line includes war physical damage, loss of hire, loss of charter hire, piracy, confiscation and drug seizure.

The Lloyd’s Operations Marine business is written from offices located in London, and in Continental Europe in Antwerp, Stockholm, Rotterdam, Milan and Paris.

Property Casualty

The Property Casualty business focuses on specialty products within the overall Property and Casualty insurance and reinsurance market. A summary of theour U.S. Insurance – U.S. Professional Liability operating segment by business line divisionsdivision and primary products within thosethese divisions by underwriting segment, is as follows.

Insurance Companiesfollows:

 

U.S. Professional Liability Products by Division

D&O – We provide D&O insurance to companies for losses resulting from claims alleging breaches of fiduciary duty including stockholder claims, employment related matters and other claims alleging various wrongful acts.

E&O – We underwrite Professional Liability insurance for the following risk types within our E&O division: Architects & Engineers (“A&E”), Accountants, Miscellaneous Professional Liability, Real Estate E&O and Other E&O.

Other Professional Liabilityincludes run-off lines of business.

A summary of our Int’l Insurance – Int’l Marine operating segment by product is as follows:

Int’l Marine Products

Cargo - We offer all-risk coverage for manufacturing, importers, exporters and freight forwarders with available coverage enhancements including but not limited to domestic and international inland transit, warehouse storage and exhibition coverage.

Marine Liability– Products include coverage for liability to third parties for bodily injury or property damage stemming from marine-related operations.  We focus on the associated marine liability exposures of multi-national corporations as well as small to medium sized marine operations.

Protection & Indemnity (“P&I”)– We offer fixed-cost P&I coverage for small to medium sized vessels. We protect shipowners, managers and time charterers against liabilities arising out of and/or in connection with the operation of their vessels.

Specie – We offer specie and fine art insurance coverage as well as writing banks and cash in transit risks.

Transport – We provide comprehensive insurance for a full range of operations in the global ports, terminal operators and logistics sector.

Other products offered: Craft, Energy Liability, Hull, War and Other Marine.


A summary of our Int’l Insurance – Int’l P&C operating segment by business division and primary products within these divisions is as follows:

Assumed Reinsurance

Int’l P&C Products by Division

Energy & Engineering

Onshore Energy – Our insurance offerings include coverage for physical loss or damage to refineries and process plants in the oil, gas and petrochemical industries, with coverage for principal perils including fire, explosion, machinery breakdown and, in some cases, natural perils such as earthquakes and/or flooding.  We focus on owners and investors in refineries, gas processing, and other hydrocarbon processing industries, typically those with mid-sized asset schedules.

Offshore Energy – Policies can cover physical damage to fixed and mobile rigs, land rigs and associated equipment and pipelines plus the risks encountered during the drilling and production phases of wells (both onshore and offshore) and any subsequent re-drill required, along with any consequential seepage and pollution from these incidents. We focus on small to very large companies involved in the exploration and production of hydrocarbons in all areas of the world and those investing in windfarms.

Other products offered: Other Energy & Engineering, which includes power station insurance.

General Liability – We offer primary and excess public, products and pollution liability coverage for a range of industries, including manufacturing, construction, mining, utilities and services.

Property – We provide property insurance coverage for commercial businesses with a focus on standard middle market for targeted industries and exposures for both North American and International risks.

Political Violence & Terrorism (“PV&T”) – We provide property damage and business interruption coverage for a broad range of assets worldwide. Clients range from large multinational retail and commercial business to single exposed locations. We also offer extended political violence cover, including war on land insurance, for the more emerging market risk where buyers of the product feel they are exposed to the risk of civil unrest, insurrection or civil war.

Other P&C – Products offered in this division include: Life Sciences, Environmental and Other P&C which includes run-off lines of business.

A summary of our Int’l Insurance – Int’l Professional Liability operating segment by business division and primary products within these divisions is as follows:

Int’l Professional Liability Products by Division

D&O – We underwrite D&O insurance for public and private companies for losses resulting from alleged breaches of fiduciary duty including stockholder claims, employment related matters and other claims alleging various wrongful acts.

E&O – We underwrite Professional Liability insurance for the following risk types within our E&O division: A&E, Accountants, Miscellaneous Professional Liability, and Other E&O which includes professional liability insurance for lawyers.

Other Professional Liability – We offer a Warranties and Indemnity coverage product which provides coverage for a breach of a warranty or indemnity in a purchase agreement in a merger or acquisition.


A summary of our GlobalRe reporting segment by business products is as follows:

GlobalRe Products

Accident & Health (“A&H”) – We underwrite quota share and excess of loss reinsurance covering healthcare benefits, including employer stop loss, fully insured, limited medical benefits, dental benefits, and prescription drug benefits.

Agriculture

Marine – We underwrite international ocean Marine quota share and excess of loss reinsurance covering Cargo, Hull, Specie and Liability portfolios.

P&C – We underwrite quota share, excess of loss and facultative Property and Casualty Surety and Financial writtenreinsurance in Latin America & Theand the Caribbean (“LatAm”) as well as global Property reinsurance (“Property Treaty”) to selected insurance companies in the United States, Europe, Africa and Asia.

Specialty Casualty – We underwrite quota share and excess of loss reinsurance covering Professional, Management Liability, Auto and General Liability portfolios focused in the United States.

Agriculture – We underwrite quota share, excess of loss Agriculture reinsurance globally.

Primary Casualty

Surety – We underwrite quota share, excess of loss Surety reinsurance in Latin America and the Caribbean (“LatAm”)

General Liability
Product Liability
Excess Casualty
Umbrella & Excess Liability
Environmental Casualty
General Environmental Liability
Pollution Liability

Other Property & Casualty

Life Sciences
Commercial Auto
Global Exporters Package Liability
Energy & Engineering
Offshore Energyproducts include: Various Other Reinsurance.

Lloyd’s Operations

 

Energy & Engineering
Offshore Energy
Onshore Energy
Engineering and Construction
Direct and Facultative (“D&F”) Property
Assumed Reinsurance
International Property and Surety
Casualty
General Liability
Environmental Liability
Life Sciences

Competitive Environment

The Insurance Companies’ business consistsOur Company faces competition from both domestic and foreign insurers, many of Assumed Reinsurance, Primary Casualty, Excess Casualty, Environmental Casualty, Other Property & Casualtywhom have longer operating histories and Energy & Engineering Divisions.

The Specialty Assumed Reinsurance business is written by NavRe, an underwriting unit managed by NMC. The specialty products on which the unit currently writes are proportionalgreater financial, marketing and excess-of-loss treaty reinsurance covering medical health care exposures, Agriculture exposures primarily in North America, Property, Casualty, Surety and Financial treaty exposures in Central and South America and the Caribbean as well as Professional Liability exposuresmanagement resources. Competition in the U.S.

The Primary Casualty Division underwrites General Liabilitytypes of insurance policies forin which our Company is engaged is based on many factors, including the perceived overall financial strength ratings as assigned by independent rating agencies, pricing, other terms and conditions of products and services offered, business experience, business infrastructure, global presence, marketing and distribution arrangements, agency and broker relationships, quality of customer service (including speed of claims payments), product differentiation and quality, operating efficiencies and underwriting. Furthermore, insureds tend to favor large, financially strong insurers, and our Company faces the risk that we will lose market share to these larger insurers. Another competitive factor in whatthe industry is termed the Excess and Surplus lines market, which generally consistsentrance of businesses with more complex liability exposures, including contractors, manufacturers, real estate ownersunderwriting organizations and other service businesses. Since 1995,financial services providers, such as banks and brokerage firms, into the Insurance Companies have specialized in providing General Liability insurance business. These efforts pose new challenges to both residentialinsurance companies and commercial contractors, including coverage to both individual businesses and on a project or wrap-up basis that collectively insures all contractorsagents from financial services companies traditionally not involved on a designated construction project. In addition, the Insurance Companies insure other liability to third parties emanating from their premises and operations and products manufactured or distributed. The Company’s underwriters and claims professionals have significant experience in underwriting and settling claims in these niches that serves as the principle competitive advantage and allows for better underwriting results than those achieved by the U.S. insurance industry in the aggregate.insurance business.  We strive to offer superior service, which we believe has differentiated us from our competitors. Our Company pursues a specialist strategy and focuses on market opportunities where we can compete effectively based on service levels and product design, while still achieving an adequate level of profitability. Our Company has grown, in part, from the leveraging of cross-marketing opportunities with our other operations to take advantage of our organization's global presence.

The Excess Casualty division provides Commercial Umbrella and Excess Casualty insurance coverage. Commercial Umbrella policies provide additional limitsEmployees

As of coverageDecember 31, 2017, we had 732 full-time employees of which 555 were located in excess of a businesses’ General Liability and Automobile Liability policies. Excess policies also provide additional limits of liability, but generally provide limits in excess of the Primary policy and Commercial Umbrella policy, and in many instances attaching in excess of other Excess Liability layers. Areas of specialty include manufacturing and wholesale distribution, commercial construction, residential construction, construction project and wrap-up covers, business services, hospitality and real estate and niche programs.

The Environmental Casualty division provides highly specialized liability coverage to a wide variety of businesses and property owners in three broad product segments: Contractors Pollution Liability; Site Pollution Liability for owners and operators of real estate; and Integrated General and Pollution Liability for manufacturers, distributors, and environmental service providers. The division also writes Transactional Site Pollution policies that support the transfer of environmental liabilities between parties to real estate transactions. Environmental Liability policies can cover both first and/or third party legal liability arising out of pollution events or conditions that are generally excluded under Standard Liability and Property insurance policies.

Additional liability insurance is underwritten for select industry niches, including the Life Sciences, or Biotechnology, Medical Device and Environmental businesses. Other Property Casualty products underwritten include Commercial Automobile, which protects a business for third-party liability emanating from automobiles as well as physical damage to owned vehicles; Commercial Property insurance; and an exporter’s policy that provides coverage for third party liability for suits brought outside of the United States, along149 in the United Kingdom, 8 in The Netherlands, 6 in Hong Kong, 5 in Italy,  3 in France, 2 in Belgium, 2 in Switzerland, 1 in Singapore and 1 in Spain.

Loss Reserves

Loss reserves are estimates of what the insurer or reinsurer expects to pay on claims, based on facts and circumstances then known. It is possible that the ultimate liability may exceed or be less than such estimates. In setting the loss reserve estimates, our Company reviews statistical data covering several years, analyzes patterns by line of business and considers several factors including trends in claims frequency and severity, changes in operations, emerging economic and social trends, inflation and changes in the regulatory and litigation environment. We also consult with other coverage targeted towardexperienced claims professionals. Based on our analysis, we make a best estimate of our ultimate liability.  During the needsloss settlement period, which, in some cases, may last several years, additional facts regarding individual claims may become known and, accordingly, it often becomes necessary to refine and adjust the estimates of international business ownersliability on a claim upward or downward. Such estimates are regularly reviewed and travelers. In 2012updated and 2013,any resulting adjustments are included in our current period’s earnings. Even then, the Company wrote a limited amount of Commercial Surety Bonds, but discontinued that business because of increased levels of competition that made it difficultultimate liability may exceed or be less than our revised estimates. Our reserving process is intended to achieve scale without sacrificing underwriting discipline.

The Energy & Engineering business is written by Navigators Technical Risk (“NavTech”), underwriting unitprovide implicit recognition of the Insurance Companies. The Offshore Energy insurance principally focuses onimpact of inflation and other factors affecting loss payments by taking into account changes in historical payment patterns and perceived probable trends. There is generally no precise method for the oil and gas, chemical and petrochemical industries, with coverage primarily for property damage and business interruption.

The Lloyd’s Operations Property Casualty business consists of Energy & Engineering written through NavTech, as well as Assumed Reinsurance and Casualty business.

The NavTech underwriting unit writes Offshore Energy, Onshore Energy, Engineering and Construction as well as D&F Property business. The Offshore Energy product lines includes coverage for property and activities such as offshore exploration and production assets, offshore construction projects, operators extra expenses and business interruption.

The Onshore Energy and Engineering business is written through a Lloyd’s consortium led by Navigators. The Onshore Energy portfolio comprises first party insurance damage to refineries and process plants in the oil, gas and petrochemical industries. The Engineering business comprises coverage of construction projects and operational power plants and facilities as well as business interruption insurance. Additionally, D&F Property is written through the NavTech underwriting unit with its core product being Fire and Natural Catastrophe Perils coverage for light commercial business.

The Assumed Reinsurance product lines include Property, Casualty and Surety treaty business focused in Argentina and Brazil. In addition, the Lloyd’s Operations writes Property Treaty business consisting of a portfolio of excess-of-loss contracts excluding exposure in the U.S., Caribbean and Latin America to avoid competition with the Insurance Companies.

In 2015, the Lloyd’s Operations plan to start writing Casualty insurance, which will include General Liability, Environmental Liability and Life Sciences (Product Liability and Clinical Trials business insurance), through the Lloyd’s Operations. The portfolio will cover a broad range of industries with a focus on low to medium hazard sectors, including general manufacturing, retail, and services. The Company intends to limit the exposure to high risk sectors such as transportation, automotive, and mining/utilities.

Professional Liability

A summarysubsequent evaluation of the business line divisions and products within those divisions, by underwriting segment, is as follows:

Insurance Companies

Management Liability
D&O Liability
Fiduciary Liability
Crime Liability
Employment Practices Liability
Non Profit D&O Liability
Errors & Omissions (“E&O”)
E&O Miscellaneous Professional Liability
Real Estate Agent Liability
Design Professionals Liability
Accountants Professional Liability
Insurance Agents E&O
Technology, Media & Cyber Liability

Lloyd’s Operations

Management Liability
D&O Liability
Fiduciary Liability
Crime Liability
Employment Practices Liability
Public Offering of Securities Insurance (“POSI”) Liability
Representations and Warranties Insurance
E&O
E&O Miscellaneous Professional Liability
Design Professionals Liability
Accountants Professional Liability
Insurance Agents E&O
Technology, Media & Cyber Liability

The Insurance Companies Management Liability business consists of D&O Liability and related products for publicly traded corporations, privately held companies and not-for-profit organizations. Policies written for U.S. publicly traded companies are largely provided on an excess basis, while the majorityadequacy of the U.S. private company and not-for-profit D&Oconsideration given to inflation, or to any other specific factor, because the eventual strengthening or release of reserves is primary insurance. The E&O business is written on a primary and excess basis to a broad rangeaffected by many factors, some of non-medical professional service providers, ranging from accountants to real estate appraisers. During 2013, the Insurance Companies decided to significantly reduce the underwriting of U.S. law firms, for which they had focused on smaller law firms, as a result of increased competition that precluded them from attaining terms and conditions consistent with profitable underwriting results. Management Liability and Professional Liability policies are generally written on a claims-made basis, for which the claim must be reported during the policy period or a defined extended reporting period following expiration of the policy.interdependent.


The Lloyd’s Operations Management Liability book comprises primary and excess D&O targeting predominantly commercial companies outside of the U.S. The Lloyd’s Operations E&O portfolio is comprised of worldwide commercial E&O business targeting regulated professions and written on either a primary or an excess basis. The focus of this business is on companies domiciled outside of the U.S.

Loss Reserves

TheOur Company maintains reserves for unpaid losses and unpaid LAEloss adjustment expenses (“LAE”) for all lines of business. Loss reserves consist of both reserves for reported claims, known as case reserves, and reserves for losses that have occurred but have not yet been reported, known as incurred but not reported (“IBNR”) losses.  Case reserves are established when notice of a claim is first received. Reserves for such reported claims are established on a case-by-case basis by evaluating several factors, includingIn the type of risk involved, knowledge of the circumstances surrounding such claim, severity of injury or damage, the potential for ultimate exposure, experience with the insured and the broker on the linenormal course of business, our Company cedes a portion of our premium to reinsurers through treaty and the policy provisions relatingfacultative reinsurance agreements.  Although reinsurance does not discharge our Company from liability to the type of claim. Reserves for IBNR are determinedour policyholders, our Company participates in part on the basis of statistical informationreinsurance agreements to limit our loss exposure and in part on the basis of industry experience. To the extent that reserves are strengthened or released, the amount of such strengthening or release is treated as a charge or credit to earnings in the period in which the strengthening or release is identified. These reserves are intended to cover the probable ultimate cost of settling all losses incurred and unpaid, including those incurred but not reported. The determination of reserves for losses and LAE is dependent upon the receipt of information from insureds, brokers and agents.protect us against catastrophic losses.

There is a lag between the time premiums are written and related losses and LAE are incurred, and the time such events are reported to us. The loss reserves include amounts related to short tail and long tail classes of business. Short tail business refers to claims that are generally reported quickly upon occurrence of an event and involve little or no litigation, making estimation of loss reserves less complex. The long tail business includes theour Marine Liability Casualtyproduct as well as various other insurance products in our P&C and Professional Liability insurance products.operating segments. For the long tail lines, significant periods of time, ranging up to several years or more, may elapse between the occurrence of the loss, the reporting of the loss and the settlement of the claim. Generally, the longer the time span between the incidence of a loss and the settlement of the claim, the more likely the ultimate settlement amount will vary from the original estimate. Refer to theCasualty and Professional Liability section below for additional information.

Loss reserves are estimates of what the insurer or reinsurer expects to pay on claims, based on facts and circumstances then known. It is possible that the ultimate liability may exceed or be less than such estimates. In setting the loss reserve estimates, the Company reviews statistical data covering several years, analyzes patterns by line of business and considers several factors including trends in claims frequency and severity, changes in operations, emerging economic and social trends, inflation and changes in the regulatory and litigation environment. The Company also consults with experienced claims professionals. Based on this review, the Company makes a best estimate of its ultimate liability. During the loss settlement period, which, in some cases, may last several years, additional facts regarding individual claims may become known and, accordingly, it often becomes necessary to refine and adjust the estimates of liability on a claim upward or downward. Such estimates are regularly reviewed and updated and any resulting adjustments are included in the current period’s earnings. Even then, the ultimate liability may exceed or be less than the revised estimates. The reserving process is intended to provide implicit recognition of the impact of inflation and other factors affecting loss payments by taking into account changes in historical payment patterns and perceived probable trends. There is generally no precise method for the subsequent evaluation of the adequacy of the consideration given to inflation, or to any other specific factor, because the eventual strengthening or release of reserves is affected by many factors, some of which are interdependent.

Another factor related to reserve development is that the estimate of ultimate losses is based on the ratio of ultimate losses to ultimate premiums. For all the segments a certain, relatively stable, percentage of premium is reported after the close of the fiscal year. These amounts relate to the timing of the inception date of policies, lags in reporting of premium, premium audits, endorsements and cancellations. Losses are projected to an ultimate level. The ratio of ultimate loss to ultimate premium is then applied to the booked earned premium to match revenue with expense for GAAP purposes.

As part of the risk management process, the Company purchases reinsurance to limit the liability on individual risks and to protect against catastrophic loss. The Company purchases both quota share reinsurance and excess-of-loss reinsurance in order to limit the net retention per risk and event. Net retention represents the risk that the Company keeps for its own account. Once the initial reserve is established and the net retention is exceeded, any adverse development will directly affect the gross loss reserve, but would generally have no impact on the net retained loss unless the aggregate limits available under the impacted excess-of-loss reinsurance treaty are exhausted. Reinstatement premiums triggered under the excess-of-loss reinsurance by such additional loss development could have a potential impact on the net premiums during the period in which such additional loss development is recognized. Generally, the limits of exposure are known with greater certainty when estimating the net loss versus the gross loss. This situation tends to create greater volatility in the strengthening and releases of the gross reserves as compared to the net reserves.

The following table summarizes the reserve activity for losses and LAE for the years ended December 31, 2014, 2013 and 2012:

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Net reserves for losses and LAE at beginning of year

  $1,222,633    $1,216,909    $1,237,234  

Provision for losses and LAE for claims occurring in the current year

   601,041     520,227     542,724  

Increase (decrease) in estimated losses and LAE for claims occurring in prior years

   (55,812   (1,266   (45,291
  

 

 

   

 

 

   

 

 

 

Incurred losses and LAE

 545,229   518,961   497,433  

Losses and LAE paid for claims occurring during:

Current year

 (164,199 (147,758 (110,373

Prior years

 (295,527 (365,479 (407,385
  

 

 

   

 

 

   

 

 

 

Losses and LAE payments

 (459,726 (513,237 (517,758
  

 

 

   

 

 

   

 

 

 

Net reserves for losses and LAE at end of year

 1,308,136   1,222,633   1,216,909  

Reinsurance recoverables on unpaid losses and LAE

 851,498   822,438   880,139  
  

 

 

   

 

 

   

 

 

 

Gross reserves for losses and LAE at end of year

$2,159,634  $2,045,071  $2,097,048  
  

 

 

   

 

 

   

 

 

 

The following table presents the development of theour loss and LAE reserves for 20042007 through 2014. The line “Net2017. Net reserves for losses and LAE”LAE reflects theour net reserves at the balance sheet date for each of the indicated years and represents theour estimated amount of losses and LAE arising in all prior years that are unpaid at the balance sheet date. The “ReservesReserves for losses and LAE re-estimated” lines ofre-estimated in the table reflect theour re-estimated amount of theour previously recorded reserves based on experience as of the end of each succeeding year. TheOur reserve estimates may change as more information becomes known about the frequency and severity of claims for individual years. TheOur net and gross cumulative redundancy (deficiency) lines ofin the table reflect thereflects our cumulative amounts developed as of successive years with respect to the aforementioned reserve liability. TheOur cumulative redundancy (deficiency) represents the aggregate change in the estimates over all prior years.

The table calculates losses and LAE reported and recorded for all prior years starting with the year in which the loss was incurred. For example, assuming that a loss occurred in 20042007 but was not reported until 2005,2008, the amount of such loss will appear as a deficiency in both 20042007 and 2005.2008. Conditions and trends that have affected development of the liability in the past may not necessarily occur in the future. Accordingly, it may not be appropriate to extrapolate future strengthening or releases based on the table.

A significant portion of theour favorable or adverse development on the gross reserves has been ceded to the excess-of-loss reinsurance treaties.  As a result of these reinsurance arrangements, theour gross losses and related reserve strengthening and releases tend to be more sensitive to favorable or adverse developments such as those described above than theour net losses and related reserve strengthening and releases.

The gross loss reserves include estimated losses related to the 2008 Hurricanes Ike and Gustav and the 2012 Superstorm Sandy totaling approximately 0.6% and 1.6% of gross loss reserves as of December 31, 2014 and 2013, respectively. In addition, 2.3% and 3.4% of the gross loss reserves as of December 31, 2014 and 2013, respectively, include estimated losses related to the Deepwater Horizon loss event. When recording these losses, the Company assesses the reinsurance coverage, potential reinsurance recoverable and the recoverability of those balances.

Refer to “Management’s Discussion of Financial Condition and Results of Operations - Results of Operations - Expenses - Net Losses and Loss Adjustment Expenses” and Note 5,Reserves for Losses and Loss Adjustment Expenses, in the Notes to Consolidated Financial Statements, both of which are included herein, for additional information regarding Hurricanes Ike and Gustav, Superstorm Sandy and the asbestos exposure.

  Year Ended December 31, 

In thousands

 2004  2005  2006  2007  2008  2009  2010  2011  2012  2013  2014 

Net reserves for losses and LAE

 $463,788   $578,976   $696,116   $847,303   $999,871   $1,112,934   $1,142,542   $1,237,234   $1,216,909   $1,222,633   $1,308,136  

Reserves for losses and LAE re-estimated as of:

           

One year later

  460,007    561,762    649,107    796,557    990,930    1,099,132    1,144,687    1,191,943    1,215,643    1,166,821   

Two years later

  457,769    523,541    589,044    776,845    971,048    1,065,382    1,068,344    1,189,651    1,142,545    

Three years later

  432,988    481,532    555,448    767,600    943,231    1,037,233    1,084,728    1,167,745     

Four years later

  401,380    461,563    559,368    749,905    925,756    1,027,551    1,072,849      

Five years later

  391,766    469,195    539,327    745,489    921,597    1,029,215       

Six years later

  401,071    451,807    538,086    736,776    925,518        

Seven years later

  387,613    449,395    530,856    737,514         

Eight years later

  389,520    444,632    526,515          

Nine years later

  386,991    440,561           

Ten years later

  383,626            

Net cumulative redundancy (deficiency)

  80,162    138,415    169,601    109,789    74,353    83,719    69,693    69,489    74,364    55,812   

Net cumulative paid as of:

           

One year later

  96,981    133,337    142,938    180,459    263,523    314,565    309,063    407,385    365,479    295,527   

Two years later

  180,121    219,125    233,211    322,892    460,058    517,125    552,881    620,955    550,747    

Three years later

  238,673    264,663    300,328    441,267    591,226    682,051    695,054    752,315     

Four years later

  262,425    302,273    359,592    526,226    688,452    773,261    785,046      

Five years later

  283,538    337,559    401,102    583,434    745,765    828,269       

Six years later

  305,214    356,710    427,282    620,507    785,211        

Seven years later

  318,539    372,278    451,118    645,951         

Eight years later

  328,842    385,902    462,648          

Nine years later

  340,956    392,468           

Ten years later

  343,444            

Gross liability-end of year

  966,117    1,557,991    1,607,555    1,648,764    1,853,664    1,920,286    1,985,838    2,082,679    2,097,048    2,045,071    2,159,634  

Reinsurance recoverable

  502,329    979,015    911,439    801,461    853,793    807,352    843,296    845,445    880,139    822,438    851,498  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net liability-end of year

  463,788    578,976    696,116    847,303    999,871    1,112,934    1,142,542    1,237,234    1,216,909    1,222,633    1,308,136  

Gross re-estimated latest

  849,169    1,323,498    1,315,366    1,473,307    1,690,517    1,753,963    1,817,727    1,939,296    1,950,611    1,963,267   

Re-estimated recoverable latest

  465,543    882,937    788,851    735,793    764,999    724,748    744,878    771,551    808,066    796,446   
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

Net re-estimated latest

  383,626    440,561    526,515    737,514    925,518    1,029,215    1,072,849    1,167,745    1,142,545    1,166,821   

Gross cumulative redundancy (deficiency)

  116,948    234,493    292,189    175,457    163,147    166,323    168,111    143,383    146,437    81,804   

The following tables identify the approximate gross and net cumulative redundancy (deficiency) as of each year-end balance sheet date for the Insurance Companies and Lloyd’s Operations contained in the preceding ten year table:

 

   Gross Cumulative Redundancy (Deficiency) 
   Consolidated   Insurance Companies  Lloyd’s
Operations
 

In thousands

  Grand Total   Excluding
Asbestos
   Total  Asbestos  All Other (1)  Total 

2013

   81,804     85,057     51,675    (3,253  54,928    30,129  

2012

   146,437     149,690     70,915    (3,253  74,168    75,522  

2011

   143,383     146,638       (9,140  (3,255    (5,885  152,523  

2010

   168,111     171,494     17,903    (3,383  21,286    150,208  

2009

   166,323     170,739     18,646    (4,416  23,062    147,677  

2008

   163,147     168,492     32,848    (5,345  38,193    130,299  

2007

   175,457     181,598     56,033    (6,141  62,174    119,424  

2006

   292,189     297,550     130,326    (5,361  135,687    161,863  

2005

   234,493     240,100     111,649    (5,607  117,256    122,844  

2004

   116,948     105,146     87,885    11,802    76,083    29,063  

 

(1)Contains cumulative loss development for all active and run-off lines of business exclusive of asbestos losses.

   Net Cumulative Redundancy (Deficiency) 
   Consolidated   Insurance Companies  Lloyd’s
Operations
 

In thousands

  Grand Total   Excluding
Asbestos
   Total  Asbestos  All Other (1)  Total 

2013

   55,812     54,497     30,312    1,315    28,997    25,500  

2012

   74,364     73,049     10,614    1,315    9,299    63,750  

2011

   69,489     68,174     (54,102  1,315    (55,417  123,591  

2010

   69,693     67,027     (31,676  2,666    (34,342  101,369  

2009

   83,719     81,344     (12,327  2,375    (14,702  96,046  

2008

   74,353     71,954     6,434    2,399    4,035    67,919  

2007

   109,789     107,653     43,461    2,136    41,325    66,328  

2006

   169,601     169,243     98,092    358    97,734    71,509  

2005

   138,415     138,287     91,227    128    91,099    47,188  

2004

   80,162     80,563     54,044       (401  54,445    26,118  

 

 

Years Ended December 31,

 

amounts in thousands

 

2007

 

 

2008

 

 

2009

 

 

2010

 

 

2011

 

 

2012

 

 

2013

 

 

2014

 

 

2015

 

 

2016

 

 

2017

 

Net reserves

   for losses and LAE

 

$

847,303

 

 

$

999,871

 

 

$

1,112,934

 

 

$

1,142,542

 

 

$

1,237,234

 

 

$

1,216,909

 

 

$

1,222,633

 

 

$

1,308,136

 

 

$

1,393,126

 

 

$

1,510,451

 

 

$

1,705,380

 

Reserves for losses

   and LAE re-estimated

   as of:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

One year later

 

 

796,557

 

 

 

990,930

 

 

 

1,099,132

 

 

 

1,144,687

 

 

 

1,191,943

 

 

 

1,215,643

 

 

 

1,166,821

 

 

 

1,243,467

 

 

 

1,364,598

 

 

 

1,544,761

 

 

 

 

 

Two years later

 

 

776,845

 

 

 

971,048

 

 

 

1,065,382

 

 

 

1,068,344

 

 

 

1,189,651

 

 

 

1,142,545

 

 

 

1,144,854

 

 

 

1,262,367

 

 

 

1,430,261

 

 

 

 

 

 

 

 

 

Three years later

 

 

767,600

 

 

 

943,231

 

 

 

1,037,233

 

 

 

1,084,728

 

 

 

1,167,745

 

 

 

1,165,959

 

 

 

1,196,219

 

 

 

1,324,701

 

 

 

 

 

 

 

 

 

 

 

 

 

Four years later

 

 

749,905

 

 

 

925,756

 

 

 

1,027,551

 

 

 

1,072,849

 

 

 

1,193,950

 

 

 

1,196,157

 

 

 

1,249,756

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Five years later

 

 

745,489

 

 

 

921,597

 

 

 

1,029,215

 

 

 

1,097,862

 

 

 

1,192,188

 

 

 

1,223,661

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six years later

 

 

736,776

 

 

 

925,518

 

 

 

1,041,778

 

 

 

1,098,545

 

 

 

1,212,716

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Seven years later

 

 

737,514

 

 

 

935,511

 

 

 

1,046,653

 

 

 

1,111,350

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Eight years later

 

 

742,079

 

 

 

943,450

 

 

 

1,060,053

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine years later

 

 

741,590

 

 

 

953,450

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ten years later

 

 

749,363

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net cumulative

   redundancy

   (deficiency)

 

$

97,940

 

 

$

46,421

 

 

$

52,881

 

 

$

31,192

 

 

$

24,518

 

 

$

(6,752

)

 

$

(27,123

)

 

$

(16,565

)

 

$

(37,135

)

 

$

(34,310

)

 

 

 

 

Net cumulative paid

   as of:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

One year later

 

 

180,459

 

 

 

263,523

 

 

 

314,565

 

 

 

309,063

 

 

 

407,385

 

 

 

365,479

 

 

 

295,527

 

 

 

320,863

 

 

 

412,544

 

 

 

478,979

 

 

 

 

 

Two years later

 

 

322,892

 

 

 

460,058

 

 

 

517,125

 

 

 

552,881

 

 

 

620,955

 

 

 

550,747

 

 

 

512,709

 

 

 

620,514

 

 

 

739,944

 

 

 

 

 

 

 

 

 

Three years later

 

 

441,267

 

 

 

591,226

 

 

 

682,051

 

 

 

695,054

 

 

 

752,315

 

 

 

703,511

 

 

 

736,360

 

 

 

821,045

 

 

 

 

 

 

 

 

 

 

 

 

 

Four years later

 

 

526,226

 

 

 

688,452

 

 

 

773,261

 

 

 

785,046

 

 

 

862,722

 

 

 

856,240

 

 

 

875,895

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Five years later

 

 

583,434

 

 

 

745,765

 

 

 

828,269

 

 

 

868,850

 

 

 

949,784

 

 

 

938,370

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Six years later

 

 

620,507

 

 

 

785,211

 

 

 

872,685

 

 

 

930,327

 

 

 

1,002,026

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Seven years later

 

 

645,951

 

 

 

819,146

 

 

 

920,319

 

 

 

958,261

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Eight years later

 

 

663,914

 

 

 

855,320

 

 

 

940,984

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Nine years later

 

 

679,529

 

 

 

871,078

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ten years later

 

 

690,401

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross liability-end of

   year

 

 

1,648,764

 

 

 

1,853,664

 

 

 

1,920,286

 

 

 

1,985,838

 

 

 

2,082,679

 

 

 

2,097,048

 

 

 

2,045,071

 

 

 

2,159,634

 

 

 

2,202,644

 

 

 

2,289,727

 

 

 

2,515,145

 

Reinsurance

   recoverable

 

 

801,461

 

 

 

853,793

 

 

 

807,352

 

 

 

843,296

 

 

 

845,445

 

 

 

880,139

 

 

 

822,438

 

 

 

851,498

 

 

 

809,518

 

 

 

779,276

 

 

 

809,765

 

Net liability-end of

   year

 

$

847,303

 

 

$

999,871

 

 

$

1,112,934

 

 

$

1,142,542

 

 

$

1,237,234

 

 

$

1,216,909

 

 

$

1,222,633

 

 

$

1,308,136

 

 

$

1,393,126

 

 

$

1,510,451

 

 

$

1,705,380

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross re-estimated latest

 

 

1,490,603

 

 

 

1,731,595

 

 

 

1,795,170

 

 

 

1,876,557

 

 

 

2,035,507

 

 

 

2,052,011

 

 

 

2,060,851

 

 

 

2,124,378

 

 

 

2,213,247

 

 

 

2,308,503

 

 

 

 

 

Re-estimated

   recoverable latest

 

 

741,240

 

 

 

778,145

 

 

 

735,117

 

 

 

765,207

 

 

 

822,791

 

 

 

828,350

 

 

 

811,095

 

 

 

799,677

 

 

 

782,986

 

 

 

763,742

 

 

 

 

 

Net re-estimated

   latest

 

$

749,363

 

 

$

953,450

 

 

$

1,060,053

 

 

$

1,111,350

 

 

$

1,212,716

 

 

$

1,223,661

 

 

$

1,249,756

 

 

$

1,324,701

 

 

$

1,430,261

 

 

$

1,544,761

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross cumulative

   redundancy

   (deficiency)

 

$

158,161

 

 

$

122,069

 

 

$

125,116

 

 

$

109,281

 

 

$

47,172

 

 

$

45,037

 

 

$

(15,780

)

 

$

35,256

 

 

$

(10,603

)

 

$

(18,776

)

 

 

 

 

 

(1) - Contains cumulative loss development for all active and run-off lines of business exclusive of asbestos losses.

Property Casualty

The majority of the Property Casualty business involves General Liability and Umbrella & Excess Liability policies, which generate third party, liability claims that are long tail in nature. A significant portion of the General Liability reserves relate to construction risks. The balance is related to coverage for Energy & Engineering related businesses (both Onshore and Offshore), Assumed Reinsurance, and Professional Liability insurance. The Assumed Reinsurance business includes the Agriculture, A&H, LatAm Property and Professional Liability lines.

Professional Liability

The Professional Liability business generates third party claims, which are also longer tail in nature. The Professional Liability policies mainly provide coverage on a claims-made basis, whereby coverage is generally provided for those claims that are made during the policy period. The substantial majority of the claims-made policies provide coverage for one year periods. The Company has also issued a limited number of multi-year claims-made Professional Liability policies known as “project policies” or “tail coverage” that provide for insurance protection for wrongful acts prior to the run-off date. Such multi-year policies provide insurance protection for several years.

The Professional Liability loss estimates are based on expected losses, an assessment of the characteristics of reported losses at the claim level, evaluation of loss trends, industry data, and the legal, regulatory and current risk environment because anticipated loss experience in this area is less predictable due to the small number of claims and/or erratic claim severity patterns. The Company believes that it has made a reasonable estimate of the required loss reserves for Professional Liability. The expected ultimate losses may be adjusted up or down as the accident years mature.

Additional information regarding the loss and loss adjustment expenses incurred and loss reserves can be found in “Management’s Discussion and Analysis of Financial Condition and Results of Operations - Results of Operations - Expenses - Net Losses and Loss Adjustment Expenses” and Note 5,Reserves for Losses and Loss Adjustment Expenses, in the Notes to Consolidated Financial Statements, both of which are included herein.

Catastrophe Risk Management

The Company has exposure to losses caused by hurricanes, earthquakes, and other natural and man-made catastrophic events. The frequency and severity of catastrophic events is unpredictable. The extent of covered losses from a catastrophe is a function of both the total amount of insured exposure in an area affected by the event and the severity of the event. The Company continually assesses the concentration of underwriting exposures in catastrophe exposed areas globally and manages this exposure through individual risk selection and through the purchase of reinsurance. The Company also uses modeling and concentration management tools that allow better monitoring and better control of the accumulations of potential losses from catastrophe events. Despite these efforts, there remains uncertainty about the characteristics, timing and extent of insured losses given the unpredictable nature of catastrophes. The occurrence of one or more catastrophic events could have a material adverse effect on the results of operations, financial condition and/or liquidity.

The Company has significant natural catastrophe exposures throughout the world. The Company estimates that the largest exposure to loss from a single natural catastrophe event comes from a hurricane on the east coast of the United States. As of December 31, 2014, the Company estimates that the probable maximum pre-tax gross and net loss exposure from such a hurricane event would be approximately $97.0 million and $38.3 million, respectively, including the cost of reinsurance reinstatement premiums (“RRPs”).

Like all catastrophe exposure estimates, the foregoing estimate of the probable maximum loss is inherently uncertain. This estimate is highly dependent upon numerous assumptions and subjective underwriting judgments. Examples of significant assumptions and judgments related to such an estimate include the intensity, depth and location of the earthquake, the various types of the insured risks exposed to the event at the time the event occurs and the estimated costs or damages incurred for each insured risk. The composition of the portfolio also makes such estimates challenging due to the non-static nature of the exposures covered under the policies in lines of business such as Cargo and Hull. There can be no assurances that the gross and net loss amounts that the Company could incur in such an event or in any natural catastrophe event would not be materially higher than the estimates discussed above given the significant uncertainties with respect to such an estimate. Moreover, the portfolio of insured risks changes dynamically over time and there can be no assurance that the probable maximum loss will not change materially over time.

The occurrence of large loss events could reduce the reinsurance coverage that is available to the Company and could weaken the financial condition of the reinsurers, which could have a material adverse effect on its results of operations. Although the reinsurance agreements make the reinsurers liable to the Company to the extent the risk is transferred or ceded to the reinsurer, ceded reinsurance arrangements do not eliminate the obligation to pay claims to policyholders, as the Company is required to pay the losses if a reinsurer fails to meet its obligations under the reinsurance agreement.

Superstorm Sandy and Hurricanes Gustav and Ike

Superstorm Sandy, which occurred in the fourth quarter 2012 and Hurricanes Gustav and Ike, which occurred in the third quarter 2008 generated substantial losses in the Marine, Inland Marine and Energy lines of business. The total estimated net loss for Superstorm Sandy in the fourth quarter of 2014 was $20.0 million, inclusive of $8.5 million in reinsurance reinstatement premiums. Gross of reinsurance the loss related to Superstorm Sandy was $66.7 million. There were no significant hurricane losses in 2014, 2013, 2011, 2010, 2009 or 2007 that impacted the Marine, Inland Marine and Energy lines of business.

The Company monitors the development of paid and reported claims activities in relation to the estimate of ultimate losses established for Superstorm Sandy and Hurricanes Gustav and Ike. Management believes that should any adverse loss development for gross claims occur from the aforementioned Superstorm and Hurricanes, it would be contained within the reinsurance program. The actual losses from such loss events may differ materially from the estimated losses as a result of, among other things, the receipt of additional information from insureds or brokers, the attribution of losses to coverages that, for the purposes of the estimates, the Company assumed would not be exposed and inflation in repair costs due to the limited availability of labor and materials. If the actual losses from the aforementioned losses are materially greater than the estimated losses, the business, results of operations and financial condition could be materially adversely affected.

Refer to “Management’s Discussion of Financial Condition and Results of Operations - Results of Operations and Overview - Operating Expenses - Net Losses and Loss Adjustment Expenses Incurred” and Note 5, Reserves for Losses and Loss Adjustment Expenses, in the Notes to Consolidated Financial Statements, both of which are included herein, for additional information regarding Superstorm Sandy and the aforementioned hurricanes.

Reinsurance Recoverables

The Company utilizes reinsurance principally to reduce the exposure on individual risks, to protect against catastrophic losses and to stabilize loss ratios and underwriting results. The Company is protected by various treaty and facultative reinsurance agreements. The reinsurance is placed either directly by the Company or through reinsurance intermediaries. The reinsurance intermediaries are compensated by the reinsurers.

The Company’s ceded earned premiums were $440.7 million, $456.0 million and $396.6 million for the years ended December 31, 2014, 2013 and 2012, respectively. Ceded earned premium is impacted by written RRPs, which are fully earned when written. The Company incurred $8.4 million, $3.0 million and $26.9 million of ceded RRPs for the years ended December 31, 2014, 2013, and 2012, respectively. The RRPs for 2014, 2013 and 2012 are primarily related to large losses from the Company’s Marine business. In 2014, $3.9 million of the large loss is due to the sinking of a vessel in South Korean waters, and $1.6 million is due to additional loss activity on the grounding of the cruise ship Cost Concordia. The total RRPs recorded in 2012 included $11.1 million also from the grounding of the cruise ship Costa Concordia off the coast of Italy as well as $8.3 million in connection with the Company’s loss on Superstorm Sandy.

Normalized for RRPs, the Company’s ceded earned premiums were $432.3 million, $453.0 million and $369.7 million for the years ended December 31, 2014, 2013 and 2012, respectively. The decrease in normalized ceded earned premiums from 2013 to 2014 is primarily due to key changes to the reinsurance programs and mix of business primarily driven by a change in the Insurance Companies Property Casualty Reinsurance program supporting certain casualty risks. The increase in ceded earned premium from 2012 to 2013 is primarily due to growth in the Excess Casualty and Offshore Energy and Liability business.

The Company’s ceded incurred losses were $230.2 million, $188.7 million and $262.6 million for the years ended December 31, 2014, 2013 and 2012, respectively. The increase in ceded incurred losses from 2013 to 2014 is due to growth in the Insurance Companies Primary Casualty and Excess Casualty divisions, coupled with unfavorable emergence on construction defect losses from prior years. Also contributing to the increase is large loss activity in the Insurance Companies Offshore Energy business and unfavorable development on the Professional Liability division’s runoff business. Offsetting these increases is favorable prior year emergence in the Insurance Companies Marine division across all products, and a decrease in the percentage of business ceded in 2014. The decrease in ceded incurred losses from 2012 to 2013 is primarily due to a decrease in large loss activity during the 2013 year.

Although reinsurance makes the reinsurer liable to the Company to the extent the risk is transferred or ceded to the reinsurer, ceded reinsurance arrangements do not eliminate the obligation to pay claims to the policyholders. Accordingly, the Company bears credit risk with respect to the reinsurers. Specifically, the reinsurers may not pay claims made by the Company on a timely basis, or they may not pay some or all of these claims. Either of these events would increase the costs and could have a material adverse effect on the business.

The Company has established a reserve for uncollectible reinsurance in the amount of $11.3 million as of December 31, 2014 and 2013, which was determined by considering reinsurer specific default risk as indicated by their financial strength ratings as well as additional default risk for Asbestos and Environmental related recoverables. Actual uncollectible reinsurance could potentially differ from the estimate.

The exposure to credit risk from any one reinsurer is managed through diversification by reinsuring with a number of different reinsurers, principally in the United States and European reinsurance markets. When reinsurance is placed, the standards of acceptability generally require that a reinsurer must have a rating from A.M. Best Company (“A.M. Best”) and/or Standard & Poor’s (“S&P”) of “A” or better, or an equivalent financial strength if not rated, plus at least $500 million in policyholders’ surplus. The Reinsurance Security Committee, which is included within the Enterprise Risk Management Finance and Credit Sub-Committee, monitors the financial strength of the reinsurers and the related reinsurance recoverables and periodically reviews the list of acceptable reinsurers.

The credit quality distribution of the Company’s reinsurance recoverables of $1.1 billion as of December 31, 2014 for ceded paid and unpaid losses and LAE and ceded unearned premiums based on insurer financial strength ratings from A.M. Best or S&P were as follows:

 

In thousands

  Rating  Carrying
Value(2)
   Percent
of Total 
 
      

A.M. Best Rating description(1):

      

Superior

  A++, A+  $575,205     50

Excellent

  A, A-   547,314     48

Very good

  B++, B+   8,483     1

Fair

  B, B-   —       0

Not rated

  NR   9,694     1
    

 

 

   

 

 

 

Total

$1,140,696   100
    

 

 

   

 

 

 

(1)-When an A.M. Best rating is unavailable, the equivalent S&P rating is used.
(2)-The carrying value is comprised of prepaid reinsurance premium as well as reinsurance recoverables on paid and unpaid losses which are net of the reserve for uncollectible reinsurance.

The Company holds collateral of $202.0 million, which consists of $152.8 million in ceded balances payable, $43.1 million in letters of credit and $6.1 million of funds held and trust account balances, all of which are held by the Insurance Companies and Lloyd’s Operations. In total, the collateral represents 17.7% of the carrying value of the reinsurance recoverables. Collateral of $5.2 million or 53.6% of the carrying value is held for NR rated reinsurance recoverables.

The following table lists the 20 largest reinsurers measured by the amount of reinsurance recoverable for ceded losses and LAE and ceded unearned premium (constituting 75.7% of the total recoverable), together with the reinsurance recoverable and collateral held as of December 31, 2014, and the reinsurers’ ratings from A.M. Best and S&P:Investments

 

In thousands

  Unearned
Premium
   Paid/Unpaid
Losses
   Total(1)   Collateral
Held
   A.M. Best  S&P
            

National Indemnity Company

  $25,202    $117,562    $142,764    $22,069    A++  AA+

Everest Reinsurance Company

   21,573     75,063     96,636     7,326    A+  A+

Swiss Reinsurance America Corporation

   22,815     73,305     96,120     14,587    A+  AA-

Transatlantic Reinsurance Company

   11,916     74,072     85,988     4,038    A  A+

Munich Reinsurance America Inc.

   11,366     58,768     70,134     5,539    A+  AA-

Allied World Reinsurance

   9,048     37,088     46,136     1,666    A  A

Lloyd’s Syndicate #2003

   4,399     35,123     39,522     5,191    A  A+

Partner Reinsurance Europe

   10,986     25,409     36,395     16,052    A+  A+

Employers Mutual Casualty Company

   11,928     21,851     33,779     10,935    A  NR

Scor Global P&C SE

   10,190     17,572     27,762     5,558    A  A+

Ace Property and Casualty Insurance Company

   11,165     12,741     23,906     2,907    A++  AA

Tower Insurance Company

   —       21,509     21,509     2,455    A-  NR

Aspen Insurance UK Ltd.

   8,928     11,227     20,155     4,869    A  A

Ironshore Indemnity Inc.

   6,234     13,395     19,629     8,645    A  NR

Validus Reinsurance Ltd.

   2,020     16,873     18,893     10,975    A  A

Atlantic Specialty Insurance

   2,542     15,812     18,354     —      A  A-

QBE Reinsurance Corp

   2,636     15,539     18,175     —      A  A+

National Union Fire Ins.

   8,067     8,459     16,526     6,158    A  A+

Endurance Reinsurance Corporation

   5,695     9,936     15,631     1,337    A  A

Odyssey American Reinsurance Corporation

   3,506     11,650     15,156     1,604    A  A-
  

 

 

   

 

 

   

 

 

   

 

 

     

Top 20

$190,216  $672,954  $863,170  $131,911  

Others

 47,635   229,891   277,526   70,065  
  

 

 

   

 

 

   

 

 

   

 

 

     

Total

$237,851  $902,845  $1,140,696  $201,976  
  

 

 

   

 

 

   

 

 

   

 

 

     

(1) - Net of reserve for uncollectible reinsurance of approximately $11.3 million.

Approximately 21% of the collateral held consists of letters of credit obtained from reinsurers in accordance with New York Insurance Regulation Nos. 20 and 133. Regulation 20 requires collateral to be held by the ceding company from reinsurers not licensed in New York State in order for the ceding company to take credit for the reinsurance recoverables on its statutory balance sheet. The specific requirements governing the letters of credit are contained in Regulation 133 and include a clean and unconditional letter of credit and an “evergreen” clause which prevents the expiration of the letter of credit without due notice to the Company. Only banks considered qualified by the National Association of Insurance Commissioners (“NAIC”) may be deemed acceptable issuers of letters of credit. In addition, based on the credit assessment of the reinsurer, there are certain instances where the Company requires collateral from a reinsurer even if the reinsurer is licensed in New York State, generally applying the requirements of Regulation No. 133. The contractual terms of the letters of credit require that access to the collateral is unrestricted. In the event that the counterparty to the collateral would be deemed not qualified by the NAIC, the reinsurer would be required by agreement to replace such collateral with acceptable security under the reinsurance agreement. There is no assurance, however, that the reinsurer would be able to replace the counterparty bank in the event such counterparty bank becomes unqualified and the reinsurer experiences significant financial deterioration. Under such circumstances, the Company could incur a substantial loss from uncollectible reinsurance from such reinsurer. In November 2010, Regulation No. 20 was amended to provide the New York Superintendent of Financial Services (the “New York Superintendent”) discretion to allow a reduction in collateral that qualifying reinsurers must post in order for New York domestic ceding insurers such as NIC and NSIC to receive full financial statement credit. The “collateral required” percentages range from 0% – 100%, are based upon the New York Superintendent’s evaluation of a number of factors, including the reinsurer’s financial strength ratings, and apply to contracts entered into, renewed or having an anniversary date on or after January 1, 2011. In November 2011, the NAIC adopted similar amendments to its Credit for Reinsurance Model Act that would apply to certain non-U.S. reinsurers. States will have the option to retain a 100% funding requirement if they so choose and it remains to be seen whether and when states will amend their credit for reinsurance laws and regulations in accordance with such model act.

Investments

The objective of theour investment policy, guidelines and strategy is to maximize total investment return in the context of preserving and enhancing shareholderstockholder value and the statutory surplus of the Insurance Companies. Secondarily, the Company seeksour regulated insurance companies. As part of our overall investment strategy, we seek to optimize after-taxbuild a tax efficient investment income.portfolio.

TheOur investments are managed by outside professional fixed-income and equity portfolio managers.  The Company seeksWe seek to achieve theour investment objectives by investing in cash equivalents and money market funds, municipal bonds, U.S. Governmentsovereign bonds, U.S. Governmentgovernment agency guaranteed and non-guaranteed securities, corporate bonds, mortgage-backed and asset-backed securities, and common and preferred stocks.stocks, and exchange traded funds. The Finance Committee of our Board of Directors approves our overall group asset allocation targets and investment policy to ensure that they are consistent with our overall goals, strategies and objectives.    

The investment guidelines require that the amount of the consolidated fixed-income portfolio rated below “A-” but no lower than “BBB-” by S&P or below “A3” but no lower than “Baa3” by Moody’s Investors Service (“Moody’s”) shall not exceed 10% of the total investment portfolio. Fixed-income securities rated below “BBB-” by S&P or “Baa3” by Moody’s combined with any other investments not specifically permitted under the investment guidelines, cannot exceed 2% of the total investment portfolio. Investments in equity securities that are actively traded on major U.S. stock exchanges cannot exceed 10% of the total investment portfolio. Finally, the investment guidelines prohibit investments in derivatives other than as a hedge against foreign currency exposures or the writing of covered call options on the equity portfolio.

The Insurance Companies’Our regulated insurance companies’ investments are subject to the oversight of their respective Boards of Directors and the Finance Committee of theour Parent Company’s Board of Directors.  TheOur investment portfolio and the performance of the investment managers are reviewed quarterly.  TheseOur investments within NIC and NSIC must comply with the insurance laws of New York State, the domiciliary state of NIC and NSIC.  These laws prescribe the type, quality and concentration of investments which may be made by insurance companies.  In general, these laws permit investments, within specified limits and subject to certain qualifications, in federal, state and municipal obligations, corporate bonds, structured securities, preferred stocks, common stocks, real estate mortgages and real estate. The U.K. Branch’s

Our investments supporting our Int’l Insurance business must also comply with the regulations set forth by the Prudential Regulation Authority (“PRA”)PRA in the U.K.

The  Our investments supporting business at Lloyd’s Operations investmentsand NIIC are subject to the direction and control of the BoardBoards of Directors and the Investment CommitteeCommittees of NUAL and NIIC, as well as theour Parent Company’s Board of Directors and Finance Committee. These investments must comply with the rules and regulations imposed by Lloyd’s and the PRA.

The table set forth below reflects the total investment balances, net investment income earned thereon and the related average yield for the last three calendar years:

   Year Ended December 31, 

In thousands

  2014  2013  2012 

Invested Assets and Cash:

    

Insurance Companies

  $2,195,924   $1,954,429   $1,899,309  

Lloyd’s Operations

   523,531    519,481    507,919  

Parent Company

   101,031    100,676    15,026  
  

 

 

  

 

 

  

 

 

 

Consolidated

$2,820,486  $2,574,586  $2,422,254  
  

 

 

  

 

 

  

 

 

 

Net Investment Income:

Insurance Companies

$56,714  $49,083  $46,549  

Lloyd’s Operations

 7,378   7,160   7,551  

Parent Company

 76   8   148  
  

 

 

  

 

 

  

 

 

 

Consolidated

$64,168  $56,251  $54,248  
  

 

 

  

 

 

  

 

 

 

Average Yield (amortized cost basis):

Insurance Companies

 2.8 2.7 2.6

Lloyd’s Operations

 1.4 1.4 1.3

Parent Company

 0.1 0.0 1.7

Consolidated

 2.3 2.4 2.4

As of December 31, 2014, the average quality of the investment portfolio was rated “AA” by S&P and “Aa” by Moody’s. All of the Company’s mortgage-backed and asset-backed securities were rated investment grade by S&P and by Moody’s except for 57 securities with a fair value approximating $9.1 million. There were no collateralized debt obligations (“CDO’s”), asset-backed commercial paper or credit default swaps in the investment portfolio. As of December 31, 2014, 2013 and 2012, all fixed-maturity and equity securities held by the Company were classified as available-for-sale.

Refer to “Management’sManagement’s Discussion of Financial Condition and Results of Operations - Investments”Investments and Note 4,3, Investments,, in the Notes to Consolidated Financial Statements, both of which are included herein, for additional information regarding investments.

Regulation

United States

TheOur Company is subject to regulation under thevarious insurance statutes, including holding company statutes of various states and applicable regulatory authorities in the United States.  These regulations vary but generally require insurance holding companies, and insurers that are subsidiaries of holding companies, to register and file reports concerning their capital structure, ownership, financial condition and general business operations.  Such regulations also generally require prior regulatory agency approval of changes in control of an insurer and of certain transactions within the holding company structure.  The regulatory agencies have statutory authorization to enforce their laws and regulations through various administrative orders and enforcement proceedings.

NICState insurance regulations are intended primarily for the protection of policyholders rather than stockholders. The state insurance departments monitor compliance with regulations through periodic reporting procedures and examinations. The quarterly and annual financial reports to the state insurance regulators utilize statutory accounting principles, which are different from generally accepted accounting principles (“GAAP”) that we use in our reports to stockholders. Statutory accounting principles, in keeping with the intent to assure the protection of policyholders, are generally based on a solvency concept, while GAAP is licensed to engage in the insurance and reinsurance business in 50 states, the District of Columbia and Puerto Rico. NSIC is licensed to engage in the insurance and reinsurance business in the State of New York and is an approved surplus lines insurer or meets the financial requirements where there is notbased on a formal approval process in all other states and the District of Columbia.going-concern concept.

The Statestate insurance regulators utilize risk-based capital measurements, developed by the National Association of New York DepartmentInsurance Commissioners (“NAIC”), to identify insurance companies that potentially are inadequately capitalized. The NAIC’s risk-based capital model is intended to establish minimum capital thresholds that vary with the size and mix of Financial Services (the “New York Department”)an insurance company’s business and assets. It is the principaldesigned to identify companies with capital levels that may require regulatory agency. New Yorkattention. At December 31, 2017, each of our domestic insurance law provides that no corporation or other person may acquire controlcompanies’ total adjusted capital was significantly in excess of the Company, and thus indirectauthorized control of the Insurance Companies, unless it has given notice to the Insurance Companies and obtained prior written approval from the New York Superintendent for such acquisition. Any purchaser of 10% or more of the outstanding shares of the Parent Company’s common stock would be presumed to have acquired control of the Company, unless such presumption is rebutted.

Under New York insurance law, NIC and NSIC may only pay dividends out of their statutory earned surplus. Generally, the maximum amount of dividends NIC and NSIC may pay without regulatory approval in any twelve-month period is the lesser of adjusted net investment income or 10% of statutory surplus. For a discussion of the current dividend capacity, refer to “Management’s Discussion of Financial Condition and Results of Operations—Capital Resources” in Item 7 of this report.

As part of its general regulatory oversight process, the New York Department conducts detailed examinations of the books, records and accounts of New York insurance companies every three to five years. NIC and NSIC were examined for the years 2005 through 2009 by the New York Department in 2011. The New York Department commenced an examination of the years 2010 through 2014 on February 13, 2015.

Under insolvency or guaranty laws in most states in which NIC and NSIC operate, insurers doing business in those states can be assessed up to prescribed limits for policyholder losses of insolvent insurance companies. Neither NIC nor NSIC was subject to any material assessments under state insolvency or guaranty laws in the last three years.level risk-based capital.

The NAIC has developed a set of financial relationships or tests known as the Insurance Regulatory Information System (“IRIS”), was developed by the NAIC and is intended primarily to assist state insurance departmentsregulators in executing their statutory mandates to overseemonitoring the financial condition of U.S. insurance companies operating in their respective states.and identifying companies that require special attention or action by insurance regulatory authorities. Generally, regulators will begin to investigate or monitor an insurance company if its IRIS identifies thirteen industry ratios and specifies “usual values”fall outside usual ranges for each ratio. Departure from the usual values on four or more of the ratiosratios. If an insurance company has insufficient capital, regulators may act to reduce the amount of insurance it can lead to inquiries from individual state insurance commissioners as to certain aspects of an insurer’s business. As of December 31, 2014, the results for NIC and NSIC were within the usual values for all IRIS ratios except for one. The one ratio outside of the usual values was related to the investment yield. The investment yield of NIC for the year ended December 31, 2014, was 2.6% and the investment yield of NSIC for the year ended December 31, 2014, was 3.0%, both of which were equal to or below the expected 3-6.5% range due to a persistent low rate environment.

State insurance departments have adopted a methodology developed by the NAIC for assessing the adequacy of statutory surplus of Property and Casualty insurers which includes a risk-based capital formula that attempts to measure statutory capital and surplus needs based on the risks in a company’s mix of products and investment portfolio. The formula is designed to allow state insurance regulators to identify weakly capitalized companies. Under the formula, a company determines its “risk-based capital” by taking into account certain risks related to the insurer’s assets (including risks related to its investment portfolio and ceded reinsurance) and the insurer’s liabilities (including underwriting risks related to the nature and experience of its insurance business). The risk-based capital rules provide for different levels of regulatory attention depending on the ratio of a company’s total adjusted capital to its “authorized control level” of risk-based capital.issue. Based on calculations made by NIC and NSIC, their risk-based capital levels exceed the level that would trigger regulatory attention or company actionour most recent statutory filings (calculated as of December 31, 2014.2017), none of our U.S. insurance companies are subject to regulatory scrutiny based on these ratios.


BothIn 2012, the NAIC and the New York Department have increased their focus on risks within an insurer’s holding company system that may pose enterprise risk to the insurer. “Enterprise risk” is defined as any activity, circumstance, event or series of events involving one or more affiliates of an insurer that, if not remedied promptly, is likely to have a material adverse effect upon the financial condition or the liquidity of the insurer or its insurance holding company system as a whole. The New York Department requires the establishment and maintenance of an enterprise risk management (“ERM”) function by New York domestic insurers, while the Model Insurance Holding Company System Regulatory Act and Regulations, as adopted by the NAIC, includes a requirement for the ultimate controlling person to file an enterprise risk report.

The NAIC has also adopted the Risk Management and Own Risk and Solvency Assessment (“ORSA”) Model Act, (the “Model Act”), requiring insurerswhich, following enactment at the state level became effective in 2015. ORSA requires U.S. insurance companies and their groups to maintainregularly, but no less than annually: 1) conduct an assessment of the adequacy of its risk management framework and current and estimated future solvency position, 2) internally document the process and results of such assessment and 3) provide a framework for identifying, assessing, monitoring, managing and reporting on the “material and relevant risks” associatedconfidential, high level summary of such assessment to certain state regulatory authorities. This year we filed our ORSA report with the insurer’s or insurance group’s business plans. The Model ActNew York State Department of Financial Services on December 1, 2017, and we believe we have a robust Enterprise Risk Management framework in place that is effective asin meeting the ORSA requirements.

The U.S. state insurance regulations also regulate the payment of January 1, 2015.dividends and other distributions by insurance companies to their stockholders. Generally, insurance companies are limited by these regulations in the payment of dividends above a specified level. Dividends in excess of those thresholds are “extraordinary dividends” and are subject to prior regulatory approval. While New York only requires approval of extraordinary dividends, some states require prior regulatory approval for all dividends.

Because we are an insurance holding company, we are subject to the insurance holding company system regulatory requirements of a number of states. Under the Model Act, insurers will bethese regulations, we are required to submit an Own Riskreport information regarding our capital structure, financial condition and Solvency Assessment (“ORSA”) Summary Reportmanagement. We are also required to their lead regulator at least annually.provide prior notice to, or seek the prior approval of, the Department of Financial Services of certain agreements and transactions between our affiliated companies. These agreements and transactions must satisfy certain regulatory requirements.

In addition to regulations applicable to insurance agents generally, NMC is subject to managing general agents’ actsGovernment intervention has also occurred in its state of domicile and in certain other jurisdictions where it does business.

In 2002, in response to the tightening of supply in certain insurance and reinsurance markets resulting from, amongin relation to terrorism coverage in the U.S. (and through industry initiatives in other things, the September 11, 2001 terrorist attacks, thecountries). The U.S. Terrorism Risk Insurance Act or TRIA,(TRIA), which was enacted. TRIA was intendedenacted in 2002 to ensure the availability of insurance coverage for “acts of terrorism” (as defined)certain terrorist acts in the United StatesU.S., was extended in 2015 for six years, through December 31, 2020, and applies to certain of America committed by or on behalf of foreign persons or interests. This law established a federal program through the end of 2005 to help the commercial Property and Casualty insurance industry cover claims related to future losses resulting from acts of terrorism and requires insurers to offer coverage for acts of terrorism in all commercial Property and Casualty policies. As a result, the Company is prohibited from adding certain terrorism exclusions to those policies written by insurers in the group that write business in the U.S. our product offerings.

On December 22, 2005,2017, the Terrorism Risk Insurance ExtensionU.S. government enacted comprehensive tax legislation commonly referred to as the Tax Cuts and Jobs Act of 2005, or TRIEA, was enacted. TRIEA extended TRIA through December 31, 2007(the “Tax Act”). The Tax Act makes broad and made severalcomplex changes into the program,U.S. tax code and contains various provisions that will affect corporations, including increasing the deductible for each insurer to 17.5% and 20% of direct earned premiums in 2006 and 2007, respectively. In addition, for losses in excess of an insurer’s deductible, TRIEA increased the Insurance Companies’ sharea reduction of the excess losses to an additional 10% and 15% in 2006 and 2007, respectively, with the balance to be covered by the Federal government up to an aggregate cap of insured losses of $25 billion in 2006 and $27.5 billion in 2007. Also, TRIEA established a new program trigger under which Federal compensation will become available only if aggregate insured losses sustained by all insurers exceed $50 millionU.S. federal corporate tax rate from a certified act35% maximum rate to a 21% flat rate, changes to net operating loss carryback and carryforward rules and changes to U.S. taxation of terrorism occurring after March 31, 2006 and $100 millionforeign profits. See the risk factor Changes in tax laws could increase our corporate taxes, reduce our deferred tax assets or affect pricing of some of our products in Item 1A – Risk Factors for certified acts occurring on or after January 1, 2007. On December 26, 2007,additional information regarding the Terrorism Risk Insurance Program Reauthorization Actimpact of 2007 (“TRIPRA”) was enacted. TRIPRA, among other provisions, extended for seven years the program established under TRIA, as amended. On January 12, 2015, TRIPRA was reauthorized until December 31, 2020, retroactive to January 1, 2015. In the new TRIPRA, the program trigger will be increased in phases starting in 2016 from $100 million to $200 million of annual aggregate insured losses, the insurer co-share will be increased from 15 to 20 percent over the next five years,Tax Act.

United Kingdom

Our U.K. branch, NIIC and the cap on the mandatory recoupment of insured losses will be increased from $27.5 billion to $37.5 billion by two billion per year until 2019. In addition, TRIPRA calls for several government studies and reports which will require information reporting by insurers. The imposition of these TRIA deductibles could have an adverse effect on the results of operations. Potential future changes to TRIA could also adversely affect the Company by causing the reinsurers to increase prices or withdraw from certain markets where terrorism coverage is required. As a result of TRIA, the Company is required to offer coverage for certain terrorism risks that it may normally exclude. Occasionally in the Marine business, such coverage falls outside of the normal reinsurance program. In such cases, the only reinsurance would be the protection afforded by TRIA. Additionally, the doubling of the program trigger could limit the ability to obtain reimbursement for losses under the program, and the increase in the co-insurance to 20% could increase the exposure to terrorism risk that will not be reimbursed by the government.

The Lloyd’s OperationsSyndicate are subject to regulation in the United States in addition to being regulated in the United Kingdom. The Lloyd’s market is licensed to engage in insurance business in Illinois, Kentucky and the U.S. Virgin Islands and operates as an eligible Excess and Surplus lines insurer in all states and territories except Kentucky and the U.S. Virgin Islands. Lloyd’s is also an accredited reinsurer in all states and territories of the United States. Lloyd’s maintains various trust funds in the state of New York to protect its U.S. business and is therefore subject to regulation by the New York Department, which acts as the domiciliary department for Lloyd’s U.S. trust funds. There are deposit trust funds in other states to support Lloyd’s reinsurance and Excess and Surplus lines insurance business.

From time to time, various regulatory and legislative changes have been proposed in the insurance and reinsurance industry. Among the proposals that have in the past been or are at present being considered are the possible introduction of federal regulation in addition to, or in lieu of, the current system of state regulation of insurers and proposals in various state legislatures (some of which have been enacted) to conform portions of their insurance laws and regulations to various model acts adopted by the NAIC. The Company is unable to predict whether any of these laws and regulations will be adopted, the form in which any such laws and regulations would be adopted, or the effect, if any, these developments would have on its operations and financial condition.

United Kingdom

The United Kingdom subsidiaries and the Lloyd’s Operations are subject to regulation by the Prudential Regulation Authority (“PRA”)PRA (for prudential issues) and the Financial Conduct Authority (“FCA”)FCA (for conduct of business issues), the successors to the FSA, as established by the Financial Services and Markets Act 2012.. The Lloyd’s Operations areSyndicate is also subject to supervision by the Council of Lloyd’s.  The PRA and FCA have been granted broad authorization and intervention powers as they relate to the operations of all insurers, including Lloyd’s syndicates, operating in the United Kingdom.U.K.  Lloyd’s is regulated by the PRA and FCA and is required to implement certain rules prescribed by them, which it does by the powers it has under the Lloyd’s Act 1982 relating to the operation of the Lloyd’s market.  Lloyd’s prescribes, in respect of its managing agents and corporate members, certain minimum standards relating to their management and control, solvency and various other requirements.  The PRA and FCA also monitor Lloyd’s managing agents’ compliance with thethose systems and controls. If it appears to the PRA and and/or the FCA that either Lloyd’s is not fulfilling its regulatory responsibilities, or that managing agents are not complying with the applicable regulatory rules and guidance, the PRA and and/or FCA may intervene at their discretion.

The Company participates in the Lloyd’s market through the ownership of NUAL and NCUL. NUAL is the managing agent for Syndicate 1221. The Company has controlled 100% of Syndicate 1221’s stamp capacity for the 2014, 2013 and 2012 underwriting years (“UWY”) through its wholly-owned subsidiary, NCUL, which is referred to as a corporate name in the Lloyd’s market. By entering into a membership agreement with Lloyd’s, NCUL undertakes to comply with all Lloyd’s by-laws and regulations as well as the provisions of the Lloyd’s Acts and the Financial Services and Markets Act that are applicable to it. The operation of Syndicate 1221, as well as NCUL and their respective directors, is subject to the Lloyd’s supervisory regime.

Underwriting capacity of a member of Lloyd’s must be supported by providing a deposit (referred to as “Funds at Lloyd’s”) in the form of cash, securities or letters of credit in an amount determined by Lloyd’s equal to a specified percentage of the member’s underwriting capacity. The amount of such deposit is calculated by each member through the completion of an annual capital adequacy exercise. The results of this exercise are submitted to Lloyd’s for approval. Lloyd’s then advises the member of the amount of deposit that is required. The consent of the Council of Lloyd’s may be required when a managing agent of a syndicate proposes to increase underwriting capacity for the following UWY.

The Council of Lloyd’s has wide discretionary powers to regulate members’ underwriting at Lloyd’s.  It may, for instance, change the basis on which syndicate expenses are allocated or vary the required amount of capital to be held by a corporate member of Lloyd’s in support of its business (“Funds at Lloyd’s ratioLloyd’s”) or the investment criteria applicable to the provision of Funds at Lloyd’s.  Exercising any of these powers might affect the return on an investment of the corporate member in a given UWY.underwriting year (“UWY”).  Further, it should be noted that the annual business plans of a syndicate are subject to the review and approval of the Lloyd’s Franchise Board.  The Lloyd’s Franchise Board was formally constituted on January 1, 2003. The Franchise Board is responsible for setting risk management and profitability targets for the Lloyd’s market and operates a business planning and monitoring process for all syndicates.

Corporate members continue to have insurance obligations even after all their UWYs have been closed by reinsurance to close. In order to continue to fulfill these obligations, corporate membersThe U.K. branch, NIIC and the Syndicate are required to stay in existence; accordingly, there continues to be an administrative and financial burden for corporate members betweenmeet the time their memberships have ceased andrequirements of the time their insurance obligations are extinguished, including European Union’s (“the completion of financial accounts in accordance with the Companies Act 2006.

If a member of Lloyd’s is unable to pay its debts to policyholders, such debts may be payable by the Lloyd’s Central Fund, which acts similarly to state guaranty funds in the United States. If Lloyd’s determines that the Central Fund needs to be increased, it has the power to assess premium levies on current Lloyd’s members. The Council of Lloyd’s has discretion to call or assess up to 3% of a member’s underwriting capacity in any one year as a Central Fund contribution.

A European Union (“E.U.”) directive coveringfinancial services regulatory regime known as “Solvency II,” which is built on a risk-based approach to setting capital requirements for insurers. Solvency II established a revised set of the E.U.-wide capital adequacy,requirements and risk management and regulatory reporting for insurers, known asstandards, which became effective on January 1, 2016, with certain aspects of Solvency II was adopted by the European Parliamentconcerning compliance with supervisory reporting and disclosure requirements effective in April 2009. Solvency II will introduce a new system of regulation for insurers operating in the E.U. (including the United Kingdom) and presents a number of risks to the Company. Although Solvency II was originally stated to have become effective by October 31, 2012, implementation has been delayed several times. During November 2013, a vote was held in the European Parliament to amend and finalize the dates for implementation and transposition of the Solvency II Directive. The Parliament approved transposition being set for March 31, 2015 and implementation for January 1, 2016.2017.  Over the last few years, theour Company has undertaken a significant amount of work to ensure that it meets the new requirements and this work will continue into 2015. Work has,of Solvency II for all of its affected entities, and will continue its efforts to focus on the capital structure, technical provisions, solvency calculations, governance, disclosure and risk management. There is also a risk that if the Solvency II requirements are not met on an on-going basis they may impact the capital requirements for NIC’s U.K. Branch and Syndicate 1221. These new regulations have the potential to adversely affect the profitability of NIC, NUAL and Syndicate 1221, and to restrict their ability to carry on their businesses as currently conducted. An outstanding issue is the question about how Solvency II will be implemented is whether the new regulations will apply to NIC’s U.K. Branch or to all of its operations, both within and outside of the United Kingdom and the other E.U. countries in which it operates. If the regulations are applied to NIC in its entirety, NIC could be subject to even more onerous requirements under the new regulations. Work is ongoing in this area to find a solution that aligns to the Company’s longer term strategy.

Competition

The Property and Casualty insurance and reinsurance industry is highly competitive. The Company faces competition from both domestic and foreign insurers, many of whom have longer operating histories and greater financial, marketing and management resources. Competition in the types of insurance which the Company is engaged in is based on many factors, including the perceived overall financial strength ratings as assigned by independent rating agencies, pricing, other terms and conditions of products and services offered, business experience, business infrastructure, global presence, marketing and distribution arrangements, agency and broker relationships, quality of customer service (including speed of claims payments), product differentiation and quality, operating efficiencies and underwriting. Furthermore, insureds tend to favor large, financially strong insurers, and the Company faces the riskensure that it will lose market share to higher rated insurers.

Another competitive factor in the industry is the entrance of other underwriting organizations and other financial services providersmeets such as banks and brokerage firms into the insurance business. These efforts pose new challenges to insurance companies and agents from financial services companies traditionally not involved in the insurance business.requirements.


Employees

As of December 31, 2014, the Company had 651 full-time employees of which 494 were located in the United States, 132 in the United Kingdom, 7 in The Netherlands, 5 in Italy, 5 in Sweden, 3 in France, 2 in Belgium, 2 in Denmark, and 1 in Brazil.

Available InformationInformation

This report and all other filings made by the Company with the Securities Exchange Commission (“SEC”) pursuant to Section 13(a) or 15(d) of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), are available to the public by the SEC. All filings can be read and copied at the SEC Public Reference Room, located at 100 F Street, NE, Washington, DC 20549. Information pertaining to the operation of the Public Reference Room can be obtained by calling 1-800-SEC-0330. The Company is an electronic filer with the SEC, so all reports, proxy and information statements, and other information can be found at the SECOur corporate website www.sec.gov. The website address is http://www.navg.com. Through the website at http://www.navg.com/Pages/sec-filings.aspx, the Company makesWe make available free of charge, its annual report on Form 10-K, quarterlythrough the Investor Relations section of our corporate website, the following reports on Form 10-Q, current reports on Form 8-K, and all(and related amendments to those reportsas filed with the SEC) as soon as reasonably practicable after such material ismaterials are electronically filed with, or furnished to, the SEC.SEC:

Annual Reports on Form 10-K

Quarterly Reports on Form 10-Q

Current Reports on Form 8-K

Proxy Statements on Schedule 14A, as well as other filings with the SEC

Also available through our website are our corporate governance guidelines, corporate code of ethics and conduct, and charters for the committees of our Board of Directors.  The annualinformation found on our website is not part of this or any other report to stockholders, press releases and recordings of the earnings release conference calls are also available on the website. Any referencefiled with or furnished to the Company’s website in this report shall not constitute an incorporation by reference of any materials available on its website.

SEC.

ITEM 1A. RISK FACTORS

You should carefully consider eachFactors that could have a material impact on our results of theoperations or financial condition are outlined below. Additional risks and uncertainties described below and elsewhere in this Annual Report on Form 10-K, as well as any amendments or updates reflected in subsequent filings with the SEC. The Company believes these risks and uncertainties, individually or in the aggregate, could cause the actual results to differ materially from expected and historical results and could materially and adversely affect the business operations. Further, additional risks and uncertainties not presently known to the Companyus or that the Companywhich we currently deems immaterialdeem insignificant may also impair our business or results of operations as they become known facts or as facts and circumstances change. Any of the results and business operations.

The continuing volatilityrisks described below could result in the financial markets and the risk of another recession could have a material adverse effect on theour results of operations andor financial condition.

The financial market experienced significant volatility worldwide commencing in the third quarter of 2008. Although the U.S., European and other foreign governments have taken various actions to try to stabilize the financial markets, it is unclear whether those actions will continue to be effective. Therefore, the financial market volatility and the resulting negative economic impact could continue.

Although the Company continues to monitor market conditions, it cannot predict future market conditions or their impact on the stock price or investment portfolio. Depending on market conditions, the Company could incur future realized and unrealized losses, which could have a material adverse effect on the results of operations and financial condition of the Company. These economic conditions have had an adverse impact on the availability and cost of credit resources generally, which could negatively affect the ability to obtain letters of credit utilized by the Lloyd’s Operations to support business written through Lloyd’s.

In addition, financial market volatility or an economic downturn could have a material adverse effect on the insureds, agents, claimants, reinsurers, vendors and competitors. Certain of the actions of the U.S., European and other foreign governments have taken or may take in response to the financial market volatility have impacted, or may impact, certain Property and Casualty insurance carriers. The U.S., European and other foreign governments continue to take active steps to implement measures to stabilize the financial markets and stimulate the economy, and it is possible that these measures could further affect the Property and Casualty insurance industry and its competitive landscape.

TheOur Company’s business is concentrated in Marine, Property, CasualtyP&C and Professional Liability insurance as well as reinsurance, and if market conditions change adversely, or theour Company experiences large losses in these lines, it could have a material adverse effect on theour business.

As a result of theour strategy to focus on specialty products in niches where theour Company has underwriting and claims handling expertise and to decrease theour business in areas where pricing does not afford what it considers to be acceptable returns, theour business is concentrated in the Marine, Property, CasualtyP&C and Professional Liability lines of business.business, as well as reinsurance.  If theour results of operations from any of these lines are less favorable for any reason, including lower demand for theour products on terms and conditions that theour Company finds appropriate, flat or decreased rates for theour products or increased competition, the impact of a reduction could have a material adverse effect on theour business.

TheOur Company is exposed to cyclicality in theour business that may cause material fluctuations in theour results.

The property and casualtyP&C insurance business generally, and the Marinemarine insurance business specifically, have historically been characterized by periods of intense price competition due to excess underwriting capacity as well as periods when shortages of underwriting capacity have permittedallowed for attractive premium levels.  TheOur Company has reduced business during periods of severe competition and price declines and has grown when pricing allowed an acceptable return.  The cyclical trends in the Property and CasualtyP&C insurance and reinsurance industries and the profitability of these industries can also be significantly affected by volatile and unpredictable developments, including what the Company believes to be a trend of natural and man-made disasters, fluctuations in interest rates, changes in the investment environment that affect market prices of investments and inflationary pressures that may tend to affect the size of losses experienced by insureds. TheOur Company cannot predict with accuracy whether market conditions will remain constant, improve or deteriorate. TheOur Company expects that the business will continue to experience the effects of this cyclicality, which, over the course of time, could result in material fluctuations in premium volume, revenues or expenses.

Intense competition for products could harm the ability of our Company to maintain or increase profitability and premium volume.

The P&C insurance industry is highly competitive.  Our Company faces competition from both domestic and foreign insurers, many of whom have longer operating histories and greater financial, marketing and management resources.  Competition in the types of insurance in which our Company is engaged is based on many factors, including the perceived overall financial strength, pricing and other terms and conditions of products and services offered, business experience, marketing and distribution arrangements, agency and broker relationships, levels of customer service (including speed of claims payments), product differentiation and quality, operating efficiencies and underwriting.  In addition, insurance industry participants may seek to consolidate through mergers and acquisitions. Continued consolidation within the insurance industry will increase the already competitive underwriting environment, as our Company would likely experience more robust competition from larger competitors.  Furthermore, insureds tend to favor large,


financially strong insurers, and our Company faces the risk that it will lose market share to larger or higher rated insurers. Our Company may have difficulty in continuing to compete successfully on any of these bases in the future.  If competition limits the ability to write new business at adequate rates, the ability to transact business would be materially and adversely affected and our results of operations would be adversely affected.

Our Company insures risk around the world and deterioration in the U.S. and global financial markets could have a material adverse effect on our results of operations and financial condition.

In the past years, the U.S. and global financial markets experienced severe disruption and significant volatility. Although our Company continues to monitor market conditions, we cannot predict future market conditions or their impact on our operations, investment portfolio, or stock price. Depending on market conditions, our Company could incur future realized and unrealized losses, which could have a material adverse effect on our results of operations and the financial condition of our Company. Volatile economic conditions also could have an adverse impact on the availability and cost of credit resources generally, which could negatively affect the ability to obtain letters of credit utilized by us to support business written through Lloyd’s.

In addition, financial market volatility or an economic downturn could have a material adverse effect on our insureds, agents, claimants, reinsurers, vendors and competitors. The U.S., European and other foreign governments, including their central banks, may take or have taken measures in response to a variety of economic environments including but not limited to financial market volatility, slow economic growth, or actual or expected inflation, which may impact certain insurance carriers. The U.S., European and other foreign governments may continue to implement monetary and fiscal policies that could affect the insurance industry and its competitive landscape.

The Companywithdrawal of the U.K. from the E.U. could have a material adverse effect on our business, business opportunities, results of operations, financial condition and cash flows.  

Following the referendum vote that took place in June 2016 in favor of leaving the European Union and the U.K. government triggering the relevant withdrawal provision of the E.U. Treaty, formal negotiations on the terms of the U.K.’s withdrawal from the E.U. have commenced. We have significant international operations in the U.K., as well as offices in the E.U. Our operations in the U.K. are able to conduct business throughout the E.U. as a result of the U.K.’s membership in the E.U.  Continuing access to the E.U. market will depend on general trade and services agreements made by the U.K. with the E.U. either during a transitional period or permanently or on specific arrangements made by our U.K. entities and Lloyd’s itself to retain access to the E.U. market. The consequence of making such specific arrangements may include an increase in our cost of doing business.  In addition, the overall U.K. withdrawal could, among other outcomes, cause significant volatility in global stock markets, currency exchange rate fluctuations and asset valuations, and disrupt the U.K. market and the E.U. markets in which we operate, by increasing restrictions on the trade and free movement of goods, services and people between the U.K. and the E.U.  The withdrawal could also lead to legal uncertainty and potentially divergent national laws and regulations as the U.K. determines which E.U. laws to replace or replicate. The consequences of a withdrawal in the long term are unknown and not quantifiable at this time. However, given the lack of comparable precedent, any of these effects of a withdrawal, among others, could materially adversely affect our business, business opportunities, results of operations, financial condition and cash flows.

Our Company’s efforts to expand in targeted international markets, may not be successful in its diversification efforts,and may expose us to additional risks which could adversely affect its results.cause a material adverse effect on our business, financial position and results of operations.

Over the past decade, the Company has diversified the business from being an Ocean Marine specialist to underwriting in a targeted

A number of specialties, including numerous third-party liabilityour Company’s planned business initiatives involve expanding existing products in targeted international markets. To develop new markets, our Company may need to make substantial capital and operating expenditures, which may negatively impact our results in the Casualty and Professional Liability niches. The ability to produce profitable underwriting results and grow those businesses is highly dependent upon the quality of the underwriting and claims professionals and the extent of their expertise and quality of their individual risk-taking decisions.near term. In addition, the demand in new markets may not meet our Company’s expectations. This, in turn, could lead to losses in excess of expectations. Moreover, to the extent our Company is able to expand in new international markets, our Company may be exposed to certain additional risks including but not limited to:

Political and economic instability;

Burdens of complying with additional foreign laws and regulations;

Difficulties in staffing and managing foreign operations;

Differing employment practices and laws and labor disruptions;

The imposition of government controls, including currency restrictions;


A legal system subject to undue influence or corruption; and

A business culture in which illegal sales practices may be prevalent.

The occurrence of any of these risks could negatively affect our Company’s international business and consequently our financial position and results of operations.

Our Company may invest in new insurance ventures or acquisitions that may not be successful and presents risks not originally contemplated.

Our Company has invested, and in the future may invest, in new insurance ventures or acquisitions. We cannot assure you that we will be able to identify suitable insurance ventures or acquisition targets, that such transactions will be financed and completed on acceptable terms or that our future insurance ventures or acquisitions will be successful. Even if we do find suitable targets, such endeavors may involve significant risks and uncertainties, including:

Receipt of necessary consents, clearances and approvals to complete any new venture or acquisition;

Distraction of management from current operations and objectives;

Inability to realize the full extent of the benefits or cost savings that we expect to realize as a result of the completion of a new venture or acquisition;

Failure to properly conform and integrate financial reporting, standards, controls, procedures and policies, business cultures and compensation structures;

Greater than expected liabilities and expenses;

Failure to motivate, recruit and retain key employees; and

Unidentified issues not discovered in our Company’s due diligence.

Catastrophe losses could materially reduce our profitability.

Our Company is exposed to claims arising out of catastrophes, particularly in our U.S. and Int’l Marine operating segments, our Energy and Engineering division within our Int’l P&C operating segment, our U.S. Property insurance division within our U.S. P&C operating segment, and our GlobalRe reporting segment.  Catastrophes can be impactedcaused by changevarious natural events, including, but not limited to, hurricanes, windstorms, earthquakes, tornadoes, floods, hail, severe winter weather and fires.  Catastrophes can also be man-made, such as war, explosions or terrorism, or caused by severe disasters such as an oil rig explosion.  In addition, changing climate conditions could result in an increase in the competitive, regulatoryfrequency or severity of natural catastrophes, which could increase exposure to such losses. The incidence and economic environment impactingseverity of catastrophes are inherently unpredictable.  However, we utilize third party modeling tools to assist us in analyzing the potential occurrence and severity of losses from certain catastrophic events. The loss estimates developed by these tools may contain flaws or faulty assumptions or assume various conditions and probability scenarios which may not be known to us or are not within our control.  As a result, the models that we use to manage our exposure to catastrophes may not accurately predict future losses, and we could incur losses that exceed those specific products.estimates or are not covered by our reinsurance program, which could have a material adverse effect on the financial condition of our Company and reduce our profitability.

TheOur Company may incur additional losses if its lossour losses and LAE reserves are insufficient.

TheOur Company maintains loss reserves to cover therepresenting our estimated ultimate unpaid liability for losses and LAE with respect to reported and unreported claims incurred as of the end of each accounting period.  Reserves do not represent an exact calculation of liability, but instead represent estimates, generally utilizingOur Company utilizes actuarial projection techniques and judgment at a given accounting date. These reservein determining our estimated reserves.  Our estimates are expectations of what the ultimate settlement and administration of claims will cost based on the assessmentrequire analysis of facts and circumstances then known, review of historical settlement patterns, estimates of trends in claims severity, frequency, legal theories of liability and other factors.  Both internal and external events, including changes in claims handling procedures, economic inflation, legal trends and legislative changes, may affect theour reserve estimation process.  Many of these items are not directly quantifiable, particularly on a prospective basis.  Additionally, there may be significant lags between the occurrence of the insured event and the time it is actually reported to the Company. TheOur Company continually refines our reserve estimates in a regular ongoing process as historical loss experience develops and additional claims are reported and settled.  Adjustments to reserves are reflected in the results of the periods in which the estimates are changed.  Because establishment of reserves is an inherently uncertain process involving estimates, our currently established reserves may not be sufficient.  If our estimated reserves are insufficient, theour Company will incur additional charges to earnings, which could have a material adverse effect on our future results of operations, financial position or cash flows.


TheOur loss reserves include amounts related to short tail and long tail classes of business.  Short tail business means that claims are generally reported quickly upon occurrence of an event, making estimation of loss reserves less complex.  For the long tail lines, significant periods of time, ranging up to several years or more, may elapse between the occurrence of the loss, the reporting of the loss and the settlement of the claim.  The longer the time span between the incidence of a loss and the settlement of the claim, the more likely the ultimate settlement amount will vary.  The longer tail business includes General Liability, including construction defect claims, as well as historical claims for asbestos exposures through the Marine business and claims relating to the run-off businesses. The Professional Liability business, though long tail with respect to settlement period, is produced on a claims-made basis (which means that the policy in-force at the time the claim is filed, rather than the policy in-force at the time the loss occurred, provides coverage) and is therefore, the Company believes, less likely to result in a significant time lag between the occurrence of the loss and the reporting of the loss. There can be no assurance however, that theour Company will not suffer substantial adverse prior period development in the business in the future.

In addition, reinsurance reserves are subject to greater uncertainty than insurance reserves primarily because a reinsurer relies on the original underwriting decisions made by ceding companies. As a result, in relation to the reinsurance business, the Company is subject to the risk that the ceding companies may not have adequately evaluated the risks reinsured by the Company and the premiums ceded may not adequately compensate the Company for the risks it assumes. In addition, reinsurance reserves may be less reliable than insurance reserves because there is generally a longer lapse of time from the occurrence of the event to the reporting of the loss or benefit to the reinsurer to the ultimate resolution or settlement of the loss.

The effects of emerging claim and coverage issues on the business are uncertain.

As industry practices and legislative, regulatory, judicial, social, financial, and other environmental conditions change, unexpected and unintended issues related to claims and coverage may emerge. These issues may adversely affect the business by either extending coverage beyond the underwriting intent or by increasing the frequency and severity of claims. In some instances, these changes may not become apparent until sometime after the Company has issued insurance or reinsurance contracts that are affected by the changes. As a result, the full extent of liability under the insurance or reinsurance contracts may not be known for many years after a contact is issued.

In addition to loss reserves, preparation of financial statements requires the Company to make estimates and judgments.

In addition to loss reserves discussed above, the consolidated financial statements contain accounting estimates and judgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures. On an ongoing basis, the Company evaluates the estimates based on historical experience and other assumptions that the Company believes to be reasonable under the circumstances. Any significant change in these estimates could adversely affect its results of operations and/or financial condition. The accounting estimates that are viewed by management as critical are those in connection with reserves for losses and loss adjustment expenses, reinsurance recoverables, written and unearned premiums, the recoverability of deferred tax assets and impairment of invested assets.

TheOur Company may not have access to adequate reinsurance to protect itus against losses.

TheOur Company purchases reinsurance by transferring part of theour risk it has assumed to a reinsurance company in exchange for part of the premium it receives in connection with the risk.  The availability and cost of reinsurance are subject to prevailing market conditions both in terms of price and available capacity, which can affect theour business volume and profitability.  The reinsuranceReinsurance programs are generally subject to renewal on an annual basis.  If theour Company were unable to renew the expiring facilities or to obtain new reinsurance facilities, either theour net exposures would increase, which could increase the costs, or, if theincrease.  If our Company was unwilling to bear an increase in net exposures, itwe would have to reduce the level of itsour underwriting commitments, especially catastrophe exposed risks, which would reduce revenues and possibly net income.

TheOur reinsurance operations are largely dependent upon ceding companies’ evaluation of risk.

TheOur Company, like other companies that write reinsurance, generally does not evaluate separately each of the assumed individual insurance risks assumed under itsour reinsurance contracts.  As such, theour Company is largely dependent upon the ceding companiescompanies’ original underwriting decisions. TheOur Company is subject to the risk that the ceding companies may not have adequately or accurately evaluated the risks that they have insured, and it has reinsured, and that the premiums ceded may not adequately compensate it for the risks it assumes. If the reserves are insufficient to cover the unpaid losses and LAE arising from the reinsurance business, theour Company would have to strengthen the reserves and incur charges to itsour earnings, which could adversely affect future results of operations, financial position or cash flows.

Reinsurers may not pay on losses in a timely fashion, or at all, which may increase costs.

Although reinsurance makes the reinsurer liable to theour Company to the extent the risk is transferred or ceded to the reinsurer, ceded reinsurance arrangements do not eliminate theour Company’s obligation to pay claims to theour policyholders.  Accordingly, theour Company bears credit risk with respect to itsour reinsurers.  Specifically, the reinsurers may not pay claims made by theour Company on a timely basis, or they may not pay some or all of these claims.  Either of these events would increase theour Company’s costs and could have a material adverse effect on theour business.

Intense competition for products could harm the abilityIn addition to losses and LAE reserves, preparation of theour financial statements requires our Company to maintain or increase profitabilitymake estimates and premium volume.judgments.

The PropertyIn addition to loss reserves discussed above, our consolidated financial statements contain accounting estimates and Casualty insurance industry is highly competitive. Thejudgments that affect the reported amounts of assets, liabilities, revenues and expenses, and related disclosures.  On an ongoing basis, our Company faces competition from both domestic and foreign insurers, many of whom have longer operating histories and greater financial, marketing and management resources. Competition in the types of insurance in which the Company is engaged isevaluates our estimates based on many factors, including the perceived overall financial strength, pricinghistorical experience and other terms and conditions of products and services offered, business experience, marketing and distribution arrangements, agency and broker relationships, levels of customer service (including speed of claims payments), product differentiation and quality, operating efficiencies and underwriting. In addition, insurance industry participants may seekassumptions that our Company believes to consolidate through mergers and acquisitions. Continued consolidation within the insurance industry will further enhance the already competitive underwriting environment, as the Company would likely experience more robust competition from larger competitors. Furthermore, insureds tend to favor large, financially strong insurers, and the Company faces the risk that it will lose market share to larger or higher rated insurers. The Company may have difficultybe reasonable.  Any significant change in continuing to compete successfully on any of these bases in the future. If competition limits the ability to write new business at adequate rates, the ability to transact business would be materially andour estimates could adversely affected and theaffect our results of operations would be adversely affected.and/or financial condition. Our accounting estimates that are viewed by our management as critical are those in connection with reserves for losses and LAE, reinsurance recoverables, written and unearned premiums, the recoverability of deferred tax assets, impairment of invested assets, and the valuation of invested assets.


The determination of the impairments taken on our investments is subjective and could materially impact our financial position or results of operations.

The Company may be unable to attract and retain qualified employees.

The Company depends on the ability to attract and retain qualified executive officers, experienced underwriters, claims professionals and other skilled employees who are knowledgeable about the Specialty lines of business. If the qualitydetermination of the executive officers, underwriting or claims teamimpairments taken on our investments varies by investment type and other personnel decreases,is based upon the periodic evaluation and assessment of known and inherent risks associated with the respective asset class. Such evaluations and assessments are revised as conditions change and new information becomes available. Management updates our evaluations regularly and reflects impairments in operations as such evaluations are revised. Our Company cannot be certain that we have accurately assessed the level of impairments taken in our financial statements. Furthermore, additional impairments may need to be unable to maintain the current competitive positiontaken in the specialty markets infuture, which the Company operates andcould materially impact our financial position or results of operations. Historical trends may not be unable to expand the operations into new specialty markets.indicative of future impairments.

Increases in interest rates may cause the Company to experience losses.

Because of the unpredictable nature of losses that may arise under insurance policies, the Company may require substantial liquidity at any time. The investment portfolio, which consists largely of fixed-income investments, is the principal source of liquidity. The market value of the fixed-income investments is subject to fluctuation depending on changes in prevailing interest rates and various other factors. The Company does not hedge the investment portfolio against interest rate risk. Interest rates are at or close to historic lows. Increases in interest rates during periods when the Company must sell fixed-income securities to satisfy liquidity needs may result in substantial realized investment losses.

TheOur investment portfolio is subject to certain risks that could adversely affect the results of operations, financial condition or cash flows.

Although theour investment policy guidelines emphasize total investment return in the context of preserving and enhancing shareholderstockholder value and statutory surplus of the insurance subsidiaries, theour investments are subject to market-wide risks and fluctuations, as well as to risks inherent in particular types of securities.  Due to these risks, theour Company may not be able to realize itsour investment objectives.  In addition, theour Company may be forced to liquidate investments at times and at prices that are not optimal, which could have an adverse effect on our results of operations.  Investment losses could significantly decrease theour asset base, thereby adversely affecting theour ability to conduct business and pay claims.

Increases in interest rates may cause our Company to experience losses.

Because of the unpredictable nature of losses that may arise under insurance policies, our Company may require substantial liquidity at any time. While our principal source of liquidity is cash from our operations, if there are insufficient funds from operations to meet our liquidity needs, we may rely on selling instruments in our investment portfolio. The investment portfolio consists largely of Fixed Maturities and is an additional source of liquidity for our Company.  The market value of the Fixed Maturities is subject to fluctuation depending on changes in prevailing interest rates and various other factors.  Our Company does not hedge the investment portfolio against interest rate risk.  Increases in interest rates during periods when our Company must sell Fixed Maturities securities to satisfy liquidity needs may result in substantial realized investment losses.

TheOur Company is exposed to significant capital market risks related to changes in interest rates, credit spreads, equity prices and foreign exchange rates, which may adversely affect itsour results of operations, financial condition or cash flows.

The Company is exposed to significant capital markets risk related to changes in interest rates, credit spreads, equity prices and foreign currency exchange rates. If significant, declinesDeclines in equity prices, changes in interest rates, changes in credit spreads and the strengthening or weakening of foreign currencies against the U.S. dollar, individually or in tandem,together, could have a material adverse effect on theour consolidated results of operations, financial condition or cash flows.

TheOur exposure to interest rate risk relates primarily to the market price and cash flow variability of our invested assets associated with changes in interest rates.  TheOur investment portfolio contains interest rate sensitive instruments, such as fixed income securities,Fixed Maturities and certain preferred stock classified as equity for financial reporting purposes, which may be adversely affected by changes in interest rates from governmental monetary policies, domestic and international economic and political conditions and other factors beyond the control of theour Company.  A rise in interest rates would reduce the fair value of theour investment portfolio.  It would also provide us the opportunity to earn higher rates of return on funds reinvested.  Conversely, a decline in interest rates would increase the fair value of theour investment portfolio.  TheOur Company would then presumably earn lower rates of return on assets reinvested.  TheOur Company may be forced to liquidate investments prior to maturity at a loss in order to cover liabilities.  Although theour Company takes measures to manage the economic risks of investing in a changing interest rate environment, itwe may not be able to mitigate the interest rate risk of itsour assets relative to itsour liabilities.

Included in the fixed income securitiesFixed Maturities are asset-backedAsset-Backed and mortgage-backedMortgage-Backed securities.  Changes in interest rates can expose theour Company to prepayment risks on these investments.changes in the timing of expected cash flows. In periods of declining interest rates, mortgage prepayments generally increase and mortgage-backedMortgage-Backed securities are prepaid more quickly, requiring theour Company to reinvest the proceeds at the then current rates.  In periods of rising interest rates, the likelihood of mortgage prepayment decreases and Mortgage-Backed securities are prepaid at a slower rate, limiting our Company’s ability to capitalize on the higher interest rates because its investments remain invested in Mortgage-Backed securities for a longer period of time.

The fixed incomeFixed Maturities portfolio is invested in high quality, investment-grade securities.  However,Our Company has limits on the Company is generally permitted to hold up to 2%amount of the total investment portfolio in below investment-grade, high yield fixed income securities.securities that it can hold in its investment portfolio. These securities whichmay pay a higher rate of interest, and also may have a higher degree of credit or default risk.  These securities may also be less liquid in times of economic weakness or market disruptions. While theour Company has put in place procedures to monitor the credit risk and liquidity of the


our invested assets, it is possible that, in periods of economic weakness, theour Company may experience default losses in the portfolio.  This may result in a reduction of net income, capital and cash flows.

TheOur Company invests a portion of theour portfolio in common stock or preferred stocks.Common Stock. The value of these assets fluctuates with the equity markets.  In times of economic weakness, the market value and liquidity of these assets may decline, and may impact our net income, capital and cash flows.

The functional currency of theour Company’s principal insurance and reinsurance subsidiaries is the U.S. dollar. Exchange rate fluctuations relative to the functional currency may materially impact theour financial position, as theour Company conducts business in several non-U.S. currencies.currencies other than the U.S. dollar.  The principal currencies creating foreign currency exchange risk for our portfolio are the GBP and CAD. In addition, locally-required capital levels are invested in local currencies in order to satisfy regulatory requirements and to support local insurance operations regardless of currency fluctuations.    One currency in the NavRe Latin American division can be considered hyperinflationary (or subject to a monthly inflation rate greater than 50 percent, as many economists generally define such term). However, the balances in that currency are immaterial.

Despite mitigation efforts, an increase in interest rates or a change in foreign exchange rates could have a material adverse effect on theour results of operations, financial position and cash flows.

Capital may not be available to theour Company in the future or may only be available on unfavorable terms.

The capital needs of theour business are dependent on several factors, including the ability to write new business successfully and to establish premium rates and reserves at levels sufficient to cover theour losses.  If the current capital becomes insufficient for itsour future plans, theour Company may need to raise additional capital through the issuance of stock or debt.  Otherwise, in the case of insufficient capital, theour Company may need to limit itsour growth.  The terms of equity or debt offering could be unfavorable, for example, causing dilution to the current shareholdersstockholders or such securities may have rights, preferences and privileges that are senior to existing securities.  If theour Company was in a situation of having inadequate capital and if it waswe were not able to obtain additional capital, theour business, results of operations and financial condition could be adversely affected to a material extent.

A downgrade in theour ratings could adversely impact the competitive positions of theour operating businesses or negatively affect the ability to implement theour business strategy successfully.

Ratings are a critical factor in establishing the competitive position of insurance companies.  The Insurance CompaniesNIC, NSIC and NIIC are rated by A.M. Best and S&P. A.M. Best’s and S&P’s ratings reflect their opinions of an insurance company’s financial strength, operating performance, strategic position and ability to meet itsour obligations to policyholders, and are not evaluations directed to investors.  The ratings are subject to periodic review by A.M. Best and S&P.  Because these ratings have become an increasingly important factor in establishing the competitive position of insurance companies, if these ratings are reduced, theour competitive position in the industry, and therefore the business, could be adversely affected in a material manner.  A significant downgrade could result in a substantial loss of business as policyholders might move to other companies with higher ratings. In addition, a significant downgrade could subject theour Company to higher borrowing costs and theour ability to access the capital markets could be negatively impacted. If theour Company were to be downgraded below an “A-”, itwe would be required to provide additional collateral under the letter of credit facility with ING Bank, N.V., London Branch, as Administrative Agent and Letter of Credit Agent. Further, a downgrade below BBB- by S&P would subject theour Company to higher interest rates payable on the 5.75% Senior Notes due October 15, 2023 (“5.75% Senior Notes”).2023.  Refer to Note 8,Credit Facilities, and Note 9,Senior Notes7, Debt, in the Notes to Consolidated Financial Statements for additional information regarding such credit facility and 5.75% Senior Notes due October 15, 2023, respectively.

There can be no assurance that theour current ratings will continue for any given period of time.  For a further discussion of theour ratings, refer to “Management’sManagement’s Discussion and Analysis of Financial Condition and Results of OperationsRatings”Ratings included herein.

Continued or increased premium levies by Lloyd’s for the Lloyd’s Central Fund and cash calls for trust fund deposits or a significant downgrade of Lloyd’s A.M. Best rating could materially and adversely affect theour Company.

The Lloyd’s Central Fund protects Lloyd’s policyholders against the failure of a member of Lloyd’s to meet its obligations.  The Lloyd’s Central Fund is a mechanism which in effect mutualizes unpaid liabilities among all members, whether individual or corporate.  The fundLloyd’s Central Fund is available to back Lloyd’s policies issued after 1992.  Lloyd’s requires members to contribute to the Lloyd’s Central Fund, normally in the form of an annual contribution, although a special contribution may be levied.  The Council of Lloyd’s has discretion to call up to 3% of underwriting capacity in any one year.

Policies issued before 1993 have been reinsured by Equitas Insurance Limited (“Equitas”), an independent insurance company authorized by the Financial Services Authority.Authority, the predecessor to the PRA and the FCA. However, if Equitas were to fail or otherwise be unable to meet all of its obligations, Lloyd’s may take the view that it is appropriate to apply the Lloyd’s Central Fund to discharge


those liabilities Equitas failed to meet.liabilities. In that case, the Council of Lloyd’s may resolve to impose a special or additional levy on the existing members, including Lloyd’s corporate members, to satisfy those liabilities.

Additionally, Lloyd’s insurance and reinsurance business is subject to local regulation, and regulators in the United States require Lloyd’s to maintain certain minimum deposits in trust funds as protection for policyholders in the United States.  These deposits may be used to cover liabilities in the event of a major claim arising in the United States and Lloyd’s may require theour Company to satisfy cash calls to meet claims payment obligations and maintain minimum trust fund amounts.

Any premium levy or cash call would increase the expenses of NCUL,Navigators Corporate Underwriters, Ltd. (“NCUL”), the corporate member, without providing compensating revenues, and could have a material adverse effect on theour results.

TheOur Company believes that in the event that Lloyd’s rating is downgraded, the downgrade could have a material adverse effect on theour ability to underwrite business through the Lloyd’s Operations and therefore on theour financial condition or results of operations.

TheOur businesses are heavily regulated, and changes in regulation may reduce theour profitability and limit growth.

The insurance subsidiariesNIC and NSIC are subject to extensive regulation and supervision in the jurisdictions in which theywe conduct business.  This regulation is generally designed to protect the interests of policyholders, as opposed to insurers and their stockholders and other investors, and relates to authorization for lines of business, capital and surplus requirements, investment limitations, underwriting limitations, transactions with affiliates, dividend limitations, changes in control, premium rates and a variety of other financial and non-financial components of an insurance company’s business.

Virtually all states require insurers licensed to do business in that state to bear a portion of the loss suffered by some insureds as the result of impaired or insolvent insurance companies through the operation of guaranty funds.  The effect of these arrangements could reduce our profitability in any given period or limit theour ability to grow theour business.

In recent years, the state insurance regulatory framework has come under increased federal scrutiny, and some state legislatures have considered or enacted laws that may alter or increase state authority to regulate insurance companies and insurance holding companies.  Further, the NAIC and state insurance regulators are re-examining existing laws and regulations, specifically focusing on

modifications to holding company regulations, interpretations of existing laws and the development of new laws.  Additionally, the Dodd-Frank Wall Street Reform and Consumer Protection Act, which became effective on July 21, 2010, established a Federal Insurance Office to, among other responsibilities; identify issues or gaps in the regulation of insurers that could contribute to a systemic crisis in the insurance industry or the United States financial system. Any proposed or future legislation or NAIC initiatives may be more restrictive than current regulatory requirements or may result in higher costs.

In response to the September 11, 2001 terrorist attacks, the United States Congress has enacted legislation designed to ensure, among other things, the availability of insurance coverage for terrorist acts, including the requirement that insurers provide such coverage in certain circumstances.  Refer to “Business - Business – Regulation – United States”States included herein for a discussion of the TRIA, TRIEA and TRIPRA legislation.

ExtensiveIn addition, as a result of the 2016 U.S. presidential election, a number of new legislative and fiscal initiatives have already been introduced, such as the Tax Act, and may be introduced in the future. Any of those initiatives could cause changes in U.S. social, political, regulatory and economic conditions or in laws and policies governing foreign trade, development and investment in the countries where our Company currently operates, which could adversely affect our business and our financial conditions or results of operations.

Our subsidiaries are subject to the laws and regulations of each country in which they operate, with some jurisdictions imposing comprehensive regulatory regime for financial servicesrequirements and others imposing fewer requirements. Our business in the United Kingdom have been enacted.U.K. is also heavily regulated and must comply with the requirements of the PRA, FCA, Lloyd’s and those imposed upon the Lloyd’s market by overseas regulators where the Syndicate conducts business. Refer to “BusinessBusinessRegulation – United Kingdom”Kingdom included herein for a discussion of regulations in that jurisdiction.  

Changes in tax laws could increase our corporate taxes, reduce our deferred tax assets or affect pricing of some of our products.

We are subject to U.S. federal and various state and foreign jurisdiction taxes. Our provision for income taxes, our recorded tax liabilities and our net deferred tax assets, including any valuation allowances, are recorded based on estimates. These estimates require us to make significant judgments regarding a number of factors, including, among others, the applicability of various federal and state laws, our interpretation of tax laws and the interpretations given to those tax laws by taxing authorities and courts, the timing of future


income and deductions, and our expected levels and sources of future taxable income. Additionally, from time to time there are changes to tax laws and interpretations of tax laws that could cause us to revise our estimates of the amount of tax benefits or deductions expected to be available to us in future periods. In such proposals.circumstances, any revisions to our prior estimates would be reflected in the period changed and could have a material and adverse effect on our effective tax rate, financial position, results of operations and cash flows.

In addition, the Tax Act includes a number of provisions, including the lowering of the U.S. corporate tax rate from 35 percent to 21 percent, effective January 1, 2018. The Tax Act has impacted and is expected to continue to impact our Company’s operating results, cash flows, and financial condition.  The effect of the international provisions of the Tax Act, which generally establishes a territorial-style system for taxing foreign-source income of domestic multinational corporations, is uncertain. As a result of the Tax Act, our Company has reflected in our financial statements the estimated impact for one-time adjustments for the re-measurement of deferred tax assets (liabilities), future discounting for loss reserves and the deemed repatriation tax on unremitted foreign earnings and profits. In accordance with the SEC’s Staff Accounting Bulletin No. 118 (“SAB 118”), provisional amounts for certain income tax effects of the Tax Act were estimated.  Additional tax effects or adjustments may be needed in subsequent periods upon obtaining, preparing, or analyzing additional information about facts and circumstances that existed as of the date the Tax Act was signed into law. These additional tax effects or adjustments could materially impact our results of operations and financial condition.

The E.U. Directive on Solvency II may affect how theour Company manages theour business, subject theour Company to higher capital requirements and cause itus to incur additional costs to conduct theour business in the E.U. (including the United Kingdom) and possibly elsewhere.U.K.).

An E.U. directive covering the capital adequacy, risk management and regulatory reporting for insurers, known as Solvency II, was adopted by the European Parliament in April 2009.2009 and became effective on January 1, 2016.  Solvency II will introducehas introduced a new system of regulation for insurers operating in the E.U. (including the United Kingdom) and presentspresented a number of risks to us.  Although Solvency II was originally stated to have become effective by October 31, 2012, implementation has been delayed several times. On January 31, 2014, EIOPA set up the timeline for the delivery of the Solvency II Implementing Technical Standards and Guidelines. It was stated that the overall goal was to deliver the regulatory and supervisory framework for the technical implementation of the Solvency II regime from the first day of application, January 1, 2016. Over the last few years, theour Company has undertaken a significant amount of work to ensure that it meets the new requirements and this work will continue into 2015.for all of the affected entities. There is also a risk that if the Solvency II requirements are not met and maintained on an on-going basis, theythe regulator may impactincrease the capital requirements for the U.K. Branchour subsidiaries and Syndicate 1221.branch operations that are subject to Solvency II. These new regulations have the potential to adversely affect thetheir profitability of NIC, NUAL and Syndicate 1221, and to restrict their ability to carry on their businessesbusiness as currently conducted. An outstanding issue

The effects of emerging claim and coverage issues on our business are uncertain.

As industry practices and legislative, regulatory, judicial, social, financial, and other environmental conditions change, unexpected and unintended issues related to claims and coverage may emerge. These issues may adversely affect the business by either extending coverage beyond the underwriting intent or by increasing the frequency and severity of claims. In some instances, these changes may not become apparent until after our Company has issued insurance or reinsurance contracts that are impacted. As a result, the full extent of liability under the insurance or reinsurance contracts may not be known for many years after a contract is issued.

Compliance with the question about how Solvency IIlegal and regulatory requirements to which we are subject is evolving and unpredictable.  In addition, compliance with new sanctions and embargo laws could have a material adverse effect on our business.

All of our business written is required to comply with a wide variety of laws and regulations, including economic sanctions and embargo laws and regulations, applicable to insurance or reinsurance companies, both in the jurisdictions in which the business is organized and where the business sells their insurance and reinsurance products, and that implicate the conduct of insureds. The insurance industry, in particular as it relates to international insurance and reinsurance companies, has become subject to increased scrutiny in many jurisdictions, including the United States, various states within the U.S., the E.U., and various countries within the E.U., and the U.K.  

Increased regulatory focus on our Company may result in costly compliance burdens and/or may otherwise increase costs, which could materially and adversely impact our financial performance.  The introduction of new or expanded economic sanctions applicable to marine insurance could also force our Company to exit certain geographic areas or product lines, which could have an adverse impact on our profitability.

Although our Company intends to maintain compliance with all applicable sanctions and embargo laws and regulations, and have established protocols, policies and procedures reasonably tailored to ensure compliance with all applicable embargo laws and regulations, there can be no assurance that our Company will be implementedin compliance in the future, particularly as the scope of certain laws may be unclear and whether the new regulations will apply to NIC’s U.K. Branch or to all of its operations, both within and outside of the United Kingdom and the other E.U. countries in which it operates. If the regulations are applied to NIC in its entirety, the Company couldmay be subject to changing interpretations. Any such violation could result in fines, penalties or other sanctions that could severely impact our ability to access U.S. capital markets and conduct our business, and could result in some investors deciding, or being required, to divest their interest, or not to invest, in our Company.  In addition, certain institutional investors may have investment policies or restrictions that prevent them from holding securities of companies that have contracts with countries


identified by the U.S. government as state sponsors of terrorism. The determination by these investors not to invest in, or to divest from, investing in the common stock of our Company may adversely affect the price at which our common stock trades.

Moreover, our non-U.S. subsidiaries, such as NUAL and NIIC, may be subject to different sanctions and embargo laws and regulations. The reputation and the market for the securities of our Company may be adversely affected if any such subsidiary engages in certain activities, even more onerous requirementsthough such activities are lawful under the newapplicable sanctions and embargo laws and regulations. Work is ongoing in this area to find a solution that aligns

The market price of our Parent Company common stock may be volatile.

The price of our Parent Company common stock may not remain at or exceed current levels.  In addition to the other risk factors detailed herein, the following factors may have an adverse impact on the market price of our Parent Company common stock:

Actual or anticipated variations in the quarterly results of operations, including the result of catastrophes;

Changes in market valuations of companies in the insurance and reinsurance industry;

Changes in expectations of future financial performance or changes in estimates of securities analysts;

Issuances of common shares or other securities in the future;

A downgrade in the credit ratings;

The addition or departure of key personnel; and

Announcements by our Company or our competitors of acquisitions, investments or strategic alliances.

Stock markets in the United States often experience price and volume fluctuations.  Market fluctuations, as well as general political and economic conditions such as a recession or interest rate or currency rate fluctuations, could adversely affect the market price of our Parent Company common stock.

The payment of dividends is at the discretion of our Board of Directors, and the reduction or elimination of dividends could cause a decline in the price of our common stock.

We are not obligated to pay dividends on our Common Stock. Any determinations by the Board of Directors to declare and pay cash dividends on our Company’s longer term strategy, but there is no assurance that such a solution canCommon Stock will be found.based primarily upon our Company’s financial condition, results of operations, business requirements, regulatory and legal constraints and any other factors the Board of Directors deems relevant. Several of these factors will be subject to general economic, financial, competitive, legislative and regulatory factors beyond our Company’s control. Any reduction or elimination of dividends could cause our Company’s stock price to decline.

The inability of theour subsidiaries to pay dividends to theour Parent Company in sufficient amounts would harm theour ability to meet obligations.

TheOur Parent Company is a holding company and relies primarily on dividends from itsour subsidiaries to meet itsour obligations for payment of interest and principal on outstanding debt obligations and corporate expenses.  The ability of theour insurance subsidiaries to pay dividends to theour Parent Company in the future will depend on their statutory surplus, on earnings and on regulatory restrictions.  For a discussion of theour insurance subsidiaries’ current dividend-paying ability, please refer to “Management’sManagement’s Discussion and Analysis of Financial Condition and Results of Operations—Operations Capital Resources”Resources, included herein.  TheOur Parent Company, as an insurance holding company, and the underwritingour insurance subsidiaries are subject to regulation by some states.  Such regulation generally provides that transactions between companies within the consolidated group must be fair and equitable.  Transfers of assets among affiliated companies, certain dividend payments from underwriting subsidiaries and certain material transactions between companies within the consolidated group may be subject to prior notice to, or prior approval by, state regulatory authorities.  The underwritingOur insurance subsidiaries are also subject to licensing and supervision by government regulatory agencies in the jurisdictions in which theywe do business.  These regulations may set standards of solvency that must be met and maintained, such as the nature of and limitations on investments, the nature of and limitations on dividends to policyholders and stockholders and the nature and extent of required participation in insurance guaranty funds.  These regulations may affect theour subsidiaries’ ability to provide theour Parent Company with dividends.

Catastrophe losses could materially reduce profitability.

The Company is exposed to claims arising out of catastrophes, particularly in the Marine insurance line of business, the NavTech and NavRe businesses. The Company has experienced, and will experience in the future, catastrophe losses, which may materially reduce profitability or harm the financial condition of the Company. Catastrophes can be caused by various natural events, including, but not limited to, hurricanes, windstorms, earthquakes, tornadoes, floods, hail, severe winter weather and fires. Catastrophes can also be man-made, such as war, explosions or the World Trade Center attack, or caused by unfortunate events such as the Deepwater Horizon oil rig disaster or the grounding of the cruise ship Costa Concordia. In addition, changing climate conditions could result in an increase in the frequency or severity of natural catastrophes, which could increase exposure to such losses. The incidence and severity

of catastrophes are inherently unpredictable. Although the Company will attempt to manage exposure to such events, the frequency and severity of catastrophic events could exceed estimates, which could have a material adverse effect on the financial condition of the Company.

The market price of Navigators common stock may be volatile.

There has been significant volatility in the market for equity securities. The price of Navigators common stock may not remain at or exceed current levels. In addition to the other risk factors detailed herein, the following factors may have an adverse impact on the market price of Navigators common stock:

Actual or anticipated variations in the quarterly results of operations, including the result of catastrophes,

Changes in market valuations of companies in the insurance and reinsurance industry,

Changes in expectations of future financial performance or changes in estimates of securities analysts,

Issuances of common shares or other securities in the future,

A downgrade in the credit ratings,

The addition or departure of key personnel, and

Announcements by the Company or the competitors of acquisitions, investments or strategic alliances.

Stock markets in the United States often experience price and volume fluctuations. Market fluctuations, as well as general political and economic conditions such as a recession or interest rate or currency rate fluctuations, could adversely affect the market price of Navigators common stock.

There is a risk that theOur Company may be directlyunable to attract and retain qualified employees.

Our Company depends on the ability to attract and retain qualified executive officers, experienced underwriters, claims professionals and other skilled employees who are knowledgeable about our Company’s lines of business.  If the quality of our executive officers,


underwriting or indirectly exposed to recent uncertainties with regard to European sovereign debt holdings.

The Company is protected by various treatyclaims team and facultative reinsurance agreements. The exposure to credit risk from any one reinsurer is managed through diversification by reinsuring with a number of different reinsurers, principally in the United States and European reinsurance markets. Consequently, theother personnel decreases, our Company may be indirectly exposedunable to recent uncertainties with regard to European sovereign debt holdings through certain of its reinsurers. A table ofmaintain the 20 largest reinsurers by the amount of reinsurance recoverable for ceded losses and LAE and ceded unearned premium is presented in “Business” along with their rating from two rating agencies. The 20 largest reinsurers from the United States and Europe represent 75.7% of the Reinsurance Recoverables at December 31, 2014.

In addition, the Company invests in non-sovereign fixed maturities where the issuer is locatedcurrent competitive position in the Euro Area, an economicspecialty markets in which our Company operates and monetary unionbe unable to expand our operations into new specialty markets.

Our Company could be adversely affected if we do not maintain effective operating procedures and controls.

Our Company engages in a large number of certain member states withincomplex insurance and investment activities on a daily basis. We continually work to enhance our operating procedures and internal controls to effectively support our business and ensure that we are able to assess and monitor operational risks that can result from, among other things, errors, failure to document transactions properly or to obtain proper internal authorization, failure to comply with regulatory requirements, information technology failures, external events or fraud. However, a control system, no matter how well designed and operated, has inherent limitations and can provide only reasonable assurance that the European Union that have adopted the Euro ascontrol system's objectives will be met. If our operating procedures and controls are not effective or if we experience difficulties in their common currency. As of December 31, 2014, the fair value of such securities was $97.6 million, with an amortized cost of $97.6 million representing 3.8% of the total fixed incomeimplementation, it could lead to financial loss, unanticipated risk exposure (including underwriting, credit and equity portfolio. The largest exposure is in France with a total of $40.1 million followed by The Netherlands with a total of $39.6 million. The Company has no direct material exposureinvestment risk) or damage to Greece, Portugal, Italy, Spain, Ukraine or Russia as of December 31, 2014.our Company’s reputation.

Nonetheless, the failure of the European Union member states to successfully resolve a fiscal or political crisis could result in the devaluation of the Euro, the abandonment of the Euro by one or more members of the European Union or the dissolution of the European Union and it is impossible to predict all of the consequences that this could have on the global economy in general or more specifically on the business. Any or all of these events could have a material adverse effect on the results of operations, liquidity and financial condition of the Company.

The determination of the impairments taken on the investments is subjective and could materially impact the financial position or results of operations.

The determination of the impairments taken on the investments varies by investment type and is based upon the periodic evaluation and assessment of known and inherent risks associated with the respective asset class. Such evaluations and assessments are revised as conditions change and new information becomes available. Management updates its evaluations regularly and reflects impairments in operations as such evaluations are revised. The Company cannot be certain that it has accurately assessed the level of impairments taken in its financial statements. Furthermore, additional impairments may need to be taken in the future, which could materially impact its financial position or results of operations. Historical trends may not be indicative of future impairments.

If theour Company experiences difficulties with the efficient functioning of information technology, telecommunications and telecommunicationsother business systems, and/or data security, theour ability to conduct theour business might be adversely affected.

TheOur Company relies heavily on the successful, uninterrupted functioning of theour information technology (“IT”), telecommunications and telecommunicationsother business systems. TheOur business and continued expansion is highly dependent upon the ability to perform, in an efficient

and uninterrupted fashion, necessary business functions, such as pricing, quoting and processing policies, paying claims, performing actuarial and other modeling functions. Although we have an information technology continuity plan in place to ensure the continuation of essential business operations in the event of a failure of such systems due to security breaches, network failures, or sustained or repeated loss of electricity and while we continue to test and assess our continuity plan, there is no guarantee that essential business operations could be performed upon the occurrence of any such event. A failure of theour IT, and telecommunication or other business systems or the termination of third-party software licenses theour Company relies on in order to maintain such systems could materially impact theour ability to write and process business, provide customer service, pay claims in a timely manner or perform other necessary actuarial, legal, financial and other business functions. Computer viruses, hackers and other external hazards, as well as internal exposures such as potentially dishonest employees, could expose the IT and data systems to security breaches that may result in liability to the Company, cause the data to be corrupted and cause the Company to commit resources, management time and money to prevent or correct security breaches. If the Company does not maintain adequate IT and telecommunications systems, it could experience adverse consequences, including inadequate information on which to base critical decisions, the loss of existing customers, difficulty in attracting new customers, litigation exposures, damage to business reputation and increased administrative expenses. As a result, theour Company could experience financial losses and the ability of theour Company to conduct business might be adversely affected.

Compliance by

Our Company is dependent upon the Marinesecurity of our information technology systems as well as those of our third party service providers, and a breach of the security of such systems could result in an impairment of our ability to conduct business witheffectively.

Our Company retains confidential and proprietary information on our IT systems and relies on sophisticated technologies to maintain the legal and regulatory requirements to which they are subject is evolving and unpredictable.security of that information. In addition, compliance with new sanctionswe outsource certain business functions to third parties, which may expose us to enhanced risk related to data security. While, to date, our Company has not experienced, nor has any third party service provider notified us of, a material breach of cybersecurity, any administrative and embargo lawstechnical controls and other preventive actions we take or require such service providers to take to reduce the risk of cyber-incidents and protect such systems may be insufficient to prevent physical and electronic break-ins, cyber-attacks or other security breaches. The failure to maintain the security, confidentiality or privacy of sensitive data could harm our Company’s reputation, subject us to legal claims, lead to a loss of customers and revenues and otherwise adversely affect our business and financial results. While our Company maintains cyber liability insurance that provides both third-party liability and first party liability coverages, our insurance may not be sufficient to protect us against all losses.

Our business operations may be affected by natural and man-made catastrophes, disasters, severe events, pandemics and crises which could result in an impairment of our ability to conduct business effectively and have a material adverse effectfinancial impact on our financial condition.

Severe events could disrupt business operations, including depleting our Company’s workforce.  Our Company has a business continuity plan in place to mitigate the business.

The Marineimpacts from disruptive events and to be ready to restore operations if such an event were to occur. Our business likecontinuity plan is designed to meet the needs of our policyholders, shareholders, business partners, and other constituents, and to assist other insurers in meeting their policyholder needs if requested should such an event occur.  While we continue to test and assess our business lines,continuity plan to ensure it addresses multiple business interruption events, there is requiredno guarantee that essential business operations could be performed upon the occurrence of any such an event. As a result, our Company could experience financial losses and the ability of our Company to conduct business might be adversely affected.


Our Company could be materially adversely affected if third parties we utilize to support our business do not comply with underwriting and claims guidelines, procedures and protocols provided by us or expose us to additional underwriting and credit risk.

Our Company utilizes third parties, including brokers, managing general agents and third party administrators, to produce or service a wide varietyportion of laws and regulations, including economic sanctions and embargo laws and regulations, applicableour business. In these arrangements, we may authorize these third parties to insurance write business, settle claims and/or reinsurance companies, both in the jurisdictions in which they are organized and where they sell their insurance and reinsurance products, and that implicate the conduct of insureds. The insurance industry, in particular as relates to international insurance and reinsurance companies, has becomecollect premium on our behalf, subject to increased scrutiny in many jurisdictions, including the United States, various states within the United States, the E.U.,underwriting guidelines, claims handling procedures, and various countries within the E.U.,other contractual restrictions and the United Kingdom. For example, in 2012, President Obama signed into law the Iran Threat Reduction and Syria Human Rights Act of 2012 (the “Act”) which created new sanctions and strengthened existing sanctions against Iran. Among other things, the Act intensifies existing sanctions regarding the provision of goods, services, infrastructureobligations provided by us. Although we monitor these arrangements on an ongoing basis, these third parties could contravene such guidelines, procedures, restrictions or technologyobligations. As a result, our Company could be exposed to Iran’s petroleumpotential liabilities related to policies that exceed or petrochemical sector, and included provisions relating to personsexpand on our underwriting intention, claims practices that engage in certain insurance or re-insurance activities.

Increased regulatory focus on the Company, such as in connectiondo not comply with the matters discussed above, may result in costly compliance burdens and/or may otherwise increase costs, which could materially and adversely impact financial performance. The introduction of new or expanded economic sanctions applicable to Marine insurance could also force the Company to exit certain geographic areas or product lines, which could have an adverse impact on profitability.

Although the Company intends to maintain compliance with all applicable sanctions and embargo laws and regulations, and have established protocols,our prescribed policies and procedures reasonably tailoredor operational deficiencies or misconduct with respect to ensure compliance with all applicable embargo lawsthe collection and regulations, there can be no assurancehandling of premium. In addition, our use of independent agents and brokers exposes our Company to additional credit risk. When policyholders purchase insurance policies from us through these agents and brokers, the premiums are often first received by them, who then pay the premiums to our Company. In many jurisdictions, the premiums are deemed paid to our Company whether or not we receive them. Although we perform due diligence on these third parties prior to our engagement of them and have implemented oversight protocols to monitor these third party arrangements, we cannot guarantee that the Companythese control mechanisms will be in compliance in the future, particularly as the scopesufficient to mitigate all of certain laws maythese exposures, and consequently, our results of operations and financial condition could be unclear and may be subject to changing interpretations. Any such violation could result in fines, penalties or other sanctions that could severely impact the ability to access U.S. capital markets and conduct the business, and could result in some investors deciding, or being required, to divest their interest, or not to invest, in the Company. In addition, certain institutional investors may have investment policies or restrictions that prevent them from holding securities of companies that have contracts with countries identified by the U.S. government as state sponsors of terrorism. The determination by these investors not to invest in, or to divest from, investing in the common stock of the Company maymaterially adversely affect the price at which the common stock trades.

Moreover, the subsidiaries, such as the Lloyd’s Operations, may be subject to different sanctions and embargo laws and regulations. The reputation and the market for the securities of the Company may be adversely affected if the Lloyd’s Operations engages in certain activities, even though such activities are lawful under applicable sanctions and embargo laws and regulations.affected.

 

ITEM 1B.UNRESOLVED STAFF COMMENTS

None

ITEM 2.PROPERTIES

TheITEM 1B. UNRESOLVED STAFF COMMENTS

We have no outstanding, unresolved comments that were received from the SEC staff 180 days or more before the end of our fiscal year at December 31, 2017.

ITEM 2. PROPERTIES

Our executive and administrative office is located at 400 Atlantic Street, Stamford, CT.  The lease for this space expires in October 2023.  The underwriting operations areAdditionally, we operate in various locations with non-cancelable operating leases including:

U.S.

U.S.

Alpharetta, GA,

Boston, MA,

Chicago, IL,

Coral Gables, FL,

Danbury, CT,

Ellicott City, MD,

Farmington, CT,

Houston, TX,

Irvine, CA,

Iselin, NJ,

Jericho, NY (1),

Los Angeles, CA,

Minneapolis, MN,

New York City, NY,

Philadelphia, PA,

Pittsburgh, PA,

San Francisco, CA,

Schaumburg, IL,


Seattle, WA,

Seattle, WA,

Stamford, CT.CT and

Tampa, FL.

Non-U.S.

International

Antwerp, Belgium,

Hong Kong,

Copenhagen, Denmark,

London, England,

Madrid, Spain,

Milan, Italy,

Paris, France,

Rio de Janeiro, Brazil,

Rotterdam, The Netherlands and

Zurich, Switzerland.

(1) - Office lease is in force at December 31, 2017, however, service operations will not commence until 2018.

 

Stockholm, Sweden.

ITEM 3. LEGAL PROCEEDINGS

In the ordinary course of conducting business, theour subsidiaries are involved in various legal proceedings, either indirectly as insurers for parties or directly as defendants.  Most of the these proceedings consist of claims litigation involving theour subsidiaries as either (a) liability insurers defending or providing indemnity for third party claims brought against insureds or (b) insurers defending first party coverage claims brought against them. Theus.  Our Company accounts for such activity through the establishment of unpaid losslosses and loss adjustmentLAE reserves.  TheOur Company’s management believes that theour ultimate liability, if any, with respect to such ordinary-course claims litigation, after consideration of provisions made for potential losses and cost of defense, will not be material to the consolidated financial condition, results of operations, or cash flows of theour Company.

TheOur subsidiaries are also occasionally involved with other legal actions, some of which assert claims for substantial amounts.  These actions include claims asserting extra contractual obligations, such as claims involving allegations of bad faith in the handling of claims or the underwriting of policies. In general, theour Company believes theywe have valid defenses to these cases. TheOur Company’s management expects that the ultimate liability, if any, with respect to such extra-contractual matters will not be material to itsour consolidated financial position.  Nonetheless, given the large or indeterminate amounts sought in certain of these matters, and the inherent unpredictability of litigation, an adverse outcome in such matters could, from time to time, have a material adverse outcome on theour consolidated results of operations or cash flows in a particular fiscal quarter or year.

ITEM 4. MINE SAFETY DISCLOSURES

Not applicable

PART II

ITEM 5. MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUE PURCHASES OF EQUITY SECURITIES

Market Information

TheOur Parent Company’s common stock is traded over-the-counter on NASDAQ under the symbol NAVG.  Over-the-counter market quotations reflect inter-dealer prices, without retail mark-up, mark-down or commissions and may not necessarily represent actual transactions.


The following table reflects the high, low and closing trade prices, as well as dividends declared each quarter for the four quarters of 20142017 and 2013 were as follows:2016 with retroactive effect of the stock split:

 

  2014   2013 

 

2017

 

 

2016

 

  High   Low   Close   High   Low   Close 

 

High

 

 

Low

 

 

Close

 

 

Dividends Declared

 

 

High

 

 

Low

 

 

Close

 

 

Dividends Declared

 

First Quarter

   63.59     58.41     61.39     59.5     51.72     58.75  

 

$

58.73

 

 

$

52.27

 

 

$

54.12

 

 

$

0.045

 

 

$

43.81

 

 

$

39.78

 

 

$

41.94

 

 

$

 

Second Quarter

   67.05     55.26     67.05     62.02     54.13     57.04  

 

 

54.88

 

 

 

50.18

 

 

 

54.78

 

 

0.06

 

 

 

47.46

 

 

 

40.54

 

 

 

45.99

 

 

0.045

 

Third Quarter

   67.25     60.8     61.5     61.5     53.58     57.77  

 

 

58.78

 

 

 

53.49

 

 

 

58.28

 

 

0.06

 

 

 

48.82

 

 

 

43.99

 

 

 

48.46

 

 

0.045

 

Fourth Quarter

   73.72     61.5     73.34     67.56     54.28     63.16  

 

 

60.13

 

 

 

46.35

 

 

 

48.70

 

 

0.06

 

 

 

59.10

 

 

 

45.83

 

 

 

58.88

 

 

0.045

 

The declaration and amount of any future dividend will be at the discretion of the Board of Directors, and will depend upon many factors, including financial condition, results of operations, business requirements, regulatory and legal constraints and any other factors the Board of Directors deems relevant.

Refer to Note 10, Stockholders’ Equity, in the Notes to Consolidated Financial Statements for additional information regarding dividends, including dividend restrictions and net assets available for dividend distribution.

Information provided to theour Company by the transfer agent and proxy solicitor indicates that there are approximately 47195 holders of record as of January 30, 2018 and 4,0596,607 beneficial holders of the common stock,our Common Stock, as of January 20, 2015.February 2, 2018.

Five Year Stock Performance Graph

The Five Year Stock Performance Graph and related Cumulative Indexed Returns table, as presented below, reflects the cumulative return on theour Company’s common stock, the Standard & Poor’s 500 Index (“S&P 500 Index”) and the S&P Property and Casualty Insurance Index (the “Insurance Index”) assuming an original investment in each of $100 on December 31, 20092012 (the “Base Period”) and reinvestment of dividends to the extent declared.  Cumulative returns for each year subsequent to 20092012 are measured as a change from this Base Period.

The comparison of five year cumulative returns among theour Company, the companies listed in the S&P 500 Index and the Insurance Index are as follows:

 

 

   Cumulative Indexed Returns
Year Ended December 31,
 
   Base
Period
                     

Company / Index

  2009   2010   2011   2012   2013   2014 

The Navigators Group, Inc.

   100.00     106.88     99.05     105.58     130.58     151.63  

S&P 500 Index

   100.00     115.06     117.49     136.29     180.43     205.11  

Insurance Index

   100.00     109.23     108.95     130.86     180.96     209.44  

The following Annual Return Percentage table reflects the annual return on the Company’s common stock, the S&P 500 Index and the Insurance Index including reinvestment of dividends to the extent declared.


 

 

Cumulative Indexed Returns

 

 

 

Years Ended December 31,

 

 

 

Base Period

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Company / Index

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

The Navigators Group, Inc.

 

 

100.00

 

 

123.67

 

 

143.61

 

 

167.99

 

 

231.09

 

 

192.04

 

S&P 500 Index

 

 

100.00

 

 

132.04

 

 

149.89

 

 

151.94

 

 

169.82

 

 

206.49

 

Insurance Index

 

 

100.00

 

 

138.13

 

 

159.42

 

 

174.29

 

 

201.30

 

 

245.90

 

 

   Annual Return Percentage
Year Ended December 31,
 

Company / Index

  2010   2011   2012   2013   2014 

The Navigators Group, Inc.

   6.88     -7.33     6.60     23.67     16.12  

S&P 500 Index

   15.06     2.11     16.00     32.39     13.68  

Insurance Index

   9.23     -0.26     20.11     38.29     15.74  

Dividends

The Company has not paid or declared any cash dividends on the common stock. While there presently is no intention to pay cash dividends on the common stock, future declarations, if any, are at the discretion of the Board of Directors and the amounts of such dividends will be dependent upon, among other factors, the results of operations and cash flow, financial condition and business needs, restrictive covenants under its credit facilities, the capital and surplus requirements of the subsidiaries and applicable government regulations.

Refer to Note 13, Dividends and Statutory Financial Information, in the Notes to Consolidated Financial Statements for additional information regarding dividends, including dividend restrictions and net assets available for dividend distribution.

Recent Sales of Unregistered Securities

None

Use of Proceeds from Public Offering of Debt Securities

None

Purchases of Equity Securities by the Issuer

None


ITEM 6. SELECTED FINANCIAL DATA

The following table sets forth selected consolidated financial data including consolidated financial information of theour Company for each of the last five calendar years, derived from theour Company’s audited Consolidated Financial Statements.  The table should be read in conjunction with Item 7, “Management’sManagement’s Discussion and Analysis of Financial Condition and Results of Operations”,Operations, and Item 8, “FinancialFinancial Statements and Supplementary Data”,Data, included herein.

 

   Year Ended December 31, 

In thousands, except share and per share amounts

  2014  2013  2012  2011  2010 

Operating Information:

      

Gross written premiums

  $1,432,353   $1,370,517   $1,286,465   $1,108,216   $987,201  

Net written premiums

   1,000,138    887,922    833,655    753,798    653,938  

Net earned premiums

   935,895    841,939    781,964    691,645    659,931  

Net investment income

   64,168    56,251    54,248    63,500    71,662  

Net other-than-temporary impairment losses

   —      (2,393  (858  (1,985  (1,080

Net realized gains (losses)

   12,812    22,939    41,074    11,996    41,319  

Total revenues

   1,023,531    917,564    877,916    766,385    776,975  

Income (loss) before income taxes

   140,536    92,273    91,736    32,734    98,829  

Net income (loss)

   95,329    63,466    63,762    25,597    69,578  

Net income per share:

      

Basic

  $6.69   $4.49   $4.54   $1.71   $4.33  

Diluted

  $6.51   $4.42   $4.45   $1.69   $4.24  

Average common shares outstanding:

      

Basic

   14,259,768    14,133,925    14,052,311    14,980,429    16,064,770  

Diluted

   14,646,369    14,345,553    14,327,820    15,183,285    16,415,266  

Combined loss and expense ratio(1):

      

Loss ratio

   58.3  61.6  63.6  69.0  63.8

Expense ratio

   34.3  33.2  35.7  35.7  36.9
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 92.6 94.8 99.3 104.7 100.7
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Balance sheet information:

Total investments and cash

$2,820,486  $2,574,586  $2,422,254  $2,233,498  $2,154,328  

Total assets

 4,464,176   4,169,452   4,007,670   3,670,007   3,531,459  

Gross losses and LAE reserves

 2,159,634   2,045,071   2,097,048   2,082,679   1,985,838  

Net losses and LAE reserves

 1,308,136   1,222,633   1,216,909   1,237,234   1,142,542  

Senior Notes

 263,440   263,308   114,424   114,276   114,138  

Stockholders’ equity

 1,027,224   902,212   879,485   803,435   829,354  

Common shares outstanding

 14,281,466   14,198,496   14,046,666   13,956,235   15,743,511  

Book value per share(2)

$71.93  $63.54  $62.61  $57.57  $52.68  

Statutory surplus of Navigators Insurance Company

$893,946  $804,073  $682,881  $662,162  $686,919  

 

 

Years Ended December 31,

 

in thousands, except per share amounts

 

2017

 

 

2016

 

 

2015

 

 

2014

 

 

2013

 

Operating information:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Written Premiums

 

$

1,713,265

 

 

$

1,568,911

 

 

$

1,453,502

 

 

$

1,432,353

 

 

$

1,370,517

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Earned Premiums

 

$

1,186,420

 

 

$

1,100,345

 

 

$

984,087

 

 

$

935,895

 

 

$

841,939

 

Net Investment Income

 

 

89,293

 

 

 

79,451

 

 

 

68,718

 

 

 

64,168

 

 

 

56,251

 

Net Other-Than-Temporary Impairment Losses

   Recognized in Earnings

 

 

(2,064

)

 

 

(150

)

 

 

(1,698

)

 

 

 

 

 

(2,393

)

Net Realized Gains (Losses)

 

 

45,073

 

 

 

9,186

 

 

 

8,373

 

 

 

12,812

 

 

 

22,939

 

Other Income (Loss)

 

 

(4,243

)

 

 

8,701

 

 

 

(491

)

 

 

10,656

 

 

 

(1,172

)

Total Revenues

 

$

1,314,479

 

 

$

1,197,533

 

 

$

1,058,989

 

 

$

1,023,531

 

 

$

917,564

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Losses and Loss Adjustment Expenses

 

$

806,265

 

 

$

665,448

 

 

$

572,598

 

 

$

545,229

 

 

$

518,961

 

Commission Expenses

 

 

184,731

 

 

 

165,045

 

 

 

129,977

 

 

 

125,528

 

 

 

113,494

 

Other Operating Expenses

 

 

233,230

 

 

 

234,096

 

 

 

223,516

 

 

 

196,825

 

 

 

164,434

 

Call Premium on Senior Notes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17,895

 

Interest Expense

 

 

15,447

 

 

 

15,435

 

 

 

15,424

 

 

 

15,413

 

 

 

10,507

 

Total Expenses

 

$

1,239,673

 

 

$

1,080,024

 

 

$

941,515

 

 

$

882,995

 

 

$

825,291

 

Income Before Income Taxes

 

 

74,806

 

 

 

117,509

 

 

 

117,474

 

 

 

140,536

 

 

 

92,273

 

Income Tax Expense

 

 

34,312

 

 

 

34,783

 

 

 

36,417

 

 

 

45,207

 

 

 

28,807

 

Net Income

 

$

40,494

 

 

$

82,726

 

 

$

81,057

 

 

$

95,329

 

 

$

63,466

 

Net Income per Share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

1.38

 

 

$

2.85

 

 

$

2.82

 

 

$

3.34

 

 

$

2.25

 

Diluted

 

$

1.35

 

 

$

2.75

 

 

$

2.73

 

 

$

3.25

 

 

$

2.21

 

Cash Dividends Declared per Common Share

 

$

0.225

 

 

$

0.135

 

 

$

 

 

$

 

 

$

 

Average Common Shares Outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

29,441

 

 

 

29,074

 

 

 

28,785

 

 

 

28,520

 

 

 

28,268

 

Diluted

 

 

30,071

 

 

 

30,032

 

 

 

29,651

 

 

 

29,293

 

 

 

28,691

 

Combined Loss and Expense Ratio (1):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss Ratio

 

 

68.0

%

 

 

60.5

%

 

 

58.2

%

 

 

58.3

%

 

 

61.6

%

Expense Ratio

 

 

35.2

%

 

 

36.2

%

 

 

35.9

%

 

 

34.3

%

 

 

33.2

%

Total

 

 

103.2

%

 

 

96.7

%

 

 

94.1

%

 

 

92.6

%

 

 

94.8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance Sheet information:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Investments

 

$

3,421,883

 

 

$

3,130,523

 

 

$

2,937,226

 

 

$

2,729,735

 

 

$

2,488,077

 

Total Assets

 

 

5,224,622

 

 

 

4,814,037

 

 

 

4,584,012

 

 

 

4,476,185

 

 

 

4,169,452

 

Gross Losses and LAE Reserves

 

 

2,515,145

 

 

 

2,289,727

 

 

 

2,202,644

 

 

 

2,159,634

 

 

 

2,045,071

 

Net Losses and LAE Reserves

 

 

1,705,380

 

 

 

1,510,451

 

 

 

1,393,126

 

 

 

1,308,136

 

 

 

1,222,633

 

Senior Notes

 

 

263,885

 

 

 

263,728

 

 

 

263,580

 

 

 

263,440

 

 

 

263,308

 

Stockholders' Equity

 

 

1,225,965

 

 

 

1,178,188

 

 

 

1,096,148

 

 

 

1,027,224

 

 

 

902,212

 

Common Shares Outstanding

 

 

29,507

 

 

 

29,124

 

 

 

28,862

 

 

 

28,563

 

 

 

28,397

 

Book Value per Share (2)

 

$

41.55

 

 

$

40.45

 

 

$

37.98

 

 

$

35.96

 

 

$

31.77

 

(1) - Calculated based on earned premiums.

(2) - Calculated as stockholders’ equity divided by actual shares outstanding as of the date indicated.

Item 7.MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Item 7. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

U.S. GAAP and Non-GAAP Financial Performance Metrics

Throughout this Annual Report, we present our operations in the way we believe will be most meaningful, useful and transparent to anyone using this financial information to evaluate our performance. In addition to the presentation of Net Income (Loss), Book Value, Book Value per Share, Net Losses and LAE Reserves and Combined Ratio, we show certain non-GAAP financial measures as defined in Regulation G that we believe are valuable in managing our business and drawing comparisons to our peers. These non-GAAP measures are Net Operating Earnings, Underwriting Profit (Loss), and Adjusted Net Losses and LAE Ratio.

The following is a list of GAAP and non-GAAP measures found throughout this report with their definitions, relationships to GAAP measures and explanations of their importance to our operations:

Book Value and Book Value Per Share

Book value is equivalent to Stockholders’ Equity and Book Value per Share is calculated by dividing Stockholders’ Equity by the number of outstanding shares at the end of the period being presented.

Net Loss and LAE Reserves

Reserve for Losses and LAE, as shown in the liabilities section of our Consolidated Balance Sheets, represents the total obligations to claimants for both estimates of known claims and estimates for IBNR claims. The related asset item, Reinsurance Recoverable on Unpaid Losses and LAE, is the estimate of both known claims and IBNR that we expect to recover from reinsurers. The net of these two items is generally referred to as Net Losses and LAE Reserves and is commonly used in our disclosures regarding the process of establishing these various estimated amounts.

Combined Ratio

The Combined Ratio is a common insurance industry measure of profitability for any underwriting operation and is calculated in three components. First, the Loss Ratio is represented by Net Losses and LAE divided by Net Earned Premiums. The second component is the Commission Expense Ratio, which is Commission Expenses divided by Net Earned Premiums. The third component is the Other Operating Expense Ratio, which reflects the sum of Other Operating Expenses and Other Underwriting Income (Expense), divided by Net Earned Premiums. All items included in these components of the Combined Ratio are presented in our GAAP Consolidated Financial Statements. The sum of the Loss Ratio, Commission Expense and Other Operating Expense Ratio is the Combined Ratio. The difference between the Combined Ratio and 100% reflects the rate of Underwriting Profit (Loss). For example, a Combined Ratio of 85% implies that for every $100 of premium we earn, we record $15 of Underwriting Profit.

Net Operating Earnings

Net Operating Earnings is a “non-GAAP financial measure” as defined in Regulation G. Net Operating Earnings is comprised of Net Income excluding After-Tax Net Realized Gains (Losses), After-Tax Other than Temporary Impairment (“OTTI”) Losses Recognized in Earnings, After-Tax Foreign Exchange Gains (Losses), and the impact of the Tax Act at enactment recognized in our Consolidated Statements of Income. We believe that showing Net Income exclusive of Realized Gains and Losses, Net OTTI Losses Recognized in Earnings, Foreign Exchange Gains and Losses, and the impact of the Tax Act at enactment reflects the underlying fundamentals of our business.

A reconciliation of Net Income (the nearest GAAP financial measure) to Net Operating Earnings can be found in Item 7, Results of Operations. We believe this presentation enhances the understanding of our results of operations by highlighting the underlying profitability of our business and enables investors and other users of our financial information to analyze underlying business performance in a manner similar to management. We also believe this measure follows industry practice and, therefore facilitates comparison of our performance with our peer group.

Underwriting Profit (Loss)

Underwriting Profit (Loss) represents one measure of the pre-tax profitability of our insurance operations and is derived by subtracting the following from Net Earned Premiums: Net Losses and LAE, Commission Expenses, Other Operating Expenses and Other Underwriting Income (Expense). This information is available in total and by segment in the Notes to Consolidated Financial Statements.  The nearest comparable GAAP measure is Income Before Income Taxes which, in addition to Underwriting Profit (Loss), includes Net Investment Income,  OTTI, Net Realized Gains (Losses) on Investments, Interest Expense and Other Income (Loss). While this measure is presented in the footnotes to the Consolidated Financial Statements, it is considered a “non-GAAP financial measure” as defined in Regulation G when presented elsewhere on a consolidated basis.


A reconciliation of total Underwriting Profit (Loss) and its components to Income Before Income Taxes (the nearest GAAP financial measure) can be found in the Notes to the Consolidated Financial Statements and in Item 7, Segment Results. We believe that presentation of Underwriting Profit (Loss) provides investors and other users of our financial information with an enhanced understanding of our results of operations, by highlighting the underlying pre-tax profitability of our underwriting activities.

Adjusted Net Losses and LAE Ratio

The Net Losses and LAE ratio is a major component of our Underwriting Profit (Loss). In order to better understand the impact of this ratio on Underwriting Profit (Loss), we present the impact of reinsurance reinstatement premiums (“RRPs”), development on current AY results and development on prior AY results to arrive at our Adjusted Net Losses and LAE Ratio.

A reconciliation of the Net Losses and LAE Ratio (the nearest GAAP financial measure) to the Adjusted Net Losses and LAE ratio can be found in Item 7, Results of Operations and Segment Results. We believe that presentation of the Adjusted Net Losses and LAE Ratio allows investors and other users of our financial information to more easily analyze our Company’s results of operations and understand our underlying business performance.

Overview

The discussion and analysis of our financial condition and results of operations contained herein should be read in conjunction with our consolidated financial statements and accompanying notes which appear elsewhere in this Form 10-K.  It contains forward-looking statements that involve risks and uncertainties.  Please refer to “Note on Forward Looking Statements”Forward-Looking Statements and “Risk Factors”Risk Factors for more information.  Our actual results could differ materially from those anticipated in these forward-looking statements as a result of various factors, including those described below and elsewhere in this Form 10-K.

Overview

TheUnless the context requires otherwise, the terms “we,” “us,”  “our,” or “our Company” as used herein are used to mean The Navigators Group, Inc., a Delaware holding company established in 1982, and its subsidiaries, unless the context otherwise requires.subsidiaries.  The terms “Parent” orterm “Parent Company” areis used to mean The Navigators Group, Inc. without itsour subsidiaries. Our Company is

We are an international insurance company focusing on specialty products within the overall property and casualty insurance market. Ourwith a long-standing area of specialization isin Marine insurance. We also offer P&C insurance, which consists primarily of general liability coverage and umbrella & excess liability coverage to commercial enterprises through our Primary and Excess Casualty divisions. We have also developed niches in Professional Liability insurance, through our D&O and Property Casualty linesE&O divisions, as well as assumed reinsurance products.

Effective January 1, 2017, we sold our underwriting agency operations in Sweden and Denmark. The transaction represented a 100% disposition of our Sweden and Denmark corporations, NUAL AB and Navigators A/S, respectively. This transaction did not materially impact our results of operation, financial condition or liquidity.

Additionally, our new U.K. based insurance such as Primary and Excess casualty coverages offered to commercial enterprises and Assumed Reinsurance.company, NIIC, which is a wholly-owned direct subsidiary of our Parent Company, began writing business in the first quarter of 2017.

Financial Highlights for the Year Ended December 31, 2014- Selected Indicators

 

Net income of $95.3 million, an increase of 50.2% over prior year

 

 

Years Ended December 31,

 

amounts in thousands, except per share amounts

 

2017

 

 

2016

 

 

2015

 

Results of Operations Data:

 

 

 

 

 

 

 

 

 

 

 

 

Net Earned Premiums

 

$

1,186,420

 

 

$

1,100,345

 

 

$

984,087

 

Net Investment Income

 

 

89,293

 

 

 

79,451

 

 

 

68,718

 

Underwriting Profit (Loss)

 

 

(37,738

)

 

 

35,892

 

 

 

58,118

 

Net Income

 

 

40,494

 

 

 

82,726

 

 

 

81,057

 

Net Income per Diluted Share

 

$

1.35

 

 

$

2.75

 

 

$

2.73

 

Net Cash provided by Operating Activities

 

$

265,343

 

 

$

229,425

 

 

$

233,646

 

 

Earnings per diluted share of $6.51, an increase of 47.1% over prior year

 

 

As of  December 31,

 

amounts in thousands, except per share amounts

 

2017

 

 

2016

 

Balance Sheet Data:

 

 

 

 

 

 

 

 

Total Assets

 

$

5,224,622

 

 

$

4,814,037

 

Total Shareholders' Equity

 

 

1,225,965

 

 

 

1,178,188

 

Book Value per Share

 

$

41.55

 

 

$

40.45

 


 

Net underwriting profit of $68.9 million, an increase of 57.0% over prior year

Net investment income of $64.2 million, an increase of 14.1% over prior year

Net cash flow from operations of $222.5 million, an increase of 62.6% over prior year

Book value of $1.0 billion, an increase of 13.9% over prior year

We classify its business into one Corporate segment (“Corporate”) and two underwriting segments, the Insurance Companies segment (“Insurance Companies”) and the Lloyd’s Operations segment (“Lloyd’s Operations”) which are separately managed by business line divisions. The Insurance Companies are primarily engaged in underwriting Marine insurance, Primary Casualty insurance with a concentration in contractors’ general liability products, Excess Casualty insurance with a concentration in commercial umbrella products, Assumed Reinsurance, Management Liability insurance and Errors & Omissions (“E&O”) insurance. This segment is comprised of Navigators Insurance Company (“NIC”), which includes a United Kingdom (“UK”) branch (“UK Branch”), and Navigators Specialty Insurance Company (“NSIC”), which underwrites business on an excess and surplus lines basis. All of the business underwritten by NSIC is fully reinsured by NIC pursuant to a 100% quota share reinsurance agreement.

The Lloyd’s Operations are primarily engaged in underwriting Marine insurance; Energy & Engineering insurance with a concentration in offshore energy products and onshore energy construction products, Assumed Reinsurance, Management Liability insurance and E&O insurance at Lloyd’s of London (“Lloyd’s”) through Lloyd’s Syndicate 1221 (“Syndicate 1221”). The Corporate segment consists of the Parent Company’s investment income, interest expense and related income tax.

Our revenue is primarily comprised of premiums and investment income.  We derive ourCash flow is generated from premiums predominantly from business written by wholly-owned underwriting management companies, Navigators Management Company (“NMC”)collected and Navigators Management (UK) Ltd. (“NMUK”) that manageinvestment income received less paid losses and service insuranceloss expenses, commission and administrative expenses as well as the timing of reinsurance business written by the Insurance Companies.receipts and payments.  Our products are distributed through multiple channels, utilizing global, national and regional retail and wholesale insurance brokers.

Navigators

We report our results of operations consistent with the manner in which our Chief Operating Decision Maker reviews the business to assess performance by our four reportable segments: U.S. Insurance, Int’l Insurance, GlobalRe and Corporate.  

Results of Operations

The following table presents a summary of our consolidated financial results for the years ended December 31, 2017, 2016 and 2015:

 

 

Years Ended December 31,

 

 

Percentage Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017 vs.

 

 

2016 vs.

 

amounts in thousands, except per share amounts

 

2017

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Gross Written Premiums

 

$

1,713,265

 

 

$

1,568,911

 

 

$

1,453,502

 

 

 

9.2

%

 

 

7.9

%

Ceded Written Premiums

 

 

(441,935

)

 

 

(382,687

)

 

 

(409,642

)

 

 

15.5

%

 

 

(6.6

%)

Net Written Premiums

 

 

1,271,330

 

 

 

1,186,224

 

 

 

1,043,860

 

 

 

7.2

%

 

 

13.6

%

Net Earned Premiums

 

$

1,186,420

 

 

$

1,100,345

 

 

$

984,087

 

 

 

7.8

%

 

 

11.8

%

Net Losses and LAE

 

 

(806,265

)

 

 

(665,448

)

 

 

(572,598

)

 

 

21.2

%

 

 

16.2

%

Commission Expenses

 

 

(184,731

)

 

 

(165,045

)

 

 

(129,977

)

 

 

11.9

%

 

 

27.0

%

Other Operating Expenses

 

 

(233,230

)

 

 

(234,096

)

 

 

(223,516

)

 

 

(0.4

%)

 

 

4.7

%

Other Underwriting Income

 

 

68

 

 

 

136

 

 

 

122

 

 

 

(50.0

%)

 

 

11.2

%

Underwriting Profit (Loss)

 

$

(37,738

)

 

$

35,892

 

 

$

58,118

 

 

NM

 

 

 

(38.2

%)

Net Investment Income

 

 

89,293

 

 

 

79,451

 

 

 

68,718

 

 

 

12.4

%

 

 

15.6

%

Net Realized Gains

 

 

43,009

 

 

 

9,036

 

 

 

6,675

 

 

NM

 

 

 

35.4

%

Interest Expense

 

 

(15,447

)

 

 

(15,435

)

 

 

(15,424

)

 

 

0.1

%

 

 

0.1

%

Other Income (Loss)

 

 

(4,311

)

 

 

8,565

 

 

 

(613

)

 

NM

 

 

NM

 

Income Before Income Taxes

 

$

74,806

 

 

$

117,509

 

 

$

117,474

 

 

 

(36.3

%)

 

 

0.0

%

Income Tax Expense

 

 

(34,312

)

 

 

(34,783

)

 

 

(36,417

)

 

 

(1.4

%)

 

 

(4.5

%)

Net Income

 

$

40,494

 

 

$

82,726

 

 

$

81,057

 

 

 

(51.1

%)

 

 

2.1

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Income  per Basic Share

 

$

1.38

 

 

$

2.85

 

 

$

2.82

 

 

 

 

 

 

 

 

 

Net Income per Diluted Share

 

$

1.35

 

 

$

2.75

 

 

$

2.73

 

 

 

 

 

 

 

 

 

Effective Tax Rate

 

 

45.9

%

 

 

29.6

%

 

 

31.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and LAE Ratio

 

 

68.0

%

 

 

60.5

%

 

 

58.2

%

 

 

 

 

 

 

 

 

Commission Expense Ratio

 

 

15.6

%

 

 

15.0

%

 

 

13.2

%

 

 

 

 

 

 

 

 

Other Operating Expense Ratio (1)

 

 

19.6

%

 

 

21.2

%

 

 

22.7

%

 

 

 

 

 

 

 

 

Combined Ratio

 

 

103.2

%

 

 

96.7

%

 

 

94.1

%

 

 

 

 

 

 

 

 

(1) - Includes Other Operating Expenses and Other Underwriting Agency Ltd.Income (Expense).

NM - Percentage change not meaningful.


The following table calculates our Net Operating Earnings for the years ended December 31, 2017, 2016 and 2015:

 

 

Years Ended December 31,

 

 

 

 

 

 

 

 

 

 

 

2017

 

 

2016

 

 

2015

 

 

Percentage Change

 

amounts in thousands, except per share amounts

 

Pre-Tax

 

 

Tax (1)

 

 

After-Tax

 

 

Pre-Tax

 

 

Tax (1)

 

 

After-Tax

 

 

Pre-Tax

 

 

Tax (1)

 

 

After-Tax

 

 

2017 vs. 2016

 

 

2016 vs. 2015

 

Net Income

 

$

74,806

 

 

$

(34,312

)

 

$

40,494

 

 

$

117,509

 

 

$

(34,783

)

 

$

82,726

 

 

$

117,474

 

 

$

(36,417

)

 

$

81,057

 

 

 

(51.1

%)

 

 

2.1

%

Adjustments to Net Income:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Realized Losses (Gains)

 

 

(43,009

)

 

 

15,054

 

 

 

(27,955

)

 

 

(9,036

)

 

 

3,163

 

 

 

(5,873

)

 

 

(6,675

)

 

 

2,336

 

 

 

(4,339

)

 

NM

 

 

 

35.4

%

FX Losses (Gains)

 

 

4,213

 

 

 

(1,474

)

 

 

2,739

 

 

 

(8,626

)

 

 

3,019

 

 

 

(5,607

)

 

 

622

 

 

 

(218

)

 

 

404

 

 

NM

 

 

NM

 

Impact of the Tax Act at Enactment (2)

 

 

 

 

 

19,694

 

 

 

19,694

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

NM

 

 

NM

 

Net Operating Earnings

 

$

36,010

 

 

$

(1,038

)

 

$

34,972

 

 

$

99,847

 

 

$

(28,601

)

 

$

71,246

 

 

$

111,421

 

 

$

(34,299

)

 

$

77,122

 

 

 

(50.9

%)

 

 

(7.6

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Average Common Shares Outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

 

 

 

 

 

29,441

 

 

 

 

 

 

 

 

 

 

 

29,074

 

 

 

 

 

 

 

 

 

 

 

28,785

 

 

 

 

 

 

 

 

 

Diluted

 

 

 

 

 

 

 

 

 

 

30,071

 

 

 

 

 

 

 

 

 

 

 

30,032

 

 

 

 

 

 

 

 

 

 

 

29,651

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Operating Earnings per Common Share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

 

 

 

 

 

 

 

$

1.19

 

 

 

 

 

 

 

 

 

 

$

2.45

 

 

 

 

 

 

 

 

 

 

$

2.68

 

 

 

 

 

 

 

 

 

Diluted

 

 

 

 

 

 

 

 

 

$

1.16

 

 

 

 

 

 

 

 

 

 

$

2.37

 

 

 

 

 

 

 

 

 

 

$

2.60

 

 

 

 

 

 

 

 

 

(1) - Tax impact is estimated by applying the statutory rates of applicable jurisdictions, after consideration of any other relevant factors.

(2) - As a result of the enactment of the Tax Act, we revalued our deferred tax assets as of December 31, 2017 resulting in a reduction in our deferred tax assets of $17.1 million and we also anticipate incurring a one-time payment of approximately $2.6 million due to tax on previously untaxed accumulated and current earnings and profits on certain foreign subsidiaries.

NM - Percentage change not meaningful.

Underwriting Profit (Loss)

2017 versus 2016

Underwriting Loss was $37.7 million for the year ended December 31, 2017, which decreased $73.6 million from the same period in 2016. This was driven by $84.8 million of catastrophe events (“NUAL”) is a Lloyd’s underwriting agency that manages Syndicate 1221. We control 100% of Syndicate 1221’s stamp capacity through our wholly-owned subsidiary, Navigators Corporate Underwriters Ltd. (“NCUL”CAT”), which includes $67.5 million due to Hurricanes Irma, Maria and Harvey, $34.3 million of Net Prior Accident Year (“AY”) Reserve Strengthening, and $31.9 million of Additional Net Current AY Reserve Development, as compared to $26.8 million of CAT events, $35.7 million of Additional Net Current AY Reserve Development, and $28.5 million of Net Prior AY Reserve Release, for the same period in 2016.  This was partially offset by increased production across all of our reporting segments, and net reinsurance reinstatement premium (“RRP”) benefit of $2.4 million.

2016 versus 2015

Underwriting profit was $35.9 million for the year ended December 31, 2016, which decreased by $22.2 million from the same period in 2015, driven by $26.8 million of CAT events plus related RRPs of $1.8 million, $35.7 million of Additional Net Current AY Reserve Development due to large loss activity in our Int’l Insurance segment, and an increase in Other Operating Expense as we continued to invest in our European expansion and GlobalRe reporting segment.  These items were partially offset by $28.5 million of Net Prior AY Reserve Release due to favorable loss emergence and increased production.

For additional information on the drivers of Underwriting profit see the U.S. Insurance, Int’l Insurance and GlobalRe reporting segment results sections included herein.


A major component of our Underwriting Profit (Loss) is referreddue to Net Losses and LAE.  The following table presents the impact of Net RRPs and Reserve Releases or (Development / Strengthening) on our Net Losses and LAE Ratio for the years ended December 31, 2017, 2016 and 2015:

 

 

Years Ended December 31,

 

 

 

2017

 

 

2016

 

 

2015

 

Reported Net Losses and LAE Ratio

 

68.0%

 

 

60.5%

 

 

58.2%

 

Net RRPs

 

0.1%

 

 

(0.1%)

 

 

(0.0%)

 

Additional Net Current AY Release/(Development)

 

(9.9%)

 

 

(5.7%)

 

 

(4.9%)

 

Net Prior AY Reserve Release/(Strengthening)

 

(2.9%)

 

 

2.6%

 

 

6.6%

 

Adjusted Net Losses and LAE Ratio

 

55.3%

 

 

57.3%

 

 

59.9%

 

2017 versus 2016

For the year ended December 31, 2017, our Reported Net Losses and LAE Ratio increased 7.5 points as a corporate namecompared to the same period in 2016 primarily driven by:

$116.8 million of Additional Net Current AY Reserve Development for the Lloyd’s market.year ended December 31, 2017 primarily attributable to CAT losses of $67.5 million from Hurricanes Harvey, Irma and Maria, $4.2 million from Typhoon Hato, $3.5 million from the Puebla, Mexico Earthquake, and $9.6 million of other CAT events.  In addition, we have also established underwriting agenciesincurred $31.9 million of additional weather-related losses and large loss events. This compares to $62.5 million of Additional Net Current AY Reserve Development for the same period in Antwerp, Belgium; Stockholm, Sweden;2016, which included CAT losses related to the Alberta Wildfires ($11.7 million), Hurricane Matthew ($7.1 million), Ecuador Earthquake ($3.8 million) and Copenhagen, Denmark,Taiwan Earthquake ($3.3 million), as well as brancheslarge losses in our Int’l Insurance Marine and P&C operating segments.

$34.3 million of Net Prior AY Reserve Strengthening for the year ended December 31, 2017 primarily from our U.S. Professional Liability operating segment, our Int’l Insurance reporting segment and the settlement of a large Accident and Health (“A&H”) claim in our GlobalRe reporting segment. This compares to $28.5 million of Net Prior AY Reserve Releases, primarily in our Int’l Insurance reporting segment due to favorable loss emergence for the same period in 2016.

Partially offsetting the impact of the appointed representative, Navigators Underwriting Ltd. (“NUL”),above items on the Reported Net Losses and LAE Ratio are:

Changes in the European Economic Area (“EEA”),mix of business and favorable performance within our U.S. P&C operating segment drove the 2.0 point decrease in Milan, Italy; Rotterdam; The Netherlands,Adjusted Net Loss and Paris,LAE Ratio.

A net $2.4 million RRP benefit consisting of $7.5 million assumed, partially offset by $5.1 million ceded, compared to a net $2.0 million expense for the same period in 2016.

2016 versus 2015

France, which underwrite risks pursuant to binding authorities with NUAL into Syndicate 1221. We have also established a presence in Brazil and China through contractual arrangements with local affiliates of Lloyd’s.

For financial informationthe year ended December 31, 2016, our Reported Net Losses and LAE Ratio increased 2.3 points as compared to the same period in 2015 primarily driven by:

$62.5 million of Additional Net Current AY Reserve Development for the year ended December 31, 2016 of which $26.8 million was due to CAT losses, including $11.7 million related to the Alberta Wildfires, $7.1 million due to Hurricane Matthew, $3.8 million due to the Ecuador earthquake and $3.3 million due to the Taiwan earthquake. Additionally, we incurred $35.7 million of non-CAT net current AY development, mostly due to large losses in our Int’l Insurance Marine and Int’l Insurance P&C operating segments. This compares to $48.5 million of Additional Net Current AY Reserve Development for the same period in 2015 primarily related to large loss activity.

$28.5 million of Net Prior AY Reserve Releases for the year ended December 31, 2016, due to favorable loss emergence across all reporting segments. This compares to $64.7 million of Net Prior AY Reserve Releases for the same period in 2015, due to favorable loss emergence across all reporting segments.

Partially offsetting the impact of the above items on the Reported Net Losses and LAE Ratio are:

Changes in the mix of business drove the 2.6 point decrease in Adjusted Net Loss and LAE Ratio.


Net Investment Income

Our Net Investment Income was derived from the following sources:

 

 

Years Ended December 31,

 

 

Percentage Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017 vs.

 

 

2016 vs.

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Fixed Maturities

 

$

76,784

 

 

$

67,772

 

 

$

61,572

 

 

 

13.3

%

 

 

10.1

%

Equity Securities

 

 

15,108

 

 

 

14,271

 

 

 

9,813

 

 

 

5.9

%

 

 

45.4

%

Short-Term Investments

 

 

1,064

 

 

 

727

 

 

 

683

 

 

 

46.4

%

 

 

6.4

%

Total Investment Income

 

$

92,956

 

 

$

82,770

 

 

$

72,068

 

 

 

12.3

%

 

 

14.8

%

Investment Expenses

 

 

(3,663

)

 

 

(3,319

)

 

 

(3,350

)

 

 

10.4

%

 

 

(0.9

%)

Net Investment Income

 

$

89,293

 

 

$

79,451

 

 

$

68,718

 

 

 

12.4

%

 

 

15.6

%

The increase in total Net Investment Income for all years presented as compared to the prior years was primarily due to growth of invested assets coupled with an increase in pretax yields, which was driven in part by segment, referan increased allocation to higher yielding preferred stocks. The annualized pre-tax yields, excluding Net Realized Gains and Losses and OTTI losses recognized in earnings, on a consolidated basis were 2.7%, 2.6% and 2.4%, respectively, for the years ended December 31, 2017, 2016 and 2015.

As part of our overall investment strategy, we seek to build a tax efficient investment portfolio by maintaining an allocation to tax exempt municipal bonds. The tax-exempt portion of our investment portfolio was approximately 22.4% and 17.1% of the Fixed Maturities investment portfolio as of December 31, 2017 and 2016, respectively. Additionally, substantially all of our Equity Securities portfolio is invested in tax efficient securities which qualify for the dividends received deduction.  The tax equivalent yields for the years ended December 31, 2017, 2016 and 2015 on a consolidated basis were 3.1%, 2.9% and 2.7%, respectively.

OTTI Losses Recognized in Earnings

Our Company had four credit related OTTI losses totaling $2.1 million in our Equity Securities portfolio during the year ended December 31, 2017.  Our Company had one credit related OTTI loss of $0.2 million from our Fixed Maturities portfolio during the year ended December 31, 2016.  Our Company had three credit related OTTI losses totaling $1.7 million from our Equity Securities portfolio during the year ended December 31, 2015.

Net Realized Gains and Losses

Net Realized Gains and Losses, excluding OTTI Losses Recognized in Earnings, for the periods indicated were as follows:

 

 

Years Ended December 31,

 

 

Percentage Change

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017 vs.

 

 

2016 vs.

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

 

2016

 

 

2015

 

Fixed Maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gains

 

$

4,041

 

 

$

5,681

 

 

$

4,756

 

 

 

(28.9

%)

 

 

19.4

%

Losses

 

 

(3,249

)

 

 

(4,271

)

 

 

(5,926

)

 

 

(23.9

%)

 

 

(27.9

%)

Fixed Maturities, Net

 

$

792

 

 

$

1,410

 

 

$

(1,170

)

 

 

(43.8

%)

 

NM

 

Short-Term Investments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gains

 

$

1,631

 

 

$

890

 

 

$

130

 

 

 

83.3

%

 

NM

 

Losses

 

 

(612

)

 

 

(1,552

)

 

 

(383

)

 

 

(60.6

%)

 

NM

 

Short-Term Investments, Net

 

$

1,019

 

 

$

(662

)

 

$

(253

)

 

NM

 

 

NM

 

Equity Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gains

 

$

44,783

 

 

$

9,096

 

 

$

14,331

 

 

NM

 

 

 

(36.5

%)

Losses

 

 

(1,521

)

 

 

(658

)

 

 

(4,535

)

 

 

131.2

%

 

 

(85.5

%)

Equity Securities, Net

 

$

43,262

 

 

$

8,438

 

 

$

9,796

 

 

NM

 

 

 

(13.9

%)

Net Realized Gains

 

$

45,073

 

 

$

9,186

 

 

$

8,373

 

 

NM

 

 

 

9.7

%

NM - Percentage change not meaningful.

Net Realized Gains and Losses are generated as part of the normal ongoing management of our investment portfolio. Net Realized Gains of $45.1 million for the year ended December 31, 2017 is primarily due to the liquidation of our actively managed Common Stock Equity Securities portfolio in December 2017 as we reassess our common equity strategy.   The remaining Net Realized Gains and Losses for 2017 relate to the ongoing management of our Fixed Maturities and Short-Term Investments portfolios.   Net Realized


Gains of $9.2 million for the year ended December 31, 2016 are primarily due to the sale of Equity Securities.  Realized losses of $4.3 million and $1.6 million for the year ended December 31, 2016 in the Fixed Maturities and Short-Term Investments portfolios, respectively, are primarily due to the foreign exchange losses in our Canadian Dollar (“CAD”) and GBP portfolios. Net Realized Gains of $8.4 million for the year ended December 31, 2015 are primarily due to the sale of Equity Securities.  Realized losses of $5.9 million in Fixed Maturities are primarily due to foreign exchange loss on the sale and maturity of Fixed Maturities in our Canadian portfolio.  

Other Income (Loss)

Other Income (Loss) for the years ended December 31, 2017, 2016 and 2015 was ($4.3) million, $8.6 million and ($0.6) million, respectively. Other Income (Loss) primarily consists of realized and unrealized foreign exchange gains and losses.

The losses in 2017 were mostly driven by the re-measurement of net insurance related assets and liabilities impacted by the combined effect of the weakening of the U.S. Dollar against the Great British pound (“GBP”), Canadian Dollar (“CAD) and Euro (“EUR”).

The gain in 2016 was mostly driven by the re-measurement of net insurance related liabilities impacted by the strengthening of the USD against the GBP and CAD.

See Note 3,Segment Information,1 – Organizations & Summary of Significant Accounting Policies, in the Notes to Consolidated Financial Statements, included herein.herein for additional information regarding the foreign currency adjustment.

Income Taxes

We recorded an effective tax rate of 45.9%, 29.6% and 31.0% for December 31, 2017, 2016 and 2015, respectively.  The net one-time charge related to the Tax Act increased our 2017 effective income tax rate by 26.3 points.  Conversely, the rate for 2017 benefited by 6.7 points from tax related to stock compensation, which is now recorded in earnings as income tax benefit or expense, effective with the 2017 adoption of accounting standards update 2016-09.  In addition, our effective tax rate for each of the years benefitted due to tax-exempt investment income and dividends received deduction by 11.5 points in 2017, 6.1 points in 2016 and 5.1 points in 2015.  While we are able to make a reasonable estimate of the impact of the reduction in corporate rate, it may be affected by other analyses related to the Tax Act, including, but not limited to, our calculation of deemed repatriation of deferred foreign income and the state tax effect of adjustments made to federal temporary differences.  Our effective tax rate in years after 2017 is expected to benefit materially from the enactment of the Tax Act.  Future changes in tax laws could significantly impact our provision for income taxes, the amount of taxes payable, our deferred tax asset and liability balances, and stockholders’ equity. See the risk factor Changes in tax laws could increase our corporate taxes, reduce our deferred tax assets or affect pricing of some of our products in Item 1A – Risk Factors for additional information regarding the impact of the Tax Act.


Segment Results

The following tables summarize our Consolidated Financial Results by reporting segment for the years ended December 31, 2017, 2016 and 2015:

 

 

Year Ended December 31, 2017

 

 

 

U.S.

 

 

Int'l

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

amounts in thousands

 

Insurance

 

 

Insurance

 

 

GlobalRe

 

 

Corporate (1)

 

 

 

 

Total

 

Net Earned Premiums

 

$

674,665

 

 

$

333,792

 

 

$

177,963

 

 

$

 

 

 

 

$

1,186,420

 

Net Losses and LAE

 

 

(443,353

)

 

 

(229,601

)

 

 

(133,311

)

 

 

 

 

 

 

 

(806,265

)

Commission Expenses

 

 

(77,729

)

 

 

(68,824

)

 

 

(39,136

)

 

 

958

 

 

 

 

 

(184,731

)

Other Operating Expenses

 

 

(128,905

)

 

 

(83,464

)

 

 

(20,861

)

 

 

 

 

 

 

 

(233,230

)

Other Underwriting Income (Expense)

 

 

461

 

 

 

 

 

 

565

 

 

 

(958

)

 

 

 

 

68

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underwriting Profit (Loss)

 

$

25,139

 

 

$

(48,097

)

 

$

(14,780

)

 

$

 

 

 

 

$

(37,738

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Investment Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

89,293

 

 

 

 

 

89,293

 

Net Realized Gains

 

 

 

 

 

 

 

 

 

 

 

 

 

 

43,009

 

 

 

 

 

43,009

 

Interest Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(15,447

)

 

 

 

 

(15,447

)

Other Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,311

)

 

 

 

 

(4,311

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (Loss) Before Income Taxes

 

$

25,139

 

 

$

(48,097

)

 

$

(14,780

)

 

$

112,544

 

 

 

 

$

74,806

 

Income Tax Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(34,312

)

 

 

 

 

(34,312

)

Net Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

40,494

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and LAE Ratio

 

 

65.7

%

 

 

68.8

%

 

 

74.9

%

 

 

 

 

 

 

 

 

68.0

%

Commission Expense Ratio

 

 

11.5

%

 

 

20.6

%

 

 

22.0

%

 

 

 

 

 

 

 

 

15.6

%

Other Operating Expense Ratio (2)

 

 

19.1

%

 

 

25.0

%

 

 

11.4

%

 

 

 

 

 

 

 

 

19.6

%

Combined Ratio

 

 

96.3

%

 

 

114.4

%

 

 

108.3

%

 

 

 

 

 

 

 

 

103.2

%

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other Operating Expenses and Other Underwriting Income (Expense).

 

 

Year Ended December 31, 2016

 

 

 

U.S.

 

 

Int'l

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

amounts in thousands

 

Insurance

 

 

Insurance

 

 

GlobalRe

 

 

Corporate (1)

 

 

 

 

Total

 

Net Earned Premiums

 

$

629,308

 

 

$

307,416

 

 

$

163,621

 

 

$

 

 

 

 

$

1,100,345

 

Net Losses and LAE

 

 

(397,860

)

 

 

(178,284

)

 

 

(89,304

)

 

 

 

 

 

 

 

(665,448

)

Commission Expenses

 

 

(70,812

)

 

 

(61,703

)

 

 

(34,008

)

 

 

1,478

 

 

 

 

 

(165,045

)

Other Operating Expenses

 

 

(128,108

)

 

 

(86,395

)

 

 

(19,593

)

 

 

 

 

 

 

 

(234,096

)

Other Underwriting Income (Expense)

 

 

1,092

 

 

 

 

 

 

522

 

 

 

(1,478

)

 

 

 

 

136

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underwriting Profit (Loss)

 

$

33,620

 

 

$

(18,966

)

 

$

21,238

 

 

$

 

 

 

 

$

35,892

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Investment Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

79,451

 

 

 

 

 

79,451

 

Net Realized Gains

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9,036

 

 

 

 

 

9,036

 

Interest Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(15,435

)

 

 

 

 

(15,435

)

Other Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8,565

 

 

 

 

 

8,565

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income (Loss) Before Income Taxes

 

$

33,620

 

 

$

(18,966

)

 

$

21,238

 

 

$

81,617

 

 

 

 

$

117,509

 

Income Tax Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(34,783

)

 

 

 

 

(34,783

)

Net Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

82,726

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and LAE Ratio

 

 

63.2

%

 

 

58.0

%

 

 

54.6

%

 

 

 

 

 

 

 

 

60.5

%

Commission Expense Ratio

 

 

11.3

%

 

 

20.1

%

 

 

20.8

%

 

 

 

 

 

 

 

 

15.0

%

Other Operating Expense Ratio (2)

 

 

20.2

%

 

 

28.1

%

 

 

11.6

%

 

 

 

 

 

 

 

 

21.2

%

Combined Ratio

 

 

94.7

%

 

 

106.2

%

 

 

87.0

%

 

 

 

 

 

 

 

 

96.7

%

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other Operating Expenses and Other Underwriting Income (Expense).


 

 

Year Ended December 31, 2015

 

 

 

U.S.

 

 

Int'l

 

 

 

 

 

 

 

 

 

 

 

 

 

amounts in thousands

 

Insurance

 

 

Insurance

 

 

GlobalRe

 

 

Corporate (1)

 

 

Total

 

Net Earned Premiums

 

$

555,836

 

 

$

259,960

 

 

$

168,291

 

 

$

 

 

$

984,087

 

Net Losses and LAE

 

 

(343,497

)

 

 

(134,702

)

 

 

(94,399

)

 

 

 

 

 

(572,598

)

Commission Expenses

 

 

(56,319

)

 

 

(43,676

)

 

 

(32,240

)

 

 

2,258

 

 

 

(129,977

)

Other Operating Expenses

 

 

(131,407

)

 

 

(75,867

)

 

 

(16,242

)

 

 

 

 

 

(223,516

)

Other Underwriting Income (Expense)

 

 

1,690

 

 

 

 

 

 

690

 

 

 

(2,258

)

 

 

122

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underwriting Profit

 

$

26,303

 

 

$

5,715

 

 

$

26,100

 

 

$

 

 

$

58,118

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Investment Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

68,718

 

 

 

68,718

 

Net Realized Gains

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6,675

 

 

 

6,675

 

Interest Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(15,424

)

 

 

(15,424

)

Other Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(613

)

 

 

(613

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income Before Income Taxes

 

$

26,303

 

 

$

5,715

 

 

$

26,100

 

 

$

59,356

 

 

$

117,474

 

Income Tax Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(36,417

)

 

 

(36,417

)

Net Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

81,057

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and LAE Ratio

 

 

61.8

%

 

 

51.8

%

 

 

56.1

%

 

 

 

 

 

 

58.2

%

Commission Expense Ratio

 

 

10.1

%

 

 

16.8

%

 

 

19.2

%

 

 

 

 

 

 

13.2

%

Other Operating Expense Ratio (2)

 

 

23.4

%

 

 

29.2

%

 

 

9.2

%

 

 

 

 

 

 

22.7

%

Combined Ratio

 

 

95.3

%

 

 

97.8

%

 

 

84.5

%

 

 

 

 

 

 

94.1

%

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other Operating Expenses and Other Underwriting Income (Expense).

U.S. Insurance

The following tables summarize our financial results by operating segment for our U.S. Insurance reporting segment for the years ended December 31, 2017, 2016 and 2015:

U.S. Insurance

 

 

 

Year Ended December 31, 2017

 

 

 

 

 

amounts in thousands

 

Marine

 

P&C

 

Professional Liability

 

Total

 

 

% Change 2017 vs. 2016

 

Gross Written Premiums

 

$

156,171

 

$

713,539

 

$

118,583

 

$

988,293

 

 

 

7.5

%

Ceded Written Premiums

 

 

(72,431

)

 

(173,501

)

 

(21,061

)

 

(266,993

)

 

 

13.2

%

Net Written Premiums

 

 

83,740

 

 

540,038

 

 

97,522

 

 

721,300

 

 

 

5.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Earned Premiums

 

$

86,605

 

$

495,260

 

$

92,800

 

$

674,665

 

 

 

7.2

%

Net Losses and LAE

 

 

(58,099

)

 

(316,112

)

 

(69,142

)

 

(443,353

)

 

 

11.4

%

Commission Expenses

 

 

(4,932

)

 

(57,756

)

 

(15,041

)

 

(77,729

)

 

 

9.8

%

Other Operating Expenses

 

 

(25,501

)

 

(84,433

)

 

(18,971

)

 

(128,905

)

 

 

0.6

%

Other Underwriting Income

 

 

374

 

 

61

 

 

26

 

 

461

 

 

 

(57.8

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underwriting Profit (Loss)

 

$

(1,553

)

$

37,020

 

$

(10,328

)

$

25,139

 

 

 

(25.2

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and LAE Ratio

 

 

67.1

%

 

63.8

%

 

74.5

%

 

65.7

%

 

 

 

 

Commission Expense Ratio

 

 

5.7

%

 

11.7

%

 

16.2

%

 

11.5

%

 

 

 

 

Other Operating Expense Ratio (1)

 

 

29.0

%

 

17.0

%

 

20.4

%

 

19.1

%

 

 

 

 

Combined Ratio

 

 

101.8

%

 

92.5

%

 

111.1

%

 

96.3

%

 

 

 

 

(1) - Includes Other Operating Expenses and Other Underwriting Income (Expense).


U.S. Insurance

 

 

 

Year Ended December 31, 2016

 

 

 

 

 

amounts in thousands

 

Marine

 

P&C

 

Professional Liability

 

Total

 

 

% Change 2016 vs. 2015

 

Gross Written Premiums

 

$

169,405

 

$

631,562

 

$

118,428

 

$

919,395

 

 

 

6.2

%

Ceded Written Premiums

 

 

(70,858

)

 

(135,888

)

 

(29,081

)

 

(235,827

)

 

 

(12.3

%)

Net Written Premiums

 

 

98,547

 

 

495,674

 

 

89,347

 

 

683,568

 

 

 

14.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Earned Premiums

 

$

100,132

 

$

453,673

 

$

75,503

 

$

629,308

 

 

 

13.2

%

Net Losses and LAE

 

 

(50,087

)

 

(295,877

)

 

(51,896

)

 

(397,860

)

 

 

15.8

%

Commission Expenses

 

 

(8,469

)

 

(52,483

)

 

(9,860

)

 

(70,812

)

 

 

25.7

%

Other Operating Expenses

 

 

(27,559

)

 

(81,469

)

 

(19,080

)

 

(128,108

)

 

 

(2.5

%)

Other Underwriting Income

 

 

465

 

 

582

 

 

45

 

 

1,092

 

 

 

(35.4

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underwriting Profit (Loss)

 

$

14,482

 

$

24,426

 

$

(5,288

)

$

33,620

 

 

 

27.8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and LAE Ratio

 

 

50.0

%

 

65.2

%

 

68.7

%

 

63.2

%

 

 

 

 

Commission Expense Ratio

 

 

8.5

%

 

11.6

%

 

13.1

%

 

11.3

%

 

 

 

 

Other Operating Expense Ratio (1)

 

 

27.0

%

 

17.8

%

 

25.2

%

 

20.2

%

 

 

 

 

Combined Ratio

 

 

85.5

%

 

94.6

%

 

107.0

%

 

94.7

%

 

 

 

 

(1) - Includes Other Operating Expenses and Other Underwriting Income (Expense).

U.S. Insurance

 

 

 

Year Ended December 31, 2015

 

amounts in thousands

 

Marine

 

P&C

 

Professional Liability

 

Total

 

Gross Written Premiums

 

$

158,124

 

$

596,673

 

$

110,984

 

$

865,781

 

Ceded Written Premiums

 

 

(61,916

)

 

(152,168

)

 

(54,691

)

 

(268,775

)

Net Written Premiums

 

 

96,208

 

 

444,505

 

 

56,293

 

 

597,006

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Earned Premiums

 

$

96,082

 

$

401,408

 

$

58,346

 

$

555,836

 

Net Losses and LAE

 

 

(43,553

)

 

(266,806

)

 

(33,138

)

 

(343,497

)

Commission Expenses

 

 

(11,606

)

 

(39,931

)

 

(4,782

)

 

(56,319

)

Other Operating Expenses

 

 

(27,082

)

 

(81,866

)

 

(22,459

)

 

(131,407

)

Other Underwriting Income

 

 

489

 

 

1,122

 

 

79

 

 

1,690

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underwriting Profit (Loss)

 

$

14,330

 

$

13,927

 

$

(1,954

)

$

26,303

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and LAE Ratio

 

 

45.3

%

 

66.5

%

 

56.8

%

 

61.8

%

Commission Expense Ratio

 

 

12.1

%

 

9.9

%

 

8.2

%

 

10.1

%

Other Operating Expense Ratio (1)

 

 

27.7

%

 

20.1

%

 

38.3

%

 

23.4

%

Combined Ratio

 

 

85.1

%

 

96.5

%

 

103.3

%

 

95.3

%

(1) - Includes Other Operating Expenses and Other Underwriting Income (Expense).

Gross Written Premiums

2017 versus 2016

Gross Written Premiums increased $68.9 million for the year ended December 31, 2017 as compared to the same period in 2016 driven by an $82.0 million increase in our P&C operating segment, partially offset by a decrease in our Marine operating segment of $13.2 million.

The decrease in our Marine operating segment was impacted by our decision to exit certain Hull and War products. Additionally, the renewal of certain business now being managed in our Int’l Insurance reporting segment as well as a transfer of the management takesof our Custom Bonds product to the Other P&C division impacted the decrease. These decreases were partially offset by an increase in renewals for our Cargo and Inland Marine products.


The increase in our P&C operating segment was primarily driven by increases in our Excess Casualty, Other P&C, Auto and Environmental divisions, partially offset by a decrease in our Primary Casualty division. The increase in our Excess Casualty division was primarily attributable to new business resulting from increases in construction project coverage. The increase in our Other P&C division was driven by new business production and an increase in rates in our Property product, as well as the transfer of the management of our Custom Bonds product from the Marine operating segment to our Surety product in our Other P&C division. The increase in our Auto division was due to new business production and strong rates on renewals. The increase in our Environmental division was attributable to new business with increased opportunities in the market. The decrease in our Primary Casualty division was driven by the nonrenewal of underperforming accounts.

Average renewal premium rates for our U.S. Insurance reporting segment for the year ended December 31, 2017 increased 1.2%, driven by increases of 1.7%, 0.6% and 0.2% within our P&C, Marine and Professional Liability operating segments, respectively.

2016 versus 2015

Gross Written Premiums increased $53.6 million for the year ended December 31, 2016 compared to the same period in 2015 due to strong growth across all of our operating segments.  Our P&C operating segment increased $34.9 million driven by new business production from our Auto and Property products of $20.9 million and $13.3 million, respectively.  In addition, our Marine and Professional Liability operating segments increased $11.3 million and $7.4 million, respectively, as compared to the same period in 2015, driven by new business production in our Craft, Cargo and Fishing Vessel products, as well as increased renewal premiums in our E&O and D&O divisions despite a difficult rate environment.  

For the year ended December 31, 2016, average renewal rates decreased 0.1% as compared to the same period in 2015, driven by a 0.5% decrease from our Marine operating segment.

Ceded Written Premiums

2017 versus 2016

For the year ended December 31, 2017, Ceded Written Premiums were $267.0 million, resulting in a retention ratio of 73.0% of Net Written Premiums to Gross Written Premiums. This compares to $235.8 million for the same period in 2016, resulting in a retention ratio of 74.3%. The decrease in the retention ratio was driven by our P&C and Marine operating segments, partially offset by an increase in the retention ratio for our Professional Liability operating segment.

The decrease in our Marine operating segment’s retention ratio was driven by changes in the business mix and the impact of an increase in ceded RRP’s due in part to Hurricane Irma and other large loss events.

The decrease in our P&C operating segment’s retention ratio was primarily the result of increased proportional reinsurance on our Property product purchased during the second quarter of 2017, and to a lesser extent, changes in the mix of business.

The increase in our Professional Liability operating segment’s retention ratio was primarily attributable to a reduction in proportional reinsurance coverage that supports our D&O business.

2016 versus 2015

For the year ended December 31, 2016, Ceded Written Premiums were $235.8 million, resulting in a retention ratio of 74.3%. This compares to $268.8 million for the same period in 2015, resulting in a retention ratio of 69.0%. The increase in the retention ratio was mostly due to the reduction in proportional reinsurance coverage that supports our Excess Casualty and Environmental risks within our P&C operating segment, the nonrenewal of our E&O proportional reinsurance treaty in the fourth quarter of 2015 within our Professional Liability segment, and the year over year effect of RRPs. For the year ended December 31, 2016, RRPs decreased $4.6 million to $0.8 million as compared to $5.4 million in the prior year, primarily due to the reduction in large loss activity within our Marine operating segment. These items were partially offset by increases in our proportional reinsurance coverage within our Marine operating segment.


Net Earned Premiums

2017 versus 2016

Net Earned Premiums increased $45.4 million for the year ended December 31, 2017 as compared to the same period in 2016 primarily due to growth within our P&C operating segment and recent reductions to the level of proportional reinsurance within our Professional Liability operating segment. These increases to Net Earned Premiums were partially offset by increased proportional reinsurance on our Property product, a decrease in the amount of premium written in our Marine operating segment and an increase in ceded RRPs related to Hurricane Irma and other large loss events.

2016 versus 2015

Net Earned Premiums increased $73.5 million for the year ended December 31, 2016 compared to the same period in 2015, due to growth in Gross Written Premiums, a reduced level of proportional reinsurance within our P&C and Professional Liability operating segments, and a $4.6 million decrease in RRPs from 2015.  

Net Losses and LAE

The Net Losses and LAE Reserves as of December 31, 2017, 2016 and 2015 are as follows:

 

 

U.S. Insurance

 

 

 

Year Ended December 31, 2017

 

amounts in thousands

 

Marine

 

P&C

 

Professional Liability

 

Total

 

Case Reserves

 

$

58,301

 

$

192,291

 

$

26,774

 

$

277,366

 

IBNR Reserves

 

 

45,393

 

 

700,264

 

 

86,649

 

 

832,306

 

Total

 

$

103,694

 

$

892,555

 

$

113,423

 

$

1,109,672

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Insurance

 

 

 

Year Ended December 31, 2016

 

amounts in thousands

 

Marine

 

P&C

 

Professional Liability

 

Total

 

Case Reserves

 

$

56,701

 

$

201,368

 

$

24,555

 

$

282,624

 

IBNR Reserves

 

 

54,259

 

 

603,509

 

 

70,559

 

 

728,327

 

Total

 

$

110,960

 

$

804,877

 

$

95,114

 

$

1,010,951

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Insurance

 

 

 

Year Ended December 31, 2015

 

amounts in thousands

 

Marine

 

P&C

 

Professional Liability

 

Total

 

Case Reserves

 

$

68,677

 

$

170,988

 

$

42,546

 

$

282,211

 

IBNR Reserves

 

 

55,408

 

 

514,777

 

 

60,528

 

 

630,713

 

Total

 

$

124,085

 

$

685,765

 

$

103,074

 

$

912,924

 

The following tables present the impact of Net RRPs and Reserve Releases or (Development / Strengthening) on our Net Losses and LAE Ratio for the years ended December 31, 2017, 2016 and 2015:

 

 

U.S. Insurance

 

 

 

Year Ended December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

Professional

 

 

 

 

 

 

 

Marine

 

 

P&C

 

 

Liability

 

 

Total

 

Reported Net Losses and LAE Ratio

 

67.1%

 

 

63.8%

 

 

74.5%

 

 

65.7%

 

Net RRPs

 

(1.6%)

 

 

(0.0%)

 

 

0.0%

 

 

(0.2%)

 

Additional Net Current AY Release/(Development)

 

(6.4%)

 

 

(1.8%)

 

 

0.0%

 

 

(2.1%)

 

Net Prior AY Reserve Release/(Strengthening)

 

(1.9%)

 

 

(0.3%)

 

 

(14.4%)

 

 

(2.5%)

 

Adjusted Net Losses and LAE Ratio

 

57.2%

 

 

61.7%

 

 

60.1%

 

 

60.9%

 

 

 

U.S. Insurance

 

 

 

Year Ended December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

Professional

 

 

 

 

 

 

 

Marine

 

 

P&C

 

 

Liability

 

 

Total

 

Reported Net Losses and LAE Ratio

 

50.0%

 

 

65.2%

 

 

68.7%

 

 

63.2%

 

Net RRPs

 

(0.4%)

 

 

(0.0%)

 

 

0.0%

 

 

(0.1%)

 

Additional Net Current AY Release/(Development)

 

(1.1%)

 

 

(0.4%)

 

 

0.0%

 

 

(0.5%)

 

Net Prior AY Reserve Release/(Strengthening)

 

10.0%

 

 

(0.6%)

 

 

(7.9%)

 

 

0.2%

 

Adjusted Net Losses and LAE Ratio

 

58.5%

 

 

64.2%

 

 

60.8%

 

 

62.8%

 


 

 

U.S. Insurance

 

 

 

Year Ended December 31, 2015

 

 

 

 

 

 

 

 

 

 

 

Professional

 

 

 

 

 

 

 

Marine

 

 

P&C

 

 

Liability

 

 

Total

 

Reported Net Losses and LAE Ratio

 

45.3%

 

 

66.5%

 

 

56.8%

 

 

61.8%

 

Net RRPs

 

(1.9%)

 

 

(0.2%)

 

 

0.0%

 

 

(0.6%)

 

Additional Net Current AY Release/(Development)

 

(10.0%)

 

 

(1.2%)

 

 

0.0%

 

 

(2.7%)

 

Net Prior AY Reserve Release/(Strengthening)

 

24.8%

 

 

0.2%

 

 

6.5%

 

 

5.2%

 

Adjusted Net Losses and LAE Ratio

 

58.2%

 

 

65.3%

 

 

63.3%

 

 

63.7%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017 versus 2016

For the year ended December 31, 2017, our Reported Net Losses and LAE Ratio increased 2.5 points as compared to the same period in 2016 driven by our Marine and Professional Liability operating segments, partially offset by a decrease in our P&C operating segment.

For the year ended December 31, 2017, our Reported Net Losses and LAE Ratio for our Marine operating segment increased 17.1 points as compared to the same period in 2016, primarily driven by:

$1.7 million of Net Prior AY Reserve Strengthening for the year ended December 31, 2017 due to unfavorable development on large loss activity within our Cargo product line, compared to $10.1 million of Net Prior AY reserve releases for the same period in 2016.

$5.6 million of Additional Net Current AY Reserve Development for the year ended December 31, 2017 primarily attributable to a $4.1 million large loss in our Hull product and $1.6 million of CAT loss primarily from Hurricanes Harvey, Maria and Irma.

$2.1 million of ceded RRP expense primarily due to Hurricane Irma and other large loss activity for the year ended December 31, 2017.

Partially offsetting the impact of the above items on the Reported Net Losses and LAE Ratio are favorable performance within certain products driving the decrease in the Adjusted Net Losses and LAE Ratio.

For the year ended December 31, 2017, the Reported Net Losses and LAE Ratio for our P&C operating segment decreased 1.4 points as compared to the same period in 2016. This was primarily driven by:

Favorable performance primarily within our Excess Casualty and Auto divisions, coupled with changes in the mix of business driving the decrease in Adjusted Net Losses and LAE Ratio.

$1.6 million of Net Prior AY Reserve Strengthening for the year ended December 31, 2017, primarily due to large loss activity within our Primary Casualty division, partially offset by ongoing favorable performance within our Excess Casualty, Environmental and Other P&C divisions. This compares to $2.8 million of Net Prior AY Reserve Strengthening for the same period in 2016.

Partially offsetting the impact of the above items on the Reported Net Losses and LAE Ratio are $8.9 million of Additional Net Current AY Reserve Development for the year ended December 31, 2017 primarily attributable to CAT loss of $6.6 million from Hurricanes Harvey and Irma and $2.3 million of large losses primarily in our Property product. This compares to $1.8 million of Additional Net Current AY Reserve Development for the same period in 2016.

For the year ended December 31, 2017, our Reported Net Losses and LAE Ratio for our Professional Liability operating segment increased 5.8 points as compared to the same period in 2016, primarily due to:

$13.4 million of Net Prior AY Reserve Strengthening for the year ended December 31, 2017 mostly related to large loss activity within our D&O division. This compares to $6.0 million of Net Prior AY Reserve Strengthening primarily within our D&O division due to unfavorable development on large claims and bad debt expense due to lower expectation of recoveries from a large reinsurer for the same period in 2016.

Partially offsetting the impact of the above items on the Reported Net Losses and LAE Ratio are changes in the mix of business driving the overall decrease in Adjusted Net Losses and LAE Ratio.


2016 versus 2015

For the year ended December 31, 2016, our Reported Net Losses and LAE Ratio increased 1.4 points as compared to the same period in 2015 driven by our Professional Liability and Marine operating segments, partially offset by a decrease in our P&C operating segment.

For the year ended December 31, 2016, our Reported Net Losses and LAE Ratio for our Marine operating segment increased 4.7 points as compared to the same period in 2015, primarily driven by:

$10.1 million of Net Prior AY Reserve Releases for the year ended December 31, 2016 compared to $24.8 million of Net Prior AY Reserve Releases for the same period in 2015, with both periods’ releases driven by better than expected large loss emergence.

Partially offsetting the impact of the above items on the Reported Net Losses and LAE Ratio are:

$1.1 million of Additional Net Current AY Reserve Development for the year ended December 31, 2016 compared to $10.0 million of Additional Net Current AY Reserve Development for the same period in 2015 attributable to losses related to Hurricane Joaquin.

$0.8 million of ceded RRP expense for the year ended December 31, 2016, as compared to $4.1 million of ceded RRP expense primarily due to Hurricane Joaquin for the same period in 2015.

For the year ended December 31, 2016, the Reported Net Losses and LAE Ratio for our P&C operating segment decreased 1.3 points as compared to the same period in 2015. This was primarily driven by:

Favorable performance primarily within our Environmental and Other P&C divisions, coupled with changes in the mix of business driving the decrease in Adjusted Net Losses and LAE Ratio.

$1.8 million of Additional Net Current AY Reserve Development for the year ended December 31, 2016 compared to $5.0 million of Additional Net Current AY Reserve Development for the same period in 2015 attributable to losses within our Energy & Engineering product.

Partially offsetting the impact of the above items on the Reported Net Losses and LAE Ratio are $2.8 million of Net Prior AY Reserve Strengthening for the year ended December 31, 2016 driven by unfavorable development on large claims within our Primary Casualty division.

For the year ended December 31, 2016, our Reported Net Losses and LAE Ratio for our Professional Liability operating segment increased 11.9 points as compared to the same period in 2015, primarily due to:

$6.0 million of Net Prior AY Reserve Strengthening for the year ended December 31, 2016 driven by unfavorable development on large claims within our D&O division and bad debt expense due to lower expectation of recoveries from a large reinsurer. This compares to $3.8 million of Net Prior AY Reserve Releases for the same period in 2015 driven by favorable emergence on large loss activity.

Partially offsetting the impact of the above items on the Reported Net Losses and LAE Ratio are changes in the mix of business driving the overall decrease in Adjusted Net Losses and LAE Ratio.

Commission Expenses

2017 versus 2016

Our Commission Expense Ratio for the year ended December 31, 2017 increased 0.2 points as compared to the same period in 2016, mostly driven by our Professional Liability operating segment, partially offset by a decrease in our Marine operating segment.

Our Marine operating segment’s Commission Expense Ratio decreased due to changes in business mix, partially offset by the impact of ceded RRPs related to Hurricane Irma and other large loss activity.

Our P&C operating segment’s Commission Expense Ratio was relatively flat with changes in the business mix largely offset by greater ceding commission income from the proportional reinsurance on our Property product purchased during the second quarter of 2017.

Our Professional Liability operating segment’s Commission Expense Ratio increased due to the reduction in proportional reinsurance and related ceding commission benefits.


2016 versus 2015

Our Commission Expense Ratio increased 1.2 percentage points for the year ended December 31, 2016 compared to the same period in 2015, primarily due to the reduction in ceded proportional reinsurance and related ceding commission benefit within our Professional Liability and P&C operating segments, partially offset by the implementation of new proportional reinsurance programs within our Marine operating segment.

Other Operating Expenses

2017 versus 2016

Other Operating Expenses for the year ended December 31, 2017 increased $0.8 million as compared to the same period in 2016, primarily due to an increase in costs associated with new business initiatives and applicable support, partially offset by a reduction in performance-based incentive compensation costs.

2016 versus 2015

Other Operating Expenses decreased $3.3 million for the year ended December 31, 2016 compared to the same period in 2015 due to decreases in project specific information technology and professional fee expenditures.

Int’l Insurance

The following tables summarize our financial results by operating segment for our Int’l Insurance reporting segment for the years ended December 31, 2017, 2016 and 2015:

Int'l Insurance

 

 

 

Year Ended December 31, 2017

 

 

 

 

 

amounts in thousands

 

Marine

 

P&C

 

Professional Liability

 

Total

 

 

% Change 2017 vs. 2016

 

Gross Written Premiums

 

$

198,241

 

$

159,123

 

$

143,766

 

$

501,130

 

 

 

3.4

%

Ceded Written Premiums

 

 

(42,018

)

 

(85,298

)

 

(37,962

)

 

(165,278

)

 

 

19.3

%

Net Written Premiums

 

 

156,223

 

 

73,825

 

 

105,804

 

 

335,852

 

 

 

(2.9

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Earned Premiums

 

$

152,396

 

$

88,517

 

$

92,879

 

$

333,792

 

 

 

8.6

%

Net Losses and LAE

 

 

(114,460

)

 

(61,791

)

 

(53,350

)

 

(229,601

)

 

 

28.8

%

Commission Expenses

 

 

(32,541

)

 

(13,918

)

 

(22,365

)

 

(68,824

)

 

 

11.5

%

Other Operating Expenses

 

 

(34,878

)

 

(28,537

)

 

(20,049

)

 

(83,464

)

 

 

(3.4

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underwriting Loss

 

$

(29,483

)

$

(15,729

)

$

(2,885

)

$

(48,097

)

 

NM

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and LAE Ratio

 

 

75.1

%

 

69.8

%

 

57.4

%

 

68.8

%

 

 

 

 

Commission Expense Ratio

 

 

21.4

%

 

15.7

%

 

24.1

%

 

20.6

%

 

 

 

 

Other Operating Expense Ratio

 

 

22.8

%

 

32.3

%

 

21.6

%

 

25.0

%

 

 

 

 

Combined Ratio

 

 

119.3

%

 

117.8

%

 

103.1

%

 

114.4

%

 

 

 

 

NM - Percentage change not meaningful.


Int'l Insurance

 

 

 

Year Ended December 31, 2016

 

 

 

 

 

amounts in thousands

 

Marine

 

P&C

 

Professional Liability

 

Total

 

 

% Change 2016 vs. 2015

 

Gross Written Premiums

 

$

183,228

 

$

181,094

 

$

120,149

 

$

484,471

 

 

 

17.6

%

Ceded Written Premiums

 

 

(40,092

)

 

(69,606

)

 

(28,806

)

 

(138,504

)

 

 

3.4

%

Net Written Premiums

 

 

143,136

 

 

111,488

 

 

91,343

 

 

345,967

 

 

 

24.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Earned Premiums

 

$

141,593

 

$

89,455

 

$

76,368

 

$

307,416

 

 

 

18.3

%

Net Losses and LAE

 

 

(67,051

)

 

(68,995

)

 

(42,238

)

 

(178,284

)

 

 

32.4

%

Commission Expenses

 

 

(34,018

)

 

(14,529

)

 

(13,156

)

 

(61,703

)

 

 

41.3

%

Other Operating Expenses

 

 

(33,170

)

 

(34,075

)

 

(19,150

)

 

(86,395

)

 

 

13.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underwriting Profit (Loss)

 

$

7,354

 

$

(28,144

)

$

1,824

 

$

(18,966

)

 

NM

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and LAE Ratio

 

 

47.4

%

 

77.1

%

 

55.3

%

 

58.0

%

 

 

 

 

Commission Expense Ratio

 

 

24.0

%

 

16.2

%

 

17.2

%

 

20.1

%

 

 

 

 

Other Operating Expense Ratio

 

 

23.4

%

 

38.2

%

 

25.1

%

 

28.1

%

 

 

 

 

Combined Ratio

 

 

94.8

%

 

131.5

%

 

97.6

%

 

106.2

%

 

 

 

 

NM - Percentage change not meaningful.

Int'l Insurance

 

 

 

Year Ended December 31, 2015

 

amounts in thousands

 

Marine

 

P&C

 

Professional Liability

 

Total

 

Gross Written Premiums

 

$

183,707

 

$

130,729

 

$

97,511

 

$

411,947

 

Ceded Written Premiums

 

 

(36,515

)

 

(67,722

)

 

(29,768

)

 

(134,005

)

Net Written Premiums

 

 

147,192

 

 

63,007

 

 

67,743

 

 

277,942

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Earned Premiums

 

$

149,256

 

$

55,320

 

$

55,384

 

$

259,960

 

Net Losses and LAE

 

 

(79,737

)

 

(20,478

)

 

(34,487

)

 

(134,702

)

Commission Expenses

 

 

(32,187

)

 

(4,999

)

 

(6,490

)

 

(43,676

)

Other Operating Expenses

 

 

(30,419

)

 

(26,294

)

 

(19,154

)

 

(75,867

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underwriting Profit (Loss)

 

$

6,913

 

$

3,549

 

$

(4,747

)

$

5,715

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and LAE Ratio

 

 

53.4

%

 

37.0

%

 

62.3

%

 

51.8

%

Commission Expense Ratio

 

 

21.6

%

 

9.0

%

 

11.7

%

 

16.8

%

Other Operating Expense Ratio

 

 

20.4

%

 

47.6

%

 

34.6

%

 

29.2

%

Combined Ratio

 

 

95.4

%

 

93.6

%

 

108.6

%

 

97.8

%

Gross Written Premiums

2017 versus 2016

Gross Written Premiums increased $16.7 million for the year ended December 31, 2017 compared to the same period in 2016, driven by increases in our Professional Liability and Marine operating segments of $23.6 million and $15.0 million, respectively, partially offset by a decline in our P&C operating segment of $22.0 million.

The increase in our Marine operating segment was largely due to growth in our Hull and Protection & Indemnity products driven by new business, an increase in our Craft product related to the renewal of certain business previously managed by our U.S. Insurance reporting segment now managed in our Int’l Insurance reporting segment, and an increase in our Transport product related to increased premium estimates.

The decrease in our P&C operating segment was primarily driven by a decline in our Property division, partially offset by increases in our General Liability division, Political Violence & Terrorism product and Energy & Engineering division. The decrease in our Property division was related to strategic actions taken to exit our North American and International Property business. The increase in our General Liability division was driven by new business, a larger renewal base and increased premium estimates. The increase in our Political Violence & Terrorism product was driven by new business. Our Energy & Engineering division increase was driven by new business production in our Offshore Energy product.


The increase in our Professional Liability operating segment was primarily driven by new business production in our E&O division, Financial Institutions business in our D&O division and Other Professional Liability division.

Average renewal premium rates for our Int’l Insurance reporting segment for the year ended December 31, 2017 decreased 2.3% compared to the same period in 2016, driven by decreases of 3.5%, 2.0% and 1.4% in our P&C, Marine and Professional Liability operating segments, respectively.

2016 versus 2015

Gross written premiums increased $72.5 million for the year ended December 31, 2016 compared to the same period in 2015, primarily due to increases in our P&C and Professional Liability operating segments of $50.4 million and $22.6 million, respectively. Our P&C operating segment had growth of $24.6 million in our Property division, mostly driven by our expanded coverage for international exposures, as well as growth of $10.9 million and $6.9 million from our Energy & Engineering and Casualty divisions, and the commencement of the Political Violence & Terrorism product in 2016. The increase in our Professional Liability operating segment was due to new business production across all divisions.

For the year ended December 31, 2016 average renewal premium rates decreased 4.1%, due to decreases of 1.6%, 8.0%, and 3.5% in our Marine, P&C and Professional Liability operating segments, respectively. The impact of this has been offset by new business production and the commencement of the Political Violence & Terrorism product.

Ceded Written Premiums

2017 versus 2016

Ceded Written Premiums were $165.3 million, resulting in a retention ratio of 67.0%, for the year ended December 31, 2017 compared to $138.5 million, resulting in a retention ratio of 71.4%, for the same period in 2016. The decrease in the retention ratio was primarily driven by our P&C operating segment, whereby 100% of the unexpired risk on our North American Property business was ceded effective January 1, 2017 as part of strategic actions taken to exit this book of business. Additionally, the impact of an increase in ceded RRPs related to Hurricanes Irma, Maria and Harvey and an increase in excess of loss reinsurance negatively impacted retention in that operating segment.

2016 versus 2015

Ceded Written Premiums were $138.5 million, resulting in a retention ratio of 71.4%, for the year ended December 31, 2016 compared to $134.0 million, resulting in a retention ratio of 67.5%, for the same period in 2015. The increase in the retention ratio was driven by our Marine and P&C operating segments mostly due to the year on year effect of RRPs. For the year ended December 31, 2016, RRPs of $2.9 million were incurred, compared to a release of $4.0 million in RRPs in 2015. This was partially offset by decreases in proportional reinsurance coverages in our P&C and Professional Liability operating segments.  

Net Earned Premiums

2017 versus 2016

Net Earned Premiums increased $26.4 million for the year ended December 31, 2017 as compared to the same period in 2016 driven by increases in our Professional Liability and Marine operating segments, partially offset by a decrease in our P&C operating segment.

The increase in our Marine operating segment’s Net Earned Premium was primarily driven by growth in this segment along with an increased ceded premium estimate booked in the prior year impacting our Protection & Indemnity product. These increases in Net Earned Premiums were partially offset by an increase in ceded RRPs related to Hurricanes Irma and Harvey.

The decrease in our P&C operating segment’s Net Earned Premium was primarily due to lower premium volume and increased cessions related to strategic actions taken to exit our North American Property business and an increase in ceded RRPs related to Hurricanes Irma, Maria and Harvey. This decrease was partially offset by growth in our Political Violence & Terrorism and General Liability products.

The increase in our Professional Liability operating segment’s Net Earned Premium was driven by growth in our Other Professional Liability division, Financial Institution business in our D&O division, and our E&O division offset by ceded premium adjustments on prior years.


2016 versus 2015

Net earned premiums increased $47.5 million for the year ended December 31, 2016 as compared to the same period in 2015. This was driven by growth in our P&C operating segment of $34.1 million, mostly due to increased production from our Property division related to expanded coverage for international exposures, and the newly formed Political Violence & Terrorism product. In addition our Professional Liability operating segment increased $21.0 million, mostly in our Financial Institutions product. These increases were partially offset by a decrease in our Marine operating segment and increased RRPs expense of $2.9 million in 2016 compared to a release of $4.0 million in 2015, which are fully earned when written.

Net Losses and LAE

The Net Losses and LAE Reserves as of December 31, 2017, 2016 and 2015 are as follows:

 

 

Int'l Insurance

 

 

 

 

Year Ended December 31, 2017

 

 

amounts in thousands

 

Marine

 

P&C

 

Professional Liability

 

Total

 

 

Case reserves

 

$

181,369

 

$

66,412

 

$

31,463

 

$

279,244

 

 

IBNR reserves

 

 

39,949

 

 

37,067

 

 

87,211

 

 

164,227

 

 

Total

 

$

221,318

 

$

103,479

 

$

118,674

 

$

443,471

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Int'l Insurance

 

 

 

 

Year Ended December 31, 2016

 

 

amounts in thousands

 

Marine

 

P&C

 

Professional Liability

 

Total

 

 

Case Reserves

 

$

163,124

 

$

66,496

 

$

30,106

 

$

259,726

 

 

IBNR Reserves

 

 

36,118

 

 

18,192

 

 

70,103

 

 

124,413

 

 

Total

 

$

199,242

 

$

84,688

 

$

100,209

 

$

384,139

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Int'l Insurance

 

 

 

 

Year Ended December 31, 2015

 

 

amounts in thousands

 

Marine

 

P&C

 

Professional Liability

 

Total

 

 

Case Reserves

 

$

167,157

 

$

40,313

 

$

19,583

 

$

227,053

 

 

IBNR Reserves

 

 

61,409

 

 

19,735

 

 

63,229

 

 

144,373

 

 

Total

 

$

228,566

 

$

60,048

 

$

82,812

 

$

371,426

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The following tables present the impact of Net RRPs and Reserve Releases or (Development / Strengthening) on our Net Losses and LAE Ratio on our Net Losses and LAE Ratio for the years ended December 31, 2017, 2016 and 2015:

 

 

Int'l  Insurance

 

 

 

Year Ended December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

Professional

 

 

 

 

 

 

 

Marine

 

 

P&C

 

 

Liability

 

 

Total

 

Reported Net Losses and LAE Ratio

 

75.1%

 

 

69.8%

 

 

57.4%

 

 

68.8%

 

Net RRPs

 

(0.4%)

 

 

(0.4%)

 

 

0.0%

 

 

(0.3%)

 

Additional Net Current AY Release/(Development)

 

(21.2%)

 

 

(21.1%)

 

 

(5.9%)

 

 

(16.9%)

 

Net Prior AY Reserve Release/(Strengthening)

 

(4.3%)

 

 

(3.5%)

 

 

(5.6%)

 

 

(4.4%)

 

Adjusted Net Losses and LAE Ratio

 

49.2%

 

 

44.8%

 

 

45.9%

 

 

47.2%

 

 

 

Int'l  Insurance

 

 

 

Year Ended December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

Professional

 

 

 

 

 

 

 

Marine

 

 

P&C

 

 

Liability

 

 

Total

 

Reported Net Losses and LAE Ratio

 

47.4%

 

 

77.1%

 

 

55.3%

 

 

58.0%

 

Net RRPs

 

(0.2%)

 

 

(2.0%)

 

 

0.0%

 

 

(0.5%)

 

Additional Net Current AY Release/(Development)

 

(13.2%)

 

 

(40.3%)

 

 

0.3%

 

 

(17.9%)

 

Net Prior AY Reserve Release/(Strengthening)

 

15.5%

 

 

7.7%

 

 

(5.4%)

 

 

8.1%

 

Adjusted Net Losses and LAE Ratio

 

49.5%

 

 

42.5%

 

 

50.2%

 

 

47.7%

 


 

 

Int'l  Insurance

 

 

 

Year Ended December 31, 2015

 

 

 

 

 

 

 

 

 

 

 

Professional

 

 

 

 

 

 

 

Marine

 

 

P&C

 

 

Liability

 

 

Total

 

Reported Net Losses and LAE Ratio

 

53.4%

 

 

37.0%

 

 

62.3%

 

 

51.8%

 

Net RRPs

 

1.3%

 

 

0.3%

 

 

0.0%

 

 

0.8%

 

Additional Net Current AY Release/(Development)

 

(16.0%)

 

 

(12.6%)

 

 

0.0%

 

 

(11.8%)

 

Net Prior AY Reserve Release/(Strengthening)

 

15.0%

 

 

15.4%

 

 

(7.5%)

 

 

10.2%

 

Adjusted Net Losses and LAE Ratio

 

53.7%

 

 

40.1%

 

 

54.8%

 

 

51.0%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2017 versus 2016

For the year ended December 31, 2017, our Reported Net Losses and LAE Ratio increased 10.8 points as compared to the same period in 2016 driven by increases in our Marine and Professional Liability operating segments, partially offset by a decrease in our P&C operating segment.

For the year ended December 31, 2017, our Reported Net Losses and LAE Ratio for our Marine operating segment increased 27.7 points as compared to the same period in 2016, primarily driven by:

$6.5 million of Net Prior AY Reserve Strengthening due to adverse loss development for the year ended December 31, 2017 primarily related to our Cargo, Specie and Protection & Indemnity products. This compares to $22.1 million of Net Prior AY Reserve Releases due to better than expected loss emergence for the same period in 2016.

$32.6 million of Additional Net Current AY Reserve Development for the year ended December 31, 2017 primarily attributable to CAT losses of $9.8 million from Hurricanes Maria, Harvey and Irma, $4.2 million from Typhoon Hato, and $6.2 million due to large loss activity in our P&I product. This compares to $18.8 million for the same period in 2016, primarily attributable to the Ecuador Earthquake, Hurricane Matthew and a large loss from our Cargo product relating to a satellite loss.

For the year ended December 31, 2017, our Reported Net Losses and LAE Ratio for our P&C operating segment decreased 7.3 points as compared to the same period in 2016, primarily driven by:

$18.8 million of Additional Net Current AY Reserve Development for the year ended December 31, 2017 primarily attributable to CAT losses of $14.9 million from Hurricanes Irma, Maria and Harvey, $1.8 million from the Puebla, Mexico Earthquake and $1.8 million of attritional losses in our International Property product. This compares to $37.1 million for the same period in 2016, consisting of weather-related losses in our Property division and adverse loss emergence from our Energy & Engineering division as well as CAT losses attributable to Hurricane Matthew, the Alberta Wildfires and the Taiwan Earthquake.

A $0.5 million RRP expense primarily due to the CAT losses this year, compared to a $2.4 million expense for the same period in 2016.

Partially offsetting the impact of the above items on the Reported Net Losses and LAE Ratio are:

$3.1 million of Net Prior AY Reserve Strengthening for the year ended December 31, 2017 related to loss development in our Property division, partially offset by favorable loss emergence within our Offshore Energy business. This compares to $7.1 million of Net Prior AY reserve release related to favorable loss emergence.

The impact of additional ceded protection on Net Earned Premiums driving the 2.3 point increase in Adjusted Net Losses and LAE Ratio.

For the year ended December 31, 2017, our Reported Net Losses and LAE Ratio for our Professional Liability operating segment increased 2.1 points as compared to the same period in 2016, primarily driven by:

$5.5 million of Additional Net Current AY Reserve Development for the year ended December 31, 2017 primarily attributable to our E&O and D&O products.

$5.2 million of Net Prior AY Reserve Strengthening for the year ended December 31, 2017 related to large loss development on our D&O and E&O business. This compares to $4.1 million of Net Prior AY Reserve Strengthening related to bad debt expense due to lower expectation of recoveries from a large reinsurer for the same period in 2016.


Partially offsetting the impact of the above items on the Reported Net Losses and LAE Ratio are favorable performance across certain key divisions and changes in the mix of business driving the 4.3 point decrease in Adjusted Net Losses and LAE Ratio.

2016 versus 2015

For the year ended December 31, 2016, our Reported Net Losses and LAE Ratio increased 6.2 points as compared to the same period in 2015 driven by an increase in our P&C operating segment, partially offset by decreases in our Professional Liability and Marine operating segments.

For the year ended December 31, 2016, our Reported Net Losses and LAE Ratio for our Marine operating segment decreased 6.0 points as compared to the same period in 2015, primarily driven by:

Changes in the mix of business resulting from the repositioning of certain Hull and Cargo products drove the 4.2 point decrease in Adjusted Net Losses and LAE Ratio.

$18.8 million of Additional Net Current AY Reserve Development for the year ended December 31, 2016 primarily driven by the Ecuador Earthquake, Hurricane Matthew and unfavorable loss emergence relating to a large Cargo loss. This compares to $23.4 million of Additional Net Current AY Reserve Development for the same period in 2015 attributable to large loss activity.

$22.1 million of Net Prior AY Reserve Releases for the year ended December 31, 2016 due to better than expected loss emergence. This compares to $21.9 million of Net Prior AY Reserve Releases due to better than expected loss emergence for the same period in 2015.

For the year ended December 31, 2016, our Reported Net Losses and LAE Ratio for our P&C operating segment increased 40.1 points as compared to the same period in 2015, primarily driven by:

$37.1 million of Additional Net Current AY Reserve Development for the year ended December 31, 2016 consisting of $22.0 million of losses from our Property division due to weather-related losses and adverse loss emergence from our Energy & Engineering division as well as  CAT losses of $15.1 million attributable to Hurricane Matthew, the Alberta Wildfires and the Taiwan Earthquake. This compares to $6.9 million of Additional Net Current AY Reserve Development for the same period in 2015 arising from large loss activity.

$7.1 million of Net Prior AY Reserve Releases for the year ended December 31, 2016 related to favorable loss emergence. This compares to $8.5 million of Net Prior AY Reserve Releases for the same period in 2015.

Changes in the mix of business are driving the 2.4 point increase in Adjusted Net Losses and LAE Ratio from the same period in 2015.

$2.4 million of ceded RRP expense primarily for the year ended December 31, 2016.

For the year ended December 31, 2016, our Reported Net Losses and LAE Ratio for our Professional Liability operating segment decreased 7.0 points as compared to the same period in 2015, primarily driven by:

Repositioning of certain E&O products drove the 4.6 point decrease in Adjusted Net Losses and LAE Ratio.

$4.1 million of Net Prior AY Reserve Strengthening for the year ended December 31, 2016 due to an increase in our reserve for uncollectible reinsurance. This compares to $4.2 million of Net Prior AY Reserve Strengthening for the same period in 2015 due to a large loss.

Commission Expenses

2017 versus 2016

Our Commission Expense Ratio for the year ended December 31, 2017 increased 0.5 points as compared to the same period in 2016. The increase was driven by our Professional Liability operating segment, partially offset by a decrease in our Marine operating segment.

Our Marine operating segment’s Commission Expense Ratio decreased due to lower profit commissions compared to the prior year and the Net Earned Premiums impact of RRPs related to Hurricanes Irma and Harvey.


The increase in our Professional Liability operating segment’s Commission Expense Ratio was due to increased gross costs and changes in the mix of business as a result of increased growth in our Warranties and Indemnity product, which attracts a higher commission rate.

2016 versus 2015

The commission expense ratio for the year ended December 31, 2016 increased 3.3 percentage points as compared to the same period in 2015, mostly due to the mix of business earned, driven by a greater proportion of Property and E&O products, which carry  higher gross commission rates,  less proportional reinsurance, and additional RRP’s.

Other Operating Expenses

2017 versus 2016

For the year ended December 31, 2017, Other Operating Expenses decreased $2.9 million as compared to the same period in 2016 due to a reduction in performance-based incentive compensation costs, reduced employee expenses and favorable foreign exchange rates, partially offset by higher Lloyd’s charges due to increased volumes of European business attracting higher foreign levies and professional fees.

2016 versus 2015

For the year ended December 31, 2016, Other operating expenses increased $10.5 million as compared to the same period in 2015, due to the growth of our P&C business, specifically our International Property and PV&T businesses. We also incurred higher Lloyd’s charges due to increased volumes of European business attracting higher foreign levies. Increased costs also arose relating to additional support staff, costs associated with authorization of NIIC and related startup of operations, offset by favorable foreign exchange rates applied to GBP expenses incurred.

GlobalRe

The following table summarizes our financial results for our GlobalRe reporting segment for the years ended December 31, 2017, 2016 and 2015:

 

 

GlobalRe

 

 

 

 

 

 

 

 

 

 

 

Years Ended December 31,

 

 

% Change

 

 

% Change

 

amounts in thousands

 

2017

 

2016

 

2015

 

 

2017 vs 2016

 

 

2016 vs.2015

 

Gross Written Premiums

 

$

223,842

 

$

165,045

 

$

175,774

 

 

 

35.6

%

 

 

(6.1

%)

Ceded Written Premiums

 

 

(9,664

)

 

(8,356

)

 

(6,862

)

 

 

15.6

%

 

 

21.8

%

Net Written Premiums

 

 

214,178

 

 

156,689

 

 

168,912

 

 

 

36.7

%

 

 

(7.2

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Earned Premiums

 

$

177,963

 

$

163,621

 

$

168,291

 

 

 

8.8

%

 

 

(2.8

%)

Net Losses and LAE

 

 

(133,311

)

 

(89,304

)

 

(94,399

)

 

 

49.3

%

 

 

(5.4

%)

Commission Expenses

 

 

(39,136

)

 

(34,008

)

 

(32,240

)

 

 

15.1

%

 

 

5.5

%

Other Operating Expenses

 

 

(20,861

)

 

(19,593

)

 

(16,242

)

 

 

6.5

%

 

 

20.6

%

Other Underwriting Income

 

 

565

 

 

522

 

 

690

 

 

 

8.3

%

 

 

(24.4

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other Underwriting Income (Expense)

 

$

(14,780

)

$

21,238

 

$

26,100

 

 

NM

 

 

 

(18.6

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and LAE Ratio

 

 

74.9

%

 

54.6

%

 

56.1

%

 

 

 

 

 

 

 

 

Commission Expense Ratio

 

 

22.0

%

 

20.8

%

 

19.2

%

 

 

 

 

 

 

 

 

Other Operating Expense Ratio (1)

 

 

11.4

%

 

11.6

%

 

9.2

%

 

 

 

 

 

 

 

 

Combined Ratio

 

 

108.3

%

 

87.0

%

 

84.5

%

 

 

 

 

 

 

 

 

(1) - Includes Other Operating Expenses and Other Underwriting Income (Expense).

Gross Written Premiums

2017 versus 2016

Gross Written Premiums increased $58.8 million for the year ended December 31, 2017, compared to the same period in 2016, with growth across all of our segment’s products. Our A&H product had significant growth increasing $24.1 million attributable to new business and increased renewal business. Growth was seen in our P&C, Surety and Agriculture business, as well as an increase of $4.9 million in assumed RRPs, primarily attributable to CAT losses from Hurricanes Harvey, Irma and Maria, period over period.  


2016 versus 2015

Gross written premiums decreased $10.7 million for the year ended December 31, 2016 compared to the same period in 2015, primarily due to the nonrenewal of a significant excess of loss treaty within our A&H product and to a lesser extent rate reductions in our Marine product. The decline in Gross written premiums was partially offset by new premiums in our P&C, Professional Liability and Agriculture products and to a lesser extent an increase in assumed RRPs in our P&C and Marine products.

Ceded Written Premiums

2017 versus 2016

Ceded Written Premiums were $9.7 million, resulting in a retention ratio of 95.7%, for the year ended December 31, 2017 compared to $8.4 million, resulting in a retention ratio of 94.9%, for the same period in 2016. The increase in the retention ratio was primarily due to changes in the mix of business with proportionately more A&H premium, which had 100% retention. This increase was partially offset by the impact of ceded RRPs resulting from Hurricane Maria.

2016 versus 2015

Ceded Written Premiums were $8.4 million, resulting in a retention ratio of 94.9%, for the year ended December 31, 2016 compared to $6.9 million, resulting in a retention ratio of 96.1%, for the same period in 2015. The decrease was primarily due to an increase in ceded RRPs in our Marine product and an increase in excess of loss costs in our P&C product.

Net Earned Premiums

2017 versus 2016

Net Earned Premiums for the year ended December 31, 2017 increased $14.3 million as compared to the same period in 2016, primarily due to continued growth in our P&C, Agriculture and Specialty Casualty products. In addition, there was an increase in net assumed RRP benefit with a $6.1 million net RRP benefit for the year ended December 31, 2017, compared to a $1.6 million net RRP benefit for the same period in 2016. The net assumed RRP benefit in 2017 was primarily related to RRPs on Hurricanes Irma and Harvey.  Partially offsetting these increases in Net Earned Premiums was the impact from non-renewals in 2016 and late 2015 in our A&H products earning into consideration2017 as compared to 2016.

2016 versus 2015

Net Earned Premiums decreased $4.7 million for the year ended December 31, 2016 compared to the same period in 2015, primarily due to significant non-renewals in our A&H products, and to a wide rangelesser extent, rate reductions in our Marine product.  This decline was partially offset by a change in estimated earnings in our Surety product, growth in our P&C, Agriculture and Professional Liability products, as well as an increase in assumed RRPs in our P&C product.  

Net Losses and LAE

The Net Losses and LAE Reserves as of December 31, 2017, 2016 and 2015 are as follows:

 

 

GlobalRe

 

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

2016

 

2015

 

Case Reserves

 

$

58,962

 

$

47,505

 

$

32,160

 

IBNR Reserves

 

 

93,275

 

 

67,856

 

 

76,616

 

Total

 

$

152,237

 

$

115,361

 

$

108,776

 


The following table presents the impact of Net RRPs and Reserve Releases or (Development / Strengthening) on our Net Losses and LAE Ratio for the years ended December 31, 2017, 2016 and 2015:

 

 

GlobalRe

 

 

 

Years Ended December 31,

 

 

 

2017

 

 

2016

 

 

2015

 

Reported Net Losses and LAE Ratio

 

74.9%

 

 

54.6%

 

 

56.1%

 

Net RRPs

 

2.7%

 

 

0.6%

 

 

0.3%

 

Additional Net Current AY Release/(Development)

 

(26.4%)

 

 

(2.4%)

 

 

(2.0%)

 

Net Prior AY Reserve Release/(Strengthening)

 

(1.6%)

 

 

1.3%

 

 

5.5%

 

Adjusted Net Losses and LAE Ratio

 

49.6%

 

 

54.1%

 

 

59.9%

 

2017 versus 2016

For the year ended December 31, 2017, our Reported Net Losses and LAE Ratio increased 20.3 points as compared to the same period in 2016. This was primarily driven by:

$45.4 million of Additional Net Current AY Reserve Development for the year ended December 31, 2017 primarily attributable to CAT losses of $34.9 million from Hurricanes Maria, Irma and Harvey, $1.8 million from the Puebla, Mexico Earthquake, and $8.7 million from other weather-related losses during the year. This compares to $3.9 million for the same period in 2016, mostly related to CAT losses including the Alberta Wildfires ($5.1 million), the Ecuador Earthquake ($2.7 million) and the Taiwan Earthquake ($0.9 million), partially offset by favorable loss emergence on the current AY, mostly driven by our A&H product.

$2.8 million of Net Prior AY Reserve Strengthening for the year ended December 31, 2017 mostly related to the settlement of a large A&H claim and unfavorable loss emergence within our P&C product, partially offset by favorable loss emergence across our Agriculture and Marine products, compared to $2.2 million of Net Prior AY Reserve Releases for the same period in 2016, related to our A&H product.

Partially offsetting the impact of the above items on the Reported Net Losses and LAE Ratio are:

The Adjusted Net Losses and LAE Ratio decreased 4.5 points year over year due to changes in mix of business with proportionally less earnings coming from our A&H product, which carries a higher loss ratio, and an increase in earnings from our P&C products, which carry lower loss ratios.

A $6.1 million net RRP benefit was primarily due to the CAT losses from Hurricanes Harvey, Irma and Maria consisting of $7.5 million of assumed RRPs, partially offset by $1.4 million of ceded RRPs, compared to a $1.6 million net RRP benefit for the same period in 2016.

2016 versus 2015

For the year ended December 31, 2016, our Reported Net Losses and LAE Ratio decreased 1.5 points as compared to the same period in 2015. This was primarily driven by:

The Adjusted Net Losses and LAE Ratio decreased 5.8 points year over year due to changes in mix of business with proportionally less earnings coming from our A&H product, which carries a higher loss ratio.

Partially offsetting the impact of the above items on the Reported Net Losses and LAE Ratio are:

$2.2 million of Net Prior AY Reserve Releases for the year ended December 31, 2016 driven by favorable loss emergence mostly from our A&H product. This compares to $9.1 million of Net Prior AY Reserve Releases for the same period in 2015 related to our Marine, P&C and A&H products due to lower than expected loss activity.

$3.9 million of Additional Net Current AY Reserve Development for the year ended December 31, 2016, of which $9.3 million was due to CAT losses including $5.1 million related to the Alberta Wildfires, $2.7 million due to the Ecuador Earthquake and $0.9 million due to the Taiwan Earthquake, partially offset by $5.4 million of favorable loss emergence on the current AY, mostly driven by our A&H product. This compares to $1.2 million of Net Current AY Reserve Development for the same period in 2015, mostly related to two large Marine losses.


Commission Expenses

2017 versus 2016

Our Commission Expense Ratio for the year ended December 31, 2017 increased 1.2 points compared to the same period in 2016. The increase was attributable to higher profit commission expense particularly on our Surety product and changes in the mix of business, partially offset by the effect of fully earned net RRPs from Hurricanes Irma, Harvey and Maria.

2016 versus 2015

The Commission Expense Ratio increased 1.6 percentage points for the year ended December 31, 2016 compared to the same period in 2015, resulting from an increase in earned premium for our P&C, Agriculture and Professional Liability products that attract higher commission rates, as well as additional profit commission expenses in our A&H and P&C products.

Other Operating Expenses

2017 versus 2016

Other Operating Expenses for the year ended December 31, 2017 increased $1.3 million as compared to the same period in 2016, primarily due to costs associated with new business initiatives.

2016 versus 2015

Other Operating Expenses increased $3.4 million for the year ended December 31, 2016 compared to the same period in 2015, due to growth in our underwriting teams and support staff, as well as increases in the allocation of corporate overhead.

Capital Resources and Liquidity

Capital Resources

Our capital resources consist of funds deployed or available to be deployed to support our business operations.  As of December 31, 2017 and 2016, our capital resources were as follows:

 

 

As of  December 31,

 

amounts in thousands

 

2017

 

 

2016

 

Senior Notes

 

$

263,885

 

 

$

263,728

 

Stockholders' Equity

 

 

1,225,965

 

 

 

1,178,188

 

Total Capitalization

 

$

1,489,850

 

 

$

1,441,916

 

 

 

 

 

 

 

 

 

 

Ratio of Debt to Total Capitalization

 

 

17.7

%

 

 

18.3

%

As part of our capital management program, we may seek to raise additional capital or may seek to return capital to our stockholders through share repurchases, cash dividends or other methods (or a combination of such methods).  Any such determination will be at the discretion of our Parent Company’s Board of Directors and will be dependent upon our profits, financial requirements and other factors, including legal restrictions, rating agency requirements, credit facility limitations and such other factors as our Board of Directors deems relevant.

We primarily rely upon dividends from our subsidiaries to meet our Parent Company’s obligations.  Our Parent Company’s cash obligations primarily consist of semi-annual (April and October) interest payments of $7.6 million on the Senior notes.  

NIC may pay dividends to our Parent Company out of our statutory earned surplus pursuant to statutory restrictions imposed under the New York insurance law.  As of December 31, 2017, the maximum amount available for the payment of dividends by NIC in 2018 without prior regulatory approval is $105.7 million.

NCUL, our wholly-owned corporate member at Lloyd’s, may pay dividends to our Parent Company up to the extent of available profits that have been distributed from the Syndicate.  As of December 31, 2017, there are no profits available for distribution.

NIIC, our wholly-owned UK Insurance company, may pay dividends out of its statutory profits subject to the restrictions imposed under UK Company law and European Insurance regulation (Solvency II).  As of December 31, 2017, the maximum amount available for the payment of dividends by NIIC without prior regulatory approval is $8.4 million. 


Senior Notes and Credit Facility

On October 4, 2013, we completed a public debt offering for $265.0 million of 5.75% Senior notes due on October 15, 2023 and received net proceeds of $263.3 million. The effective interest rate related to the net proceeds received from the 5.75% Senior notes is approximately 5.86%.  Interest is payable on the 5.75% Senior notes each April 15 and October 15. The terms of the 5.75% Senior notes contain various restrictive business and financial covenants, including a restriction on indebtedness, and other restrictions typical for debt obligations of this type, including limitations on mergers, liens and dispositions of the common stock of certain subsidiaries.  As of December 31, 2017, our Company was in compliance with all such covenants.

On November 4, 2016, NUAL entered into an Australian Dollar credit facility, which was subsequently amended on October 30, 2017, with Barclays Bank PLC. Letter of Credit commissions are payable under this facility at a rate of 1.55% per annum. The facility may be cancelled by either party after providing written notice.  This credit facility contains customary covenants for facilities of this type, including a restriction on future encumbrances that are outside the ordinary course of business, and a requirement to maintain at least £75.0 million of Funds at Lloyd’s. As of December 31, 2017, letters of credit with an aggregate face amount of 24.0 million Australian Dollars were outstanding under the credit facility, and our Company was in compliance with all covenants.

On November 7, 2016, we entered into a credit facility agreement with ING Bank N.V., London Branch, individually and as Administrative Agent for a syndicate of lenders (the “Club Facility”), which is secured by all the common stock of NIC and requires us to maintain at least forty percent of the outstanding amounts under such facility as Funds at Lloyd’s. The Club Facility has two tranches with one tranche extending a $140.0 million commitment and the other tranche extending a £60.0 million commitment. In addition, in order to support the increased underwriting capacity of the Syndicate for the 2017 UWY, we amended the $25.0 million credit facility with ING Bank N.V., London Branch dated November 20, 2015, on November 7, 2016 to extend the term for an additional two years (the “Bilateral Facility”). Both of these facilities, as well as the November 4, 2016 facility, are used to fund underwriting obligations at Lloyd’s for the 2017 UWY, as well as open prior UWYs.

The Bilateral Facility is a non-committed facility which has an applicable fee rate ranging from 0.85% to 1.20% per annum based upon our Company’s S&P rating. For the Club Facility the applicable fee rate payable ranges from 0.95% to 1.60% per annum based on a tiered schedule that is based on our then-current financial strength ratings issued by S&P and A.M. Best and the amount of our own collateral utilized to fund our participation in the Syndicate.  If any letters of credit remain outstanding under these facilities after December 31, 2018, we would be required to post additional collateral to secure the remaining letters of credit.  As of December 31, 2017, letters of credit with an aggregate face amount of $125.0 million and £60.0 million were outstanding under the Club Facility and we had an aggregate of $1.1 million of cash collateral posted.  As of December 31, 2017 there were letters of credit with a face amount of $25.0 million outstanding under the Bilateral Facility.

The Bilateral and Club Facilities contain customary covenants for facilities of this type, including restrictions on indebtedness and liens, limitations on mergers, dividends and the sale of assets, and requirements as to maintaining certain consolidated tangible net worth, statutory surplus and other financial ratios. These credit facilities also provide for customary events of default, including failure to pay principal, interest or fees when due, failure to comply with covenants, any representation or warranty made by our Company being false in any material respect, default under certain other indebtedness, certain insolvency or receivership events affecting our Company and our subsidiaries, the occurrence of certain material judgments, or a change in control of our Company.  As of December 31, 2017, our Company was in compliance with all covenants.

Shelf Registration

We generally maintain the ability to issue certain classes of debt and equity securities via a universal shelf registration statement filed with the SEC, which is renewed every three years. The shelf registration provides us the means to access the debt and equity markets relatively quickly.  Our current shelf registration was filed on April 14, 2015 with the SEC and expires in 2018. We intend to renew our current shelf registration prior to its expiration. This report is not an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state.

Consolidated Cash Flows

We believe that the cash flow generated by the operating activities of our subsidiaries will provide sufficient funds for us to meet our liquidity needs over the next twelve months.  Beyond the next twelve months, our cash flow available may be influenced by a variety of factors, including general economic conditions and conditions in planningthe insurance and reinsurance markets, as well as fluctuations from year to year in claims experience.


We believe that we have adequately managed our business strategycash flow requirements related to reinsurance recoveries from their positive cash flows and evaluating resultsthe use of operations,available short-term funds when applicable.  However, there are certain factorscan be no assurances that management believes are fundamentalwe will be able to understanding how we are managed. First, underwriting profit is consistently emphasized as a primary goal, above premium growth. Underwriting profit is a non-GAAP financial measure of performance and underwriting profitability, which is derived from net earned premium lesscontinue to adequately manage such recoveries in the sum of netfuture or that collection disputes or reinsurer insolvencies will not arise that could materially increase the collection time lags or result in recoverable write-offs causing additional incurred losses and Loss Adjustment Expenses (“LAE”), commission expenses, other operating expensesliquidity constraints to our Company.  The payment of gross claims and other underwriting income or loss. Management’s assessment of our trends and potential growth in underwriting profit is the dominant factor in its decisionsrelated collections from reinsurers with respect to whether or notlarge losses could significantly impact our liquidity needs.  However, in general, we expect to expand a business line, enter into a new niche, product or territory or, conversely,collect our paid reinsurance recoverables under the terms described above.  

Net cash provided by operating activities was $265.3  million for the year ended December 31, 2017 compared to contract capacity$229.4 million for the same period in any business line. In addition, management focuses on controlling2016.  Operating cash flows increased from the costsprior year due to the growth of our operations. Management believes that careful monitoringbusiness, coupled with increased investment income collections due to growth in invested assets and higher yields. These increases were partially offset by higher federal tax payments and refunds of cash collateral held for certain lines of business.

Net cash used in investing activities was $247.7  million for the year ended December 31, 2017 compared to  $211.4 million for the comparable period in 2016.   The increase in cash used in investing activities is the result of changes in operating cash flows and the associated ongoing management of our investment portfolio.

Net cash used in financing activities was $18.4 million for the year ended December 31, 2017 compared to $7.3 million for the same period in 2016. The increase in cash used in financing activities is primarily related to increased tax withholding payments on vested stock compensation in 2017 as compared with 2016. To a lesser extent 2017 financing cash flows were impacted by the institution of a quarterly stockholder dividend which was paid for the first time in the third quarter of 2016.

Our diversified underwriting portfolio has demonstrated an ability to withstand catastrophic losses. Since 1993, we have generated positive cash flows from operations, notwithstanding the impacts of the costsglobal financial crisis and the recognition of existing operations and assessment of costs of potential growth opportunities are important tosignificant natural CAT-related losses during these years. Should claim payment obligations accelerate beyond our profitability. Access to capital also has a significant impact on management’s outlook for our operations. The Insurance Companies’ operations and ability to grow theirfund payments from operating cash flows, we would utilize our cash and cash equivalent balances and/or liquidate a portion of our investment portfolio. Our investment portfolio is heavily weighted towards conservative, high quality and highly liquid securities which would be available in two business days under normal market conditions. Unrestricted Cash and take advantageShort Term investments, together with Fixed Maturities due in one year or less, total $410.5 million at December 31, 2017.  By comparison, we estimate that the largest exposure to loss from a single 1 in 250 year natural CAT event as of market opportunities are constrained by regulatoryDecember 31, 2017, results in a probable maximum pre-tax gross and net loss of approximately $182.1 million and $39.9 million, respectively, including the cost of RRPs.

Our Company anticipates closing on the purchase of all of the shares of ASCO and BDM in the first half of 2018. The aggregate consideration for the acquisition of ASCO and BDM is EUR 35 million and will be funded through our Company’s existing capital requirementsresources. See Footnote 8, Commitment and rating agency assessments of capital adequacy. Similarly, the ability to grow our Lloyd’s Operations is subject to capital and operating requirements of Lloyd’s and the U.K. regulatory authorities.

Management’s decisions are also greatly influenced by access to specialized underwriting and claims expertiseContingencies, in our lines of business. We have chosen to operateconsolidated financial statements included in specialty niches with certain common characteristics, which provide us with the opportunity to use our technical underwriting expertise in order to realize underwriting profit. As a result, we have focusedthis Annual Report on underserved marketsForm 10-K for businesses characterized by higher severity and lower frequency of loss where we believe our intellectual capital and financial strength bring meaningful value. In contrast, we have avoided niches that we believe have a high frequency of loss activity and/or are subject to a high level of regulatory requirements, such as Workers Compensation and Personal Automobile insurance, because we do not believe; our technical underwriting expertise is of as much value in these types of businesses. Examples of niches that have the characteristics we look for include Bluewater Hull which provides coverage for physical damage to highly valued cruise ships, and Directors and Officers Liability insurance (“D&O”) which covers litigation exposure of a corporation’s directors and officers. These types of exposures require substantial technical expertise. We attempt to mitigate the financial impact of severe claims on our results through conservative and detailed underwriting, prudent use of reinsurance and a balanced portfolio of risks.further information.

For additional information regarding our business, refer to “Business – Overview”, included herein.

Ratings

Our ability to underwrite business is dependent upon the financial strength of the Insurance CompaniesNIC, NSIC, Lloyd’s and Lloyd’s Operations.NIIC business.  Financial strength ratings represent the opinions of the rating agencies on the financial strength of a company and its capacity to meet the obligations of insurance policies.  Independent ratings are important to our competitive position in the insurance markets.  The rating agencies consider many factors in determining the financial strength rating of an insurance company, including the relative level of statutory surplus necessary to support the business operations of our Company.  These ratings are based upon factors relevant to policyholders, agents and intermediaries and are not directed toward the protection of investors.  Such ratings are not recommendations to buy, sell or hold securities. We could be adversely impacted by a downgrade in the Insurance Companies’ or Lloyd’s Operationsour financial strength ratings, including a possible reduction in demand for our products, higher borrowing costs and our ability to access the capital markets.

The Insurance Companies,U.S. insurance companies, NIC and NSIC, utilize the financial strength ratings from A.M. Best and S&P for underwriting purposes. NIC and NSIC are both rated “A” (Excellent – stablepositive outlook) by A.M. Best and “A” (Strong - stable outlook) by S&P.  The Syndicate 1221 utilizes the ratings from A.M. Best and S&P for underwriting purposes, which apply to all Lloyd’s syndicates.  Lloyd’s is rated “A” (Excellent – positivestable outlook) by A.M. Best and A+ (Strong – negative outlook) by S&P. NIIC utilizes the financial strength ratings from AM Best and S&P for underwriting purposes.  NIIC is rated “A” (Excellent – stable outlook) by AM Best and “A” (Strong – stable outlook) by S&P.

Debt ratings apply to short-term and long-term debt as well as preferred stock.  These ratings are assessments of the likelihood that we will make timely payments of the principal and interest for our senior debt. It is possible that, in the future, one or more of the rating agencies may reduce our existing debt ratings.  If one or more of our debt ratings were downgraded, we could incur higher borrowing costs and our ability to access the capital markets could be impacted.


We utilize the senior debt ratings from S&P. Our senior debt is rated BBB (Adequate) by S&P.

Off –Balance Sheet Transactions

We have no material off-balance sheet transactions with the exception of our letter of credit facilities.

Contractual Obligations

The following table sets forth the best estimate of our known contractual obligations with respect to the items indicated as of December 31, 2017:

 

 

Payments Due by Period

 

amounts in thousands

 

Total

 

 

Less than

1 Year

 

 

1-3 Years

 

 

3-5 Years

 

 

Thereafter

 

Reserves for Losses and LAE (1)

 

$

2,515,145

 

 

$

885,113

 

 

$

904,458

 

 

$

398,164

 

 

$

327,410

 

5.75% Senior Notes (2)

 

 

353,251

 

 

 

15,238

 

 

 

30,475

 

 

 

30,475

 

 

 

277,063

 

Operating Leases (3)

 

 

91,204

 

 

 

12,075

 

 

 

22,864

 

 

 

19,969

 

 

 

36,296

 

Total

 

$

2,959,600

 

 

$

912,426

 

 

$

957,797

 

 

$

448,608

 

 

$

640,769

 

(1)

The amounts determined are estimates which are subject to a high degree of variation and uncertainty, and are not subject to any specific payment schedule since the timing of these obligations are not set contractually.  The amounts in the above table exclude reinsurance recoveries of $809.8 million.  See “Business – Loss Reserves” included herein.

(2)

Includes interest payments.

(3)

Obligation includes rent and rent items.  Rent items are estimates based on the lease agreement due to uncontrollable fluctuations of actual costs.

Due to the uncertainty regarding the timing and amounts related to the Transition Tax that will ultimately be paid has been excluded from the above contractual obligations table. See Footnote 9, Income Taxes, in our consolidated financial statements included in this Annual Report on Form 10-K for further information.

Investments

Our investment portfolio is invested primarily in publicly traded, investment grade, fixed income securities with an average credit quality of AA-/Aa3 as rated by S&P or Moody’s Investors Service (“Moody’s”).  As of December 31, 2017, our portfolio had a duration of 3.5 years.  Management periodically projects cash flow of the investment portfolio and other sources in order to maintain the appropriate levels of liquidity in an effort to ensure our ability to satisfy claims.  As of December 31, 2017 and December 31, 2016, all Fixed Maturities and Equity Securities held by us were classified as available-for-sale.

Our portfolio is externally managed by independent, professional investment managers and is broadly diversified across geographies, sectors, and issuers. The primary objectives are to maximize total investment return in the context of preserving and enhancing stockholder value and the statutory surplus of our regulated insurance companies.  As part of our overall investment strategy, we seek to build a tax efficient investment portfolio by maintaining an allocation to tax exempt municipal bonds. As of December 31, 2017, the tax-exempt portion of our Fixed Maturities portfolio was approximately 22.4%. Additionally, substantially all of our Equity Securities portfolio is invested in tax efficient securities which qualify for the dividends received deduction. Our investments are subject to the oversight of the respective insurance companies’ Boards of Directors and the Finance Committee of the Parent Company’s Board of Directors.

We are a specialty insurance company and periods of moderate economic recession or inflation tend not to have a significant direct effect on underwriting operations.  They do, however, impact our investment portfolio.  A decrease in interest rates will tend to decrease our yield and have a positive effect on the fair value of our invested assets.  An increase in interest rates will tend to increase our yield and have a negative effect on the fair value of our invested assets.


The following table summarizes the composition of our available-for-sale investments at fair value:

 

 

Fair Value as of December 31,

 

 

 

 

 

amounts in thousands

 

2017

 

 

2016

 

 

% Change

 

Fixed Maturities:

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury Bonds, Agency Bonds and Foreign Government Bonds

 

$

393,563

 

 

$

273,776

 

 

 

43.8

%

States, Municipalities and Political Subdivisions

 

 

814,632

 

 

 

547,415

 

 

 

48.8

%

Mortgage-Backed and Asset-Backed Securities:

 

 

 

 

 

 

 

 

 

 

 

 

Agency Residential Mortgage-Backed Securities

 

 

407,619

 

 

 

487,364

 

 

 

(16.4

%)

Residential Mortgage Obligations

 

 

54,104

 

 

 

20,530

 

 

 

163.5

%

Asset-Backed Securities

 

 

328,753

 

 

 

314,601

 

 

 

4.5

%

Commercial Mortgage-Backed Securities

 

 

160,904

 

 

 

154,139

 

 

 

4.4

%

Subtotal

 

$

951,380

 

 

$

976,634

 

 

 

(2.6

%)

Corporate Exposures

 

 

897,479

 

 

 

838,057

 

 

 

7.1

%

Total Fixed Maturities

 

$

3,057,054

 

 

$

2,635,882

 

 

 

16.0

%

Equity Securities:

 

 

 

 

 

 

 

 

 

 

 

 

Common Stocks

 

$

52,439

 

 

$

164,087

 

 

 

(68.0

%)

Preferred Stocks

 

 

183,542

 

 

 

185,055

 

 

 

(0.8

%)

Total Equity Securities

 

$

235,981

 

 

$

349,142

 

 

 

(32.4

%)

Short-Term Investments

 

$

127,128

 

 

$

143,539

 

 

 

(11.4

%)

Total Investments

 

$

3,420,163

 

 

$

3,128,563

 

 

 

9.3

%

Invested assets increased from December 31, 2016 due to operating cash flows. Operating cash flows were primarily directed to municipal bonds and to a lesser extent Residential Mortgage Obligations, some of which are floating rate securities which protect against interest rate risk in a rising rate environment. The decrease in Common Stocks is due to the liquidation of our Common Stock Equity Securities portfolio in December 2017, the proceeds of which were invested in U.S. Treasuries as we reassess our actively managed common stock equity strategy.

The following table sets forth the amount of our Fixed Maturities as of December 31, 2017 by S&P credit rating or, if an S&P rating is not available, the equivalent Moody’s rating.

 

 

 

 

December 31, 2017

 

amounts in thousands

 

Rating

 

Fair Value

 

 

Amortized Cost

 

Rating Description:

 

 

 

 

 

 

 

 

 

 

Extremely Strong

 

AAA

 

$

427,448

 

 

$

424,538

 

Very Strong

 

AA

 

 

1,365,623

 

 

 

1,356,761

 

Strong

 

A

 

 

752,369

 

 

 

746,768

 

Adequate

 

BBB

 

 

385,526

 

 

 

377,802

 

Speculative

 

BB & Below

 

 

125,646

 

 

 

121,183

 

Not rated

 

NR

 

 

442

 

 

 

356

 

Total

 

AA- (1)

 

$

3,057,054

 

 

$

3,027,408

 

(1) - The total rating is the weighted average quality rating for the Fixed Maturities portfolio as a whole.

The following table sets forth the composition of the non-government guaranteed Fixed Maturities categorized by asset class and generally equivalent S&P and Moody’s ratings (not all securities in our portfolio are rated by both S&P and Moody’s):

 

 

As of December 31, 2017

 

amounts in thousands

 

AAA

 

 

AA

 

 

A

 

 

BBB

 

 

BB and below

 

 

NR

 

 

Fair Value

 

 

Amortized Cost

 

Municipal Bonds

 

$

80,829

 

 

$

538,876

 

 

$

177,601

 

 

$

17,326

 

 

$

 

 

$

 

 

$

814,632

 

 

$

795,919

 

Agency Residential Mortgage-Backed

 

 

 

 

 

407,619

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

407,619

 

 

 

410,681

 

Residential Mortgage-Backed

 

 

11,481

 

 

 

4,919

 

 

 

61

 

 

 

33,128

 

 

 

4,073

 

 

 

442

 

 

 

54,104

 

 

 

53,577

 

Asset-Backed

 

 

127,882

 

 

 

60,106

 

 

 

111,344

 

 

 

29,421

 

 

 

 

 

 

 

 

 

328,753

 

 

 

327,278

 

Commercial Mortgage-Backed

 

 

103,600

 

 

 

29,939

 

 

 

27,365

 

 

 

 

 

 

 

 

 

 

 

 

160,904

 

 

 

159,732

 

Corporate Exposures

 

 

6,742

 

 

 

56,078

 

 

 

407,436

 

 

 

305,651

 

 

 

121,572

 

 

 

 

 

 

897,479

 

 

 

886,725

 

Total

 

$

330,534

 

 

$

1,097,537

 

 

$

723,807

 

 

$

385,526

 

 

$

125,645

 

 

$

442

 

 

$

2,663,491

 

 

$

2,633,912

 


The following table sets forth our U.S. Treasury Bonds, agency bonds and Foreign Government Bonds, as well as our State, Municipality and Political Subdivision Bond holdings by type:

 

 

As of December 31, 2017

 

amounts in thousands

 

Fair Value

 

 

Amortized Cost

 

U.S. Treasury Bonds, Agency Bonds and Foreign Government Bonds:

 

 

 

 

 

 

 

 

U.S. Treasury Bonds

 

$

178,251

 

 

$

177,848

 

Agency Bonds

 

 

85,891

 

 

 

86,124

 

Foreign Government Bonds

 

 

129,421

 

 

 

129,524

 

Total U.S. Treasury Bonds, Agency Bonds and Foreign Government Bonds

 

$

393,563

 

 

$

393,496

 

 

 

 

 

 

 

 

 

 

States, Municipalities and Political Subdivisions:

 

 

 

 

 

 

 

 

General Obligation

 

$

208,257

 

 

$

203,850

 

Prerefunded

 

 

49,346

 

 

 

47,353

 

Revenue

 

 

427,007

 

 

 

414,801

 

Taxable

 

 

130,022

 

 

 

129,915

 

Total States, Municipalities and Political Subdivisions

 

$

814,632

 

 

$

795,919

 

As of December 31, 2017, we own $53.6 million of municipal securities, which are credit enhanced by various financial guarantors which have an average underlying credit rating of AA-.  

The following table sets forth our Agency Residential Mortgage-Backed Securities (“AMBS”)  issued by the Government National Mortgage Association (“GNMA”), Federal National Mortgage Association (“FNMA”) and Federal Home Loan Mortgage Corporation (“FHLMC”) and the quality category (Prime, Alternative A-paper (“Alt-A”) and Other for  Residential Mortgage -Backed Securities (“RMBS”) as of December 31, 2017:

 

 

As of December 31, 2017

 

amounts in thousands

 

Fair Value

 

 

Amortized Cost

 

AMBS:

 

 

 

 

 

 

 

 

GNMA

 

$

43,152

 

 

$

42,778

 

FNMA

 

 

257,053

 

 

 

259,835

 

FHLMC

 

 

107,414

 

 

 

108,068

 

Total Agency Residential Mortgage-Backed Securities

 

$

407,619

 

 

$

410,681

 

 

 

 

 

 

 

 

 

 

RMBS:

 

 

 

 

 

 

 

 

Prime

 

$

41,735

 

 

$

41,235

 

Alt-A

 

 

888

 

 

 

805

 

Other

 

 

11,481

 

 

 

11,537

 

Total Residential Mortgage-Backed Securities

 

$

54,104

 

 

$

53,577

 

We analyze our mortgage-backed securities by credit quality of the underlying collateral distinguishing between the securities issued by FNMA, FHLMC and GNMA, which are federal government sponsored entities, and non-FNMA and non-FHLMC securities broken out by prime, Alt-A and other collateral.  The securities issued by FNMA and FHLMC are the obligations of each respective entity.  The U.S. Department of the Treasury has agreed to provide support to FNMA and FHLMC under a Preferred Stock Purchase Agreement by committing to make quarterly payments to these enterprises, if needed, to maintain a zero net worth.

Prime collateral consists of mortgages or other collateral from the most creditworthy borrowers.  Alt-A collateral consists of mortgages or other collateral from borrowers, which have a risk potential greater than prime but less than subprime.  Such prime and Alt-A categories are as defined by S&P.


Details of the collateral of our Asset-Backed Securities portfolio as of December 31, 2017 are presented below:

 

 

As of December 31, 2017

 

amounts in thousands

 

Fair Value

 

 

Amortized Cost

 

Auto Loans

 

$

26,100

 

 

$

26,014

 

Credit Cards

 

 

23,239

 

 

 

23,256

 

Collateralized Loan Obligations

 

 

99,893

 

 

 

99,522

 

Single Family Rental

 

 

45,773

 

 

 

45,485

 

Time Share

 

 

35,079

 

 

 

35,337

 

Aircraft

 

 

20,096

 

 

 

19,401

 

Consumer Loans

 

 

46,000

 

 

 

46,132

 

Other

 

 

32,573

 

 

 

32,131

 

Total Asset-Backed Securities

 

$

328,753

 

 

$

327,278

 

Details of our Corporate Exposures portfolio as of December 31, 2017 are presented below:

 

 

As of December 31, 2017

 

amounts in thousands

 

Fair Value

 

 

Amortized Cost

 

Corporate Exposures:

 

 

 

 

 

 

 

 

Corporate Bonds

 

$

703,664

 

 

$

699,092

 

Hybrid Bonds

 

 

161,573

 

 

 

157,075

 

Redeemable Preferred Stocks

 

 

32,242

 

 

 

30,558

 

Total Corporate Exposures

 

$

897,479

 

 

$

886,725

 

 

 

 

 

 

 

 

 

 

As of December 31, 2017, the fair value of securities issued in foreign countries was $353.1 million, with an amortized cost of $352.8 million, representing 10.7% of our total Fixed Maturities and Equity Securities. Our largest exposure is Canada with a total of $152.3 million followed by the United Kingdom with a total of $40.2 million.

Our Company did not have gross unrealized investment losses where the fair value was less than 80.0% of amortized cost as of December 31, 2017.

Our Company had four credit related OTTI losses of $2.1 million in our Equity Securities portfolio during the year ended December 31, 2017. During the year ended December 31, 2016, we recognized one credit related OTTI loss of $0.2 million in our Fixed Maturities portfolio. During the year ended December 31, 2015, we recognized three credit related OTTI losses of $1.7 million in our Equity Securities portfolio.  

The fair value of our investment portfolio may fluctuate significantly in response to various factors such as changes in interest rates, investment quality ratings, equity prices, foreign exchange rates and credit spreads.  We do not have the intent to sell nor is it more likely than not that we will have to sell Fixed Maturities in unrealized loss positions that are not other-than-temporarily impaired before recovery. For structured securities, default probability and severity assumptions differ based on property type, vintage and the stress of the collateral.  We do not intend to sell any of these securities and it is more likely than not that, we will not be required to sell these securities before the recovery of the amortized cost basis.  For Equity Securities, we also consider our intent to hold securities as part of the process of evaluating whether a decline in fair value represents an other-than-temporary decline in value.  We may realize investment losses to the extent our liquidity needs require the disposition of Fixed Maturity Securities in unfavorable interest rate, liquidity or credit spread environments.  Significant changes in the factors we consider when evaluating investments for impairment losses could result in a significant change in impairment losses reported in the Consolidated Financial Statements.

Reserves for losses and LAE for loss events

Our Company monitors the development of paid and reported claims activities in relation to the estimate of ultimate losses established for loss events.  Actual losses from such loss events may differ materially from the estimated losses generally due to the receipt of additional information from insureds or brokers, inflation in repair costs due to the limited availability of labor and materials or the attribution of losses to coverages, which our Company assumed we would not have exposure to.


Asbestos Liability

Our exposure to asbestos liability principally stems from our Marine Liability product insurance written on an occurrence basis during the mid-1980s.  In general, our participation on such risks is in the excess layers, which requires the underlying coverage to be exhausted prior to coverage being triggered in our layer.  In many instances, we are one of many insurers who participate in the defense and ultimate settlement of these claims, and we are generally a minor participant in the overall insurance coverage and settlement.

The reserves for asbestos exposures as of December 31, 2017 are for:  (i) one large settled claim for excess insurance policy limits exposed to a class action suit against an insured involved in the manufacturing or distribution of asbestos products being paid over several years and (ii) attritional asbestos claims that could be expected to occur over time.  Substantially all of our asbestos liability reserves are included in our U.S. Marine operating segment loss reserves.  

There can be no assurances that material loss development may not arise in the future from existing asbestos claims or new claims given the evolving and complex legal environment that may directly affect the outcome of the asbestos exposures of our insureds.

The following tables set forth our gross and net losses and LAE reserves, incurred losses and LAE, and payments for our asbestos exposures for the periods indicated:

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Gross of Reinsurance

 

 

 

 

 

 

 

 

 

 

 

 

Beginning Gross Reserves

 

$

15,213

 

 

$

15,256

 

 

$

15,370

 

Plus:  Incurred Losses & LAE

 

 

78

 

 

 

90

 

 

 

(43

)

Less:  Calendar Year Payments

 

 

42

 

 

 

133

 

 

 

71

 

Ending Gross Reserves

 

$

15,249

 

 

$

15,213

 

 

$

15,256

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Case Loss Reserves

 

$

12,984

 

 

$

12,948

 

 

$

12,991

 

Gross IBNR Loss Reserves

 

 

2,265

 

 

 

2,265

 

 

 

2,265

 

Ending Gross Reserves

 

$

15,249

 

 

$

15,213

 

 

$

15,256

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net of Reinsurance

 

 

 

 

 

 

 

 

 

 

 

 

Beginning Net Reserves

 

$

10,203

 

 

$

10,200

 

 

$

10,291

 

Plus:  Net Incurred Losses & LAE

 

 

(40

)

 

 

65

 

 

 

(1,092

)

Less:  Calendar Year Payments

 

 

(46

)

 

 

62

 

 

 

(1,001

)

Ending Net Reserves

 

$

10,209

 

 

$

10,203

 

 

$

10,200

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Case Loss Reserves

 

$

8,149

 

 

$

8,143

 

 

$

8,140

 

Net IBNR Loss Reserves

 

 

2,060

 

 

 

2,060

 

 

 

2,060

 

Ending Net Reserves

 

$

10,209

 

 

$

10,203

 

 

$

10,200

 

Catastrophe Risk Management

Our Company has exposure to losses caused by hurricanes, earthquakes, and other natural and man-made catastrophic events. The frequency and severity of catastrophic events is unpredictable. The extent of covered losses from a catastrophe is a function of both the total amount of insured exposure in an area affected by the event and the severity of the event. We continually assess the concentration of underwriting exposures in catastrophe-exposed areas globally and manage this exposure through individual risk selection and through the purchase of reinsurance.  Our Company also uses modeling and concentration management tools that allow better monitoring and better control of the accumulations of potential losses from catastrophe events.  Despite these efforts, there remains uncertainty about the characteristics, timing and extent of insured losses given the unpredictable nature of catastrophes. The occurrence of one or more catastrophic events could have a material adverse effect on our results of operations, financial condition and/or liquidity.

Our Company has significant natural catastrophe exposures throughout the world. We estimate that the largest exposure to loss from a 1 in 250 year single natural catastrophe event comes from a hurricane on the east coast of the U.S.  As of December 31, 2017, our Company estimates that the probable maximum pre-tax gross and net loss exposure from such a hurricane event would be approximately $182.1 million and $39.9 million, respectively, including the cost of RRPs.


Like all catastrophe exposure estimates, the foregoing estimate of the probable maximum loss is inherently uncertain.  This estimate is highly dependent upon numerous assumptions and subjective underwriting judgments.  Examples of significant assumptions and judgments related to such an estimate include the intensity, depth and location of a hurricane, the various types of the insured risks exposed to the event at the time the event occurs and the estimated costs or damages incurred for each insured risk. The composition of the portfolio also makes such estimates challenging due to the non-static nature of the exposures covered under the policies in products such as Cargo and Hull. There can be no assurances that the gross and net loss amounts that our Company could incur in such an event or in any natural catastrophe event would not be materially higher than the estimates discussed above given the significant uncertainties with respect to such an estimate. Moreover, the portfolio of insured risks changes dynamically over time and there can be no assurance that the probable maximum loss will not change materially over time.

The occurrence of large loss events could reduce the reinsurance coverage that is available to our Company and could weaken the financial condition of the reinsurers, which could have a material adverse effect on our results of operations. Although the reinsurance agreements make the reinsurers liable to our Company to the extent the risk is transferred or ceded to the reinsurer, ceded reinsurance arrangements do not eliminate the obligation to pay claims to policyholders, as our Company is required to pay the losses if a reinsurer fails to meet its obligations under the reinsurance agreement.

Our Company utilizes reinsurance principally to reduce the exposure on individual risks, to protect against catastrophic losses and to stabilize loss ratios and underwriting results. Our Company is protected by various treaty and facultative reinsurance agreements.  The reinsurance is placed either directly by our Company or through reinsurance intermediaries.  The reinsurance intermediaries are compensated by the reinsurers.

Hurricanes Harvey, Irma and Maria, Alberta Wildfires and Hurricane Joaquin

Hurricanes Harvey, Irma and Maria, which occurred in the third quarter of 2017, the Alberta Wildfires, which occurred in the second quarter of 2016 and Hurricane Joaquin, which occurred in the fourth quarter of 2015 generated substantial losses in our U.S. and Int’l Marine and P&C operating segments, as well as in our GlobalRe reporting segment.   As of December 31, 2017, the net reserves for Hurricanes Harvey, Irma and Maria total $40.7 million, the net reserves for the Alberta Wildfires total $1.5 million and the net reserves for Hurricane Joaquin were fully paid. Management believes that should any adverse loss development for gross claims occur from the aforementioned hurricanes and wildfires, it would be contained within the reinsurance program.

Hurricanes Harvey, Irma and Maria

The following table sets forth our gross and net losses and LAE reserves, incurred losses and LAE, and payments for Hurricanes Harvey, Irma and Maria for the year ended December 31, 2017:

 

 

Year Ended December 31, 2017

 

amounts in thousands

 

Harvey

 

 

Irma

 

 

Maria

 

Gross of Reinsurance

 

 

 

 

 

 

 

 

 

 

 

 

Beginning Gross Reserves

 

$

 

 

$

 

 

$

 

Plus:  Incurred Losses & LAE

 

 

39,689

 

 

 

65,349

 

 

 

37,808

 

Less:  Calendar Year Payments

 

 

7,147

 

 

 

18,780

 

 

 

8,440

 

Ending Gross Reserves

 

$

32,542

 

 

$

46,569

 

 

$

29,368

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Case Loss Reserves

 

$

15,942

 

 

$

27,581

 

 

$

9,757

 

Gross IBNR Loss Reserves

 

 

16,600

 

 

 

18,988

 

 

 

19,611

 

Ending Gross Reserves

 

$

32,542

 

 

$

46,569

 

 

$

29,368

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net of Reinsurance

 

 

 

 

 

 

 

 

 

 

 

 

Beginning Net Reserves

 

$

 

 

$

 

 

$

 

Plus:  Net Incurred Losses & LAE

 

 

15,780

 

 

 

28,326

 

 

 

23,414

 

Less:  Calendar Year Payments

 

 

2,604

 

 

 

15,816

 

 

 

8,439

 

Ending Net Reserves

 

$

13,176

 

 

$

12,510

 

 

$

14,975

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Case Loss Reserves

 

$

5,569

 

 

$

12,480

 

 

$

8,434

 

Net IBNR Loss Reserves

 

 

7,607

 

 

 

30

 

 

 

6,541

 

Ending Net Reserves

 

$

13,176

 

 

$

12,510

 

 

$

14,975

 

Hurricanes Harvey, Irma and Maria impacted 2017 with a total estimated net loss for the year of $67.5 million and $0.3 million in additional Net RRPs.


Our estimated net losses in relation to these events were derived from ground-up analysis of our in-force contracts providing coverage in the affected regions. These analyses include information from brokers or customers and also consider catastrophe modeling analyses, underwriters’ review of certain contracts and industry and/or statistical estimates. Our estimates remain subject to change as additional data becomes available.

The magnitude and complexity of losses arising from these events inherently increases the level of uncertainty as well as management judgment involved in determining our estimated net reserve for loss expenses. As a result, our actual losses from these events may ultimately differ materially from our current estimates.

Alberta Wildfires

The following table sets forth our gross and net losses and LAE reserves, incurred losses and LAE, and payments for the Alberta Wildfires for the years ended December 31, 2017 and 2016:

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

Gross of Reinsurance

 

 

 

 

 

 

 

 

Beginning Gross Reserves

 

$

13,661

 

 

$

 

Plus:  Incurred Losses & LAE

 

 

(5,513

)

 

 

19,347

 

Less:  Calendar Year Payments

 

 

4,760

 

 

 

5,109

 

Less:  Foreign Currency Exchange Impact

 

 

(373

)

 

 

577

 

Ending Gross Reserves

 

$

3,761

 

 

$

13,661

 

 

 

 

 

 

 

 

 

 

Gross Case Loss Reserves

 

$

3,761

 

 

$

8,503

 

Gross IBNR Loss Reserves

 

 

 

 

 

5,158

 

Ending Gross Reserves

 

$

3,761

 

 

$

13,661

 

 

 

 

 

 

 

 

 

 

Net of Reinsurance

 

 

 

 

 

 

 

 

Beginning Net Reserves

 

$

7,263

 

 

$

 

Plus:  Net Incurred Losses & LAE

 

 

(2,581

)

 

 

11,682

 

Less:  Calendar Year Payments

 

 

3,459

 

 

 

4,119

 

Less:  Foreign Currency Exchange Impact

 

 

(255

)

 

 

300

 

Ending Net Reserves

 

$

1,478

 

 

$

7,263

 

 

 

 

 

 

 

 

 

 

Net Case Loss Reserves

 

$

1,478

 

 

$

5,008

 

Net IBNR Loss Reserves

 

 

 

 

 

2,255

 

Ending Net Reserves

 

$

1,478

 

 

$

7,263

 

The Alberta wildfires impacted 2016 with a total estimated net loss for the year of $11.7 million and $1.8 million in additional RRPs. During 2017, the net loss decreased by $2.6 million due to favorable development. The RRP decreased by $0.6 million.


Hurricane Joaquin

The following table sets forth our gross and net losses and LAE reserves, incurred losses and LAE, and payments for Hurricane Joaquin for the years ended December 31, 2017, 2016 and 2015:

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Gross of Reinsurance

 

 

 

 

 

 

 

 

 

 

 

 

Beginning Gross Reserves

 

$

1,486

 

 

$

22,735

 

 

$

 

Plus:  Incurred Losses & LAE

 

 

3,551

 

 

 

 

 

 

31,749

 

Less:  Calendar Year Payments

 

 

4,898

 

 

 

21,249

 

 

 

9,014

 

Ending Gross Reserves

 

$

139

 

 

$

1,486

 

 

$

22,735

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross Case Loss Reserves

 

$

77

 

 

$

572

 

 

$

3,113

 

Gross IBNR Loss Reserves

 

 

62

 

 

 

914

 

 

 

19,622

 

Ending Gross Reserves

 

$

139

 

 

$

1,486

 

 

$

22,735

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net of Reinsurance

 

 

 

 

 

 

 

 

 

 

 

 

Beginning Net Reserves

 

$

 

 

$

1,933

 

 

$

 

Plus:  Net Incurred Losses & LAE

 

 

 

 

 

 

 

 

10,000

 

Less:  Calendar Year Payments

 

 

 

 

 

1,933

 

 

 

8,067

 

Ending Net Reserves

 

$

 

 

$

 

 

$

1,933

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Case Loss Reserves

 

$

 

 

$

 

 

$

1,933

 

Net IBNR Loss Reserves

 

 

 

 

 

 

 

 

 

Ending Net Reserves

 

$

 

 

$

 

 

$

1,933

 

Hurricane Joaquin impacted 2015 with a total estimated net loss for the year of $10.0 million and $4.0 million in additional RRPs. At December 31, 2016 the RRPs were $2.6 million, reduced by $1.3 million as a result of losses reported not subject to excess of loss reinsurance protection.  At December 31, 2017, there was an overall RRP increase of $0.4 million as a result of a $3.6 million increase in gross losses with no net loss impact.

Reinsurance Recoverables

Reinsurance recoverable includes the balances due to us from reinsurance companies for paid and unpaid losses and loss expenses, based on contracts in force, and are presented net of a reserve for uncollectible reinsurance which is determined based upon a review of the financial condition of the reinsurers and other factors.  We determine the reinsurance recoverable on unpaid losses and loss expenses using actuarial estimates, as well as a determination of our ability to cede unpaid losses and loss expenses under existing reinsurance contracts.  Although reinsurance makes the reinsurer liable to our Company to the extent the risk is transferred or ceded to the reinsurer, ceded reinsurance arrangements do not eliminate the obligation to pay claims to the policyholders.  Accordingly, our Company bears credit risk with respect to the reinsurers.  Specifically, the reinsurers may not pay claims made by our Company on a timely basis, or they may not pay some or all of these claims.  Either of these events would increase the costs and could have a material adverse effect on our business.

The exposure to credit risk from any one reinsurer is actively managed through diversification by reinsuring with a number of different reinsurers, principally in the United States and European reinsurance markets.  When reinsurance is placed, the standards of acceptability require a reinsurer rating from A.M. Best and/or S&P of “A” or better, or an equivalent financial strength if not rated, plus at least $500 million in policyholders’ surplus.  The Reinsurance Security Committee, which is included within the Enterprise Risk Management Finance and Credit Sub-Committee, monitors the financial strength of the reinsurers and the related reinsurance recoverables and periodically reviews the list of acceptable reinsurers.

Our Company has established a reserve for uncollectible reinsurance in the amount of $12.6 million and $12.1 million as of December 31, 2017 and 2016, respectively. Our reserve is determined by considering reinsurer specific default risk as indicated by their financial strength ratings, as well as additional default risk for asbestos and environmental related recoverables or an individual impairment assessment for certain reinsurers that exhibit additional default risk. Actual uncollectible reinsurance could potentially differ from the estimate.  The increase in our reserves for uncollectible reinsurance as compared to 2016 is driven primarily by one of our reinsurers having been placed in liquidation by the State of California. We continue to monitor the liquidation process and assess our potential exposure.


Refer to Note 6, Ceded Reinsurance, in the Notes to Consolidated Financial Statements for additional information.

Critical Accounting Estimates

We prepare our financial statements in accordance with GAAP, which requires the use of estimates and assumptions.  Our consolidated financial statements include amounts that, either by their nature or due to requirements of GAAP, are determined using best estimates and assumptions.  Management has discussed and reviewed the development, selection, and disclosure of critical accounting estimates with our Company’s Audit Committee.  While we believe that the amounts included in our consolidated financial statements reflect our best judgment, actual amounts could ultimately materially differ from those currently presented.

We believe the items that require the most subjective and complex estimates involve the reporting of:

The reservesReserves for lossesLosses and LAE (including losses that have occurred but were not reported to us by the financial reporting date);

Reinsurance recoverables,Recoverables, including a provision for uncollectible reinsurancereinsurance;

Written and unearned premiumUnearned Premium;

The recoverabilityRecoverability of deferred tax assetsDeferred Tax Assets;

The impairmentImpairment of investment securitiessecurities; and

Valuation of invested assets.

Reserves for Losses and LAE

Reserves for losses and LAE represent an estimate of the expected cost of the ultimate settlement and administration of losses, based on facts and circumstances then known less the amount paid to date.  ActuarialOur actuaries calculate indicated IBNR loss reserves by UWY for major product groupings using standard actuarial methodologies, which are employedprojection or extrapolation techniques, including: (a) the loss ratio method, (b) the loss development method, and (c) the Bornhuetter-Ferguson method.  Each of these methodologies is generally applicable to assistboth long tail and short tail lines of business depending on a variety of circumstances.  Informed subjective judgments as to our ultimate exposure to losses are an integral component of our loss reserving process due to numerous factors that contribute to the inherent uncertainty in the process of establishing such estimatesloss reserves, including:

Inflationary pressures (medical and include judgmentseconomic) that affect the size of losses;

Judicial, regulatory, legislative, and legal decisions that affect insurers’ liabilities;

Changes in the frequency and severity of losses;

Changes in the underlying loss exposures of our policies; and

Changes in our claims handling procedures.

A review of the emergence of actual losses relative to estimatesexpectations for each line of future claims severitybusiness generally derived from the quarterly and/or semi-annual in depth reserve analyses is conducted to determine whether the assumptions used in the reserving process continue to form a reasonable basis for the projection of liabilities for each product line.  As time passes, estimated loss reserves for an UWY will be based more on historical loss activity and frequency, length of time to develop to ultimate, judicial theories of liability and other third party factors, which are often beyond our control. No assurance can be given that actual claims made and related payments will not be in excess of the amounts reserved.loss development patterns rather than on assumptions based on underwriters' input, pricing assumptions or industry experience.  During the loss settlement period, it often becomes necessary to refine and adjust the estimates of liability on a claim either upward or downward.  Even after such adjustments, ultimate liability may exceed or be less than the revised estimates.

The numerous factors that contribute to the inherent uncertainty in the process of establishing loss reserves include: interpreting loss development activity, emerging economic and social trends, inflation, changes in the regulatory and judicial environment and changes in our operations, including changes in underwriting standards and claims handling procedures. The process of establishing loss reserves is complex and imprecise, as it must take into account many variables that are subject to the outcome of future events. As a result, informed subjective judgments as to our ultimate exposure to losses are an integral component of our loss reserving process.

Our actuaries calculate indicated incurred but not reported (“IBNR”) loss reserves for each line of business by underwriting year (“UWY”) by major product groupings using standard actuarial methodologies, which are projection or extrapolation techniques: the loss ratio method, the loss development method and the Bornheutter-Ferguson method. In general the loss ratio method is used to calculate the IBNR for only the most recent UWYs in the absence of any statistical data upon which to estimate ultimate losses while the Bornheutter-Ferguson method is used to calculate the IBNR for recent years where a statistical basis exists for that computation with the loss development method used for more mature UWYs. When appropriate such methodologies are supplemented by the frequency/severity method, which are used to analyze and better comprehend loss development patterns and trends in the data when making selections and judgments. Each of these methodologies, which are described below, are generally applicable to both long tail and short tail lines of business depending on a variety of circumstances. In utilizing these methodologies to develop our IBNR loss reserves, a key objective of management in making their final selections is to deliberate with our actuaries to identify aberrations and systemic changes occurring within historical experience and accurately adjust for them. This process requires the substantial use of informed judgment and is inherently uncertain as itNo assurance can be influenced by numerous factors including:

Inflationary pressures (medicalgiven that actual claims made and economic) that affectrelated payments will not be in excess of the size of losses;

amounts reserved.

Judicial, regulatory, legislative, and legal decisions that affect insurers’ liabilities;

Changes in the frequency and severity of losses;

Changes in the underlying loss exposures of our policies;

Changes in our claims handling procedures.

For non-statistical claim events, i.e., where historical patterns are not available for applicable, expert judgment by claims professionals with input from underwriting and management are used. Such instances relate to the IBNR loss reserve processes for our Hurricane losses and our asbestos exposures.

A brief summary of each actuarial method discussed above follows:

Loss ratio method

This method is based on the assumption that ultimate losses vary proportionately with premiums.  Pursuant to the loss ratio method, IBNR loss reserves are calculated by multiplying the earned premium by an expected ultimate loss ratio to estimate the ultimate losses for each UWY, then subtracting the reported losses, consisting of paid losses and case loss reserves, to determine the IBNR loss reserve amount.  The ultimate loss ratios applied are our Company’s best estimates for each UWY and are generally determined after evaluating a number of factors which include: information derived by underwriters and actuaries in the initial pricing of theour business, the ultimate loss ratios established in the prior accounting period and the related judgments applied, the ultimate loss ratios of previous UWYs, premium rate changes, underwriting and coverage changes, changes in terms and conditions, legislative changes, exposure


trends, loss development trends, claim frequency and severity trends, paid claims activity, remaining open case reserves and industry data where deemed appropriate.  Such factors are also evaluated when selecting ultimate loss ratios and/or loss development factors in the methods described below.

Bornheutter-FergusonBornhuetter-Ferguson method

The Bornheutter-FergusonBornhuetter-Ferguson method calculates the IBNR loss reserves as the product of the earned premium, an expected ultimate loss ratio, and a loss development factor that represents the expected percentage of the ultimate losses that have been incurred but not yet reported.  The loss development factor equals one hundred percent less the expected percentage of losses that have thus far been reported, which is generally calculated as an average of the percentage of losses reported for comparable reporting periods of prior UWY.UWYs.  The expected ultimate loss ratio is generally determined in the same manner as in the loss ratio method.

Loss development method

The loss development method, also known as the chainladderchain ladder or the link-ratio method, develops the IBNR loss reserves by multiplying the paid or reported losses by a loss development factor to estimate the ultimate losses, then subtracting the reported losses, consisting of paid losses and case loss reserves, to determine the IBNR loss reserves.  The loss development factor is the reciprocal of the expected percentage of losses that have thus far been reported, which is generally calculated as an average of the percentage of losses reported for comparable reporting periods of prior UWYs.

Frequency/severity method

The frequency/severity method calculates the IBNR loss reserves by separately projecting claim count and average cost per claim data on either a paid or incurred basis. It estimates the expected ultimate losses as the product of the ultimate number of claims that are expected to be reported and the expected average amount of these claims.

Actuarial loss studies are conducted by our Company’s actuaries at various times throughout the year for major lines of business employing the methodologies as described above. Additionally, a review of the emergence of actual losses relative to expectations for each line of business generally derived from the quarterly and/or semi-annual in depth reserve analyses is conducted to determine whether the assumptions used in the reserving process continue to form a reasonable basis for the projection of liabilities for each product line. Such reviews may result in maintaining or revising assumptions regarding future loss development based on various quantitative and qualitative considerations. If actual loss activity differs from expectations, an upward or downward adjustment to loss reserves may occur. As time passes, estimated loss reserves for an UWY will be based more on historical loss activity and loss development patterns rather than on assumptions based on underwriters’ input, pricing assumptions or industry experience.

The following discusses the method used for calculating the IBNR for each linevarious lines of business and key assumptions used in applying the actuarial methods described.

The period between the dateApplication of loss occurrence and the final payment date of the ensuing claim(s) is referred to as the “claim-tail.” Short-tail business generally describes Product lines for which losses are typically known and paid shortly after the loss actually occurs. For example, a personal accident where no other parties were involved tends to be a short process. The ambiguity associated with our estimate of ultimate losses for any particular accident period diminishes quickly as actual loss experience develops. Long-tail business defines lines of business for which specific losses may not be known or reported for a longer period and claims can take significant time to settle. For long-tail lines such as General Liability, the time lag for reporting claims is greater than it is in short-tail lines. Facts and information are frequently not complete at the time case reserves are established, and because there is a higher risk for additional litigation, final settlement amounts are unknown. Each business segment is analyzed individually, with development characteristics for each short-tail and long-tail line of business identified and applied accordingly.

Actuarial Methods

Marine

Generally, two key assumptions are used by our actuaries in setting IBNR loss reserves for major products in this line of business. The first assumption is that our historical experience regarding paid and reported losses for each product where we have sufficient history can be relied on to predict future loss activity. The second assumption is that our underwriters’ assessments as to potential loss exposures are reliable indicators of the level of our expected loss activity. The specific loss reserves for Marine are then analyzed separately by product based on such assumptions, except where noted below, with the major products including Marine Liability, Cargo, Protection and Indemnity (“P&I”), Transport and Bluewater Hull.

The claims emergence patterns for various Marine Product lines vary substantially. Our largest Marine Product line is Marine Liability, which has one of the longer loss development patterns. Marine Liability protects an insured’s business from Liability to third parties stemming from their marine-related operations, such as terminal operations, stevedoring and marina operations. Since Marine Liability claims generally involve a dispute as to the extent and amount of legal liability that our insured has to a third party, these claims tend to take a longer time to develop and settle. Other Marine Product lines have considerably shorter periods in which losses develop and settle. Ocean Cargo insurance, for example, provides physical damage coverage to goods in the course of transit by water, air or land. By their nature, Cargo claims tend to be reported quickly as losses typically result from an obvious peril such as fire, theft or weather. Similarly, Bluewater Hull insurance provides coverage against physical damage to ocean-going vessels. Such claims for physical damage generally are discovered, reported and settled quickly. Relatively short tailed Marine lines with a third party liability component include P&I Insurance, which provides coverage for third party liability as well as injury to crew for vessel operators, and Transport insurance, which provides both property and third party liability on a primary basis to business such as port authorities, marine terminal operators and others engaged in infrastructure of international transportation. Our Company currently has extensive experience for all of these products and thus the IBNR loss reserves for all of the Marine Products are determined using the key assumptions and actuarial methodologies described above. Prior to 2007, however, as discussed below in the sensitivity analysis, our Company did not have sufficient experience in the Transport product line and instead used its Hull and Liability products loss development experience as a key assumption in setting the IBNR loss reserves for its Transport product.

Property Casualty

The reserves for P&CReserves are established separately for each major Product line, such as Offshore Energy, Excess Casualty, and Accident and Health (“A&H”), reinsurance. Within Primary Casualty, the reserves are established separately for construction and non-construction risks.product.  Our actuaries generally assume that historical loss development patterns are reasonable predictors of future loss patterns and deployapply a variety of traditional actuarial techniques to develop a reasonable expectation of ultimate losses. However, there are a number of products for which our Company has insufficient experience so as to generate credible actuarial projections.  In those instances, we typically evaluate overall industry experience, rely on the input of underwriting, and claims executives in setting assumptions for our IBNR reserves.  We also attempt to make reasonable provisions for the impact of economic, legal and competitive trends in projecting future loss development.

A substantial portionOur actuarial IBNR estimation approach is based on the nature of our Primary Casualty loss reserves are for liability policies issued to contractors, manythe data generated by the lines of which are operating in California and other western states which have experienced significant amounts of litigation involving allegations of construction defect. Accordingly, Contractor Liability claims are categorized into two claim types: construction defect and other general liability. Other general liability claims typically derive from worksite accidents or from negligence alleged by third parties, and frequently takebusiness being reviewed.  Each business line can be characterized as either a long time to report and settle. construction defect claims involve the discovery of damage to buildings that was caused by latent construction defects. These claims take a very long time to report and to settle compared to other general liability claims. Since construction defect claims report much later than other Contractor Liability claims, they are analyzed separately in our quarterly actuarial loss studies.

We have extensive history in the Contractors’ Liability business upon which to perform actuarial analyses and we use the key assumption noted above relating to our own historical experience as a reliable indicator of the future for this product. However, there is inherent uncertainty in the loss reserve estimation process for thisor short tailed line of business given bothor, if it is a new business line, the long-tail naturelength of the liability claimstail would not necessarily be immediately relevant and it would be treated only as a new business line.  

Short tailed lines of business have the continuing underwritingleast uncertainty of the three groups.  For short tailed lines of business there is typically a mature or close to mature dataset from which to select patterns and coverage changes, claims handlingestimates.  Thus, the actuaries would generally apply a combination of loss development method and reserve changes,Bornhuetter-Ferguson methods that rely on internal historical patterns and legislative changes that have occurred overlosses.

For long tailed lines of business the uncertainty is greater.  Due to the amount of time it takes a several year period. Such factors are judgmentally taken into account in thislong tailed segment to mature, there is uncertainty with regards to how any line of business or year will settle as well as uncertainty with regards to the path it will take to settle.  Additionally, due to their long tailed nature, many of the lines of business that are not new but are long tailed may not have a mature historical dataset from which to derive credible estimates for reserving.  For these segments, while standard actuarial reserving methods would usually be applied, the loss development method would generally only be applied in specific periods. Thethe more mature years where the expectation is that they are close to ultimate.  Where internal data on long tailed lines lacks sufficient credibility, overall industry experience would be evaluated and the input of underwriting and coverage changes includeclaims executives in setting assumptions would be considered.

For new business the migration to a non-admitted business from admitted business in 2003, which allowed us to exclude certain exposures previously permitted (for example, exposure to construction work performed prior toassumption is that internal historical data would not be available and the policy inception), withdrawals from certain contractor classes previously underwrittenactuaries will typically evaluate based on overall industry experience, and expansion into new states beginning in 2005. Claims changes include bringing the claim handling in-house in 1999 and changes in case reserving practices in 2003, 2006 and 2011. During 2010 and 2011, we also significantly increased our claims staff and improved our claims procedures, which has allowed our Company to respond more quickly to reported construction defect claims. Our Company is closely monitoring the impact of these effectsrely on the adequacyinput of our caseunderwriting, and claims executives in setting assumptions for IBNR loss reserves.  After analysis of the factors above, Management believes that our reserves remain adequate to address our exposure to construction defect losses, but given the uncertainties noted above,Early on, unless there is a risk that ourcredible industry pattern or internal complementary line of business pattern, the loss ratio method would be applied and patterns would only be applied as the business begins to mature.  If there is a credible complementary or industry pattern Bornhuetter-Ferguson methods might be applied initially as well, particularly if it is a short tailed line of business.


The data distribution as of December 31, 2017 as measured by net case reserves for construction defect losses may ultimately prove to be inadequate, perhaps in a material manner.

outstanding is as follows:

 

Short Tailed

 

 

Long Tailed

 

 

New Business

 

 

Total

 

U.S. Insurance:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

61.2

%

 

 

38.8

%

 

 

0.0

%

 

 

100.0

%

P&C

 

5.5

%

 

 

91.0

%

 

 

3.5

%

 

 

100.0

%

Professional Liability

 

0.0

%

 

 

99.8

%

 

 

0.2

%

 

 

100.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Int'l Insurance:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

61.8

%

 

 

35.2

%

 

 

3.0

%

 

 

100.0

%

P&C

 

56.5

%

 

 

7.6

%

 

 

35.9

%

 

 

100.0

%

Professional Liability

 

0.0

%

 

 

99.4

%

 

 

0.6

%

 

 

100.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GlobalRe

 

80.2

%

 

 

9.8

%

 

 

10.0

%

 

 

100.0

%

Offshore Energy provides physical damage coverage to offshore oil platforms along with offshore operations related to oil exploration and production. The significant Offshore Energy claims are generally caused by fire or storms, and thus tend to be large, infrequent, quickly reported, but occasionally not quickly settled because the damage is often extensive and not always immediately known.

Primary Casualty insurance provides Primary General Liability coverage principally to corporations in the construction, real estate and manufacturing sector. Excess Casualty insurance is purchased by corporations, which seek higher limits of liability than are provided in their Primary Casualty policies.

Assumed Reinsurance provides proportional and excess-of-loss treaty coverage for several niche lines: A&H, Agriculture, Latin America (“LatAm”), and Professional Liability. The A&H reinsurance line primarily provides reinsurance coverage for individual medical claims that occur with small frequency. The Agriculture reinsurance line primarily provides reinsurance coverage related to crop insurance schemes, most of which are sponsored by governmental bodies in the United States (“U.S.”) and Canada. The LatAm line primarily provides reinsurance coverage for individual risk and catastrophic Property exposures, Liability exposures, and Surety Bonds in Central and South America and the Spanish-speaking Caribbean. The Professional Liability line primarily provides reinsurance coverage for exposure related to medical malpractice and other miscellaneous Professional Liability policies.

Professional LiabilitySensitivity Analysis

The Professional Liability policies mainly provide coverage onfollowing table provides a claims-made basis mostly for a one-year period. The reserves for Professional Liability are analyzed separately by product. The major products are Management Liability and Errors and Omissions (“E&O”), Insurance. For Management Liability, we evaluate and set loss reserves separately for Primary policies and Excess policies for U.S. corporations.

The losses for Management Liability business are generally very severe and infrequent, and with some cases, involving securities class actions. Management Liability claims report reasonably quickly, but take years to settle. In addition,sensitivity analysis of our potential liability to pay a covered claim depends upon whether we have issued a Primary policy, in which case the cost of defense is a large component of the ultimate loss, or an excess policy at a higher attachment point, in which case our policy is not impacted until the covered claim has exceeded the coverage available in the other policies that our policy is in excess-of-loss. Our loss estimates are based on expected losses, an assessment of the characteristics of reported losses at the claim level, evaluation of loss trends, industry data, and the legal, regulatory and current risk environment. Significant judgment is involved because anticipated loss experience in this area is less predictable due to the small number of claims and/or erratic claim severity patterns. As time passes for a given UWY, we place additional weight on assumptions relating to our actual experience and claims outstanding. The expected ultimate losses may be adjusted up or down as the UWYs mature.

Lloyd’s Operations

Net Reserves for our Company’s Lloyd’s Operations are reviewed separately for the Marine, P&C,Losses and Professional Liability lines by product. The major Marine Products are Marine Liability, Transport, Marine Energy Liability, Cargo, Specie and Marine Reinsurance. The major P&C Products are Offshore Energy, Engineering, Onshore Energy, Operational Engineering and Direct and Facultative Property. The major products for Professional Liability are International Management Liability and International E&O.

The Marine Liability, Offshore Energy and Cargo Products and related loss exposures are similar in nature to that described for Marine business above. Specie insurance provides property coverage for jewelry, fine art, vault and cash in transit risks. Claims tend to be from theft or damage, quick to report and, in most cases, quick to settle. Marine reinsurance is a diversified global bookLAE as of reinsurance, the majority of which consists of excess-of-loss reinsurance policies for which claims activity tends to be large and infrequent with loss development somewhat longer than for such products written on a direct basis. Marine reinsurance reinsures Liability, Cargo, Hull and Offshore Energy exposures that are similar in nature to the Marine business described above.

The process for establishing the IBNR loss reserves for the Marine and Professional Liability lines of the Lloyd’s Operations, and the assumptions used as part of this process, are similar in nature to the process employed by the Insurance Companies.

The Lloyd’s Operations products also include Property coverages for engineering and construction projects and Onshore Energy business, which are substantially reinsured. Losses from engineering and construction projects tend to result from loss of use due to construction delays while losses from Onshore Energy business are usually caused by fires or explosions. Large losses tend to be catastrophic in nature and are heavily reinsured. IBNR loss reserves for attritional losses are established based on the Syndicate’s extensive loss experience.

Sensitivity AnalysisDecember 31, 2017:

 

       Reasonably Likely Range of Deviation 

In thousands, except per share amounts

  Total Net
Loss Reserve
   Strengthening
Amount
  %  Release
Amount
  % 

Insurance Companies:

       

Marine

  $194,743    $18,373    9.4 $20,287    -10.4

Property Casualty

   655,320     73,014    11.1  82,168    -12.5

Professional Liability

   142,858     25,680    18.0  31,308    -21.9
  

 

 

   

 

 

   

 

 

  

Total Insurance Companies(1)

 992,921   90,033   9.1 99,011   -10.0

Lloyd’s Operations:

Marine

 214,461   12,749   5.9 13,554   -6.3

Property Casualty

 39,563   2,787   7.0 2,998   -7.6

Professional Liability

 61,191   7,058   11.5 7,978   -13.0
  

 

 

   

 

 

   

 

 

  

Total Lloyd’s Operations(1)

 315,215   17,996   5.7 19,086   -6.1
  

 

 

   

 

 

   

 

 

  

Subtotal

 1,308,136   108,029   118,097  

Portfolio Effect(1)

 —     (20,285 (24,044
  

 

 

   

 

 

   

 

 

  

Total

$1,308,136  $87,744   6.7$94,053   -7.2
  

 

 

   

 

 

   

 

 

  

Increase (decrease) to net income

Amount

$57,034  $(61,134

Per Share(2)

$3.89  $(4.17

 

 

 

 

 

 

Reasonably Likely Range of Deviation

 

 

 

Total Net

 

 

Strengthening

 

 

 

 

 

 

Release

 

 

 

 

 

amounts in thousands

 

Loss Reserve

 

 

Amount

 

 

%

 

 

Amount

 

 

%

 

U.S. Insurance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

$

103,694

 

 

$

3,950

 

 

 

3.8

%

 

$

3,805

 

 

 

3.7

%

    P&C

 

 

892,555

 

 

 

42,856

 

 

 

4.8

%

 

 

40,892

 

 

 

4.6

%

Professional Liability

 

 

113,423

 

 

 

11,558

 

 

 

10.2

%

 

 

10,489

 

 

 

9.2

%

Portfolio Effect (1)

 

 

 

 

 

 

(17,399

)

 

 

 

 

 

 

(15,680

)

 

 

 

 

Total U.S. Insurance

 

$

1,109,672

 

 

$

40,965

 

 

 

3.7

%

 

$

39,506

 

 

 

3.6

%

Int'l Insurance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

$

221,318

 

 

$

27,075

 

 

 

12.2

%

 

$

24,124

 

 

 

10.9

%

    P&C

 

 

103,479

 

 

 

16,121

 

 

 

15.6

%

 

 

13,948

 

 

 

13.5

%

Professional Liability

 

 

118,674

 

 

 

41,453

 

 

 

34.9

%

 

 

30,722

 

 

 

25.9

%

Portfolio Effect (1)

 

 

 

 

 

 

(32,134

)

 

 

 

 

 

 

(21,839

)

 

 

 

 

Total Int'l Insurance

 

$

443,471

 

 

$

52,515

 

 

 

11.8

%

 

$

46,955

 

 

 

10.6

%

GlobalRe

 

 

152,237

 

 

 

38,550

 

 

 

25.3

%

 

 

30,761

 

 

 

20.2

%

Subtotal

 

$

1,705,380

 

 

$

132,030

 

 

 

 

 

 

$

117,222

 

 

 

 

 

Portfolio Effect (1)

 

 

 

 

 

(79,840

)

 

 

 

 

 

 

(66,582

)

 

 

 

 

Group Total

 

$

1,705,380

 

 

$

52,190

 

 

 

3.1

%

 

$

50,640

 

 

 

3.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Increase (Decrease) to Net Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amount

 

 

 

 

 

$

(41,230

)

 

 

 

 

 

$

40,005

 

 

 

 

 

Per Share (2)

 

 

 

 

 

$

(1.37

)

 

 

 

 

 

$

1.33

 

 

 

 

 

 

(1) - The totals for each segment are adjusted for portfolio effect.  The portfolio effect is the reduction in risk which arises out of diversification in the portfolio.

(2) - Calculated using average diluted shares of 14,646,36930,071 for the year ended December 31, 2014.2017.

A range of reasonable estimates has been developed based on the historical volatility of held reserves versus current estimates for the purposes of this sensitivity analysis. The history indicates that our held reserves tend to be 9.7% redundant with a standard deviation of 10.3%. We have ignored the historical conservatism and built a range around the current held amounts. Our Company’s lines of business, the market pricing adequacy and our Company’s underwriting strategies have changed dynamically over the past eleventen years. There is thus a significant risk that the potential volatility of the current reserve estimates could differ in a material manner from the historical trends.

Actual emergence will vary and may exceed the historical variation. The actual losses may not emerge as expected which would cause the ranges to expand or contract from year to year.  The impact from the shift on ranges will be greater for lines with longer emergence patterns. The individual lines will also have greater variance than the range for the entire book of business. The statistical variation is expected to have a somewhat higher range of deterioration than savings.  The history in itself is only a rough estimate of the potential volatility. The ranges have been refined by reserve segment in three categories – Marine, Property Casualty and Professional Liability. These groupings give a sense of the volatility by sub-group but are not intended to be rigorous estimates even if such were possible. The computation of each range represents the central 50%50.0% of outcomes.  The specific movement ofwithin our reporting segments in an individual year may not fall within this range. There is a significant risk that the potential volatility of the current reserve estimates could differ in a material manner from the historical trends.  The total reserve variability is not equal to the sum of the segment variability due to the benefit of diversification.


Reinsurance Recoverables

We are required to pay losses even if a reinsurer fails to meet its obligations under the applicable reinsurance agreement. Reinsurance recoverables are established for the portion of the loss reserves that are ceded to reinsurers.  Reinsurance recoverables are determined based upon the terms and conditions of reinsurance contracts, which could be subject to interpretations that differ from our own based on judicial theories of liability.  We are required to pay losses even if a reinsurer fails to meet its obligations under the applicable reinsurance agreement. We bear credit risk with respect to our reinsurers, which can be significant considering that certain of the reserves remain outstanding for an extended period of time. Additional information regarding our reinsurance recoverables can be found in the “Business - Reinsurance Recoverables” section and Note 6,Reinsurance, in the notes to the consolidated financial statements, both included herein.

Written and Unearned Premium

Substantially all of our business is placed through agents and brokers.  Written premium is recorded based on the insurance policies that have been reported to us and the policies that have been written by agents but not yet reported to us.  We estimate the amount of written premium not yet reported based on judgments relative to current and historical trends of the business being written.  An unearned premium reserve is established to reflect the unexpired portion of each policy at the financial reporting date.  Assumed and ceded reinsurance reinstatement premiumsRRPs are written and fully earned in the period in which the loss event, which caused the reinstatement premium, occurred.

A portion of our premium is estimated for unreported premium, mostly for theour Marine businessand Energy & Engineering products written by our U.K. Branch and Lloyd’s OperationsInt’l Insurance reporting segment, as well as theour A&H, Marine, P&C, Specialty Casualty, Agriculture and LatAm reinsurance businessSurety products written by NavRe. We generally do not experience any significant backlog in processing premiums.our GlobalRe reporting segment. Such premium estimates are generally based on submission data received from brokers and agents and recorded when the insurance policy or reinsurance contract is written or bound.  The estimates are regularly reviewed and updated taking into account the premium received to date versus the estimate and the age of the estimate.  To the extent that the actual premium varies from the estimates, the difference, along with the related loss reserves and underwriting expenses, is recorded in current operations.

We also record the ceded portion of the estimated gross written premium and related acquisition costs.  The earned gross, ceded and net premiums are calculated based on our earning methodology, which is generally over the policy period.  Losses are also recorded in relation to the earned premium.  The estimate for losses incurred on the estimated premium is based on an actuarial calculation consistent with the methodology used to determine incurred but not reported loss reserves for reported premiums.

Additional information regarding our written and unearned premium can be found in Note 1,Organization and Summary of Significant Accounting Policies, and Note 6,Reinsurance, in the Notes to Consolidated Financial Statements, both included herein.

The Recoverability of Deferred Tax Assets

We apply the asset and liability method of accounting for income taxes wherebyrecognize deferred tax assets and liabilities, are recognized for the future tax consequences attributable towhich primarily result from temporary differences between the financial statement carrying amounts recorded in our Consolidated Financial Statements and the tax basis of existingour assets and liabilities and their respective tax basis. In assessingliabilities.  At each balance sheet date, we assess the realization ofneed to establish a valuation allowance that reduces deferred tax assets management considers whetherwhen it is more likely than not that all, or some portion, of the deferred tax assets will not be realized.  These reviews include, among other factors, the nature and amountThe valuation allowance is based on all available information including projections of thefuture taxable income from each tax-paying component in each tax jurisdiction, principally derived from available tax planning strategies.  Projections of future taxable income incorporate several assumptions of future business and expense items,operations that are apt to differ from actual experience. We regularly review our deferred tax assets for recoverability, taking into consideration our history of earnings, expectations for future earnings, taxable income in carryback years and the expected timing of when assets will be used or liabilities will be required to be reported, as well as the reliabilityreversals of historical profitability of businesses expected to provide future earnings. After review, if management determines that the realization of the tax asset does not meet theexisting temporary differences. When we believe it is more likely than not criterion an offsetting valuation allowance is recorded, which reduces net earnings and thethat a deferred tax asset will not be realized, we establish a valuation allowance for that deferred tax asset.  Our valuation allowance as of December 31, 2017 is $1.8 million.

We have accounted for the tax effects of the Tax Act on a provisional basis. SAB 118 has provided guidance for companies that are still analyzing their accounting for the income tax effects of the Tax Act in that period. Additional information regardingthe period of enactment, allowing for a measurement period of up to one year after the enactment date to finalize the recording of the related tax impacts. As of December 31, 2017, we have made a reasonable estimate of the effects on our deferred tax assets can be found in Note 1, Organizationbalances and Summary of Significant Accounting Policies, and Note 7,Income Taxes, in the Notes to Consolidated Financial Statements, both included herein.Transition Tax.

Impairment of Investment Securities

Management regularly reviews our fixed maturityFixed Maturity and equity securitiesEquity Securities portfolios to evaluate the necessity of recording impairment losses for other-than-temporary declines in the fair value of investments.

For fixed maturity securities, we consider our intent to sell a security and whether it is more likely than not that, we will be required to sell a security before the anticipated recovery as part of the process of evaluating whether a security’s unrealized loss represents an other-than-temporary decline. For structured securities, we assess whether the amortized cost basis of a fixed maturity security will be recovered by comparing the present value of cash flows expected to be collected to the current book value. Any shortfalls of the present value of the cash flows expected to be collected in relation to the amortized cost basis is considered the credit loss portion of net other-than-temporary impairment (“OTTI”) losses and is recognized in earnings. All non-credit losses are recognized as changes in OTTI losses within Other Comprehensive Income (“OCI”).

For equity securities, in general, our Company focuses its attention on those securities with a fair value less than 80% of their cost for six or more consecutive months. If warranted as the result of conditions relating to a particular security, our Company will focus on a significant decline in fair value regardless of the time period involved. Factors considered in evaluating potential impairment include, but are not limited to, the current fair value as compared to cost of the security, the length of time the investment has been below cost and by how much the investment is below cost. If these securities are deemed to be other-than-temporarily impaired, the cost is written down to fair value with the loss recognized in earnings.

For equity securities, our Company also considers its intent to hold securities as part of the process of evaluating whether a decline in fair value represents an other-than-temporary decline in value. For fixed maturity securities, our Company considers its intent to sell a security and whether it is more likely than not that our Company will be required to sell a security before the anticipated recovery as part of the process of evaluating whether a security’s unrealized loss represents an other-than-temporary decline.  Our Company’s ability to hold such securities is supported by sufficient cash flow from its operations and from maturities within its investment portfolio in order to meet its claims payment and other disbursement obligations arising from its underwriting operations without selling such investments. With respect to securities where the decline in value is determined to be temporary and the security’s value is not written down, a subsequent decision may be made to sell that security and realize a loss. Subsequent decisions on security sales are made within the context of overall risk monitoring, changing information and market conditions.

The day to day management of our investment portfolio is outsourcedthe largest component of consolidated assets and a multiple of stockholder’s equity.  OTTI could be material to third party investment managers. While these investment managers may, at a given point in time, believe that the preferred course of action is to hold securities with unrealized losses that are considered temporary until such losses are recovered, the dynamic nature of the portfolio management may result in a subsequent decision to sell the securityour financial condition and realize the loss based upon a change in the market and other factors described above. Investment managers are required to notify management of rating agency downgrades of securities in their portfolios as well as any potential investment valuation issues at the end of each quarter. Investment managers are also required to notify management, and receive approval, prior to the execution of a transaction or series of related transactions that may result in a realized loss above a certain threshold. Additionally, management monitors the execution of a transaction or series of related transactions that may result in any realized loss up until a certain period beyond the close of a quarterly accounting period.

Results of Operations

The following is a discussion and analysis of our consolidated and segment results of operations for the years ended December 31, 2014, 2013 and 2012. Our financial results are presented on the basis of U.S. GAAP. However, in presenting our financial results, we discuss our performance with reference to net operating earnings, book value per share, underwriting profit or loss, and the combined ratio, all of which are non-GAAP financial measures of performance and/or underwriting profitability. Net operating earnings are calculated as net income less after-tax net realized gains (losses), after-tax net OTTI losses recognized in earnings, after-tax foreign exchange gains and losses resulting from foreign currency transactions (transactions denominated in a currency other than the entity’s functional currency) and translation adjustments (translation of foreign currency denominated assets and liabilities into the entity’s functional currency). Book value per share is calculated by dividing stockholders’ equity by the number of outstanding shares at any period end. Underwriting profit or loss is calculated from net earned premiums, less the sum of net losses and LAE, commission expenses, other operating expenses and other underwriting income (expense). The combined ratio is derived by dividing the sum of net losses and LAE, commission expenses, other operating expenses and other underwriting income (expense) by net earned premiums. A combined ratio of less than 100% indicates an underwriting profit and greater than 100% indicates an underwriting loss. We consider such measures, which may be defined differently by other companies, to be important in the understanding of our overall results of operations by highlighting the underlying profitability of our insurance business.

Summary of Consolidated Results

The following table presents a summary of our consolidated financial results for the years ended December 31, 2014, 2013 and 2012:

   Year Ended December 31,   Percentage Change 

In thousands, except for per share amounts

  2014   2013   2012   2014 vs.
2013
  2013 vs.
2012
 

Gross written premiums

  $1,432,353    $1,370,517    $1,286,465     4.5  6.5

Net written premiums

   1,000,138     887,922     833,655     12.6  6.5

Total revenues

   1,023,531     917,564     877,916     11.5  4.5

Total expenses

   882,995     825,291     786,180     7.0  5.0
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Pre-tax income (loss)

$140,536  $92,273  $91,736   52.3 0.6

Provision (benefit) for income taxes

 45,207   28,807   27,974   56.9 3.0
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Net income (loss)

$95,329  $63,466  $63,762   50.2 -0.5
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Net income (loss) per common share:

Basic

$6.69  $4.49  $4.54  

Diluted

$6.51  $4.42  $4.45  

Net income for the year ended December 31, 2014 was $95.3 million or $6.51 per diluted share compared to $63.5 million or $4.42 per diluted share for the year ended December 31, 2013. The increase over prior year is generally attributable to underwriting growth,

favorable loss emergence from prior accident years, the prior year effect of the non-recurring call premium expense on the 5.75% Senior Notes and the current year effect of the change in functional currency of the Lloyd’s Operations. These positive effects were offset by additional tax expense and interest expense over prior year.

Net income for the year ended December 31, 2013 was $63.5 million or $4.42 per diluted share compared to $63.8 million or $4.45 per diluted share for the year ended December 31, 2012.

Cash flow from operations was $222.5 million, $136.9 million and $96.7 million for the years ended December 31, 2014, 2013 and 2012. The increase in cash flow from operations for 2014 is largely attributable to a reduction in net losses paid, and to a lesser extent, a decrease in tax payments due to the use of prior year overpayments in the current year, partially offset by higher operating expenses resulting from increased headcount associated with growth in our business. The increase in cash flow from operations for 2013 is largely attributable to the growth of our business as well as improved collections on premiums receivable.

The following table presents our net operating earnings for the years ended December 31, 2014, 2013 and 2012:

In thousands, except per share amounts

  Twelve Months Ended December 31,  Percentage Change 
   2014  2013  2012  2014 vs.
2013
  2013 vs.
2012
 

Net income

  $95,329   $63,466   $63,762    50.2  -0.5

Less: after-tax realized (gains) losses

   (8,327  (14,910  (26,698  -44.2  -44.2

Plus: after-tax Call Premium on Senior Notes

   —      11,632    —      NM    NM  

Less: after-tax other (income) expense

   (6,534  —      —      NM    NM  

Add: after-tax OTTI

   —      1,557    561    NM    NM  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net operating earnings

  $80,468   $61,745   $37,625    30.3  64.1
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net operating earnings per common share:

      

Basic

   5.64    4.37    2.68    

Diluted

   5.49    4.30    2.63    

NM - Percentage change not meaningful

Net operating earnings for the year ended December 31, 2014 were $80.5 million or $5.49 per diluted share compared to $61.7 million or $4.30 per diluted share for the comparable period in 2013. The increase was largely attributable to stronger underwriting results from both our Insurance Companies and Lloyd’s Operations, inclusive of net favorable prior period reserve releases.

Net operating earnings for the year ended December 31, 2013 were $61.7 million or $4.30 per diluted share compared to $37.6 million or $2.63 per diluted share for the comparable period in 2012. The increase in our net operating earnings was largely attributable to stronger underwriting results.

Our book value per share as of December 31, 2014 was $71.93, increasing 13.2% from $63.54 as of December 31, 2013. The growth in our book value per share is primarily driven by $95.3 million of net income for the year ended December 31, 2014, and to a lesser extent, a $23.2 million after tax-increase in unrealized gains on our investment portfolio in connection with our investment in longer dated fixed income securities. Our consolidated stockholders’ equity increased 13.9% to $1.03 billion as of December 31, 2014 compared to $902.2 million as of December 31, 2013.

The following table presents our consolidated underwriting results and provides a reconciliation of our underwriting profit or loss to GAAP net income or loss for the years ended December 31, 2014, 2013 and 2012:

   Year Ended December 31,  Percentage Change 

In thousands

  2014  2013  2012  2014 vs.
2013
  2013 vs.
2012
 

Gross written premiums

  $1,432,353   $1,370,517   $1,286,465    4.5  6.5

Net written premiums

   1,000,138    887,922    833,655    12.6  6.5

Net earned premiums

   935,895    841,939    781,964    11.2  7.7

Net losses and loss adjustment expenses

   (545,229  (518,961  (497,433  5.1  4.3

Commission expenses

   (125,528  (113,494  (121,470  10.6  -6.6

Other operating expenses

   (196,825  (164,434  (159,079  19.7  3.4

Other underwriting income (expenses)

   595    (1,172  1,488    NM    NM  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Underwriting profit (loss)

  $68,908   $43,878   $5,470    57.0  NM  

Net investment income

   64,168    56,251    54,248    14.1  3.7

Net other-than-temporary impairment losses recognized in earnings

   —      (2,393  (858  NM    NM  

Net realized gains (losses)

   12,812    22,939    41,074    -44.1  -44.2

Other income (expense)

   10,061    —      —      NM    NM  

Call premium on Senior Notes

   —      (17,895  —      NM    NM  

Interest expense

   (15,413  (10,507  (8,198  46.7  28.2
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Income (loss) before income taxes

  $140,536   $92,273   $91,736    52.3  0.6

Income tax expense

   45,207    28,807    27,974    56.9  3.0
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net income

  $95,329   $63,466   $63,762    50.2  -0.5
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Losses and loss adjustment expenses ratio

   58.3  61.6  63.6  

Commission expense ratio

   13.4  13.5  15.5  

Other operating expense ratio(1)

   20.9  19.7  20.2  
  

 

 

  

 

 

  

 

 

   

Combined ratio

   92.6  94.8  99.3  
  

 

 

  

 

 

  

 

 

   

(1) - Includes Other operating expenses & Other underwriting income (expense)

NM - Percentage change not meaningful

Our 2014 net pre-tax underwriting profit of $68.9 million is $25.0 million greater than prior year of $43.9 million. The combined ratio for the year ended December 31, 2014 was 92.6% compared to 94.8% in 2013. The increase in net profit is due to strong underwriting results from our Insurance Companies and Lloyd’s Operations.

For the year ended December 31, 2014, our Insurance Companies reported an underwriting profit of $49.1 million, primarily driven by our Marine business, which reported $30.8 million of underwriting profit due to favorable loss emergence from prior accident years across all core product lines. In addition, our Property Casualty business reported an underwriting profit of $16.1 million, which includes $13.5 million of underwriting profit from our Excess Casualty division due in part to strong production attributable to the expansion of those underwriting teams and the continued dislocation of certain competitors, as well as $13.0 million of underwriting profit from our Assumed Reinsurance division mostly driven by growth and a lack of current accident year catastrophe activity from our LatAm P&C Products, and to a lesser extent, growth from our A&H product lines as we are starting to experience favorable loss trends from both those product lines. Partially offsetting the aforementioned underwriting profits is an $11.4 million underwriting loss from our Primary Casualty division in connection with net prior year reserve strengthening specific to Construction Liability issued to contractors operating in California and other western states. Our Professional Liability business reported an underwriting profit of $2.2 million primarily due in part to a recovery of prior period losses coming from a cash settlement of a contract dispute with a former third part administrator, partially offset by unfavorable loss emergence from our small lawyers product line, which is now in runoff.

For the year ended December 31, 2014, our Lloyd’s Operations reported an underwriting profit of $19.8 million which includes an underwriting profit of $9.6 million from our Lloyd’s Operations Property Casualty business driven by our Energy & Engineering division due to favorable current accident year loss trends, and to a lesser extent, prior year reserve releases from our Onshore Energy Product line. In addition, our Lloyd’s Operations Marine business reported an underwriting profit of $6.3 million driven by prior year reserve releases, which were offset by an $8.9 million Marine Liability loss, net of reinsurance and RRPs of $3.9 million, which involved the sinking of a vessel in South Korean waters. Our Lloyd’s Operations also includes an underwriting profit of $4.0 million from Professional Liability driven by favorable loss emergence.

Our 2013 pre-tax underwriting profit increased $38.4 million to a $43.9 million underwriting profit for December 31, 2013 compared to $5.5 million for the same period in 2012. The combined ratio for the year ended December 31, 2013 was 94.8%, compared to 99.3% for the year ended December 31, 2011. These increases were driven by strong underwriting results described below.

Our pre-tax underwriting profit for 2013 was driven by the mix of business and favorable loss trends of our Insurance Companies and our Lloyd’s Operations. Our Insurance Companies reported an underwriting profit of $25.6 million inclusive of $13.6 million and $16.3 million of underwriting profit from our Energy & Engineering and Marine divisions, respectively, in connection with favorable loss emergence from UWYs 2011 and prior. In addition, our Excess Casualty division produced an underwriting profit of $6.1 million as a result of continued strong production attributable to the expansion of those underwriting teams and the continued dislocation of certain competitors, partially offset by an underwriting loss of $5.8 million from our Management Liability division due to net reserve strengthening from UWYs 2010 and prior, and an underwriting loss of $3.4 million from businesses in run-off. Our Lloyd’s Operations reported an underwriting profit of $18.2 million due to continued favorable loss emergence from all businesses from UWYs 2011 and prior, partially offset by large current accident year losses from our Lloyd’s Operations Marine and Lloyd’s Operations Energy & Engineering divisions.

The combined ratio for the year ended December 31, 2012 was 99.3%. Our pre-tax underwriting profit for 2012 was affected by various significant events and adjustments during the year. A net loss of $20.4 million, inclusive of $8.3 million in RRPs, related to Superstorm Sandy was recorded in 2012. Gross of reinsurance our loss related to Superstorm Sandy was approximately $66.7 million. Refer to subsection “Net Losses and Loss Adjustment Expenses” within this section of the MD&A for additional disclosure related to Superstorm Sandy. Current accident year loss emergence of $14.5 million was recorded in our Agriculture product line and was driven by significant drought related crop losses across the U.S. Net losses of $13.9 million were also recorded, inclusive of $11.1 million in RRPs, related to several large losses from our Marine business, including the grounding of the cruise ship Costa Concordia off the coast of Italy. Net reserve releases of $47.2 million from our Lloyd’s Operations across all businesses and all divisions, most notably Lloyd’s Operations Marine. In addition to the above, the increase in our pre-tax underwriting profit in 2012 was affected by the mix of business and loss trends.

Revenues

The following table sets forth our gross written premiums, net written premiums and net earned premiums by segment and line of business for the years ended December 31, 2014, 2013, and 2012:

  Year Ended December 31, 
  2014  2013  2012 

In thousands

 Gross
Written
Premiums
  %  Net
Written
Premiums
  Net
Earned
Premiums
  Gross
Written
Premiums
  %  Net
Written
Premiums
  Net
Earned
Premiums
  Gross
Written
Premiums
  %  Net
Written
Premiums
  Net
Earned
Premiums
 

Insurance Companies:

            

Marine

 $177,363    12 $123,617   $123,203   $171,822    13 $119,837   $129,276   $200,095    16 $133,210   $142,181  

Property Casualty

  755,059    53  554,844    496,209    700,087    51  462,942    409,480    590,741    46  390,168    332,782  

Professional Liability

  113,032    8  74,312    85,162    130,366    10  97,229    100,582    130,489    10  99,578    96,476  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Insurance Companies

  1,045,454    73  752,773    704,574    1,002,275    74  680,008    639,338    921,325    72  622,956    571,439  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Lloyd’s Operations:

            

Marine

  188,107    13  144,327    141,471    181,046    13  134,627    138,690    194,423    15  143,600    136,898  

Property Casualty

  126,016    9  55,917    51,338    129,522    9  42,334    37,722    127,028    10  43,824    52,951  

Professional Liability

  72,776    5  47,121    38,512    57,674    4  30,953    26,189    43,689    3  23,275    20,676  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Lloyd’s Operations

  386,899    27  247,365    231,321    368,242    26  207,914    202,601    365,140    28  210,699    210,525  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total

 $1,432,353    100 $1,000,138   $935,895   $1,370,517    100 $887,922   $841,939   $1,286,465    100 $833,655   $781,964  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Gross Written Premiums

Gross written premiums increased $61.8 million, or 4.5%, to $1.43 billion for the year ended December 31, 2014 compared to $1.37 billion for the same period in 2013. The overall increase is primarily driven by growth from our Insurance Companies, most notably from the Property Casualty businesses, which includes a $41.8 million increase from our Primary Casualty division, driven by strong production from the continued improvement of the overall construction market, as well as a $17.5 million increase in our Excess Casualty division due to improved market conditions and the dislocation of certain competitors, and a $13.1 million increase from our Environmental division due to our continued investment in those underwriting teams, all of which are partially offset by a $11.3 million decrease from our Energy & Engineering division due to difficult market conditions and an unfavorable rating environment, and a net $6.3 million decrease from our Assumed Reinsurance division as a result of a reduction in renewal premiums from our A&H and Agriculture products. The overall increase from our Insurance Company Property Casualty business was partially offset by a $17.3 million decrease from our Insurance Companies Professional Liability business due to a reduction in our E&O division resulting from our decision to exit the small lawyers professional liability product line, as well as a decrease in our real estate agents and accountants liability product lines as a result of certain program terminations, partially offset by an increase from our Management Liability division due to an increase in subject premium on renewals. To a lesser extent, the overall increase in gross written premiums is also driven by a $15.1 million increase from our Lloyd’s Operations that is primarily driven by the continued expansion of our Lloyd’s Operations E&O division, a portion of which is due to our European expansion into new offices in Italy, the Netherlands and France.

Gross written premiums increased $84.1 million, or 6.5%, to $1.37 billion for the year ended December 31, 2013 compared to $1.29 billion for the same period in 2012. The increase in gross written premiums is primarily attributed to growth within our Insurance Companies Property Casualty business, specifically from our Excess Casualty and Primary Casualty divisions as a result of strong production attributable to an expansion of our underwriting teams and continued dislocation among certain competitors. In addition, we have experienced growth in Lloyd’s Operations Professional Liability business as a result of strong new business production. The aforementioned increases were partially offset by a decrease in our Insurance Companies Marine business in connection with the re-underwriting of our Inland Marine product line and certain non-renewals from our Blue Water Hull product line, as well as a decrease in our Lloyd’s Operations Marine business due to non-renewals from our Cargo and Transport product lines.

Average premium renewal rates decreased 0.1% for the year ended December 31, 2014 driven by a 1.9% decrease for our Lloyd’s Operations, primarily due to 5.9% and 4.2% decreases in Lloyd’s Operations Energy & Engineering and Lloyd’s Operations Professional Liability, respectively, partially offset by a 1.7% increase in our Lloyd’s Operations Marine division. The aforementioned decreases were partially offset by a 0.6% increase from our Insurance Companies driven by Insurance Company Marine, which reported an increase of 1.9%, and Property Casualty, which realized a net increase of 0.8% consisting of a 3.3% increase from our Excess Casualty division, partially offset by a 7.3% decrease from our Insurance Company Energy & Engineering. The Insurance Companies Professional Liability realized a decrease of 2.0%, consisting of 4.0% and 0.5% decreases for the Management Liability and E&O divisions, respectively.

Average renewal premium rates for our Insurance Companies segment for the year ended December 31, 2013 increased as compared to the same period in 2012 across substantially all of our businesses within each segment. Our Insurance Companies Marine business has realized a 4.7%, 8.5% and 6.2% increase in rates for the Marine Liability, Inland Marine and Craft divisions, respectively. Within our Insurance Companies Property Casualty business, we have realized a 4.6% increase in rates for the Excess Casualty division and a 2.5% increase in the Primary Casualty division, partially offset by a 2.7% decrease from our Energy & Engineering division. Our Insurance Companies Professional Liability business has experienced an overall increase in its renewal rates of 3.4%, consisting of 5.0% and 2.7% for the Management Liability and E&O divisions, respectively. For the year, ended December 31, 2013, average renewal premium rates for our Lloyd’s Operations segment include increases for Marine and Property Casualty of approximately 3.4% and 1.6%, respectively. Our Lloyd’s Operations Professional Liability business experienced an average decrease of 1.7%.

The average premium rate increases or decreases as noted above for the Marine, Property Casualty and Professional Liability businesses are calculated primarily by comparing premium amounts on policies that have renewed. The premiums are adjusted for changes in exposures and sometimes represent an aggregation of several lines of business. The rate change calculations provide an indicated pricing trend and are not meant to be a precise analysis of the numerous factors that affect premium rates or the adequacy of such rates to cover all underwriting costs and generate an underwriting profit. The calculation can also be affected quarter by quarter depending on the particular policies and the number of policies that renew during that period. Due to market conditions, these rate changes may or may not apply to new business that generally would be more competitively priced compared to renewal business. The calculation does not reflect the rate on business that we are unwilling or unable to renew due to loss experience or competition.

Ceded Written Premiums

In the ordinary course of business, we reinsure certain insurance risks with unaffiliated insurance companies for the purpose of limiting our maximum loss exposure, protecting against catastrophic losses and maintaining desired ratios of net premiums written to statutory surplus. The relationship of ceded to gross written premium varies based upon the types of business written and whether the business is written by the Insurance Companies or the Lloyd’s Operations.

Our ceded reinsurance program includes contracts for proportional reinsurance, per risk and whole account excess-of-loss reinsurance for both P&C risks and property catastrophe excess-of-loss reinsurance. In recent years, we have increased our utilization of excess-of-loss reinsurance for Marine, Property and certain Casualty risks. Our excess-of-loss reinsurance contracts generally provide for a specific amount of coverage in excess of an attachment point and sometimes provides for reinstatement of the coverage to the extent the limit has been exhausted for payment of additional premium. The number of ceded reinsurance reinstatements (“RRP”) available varies by contract, and we record an estimate of the expected RRPs for losses ceded to excess-of-loss agreements where this feature applies.

We incurred $8.4 million, $3.0 million and $26.9 million of ceded RRPs for the years ended December 31, 2014, 2013, and 2012, respectively. The RRPs for 2014, 2013 and 2012 are primarily related to large losses from our Marine business. In 2014, $3.9 million of the large loss is due to the sinking of a vessel in South Korean waters, and $1.6 million is due to additional loss activity on the grounding of the cruise ship Cost Concordia. The total RRPs recorded in 2012 included $11.1 million also from the grounding of the cruise ship Costa Concordia off the coast of Italy as well as $8.3 million in connection with our loss on Superstorm Sandy.

The following table sets forth our ceded written premiums by segment and major line of business for the calendar years ended December 31, 2014, 2013 and 2012:

   Year Ended December 31, 
   2014  2013  2012 

In thousands

  Ceded
Written
Premiums
   % of Gross
Written
Premiums
  Ceded
Written
Premiums
   % of Gross
Written
Premiums
  Ceded
Written
Premiums
   % of Gross
Written
Premiums
 

Insurance Companies:

          

Marine

  $53,746     30 $51,985     30 $66,885     33

Property Casualty

   200,215     27  237,145     34  200,573     34

Professional Liability

   38,720     34  33,137     25  30,911     24
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

 

Insurance Companies

 292,681   28 322,267   32 298,369   32
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

 

Lloyd’s Operations:

Marine

 43,780   23 46,419   26 50,823   26

Property Casualty

 70,099   56 87,188   67 83,204   66

Professional Liability

 25,655   35 26,721   46 20,414   47
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

 

Lloyd’s Operations

 139,534   36 160,328   44 154,441   42
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

 

Total

$432,215   30$482,595   35$452,810   35
  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

 

Overall, the percentage of total ceded written premiums to total gross written premiums for the year ended December 31, 2014 has decreased by 5% compared to the year ended December 31, 2013. This decrease is indicative of key changes to our reinsurance programs and mix of business.

Our Insurance Companies’ decrease in ceded written premium is driven by the Property Casualty line, due to a change in the reinsurance program supporting certain Casualty risks. Effective in the first quarter 2014, our Company entered into a treaty that combined a reduced level of proportional reinsurance with an additional excess-of-loss cover. Additionally, we decreased the Energy & Engineering Offshore Energy quota share program from 62% to 55%. The increase in the percentage ceded for our Insurance Companies Professional Liability business is due to additional contracts for proportional reinsurance, signed in the fourth quarter of 2013 and 2014. The treaty signed in the fourth quarter of 2013 allowed us to cede 100% of our small lawyers’ Professional Liability E&O business to the carrier that has assumed the renewal rights, indicative of our decision to exit this business. This treaty expired on March 31, 2014. In the fourth quarter of 2014, in addition to our Professional Liability excess-of-loss treaty, a new treaty was signed that allows us to ceded a 60% quota share and additional excess-of-loss on various Professional Liability lines of business.

The decrease in the percentage of total ceded written premium for our Lloyd’s Operations is driven by changes in the mix of business as well as changes to our quota share reinsurance programs. The decrease in the Lloyd’s Operations Property Casualty line is due to growth in the Assumed Reinsurance division, which includes new business from our LatAm and Property Treaty product lines, which is not ceded. The decrease in the Lloyd’s Operations Professional Liability business is driven by increased growth from our Lloyd’s Operations E&O division, which is not attached to any proportional reinsurance, as well a reduction in the use of proportional reinsurance for Lloyd’s Operations D&O division. In Lloyd’s Operations Marine, the ceded premium ratio has decreased against prior year due to a reduction in the use of proportional reinsurance for certain product lines.

The percentage of total ceded written premiums to total gross written premiums for the year ended December 31, 2013 and 2012 has remained constant at 35%. The decrease in percentage for Insurance Companies Marine is driven by a reduction in RRPs in connection with a reduction in large loss activity, partially offset by increase in ceded written premiums related to a true up of certain estimated Minimum and Deposit premium adjustments in the year. The Insurance Companies Professional Liability business percentage increased in 2013 due to an additional proportional contract covering this business. The increase in the percentage for the Lloyd’s Operations Property Casualty business is driven by an increased use of proportional reinsurance to support our offshore energy business for 2013.

Net Written Premiums

Net written premiums increased 12.6% for the year ended December 31, 2014 compared to the same period in 2013. The increase is due to mix of business, inclusive of certain changes in our reinsurance program that have increased our retention as well as growth in gross written premiums primarily driven by our Insurance Companies Property Casualty business, as described above. Together these changes have resulted in growth in net written premium, which outpaces the growth in gross written premium.

Net written premiums increased 6.5% for the year ended December 31, 2013 compared to the same period in 2012. The increase is due to the mix of our Insurance Companies Property Casualty business and is specifically driven by the continued growth of our Excess Casualty and Primary Casualty divisions and more RRPs recorded in 2012 in connection with several losses from our Marine businesses. The aforementioned increases are partially offset by a decrease in our Marine business in connection with the re-underwriting of our Inland Marine division.

Net Earned Premiums

Net earned premiums increased 11.2% for the year ended December 31, 2014 compared to the same period in 2013. The increase in net earned premiums is due to increased retention resulting from changes in our reinsurance programs as well as the recent growth of our business primarily driven by our Insurance Companies’ Property Casualty business.

Net earned premiums increased 7.7% for the year ended December 31, 2013 compared to the same period in 2012, driven by earnings from the continued growth of our Insurance Companies Excess Casualty, Primary Casualty, and our Assumed Reinsurance divisions, which includes the A&H product lines that are recognized in earnings over a longer exposure period than our other lines of business. In addition, the increases are also attributable to the RRPs recorded in 2012, and are partially offset by a decrease from the re-underwriting of our Inland Marine product lines, as described above.

Net Investment Income

Our net investment income was derived from the following sources:

   Year Ended December 31,  Percentage Change 

In thousands

  2014  2013  2012  2014 vs.
2013
  2013 vs.
2012
 

Fixed maturities

  $57,219   $53,898   $58,995    6.2  -8.6

Equity securities

   9,036    4,835    3,945    86.9  22.6

Short-term investments

   911    774    1,694    17.7  -54.3
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total investment income

$67,166  $59,507  $64,634   12.9 -7.9

Investment expenses

 (2,998 (3,256 (10,386 -7.9 -68.7
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net investment income

$64,168  $56,251  $54,248   14.1 3.7
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

The increase in total investment income before investment expenses for all years presented was primarily due to growth of invested assets. The increase for 2014 is also driven by a $1.6 million one-time special dividend received in the first quarter from our equity portfolio. The annualized pre-tax investment yield, excluding net realized gains and losses and net OTTI losses recognized in earnings, was 2.3% for the year ended December 31, 2014 and 2.4% for the years ended December 31, 2013 and 2012, respectively.

The 2.4% annualized pre-tax yields for the year ended December 31, 2012, included investment expenses of $4.5 of interest expense related to the settlement of a dispute with Equitas over foregone interest on amounts that were due on certain reinsurance contracts. In the dispute Equitas alleged that we failed to make timely payments to them under certain reinsurance agreements in connection with subrogation recoveries received by us with respect to several catastrophe losses that occurred in the late 1980’s and early 1990’s. In addition, investment expenses for the year ended December 31, 2012 includes a $2.8 million investment performance fee. Excluding the impact of the aforementioned interest expense and investment performance fee, the annualized pre-tax yield for the year ended December 31, 2012 would have been 2.7%, reflective of the general decline in market yield.

The portfolio duration was 3.8 years for the year ended December 31, 2014 and was 3.7 and 3.6 years for each of the years ended December 31, 2013 and 2012, respectively.

Other-Than-Temporary Impairment Losses Recognized In Earnings

Our net OTTI losses recognized in earnings for the periods indicated were as follows:

   Year Ended December 31,  Percentage Change 

In thousands

  2014   2013  2012  2014 vs.
2013
   2013 vs.
2012
 

Fixed maturities

  $—      $(1,821 $(11  NM     NM  

Equity securities

   —       (572  (847  NM     -32.5
  

 

 

   

 

 

  

 

 

  

 

 

   

 

 

 

OTTI recognized in earnings

$—    $(2,393$(858 NM   NM  
  

 

 

   

 

 

  

 

 

  

 

 

   

 

 

 

NM - Percentage change not meaningful

Our Company did not have any OTTI losses for the year ended December 31, 2014.

Net OTTI losses for the year ended December 31, 2013 consisted of $1.8 million for one municipal bond and $0.6 million for three equity securities for which fair value was less than 80% of amortized cost for at least six months.

Net OTTI losses for the year ended December 31, 2012 primarily consists of $0.8 million for three equity securities, which were previously impaired.

Net Realized Gains and Losses

Realized gains and losses, excluding net OTTI losses recognized in earnings, for the periods indicated, were as follows:

   Year Ended December 31,  Percentage Change 

In thousands

  2014  2013  2012  2014 vs.
2013
  2013 vs.
2012
 

Fixed maturities:

      

Gains

  $8,326   $8,539   $28,789    -2.5  -70.3

Losses

   (2,610  (2,797  (1,915  -6.7  46.1
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Fixed maturities, net

$5,716  $5,742  $26,874   -0.5 -78.6

Equity securities:

Gains

$9,447  $17,955  $14,673   -47.4 22.4

Losses

 (2,351 (758 (473 NM   60.3
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Equity securities, net

$7,096  $17,197  $14,200   -58.7 21.1
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net realized gains (losses)

$12,812  $22,939  $41,074   -44.1 -44.2
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

NM - Percentage change not meaningful

Net realized gains and losses are generated as part of the normal ongoing management of our investment portfolio. Net realized gains of $12.8 million for the year ended December 31, 2014 are primarily due to the sale of corporate bonds and equity securities. Net realized gains of $22.9 million for the year ended December 31, 2013 are primarily due to the sale of equities. Net realized gains of $41.1 million for the year ended December 31, 2012 are primarily due to the sale of municipal bonds and equity securities in anticipation of continued market uncertainty, the proceeds of which were reinvested in U.S. Government Treasury bonds and equities.

Other Income/Expense

Other Income or other expense is comprised of unrealized and realized foreign exchange gains and losses, commission income, and inspection fees. Total Other Income for the year ended December 31, 2014 was $10.7 million compared to total other expense of $1.2 million and total Other Income of $1.5 million for the years ended December 31, 2013 and 2012, respectively. The increase in Other Income for the year ended December 31, 2014 is primarily driven by a $10.0 million foreign currency transaction gain recorded in the first quarter in connection with a change in the functional currency of our Lloyd’s Operations. Refer to Footnote 1,Organization & Summary of Significant Accounting Policies, included herein, for further details on foreign currency remeasurement and translation.

Expenses

Net Losses and LAE

The ratio of net losses and LAE to net earned premiums (“loss ratios”) for the years ended December 31, 2014, 2013 and 2012 is presented in the following table:

   Year Ended December 31, 

Net Loss and LAE Ratio

  2014  2013  2012 

Net Loss and LAE Payments

   48.6  61.0  66.2

Change in reserves

   15.6  0.7  3.2
  

 

 

  

 

 

  

 

 

 

Subtotal - current year loss ratio

 64.2 61.7 69.4
  

 

 

  

 

 

  

 

 

 

Prior year loss development (release)

 -5.9 -0.1 -5.8
  

 

 

  

 

 

  

 

 

 

Net loss and LAE ratio

 58.3 61.6 63.6
  

 

 

  

 

 

  

 

 

 

The net loss and LAE ratio for the year ended December 31, 2014 decreased 3.3 percentage points to 58.3% from 61.6% for the year ended December 31, 2013. The decrease in the loss ratio reflects an increase in prior year reserve releases as a result of favorable loss emergence from both our Insurance Companies and Lloyd’s Operations, partially offset by an increase in the current accident year driven by mix of business in medium and long-tail lines, current accident year losses and loss trends. The increase in current accident year loss activity from our Marine business is driven by several losses from our Craft and Marine Liability product lines, inclusive of a $5.0 million net loss involving the sinking of a vessel in South Korean waters, partially offset by a reduction in current accident year loss activity from our Property Casualty business.

The net loss and LAE ratio for the year ended December 31, 2013 decreased 2.0 percentage points to 61.6% from 63.6% for the year ended December 31, 2012. The decrease in the loss ratio reflects an improvement in the current accident year driven by mix of business, loss trends, and a reduction in large loss events as compared to the same period in 2012.

The changes in the net loss and LAE ratios by reportable segment and line of business, as presented above, are primarily driven by prior year reserve strengthening or releases, as discussed below, and to a lesser extent changes in our mix of business and loss trends.

The segment and line of business breakdown of the net loss and LAE ratios for the years ended December 31, 2014, 2013 and 2012 are as follows:

   Year Ended December 31, 

In thousands

  2014  2013  2012 

Insurance Companies:

    

Marine

   37.5  48.4  77.4

Property Casualty

   68.1  68.5  70.8

Professional Liability

   59.0  71.8  73.8
  

 

 

  

 

 

  

 

 

 

Insurance Companies

 61.7 65.0 73.0
  

 

 

  

 

 

  

 

 

 

Lloyd’s Operations:

Marine

 52.7 55.1 37.3

Property Casualty

 33.6 36.7 44.7

Professional Liability

 49.4 50.6 26.8
  

 

 

  

 

 

  

 

 

 

Lloyd’s Operations

 47.9 51.1 38.2
  

 

 

  

 

 

  

 

 

 

Prior Year Reserve Strengthening (Releases)

The relevant factors that may have a significant impact on the establishment and adjustment of losses and LAE reserves can vary by line of business and from period to period. As part of our regular review of prior reserves, management, in consultation with our actuaries, may determine, based on their judgment that certain assumptions made in the reserving process in prior year periods may need to be revised to reflect various factors, likely including the availability of additional information. Based on their reserve analyses, management may make corresponding reserve adjustments.

The segment and line of business breakdowns of prior period net reserve movements for the years ended December 31, 2014, 2013 and 2012 are as follows:

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Insurance Companies:

      

Marine

  $(41,388  $(15,227  $(10,010

Property Casualty

   14,612     18,466     4,293  

Professional Liability

   (3,536   10,191     7,613  
  

 

 

   

 

 

   

 

 

 

Insurance Companies

$(30,312$13,430  $1,896  
  

 

 

   

 

 

   

 

 

 

Lloyd’s Operations:

Marine

$(21,336$(2,998$(30,735

Property Casualty

 (1,500 (14,574 (6,890

Professional Liability

 (2,664 2,876   (9,562
  

 

 

   

 

 

   

 

 

 

Lloyd’s Operations

$(25,500$(14,696$(47,187
  

 

 

   

 

 

   

 

 

 

                 

  

 

 

   

 

 

   

 

 

 

Total strengthening (releases)

$(55,812$(1,266$(45,291
  

 

 

   

 

 

   

 

 

 

The following is a discussion of relevant factors related to the $55.8 million prior period net reserve releases recorded for the year ended December 31, 2014:

The Insurance Companies recorded $30.3 million of net prior year reserve releases, primarily driven by our Marine business, in connection with $41.4 million of net favorable loss emergence due to a lesser amount of large losses and improved underwriting over the past couple of years across all core product lines, inclusive of $13.4 million from Marine Liability, $7.2 million from Craft/Fishing vessels, $6.4 million from P&I, $4.7 million from Inland Marine, $1.1 million from Bluewater Hull and $0.7 million from Cargo.

The Insurance Companies’ Marine reserve releases were partially offset by $14.6 million of net reserve strengthening from our Property Casualty business which is driven by $23.2 million of prior year reserve strengthening from our Primary Casualty division resulting entirely from unfavorable activity on pre-2010 California construction defect Liability claims, partially offset by $6.1 million of reserve releases due to favorable loss emergence from our Excess Casualty division.

The Insurance Companies’ Professional Liability business recorded $3.5 million of net prior year reserve releases primarily driven by $4.5 million of favorable loss emergence from our Management Liability division due to a cash settlement of a contract dispute with a former third party administrator, partially offset by unfavorable loss emergence from our E&O division due to our small lawyers’ product lines, which are in runoff.

The Lloyds Operations recorded $25.5 million of net prior year reserve releases primarily driven by $21.3 million of Marine releases in connection with favorable loss emergence across all core product lines, inclusive of $11.0 million from Marine Liability, $3.7 million from Specie, $1.3 million from Transport, $1.0 million from Cargo, $2.3 million from Energy Liability and $2.0 million from Marine Assumed.

The Lloyd’s Operations Property Casualty line recorded prior year releases of $1.5 million due to favorable loss emergence on our Onshore Energy book. Additionally, the Professional Liability business reserve releases on older UWYs was due to favorable loss emergence on both our E&O book by $1.0 million and Excess D&O by $1.7 million.

The following is a discussion of relevant factors related to the $1.3 million prior period net reserve releases recorded for the year ended December 31, 2013:

The Insurance Companies recorded $13.4 million of net strengthening primarily driven by our Property Casualty and Professional Liability businesses. Within the Property Casualty business, we reported net prior period reserve strengthening of $18.5 million, which includes $13.2 million of net strengthening from our Assumed Reinsurance division mostly attributable to our excess-of-loss A&H treaty lines in connection with UWYs 2012 and 2011, $10.4 million of strengthening from our Primary Casualty division related to our general liability coverage for general and artisan contractors, and a total of $2.1 million of strengthening for business in run-off. The aforementioned net prior period reserve strengthening was partially offset by $8.0 million of net prior period reserve releases from our Energy & Engineering division in connection with favorable emergence on our Offshore Energy lines written by our UK Branch.

Our Insurance Companies Professional Liability business reported net prior period reserve strengthening of $10.2 million largely attributable to $6.1 million reserve strengthening from our Management Liability division related to specific large claims for UWYs 2010 and prior, and $4.4 million reserve strengthening from our E&O division related to specific large claims from our insurance agents, miscellaneous Professional Liability, and small lawyer lines from UWYs 2011 and prior.

The aforementioned net prior period reserve strengthening from our Insurance Companies Property Casualty and Professional Liability were partially offset by $15.2 million of net reserve releases from our Insurance Companies Marine business in connection with favorable emergence from our Marine Liability lines for UWYs 2012 and prior.    

Our Lloyd’s Operations recorded $14.7 million of net reserve releases driven by our Property Casualty and Marine businesses partially offset by strengthening in our Professional Liability business. Within our Property Casualty business we reported net prior period reserve releases of $14.6 million primarily from our Energy & Engineering division. Within our Marine business we reported prior period reserve releases of $3.0 million driven by our Marine Liability business. Within our Professional Liability business we reported strengthening of $2.9 million, inclusive of $6.1 million of strengthening in our E&O division partially offset by $3.2 million of favorable emergence from our Lloyd’s Management Liability division.

The following is a discussion of relevant factors related to the $45.3 million prior period net reserve releases recorded for the year ended December 31, 2012:

The Insurance Companies recorded $1.9 million net strengthening. The Marine business had $10.0 million of net reserve releases, which were primarily driven by:

An IBNR adjustment of $4.0 million to reflect the actual emergence of claims for UWY 2010, which was more favorable than the expected emergence.

Case reserve releases of $3.4 million due to the favorable settlement of several large losses; and

A favorable IBNR adjustment of $2.6 million attributable to changes in our assumptions for salvage and subrogation from our short tail Marine lines that was based on our observation of a consistent and persistent historical pattern of favorable savings attributable to salvage and subrogation.

The Marine reserve releases were partially offset by net strengthening of $7.6 million from the small lawyer and accountants lines within our Professional Liability business. This strengthening was primarily driven by several large losses that caused the actual claims emergence for these lines to exceed the expected losses. We also incurred net reserve strengthening of $4.3 million within our Property Casualty segment, which were primarily attributable to two large hemophiliac claims from UWY 2011 arising from our A&H product lines.

Our Lloyd’s Operations recorded $47.2 million of net prior period reserve releases across all businesses and divisions. In connection with our Company’s implementation of the Solvency II technical provisions in its Lloyd’s Operations, our Company’s actuaries undertook a comprehensive review during 2012 of the historical claims emergence patterns for all lines of business underwritten through Syndicate 1221. As a result of this review, our Company updated the loss emergence patterns used to project ultimate losses for all such lines of business, aligning these loss emergence factors with the historical median. This caused a reduction in ultimate loss estimates for all Lloyd’s Operations segments other than certain lines of business in Property Casualty segment, which increased. The Lloyd’s Operation also experienced significant reserve redundancies in several large claims. The amount of reserve redundancies attributable to these settlements was $5.0 million, consisting of $4.1 million from the Marine business and $0.9 million from Professional Liability business. A summary of the resulting prior period redundancies for each business within our Lloyd’s Operations by prior UWY is set forth below:

In thousands

  Marine   Property
Casualty
   Professional
Liability
   Total 

2010

  $3,492    $378    $1,157    $5,027  

2009

   14,792     4,170     6,072     25,034  

2008 and Prior

   12,451     2,342     2,333     17,126  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Strengthening

$30,735  $6,890  $9,562  $47,187  
  

 

 

   

 

 

   

 

 

   

 

 

 

Superstorm Sandy

During 2012, we recorded gross and net loss estimates of $66.7 million and $12.1 million, respectively, exclusive of $8.3 million for the cost of excess-of-loss reinstatement premiums related to the fourth quarter 2012 Superstorm Sandy. Our Superstorm Sandy pre-tax net loss, inclusive of RRPs, was approximately $20.4 million, which increased our combined ratio by 2.6 points.

The following table sets forth our gross and net loss and LAE reserves, incurred loss and LAE, and payments for Superstorm Sandy for the periods indicated:

   Year Ended December 31,     

In thousands

  2014   2013   2012 

Gross of Reinsurance

      

Beginning gross reserves

  $29,880    $62,847    $—    

Incurred loss & LAE

   3     21     66,674  

Calendar year payments

   4,287     32,988     3,827  
  

 

 

   

 

 

   

 

 

 

Ending gross reserves

$25,596  $29,880  $62,847  
  

 

 

   

 

 

   

 

 

 

Gross case loss reserves

$4,217  $6,757  $26,294  

Gross IBNR loss reserves

 21,379   23,123   36,553  
  

 

 

   

 

 

   

 

 

 

Ending gross reserves

$25,596  $29,880  $62,847  
  

 

 

   

 

 

   

 

 

 

Net of Reinsurance

Beginning net reserves

$458  $8,628  $—    

Incurred loss & LAE

 (193 (450 12,087  

Calendar year payments

 49   7,720   3,459  
  

 

 

   

 

 

   

 

 

 

Ending net reserves

$216  $458  $8,628  
  

 

 

   

 

 

   

 

 

 

Net case loss reserves

$138  $338  $7,455  

Net IBNR loss reserves

 78   120   1,173  
  

 

 

   

 

 

   

 

 

 

Ending net reserves

$216  $458  $8,628  
  

 

 

   

 

 

   

 

 

 

The decrease in incurred losses and LAE, net of reinsurance, for the year ended December 31, 2014 was primarily driven by a required reallocation of Superstorm Sandy losses for UWYs 2011 and 2012. Due to different reinsurance programs for the respective UWYs, this resulted in a benefit to the 2012 UWY, recognized in 2014 calendar year.

Hurricanes Gustav and Ike

The following table sets forth our gross and net loss and LAE reserves, incurred loss and LAE, and payments for the 2008 Hurricanes Gustav and Ike for the periods indicated:

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Gross of Reinsurance

      

Beginning gross reserves

  $3,327    $15,777    $31,170  

Incurred loss & LAE

   6,285     (11,260   (12,551

Calendar year payments

   1,975     1,190     2,842  
  

 

 

   

 

 

   

 

 

 

Ending gross reserves

$7,637  $3,327  $15,777  
  

 

 

   

 

 

   

 

 

 

Gross case loss reserves

$7,634  $2,821  $2,404  

Gross IBNR loss reserves

 3   506   13,373  
  

 

 

   

 

 

   

 

 

 

Ending gross reserves

$7,637  $3,327  $15,777  
  

 

 

   

 

 

   

 

 

 

Net of Reinsurance

Beginning net reserves

$432  $844  $1,150  

Incurred loss & LAE

 (135 (413 (58

Calendar year payments

 (7 (1 248  
  

 

 

   

 

 

   

 

 

 

Ending net reserves

$304  $432  $844  
  

 

 

   

 

 

   

 

 

 

Net case loss reserves

$302  $404  $344  

Net IBNR loss reserves

 2   28   500  
  

 

 

   

 

 

   

 

 

 

Ending net reserves

$304  $432  $844  
  

 

 

   

 

 

   

 

 

 

The decrease in incurred losses and LAE, net of reinsurance, for the year ended December 31, 2014 was primarily driven by a required reallocation of Hurricane Ike losses for UWYs 2007 and 2008. Due to different reinsurance programs for the respective UWYs, this resulted in a benefit due to the 2008 UWY, recognized in the 2014 calendar year.

Asbestos Liability

Our exposure to Asbestos Liability principally stems from Marine Liability insurance written on an occurrence basis during the mid-1980s. In general, our participation on such risks is in the excess layers, which requires the underlying coverage to be exhausted prior to coverage being triggered in our layer. In many instances, we are one of many insurers who participate in the defense and ultimate settlement of these claims, and we are generally a minor participant in the overall insurance coverage and settlement.

The reserves for asbestos exposures as of December 31, 2014 are for: (i) one large settled claim for Excess insurance policy limits exposed to a class action suit against an insured involved in the manufacturing or distribution of asbestos products being paid over several years and (ii) attritional asbestos claims that could be expected to occur over time. Substantially all of our Asbestos Liability reserves are included in our Marine loss reserves. For the year ended December 31, 2014, the Company recognized a benefit of $2.1 million as a result of settlements with third party administrators on ceded paid losses previously written off in prior years due to bankruptcy or insolvency of the reinsurer.

There can be no assurances that material loss development may not arise in the future from existing asbestos claims or new claims given the evolving and complex legal environment that may directly affect the outcome of the asbestos exposures of our insureds.

The following tables set forth our gross and net loss and LAE reserves, incurred loss and LAE, and payments for our asbestos exposures for the periods indicated:

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Gross of Reinsurance

      

Beginning gross reserves

  $15,519    $24,223    $19,830  

Incurred loss & LAE

   527     3,040     5,032  

Calendar year payments

   676     11,744     639  
  

 

 

   

 

 

   

 

 

 

Ending gross reserves

$15,370  $15,519  $24,223  
  

 

 

   

 

 

   

 

 

 

Gross case loss reserves

$13,105  $13,254  $21,958  

Gross IBNR loss reserves

 2,265   2,265   2,265  
  

 

 

   

 

 

   

 

 

 

Ending gross reserves

$15,370  $15,519  $24,223  
  

 

 

   

 

 

   

 

 

 

Net of Reinsurance

Beginning net reserves

$10,314  $14,477  $15,089  

Incurred loss & LAE

 (2,068 724   (317

Calendar year payments

 (2,045 4,887   295  
  

 

 

   

 

 

   

 

 

 

Ending net reserves

$10,291  $10,314  $14,477  
  

 

 

   

 

 

   

 

 

 

Net case loss reserves

$8,231  $8,254  $12,417  

Net IBNR loss reserves

 2,060   2,060   2,060  
  

 

 

   

 

 

   

 

 

 

Ending net reserves

$10,291  $10,314  $14,477  
  

 

 

   

 

 

   

 

 

 

Commission Expenses

Commission expenses paid to brokers and agents are generally based on a percentage of gross written premiums and are partially offset by ceding commissions we may receive on ceded written premiums. Commissions are generally deferred and earned in line with premium earned. The percentage of commission expenses to net earned premiums (“commission expense ratio”) for the years ended December 31, 2014, 2013 and 2012 was 13.4%, 13.5% and 15.5%, respectively. The slight decrease in commission ratio for the year ended December 31, 2014 compared to the same period in 2013 is attributed to the changes in the mix of business. The decrease in commission expense for the year ended December 31, 2013 compared to the same period in 2012 is attributed to the changes in the mix of business, mostly driven by an increase in the ceding commission on the quota share program for our Offshore Energy product lines, and to a lesser extent RRPs recorded in 2012 in connection with loss events from our Marine business, which reduce net earned premium without any commission expense relief.

Other Operating Expenses

Other operating expenses increased to $196.8 million for the year ended December 31, 2014 compared to $164.4 million for the same period during 2013. The increase is primarily due to continued investment in new underwriting teams and expansion of existing support departments closely aligned with business growth, an increase in incentive compensation driven by stronger underwriting results, and the expansion of our European operation. To a lesser extent, other operating expenses have been adversely affected by exchange rate movement when converting expenses denominated in British pounds to U.S. dollars.

Other operating expenses increased to $164.4 million for the year ended December 31, 2013 compared to $159.1 million for the same period during 2012. The increase is primarily due to continued investments in new underwriting teams closely aligned with business growth and an increase in incentive compensation.

Call Premium on Senior Notes

In the fourth quarter of 2013 we incurred a charge of $17.9 million for the payment of a call premium in connection with the redemption of our 7.0% Senior Notes due May 1, 2016 (“7.0% Senior Notes”).

Interest Expense

2014 interest expense relates to our 5.75% Senior Notes due October 15, 2023 (“5.75% Senior Notes”). Interest expense increased to $15.4 million for the year ended December 31, 2014 from $10.5 and $8.2 million for the years ended December 31, 2013 and 2012, respectively, primarily due to the completion of our October 4, 2013 public debt offering of $265 million principal amount of 5.75% Senior Notes and the subsequent redemption of the $115 million aggregate principal amount of our 7% Senior Notes due May 1, 2016. The effective interest rate related to the 5.75% Senior Notes and 7.0% Senior Notes, based on the proceeds net of discount and all issuance costs, approximates 5.86% and 7.17%, respectively.

Income Taxes

We recorded income tax expense of $45.2 million, $28.8 million and $28.0 million for the years ended December 31, 2014, 2013 and 2012 respectively. The effective tax rates were 32.2%, 31.2% and 30.5% for the years ended December 31, 2014, 2013 and 2012, respectively. The increase in the effective tax rate from 2013 to 2014 is due to the decrease in percentage of tax-exempt interest to pre-tax income. While tax-exempt interest increased from 2013 of $3.8 million to $4.8 million in 2014, the related percentage of pre-tax income in 2013 was 4.2% whereas in 2014 it was only 3.4%. The increase in effective tax rate from 2012 to 2013 is due to a smaller percentage of tax-exempt interest earned during 2013. The effective tax rate on net investment income was 27.4%, 27.8% and 26.8% for the years ended December 31, 2014, 2013 and 2012 respectively.

As of December 31, 2014, the net deferred federal, foreign, state and local tax liability was $1.5 million, compared to a net deferred tax asset of $23.8 million as of December 31, 2013 with the change primarily due to the Lloyd’s year of account reclass to deferred from current of $9.2 million liability and the increase in tax on unrealized gains on equities and fixed maturities (including foreign exchange) of $9.4 million.

The net deferred tax asset is $23.8 million as of December 31, 2013 as compared to $3.2 million as of December 31, 2012, with the change primarily due to the increase in unrealized losses on investments and the increase in the deferred tax asset for unearned premium reserve, in line with the growth of our business. Refer to Footnote 7,Income Taxes, included herein, for further detail on the IRS and Lloyd’s tax agreement and Subpart F tax regulation.

We had net state and local deferred tax assets amounting to potential future tax benefits of $0.8 million and $0.6 million as of December 31, 2014 and 2013, respectively. Included in the deferred tax assets are state and local net operating loss carry-forwards of $0.0 million as of December 31, 2014 and $0.1 million for December 31, 2013. A valuation allowance was established for the full amount of these potential future tax benefits due to uncertainty associated with their realization. Our state and local tax carry-forwards as of December 31, 2014 expire from 2024 to 2032. Refer to Footnote 7,Income Taxes,included herein, for further detail on the temporary differences that give rise to federal, foreign, state and local deferred tax assets or liabilities.

Our Company has not provided for U.S. income taxes on approximately $22.6 million of undistributed earnings of its non-U.S. subsidiaries since it is intended that those earnings will be reinvested indefinitely in those subsidiaries. If a future determination is made that those earnings no longer are intended to be reinvested indefinitely in those subsidiaries, U.S. income taxes of approximately $2.3 million, assuming all foreign tax credits are realized, would be included in the tax provision at that time and would be payable if those earnings were distributed to our Company.

Segment Information

Our Company evaluates the performance of each underwriting segment based on their underwriting and GAAP results. Underwriting results are measured based on underwriting profit or loss and the related combined ratio, which are both non-GAAP measures of underwriting profitability. Underwriting profit or loss is calculated from net earned premiums, less the sum of net losses and LAE, commission expenses, other operating expenses and other income (expense). The combined ratio is derived by dividing the sum of net losses and LAE, commission expenses, other operating expenses and other underwriting income (expense) by net earned premiums. A combined ratio of less than 100% indicates an underwriting profit and greater than 100% indicates an underwriting loss. Each segment maintains its own investments on which it earns income and realizes capital gains or losses. Our underwriting performance is evaluated separately from the performance of its investment portfolios.

The following is a discussion of the financial results for each of our two underwriting segments.

Insurance Companies

The Insurance Companies consist of NIC, including its U.K. Branch, and its wholly-owned subsidiary, NSIC. They are primarily engaged in underwriting Marine insurance and related lines of business, specialty insurance lines of business, including Contractors’ General Liability insurance, Commercial Umbrella and Primary and Excess Casualty businesses, Specialty Assumed reinsurance business, and Professional Liability insurance. NSIC underwrites Specialty and Professional Liability insurance on an excess and surplus lines basis. NSIC is 100% reinsured by NIC.

The following table sets forth the results of operations for the Insurance Companies for the years ended December 31, 2014, 2013 and 2012:

   Year Ended December 31,  Percentage Change 
            2014 vs.  2013 vs. 

In thousands

  2014  2013  2012  2013  2012 

Gross written premiums

  $1,045,454   $1,002,275   $921,325    4.3  8.8

Net written premiums

   752,773    680,008    622,956    10.7  9.2

Net earned premiums

   704,574    639,338    571,439    10.2  11.9

Net losses and loss adjustment expenses

   (434,396  (415,413  (417,082  4.6  -0.4

Commission expenses

   (85,137  (81,132  (81,370  4.9  -0.3

Other operating expenses

   (138,675  (119,920  (113,625  15.6  5.5

Other underwriting income (expense)

   2,727    2,764    3,790    -1.3  -27.1
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Underwriting profit (loss)

  $49,093   $25,637   $(36,848  91.5  NM  

Net investment income

   56,714    49,083    46,549    15.5  5.4

Net realized gains (losses)

   12,715    20,600    36,468    -38.3  -43.5

Other income (expense)

   (2,182  —      —      NM    NM  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Income (loss) before income taxes

  $116,340   $95,320   $46,169    22.1  106.5

Income tax expense (benefit)

   36,609    29,965    12,686    22.2  136.2
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net income (loss)

  $79,731   $65,355   $33,483    22.0  95.2
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Losses and loss adjustment expenses ratio

   61.7  65.0  73.0  

Commission expense ratio

   12.1  12.7  14.2  

Other operating expense ratio(1)

   19.2  18.3  19.2  
  

 

 

  

 

 

  

 

 

   

Combined ratio

   93.0  96.0  106.4  
  

 

 

  

 

 

  

 

 

   

(1) - Includes Other operating expenses & Other underwriting income (expense)

NM - Percentage change not meaningful

Our Insurance Companies reported net income of $79.7 million, $65.4 million and $33.5 million for the years ended December 31, 2014, 2013 and 2012, respectively. The increase in net income for the year ended December 31, 2014 as compared to the same period in 2013 is due to stronger underwriting results, as well as increases in net investment income due to growth in our investment portfolio driven by strong operating cash flows, partially offset by a decrease in net realized gains, a foreign exchange loss and additional tax expense. The increase in net income for the year ended December 31, 2013 as compared to the same period in 2012 was due to an improvement in underwriting results.

The following tables reflect the net underwriting result by major line of business in the calendar years ended December 2014, 2013, and 2012:

($ in thousands)    
   Twelve Months Ended December 31, 2014 
   Net
Earned
Premiums
   Losses
and LAE
Incurred
   Underwriting
Expenses
   Underwriting
Profit (Loss)
  Loss
Ratio
  Expense
Ratio
  Combined
Ratio
 

Insurance Companies:

           

Marine

  $123,203    $46,169    $46,226    $30,808    37.5  37.5  75.0

Property Casualty

   496,209     337,961     142,131     16,117    68.1  28.7  96.8

Professional Liability

   85,162     50,266     32,728     2,168    59.0  38.5  97.5
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

Total Insurance Companies

$704,574  $434,396  $221,085  $49,093   61.7 31.3 93.0
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 
   Twelve Months Ended December 31, 2013 
   Net
Earned
Premiums
   Losses
and LAE
Incurred
   Underwriting
Expenses
   Underwriting
Profit (Loss)
  Loss
Ratio
  Expense
Ratio
  Combined
Ratio
 

Insurance Companies:

           

Marine

  $129,276    $62,617    $50,206    $16,453    48.4  38.9  87.3

Property Casualty

   409,480     280,530     114,660     14,290    68.5  28.0  96.5

Professional Liability

   100,582     72,266     33,422     (5,106  71.8  33.3  105.1
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

Total Insurance Companies

$639,338  $415,413  $198,288  $25,637   65.0 31.0 96.0
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 
   Twelve Months Ended December 31, 2012 
   Net
Earned
Premiums
   Losses
and LAE
Incurred
   Underwriting
Expenses
   Underwriting
Profit (Loss)
  Loss
Ratio
  Expense
Ratio
  Combined
Ratio
 

Insurance Companies:

           

Marine

  $142,181    $110,119    $55,419    $(23,357  77.4  39.0  116.4

Property Casualty

   332,782     235,740     100,770     (3,728  70.8  30.3  101.1

Professional Liability

   96,476     71,223     35,016     (9,763  73.8  36.3  110.1
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

Total Insurance Companies

$571,439  $417,082  $191,205  $(36,848 73.0 33.4 106.4
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

  

 

 

  

 

 

 

Our Insurance Companies combined ratio for the year ended December 31, 2014 was 93.0% compared to 96.0% for the same period in 2013. Our Insurance Companies pre-tax underwriting results increased by $23.5 million to an underwriting profit of $49.1 million compared to an underwriting profit of $25.6 million for the same period in 2013.

Our Insurance Companies reported an underwriting profit of $49.1 million for the year ended December 31, 2014, mostly driven by our Marine business due to favorable loss emergence from prior accident years across all core product lines. In addition, our Property Casualty division includes $13.5 million of underwriting profit from our Excess Casualty division due in part to strong production attributable to the expansion of those underwriting teams and the continued dislocation of certain competitors, as well as $13.0 million of underwriting profit from our Assumed Reinsurance division mostly driven by growth and a lack of current accident year catastrophe activity from our LatAm Property & Casualty products, and to a lesser extent, profit from our A&H product lines as we are starting to experience favorable loss trends from those products lines. Also included within our Property Casualty results is $2.4 million of underwriting profit from our Energy & Engineering division due to favorable loss emergence from prior accident years, partially offset by an $11.4 million underwriting loss from our Primary Casualty division, mostly driven by reserve strengthening specific to Construction Liability policies issued to contractors operating in California and other western states. Our Professional Liability business reported an underwriting profit of $2.2 million due in part to a recovery of prior period losses coming from a cash settlement of a contract dispute with a former third part administrator, partially offset by unfavorable loss emergence from our small lawyers product line, which is now in runoff.

Our Insurance Companies combined ratio for the year ended December 31, 2013 was 96.0% compared to 106.4% for the same period in 2012. For the year ended December 31, 2013, our Insurance Companies reported an underwriting profit of $25.6 million inclusive of $13.6 million and $16.3 million of underwriting profit from our Energy & Engineering and Marine businesses, respectively, in connection with favorable loss emergence from UWY’s 2011 and prior. In addition, our Excess Casualty division produced an underwriting profit of $6.1 million as a result of continued strong production attributable to the expansion of those underwriting teams and the continued dislocation of certain competitors, partially offset by an underwriting loss of $5.8 million from our Management Liability division due to net prior period reserve strengthening from UWYs 2010 and prior, and an underwriting loss of $3.4 million from businesses inrun-off.

Our Insurance Companies combined ratio for the year ended December 31, 2012 was 106.4% compared to 106.5% for the same period in 2011. For the year ended December 31, 2012, our Insurance Companies reported an underwriting loss of $36.8 million, which includes the following:

2012 accident year loss emergence of $14.5 million from our Agriculture product line that was driven by significant drought related crop losses across the U.S.

Net loss of $12.8 million, inclusive of $6.3 million in RRPs, related to Superstorm Sandy. Gross of reinsurance the Insurance Companies’ loss related to Superstorm Sandy was approximately $45.2 million.

Net losses of $9.9 million, inclusive of $9.2 million in RRPs, related to several large losses from our Marine business, including the grounding of the cruise ship Costa Concordia off the coast of Italy.

Insurance Companies Gross Written Premiums

Marine Premiums. The gross written premiums for our Marine business for the years ended December 31, 2014, 2013 and 2012 consisted of the following:

   Year Ended December 31,   Percentage Change 

In thousands

  2014   2013   2012   2014 vs.
2013
  2013 vs.
2012
 

Marine Liability

  $65,740    $62,534    $64,429     5.1  -2.9

Craft/Fishing Vessels

   37,866     32,320     25,018     17.2  29.2

Cargo

   20,178     21,162     25,840     -4.7  -18.1

Protection & Indemnity

   14,462     16,442     17,767     -12.0  -7.5

Bluewater Hull

   12,544     12,609     18,134     -0.5  -30.5

Inland Marine

   12,210     14,727     33,982     -17.1  -56.7

Other Marine

   14,363     12,028     14,925     19.4  -19.4
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Total Marine

$177,363  $171,822  $200,095   3.2 -14.1
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Insurance Companies Marine gross written premiums for the year ended December 31, 2014 increased $5.5 million, or 3.2% compared to the same period in 2013 primarily due to new business growth in our Craft/Fishing Vessels and Marine Liability product lines, partially offset by decreases in Inland Marine due to a reduction in renewal premium driven by competitive pricing as well as certain policy cancellations in the P&I product line.

The Insurance Companies Marine business experienced a 1.9% increase in renewal rates for the year ended December 31, 2014.

The Insurance Companies Marine gross written premiums for the year ended December 31, 2013 decreased 14.1% compared to the same period in 2012 primarily due to the re-underwriting of our Inland Marine product line, as well as a reduction in the Bluewater Hull product line due to less business written due to pricing on certain accounts and vessel types that do not meet our underwriting standard. In addition, the decrease in Cargo was related to non-renewed business that did not meet the current underwriting criteria. The aforementioned decreases were slightly offset by growth in Craft and Fishing Vessels products due to strong new business production.

The Insurance Companies Marine business experienced a 4.1% increase in renewal rates for the year ended December 31, 2013.

Property Casualty Premiums. The gross written premiums for our Property Casualty business for the years ended December 31, 2014, 2013 and 2012 consisted of the following:

   Year Ended December 31,   Percentage Change 

In thousands

  2014   2013   2012   2014 vs.
2013
  2013 vs.
2012
 

Excess Casualty

  $276,339    $258,791    $194,306     6.8  33.2

Primary Casualty

   180,302     138,551     111,595     30.1  24.2

Assumed Reinsurance

   169,112     175,409     181,025     -3.6  -3.1

Energy & Engineering

   57,838     69,171     61,109     -16.4  13.2

Environmental Liability

   44,066     31,010     25,815     42.1  20.1

Other Property & Casualty

   27,402     27,155     16,891     0.9  60.8
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Total Property Casualty

$755,059  $700,087  $590,741   7.9 18.5
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

The Insurance Companies Property Casualty gross written premiums for the year ended December 31, 2014 increased $55.0 million, or 7.9% compared to the same period in 2013, primarily driven by our Primary Casualty division, which increased $41.8 million, or 30.1%, due to strong production across all product lines from an improvement in the overall construction market. In addition, there were increases from our Excess Casualty division due to improved market conditions and dislocation of certain competitors, as well as from our Environmental division due to our continued investments in those underwriting teams. The aforementioned increases were partially offset by a net decrease from our Assumed Reinsurance division as a result of reduction in renewal premiums from our A&H product line and Agriculture products that was partially offset by an increase from our LatAm product lines driven by new business growth and an increase in line shares on certain renewals. In addition, we reported a decrease in premium from our Energy & Engineering division due to difficult market conditions and an unfavorable rate environment.

The Insurance Companies Property Casualty business experienced an overall renewal rate increase of 0.8% for the year ended December 31, 2014, mostly driven by a 3.3% increase from our Excess Casualty division, partially offset by a 7.3% decrease in rates from our Energy & Engineering division.

The Insurance Companies Property Casualty gross written premiums for the year ended December 31, 2013 increased 18.5% compared to the same period in 2012. The increases were primarily driven by the growth from our Excess Casualty and Primary Casualty divisions as a result of strong production attributable to an expansion of our underwriting teams and continued dislocation among certain competitors, partially offset by a decrease in our Assumed Reinsurance division attributable to the non-renewal of certain policies from our A&H product line.

Professional Liability Premiums. The gross written premiums for our Professional Liability business for the years ended December 31, 2014, 2013 and 2012 consisted of the following:

   Year Ended December 31,   Percentage Change 

In thousands

  2014   2013   2012   2014 vs.
2013
  2013 vs.
2012
 

Errors & Omissions

  $67,130    $86,001    $87,221     -21.9  -1.4

Management Liability

   45,902     44,365     43,268     3.5  2.5
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Total Professional Liability

$113,032  $130,366  $130,489   -13.3 -0.1
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

The Insurance Companies Professional Liability gross written premiums for the year ended December 31, 2014 decreased $17.3 million, or 13.3% compared to the same period in 2013, primarily driven by a reduction in our E&O division due to our decision to exit the small lawyers professional liability product line in the fourth quarter of 2013, as well as a decrease in our real estate agents and accountants liability product lines as a result of certain program terminations, partially offset by an increase from our Management Liability division due to an increase in subject premium on renewals.

The Insurance Companies Professional Liability business experienced an overall renewal rate decrease of 2.0% for the year ended December 31, 2014, inclusive of a 4.0% decrease from our Management Liability division and a 0.5% decrease from our E&O division.

The Insurance Companies Professional Liability gross written premiums for the years ended December 31, 2013 and 2012 are consistent at approximately $130 million. In the fourth quarter of 2013, we made the decision to exit the small lawyers product line that had contributed gross written premiums of $16.3 million and $19.1 million, in 2013 and 2012, respectively.

Insurance Companies Commission Expenses. The commission expense ratio for the years ended December 31, 2014, 2013 and 2012 was 12.1%, 12.7%, and 14.2%, respectively. The changes in the commission expense ratio are primarily driven by mix of business; however, the net commission expense for 2014 includes a $0.8 million estimated profit commission related to our proportional reinsurance program on Offshore Energy product lines. The net commission expense ratio for 2012 is impacted by RRPs, as previously discussed.

Insurance Companies Other Operating Expenses. Other operating expenses for the Insurance Companies were $138.7 million for the year ended December 31, 2014 compared to $119.9 million for the same period in 2013. The increase in operating expenses is due to continued investments in new underwriting teams and support staff closely aligned with business growth and an increase in incentive compensation driven by stronger underwriting results.

Other operating expenses for the Insurance Companies increased to $119.9 million for the year ended December 31, 2013 from $113.6 million for the same period in 2012 primarily due to an increase in allocated expenses from NMC and NMUK, which is driven by continued investments in new underwriting teams, closely aligned with business growth and an increase in incentive compensation.

Lloyd’s Operations

Our Lloyd’s Operations are primarily engaged in underwriting Marine and related lines of business along with Offshore Energy, construction coverages for Onshore Energy business and Professional Liability insurance at Lloyd’s through Syndicate 1221. Our Lloyd’s Operations segment includes NUAL, a Lloyd’s underwriting agency, which manages Syndicate 1221.

The following table sets forth the results of operations of the Lloyd’s Operations for the years ended December 31, 2014, 2013 and 2012:

   Year Ended December 31,  Percentage Change 

In thousands

  2014  2013  2012  2014 vs.
2013
  2013 vs.
2012
 

Gross written premiums

  $386,899   $368,242   $365,140    5.1  0.8

Net written premiums

   247,365    207,914    210,699    19.0  -1.3

Net earned premiums

   231,321    202,601    210,525    14.2  -3.8

Net losses and loss adjustment expenses

   (110,833  (103,548  (80,351  7.0  28.9

Commission expenses

   (42,558  (34,710  (42,449  22.6  -18.2

Other operating expenses

   (58,150  (44,514  (45,454  30.6  -2.1

Other underwriting income (expense)

   35    (1,588  47    NM    NM  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Underwriting profit (loss)

  $19,815   $18,241   $42,318    8.6  -56.9

Net investment income

   7,378    7,160    7,551    3.0  -5.2

Net realized gains (losses)

   97    (58  3,555    NM    NM  

Other income (expense)

   12,243    —      —      NM    NM  
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Income (loss) before income taxes

  $39,533   $25,343   $53,424    56.0  -52.6

Income tax expense (benefit)

   13,885    8,728    18,620    59.1  -53.1
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Net income (loss)

  $25,648   $16,615   $34,804    54.4  -52.3
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Losses and loss adjustment expenses ratio

   47.9  51.1  38.2  

Commission expense ratio

   18.4  17.1  20.2  

Other operating expense ratio(1)

   25.1  22.8  21.5  
  

 

 

  

 

 

  

 

 

   

Combined ratio

   91.4  91.0  79.9  
  

 

 

  

 

 

  

 

 

   

(1) - Includes Other operating expenses & Other underwriting income (expense)

NM - Percentage change not meaningful.

Our Lloyd’s Operations reported net income of $25.6 million, $16.6 million and $34.8 million for the years ended December 31, 2014, 2013 and 2012, respectively. The increase in net income for the year ended December 31, 2014 compared to the same period in 2013 was largely attributable to an increase in Other Income primarily due to a one-time $10.1 million pre-tax foreign exchange gain in connection with a change in the functional currency of our Lloyd’s Operations. To a lesser extent, the increase in net income was driven by increased underwriting profits in our Property Casualty business. The decrease in net income for the year ended December 31, 2013 as compared to the same period in 2012 was largely attributable to weaker underwriting results due to only $14.7 million of net prior period reserve redundancies in 2013 compared to $47.2 million in 2012, and to a lesser extent a decrease in net realized gains on investments.

The following tables reflect the net underwriting result by major line of business for the calendar years ended December 2014, 2013, and 2012.

($ in thousands)    
   Twelve Months Ended December 31, 2014 
   Net
Earned
Premiums
   Losses
and LAE
Incurred
   Underwriting
Expenses
   Underwriting
Profit (Loss)
   Loss
Ratio
  Expense
Ratio
  Combined
Ratio
 

Lloyd’s Operations:

            

Marine

  $141,471    $74,569    $60,633    $6,269     52.7  42.9  95.6

Property Casualty

   51,338     17,235     24,517     9,586     33.6  47.7  81.3

Professional Liability

   38,512     19,029     15,523     3,960     49.4  40.3  89.7
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

  

 

 

  

 

 

 

Total Lloyd’s Operations

$231,321  $110,833  $100,673  $19,815   47.9 43.5 91.4
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

  

 

 

  

 

 

 
   Twelve Months Ended December 31, 2013 
   Net
Earned
Premiums
   Losses
and LAE
Incurred
   Underwriting
Expenses
   Underwriting
Profit (Loss)
   Loss
Ratio
  Expense
Ratio
  Combined
Ratio
 

Lloyd’s Operations:

            

Marine

  $138,690    $76,454    $56,377    $5,859     55.1  40.7  95.8

Property Casualty

   37,722     13,852     16,066     7,804     36.7  42.6  79.3

Professional Liability

   26,189     13,242     8,369     4,578     50.6  31.9  82.5
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

  

 

 

  

 

 

 

Total Lloyd’s Operations

$202,601  $103,548  $80,812  $18,241   51.1 39.9 91.0
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

  

 

 

  

 

 

 
   Twelve Months Ended December 31, 2012 
   Net
Earned
Premiums
   Losses
and LAE
Incurred
   Underwriting
Expenses
   Underwriting
Profit (Loss)
   Loss
Ratio
  Expense
Ratio
  Combined
Ratio
 

Lloyd’s Operations:

            

Marine

  $136,898    $51,116    $59,110    $26,672     37.3  43.2  80.5

Property Casualty

   52,951     23,689     20,030     9,232     44.7  37.9  82.6

Professional Liability

   20,676     5,546     8,716     6,414     26.8  42.2  69.0
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

  

 

 

  

 

 

 

Total Lloyd’s Operations

$210,525  $80,351  $87,856  $42,318   38.2 41.7 79.9
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

  

 

 

  

 

 

 

Our Lloyd’s Operations combined ratio for the year ended December 31, 2014 was 91.4% compared to 91.0% for the same period in 2013. Our Lloyd’s Operations underwriting results increased by $1.6 million to $19.8 million underwriting profit for the year ended December 31, 2014 compared to $18.2 million in 2013. Our Lloyd’s Operations underwriting profit for the twelve months ended December 31, 2014 includes an underwriting profit of $9.6 million from our Property Casualty division driven by favorable current accident year loss trends, and to a lesser extent, prior year reserve releases from our Onshore Energy product line. Our Lloyd’s Operations also includes an underwriting profit of $4.0 million from our Professional Liability division driven by favorable loss emergence. In addition, our Marine division reported an underwriting profit of $6.3 million driven by prior year reserve releases of $21.3 million, which were offset by current year reserve strengthening of $18.2 million, inclusive of a $5.0 million net loss and related RRPs of $3.9 million resulting from the sinking of a vessel in South Korean waters.

Our Lloyd’s Operations combined ratio for the year ended December 31, 2013 was 91.0% compared to 79.9% for the same period in 2012. Our Lloyd’s Operations underwriting results decreased by $24.1 million to $18.2 million underwriting profit for the year ended December 31, 2013 compared to $42.3 million in 2012. Our Lloyd’s Operations pre-tax underwriting profit for the twelve months ended December 31, 2013 includes $14.7 million of net prior period reserve releases in connection with continued favorable emergence from our Property Casualty division, specifically Energy & Engineering and Marine divisions as well as a $1.6 million foreign exchange loss on the re-measurement of certain deposits required by Lloyd’s.

Our Lloyd’s Operations underwriting profit for the year ended December 31, 2013 included $14.1 million of net prior period reserve releases in connection with continued favorable emergence from our D&O, Energy & Engineering and Marine divisions, partially offset by large current accident year losses from our Marine and Energy & Engineering divisions, as well as a $1.1 million foreign exchange loss on the remeasurement of certain deposits required by Lloyd’s.

Our Lloyd’s Operations combined ratio for the year ended December 31, 2012 was 79.9% compared to 100.8% for the same period in 2011. Our Lloyd’s Operations underwriting results increased by $44.0 million to a $42.3 million underwriting profit for the year ended December 31, 2012 compared to a $1.7 million underwriting loss for the same period in 2011. Our Lloyd’s Operations pre-tax underwriting profit in 2012 includes:

Net loss of $7.6 million, inclusive of $2.0 million in RRPs, related to Superstorm Sandy. Gross of reinsurance our Lloyd’s Operations loss related to Superstorm Sandy was approximately $21.5 million.

Net losses of $4.0 million, inclusive of $1.9 million in RRPs, related to several large losses from our Marine business, including the grounding of the cruise ship Costa Concordia off the coast of Italy.

Net reserve releases of $47.2 million across all businesses and all divisions, most notably Lloyd’s Operations Marine.

Lloyd’s Operations Gross Written Premiums

We have controlled 100% of Syndicate 1221’s stamp capacity since 2006. Stamp capacity is a measure of the amount of premium a Lloyd’s syndicate is authorized to write based on a business plan approved by the Council of Lloyd’s. Syndicate 1221’s stamp capacity was £215 million ($336.9 million) in 2014, £195 million ($323.7 million) in 2013, £184 million ($300 million) in 2012.

Marine Premiums.The gross written premiums for our Marine business for the years ended December 31, 2014, 2013 and 2012 consisted of the following:

   Year Ended December 31,   Percentage Change 

In thousands

  2014   2013   2012   2014 vs.
2013
  2013 vs.
2012
 

Cargo

  $53,513    $52,469    $57,787     2.0  -9.2

Marine Liability

   41,263     39,831     39,417     3.6  1.1

Transport

   24,329     20,871     22,912     16.6  -8.9

Specie

   20,114     21,395     21,772     -6.0  -1.7

Marine Excess-of-Loss Reinsurance

   17,476     15,328     15,309     14.0  0.1

Energy Liability

   16,929     16,259     18,747     4.1  -13.3

Bluewater Hull

   11,116     5,754     6,959     93.2  -17.3

War

   3,367     9,139     11,520     -63.2  -20.7
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Total Marine

$188,107  $181,046  $194,423   3.9 -6.9
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Our Lloyd’s Operations Marine gross written premiums for the year ended December 31, 2014 increased 3.9% compared to the same period in 2013. The lines with the greatest increase on 2013 are Transport, Assumed Marine excess-of-loss and Bluewater Hull. Marine excess-of-loss Assumed Reinsurance Product line includes $2.7 million of Assumed RRPs recognized year to date accounting for the difference. Transport has seen strong growth on new business. Bluewater Hull is inclusive of $3.4 million of new business generated from our new European offices, which commenced operation in September 2014. The total premium generated from these new offices for Marine classes was $3.8 million. War premium has decreased significantly due to less business written in high risk areas.

Our Lloyd’s Operations Marine gross written premiums for the year ended December 31, 2013 decreased 6.9% compared to the same period in 2012. The decrease is driven by reduction in renewals across the division, particularly on Cargo. The Lloyd’s Operations Marine business experienced average renewal rate increases of 3.4% for the year ended December 31, 2013.

Property Casualty Premiums. The gross written premiums for our Property Casualty business for the years ended December 31, 2014, 2013 and 2012 consisted of the following:

   Year Ended December 31,   Percentage Change 

In thousands

  2014   2013   2012   2014 vs.
2013
  2013 vs.
2012
 

Energy & Engineering:

         

Offshore Energy

  $54,288    $54,605    $53,915     -0.6  1.3

Engineering and Construction

   22,310     30,159     36,178     -26.0  -16.6

Onshore Energy

   23,185     30,787     30,658     -24.7  0.4

Direct and Facultative Property

   10,958     9,140     —       19.9  NM  
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Energy & Engineering

 110,741   124,691   120,751   -11.2 3.3

Assumed Reinsurance

 13,757   2,298   —     NM   NM  

Other Property Casualty

 1,518   2,533   6,277   -40.1 -59.6
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Total Property Casualty

$126,016  $129,522  $127,028   -2.7 2.0
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

NM - Percentage change not meaningful

Our Lloyd’s Operations Property Casualty gross written premiums for the year ended December 31, 2014 decreased 2.7% compared to the same period in 2013. Tough market conditions and an unfavorable rating environment have led to reduced premium in our Offshore Energy, Onshore Energy and Engineering and Construction lines for the year ended December 31, 2014. This has been offset by an increase in new business growth, specifically from our Assumed Reinsurance product lines, which have increased from $2.3 million in 2013 after commencing writing business in Syndicate 1221 in the fourth quarter of 2013 to $13.8 million in 2014 following a full year of writing. Other Property Casualty includes our Life Science product line, which during 2014 has largely consisted of a renewal book of business.

Our Lloyd’s Operations Property Casualty gross written premiums for the year ended December 31, 2013 increased 2.0% compared to the same period in 2012. The increase is primarily due to new business growth from our Direct and Facultative Property lines that we began writing in 2013, partially offset by Engineering and Construction and runoff business. The Lloyd’s Operations Property Casualty business achieved increases of 1.2% on renewal rates for the year ended December 31, 2013.

Professional Liability Premiums. The gross written premiums for our Professional Liability business for the years ended December 31, 2014, 2013 and 2012 consisted of the following:

   Year Ended December 31,   Percentage Change 

In thousands

  2014   2013   2012   2014 vs.
2013
  2013 vs.
2012
 

Management Liability

  $48,569    $41,989    $32,036     15.7  31.1

Errors & Omissions

   24,207     15,685     11,653     54.3  34.6
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Total Professional Liability

$72,776  $57,674  $43,689   26.2 32.0
  

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Our Lloyd’s Operations Professional Liability gross written premiums for the year ended December 31, 2014 increased 26.2% compared to the same period in 2013 as a result of strong new business growth, partially offset by decreases in renewal rates of 4.2% for the year ended December 31, 2014. Gross written premium increased within Management Liability as we continue to grow our D&O portfolio, while our E&O portfolio has grown across all targeted professions. Both products also benefited from a strategy to increase distribution channels in the UK, Continental Europe, and Australia. The premium numbers are inclusive of $1.0 million of new business generated out of our new European offices, which came into operation in September 2014.

Our Lloyd’s Operations Professional Liability gross written premiums for the year ended December 31, 2013 increased 32.0% compared to the same period in 2012 as a result of new business growth, partially offset by decreases in renewal rates of 1.7% for the year ended December 31, 2013.

Lloyd’s Operations Commission Expenses.The commission expenses ratios for the year ended December 31, 2014 was 18.4%, compared to 17.1% for the same period in 2013. The increase in the commission expense ratio for the year ended December 31, 2014 is driven by a reduction in our proportional reinsurance premiums, which generate ceding commission.

Lloyd’s Operations Other Operating Expenses.Lloyd’s Operations other operating expenses was $58.1 million for the year ended December 31, 2014 compared to $44.5 million for the same period in 2013, primarily due to an increase in employee costs associated with growth initiatives for our business as well as an increase in certain information technology charges assessed by Lloyd’s. One of the initiatives in the year was the opening of 3 new European offices in Rotterdam, The Netherlands, Paris, France and Milan, Italy and accounted for $2.4 million of the increase with additional headcount, office costs and professional fees. New staff in the London office accounted for about an additional $3.0 million of expenses over 2013. Staff expenses are also higher than last year by $1.4 million due to increased incentive compensation in 2014. Costs charged by Lloyd’s Operations were $0.5 million higher than the prior year and IT costs were $2.5 million higher than the prior year. Other operating expenses for the year ended December 31, 2014 were also affected by approximately $2.1 million due to adverse exchange rate movement between the British Pound and the U.S. Dollar which resulted in British Pound denominated expenses to increase more when expressed in U.S. Dollar terms.

Off –Balance Sheet Transactions

We have no material off-balance sheet transactions with the exception of our letter of credit facilities. For a discussion of our letter of credit facilities, refer to “Capital Resources”.

Tabular Disclosure of Contractual Obligations

The following table sets forth the best estimate of our known contractual obligations with respect to the items indicated as of December 31, 2014:

   Payments Due by Period 

In thousands

  Total   Less than
1 Year
   1-3 Years   3-5 Years   Thereafter 

Reserves for losses and LAE(1)

  $2,159,634    $750,294    $752,712    $358,012    $298,616  

5.75% Senior Notes(2)

   398,966     15,238     30,476     30,476     322,776  

Operating Leases(3)

   52,397     11,245     17,176     11,165     12,811  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

$2,610,997  $776,777  $800,364  $399,653  $634,203  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

(1)The amounts determined are estimates which are subject to a high degree of variation and uncertainty, and are not subject to any specific payment schedule since the timing of these obligations are not set contractually. The amounts in the above table exclude reinsurance recoveries of $851.5 million. See “Business – Loss Reserves” included herein.
(2)Includes interest payments.
(3)Obligation includes rent and rent items. Rent items are estimates based on the lease agreement due to uncontrollable fluctuations of actual costs.

The State of Connecticut awarded our Company up to $11.5 million ($8.0 million in loans and $3.5 million in grants) as an incentive to move its corporate headquarters to Stamford Connecticut. The loan is non-interest bearing, has a term of 10 years and is subject to forgiveness under conditions of the agreement with the State. The amount of the assistance to be received is dependent on our Company reaching certain milestones for creation of new jobs over a five-year period, and the funds are to be used to offset certain equipment purchases, facility costs, training of employees and other eligible project-related costs. Our Company completed the move to Stamford in September 2013 and received $7.5 million for reaching the first job milestone. Earning of the grant and forgiveness of the loan is subject to certain conditions, including maintaining the required jobs for an extended period of time. As of December 31, 2014, the length of time commitment has not been met, however, our Company expects to meet all the conditions to keep the amount of assistance received to date, therefore this contractual obligation has been excluded from the table above. Accordingly, our Company is recognizing the assistance received over the period in which our Company recognizes the expenses for which the assistance is intended to compensate, and is recognized as a reduction of such expenses. During the year ended December 31, 2014, our Company recognized $1.1 million of the assistance and has deferred revenue of $6.1 million, which is included in other liabilities.

Capital Resources

Overview. We monitor our capital adequacy to support our business on a regular basis. The future capital requirements of our business will depend on many factors, including our ability to write new business successfully and to establish premium rates and reserves at levels sufficient to cover losses. Our ability to underwrite is largely dependent upon the quality of our claims paying and financial strength ratings as evaluated by independent rating agencies. In particular, we require (1) sufficient capital to maintain our financial strength ratings, as issued by various ratings agencies, at a level considered necessary by management to enable our Insurance Companies to compete, (2) sufficient capital to enable our Insurance Companies to meet the capital adequacy tests performed by statutory agencies in the U.S. and the U.K. and (3) letters of credit and other forms of collateral that are necessary to support the business plan of our Lloyd’s Operations.

Our capital resources consist of funds deployed or available to be deployed to support our business operations. As of December 31, 2014 and 2013, our capital resources were as follows:

   December 31, 

In thousands

  2014  2013 

Senior Notes

  $263,440   $263,308  

Stockholders’ equity

   1,027,224    902,212  
  

 

 

  

 

 

 

Total capitalization

$1,290,664  $1,165,520  
  

 

 

  

 

 

 

Ratio of debt to total capitalization

 20.4 22.6

Share Repurchase. As part of our capital management program, we may seek to raise additional capital or may seek to return capital to our stockholders through share repurchases, cash dividends or other methods (or a combination of such methods). Any such determination will be at the discretion of the Parent Company’s Board of Directors and will be dependent upon our profits, financial requirements and other factors, including legal restrictions, rating agency requirements, credit facility limitations and such other factors as our Board of Directors deems relevant.

Shelf Registration.In July 2012, we filed a universal shelf registration statement with the SEC. This registration statement, which expires in July 2015, allows for the future possible offer and sale by our Company of up to $500 million in the aggregate of various types of securities including common stock, preferred stock, debt securities, depositary shares, warrants, units or stock purchase contracts and stock purchase units. The shelf registration statement enables us to efficiently access the public equity or debt markets in order to meet future capital needs, if necessary. This report is not an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state.

Statutory Dividend Capacity.We primarily rely upon dividends from our subsidiaries to meet our Parent Company’s obligations. The Parent Company’s cash obligations primarily consist of semi-annual interest payments on the senior debt, which are currently $7.6 million. Going forward, the interest payments may be made from funds currently at the Parent Company or dividends from its subsidiaries.

NIC may pay dividends to the Parent Company out of its statutory earned surplus pursuant to statutory restrictions imposed under the New York insurance law. As of December 31, 2014, the maximum amount available for the payment of dividends by NIC in 2015 without prior regulatory approval is $89.4 million. NIC did not pay any dividends to the Parent Company in 2014 and 2013, but, did pay $15.0 million of dividends in 2012.

NCUL may pay dividends to the Parent Company up to the extent of available profits that have been distributed from Syndicate 1221, and as of December 31, 2014 and 2013 that amount was $9.9 million (£6.3 million) and $11.6 million (£7.0 million), respectively.

Refer to Note 13, Dividends and Statutory Financial Information,3, Investments, in the Notes to Consolidated Financial Statements for additional information regarding dividends, including dividend restrictions and net assets available for dividend distribution.information.


Valuation of Investments

Parent Company Balance Sheet. Condensed Parent Company balance sheetsFair value is defined as of December 31, 2014 and 2013 are shownthe price in the table below:

   December 31, 

In thousands

  2014   2013 

Cash and investments

  $101,032    $100,676  

Investments in subsidiaries

   1,163,822     1,040,214  

Goodwill and other intangible assets

   2,534     2,534  

Other assets

   27,531     26,538  
  

 

 

   

 

 

 

Total assets

$1,294,919  $1,169,962  
  

 

 

   

 

 

 

Senior Notes

$263,440  $263,308  

Accounts payable and other liabilities

 1,081   802  

Accrued interest payable

 3,174   3,640  
  

 

 

   

 

 

 

Total liabilities

$267,695  $267,750  
  

 

 

   

 

 

 

Stockholders’ equity

$1,027,224  $902,212  
  

 

 

   

 

 

 

Total liabilities and stockholders’ equity

$1,294,919  $1,169,962  
  

 

 

   

 

 

 

Senior Notes and Credit Facility. On October 4, 2013, we completed a public debt offering of $265 million principal amount of the 5.75% Senior Notes andmarket that would be received net proceeds of $263 million. We used the proceeds of the 5.75% Senior Notes for general corporate purposes including the redemption of our 7.0% Senior Notes. We incurred a charge of $17.9 million for the payment of call premium in connection with the redemption of the 7.0% Senior Notes. The effective interest rate relatedan asset to the net proceeds received from the 5.75% Senior Notes is approximately 5.86%. Interest is payablefacilitate an orderly transaction between market participants on the 5.75% Senior Notes each April 15 and October 15.

On November 6, 2014, NUAL entered into a credit facility for $8.0 million Australian Dollars with Barclays Bank PLC to fund our participation in Syndicate 1221. The facility is used to fund Australian underwriting obligations for the 2014 and prior UWYs. The facility contains customary covenants for facilities of this type, including a restriction on future encumbrances that are outside the ordinary course of business, and a requirement to maintain at least £75 million of Funds at Lloyd’s. Interest is payable on the facility at a rate of 2% per annum above a floating rate tied to the average mid-rate for Australian bills of exchange administered by the Australian Financial Markets Association. The facility may be cancelled by either party after providing written notice. As of December 31, 2014, we were in compliance with all covenants.

On November 24, 2014, our Company entered into a $175 million credit facility agreement with ING Bank N.V., London Branch, individually and as Administrative Agent, and a syndicate of lenders. The new credit facility amended and restated a $165 million letter of credit facility entered into by the parties on November 21, 2012. The credit facility, which is denominated in U.S. dollars, is utilized to fund participation in Syndicate 1221 through letters of credit for the 2016 and 2015 UWYs, as well as open prior years. The letters of credit issued under the facility can be denominated in British pounds and their aggregate face amount will fluctuate based on exchange rates. If any letters of credit remain outstanding under the facility after December 31, 2016, our Company would be required to post additional collateral to secure the remaining letters of credit. As of December 31, 2014, letters of credit with an aggregate face amount of $149.4 million were outstanding under the credit facility and our Company had $1.0 million of cash collateral posted.

This credit facility contains customary covenants for facilities of this type, including restrictions on indebtedness and liens, limitations on mergers, dividends and the sale of assets, and requirements as to maintaining certain consolidated tangible net worth, statutory surplus and other financial ratios. The credit facility also provides for customary events of default, including failure to pay principal, interest or fees when due, failure to comply with covenants, any representation or warranty made by our Company being false in any material respect, default under certain other indebtedness, certain insolvency or receivership events affecting our Company and its subsidiaries, the occurrence of certain material judgments, or a change in control of our Company. The letter of credit facility is secured by a pledge of the stock of certain insurance subsidiaries of our Company. To the extent, the aggregate face amount issued under the credit facility exceeds the commitment amount; we are required to post collateral with the lead bank of the consortium.measurement date.  We were in compliance with all covenants under the credit facility as of December 31, 2014.

The applicable fee rate payable under the credit facility is based on a tiered schedule that is based on our Company’s then-current financial strength ratings issued by S&P and A.M. Best, and the amount of our Company’s own collateral utilized to fund its participation in Syndicate 1221.

Reinsurance.Time lags do occur in the normal course of business between the time gross loss reserves are paid by our Company and the time such gross paid losses are billed and collected from reinsurers. Reinsurance recoverable amounts related to gross loss reserves as of December 31, 2014 are anticipated to be billed and collected over the next several years as the gross loss reserves are paid by our Company.

Generally, for pro rata or quota share reinsurers, we issue quarterly settlement statements for premiums less commissions and paid loss activity, which are expected to be settled within 30-45 days. We have the ability to issue “cash calls” requiring such reinsurers to pay losses whenever paid loss activity for a claim ceded to a particular reinsurance treaty exceeds a predetermined amount (generally $0.5 million to $1.0 million) as set forth in the pro rata treaty. For the Insurance Companies, cash calls must generally be paid within 7-15 calendar days. There is generally no specific settlement period for the Lloyd’s Operations cash call provisions, but such billings have historically on average been paid within the same time period.

Generally, for excess-of-loss reinsurers we pay quarterly deposit premiums based on the estimated subject premiums over the contract period (usually one year) that are subsequently adjusted based on actual premiums determined after the expiration of the applicable reinsurance treaty. Paid losses subject to excess-of-loss recoveries are generally billed as they occur and are usually settled by reinsurers within 30 calendar days for the Insurance Companies and 30 business days for the Lloyd’s Operations.

We sometimes withhold funds from reinsurers and may apply ceded loss billings against such funds in accordance with the applicable reinsurance agreements.

Liquidity

Consolidated Cash Flows

Cash flow from operations was $222.5 million, $136.9 million and $96.7 million for the years ended December 31, 2014, 2013 and 2012. The increase in cash flow from operations for 2014 is largely attributable to a reduction in net losses paid, and to a lesser extent, a decrease in tax payments due to utilization of prior year tax overpayments, partially, offset by higher operating expenses resulting from increased headcount associated with growth in our business. The increase in cash flow from operations for 2013 is largely attributable to the growth of our business as well as improved collections on premiums receivable.

Net cash used in investing activities was $219.5 million and $229.9 million for the years ended December 31, 2014 and 2013, respectively, as compared to net cash used in investing activities of $179.8 million for the same period in 2012. Fluctuations in cash provided by, or used in, investing activities is primarily due to changes in operating cash flows and the associated ongoing management of our investment portfolio.

Net cash provided by financing activities was $1.2 million and $134.2 million for the years ended December 31, 2014 and 2013, respectively, compared to net cash provided by financing activities of $1.1 million for the year ended December 31, 2012. The decrease in cash flows from financing for 2014 compared to 2013 relates to a reduction in proceeds from exercise of stock options. The increase in cash flows from financing for 2013 compared to 2012 is due to net proceeds of $130.8 million received from our public debt offering of the 5.75% Senior Notes.

We believe that the cash flow generated by the operating activities of our subsidiaries will provide sufficient funds for us to meet our liquidity needs over the next twelve months. Beyond the next twelve months, cash flow available to us may be influenced by a variety of factors, including general economic conditions and conditions in the insurance and reinsurance markets, as well as fluctuations from year to year in claims experience.

We believe that we have adequately managed our cash flow requirements related to reinsurance recoveries from their positive cash flows and the use of available short-term funds when applicable. However, there can be no assurances that we will be able to continue to adequately manage such recoveries in the future or that collection disputes or reinsurer insolvencies will not arise that could materially increase the collection time lags or result in recoverable write-offs causing additional incurred losses and liquidity constraints to our Company. The payment of gross claims and related collections from reinsurers with respect to large losses could significantly impact our liquidity needs. However, in general, we expect to collect our paid reinsurance recoverables under the terms described above.

Investments

As of December 31, 2014, the weighted average rating of our fixed maturities was “AA” by S&P and “Aa” by Moody’s. The entire fixed maturity investment portfolio, except for investments with a fair value of $15.3 million, consists of investment grade bonds. As of December 31, 2014, our portfolio had a duration of 3.8 years. Management periodically projects cash flow of the investment portfolio and other sources in order to maintain the appropriate levels of liquidity in an effort to ensure our ability to satisfy claims. As of December 31, 2014 and 2013, all fixed maturities and equity securities held by us were classified as available-for-sale.

The following tables set forth our Company’s cash and investments as of December 31, 2014 and 2013. The tables below include OTTI securities recognized within AOCI.

   December 31, 2014 

In thousands

  Fair Value   Gross
Unrealized
Gains
   Gross
Unrealized
Losses
  Amortized
Cost
 

Fixed maturities:

       

U.S. Treasury bonds, agency bonds and foreign government bonds

  $397,923    $3,431    $(5,965 $400,457  

States, municipalities and political subdivisions

   541,007     19,204     (558  522,361  

Mortgage-backed and asset-backed securities:

       

Agency mortgage-backed securities

   364,622     8,476     (998  357,144  

Residential mortgage obligations

   34,087     1,153     (138  33,072  

Asset-backed securities

   206,413     380     (964  206,997  

Commercial mortgage-backed securities

   206,318     6,630     (98  199,786  
  

 

 

   

 

 

   

 

 

  

 

 

 

Subtotal

  $811,440    $16,639    $(2,198 $796,999  

Corporate bonds

   615,564     13,048     (1,626  604,142  
  

 

 

   

 

 

   

 

 

  

 

 

 

Total fixed maturities

  $2,365,934    $52,322    $(10,347 $2,323,959  

Equity securities - common stocks

   127,183     28,520     (1,254  99,917  

Equity securities - preferred stocks

   57,112     2,236     (50  54,926  

Short-term investments

   179,506     —       (21  179,527  

Cash

   90,751     —       —      90,751  
  

 

 

   

 

 

   

 

 

  

 

 

 

Total

  $2,820,486    $83,078    $(11,672 $2,749,080  
  

 

 

   

 

 

   

 

 

  

 

 

 

   December 31, 2013 

In thousands

  Fair Value   Gross
Unrealized
Gains
   Gross
Unrealized
Losses
  Amortized
Cost
 

Fixed maturities:

       

U.S. Treasury bonds, agency bonds and foreign government bonds

  $441,685    $2,854    $(8,855 $447,686  

States, municipalities and political subdivisions

   460,422     9,298     (13,651  464,775  

Mortgage-backed and asset-backed securities:

       

Agency mortgage-backed securities

   301,274     6,779     (6,016  300,511  

Residential mortgage obligations

   41,755     1,212     (161  40,704  

Asset-backed securities

   125,133     653     (480  124,960  

Commercial mortgage-backed securities

   172,750     7,656     (374  165,468  
  

 

 

   

 

 

   

 

 

  

 

 

 

Subtotal

  $640,912    $16,300    $(7,031 $631,643  

Corporate bonds

   504,854     15,402     (3,443  492,895  
  

 

 

   

 

 

   

 

 

  

 

 

 

Total fixed maturities

  $2,047,873    $43,854    $(32,980 $2,036,999  

Equity securities - common stocks

   143,954     25,700     (550  118,804  

Short-term investments

   296,250     —       —      296,250  

Cash

   86,509     —       —      86,509  
  

 

 

   

 

 

   

 

 

  

 

 

 

Total

  $2,574,586    $69,554    $(33,530 $2,538,562  
  

 

 

   

 

 

   

 

 

  

 

 

 

As of December 31, 2014 and 2013, debt securities for which non-credit OTTI was previously recognized and included in other comprehensive income are now in an unrealized gains position of $0.7 million and $0.5 million, respectively.

The fair value of our investment portfolio may fluctuate significantly in response to various factors such as changes in interest rates, investment quality ratings, equity prices, foreign exchange rates and credit spreads. We do not have the intent to sell nor is it more likely than not that we will have to sell fixed maturities in unrealized loss positions that are not other-than-temporarily impaired before recovery. For structured securities, default probability and severity assumptions differ based on property type, vintage and the stress of the collateral. We do not intend to sell any of these securities and it is more likely than not that, we will not be required to sell these securities before the recovery of the amortized cost basis. For equity securities, our Company also considers its intent to hold securities as part of the process of evaluating whether a decline in fair value represents an other-than-temporary decline in value. We may realize investment losses to the extent our liquidity needs require the disposition of fixed maturity securities in unfavorable interest rate, liquidity or credit spread environments. Significant changes in the factors we consider when evaluating investments for impairment losses could result in a significant change in impairment losses reported in the consolidated financial statements.

Invested assets increased in 2014 from the prior comparable periods for 2013 and 2012 primarily due to positive cash flows from operations. The annualized pre-tax yield, excluding net realized gains and losses and net OTTI losses recognized in earnings, was 2.3%, 2.4% and 2.4% for the years ended December 31, 2014, 2013 and 2012, respectively. The 2.4% annualized pre-tax yield for the years ended December 31, 2012 includes investment expenses of $4.5 million of interest expense related to the settlement of a dispute with Equitas over foregone interest on amounts that were due on certain reinsurance contracts. In the dispute Equitas alleged that we failed to make timely payments to them under certain reinsurance agreements in connection with subrogation recoveries received by us with respect to several catastrophe losses that occurred in the late 1980’s and early 1990’s. In addition, investment expenses for the year ended December 31, 2012 includes a $2.8 million investment performance fee. Excluding the impact of the aforementioned interest expense and investment performance fee, the annualized pre-tax yield for the year ended December 31, 2012 would have been 2.7%, reflective of the general decline in market yields.

The tax equivalent yields for the years ended December 31, 2014, 2013 and 2012 on a consolidated basis were 2.5%, 2.5% and 2.6%, respectively. The portfolio duration was 3.8 years and 3.7 years for the years ended December 31, 2014 and 2013, respectively. Since the beginning of 2014, the tax-exempt portion of our investment portfolio has increased by $86.3 million to approximately 21.0% of the fixed maturities investment portfolio as of December 31, 2014 compared to approximately 20.1% at December 31, 2013.

We are a specialty insurance company and periods of moderate economic recession or inflation tend not to have a significant direct effect on our underwriting operations. They do, however, impact our investment portfolio. A decrease in interest rates will tend to decrease our yield and have a positive effect ondetermine the fair value of our invested assets. An increase in interest rates will tend to increase our yieldcertain financial instruments based on their underlying characteristics and have a negative effect on the fair value of our invested assets.

The contractual maturity dates for fixed maturity securities categorized by the number of years until maturity as of December 31, 2014 are shownrelevant transactions in the following table:marketplace.  GAAP guidance requires an entity to maximize the use of observable inputs and minimizes the use of unobservable inputs when measuring fair value. Refer to Note 4, Fair Value, in the Notes to Consolidated Financial Statements for additional information.

 

   December 31, 2014 
       Amortized 

In thousands

  Fair Value   Cost 

Due in one year or less

  $63,670    $65,643  

Due after one year through five years

   765,084     758,064  

Due after five years through ten years

   356,929     348,195  

Due after ten years

   368,811     355,058  

Mortgage- and asset-backed securities

   811,440     796,999  
  

 

 

   

 

 

 

Total

$2,365,934  $2,323,959  
  

 

 

   

 

 

 

Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. Due to the periodic repayment of principal, the aggregate amount of mortgage-backed and asset-backed securities is estimated to have an effective maturity of approximately 4.4 years.

The following table sets forth the amount and percentage of our fixed maturities as of December 31, 2014 by S&P credit rating or, if an S&P rating is not available, the equivalent Moody’s rating. The table includes fixed maturities at fair value, and the total rating is the weighted average quality rating.Recent Accounting Pronouncements

 

   December 31, 2014 
          Percent 

In thousands

  Rating  Fair Value   of Total 

Rating description:

      

Extremely strong

  AAA  $462,603     20

Very strong

  AA   1,090,505     45

Strong

  A   612,131     26

Adequate

  BBB   185,372     8

Speculative

  BB & Below   14,852     1

Not rated

  NR   471     0
    

 

 

   

 

 

 

Total

  AA  $2,365,934     100
    

 

 

   

 

 

 

The following table sets forth our U.S. Treasury bonds, agency bonds, and foreign government bonds asRefer to Note 1. Organization & Summary of December 31, 2014 and 2013:Significant Accounting Policies in the Notes to Consolidated Financial Statements for a discussion of recently issued accounting pronouncements that we have not yet adopted.

 

   December 31, 2014 
       Gross   Gross    
   Fair   Unrealized   Unrealized  Amortized 

In thousands

  Value   Gains   (Losses)  Cost 

U.S. Treasury bonds

  $146,905    $1,931    $(942 $145,916  

Agency bonds

   157,543     1,416     (181  156,308  

Foreign government bonds

   93,475     84     (4,842  98,233  
  

 

 

   

 

 

   

 

 

  

 

 

 

Total

  $397,923    $3,431    $(5,965 $400,457  
  

 

 

   

 

 

   

 

 

  

 

 

 
   December 31, 2013 
       Gross   Gross    
   Fair   Unrealized   Unrealized  Amortized 

In thousands

  Value   Gains   (Losses)  Cost 

U.S. Treasury bonds

  $395,762    $1,982    $(8,636 $402,416  

Agency bonds

   42,544     796     (186  41,934  

Foreign government bonds

   3,379     76     (33  3,336  
  

 

 

   

 

 

   

 

 

  

 

 

 

Total

  $441,685    $2,854    $(8,855 $447,686  
  

 

 

   

 

 

   

 

 

  

 

 

 

The following table sets forth the composition of the investments categorized as states, municipalities and political subdivisions in our portfolio by generally equivalent S&P and Moody’s ratings (not all securities in our portfolio are rated by both S&P and Moody’s) as of December 31, 2014. The securities that are not rated in the table below are primarily state bonds.ITEM 7A. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

In thousands

     December 31, 2014 

Equivalent S&P Rating

  

Equivalent

Moody’s

Rating

  Fair
Value
   Amortized
Cost
   Net
Unrealized
Gain (Loss)
 

AAA/AA/A

  Aaa/Aa/A  $531,161    $512,916    $18,245  

BBB

  Baa   9,375     8,975     400  

BB

  Ba   —       —       —    

B

  B   —       —       —    

CCC or lower

  Caa or lower   —       —       —    

NR

  NR   471     470     1  
    

 

 

   

 

 

   

 

 

 

Total

    $541,007    $522,361    $18,646  
    

 

 

   

 

 

   

 

 

 

The following table sets forth the municipal bond holdings by sectors as of December 31, 2014 and 2013:

   December 31, 2014  December 31, 2013 
   Fair   Percent  Fair   Percent 

In thousands

  Value   of Total  Value   of Total 

Municipal Sector:

       

General obligation

  $156,289     29 $125,063     27

Prerefunded

   17,595     3  15,835     3

Revenue

   323,349     60  270,016     59

Taxable

   43,774     8  49,508     11
  

 

 

   

 

 

  

 

 

   

 

 

 

Total

$541,007   100$460,422   100
  

 

 

   

 

 

  

 

 

   

 

 

 

We own $77.2 million of municipal securities, which are credit enhanced by various financial guarantors. As of December 31, 2014, the average underlying credit rating for these securities is A+. There has been no material adverse impact to our investment portfolio or results of operations as a result of downgrades of the credit ratings for several of the financial guarantors.

We analyze our mortgage-backed and asset-backed securities by credit quality of the underlying collateral distinguishing between the securities issued by the Federal National Mortgage Association (“FNMA”), the Federal Home Loan Mortgage Corporation (“FHLMC”) and the Government National Mortgage Association (“GNMA”) which are Federal government sponsored entities, and the non-FNMA and non-FHLMC securities broken out by prime, Alternative A-paper (“Alt-A”) and subprime collateral. The securities issued by FNMA and FHLMC are the obligations of each respective entity. The U.S. Department of the Treasury has agreed to provide support to FNMA and FHLMC under the Preferred Stock Purchase Agreement by committing to make quarterly payments to these enterprises, if needed, to maintain a zero net worth.

Prime collateral consists of mortgages or other collateral from the most creditworthy borrowers. Alt-A collateral consists of mortgages or other collateral from borrowers, which have a risk potential that is greater than prime but less than subprime. The subprime collateral consists of mortgages or other collateral from borrowers with low credit ratings. Such subprime and Alt-A categories are as defined by S&P.

The following table sets forth our agency mortgage-backed securities and residential mortgage-backed securities (“RMBS”) by those issued by GNMA, FNMA, and FHLMC, and the quality category (prime, Alt-A and subprime) for all other such investments as of December 31, 2014:

   December 31, 2014 

In thousands

  Fair
Value
   Gross
Unrealized
Gains
   Gross
Unrealized
Losses
   Amortized
Cost
 

Agency mortgage-backed securities:

        

GNMA

  $83,452    $2,865    $(772  $81,359  

FNMA

   216,133     4,059     (162   212,236  

FHLMC

   65,037     1,552     (64   63,549  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total agency mortgage-backed securities

$364,622  $8,476  $(998$357,144  
  

 

 

   

 

 

   

 

 

   

 

 

 

Residential mortgage-backed securities:

Prime

$13,457  $548  $(117$13,026  

Alt-A

 1,738   116   (21 1,643  

Subprime

 390   14   —     376  

Non-US RMBS

 18,502   475   —     18,027  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total residential mortgage-backed securities

$34,087  $1,153  $(138$33,072  
  

 

 

   

 

 

   

 

 

   

 

 

 

The following table sets forth the composition of the investments categorized as RMBS in our portfolio by generally equivalent S&P and Moody’s ratings (not all securities in our portfolio are rated by both S&P and Moody’s) as of December 31, 2014:

In thousands

     December 31, 2014 

Equivalent S&P Rating

  

Equivalent

Moody’s
Rating

  Fair
Value
   Amortized
Cost
   Net
Unrealized
Gain (Loss)
 

AAA/AA/A

  Aaa/Aa/A  $23,233    $22,770    $463  

BBB

  Baa   1,709     1,722     (13

BB

  Ba   1,419     1,447     (28

B

  B   1,431     1,410     21  

CCC or lower

  Caa or lower   6,295     5,723     572  

NR

  NR   —       —       —    
    

 

 

   

 

 

   

 

 

 

Total

    $34,087    $33,072    $1,015  
    

 

 

   

 

 

   

 

 

 

Details of the collateral of our asset-backed securities portfolio as of December 31, 2014 are presented below:

                               Amortized   Unrealized 

In thousands

  AAA   AA   A   BBB  ��BB   CCC   Fair Value   Cost   Gain (Loss) 

Auto loans

  $20,526    $9,638    $4,513    $—      $—      $—      $34,677    $34,628    $49  

Credit cards

   49,967     —       5,982     —       —       —       55,949     55,907     42  

Collateralized loan obligations

   69,141     6,696             75,837     76,597     (760

Time Share

   —       —       21,652     —       —       —       21,652     21,622     30  

Student Loans

   825       —       —       —       —       825     803     22  

Miscellaneous

   6,678     —       10,795     —       —       —       17,473     17,440     33  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $147,137    $16,334    $42,942    $—      $—      $—      $206,413    $206,997    $(584
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

The following table sets forth the composition of the investments categorized as commercial mortgage-backed securities in our portfolio by generally equivalent S&P and Moody’s ratings (not all securities in our portfolio are rated by both S&P and Moody’s) as of December 31, 2014:

In thousands

     December 31, 2014 

Equivalent S&P Rating

  

Equivalent
Moody’s
Rating

  Fair
Value
   Amortized
Cost
   Net
Unrealized
Gain (Loss)
 

AAA/AA/A

  Aaa/Aa/A  $206,318    $199,786    $6,532  

BBB

  Baa   —       —       —    

BB

  Ba   —       —       —    

B

  B   —       —       —    

CCC or lower

  Caa or lower   —       —       —    

NR

  NR   —       —       —    
    

 

 

   

 

 

   

 

 

 

Total

    $206,318    $199,786    $6,532  
    

 

 

   

 

 

   

 

 

 

The following table sets forth the composition of the investments categorized as corporate bonds in our portfolio by generally equivalent S&P and Moody’s ratings (not all securities in our portfolio are rated by both S&P and Moody’s) as of December 31, 2014:

In thousands

     December 31, 2014 

Equivalent S&P Rating

  

Equivalent
Moody’s
Rating

  Fair
Value
   Amortized
Cost
   Net
Unrealized
Gain (Loss)
 

AAA/AA/A

  Aaa/Aa/A  $435,571    $428,906    $6,665  

BBB

  Baa   174,287     169,712     4,575  

BB

  Ba   5,706     5,524     182  

B

  B   —       —       —    

CCC or lower

  Caa or lower   —       —       —    

NR

  NR   —       —       —    
    

 

 

   

 

 

   

 

 

 

Total

    $615,564    $604,142    $11,422  
    

 

 

   

 

 

   

 

 

 

Our company holds non-sovereign securities, where the issuer is located in the Euro Area, an economic and monetary union of certain member states within the European Union that have adopted the Euro as their common currency. As of December 31, 2014, the fair value of such securities was $97.6 million, with an amortized cost of $97.6 million representing 3.8% of our total fixed income and equity portfolio. Our largest exposure is in France with a total of $40.1 million followed by The Netherlands with a total of $39.6 million. We have no direct material exposure to Greece, Portugal, Italy, Spain, Ukraine or Russia as of December 31, 2014.

The following table summarizes all securities in a gross unrealized loss position as of December 31, 2014 and 2013, showing the aggregate fair value and gross unrealized loss by the length of time those securities had continuously been in a gross unrealized loss position as well as the number of securities:

  December 31, 2014  December 31, 2013 

In thousands, except # of securities

 Number of
Securities
  Fair Value  Gross
Unrealized
Loss
  Number of
Securities
  Fair Value  Gross
Unrealized
Loss
 

Fixed maturities:

      

U.S. Treasury bonds, agency bonds, and foreign government bonds

      

0-6 months

  19   $87,915   $1,061    27   $136,360   $1,096  

7-12 months

  —      —      —      26    149,370    7,759  

> 12 months

  31    117,683    4,904    —      —      —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Subtotal

  50   $205,598   $5,965    53   $285,730   $8,855  

States, municipalities and political subdivisions

      

0-6 months

  13   $14,242   $41    28   $40,132   $297  

7-12 months

  2    2,107    19    104    205,152    12,100  

> 12 months

  17    37,340    498    6    12,357    1,254  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Subtotal

  32   $53,689   $558    138   $257,641   $13,651  

Agency mortgage-backed securities

      

0-6 months

  4   $14,743   $52    39   $39,458   $434  

7-12 months

  2    4,138    28    64    77,860    3,768  

> 12 months

  46    58,301    918    9    22,784    1,814  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Subtotal

  52   $77,182   $998    112   $140,102   $6,016  

Residential mortgage obligations

      

0-6 months

  6   $4,966   $43    3   $431   $2  

7-12 months

  2    659    7    7    950    29  

> 12 months

  14    1,728    88    15    2,467    130  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Subtotal

  22   $7,353   $138    25   $3,848   $161  

Asset-backed securities

      

0-6 months

  19   $96,123   $354    14   $75,887   $479  

7-12 months

  3    14,152    185    1    203    1  

> 12 months

  3    34,530    425    —      —      —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Subtotal

  25   $144,805   $964    15   $76,090   $480  

Commercial mortgage-backed securities

      

0-6 months

  4   $18,665   $65    4   $6,712   $31  

7-12 months

  1    1,076    6    2    15,098    322  

> 12 months

  3    1,391    27    4    774    21  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Subtotal

  8   $21,132   $98    10   $22,584   $374  

Corporate bonds

      

0-6 months

  52   $179,390   $797    34   $93,591   $717  

7-12 months

  4    11,071    74    18    55,021    2,726  

> 12 months

  14    31,126    755    —      —      —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Subtotal

  70   $221,587   $1,626    52   $148,612   $3,443  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total fixed maturities

  259   $731,346   $10,347    405   $934,607   $32,980  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Equity securities - common stocks

      

0-6 months

  6   $9,152   $761    5   $7,387   $422  

7-12 months

  1    3,887    486    2    3,538    128  

> 12 months

  1    238    7    —      —      —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
  8   $13,277   $1,254    7   $10,925   $550  

Equity securities - preferred stocks

      

0-6 months

  7   $6,651   $50    —     $—     $—    

7-12 months

  —      —      —      —      —      —    

> 12 months

  —      —      —      —      —      —    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 
  7   $6,651   $50    —     $—     $—    
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Total equity securities

  15   $19,928   $1,304    7   $10,925   $550  
 

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

We analyze the unrealized losses quarterly to determine if any are other-than-temporary. The above unrealized losses have been determined to be temporary based on our policies.

In the above, table the gross unrealized loss for the greater than 12 months category consists primarily of Treasury and agency bonds, due to an increase in interest rates and unfavorable foreign exchange movement.

To determine whether the unrealized loss on structured securities is other-than-temporary, we analyze the projections provided by our investment managers with respect to an expected principal loss under a range of scenarios and utilize the most likely outcomes. The analysis relies on actual collateral performance measures such as default rate, prepayment rate and loss severity. These assumptions are applied throughout the remaining term of the deal, incorporating the transaction structure and priority of payments, to generate loss adjusted cash flows. Results of the analysis will indicate whether the security is expected ultimately to incur a loss or whether there is a material impact on yield due to either a projected loss or a change in cash flow timing. A break even default rate is also calculated. A comparison of the break even default rate to the actual default rate provides an indication of the level of cushion or coverage to the first dollar principal loss. The analysis applies the stated assumptions throughout the remaining term of the transaction to forecast cash flows, which are then applied through the transaction structure to determine whether there is a loss to the security. For securities in which a tranche loss is present, and the net present value of loss adjusted cash flows is less than book value, an impairment is recognized. The output data also includes a number of additional metrics such as average life remaining, original and current credit support, over 60 day delinquency and security rating.

Prepayment assumptions associated with the mortgage-backed and asset-backed securities are reviewed on a periodic basis. When changes in prepayment assumptions are deemed necessary as the result of actual prepayments differing from anticipated prepayments, securities are revalued based upon the new prepayment assumptions utilizing the retrospective accounting method.

As of December 31, 2014 and 2013, the largest unrealized loss by a non-government backed issuer in the investment portfolio was $0.5 million and $1.1 million, respectively.

The following table sets forth the composition of the investments categorized as fixed maturities securities in our investment portfolio with gross unrealized losses by generally equivalent S&P and Moody’s ratings (not all of the securities are rated by S&P and Moody’s) as of December 31, 2014:

      December 31, 2014 
In thousands     Gross Unrealized Loss  Fair Value 

Equivalent S&P Rating

  

Equivalent
Moody’s
Rating

  Amount   Percent
of Total
  Amount   Percent
of Total
 

AAA/AA/A

  Aaa/Aa/A  $9,811     95 $691,175     95

BBB

  Baa   464     5  38,179     5

BB

  Ba   40     0  809     0

B

  B   14     0  442     0

CCC or lower

  Caa or lower   18     0  741     0

NR

  NR   —       0  —       0
    

 

 

   

 

 

  

 

 

   

 

 

 

Total

$10,347   100$731,346   100
    

 

 

   

 

 

  

 

 

   

 

 

 

As of December 31, 2014, the gross unrealized losses in the table above were related to fixed maturities that are rated investment grade, which is defined as a security having an S&P rating of “BBB–” or higher, or a Moody’s rating of “Baa3” or higher, except for $0.07 million, which is rated below investment grade or not rated. Unrealized losses on investment grade securities principally relate to changes in interest rates or changes in sector-related credit spreads since the securities were acquired.

The contractual maturity for fixed maturities categorized by the number of years until maturity, with a gross unrealized loss as of December 31, 2014 is presented in the following table:

   December 31, 2014 
   Gross Unrealized Losses  Fair Value 
       Percent      Percent 

In thousands

  Amount   of Total  Amount   of Total 

Due in one year or less

  $2,638     25 $21,919     3

Due after one year through five years

   3,791     37  334,046     46

Due after five years through ten years

   1,562     15  103,376     14

Due after ten years

   158     2  21,533     3

Mortgage- and asset-backed securities

   2,198     21  250,472     34
  

 

 

   

 

 

  

 

 

   

 

 

 

Total

  $10,347     100 $731,346     100
  

 

 

   

 

 

  

 

 

   

 

 

 

As of December 31, 2014, there were no investments with a fair value that was less than 80% of amortized cost.

The following table below summarizes our activity related to OTTI losses for the periods indicated:

   Year Ended December 31, 
   2014  2013   2012 

In thousands, except # of securities

  Number of
Securities
   Amount  Number of
Securities
   Amount   Number of
Securities
   Amount 

Total OTTI losses:

           

Corporate and other bonds

   —      $—      1    $1,822     —      $—    

Commercial mortgage-backed securities

   —       —      —       —       —       —    

Residential mortgage-backed securities

   31     (137  —       —       1     55  

Asset-backed securities

   —       —      —       —       —       —    

Equities

   —       —      3     571     3     847  
  

 

 

   

 

 

  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   31    $(137  4    $2,393     4    $902  

Less: Portion of loss in accumulated other comprehensive income (loss):

           

Corporate and other bonds

    $—       $—        $—    

Commercial mortgage-backed securities

     —        —         —    

Residential mortgage-backed securities

     (137    —         44  

Asset-backed securities

     —        —         —    

Equities

     —        —         —    
    

 

 

    

 

 

     

 

 

 

Total

    $(137   $—        $44  

Impairment losses recognized in earnings:

           

Corporate and other bonds

    $—       $1,822      $—    

Commercial mortgage-backed securities

     —        —         —    

Residential mortgage-backed securities

     —        —         11  

Asset-backed securities

     —        —         —    

Equities

     —        571       847  
    

 

 

    

 

 

     

 

 

 

Total

    $—       $2,393      $858  
    

 

 

    

 

 

     

 

 

 

We did not have OTTI losses during the year ended December 31, 2014. During the year ended December 31, 2013, we recognized OTTI losses of $2.4 million related to three equity securities and one municipal bond. During the year ended December 31, 2012, we recognized OTTI losses of $0.9 million related to one non-agency mortgage-backed security and three equity securities. The significant inputs used to measure the amount of credit loss recognized in earnings were actual delinquency rates, default probability assumptions, severity assumptions and prepayment assumptions. Projected losses are a function of both loss severity and probability of default. Default probability and severity assumptions differ based on property type, vintage and the stress of the collateral. We do not intend to sell any of these securities and it is more likely than not that, we will not be required to sell these securities before the recovery of the amortized cost basis.

ITEM 7A.QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Market Sensitive Instruments and Risk Management

Market risk represents the potential for loss due to adverse changes in the fair value of financial instruments.  We are exposed to potential loss tofrom various market risks, including changes in interest rates, equity prices and foreign currency exchange rates.  Market risk is directly influenced by the volatility and liquidity in the markets in which the related underlying assets are traded.  The following is a discussion of our primary market risk exposures and how those exposures have been managed through December 31, 2014.2017.  Our market risk sensitive instruments are entered into for purposes other than trading and speculation.

The carrying value of our investment portfolio as of December 31, 20142017 was $2.8$3.4 billion of which 83.9%89.4% was invested in fixed maturity securities.  The primary market risk to our investment portfolio is interest rate risk associated with investments in fixed maturity securities.  We do not have any commodity risk exposure.make direct investments in commodities.

For fixed maturity securities, short-term liquidity needs and the potential liquidity needs of theour business are key factors in managing theour portfolio.  TheOur portfolio duration relative to theour liabilities’ duration is primarily managed through investment transactions.

There were no significant changes regarding theour investment portfolio in our primary market risk exposures or in how those exposures were managed for the year ended December 31, 2014.2017.  We do not currently anticipate significant changes in our primary market risk exposures or in how those exposures are managed in future reporting periods based upon what is known or expected to be in effect in future reporting periods.

Interest Rate Risk Sensitivity Analysis

Sensitivity analysisInterest rate risk is defined as the measurement of potential loss in fair values or cash flows of market sensitive instruments resulting from one or more selected hypothetical changes in interest rates and other market rates or prices over a selected time.rates.  In our sensitivity analysis model, a hypothetical change in marketinterest rates is selected that is expected to reflect reasonably possible near-term changes in those rates.  “Near-term” means a period of time going forward up to one year from the date of theour Consolidated Financial Statements.  Actual results may differ from the hypothetical change in marketinterest rates assumed in this disclosure, especially since this sensitivity analysis does not reflect the results of any actions that would be taken by us to mitigate such hypothetical losses in fair value.

In this sensitivity analysis model, we use fair values to measure our potential loss. The sensitivity analysis model includes fixed maturities.loss on Fixed Maturities and interest rate sensitive preferred stocks, which are classified as Equity Securities for financial reporting purposes.  The primary market risk to our market-sensitive instruments is interest rate risk.  The sensitivity analysis model uses a 50 and 100 basis points change in interest rates to measure the hypothetical change in fair value of financial instruments included in the model.  Changes in interest rates will have an immediate effect on our comprehensive income and stockholders’ equity but will not ordinarily have an immediate effect on our net income.  As interest rates rise, the market value of our interest rate sensitive securities will decrease.  Conversely, as interest rates fall, the market value of our interest rate sensitive securities will increase.

For invested assets,interest rate sensitive securities, modified duration modeling is used to calculate changes in fair values.  Durations on invested assetsinterest rate sensitive securities are adjusted for call, put and interest rate reset features.  Duration on tax-exempt securities is adjusted for the fact that the prices on such securities are less sensitive to changes in interest rates compared to treasury securities.  Invested asset portfolio durations areAverage duration is calculated on a market value weighted basis using holdings as of December 31, 2014.2017.


The following table summarizes the effect that an immediate, parallel shift in the interest rate yield curve would have had on our portfoliointerest rate sensitive securities as of December 31, 20142017 and 2013.2016:

 

 

Interest Rate Shift in Basis Points

 

  Interest Rate Shift in Basis Points 

In thousands

  -100 -50 0   +50 +100 

December 31, 2014:

       

amounts in thousands

 

-100

 

 

-50

 

 

0

 

 

+50

 

 

+100

 

December 31, 2017:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total market value

  $2,434,073   $2,403,789   $2,365,934    $2,320,035   $2,274,609  

 

$

3,354,341

 

 

$

3,298,279

 

 

$

3,240,596

 

 

$

3,181,617

 

 

$

3,121,990

 

Market value change from base

   2.88 1.60    -1.94 -3.86

 

 

3.5

%

 

 

1.8

%

 

 

 

 

 

 

-1.8

%

 

 

-3.7

%

Change in unrealized value

  $68,139   $37,855   $—      $(45,899 $(91,325

 

$

113,745

 

 

$

57,683

 

 

$

 

 

$

(58,979

)

 

$

(118,606

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

December 31, 2013:

       

December 31, 2016:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total market value

  $2,134,293   $2,090,878   $2,047,873    $2,005,687   $1,964,729  

 

$

2,929,824

 

 

$

2,877,919

 

 

$

2,820,936

 

 

$

2,763,389

 

 

$

2,705,842

 

Market value change from base

   4.22 2.10    -2.06 -4.06

 

 

3.9

%

 

 

2.0

%

 

 

 

 

 

 

-2.0

%

 

 

-4.1

%

Change in unrealized value

  $86,420   $43,005   $—      $(42,186 $(83,144

 

$

108,888

 

 

$

56,983

 

 

$

 

 

$

(57,547

)

 

$

(115,094

)

Common Equity Price Risk

Our portfolio of common equity securities currently valued at $184.3$52.4 million, as of December 31, 2017, which we carry on our balance sheetBalance Sheet at fair value, has exposure to price risk.  This risk is defined as the potential loss in fair value resulting from adverse changes in stock prices.  Our U.S. equity portfolio is benchmarked to the S&P 500 index and changes in that index may approximate the impact on our portfolio.

Foreign Currency Exchange Rate Risk

As a global company, we transact business in multiple currencies.  Many of our non-U.S. subsidiaries maintain assets and liabilities in local currencies and write business in currencies that differ from their functional currency. Therefore, foreign currency exchange risk is generally limited to net assets denominated in foreign currencies. Foreign currency exchange rate gains and losses are recognized in our consolidated Statements of Income when net monetary assets or liabilities are denominated in foreign currencies that differ from the functional currency of those subsidiaries. Net monetary assets or liabilities include, but are not limited to, cash and cash equivalents, premiums receivable, reinsurance recoverable and claims payable. While unrealized foreign exchange gains and losses on net monetary balances are reported in earnings, the offsetting unrealized gains and losses on invested assets are recorded as a separate component of stockholders' equity, to the extent that the asset currency does not match that entity's functional currency. We are exposed tomanage our foreign currency exchange rate risk primarily through asset-liability matching. However, locally-required capital levels are invested in local currencies in order to satisfy regulatory requirements and to support local insurance operations and may not always be matched by related to foreign-denominated cash, cash equivalents and marketable securities (“foreign funds”), premiums receivable, reinsurance recoverables on paid and unpaid losses and loss adjustment expenses as well as reserves for losses and loss adjustment expenses. liabilities.

The principal currencies creating foreign currency exchange risk for our Operationsoperations are the British pound, the EuroGBP, EUR and the Canadian dollar. We manage itsCAD. The following table shows the foreign currency exchange rate risk primarily through asset-liability matching.

Based on the primary foreign-denominateddenominated net asset position, with elimination of intercompany balances, within our Lloyd’s Operations as ofin USD equivalent at December 31, 2014, an assumed 5%,2017 and 2016, and the expected dollar change in fair value that would occur if exchange rates changed 10% and 15% negative currency movement would resultfrom exchange rates in changes as follows:effect at those times:

 

   December 31, 2014 
       Negative Currency Movement of 

In millions

  USD Equivalent   5%  10%  15% 

Cash, cash equivalents and marketable securities at fair value

  $104.6    $(2.2 $(4.3 $(6.5

Premiums receivable

  $34.0    $(1.6 $(3.1 $(4.7

Reinsurance recoverables on paid, unpaid losses and LAE

  $55.9    $(2.1 $(4.3 $(6.4

Reserves for losses and loss adjustment expenses

  $143.4    $5.7   $11.5   $17.2  

Total

     (0.2  (0.2  (0.4

 

 

At Years Ended  December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2017

 

 

2016

 

Original Currency

 

Value of Net Assets in USD

 

 

10% depreciation of all foreign currency exchange rates against the USD

 

GBP

 

$

43,117

 

 

$

25,333

 

 

$

(4,311

)

 

$

(2,534

)

EURO

 

 

(73,172

)

 

 

(29,870

)

 

 

7,317

 

 

 

2,987

 

CAD

 

 

82,639

 

 

 

67,992

 

 

 

(8,264

)

 

 

(6,799

)

Total (1)

 

$

52,584

 

 

$

63,455

 

 

$

(5,258

)

 

$

(6,346

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(1) Amount excludes additional currencies where the value of net assets in USD equivalent is less than 1% of total net assets of our Company

 

*NavRe is excluded from the analysis above due to materiality; see pages C1 – C3 for detail

 

ITEM 8.FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

TheITEM 8. FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA

Our Consolidated Financial Statements required in response to this section are submitted as part of Item 15(a) of this report.

 

ITEM 9.CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE


ITEM 9. CHANGES IN AND DISAGREEMENTS WITH ACCOUNTANTS ON ACCOUNTING AND FINANCIAL DISCLOSURE

None

ITEM 9A.CONTROLS AND PROCEDURES

ITEM 9A. CONTROLS AND PROCEDURES

Conclusion Regarding the Effectiveness of Disclosure Controls and Procedures

Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of our disclosure controls and procedures, as such, term is defined under Rule 13a-15(e) promulgated under the Exchange Act.  Based on this evaluation, our Chief Executive Officer and our Chief Financial Officer concluded that our disclosure controls and procedures were effective as of the end of the period covered by this annual report.

Management’s Report on Internal Control Over Financial Reporting

(a)

(a)

Management’s report on internal control over financial reporting

Our management is responsible for establishing and maintaining adequate internal control over financial reporting, as such term is defined in Exchange Act Rule 13a-15(f).  Under the supervision and with the participation of our management, including our Chief Executive Officer and Chief Financial Officer, we conducted an evaluation of the effectiveness of our internal control over financial reporting based on theInternal Control – Integrated Framework (1992)(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.  Based on our evaluation under such framework, our management concluded that our internal control over financial reporting was effective as of December 31, 2014.2017 was effective.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

TheOur Company’s independent registered public accounting firm, KPMG LLP, has audited the effectiveness of our Company’s internal control over financial reporting as of December 31, 2014,2017, as stated in their report in item (b) below.

(b)

Attestation report of the registered public accounting firm


Report of Independent Registered Public Accounting Firm

TheTo the Stockholders and Board of Directors and Stockholders


The Navigators Group, Inc.:

Opinion on Internal Control Over Financial Reporting

We have audited The Navigators Group, Inc.’s and subsidiaries’ (the Company) internal control over financial reporting as of December 31, 2014,2017, based on criteria established inInternal Control – Integrated Framework (1992)(2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO). Commission. In our opinion, the Company maintained, in all material respects, effective internal control over financial reporting as of December 31, 2017, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission.  

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the consolidated balance sheets of the Company as of December 31, 2017 and 2016, the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2017, and the related notes and financial statement schedules I to VI collectively, the consolidated financial statements, and our report dated February 21, 2018 expressed an unqualified opinion on those consolidated financial statements.

Basis for Opinion

The Navigators Group, Inc.’sCompany’s management is responsible for maintaining effective internal control over financial reporting and for its assessment of the effectiveness of internal control over financial reporting, included in the accompanyingManagement’s Report on Internal Control over Financial Reporting.Reporting. Our responsibility is to express an opinion on the Company’s internal control over financial reporting based on our audit. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audit in accordance with the standards of the Public Company Accounting Oversight Board (United States).PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether effective internal control over financial reporting was maintained in all material respects. Our audit of internal control over financial reporting included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, and testing and evaluating the design and operating effectiveness of internal control based on the assessed risk. Our audit also included performing such other procedures as we considered necessary in the circumstances. We believe that our audit provides a reasonable basis for our opinion.

Definition and Limitations of Internal Control Over Financial Reporting

A company’s internal control over financial reporting is a process designed to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles. A company’s internal control over financial reporting includes those policies and procedures that (1) pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of the assets of the company; (2) provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that receipts and expenditures of the company are being made only in accordance with authorizations of management and directors of the company; and (3) provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use, or disposition of the company’s assets that could have a material effect on the financial statements.

Because of its inherent limitations, internal control over financial reporting may not prevent or detect misstatements. Also, projections of any evaluation of effectiveness to future periods are subject to the risk that controls may become inadequate because of changes in conditions, or that the degree of compliance with the policies or procedures may deteriorate.

In our opinion, The Navigators Group, Inc. maintained, in all material respects, effective internal control over financial reporting as of December 31, 2014, based on criteria established in Internal Control – Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheets of The Navigators Group, Inc. and subsidiaries as of December 31, 2014 and 2013, and the related consolidated statements of income, comprehensive income, stockholders’ equity, and cash flows for each of the years in the three-year period ended December 31, 2014, and our report dated February 17, 2015 expressed an unqualified opinion on those consolidated financial statements.

/s/ KPMG LLP

New York, New York

NY
February 17, 201521, 2018

(c)

(b)

Changes in internal control over financial reporting

There have beenwas no changesfurther change during ourthe fourth fiscal quarter in our internal control over financial reporting that havehas materially affected, or areis reasonably likely to materially affect our internal control over financial reporting.

 

ITEM 9B.OTHER INFORMATION


ITEM 9B. OTHER INFORMATION

None

PART III

ITEM 10. DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

ITEM 10.DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE

Information concerning our directors and executive officers is contained under “Election of Directors” in our 2015definitive Proxy Statementfor the Annual Meeting of Stockholders to be held on May 10, 2018 (our “Proxy Statement”), which information is incorporated herein by reference.  Information concerning the Audit Committee and the Audit Committee’s financial expert of theour Company is contained under “Board of Directors and Committees” in our 2015 Proxy Statement, which information is incorporated herein by reference.  Information concerning compliance with Section 16(a) is contained under “Section 16(a) Beneficial Ownership Reporting Compliance” in our Proxy Statement.

We have adopted a Code of Ethics for our Chief Executive Officer and Senior Financial Officers, which is applicable to our Chief Executive Officer, Chief Financial Officer, Treasurer, Controller and all other persons performing similar functions.  A copy of such Code is available on our website at www.navg.com under the Corporate Governance link.  Any amendments to, or waivers of, such Code which apply to any of the financial professionals listed above will be disclosed on our website under the same link promptly following the date of such amendment or waiver.

Information concerning change to security holder procedures for recommending board of director nominees is contained under “Board Skills and Director Nominations” in our Proxy Statement.

 

ITEM 11.EXECUTIVE COMPENSATION

ITEM 11. EXECUTIVE COMPENSATION

Information concerning executive compensation will be contained under “Compensation Discussion and Analysis” in our 2015 Proxy Statement, which information is incorporated herein by reference.

ITEM 12. SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS

Information concerning the security ownership of the directors and officers of theour Company is contained under “Election of Directors” and “Compensation Discussion and Analysis” in our 2015 Proxy Statement, which information is incorporated herein by reference.  Information concerning securities that are available to be issued under our equity compensation plans is contained under “Equity Compensation Plan Information” in our 2015 Proxy Statement, which information is incorporated herein by reference.

ITEM 13. CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE

Information concerning relationships and related transactions of our directors and officers is contained under “Related Party Transactions” in our 2015 Proxy Statement, which information is incorporated herein by reference.reference.  Information concerning director independence is contained under “Board of Directors and Committees” in our 2015 Proxy Statement, which information is incorporated herein by reference.

ITEM 14. PRINCIPAL ACCOUNTING FEES AND SERVICES

Information concerning the principal accountant’s fees and services for theour Company is contained under “Independent Registered Public Accounting Firm” in theour Company’s 2015 Proxy Statement, which information is incorporated herein by reference.

PART IV

ITEM 15. EXHIBITS, FINANCIAL STATEMENT SCHEDULES

The following documents are filed as part of this report:

a.Financial Statements and Schedules

a.

Financial Statements and Schedules: The financial statements and schedules that are listed in the accompanying Index to Consolidated Financial Statements and Schedules on page F-1.

b.

Exhibits: The exhibits listed in the accompanying Index to Exhibits on the following page include the management contracts and compensatory plans or arrangements required to be filed as exhibits to this Form 10‑K by Item 601(a)(10)(iii) of Regulation S‑K.


Exhibit

No.

Description of Exhibit

Previously filed and Incorporated Herein by

Reference to:

3-1

Restated Certificate of Incorporation

Form S-8 filed July 26, 2002

(File No. 333-97183)

3-2

Certificate of Amendment to the Restated Certificate of Incorporation

Form S-8 filed July 26, 2002

(File No. 333-97183)

3-3

By-laws, as amended

Form S-1 (File No. 33-5667) (P)

3-4

Certificate of Amendment to the Restated Certificate of Incorporation

Form 10-Q for June 30, 2006

4-1

Specimen of Common Stock certificate, par value $0.10 per share

Form S-8 filed June 20, 2003

(File No. 333-106317)

4-2

Second Supplemental Indenture, dated as of October 4, 2013, between the Company and The Bank of New York Mellon

Form 8-K filed October 4, 2013

10-1*

Stock Option Plan

Form S-1 (File No. 33-5667) (P)

10-2*

Non-Qualified Stock Option Plan

Form S-4 (File No. 33-75918) (P)

10-3

Employment Agreement with Stanley A. Galanski effective March 26, 2001

Form 10-Q for March 31, 2001

10-4

Employment Agreement with R. Scott Eisdorfer dated September 1, 1999

Form 10-K for December 31, 2001

10-5*

2002 Stock Incentive Plan

Proxy Statement filed May 29, 2002

10-6*

Employee Stock Purchase Plan

Proxy Statement filed April 30, 2003

10-7*

Executive Performance Incentive Plan

Proxy Statement filed April 7, 2008

10-8

Form of Indemnity Agreement by the Company and the Selling Stockholders (as defined therein)

Amendment No. 2 to Form S-3 dated October 1, 2003 (File No.333-108424)

10-9*

Second Amended and Restated 2005 Stock Incentive Plan

Proxy Statement filed April 12, 2013

10-10

Third Amended and Restated Funds at Lloyd's Letter of Credit Agreement, dated as of November 7, 2016, among the Company, ING Bank N.V., London Branch, individually and as Administrative Agent and Letter of Credit Agent,  JP Morgan Chase Bank N.A., and Barclays Bank PLC

Form 8-K filed November 8, 2016

10-11

Employment Agreement with Colin Sprott dated July 10, 2013

Form 10-K for December 31, 2013

10-12*

Non-Qualified Deferred Compensation Plan

Form 10-Q for March 31, 2015

10-13

Guarantee, dated February 16, 2017, entered into by the Company

Form 10-K for December 31, 2016

10-14

Share Purchase Agreement, dated as of December 15, 2017, by and between the Company and Ackermans & van Haaren NV, SIPEF NV, Mr. Jozef Gielen and Kapimar Comm.V

Form 8-K filed December 18, 2017

11-1

Statement re Computation of Per Share Earnings

**

21-1

Subsidiaries of Registrant

**

23-1

Consent of Independent Registered Public Accounting Firm

**

31-1

Certification of CEO per Section 302 of the Sarbanes-Oxley Act

**

31-2

Certification of CFO per Section 302 of the Sarbanes-Oxley Act

**


32-1

Certification of CEO per Section 906 of the Sarbanes-Oxley Act (This exhibit is intended to be furnished in accordance with regulation S-K item 601(b)(32)(ii) and shall not be deemed to be filed for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference into any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference).

**

32-2

Certification of CFO per Section 906 of the Sarbanes-Oxley Act (This exhibit is intended to be furnished in accordance with regulation S-K item 601(b)(32)(ii) and shall not be deemed to be filed for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference into any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference).

**

101.INS

XBRL Instance Document

**

101.SCH

XBRL Taxonomy Extension Scheme

**

101.CAL

XBRL Taxonomy Extension Calculation Database

**

101.LAB

XBRL Taxonomy Extension Label Linkbase

**

101.PRE

XBRL Taxonomy Extension Presentation Linkbase

**

101.DEF

XBRL Taxonomy Extension Definition Linkbase

**

b.Exhibits: The exhibits that are listed in the accompanying Index to Exhibits on the page, which immediately follows page S-8. The exhibits include the management contracts and compensatory plans or arrangements required to be filed as exhibits to this Form10-K by Item 601(a)(10)(iii) of RegulationS-K.

*     Compensatory Plan

**   Included herein

(P)  Paper filing only

SIGNATURESITEM 16. FORM 10-K SUMMARY

None.


SIGNATURES

Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, theour Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

The Navigators Group, Inc.

(Company)

Dated:  February 17, 201521, 2018

By:

/s/ Ciro M. DeFalco

Ciro M. DeFalco

Senior

Executive Vice President and Chief Financial Officer

Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of theour Company and in the capacities and on the dates indicated.

 

Name

Title

Date

/s/ ROBERT V. MENDELSOHN

Chairman

February 17, 201521, 2018

Robert V. Mendelsohn

/s/ STANLEY A. GALANSKI

President and Chief Executive Officer

(Principal Executive Officer)

February 17, 201521, 2018

Stanley A. Galanski

/s/ CIRO M. DEFALCO

SeniorExecutive Vice President and Chief Financial Officer

(Principal Financial Officer and Principal Accounting Officer)

February 17, 201521, 2018

Ciro M. DeFalco

/s/ SAUL L. BASCH

Director

February 17, 201521, 2018

Saul L. Basch

/s/ H.J. MERVYN BLAKENEY

DirectorFebruary 17, 2015
H.J. Mervyn Blakeney

/s/ TERENCE N. DEEKS

Director

February 17, 201521, 2018

Terence N. Deeks

/s/ MERYL D. HARTZBAND

Director

February 21, 2018

Meryl D. Hartzband

/s/ GEOFFREY E. JOHNSON

Director

February 17, 201521 2018

Geoffrey E. Johnson

/s/ JOHN F. KIRBY

DirectorFebruary 17, 2015
John F. Kirby

/s/ DAVID M. PLATTER

Director

February 17, 201521, 2018

David M. Platter

/s/ PATRICIA H. ROBERTS

Director

February 17, 201521, 2018

Patricia H. Roberts

/s/ JANICE C. TOMLINSON

Director

February 17, 201521, 2018

Janice C. Tomlinson

/s/ MARC M. TRACT

Director

February 17, 201521 2018

Marc M. Tract


INDEX TO CONSOLIDATED FINANCIALFINANCIAL STATEMENTS AND SCHEDULES

 

Page

Report of Independent Registered Public Accounting Firm

F-2

Consolidated Balance Sheets as of December 31, 20142017 and 20132016

F-3

Consolidated Statements of Income for each of the years ended December 31, 2014, 20132017, 2016 and 20122015

F-4

Consolidated Statements of Comprehensive Income for each of the years ended December 31, 2014, 20132017, 2016 and 20122015

F-5

Consolidated Statements of Stockholders’ Equity for each of the years ended December 31, 2014, 20132017, 2016 and 20122015

F-6

Consolidated Statements of Cash Flows for each of the years ended December 31, 2014, 20132017, 2016 and 20122015

F-7

Notes to Consolidated Financial Statements

F-8

 

F-8

SCHEDULES:

Schedule I

Summary of Consolidated Investments-Other Than Investment in Related Parties

S-1

Schedule II

Condensed Financial Information of Registrant

S-2

Schedule III

Supplementary Insurance Information

S-5

Schedule IV

Reinsurance - Written Premiums

S-6

Schedule V

Valuation and Qualifying Accounts

S-7

Schedule VI

Supplementary Information Concerning Property-CasualtyP&C Insurance Operations

S-8

Index to Exhibits



Report of Independent RegisteredRegistered Public Accounting Firm

TheTo the Stockholders and Board of Directors and Stockholders

The Navigators Group, Inc.:

Opinion on the Financial Statements

We have audited the consolidated financial statements and the related notes and financial statement schedules I to VI (collectively, “the consolidated financial statements”) of The Navigators Group, Inc. and subsidiaries (the “Company”) as listed in the accompanying index. In our opinion, the consolidated balance sheetsfinancial statements referred to above present fairly, in all material respects, the financial position of The Navigators Group, Inc. and subsidiaries as of December 31, 20142017 and 2013,2016, and the related consolidated statementsresults of income, comprehensive income, stockholders’ equity,their operations and their cash flows for each of the years in thethree-year three‑year period ended December 31, 2014. In connection2017, in conformity with our audits of the consolidated financial statements, weU.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), The Navigators Group, Inc.’s internal control over financial statement schedules I to VI. reporting as of December 31, 2017, based on criteria established in Internal Control – Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated February 21, 2018 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.

Basis for Opinion

These consolidated financial statements and financial statement schedules are the responsibility of the Company’s management. Our responsibility is to express an opinion on these consolidated financial statements and financial statement schedules based on our audits. We are a public accounting firm registered with the PCAOB and are required to be independent with respect to the Company in accordance with the U.S. federal securities laws and the applicable rules and regulations of the Securities and Exchange Commission and the PCAOB.

We conducted our audits in accordance with the standards of the Public Company Accounting Oversight Board (United States). Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the consolidated financial statements are free of material misstatement.misstatement, whether due to error or fraud. An audit includes performing procedures to assess the risks of material misstatement of the consolidated financial statements, whether due to error or fraud, and performing procedures that respond to those risks. Such procedures included examining, on a test basis, evidence supporting the amounts and disclosures in the consolidated financial statements. An audit also includes assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the consolidated financial statements referred to above present fairly, in all material respects, the financial position of The Navigators Group, Inc. and subsidiariesWe have served as of December 31, 2014 and 2013, and the results of their operations and their cash flows for each of the years in the three year period ended December 31, 2014, in conformity with U.S. generally accepted accounting principles. Also in our opinion, the related financial statement schedules, when considered in relation to the basic consolidated financial statements taken as a whole, present fairly, in all material respects, the information set forth therein.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), The Navigators Group, Inc.’s internal control over financial reporting as of December 31, 2014, based on criteria established inInternal Control – Integrated Framework (1992) issued by the Committee of Sponsoring Organizations of the Treadway Commission (COSO), and our report dated February 17, 2015 expressed an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting.auditor since 1985.

/s/KPMG LLP

 

/s/ KPMG LLP

New York, New York
February 17, 2015

New York, New York
February 21, 2018


THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

(In thousands, except share and per share amounts)

 

 

December 31,

 

amounts in thousands, except per share amounts

 

2017

 

 

2016

 

ASSETS

 

 

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

 

 

Fixed Maturities, available-for-sale, at fair value (amortized cost: 2017: $3,027,408;

   2016: $2,628,225)

 

$

3,057,054

 

 

$

2,635,882

 

Equity Securities, available-for-sale, at fair value (cost: 2017: $224,159; 2016: $327,911)

 

 

235,981

 

 

 

349,142

 

Other Invested Assets

 

 

1,720

 

 

 

1,960

 

Short-Term Investments, at fair value (amortized cost: 2017: $127,125; 2016: $143,451)

 

 

127,128

 

 

 

143,539

 

Total Investments

 

$

3,421,883

 

 

$

3,130,523

 

Cash

 

 

67,084

 

 

 

64,643

 

Premiums Receivable

 

 

351,393

 

 

 

306,686

 

Prepaid Reinsurance Premiums

 

 

228,569

 

 

 

213,377

 

Reinsurance Recoverable on Paid Losses

 

 

72,494

 

 

 

82,582

 

Reinsurance Recoverable on Unpaid Losses and Loss Adjustment Expenses

 

 

809,765

 

 

 

779,276

 

Deferred Policy Acquisition Costs

 

 

135,249

 

 

 

119,660

 

Accrued Investment Income

 

 

19,480

 

 

 

17,315

 

Goodwill and Other Intangible Assets

 

 

6,596

 

 

 

6,451

 

Current Income Tax Receivable, Net

 

 

16,667

 

 

 

20,556

 

Deferred Income Tax, Net

 

 

22,271

 

 

 

20,938

 

Other Assets

 

 

73,171

 

 

 

52,030

 

Total Assets

 

$

5,224,622

 

 

$

4,814,037

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

Reserves for Losses and Loss Adjustment Expenses

 

$

2,515,145

 

 

$

2,289,727

 

Unearned Premiums

 

 

987,681

 

 

 

887,344

 

Reinsurance Balances Payable

 

 

136,192

 

 

 

108,980

 

Senior Notes

 

 

263,885

 

 

 

263,728

 

Accounts Payable and Other Liabilities

 

 

95,754

 

 

 

86,070

 

Total Liabilities

 

$

3,998,657

 

 

$

3,635,849

 

Stockholders' Equity:

 

 

 

 

 

 

 

 

Preferred Stock, ($.10 par value, authorized 1,000 shares, none issued)

 

$

 

 

$

 

Common Stock, ($.10 par value, authorized 50,000 shares, issued 36,530 shares

   for 2017 and 36,147 shares for 2016)

 

 

3,650

 

 

 

3,612

 

Additional Paid-In Capital

 

 

376,868

 

 

 

373,983

 

Treasury Stock, at cost (7,023 shares for 2017 and 2016)

 

 

(155,801

)

 

 

(155,801

)

Retained Earnings

 

 

981,380

 

 

 

947,519

 

Accumulated Other Comprehensive Income

 

 

19,868

 

 

 

8,875

 

Total Stockholders' Equity

 

$

1,225,965

 

 

$

1,178,188

 

Total Liabilities and Stockholders' Equity

 

$

5,224,622

 

 

$

4,814,037

 

 

   December 31, 
   2014  2013 
ASSETS   

Investments and cash:

   

Fixed maturities, available-for-sale, at fair value (amortized cost: 2014, $2,323,959; 2013, $2,036,999)

  $2,365,934   $2,047,873  

Equity securities, available-for-sale, at fair value (cost: 2014, $154,843; 2013, $118,804)

   184,295    143,954  

Short-term investments, at fair value (amortized cost: 2014: $179,527; 2013: $296,250)

   179,506    296,250  

Cash

   90,751    86,509  
  

 

 

  

 

 

 

Total investments and cash

$2,820,486  $2,574,586  
  

 

 

  

 

 

 

Premiums receivable

 342,479   325,025  

Prepaid reinsurance premiums

 237,851   247,822  

Reinsurance recoverable on paid losses

 51,347   38,384  

Reinsurance recoverable on unpaid losses and loss adjustment expenses

 851,498   822,438  

Deferred policy acquisition costs

 79,452   67,007  

Accrued investment income

 14,791   13,866  

Goodwill and other intangible assets

 7,013   7,177  

Current income tax receivable, net

 14,549   14,299  

Deferred income tax, net

 —     23,806  

Receivable for investments sold

 326   3  

Other assets

 44,384   35,039  
  

 

 

  

 

 

 

Total assets

$4,464,176  $4,169,452  
  

 

 

  

 

 

 
LIABILITIES AND STOCKHOLDERS’ EQUITY

Liabilities:

Reserves for losses and loss adjustment expenses

$2,159,634  $2,045,071  

Unearned premiums

 766,167   714,606  

Reinsurance balances payable

 152,774   167,252  

Senior Notes

 263,440   263,308  

Deferred income tax, net

 1,467   —    

Payable for investments purchased

 134   7,624  

Accounts payable and other liabilities

 93,336   69,379  
  

 

 

  

 

 

 

Total liabilities

$3,436,952  $3,267,240  
  

 

 

  

 

 

 

Stockholders’ equity:

Preferred stock, $.10 par value, authorized 1,000,000 shares, none issued

$—    $—    

Common stock, $.10 par value, authorized 50,000,000 shares, issued 17,792,846 shares for 2014 and 17,709,876 shares for 2013

 1,778   1,770  

Additional paid-in capital

 347,022   335,546  

Treasury stock, at cost (3,511,380 shares for 2014 and 2013)

 (155,801 (155,801

Retained earnings

 787,666   692,337  

Accumulated other comprehensive income

 46,559   28,360  
  

 

 

  

 

 

 

Total stockholders’ equity

$1,027,224  $902,212  
  

 

 

  

 

 

 

Total liabilities and stockholders’ equity

$4,464,176  $4,169,452  
  

 

 

  

 

 

 

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

Financial Statements.


THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME

(In thousands, except share and per share amounts)

 

 

Years Ended December 31,

 

amounts in thousands, except per share amounts

 

2017

 

 

2016

 

 

2015

 

Gross Written Premiums

 

$

1,713,265

 

 

$

1,568,911

 

 

$

1,453,502

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

Net Written Premiums

 

$

1,271,330

 

 

$

1,186,224

 

 

$

1,043,860

 

Change in Net Unearned Premiums

 

 

(84,910

)

 

 

(85,879

)

 

 

(59,773

)

Net Earned Premiums

 

 

1,186,420

 

 

 

1,100,345

 

 

 

984,087

 

Net Investment Income

 

 

89,293

 

 

 

79,451

 

 

 

68,718

 

Total Other-Than-Temporary Impairment Losses

 

 

(2,002

)

 

 

(227

)

 

 

(1,870

)

Portion of Loss Recognized in Other Comprehensive Income

   (Before Tax)

 

 

(62

)

 

 

77

 

 

 

172

 

Net Other-Than-Temporary Impairment Losses Recognized

   In Earnings

 

 

(2,064

)

 

 

(150

)

 

 

(1,698

)

Net Realized Gains

 

 

45,073

 

 

 

9,186

 

 

 

8,373

 

Other Income (Loss)

 

 

(4,243

)

 

 

8,701

 

 

 

(491

)

Total Revenues

 

$

1,314,479

 

 

$

1,197,533

 

 

$

1,058,989

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Net Losses and Loss Adjustment Expenses

 

$

806,265

 

 

$

665,448

 

 

$

572,598

 

Commission Expenses

 

 

184,731

 

 

 

165,045

 

 

 

129,977

 

Other Operating Expenses

 

 

233,230

 

 

 

234,096

 

 

 

223,516

 

Interest Expense

 

 

15,447

 

 

 

15,435

 

 

 

15,424

 

Total Expenses

 

$

1,239,673

 

 

$

1,080,024

 

 

$

941,515

 

Income Before Income Taxes

 

 

74,806

 

 

 

117,509

 

 

 

117,474

 

Income Tax Expense

 

 

34,312

 

 

 

34,783

 

 

 

36,417

 

Net Income

 

$

40,494

 

 

$

82,726

 

 

$

81,057

 

Net Income Per Common Share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

1.38

 

 

$

2.85

 

 

$

2.82

 

Diluted

 

$

1.35

 

 

$

2.75

 

 

$

2.73

 

Average Common Shares Outstanding:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

29,441

 

 

 

29,074

 

 

 

28,785

 

Diluted

 

 

30,071

 

 

 

30,032

 

 

 

29,651

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

   Year Ended December 31, 
   2014  2013  2012 

Gross written premiums

  $1,432,353   $1,370,517   $1,286,465  
  

 

 

  

 

 

  

 

 

 

Revenues:

    

Net written premiums

  $1,000,138   $887,922   $833,655  

Change in unearned premiums

   (64,243  (45,983  (51,691
  

 

 

  

 

 

  

 

 

 

Net earned premiums

   935,895    841,939    781,964  

Net investment income

   64,168    56,251    54,248  

Total other-than-temporary impairment losses

   137    (2,393  (902

Portion of loss recognized in other comprehensive income (before tax)

   (137  —      44  
  

 

 

  

 

 

  

 

 

 

Net other-than-temporary impairment losses recognized in earnings

   —      (2,393  (858

Net realized gains (losses)

   12,812    22,939    41,074  

Other income (expense)

   10,656    (1,172  1,488  
  

 

 

  

 

 

  

 

 

 

Total revenues

  $1,023,531   $917,564   $877,916  
  

 

 

  

 

 

  

 

 

 

Expenses:

    

Net losses and loss adjustment expenses

  $545,229   $518,961   $497,433  

Commission expenses

   125,528    113,494    121,470  

Other operating expenses

   196,825    164,434    159,079  

Call premium on Senior Notes

   —      17,895    —    

Interest expense

   15,413    10,507    8,198  
  

 

 

  

 

 

  

 

 

 

Total expenses

  $882,995   $825,291   $786,180  
  

 

 

  

 

 

  

 

 

 

Income before income taxes

  $140,536   $92,273   $91,736  
  

 

 

  

 

 

  

 

 

 

Income tax expense (benefit)

  $45,207   $28,807   $27,974  
  

 

 

  

 

 

  

 

 

 

Net income

  $95,329   $63,466   $63,762  
  

 

 

  

 

 

  

 

 

 

Net income per common share:

    

Basic

  $6.69   $4.49   $4.54  

Diluted

  $6.51   $4.42   $4.45  

Average common shares outstanding:

    

Basic

   14,259,768    14,133,925    14,052,311  

Diluted

   14,646,369    14,345,553    14,327,820  

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

Financial Statements.


THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME

(In thousands)

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Net Income

 

$

40,494

 

 

$

82,726

 

 

$

81,057

 

Other Comprehensive Income (Loss):

 

 

 

 

 

 

 

 

 

 

 

 

Change in Net Unrealized Gains (Losses) on Investments:

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized Gains (Losses) on Investments arising during the period,

   net of Deferred Tax of $(8,748), $3,730 and $2,624 in 2017, 2016

   and 2015, respectively

 

$

23,123

 

 

$

(6,927

)

 

$

(5,331

)

Reclassification adjustment for Net Realized Gains included in Net

   Income net of Deferred Tax of $5,335, $(846) and $9,185 in

   2017, 2016 and 2015, respectively

 

 

(14,100

)

 

 

1,572

 

 

 

(17,058

)

Change in Net Unrealized Gains (Losses) on Investments

 

$

9,023

 

 

$

(5,355

)

 

$

(22,389

)

Change in Other-Than-Temporary Impairments

 

 

 

 

 

 

 

 

 

 

 

 

Non Credit Other-Than-Temporary Impairments arising during the

   period, net of Deferred Tax of $(16), $27 and $60 in 2017, 2016

   and 2015, respectively

 

$

40

 

 

$

(50

)

 

$

(112

)

Reclassification Adjustment for Other-Than-Temporary Impairment

   Credit Losses Recognized in Net Income net of Deferred Tax

   of $0, $0 and $(90) in 2017, 2016 and 2015, respectively

 

 

 

 

 

 

 

 

168

 

Change in Other-Than-Temporary Impairments

 

$

40

 

 

$

(50

)

 

$

56

 

Change in Foreign Currency Translation Gains (Losses), net of Deferred

   Tax of $(2,874), $5,017 and $351 in 2017, 2016 and 2015, respectively

 

$

1,930

 

 

$

(9,324

)

 

$

(622

)

Other Comprehensive Income (Loss)

 

$

10,993

 

 

$

(14,729

)

 

$

(22,955

)

Comprehensive Income

 

$

51,487

 

 

$

67,997

 

 

$

58,102

 

 

   Year Ended December 31, 
   2014  2013  2012 

Net income

  $95,329   $63,466   $63,762  
  

 

 

  

 

 

  

 

 

 

Other comprehensive income (loss):

Change in net unrealized gains (losses) on investments:

Unrealized gains (losses) on investments arising during the period, net of deferred tax of $14,925, $17,521 and $13,136 in 2014, 2013 and 2012 respectively

$28,252  $(32,546$24,350  

Reclassification adjustment for net realized (gains) losses included in net income net of deferred tax of $2,776, $6,218 and $10,314 in 2014, 2013 and 2012 respectively

 (5,156 (11,548 (19,154
  

 

 

  

 

 

  

 

 

 

Change in net unrealized gains (losses on investments)

$23,096  $(44,094$5,196  

Change in other-than-temporary impairments:

Non credit other-than-temporary impairments arising during the period, net of deferred tax of $48, $174 and $612 in 2014, 2013 and 2012 respectively

$89  $320  $1,135  

Reclassification adjustment for non credit other-than-temporary impairment losses recognized in net income net of deferred tax of $0, $0 and $16 in 2014, 2013 and 2012 respectively

 —     —     (29
  

 

 

  

 

 

  

 

 

 

Change in other-than-temporary impairments

$89  $320  $1,106  

Change in foreign currency translation gains (losses), net of deferred tax of $2,800, $1,650, and $521 in 2014, 2013 and 2012 respectively

$(4,986$(3,074$(1,342
  

 

 

  

 

 

  

 

 

 

Other comprehensive income (loss)

$18,199  $(46,848$4,960  
  

 

 

  

 

 

  

 

 

 

Comprehensive income (loss)

$113,528  $16,618  $68,722  
  

 

 

  

 

 

  

 

 

 

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

Financial Statements.


THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF STOCKHOLDERS’STOCKHOLDERS' EQUITY

(In thousands, except

 

 

 

 

 

 

 

 

 

 

Additional

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accumulated Other

 

 

Total

 

 

 

Common Stock

 

 

Paid-in

 

 

Treasury Stock

 

 

Retained

 

 

Comprehensive

 

 

Stockholders'

 

amounts in thousands

 

Shares

 

 

Amount

 

 

Capital

 

 

Shares

 

 

Amount

 

 

Earnings

 

 

Income (Loss)

 

 

Equity

 

Balance, December 31, 2014

 

 

35,586

 

 

$

3,556

 

 

$

345,244

 

 

 

7,023

 

 

$

(155,801

)

 

$

787,666

 

 

$

46,559

 

 

$

1,027,224

 

Net Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

81,057

 

 

 

 

 

 

81,057

 

Changes in Comprehensive Income (Loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in Net Unrealized Gain (Loss) on

   Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(22,389

)

 

 

(22,389

)

Change in Net Non-Credit Other-Than-

   Temporary Impairment Losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

56

 

 

 

56

 

Change in Foreign Currency Translation Gain

   (Loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(622

)

 

 

(622

)

Total Comprehensive Income (Loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(22,955

)

 

 

(22,955

)

Shares Issued (1)

 

 

299

 

 

 

30

 

 

 

(4,205

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,175

)

Share-Based Compensation

 

 

 

 

 

 

 

 

14,997

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

14,997

 

Balance, December 31, 2015

 

 

35,885

 

 

$

3,586

 

 

$

356,036

 

 

 

7,023

 

 

$

(155,801

)

 

$

868,723

 

 

$

23,604

 

 

$

1,096,148

 

Net Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

82,726

 

 

 

 

 

 

82,726

 

Dividends Declared (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,930

)

 

 

 

 

 

(3,930

)

Changes in Comprehensive Income (Loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in Net Unrealized Gain (Loss) on

   Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,355

)

 

 

(5,355

)

Change in Net Non-Credit Other-Than-

   Temporary Impairment Losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(50

)

 

 

(50

)

Change in Foreign Currency Translation Gain

   (Loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(9,324

)

 

 

(9,324

)

Total Comprehensive Income (Loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(14,729

)

 

 

(14,729

)

Shares Issued (1)

 

 

262

 

 

 

26

 

 

 

323

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

349

 

Share-Based Compensation

 

 

 

 

 

 

 

 

17,624

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17,624

 

Balance, December 31, 2016

 

 

36,147

 

 

$

3,612

 

 

$

373,983

 

 

 

7,023

 

 

$

(155,801

)

 

$

947,519

 

 

$

8,875

 

 

$

1,178,188

 

Net Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

40,494

 

 

 

 

 

 

40,494

 

Dividends Declared (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(6,633

)

 

 

 

 

 

(6,633

)

Changes in Comprehensive Income (Loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in Net Unrealized Gain (Loss) on

   Investments

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9,023

 

 

 

9,023

 

Change in Net Non-Credit Other-Than-

   Temporary Impairment Losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

40

 

 

 

40

 

Change in Foreign Currency Translation Gain

   (Loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,930

 

 

 

1,930

 

Total Comprehensive Income (Loss)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,993

 

 

 

10,993

 

Shares Issued (1)

 

 

383

 

 

 

38

 

 

 

(10,944

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(10,906

)

Share-Based Compensation

 

 

 

 

 

 

 

 

13,829

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

13,829

 

Balance, December 31, 2017

 

 

36,530

 

 

$

3,650

 

 

$

376,868

 

 

 

7,023

 

 

$

(155,801

)

 

$

981,380

 

 

$

19,868

 

 

$

1,225,965

 

(1) Includes shares issued under the Second Amended and Restated 2005 Stock Incentive Plan, to directors and the Employees Stock Purchase Plan.

(2) Dividends Declared were $0.225 per share amounts)and $0.135 per share for the years ended December 31, 2017 and 2016, respectively. There were no dividends declared in 2015.

 

       Additional
Paid-in
Capital
         Retained
Earnings
   Accumulated Other
Comprehensive
Income (Loss)
  Total
Stockholders’
Equity
 
   Common Stock    Treasury Stock     
   Shares   Amount    Shares   Amount     

Balance, December 31, 2011

   17,467,615    $1,746    $322,133    3,511,380    $(155,801 $565,109    $70,248   $803,435  
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Net income

   —       —       —      —       —      63,762     —      63,762  

Changes in comprehensive income:

             

Change in net unrealized gain (loss) on investments

   —       —       —      —       —      —       5,196    5,196  

Change in net non-credit other- than-temporary impairment losses

   —       —       —      —       —      —       1,106    1,106  

Change in foreign currency translation gain (loss)

   —       —       —      —       —      —       (1,342  (1,342
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Total comprehensive income

   —       —       —      —       —      —       4,960    4,960  

Shares issued under stock plan

   90,431     9     (61  —       —      —       —      (52

Share-based compensation

   —       —       7,380    —       —      —       —      7,380  
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Balance, December 31, 2012

   17,558,046    $1,755    $329,452    3,511,380    $(155,801 $628,871    $75,208   $879,485  
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Net income

   —       —       —      —       —      63,466     —      63,466  

Changes in comprehensive income:

             

Change in net unrealized gain (loss) on investments

   —       —       —      —       —      —       (44,094  (44,094

Change in net non-credit other-than-temporary impairment losses

   —       —       —      —       —      —       320    320  

Change in foreign currency translation gain (loss)

   —       —       —      —       —      —       (3,074  (3,074
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Total comprehensive income

   —       —       —      —       —      —       (46,848  (46,848

Shares issued under stock plan

   151,830     15     2,725    —       —      —       —      2,740  

Share-based compensation

   —       —       3,369    —       —      —       —      3,369  
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Balance, December 31, 2013

   17,709,876    $1,770    $335,546    3,511,380    $(155,801 $692,337    $28,360   $902,212  
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Net income

   —       —       —      —       —      95,329     —      95,329  

Changes in comprehensive income:

             

Change in net unrealized gain (loss) on investments

   —       —       —      —       —      —       23,096    23,096  

Change in net non-credit other-than-temporary impairment losses

   —       —       —      —       —      —       89    89  

Change in foreign currency translation gain (loss)

   —       —       —      —       —      —       (4,986  (4,986
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Total comprehensive income

   —       —       —      —       —      —       18,199    18,199  

Shares issued under stock plan

   82,970     8     (31  —       —      —       —      (23

Share-based compensation

   —       —       11,507    —       —      —       —      11,507  
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

Balance, December 31, 2014

   17,792,846    $1,778    $347,022    3,511,380    $(155,801 $787,666    $46,559   $1,027,224  
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

  

 

 

 

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

Financial Statements.


THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS

(In thousands)

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Operating Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Net Income

 

$

40,494

 

 

$

82,726

 

 

$

81,057

 

Adjustments to Reconcile Net Income to Net Cash Provided by Operating Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Depreciation & Amortization

 

 

3,645

 

 

 

5,429

 

 

 

5,386

 

Share-Based Compensation

 

 

13,829

 

 

 

17,624

 

 

 

14,997

 

Deferred Income Taxes

 

 

(8,879

)

 

 

(5,755

)

 

 

7,004

 

Net Realized Gains

 

 

(45,073

)

 

 

(9,186

)

 

 

(8,373

)

Net Other-Than-Temporary Impairments Recognized in Earnings

 

 

2,064

 

 

 

150

 

 

 

1,698

 

Changes in Assets And Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

Reinsurance Recoverable on Paid and Unpaid Losses and Loss Adjustment

   Expenses

 

 

(20,399

)

 

 

(2,835

)

 

 

43,822

 

Reserves for Losses and Loss Adjustment Expenses

 

 

225,132

 

 

 

87,083

 

 

 

43,010

 

Prepaid Reinsurance Premiums

 

 

(15,168

)

 

 

19,211

 

 

 

5,264

 

Unearned Premiums

 

 

100,160

 

 

 

66,668

 

 

 

54,509

 

Premiums Receivable

 

 

(45,035

)

 

 

(30,070

)

 

 

65,863

 

Deferred Policy Acquisition Costs

 

 

(15,552

)

 

 

(27,677

)

 

 

(12,531

)

Accrued Investment Income

 

 

(2,139

)

 

 

(1,314

)

 

 

(1,210

)

Reinsurance Balances Payable

 

 

27,362

 

 

 

1,568

 

 

 

(45,124

)

Current Income Tax Receivable, Net

 

 

3,966

 

 

 

(1,988

)

 

 

(8,072

)

Other

 

 

936

 

 

 

27,791

 

 

 

(13,654

)

Net Cash Provided by Operating Activities

 

$

265,343

 

 

$

229,425

 

 

$

233,646

 

Investing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Fixed Maturities

 

 

 

 

 

 

 

 

 

 

 

 

Redemptions and Maturities

 

$

373,380

 

 

$

275,706

 

 

$

180,876

 

Sales

 

 

225,962

 

 

 

446,666

 

 

 

376,522

 

Purchases

 

 

(1,008,537

)

 

 

(962,419

)

 

 

(648,059

)

Equity Securities

 

 

 

 

 

 

 

 

 

 

 

 

Sales

 

 

207,838

 

 

 

54,798

 

 

 

96,405

 

Purchases

 

 

(62,887

)

 

 

(92,329

)

 

 

(215,405

)

Change in Net Payable for Securities

 

 

2,135

 

 

 

(1,517

)

 

 

1,851

 

Purchase of Other Invested Assets

 

 

 

 

 

(1,960

)

 

 

 

Net Change in Short-Term Investments

 

 

17,877

 

 

 

73,541

 

 

 

(38,468

)

Purchase of Property and Equipment

 

 

(3,474

)

 

 

(3,918

)

 

 

(3,577

)

Net Cash Used in Investing Activities

 

$

(247,706

)

 

$

(211,432

)

 

$

(249,855

)

Financing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Proceeds from Employee Stock Purchase Plan

 

 

2,076

 

 

 

1,840

 

 

 

1,352

 

Proceeds of Stock Issued from Exercise of Stock Options

 

 

 

 

 

 

 

 

29

 

Payment of Employee Tax Withholding on Stock Compensation

 

 

(13,887

)

 

 

(5,198

)

 

 

(6,022

)

Dividends Paid

 

 

(6,633

)

 

 

(3,930

)

 

 

 

Net Cash Used in Financing Activities

 

$

(18,444

)

 

$

(7,288

)

 

$

(4,641

)

Effect of Exchange Rate on Cash

 

 

3,248

 

 

 

(15,963

)

 

 

 

Change in Cash

 

$

2,441

 

 

$

(5,258

)

 

$

(20,850

)

Cash at Beginning of Year

 

 

64,643

 

 

 

69,901

 

 

 

90,751

 

Cash at End of Period

 

$

67,084

 

 

$

64,643

 

 

$

69,901

 

Supplemental Information:

 

 

 

 

 

 

 

 

 

 

 

 

Income Taxes Paid, Net

 

$

39,689

 

 

$

34,830

 

 

$

35,447

 

Interest Paid

 

$

15,238

 

 

$

15,238

 

 

$

15,238

 

Issuance of Stock to Directors

 

$

578

 

 

$

633

 

 

$

563

 

 

   Year Ended December 31, 
   2014  2013  2012 

Operating activities:

    

Net income

  $95,329   $63,466   $63,762  

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

    

Depreciation & amortization

   4,915    4,518    5,931  

Deferred income taxes

   16,881    4,658    (11,414

Net realized (gains) losses

   (12,812  (22,939  (41,074

Net other-than-temporary losses recognized in earnings

   —      2,393    858  

Call premium on redemption of Senior Notes

   —      17,895    —    

Changes in assets and liabilities:

    

Reinsurance recoverable on paid and unpaid losses and loss adjustment expenses

   (42,024  68,599    (40,185

Reserves for losses and loss adjustment expenses

   114,563    (51,977  14,369  

Prepaid reinsurance premiums

   10,344    (26,807  (56,853

Unearned premiums

   52,380    72,199    109,778  

Premiums receivable

   (17,455  (4,843  (64,457

Deferred policy acquisition costs

   (12,445  (6,002  2,979  

Accrued investment income

   (925  (1,279  1,905  

Reinsurance balances payable

   (14,716  1,439    57,114  

Current income taxes

   (582  (16,432  17,523  

Other

   29,039    31,987    36,503  
  

 

 

  

 

 

  

 

 

 

Net cash provided by (used in) operating activities

$222,492  $136,875  $96,739  
  

 

 

  

 

 

  

 

 

 

Investing activities:

Fixed maturities

Redemptions and maturities

$210,674  $237,627  $188,282  

Sales

 362,136   648,335   1,319,404  

Purchases

 (864,902 (899,930 (1,711,080

Equity securities

Sales

 54,900   72,113   39,503  

Purchases

 (83,845 (89,288 (37,587

Change in payable for securities

 (7,814 (46,414 56,543  

Net change in short-term investments

 117,740   (142,214 (31,568

Purchase of property and equipment

 (8,359 (10,088 (3,336
  

 

 

  

 

 

  

 

 

 

Net cash provided by (used in) investing activities

$(219,470$(229,859$(179,839
  

 

 

  

 

 

  

 

 

 

Financing activities:

Net Proceeds from Debt Offering

 —    $263,278   —    

Redemption of 7.0% Senior Notes Due May 1, 2016

 —     (132,437 —    

Proceeds of stock issued from employee stock purchase plan

 1,067   821   672  

Proceeds of stock issued from exercise of stock options

 153   2,495   404  
  

 

 

  

 

 

  

 

 

 

Net cash provided by (used in) financing activities

$1,220  $134,157  $1,076  
  

 

 

  

 

 

  

 

 

 

Increase (decrease) in cash

 4,242   41,173   (82,024

Cash at beginning of year

 86,509   45,336   127,360  
  

 

 

  

 

 

  

 

 

 

Cash at end of period

$90,751  $86,509  $45,336  
  

 

 

  

 

 

  

 

 

 

Supplemental cash information:

Income taxes paid, net

$27,066  $41,094  $19,602  

Interest paid

$15,703  $8,050  $8,050  

Issuance of stock to directors

$438  $400  $242  

The accompanying Notes to Consolidated Financial Statements are an integral part of these financial statements.

Financial Statements.


THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

Notes to Consolidated Financial StatementsNOTES TO CONSOLIDATED FINANCIAL STATEMENTS

 

Note 1.Organization & Summary of Significant Accounting Policies

OrganizationNOTE 1.  ORGANIZATION & SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

The accompanying Consolidated Financial Statements, consistingBasis of Presentation

Unless the results ofcontext requires otherwise, the terms “we,” “us,”  “our,” or “our Company” are used to mean The Navigators Group, Inc., a Delaware holding company established in 1982, and its subsidiaries aresubsidiaries.  The term “Parent Company” is used to mean The Navigators Group, Inc. without its subsidiaries. The accompanying consolidated financial statements of our Company have been prepared onin conformity with accounting principles generally accepted in the basis of United States (“U.S.”) generally accepted accounting principlesof America (“GAAP” or “U.S. GAAP”) and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”). All significant intercompany transactions and balances have been eliminated.eliminated in consolidation.  The preparation of these consolidated financial statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, and disclosuresdisclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported revenues and expenses during the reporting periods.  The results of operations for any interim period are not necessarily indicative of results for the full year. The terms “we,” “us,” “our” or “our Company” as used herein are used to mean The Navigators Group, Inc. and its subsidiaries, unless the context otherwise requires. The terms “Parent” or “Parent Company” are used to mean The Navigators Group, Inc. without its subsidiaries. Certain amounts for the prior year have been reclassified to conform towith the current year’speriod presentation.

Our Company isOrganization

We are an international insurance company focusing on specialty products within the overall property and casualty insurance market. Ourwith a long-standing area of specialization isin Marine insurance. We also offer Property and Casualty (“P&C”) insurance, which consists primarily of general liability coverage and umbrella & excess liability coverage to commercial enterprises through our Primary and Excess Casualty divisions. We have also developed niches in Professional Liability insurance, and Property Casualty lines of insurance, such as Primary and Excess casualty coverages offered to commercial enterprises and Assumed Reinsurance.

We classify its business into one Corporate segmentthrough our Directors & Officers (“Corporate”D&O”) and two underwriting segments, the Insurance Companies segment (“Insurance Companies”) and the Lloyd’s Operations segment (“Lloyd’s Operations”) which are separately managed by business line divisions. The Insurance Companies are primarily engaged in underwriting Marine insurance, Primary Casualty insurance with a concentration in contractors’ general liability products, Excess Casualty insurance with a concentration in commercial umbrella products, Assumed Reinsurance, Management Liability insurance and Errors & Omissions (“E&O”) insurance. This segment is comprised ofdivisions, as well as assumed reinsurance products.

We operate through various wholly-owned insurance and service companies. Our subsidiaries domiciled in the United States (“U.S.”) include two insurance companies, Navigators Insurance Company (“NIC”), which includes a United Kingdom (“UK”) branch (“UK Branch”), and Navigators Specialty Insurance Company (“NSIC”), which underwrites business on an excessas well as our U.S. underwriting agency, Navigators Management Company, Inc. (“NMC”). NIC includes a branch in the United Kingdom (“U.K.”). We also have operations domiciled in the U.K., Hong Kong and surplus lines basis. All ofEurope. Navigators International Insurance Company Ltd. (“NIIC”), Navigators Management (U.K.) Ltd. (“NMUK”) and Navigators Underwriting Ltd. (“NUL”) are domiciled in the business underwritten by NSIC is fully reinsured by NIC pursuant toU.K. and NUL includes European branches. Navigators Underwriting Agency Ltd. (“NUAL”), a 100% quota share reinsurance agreement.

The Lloyd’s Operations are primarily engaged in underwriting Marine insurance; Energy & Engineering insurance with a concentration in offshore energy products and onshore energy construction products, Assumed Reinsurance, Management Liability insurance and E&O insurance at Lloyd’s of London (“Lloyd’s”) through Lloyd’s Syndicate 1221 (“Syndicate 1221”). The Corporate segment consists of the Parent Company’s investment income, interest expense and related income tax.

Our revenue is primarily comprised of premiums and investment income. We derive our premiums predominantly from business written by wholly-owned underwriting management companies, Navigators Management Company (“NMC”) and Navigators Management (UK) Ltd. (“NMUK”) that manage and service insurance and reinsurance business written by the Insurance Companies. Our products are distributed through multiple channels, utilizing global, national and regional retail and wholesale insurance brokers.

Navigators Underwriting Agency Ltd. (“NUAL”) is a Lloyd’s underwriting agency, that manages Syndicate 1221. We control 100% of Syndicate 1221’s stamp capacityand provides the capital, through our wholly-owned subsidiary, Navigators Corporate Underwriters Ltd. (“NCUL”), whichfor our Lloyd’s Syndicate 1221 (“the Syndicate”), and is referred to as a corporate namealso domiciled in the Lloyd’s market. In addition, we have also established underwriting agencies in Antwerp, Belgium; Stockholm, Sweden; and Copenhagen, Denmark, as well as branchesU.K. We control 100% of the appointed representative,Syndicate’s stamp capacity.

Effective January 1, 2017, we sold our underwriting agency operations in Sweden and Denmark. The transaction represented a 100% disposition of our Sweden and Denmark corporations, NUAL AB and Navigators Underwriting Ltd. (“NUL”), in the European Economic Area (“EEA”), in Milan, Italy; Rotterdam, The Netherlands; and Paris, France, which underwrite risks pursuant to binding authorities with NUAL into Syndicate 1221. WeA/S, respectively. This transaction did not have also established a presence in Brazil and China through contractual arrangements with local affiliates of Lloyd’s.material impact on our financial statements.

For financial information by segment, refer to Note 3,Segment Information, in the Notes to Consolidated Financial Statements, included herein.

Significant Accounting Policies

Cash

Cash includes cash on hand and demand deposits with banks, excluding such amounts held by the Syndicate 1221 included as Funds at Lloyd’s.Lloyd’s (“FAL”), which are classified as Short-Term Investments.

Investments

As of December 31, 20142017 and 2013,2016, all fixed maturityFixed Maturity and equity securitiesEquity Securities held by our Company were carried at fair value and classified as available-for-sale.  Available-for-sale securities are debt and equity securities not classified as either held-to-maturity securities or trading securities and are reported at fair value, with unrealized gains and losses excluded from earnings and reported in accumulated other comprehensive incomeAccumulated Other Comprehensive Income (“AOCI”) as a separate component of stockholders’ equity.Stockholders’ Equity. Fixed maturityMaturity securities include bonds, mortgage-backed and asset-backed securities.securities, and redeemable preferred stocks.  Equity securitiesSecurities consist of common stock, exchange traded funds and preferred stock.

Short-termOther Invested Assets consist of investments our Company made in certain strategic companies which are accounted for using the equity method of accounting.  In applying the equity method, these investments are initially recorded at cost and are subsequently adjusted based on our Company’s proportionate share of the net income or loss of the companies.  Changes in the carrying value of such investments are recorded in Other Income.  In applying the equity method, we use the most recently available financial information provided by the companies which is generally three months prior to the end of the reporting period.


Short-Term Investments are carried at fair value.  Short-term investmentsShort-Term Investments mature within one year from the purchase date.

All prices for our fixed maturities, equity securitiesFixed Maturities, Equity Securities and short-term investments valuedShort-Term Investments are classified as Level 1, Level 2 or Level 3 inunder the fair value hierarchy, as defined in the Financial AccountsAccounting Standards Board (“FASB”) Accounting Standards Codification 820 (“ASC 820”), Fair Value Measurements, are received from independent pricing services utilized by one of our outside investment managers whom we employ to assist us with investment accounting services. This manager utilizes a pricing committee, which approves the use of one or more independent pricing service vendors. The pricing committee consists of five or more members of the investment management firm, one from senior management and one from the accounting group with the remainder from the asset class specialists and client strategists. The pricing source of each security is determined in accordance with the pricing source procedures approved by the pricing committee. The investment manager uses supporting documentation received from the independent pricing service vendor detailing the inputs, models and processes used in the independent pricing service vendors’ evaluation process to determine the appropriate fair value hierarchy. Any pricing where the input is believed to be unobservable is deemed to be a Level 3 price. Management has reviewed this process by which the manager determines the prices and has obtained alternative pricing to validate a sample of the prices and assess their reasonableness..  

Premiums and discounts on fixed maturityFixed Maturity securities are amortized into interest income over the life of the security underusing the interest method.  For mortgage-backedMortgage-Backed and asset-backed securities,Asset-Backed Securities, anticipated prepayments and expected maturities are utilized in applying the interest rate method.  An effective yield is calculated based on projected principal cash flows at the time of original purchase.  The effective yield is used to amortize the purchase price of the security over the security’s expected life.  Book values are adjusted to reflect the amortization of premium or accretion of discount on a monthly basis. The projected principal cash flows are based on certain prepayment assumptions, which are generated using a prepayment model.  The prepayment model uses a number of factors to estimate prepayment activity including the current levels of interest rates (refinancing incentive), time of year (seasonality), economic activity (including housing turnover) and term and age of the underlying collateral (burnout, seasoning).  Prepayment assumptions associated with the mortgage-backedMortgage-Backed and asset-backed securitiesAsset-Backed Securities are reviewed on a periodic basis.  When changes in prepayment assumptions are deemed necessary as the result of actual prepayments differing from anticipated prepayments, securities are revalued based upon the new prepayment assumptions utilizing the retrospective adjustment method, whereby the effective yield is recalculated to reflect actual payments to date and anticipated future payments.  The investment in such securities is adjusted to the amount that would have existed had the new effective yield been applied since the acquisition of the security.  Such adjustments, if any, are included in net investment incomeNet Investment Income for the current period being reported.period.

Realized gainsGains and lossesLosses on sales of investments are recognized when the related trades are executed and are determined on the basis of the specific identification method.

Impairment of Invested Assets

Management regularly reviews our fixed maturityFixed Maturity and equity securitiesEquity Securities portfolios to evaluate the necessity of recording impairment losses for other-than-temporary declines in the fair value of securities.

For fixed maturity securities, we consider our intent to sell a security and whether it is more likely than not that, we will be required to sell a security beforeOur Company reviews the anticipated recovery as partmagnitude of the process of evaluating whether a security’s unrealized loss represents an other-than-temporary decline. For fixed maturity securities that have a fair value below compared to its cost/amortized cost and the length of time that we intendthe security has been impaired to sell or for which it is more likely than not that we would be required to sell,determine if an other than temporary impairment (“OTTI”)unrealized loss is recognized in earnings by writing suchother-than-temporary. If warranted as a result of conditions relating to a particular security, down to fair value. For fixed maturity securities we do not intend to sell or for which it is more likely than not our Company would not be requiredwill also review securities with declines in fair value resulting from a headline news event involving the issuer, a headline news event involving the asset class, the advice of our external asset managers, or economic events that may impact the issuer to sell,determine if an unrealized loss is other-than-temporary. The depth of analysis performed is dependent upon the nature and magnitude of the indicators of other-than-temporary impairment present in regards to each impaired security.

For Equity Securities, our Company performs a declinefundamental analysis of the issuer, including an evaluation of the mean analysts’ target price, to assess the likelihood of recovery of our cost basis in value below amortized cost is only recognized to the extentsecurity. Management also assesses the present valuelikelihood of future cash flows, expecteddividends and increases to be collected is less thandividends, all of which affect the amortized cost of the security. Such shortfall in the present value of future cash flows is considered the credit losssecurities eligible for our equity strategy and is recognized as an OTTI loss in earnings, with the non-credit portion of the impairment (i.e. the difference between the present value of future cash flows and fair value of the security) recognized as OTTI losses in other comprehensive income (“OCI”).

In evaluating OTTI of equity securities, we considertherefore our intent to hold the securities as partsecurity. If an equity security is deemed to be other-than temporarily-impaired, the cost is written down to fair value with the loss recognized in earnings.

For Fixed Maturities, our Company assesses the underlying fundamentals of each issuer to determine if there is a change in the amount or timing of expected cash flows. Management compares the amortized cost basis to the present value of the processrevised cash flows using the historical book yield to determine the credit loss portion of evaluating whether a decline in fair value below cost represents an other than temporary decline in value. For equity securities in an unrealized loss position that we do not intent to hold or that we do not expect to recover their value within a reasonable period of time, a net OTTI lossimpairment which is recognized in earningsearnings. All non-credit losses where we have the intent and ability to hold the security until recovery are recognized as changes in Other than Temporary Impairment (“ OTTI”) losses within AOCI.

Specifically for structured Fixed Maturities, our Company analyzes projections provided by writingour investment managers with respect to an expected principal loss under a range of scenarios and utilizes the most likely outcomes. The analysis relies on actual collateral performance measures such as default rate, prepayment rate and loss severity. These assumptions are applied throughout the remaining term of the deal, incorporating the transaction structure and priority of payments, to generate loss adjusted cash flows. Results of the analysis will indicate whether the security downis expected ultimately to incur a loss or whether there is a material impact on yield due to either a projected loss or a change in cash flow timing. A break-even default rate is also calculated. A comparison of the break-even default rate to the fair value.

Syndicate 1221

Syndicate 1221 reportsactual default rate provides an indication of the level of cushion or coverage to the first dollar principal loss. For securities in which a tranche loss is present and the net present value of loss adjusted cash flows is less than book value, credit impairment is recognized in earnings. The output data also includes a number of additional metrics such as average life remaining, original and current credit support, over 60 day delinquency and security rating. The significant inputs used to measure the amount of premiums, claims,credit loss recognized in earnings are actual delinquency rates, default probability, severity and expenses recorded in an underwriting account forprepayment assumptions.


Projected losses are a particular year over a three year period. Traditionally, three years have been necessary to report substantially all premiums associated with an underwriting yearfunction of both loss severity and to report mostprobability of default, which differ based on property type, vintage and the stress of the related claims, although claims may remain unsettled after the underwriting year is closed. Syndicate 1221 typically closes an underwriting year by reinsuring outstanding claims in that underwriting year with the next underwriting year. Only profits from closed underwriting years of account are distributed to NCUL. Profits from open underwriting years of account are not available and therefore not distributed to NCUL until the end of the three year period.

Our Company’s financial statements include all of the assets, liabilities, revenues and expenses of Syndicate1221. Adjustments are recorded to recognize underwriting results as incurred in the specific year and not over a three year period. Syndicate 1221 is not a separate legal entity. Refer to Note 10,Lloyd’s Syndicate 1221, for additional information.collateral.

Foreign Currency Remeasurement and Translation

The functional currency inof each of our operations is generally the currency of the local operating environment, except for our Lloyd’s Operationsbusiness which is the U.S. dollar.United States Dollar (“USD”).  Transactions in currencies other than an operation’s functional currency are remeasured into the functional currency and the resulting foreign exchange gains and losses are reflected in net Other Income (Expense) in the Consolidated Statements of Income. Income, with the exception of those related to foreign-denominated available-for-sale investments. For these investments, exchange rate fluctuations represent an unrealized appreciation/depreciation in the value of the securities and are included in the related component of AOCI.

Functional currency assets and liabilities of foreign operations are translated into U.S. dollarsUSD using period end rates of exchange and the related translation adjustments are recorded as a separate component of AOCI.  StatementConsolidated Statements of incomeIncome amounts expressed in functional currencies are translated using average exchange rates.

During the first quarter, Syndicate 1221 revised its foreign exchange accounting methodology from reporting its financial position and results using three functional currencies (GBP, USD and CAD) to one functional currency (USD). The USD was chosen as the single functional currency as the majority of the Syndicate’s insurance business has been and continues to be transacted in USD. This cumulative change in re-measurement has resulted in an immaterial correction of $10.0 million ($6.6 million, after-tax) reducing Accumulated Other Comprehensive Income in the consolidated balance sheet, offset by a gain in Other Income in the consolidated statement of income. The impact of the correction is not material to the previously issued annual financial statements for 2013 and 2012.

Premium Revenues

Written premium is recorded based on the insurance policies that have been reported to us and the policies that have been written by agents but not yet reported to us.  We estimate the amount of written premium not yet reported based on judgments relative to current and historical trends of the business being written.  Such estimates are regularly reviewed and updated and any resulting adjustments are included in the current year’s results.  An unearned premium reserve is established to reflect the unexpired portion of each policy at the financial reporting date.

Substantially all of our business is placed through agents and brokers.  We record estimates for both unreported direct and assumed premiums.  We also record the ceded portion of the estimated gross written premiumGross Written Premiums and related acquisition costs. These estimates are mostly for our Marine and Energy & Engineering products written by our International Insurance (“Int’l Insurance”) reporting segment as well as our GlobalRe reporting segment. Such premium estimates are generally based on submission data received from brokers and agents and recorded when the insurance policy or reinsurance contract is written or bound.

The earned gross, ceded and net premiums are calculated based on our earning methodology, which is generally pro-rata over the policy period or over the period of risk if the period of risk differs significantly from the contract period.

A portion of our premium is estimated for unreported premium, mostly for the Marine business written by our U.K. Branch and Lloyd’s Operations as well as the Accident & Health (“A&H”) and Latin American & Caribbean Property Casualty and Surety Reinsurance business written by NavRe. Such premium estimates are generally based on submission data received from brokers and agents and recorded when the insurance policy or reinsurance contract is written or bound. The estimates are regularly reviewed and updated taking into account the premium received to date versus the estimate and the age of the estimate. To the extent that the actual premium varies from the estimates, the difference, along with the related loss reserves and underwriting expenses, is recorded in current operations.

Reinsurance Ceded

In the normal course of business, we purchase reinsurance is purchased by us from insurers or reinsurers to reduce the amount of loss arising from claims.  In order to determine the proper accounting for the reinsurance, managementManagement analyzes the reinsurance agreements to determine whether the reinsurance should be classified as prospective or retroactive based upon the terms of the reinsurance agreement and whether the reinsurer has assumed significant insurance risk to the extent that the reinsurer may realize a significant loss from the transaction.

Prospective reinsurance is reinsurance in which an assuming company agrees to reimburse the ceding company for losses that may be incurred as a result of future insurable events covered under contracts subject to the reinsurance.  Retroactive reinsurance is reinsurance in which an assuming company agrees to reimburse a ceding company for liabilities incurred as a result of past insurable events covered under contracts subject to the reinsurance.

Ceded reinsurance premiums and any relatednet of ceding commissioncommissions and ceded losses are reflected as reductions of the respective income or expense accounts over the terms of the reinsurance contracts.  Prepaid reinsurance premiumsReinsurance Premiums represent the portion of premiums ceded to reinsurers applicable to the unexpired terms of the reinsurance contracts in force.  Reinsurance reinstatement premiums (“RRPs”) are recognized in the same period as the loss event that gave rise to the reinstatement premiums.  Amounts recoverable from reinsurers are estimated in a manner consistent with the claim liability associated with the reinsured policy.  Ceded Unearned premiums cededPremiums and estimates of amounts recoverable from reinsurers on paid and unpaid losses are reflected as assets.  Provisions are made for estimated unrecoverable reinsurance.

Deferred Policy Acquisition Costs

Costs of acquiring business are deferred and amortized ratably over the period that the related premiums are recognized as revenue.  Such costs (e.g., commission expense, other underwriting expensesCommission Expenses, Other Underwriting Expenses and premium taxes) are limited to the incremental direct costs related to the successful acquisition of new or renewal business.  The method of computing deferred policy acquisition costsDeferred Policy Acquisition Costs limits the deferral to their estimated net realizable value based on the related unearned premiumsUnearned Premiums and takes into account anticipated lossesLosses,


Loss Adjustment Expense (“LAE”), Commission Expenses and loss adjustment expenses, commission expense and operating expensesOperating Expenses based on historical and current experience, as well as anticipated investment income.Investment Income.

Reserves for Losses and Loss Adjustment Expenses

Unpaid losses and loss adjustment expensesLAE are determined on anon: (a) individual basis for claims reported on direct business for insureds, (b) from reports received from ceding insurers for insurance assumed from such insurersbusiness and (c) on estimates based on Company and industry experience for incurred but not reported (“IBNR”) claims and loss adjustment expenses.LAE.  Indicated IBNR loss reserves for losses and LAE are calculated by our actuaries using several standard actuarial methodologies, including the paid and incurred loss development and the paid and incurred Bornheutter-FergusonBornhuetter-Ferguson loss methods. Additional analyses, such as frequency/Frequency/severity analyses are performed for certain books of business.  The provisionReserve for unpaid lossesLosses and loss adjustment expensesLAE has been established to cover the estimated unpaid cost of claims incurred.  Such estimates are regularly reviewedcompared to indicated reserves and updated and any resulting adjustments are included in the current year’s results.  Management believes that the liability it has recognized for unpaid losses and loss adjustment expensesLAE is a reasonable estimate of the ultimate unpaid claims incurred, however, such provisions are necessarily based on estimates and, accordingly, no representation is made that the ultimate liability will not differ materially from the amounts recorded in the accompanying consolidated financial statements.Consolidated Financial Statements.  Losses and loss adjustment expensesLAE are recorded on an undiscounted basis.

Earnings per Share

Basic earnings per share (“EPS”) is computed by dividing netNet income by the weighted average number of common shares outstanding for the period.  Diluted earnings per shareEPS reflects the basic earnings per shareEPS adjusted for the potential dilution that would occur if all issued stock options were exercised and all stock grants were fully vested.

Share-Based Compensation

Our Company applies a fair value based measurement method in accounting for its share-based payment arrangements with eligible employees and directors. The associated expense is estimated based on the fair value of the award at the grant date and is recognized in Net Income over the requisite service period with a corresponding increase in Shareholder’s Equity. Forfeitures of share-based payment awards are recognized as they occur.

Depreciation and Amortization

Depreciation of furniture and fixtures, electronic data processing equipment and computer software is provided over the estimated useful lives of the respective assets, ranging from three to seven years, using the straight-line method.  Amortization of leasehold improvements isare provided over the shorter of the useful lives of those improvements or the contractual terms of the leases, ranging from five to ten years, using the straight-line method.

Goodwill and Other Intangible Assets

Goodwill represents the excess-of-costexcess of the cost of acquiring a business enterprise over the fair value of the net assets acquired.  Our Company has alsoCompany’s recorded indefinite lived intangible assets related to the acquisition of the remaining non-controlledrepresent acquired stamp capacity of Lloyd’s Syndicate 1221.in the Syndicate.  Goodwill and indefinite lived intangible assets are reported at carrying value and are tested for impairment at least annually, and when permitted by the applicable accounting guidance, qualitative factors are assessed to determine whether it is necessary to calculate an asset’s fair value when testing an asset with an indefinite life for impairment.  Goodwill and indefinite lived intangible assets are considered impaired if the estimated fair value is less than its carrying value and any impairment loss is measured as the difference between the implied fair value and the carrying value.  ThisOur Company did not recognize an impairment onof goodwill or the indefinite lived intangible assets for any of the years ended December 31, 2014, 20132017, 2016 and 2012.

2015.

As of December 31, 2014,2017, the carrying value of goodwill and indefinite lived intangible assets was $7.0$6.6 million, consisting of $2.5which is $0.1 million and $2.4 million of goodwill assigned to NMC and our Lloyd’s Operations, respectively, and $2.1 million of indefinite lived intangible assets assigned to our Lloyd’s Operations. Asmore than the carrying value as of December 31, 2013, the carrying value of goodwill and indefinite lived intangible assets was $7.2 million, consisting of $2.5 million and $2.4 million of goodwill assigned to NMC and our Lloyd’s Operations, respectively, and $2.3 million of indefinite lived intangible assets assigned to our Lloyd’s Operations.2016, $6.5 million.  Changes in the carrying value of the goodwill and indefinite lived intangible assets are due to fluctuations in currency exchange rates between the U.S. dollarUSD and the British pound.GBP.

Income Taxes

We apply the asset and liability method of accounting for income taxes wherebyrecognize deferred tax assets and liabilities are recognized forbased on the future tax consequences attributable to differences between the financial statement carrying amounts and the tax bases of existing assets and liabilities and their respective tax basis. In assessing the realization of deferredliabilities.  Deferred tax assets management considers whetherare reduced by a valuation allowance if, based on the weight of available evidence, it is more likely than not that some portion or all of the deferred tax assets will not be realized.  These reviews include, among other factors,All available evidence, both positive and negative, is considered to determine whether, based on the nature and amountweight of the taxable income and expense items, the expected timing of when assets will be used or liabilities will be required to be reported, as well as the reliability of historical profitability of businesses expected to provide future earnings. After review, if management determines that theevidence, a valuation allowance is needed.  Future realization of the tax asset does not meet the more likely than not criterionbenefit of an offsetting valuation allowance is recorded, which reduces net earnings and theexisting deferred tax asset ultimately depends on the existence of sufficient taxable income of the appropriate character within the carryback/carryforward period available under the tax law.  In determining whether a valuation


allowance is needed, management considers the timing of the reversal of each deferred tax asset as well as expected future levels of taxable income, amounts of taxable income in carryback years, and tax planning strategies.  

On December 22, 2017, the 2017 Tax Cuts and Jobs Act (the “Tax Act”) was enacted into law and the new legislation contains several key tax provisions that period. Additional information regardingaffected us, including a one-time mandatory Deemed Repatriation Transition Tax (“Transition Tax”) on accumulated foreign earnings and a reduction of the corporate income tax rate to 21% effective January 1, 2018, among others. We are required to recognize the effect of the tax law changes in the period of enactment, such as determining the Transition Tax, re-measuring our U.S. deferred tax assets and liabilities as well as reassessing the net realizability of our deferred tax assets and liabilities. In December 2017, the SEC staff issued Staff Accounting Bulletin No. 118 (“SAB 118”), Income Tax Accounting Implications of the Tax Act, which allows us to record provisional amounts during a measurement period not to extend beyond one year of the enactment date. Since the Tax Act was passed late in the fourth quarter of 2017, and ongoing guidance and accounting interpretation is expected over the next 12 months, as of December 31, 2017, we have made a reasonable estimate of the effects on our deferred tax balances and in relation to the Transition Tax; however we will continue to gather additional information to more precisely compute these income tax impacts.  We expect to complete our analysis within the measurement period in accordance with SAB 118. Additional information can be found in Note 7,9, Income Taxes,.

New Accounting Standards Adopted in 2017

Share-Based Compensation Accounting

Effective January 1, 2017, our Company adopted ASU 2016-09, “Improvements to Employee Share-Based Payment Accounting” issued by the FASB. This guidance requires all income tax effects of awards to be recognized in the Notesincome statement when the awards vest or are settled, eliminates the requirement that excess tax benefits be realized before companies can recognize them, requires the presentation of excess tax benefits as an operating activity on the statement of cash flows, allows employers to Consolidated Financial Statements, included herein.

Useincrease the amounts withheld to cover income taxes on share-based compensation awards without requiring liability classification, requires the presentation of Estimatesemployee taxes paid as a financing activity on the statement of cash flows, and requires companies to elect whether they will account for award forfeitures by recognizing forfeitures only as they occur or by estimating the number of awards expected to be forfeited.

The preparationrequirement to recognize all income tax effects of awards in the income statement when the awards vest or are settled was adopted on a prospective basis. Previously, these amounts were recorded in Additional Paid-In Capital. This change also prospectively impacts the calculation of potential common shares used to determine Diluted Net Income per Common Share under the treasury stock method. The new standard requires that assumed proceeds under the treasury stock method be modified to exclude the amount of excess tax benefits that previously would have been recognized in Additional Paid-In Capital.

We elected to account for forfeitures of share-based payment awards by recognizing forfeitures of awards as they occur, and upon adoption of this guidance, the payment of employee taxes was retrospectively adjusted on the Consolidated Statements of Cash Flows to be classified as a financing activity. All other changes in the ASU did not result in cumulative-effect or retrospective adjustments.

Transition to Equity Method of Accounting

Effective January 1, 2017, our Company adopted ASU 2016-07, “Simplifying the Transition to the Equity Method of Accounting” issued by the FASB. This guidance eliminates the requirement to retrospectively apply equity method accounting when an investment that had been accounted for by another method initially qualifies for the equity method. Our Company did not have any investments transitioning to the equity method of accounting during 2017. The adoption of this guidance did not impact our results of operations, financial statementscondition or liquidity.

Share-Based Compensation Modification Accounting

During the second quarter of 2017, our Company early adopted ASU 2017-09, “Scope of Modification Accounting” issued by the FASB. This guidance clarifies when changes to the terms or conditions of a share-based award must be accounted for as modifications. Under the new guidance, modification accounting is required if the value, vesting conditions or classification of the award changes. This guidance will be applied prospectively to awards modified on or after the adoption date. The adoption of this guidance did not impact our results of operations, financial condition or liquidity.


Recently Issued Accounting Standards Not Yet Adopted

Revenue From Contracts With Customers

In May 2014, the FASB issued ASU 2014-09, “Revenue from Contracts with Customers (Topic 606)”. This guidance affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards (for example, insurance contracts are not in conformityscope of the new guidance). The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services. In August 2015, the FASB delayed the effective date by one year through the issuance of ASU 2015-14, “Revenue from Contracts with GAAPCustomers (Topic 606): Deferral of the Effective Date”. This guidance is effective for interim and annual reporting periods beginning after December 15, 2017. Early adoption was permitted for interim and annual reporting periods beginning after December 15, 2016. Substantially all of our revenue is not included in the scope of this guidance. We do generate an insignificant amount of fee income that is in the scope of this guidance, but will not be materially impacted by the adoption of this guidance. The adoption of this guidance will not have a material impact on our results of operations, financial condition or liquidity.

Classification and Measurement of Financial Instruments

In January 2016, the FASB issued ASU 2016-01 “Financial Instruments – Overall (Subtopic 825-10) – Recognition and Measurement of Financial Assets and Financial Liabilities” which requires equity investments (except those accounted for under the equity method of accounting, investments that are consolidated or those that meet a practicability exception) to be measured at fair value with changes in fair value recognized in net income, simplifies the impairment assessment of equity investments without readily determinable values by requiring a qualitative assessment to identify impairment, eliminates the requirement to disclose the methods and significant assumptions used to estimate the fair value for financial instruments measured at amortized cost, requires the use of estimates and assumptions that affect the reported amountsexit price notion when measuring the fair value of financial instruments for disclosure purposes, requires separate presentation in other comprehensive income of the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the organization has elected to measure the liabilities in accordance with the fair value option, requires the separate presentation of financial assets and financial liabilities by measurement category and disclosureform of contingent assets and liabilities atfinancial asset on the date ofbalance sheet or the accompanying notes to the financial statements and clarifies that the reported amountsreporting organization should evaluate the need for a valuation allowance on a deferred tax asset related to available-for-sale securities in combination with the organization’s other deferred tax assets. This guidance is effective for interim and annual reporting periods beginning after December 15, 2017 with early adoption permitted for certain of revenuesthe amendments. The adoption of this guidance will result in a cumulative-effect adjustment of approximately $11.8 million relating to net unrealized gains in accumulated other comprehensive income for available-for-sale Equity Securities that will be measured at fair value with changes in fair value recognized in net income upon adoption of this guidance. The other aspects of this guidance impacting our Company relate to disclosures and expenseswill not impact our results of operations, financial condition or liquidity.

Leases

In February 2016, the FASB issued ASU 2016-02, “Leases (Topic 842)” which provides a new comprehensive model for lease accounting. The guidance will require a lessee to recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the underlying asset for the lease term. This guidance is effective for interim and annual reporting periods beginning after December 15, 2018, with early adoption permitted. Our Company’s future minimum lease payments, which represent minimum annual rental commitments and will be subject to this new guidance, totaled $91.2 million at December 31, 2017. The calculation of the lease liability and right-of-use asset requires further analysis of the underlying leases. Adoption of this guidance will impact our Company’s consolidated balance sheets but is not expected to have a material impact on our Company’s results of operations, financial condition and liquidity. Our Company is still evaluating the impact of adopting this standard on our consolidated financial statements.

Credit Losses

In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326) – Measurement of Credit Losses on Financial Instruments” which replaces the “incurred loss” impairment methodology with an approach based on “expected losses” to estimate credit losses on certain types of financial instruments and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The guidance requires financial assets measured at amortized cost to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost of the financial asset to present the net carrying value at the amount expected to be collected on the financial asset. Credit losses relating to available-for-sale debt securities will be recorded through an allowance for credit losses. The guidance also provides for a simplified accounting model for purchased financial assets with credit deterioration since their origination. This guidance is effective for interim and annual periods beginning after December 15, 2019. Early adoption is permitted for interim and


annual periods beginning after December 15, 2018. The application of this guidance is not expected to significantly impact our Company’s available-for-sale debt investment portfolio, but will impact our Company’s other financial assets, including our reinsurance recoverables and premium receivable. Upon adoption of this guidance, any impairment losses on our available-for-sale debt securities will be recorded as an allowance, subject to reversal, rather than as a reduction in amortized cost. Our Company is currently evaluating the impact of this guidance on our results of operations, financial condition and liquidity.

Cash Flows

In August 2016, the FASB issued ASU 2016-15, “Statement of Cash Flows (Topic 230) – Classification of Certain Cash Receipts and Cash Payments” which addresses diversity in practice in how eight specific cash receipts and cash payments should be presented and classified on the statement of cash flows. This guidance is effective for interim and annual periods beginning after December 15, 2017, with early adoptions permitted. The adoption of this guidance is not expected to impact our results of operations, financial condition or liquidity.

In November 2016, the FASB issued ASU 2016-18, “Statement of Cash Flows (Topic 230) – Restricted Cash” which addresses diversity in practice in the classification and presentation of changes in restricted cash on the statement of cash flows. This guidance will require a statement of cash flows to explain the change during the period in the total of cash, cash equivalents, restricted cash and restricted cash equivalents. Transfers between cash and cash equivalents and restricted cash and restricted cash equivalents will no longer be presented on the statement of cash flows. This guidance is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted. The guidance will be adopted on a retrospective basis. The adoption of this guidance is not expected to impact our results of operations, financial condition or liquidity.

Income Taxes

In October 2016, the FASB issued ASU 2016-16, “Income Taxes (Topic 740) – Intra-Entity Transfers of Assets Other than Inventory” that will require companies to account for the income tax effects of intercompany transfers of assets other than inventory when the transfer occurs. This guidance is effective for interim and annual periods beginning after December 15, 2017, with early adoption permitted as of the beginning of an annual period. The accounting estimatesadoption of this guidance is not expected to impact our results of operations, financial condition or liquidity.

Definition of a Business

In January 2017, the FASB issued ASU 2017-01, “Clarifying the Definition of a Business” with the objective of adding guidance to assist entities with evaluating whether transactions should be accounted for as acquisitions (or disposals) of assets or businesses. This guidance is effective for annual periods beginning after December 15, 2017, and interim periods within those fiscal years with early adoption permitted. This guidance will be applied prospectively to any transactions occurring within the period of adoption.

Goodwill Impairment

In January 2017, the FASB issued ASU 2017-04, “Simplifying the Test for Goodwill Impairment” that are viewed by managementeliminates the requirement to calculate the implied fair value of goodwill (i.e., Step 2 of the current goodwill impairment test) to measure a goodwill impairment charge. Instead, an impairment charge will be based on the excess of a reporting unit’s carrying amount over its fair value (i.e., measure the charge based on Step 1 of the current goodwill impairment test). This guidance is effective for annual and interim impairment tests performed in periods beginning after December 15, 2019, with early adoption permitted for annual and interim goodwill impairment testing dates after January 1, 2017. This guidance will be adopted on a prospective basis.

Callable Debt Securities

In March 2017, the FASB issued ASU 2017-08, “Premium Amortization on Purchased Callable Debt Securities” that shortens the amortization period for the premium on certain purchased callable debt securities to the earliest call date. This guidance is effective for annual periods beginning after December 15, 2018, and interim periods within those fiscal years with early adoption permitted. This guidance will be adopted using a modified retrospective transition approach. The adoption of this guidance is not expected to materially impact our results of operations, financial condition or liquidity.

Tax Reform Reclassification from Other Comprehensive Income

In February 2018, the FASB issued ASU 2018-02, “Reclassification of Certain Tax Effects form Accumulated Other Comprehensive Income” that will permit entities to reclassify tax effects stranded in accumulated other comprehensive income as critical are a result of tax reform to retained earnings. This guidance is effective for fiscal years beginning after December 15, 2018 and interim periods within


those fiscal years with early adoption in connection with reserves for lossesany period permitted. Our Company is currently evaluating the impact of this guidance on our results of operations, financial condition and loss adjustment expenses, reinsurance recoverables, written and unearned premiums, the recoverability of deferred tax assets, and impairment of invested assets.liquidity.

 

Note 2.Earnings Per Share

The following is a reconciliation of the basic and diluted EPS computations for the years ended December 31, 2014, 2013 and 2012:

 

   Year Ended December 31, 

In thousands, except share and per share amounts

  2014   2013   2012 

Net income

  $95,329    $63,466    $63,762  

Basic weighted average shares

   14,259,768     14,133,925     14,052,311  

Effect of common stock equivalents:

      

Assumed exercise of stock options and vesting of stock grants

   386,601     211,628     275,509  
  

 

 

   

 

 

   

 

 

 

Diluted weighted average shares

 14,646,369   14,345,553   14,327,820  

Net income per common share:

Basic

$6.69  $4.49  $4.54  
  

 

 

   

 

 

   

 

 

 

Diluted

$6.51  $4.42  $4.45  
  

 

 

   

 

 

   

 

 

 

NOTE 2.  SEGMENT INFORMATION

Note 3.Segment Information
We report our results of operations consistent with the manner in which our Chief Operating Decision Maker reviews the business to assess performance through our reporting segments: U.S. Insurance, International Insurance (“Int’l Insurance”), Global Reinsurance (“GlobalRe”) and Corporate. 

We classify our business into one corporate segmentthree underwriting segments: U.S. Insurance, Int’l Insurance and two underwritingGlobalRe.  Both the U.S. Insurance and Int’l Insurance reporting segments Insurance Companiesare each comprised of three operating segments: Marine, P&C and Lloyd’s Operations. Management takes into consideration a wide range of factors in planningProfessional Liability.

We evaluate the business strategy of the Company and evaluating the results of its operations. The performance of each of the underwriting segment issegments based on their underwriting and GAAP results.  Underwriting results are measured based on underwriting profitUnderwriting Profit or lossLoss and the related combined ratio,Combined Ratio, which are both non-GAAP measures of underwriting profitability.   Underwriting profit or lossProfit (Loss) is calculated from net earned premiums,Net Earned Premiums less the sum of net lossesNet Losses and LAE, commission expenses, other operating expensesCommission Expenses, Other Operating Expenses and other income or expense.Other Underwriting Income (Expense).  The combined ratioCombined Ratio is derived by dividing the sum of net lossesNet Losses and LAE, commission expenses, other operating expensesCommission Expenses, Other Operating Expenses and other underwriting (expense)Other Underwriting Income (Expense) by net earned premiums.Net Earned Premiums.  A combined ratioCombined Ratio of less than 100% indicates an underwriting profitUnderwriting Profit and greater than 100% indicates an underwriting loss. Each segment maintains its own investments on which it earns income and realizes capital gains or losses. Each segment’sUnderwriting Loss.  Our underwriting performance is evaluated separately from the rest of our operations.

The performance of itsour investment portfolio. Theportfolios, our liquidity and capital resource needs, our foreign currency exposure and our tax planning strategies are evaluated on a consolidated basis within our Corporate segment’ssegment. We do not allocate our assets by underwriting segment as we evaluate the underwriting results consist of these segments separately from the Parent Company’s investment income, interest expense and related income taxes.

Access to capital also has a significant impact on management’s outlook for the operations. The Insurance Companies’ operations and ability to grow their business and take advantageresults of market opportunities are constrained by regulatory capital requirements and rating agency assessments of capital adequacy. Similarly, the ability to grow the Lloyd’s Operations is subject to capital and operating requirements of the Lloyd’s and UK regulatory authorities.our investments portfolio.

The accounting policies used to preparefollowing tables set forth the segment reporting data for the Company’s segments are the same as those described in theSummary of Significant Accounting Policies in Footnote 1.

Financialfinancial data by segment for the years ended December 31, 2014, 2013,2017, 2016 and 2012 were as follows:2015:

 

   Year Ended December 31, 2014 

In thousands

  Insurance
Companies
  Lloyd’s
Operations
  Corporate(1)   Total 

Gross written premiums

  $1,045,454   $386,899   $—      $1,432,353  

Net written premiums

   752,773    247,365    —       1,000,138  

Net earned premiums

   704,574    231,321    —       935,895  

Net losses and loss adjustment expenses

   (434,396  (110,833  —       (545,229

Commission expenses

   (85,137  (42,558  2,167     (125,528

Other operating expenses

   (138,675  (58,150  —       (196,825

Other underwriting income (expense)

   2,727    35    (2,167   595  
  

 

 

  

 

 

  

 

 

   

 

 

 

Underwriting profit (loss)

$49,093  $19,815  $—    $68,908  

Net investment income

 56,714   7,378   76   64,168  

Net realized gains (losses)

 12,715   97   —     12,812  

Call premium on Senior Notes

 —     —     —     —    

Interest expense

 —     —     (15,413 (15,413

Other income (expense)

 (2,182 12,243   —     10,061  
  

 

 

  

 

 

  

 

 

   

 

 

 

Income (loss) before income taxes

$116,340  $39,533  $(15,337$140,536  

Income tax expense (benefit)

 36,609   13,885   (5,287 45,207  
  

 

 

  

 

 

  

 

 

   

 

 

 

Net income (loss)

$79,731  $25,648  $(10,050$95,329  
  

 

 

  

 

 

  

 

 

   

 

 

 

Identifiable assets

$3,344,084  $957,795  $162,297  $4,464,176  
  

 

 

  

 

 

  

 

 

   

 

 

 

Losses and loss adjustment expenses ratio

 61.7 47.9 58.3

Commission expense ratio

 12.1 18.4 13.4

Other operating expense ratio(2)

 19.2 25.1 20.9
  

 

 

  

 

 

  

 

 

   

 

 

 

Combined ratio

 93.0 91.4 92.6
  

 

 

  

 

 

  

 

 

   

 

 

 

 

 

Year Ended December 31, 2017

 

 

 

U.S.

 

 

Int'l

 

 

 

 

 

 

 

 

 

 

 

 

 

amounts in thousands

 

Insurance

 

 

Insurance

 

 

GlobalRe

 

 

Corporate (1)

 

 

Total

 

Net Earned Premiums

 

$

674,665

 

 

$

333,792

 

 

$

177,963

 

 

$

 

 

$

1,186,420

 

Net Losses and LAE

 

 

(443,353

)

 

 

(229,601

)

 

 

(133,311

)

 

 

 

 

 

(806,265

)

Commission Expenses

 

 

(77,729

)

 

 

(68,824

)

 

 

(39,136

)

 

 

958

 

 

 

(184,731

)

Other Operating Expenses

 

 

(128,905

)

 

 

(83,464

)

 

 

(20,861

)

 

 

 

 

 

(233,230

)

Other Underwriting Income (Expense)

 

 

461

 

 

 

 

 

 

565

 

 

 

(958

)

 

 

68

 

Underwriting Profit (Loss)

 

$

25,139

 

 

$

(48,097

)

 

$

(14,780

)

 

$

 

 

$

(37,738

)

Net Investment Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

89,293

 

 

 

89,293

 

Net Realized Gains

 

 

 

 

 

 

 

 

 

 

 

 

 

 

43,009

 

 

 

43,009

 

Interest Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(15,447

)

 

 

(15,447

)

Other Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(4,311

)

 

 

(4,311

)

Income (Loss) Before Income Taxes

 

$

25,139

 

 

$

(48,097

)

 

$

(14,780

)

 

$

112,544

 

 

$

74,806

 

Income Tax Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(34,312

)

 

 

(34,312

)

Net Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

40,494

 

Losses and LAE ratio

 

 

65.7

%

 

 

68.8

%

 

 

74.9

%

 

 

 

 

 

 

68.0

%

Commission Expense Ratio

 

 

11.5

%

 

 

20.6

%

 

 

22.0

%

 

 

 

 

 

 

15.6

%

Other Operating Expense Ratio (2)

 

 

19.1

%

 

 

25.0

%

 

 

11.4

%

 

 

 

 

 

 

19.6

%

Combined Ratio

 

 

96.3

%

 

 

114.4

%

 

 

108.3

%

 

 

 

 

 

 

103.2

%

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other Operating Expenses and Other Underwriting Income (Expense).


 

 

Year Ended December 31, 2016

 

 

 

U.S.

 

 

Int'l

 

 

 

 

 

 

 

 

 

 

 

 

 

amounts in thousands

 

Insurance

 

 

Insurance

 

 

GlobalRe

 

 

Corporate (1)

 

 

Total

 

Net Earned Premiums

 

$

629,308

 

 

$

307,416

 

 

$

163,621

 

 

$

 

 

$

1,100,345

 

Net Losses and LAE

 

 

(397,860

)

 

 

(178,284

)

 

 

(89,304

)

 

 

 

 

 

(665,448

)

Commission Expenses

 

 

(70,812

)

 

 

(61,703

)

 

 

(34,008

)

 

 

1,478

 

 

 

(165,045

)

Other Operating Expenses

 

 

(128,108

)

 

 

(86,395

)

 

 

(19,593

)

 

 

 

 

 

(234,096

)

Other Underwriting Income (Expense)

 

 

1,092

 

 

 

 

 

 

522

 

 

 

(1,478

)

 

 

136

 

Underwriting Profit (Loss)

 

$

33,620

 

 

$

(18,966

)

 

$

21,238

 

 

$

 

 

$

35,892

 

Net Investment Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

79,451

 

 

 

79,451

 

Net Realized Gains

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9,036

 

 

 

9,036

 

Interest Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(15,435

)

 

 

(15,435

)

Other Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8,565

 

 

 

8,565

 

Income (Loss) Before Income Taxes

 

$

33,620

 

 

$

(18,966

)

 

$

21,238

 

 

$

81,617

 

 

$

117,509

 

Income Tax Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(34,783

)

 

 

(34,783

)

Net Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

82,726

 

Losses and LAE ratio

 

 

63.2

%

 

 

58.0

%

 

 

54.6

%

 

 

 

 

 

 

60.5

%

Commission Expense Ratio

 

 

11.3

%

 

 

20.1

%

 

 

20.8

%

 

 

 

 

 

 

15.0

%

Other Operating Expense Ratio (2)

 

 

20.2

%

 

 

28.1

%

 

 

11.6

%

 

 

 

 

 

 

21.2

%

Combined Ratio

 

 

94.7

%

 

 

106.2

%

 

 

87.0

%

 

 

 

 

 

 

96.7

%

 

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other operating expensesOperating Expenses and Other underwriting income (expenses)Underwriting Income (Expense).

   Year Ended December 31, 2013 

In thousands

  Insurance
Companies
  Lloyd’s
Operations
  Corporate(1)   Total 

Gross written premiums

  $1,002,275   $368,242   $—      $1,370,517  

Net written premiums

   680,008    207,914    —       887,922  

Net earned premiums

   639,338    202,601    —       841,939  

Net losses and loss adjustment expenses

   (415,413  (103,548  —       (518,961

Commission expenses

   (81,132  (34,710  2,348     (113,494

Other operating expenses

   (119,920  (44,514  —       (164,434

Other income (expense)

   2,764    (1,588  (2,348   (1,172
  

 

 

  

 

 

  

 

 

   

 

 

 

Underwriting profit (loss)

$25,637  $18,241  $—    $43,878  

Net investment income

 49,083   7,160   8   56,251  

Net realized gains (losses)

 20,600   (58 4   20,546  

Call premium on Senior Notes

 —     —     (17,895 (17,895

Interest expense

 —     —     (10,507 (10,507
  

 

 

  

 

 

  

 

 

   

 

 

 

Income (loss) before income taxes

$95,320  $25,343  $(28,390$92,273  

Income tax expense (benefit)

 29,965   8,728   (9,886 28,807  
  

 

 

  

 

 

  

 

 

   

 

 

 

Net income (loss)

$65,355  $16,615  $(18,504$63,466  
  

 

 

  

 

 

  

 

 

   

 

 

 

Identifiable assets

$3,077,437  $930,567  $161,448  $4,169,452  
  

 

 

  

 

 

  

 

 

   

 

 

 

Losses and loss adjustment expenses ratio

 65.0 51.1 61.6

Commission expense ratio

 12.7 17.1 13.5

Other operating expense ratio(2)

 18.3 22.8 19.7
  

 

 

  

 

 

    

 

 

 

Combined ratio

 96.0 91.0 94.8
  

 

 

  

 

 

    

 

 

 

 

 

Year Ended December 31, 2015

 

 

 

U.S.

 

 

Int'l

 

 

 

 

 

 

 

 

 

 

 

 

 

amounts in thousands

 

Insurance

 

 

Insurance

 

 

GlobalRe

 

 

Corporate (1)

 

 

Total

 

Net Earned Premiums

 

$

555,836

 

 

$

259,960

 

 

$

168,291

 

 

$

 

 

$

984,087

 

Net Losses and LAE

 

 

(343,497

)

 

 

(134,702

)

 

 

(94,399

)

 

 

 

 

 

(572,598

)

Commission Expenses

 

 

(56,319

)

 

 

(43,676

)

 

 

(32,240

)

 

 

2,258

 

 

 

(129,977

)

Other Operating Expenses

 

 

(131,407

)

 

 

(75,867

)

 

 

(16,242

)

 

 

 

 

 

(223,516

)

Other Underwriting Income (Expense)

 

 

1,690

 

 

 

 

 

 

690

 

 

 

(2,258

)

 

 

122

 

Underwriting Profit

 

$

26,303

 

 

$

5,715

 

 

$

26,100

 

 

$

 

 

$

58,118

 

Net Investment Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

68,718

 

 

 

68,718

 

Net Realized Gains

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6,675

 

 

 

6,675

 

Interest Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(15,424

)

 

 

(15,424

)

Other Loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(613

)

 

 

(613

)

Income Before Income Taxes

 

$

26,303

 

 

$

5,715

 

 

$

26,100

 

 

$

59,356

 

 

$

117,474

 

Income Tax Expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(36,417

)

 

 

(36,417

)

Net Income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

$

81,057

 

Losses and LAE ratio

 

 

61.8

%

 

 

51.8

%

 

 

56.1

%

 

 

 

 

 

 

58.2

%

Commission Expense Ratio

 

 

10.1

%

 

 

16.8

%

 

 

19.2

%

 

 

 

 

 

 

13.2

%

Other Operating Expense Ratio (2)

 

 

23.4

%

 

 

29.2

%

 

 

9.2

%

 

 

 

 

 

 

22.7

%

Combined Ratio

 

 

95.3

%

 

 

97.8

%

 

 

84.5

%

 

 

 

 

 

 

94.1

%

 

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other operating expensesOperating Expenses and Other income.Underwriting Income (Expense).

   Year Ended December 31, 2012 

In thousands

  Insurance
Companies
  Lloyd’s
Operations
  Corporate(1)   Total 

Gross written premiums

  $921,325   $365,140   $—      $1,286,465  

Net written premiums

   622,956    210,699    —       833,655  

Net earned premiums

   571,439    210,525    —       781,964  

Net losses and loss adjustment expenses

   (417,082  (80,351  —       (497,433

Commission expenses

   (81,370  (42,449  2,349     (121,470

Other operating expenses

   (113,625  (45,454  —       (159,079

Other income (expense)

   3,790    47    (2,349   1,488  
  

 

 

  

 

 

  

 

 

   

 

 

 

Underwriting profit (loss)

$(36,848$42,318  $—    $5,470  

Net investment income

 46,549   7,551   148   54,248  

Net realized gains (losses)

 36,468   3,555   193   40,216  

Interest expense

 —     —     (8,198 (8,198
  

 

 

  

 

 

  

 

 

   

 

 

 

Income (loss) before income taxes

$46,169  $53,424  $(7,857$91,736  

Income tax expense (benefit)

 12,686   18,620   (3,332 27,974  
  

 

 

  

 

 

  

 

 

   

 

 

 

Net income (loss)

$33,483  $34,804  $(4,525$63,762  
  

 

 

  

 

 

  

 

 

   

 

 

 

Identifiable assets

$3,036,489  $928,448  $42,733  $4,007,670  
  

 

 

  

 

 

  

 

 

   

 

 

 

Losses and loss adjustment expenses ratio

 73.0 38.2 63.6

Commission expense ratio

 14.2 20.2 15.5

Other operating expense ratio(2)

 19.2 21.5 20.2
  

 

 

  

 

 

    

 

 

 

Combined ratio

 106.4 79.9 99.3
  

 

 

  

 

 

    

 

 

 

 


(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other operating expenses and Other income.

The following tables provide additional financial data by operating segment for the years ended December 31, 2014, 20132017, 2016 and 2012:2015:

 

   Year Ended December 31, 2014 

In thousands

  Insurance
Companies
   Lloyd’s
Operations
   Total 

Gross written premiums:

      

Marine

  $177,363    $188,107    $365,470  

Property casualty

   755,059     126,016     881,075  

Professional liability

   113,032     72,776     185,808  
  

 

 

   

 

 

   

 

 

 

Total

  $1,045,454    $386,899    $1,432,353  
  

 

 

   

 

 

   

 

 

 

Net written premiums:

      

Marine

  $123,617    $144,327    $267,944  

Property casualty

   554,844     55,917     610,761  

Professional liability

   74,312     47,121     121,433  
  

 

 

   

 

 

   

 

 

 

Total

  $752,773    $247,365    $1,000,138  
  

 

 

   

 

 

   

 

 

 

Net earned premiums:

      

Marine

  $123,203    $141,471    $264,674  

Property casualty

   496,209     51,338     547,547  

Professional liability

   85,162     38,512     123,674  
  

 

 

   

 

 

   

 

 

 

Total

  $704,574    $231,321    $935,895  
  

 

 

   

 

 

   

 

 

 

 

 

Year Ended December 31, 2017

 

amounts  in  thousands

 

Gross written

premiums

 

 

Ceded written

premiums

 

 

Net written

premiums

 

 

Net earned

premiums

 

U.S. Insurance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

$

156,171

 

 

$

(72,431

)

 

$

83,740

 

 

$

86,605

 

P&C

 

 

713,539

 

 

 

(173,501

)

 

 

540,038

 

 

 

495,260

 

Professional Liability

 

 

118,583

 

 

 

(21,061

)

 

 

97,522

 

 

 

92,800

 

Total

 

$

988,293

 

 

$

(266,993

)

 

$

721,300

 

 

$

674,665

 

Int'l Insurance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

$

198,241

 

 

$

(42,018

)

 

$

156,223

 

 

$

152,396

 

P&C

 

 

159,123

 

 

 

(85,298

)

 

 

73,825

 

 

 

88,517

 

Professional Liability

 

 

143,766

 

 

 

(37,962

)

 

 

105,804

 

 

 

92,879

 

Total

 

$

501,130

 

 

$

(165,278

)

 

$

335,852

 

 

$

333,792

 

GlobalRe

$

223,842

 

 

$

(9,664

)

 

$

214,178

 

 

$

177,963

 

Total

 

$

1,713,265

 

 

$

(441,935

)

 

$

1,271,330

 

 

$

1,186,420

 

 

   Year Ended December 31, 2013 

In thousands

  Insurance
Companies
   Lloyd’s
Operations
   Total 

Gross written premiums:

      

Marine

  $171,822    $181,046    $352,868  

Property casualty

   700,087     129,522     829,609  

Professional liability

   130,366     57,674     188,040  
  

 

 

   

 

 

   

 

 

 

Total

  $1,002,275    $368,242    $1,370,517  
  

 

 

   

 

 

   

 

 

 

Net written premiums:

      

Marine

  $119,837    $134,627    $254,464  

Property casualty

   462,942     42,334     505,276  

Professional liability

   97,229     30,953     128,182  
  

 

 

   

 

 

   

 

 

 

Total

  $680,008    $207,914    $887,922  
  

 

 

   

 

 

   

 

 

 

Net earned premiums:

      

Marine

  $129,276    $138,690    $267,966  

Property casualty

   409,480     37,722     447,202  

Professional liability

   100,582     26,189     126,771  
  

 

 

   

 

 

   

 

 

 

Total

  $639,338    $202,601    $841,939  
  

 

 

   

 

 

   

 

 

 

 

 

Year Ended December 31, 2016

 

amounts  in  thousands

 

Gross written

premiums

 

 

Ceded written

premiums

 

 

Net written

premiums

 

 

Net earned

premiums

 

U.S. Insurance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

$

169,405

 

 

$

(70,858

)

 

$

98,547

 

 

$

100,132

 

P&C

 

 

631,562

 

 

 

(135,888

)

 

 

495,674

 

 

 

453,673

 

Professional Liability

 

 

118,428

 

 

 

(29,081

)

 

 

89,347

 

 

 

75,503

 

Total

 

$

919,395

 

 

$

(235,827

)

 

$

683,568

 

 

$

629,308

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Int'l Insurance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

$

183,228

 

 

$

(40,092

)

 

$

143,136

 

 

$

141,593

 

P&C

 

 

181,094

 

 

 

(69,606

)

 

 

111,488

 

 

 

89,455

 

Professional Liability

 

 

120,149

 

 

 

(28,806

)

 

 

91,343

 

 

 

76,368

 

Total

 

$

484,471

 

 

$

(138,504

)

 

$

345,967

 

 

$

307,416

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GlobalRe

$

165,045

 

 

$

(8,356

)

 

$

156,689

 

 

$

163,621

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

1,568,911

 

 

$

(382,687

)

 

$

1,186,224

 

 

$

1,100,345

 

 

 

Year Ended December 31, 2015

 

amounts  in  thousands

 

Gross written

premiums

 

 

Ceded written

premiums

 

 

Net written

premiums

 

 

Net earned

premiums

 

U.S. Insurance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

$

158,124

 

 

$

(61,916

)

 

$

96,208

 

 

$

96,082

 

P&C

 

 

596,673

 

 

 

(152,168

)

 

 

444,505

 

 

 

401,408

 

Professional Liability

 

 

110,984

 

 

 

(54,691

)

 

 

56,293

 

 

 

58,346

 

Total

 

$

865,781

 

 

$

(268,775

)

 

$

597,006

 

 

$

555,836

 

Int'l Insurance

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

$

183,707

 

 

$

(36,515

)

 

$

147,192

 

 

$

149,256

 

P&C

 

 

130,729

 

 

 

(67,722

)

 

 

63,007

 

 

 

55,320

 

Professional Liability

 

 

97,511

 

 

 

(29,768

)

 

 

67,743

 

 

 

55,384

 

Total

 

$

411,947

 

 

$

(134,005

)

 

$

277,942

 

 

$

259,960

 

GlobalRe

$

175,774

 

 

$

(6,862

)

 

$

168,912

 

 

$

168,291

 

Total

 

$

1,453,502

 

 

$

(409,642

)

 

$

1,043,860

 

 

$

984,087

 

   Year Ended December 31, 2012 

In thousands

  Insurance
Companies
   Lloyd’s
Operations
   Total 

Gross written premiums:

      

Marine

  $200,095    $194,423    $394,518  

Property casualty

   590,741     127,028     717,769  

Professional liability

   130,489     43,689     174,178  
  

 

 

   

 

 

   

 

 

 

Total

  $921,325    $365,140    $1,286,465  
  

 

 

   

 

 

   

 

 

 

Net written premiums:

      

Marine

  $133,210    $143,600    $276,810  

Property casualty

   390,168     43,824     433,992  

Professional liability

   99,578     23,275     122,853  
  

 

 

   

 

 

   

 

 

 

Total

  $622,956    $210,699    $833,655  
  

 

 

   

 

 

   

 

 

 

Net earned premiums:

      

Marine

  $142,181    $136,898    $279,079  

Property casualty

   332,782     52,951     385,733  

Professional liability

   96,476     20,676     117,152  
  

 

 

   

 

 

   

 

 

 

Total

  $571,439    $210,525    $781,964  
  

 

 

   

 

 

   

 

 

 

The Insurance Companies net earned premiums include $37.7 million, $44.6 million and $63.9 millionfollowing is a summary of net earned premiums fromour Company's Gross Written Premiums allocated based on the U.K. Branchlocation of the insured's head office:


 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

United States

 

$

1,203,695

 

 

$

1,101,337

 

 

$

1,057,895

 

Worldwide (Excluding the United States)

 

 

509,570

 

 

 

467,574

 

 

 

395,607

 

Total

 

$

1,713,265

 

 

$

1,568,911

 

 

$

1,453,502

 

The assets of our Company are reviewed in total by management for 2014, 2013 and 2012, respectively.

purposes of decision making.

Note 4.Investments

NOTE 3.  INVESTMENTS

The following tables set forth our Company’s cash andavailable-for-sale investments as of December 31, 20142017 and 2013. The tables below2016 and include OTTI securities recognized within AOCI.AOCI:

 

   December 31, 2014 

In thousands

  Fair Value   Gross
Unrealized
Gains
   Gross
Unrealized
Losses
  Amortized
Cost
 

Fixed maturities:

       

U.S. Treasury bonds, agency bonds and foreign government bonds

  $397,923    $3,431    $(5,965 $400,457  

States, municipalities and political subdivisions

   541,007     19,204     (558  522,361  

Mortgage-backed and asset-backed securities:

       

Agency mortgage-backed securities

   364,622     8,476     (998  357,144  

Residential mortgage obligations

   34,087     1,153     (138  33,072  

Asset-backed securities

   206,413     380     (964  206,997  

Commercial mortgage-backed securities

   206,318     6,630     (98  199,786  
  

 

 

   

 

 

   

 

 

  

 

 

 

Subtotal

  $811,440    $16,639    $(2,198 $796,999  

Corporate bonds

   615,564     13,048     (1,626  604,142  
  

 

 

   

 

 

   

 

 

  

 

 

 

Total fixed maturities

  $2,365,934    $52,322    $(10,347 $2,323,959  

Equity securities - common stocks

   127,183     28,520     (1,254  99,917  

Equity securities - preferred stocks

   57,112     2,236     (50  54,926  

Short-term investments

   179,506     —       (21  179,527  

Cash

   90,751     —       —      90,751  
  

 

 

   

 

 

   

 

 

  

 

 

 

Total

  $2,820,486    $83,078    $(11,672 $2,749,080  
  

 

 

   

 

 

   

 

 

  

 

 

 

 

 

December 31, 2017

 

 

 

 

 

 

 

Gross

 

 

Gross

 

 

 

 

 

 

 

 

 

 

 

Unrealized

 

 

Unrealized

 

 

Amortized

 

amounts in thousands

 

Fair Value

 

 

Gains

 

 

Losses

 

 

Cost

 

Fixed Maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury Bonds, Agency Bonds and Foreign

   Government Bonds

 

$

393,563

 

 

$

2,081

 

 

$

(2,014

)

 

$

393,496

 

States, Municipalities and Political Subdivisions

 

 

814,632

 

 

 

20,136

 

 

 

(1,423

)

 

 

795,919

 

Mortgage-Backed and Asset-Backed Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agency Mortgage-Backed Securities

 

 

407,619

 

 

 

2,352

 

 

 

(5,414

)

 

 

410,681

 

Residential Mortgage Obligations

 

 

54,104

 

 

 

606

 

 

 

(79

)

 

 

53,577

 

Asset-Backed Securities

 

 

328,753

 

 

 

2,138

 

 

 

(663

)

 

 

327,278

 

Commercial Mortgage-Backed Securities

 

 

160,904

 

 

 

2,354

 

 

 

(1,182

)

 

 

159,732

 

Subtotal

 

$

951,380

 

 

$

7,450

 

 

$

(7,338

)

 

$

951,268

 

Corporate Exposures (1)

 

 

897,479

 

 

 

14,491

 

 

 

(3,737

)

 

 

886,725

 

Total Fixed Maturities

 

$

3,057,054

 

 

$

44,158

 

 

$

(14,512

)

 

$

3,027,408

 

Equity Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Stocks

 

$

52,439

 

 

$

7,423

 

 

$

(112

)

 

$

45,128

 

Preferred Stocks

 

 

183,542

 

 

 

6,071

 

 

 

(1,560

)

 

 

179,031

 

Total Equity Securities

 

$

235,981

 

 

$

13,494

 

 

$

(1,672

)

 

$

224,159

 

Short-Term Investments

 

 

127,128

 

 

 

3

 

 

 

 

 

 

127,125

 

Total Investments

 

$

3,420,163

 

 

$

57,655

 

 

$

(16,184

)

 

$

3,378,692

 

 

   December 31, 2013 

In thousands

  Fair Value   Gross
Unrealized
Gains
   Gross
Unrealized
Losses
  Amortized
Cost
 

Fixed maturities:

       

U.S. Treasury bonds, agency bonds and foreign government bonds

  $441,685    $2,854    $(8,855 $447,686  

States, municipalities and political subdivisions

   460,422     9,298     (13,651  464,775  

Mortgage-backed and asset-backed securities:

       

Agency mortgage-backed securities

   301,274     6,779     (6,016  300,511  

Residential mortgage obligations

   41,755     1,212     (161  40,704  

Asset-backed securities

   125,133     653     (480  124,960  

Commercial mortgage-backed securities

   172,750     7,656     (374  165,468  
  

 

 

   

 

 

   

 

 

  

 

 

 

Subtotal

  $640,912    $16,300    $(7,031 $631,643  

Corporate bonds

   504,854     15,402     (3,443  492,895  
  

 

 

   

 

 

   

 

 

  

 

 

 

Total fixed maturities

  $2,047,873    $43,854    $(32,980 $2,036,999  

Equity securities - common stocks

   143,954     25,700     (550  118,804  

Short-term investments

   296,250     —       —      296,250  

Cash

   86,509     —       —      86,509  
  

 

 

   

 

 

   

 

 

  

 

 

 

Total

  $2,574,586    $69,554    $(33,530 $2,538,562  
  

 

 

   

 

 

   

 

 

  

 

 

 

(1) - Corporate Exposures consist of investments in corporate bonds, hybrid bonds and redeemable preferred stocks.


 

 

December 31, 2016

 

 

 

 

 

 

 

Gross

 

 

Gross

 

 

 

 

 

 

 

 

 

 

 

Unrealized

 

 

Unrealized

 

 

Amortized

 

amounts in thousands

 

Fair Value

 

 

Gains

 

 

Losses

 

 

Cost

 

Fixed Maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury Bonds, Agency Bonds and Foreign

   Government Bonds

 

$

273,776

 

 

$

2,192

 

 

$

(5,128

)

 

$

276,712

 

States, Municipalities and Political Subdivisions

 

 

547,415

 

 

 

11,542

 

 

 

(4,036

)

 

 

539,909

 

Mortgage-Backed and Asset-Backed Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agency Mortgage-Backed Securities

 

 

487,364

 

 

 

4,016

 

 

 

(6,585

)

 

 

489,933

 

Residential Mortgage Obligations

 

 

20,530

 

 

 

453

 

 

 

(55

)

 

 

20,132

 

Asset-Backed Securities

 

 

314,601

 

 

 

824

 

 

 

(1,178

)

 

 

314,955

 

Commercial Mortgage-Backed Securities

 

 

154,139

 

 

 

2,859

 

 

 

(1,904

)

 

 

153,184

 

Subtotal

 

$

976,634

 

 

$

8,152

 

 

$

(9,722

)

 

$

978,204

 

Corporate Exposures (1)

 

 

838,057

 

 

 

10,185

 

 

 

(5,528

)

 

 

833,400

 

Total Fixed Maturities

 

$

2,635,882

 

 

$

32,071

 

 

$

(24,414

)

 

$

2,628,225

 

Equity Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Stocks

 

$

164,087

 

 

$

24,677

 

 

$

(964

)

 

$

140,374

 

Preferred Stocks

 

 

185,055

 

 

 

2,339

 

 

 

(4,821

)

 

 

187,537

 

Total Equity Securities

 

$

349,142

 

 

$

27,016

 

 

$

(5,785

)

 

$

327,911

 

Short-Term Investments

 

 

143,539

 

 

 

88

 

 

 

 

 

 

143,451

 

Total Investments

 

$

3,128,563

 

 

$

59,175

 

 

$

(30,199

)

 

$

3,099,587

 

(1) - Corporate Exposures consist of investments in corporate bonds, hybrid bonds and redeemable preferred stocks.

During 2016 our Company made strategic investments in certain companies which are reported as Other invested assets on the Consolidated Balance Sheet and accounted for using the equity method.  In applying the equity method, these investments are initially recorded at cost and are subsequently adjusted based on our Company’s proportionate share of the net income or loss of the companies. Our initial purchase price of $2.0 million has a current carrying value of $1.7 million and $2.0 million at December 31, 2017 and 2016, respectively.

As of December 31, 20142017 and 2013, fixed maturities2016, our Company did not have a concentration of greater than 5% of invested assets in a single non-U.S. government-backed issuer.

As of December 31, 2017 and 2016, Fixed Maturities for which non-credit OTTI was previously recognized and included in accumulated other comprehensive incomeAOCI are now in ana net unrealized net gains position of $0.7$0.5 million and $0.5$0.4 million, respectively.

The fair value of our Company’s investment portfolio may fluctuate significantly in response to various factors such as changes in interest rates, investment quality ratings, equity prices, foreign exchange rates and credit spreads.  Our Company does not have the intent to sell, nor is it more likely than not that it will have to sell, fixed maturitiesFixed Maturities in unrealized loss positions that are not other-than-temporarily impaired before recovery. For structured securities, default probability and severity assumptions differ based on property type, vintage and the stress of the collateral. Our Company does not intend to sell, any of these securities and it is more likely than not that our Company will not be required to sell, these securities before the recovery of the amortized cost basis. For equity securities,Equity Securities, our Company also considers itsour intent to hold securities as part of the process of evaluating whether a decline in fair value represents an other-than-temporary decline in value. Our Company may realize investment losses to the extent itsour liquidity needs require the disposition of fixed maturity securitiesFixed Maturity Securities in unfavorable interest rate, liquidity or credit spread environments. Significant changes in the factors our Company considers when evaluating investments for impairment losses could result in a significant change in impairment losses reported in the consolidated financial statements.Consolidated Financial Statements.


The contractual maturity dates for fixed maturitiesFixed Maturities categorized by the number of years until maturity as of December 31, 20142017 are shown in the following table:

 

   December 31, 2014 

In thousands

  Fair Value   Amortized
Cost
 

Due in one year or less

  $63,670    $65,643  

Due after one year through five years

   765,084     758,064  

Due after five years through ten years

   356,929     348,195  

Due after ten years

   368,811     355,058  

Mortgage- and asset-backed securities

   811,440     796,999  
  

 

 

   

 

 

 

Total

  $2,365,934    $2,323,959  
  

 

 

   

 

 

 

 

 

December 31, 2017

 

 

 

 

 

 

 

Amortized

 

amounts in thousands

 

Fair Value

 

 

Cost

 

Due in One Year or Less

 

$

228,479

 

 

$

228,255

 

Due after One Year Through Five Years

 

 

809,718

 

 

 

809,195

 

Due After Five Years Through Ten Years

 

 

359,745

 

 

 

352,524

 

Due After Ten Years

 

 

707,732

 

 

 

686,166

 

Mortgage-Backed and Asset-Backed Securities

 

 

951,380

 

 

 

951,268

 

Total

 

$

3,057,054

 

 

$

3,027,408

 

Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. Prepayment assumptions associated with the Mortgage-Backed and Asset-Backed Securities are reviewed on a periodic basis. When changes in prepayment assumptions are deemed necessary as the result of actual prepayments differing from anticipated prepayments, securities are revalued based upon the new prepayment assumptions utilizing the retrospective accounting method. Due to the periodic repayment of principal, the mortgage-backedMortgage-Backed and asset-backed securitiesAsset-Backed Securities are estimated to have an effective maturity of approximately 4.45.0 years.

The following table shows the amount and percentage of our Company’s fixed maturities as of December 31, 2014 by Standard & Poor’s (“S&P”) credit rating or, if an S&P rating is not available, the equivalent Moody’s Investor Services (“Moody’s”) rating. The table includes fixed maturities at fair value, and the total rating is the weighted average quality rating.

   December 31, 2014 

In thousands

  Rating  Fair Value   Percent
of Total
 

Rating description:

      

Extremely strong

  AAA  $462,603     20

Very strong

  AA   1,090,505     45

Strong

  A   612,131     26

Adequate

  BBB   185,372     8

Speculative

  BB & Below   14,852     1

Not rated

  NR   471     0
    

 

 

   

 

 

 

Total

  AA  $2,365,934     100
    

 

 

   

 

 

 

The following table summarizestables summarize all securities in a gross unrealized loss position as of December 31, 20142017 and 2013,2016, showing the aggregate fair value and gross unrealized loss by the length of time those securities hadhave continuously been in a gross unrealized loss position as well as the relevant number of securities.position:

 

   December 31, 2014   December 31, 2013 

In thousands, except # of securities

  Number of
Securities
   Fair Value   Gross
Unrealized
Loss
   Number of
Securities
   Fair Value   Gross
Unrealized
Loss
 

Fixed maturities:

            

U.S. Treasury bonds, agency bonds, and foreign government bonds

            

0-6 months

   19    $87,915    $1,061     27    $136,360    $1,096  

7-12 months

   —       —       —       26     149,370     7,759  

> 12 months

   31     117,683     4,904     —       —       —    
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

   50    $205,598    $5,965     53    $285,730    $8,855  

States, municipalities and political subdivisions

            

0-6 months

   13    $14,242    $41     28    $40,132    $297  

7-12 months

   2     2,107     19     104     205,152     12,100  

> 12 months

   17     37,340     498     6     12,357     1,254  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

   32    $53,689    $558     138    $257,641    $13,651  

Agency mortgage-backed securities

            

0-6 months

   4    $14,743    $52     39    $39,458    $434  

7-12 months

   2     4,138     28     64     77,860     3,768  

> 12 months

   46     58,301     918     9     22,784     1,814  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

   52    $77,182    $998     112    $140,102    $6,016  

Residential mortgage obligations

            

0-6 months

   6    $4,966    $43     3    $431    $2  

7-12 months

   2     659     7     7     950     29  

> 12 months

   14     1,728     88     15     2,467     130  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

   22    $7,353    $138     25    $3,848    $161  

Asset-backed securities

            

0-6 months

   19    $96,123    $354     14    $75,887    $479  

7-12 months

   3     14,152     185     1     203     1  

> 12 months

   3     34,530     425     —       —       —    
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

   25    $144,805    $964     15    $76,090    $480  

Commercial mortgage-backed securities

            

0-6 months

   4    $18,665    $65     4    $6,712    $31  

7-12 months

   1     1,076     6     2     15,098     322  

> 12 months

   3     1,391     27     4     774     21  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

   8    $21,132    $98     10    $22,584    $374  

Corporate bonds

            

0-6 months

   52    $179,390    $797     34    $93,591    $717  

7-12 months

   4     11,071     74     18     55,021     2,726  

> 12 months

   14     31,126     755     —       —       —    
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

   70    $221,587    $1,626     52    $148,612    $3,443  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total fixed maturities

   259    $731,346    $10,347     405    $934,607    $32,980  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Equity securities - common stocks

            

0-6 months

   6    $9,152    $761     5    $7,387    $422  

7-12 months

   1     3,887     486     2     3,538     128  

> 12 months

   1     238     7     —       —       —    
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
   8    $13,277    $1,254     7    $10,925    $550  

Equity securities - preferred stocks

            

0-6 months

   7    $6,651    $50     —      $—      $—    

7-12 months

   —       —       —       —       —       —    

> 12 months

   —       —       —       —       —       —    
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
   7    $6,651    $50     —      $—      $—    
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Total equity securities

   15    $19,928    $1,304     7    $10,925    $550  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

December 31, 2017

 

 

 

Less than 12 months

 

 

Greater than 12 months

 

 

 

 

Total

 

 

 

 

 

 

 

Gross

 

 

 

 

 

 

Gross

 

 

 

 

 

 

 

 

Gross

 

 

 

Fair

 

 

Unrealized

 

 

Fair

 

 

Unrealized

 

 

 

 

Fair

 

 

Unrealized

 

amounts in thousands

 

Value

 

 

(Losses)

 

 

Value

 

 

(Losses)

 

 

 

 

Value

 

 

(Losses)

 

Fixed Maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury Bonds, Agency Bonds and Foreign

   Government Bonds

 

$

273,672

 

 

$

(1,502

)

 

$

54,484

 

 

$

(512

)

 

 

 

$

328,156

 

 

$

(2,014

)

States, Municipalities and Political Subdivisions

 

 

74,097

 

 

 

(503

)

 

 

45,085

 

 

 

(920

)

 

 

 

 

119,182

 

 

 

(1,423

)

Mortgage-Backed and Asset-Backed Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agency Residential Mortgage-Backed Securities

 

 

87,496

 

 

 

(346

)

 

 

236,745

 

 

 

(5,068

)

 

 

 

 

324,241

 

 

 

(5,414

)

Residential Mortgage Obligations

 

 

12,418

 

 

 

(62

)

 

 

546

 

 

 

(17

)

 

 

 

 

12,964

 

 

 

(79

)

Asset-Backed Securities

 

 

85,877

 

 

 

(468

)

 

 

24,733

 

 

 

(195

)

 

 

 

 

110,610

 

 

 

(663

)

Commercial Mortgage-Backed Securities

 

 

20,482

 

 

 

(95

)

 

 

22,903

 

 

 

(1,087

)

 

 

 

 

43,385

 

 

 

(1,182

)

Subtotal

 

$

206,273

 

 

$

(971

)

 

$

284,927

 

 

$

(6,367

)

 

 

 

$

491,200

 

 

$

(7,338

)

Corporate Exposures (1)

 

 

295,433

 

 

 

(1,690

)

 

 

121,410

 

 

 

(2,047

)

 

 

 

 

416,843

 

 

 

(3,737

)

Total Fixed Maturities

 

$

849,475

 

 

$

(4,666

)

 

$

505,906

 

 

$

(9,846

)

 

 

 

$

1,355,381

 

 

$

(14,512

)

Equity Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Stocks

 

$

11,245

 

 

$

(81

)

 

$

1,770

 

 

$

(31

)

 

 

 

$

13,015

 

 

$

(112

)

Preferred Stocks

 

 

50,861

 

 

 

(1,524

)

 

 

662

 

 

 

(36

)

 

 

 

 

51,523

 

 

 

(1,560

)

Total Equity Securities

 

$

62,106

 

 

$

(1,605

)

 

$

2,432

 

 

$

(67

)

 

 

 

$

64,538

 

 

$

(1,672

)

Total Fixed Maturities and Equity Securities

 

$

911,581

 

 

$

(6,271

)

 

$

508,338

 

 

$

(9,913

)

 

 

 

$

1,419,919

 

 

$

(16,184

)

As

(1) - Corporate Exposures consist of December 31, 2014investments in corporate bonds, hybrid bonds and 2013, the largest unrealized loss by a non-government backed issuerredeemable preferred stocks.


 

 

December 31, 2016

 

 

 

Less than 12 months

 

 

Greater than 12 months

 

 

 

 

Total

 

 

 

 

 

 

 

Gross

 

 

 

 

 

 

Gross

 

 

 

 

 

 

 

 

Gross

 

 

 

Fair

 

 

Unrealized

 

 

Fair

 

 

Unrealized

 

 

 

 

Fair

 

 

Unrealized

 

amounts in thousands

 

Value

 

 

(Losses)

 

 

Value

 

 

(Losses)

 

 

 

 

Value

 

 

(Losses)

 

Fixed Maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury Bonds, Agency Bonds and Foreign

   Government Bonds

 

$

150,891

 

 

$

(2,570

)

 

$

16,819

 

 

$

(2,558

)

 

 

 

$

167,710

 

 

$

(5,128

)

States, Municipalities and Political Subdivisions

 

 

137,731

 

 

 

(3,111

)

 

 

13,255

 

 

 

(925

)

 

 

 

 

150,986

 

 

 

(4,036

)

Mortgage-Backed and Asset-Backed Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agency Residential Mortgage-Backed Securities

 

 

349,119

 

 

 

(6,155

)

 

 

12,401

 

 

 

(430

)

 

 

 

 

361,520

 

 

 

(6,585

)

Residential Mortgage Obligations

 

 

953

 

 

 

(18

)

 

 

926

 

 

 

(37

)

 

 

 

 

1,879

 

 

 

(55

)

Asset-Backed Securities

 

 

95,514

 

 

 

(970

)

 

 

48,093

 

 

 

(208

)

 

 

 

 

143,607

 

 

 

(1,178

)

Commercial Mortgage-Backed Securities

 

 

51,932

 

 

 

(1,164

)

 

 

7,910

 

 

 

(740

)

 

 

 

 

59,842

 

 

 

(1,904

)

Subtotal

 

$

497,518

 

 

$

(8,307

)

 

$

69,330

 

 

$

(1,415

)

 

 

 

$

566,848

 

 

$

(9,722

)

Corporate Exposures (1)

 

 

325,733

 

 

 

(5,086

)

 

 

26,005

 

 

 

(442

)

 

 

 

 

351,738

 

 

 

(5,528

)

Total Fixed Maturities

 

$

1,111,873

 

 

$

(19,074

)

 

$

125,409

 

 

$

(5,340

)

 

 

 

$

1,237,282

 

 

$

(24,414

)

Equity Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Stocks

 

$

31,272

 

 

$

(634

)

 

$

1,471

 

 

$

(330

)

 

 

 

$

32,743

 

 

$

(964

)

Preferred Stocks

 

 

113,742

 

 

 

(4,785

)

 

 

523

 

 

 

(36

)

 

 

 

 

114,265

 

 

 

(4,821

)

Total Equity Securities

 

$

145,014

 

 

$

(5,419

)

 

$

1,994

 

 

$

(366

)

 

 

 

$

147,008

 

 

$

(5,785

)

Total Fixed Maturities and Equity Securities

 

$

1,256,887

 

 

$

(24,493

)

 

$

127,403

 

 

$

(5,706

)

 

 

 

$

1,384,290

 

 

$

(30,199

)

(1) - Corporate Exposures consist of investments in the investment portfolio was $0.5 millioncorporate bonds, hybrid bonds and $1.1 million, respectively.

redeemable preferred stocks.

Our Company analyzes impaired securities quarterly to determine if any impairments are other-than-temporary. The above securities with unrealized losses have been determined to be temporarily impaired based on our evaluation.

For fixed maturities, when assessing whether

At December 31, 2017, there were 454 Fixed Maturities and 22 Equity Securities in an unrealized loss position. In the amortized cost basisabove table, the gross unrealized loss for the greater than 12 months category consists primarily of the security will be recovered, our Company compares the present value of cash flows expected to be collected in relation to the current book value. Any shortfalls of the present value of the cash flows expected to be collected to the amortized cost basis is considered the credit loss portion of OTTI lossesAgency Residential Mortgage-Backed Securities and Corporate Bonds and is recognizedmostly due to an increase in earnings. All non-credit losses are recognized as changes in OTTI losses within AOCI.

To determine whether theinterest rates since time or purchase.  The gross unrealized loss on structured securities is other-than-temporary, our Company analyzesfor the projections provided by its investment managers with respectless than 12 months category consists primarily of Corporate Bonds and Preferred Stocks, which are reported in Equity Securities, due to an expected principal loss under a rangeincrease in interest rates since time of scenarios and utilizes the most likely outcomes. The analysis relies on actual collateral performance measures suchpurchase, as default rate, prepayment rate and loss severity. These assumptions are applied throughout the remaining term of the deal, incorporating the transaction structure and priority of payments, to generate loss adjusted cash flows. Results of the analysis will indicate whether the security is expected ultimately to incur a loss or whether there is a material impact on yieldwell as Foreign Government Bonds due to eitheran unfavorable exchange rate movement in our Canadian portfolio.   At December 31, 2016, there were 413 Fixed Maturities and 75 Equity Securities in an unrealized loss position. In the above table, the gross unrealized loss for the greater than 12 months category consists primarily of Agency and Foreign Government Bonds mostly due to an unfavorable foreign exchange movement in our Canadian portfolio. To a projectedlesser extent the gross unrealized loss or a changefor the greater than 12 months category is driven by unrealized losses in cash flow timing. A break even default rate is also calculated. A comparisonour longer dated Municipal Securities which were impacted by rising interest rates and credit spreads widening.  The gross unrealized loss for the less than 12 months category consists primarily of the break even default rate to the actual default rate provides an indication of the level of cushion or coverage to the first dollar principal loss. The analysis applies the stated assumptions throughout the remaining term of the transaction to forecast cash flows,Agency Residential Mortgage Backed Securities, Corporate Bonds and Preferred Stocks, which are then applied throughreported in Equity Securities, due to an increase in interest rates.

As of December 31, 2017 and 2016, the transaction structure to determine whether there islargest unrealized loss by a loss to the security. For securitiesnon-government backed issuer in which a tranche loss is present, and the net present value of loss adjusted cash flows is less than book value, impairment is recognized. The output data also includes a number of additional metrics such as average life remaining, original and current credit support, over 60 day delinquency and security rating.

The significant inputs used to measure the amount of credit loss recognized in earnings were actual delinquency rates, default probability assumptions, severity assumptions and prepayment assumptions. Projected losses are a function of both loss severity and probability of default. Default probability and severity assumptions differ based on property type, vintage and the stress of the collateral. Our Company does not intend to sell any of these securities and it is more likely than not that, it will not be required to sell these securities before the recovery of the amortized cost basis.

For equity securities, in general, our Company focuses its attention on those securities with a fair value less than 80% of their cost for six or more consecutive months. If warranted as the result of conditions relating to a particular security, our Company will focus on a significant decline in fair value regardless of the time period involved. Factors considered in evaluating potential impairment include, but are not limited to, the current fair value as compared to cost of the security, the length of time the investment has been below costportfolio was $0.7 million and by how much the investment is below cost. If an equity security is deemed to be other-than-temporarily impaired, the cost is written down to fair value with the loss recognized in earnings.$1.0 million, respectively.

Our Company’s ability to hold securities is supported by sufficient cash flow from itsour operations and from maturities within itsour investment portfolio in order to meet itsour claims paymentpayments and other disbursement obligations arising from itsour underwriting operations without selling such investments.  With respect to securities where the decline in value is determined to be temporary and the security’ssecurity's value is not written down, a subsequent decision may be made to sell that security and realize a loss.  Subsequent decisions on security sales are made within the context of overall risk monitoring, changing information and market conditions.

As ofOur Company had four credit related OTTI loss totaling $2.1 million during the year ended December 31, 2014, there were no securities with a fair value that was less than 80% of amortized cost.

The table below summarizes2017 from our Company’s activityEquity Securities portfolio. Our Company had one credit related toOTTI loss totaling $0.2 million during the year ended December 31, 2016 from our Fixed Maturities portfolio. Our Company had three credit related OTTI losses fortotaling $1.7 million from our Equity Securities portfolio during the periods indicated:year ended December 31, 2015.    


 

   Year Ended December 31, 
   2014  2013   2012 

In thousands, except # of securities

  Number of
Securities
   Amount  Number of
Securities
   Amount   Number of
Securities
   Amount 

Total OTTI losses:

           

Corporate and other bonds

   —      $—      1    $1,822     —      $—    

Commercial mortgage-backed securities

   —       —      —       —       —       —    

Residential mortgage-backed securities

   31     (137  —       —       1     55  

Asset-backed securities

   —       —      —       —       —       —    

Equities

   —       —      3     571     3     847  
  

 

 

   

 

 

  

 

 

   

 

 

   

 

 

   

 

 

 

Total

   31    $(137  4    $2,393     4    $902  

Less: Portion of loss in accumulated other comprehensive income (loss):

           

Corporate and other bonds

    $—       $—        $—    

Commercial mortgage-backed securities

     —        —         —    

Residential mortgage-backed securities

     (137    —         44  

Asset-backed securities

     —        —         —    

Equities

     —        —         —    
    

 

 

    

 

 

     

 

 

 

Total

    $(137   $—        $44  

Impairment losses recognized in earnings:

           

Corporate and other bonds

    $—       $1,822      $—    

Commercial mortgage-backed securities

     —        —         —    

Residential mortgage-backed securities

     —        —         11  

Asset-backed securities

     —        —         —    

Equities

     —        571       847  
    

 

 

    

 

 

     

 

 

 

Total

    $—       $2,393      $858  
    

 

 

    

 

 

     

 

 

 

The following table summarizes the cumulative amounts related to our Company’s credit loss portion of the OTTI losses on fixed maturitiesFixed Maturities for the years ended December 31, 2014, 20132017, 2016 and 2012. Our Company does not intend to sell and it is more likely than not that it will not be required to sell, the securities prior to recovery of the amortized cost basis and for which the non-credit loss portion is included in AOCI.2015.

 

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Beginning balance

  $5,154    $3,332    $3,321  

Additions for credit loss impairments recognized in the current period on securities not previously impaired

   —       1,822     —    

Additions for credit loss impairments recognized in the current period on securities previously impaired

   —       —       11  

Reductions for credit loss impairments previously recognized on securities sold during the period

   (2,793   —       —    
  

 

 

   

 

 

   

 

 

 

Ending balance

$2,361  $5,154  $3,332  
  

 

 

   

 

 

   

 

 

 

The contractual maturity dates for fixed maturities categorized by the number of years until maturity, with a gross unrealized loss as of December 31, 2014 is presented in the following table:

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Beginning Balance

 

$

2,361

 

 

$

2,361

 

 

$

2,361

 

Additions for Credit Loss Impairments recognized in the

   current period on securities not previously impaired

 

 

 

 

 

150

 

 

 

 

Additions for Credit Loss Impairments recognized in the

   current period on securities previously impaired

 

 

 

 

 

 

 

 

 

Reductions for Credit Loss Impairments previously

   recognized on securities sold during the period

 

 

 

 

 

(150

)

 

 

 

Ending Balance

 

$

2,361

 

 

$

2,361

 

 

$

2,361

 

 

   December 31, 2014 
   Gross Unrealized Losses  Fair Value 

In thousands

  Amount   Percent
of Total
  Amount   Percent
of Total
 

Due in one year or less

  $2,638     25 $21,919     3

Due after one year through five years

   3,791     37  334,046     46

Due after five years through ten years

   1,562     15  103,376     14

Due after ten years

   158     2  21,533     3

Mortgage- and asset-backed securities

   2,198     21  250,472     34
  

 

 

   

 

 

  

 

 

   

 

 

 

Total

$10,347   100$731,346   100
  

 

 

   

 

 

  

 

 

   

 

 

 

Our Company’s net investment incomeNet Investment Income was derived from the following sources:

 

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Fixed maturities

  $57,219    $53,898    $58,995  

Equity securities

   9,036     4,835     3,945  

Short-term investments

   911     774     1,694  
  

 

 

   

 

 

   

 

 

 

Total investment income

 67,166   59,507   64,634  

Investment expenses

 (2,998 (3,256 (10,386
  

 

 

   

 

 

   

 

 

 

Net investment income

$64,168  $56,251  $54,248  
  

 

 

   

 

 

   

 

 

 

Investment expenses for the year ended December 31, 2012 include $4.5 million of interest expense related to the settlement of a dispute with Equitas over foregone interest on amounts that were due on certain reinsurance contracts. In the dispute Equitas alleged that we failed to make timely payments to them under certain reinsurance agreements in connection with subrogation recoveries received by our Company with respect to several catastrophe losses that occurred in the late 1980’s and early 1990’s. In addition, investment expenses for the year ended December 31, 2012 includes a $2.8 million investment performance fee.

The change in net unrealized gains and losses, inclusive of the change in the non-credit portion of OTTI losses, consisted of:

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Fixed Maturities

 

$

76,784

 

 

$

67,772

 

 

$

61,572

 

Equity Securities

 

 

15,108

 

 

 

14,271

 

 

 

9,813

 

Short-Term Investments

 

 

1,064

 

 

 

727

 

 

 

683

 

Total Investment Income

 

$

92,956

 

 

$

82,770

 

 

$

72,068

 

Investment Expenses

 

 

(3,663

)

 

 

(3,319

)

 

 

(3,350

)

Net Investment Income

 

$

89,293

 

 

$

79,451

 

 

$

68,718

 

 

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Fixed maturities

  $31,080    $(76,194  $15,709  

Equity securities

   4,302     8,857     (5,989
  

 

 

   

 

 

   

 

 

 

Gross unrealized gains (losses)

 35,382   (67,337 9,720  

Deferred income tax

 12,197   (23,565 3,418  
  

 

 

   

 

 

   

 

 

 

Change in net unrealized gains (losses), net

$23,185  $(43,772$6,302  
  

 

 

   

 

 

   

 

 

 

Realized gainsGains and losses,Losses, excluding net OTTI losses recognized in earnings, for the periods indicated, were as follows:

 

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Fixed maturities:

      

Gains

  $8,326    $8,539    $28,789  

Losses

   (2,610   (2,797   (1,915
  

 

 

   

 

 

   

 

 

 

Fixed maturities, net

$5,716  $5,742  $26,874  

Equity securities:

Gains

$9,447  $17,955  $14,673  

Losses

 (2,351 (758 (473
  

 

 

   

 

 

   

 

 

 

Equity securities, net

$7,096  $17,197  $14,200  
  

 

 

   

 

 

   

 

 

 

Net realized gains (losses)

$12,812  $22,939  $41,074  
  

 

 

   

 

 

   

 

 

 

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Fixed Maturities:

 

 

 

 

 

 

 

 

 

 

 

 

Gains

 

$

4,041

 

 

$

5,681

 

 

$

4,756

 

Losses

 

 

(3,249

)

 

 

(4,271

)

 

 

(5,926

)

Fixed Maturities, net

 

$

792

 

 

$

1,410

 

 

$

(1,170

)

Short-Term Investments:

 

 

 

 

 

 

 

 

 

 

 

 

Gains

 

$

1,631

 

 

$

890

 

 

$

130

 

Losses

 

 

(612

)

 

 

(1,552

)

 

 

(383

)

Short-Term Investments, Net

 

$

1,019

 

 

$

(662

)

 

$

(253

)

Equity Securities:

 

 

 

 

 

 

 

 

 

 

 

 

Gains

 

$

44,783

 

 

$

9,096

 

 

$

14,331

 

Losses

 

 

(1,521

)

 

 

(658

)

 

 

(4,535

)

Equity Securities, Net

 

$

43,262

 

 

$

8,438

 

 

$

9,796

 

Net Realized Gains (Losses)

 

$

45,073

 

 

$

9,186

 

 

$

8,373

 

Net Realized Gains of $45.1 million for the year ended December 31, 2017 is primarily due to the liquidation of our actively managed common stock equity securities portfolio in December 2017 as we reassess our common equity strategy.  

NOTE 4.  FAIR VALUE MEASUREMENT

Fair value measurements are received from independent pricing service vendors, utilized by our outside investment manager whom we employ to assist us with investment accounting services. This manager utilizes a pricing committee, which oversees the use of one or more independent pricing service vendors.  The following tables present,pricing committee consists of five or more members of the investment management firm, one from senior management and one from the accounting group, with the remainder representing asset class specialists and client strategists.  The pricing source for each ofsecurity is determined in accordance with the pricing source procedures approved by the pricing committee.  The investment manager receives supporting documentation from the independent pricing service vendor detailing


the inputs, models and processes used in the vendors’ evaluation process to determine the appropriate fair value hierarchy levels as definedhierarchy.  It is ultimately our responsibility to determine whether the values obtained from these service providers are representative of fair value.

To validate the techniques or models used by the accounting guidance for fair value measurements and described below,pricing sources, our Company’s fixed maturities and equity securities by asset class that are measured at fair value on a recurring basis as of December 31, 2014 and 2013:review process includes, but is not limited to:

   December 31, 2014 

In thousands

  Level 1   Level 2   Level 3   Total 

Fixed maturities:

        

U.S. Treasury bonds, agency bonds and foreign government bonds

  $146,904    $251,019    $—      $397,923  

States, municipalities and political subdivisions

   —       541,007     —       541,007  

Mortgage-backed and asset-backed securities:

         —    

Agency mortgage-backed securities

   —       364,622     —       364,622  

Residential mortgage obligations

   —       34,087     —       34,087  

Asset-backed securities

   —       206,413     —       206,413  

Commercial mortgage-backed securities

   —       206,318     —       206,318  
  

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

$—    $811,440  $—    $811,440  

Corporate bonds

 —     615,564   —     615,564  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total fixed maturities

$146,904  $2,219,030  $—    $2,365,934  

Equity securities - common stocks

 127,183   —     127,183  

Equity securities - preferred stocks

 —     57,112   —     57,112  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

$274,087  $2,276,142  $—    $2,550,229  
  

 

 

   

 

 

   

 

 

   

 

 

 

   December 31, 2013 

In thousands

  Level 1   Level 2   Level 3   Total 

Fixed maturities:

        

U.S. Treasury bonds, agency bonds and foreign government bonds

  $242,379    $199,306    $—      $441,685  

States, municipalities and political subdivisions

   —       460,422     —       460,422  

Mortgage-backed and asset-backed securities:

         —    

Agency mortgage-backed securities

   —       301,274     —       301,274  

Residential mortgage obligations

   —       41,755     —       41,755  

Asset-backed securities

   —       125,133     —       125,133  

Commercial mortgage-backed securities

   —       172,750     —       172,750  
  

 

 

   

 

 

   

 

 

   

 

 

 

Subtotal

  $—      $640,912    $—      $640,912  

Corporate bonds

   —       500,447     4,407     504,854  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total fixed maturities

  $242,379    $1,801,087    $4,407    $2,047,873  

Equity securities - common stocks

   143,954     —       —       143,954  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total

  $386,333    $1,801,087    $4,407    $2,191,827  
  

 

 

   

 

 

   

 

 

   

 

 

 

(i)

A review of the validity of the fair market valuation of individual securities deemed as outliers (i.e., vendor price differed significantly from other vendor prices), securities with significant price movements from previous months, securities with stale prices and securities with negative yields.

(ii)

A comparison of the count of securities priced by certain vendors for significant movements in vendor CUSIP counts.  

(iii)

A review of the results of back-testing, including the comparison of executed prices to the historical fair value estimates from the pricing service and documentation to support trades above certain variance thresholds.

(iv)

A review of the Statement on Standards for Attestation Engagements (“SSAE”) No.16 report of our outside investment managers for any exceptions.

(v)

Management also periodically independently prices the portfolio using alternative pricing vendors and investigates variances outside of the established thresholds.

The fair value of our financial instruments is determined based on the following fair value hierarchy:

Level 1 – Quoted prices for identical instruments in active markets.  Examples are listed equity and fixed income securities traded on an exchange.  U.S. Treasury securities are reported as levelLevel 1 and are valued based on unadjusted quoted prices for identical assets in active markets that our Company can access.

Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Examples are asset-backed and mortgage-backed securities that are similar to other asset-backed or mortgage-backed securities observed in the market. U.S. government agency securities are reported as levelLevel 2 and are valued using yields and spreads that are observable in active markets.

Level 3 – Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.  An example would be a private placement with minimal liquidity.


The following tables present, for each of the fair value hierarchy levels as defined by the accounting guidance for fair value measurements and described below, our Company’s Fixed Maturities and Equity Securities by asset class that are measured at fair value on a recurring basis, as well as the fair value of the 5.75% Senior notes due October 15, 2023 (the “5.75% Senior notes”) carried at amortized cost as of December 31, 2017 and 2016:

 

 

December 31, 2017

 

amounts in thousands

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Fixed Maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury Bonds, Agency Bonds and Foreign

   Government Bonds

 

$

178,251

 

 

$

215,312

 

 

$

 

 

$

393,563

 

States, Municipalities and Political Subdivisions

 

 

 

 

 

814,632

 

 

 

 

 

 

814,632

 

Mortgage-Backed and Asset-Backed Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agency Mortgage-Backed Securities

 

 

 

 

 

407,619

 

 

 

 

 

 

407,619

 

Residential Mortgage Obligations

 

 

 

 

 

54,104

 

 

 

 

 

 

54,104

 

Asset-Backed Securities

 

 

 

 

 

328,753

 

 

 

 

 

 

328,753

 

Commercial Mortgage-Backed Securities

 

 

 

 

 

160,904

 

 

 

 

 

 

160,904

 

Subtotal

 

$

 

 

$

951,380

 

 

$

 

 

$

951,380

 

Corporate Exposures

 

 

 

 

 

897,479

 

 

 

 

 

 

897,479

 

Total Fixed Maturities

 

$

178,251

 

 

$

2,878,803

 

 

$

 

 

$

3,057,054

 

Equity Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Stocks

 

 

52,439

 

 

 

 

 

 

 

 

 

52,439

 

Preferred Stocks

 

 

 

 

 

183,542

 

 

 

 

 

 

183,542

 

Total Equity Securities

 

$

52,439

 

 

$

183,542

 

 

$

 

 

$

235,981

 

Short-Term Investments

 

 

127,128

 

 

 

 

 

 

 

 

 

127,128

 

Total Assets Measured at Fair Value

 

$

357,818

 

 

$

3,062,345

 

 

$

 

 

$

3,420,163

 

Senior Notes

 

$

 

 

$

277,951

 

 

$

 

 

$

277,951

 

Total Liabilities Measured at Fair Value

 

$

 

 

$

277,951

 

 

$

 

 

$

277,951

 

 

 

December 31, 2016

 

amounts in thousands

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Fixed Maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury Bonds, Agency Bonds and Foreign

   Government Bonds

 

$

47,704

 

 

$

226,072

 

 

$

 

 

$

273,776

 

States, Municipalities and Political Subdivisions

 

 

 

 

 

547,415

 

 

 

 

 

 

547,415

 

Mortgage-Backed and Asset-Backed Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agency Mortgage-Backed Securities

 

 

 

 

 

487,364

 

 

 

 

 

 

487,364

 

Residential Mortgage Obligations

 

 

 

 

 

20,530

 

 

 

 

 

 

20,530

 

Asset-Backed Securities

 

 

 

 

 

314,601

 

 

 

 

 

 

314,601

 

Commercial Mortgage-Backed Securities

 

 

 

 

 

154,139

 

 

 

 

 

 

154,139

 

Subtotal

 

$

 

 

$

976,634

 

 

$

 

 

$

976,634

 

Corporate Exposures

 

 

 

 

 

838,057

 

 

 

 

 

 

838,057

 

Total Fixed Maturities

 

$

47,704

 

 

$

2,588,178

 

 

$

 

 

$

2,635,882

 

Equity Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Stocks

 

 

164,087

 

 

 

 

 

 

 

 

 

164,087

 

Preferred Stocks

 

 

 

 

 

185,055

 

 

 

 

 

 

185,055

 

Total Equity Securities

 

$

164,087

 

 

$

185,055

 

 

$

 

 

$

349,142

 

Short-Term Investments

 

 

143,539

 

 

 

 

 

 

 

 

 

143,539

 

Total Assets Measured at Fair Value

 

$

355,330

 

 

$

2,773,233

 

 

$

 

 

$

3,128,563

 

Senior Notes

 

$

 

 

$

280,316

 

 

$

 

 

$

280,316

 

Total Liabilities Measured at Fair Value

 

$

 

 

$

280,316

 

 

$

 

 

$

280,316

 

All other financial assets and liabilities including Cash, Premium Receivables, Reinsurance Recoverables and Reinsurance Balance Payables are carried at cost, which approximates fair value.  

Our Company did not have any significant transfers between the Level 1 and Level 2 classifications for the years ended December 31, 20142017 and 2013.2016.


Our Company did not have any Level 3 assets for the year endedAs of December 31, 2014.

During 2014, one security was transferred from Level 3 to Level 2 as our Company was able to obtain a price from a vendor, in which all significant inputs to the model are observable in active markets.

The following tables present a reconciliation of the beginning2017 and ending balances for all investments measured at fair value using Level 3 inputs for the years ended December 31, 2014 and 2013. For the year ended December 31, 2012,2016, our Company did not have any Level 3 assets.

 

   Year Ended December 31, 2014 

In thousands

  Beginning
Balance
   Realized
Gains
(Losses)
   Unrealized
Gains
(Losses)
   Purchase   Sales   Settlements   Transfers
into
Level 3
   Transfers
out of
Level 3
  Ending 

Assets:

                 

Corporate Bond

  $4,407    $—      $—      $—      $—      $—      $—      $(4,407 $—    
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

Total assets

$4,407  $—    $—    $—    $—    $—    $—    $(4,407$—    
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

  

 

 

 

   Year Ended December 31, 2013 

In thousands

  Beginning
Balance
   Realized
Gains
(Losses)
   Unrealized
Gains
(Losses)
  Purchase   Sales  Settlements   Transfers
into
Level 3
   Transfers
out of
Level 3
   Ending 

Assets:

                

Commercial

                

Mortgage

  $—      $—      $(42 $4,660    $(211 $—      $—      $—      $4,407  
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

   

 

 

   

 

 

 

Total assets

$—    $—    $(42$4,660  $(211$—    $—    $—    $4,407  
  

 

 

   

 

 

   

 

 

  

 

 

   

 

 

  

 

 

   

 

 

   

 

 

   

 

 

 
NOTE 5.  RESERVES FOR LOSSES AND LAE

In 2013 the Level 3 security was valued using unobservable inputs based on a proxy of a security of similar duration in which market quotations are available.

As of December 31, 2014 and 2013, our Company’s restricted net assets in support of the underwriting activities of the Insurance Companies and Lloyd’s Operations were $523.4 million and $520.9 million, respectively, consisting of fixed maturities, short term investments and cash. Refer to Note 13,Dividends and Statutory Financial Information, for additional information on the nature and type of restricted net assets.

As of December 31, 2014 and 2013, our Company did not have a concentration of greater than 5% of invested assets in a single non-U.S. government-backed issuer.

Note 5.Reserves for Losses and Loss Adjustment Expenses

Insurance companies and Lloyd’s syndicates are required to maintainWe establish reserves for the estimated unpaid ultimate liability for losses and unpaid loss adjustment expenses for all linesLAE under the terms of business. These reserves are intended to cover the probable ultimate cost of settling all losses incurredour policies and unpaid, including those incurred but not reported.agreements.  The determination of reserves for losses and LAE for the Insurance Companies and the Lloyd’s Operations is partially dependent upon the receipt of information from the agents and brokers, which produce the insurance businessbrokers.  Reserves include estimates for us. Generally, there is a lag between the time premiumsboth claims that have been reported and for IBNR, and include estimates of expenses associated with processing and settling these claims.  Reserves are written and related losses and loss adjustment expenses are incurred, and the time such events are reported to the agents and brokers and, subsequently, the Insurance Companies and the Lloyd’s Operations.

Case reserves are established by our Insurance Companies and Syndicate 1221 for reported claims when notice of the claim is first received.recorded in Reserves for such reported claims are established on a case-by-case basis by evaluating several factors, includingLosses and LAE in the type of risk involved, knowledge of the circumstances surrounding such claim, severity of injury or damage, the potential for ultimate exposure, experience with the line of business,Consolidated Balance Sheets.  Our estimates and the policy provisions relating to the type of claim. Reserves for IBNR are determined in part on the basis of statistical information, in part on industryjudgments may be revised as additional experience and in part on the judgment of our senior corporate officers. Indicated reservesother data become available and are calculated by our actuaries using several standard actuarialreviewed, as new or improved methodologies including the paid and incurred loss development and the paid and incurred Bornheutter-Ferguson loss methods. Additional analyses, suchare developed, or as frequency/laws change.  Frequency/severity analyses are also performed for certain books of business.

Total loss reserves are estimates of what the insurer or reinsurer expects to pay on claims, based on facts and circumstances then known. It is possible that the ultimate liability may exceed or be less than such estimates. In setting our loss reserve estimates, we review statistical data covering several years, analyze patterns by line of business and consider several factors including trends in claims frequency and severity, changes in operations, emerging economic and social trends, inflation and changes in the regulatory and litigation environment. Using the aforementioned actuarial methods and different underlying assumptions, our actuaries produce a number of point estimates for each class of business. After reviewing the appropriateness of the underlying assumptions, management selects the carried reserve for each class of business. The numerous factors that contribute to the inherent uncertainty in the process of establishing loss reserves include: interpreting loss development activity, emerging economic and social trends, inflation, changes in the regulatory and judicial environment and changes in our operations, including changes in underwriting standards and claims handling procedures. During the loss settlement period, which, in some cases, may last several years, additional facts regarding individual claims may become known and, accordingly, it often becomes necessary to refine and adjust the estimates of liability on a claim upward or downward. Such estimates are regularly reviewed and updated and any resulting adjustments are included in the current year’s income statement. Even then, the ultimate liability may exceed or be less than the revised estimates. The reserving process is intended to provide implicit recognition of the impact of inflation and other factors affecting loss payments by taking into account changes in historical payment patterns and perceived probable trends. There is generally no precise method for the subsequent evaluation of the adequacy of the consideration given to inflation, or to any other specific factor, because the eventual strengthening or release of reserves is affected by many factors, some of which are interdependent.  To the extent that reserves are strengthenedfound deficient or released, the amount of suchredundant, a strengthening or release is treatedrecognized as a charge or credit to earnings in the period in which the strengthening or release is recognized.earnings.

The following table summarizes activity for our Company’s reservesReserves for lossesLosses and LAE activity for the years ended December 31, 2014, 20132017, 2016 and 2012:2015:

 

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Net reserves for losses and LAE at beginning of year

  $1,222,633    $1,216,909    $1,237,234  

Provision for losses and LAE for claims occurring in the current year

   601,041     520,227     542,724  

Increase (decrease) in estimated losses and LAE for claims occurring in prior years

   (55,812   (1,266   (45,291
  

 

 

   

 

 

   

 

 

 

Incurred losses and LAE

 545,229   518,961   497,433  

Losses and LAE paid for claims occurring during:

Current year

 (164,199 (147,758 (110,373

Prior years

 (295,527 (365,479 (407,385
  

 

 

   

 

 

   

 

 

 

Losses and LAE payments

 (459,726 (513,237 (517,758
  

 

 

   

 

 

   

 

 

 

Net reserves for losses and LAE at end of year

 1,308,136   1,222,633   1,216,909  

Reinsurance recoverables on unpaid losses and LAE

 851,498   822,438   880,139  
  

 

 

   

 

 

   

 

 

 

Gross reserves for losses and LAE at end of year

$2,159,634  $2,045,071  $2,097,048  
  

 

 

   

 

 

   

 

 

 

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Net Reserves for Losses and LAE at Beginning of Year

 

$

1,510,451

 

 

$

1,393,126

 

 

$

1,308,136

 

Provision for Losses and LAE for Claims Occurring in the Current Year

 

 

771,955

 

 

 

693,976

 

 

 

637,267

 

Increase (Decrease) in Estimated Losses and LAE for Claims Occurring

   in Prior Years

 

 

34,310

 

 

 

(28,528

)

 

 

(64,669

)

Incurred Losses and LAE

 

$

806,265

 

 

$

665,448

 

 

$

572,598

 

Losses and LAE Paid for Claims Occurring During:

 

 

 

 

 

 

 

 

 

 

 

 

Current Year

 

 

(144,095

)

 

 

(119,485

)

 

 

(159,802

)

Prior Years

 

 

(478,979

)

 

 

(412,544

)

 

 

(320,863

)

Losses and LAE Payments

 

$

(623,074

)

 

$

(532,029

)

 

$

(480,665

)

Foreign Currency Adjustment

 

 

11,738

 

 

 

(16,094

)

 

 

(6,943

)

Net Reserves for Losses and LAE at End of Period

 

 

1,705,380

 

 

 

1,510,451

 

 

 

1,393,126

 

Reinsurance Recoverables on Unpaid Losses and LAE

 

 

809,765

 

 

 

779,276

 

 

 

809,518

 

Gross Reserves for Losses and LAE at End of Period

 

$

2,515,145

 

 

$

2,289,727

 

 

$

2,202,644

 

The segmentreporting and line of businessoperating segments breakdowns of prior period net reserve strengthening (releases) for the years ended December 31, 2014, 20132017, 2016 and 20122015 are as follows:

 

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Insurance Companies:

      

Marine

  $(41,388  $(15,227  $(10,010

Property Casualty

   14,612     18,466     4,293  

Professional Liability

   (3,536   10,191     7,613  
  

 

 

   

 

 

   

 

 

 

Insurance Companies

$(30,312$13,430  $1,896  
  

 

 

   

 

 

   

 

 

 

Lloyd’s Operations:

Marine

$(21,336$(2,998$(30,735

Property Casualty

 (1,500 (14,574 (6,890

Professional Liability

 (2,664 2,876   (9,562
  

 

 

   

 

 

   

 

 

 

Lloyd’s Operations

$(25,500$(14,696$(47,187
  

 

 

   

 

 

   

 

 

 
               
  

 

 

   

 

 

   

 

 

 

Total strengthening (releases)

$(55,812$(1,266$(45,291
  

 

 

   

 

 

   

 

 

 

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

U.S. Insurance

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

$

1,696

 

 

$

(10,122

)

 

$

(24,825

)

P&C

 

 

1,613

 

 

 

2,790

 

 

 

(706

)

Professional Liability

 

 

13,405

 

 

 

5,984

 

 

 

(3,788

)

Total

 

$

16,714

 

 

$

(1,348

)

 

$

(29,319

)

Int'l Insurance

 

 

 

 

 

 

 

 

 

 

 

 

Marine

 

$

6,518

 

 

$

(22,068

)

 

$

(21,914

)

P&C

 

 

3,118

 

 

 

(7,051

)

 

 

(8,458

)

Professional Liability

 

 

5,198

 

 

 

4,100

 

 

 

4,156

 

Total

 

$

14,834

 

 

$

(25,019

)

 

$

(26,216

)

GlobalRe

$

2,762

 

 

$

(2,161

)

 

$

(9,134

)

Total Strengthening (Releases)

 

$

34,310

 

 

$

(28,528

)

 

$

(64,669

)

For the year ended December 31, 2017, our Incurred Losses and LAE increased $140.8 million as compared to the same period in 2016.

The Provision for Losses and LAE for Claims Occurring in the Current Year increased primarily due to additional net current accident year (“AY”) loss activity related to a higher level of catastrophe (“CAT”) losses incurred during the year ended December 31, 2017, including Hurricanes Irma ($28.3 million), Maria ($23.4 million) and Harvey ($15.8 million), Typhoon Hato ($4.2 million) the Puebla Mexican Earthquake ($3.5 million), and $9.6 million of other CAT events, as compared to the same period in 2016, which included Alberta Wildfires ($11.7 million), Hurricane Matthew ($7.1 million), Ecuador Earthquake ($3.8 million) and Taiwan Earthquake ($3.3


million).  Additionally, growth in Net Earned Premium over the prior year added to the increase in Provision for Losses and LAE for Claims Occurring in the Current Year.

The following is a discussion of CAT losses incurred of $84.8 million for the year ended December 31, 2017:

Our U.S. Insurance reporting segment incurred $8.2 million of CAT losses, including $6.6 million and $1.6 million in our P&C and Marine operating segments, respectively, primarily due to Hurricanes Harvey, Irma and Maria.

Our Int’l Insurance reporting segment incurred $32.9 million of CAT losses, including $16.9 million and $16.0 million within our P&C and Marine operating segments, primarily due to Hurricanes Irma, Maria and Harvey, Typhoon Hato, and to a lesser extent, the California Wildfires and Puebla Mexican Earthquake.

Our GlobalRe reporting segment incurred $43.7 million of CAT losses primarily due to Hurricanes Irma, Maria and Harvey, and the Puebla Mexican Earthquake.

For the year ended December 31, 2016, our Incurred Losses and LAE increased $92.9 million as compared to the same period in 2015.

The Provision for Losses and LAE for Claims Occurring in the Current Year increased primarily due to additional net current AY loss activity related to higher level of catastrophe losses during the year ended December 31, 2016, including the Alberta Wildfires, ($11.7 million), Hurricane Matthew ($7.1 million), Ecuador Earthquake ($3.8 million) and Taiwan Earthquake ($3.3 million), as compared to the same period in 2015 which was impacted by large loss activity.

The following is a discussion of CAT losses incurred of $26.8 million for the year ended December 31, 2016:

Our Int’l Insurance reporting segment incurred $17.4 million of CAT losses, primarily due to Hurricane Matthew and the Alberta Wildfires.

Our GlobalRe reporting segment incurred $9.4 million of CAT losses, primarily due to the Alberta Wildfires and the Ecuador Earthquake.

Our December 31, 2017 Net Reserves for Losses and LAE include $18.5 million of net incurred but not reported (“IBNR”) claims activities for numerous catastrophe events.  We caution that the magnitude and complexity of losses arising from these events inherently increases the level of uncertainty and therefore the level of management judgement involved in arriving at our estimated Net Reserves for Losses and LAE.  As a result, our actual losses for these events may ultimately differ materially from our current estimates.

The following is a discussion of the relevant factors related to the $55.8 million prior period net reserve releasesstrengthening of $34.3 million recorded for the year ended December 31, 2014:2017:

The

Our U.S. Insurance Companiesreporting segment recorded $30.3 million of net prior year reserve releases, primarily driven by our Marine business, in connection with $41.4 million of net favorable loss emergence due to a lesser amount of large losses and improved underwriting over the past couple of years across all core product lines, inclusive of $13.4 million from Marine Liability, $7.2 million from Craft/Fishing vessels, $6.4 million from P&I, $4.7 million from Inland Marine, $1.1 million from Bluewater Hull and $0.7 million from Cargo.

The Insurance Companies’ Marine reserve releases were partially offset by $14.6 million ofperiod net reserve strengthening from our Property Casualty business which isof $16.7 million.  The drivers are as follows:

Our Marine operating segment recorded prior period net reserve strengthening of $1.7 million driven by $23.2 million oflarge loss activity within our Cargo product line.

Our P&C operating segment recorded prior yearperiod net reserve strengthening fromof $1.6 million driven by large loss activity within our Primary Casualty division, resulting entirely from unfavorable activity on pre-2010 California construction defect liability claims, partially offset by $6.1ongoing favorable performance within our Excess Casualty, Environmental and Other P&C divisions.

Our Professional Liability operating segment recorded prior period net reserve strengthening of $13.4 million driven by large loss activity within our D&O division.

Our Int’l Insurance reporting segment recorded prior period net reserve strengthening of $14.8 million.  The drivers are as follows:

Our Marine operating segment recorded prior period net reserve strengthening of $6.5 million due to unfavorable loss development predominately from our Cargo, Specie and P&I products.

Our P&C operating segment recorded prior period net reserve strengthening of $3.1 million primarily due to unfavorable loss development within our Property division, partially offset by favorable loss emergence in our Energy & Engineering division.


Our Professional Liability operating segment recorded prior period net reserve strengthening of $5.2 million primarily due to large loss development within our E&O and D&O divisions.

Our GlobalRe reporting segment recorded prior period net reserve strengthening of $2.8 million primarily driven by the settlement of a large claim in our A&H product, and unfavorable loss emergence within our P&C product. This strengthening was partially offset by reserve releases in our Agriculture and Marine products due to favorable loss emergence from our Excess Casualty division.

The Insurance Companies’ Professional Liability business recorded $3.5 million of net prior year reserve releases primarily driven by $4.5 million of favorable loss emergence from our Management Liability division due to a cash settlement of a contract dispute with a former third party administrator, partially offset by unfavorable loss emergence from our Errors and Omissions (“E&O”) division due to our small lawyers’ product lines, which are in runoff.

The Lloyds Operations recorded $25.5 million of net prior year reserve releases primarily driven by $21.3 million of Marine releases in connection with favorable loss emergence across all core product lines, inclusive of $11.0 million from Marine Liability, $3.7 million from Specie, $1.3 million from Transport, $1.0 million from Cargo, $2.3 million from Energy Liability and $2.0 million from Marine Assumed.

The Lloyd’s Operations Property Casualty line recorded prior year releases of $1.5 million due to favorable loss emergence on our Onshore Energy book. Additionally, the Professional Liability business reserve releases on older underwriting years (“UWYs”) was due to favorable loss emergence on both our E&O book by $1.0 million and Excess D&O by $1.7 million.emergence.

The following is a discussion of the relevant factors related to the $1.3 million prior period net reserve releases of $28.5 million recorded for the year ended December 31, 2013:2016:

Our U.S. Insurance reporting segment recorded prior period net reserve releases of $1.3 million.  The Insurance Companiesdrivers are as follows:

Our Marine operating segment recorded $13.4prior period net reserve releases of $10.1 million of net strengthening primarily driven by our Property Casualtyfavorable claims development in the Craft, Marine Liability, Customs Bonds and Professional Liability businesses. Within the Property Casualty business, we reported netInland Marine products.

Our P&C operating segment recorded prior period net reserve strengthening of $18.5$2.8 million which includes $13.2 million of net strengthening from our Assumed Reinsurance division mostly attributable to our excess-of-loss A&H treaty lines in connection with UWYs 2012 and 2011, $10.4 million of strengthening fromdriven by large loss activity within our Primary Casualty division, related to our general liability coverage for general and artisan contractors, and a total of $2.1 million of strengthening for business in run-off. The aforementioned net prior period reserve strengthening was partially offset by $8.0 million of netongoing favorable performance within our Excess Casualty, Environmental and Other P&C divisions.

Our Professional Liability operating segment recorded prior period net reserve strengthening of $6.0 million driven by unfavorable development on a few large D&O claims.

Our Int’l Insurance reporting segment recorded prior period net reserve releases of $25.0 million.  The drivers are as follows:

Our Marine operating segment recorded prior period net reserve releases of $22.1 million due to favorable claims development predominately from our Marine Liability product.

Our P&C operating segment recorded prior period net reserve releases of $7.1 million primarily due to favorable claims development in our Energy & Engineering division, in connection with favorable emergence onpartially offset by large loss activity within our Offshore Energy lines written by our UK Branch.Property division.

Our Insurance Companies Professional Liability business reported netoperating segment recorded prior period net reserve strengthening of $10.2$4.1 million largely attributableprimarily due to $6.1 milliona decline in expected recoveries from a large reinsurer resulting in an increase in bad debt reserve strengthening fromwithin our Management Liability division related to specific large claims for UWYs 2010 and prior, and $4.4 million reserve strengthening from our ED&O division related to specific large claims from our insurance agents, miscellaneous Professional Liability, and small lawyer lines from UWYs 2011 and prior.division.

The aforementioned netOur GlobalRe reporting segment recorded prior period net reserve strengthening fromreleases of $2.2 million primarily driven by favorable loss development in our Insurance Companies Property CasualtyA&H, P&C and Professional Liability wereproducts, partially offset by $15.2 millionlarge loss activity in our Marine product.

The following is a discussion of the relevant factors related to the prior period net reserve releases from our Insurance Companies Marine business in connection with favorable emergence from our Marine Liability linesof $64.7 million recorded for UWYs 2012 and prior.the year ended December 31, 2015:

Our Lloyd’s OperationsU.S. Insurance reporting segment recorded $14.7 million ofprior period net reserve releases driven by our Property Casualty andof $29.3 million.  The drivers are as follows:

Our Marine businesses partially offset by strengthening in our Professional Liability business. Within our Lloyd’s Operations Property Casualty business, we reported netoperating segment recorded prior period net reserve releases of $14.6$24.8 million primarily from our Energy & Engineering division. Within our Lloyd’s Operationsdriven by favorable claims development in the Marine business, we reportedLiability, Inland Marine and Cargo products.

Our P&C operating segment recorded prior period net reserve releases of $3.0$0.7 million driven by ongoing favorable performance within our Marine Liability product. WithinExcess Casualty, Environmental and Other P&C divisions, mostly offset by large loss activity within our Lloyd’s OperationsPrimary Casualty division.

Our Professional Liability business, we reported strengtheningoperating segment recorded prior period net reserve releases of $2.9$3.8 million inclusive of $6.1 million of strengtheningdriven by favorable emergence in our E&O division, partially offset by $3.2 million of favorable emergence from our Management Liability division.unfavorable development in several large D&O claims.

The following is a discussion of relevant factors related to the $45.3 millionOur Int’l Insurance reporting segment recorded prior period net reserve releases of $26.2 million.  The drivers are as follows:

Our Marine operating segment recorded for the year ended December 31, 2012:

The Insurance Companies recorded $1.9 million net strengthening. The Marine business had $10.0 million ofprior period net reserve releases which wereof $21.9 million primarily driven by:

An IBNR adjustment of $4.0 milliondue to reflectfavorable claims development on the actual emergence of claims for UWY 2010, which was more favorable than the expected emergence.Marine Liability, Protection and Indemnity and Specie products.

CaseOur P&C operating segment recorded prior period net reserve releases of $3.4$8.5 million due to favorable claims development on the favorable settlement of several large losses; and

A favorable IBNR adjustment of $2.6 million attributable to changes in our assumptions for salvage and subrogation from our short tail Marine lines that was based on our observation of a consistent and persistent historical pattern of favorable savings attributable to salvage and subrogation.

The Marine reserve releases were partially offset by net strengthening of $7.6 million fromOffshore Energy product within the small lawyer and accountants lines within ourEnergy & Engineering division.

Our Professional Liability business. This strengthening was primarily driven by several large losses that caused the actual claims emergence for these lines to exceed the expected losses. We also incurredoperating segment recorded prior period net reserve strengthening of $4.3$4.2 million withindriven by adverse development in our Property Casualty segment, which were primarily attributableD&O division related to two large hemophiliaclosses, partially offset by favorable claims from UWY 2011 arising fromdevelopment on our A&H product lines.E&O division.


Our Lloyd’s OperationsGlobalRe reporting segment recorded $47.2 million of net prior period net reserve releases acrossof $9.1 million primarily driven by favorable loss development in our Marine, P&C and A&H products.

Supplemental tables related to Short Duration Contracts

Effectively all businessesproperty and divisions. In connectioncasualty insurance contracts are described as “Short Duration Contracts” as opposed to life insurance, by the Securities and Exchange Commission. Our Company only issues short duration contracts. Below are two tables with our Company’s implementationreserve data for each reporting and operating segment. These tables are presented net of reinsurance. The first table reflects incurred claims development as of December 31, 2017, as well as the Solvency II technical provisions in its Lloyd’s Operations, our Company’s actuaries undertook a comprehensive review during 2012cumulative claims frequency and the total of Incurred But Not Reported (“IBNR”) liabilities and expected development on reported claims included within the historicalnet incurred claims emergence patternsamounts.  The second table reflects the cumulative paid claims development as of December 31, 2017.  The conversion of all non USD currencies amounts, for all linesaccident years, is in USD as of December 31, 2017.  

The information provided in our supplemental tables related to short duration contracts includes estimates.  Beginning in the 2016 calendar year, the Company implemented a process for the business underwritten through Syndicate 1221. As1221 that captures and retains more detailed incurred claim data to enable it to assign AY information as accurately and completely as possible using the data available. Prior to the 2016 calendar year, records for Syndicate 1221 were not available by individual AY, which impacts the presentation of our Int’l Insurance and, to a resultlimited extent, our Global Re supplemental tables for 2015 and prior reporting years.  For this 2017 calendar year report, we revised and improved the allocation process used in our 2016 presentation in relation to our Syndicate 1221 business.  For the 2016 calendar year report, we applied an allocation process using inception to date gross paid and case information through 2016 to extrapolate the data for reporting years 2012 through 2015 in our supplemental tables.  Upon further consideration, for 2017 reporting, the Company developed a process to allocate the Syndicate 1221 incurred claims to individual prior accident years using only data known as of the end of such calendar year.  

While the estimation process used in 2016 provided information regarding the systematic nature of loss emergence, the revised and improved process applied in the current calendar year more accurately reflects information on variability of loss emergence from period to period.  We believe that this process is more aligned with the objectives of this review, our Company updated the loss emergence patterns used to project ultimate losses

for all such lines of business, aligning these loss emergence factorsdisclosure, and aligns with the historical median. This causedfirst table of this Note 5, which summarizes the activity for our Company’s Reserves for Losses and LAE for the years ended December 31, 2017, 2016 and 2015.

In addition, due to the limitations of the data available for our Syndicate 1221 business, the supplemental tables below for our Int’l Insurance and GlobalRe reporting segments begin with the 2012 reporting year and will increase by one year until ten years are presented.

Claims frequency is based on claims posted in our Company’s data system as reported.  Generally, for most direct insurance and excess-of-loss assumed reinsurance, one claim count is posted for each claim. For assumed bordereau business and business written on binders, one claim count is posted for each bordereau received, which could account for multiple claims. Additionally, if the insured is covered for multiple years, a reductionclaim may be initially established in ultimate loss estimatesall potentially impacted policy years until the appropriate policy year is determined.

The information about incurred claims development and cumulative paid claims and Allocated Loss Adjustment Expense (“ALAE”), net of reinsurance, for all Lloyd’s Operations segments other than certain lines of businessthe years ended December 31, 2008 through 2016, is presented as unaudited supplementary information.  

Note that asbestos reserves are included in Property Casualtythe U.S. Marine operating segment which increased. The Lloyd’s Operations also experienced significant reserve redundancies in several large claims. The amount of reserve redundancies attributableyears prior to these settlements was $5.0 million, consisting of $4.1 million2007.

IBNR values shown in the following tables are the difference between the case reserves for reported losses and the estimated future payments for claims arising from the Marine business and $0.9 million from Professional Liability business. A summaryspecific accident period.  Our Company has always applied prudent claim reserving practices.  For a number of segments, this has resulted in case reserves for more mature accident years exceeding the future payments consistently. IBNR estimates will be negative where our history indicates such favorable future emergence is the best estimate.


 

U.S. Marine

 

 

 

 

 

 

 

 

 

Loss and ALAE, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands except # of reported claims

For the Years Ended December 31,

 

 

As of December 31,

2017

 

AY

2008

 

2009

 

2010

 

2011

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

Total IBNR

 

# of Reported Claims

 

2008

$

56,878

 

$

67,421

 

$

72,259

 

$

73,734

 

$

73,494

 

$

68,393

 

$

68,557

 

$

66,717

 

$

66,937

 

$

66,849

 

 

$

282

 

 

3,194

 

2009

 

 

 

 

62,556

 

 

59,278

 

 

56,052

 

 

50,501

 

 

48,366

 

 

49,571

 

 

51,783

 

 

50,874

 

 

51,537

 

 

 

205

 

 

2,323

 

2010

 

 

 

 

 

 

 

64,753

 

 

63,812

 

 

60,035

 

 

54,813

 

 

52,847

 

 

57,008

 

 

56,458

 

 

56,281

 

 

 

(224

)

 

2,007

 

2011

 

 

 

 

 

 

 

 

 

 

70,219

 

 

69,293

 

 

67,640

 

 

63,099

 

 

61,912

 

 

60,329

 

 

59,750

 

 

 

630

 

 

1,910

 

2012

 

 

 

 

 

 

 

 

 

 

 

 

 

85,275

 

 

87,606

 

 

72,219

 

 

68,841

 

 

70,337

 

 

70,887

 

 

 

(619

)

 

1,856

 

2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

61,356

 

 

57,865

 

 

51,748

 

 

54,381

 

 

56,319

 

 

 

144

 

 

1,814

 

2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

59,270

 

 

42,684

 

 

41,006

 

 

45,762

 

 

 

(377

)

 

1,927

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

61,106

 

 

51,864

 

 

50,331

 

 

 

5,148

 

 

2,187

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

53,011

 

 

48,791

 

 

 

12,748

 

 

2,352

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

54,061

 

 

 

23,327

 

 

1,986

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

560,568

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Marine

 

 

 

 

 

 

 

 

 

Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands

For the Years Ended December 31,

 

 

 

 

 

 

 

 

AY

2008

 

2009

 

2010

 

2011

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

 

 

 

 

 

 

2008

$

7,554

 

$

36,397

 

$

54,175

 

$

56,460

 

$

62,398

 

$

62,700

 

$

63,027

 

$

63,140

 

$

64,029

 

$

64,433

 

 

 

 

 

 

 

 

2009

 

 

 

 

12,947

 

 

29,266

 

 

35,449

 

 

41,650

 

 

43,450

 

 

46,033

 

 

46,894

 

 

49,573

 

 

50,191

 

 

 

 

 

 

 

 

2010

 

 

 

 

 

 

 

16,582

 

 

32,323

 

 

39,825

 

 

42,896

 

 

48,114

 

 

51,887

 

 

55,096

 

 

55,249

 

 

 

 

 

 

 

 

2011

 

 

 

 

 

 

 

 

 

 

14,955

 

 

39,821

 

 

48,850

 

 

52,408

 

 

56,955

 

 

57,929

 

 

58,558

 

 

 

 

 

 

 

 

2012

 

 

 

 

 

 

 

 

 

 

 

 

 

27,254

 

 

46,308

 

 

54,673

 

 

60,734

 

 

67,220

 

 

69,059

 

 

 

 

 

 

 

 

2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

17,831

 

 

35,471

 

 

41,488

 

 

47,162

 

 

51,466

 

 

 

 

 

 

 

 

2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,717

 

 

23,415

 

 

34,899

 

 

41,021

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

16,945

 

 

31,010

 

 

40,586

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

11,610

 

 

25,154

 

 

 

 

 

 

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

18,947

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

474,664

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net reserves < 2008

 

 

15,187

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Net reserves

 

$

101,091

 

 

 

 

 

 

 

 

 

U.S. Marine

 

 

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance

 

Years

1

 

2

 

3

 

4

 

5

 

6

 

7

 

8

 

9

 

10

 

U.S. Marine

 

27.7

%

 

31.8

%

 

16.7

%

 

8.4

%

 

7.7

%

 

3.3

%

 

2.2

%

 

1.9

%

 

1.3

%

 

0.6

%


 

U.S. P&C

 

 

 

 

 

Loss and ALAE, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands except # of reported claims

For the Years Ended December 31,

 

 

As of December 31,

2017

 

AY

2008

 

2009

 

2010

 

2011

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

Total IBNR

 

# of Reported Claims

 

2008

$

151,401

 

$

152,659

 

$

138,860

 

$

135,255

 

$

136,498

 

$

138,499

 

$

142,641

 

$

147,763

 

$

152,814

 

$

154,169

 

 

$

3,706

 

 

10,937

 

2009

 

 

 

 

127,237

 

 

129,613

 

 

130,860

 

 

135,984

 

 

141,186

 

 

146,321

 

 

147,036

 

 

150,294

 

 

149,622

 

 

 

6,143

 

 

8,515

 

2010

 

 

 

 

 

 

 

96,885

 

 

96,446

 

 

94,317

 

 

100,006

 

 

103,038

 

 

104,955

 

 

107,914

 

 

110,170

 

 

 

7,776

 

 

7,874

 

2011

 

 

 

 

 

 

 

 

 

 

79,832

 

 

78,093

 

 

86,557

 

 

89,666

 

 

90,613

 

 

98,238

 

 

100,461

 

 

 

12,051

 

 

6,450

 

2012

 

 

 

 

 

 

 

 

 

 

 

 

 

103,089

 

 

89,758

 

 

91,502

 

 

99,207

 

 

107,245

 

 

111,146

 

 

 

18,194

 

 

4,579

 

2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

139,517

 

 

125,952

 

 

129,100

 

 

137,298

 

 

149,409

 

 

 

20,569

 

 

3,898

 

2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

191,515

 

 

159,477

 

 

148,541

 

 

155,248

 

 

 

51,231

 

 

3,880

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

244,311

 

 

218,973

 

 

214,547

 

 

 

76,700

 

 

3,672

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

271,351

 

 

243,754

 

 

 

190,052

 

 

3,136

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

295,386

 

 

 

263,648

 

 

2,527

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

1,683,912

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. P&C

 

 

 

 

 

 

 

 

 

Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands

For the Years Ended December 31,

 

 

 

 

 

 

 

 

AY

2008

 

2009

 

2010

 

2011

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

 

 

 

 

 

 

2008

$

10,266

 

$

32,307

 

$

54,663

 

$

78,024

 

$

99,825

 

$

111,420

 

$

119,766

 

$

128,886

 

$

142,284

 

$

146,295

 

 

 

 

 

 

 

 

2009

 

 

 

 

11,245

 

 

33,049

 

 

55,773

 

 

86,736

 

 

110,648

 

 

123,981

 

 

129,461

 

 

136,636

 

 

138,829

 

 

 

 

 

 

 

 

2010

 

 

 

 

 

 

 

11,985

 

 

26,482

 

 

46,478

 

 

65,094

 

 

77,302

 

 

85,740

 

 

90,625

 

 

97,125

 

 

 

 

 

 

 

 

2011

 

 

 

 

 

 

 

 

 

 

3,630

 

 

14,579

 

 

30,359

 

 

46,638

 

 

58,489

 

 

70,486

 

 

79,682

 

 

 

 

 

 

 

 

2012

 

 

 

 

 

 

 

 

 

 

 

 

 

4,761

 

 

17,311

 

 

27,513

 

 

47,005

 

 

67,502

 

 

82,906

 

 

 

 

 

 

 

 

2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7,146

 

 

20,914

 

 

48,716

 

 

84,494

 

 

118,506

 

 

 

 

 

 

 

 

2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5,229

 

 

13,264

 

 

44,468

 

 

74,979

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,575

 

 

24,057

 

 

78,856

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

5,831

 

 

29,131

 

 

 

 

 

 

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

12,860

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

859,169

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net reserves < 2008

 

 

24,266

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Net reserves

 

$

849,009

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. P&C

 

 

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance

 

Years

1

 

2

 

3

 

4

 

5

 

6

 

7

 

8

 

9

 

10

 

U.S. P&C

 

5.0

%

 

10.9

%

 

17.1

%

 

18.6

%

 

15.7

%

 

10.0

%

 

5.7

%

 

5.5

%

 

5.1

%

 

2.6

%


 

U.S. Professional Liability

 

 

 

 

 

 

 

 

 

Loss and ALAE, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands except # of reported claims

For the Years Ended December 31,

 

 

As of December 31,

2017

 

AY

2008

 

2009

 

2010

 

2011

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

Total IBNR

 

# of Reported Claims

 

2008

$

34,346

 

$

38,449

 

$

39,130

 

$

35,844

 

$

37,603

 

$

37,939

 

$

37,497

 

$

37,620

 

$

41,766

 

$

43,003

 

 

$

875

 

 

770

 

2009

 

 

 

 

47,473

 

 

53,273

 

 

61,023

 

 

58,600

 

 

60,789

 

 

58,487

 

 

58,660

 

 

58,143

 

 

61,083

 

 

 

788

 

 

1,370

 

2010

 

 

 

 

 

 

 

52,302

 

 

64,020

 

 

68,375

 

 

75,619

 

 

74,535

 

 

86,787

 

 

85,348

 

 

86,164

 

 

 

932

 

 

1,431

 

2011

 

 

 

 

 

 

 

 

 

 

58,116

 

 

62,087

 

 

70,240

 

 

73,028

 

 

79,181

 

 

79,136

 

 

82,558

 

 

 

699

 

 

1,726

 

2012

 

 

 

 

 

 

 

 

 

 

 

 

 

61,196

 

 

54,480

 

 

57,097

 

 

55,917

 

 

58,344

 

 

58,563

 

 

 

2,254

 

 

2,175

 

2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

60,899

 

 

54,982

 

 

49,104

 

 

48,298

 

 

54,228

 

 

 

3,915

 

 

1,982

 

2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

50,020

 

 

35,870

 

 

39,826

 

 

42,060

 

 

 

5,255

 

 

2,017

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

31,659

 

 

30,764

 

 

31,088

 

 

 

8,721

 

 

1,674

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

41,673

 

 

36,650

 

 

 

12,608

 

 

1,806

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

51,708

 

 

 

44,396

 

 

1,902

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

547,105

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Professional Liability

 

 

 

 

 

 

 

 

 

Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands

For the Years Ended December 31,

 

 

 

 

 

 

 

 

AY

2008

 

2009

 

2010

 

2011

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

 

 

 

 

 

 

2008

$

1,880

 

$

15,288

 

$

25,042

 

$

30,581

 

$

34,902

 

$

35,206

 

$

35,598

 

$

37,175

 

$

42,056

 

$

42,046

 

 

 

 

 

 

 

 

2009

 

 

 

 

3,837

 

 

21,742

 

 

41,675

 

 

51,642

 

 

55,378

 

 

53,859

 

 

57,744

 

 

58,095

 

 

58,150

 

 

 

 

 

 

 

 

2010

 

 

 

 

 

 

 

2,981

 

 

23,147

 

 

46,868

 

 

54,019

 

 

59,765

 

 

82,013

 

 

84,511

 

 

84,529

 

 

 

 

 

 

 

 

2011

 

 

 

 

 

 

 

 

 

 

3,204

 

 

23,878

 

 

43,551

 

 

59,576

 

 

65,710

 

 

75,641

 

 

78,258

 

 

 

 

 

 

 

 

2012

 

 

 

 

 

 

 

 

 

 

 

 

 

3,855

 

 

22,635

 

 

35,681

 

 

44,028

 

 

49,675

 

 

54,728

 

 

 

 

 

 

 

 

2013

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,677

 

 

22,167

 

 

32,904

 

 

38,876

 

 

47,062

 

 

 

 

 

 

 

 

2014

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,304

 

 

14,371

 

 

29,392

 

 

35,114

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,257

 

 

11,249

 

 

18,428

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,382

 

 

18,687

 

 

 

 

 

 

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,682

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

439,684

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net reserves < 2008

 

 

881

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Net reserves

 

$

108,302

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Professional Liability

 

 

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance

 

Years

1

 

2

 

3

 

4

 

5

 

6

 

7

 

8

 

9

 

10

 

U.S. Professional Liability

 

5.8

%

 

30.6

%

 

25.9

%

 

13.7

%

 

9.2

%

 

8.9

%

 

3.3

%

 

1.4

%

 

5.7

%

 

0.0

%


 

Int'l Marine

 

 

 

 

 

 

 

 

 

Loss and ALAE, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands except # of reported claims

For the Years Ended December 31,

 

 

As of December 31,

2017

 

AY

 

 

 

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

Total IBNR

 

# of Reported Claims

 

2008

 

 

 

 

$

85,148

 

$

80,793

 

$

80,589

 

$

84,122

 

$

84,449

 

$

83,962

 

 

 

(135

)

 

5,733

 

2009

 

 

 

 

 

96,465

 

 

91,705

 

 

90,527

 

 

83,477

 

 

82,074

 

 

81,729

 

 

 

(265

)

 

5,045

 

2010

 

 

 

 

 

132,080

 

 

130,102

 

 

119,156

 

 

114,940

 

 

112,259

 

 

108,523

 

 

 

(428

)

 

5,129

 

2011

 

 

 

 

 

100,162

 

 

85,720

 

 

82,441

 

 

77,848

 

 

73,970

 

 

74,309

 

 

 

(500

)

 

4,643

 

2012

 

 

 

 

 

110,316

 

 

132,245

 

 

107,636

 

 

100,029

 

 

93,052

 

 

92,983

 

 

 

(1,224

)

 

4,908

 

2013

 

 

 

 

 

 

 

 

87,987

 

 

94,614

 

 

82,641

 

 

81,989

 

 

84,100

 

 

 

3,168

 

 

4,716

 

2014

 

 

 

 

 

 

 

 

 

 

 

104,397

 

 

117,974

 

 

116,899

 

 

119,767

 

 

 

(1,483

)

 

4,986

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

99,067

 

 

95,001

 

 

96,614

 

 

 

(1,913

)

 

7,400

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

88,388

 

 

95,584

 

 

 

8,335

 

 

9,114

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

107,915

 

 

 

32,198

 

 

7,385

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

945,486

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Int'l Marine

 

 

 

 

 

 

 

 

 

Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands

For the Years Ended December 31,

 

 

 

 

 

 

 

 

AY

 

 

 

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

 

 

 

 

 

 

2008

 

 

 

 

$

71,355

 

$

73,799

 

$

75,255

 

$

79,024

 

$

80,185

 

$

80,183

 

 

 

 

 

 

 

 

2009

 

 

 

 

 

66,388

 

 

70,553

 

 

73,321

 

 

76,783

 

 

77,487

 

 

78,772

 

 

 

 

 

 

 

 

2010

 

 

 

 

 

78,509

 

 

90,871

 

 

96,920

 

 

100,897

 

 

103,188

 

 

103,646

 

 

 

 

 

 

 

 

2011

 

 

 

 

 

45,896

 

 

59,341

 

 

63,778

 

 

68,702

 

 

69,672

 

 

70,022

 

 

 

 

 

 

 

 

2012

 

 

 

 

 

23,382

 

 

54,954

 

 

70,657

 

 

78,789

 

 

81,411

 

 

83,381

 

 

 

 

 

 

 

 

2013

 

 

 

 

 

 

 

 

23,731

 

 

46,552

 

 

58,687

 

 

64,859

 

 

67,730

 

 

 

 

 

 

 

 

2014

 

 

 

 

 

 

 

 

 

 

 

29,977

 

 

57,629

 

 

81,941

 

 

90,619

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

22,862

 

 

54,550

 

 

76,044

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

23,665

 

 

55,420

 

 

 

 

 

 

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

29,082

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

734,899

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net reserves < 2008

 

 

11,072

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Net reserves

 

$

221,659

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Int'l Marine

 

 

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance

 

Years

1

 

2

 

3

 

4

 

5

 

6

 

7

 

8

 

9

 

10

 

Int'l Marine

 

25.1

%

 

29.7

%

 

19.0

%

 

7.8

%

 

4.3

%

 

2.4

%

 

2.3

%

 

1.9

%

 

1.5

%

 

0.0

%


 

Int'l P&C

 

 

 

 

 

 

 

 

 

Loss and ALAE, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands except # of reported claims

For the Years Ended December 31,

 

 

As of December 31,

2017

 

AY

 

 

 

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

Total IBNR

 

# of Reported Claims

 

2008

 

 

 

 

$

37,256

 

$

34,428

 

$

34,495

 

$

33,877

 

$

41,536

 

$

41,472

 

 

$

67

 

 

913

 

2009

 

 

 

 

 

38,680

 

 

40,896

 

 

40,984

 

 

40,692

 

 

34,186

 

 

34,461

 

 

 

206

 

 

885

 

2010

 

 

 

 

 

43,096

 

 

42,527

 

 

41,922

 

 

42,196

 

 

42,822

 

 

42,613

 

 

 

309

 

 

1,089

 

2011

 

 

 

 

 

71,531

 

 

61,564

 

 

59,405

 

 

59,529

 

 

59,516

 

 

55,127

 

 

 

221

 

 

1,216

 

2012

 

 

 

 

 

45,693

 

 

37,520

 

 

36,444

 

 

32,472

 

 

32,622

 

 

33,075

 

 

 

152

 

 

1,358

 

2013

 

 

 

 

 

 

 

 

36,044

 

 

37,520

 

 

36,599

 

 

34,499

 

 

35,443

 

 

 

1,027

 

 

1,592

 

2014

 

 

 

 

 

 

 

 

 

 

 

27,829

 

 

22,787

 

 

20,997

 

 

16,449

 

 

 

(1,396

)

 

1,300

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

34,889

 

 

36,689

 

 

33,969

 

 

 

10

 

 

1,986

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

79,393

 

 

92,108

 

 

 

18,665

 

 

3,556

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

56,953

 

 

 

10,229

 

 

2,213

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

441,670

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Int'l P&C

 

 

 

 

 

 

 

 

 

Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands

For the Years Ended December 31,

 

 

 

 

 

 

 

 

AY

 

 

 

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

 

 

 

 

 

 

2008

 

 

 

 

$

38,275

 

$

39,489

 

$

39,869

 

$

40,398

 

$

40,249

 

$

40,333

 

 

 

 

 

 

 

 

2009

 

 

 

 

 

28,919

 

 

33,223

 

 

33,685

 

 

33,317

 

 

33,405

 

 

33,494

 

 

 

 

 

 

 

 

2010

 

 

 

 

 

35,192

 

 

40,880

 

 

43,429

 

 

41,102

 

 

41,204

 

 

41,691

 

 

 

 

 

 

 

 

2011

 

 

 

 

 

38,548

 

 

47,851

 

 

50,753

 

 

53,318

 

 

54,239

 

 

52,225

 

 

 

 

 

 

 

 

2012

 

 

 

 

 

13,238

 

 

21,578

 

 

27,084

 

 

30,135

 

 

31,332

 

 

31,596

 

 

 

 

 

 

 

 

2013

 

 

 

 

 

 

 

 

7,160

 

 

18,441

 

 

25,840

 

 

28,682

 

 

30,279

 

 

 

 

 

 

 

 

2014

 

 

 

 

 

 

 

 

 

 

 

3,902

 

 

9,015

 

 

13,232

 

 

16,805

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

6,845

 

 

18,436

 

 

29,624

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

26,190

 

 

55,749

 

 

 

 

 

 

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

15,019

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

346,815

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net reserves < 2008

 

 

825

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Net reserves

 

$

95,680

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Int'l P&C

 

 

 

 

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance

 

 

 

Years

1

 

2

 

3

 

4

 

5

 

6

 

7

 

8

 

9

 

10

 

 

 

Int'l P&C

 

25.0

%

 

32.4

%

 

26.5

%

 

13.0

%

 

4.3

%

 

-1.0

%

 

-1.5

%

 

0.9

%

 

-0.1

%

 

0.2

%

 

 


 

Int'l Professional Liability

 

 

 

 

 

 

 

 

 

Loss and ALAE, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands except # of reported claims

For the Years Ended December 31,

 

 

As of December 31,

2017

 

AY

 

 

 

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

Total IBNR

 

# of Reported Claims

 

2008

 

 

 

 

$

11,749

 

$

13,524

 

$

13,798

 

$

13,829

 

$

14,082

 

$

14,463

 

 

$

258

 

 

439

 

2009

 

 

 

 

 

16,661

 

 

17,225

 

 

17,365

 

 

17,016

 

 

16,020

 

 

15,988

 

 

 

758

 

 

624

 

2010

 

 

 

 

 

14,423

 

 

14,023

 

 

14,225

 

 

14,221

 

 

15,864

 

 

14,639

 

 

 

247

 

 

745

 

2011

 

 

 

 

 

15,390

 

 

18,125

 

 

19,429

 

 

8,923

 

 

6,989

 

 

12,823

 

 

 

1,769

 

 

665

 

2012

 

 

 

 

 

6,835

 

 

11,506

 

 

12,789

 

 

13,457

 

 

17,168

 

 

18,068

 

 

 

2,365

 

 

1,102

 

2013

 

 

 

 

 

 

 

 

10,218

 

 

4,099

 

 

14,532

 

 

15,748

 

 

16,842

 

 

 

1,607

 

 

1,174

 

2014

 

 

 

 

 

 

 

 

 

 

 

20,662

 

 

24,519

 

 

23,861

 

 

21,758

 

 

 

4,216

 

 

1,747

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

28,319

 

 

30,539

 

 

35,586

 

 

 

9,550

 

 

2,370

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

36,167

 

 

34,218

 

 

 

22,567

 

 

2,744

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

47,697

 

 

 

41,954

 

 

1,522

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

232,082

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Int'l Professional Liability

 

 

 

 

 

 

 

 

 

Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands

For the Years Ended December 31,

 

 

 

 

 

 

 

 

AY

 

 

 

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

 

 

 

 

 

 

2008

 

 

 

 

$

12,198

 

$

13,360

 

$

13,754

 

$

13,784

 

$

14,071

 

$

14,105

 

 

 

 

 

 

 

 

2009

 

 

 

 

 

8,954

 

 

10,901

 

 

12,983

 

 

14,008

 

 

14,331

 

 

14,918

 

 

 

 

 

 

 

 

2010

 

 

 

 

 

5,909

 

 

7,320

 

 

10,659

 

 

12,840

 

 

13,597

 

 

13,643

 

 

 

 

 

 

 

 

2011

 

 

 

 

 

1,221

 

 

2,038

 

 

2,994

 

 

4,087

 

 

4,677

 

 

16,642

 

 

 

 

 

 

 

 

2012

 

 

 

 

 

2,141

 

 

3,236

 

 

4,293

 

 

5,600

 

 

7,526

 

 

6,933

 

 

 

 

 

 

 

 

2013

 

 

 

 

 

 

 

 

733

 

 

2,285

 

 

3,078

 

 

9,478

 

 

13,906

 

 

 

 

 

 

 

 

2014

 

 

 

 

 

 

 

 

 

 

 

1,387

 

 

2,493

 

 

5,228

 

 

8,945

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,457

 

 

5,939

 

 

17,502

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,076

 

 

6,955

 

 

 

 

 

 

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2,024

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

115,573

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net reserves < 2008

 

 

274

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Net reserves

 

$

116,783

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Int'l Professional Liability

 

 

 

 

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance

 

 

 

Years

1

 

2

 

3

 

4

 

5

 

6

 

7

 

8

 

9

 

10

 

 

 

Int'l Professional

 

6.7

%

 

8.8

%

 

16.6

%

 

20.8

%

 

15.2

%

 

5.4

%

 

35.0

%

 

0.8

%

 

2.8

%

 

0.2

%

 

 


 

GlobalRe

 

 

 

 

 

 

 

 

 

Loss and ALAE, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands except # of reported claims

For the Years Ended December 31,

 

 

As of December 31,

2017

 

AY

 

 

 

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

Total IBNR

 

# of Reported Claims

 

2008

 

 

 

 

$

14,467

 

$

14,846

 

$

14,198

 

$

13,792

 

$

13,487

 

$

13,123

 

 

$

529

 

 

306

 

2009

 

 

 

 

 

11,247

 

 

11,381

 

 

11,267

 

 

10,516

 

 

10,567

 

 

10,406

 

 

 

53

 

 

200

 

2010

 

 

 

 

 

13,150

 

 

13,110

 

 

14,142

 

 

11,908

 

 

12,631

 

 

13,159

 

 

 

(54

)

 

201

 

2011

 

 

 

 

 

53,868

 

 

76,362

 

 

76,164

 

 

73,610

 

 

72,877

 

 

73,530

 

 

 

(438

)

 

769

 

2012

 

 

 

 

 

107,189

 

 

99,116

 

 

92,730

 

 

88,367

 

 

115,058

 

 

119,771

 

 

 

(815

)

 

1,456

 

2013

 

 

 

 

 

 

 

 

114,873

 

 

118,779

 

 

102,632

 

 

105,172

 

 

102,433

 

 

 

1,067

 

 

1,285

 

2014

 

 

 

 

 

 

 

 

 

 

 

119,379

 

 

142,058

 

 

121,716

 

 

118,255

 

 

 

5,062

 

 

1,070

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

101,764

 

 

91,767

 

 

94,428

 

 

 

6,897

 

 

896

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

88,543

 

 

90,755

 

 

 

15,972

 

 

749

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

129,150

 

 

 

60,576

 

 

428

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

765,010

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GlobalRe

 

 

 

 

 

 

 

 

 

Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net of Reinsurance

 

 

 

 

 

 

 

 

amounts in thousands

For the Years Ended December 31,

 

 

 

 

 

 

 

 

AY

 

 

 

 

2012

 

2013

 

2014

 

2015

 

2016

 

2017

 

 

 

 

 

 

 

 

2008

 

 

 

 

$

11,775

 

$

11,799

 

$

11,661

 

$

11,640

 

$

11,702

 

$

11,797

 

 

 

 

 

 

 

 

2009

 

 

 

 

 

8,694

 

 

8,930

 

 

9,060

 

 

10,018

 

 

10,133

 

 

10,133

 

 

 

 

 

 

 

 

2010

 

 

 

 

 

10,005

 

 

10,349

 

 

10,529

 

 

11,154

 

 

11,207

 

 

11,272

 

 

 

 

 

 

 

 

2011

 

 

 

 

 

43,450

 

 

71,138

 

 

71,816

 

 

72,102

 

 

72,246

 

 

72,414

 

 

 

 

 

 

 

 

2012

 

 

 

 

 

37,746

 

 

77,227

 

 

83,408

 

 

84,801

 

 

111,962

 

 

117,782

 

 

 

 

 

 

 

 

2013

 

 

 

 

 

 

 

 

53,476

 

 

82,701

 

 

90,721

 

 

98,484

 

 

100,059

 

 

 

 

 

 

 

 

2014

 

 

 

 

 

 

 

 

 

 

 

66,286

 

 

119,249

 

 

105,648

 

 

108,794

 

 

 

 

 

 

 

 

2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

41,660

 

 

64,527

 

 

76,973

 

 

 

 

 

 

 

 

2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

36,352

 

 

66,277

 

 

 

 

 

 

 

 

2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

43,663

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

$

619,164

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net reserves < 2008

 

 

2,504

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total Net reserves

 

$

148,350

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

GlobalRe

 

 

Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance

 

Years

1

 

2

 

3

 

4

 

5

 

6

 

7

 

8

 

9

 

10

 

GlobalRe

 

39.3

%

 

34.0

%

 

3.2

%

 

3.8

%

 

8.2

%

 

3.3

%

 

3.3

%

 

0.5

%

 

0.2

%

 

0.7

%


The reconciliation of the resulting prior period redundancies for each business within our Lloyd’s Operations by prior UWY is set forth below:

In thousands

  Marine   Property
Casualty
   Professional
Liability
   Total 

2010

  $3,492    $378    $1,157    $5,027  

2009

   14,792     4,170     6,072     25,034  

2008 and Prior

   12,451     2,342     2,333     17,126  
  

 

 

   

 

 

   

 

 

   

 

 

 

Total Redundancy

$30,735  $6,890  $9,562  $47,187  
  

 

 

   

 

 

   

 

 

   

 

 

 

Management believes thatnet incurred and paid claims development tables to the reservesReserve for losses and loss adjustment expenses are adequate to coverLAE in the ultimate costconsolidated statement of losses and loss adjustment expenses on reported and unreported claims. We continue to review our reserves on a regular basis.financial position is as follows:

 

Note 6.Ceded Reinsurance

 

 

Carried Reserves Reconciliation

 

amounts in thousands

 

As of December 31, 2017

 

 

 

Total Net Reserves

 

 

Reinsurance Recoverables on Unpaid Claims

 

 

Total Gross Reserves

 

  U.S. Marine

 

$

101,091

 

 

$

98,373

 

 

$

199,464

 

  U.S. P&C

 

 

849,009

 

 

 

371,651

 

 

 

1,220,660

 

  U.S. Professional Liability

 

 

108,302

 

 

 

49,650

 

 

 

157,952

 

  Int'l Marine

 

 

221,659

 

 

 

90,792

 

 

 

312,451

 

  Int'l P&C

 

 

95,680

 

 

 

126,365

 

 

 

222,045

 

  Int'l Professional Liability

 

 

116,783

 

 

 

55,393

 

 

 

172,176

 

  GlobalRe

 

 

148,350

 

 

 

17,541

 

 

 

165,891

 

Liabilities for Unpaid Claims and Claim Adjustment Expenses

 

$

1,640,874

 

 

$

809,765

 

 

$

2,450,639

 

Unallocated Claims Adjustment Expenses

 

 

 

 

 

 

 

 

 

 

64,269

 

Other

 

 

 

 

 

 

 

 

 

 

237

 

Total Gross Liability for Unpaid Claims and Claim Adjustment Expense

 

 

 

 

 

 

 

 

 

$

2,515,145

 

NOTE 6.  CEDED REINSURANCE

We utilize reinsurance principally to reduce our exposure on individual risks, to protect against catastrophic losses and to stabilize loss ratios and net underwriting results.  Although reinsurance makes the reinsurerReinsurers are liable to us to the extent the risk is transferred or ceded to the reinsurer,them. However, ceded reinsurance arrangements do not eliminate our obligation to pay claims to our policyholders.  Accordingly, we bear credit risk with respect to our reinsurers.

Our Company’s ceded earned premiums were $440.7 million, $456.0 million and $396.6 million for the years ended December 31, 2014, 2013 and 2012, respectively.

Our Company’s ceded incurred losses were $230.2 million, $188.7 million and $262.6 million for the years ended December 31, 2014, 2013 and 2012, respectively.

We have established a reserve for uncollectible reinsurance in the amount of $11.3 million as of December 31, 2014 and 2013, which was determined by considering reinsurer specific default risk as indicated by their financial strength ratings as well as additional default risk for Asbestos and Environmental related recoverables. Actual uncollectible reinsurance could exceed or be less than our estimate.

We are protected by various treaty and facultative reinsurance agreements.  Our exposure to credit risk from any one reinsurer is managed through diversification by reinsuring with a number of different reinsurers, principally in the United StatesU.S. and European reinsurance markets.   To meet our standards of acceptability, when the reinsurance is placed, aA reinsurer generally must have a rating from A.M. Best Company (“A.M. Best”) and/or S&P of “A” or better, or an equivalent financial strength if not rated, plus at least $500 million in policyholders’ surplus.surplus to meet our standards of acceptability.  Our Reinsurance Security Committee, which is part of our Enterprise Risk Management Finance and Credit Sub-Committee of our Board of Directors, monitors the financial strength of our reinsurers and the related reinsurance receivablesrecoverables and periodically reviews the list of acceptable reinsurers. The reinsurance is placed either directly by us or through reinsurance intermediaries. The reinsurance intermediaries are compensated by the reinsurers.

The credit quality distribution of our Company’s reinsurance recoverables of $1.1 billion as of December 31, 2014 for ceded paid and unpaid losses and LAE and ceded unearned premiums based on insurer financial strength ratings from A.M. Best or S&P were as follows:

In thousands

 Rating  Carrying
Value(2)
   Percent
of Total
 

A.M. Best Rating description(1):

     

Superior

 A++, A+  $575,205     50

Excellent

 A, A-   547,314     48

Very good

 B++, B+   8,483     1

Fair

 B, B-   —       0

Not rated

 NR   9,694     1
   

 

 

   

 

 

 

Total

$1,140,696   100
   

 

 

   

 

 

 

(1)-When an A.M. Best rating is unavailable, the equivalent S&P rating is used.
(2)-The carrying value is comprised of prepaid reinsurance premium as well as reinsurance recoverables on paid and unpaid losses which are net of the reserve for uncollectible reinsurance.

Our Company holds collateral of $202.0 million, which consists of $152.8 million in ceded balances payable, $43.1 million in letters of credit and $6.1 million of funds held and trust account balances, all of which are held by our Insurance Companies and Lloyd’s Operations. In total, the collateral represents 17.7% of the carrying value of the reinsurance recoverables. Collateral of $5.2 million or 53.6% of the carrying value is held for NR rated reinsurance recoverables.

The following table lists our Company’s 2010 largest reinsurers measured by the amount of total reinsurance recoverable for ceded losses and LAE and ceded unearned premium (constituting 75.7% of the total recoverable), together with the reinsurance recoverable and collateralrecoverables as of December 31, 2014,2017, and the reinsurers’ ratings from A.M. Best orand S&P:

 

 

Reinsurance Recoverables

 

 

 

 

 

 

 

 

 

In thousands

  Unearned
Premium
   Paid/Unpaid
Losses
   Total(1)   Collateral
Held
   A.M. Best  S&P

National Indemnity Company

  $25,202    $117,562    $142,764    $22,069    A++  AA+

 

Unearned

 

 

Paid/Unpaid

 

 

 

 

 

 

Collateral

 

 

 

 

 

amounts in thousands

 

Premium

 

 

Losses (1)

 

 

Total

 

 

Held

 

 

A.M. Best

 

S&P

Everest Reinsurance Company

   21,573     75,063     96,636     7,326    A+  A+

 

 

29,333

 

 

 

90,005

 

 

 

119,338

 

 

 

9,564

 

 

A+

 

A+

Swiss Reinsurance America Corporation

   22,815     73,305     96,120     14,587    A+  AA-

 

 

18,987

 

 

 

71,062

 

 

 

90,049

 

 

 

8,069

 

 

A+

 

AA-

National Indemnity Company

 

 

5,770

 

 

 

61,413

 

 

 

67,183

 

 

 

5,423

 

 

A++

 

AA+

Transatlantic Reinsurance Company

   11,916     74,072     85,988     4,038    A  A+

 

 

8,587

 

 

 

50,487

 

 

 

59,074

 

 

 

2,588

 

 

A+

 

A+

Munich Reinsurance America Inc.

   11,366     58,768     70,134     5,539    A+  AA-

 

 

10,991

 

 

 

46,751

 

 

 

57,742

 

 

 

5,171

 

 

A+

 

AA-

Allied World Reinsurance

   9,048     37,088     46,136     1,666    A  A

 

 

6,511

 

 

 

32,422

 

 

 

38,933

 

 

 

1,637

 

 

A

 

A-

Lloyd’s Syndicate #2003

   4,399     35,123     39,522     5,191    A  A+

Partner Reinsurance Europe

   10,986     25,409     36,395     16,052    A+  A+

Aspen Insurance UK Ltd.

 

 

8,921

 

 

 

29,093

 

 

 

38,014

 

 

 

8,775

 

 

A

 

A

Employers Mutual Casualty Company

   11,928     21,851     33,779     10,935    A  NR

 

 

12,096

 

 

 

22,509

 

 

 

34,605

 

 

 

11,172

 

 

A

 

NR

Scor Global P&C SE

   10,190     17,572     27,762     5,558    A  A+

 

 

5,938

 

 

 

25,228

 

 

 

31,166

 

 

 

6,393

 

 

A+

 

AA-

Ace Property and Casualty Insurance Company

   11,165     12,741     23,906     2,907    A++  AA

Tower Insurance Company

   —       21,509     21,509     2,455    A-  NR

Aspen Insurance UK Ltd.

   8,928     11,227     20,155     4,869    A  A

Ironshore Indemnity Inc.

   6,234     13,395     19,629     8,645    A ��NR

Validus Reinsurance Ltd.

   2,020     16,873     18,893     10,975    A  A

Atlantic Specialty Insurance

   2,542     15,812     18,354     —      A  A-

QBE Reinsurance Corp

   2,636     15,539     18,175     —      A  A+

National Union Fire Ins.

   8,067     8,459     16,526     6,158    A  A+

Endurance Reinsurance Corporation

   5,695     9,936     15,631     1,337    A  A

Odyssey American Reinsurance Corporation

   3,506     11,650     15,156     1,604    A  A-
  

 

   

 

   

 

   

 

     

Top 20

$190,216  $672,954  $863,170  $131,911  

Partner Reinsurance Europe

 

 

5,257

 

 

 

25,472

 

 

 

30,729

 

 

 

11,408

 

 

A

 

A+

Top 10 Reinsurers

 

 

112,391

 

 

 

454,442

 

 

 

566,833

 

 

 

70,200

 

 

 

 

 

Others

 47,635   229,891   277,526   70,065  

 

 

116,178

 

 

 

427,817

 

 

 

543,995

 

 

 

110,464

 

 

 

 

 

  

 

   

 

   

 

   

 

     

Total

$237,851  $902,845  $1,140,696  $201,976  

 

 

228,569

 

 

 

882,259

 

 

 

1,110,828

 

 

 

180,664

 

 

 

 

 

  

 

   

 

   

 

   

 

     

 

(1) - Net of reserve for uncollectible reinsurance of approximately $11.3$12.6 million.


Our Company holds reserves for uncollectible reinsurance in the amounts of $12.6 million and $12.1 million as of December 31, 2017 and 2016, respectively. This reserve is determined by reinsurer specific default risk as indicated by their financial strength ratings as well as additional default risk for asbestos and environmental related recoverables. Actual uncollectible reinsurance could exceed or be less than our reserve balance. The increase in our reserves for uncollectible reinsurance as compared to 2016 is driven primarily by one of our reinsurers having been placed in liquidation by the State of California. We continue to monitor the liquidation process and assess our potential exposure.

Approximately 21%Our Company holds collateral of the collateral held$180.7 million, which consists of $136.4 million in ceded balances payable, $41.3 million in letters of credit obtained from reinsurers in accordance with New York Insurance Regulation Nos. 20 and 133. Regulation 20 requires collateral$3.0 million of funds held as trust account balances.   NIC and NSIC are required to be held by the ceding companycollateralize reinsurance obligations due to us from reinsurers not licensed in New York State in order for the ceding company to take credit for the reinsurance recoverables on its statutory balance sheet. The specific requirements governing the lettersauthorized by their respective states of credit are contained in Regulation 133 and include a clean and unconditional letter of credit and an “evergreen” clause which prevents the expiration of the letter of credit without due notice to our Company. Only banks considered qualified by the National Association of Insurance Commissioners (“NAIC”) may be deemed acceptable issuers of letters. In addition, based on our credit assessment of the reinsurer, there are certain instances where we require collateral from a reinsurer even if the reinsurer is licensed in New York State, generally applying the requirements of Regulation No. 133. The contractual terms of the letters of credit require that access to the collateral is unrestricted. In the event that the counterparty to our collateral would be deemed not qualified by the NAIC, the reinsurer would be required by agreement to replace such collateral with acceptable security under the reinsurance agreement. There is no assurance, however, that the reinsurer would be able to replace the counterparty bank in the event such counterparty bank becomes unqualified and the reinsurer experiences significant financial deterioration. Under such circumstances, we could incur a substantial loss from uncollectible reinsurance from such reinsurer. In November 2010, Regulation No. 20 was amended to provide the New York Superintendent of Financial Services (the “New York Superintendent”) discretion to allow a reduction in collateral that qualifying reinsurers must post in order for New York domestic ceding insurers such as Navigators Insurance Company and Navigators Specialty Insurance Company to receive full financial statement credit. The “collateral required” percentages range from 0% – 100%, are based upon the New York Superintendent’s evaluation of a number of factors, including the reinsurer’s financial strength ratings, and apply to contracts entered into, renewed or having an anniversary date on or after January 1, 2011. In November 2011, the NAIC adopted similar amendments to its Credit for Reinsurance Model Act that would apply to certain non-U.S. reinsurers. States will have the option to retain a 100% funding requirement if they so choose and it remains to be seen whether and when states will amend their credit for reinsurance laws and regulations in accordance with such model act.

As of December 31, 2014, the reinsurance recoverables for paid and unpaid losses due from reinsurers in connection with all catastrophic losses was $43.3 million. Included in this figure is $25.4 million for Superstorm Sandy and $7.3 million for the 2008 Hurricanes. As of December 31, 2013, the reinsurance recoverables for paid and unpaid losses due from reinsurers in connection with all catastrophic losses was $46.5 million. Included in this figure is $30.7 million for Superstorm Sandy and $3.3 million for the 2008 Hurricanes.domicile.

The following table summarizes the components of Net Written Premium:

 

 

Years Ended December 31,

 

  Year Ended December 31, 

In thousands

  2014   2013   2012 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Direct

  $1,184,538    $1,127,331    $1,034,658  

 

$

1,489,422

 

 

$

1,403,865

 

 

$

1,277,728

 

Assumed

   247,815     243,187     251,807  

 

 

223,843

 

 

 

165,046

 

 

 

175,774

 

Ceded

   (432,215   (482,596   (452,810

 

 

(441,935

)

 

 

(382,687

)

 

 

(409,642

)

  

 

   

 

   

 

 

Net Written Premiums

$1,000,138  $887,922  $833,655  

 

$

1,271,330

 

 

$

1,186,224

 

 

$

1,043,860

 

  

 

   

 

   

 

 

The following table summarizes the components of Net Earned Premium:

 

 

Years Ended December 31,

 

  Year Ended December 31, 

In thousands

  2014   2013   2012 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Direct

  $1,133,336    $1,069,677    $972,844  

 

$

1,425,582

 

 

$

1,330,265

 

 

$

1,223,840

 

Assumed

   243,215     228,247     205,759  

 

 

187,609

 

 

 

171,978

 

 

 

175,153

 

Ceded

   (440,656   (455,985   (396,639

 

 

(426,771

)

 

 

(401,898

)

 

 

(414,906

)

  

 

   

 

   

 

 

Net Earned Premiums

$935,895  $841,939  $781,964  

 

$

1,186,420

 

 

$

1,100,345

 

 

$

984,087

 

  

 

   

 

   

 

 

The following table summarizes the components of Net Losses and LAE incurred:Incurred:

 

 

Years Ended December 31,

 

  Year Ended December 31, 

In thousands

  2014   2013   2012 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Direct

  $631,730    $552,381    $608,945  

 

$

938,640

 

 

$

795,414

 

 

$

703,361

 

Assumed

   143,681     155,313     151,137  

 

 

148,606

 

 

 

87,995

 

 

 

97,947

 

Ceded

   (230,182   (188,733   (262,649

 

 

(280,981

)

 

 

(217,961

)

 

 

(228,710

)

  

 

   

 

   

 

 

Net Losses and LAE

$545,229  $518,961  $497,433  

 

$

806,265

 

 

$

665,448

 

 

$

572,598

 

  

 

   

 

   

 

 

Note 7.Income Taxes

NOTE 7.  DEBT

Credit Facilities

On November 4, 2016, NUAL entered into an Australian Dollar credit facility, which was subsequently amended on October 30, 2017, with Barclays Bank PLC. Letter of Credit commissions are payable under this facility at a rate of 1.55% per annum.  The facility may be cancelled by either party after providing written notice.  This credit facility contains customary covenants for facilities of this type, including a restriction on future encumbrances that are outside the ordinary course of business, and a requirement to maintain at least £75.0 million of Funds at Lloyd’s. As of December 31, 2017, letters of credit with an aggregate face amount of 24.0 million Australian Dollars were outstanding under the credit facility, and our Company was in compliance with all covenants.

On November 7, 2016, we entered into a credit facility agreement with ING Bank N.V., London Branch, individually and as Administrative Agent for a syndicate of lenders (the “Club Facility”), which is secured by all the common stock of NIC and requires us to maintain at least forty percent of the outstanding amounts under such facility as Funds at Lloyd’s. The Club Facility has two tranches with one tranche extending a $140.0 million commitment and the other tranche extending a £60.0 million commitment. In addition, in order to support the increased underwriting capacity of the Syndicate for the 2017 UWY, we amended the $25.0 million credit facility with ING Bank N.V., London Branch, dated November 20, 2015, on November 7, 2016, to extend the term for an additional two years (the “Bilateral Facility”). Both of these facilities, as well as the November 4, 2016 facility, are used to fund underwriting obligations at Lloyd’s for the 2017 UWY, as well as open prior UWYs.


The Bilateral Facility is a non-committed facility which has an applicable fee rate ranging from 0.85% to 1.20% per annum based upon our Company’s S&P rating. For the Club Facility the applicable fee rate payable ranges from 0.95% to 1.60% per annum based on a tiered schedule that is based on our then-current financial strength ratings issued by S&P and A.M. Best and the amount of our own collateral utilized to fund our participation in the Syndicate.  If any letters of credit remain outstanding under these facilities after December 31, 2018, we would be required to post additional collateral to secure the remaining letters of credit.  As of December 31, 2017, letters of credit with an aggregate face amount of $125.0 million and £60.0 million were outstanding under the Club Facility and we had an aggregate of $1.1 million of cash collateral posted.  As of December 31, 2017 there were letters of credit with a face amount of $25.0 million outstanding under the Bilateral Facility.

The Bilateral and Club Facilities contain customary covenants for facilities of this type, including restrictions on indebtedness and liens, limitations on mergers, dividends and the sale of assets, and requirements as to maintaining certain consolidated tangible net worth, statutory surplus and other financial ratios. These credit facilities also provide for customary events of default, including failure to pay principal, interest or fees when due, failure to comply with covenants, any representation or warranty made by our Company being false in any material respect, default under certain other indebtedness, certain insolvency or receivership events affecting our Company and our subsidiaries, the occurrence of certain material judgments, or a change in control of our Company.  As of December 31, 2017, our Company was in compliance with all covenants.  

Senior notes

On October 4, 2013, our Company completed a public debt offering of $265.0 million principal amount of the 5.75% Senior notes due on October 15, 2023 and received net proceeds of $263.3 million. Our Company used a portion of the proceeds for the redemption of the 7.0% Senior notes due May 1, 2016 (“7.0% Senior notes”), as well as a $17.9 million call premium in connection with the redemption of the 7.0% Senior notes.  The unamortized discount as of December 31, 2017 and 2016 was $1.1 million and $1.3 million, respectively.

The interest rate payable on the 5.75% Senior notes is subject to a tiered adjustment based on defined changes in our Company’s debt ratings. Our Company may redeem the 5.75% Senior notes in whole at any time or in part from time to time at a make-whole redemption price. The 5.75% Senior notes are our Company’s only senior unsecured obligation and will rank equally with future senior unsecured indebtedness.

The terms of the 5.75% Senior notes contain various restrictive business and financial covenants, including a restriction on indebtedness, and other restrictions typical for debt obligations of this type, including limitations on mergers, liens and dispositions of the Common stock of certain subsidiaries.  As of December 31, 2017, our Company was in compliance with all such covenants.

NOTE 8.  COMMITMENT AND CONTINGENCIES

Rental Commitments

Future minimum annual rental commitments as of December 31, 2017 under various non-cancellable operating leases for our office facilities, which expire at various dates through 2031, are as follows:

Rental Commitments for Years Ended December 31,

 

amounts in thousands

 

 

 

 

2018

 

$

12,075

 

2019

 

 

11,469

 

2020

 

 

11,395

 

2021

 

 

10,315

 

2022

 

 

9,654

 

2023-2031

 

 

36,296

 

Total Minimum Operating Lease Payments

 

$

91,204

 

We are also liable for additional payments to the landlords for certain annual cost increases. Rent expense for the years ended December 31, 2017, 2016 and 2015 was $13.2 million, $13.2 million and $12.9 million, respectively.

Legal Contingencies

In the ordinary course of conducting business, our Parent Company’s subsidiaries are involved in various legal proceedings.  Most of these proceedings consist of claims litigation involving our Parent Company’s subsidiaries as either: (a) liability insurers defending or providing indemnity for third party claims brought against insureds or (b) insurers defending first party coverage claims brought


against them.  In general, our Company believes we have valid defenses to these cases. Our Company’s management believes that the ultimate liability, if any, with respect to these legal proceedings, after consideration of provisions made for potential losses and cost of defense, will not be material to our Company’s Consolidated Balance Sheets, Statements of Income and Statements of Cash Flows

Share Purchase Agreement

On December 15, 2017, our Company entered into a Share Purchase Agreement with Ackermans & van Haaren NV, a Belgian limited liability company (“AvH”), SIPEF NV, a Belgian limited liability company (“SIPEF”), Mr. Jozef Gielen, an individual (“Gielen”), and Kapimar Comm.V, a Belgian limited liability company (collectively the “Sellers”), pursuant to which our Company agreed to purchase all of the shares of Bracht, Deckers & Mackelbert NV, an insurance underwriting agency organized under the laws of Belgium (“BDM”), and Assurances Continentales – Continentale Verzekeringen NV, an insurance company licensed under the laws of Belgium (“ASCO”).  In the proposed transaction, our Company will also acquire Canal Re S.A., a reinsurance company licensed under the laws of the Grand Duchy of Luxembourg and a wholly-owned subsidiary of ASCO (“Canal Re”). As aggregate consideration for the purchase of the shares of BDM and ASCO, our Company will pay EUR 35 million (which is approximately USD $42 million, based on the exchange rate as of December 31, 2017) in cash at the closing of the transaction, which is subject to the satisfaction or waiver of customary closing conditions, including among other things, regulatory approvals from the National Bank of Belgium with respect to the transfer of ASCO shares and from the Luxembourg Insurance Commission with respect to the indirect transfer of the shares of Canal Re.  

The Purchase Agreement may be terminated under certain circumstances, including (i) by either our Company or Sellers due to a failure to obtain the necessary regulatory approvals noted above on or before May 31, 2018; or (ii) by either our Company or Sellers if the other party has failed to fulfill its specified conditions to closing the transaction on or before the scheduled date of the closing. In the event that the specified conditions to closing for the Sellers are otherwise satisfied and the Sellers terminate the Purchase Agreement due to a failure by our Company to fulfill its specified conditions to closing, our Company is required to pay the Sellers a termination fee equal to EUR 5 million, (which is approximately USD $6 million, based on the exchange rate as of December 31, 2017). In the event that the specified conditions to closing for our Company are otherwise satisfied and our Company terminates the Purchase Agreement due to a failure by a Seller to fulfill its specified conditions to closing, such Seller is required to pay our Company a termination fee equal to EUR 10 million, (which is approximately USD $12 million, based on the exchange rate as of December 31, 2017). Additionally, the Sellers have agreed to reimburse the Purchaser up to EUR 5 million, (which is approximately USD $6 million, based on the exchange rate as of December 31, 2017) in the event of adverse development of claims incurred prior to December 31, 2016 as measured on December 31, 2019.

Guarantees

On February 16, 2017, our Company entered into a Guarantee, pursuant to which it guaranteed all of the liabilities and obligations of NIIC (the “Guarantee”), to facilitate the issuance of a financial strength rating to NIIC by A.M. Best. The Guarantee would remain effective until all of such liabilities and obligations are discharged, and in the event that our Company does not meet its obligations under the Guarantee, any person who is covered by an insurance policy, certificate of coverage or reinsurance contract issued by NIIC would be a third party beneficiary under the Guarantee.  Our Company’s obligations under the Guarantee may be terminated by providing twelve months prior written notice to NIIC. However the obligations of our Company under the Guarantee terminate immediately in the event that (i) the majority of the outstanding voting capital stock in NIIC is sold to any non-affiliated entity; (ii) A.M. Best confirms that NIIC would receive the same financial strength rating as NIC or NSIC, without the benefit of the Guarantee; or (iii) NIIC withdraws its request to be rated by A.M. Best, provided that NIIC has not been downgraded within the prior twelve months.

State Loan and Grant Contingencies

In 2013, the State of Connecticut (“the State”) awarded our Company up to $11.5 million ($8.0 million in loans and $3.5 million in grants) to move our corporate headquarters to Stamford, Connecticut.  The loan is non-interest bearing has a term of 10 years and is subject to forgiveness based on our compliance with certain conditions set forth in the agreement with the State.  The amount of the loan to be received is dependent on our Company reaching certain milestones for creation of new jobs over a five-year period, and the funds are to be used to offset certain equipment purchases, facility costs, training of employees and other eligible project-related costs.  As of December 31, 2017, our Company received $9.9 million of the award ($7.5 million in loans and $2.4 million of the grant) and earned a loan forgiveness credit of $7.0 million with the State. Our Company is recognizing the amount of loan and grants received over the period in which offsetting expenses are recognized. Our Company recognized $1.3 million, $1.4 million and $1.4 million for the years ended December 31, 2017, 2016 and 2015.  As of December 31, 2017 and December 31, 2016, our Company has deferred revenue of $4.4 million and $4.8 million, respectively, which is included in Other liabilities on the Consolidated Balance Sheets.


NOTE 9.  INCOME TAXES

Our Company is subject to the tax laws and regulations of the United States (“U.S.”) and the foreign countries in which it operates.  Our Company files a consolidated U.S. Federal tax return, which includes all domestic subsidiaries and the U.K. Branch.  The income from the foreign operations is designated as either U.S. connected income or non-U.S. connected income.  Lloyd’s is required to pay U.S. income tax on U.S. connected income written by Lloyd’s syndicates. Lloyd’s and the Internal Revenue Service (“IRS”) have entered into an agreement whereby the amount of tax due on U.S. connected income is calculated by Lloyd’s and remitted directly to the IRS.  These amounts are then charged to the corporate member in proportion to its participation in the relevant syndicates. Our Company’s corporate member is subject to this agreement and receives U.K. tax credits in the U.K. for any U.S. income tax incurred up to the U.K. income tax charged on the U.S. connected income.  The non-U.S. connected insurance income would generally constitute taxable income under the Subpart F income section of the U.S. Internal Revenue Code (“Subpart F”) since less than 50% of Syndicate 1221’sthe Syndicate’s  premiums are derived within the U.K. and would therefore be subject to U.S. taxation when the Lloyd’s year of account closes.  Taxes are accrued at a 35% rate on our Company’s foreign source insurance income and foreign tax credits, where available, are utilized to offset U.S. tax as permitted.  Our Company’s effective tax rate for the Syndicate 1221 taxable income could substantially exceed 35% to the extent our Company is unable to offset U.S. taxes paid under Subpart F tax regulations with U.K. tax credits on future underwriting year distributions.  U.S. taxesOur Company’s undistributed foreign earnings are not accruedintended to be permanently reinvested.  As a result of the Tax Act’s one-time Transition Tax on the earnings of foreign subsidiaries, as of December 31, 2017 our Company’s foreign agenciesCompany expects the unrecognized deferred tax liability attributable to indefinitely reinvested earnings to be immaterial.  

On December 22, 2017, the President signed the Tax Act. The Tax Act, among other things, lowered the U.S. corporate income tax rate from 35% to 21% effective January 1, 2018. Consequently, we revalued our net deferred tax assets as these earningsof December 31, 2017 by $17.1 million to reflect the estimated impact of the Tax Act. As a result of the Tax Act we are subject to the active financing exceptionTransition Tax and we anticipate incurring a one-time adjustment of approximately $2.6 million due to the tax on previously untaxed accumulated and current earnings and profits on certain foreign subsidiaries.  In computing taxable income, P&C insurers reduce underwriting income by loss and loss adjustment expenses incurred. The deduction for losses incurred is discounted for tax at the interest rates and for the loss payment patterns prescribed by the U.S. Treasury. The Tax Act changes the prescribed interest rates to rates based on corporate bond yield curves and extends the applicable time periods for the loss payment pattern. These changes are effective for tax years beginning after 2017 and are subject to a transition rule that spreads the additional tax payment from the amount determined by applying these changes over the subsequent eight years beginning in 2018. This item is a taxable temporary difference and has no direct impact on total tax expense for 2017 and future years. While we have substantially completed our provisional analysis of the income tax effects of the Tax Act and recorded a reasonable estimate of such effects, including but not includablelimited to, the re-measurement of deferred tax assets (liabilities), future discounting for loss reserves and the Transition Tax, the net one-time charge related to the Tax Act may differ, possibly materially, due to further refinement of our calculations, changes in interpretations and assumptions that we have made, additional guidance that may be issued by the U.S. Government, and actions and related accounting policy decisions we may take as Subpart F income. Certain provisionsa result of Subpart F expired for years after December 31, 2014; therefore, these earningsthe Tax Act. We will complete our analysis over a one-year measurement period, as described in SAB 118, and any adjustments during this measurement period will be taxableincluded in net earnings from continuing operations as an adjustment to income tax expense in the U.S. at the 35% tax rate beginning January 1, 2015.reporting period when such adjustments are determined.

The components of current and deferred income tax expense (benefit) are as follows:

 

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Current income tax expense (benefit):

      

Federal and foreign

  $27,290    $23,703    $39,242  

State and local

   1,036     446     146  
  

 

 

   

 

 

   

 

 

 

Subtotal

 28,326   24,149   39,388  
  

 

 

   

 

 

   

 

 

 

Deferred income tax expense (benefit):

Federal and foreign

 16,881   4,658   (11,414

State and local

 —     —     —    
  

 

 

   

 

 

   

 

 

 

Subtotal

 16,881   4,658   (11,414
  

 

 

   

 

 

   

 

 

 

Total income tax expense (benefit)

$45,207  $28,807  $27,974  
  

 

 

   

 

 

   

 

 

 

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Current Income Tax Expense (Benefit):

 

 

 

 

 

 

 

 

 

 

 

 

Federal and Foreign

 

$

42,427

 

 

$

39,900

 

 

$

27,937

 

State and Local

 

 

764

 

 

 

638

 

 

 

1,476

 

Subtotal

 

$

43,191

 

 

$

40,538

 

 

$

29,413

 

Deferred Income Tax Expense (Benefit):

 

 

 

 

 

 

 

 

 

 

 

 

Federal and Foreign

 

$

(8,879

)

 

$

(5,755

)

 

$

7,004

 

State and local

 

 

 

 

 

 

 

 

 

Subtotal

 

$

(8,879

)

 

$

(5,755

)

 

$

7,004

 

Total Income Tax Expense (Benefit)

 

$

34,312

 

 

$

34,783

 

 

$

36,417

 


A reconciliation of total income taxes applicable topre-tax pre‑tax operating income and the amounts computed by applying the federal statutory income tax rate to thepre-tax pre‑tax operating income were as follows:

 

   Year Ended December 31, 

In thousands

  2014  2013  2012 

Computed expected tax expense

  $49,187    35.0 $32,299    35.0 $32,109    35.0

Tax-exempt interest

   (4,771  -3.4  (3,839  -4.2  (4,443  -4.8

Dividends received deduction

   (1,257  -0.9  (897  -1.0  (799  -0.9

Proration of DRD and Tax-exempt interest

   904    0.6  710    0.8  786    0.9

Current state and local income taxes, net of federal income tax deduction

   674    0.5  290    0.3  95    0.1

Other

   470    0.3  244    0.3  226    0.2
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

Actual tax expense and rate

$45,207   32.2$28,807   31.2$27,974   30.5
  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

  

 

 

 

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Computed Expected Tax Expense

 

$

26,182

 

 

 

35.0

%

 

$

41,128

 

 

 

35.0

%

 

$

41,116

 

 

 

35.0

%

Tax-Exempt Interest

 

 

(5,394

)

 

 

(7.2

%)

 

 

(4,559

)

 

 

(3.9

%)

 

 

(4,987

)

 

 

(4.2

%)

Dividends Received Deduction

 

 

(4,689

)

 

 

(6.3

%)

 

 

(3,812

)

 

 

(3.2

%)

 

 

(2,086

)

 

 

(1.8

%)

Proration of DRD and Tax-Exempt Interest

 

 

1,512

 

 

 

2.0

%

 

 

1,256

 

 

 

1.1

%

 

 

1,061

 

 

 

0.9

%

Current State and Local Income Taxes, Net of

   Federal Income Tax Deduction

 

 

497

 

 

 

0.7

%

 

 

415

 

 

 

0.4

%

 

 

959

 

 

 

0.8

%

Stock Compensation Fair Market Value

 

 

(5,027

)

 

 

(6.7

%)

 

N/A

 

 

N/A

 

 

N/A

 

 

N/A

 

Change in Valuation Allowance

 

 

1,182

 

 

 

1.6

%

 

 

 

 

 

 

 

 

 

 

 

 

Deferred Tax Expense due to Tax Law Changes

 

 

17,107

 

 

 

22.9

%

 

N/A

 

 

N/A

 

 

N/A

 

 

N/A

 

Transition Tax

 

 

2,587

 

 

 

3.5

%

 

N/A

 

 

N/A

 

 

N/A

 

 

N/A

 

Other

 

 

355

 

 

 

0.4

%

 

 

355

 

 

 

0.2

%

 

 

354

 

 

 

0.3

%

Actual Tax Expense and Rate

 

$

34,312

 

 

 

45.9

%

 

$

34,783

 

 

 

29.6

%

 

$

36,417

 

 

 

31.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

N/A - Not applicable

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

The tax effects of cumulative temporary differences that give rise to federal, foreign, state and local deferred tax assets and deferred tax liabilities were as follows:

 

   December 31, 

In thousands

  2014   2013 

Deferred tax assets:

    

Loss reserve discount

  $24,820    $27,822  

Unearned premiums

   29,080     25,706  

Compensation related

   10,586     6,782  

State and local net deferred tax assets

   777     555  

Other

   1,834     3,889  
  

 

 

   

 

 

 

Total gross deferred tax assets

 67,097   64,754  

Less: Valuation allowance

 (777 (555
  

 

 

   

 

 

 

Total deferred tax assets

$66,320  $64,199  
  

 

 

   

 

 

 

Deferred tax liabilities:

Net unrealized gains/losses on securities

 (24,832 (9,119

Deferred acquisition costs

 (22,120 (19,258

Lloyd’s year of account deferral

 (13,578 (4,381

Net unrealized foreign exchange

 (4,470 (3,516

Other

 (2,787 (4,119
  

 

 

   

 

 

 

Total deferred tax liabilities

$(67,787$(40,393
  

 

 

   

 

 

 

Net deferred income tax asset (liability)

$(1,467$23,806  
  

 

 

   

 

 

 

 

 

December 31,

 

amounts in thousands

 

2017

 

 

2016

 

Deferred Tax Assets:

 

 

 

 

 

 

 

 

Loss Reserve Discount

 

$

20,425

 

 

$

25,420

 

Unearned Premiums

 

 

24,352

 

 

 

33,886

 

Compensation Related

 

 

8,462

 

 

 

15,288

 

Lloyd's Year of Account Deferral

 

 

9,400

 

 

 

 

State and Local Net Deferred Tax Assets

 

 

616

 

 

 

699

 

Net Currency Translation Adjustments

 

 

2,084

 

 

 

5,363

 

Other

 

 

152

 

 

 

3,618

 

Total Gross Deferred Tax Assets

 

$

65,491

 

 

$

84,274

 

Less:  Valuation Allowance

 

 

(1,798

)

 

 

(699

)

Total Deferred Tax Assets

 

$

63,693

 

 

$

83,575

 

Deferred Tax Liabilities:

 

 

 

 

 

 

 

 

Loss Reserve Discount - (Transition Rule)

 

$

(5,066

)

 

$

 

Net Unrealized Gains/Losses on Securities

 

 

(8,708

)

 

 

(10,142

)

Deferred Acquisition Costs

 

 

(20,670

)

 

 

(29,401

)

Lloyd's Year of Account Deferral

 

 

 

 

 

(15,471

)

Net Unrealized Foreign Exchange

 

 

(3,782

)

 

 

(3,575

)

Other

 

 

(3,196

)

 

 

(4,048

)

Total Deferred Tax Liabilities

 

$

(41,422

)

 

$

(62,637

)

Net Deferred Income Tax Asset (Liability)

 

$

22,271

 

 

$

20,938

 

Our Company has not provided for U.S. income taxes on approximately $22.6 million of undistributed earnings of its non-U.S. subsidiaries since it is intended that those earnings will be reinvested indefinitely in those subsidiaries. If a future determination is made that those earnings no longer are intended to be reinvested indefinitely in those subsidiaries, U.S. income taxes of approximately $2.3 million, assuming all foreign tax credits are realized, would be included in the tax provision at that time and would be payable if those earnings were distributed to our Company.

Unrecognized tax benefits are differences between tax positions taken in the tax returns and benefits recognized in the financial statements. Our Company has no unrecognized tax benefits as of December 31, 20142017, 2016 and 2013.2015. Our Company did not incur any interest or penalties related to unrecognized tax benefits for the years ended December 31, 20142017, 2016 and 2013.2015. Our Company is currently is under examination by the IRS for taxabletax years 2010, 2011,2014 and 2012 and2015.  In addition, our Company is generally is subject to U.S. Federal, state or local or foreign tax examinations by tax authorities for 2009 and subsequent years.open tax years in the respective locations.

Our Company recorded income tax expense of $45.2 million for the year ended December 31, 2014 compared to $28.8 million for the same period in 2013, resulting in an effective tax rate of 32.2% for the year ended December 31, 2014 and 31.2% for the comparable periods in 2013.

Our Company had state and local deferred tax assets amounting to potential future tax benefits of $0.8 million$0.6 and $0.6$0.7 million as of December 31, 20142017 and 2013,2016, respectively.  Included in the deferred tax assets are minimal state and local net operating loss carry-forwards of $0.0 million as of December 31, 2014 and $0.1 million for December 31, 2013.carry-forwards.  A valuation allowance was established for the full amount of these potential future tax benefits due to the uncertainty associated with their realization.  Our Company’s state and local tax carry-forwards as of December 31, 20142017 expire from 20242027 to 2032.2035.  Additionally, our Company has established a valuation allowance of $1.2 million for our deferred tax asset on our foreign


operations in the U.K. Net operating losses were incurred as a result of the catastrophe losses incurred during the third quarter of 2017 and their significance to the 2017 financial results of our Company’s international operations.  U.K. net operating losses have the ability to be carried forward without expiration. However, upon evaluation, management determined that a valuation allowance was necessary for a portion of the deferred tax assets where it was more likely than not that the deferred tax assets would not be utilized in future periods.  

In assessing the realization of deferred tax assets, management considers whether it is more likely than not that, the deferred tax assets will be realized.  The ultimate realization of deferred tax assets is dependent upon the generation of future taxable income during the periods in which those temporary differences become deductible.  Management considers the scheduled reversal of deferred tax liabilities, tax planning strategies and anticipated future taxable income in making this assessment and believes it is more likely than not that our Company will realize the benefits of its deductible differences as of December 31, 2014,2017, net of any valuation allowance.

 

Note 8.Credit Facilities

On November 6, 2014 NUAL entered into a credit facility for $8.0 million Australian Dollars with Barclays Bank PLC to fund its participation in Syndicate 1221. The facility is used to fund Australian underwriting obligations for the 2014 and prior underwriting years. The facility contains customary covenants for facilities of this type, including a restriction on future encumbrances that are outside the ordinary course of business, and a requirement to maintain at least £75 million of Funds at Lloyd’s. Interest is payable on the facility at a rate of 2% per annum above a floating rate tied to the average mid-rate for Australian bills of exchange administered by the Australian Financial Markets Association. The facility may be cancelled by either party after providing written notice. As of December 31, 2014, our Company was in compliance with all covenants.NOTE 10.  STOCKHOLDERS’ EQUITY

On November 24, 2014, our Company entered into a $175 million credit facility agreement with ING Bank N.V., London Branch, individually and as Administrative Agent, and a syndicate of lenders. The new credit facility amended and restated a $165 million letter of credit facility entered into by the parties on November 22, 2012. The credit facility, which is denominated in U.S. dollars, is utilized to fund participation in Syndicate 1221 through letters of credit for the 2015 and 2016 underwriting years, as well as open prior years. The letters of credit issued under the facility can be denominated in British pounds and their aggregate face amount will fluctuate based on exchange rates. If any letters of credit remain outstanding under the facility after December 31, 2016, our Company would be required to post additional collateral to secure the remaining letters of credit. As of December 31, 2014, letters of credit with an aggregate face amount of $149.4 million were outstanding under the credit facility and our Company had $1.0 million of cash collateral posted.

This credit facility contains customary covenants for facilities of this type, including restrictions on indebtedness and liens, limitations on mergers, dividends and the sale of assets, and requirements as to maintaining certain consolidated tangible net worth, statutory surplus and other financial ratios. The credit facility also provides for customary events of default, including failure to pay principal, interest or fees when due, failure to comply with covenants, any representation or warranty made by our Company being false in any material respect, default under certain other indebtedness, certain insolvency or receivership events affecting our Company and its subsidiaries, the occurrence of certain material judgments, or a change in control of our Company. The letter of credit facility is secured by a pledge of the stock of certain insurance subsidiaries of our Company. To the extent, the aggregate face amount issued under the credit facility exceeds the commitment amount; our Company is required to post collateral with the lead bank of the consortium. Our Company was in compliance with all covenants under the credit facility as of December 31, 2014 and our Company had $1.0 million of cash collateral posted.

The applicable fee rate payable under the credit facility are based on a tiered schedule that is based on our Company’s then-current financial strength ratings issued by S&P and A.M. Best and the amount of our Company’s own collateral utilized to fund its participation in Syndicate 1221.

Note 9.Senior Notes

On October 4, 2013, our Company completed a public debt offering of $265 million principal amount of 5.75% Senior Notes (“5.75% Senior Notes”) and received net proceeds of $263 million. The Principal amount of the 5.75% Senior Notes is payable in one single installment on October 15, 2023. Our Company used a portion of the proceeds of the 5.75% Senior Notes for the redemption of the 7.0% Senior Notes due May 1, 2016 (“7.0% Senior Notes”). Our Company incurred a charge of $17.9 million for the payment of call premium in connection with the redemption of the 7.0% Senior Notes. The 5.75% Senior Notes Liability as of December 31, 2014 and 2013 was $263.4 million and $263.3 million, respectively. The unamortized discount as of December 31, 2014 and 2013 was $1.6 million and $1.7 million, respectively.

The fair value of the 5.75% Senior Notes was $285.7 million and $277.6 million as of December 31, 2014 and December 31, 2013, respectively. The fair values were determined using quoted prices for similar instruments in active markets and is classified as Level 2 within the fair value hierarchy as defined by the accounting guidance for fair value measurements.

Interest is payable on the 5.75% Senior Notes each April 15 and October 15. The effective interest rate related to the 5.75% Senior Notes, based on the proceeds net of discount and all issuance costs, approximates 5.86%. Interest expense on the 5.75% was $15.4 million for the year ended December 31, 2014. Interest expense on the 5.75% Senior Notes and 7.0% Senior Notes totaled $10.5 million for the year ended December 31, 2013. Interest expense on the 7.0% Senior Notes was $8.2 million for the year ended December 31, 2012.

The interest rate payable on the 5.75% Senior Note is subject to a tiered adjustment based on defined changes in our Company’s debt ratings. Our Company may redeem the 5.75% Senior Notes in whole at any time or in part from time to time at a make-whole redemption price. The 5.75% Senior Notes are our Company’s only senior unsecured obligation and will rank equally with future senior unsecured indebtedness.

The terms of the 5.75%, Senior Notes contain various restrictive business and financial covenants, including a restriction on indebtedness, and other restrictions typical for debt obligations of this type, including limitations on mergers, liens and dispositions of the common stock of certain subsidiaries. As of December 31, 2014, our Company was in compliance with all such covenants.

Note 10.Lloyd’s Syndicate 1221

The Lloyd’s Operations included in the consolidated financial statements represents its participation in Syndicate 1221. Syndicate 1221’s stamp capacity is £215 million ($336.9 million) for the 2014 underwriting year compared to £195 million ($323.7 million) for the 2013 underwriting year. Stamp capacity is a measure of the amount of premiums a Lloyd’s syndicate is authorized to write based on a business plan approved by the Council of Lloyd’s. Syndicate 1221’s stamp capacity is expressed net of commission (as is standard at Lloyd’s). The Syndicate 1221 premiums recorded in our Company’s financial statements are gross of commission. Our Company controlled 100% of Syndicate 1221’s stamp capacity for the 2014, 2013 and 2012 underwriting years through its wholly-owned Lloyd’s corporate member.

During the first quarter, Syndicate 1221 revised its foreign exchange accounting methodology from reporting its financial position and results using three functional currencies (GBP, USD and CAD) to one functional currency (USD). The USD was chosen as the single functional currency as the majority of the Syndicate’s insurance business has been and continues to be transacted in USD. This cumulative change in re-measurement has resulted in an immaterial correction of $10.0 million ($6.6 million, after-tax) reducing Accumulated Other Comprehensive Income in the consolidated balance sheet, offset by a gain in Other Income in the consolidated statement of income. The impact of the correction is not material to the previously issued annual financial statements for 2013 and 2012.

Our Company provides letters of credit and posts cash to Lloyd’s to support its participation in Syndicate 1221’s stamp capacity. If Syndicate 1221 increases its stamp capacity and our Company participates in the additional stamp capacity, or if Lloyd’s changes the capital requirements, our Company may be required to supply additional collateral acceptable to Lloyd’s. If our Company is unwilling or unable to provide additional acceptable collateral, our Company will be required to reduce its participation in the stamp capacity of Syndicate 1221. Refer to Note 8,Credit Facilities, for additional information.

Note 11.Commitments and Contingencies

Future minimum annual rental commitments as of December 31, 2014 under various non-cancellable operating leases for our office facilities, which expire at various dates through 2023, are as follows:

   Year Ended 

In thousands

  December 31, 

2015

  $11,245  

2016

   9,234  

2017

   7,942  

2018

   6,907  

2019

   4,258  

Thereafter

   12,811  
  

 

 

 

Total minimum operating lease payments

  $52,397  
  

 

 

 

We are also liable for additional payments to the landlords for certain annual cost increases. Rent expense for the years ended December 31, 2014, 2013 and 2012 was $13.2 million, $11.5 million and $10.5 million, respectively.

The State of Connecticut (“the State”) awarded our Company up to $11.5 million ($8.0 million in loans and $3.5 million in grants) as an incentive to move its corporate headquarters to Stamford Connecticut. The loan is non-interest bearing, has a term of 10 years and is subject to forgiveness under conditions of the agreement with the State. The amount of the assistance to be received is dependent on our Company reaching certain milestones for creation of new jobs over a five-year period, and the funds are to be used to offset certain equipment purchases, facility costs, training of employees and other eligible project-related costs. Our Company completed the move to Stamford in September 2013 and received $7.5 million for reaching the first job milestone. Earning of the grant and forgiveness of the loan is subject to certain conditions, including maintaining the required jobs for an extended period of time. As of December 31, 2014, the length of time commitment has not been met, however, our Company expects to meet all the conditions to keep the amount of assistance received to date, and accordingly, is recognizing the assistance received over the period in which our Company recognizes the expenses for which the assistance is intended to compensate, and is recognized as a reduction of such expenses. For the years ended December 31, 2014 and 2013, our Company recognized $1.1 million and $0.3 million of the assistance and as of December 31, 2014 has deferred revenue of $6.1 million, which is included in other liabilities.

In the ordinary course of conducting business, our Company’s subsidiaries are involved in various legal proceedings, either indirectly as insurers for parties or directly as defendants. Most of these proceedings consist of claims litigation involving our Company’s subsidiaries as either: (a) liability insurers defending or providing indemnity for third party claims brought against insureds or (b) insurers defending first party coverage claims brought against them. Our Company accounts for such activity through the establishment of unpaid loss and loss adjustment reserves. Our Company’s management believes that the ultimate liability, if any, with respect to such ordinary-course claims litigation, after consideration of provisions made for potential losses and cost of defense, will not be material to our Company’s consolidated financial condition, results of operations, or cash flows.

Our Company’s subsidiaries are also occasionally involved with other legal actions, some of which assert claims for substantial amounts. These actions include claims asserting extra contractual obligations, such as claims involving allegations of bad faith in the handling of claims or the underwriting of policies. In general, our Company believes it has valid defenses to these cases. Our Company’s management expects that the ultimate liability, if any, with respect to future extra-contractual matters will not be material to its consolidated financial position. Nonetheless, given the large or indeterminate amounts sought in certain of these matters, and the inherent unpredictability of litigation, an adverse outcome in such matters could, from time to time, have a material adverse outcome on our Company’s consolidated results of operations or cash flows in a particular fiscal quarter or year.

Note 12.Share Capital

Our authorized share capital consists of 50,000,00050 million common shares with a par value of $0.10 per share and 1,000,0001 million  preferred shares with a par value of $0.10 per share. Our Company has not issued any preferred shares as of December 31, 2014.2017.

The following table represents changes in our Company’s issued and outstanding common shares for the periods indicated:indicated. We completed a two-for-one stock split on January 20, 2017. All share and per share data prior to January 20, 2017 has been retroactively restated on a post-split basis.

 

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Beginning balance

   14,198     14,047     13,956  

Vested stock grants

   59     50     60  

Employee stock purchase plan

   19     17     16  

Stock options exercised

   5     84     15  

Treasury shares purchased

   —       —       —    
  

 

 

   

 

 

   

 

 

 

Ending balance

   14,281     14,198     14,047  
  

 

 

   

 

 

   

 

 

 

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Beginning Balance

 

 

29,124

 

 

 

28,862

 

 

 

28,562

 

Net Vested Stock Grants

 

 

343

 

 

 

220

 

 

 

254

 

Employee Stock Purchase Plan

 

 

40

 

 

 

42

 

 

 

42

 

Stock Options Exercised

 

 

 

 

 

 

 

 

4

 

Ending Balance

 

 

29,507

 

 

 

29,124

 

 

 

28,862

 

Note 13.Dividends and Statutory Financial Information
On December 6, 2016, our Board of Directors declared a two-for-one stock split of The Navigators Group, Inc. Common stock, to be effected in the form of a stock dividend. Stockholders of record at the close of business on December 30, 2016 received one additional share of Common stock for every share of Common stock held. All disclosures of shares and per share data have been retroactively adjusted to reflect the stock split for all periods presented.   

For the years ended December 31, 2017 and 2016, our Company paid total dividends of $0.225 and $0.135 per share, respectively, to stockholders of record of our Company’s Common Stock.     For the year ended December 31, 2015, our Company did not pay any dividends.

The Parent Company has not paid or declareddeclaration and amount of any cash dividends on common stock. There are no regulatory restrictions on the ability of the Parent Company to pay dividends. While there is no intention to pay cash dividends on the common stock, future declarations, if any, aredividend will be at the discretion of ourthe Board of Directors. The amounts of such dividendsDirectors, and will be dependent,depend upon other factors such as, our Company’s financial condition, results of operations, business requirements, regulatory and cash flow, financial conditionlegal constraints and business needs, restrictive covenantsany other factors the Board of Directors deems relevant. Refer to Footnote 16 – Subsequent Events.

NIC may pay dividends to our Parent Company out of its statutory earned surplus pursuant to statutory restrictions imposed under the New York insurance law.  As of December 31, 2017, the maximum amount available for the payment of dividends by NIC without prior regulatory approval is $105.7 million.  NIC paid a dividend to our credit facilityParent Company of $19.0 million and senior notes$5.0 million in 2017 and 2016, respectively.  

NCUL may pay dividends to our Parent Company up to the extent of available profits that require us to maintain certain consolidated tangible net worth,have been distributed from the Syndicate.  The Syndicate’s capital and surplus requirementsas filed with Lloyd’s consists of undistributed profits on closed and open UWYs.  In connection with the business plan approved in November 2017, NCUL posted all of the available undistributed profits on closed years of $218.3 million to support a portion of the FAL requirement and therefore that amount is not available for distribution to NCUL, which ultimately is not available to our subsidiaries,Parent Company in the form of a dividend.  As of December 31, 2017, NCUL does not have the ability to pay dividends to the Parent Company. 

NIIC may pay dividends to our Parent Company out of its statutory profits subject to the restrictions imposed under UK Company law and applicable insurance regulations that limitInsurance regulation.  As of December 31, 2017, the maximum amount available for the payment of dividends that may be paid by our regulated insurance subsidiaries. Refer to Note 8,Credit Facilities, for additional information on the restrictions of our credit facilities that limit the amount of dividends that may be paid by our subsidiaries.NIIC without prior regulatory approval is $8.4 million.


The amount and nature of net assets that are restricted from payment of dividends as of December 31, 20142017 and 20132016 are presented in the following table:

 

   As of December 31, 

In thousands

  2014   2013 

Restricted Net Assets:

    

Insurance Companies:

    

Fixed maturities at fair value (amortized cost: 2014, $10,086; 2013, $9,730)

  $11,732    $11,105  

Short term investments, at cost which approximates fair value

   290     290  

Cash

   1,212     1,210  
  

 

 

   

 

 

 

Total Insurance Companies(1)

$13,234  $12,605  

Lloyd’s Operations:

Fixed maturities at fair value (amortized cost: 2014, $445,504; 2013, $398,930)

 447,679   398,808  

Short term investments, at cost which approximates fair value

 61,549   108,485  

Cash

 963   988  
  

 

 

   

 

 

 

Total Lloyd’s Operations(2)

$510,191  $508,281  
  

 

 

   

 

 

 

Total Restricted Net Assets

$523,425  $520,886  
  

 

 

   

 

 

 

 

 

As of December 31,

 

amounts in thousands

 

2017

 

 

2016

 

Restricted Net Assets:

 

 

 

 

 

 

 

 

NIC and NSIC:

 

 

 

 

 

 

 

 

Fixed Maturities at Fair Value (Amortized Cost: 2017, $9,856; 2016, $9,820)

 

$

10,655

 

 

$

10,690

 

Short Term Investments, at Fair Value

 

 

290

 

 

 

290

 

Cash

 

 

1,242

 

 

 

7,168

 

Total NIC and NSIC (1)

 

$

12,187

 

 

$

18,148

 

NHUK:

 

 

 

 

 

 

 

 

Fixed Maturities at Fair Value (Amortized Cost: 2017, $472,701; 2016, $457,225)

 

$

471,831

 

 

$

452,053

 

Short Term Investments, at Fair Value

 

 

83,778

 

 

 

63,729

 

Total NHUK (2)

 

$

555,609

 

 

$

515,782

 

Total Restricted Net Assets

 

$

567,796

 

 

$

533,930

 

(1) - The restricted net assets for the Insurance CompaniesNIC and NSIC primarily consist of fixed maturities on deposit with various state insurance departments.  The cash as of December 31, 20142017 and 2013,2016, as presented in the table above, was on deposit with a U.K. bank to comply with the regulatory requirements of the Prudential Regulation Authority for the underwriting activities of the U.K. Branch.

(2) - The restricted net assets for the Lloyd’s OperationsNHUK consists of fixed maturities and cash held in trust for the benefit of syndicate policyholders and short term investments primarily consisting of overseas deposits in various countries with Lloyd’sLloyd's to support underwriting activities in those countries.

In addition to our Company’s restricted net assets provided in the table above, there are regulatory limitations on the payment of dividends by our subsidiaries, discussed below, and our Company’s letter of credit facility with ING Bank N.V., London Branch, as administrative agent,

NOTE 11. EARNINGS PER SHARE

The following is secured by alla reconciliation of the common stock of NIC.

Insurance Companies

NIC may pay dividends tobasic and diluted EPS computations for the Parent Company out of its statutory earned surplus pursuant to statutory restrictions imposed under the New York insurance law. As ofyears ended December 31, 2014, the maximum amount available for the payment of dividends by NIC in 2015 without prior regulatory approval is $89.4 million. NIC did not pay any dividends to the Parent Company in 2014 or 2013. In 2012, NIC paid $15.0 million in dividends to the Parent Company.2017, 2016 and 2015:

 

 

Years Ended December 31,

 

amounts in thousands, except  per share amounts

 

2017

 

 

2016

 

 

2015

 

Net Income

 

$

40,494

 

 

$

82,726

 

 

$

81,057

 

Basic Weighted Average Shares

 

 

29,441

 

 

 

29,074

 

 

 

28,785

 

Effect of Common Stock Equivalents:

 

 

 

 

 

 

 

 

 

 

 

 

Assumed Exercise of Stock Options and Vesting

   of Stock Grants

 

 

630

 

 

 

958

 

 

 

866

 

Diluted Weighted Average Shares

 

 

30,071

 

 

 

30,032

 

 

 

29,651

 

Net Income per Common Share:

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

1.38

 

 

$

2.85

 

 

$

2.82

 

Diluted

 

$

1.35

 

 

$

2.75

 

 

$

2.73

 

NOTE 12.  STATUTORY FINANCIAL INFORMATION

The Insurance Companies’following table presents statutory net income as filed with the regulatory authorities for 2014, 2013Net Income and 2012 was $75.7 million, $59.4 million and $28.6 million, respectively. The statutory capital and surplus as filedin accordance with statutory accounting practices:

 

 

Years Ended December 31,

 

amounts in millions

 

2017

 

 

2016

 

 

2015

 

NIC & NSIC:

 

 

 

 

 

 

 

 

 

 

 

 

Statutory Net Income

 

$

79.3

 

 

$

84.2

 

 

$

60.8

 

Statutory Capital and Surplus

 

$

1,056.6

 

 

$

1,027.3

 

 

$

949.1

 

The Syndicate:

 

 

 

 

 

 

 

 

 

 

 

 

Syndicate's Net Income

 

$

(23.4

)

 

$

46.3

 

 

$

41.0

 

Syndicate's Capital and Surplus

 

$

168.7

 

 

$

180.7

 

 

$

177.5

 

NIIC:

 

 

 

 

 

 

 

 

 

 

 

 

Statutory Net Income

 

$

(8.4

)

 

$

0.4

 

 

$

 

Statutory Capital and Surplus

 

$

62.9

 

 

$

70.7

 

 

$

 


Our insurance subsidiaries file financial statements prepared in accordance with statutory accounting practices prescribed or permitted by domestic and foreign insurance regulatory authorities.  The differences between statutory financial statements and financial statements prepared in accordance with U.S. GAAP vary between domestic and foreign jurisdictions.

For NIC and NSIC, the regulatory authorities was $893.9 million and $804.1 million asNational Association of December 31, 2014 and 2013, respectively.

The NAICInsurance Commissioners (“NAIC”) has codified Statutory Accounting Practices and Procedures (“SAP”) for insurance enterprises. We prepare our statutory basis financial statements in accordance with the most recently updated NAIC SAP manual subject to any deviations prescribed or permitted by the New York Insurance Commissioner.  The following table represents some of the significant differences between SAP and GAAP, as they relate to our operations, are as follows: (1) acquisition and commission costs are expensed when incurred, while under GAAP these costs are deferred and amortized as the related premium is earned; (2) bonds are stated at amortized cost, while under GAAP bonds are classified as available-for-sale and reported at fair value, with unrealized gains and losses recognized in other comprehensive income as a separate

component of stockholders’ equity; (3) certain deferred tax assets are not permitted to be included in statutory surplus, while under GAAP deferred taxes are provided to reflect all temporary differences between the carrying values and tax basis of assets and liabilities; (4) unearned premiums and loss reserves are reflected net of ceded amounts, while under GAAP the unearned premiums and loss reserves are reflected gross of ceded amounts; (5) agents’ balances over ninety days due are excluded from the balance sheet, and uncollateralized amounts due from unauthorized reinsurers are deducted from surplus, while under GAAP they are restored to the balance sheet, subject to the usual tests regarding recoverability.

The NAIC has adopted Risked Based Capital (“RBC”) requirements to elevate the adequacy of statutory capital and surplus in relation to risks associated with: (1) asset risk; (2) insurance risk; (3) interest rate and equity market risk; and (4) business risk. The RBC formula is designated as an early warning tool for the states to identify possible undercapitalized companies for the purpose of initiating regulatory action. In the course of operations, we periodically monitor the RBC level of NIC. As of December 31, 2014 and 2013, NIC exceeded our company action RBC levels. The RBC ratio of NIC was 314.8% and 304.2% of our company action level as of December 31, 2014 and 2013, respectively.

As part of its general regulatory oversight process, the New York State Department of Finance conducts detailed examinations of the books, records and accounts of New York insurance companies every three to five years. In 2011, the New York State Department of Finance conducted an examination of NIC and NSIC for the years 2005 through 2009. Our Company has received notice that the New York Department intends to commence an examination of the years 2010 through 2014 on February 17, 2015.

The U.K. Branch is required to maintain certain capital requirements under U.K. regulations and is subject to examination by the U.K. Prudential Regulation Authority (PRA).

Lloyd’s Operations

Lloyd’s sets the corporate member’s required capital annually based on Syndicate 1221’s business plans, rating environment, reserving environment and input arising from Lloyd’s discussions with regulatory and rating agencies. The capital requirement of Syndicate 1221, known as Funds at Lloyd’s (the “FAL”), is currently calculated using the internal Lloyd’s risk-based capital model. The FAL may comprise cash, investments and undrawn letters of credit provided by various banks. As of December 31, 2014 and 2013, the FAL requirement set by Lloyd’s for Syndicate 1221 was $268.1 million (£171.1 million) and $279.3 million (£168.3 million), respectively, based on its business plans, approved in November 2014 and November 2013, respectively.

The valuation of the assets and letters of credit posted for FAL for Syndicate 1221 as of December 31, 2014 and 2013 was $290.1 million (£185.1 million) and $280.2 million (£168.8 million), respectively.

We prepare our Lloyd’s financial statements in accordance with U.K. GAAP basis. The significant differences between U.K. GAAP and U.S. GAAP as they relate to our operations, are as follows: (1) investments are recorded at fair value with unrealized gains and losses being recorded in income while under U.S. GAAP the changes in unrealized gains and losses are recorded through AOCI as a separate component of stockholders’ equity; (2) realized foreign exchange on inter-currency conversions are recorded through the income statement, while under U.S. GAAP foreign exchange translation is recorded through AOCI as a separate component of stockholders’ equity; (3) Lloyd’s membership costs are not deferred for U.K. GAAP, while under U.S. GAAP a prepaid asset is established and amortized over each year of account.operations:

Differences

SAP

U.S. GAAP

Acquisition and Commission Costs

Expensed when incurred

Costs are generally deferred

Bonds

Generally stated at amortized cost

Stated at fair value

Deferred tax assets

Certain temporary differences are not recognized

All temporary differences recognized

Receivables over 90 days outstanding and other intangible assets

Not recognized

Generally recognized (subject to valuation allowances)

Provision for Reinsurance

Recorded through a charge to surplus

Recorded through income when deemed uncollectible

Unearned premiums and loss reserves

Net of ceded amounts

Gross of ceded amounts

The primary source of income for NCUL, a corporate member of Lloyd’s and controller of 100% of Syndicate 1221’s stamp capacity, is generated through Syndicate 1221. Syndicate 1221 is subject to oversight by the Council of Lloyd’s. Lloyd’s as a whole is authorized and regulated by the PRA. Syndicate 1221’s income as filed with Lloyd’s for 2014, 2013 and 2012 was $33.8 million, $21.0 million and $54.9 million, respectively.Our other international businesses are also regulated by the PRA.  The Syndicate’s capital and surplus as filed with Lloyd’s was $140.1 million (£89.4 million) and $124.2 million (£74.8 million) as of December 31, 2014 and 2013, respectively. The difference between our Syndicate’s capital and surplus and the FAL primarily consists of letters of credit and cash held by our corporate member.

NCUL may pay dividends to the Parent Company up to the extent of available profits that have been distributed from Syndicate 1221. The Syndicate’s capital and surplus as filed with Lloyd’s consists of undistributed profits on closed and open years of account. In connection with the business plan approved in November 2014, NCUL posted allfollowing table represents some of the available undistributed profits on closed years of $139.9 million (£89.3 million)significant differences between U.K. GAAP and U.S. GAAP as they relate to support a portion of the FAL requirement and therefore that amount is not available for distribution to NCUL, which ultimately is not available to the Parent in the form of a dividend. As of December 31, 2014, NCUL has the ability to pay dividends of up to $9.9 million (£6.3 million), consisting of previously distributed profits from Syndicate 1221, to the Parent in the form of dividends.our operations:

Differences

U.K. GAAP

U.S. GAAP

Unrealized gains/losses

Recognized in income

Recognized in AOCI

Foreign exchange gains/losses on translation

Recognized in income

Recognized in AOCI

Lloyd’s membership costs

Expensed when incurred

Amortized over each UWY

Refer to Note 1,Organization and Summary of Significant Accounting Policies, for additional disclosure on the accounting treatment for the Syndicate 1221 as it relates to closed and open yearsUWYs.

For NIC and NSIC, aggregate minimum required statutory capital and surplus is based on the greater of account.

the risk-based capital level that would trigger regulatory action or minimum requirements per state insurance regulation.  Capital and surplus requirements of our foreign subsidiaries differ from those prescribed in the U.S. and vary by jurisdiction.  The capital requirement of the Syndicate, known as FAL, is currently calculated using the internal Lloyd’s risk-based capital model.  The FAL may be comprised of cash, investments and undrawn letters of credit provided by various banks.  Lloyd’s sets the corporate member’s required capital annually based on the Syndicate business plans, rating environment, reserving environment and input arising from Lloyd’s discussions with regulatory and rating agencies.

NIIC is subject to oversight and regulation by the PRA and the FCA.  The following table represents some of the significant differences between U.K. GAAP and U.S. GAAP as they relate to our NIIC operations:

Note 14.

Differences

Stock Option Plans, Stock Grants, Stock Appreciation Rights and Employee Stock Purchase Plan

U.K. GAAP

U.S. GAAP

Unrealized gains/losses

Recognized in income

Recognized in AOCI

Foreign exchange gains/losses on translation

Recognized in income

Recognized in AOCI

At our

As of December 31, 2017 and 2016, all insurance subsidiaries individually exceed the minimum required statutory capital and surplus requirements and all U.S. domestic insurance subsidiaries individually exceeded risk-based capital minimum requirements.

NOTE 13. STOCK-BASED COMPENSATION

In May 2005 Annual Meeting, the stockholdersour shareholders approved the 2005 Stock Incentive Plan. The 2005 Stock Incentive Plan authorizesauthorizing the issuance in the aggregate of 1,000,000 incentive stock options, non-incentive stock options, restricted shares and stock appreciation rights for our common stock. Upon the approval of the 2005 Amended and Restated Stock Incentive Plan, no further awards are being issued under any of our other stock plans or the stock appreciation rights plan. All stock options issued under the 2005 Amended and Restated Stock Incentive Plan are exercisable upon vesting for one share of our common stock and are granted at exercise prices no less than the fair market value of our common stock on the date of grant.

In April 2009, the stockholders approved an amendment to the 2005 Stock Incentive Plan increasing the available number of restricted sharesawards from 1,000,000 to 1,500,000. In April 2013, the stockholders further amended and restated the 2005 Stock Incentive Plan increasing the available


number of restricted sharesawards from 1,500,000 to 2,000,000.2,000,000 in the Second Amended and Restated 2005 Stock Incentive Plan. The stock split that occurred on January 20, 2017 doubled the number of awards from 2,000,000 to 4,000,000. As of December 31, 2014, 1,523,2282017, 3,156,664 of such awards were issued leaving 476,772843,336 awards available to be issued in subsequent periods.

Stock-based compensation granted under our Company’s stock plans is expensed in tranches over the vesting period. Options and non-performance based grants generally vest equally over a three or four year period and the options havehad a maximum term of ten years. Certain non-performance based grants vest over five years with one-third vesting in each of the third, fourth and fifth years. Our Company’s performance based share grants generally consist of three types of awards. The restricted stockperformance units issued in 20142017, 2016 and after2015 will cliff vest on the third anniversary of the date of the grant with 100% dependent onin an amount as determined by the rate of cumulative annual growth in tangible book value for the three years immediately prior to the vesting date, with actual shares that vest ranging between 150% to 50% of that portion of the original award.    The restricted stock units issued between 2011 – 2013 will cliff vest on

During 2017, 2016 and 2015, the third anniversary of the date of grant, with 50% vesting in full, and 50% dependent on the rate of compound annual growth in book value per sharetotal compensation cost for the three years immediately prior to the vesting date, with actual shares that vest ranging between 150% to 0% of that portion of the original award. The performance based restricted stock units issued prior to 2011 generally vest over five years with one-third vesting in each of the third, fourth and fifth years, with 100% dependent on the rolling three-year average return on equity based on the three years prior to the year in which the vesting occurs, with actual shares that vest ranging between 150% to 0% of the original award.

The amounts charged to expense for stock-based compensation for the years ended December 31, 2014, 2013 and 2012 are presentedshare-based payment arrangements recognized in the following table:

   Year Ended December 31, 

In thousands

  2014   2013   2012 

Restricted stock units

  $11,507    $3,369    $7,380  

Directors restricted stock grants(1)

   420     413     390  

Employee stock purchase plan

   194     132     82  
  

 

 

   

 

 

   

 

 

 

Total stock-based compensation

$12,121  $3,914  $7,852  
  

 

 

   

 

 

   

 

 

 

(1) -Relates to non-employee directors serving on the Parent Company’s Board of Directors, all of whom have been elected by the Company’s stockholders, as well as non-employee directors serving on NUAL’s Board of Directors.

Unvested restricted stock units outstanding as of December 31, 2014, 2013 and 2012, and changes during the years ended on those dates, are presented in the following table:

   December 31, 
   2014   2013   2012 

Beginning balance

   626,812     587,629     526,972  

Granted - Performance

   228,607     114,463     97,145  

Granted - Non Performance

   59,523     155,463     146,915  
  

 

 

   

 

 

   

 

 

 

Total Granted

 288,130   269,926   244,060  

Vested - Performance Earned

 —     (15,714 —    

Vested - Performance Unearned

 (93,453 (57,585 (46,998

Vested - Non Performance

 (90,263 (60,183 (91,323
  

 

 

   

 

 

   

 

 

 

Total Vested

 (183,716 (133,482 (138,321

Forfeited

 (12,334 (97,261 (45,082
  

 

 

   

 

 

   

 

 

 

Ending balance

 718,892   626,812   587,629  
  

 

 

   

 

 

   

 

 

 

As included in the table above, there were 15,714 performance based shares that vested during the year ended December 31, 2013. There were no performance based shares that vested during the years ended December 31, 2014 and 2012.

The fair value of total vested shares for the years ended December 31, 2014, 2013 and 2012income statement was $5.1$13.8 million, $3.5$17.6 million and $4.6$15.0 million, and the recorded tax benefits related to share-based awards were $2.9 million, $6.2 million and $5.2 million, respectively.

The weighted average grant date fair value per share of all RSUs granted during the years ended December 31, 2014, 2013 and 2012 was $60.75, $55.36 and $48.21, respectively.

As of December 31, 20142017 and 2013,2016, the total unrecognized compensation expense net of estimated forfeitures, related to unvested RSUsnonvested stock awards was $16.3$18.0 million and $10.6$22.3 million, respectively, which is expected to be recognized as expense over weighted average periods of 2.31.9 years and 2.21.8 years, respectively.  The aggregate fair value of all unvested RSUsrestricted stock units as of December 31, 20142017 and 20132016 was $46.1$49.9 million and $39.6$87.2 million, respectively.  The aggregate fair value did not change after the stock split, as shares were doubled and the price per share halved.  

Restricted Stock options outstanding as of December 31, 2014, 2013 and 2012 areUnits

The activity related to our Company’s restricted stock unit awards was as follows:

 

   December 31, 
   2014   2013   2012 
   # of Shares  Average
Exercise Price
   # of Shares  Average
Exercise Price
   # of Shares  Average
Exercise Price
 

Beginning balance

   6,750   $30.65     90,250   $29.94     105,250   $29.50  

Granted

   —      —       —      —       —      —    

Exercised

   (5,250 $29.11     (83,500 $29.88     (15,000 $26.90  

Expired or forfeited

   —      —       —      —       —     $—    
  

 

 

    

 

 

    

 

 

  

Ending balance

 1,500  $36.03   6,750  $30.65   90,250  $29.94  
  

 

 

    

 

 

    

 

 

  

Number of options exercisable

 1,500  $36.03   6,750  $30.65   90,250  $29.94  
  

 

 

    

 

 

    

 

 

  

 

 

Year Ended December 31, 2017

 

 

 

Number of Awards

 

 

Weighted Average Grant Date Fair Value (1)

 

Nonvested at the beginning of the year

 

 

197,422

 

 

$

37.24

 

Granted

 

 

35,297

 

 

$

56.05

 

Vested

 

 

(59,930

)

 

$

36.21

 

Forfeited

 

 

(13,250

)

 

$

39.41

 

Nonvested at the end of the year

 

 

159,539

 

 

$

41.60

 

(1) Fair value is based on the closing price of our common shares on the NASDAQ on the grant date.

During 2017, 2016 and 2015, we granted 35,297, 84,000 and 64,316 restricted stock units, respectively, with weighted average grant-date fair values per share of $56.05, $44.52 and $38.72, respectively.

During 2017, 2016 and 2015, the total fair value of restricted stock units vested was $3.3 million, $2.5 million and $2.6 million, respectively.

Performance-based Equity Awards

The following table summarizes information aboutactivity related to our Company’s performance-based equity awards was as follows:

 

 

Year Ended December 31, 2017

 

 

 

Number of Awards

 

 

Weighted Average Grant Date Fair Value (1)

 

Nonvested at the beginning of the year

 

 

1,176,742

 

 

$

35.85

 

Granted

 

 

253,333

 

 

$

55.70

 

Performance Adjustment

 

 

83,071

 

 

$

30.49

 

Vested

 

 

(520,285

)

 

$

30.38

 

Forfeited

 

 

(26,500

)

 

$

41.60

 

Nonvested at the end of the year

 

 

966,361

 

 

$

43.39

 


(1) Fair value is based on the closing price of our common shares on the NASDAQ on the grant date.

During 2017, 2016 and 2015, we granted 253,333, 404,946 and 370,100 performance-based equity awards, respectively, with weighted average grant-date fair values per share of $55.70, $40.77 and $37.25, respectively.

During 2017, 2016 and 2015, the total fair value of performance-based equity awards vested was $29.0 million, $11.5 million and $12.5 million, respectively.

Stock Options

During 2017, 2016 and 2015, our Company did not grant any stock options. There are currently no stock options outstanding aswith the last exercise of December 31, 2014:stock options occurring during 2015.

 

Price Range

  Outstanding
Options
   Average
Remaining
Contract Life
   Average
Exercise Price
   Average Aggregate
Intrinsic Value
   Exercisable
Options
   Average
Exercise Price
   Average Aggregate
Intrinsic Value
 

$31 to $37

   1,500     0.7    $36.03    $27.13     1,500    $36.03    $27.13  
  

 

 

         

 

 

     

Total

 1,500   0.7   1,500  
  

 

 

         

 

 

     

Employee Stock Purchase Plan

We offer an Employee Stock Purchase Plan (the “ESPP”) to all of our eligible employees.  Employees are offered the opportunity to purchase our Company’s commonCommon stock at 90% of fair market value at the lower of the price at the beginning or the end of each six month offering period.  EmployeesEach employee can invest up to 10% of their base compensation through payroll withholding towards the purchase of our common stock subject to the lesser of 1,000 common stock shares or total market value of $25,000.  There will be 9,509were 40,488 shares purchased in 20152017 from funds withheld during the July 1, 20142016 to December 31, 20142016 and January 1, 2017 to June 30, 2017 offering period.periods.  There were 19,38641,224 shares purchased in 20142016 in the aggregate from funds withheld during the offering periods of July 1, 20132015 to December 31, 20132015 and January 1, 20142016 to June 30, 2014.2016. We expense both the value of the 10% discount and the “look-back” option, which provides for the more favorable price at either the beginning or end of the offering period.

 

Note 15.Retirement Plans

NOTE 14.  RETIREMENT PLANS

We have a 401(k) Plan for all U.S. eligible employees.  Each eligible employee can contribute a portion of their salary, limited by certain Federal regulations.  Beginning in 2008, we matched 100% of employee contributions on eligible compensation, up to a maximum of 4% each pay period; our contribution vests immediately. Eligible compensation consisted of gross base salary and annual bonus. In addition, we have the discretion of contributing up to 4% of eligible compensation to each eligible employee’s 401(k) plan irrespective of the employees’ contribution amount, which also vests immediately. Our Company will make a discretionary matching contribution of 3% or $1.6 million for the year ended December 31, 2014. Our Company made a discretionary matching contribution of 2% or $0.8 million for the year ended December 31, 2013. There was no discretionary matching contributions for the year ended 2012.

We sponsored a standalone retirement savings defined contribution plan covering substantially all of our Company’s U.S. employees through December 31, 2011. The standalone retirement savings defined contribution plan was merged into the 401(k) Plan effective January 1, 2012. Company contributions were equal to 7.5% of each eligible employee’s eligible compensation up to the amount permitted by certain Federal regulations. For 2014, 2013 and 2012 eligible compensation consisted solely of gross base salary. Our Company’s contributions vest at 20% per year for six years with vesting beginning in an employee’s second year of service. For any employee hired prior to January 1, 2008, vesting is calculated based on hours of service and vesting commences on January 1 following an employee’s first full year of service. For employees hired after January 1, 2008, vesting is calculated based on elapsed time and vesting commences on the employees anniversary date.

The expense recorded for all contributions to the 401(k) Plan for the year ended December 31, 20142017 was $7.5 million, consisting of $3.8$4.9 million for the retirement savings contributions $2.1and $2.6 million for the non-discretionary matching contributions, and $1.6 million for the discretionary matching contribution.contributions. The expense recorded for all contributions to the 401(k) Plan for the year ended December 31, 20132016 was $5.1$7.4 million, consisting of $2.7$4.2 million for the retirement savings contributions $1.6and $3.2 million for the non-discretionary matching contributions, and $0.8 million for the discretionary matching contribution.contributions. The expense recorded for all contributions to the 401(k) Plan for the year ended December 31, 20122015 was $4.6$6.3 million, consisting of $2.5$3.8 million for the retirement savings contributions and $2.1$2.5 million for the non-discretionary matching contributions.

Our Company sponsors a defined contribution plan for all of our Company’s U.K. employees under U.K. regulations.  Contributions, which are fully vested when made, are equal to 15%15.0% of each eligible employee’s gross base salary for all U.K. employees hired prior to November 2014 and 12%12.0% for all employees hired after November 2014. All U.K. employees are eligible on their date of hire.  The expense recorded for the U.K. defined contribution plan was $2.6 million, $2.2$2.9 million and $1.9$2.9 million for the years ended December 31, 2014, 20132017, 2016 and 2012,2015, respectively.

Our Company sponsors defined contribution plans for employees in several of our other European offices, outside of the U.K., under each countries’ regulations.  Contributions, which are fully vested when made, range by European office between 2.1% and 26.0% of each eligible employee’s gross base salary.  The expense recorded for the other European offices defined contribution plans was $0.3 million, $0.5 million and $0.5 million for the years ended December 31, 2017, 2016 and 2015, respectively.

Such expenses are included in Other operating expenses.


Note 16.Quarterly Financial Data (Unaudited)
NOTE 15. CONDENSED QUARTERLY FINANCIAL DATA (Unaudited)

The following is a summary of quarterly financial data for the periods indicated:

 

In thousands, except per share amounts

  March 31,
2014
  June 30,
2014
  September 30,
2014
  December 31,
2014
 

Gross written premiums

  $422,790   $348,795   $327,469   $333,299  

Revenues:

     

Net written premiums

  $311,850   $231,864   $228,417   $228,007  

Change in unearned premiums

   (86,578  (780  16,950    6,165  
  

 

 

  

 

 

  

 

 

  

 

 

 

Net earned premiums

 225,272   231,084   245,367   234,172  

Net investment income

 16,610   15,648   15,839   16,071  

Total other-than-temporary impairment losses

 —     158   (21

Portion of loss recognized in other comprehensive income (before tax)

 —     —     (158 21  
  

 

 

  

 

 

  

 

 

  

 

 

 

Net other-than-temporary impairment losses recognized in earnings

 —     —     —    

Net realized gains (losses)

 833   4,473   6,718   788  

Other income (expense)

 10,399   (1,665 1,336   586  
  

 

 

  

 

 

  

 

 

  

 

 

 

Total revenues

$253,114  $249,540  $269,260  $251,617  
  

 

 

  

 

 

  

 

 

  

 

 

 

Expenses:

Net losses and loss adjustment expenses

$135,067  $140,220  $135,284  $134,658  

Commission expenses

 25,727   32,150   33,943   33,708  

Other operating expenses

 47,146   47,992   50,388   51,299  

Call premium on Senior Notes

 —     —     —    

Interest expense

 3,852   4,319   3,388   3,854  
  

 

 

  

 

 

  

 

 

  

 

 

 

Total expenses

$211,792  $224,681  $223,003  $223,519  

Income before income taxes

 41,322   24,859   46,257   28,098  
  

 

 

  

 

 

  

 

 

  

 

 

 

Income tax expense

$13,354  $7,998  $15,032  $8,823  
  

 

 

  

 

 

  

 

 

  

 

 

 

Net income

$27,968  $16,861  $31,225  $19,275  
  

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income (loss)

$32,920  $32,965  $20,628  $27,015  

Combined ratio

 92.2 95.3 89.5 93.8

Net income (loss) per share:

Basic

$1.96  $1.18  $2.19  $1.35  

Diluted

$1.94  $1.17  $2.14  $1.31  

 

 

March 31,

 

 

June 30,

 

 

September 30,

 

 

December 31,

 

amounts in thousands, except  per share amounts

 

2017

 

 

2017

 

 

2017

 

 

2017

 

Gross Written Premiums

 

$

450,305

 

 

$

452,179

 

 

$

402,038

 

 

$

408,743

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Written Premiums

 

$

337,163

 

 

$

333,282

 

 

$

296,016

 

 

$

304,869

 

Change in Unearned Premiums

 

 

(51,032

)

 

 

(39,447

)

 

 

5,339

 

 

 

230

 

Net Earned Premiums

 

$

286,131

 

 

$

293,835

 

 

$

301,355

 

 

$

305,099

 

Net Investment Income

 

 

21,448

 

 

 

22,265

 

 

 

22,598

 

 

 

22,982

 

Total Other-Than-Temporary Impairment Losses

 

 

(1,077

)

 

 

29

 

 

 

(957

)

 

 

3

 

Portion of Loss Recognized in Other Comprehensive Income

   (Before Tax)

 

 

(16

)

 

 

(29

)

 

 

(15

)

 

 

(3

)

Net Other-Than-Temporary Impairment Losses

   Recognized in Earnings

 

 

(1,093

)

 

 

 

 

 

(972

)

 

 

 

Net Realized Gains

 

 

1,049

 

 

 

1,694

 

 

 

5,190

 

 

 

37,141

 

Other Income (Loss)

 

 

1,068

 

 

 

(411

)

 

 

(1,699

)

 

 

(3,201

)

Total Revenues

 

$

308,603

 

 

$

317,383

 

 

$

326,472

 

 

$

362,021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Losses and LAE

 

$

169,600

 

 

$

177,110

 

 

$

276,171

 

 

$

183,384

 

Commission Expenses

 

 

47,844

 

 

 

48,173

 

 

 

45,509

 

 

 

43,205

 

Other Operating Expenses

 

 

58,538

 

 

 

60,766

 

 

 

45,773

 

 

 

68,153

 

Interest Expense

 

 

3,861

 

 

 

3,861

 

 

 

3,862

 

 

 

3,863

 

Total Expenses

 

$

279,843

 

 

$

289,910

 

 

$

371,315

 

 

$

298,605

 

Income (Loss) Before Income Taxes

 

 

28,760

 

 

 

27,473

 

 

 

(44,843

)

 

 

63,416

 

Income Tax Expense (Benefit)

 

$

7,650

 

 

$

6,971

 

 

$

(16,864

)

 

$

36,555

 

Net Income (Loss)

 

$

21,110

 

 

$

20,502

 

 

$

(27,979

)

 

$

26,861

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive Income (Loss)

 

$

35,911

 

 

$

35,699

 

 

$

(18,311

)

 

$

(1,812

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Combined Ratio

 

 

96.4

%

 

 

97.3

%

 

 

121.9

%

 

 

96.6

%

Net Income (Loss) per Share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.72

 

 

$

0.70

 

 

$

(0.95

)

 

$

0.91

 

Diluted

 

$

0.70

 

 

$

0.69

 

 

$

(0.95

)

 

$

0.89

 


 

 

March 31,

 

 

June 30,

 

 

September 30,

 

 

December 31,

 

amounts in thousands, except  per share amounts

 

2016

 

 

2016

 

 

2016

 

 

2016

 

Gross Written Premiums

 

$

413,877

 

 

$

412,565

 

 

$

374,930

 

 

$

367,539

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Written Premiums

 

$

319,820

 

 

$

306,535

 

 

$

277,001

 

 

$

282,868

 

Change in Unearned Premiums

 

 

(55,462

)

 

 

(38,543

)

 

 

7,009

 

 

 

1,117

 

Net Earned Premiums

 

$

264,358

 

 

$

267,992

 

 

$

284,010

 

 

$

283,985

 

Net Investment Income

 

 

19,594

 

 

 

19,875

 

 

 

19,875

 

 

 

20,107

 

Total Other-Than-Temporary Impairment Losses

 

 

(109

)

 

 

(162

)

 

 

23

 

 

 

21

 

Portion of Loss Recognized in Other Comprehensive Income

   (Before Tax)

 

 

109

 

 

 

12

 

 

 

(23

)

 

 

(21

)

Net Other-Than-Temporary Impairment Losses

   Recognized in Earnings

 

 

 

 

 

(150

)

 

 

 

 

 

 

Net Realized Gains

 

 

1,597

 

 

 

1,960

 

 

 

1,586

 

 

 

4,043

 

Other Income (Loss)

 

 

2,549

 

 

 

4,430

 

 

 

(183

)

 

 

1,905

 

Total Revenues

 

$

288,098

 

 

$

294,107

 

 

$

305,288

 

 

$

310,040

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net Losses and LAE

 

$

152,956

 

 

$

167,206

 

 

$

172,793

 

 

$

172,493

 

Commission Expenses

 

 

37,554

 

 

 

40,726

 

 

 

42,611

 

 

 

44,154

 

Other Operating Expenses

 

 

60,809

 

 

 

59,074

 

 

 

56,137

 

 

 

58,076

 

Interest Expense

 

 

3,858

 

 

 

3,858

 

 

 

3,859

 

 

 

3,860

 

Total Expenses

 

$

255,177

 

 

$

270,864

 

 

$

275,400

 

 

$

278,583

 

Income Before Income Taxes

 

 

32,921

 

 

 

23,243

 

 

 

29,888

 

 

 

31,457

 

Income Tax Expense

 

$

9,989

 

 

$

7,053

 

 

$

7,875

 

 

$

9,866

 

Net Income

 

$

22,932

 

 

$

16,190

 

 

$

22,013

 

 

$

21,591

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive Income (Loss)

 

$

45,721

 

 

$

35,228

 

 

$

18,760

 

 

$

(31,712

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Combined Ratio

 

 

95.1

%

 

 

99.6

%

 

 

95.6

%

 

 

96.7

%

Net Income per Share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.79

 

 

$

0.56

 

 

$

0.76

 

 

$

0.74

 

Diluted

 

$

0.77

 

 

$

0.54

 

 

$

0.73

 

 

$

0.71

 

In thousands, except per share amounts

  March 31,
2013
  June 30,
2013
  September 30,
2013
  December 31,
2013
 

Gross written premiums

  $393,222   $332,128   $312,076   $333,091  

Revenues:

     

Net written premiums

  $269,452   $198,469   $196,556   $223,445  

Change in unearned premiums

   (67,124  7,345    17,339    (3,543
  

 

 

  

 

 

  

 

 

  

 

 

 

Net earned premiums

   202,328    205,814    213,895    219,902  

Net investment income

   13,657    14,246    14,094    14,254  

Total other-than-temporary impairment losses

   (42  —      (1,821  (530

Portion of loss recognized in other comprehensive income (before tax)

   —      —      —      —    
  

 

 

  

 

 

  

 

 

  

 

 

 

Net other-than-temporary impairment losses recognized in earnings

   (42  —      (1,821  (530

Net realized gains

   4,814    3,345    (988  15,768  

Other income (expense)

   618    (915  (210  (665
  

 

 

  

 

 

  

 

 

  

 

 

 

Total revenues

  $221,375   $222,490   $224,970   $248,729  
  

 

 

  

 

 

  

 

 

  

 

 

 

Expenses:

     

Net losses and loss adjustment expenses

  $131,342   $131,148   $125,086   $131,385  

Commission expenses

   26,555    28,391    27,685    30,863  

Other operating expenses

   40,874    40,678    39,056    43,826  

Call premium on Senior Notes

   —      —      —      17,895  

Interest expense

   2,051    2,052    2,053    4,351  
  

 

 

  

 

 

  

 

 

  

 

 

 

Total expenses

  $200,822   $202,269   $193,880   $228,320  

Income before income taxes

   20,553    20,221    31,090    20,409  
  

 

 

  

 

 

  

 

 

  

 

 

 

Income tax expense

  $6,643   $6,284   $9,804   $6,076  
  

 

 

  

 

 

  

 

 

  

 

 

 

Net income

  $13,910   $13,937   $21,286   $14,333  
  

 

 

  

 

 

  

 

 

  

 

 

 

Comprehensive income

  $14,785   $(24,829 $25,462   $1,200  

Combined ratio

   97.9  97.7  89.8  94.0

Net income per share:

     

Basic

  $0.99   $0.99   $1.50   $1.01  

Diluted

  $0.97   $0.97   $1.48   $1.00  

NOTE 16. SUBSEQUENT EVENTS

On February 15, 2018, our Board of Directors declared a cash dividend on our Company’s Common Stock of $0.07 per share, payable on March 23, 2018 to stockholders of record on March 2, 2018.

On February 7, 2018, NMUK entered into a Renewal Rights Agreement with Thomas Miller Specialty Underwriting Agency Limited (“Thomas Miller”), pursuant to which Thomas Miller agreed to acquire the renewal rights to our Company’s fixed-premium protection and indemnity business. Our Company will remain responsible for all losses occurring prior to February 8, 2018 on such business. We do not expect this transaction to have a material effect on our financial statements.


SCHEDULE I

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

Summary of Consolidated Investments-Other ThanInvestments -

Other than Investments in Related Parties

December 31, 2014

 

 

December 31, 2017

 

 

 

 

 

 

 

Gross

 

 

Gross

 

 

 

 

 

 

 

 

 

 

 

Unrealized

 

 

Unrealized

 

 

Amortized

 

amounts in thousands

 

Fair Value(1)

 

 

Gains

 

 

Losses

 

 

Cost

 

Fixed Maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Treasury Bonds, Agency Bonds and Foreign

   Government Bonds

 

$

393,563

 

 

$

2,081

 

 

$

(2,014

)

 

$

393,496

 

States, Municipalities and Political Subdivisions

 

 

814,632

 

 

 

20,136

 

 

 

(1,423

)

 

 

795,919

 

Mortgage-Backed and Asset-Backed Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Agency Mortgage-Backed Securities

 

 

407,619

 

 

 

2,352

 

 

 

(5,414

)

 

 

410,681

 

Residential Mortgage Obligations

 

 

54,104

 

 

 

606

 

 

 

(79

)

 

 

53,577

 

Asset-Backed Securities

 

 

328,753

 

 

 

2,138

 

 

 

(663

)

 

 

327,278

 

Commercial Mortgage-Backed Securities

 

 

160,904

 

 

 

2,354

 

 

 

(1,182

)

 

 

159,732

 

Subtotal

 

$

951,380

 

 

$

7,450

 

 

$

(7,338

)

 

$

951,268

 

Corporate Exposures (2)

 

 

897,479

 

 

 

14,491

 

 

 

(3,737

)

 

 

886,725

 

Total Fixed Maturities

 

$

3,057,054

 

 

$

44,158

 

 

$

(14,512

)

 

$

3,027,408

 

Equity Securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Common Stocks

 

 

52,439

 

 

 

7,423

 

 

 

(112

)

 

 

45,128

 

Preferred Stocks

 

 

183,542

 

 

 

6,071

 

 

 

(1,560

)

 

 

179,031

 

Total Equity Securities

 

$

235,981

 

 

$

13,494

 

 

$

(1,672

)

 

$

224,159

 

Other Invested Assets

 

 

1,720

 

 

 

 

 

 

 

 

 

1,720

 

Short-Term Investments

 

 

127,128

 

 

 

3

 

 

 

 

 

 

127,125

 

Total Investments

 

$

3,421,883

 

 

$

57,655

 

 

$

(16,184

)

 

$

3,380,412

 

 

   December 31, 2014 

In thousands

  Fair Value   Gross
Unrealized
Gains
   Gross
Unrealized
Losses
  Amortized
Cost
 

Fixed maturities:

       

U.S. Treasury bonds, agency bonds and foreign government bonds

  $397,923    $3,431    $(5,965 $400,457  

States, municipalities and political subdivisions

   541,007     19,204     (558  522,361  

Mortgage-backed and asset-backed securities:

       

Agency mortgage-backed securities

   364,622     8,476     (998  357,144  

Residential mortgage obligations

   34,087     1,153     (138  33,072  

Asset-backed securities

   206,413     380     (964  206,997  

Commercial mortgage-backed securities

   206,318     6,630     (98  199,786  
  

 

 

   

 

 

   

 

 

  

 

 

 

Subtotal

$811,440  $16,639  $(2,198$796,999  

Corporate bonds

 615,564   13,048   (1,626 604,142  
  

 

 

   

 

 

   

 

 

  

 

 

 

Total fixed maturities

$2,365,934  $52,322  $(10,347$2,323,959  

Equity securities - common stocks

 127,183   28,520   (1,254 99,917  

Equity securities - preferred stocks

 57,112   2,236   (50 54,926  

Short-term investments

 179,506   —     (21 179,527  

Cash

 90,751   —     —     90,751  
  

 

 

   

 

 

   

 

 

  

 

 

 

Total

$2,820,486  $83,078  $(11,672$2,749,080  
  

 

 

   

 

 

   

 

 

  

 

 

 

(1)  Other invested assets are accounted for using the equity method of accounting.  All other investments are shown at fair value.

(2)  Corporate Exposures consist of investments in corporate bonds, hybrid bonds and redeemable preferred stocks.


SCHEDULE II

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

Condensed Financial Information of Registrant

The Navigators Group, Inc.

Balance Sheets

(Parent Company)

(In thousands, except share amounts)

 

 

December 31,

 

amounts in thousands

 

2017

 

 

2016

 

ASSETS

 

 

 

 

 

 

 

 

Investments

 

$

1,668

 

 

$

1,660

 

Cash

 

 

7,567

 

 

 

11,003

 

Investments in Subsidiaries

 

 

1,423,843

 

 

 

1,381,652

 

Goodwill and Other Intangible Assets

 

 

2,534

 

 

 

2,534

 

Current Income Tax Receivable, Net

 

 

30,573

 

 

 

13,160

 

Other Assets

 

 

28,063

 

 

 

36,428

 

Total Assets

 

$

1,494,248

 

 

$

1,446,437

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS' EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

Senior Notes

 

$

263,885

 

 

$

263,728

 

Accounts Payable and Other Liabilities

 

 

1,224

 

 

 

1,347

 

Accrued Interest Payable

 

 

3,174

 

 

 

3,174

 

Total Liabilities

 

$

268,283

 

 

$

268,249

 

 

 

 

 

 

 

 

 

 

Stockholders' Equity:

 

 

 

 

 

 

 

 

Preferred Stock, $.10 par value, authorized 1,000 shares, none issued

 

$

 

 

$

 

Common Stock, $.10 par value, authorized 50,000 shares, issued 36,530

   shares for  2017 and 36,147 shares for 2016

 

 

3,650

 

 

 

3,612

 

Additional Paid-In Capital

 

 

376,868

 

 

 

373,983

 

Treasury Stock, at cost (7,023 shares for 2017 and 2016)

 

 

(155,801

)

 

 

(155,801

)

Retained Earnings

 

 

981,380

 

 

 

947,519

 

Accumulated Other Comprehensive Income:

 

 

 

 

 

 

 

 

Net Unrealized Gains (Losses) on Securities Available-for-Sale, Net of Tax

 

 

19,874

 

 

 

8,882

 

Foreign Currency Translation Adjustment, Net of Tax

 

 

(6

)

 

 

(7

)

Total Stockholders' Equity

 

$

1,225,965

 

 

$

1,178,188

 

Total Liabilities and Stockholders' Equity

 

$

1,494,248

 

 

$

1,446,437

 

 

   December 31, 
   2014  2013 
ASSETS   

Cash and investments

  $101,032   $100,676  

Investments in subsidiaries

   1,163,822    1,040,214  

Goodwill and other intangible assets

   2,534    2,534  

Other assets

   27,531    26,538  
  

 

 

  

 

 

 

Total assets

$1,294,919  $1,169,962  
  

 

 

  

 

 

 
LIABILITIES AND STOCKHOLDERS’ EQUITY

Liabilities:

Senior Notes

$263,440  $263,308  

Accounts payable and other liabilities

 1,081   802  

Accrued interest payable

 3,174   3,640  
  

 

 

  

 

 

 

Total liabilities

$267,695  $267,750  
  

 

 

  

 

 

 

Stockholders’ Equity:

Preferred stock, $.10 par value, authorized 1,000,000 shares, none issued

$—    $—    

Common stock, $.10 par value, authorized 50,000,000 shares, issued 17,792,846 shares for 2014 and 17,709,876 shares for 2013

 1,778   1,770  

Additional paid-in capital

 347,022   335,546  

Treasury stock, at cost (3,511,380 shares for 2014 and 2013)

 (155,801 (155,801

Retained earnings

 787,666   692,337  

Accumulated other comprehensive income:

Net unrealized gains (losses) on securities available-for-sale, net of tax

 46,573   23,387  

Foreign currency translation adjustment, net of tax

 (14 4,973  
  

 

 

  

 

 

 

Total stockholders’ equity

$1,027,224  $902,212  
  

 

 

  

 

 

 

Total liabilities and stockholders’ equity

$1,294,919  $1,169,962  
  

 

 

  

 

 

 


SCHEDULE II

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

Condensed Financial Information of Registrant (Continued)

The Navigators Group, Inc.

Statements of Income

(Parent Company)

(In thousands)

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

Net Investment Income

 

$

7

 

 

$

53

 

 

$

147

 

Total Revenues

 

$

7

 

 

$

53

 

 

$

147

 

Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

Interest Expense

 

 

15,447

 

 

 

15,435

 

 

 

15,424

 

Other (Income) Expense

 

 

(28

)

 

 

22

 

 

 

 

Total Expenses

 

$

15,419

 

 

$

15,457

 

 

$

15,424

 

Income (Loss) Before Income Tax Benefit

 

$

(15,412

)

 

$

(15,404

)

 

$

(15,277

)

Income Tax  Benefit

 

 

(5,709

)

 

 

(8,009

)

 

 

(5,472

)

Income (Loss) Before Equity in Undistributed Net Income of

   Wholly Owned Subsidiaries

 

$

(9,703

)

 

$

(7,395

)

 

$

(9,805

)

Equity in Undistributed Net Income of  Wholly-Owned Subsidiaries

 

 

50,197

 

 

 

90,121

 

 

 

90,862

 

Net Income

 

$

40,494

 

 

$

82,726

 

 

$

81,057

 

 

   Year Ended December 31, 
   2014  2013  2012 

Revenues:

    

Net investment income

  $76   $13   $341  

Dividends received from wholly-owned subsidiaries

   —      —      15,000  
  

 

 

  

 

 

  

 

 

 

Total revenues

  $76   $13   $15,341  
  

 

 

  

 

 

  

 

 

 

Expenses:

    

Call premium on Senior Notes

  $—     $17,895   $—    

Interest expense

   15,413    10,507    8,198  

Other (income) expense

   —      2    1,749  
  

 

 

  

 

 

  

 

 

 

Total expenses

  $15,413   $28,404   $9,947  
  

 

 

  

 

 

  

 

 

 

Income (loss) before income tax benefit

  $(15,337 $(28,391 $5,394  

Income tax benefit

   (5,287  (9,886  (3,332
  

 

 

  

 

 

  

 

 

 

Income (loss) before equity in undistributed net income of wholly owned subsidiaries

  $(10,050 $(18,505 $8,726  

Equity in undistributed net income of wholly-owned subsidiaries

   105,379    81,971    55,036  
  

 

 

  

 

 

  

 

 

 

Net income

  $95,329   $63,466   $63,762  
  

 

 

  

 

 

  

 

 

 

SCHEDULE II

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

Condensed Financial Information of Registrant (Continued)

The Navigators Group, Inc.

Statements of Cash Flows

(Parent Company)

(In thousands)

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Operating Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Net Income

 

$

40,494

 

 

$

82,726

 

 

$

81,057

 

Adjustments to Reconcile Net Income to Net Cash Provided

   By (Used in) Operations:

 

 

 

 

 

 

 

 

 

 

 

 

Equity in Undistributed Net Income of Wholly-Owned Subsidiaries

 

 

(50,197

)

 

 

(90,121

)

 

 

(90,862

)

Dividends Received from Subsidiaries

 

 

19,000

 

 

 

5,000

 

 

 

 

Other

 

 

5,841

 

 

 

5,737

 

 

 

9,542

 

Net Cash Provided By (Used in) Operating Activities

 

$

15,138

 

 

$

3,342

 

 

$

(263

)

Investing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Fixed Maturities, Available-for-Sale

 

 

 

 

 

 

 

 

 

 

 

 

Sales

 

$

 

 

$

 

 

$

1,250

 

Purchases

 

 

 

 

 

 

 

 

 

Equity Securities

 

 

 

 

 

 

 

 

 

 

 

 

Sales

 

 

 

 

 

 

 

 

 

Purchases

 

 

 

 

 

 

 

 

 

Net (Increase) Decrease in Short-Term Investments

 

 

(8

)

 

 

87,942

 

 

 

3,918

 

Net Cash Provided By (Used in) Investing Activities

 

$

(8

)

 

$

87,942

 

 

$

5,168

 

Financing Activities:

 

 

 

 

 

 

 

 

 

 

 

 

Capital Contribution to Subsidiary

 

$

(1

)

 

$

(79,250

)

 

$

 

Proceeds of Stock Issued from Employee Stock Purchase Plan

 

 

1,846

 

 

 

1,840

 

 

 

1,352

 

Proceeds of Stock Issued from Exercise of Stock Options

 

 

 

 

 

 

 

 

29

 

Dividends Paid

 

 

(6,633

)

 

 

(3,930

)

 

 

 

Payment of Employee Tax Withholding on Stock Compensation

 

 

(13,778

)

 

 

(5,358

)

 

 

(6,169

)

Net cash Provided By (Used in) Financing Activities

 

$

(18,566

)

 

$

(86,698

)

 

$

(4,788

)

Increase (Decrease) in Cash

 

$

(3,436

)

 

$

4,586

 

 

$

117

 

Cash at Beginning of Year

 

 

11,003

 

 

 

6,417

 

 

 

6,300

 

Cash at End of Year

 

$

7,567

 

 

$

11,003

 

 

$

6,417

 

 

   Year Ended December 31, 
   2014  2013  2012 

Operating activities:

    

Net income

  $95,329   $63,466   $63,762  

Adjustments to reconcile net income to net cash provided by (used in) operations:

    

Equity in undistributed net income of wholly-owned subsidiaries

   (105,379  (81,971  (70,036

Dividends received from subsidiaries

   —      —      15,000  

Call premium on redemption of Senior Notes

   —      17,895    —    

Other

   9,211    2,098    (3,265
  

 

 

  

 

 

  

 

 

 

Net cash provided by (used in) operating activities

  $(839 $1,488   $5,461  
  

 

 

  

 

 

  

 

 

 

Investing activities:

    

Fixed maturities, available-for-sale

    

Sales

  $3,200   $8,754   $7,986  

Purchases

   —      (1,249  (14,700

Equity securities

    

Sales

   —      —      —    

Purchases

   —      —      —    

Net increase in short-term investments

   (3,424  (89,988  (167
  

 

 

  

 

 

  

 

 

 

Net cash provided by (used in) investing activities

  $(224 $(82,483 $(6,881
  

 

 

  

 

 

  

 

 

 

Financing activities:

    

Capital contribution to subsidiary

  $—     $(50,000 $—    

Net Proceeds from Debt Offering

   —      263,278    —    

Redemption of 7.0% Senior Notes Due May 1, 2016

   —      (132,437  —    

Purchase of treasury stock

   —      —      —    

Proceeds of stock issued from employee stock purchase plan

   1,067    821    672  

Proceeds of stock issued from exercise of stock options

   153    2,495    404  
  

 

 

  

 

 

  

 

 

 

Net cash provided by (used in) financing activities

  $1,220   $84,157   $1,076  
  

 

 

  

 

 

  

 

 

 

Increase (decrease) in cash

  $157   $3,162   $(344

Cash at beginning of year

   6,143    2,981    3,325  
  

 

 

  

 

 

  

 

 

 

Cash at end of year

  $6,300   $6,143   $2,981  
  

 

 

  

 

 

  

 

 

 


SCHEDULE III

In thousands

  Deferred
policy
acquisition
costs
   Reserve
for losses
and loss
adjustment
expenses
   Unearned
Premiums
   Other policy
claims and
benefits
payable
   Net
earned
premiums
   Net
investment
income(1)
   Losses
and loss
adjustment
expenses
incurred
   Amortization
of deferred
policy
acquisition
costs(2)
   Other
operating
expenses (1)
   Net
written
premiums
 

Year ended December 31, 2014

                    

Insurance Companies

  $63,200    $1,645,984    $579,331    $—      $704,574    $56,714    $434,396    $85,137    $138,675    $752,773  

Lloyd’s Operations

   16,252     513,650     186,836     —       231,321     7,378     110,833     42,558     58,150     247,365  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
$79,452  $2,159,634  $766,167  $—    $935,895  $64,092   545,229  $127,695   196,825   1,000,138  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Year ended December 31, 2013

Insurance Companies

$54,984  $1,523,175  $536,303  $—    $639,338  $49,083  $415,413  $81,132  $119,920  $680,008  

Lloyd’s Operations

 12,023   521,896   178,303   —     202,601   7,160   103,548   34,710   44,514   207,914  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
$67,007  $2,045,071  $714,606  $—    $841,939  $56,243  $518,961  $115,842  $164,434  $887,922  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Year ended December 31, 2012

Insurance Companies

$48,294  $1,567,045  $470,425  $—    $571,439  $46,549  $417,082  $81,370  $113,625  $622,956  

Lloyd’s Operations

 12,711   530,003   171,982   —     210,525   7,551   80,351   42,449   45,454   210,699  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 
$61,005  $2,097,048  $642,407  $—    $781,964  $54,100  $497,433  $123,819  $159,079  $833,655  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

(1) - Net investment income and Other operating expenses reflect only such amounts attributable to the Company’s insurance operations.

(2) - Amortization of deferred policy acquisition costs reflects only such amounts attributable to the Company’s insurance operations. A portion of these costs is eliminated in consolidation.

SCHEDULE IV

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

Reinsurance - Written PremiumSupplementary Insurance Information

 

In thousands

  Direct
Amount
   Ceded to
other
companies
   Assumed
from other
companies
   Net amount   Percentage of
amount
assumed to net
 

Year ended December 31, 2014

          

Property-Casualty

  $1,184,538    $432,214    $247,814    $1,000,138     25
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Year ended December 31, 2013

Property-Casualty

$1,127,331  $482,596  $243,187  $887,922   27
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Year ended December 31, 2012

Property-Casualty

$1,034,658  $452,810  $251,807  $833,655   30
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Amortization

 

 

 

 

 

 

 

 

 

 

 

 

Deferred

 

 

 

 

 

 

 

 

 

 

Other Policy

 

 

 

 

 

 

 

 

 

 

 

 

 

 

of Deferred

 

 

 

 

 

 

 

 

 

 

 

 

Policy

 

 

Reserve

 

 

 

 

 

 

Claims and

 

 

Net

 

 

Net

 

 

Losses

 

 

Policy

 

 

Other

 

 

Net

 

 

 

 

Acquisition

 

 

for Losses

 

 

Unearned

 

 

Benefits

 

 

Earned

 

 

Investment

 

 

and LAE

 

 

Acquisition

 

 

Operating

 

 

Written

 

amounts in thousands

 

 

Costs

 

 

and LAE

 

 

Premiums

 

 

Payable

 

 

Premiums

 

 

Income (1)

 

 

Incurred

 

 

Costs

 

 

Expenses

 

 

Premiums

 

Year ended December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Insurance

 

 

$

54,674

 

 

$

1,629,015

 

 

$

575,068

 

 

$

 

 

$

674,665

 

 

$

 

 

$

443,353

 

 

$

77,729

 

 

$

128,905

 

 

$

721,300

 

Int'l Insurance

 

 

 

38,988

 

 

 

716,352

 

 

 

260,982

 

 

 

 

 

 

333,792

 

 

 

 

 

 

229,601

 

 

 

68,824

 

 

 

83,464

 

 

 

335,852

 

GlobalRe

 

 

 

41,587

 

 

 

169,778

 

 

 

151,631

 

 

 

 

 

 

177,963

 

 

 

 

 

 

133,311

 

 

 

39,136

 

 

 

20,861

 

 

 

214,178

 

Corporate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

89,293

 

 

 

 

 

 

(958

)

 

 

 

 

 

 

 

 

 

$

135,249

 

 

$

2,515,145

 

 

$

987,681

 

 

$

 

 

$

1,186,420

 

 

$

89,293

 

 

$

806,265

 

 

$

184,731

 

 

$

233,230

 

 

$

1,271,330

 

Year ended December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Insurance

 

 

$

50,028

 

 

$

1,564,524

 

 

$

519,505

 

 

$

 

 

$

629,308

 

 

$

 

 

$

397,860

 

 

$

70,812

 

 

$

128,108

 

 

$

683,568

 

Int'l Insurance

 

 

 

37,385

 

 

 

605,105

 

 

 

252,442

 

 

 

 

 

 

307,416

 

 

 

 

 

 

178,284

 

 

 

61,703

 

 

 

86,395

 

 

 

345,967

 

GlobalRe

 

 

 

32,247

 

 

 

120,098

 

 

 

115,397

 

 

 

 

 

 

163,621

 

 

 

 

 

 

89,304

 

 

 

34,008

 

 

 

19,593

 

 

 

156,689

 

Corporate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

79,451

 

 

 

 

 

 

(1,478

)

 

 

 

 

 

 

 

 

 

$

119,660

 

 

$

2,289,727

 

 

$

887,344

 

 

$

 

 

$

1,100,345

 

 

$

79,451

 

 

$

665,448

 

 

$

165,045

 

 

$

234,096

 

 

$

1,186,224

 

Year ended December 31, 2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Insurance

 

 

$

37,372

 

 

$

1,478,391

 

 

$

476,803

 

 

$

 

 

$

555,836

 

 

$

 

 

$

343,497

 

 

$

56,319

 

 

$

131,407

 

 

$

597,006

 

Int'l Insurance

 

 

 

25,451

 

 

 

608,783

 

 

 

221,544

 

 

 

 

 

 

259,960

 

 

 

 

 

 

134,702

 

 

 

43,676

 

 

 

75,867

 

 

 

277,942

 

GlobalRe

 

 

 

29,160

 

 

 

115,470

 

 

 

122,329

 

 

 

 

 

 

168,291

 

 

 

 

 

 

94,399

 

 

 

32,240

 

 

 

16,242

 

 

 

168,912

 

Corporate

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

68,718

 

 

 

 

 

 

(2,258

)

 

 

 

 

 

 

 

 

 

$

91,983

 

 

$

2,202,644

 

 

$

820,676

 

 

$

 

 

$

984,087

 

 

$

68,718

 

 

$

572,598

 

 

$

129,977

 

 

$

223,516

 

 

$

1,043,860

 

(1)

  As we evaluate the underwriting results of each of our reportable segments separately from the results of our investment portfolio, we do not allocate net investment income to our reportable segments.


SCHEDULE VIV

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

Valuation and Qualifying AccountsReinsurance - Written Premium

 

In thousands

  Balance at
January 1, 2014
   Charged (Credited) to
Costs and Expenses
   Charged to
Other Accounts
   Deductions
(Describe)
   Balance at
December 31, 2014
 

Description:

          

Allowance for uncollectable reinsurance

  $11,332    $—      $—      $—      $11,332  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

Valuation allowance in deferred taxes

$554  $222  $—    $—    $776  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

 

 

 

 

 

 

 

Ceded to

 

 

Assumed

 

 

 

 

 

 

Percentage

 

 

 

Direct

 

 

Other

 

 

from Other

 

 

Net

 

 

of Amount

 

amounts in thousands

 

Amount

 

 

Companies

 

 

Companies

 

 

Amount

 

 

Assumed to Net

 

Year ended December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accident & Health

 

$

 

 

$

 

 

$

80,605

 

 

$

80,605

 

 

 

100

%

Property & Liability

 

 

1,489,422

 

 

 

441,935

 

 

 

143,238

 

 

 

1,190,725

 

 

 

12

%

  Total

 

$

1,489,422

 

 

$

441,935

 

 

$

223,843

 

 

$

1,271,330

 

 

 

18

%

Year ended December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accident & Health

 

$

 

 

$

 

 

$

53,814

 

 

$

53,814

 

 

 

100

%

Property & Liability

 

 

1,403,865

 

 

 

382,687

 

 

 

111,232

 

 

 

1,132,410

 

 

 

10

%

  Total

 

$

1,403,865

 

 

$

382,687

 

 

$

165,046

 

 

$

1,186,224

 

 

 

14

%

Year ended December 31, 2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Accident & Health

 

$

 

 

$

 

 

$

87,088

 

 

$

87,088

 

 

 

100

%

Property & Liability

 

 

1,277,728

 

 

 

409,642

 

 

 

88,686

 

 

 

956,772

 

 

 

9

%

  Total

 

$

1,277,728

 

 

$

409,642

 

 

$

175,774

 

 

$

1,043,860

 

 

 

17

%


SCHEDULE VIV

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

Valuation and Qualifying Accounts

 

 

Balance at

 

 

Charged

(Credited) to

 

 

Charged to

 

 

Deductions

 

 

Balance at

 

amounts in thousands

 

January 1

 

 

Costs and Expenses

 

 

Other Accounts

 

 

(Describe)

 

 

December 31

 

Year ended December 31, 2017

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for Uncollectable Reinsurance

 

$

12,078

 

 

$

519

 

 

$

 

 

$

 

 

$

12,597

 

Valuation Allowance in Deferred Taxes

 

$

699

 

 

$

1,099

 

 

$

 

 

$

 

 

$

1,798

 

Year ended December 31, 2016

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for Uncollectable Reinsurance

 

$

6,921

 

 

$

5,157

 

 

$

 

 

$

 

 

$

12,078

 

Valuation Allowance in Deferred Taxes

 

$

721

 

 

$

(22

)

 

$

 

 

$

 

 

$

699

 

Year ended December 31, 2015

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Allowance for Uncollectable Reinsurance

 

$

11,332

 

 

$

(4,411

)

 

$

 

 

$

 

 

$

6,921

 

Valuation Allowance in Deferred Taxes

 

$

776

 

 

$

(55

)

 

$

 

 

$

 

 

$

721

 


SCHEDULE VI

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

Supplementary Information Concerning Property-CasualtyP&C Insurance Operations

($ in thousands)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and LAE

 

 

Amortization

 

 

 

 

 

 

 

 

 

 

 

Deferred

Policy

 

 

Reserve

 

 

 

 

 

 

Net

 

 

Net

 

 

Expenses Incurred

Related to

 

 

of Deferred

Policy

 

 

Other

 

 

Net

 

amounts in thousands

 

Acquisition

 

 

for Losses

 

 

Unearned

 

 

Earned

 

 

Investment

 

 

Current

 

Prior

 

 

Acquisition

 

 

Operating

 

 

Written

 

Affiliation with Registrant

 

Costs

 

 

and LAE

 

 

Premiums

 

 

Premiums

 

 

Income

 

 

Year

 

Years

 

 

Costs

 

 

Expenses

 

 

Premiums

 

Consolidated

   Subsidiaries:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended

   December 31, 2017

 

$

135,249

 

 

$

2,515,145

 

 

$

987,681

 

 

$

1,186,420

 

 

$

89,293

 

 

$

771,955

 

$

34,310

 

 

$

184,731

 

 

$

233,230

 

 

$

1,271,330

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended

   December 31, 2016

 

$

119,660

 

 

$

2,289,727

 

 

$

887,344

 

 

$

1,100,345

 

 

$

79,451

 

 

$

693,976

 

$

(28,528

)

 

$

165,045

 

 

$

234,096

 

 

$

1,186,224

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Year ended

   December 31, 2015

 

$

91,983

 

 

$

2,202,644

 

 

$

820,676

 

 

$

984,087

 

 

$

68,718

 

 

$

637,267

 

$

(64,669

)

 

$

129,977

 

 

$

223,516

 

 

$

1,043,860

 

 

Affiliation with
Registrant

  Deferred
policy
acquisition
costs
   Reserve
for losses
and loss
adjustment
expenses
   Discount,
if any,
deducted
   Unearned
premiums
   Net
earned
premiums
   Net
investment
income(1)
   

 

Losses and loss adjustment
expenses incurred related to

  Amortization
of deferred
Policy
acquisition
costs(2)
   Other
operating
expenses (1)
   Net
written
premiums
 
              Current
year
   Prior
years
      

Consolidated Subsidiaries:

                     

Year ended December 31, 2014

  $79,452    $2,159,634    $—      $766,167    $935,895    $64,092    $601,041    $(55,812 $127,695    $196,825    $1,000,138  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

  

 

 

   

 

 

   

 

 

 

Year ended December 31, 2013

$67,007  $2,045,071  $—    $714,606  $841,939  $56,243  $520,227  $(1,266$115,842  $164,434  $887,922  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

  

 

 

   

 

 

   

 

 

 

Year ended December 31, 2012

$61,005  $2,097,048  $—    $642,407  $781,964  $54,100  $542,724  $(45,291$123,819  $159,079  $833,655  
  

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

   

 

 

  

 

 

   

 

 

   

 

 

 

(1) - Net investment income and Other operating expenses reflect only such amounts attributable to the Company’s insurance operations.S-8

(2) - Amortization of deferred policy acquisition costs reflects only such amounts attributable to the Company’s insurance operations. A portion of these costs is eliminated in consolidation.

Exhibit
No.

Description of Exhibit

Previously filed and Incorporated

Herein by Reference to:

    3-1Restated Certificate of Incorporation

Form S-8 filed July 26, 2002

(File No. 333-97183)

    3-2Certificate of Amendment to the Restated Certificate of Incorporation

Form S-8 filed July 26, 2002

(File No. 333-97183)

    3-3By-laws, as amendedForm S-1 (File No. 33-5667)
    3-4Certificate of Amendment to the Restated Certificate of IncorporationForm 10-Q for June 30, 2006
    4-1Specimen of Common Stock certificate, par value $0.10 per share

Form S-8 filed June 20, 2003

(File No. 333-106317)

    4-2Second Supplemental Indenture, dated as of October 4, 2013, between the Company and The Bank of New York MellonForm 8-K filed October 4, 2013
  10-1*Stock Option PlanForm S-1 (File No. 33-5667)
  10-2*Non-Qualified Stock Option PlanForm S-4 (File No. 33-75918)
  10-3Employment Agreement with Stanley A. Galanski effective March 26, 2001Form 10-Q for March 31, 2001
  10-4Employment Agreement with R. Scott Eisdorfer dated September 1, 1999Form 10-K for December 31, 2002
  10-5*2002 Stock Incentive PlanProxy Statement filed May 30, 2002
  10-6*Employee Stock Purchase PlanProxy Statement filed May 29, 2003
  10-7*Executive Performance Incentive PlanProxy Statement filed April 4, 2008
  10-8Form of Indemnity Agreement by the Company and the Selling Stockholders (as defined therein)

Amendment No. 2 to Form S-3 dated

October 1, 2003 (File No.333-108424)

  10-16*Second Amended and Restated 2005 Stock Incentive PlanProxy Statement filed April 12, 2013
  10-17Second Amended and Restated Funds at Lloyd’s Letter of Credit Agreement, dated as of November 24, 2014, among the Company, ING Bank N.V., London Branch, individually and as Administrative Agent and Letter of Credit Agent, JP Morgan Chase Bank N.A., and Barclays Bank PLC**
  10-18Employment Agreement with Stephen R. Coward dated December 9, 2010Form 10-K for December 31, 2013
  10-19Employment Agreement with Colin Sprott dated July 10, 2013Form 10-K for December 31, 2013
  11-1Statement re Computation of Per Share Earnings**
  21-1Subsidiaries of Registrant**
  23-1Consent of Independent Registered Public Accounting Firm**
  31-1Certification of CEO per Section 302 of the Sarbanes-Oxley Act**
  31-2Certification of CFO per Section 302 of the Sarbanes-Oxley Act**
  32-1Certification of CEO per Section 906 of the Sarbanes-Oxley Act (This exhibit is intended to be furnished in accordance with regulation S-K item 601(b)(32)(ii) and shall not be deemed to be filed for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference into any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference).**
  32-2Certification of CFO per Section 906 of the Sarbanes-Oxley Act (This exhibit is intended to be furnished in accordance with regulation S-K item 601(b)(32)(ii) and shall not be deemed to be filed for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference into any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference).**
101.INSXBRL Instance Document**
101.SCHXBRL Taxonomy Extension Scheme**
101.CALXBRL Taxonomy Extension Calculation Database**
101.LABXBRL Taxonomy Extension Label Linkbase**
101.PREXBRL Taxonomy Extension Presentation Linkbase**
101.DEFXBRL Taxonomy Extension Definition Linkbase**

*Compensatory Plan