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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-K
FOR ANNUAL AND TRANSITIONAL REPORTS PURSUANT TO
SECTIONS 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
(Mark One)
x
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the Fiscal Year Ended December 31, 20182020
or
¨TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
Commission file number 001-36777
JAMES RIVER GROUP HOLDINGS, LTD.
(Exact name of registrant as specified in its charter)
Bermuda98-0585280
                         (State or other jurisdiction of incorporation or organization)(IRS Employer Identification No.)
Bermuda98-0585280
(State of Incorporation)(IRS Employer Identification No.)
Wellesley House, 2nd Floor
90 Pitts Bay Road, Pembroke, Bermuda
HM 08
(Address of principal executive offices)(Zip Code)
Wellesley House, 2nd Floor, 90 Pitts Bay Road, Pembroke HM08, Bermuda
(Address of principal executive offices)
Registrant’s telephone number, including area code: (441) 278-4580
Securities registered pursuant to Section 12(b) of the Act:
Title of each classTrading Symbol(s)Names of each exchange on which registered
Common Shares, par value $0.0002 per shareJRVRNASDAQGlobal Select Market
(Title of Class)
NASDAQ Global Select Market
(Name of Exchange on which Registered)
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 x No ¨
Indicate by check mark if the Registrant is not required to file reports pursuant to Section 13 or 15(d) of the Securities 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 registrantRegistrant has submitted electronically every Interactive Data File required to be submitted 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 registrantRegistrant 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 is not contained herein, and will not be contained, to the best of 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.  ¨
Indicate by check mark whether the Registrant is a large accelerated filer, an accelerated filer, non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. (Check one):
Large accelerated filer
x
Accelerated filer
Accelerated
Non-accelerated filero
Non-accelerated filero
Smaller reporting companyo
Emerging Growth Companyo
If an emerging growth company, indicate by check mark if the registrantRegistrant 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 has filed a report on and attestation to its management’s assessment of the effectiveness of its internal control over financial reporting under Section 404(b) of the Sarbanes-Oxley Act (15 U.S.C. 7262(b)) by the registered public accounting firm that prepared or issued its audit report .

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 the Registrant’s common shares held by non-affiliates of the Registrant as of June 30, 2018,2020, computed by reference to the closing sales price on the NASDAQ Global Select Market on that date, was approximately $1,143,957,071.$1,332,336,690.
The number of the Registrant’s common shares outstanding was 30,067,54530,765,510 as of February 25, 2019.23, 2021.
DOCUMENTS INCORPORATED BY REFERENCE:
Portions of the James River Group Holdings, Ltd. Proxy Statement to be filed with the Securities and Exchange Commission within 120 days after the year covered by this Form 10-K with respect to the 20192021 Annual General Meeting of Shareholders are incorporated by reference into Part III hereof.


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Unless the context indicates or suggests otherwise, references in this Annual Report on Form 10-K to “the Company,” “we,” “us” and “our” refer to James River Group Holdings, Ltd. and its consolidated subsidiaries.
SPECIAL NOTE REGARDING FORWARD-LOOKING STATEMENTS
This Annual Report on Form 10-K (“Annual Report”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. These statements may be identified by the fact that they do not relate strictly to historical or current facts. In some cases, forward-looking statements may be identified by the use of words such as “anticipates,” “estimates,” “expects,” “intends,” “plans”, “seeks” and “believes,” and similar expressions or future or conditional verbs such as “will,” “should,” “would,” “may” and “could.” These forward-looking statements include, among others, statements relating to our future financial performance, our business prospects and strategy, anticipated financial position, liquidity and capital needs and other similar matters. These forward-looking statements are based on management’s current expectations and assumptions about future events, which are inherently subject to uncertainties, risks and changes in circumstances that are difficult to predict.
Our actual results may differ materially from those expressed in, or implied by, the forward-looking statements included in this Annual Report as a result of various factors, many of which are beyond our control, including, among others:
•    the inherent uncertainty of estimating reserves and the possibility that incurred losses may be greater than our loss and loss adjustment expense reserves;
•    inaccurate estimates and judgments in our risk management may expose us to greater risks than intended;
•    the potential loss of key members of our management team or key employees and our ability to attract and retain personnel;
•    adverse economic factors resulting in the sale of fewer policies than expected or an increase in the frequency or severity of claims, or both;
•    a decline in our financial strength rating resulting in a reduction of new or renewal business;
•    reliance on a select group of brokers and agents for a significant portion of our business and the impact of our potential failure to maintain such relationships;
•    reliance on a select group of customers for a significant portion of our business and the impact of our potential failure to maintain, or decision to terminate, such relationships;
•    our ability to obtain reinsurance coverage at prices and on terms that allow us to transfer risk and adequately protect our company against financial loss;
•    losses resulting from reinsurance counterparties failing to pay us on reinsurance claims, insurance companies with whom we have a fronting arrangement failing to pay us for claims, or an insured group of companiesa former customer with whom we have an indemnification arrangement failing to perform their reimbursement obligations;
•    inadequacy of premiums we charge to compensate us for our losses incurred;
•    changes in laws or government regulation, including tax or insurance law and regulations;
•    the ongoing effect of Public Law No. 115-97, informally titled the Tax Cuts and Jobs Act, which may have a significant effect on us including, among other things, by potentially increasing our tax rate, as well as on our shareholders;
•    in the event we do not qualify for the insurance company exception to the passive foreign investment company (“PFIC”) rules and are therefore considered a PFIC, there could be material adverse tax consequences to an investor that is subject to U.S. federal income taxation;
•    the Company or any of its foreign subsidiaries becoming subject to U.S. federal income taxation;​​
•    a failure of any of the loss limitations or exclusions we utilize to shield us from unanticipated financial losses or legal exposures, or other liabilities;​​
•    losses from catastrophic events, such as natural disasters and terrorist acts, which substantially exceed our expectations and/or exceed the amount of reinsurance we have purchased to protect us from such events;​​
•    the effects of the COVID-19 pandemic and associated government actions on our operations and financial performance;
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•    potential effects on our business of emerging claim and coverage issues;​​
•    exposure to credit risk, interest rate risk and other market risk in our investment portfolio;
our ability to obtain reinsurance coverage at prices and on terms that allow us to transfer risk and adequately protect our company against financial loss;​​

•    the potential impact of internal or external fraud, operational errors, systems malfunctions or cyber security incidents;​​
•    our ability to manage our growth effectively;
inadequacy of premiums we charge to compensate us for our losses incurred;
•    failure to maintain effective internal controls in accordance with Sarbanes-Oxley Act of 2002, as amended (“Sarbanes-Oxley”);​​
•    changes in our financial condition, regulations or other factors that may restrict our subsidiaries’ ability to pay us dividends; and
•    other risks and uncertainties discussed under “Risk Factors” and elsewhere in this Annual Report.
Accordingly, you should read this Annual Report completely and with the understanding that our actual future results may be materially different from what we expect.
Forward-looking statements speak only as of the date of this Annual Report. Except as expressly required under federal securities laws and the rules and regulations of the Securities and Exchange Commission (the “SEC”), we do not have any obligation, and do not undertake, to update any forward-looking statements to reflect events or circumstances arising after the date of this Annual Report, whether as a result of new information or future events or otherwise. You should not place undue reliance on the forward-looking statements included in this Annual Report or that may be made elsewhere from time to time by us, or on our behalf. All forward-looking statements attributable to us are expressly qualified by these cautionary statements.
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PART I
Item 1.
BUSINESS
Item 1.    BUSINESS
General
James River Group Holdings, Ltd. is a Bermuda-based holding company. We own and operate a group of specialty insurance and reinsurance companies. For the year ended December 31, 2018,2020, approximately 67.6%70.2% of our group-wide gross written premiums originated from the U.S. excess and surplus (“E&S”) lines market. Substantially all of our business is casualty insurance and reinsurance, and for the year ended December 31, 2018,2020, we derived 98.5%97.0% of our group-wide gross written premiums from casualty insurance and reinsurance. Our objective is to generate compelling returns on tangible equity, while limiting underwriting and investment volatility. We seek to accomplish this by consistently earning profits from insurance and reinsurance underwriting and generating meaningful risk-adjusted investment returns, while managing our capital opportunistically.capital. Our group includes three specialty property-casualty insurance and reinsuranceoperating segments: Excess and Surplus Lines, Specialty Admitted Insurance and Casualty Reinsurance.
We write very little property or catastrophe insurance and no property catastrophe reinsurance. For the year ended December 31, 2018,2020, property insurance and reinsurance represented 1.5%3.0% of our gross written premiums. When we do write property insurance, we buy reinsurance to significantly mitigate our risk. We have structured our reinsurance arrangements so that our modeled net pre-tax loss from a 1/1000 year probable maximum loss ("PML") event is no more thanwould not exceed $10.0 million on a group-wide basis.
We report our business in four segments: Excess and Surplus Lines, Specialty Admitted Insurance, Casualty Reinsurance and Corporate and Other.
The Excess and Surplus Lines segment sells E&S commercial lines liability and property insurance in every U.S. state and the District of Columbia through James River Insurance Company (“James River Insurance”) and its wholly-owned subsidiary, James River Casualty Company (“James River Casualty”). The Excess and Surplus Lines segment produced 55.6% of our gross written premiums and 69.6% of our net written premiums for the year ended December 31, 2020. James River Insurance and James River Casualty are both non-admitted carriers. Non-admitted carriers writing in the E&S market are not bound by most of the rate and form regulations imposed on standard market companies, allowing them flexibility to change the coverage terms offered and the rate charged without the time constraints and financial costs and delays associated with the filing of such changes with state regulators.regulators and seeking approval for the filings. In 2018,2020, the average account in this segment (excluding commercial auto policies) generated annual gross written premiums of approximately $20,000.$24,000. The Excess and Surplus Lines segment distributes primarily through wholesale insurance brokers. Members of our management team have participated in this market for over three decades and have long-standing relationships with the wholesale brokers who place E&S lines accounts.
The ExcessSpecialty Admitted Insurance segment has admitted licenses and Surplus Linesthe authority to write excess and surplus lines insurance in 50 states and the District of Columbia through Falls Lake National Insurance Company (“Falls Lake National”) and its wholly-owned subsidiaries, Stonewood Insurance Company (“Stonewood Insurance”) and Falls Lake Fire and Casualty Company (“Falls Lake Fire and Casualty”). The Specialty Admitted Insurance segment produced 56.3%32.5% of our gross written premiums and 74.9%9.2% of our net written premiums for the year ended December 31, 2018.
2020. The Specialty Admitted Insurance segment has two areas of focus. We write a select book of workers’ compensation coverage for building trades, healthcare employees and light manufacturing, among other light to medium hazard risks in select Southeastern and Eastern U.S. states, as well asstates. We also write fronting business which has become a significant element of our revenues and profits in this segment. Starting in 2017, we have de-emphasized the program business, as we believe fronting offers better risk adjusted return potential. In our fronting business, we retain a small percentage of the risk, generally 10% or less,-20%, and seek to earn fee income by allowing other carriers and producers to accessincome. When we front, we use our licensure, ratings, andlegal authority, financial strength rating, underwriting experience and claims expertise. Ininfrastructure to write insurance to service clients (usually managing general agents and reinsurers) who assume the vast majority of the risk on each fronted policy. Because we retain little premium or risk in our programfronted business, we can allocate less capital per dollar of revenue to fronted policies than to policies where we retain more risk, which we believe enhances our historic net retention was more than 10%.returns on equity. The Specialty Admitted Insurance segment accepts applications for insurance from a variety of sources, including independent retail agents, program administrators and managing general agents (“MGAs”).
The Specialty Admitted InsuranceCasualty Reinsurance segment distributes through reinsurance brokers and produced 32.1%11.9% of our gross written premiums and 7.3%21.2% of our net written premiums for the year ended December 31, 2018.
2020. The Casualty Reinsurance segment provides proportional and working layer casualty reinsurance to third parties and to our U.S.-based insurance subsidiaries. Typically, we structure our reinsurance contracts (also known as treaties) as quota share arrangements, with loss mitigating features, such as commissions that adjust based on underwriting results. We frequently include risk mitigating features in our working layer excess of loss treaties, such as paid reinstatements, whichreinstatements. These risk mitigation features allow the ceding company to capture a greater percentage of the profits should the business prove more profitable than expected, or alternatively, provide us with additional premiums should the business incur higher than expected losses. We believe these structures best align our interests with the interests of our cedents. On a premium volume basis, treaties with loss mitigation features including sliding scale ceding commissions represented 81.7%68.3% of the grossnet premiums written by our Casualty Reinsurance segment during 2018.2020. We typically do not assume large individual risks in our Casualty Reinsurance segment, nor do we write property catastrophe
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reinsurance. Most of the underlying policies assumed by our Casualty Reinsurance segment have a $1.0 million per occurrence limit, and we typically assume only a portion of that exposure. We believe this structure reduces volatility in our underwriting results. We do not assume stand-alone third-party property business at our Casualty Reinsurance segment, but we do have a small amount of assumed business with ancillary property exposure. 83.7%72.1% of premiums written by our Casualty Reinsurance segment during 20182020 were general liability accounts assumed from E&S carriers. The Casualty Reinsurance segment distributes through

reinsurance brokers and produced 11.6% of our gross written premiums and 17.8% of our net written premiums for the year ended December 31, 2018.accounts.
The Casualty Reinsurance segment writes third party business through two entities,one entity, JRG Reinsurance Company LtdLtd. ("JRG Re") and Carolina Re Ltd ("Carolina Re"). Through December 31, 2017, we had intercompany reinsurance agreements under which we ceded 70% of the net written premiums of our U.S. subsidiaries (after taking into account third-party reinsurance) to JRG Re. Effective January 1, 2018, we generally discontinued ceding 70% of our U.S.-written premiums to JRG Re and instead ceded 70% of our U.S.-written premiums to Carolina Re.Re Ltd ("Carolina Re"). This business is ceded under proportional, or quota-share reinsurance treaties with ceding commissions that provide for anare negotiated at arm’s length ceding commission.length. We exclude the effects of intercompany reinsurance agreements from the presentation of our segment results, consistent with the way we manage the Company. At December 31, 2018, 54.9%2020, 43.7% of our cash and invested assets were held at JRG Re, which benefits from a favorable operating environment, including an absence of corporate income or investment taxes.
On December 22, 2017, the United States enacted Public Law No. 115-97, informally titled the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act significantly changed the U.S. Internal Revenue Code of 1986, as amended (the “Code”), including by reducing the U.S. corporate income tax rate from 35% to 21% and imposing a base erosion and anti-abuse tax (“BEAT”). In response to the Tax Act, we made changes to our structure in 2018 to minimize the impact of BEAT that included the formation of Carolina Re, a Bermuda-domiciled, wholly-owned subsidiary of James River Group, Inc. Carolina Re is a Class 3A reinsurer and made an irrevocable election to be taxed as a U.S. domestic corporation under Section 953(d) of the Code effective January 1, 2018. Carolina Re also entered into a stop loss reinsurance agreement with JRG Re.
The Corporate and Other segment consists of the management and treasury activities of our holding companies, equity compensation for the group, and interest expense associated with our debt.
In 2018,2020, our operating subsidiaries wrote $1,166.8$1,257.0 million of gross written premiums, allocated by segment and underlying market as follows:
Gross Written Premiums by Segment Gross Written Premiums
Year Ended
December 31, 2018
 % of TotalGross Written Premiums by SegmentGross Written Premiums
Year Ended
December 31, 2020
% of Total
 (in thousands) 
(in thousands)
Excess and Surplus Lines segment $656,538
 56.3%Excess and Surplus Lines segment$699,143 55.6 %
Specialty Admitted Insurance segment 374,346
 32.1%Specialty Admitted Insurance segment408,691 32.5 %
Casualty Reinsurance segment 135,889
 11.6%Casualty Reinsurance segment149,166 11.9 %
 $1,166,773
 100.0%
$1,257,000 100.0 %
Gross Written Premiums by Market    Gross Written Premiums by Market
Non-admitted markets $788,781
 67.6%Non-admitted markets$882,770 70.2 %
Admitted markets 377,992
 32.4%Admitted markets374,230 29.8 %
 $1,166,773
 100.0%
$1,257,000 100.0 %
The A.M. Best Company (“A.M. Best”) financial strength rating for our group’s regulated insurance subsidiaries is “A” (Excellent). This rating reflects A.M. Best’s evaluation of our insurance subsidiaries’ financial strength, operating performance and ability to meet obligations to policyholders and is not an evaluation directed towards the protection of investors.
The financial strength ratings assigned by A.M. Best have an impact on the willingness of brokers and agents to submit applications for insurance and reinsurance to our regulated subsidiaries and on the risk profiles of the submissions for insurance that our subsidiaries receive. The “A” (Excellent) ratings assigned to our insurance and reinsurance subsidiaries are consistent with our business plans and we believe allow our subsidiaries to actively pursue relationships with the agents and brokers identified in their marketing plans.
Our History
In 2002, a group of experienced insurance executives with a history of starting and operating profitable specialty insurance operations created James River Group, Inc. (“James River Group”). James River Group was listed on the NASDAQ Stock Market (symbol: JRVR) in 2005 and consistently produced attractive underwriting results. James River Group had two insurance company subsidiaries, James River Insurance and Stonewood Insurance Company (“Stonewood Insurance”). Both of these subsidiaries as well as James River Group remain subsidiaries of ours.
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In 2007, James River Group’s management team decided to enhance James River Group’s long-term profitability by combining the earnings power of James River Group with the efficiency of an affiliated Bermuda domiciled reinsurer. A group of investors led by affiliates of D. E. Shaw & Co., L.P., a global investment and technology firm, acquired James River Group, at which point it ceased trading as a public company. Simultaneously, the investors and management founded and capitalized JRG Re, and we began the process of building our present company.
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In December 2014, we completed an initial public offering of our common shares (the “IPO”). Affiliates of D. E. Shaw & Co., L.P. and another institutional investor and its affiliateInstitutional investors sold all of the common shares in the IPO. Neither the Company nor any of its management or other shareholders sold shares in the IPO. D.E. Shaw & Co., L.P. sold its shares in our Company in a series of secondary offerings in 2016, 2017 and 2018 and no longer owns any of our shares.
Our Competitive Strengths
We believe we have the following competitive strengths:
Proven and Strong Management Team Whose Financial Interests are Aligned with Shareholders.   The Company's Non-Executive Chairman of the Company’s Board of Directors (the “Board”), J. Adam Abram, has a history of forming and managing profitable specialty insurance companies. He was a founder of the Company and our predecessor company. Our Chief Executive Officer, Frank D'Orazio, has significant experience in the insurance and reinsurance industries in both the United States and Bermuda. Mr. D'Orazio has held senior positions in operations and underwriting of several different insurance and reinsurance companies over the course of his career. Our Chief Operating Officer, Robert P. Myron, who has served in various capacities with our group since 2010, has a history of working in a senior management capacity in the insurance and reinsurance industries in both the United States and Bermuda. Mr. Myron has significant experience working in operations, finance and underwriting of several different insurance and reinsurance companies over the course of his career. Our Chief Financial Officer, Sarah C. Doran, joined our group in January 2017. She has significant experience with capital markets and corporate development related to the insurance and financial services industry. Ms. Doran has a history of working in a senior capacity in finance and advisory both within the insurance and reinsurance industry and for various investment banks.
The President and Chief Executive Officer of our Excess and Surplus Lines segment, Richard Schmitzer, who has been with our group since July 2009, has a history of working in a senior management capacity in the E&S lines industry. Mr. Schmitzer has significant experience working in underwriting and operations of several different insurance companies over the course of his career.
The President and Chief Executive Officer of our Specialty Admitted Insurance segment, Terry McCafferty, has extensive experience as an insurance underwriter, operator and executive, and has deep experience and industry knowledge to continue to build out our business initiatives in the fronting and specialty admitted risk business.
The President and Chief Executive Officer of our Casualty Reinsurance segment, Daniel Heinlein, has significant experience as a broker and underwriter of specialty reinsurance risks, particularly in the small account market where we concentrate.
The Non-Executive Chairman of the Company’s Board of Directors (the “Board”), J. Adam Abram, has a history of forming and managing profitable specialty insurance companies. He was a founder of the Company and a predecessor company, and he remains highly engaged as a key strategic contributor.
All members of our executive management and senior management own our common shares and have equity grants that we believe help align their interests with those of our long-term shareholders.
Broad Underwriting Expertise.   We strive to be innovative in tailoring our products to provide solutions for our distribution partners and insureds, and we are willing to entertain insuring many types of risk classifications. As a result, we believe we are a “go to” market for a wide variety of risks. We are able to structure solutions for our insureds and the wholesale brokers with whom we work because of our deep technical expertise and experience in the niches and specialties we underwrite.
Emphasis on Lowering Volatility.   We earn our profits by taking underwriting and investment risk. We underwrite many classes of insurance and invest in many types of assets. We actively seek to avoid underwriting business or making investments that expose us to an unacceptably high risk of large losses. We believe we have minimal exposure to material property risks and did not have material losses from property risks during 2018.2020.
We seek to limit our catastrophic underwriting exposure in all areas, but in particular to property risks and catastrophic events. Our U.S. primary companies purchase reinsurance from unaffiliated reinsurers to reduce our net exposure to any one risk or occurrence. In addition, our policy forms and pricing are subject to regular formal analysis in an effort to ensure we are insuring the types of risks we intend and that we are being appropriately compensated for taking on those risks. When we write reinsurance, we seek to avoid catastrophic risks and contractually limit the amount of exposure we have on any one risk or occurrence. We prefer to structure our assumed reinsurance treaties as proportional or quota share reinsurance, which is generally less volatile than excess of loss or catastrophe reinsurance. We believe this structure aligns our interests with those of the ceding company.
Meaningful Risk Adjusted Investment Returns.   We seek to generate meaningful contributions to company profitability from our investment portfolio. We attempt to follow a diversified strategy that emphasizes the preservation of our invested
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assets, provides adequate liquidity for the prompt payment of claims and produces attractive results for our shareholders. Within that context, we seek to improve risk-adjusted returns in our investment portfolio by allocating a portion of our portfolio to investments where we take measured risks based upon detailed knowledge of certain niche asset classes. Investment grade fixed maturity securities make up the majority of our investment portfolio, and we are comfortable allocating a portion of our assets to non-traditional investments. Our non-traditional investments have generally not included a meaningful allocation to listed common equities. We consider non-traditional investments to include investments that are (1) unrated bond
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or fixed income securities, (2) non-listed equities or (3) investments that generally have less liquidity than rated bond or fixed income securities or listed equities. Non-traditional investments represented 19.9%8.8% of our total invested assets at December 31, 2018,2020, consisting of syndicated bank loans (15.6%(6.7%) and other invested assets (4.3%(2.1%) that include interests in limited liability companies that invest in renewable energy opportunities, limited partnerships that invest in debt or equity securities, notes receivable for renewable energy projects, and a private debt security. While we are willing to make investments in non-traditional types of investments, we seek to avoid asset classes and investments that we do not understand. The weighted average credit rating of our portfolio of fixed maturity securities, bank loans and redeemable preferred stocks as of December 31, 20182020 was “A”. At December 31, 2018,2020, the average duration of our investment portfolio was 3.43.8 years.
Talented Underwriters and Operating Leadership.   The managers of our 15 underwriting divisions have an average of over 25 years of industry experience, substantial subject matter expertise and deep technical knowledge. They have been successful and profitable underwriters for us in the specialty casualty insurance and reinsurance sectors. Our segment presidents all have extensive backgrounds and histories working in management capacities in specialty casualty insurance and reinsurance.
Robust Technology and Data Capture.   We seek to ground our underwriting decisions in reliable historical data and technical evaluation of risks. Our underwriters utilize intuitive systems and differentiated technologies, many of which are proprietary.technologies. We have implemented processes to capture extensive data onfrom our book of business, before, during and after the underwriting analysis and decision. We use the data we collect to inform and, we believe, improve our judgment about similar risks as we refine our underwriting criteria. We use the data we collect in regular formal review processes for each of our lines of business and significant reinsurance treaties.
Focus on Small and Medium-Sized Casualty Niche and Specialty Business.   We believe that small and medium-sized casualty accounts, in niche areas where we focus, are consistently among the most attractive subsets of the property-casualty insurance and reinsurance market. We think the unique characteristics of the risks within these markets require each account to be individually underwritten in an efficient manner.
Many carriers have chosen either to reject business that requires individual underwriting or have attempted to automate the underwriting of this highly variable business. WhileSince our inception, we usehave embraced technology to greatly reduce the cost of individually underwriting these accounts in our Excess and Surplus Lines and Specialty Admitted Insurance segments, wesegments. We are investing in technologies that may bring additional insights to our underwriters and allow them to refine and improve their risk selection and pricing. We continue to have our underwriters make individual judgments regarding the underwriting and pricing of accounts. Our experience leads us to believe this approach, combining expert judgment and technology designed to provide our underwriters with relevant information and quick processing, is still more likely to produce consistent results over time and across markets. In addition, whileWhile we believe that the insurance and reinsurance industry is generally overcapitalized at this time, we are currently achieving attractive, moderatelysuccessfully increasing rates in our Excess and Surplus Lines and Specialty Admitted Insurance segments, which twosegments. Pricing on our E&S renewal book has increased for sixteen consecutive quarters. The E&S and Specialty Admitted segments combined represented 88.4%88.1% of our gross written premiums and 82.2%78.8% of our net written premiums for the twelve months ended December 31, 2018.2020. We believe that there are compelling opportunities for measured but profitable growth in many sectors of the insurance markets we target.
Active Claims Management.   Our U.S.-based primary insurance companies actively manage claims as part of keeping losses and loss adjustment expenses low. We attempt to investigate thoroughly and settle promptly all covered claims, which we generally accomplish through direct contact with the insured and other affected parties. We have historically been able to close approximately 95% of claims from a particular policy year within the five subsequent years, and as of December 31, 2018,2020, our reserves for claims incurred but not reported (“IBNR”) were 61.5%55.3% of our total net loss reserves.
Efficient Operating Platform.   We have what we believe to be a sector leadingan extremely attractive expense ratio, as we carefully manage personnel and all other costs throughout our group while growing our business. For the year ended December 31, 2018,2020, our expense ratio was 23%26.7%. Additionally, our Bermuda domicile and operations can provide for capital flexibility and an efficient tax structure. At December 31, 2018, 54.9%2020, 43.7% of our cash and invested assets were held at JRG Re, which benefits from a favorable operating environment, including an absence of corporate income or investment taxes.
Our Strategy
We believe our approach to our business will help us achieve our goal of generating compelling returns on tangible equity while limiting volatility in our financial results. This approach involves the following:
Generate Consistent Underwriting Profits.   We seek to make underwriting profits each and every year. We attempt to find ways to grow in markets that we believe to be profitable, but are less concerned about growth than maintaining profitability in
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our underwriting activities (without(measured without regard to investment income). Accordingly, weWe are willing to reduce the premiums we write when we cannot achieve the pricing and contract terms we believe are necessary to meet our financial goals.
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Maintain a Strong Balance Sheet.   Balance sheet integrity is key to our long-term success. In order to maintain balance sheet integrity, we seek to estimate the amount of future obligations, especially reserves for losses and loss adjustment expenses, in a consistent and appropriate fashion. From December 31, 2007 through December 31, 2018, we have experienced $106.0 million of cumulative net favorable reserve development.
Earn a Meaningful Contribution from Investments.   We seek to earn a meaningful contribution to our overall returns from our investment portfolio activities each year. We attempt to balance the preservation of assets, liquidity needs and mitigation of volatility with returns across our portfolio. We believe our diversified portfolio and ability to source investment opportunities positions us well to generate returns while balancing the importance of maintaining a strong balance sheet.
Focus on Specialty Insurance Markets and Fee Income.   By focusing   We focus on specialty markets in which our underwriters have particular expertise and in which we have fewer competitors than in standard markets, we haveand greater flexibility to price and structure our products in accordance with our underwriting strategy. We believe underwriting profitability can best be achieved through restricting our risk taking on insurance and reinsurance to niches where, because of our expertise, we can distinguish ourselves in the underwriting and pricing process. We also believe that we can achieve attractive returns on capital through the growth of our fronting business, as we carefully manage credit and collateral to generate attractive fee income, while generally utilizing less capital than in our highly underwritten businesses.
Use Timely and Accurate Data.   We design our internal processing and data collection systems to provide our management team with accurate and relevant information in real-time. We collect premium, commission and claims data, including detailed information regarding policy price, terms, conditions and the nature of the insured’s business. This data allows us to analyze trends in our business, including results by individual agent or broker, underwriter and class of business and expand or contract our operations quickly in response to market conditions. We rely on our information technology systems in this process. Additionally, the claims staff also contributes to our underwriting operations through its communication of claims information to our underwriters.
Respond Rapidly to Market Opportunities and Challenges.  For the year ended December 31, 2020, gross written premiums for the Excess and Surplus Lines segment excluding commercial auto (“Core E&S”) increased by 29.5% over the same period in 2019. We plan to grow our business to take advantage of opportunities in markets in which we believe we can use our expertise to generate consistent underwriting profits. We seek to measure rates monthly and react quickly to changes in the rates or terms the market will accept. For the year ended December 31, 2018, our Excess and Surplus Lines segment gross written premiums increased by 23.8% over the same period in 2017. In this favorable pricing environment, we have taken steps to grow and are increasing gross written premiums across most underwriting divisions in this segment. In 2018,2020, our growth was primarily focused in our Commercial Auto,Excess Casualty, General Casualty, Manufacturers & Contractors, Excess Casualty, Allied Health, Energy,Property, and Life Sciences Small Business, Environmental, and Excess Property divisions within our Excess and Surplus Lines segment. During the same period, we felt rates and terms and conditions were generally less adequate for risks submitted to our Manufacturers & Contractors, Professional Liability, and Medical Professionals divisions, and we reduced our writings in those divisions. This very specific evaluation of each risk or class of risks is a hallmark of our underwriting.
When market conditions have been challenging, or when actual experience has not been as favorable as we anticipated, or when the size or risk profile of certain insureds or lines of business change, we have tried to act quickly to evaluate our situation and to make course corrections in order to protect our profits and preserve tangible equity. Our actions have included reducing our writings when margins tightened and exiting lines or classes of business when we believed the risk of continuing in a line outweighed the potential rewards from underwriting. We do not hesitate to increase loss estimates when we determine that it is appropriate. Our proactive approach is exemplified by the Company's decision in October 2019 to deliver a notice of early cancellation, effective December 31, 2019, of all insurance policies issued to our largest customer, Rasier LLC and its affiliates (collectively, “Rasier”). The decision, coming after careful deliberation and a thorough review, was made due to a number of factors including changes in the risk, unsatisfactory underwriting profits from the Rasier business, and a desire to refocus on the Company's growing Core E&S lines of business where the Company has experienced many years of profitable underwriting results.
Manage Capital Actively.   We seek to make “both sides” of our balance sheet generate better than average risk-adjusted returns. We invest and manage our capital with a goal of consistently increasing tangible equity for our shareholders and generating attractive returns on tangible equity. We intend to expand our premium volume and capital base to take advantage of opportunities to earn an underwriting profit or to reduce our premium volume and capital base if attractive underwriting opportunities are not available. We expect to finance our future operations with a combination of debt and equity and do not intend to raise or retain more capital than we believe we can profitably deploy in a reasonable time frame. We may not, however, always be able to raise capital when needed. We declared dividends to our shareholders of $37.1 million ($1.20 per share) during 2020, $36.8 million ($1.20 per share) in 2019 and $36.3 million ($1.20 per share) during 2018, $50.7 million ($1.70 per share including a $0.50 per share special dividend) in 2017 and $66.3 million ($2.25 per share including a $1.35 per share special dividend) in 2016.2018. While we have declared a special dividend in the past, we continue to find what we believe are attractive opportunities to earn a compelling return on our capital in the businesses that we target and therefore did not declare a special dividend in 2018.2018, 2019, or 2020. Our ratings from A.M. Best are very important to us, as are our relationships with our regulators, and maintaining them in good order is a principal consideration in our decisions regarding capital management.
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Our Structure
The chart below displays our corporate structure as of December 31, 20182020 as it pertains to our holding and operating subsidiaries.
jrvr-20201231_g1.jpg
Business Segments
Excess and Surplus Lines Segment
We report our U.S.-based E&S lines of business in our Excess and Surplus Lines segment. We underwrite non-admitted business through our subsidiaries, James River Insurance Company and James River Casualty Company, from offices in Richmond, Virginia; Scottsdale, Arizona; and Atlanta, Georgia. James River Insurance is our largest subsidiary as measured by gross written premiums (56.3%(55.6% of consolidated gross written premiums for the year ended December 31, 20182020 came from our Excess and Surplus Lines segment) and has been engaged in E&S insurance for 1618 years. James River Insurance has had a consistent record of underwriting profitsprofitably since its second year of operation. We added James River Casualty in 2009 to give us the ability to write
The E&S risks in Ohio.
E&S lines insuranceindustry focuses on insuring commercial insureds that generally cannotmay be unable to purchase insurance from standard lines insurers typically due to perceived risk related to their businesses.products or operations. Our Excess and Surplus Lines segment underwrites property-casualty insurance on an E&S lines basis in all states and the District of Columbia. Our Excess and Surplus Lines segment distributes its policies throughWe utilize a network of authorized independent wholesale brokers and general agents throughout the United States. In 2018,2020, our Excess and Surplus Lines segment’s gross written premiums grewshrank by 23.8% over 2017 through24.2% relative to 2019 due to the growthearly cancellation in late 2019 of a large commercial auto account. Gross written premiums for our Core E&S business, which excludes our commercial auto division, (with a focus on transportation network companies), as well as across a number of other divisions.grew by 29.5% over 2019. The Excess and Surplus Lines segment produced an average combined ratio of 86.7%90.1% from 20102011 through 2018.2020.
Companies that underwrite on an E&S lines basis operate under a different regulatory structure than standard market carriers. E&S lines carriers are generally permitted to craft the terms of the insurance contract to suit the particular risk they are assuming. Also, E&S lines carriers are, for the most part, free of rate and form regulation. In contrast, standard market carriers are generally required to use approved insurance forms and to charge rates that have been authorized by or filed with state insurance departments. However, as E&S carriers, our insurance subsidiaries in the Excess and Surplus Lines segment are not backed by any state’s guarantee fund, and in most states these subsidiaries may only write coverage for an insured after they have been denied coverage by the standard market and signed declarations stating that the insured is aware that it will not have access to any state guarantee funds should these subsidiaries be unable to satisfy their obligations.
Our Excess and Surplus Lines segment writes policiesunderwrites coverage for a wide range of businesses and does not write personal lines insurance. Applications for insurance are presented to us by authorized wholesale brokers who are typically engaged by retail agents after their clients have been rejected by standard markets.
In late 2017, the Excess and Surplus Lines segment started a binding contract unit (as part of our Small Business underwriting division) where limited authority for underwriting is delegated to a select, but growing, group of agents on a limited number of General Liability classes through a company designed online portal.
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All claims for business written by the Excess and Surplus Lines segment are managed by its internal claims department although we use independent adjusters for inspection and payment of certain claims.
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The chart below identifies the Excess and Surplus Lines segment’s divisions and sets forth the amount of gross written premiums by each division.
 
Gross Written Premiums
Year Ended December 31,
E&S Division 2018 
Percentage
of Total
2018
 2017 2016 2015 2014
            
Commercial Auto $322,126
 49.1% $247,960
 $110,050
 $73,770
 $34,605
Manufacturers and Contractors 79,160
 12.1% 85,719
 83,279
 78,315
 72,063
Excess Casualty 66,452
 10.1% 51,160
 43,574
 32,458
 31,688
General Casualty 54,127
 8.2% 38,097
 36,858
 30,972
 25,853
Energy 33,942
 5.2% 29,704
 29,709
 30,623
 28,980
Allied Health 30,450
 4.6% 19,181
 14,413
 13,513
 9,707
Excess Property 16,963
 2.6% 14,447
 14,083
 12,498
 11,795
Life Sciences 16,636
 2.5% 12,981
 11,132
 8,917
 10,155
Small Business 14,808
 2.3% 11,307
 9,104
 6,916
 6,971
Environmental 10,499
 1.6% 7,920
 5,321
 4,437
 3,431
Professional Liability 5,916
 0.9% 6,326
 8,361
 10,046
 10,784
Sports and Entertainment 3,685
 0.5% 3,021
 2,221
 2,667
 2,753
Medical Professionals 1,774
 0.3% 2,297
 2,739
 3,585
 3,922
Total $656,538
 100.0% $530,120
 $370,844
 $308,717
 $252,707
Commercial Auto underwrites primarily the hired and non-owned auto liability exposures for a variety of industry segments including package delivery services, food delivery services and livery service organizations, and has developed a particular niche for insuring organizations' operating networks connecting independent contractors with customers (transportation network companies and similar usage-based networks). One insured (Rasier LLC and its affiliates) produced $294.3 million of gross written premiums, representing 44.8% of the Excess and Surplus Lines segment’s gross written premiums and 25.2% of our consolidated gross written premiums for the year ended December 31, 2018. The head underwriter in this division has 31 years of experience. Limits assumed are retained by the Company, in some cases subject to self-insured retentions of the insureds.
Manufacturers and Contractors writes primary general liability coverage for a variety of classes, including manufacturers of consumer, commercial, and industrial products and general and trade contractors. Typically, we issue a $1.0 million per occurrence limit in this division and we retain the entire $1.0 million limit. The individual overseeing this division has 35 years of industry experience.
Gross Written Premiums
Year Ended December 31,
E&S Division2020Percentage
of Total
2020
2019201820172016
Excess Casualty$213,037 30.5 %$118,954 $66,452 $51,160 $43,574 
General Casualty125,433 17.9 %115,832 54,127 38,097 36,858 
Manufacturers and Contractors122,880 17.6 %105,096 79,160 85,719 83,279 
Energy51,109 7.3 %45,442 33,942 29,704 29,709 
Excess Property37,332 5.3 %31,606 16,963 14,447 14,083 
Life Sciences35,163 5.0 %24,462 16,636 12,981 11,132 
Commercial Auto30,029 4.3 %405,565 322,126 247,960 110,050 
Allied Health26,918 3.9 %26,713 30,450 19,181 14,413 
Small Business24,790 3.6 %19,725 14,808 11,307 9,104 
Environmental17,753 2.5 %16,539 10,499 7,920 5,321 
Professional Liability6,881 1.0 %6,441 5,916 6,326 8,361 
Sports and Entertainment6,118 0.9 %4,212 3,685 3,021 2,221 
Medical Professionals1,700 0.2 %1,733 1,774 2,297 2,739 
Total$699,143 100.0 %$922,320 $656,538 $530,120 $370,844 
Excess Casualty underwrites excess liability coverage for a variety of risk classes including manufacturers, contractors, distributors and transportation risks. Typically, we provide between $1.0 million and $10.0 million per occurrence limits above a $1.0 million attachment point. Of this amount, we retain up to $1.0 million of exposure per occurrence and cede the balance to our reinsurers. We write excess liability coverage above our own primary policies, as well as policies issued by third parties. When we write above others’ policies, we are selective regarding underlying carriers, focusing on the nature of the business, the financial strength of the carrier, their pricing and their claims handling capabilities. The underwriter who heads this division has 3537 years of industry experience.
General Casualty writes primary liability coverage on businesses exposed to premises liability type claims including real estate, mercantile and retail operations, apartments and condominiums, daycare facilities, hotels and motels, restaurants, bars, taverns and schools. The head underwriter in this division has 3133 years of experience. Typically, we write $1.0 million per occurrence in limits, and we retain the entire $1.0 million limit.
Manufacturers and Contractors writes primary general liability coverage for a variety of classes, including manufacturers of consumer, commercial, and industrial products and general and trade contractors. Typically, we issue a $1.0 million per occurrence limit in this division and we retain the entire $1.0 million limit. The individual overseeing this division has 37 years of industry experience.
Energy writes risks engaged in the business of energy production, distribution or mining, and the manufacture of equipment used in the energy business segment. Examples of classes underwritten by this division include oil and gas exploration companies, oil or gas well drillers, oilfield consultants, oil or gas lease operators, oil well servicing companies, oil or gas pipeline construction companies, fireworks manufacturing, mining-related risks, utilities, and utility contractors. We provide policy limits up to $11.0 million, with typical limits between $1.0 million and $5.0 million per occurrence, retaining up
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to $1.0 million in limit net on either a primary or excess basis. The underwriter leading this division has 47more than 35 years of experience in the business.
Excess Property writes property risks providing limits in various layers above the primary coverage layer for a variety of classes, including apartments, condominiums, resorts, shopping centers, offices and general commercial properties. Typical per risk limits offered range from $5.0 million to $30.0 million on a gross basis, and a maximum of $5.0 million on a net of reinsurance basis. The average net per risk limit is approximately $1.9 million as of December 31, 2020. We retain up to the first $5.0 million in any one event or catastrophe. The underwriter leading our Excess Property division has 35 years of experience in the industry.
Life Sciences underwrites general liability, products liability and/or professional liability coverage for manufacturers, distributors and developers of biologics (antibodies & vaccines used for the prevention of disease), nutraceuticals (health,
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nutrition and herbal supplements), human clinical trials, pharmaceuticals (mainly generics and over-the-counters) and medical devices. This division also writes a book of various types of business engaged in the medical and adult-use cannabis industry. We provide policy limits up to $11.0 million (up to $10.0 million on cannabis), with typical limits between $1.0 million and $5.0 million per occurrence, retaining up to $1.0 million in limit net. The underwriter at the head of this division has 37 years of experience in the industry.
Commercial Auto underwrites primarily the hired and non-owned auto liability exposures for a variety of industry segments including package delivery services, food delivery services and livery service organizations, and has developed a particular niche for insuring organizations' operating networks connecting independent contractors with customers (transportation network companies and similar usage-based networks). On December 31, 2019, we terminated coverage for our largest commercial auto insured (Rasier) which comprised $374.2 million of gross written premiums, representing 40.6% of the Excess and Surplus Lines segment’s gross written premiums and 25.4% of our consolidated gross written premiums for the year ended December 31, 2019. The head underwriter in this division has 33 years of experience. Limits assumed are retained by the Company, in some cases subject to self-insured retentions of the insureds.
Allied Health underwrites casualty insurance for allied health and social service types of risks, such as long-term care facilities, independent living apartments, group homes, half-way houses and shelters, drug rehabilitation, home health care and medical staffing enterprises. We provide policy limits up to $11.0 million, with typical limits between $1.0 million and $5.0 million per occurrence, retaining up to $1.0 million in limit net. The underwriter responsible for this unit has 2527 years of experience in the business. Approximately 89% of the premiums written by our Allied Health division from inception through 20182020 have been written on a claims made and reported form. We believe this policy form significantly reduces our long-term exposure in this complicated class of business.
Excess Property writes property risks providing limits in various layers above the primary coverage layer for a variety of classes, including apartments, condominiums, resorts, shopping centers, offices and general commercial properties. Typical per risk limits offered range from $5.0 million to $30.0 million on a gross basis, and a maximum of $5.0 million on a net of reinsurance basis. The average net per risk limit is approximately $2.5 million as of December 31, 2018. We retain up to the first $5.0 million in any one event or catastrophe. The underwriter leading our Excess Property division has 33 years of experience in the industry.
Life Sciences underwrites general liability, products liability and/or professional liability coverage for manufacturers, distributors and developers of biologics (antibodies & vaccines used for the prevention of disease), nutraceuticals (health, nutrition and herbal supplements), human clinical trials, pharmaceuticals (mainly generics and over-the-counters) and medical devices. This division also writes a book of various types of business engaged in the medical and adult-use cannabis industry. We provide policy limits up to $11.0 million, with typical limits between $1.0 million and $5.0 million per occurrence, retaining up to $1.0 million in limit net. The underwriter at the head of this division has 35 years of experience in the industry.
Small Business concentrates on accounts with annual primary liability insurance premiums of less than $10,000. For these smaller risks, we limit flexibility in coverage options and pricing to facilitate quick turnaround and efficient processing. We generally write $1.0 million per occurrence limits and retain the entire amount. The underwriter leading this division has 2527 years of industry experience.
Environmental underwrites contractors’ pollution liability, products pollution liability, site specific pollution liability and consultant’s professional liability coverage on a stand-alone basis and in conjunction with the general liability coverage. The underwriter heading our Environmental division has 47more than 35 years of experience in the business. Typically, we write environmental coverage for contractors who are not engaged in environmental remediation work on an occurrence form. We provide policy limits up to $11.0 million, with typical limits between $1.0 million and $5.0 million per occurrence, retaining up to $1.0 million in limit net on a primary or excess basis.
Professional Liability writes professional liability coverage for accountants, architects, engineers, lawyers and certain other professions. We provide policy limits up to $11.0 million, with typical limits between $1.0 million and $5.0 million per occurrence, retaining up to $1.0 million in limit net. The individual who directs our professional liability division has 2527 years of industry experience. All of our professional liability coverage is written on a claims made and reported basis.
Sports and Entertainment underwrites primary liability coverage for sports and entertainment related risks, including special events, family entertainment centers, tourist attractions, health clubs and sport teams, leagues and complexes. Typical limits offered are up to $1.0 million per occurrence, and we retain the entire $1.0 million limit. The underwriter at the head of this division has 3133 years of experience in the industry.
Medical Professionals underwrites non-standard physicians’ professional liability for individuals or small groups. Our healthcare business is a mix of both surgical and non-surgical classes. We typically provide between $1.0 million and $3.0 million per occurrence limits and retain up to $1.0 million of exposure per occurrence and cede the balance to our reinsurers. All of the policies written by this division have been issued on a claims-made and reported basis. The underwriter leading this division has 2527 years of experience.
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The following table identifies the top ten producing states by amount of gross written premium for our Excess and Surplus Lines segment for the year ended December 31, 20182020 and the amount of gross written premium produced by such states for the years ended December 31, 2019, 2018, 2017 2016, 2015 and 2014.2016. The table also shows the percentage of each states’ gross written
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premium to total gross written premium in the Excess and Surplus Lines segment for the years ended December 31, 2018, 20172020, 2019 and 2016.2018.
20202019201820172016
 2018 2017 2016 2015 2014
State 
Gross
Written
Premiums
 
% of
Total
 
Gross
Written
Premiums
 
% of
Total
 Gross
Written
Premiums
 % of
Total
 Gross
Written
Premiums
 Gross
Written
Premiums
StateGross
Written
Premiums
% of
Total
Gross
Written
Premiums
% of
Total
Gross
Written
Premiums
% of
Total
Gross
Written
Premiums
Gross
Written
Premiums
California $213,729
 32.6% $153,340
 28.9% $114,107
 30.8% $125,343
 $94,837
California$136,532 19.5 %$368,488 40.0 %$213,729 32.6 %$153,340 $114,107 
New York 54,417
 8.3% 47,585
 9.0% 39,407
 10.6% 24,314
 19,970
New York108,778 15.6 %89,680 9.7 %54,417 8.3 %47,585 39,407 
Florida 47,918
 7.3% 55,502
 10.5% 35,765
 9.6% 23,853
 17,295
Florida104,120 14.9 %67,700 7.3 %47,918 7.3 %55,502 35,765 
Texas 31,604
 4.8% 29,567
 5.6% 26,708
 7.2% 24,491
 21,644
Texas79,338 11.4 %51,978 5.6 %31,604 4.8 %29,567 26,708 
PennsylvaniaPennsylvania19,008 2.7 %16,206 1.8 %8,562 1.3 %12,041 8,666 
New JerseyNew Jersey17,621 2.5 %13,425 1.5 %12,147 1.9 %17,486 11,150 
WashingtonWashington16,407 2.4 %16,573 1.8 %17,329 2.6 %13,697 10,270 
Illinois 20,893
 3.2% 25,853
 4.9% 16,548
 4.5% 8,335
 7,295
Illinois16,243 2.3 %14,491 1.6 %20,893 3.2 %25,853 16,548 
LouisianaLouisiana13,968 2.0 %16,001 1.7 %12,654 1.9 %8,508 6,584 
Massachusetts 19,758
 3.0% 13,587
 2.5% 8,496
 2.3% 4,835
 3,010
Massachusetts13,762 2.0 %34,494 3.7 %19,758 3.0 %13,587 8,496 
Nevada 19,484
 3.0% 8,144
 1.5% 4,452
 1.2% 3,460
 3,472
Washington 17,329
 2.6% 13,697
 2.6% 10,270
 2.8% 7,069
 6,094
ArizonaArizona12,782 1.8 %9,023 1.0 %5,160 0.8 %8,302 6,220 
GeorgiaGeorgia11,934 1.7 %10,936 1.2 %9,120 1.4 %15,787 7,464 
MissouriMissouri10,080 1.4 %14,628 1.6 %9,424 1.4 %5,729 3,572 
OhioOhio9,210 1.3 %10,537 1.1 %13,043 2.0 %8,283 4,701 
Virginia 15,532
 2.4% 10,741
 2.0% 6,534
 1.8% 4,088
 2,582
Virginia8,932 1.3 %23,563 2.6 %15,532 2.4 %10,741 6,534 
Michigan 14,290
 2.2% 4,218
 0.8% 3,189
 0.9% 3,580
 2,047
All other states 201,584
 30.6% 167,886
 31.7% 105,368
 28.3% 79,349
 74,461
All other states120,428 17.2 %164,597 17.8 %165,248 25.1 %104,112 64,652 
Total $656,538
 100.0% $530,120
 100.0% $370,844
 100.0% $308,717
 $252,707
Total$699,143 100.0 %$922,320 100.0 %$656,538 100.0 %$530,120 $370,844 
Marketing and Distribution
The Excess and Surplus Lines segment distributes its products through a select group of licensedauthorized E&S lines brokers that we believe can consistently produce reasonable volumes of quality business for James River Insurance consistently.business. These brokers procure policies for their clients from us as well as from other insurance companies. At December 31, 2018,2020, the segment had authorized 117111 broker groups to work withsubmit applications to us. The Excess and Surplus Lines segment generally makes broker authorizations by brokerage office and underwriting division. With the exception of one hired and non-owned auto program (combined premiums of approximately $8.0 million for 2018) the Excess and Surplus LinesThe segment does not grant its brokers underwriting or claims authority. In late 2017, we introduced a Binding Contract division whereThe segment does delegate limited authority for underwriting is delegated tounder several programs underwritten by exclusive General Agents as well as a select group of agents for a limited groupgrowing number of General Liability classesAgents underwriting small-account commercial risks through a company designedour online contract binding portal.
Our Excess and Surplus Lines segment selects its brokers based upon management’s review of the experience, knowledge and business plan of each broker. While many of our Excess and Surplus Lines segment’s brokers have more than one office, we evaluate each office as if it were a separate entity. Often, our Excess and Surplus Lines segment authorizes some but not all offices owned by a brokerage for specialized lines of business. Brokers must be able to demonstrate an ability to competently produce both the quality and quantity of business that we seek. Brokers unable to produce consistently profitable business, or who produce unacceptably low volumes of business, may be terminated. Our Excess and Surplus Lines segment’s underwriters regularly visit with brokers in their offices to discuss the products that we offer and the needs of the brokers. We believe the personal relationships we foster with individual brokers and our ability to respond to a wide variety of risks placed by these brokers make us an important market for them.
Our Excess and Surplus Lines segment’s twothree largest brokers produced $439.7$452.2 million of gross written premiums for the year ended December 31, 2018,2020, representing approximately 67.0%64.7% of the Excess and Surplus Lines segment’s gross written premiums for 2018. The two largest brokers produced $358.3 million (BB&T Insurance Services represented 30.7%and 36.0% of consolidated gross written premiums)premiums for 2020. The three largest brokers produced $165.8 million (Truist Insurance Holdings), $157.5 million (AmWins Group), and $81.4$128.9 million (Ryan Specialty Group) of gross written premiums for the year ended December 31, 2018, respectively. One insured (Rasier LLC2020, respectively, representing 23.7%, 22.5%, and its affiliates) produced $294.3 million18.4% of the Excess and Surplus Lines segment’s gross written premiums (representing 25.2%and 13.2%, 12.5%, and 10.3% of our consolidated gross written premiums) and $13.9 million of fee incomepremiums for the year ended December 31, 2018.2020, respectively.
In 20182020 and 2017,2019, our Excess and Surplus Lines segment paid an average commission to producers of 9.6%15.1% and 10.9%10.7%, respectively, of gross written premiums. This difference in commission reflects the change in our mix of business resulting from the termination of our Commercial Auto program with Rasier effective December 31, 2019.
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Underwriting
Our Excess and Surplus Lines segment’s staff includes over 165175 individuals directly employed in underwriting policies as of December 31, 2018.2020. We are very selective about the policies we bind. Our Excess and Surplus Lines segment binds approximately 3% of new submissions and one out of every sixfive new quotes. We realize all excess and surplus lines applications
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have already been rejected by the standard market. If our underwriters cannot reasonably expect to bind coverage at the combination of premiums and coverage that meet our standards, they are encouraged to quickly move on to another prospective opportunity. For the year ended December 31, 2018,2020, we received approximately 222,000304,000 submissions (new and renewal, excluding commercial auto policies), quoted over 51,00062,000 policies and bound over 15,00022,000 policies.
When we accept risk in our Excess and Surplus Lines segment, we are careful to establish terms that are suited to the risk and the pricing. As an excess and surplus lines writer, we use our freedom of rate and form to make it possible to take on risks that have already been rejected by admitted carriers who have determined they cannot insure these risks on approved forms at filed rates.
We attempt to craft policies that offer affordable protection to our insureds by tailoring coverage in ways that make potential losses more predictable and are intended to reduce claims costs. For example, we frequently use a “punitive damages exclusion” and “defense inside the limits” endorsements, intended to prevent excessive defense costs; “assault and battery” exclusions or sub limits that are less than the full policy limits which allows us to quantify and limit our losses more precisely than in policies without the exclusion; and “classification limitation” and “specified location” endorsements that limit coverage to known exposures and locations. We have no material exposure to asbestos, lead paint, silica, mold, or nuclear, biological, or chemical terrorism.
We design our internal processing and data collection systems to provide our management team with accurate and relevant information in real-time. We collect premium, commission and claims data, including detailed information regarding policy price, terms, conditions and the nature of the insured’s business. This data allows us to analyze trends in our business, including results by individual broker, underwriter and class of business and expand or contract our operations quickly in response to market conditions. We rely on our information technology systems in this process. Additionally, the claims staff also contributes to our underwriting operations through its communication of claims information to our underwriters.
Claims
We believe that effective management of claims settlement and any associated litigation avoids delays and associated additional costs.
Our Excess and Surplus Lines segment’s claims department consists of over 330150 claims professionals as of December 31, 20182020 with significant claims experience in the property-casualty industry.
Our excess and surplus lines business generally results in claims from premises/operations liability, professional liability, hired and non-owned auto liability, auto physical damage, first party property losses and products liability. We believe the key to effective claims management is timely and thorough claims investigation. We seek to complete all investigations and adjust reserves appropriately as soon as is practicable after the receipt of a claim. We seek to manage the number of claims per adjuster to allow adjusters sufficient time to investigate and resolve claims. Senior management reviews each case above a specified amount at least quarterly to evaluate whether the key issues in the case are being considered and to monitor case reserve levels. We keep the settlement authority of front-line adjusters low to ensure the practice of having two or more members of the department participate in the decision as to whether to settle or defend. In addition, cases with unusual damage, liability or policy interpretation issues are subjected to peer reviews. Members of the underwriting staff participate in this process. Prior to any scheduled mediation or trial involving a claim, claims personnel conduct further peer review to make sure all issues and exposures have been adequately analyzed.
Our claims staff also contributes to our underwriting operations through communication of claims information to our underwriters. The Senior Vice President and Chief Claims Officer heads our forms committee, which reviews and develops all policy forms and exclusions, and is also a member of the underwriting review committee.
Approximately 95% of all claims received are closed within five years in the Excess and Surplus Lines segment.
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The calendar year net loss ratios for the Excess and Surplus Lines segment for the last ten years were:
201148.5 %
201252.6 %
201340.4 %
201455.2 %
201554.5 %
201662.6 %
201780.2 %
201878.8 %
201984.4 %
202076.7 %
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200962.6%
201054.9%
201148.5%
201252.6%
201340.4%
201455.2%
201554.5%
201662.6%
201780.2%
201878.8%
The 2020, 2019, 2018, and 2017 calendar year loss ratios for the Excess and Surplus Lines segment were impacted by adverse reserve development of $91.4 million, $57.4 million, $20.7 million and $38.7 million, respectively, in the commercial auto line of business. The adverse development was primarily related to the 2016, 2017, and 2018 contract yearyears with one insured.Rasier.
Specialty Admitted Insurance Segment
The Falls Lake Insurance Companies (“Falls Lake”) comprise our other U.S. insurance segment, Specialty Admitted Insurance. Falls Lake consists of Falls Lake National Insurance Company (an Ohio domiciled company, licensed in 48 states and the District of Columbia and registered as a surplus lines company in California), and its subsidiaries Stonewood Insurance Company (a North Carolina domiciled company) and Falls Lake Fire and Casualty Company (a California domiciled company). The Specialty Admitted Insurance segment produced 32.1%32.5% of consolidated gross written premiums for the year ended December 31, 2018.2020.
Our plan is to continue to use our broad licensure and significant management expertise to earn substantial fee income as well as underwriting profits. The Specialty Admitted Insurance segment consists of:
•    Individual risk workers’ compensation business, underwritten by our staff and generated by appointed agents in North Carolina, Tennessee, Virginia, South Carolina, Georgia, New Jersey, Missouri, Kansas, Pennsylvania, Massachusetts, Rhode Island, Alabama, Connecticut and Mississippi, produce 14.8%15 states, that produced 15.6% of 20182020 gross written premiums in this segment, (13.9%(16.4% in 2019, 14.8% in 2018, 13.9% in 2017, 21.7% in 2016, and 39.5% in 2015 and 50.7% in 2014)2015); and
•    Fronting and program business written through selected MGAs, insurance carriers, and other producers, which represented 85.2%84.4% of 20182020 gross written premiums in this segment, (86.1%(83.6% in 2019, 85.2% in 2018, 86.1% in 2017, 78.3% in 2016, and 60.5% in 2015 and 49.3% in 2014)2015).
Traditional Workers’ Compensation Business
Our individual risk workers’ compensation business, produced through a distribution channel comprised of appointed independent retail agents and a limited number of appointed wholesale brokers, remains a regionally focused effort in select Southeastern and Eastern U.S. states. We made the strategic decision in 2020 to focus our efforts towards the Southeast, and to substantially reduce our presence in other states. This decision was based upon a wide range of factors, including ability to exceed internal performance metrics, regulations regarding pricing and cost containment, and our agent relationships. For the year ended December 31, 2018,2020, approximately 49%34% of our retail produced workers’ compensation direct written premiums were in North Carolina, 16%18% were in Georgia, 14% were in Virginia, 13%and 12% were in South Carolina, and 11% were in Georgia.Missouri. Building trades represented approximately 28%31% of the direct premiums in force in our retail produced workers’ compensation book in 2018.2020. Other significant industry groups include specialty transportation (15%), healthcare employees (16%(14%), goods and services (15%(14%), manufacturing (11%(12%), specialty transportation (11%) and agriculture (6%(7%). We view our retail produced workers’ compensation business as a core competency and seek to make consistent underwriting profits from it. We recognize the cyclical nature of this line and are prepared to contract the business rapidly when rates decline, or the regulatory or economic environment makes it difficult to contain costs.
Fronting & Program Business
In our fronting business we issue insurance policies for another insurance company which may not have the licensure, product suite or rating to serve its desired market, or for a program supported by reinsurance or alternative capital provider(s). We generally retain 10% or less-20% of the underwriting risk in our fronting business. The issuance of our policy makes us contractually responsible to the insured in the event they experience a covered loss. We enter into these arrangements selectively with counterparties which have significant experience and market presence in their desired segment of property-casualty, workersworkers' compensation or automobile business. Underwriting, claims and financial performance is subject to regular review by our staff, and we hold appropriate collateral to manage counterparty credit risk. We specifically grant limited authority for underwriting and claims administration and employ a rigorous review process to ensure the authority is
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appropriately used within the terms of our contract, and that collateral held by us is appropriate as determined by our personnel. We charge fees as a percentage of gross written premiums for issuing these policies. We establish fronting opportunities through a variety of sources, including direct carrier relationships, MGAs and reinsurance brokers.
Due to our broad licensure and product filings, we are positioned to support this business on a broad basis throughout the U.S.United States. Because of the limited capital allocation required to support it, we believe the fronting business represents an efficient use of capital, and we continued to expand this business in 2018. One2020. Two fronting programagencies produced $125.5 million (Atlas General Insurance Services) produced $201.7and $46.4 million of gross written premiums in 20182020, representing 17.3%10.0% and 3.7% of consolidated gross written premiums and 53.9%30.7% and 11.4% of the Specialty Admitted Insurance segment's gross written premiums.premiums, respectively. Our fronting business saw growth related to eight new fronting relationships added in 2020 that generated $35.0 million of gross written premium in the year ended December 31, 2020.
Our objective over time is to utilize the combination of fee income and underwriting profits from our Specialty Admitted Insurance segment to leverage our capital and enhance returns on tangible equity. Additionally, we expect that this fee income,
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which was $19.3 million in 2020, $15.8 million in 2019, and $14.8 million in 2018, and $11.3 million in 2017, will be increasingly material in future periods and provide us with a steady revenue stream.
In a programfronting arrangement, we give selected MGAs authority to act on our behalf to produce, underwrite and administer policies that meet our strict underwriting and pricing guidelines. We enter into these arrangements selectively with agents who have significant experience and market presence in specialty classes of property-casualty and automobile risks. Underwriting, claims and financial performance is subject to regular review by our staff. We only work with MGAs who permit us to actively engage with them through a combination of onsite and offsite resources to facilitate our real-time supervision of their work. We specifically grant limited authority for underwriting and claims administration and employ a rigorous review process to ensure the authority is appropriately used.
We focus our coverage on casualty risks in our programfronting business, although some property insurance is written. We seek to limit our risk generally through reinsurance either on a proportional or excess of loss basis, or sometimes both. For initial claims oversight and administration, we generally outsource frequency layer claims management to third-party administrators for the first $50,000 of a claim, and then provide supervisory control above this amount.
Under the terms of these program agreements, we pay fixed commissions, often with a profit contingency. In addition, we typically build in a “margin” between the commission we earn from our reinsurers and the commissions paid to the MGAs. This spread enhances our net underwriting returns and profitability. Our programfronting business is distributed primarily through MGAs and program managers.
Excluding our Atlas program, we have sevenfifteen active fronting arrangements as of December 31, 2018.2020. During 2018,2020, these arrangements represented 25.6%52.7% of the segment’s gross written premium.
Casualty Reinsurance Segment
We report our business of writing reinsurance for third party insurance companies in our Casualty Reinsurance segment (representing 11.6%11.9% of consolidated gross written premiums for the year ended December 31, 2018)2020). We participate in the reinsurance business through our Bermuda domiciled reinsurance subsidiary, JRG Re, which is a Class 3B reinsurer. JRG Re provides proportional and working layer excess of loss treaty reinsurance to third parties and, through December 31, 2017, also to our U.S.-based insurance subsidiaries. For purposes of management evaluation, this segment’s underwriting results only include premiums ceded by, and losses incurred with respect to, business assumed from unaffiliated companies and does not include premiums and losses ceded under the internal reinsurance arrangements. In response to the Tax Act, we made changes to our structure in 2018 that included the formation of Carolina Re, a Bermuda-domiciled, wholly-owned subsidiary of James River Group, Inc. Carolina Re is a Class 3A reinsurer and made an irrevocable election to be taxed as a U.S. domestic corporation under Section 953(d) of the Code effective January 1, 2018. We generally discontinued ceding 70% of our U.S.-written premiums to JRG Re and instead ceded 70% of our U.S.-written premiums to Carolina Re as of January 1, 2018. Carolina Re also entered into a stop loss reinsurance agreement with JRG Re.
During the year ended December 31, 2018, ourOur Casualty Reinsurance segment had underwriting income of $5.1 million as a stand-alone entity. We underwrote $135.9$149.2 million in gross written premiums for the year ended December 31, 2018, 97.3%2020, 97.0% of which consisted of E&S risks. Of those third-party premiums written by JRG Re, 85.8% was for72.1% is classified by the company as general liability and 8.4% was for18.1% as non-medical professional liability, with the balance primarily related to excess casualty and commercial auto coverages. We typically structure our reinsurance treaties as quota share arrangements with loss and risk mitigating features that align our interest with that of the ceding companies. On a premium volume basis, treaties with loss mitigation features including sliding scale ceding commissions represented 81.7%68.3% of the third-party grossnet written premiums during 20182020 and treaties written as “proportional” arrangements represented 96.9%94.8%. We purchase very little retrocessional coverage in this segment. Almost all of the segment’s premiums are for casualty lines of business. The Casualty Reinsurance segment writes virtually no reinsurance designed to respond specifically to natural catastrophes.
The Casualty Reinsurance segment’s twothree largest brokers generated $54.0$55.8 million, $34.9 million, and $42.3$22.4 million of gross written premiums, respectively, representing 70.9%75.8% of the segment’s gross written premiums in the year ended December 31, 2018.2020. The Casualty Reinsurance
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segment’s three largest relationships with unaffiliated ceding companies generated $126.3$127.2 million of gross written premiums ($83.485.1 million, $22.1$23.1 million, and $20.8$19.1 million, respectively) representing 10.8%10.1% of consolidated gross written premiums and 92.9%85.3% of the Casualty Reinsurance segment's gross written premiums for the year ended December 31, 2018.2020.
Underwriting profits and investment income earned by JRG Re are exempt from U.S. taxation. We do, however, pay a 1% U.S. Federal excise tax on premiums ceded to JRG Re. At December 31, 2018,2020, JRG Re cash and invested assets made up 54.9%43.7% of our total cash and invested assets.
Corporate and Other Segment
Our Chief Executive Officer, President and Chief ExecutiveOperating Officer, our Chief Financial Officer and other holding company employees are part of the Corporate and Other segment. This is where we set and direct strategy for the group as a whole as well as high level objectives for each of the three operating segments. We make all capital management, capital allocation, treasury functions, information technology and group wide risk management decisions in this segment. Our decisions at this level also include reinsurance purchasing.
Purchase of Reinsurance
We routinely purchase reinsurance for our Excess and Surplus Lines and Specialty Admitted Insurance segments and, less frequently purchase retrocessional coverage for our Casualty Reinsurance segment. The purchase of reinsurance reduces
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volatility by limiting our exposure to large losses and provides capacity for growth. In a reinsurance transaction, an insurance company transfers, or cedes, all or part of its exposure in return for a portion of the premium. In a retrocession transaction, a reinsurer transfers, or cedes, all or part of its exposure in return for a portion of the premium. Our companies remain legally responsible for the entire obligation to policyholders and ceding companies, irrespective of any reinsurance or retrocession coverage we may purchase. Typically, we pay claims from our own funds and then seek reimbursement from the reinsurer or retrocessionaire, as applicable. There is credit exposure with respect to losses ceded to the extent that any reinsurer or retrocessionaire is unable or unwilling to meet the obligations ceded by us under reinsurance or retrocessional treaties. The ability to collect on reinsurance or retrocessional reinsurance is subject to many factors, including the solvency of the counterparty and their interpretation of contract language and other factors. We currentlyAs of December 31, 2020, we have no material, ongoing disputes with any reinsurer or retrocessionaire, and we are not aware of any credit quality issues with any of our reinsurers or retrocessionaires at December 31, 2018.2020.
Purchased Property Reinsurance
Our focus on return on tangible equity leads us to avoid lines of business that we know are exposed to high degrees of volatility. The Excess and Surplus Lines segment writes a limited book of excess property risks (approximately $17.0$37.3 million direct written premiums in 2018)2020). The risks assumed in this book are geographically dispersed and significantly reinsured to limit losses. The Excess and Surplus Lines segment may retain up to $5.0 million per risk on our excess property book; however, the average retained amount per risk is approximately $2.5$1.9 million. In our Specialty Admitted Insurance segment, we focus on casualty business, but we do write a limited amount of property insurance, principally through our fronting and programs business. The focus in our Casualty Reinsurance segment is also primarily casualty business, but we do have a relatively small amount of assumed business with property exposure.
In our Excess and Surplus Lines segment, we purchased a surplus share reinsurance treaty specifically designed to cover property risks. The surplus share treaty along with facultative reinsurance helps ensure that our net retained limit per risk will be $5.0 million or less. Additionally, we purchased catastrophe reinsurance of $40.0 million in excess of a $5.0 million retention for the group that is intended to cover the 1 in 1,000 year modeled aggregate PML on the segment’s excess property book. We buy such high limits because we believe the property catastrophe models are less accurate when applied to small books of business like ours than when applied to larger portfolios. Where the Specialty Admitted Insurance segment incurs incidental property risks in its program book of business, the segment has purchased coverage for $4.0 million in excess of $1.0 million per occurrence, in addition to the protection provided under the corporate $40.0 million in excess of $5.0 million catastrophe treaty. This is also intended to cover the 1 in 1,000 year modeled aggregate PML on any property exposures the Specialty Admitted Insurance segment assumes. In our Casualty Reinsurance segment, we believe that our maximum loss from a catastrophic event is approximately $2.0 million and, as a result, we do not currently purchase retrocessional reinsurance coverage for property-catastrophe risks. In the aggregate, weWe believe our pre-tax group-wide PML from a 1 in 1,000 year catastrophic event is approximately $10.0 million, inclusive of reinstatement premiums payable.
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Purchased Casualty Reinsurance
In our Excess and Surplus Lines segment, there are five divisions where we only write $1.0 million per occurrence limits (Commercial Auto, Manufacturers and Contractors, General Casualty, Small Business and Sports and Entertainment), and therefore, we do not purchase any specific reinsurance for these policies. In the other divisions, where we issue policies with larger limits, we purchase reinsurance in excess of $1.0 million per occurrence.
In our Specialty Admitted Insurance segment, there are two distinct reinsurance strategies. For individual risk workers' compensation, we purchase $29.4$29.0 million excess of $600,000$1.0 million per occurrence; and, effective OctoberJanuary 1, 2017,2020, we also purchased a 50%70% quota share coverage of the primary $600,000.$1.0 million. For our fronting and program business, we purchase proportional reinsurance and excess of loss reinsurance to limit our exposure to no more than $500,000 per occurrence.
For both our Excess and Surplus Lines segment and our Specialty Admitted Insurance segment, we purchase a clash and contingency reinsurance treaty that covers all casualty business for $10.0 million in excess of $2.0 million per occurrence. This coverage is intended to respond in a situation where we have multiple insured losses from the same event.event as well as extra contractual obligations or excess policy limits on an individual occurrence basis. Effective January 1, 2020, we purchased an additional $10.0 million in claims made coverage for excess policy limits and extra contractual obligations exposures above the clash and contingency treaty for the period 2014 to present.
In our Casualty Reinsurance segment, we currently do not purchase any materialquota share retrocessional reinsurance.reinsurance in support of an individual assumed treaty where an expense override is achieved. In prior periods, we have purchased proportional and excess of loss retrocessional coverage for particular situations related to specific treaties, but have only done so on a limited basis.
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For 2018,2020, our top ten reinsurers represented 79.4%73.7% of our total ceded reinsurance recoverables, and all of these reinsurance recoverables were from reinsurers with an A.M. Best rating of “A-“A+(Excellent) or better or(Superior), are collateralized with letters of credit or by a trust agreement.agreement, or represent recoverables from a state residual market for automobile insurance. The following table sets forth our ten most significant reinsurers by amount of reinsurance recoverables on unpaid losses and the amount of reinsurance recoverables pertaining to each such reinsurer as well as its A.M. Best rating as of December 31, 2018:
Reinsurer Reinsurance
Recoverable as of
December 31, 2018
 
A.M. Best Rating
December 31, 2018
 (in thousands) 
Swiss Reinsurance America Corporation $151,590
 A+
Berkley Insurance Company 47,867
 A+
Safety National Casualty 44,130
 A+
North Carolina Reinsurance Facility

 24,639
 
Unrated(1)

Munich Reinsurance America

 24,057
 A+
Endurance Assurance Corporation

 22,405
 A+
Donegal Mutual Insurance Company 15,787
 A
Cincinnati Insurance Company 14,997
 A+
American European Insurance Company 13,044
 
B(1)
Partner Reinsurance Company Limited 12,780
 A
Top 10 Total 371,296
  
Other 96,075
  
Total $467,371
  
2020:
ReinsurerReinsurance
Recoverable as of
December 31, 2020
A.M. Best Rating
December 31, 2020
(in thousands)
Swiss Reinsurance America Corporation$250,869 A+
Berkley Insurance Company83,076 A+
Safety National Casualty51,351 A+
Hannover Ruck SE35,848 A+
Aioi Nissay Dowa Insurance Company33,977 A+
Munich Reinsurance America32,947 A+
North Carolina Reinsurance Facility28,355 
Unrated(2)
American European Insurance Company27,873 
B(1)
Endurance Assurance Corporation27,626 A+
Partner Reinsurance Company22,267 A+
Top 10 Total594,189 
Other211,495 
Total$805,684 
(1)
These reinsurers are unrated, or below “A-”. All material reinsurance recoverables from these reinsurers are collateralized.
(1)    This reinsurer is below A-. All material reinsurance recoverable amounts from this reinsurer are collateralized.
(2)    The North Carolina Reinsurance Facility is a residual market mechanism for automobile insurance in North Carolina.
Amounts Recoverable from an Indemnifying Party
The Company is a party topreviously issued a set of insurance contracts with an insured group of companiesto Rasier under which the Company pays losses and loss adjustment expenses on the contract.contracts. The Company has indemnity agreements with this group of insured partiesRasier (non-insurance entities) and is contractually entitled to receive reimbursement for a significant portion of the losses and loss adjustment expenses paid on behalf of the insured partiesRasier and other expenses incurred by the Company. The insured parties areRasier is required to collateralize all amounts currently due to the Company and to provide additional collateral sufficient to cover the amounts that may be recoverable under the indemnity agreements, including, among other things, case loss and loss adjustment expense reserves, IBNR loss and loss adjustment expense reserves, extra contractual obligations and excess of policy limits liabilities. ThisThe collateral is currently provided through a collateral trust arrangement established in favor of the Company by a captive insurance company affiliate of Rasier.
As permitted under our indemnification agreements with Rasier and the insured group.associated trust agreement, we have withdrawn the collateral posted to the trust account. At December 31, 2018,2020, the Company held collateral funds of $859.9 million. The funds withdrawn from the trust account, currently invested in short term U.S. Treasury securities and included in restricted cash equivalent collateral held inequivalents on the
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collateral trust arrangement was approximately $1,099.2 million, which exceeds Company's consolidated balance sheet, will be used to reimburse the amount of claims receivable and unpaid reportedCompany for the losses and loss adjustment expenses outstanding. paid on behalf of Rasier and other related expenses incurred by the Company to the extent not paid as required under the indemnity agreements.
The Company has ongoing exposure to estimated losses and expenses on these contracts growing at a faster pace than growth in our collateral balances. In addition, we have credit exposure if our estimates of future losses and loss adjustment expenses and other amounts recoverable, which are the basis for establishing collateral balances, are lower than actual amounts paid or payable. The amount of our credit exposure in any of these instances could be material. To mitigate these risks, we closely and frequently monitor our exposure compared to our collateral held, and we request additional collateral when our analysis indicates that we have uncollateralized exposure.
Reserve Policy
We seek to establish reserves that will adequately meet our obligations. We have seveneight credentialed actuaries on staff, and we engage independent actuarial consultants to review our decisions regarding reserves twice a year.reserves.
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We maintain reserves for specific claims incurred and reported, reserves for claims incurred but not reported (“IBNR”) and reserves for uncollectible reinsurance when appropriate. Our ultimate liability may be greater or less than current reserves. In the insurance industry, there is always the risk that reserves may prove inadequate. We continually monitor reserves using new information on reported claims and a variety of statistical techniques and adjust our estimates as necessary as experience develops or new information becomes known. Such adjustments (referred to as reserve development) are included in current operations. Anticipated inflation is reflected implicitly in the reserving process through analysis of cost trends and the review of historical development. We do not discount our reserves for losses and loss adjustment expenses to reflect estimated present value.
When setting our reserves, we use a blend of actuarial techniques that are chosen to reflect the nature of the lines of insurance we underwrite. We seek to be consistent and transparent in establishing our reserves.
In many cases, several years may elapse between the occurrence of an insured loss, the reporting of the loss and our eventual payment of the loss. We establish loss and loss adjustment expense reserves for the ultimate payment of all losses and loss adjustment expenses incurred. We estimate the reserve for losses and loss adjustment expenses using individual case-basis valuations of reported claims. We also use statistical analyses to estimate the cost of losses that have been incurred but not reported to us. These estimates are based on historical information and on estimates of future trends that may affect the frequency of claims and changes in the average cost of claims that may arise in the future. We also consider various factors such as:
•    Loss emergence and insured reporting patterns;
•    Underlying policy terms and conditions;
•    Business and exposure mix;
•    Trends in claim frequency and severity;
•    Changes in operations;
•    Emerging economic and social trends;
•    Inflation;
•    Changes in the regulatory and litigation environments; and
•    Discussions with third-party actuarial consultants.
The procedures we use to estimate loss reserves assume that past experience, adjusted for the effects of current developments and anticipated trends, is an appropriate basis for predicting future events. It also assumes that adequate historical or other data exists upon which to make these judgments. These estimates are by their nature subjective and imprecise, and ultimate losses and loss adjustment expenses may vary from established reserves.
Our Reserve Committee consistsCommittees consist of our Chief Actuary, Chief Executive Officer, Chief Operating Officer, Chief Financial Officer, and Chief Accounting Officer. Additionally, the presidents, chief financial officers and chief actuaries of each of our three insurance segments assist inare also members of the evaluation of reserves inReserve Committee for their respective segments. The Reserve Committee meetsCommittees meet quarterly to review the actuarial recommendations made by each chief actuary and uses itsuse their best judgment to determine the best estimate to be recorded for the reserve for losses and loss adjustment expenses on our quarterly balance sheet.
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The following table reflects our favorable (adverse) reserve development by segment during the calendar years 20182020 to 20092011 individually and in aggregate.
SegmentExcess and
Surplus Lines
Specialty
Admitted
Insurance
Casualty
Reinsurance
Grand Total
Calendar Year
2020$(59,437)(1)$5,011 $(37,778)(10)$(92,204)
2019(51,173)(2)5,252 (23,087)(11)(69,008)
2018(15,012)(3)5,560 (8,220)(17,672)
2017(20,023)(4)2,721 (4,170)(21,472)
201624,079 (5)3,822 (4,185)23,716 
201525,424 (6)3,531 (12,637)16,318 
201427,283 (7)5,854 (5,719)27,418 
201340,734 (8)1,410 (4,692)37,452 
201220,122 (9)(4,898)(16,617)(12)(1,393)
201121,034 1,712 (2,835)19,911 
Cumulative Development$13,031 $29,975 $(119,940)$(76,934)
Segment Excess and
Surplus Lines
 Specialty
Admitted
Insurance
Casualty
Reinsurance
Grand Total
Calendar Year        
2018 $(15,012)
(1) 
$5,560
 $(8,220) $(17,672)
2017 (20,023)
(2) 
2,721
 (4,170) (21,472)
2016 24,079
(3) 
3,822
(4,185)23,716
2015 25,424
(4) 
3,531
(12,637)16,318
2014 27,283
(5) 
5,854
(5,719)27,418
2013 40,734
(6) 
1,410
(4,692)37,452
2012 20,122
(7) 
(4,898)(16,617)
(8) 
(1,393)
2011 21,034
 1,712
(2,835)19,911
2010 10,922
 (381)(857)9,684
2009 3,193
 1,591
(1,067)3,717
Cumulative Development $137,756
 $20,922
$(60,999)$97,679

(1)
Includes $20.7 million of adverse development in the commercial auto line of business that was primarily related to the 2016 contract year with one insured, partially offset by $5.7 million of favorable development from other divisions.
(1)    Includes $91.4 million of adverse development in the commercial auto line of business that was primarily related to the 2018 and prior contract years with Rasier, partially offset by $32.0 million of favorable development from other divisions.
(2)    Includes $57.4 million of adverse development in the commercial auto line of business that was primarily related to the 2016 and 2017 contract years with Rasier, partially offset by $6.2 million of favorable development from other divisions.
(3)    Includes $20.7 million of adverse development in the commercial auto line of business that was primarily related to the 2016 contract year with Rasier, partially offset by $5.7 million of favorable development from other divisions.
(4)    Includes $38.7 million of adverse development in the commercial auto line of business that was primarily related to the 2016 contract year with Rasier, partially offset by $18.6 million of favorable development from other divisions primarily from the 2014 through 2016 accident years.
(5)    Includes $10.0 million of favorable development from the 2015 accident year, $10.7 million from the 2014 accident year and $4.5 million from the 2013 accident year.
(6)    Includes $17.3 million and $10.5 million of favorable development from the 2014 and 2013 accident year, respectively.
(7)    Includes $7.9 million of favorable development from the 2011 accident year, $4.2 million from the 2007 accident year and $5.0 million from the 2009 accident year.
(8)    Includes $11.8 million of favorable development from the 2009 accident year, $7.3 million of favorable development from the 2007 accident year and $5.8 million of favorable development from the 2008 accident year.
(9)    Includes $8.0 million of favorable development from the 2009 accident year, $4.3 million of favorable development from the 2008 accident year and $4.1 million of favorable development from the 2007 accident year.
(10) Includes adverse development primarily related to accident years 2014 through 2018. This adverse development was mainly in the general liability and commercial auto lines of business.
(11)    Includes adverse development primarily related to accident years 2011 through 2016. This adverse development was mainly in the general liability and commercial auto lines of business.
(12)    Includes $9.0 million of adverse development on assumed crop business almost entirely from the 2011 accident year and $7.6 million of adverse development on other assumed business.
(2)
Includes $38.7 million of adverse development in the commercial auto line of business that was primarily related to the 2016 contract year with one insured, partially offset by $18.6 million of favorable development from other divisions primarily from the 2014 through 2016 accident years.
(3)
Includes $10.0 million of favorable development from the 2015 accident year, $10.7 million from the 2014 accident year and $4.5 million from the 2013 accident year.
(4)
Includes $17.3 million and $10.5 million of favorable development from the 2014 and 2013 accident year, respectively.
(5)Includes $7.9 million of favorable development from the 2011 accident year, $4.2 million from the 2007 accident year and $5.0 million from the 2009 accident year.
(6)
Includes $11.8 million of favorable development from the 2009 accident year, $7.3 million of favorable development from the 2007 accident year and $5.8 million of favorable development from the 2008 accident year.
(7)
Includes $8.0 million of favorable development from the 2009 accident year, $4.3 million of favorable development from the 2008 accident year and $4.1 million of favorable development from the 2007 accident year.
(8)
Includes $9.0 million of adverse development on assumed crop business almost entirely from the 2011 accident year and $7.6 million of adverse development on other assumed business.
Among the indicators of reserve strength that we monitor closely are the number of claims outstanding from a given year and the amount of IBNR reserves held on our balance sheet for claims that have been incurred but not yet reported to us. As a general rule, every known claim has a specific case reserve established against it which management believes is adequate to resolve the claim and pay attendant expenses based on information available at the time.
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A significant portion of reported claims from prior policy years were closed at December 31, 2018.2020. The table below sets forth the percentage of claims closed by policy year for our Excess and Surplus Lines and Specialty Admitted Insurance segments for the policy years indicated.

Percentage of Claims Closed at December 31, 2018
Percentage of Claims Closed at December 31, 2020Percentage of Claims Closed at December 31, 2020
Policy Year 
Excess and
Surplus Lines
Segment Excluding
Commercial
Auto
 
Excess and
Surplus Lines
Segment
Commercial
Auto
Specialty
Admitted
Insurance
Segment
Individual
Risk Workers’
Comp
Specialty
Admitted
Insurance
Segment
Fronting
and
Programs
Policy YearExcess and
Surplus Lines
Segment Excluding
Commercial
Auto
Excess and
Surplus Lines
Segment
Commercial
Auto
Specialty
Admitted
Insurance
Segment
Individual
Risk Workers’
Comp
Specialty
Admitted
Insurance
Segment
Fronting
and
Programs
2004 99.9% 
99.8%
2004100.0 %— 100.0 %— 
2005 99.8% 
100.0%
2005100.0 %— 100.0 %— 
2006 99.6% 
100.0%
200699.9 %— 100.0 %— 
2007 99.3% 
100.0%
200799.5 %— 100.0 %— 
2008 99.2% 
99.8%
200899.7 %— 99.8 %— 
2009 99.0% 
99.9%
200999.0 %— 99.9 %— 
2010 98.4% 
99.9%
201099.5 %— 100.0 %— 
2011 97.4% 
99.7%
201199.5 %— 99.8 %— 
2012 95.6% 
99.8%
201297.9 %— 100.0 %— 
2013 95.0% 99.4%100.0%98.8%201397.4 %99.8 %100.0 %98.8 %
2014 89.8% 98.9%99.9%98.2%201494.8 %99.8 %100.0 %98.5 %
2015 86.2% 99.7%99.1%95.4%201594.0 %99.7 %99.9 %98.0 %
2016 80.6% 97.6% 94.8% 87.8%201689.6 %99.4 %99.3 %95.6 %
2017 74.5% 95.1% 77.3% 74.7%201786.1 %98.3 %98.4 %91.8 %
2018201888.6 %96.5 %92.3 %87.9 %
2019201980.7 %94.5 %72.8 %80.3 %
Another indicator of reserve strength that we monitor closely is the percentage of our gross and net loss reserves that are comprised of IBNR reserves. The table below sets forth our IBNR, total gross reserves and the percentage that IBNR represents of the total gross reserves, in each case by segment and in the aggregate, at December 31, 2018.2020. The percentage that IBNR represents of total gross reserves at December 31, 20182020 is 62.4%58.7%.
Gross Reserves at December 31, 2020
 Gross Reserves at December 31, 2018
 IBNR Total
IBNR
% of Total
   (in thousands)  
IBNRTotalIBNR
% of Total
(in thousands)
Excess and Surplus Lines $608,548
 $960,563
63.4%Excess and Surplus Lines$741,585 $1,276,054 58.1 %
Specialty Admitted Insurance 264,399
 426,315
62.0%Specialty Admitted Insurance356,615 600,309 59.4 %
Casualty Reinsurance 164,242
 274,581
59.8%Casualty Reinsurance188,093 315,717 59.6 %
Total $1,037,189
 $1,661,459
62.4%Total$1,286,293 $2,192,080 58.7 %
The table below sets forth our IBNR, total net reserves (prior to the $335,000 allowance for credit losses on reinsurance recoverables) and the percentage that IBNR represents of the total net reserves, in each case by segment and in the aggregate, at December 31, 2018.2020. The percentage that IBNR represents of total net reserves at December 31, 20182020 is 61.5%55.3%.
Net Reserves at December 31, 2020
IBNRTotalIBNR
% of Total
(in thousands)
Excess and Surplus Lines$527,537 $983,354 53.6 %
Specialty Admitted Insurance56,473 94,893 59.5 %
Casualty Reinsurance182,308 307,814 59.2 %
Total$766,318 $1,386,061 55.3 %
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 Net Reserves at December 31, 2018
 IBNR Total
IBNR
% of Total
   (in thousands)  
Excess and Surplus Lines $514,160
 $834,943
61.6%
Specialty Admitted Insurance 56,951
 89,298
63.8%
Casualty Reinsurance 163,152
 269,847
60.5%
Total $734,263
 $1,194,088
61.5%
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Investment Strategy
We attempt to generate better than market average risk-adjusted returns in our investment portfolio by taking measured risks based upon detailed knowledge of certain niche asset classes. While we are willing to make investments in non-traditional types of investments, we avoid risks that we do not understand well, as well as structures or situations we think could cause
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substantial loss of capital. The vast majority of our investment portfolio is managed by third party, independent investment managers.
The majority of our investment portfolio is invested in what we refer to as our Core Portfolio of investment grade fixed income securities. This portfolio provides predictable income with low risk of principal loss. We seek to augment the return on the Core Portfolio by investing in bank loans and other higher yielding securities, including dividend paying common equities and private investments. We designed these strategies to improve our investment return, and we are focused on opportunistic investing in areas where we believe our management, directors or employees have expertise or appropriate understanding of the risk and return of the investment.
Our strategy is designed to earn higher returns than an investment grade fixed income approach alone while maintaining a high average portfolio credit rating and investing in asset classes and allocations that are consistent with the insurance regulatory and rating agency framework within which we operate. We generally focus on securities that provide some current income.
As a result of affiliated and third party reinsurance contracts, we have been able to grow oura significant asset base at JRG Reinsurance Company Ltd, which is domiciled in Bermuda and is not subject to U.S. corporate taxation. At December 31, 2018, 54.9%2020, 43.7% of our cash and invested assets were held at JRG Re.
The prolonged low interest rate environment made it difficult for insurance companies to earn attractive returns on capital because of reduced investment income. If sustained, recent increases in interest rates will slowly improve investment income from fixed income investments. Our long term premium growth has allowed us to build our asset base. Cash and invested assets, now represent 3.8excluding restricted cash equivalents, represents 4.1 times our tangible equity.equity as of December 31, 2020.
A summary of our investment portfolio at December 31, 20182020 is as follows:
December 31, 2020
 December 31, 2018
Portfolio Book Value Market Value Carrying Value Book Yield 
% of Carrying
Value
PortfolioBook ValueMarket ValueCarrying ValueBook Yield% of Carrying
Value
 ($ in thousands)
($ in thousands)
Core $1,243,616
 $1,226,946
 $1,226,946
 2.96% 71.0%Core$1,804,344 $1,892,875 $1,892,875 2.39 %84.9 %
Bank Loans 299,086
 288,740
 299,014
 6.97% 17.3%Bank Loans170,528 160,654 160,654 6.79 %7.2 %
Incremental Yield 124,838
 127,606
 127,606
 6.46% 7.4%Incremental Yield115,935 130,185 130,185 6.74 %5.8 %
Private Investments 
 
 73,571
 NA
 4.3%Private Investments46,548 NA2.1 %
Total 
 
 1,727,137
 
 100.0%Total2,230,262 100.0 %
Less cash and cash equivalents in Core and Bank Loans 
 
 (49,291)    Less cash and cash equivalents in Core and Bank Loans(33,204)
Total Invested Assets 
 
 $1,677,846
    Total Invested Assets$2,197,058 
We have generally managed our overall portfolio to a duration of 3 to 5 years. At December 31, 2018,2020, the average duration of our investment portfolio was 3.43.8 years.
Core Portfolio
The Core Portfolio consists of cash, and investment grade fixed income securities.securities and a small dividend yield focused equity portfolio. Our objective in the Core Portfolio is to earn attractive risk-adjusted returns with a low risk of loss of principal. We use a third-party manager to manage the Core Portfolio.
Bank Loans
The Bank Loan portfolio primarily consists of investments in participations in syndicated bank loans, but may also include a small allocation of bonds. Bank loans in our portfolio are generally senior secured loans with an average credit quality of “B” as of December 31, 20182020 and floating interest rates based on spreads over LIBOR. We believe bank loans are an attractive asset class because (1) floating-rate loans help to reduce our risk of loss in the event of rising interest rates, (2) the loans are generally senior secured, (3) the asset class has a history of relatively high recovery rates in the event of default, (4) the portfolio provides an attractive yield and (5) the maturities of the loans are relatively short (average of approximately 5 years). We invest in this asset class by owning individual loan participations that are carried at amortized cost less any loan loss allowance.fair market value. We have over nineten years of experience in investing in this asset class through a third-party manager.
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Incremental Yield Portfolio
The Incremental Yield Portfolio consists of investments in low investment grade and below investment grade bonds, preferred stocks, dividend paying common equities and exchange traded funds. The average credit quality of the fixed income securities in this portfolio as of December 31, 20182020 is BBB. We generally invest in fixed income securities where we believe
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that risk of default is low relative to the potential yield on the securities. We own preferred stocks, generally in the financial services industry. In some instances, we will purchase common equity securities and exchange traded funds. However, these purchases are generally used as an effective means to get access to a high yielding asset class. As of December 31, 2018, only $9.5 million of the Incremental Yield Portfolio is invested in common equities and exchange traded funds.
Private Investment Portfolio
We make selective investments in private debt or equity securities in areas where we see significant opportunity or attractive risk and return characteristics. We focus on investments where we believe we have an understanding of the risk and opportunity and have the ability to monitor them closely. At December 31, 2018,2020, we held 1110 private investments with a total carrying value of $73.6$46.5 million. Our portfolio consists of investments in wind and solar energy, banking, small cap equities, loans of middle market private equity sponsored companies, equity tranches of collateralized loan obligations (CLOs), and tranches of distressed home loans. We are opportunistic in our private investment strategy and our portfolio may grow or shrink based on the opportunities available to us. Despite being only 4.3%2.1% of our portfolio, we believe our Private Investment Portfolio has added meaningful returns to our tangible equity. Our Private Investment strategy has significant risk and not all investments are successful. As a result, we intentionally keep this portfolio as a small portion of the overall investment portfolio.
Our recent total returns on our portfolio are as follows:
201820192020Trailing 3 years
Ended 2020
 2016 2017 2018 
Trailing 3 years
Ended 2018
Core 2.34% 3.09% 0.73% 2.05%Core0.73 %6.80 %5.74 %4.38 %
Bank Loans 14.09% 6.56% 3.82% 8.07%Bank Loans3.82 %3.56 %7.46 %4.93 %
Incremental 9.23% 10.86% 0.42% 6.74%Incremental0.42 %14.34 %5.64 %6.64 %
Total 5.18% 4.49% 1.32% 3.65%Total1.32 %6.87 %5.88 %4.54 %
Total returns are calculated as the realized or unrealized gain or loss of an asset plus interest and dividends paid while the asset is held.
We consider a portion of our investment portfolio to be invested in non-traditional investments. We consider non-traditional investments to include investments that are (1) not rated bond or fixed income securities (2) non-listed equities or (3) investments that generally have less liquidity than rated bond or fixed income securities or listed equities. Non-traditional investments held at December 31, 20182020 and their respective percentage of our total invested assets at such date consist of syndicated bank loans (15.6%(6.7%), interests in limited liability companies that invest in renewable energy opportunities (1.8%), limited partnerships that invest in debt or equity securities (1.7%), notes receivable for renewable energy projects (0.5%), and a private debt security (0.3%investments (2.1%). We will continue to actively review opportunities to invest in non-traditional assets and may invest in additional non-traditional assets in the future.
Our invested assets totaled $1,677.8$2,197.1 million as of December 31, 2018.2020. The weighted average credit rating of our portfolio of fixed maturity securities, bank loans and redeemable preferred stocks as of December 31, 20182020 was “A”. We have intentionally maintained a cautious interest rate risk position by having an average duration of 3.43.8 years at December 31, 2018.2020. This compares to an average duration at December 31, 20172019 of 3.53.3 years. Based on the current duration of 3.43.8 years, a 1.0% increase in interest rates would result in a pre-tax decline in the market value of our portfolio of approximately $55.1$83.0 million.
Insurance Cycle Management and Growth
The insurance and reinsurance business is cyclical in nature, with “hard” and “soft” cycles. Hard markets occur when insurance underwriters limit their exposure in a line of business or across their entire portfolio. When underwriters exercise restraint, insurance buyers are forced to pay more to induce underwriters to cover their risks. A hard market can also be created by economic expansions when capital committed to backing insurance policies does not grow as fast as the demand for insurance. There is generally a correlation between interest rates and the willingness of insurance companies to commit their capital to writing insurance. When fixed income yields are low, insurance companies need to raise insurance prices to improve underwriting results in order to offset loss of investment income.
We are currently in a growth phase for our U.S. primary operations. In both our Excess and Surplus Lines and Specialty Admitted Insurance segments, we are experiencing growth in premiums driven by stablefavorable rates as well as increases in policy count and exposures. However, the growth in the Excess and Surplus Lines segment in 2020 was impacted by the termination of our insurance contracts with Rasier effective December 31, 2019. The Rasier account generated $374.2 million of gross written premium in 2019 and $0 in 2020. Excluding Rasier, E&S gross written premium increased 27.5% from $548.2 million in 2019 to $699.1 million in 2020. The table below shows the changes in gross written premiums we have experienced in our operating segments from 20162018 through 2018.2020.
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202020192018
 2018 2017 2016
Gross Written Premiums $% Change $% Change $ % ChangeGross Written Premiums$% Change$% Change$% Change
 ($ in thousands)
($ in thousands)
Excess and Surplus Lines $656,538
23.8 % $530,120
42.9% $370,844
20.1%Excess and Surplus Lines$699,143 (24.2)%$922,320 40.5 %$656,538 23.8 %
Specialty Admitted Insurance 374,346
18.3 % 316,430
73.7% 182,221
100.3%Specialty Admitted Insurance408,691 5.4 %387,642 3.6 %374,346 18.3 %
Casualty Reinsurance 135,889
(42.3)% 235,355
27.7% 184,333
6.9%Casualty Reinsurance149,166 (7.2)%160,773 18.3 %135,889 (42.3)%
Total $1,166,773
7.8 % $1,081,905
46.7% $737,398
28.9%Total$1,257,000 (14.5)%$1,470,735 26.1 %$1,166,773 7.8 %
In years prior to those presented, the business written at our U.S. primary operations has, at times, been subject to “soft” market conditions, reflected both in price decreases and reduced underlying exposures. The recession in the United States from 2008 to 2010 was a significant driver of these soft market conditions.
Our Excess and Surplus Lines segment is the most sensitive to hard and soft markets. We have, therefore, sought to diversify this business by geography, line of business and revenue stream. From 2006 to 2010, we reduced the gross written premiums in this business from $249.1 million to $116.1 million, or 53.4%. While we have been growing this business and achieving increasing or stable rates for several periods through December 31, 2018,2020, there will likely be periods in the future where our growth moderates, stagnates or turns negative. The market for most lines of commercial insurance, other than workers' compensation, are currently in a hardening phase.
The Excess and Surplus Lines segment has historically been able to make an underwriting profit regardless of the state of the underwriting cycle. This segment's weighted average combined ratio for 20102011 through 20182020 is 86.7%90.1%.
Traditionally, admitted insurance lines have been very susceptible to market cycles. We believe this trend is continuing. We seek to isolate ourselves from these trends in our Specialty Admitted Insurance segment by writing lines of business we believe are slightly less competitive, by prudently purchasing reinsurance and by being willing to dramatically reduce our writings when market conditions warrant.
A material portion of the profitability we seek to achieve from our fronting business will come from fee income that is generated via policies that are issued by our insurance companies and then mostly or wholly reinsured to third parties. Because we earn substantial fees from underwriting business on which we retain little or no insurance risk, this business can be profitable to us even in soft market conditions. We have $319.1$344.7 million of gross written premiums for fronting and program business for 20182020 ($30.541.1 million on a net basis), and we expect our fee income will continue to grow in future periods and provide us with a steady revenue stream that will be relatively insulated from conditions in the admitted insurance market.
In the Casualty Reinsurance segment, we have the ability to manage the cycle by growing or shrinking our business according to market conditions and the corresponding prices and terms being offered for the assumption of specific risks. We have a small team of nineseven people in Bermuda who underwrite and administer the business written by JRG Re in Bermuda. Accordingly, our overhead is low and does not necessitate us growing this business from its current size.
Competition
We compete in a variety of markets against a variety of competitors depending on the nature of the risk and coverage being underwritten. The competition for any one account may range from large international firms to smaller regional companies in the domiciles in which we operate. To remain competitive, our strategy includes, among other measures: (1) focusing on rate adequacy and underwriting discipline, (2) leveraging our distribution network, (3) controlling expenses, (4) maintaining financial strength and issuer credit ratings and (5) providing quality services to agents and policyholders.
Excess and Surplus Lines
Competition within the E&S lines marketplace comes from a wide range of carriers. In addition to mature E&S companies that operate nationwide, there is competition from carriers formed in recent years. The Excess and Surplus Lines segment may also compete with national and regional carriers from the standard market willing to underwrite selected accounts on an admitted basis. Competitors in this segment include ACE Westchester Specialty Group, Admiral Insurance Company (W. R. Berkley Corporation), AmRisc Insurance Company (BB&T - Branch Banking & Trust Company)(Truist), Apollo Syndicate, Alleghany Corporation, Arrowhead General Insurance Agency, Inc., Ategrity Specialty Insurance Company, Axis Insurance Company (Axis Capital Holdings Limited), Beazley Group (Lloyd’s), Brit Insurance (Lloyd’s), Colony Specialty Insurance Company (Argo Group International Holdings, Ltd.), Evanston Insurance Company (Markel Corporation), First Mercury Insurance Company (FairfaxFairfax Financial Holdings, Ltd.), Gemini Insurance Company (W. R. Berkley Corporation), Hiscox Insurance Company (Lloyd’s), Houston Casualty Company (a subsidiary of Tokio Marine HCC), Integrity Insurance, Kinsale Capital Group, Landmark American Insurance Company (RSUI Group - Alleghany Corporation), Lexington Insurance Company (American International Group, Inc.), Markel Corporation, Mt. HawleyNavigators Insurance Company (RLI Corp.)(Hartford), Navigators Insurance Company, OneBeacon (Intact Financial Corporation), QBE Insurance Group Ltd., RLI Corp., RSUI Group, Inc. (Alleghany Corporation), Scottsdale Insurance CompanyE&S/Specialty (Nationwide Mutual Group), Starr Insurance Company (C.V. Starr & Company), Swiss Re Ltd, United Specialty Insurance Company, Ventus Risk Management (utilizing XL Catlin
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Insurance Company paper - hedge fund and private investors for capital),W.R. Berkley, and other large national and multi-national insurance carriers. In addition, in the last twelve months, there are several newly formed
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or repurposed start-up companies that are focusing on writing Excess and Surplus lines insurance and we expect will be competing with us for this business.
Specialty Admitted Insurance
Due to the diverse nature of the products offered by the Specialty Admitted Insurance segment, competition comes from various sources. The majority of the competition for our workers’ compensation business comes from regional companies or regional subsidiaries of national carriers in the domiciles in which they operate. National carriers tend to compete for fronting and program accounts along all product lines. Competitors in our workers’ compensation business include Builders Mutual Insurance Company, Accident Fund Insurance Company of America, W. R. Berkley Corporation, American Interstate Insurance Company (AMERISAFE, Inc.), and Amtrust Group. Competition for our fronting business includes but is not limited to State National (now part of Markel), Argo Group, Clear Blue, Spinnaker, Trisura, Red Point, Equity Insurance Company, Worth Insurance, Amtrust, and various Texas based county mutual insurance companies.Amtrust. In addition, in the last 12 months, there are several newly formed fronting companies that we expect will be competing with us for this business.
Casualty Reinsurance
The reinsurance industry is highly competitive. We expect to compete with major reinsurers, most of which are well-established, have a significant operating history and strong financial strength ratings and have developed long-standing client relationships. Competitors in this segment include AXA XL, HamiltonAxis Re, MS Amlin, Odyssey Re, Sompo International Re, Tokio MilleniumSwiss Re, Transatlantic Re, various Lloyd's syndicates, and various LLoyd's syndicates.other carriers that underwrite U.S. casualty reinsurance. In addition, in the last 12 months, there are several newly formed reinsurance companies that are planning on writing casualty reinsurance and we expect will be competing with us for this business.
Regulation
Bermuda Insurance Regulation
The Insurance Act 1978 and related rules and regulations (the “Insurance Act”), which regulates the insurance business of both Carolina Re and JRG Re, provides that no person shall carry on insurance business in or from within Bermuda unless registered as an insurer under the Insurance Act by the Bermuda Monetary Authority (the “BMA”). The BMA, in deciding whether to grant registration, has broad discretion to act as it thinks fit in the public interest. The BMA is required by the Insurance Act to determine whether the applicant is a fit and proper body to be engaged in the insurance business and, in particular, whether it has, or has available to it, adequate knowledge and expertise. The registration of an applicant as an insurer is subject to its complying with the terms of its registration and such other conditions as the BMA may impose at any time.
It is not necessary that the insurance company be incorporated in Bermuda. A foreign corporation may obtain a permit under the Companies Act 1981 of Bermuda 1981 (the “Companies Act”) to carry on business in Bermuda and then be registered as an insurer in Bermuda under the Insurance Act.
The Insurance Act does not distinguish between insurers and reinsurers; companies are registered (licensed) under the Insurance Act as “insurers” (although in certain circumstances a condition to registration may be imposed to the effect that the company may carry on only reinsurance business). The Insurance Act uses the defined term “insurance business” to include reinsurance business.
The Insurance Act also grants to the BMA powers to supervise, investigate and intervene in the affairs of insurance companies.
An Insurance Advisory Committee appointed by the Bermuda Minister of Finance advises the BMA on matters connected with the discharge of the BMA’s functions and subcommittees thereof supervise, investigate and review the law and practice of insurance in Bermuda, including reviews of accounting and administrative procedures.
The Insurance Act imposes solvency and liquidity standards on Bermuda insurance companies, as well as auditing and reporting requirements.
Certain significant aspects of the Bermuda insurance regulatory framework applicable to Class 3A insurers and/or Class 3B insurers are setforth below.
Classification of Insurers
The Insurance Act distinguishes between insurers carrying on long-term business, insurers carrying on general business and insurers carrying on special purpose business. There are sixseven classifications of insurers carrying on general business, ranging from Class 1 insurers (pure captives) to Class 4 insurers (large commercial underwriters). Carolina Re is licensed as a Class 3A insurer and JRG Re is licensed as a Class 3B insurer and each is regulated as such under the Insurance Act.
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Minimum Paid-Up Share Capital
A Class 3A insurer and a Class 3B insurer are each required to maintain fully paid up share capital of at least $120,000.
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Principal Representative and Principal Office
A Class 3A insurer and a Class 3B insurer are each required to maintain a principal office and to appoint and maintain a principal representative in Bermuda. For the purposes of the Insurance Act, the principal office of Carolina Re and JRG Re is located at Wellesley House, 2nd Floor, 90 Pitts Bay Road, Pembroke, HM 08, Bermuda. Carolina Re’s and JRG Re’s principal representative is Helen Gillis, the Chief Financial Officer of JRG Re and Carolina Re.
Without a reason acceptable to the BMA, an insurer may not terminate the appointment of its principal representative, and the principal representative may not cease to act as such, unless 30 days’ prior notice in writing to the BMA is given of the intention to do so.
It is the duty of the principal representative to forthwith notify the BMA where the principal representative reaches the view that there is a likelihood of the insurer (for which the principal representative acts) becoming insolvent, or on it coming to the knowledge of the principal representative, or the principal representative has reasonable grounds for believing,having reason to believe, that a reportable “event” has occurred. Examples of a reportable “event” include a failure by the insurer to comply substantially with a condition imposed upon it by the BMA relating to a solvency margin or a liquidity or other ratio, a significant loss reasonably likely to cause the insurer to fail to comply with its enhanced capital requirement (discussed below) and the occurrence of a material change (as such term is defined under the Insurance Act) in its business operations.
Within 14 days of such notification to the BMA, the principal representative must furnish the BMA with a written report setting out all the particulars of the case that are available to the principal representative.
Where there has been a significant loss which is reasonably likely to cause the insurer to fail to comply with its enhanced capital requirement, the principal representative must also furnish the BMA with a capital and solvency return reflecting an enhanced capital requirement prepared using post-loss data. The principal representative must provide this within 45 days of notifying the BMA regarding the loss.
Furthermore, where a notification has been made to the BMA regarding a material change, the principal representative has 30 days from the date of such notification to furnish the BMA with unaudited interim statutory financial statements in relation to such period as the BMA may require, together with a general business solvency certificate in respect of those statements.
Head Office
A Class 3A insurer and a Class 3B insurer shall each maintain its head office in Bermuda. In determining whether the insurer satisfies this requirement, the BMA shall consider, inter alia, the following factors: (i) where the underwriting, risk management and operational decision making of the insurer occurs; (ii) whether the presence of senior executives who are responsible for, and involved in, the decision making related to the insurance business of the insurer are located in Bermuda; and (iii) where meetings of the board of directors of the insurer occur. In making its determination, the BMA may also have regard to (a) the location where management of the insurer meets to effect policy decisions of the insurer; (b) the residence of the officers, insurance managers or employees of the insurer; and (c) the residence of one or more directors of the insurer in Bermuda. This provision does not apply to an insurer that has a permit to conduct business in Bermuda under the Companies Act or the Non-Resident Insurance Undertakings Act 1967.
Loss Reserve Specialist
A Class 3A insurer and a Class 3B insurer are each required to appoint an individual approved by the BMA to be its loss reserve specialist. In order to qualify as an approved loss reserve specialist, the applicant must be an individual qualified to provide an opinion in accordance with the requirements of the Insurance Act and the BMA must be satisfied that the individual is fit and proper to hold such an appointment.
A Class 3A insurer and a Class 3B insurer are each required to submit annually an opinion of its approved loss reserve specialist with its capital and solvency return in respect of its total general business insurance technical provisions (i.e. the aggregate of its net premium provisions, net loss and loss expense provisions and risk margin, as each is reported in the insurer’s statutory economic balance sheet). The loss reserve specialist’s opinion must state, among other things, whether or not the aggregate amount of technical provisions shown in the statutory economic balance sheet as at the end of the relevant financial year (i) meets the requirements of the Insurance Act and (ii) makes reasonable provision for the total technical provisions of the insurer under the terms of its insurance contracts and agreements.
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Annual Financial Statements
A Class 3A insurer and Class 3B insurer are each required to prepare and submit to the BMA, on an annual basis, audited financial statements which have been prepared under generally accepted accounting principles or international financial reporting standards (“GAAP financial statements”) and audited statutory financial statements.
The Insurance Act prescribes rules for the preparation and substance of statutory financial statements (which include, in statutory form, a balance sheet, an income statement, a statement of capital and surplus and notes thereto). The statutory
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financial statements include detailed information and analysis regarding premiums, claims, reinsurance and investments of the insurer.
The insurer’s annual GAAP financial statements, and the auditor’s report thereon, and the statutory financial statements are required to be filed with the BMA within four months from the end of the relevant financial year (unless specifically extended with the approval of the BMA). The statutory financial statements do not form a part of the public records maintained by the BMA but the GAAP financial statements are available for public inspection.
Declaration of Compliance
At the time of filing its statutory financial statements, a Class 3A insurer and a Class 3B insurer are each also required to deliver to the BMA a declaration of compliance, in such form and with such content as may be prescribed by the BMA, declaring whether or not the insurer has, with respect to the preceding financial year (i) complied with all requirements of the minimum criteria applicable to it, (ii) complied with the minimum margin of solvency as at its financial year end, (iii) complied with the applicable enhanced capital requirements as at its financial year end, (iv) complied with applicable conditions, directions and restrictions imposed on, or approvals granted to, the insurer and (v) complied with the minimum liquidity ratio for general business as at its financial year end. The declaration of compliance is required to be signed by two directors of the insurer, and if the insurer has failed to comply with any of the requirements referenced in (i) through (v) above or observe any limitations, restrictions or conditions imposed upon the issuance of its license, if applicable, the insurer will be required to provide the BMA with particulars of such failure in writing. A Class 3A insurer and a Class 3B insurer shall be liable to a civil penalty by way of a fine for failure to comply with a duty imposed on it in connection with the delivery of the declaration of compliance.
Annual Statutory Financial Return and Annual Capital and Solvency Return
A Class 3A insurer and a Class 3B insurer are each required to file with the BMA a statutory financial return no later than four months after its financial year end (unless specifically extended with the approval of the BMA).
The statutory financial return of an insurer shall consist of (i) an insurer information sheet, (ii) an auditor’s report, (iii) the statutory financial statements and (iv) notes to the statutory financial statements.
The insurer information sheet shall state, among other matters, (i) whether the general purpose financial statements of the insurer for the relevant year have been audited and an unqualified opinion issued, (ii) the minimum margin of solvency applying to the insurer and whether such margin was met, (iii) whether or not the minimum liquidity ratio applying to the insurer for the relevant year was met and (iv) whether or not the insurer has complied with every condition attached to its certificate of registration. The insurer information sheet shall state if any of the questions identified in items (ii), (iii) or (iv) above is answered in the negative, whether or not the insurer has taken corrective action in any case and, where the insurer has taken such action, describe the action in an attached statement.
The directors are required to certify whether the minimum solvency margin has been met, and the independent approved auditor is required to state whether in its opinion it was reasonable for the directors to make this certification.
Where an insurer’s accounts have been audited for any purpose other than compliance with the Insurance Act, a statement to that effect must be filed with the statutory financial return.
In addition, each year the insurer is required to file with the BMA a capital and solvency return along with its annual statutory financial return. The prescribed form of capital and solvency return comprises the insurer’s Bermuda Solvency Capital Requirement (“BSCR”) model or an approved internal capital model in lieu thereof, together with such schedules as prescribed by the Insurance (Prudential Standards) (Class 3A Solvency Requirement) Rules 2011 for Class 3A insurers and the Insurance (Prudential Standards) (Class 4 and 3B Solvency Requirement) Rules 2008 for Class 3B insurers, respectively, as each are amended from time to time.
Neither the statutory financial return nor the capital and solvency return is available for public inspection.
Quarterly Financial Return
A Class 3B insurer, not otherwise subject to group supervision, is required to prepare and file quarterly financial returns with the BMA on or before the last day of the months of May, August and November of each year. The quarterly financial
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returns consist of (i) quarterly unaudited financial statements for each financial quarter (which must minimally include a balance sheet and income statement and must also be recent and not reflect a financial position that exceeds two months), (ii) a list and details of material intra-group transactions that the Class 3B insurer is a party to and the Class 3B insurer’s risk concentrations that have materialized since the most recent quarterly or annual financial returns, details surrounding all intra-group reinsurance and retrocession arrangements and other intra-group risk transfer insurance business arrangements that have materialized since the most recent quarterly or annual financial returns and (iii) details of the ten largest exposures to
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unaffiliated counterparties and any other unaffiliated counterparty exposures exceeding 10% of the Class 3B insurer’s statutory capital and surplus.
Public Disclosures
Pursuant to recent amendments to the Insurance Act, allAll commercial insurers and insurance groups are required under the Insurance Act to prepare and file with the BMA, and also publish on their web site, a financial condition report. The BMA has discretion to approve modifications and exemptions to the public disclosure rules on application by the insurer if, among other things, the BMA is satisfied that the disclosure of certain information will result in a competitive disadvantage or compromise confidentiality obligations of the insurer.
Independent Approved Auditor
A Class 3A insurer and a Class 3B insurer must each appoint an independent auditor who will audit and report on the insurer’s GAAP financial statements and statutory financial statements, each of which are required to be filed annually with the BMA. The auditor must be approved by the BMA as the independent auditor of the insurer. If the insurer fails to appoint an approved auditor or at any time fails to fill a vacancy for such auditor, the BMA may appoint an approved auditor for the insurer and shall fix the remuneration to be paid to the approved auditor within 14 days, if not agreed sooner by the insurer and the auditor.
Non-insurance Business
No Class 3A insurer or Class 3B insurer may engage in non-insurance business unless that non-insurance business is ancillary to its coreinsurance business. Non-insurance business means any business other than insurance business and includes carrying on investment business, managing an investment fund as operator, carrying on business as a fund administrator, carrying on banking business, underwriting debt or securities or otherwise engaging in investment banking, engaging in commercial or industrial activities and carrying on the business of management, sales or leasing of real property.
Minimum Liquidity Ratio
The Insurance Act provides a minimum liquidity ratio for general business insurers. A Class 3A insurer and a Class 3B insurer engaged in general business is required to maintain the value of its relevant assets at not less than 75% of the amount of its relevant liabilities. Relevant assets include cash and time deposits, quoted investments, unquoted bonds and debentures, first liens on real estate, investment income due and accrued, accounts and premiums receivable, reinsurance balances receivable, funds held by ceding reinsurers and any other assets which the BMA, on application in any particular case made to it with reasons, accepts in that case.
There are certain categories of assets which, unless specifically permitted by the BMA, do not automatically qualify as relevant assets, such as unquoted equity securities, investments in and advances to affiliates and real estate and collateral loans.
The relevant liabilities are total general business insurance reserves and total other liabilities less deferred income taxes and letters of credit, guarantees and other instruments.
Minimum Solvency Margin and Enhanced Capital Requirements
The Insurance Act provides that the value of the statutory assets of an insurer must exceed the value of its statutory liabilities by an amount greater than its prescribed minimum solvency margin (“MSM”).
The MSM that must be maintained by a Class 3A insurer and a Class 3B insurer with respect to its general business is the greater of (i) $1,000,000, (ii) 20% of the first $6,000,000 of net premiums written (but if the net premiums written are in excess of $6,000,000, the figure is $1,200,000 plus 15% of net premiums written in excess of $6,000,000) or (iii) 15% of the aggregate of net loss and loss expense provisions and other insurance general business reserves or (iv) 25% of the ECR (as defined below) as reported at the end of the relevant year.
Class 3A insurers and Class 3B insurers are also required to maintain available statutory economic capital and surplus at a level equal to or in excess of its enhanced capital requirement (“ECR”) which is established by reference to either the BSCR model or an approved internal capital model.
The BSCR model is a risk-based capital model which provides a method for determining an insurer’s capital requirements (statutory economic capital and surplus) by taking into account the risk characteristics of different aspects of the insurer’s business. The BSCR formula establishes capital requirements for ten categories of risk: fixed income investment risk, equity
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investment risk, interest rate/liquidity risk, currency risk, concentration risk, premium risk, reserve risk, credit risk, catastrophe risk and operational risk. For each category, the capital requirement is determined by applying factors to asset, premium, reserve, creditor, probable maximum loss and operation items, with higher factors applied to items with greater underlying risk and lower factors for less risky items.
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While not specifically referred to in the Insurance Act (or required thereunder), the BMA has also established a target capital level (“TCL”) for each Class 3A insurer and Class 3B insurer equal to 120% of its ECR. The TCL serves as an early warning tool for the BMA, and failure to maintain statutory capital at least equal to the TCL will likely result in increased regulatory oversight.
Any insurer which at any time fails to meet its MSM requirements must, upon becoming aware of such failure, immediately notify the BMA and, within 14 days thereafter, file a written report with the BMA containing particulars of the circumstances that gave rise to the failure and setting out its plan detailing specific actions to be taken and the expected timeframe in which the insurer intends to rectify the failure.
Any insurer which at any time fails to meet its applicable enhanced capital requirement shall, upon becoming aware of that failure or of having reason to believe that such a failure has occurred, immediately notify the BMA in writing and within 14 days of such notification file with the BMA a written report containing particulars of the circumstances leading to the failure, and a plan detailing the manner, specific actions to be taken and time within which the insurer intends to rectify the failure, and within 45 days of becoming aware of that failure or of having reason to believe that such a failure has occurred, furnish the BMA with (i) unaudited statutory economic balance sheets and unaudited interim statutory financial statements prepared in accordance with GAAP covering such period as the BMA may require; (ii) the opinion of a loss reserve specialist in relation to the total general business insurance technical provisions as set out in the economic balance sheet, where applicable; (iii) a general business solvency certificate in respect of the financial statements; and (iv) a capital and solvency return reflecting an enhanced capital requirement prepared using post failure data where applicable.
Eligible Capital
To enable the BMA to better assess the quality of an insurer’s capital resources, a Class 3A insurer and a Class 3B insurer are each required to disclose the makeup of its capital in accordance with the recently introduceda “3-tiered eligible capital system”. Under this system, all of the insurer’s capital instruments will be classified as either basic or ancillary capital which in turn will be classified into one of three tiers based on their “loss absorbency” characteristics. Highest quality capital will be classified Tier 1 Capital, and lesser quality capital will be classified as either Tier 2 Capital or Tier 3 Capital. Under this regime, up to certain specified percentages of Tier 1, Tier 2 and Tier 3 Capital may be used to support the insurer’s MSM, ECR and TCL.
The characteristics of the capital instruments that must be satisfied to qualify as Tier 1, Tier 2 and Tier 3 Capital are set out in the Insurance (Eligible Capital) Rules 2012, and amendments thereto. Under these rules, Tier 1, Tier 2 and Tier 3 Capital may, until January 1, 2026, include capital instruments that do not satisfy the requirement that the instrument be non-redeemable or settled only with the issuance of an instrument of equal or higher quality upon a breach, or if it would cause a breach, of the ECR.
Where the BMA has previously approved the use of certain instruments for capital purposes, the BMA’s consent will need to be obtained if such instruments are to remain eligible for use in satisfying the MSM and the ECR.
Code of Conduct
The Insurance Code of Conduct (the “Insurance Code”) prescribes the duties, standards, procedures and sound business principles that must be complied with by all insurers registered under the Insurance Act. The BMA will assess an insurer’s compliance with the Insurance Code in a proportional manner relative to the nature, scale and complexity of its business. Failure to comply with the requirements of the Insurance Code will be taken into account by the BMA in determining whether an insurer is conducting its business in a sound and prudent manner as prescribed by the Insurance Act, may result in the BMA exercising its powers of intervention and investigation (see below) and will be a factor in calculating the operational risk charge under the insurer’s BSCR or approved internal model.
Restrictions on Dividends and Distributions
A Class 3A insurer and a Class 3B insurer are each prohibited from declaring or paying a dividend if it is in breach of its MSM, ECR or minimum liquidity ratio or if the declaration or payment of such dividend would cause such a breach. Where an insurer fails to meet its MSM or minimum liquidity ratio on the last day of any financial year, it will be prohibited from declaring or paying any dividends during the next financial year without the approval of the BMA.
In addition, a Class 3A insurer and a Class 3B insurer is prohibited from declaring or paying in any financial year dividends of more than 25% of its total statutory capital and surplus (as shown on its previous financial year’s statutory balance sheet), unless it files (at least seven days before payment of such dividends) with the BMA an affidavit signed by at least two directors (one of whom must be a Bermuda resident director if any of the insurer’s directors are resident in Bermuda) and the
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principal representative stating that it will continue to meet its solvency margin and minimum liquidity ratio. Where such an affidavit is filed, it shall be available for public inspection at the offices of the BMA.
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Reduction of Capital
No Class 3A insurer or Class 3B insurer may reduce its total statutory capital by 15% or more, as set out in its previous year’s financial statements, unless it has received the prior approval of the BMA. Total statutory capital consists of the insurer’s paid in share capital, its contributed surplus (sometimes called additional paid in capital) and any other fixed capital designated by the BMA as statutory capital (such as letters of credit).
A Class 3A insurer or Class 3B insurer seeking to reduce its respective statutory capital by 15% or more, as set out in its previous year’s financial statements, is also required to submit an affidavit signed by at least two directors (one of whom must be a Bermuda-resident director if any of the insurer’s directors are resident in Bermuda) and the principal representative stating that the proposed reduction will not cause it to fail its relevant margins and such other information as the BMA may require. Where such an affidavit is filed, it shall be available for public inspection at the offices of the BMA.
Policyholder Priority
On July 30, 2018, the Insurance Amendment (No. 2) Act 2018 amended the Insurance Act to provide for the prior payment of policyholders’ liabilities ahead of general unsecured creditors in    In the event of the liquidation or winding up of an insurer. The amendments provide inter alia that, subjectinsurer, policyholders’ liabilities receive prior payment ahead of general unsecured creditors. Subject to the prior payment of preferential debts under the Employment Act 2000 and the Companies Act, the insurance debts of an insurer must be paid in priority to all other unsecured debts of the insurer. Insurance debt is defined as a debt to which an insurer is or may become liable pursuant to an insurance contract, excluding debts owed to an insurer under an insurance contract where the insurer is the person insured. Insurance contract is defined as any contract of insurance, capital redemption contract or a contract that has been recorded as insurance business in the financial statements of the insurer pursuant to the Insurance Accounts 1981 or the Insurance Account Rules 2016, as applicable. The provisions became effective on January 1, 2019.
Fit and Proper Controller
The BMA maintains supervision over the controllers of all registered insurers in Bermuda.
A controller includes (i) the managing director of the registered insurer or its parent company, (ii) the chief executive of the registered insurer or of its parent company, (iii) a shareholder controller, and (iv) any person in accordance with whose directions or instructions the directors of the registered insurer or of its parent company are accustomed to act.
The definition of shareholder controller is set out in the Insurance Act, but generally refers to (i) a person who holds 10% or more of the shares carrying rights to vote at a shareholders’ meeting of the registered insurer or its parent company, (ii) a person who is entitled to exercise 10% or more of the voting power at any shareholders’ meeting of such registered insurer or its parent company, or (iii) a person who is able to exercise significant influence over the management of the registered insurer or its parent company by virtue of its shareholding or its entitlement to exercise, or control the exercise of, the voting power at any shareholders’ meeting.
A shareholder controller that owns 10% or more, but less than 20% of the shares as described above is defined as a 10% shareholder controller. A shareholder controller that owns 20% or more, but less than 33% of the shares as described above is defined as a 20% shareholder controller. A shareholder controller that owns 33% or more but less than 50% of the shares as described above is defined as a 33% shareholder controller. A shareholder controller that owns 50% or more of the shares as described above is defined as a 50% shareholder controller.
As the shares of Carolina Re’s and JRG Re’s parent company are traded on a recognized stock exchange, a person who becomes a 10%, 20%, 33% or 50% shareholder controller of the insurer, shall, within 45 days, notify the BMA in writing that he or she has become such a controller. In addition, a person who is a shareholder controller of Carolina Re or JRG Re must serve on the BMA a notice in writing that he or she has reduced or disposed of his or her holding in the insurer where the proportion of voting rights in the insurer held by him or her will have reached or has fallen below 10%, 20%, 33% or 50% as the case may be, not later than 45 days after such disposal.
Any person who contravenes the Insurance Act by failing to give notice or knowingly becomes a controller of any description before the required 45 days has elapsed is guilty of an offence and liable to a fine of $25,000 on summary conviction.
The BMA may file a notice of objection to any person who has become a controller of any description where it appears that such person is not or is no longer, a fit and proper person to be a controller of the registered insurer. Before issuing a notice of objection, the BMA is required to serve upon the person concerned a preliminary written notice stating the BMA’s intention to issue a formal notice of objection. Upon receipt of the preliminary written notice, the person served may, within 28 days, file written representations with the BMA, which shall be taken into account by the BMA in making their final determination. Any person who continues to be a controller of any description after having received a notice of objection shall be guilty of an
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offense and shall be liable on summary conviction to a fine of $25,000 (and a continuing fine of $500 per day for each day that the offense is continuing) or, if convicted on indictment, to a fine of $100,000 and/or two years in prison.
Notification by Registered Person of Change of Controllers and Officers
All registered insurers are required to give written notice to the BMA of the fact that a person has become, or ceased to be, a controller or officer of the insurer within 45 days of becoming aware of such fact. An officer in relation to a registered insurer means a director, chief executive or senior executive performing duties of underwriting, actuarial, risk management, compliance, internal audit, finance or investment matters.
Notification of Material Changes
All registered insurers are required to give notice to the BMA of their intention to effect a material change within the meaning of the Insurance Act. For the purposes of the Insurance Act, the following changes are material: (i) the transfer or acquisition of insurance business being part of a scheme falling under Section 25 of the Insurance Act or Section 99 of the Companies Act, (ii) the amalgamation with or acquisition of another firm, (iii) engaging in unrelated business that is retail business, (iv) the acquisition of a controlling interest in an undertaking that is engaged in non-insurance business which offers services and products to persons who are not affiliates of the insurer, (v) outsourcing all or substantially all of the company’s actuarial, risk management compliance or internal audit functions, (vi) outsourcing all or a material part of an insurer’s underwriting activity, (vii) the transfer other than by way of reinsurance of all or substantially all of a line of business, (viii) expansion into a material new line of business, (ix) the sale of an insurer, and (x) outsourcing of an officer role.
No registered insurer shall take any steps to give effect to a material change unless it has first served notice on the BMA that it intends to effect such material change, and before the end of 30 days, either the BMA has notified such company in writing that it has no objection to such change or that period has lapsed without the BMA having issued a notice of objection.
Before issuing a notice of objection, the BMA is required to serve upon the person concerned a preliminary written notice stating the BMA’s intention to issue a formal notice of objection. Upon receipt of the preliminary written notice, the person served may, within 28 days, file written representations with the BMA which shall be taken into account by the BMA in making their final determination.
Notification of Cyber Reporting Events
Every insurer is required to notify the BMA forthwith on the insurer becoming aware, or where the insurer has reason to believe, that a cyber reporting event (as described in the Insurance Reporting Act) has occurred. Within fourteen days of such notification, the insurer must also furnish the BMA with a written report setting out all the particulars of the cyber reporting event that are available to it.
Group Supervision
The BMA may, in respect of an insurance group, determine whether it is appropriate for it to act as its group supervisor. An insurance group is defined as a group of companies that conducts insurance business. The BMA may make such determination where it ascertains that (i) the group is headed by a “specified insurer” (that is to say, it is headed by either a Class 3A, Class 3B or Class 4 general business insurer or a Class C, Class D or Class E long term insurer or another class of insurer designated by order of the BMA); or (ii) where the insurance group is not headed by a “specified insurer”, where it is headed by a parent company which is incorporated in Bermuda or (iii) where the parent company of the group is not a Bermuda company, in circumstances where the BMA is satisfied that the insurance group is directed and managed from Bermuda or the insurer with the largest balance sheet total is a specified insurer.
Where the BMA determines that it should act as the group supervisor, it shall designate a specified insurer that is a member of the insurance group to be the designated insurer (the “Designated Insurer”) and it shall give to the Designated Insurer and other applicable insurance regulatory authority written notice of its intention to act as group supervisor. Before the BMA makes a final determination whether or not to act as group supervisor, it shall take into account any written representations made by the Designated Insurer submitted within such period as is specified in the notice.
The BMA may exclude any company that is a member of an insurance group from group supervision on the application of the Designated Insurer, or on its own initiative, provided the BMA is satisfied that (i) the company is situated in a country or territory where there are legal impediments to cooperation and exchange of information, (ii) the financial operations of the company have a negligible impact on insurance group operations or (iii) the inclusion of the company would be inappropriate with respect to the objectives of group supervision.
The BMA may, on its own initiative or on the application of the relevant Designated Insurer, include within group supervision a company that is a member of the group that is not on the Register of Group Particulars (described below) if it is satisfied the financial operations of the company in question may have a material impact on the insurance group’s operations and its inclusion would be appropriate having regard to the objectives of group supervision.
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Once the BMA has been designated as group supervisor, the Designated Insurer must ensure that the insurance group of which it is a member appoints (i) an individual approved by the BMA who is qualified as a group actuary to provide an opinion on the insurance group’s insurance technical provisions in accordance with the requirements of Schedule XIV “Group Statutory Economic Balance Sheet” of the Insurance (Prudential Standards) (Insurance Group Solvency Requirement) Rules 2011 and (ii) an auditor approved by the BMA to audit the financial statements of the group.
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Pursuant to its powers under the Insurance Act, the BMA will maintain a register of particulars for every insurance group (the “Register of Group Particulars”) for which it acts as the group supervisor, detailing the names and addresses of (i) the Designated Insurer; (ii) each member company of the insurance group falling within the scope of group supervision; (iii) the principal representative of the insurance group in Bermuda; (iv) other competent authorities supervising other member companies of the insurance group; and (v) the insurance group auditors. The Designated Insurer must immediately notify the BMA of any changes to the above details entered on the Register of Group Particulars.
As group supervisor, the BMA will perform a number of supervisory functions including (i) coordinating the gathering and dissemination of relevant or essential information for going concerns and emergency situations, including the dissemination of information which is of importance for the supervisory task of other competent authorities; (ii) carrying out supervisory reviews and assessments of the insurance group; (iii) carrying out assessments of the insurance group’s compliance with the rules on solvency, risk concentration, intra-group transactions and good governance procedures; (iv) planning and coordinating through regular meetings held at least annually (or by other appropriate means) with other competent authorities, supervisory activities in respect of the insurance group, both as a going concern and in emergency situations; (v) coordinating enforcement actions that may need to be taken against the insurance group or any of its members; and (vi) planning and coordinating meetings of colleges of supervisors in order to facilitate the carrying out of the functions described above.
The BMA may, for the purposes of group supervision, make rules applying to Designated Insurers which take into account any activities of the insurance group of which they are members or of other members of the insurance group. Such rules may make provision for the assessment of the financial situation of the insurance group; the solvency position of the insurance group (including the imposition of prudential standards in relation to enhanced capital requirements, capital and solvency returns, insurance reserves and eligible capital that must be complied with by the Designated Insurers); the system of governance and risk management of the insurance group; intra-group transactions and risk concentrations; and supervisory reporting and disclosure in respect of the insurance group.
Supervision, Investigation, Intervention and Disclosure
The BMA may, by notice in writing served on a registered person or a designated insurer, require the registered person or designated insurer to provide such information and/or documentation as the BMA may reasonably require with respect to matters that are likely to be material to the performance of its supervisory functions under the Insurance Act. In addition, it may require such person’s auditor, underwriter, accountant or any other person with relevant professional skill of such registered person or designated insurer to prepare a report on any aspect pertaining thereto. In the case of a report, the person so appointed shall immediately give the BMA written notice of any fact or matter of which he becomes aware or which indicates to him that any condition attaching to his registration under the Insurance Act is not or has not, or may not be or may not have, been fulfilled and that such matters are likely to be material to the performance of its functions under the Insurance Act. If it appears to the BMA to be desirable in the interests of the clients of a registered person or relevant insurance group, the BMA may also exercise these powers in relation to subsidiaries, parent companies and other affiliates of the registered person or designated insurer.
If the BMA deems it necessary to protect the interests of the policyholders or potential policyholders of an insurer or insurance group, it may appoint one or more competent persons to investigate and report on the nature, conduct or state of the insurer’s or the insurance group’s business, or any aspect thereof, or the ownership or control of the insurer or insurance group. If the person so appointed thinks it necessary for the purposes of the investigation, such person may also investigate the business of any person who is or has been, at any relevant time, a member of the insurance group or of a partnership of which the person being investigated is a member. In this regard, it shall be the duty of every person who is or was a controller, officer, employee, agent, banker, auditor, accountant, barrister and attorney or insurance manager to produce to the person appointed such documentation as the appointed person may reasonably require for purposes of the investigation, and to attend and answer questions relevant to the investigation and to otherwise provide such assistance as may be necessary in connection therewith.
Where the BMA suspects that a person has failed to properly register under the Insurance Act or that a registered person or designated insurer has failed to comply with a requirement of the Insurance Act or that a person is not, or is no longer, a fit and proper person to perform functions in relation to a regulated activity, it may, by notice in writing, carry out an investigation into such person (or any other person connected thereto). In connection therewith, the BMA may require every person who is or was a controller, officer, employee, agent, banker, auditor, accountant, barrister and attorney or insurance manager to make a report and produce such documents in his care, custody and control and to attend before the BMA to answer questions relevant to the BMA’s investigation and to take such actions as the BMA may direct. The BMA may also enter any premises for the purposes
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of carrying out its investigation and may petition the court for a warrant if it believes a person has failed to comply with a notice served on him, there are reasonable grounds for suspecting the completeness of any information or documentation produced in response to such notice, is incomplete, or that its directions will not be complied with or that any relevant documents would be removed, tampered with or destroyed.
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If it appears to the BMA that the business of the registered insurer is being conducted in a way that there is a significant risk of the insurer becoming insolvent or being unable to meet its obligations to policyholders, or that the insurer is in breach of the Insurance Act or any conditions imposed upon its registration, or the minimum criteria stipulated in the Insurance Act is not or has not been fulfilled in respect of a registered insurer, or that a person has become a controller without providing the BMA with the appropriate notice or in contravention of a notice of objection, or the registered insurer is in breach of its ECR, or that a designated insurer is in breach of any provision of the Insurance Act or the regulations or rules applicable to it, the BMA may issue such directions as it deems desirable for safeguarding the interests of policyholders or potential policyholders of the insurer or the insurance group. The BMA may, among other things, direct an insurer, for itself and in its capacity as designated insurer of the insurance group of which it is a member, (i) not to take on any new insurance business, (ii) not to vary any insurance contract if the effect would be to increase the insurer’s liabilities, (iii) not to make certain investments, (iv) to realize certain investments, (v) to maintain in or transfer to the custody of a specified bank, certain assets, (vi) not to declare or pay any dividends or other distributions or to restrict the making of such payments, (vii) to limit its premium income, (viii) not to enter into specified transactions with any specified person or persons of a specified class, (ix) to provide such written particulars relating to the financial circumstances of the insurer as the BMA thinks fit, (x) as an individual insurer only, and not in its capacity as designated insurer, to obtain the opinion of a loss reserve specialist and submit it to the BMA, and/or (xi) to remove a controller or officer.
The BMA has the power to assist other regulatory authorities, including foreign insurance regulatory authorities, with their investigations involving insurance and reinsurance companies in Bermuda if it is satisfied that the assistance being requested is in connection with the discharge of regulatory responsibilities and that such cooperation is in the public interest. The grounds for disclosure by the BMA to a foreign regulatory authority without consent of the insurer are limited and the Insurance Act provides for sanctions for breach of the statutory duty of confidentiality.
Cancellation of Insurer’s Registration
An insurer’s registration may be cancelled by the BMA at the request of the insurer or on certain grounds specified in the Insurance Act. Failure by the insurer to comply with its obligations under the Insurance Act, or if the BMA believes that the insurer has not been carrying on business in accordance with sound insurance principles, would be examples of such grounds.
Certain Other Bermuda Law Considerations
Corporate Bermuda Law Considerations
Although James River Group Holdings, Ltd. is incorporated in Bermuda, it is designated as a non-resident for Bermuda exchange control purposes by the BMA. Pursuant to its non-resident status, James River Group Holdings, Ltd. may engage in transactions in currencies other than the Bermuda dollar, and there are no restrictions on its ability to transfer funds (other than funds denominated in Bermuda dollars) in and out of Bermuda or to pay dividends to non-residents who are holders of its common shares in currencies other than the Bermuda dollar.
In accordance with Bermuda law, share certificates are issued only in the names of companies, partnerships or individuals. In the case of an applicant acting in a special capacity (for example, as an executor or trustee), certificates may, at the request of the applicant, record the capacity in which the applicant is acting. Notwithstanding the recording of any such special capacity, we are not bound to investigate or see to the execution of any such trust. We will take no notice of any trust applicable to any of our common shares whether or not we have notice of such trust.
Each of James River Group Holdings, Ltd., Carolina Re and JRG Re is incorporated in Bermuda as an “exempted company.” Under Bermuda law, exempted companies are companies formed for the purpose of conducting business outside Bermuda from a principal place of business in Bermuda. As a result, they are exempt from Bermuda laws restricting the percentage of share capital that may be held by non-Bermudians. However, exempted companies may not participate in certain business transactions, including: (i) the acquisition or holding of land in Bermuda except that required for their business and held by way of lease or tenancy for a term not exceeding 50 years or, with the consent of the Minister of Finance granted in his discretion by way of lease or tenancy for a term not exceeding 21 years in order to provide accommodation or recreational facilities for its officers and employees, (ii) the taking of mortgages on land in Bermuda to secure an amount in excess of B.D.$50,000 without the consent of the Minister of Finance, (iii) the acquisition of any bonds or debentures secured by any land in Bermuda, other than certain types of Bermuda government securities or securities issued by Bermuda public authorities, or (iv) the carrying on of business of any kind in Bermuda, except in furtherance of business carried on outside Bermuda or under license granted by the Minister of Finance .Finance. Generally, it is not permitted without a special license granted by the Minister of Finance to insure Bermuda domestic risks or risks of persons of, in or based in Bermuda. Each of Carolina Re and JRG Re is a
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licensed insurer in Bermuda, and so it may carry on activities from Bermuda that are related to and in support of its insurance business.
Each of James River Group Holdings, Ltd., Carolina Re and JRG Re must comply with the provisions of the Companies Act regulating the payment of dividends and making distributions from contributed surplus. A company may not declare or pay
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a dividend, or make a distribution out of contributed surplus, if there are reasonable grounds for believing that (i) it is, or would after the payment be, unable to pay its liabilities as they become due, or (ii) the realizable value of the assets would thereby be less than its liabilities. In addition, certain provisions of the Insurance Act will limit our ability to pay dividends.
Under the Companies Act, where a Bermuda company issues shares at a premium (that is, for a price above the par value), whether for cash or otherwise, a sum equal to the aggregate amount or value of the premium on those shares must be transferred to an account called “the share premium account.” The provisions of the Companies Act relating to the reduction of the share capital of a company apply as if the share premium account were paid up share capital of that company, except for certain matters such as: (i) paying up unissued shares to be issued to members as fully paid bonus shares, (ii) writing off the preliminary expenses of the company or the expenses of, or the commission paid or discount allowed on any issue of shares or debentures of the company, or (iii) providing for the premiums payable on redemption of shares or of any debentures of the company. The paid up share capital may not be reduced if, on the date the reduction is to be effected, there are reasonable grounds for believing that the company is, or after the reduction would be, unable to pay its liabilities as they become due. See “- Restrictions on Dividends and Distributions”.
Securities may be offered or sold in Bermuda only in compliance with the provisions of the Investment Business Act 2003 and the Exchange Control Act 1972 and related regulations of Bermuda which regulate the sale of securities in Bermuda. In addition, the permission of the BMA is required under the provisions of the Exchange Control Act 1972 and related regulations for all issuances and transfers of shares of Bermuda companies to or from a non-resident of Bermuda for exchange control purposes, other than in cases where the BMA has granted a general permission. The BMA, in its notice to the public dated June 1, 2005, has granted a general permission for the issue and subsequent transfer of any securities of a Bermuda company from and/or to a non-resident of Bermuda for exchange control purposes for so long as any “equity securities” of the company (which would include our common shares) are listed on an “Appointed Stock Exchange” (which would include the NASDAQ Stock Market). In granting the general permission, the BMA accepts no responsibility for our financial soundness or the correctness of any of the statements made or opinions expressed herein.
We have received consent from the BMA to issue, grant, create, sell and transfer freely any of our shares, stock, bonds, notes (other than promissory notes), debentures, debenture stock, units under a unit trust scheme, shares in an oil royalty, options, warrants, coupons, rights and depository receipts to and among persons who are either resident or non-resident of Bermuda for exchange control purposes.
Economic Substance
Under the Economic Substance Act of 2018 (together with regulations promulgated thereunder, the "ESA"), each entity resident in Bermuda that carries on a "relevant activity" is required to comply with the economic substance requirements under the ESA, unless resident for tax purposes in a jurisdiction outside Bermuda that is not on the EU list of non-cooperative jurisdictions for tax purposes. Relevant activities include, inter alia, insurance and holding entity activities, as each is defined in the ESA.
    Compliance requires that the entity is managed and directed in Bermuda, core income generating activities (which in relation to insurance includes predicting and calculating risk, insuring or re-insuring against risk, providing client services and preparing regulatory reports) are undertaken in Bermuda with respect to the relevant activity, the entity maintains adequate physical presence in Bermuda, there are adequate full time employees in Bermuda with suitable qualifications and there is adequate operating expenditure incurred in Bermuda in relation to the relevant activity. Entities in scope will also need to file an annual declaration form in respect of its relevant activity or activities.
    In relation to carrying on the relevant activity of insurance, compliance with the ESA also requires compliance with requirements in the Companies Act relating to corporate governance and the requirements of the Insurance Act and other instruments (including the code of conduct) made thereunder. The "Economic Substance Requirements for Bermuda Guidance Notes: General Principles" issued on December 24, 2019, as revised on September 18, 2020, provide that entities licensed under the Insurance Act are generally considered to operate in Bermuda with adequate substance, and the Registrar will have regard to such entity's compliance with the Insurance Act and the Companies Act in his assessment of compliance with economic substance requirements. However, insurers are still required to complete and file a declaration form, and the Registrar will also have regard to the information provided in the declaration form in making his assessment of compliance with economic substance requirements.
    Holding entities are subject to minimum economic substance requirements comprising (in the case of an exempted company), compliance with the corporate governance requirements set forth in the Companies Act and the filing of a
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declaration form. The ESA also requires such a holding entity to have adequate people for holding and managing equity participations and have adequate premises in Bermuda.
    Any entity that must satisfy economic substance requirements but fails to do so could face automatic disclosure to competent authorities in the EU of the information filed by the entity with the Bermuda Registrar of Companies in connection with the economic substance requirements and may also face financial penalties, restriction or regulation of its business activities and/or may be struck off as a registered entity in Bermuda.
Bermuda Work Permit Considerations
Under Bermuda law, non-Bermudians (other than spouses of Bermudians and individuals holding permanent resident’s certificates) may not engage in any gainful occupation in Bermuda without thean appropriate government standard work permit.
Standard work permits can be obtained for a one-, two-, three-, four- or five-year period. Where a standard work permit is being applied for, it is a requirement that the job must be advertised for three days (within an eight-day period) in the local newspaper in addition to the Bermuda Government Job Board. Should no Bermudian (or spouse of a Bermudian or holder of a permanent resident’s certificate) meet the minimum standards as stipulated in the advertisements, the employer may then apply for a standard work permit for the non-Bermudian. EmployersWhere such persons apply, employers must complete a Recruitment Disclosure Form, within the Standard Work Permit Application Form, and provide information, including the qualificationsa summary of all applicants.applicants, including their qualifications. The Department of Immigration will compare the qualifications and experience of any Bermudian applicants (or spouse of a Bermudian or holder of a permanent resident’s certificate) to that stipulated in the advertisements and to the non-Bermudian to be satisfied that the role could not have been filled by a Bermudian (or spouse of a Bermudian or holder of a permanent resident’s certificate). In addition to the advertising, there are also many other documents that are required prior to the Department of Immigration making its decision.
If the position for which the standard work permit is being applied is that of a Chief Executive Officer or other chief officer post, the Minister of Home Affairs will waiveLabour allows an automatic waiver from the requirement to advertise the job and on occasion may waive the requirement to advertise for other senior executive positions.
If an employer wishes to change an employee’s job title, provided that the job description, duties, remuneration and benefits remain unchanged, the employer does not need to advertise or obtain the permission of the Minister of Home AffairsLabour to do this, but it must inform the Department of Immigration and pay the necessary fee after the change has occurred.
If an employer wishes to promote an employee currently on a work permit from his current job to another within the same business, the permission of the Minister of Home AffairsLabour must first be obtained. The employer will need to provide evidence of internal recruitment efforts and consideration of internal Bermudian/spouse of Bermudian candidates.
A temporary work permit can take up to 10 working days to process and a standard work permit can take up totakes four weeks to process.
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U.S. Insurance Regulation
State Regulation
Our U.S. insurance subsidiaries are subject to extensive regulation and supervision by their state of domicile, as well as those states in which they do business. The purpose of such regulation and supervision is primarily to provide safeguards for policyholders, rather than to protect the interests of shareholders. The insurance laws of the various states establish regulatory agencies with broad administrative powers, including the power to grant or revoke operating licenses and regulate trade practices, investments, premium rates, deposits of securities, the form and content of financial statements and insurance policies, dividend limitations, cancellation and non-renewal of policies, accounting practices and the maintenance of specified reserves and capital for the protection of policyholders.
The payment of dividends by our subsidiaries to us is limited by statute. In general, the laws and regulations applicable to our domestic insurance subsidiaries limit the aggregate amount of dividends or other distributions that they may declare or pay within any 12 month period without advance regulatory approval. In Ohio, the domiciliary state of James River Insurance and Falls Lake National Insurance Company (formerly Stonewood National Insurance Company) (“Falls Lake National”), the limitation is the greater of statutory net income for the preceding calendar year or 10% of the statutory surplus at the end of the preceding calendar year, provided that such dividends may only be paid out of the earned surplus of each of the companies without obtaining regulatory approvals. In North Carolina, the domiciliary state of Stonewood Insurance, this limitation is the greater of statutory net income excluding realized capital gains for the preceding calendar year or 10% of the statutory surplus at the end of the preceding calendar year, provided that such dividends may only be paid out of unassigned surplus without obtaining regulatory approval. In Virginia, the domiciliary state of James River Casualty Company, this limitation is the greater of statutory net income excluding realized capital gains of the preceding calendar year or 10% of the statutory surplus at the end of the preceding calendar year, provided that such dividends may only be paid out of unassigned surplus without obtaining regulatory approval. In California, the domiciliary state of Falls Lake Fire and Casualty Company, this limitation is the greater of statutory net income for the preceding calendar year
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or 10% of the statutory surplus at the end of the preceding calendar year, provided that such dividends may only be paid out of unassigned surplus without obtaining regulatory approval. Moreover, as a condition to obtaining its license in California, Falls Lake Fire and Casualty Company provided a commitment to the California Department of Insurance that it would not pay any shareholder dividends for a five-year period commencing January 1, 2016. In addition, insurance regulators have broad powers to prevent reduction of statutory surplus to inadequate levels and could refuse to permit the payment of dividends calculated under any applicable formula.
Premium rate regulation varies greatly among jurisdictions and lines of insurance. In most states in which our subsidiaries write insurance, premium rates for the various lines of insurance are subject to either prior approval or limited review upon implementation. States require rates for property-casualty insurance that are adequate, not excessive, and not unfairly discriminatory.
Our insurance subsidiaries are required to file quarterly and annual reports with the appropriate regulatory agency in its state of domicile and with The National Association of Insurance Commissioners (“NAIC”) based on applicable statutory regulations, which differ from U.S. generally accepted accounting principles. Their business and accounts are subject to examination by such agencies at any time.
Many jurisdictions have laws and regulations that limit an insurer’s ability to withdraw from a particular market. For example, states may limit an insurer’s ability to cancel or non-renew policies. Furthermore, certain states prohibit an insurer from withdrawing one or more lines of business from the states, except pursuant to a plan approved by the state insurance department. Laws and regulations that limit cancellation and non-renewal and that subject program withdrawals to prior approval requirements may restrict our ability to exit unprofitable marketplaces in a timely manner.
State laws governing insurance holding companies and insurance companies require an insurance holding company and their insurance subsidiaries to register with the insurance department authority, to file certain reports disclosing information, including but not limited to capital structure, ownership, management, and financial condition. Such holding company laws also impose standards and filing requirements on certain transactions between related companies, which include, among other requirements, that all transactions be fair and reasonable, that an insurer’s surplus as regards policyholders be reasonable and adequate in relation to its liabilities and that expenses and payments be allocated to the appropriate party in accordance with customary accounting practices. These transactions between related companies include transfers of assets, loans, reinsurance agreements, service agreements, certain dividend payments by the insurance companies and certain other material transactions and modifications to such transactions. In 2012, the NAIC adopted significant changes to the insurance holding company act and regulations (the “NAIC Amendments”). The NAIC Amendments, when adopted by the various states, are designed to respond to perceived gaps in the regulation of insurance holding company systems in the United States. One of the major changes is a requirement that an insurance holding company system’s ultimate controlling person submit annually to its lead state insurance regulator an “enterprise risk report” that identifies activities, circumstances or events involving one or more affiliates of an insurer that, if not remedied properly, are likely to have a material adverse effect upon the financial condition or
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liquidity of the insurer or its insurance holding company system as a whole. Other changes include (i) requiring a controlling person to submit prior notice to its domiciliary insurance regulator of its divestiture of control, (ii) having detailed minimum requirements for cost sharing and management agreements between an insurer and its affiliates and (iii) expanding the types of agreements between an insurer and its affiliates to be filed with its domiciliary insurance regulator. The NAIC Amendments must be adopted by a state legislature and such state’s insurance regulator in order to be effective in that state. Each of California, North Carolina, Ohio, and Virginia, the states in which our U.S. insurance subsidiaries are domiciled, include this enterprise risk report. In addition, in 2012, the NAIC adopted the Risk Management and Own Risk and Solvency Assessment Model Act (the “ORSA Model Act”). The ORSA Model Act, when adopted by the various states, will requirerequires an insurance holding company system’s Chief Risk Officer to submit at least annually to its lead state insurance regulator an Own Risk and Solvency Assessment Summary Report (“ORSA”). The ORSA is a confidential internal assessment, appropriate to the nature, scale and complexity of an insurer, of the material and relevant risks identified by the insurer associated with an insurer’s current business plan and the sufficiency of capital resources to support those risks. The ORSA Model Act must be adopted by a state legislature in order to be effective in that state. Each of California, North Carolina, Ohio, and Virginia, the states in which our U.S. insurance subsidiaries are domiciled, adopted and require an ORSA filing.
The insurance holding company laws and regulations of the states in which our insurance companies are domiciled also generally require that before a person can acquire direct or indirect control of an insurer domiciled in the state, and in some cases prior to divesting its control, prior written approval must be obtained from the insurer’s domiciliary state insurance regulator. In addition to insurance holding company laws and regulations, under the organizational permit issued by the California Department of Insurance to Falls Lake Fire and Casualty Company, Falls Lake Fire and Casualty Company, as a new insurer, was required to enter into an agreement with Falls Lake National restricting the transfer of Falls Lake Fire and Casualty Company’s shares (the “Agreement Restricting Shares”) for a five-year period commencing January 1, 2016. Specifically, under the agreement, the restriction on share transfer is released automatically without further approval or consent by the California Department of Insurance, or any other party, at the following respective times: 5% at the end of the first year of the 5-year restriction period; an additional 5% at the end of the second year; an additional 10% at the end of the third year; an additional 20% at the end of the fourth year; and the remainder at the end of the fifth year. Therefore, under the organizational permit and the Agreement Restricting Shares, Falls Lake National’s ability to directly or indirectly transfer the shares of Falls Lake Fire and Casualty Company to anyone without the prior written approval of the California Department of Insurance is limited. These laws and the similar conditions applicable to Falls Lake Fire and Casualty Company’s shares may discourage potential acquisition proposals and may delay, deter or prevent an investment in or a change of control involving us, or one or more of our regulated subsidiaries, including transactions that our management and some or all of our shareholders might consider desirable. Pursuant to applicable laws and regulations, “control” over an insurer is generally presumed to exist if any person, directly or indirectly, owns, controls, holds the power to vote or holds proxies representing, 10 percent or more of the voting securities of that insurer. Indirect ownership includes ownership of the Company’s common shares.
Under state insurance guaranty fund laws, insurance companies doing business in a state can be assessed for certain obligations of insolvent insurance companies to such insolvent companies’ policyholders and claimants. Maximum assessments
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allowed in any one year generally vary between one percent and two percent of annual premiums written in that state, but it is possible that caps on such assessments could be raised if there are numerous or large insolvencies. In most states, guaranty fund assessments are recoverable either through future policy surcharges or offsets to state premium tax liabilities.
The admitted market is subject to more state regulation than the E&S market, particularly with regard to rate and form filing requirements, restrictions on the ability to exit lines of business, premium tax payments and membership in various state associations, such as guaranty funds. Some states have deregulated their commercial insurance markets. We cannot predict the effect that further deregulation would have on our business, financial condition or results of operations.
The state insurance regulators utilize a risk-based capital model to help assess the capital and surplus adequacy of insurance companies in relation to investment and insurance risks and identify insurers that are in, or are perceived as approaching, financial difficulty. This model establishes minimum capital needs based on the risks applicable to the operations of the individual insurer. The risk-based capital requirements for property-casualty insurance companies measure three major areas of risk: asset risk, credit risk and underwriting risk. Under risk-based capital requirements, regulatory compliance is determined by the ratio of a company’s total adjusted capital, as defined by the NAIC, to its company action level risk-based capital. Companies having less statutory surplus than required by the risk-based capital requirements are subject to varying degrees of regulatory scrutiny and intervention, depending on the severity of the inadequacy. At December 31, 2018,2020, the Company’s U.S.-based insurance subsidiaries had total adjusted statutory capital of $241.7$286.4 million, which is in excess of the minimum risk-based capital requirement.
In response to the growing threat of cyber-attacks in the insurance industry, certain jurisdictions have begun to consider new cybersecurity measures, including the adoption of cybersecurity laws and regulations which, among other things, would require insurance companies to establish and maintain a cybersecurity program and implement and maintain cybersecurity policies and procedures. On October 24, 2017, the NAIC adopted its Insurance Data Security Model Law, intended to serve as
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model legislation for states to enact in order to govern cybersecurity and data protection practices of insurers, insurance agents, and other licensed entities registered under state insurance laws. The New York Department of Financial Services issued new regulations governing cybersecurity requirements for financial services companies, which became effective on March 1, 2017. Ohio’s governor signed Substitute Senate Bill 273 (“SSB 273”) on December 19, 2018, whichfollowing states have either adopted cybersecurity requirements in Ohio that are similar to the NAIC Insurance Data Security Model Law. SSB 273 will become effective in early 2019.Law or similar laws that govern the cybersecurity and data protection practices of insurers, insurance agents, and other licensed entities registered under state insurance laws: Alabama, California, Connecticut, Delaware, Indiana, Lousiana, Michigan, Mississippi, New Hampshire, New York, Ohio, South Carolina and Virginia. We are currently monitoringcontinue to monitor whether the other states in which we conduct business adopt the NAIC’s Insurance Data Security Model Law.
From time to time, states consider and/or enact laws that may alter or increase state authority to regulate insurance companies and insurance holding companies. States also consider and/or enact laws that impact the competitive environment and marketplace for property-casualty insurance. Changes in legislation or regulations and actions by regulators, including changes in administrative and enforcement policies, could require operational modifications from time to time. We cannot predict the effect that such changes or actions would have on our business, financial condition or results of operations.
Federal Regulation
The U.S. federal government generally has not directly regulated the insurance industry except for certain areas of the market, such as insurance for flood, nuclear and terrorism risks. However, the U.S. federal government has undertaken initiatives or considered legislation in several areas that may impact the insurance industry, including tort reform, corporate governance and the taxation of reinsurance companies. The Dodd-Frank Wall Street Reform and Consumer Protection Act (the “Dodd-Frank Act”) established the Federal Insurance Office which is authorized to study, monitor and report to Congress on the insurance industry and to recommend that the Financial Stability Oversight Council (“FSOC”) designate an insurer as an entity posing risks to the U.S. financial stability in the event of the insurer’s material financial distress or failure. In December 2013, the Federal Insurance Office issued a report on alternatives to modernize and improve the system of insurance regulation in the United States, including by increasing national uniformity through either a federal charter or effective action by the states. Additionally, the Dodd-Frank Act streamlined E&S placements, the payment of E&S taxes, the regulation of credit for reinsurance, and simplified the process for insurers to become an eligible E&S insurer in the U.S.United States. In addition, legislation has been introduced from time to time that, if enacted, could result in the U.S. federal government assuming a more direct role in the regulation of the insurance industry, including federal licensing in addition to or in lieu of state licensing and reinsurance for natural catastrophes. Changes to federal legislation and administrative policies in several areas, including changes in federal taxation, can also significantly impact the insurance industry and us.
On January 12, 2015,December 20, 2019, the Terrorism Risk Insurance Act of 2002 and its successors, the Terrorism Risk Insurance Extension Act of 2005, the Terrorism Risk Insurance Program Reauthorization Act of 2007, and the Terrorism Risk Insurance Program Reauthorization Act of 20072015 (collectively, the “Terrorism Acts”), were extended until 2020.through December 31, 2027. Under the Terrorism Acts, commercial property and casualty insurers, in exchange for making terrorism insurance available, may be entitled to be reimbursed by the federal government for a portion of their aggregate losses. As required by the Terrorism Acts, we offer policyholders in specific lines of commercial insurance the option to elect terrorism coverage.
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In order for a loss to be covered under the Terrorism Acts, the loss must meet the aggregate industry loss minimum and must be the result of an act of terrorism as certified by the Secretary of the Treasury. Beginning in 2016, insurersInsurers participating in the Terrorism Acts are required to provide information regarding insurance coverage for terrorism losses, including: (i) lines of business with exposure to such losses, (ii) premiums earned on such coverage, (iii) geographical location of exposures, (iv) pricing of such coverage, (v) the take-up rate for such coverage, and (vi) the amount of private reinsurance for acts of terrorism purchased.
Geographic Information
For each of the years ended December 31, 2018, 20172020, 2019 and 2016,2018, 100% of our gross written premiums and net earned premiums were generated from policies issued to U.S.-based insureds.
Employees and Human Capital Resources
We believe that by understanding and leveraging the different dimensions of diversity in our workforce, we drive empowerment, collaboration and innovation needed to be a leader in our industry. As of December 31, 2018,2020, we had 750683 employees located in the United States and Bermuda. AllBermuda, all classified as full-time. Of that population, 59% were female and 41% were male. Among the 88% of our employees who chose to disclose their race and ethnicity, approximately 15% identified as Black or African American, 4% as Hispanic or Latino, 4% as Asian, 3% as two or more races, less than 1% as Native Hawaiian or other Pacific Islander, and less than 1% as American Indian or Alaska Native.
In 2020, we created a Diversity, Equity and Inclusion (DEI) committee to bring awareness and focus to DEI topics throughout the company and in the locations where we operate. The committee is both diverse and made of up employees from all segments, levels and office locations. The primary objectives of the committee are full time.to increase awareness of diversity and inclusion, provide education opportunities to all employees, improve understanding of how diversity and inclusion affect our Company goals, and identify and address potential roadblocks to diversity and equity in hiring, promotion, physical environment and professional development.
We recognize the mutual benefits for our company and our employees to further their formal education and professional development. Our Employee Development and Education Assistance program provides financial assistance for courses, development programs and professional affiliations. Additionally, employees have access to an online learning management system that hosts courses and modules across a wide range of topics.
We offer a competitive benefits package that is designed to support the well-being of our employees. Our benefits include medical, dental and vision insurance, employer-paid life and disability plans, contributions to employee retirement accounts through a company match with immediate vesting as well as paid parental leave and adoption assistance.
The health and safety of our employees is our number one priority. In response to the global pandemic and spread of the COVID-19 virus, we made the decision to close all offices to non-essential staff and allow employees to work remotely. Safety measures and procedures have been implemented throughout our offices to help ensure that essential staff working in the office remain safe.
We value the opinions and diverse perspectives of our employees and utilize the feedback that we receive throughout the year to help develop many of our company programs, policies, and benefits. We conduct an annual engagement survey followed by voluntary focus group sessions to better assess how motivated and engaged our employees are not subject to perform their best each day. In addition to the formal engagement survey, we collect valuable input through our Employee Suggestion Program where employees may express their feedback regarding any collective bargaining agreement and we are not awareaspect of any current efforts to implement such an agreement. We believe we have good working relationstheir employment with our employees.company. In late 2020, we also conducted a group-wide DEI survey which was conducted by a third party, for which the objective was to understand the current state of our group in this regard, as well as to help frame objectives and training for our DEI initiative.
Intellectual Property
We hold U.S. federal service mark registration of our corporate logo and several other company trademark registrations with the U.S. Patent and Trademark Office. Such registrations protect our intellectual property from confusingly similar use. We monitor our trademarks and service marks and protect them from unauthorized use.

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We use licensed and proprietary systems and technologies in our underwriting. The licenses have terms that expire at various times through 2028.times. We believe that we can utilize other available systems and technologies in the event that the licenses are not renewed upon their expiration.
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Available Information
We file annual reports on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and other information with the SEC. The SEC maintains an Internet web site that contains reports, proxy and information statements and other information regarding issuers, including us, that file electronically with the SEC. The address of that site is http://www.sec.gov. Our annual reports on Form 10-K, quarterly reports on Form 10-Q and current reports on Form 8-K and other information filed by us with the SEC are available, without charge, on our Internet web site, http://www.jrgh.net, as soon as reasonably practicable after they are filed electronically with the SEC. Copies are also available, without charge, by writing to us at James River Group Holdings, Ltd., Wellesley House, 2nd Floor, 90 Pitts Bay Road, Pembroke, HM 08, Bermuda. The information on our web site is not a part of this Annual Report.
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Item 1A.    RISK FACTORS
Item 1A.RISK FACTORS
You should carefully consider the following risks, together with the cautionary statement under the caption “Special Note Regarding Forward-Looking Statements” above and the other information included in this Annual Report. The risks described below are not the only ones we face. Additional risks that are currently unknown to us or that we currently consider immaterial may also impair our business or materially adversely affect our financial condition or results of operations. If any of the following risks actually occurs, our business, financial condition or results of operation could be materially adversely affected.
Summary
Risks Related to Our Business and Industry
Our actual incurred losses may be greater than our loss and loss adjustment expense reserves, which could have a material adverse effect on our financial condition and results of operations.
Our financial condition and results of operations depend upon our ability to assess accurately the potential losses and loss adjustment expenses under the terms of the insurance policies or reinsurance contracts we underwrite. Reserves do not represent an exact calculation of liability. Rather, reserves represent an estimate of what we expect the ultimate settlement and administration of claims will cost us, and our ultimate liability may be greater or less than current reserves. These estimates are based on our assessment of facts and circumstances then known, as well as estimates of future trends in claim severity, claim frequency, judicial theories of liability and other factors. These variables are affected by both internal and external events that could increase our exposure to losses, including changes in actuarial projections, claims handling procedures, inflation, climate change, economic and judicial trends, and legislative changes. We continually monitor reserves using new information on reported claims and a variety of statistical techniques.
In the insurance and reinsurance industry, there is always the risk that reserves may prove inadequate, and actual results always differ from our reserve estimates. It is possible for insurance and reinsurance companies to underestimate the cost of claims. Our estimates could prove to be low, and this underestimation could have a material adverse effect on our financial strength.
Among the uncertainties we encounter in establishing our reserves for losses and related expenses in connection with our insurance businesses are:
When we write “occurrence” policies in our Excess and Surplus Lines segment, we are obligated to pay covered claims, up to the contractually agreed amount, for any covered loss that occurs while the policy is in force. Losses can emerge many years after a policy has lapsed. Accordingly, our first notice of a claim or group of claims may arise many years after a policy has lapsed. Approximately 93% of our net casualty loss reserves in this segment are associated with “occurrence form” policies at December 31, 2018.
Even when a claim is received (irrespective of whether the policy is a “claims made” or “occurrence” basis form), it may take considerable time to fully appreciate the extent of the covered loss suffered by the insured and, consequently, estimates of loss associated with specific claims can increase over time.
New theories of liability are enforced retroactively from time to time by courts. See also “The effect of emerging claim and coverage issues on our business is uncertain” risk factor herein.
Volatility in the financial markets, economic events and other external factors may result in an increase in the number of claims and the severity of the claims reported. In addition, elevated inflationary conditions could, among other things, cause loss costs to increase.
If claims became more frequent, even if we had no liability for those claims, the cost of evaluating these potential claims could escalate beyond the amount of the reserves we have established. As we enter new lines of business, or as a result of new theories of claims, we may encounter an increase in claims frequency and greater claims handling costs than we had anticipated.
We regularly enter new lines of insurance, and as a consequence, we sometimes have to make estimates of future losses for risk classes with which we do not have a great deal of experience. This lack of experience may contribute to making errors of judgment when establishing reserves.
In addition, reinsurance reserve estimates are typically subject to greater uncertainty than insurance reserve estimates, primarily due to reliance on the original underwriting decisions made by the ceding company. As a result, we are subject to the risk that our ceding companies may not have adequately evaluated the risks reinsured by us and the premiums ceded may not adequately compensate us for the risks we assume. Other factors resulting in additional uncertainty in establishing reinsurance reserves include:
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The increased lapse of time from the occurrence of an event to the reporting of the claim and the ultimate resolution or settlement of the claim.
The diversity of development patterns among different types of reinsurance treaties.
The necessary reliance on the ceding company for information regarding claims.
If any of our insurance or reinsurance reserves should prove to be inadequate for the reasons discussed above, or for any other reason, we will be required to increase reserves, resulting in a reduction in our net income and shareholders’ equity in the period in which the deficiency is identified. Future loss experience substantially in excess of established reserves would also have a material adverse effect on future earnings and liquidity and financial rating, which would affect our ability to attract business and could affect our ability to retain or hire qualified personnel.
Our risk management is based on estimates and judgments that are subject to significant uncertainties.
Our approach to risk management relies on subjective variables that entail significant uncertainties. For example, we rely heavily on estimates of probable maximum losses for certain events that are generated by computer-run models. In addition, we rely on historical data and scenarios in managing credit and interest rate risks in our investment portfolio. These estimates, models, data and scenarios may not produce accurate predictions and consequently, we could incur losses both in the risks we underwrite and to the value of our investment portfolio.
Small changes in assumptions, which depend heavily on our judgment and foresight, can have a significant impact on the modeled outputs. Although we believe that these probabilistic measures provide a meaningful indicator of the relative risk of certain events and changes to our business over time, these measures do not predict our actual exposure to, nor guarantee our successful management of, future losses that could have a material adverse effect on our financial condition and results of operations.
If we are unable to retain key management and employees or recruit other qualified personnel, we may be materially adversely affected.
We believe that our future success depends, in large part, on our ability to retain our experienced management team and key employees. For instance, our specialty insurance operations require the services of a number of highly experienced employees, including underwriters, to source quality business and analyze and manage our risk exposure. There can be no assurance that we can attract and retain the necessary employees to conduct our business activities on a timely basis or at all. Our competitors may offer more favorable compensation arrangements to our key management or employees to incentivize them to leave our Company. Furthermore, our competitors may make it more difficult for us to hire their personnel by offering excessive compensation arrangements to certain employees to induce them not to leave their current employment and bringing litigation against employees who do leave (and possibly us as well) to join us. Although we have employment agreements with all of our executive officers, we do not have employment agreements with our senior underwriters or claims personnel. We do not have key person insurance on the lives of any of our key management personnel. Our inability to attract and retain qualified personnel and the loss of services of key personnel could have a material adverse effect on our financial condition and results of operations.
Adverse economic factors including recession, inflation, periods of high unemployment or lower economic activity could result in the sale of fewer policies than expected or an increase in frequency or severity of claims and premium defaults or both, which, in turn, could affect our growth and profitability.
Factors such as business revenue, economic conditions, the volatility and strength of the capital markets and inflation can all affect the business and economic environment. These same factors affect our ability to generate revenue and profits. In an economic downturn that is characterized by higher unemployment, declining spending and reduced corporate revenues, the demand for insurance products is adversely affected, which directly affects our premium levels and profitability. Negative economic factors may also affect our ability to receive the appropriate rate for the risk we insure with our policyholders and may adversely affect the number of policies we can write, including with respect to our opportunities to underwrite profitable business. In an economic downturn, our customers may have less need for insurance coverage, cancel existing insurance policies, modify their coverage, self-insure their risks, or not renew with us. Existing policyholders may exaggerate or even falsify claims to obtain higher claims payments. These outcomes would reduce our underwriting profit to the extent these factors are not reflected in the rates we charge.
We underwrite a significant portion of our insurance in (i) the Excess and Surplus Lines segment in California, New York, Florida, Texas, and Illinois, (ii) the individual risk workers’ compensation business of the Specialty Admitted Insurance segment in North Carolina, Virginia, South Carolina and Georgia, and (iii) the fronting and program business of the Specialty Admitted Insurance segment in California, Michigan, North Carolina, New York, Pennsylvania, and New Jersey. Any economic downturn in any such state could have a material adverse effect on our financial condition and results of operations.
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A decline in our financial strength rating may result in a reduction of new or renewal business.
Companies, insurers and reinsurance brokers use ratings from independent ratings agencies as an important means of assessing the financial strength and quality of reinsurers. A.M. Best has assigned a financial strength rating of “A” (Excellent), which is the third highest of 15 ratings that A.M. Best issues, to each of James River Insurance, James River Casualty, Falls Lake Fire and Casualty, Falls Lake National, Stonewood Insurance and JRG Re. A.M. Best assigns ratings that are intended to provide an independent opinion of an insurance or reinsurance company’s ability to meet its obligations to policyholders and such ratings are not an evaluation directed to investors. A.M. Best periodically reviews our rating and may revise it downward or revoke it at its sole discretion based primarily on its analysis of our balance sheet strength (including capital adequacy and loss and loss adjustment expense reserve adequacy), operating performance and business profile. Factors that could affect such an analysis include but are not limited to:
if we change our business practices from our organizational business plan in a manner that no longer supports our A.M. Best’s rating;
if unfavorable financial, regulatory or market trends affect us, including excess market capacity;
if our losses exceed our loss reserves;
if we have unresolved issues with government regulators;
if we are unable to retain our senior management or other key personnel;
if our investment portfolio incurs significant losses; or
if A.M. Best alters its capital adequacy assessment methodology in a manner that would adversely affect our rating.
These and other factors could result in a downgrade of our rating. A downgrade of our rating could cause our current and future brokers and agents, retail brokers and insureds to choose other, more highly-rated competitors. A downgrade of this rating could also increase the cost or reduce the availability of reinsurance to us, increase collateral required for our assumed reinsurance business, or trigger termination of assumed and/or ceded reinsurance contracts.
In addition, in view of the earnings and capital pressures recently experienced by many financial institutions, including insurance companies, it is possible that rating organizations will heighten the level of scrutiny that they apply to such institutions, will increase the frequency and scope of their credit reviews, will request additional information from the companies that they rate and may increase the capital and other requirements employed in the rating organizations’ models for maintenance of certain ratings levels. It is possible that such reviews of us may result in adverse ratings consequences, which could have a material adverse effect on our financial condition and results of operations. A downgrade below “A-” or withdrawal of any rating could severely limit or prevent us from writing new and renewal insurance or reinsurance contracts. See also “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Ratings.”
We distribute products through a select group of brokers and agents, several of which account for a significant portion of our business, and there can be no assurance that such relationships will continue, or if they do continue, that the relationship will be on favorable terms to us. In addition, reliance on brokers and
Brokers or agents subjects us to their credit risk.
We distributethat produce our products through a select group of brokers and agents. In 2018:
the Excess and Surplus Lines segment conducted business with two brokers that produced an aggregate of $439.7 million in gross written premiums, or 67.0% of that segment’s gross written premiums for the year;
the Specialty Admitted Insurance segment conducted business with one agency that produced $201.7 million in gross written premiums, representing 53.9% of that segment’s gross written premiums for the year; and​
the Casualty Reinsurance segment conducted business with two brokers that generated $96.4 million of gross written premiums, or 70.9% of that segment’s gross written premiums for the year.
We cannot assure you that the relationship with any of these brokers will continue. Even if the relationships do continue, they may not be on terms that are profitable for us. The termination of a relationship with one or more significant brokers or agents could result in lower direct writtenforward premiums and could have a material adverse effect on our results of operations or business prospects.
There is a continuing trend toward consolidation among retail and wholesale brokers and agents. As brokers and agents consolidate and competition among them declines, they may seek and receive higher commissions. Increases in commission expense could reduce our underwriting profit.
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Certain premiums from policyholders, where the business is produced by brokers or agents, are collected directly by the brokers or agents and forwarded to our insurance subsidiaries. In certain jurisdictions, when the insured pays its policy premium to brokers or agents for payment on behalf of our insurance subsidiaries, the premiums might be considered to have been paid under applicable insurance laws and regulations. Accordingly, the insured would no longer be liable to us for those amounts, whether or not we have actually received the premiumsthat they collect from that broker or agent. Consequently, we assumeour policyholders, and as a degree of credit risk associated with brokers and agents. Where necessary, we review the financial condition of potential new brokers and agents before we agree to transact business with them. Although failures by brokers and agents to remit premiums have not been material to date, there may be instances where brokers and agents collect premiums but do not remit them to us andresult, we may be required under applicable law to provide thenot receive compensation for coverage set forth in the policy despite the absence of premiums.underlying policy.
Because the possibility of these events depends in large part upon the financial condition and internal operations of our brokers and agents (which in most cases is not public information), we are not able to quantify the exposure presented by this risk. If we are unable to collect premiums from brokers and agents in the future, underwriting profits may decline and our financial condition and results of operations could be materially adversely affected.
We rely on a select group of customers for a significant portion of our business, and the loss or termination of our relationship with any of thesesuch customers, or a material reduction in their business, with any of these customers, wouldcould materially adversely affect our rate of growth, results of operations and financial condition.
Our two largest customers accounted for approximately $294.3 million (Rasier LLC and its affiliates) and $201.7 million (Atlas General Insurance Services) of our gross written premium in 2018, representing 25.2% and 17.3% of our gross written premiums in 2018, respectively. No other insured generated 10.0%We may be unable to obtain reinsurance coverage at reasonable prices or more of consolidated gross written premiums for 2018. The loss of any of these customers, or a significant reduction in the amount of businesson terms that we conduct with such customers, couldprovide us adequate protection.
We have a material adverse effectprimary liability on our results of operations.
We are subject to credit risk with regard to ourinsurance policies for losses, even if reinsurance counterparties or insurance companies with which we have a fronting arrangement andfail to make any contractually obligated payments with respect to such loss, or if we do not receive indemnification payments pursuant to an indemnification arrangement we have with an insured group of companies.a former customer.
Although reinsurance makes the assuming reinsurer liable to us to the extent of the risk ceded,If we are not relieved of our primary liabilityunable to underwrite risks accurately and charge and collect competitive yet profitable rates to our insureds as the direct insurer. At December 31, 2018, reinsurance recoverables on unpaid losses frompolicyholders, our three largest reinsurers was $243.6 million in the aggregate and represented 52.1% of the total balance. Additionally, prepaid reinsurance premiums ceded to three reinsurers at December 31, 2018 was $53.7 million in the aggregate, or 47.8% of the total balance of prepaid reinsurance premiums. At December 31, 2018, all of our material reinsurance recoverable amounts are from companies with A.M. Best ratings of “A-” or better or are collateralized by the reinsurer, but we cannot be sure that our reinsurers will pay all reinsurance claims on a timely basis or at all. For example, reinsurers may default in their financial obligations to us as the result of insolvency, lack of liquidity, operational failure, fraud, asserted defenses based on agreement wordings or the principle of utmost good faith, asserted deficiencies in the documentation of agreements or for other reasons. The failure of a reinsurer to pay us does not lessen our contractual obligations to insureds. If a reinsurer fails to pay the expected portion of a claim or claims, our net losses might increase substantially and materially adversely affect our financial condition. Any disputes with reinsurers regarding coverage under reinsurance contracts could be time-consuming, costly and uncertain of success.
Downgrades to the credit ratings of our reinsurance counterparties may result in the reduction of rating agency capital credit provided by those reinsurance contracts and could, therefore, result in a downgrade of our own credit ratings. In addition, under the reinsurance regulations, in many states where our U.S. insurance subsidiaries are domiciled, certain reinsurers are required to collateralize their obligations to us and to the extent they do not do so, our ability for regulators to recognize this reinsurance will be impaired. We evaluate each reinsurance claim based on the facts of the case, historical experience with the reinsurer on similar claims and existing case law and include any amounts deemed uncollectible from the reinsurer in our reserve for uncollectible reinsurance. See also “Business—Purchase of Reinsurance.”
Similarly, in our fronting business, which we conduct through our Specialty Admitted Insurance segment, we are primarily liable to the insureds because we have issued the policies. While we customarily require a collateral trust arrangement to secure the obligations of the insurance entity for which we are fronting, we do not obtain collateral in every instance and in situations where we do obtain collateral for the obligations of the other insurance entity, it is possible that the collateral could be insufficient to cover all claims, either as a result of a decline in the value of the collateral, an increase in the obligation being collateralized, or a failure of management to monitor the adequacy of the collateral held. In that event, we would be contractually entitled to recovery from the entity for which we are fronting, but it is possible that, for any of a variety of reasons, the other party could default in its obligations. See also “Business — Business Segments—Specialty Admitted Insurance Segment—Fronting & Program Business.”
In addition, we are exposed to credit risk relating to a set of insurance contracts with an insured group of companies under which the Company pays losses and loss adjustment expenses on the contracts. The insured group of companies are contractually obligated to reimburse us for a significant portion of the losses and loss adjustment expenses paid on behalf of the
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insured parties. This reimbursement obligation is supported by collateral posted for our benefit, which cash equivalent collateral had a balance of approximately $1,099.2 million as of December 31, 2018. If the insured group of companies fails to reimburse us, and the collateral posted for our benefit to support the insured group of companies' reimbursement obligations is insufficient, our financial condition and results of operations couldwill be materially adversely affected. See "Business — Purchase of Reinsurance — Amounts Recoverable from an Indemnifying Party."
The failure of any of the loss limitations or exclusions we employ, or changes in other claims or coverage issues, could have a material adverse effect on our financial condition or results of operations.
Although we seek to mitigate our loss exposure through a variety of methods, the future is inherently unpredictable. It is difficult to predict the timing, frequency and severity of losses with statistical certainty. It is not possible to completely eliminate our exposure to unforecasted or unpredictable events and, to the extent that losses from such risks occur, our financial condition and results of operations could be materially adversely affected.
For instance, various provisions of our policies, such as limitations or exclusions from coverage or choice of forum, which have been negotiated to limit our risks, may not be enforceable in the manner we intend. At the present time, we employ a variety of endorsements to our policies that limit exposure to known risks.
In addition, we design our Excess and Surplus Lines segment’s policy terms to manage our exposure to expanding theories of legal liability like those which have given rise to claims for lead paint, asbestos, mold, construction defects and environmental matters. Many of the policies we issue also include conditions requiring the prompt reporting of claims to us and entitle us to decline coverage in the event of a violation of that condition. Also, many of our policies limit the period during which a policyholder may bring a claim under the policy, which in many cases is shorter than the statutory period under which such claims can be brought against our policyholders. While these exclusions and limitations help us assess and reduce our loss exposure and help eliminate known exposures to certain risks, it is possible that a court or regulatory authority could nullify or void an exclusion or legislation could be enacted modifying or barring the use of such endorsements and limitations. These types of governmental actions could result in higher than anticipated losses and loss adjustment expenses, which could have a material adverse effect on our financial condition or results of operations. In some instances, these changes may not become apparent until sometime after we have issued insurance policies that are affected by the changes. As a result, the full extent of liability under our insurance contracts may not be known for many years after a contract is issued.losses.
We have exposure to losses arising from unpredictable natural disasters, terrorist acts, and other catastrophic events. Claims from these events, could reduce our earnings and cause volatility in our resultsthe occurrence of operations.
We have exposure to losses arising from unpredictable natural disasters, terrorist acts, and other catastrophic events. Natural disasters, terrorist acts, and other catastrophes can cause losses in a variety of our property-casualty lines and generallywhich could result in an increase in the number or value of claims filed as well asand could exceed the amount of compensation sought by claimants.
The incidence and severity of catastrophes and terrorist acts are inherently unpredictable. The extent of losses from catastrophes is a function of the frequency of loss events, the total amount of insured exposure in the area affected by each event and the severity of the events. Claims from catastrophic events could exceed our amount of reinsurance we purchased to protect us from such events, reduce our earningsclaims.
The global coronavirus outbreak could harm business and cash flows, cause volatility in our results of operations and cash flows for any fiscal period or materially impact our financial condition.of the Company.
Changing climate conditions may increase the frequency and severity of catastrophic events and thereby adversely affect our financial condition and results.
Over the past several years, changing weather patterns and climatic conditions, such as global warming, appear to have contributed to the unpredictability, frequency and severity of natural disasters and created additional uncertainty as to future trends and exposures. There is a growing scientific consensus that global warming and other climate changes are increasing the frequency and severity of catastrophic weather events, such as hurricanes, tornadoes, windstorms, floods and other natural disasters. Such changes make it more difficult for us to predict and model catastrophic events, reducing our ability to accurately price our exposure to such events and mitigate our risks. Any increase in the frequency or severity of natural disasters may adversely affect our financial condition and results.
We may have exposure to losses from terrorism for which we are required by law to provide coverage regarding such losses.
U.S. insurers are required by state and federal law to offer coverage for terrorism in certain commercial lines, including workers’ compensation. As discussed under “Business—Regulation—U.S. Insurance Regulation—Federal Regulation,” the Terrorism Acts require commercial property and casualty insurance companies to offer coverage for acts of terrorism, whether foreign or domestic, and established a federal assistance program through the end of 2020 to help cover claims related to future terrorism-related losses. The impact of any terrorist act is unpredictable, and the ultimate impact on us would depend upon the nature, extent, location and timing of such an act.
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The effect of emerging claim and coverage issues on our business is uncertain.
As industry practicesuncertain, and legal, judicial, social and other environmental conditions change, unexpected and unintended issues related to claims andmay result in coverage may emerge. These issues may materially adversely affect our business by either broadening coverage beyond our underwriting intent or by increasing the number or size of claims. In some instances, these changes may not become apparent until sometime after we have issued insurance or reinsurance contracts that are affected by the changes. As a result, the full extent of liability under our insurance or reinsurance contracts may not be known for many years after a contract is issued.
Three examples of unanticipated risks that affected the insurance industry are:we did not factor in our policy prices.
Asbestos liability applied to manufacturers of products and contractors who installed those products;
Apportionment of liability for settlement assigned to subcontractors who may have been involved in mundane tasks (such as installing sheetrock in a home); and
Court decisions, such as the 1995 Montrose decision in California, that read policy exclusions narrowly so as to expand coverage, thereby requiring insurers to create and write new exclusions.
Our investment portfolio is subject to significant market and credit risks, which could result in a material adverse impact on our financial condition or results of operations.
Our results of operations depend, in part, on the performance of our investment portfolio. We seek to hold a diversified portfolio of investments that is managed by professional investment advisory management firms in accordance with our investment policy and periodically reviewed by our Investment Committee. However, our investments are subject to general economic conditions and market risks as well as risks inherent to particular securities.
Our primary market risk exposures are to changes in interest rates and equity prices. See Item 7A, “Quantitative and Qualitative Disclosures About Market Risk.” In recent years, interest rates have been at or near historic lows. A protracted low interest rate environment would continue to place pressure on net investment income, particularly related to fixed income securities and short-term investments, which, in turn, may materially adversely affect our operating results. Future increases in interest rates could cause the values of our fixed income securities portfolios to decline, with the magnitude of the decline depending on the duration of our portfolio and the amount by which interest rates increase. Some fixed income securities have call or prepayment options, which represent possible reinvestment risk in declining rate environments. Other fixed income securities such as mortgage-backed and asset-backed securities carry prepayment risk or, in a rising interest rate environment, may not pre-pay as quickly as expected. In addition, individual securities in our fixed income securities portfolio are subject to credit risk and default. Downgrades in the credit ratings of fixed maturities can have a significant negative effect on the market valuation of such securities.
The severe downturn in the public debt and equity markets beginning in 2008 resulted in significant realized and unrealized losses in our investment portfolio. In the event of another financial crisis, we could incur substantial realized and unrealized investment losses in future periods, which would have a material adverse impact on our financial condition, results of operations, debt and financial strength ratings, insurance subsidiaries’ capital liquidity and ability to access capital markets.
The value of our investment portfolio is subject to the risk that certain investments may default or become impaired due to deterioration in the financial condition of one or more issuers of the securities held, or due to deterioration in the financial condition of an insurer that guarantees an issuer’s payments of such investments. Such defaults and impairments could reduce our net investment income and result in realized investment losses.
We hold investments in actively-traded syndicated bank loans (15.6% of the carrying value of our invested assets as of December 31, 2018). Most of these loans are issued to sub-investment grade borrowers. While this class of investment has been profitable for us, a severe downturn in the markets could materially adversely affect the value of these investments, including the possibility that we would suffer substantial losses on this portfolio. As of December 31, 2018, the fair value of our investments in actively traded syndicated bank loans was $250.7 million.
As of December 31, 2018, we held equity investments of $29.8 million in non-public limited liability companies that have invested in renewable energy investments. These investments were sponsored and are managed by an entity for which two of our directors serve as officers. We invested in the equity of these projects because we anticipate earning attractive risk-adjusted returns from these investments. However, our investments in these projects are illiquid and the ultimate results from these investments may be unknown for some time.
We also invest in marketable equity securities. These securities are carried on the balance sheet at fair market value and are subject to potential losses and declines in market value. Our invested assets also include interests in limited partnerships and privately held debt investments totaling $42.5 million at December 31, 2018. These investments were designed to provide diversification of risk and enhance the return on the overall portfolio. However, these investments entail substantial risks and
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are generally illiquid. Our investment portfolio is subject to increased valuation uncertainties when investment markets are illiquid. The valuation of investments is more subjective when markets are illiquid, thereby increasing the risk that the estimated fair value (i.e., the carrying amount) does not reflect prices at which actual transactions would occur.
Risks for all types of securities are managed through application of our investment policy, which establishes investment parameters that include (but are not limited to) maximum percentages of investment in certain types of securities and minimum levels of credit quality, which we believe are within guidelines established by the NAIC, BMA and various state insurance departments, as applicable.
Although we seek to preserve our capital, we cannot be certain that our investment objectives will be achieved, and results may vary substantially over time. In addition, although we seek to employ investment strategies that are not correlated with our insurance and reinsurance exposures, losses in our investment portfolio may occur at the same time as underwriting losses and, therefore, exacerbate the adverse effect of the losses on us.
We may become subject to additional government or market regulation which may have a material adverse impact on our business.
Market disruptions like those experienced during the credit-driven financial market collapse in 2008, as well as the dramatic increase in the capital allocated to alternative asset management during recent years, have led to increased governmental as well as self-regulatory scrutiny of the insurance industry in general. In addition, certain legislation proposing greater regulation of the industry is periodically considered by governing bodies of some jurisdictions as well as the U.S. federal government, and the credit-driven equity market collapse may increase the likelihood that some increased regulation of the industry is mandated.
Because we are a Bermuda company, we are subject to changes in Bermuda law and regulation that may have a material adverse impact on our operations, including through the imposition of tax liability or increased regulatory supervision. In addition, we will be exposed to any changes in the political environment in Bermuda.
Our business could be materially adversely affected by changes in state laws, including those relating to asset and reserve valuation requirements, surplus requirements, limitations on investments and dividends, enterprise risk and risk-based capital requirements and, at the federal level, by laws and regulations that may affect certain aspects of the insurance industry, including proposals for preemptive federal regulation. The U.S. federal government generally has not directly regulated the insurance industry except for certain areas of the market, such as insurance for flood, nuclear and terrorism risks. However, the U.S. federal government has undertaken initiatives or considered legislation in several areas that may affect the insurance industry, including tort reform, corporate governance and the taxation of reinsurance companies. The Dodd-Frank Act also established the Federal Insurance Office, which is authorized to study, monitor and report to Congress on the insurance industry and to recommend that the FSOC designate an insurer as an entity posing risks to U.S. financial stability in the event of the insurer’s material financial distress or failure. In December 2013, the Federal Insurance Office issued a report on alternatives to modernize and improve the system of insurance regulation in the United States, including increasing national uniformity through either a federal charter or effective action by the states. Any additional regulations established as a result of the Dodd-Frank Act or actions in response to the Federal Insurance Office Report could increase our costs of compliance or lead to disciplinary action. In addition, legislation has been introduced from time to time that, if enacted, could result in the U.S. federal government assuming a more direct role in the regulation of the insurance industry, including federal licensing in addition to or in lieu of state licensing and reinsurance for natural catastrophes. We are unable to predict whether any legislation will be enacted or any regulations will be adopted, or the effect that any such developments could have on our business, financial condition or results of operations.
The Bermuda insurance and reinsurance regulatory framework has become subject to increased scrutiny in many jurisdictions. The BMA sought “regulatory equivalency” which enables Bermuda’s commercial insurers to transact business with the European Union on a “level playing field”. In connection with its initial efforts to achieve equivalency under Solvency II, the BMA implemented and imposed additional requirements on the companies it regulates, such as JRG Re and Carolina Re. On November 26, 2015, via delegated act, the European Commission granted Bermuda’s commercial insurers full equivalence in all areas of Solvency II for an indefinite period of time. The European Commission’s act was reviewed and approved by the European Parliament and Council. On March 4, 2016, the delegated act was published in the official journal of the European Union. The grant of full equivalence came into force on March 24, 2016 and applies from January 1, 2016.
Additionally, the regulatory environment surrounding information security and privacy is increasingly demanding. We are subject to numerous U.S. federal and state laws governing the protection of personal and confidential information of our clients and employees. We are subject to the New York Department of Financial Services’ Cybersecurity Regulations, which came into effect on March 1, 2017. In addition, the NAIC adopted an Insurance Data Security Model Law on October 24, 2017, which would require licensed insurance entities to comply with detailed information security requirements. To date, Ohio and South Carolina have adopted the Insurance Data and Security Model Law. It is not yet known whether, and to what extent, other state legislatures or insurance regulators where we operate will enact the Insurance Data Security Model Law in whole or
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in part, or in a modified form. Such enactments, especially if inconsistent between states or with existing laws and regulations, could raise compliance costs or increase the risk of noncompliance, with the attendant risk of being subject to regulatory enforcement actions and penalties, as well as reputational harm. Any such events could potentially have an adverse impact on our business, financial condition or results of operations.
It is impossible to predict what, if any, changes in the regulations applicable to us, the markets in which we operate, trade and invest or the counterparties with which we do business may be instituted in the future. Any such regulation could have a material adverse impact on our business.
We are subject to extensive regulation, whichand the cost of compliance with such regulation or new regulation, or the results of non-compliance, may materially adversely affect our ability to achieve our business objectives. In addition, if we fail to comply with these regulations, we may be subject to penalties, including finesobjectives and suspensions, whichadditionally may materially adversely affect our financial condition and results of operations.
Our admitted insurance and reinsurance subsidiaries are subject to extensive regulation, primarily by California (the domiciliary state for Falls Lake Fire and Casualty Company), Ohio (the domiciliary state for James River Insurance and Falls Lake National), North Carolina (the domiciliary state for Stonewood Insurance), Virginia (the domiciliary state for James River Casualty), Bermuda (the domicile of JRG Re and Carolina Re), and to a lesser degree, the other jurisdictions in the United States in which we operate. Most insurance regulations are designed to protect the interests of insurance policyholders, as opposed to the interests of shareholders. These regulations generally are administered by a department of insurance in each state and, in the case of JRG Re and Carolina Re, the BMA in Bermuda, and relate to, among other things, authorizations to write certain lines of business, capital and surplus requirements, reserve requirements, rate and form approvals, investment and underwriting limitations, affiliate transactions, dividend limitations, cancellation and non-renewal of policies, changes in control, solvency, receipt of reinsurance credit, accounting principles and a variety of other financial and non-financial aspects of our business. These laws and regulations are regularly re-examined and any changes in these laws and regulations or new laws or interpretations thereof may be more restrictive, could make it more expensive to conduct business or otherwise materially adversely affect our financial condition or operations. State insurance departments and the BMA also conduct periodic examinations of the affairs of insurance companies and reinsurance companies and require the filing of annual and other reports relating to financial condition, holding company issues and other matters. These regulatory requirements may impose timing and expense or other constraints that could materially adversely affect our ability to achieve some or all of our business objectives.
In addition, regulatory authorities have broad discretion to deny or revoke licenses for various reasons, including the violation of regulations. For example, an insurer’s registration may be cancelled by the BMA on certain grounds specified in the Insurance Act, including failure by the insurer to comply with its obligations under the Insurance Act, or if the BMA believes that the insurer has not been carrying on business in accordance with sound insurance principles. In some instances, where there is uncertainty as to applicability, we follow practices based on our interpretations of regulations or practices that we believe are generally followed by the industry. These practices may turn out to be different from the interpretations of regulatory authorities. If we do not have the requisite licenses and approvals or do not comply with applicable regulatory requirements, insurance regulatory authorities could preclude or temporarily suspend us from carrying on some or all of our activities or otherwise penalize us. This could materially adversely affect our ability to operate our business.
The admitted market is subject to more state regulation than the E&S market, particularly with regard to rate and form filing requirements, restrictions on the ability to exit lines of business, premium tax payments and membership in various state associations, such as guaranty funds. Some states have deregulated their commercial insurance markets. We cannot predict the effect that further deregulation would have on our business, financial condition or results of operations.
The NAIC has developed a system to test the adequacy of statutory capital of U.S.-based insurers, known as risk-based capital or “RBC,” that many states have adopted. This system establishes the minimum amount of risk-based capital necessary for an insurer to support its overall business operations. It identifies property-casualty insurers that may be inadequately capitalized by looking at certain inherent risks of each insurer’s assets and liabilities and its mix of net written premiums. Insurers falling below a calculated threshold may be subject to varying degrees of regulatory action, including supervision, rehabilitation or liquidation. Failure to maintain adequate risk-based capital at the required levels could materially adversely affect the ability of our insurance subsidiaries to maintain regulatory authority to conduct their business. See “Business—U.S. Insurance Regulation—State Regulation.”
In addition, the various state insurance regulators have increased their focus on risks within an insurer’s holding company system that may pose enterprise risk to the insurer. In 2012, the NAIC adopted the NAIC Amendments. The NAIC Amendments, when adopted by the various states, are designed to respond to perceived gaps in the regulation of insurance holding company systems in the United States. One of the major changes is a requirement that an insurance holding company system’s ultimate controlling person submit annually to its lead state insurance regulator an “enterprise risk report” that identifies activities, circumstances or events involving one or more affiliates of an insurer that, if not remedied properly, are likely to have a material adverse effect upon the financial condition or liquidity of the insurer or its insurance holding company
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system as a whole. Other changes include (i) requiring a controlling person to submit prior notice to its domiciliary insurance regulator of a divestiture of control, (ii) having detailed minimum requirements for cost sharing and management agreements between an insurer and its affiliates and (iii) expanding the types of agreements between an insurer and its affiliates to be filed with its domiciliary insurance regulator. The NAIC Amendments must be adopted by a state legislature and such state’s insurance regulator in order to be effective in that state. Each of California, North Carolina, Ohio and Virginia, the states in which our U.S. insurance subsidiaries are domiciled, include this enterprise risk report requirement.
In 2012, the NAIC also adopted the ORSA Model Act. The ORSA Model Act, when adopted by the various states, will require an insurance holding company system’s Chief Risk Officer to submit annually to its lead state insurance regulator an ORSA. The ORSA is a confidential internal assessment appropriate to the nature, scale and complexity of an insurer of the material and relevant risks identified by the insurer associated with an insurer’s current business plan and the sufficiency of capital resources to support those risks. The ORSA Model Act must be adopted by a state legislature in order to be effective in that state. Each of California, North Carolina, Ohio and Virginia, the states in which our U.S. insurance subsidiaries are domiciled, adopted and require an ORSA filing.
We cannot predict with certainty the effect any enacted, proposed or future state or federal regulation or NAIC initiative may have on the conduct of our business. Furthermore, there can be no assurance that the regulatory requirements applicable to our business will not become more stringent in the future or result in materially higher cost than current requirements. Changes in regulation of our business may materially reduce our profitability, limit our growth or otherwise materially adversely affect our operations.
We may be unable to obtain reinsurance coverage at reasonable prices or on terms that provide us adequate protection.
We purchase reinsurance in many of our lines of business to help manage our exposure to insurance and reinsurance risks that we underwrite and to reduce volatility in our results. In addition, JRG Re has managed its risk through retrocession arrangements with third-party reinsurers. A retrocession is a practice whereby a reinsurer cedes risk to one or more other reinsurers.
The availability and cost of reinsurance are subject to prevailing market conditions, both in terms of price and available capacity, each of which can affect our business volume and profitability. The availability of reasonably affordable reinsurance is a critical element of our business plan. One important way we utilize reinsurance is to reduce volatility in claims payments by limiting our exposure to losses from large risks. Another way we use reinsurance is to purchase substantial protection against concentrated losses when we enter new markets. As a result, our ability to manage volatility and avoid significant losses, expand into new markets or grow by offering insurance to new kinds of enterprises may be limited by the unavailability of reasonably priced reinsurance. We may not be able to obtain reinsurance on acceptable terms or from entities with satisfactory creditworthiness. In such event, if we are unwilling to accept the terms or credit risk of potential reinsurers, we would have to reduce the level of our underwriting commitments, which would reduce our revenues.
Many reinsurance companies have begun to exclude certain coverages from, or alter terms in, the reinsurance contracts we enter into with them. Some exclusions relate to risks that we cannot in turn exclude from the policies we write due to business or regulatory constraints. In addition, reinsurers are imposing terms, such as lower per occurrence and aggregate limits, on direct insurers that do not wholly cover the risks written by these direct insurers. As a result, we, like other direct insurance companies, write insurance policies which to some extent do not have the benefit of reinsurance protection. These gaps in reinsurance protection expose us to greater risk and greater potential losses. For example, certain reinsurers have excluded coverage for terrorist acts or priced such coverage at unreasonably high rates. Many direct insurers, including us, have written policies without terrorist act exclusions and in many cases we cannot exclude terrorist acts because of regulatory constraints. We may, therefore, be exposed to potential losses as a result of terrorist acts. See also “Business—Purchase of Reinsurance.”
We, or agents we have appointed, may act based on inaccurate or incomplete information regarding the accounts we underwrite, or such agentsthe result of which may be to cause us to misprice our polices.
Agents may exceed their authority or commit fraud when binding policies on our behalf.
We, and our MGAs and other agents who have the abilitybehalf, causing us to bind our policies, rely on information provided by insureds or their representatives when underwriting insurance policies. While we may make inquiries to validate or supplement the information provided, we may make underwriting decisions based on incorrect or incomplete information. It is possible that we will misunderstand the nature or extent of the activities or facilities and the corresponding extent of the risks that we insure because of our reliance on inadequate or inaccurate information.
In addition, in the Specialty Admitted Insurance segment, MGAs and other agents have the authority to bind policies on our behalf. If any such agents exceed their authority or engage in fraudulent activities, our financial condition and results of operations could be materially adversely affected.
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We rely on our systems and employees, and those of certain third-party vendors and service providers in conducting our operations, and certain failures, including internal or external fraud, operational errors, systems malfunctions, or cyber-security incidents, could materially adversely affect our operations.
We are exposed to many types of operational risk, including the risk of fraud by employees and outsiders, clerical and recordkeeping errors and computer or telecommunications systems malfunctions. Our business depends on our ability to process a large number of increasingly complex transactions. If any of our operational, accounting, or other data processing systems fail or have other significant shortcomings, we could be materially adversely affected. Similarly, we depend on our employees and could be materially adversely affected if one or more of our employees causes a significant operational breakdown or failure, either as a result of human error, intentional sabotage or fraudulent manipulation of our operations or systems.
Third parties with whom we do business, including vendors that provide services or security solutions for our operations, could also be sources of operational and information security risk to us, including from breakdowns, failures, or capacity constraints of their own systems or employees. Any of these occurrences could diminish our ability to operate our business, or cause financial loss, potential liability to insureds, inability to secure insurance, reputational damage or regulatory intervention, which could materially adversely affect us.
We rely on our multiple proprietary operating systems as well as operating systems of third-party providers to issue policies, pay claims, run modeling functions and complete various internal processes. We may be subject to disruptions of such operating systems arising from events that are wholly or partially beyond our control, which may include, for example, electrical or telecommunications outages, natural or man-made disasters, such as earthquakes, hurricanes, floods or tornados, or events arising from criminal or terrorist acts. Such disruptions may give rise to losses in service to insureds and loss or liability to us. In addition, there is the risk that our controls and procedures as well as our business continuity, disaster recovery and data security systems prove to be inadequate. The computer systems and network systems we and others use could be vulnerable to unforeseen problems. These problems may arise in both our internally developed systems and the systems of third-party service providers. In addition, our computer systems and network infrastructure present security risks and could be susceptible to hacking, computer viruses, data breaches, or ransomware attacks. Any such failure could affect our operations and could materially adversely affect our results of operations by requiring us to expend significant resources to correct the defect, as well as by exposing us to litigation or losses not covered by insurance. Although we have business continuity plans and other safeguards in place, our business operations may be materially adversely affected by significant and widespread disruption to our physical infrastructure or operating systems and those of third-party service providers that support our business.
Our operations rely on the secure processing, transmission and storage of confidential information in our computer systems and networks. Our technologies, systems and networks may become the target of cyber-attacks or information security breaches that could result in the unauthorized release, gathering, monitoring, misuse, loss or destruction of our or our insureds’ or reinsured’s confidential, proprietary and other information, or otherwise disrupt our or our insureds’, reinsured’s or other third parties’ business operations, which in turn may result in legal claims, regulatory scrutiny and liability, reputational damage, the incurrence of costs to eliminate or mitigate further exposure and the loss of customers. Although to date we have not experienced any material losses relating to cyber-attacks or other information security breaches, there can be no assurance that we will not suffer such losses in the future. While we make efforts to maintain the security and integrity of our information technology networks and related systems, and we have implemented various measures and an incident response protocol to manage the risk of, or respond to, a security breach or disruption, there can be no assurance that our security efforts and measures will be effective or that attempted security breaches or disruptions would not be successful or damaging. Our risk and exposure to these matters remains heightened because of, among other things, the evolving nature of these threats and the outsourcing of some of our business operations. As a result, cyber-security and the continued development and enhancement of our controls, processes and practices designed to protect our systems, computers, software, data and networks from attack, damage or unauthorized access remain a priority. As cyber-threats continue to evolve, we may be required to expend significant additional resources to continue to modify or enhance our protective measures or to investigate and remediate any information security vulnerabilities.
Disruptions or failures in the physical infrastructure or operating systems that support our business and customers, or cyber-attacks or security breaches of the networks, systems or devices that our customers use to access our products and services could result in customer attrition, regulatory fines, penalties or intervention, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs, any of which could materially adversely affect our financial condition or results of operations.
We may not be able to manage our growth effectively.
We intend to grow our business in the future, which could require additional capital, systems development and skilled personnel. We cannot assure you that we will be able to meet our capital needs, expand and maintain our systems and our internal controls effectively, allocate our human resources optimally, identify and hire qualified employees or incorporate
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effectively the components of any businesses we may acquire in our effort to achieve growth. The failure to manage our growth effectively could have a material adverse effect on our business, financial condition and results of operations.
If we are unable to underwrite risks accurately and charge competitive yet profitable rates to our policyholders, our business, financial condition and results of operations will be materially adversely affected.
In general, the premiums for our insurance policies are established at the time a policy is issued and, therefore, before all of our underlying costs are known. Like other insurance companies, we rely on estimates and assumptions in setting our premium rates. Establishing adequate premium rates is necessary, together with investment income, to generate sufficient revenue to offset losses, loss adjustment expenses and other underwriting costs and to earn a profit. If we do not accurately assess the risks that we assume, we may not charge adequate premiums to cover our losses and expenses, which would materially adversely affect our results of operations and our profitability. Alternatively, we could set our premiums too high, which could reduce our competitiveness and lead to lower revenues.
Pricing involves the acquisition and analysis of historical loss data and the projection of future trends, loss costs and expenses, and inflation trends, among other factors, for each of our products in multiple risk tiers and many different markets. In order to accurately price our policies, we:
collect and properly analyze a substantial volume of data from our insureds;
develop, test and apply appropriate actuarial projections and rating formulas;
closely monitor and timely recognize changes in trends; and
project both frequency and severity of our insureds’ losses with reasonable accuracy.
We seek to implement our pricing accurately in accordance with our assumptions. Our ability to undertake these efforts successfully and, as a result, accurately price our policies, is subject to a number of risks and uncertainties, including:
insufficient or unreliable data;
incorrect or incomplete analysis of available data;
uncertainties generally inherent in estimates and assumptions;
our failure to implement appropriate actuarial projections and rating formulas or other pricing methodologies;
regulatory constraints on rate increases;
our failure to accurately estimate investment yields and the duration of our liability for loss and loss adjustment expenses; and
unanticipated court decisions, legislation or regulatory action.
The insurance and reinsurance business is historically cyclical, and we may experience periods with excess underwriting capacity and unfavorable premium rates, which could materially adversely affect our business.
Historically, insurers and reinsurers have experienced significant fluctuations in operating results due to competition, frequency and severity of catastrophic events, levels of capacity, adverse trends in litigation, regulatory constraints, general economic conditions and other factors. We have experienced these types of fluctuations during our Company’s short history. The supply of insurance and reinsurance is related to prevailing prices, the level of insured losses and the level of capital available to the industry that, in turn, may fluctuate in response to changes in rates of return on investments being earned in the insurance and reinsurance industry. As a result, the insurance and reinsurance business historically has been a cyclical industry characterized by periods of intense price competition due to excessive underwriting capacity as well as periods when shortages of capacity increased premium levels. Demand for insurance and reinsurance depends on numerous factors, including the frequency and severity of catastrophic events, levels of capacity, the introduction of new capital providers, general economic conditions and underwriting results of primary insurers. All of these factors fluctuate and may contribute to price declines generally in the insurance and reinsurance industry.
We cannot predict with certainty whether market conditions will improve, remain constant or deteriorate. Negative market conditions may impair our ability to underwrite insurance and reinsurance at rates we consider appropriate and commensurate relative to the risk assumed. If we cannot underwrite insurance or reinsurance at appropriate rates, our ability to transact business will be materially adversely affected. Any of these factors could lead to a material adverse effect on our business, financial condition and results of operations.
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Our reinsurance business is subject to loss settlements made by ceding companies and fronting carriers that are binding upon us, which could materially adversely affect our performance.
Where JRG Re enters into assumed reinsurance contracts with third parties, all loss settlements made by the ceding company will be unconditionally binding upon us, provided they are within the terms of the underlying policies and within the terms of the relevant contract. While we believe the ceding companies will settle such claims in good faith, we are bound to accept the claims settlements agreed to by the ceding companies. Under the underlying policies, each ceding company typically bears the burden of proving that a contractual exclusion applies to a loss, and there may be circumstances where the facts of a loss are insufficient to support the application of an exclusion. In such circumstances, we assume such losses under the reinsured policies, which could materially adversely affect our performance.
Our operating results have in the past varied from quarter to quarter and may not be indicative of our long-term prospects.
Our operating results are subject to fluctuation and have historically varied from quarter to quarter. We expect our quarterly results to continue to fluctuate in the future due to a number of factors, including the general economic conditions in the markets where we operate, the frequency of occurrence or severity of catastrophic or other insured events, fluctuating interest rates, claims exceeding our loss reserves, competition in our industry, deviations from expected renewal rates of our existing policies and contracts, adverse investment performance and the cost of reinsurance and retrocessional coverage.
In particular, we seek to underwrite products and make investments to achieve favorable returns on tangible equity over the long term. In addition, our opportunistic nature and focus on long-term growth in tangible equity may result in fluctuations in total premiums written from period to period as we concentrate on underwriting contracts that we believe will generate better long-term, rather than short-term, results. Accordingly, our short-term results of operations may not be indicative of our long-term prospects.
We could be forced to sell investments to meet our liquidity requirements.
We invest the premiums we receive from our insureds and ceding companies until they are neededrequirements, causing us to pay policyholder claims or until they are recognized as profits. Consequently, we seek to manage the duration of our investment portfolio basedincur losses on the duration of our loss and loss adjustment expense reserves to ensure sufficient liquidity and avoid having to liquidate securities to fund claims. Risks such as inadequate loss and loss adjustment reserves or unfavorable trends in litigation could potentially result in the need to sell investments to fund these liabilities. Such sales could result in significant realized losses depending on the conditions of the general market, interest rates and credit issues with individual securities.investments.
Our associates could take excessive risks, which could negatively affect our financial condition and business.
As an insurance enterprise, we are in the business of binding certain risks. The associates who conduct our business, including executive officers and other members of management, underwriters, sales managers, investment professionals, product managers, sales agents, and other associates, as well as MGAs, do so in part by making decisions and choices that involve exposing us to risk. These include decisions such as setting underwriting guidelines and standards, product design and pricing, determining which business opportunities to pursue and other decisions. We endeavor, in the design and implementation of our compensation programs and practices, to avoid giving our associates incentives to take excessive risks. Associates may, however, take such risks regardless of the structure of our compensation programs and practices. Similarly, although we employ controls and procedures designed to monitor associates’ business decisions and prevent us from taking excessive risks, these controls and procedures may not be effective. If our associates take excessive risks, the impact of those risks could have a material adverse effect on our financial condition and business operations.
We may require additional capital in the future, which may not be available or available only on unfavorable terms.
Our future capital requirements depend on many factors, including our ability to write new and renewal business successfully and to establish premium rates and reserves at levels sufficient to cover losses. Our ability to underwrite depends largely upon the expected quality of our claims paying process and our perceived financial strength as estimated by potential insureds, brokers, other intermediaries and independent rating agencies. To the extent that our existing capital is insufficient to fund our future operating requirements, cover claim losses, or satisfy ratings agencies in order to maintain a satisfactory rating, weWe may need to raise additional capital in the future through offerings of debt or equity securities or otherwise to:
fund liquidity needs caused by underwriting or investment losses;
replace capital lost in the event of significant reinsurance losses or adverse reserve developments;
satisfy letters of credit or guarantee bond requirements that maynot be imposed by our clients or by regulators;
meet rating agency or regulatory capital requirements; or
respond to competitive pressures.
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Any equity or debt financing, if available at all, may be on terms that are unfavorable to us. Further, any additional capital raised through the sale of equity could dilute shareholders' ownership interest in the Company and would likely cause the value of our shares to decline. Additional capital raised through the issuance of debt would most likely result in creditors having rights, preferences and privileges senior or otherwise superior to those of the holders of our shares and may limit our flexibility in operating our business and make it more difficult to obtain capital in the future. Disruptions, uncertainty, or volatility in the capital and credit markets may also limit our access to capital required to operate our business. If we are not able to obtain adequate capital,compete effectively against larger or obtain it on favorable terms, ourmore well-established business financial condition and results of operations could be materially adversely affected.rivals.
If we are unable to keep pace with the technological advancements in the insurance industry, our ability to compete effectively could be impaired.
We are committed to developing and maintaining information technology systems that will allow our insurance subsidiaries to compete effectively. There can be no assurance that the development of current technology for future use will not result in our being competitively disadvantaged, especially with those carriers that have greater resources. If we are unable to keep pace with the advancements being made in technology, our ability to compete with other insurance companies who have advanced technological capabilities will be negatively affected. Further, if we are unable to effectively execute and update or replace our key legacy technology systems as they become obsolete or as emerging technology renders them competitively inefficient, our competitive position and our cost structure could be adversely affected.
We operate in a highly competitive environment and we may not continue to be able to compete effectively against larger or more well-established business rivals.
We face competition from other specialty insurance companies, standard insurance companies and underwriting agencies, as well as from diversified financial services companies that are larger than we are and that have greater financial, marketing and other resources than we do. Some of these competitors also have longer experience and more market recognition than we do in certain lines of business. In addition, it may be difficult or prohibitively expensive for us to implement technology systems and processes that are competitive with the systems and processes of these larger companies.
In particular, competition in the insurance and reinsurance industry is based on many factors, including price of coverage, the general reputation and perceived financial strength of the company, relationships with brokers, terms and conditions of products offered, ratings assigned by independent rating agencies, speed of claims payment and reputation, and the experience and reputation of the members of our underwriting team in the particular lines of insurance and reinsurance we seek to underwrite. See “Business—Competition.”
A number of new, proposed or potential legislative or industry developments could further increase competition in our industry. These developments include:
An increase in capital-raising by companies in our lines of business, which could result in new entrants to our markets and an excess of capital in the industry;
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The deregulation of commercial insurance lines in certain states and the possibility of federal regulatory reform of the insurance industry, which could increase competition from standard carriers for our E&S lines of insurance business; and
Changing practices facilitated by the Internet may lead to greater competition in the insurance business. Among the possible changes are shifts in the way in which commercial insurance is purchased, which could affect both admitted and E&S lines.
We currently depend largely on the wholesale distribution model for our Excess and Surplus Lines segment’s premiums. If the wholesale distribution model were to be significantly altered by changes in the way E&S lines risks are marketed, including, without limitation, through use of the Internet, it could have a material adverse effect on our premiums, underwriting results and profits.
There is no assurance that we will be able to continue to compete successfully in the insurance or reinsurance markets. Increased competition in these markets could result in a change in the supply and/or demand for insurance or reinsurance, affect our ability to price our products at risk-adequate rates, affect our ability to retain business with existing customers, or underwrite new business on favorable terms. If this increased competition so limits our ability to transact business, our operating results could be materially adversely affected.​
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If actual renewals of our existing contracts do not meet expectations, our premiums written in future years and our future results of operations could be materially adversely affected.
Most of our contracts are written for a one-year term. In our financial forecasting process, we make assumptions about the renewal of our prior year’s contracts. The insurance and reinsurance industries have historically been cyclical businesses with intense competition, often based on price. If actual renewals do not meet expectations or if we choose not to write a renewal because of pricing conditions, our premiums written in future years and our future operations would be materially adversely affected.
We may change our underwriting guidelines or our strategy without shareholder approval.
Our management has the authority to change our underwriting guidelines or our strategy without notice to our shareholders and without shareholder approval. As a result, we may make fundamental changes to our operations without shareholder approval, which could result in our pursuing a strategy or implementing underwriting guidelines that may be materially different from the strategy or underwriting guidelines described in the section titled “Business” or elsewhere in this Annual Report.
Litigation and legal proceedings against our subsidiaries could have a material adverse effect on our business, financial condition and/or results of operations.
As an insurance and reinsurance holding company, our subsidiaries are named as defendants in various legal actions in the ordinary course of business. We believe that the outcome of presently pending matters, individually and in the aggregate, will not have a material adverse effect on our consolidated financial position. However, the outcomes of lawsuits cannot be predicted and, if determined adversely, could require us to pay significant damage amounts or to change aspects of our operations, which could have a material adverse effect on our financial results.
Changes in accounting practices and future pronouncements may materially affect our reported financial results.
Developments in accounting practices may require us to incur considerable additional expenses to comply, particularly if we are required to prepare information relating to prior periods for comparative purposes or to apply the new requirements retroactively. The impact of changes in current accounting practices and future pronouncements cannot be predicted but may affect the calculation of net income, shareholders’ equity and other relevant financial statement line items.
Further, our U.S. insurance subsidiaries are required to comply with statutory accounting principles (“SAP”). SAP and various components of SAP (such as actuarial reserving methodology) are subject to constant review by the NAIC and its task forces and committees, as well as state insurance departments, in an effort to address emerging issues and otherwise improve financial reporting. Various proposals are pending before committees and task forces of the NAIC, some of which, if enacted, could have negative effects on insurance industry participants. The NAIC continuously examines existing laws and regulations in the United States. We cannot predict whether or in what form such reforms will be enacted and, if so, whether the enacted reforms will positively or negatively affect us.
In addition, the NAIC Accounting Practices and Procedures manual provides that state insurance departments may permit insurance companies domiciled in their jurisdiction to depart from SAP by granting them permitted accounting practices. We cannot predict whether or when the insurance departments of the states of domicile of our competitors may permit them to utilize advantageous accounting practices that depart from SAP, the use of which may not be permitted by the insurance departments of the states of domicile of our U.S. insurance subsidiaries. Further, we cannot assure that future changes to SAP or components of SAP or the grant of permitted accounting practices to our competitors will not have a negative impact on us.
Our ability to implement our business strategy could be delayed or adversely affected by Bermuda employment restrictions relating to the ability to obtain and retain work permits for key employees in Bermuda.
Under Bermuda law, non-Bermudians (other than spouses of Bermudians and holders of permanent residents’ certificates) may not engage in any gainful occupation in Bermuda without a valid government work permit. A work permit may be granted or renewed upon showing that, after proper public advertisement, no Bermudian, spouse of a Bermudian or a holder of a permanent resident’s certificate who meets the minimum standards reasonably required by the employer has applied for the job. A work permit is issued with an expiry date (up to five years) and no assurances can be given that any work permit will be issued or, if issued, renewed upon the expiration of the relevant term. If work permits are not obtained or are not renewed for our key employees (other than our Chief Executive Officer, who holds Bermudian and United States citizenship and therefore is not required to have a work permit in Bermuda or in any other jurisdiction in which we operate), we would lose their services, which could materially affect our business.
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If California, North Carolina, Ohio, or Virginia significantly increase the assessments our insurance companies are required to pay, our financial condition and results of operations will suffer.
Our insurance companies are subject to assessments in California (the domiciliary state for Falls Lake Fire and Casualty Company), North Carolina (the domiciliary state for Stonewood Insurance), Ohio (the domiciliary state for James River Insurance and Falls Lake National) and Virginia (the domiciliary state for James River Casualty), for various purposes, including the provision of funds necessary to fund the operations of the various insurance departments and the state funds that pay covered claims under certain policies written by impaired, insolvent or failed insurance companies. These assessments are generally set based on an insurer’s percentage of the total premiums written in the insurer’s state within a particular line of business. As our U.S.-based insurance subsidiaries grow, our share of any assessments may increase. We cannot predict with certainty the amount of future assessments because they depend on factors outside our control, such as insolvencies of other insurance companies. Significant assessments could result in higher than expected operating expenses and have a material adverse effect on our financial condition or results of operations.
Our use of third-party claims administrators in certain lines of business may result inachieve less desirable results which could cause us to incur higher losses and loss adjustment expenses.
Historically, our Excess and Surplus Lines and Specialty Admitted Insurance segments handled all claims using employed staff. As we have entered new lines of business, we now use third-party claims administrators and contract employees to administer claims subject to the supervision of our employed staff. It is possible that these contract employees and third-party claims administrators may achieve less desirable results on claims than has historically been the case for our internal staff, which could result in significantly higher losses and loss adjustment expenses in those lines of business.
Risks Related to Taxation
The ongoing effectThere is continued uncertainty regarding the interpretation of certain provisions of the 2017 Tax Act and regulations promulgated with respect thereto, which provisions may have a significant impact on the Company.Company and/or persons who own our shares.
The Tax Act, enacted on December 22, 2017, introduced significant changes to the Code. The Tax Act contains provisions that reduce the highest marginal U.S. corporate tax rate from 35% to 21%, impose a BEAT on income of a U.S. corporation determined without regard to certain otherwise deductible payments made to certain foreign affiliates (including premium or other consideration paid or accrued to a related foreign reinsurance company for reinsurance),Company, JRG Re and accelerates taxable income with respect to certain controlled foreign corporations. These provisions could materially affect us or our shareholders. The Tax Act also includes provisions that could materially affect our shareholders as a result of provisions that broaden the definition of United States shareholder for purposes of the controlled foreign corporation (“CFC”) rules and make it more difficult for a foreign insurance company to avoid being treated as a PFIC.
There is significant uncertainty regarding how these and other provisions of the Tax Act will be interpreted, and guidance may not be forthcoming. The ultimate impact of the Tax Act may differ from the Company’s description below due to changes in interpretations, as well as additional regulatory guidance thatJames River Group Holdings UK Limited may be issued. Any changessubject to clarifications of, or guidance under the Tax Act could add significant expenseU.S. federal income taxation and our non-U.K. companies may be subject to U.K. taxation, which may have a material adverse effect on our results of operations. Given the complexity of the Tax Act you are strongly encouraged to consult your own tax advisor regarding its potential impact on the U.S. federal income tax consequences to you in light of your particular circumstances.operating results.
Base Erosion and Anti-Abuse Tax. The Tax Act’s BEAT provision imposes a minimum tax on “applicable taxpayers,” which are generally corporations that are part of a group with at least $500 million of applicable annual gross receipts and that make certain payments to related foreign persons, including payments that are deductible for U.S. tax purposes, payments to purchase depreciable or amortizable property, and reinsurance payments. BEAT subjects the “modified taxable income” of an applicable taxpayer to tax at a rate of 10% in 2019-2025, and 12.5% in 2026 and thereafter. In general, modified taxable income is calculated by adding back to a taxpayer’s regular taxable income the amount of certain “base erosion tax benefits” with respect to certain payments to foreign affiliates, as well as the “base erosion percentage” of any net operating loss deductions. BEAT applies only to the extent it exceeds a taxpayer’s regular corporate income tax liability (determined without regard to certain tax credits).
In response to the Tax Act, we made changes to our structure in 2018 to minimize the impact of BEAT that included the formation of Carolina Re, a Bermuda-domiciled, wholly owned subsidiary of James River Group, Inc. Carolina Re is a Class 3A reinsurer that made an election to be taxed as a U.S. domestic corporation under Section 953(d) of the Code, effective January 1, 2018. In addition, as of January 1, 2018, we generally discontinued ceding 70% of our U.S.-written premiums to JRG Re and instead ceded 70% of our U.S.-written premiums to Carolina Re. Carolina Re also entered into a stop loss reinsurance agreement with JRG Re. As a result of these changes, we will not be subject to BEAT in 2019 if we have sufficient regular U.S. income tax liability compared to the BEAT liability. The applicability of BEAT depends on a number of factors, and absent regulations and other detailed guidance, it is uncertain whether we will be subject to BEAT in future periods.
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U.S. personsPersons who own our shares may be subject to U.S. federal income taxation on our undistributed earnings and may recognize ordinary income upon disposition of shares.
If we are considered a PFIC as defined in Section 1297(a) of the Code for U.S. federal income tax purposes, a U.S. personshares, non-corporate persons who owns any ofown our shares could be subject to adversemay not qualify for the reduced tax consequences, including becoming subject to a greater tax liability than might otherwise apply and to tax on amounts in advance of when tax would otherwise be imposed, in which case your investment could be materially adversely affected. We believe that we are not and have not been, and currently do not expect to become, a PFICrate for U.S. federalqualified dividend income tax purposes. Our belief that we are not and have not been a PFIC is based, in part, on the fact that the PFIC rules include provisions intended to provide an exception for qualifying insurance companies (“QIC”) actively engageddividends paid by us in the conduct of an insurance business. Generally, a QIC is a company (i) that would be subject to tax under special provisions related to insurance companies if the company was a U.S. entity,future, and (ii) the applicable insurance liabilities of which constitute more than 25% of its total assets as reported on the company’s applicable financial statement. We believe that we are a QIC, however the scope of this exception is not entirely clear, especially in its application to holding companies indirectly engaged in an insurance business, and there are no administrative pronouncements, judicial decisions or current regulations that provide guidance as to the application of the PFIC rules to insurance companies. New regulations or pronouncements interpreting or clarifying these rules may be forthcoming. We cannot predict what impact, if any, such guidance would have on an investor that is subject to U.S. federal income taxation. As a result, we cannot assure you that we, or one of our subsidiaries, will not be deemed a PFIC by the U.S. Internal Revenue Service (the “IRS”). If we, or one of our subsidiaries, were considered a PFIC, it could have material adverse tax consequences for an investor that is subject to U.S. federal income taxation.
A non-U.S. corporation generally will be classified as a CFC if U.S. persons, each of whom owns, directly, indirectly, or constructively, at least 10% of the voting power or value of such corporation’s stock (“U.S. 10% Shareholders”), own in the aggregate more than 50% of the voting power or value of the stock of such corporation. The Tax Act eliminated the prohibition on “downward attribution” from non-U.S. persons to U.S. persons under the CFC constructive ownership rules. As a result, our U.S. subsidiaries are deemed to own all of the stock of our non-U.S. subsidiaries (other than James River Group Holdings UK Limited (“James River UK”)) for purposes of classifying those non-U.S. subsidiaries as CFCs. The legislative history under the Tax Act indicates that this change to the CFC constructive ownership rules was not intended to cause our non-U.S. subsidiaries to be treated as CFCs with respect to a 10% U.S. Shareholder that is not related to our U.S. subsidiary. However, it is not clear whether the IRS or a court would interpret the change made by the Tax Act in a manner consistent with such indicated intent.
Under these rules, if a foreign corporation is a CFC, each U.S. 10% Shareholder who owns directly or indirectly shares of the CFC on the last day of the CFC’s taxable year must annually include in its taxable income its pro rata share of the CFC’s “subpart F income,” even if no distributions are made. Subpart F income typically includes “foreign personal holding company income” (such as interest, dividends and other types of passive income), as well as insurance and reinsurance income (including underwriting and investment income). In general (subject to the special rules applicable to “related person insurance income” described below), for purposes of taking into account insurance income, a foreign insurance company will be treated as a CFC if U.S. 10% Shareholders collectively own more than 25% of the voting power or value of the company’s shares at any point during any year. We cannot assure you that we are not and will not become a CFC. If you are a U.S. person, we strongly urge you to consult your own tax advisor concerning the CFC rules.
Related Person Insurance Income.   If (i) our gross income attributable to insurance or reinsurance policies pursuant to which the direct or indirect insureds are our direct or indirect U.S. shareholders or persons related to such U.S. shareholders equals or exceeds 20% of our gross insurance income in any taxable year; and (ii) direct or indirect insureds and persons related to such insureds own directly or indirectly 20% or more of the voting power or value of our shares (together, the “RPII Test”), a U.S. person who owns any of our shares directly or indirectly on the last day of such taxable year would most likely be required to include its allocable share of our related person insurance income for such taxable year in its income, even if no distributions are made. We do not believe that the 20% gross insurance income threshold has been, or will be, met. However, we cannot assure you that this will continue to be the case. Consequently, we cannot assure you that a person who is a direct or indirect U.S. shareholder will not be required to include amounts in its income in respect of related person insurance income in any taxable year.
Dispositions of Our Shares.   If a U.S. shareholder is treated as disposing of shares in a CFC of which it is a U.S. 10% Shareholder, or of shares in a foreign insurance corporation that has related person insurance income and in which U.S. persons collectively own 25% or more of the voting power or value of the company’s shares, any gain from the disposition will generally be treated as a dividend to the extent of the U.S. shareholder’s portion of the corporation’s undistributed earnings and profits, as the case may be, that were accumulated during the period that the U.S. shareholder owned the shares. In addition, the shareholder will be required to comply with certain reporting requirements, regardless of the amount of shares owned by the direct or indirect U.S. shareholder.
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The Company, JRG Re and James River Group Holdings UK Limited may be subject to U.S. federal income taxation.
The Company and JRG Re are each incorporated under the laws of Bermuda and James River UK is incorporated under the laws of England and Wales. Carolina Re is incorporated under the laws of Bermuda, but will be taxed as a U.S. domestic corporation as a result of an election under Section 953(d) of the Code. In general, a corporation organized under the laws of a foreign country or U.S. possession is subject to U.S. federal income tax on its net income only if it is considered as engaged in a U.S. trade or business. We believe that the activities of each of the Company’s non-U.S. holding companies and JRG Re, as contemplated, will not cause them to be treated as engaging in a U.S. trade or business and as such, will not be subject to current U.S. federal income taxation on their net income. However, there are no definitive standards provided by the Code, regulations or court decisions as to the specific activities that constitute being engaged in the conduct of a trade or business within the United States, and any such determination is essentially factual in nature and must be made annually. The IRS could successfully assert that our non-U.S. holding companies or JRG Re (or both) are engaged in a trade or business in the United States or, under the applicable income tax treaty, are engaged in a trade or business in the United States through a permanent establishment, and thus are subject to current U.S. federal income taxation. If our non-U.S. holding companies or JRG Re were deemed to be engaged in a trade or business in the United States (or, under the applicable income tax treaty, were deemed to be so engaged through a permanent establishment), our non-U.S. holding companies or JRG Re, as applicable, would become subject to U.S. federal income tax on income “effectively connected” (or treated as effectively connected) with the U.S. trade or business and would become subject to the “branch profits” tax on earnings and profits that are both effectively connected with the U.S. trade or business and deemed repatriated out of the United States. Any such federal tax liability could materially adversely affect our results of operations.
U.S. tax-exempt organizations who own our shares may recognize unrelated business taxable income.
A U.S. tax-exempt organization may recognize unrelated business taxable income if a portion of our subpart F insurance income is allocated to it. In general, subpart F insurance income will be allocated to a tax-exempt organization owning (or treated as owning) our shares if we are a CFC as discussed above and it is a U.S. 10% Shareholder or we earn related person insurance income and we satisfy the RPII Test. We cannot assure you that U.S. persons holding our shares (directly or indirectly) will not be allocated subpart F insurance income. U.S. tax-exempt organizations should consult their own tax advisors regarding the risk of recognizing unrelated business taxable income as a result of their ownership of our shares.
We may become subject to U.S. withholding and information reporting requirements under the Foreign Account Tax Compliance Act (“FATCA”) provisions.
The FATCA provisions of the Code generally impose a 30% withholding tax regime with respect to (i) certain U.S. source income (including interest and dividends) (“withholdable payments”) and (ii) “passthru payments” (generally, withholdable payments and payments that are attributable to withholdable payments) made by foreign financial institutions (“FFIs”). Under proposed regulations promulgated by the U.S. Department of the Treasury on December 13, 2018, on which taxpayers may rely until final regulations are issued, withholdable payments do not include gross proceeds from the sale or other disposition of property that can produce U.S. source interest or dividends. As a general matter, FATCA was designed to require U.S. persons’ direct and indirect ownership of certain non-U.S. accounts and non-U.S. entities to be reported to the IRS. The application of the FATCA withholding rules were phased in beginning July 1, 2014, with withholding on foreign passthru payments made by FFIs taking effect after the date of publication of final regulations defining the term foreign passthru payment.
The United States has entered into intergovernmental agreements between the United States and Bermuda and between the United States and the United Kingdom (the “IGAs”), which potentially modify the FATCA withholding regime described above with respect to us and our common shares. There can be no certainty as to whether we, Carolina Re or JRG Re will be treated as a FFI under FATCA. We strongly urge you to consult your own tax advisor regarding the potential impact of FATCA, the IGAs and any non-U.S. legislation implementing FATCA.
Changes in U.S. tax laws, which may be retroactive, and could subject ushave a significant impact on the Company and/or U.S. persons who own our shares to U.S. income taxation.shares.
Apart from enactment of the Tax Act, other legislative proposals or administrative or judicial developments could also result in an increase in the amount of U.S. tax payable by us or by an owner of our shares or reduce the attractiveness of our products. Any such developments could materially adversely affect our results of operations.
The Tax Act, other tax laws and interpretations thereof, including with respect to whether a company is engaged in a U.S. trade or business, is a CFC, has related party insurance income, is a PFIC, or is subject to BEAT, are subject to change, possibly on a retroactive basis. There are currently only proposed regulations regarding the RPII Test and the application of the PFIC rules to an insurance company. New regulations or pronouncements interpreting or clarifying such rules may be forthcoming from the IRS or the U.S. Department of the Treasury. We are not able to predict if, when or in what form such guidance will be provided and whether such guidance will have a retroactive effect.
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If reinsurance premiums paid by our U.S. subsidiaries to Carolina Re or JRG Re do not reflect arm’s-length terms, the IRS could seek to recharacterize the payments in a way that is unfavorable to us.
The IRS is permitted to reallocate or recharacterize income, deductions or certain other items, and to make any other adjustment, to reflect the proper amount, source or character of the taxable income in respect of payments among related parties to reflect an arm’s-length transaction. We have in place intercompany loans from our U.S. subsidiaries to our parent company and have intercompany reinsurance agreements among consolidated entities. We believe the terms of these transactions are appropriate and reflect arm’s-length terms and are consistent with all applicable rules and regulations. It is possible, however, that the U.S. Department of the Treasury or the IRS may review our intercompany agreements and successfully assert, under Sections 482 or 845 of the Code, that they are not on an arm’s-length basis and that as a result, we owe taxes on account of past or future periods.
Reduced tax rates for qualified dividend income may not be available in the future.
We believe that the dividends paid on our common shares should qualify as “qualified dividend income” as long as the common shares are listed on a national securities exchange and we are not a PFIC. Qualified dividend income received by non-corporate U.S. persons is generally eligible for long-term capital gain rates. While the Tax Act did not modify these rules, there has been proposed legislation before the U.S. Senate and House of Representatives that would exclude shareholders of certain foreign corporations from this advantageous tax treatment. If such legislation were to become law, non-corporate U.S. persons would no longer qualify for the reduced tax rate on the dividends paid by us.
Our non-U.K. companies may be subject to U.K. tax that may have a material adverse effect on our operating results.
We intend to operate in such a manner so that none of our companies other than our intermediate holding company incorporated in the United Kingdom should be resident in the U.K. for tax purposes or have a permanent establishment in the U.K. Accordingly, we expect that none of our companies other than James River UK should be subject to U.K. taxation. However, since applicable law and regulations do not conclusively define the activities that constitute conducting business in the U.K. through a permanent establishment, the U.K. HM Revenue & Customs might contend successfully that one or more of our other companies is conducting business in the U.K. through a permanent establishment in the U.K., and therefore such entities could become subject to U.K. taxation.
We may become subject to taxes in Bermuda after March 31, 2035, which may have a material adverse effect on our results of operations and your investment.
The Bermuda Minister of Finance, under the Exempted Undertakings Tax Protection Act 1966 of Bermuda, as amended, has given us an assurance that if any legislation is enacted in Bermuda that would impose tax computed on profits or income, or computed on any capital asset, gain or appreciation, or any tax in the nature of estate duty or inheritance tax, then the imposition of any such tax will not be applicable to us or any of our operations, shares, debentures or other obligations until March 31, 2035, except insofar as such tax applies to persons ordinarily resident in Bermuda or to any taxes payable by us in respect of real property owned or leased by us in Bermuda. We cannot assure you that we will not be subject to any Bermuda tax after March 31, 2035.
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Risks Related to Ownership of Our Common Shares
Dividends paid by our U.S. subsidiaries to James River UK may not be eligible for benefits under the U.S.-U.K. income tax treaty, reducing the amount of funds that would be available for the payment of dividends.
Our bye-laws and provisions of Bermuda law may impede or discourage a change of control transaction, which could deprive our investors of the opportunity to receive a premium for their shares.
Bermuda law differs from the laws in effect in the United States and may afford less protection to holders of our shares.
There are regulatory limitations on the ownership and transfer of our common shares.

General Risk Factors
We rely on our systems and employees, and those of certain third-party vendors and service providers in conducting our operations, and certain failures, including internal or external fraud, operational errors, systems malfunctions, or cyber-security incidents, could materially adversely affect our operations.
Our operating results have in the past varied from quarter to quarter and may not be indicative of our long-term prospects.
Litigation and legal proceedings against us or our subsidiaries could have a material adverse effect on our business, financial condition and/or results of operations.
We cannot assure you that we will declare or pay dividends on our common shares in the future.
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Risks Related to Our Business and Industry
Our actual incurred losses may be greater than our loss and loss adjustment expense reserves, which could have a material adverse effect on our financial condition and results of operations.
Our financial condition and results of operations depend upon our ability to assess accurately the potential losses and loss adjustment expenses under the terms of the insurance policies or reinsurance contracts we underwrite. Reserves do not represent an exact calculation of liability. Rather, reserves represent an estimate of what we expect the ultimate settlement and administration of claims will cost us, and our ultimate liability may be greater or less than current reserves. These estimates are based on our assessment of facts and circumstances then known, as well as estimates of future trends in claim severity, claim frequency, judicial theories of liability and other factors. These variables are affected by both internal and external events that could increase our exposure to losses, including changes in actuarial projections, claims handling procedures, inflation, climate change, economic and judicial trends, and legislative changes. We continually monitor reserves using new information on reported claims and a variety of statistical techniques.
In the insurance and reinsurance industry, there is always the risk that reserves may prove inadequate, and actual results always differ from our reserve estimates. It is possible for insurance and reinsurance companies to underestimate the cost of claims. Our estimates could prove to be low, and this underestimation could have a material adverse effect on our financial strength. For example, in 2020 we experienced $92.2 million of adverse development on reserves for losses and loss adjustment expenses principally relating to the 2018 and prior accident years for the commercial auto business in our Excess and Surplus Lines segment, and in 2019, we experienced $69.0 million of adverse development on reserves for losses and loss adjustment expenses principally relating to the 2016 and 2017 accident years for the commercial audit business in our Excess and Surplus lines business.
The uncertainties we encounter in establishing our reserves for losses and related expenses in connection with our insurance businesses include:
•    When we write “occurrence” policies, we are obligated to pay covered claims, up to the contractually agreed amount, for any covered loss that occurs while the policy is in force. Losses can emerge many years after a policy has lapsed. Accordingly, our first notice of a claim or group of claims may arise many years after a policy has lapsed. Approximately 94% of our Excess and Surplus Lines net casualty loss reserves are associated with “occurrence form” policies at December 31, 2020.
•    Even when a claim is received (irrespective of whether the policy is a “claims made” or “occurrence” basis form), it may take considerable time to fully appreciate the extent of the covered loss suffered by the insured and, consequently, estimates of loss associated with specific claims can increase over time.
•    New theories of liability are enforced retroactively from time to time by courts. See alsoThe effect of emerging claim and coverage issues on our business is uncertain” risk factor herein.
•    Volatility in the financial markets, economic events and other external factors may result in an increase in the number of claims and the severity of the claims reported. In addition, elevated inflationary conditions could, among other things, cause loss costs to increase.
•    If claims became more frequent, even if we had no liability for those claims, the cost of evaluating these potential claims could escalate beyond the amount of the reserves we have established. As we enter new lines of business, or as a result of new theories of claims, we may encounter an increase in claims frequency and greater claims handling costs than we had anticipated.
•    We regularly enter new lines of insurance, and as a consequence, we sometimes have to make estimates of future losses for risk classes with which we do not have a great deal of experience. This lack of experience may contribute to making errors of judgment when establishing reserves.
In addition, reinsurance reserve estimates are typically subject to greater uncertainty than insurance reserve estimates, primarily due to reliance on the original underwriting decisions made by the ceding company. As a result, we are subject to the risk that our ceding companies may not have adequately evaluated the risks reinsured by us and the premiums ceded may not adequately compensate us for the risks we assume. Other factors resulting in additional uncertainty in establishing reinsurance reserves include:
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•    The increased lapse of time from the occurrence of an event to the reporting of the claim and the ultimate resolution or settlement of the claim.
•    The diversity of development patterns among different types of reinsurance treaties.
•    The necessary reliance on the ceding company for information regarding claims.
If any of our insurance or reinsurance reserves should prove to be inadequate for the reasons discussed above, or for any other reason, we will be required to increase reserves, resulting in a reduction in our net income and shareholders’ equity in the period in which the deficiency is identified. Future loss experience substantially in excess of established reserves could also have a material adverse effect on future earnings and liquidity and financial rating, which could affect our ability to attract business, our cost of capital and our ability to retain or hire qualified personnel.
Our risk management is based on estimates and judgments that are subject to significant uncertainties.
Our approach to risk management relies on subjective variables that entail significant uncertainties. For example, we rely heavily on estimates of probable maximum losses for certain events that are generated by computer-run models. In addition, we rely on historical data and scenarios in managing credit and interest rate risks in our investment portfolio. These estimates, models, data and scenarios may not produce accurate predictions and consequently, we could incur losses both in the risks we underwrite and to the value of our investment portfolio.
Small changes in assumptions, which depend heavily on our judgment and foresight, can have a significant impact on the modeled outputs. Although we believe that these probabilistic measures provide a meaningful indicator of the relative risk of certain events and changes to our business over time, these measures do not predict our actual exposure to, nor guarantee our successful management of, future losses that could have a material adverse effect on our financial condition and results of operations.
If we are unable to retain key management and employees or recruit other qualified personnel, we may be materially adversely affected.
We believe that our future success depends, in large part, on our ability to retain our experienced management team and key employees. For instance, our specialty insurance operations require the services of a number of highly experienced employees, including underwriters, to source quality business and analyze and manage our risk exposure. There can be no assurance that we can attract and retain the necessary employees to conduct our business activities on a timely basis or at all. Our competitors may offer more favorable compensation arrangements to our key management or employees to incentivize them to leave our Company, or alternatively, to make it more difficult for us to hire such persons. Although we have employment agreements with all of members of our senior management team, we do not have employment agreements with our senior underwriters or claims personnel. Our inability to attract and retain qualified personnel and the loss of services of key personnel could have a material adverse effect on our financial condition and results of operations.
Adverse economic factors, including recession, inflation, periods of high unemployment or lower economic activity could result in the sale of fewer policies than expected or an increase in frequency or severity of claims and premium defaults or both, which, in turn, could affect our growth and profitability.
Factors such as business revenue, economic conditions, the volatility and strength of the capital markets and inflation can all affect the business and economic environment. These same factors affect our ability to generate revenue and profits. In an economic downturn that is characterized by higher unemployment, declining spending and reduced corporate revenues, the demand for insurance products is adversely affected, which directly affects our premium levels and profitability. Negative economic factors may also affect our ability to receive the appropriate rate for the risk we insure with our policyholders and may adversely affect the number of policies we can write, including with respect to our opportunities to underwrite profitable business. In an economic downturn, our customers may have less need for insurance coverage, cancel existing insurance policies, modify their coverage, self-insure their risks, or not renew with us. Existing policyholders may exaggerate or even falsify claims to obtain higher claims payments. These outcomes would reduce our underwriting profit to the extent these factors are not reflected in the rates we charge.
We underwrite a significant portion of our insurance in (i) the Excess and Surplus Lines segment in California, New York, Florida, and Texas, (ii) the individual risk workers’ compensation business of the Specialty Admitted Insurance segment in North Carolina, Georgia, Virginia, Missouri, South Carolina and Tennessee, and (iii) the fronting and program business of the Specialty Admitted Insurance segment in California, Michigan, North Carolina, New York, Texas, Georgia, and Pennsylvania. Any economic downturn in any such state, or other states where we conduct business, could have a material adverse effect on our financial condition and results of operations.
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A decline in our financial strength rating may result in a reduction of new or renewal business.
Companies, insurers and reinsurance brokers use ratings from independent ratings agencies as an important means of assessing the financial strength and quality of reinsurers. A.M. Best has assigned a financial strength rating of “A” (Excellent), which is the third highest of 13 ratings that A.M. Best issues, to each of James River Insurance, James River Casualty, Falls Lake Fire and Casualty, Falls Lake National, Stonewood Insurance, JRG Re and Carolina Re. A.M. Best assigns ratings that are intended to provide an independent opinion of an insurance or reinsurance company’s ability to meet its obligations to policyholders and such ratings are not an evaluation directed to investors. A.M. Best periodically reviews our rating and may revise it downward or revoke it at its sole discretion based primarily on its analysis of our balance sheet strength (including capital adequacy and loss and loss adjustment expense reserve adequacy), operating performance and business profile. Factors that could affect such an analysis include but are not limited to:
•    if we change our business practices from our organizational business plan in a manner that no longer supports our A.M. Best’s rating;
•    if unfavorable financial, regulatory or market trends affect us, including excess market capacity;
•    if our losses exceed our loss reserves;
•    if we have unresolved issues with government regulators;
•    if we are unable to retain our senior management or other key personnel;
•    if our investment portfolio incurs significant losses; or
•    if A.M. Best alters its capital adequacy assessment methodology in a manner that would adversely affect our rating.
These and other factors could result in a downgrade of our rating. A downgrade of our rating could cause our current and future brokers and agents, retail brokers and insureds to choose other, more highly-rated competitors. A downgrade of this rating could also increase the cost or reduce the availability of reinsurance to us, increase collateral required for our assumed reinsurance business, or trigger termination of assumed and/or ceded reinsurance contracts.
In addition, in view of the earnings and capital pressures recently experienced by many financial institutions, including insurance companies, it is possible that rating organizations will heighten the level of scrutiny that they apply to such institutions, will increase the frequency and scope of their credit reviews, will request additional information from the companies that they rate and may increase the capital and other requirements employed in the rating organizations’ models for maintenance of certain ratings levels. It is possible that such reviews of us may result in adverse ratings consequences, which could have a material adverse effect on our financial condition and results of operations. A downgrade below “A-” or withdrawal of any rating could severely limit or prevent us from writing new and renewal insurance or reinsurance contracts. See also “Item 7. Management’s Discussion and Analysis of Financial Condition and Results of Operations—Ratings.”

We distribute products through a select group of brokers and agents, several of which account for a significant portion of our business, and there can be no assurance that such relationships will continue, or if they do continue, that the relationship will be on favorable terms to us. In addition, reliance on brokers and agents subjects us to their credit risk.
We distribute our products through a select group of brokers and agents. In 2020:
•    the Excess and Surplus Lines segment conducted business with three brokers that produced an aggregate of $452.2 million in gross written premiums, or 64.7% of that segment’s gross written premiums for the year;
•    the Specialty Admitted Insurance segment conducted business with two agencies that produced $171.9 million in gross written premiums, representing 42.1% of that segment’s gross written premiums for the year; and
•    the Casualty Reinsurance segment conducted business with three brokers that generated $113.1 million of gross written premiums, or 75.8% of that segment’s gross written premiums for the year.
We cannot assure you that the relationship with any of these brokers will continue. Even if the relationships do continue, they may not be on terms that are profitable for us. The termination of a relationship with one or more significant brokers or agents could result in lower direct written premiums and could have a material adverse effect on our results of operations or business prospects.
There is a continuing trend toward consolidation among retail and wholesale brokers and agents. As brokers and agents consolidate and competition among them declines, they may seek and receive higher commissions. Increases in commission expense could reduce our underwriting profit.
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Certain premiums from policyholders, where the business is produced by brokers or agents, are collected directly by the brokers or agents and forwarded to our insurance subsidiaries. In certain jurisdictions, when the insured pays its policy premium to brokers or agents for payment on behalf of our insurance subsidiaries, the premiums might be considered to have been paid under applicable insurance laws and regulations. Accordingly, the insured would no longer be liable to us for those amounts, whether or not we have actually received the premiums from that broker or agent. Consequently, we assume a degree of credit risk associated with brokers and agents. Where necessary, we review the financial condition of potential new brokers and agents before we agree to transact business with them. Although failures by brokers and agents to remit premiums have not been material to date, there may be instances where brokers and agents collect premiums but do not remit them to us and we may be required under applicable law to provide the coverage set forth in the policy despite the absence of premiums.
Because the possibility of these events depends in large part upon the financial condition and internal operations of our brokers and agents (which in most cases is not public information), we are not able to quantify the exposure presented by this risk. If we are unable to collect premiums from brokers and agents in the future, underwriting profits may decline and our financial condition and results of operations could be materially adversely affected.
We rely on a select group of customers for a significant portion of our business, and the loss or termination of our relationship with any of these customers, or a material reduction in business with any of these customers, could materially adversely affect our rate of growth, results of operations and financial condition.
Our largest customer, Atlas General Insurance Services, accounted for approximately $125.5 million of our gross written premium in 2020, representing 10.0% of our gross written premiums in 2020. No other insured generated 10.0% or more of consolidated gross written premiums for 2020.
Our largest customer in 2019 was Rasier, which accounted for approximately $374.2 million, or 25.4%, of our gross written premium in 2019. On October 8, 2019, we delivered a notice of early cancellation, effective December 31, 2019, of all insurance policies issued to Rasier. The termination of our business with Rasier, or the loss of any other significant customers, or a significant reduction in the amount of business that we conduct with any of our significant customers, could have a material adverse effect on our results of operations.
We may be unable to obtain reinsurance coverage at reasonable prices or on terms that provide us adequate protection.
We purchase reinsurance in many of our lines of business to help manage our exposure to insurance and reinsurance risks that we underwrite and to reduce volatility in our results. In addition, JRG Re has managed its risk through retrocession arrangements with third-party reinsurers. A retrocession is a practice whereby a reinsurer cedes risk to one or more other reinsurers.
The availability and cost of reinsurance are subject to prevailing market conditions, both in terms of price and available capacity, each of which can affect our business volume and profitability. The availability of reasonably affordable reinsurance is a critical element of our business plan. One important way we utilize reinsurance is to reduce volatility in claims payments by limiting our exposure to losses from large risks. Another way we use reinsurance is to purchase substantial protection against concentrated losses when we enter new markets. In addition, the ability to obtain reinsurance is critical to our objective to grow our fee-based fronting business. As a result, our ability to manage volatility and avoid significant losses, expand into new markets, grow by offering insurance to new kinds of enterprises, or grow our fronting business may be limited by the unavailability of reasonably priced reinsurance. We may not be able to obtain reinsurance on acceptable terms or from entities with satisfactory creditworthiness. In such event, if we are unwilling to accept the terms or credit risk of potential reinsurers, we would have to reduce the level of our underwriting commitments, which would reduce our revenues.
Many reinsurance companies have begun to exclude certain coverages from, or alter terms in, the reinsurance contracts we enter into with them. Some exclusions relate to risks that we cannot in turn exclude from the policies we write due to business or regulatory constraints. In addition, reinsurers are imposing terms, such as lower per occurrence and aggregate limits, on direct insurers that do not wholly cover the risks written by these direct insurers. As a result, we, like other direct insurance companies, write insurance policies which to some extent do not have the benefit of reinsurance protection. These gaps in reinsurance protection expose us to greater risk and greater potential losses. For example, certain reinsurers have excluded coverage for terrorist acts or priced such coverage at unreasonably high rates. Many direct insurers, including us, have written policies without terrorist act exclusions and in many cases we cannot exclude terrorist acts because of regulatory constraints. We may, therefore, be exposed to potential losses as a result of terrorist acts. See also “Item 1. Business — Business Segments—Purchase of Reinsurance.”
We are subject to credit risk with regard to our reinsurance counterparties, insurance companies with which we have a fronting arrangement and an indemnification arrangement we have with a former customer.
Although reinsurance makes the assuming reinsurer liable to us to the extent of the risk ceded, we are not relieved of our primary liability to our insureds as the direct insurer. At December 31, 2020, reinsurance recoverables on unpaid losses from our three largest reinsurers was $385.3 million in the aggregate and represented 47.8% of the total balance. Additionally,
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prepaid reinsurance premiums ceded to three reinsurers at December 31, 2020 was $128.3 million in the aggregate, or 52.7% of the total balance of prepaid reinsurance premiums. At December 31, 2020, all of our material reinsurance recoverable amounts are from companies with A.M. Best ratings of “A-" (Excellent) or better, are collateralized by the reinsurer, or represent recoverables from a state residual market for automobile insurance, but we cannot be sure that our reinsurers will pay all reinsurance claims on a timely basis or at all. For example, reinsurers may default in their financial obligations to us as the result of insolvency, lack of liquidity, operational failure, fraud, asserted defenses based on agreement wordings or the principle of utmost good faith, asserted deficiencies in the documentation of agreements or for other reasons. The failure of a reinsurer to pay us does not lessen our contractual obligations to insureds. If a reinsurer fails to pay the expected portion of a claim or claims, our net losses might increase substantially and materially adversely affect our financial condition. Any disputes regarding reinsurance contracts, indemnification arrangements and related agreements could be time-consuming, costly and uncertain of success.
Downgrades to the credit ratings of our reinsurance counterparties may result in the reduction of rating agency capital credit provided by those reinsurance contracts and could, therefore, result in a downgrade of our own credit ratings. In addition, under the reinsurance regulations, in many states where our U.S. insurance subsidiaries are domiciled, certain reinsurers are required to collateralize their obligations to us and to the extent they do not do so, our ability for regulators to recognize this reinsurance will be impaired. We evaluate each reinsurance claim based on the facts of the case, historical experience with the reinsurer on similar claims and existing case law and include any amounts deemed uncollectible from the reinsurer in our reserve for uncollectible reinsurance. See also “Item 1. Business— Business Segments— Purchase of Reinsurance.”
Similarly, in our fronting business, which we conduct through our Specialty Admitted Insurance segment, we are primarily liable to the insureds because we have issued the policies. While we customarily require a collateral trust arrangement to secure the obligations of the insurance entity for which we are fronting, we do not obtain collateral in every instance and in situations where we do obtain collateral for the obligations of the other insurance entity, it is possible that the collateral could be insufficient to cover all claims, either as a result of a decline in the value of the collateral, an increase in the obligations being collateralized, or a failure of management to monitor the adequacy of the collateral held. In that event, we would be contractually entitled to recovery from the entity for which we are fronting, but it is possible that, for any of a variety of reasons, the other party could default in its obligations. See also “Item 1. Business— Business Segments—Specialty Admitted Insurance Segment—Fronting & Program Business.”
We are exposed to credit risk relating to a set of insurance contracts previously issued to Rasier, under which the Company pays losses and loss adjustment expenses on the contracts. Rasier is contractually obligated to reimburse us for the losses and loss adjustment expenses paid on their behalf pursuant to indemnification agreements with it. This reimbursement obligation is supported by collateral posted for our benefit in a trust account from time to time and may be held in the trust account or withdrawn and held on our balance sheet. If Rasier fails to reimburse us, and the collateral posted for our benefit to support their reimbursement obligations is insufficient, our financial condition and results of operations could be materially adversely affected. See also "Item 1. Business— Business Segments— Purchase of Reinsurance — Amounts Recoverable from an Indemnifying Party."
As permitted under our indemnification agreements with Rasier and the associated trust agreement, we have withdrawn from the trust account the collateral posted and are holding the funds on our balance sheet as restricted cash equivalents pending application in accordance with the trust agreement and the indemnification agreements. In addition, while the funds withdrawn from the trust account are held by us on our balance sheet as restricted cash equivalents, we are including the interest earned on the funds in our investment income on our consolidated statement of income. The cash equivalent collateral had a balance of approximately $859.9 million as of December 31, 2020.
    Rasier has notified us that it believes the withdrawal of the collateral was improper. We believe that all of our actions have been consistent with the terms of our agreements. However, in the event it were to be ultimately adjudicated that our withdrawal was not proper, or that we are not entitled to retain interest on the collateral, or both, we could be required to return the collateral to the trust account (where it would continue to be held as collateral for our benefit), or we could no longer be able to retain, and could be obligated to return, the investment income on the funds, or we could be required to both return the collateral and return investment income.
If we are unable to underwrite risks accurately and charge and collect competitive yet profitable rates to our policyholders, our business, financial condition and results of operations will be materially adversely affected.
In general, the premiums for our insurance policies are established at the time a policy is issued and, therefore, before all of our underlying costs are known. Like other insurance companies, we rely on estimates and assumptions in setting our premium rates. Establishing adequate premium rates is necessary, together with investment income, to generate sufficient revenue to offset losses, loss adjustment expenses and other underwriting costs and to earn a profit. If we do not accurately assess the risks that we assume, we may not charge adequate premiums to cover our losses and expenses, which would
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materially adversely affect our results of operations and our profitability. Alternatively, we could set our premiums too high, which could reduce our competitiveness and lead to lower revenues.
Pricing involves the acquisition and analysis of historical loss data and the projection of future trends, loss costs and expenses, and inflation trends, among other factors, for each of our products in multiple risk tiers and many different markets. In order to accurately price our policies, we:
•    collect and properly analyze a substantial volume of data from our insureds;
•    develop, test and apply appropriate actuarial projections and rating formulas;
•    closely monitor and timely recognize changes in trends; and
•    project both frequency and severity of our insureds’ losses with reasonable accuracy.
We seek to implement our pricing accurately in accordance with our assumptions. Our ability to undertake these efforts successfully and, as a result, accurately price our policies, is subject to a number of risks and uncertainties, including:
•    insufficient or unreliable data;
•    incorrect or incomplete analysis of available data;
•    uncertainties generally inherent in estimates and assumptions;
•    our failure to implement appropriate actuarial projections and rating formulas or other pricing methodologies;
•    regulatory constraints on rate increases;
•    our failure to accurately estimate investment yields and the duration of our liability for loss and loss adjustment expenses; and
•    unanticipated court decisions, legislation or regulatory action.
In addition to charging profitable rates on the insurance policies we issue, we also must be able to collect the premiums, deductibles, and self-insured retentions that our insureds agreed to pay at the inception of their policies. The inability or refusal of our insureds to pay the amounts owed by them pursuant to their policies undermines our goal of underwriting risk accurately and charging competitive yet profitable rates, and could adversely affect our results of operations and our profitability.
The failure of any of the loss limitations or exclusions we employ, or changes in other claims or coverage issues, could have a material adverse effect on our financial condition or results of operations.
Although we seek to mitigate our loss exposure through a variety of methods, the future is inherently unpredictable. It is difficult to predict the timing, frequency and severity of losses with statistical certainty. It is not possible to completely eliminate our exposure to unforecasted or unpredictable events and, to the extent that losses from such risks occur, our financial condition and results of operations could be materially adversely affected.
For instance, various provisions of our policies, such as limitations or exclusions from coverage or choice of forum, which have been negotiated to limit our risks, may not be enforceable in the manner we intend. At the present time, we employ a variety of endorsements to our policies that limit exposure to known risks.
In addition, we design our Excess and Surplus Lines segment’s policy terms to manage our exposure to expanding theories of legal liability like those which have given rise to claims for lead paint, asbestos, mold, construction defects and environmental matters. Many of the policies we issue also include conditions requiring the prompt reporting of claims to us and entitle us to decline coverage in the event of a violation of that condition. Also, many of our policies limit the period during which a policyholder may bring a claim under the policy, which in many cases is shorter than the statutory period under which such claims can be brought against our policyholders. While these exclusions and limitations help us assess and reduce our loss exposure and help eliminate known exposures to certain risks, it is possible that a court or regulatory authority could nullify or void an exclusion or legislation could be enacted modifying or barring the use of such endorsements and limitations. These types of governmental actions could result in higher than anticipated losses and loss adjustment expenses, which could have a material adverse effect on our financial condition or results of operations. In some instances, these changes may not become apparent until sometime after we have issued insurance policies that are affected by the changes. As a result, the full extent of liability under our insurance contracts may not be known for many years after a contract is issued.
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We have exposure to losses arising from unpredictable natural disasters, terrorist acts, and other catastrophic events. Claims from these events could reduce our earnings and cause volatility in our results of operations.
We have exposure to losses arising from unpredictable natural disasters, terrorist acts, and other catastrophic events. Natural disasters, terrorist acts, and other catastrophes can cause losses in a variety of our property-casualty lines and generally result in an increase in the number of claims filed as well as the amount of compensation sought by claimants.
The incidence and severity of catastrophes, terrorist acts, are inherently unpredictable. The extent of losses from catastrophes is a function of the frequency of loss events, the total amount of insured exposure in the area affected by each event and the severity of the events. Claims from catastrophic events could exceed our amount of reinsurance purchased to protect us from such events, reduce our earnings and cash flows, cause volatility in our results of operations and cash flows for any fiscal period or materially impact our financial condition.
A large-scale pandemic, the continued threat or occurrence of terrorism, within the United States and abroad, or military and other actions, and heightened security measures in response to these types of threats may cause significant volatility and losses in our investment portfolio from declines in the equity markets and from interest rate changes in the United States, Europe and elsewhere, and result in loss of life, property damage, disruptions to commerce and reduced economic activity. Some of our assets in our investment portfolio may be adversely affected by declines in the equity markets and reduced economic activity caused by a large-scale pandemic or the continued threat of terrorism. Additionally, a large-scale pandemic or terrorist act could have a material effect on sales, profitability, competitiveness, marketability of product offerings, liquidity and operating results.
The global coronavirus outbreak could harm business and results of operations of the Company.
In December 2019, a coronavirus (COVID-19) outbreak was reported in China, and, in March 2020, the World Health Organization declared it a pandemic. The coronavirus has spread throughout the United States, including states in which the Company operates. In response, many governments, including Bermuda,the state and local governments of the States of Virginia and North Carolina, and governments in many other states in which our policyholders are located, instituted emergency restrictions that substantially limited the operation of non-essential businesses and the activities of individuals.Many states have extended the expiration date of restrictions and some states that eased restrictions subsequently re-imposed them as the spread of COVID-19 worsened. These restrictions could result in significant adverse effects on our policyholders and many different types of small and mid-sized businesses within the Company’s client base, particularly those in the retail, hospitality and food and beverage industries, among many others.The ultimate effect and severity of COVID-19 on the economy is not known nor is the ultimate length of the restrictions and any accompanying effects caused by it.
The effect of COVID-19 and related events, including those described above and those not yet known or knowable, began to impact our results of operations in March 2020 and could have a negative effect on the stock price, business prospects, financial condition and results of operations of the Company, including as a result of quarantines, market volatility, market downturns, actions of lawmakers and regulators, changes in consumer behavior, business closures, deterioration in the credit quality of policyholders or the inability of policyholders to pay their premium and deductible obligations to the Company, and deterioration in the credit quality of reinsurers or insurance entities with which we have a fronting arrangement or the inability of reinsurers or the insurance entities for which we are fronting to pay their obligations to the Company.
The uncertainty of the extent of the economic impact of COVID-19 caused severe volatility in global financial markets in the first quarter of 2020. As a result of this volatility, the Company experienced net realized and unrealized losses on investments in its senior secured bank loan portfolio and its equity portfolio in the first and second quarter of 2020. While the investment markets meaningfully recovered since March 31, 2020, further disruptions in global financial markets could result in additional net realized and unrealized investment losses, including potential impairments in our fixed income portfolio. Moreover, the Federal Reserve took action to lower the Federal Funds rate, which, along with other factors, placed pressure on net investment income by causing the yields on many of the types of investments that we make to decline. See also the risk factor “Our investment portfolio is subject to significant market and credit risks, which could result in a material adverse impact on our financial condition or results of operations”.
The outbreak has resulted in authorities implementing numerous measures in an attempt to contain the virus, such as quarantines and shelter in place orders. These measures may remain in place for a significant period of time and, even if they are lifted, may be reinstated if conditions deteriorate. These measures and the uncertainty they create may adversely affect the business, operations and financial condition of our policyholders and business partners and therefore our business, operations and financial condition. For example, the decreased economic and other activity made it more difficult to set and maintain case and IBNR reserves in 2020, as medical procedures were delayed and case loss information on many lines of business went unreported until late in the year, which contributed to the adverse reserve development we experienced for the year ended December 31, 2020. In addition, the Company may be materially affected by a downturn in the economic well-being of policyholders and business partners and the economy in general in numerous ways, including without limitation as follows:
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Collection of premiums, deductibles or self-insured retentions from our policyholders and reinsurance recoverables from our reinsurers may become increasingly difficult.

A material portion of the Company’s premiums are calculated based on policyholder payroll costs or revenues, and therefore such premiums will decrease, perhaps materially so, to the extent that policyholders reduce staffing levels or suffer declines in revenue. Premium production by Atlas General Insurance Services, our largest program partner in our Specialty Admitted segment, was negatively impacted in part by the COVID-19 pandemic, which caused a decline in the California economy and consequently lower exposures for this workers' compensation relationship.

Declines in certain sectors of the economy may have an especially negative impact on the Company due to the concentration of premiums written in such sectors. For example, a material portion of the Company’s direct written premiums are related in various ways to construction. A decline in construction activity or employment would have a material adverse effect on the Company’s premium volume. In addition, we experienced decreases in direct written premiums for certain auto lines of business. While we don't consider these decreased premium volumes to be material to our 2020 results of operations, they could become material over time as the pandemic persists.

Demand for the insurance policies that the Company offers is highly dependent upon the business environment in the markets in which the Company operates. Suppressed demand for the Company’s insurance policies may lead to reduced premium rates on new or renewal policies or on reinsurance contracts and such reduced rates may not be appropriate for the risks we insure, which in turn may adversely affect the number of policies or contracts we can write.

Claims frequency and/or severity may increase in certain lines of business, such as, but not exclusively, workers’ compensation, and therefore we may incur increased losses and loss adjustment expenses.
A reduction in premium volume would increase the Company’s expense ratio and, combined with an increase in losses and loss adjustment expenses, would negatively affect the ability of the Company to earn an underwriting profit. See also “Adverse economic factors, including recession, inflation, periods of high unemployment or lower economic activity could result in the sale of fewer policies than expected or an increase in frequency or severity of claims and premium defaults or both, which, in turn, could affect our growth and profitability” risk factor herein.
Efforts of lawmakers at the federal and state level to address the effects of COVID-19 on businesses may have an adverse effect on the financial condition and results of operations of the Company.At the federal and state level, there have been proposals by lawmakers to retroactively amend business interruption insurance policies to cover claims related to COVID-19 when such insurance policies otherwise would exclude such risks. In addition, a number of states have instituted, and other states are considering instituting, changes designed to effectively expand workers’ compensation coverage by creating presumptions of compensability of claims for certain types of workers. The Company has received both business interruption and workers' compensation claims related to COVID-19, and we expect that we will continue to receive claims related to COVID-19.If the efforts of lawmakers to effectively expand coverage under business interruption, workers' compensation and other policies on a retroactive basis are successful and enforceable, the Company may be forced to pay claims under policies for which it received inadequate premiums to cover such risks, and therefore the Company’s reserves may be inadequate to pay such claims.At the state level, insurance departments throughout the country have issued bulletins and regulations urging or requiring insurers to extend grace periods for the payment of policy premiums and to refrain from canceling or non-renewing policies for the non-payment of policy premiums for policyholders adversely affected by COVID-19.While most of these requirements have expired, insurance departments could reinstate them as conditions deteriorate and/or the negative impact of the pandemic on policyholders persists.It is uncertain what impact these government mandates may have on our ability to recover unpaid premiums on the affected policies or what our obligations may be for the payment of claims made under policies for which we have not received premium payments.Some state regulators have issued orders requiring insurers to issue premium refunds or credits, and regulators in other states could take similar action.It is not yet clear the extent of impact on the Company these new regulations will have or what other actions may be taken by government bodies, both legislative and regulatory, in reaction to COVID-19. See also the risk factors under the headings “The effect of emerging claim and coverage issues on our business is uncertain” and “If we are unable to underwrite risks accurately and charge and collect competitive yet profitable rates to our policyholders, our business, financial condition and results of operations will be materially adversely affected”.
The spread of the virus has caused us to modify our business practices (including employee work locations and cancellation of physical participation in meetings) in ways that might become detrimental to the operation of our business (including working remotely and its attendant cybersecurity risks). We may take further actions as may be required by government authorities or that we determine are in the best interests of our employees and policyholders. There is no certainty
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that such measures will be sufficient to mitigate the risks posed by the virus or otherwise be satisfactory to government authorities.A return to work in the office environment could result in an outbreak of COVID-19 illness affecting a large number of the Company's employees and/or require a large number of employees to quarantine.Our operations could be disrupted if key members of our senior management or a significant percentage of our workforce or the workforce of our agents, brokers or service providers are unable to continue to work because of illness from COVID-19, government directives, loss of childcare or eldercare resulting from the closure of schools and/or child or senior care facilities, or otherwise. See also “We rely on our systems and employees, and those of certain third-party vendors and service providers in conducting our operations, and certain failures, including internal or external fraud, operational errors, systems malfunctions, or cybersecurity incidents, could materially adversely affect our operations” risk factor herein.
Given the ongoing and dynamic nature of the circumstances, it is not possible to predict the ultimate impact of the coronavirus outbreak on the stock price, business prospects, financial condition or results of operations of the Company. Notwithstanding any actions by national, state and local governments to mitigate the impact of COVID-19 or by the Company to address the adverse impacts of COVID-19, there can be no assurance that any of the foregoing activities will be successful in mitigating or preventing significant adverse effects on the Company. The Company may also incur additional costs to remedy damages caused by such disruptions, which could adversely affect its financial condition and results of operations.

The effect of emerging claim and coverage issues on our business is uncertain.
As industry practices and legal, judicial, social and other environmental conditions change, unexpected and unintended issues related to claims and coverage may emerge. These issues may materially adversely affect our business by either broadening coverage beyond our underwriting intent or by increasing the number or size of claims. In some instances, these changes may not become apparent until sometime after we have issued insurance or reinsurance contracts that are affected by the changes. As a result, the full extent of liability under our insurance or reinsurance contracts may not be known for many years after a contract is issued.
Three examples of unanticipated risks that affected the insurance industry are:
•    Asbestos liability applied to manufacturers of products and contractors who installed those products;
•    Apportionment of liability for settlement assigned to subcontractors who may have been involved in mundane tasks (such as installing sheetrock in a home); and
•    Court decisions, such as the 1995 Montrose decision in California, that read policy exclusions narrowly so as to expand coverage, thereby requiring insurers to create and write new exclusions.
Our investment portfolio is subject to significant market and credit risks, which could result in a material adverse impact on our financial condition or results of operations.
Our results of operations depend, in part, on the performance of our investment portfolio. We seek to hold a diversified portfolio of investments that is managed by professional investment advisory management firms in accordance with our investment policy and periodically reviewed by our Investment Committee. However, our investments are subject to general economic conditions and market risks as well as risks inherent to particular securities.
Our primary market risk exposures are to changes in interest rates and equity prices. See "Item 7A. Quantitative and Qualitative Disclosures About Market Risk.” In recent years, interest rates have been at or near historic lows. A protracted low interest rate environment would continue to place pressure on net investment income, particularly related to fixed income securities and short-term investments, which, in turn, may materially adversely affect our operating results. Future increases in interest rates could cause the values of our fixed income securities portfolios to decline, with the magnitude of the decline depending on the duration of our portfolio and the amount by which interest rates increase. Some fixed income securities have call or prepayment options, which represent possible reinvestment risk in declining rate environments. Other fixed income securities such as mortgage-backed and asset-backed securities carry prepayment risk or, in a rising interest rate environment, may not pre-pay as quickly as expected. In addition, individual securities in our fixed income securities portfolio are subject to credit risk and default. Downgrades in the credit ratings of fixed maturities can have a significant negative effect on the market valuation of such securities.
The severe downturn in the public debt and equity markets beginning in 2008 resulted in significant realized and unrealized losses in our investment portfolio. In the event of another financial crisis, we could incur substantial realized and unrealized investment losses in future periods, which would have a material adverse impact on our financial condition, results of operations, debt and financial strength ratings, insurance subsidiaries’ capital liquidity and ability to access capital markets.
The value of our investment portfolio is subject to the risk that certain investments may default or become impaired due to deterioration in the financial condition of one or more issuers of the securities held, or due to deterioration in the financial
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condition of an insurer that guarantees an issuer’s payments of such investments. Such defaults and impairments could reduce our net investment income and result in realized investment losses.
We hold investments in bank loans (6.7% of the carrying value of our invested assets as of December 31, 2020). Most of these loans are issued to sub-investment grade borrowers. While this class of investment has been profitable for us, a severe downturn in the markets could materially adversely affect the value of these investments, including the possibility that we would suffer substantial losses on this portfolio. In the first quarter of 2020, market volatility that occurred in response to the onset of COVID-19 in the United States caused us to incur $43.9 million in unrealized losses in our bank loan portfolio. While loan prices meaningfully recovered in the second, third, and fourth quarters of 2020, we sold 40% of our bank loan portfolio (as measured by par value) to mitigate the risk of further volatility in this portfolio and as a result incurred $9.4 million of realized losses in the second quarter of 2020. As of December 31, 2020, the fair value of our investments in bank loans was $147.6 million.
As of December 31, 2020, we held equity investments of $30.1 million in non-public limited liability companies that have invested in renewable energy investments. These investments were sponsored and are managed by an entity for which two recent former directors serve as officers. We invested in the equity of these projects because we anticipate earning attractive risk-adjusted returns from these investments. However, our investments in these projects are illiquid and the ultimate results from these investments may be unknown for some time.
We also invest in marketable equity securities. These securities are carried on the balance sheet at fair market value and are subject to potential losses and declines in market value. Our invested assets also include interests in limited partnerships and privately held debt investments totaling $16.4 million at December 31, 2020. These investments were designed to provide diversification of risk and enhance the return on the overall portfolio. However, these investments entail substantial risks and are generally illiquid. Our investment portfolio is subject to increased valuation uncertainties when investment markets are illiquid. The valuation of investments is more subjective when markets are illiquid, thereby increasing the risk that the estimated fair value (i.e., the carrying amount) does not reflect prices at which actual transactions would occur.
Risks for all types of securities are managed through application of our investment policy, which establishes investment parameters that include (but are not limited to) maximum percentages of investment in certain types of securities and minimum levels of credit quality, which we believe are within guidelines established by the NAIC, BMA and various state insurance departments, as applicable.
A portion of the invested assets on our balance sheet constitutes collateral withdrawn from a trust account established by Rasier in support of its reimbursement obligations under an indemnification arrangement we have with them. Rasier has notified us that it believes the withdrawal of the collateral was improper. We believe that all of our actions have been consistent with the terms of our agreements. However, in the event it were to be ultimately adjudicated that our withdrawal was not proper, or that we are not entitled to retain interest on the collateral, or both, we could be required to return the collateral to the trust account (where it would continue to be held as collateral for our benefit), or we could no longer be able to retain, and could be obligated to return, the investment income on the funds, or we could be required to both return the collateral and return investment income. See also "We are subject to credit risk with regard to our reinsurance counterparties, insurance companies with which we have a fronting arrangement and an indemnification arrangement we have with a former customer" risk factor herein.
Although we seek to preserve our capital, we cannot be certain that our investment objectives will be achieved, and results may vary substantially over time. In addition, although we seek to employ investment strategies that are not correlated with our insurance and reinsurance exposures, losses in our investment portfolio may occur at the same time as underwriting losses and, therefore, exacerbate the adverse effect of the losses on us.
We may become subject to additional government or market regulation which may have a material adverse impact on our business.
Market disruptions like those experienced during the credit-driven financial market collapse in 2008, as well as the dramatic increase in the capital allocated to alternative asset management during recent years, have led to increased governmental as well as self-regulatory scrutiny of the insurance industry in general. In addition, certain legislation proposing greater regulation of the industry is periodically considered by governing bodies of some jurisdictions as well as the U.S. federal government, and the credit-driven equity market collapse may increase the likelihood that some increased regulation of the industry is mandated.
Because we are a Bermuda company, we are subject to changes in Bermuda law and regulation that may have a material adverse impact on our operations, including through the imposition of tax liability or increased regulatory supervision. In addition, we will be exposed to any changes in the political environment in Bermuda.
Our business could be materially adversely affected by changes in state laws, including those relating to asset and reserve valuation requirements, surplus requirements, limitations on investments and dividends, enterprise risk and risk-based capital
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requirements and, at the federal level, by laws and regulations that may affect certain aspects of the insurance industry, including proposals for preemptive federal regulation. The U.S. federal government generally has not directly regulated the insurance industry except for certain areas of the market, such as insurance for flood, nuclear and terrorism risks. However, the U.S. federal government has undertaken initiatives or considered legislation in several areas that may affect the insurance industry, including tort reform, corporate governance and the taxation of reinsurance companies. The Dodd-Frank Act also established the Federal Insurance Office, which is authorized to study, monitor and report to Congress on the insurance industry and to recommend that the FSOC designate an insurer as an entity posing risks to U.S. financial stability in the event of the insurer’s material financial distress or failure. In December 2013, the Federal Insurance Office issued a report on alternatives to modernize and improve the system of insurance regulation in the United States, including increasing national uniformity through either a federal charter or effective action by the states. Any additional regulations established as a result of the Dodd-Frank Act or actions in response to the Federal Insurance Office Report could increase our costs of compliance or lead to disciplinary action. In addition, legislation has been introduced from time to time that, if enacted, could result in the U.S. federal government assuming a more direct role in the regulation of the insurance industry, including federal licensing in addition to or in lieu of state licensing and reinsurance for natural catastrophes. We are unable to predict whether any legislation will be enacted or any regulations will be adopted, or the effect that any such developments could have on our business, financial condition or results of operations.
The Bermuda insurance and reinsurance regulatory framework has become subject to increased scrutiny in many jurisdictions. The BMA sought “regulatory equivalency” which enables Bermuda’s commercial insurers to transact business with the European Union on a “level playing field”. In connection with its initial efforts to achieve equivalency under Solvency II, the BMA implemented and imposed additional requirements on the companies it regulates, such as JRG Re and Carolina Re. On November 26, 2015, via delegated act, the European Commission granted Bermuda’s commercial insurers full equivalence in all areas of Solvency II for an indefinite period of time. The European Commission’s act was reviewed and approved by the European Parliament and Council. On March 4, 2016, the delegated act was published in the official journal of the European Union. The grant of full equivalence came into force on March 24, 2016 and applies from January 1, 2016.
Additionally, the regulatory environment surrounding information security and privacy is increasingly demanding. We are subject to numerous U.S. federal and state laws governing the protection of personal and confidential information of our clients and employees, and new privacy laws have been adopted or are being considered at the state and federal level that may be applicable to us. The NAIC adopted an Insurance Data Security Model Law on October 24, 2017, which requires licensed insurance entities to comply with detailed information security requirements. To date, the following states have either adopted the NAIC Insurance Data Security Model Law or similar laws that govern the cybersecurity and data protection practices of insurers, insurance agents, and other licensed entities registered under state insurance laws: Alabama, California, Connecticut, Delaware, Indiana, Louisiana, Michigan, Mississippi, New Hampshire, New York, Ohio, South Carolina and Virginia. It is not yet known whether, and to what extent, other state legislatures or insurance regulators where we operate will enact the NAIC Insurance Data Security Model Law in whole or in part, or in a modified form. Such enactments, especially if inconsistent between states or with existing laws and regulations, could raise compliance costs or increase the risk of noncompliance, with the attendant risk of being subject to regulatory enforcement actions and penalties, as well as reputational harm. Further, the California Consumer Privacy Act of 2018 (the "CCPA") went into force on January 1, 2020. The CCPA requires that companies subject to its jurisdictional reach provide specific disclosures regarding privacy practices and give Californians the ability to ask for access to or the deletion of their personal information. It also limits the ability of a company to sell data about California residents. Regulations implementing the CCPA went into effect in 2020, and other states may pass similar legislation. The CCPA may impose compliance costs, and ambiguities surrounding the CCPA increase the risk of noncompliance, with the attendant risk of being subject to regulatory enforcement actions and penalties, as well as class action litigation. Any such events could potentially have an adverse impact on our business, financial condition or results of operations.
It is impossible to predict what, if any, changes in the regulations applicable to us, the markets in which we operate, trade and invest or the counterparties with which we do business may be instituted in the future. Any such regulation could have a material adverse impact on our business.
We are subject to extensive regulation, which may materially adversely affect our ability to achieve our business objectives. In addition, if we fail to comply with these regulations, we may be subject to penalties, including fines and suspensions, which may materially adversely affect our financial condition and results of operations.
Our admitted insurance and reinsurance subsidiaries are subject to extensive regulation, primarily by California (the domiciliary state for Falls Lake Fire and Casualty Company), Ohio (the domiciliary state for James River Insurance and Falls Lake National), North Carolina (the domiciliary state for Stonewood Insurance), Virginia (the domiciliary state for James River Casualty), Bermuda (the domicile of JRG Re and Carolina Re), and to a lesser degree, the other jurisdictions in the United States in which we operate. Most insurance regulations are designed to protect the interests of insurance policyholders, as opposed to the interests of shareholders. These regulations generally are administered by a department of insurance in each state
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and, in the case of JRG Re and Carolina Re, the BMA in Bermuda, and relate to, among other things, authorizations to write certain lines of business, capital and surplus requirements, reserve requirements, rate and form approvals, investment and underwriting limitations, affiliate transactions, dividend limitations, cancellation and non-renewal of policies, changes in control, solvency, receipt of reinsurance credit, accounting principles and a variety of other financial and non-financial aspects of our business. These laws and regulations are regularly re-examined and any changes in these laws and regulations or new laws or interpretations thereof may be more restrictive, could make it more expensive to conduct business or otherwise materially adversely affect our financial condition or operations. State insurance departments and the BMA also conduct periodic examinations of the affairs of insurance companies and reinsurance companies and require the filing of annual and other reports relating to financial condition, holding company issues and other matters. These regulatory requirements may impose timing and expense or other constraints that could materially adversely affect our ability to achieve some or all of our business objectives.
In addition, regulatory authorities have broad discretion to deny or revoke licenses for various reasons, including the violation of regulations. For example, an insurer’s registration may be cancelled by the BMA on certain grounds specified in the Insurance Act, including failure by the insurer to comply with its obligations under the Insurance Act, or if the BMA believes that the insurer has not been carrying on business in accordance with sound insurance principles. In some instances, where there is uncertainty as to applicability, we follow practices based on our interpretations of regulations or practices that we believe are generally followed by the industry. These practices may turn out to be different from the interpretations of regulatory authorities. If we do not have the requisite licenses and approvals or do not comply with applicable regulatory requirements, insurance regulatory authorities could preclude or temporarily suspend us from carrying on some or all of our activities or otherwise penalize us. This could materially adversely affect our ability to operate our business.
The admitted market is subject to more state regulation than the E&S market, particularly with regard to rate and form filing requirements, restrictions on the ability to exit lines of business, premium tax payments and membership in various state associations, such as guaranty funds. Some states have deregulated their commercial insurance markets. We cannot predict the effect that further deregulation would have on our business, financial condition or results of operations.
The NAIC has developed a system to test the adequacy of statutory capital of U.S.-based insurers, known as risk-based capital or “RBC,” that many states have adopted. This system establishes the minimum amount of risk-based capital necessary for an insurer to support its overall business operations. It identifies property-casualty insurers that may be inadequately capitalized by looking at certain inherent risks of each insurer’s assets and liabilities and its mix of net written premiums. Insurers falling below a calculated threshold may be subject to varying degrees of regulatory action, including supervision, rehabilitation or liquidation. Failure to maintain adequate risk-based capital at the required levels could materially adversely affect the ability of our insurance subsidiaries to maintain regulatory authority to conduct their business. See also “Item 1. Business—Regulation—U.S. Insurance Regulation—State Regulation.”
In addition, the various state insurance regulators have increased their focus on risks within an insurer’s holding company system that may pose enterprise risk to the insurer. In 2012, the NAIC adopted the NAIC Amendments. The NAIC Amendments, when adopted by the various states, are designed to respond to perceived gaps in the regulation of insurance holding company systems in the United States. One of the major changes is a requirement that an insurance holding company system’s ultimate controlling person submit annually to its lead state insurance regulator an “enterprise risk report” that identifies activities, circumstances or events involving one or more affiliates of an insurer that, if not remedied properly, are likely to have a material adverse effect upon the financial condition or liquidity of the insurer or its insurance holding company system as a whole. Other changes include (i) requiring a controlling person to submit prior notice to its domiciliary insurance regulator of a divestiture of control, (ii) having detailed minimum requirements for cost sharing and management agreements between an insurer and its affiliates and (iii) expanding the types of agreements between an insurer and its affiliates to be filed with its domiciliary insurance regulator. The NAIC Amendments must be adopted by a state legislature and such state’s insurance regulator in order to be effective in that state. Each of California, North Carolina, Ohio and Virginia, the states in which our U.S. insurance subsidiaries are domiciled, include this enterprise risk report requirement.
In 2012, the NAIC also adopted the ORSA Model Act. The ORSA Model Act, when adopted by the various states, requires an insurance holding company system’s Chief Risk Officer to submit annually to its lead state insurance regulator an ORSA. The ORSA is a confidential internal assessment appropriate to the nature, scale and complexity of an insurer of the material and relevant risks identified by the insurer associated with an insurer’s current business plan and the sufficiency of capital resources to support those risks. The ORSA Model Act must be adopted by a state legislature in order to be effective in that state. Each of California, North Carolina, Ohio and Virginia, the states in which our U.S. insurance subsidiaries are domiciled, adopted and require an ORSA filing.
We cannot predict with certainty the effect any enacted, proposed or future state or federal regulation or NAIC initiative may have on the conduct of our business. Furthermore, there can be no assurance that the regulatory requirements applicable to our business will not become more stringent in the future or result in materially higher cost than current requirements. Changes
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in regulation of our business may materially reduce our profitability, limit our growth or otherwise materially adversely affect our operations.
Changing climate conditions may increase the frequency and severity of catastrophic events and thereby adversely affect our financial condition and results.
Over the past several years, changing weather patterns and climatic conditions, such as global warming, appear to have contributed to the unpredictability, frequency and severity of natural disasters and created additional uncertainty as to future trends and exposures. There is a growing scientific consensus that global warming and other climate changes are increasing the frequency and severity of catastrophic weather and other events, such as hurricanes, fires, tornadoes, windstorms, floods and other natural disasters. Such changes make it more difficult for us to predict and model catastrophic events, reducing our ability to accurately price our exposure to such events and mitigate our risks. Any increase in the frequency or severity of natural disasters may adversely affect our financial condition and results.
We may have exposure to losses from terrorism for which we are required by law to provide coverage.
U.S. insurers are required by state and federal law to offer coverage for terrorism in certain commercial lines, including workers’ compensation. As discussed under “Item 1. Business—Regulation—U.S. Insurance Regulation—Federal Regulation,” the Terrorism Acts require commercial property and casualty insurance companies to offer coverage for acts of terrorism, whether foreign or domestic, and established a federal assistance program through the end of 2027 to help cover claims related to future terrorism-related losses. The impact of any terrorist act is unpredictable, and the ultimate impact on us would depend upon the nature, extent, location and timing of such an act.
We, or agents we have appointed, may act based on inaccurate or incomplete information regarding the accounts we underwrite, or such agents may exceed their authority or commit fraud when binding policies on our behalf.
We, and our MGAs and other agents who have the ability to bind our policies, rely on information provided by insureds or their representatives when underwriting insurance policies. While we may make inquiries to validate or supplement the information provided, we may make underwriting decisions based on incorrect or incomplete information. It is possible that we will misunderstand the nature or extent of the activities or facilities and the corresponding extent of the risks that we insure because of our reliance on inadequate or inaccurate information.
In addition, in the Specialty Admitted Insurance segment, MGAs and other agents have the authority to bind policies on our behalf. If any such agents exceed their authority or engage in fraudulent activities, our financial condition and results of operations could be materially adversely affected.
The insurance and reinsurance business is historically cyclical, and we may experience periods with excess underwriting capacity and unfavorable premium rates, which could materially adversely affect our business.
Historically, insurers and reinsurers have experienced significant fluctuations in operating results due to competition, frequency and severity of catastrophic events, levels of capacity, adverse trends in litigation, regulatory constraints, general economic conditions and other factors. We have experienced these types of fluctuations during our Company’s short history. The supply of insurance and reinsurance is related to prevailing prices, the level of insured losses and the level of capital available to the industry that, in turn, may fluctuate in response to changes in rates of return on investments being earned in the insurance and reinsurance industry. As a result, the insurance and reinsurance business historically has been a cyclical industry characterized by periods of intense price competition due to excessive underwriting capacity as well as periods when shortages of capacity increased premium levels. Demand for insurance and reinsurance depends on numerous factors, including the frequency and severity of catastrophic events, levels of capacity, the introduction of new capital providers, general economic conditions and underwriting results of primary insurers. All of these factors fluctuate and may contribute to price declines generally in the insurance and reinsurance industry.
We cannot predict with certainty whether market conditions will improve, remain constant or deteriorate. Negative market conditions may impair our ability to underwrite insurance and reinsurance at rates we consider appropriate and commensurate relative to the risk assumed. If we cannot underwrite insurance or reinsurance at appropriate rates, our ability to transact business will be materially adversely affected. Any of these factors could lead to a material adverse effect on our business, financial condition and results of operations.
Our reinsurance business is subject to loss settlements made by ceding companies and fronting carriers, which could materially adversely affect our performance.
Where JRG Re enters into assumed reinsurance contracts with third parties, all loss settlements made by the ceding company will be unconditionally binding upon us, provided they are within the terms of the underlying policies and within the terms of the relevant contract. While we believe the ceding companies will settle such claims in good faith, we are bound to accept the claims settlements agreed to by the ceding companies. Under the underlying policies, each ceding company typically bears the burden of proving that a contractual exclusion applies to a loss, and there may be circumstances where the facts of a
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loss are insufficient to support the application of an exclusion. In such circumstances, we assume such losses under the reinsured policies, which could materially adversely affect our performance.
We could be forced to sell investments to meet our liquidity requirements.
We invest the premiums we receive from our insureds and ceding companies until they are needed to pay policyholder claims or until they are recognized as profits. Consequently, we seek to manage the duration of our investment portfolio based on the duration of our loss and loss adjustment expense reserves to ensure sufficient liquidity and avoid having to liquidate securities to fund claims. Risks such as inadequate loss and loss adjustment reserves or unfavorable trends in litigation could potentially result in the need to sell investments to fund these liabilities. Such sales could result in significant realized losses depending on the conditions of the general market, interest rates and credit issues with individual securities.
Our associates could take excessive risks, which could negatively affect our financial condition and business.
As an insurance enterprise, we are in the business of binding certain risks. The associates who conduct our business, including executive officers and other members of management, underwriters, sales managers, investment professionals, product managers, sales agents, and other associates, as well as MGAs, do so in part by making decisions and choices that involve exposing us to risk. These include decisions such as setting underwriting guidelines and standards, product design and pricing, determining which business opportunities to pursue and other decisions. We endeavor, in the design and implementation of our compensation programs and practices, to avoid giving our associates incentives to take excessive risks. Associates may, however, take such risks regardless of the structure of our compensation programs and practices. Similarly, although we employ controls and procedures designed to monitor associates’ business decisions and prevent us from taking excessive risks, these controls and procedures may not be effective. If our associates take excessive risks, the impact of those risks could have a material adverse effect on our financial condition and business operations.
We may require additional capital in the future, which may not be available or available only on unfavorable terms.
Our future capital requirements depend on many factors, including our ability to write new and renewal business successfully and to establish premium rates and reserves at levels sufficient to cover losses. Our ability to underwrite depends largely upon the expected quality of our claims paying process and our perceived financial strength as estimated by potential insureds, brokers, other intermediaries, independent rating agencies, and our regulators. To the extent that our existing capital is insufficient to fund our future operating requirements, cover claim losses, satisfy ratings agencies in order to maintain a satisfactory rating, or meet the capital requirements of our regulators in order to maintain our insurance licenses, we may need to raise additional capital in the future through offerings of debt or equity securities or otherwise to:
•    fund liquidity needs caused by underwriting or investment losses;
•    replace capital lost in the event of significant reinsurance losses or adverse reserve developments;
•    satisfy letters of credit or guarantee bond requirements that may be imposed by our clients or by regulators;
•    meet rating agency or regulatory capital requirements; or
•    respond to competitive pressures.
Any equity or debt financing, if available at all, may be on terms that are unfavorable to us. Further, any additional capital raised through the sale of equity could dilute shareholders' ownership interest in the Company and would likely cause the value of our shares to decline. Additional capital raised through the issuance of debt would most likely result in creditors having rights, preferences and privileges senior or otherwise superior to those of the holders of our shares and may limit our flexibility in operating our business and make it more difficult to obtain capital in the future. Disruptions, uncertainty, or volatility in the capital and credit markets may also limit our access to capital required to operate our business. If we are not able to obtain adequate capital, or obtain it on favorable terms, our business, financial condition and results of operations could be materially adversely affected.
We operate in a highly competitive environment and we may not continue to be able to compete effectively against larger or more well-established business rivals.
We face competition from other specialty insurance companies, standard insurance companies and underwriting agencies, as well as from diversified financial services companies that are larger than we are and that have greater financial, marketing and other resources than we do. Some of these competitors also have longer experience and more market recognition than we do in certain lines of business. In addition, it may be difficult or prohibitively expensive for us to implement technology systems and processes that are competitive with the systems and processes of these larger companies.
In particular, competition in the insurance and reinsurance industry is based on many factors, including price of coverage, the general reputation and perceived financial strength of the company, relationships with brokers, terms and conditions of
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products offered, ratings assigned by independent rating agencies, speed of claims payment and reputation, and the experience and reputation of the members of our underwriting team in the particular lines of insurance and reinsurance we seek to underwrite. See also “Item 1. Business—Competition.”
A number of new, proposed or potential legislative or industry developments could further increase competition in our industry. These developments include:
•    An increase in capital-raising by companies in our lines of business, which could result in new entrants to our markets and an excess of capital in the industry;
•    The deregulation of commercial insurance lines in certain states and the possibility of federal regulatory reform of the insurance industry, which could increase competition from standard carriers for our E&S lines of insurance business; and
•    Changing practices facilitated by the Internet may lead to greater competition in the insurance business. Among the possible changes are shifts in the way in which commercial insurance is purchased, which could affect both admitted and E&S lines.
We currently depend largely on the wholesale distribution model for our Excess and Surplus Lines segment’s premiums. If the wholesale distribution model were to be significantly altered by changes in the way E&S lines risks are marketed, including, without limitation, through use of the Internet, it could have a material adverse effect on our premiums, underwriting results and profits.
There is no assurance that we will be able to continue to compete successfully in the insurance or reinsurance markets. Increased competition in these markets could result in a change in the supply and/or demand for insurance or reinsurance, affect our ability to price our products at risk-adequate rates, affect our ability to retain business with existing customers, or underwrite new business on favorable terms. If this increased competition so limits our ability to transact business, our operating results could be materially adversely affected.
If we are unable to keep pace with the technological advancements in the insurance industry, our ability to compete effectively could be impaired.
We are committed to developing and maintaining information technology systems that will allow our insurance subsidiaries to compete effectively. There can be no assurance that the development of current technology for future use will not result in our being competitively disadvantaged, especially with those carriers that have greater resources. If we are unable to keep pace with the advancements being made in technology, our ability to compete with other insurance companies who have advanced technological capabilities will be negatively affected. Further, if we are unable to effectively execute and update or replace our key legacy technology systems as they become obsolete or as emerging technology renders them competitively inefficient, our competitive position and our cost structure could be adversely affected.
If actual renewals of our existing contracts do not meet expectations, our premiums written in future years and our future results of operations could be materially adversely affected.
Most of our contracts are written for a one-year term. In our financial forecasting process, we make assumptions about the renewal of our prior year’s contracts. The insurance and reinsurance industries have historically been cyclical businesses with intense competition, often based on price. If actual renewals do not meet expectations or if we choose not to write a renewal (including in connection with the early termination of insurance policies), our premiums written in future years and our future operations could be materially adversely affected.
On October 8, 2019, we delivered a notice of early cancellation, effective December 31, 2019, of all insurance policies issued to Rasier. The termination of our business with Rasier could have a material adverse effect on our results of operations. Rasier produced $374.2 million of gross written premiums, representing 40.6% of the Excess and Surplus Lines segment’s gross written premiums and 25.4% of our consolidated gross written premiums for the year ended December 31, 2019.
We may change our underwriting guidelines or our strategy without shareholder approval.
Our management has the authority to change our underwriting guidelines or our strategy without notice to our shareholders and without shareholder approval. As a result, we may make fundamental changes to our operations without shareholder approval, which could result in our pursuing a strategy or implementing underwriting guidelines that may be materially different from the strategy or underwriting guidelines described in the section titled "Business" or elsewhere in this Annual Report.
Our ability to implement our business strategy could be delayed or adversely affected by Bermuda employment restrictions relating to the ability to obtain and retain work permits for key employees in Bermuda.
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Under Bermuda law, non-Bermudians (other than spouses of Bermudians and holders of permanent residents’ certificates) may not engage in any gainful occupation in Bermuda without a valid government work permit. A work permit may be granted or renewed upon showing that, after proper public advertisement, no Bermudian, spouse of a Bermudian or a holder of a permanent resident’s certificate who meets the minimum standards reasonably required by the employer has applied for the job. A work permit is issued with an expiry date (up to five years) and no assurances can be given that any work permit will be issued or, if issued, renewed upon the expiration of the relevant term. If work permits are not obtained or are not renewed for our key employees (other than our President and Chief Operating Officer, who holds Bermudian and United States citizenship and therefore is not required to have a work permit in Bermuda or in any other jurisdiction in which we operate), we would lose their services, which could materially affect our business.
If California, North Carolina, Ohio, or Virginia significantly increase the assessments our insurance companies are required to pay, our financial condition and results of operations will suffer.
Our insurance companies are subject to assessments in California (the domiciliary state for Falls Lake Fire and Casualty Company), North Carolina (the domiciliary state for Stonewood Insurance), Ohio (the domiciliary state for James River Insurance and Falls Lake National) and Virginia (the domiciliary state for James River Casualty), for various purposes, including the provision of funds necessary to fund the operations of the various insurance departments and the state funds that pay covered claims under certain policies written by impaired, insolvent or failed insurance companies. These assessments are generally set based on an insurer’s percentage of the total premiums written in the insurer’s state within a particular line of business. As our U.S.-based insurance subsidiaries grow, our share of any assessments may increase. We cannot predict with certainty the amount of future assessments because they depend on factors outside our control, such as insolvencies of other insurance companies. Significant assessments could result in higher than expected operating expenses and have a material adverse effect on our financial condition or results of operations.
Our use of third-party claims administrators in certain lines of business may result in higher losses and loss adjustment expenses.
Historically, our Excess and Surplus Lines and Specialty Admitted Insurance segments handled all claims using employed staff. As we have entered new lines of business, we now use third-party claims administrators and contract employees to administer claims subject to the supervision of our employed staff. It is possible that these contract employees and third-party claims administrators may achieve less desirable results on claims than has historically been the case for our internal staff, which could result in significantly higher losses and loss adjustment expenses in those lines of business.
Risks Related to Taxation
The ongoing effect of the 2017 Tax Act may have a significant impact on the Company.
    The Tax Act, enacted on December 22, 2017, introduced significant changes to the Internal Revenue Code of 1986, as amended (the "Code"). The Tax Act contained many provisions that impact us and our shareholders, including provisions that impose a base erosion and anti-abuse tax (“BEAT”) on income of a U.S. corporation determined without regard to certain otherwise deductible payments made to certain foreign affiliates (including premium or other consideration paid or accrued to a related foreign reinsurance company for reinsurance), broaden the definition of United States shareholder for purposes of the controlled foreign corporation (“CFC”) rules, and make it more difficult for a foreign insurance company to avoid being treated as a passive foreign investment company (“PFIC”).
There is continued uncertainty regarding how these and other provisions of the Tax Act will be interpreted, although guidance in proposed and final forms has been released with respect to certain provisions of the Tax Act, including certain BEAT and PFIC provisions, that may impact the Company. The ultimate impact of the Tax Act may differ from the Company’s description below due to changes in interpretations, as well as additional regulatory guidance that may be issued. Given the complexity of the Tax Act, you are strongly encouraged to consult your own tax advisor regarding its potential impact on the U.S. federal income tax consequences to you considering your particular circumstances.
Base Erosion and Anti-Abuse Tax. The Tax Act’s BEAT provision imposes a minimum tax on “applicable taxpayers,” which are generally corporations that are part of a group with at least $500 million of applicable annual gross receipts and that make certain payments to related foreign persons, including payments that are deductible for U.S. tax purposes, payments to purchase depreciable or amortizable property, and reinsurance payments. BEAT subjects the “modified taxable income” of an applicable taxpayer to tax at a rate of 10% in 2020-2025, and 12.5% in 2026 and thereafter. In general, modified taxable income is calculated by adding back to a taxpayer’s regular taxable income the amount of certain “base erosion tax benefits” with respect to certain "base erosion payments" to foreign affiliates, as well as the “base erosion percentage” of any net operating loss deductions. BEAT applies to the extent it exceeds a taxpayer’s regular corporate income tax liability (determined without regard to certain tax credits).
The U.S. Internal Revenue Service (the “IRS”) and U.S. Department of the Treasury released final regulations regarding BEAT in December 2019 and October 2020, which provide guidance related to the mechanics of determining, among other
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things, the classification as an “applicable taxpayer,” a taxpayer’s “base erosion payments,” and a taxpayer’s “modified taxable income,” as well as the application of those concepts in context of certain arrangements between domestic reinsurance companies and foreign related insurance companies. We have analyzed the regulations and have concluded that we will be subject to additional tax if regular U.S. income tax does not exceed a minimum amount. In response to the Tax Act, we made changes to our structure in 2018 to minimize the impact of BEAT. The applicability of BEAT depends on a number of factors and the extent to which we may be subject to BEAT in future periods as a result of changes in interpretations, as well as additional regulatory guidance that may be issued, is currently unknown.
U.S. persons who own our shares may be subject to U.S. federal income taxation on our undistributed earnings and may recognize ordinary income upon disposition of shares.
If we are considered a PFIC as defined in Section 1297(a) of the Code for U.S. federal income tax purposes, a U.S. person who owns any of our shares could be subject to adverse tax consequences, including becoming subject to a greater tax liability than might otherwise apply and to tax on amounts in advance of when tax would otherwise be imposed, in which case your investment could be materially adversely affected.
The PFIC rules include provisions intended to provide an exception for qualifying insurance corporations (“QIC”) engaged in the active conduct of an insurance business. Generally, a QIC is a company (i) that would be subject to tax under special provisions related to insurance companies if the company was a U.S. entity, and (ii) the applicable insurance liabilities of which constitute more than 25% of its total assets as reported on the company’s applicable financial statement. On December 4, 2020, the IRS and U.S. Department of the Treasury released final regulations and proposed regulations that provide guidance regarding the PFIC rules and the QIC exception. More specifically, the complex regulations provide, among other things, clarity on the application of "applicable insurance liabilities" and the "applicable financial statement," as well as the requirements to be engaged in the “active conduct” of an insurance business. The IRS has requested comments on several aspects of the proposed regulations, which are not effective until adopted in final form. It is uncertain when the proposed regulations will be finalized, and whether the provisions of any final or temporary regulations will vary from the proposed regulations.
    We believe that we are not and have not been, and currently do not expect to become, a PFIC for U.S. federal income tax purposes. Our belief that we are not and have not been a PFIC is based, in part, on the fact that we believe that we are a QIC engaged in the active conduct of an insurance business. We are continuing to monitor the final regulations, but do not currently expect them to have a material impact on the Company. New regulations or pronouncements interpreting or clarifying these rules may be forthcoming. We cannot predict what impact, if any, such guidance would have on an investor that is subject to U.S. federal income taxation. As a result, we cannot assure you that we, or one of our subsidiaries, will not be deemed a PFIC by the IRS. If we, or one of our subsidiaries, were considered a PFIC, it could have material adverse tax consequences for an investor that is subject to U.S. federal income taxation.
A non-U.S. corporation generally will be classified as a CFC if U.S. persons, each of whom owns, directly, indirectly, or constructively, at least 10% of the voting power or value of such corporation’s stock (“U.S. 10% Shareholders”), own in the aggregate more than 50% of the voting power or value of the stock of such corporation. The Tax Act eliminated the prohibition on “downward attribution” from non-U.S. persons to U.S. persons under the CFC constructive ownership rules. As a result, our U.S. subsidiaries are deemed to own all of the stock of our non-U.S. subsidiaries (other than James River Group Holdings UK Limited (“James River UK”)) for purposes of classifying those non-U.S. subsidiaries as CFCs. The legislative history under the Tax Act indicates that this change to the CFC constructive ownership rules was not intended to cause our non-U.S. subsidiaries to be treated as CFCs with respect to a 10% U.S. Shareholder that is not related to our U.S. subsidiary. However, it is not clear whether the IRS or a court would interpret the change made by the Tax Act in a manner consistent with such indicated intent.
Under these rules, if a foreign corporation is a CFC, each U.S. 10% Shareholder who owns directly or indirectly shares of the CFC on the last day of the CFC’s taxable year must annually include in its taxable income its pro rata share of the CFC’s “subpart F income,” even if no distributions are made. Subpart F income typically includes “foreign personal holding company income” (such as interest, dividends and other types of passive income), as well as insurance and reinsurance income (including underwriting and investment income). In general (subject to the special rules applicable to “related person insurance income” described below), for purposes of taking into account insurance income, a foreign insurance company will be treated as a CFC if U.S. 10% Shareholders collectively own more than 25% of the voting power or value of the company’s shares at any point during any year. As discussed above, we cannot assure you that we are not and will not become a CFC. If you are a U.S. person, we strongly urge you to consult your own tax advisor concerning the CFC rules.
Related Person Insurance Income.   If (i) our gross income attributable to insurance or reinsurance policies pursuant to which the direct or indirect insureds are our direct or indirect U.S. shareholders or persons related to such U.S. shareholders equals or exceeds 20% of our gross insurance income in any taxable year; and (ii) direct or indirect insureds and persons related to such insureds own directly or indirectly 20% or more of the voting power or value of our shares (together, the “RPII Test”), a U.S. person who owns any of our shares directly or indirectly on the last day of such taxable year would most likely be required
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to include its allocable share of our related person insurance income for such taxable year in its income, even if no distributions are made. We do not believe that the 20% gross insurance income threshold has been, or will be, met. However, we cannot assure you that this will continue to be the case. Consequently, we cannot assure you that a person who is a direct or indirect U.S. shareholder will not be required to include amounts in its income in respect of related person insurance income in any taxable year.
Dispositions of Our Shares.   If a U.S. shareholder is treated as disposing of shares in a CFC of which it is a U.S. 10% Shareholder, or of shares in a foreign insurance corporation that has related person insurance income and in which U.S. persons collectively own 25% or more of the voting power or value of the company’s shares, any gain from the disposition will generally be treated as a dividend to the extent of the U.S. shareholder’s portion of the corporation’s undistributed earnings and profits, as the case may be, that were accumulated during the period that the U.S. shareholder owned the shares. In addition, the shareholder will be required to comply with certain reporting requirements.
The Company, JRG Re and James River Group Holdings UK Limited may be subject to U.S. federal income taxation.
The Company and JRG Re are each incorporated under the laws of Bermuda and James River UK is incorporated under the laws of England and Wales. Carolina Re is incorporated under the laws of Bermuda, but is taxed as a U.S. domestic corporation as a result of an election under Section 953(d) of the Code. In general, a corporation organized under the laws of a foreign country or U.S. possession is subject to U.S. federal income tax on its net income only if it is considered as engaged in a U.S. trade or business. We believe that the activities of each of the Company’s non-U.S. holding companies and JRG Re, as contemplated, will not cause them to be treated as engaging in a U.S. trade or business and as such, will not be subject to current U.S. federal income taxation on their net income. However, there are no definitive standards provided by the Code, regulations or court decisions as to the specific activities that constitute being engaged in the conduct of a trade or business within the United States, and any such determination is essentially factual in nature and must be made annually. The IRS could assert that our non-U.S. holding companies or JRG Re (or both) are engaged in a trade or business in the United States or, under the applicable income tax treaty, are engaged in a trade or business in the United States through a permanent establishment, and thus are subject to current U.S. federal income taxation. If our non-U.S. holding companies or JRG Re were deemed to be engaged in a trade or business in the United States (or, under the applicable income tax treaty, were deemed to be so engaged through a permanent establishment), our non-U.S. holding companies or JRG Re, as applicable, would become subject to U.S. federal income tax on income “effectively connected” (or treated as effectively connected) with the U.S. trade or business and would become subject to the “branch profits” tax on earnings and profits that are both effectively connected with the U.S. trade or business and deemed repatriated out of the United States. Any such federal tax liability could materially adversely affect our results of operations.
U.S. tax-exempt organizations who own our shares may recognize unrelated business taxable income.
A U.S. tax-exempt organization may recognize unrelated business taxable income if a portion of our subpart F insurance income is allocated to it. In general, subpart F insurance income will be allocated to a tax-exempt organization owning (or treated as owning) our shares if we are a CFC as discussed above and it is a U.S. 10% Shareholder or we earn related person insurance income and we satisfy the RPII Test. We cannot assure you that U.S. persons holding our shares (directly or indirectly) will not be allocated subpart F insurance income. U.S. tax-exempt organizations should consult their own tax advisors regarding the risk of recognizing unrelated business taxable income due to their ownership of our shares.
We may become subject to U.S. withholding and information reporting requirements under the Foreign Account Tax Compliance Act (“FATCA”) provisions.
The FATCA provisions of the Code generally impose a 30% withholding tax regime with respect to (i) certain U.S. source income (including interest and dividends) (“withholdable payments”) and (ii) “passthru payments” (generally, withholdable payments and payments that are attributable to withholdable payments) made by foreign financial institutions (“FFIs”). Under proposed regulations promulgated by the U.S. Department of the Treasury, on which taxpayers may rely until final regulations are issued, withholdable payments do not include gross proceeds from the sale or other disposition of property that can produce U.S. source interest or dividends. As a general matter, FATCA was designed to require U.S. persons’ direct and indirect ownership of certain non-U.S. accounts and non-U.S. entities to be reported to the IRS. The application of the FATCA withholding rules were phased in beginning July 1, 2014, with withholding on foreign passthru payments made by FFIs taking effect after the date of publication of final regulations defining the term foreign passthru payment.
The United States has entered into intergovernmental agreements between the United States and Bermuda and between the United States and the United Kingdom (the “IGAs”), which potentially modify the FATCA withholding regime described above with respect to us and our common shares. There can be no certainty as to whether the Company, Carolina Re or JRG Re will be treated as a FFI under FATCA. We strongly urge you to consult your own tax advisor regarding the potential impact of FATCA, the IGAs and any non-U.S. legislation implementing FATCA.
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Changes in U.S. tax laws may be retroactive and could subject us and/or U.S. persons who own our shares to U.S. income taxation.
Apart from enactment of the Tax Act, other legislative proposals or administrative or judicial developments could also result in an increase in the amount of U.S. tax payable by us or by an owner of our shares or reduce the attractiveness of our products. Any such developments could materially adversely affect our results of operations.
The Tax Act, other tax laws and interpretations thereof, including with respect to whether a company is engaged in a U.S. trade or business, is a CFC, has related party insurance income, is a PFIC, or is subject to BEAT, are subject to change, possibly on a retroactive basis. There are currently only proposed regulations regarding the RPII Test. New regulations or pronouncements interpreting or clarifying such rules may be forthcoming from the IRS or the U.S. Department of the Treasury. We are not able to predict if, when or in what form such guidance will be provided and whether such guidance will have a retroactive effect.
If reinsurance premiums paid by our U.S. subsidiaries to our non-U.S. subsidiaries do not reflect arm’s-length terms, the IRS could seek to recharacterize the payments in a way that is unfavorable to us.
The IRS is permitted to reallocate or recharacterize income, deductions or certain other items, and to make any other adjustment, to reflect the proper amount, source or character of the taxable income in respect of payments among related parties to reflect an arm’s-length transaction. We have in place intercompany loans from our U.S. subsidiaries to our parent company and have intercompany reinsurance agreements among consolidated entities. We believe the terms of these transactions are appropriate and reflect arm’s-length arrangements and are consistent with all applicable rules and regulations. However, if the U.S. Department of the Treasury or the IRS reviews our intercompany agreements and successfully asserts, under Section 482 or 845 of the Code, that the terms do not reflect arm’s-length transactions, we may owe additional tax.
Reduced tax rates for qualified dividend income may not be available in the future.
We believe that the dividends paid on our common shares should qualify as “qualified dividend income” as long as the common shares are listed on a national securities exchange and we are not a PFIC. Qualified dividend income received by non-corporate U.S. persons is generally eligible for long-term capital gain rates. While the Tax Act did not modify these rules, there has been proposed legislation before the U.S. Senate and House of Representatives that would exclude shareholders of certain foreign corporations from this advantageous tax treatment. If such legislation were to become law, non-corporate U.S. persons would no longer qualify for the reduced tax rate on the dividends paid by us.
Our non-U.K. companies may be subject to U.K. tax that may have a material adverse effect on our operating results.
We intend to operate in such a manner so that none of our companies other than our intermediate holding company incorporated in the United Kingdom, James River UK, should be resident in the U.K. for tax purposes or have a permanent establishment in the U.K. Accordingly, we expect that none of our companies other than James River UK should be subject to U.K. taxation. However, since applicable law and regulations do not conclusively define the activities that constitute conducting business in the U.K. through a permanent establishment, the U.K. HM Revenue & Customs might contend successfully that one or more of our other companies is conducting business in the U.K. through a permanent establishment in the U.K., and therefore such entities could become subject to U.K. taxation.
We may become subject to taxes in Bermuda after March 31, 2035, which may have a material adverse effect on our results of operations and your investment.
The Bermuda Minister of Finance, under the Exempted Undertakings Tax Protection Act 1966 of Bermuda, as amended, has given us an assurance that if any legislation is enacted in Bermuda that would impose tax computed on profits or income, or computed on any capital asset, gain or appreciation, or any tax in the nature of estate duty or inheritance tax, then the imposition of any such tax will not be applicable to us or any of our operations, shares, debentures or other obligations until March 31, 2035, except insofar as such tax applies to persons ordinarily resident in Bermuda or to any taxes payable by us in respect of real property owned or leased by us in Bermuda. We cannot assure you that we will not be subject to any Bermuda tax after March 31, 2035.
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Risks Related to Ownership of Our Common Shares
The price of our common shares may fluctuate significantly and you could lose all or part of your investment.
Volatility in the market price of our common shares may prevent you from being able to sell your common shares at or above the price you paid for your common shares. The market price for our common shares could fluctuate significantly for various reasons, including, without limitation:
•    our operating and financial performance and prospects;
•    our quarterly or annual earnings or earnings estimates, or those of other companies in our industry;
•    failure to meet external expectations or management guidance;
•    market reaction to adverse loss reserve development;
•    the loss of one or more individually large clients, and its impact on our growth rate, profitability and financial condition;
•    Adverse regulatory or rating agency action;
•    exposure to capital market risks related to changes in interest rates, realized investment losses, credit spreads, equity prices, foreign exchange rates and performance of insurance-linked investments;
•    our creditworthiness, financial condition, performance and prospects;
•    termination of payment of dividends on our common shares, or payment of a reduced amount of dividends;
•    actual or anticipated growth rates relative to our competitors;
•    perceptions of the investment opportunity associated with our common shares relative to other investment alternatives;
•    speculation by the investment community regarding our business;
•    future announcements concerning our business or our competitors’ businesses;
•    the public’s reaction to our press releases, other public announcements and filings with the SEC;
•    changes in accounting standards, policies, guidance, interpretations or principles;
•    market and industry perception of our success, or lack thereof, in pursuing our strategy;
•    strategic actions by us or our competitors, such as acquisitions, restructurings, significant contracts or joint ventures;
•    catastrophes that are perceived by investors as impacting the insurance and reinsurance market in general;
•    changes in laws or government regulation, including tax or insurance laws and regulations;
•    potential characterization of us as a PFIC;
•    general market, economic and political conditions;
•    changes in conditions or trends in our industry, geographies or customers;
•    arrival and departure of key personnel;
•    the number of common shares that are publicly traded;
•    the offering and issuance of common shares by us, or sales of common shares by our directors or executive officers; and
•    adverse resolution of litigation against us.
In addition, stock markets, including the NASDAQ Stock Market (the market on which our common shares are traded), have experienced price and volume fluctuations that have affected and continue to affect the market prices of equity securities issued by many companies, including companies in our industry. In the past, some companies that have had volatile market prices for their securities have been subject to class action or derivative lawsuits. The filing of a lawsuit against us, regardless of
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the outcome, could have a negative effect on our business, as it could result in substantial legal costs and a diversion of management’s attention and resources.
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As a result of the factors described above, shareholders may not be able to resell their common shares at or above their purchase price or may not be able to resell them at all. These market and industry factors may materially reduce the market price of our common shares, regardless of our operating performance.
If securities or industry analysts do not continue to publish research or publish misleading or unfavorable research about our business, our common share price and trading volume could decline.
The trading market for our common shares depends in part on the research and reports that securities or industry analysts publish about us or our business. If one or more of these analysts downgrades our shares or publishes misleading or unfavorable research about our business, our share price would likely decline. If one or more of these analysts ceases coverage of our Company or fails to publish reports on us regularly, demand for our shares could decrease, which could cause our share price or trading volume to decline.
Failure to maintain effective internal controls in accordance with Sarbanes-Oxley could have a material adverse effect on our business and common share price.
As a public company with SEC reporting obligations, we are required to document and test our internal control procedures to satisfy the requirements of Section 404(b) of Sarbanes-Oxley, which require annual assessments by management of the effectiveness of our internal control over financial reporting.
During the course of our assessment, we may identify deficiencies that we are unable to remediate in a timely manner. Testing and maintaining our internal control over financial reporting may also divert management’s attention from other matters that are important to the operation of our business. We may not be able to conclude on an ongoing basis that we have effective internal control over financial reporting in accordance with Section 404(b) of Sarbanes-Oxley. If we conclude that our internal control over financial reporting is not effective, we cannot be certain as to the timing of completion of our evaluation, testing and remediation actions or its effect on our operations. Moreover, any material weaknesses or other deficiencies in our internal control over financial reporting may impede our ability to file timely and accurate reports with the SEC. Any of the above could cause investors to lose confidence in our reported financial information or our common share listing on the NASDAQ Stock Market to be suspended or terminated, which could have a negative effect on the trading price of our common shares.
Our bye-laws permit non-employee members of our board of directors and their affiliates to compete with us, which may result in conflicts of interest.
Our bye-laws provide that members of our board of directors (other than those who are our officers, managers or employees) and their affiliates do not have any duty to (i) communicate or present to the Company any investment or business opportunity or prospective transaction or arrangement in which the Company may have any interest or expectancy or (ii) refrain from engaging, directly or indirectly, in the same business activities or similar business activities or lines of business in which we operate. Bryan Martin and David Zwillinger, each a Class I director of the Company, are officers of D. E. Shaw & Co., L.P. and its affiliates (collectively, “D. E. Shaw”). D. E. Shaw is a global investment and technology development firm, which among other things, is in the business of making investments in companies. Our bye-laws will not restrict our non-employee directors, or their affiliates including D. E. Shaw, from acquiring and holding interests in businesses that compete directly or indirectly with us. For example, D. E. Shaw is currently engaged in the reinsurance business. Our non-employee directors and their affiliates including D. E. Shaw, may also pursue acquisition opportunities that may be complementary to our business and, as a result, those acquisition opportunities may not be available to us. These potential conflicts of interest could have a material adverse effect on our business, financial condition, results of operations or prospects if we are unable to pursue attractive corporate opportunities because they are allocated by our non-employee directors to themselves or their affiliates instead of being presented to us.
We depend upon dividends and distributions from our subsidiaries, and we may be unable to distribute dividends to our shareholders to the extent we do not receive dividends from our subsidiaries.
We are a holding company that has no substantial operations of our own and, accordingly, we rely primarily on cash dividends or distributions from our operating subsidiaries to pay our operating expenses and any dividends that we may pay to shareholders. The payment of dividends by our insurance and reinsurance subsidiaries is limited under the laws and regulations of its applicable domicile. These regulations stipulate the maximum amount of annual dividends or other distributions available to shareholders without prior approval of the relevant regulatory authorities. As a result of such regulations, we may not be able to pay our operating expenses as they become due and our payment of future dividends to shareholders may be limited.
The payment of dividends by our subsidiaries to us is limited by statute. In general, the laws and regulations applicable to our U.S. insurance subsidiaries limit the aggregate amount of dividends or other distributions that they may declare or pay within any 12 month period without advance regulatory approval. In Ohio, the domiciliary state of Falls Lake National and James River Insurance, this limitation is the greater of statutory net income for the preceding calendar year or 10% of the statutory surplus at the end of the preceding calendar year, provided that such dividends may only be paid out of earned surplus of each of the companies, without obtaining regulatory approval. In North Carolina, the domiciliary state of Stonewood
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Insurance, this limitation is the greater of statutory net income excluding realized capital gains for the preceding calendar year or 10% of the statutory surplus at the end of the preceding calendar year, provided that such dividends may only be paid out of unassigned surplus without obtaining regulatory approval. In Virginia, the domiciliary state of James River Casualty, this limitation is the greater of statutory net income excluding realized capital gains for the preceding calendar year or 10% of the statutory surplus at the end of the preceding calendar year, provided that such dividends may only be paid out of unassigned surplus without obtaining regulatory approval. In California, the domiciliary state of Falls Lake Fire and Casualty Company,Company, this limitation is the greater of statutory net income for the preceding calendar year or 10% of the statutory surplus at the end of the preceding calendar year, provided that such dividends may only be paid out of unassigned surplus without obtaining regulatory approval. Moreover, as a condition to obtaining its license in California, Falls Lake Fire and Casualty Company provided a commitment to the California Department of Insurance that it would not pay any shareholder dividends for a five-year period commencing January 1, 2016 without prior written approval. In addition, insurance regulators have broad powers to prevent reduction of statutory surplus to inadequate levels and could refuse to permit the payment of dividends calculated under any applicable formula. See “Business—“Item 1. Business—Regulation—U.S. Insurance Regulation—State Regulation” for more information. In addition, dividends paid by our U.S. subsidiaries to our U.K. holding company are subject to a 5% withholding tax by the IRS. Under U.K. domestic law, no withholding tax is applied to dividends paid by U.K. tax resident companies.
Carolina Re and JRG Re, which isare domiciled in Bermuda, isare registered as a Class 3A and Class 3B, respectively, insurer under the Insurance Act. The Insurance Act, the conditions listed in the insurance license and the applicable approvals issued by the BMA provide that Carolina Re and JRG Re isare required to maintain a combined minimum statutory solvency margin of $103.1approximately $172.9 million as of December 31, 2018.2020. See “Business—“Item 1. Business—Regulation—Bermuda Insurance Regulation—Minimum Solvency Margin and Enhanced Capital Requirements” for more information. A Class 3A and a Class 3B insurer is prohibited from declaring or paying a dividend if it fails to meet, before or after declaration or payment of such dividend, its: (i) requirements under the Companies Act, (ii) minimum solvency margin, (iii) enhanced capital requirement or (iv) minimum liquidity ratio. If a Class 3A or Class 3B insurer fails to meet its minimum solvency margin or minimum liquidity ratio on the last day of any financial year, it is prohibited from declaring or paying any dividends during the next financial year without the approval of the BMA. In addition, Carolina Re, as a Class 3A insurer, and JRG Re, as a Class 3B insurer, is prohibited from declaring or paying in any financial year dividends of more than 25% of its total statutory capital and surplus (as shown on its
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previous financial year’s statutory balance sheet) unless it files (at least seven days before payment of such dividends) with the BMA an affidavit signed by at least 2two directors (one of whom must be a Bermuda resident director if any of the insurer’s directors are resident in Bermuda) and the principal representative stating that it will continue to meet its solvency margin and minimum liquidity ratio. Where such an affidavit is filed, it shall be available for public inspection at the offices of the BMA. See “Business—See “Item 1. Business— Regulation—Bermuda Insurance Regulation—Restrictions on Dividends and Distributions” for more information.
The inability of our subsidiaries to pay dividends or make distributions to us, including as a result of regulatory or other restrictions, may prevent us from paying our expenses or paying dividends to our shareholders.
We cannot assure you that we will declare or pay dividends on our common shares in the future.
We have paid dividends to our shareholders in each quarter since the first quarter of 2015, which was the first full quarter after completion of our IPO. The declaration, payment and amount of future dividends is subject to the discretion of our board of directors. Our board of directors may take into account a variety of factors when determining whether to declare any future dividends, including (1) our financial condition, liquidity, results of operations (including our ability to generate cash flow in excess of expenses and our expected or actual net income), retained earnings and collateral and capital requirements, (2) general business conditions, (3) legal, tax and regulatory limitations, (4) contractual prohibitions and other restrictions, (5) the effect of a dividend or dividends upon our financial strength ratings and (6) any other factors that our board of directors deems relevant. See “Item 5. Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity Securities - Dividends.” We cannot assure you that we will continue to pay dividends in the future, or that the amount of any such dividend will not decline from prior dividends we have paid.
Dividends paid by our U.S. subsidiaries to James River UK may not be eligible for benefits under the U.S.-U.K. income tax treaty.
Under U.S. federal income tax law, dividends paid by a U.S. corporation to a non-U.S. shareholder are generally subject to a 30% withholding tax, unless reduced by treaty. The income tax treaty between the United Kingdom and the United States (the “U.K. Treaty”) reduces the rate of withholding tax on certain dividends to 5%. Were the IRS to contend successfully that James River UK is not eligible for benefits under the U.K. Treaty, any dividends paid by James River Group, Inc., our U.S. holding company, to James River UK would be subject to the 30% withholding tax. Such a result would substantially reduce the amount of dividends that our shareholder may receive.
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If securities or industry analysts do not continue to publish research or publish misleading or unfavorable research about our business, our common share price and trading volume could decline.

The trading market for our common shares depends in part on the research and reports that securities or industry analysts publish about our business. If one or more of these analysts downgrades our shares or publishes misleading or unfavorable research about our business, our share price would likely decline. If one or more of these analysts ceases coverage of our Company or fails to publish reports on us regularly, demand for our shares could decrease, which could cause our share price or trading volume to decline.
Future sales of our common shares, or the possibility of such sales, may cause the trading price of our common shares to decline and could impair our ability to raise capital through subsequent equity offerings.
Future sales of substantial amounts of our common shares in the public market, or the perception that these sales could occur, could cause the market price of our common shares to decline and impair our ability to raise capital through the sale of additional shares.
In the future, we may issue additional common shares or other equity or debt securities convertible into common shares in connection with a financing, acquisition or employee arrangement or otherwise. Any of these issuances could result in substantial dilution to our existing shareholders and could cause the trading price of our common shares to decline.
Our bye-laws and provisions of Bermuda law may impede or discourage a change of control transaction, which could deprive our investors of the opportunity to receive a premium for their shares.
Our bye-laws and provisions of Bermuda law to which we are subject contain provisions that could discourage, delay or prevent “change of control” transactions or changes in our board of directors and management that certain shareholders may view as beneficial or advantageous. These provisions include, among others:
•    the total voting power of any U.S. person owning more than 9.5% of our common shares will be reduced to 9.5% of the total voting power of our common shares, excluding shareholders that held more than 9.5% of our common shares on the day of completion of our IPO;
•    our board of directors has the authority to issue preferred shares without shareholder approval, which could be used to dilute the ownership of a potential hostile acquirer;
•    our shareholders may only remove directors for cause;​​
•    there are advance notice requirements for shareholders with respect to director nominations and actions to be taken at annual meetings; and​​
•    under Bermuda law, for so long as JRG Re and Carolina Re are registered under the Insurance Act, the BMA may object to a person holding more than 10%, 20%, 33% or 50% of our common shares if it appears to the BMA that the person is not or is no longer fit and proper to be such a holder (See “— (See “ There are regulatory limitations on the ownership and transfer of our common shares.shares.) risk factor herein).
The foregoing factors could impede a merger, takeover or other business combination, which could reduce the market value of our shares.
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We may repurchase your common shares without your consent.
Under our bye-laws and subject to Bermuda law, we have the option, but not the obligation, to require a shareholder, other than shareholders holding more than 9.5% of our common shares on the day of completion of our IPO, to sell to us at fair market value the minimum number of common shares which is necessary to avoid or cure any adverse tax consequences or materially adverse legal or regulatory treatment to us, our subsidiaries or our shareholders, if our board of directors reasonably determines, in good faith, that failure to exercise this option would result in such adverse consequences or treatment.
Bermuda law differs from the laws in effect in the United States and may afford less protection to holders of our shares.
We are organized under the laws of Bermuda. As a result, our corporate affairs are governed by the Companies Act, which differs in some material respects from laws typically applicable to U.S. corporations and shareholders, including the provisions relating to interested directors, amalgamations, mergers and acquisitions, takeovers, shareholder lawsuits and indemnification of directors. Generally, the duties of directors and officers of a Bermuda company are owed to the company only. Shareholders of Bermuda companies typically do not have rights to take action against directors or officers of the company and may only do so in limited circumstances. Class actions are not available under Bermuda law. The circumstances in which derivative actions may be available under Bermuda law are substantially more proscribed and less clear than they would be to shareholders of U.S. corporations. The Bermuda courts, however, would ordinarily be expected to permit a shareholder to commence an action in the name of a company to remedy a wrong to the company where the act complained of is alleged to be beyond the corporate power of the company or illegal, or would result in the violation of the company’s memorandum of association or bye-laws. Furthermore, consideration would be given by a Bermuda court to acts that are alleged to constitute a fraud against minority shareholders or, for instance, where an act requires the approval of a greater percentage of the company’s shareholders than that which actually approved it.
When the affairs of a company are being conducted in a manner that is oppressive or prejudicial to the interests of some shareholders, one or more shareholders may apply to the Supreme Court of Bermuda, which may make such order as it sees fit, including an order regulating the conduct of the company’s affairs in the future or ordering the purchase of the shares of any shareholders by other shareholders or by the company. Additionally, under our bye-laws and as permitted by Bermuda law,
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each shareholder has waived any claim or right of action against our directors or officers for any action taken by directors or officers in the performance of their duties, except for actions involving fraud or dishonesty. In addition, the rights of holders of our common shares and the fiduciary responsibilities of our directors under Bermuda law are not as clearly established as under statutes or judicial precedent in existence in jurisdictions in the United States, particularly the State of Delaware. Therefore, holders of our common shares may have more difficulty protecting their interests than would shareholders of a corporation incorporated in a jurisdiction within the United States.
There are regulatory limitations on the ownership and transfer of our common shares.
Common shares may be offered or sold in Bermuda only in compliance with the provisions of the Investment Business Act 2003 and the Exchange Control Act 1972 and related regulations of Bermuda, which regulate the sale of securities in Bermuda. In addition, the permission of the BMA is required under the provisions of the Exchange Control Act 1972 and related regulations for all issuances and transfers of shares of Bermuda companies to or from a non-resident of Bermuda for exchange control purposes, other than where the BMA has granted a general permission. The BMA, in its notice to the public dated June 1, 2005 has granted a general permission for the issue and subsequent transfer of any securities of a Bermuda company from and/or to a non-resident of Bermuda for exchange control purposes for so long as any “equity securities” of such company are listed on an appointed stock exchange, which includes the NASDAQ Stock Market. This general permission will apply to our common shares, but would cease to apply if we were to cease to be listed on the NASDAQ Stock Market.
In connection with the IPO, we received consent from the BMA to issue and transfer freely any of our shares, options, warrants, depository receipts, rights loan notes, debt instruments or other securities to and among persons who are either residents or non-residents of Bermuda for exchange control purposes.
The Insurance Act requires that where the shares of the registered insurer, or the shares of its parent company, are traded on a recognized stock exchange, and a person becomes a 10%, 20%, 33% or 50% shareholder controller of the insurer, that person shall, within 45 days, notify the BMA in writing that he has become such a controller. In addition, a person who is a shareholder controller of ana Class 3A or Class 3B insurer whose shares or the shares of its parent company (if any) are traded on a recognized stock exchange must serve on the BMA a notice in writing that he has reduced or disposed of his holding in the insurer where the proportion of voting rights in the insurer held by him will have reached or has fallen below 10%, 20%, 33% or 50% as the case may be, not later than 45 days after such disposal. This requirement will apply to us as long as our shares are listed on the NASDAQ Stock Market or another stock exchange recognized by the BMA. The BMA may, by written notice, object to a person holding 10%, 20%, 33% or 50% of our common shares if it appears to the BMA that the person is not fit and proper to be such a holder. The BMA may require the holder to reduce its shareholding in us and may direct, among other things, that the voting rights attaching to its shares shall not be exercisable. A person that does not comply with such a notice or direction from the BMA will be guilty of an offense.
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JRG Re and Carolina Re are also required to notify the BMA in writing in the event any person has become or has ceased to be a controller or an officer of it (an officer includes a director, chief executive or senior executive performing duties of underwriting, actuarial, risk management, compliance, internal audit, finance or investment matters).​​​​
Except in connection with the settlement of trades or transactions entered into through the facilities of the NASDAQ Stock Market, our board of directors may generally require any shareholder or any person proposing to acquire our common shares to provide the information required under our bye-laws. If any such shareholder or proposed acquiror does not provide such information, or if our board of directors has reason to believe that any certification or other information provided pursuant to any such request is inaccurate or incomplete, our board of directors may decline to register any transfer or to effect any issuance or purchase of our common shares to which such request is related.
In addition, the insurance holding company laws and regulations of the states in which our insurance companies are domiciled generally require that, before a person can acquire direct or indirect control of an insurer domiciled in the state, and in some cases prior to divesting its control, prior written approval must be obtained from the insurer’s domiciliary state insurance regulator. In addition to insurance holding company laws and regulations, under the Organizational Permit issued by the California Department of Insurance to Falls Lake Fire and Casualty Company, Falls Lake Fire and Casualty Company, as a new insurer, was required to enter into an agreement with Falls Lake National restricting the transfer of Falls Lake Fire and Casualty Company’s shares for a five-year period commencing January 1, 2016. Specifically, under the agreement, the restriction on share transfer is released automatically without further approval or consent by the California Department of Insurance, or any other party, at the following respective times: 5% at the end of the first year of the 5-year restriction period; an additional 5% at the end of the second year; an additional 10% at the end of the third year; an additional 20% at the end of the fourth year; and the remainder at the end of the fifth year. Therefore, under the Organizational Permit and the Agreement Restricting Shares, Falls Lake National’s ability to directly or indirectly transfer the shares of Falls Lake Fire and Casualty Company to anyone without the prior written approval of the California Department of Insurance is limited. These laws and the similar conditions applicable to Falls Lake Fire and Casualty Company’s shares may discourage potential acquisition proposals and may delay, deter or prevent an investment in or a change of control involving us, or one or more of our regulated
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subsidiaries, including transactions that our management and some or all of shareholders might consider desirable. Pursuant to applicable laws and regulations, “control” over an insurer is generally presumed to exist if any person, directly or indirectly, owns, controls, holds the power to vote or holds proxies representing, 10% or more of the voting securities of that reinsurer or insurer. Indirect ownership includes ownership of the Company’s common shares.
General Risk Factors
We rely on our systems and employees, and those of certain third-party vendors and service providers in conducting our operations, and certain failures, including internal or external fraud, operational errors, systems malfunctions, or cyber-security incidents, could materially adversely affect our operations.
We are exposed to many types of operational risk, including the risk of fraud by employees and outsiders, clerical and recordkeeping errors and computer or telecommunications systems malfunctions. Our business depends on our ability to process a large number of increasingly complex transactions. If any of our operational, accounting, or other data processing systems fail or have other significant shortcomings, we could be materially adversely affected. Similarly, we depend on our employees and could be materially adversely affected if one or more of our employees causes a significant operational breakdown or failure, either as a result of human error, intentional sabotage or fraudulent manipulation of our operations or systems.
Third parties with whom we do business, including vendors that provide services or security solutions for our operations, could also be sources of operational and information security risk to us, including from breakdowns, failures, or capacity constraints of their own systems or employees. Any of these occurrences could diminish our ability to operate our business, or cause financial loss, potential liability to insureds, inability to secure insurance, reputational damage or regulatory intervention, which could materially adversely affect us.
We rely on a combination of contractual rights and copyright, trademark, patent and trade secret laws to establish and protect our intellectual property. Although we seek to protect our intellectual property rights, third parties may infringe or misappropriate intellectual property. We may have to litigate to enforce and protect intellectual property and to determine its scope, validity or enforceability, which could divert significant resources and prove unsuccessful.
We may be subject to claims by third parties for patent, trademark or copyright infringement or breach of usage rights. Any such claims and any resulting litigation could result in significant expense and liability. If third party providers or we are found to have infringed a third party intellectual property rights, either of us could be enjoined from providing certain products or services or from utilizing and benefiting from certain methods, processes, copyrights, trademarks, trade secrets or licenses. Alternatively, we could be required to enter into costly licensing arrangements with third parties or implement a costly work-around. Any of these scenarios could have a material effect on our business or results of operations.
We rely on multiple proprietary operating systems as well as operating systems of third-party providers to issue policies, pay claims, run modeling functions and complete various internal processes. We may be subject to disruptions of such operating systems arising from events that are wholly or partially beyond our control, which may include, for example, electrical or telecommunications outages, natural or man-made disasters, such as earthquakes, hurricanes, floods or tornados, or events arising from criminal or terrorist acts. Such disruptions may give rise to losses in service to insureds and loss or liability to us. In addition, there is the risk that our controls and procedures as well as our business continuity, disaster recovery and data security systems prove to be inadequate. The computer systems and network systems we and others use could be vulnerable to unforeseen problems. These problems may arise in both our internally developed systems and the systems of third-party service providers. In addition, our computer systems and network infrastructure present security risks and could be susceptible to hacking, computer viruses, data breaches, or ransomware attacks. Any such failure could affect our operations and could
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Item 1B.UNRESOLVED STAFF COMMENTS
materially adversely affect our results of operations by requiring us to expend significant resources to correct the defect, as well as by exposing us to litigation or losses not covered by insurance. Although we have business continuity plans and other safeguards in place, our business operations may be materially adversely affected by significant and widespread disruption to our physical infrastructure or operating systems and those of third-party service providers that support our business.
Our operations rely on the secure processing, transmission and storage of confidential information in our computer systems and networks. Our technologies, systems and networks may become the target of cyber-attacks or information security breaches that could result in the unauthorized release, gathering, monitoring, misuse, loss or destruction of our or our insureds’ or reinsured’s confidential, proprietary and other information, or otherwise disrupt our or our insureds’, reinsured’s or other third parties’ business operations, which in turn may result in legal claims, regulatory scrutiny and liability, reputational damage, the incurrence of costs to eliminate or mitigate further exposure and the loss of customers. Although to date we have not experienced any material losses relating to cyber-attacks or other information security breaches, there can be no assurance that we will not suffer such losses in the future. While we make efforts to maintain the security and integrity of our information technology networks and related systems, and we have implemented various measures and an incident response protocol to manage the risk of, or respond to, a security breach or disruption, there can be no assurance that our security efforts and measures will be effective or that attempted security breaches or disruptions would not be successful or damaging. In addition, our results of operations could be materially adversely affected if one of our business partners, such as brokers, general agents or third party claims administrators, experiences disruptions to their operating systems and/or a cybersecurity breach, as such disruption or breach could reduce submission flow, policy issuance, claims settlement, and/or make us more vulnerable to a cybersecurity breach ourselves. Our risk and exposure to these matters remains heightened because of, among other things, the evolving nature of these threats and the outsourcing of some of our business operations. As a result, cyber-security and the continued development and enhancement of our controls, processes and practices designed to protect our systems, computers, software, data and networks from attack, damage or unauthorized access remain a priority. As cyber-threats continue to evolve, we may be required to expend significant additional resources to continue to modify or enhance our protective measures or to investigate and remediate any information security vulnerabilities.
Disruptions or failures in the physical infrastructure or operating systems that support our business and customers, or cyber-attacks or security breaches of the networks, systems or devices that our customers use to access our products and services could result in customer attrition, regulatory fines, penalties or intervention, reputational damage, reimbursement or other compensation costs, and/or additional compliance costs, any of which could materially adversely affect our financial condition or results of operations.
Our operating results have in the past varied from quarter to quarter and may not be indicative of our long-term prospects.
Our operating results are subject to fluctuation and have historically varied from quarter to quarter. We expect our quarterly results to continue to fluctuate in the future due to a number of factors, including the general economic conditions in the markets where we operate, the frequency of occurrence or severity of catastrophic or other insured events, fluctuating interest rates, claims exceeding our loss reserves, competition in our industry, deviations from expected renewal rates of our existing policies and contracts, adverse investment performance and the cost of reinsurance and retrocessional coverage.
In particular, we seek to underwrite products and make investments to achieve favorable returns on tangible equity over the long term. In addition, our opportunistic nature and focus on long-term growth in tangible equity may result in fluctuations in total premiums written from period to period as we concentrate on underwriting contracts that we believe will generate better long-term, rather than short-term, results. Accordingly, our short-term results of operations may not be indicative of our long-term prospects.
We may not be able to manage our growth or other changes effectively.
We intend to continue to grow our business, may attempt to enter new business lines, and may also face changes from market, legal or regulatory developments. Such growth, new business lines, and changes could require additional capital, systems development and skilled personnel. We cannot assure you that we will be able to meet our capital needs, expand and maintain our systems and our internal controls effectively, allocate our human resources optimally, identify and hire qualified employees or incorporate effectively the components of any businesses we may acquire in our effort to achieve growth. The failure to manage our growth and other changes effectively could have a material adverse effect on our business, financial condition and results of operations.
Litigation and legal proceedings against us or our subsidiaries could have a material adverse effect on our business, financial condition and/or results of operations.
We or our subsidiaries are or may be named as defendants in various legal actions, including commercial matters and litigation regarding insurance claims which arise in the ordinary course of business. We believe that the outcome of presently pending matters, individually and in the aggregate, will not have a material adverse effect on our consolidated financial position. However, the outcomes of lawsuits cannot be predicted and, if determined adversely, could require us to pay
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significant damage amounts or to change aspects of our operations, which could have a material adverse effect on our financial results.
Changes in accounting practices and future pronouncements may materially affect our reported financial results.
Developments in accounting practices may require us to incur considerable additional expenses to comply, particularly if we are required to prepare information relating to prior periods for comparative purposes or to apply the new requirements retroactively. The impact of changes in current accounting practices and future pronouncements cannot be predicted but may affect the calculation of net income, shareholders’ equity and other relevant financial statement line items.
Further, our U.S. insurance subsidiaries are required to comply with statutory accounting principles (“SAP”). SAP and various components of SAP (such as actuarial reserving methodology) are subject to constant review by the NAIC and its task forces and committees, as well as state insurance departments, in an effort to address emerging issues and otherwise improve financial reporting. Various proposals are pending before committees and task forces of the NAIC, some of which, if enacted, could have negative effects on insurance industry participants. The NAIC continuously examines existing laws and regulations in the United States. We cannot predict whether or in what form such reforms will be enacted and, if so, whether the enacted reforms will positively or negatively affect us.
In addition, the NAIC Accounting Practices and Procedures manual provides that state insurance departments may permit insurance companies domiciled in their jurisdiction to depart from SAP by granting them permitted accounting practices. We cannot predict whether or when the insurance departments of the states of domicile of our competitors may permit them to utilize advantageous accounting practices that depart from SAP, the use of which may not be permitted by the insurance departments of the states of domicile of our U.S. insurance subsidiaries. Further, we cannot assure that future changes to SAP or components of SAP or the grant of permitted accounting practices to our competitors will not have a negative impact on us.
Failure to maintain effective internal controls in accordance with Sarbanes-Oxley could have a material adverse effect on our business and common share price.
As a public company with SEC reporting obligations, we are required to document and test our internal control procedures to satisfy the requirements of Section 404(b) of Sarbanes-Oxley, which require annual assessments by management of the effectiveness of our internal control over financial reporting.
During the course of our assessment, we may identify deficiencies that we are unable to remediate in a timely manner. Testing and maintaining our internal control over financial reporting may also divert management’s attention from other matters that are important to the operation of our business. We may not be able to conclude on an ongoing basis that we have effective internal control over financial reporting in accordance with Section 404(b) of Sarbanes-Oxley. If we conclude that our internal control over financial reporting is not effective, we cannot be certain as to the timing of completion of our evaluation, testing and remediation actions or its effect on our operations. Moreover, any material weaknesses or other deficiencies in our internal control over financial reporting may impede our ability to file timely and accurate reports with the SEC. Any of the above could cause investors to lose confidence in our reported financial information or our common share listing on the NASDAQ Stock Market to be suspended or terminated, which could have a negative effect on the trading price of our common shares.
We cannot assure you that we will declare or pay dividends on our common shares in the future.
The declaration, payment and amount of dividends is subject to the discretion of our board of directors. Our board of directors may take into account a variety of factors when determining whether to declare any dividends, including (1) our financial condition, liquidity, results of operations (including our ability to generate cash flow in excess of expenses and our expected or actual net income), retained earnings and collateral and capital requirements, (2) general business conditions, (3) legal, tax and regulatory limitations, (4) contractual prohibitions and other restrictions, (5) the effect of a dividend or dividends upon our financial strength ratings and (6) any other factors that our board of directors deems relevant. See also “Item 5. Market For Registrant’s Common Equity, Related Stockholder Matters and Issuer Purchases Of Equity Securities - Dividends.” We cannot assure you that we will continue to pay dividends in the future, or that the amount of any such dividend will not decline from prior dividends we have paid.
Item 1B.    UNRESOLVED STAFF COMMENTS
Not applicable.
Item 2.PROPERTIES
Item 2.    PROPERTIES
We lease office space in Bermuda, where our principal executive office is located and our casualty reinsurance segment is based. We also lease offices in (1) Chapel Hill, North Carolina, where our U.S. holding company, James River Group is based, (2) Raleigh, North Carolina, Santa Margarita, California, Princeton, New Jersey, and Saratoga Springs, New York where we conduct business in our Specialty Admitted Insurance segment and (3) Richmond, Virginia, Scottsdale, Arizona and Atlanta, Georgia for the conduct of business in our Excess and Surplus Lines segment. We
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believe that our facilities are adequate for our current needs and that suitable additional or substitute space will be available as needed.
Item 3.LEGAL PROCEEDINGS
Item 3.    LEGAL PROCEEDINGS
We are party toinvolved in various legal proceedings, including commercial matters and litigation regarding insurance claims which arise in the ordinary course of business. We believe that the outcome of such matters, individually and in the aggregate, willis not reasonably likely to have a material adverse effect on our consolidated financial position, results of operations or cash flows.
Item 4.MINE SAFETY DISCLOSURE
Item 4.    MINE SAFETY DISCLOSURE
Not applicable.
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PART II
Item 5.
MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Item 5.    MARKET FOR REGISTRANT’S COMMON EQUITY, RELATED STOCKHOLDER MATTERS AND ISSUER PURCHASES OF EQUITY SECURITIES
Market Information
Our common shares began trading on the NASDAQ Global Select Market under the symbol “JRVR” on December 12, 2014. Prior to that time, there was no public market for our common shares. As of February 25, 2019,2021, there were approximately 8 holders of record of our common shares.
Dividends
We paid dividends of  $0.30 per share in each quarter of 2020, 2019, 2018 and 2017. We also paid a special dividend of  $0.50 per share in the fourth quarter of 2017. We paid dividends of  $0.20 per share in each of the first three quarters of 2016 and, in the fourth quarter, a $0.30 per share dividend plus a special dividend of $1.35 per share.
We are a holding company that has no substantial operations of our own, and we rely primarily on cash dividends or distributions from our subsidiaries to pay our operating expenses and dividends to shareholders. The payment of dividends by our insurance and reinsurance subsidiaries is limited under the laws and regulations of their respective domicile. These regulations stipulate the maximum amount of annual dividends or other distributions available to shareholders without prior approval of the relevant regulatory authorities. Additionally, dividends from our U.S. subsidiaries to our U.K. intermediate holding company are generally subject to a 5% withholding tax by the IRS. Under U.K. domestic law, no withholding tax is applied to dividends paid by U.K. tax resident companies. As a result of such regulations, or a change in applicable tax law, we may not be able to pay our operating expenses as they become due and our payment of future dividends to shareholders may be limited. See “Risk Factors — Risks Related to Ownership of Our Common Shares—We depend upon dividends and distributions from our subsidiaries, and we may be unable to distribute dividends to our shareholders to the extent we do not receive dividends from our subsidiaries,” and “—Dividends paid by our U.S. subsidiaries to James River UK may not be eligible for benefits under the U.S.-U.K. income tax treaty.”
The declaration, payment and amount of future dividends is subject to the discretion of our board of directors. Our board of directors will give consideration to various risks and uncertainties, including those discussed under the headings “Risk Factors” and “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this Annual Report when determining whether to declare and pay dividends, as well as the amount thereof. Our board of directors may take into account a variety of factors when determining whether to declare any future dividends, including (1) our financial condition, liquidity, results of operations (including our ability to generate cash flow in excess of expenses and our expected or actual net income), retained earnings and collateral and capital requirements, (2) general business conditions, (3) legal, tax and regulatory limitations, (4) contractual prohibitions and other restrictions, (5) the effect of a dividend or dividends upon our financial strength ratings and (6) any other factors that our board of directors deems relevant.
Performance Graph
The graph below compares the cumulative 5-Year total shareholder return of our common shares relative to the cumulative total returns of the Russell 2000 index and a selected peer group of sevensix companies that includes Amerisafe Inc., Argo Group International Holdings Ltd, Kinsale Capital Group Inc., Markel Corp, Navigators Group Inc., RLI Corp and W. R. Berkley Corp. The companies in the peer group are weighted by market capitalization. The calculation of cumulative total shareholder return assumes an initial investment of $100 and the reinvestment of all dividends, if any, for the period from December 12, 2014 (the date of our initial public offering)31, 2015 through December 31, 2018.2020. Such returns are based on historical results and are not intended to suggest future performance.
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jrvr-20201231_g2.jpg
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Copyright© 2021 Russell Investment Group. All rights reserved.
12/1512/1612/1712/1812/1912/20
 12/12/2014 12/14 12/15 12/16 12/17 12/18
James River Group Holdings, Ltd. 100.00 107.11 166.93 219.56 220.59 207.89James River Group Holdings, Ltd.100.00131.53132.15124.54144.32177.09
Russell 2000 100.00 104.65 100.03 121.34 139.11 123.79Russell 2000100.00121.31139.08123.76155.35186.36
Peer Group 100.00 101.78 123.89 139.82 159.20 163.62Peer Group100.00111.59129.22130.39162.62163.55
The performance graph and related information shall not be deemed “soliciting material” or to be “filed” with the SEC for purposes of Section 18 of the Securities Exchange Act of 1934, as amended, or the Exchange Act, or otherwise subject to the liabilities under that Section, and shall not be deemed to be incorporated by reference into any future filing under the Securities Act of 1933, as amended, or the Exchange Act, except to the extent that we specifically incorporate it by reference into such filing.
Item 6.    SELECTED FINANCIAL DATA
Not applicable.
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Item 6.
SELECTED FINANCIAL DATA
The following tables present selected historical financial information of James River Group Holdings, Ltd. derived from our consolidated balance sheets as of December 31, 2018, 2017, 2016, 2015 and 2014, and the related consolidated statements of income and comprehensive income, changes in shareholders’ equity and cash flows for each of the five years in the period ended December 31, 2018, which have been audited by Ernst & Young LLP.
You should read this selected financial data along with the consolidated financial statements and accompanying notes included elsewhere in this Annual Report, as well as the section of this Annual Report titled “Management’s Discussion and Analysis of Financial Condition and Results of Operations.”
 Year Ended December 31,
 2018 2017 2016 2015 2014
 ($ in thousands, except for per share data)
Operating Results:          
Gross written premiums(1)
 $1,166,773
 $1,081,905
 $737,398
 $572,194
 $518,767
Ceded written premiums(2)
 (404,101) (315,279) (179,690) (101,162) (68,684)
Net written premiums $762,672
 $766,626
 $557,708
 $471,032
 $450,083
Net earned premiums $815,398
 $741,109
 $515,663
 $461,205
 $396,212
Net investment income 61,256
 61,119
 52,638
 44,835
 43,005
Net realized investment (losses) gains (5,479) (1,989) 7,565
 (4,547) (1,336)
Other income 14,424
 17,386
 10,361
 3,428
 1,122
Total revenues 885,599
 817,625
 586,227
 504,921
 439,003
Losses and loss adjustment expenses 600,276
 555,377
 325,421
 279,016
 237,368
Other operating expenses 201,035
 196,993
 170,828
 157,803
 133,055
Other expenses 1,300
 539
 1,590
 730
 16,012
Interest expense 11,553
 8,974
 8,448
 6,999
 6,347
Amortization of intangible assets 597
 597
 597
 597
 597
Total expenses 814,761
 762,480
 506,884
 445,145
 393,379
Income before income tax expense 70,838
 55,145
 79,343
 59,776
 45,624
Income tax expense 7,008
 11,579
 4,872
 6,279
 939
Net income $63,830
 $43,566
 $74,471
 $53,497
 $44,685
Adjusted net operating income(4)
 $70,596
 $47,385
 $71,318
 $61,090
 $58,424
Per share data:          
Basic earnings per share $2.14
 $1.48
 $2.56
 $1.87
 $1.57
Diluted earnings per share $2.11
 $1.44
 $2.49
 $1.82
 $1.55
Dividends declared per share $1.20
 $1.70
 $2.25
 $1.64
 $2.45
Weighted — average shares outstanding — diluted 30,307,101
 30,273,149
 29,894,378
 29,334,918
 28,810,301
TABLEItem 7.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF CONTENTS

 At or for the Year Ended December 31,
 2018 2017 2016 2015 2014
 ($ in thousands, except for per share amounts and ratios)
Balance Sheet Data:          
Cash and invested assets $1,850,303
 $1,611,149
 $1,442,114
 $1,350,697
 $1,310,628
Reinsurance recoverables 485,715
 313,816
 185,614
 143,086
 128,979
Goodwill and intangible assets 219,368
 220,165
 220,762
 221,359
 221,956
Total assets 3,136,776
 2,756,695
 2,346,533
 2,055,497
 1,959,292
Reserve for losses and loss adjustment expenses 1,661,459
 1,292,349
 943,865
 785,322
 716,296
Unearned premiums 386,473
 418,114
 390,563
 301,104
 277,579
Senior debt 118,300
 98,300
 88,300
 88,300
 88,300
Junior subordinated debt 104,055
 104,055
 104,055
 104,055
 104,055
Total liabilities 2,427,535
 2,061,996
 1,653,312
 1,374,459
 1,271,371
Total stockholders’ equity 709,241
 694,699
 693,221
 681,038
 687,921
GAAP Underwriting Ratios:          
Loss ratio(5)
 73.6% 74.9% 63.1% 60.5% 59.9%
Expense ratio(6)
 23.0% 24.3% 31.2% 33.5% 33.4%
Combined ratio(7)
 96.6% 99.2% 94.3% 94.0% 93.3%
Other Data:          
Tangible equity(8)
 $489,873
 $474,534
 $472,459
 $459,679
 $465,965
Tangible equity per common share outstanding $16.34
 $15.98
 $16.15
 $15.88
 $16.33
Debt to total capitalization ratio(9)
 23.9% 22.6% 21.7% 22.0% 21.9%
Regulatory capital and surplus(10)
 $681,161
 $628,877
 $605,298
 $601,436
 $593,580
Net written premiums to surplus ratio(3)
 1.1x
 1.2x
 0.9x
 0.8x
 0.8x
(1)
The amount received or to be received for insurance policies written or assumed by us during a specific period of time without reduction for acquisition costs, reinsurance costs or other deductions.
(2)
The amount of written premiums ceded to (reinsured by) other insurers.
(3)
We believe this measure is useful in evaluating our insurance subsidiaries’ operating leverage. It may not be comparable to the definition of net written premiums to surplus ratio for other companies.
(4)Adjusted net operating income is a non-GAAP measure. We define adjusted net operating income as net income excluding net realized investment gains and losses, expenses related to due diligence costs for various merger and acquisition activities, severance costs associated with terminated employees, impairment charges on goodwill and intangible assets, gains on extinguishment of debt, expenses on a leased building we are deemed to own for accounting purposes, and professional services and other expenses associated with securities offerings and the payment of special dividends. We use adjusted net operating income as an internal performance measure in the management of our operations because we believe it gives our management and other users of our financial information useful insight into our results of operations and our underlying business performance. Adjusted net operating income should not be viewed as a substitute for net income in accordance with GAAP. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations—Reconciliation of Non-GAAP Measures” for a reconciliation of adjusted net operating income to net income in accordance with GAAP.
(5)
The loss ratio is the ratio, expressed as a percentage, of losses and loss adjustment expenses to net earned premiums, net of the effects of reinsurance.
(6)
The expense ratio is the ratio, expressed as a percentage, of other operating expenses to net earned premiums.
(7)
The combined ratio is the sum of the loss ratio and the expense ratio. A combined ratio under 100% generally indicates an underwriting profit. A combined ratio over 100% generally indicates an underwriting loss.
TABLEFINANCIAL CONDITION AND RESULTS OF CONTENTSOPERATIONS

(8)
Tangible equity is shareholders’ equity less goodwill and intangible assets. Tangible equity should not be viewed as a substitute for shareholders’ equity calculated in accordance with GAAP. See “Management’s Discussion and Analysis of Financial Condition and Results of Operations — Reconciliation of Non-GAAP Measures” for a reconciliation of tangible equity to shareholders’ equity in accordance with GAAP.
(9)
The ratio, expressed as a percentage, of total indebtedness for borrowed money to the sum of total indebtedness for borrowed money and shareholders’ equity.
(10)For our U.S. insurance subsidiaries, the excess of assets over liabilities as determined in accordance with statutory accounting principles as determined by the NAIC. For our Bermuda reinsurer, shareholders’ equity in accordance with U.S. generally accepted accounting principles (“GAAP”).
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Item 7.
MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
The following discussion and analysis contains forward-looking statements and involves numerous risks and uncertainties, including those described under the heading “Risk Factors.” Actual results may differ materially from those contained in any forward-looking statements. You should read this discussion and analysis together with our audited consolidated financial statements and related notes included elsewhere in this Form 10-K.
Overview
James River Group Holdings, Ltd. is a Bermuda-based holding company. We own and operate a group of specialty insurance and reinsurance companies with the objective of generating compelling returns on tangible equity while limiting underwriting and investment volatility. We seek to accomplish this by consistently earning profits from insurance and reinsurance underwriting and generating meaningful risk-adjusted investment returns, while managing our capital opportunistically.capital.
For the year ended December 31, 2018,2020, approximately 67.6%70.2% of our group-wide gross written premiums originated from the U.S. E&S lines market including business assumed by our Casualty Reinsurance segment. We also have a specialty admitted insurance business in the United States. We intend to concentrate substantially all of our underwriting in casualty insurance and reinsurance, and for the year ended December 31, 2018,2020, we derived 98.5%97.0% of our group-wide gross written premiums from casualty insurance and reinsurance. We focus on writing business in specialty markets where our underwriters have particular expertise and where we have long-standing distribution relationships; maintaining a strong balance sheet with appropriate reserves; monitoring reinsurance recoverables carefully; managing our investment portfolio actively without taking undue risk; using technology to monitor trends in our business; responding rapidly to market opportunities and challenges; and actively managing our capital.
We report our business in four segments: Excess and Surplus Lines, Specialty Admitted Insurance, Casualty Reinsurance and Corporate and Other.
The Excess and Surplus Lines segment offers E&S commercial lines liability and property insurance in every U.S. state, and the District of Columbia, Puerto Rico and the U.S. Virgin Islands through James River Insurance and its wholly-owned subsidiary, James River Casualty. James River Insurance and James River Casualty are both non-admitted carriers. Non-admitted carriers writing in the E&S market are not bound by most of the rate and form regulations imposed on standard market companies, allowing them flexibility to change the coverage terms offered and the rate charged without the time constraints and financial costs associated with the rate and form filing process. In 2018,2020, the average account in this segment (excluding commercial auto policies) generated annual gross written premiums of approximately $20,000.$24,000. The Excess and Surplus Lines segment distributes primarily through wholesale insurance brokers. Members of our management team have participated in this market for over three decades and have long-standing relationships with the wholesale agents who place E&S lines accounts. The Excess and Surplus Lines segment produced 56.3%55.6% of our gross written premiums and 74.9%69.6% of our net written premiums for the year ended December 31, 2018.2020.
The Specialty Admitted Insurance segment focuses on niche classes within the standard insurance markets, such as workers’ compensation coverage for building trades, healthcare employees, goodslight manufacturing and services, manufacturing, specialty transportation,other light-to-medium hazard risks in select U.S. states and agriculture, and on the fronting and program business. In our fronting business, where we retain a small percentage of the risk and seek to earn fee income by allowing other carriers and producers to use our licensure, ratings, expertise and infrastructure. Given market conditions and availability of reinsurance for program opportunities, we began de-emphasizing program business in 2017. Through Falls Lake National and its subsidiaries, this segment has admitted licenses and the authority to write excess and surplus lines insurance in 4950 states and the District of Columbia and distributes through a variety of sources, including independent retail agents, program administrators and MGAs. The Specialty Admitted Insurance segment produced 32.1%32.5% of our gross written premiums and 7.3%9.2% of our net written premiums for the year ended December 31, 2018.2020.
The Casualty Reinsurance segment provides proportional and working layer casualty reinsurance to third parties and to our U.S.-based insurance subsidiaries. Typically, we structure our reinsurance contracts (also known as treaties) as quota share arrangements, with loss mitigating features, such as commissions that adjust based on underwriting results. We frequently include risk mitigating features in our working layer excess of loss treaties, such as paid reinstatements, which allow the ceding company to capture a greater percentage of the profits should the business prove more profitable than expected, or alternatively, with additional premiums should the business incur higher than expected losses. We believe these structures best align our interests with the interests of our cedents. On a net premium volume basis, treaties with loss mitigation features including sliding scale ceding commissions represented 81.7%68.3% of the grossnet premiums written by our Casualty Reinsurance segment during 2018.2020. We typically do not assume large individual risks in our Casualty Reinsurance segment, nor do we write property catastrophe reinsurance. Most of the underlying policies assumed by our Casualty Reinsurance segment have a $1.0 million per occurrence limit, and we typically assume only a portion of that exposure. We believe this structure reduces volatility in our underwriting results. We do not assume stand-alone third-party property business at our Casualty Reinsurance segment, but we do have a small amount
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of assumed business with ancillary property exposure. 83.7%72.1% of gross premiums written by our
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Casualty Reinsurance segment during 20182020 were general liability accounts assumed from E&S carriers.accounts. The Casualty Reinsurance segment distributes through reinsurance brokers. The Casualty Reinsurance segment produced 11.6%11.9% of our gross written premiums and 17.8%21.2% of our net written premiums for the year ended December 31, 2018.2020.
The Casualty Reinsurance segment writes third party business through two entities,one entity, JRG Re and Carolina Re. Through December 31, 2017, we had intercompany reinsurance agreements under which we ceded 70% of the net written premiums of our U.S. subsidiaries (after taking into account third-party reinsurance) to JRG Re. Effective January 1, 2018, we generally discontinued ceding 70% of our U.S.-written premiums to JRG Re and instead ceded 70% of our U.S.-written premiums to Carolina Re, a Bermuda-domiciled, wholly-owned subsidiary of James River Group, Inc. Carolina Re is a Class 3A reinsurer that made an irrevocable election to be taxed as a U.S. domestic corporation under Section 953(d) of the Code effective January 1, 2018. Carolina Re is also the cedent on a stop loss reinsurance treaty with JRG Re. This businessBusiness in the Casualty Reinsurance segment is ceded under proportional, or quota-share, reinsurance treaties that provide for an arm’s length ceding commission. We exclude the effects of intercompany reinsurance agreements from the presentation of our segment results, consistent with the way we manage the Company. At December 31, 2018, 54.9%2020, 43.7% of our cash and invested assets were held at JRG Re, which benefits from a favorable operating environment, including an absence of corporate income or investment taxes.
On December 22, 2017, the United States enacted Public Law No. 115-97, informally titled the Tax Cuts and Jobs Act (the “Tax Act”). The Tax Act significantly changed the U.S. Internal Revenue Code of 1986, as amended (the “Code”), including by reducing the U.S. corporate income tax rate from 35% to 21% and imposing a base erosion and anti-abuse tax (“BEAT”). In response to the Tax Act, we made changes to our structure in 2018 to minimize the impact of BEAT that included the formation of Carolina Re, a Bermuda-domiciled, wholly-owned subsidiary of James River Group, Inc. Carolina Re is a Class 3A reinsurer and made an irrevocable election to be taxed as a U.S. domestic corporation under Section 953(d) of the Code effective January 1, 2018. Carolina Re is also the cedent on a stop loss reinsurance treaty with JRG Re.
The Corporate and Other segment consists of the management and treasury activities of our holding companies, equity compensation for the group, and interest expense associated with our debt.
The A.M. Best financial strength rating for our group’s regulated insurance subsidiaries is “A” (Excellent). This rating reflects A.M. Best’s opinion of our insurance subsidiaries’ financial strength, operating performance and ability to meet obligations to policyholders and is not an evaluation directed towards the protection of investors.
Critical Accounting Policies and Estimates
We identified the accounting estimates below as critical to the understanding of our financial position and results of operations. Critical accounting estimates are defined as those estimates that are both important to the portrayal of our financial condition and results of operations and which require us to exercise significant judgment. We use significant judgment concerning future results and developments in applying these critical accounting estimates and in preparing our consolidated financial statements. These judgments and estimates affect the reported amounts of assets, liabilities, revenues and expenses and the disclosure of material contingent assets and liabilities. Actual results may differ materially from the estimates and assumptions used in preparing the consolidated financial statements. We evaluate our estimates regularly using information that we believe to be relevant. For a detailed discussion of our accounting policies, see the Notes to Consolidated Financial Statements included in this Form 10-K.
Reserve for Losses and Loss Adjustment Expenses
The reserve for losses and loss adjustment expenses represents our estimated ultimate cost of all reported and unreported losses and loss adjustment expenses incurred and unpaid at the balance sheet date. We do not discount this reserve. We estimate the reserve using individual case-basis valuations of reported claims and statistical analysis. We believe that the use of judgment is necessary to arrive at a best estimate for the reserve for losses and loss adjustment expenses given the long-tailed nature of the business we write and the limited operating experience of the Casualty Reinsurance segment and of the fronting and program business in the Specialty Admitted Insurance segment and the commercial auto business in our Excess and Surplus lines segment. In applying this judgment, we frequently establish reserves that differ from our internal actuaries’ estimate. We seek to establish reserves that will ultimately prove to be adequate. If we have indications that claims frequency or severity exceeds our initial expectations, we generally increase our reserves for losses and loss adjustment expenses. Conversely, when claims frequency and severity trends are more favorable than initially anticipated, we generally reduce our reserves for losses and loss adjustment expenses once we have sufficient data to confirm the validity of the favorable trends.
Our Excess and Surplus Lines and Specialty Admitted Insurance segments generally are notified of losses by our insureds or their brokers. Based on the information provided, we establish case reserves by estimating the ultimate losses from the claim, including administrative costs associated with the ultimate settlement of the claim. Our claims department personnel use their knowledge of the specific claim along with internal and external experts, including underwriters and legal counsel, to estimate the expected ultimate losses.
Our Casualty Reinsurance segment generally establishes case reserves based on reports received from ceding companies or their brokers. For excess of loss contracts, we are typically notified of insurance losses on specific contracts, and we record
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case reserves based on the estimated ultimate losses on each claim. For proportional contracts, we typically receive aggregated claims information and record case reserves based on that information.
We also use statistical analysis to estimate the cost of losses and loss adjustment expenses that have been incurred but not reported to us. Those estimates are based on our historical information, industry information and estimates of future trends that may affect the frequency of claims and changes in the average cost of claims (severity) that may arise in the future.
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The Company’s gross reserve for losses and loss adjustment expenses at December 31, 20182020 was $1,661.5$2,192.1 million. Of this amount, 62.4%58.7% relates to IBNR. The Company’s gross reserve for losses and loss adjustment expenses by segment are summarized as follows:
Gross Reserves at December 31, 2020
 Gross Reserves at December 31, 2018
 Case IBNR Total 
IBNR %
of Total
 ($ in thousands)
CaseIBNRTotalIBNR %
of Total
($ in thousands)
Excess and Surplus Lines $352,015
 $608,548
 $960,563
 63.4%Excess and Surplus Lines$534,469 $741,585 $1,276,054 58.1 %
Specialty Admitted Insurance 161,916
 264,399
 426,315
 62.0%Specialty Admitted Insurance243,694 356,615 600,309 59.4 %
Casualty Reinsurance 110,339
 164,242
 274,581
 59.8%Casualty Reinsurance127,624 188,093 315,717 59.6 %
Total $624,270
 $1,037,189
 $1,661,459
 62.4%Total$905,787 $1,286,293 $2,192,080 58.7 %
The Company’s net reserve for losses and loss adjustment expenses prior to the $335,000 allowance for credit losses on reinsurance recoverables at December 31, 20182020 was $1,194.1$1,386.1 million. Of this amount, 61.5%55.3% relates to IBNR. The Company’s net reserve for losses and loss adjustment expenses by segment are summarized as follows:
Net Reserves at December 31, 2020
 Net Reserves at December 31, 2018
 Case IBNR Total 
IBNR %
of Total
 ($ in thousands)
CaseIBNRTotalIBNR %
of Total
($ in thousands)
Excess and Surplus Lines $320,783
 $514,160
 $834,943
 61.6%Excess and Surplus Lines$455,817 $527,537 $983,354 53.6 %
Specialty Admitted Insurance 32,347
 56,951
 89,298
 63.8%Specialty Admitted Insurance38,420 56,473 94,893 59.5 %
Casualty Reinsurance 106,695
 163,152
 269,847
 60.5%Casualty Reinsurance125,506 182,308 307,814 59.2 %
Total $459,825
 $734,263
 $1,194,088
 61.5%Total$619,743 $766,318 $1,386,061 55.3 %
Our Reserve Committee consistsCommittees consist of our Chief Actuary, President and Chief Executive Officer, Chief Operating Officer, Chief Financial Officer, and Chief Accounting Officer. Additionally, the presidents, chief financial officers and chief actuaries of each of our three operatinginsurance segments assist inare also members of the evaluations ofReserve Committee for their respective segments. The Reserve Committee meetsCommittees meet quarterly to review the actuarial recommendations made by each chief actuary and uses itsuse their best judgment to determine the best estimate to be recorded for the reserve for losses and loss adjustment expenses on our quarterly balance sheet. The Reserve Committee believes that using judgment to supplement the actuarial recommendations is necessary to arrive at a best estimate given the nature of the business that we write and the limited operating experience of the Casualty Reinsurance segment, the fronting and program business in the Specialty Admitted Insurance segment and the commercial auto underwriting division in the Excess and Surplus Lines segment.
The process of estimating the reserve for losses and loss adjustment expenses requires a high degree of judgment and is subject to a number of variables. In establishing the quarterly actuarial recommendation for the reserve for losses and loss adjustment expenses, our internal actuaries estimate an initial expected ultimate loss ratio for each of our product lines by accident year (or for our Casualty Reinsurance segment, on a contract by contract basis). Input from our underwriting and claims departments, including premium pricing assumptions and historical experience, are considered by our internal actuaries in estimating the initial expected loss ratios. Our actuaries generally utilize five actuarial methods in their estimation process for the reserve for losses and loss adjustment expenses. These five methods utilize, to varying degrees, the initial expected loss ratio, detailed statistical analysis of past claims reporting and payment patterns, claims frequency and severity, paid loss experience, industry loss experience, and changes in market conditions, policy forms, exclusions, and exposures. The five actuarial methods that we use in our reserve estimation process are:
Expected Loss Method
The Expected Loss method multiplies earned premiums by an initial expected loss ratio.
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Incurred Loss Development Method
The Incurred Loss Development method uses historical loss reporting patterns to estimate future loss reporting patterns. In this method, our actuaries apply historical loss reporting patterns to develop incurred loss development factors that are applied to current reported losses to calculate expected ultimate losses.
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Paid Loss Development Method
The Paid Loss Development method is similar to the Incurred Loss Development method, but it uses historical loss payment patterns to estimate future loss payment patterns. In this method, our actuaries apply historical loss payment patterns to develop paid loss development factors that are applied to current paid losses to calculate expected ultimate losses.
Bornhuetter-Ferguson Incurred Loss Development Method
The Bornhuetter-Ferguson Incurred Loss Development method divides the projection of ultimate losses into the portion that has already been reported and the portion that has yet to be reported. The portion that has yet to be reported is estimated as the product of premiums earned for the accident year, the initial expected ultimate loss ratio and an estimate of the percentage of ultimate losses that are unreported at the valuation date.
Bornhuetter-Ferguson Paid Loss Development Method
The Bornhuetter-Ferguson Paid Loss Development method is similar to the Bornhuetter-Ferguson Incurred Loss Development method, except this method divides the projection of ultimate losses into the portion that has already been paid and the portion that has yet to be paid. The portion that has yet to be paid is estimated as the product of premiums earned for the accident year, the initial expected ultimate loss ratio and an estimate of the percentage of ultimate losses that are unpaid at the valuation date.
Different reserving methods are appropriate in different situations, and our actuaries use their judgment and experience to determine the weighting of the methods detailed above to use for each accident year and each line of business and, for our Casualty Reinsurance segment, on a contract by contract basis. For example, the current accident year has very little incurred and paid loss development data on which to base reserve projections. As a result, we rely heavily on the Expected Loss Method in estimating reserves for the current accident year. We generally set our initial expected loss ratio for the current accident year consistent with our pricing assumptions. We believe that this is a reasonable and appropriate reserving assumption for the current accident year since our pricing assumptions are actuarially driven and since we expect to make an acceptable return on the new business that we write. If actual loss emergence is better than our initial expected loss ratio assumptions, we will experience favorable development, and if it is worse than our initial expected loss ratio assumptions, we will experience adverse development. Conversely, sufficient incurred and paid loss development is available for our oldest accident years, so more weight is given to the Incurred Loss Development method and the Paid Loss Development method than the Expected Loss method. The Bornhuetter-Ferguson Incurred Loss Development and Paid Loss Development methods blend features of the Expected Loss method and the Incurred and Paid Loss Development methods. The Bornhuetter-Ferguson methods are typically used for the more recent prior accident years.
In applying these methods to develop an estimate of the reserve for losses and loss adjustment expenses, our internal actuaries use judgment to determine three key parameters for each accident year and line of business: the initial expected loss ratios, the incurred and paid loss development factors and the weighting of the five actuarial methods to be used for each accident year and line of business. For the Excess and Surplus Lines and Specialty Admitted Insurance segments, the actuary performs a study on each of these parameters annually and makes recommendations for the initial expected loss ratios, the incurred and paid loss development factors and the weighting of the five actuarial methods by accident year and line of business. Members of the Reserve Committee review and approve the parameter review actuarial recommendations, and these approved parameters are used in the reserve estimation process for the next four quarters at which time a new parameter study is performed. For the Casualty Reinsurance segment, periodic assessments are made on a contract by contract basis with the goal of keeping the initial expected loss ratios and the incurred and paid loss development factors as constant as possible until sufficient evidence presents itself to support adjustments. Method weights are generally less rigid for the Casualty Reinsurance segment given the heterogeneous nature of the various contracts, and the potential for significant changes in mix of business within individual treaties.
We engage an independent internationally recognized actuarial consulting firm to review our reserves for losses and loss adjustment expenses twice each year, once prior to closing the third quarter and once for the closing of the fourth quarter. This independent actuarial consulting firm prepares its own estimate of our reserve for loss and loss adjustment expenses, and we compare their estimate to the reserve for losses and loss adjustment expenses reviewed and approved by the Reserve Committee in order to gain additional comfort on the adequacy of our reserves.
The table below quantifies the impact of extreme reserve deviations from our expected value at December 31, 2018.2020. The total carried net reserve for losses and loss adjustment expenses is displayed alongside 5th, 50th and 95th percentiles of likely
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ultimate net reserve outcomes. The estimates of these percentiles are a result of a reserve variability analysis using a simulation approach.
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Sensitivity 5th Pct. 50th Pct. Carried 95th Pct.Sensitivity5th Pct.50th Pct.Carried95th Pct.
 (in thousands)
(in thousands)
Reserve for losses and loss adjustment expenses $1,061,245
 $1,191,249
 $1,194,088
 $1,337,509
Reserve for losses and loss adjustment expenses$1,268,038 $1,379,613 $1,386,061 $1,585,399 
Changes in reserves (132,843) (2,839) 
 143,421
Changes in reserves(118,023)(6,448)— 199,338 
The impact of recording the net reserve for losses and loss adjustment expenses at the highest value from the sensitivity analysis above would be to increase losses and loss adjustment expenses incurred by $143.4$199.3 million, reduce after-tax net income by $133.0$169.4 million, reduce shareholders’ equity by $133.0$169.4 million and reduce shareholders’ tangible equity by $133.0$169.4 million, in each case at or for the period ended December 31, 2018.2020.
The impact of recording the net reserve for losses and loss adjustment expenses at the lowest value from the sensitivity analysis above would be to reduce losses and loss adjustment expenses incurred by $132.8$118.0 million, increase after-tax net income by $123.2$101.6 million, increase shareholders’ equity by $123.2$101.6 million, and increase tangible equity by $123.2$101.6 million, in each case at or for the year ended December 31, 2018.2020. Such changes in the net reserve for losses and loss adjustment expenses would not have an immediate impact on our liquidity, but would affect cash flow and investment income in future periods as the incremental or reduced amount of losses are paid and investment assets adjusted to reflect the level of paid claims.
Loss reserve estimates are subject to a high degree of variability due to the inherent uncertainty of ultimate claims settlement values. In recording our best estimate of our reserve for losses and loss adjustment expenses, our Reserve Committee typicallyoften selects an amount abovethat is different from the actuarial recommendation due to the inherent variation associated with our reserve estimates and the likelihoodpossibility that there are unforeseen or under-valuedincorrectly valued liabilities in the actuarial recommendations. We believe that the insurance that we write is subject to above-average variation in reserve estimates. The Excess and Surplus Lines market is subject to high policyholder turnover and changes in underlying mix of exposures. This turnover and change in underlying mix of exposures can cause actuarial estimates based on prior experience to be less reliable than estimates for more stable, admitted books of business. As a casualty insurer, losses on our policies often take a number of years to develop, making it difficult to estimate the ultimate losses associated with this business. Judicial and regulatory bodies have frequently interpreted insurance contracts in a manner that expands coverage beyond that which was contemplated at the time that the policy was issued. In addition, many of our policies are issued on an occurrence basis, and insureds suffering a loss frequently seek coverage beyond the policies’ original intent. The difficulty in pinpointing actual ultimate losses and loss adjustment expenses (“LAE”) is illustrated by the fact that at December 31, 2018, 61.6%2020, 53.6% of our net reserve for losses and loss adjustment expenses in the Excess and Surplus Lines segment is for claims that have not been reported.
Our reserves are driven by a number of important assumptions, including litigation and regulatory trends, legislative activity, climate change, social and economic patterns and claims inflation assumptions. Our reserve estimates reflect current inflation in legal claims’ settlements and assume we will not be subject to losses from significant new legal liability theories. Our reserve estimates also assume that we will not experience significant losses from mass torts and that we will not incur losses from future mass torts not known to us today. While it is not possible to predict the impact of changes in the litigation environment, if new mass torts or expanded legal theories of liability emerge, our cost of claims may differ substantially from our reserves. Our reserve estimates assume that there will not be significant changes in the regulatory and legislative environment. The impact of potential changes in the regulatory or legislative environment is difficult to quantify in the absence of specific, significant new regulation or legislation. In the event of significant new regulation or legislation, we will attempt to quantify its impact on our business but no assurance can be given that our attempt to quantify such inputs will be accurate or successful.
IBNR reserve estimates are inherently less precise than case reserve estimates. A 5% change in net IBNR reserves at December 31, 20182020 would equate to a $36.7$38.3 million change in the reserve for losses and loss adjustment expenses at such date, a $32.6$33.8 million change in after-tax net income, a 4.6%4.2% change in shareholders’ equity and a 6.6%5.8% change in tangible equity, in each case at or for the year ended December 31, 2018.2020.
Although we believe that our reserve estimates are reasonable, it is possible that our actual loss experience may not conform to our assumptions. Specifically, our actual ultimate loss ratio could differ from our initial expected loss ratio or our actual reporting and payment patterns could differ from our expected reporting and payment patterns, which are based on our own data and industry data. Accordingly, the ultimate settlement of losses and the related loss adjustment expenses may vary significantly from the estimates included in our financial statements. We regularly review our estimates and adjust them as necessary as experience develops or as new information becomes known to us. Such adjustments are included in current operations.
$92.2 million of adverse development was experienced in 2020 on the reserve for losses and loss adjustment expenses held at December 31, 2019. This adverse reserve development included $59.4 million of adverse development in the Excess and Surplus Lines segment, including $91.4 million of adverse development in the commercial auto line of business that was primarily related to the 2018 and prior accident years with Rasier. Rasier's business was new, complex, and rapidly changing,
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and the Company's underwriting assumptions and the related pricing of this risk did not keep pace with the insured's escalating loss trends. As a result of changes in the risk, unsatisfactory underwriting profits from the Rasier business, and a desire to refocus on the Company's growing E&S core (non-commercial auto) lines of business where the Company has experienced many years of profitable underwriting results, on October 8, 2019, the Company delivered a notice of early cancellation to Rasier, effective December 31, 2019. The adverse development for commercial auto was partially offset by $32.0 million of favorable development in other Excess and Surplus Lines underwriting divisions that was primarily related to the 2018 and 2019 accident years. Favorable reserve development in the Specialty Admitted Insurance segment was $5.0 million as losses on our workers’ compensation business written prior to 2019 continued to develop more favorably than we had anticipated. The Casualty Reinsurance segment experienced $37.8 million of adverse development on prior accident years primarily in accident years 2014 through 2018. This adverse development was mainly in the general liability and commercial auto lines of business.
$69.0 million of adverse development was experienced in 2019 on the reserve for losses and loss adjustment expenses held at December 31, 2018. This adverse reserve development included $51.2 million of adverse development in the Excess and Surplus Lines segment, including $57.4 million of adverse development in the commercial auto line of business that was primarily related to the 2016 and 2017 accident years with Rasier. The adverse development for commercial auto was partially offset by $6.2 million of favorable development in other Excess and Surplus Lines underwriting divisions. Favorable reserve development in the Specialty Admitted Insurance segment was $5.3 million as losses on our workers’ compensation business written prior to 2018 continued to develop more favorably than we had anticipated. The Casualty Reinsurance segment experienced $23.1 million of adverse development on prior accident years primarily in accident years 2011 through 2016. This adverse development was mainly in the general liability and commercial auto lines of business.
$17.7 million of adverse development was experienced in 2018 on the reserve for losses and loss adjustment expenses held at December 31, 2017. This adverse reserve development included $15.0 million of adverse development in the Excess and Surplus Lines segment, including $20.7 million of adverse development in the commercial auto line of business that was primarily related to the 2016 contract year with one insured.Rasier. The adverse development for commercial auto was partially offset by $5.7 million of favorable development in other Excess and Surplus Lines underwriting divisions primarily from favorable development in the Excess Property underwriting division related to the 2017 hurricanes. Favorable reserve development in the Specialty Admitted Insurance segment was $5.6 million and primarily came from accident years 2014 through 2016, as loss emergence on our workers’ compensation business written prior to 2016 continued to develop more favorably than we had anticipated. In addition, $8.2 million of adverse development occurred in the Casualty Reinsurance segment, with a majority of this adverse development coming primarily from accident years at least four years old and in treaties the Company has since non-renewed.
$21.5 million of adverse development was experienced in 2017 on the reserve for losses and loss adjustment expenses held at December 31, 2016. This adverse reserve development included $20.0 million of adverse development in the Excess and Surplus Lines segment, including $38.7 million of adverse development in the commercial auto line of business that was primarily related to the 2016 contract year with one insured. The adverse development for commercial auto was partially offset by favorable development of $18.6 million in other Excess and Surplus Lines underwriting divisions primarily from the 2014 through 2016 accident years. This favorable development occurred because our actuarial studies at December 31, 2017 for the Excess and Surplus Lines segment indicated that our loss experience on our casualty business excluding commercial auto continued to be below our initial expected ultimate loss ratios. The Company also experienced $2.7 million of favorable development on prior accident years in the Specialty Admitted Insurance segment primarily from accident years 2010 through 2015, as losses on our workers’ compensation business written prior to 2016 continued to develop more favorably than we had anticipated. The Casualty Reinsurance segment experienced $4.2 million of adverse development on prior accident years primarily from two contracts from 2010 through 2013 that had higher than expected reported losses in 2017.
A $23.7 million redundancy developed in 2016 on the reserve for losses and loss adjustment expenses held at December 31, 2015. This favorable reserve development included $24.1 million of favorable development in the Excess and Surplus Lines segment. The Excess and Surplus Lines segment favorable development included $10.0 million of favorable development from the 2015 accident year, $10.7 million of favorable development from the 2014 accident year and $4.5 million from the 2013 accident year. This favorable development occurred because our actuarial studies at December 31, 2016 showed that the experience on our casualty business continued to be below our initial expected ultimate loss ratios driven by favorable calendar year emergence. Favorable reserve development in the Specialty Admitted Insurance segment was $3.8 million, and primarily came from accident years 2010 through 2014, as losses on our workers’ compensation business written prior to 2015 continued to develop more favorably than we had anticipated. The Specialty Admitted Insurance segment’s favorable development from accident years 2010 – 2014 was partially offset by unfavorable development for the 2015 accident year. In addition, $4.2 million of adverse development occurred in the Casualty Reinsurance segment, with the majority of this adverse development coming from two contracts from the 2012 and 2013 underwriting years that experienced higher loss development in 2016 than expected.
Investment Valuation and Impairment
We carry fixed maturity securities classified as “available-for-sale” at fair value, and unrealized gains and losses on such securities, net of any deferred taxes, are reported as a separate component of accumulated other comprehensive income. Equity securities (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) are measured at fair value with changes in fair value recognized in net income. Certain restricted cash equivalents invested in funds with floating net asset values are measured at fair value with changes in fair value recognized in net income. Fixed maturity securities purchased for short-term resale are classified as “trading” and are carried at fair value with unrealized gains and losses included in earnings as a component of investment income. WeAt December 31, 2020, we do not have any securities classified as “held-to-maturity.“held-to-maturity” or “trading.
We evaluate ourThe Company adopted ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments on January 1, 2020. This update changed the impairment model for available-for-sale fixed maturity securities regularlymaturities and requires the Company to determine whether there have been declinesunrealized losses on available-for-sale fixed maturities are due to credit-related factors. An allowance for credit losses is established for any credit-related impairments, limited to the amount by which fair value is below amortized cost. Changes in valuethe allowance for credit losses are recognized in earnings and included in net realized and unrealized gains (losses) on investments. Unrealized losses that are other-than-temporary. Our outside investment managers assist usnot credit-related will continue to be recognized in this evaluation. When we determine that a security has experienced an other-than-temporary impairment,other comprehensive income.
The Company considers the impairment loss is recognized as a realized investment loss.
We consider a number of factors in assessing whether an impairment is other-than-temporary, including (1) the amount and percentage that currentextent to which fair value is below amortized cost (2) the length of time that the fair value has been below amortized cost and (3) recent corporate developments or other factors that may impact an issuer’s near term prospects. In addition, we considerin determining whether a credit-related loss exists. The Company also considers the credit quality ratings forrating of the securities,security, with a special emphasis on securities downgraded to below investment grade. We also consider our intentA comparison is made between the present value of expected future cash flows for a security and its amortized cost. If the present value of future expected cash flows is less than amortized cost, a credit loss is presumed to sell available-for-saleexist and an allowance for credit losses is established. Management may conclude that a qualitative analysis is sufficient to support its conclusion that the present value of the expected cash flows equals or exceeds a security’s amortized cost. As a result of this review, management concluded that there were no credit-related impairments of fixed maturity securities in an unrealized loss position, and if it is “more likely than not” that we will be required to sell these securities before a recovery in fair value to their amortized cost basis. As a starting point for our evaluation, we compare the fair value of each available-for-sale security to its amortized cost to identify any securities with a fair value less than amortized cost.
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Management concluded that none of the fixed maturity securities with an unrealized loss at December 31, 2018, 2017, and 2016 experienced an other-than-temporary impairment. 2020. Management does not intend to sell available-for-salethe securities in an unrealized loss position, and it is not “more likely than not” that the Company will be required to sell these securities before a recovery in their value to their amortized cost basis occurs.
Effective January 1, 2018, with
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During 2019, three fixed maturity securities from one issuer were determined to be impaired because we intended to sell the adoption of ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, equity securities (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) are measured at fair value with changes in fair value recognized in net investment income. Prior to the adoption of ASU 2016-01, changes in the fair value of equity securities were recognized net of taxes as a component of accumulated other comprehensive income.
At December 31, 2017, management concluded that one equity security, based on the severity and duration of the impairment, had experienced an other-than-temporary impairment. Accordingly, theloss. The Company recorded an impairment losslosses on these securities of $1.5 million in 2017.$271,000. Management concluded that none of the other equityfixed maturity securities with an unrealized loss at December 31, 2017 and 20162019 or 2018 experienced an other-than-temporary impairment. Management evaluated
In connection with the near-term prospectsadoption of these other equity securitiesASU 2016-13, the Company elected the fair value option in relation to the severity and duration of the impairment, and management had the ability and intent to hold the securities until a recovery of their fair value.
Bankaccounting for bank loan participations held-for-investmenteffective January 1, 2020. The targeted transition relief offered by ASU 2019-05, Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief was applied to elect the fair value option to account for bank loan participations already held at the January 1, 2020 date of adoption. Under the fair value option, bank loan participations are managed bymeasured at fair value, and changes in unrealized gains and losses in bank loan participations are reported in our income statement as net realized and unrealized gains (losses) on investments. At adoption on January 1, 2020, the Company applied the amendments on a modified retrospective basis, reducing the carrying value of its bank loan portfolio to fair value through an $8.4 million adjustment with a $7.8 million (net of tax) cumulative effect adjustment to reduce retained earnings.
Losses due to credit-related impairments on bank loan participations are determined based upon consultations and advice from the Company's specialized outside investment manager and are consideration of any adverse situations that could affect the borrower's ability to repay, the estimated value of underlying collateral, and other relevant factors. Management concluded that $8.3 million of unrealized losses were due to credit-related impairments for the year ended December 31, 2020.
Prior to the election of the fair value option on January 1, 2020, bank loan participations were generally stated at their outstanding unpaid principal balances net of unamortized premiums or discounts and net of any allowance for credit losses.
We maintain the The allowance for credit losses was maintained at a level we believe isconsidered adequate to absorb estimated probable credit losses. Our periodic evaluation ofAt December 31, 2019, the adequacy of theaggregate allowance is basedfor credit losses was $7.2 million on consultations and the advice of our specialized investment manager, known and inherent risks in the portfolio, adverse situations that may affect the borrowers’ ability to repay, the estimated value of any underlying collateral, current economic conditions and other relevant factors. The Company has recorded an allowance equal to the difference between the fair value and the amortized cost of bankseven impaired loans that it has determined to be impaired aswith a practical expedient for an estimate of probable future cash flows to be collected on those bank loans. As a starting point for our evaluation, we compare thetotal carrying value of each loan to its fair value to identify any loans that had a fair value less than its carrying value.
At December 31, 2017 and 2016, the Company held a participation in a loan issued by a company that produces and supplies power to Puerto Rico through a power purchase agreement with Puerto Rico Electric Power Authority (“PREPA”), a public corporation and governmental agency of the Commonwealth of Puerto Rico. Management concluded that the loan was impaired and established credit allowances on the loan of $759,000 and $177,000 at December 31, 2017 and 2016, respectively. At December 31, 2017, the loan had a carrying value of zero$6.9 million and unpaid principal of $807,000. In the first quarter of 2018, the full outstanding principal on the loan was repaid and the Company recognized a realized gain of $807,000 on the repayment.
$14.3 million. Management concluded that none of the loans in the Company's bank loan portfolio were impaired as of December 31, 2018. At December 31, 2017, the aggregate allowance for credit losses was $3.2 million on five impaired loans with a total carrying value of $5.1 million and unpaid principal of $8.4 million. Impairments in the bank loan portfolio at December 31, 2017 largely reflected the impact of declining energy prices on the market values of loans to oil and gas companies in the energy sector at that time.
Fair values are measured in accordance with ASC 820, Fair Value Measurements. The guidance establishes a framework for measuring fair value and a three-level hierarchy based upon the quality of inputs used to measure fair value. The three levels of the fair value hierarchy are: (1) Level 1: quoted price (unadjusted) in active markets for identical assets, (2) Level 2: inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the instrument and (3) Level 3: inputs to the valuation methodology are unobservable for the asset or liability.
The fair values of fixed maturity securities and equity securities have been determined using fair value prices provided by our investment manager,accounting services provider or investment managers, who utilizesutilize internationally recognized independent pricing services. The prices provided by the independent pricing services are generally based on observable market data in active markets (e.g. broker quotes and prices observed for comparable securities). Values for U.S. Treasury and publicly-traded equity securities are generally based on Level 1 inputs which use the market approach valuation technique. The values for all other fixed maturity securities (including state and municipal securities and obligations of U.S. government corporations and agencies) generally incorporate significant Level 2 inputs, and in some cases, Level 3 inputs, using the market approach and income approach valuation techniques.
The fair values of cash and cash equivalents, restricted cash equivalents (excluding those invested in funds with floating net asset values), and short-term investments approximate their carrying values due to their short-term maturity.
In the determination of the fair value for bank loan participations and certain high yield bonds, the Company’s investment managerCompany endeavors to obtain data from multiple external pricing sources. External pricing sources may include brokers,
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dealers, and price data vendors that provide a composite price based on prices from multiple dealers. Such external pricing sources typically provide valuations for normal institutional size trading units of such securities using methods based on market transactions for comparable securities, and various relationships between securities, as generally recognized by institutional dealers. For investments in which the investment managerCompany determines that only one external pricing source is appropriate or if only one external price is available, the investment is generally recorded based on such price.
Investments for which external sources are not available or are determined by thean investment manager not to be representative of fair value are recorded at fair value as determined by the investment manager. In determining the fair value of such investments, the investment manager considers one or more of the following factors: type of security held, convertibility or exchangeability of the security, redeemability of the security (including the timing of redemptions), application of industry accepted valuation models, recent trading activity, liquidity, estimates of liquidation value, purchase cost and prices received for securities with similar terms of the same issuer or similar issuers. At December 31, 2017, there was a bank loan participation with an unpaid principal balance of $807,000 and a carrying value of $0 for which external sources were unavailable to determine fair value. There were no bank loan participations for which external sources were unavailable to determine fair value at December 31, 2018.2020 or 2019.
We review fair value prices provided by our outside investment accounting service provider or our investment managers for reasonableness by comparing the fair values provided by the managers to those provided by our investment custodian. We conduct
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corroborative price testing comparing prices utilized for each security to those from an alternate reputable pricing service. We also review and monitor changes in fair values and unrealized gains and losses. We obtain an understanding of the methods, models, and inputs used by our investment managers and independent pricing services, and controls are in place to validate that prices provided represent fair values. Our control process includes, but is not limited to, initial and ongoing evaluation of the methodologies used, a review of specific securities and an assessment for proper classification within the fair value hierarchy, and obtaining and reviewing internal control reports for our investment manageraccounting services provider and investment managers that obtainsobtain fair values from independent pricing services.
Assumed Reinsurance Premiums
Assumed reinsurance written premiums include amounts reported by brokers and ceding companies, supplemented by the Company’s own estimates of premiums when reports have not been received. Premiums on the Company’s excess of loss and pro rata reinsurance contracts are estimated when the business is underwritten. For excess of loss contracts, the deposit premium, as defined in the contract, is generally recorded as an estimate of premiums written at the inception date of the treaty. Estimates of premiums written under pro rata contracts are recorded in the period in which the underlying risks are expected to begin and are based on information provided by the brokers and the ceding companies.
Reinsurance premium estimates are reviewed by management periodically. Any adjustment to these estimates is recorded in the period in which it becomes known. The impact of any premium adjustments on net income is offset by corresponding changes to related policy acquisition costs and losses and loss adjustment expenses. For the years ended December 31, 2018, 2017,2020, 2019, and 2016,2018, these adjustments were immaterial.
Reinsurance premiums assumed are earned over the terms of the underlying policies or reinsurance contracts. Contracts and policies written on a “losses occurring” basis cover claims that may occur during the term of the contract or policy, which is typically 12 months. Accordingly, the premiums are earned evenly over the term. Contracts which are written on a “risks attaching” basis cover claims which attach to the underlying insurance policies written during the terms of such contracts. Premiums earned on such contracts usually extend beyond the original term of the reinsurance contract, typically resulting in recognition of premiums earned over a 24-month period in proportion to the level of underlying exposure.
Certain of the Company’s reinsurance contracts include provisions that adjust premiums or acquisition expenses based upon the experience under the contracts. Premiums written and earned, as well as related acquisition expenses, are recorded based upon the projected experience under the contracts.
Recent Accounting Pronouncements
Effective On January 1, 2018, the Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606). The guidance applies to all companies that either enter into contracts with customers to transfer goods or services or enter into contracts for the transfer of nonfinancial assets, unless those contracts are within the scope of other standards, such as insurance contracts. Under this guidance, a company will recognize revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. Judgments required in adopting this update included identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The adoption of ASU 2014-09 had no impact on reported fee income and there was no cumulative effect of initially applying the update.
Effective January 1, 2018,2020, the Company adopted ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. Among other things, this ASU requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the
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investee) to be measured at fair value with changes in fair value recognized in net income. Upon adoption on January 1, 2018, the Company made a $4.7 million cumulative-effect adjustment to increase retained earnings and reduce accumulated other comprehensive income. The adoption of ASU 2016-01 did not materially impact the Company's financial position, cash flows, or total comprehensive income. The Company's results of operations were impacted as changes in fair value of equity instruments are now presented in net income rather than other comprehensive (loss) income. For the year ended December 31, 2018, the respective impact on net income was a reduction of $4.7 million ($0.16 reduction in basic and diluted earnings per share).
Effective January 1, 2018, the Company adopted ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. This update was issued as a result of the enactment of the Tax Act on December 22, 2017. The ASU allows for the option to reclassify the stranded tax effects resulting from the implementation of the Tax Act out of accumulated other comprehensive income and into retained earnings. As the adoption of ASU 2016-01 in 2018 resulted in the reclassification of the entire unrealized balance on equity securities from accumulated other comprehensive income into retained earnings, only the stranded tax effects on the unrealized balances of fixed income securities were impacted by the adoption of ASU 2018-02. The reclassification resulted in a $711,000 decrease to the Company's retained earnings with a corresponding increase to accumulated other comprehensive income in the first quarter of 2018.
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). Under current guidance for lessees, leases are only included on the balance sheet if they are designated as capital leases. This update will require the recognition of a right-of-use asset and a corresponding lease liability, discounted to the present value, for all leases that extend beyond 12 months. This ASU is effective for annual and interim reporting periods beginning after December 15, 2018. In the third quarter of 2018, the FASB issued ASU 2018-10 to clarify certain aspects of the guidance and ASU 2018-11, which provides an optional alternative transition method to initially apply the new leases standard at the adoption date (collectively, with ASU 2016-02, Topic 842). Topic 842 now allows for the use of either the modified retrospective adoption method or the alternative transition method. The Company has completed its evaluation and will adopt the new standard on January 1, 2019 using a modified retrospective transition method, applying the transition provisions at the beginning of the period of adoption. The Company will elect the package of practical expedients permitted under the transition guidance within the new standard and will not elect to use hindsight in determining the lease term. The new standard will not be applied to leases with an initial term of 12 months or less. Upon adoption of the new standard, the Company will derecognize assets of $22.6 million and liabilities of $30.9 million associated with a lease that was designated as build-to-suit under the previous guidance, and record a cumulative-effect adjustment to retained earnings of $8.3 million. The lease will be classified as an operating lease under the new standard. The Company will record right-of-use assets of $17.2 million and lease liabilities of $17.8 million at adoption of the new standard. The new standard will not materially impact the Company's results of operations or cash flows, and will not impact compliance under the covenants of our current credit agreements.
In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Current GAAP delaysInstruments, using the recognitionmodified retrospective approach, by which a cumulative-effect adjustment was made to retained earnings as of credit losses until it is probable a loss has been incurred. Thethe date of adoption. This update will requirerequires financial assets measured at amortized cost, such as bank loan participations held for investment, to be presented at the net amount expected to be collected by means of an allowance for credit losses that runs throughis reflected in net income. Credit losses relating to available-for-sale debt securities will also beare recorded through an allowance for credit losses, with the amount of the allowance limited to the amount by which fair value is below amortized cost. This ASU is effective for annual and interim reporting periods beginning after December 15, 2019. Upon
In connection with the adoption of this ASU, will bethe Company elected the fair value option in accounting for bank loan participations effective January 1, 2020. The targeted transition relief offered by ASU 2019-05, Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief was applied usingto elect the modified-retrospective approach, by whichfair value option to account for bank loan participations already held at the January 1, 2020 date of adoption. Under the fair value option, bank loan participations are measured at fair value, and changes in unrealized gains and losses in bank loan participations are reported in our income statement as net realized and unrealized gains (losses) on investments. At adoption on January 1, 2020, the Company reduced the carrying value of its bank loan portfolio to fair value through an $8.4 million adjustment with a cumulative-effect$7.8 million (net of tax) cumulative effect adjustment will be madeto reduce retained earnings.
Upon adoption of this ASU, the Company established an allowance for uncollectible reinsurance balances through a $265,000 (net of tax) cumulative effect adjustment to retained earnings asearnings. Because we purchase reinsurance from financially strong reinsurers or we have collateral securing the recoverables, the effect of adoption was not material to our financial position.
Impact of the beginningCOVID-19 Pandemic
The Company is continually monitoring the impact that the outbreak of the first reporting period presented. The Company has not yet completed the analysis of how adopting this ASU will affectcoronavirus (COVID-19) pandemic may be having on the Company’s financial statements.

condition and results of operations. The Company closed its offices except for certain essential functions, and directed its employees to work from their homes or other locations where they could ‘shelter in place’. The Company’s investment portfolio was impacted by the volatility in the global financial markets during the first quarter of 2020 as discussed in “-Results of Operations-Investing Results” in the Quarterly Report on Form 10-Q for the quarterly period
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ended March 31, 2020, filed with the SEC on April 30, 2020, however, investment markets recovered substantially in the second, third, and fourth quarters, leading to net unrealized gains in our investment portfolio for those quarters. While COVID-19 has adversely affected premium volume and/or been the source of claims in some lines of business (such as auto and workers' compensation), to date it has not caused a decline in gross written premiums or a material increase in total claims for the Company as a whole. However, the decreased economic and other activity caused by the coronavirus pandemic made it more difficult to set and maintain case and IBNR reserves in 2020, as medical procedures were delayed and case loss information on many lines of business went unreported until late in the year, which contributed to the adverse development we experienced for the year ended December 31, 2020. In addition, we are closely monitoring a number of risks that COVID-19 poses to the Company’s financial condition and results of operations. For a description of these risks, see “Part I-Item 1A. Risk Factors” in this Annual Report on Form 10-K.
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Year Ended December 31, 20182020 Compared to Year Ended December 31, 20172019
The following table summarizes our results for the years ended December 31, 20182020 and 2017:2019:
Year Ended December 31,
20202019% Change
($ in thousands)
Gross written premiums$1,257,000 $1,470,735 (14.5)%
Net retention(1)
51.5 %60.9 %
Net written premiums$647,774 $896,150 (27.7)%
Net earned premiums$606,806 $823,746 (26.3)%
Losses and loss adjustment expenses(478,545)(672,102)(28.8)%
Other operating expenses(162,106)(161,399)0.4 %
Underwriting loss (2), (3)
(33,845)(9,755)247.0 %
Net investment income73,368 75,652 (3.0)%
Net realized and unrealized investment losses(16,030)(2,919)449.2 %
Other (expenses) income(985)82 — %
Interest expense(10,033)(10,596)(5.3)%
Amortization of intangible assets(538)(597)(9.9)%
Income before taxes11,937 51,867 (77.0)%
Income tax expense7,113 13,528 (47.4)%
Net income$4,824 $38,339 (87.4)%
Adjusted net operating income (4)
$21,218 $42,934 (50.6)%
Ratios:
Loss ratio78.9 %81.6 %
Expense ratio26.7 %19.6 %
Combined ratio105.6 %101.2 %
Year Ended December 31,  
2018 2017 % Change
($ in thousands)  
Gross written premiums$1,166,773
 $1,081,905
 7.8 %
Net retention(1)
65.4% 70.9%  
Net written premiums$762,672
 $766,626
 (0.5)%
Net earned premiums$815,398
 $741,109
 10.0 %
Losses and loss adjustment expenses(600,276) (555,377) 8.1 %
Other operating expenses(187,116) (179,968) 4.0 %
Underwriting profit (2), (3)
28,006
 5,764
 385.9 %
Net investment income61,256
 61,119
 0.2 %
Net realized and unrealized investment losses(5,479) (1,989) 175.5 %
Other income and expense(795) (178) 346.6 %
Interest expense(11,553) (8,974) 28.7 %
Amortization of intangible assets(597) (597)  %
Income before taxes70,838
 55,145
 28.5 %
Income tax expense7,008
 11,579
 (39.5)%
Net income$63,830
 $43,566
 46.5 %
Adjusted net operating income (4)
$70,596
 $47,385
 49.0 %
Ratios:     
Loss ratio73.6% 74.9% 
Expense ratio23.0% 24.3% 
Combined ratio96.6% 99.2% 
(1)
(1)    Net retention is defined as the ratio of net written premiums to gross written premiums.
(2)Underwriting profit is a non-GAAP measure. See “Reconciliation of Non-GAAP Measures” for a reconciliation to income before tax and for additional information.
(3)Underwriting profit includes gross fee income of $28.7 million and $28.3 million for the years ended December 31, 2018 and 2017, respectively.
(4)Adjusted net operating income is a non-GAAP measure. See “Reconciliation of Non-GAAP Measures” for reconciliation to net income and for additional information.
We had an underwriting profit of $28.0 millionnet written premiums to gross written premiums.
(2)    Underwriting loss is a non-GAAP measure. See “Reconciliation of Non-GAAP Measures” for the year ended December 31, 2018. This comparesa reconciliation to an underwriting profitincome before tax and for additional information.
(3)    Underwriting loss includes gross fee income of $5.8 million for the prior year. On a consolidated basis, the Company recognized $17.7$20.9 million and $21.5$24.9 million of net adverse reserve development for the years ended December 31, 20182020 and 2017,2019, respectively.
(4)    Adjusted net operating income is a non-GAAP measure. See “Reconciliation of Non-GAAP Measures” for reconciliation to net income and for additional information.
Underwriting losses of $33.8 million and $9.8 million for the years ended December 31, 2020 and 2019, respectively, reflect net adverse reserve development of $92.2 million and $69.0 million in the respective years, including $59.4 million and $51.2 million, respectively, of net adverse reserve development from the Excess and Surplus Lines segment and $37.8 million and $23.1 million, respectively, of net adverse reserve development from the Casualty Reinsurance segment. This adverse reserve development included $91.4 million and $57.4 million, respectively, of adverse development in the commercial auto line of business in the Excess and Surplus Lines segment that was primarily related to Rasier. Rasier's business was new, complex, and rapidly changing, and the Company's underwriting assumptions and the related pricing of this risk did not keep pace with the insured's escalating loss trends. As a result of changes in the risk, unsatisfactory underwriting profits from the Rasier business, and a desire to refocus on the Company’s growing E&S core (non-commercial auto) lines of business where the Company has experienced many years of profitable underwriting results, on October 8, 2019, the Company delivered a notice of early cancellation to Rasier, effective December 31, 2019.
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The results for the years ended December 31, 20182020 and 2017 included2019 also include certain non-operating items that are significant to the Company. These items (on a pre-tax basis) include:
•    Net realized and unrealized investment losses of $5.5$16.0 million and $2.0$2.9 million for the years ended December 31, 20182020 and 2017, respectively.2019, respectively, which included net unrealized gains of $1.1 million and $6.3 million related to changes in unrealized gains and losses in the respective years for equity securities and bank loan participations (pursuant to fair value option election effective January 1, 2020). See “- Investing Results" for more information on these realized and unrealized investment losses.
Interest expense•    Employee severance expenses of $1.6$2.0 million and $1.3$1.1 million forin the years ended December 31, 2018 and 2017, respectively, relating to finance expensesrespective years. The 2020 expense primarily reflects reductions in connection with a minority interest in a real estate partnership pursuant to which we are deemed an owner for accounting purposes. The debt is nonrecourse to us and was not arranged by us.claims personnel following the cancellation of Rasier.
We define adjusted net operating income as net income excluding certain non-operating expenses such as net realized and unrealized investment gains and losses, on investments, expenses related to due diligence costs for various merger and

acquisition activities, professional service fees related to the filing of registration statements for the offering of securities, and severance costs associated with terminated employees, and interest expense and other income and expenses on a leased building that we are deemed to own for accounting purposes.employees. We use adjusted net operating income as an internal performance measure in the management of our operations because we believe it gives our management and other users of our financial information useful insight into our results of operations and our underlying business performance. Adjusted net operating income should not be viewed as a substitute for net income calculated in accordance with GAAP, and our definition of adjusted net operating income may not be comparable to that of other companies.
Our income before taxes and net income for the years ended December 31, 20182020 and 20172019 reconcile to our adjusted net operating income as follows:
Year Ended December 31,
2018 2017
Income
Before
Taxes
 Net Income Income
Before
Taxes
 Net
Income
(in thousands)
Income as reported$70,838
 $63,830
 $55,145
 $43,566
Net realized and unrealized losses on investments5,479
 4,374
 1,989
 1,375
Other expenses1,100
 941
 539
 575
Impairment of intangible assets200
 200
 
 
Dividend withholding taxes
 
 
 1,053
Interest expense on leased building the Company is deemed to own for accounting purposes1,584
 1,251
 1,256
 816
Adjusted net operating income$79,201
 $70,596
 $58,929
 $47,385
Year Ended December 31,
20202019
Income
Before
Taxes
Net IncomeIncome
Before
Taxes
Net
Income
(in thousands)
Income as reported$11,937 $4,824 $51,867 $38,339 
Net realized and unrealized losses on investments16,030 14,840 2,919 3,761 
Other expenses1,967 1,554 1,055 834 
Adjusted net operating income$29,934 $21,218 $55,841 $42,934 
Combined Ratios
The combined ratio is a measure of underwriting performance and represents the relationship of incurred losses, loss adjustment expenses and other operating expenses to net earned premiums. Our combined ratio for the year ended December 31, 20182020 was 96.6%105.6%. A combined ratio of less than 100% indicates an underwriting profit, while a combined ratio greater than 100% reflects an underwriting loss. In 2018,2020, the combined ratio included $17.7$92.2 million, or 2.215.2 percentage points, of net adverse reserve development on prior accident years, including $15.0$59.4 million of net adverse reserve development from the Excess and Surplus Lines segment, (including $4.9 million, or 0.9 percentage points, of favorable reserve development on the 2017 catastrophe losses from Hurricanes Harvey, Irma, and Maria), $5.6$5.0 million of net favorable reserve development from the Specialty Admitted Insurance segment, and $8.2$37.8 million of net adverse reserve development from the Casualty Reinsurance segment.
Our combined ratio for the year ended December 31, 20172019 was 99.2%101.2%. It included $21.5$69.0 million, or 2.98.4 percentage points, of net adverse reserve development on prior accident years, including $20.0$51.2 million of net adverse reserve development from the Excess and Surplus Lines segment, $2.7$5.3 million of net favorable development from the Specialty Admitted Insurance segment, and $4.2$23.1 million of net adverse reserve development from the Casualty Reinsurance segment. The combined ratio for the year ended December 31, 2017 also includes $6.9 million, or 0.9 percentage points, of catastrophe losses from Hurricanes Harvey, Irma, and Maria.
All of the Company’s U.S.-domiciled insurance subsidiaries are party to an intercompany pooling agreement that distributes the net underwriting results among the group companies based on their approximate pro-rata level of statutory capital and surplus to the total Company statutory capital and surplus. Additionally, each of the Company’s U.S.-domiciled insurance subsidiaries is a party to a quota share reinsurance agreement that in periods prior periodsto January 1, 2018 ceded 70% of their premiums and losses to JRG Re, and starting January 1, 2018, ceded 70% of their premiums and losses to Carolina Re, an entity domiciled in Bermuda that made an irrevocable election to be taxed as a U.S. domestic corporation under Section 953(d) of the Code effective January 1, 2018. JRG Re also provides stop loss reinsurance to Carolina Re. We report all segment information in this ‘‘Management’s Discussion and Analysis of Financial Condition and Results of Operations’’ prior to the effects of intercompany reinsurance, consistent with the manner in which we evaluate the operating performance of our reportable segments.
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Expense Ratios
Our expense ratio was 23.0%26.7% and 24.3%19.6% for the years ended December 31, 20182020 and 2017,2019, respectively. The improvement is due toincrease reflects the termination of the Rasier business effective December 31, 2019 (the Rasier business carried higher loss ratios, but lower expense ratios). This was partially offset by a 19.9%28.1% increase in the Core E&S net earned premiums of the Excess and Surplus Lines segment including in lines of business which carry relatively low expenses or that have meaningful ceding commissions. Our Excess and Surplus Lines segment has

significant scale and produces a lower expense ratio than our other operating segments. The Excess and Surplus Lines segment is our largest segment and makes up 68.1%68.4% of consolidated net earned premiums for the year ended December 31, 2018 (62.5%2020 (75.9% for the year ended December 31, 2017)2019). Gross fee income for the Company increaseddeclined from $28.3$24.9 million for the year ended December 31, 20172019 to $28.7$20.9 million for the year ended December 31, 2018.2020. The Rasier termination resulted in a $7.5 million decline of gross fee income in the Excess and Surplus Lines segment for the year ended December 31, 2020. This was partially offset by $3.5 million higher fee income in the Specialty Admitted Insurance segment due to new fronting programs and growth in existing fronting programs. In the Casualty Reinsurance segment, our expense ratio declined from 29.2% for the year ended December 31, 2019 to 25.6% for the year ended December 31, 2020. The Casualty Reinsurance segment typically structures its reinsurance treaties with loss mitigation features including sliding scale ceding commissions. Net adverse reserve development on treaties with such features reduced our commissions in the respective years by $11.0 million or 8.2 percentage points and $7.1 million or 5.0 percentage points.
Premiums
Insurance premiums are earned ratably over the terms of our insurance policies, generally twelve months. Reinsurance premiums assumed are earned over the terms of the underlying policies or reinsurance contracts. Contracts and policies written on a “losses occurring” basis cover claims that may occur during the term of the contract or insurance policy, which is typically twelve months. Reinsurance contracts which are written on a “risks attaching” basis cover claims which attach to the underlying insurance policies written during the terms of such contracts. Premiums earned on such contracts usually extend beyond the original term of the reinsurance contract, typically resulting in recognition of premiums earned over a 24-month period in proportion to the level of underlying exposure.
The following table summarizes the change in premium volume by component and business segment:
Year Ended December 31,
Year Ended December 31,  
2018 2017 % Change
($ in thousands)  
20202019% Change
($ in thousands)
Gross written premiums:     Gross written premiums:
Excess and Surplus Lines$656,538
 $530,120
 23.8 %Excess and Surplus Lines$699,143 $922,320 (24.2)%
Specialty Admitted Insurance374,346
 316,430
 18.3 %Specialty Admitted Insurance408,691 387,642 5.4 %
Casualty Reinsurance135,889
 235,355
 (42.3)%Casualty Reinsurance149,166 160,773 (7.2)%
$1,166,773
 $1,081,905
 7.8 %
$1,257,000 $1,470,735 (14.5)%
Net written premiums:     Net written premiums:
Excess and Surplus Lines$571,098
 $469,891
 21.5 %Excess and Surplus Lines$450,346 $685,814 (34.3)%
Specialty Admitted Insurance55,840
 60,957
 (8.4)%Specialty Admitted Insurance59,884 58,637 2.1 %
Casualty Reinsurance135,734
 235,778
 (42.4)%Casualty Reinsurance137,544 151,699 (9.3)%
$762,672
 $766,626
 (0.5)%
$647,774 $896,150 (27.7)%
Net earned premiums:     Net earned premiums:
Excess and Surplus Lines$555,684
 $463,521
 19.9 %Excess and Surplus Lines$415,168 $625,528 (33.6)%
Specialty Admitted Insurance55,146
 68,110
 (19.0)%Specialty Admitted Insurance57,505 54,338 5.8 %
Casualty Reinsurance204,568
 209,478
 (2.3)%Casualty Reinsurance134,133 143,880 (6.8)%
$815,398
 $741,109
 10.0 %
$606,806 $823,746 (26.3)%
Gross written premiums for the Excess and Surplus Lines segment (which represents 56.3%55.6% of our consolidated gross written premiums in 2018) increased 23.8% over2020) decreased 24.2% from the prior year. The decrease was largely due to the termination of the Rasier commercial auto business effective December 31, 2019. Excluding commercial auto policies, gross written premiums for the Excess and Surplus Lines segment increased 18.5%29.5% over the prior year. Policy submissions excluding the commercial auto policies were 9.3%11.1% higher and 11.2%17.7% more policies were bound in 20182020 than in 2017. Rates2019. Renewal rates for the Excess and Surplus Lines segment excluding commercial auto were up 6.5%13.7% compared to 2017.2019. The change in gross written premiums was notable in several divisions as shown below:
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Year Ended December 31,
Year Ended December 31,   20202019% Change
2018 2017 % Change
 
Commercial Auto$322,126
 $247,960
 29.9 %
Manufacturers & Contractors79,160
 85,719
 (7.7)%
Excess Casualty66,452
 51,160
 29.9 %Excess Casualty$213,037 $118,954 79.1 %
General Casualty54,127
 38,054
 42.2 %General Casualty125,433 115,832 8.3 %
Manufacturers & ContractorsManufacturers & Contractors122,880 105,096 16.9 %
Energy33,942
 29,704
 14.3 %Energy51,109 45,442 12.5 %
Allied Health30,450
 19,181
 58.8 %
Excess Property16,963
 14,447
 17.4 %Excess Property37,332 31,606 18.1 %
Life Sciences16,636
 12,981
 28.2 %Life Sciences35,163 24,462 43.7 %
Small Business14,808
 11,307
 31.0 %Small Business24,790 19,725 25.7 %
All other divisions21,874
 19,607
 11.6 %
All other Core E&S divisionsAll other Core E&S divisions59,370 55,638 6.7 %
Total Core E&S divisionsTotal Core E&S divisions669,114 516,755 29.5 %
Commercial AutoCommercial Auto$30,029 $405,565 (92.6)%
Excess and Surplus Lines gross written premium$656,538
 $530,120
 23.8 %Excess and Surplus Lines gross written premium$699,143 $922,320 (24.2)%
The components of gross written premiums for the Specialty Admitted Insurance segment (which represents 32.1%32.5% of our 20182020 consolidated gross written premiums) are as follows:
Year Ended December 31,
20202019% Change
($ in thousands)
Individual risk workers’ compensation premium$63,949 $63,607 0.5 %
Fronting and program premium344,742 324,035 6.4 %
Specialty Admitted gross written premium$408,691 $387,642 5.4 %
Year Ended December 31,  
2018 2017 % Change
($ in thousands)  
Individual risk workers’ compensation premium$55,248
 $44,121
 25.2%
Fronting and program premium319,098
 272,309
 17.2%
Specialty Admitted gross written premium$374,346
 $316,430
 18.3%
Individual risk workers’ compensation premium growth was driven by exposure growth from higher payrolls of our insureds in a strong economy and increased submission flow.
The premium growth in ourOur fronting business was driven bysaw growth related to eight new fronting relationships added in the2020 that generated $35.0 million of gross written premium fromin the year ended December 31, 2020. Growth in existing fronting relationships, excluding our largest agency relationship, which produced $201.7contributed an additional $4.3 million of gross written premiums in 2020. Our largest fronted relationship, Atlas General Insurance Services, experienced a decline in production in 2020 producing $125.5 million of gross written premium for the year ended December 31, 2018, up2020 (down from $183.0$146.5 million for the year ended December 31, 2017,2019) and representing 30.7% of the segment's gross written premium for the year ended December 31, 2020 down from 37.8% for the year ended December 31, 2019. Atlas production was negatively impacted by the COVID-19 pandemic, which caused a decline in the California economy and lower exposures for this workers' compensation relationship, as well as new fronting arrangements entered into duringa challenging rate environment in the year.state.
Gross written premiums for the Casualty Reinsurance segment (which represents 11.6%11.9% of our consolidated gross written premiums in 2018)2020) decreased 42.3%7.2% from the the prior year. The reductiondecline in gross written premium in this segmentpremiums was in line with our expectations and is consistent with our planned reductions forprimarily due to the Casualty Reinsurance segment as we redeploy our capital to where we believe we can make the highest operating returns on tangible equity.non-renewal of two large treaties. The Casualty Reinsurance segment generally writes large casualty-focused treaties that are expected to have lower volatility relative to property and catastrophe treaties. We rarely write stand-alone property reinsurance. When treaties that include property exposure are written, we utilize property occurrence caps, inuring reinsurance protection and low individual risk limits to minimize exposure.
Net Retention
The ratio of net written premiums to gross written premiums is referred to as our net premium retention. Our net premium retention by segment is as follows:
Year Ended December 31,
20202019
Excess and Surplus Lines64.4 %74.4 %
Specialty Admitted Insurance14.7 %15.1 %
Casualty Reinsurance92.2 %94.4 %
Total51.5 %60.9 %
The net premium retention for the Excess and Surplus Lines segment decreased for the year ended December 31, 2020 as compared to the prior year due to growth in written premium for the Excess Casualty and Excess Property underwriting
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Year Ended December 31,
2018 2017
Excess and Surplus Lines87.0% 88.6%
Specialty Admitted Insurance14.9% 19.3%
Casualty Reinsurance99.9% 100.2%
Total65.4% 70.9%
divisions, which have higher percentages of ceded premium relative to our other Core E&S divisions. Additionally, the net premium retention for the Commercial Auto underwriting division is higher than the net premium retention for the Core E&S underwriting divisions, and the Company terminated its largest Commercial Auto insured, Rasier, effective December 31, 2019.
The net premium retention for the Specialty Admitted Insurance segment decreased slightly from 20172019 to 2018 as a result of growth in2020. The net retention on the segment's fronting business, which generally has much lower net premium retention than our workers’ compensation business. Fronting gross written premium grew 17.2%business was 29.3% and 44.7% for the yearyears ended December 31, 2018 compared2020 and 2019, respectively, reflecting an increase in the percentage of premiums ceded under a third-party quota share reinsurance treaty from 50% in 2019 to the prior year.70% in 2020. The net retention on the segment’s fronting business was 9.6%11.9% and 11.9%9.3% in the years ended December 31, 20182020 and
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2017, 2019, respectively, while the net retention on the workers’ compensation business was 45.9% and 64.8%, respectively. The significant declinereflecting changes in the production mix of fronting relationships.
The net premium retention fromfor the Casualty Reinsurance segment decreased slightly for the year ended December 31, 2020 as compared to the prior year on the workers' compensation business is due to a change in the 50% third-party quota share reinsurance coverage purchased in this business effective October 1, 2017.renewal date of a retrocessional treaty/fronting arrangement under which 100% of the premiums are ceded.
Underwriting Results
The following table compares our combined ratios by segment:
Year Ended December 31,
Year Ended December 31,
2018 2017
20202019
Excess and Surplus Lines92.3% 93.6%Excess and Surplus Lines97.7 %96.9 %
Specialty Admitted Insurance87.4% 95.4%Specialty Admitted Insurance92.7 %89.1 %
Casualty Reinsurance97.5% 100.8%Casualty Reinsurance113.7 %105.0 %
Total96.6% 99.2%Total105.6 %101.2 %
Excess and Surplus Lines Segment
Results for the Excess and Surplus Lines segment are as follows:
Year Ended December 31,
20202019% Change
($ in thousands)
Gross written premiums$699,143 $922,320 (24.2)%
Net written premiums$450,346 $685,814 (34.3)%
Net earned premiums$415,168 $625,528 (33.6)%
Losses and loss adjustment expenses(318,467)(528,133)(39.7)%
Underwriting expenses(86,949)(78,238)11.1 %
Underwriting profit(1), (2)
$9,752 $19,157 (49.1)%
Ratios:
Loss ratio76.7 %84.4 %
Expense ratio21.0 %12.5 %
Combined ratio97.7 %96.9 %
Year Ended December 31,  
2018 2017 % Change
($ in thousands)  
Gross written premiums$656,538
 $530,120
 23.8%
Net written premiums$571,098
 $469,891
 21.5%
Net earned premiums$555,684
 $463,521
 19.9%
Losses and loss adjustment expenses(437,904) (371,717) 17.8%
Underwriting expenses(74,946) (62,111) 20.7%
Underwriting profit(1), (2)
$42,834
 $29,693
 44.3%
Ratios:     
Loss ratio78.8% 80.2% 
Expense ratio13.5% 13.4% 
Combined ratio92.3% 93.6% 
(1)
Underwriting Profit is a non-GAAP Measure. See “Reconciliation of Non-GAAP Measures” for a reconciliation to income before tax and for additional information.
(2)
Underwriting results include gross fee income of $13.9 million and $17.0
(1)    Underwriting Profit is a non-GAAP Measure. See “Reconciliation of Non-GAAP Measures” for a reconciliation to income before tax and for additional information.
(2)    Underwriting results include gross fee income of $1.6 million and $9.1 million for the years ended December 31, 2018 and 2017, respectively.
The loss ratio of 78.8% for the year ended December 31, 2018 includes $15.02020 and 2019, respectively.
The loss ratios of 76.7% and 84.4% for the years ended December 31, 2020 and 2019 include $59.4 million or 2.7and $51.2 million (14.3 and 8.2 percentage points, respectively) of net adverse development in our loss estimates for prior accident years. The loss rationet adverse reserve development included $91.4 million and $57.4 million, respectively, of 80.2%adverse development in the commercial auto line of business that was primarily related to Rasier, which was terminated effective December 31, 2019. The net adverse reserve development for commercial auto was partially offset by net favorable development on prior accident years in our Core E&S divisions of $32.0 million and $6.2 million for the yearyears ended December 31, 2017 includes $20.0 million, or 4.3 percentage points,2020 and 2019, respectively, and a reduction of net adverse development in our loss estimates for priorthe 2020 accident years. The adverse reserve development in this segment in 2017 and 2018 was almost entirely from one large commercial auto account in the 2016 accident year. Theyear loss ratio for Core E&S to reflect a significant decline in claims frequency experienced in the year ended December 31, 2017 also includes $5.2 million of losses from Hurricanes Harvey, Irma, and Maria primarily related to property losses in Florida. The catastrophe losses represent 1.1 percentage points of loss ratio additions for themost recent year.
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The expense ratio for this segment increased from 12.5% in 2019 to 21.0% for 2020 due to the termination of the Rasier commercial auto business effective December 31, 2019 (the Rasier business carried higher loss ratios, but lower expense ratios). This was slightly higher at 13.5%partially offset by a 28.1% increase in Core E&S net earned premiums including in lines that have meaningful ceding commissions. Commercial auto made up 7.2% of the segment’s net earned premiums for 20182020 compared to 13.4% in 2017.51.9% for 2019. Gross fee income related to the Rasier business contributed to a reduction in the expense ratio of 2.50.4 and 3.71.5 percentage points for the years ended December 31, 20182020 and 2017,2019, respectively.
Our commercial auto business has a lower expense ratio and higher loss ratio than our other business in the segment. Commercial auto made up 56.7% of the segment’s net earned premiums for 2018 compared to 53.3% for 2017.
As a result of the items discussed above, the underwriting profit of the Excess and Surplus Lines segment increased 44.3%decreased 49.1%, from $29.7$19.2 million for the year ended December 31, 20172019 to $42.8$9.8 million for the year ended December 31, 2018.

2020.
Specialty Admitted Insurance Segment
Results for the Specialty Admitted Insurance segment are as follows:
Year Ended December 31,
20202019% Change
($ in thousands)
Gross written premiums$408,691 $387,642 5.4 %
Net written premiums$59,884 $58,637 2.1 %
Net earned premiums$57,505 $54,338 5.8 %
Losses and loss adjustment expenses(41,928)(34,860)20.3 %
Underwriting expenses(11,392)(13,565)(16.0)%
Underwriting profit(1), (2)
$4,185 $5,913 (29.2)%
Ratios:
Loss ratio72.9 %64.2 %
Expense ratio19.8 %24.9 %
Combined ratio92.7 %89.1 %
Year Ended December 31,  
2018 2017 % Change
($ in thousands)  
Gross written premiums$374,346
 $316,430
 18.3 %
Net written premiums$55,840
 $60,957
 (8.4)%
Net earned premiums$55,146
 $68,110
 (19.0)%
Losses and loss adjustment expenses(32,623) (44,863) (27.3)%
Underwriting expenses(15,551) (20,081) (22.6)%
Underwriting profit(1), (2)
$6,972
 $3,166
 120.2 %
Ratios:     
Loss ratio59.2% 65.9% 
Expense ratio28.2% 29.5% 
Combined ratio87.4% 95.4% 
(1)
Underwriting Profit is a non-GAAP Measure. See “Reconciliation of Non-GAAP Measures” for a reconciliation to income before tax and for additional information.
(2)
Underwriting profit includes fee income of $14.8 million and $11.3
(1)    Underwriting Profit is a non-GAAP Measure. See “Reconciliation of Non-GAAP Measures” for a reconciliation to income before tax and for additional information.
(2)    Underwriting profit includes fee income of $19.3 million and $15.8 million for the years ended December 31, 2018 and 2017, respectively.
The loss ratio for the year ended December 31, 2018 of 59.2% included $5.6 million, or 10.1 percentage points, of net favorable development on prior accident years. 2020 and 2019, respectively.
The loss ratioratios of 72.9% and 64.2% for the yearyears ended December 31, 2017 of 65.9% included $2.72020 and 2019 include $5.0 million or 4.0and $5.3 million (8.7 and 9.7 percentage points, respectively) of net favorable development on prior accident years. The favorable development in both 20182020 and 20172019 reflects the fact that actual loss emergence of the workers’ compensation book for prior accident years has been better than expected. The higher loss ratio for 2020 primarily reflects higher current accident year losses incurred for both the workers' compensation book and the fronting business. The current accident year loss ratio was 81.6% compared to 73.8% in the prior year.
The expense ratio of the Specialty Admitted Insurance segment was 28.2%19.8% for the year endedDecember 31, 20182020 compared to the prior year ratio of 29.5%24.9%. The expense ratio declineddecline in 2018 for this segment2020 was primarily due to a 22.0% increase in gross fee income from the fronting business which increased 31.0% fordriven by a mix shift to fronting arrangements with higher fees and the year endedDecember 31, 2018 compared to the prior year and toaddition of eight new fronted programs in 2020, as well as additional ceding commissions received on the 50% third-party quota share reinsurance coverage purchased on individual risk workers' compensation business resulting from an increase in the cession from 50% to 70% effective OctoberJanuary 1, 2017.2020.
Underwriting results for the Specialty Admitted Insurance segment in 2020 were favorably impacted by a $1.0 million adjustment to fee income on one fronted program (a reduction in commission expense, representing a 1.8 point reduction in the combined ratio for the respective period).
As a result of the items discussed above, the underwriting profit of the Specialty Admitted Insurance segment increased 120.2%decreased 29.2%, from $3.2$5.9 million for the year ended December 31, 20172019 to $7.0$4.2 million for the year ended December 31, 2018.2020.
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Casualty Reinsurance Segment
Results for the Casualty Reinsurance segment are as follows:
Year Ended December 31,
20202019% Change
($ in thousands)
Gross written premiums$149,166 $160,773 (7.2)%
Net written premiums$137,544 $151,699 (9.3)%
Net earned premiums$134,133 $143,880 (6.8)%
Losses and loss adjustment expenses(118,150)(109,109)8.3 %
Underwriting expenses(34,347)(41,932)(18.1)%
Underwriting loss(1)
$(18,364)$(7,161)156.4 %
Ratios:
Loss ratio88.1 %75.8 %
Expense ratio25.6 %29.2 %
Combined ratio113.7 %105.0 %
Year Ended December 31,  
2018 2017 % Change
($ in thousands)  
Gross written premiums$135,889
 $235,355
 (42.3)%
Net written premiums$135,734
 $235,778
 (42.4)%
Net earned premiums$204,568
 $209,478
 (2.3)%
Losses and loss adjustment expenses(129,749) (138,797) (6.5)%
Underwriting expenses(69,716) (72,446) (3.8)%
Underwriting profit (loss)(1)
$5,103
 $(1,765) 
Ratios:     
Loss ratio63.4% 66.3% 
Expense ratio34.1% 34.5% 
Combined ratio97.5% 100.8% 
(1)
Underwriting loss is a non-GAAP Measure. See “Reconciliation of Non-GAAP Measures” for a reconciliation to income before tax and for additional information.
(1)    Underwriting Loss is a non-GAAP Measure. See “Reconciliation of Non-GAAP Measures” for a reconciliation to income before tax and for additional information.
The Casualty Reinsurance segment focuses on lower volatility, proportional reinsurance which requires larger ceding commissions resulting in a higher commission expense than in our other segments.
The loss ratio of 63.4%88.1% for the year endedDecember 31, 20182020 includes $8.2$37.8 million, or 4.028.2 percentage points, of net adverse development in our loss estimates for prior accident years. The 20182020 net adverse reserve development was primarily related to losses from risk profiles and treaty structures that we no longer underwrite.in accident years 2014 through 2018. The loss ratio of 66.3%75.8% for the year endedDecember 31, 20172019 includes $4.2$23.1 million, or 2.016.0 percentage points, of net adverse development in our loss estimates for prior accident years. The 20172019 net adverse reserve development was primarily from two contracts from 2010in accident years 2011 through 2013 that had higher than expected reported losses2016. This adverse development was mainly in 2017.the general liability and commercial auto lines of business.
The expense ratio of the Casualty Reinsurance segment was 34.1%declined from 29.2% for the year endedDecember 31, 2018 compared2019 to the prior year ratio of 34.5% . The expense ratio25.6% for the year endedDecember 31, 2017 was impacted2020. The Casualty Reinsurance segment typically structures its reinsurance treaties with loss mitigation features including sliding scale ceding commissions. Net adverse reserve development on treaties with such features reduced our commissions by $11.0 million and $7.1 million (8.2 and 5.0 percentage points, respectively) for the correction of a contingent commission accrual and related commission expense, which increased underwriting expenses by $2.0 million in the yearyears endedDecember 31, 2017.2020 and 2019.
As a result of the items discussed above, the Casualty Reinsurance segment had an underwriting profitloss of $5.1$18.4 million for the year ended December 31, 20182020 compared to an underwriting loss of $1.8$7.2 million for the year ended December 31, 2017.2019.
Other Operating Expenses
In addition to the underwriting, acquisition and insurance expenses of the Excess and Surplus Lines segment, the Specialty Admitted Insurance segment and the Casualty Reinsurance segment discussed previously, other operating expenses for the Company also includes the expenses of the Corporate and Other segment.
Corporate and Other Segment
Other operating expenses for the Corporate and Other segment include personnel costs associated with the Bermuda and U.S. holding companies, professional fees, and various other corporate expenses that are included in our calculation of our expense ratio and our combined ratio.ratio including equity compensation expense for the full Company. Other operating expenses of the Corporate and Other segment represent the expenses of both the Bermuda and U.S. holding companies that were not reimbursed by our subsidiaries, including costs associated with our internal quota share, rating agencies and strategic initiatives. These costs vary from period-to-period based on the status of these initiatives.
For the years ended December 31, 20182020 and 2017,2019, the total operating expenses of the Corporate and Other segment were $26.9$29.4 million and $25.3$27.7 million, representing a 6.2%6.3% increase over the prior year. The increases were driven by compensation costs, including stock compensation expenses, associated with increases in headcount and costs associated with the formation and operations of Carolina Re, a new Class 3A reinsurer that has made an irrevocable election to be taxed as a U.S. domestic
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corporation under Section 953(d) of the Code effective January 1, 2018. See “Income Tax Expense” for additional discussions regarding this newly formed 953(d) reinsurer.
Investing Results
Net investment income was $61.3$73.4 million for the year ended December 31, 20182020 compared to $61.1$75.7 million in the prior year. The change in our net investment income is as follows:
Year Ended December 31,  
2018 2017 % Change
(in thousands)  
Renewable energy LLCs$2,974
 $10,578
 (71.9)%
Other private investments2,191
 3,501
 (37.4)%
Other invested assets5,165
 14,079
 (63.3)%
All other net investment income56,091
 47,040
 19.2 %
Total net investment income$61,256
 $61,119
 0.2 %
The Company’sCompany's private investments includinggenerated income of $9.2 million and $6.3 million for the years endedDecember 31, 2020 and 2019, respectively. Income from our renewable energy LLC investments, produced positive returnsportfolio in 2018, but fell short of the strong prior year results. The decrease in private investments was offset by increased income2020 benefitted from a $5.3 million gain on one maturing investment. During 2020, we reduced our growing fixed income portfolio of bonds andexposure to bank loan participations which benefited from rising investmentand increased our investments in fixed maturities. Investment yields were negatively impacted by a decline in 2018.interest rates in 2020.
Major categories of the Company’s net investment income are summarized as follows:
Year Ended December 31,
Year Ended December 31,
2018 2017
(in thousands)
20202019
(in thousands)
Fixed maturity securities$34,129
 $26,833
Fixed maturity securities$45,070 $39,875 
Bank loan participations18,279
 17,388
Bank loan participations12,150 19,772 
Equity securities5,240
 5,045
Equity securities4,800 5,262 
Other invested assets5,165
 14,079
Cash, cash equivalents, and short-term investments2,681
 1,708
Trading losses(4) (4)
Other invested assets:Other invested assets:
Renewable energy investments Renewable energy investments7,646 3,494 
Other private investments Other private investments1,535 2,760 
9,181 6,254 
Cash, cash equivalents, restricted cash equivalents, and short-term investmentsCash, cash equivalents, restricted cash equivalents, and short-term investments6,619 9,210 
Gross investment income65,490
 65,049
Gross investment income77,820 80,373 
Investment expense(4,234) (3,930)Investment expense(4,452)(4,721)
Net investment income$61,256
 $61,119
Net investment income$73,368 $75,652 
The following table summarizes our investment returns:
Year Ended December 31,
Year Ended December 31,
2018 2017
20202019
Annualized gross investment yield on:   Annualized gross investment yield on:
Average cash and invested assets3.8% 4.3%Average cash and invested assets3.2 %3.8 %
Average fixed maturity securities3.7% 3.6%Average fixed maturity securities3.0 %3.6 %
Of our total cash and invested assets of $1,850.3$2,359.3 million at December 31, 2018, $172.52020 (excluding restricted cash equivalents), $162.3 million represents the cash and cash equivalents portion of the portfolio. The majority of the portfolio, or $1,184.2$1,783.6 million, is comprised of fixed maturity securities that are classified as available-for-sale and carried at fair value with unrealized gains and losses on these securities reported, net of applicable taxes, as a separate component of accumulated comprehensive income or loss. Also included in our investments are $261.0$147.6 million of bank loan participations, $78.4$89.0 million of equity securities, $82.0$130.3 million of short-term investments, and $72.3$46.5 million of other invested assets.
The $261.0 millionIn connection with the adoption of ASU 2016-13 on January 1, 2020, the Company elected the fair value option in accounting for its portfolio of bank loan participations. Under the fair value option, bank loan participations are measured at fair value, and changes in unrealized gains and losses in bank loan participations are reported in our income statement as net realized and unrealized gains (losses) on investments. Investment income on bank loan participations included in net investment portfolio areincome was $12.2 million during the year ended December 31, 2020. Net realized and unrealized gains (losses) on investments includes gains of $1.3 million related to changes in unrealized gains and losses on bank loans participations for the year ended December 31, 2020.
Prior to January 1, 2020, bank loans were classified as held-for-investment and reported at amortized cost, net of any allowance for credit losses. Changes in thisthe credit allowance arewere included in net realized and unrealized gains or losses. At(losses). Under the prior accounting method, management concluded that seven loans from six issuers in the Company's bank loan portfolio were impaired at December 31, 2018, there was no2019. The impaired loans had a carrying value of $6.9 million, unpaid principal of $14.3 million, and an allowance for credit losses as none of the$7.2 million, $5.1 million of which related to two loans from one issuer that was experiencing liquidity concerns resulting from revenue declines and poor growth prospects in the Company's portfolio were considered impaired. These bankits most profitable segment.
Bank loan participations generally provide a higher yield than our portfolio of fixed maturity securities and are primarily senior, secured floating-rate debt rated “BB”, “B”, or “CCC” by Standard & Poor’s or an equivalent rating from another nationally recognized statistical rating organization,

and are therefore below investment grade. Bank loans include assignments
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of and participations in, performing and non-performing senior corporate debt generally acquired through primary bank syndications and in secondary markets. They consist of, but are not limited to, term loans, the funded and unfunded portions of revolving credit loans, and similar loans and investments. At December 31, 20182020 and 2017,2019, the fair value of these securities was $250.7$147.6 million and $236.5$252.4 million, respectively.
The Company invests selectively in private debt and equity opportunities. These investments comprise the Company’s other invested assets and are primarily focused in renewable energy, limited partnerships, and bank holding companies. Equity interests in various renewable energy LLCs generated investment income of $3.0$2.0 million and $10.6$2.2 million for the years ended December 31, 20182020 and 2017,2019, respectively. The LLCs are managed by an entity for which two of our recent former directors serve as officers, and the Company’s Non-Executive Chairman has invested in certain of these LLCs. These investments had a carrying value of $29.8$30.1 million at December 31, 2018.2020. Investments in loans for renewable energy projects had investment income $1.3$5.6 million and $526,000$1.3 million for the years ended December 31, 20182020 and 2017,2019, respectively. Two of our recent former directors are officers of the entities that issued the loans. The Company has invested in several limited partnerships that invest in concentrated portfolios of publicly-traded small cap equities, loans of middle market private equity sponsored companies, and equity tranches of collateralized loan obligations (CLOs)., and tranches of distressed home loans. Income from these partnerships was $566,000$1.2 million in 20182020 compared to $2.6$2.4 million in 2017.2019. Together, these limited partnerships had a carrying value of $29.3$11.9 million at December 31, 2018.2020. Income from the Company’s investments in renewable energy LLCs and limited partnerships is recognized under the equity method of accounting. The Company also holds $4.5 million of subordinated notes issued by a bank holding company. Interest income from the notes was $343,000 in botheach of the years ended December 31, 20182020 and 2017.2019. The Company’s Non-Executive Chairman was previously the Lead Independent Director of the bank holding company and an investor in the bank holding company.
For the year ended December 31, 2018,2020, the Company recognized net realized and unrealized investment losses of $5.5$16.0 million, including $6.0$16.7 million of losses for the change in the fair value of equity securities, $554,000 of net realized investment losses on the sale of fixed maturitybank loans, $1.4 million of net realized investment losses on the sale of equity securities, $2.0$1.3 million of gains for the change in fair value of bank loans, and $1.0 million of net realized investment gains on the sale of bank loan securities (including an $807,000fixed maturity securities.
For the year ended December 31, 2019, the Company recognized net realized gain on the repaymentand unrealized investment losses of the loan to the producer and supplier of power in Puerto Rico described below), and $858,000$2.9 million, including $8.9 million of net realized investment losses from an increase in our bank loan credit allowance.
For the year ended December 31, 2017, the Company recognizedallowance, $1.1 million of net realized investment losses of $2.0 million. This net loss was made up of an increase in our bank loan credit allowance and an other than temporary impairment on an equity security, offset by net realized gainsthe sale of $1.3 million from bank loan securities, $368,000 from$6.3 million of gains for the change in fair value of equity securities, and $328,000 from$1.1 million of net realized investment gains on the sale of fixed maturity securities.
In conjunction with its outside investment managers, the Company performs quarterly reviews of all securities within its investment portfolio to determine whether any impairment has occurred.
At December 31, 2017, management concluded thatDuring 2019, three fixed maturity securities from one equity security, based onissuer were determined to be impaired because we intended to sell the severity and duration of the impairment, had experienced an other-than-temporary impairment. Accordingly, thesecurities at a loss. The Company recorded an impairment losslosses on these securities of $1.5 million in 2017.$271,000. Management concluded that none of the other equityfixed maturity securities with an unrealized loss at December 31, 20172020 or 2019 experienced an other-than-temporary impairment. Management evaluated the near-term prospects of these other equitydoes not intend to sell available-for-sale securities in relationan unrealized loss position, and it is not “more likely than not” that the Company will be required to the severity and duration of the impairment, and management had the ability and intent to holdsell these securities untilbefore a recovery ofin their fair value.
At December 31, 2017, the Company held a participation in a loan issued by a company that produces and supplies power to Puerto Rico through a power purchase agreement with Puerto Rico Electric Power Authority (“PREPA”), a public corporation and governmental agency of the Commonwealth of Puerto Rico. Management concluded that the loan was impaired at December 31, 2017 and established an allowance for credit losses on the loan of $759,000 to reduce the loan's carrying value to zero at December 31, 2017. The unpaid principal on the loan was $807,000 at December 31, 2017. In the first quarter of 2018, the full outstanding principal on the loan was repaid and the Company recognized a realized gain of $807,000 on the repayment.
Management concluded that none of the loans in the Company's bank loan portfolio were impaired as of December 31, 2018. At December 31, 2017, the aggregate allowance for credit losses was $3.2 million on five impaired loans with a total carrying value of $5.1 million and unpaid principal of $8.4 million. Impairments in the bank loan portfolio at December 31, 2017 largely reflect the impact of declining energy prices on the market values of loans to oil and gas companies in the energy sector.their amortized cost basis occurs.
At December 31, 2018,2020, our available-for-sale fixed maturity securities had net unrealized lossesgains of $15.2$92.8 million representing 1.3%5.5% of the amortized cost of the portfolio. Additionally, at December 31, 2018, 100.0%2020, 99.6% of our fixed maturity security portfolio was rated “BBB-” or better (“investment grade”) by Standard & Poor’s or had an equivalent rating from another nationally recognized statistical rating organization. The average duration of our investment portfolio was 3.43.8 years at December 31, 2018.2020.
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The amortized cost and fair value of our available-for-sale fixed maturity securities were as follows:
December 31, 2020December 31, 2019
December 31, 2018 December 31, 2017
Cost or
Amortized
Cost
 Fair Value 
% of Total
Fair Value
 
Cost or
Amortized
Cost
 Fair Value 
% of Total
Fair Value
($ in thousands)
Cost or
Amortized
Cost
Fair Value% of Total
Fair Value
Cost or
Amortized
Cost
Fair Value% of Total
Fair Value
($ in thousands)
Fixed maturity securities, available-for-sale:           Fixed maturity securities, available-for-sale:
State and municipal$147,160
 $149,295
 12.6% $139,382
 $144,366
 14.2%State and municipal$277,241 $296,405 16.6 %$159,894 $167,101 11.7 %
Residential mortgage-backed208,869
 204,109
 17.2% 160,379
 158,661
 15.6%Residential mortgage-backed286,104 293,848 16.5 %261,524 264,146 18.4 %
Corporate534,024
 524,768
 44.3% 408,857
 413,721
 40.7%Corporate715,145 766,822 43.0 %611,304 632,221 44.1 %
Commercial mortgage and asset-backed199,528
 197,025
 16.6% 182,595
 182,611
 18.0%Commercial mortgage and asset-backed314,911 326,719 18.3 %249,309 252,457 17.6 %
Obligations of U.S. government corporations and agencies
 
 % 35,948
 35,847
 3.5%
U.S. Treasury securities and obligations guaranteed by the U.S. government107,803
 107,193
 9.1% 79,476
 78,874
 7.8%U.S. Treasury securities and obligations guaranteed by the U.S. government97,489 99,848 5.6 %114,477 115,667 8.1 %
Redeemable preferred stock2,025
 1,812
 0.2% 2,025
 2,018
 0.2%Redeemable preferred stock— — — %2,025 2,034 0.1 %
Total fixed maturity securities, available-for-sale:$1,199,409
 $1,184,202
 100.0% $1,008,662
 $1,016,098
 100.0%
Total fixed maturity securities, available-for-saleTotal fixed maturity securities, available-for-sale$1,690,890 $1,783,642 100.0 %$1,398,533 $1,433,626 100.0 %
The following table sets forth the composition of the Company’s portfolio of fixed maturity securities by rating as of December 31, 2018:2020:
Standard & Poor’s or Equivalent Designation Fair Value % of TotalStandard & Poor’s or Equivalent DesignationFair Value% of Total
 ($ in thousands)
($ in thousands)
AAA $197,797
 16.7%AAA$360,934 20.2 %
AA 455,952
 38.5%AA651,294 36.5 %
A 416,282
 35.2%A554,899 31.1 %
BBB 114,171
 9.6%BBB210,117 11.8 %
Below BBB and unrated 
 %Below BBB and unrated6,398 0.4 %
Total $1,184,202
 100.0%Total$1,783,642 100.0 %
At December 31, 2018,2020, our portfolio of available-for-sale fixed maturity securities contained corporate fixed maturity securities with a fair value of $524.8$766.8 million. A summary of these securities by industry segment is shown below as of December 31, 2018:2020:
Industry Fair Value % of Total
 ($ in thousands)
Industrials and other $128,280
 24.4%
Consumer Discretionary 71,902
 13.7%
Financial 119,077
 22.7%
Health Care 79,896
 15.3%
Consumer Staples 62,623
 11.9%
Utilities 62,990
 12.0%
Total $524,768
 100.0%
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IndustryFair Value% of Total
($ in thousands)
Industrials and other$196,171 25.6 %
Consumer Discretionary104,255 13.6 %
Financial202,156 26.4 %
Health Care93,685 12.2 %
Consumer Staples56,016 7.3 %
Utilities114,539 14.9 %
Total$766,822 100.0 %
Corporate available-for-sale fixed maturity securities include public traded securities and privately placed bonds as shown below as of December 31, 2018:2020:
Public/PrivateFair Value% of Total
($ in thousands)
Publicly traded$701,597 91.5 %
Privately placed65,225 8.5 %
Total$766,822 100.0 %
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Public/Private Fair Value % of Total
 ($ in thousands)
Publicly traded $480,114
 91.5%
Privately placed 44,654
 8.5%
Total $524,768
 100.0%
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The amortized cost and fair value of our available-for-sale investments in fixed maturity securities summarized by contractual maturity are as follows:
December 31, 2020
December 31, 2018
Amortized
Cost
 Fair Value 
% of Total
Fair Value
($ in thousands)
Amortized
Cost
Fair Value% of Total
Fair Value
($ in thousands)
Due in:     Due in:
One year or less$52,312
 $52,100
 4.4%One year or less$115,048 $116,404 6.5 %
After one year through five years406,647
 403,126
 34.0%After one year through five years457,434 485,506 27.2 %
After five years through ten years213,673
 209,155
 17.7%After five years through ten years283,761 306,655 17.2 %
After ten years116,355
 116,875
 9.9%After ten years233,632 254,510 14.3 %
788,987
 781,256
 66.0%
1,089,875 1,163,075 65.2 %
Residential mortgage-backed208,869
 204,109
 17.2%Residential mortgage-backed286,104 293,848 16.5 %
Commercial mortgage and asset-backed199,528
 197,025
 16.6%Commercial mortgage and asset-backed314,911 326,719 18.3 %
Redeemable preferred stock2,025
 1,812
 0.2%
Total$1,199,409
 $1,184,202
 100.0%Total$1,690,890 $1,783,642 100.0 %
At December 31, 2018,2020, the Company had no investments in securitizations of alternative-A mortgages or sub-prime mortgages.
Other Expenses
Other expenses for the years ended December 31, 2018 and 2017 were $1.3of $2.1 million and $539,000, respectively. In 2018, these expenses included $1.4 million of employee severance. In 2017, these expenses included $535,000 of legal and other professional services related to secondary share offerings in 2017.
Interest Expense
Interest expense was $11.6 million and $9.0$1.1 million for the years ended December 31, 20182020 and 2017,2019, respectively, were mostly comprised of employee severance expenses. The 2020 expense primarily reflects reductions in claims personnel following the cancellation of Rasier.
Interest Expense
Interest expense was $10.0 million and $10.6 million for the years ended December 31, 2020 and 2019, respectively. See “—Liquidity and Capital Resources—Sources and Uses of Funds” for information regarding our senior debt facilities and trust preferred securities.
Amortization of Intangibles
The Company recorded $538,000 and $597,000 of amortization of intangibles for each of the years ended December 31, 20182020 and 2017,2019, respectively.
Goodwill and Impairment
We test goodwill and other intangible assets in each operating segment for impairment at least annually. The fair value of the reporting units is determined by weighting the results of a discounted cash flow analysis and a valuation derived from a market-based approach. Intangible assets are valued using various methodologies. The projection of future cash flows is dependent upon assumptions on the future levels of income as well as business trends, prospects and market and economic conditions.
We perform this assessment to determine whether there has been any impairment in the value of goodwill or intangible assets by comparing its fair value to the net carrying value of the reporting units. If the carrying value exceeds its estimated fair value, an impairment loss is recognized and the asset is written down accordingly.
The Company completed its impairment tests and fair value analysis for goodwill and other intangible assets during the fourth quarter of 20182020 and 2017.2019. No impairment was present for the years ended December 31, 2020 or 2019. Falls Lake General was merged into Falls Lake National in the fourth quarter of 2018. In
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connection with this merger, Falls Lake General surrendered its licenses to the various state insurance departments and reduced the carrying value of its intangible asset for "State Licenses" to $0. This caused a $200,000 impairment in 2018. No impairment was present for the year ended December 31, 2017.
Income Tax Expense
Our effective tax rate fluctuates from period to period based on the relative mix of income reported by country and the respective tax rates imposed by each tax jurisdiction. In 2017, the Company experienced a higher proportion of U.S.-sourced income, resulting in a higher effective tax rate for that year. For U.S.-sourced income, our U.S. federal income tax expense differs from the amounts computed by applying the federal statutory income tax rate (21% in 2018 and 35% in 2017) to income before taxes due primarily to interest income on tax-advantaged state and municipal securities, dividends received income, and excess tax benefits on share based compensation. For the years ended December 31, 20182020 and 2017,2019, our effective tax rate was 9.9%rates were 59.6% and 21.0%26.1%, respectively. Income taxes for 2017 included $1.1 millionIn both years, the effective rate exceeded the U.S. statutory rate of 21% because U.S. withholding taxespre-tax income exceeded consolidated pre-tax income. Bermuda had losses in both years due to significant adverse development on an intercompany dividend paidU.S. commercial auto reserves ceded from the U.S. to Bermuda under the internal quota share reinsurance and because of the unprofitable underwriting results at JRG Re and the non-deductible Bermuda holding company to our U.K. intermediate holding company. Income taxes for 2017 also include a $3.5 million tax benefit as the U.S. net deferred tax liability was remeasured at 21%, down from 35% in prior periods, due to the enactment of the Tax Act.

expenses. The Company does
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Year Ended December 31, 2017 Compared to Year Ended December 31, 2016
The following table summarizes our resultsnot receive a U.S. tax deduction for the years ended December 31, 2017 and 2016:
Year Ended December 31,  
2017 2016 % Change
($ in thousands)  
Gross written premiums$1,081,905
 $737,398
 46.7 %
Net retention(1)
70.9% 75.6%  
Net written premiums$766,626
 $557,708
 37.5 %
Net earned premiums$741,109
 $515,663
 43.7 %
Losses and loss adjustment expenses(555,377) (325,421) 70.7 %
Other operating expenses(179,968) (160,762) 11.9 %
Underwriting profit(2), (3)
5,764
 29,480
 (80.4)%
Net investment income61,119
 52,638
 16.1 %
Net realized investment (losses) gains(1,989) 7,565
 
Other income361
 295
 22.4 %
Other expenses(539) (1,590) (66.1)%
Interest expense(8,974) (8,448) 6.2 %
Amortization of intangible assets(597) (597) 
Income before taxes55,145
 79,343
 (30.5)%
Income tax expense(11,579) (4,872) 137.7 %
Net income$43,566
 $74,471
 (41.5)%
Adjusted net operating income$47,385
 $71,318
 (33.6)%
Ratios:     
Loss ratio74.9% 63.1% 
Expense ratio24.3% 31.2% 
Combined ratio99.2% 94.3% 
(1)
Net retention is defined as the ratio of net written premiums to gross written premiums.
(2)
See “—Reconciliation of Non-GAAP Measures” for further detail.
(3)
Underwriting profit includes fee income of $28.3 million and $14.2 million for the years ended December 31, 2017 and 2016, respectively.
We had an underwriting profit of $5.8 million for the year ended December 31, 2017. This compares to an underwriting profit of $29.5 million for the prior year. On a consolidated basis, the Company recognized $21.5 million of net unfavorable reserve development for the year ended December 31, 2017 and $23.7 million of net favorable reserve development for the year ended December 31, 2016.
The results for the years ended December 31, 2017 and 2016 included certain non-operating items that are significant to the Company. These items (on a pre-tax basis) include:
$2.0 million of net realized investment losses and $7.6 million of net realized investment gains for the years ended December 31, 2017 and 2016, respectively. Net realized investment losses in 2017 were primarily from $4.0 million of impairment losses on one equity security and an increase in the allowance for credit losses on impaired bank loans, offset by realized gains of $1.3 million from the sale of bank loan participations, $328,000 from the sale of fixed maturity securities and $369,000 from the sale of equity securities. Net realized investment gains in 2016 include net realized gains from equity securities of $4.8 million and net realized gains from fixed maturity securities of $1.8 million.
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$539,000 and $1.6 million of other expenses for the years ended December 31, 2017 and 2016, respectively. Other expenses for 2017 include $535,000 of legal and other professional services related to secondary share offerings in 2017. Other expenses for 2016 include $1.5 million of employee severance costs.
Interest expense for the years ended December 31, 2017 and 2016 include $1.3 million and $1.4 million, respectively, relating to finance expenses in connection with a minority interest in a real estate partnership pursuant to which we are deemed an owner for accounting purposes. The debt is nonrecourse to us and was not arranged by us. See Note 1 to the Notes to the Audited Consolidated Financial Statements for additional information with respect to our minority interest.
Our income before taxes and net income for the years ended December 31, 2017 and 2016 reconcile to our adjusted net operating income as follows:
Year Ended December 31,
2017 2016
Income
Before
Taxes
 Net Income 
Income
Before
Taxes
 
Net
Income
(in thousands)
Income as reported$55,145
 $43,566
 $79,343
 $74,471
Net realized investment losses (gains)1,989
 1,375
 (7,565) (5,207)
Other expenses539
 575
 1,590
 1,136
Dividend withholding taxes
 1,053
 
 
Interest expense on leased building the Company is deemed to own for accounting purposes1,256
 816
 1,412
 918
Adjusted net operating income$58,929
 $47,385
 $74,780
 $71,318
Our combined ratio for the year ended December 31, 2017 was 99.2%.Bermuda. In 2017, the combined ratio included $21.5 million, or 2.9 percentage points, of adverse reserve development on direct and assumed business underwritten by the Company on prior accident years, including $20.0 million of adverse reserve development from the Excess and Surplus Lines segment and $4.2 million of adverse reserve development from the Casualty Reinsurance segment offset partially by $2.7 million of favorable reserve development from the Specialty Admitted Insurance segment. The combined ratio for the year ended December 31, 2017 also includes $6.9 million, or 0.9 percentage points, of catastrophe losses from Hurricanes Harvey, Irma, and Maria.
Our combined ratio for the year ended December 31, 2016 was 94.3%. It included $23.7 million, or 4.6 percentage points, of net favorable reserve development on direct and assumed business underwritten by the Company on prior accident years, including $24.1 million of favorable reserve development from the Excess and Surplus Lines segment and $3.8 million of favorable development from the Specialty Admitted Insurance segment, partially offset by $4.2 million of adverse reserve development from the Casualty Reinsurance segment.
Expense Ratios
Our expense ratio was 24.3% and 31.2% for the years ended December 31, 2017 and 2016, respectively. The reduced expense ratio for 2017 reflects the 53.8% increase in the Excess and Surplus segment’s net earned premiums and an increase in fee income for the Company as a whole. Our Excess and Surplus Lines segment (our largest segment with 62.5% of consolidated net earned premiums for the year ended December 31, 2017) has significant scale and produces a lower expense ratio than our other operating segments. Fee income for the Company increased year over year from $14.2 million to $28.3 million, as we grew our fee business in both the Excess and Surplus Lines segment and the Specialty Admitted Insurance segment.
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Premiums
The following table summarizes the change in premium volume by component and business segment:
Year Ended December 31,  
2017 2016 % Change
($ in thousands)  
Gross written premiums:     
Excess and Surplus Lines$530,120
 $370,844
 42.9%
Specialty Admitted Insurance316,430
 182,221
 73.7%
Casualty Reinsurance235,355
 184,333
 27.7%
$1,081,905
 $737,398
 46.7%
Net written premiums:     
Excess and Surplus Lines$469,891
 $316,922
 48.3%
Specialty Admitted Insurance60,957
 55,803
 9.2%
Casualty Reinsurance235,778
 184,983
 27.5%
$766,626
 $557,708
 37.5%
Net earned premiums:     
Excess and Surplus Lines$463,521
 $301,404
 53.8%
Specialty Admitted Insurance68,110
 52,281
 30.3%
Casualty Reinsurance209,478
 161,978
 29.3%
$741,109
 $515,663
 43.7%
For the Excess and Surplus Lines segment (which represents 49.0% of our 2017 consolidated gross written premiums), gross written premiums for the year ended December 31, 2017 increased 42.9% over the prior year. Excess and Surplus Lines segment policy submissions, excluding commercial auto, were 8.5% higher and bound policies were 3.0% higher, which was partially offset by a 2.2% decrease in the average premium from $19,682 to $19,253. The gross written premiums increase was most notable in the following divisions within the Excess and Surplus Lines segment:
Commercial Auto division (representing 46.8% of this segment’s 2017 business) which increased $137.9 million (or 125.3%) over the prior year. This division is focused on underwriting the hired and non-owned auto liability exposures for a variety of industry segments with a particular niche for insuring organizations that operate networks connecting independent contractors with customers.
Excess Casualty division (representing 9.7% of this segment’s 2017 business) which increased $7.6 million (or 17.4%) over the prior year.
Allied Health division (representing 3.6% of this segment’s 2017 business) which increased $4.8 million (or 33.1%) over the prior year.
Environmental division (representing 1.5% of this segment’s 2017 business) which increased $2.6 million (or 48.8%) over the prior year; and
Manufacturers and Contractors division (representing 16.2% of this segment’s 2017 business) which increased $2.4 million (or 2.9%) over the prior year.
The components of gross written premiums for the Specialty Admitted Insurance segment (which represents 29.2% of our 2017 consolidated gross written premiums) are as follows:
Year Ended December 31,  
2017 2016 % Change
($ in thousands)  
Workers’ compensation premiums$44,121
 $39,627
 11.3%
Specialty admitted fronting and program business272,309
 142,594
 91.0%
Total$316,430
 $182,221
 73.7%
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A significant portion of the fronting and program business is ceded to third party reinsurers. As a result, our net written premium for this segment increased by less than our gross written premiums, increasing 9.2% and 24.2% for the years ended December 31, 2017 and 2016, respectively.
For the Casualty Reinsurance segment (which represents 21.8% of our 2017 consolidated gross written premiums), gross written premiums increased 27.7%, from $184.3 million for the year ended December 31, 2016 to $235.4 million for the year ended December 31, 2017.
Net Retention
Our net premium retention by segment is as follows:
Year Ended December 31,
2017 2016
Excess and Surplus Lines88.6% 85.5%
Specialty Admitted Insurance19.3% 30.6%
Casualty Reinsurance100.2% 100.4%
Total70.9% 75.6%
The net premium retention for the Excess and Surplus Lines segment increased from 2016 to 2017 due to increased premium on our commercial auto business. We generally retain all of the premium written by the Commercial Auto division.
The net premium retention for the Specialty Admitted Insurance segment decreased from 2016 to 2017 as a result of growth in the segment's fronting and program business, which has much lower net premium retention than our workers’ compensation business. Fronting and program gross written premium grew 91.0% from December 31, 2016 to December 31, 2017. Net retention on the segment’s fronting and program business was 11.9% and 14.0%, respectively, for the years ended December 31, 2017 and 2016. The net retention on the workers’ compensation business was 64.8% and 90.3%, respectively, for the years ended December 31, 2017 and 2016. The significant decline in the net retention from the prior year is due to the 50% quota share reinsurance coverage purchased on this business effective October 1, 2017.
The net retention for the Casualty Reinsurance segment includes adjustments to the estimates of both gross and net written premiums from the prior year that caused this segment’s net premium retention to slightly exceed 100% in both periods.
Underwriting Results
The following table compares our combined ratios by segment:
Year Ended December 31,
2017 2016
Excess and Surplus Lines93.6% 84.3%
Specialty Admitted Insurance95.4% 94.5%
Casualty Reinsurance100.8% 100.1%
Total99.2% 94.3%
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Excess and Surplus Lines Segment
Results for the Excess and Surplus Lines segment are as follows:
Year Ended December 31,  
2017 2016 % Change
($ in thousands)  
Gross written premiums$530,120
 $370,844
 42.9 %
Net written premiums$469,891
 $316,922
 48.3 %
Net earned premiums$463,521
 $301,404
 53.8 %
Losses and loss adjustment expenses(371,717) (188,768) 96.9 %
Underwriting expenses(62,111) (65,401) (5.0)%
Underwriting profit(1), (2)
$29,693
 $47,235
 (37.1)%
Ratios:     
Loss ratio80.2% 62.6% 
Expense ratio13.4% 21.7% 
Combined ratio93.6% 84.3% 
(1)
Underwriting Profit is a non-GAAP Measure. See “Reconciliation of Non-GAAP Measures” for a reconciliation to income before tax and for additional information.
(2)
Underwriting results include fee income of $17.0 million and $10.1 million for the years ended December 31, 2017 and 2016, respectively.
Combined Ratio.   The combined ratio of the Excess and Surplus Lines segment for the year ended December 31, 2017 was 93.6%, comprised of a loss ratio of 80.2% and an expense ratio of 13.4%. The combined ratio of the Excess and Surplus Lines segment for the year ended December 31, 2016 was 84.3%, comprised of a loss ratio of 62.6% and an expense ratio of 21.7%.
Loss Ratio.   The loss ratio of 80.2% for the year ended December 31, 2017 includes $20.0 million, or 4.3 percentage points, of adverse development in our loss estimates for prior accident years. The adverse reserve development in this segment was almost entirely from one large commercial auto account in the 2016 accident year. The loss ratio for the year ended December 31, 2017 also includes $5.2 million of losses from Hurricanes Harvey, Irma, and Maria primarily related to property losses in Florida. The catastrophe losses represent 1.1 percentage points of loss ratio additions for the year. The loss ratio of 62.6% for the year ended December 31, 2016 includes $24.1 million, or 8.0 percentage points, of net favorable development in our loss estimates for prior accident years.
Expense Ratio.   The expense ratio decreased from 21.7% in 2016 to 13.4% in 2017. The decrease in the expense ratio is attributable to the 53.8% increase in net earned premiums as well as a decrease in the total amount of operating expenses. Additionally, fee income increased as a percentage of net earned premiums and contributed to a reduction in the expense ratio of 3.7 and 3.3 percentage points for the years ended December 31, 2017 and 2016, respectively.
The reduced expense ratio and higher loss ratio in this segment reflects an increase in the commercial auto premium as a percentage of the segment’s total premium. Our commercial auto business has a lower expense ratio and higher loss ratio than our other business in the segment. Commercial auto made up 46.8% of the segment’s gross written premium for 2017 compared to 29.7% for 2016.
Underwriting Profit.   As a result of the items discussed above, underwriting profit of the Excess and Surplus Lines segment decreased by 37.1%, from $47.2 million for the year ended December 31, 2016 to $29.7 million for the year ended December 31, 2017.
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Specialty Admitted Insurance Segment
Results for the Specialty Admitted Insurance segment are as follows:
Year Ended December 31,  
2017 2016 % Change
($ in thousands)  
Gross written premiums$316,430
 $182,221
 73.7%
Net written premiums$60,957
 $55,803
 9.2%
Net earned premiums$68,110
 $52,281
 30.3%
Losses and loss adjustment expenses(44,863) (30,897) 45.2%
Underwriting expenses(20,081) (18,512) 8.5%
Underwriting profit(1), (2)
$3,166
 $2,872
 10.2%
Ratios:     
Loss ratio65.9% 59.1% 
Expense ratio29.5% 35.4% 
Combined ratio95.4% 94.5% 
(1)
Underwriting Profit is a non-GAAP Measure. See “Reconciliation of Non-GAAP Measures” for a reconciliation to income before tax and for additional information.
(2)
Underwriting profit includes fee income of $11.3 million and $4.2 million for the years ended December 31, 2017 and 2016, respectively.
Combined Ratio.   The combined ratio of the Specialty Admitted Insurance segment for the year ended December 31, 2017 was 95.4%, comprised of a loss ratio of 65.9% and an expense ratio of 29.5%. This compares to the combined ratio in the prior year of 94.5%, comprised of a loss ratio of 59.1% and an expense ratio of 35.4%.
Loss Ratio.   The loss ratio for the year ended December 31, 2017 of 65.9% included $2.7 million, or 4.0 percentage points of net favorable development on prior accident years. The loss ratio for the year ended December 31, 2016 of 59.1% included $3.8 million, or 7.3 percentage points of net favorable development on prior accident years. The favorable development in both 2017 and 2016 reflects the fact that actual loss emergence of the workers’ compensation book for prior accident years has been better than expected.
Expense Ratio.   The expense ratio of 29.5% for the year ended December 31, 2017 decreased from 35.4% in the prior year. The expense ratio declined in 2017 for this segment primarily due to a 30.3% increase in net earned premiums as the fronting and program business continued to achieve scale. Additionally, fee income reduced the Specialty Admitted Insurance segment's overall expense ratio 16.5 and 8.0 percentage points for the years ended December 31, 2017 and 2016, respectively.
Underwriting Profit.   As a result of the items discussed above, the underwriting profit improved from $2.9 million for the year ended December 31, 2016 to $3.2 million for the year ended December 31, 2017.
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Casualty Reinsurance Segment
Results for the Casualty Reinsurance segment are as follows:
Year Ended December 31,  
2017 2016 % Change
($ in thousands)  
Gross written premiums$235,355
 $184,333
 27.7%
Net written premiums$235,778
 $184,983
 27.5%
Net earned premiums$209,478
 $161,978
 29.3%
Losses and loss adjustment expenses(138,797) (105,756) 31.2%
Underwriting expenses(72,446) (56,416) 28.4%
Underwriting loss(1)
$(1,765) $(194) 809.8%
Ratios:     
Loss ratio66.3% 65.3% 
Expense ratio34.5% 34.8% 
Combined ratio100.8% 100.1% 
(1)
Underwriting loss is a non-GAAP Measure. See “Reconciliation of Non-GAAP Measures” for a reconciliation to income before tax and for additional information.
Combined Ratio.   The combined ratio of the Casualty Reinsurance segment for the year ended December 31, 2017 was 100.8%, comprised of a loss ratio of 66.3% and an expense ratio of 34.5%. This compares to the combined ratio in the prior year of 100.1%, comprised of a loss ratio of 65.3% and an expense ratio of 34.8%.
Loss Ratio.   The loss ratio for the year ended December 31, 2017 of 66.3% included $4.2 million, or 2.0 percentage points, of adverse reserve development in our loss estimates for prior accident years. The loss ratio for the year ended December 31, 2017 also includes $1.8 million of losses from Hurricanes Harvey and Irma primarily related to nonstandard auto losses in Texas. These catastrophe losses represented 0.8 percentage points of loss ratio additions for the year. The loss ratio for the year ended December 31, 2016 of 65.3% included $4.2 million, or 2.6 percentage points, of adverse reserve development in our loss estimates for prior accident years.
Expense Ratio.   The expense ratio of the Casualty Reinsurance segment decreased from 34.8% for the year ended December 31, 2016 to 34.5% for the year ended December 31, 2017, as net earned premiums increased 29.3% in 2017 while underwriting expenses increased by 28.4%.
Underwriting Results.   As a result of the items discussed above, the underwriting loss for the Casualty Reinsurance segment for the year ended December 31, 2017 was $1.8 million compared to an underwriting loss of $194,000 for the year ended December 31, 2016.
Other Operating Expenses
In addition, to the underwriting, acquisition and insurance expenses of the Excess and Surplus Lines segment, the Specialty Admitted Insurance segment and the Casualty Reinsurance segment discussed previously, other operating expenses also includes the expenses of the Corporate and Other segment.
Corporate and Other Segment
Other operating expenses for the Corporate and Other segment include personnel costs associated with the Bermuda and U.S. holding companies, professional fees and various other corporate expenses that are included in the calculation of our expense ratio and combined ratio. Accordingly, other operating expenses of the Corporate and Other segment represent the expenses of both the Bermuda and U.S. holding companies that were not reimbursed by our subsidiaries, including costs associated with potential acquisitions and other strategic initiatives. These costs vary from period to period based on the status of these initiatives.
For the years ended December 31, 2017 and 2016, the total operating expenses of the Corporate and Other segment were $25.3 million and $20.4 million, respectively. The increase in these expenses was primarily related to increases in stock compensation expense resulting from the options and restricted stock units granted in February 2017, increases in public company expenses and other professional service fees.
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Investing Results
Net investment income was $61.1 million for the year ended December 31, 2017 compared to $52.6 million in the prior year. The change in our net investment income is as follows:
Year Ended December 31,  
2017 2016 % Change
(in thousands)  
Renewable energy LLCs$10,578
 $3,480
 204.0 %
Other private investments3,501
 6,056
 (42.2)%
Other invested assets14,079
 9,536
 47.6 %
All other net investment income47,040
 43,102
 9.1 %
Total net investment income$61,119
 $52,638
 16.1 %
The $8.5 million increase in net investment income year-over-year was largely driven by the performance of the Company’s renewable energy LLCs. Net investment income from renewable energy LLCs increased from $3.5 million for the year ended December 31, 2016 to $10.6 million for the year ended December 31, 2017. Excluding the private investments, our net investment income increased by $3.9 million over the prior year due to a 11.7% increase in our cash and invested assets from $1,442.1 million at December 31, 2016 to $1,611.1 million at December 31, 2017 and an increase in investment yield.
Major categories of the Company’s net investment income are summarized as follows:
Year Ended December 31,
2017 2016
(in thousands)
Fixed maturity securities$26,833
 $25,917
Bank loan participations17,388
 14,486
Equity securities5,045
 5,617
Other invested assets14,079
 9,536
Cash, cash equivalents, and short-term investments1,708
 824
Trading (losses) gains(4) 18
Gross investment income65,049
 56,398
Investment expense(3,930) (3,760)
Net investment income$61,119
 $52,638
The following table summarizes our investment returns:
Year Ended December 31,
2017 2016
Annualized gross investment yield on:   
Average cash and invested assets4.3% 4.0%
Average fixed maturity securities3.6% 3.5%
Of our total cash and invested assets of $1,611.1 million at December 31, 2017, $163.5 million represents the cash and cash equivalents portion of the portfolio. The majority of the portfolio, or $1,098.6 million, is comprised of fixed maturity and equity securities that are classified as available-for-sale and carried at fair value with unrealized gains and losses on these securities reported, net of applicable taxes, as a separate component of accumulated comprehensive income or loss. Also included in our investments are $238.2 million of bank loan participations, $70.2 million of other invested assets, $36.8 million of short-term investments, and $3.8 million of fixed maturity securities classified as trading and held at the U.S. holding company. Our trading portfolio is carried at fair value with changes to the value reported as net investment income in our consolidated income statement.
The $238.2 million of bank loan participations are classified as held-for-investment and reported at amortized cost, net of an allowance for credit losses. Changes in this credit allowance are included in realized gains or losses. These bank loan participations are primarily senior, secured floating-rate debt which are generally rated “BB,” “B,” or “CCC” by Standard & Poor’s or an equivalent rating from another nationally recognized statistical rating organization, and are therefore below
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investment grade. At December 31, 2017 and 2016, the fair market value of these securities was $236.5 million and $203.1 million, respectively.
The Company invests selectively in private debt and equity opportunities. These investments comprise the Company’s other invested assets and are primarily focused in renewable energy, limited partnerships, and bank holding companies. Equity interests in various renewable energy LLCs managed by affiliates of D. E. Shaw, generated investment income of $10.6 million and $3.5 million for the years ended December 31, 2017 and 2016, respectively. These investments had a carrying value of $32.1 million at December 31, 2017. Investments in loans for renewable energy projects, primarily with affiliates of D. E. Shaw, had investment income $526,000 and $450,000 for the years ended December 31, 2017 and 2016, respectively. In 2016, the Company received a $6.5 million repayment on one note. During 2015, the Company invested a total of $36.3 million in these notes and received repayments totaling $30.8 million. The Company has invested in several limited partnerships that invest in concentrated portfolios of publicly-traded small cap equities, loans of middle market private equity sponsored companies, and equity tranches of collateralized loan obligations (CLOs). Income from these partnerships was $2.6 million in 2017 compared to $5.3 million in 2016. Together, these limited partnerships had a carrying value of $26.4 million at December 31, 2017. Income from the Company’s investments in renewable energy LLCs and limited partnerships is recognized under the equity method of accounting. The Company also holds $4.5 million of subordinated notes issued by a bank holding company affiliated with the Non-Executive Chairman of the Company. Interest income from the notes was $343,000 for the years ended December 31, 2017 and 2016.
For the year ended December 31, 2017, the Company recognized net realized investment losses of $2.0 million. This net loss was made up of an increase in our bank loan credit allowance and an other than temporary impairment on an equity security, offset by net realized gains of $1.3 million from bank loan securities, $368,000 from equity securities, and $328,000 from fixed maturity securities.
Management concluded that based on the severity and duration of the impairment associated with an equity security, the security had experienced an other-than-temporary impairment. Accordingly, the Company recorded an impairment loss of $1.5 million in 2017. Management concluded that none of the other equity securities with an unrealized loss at December 31, 2017 and 2016 experienced an other-than-temporary impairment. Management has evaluated the near-term prospects of these other equity securities in relation to the severity and duration of the impairment, and management has the ability and intent to hold these securities until a recovery of their fair value.
At December 31, 2015, the Company held participations in two loans issued by companies that produce and supply power to Puerto Rico through power purchase agreements with PREPA, a public corporation and governmental agency of the Commonwealth of Puerto Rico. PREPA’s credit strength and ability to make timely payments was impacted by the economic conditions in Puerto Rico, thus raising doubt about the companies’ ability to meet the debt obligations held by the Company. In June 2016, one of the loans was repaid in full at its scheduled maturity. Management concluded that the remaining loan was impaired at December 31, 2016. The loan had a carrying value of $1.7 million, unpaid principal of $2.0 million, and an allowance for credit losses of $177,000 at December 31, 2016. In July 2017, PREPA filed a petition for relief in U.S. District Court under Title III of the Puerto Rico Oversight, Management, and Economic Stability Act. Also in 2017, the devastation caused by Hurricane Maria on the island of Puerto Rico raised additional doubt about PREPA's ability to make payments to the issuer. The maturity of the remaining loan, originally scheduled for November 2017, was deferred until March 2018. Management established an allowance for credit losses of $759,000 to reduce the loan's carrying value to zero at both September 30, 2017 and December 31, 2017. The unpaid principal on the loan was $807,000 at December 31, 2017.
The Company’s bank loan portfolio includes loans to oil and gas companies in the energy sector. The market values of these loans have been impacted by declining energy prices. At December 31, 2017, the Company’s oil and gas exposure in the bank loan portfolio was in four loans with a carrying value of $7.9 million and an unrealized loss of $180,000. Management concluded that three of these loans were impaired as of December 31, 2017, and accordingly, an allowance for credit losses of $2.3 million was established on the loans. After recording this impairment, the loans had a carrying value of $4.6 million at December 31, 2017 and unpaid principal of $6.9 million. All of the other loans are current at December 31, 2017. At December 31, 2016, one loan was impaired with a carrying value of $1.6 million, unpaid principal of $2.2 million and an allowance for credit losses of $545,000.
Management also concluded that one non-energy sector loan was impaired at December 31, 2017. At December 31, 2017, the impaired loan had a carrying value of $561,000, unpaid principal of $706,000, and an allowance for credit losses of $145,000. At December 31, 2016, three non-energy sector loans were impaired with a total carrying value of $3.2 million, unpaid principal of $3.5 million, and an allowance for credit losses of $221,000.
The aggregate allowance for credit losses was $3.2 million at December 31, 2017 on five impaired loans with a total carrying value of $5.1 million and unpaid principal of $8.4 million. At December 31, 2016, the aggregate allowance for credit losses was $943,000 on five impaired loans with a total carrying value of $6.5 million and unpaid principal of $7.6 million.
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At December 31, 2017, our available-for-sale investment portfolio of fixed maturity and equity securities had net unrealized gains of $14.6 million representing 1.4% of the cost or amortized cost of the portfolio. Additionally, at December 31, 2017, 99.4% of our fixed maturity security portfolio was rated “BBB-” or better (“investment grade”) by Standard & Poor’s or had an equivalent rating from another nationally recognized statistical rating organization. Fixed maturity securities with ratings below investment grade by Standard & Poor’s or another nationally recognized statistical rating organization at December 31, 2017 had an aggregate fair value of $6.5 million and an aggregate net unrealized gain of $305,000. The average duration of our investment portfolio was 3.5 years at December 31, 2017.
The amortized cost and fair value of our investments in available-for-sale securities were as follows:
December 31, 2017 December 31, 2016
Cost or
Amortized
Cost
 Fair Value 
% of Total
Fair Value
 
Cost or
Amortized
Cost
 Fair Value 
% of Total
Fair Value
($ in thousands)
Fixed maturity securities:           
State and municipal$139,382
 $144,366
 13.1% $101,793
 $105,841
 10.4%
Residential mortgage-backed160,379
 158,661
 14.4% 152,703
 150,798
 14.8%
Corporate408,857
 413,721
 37.7% 379,727
 378,448
 37.2%
Commercial mortgage and asset-backed182,595
 182,611
 16.6% 167,967
 168,047
 16.5%
Obligations of U.S. government corporations and agencies35,948
 35,847
 3.3% 64,823
 65,014
 6.4%
U.S. Treasury securities and obligations guaranteed by the U.S. government79,476
 78,874
 7.2% 71,174
 71,120
 7.0%
Redeemable preferred stock2,025
 2,018
 0.2% 2,025
 1,809
 0.2%
Total1,008,662
 1,016,098
 92.5% 940,212
 941,077
 92.5%
Equity securities:           
Preferred stock59,102
 66,281
 6.0% 61,806
 64,827
 6.4%
Common stock16,216
 16,241
 1.5% 12,747
 11,574
 1.1%
Total75,318
 82,522
 7.5% 74,553
 76,401
 7.5%
Total investments$1,083,980
 $1,098,620
 100.0% $1,014,765
 $1,017,478
 100.0%
The following table sets forth the composition of the Company’s portfolio of fixed maturity securities (both available-for-sale and trading) by rating as of December 31, 2017:
Standard & Poor’s or Equivalent Designation Fair Value % of Total
 ($ in thousands)
AAA $185,202
 18.2%
AA 405,296
 39.7%
A 315,405
 30.9%
BBB 107,473
 10.5%
BB 1,611
 0.2%
Below BB and unrated 4,919
 0.5%
Total $1,019,906
 100.0%
At December 31, 2017, our portfolio of available-for-sale fixed maturity securities contained corporate fixed maturity securities with a fair value of $413.7 million. A summary of these securities by industry segment is shown below as of December 31, 2017:
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Industry Fair Value % of Total
 ($ in thousands)
Industrials and other $152,129
 36.7%
Consumer Discretionary 74,829
 18.1%
Financial 69,778
 16.9%
Health Care 61,461
 14.9%
Utilities 55,524
 13.4%
Total $413,721
 100.0%
Corporate available-for-sale fixed maturity securities include public traded securities and privately placed bonds is shown below as of December 31, 2017:
Public/Private Fair Value % of Total
 ($ in thousands)
Publicly traded $384,812
 93.0%
Privately placed 28,909
 7.0%
Total $413,721
 100.0%
The amortized cost and fair value of our available-for-sale investments in fixed maturity securities summarized by contractual maturity are as follows:
December 31, 2017
Amortized
Cost
 Fair Value 
% of Total
Fair Value
($ in thousands)
Due in:     
One year or less$66,852
 $66,770
 6.6%
After one year through five years274,095
 274,421
 27.0%
After five years through ten years195,333
 195,995
 19.3%
After ten years127,383
 135,622
 13.3%
663,663
 672,808
 66.2%
Residential mortgage-backed160,379
 158,661
 15.6%
Commercial mortgage and asset-backed182,595
 182,611
 18.0%
Redeemable preferred stock2,025
 2,018
 0.2%
Total$1,008,662
 $1,016,098
 100.0%
At December 31, 2017, the Company had no investments in securitizations of alternative-A mortgages or sub-prime mortgages.
Other Expenses
Other expenses for the years ended December 31, 2017 and 2016 were $539,000 and $1.6 million, respectively. In 2017, these expenses include $535,000 of legal and other professional services related to secondary share offerings in 2017. In 2016, these expenses include $1.5 million of employee severance costs.
Interest Expense
Interest expense was $8.9 million and $8.4 million for the years ended December 31, 2017 and 2016, respectively. See “—Liquidity and Capital Resources—Sources and Uses of Funds” for information regarding our senior bank debt facility and trust preferred securities.
Amortization of Intangibles
The Company recorded $597,000 of amortization of intangibles for each of the years ended December 31, 2017 and 2016, respectively.
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Goodwill and Impairment
The Company completed its impairment tests and fair value analysis for goodwill and other intangible assets during the fourth quarter of 2017 and 2016. No impairment was present for the years ended December 31, 2017 or 2016.
Income Tax Expense
Our effective tax rate fluctuates from period to period based on the relative mix of income reported by country and the respective tax rates imposed by each tax jurisdiction. In 2017, particularly, the Company experienced a higher proportion of U.S.-sourced income, increasing the effectiveBEAT tax rate for the year.first time in 2020 in the amount of $2.8 million over and above the amount of taxes calculated without regard to BEAT. For U.S.-sourced income, ourthe Company’s U.S. federal income tax expense differs from the amounts computed by applying the federal statutory income tax rate to income before taxes due primarily to interest income on tax-advantaged state and municipal securities, (state and municipal securities represented 13.1% and 10.4% of our available-for-sale securities at December 31, 2017 and 2016, respectively), dividends received income, and excess tax benefits on share based compensation.
Year Ended December 31, 2019 Compared to Year Ended December 31, 2018
For a discussion of our results for the yearsyear ended December 31, 2017 and 2016, our effective tax rate was 21.0% and 6.1%, respectively. Income taxes for 2017 included $1.1 million of U.S. withholding taxes on an intercompany dividend paid from the U.S. holding company2019 as compared to year ended December 31, 2018, please refer to our U.K. intermediate holding company. Income taxes for 2017 also include a $3.5 million tax benefit as2019 Form 10-K filed with the U.S. net deferred tax liability was remeasured at 21%, down from 35% in prior periods, due to the enactment of the Tax Act.
Financial results for 2017 reflect provisional amounts related to the December 2017 enactment of the Tax Act. These provisional estimates are basedSEC on the Company’s initial analysis and current interpretation of the legislation. Given the complexity of the Tax Act, anticipated guidance from the U.S. Department of the Treasury, and the potential for additional guidance from the Securities and Exchange Commission (SEC) or the Financial Accounting Standards Board, these estimates may be adjusted during 2018.February 27, 2020.
Liquidity and Capital Resources
Sources of Funds
Dividends
We are organized as a Bermuda holding company with our operations conducted by our wholly-owned subsidiaries. Accordingly, our holding company may receive cash through loans from banks, issuance of equity and debt securities, corporate service fees or dividends received from our subsidiaries and/or other transactions. Our U.S. holding company may receive cash in a similar manner and also through payments from our subsidiaries pursuant to our U.S. consolidated tax allocation agreement.
The payment of dividends by our subsidiaries to us is limited by statute. In general, the laws and regulations applicable to our domestic insurance subsidiaries limit the aggregate amount of dividends or other distributions that they may declare or pay within any 12-month period without advance regulatory approval. Generally, the limitations are based on the greater of statutory net income for the preceding year or 10.0% of statutory surplus at the end of the preceding year. In addition, insurance regulators have broad powers to prevent reduction of statutory surplus to inadequate levels and could refuse to permit the payment of dividends calculated under any applicable formula. See Item 1— “U.S.“Regulation—U.S. Insurance Regulation—State Regulation” for additional information. The maximum amount of dividends available to the U.S. holding company from our U.S. insurance subsidiaries during 2020 without regulatory approval is $28.6 million. The Bermuda Insurance Act of 1978 prohibits an insurer from declaring or paying a dividend if it is in breach of its minimum solvency margin, its enhanced capital requirement, or its minimum liquidity ratio, or if the declaration or payment of such dividend would cause such a breach. An insurer can declare or pay dividends without prior regulatory approval up to 25% of the total statutory capital and surplus.  At December 31, 2018,surplus (as shown on its previous financial year's statutory balance sheet). See Item 1- “Regulation- Bermuda Insurance Regulation- Restrictions on Dividends and Distributions” for additional information. Based on that calculation, the maximum combined amount of dividends that canand return of capital available to us from our Bermuda insurers in 2020 is calculated to be paid without prior regulatory approval was approximately $109.8$153.8 million. However, this dividend amount is subject to annual enhanced solvency requirement calculations. Additionally, the maximum amount of dividends available to the U.S. holding company from our U.S. insurance subsidiaries during 2019 without regulatory approval is $24.2 million.
At December 31, 2018,2020, our Bermuda holding company had $240,000$571,000 of cash and cash equivalent assets. At December 31, 2018, ourOur U.S. holding company had $53.7$49.3 million of cash and invested assets at December 31, 2020, comprised of cash and cash equivalents of $7.3$6.9 million and other invested assets of $46.1$42.4 million, and short-term investments of $325,000, which are not subject to regulatory restrictions. Additionally, our U.K. intermediate holding company had no invested assets and cash of less than $10,000 at December 31, 2018.
Our net written premiums to surplus ratio (defined as net written premiums to regulatory capital and surplus) is reviewed by management as well as our rating agency as a component of leverage and efficiency of deployed capital. Our net written premiums to surplus ratio was 1.1x, 1.2x, and 0.9x for the years ended December 31, 2018, 2017, and 2016, respectively.2020.
Credit Agreements
The Company has a $215.0$315.0 million senior revolving credit facility (as amended or amended and restated, the “2013 Facility”). The 2013 Facility is comprised of the following at December 31, 2018:2020:
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•    A $102.5 million secured revolving facility utilized by JRG Re to issue letters of credit for the benefit of third-party reinsureds. This portion of our credit facility is secured by our investment securities. At December 31, 2018,2020, the Company had $75.5$92.0 million of letters of credit issued under the secured facility.
•    A $112.5$212.5 million unsecured revolving facility to meet the working capital needs of the Company. All unpaid principal on the revolver is due at maturity. Interest accrues quarterly and is payable in arrears at 3-month LIBOR plus a margin which is currently 1.5%at December 31, 2020 was 1.50% and is subject to change according to terms in the credit agreement. At December 31, 20182020 and 2017,2019, the Company had a drawn balancebalances of $73.3$185.8 million and $133.3 million outstanding on the unsecured revolver.
The $52.5 million of additional unsecured borrowings in 2020 were used to support our growth and for general corporate purposes.
The 2013 Facility has been amended from time to time since its inception in 2013. On December 7, 2016,November 8, 2019, the Company entered into ana Second Amended and Restated Credit Agreement for the 2013 Facility which, among other things, extended the maturity date of the 2013 Facility until December 7, 2021 and modified other terms including reducing the rate of interest and reducing the number of financial covenants. On JuneNovember 8, 2017, the Company entered into a First Amendment to the amended and restated 2013 Facility, which among other things, modified the financial covenants and2024, increased the amount available under the unsecured revolving credit facility to $212.5 million, lowered the applicable interest rate and letter of additional debt the Company may incur under new financings, subjectcredit fees, and modified certain negative covenants to compliance with certain conditions.be less restrictive.
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The 2013 Facility contains certain financial and other covenants (including risk-based capital, minimum shareholders’ equity levels,net worth, maximum ratiosratio of total adjusted debt outstanding to total capitalization, and minimum fixed charge coverage ratios)financial strength ratings) with which the Company was in compliance at December 31, 2018.2020.
On August 2, 2017, the Company, and its wholly-owned subsidiary, JRG Re, together as borrowers, entered into a credit agreement (the "2017 Facility") that provides the Company with a revolving line of credit of up to $100 million, which may be used for loans and letters of credit made or issued, at the borrowers' option, on a secured or unsecured basis. Obligations under the 2017 Facility carry a variable rate of interest subject to terms in the credit agreement and will mature 30 days after notice of termination from the lender. The 2017 Facility contains certain financial and other covenants with which we are in compliance with at December 31, 2018.2020. The loans and letters of credit made or issued under the revolving line of credit of the 2017 Facility may be used to finance the borrowers' general corporate purposes. On November 8, 2019, the Company entered into a First Amendment to Credit Agreement which, among other things, lowered the applicable interest rate and modified certain negative covenants to be less restrictive. At December 31, 2018,2020, unsecured loans of $30.0$61.5 million and secured letters of credit totaling $7.6$17.5 million were outstanding on the 2017 Facility. During 2020, we borrowed an additional $51.5 million in unsecured loans to support our growth and for general corporate purposes.
InOn May 26, 2004, we issued $15.0 million of senior debt due April 29, 2034. The senior debt is not redeemable by the holder or subject to sinking fund requirements. Interest accrues quarterly and is payable in arrears at a floating rate per annum equal to the 3-month LIBOR plus 3.85%. This senior debt is redeemable at par prior to its stated maturity at our option in whole or in part. The terms of the senior debt contain certain covenants, with which we are in compliance at December 31, 2018,2020, and which, among other things, restrict our ability to assume senior indebtedness secured by our U.S. holding company's common stock or its subsidiaries' capital stock or to issue shares of its subsidiaries' capital stock.
Interest payable is included in “accrued expenses” in the accompanying consolidated balance sheets.
The following table summarizes the nature and terms of the junior subordinated debt and trust preferred securities outstanding at December 31, 20182020 (including the Company’s repurchase of a portion of these trust preferred securities):
James River
Capital
Trust I
James River
Capital
Trust II
James River
Capital
Trust III
James River
Capital
Trust IV
Franklin
Holdings II
(Bermuda)
Capital
Trust I
James River
Capital
Trust I
 
James River
Capital
Trust II
 
James River
Capital
Trust III
 
James River
Capital
Trust IV
 
Franklin
Holdings II
(Bermuda)
Capital
Trust I
($ in thousands)
($ in thousands)
Issue dateMay 26, 2004 December 15, 2004 June 15, 2006 December 11, 2007 January 10, 2008Issue dateMay 26, 2004December 15, 2004June 15, 2006December 11, 2007January 10, 2008
Principal amount of trust preferred securities$7,000 $15,000 $20,000 $54,000 $30,000Principal amount of trust preferred securities$7,000$15,000$20,000$54,000$30,000
Principal amount of junior subordinated debt$7,217 $15,464 $20,619 $55,670 $30,928Principal amount of junior subordinated debt$7,217$15,464$20,619$55,670$30,928
Carrying amount of junior subordinated debt net of repurchases$7,217 $15,464 $20,619 $44,827 $15,928Carrying amount of junior subordinated debt net of repurchases$7,217$15,464$20,619$44,827$15,928
Maturity date of junior subordinated debt, unless accelerated earlierMay 24, 2034 December 15, 2034 June 15, 2036 December 15, 2037 March 15, 2038Maturity date of junior subordinated debt, unless accelerated earlierMay 24, 2034December 15, 2034June 15, 2036December 15, 2037March 15, 2038
Trust common stock$217 $464 $619 $1,670 $928Trust common stock$217$464$619$1,670$928
Interest rate, per annumThree-Month
LIBOR plus
4.0%
 Three-Month
LIBOR plus
3.4%
 
Three-Month
LIBOR plus
3.0%
 
Three-Month
LIBOR plus
3.1%
 
Three-Month
LIBOR plus
4.0%
Interest rate, per annumThree-Month
LIBOR plus
4.0%
Three-Month
LIBOR plus
3.4%
Three-Month
LIBOR plus
3.0%
Three-Month
LIBOR plus
3.1%
Three-Month
LIBOR plus
4.0%
All of the junior subordinated debt is currently redeemable at 100.0% of the unpaid principal amount at our option.
The junior subordinated debt contains certain covenants with which we are in compliance as of December 31, 2018.
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2020.
At December 31, 20182020 and December 31, 2017,2019, the ratio of total debt outstanding, including both senior debt and junior subordinated debt, to total capitalization (defined as total debt plus total shareholders’ equity) was 23.9%31.5% and 22.6%25.2%, respectively. Having debt as part of our capital structure allows us to generate a higher return on equity and greater book value per share results than we could by using equity capital alone.
Ceded Reinsurance
Our insurance segments enter into reinsurance contracts to limit our exposure to potential losses arising from large risks, to protect against the aggregation of several risks in a common loss occurrence, and to provide additional capacity for growth. Our reinsurance is contracted under excess of loss and quota share reinsurance contracts. In excess of loss reinsurance, the reinsurer agrees to assume all or a portion of the ceding company’s losses in excess of a specified amount. The premiums payable to the reinsurer are negotiated by the parties based on their assessment of the amount of risk being ceded to the reinsurer because the reinsurer does not share proportionately in the ceding company’s losses. In quota share reinsurance, the reinsurer agrees to assume a specified percentage of the ceding company’s losses arising out of a defined class of business in exchange for a
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corresponding percentage of premiums. For the years ended December 31, 2018, 2017,2020, 2019, and 20162018 our net premium retention was 65.4%51.5%, 70.9%60.9% and 75.6%65.4%, respectively.
The following is a summary of our Excess and Surplus Lines segment’s ceded reinsurance in place as of December 31, 2018:
2020:
Line of BusinessCompany Retention
Casualty
Primary Specialty Casualty, including Professional Liability
Up to $1.0 million per occurrence, subject to a $1.0 million aggregate deductible.(1)
Primary Casualty
Up to $2.0 million per occurrence.(1)(2)
Excess Casualty
Up to $1.0 million per occurrence.(2)(3)
Property
Up to $5.0 million per event.(3)(4)
(1)
Total exposure to any one claim is generally $1.0 million.
(1)    Except for Life Sciences quota share carve out, which is up to $2.0 million per occurrence.
(2)    Total exposure to any one claim is generally $1.0 million.
(3)    For policies with an occurrence limit up to $10.0 million, the excess casualty treaty is set such that our retention is no more than $1.0 million.
(4)    The property catastrophe reinsurance treaty has a limit of $40.0 million with one reinstatement.
We use catastrophe modeling software to analyze the risk of severe losses from hurricanes and earthquakes on our exposure. We utilize the model in our risk selection, pricing, and to manage our overall portfolio probable maximum loss (“PML”) accumulations. A PML is an estimate of the amount we would expect to pay in any one catastrophe event within a given annual probability of occurrence (i.e. a return period or loss exceedance probability).
(2)For policies with an occurrence limit up to $10.0 million, the excess casualty treaty is set such that our retention is no more than $1.0 million.
(3)
The property catastrophe reinsurance treaty has a limit of $40.0 million with one reinstatement.
In our Excess and Surplus Lines segment, we write a small book of excess property insurance, but we do not write primary property insurance. In ourThe Excess and Surplus Lines segment we havehas a surplus share reinsurance treaty in effect that was specifically designed to cover property risks. The surplus share treaty along with facultative reinsurance helps ensure that our net retained limit per risk will be $5.0 million or less.
We use catastrophe modeling software to analyze the risk of severe losses from hurricanes and earthquakes on our exposure. We utilize the model in our risk selection, pricing, and to manage our overall PML accumulations. A PML is an estimate of the amount we would expect to pay in any one catastrophe event within a given annual probability of occurrence (i.e. a return period or loss exceedance probability). Based upon the modeling of our Excess and Surplus Lines segment, a $45.0 million gross catastrophe lossand Specialty Admitted segments, it would exceedtake an event beyond our 1 in 1,0001000 year PML.PML to exhaust our $45.0 million property catastrophe treaty. In the event of a catastrophe loss exhausting our $45.0 million gross property catastrophe loss to the Excess and Surplus Lines segment,treaty, we estimate our pre-tax cost at approximately $7.1$7.3 million, including reinstatement premiums and net retentions. In addition to this retention, we would retain any losses in excess of our reinsurance coverage limits.
The following is a summary of our Specialty Admitted Insurance segment’s ceded reinsurance in place as of December 31, 2020:
Line of BusinessCoverage
Casualty
Workers’ Compensation
Quota share coverage for 70% of the first $1.0 million.(1)(2)
Excess of loss coverage for $29.0 million in excess of $1.0 million.(1)(2)
Auto ProgramsQuota share coverage for 70-90% of limits up to $1.5 million liability and $5.0 million physical damage per occurrence.
General Liability & Professional Liability – ProgramsQuota share coverage for 70%-100% of limits up to $3.0 million per occurrence.
Umbrella and Excess Casualty - ProgramsQuota share coverage for 95%-100% of limits up to $10.0 million per occurrence, and excess of loss coverage for $5.0 million in excess of $10.0 million.
Property
Commercial Property within Package - Programs
Quota share coverage for 100% of limits up to $25.0 million per occurrence. (3)
Catastrophe CoverageExcess of Loss coverage for $44.0 million in excess of $1.0 million per occurrence.
(1)    Excluding one program which has quota share coverage for 81.25% of the first $1.0 million per occurrence and excess of loss coverage for $49.0 million in excess of $1.0 million per occurrence.
(2)    Includes any residual market pools.
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(3)    Excluding one program which has quota share coverage for 90% of the first $500,000 and excess of loss coverage for $39.5 million in excess of $500,000 per risk per occurrence.
Our Specialty Admitted Insurance segment purchases reinsurance for at least 50% of the exposed limits on specialty admitted property-casualty business. The segment enters into reinsurance contracts for the individual risk workers’ compensation business as well as fronting and program business. While the segment focuses on casualty business, incidental property risk is incurred in the fronting and program business. The segment is covered for $44.0 million in excess of $1.0 million per occurrence to manage its property exposure to an approximate 1 in 1,000 year PML.
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The following is a summary of our Specialty Admitted Insurance segment’s ceded reinsurance in place as of December 31, 2018:
Line of BusinessCoverage
Casualty
Workers’ Compensation
Quota share coverage for 50% of the first $600,000.(1)(2)
 Excess of loss coverage for $29.4 million in excess of $600,000.(1)(2)
Auto ProgramsQuota share coverage for 90% of limits up to $1.5 million liability and $5.0 million physical damage per occurrence
General Liability & Professional Liability – ProgramsQuota share coverage for 90% - 100% of limits up to $2.0 million per occurrence.
Property
Commercial Property within Package - ProgramsQuota share coverage for 100% of limits up to $25.0 million per occurrence.
Catastrophe CoverageExcess of Loss coverage for $44.0 million in excess of $1.0 million
(1)
Excluding one program which has quota share coverage for 90% of the first $1.0 million per occurrence and excess of loss coverage for $49.0 million in excess of $1.0 million.
(2)Includes any residual market pools.
In our Casualty Reinsurance segment, we also have limited property catastrophe exposure.exposure, primarily through auto physical damage coverage. In the aggregate, we believe our pre-tax group-wide PML from a 1 in 1,000 year property catastrophe event would not exceed $10.0 million, inclusive of reinstatement premiums payable.
We also have a clash and contingency reinsurance treaty to cover both the Excess and Surplus Lines and Specialty Admitted Insurance segments in the event of a claimsclaim incident involving more than one of our insureds. The treaty covers $10.0 million in excess of a $2.0 million retention for loss occurrences within the treaty term. This coverage has two reinstatements in the event we exhaust any of the coverage. As of December 31, 2018,2020, our average net retained limit per risk is $2.5 million.
Effective January 1, 2020, we purchased an additional $10.0 million in claims made coverage for excess policy limits and extra contractual obligations exposures above the clash and contingency treaty for the period 2014 to present. This treaty has one reinstatement.
The Company’s insurance segments remain liable to policyholders if its reinsurers are unable to meet their contractual obligations under applicable reinsurance agreements. We establish allowancesan allowance for amounts considered uncollectible.credit losses for our current estimate of uncollectible reinsurance recoverables. At December 31, 2018, there was no2020, the allowance for such uncollectiblecredit losses on reinsurance recoverables.recoverables was $335,000. To minimize exposure to significant losses from reinsurance insolvencies, the Company evaluates the financial condition of its reinsurers and monitors concentrations of credit risk. The Company generally seeks to purchase reinsurance from reinsurers with A.M. Best financial strength ratings of “A-” (Excellent) or better. The Company’s reinsurance contracts generally require reinsurers that are not authorized as reinsurers under U.S. state insurance regulations or that experience rating downgrades from rating agencies below specified levels to fund their share of the Company’s ceded outstanding losses and loss adjustment expense reserves, typically through the use of irrevocable and unconditional letters of credit. In fronting arrangements, which the Company conducts through its Specialty Admitted Insurance segment, we are subject to credit risk with regard to insurance companies who act as reinsurers for us in such arrangements. We customarilymay require collateral, such as a collateral trust arrangementagreement, funds held or a letter of credit, to secure the obligations of the insurance entity for whom we are fronting.
At December 31, 2018,2020, we had reinsurance recoverables on unpaid losses of $467.4$805.7 million and reinsurance recoverables on paid losses of $18.3$46.1 million, and all material recoverable amounts were from companies with A.M. Best ratings of “A-" (Excellent) or better, or collateral had been posted by the reinsurer for our benefit.benefit, or represent recoverables from a state residual market for automobile insurance.
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The following table sets forth our most significant reinsurers by amount of reinsurance recoverables and the amount of reinsurance recoverables pertaining to each such reinsurer as well as its A.M. Best rating as of December 31, 2018:2020:
Reinsurer 
Reinsurance
Recoverable as of
December 31, 2018
 
A.M. Best Rating
December 31, 2018
 (in thousands)  
Swiss Reinsurance America Corporation $151,590
 A+
Berkley Insurance Company 47,867
 A+
Safety National Casualty 44,130
 A+
North Carolina Reinsurance Facility 24,639
 
Unrated(1)
Munich Reinsurance America 24,057
 A+
Endurance Assurance Corporation 22,405
 A+
Donegal Mutual Insurance Company 15,787
 A
Cincinnati Insurance Company 14,997
 A+
American European Insurance Company 13,044
 
B(1)
Partner Reinsurance Company Limited 12,780
 A
Top 10 Total 371,296
  
Other 96,075
  
Total $467,371
  
(1)ReinsurerThese reinsurers are unrated or below A-. All material reinsurance recoverable amounts from these reinsurers are collateralized.Reinsurance
Recoverable as of
December 31, 2020
A.M. Best Rating
December 31, 2020
(in thousands)
Swiss Reinsurance America Corporation$250,869 A+
Berkley Insurance Company83,076 A+
Safety National Casualty51,351 A+
Hannover Ruck SE35,848 A+
Aioi Nissay Dowa Insurance Company33,977 A+
Munich Reinsurance America32,947 A+
North Carolina Reinsurance Facility28,355 
Unrated(2)
American European Insurance Company27,873 
B(1)
Endurance Assurance Corporation27,626 A+
Partner Reinsurance Company22,267 A+
Top 10 Total594,189 
Other211,495 
Total$805,684 
(1)    This reinsurer is below A-. All material reinsurance recoverable amounts from this reinsurer are collateralized.
(2)    The North Carolina Reinsurance Facility is a residual market mechanism for automobile insurance in North Carolina.
Amounts Recoverable from an Indemnifying Party
The Company is a party topreviously issued a set of insurance contracts with an insured group of companiesto Rasier under which the Company pays losses and loss adjustment expenses on the contract.contracts. The Company has indemnity agreements with this group of insured partiesRasier (non-insurance entities) and is contractually entitled to receive reimbursement for a significant portion of the losses and loss adjustment expenses paid on behalf of the insured partiesRasier and other expenses incurred by the Company. The insured parties areRasier is required to collateralize all amounts currently due to the Company and to provide additional collateral sufficient to cover the amounts that may be recoverable under the indemnity agreements, including, among other things, case loss and loss adjustment expense reserves, IBNR loss and loss adjustment expense reserves, extra contractual obligations and excess of policy limits liabilities. ThisThe collateral is currently provided through a collateral trust arrangement established in favor of the Company by a captive insurance company affiliate of Rasier.
As permitted under our indemnification agreements with Rasier and the insured group.associated trust agreement, we have withdrawn the collateral posted to the trust account. At December 31, 2018,2020, the Company held collateral funds of $859.9 million. The funds withdrawn from the trust account, currently invested in short term U.S. Treasury securities and included in restricted cash equivalent collateral held inequivalents on the collateral trust arrangement was approximately $1,099.2 million, which exceedsCompany's consolidated balance sheet, will be used to reimburse the amount of claims receivable and unpaid reportedCompany for the losses and loss adjustment expenses outstanding. paid on behalf of Rasier and other related expenses incurred by the Company to the extent not paid as required under the indemnity agreements.
The Company has ongoing exposure to estimated losses and expenses on these contracts growing at a faster pace than growth in our collateral balances. In addition, we have credit exposure if our estimates of future losses and loss adjustment expenses and other amounts recoverable, which are the basis for establishing collateral balances, are lower than actual amounts paid or payable. The amount of our credit exposure in any of these instances could be material. To mitigate these risks, we closely and frequently monitor our exposure compared to our collateral held, and we request additional collateral when our analysis indicates that we have uncollateralized exposure.
Cash Flows
Our sources of operating funds consist primarily of premiums written, investment income, reinsurance recoveries and proceeds from offerings of debt and equity securities and from sales and redemptions of investments. We use the operating cash flows primarily to pay operating expenses, losses and loss adjustment expenses, ceded premiums, and income taxes. Cash flow from operations may differ substantially from net income. The potential for a large claim under an insurance or reinsurance contract means that substantial and unpredictable payments may need to be made within relatively short periods of time. We have generated positive cash flow from operations (excluding restricted cash equivalents) in each of the three years ended December 31, 2018, 2017,2020, 2019, and 2016.2018. The following table summarizes our cash flows:
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Year Ended December 31,
Year Ended December 31,
2018 2017 2016
(in thousands)
202020192018
(in thousands)
Cash and cash equivalents provided by (used in):     Cash and cash equivalents provided by (used in):
Operating activities$290,028
 $207,816
 $154,349
Operating activities (excluding restricted cash equivalents)Operating activities (excluding restricted cash equivalents)$65,414 $289,858 $290,028 
Investing activities(266,772) (104,741) (80,764)Investing activities(175,991)(263,359)(266,772)
Financing activities(14,294) (49,364) (70,207)Financing activities65,925 7,956 (14,294)
Change in cash and cash equivalents$8,962
 $53,711
 $3,378
Change in cash and cash equivalents(44,652)34,455 8,962 
Change in restricted cash equivalents (Operating activities)Change in restricted cash equivalents (Operating activities)(339,244)1,199,164 — 
Change in cash and cash equivalents and restricted cash equivalentsChange in cash and cash equivalents and restricted cash equivalents$(383,896)$1,233,619 $8,962 
Cash provided by operating activities reflects our growth(excluding restricted cash equivalents) was $65.4 million, $289.9 million, and $290.0 million for the fact that we are collectingyears ended December 31, 2020, 2019 and 2018, respectively. The decline in cash provided by operations was largely driven by the run-off of Rasier. There were no associated premiums receivable at a quicker rate than we are paying loss and loss adjustment expenses. The growthcollected in reserves2020 for losses and loss adjustment expenses exceeded the growthRasier policies terminated on December 31, 2019, but claim payments associated with the run-off continued in premiums receivable and reinsurance balances by $226.6 million in 2018, $147.7 million in 2017, and $1.4 million in 2016.2020.
Cash used in investing activities reflects our efforts to enhance the yield in our investment portfolio by investing available cash and cash equivalents into higher yielding fixed maturity securities and bank loan participations. Cash and cash equivalents (excluding restricted cash equivalents) comprised 9.3%6.9%, 10.1%9.4%, and 7.6%9.3% of total cash and invested assets at December 31, 2018, 20172020, 2019 and 2016,2018, respectively.
Cash used inprovided by (used in) financing activities is primarily duerelates to net draws on our senior credit facilities of $104.0 million, $40.0 million, and $20.0 million in 2020, 2019, and 2018, respectively, to help support our growth, partially offset by dividends paid to shareholders of $37.1 million in 2020, $36.7 million in 2019, and $36.1 million in 2018, $50.82018.
Restricted cash equivalents used in operating activities for the year ended December 31, 2020 primarily reflects $339.2 million returned to a former insured, per the terms of a collateral trust (see Amounts Recoverable from an Indemnifying Party in 2017,Liquidity and $66.0Capital Resources). Restricted cash equivalents provided by operating activities in 2019 reflects the withdrawal, as permitted under our indemnification agreements and the associated trust agreement with Rasier, of collateral posted to the trust account. At December 31, 2020, the Company held collateral funds of $859.9 million in 2016. In addition, we drew down $20.0 million and $10.0 millionas restricted cash equivalents on our 2017 Facility in 2018 and 2017, respectively.its balance sheet.
Ratings
The A.M. Best financial strength rating for our group’s regulated insurance subsidiaries is “A” (Excellent). This rating reflects A.M. Best’s opinion of our insurance subsidiaries’ financial strength, operating performance and ability to meet obligations to policyholders and is not an evaluation directed towards the protection of investors. The rating for our operating insurance and reinsurance companies of “A” (Excellent) is the third highest rating of the thirteen ratings issued by A.M. Best and is assigned to insurers that have, in A.M. Best’s opinion, an excellent ability to meet their ongoing obligations to policyholders.
The financial strength ratings assigned by A.M. Best have an impact on the ability of our regulated subsidiaries to attract and retain agents and brokers and on the risk profiles of the submissions for insurance that our subsidiaries receive. The “A” (Excellent) ratings assigned to our insurance and reinsurance subsidiaries are consistent with our business plans and we believe allow our subsidiaries to actively pursue relationships with the agents and brokers identified in their marketing plans.
Equity
Share activity in 20172019 and 20182020 includes issuances from stock option exercises and RSU vesting, increasing the number of common shares outstanding from 29,257,566 at December 31, 2016 to 29,696,682 at December 31, 2017 and 29,988,460 at December 31, 2018.2018 to 30,424,391 at December 31, 2019 and 30,649,261 at December 31, 2020.
Share Based Compensation Expense
For the years ended December 31, 2018, 2017,2020, 2019, and 2016,2018, the Company recognized $6.2$7.6 million, $7.7$7.2 million and $5.5$6.2 million, respectively, of share based compensation expense. As of December 31, 2018,2020, the Company had $8.4$11.1 million of unrecognized share based compensation expense expected to be charged to earnings over a weighted-average period of 1.82.1 years.
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Equity Incentive Plans
Options
The following table summarizes the option activity:
Year Ended December 31,
Year Ended December 31,
2018 2017 2016
Shares 
Weighted-
Average
Exercise
Price
 Shares 
Weighted-
Average
Exercise
Price
 Shares 
Weighted-
Average
Exercise
Price
202020192018
SharesWeighted-
Average
Exercise
Price
SharesWeighted-
Average
Exercise
Price
SharesWeighted-
Average
Exercise
Price
Outstanding:
 
 
 
 
 
Outstanding:
Beginning of year1,479,236
 $27.81
 2,234,699
 $22.84
 2,058,085
 $18.11
Beginning of year643,851 $30.41 1,115,324 $29.02 1,479,236 $27.81 
Granted
 $
 205,244
 $42.24
 706,203
 $32.07
Granted— $— — $— — $— 
Exercised(308,025) $22.01
 (898,218) $18.53
 (496,550) $16.02
Exercised(180,527)$25.70 (459,415)$26.87 (308,025)$22.01 
Forfeited(55,887) $35.69
 (62,489) $30.80
 (33,039) $27.68
Forfeited— $— (12,058)$36.84 (55,887)$35.69 
End of year1,115,324
 $29.02
 1,479,236
 $27.81
 2,234,699
 $22.84
End of year463,324 $32.25 643,851 $30.41 1,115,324 $29.02 
Exercisable, end of year814,421
 $26.46
 846,371
 $22.35
 1,207,479
 $18.14
Exercisable, end of year463,324 $32.25 590,340 $29.34 814,421 $26.46 
All of the outstanding options vest over two to fourthree years and have a contractual life of seven years from the original date of grant.
RSUs
The following table summarizes the RSU activity:
Year Ended December 31,
Year Ended December 31,
2018 2017 2016
Shares 
Weighted-
Average
Grant Date
Fair Value
 Shares 
Weighted-
Average
Grant Date
Fair Value
 Shares 
Weighted-
Average
Grant Date
Fair Value
202020192018
SharesWeighted-
Average
Grant Date
Fair Value
SharesWeighted-
Average
Grant Date
Fair Value
SharesWeighted-
Average
Grant Date
Fair Value
Unvested, beginning of year178,882
 $37.93
 196,800
 $24.38
 234,922
 $21.00
Unvested, beginning of year340,368 $41.50 300,142 $39.22 178,882 $37.93 
Granted227,481
 $39.74
 137,034
 $42.20
 60,291
 $32.03
Granted272,608 $45.11 197,078 $42.56 227,481 $39.74 
Vested(83,384) $37.61
 (132,764) $24.24
 (98,413) $21.00
Vested(165,344)$41.49 (134,407)$37.99 (83,384)$37.61 
Forfeited(22,837) $40.21
 (22,188) $26.06
 
 $
Forfeited(47,776)$44.57 (22,445)$41.32 (22,837)$40.21 
Unvested, end of year300,142
 $39.22
 178,882
 $37.93
 196,800
 $24.38
Unvested, end of year399,856 $43.59 340,368 $41.50 300,142 $39.22 
The vesting period of RSUs granted to employees range from one to five years and vest ratably over the respective vesting period, and the majority vest in three years. All RSUs granted to date to non-employee directors had a one year vesting period.
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Contractual Obligations and Commitments
The following table illustrates our contractual obligations and commercial commitments by due date as of December 31, 2018:2020:
Payments Due by Period
TotalLess than 1 year1–3 years3–5 yearsMore than
5 years
(in thousands)
Reserve for losses and loss adjustment expenses$2,192,080 $708,842 $993,039 $423,042 $67,157 
Long-term debt:
Senior debt262,300 — — 185,800 76,500 
Junior subordinated debt104,055 — — — 104,055 
Operating lease obligations16,380 3,993 7,419 4,771 197 
Interest on debt obligations85,485 8,740 17,480 12,512 46,753 
Total$2,660,300 $721,575 $1,017,938 $626,125 $294,662 
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Total Less than 1 year 1–3 years 3–5 years 
More than
5 years
(in thousands)
Reserve for losses and loss adjustment expenses$1,661,459
 $528,293
 $655,280
 $316,228
 $161,658
Long-term debt:         
Senior debt118,300
 
 73,300
 
 45,000
Junior subordinated debt104,055
 
 
 
 104,055
Operating lease obligations20,963
 3,946
 7,297
 5,015
 4,705
Interest on debt obligations145,397
 11,955
 23,647
 14,939
 94,856
Financing obligations30,860
 30,860
 
 
 
Total$2,081,034
 $575,054
 $759,524
 $336,182
 $410,274
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The reserve for losses and loss adjustment expenses represent management’s estimate of the ultimate cost of settling losses. As more fully discussed in “—Critical Accounting Policies—Reserves for Losses and Loss Adjustment Expenses” above, the estimation of losses is based on various complex and subjective judgments. Actual losses paid may differ, perhaps significantly, from the reserve estimates reflected in our consolidated financial statements. Similarly, the timing of payment of our estimated losses is not fixed and there may be significant changes in actual payment activity. The assumptions used in estimating the likely payments due by period are based on our historical claims payment experience and industry payment patterns, but due to the inherent uncertainty in the process of estimating the timing of such payments, there is a risk that the amounts paid in any such period can be significantly different from the amounts disclosed above.
Financing obligations represent obligations for a build-to-suit lease relating to an investment by the Company for a minority interest in a real estate limited partnership pursuant to which we were deemed to be an owner for accounting purposes. Upon adoption of ASU 2016-02, Leases (Topic 842) on January 1, 2019, the Company will derecognize the $30.9 million financing obligation associated with the lease designated as build-to-suit under the previous guidance. The lease will be classified as an operating lease under the new standard. The Company will record a right-of-use asset and lease liability for the lease under the new standard.
The amounts in the above table represent our gross estimates of known liabilities as of December 31, 20182020 and do not include any allowance for claims for future events within the time period specified. Accordingly, it is highly likely that the total amounts paid out in the time periods shown will be greater than those indicated in the table.
Interest on debt obligations was calculated using the LIBOR rate as of December 31, 20182020 with the assumption that interest rates would remain flat over the remainder of the period that the debt was outstanding.
Off-Balance Sheet Arrangements
We do not have any off-balance sheet arrangements.
Reconciliation of Non-GAAP Measures
Reconciliation of Underwriting Profit
We believe that the disclosure of underwriting profit by individual segment and of the Company as a whole is useful to investors, analysts, rating agencies and other users of our financial information in evaluating our performance because our objective is to consistently earn underwriting profits. We evaluate the performance of our segments and allocate resources based primarily on underwriting profit. Our definition of underwriting profit may not be comparable to that of other companies.
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The following table reconciles the underwriting (loss) profit by individual segment and for the entire Company to consolidated income before U.S. federal income taxes for the years ended December 31, 2020, 2019 and 2018.
Year Ended December 31,
202020192018
(in thousands)
Underwriting (loss) profit of the operating segments:
Excess and Surplus Lines$9,752 $19,157 $42,834 
Specialty Admitted Insurance4,185 5,913 6,972 
Casualty Reinsurance(18,364)(7,161)5,103 
Total underwriting (loss) profit of the operating segments(4,427)17,909 54,909 
Other operating expenses of the Corporate and Other segment(29,418)(27,664)(26,903)
Underwriting (loss) profit(1)
(33,845)(9,755)28,006 
Net investment income73,368 75,652 61,256 
Net realized and unrealized losses on investments(16,030)(2,919)(5,479)
Other income1,153 1,137 505 
Other expenses(2,138)(1,055)(1,300)
Interest expense(10,033)(10,596)(11,553)
Amortization of intangible assets(538)(597)(597)
Income before income taxes$11,937 $51,867 $70,838 
(1)    Underwriting (loss) profit includes gross fee income of $20.9 million, $24.9 million, and $28.7 million for the years ended December 31, 2020, 2019, and 2018, 2017 and 2016.respectively.
Year Ended December 31,
2018 2017 2016
(in thousands)
Underwriting profit (loss) of the operating segments:     
Excess and Surplus Lines$42,834
 $29,693
 $47,235
Specialty Admitted Insurance6,972
 3,166
 2,872
Casualty Reinsurance5,103
 (1,765) (194)
Total underwriting profit of the operating segments54,909
 31,094
 49,913
Other operating expenses of the Corporate and Other segment(26,903) (25,330) (20,433)
Underwriting profit(1)
28,006
 5,764
 29,480
Net investment income61,256
 61,119
 52,638
Net realized investment (losses) gains(5,479) (1,989) 7,565
Other income505
 361
 295
Other expenses(1,300) (539) (1,590)
Interest expense(11,553) (8,974) (8,448)
Amortization of intangible assets(597) (597) (597)
Income before taxes$70,838
 $55,145
 $79,343
(1)
Underwriting profit includes gross fee income of $28.7 million, $28.3 million, and $14.2 million for the years ended December 31, 2018, 2017, and 2016, respectively.
Reconciliation of Adjusted Net Operating Income
We define adjusted net operating income as net income excluding certain non-operating expenses such as net realized and unrealized investment gains and losses, expenses related to due diligence costs for various merger and acquisition activities, professional service fees related to the filing of registration statements for the offering of securities, and severance costs associated with terminated employees and interest and other expenses on a leased building that we are deemed to own for accounting purposes.employees. We use adjusted net operating income as an internal performance measure in the management of our operations because we believe it gives our management and other users of our financial information useful
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insight into our results of operations and our underlying business performance. Adjusted net operating income should not be viewed as a substitute for net income calculated in accordance with GAAP, and our definition of adjusted net operating income may not be comparable to that of other companies.
Our income before taxes and net income for the years ended December 31, 2018, 20172020, 2019 and 20162018 reconcile to our adjusted net operating income as follows:
Year Ended December 31,
2018 2017 2016
Income
Before
Taxes
 Net Income Income
Before
Taxes
 Net
Income
 
Income
Before
Taxes
 
Net
Income
(in thousands)
Income as reported$70,838
 $63,830
 $55,145
 $43,566
 $79,343
 $74,471
Net realized and unrealized losses (gains) on investments5,479
 4,374
 1,989
 1,375
 (7,565) (5,207)
Other expenses1,100
 941
 539
 575
 1,590
 1,136
Impairment of intangible assets200
 200
 
 
 
 
Dividend withholding taxes
 
 
 1,053
 
 
Interest expense on leased building the Company is deemed to own for accounting purposes1,584
 1,251
 1,256
 816
 1,412
 918
Adjusted net operating income$79,201
 $70,596
 $58,929
 $47,385
 $74,780
 $71,318
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Year Ended December 31,
202020192018
Income
Before
Taxes
Net IncomeIncome
Before
Taxes
Net
Income
Income
Before
Taxes
Net
Income
(in thousands)
Income as reported$11,937 $4,824 $51,867 $38,339 $70,838 $63,830 
Net realized and unrealized losses on investments16,030 14,840 2,919 3,761 5,479 4,374 
Other expenses1,967 1,554 1,055 834 1,100 941 
Impairment of intangible assets— — — — 200 200 
Interest expense on leased building the Company was previously deemed to own for accounting purposes— — — — 1,584 1,251 
Adjusted net operating income$29,934 $21,218 $55,841 $42,934 $79,201 $70,596 
Tangible Equity and Tangible Equity per Share
Key financial measures that we use to assess our longer term financial performance include the percentage growth in our tangible equity per share and our return on tangible equity. We believe tangible equity is a good measure to evaluate the strength of our balance sheet and to compare returns relative to this measure. Tangible equity before dividends increased 10.9%9.8% from $474.5$559.8 million at December 31, 20172019 to $526.1$614.5 million at December 31, 2018,2020, largely due to net income of $63.8$4.8 million and $22.2$50.8 million of unrealized losses,gains, net of taxes, on available-for-sale fixed maturity securities. Tangible equity after dividends increased 3.2%3.1% from $474.5$559.8 million at December 31, 20172019 to $489.9$577.4 million at December 31, 2018.2020. Tangible equity per common share was $16.34$18.84 at December 31, 2018,2020, net of $1.20 of dividends per share paid by the Company during 2018.2020. The 20182020 adjusted net operating income return on average tangible equity was 14.8%3.8%, which compares to 9.7%7.9% for the full year 2017.2019.
We define tangible equity as the sum of shareholders’ equity less goodwill and intangible assets (net of amortization). Our definition of tangible equity may not be comparable to that of other companies, and it should not be viewed as a substitute for shareholders’ equity calculated in accordance with GAAP. The following table reconciles shareholders’ equity to tangible equity as of December 31, 2018, 20172020, 2019 and 20162018 and reconciles tangible equity to pre dividendpre-dividend tangible equity as of December 31, 2018:2020:
As of December 31,
202020192018
EquityEquity
per share
EquityEquity
per share
EquityEquity
per share
(in thousands, except per share amounts)
Shareholders’ equity$795,608 $25.96 $778,581 $25.59 $709,241 $23.65 
Less:
Goodwill181,831 5.93 181,831 5.98 181,831 6.06 
Intangible assets, net36,402 1.19 36,940 1.21 37,537 1.25 
Tangible equity$577,375 $18.84 $559,810 $18.40 $489,873 $16.34 
Dividends to shareholders for the year ended December 31, 202037,091 1.20 
Pre-dividend tangible equity$614,466 $20.04 
99
As of December 31,
2018 20172016
Equity 
Equity
per share
 Equity 
Equity
per share
Equity 
Equity
per share
(in thousands, except per share amounts)
Shareholders’ equity$709,241
 $23.65
 $694,699
 $23.39
 $693,221
 $23.69
Less:
   
   
  
Goodwill181,831
 6.06
 181,831
 6.12
 181,831
 6.21
Intangible assets37,537
 1.25
 38,334
 1.29
 38,931
 1.33
Tangible equity$489,873
 $16.34
 $474,534
 $15.98
 $472,459
 $16.15
Dividends to shareholders for the year ended December 31, 201836,246
 1.20
        
Pre-dividend tangible equity$526,119
 $17.54
        

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Item 7A.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Item 7A.
QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Market risk is the risk of economic losses due to adverse changes in the estimated fair value of a financial instrument as the result of changes in equity prices, interest rates, foreign currency exchange rates and commodity prices. Our consolidated balance sheets include assets and liabilities with estimated fair values that are subject to market risk. Our primary market risks have been interest rate risk associated with investments in fixed maturities and equity price risk associated with investments in equity securities. We do not have material exposure to foreign currency exchange rate risk or commodity risk.
Interest Rate Risk
Our fixed maturity and preferred stock investments and borrowings are subject to interest rate risk. Increases and decreases in interest rates typically result in decreases and increases, respectively, in the fair value of these financial instruments.
The majority of our investable assets come from premiums paid by policyholders. These funds are invested predominantly in high quality corporate, government and municipal bonds with relatively short durations. The investment portfolio has an average duration of approximately 3.43.8 years at December 31, 2018,2020, and fixed maturity securities and preferred stock investments in the portfolio have an average rating by at least one nationally recognized rating organization of “AA-”. See Note 2 to the Notes to the Audited Consolidated Financial Statements for disclosure of contractual maturity dates of our fixed maturity portfolio. The changes in the estimated fair value of the fixed maturity portfolio classified as available-for-sale are presented as a component of shareholders’ equity in accumulated other comprehensive income, net of taxes.
We work to manage the impact of interest rate fluctuations on our fixed maturity and preferred stock portfolio. The effective duration is managed with consideration given to the estimated duration of our liabilities. We have investment guidelines that set targets for average duration and maturity.
Our investment manager employs a model to estimate the effect of interest rate risk on the fair values of our fixed maturity and preferred stock securities and our bank loan participations. Our bank loan participations are primarily floating-rate debt, so their fair values are less sensitive to changes in interest rates than our fixed maturity and preferred stock securities. The model estimates the impact of interest rate changes on a wide range of factors, including duration and prepayment. Fair values of borrowings are estimated based on the net present value of cash flows, using a representative set of possible future interest rate scenarios. The model requires that numerous assumptions be made about the future. To the extent that any of the assumptions are invalid, incorrect estimates could result. The usefulness of a single point-in-time model is limited, as it is unable to accurately incorporate the full complexity of market interactions.
The following table summarizes our interest rate risk and shows the effect of hypothetical changes in interest rates as of December 31, 2018.2020. The selected hypothetical changes do not indicate what could be the potential best or worst case scenarios.
As of December 31, 2018
Estimated
Fair Value
 
Hypothetical
Change in
Interest Rates
(bp=basis points)
 
Estimated
Fair Value after
Hypothetical Change
in Interest Rates
 
Estimated
Hypothetical Percentage
Increase (Decrease) in
Fair Value
($ in thousands)
Total fixed maturity and preferred stock investments$1,244,942
 200 bp decrease $1,353,626
 8.7 %

 100 bp decrease 1,298,848
 4.3 %

 100 bp increase 1,191,907
 (4.3)%

 200 bp increase 1,141,612
 (8.3)%
Bank Loan Participations$250,697
 200 bp decrease $254,508
 1.5 %

 100 bp decrease 251,474
 0.3 %

 100 bp increase 250,371
 (0.1)%

 200 bp increase 250,120
 (0.2)%
Liabilities$235,374
 200 bp decrease $237,485
 0.9 %

 100 bp decrease 236,372
 0.4 %

 100 bp increase 234,476
 (0.4)%

 200 bp increase 233,668
 (0.7)%
As of December 31, 2020
Estimated
Fair Value
Hypothetical
Change in
Interest Rates
(bp=basis points)
Estimated
Fair Value after
Hypothetical Change
in Interest Rates
Estimated
Hypothetical Percentage
Increase (Decrease) in
Fair Value
($ in thousands)
Total fixed maturity and preferred stock investments$1,851,137 200 bp decrease$1,962,318 6.0 %
100 bp decrease1,922,163 3.8 %
100 bp increase1,771,248 (4.3)%
200 bp increase1,691,374 (8.6)%
Bank loan participations$147,604 200 bp decrease$149,136 1.0 %
100 bp decrease148,423 0.6 %
100 bp increase146,387 (0.8)%
200 bp increase145,183 (1.6)%
Senior debt and junior subordinated debt$361,565 200 bp decrease$315,882 (12.6)%
100 bp decrease337,536 (6.6)%
100 bp increase385,595 6.6 %
200 bp increase409,624 13.3 %
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Equity Price Risk
A portion of our portfolio is invested in equity securities, which have historically produced higher long-term returns relative to fixed maturities. We own preferred stocks, generally in the financial services industry, and common stocks. The changes in the estimated fair value of the equity securities portfolio are recognized in net income.
At December 31, 2018,2020, our equity securities portfolio was concentrated in terms of the number of issuers and industries. Such concentrations can lead to higher levels of price volatility.
The following table summarizes our equity price risk and shows the effect of a hypothetical 35% increase or decrease in the fair value of our equity securities portfolio as of December 31, 2018.2020. We believe that this range represents a reasonably likely scenario, as the largest annual increases and decreases in the S&P 500 Index in the past twenty-five years were 34.1% (1995)31.0% (1997) and (38.5%) (2008), respectively. The selected hypothetical changes do not indicate what could be the potential best or worst case scenarios.
As of December 31, 2020
Estimated
Fair Value
Hypothetical
Price Change
Estimated
Fair Value after
Hypothetical
Change in Prices
($ in thousands)
Equity securities$88,975 35% increase$120,116 
35% decrease57,834 

Item 8.    FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
As of December 31, 2018
Estimated
Fair Value
 
Hypothetical
Price Change
 
Estimated
Fair Value after
Hypothetical
Change in Prices
($ in thousands)
Equity securities$78,385
 35% increase $105,820

 35% decrease 50,950
Item 8.
FINANCIAL STATEMENTS AND SUPPLEMENTARY DATA
The report of our independent registered public accounting firm and our Consolidated Financial Statements and required Financial Statement Schedules are filed pursuant to this Item 8 and are included later in this report. See Index to Financial Statements and Schedules on page F-1.
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
Not applicable.
Item 9A.
CONTROLS AND PROCEDURES
Item 9A.    CONTROLS AND PROCEDURES
Evaluation of Disclosure Controls and Procedures
We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in the reports we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the SEC’s rules and forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer (“CEO”) and Chief Financial Officer ("CFO"), as appropriate, to allow timely decisions regarding required disclosure. In connection with the preparation of this Annual Report on Form 10-K, our management carried out an evaluation, under the supervision and with the participation of our CEO and CFO, as of December 31, 2018,2020, of the effectiveness of the design and operation of our disclosure controls and procedures, as such term is defined under Rule 13a-15(e) and 15d-15(e) under the Exchange Act. Based upon this evaluation, our CEO and CFO concluded that our disclosure controls and procedures were effective as of December 31, 2018.2020.
Management’s Annual Report on Internal Control over Financial Reporting
Management is responsible for establishing and maintaining adequate internal control over financial reporting for the Company, as such term is defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act. Our 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. Internal control over financial reporting includes those policies and procedures that: pertain to the maintenance of records that, in reasonable detail, accurately and fairly reflect the transactions and dispositions of our assets; provide reasonable assurance that transactions are recorded as necessary to permit preparation of financial statements in accordance with generally accepted accounting principles, and that our receipts and expenditures are being made only in accordance with authorizations of our management and directors; and provide reasonable assurance regarding prevention or timely detection of unauthorized acquisition, use or disposition of our assets that could have a material effect on our 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.
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Management has conducted an assessment, including testing, of the effectiveness of our internal control over financial reporting as of December 31, 2018.2020. In making its assessment of internal control over financial reporting, management used the criteria in Internal Control — Integrated Framework (2013) issued by the Committee of Sponsoring Organizations of the Treadway Commission. Based on this assessment, the Company’s management has concluded that, as of December 31, 2018,2020, the Company’s internal control over financial reporting was effective.
Ernst & Young LLP, the independent registered public accounting firm that audited the Consolidated Financial Statements of the Company included in this Annual Report, has audited the effectiveness of internal control over financial reporting as of December 31, 2018.2020. Their attestation report, which expresses an unqualified opinion on the effectiveness of the Company’s internal control over financial reporting as of December 31, 2018,2020, is included with our financial statements.
Changes in Internal Control over Financial Reporting
There were no changes in our internal control over financial reporting (as defined in Rules 13a-15(f) and 15d-15(f) under the Exchange Act) that occurred during our quarter ended December 31, 20182020 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.
The effectiveness of any system of controls and procedures is subject to certain limitations, and, as a result, there can be no assurance that our controls and procedures will detect all errors or fraud. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system will be attained.
Item 9B.
OTHER INFORMATION
Item 9B.    OTHER INFORMATION
None.
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PART III
Item 10.
DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
Item 10.    DIRECTORS, EXECUTIVE OFFICERS AND CORPORATE GOVERNANCE
The information required by Item 10 is incorporated by reference to the definitive James River Group Holdings, Ltd. Proxy Statement or an amendment to this Annual Report on Form 10-K to be filed with the SEC not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.
Item 11.
EXECUTIVE COMPENSATION
Item 11.    EXECUTIVE COMPENSATION
The information required by Item 11 is incorporated by reference to the definitive James River Group Holdings, Ltd. Proxy Statement or an amendment to this Annual Report on Form 10-K to be filed with the SEC not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.
Item 12.
SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
Item 12.    SECURITY OWNERSHIP OF CERTAIN BENEFICIAL OWNERS AND MANAGEMENT AND RELATED STOCKHOLDER MATTERS
The information required by Item 12 is incorporated by reference to the definitive James River Group Holdings, Ltd. Proxy Statement or an amendment to this Annual Report on Form 10-K to be filed with the SEC not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.
Item 13.
CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
Item 13.    CERTAIN RELATIONSHIPS AND RELATED TRANSACTIONS, AND DIRECTOR INDEPENDENCE
The information required by Item 13 is incorporated by reference to the definitive James River Group Holdings, Ltd. Proxy Statement or an amendment to this Annual Report on Form 10-K to be filed with the SEC not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.
Item 14.
PRINCIPAL ACCOUNTANT FEES AND SERVICES
Item 14.    PRINCIPAL ACCOUNTANT FEES AND SERVICES
The information required by Item 14 is incorporated by reference to the definitive James River Group Holdings, Ltd. Proxy Statement or an amendment to this Annual Report on Form 10-K to be filed with the SEC not later than 120 days after the end of the fiscal year covered by this Annual Report on Form 10-K.
PART IV
Item 15.EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
Item 15.    EXHIBITS AND FINANCIAL STATEMENT SCHEDULES
(a) (1) and (2) Financial Statements and Financial Statement Schedules.
See “Index to Financial Statements and Schedules” on Page F-1.
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(3) Exhibits
Exhibit

Number
Description
3.1
3.2
3.3
3.4
3.5
3.6
4.1
4.2Indenture, dated as of May 26, 2004, by and between James River Group, Inc. and Wilmington Trust Company, as Trustee, relating to Floating Rate Senior Debentures Due 2034+
4.3Indenture, dated as of May 26, 2004, by and between James River Group, Inc. and Wilmington Trust Company, as Trustee, relating to Floating Rate Junior Subordinated Debentures Due 2034+
4.4Amended and Restated Declaration of Trust of James River Capital Trust I, dated as of May 26, 2004, by and among James River Group, Inc., as Sponsor, Wilmington Trust Company, as Institutional Trustee and Delaware Trustee, the Regular Trustees (as defined therein), and the holders, from time to time, of undivided beneficial interests in James River Capital Trust I+
4.5Preferred Securities Guarantee Agreement, dated as of May 26, 2004, by James River Group, Inc., as Guarantor, and Wilmington Trust Company, as Preferred Guarantee Trustee, for the benefit of the holders of James River Capital Trust I+
4.6Indenture, dated as of December 15, 2004, by and between James River Group, Inc. and Wilmington Trust Company, as Trustee, relating to Floating Rate Junior Subordinated Deferrable Interest Debentures Due 2034+
4.7Amended and Restated Declaration of Trust of James River Capital Trust II, dated as of December 15, 2004, by and among James River Group, Inc., as Sponsor, Wilmington Trust Company, as Institutional Trustee and Delaware Trustee, the Administrators (as defined therein), and the holders, from time to time, of undivided beneficial interests in the James River Capital Trust II+
4.8Guarantee Agreement, dated as of December 15, 2004, by James River Group, Inc., as Guarantor, and Wilmington Trust Company, as Guarantee Trustee, for the benefit of the holders, from time to time, of the capital securities of James River Capital Trust II+
4.9Indenture, dated June 15, 2006, by and between James River Group, Inc. and Wilmington Trust Company, as Trustee, relating to Floating Rate Junior Subordinated Deferrable Interest Debentures Due 2036+
4.10Amended and Restated Declaration of Trust of James River Capital Trust III, dated as of June 15, 2006, by and among James River Group, Inc., as Sponsor, Wilmington Trust Company, as Institutional Trustee and Delaware Trustee, the Administrators (as defined therein) and the holders, from time to time, of undivided beneficial interests in the James River Capital Trust III+
4.11Guarantee Agreement, dated as of June 15, 2006, by James River Group, Inc., as Guarantor, and Wilmington Trust Company, as Guarantee Trustee, for the benefit of the holders, from time to time, of the capital securities of James River Capital Trust III+
4.12Indenture, dated December 11, 2007, by and between James River Group, Inc. and Wilmington Trust Company, as Trustee, relating to Fixed/Floating Rate Junior Subordinated Deferrable Interest Debentures Due 2037+
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Exhibit

Number
Description
4.13Amended and Restated Declaration of Trust, dated December 11, 2007, by and among James River Group, Inc., as Sponsor, Wilmington Trust Company, as Institutional Trustee and Delaware Trustee and the Administrators (as defined therein) and the holders, from time to time, of undivided beneficial interests in James River Capital Trust IV+
4.14Guarantee Agreement, dated as of December 11, 2007, by James River Group, Inc., as Guarantor, and Wilmington Trust Company, as Guarantee Trustee, for the benefit of the holders, from time to time, of the capital securities of James River Capital Trust IV+
4.15Indenture, dated as of January 10, 2008, among James River Group Holdings, Ltd. and Wilmington Trust Company, as Trustee relating to Fixed/Floating Rate Junior Subordinated Deferrable Interest Debentures Due 2038+
4.16Amended and Restated Declaration of Trust, dated as of January 10, 2008, by and among James River Group Holdings, Ltd., as Sponsor, Wilmington Trust Company, as Institutional Trustee and Delaware Trustee and the Administrators (as defined therein) for the benefit of the holders, from time to time, of undivided beneficial interest in Franklin Holdings II (Bermuda) Capital Trust I+
4.17Guarantee Agreement, dated as of January 10, 2008, by and among James River Group Holdings, Ltd., as Guarantor, and Wilmington Trust Company, as Guarantee Trustee, for the benefit of the holders, from time to time, of the capital securities of Franklin Holdings II (Bermuda) Capital Trust I+
10.14.18
10.1
10.2
10.3
10.410.3
10.510.4
10.610.5
10.6
10.7
10.8
10.9
10.10
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Exhibit

Number
Description
10.11
10.12
10.13
10.14
10.15
10.16
10.17
10.18
10.1810.19
10.1910.20
10.2010.21
10.22
10.23
10.2110.24
10.2210.25
10.2310.26
10.2410.27
10.25
10.26
10.27
10.28
10.29
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10.30
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10.3110.29
10.3210.30
10.33
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Exhibit

Number
Description
21.1
23.1
31.1
31.2
32.1
101.INSInline XBRL Instance Document
101.SCHInline XBRL Taxonomy Extension Schema Document
101.CALInline XBRL Taxonomy Extension Calculation Linkbase Document
101.DEFInline XBRL Taxonomy Extension Definition Linkbase Document
101.LABInline XBRL Taxonomy Extension Label Linkbase Document
101.PREInline XBRL Taxonomy Extension Presentation Linkbase Document
104Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document in Exhibit 101.
*
Denotes a management contract or compensatory plan or arrangement.
+
Exhibit not filed with the Securities and Exchange Commission pursuant to Item 601(b)(4)(iii) of Regulation S-K. The Company will furnish a copy to the SEC upon request.

*    Denotes a management contract or compensatory plan or arrangement.
+    Exhibit not filed with the Securities and Exchange Commission pursuant to Item 601(b)(4)(iii) of Regulation S-K. The Company will furnish a copy to the SEC upon request.
Item 16.
FORM 10-K SUMMARY
Item 16.    FORM 10-K SUMMARY
Not applicable.
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SIGNATURES


Pursuant to the requirements of Section 13 or 15(d) of the Securities Exchange Act of 1934, the registrantRegistrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
JAMES RIVER GROUP HOLDINGS, LTD.
By:/s/ Robert P. MyronFrank N. D’OrazioFebruary 27, 201926, 2021


Robert P. MyronFrank N. D’Orazio
President and Chief Executive Officer and Director
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrantRegistrant and in the capacities and on the dates indicated.
NAMETITLEDATE
/s/ Frank N. D'OrazioChief Executive Officer and DirectorFebruary 26, 2021
Frank N. D'Orazio(Principal Executive Officer)
NAMETITLEDATE
/s/ Robert P. Myron
President, Chief Executive Officer and DirectorFebruary 27, 2019
Robert P. Myron(Principal Executive Officer)
/s/ Sarah C. DoranChief Financial OfficerFebruary 27, 201926, 2021
Sarah C. Doran(Principal Financial Officer)
/s/ Michael E. CrowPrincipal Accounting OfficerFebruary 27, 201926, 2021
Michael E. Crow
/s/ J. Adam AbramDirector, Non-Executive Chairman of the BoardFebruary 27, 201926, 2021
J.AdamJ. Adam Abram
/s/ Janet CowellDirectorFebruary 27, 201926, 2021
Janet Cowell
/s/ Christopher L. HarrisDirectorFebruary 27, 201926, 2021
Christopher L. Harris
/s/ Bryan MartinDirectorFebruary 27, 2019
Bryan Martin
/s/ Jerry R. MastersDirectorFebruary 27, 201926, 2021
Jerry R. Masters
/s/ Michael T. OakesDirectorFebruary 27, 201926, 2021
Michael T. Oakes
/s/ Patricia H. RobertsDirectorFebruary 26, 2021
Patricia H. Roberts
/s/ Ollie L. Sherman, Jr.DirectorFebruary 27, 201926, 2021
Ollie L. Sherman, Jr.
/s/ Sundar SrinivasanDirectorFebruary 27, 201926, 2021
Sundar Srinivasan
/s/ David ZwillingerDirectorFebruary 27, 2019
David Zwillinger




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JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES


INDEX TO FINANCIAL STATEMENTS AND SCHEDULES
Page


F-1

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JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES
Report of Independent Registered Public Accounting Firm


TheTo the Shareholders and the Board of Directors
of James River Group Holdings, Ltd.

Opinion on the Financial Statements

We have audited the accompanying consolidated balance sheets of James River Group Holdings, Ltd. and subsidiaries (the Company) as of December 31, 20182020 and 2017,2019, the related consolidated statements of income andcomprehensive income, changes in shareholders’shareholders' equity and cash flows for each of the three years in the period ended December 31, 2018,2020, and the related notes and the financial statement schedules listed in the Index at Item 15(a) (collectively referred to as the “consolidated financial statements”). In our opinion, the consolidated financial statements present fairly, in all material respects, the financial position of the Company at December 31, 20182020 and 2017,2019, and the results of its operations and its cash flows for each of the three years in the period ended December 31, 2018,2020, in conformity with U.S. generally accepted accounting principles.

We also have audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States) (PCAOB), the Company’sCompany's internal control over financial reporting as of December 31, 2018,2020, based on criteria established in Internal Control-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), and our report dated February 27, 2019,26, 2021, expressed an unqualified opinion thereon.

Basis for Opinion

These financial statements are the responsibility of the Company’sCompany's management. Our responsibility is to express an opinion on the Company’s financial statements 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 PCAOB. Those standards require that we plan and perform the audit to obtain reasonable assurance about whether the financial statements are free of material misstatement, whether due to error or fraud. Our audits included performing procedures to assess the risks of material misstatement of the 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 regarding the amounts and disclosures in the financial statements. Our audits also included evaluating the accounting principles used and significant estimates made by management, as well as evaluating the overall presentation of the financial statements. We believe that our audits provide a reasonable basis for our opinion.


Critical Audit Matter
The critical audit matter communicated below is a matter arising from the current period audit of the financial statements that was communicated or required to be communicated to the audit committee and that: (1) relates to accounts or disclosures that are material to the financial statements and (2) involved our especially challenging, subjective, or complex judgments. The communication of the critical audit matter does not alter in any way our opinion on the consolidated financial statements, taken as a whole, and we are not, by communicating the critical audit matter below, providing a separate opinion on the critical audit matter or on the account or disclosures to which it relates.
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Valuation of incurred but not reported reserves
Description of the MatterAt December 31, 2020, the Company’s reserve for losses and loss adjustment expenses balance was $2.2 billion, of which $1.3 billion relates to incurred but not reported (“IBNR”) reserves. The carrying amount is management’s best estimate of the ultimate liability, which in turn is composed of known reported losses and an estimate of incurred losses that have not been reported to the Company. As described in Note 1 of the consolidated financial statements, there is significant uncertainty inherent in determining management’s best estimate of the ultimate loss settlement cost which is used to determine the IBNR reserves. In particular, the estimate is subject to a number of variables, given the long-tailed nature of the business generally written by the Company and the limited operating experience of certain lines of business. These variables include the initial expected loss ratio, the incurred and paid loss development factors, and the weighting of the five actuarial methods to be used for each accident year and line of business.

Auditing management’s best estimate of the IBNR reserves involved the use of actuarial specialists and a high degree of subjectivity in evaluating management’s methods and variables included in the estimate of the ultimate loss settlement cost. These variables have a significant effect on the valuation of the IBNR reserves.
How We Addressed the Matter in Our AuditWe obtained an understanding, evaluated the design and tested the operating effectiveness of controls over the process to estimate the IBNR reserves, including, among others, the review and approval processes that management has in place for the methods and assumptions used in estimating the IBNR reserves.

To test the IBNR reserves, our procedures included, among others, the involvement of actuarial specialists to assist with the evaluation and comparison of the Company’s selection and weighting of actuarial methods used in their analysis with those methods used in prior periods and those used in the industry. Additionally, to evaluate the significant assumptions in the variables used by management in the actuarial methods, we compared the significant variables, including the initial expected loss ratio and the incurred and paid loss development factors, to factors historically used and current industry benchmarks. Additionally, we performed sensitivity analyses on the variables key to management’s best estimate of IBNR reserves to determine the effect of reasonable changes in those assumptions on projected IBNR. We also independently calculated a range of reasonable reserve estimates and performed independent projections for certain lines of business. We compared the range of reasonable reserve estimates to management’s recorded best estimate and performed a review of the historical results of the development of the estimate.


/s/ Ernst & Young LLP


We have served as the Company’s auditor since 2003.


Pittsburgh, PennsylvaniaCharlotte, North Carolina
February 27, 201926, 2021



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JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES
Report of Independent Registered Public Accounting Firm


TheTo the Shareholders and the Board of Directors
of James River Group Holdings, Ltd.


Opinion on Internal Control over Financial Reporting

We have audited James River Group Holdings, Ltd. and subsidiaries’ internal control over financial reporting as of December 31, 2018,2020, based on criteria established in Internal Control - IntegratedControl-Integrated Framework issued by the Committee of Sponsoring Organizations of the Treadway Commission (2013 framework), (the COSO criteria). In our opinion, James River Group Holdings, Ltd. and subsidiaries (the Company) maintained, in all material respects, effective internal control over financial reporting as of December 31, 2018,2020, based on the COSO criteria.criteria.
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, 20182020 and 2017,2019, the related consolidated statements of income andcomprehensive income, changes in shareholders’shareholders' equity and cash flows for each of the three years in the period ended December 31, 2018,2020, and related notes and financial statement schedules listed in the Index at Item 15(a) and our report dated February 27, 201926, 2021 expressed an unqualified opinion thereon.

Basis for Opinion

The Company’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 accompanying Management’s Annual Report on Internal Control over Financial 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 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 included obtaining an understanding of internal control over financial reporting, assessing the risk that a material weakness exists, testing and evaluating the design and operating effectiveness of internal control based on the assessed risk, and 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.


/s/ Ernst & Young LLP
Pittsburgh, PennsylvaniaCharlotte, North Carolina
February 27, 201926, 2021


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TABLE OF CONTENTS

JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES


Consolidated Balance Sheets
December 31,
20202019
(in thousands)
Assets
Invested assets:
Fixed maturity securities, available-for-sale, at fair value (amortized cost: 2020 – $1,690,890; 2019 – $1,398,533)$1,783,642 $1,433,626 
Equity securities, at fair value (cost: 2020 – $81,698; 2019 – $73,244)88,975 80,735 
Bank loan participations (2020: at fair value; 2019: held-for-investment, at amortized cost, net of allowance)147,604 260,864 
Short-term investments130,289 156,925 
Other invested assets46,548 61,210 
Total invested assets2,197,058 1,993,360 
Cash and cash equivalents162,260 206,912 
Restricted cash equivalents859,920 1,199,164 
Accrued investment income10,980 13,597 
Premiums receivable and agents’ balances, net369,577 369,462 
Reinsurance recoverable on unpaid losses, net805,684 668,045 
Reinsurance recoverable on paid losses46,118 33,221 
Prepaid reinsurance premiums243,741 178,976 
Deferred policy acquisition costs62,953 62,006 
Intangible assets, net36,402 36,940 
Goodwill181,831 181,831 
Deferred tax assets, net664 
Income taxes receivable4,433 
Other assets82,115 80,227 
Total assets$5,063,072 $5,024,405 
December 31,
2018 2017
(in thousands)
Assets
 
Invested assets:
 
Fixed maturity securities:
 
Available-for-sale, at fair value (amortized cost: 2018 – $1,199,409; 2017 – $1,008,662)$1,184,202
 $1,016,098
Trading, at fair value (amortized cost: 2018 – $0; 2017 – $3,801)
 3,808
Equity securities, at fair value (cost: 2018 – $77,152; 2017 – $75,318)78,385
 82,522
Bank loan participations held-for-investment, at amortized cost, net of allowance260,972
 238,214
Short-term investments81,966
 36,804
Other invested assets72,321
 70,208
Total invested assets1,677,846
 1,447,654
Cash and cash equivalents172,457
 163,495
Accrued investment income11,110
 8,381
Premiums receivable and agents’ balances, net307,899
 352,436
Reinsurance recoverable on unpaid losses467,371
 302,524
Reinsurance recoverable on paid losses18,344
 11,292
Prepaid reinsurance premiums112,498
 91,979
Deferred policy acquisition costs54,450
 72,365
Intangible assets, net37,537
 38,334
Goodwill181,831
 181,831
Deferred tax assets, net1,054
 
Income taxes receivable
 2,806
Other assets94,379
 83,598
Total assets$3,136,776
 $2,756,695


See accompanying notes.
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JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES


Consolidated Balance Sheets
December 31,
20202019
(in thousands, except share amounts)
Liabilities and shareholders’ equity
Liabilities:
Reserve for losses and loss adjustment expenses$2,192,080 $2,045,506 
Unearned premiums630,371 524,377 
Payables to reinsurers110,431 108,059 
Funds held859,920 1,199,164 
Senior debt262,300 158,300 
Junior subordinated debt104,055 104,055 
Accrued expenses55,989 58,416 
Deferred tax liabilities, net1,105 
Income taxes payable1,483 
Other liabilities51,213 46,464 
Total liabilities4,267,464 4,245,824 
Commitments and contingent liabilities00
Shareholders’ equity:
Common Shares – $0.0002 par value; 200,000,000 shares authorized. 2020 and 2019: 30,649,261 and 30,424,391 shares issued and outstanding, respectively
Preferred Shares – 2020 and 2019: $0.00125 par value; 20,000,000 shares authorized; 0 shares issued and outstanding
Additional paid-in capital664,476 657,875 
Retained earnings49,227 89,586 
Accumulated other comprehensive income81,899 31,114 
Total shareholders’ equity795,608 778,581 
Total liabilities and shareholders’ equity$5,063,072 $5,024,405 
 December 31,
 2018 2017
(in thousands, except share amounts)
Liabilities and shareholders’ equity   
Liabilities:   
Reserve for losses and loss adjustment expenses$1,661,459
 $1,292,349
Unearned premiums386,473
 418,114
Payables to reinsurers61,662
 56,268
Senior debt118,300
 98,300
Junior subordinated debt104,055
 104,055
Accrued expenses51,792
 39,295
Deferred tax liabilities, net
 5,247
Income taxes payable1,915
 
Other liabilities41,879
 48,368
Total liabilities2,427,535
 2,061,996
Commitments and contingent liabilities
 
Shareholders’ equity:   
Common Shares – $0.0002 par value; 200,000,000 shares authorized. 2018 and 2017: 29,988,460 and 29,696,682 shares issued and outstanding, respectively6
 6
Preferred Shares – 2018 and 2017: $0.00125 par value; 20,000,000 shares authorized; no shares issued and outstanding
 
Additional paid-in capital645,310
 636,149
Retained earnings79,753
 48,198
Accumulated other comprehensive (loss) income(15,828) 10,346
Total shareholders’ equity709,241
 694,699
Total liabilities and shareholders’ equity$3,136,776
 $2,756,695


See accompanying notes.
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JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES


Consolidated Statements of Income and Comprehensive Income
Year Ended December 31,
202020192018
(in thousands, except share amounts)
Revenues:
Gross written premiums$1,257,000 $1,470,735 $1,166,773 
Ceded written premiums(609,226)(574,585)(404,101)
Net written premiums647,774 896,150 762,672 
Change in net unearned premiums(40,968)(72,404)52,726 
Net earned premiums606,806 823,746 815,398 
Net investment income73,368 75,652 61,256 
Net realized and unrealized losses on investments(16,030)(2,919)(5,479)
Other income4,545 10,646 14,424 
Total revenues668,689 907,125 885,599 
Expenses:
Losses and loss adjustment expenses478,545 672,102 600,276 
Other operating expenses165,498 170,908 201,035 
Other expenses2,138 1,055 1,300 
Interest expense10,033 10,596 11,553 
Amortization of intangible assets538 597 597 
Total expenses656,752 855,258 814,761 
Income before income taxes11,937 51,867 70,838 
Income tax expense (benefit):
Current11,534 18,453 12,867 
Deferred(4,421)(4,925)(5,859)
7,113 13,528 7,008 
Net income$4,824 $38,339 $63,830 
Other comprehensive income (losses):
Net unrealized gains (losses), net of taxes of $6,874 in 2020, $3,358 in 2019, and $(444) in 201850,785 46,942 (22,203)
Total comprehensive income$55,609 $85,281 $41,627 
Per share data:
Basic earnings per share$0.16 $1.27 $2.14 
Diluted earnings per share$0.16 $1.25 $2.11 
Dividend declared per share$1.20 $1.20 $1.20 
Weighted-average common shares outstanding:
Basic30,552,210 30,275,184 29,887,990 
Diluted30,884,416 30,673,924 30,307,101 
Year Ended December 31,
2018 2017 2016
(in thousands, except share amounts)
Revenues:
 
 
Gross written premiums$1,166,773
 $1,081,905
 $737,398
Ceded written premiums(404,101) (315,279) (179,690)
Net written premiums762,672
 766,626
 557,708
Change in net unearned premiums52,726
 (25,517) (42,045)
Net earned premiums815,398
 741,109
 515,663
Net investment income61,256
 61,119
 52,638
Net realized and unrealized (losses) gains on investments(5,479) (1,989) 7,565
Other income14,424
 17,386
 10,361
Total revenues885,599
 817,625
 586,227
Expenses:
 
 
Losses and loss adjustment expenses600,276
 555,377
 325,421
Other operating expenses201,035
 196,993
 170,828
Other expenses1,300
 539
 1,590
Interest expense11,553
 8,974
 8,448
Amortization of intangible assets597
 597
 597
Total expenses814,761
 762,480
 506,884
Income before income taxes70,838
 55,145
 79,343
Income tax expense (benefit):     
Current12,867
 11,943
 (221)
Deferred(5,859) (364) 5,093
7,008
 11,579
 4,872
Net income$63,830
 $43,566
 $74,471
Other comprehensive (losses) income:     
Net unrealized (losses) gains, net of taxes of $(444) in 2018, $2,707 in 2017, and $(1,723) in 2016(22,203) 9,219
 (2,059)
Total comprehensive income$41,627
 $52,785
 $72,412
Per share data:
 
 
Basic earnings per share$2.14
 $1.48
 $2.56
Diluted earnings per share$2.11
 $1.44
 $2.49
Dividend declared per share$1.20
 $1.70
 $2.25
Weighted-average common shares outstanding:
 
 
Basic29,887,990
 29,461,717
 29,063,075
Diluted30,307,101
 30,273,149
 29,894,378


See accompanying notes.
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JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES


Consolidated Statements of Changes in Shareholders’ Equity
Number of
Common
Shares
Outstanding
Common
Shares
(Par)
Preferred
Shares
Additional
Paid-in
Capital
Retained
Earnings
Accumulated
Other
Comprehensive
Income (Loss)
Total
Shareholders’
Equity
(in thousands, except share amounts)
Balances at December 31, 201729,696,682 $$$636,149 $48,198 $10,346 $694,699 
Net income— — — — 63,830 — 63,830 
Other comprehensive loss— — — — — (22,203)(22,203)
Dividends— — — — (36,246)— (36,246)
Exercise of stock options237,319 — — 4,045 — — 4,045 
Vesting of RSUs54,459 — — (1,112)— — (1,112)
Compensation expense under share incentive plans— — — 6,228 — — 6,228 
Cumulative effect of adoption of ASU No. 2016-01, net of taxes— — — — 4,682 (4,682)
Cumulative effect of adoption of ASU No. 2018-02— — — — (711)711 
Balances at December 31, 201829,988,460 $$$645,310 $79,753 $(15,828)$709,241 
Net income— — — — 38,339 — 38,339 
Other comprehensive income— — — — — 46,942 46,942 
Dividends— — — — (36,786)— (36,786)
Exercise of stock options345,434 — — 7,124 — — 7,124 
Vesting of RSUs90,497 — — (1,737)— — (1,737)
Compensation expense under share incentive plans— — — 7,178 — — 7,178 
Adoption of ASU No. 2016-02, derecognition of build-to-suit lease (see Note 6)— — — — 8,280 — 8,280 
Balances at December 31, 201930,424,391 $$$657,875 $89,586 $31,114 $778,581 
Net income— — — 4,824 — 4,824 
Other comprehensive income— — — — 50,785 50,785 
Dividends— — — (37,091)— (37,091)
Exercise of stock options113,346 — 1,327 — — 1,327 
Vesting of RSUs111,524 — (2,351)— — (2,351)
Compensation expense under share incentive plans— — 7,625 — — 7,625 
Cumulative effect of fair value option election (see Note 1)— — — (7,827)— (7,827)
Cumulative effect of adoption of ASU No. 2016-13 (see Note 1)— — — (265)— (265)
Balances at December 31, 202030,649,261 $$$664,476 $49,227 $81,899 $795,608 
Number of
Common
Shares
Outstanding
 Common
Shares
(Par)
 
Preferred
Shares
 Additional
Paid-in
Capital
 Retained
Earnings
 Accumulated
Other
Comprehensive
(Loss) Income
 Total
Shareholders’
Equity
(in thousands, except share amounts)
Balances at December 31, 201528,941,547
 $6
 $
 $630,820
 $47,026
 $3,186
 $681,038
Net income
 
 
 
 74,471
 
 74,471
Other comprehensive loss
 
 
 
 
 (2,059) (2,059)
Dividends
 
 
 
 (66,265) 
 (66,265)
Exercise of stock options and related excess tax benefits260,672
 
 
 1,536
 
 
 1,536
Vesting of RSUs and related excess tax benefits55,347
 
 
 (992) 
 
 (992)
Compensation expense under share incentive plans
 
 
 5,492
 
 
 5,492
Balances at December 31, 201629,257,566
 $6
 $
 $636,856
 $55,232
 $1,127
 $693,221
Net income
 
 
 
 43,566
 
 43,566
Other comprehensive loss
 
 
 
 
 9,219
 9,219
Dividends
 
 
 
 (50,600) 
 (50,600)
Exercise of stock options and related excess tax benefits358,967
 
 
 (6,213) 
 
 (6,213)
Vesting of RSUs and related excess tax benefits80,149
 
 
 (2,182) 
 
 (2,182)
Compensation expense under share incentive plans
 
 
 7,688
 
 
 7,688
Balances at December 31, 201729,696,682
 $6
 $
 $636,149
 $48,198
 $10,346
 $694,699
Net income
 
 
 
 63,830
 
 63,830
Other comprehensive loss
 
 
 
 
 (22,203) (22,203)
Dividends
 
 
 
 (36,246) 
 (36,246)
Exercise of stock options237,319
 
 
 4,045
 
 
 4,045
Vesting of RSUs54,459
 
 
 (1,112) 
 
 (1,112)
Compensation expense under share incentive plans
 
 
 6,228
 
 
 6,228
Cumulative effect of adoption of ASU No. 2016-01, net of taxes
 
 
 $
 $4,682
 $(4,682) $
Cumulative effect of adoption of ASU No. 2018-02
 
 
 $
 $(711) $711
 $
Balances at December 31, 201829,988,460
 $6
 $
 $645,310
 $79,753
 $(15,828) $709,241


See accompanying notes.


F-8

TABLE OF CONTENTS

JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES

Consolidated Statements of Cash Flows
Year Ended December 31,
202020192018
(in thousands)
Operating activities
Net income$4,824 $38,339 $63,830 
Adjustments to reconcile net income to net cash provided by operating activities:
Deferred policy acquisition costs(76,525)(91,449)(93,188)
Amortization of policy acquisition costs75,578 83,893 111,103 
Net realized and unrealized losses on investments16,030 2,919 5,479 
Impairment of intangible assets200 
Distributions from equity method investments3,162 2,834 7,499 
Income from equity method investments(3,208)(4,598)(3,540)
Trading securities purchases, sales, and maturities, net3,804 
Deferred U.S. federal income tax benefit(4,421)(4,925)(5,859)
Provision for depreciation and amortization5,019 4,063 4,215 
Share based compensation expense7,625 7,178 6,228 
Excess tax benefits from equity incentive plan transactions(679)(1,099)(2,699)
Change in operating assets and liabilities:
Reserve for losses and loss adjustment expenses146,574 384,047 369,110 
Unearned premiums105,994 137,904 (31,641)
Premiums receivable and agents’ balances(115)(61,563)44,537 
Reinsurance balances(213,264)(235,632)(187,024)
Funds held(339,244)1,199,164 
Payable to insurance companies(396)263 (2,029)
Other(784)27,684 
Net cash (used in) provided by operating activities (a)(273,830)1,489,022 290,028 
Investing activities
Securities available-for-sale:
Purchases – fixed maturity securities(573,482)(450,793)(418,011)
Sales – fixed maturity securities37,674 121,245 95,793 
Maturities and calls – fixed maturity securities240,322 128,809 129,139 
Purchases – equity securities(16,713)(4,975)(7,507)
Sales – equity securities6,838 8,656 5,578 
Bank loan participations:
Purchases(77,965)(102,794)(203,328)
Sales135,664 48,415 123,114 
Maturities32,653 45,277 58,742 
Other invested assets:
Purchases(1,937)(6,993)
Return of capital353 1,877 921 
Redemptions16,292 10,998 
Securities receivable or payable, net(1,777)5,404 2,268 
Short-term investments, net26,636 (74,959)(45,162)
Other(549)(519)(1,326)
Net cash used in investing activities(175,991)(263,359)(266,772)
Financing activities
Senior debt issuances164,000 60,000 20,000 
Senior debt repayments(60,000)(20,000)
Dividends paid(37,051)(36,720)(36,123)
Issuances of common shares under equity incentive plans2,580 8,286 5,172 
Common share repurchases(3,604)(2,899)(2,239)
Other financing activities(711)(1,104)
Net cash provided by (used in) financing activities65,925 7,956 (14,294)
Change in cash, cash equivalents, and restricted cash equivalents(383,896)1,233,619 8,962 
Cash, cash equivalents, and restricted cash equivalents at beginning of year1,406,076 172,457 163,495 
Cash, cash equivalents, and restricted cash equivalents at end of year$1,022,180 $1,406,076 $172,457 
Supplemental information
U.S. federal income taxes paid, net$17,236 $18,719 $8,174 
Interest paid$11,305 $12,354 $11,269 
Year Ended December 31,
202020192018
(in thousands)
Restricted cash equivalents at beginning of year$1,199,164 $$
Restricted cash equivalents at end of year859,920 1,199,164 
Change in restricted cash equivalents$(339,244)$1,199,164 $
Year Ended December 31,
2018 2017 2016
(in thousands)
Operating activities     
Net income$63,830
 $43,566
 $74,471
Adjustments to reconcile net income to net cash provided by operating activities:     
Deferred policy acquisition costs(93,188) (123,577) (105,659)
Amortization of policy acquisition costs111,103
 116,001
 101,624
Net realized investment losses (gains)5,479
 1,989
 (7,565)
Impairment of intangible assets200
 
 
Distributions from equity method investments7,499
 7,333
 3,467
Income from equity method investments(3,540) (13,209) (8,743)
Trading securities purchases, sales, and maturities, net3,804
 1,250
 
Deferred U.S. federal income tax (benefit) expense(5,859) (364) 5,093
Provision for depreciation and amortization4,215
 2,123
 2,414
Share based compensation expense6,228
 7,688
 5,492
Excess tax benefits from equity incentive plan transactions(2,699) (2,115) 3,191
Change in operating assets and liabilities:     
Reserve for losses and loss adjustment expenses369,110
 348,484
 158,543
Unearned premiums(31,641) 27,551
 89,459
Premiums receivable and agents’ balances44,537
 (87,121) (88,630)
Reinsurance balances(187,024) (113,665) (68,497)
Payable to insurance companies(2,029) 445
 (950)
Other3
 (8,563) (9,361)
Net cash provided by operating activities290,028
 207,816
 154,349
Investing activities     
Securities available-for-sale:     
Purchases – fixed maturity securities(418,011) (270,014) (300,135)
Sales – fixed maturity securities95,793
 77,781
 110,124
Maturities and calls – fixed maturity securities129,139
 121,890
 135,472
Purchases – equity securities(7,507) (5,540) (3,680)
Sales – equity securities5,578
 3,522
 14,850
Bank loan participations:     
Purchases(203,328) (240,799) (156,638)
Sales123,114
 138,214
 51,077
Maturities58,742
 69,740
 97,097
Other invested assets:     
Purchases(6,993) (8,913) (2,365)
Return of capital921
 
 226
Maturities and repayments
 
 6,500
Securities receivable or payable, net2,268
 (2,525) 1,018
Short-term investments, net(45,162) 14,040
 (31,574)
Other(1,326) (2,137) (2,736)
Net cash used in investing activities(266,772) (104,741) (80,764)
Financing activities     
Senior debt issuances20,000
 10,000
 
Dividends paid(36,123) (50,832) (65,988)
Issuances of common shares under equity incentive plans5,172
 1,708
 2,260
Common share repurchases(2,239) (9,448) (4,907)
Other financing activities(1,104) (792) (1,572)
Net cash used in financing activities(14,294) (49,364) (70,207)
Change in cash and cash equivalents8,962
 53,711
 3,378
Cash and cash equivalents at beginning of year163,495
 109,784
 106,406
Cash and cash equivalents at end of year$172,457
 $163,495
 $109,784
Supplemental information     
Income taxes paid (refunded), net$8,174
 $9,848
 $(59)
Interest paid$11,269
 $8,909
 $8,121
(a) Cash used in operating activities for the year ended December 31, 2020 primarily reflects $339.2 million of restricted cash equivalents returned to a former insured, per the terms of a collateral trust (see Amounts Recoverable from an Indemnifying Party in the Liquidity and Capital Resources discussion of Management's Discussion and Analysis of Financial Condition and Results of Operations). Excluding the reduction in the collateral funds, cash provided by operating activities was $65.4 million for the year ended December 31, 2020.
See accompanying notes.
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James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018



1.    Accounting Policies
1.
Accounting Policies
Organization
James River Group Holdings, Ltd. (referred to as “JRG Holdings” or, with its subsidiaries, the “Company”) is an exempted holding company registered in Bermuda, organized for the purpose of acquiring and managing insurance and reinsurance entities.
The Company owns five5 insurance companies based in the United States (“U.S.”) focused on specialty insurance niches and two2 Bermuda-based reinsurance companies as described below:
•    James River Group Holdings UK Limited (“James River UK”) is an insurance holding company formed in 2015 in the United Kingdom (“U.K.”). The Company contributed James River Group, Inc. (“James River Group”), a U.S. insurance holding company, to James River UK in 2015.
•    James River Group is a Delaware domiciled insurance holding company formed in 2002, which owns all of the Company’s U.S.-based subsidiaries, either directly or indirectly through one of its wholly-owned U.S. subsidiaries. James River Group oversees the Company’s U.S. insurance operations and maintains all of the outstanding debt in the U.S.
•    James River Insurance Company (“James River Insurance”) is an Ohio domiciled excess and surplus lines insurance company that, with its wholly-owned insurance subsidiary, James River Casualty Company, is authorized to write business in every state and the District of Columbia.
•    Falls Lake National Insurance Company (“Falls Lake National”) is an Ohio domiciled insurance company which wholly owns Stonewood Insurance Company (“Stonewood Insurance”), a North Carolina domiciled company, and Falls Lake Fire and Casualty Company, a California domiciled company. Falls Lake National began writingprimarily write specialty admitted fronting and program business in late 2013. Falls Lake Fire and Casualty Company began operations in 2016.​​
individual risk workers' compensation insurance.
•    JRG Reinsurance Company Ltd. (“JRG Re”) was formed in 2007 and commenced operations in 2008. JRG Re, a Bermuda domiciled reinsurer, primarily provides non-catastrophe casualty reinsurance to U.S. third parties and, through December 31, 2017, to the Company’s U.S.-based insurance subsidiaries.
Carolina Re Ltd ("Carolina Re") was formed in 2018 and as of January 1, 2018 provides reinsurance to the Company's U.S.-based insurance subsidiaries. Carolina Re is also the cedent on a stop loss reinsurance treaty with JRG Re.
Basis of Presentation and Principles of Consolidation
The consolidated financial statements are prepared in accordance with U.S. generally accepted accounting principles (“GAAP”), which vary in some respects from statutory accounting practices (“SAP”) which are prescribed or permitted by the various state insurance departments in the U.S. or by insurance regulators in Bermuda. The accompanying consolidated financial statements include the accounts and operations of the Company and its subsidiaries. Intercompany transactions and balances have been eliminated.
Estimates and Assumptions
Preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the consolidated financial statements and accompanying disclosures. Those estimates are inherently subject to change, and actual results may ultimately differ from those estimates.
Fixed Maturity and Equity Securities
Fixed maturity securities classified as “available-for-sale” are carried at fair value, and unrealized gains and losses on such securities, net of any deferred taxes, are reported as a separate component of accumulated other comprehensive income. Fixed maturity securities purchased for short-term resale are classified as “trading” and are carried at fair value with unrealized gains and losses included in earnings as a component of net investment income. The Company does not have any securities classified as “held-to-maturity” or “trading”.
Fair value generally represents quoted market value prices for securities traded in the public marketplace or prices analytically determined using bid or closing prices for securities not traded in the public marketplace.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

Premiums and discounts on mortgage-backed securities and asset-backed securities are amortized or accrued using the constant yield method which considers anticipated prepayments at the date of purchase. To the extent that the estimated lives of
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
such securities change as a result of changes in estimated prepayment rates, the adjustments are included in net investment income using the retrospective method.
Realized investment gains or losses are determined on a specific identification basis. Interest income is recognized as earned, and dividend income is recognized on the ex-dividend date.
The Company evaluates itsadopted ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments on January 1, 2020. This update changed the impairment model for available-for-sale fixed maturity securities regularlymaturities and requires the Company to determine whether thereunrealized losses on available-for-sale fixed maturities are declinesdue to credit-related factors. An allowance for credit losses is established for any credit-related impairments, limited to the amount by which fair value is below amortized cost. Changes in valuethe allowance for credit losses are recognized in earnings and included in net realized and unrealized gains (losses) on investments. Unrealized losses that are other-than-temporary. The Company’s outside investment managers assist the Companynot credit-related will continue to be recognized in this evaluation. When the Company determines that a security has experienced an other-than-temporary impairment, the impairment loss is recognized as a realized investment loss. other comprehensive income.
The factors that the Company considers in evaluating whether such an other-than-temporary impairment has occurred include the amount and percentage thatextent to which fair value is below amortized cost and the length of time that fair value has been below amortized cost. In addition, thein determining whether a credit-related loss exists. The Company also considers the credit quality rating of the security, with a special emphasis on securities downgraded below investment grade. A comparison is made between the present value of expected future cash flows for a security and its amortized cost. If the present value of future expected cash flows is less than amortized cost, a credit loss is presumed to exist and an allowance for credit losses is established. Management does not intendmay conclude that a qualitative analysis is sufficient to sell available-for-sale fixed maturity securities in an unrealized loss position, and it is not “more likely than not”support its conclusion that the Company will be required to sell these securities beforepresent value of the expected cash flows equals or exceeds a recovery in fair value to theirsecurity’s amortized cost basis occurs.cost.
Effective January 1, 2018, with the adoption of ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities, equity securities (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) are measured at fair value with changes in fair value recognized in net investment income.realized and unrealized gains or losses. Prior to the adoption of ASU 2016-01, changes in the fair value of equity securities were recognized net of taxes as a component of accumulated other comprehensive income.
Bank Loan Participations Held-for-Investment and Allowance for Credit Losses
Bank loan participations held-for-investment are managed by a specialized outside investment manager. In connection with the adoption of ASU 2016-13, the Company elected the fair value option in accounting for bank loan participations effective January 1, 2020. Under the fair value option, bank loan participations are measured at fair value, and changes in unrealized gains and losses in bank loan participations are reported in our income statement as net realized and unrealized gains (losses) on investments.
Losses due to credit-related impairments on bank loan participations are determined based upon consultations and advice from the Company's specialized investment manager and consideration of any adverse situations that could affect the borrower's ability to repay, the estimated value of underlying collateral, and other relevant factors.
Interest income is accrued on the unpaid principal balance. Discounts and premiums are amortized to income using the interest method. Prior to the election of the fair value option on January 1, 2020, bank loan participations were generally stated at their outstanding unpaid principal balances net of unamortized premiums or discounts and net of any allowance for credit losses. Interest income is accrued on the unpaid principal balance. Discounts and premiums are amortizedThe allowance for credit losses was maintained at a level considered adequate to income using the interest method.absorb estimated probable credit losses.
Generally, the accrual of interest on a bank loan participation is discontinued when the contractual payment of principal or interest has become 90 days past due or management has serious doubts about further collectability of principal or interest. A bank loan participation may remain on accrual status if it is in the process of collection and is either guaranteed or well secured. Interest received on nonaccrual loans generally is reported as investment income. There were no bank loans on nonaccrual status at December 31, 20182020 or 2017.2019.
Generally, bank loan participations are restored to accrual status when the obligation is brought current, has performed in accordance with the contractual terms for a reasonable period of time, and the ultimate collectability of the total contractual principal and interest is no longer in doubt.
The allowance for credit losses is maintained at a level believed adequate by management to absorb estimated probable credit losses. Management’s periodic evaluation of the adequacy of the allowance is based on consultations and advice of the Company’s specialized investment manager, known and inherent risks in the portfolio, adverse situations that may affect the borrower’s ability to repay, the estimated value of any underlying collateral, current economic conditions, and other relevant factors. When an observable market price for a loan is available, the Company has recorded an allowance equal to the difference between the fair value and the amortized cost of bank loans that it has determined to be impaired as a practical expedient for an estimate of probable future cash flows to be collected on those bank loans. If an observable market price for a loan is not available, the Company records an allowance equal to the difference between the present value of expected future cash flows discounted at the loan’s effective interest rate and the amortized cost of the loan. Bank loans are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote.
Other Invested Assets
Other invested assets at December 31, 20182020 and 20172019 include the Company’s interests in private debt and equity investments. The investments are primarily focused in renewable energy, limited partnerships, and bank holding companies. Equity interests in various limited liability companies (“LLCs”) and limited partnerships are accounted for under the equity method, as the Company has determined that the equity method best reflects its economic interest in the underlying equity investment. For certain note agreements, original discounts and commitment fees received are recognized over the terms of the notes under the effective interest method.
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James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

Short-Term Investments
Short-term investments are carried at amortized cost, which approximates fair value. Short-term investments have maturities greater than three months but less than one year at the date of purchase.
Cash Equivalents
The Company considers highly liquid investments with maturities of three months or less at the date of purchase to be cash equivalents.
Restricted Cash Equivalents
The Company considers highly liquid investments with maturities of three months or less at the date of purchase that are segregated for a specific use to be restricted cash equivalents. Certain restricted cash equivalents invested in funds with floating net asset values are measured at fair value with changes in fair value recognized in net income.
Direct Written Premiums
Direct written premiums are earned on a pro rata basis over the terms of the policies, generally 12 months. The portion of premiums written applicable to the unexpired terms of the policies in force is recorded as unearned premiums. Policies are accounted for on an individual basis, with no aggregation by counterparty.
Assumed Reinsurance Premiums
Assumed reinsurance written premiums include amounts reported by brokers and ceding companies, supplemented by the Company’s own estimates of premiums when reports have not been received. Premiums on the Company’s excess of loss and pro rata reinsurance contracts are estimated when the business is underwritten. For excess of loss contracts, the deposit premium, as defined in the contract, is generally recorded as an estimate of premiums written at the inception date of the treaty. Estimates of premiums written under pro rata contracts are recorded in the period in which the underlying risks are expected to begin and are based on information provided by the brokers and the ceding companies.
Reinsurance premium estimates are reviewed by management periodically. Any adjustment to these estimates is recorded in the period in which it becomes known.
Reinsurance premiums assumed are earned over the terms of the underlying policies or reinsurance contracts. Contracts and policies written on a “losses occurring” basis cover claims that may occur during the term of the contract or policy, which is typically 12 months. Accordingly, the premium is earned evenly over the term. Contracts which are written on a “risks attaching” basis cover claims which attach to the underlying insurance policies written during the terms of such contracts. Premiums earned on such contracts usually extend beyond the original term of the reinsurance contract, typically resulting in recognition of premiums earned over a 24-month period in proportion to the level of underlying exposure. Contracts are accounted for on an individual basis, with no aggregation by counterparty.
Premiums Receivable and Agents’ Balances, Net
Premiums receivable and agents’ balances are carried at face value net of any allowance for doubtful accounts.credit losses. The allowance for doubtful accountscredit losses represents anthe current estimate of amounts considered uncollectibleexpected credit losses based on the Company’s assessment of the collectability of receivables that are past due.due, historical collection percentages, and consideration of current economic conditions and expectations of future conditions that could affect ultimate collections. Receivables greater than 90 days past due were $4.5$6.9 million and $2.6$3.3 million at December 31, 20182020 and 2017,2019, respectively. The allowance for doubtful accountscredit losses was $3.9$8.3 million and $2.8$5.7 million at December 31, 20182020 and 2017,2019, respectively. Bad debt expense was $1.5$3.3 million for the year ended December 31, 2018, $1.02020, $2.5 million for the year ended December 31, 2017, and $813,000 for the year ended December 31, 2016. Receivables written off against the allowance for doubtful accounts totaled $313,000 for the year ended December 31, 2018, $408,000 for the year ended December 31, 2017,2019, and $1.5 million for the year ended December 31, 2016.2018. Receivables written off against the allowance for credit losses totaled $660,000 for the year ended December 31, 2020, $812,000 for the year ended December 31, 2019, and $313,000 for the year ended December 31, 2018. Account balances are charged off against the allowance after all means of collection have been exhausted and the potential for recovery is considered remote.
Deferred Policy Acquisition Costs
Costs which are incrementally or directly related to the successful acquisition of new or renewal insurance business are deferred. These deferred costs are primarily commissions to agents, ceding commissions paid on reinsurance assumed, premium taxes, and the portion of underwriting fixed compensation and payroll related fringe benefits directly related to an insurance contract that has been acquired, net of ceding commissions related to reinsurance ceded. Amortization of such policy acquisition costs is charged to expense in proportion to premium earned over the estimated policy life. To the extent that
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
unearned premiums on existing policies are not adequate to cover projected related costs and expenses, deferred policy acquisition costs are charged to earnings. The Company considers anticipated investment income in determining whether a premium deficiency exists.
Reinsurance and Adjustable Features of Insurance and Reinsurance Contracts
Certain premiums and losses are ceded to other insurance companies or assumed from other insurance companies under various excess of loss and quota-share reinsurance contracts. The Company enters into ceded reinsurance contracts to limit its
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

exposure to large losses, to limit exposure on new lines of insurance written by the Company, and to provide additional capacity for growth.
Premiums, commissions, and losses and loss adjustment expenses on reinsured business are accounted for on a basis consistent with that used in accounting for the original policies issued and the terms of the reinsurance contracts. Reinsurance recoverables and prepaid reinsurance premiums are reported as assets. The Company uses a provision matrix to calculate the allowance for credit losses on reinsurance recoverables by applying impairment rates based on historical loss data to similarly rated reinsurance companies based on the expected duration of the receivables. The Company also considers the expected impact of current and future expected economic conditions and adjusts estimates if needed based on an evaluation of these factors. The allowance for credit losses on reinsurance recoverables at December 31, 2020 was $335,000. Other amounts payable to insurance companies and reinsurers or receivable from insurance companies and reinsurers are netted where the right of offset exists. The Company receives ceding commissions in connection with certain ceded reinsurance. The ceding commissions are recorded as a reduction of other operating expenses.
Certain reinsurance contracts of the Casualty Reinsurance segment include provisions that adjust premiums or acquisition expenses based upon the loss experience under the contracts. Premiums written and earned, as well as related acquisition expenses are recorded based upon the projected loss experience under the contracts.
The Company’s Specialty Admitted Insurance segment writes insurance under specialty admitted fronting and program arrangements. The fronting and program arrangements may contain contractual provisions that adjust acquisition expenses based upon loss experience under the contracts. The specialty admitted fronting and program arrangements are significantly reinsured. These reinsurance contracts may also contain provisions that adjust premiums or acquisition expenses based upon the loss experience under the contracts. Premiums written and earned, as well as related acquisition expenses, are recorded based upon the projected loss experience under the contracts.
Other Income
Other income is principally comprised of fee income earned on policies for which the Company has no exposure to underwriting risk. Fee income of $13.9$3.4 million, $17.0$9.5 million, and $10.1$13.9 million is included in other income for the years ended December 31, 2018, 2017,2020, 2019, and 2016,2018, respectively. Fees are earned on a pro rata basis over the service period of the underlying business. Policies are accounted for on an individual basis, with no aggregation by counterparty.
Income Taxes
Deferred tax assets and deferred tax liabilities are provided for the future tax consequences attributable to temporary differences between the financial statement carrying amounts of assets and liabilities and their respective U.S. tax basis. Deferred tax assets and liabilities are measured using enacted U.S. corporate tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. Deferred tax assets are reduced by a valuation allowance only when management believes it is more likely than not that some, or all, of the deferred tax assets will not be realized.
Effective January 1, 2018, the Company adopted ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. This update was issued as a result of the enactment of Public Law No. 115-97, informally titled the Tax Cuts and Jobs Act (the "Tax Act"), on December 22, 2017. The ASU allows for the option to reclassify the stranded tax effects resulting from the implementation of the Tax Act out of accumulated other comprehensive income and into retained earnings. The reclassification resulted in a $711,000 decrease to the Company's retained earnings with a corresponding increase to accumulated other comprehensive income in the first quarter of 2018.
Goodwill
Goodwill is tested annually for impairment in the fourth quarter of each calendar year, or more frequently if events or changes in circumstances indicate that the carrying amount of the Company’s reporting units, including goodwill, may exceed
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
their fair values. The Company first assesses qualitative factors in determining whether it is necessary to perform the quantitative goodwill impairment test. If management determines that it is more likely than not that the fair value of a reporting unit is less than the carrying value based on qualitative factors then they will perform the quantitative goodwill impairment test. For the quantitative goodwill impairment testing, the fair value of the reporting units is determined using a combination of a market approach and an income approach which projects the future cash flows produced by the reporting units and discounts those cash flows to their present value. The projection of future cash flows is necessarily dependent upon assumptions on the future levels of income as well as business trends, prospects, market, and economic conditions. The results of the two approaches are weighted to determine the fair value of each reporting unit. When the fair value is less than the carrying value of the net assets of the reporting unit, including goodwill, an impairment loss is charged to operations. To determine the amount of any goodwill impairment, the implied fair value of reporting unit goodwill is compared to the carrying amount of that goodwill. The implied fair value of goodwill is determined in the same manner as the amount of goodwill recognized in a business combination is determined. That is, the fair value of a reporting unit is assigned to all of the assets and liabilities of that unit (including any unrecognized intangible assets) as if the reporting unit had been acquired in a business combination. The excess of the fair value of a reporting unit over the amounts assigned to its assets and liabilities is the implied fair value of goodwill.
Intangible Assets, Net
Intangible assets are initially recognized and measured at fair value. Specifically identified intangible assets with indefinite lives include trademarks and state insurance licenses and authorities. Other specifically identified intangible assets with lives
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

ranging from 7.0 to 27.5 years represent relationships with brokers. These intangible assets are amortized on a straight-line basis over their estimated useful lives.
Intangible assets with indefinite useful lives are reviewed for impairment at least annually. In evaluating whether there has been impairment to the intangible asset, management determines the fair value of the intangible asset and compares the resulting fair value to the carrying value of the intangible asset. If the carrying value exceeds the fair value, the intangible asset is written down to fair value, and the impairment is reported through earnings. The Company evaluates intangible assets with definite lives for impairment when impairment indicators are noted.
Impairment of Long-Lived Assets
Long-lived assets with finite lives are tested for impairment whenever recognized events or changes in circumstances indicate the carrying value of these assets may not be recoverable. If indicators of impairment are present, fair value is calculated using estimated future cash flows expected to be generated from the use of those assets. An impairment loss is recognized only if the carrying amount of a long-lived asset or asset group is not recoverable and exceeds its fair value. The carrying amount of a long-lived asset or asset group is not recoverable if it exceeds the sum of the undiscounted cash flows expected to result from the use and eventual disposition of the asset or asset group. That assessment is based on the carrying amount of the asset or asset group at the date it is tested for recoverability. An impairment loss is measured as the amount by which the carrying amount of a long-lived asset or asset group exceeds its fair value.
Property and Equipment, Net
Property and equipment, which is included in “other assets” in the accompanying consolidated balance sheets, is reported at cost less accumulated depreciation and is depreciated principally on a straight-line basis over the estimated useful lives of the depreciable assets, generally three to ten years.
In the event the Company has been deemed the owner for accounting purposes of construction projects in lease arrangements, the estimated construction costs incurred to date are recorded as assets in property and equipment, net and included in “other assets” in the accompanying consolidated balance sheets. Upon occupancy of facilities under lease, the Company assesses whether arrangements qualify for sales recognition under the sale-leaseback accounting guidance. If the Company continues to be the deemed owner for accounting purposes, the cost of the building is depreciated over its estimated useful life.
Reserve for Losses and Loss Adjustment Expenses
The reserve for losses and loss adjustment expenses represents the estimated ultimate cost of all reported and unreported losses and loss adjustment expenses incurred and unpaid at the balance sheet date. The Company does not discount this reserve. The process of estimating the reserve for losses and loss adjustment expenses requires a high degree of judgment and is subject to a number of variables. The reserve for losses and loss adjustment expenses is estimated using individual case-basis valuations and statistical analyses. Those estimates are subject to the effects of trends in loss severity and frequency.
The Company utilizes various actuarially-accepted reserving methodologies in determining the continuum of expected outcomes for its reserves. These methodologies utilize various inputs, including management’s initial expected loss ratio (the ratio of losses and loss adjustment expenses incurred to net earned premiums), expected reporting patterns and payment patterns for losses and loss adjustment expenses (based on insurance industry data and the Company’s own experience), and the Company’s actual paid and reported losses and loss adjustment expenses. An internal actuary reviews these results and (after applying appropriate professional judgment and other actuarial techniques that are considered necessary) presents recommendations to the Company’s management. Management uses this information and its judgment to make decisions on the
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
final recorded reserve for losses and loss adjustment expenses. Management believes that the use of judgment is necessary to arrive at a best estimate for the reserve for losses and loss adjustment expenses given the long-tailed nature of the business generally written by the Company and the limited operating experience of the Casualty Reinsurance segment, the fronting and program business in the Specialty Admitted Insurance segment, and the commercial auto business in the Excess and Surplus Lines segment.
Catastrophes of significant magnitude, including hurricanes and earthquakes, involve complex coverage issues. In estimating the reserve for losses and loss adjustment expenses for these catastrophes, management uses case reserve estimates based on information obtained from site inspections by the Company’s adjustors and the terms of coverage provided in the policies. Management estimates reserves for incurred but not reported claims for these catastrophes using judgment based on an assessment of the Company’s property insurance exposures where the catastrophes occur and the Company’s progress in settling claims.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

Although management believes that the reserve for losses and loss adjustment expenses is reasonable, it is possible that the Company’s actual incurred losses and loss adjustment expenses will not develop in a manner consistent with the assumptions inherent in the determination of these reserves. Specifically, the Company’s actual ultimate loss ratio could differ from management’s initial expected loss ratio and/or the Company’s actual reporting patterns for losses could differ from the expected reporting patterns. Accordingly, the ultimate settlement of losses and the related loss adjustment expenses may vary significantly from the estimates included in the Company’s consolidated financial statements. These estimates are reviewed continually by management and are adjusted as necessary as experience develops or new information becomes known; such adjustments are included in current operations.
Share Based Compensation
The Company expenses the fair value of share equity awards over the vesting period of the award on a straight-line basis. The Black-Scholes-Merton option pricing model is used to value the options granted (see Note 11)12). Forfeitures of share-based awards are recognized as they occur. As the share based compensation expense is incurred, a corresponding increase to additional paid-in capital in shareholders’ equity is recognized. Share based compensation expense is reflected in “other operating expenses” in the accompanying consolidated statements of income and comprehensive income.
Financing Obligations
In a lease arrangement where the Company made a minority investment in a partnership that was involved in the construction of a building, the Company was deemed the owner for accounting purposes during the construction period. The Company recorded an asset for the amount of the total project costs and the related financing obligation is included in “other liabilities” in the accompanying consolidated balance sheets. Once construction was completed, the Company determined the arrangement did not qualify for sale-lease back treatment. Accordingly, the Company continues to reduce the obligation over the lease term as payments are made and depreciates the asset over its useful life. The Company does not report rent expense for the portion of the rent payment determined to be related to the assets which are owned for accounting purposes. Rather, this portion of the rent payment under the lease is recognized as a reduction of the financing obligation and as interest expense.
Upon adoption of ASU 2016-02, Leases (Topic 842) on January 1, 2019, the Company will derecognize assets of $22.6 million and liabilities of $30.9 million associated with the above lease that was designated as build-to-suit under the previous guidance, and record a cumulative-effect adjustment to retained earnings of $8.3 million. The lease will be classified as an operating lease under the new standard. The Company will record a right-of-use asset and lease liability for the lease under the new standard.
Variable Interest Entities
Entities that do not have sufficient equity at risk to allow the entity to finance its activities without additional financial support or in which the equity investors, as a group, do not have the characteristic of a controlling financial interest are referred to as variable interest entities (“VIE”). A VIE is consolidated by the variable interest holder that is determined to have the controlling financial interest (primary beneficiary) as a result of having both the power to direct the activities of a VIE that most significantly impact the VIE’s economic performance and the obligation to absorb losses or right to receive benefits from the VIE that could potentially be significant to the VIE. The Company determines whether it is the primary beneficiary of an entity subject to consolidation based on a qualitative assessment of the VIE’s capital structure, contractual terms, nature of the VIE’s operations and purpose, and the Company’s relative exposure to the related risks of the VIE on the date it becomes initially involved in the VIE. The Company reassesses its VIE determination with respect to an entity on an ongoing basis.
The Company holds interests in VIEs through certain equity method investments included in “other invested assets” in the accompanying consolidated balance sheets. The Company has determined that it should not consolidate any of the VIEs as it is not the primary beneficiary in any of the relationships. Although the investments resulted in the Company holding variable interests in the entities, they did not empower the Company to direct the activities that most significantly impact the economic performance of the entities. The Company’s investments related to these VIEs totaled $29.8$30.1 million and $32.1$31.2 million as of December 31, 20182020 and 2017,2019, respectively, representing the Company’s maximum exposure to loss.
Earnings Per Share
Basic earnings per share excludes dilution and is computed by dividing net income by the weighted-average number of common shares outstanding for the period. Diluted earnings per share reflects the dilution that could occur if securities or other contracts to issue common shares or common share equivalents were exercised or converted into common shares as calculated using the treasury stock method. When inclusion of common share equivalents increases the earnings per share or reduces the
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

loss per share, the effect on earnings is anti-dilutive, and the diluted net earnings or net loss per share is computed excluding these common share equivalents.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
The following represents a reconciliation of the numerator and denominator of the basic and diluted earnings per share computations contained in the consolidated financial statements.
Net Income
(Numerator)
Weighted-Average
Common Shares
(Denominator)
Earnings
Per Share
Net Income
(Numerator)
 Weighted-Average
Common Shares
(Denominator)
 Earnings
Per Share
(in thousands, except per share data)
(in thousands, except per share data)
Year ended December 31, 2020Year ended December 31, 2020
BasicBasic$4,824 30,552,210 $0.16 
Common share equivalentsCommon share equivalents— 332,206 
DilutedDiluted$4,824 30,884,416 $0.16 
Year ended December 31, 2019Year ended December 31, 2019
BasicBasic$38,339 30,275,184 $1.27 
Common share equivalentsCommon share equivalents— 398,740 (0.02)
DilutedDiluted$38,339 30,673,924 $1.25 
Year ended December 31, 2018
 
 
Year ended December 31, 2018
Basic$63,830
 29,887,990
 $2.14
Basic$63,830 29,887,990 $2.14 
Common share equivalents
 419,111
 (0.03)Common share equivalents— 419,111 (0.03)
Diluted$63,830
 30,307,101
 $2.11
Diluted$63,830 30,307,101 $2.11 
Year ended December 31, 2017     
Basic$43,566
 29,461,717
 $1.48
Common share equivalents
 811,432
 (0.04)
Diluted$43,566
 30,273,149
 $1.44
Year ended December 31, 2016     
Basic$74,471
 29,063,075
 $2.56
Common share equivalents
 831,303
 (0.07)
Diluted$74,471
 29,894,378
 $2.49
Common share equivalents relate to our outstanding equity awards (stock options and RSUs).
For the year ended December 31, 2020, all common share equivalents are dilutive. For the years ended December 31, 20182019 and 2017,2018, common share equivalents of 180,3299,735 shares and 174,380180,329 shares, respectively, are excluded from the calculations of diluted earnings per share as their effects are anti-dilutive. For the year ended December 31, 2016, all common share equivalents are dilutive.
Adopted Accounting Standards
EffectiveOn January 1, 2018, the Company adopted Accounting Standards Update (“ASU”) 2014-09, Revenue from Contracts with Customers (Topic 606). The guidance applies to all companies that either enter into contracts with customers to transfer goods or services or enter into contracts for the transfer of nonfinancial assets, unless those contracts are within the scope of other standards, such as insurance contracts. Under this guidance, a company recognizes revenue when it transfers promised goods or services to customers in an amount that reflects the consideration to which the company expects to be entitled in exchange for those goods or services. Judgments required in adopting this update included identifying performance obligations in the contract, estimating the amount of variable consideration to include in the transaction price and allocating the transaction price to each separate performance obligation. The adoption of ASU 2014-09 had no impact on reported fee income and there was no cumulative effect of initially applying the update.
Effective January 1, 2018,2020, the Company adopted ASU 2016-01, Financial Instruments - Overall (Subtopic 825-10): Recognition and Measurement of Financial Assets and Financial Liabilities. Among other things, this ASU requires equity investments (except those accounted for under the equity method of accounting or those that result in consolidation of the investee) to be measured at fair value with changes in fair value recognized in net income. Upon adoption on January 1, 2018, the Company made a $4.7 million cumulative-effect adjustment to increase retained earnings and reduce accumulated other comprehensive income. The adoption of ASU 2016-01 did not materially impact the Company's financial position, cash flows, or total comprehensive income. The Company's results of operations were impacted as changes in fair value of equity instruments are now presented in net income rather than other comprehensive (loss) income. For the year ended December 31, 2018, the respective impact on net income was a reduction of $4.7 million ($0.16 reduction in basic and diluted earnings per share).
Effective January 1, 2018, the Company adopted ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income. This update was issued as a result of the enactment of Public Law No. 115-97, informally titled the Tax Cuts and Jobs Act (the "Tax Act"), on December
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

22, 2017. The ASU allows for the option to reclassify the stranded tax effects resulting from the implementation of the Tax Act out of accumulated other comprehensive income and into retained earnings. As the adoption of ASU 2016-01 in 2018 resulted in the reclassification of the entire unrealized balance on equity securities from accumulated other comprehensive income into retained earnings, only the stranded tax effects on the unrealized balances of fixed income securities were impacted by the adoption of ASU 2018-02. The reclassification resulted in a $711,000 decrease to the Company's retained earnings with a corresponding increase to accumulated other comprehensive income in the first quarter of 2018.
Prospective Accounting Standards
In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). Under current guidance for lessees, leases are only included on the balance sheet if they are designated as capital leases. This update will require the recognition of a right-of-use asset and a corresponding lease liability, discounted to the present value, for all leases that extend beyond 12 months. This ASU is effective for annual and interim reporting periods beginning after December 15, 2018. In the third quarter of 2018, the FASB issued ASU 2018-10 to clarify certain aspects of the guidance and ASU 2018-11, which provides an optional alternative transition method to initially apply the new leases standard at the adoption date (collectively, with ASU 2016-02, Topic 842). Topic 842 now allows for the use of either the modified retrospective adoption method or the alternative transition method. The Company has completed its evaluation and will adopt the new standard on January 1, 2019 using a modified retrospective transition method, applying the transition provisions at the beginning of the period of adoption. The Company will elect the package of practical expedients permitted under the transition guidance within the new standard and will not elect to use hindsight in determining the lease term. The new standard will not be applied to leases with an initial term of 12 months or less. Upon adoption of the new standard, the Company will derecognize assets of $22.6 million and liabilities of $30.9 million associated with a lease that was designated as build-to-suit under the previous guidance, and record a cumulative-effect adjustment to retained earnings of $8.3 million. The lease will be classified as an operating lease under the new standard. The Company will record right-of-use assets of $17.2 million and lease liabilities of $17.8 million at adoption of the new standard. The new standard will not materially impact the Company's results of operations or cash flows, and will not impact compliance under the covenants of our current credit agreements.
In June 2016, the FASB issued ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments. Current GAAP delaysInstruments, using the recognitionmodified retrospective approach, by which a cumulative-effect adjustment was made to retained earnings as of credit losses until it is probable a loss has been incurred. Thethe date of adoption. This update will requirerequires financial assets measured at amortized cost, such as bank loan participations held for investment, to be presented at the net amount expected to be collected by means of an allowance for credit losses that runs throughis reflected in net income. Credit losses relating to available-for-sale debt securities will also beare recorded through an allowance for credit losses, with the amount of the allowance limited to the amount by which fair value is below amortized cost. This
In connection with the adoption of this ASU, isthe Company elected the fair value option in accounting for bank loan participations effective January 1, 2020. The targeted transition relief offered by ASU 2019-05, Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief was applied to elect the fair value option to account for annualbank loan participations already held at the January 1, 2020 date of adoption. Under the fair value option, bank loan participations are measured at fair value, and interim reporting periods beginning after December 15, 2019. changes in unrealized gains and losses in bank loan participations are reported in our income statement as net realized and unrealized gains (losses) on investments. At adoption on January 1, 2020, the Company reduced the carrying value of its bank loan portfolio to fair value through an $8.4 million adjustment with a $7.8 million (net of tax) cumulative effect adjustment to reduce retained earnings.
Upon adoption of this ASU, will be applied using the modified-retrospective approach, by whichCompany established an allowance for credit losses on reinsurance balances through a cumulative-effect$265,000 (net of tax) cumulative effect adjustment will be made to retained earnings asearnings. Because we purchase reinsurance from financially strong reinsurers or we have collateral securing the recoverables, the effect of the beginning of the first reporting period presented. The Company hasadoption was not yet completed the analysis of how adopting this ASU will affect the Company’smaterial to our financial statements.position.





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TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

2.    Investments
2.Investments
The Company'sCompany’s available-for-sale fixed maturity securities are summarized as follows:
Cost or
Amortized
Cost
Gross
Unrealized
Gains
Gross
Unrealized
Losses
Fair
Value
Cost or
Amortized
Cost
 Gross
Unrealized
Gains
 Gross
Unrealized
Losses
 Fair
Value
(in thousands)
December 31, 2018       
(in thousands)
December 31, 2020December 31, 2020    
Fixed maturity securities:       Fixed maturity securities:    
State and municipal$147,160
 $3,422
 $(1,287) $149,295
State and municipal$277,241 $19,203 $(39)$296,405 
Residential mortgage-backed208,869
 577
 (5,337) 204,109
Residential mortgage-backed286,104 7,784 (40)293,848 
Corporate534,024
 1,516
 (10,772) 524,768
Corporate715,145 52,098 (421)766,822 
Commercial mortgage and asset-backed199,528
 310
 (2,813) 197,025
Commercial mortgage and asset-backed314,911 12,611 (803)326,719 
U.S. Treasury securities and obligations guaranteed by the U.S. government107,803
 235
 (845) 107,193
U.S. Treasury securities and obligations guaranteed by the U.S. government97,489 2,360 (1)99,848 
Redeemable preferred stock2,025
 
 (213) 1,812
Total fixed maturity securities, available-for-sale$1,199,409
 $6,060
 $(21,267) $1,184,202
Total fixed maturity securities, available-for-sale$1,690,890 $94,056 $(1,304)$1,783,642 
December 31, 2017       
December 31, 2019December 31, 2019    
Fixed maturity securities:       Fixed maturity securities:    
State and municipal$139,382
 $5,587
 $(603) $144,366
State and municipal$159,894 $7,949 $(742)$167,101 
Residential mortgage-backed160,379
 723
 (2,441) 158,661
Residential mortgage-backed261,524 3,244 (622)264,146 
Corporate408,857
 7,503
 (2,639) 413,721
Corporate611,304 21,306 (389)632,221 
Commercial mortgage and asset-backed182,595
 714
 (698) 182,611
Commercial mortgage and asset-backed249,309 3,954 (806)252,457 
Obligations of U.S. government corporations and agencies35,948
 
 (101) 35,847
U.S. Treasury securities and obligations guaranteed by the U.S. government79,476
 37
 (639) 78,874
U.S. Treasury securities and obligations guaranteed by the U.S. government114,477 1,229 (39)115,667 
Redeemable preferred stock2,025
 
 (7) 2,018
Redeemable preferred stock2,025 2,034 
Total fixed maturity securities, available-for-sale$1,008,662
 $14,564
 $(7,128) $1,016,098
Total fixed maturity securities, available-for-sale$1,398,533 $37,691 $(2,598)$1,433,626 
The amortized cost and fair value of available-for-sale investments in fixed maturity securities at December 31, 20182020 are summarized, by contractual maturity, as follows:
Cost or
Amortized
Cost
Fair
Value
Amortized
Cost
 Fair
Value
(in thousands)
(in thousands)
One year or less$52,312
 $52,100
One year or less$115,048 $116,404 
After one year through five years406,647
 403,126
After one year through five years457,434 485,506 
After five years through ten years213,673
 209,155
After five years through ten years283,761 306,655 
After ten years116,355
 116,875
After ten years233,632 254,510 
Residential mortgage-backed208,869
 204,109
Residential mortgage-backed286,104 293,848 
Commercial mortgage and asset-backed199,528
 197,025
Commercial mortgage and asset-backed314,911 326,719 
Redeemable preferred stock2,025
 1,812
Total$1,199,409
 $1,184,202
Total$1,690,890 $1,783,642 
Actual maturities may differ for some securities because borrowers have the right to call or prepay obligations with or without penalties.
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James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

The following table shows the Company’s gross unrealized losses and fair value for available-for-sale securities aggregated by investment category and the length of time that individual securities have been in a continuous unrealized loss position:
 Less Than 12 Months12 Months or MoreTotal
 Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
Fair
Value
Gross
Unrealized
Losses
 (in thousands)
December 31, 2020      
Fixed maturity securities:      
State and municipal$7,193 $(39)$$$7,193 $(39)
Residential mortgage-backed3,649 (40)3,649 (40)
Corporate28,607 (421)28,607 (421)
Commercial mortgage and asset-backed18,427 (447)38,802 (356)57,229 (803)
U.S. Treasury securities and obligations guaranteed by the U.S. government2,291 (1)2,291 (1)
Total fixed maturity securities, available-for-sale$60,167 $(948)$38,802 $(356)$98,969 $(1,304)
December 31, 2019      
Fixed maturity securities:      
State and municipal$30,028 $(741)$667 $(1)$30,695 $(742)
Residential mortgage-backed23,632 (78)37,363 (544)60,995 (622)
Corporate45,550 (365)9,933 (24)55,483 (389)
Commercial mortgage and asset-backed46,434 (406)56,720 (400)103,154 (806)
U.S. Treasury securities and obligations guaranteed by the U.S. government8,474 (22)7,168 (17)15,642 (39)
Total fixed maturity securities, available-for-sale$154,118 $(1,612)$111,851 $(986)$265,969 $(2,598)
Less Than 12 Months 12 Months or More Total
Fair
Value
 Gross
Unrealized
Losses
 Fair
Value
 Gross
Unrealized
Losses
 Fair
Value
 Gross
Unrealized
Losses
(in thousands)
December 31, 2018           
Fixed maturity securities:           
State and municipal$19,733
 $(284) $47,018
 $(1,003) $66,751
 $(1,287)
Residential mortgage-backed49,180
 (743) 105,778
 (4,594) 154,958
 (5,337)
Corporate243,384
 (5,089) 155,902
 (5,683) 399,286
 (10,772)
Commercial mortgage and asset-backed106,423
 (1,229) 51,805
 (1,584) 158,228
 (2,813)
U.S. Treasury securities and obligations guaranteed by the U.S. government17,618
 (51) 54,201
 (794) 71,819
 (845)
Redeemable preferred stock1,812
 (213) 
 
 1,812
 (213)
Total fixed maturity securities, available-for-sale$438,150
 $(7,609) $414,704
 $(13,658) $852,854
 $(21,267)
December 31, 2017           
Fixed maturity securities:           
State and municipal$40,117
 $(318) $10,662
 $(285) $50,779
 $(603)
Residential mortgage-backed50,447
 (261) 84,193
 (2,180) 134,640
 (2,441)
Corporate113,464
 (846) 66,954
 (1,793) 180,418
 (2,639)
Commercial mortgage and asset-backed53,965
 (244) 25,299
 (454) 79,264
 (698)
Obligations of U.S. government corporations and agencies3,024
 (1) 32,154
 (100) 35,178
 (101)
U.S. Treasury securities and obligations guaranteed by the U.S. government50,760
 (430) 26,707
 (209) 77,467
 (639)
Redeemable preferred stock2,018
 (7) 
 
 2,018
 (7)
Total fixed maturity securities, available-for-sale$313,795
 $(2,107) $245,969
 $(5,021) $559,764
 $(7,128)
The Company held securities of 22267 issuers that were in an unrealized loss position at December 31, 20182020 with a total fair value of $852.9$99.0 million and gross unrealized losses of $21.3$1.3 million. None of the fixed maturity securities with unrealized losses has ever missed, or been delinquent on, a scheduled principal or interest payment.
At December 31, 2018, 100.0%2020, 99.6% of the Company’s fixed maturity security portfolio was rated “BBB-” or better (“investment grade”) by Standard & Poor’s or received an equivalent rating from another nationally recognized rating agency.
The Company adopted ASU 2016-13, Financial Instruments - Credit Losses (Topic 326): Measurement of Credit Losses on Financial Instruments on January 1, 2020. This update changed the impairment model for available-for-sale fixed maturities and requires the Company to determine whether unrealized losses on available-for-sale fixed maturities are due to credit-related factors. An allowance for credit losses is established for any credit-related impairments, limited to the amount by which fair value is below amortized cost. Changes in the allowance for credit losses are recognized in earnings and included in net realized and unrealized gains (losses) on investments. Unrealized losses that are not credit-related will continue to be recognized in other comprehensive income.
The Company considers the extent to which fair value is below amortized cost in determining whether a credit-related loss exists. The Company also considers the credit quality rating of the security, with a special emphasis on securities downgraded below investment grade. A comparison is made between the present value of expected future cash flows for a security and its amortized cost. If the present value of future expected cash flows is less than amortized cost, a credit loss is presumed to exist and an allowance for credit losses is established. Management may conclude that a qualitative analysis is sufficient to support its conclusion that the present value of expected cash flows equals or exceeds a security's amortized cost. As a result of this review, management concluded that nonethere were no credit-related impairments of the fixed maturity securities with an unrealized lossmaturities at December 31, 2018, 2017, and 2016 experienced an other-than-temporary impairment.2020. Management does not intend to sell available-for-salethe securities in an unrealized loss position, and it is not “more"more likely than not”not" that the Company will be required to sell these securities before a recovery in their value to their amortized cost basis occurs.
At December 31, 2017, management concluded that based on the severity and duration of the impairment associated with an equity security, the security, had experienced an other-than-temporary impairment. Accordingly, the Company recorded an impairment loss of $1.5 million in 2017. Management concluded that none of the other equityfixed maturity securities with an unrealized loss at December 31, 20172019 and 20162018 experienced an other-than-temporary impairment.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
In connection with the adoption of ASU 2016-13, the Company elected the fair value option in accounting for bank loan participations effective January 1, 2020. The targeted transition relief offered by ASU 2019-05, Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief was applied to elect the fair value option to account for bank loan participations already held at the January 1, 2020 date of adoption. Under the fair value option, bank loan participations are measured at fair value, and changes in unrealized gains and losses in bank loan participations are reported in our income statement as net realized and unrealized gains (losses) on investments. At adoption on January 1, 2020, the Company applied the amendments on a modified retrospective basis, reducing the carrying value of its bank loan portfolio to fair value through an $8.4 million adjustment with a $7.8 million (net of tax) cumulative effect adjustment to reduce retained earnings.
Applying the fair value option to the bank loan portfolio increases volatility in the Company's financial statements, but management believes it is less subjective and less burdensome to implement and maintain than ASU 2016-13, which would have otherwise been required. At December 31, 2020, the Company's bank loan portfolio had an aggregate unpaid principal balance of $159.6 million and an aggregate fair value of $147.6 million. Investment income on bank loan participations included in net investment income was $12.2 million during the year ended December 31, 2020. Net realized and unrealized gains (losses) on investments includes gains of $1.3 million related to changes in unrealized gains and losses on bank loan participations for the year ended December 31, 2020. Management concluded that $8.3 million of unrealized losses were due to credit-related impairments for the year ended December 31, 2020. Losses due to credit-related impairments were determined based upon consultations and advice from the Company's specialized investment manager and consideration of any adverse situations that could affect the borrower's ability to repay, the estimated value of underlying collateral, and other relevant factors.
Prior to the election of the fair value option on January 1, 2020, bank loan participations were classified as held-for-investment and carried at amortized cost net of any allowance for credit losses. Under the prior accounting method, management concluded that7 loans from 6 issuers in the Company's bank loan portfolio were impaired at December 31, 2019. At December 31, 2019, the impaired loans had a carrying value of $6.9 million, unpaid principal of $14.3 million, and an allowance for credit losses of $7.2 million, $5.1 million of which related to 2 loans from 1 issuer that was experiencing liquidity concerns resulting from revenue declines and poor growth prospects in its most profitable segment. Management concluded that none of the loans in the Company's bank loan portfolio were impaired at December 31, 2018.
Bank loan participations generally have a credit rating that is below investment grade (i.e. below “BBB-” for Standard & Poor’s) at the date of purchase. These bank loans are primarily senior, secured floating-rate debt rated “BB”, “B”, or “CCC” by Standard & Poor’s or an equivalent rating from another nationally recognized rating agency. These bank loans include
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

assignments of, and participations in, performing and non-performing senior corporate debt generally acquired through primary bank syndications and in secondary markets. Bank loans consist of, but are not limited to, term loans, the funded and unfunded portions of revolving credit loans, and other similar loans and investments. Management believed that it was probable at the time that these loans were acquired that the Company would be able to collect all contractually required payments receivable.
At December 31, 2017Interest income on bank loan participations is accrued on the unpaid principal balance, and 2016,discounts and premiums on bank loan participations are amortized to income using the Company heldinterest method. Generally, the accrual interest on a bank loan participation is discontinued when the contractual payment of principal or interest has become 90 days past due or management has serious doubts about further collectability of principal or interest. A bank loan participation may remain on accrual status if it is in the process of collection and is either guaranteed or well secured. Generally, bank loan participations are restored to accrual status when the obligation is brought current, has performed in accordance with the contractual terms for a loan issued by a company that producesreasonable period of time, and supplies power to Puerto Rico through a power purchase agreement with Puerto Rico Electric Power Authority (“PREPA”), a public corporation and governmental agencythe ultimate collectability of the Commonwealth of Puerto Rico. Management concluded that the loan was impairedtotal contractual principal and interest is no longer in doubt. Interest received on nonaccrual loans generally is reported as investment income. There were no bank loans on nonaccrual status at December 31, 2016 and established an allowance for credit losses on the loan of $177,000. After recording this impairment, the loan had a carrying value of $1.7 million at December 31, 2016 and unpaid principal of $2.0 million. At December 31, 2017, management concluded that the loan was still impaired and established an allowance for credit losses of $759,000 to reduce the loan's carrying value to zero at December 31, 2017. The unpaid principal on the loan was $807,000 at December 31, 2017. In the first quarter of 2018, the full outstanding principal on the loan was repaid and the Company recognized a realized gain of $807,000 on the repayment.
Management concluded that none of the loans in the Company's bank loan portfolio were impaired as of December 31, 2018. At December 31, 2017, the aggregate allowance for credit losses was $3.2 million on five impaired loans with a total carrying value of $5.1 million and unpaid principal of $8.4 million. At December 31, 2016, the aggregate allowance for credit losses was $943,000 on five impaired loans with a total carrying value of $6.5 million and unpaid principal of $7.6 million. At December 31, 2017 and 2016, impairments in the bank loan portfolio largely reflect the impact of declining energy prices on the market values of loans to oil and gas companies in the energy sector.2020 or 2019.
The average recorded investment in impaired bank loans was $2.6 million, $5.8$3.5 million and $6.4$2.6 million during the years ended December 31, 2018, 2017,2019 and 2016,2018, respectively, and investment income of $125,000, $300,000,$293,000 and $297,000$125,000, was recognized during the time that the loans were impaired. The Company recorded realized losses of $858,000 and $2.4$8.9 million and realized gains of $415,000,$858,000 during the years ended December 31, 2018, 2017,2019 and 2016,2018, respectively, for changes in the fair value of impaired bank loans.
At December 31, 2018,2019, unamortized discounts on bank loan participations were $1.8$2.4 million, and unamortized premiums were $17,000. At$4,000.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2017, unamortized discounts on bank loan participations were $1.1 million,2020, 2019, and unamortized premiums were $3,000.2018
Major categories of the Company’s net investment income are summarized as follows:
Year Ended December 31,
2018 2017 2016
(in thousands)
Fixed maturity securities$34,129
 $26,833
 $25,917
Bank loan participations18,279
 17,388
 14,486
Equity securities5,240
 5,045
 5,617
Other invested assets5,165
 14,079
 9,536
Cash, cash equivalents, short-term investments, and other2,681
 1,708
 824
Trading (losses) gains(4) (4) 18
Gross investment income65,490
 65,049
 56,398
Investment expense(4,234) (3,930) (3,760)
Net investment income$61,256
 $61,119
 $52,638
Changes in unrealized gains or losses on securities held for trading are recorded as trading gains or losses within net investment income. Net investment income for the year ended December 31, 2018 included $4,000 of net trading losses, all relating to securities sold during 2018. Net investment income for the year ended December 31, 2017 included $4,000 of net trading losses, all of which related to securities still held at December 31, 2017. Net investment income for the year ended December 31, 2016 included $18,000 of net trading gains, all of which related to securities still held at December 31, 2016.


TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

Year Ended December 31,
202020192018
(in thousands)
Fixed maturity securities$45,070 $39,875 $34,129 
Bank loan participations12,150 19,772 18,279 
Equity securities4,800 5,262 5,240 
Other invested assets9,181 6,254 5,165 
Cash, cash equivalents, restricted cash equivalents, and short-term investments6,619 9,210 2,677 
Gross investment income77,820 80,373 65,490 
Investment expense(4,452)(4,721)(4,234)
Net investment income$73,368 $75,652 $61,256 
The Company’s net realized and unrealized losses and gains on investments are summarized as follows:
Year Ended December 31,
202020192018
(in thousands)
Fixed maturity securities:
Gross realized gains$1,098 $1,575 $422 
Gross realized losses(53)(494)(976)
1,045 1,081 (554)
Equity securities:
Gross realized gains11 
Gross realized losses(1,441)(232)(62)
Changes in fair values of equity securities(215)6,257 (5,970)
(1,656)6,036 (6,032)
Bank loan participations:
Gross realized gains554 846 2,279 
Gross realized losses(17,286)(10,902)(1,166)
Changes in fair values of bank loan participations1,318 
(15,414)(10,056)1,113 
Short-term investments and other:
Gross realized gains77 21 
Gross realized losses(2)(1)(6)
Changes in fair values of short-term investments and other(80)
(5)20 (6)
Total$(16,030)$(2,919)$(5,479)
F-20

Year Ended December 31,
2018 2017 2016
(in thousands)
Fixed maturity securities:     
Gross realized gains$422
 $840
 $1,916
Gross realized losses(976) (512) (106)
(554) 328
 1,810
Equity securities:     
Gross realized gains
 429
 4,761
Gross realized losses(62) (1,591) 
Changes in fair values of equity securities(5,970) 
 
(6,032) (1,162) 4,761
Bank loan participations:     
Gross realized gains2,279
 2,407
 2,827
Gross realized losses(1,166) (3,557) (1,832)
1,113
 (1,150) 995
Short-term investments and other:     
Gross realized gains
 1
 3
Gross realized losses(6) (6) (4)
(6) (5) (1)
Total$(5,479) $(1,989) $7,565
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
The following table summarizes the change in the Company’s available-for-sale gross unrealized gains or losses by investment type:
Year Ended December 31,
2018 2017 2016
(in thousands)
Change in gross unrealized gains (losses):     
Fixed maturity securities$(22,643) $6,571
 $(1,350)
Equity securities
 5,356
 (2,433)
Total$(22,643) $11,927
 $(3,783)
Year Ended December 31,
202020192018
(in thousands)
Change in gross unrealized gains (losses):
Fixed maturity securities$57,659 $50,300 $(22,643)
Total$57,659 $50,300 $(22,643)
The Company invests selectively in private debt and equity opportunities. These investments, which together comprise the Company’s other invested assets, are primarily focused in renewable energy, limited partnerships, and bank holding companies.
Carrying ValueInvestment Income
December 31,Year Ended December 31,
20202019202020192018
(in thousands)(in thousands)
Renewable energy LLCs(a)
$30,145 $31,219 $2,016 $2,181 $2,974 
Renewable energy notes receivable(b)
8,750 5,630 1,313 1,282 
Limited partnerships(c)
11,903 16,741 1,192 2,417 566 
Bank holding companies(d)
4,500 4,500 343 343 343 
Total other invested assets$46,548 $61,210 $9,181 $6,254 $5,165 
Carrying Value Investment Income
December 31, Year Ended December 31,
2018 2017 2018 2017 2016
(in thousands) (in thousands)
Renewable energy LLCs(a)
$29,795
 $32,063
 $2,974
 $10,578
 $3,480
Renewable energy notes receivable(b)
8,750
 7,278
 1,282
 526
 450
Limited partnerships(c)
29,276
 26,367
 566
 2,632
 5,263
Bank holding companies(d)
4,500
 4,500
 343
 343
 343
Total other invested assets$72,321
 $70,208
 $5,165
 $14,079
 $9,536
(a)    The Company’s Corporate and Other segment owns equity interests ranging from 2.6% to 32.6% in various LLCs whose principal objective is capital appreciation and income generation from owning and operating renewable energy production facilities (wind and solar). The LLCs are managed by an entity for which two of our recent former directors serve as officers, and the Company’s Non-Executive Chairman has invested in certain of these LLCs. The equity method is used to account for the Company’s LLC investments. Income for the LLCs primarily reflects adjustments to the carrying values of investments in renewable energy projects to their determined fair values. The fair value adjustments are included in revenues for the LLCs. Expenses for the LLCs are not significant and are comprised of administrative and interest expenses. The Company received cash distributions from these investments totaling $3.1 million and $757,000 for the years ended December 31, 2020 and 2019, respectively.
(b)    The Company's Corporate and Other segment has invested in notes receivable for renewable energy projects. At December 31, 2019, the Company held one $8.8 million note issued by an entity for which two of our recent former directors serve as officers. During the current year ended December 31, 2020, the Company received the total principal balance of $8.8 million plus a $5.3 million gain at maturity. Interest on the note was fixed at 15%. Income on the note was $5.6 million, $1.3 million, and $1.3 million for the years ended December 31, 2020, 2019, and 2018, respectively.
(c)    The Company owns investments in limited partnerships that invest in concentrated portfolios including publicly-traded small cap equities, loans of middle market private equity sponsored companies, equity tranches of collateralized loan obligations ("CLOs"), and tranches of distressed home loans. Income from the partnerships is recognized under the equity method of accounting. The Company’s Corporate and Other segment held investments in limited partnerships with a carrying value of $7.8 million and $3.4 million at December 31, 2020 and 2019, and recognized investment income of $1.3 million, $327,000, and $70,000 for the years ended December 31, 2020, 2019 and 2018, respectively. The Company’s Excess and Surplus Lines segment holds investments in limited partnerships of $4.1 million and $13.3 million at December 31, 2020 and 2019, respectively. Investment losses of $69,000 were recognized on these investments for the year ended December 31, 2020. Investment income of $2.1 million and $496,000 were recognized on these investments for the years ended December 31, 2019 and 2018, respectively. At December 31, 2020, the Company’s Excess and Surplus Lines segment has outstanding commitments to invest another $3.7 million in these limited partnerships and $5.0 million to a newly acquired limited partnership, which will request funding starting in 2021.
(d)    The Company's Corporate and Other segment holds $4.5 million of subordinated notes issued by a bank holding company for which the Company’s Non-Executive Chairman was previously the Lead Independent Director and an investor and for which one of the Company’s directors was an investor and is currently a lender (the "Bank Holding Company"). Interest on
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James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

(a)The Company’s Corporate and Other segment owns equity interests ranging from 2.6% to 32.8% in various LLCs whose principal objective is capital appreciation and income generation from owning and operating renewable energy production facilities (wind and solar). The LLCs are managed by an entity for which two of our directors serve as officers, and the Company’s Non-Executive Chairman has invested in certain of these LLCs. The equity method is used to account for the Company’s LLC investments. Income for the LLCs primarily reflects adjustments to the carrying values of investments in renewable energy projects to their determined fair values. The fair value adjustments are included in revenues for the LLCs. Expenses for the LLCs are not significant and are comprised of administrative and interest expenses. The Company received cash distributions from these investments totaling $5.8 million and $5.6 million for the years ended December 31, 2018 and 2017, respectively.
(b)
The Company's Corporate and Other segment has invested in notes receivable for renewable energy projects. At December 31, 2018, the Company holds one $8.8 million note issued by an entity for which two of our directors serve as officers. The amount invested in the note was $7.3 million at December 31, 2017. Interest on the note, which matures in 2021, is fixed at 15%. Interest income on the note was $1.3 million and $526,000 for the years ended December 31, 2018 and 2017, respectively. In 2016, the outstanding balance of a $6.5 million note was fully repaid. Income prior to repayment of the note was $450,000 for the year ended December 31, 2016.
(c)
The Company owns investments in limited partnerships that invest in concentrated portfolios including publicly-traded small cap equities, loans of middle market private equity sponsored companies, equity tranches of collateralized loan obligations ("CLOs"), and tranches of distressed home loans. Income from the partnerships is recognized under the equity method of accounting. The Company’s Corporate and Other segment held an investment in a limited partnership with a carrying value of $3.1 million and $3.0 million at December 31, 2018 and 2017, and recognized investment income of $70,000, $394,000, and $455,000 for the years ended December 31, 2018, 2017 and 2016, respectively. The Company’s Excess and Surplus Lines segment holds investments in limited partnerships of $26.2 million and $23.4 million at December 31, 2018 and 2017, respectively. Investment income of $496,000, $2.2 million, and $4.8 million were recognized on these investments for the years ended December 31, 2018, 2017, and 2016, respectively. At December 31, 2018, the Company’s Excess and Surplus Lines segment has outstanding commitments to invest another $625,000 in these limited partnerships.
(d)The Company's Corporate and Other segment holds $4.5 million of subordinated notes issued by a bank holding company for which the Company’s Non-Executive Chairman was previously the Lead Independent Director and an investor and for which one of the Company’s directors was an investor and is currently a lender (the "Bank Holding Company"). Interest on the notes, which mature in 2023, is fixed at 7.6% per annum. Interest income on the notes was $343,000 in each of the years ended December 31, 2018, 2017 and 2016.
The Company previously held common shares issued by the Bank Holding Company. Dividend income of $299,000 was recorded on the shares for the year ended December 31, 2016. Realized investment gains of $409,000 and $3.6 million were recognized on the sale of the common shares for the years ended December 31, 20172020, 2019 and 2016, respectively.2018.
At December 31, 20182020 and 2017,2019, the Company held an investment in a collateralized loan obligation (CLO) where one of the underlying loans was issued by the Bank Holding Company. The investment, with a carrying value of $4.2$520,000 and $3.2 million at December 31, 2018,2020 and 2019, is classified as an available-for-sale fixed maturity.
The Company maintains fixed maturity securities, short-term investments, accrued investment income, and cash and cash equivalents amounting to $471.4$463.4 million at December 31, 20182020 in trust accounts or on deposit as collateral for outstanding letters of credit issued as security to third-party reinsureds on reinsurance assumed by JRG Re.
At December 31, 20182020 and 2017,2019, cash and investments with a fair value of $25.5$46.9 million and $16.5$36.6 million, respectively, were on deposit with state insurance departments to satisfy regulatory requirements.
At December 31, 2018,2020, the Company held no investments in securitizations of alternative-A mortgages or sub-prime mortgages.
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries3.    Deferred Policy Acquisition Costs

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

3.Deferred Policy Acquisition Costs
An analysis of deferred policy acquisition costs is as follows:
Year Ended December 31,
202020192018
(in thousands)
Balance at beginning of period$62,006 $54,450 $72,365 
Policy acquisition costs deferred:
Commissions51,306 67,303 72,473 
Underwriting and other issue expenses25,219 24,146 20,715 
76,525 91,449 93,188 
Amortization of policy acquisition costs(75,578)(83,893)(111,103)
Net change947 7,556 (17,915)
Balance at end of period$62,953 $62,006 $54,450 
4.    Goodwill and Intangible Assets
Year Ended December 31,
2018 2017 2016
(in thousands)
Balance at beginning of period$72,365
 $64,789
 $60,754
Policy acquisition costs deferred:     
Commissions72,473
 107,387
 92,736
Underwriting and other issue expenses20,715
 16,190
 12,923
93,188
 123,577
 105,659
Amortization of policy acquisition costs(111,103) (116,001) (101,624)
Net change(17,915) 7,576
 4,035
Balance at end of period$54,450
 $72,365
 $64,789
4.
Goodwill and Intangible Assets
On December 11, 2007, the Company completed an acquisition of James River Group by acquiring 100% of the outstanding shares of James River Group common stock, referred to herein as the “Merger”. The transaction was accounted for under the purchase method of accounting, and goodwill and intangible assets were recognized by the Company as a result of the transaction.
All of the Company’s goodwill is an asset of the Excess and Surplus Lines segment. The Company’s annual testing performed in the fourth quarter of 2018, 20172020, 2019 and 20162018 indicated that no0 impairment of goodwill had occurred. The carrying amount of goodwill at December 31, 20182020 and 20172019 was $181.8 million. Accumulated goodwill impairment losses were $99.6 million at December 31, 20182020 and 2017.2019. The most recent goodwill impairment losses occurred in 2010.
Specifically identifiable intangible assets were acquired in the Merger. During the fourth quarters of 2018, 20172020, 2019 and 2016,2018, the indefinite-lived intangible assets for trademarks and insurance licenses and authorities were tested for impairment. Intangible assets for broker relationships that have specific lives and are subject to amortization were also reviewed for impairment. In the Specialty Admitted Insurance segment, Falls Lake General Insurance Company was merged into Falls Lake National in the fourth quarter of 2018. In connection with this merger, Falls Lake General Insurance Company surrendered its licenses to the various state insurance departments and reduced the carrying value of its intangible asset for "State Licenses" to $0. This caused a $200,000 impairment in 2018 in the Specialty Admitted Insurance segment. There were no0 impairments recognized in 20172020 or 2016.2019.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
The gross carrying amounts and accumulated amortization for each major specifically identifiable intangible asset class were as follows:
December 31,
20202019
Weighted-
Average
Life
(Years)
Gross
Carrying
Amount
Accumulated
Amortization
Gross
Carrying
Amount
Accumulated
Amortization
(in thousands)
TrademarksIndefinite$22,200 $— $22,200 $— 
Insurance licenses and authoritiesIndefinite8,964 — 8,964 — 
Identifiable intangibles not subject to amortization31,164 — 31,164 — 
Broker relationships24.611,611 6,373 11,611 5,835 
Identifiable intangible assets subject to amortization11,611 6,373 11,611 5,835 
$42,775 $6,373 $42,775 $5,835 
  December 31,
  2018 2017
 
Weighted-
Average
Life
(Years)
 Gross
Carrying
Amount
 Accumulated
Amortization
 Gross
Carrying
Amount
 Accumulated
Amortization
 (in thousands)
TrademarksIndefinite $22,200
 $
 $22,200
 $
Insurance licenses and authoritiesIndefinite 8,964
 
 9,164
 
Identifiable intangibles not subject to amortization 31,164
 
 31,364
 
Broker relationships24.6 11,611
 5,238
 11,611
 4,641
Identifiable intangible assets subject to amortization 11,611
 5,238
 11,611
 4,641
 $42,775
 $5,238
 $42,975
 $4,641
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016


Future estimated amortization of specifically identifiable intangible assets as of December 31, 20182020 is as follows (in thousands):
2019$597
2020538
2021363
2021$363 
2022363
2022363 
2023363
2023363 
20242024363 
20252025363 
Thereafter4,149
Thereafter3,423 
Total$6,373
Total$5,238 
The table below summarizes the changes in the net carrying values of intangible assets by segment for 2018:2020:
December 31, 2019December 31, 2020
Net Carrying
Value
AmortizationImpairment
Losses
Net Carrying
Value
(in thousands)
Excess and Surplus Lines
Trademarks$19,700 $$$19,700 
Insurance licenses and authorities4,900 4,900 
Broker relationships5,603 (366)5,237 
30,203 (366)29,837 
Specialty Admitted Insurance
Trademarks2,500 2,500 
Insurance licenses and authorities4,065 4,065 
Broker relationships172 (172)
6,737 (172)6,565 
Total identifiable intangible assets$36,940 $(538)$$36,402 
 December 31, 2017     December 31, 2018
Net Carrying
Value
 Amortization Impairment
Losses
 Net Carrying
Value
(in thousands)
Excess and Surplus Lines       
Trademarks$19,700
 $
 $
 $19,700
Insurance licenses and authorities4,900
 
 
 4,900
Broker relationships6,327
 (362) 
 5,965
30,927
 (362) 
 30,565
Specialty Admitted Insurance       
Trademarks2,500
 
 
 2,500
Insurance licenses and authorities4,265
 
 (200) 4,065
Broker relationships642
 (235) 
 407
7,407
 (235) (200) 6,972
Total identifiable intangible assets$38,334
 $(597) $(200) $37,537
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
The table below summarizes the changes in the net carrying values of intangible assets by segment for 2017:2019:
 December 31, 2016     December 31, 2017
Net Carrying
Value
 Amortization Impairment
Losses
 Net Carrying
Value
(in thousands)
Excess and Surplus Lines       
Trademarks$19,700
 $
 $
 $19,700
Insurance licenses and authorities4,900
 
 
 4,900
Broker relationships6,689
 (362) 
 6,327
31,289
 (362) 
 30,927
Specialty Admitted Insurance       
Trademarks2,500
 
 
 2,500
Insurance licenses and authorities4,265
 
 
 4,265
Broker relationships877
 (235) 
 642
7,642
 (235) 
 7,407
Total identifiable intangible assets$38,931
 $(597) $
 $38,334
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

December 31, 2018December 31, 2019
Net Carrying
Value
AmortizationImpairment
Losses
Net Carrying
Value
(in thousands)
Excess and Surplus Lines
Trademarks$19,700 $$$19,700 
Insurance licenses and authorities4,900 4,900 
Broker relationships5,965 (362)5,603 
30,565 (362)30,203 
Specialty Admitted Insurance
Trademarks2,500 2,500 
Insurance licenses and authorities4,065 4,065 
Broker relationships407 (235)172 
6,972 (235)6,737 
Total identifiable intangible assets$37,537 $(597)$$36,940 
Amortization of intangible assets was $362,000 for the Excess and Surplus Lines segment and $235,000 for the Specialty Admitted Insurance segment for the year ended December 31, 2016.2018.
5.
Property and Equipment, Net
5.    Property and Equipment, Net
Property and equipment, net of accumulated depreciation, is included in "other assets" on the consolidated balance sheets and consists of the following:
December 31,
20202019
(in thousands)
Electronic data processing hardware and software$3,238 $7,007 
Furniture and equipment2,025 2,180 
Property and equipment, cost basis5,263 9,187 
Accumulated depreciation(3,975)(7,419)
Property and equipment, net$1,288 $1,768 
6.    Leases
The Company has entered into operating leases for office space in Bermuda, North Carolina, Virginia, Arizona, and Georgia. Following the adoption of ASU 2016-02, Leases (Topic 842), effective January 1, 2019, the present value of future lease payments for the Company’s leases with terms greater than 12 months are included on the consolidated balance sheet as lease liabilities and right-of-use lease assets.
Total expected lease payments are based on the lease payments specified in the contract and the stated term, including any options to extend or terminate that the Company is reasonably certain to exercise. The Company has elected the practical expedient to account for lease components and any associated non-lease components as a single lease component, and therefore allocates all of the expected lease payments to the lease component.
The lease liability, which represents the Company’s obligation to make lease payments arising from the lease, is calculated based on the present value of expected lease payments over the remaining lease term, discounted using the Company’s collateralized incremental borrowing rate at the commencement date. The lease liability is then adjusted for any prepaid rent, lease incentives received or capitalized initial direct costs to determine the lease asset, which represents the Company's right to use the underlying asset for the lease term. Lease liabilities and right-of-use assets are included in other liabilities and other assets, respectively, on the Company's consolidated balance sheet.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
December 31,
2018 2017
(in thousands)
Building, leased for which the Company has been deemed the owner for accounting purposes (Note 21)$30,971
 $30,902
Electronic data processing hardware and software7,423
 6,156
Furniture and equipment2,662
 2,659
Property and equipment, cost basis41,056
 39,717
Accumulated depreciation(17,745) (14,716)
Property and equipment, net$23,311
 $25,001
Upon adoption of the new standard on January 1, 2019, the Company derecognized assets of $22.6 million and liabilities of $30.9 million associated with a lease that was designated as build-to-suit under the previous guidance, and recorded a cumulative-effect adjustment to increase retained earnings by $8.3 million. The Company also recorded right-of-use assets of $17.2 million and lease liabilities of $17.8 million at adoption of the new standard associated with the Company's operating leases.
At December 31, 2020 and 2019, lease liabilities and right-of-use assets associated with the Company's operating leases were $14.9 million and $14.0 million, and $18.2 million and $17.2 million, respectively. The weighted-average discount rate and weighted average remaining lease term for operating leases was 4.3% and 4.4 years, respectively, as of December 31, 2020.
6.
Reserve for Losses and Loss Adjustment Expenses
The table below summarizes maturities of the Company’s operating lease liabilities as of December 31, 2020, which reconciles to total lease liabilities included in other liabilities on the Company’s consolidated balance sheet:
Years ending December 31,(in thousands)
2021$3,993 
20223,800 
20233,619 
20242,422 
20252,349 
Thereafter197 
Total lease payments16,380 
Less imputed interest(1,464)
Total operating lease liabilities$14,916 
Operating lease liabilities include $10.3 million associated with office space in a building that is owned by a partnership in which the Company has a minority interest.
Operating lease costs were $5.0 million, $5.2 million, and $4.6 million for the years ended December 31, 2020, 2019, and 2018, respectively. Operating lease costs are primarily comprised of rental expense for operating leases. Rental expense is recognized on a straight line basis over the lease term and includes amortization of the right-of-use lease asset and imputed interest on the lease liability. Operating lease costs are included in other operating expenses in the Company's consolidated statements of income and comprehensive income.
7.    Reserve for Losses and Loss Adjustment Expenses
In establishing the reserve for losses and loss adjustment expenses, the Company’s internal actuaries estimate an initial expected ultimate loss ratio for each of our lines of business by accident year (or for our Casualty Reinsurance segment, on a contract by contract basis). Input from the Company’s underwriting and claims departments, including premium pricing assumptions and historical experience, are considered by the Company’s internal actuaries in estimating the initial expected loss ratios. The Company’s internal actuaries generally utilize five actuarial methods in their estimation process for the reserve for losses and loss adjustment expenses. These five methods utilize, to varying degrees, the initial expected loss ratio, detailed statistical analysis of past claims reporting and payment patterns, claims frequency and severity, paid loss experience, industry loss experience, and changes in market conditions, policy forms, exclusions, and exposures.
In applying these methods to develop an estimate of the reserve for losses and loss adjustment expenses, our internal actuaries use judgment to determine three key parameters for each accident year and line of business: the initial expected loss ratios, the incurred and paid loss development factors and the weighting of the five actuarial methods to be used for each accident year and line of business. For the Excess and Surplus Lines and Specialty Admitted Insurance segments, the internal actuaries perform a study on each of these parameters annually and make recommendations for the initial expected loss ratios, the incurred and paid loss development factors and the weighting of the five actuarial methods by accident year and line of business. Members of management’s Reserve Committee review and approve the parameter review actuarial recommendations, and these approved parameters are used in the reserve estimation process for the next four quarters at which time a new parameter study is performed. For the Casualty Reinsurance segment, periodic assessments are made on a contract by contract basis with the goal of keeping the initial expected loss ratios and the incurred and paid loss development factors as constant as possible until sufficient evidence presents itself to support adjustments. Method weights are generally less rigid for the Casualty
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
Reinsurance segment given the heterogeneous nature of the various contracts, and the potential for significant changes in mix of business within individual treaties.
Different reserving methods are appropriate in different situations, and the Company’s internal actuaries use their judgment and experience to determine the weighting of the methods to use for each accident year and each line of business and, for our Casualty Reinsurance segment, on a contract by contract basis. For example, the current accident year has very little incurred and paid loss development data on which to base reserve projections. As a result, the Company relies heavily on the initial expected loss ratio in estimating reserves for the current accident year. The Company generally sets the initial expected loss ratio for the current accident year consistent with the internal actuaries’ pricing assumptions. We believe that this is a reasonable and appropriate reserving assumption for the current accident year since our pricing assumptions are actuarially driven and since the Company expects to make an acceptable return on the new business written. If actual loss emergence is better than our initial expected loss ratio assumptions, we will experience favorable development and if it is worse than our initial expected loss ratio assumptions, we will experience adverse development. Conversely, sufficient incurred and paid loss
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

development data is available for the oldest accident years, so more weight is given to this development data and less weight is given to the initial expected loss ratio.
The following table provides a reconciliation of the beginning and ending reserve balances for losses and loss adjustment expenses, net of reinsurance, to the gross amounts reported in the condensed consolidated balance sheets:sheets. Reinsurance recoverables on unpaid losses and loss adjustment expenses are presented gross of a $335,000 allowance for credit losses on reinsurance balances at December 31, 2020.
Year Ended December 31,
202020192018
(in thousands)
Reserve for losses and loss adjustment expenses net of reinsurance recoverables at beginning of period$1,377,461 $1,194,088 $989,825 
Add: Incurred losses and loss adjustment expenses net of reinsurance:
Current year386,341 603,094 582,604 
Prior years92,204 69,008 17,672 
Total incurred losses and loss and adjustment expenses478,545 672,102 600,276 
Deduct: Loss and loss adjustment expense payments net of reinsurance:
Current year31,952 75,249 86,355 
Prior years437,993 413,480 309,658 
Total loss and loss adjustment expense payments469,945 488,729 396,013 
Reserve for losses and loss adjustment expenses net of reinsurance recoverables at end of period1,386,061 1,377,461 1,194,088 
Add: Reinsurance recoverables on unpaid losses and loss adjustment expenses at end of period806,019 668,045 467,371 
Reserve for losses and loss adjustment expenses gross of reinsurance recoverables on unpaid losses and loss adjustment expenses at end of period$2,192,080 $2,045,506 $1,661,459 
The foregoing reconciliation shows that $92.2 million of adverse development was experienced in 2020 on the reserve for losses and loss adjustment expenses held at December 31, 2019. This adverse reserve development included $59.4 million of adverse development in the Excess and Surplus Lines segment including $91.4 million of adverse development in the commercial auto line of business that was primarily related to the 2018 and prior accident years with Rasier LLC and its affiliates (collectively, “Rasier”). Rasier's business was new, complex, and rapidly changing, and the Company's underwriting assumptions and the related pricing of this risk did not keep pace with the insured's escalating loss trends. As a result of changes in the risk, unsatisfactory underwriting profits from the Rasier business, and a desire to refocus on the Company’s growing E&S core (non-commercial auto) lines of business where the Company has experienced many years of profitable underwriting results, on October 8, 2019, the Company delivered a notice of early cancellation to Rasier, effective December 31, 2019. The adverse development for commercial auto was partially offset by $32.0 million of favorable development in other Excess and Surplus Lines underwriting divisions that was primarily related to the 2018 and 2019 accident years. The Company also experienced $5.0 million of favorable development on prior accident years in the Specialty Admitted Insurance segment, as losses on our workers’ compensation business written prior to 2019 continued to develop more favorably than we had
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
Year Ended December 31,
2018 2017 2016
(in thousands)
Reserve for losses and loss adjustment expenses net of reinsurance recoverables at beginning of period$989,825
 $761,128
 $653,534
Add: Incurred losses and loss adjustment expenses net of reinsurance:
 
 
Current year582,604
 533,905
 349,137
Prior years17,672
 21,472
 (23,716)
Total incurred losses and loss and adjustment expenses600,276
 555,377
 325,421
Deduct: Loss and loss adjustment expense payments net of reinsurance:
 
 
Current year86,355
 103,205
 39,473
Prior years309,658
 223,475
 178,354
Total loss and loss adjustment expense payments396,013
 326,680
 217,827
Reserve for losses and loss adjustment expenses net of reinsurance recoverables at end of period1,194,088
 989,825
 761,128
Add: Reinsurance recoverables on unpaid losses and loss adjustment expenses at end of period467,371
 302,524
 182,737
Reserve for losses and loss adjustment expenses gross of reinsurance recoverables on unpaid losses and loss adjustment expenses at end of period$1,661,459
 $1,292,349
 $943,865
anticipated. The Casualty Reinsurance segment experienced $37.8 million of adverse development on prior accident years primarily in accident years 2014 through 2018. This adverse development was mainly in the general liability and commercial auto lines of business.
The foregoing reconciliation shows that $69.0 million of adverse development was experienced in 2019 on the reserve for losses and loss adjustment expenses held at December 31, 2018. This adverse reserve development included $51.2 million of adverse development in the Excess and Surplus Lines segment including $57.4 million of adverse development in the commercial auto line of business that was primarily related to the 2016 and 2017 accident years with Rasier. The adverse development for commercial auto was partially offset by $6.2 million of favorable development in other Excess and Surplus Lines underwriting divisions. The Company also experienced $5.3 million of favorable development on prior accident years in the Specialty Admitted Insurance segment, as losses on our workers’ compensation business written prior to 2018 continued to develop more favorably than we had anticipated. The Casualty Reinsurance segment experienced $23.1 million of adverse development on prior accident years primarily in accident years 2011 through 2016. This adverse development was mainly in the general liability and commercial auto lines of business.
The foregoing reconciliation shows that $17.7 million of adverse development was experienced in 2018 on the reserve for losses and loss adjustment expenses held at December 31, 2017. This adverse reserve development included $15.0 million of adverse development in the Excess and Surplus Lines segment, including $20.7 million of adverse development in the commercial auto line of business that was primarily related to the 2016 contract year with one insured.Rasier. The adverse development for commercial auto was partially offset by $5.7 million of favorable development in other Excess and Surplus Lines underwriting divisions primarily from favorable development in the Excess Property underwriting division related to the 2017 hurricanes. Favorable reserve development in the Specialty Admitted Insurance segment was $5.6 million and primarily came from accident years 2014 through 2016, as loss emergence on our workers’ compensation business written prior to 2016 continued to develop more favorably than we had anticipated. In addition, $8.2 million of adverse development occurred in the Casualty Reinsurance segment, with a majority of this adverse development coming from accident years at least four years old and treaties the Company has since non-renewed.
The foregoing reconciliation shows that $21.5 million of adverse development was experienced in 2017 on the reserve for losses and loss adjustment expenses held at December 31, 2016. This adverse reserve development included $20.0 million of adverse development in the Excess and Surplus Lines segment, including $38.7 million of adverse development in the commercial auto line of business that was primarily related to the 2016 contract year with one insured. The adverse development for commercial auto was partially offset by favorable development of $18.6 million in other Excess and Surplus Lines underwriting divisions primarily from the 2014 through 2016 accident years. This favorable development occurred because our actuarial studies at December 31, 2017 for the Excess and Surplus Lines segment indicated that our loss experience on our casualty business excluding commercial auto continued to be below our initial expected ultimate loss ratios. The Company also experienced $2.7 million of favorable development on prior accident years in the Specialty Admitted Insurance segment primarily from accident years 2010 through 2015, as losses on our workers’ compensation business written prior to 2016 continued to develop more favorably than we had anticipated. The Casualty Reinsurance segment experienced $4.2 million of adverse development on prior accident years primarily from two contracts from 2010 through 2013 that had higher than expected reported losses in 2017.
The foregoing reconciliation shows that a $23.7 million redundancy developed in 2016 on the reserve for losses and loss adjustment expenses held at December 31, 2015. This favorable reserve development included $24.1 million of favorable
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

development in the Excess and Surplus Lines segment primarily from the 2013, 2014 and 2015 accident years with favorable development of $4.5 million, $10.7 million and $10.0 million, respectively. This favorable development occurred because our actuarial studies at December 31, 2016 for the Excess and Surplus Lines segment indicated that our loss experience on our casualty business continued to be below our initial expected ultimate loss ratios. The Company also experienced $3.8 million of favorable development on prior accident years in the Specialty Admitted Insurance segment primarily from accident years 2010 through 2014, as losses on our workers’ compensation business written prior to 2015 continued to develop more favorably than we had anticipated. The Casualty Reinsurance segment experienced $4.2 million of adverse development on prior accident years primarily from two contracts from 2012 and 2013 that had higher than expected reported losses in 2016.
The following tables present incurred and paid losses and loss adjustment expenses, net of reinsurance as of December 31, 20182020 for: (1) the Excess and Surplus Lines segment split between all excess and surplus lines business excluding commercial auto, and separately, commercial auto, (2) the Specialty Admitted Insurance segment split between individual risk workers’ compensation and fronting and programs, and (3) the Casualty Reinsurance segment. The information provided herein about incurred and paid accident year claims development for the years ended December 31, 20172019 and prior is presented as unaudited supplementary information.
Excess and Surplus Lines — Excluding Commercial Auto
Incurred losses and loss adjustment expenses, net of reinsurance (in thousands)
Accident Year2011201220132014201520162017201820192020
2011$111,190 $119,927 $114,473 $106,564 $106,381 $106,130 $106,643 $106,536 $105,173 $104,280 
201297,908 98,672 97,829 96,497 97,306 99,619 101,271 103,061 106,118 
201396,729 96,064 85,433 81,009 82,830 83,855 82,732 82,517 
2014114,942 104,092 90,267 82,232 84,074 88,904 90,191 
2015126,443 113,417 104,847 102,434 103,688 110,466 
2016138,507 125,093 126,050 126,971 125,097 
2017144,349 131,897 132,136 124,265 
2018167,004 158,458 146,633 
2019214,653 194,759 
2020239,897 
Total$1,324,223 
Accident Year 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
2009 $114,834
 $110,783
 $106,480
 $98,502
 $86,691
 $81,764
 $83,431
 $83,846
 $85,470
 $85,807
2010   78,424
 80,569
 78,117
 73,035
 69,080
 69,964
 70,294
 70,913
 71,312
2011     111,190
 119,927
 114,473
 106,564
 106,381
 106,130
 106,643
 106,536
2012       97,908
 98,672
 97,829
 96,497
 97,306
 99,619
 101,271
2013         96,729
 96,064
 85,433
 81,009
 82,830
 83,855
2014           114,942
 104,092
 90,267
 82,232
 84,074
2015             126,443
 113,417
 104,847
 102,434
2016               138,507
 125,093
 126,050
2017                 144,349
 131,897
2018                   167,004
Total                   $1,060,240

F-27

TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
Cumulative paid losses and loss adjustment expenses, net of reinsurance (in thousands)
Accident Year 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
                     
2009 $29,860
 $41,687
 $51,731
 $61,548
 $67,293
 $71,245
 $76,091
 $79,014
 $81,496
 $82,560
2010   13,673
 26,418
 35,812
 45,641
 52,071
 57,371
 61,307
 64,214
 65,246
2011     27,684
 53,109
 72,732
 81,696
 90,884
 94,998
 98,684
 99,798
2012       6,944
 33,757
 49,604
 63,216
 74,869
 82,545
 88,812
2013         3,867
 14,509
 30,382
 44,421
 59,641
 66,553
2014           3,412
 16,969
 28,212
 43,891
 58,774
2015             4,048
 17,164
 34,801
 55,911
2016               5,180
 22,852
 46,045
2017                 5,290
 22,956
2018                   6,000
Total                   $592,655
All outstanding losses and loss adjustment expenses prior to 2009, net of reinsurance (33 claims outstanding)   $12,187
Total outstanding losses and loss adjustment expenses, net of reinsurance       $479,772
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

Accident Year2011201220132014201520162017201820192020
2011$27,684 $53,109 $72,732 $81,696 $90,884 $94,998 $98,684 $99,798 $101,728 $101,969 
20126,944 33,757 49,604 63,216 74,869 82,545 88,812 94,588 99,628 
20133,867 14,509 30,382 44,421 59,641 66,553 71,035 74,635 
20143,412 16,969 28,212 43,891 58,774 71,549 76,523 
20154,048 17,164 34,801 55,911 73,455 87,344 
20165,180 22,852 46,045 70,105 90,166 
20175,290 22,956 42,764 64,924 
20186,000 26,160 50,679 
20198,235 31,346 
20208,642 
Total$685,856 
All outstanding losses and loss adjustment expenses prior to 2011, net of reinsurance (46 claims outstanding)$7,946 
Total outstanding losses and loss adjustment expenses, net of reinsurance$646,313 
Excess and Surplus Lines — Commercial Auto
Incurred losses and adjustment expenses, net of reinsurance (in thousands)
Accident Year 2013 2014 2015 2016 2017 2018Accident Year20132014201520162017201820192020
2013 $1,255
 $1,300
 $1,451
 $1,351
 $1,301
 $1,277
2013$1,255 $1,300 $1,451 $1,351 $1,301 $1,277 $1,277 $1,277 
2014   20,487
 14,071
 17,233
 18,953
 19,779
201420,487 14,071 17,233 18,953 19,779 18,303 19,196 
2015     30,109
 33,113
 35,149
 36,139
201530,109 33,113 35,149 36,139 36,636 37,839 
2016       74,340
 109,286
 126,791
201674,340 109,286 126,791 147,122 157,712 
2017         207,355
 208,743
2017207,355 208,743 272,421 319,472 
2018           255,881
2018255,881 230,220 283,408 
20192019262,306 240,773 
2020202019,133 
Total           $648,610
Total$1,078,810 
Cumulative paid losses and loss adjustment expenses, net of reinsurance (in thousands)
Accident Year20132014201520162017201820192020
2013$60 $1,182 $1,285 $1,291 $1,275 $1,275 $1,275 $1,275 
20146,166 8,645 12,679 16,359 18,678 17,745 18,301 
20158,356 15,234 24,282 31,592 34,819 35,983 
201618,295 54,054 89,381 125,108 141,545 
201741,467 107,377 192,961 252,169 
201845,136 119,099 184,686 
201944,225 107,182 
2020628 
Total$741,769 
Total outstanding losses and loss adjustment expenses, net of reinsurance$337,041 
F-28

Accident Year 2013 2014 2015 2016 2017 2018
2013 $60
 $1,182
 $1,285
 $1,291
 $1,275
 $1,275
2014   6,166
 8,645
 12,679
 16,359
 18,678
2015     8,356
 15,234
 24,282
 31,592
2016       18,295
 54,054
 89,381
2017         41,467
 107,377
2018           45,136
Total           $293,439
Total outstanding losses and loss adjustment expenses, net of reinsurance   $355,171
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
Specialty Admitted — Individual Risk Workers’ Compensation
Incurred losses and loss adjustment expenses, net of reinsurance (in thousands)
Accident Year 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
2009 $28,691
 $28,526
 $27,535
 $28,116
 $27,795
 $26,171
 $26,169
 $26,232
 $26,194
 $25,660
2010   27,209
 28,736
 30,464
 30,373
 28,963
 28,938
 27,590
 27,098
 27,099
2011     37,834
 41,421
 40,154
 38,999
 38,311
 37,455
 36,594
 36,593
2012       32,116
 32,420
 31,490
 29,689
 28,255
 28,174
 28,186
2013         12,525
 13,668
 12,786
 11,578
 10,907
 10,909
2014           16,638
 16,652
 14,620
 13,890
 12,704
2015             20,938
 21,274
 19,741
 18,376
2016               21,678
 20,299
 18,050
2017                 24,869
 22,071
2018                   16,432
Total                   $216,080
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

Accident Year2011201220132014201520162017201820192020
2011$37,834 $41,421 $40,154 $38,999 $38,311 $37,455 $36,594 $36,593 $36,593 $35,252 
201232,116 32,420 31,490 29,689 28,255 28,174 28,186 28,186 27,741 
201312,525 13,668 12,786 11,578 10,907 10,909 10,909 10,598 
201416,638 16,652 14,620 13,890 12,704 12,704 12,573 
201520,938 21,274 19,741 18,376 17,626 16,492 
201621,678 20,299 18,050 15,800 14,050 
201724,869 22,071 19,779 18,810 
201816,432 16,288 16,038 
201920,253 21,056 
202020,137 
Total$192,747 
Cumulative paid losses and loss adjustment expenses, net of reinsurance (in thousands)
Accident Year 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018Accident Year2011201220132014201520162017201820192020
2009 $7,277
 $16,945
 $21,095
 $22,646
 $24,231
 $24,192
 $24,350
 $24,418
 $25,660
 $25,660
2010   7,157
 16,245
 21,805
 23,898
 25,210
 25,477
 26,345
 26,352
 26,358
2011     10,123
 23,127
 29,021
 33,204
 34,240
 34,287
 34,334
 34,614
2011$10,123 $23,127 $29,021 $33,204 $34,240 $34,287 $34,334 $34,614 $34,638 $34,665 
2012       9,222
 20,308
 24,755
 26,435
 26,897
 26,932
 26,963
20129,222 20,308 24,755 26,435 26,897 26,932 26,963 26,994 27,128 
2013         4,487
 8,723
 9,846
 10,246
 10,263
 10,309
20134,487 8,723 9,846 10,246 10,263 10,309 10,337 10,335 
2014           4,633
 10,648
 12,041
 12,236
 12,282
20144,633 10,648 12,041 12,236 12,282 12,282 12,276 
2015             6,604
 13,285
 15,118
 15,889
20156,604 13,285 15,118 15,889 15,901 16,068 
2016               4,664
 10,227
 12,135
20164,664 10,227 12,135 12,432 12,481 
2017                 6,546
 12,782
20176,546 12,782 14,285 15,195 
2018                   4,497
20184,497 9,034 11,412 
201920195,473 13,776 
202020207,394 
Total                   $181,489
Total$160,730 
All outstanding losses and loss adjustment expenses prior to 2009, net of reinsurance (4 claims outstanding)   $1,056
All outstanding losses and loss adjustment expenses prior to 2011, net of reinsurance (4 claims outstanding)All outstanding losses and loss adjustment expenses prior to 2011, net of reinsurance (4 claims outstanding)$1,237 
Outstanding losses and loss adjustment expenses assumed from involuntary workers’ compensation poolsOutstanding losses and loss adjustment expenses assumed from involuntary workers’ compensation pools   $4,966
Outstanding losses and loss adjustment expenses assumed from involuntary workers’ compensation pools$4,358 
Total outstanding losses and loss adjustment expenses, net of reinsuranceTotal outstanding losses and loss adjustment expenses, net of reinsurance       $40,613
Total outstanding losses and loss adjustment expenses, net of reinsurance$37,612 
Specialty Admitted — Fronting and Programs
Incurred losses and loss adjustment expenses, net of reinsurance (in thousands)
Accident Year20132014201520162017201820192020
2013$104 $80 $52 $52 $52 $52 $52 $52 
20143,460 3,468 3,818 3,425 3,228 3,083 3,081 
20157,136 9,632 9,358 8,974 8,384 8,444 
201611,542 15,670 14,682 15,522 14,468 
201721,229 24,271 25,201 24,728 
201821,758 20,677 19,822 
201918,832 19,020 
202025,433 
Total$115,048 
F-29

Accident Year 2013 2014 2015 2016 2017 2018
2013 $104
 $80
 $52
 $52
 $52
 $52
2014   3,460
 3,468
 3,818
 3,425
 3,228
2015     7,136
 9,632
 9,358
 8,974
2016       11,542
 15,670
 14,682
2017         21,229
 24,271
2018           21,758
Total           $72,965
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
Cumulative paid losses and loss adjustment expenses, net of reinsurance (in thousands)
Accident Year 2013 2014 2015 2016 2017 2018
2013 $28
 $52
 $52
 $52
 $52
 $52
2014   883
 1,687
 2,369
 2,728
 2,854
2015     2,058
 4,666
 6,165
 6,919
2016       1,894
 5,123
 6,888
2017         1,223
 6,682
2018           $885
Total           $24,280
Total outstanding losses and loss adjustment expenses, net of reinsurance     $48,685
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

Accident Year20132014201520162017201820192020
2013$28 $52 $52 $52 $52 $52 $52 $52 
2014883 1,687 2,369 2,728 2,854 2,916 2,917 
20152,058 4,666 6,165 6,919 7,329 7,654 
20161,894 5,123 6,888 10,732 10,896 
20171,223 6,682 13,065 15,854 
2018885 4,972 10,495 
20194,358 5,125 
20205,375 
Total$58,368 
All outstanding losses and loss adjustment expenses, net of reinsurance$56,680 
Outstanding losses and loss adjustment expenses, assumed from involuntary pools$601 
Total outstanding losses and loss adjustment expenses, net of reinsurance$57,281 
Casualty Reinsurance
Incurred losses and loss adjustment expenses, net of reinsurance (in thousands)
Accident Year 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018Accident Year2011201220132014201520162017201820192020
2009 $34,587
 $28,244
 $24,125
 $26,458
 $27,078
 $27,116
 $26,989
 $26,931
 $26,980
 $27,168
2010   64,413
 60,476
 61,068
 62,714
 61,344
 60,949
 60,978
 61,619
 62,605
2011     114,908
 103,123
 97,366
 97,812
 98,993
 99,282
 101,276
 103,196
2011$114,908 $103,123 $97,366 $97,812 $98,993 $99,282 $101,276 $103,196 $105,333 $106,226 
2012       148,251
 132,388
 131,281
 135,594
 136,813
 139,978
 143,305
2012148,251 132,388 131,281 135,594 136,813 139,978 143,305 146,045 147,413 
2013         133,230
 130,361
 131,352
 134,446
 137,801
 143,124
2013133,230 130,361 131,352 134,446 137,801 143,124 146,760 149,682 
2014           118,881
 115,927
 114,636
 116,981
 121,200
2014118,881 115,927 114,636 116,981 121,200 126,160 130,822 
2015             119,157
 108,870
 108,699
 109,117
2015119,157 108,870 108,699 109,117 114,517 120,185 
2016               112,759
 105,533
 103,544
2016112,759 105,533 103,544 108,222 114,979 
2017                 134,628
 128,472
2017134,628 128,472 129,800 138,831 
2018                   121,529
2018121,529 119,098 125,715 
2019201986,022 85,549 
2020202080,374 
Total                   $1,063,260
Total$1,199,776 
Cumulative paid losses and loss adjustment expenses, net of reinsurance (in thousands)
Accident Year2011201220132014201520162017201820192020
2011$48,688 $61,922 $68,616 $78,164 $87,267 $90,287 $94,627 $97,715 $99,511 $101,209 
201273,124 81,859 97,215 113,943 121,026 128,567 133,606 137,430 139,719 
201359,756 75,094 93,902 108,396 119,256 127,732 134,644 139,250 
201441,421 58,601 76,302 89,899 101,366 110,374 117,971 
201540,021 53,986 68,002 80,208 90,661 100,548 
201636,268 50,905 65,409 78,145 90,356 
201747,739 72,891 90,117 106,942 
201830,903 50,274 69,123 
201912,646 25,453 
20205,589 
Total$896,160 
All outstanding losses and loss adjustment expenses prior to 2011, net of reinsurance$4,198 
Total outstanding losses and loss adjustment expenses, net of reinsurance$307,814 
F-30

Accident Year 2009 2010 2011 2012 2013 2014 2015 2016 2017 2018
2009 $6,487
 $9,926
 $12,956
 $16,466
 $19,672
 $21,646
 $23,024
 $23,796
 $24,649
 $25,209
2010   21,918
 31,500
 38,430
 44,921
 49,263
 52,761
 54,659
 57,013
 58,707
2011     48,688
 61,922
 68,616
 78,164
 87,267
 90,287
 94,627
 97,715
2012       73,124
 81,859
 97,215
 113,943
 121,026
 128,567
 133,606
2013         59,756
 75,094
 93,902
 108,396
 119,256
 127,732
2014           41,421
 58,601
 76,302
 89,899
 101,366
2015             40,021
 53,986
 68,002
 80,208
2016               36,268
 50,905
 65,409
2017                 47,739
 72,891
2018                   30,903
Total                   $793,746
All outstanding losses and loss adjustment expenses prior to 2009, net of reinsurance       $333
Total outstanding losses and loss adjustment expenses, net of reinsurance       $269,847
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
The reconciliation of the net incurred and paid claims development tables to the reserve for losses and loss adjustment expenses in the consolidated balance sheet at December 31, 20182020 is as follows (in thousands):
E&S – excluding commercial auto$479,772
E&S – commercial auto355,171
Specialty Admitted – individual risk workers’ compensation40,613
Specialty Admitted – fronting and programs48,685
Casualty Reinsurance269,847
Net reserve for losses and loss adjustment expenses1,194,088
Reinsurance recoverables on unpaid losses467,371
Gross reserve for losses and loss adjustment expenses$1,661,459
E&S – excluding commercial auto$646,313 
E&S – commercial auto337,041 
Specialty Admitted – individual risk workers’ compensation37,612 
Specialty Admitted – fronting and programs57,281 
Casualty Reinsurance307,814 
Net reserve for losses and loss adjustment expenses1,386,061 
Reinsurance recoverables on unpaid losses (gross of $335,000 allowance for credit losses on reinsurance recoverables)806,019 
Gross reserve for losses and loss adjustment expenses$2,192,080 
The following is unaudited supplementary information about average annual percentage payouts of incurred claims by age, net of reinsurance, for the Excess and Surplus Lines segment and the Specialty Admitted Insurance segments as of December 31, 2018. The Specialty Admitted Insurance segment’s first full year of writing fronting and programs business was 2014, so the average annual percentage payouts for fronting and programs only shows five years of payout information.2020.
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

Year 1Year 2Year 3Year 4Year 5Year 6Year 7Year 8Year 9Year 10
Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Year 8 Year 9 Year 10
E&S – excluding commercial auto10.0% 16.0% 17.4% 18.0% 14.5% 7.9% 5.6% 3.4% 1.1% 2.3%E&S – excluding commercial auto9.0 %15.4 %17.2 %18.3 %15.0 %7.9 %5.4 %4.0 %2.2 %1.8 %
E&S – commercial auto21.0% 38.9% 15.6% 14.3% 6.5% 3.7%        E&S – commercial auto18.2 %38.3 %16.4 %13.7 %7.7 %3.0 %0.3 %2.3 %
Specialty Admitted – individual risk workers’ compensation28.7% 33.8% 13.8% 6.2% 3.3% 1.3% 1.0% 0.2% 0.5% 0.0%Specialty Admitted – individual risk workers’ compensation27.1 %31.6 %15.3 %9.0 %6.3 %3.4 %2.2 %1.2 %1.2 %0.8 %
Specialty Admitted – fronting and programs7.7% 16.7% 7.2% 1.5% 0.2%          Specialty Admitted – fronting and programs17.4 %20.5 %25.4 %14.7 %9.8 %7.3 %2.2 %2.6 %
Casualty Reinsurance27.5% 17.7% 12.5% 8.7% 6.1% 4.5% 3.4% 2.7% 2.2% 1.9%Casualty Reinsurance22.1 %15.9 %11.6 %8.5 %6.6 %5.2 %4.1 %3.5 %3.4 %2.9 %
In determining the cumulative number of reported claims, the Company measures claim counts by individual claimant for individual risk workers’ compensation policies in the Specialty Admitted Insurance segment. In the Excess and Surplus Lines insurance segment and for fronting and programs in the Specialty Admitted Insurance segment, the Company measures claim counts by claim event. The claim counts include all claims reported, even if the Company does not establish a liability for the claim (i.e. reserve for loss and loss adjustment expenses).
The Casualty Reinsurance segment typically assumes written premium under quota share arrangements. The Company typically does not have direct access to claim frequency information underlying its assumed quota share arrangements given the nature of that business. In addition, multiple claims are often aggregated by the ceding company before being reported to the Company. We do not use claim frequency information in the Casualty Reinsurance segment in the determination of loss reserves or for other internal purposes. Based on these considerations, the Company does not believe providing claims frequency information is practicable as it relates to the Casualty Reinsurance segment.
The table below provides information on IBNR liabilities and claims frequency for: (1) the Excess and Surplus Lines segment split between commercial auto and all non commercial auto, and (2) the Specialty Admitted Insurance segment split between individual risk workers’ compensation and fronting and programs:
Excess and Surplus Lines — Excluding Commercial Auto
F-31
Accident Year Incurred Losses
and Loss Adj
Expenses
 IBNR Cumulative # of
Reported Claims
 ($ in thousands)
2009 $85,807
 $2,188
 1,698
2010 71,312
 2,890
 1,380
2011 106,536
 3,919
 1,465
2012 101,271
 4,339
 1,765
2013 83,855
 10,248
 2,298
2014 84,074
 12,440
 2,106
2015 102,434
 21,215
 2,434
2016 126,050
 44,649
 2,754
2017 131,897
 79,836
 2,630
2018 167,004
 135,018
 3,242

TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

Excess and Surplus Lines — Excluding Commercial Auto
Accident YearIncurred Losses
and Loss Adj
Expenses
IBNRCumulative # of
Reported Claims
($ in thousands)
2011$104,280 $2,038 1,488 
2012106,118 1,586 1,850 
201382,517 3,488 2,480 
201490,191 6,804 2,198 
2015110,466 5,409 2,587 
2016125,097 15,213 3,023 
2017124,265 29,548 3,085 
2018146,633 52,940 4,267 
2019194,759 123,212 4,950 
2020239,897 206,389 3,115 
Excess and Surplus Lines — Commercial Auto
Accident Year 
Incurred Losses
and Loss Adj
Expenses
 IBNR 
Cumulative # of
Reported Claims
Accident YearIncurred Losses
and Loss Adj
Expenses
IBNRCumulative # of
Reported Claims
 ($ in thousands)
($ in thousands)
2013 $1,277
 $1
 54
2013$1,277 $54 
2014 19,779
 653
 7,761
201419,196 249 7,764 
2015 36,139
 1,761
 41,723
201537,839 639 41,766 
2016 126,791
 9,206
 88,746
2016157,712 3,555 89,084 
2017 208,743
 23,777
 132,191
2017319,472 4,303 134,055 
2018 255,881
 155,760
 91,798
2018283,408 9,947 97,076 
20192019240,773 40,372 70,707 
2020202019,133 16,942 498 
Specialty Admitted - Individual Risk Workers’ Compensation
Accident YearIncurred Losses
and Loss Adj
Expenses
IBNRCumulative # of
Reported Claims
($ in thousands)
2011$35,252 $532 $1,814 
201227,741 602 1,323 
201310,598 262 540 
201412,573 298 850 
201516,492 423 975 
201614,050 1,527 836 
201718,810 3,436 1,093 
201816,038 4,020 1,238 
201921,056 2,989 1,548 
202020,137 2,842 1,305 
Accident Year Incurred Losses
and Loss Adj
Expenses
 IBNR Cumulative # of
Reported Claims
 ($ in thousands)
2009 $25,660
 $
 $1,490
2010 27,099
 699
 1,604
2011 36,593
 1,786
 1,814
2012 28,186
 1,020
 1,323
2013 10,909
 510
 540
2014 12,704
 422
 850
2015 18,376
 2,177
 975
2016 18,050
 5,010
 833
2017 22,071
 6,434
 1,087
2018 16,432
 5,422
 1,170
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TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

Specialty Admitted — Fronting and Programs
Accident YearIncurred Losses
and Loss Adj
Expenses
IBNRCumulative # of
Reported Claims
($ in thousands)
2013$52 $22 
20143,081 150 858 
20158,444 452 1,363 
201614,468 1,900 2,815 
201724,728 5,244 6,765 
201819,822 4,998 7,318 
201919,020 9,119 7,941 
202025,433 14,743 6,956 
Accident Year Incurred Losses
and Loss Adj
Expenses
 IBNR Cumulative # of
Reported Claims
 ($ in thousands)
2013 $52
 $
 22
2014 3,228
 238
 856
2015 8,974
 1,076
 1,355
2016 14,682
 3,203
 2,792
2017 24,271
 10,083
 6,572
2018 21,758
 16,058
 5,874
The table below provides information on IBNR liabilities for the Casualty Reinsurance segment:
Accident Year Incurred Losses
and Loss Adj
Expenses
 IBNRAccident YearIncurred Losses
and Loss Adj
Expenses
IBNR
 ($ in thousands)
2009 $27,168
 $431
2010 62,605
 937
($ in thousands)
2011 103,196
 1,427
2011$106,226 $819 
2012 143,305
 2,397
2012147,413 1,566 
2013 143,124
 3,330
2013149,682 2,427 
2014 121,200
 5,450
2014130,822 3,200 
2015 109,117
 14,595
2015120,185 5,147 
2016 103,544
 26,675
2016114,979 9,091 
2017 128,472
 52,785
2017138,831 17,173 
2018 121,529
 55,052
2018125,715 31,058 
2019201985,549 49,717 
2020202080,374 61,595 
The Company has not provided insurance coverage that could reasonably be expected to produce material levels of asbestos claims activity. In addition, management does not believe that the Company is exposed to environmental liability claims other than those which it has specifically underwritten and priced as an environmental exposure.
7.Reinsurance
8.    Reinsurance
The Company remains liable to policyholders if its reinsurers are unable to meet their contractual obligations under applicable reinsurance agreements. To minimize exposure to significant losses from reinsurance insolvencies, the Company evaluates the financial condition of its reinsurers and monitors concentrations of credit risk. The Company’s reinsurance contracts generally require reinsurers that are not authorized as reinsurers under U.S. state insurance regulations or that experience rating downgrades from rating agencies below specified levels to fund their share of the Company’s ceded outstanding losses and loss adjustment expense reserves, typically through the use of irrevocable and unconditional letters of credit. In fronting arrangements, which the Company conducts through its Specialty Admitted Insurance segment, the Company is subject to credit risk with regard to insurance companies who act as reinsurers for the Company in such arrangements. The Company customarily requires a collateral trust arrangement to secure the obligations of the insurance entity for whom it is fronting.
At December 31, 2018,2020, the Company had reinsurance recoverables on unpaid losses of $467.4$805.7 million and reinsurance recoverables on paid losses of $18.3$46.1 million. All material reinsurance recoverables are from companies with A.M. Best Company ratings of “A-” (Excellent) or better, or are collateralized with letters of credit or by a trust agreement.
At December 31, 2018,2020, reinsurance recoverables on unpaid losses from the Company’s three largest reinsurers were $151.6$250.9 million, $47.9$83.1 million, and $44.1$51.4 million, representing 52.1%47.8% of the total balance.
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James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

At December 31, 2018,2020, prepaid reinsurance premiums ceded to three reinsurers totaled $30.8$72.0 million, $13.4$36.2 million, and $9.6$20.2 million, representing 47.8%52.7% of the total balance.
Premiums written, premiums earned, and losses and loss adjustment expenses incurred are summarized as follows:
Year Ended December 31,
202020192018
(in thousands)
Written premiums:
Direct$1,103,994 $1,305,948 $1,027,222 
Assumed153,006 164,787 139,551 
Ceded(609,226)(574,585)(404,101)
Net$647,774 $896,150 $762,672 
Earned premiums:
Direct$1,005,138 $1,182,501 $990,221 
Assumed145,867 150,330 208,192 
Ceded(544,199)(509,085)(383,015)
Net$606,806 $823,746 $815,398 
Losses and loss adjustment expenses:
Direct$709,545 $953,548 $769,490 
Assumed125,096 113,843 131,346 
Ceded(356,096)(395,289)(300,560)
Net$478,545 $672,102 $600,276 
9.    Senior Debt
Year Ended December 31,
2018 2017 2016
(in thousands)
Written premiums:
 
 
Direct$1,027,222
 $843,719
 $549,700
Assumed139,551
 238,186
 187,698
Ceded(404,101) (315,279) (179,690)
Net$762,672
 $766,626
 $557,708
Earned premiums:
 
 
Direct$990,221
 $842,182
 $483,166
Assumed208,192
 173,472
 164,771
Ceded(383,015) (274,545) (132,274)
Net$815,398
 $741,109
 $515,663
Losses and loss adjustment expenses:
 
 
Direct$769,490
 $626,318
 $314,920
Assumed131,346
 142,818
 108,029
Ceded(300,560) (213,759) (97,528)
Net$600,276
 $555,377
 $325,421
8.
Senior Debt
The Company has a $215.0$315.0 million senior revolving credit facility (as amended or amended and restated, the "2013 Facility”). The 2013 Facility is comprised of the following at December 31, 2018:2020:
•    A $102.5 million secured revolving facility utilized by JRG Re to issue letters of credit for the benefit of third-party reinsureds. This portion of our credit facility is secured by our investment securities. At December 31, 2018,2020, the Company had $75.5$92.0 million of letters of credit issued under the secured facility.
•    A $112.5$212.5 million unsecured revolving facility to meet the working capital needs of the Company. All unpaid principal on the revolver is due at maturity. Interest accrues quarterly and is payable in arrears at LIBOR plus a margin which is currently 1.5%at December 31, 2020 was 1.500%, which is subject to change according to terms in the credit agreement. At December 31, 20182020 and 2017,2019, the Company had a drawn balance of $73.3$185.8 million and $133.3 million, respectively, outstanding on the unsecured revolver.
The $52.5 million of additional borrowings in 2020 were used to support our growth and for general corporate purposes.
James River Group Holdings, Ltd. and JRG Re are borrowers on the 2013 Facility. The 2013 Facility has been amended from time to time since its inception in 2013. On December 7, 2016,November 8, 2019, the Company entered into ana Second Amended and Restated Credit Agreement for the 2013 Facility which, among other things, extended the maturity date of the 2013 Facility until December 7, 2021 and modified other terms including reducing the rate of interest and reducing the number of financial covenants. On JuneNovember 8, 2017, the Company entered into a First Amendment to the 2013 Facility, which among other things, modified the financial covenants and2024, increased the amount available under the unsecured revolving credit facility to $212.5 million, lowered the applicable interest rate and letter of additional debt which the Company may incur under new financings, subjectcredit fees, and modified certain negative covenants to compliance with certain conditions.be less restrictive.
A subsidiary of the Bank Holding Company is one of the lenders for the 2013 Facility, with a $25.0$36.0 million commitment allocation on the total $215.0$315.0 million 2013 Facility.
The 2013 Facility contains certain financial and other covenants (including risk-based capital, minimum shareholders’ equity levels,net worth, maximum ratiosratio of total adjusted debt outstanding to total capitalization, and minimum fixed charge coverage ratios)financial strength ratings) with which the Company was in compliance, at December 31, 2018.
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

2020.
On August 2, 2017, the Company and its wholly-owned subsidiary, JRG Re, together as borrowers, entered into a credit agreement (the "2017 Facility") that provides the Company with a revolving line of credit of up to $100.0 million, which may be used for loans and letters of credit made or issued, at the borrowers' option, on a secured or ​unsecuredunsecured basis. The loans and
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TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
letters of credit made or issued under the revolving line of credit may be used to finance the Borrowers’ general corporate purposes. On November 8, 2019, the Company entered into a First Amendment to Credit Agreement which, among other things, lowered the applicable interest rate and modified certain negative covenants to be less restrictive. Obligations under the 2017 Facility will carry a variable rate of interest subject to terms in the credit agreement and will mature 30 days after notice of termination from the lender. Interest accrues quarterly and is payable in arrears at variable rates which are subject to change according to terms in the credit agreement. At December 31, 2018,2020, unsecured loans of $30.0$61.5 million and secured letters of credit totaling $7.6$17.5 million were outstanding under the facility. During 2020, we borrowed an additional $51.5 million in unsecured loans to support our growth and for general corporate purposes.
In order to secure borrowings and letters of credit made or issued under the secured portion of the revolving line of credit, JRG Re entered into a pledge and security agreement on August 2, 2017 with the lender, pursuant to which JRG Re will pledge certain investment securities. In the event the Company elects to pledge investment securities as collateral for the secured portion of the revolving credit facility, the Company will enter into a similar pledge and security agreement.
The lender under the credit agreement and its affiliate is a joint bookrunner and joint lead arranger under the Company’s Second Amended and Restated Credit Agreement dated as of December 7, 2016,November 8, 2019, as amended, and its affiliate was also an underwriter in the December 2014 initial public offering of the Company’s common shares.
The 2017 Facility contains certain financial and other covenants which we are in compliance with at December 31, 2018.2020.
On May 26, 2004, James River Group issued $15.0 million of unsecured, floating rate senior debentures (the “Senior Debt”), due April 29, 2034 unless accelerated earlier, through an indenture. The Senior Debt is not redeemable by the holder and is not subject to sinking fund requirements. Interest accrues quarterly and is payable in arrears at a per annum rate of the three-month LIBOR on the Determination Date (as defined in the indenture) plus 3.85%. The Senior Debt is redeemable prior to its stated maturity in whole or in part, at the option of James River Group.
The terms of the indenture generally provide that so long as the Senior Debt is outstanding, neither James River Group nor any of its subsidiaries may:
•    assume or permit to exist any indebtedness that is secured by any encumbrance on the capital stock of James River Group or any of its subsidiaries which is senior to the Senior Debt; or
•    issue, sell, transfer or otherwise dispose of any shares of, securities convertible into, or warrants, rights or options to subscribe for or purchase shares of, capital stock of any subsidiary.
The terms of the Senior Debt contain certain covenants, with which we are in compliance at December 31, 2018,2020, and which, among other things, restrict our ability to assume senior indebtedness secured by our U.S. holding company's common stock or its subsidiaries' capital stock or to issue shares of its subsidiaries' capital stock.
Interest payable is included in “accrued expenses” in the accompanying consolidated balance sheets.
9.
Junior Subordinated Debt
10.    Junior Subordinated Debt
The Company issued trust preferred securities (“Trust Preferred Securities”) through James River Capital Trust I, James River Capital Trust II, James River Capital Trust III, James River Capital Trust IV, and Franklin Holdings II (Bermuda) Capital Trust I, (each, a “Trust”; collectively, the “Trusts”). These Delaware statutory trusts are sponsored and wholly-owned by the Company. Each Trust was created solely for the purpose of issuing the Trust Preferred Securities.
Each Trust used proceeds from the sale of its Trust Preferred Securities to purchase the Company’s floating rate junior subordinated debentures (the “Junior Subordinated Debt”) issued to the Trust under an indenture (each, an “Indenture”; collectively, the “Indentures”). The Junior Subordinated Debt is the sole asset of each Trust, and the Trust Preferred Securities are the sole liabilities of each Trust. The Company purchased all of the outstanding common stock of the Trusts, and the investment in the Trusts is included in “other assets” in the accompanying consolidated balance sheets.
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TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

The following table summarizes the nature and terms of the Junior Subordinated Debt and Trust Preferred Securities:
James River
Capital
Trust I
James River
Capital
Trust II
James River
Capital
Trust III
James River
Capital
Trust IV
Franklin
Holdings II
(Bermuda)
Capital
Trust I
James River
Capital
Trust I
 James River
Capital
Trust II
 
James River
Capital
Trust III
 James River
Capital
Trust IV
 Franklin
Holdings II
(Bermuda)
Capital
Trust I
($ in thousands)
($ in thousands)
Issue dateMay 26,
2004
 December 15,
2004
 June 15,
2006
 December 11,
2007
 January 10,
2008
Issue dateMay 26,
2004
December 15,
2004
June 15,
2006
December 11,
2007
January 10,
2008
Principal amount of Trust Preferred Securities$7,000 $15,000 $20,000 $54,000 $30,000Principal amount of Trust Preferred Securities$7,000$15,000$20,000$54,000$30,000
Principal amount of Junior Subordinated Debt$7,217 $15,464 $20,619 $55,670 $30,928Principal amount of Junior Subordinated Debt$7,217$15,464$20,619$55,670$30,928
Carrying amount of Junior Subordinated Debt net of repurchases$7,217 $15,464 $20,619 $44,827 $15,928Carrying amount of Junior Subordinated Debt net of repurchases$7,217$15,464$20,619$44,827$15,928
Maturity date of Junior Subordinated Debt, unless accelerated earlierMay 24,
2034
 December 15,
2034
 June 15,
2036
 December 15,
2037
 March 15,
2038
Maturity date of Junior Subordinated Debt, unless accelerated earlierMay 24,
2034
December 15,
2034
June 15,
2036
December 15,
2037
March 15,
2038
Trust common stock$217 $464 $619 $1,670 $928Trust common stock$217$464$619$1,670$928
Interest rate, per annumThree-Month LIBOR plus 4.0% Three-Month LIBOR plus 3.4% Three-Month LIBOR plus 3.0% Three-Month LIBOR plus 3.1% Three-Month LIBOR plus 4.0%Interest rate, per annumThree-Month LIBOR plus 4.0%Three-Month LIBOR plus 3.4%Three-Month LIBOR plus 3.0%Three-Month LIBOR plus 3.1%Three-Month LIBOR plus 4.0%
All of the Junior Subordinated Debt is currently redeemable at 100.0% of the unpaid principal amount at the Company’s option. Interest on the Trust Preferred Securities and interest paid to the Trusts on the Junior Subordinated Debt is payable quarterly in arrears at a per annum rate as described in the table above. The Company has the right to defer interest payments on the Junior Subordinated Debt for up to five years without triggering an event of default.
The Trust Preferred Securities are subject to mandatory redemption in a like amount (a) upon repayment of all of the Junior Subordinated Debt on the stated maturity date, (b) contemporaneously with the optional prepayment of all of the Junior Subordinated Debt in conjunction with a special event (as defined), and (c) five years or more after the issue date, contemporaneously with the optional prepayment, in whole or in part, of the Junior Subordinated Debt. The Indentures contain certain covenants which the Company is in compliance with as of December 31, 2018.2020.
Interest payable is included in “accrued expenses” on the accompanying consolidated balance sheets.
10.
Capital Stock
11.    Capital Stock
The Company’s authorized share capital consists of 200,000,000 common shares, par value $0.0002 per share (29,988,460(30,649,261 shares issued and outstanding at December 31, 2018)2020) and 20,000,000 undesignated preferred shares, par value $0.00125 per share (no(0 shares issued or outstanding).
Share activity in 20172019 and 20182020 includes issuances from stock option exercises and RSU vesting, increasing the number of common shares outstanding from 29,257,566 at December 31, 2016 to 29,696,682 at December 31, 2017 and 29,988,460 at December 31, 2018.2018 to 30,424,391 at December 31, 2019 and 30,649,261 at December 31, 2020.
The Company has 4,321,4634,321,150 common shares reserved for future issuance upon exercise or vesting of equity awards, as applicable.
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TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

The Board of Directors declared the following cash dividends in 2018, 2017,2020, 2019, and 2016:2018:
Date of
Declaration
 
Dividend per
Common Share
 
Payable to Shareholders
of Record on
 Payment Date Total Amount
2018        
February 22, 2018 $0.30 March 12, 2018 March 30, 2018 $9,049,476
May 1, 2018 $0.30 June 11, 2018 June 29, 2018 $9,066,023
August 1, 2018 $0.30 September 10, 2018 September 28, 2018 $9,080,519
November 7, 2018 $0.30 December 14, 2018 December 28, 2018 $9,088,542
Total $1.20     $36,284,560
2017     
February 14, 2017 $0.30 March 13, 2017 March 31, 2017 $8,878,147
May 2, 2017 $0.30 June 12, 2017 June 30, 2017 $8,917,471
August 1, 2017 $0.30 September 11, 2017 September 29, 2017 $8,943,279
November 1, 2017 $0.30 December 15, 2017 December 28, 2017 $8,974,196
November 1, 2017 $0.50 December 15, 2017 December 28, 2017 $14,956,994
Total $1.70     $50,670,087
2016        
February 16, 2016 $0.20 March 14, 2016 March 28, 2016 $5,848,561
May 3, 2016 $0.20 June 13, 2016 June 30, 2016 $5,873,582
August 3, 2016 $0.20 September 12, 2016 September 30, 2016 $5,882,342
November 1, 2016 $0.30 December 16, 2016 December 29, 2016 $8,847,431
November 1, 2016 $1.35 December 16, 2016 December 29, 2016 $39,813,440
Total $2.25     $66,265,356
Date of
Declaration
Dividend per
Common Share
Payable to Shareholders
of Record on
Payment DateTotal Amount (thousands)
2020
February 19, 2020$0.30March 16, 2020March 31, 2020$9,269 
April 28, 2020$0.30June 15, 2020June 30, 2020$9,271 
July 28, 2020$0.30September 14, 2020September 30, 2020$9,292 
October 27, 2020$0.30December 14, 2020December 31, 2020$9,305 
Total$1.20$37,137 
2019
February 20, 2019$0.30March 11, 2019March 29, 2019$9,146 
April 30, 2019$0.30June 10, 2019June 28, 2019$9,205 
July 30, 2019$0.30September 16, 2019September 30, 2019$9,231 
November 5, 2019$0.30December 16, 2019December 31, 2019$9,229 
Total$1.20$36,811 
2018
February 22, 2018$0.30March 12, 2018March 30, 2018$9,049 
May 1, 2018$0.30June 11, 2018June 29, 2018$9,066 
August 1, 2018$0.30September 10, 2018September 28, 2018$9,081 
November 7, 2018$0.30December 14, 2018December 28, 2018$9,089 
Total$1.20$36,285 
Included in the dividends are $391,000, $450,000$449,000, $433,000 and $664,000$391,000 of dividend equivalents on RSUs, of which $557,000, $434,000$663,000, $623,000 and $666,000$557,000 were payable as of December 31, 2018, 2017,2020, 2019, and 2016,2018, respectively.
11.
Equity Awards
12.    Equity Awards
Equity Incentive Plans
The Company’s shareholders have approved various equity incentive plans, including the Amended and Restated 2009 Equity Incentive Plan (the “Legacy Plan”), the 2014 Long Term Incentive Plan (“2014 LTIP”), and the 2014 Non-Employee Director Incentive Plan (“2014 Director Plan”) (collectively, the “Plans”). All awards issued under the Plans are issued at the discretion of the Board of Directors. Under the Legacy Plan, employees received non-qualified stock options. OptionsThere are no options outstanding under the Legacy Plan; however,Plan as of December 31, 2020 and no additional awards may be granted.
Employees are eligible to receive non-qualified stock options, incentive stock options, share appreciation rights, performance shares, restricted shares, RSUs, and other awards under the 2014 LTIP. The maximum number of shares available for issuance under the 2014 LTIP is 4,171,150, and at December 31, 2018, 1,724,8652020, 1,357,375 shares are available for grant.
Non-employee directors of the Company are eligible to receive non-qualified stock options, share appreciation rights, performance shares, restricted shares, RSUs, and other awards under the 2014 Director Plan. At the 2019 Annual General Meeting of Shareholders of the Company held on April 30, 2019, the Company's shareholders approved an amendment to the 2014 Director Plan. The Board of Directors of the Company had previously approved the amendment. The amendment increased the number of the Company's common shares authorized for issuance under the 2014 Director Plan by 100,000 shares. The maximum number of shares available for issuance under the 2014 Director Plan is 50,000,150,000, and at December 31, 2018, 21,6632020, 101,746 shares are available for grant.
Generally, awards issued under the 2014 LTIP and 2014 Director Plan vest immediately in the event that an award recipient is terminated without Cause (as defined), and in the case of the 2014 LTIP for Good Reason (as defined), at any time following a Change in Control (as defined in the applicable plans).
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James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

Options
The following table summarizes the option activity:
Year Ended December 31,
Year Ended December 31,
2018 2017 2016
Shares 
Weighted-
Average
Exercise
Price
 Shares 
Weighted-
Average
Exercise
Price
 Shares 
Weighted-
Average
Exercise
Price
202020192018
SharesWeighted-
Average
Exercise
Price
SharesWeighted-
Average
Exercise
Price
SharesWeighted-
Average
Exercise
Price
Outstanding:
 
 
 
 
 
Outstanding:
Beginning of year1,479,236
 $27.81
 2,234,699
 $22.84
 2,058,085
 $18.11
Beginning of year643,851 $30.41 1,115,324 $29.02 1,479,236 $27.81 
Granted
 $
 205,244
 $42.24
 706,203
 $32.07
Granted$$$
Exercised(308,025) $22.01
 (898,218) $18.53
 (496,550) $16.02
Exercised(180,527)$25.70 (459,415)$26.87 (308,025)$22.01 
Forfeited(55,887) $35.69
 (62,489) $30.80
 (33,039) $27.68
Forfeited$(12,058)$36.84 (55,887)$35.69 
End of year1,115,324
 $29.02
 1,479,236
 $27.81
 2,234,699
 $22.84
End of year463,324 $32.25 643,851 $30.41 1,115,324 $29.02 
Exercisable, end of year814,421
 $26.46
 846,371
 $22.35
 1,207,479
 $18.14
Exercisable, end of year463,324 $32.25 590,340 $29.34 814,421 $26.46 
All of the outstanding options vest over two to fourthree years and have a contractual life of seven years from the original date of grant. All of the outstanding options have an exercise price equal to the fair value of the underlying shares at the date of grant.
The intrinsic value of each option is determined based on the difference between the fair value of the underlying share and the exercise price of the underlying option. The total intrinsic value of options exercised during 2020, 2019 and 2018 2017 and 2016 was $4.6$3.8 million, $20.4$8.2 million and $10.2$4.6 million, respectively. The aggregate intrinsic value of options outstanding at December��December 31, 2020, 2019 and 2018 2017 and 2016 was $9.4$7.8 million, $18.5$7.1 million and $41.8$9.4 million, respectively. The aggregate intrinsic value of options exercisable at December 31, 2020, 2019 and 2018 2017 and 2016 was $8.5$7.8 million, $14.9$7.1 million and $28.3$8.5 million, respectively. The fair value used for calculating intrinsic values was $36.54, $40.01$49.15, $41.21 and $41.55$36.54 at December 31, 2018, 20172020, 2019 and 2016,2018, respectively.
The weighted-average remaining contractual life of the options outstanding and options exercisable at December 31, 20182020 is 3.6 years and 3.3 years, respectively.2.1 years. There were no0 options granted in 2020, 2019, or 2018. The weighted-average fair value of options granted during 2017 and 2016 was $8.21 and $5.55, respectively. The value of the options granted was estimated at the date of grant using the Black-Scholes-Merton option pricing model using the following assumptions:
Year Ended December 31,
2017 2016
Risk-free interest rate1.97% 1.23%
Dividend yield2.85% 2.50%
Expected share price volatility27.39% 25.00%
Expected life5.0 years
 5.0 years
The risk-free interest rate assumption is based on the five-year U.S. Treasury rate at the date of the grant. The dividend yield assumption was based upon dividends expected to be declared over the life of the options at the date of grant. In 2017, the share price volatility assumption was based upon the Company's 100-day realized volatility. In years prior to 2017, as a relatively new public company, the share price volatility assumption was based upon historical data for property-casualty companies which the Company deemed to be its peers. The expected life is determined using the simplified method, which factors in the average of the midpoint and the contractual term of each tranche in determining a single expected life. The simplified method is used as the Company does not have sufficient historical exercise data to estimate an expected term.
The Black-Scholes-Merton option pricing model was developed for use in estimating the fair value of traded options that have no vesting restrictions and are fully transferable. In addition, option valuation models require the input of highly subjective assumptions including expected share price volatility. Because the Company’s share options have characteristics significantly different from those of traded options and because changes in the subjective input assumptions can materially affect the fair value estimate, the existing models do not necessarily provide a reliable single measure of the fair value of such share options.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

model.
RSUs
The following table summarizes RSU activity:
Year Ended December 31,
202020192018
SharesWeighted-
Average
Grant Date
Fair Value
SharesWeighted-
Average
Grant Date
Fair Value
SharesWeighted-
Average
Grant Date
Fair Value
Unvested, beginning of year340,368 $41.50 300,142 $39.22 178,882 $37.93 
Granted272,608 $45.11 197,078 $42.56 227,481 $39.74 
Vested(165,344)$41.49 (134,407)$37.99 (83,384)$37.61 
Forfeited(47,776)$44.57 (22,445)$41.32 (22,837)$40.21 
Unvested, end of year399,856 $43.59 340,368 $41.50 300,142 $39.22 
Year Ended December 31,
2018 2017 2016
Shares 
Weighted-
Average
Grant Date
Fair Value
 Shares 
Weighted-
Average
Grant Date
Fair Value
 Shares 
Weighted-
Average
Grant Date
Fair Value
Unvested, beginning of year178,882
 $37.93
 196,800
 $24.38
 234,922
 $21.00
Granted227,481
 $39.74
 137,034
 $42.20
 60,291
 $32.03
Vested(83,384) $37.61
 (132,764) $24.24
 (98,413) $21.00
Forfeited(22,837) $40.21
 (22,188) $26.06
 
 $
Unvested, end of year300,142
 $39.22
 178,882
 $37.93
 196,800
 $24.38
The vesting period of RSUs granted to employees range from one to five years and vest ratably over the respective vesting period, with the majority vesting in three years. All RSUs granted to date to non-employee directors had a one year vesting period. The total fair value of shares vested in 2020, 2019 and 2018 2017 and 2016 was $3.2$7.2 million, $5.5$5.3 million and $3.8$3.2 million, respectively. The holders of RSUs are entitled to dividend equivalents. The dividend equivalents are settled in cash at the same time that the underlying RSUs vest and are subject to the same risk of forfeiture as the underlying shares. The fair value of the RSUs granted is based on the market price of the underlying shares.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
Compensation Expense
Share based compensation expense is recognized on a straight line basis over the vesting period. The amount of expense and related tax benefit is summarized below:
Year Ended December 31,
2018 2017 2016
(in thousands)
Share based compensation expense$6,228
 $7,688
 $5,492
U.S. tax benefit on share based compensation expense$716
 $2,093
 $1,532
Year Ended December 31,
202020192018
(in thousands)
Share based compensation expense$7,625 $7,178 $6,228 
U.S. tax benefit on share based compensation expense$1,001 $872 $716 
As of December 31, 2018,2020, the Company had $8.4$11.1 million of unrecognized share based compensation expense expected to be charged to earnings over a weighted-average period of 1.82.1 years.
12.
Income Taxes
13.    Income Taxes
Under current Bermuda law, James River Group Holdings, Ltd. and its Bermuda based subsidiaries, JRG Re and Carolina Re, are not required to pay any Bermuda taxes on their income or capital gains. Those companies have received an undertaking from the Minister of Finance in Bermuda that, in the event of any taxes being imposed, the Company will be exempt from taxation in Bermuda until March 2035.
Distributions from the Company’s U.S. subsidiaries to its U.K. intermediate holding company, James River UK, are generally subject to a 5% dividend withholding tax. James River Group paid a $21.1 million dividend to James River UK during 2017 and remitted $1.1 million of dividend withholding taxes to the U.S. tax authorities for the year ending December 31, 2017. No similarNaN distributions occurred in 20182020, 2019 or 2016.2018.
The Company’s U.S. subsidiaries are subject to federal, state and local corporate income taxes, and other taxes applicable to U.S. corporations. In addition, Carolina Re is subject to Federal income taxes as a result of its irrevocable election to be taxed as a U.S. domestic corporation under Section 953(d) of the Code. The Company’s U.S.-domiciled subsidiaries and Carolina Re file a consolidated U.S. federal income tax return.
The Company’s U.S.-based subsidiaries are generally no longer subject to income tax examination by U.S. income tax authorities for the tax years ending before January 1, 2015.2017.
Financial results for 20172018 reflect provisional amounts related to the December 2017 enactment of the Tax Act.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

The Company did not record any amounts related to the changes in loss reserve discounting required by the Tax Act during 2017. These changes required the IRS to publish new discount factors based on loss payment patterns and interest rates determined under the2017 Tax Act. During 2018, the IRS published factors were published that allowed usthe Company to adjust ourits current and deferred tax liabilities based on the provisions of the Tax Act. The Tax Act has specific transition provisions associated with reserve discounting. The initial impact of the adjustmentsproposed regulations in 2018 was an increase to our deferred tax asset for the additional discount as of December 31, 2017 of $8.8 million offset by an increase to our deferred tax liability of $8.8 million representing the 8 year transition provision required by the Tax Act. During 2018, $1.1 million of this transition provision was recognized in our current provision and adjusted out of our deferred tax liability. The regulations were finalized in 2019, and the remaining reserve adjustment at December 31, 2019 based on these final regulations is $5.7 million to be recognized over the next six years at $950,000 per year. There were other provisions of the Tax Act for which the Company finalized its estimates during 2018, and the impact of these was immaterial.
The expected income tax provision computed from pre-tax income at the weighted-average tax rate has been calculated as the sum of the pre-tax income in each jurisdiction multiplied by that jurisdiction’s applicable Federal statutory tax rate. Federal statutory tax rates of 0% and 21% have been used in 2020, 2019 and 2018 for Bermuda and the U.S., respectively. A Federal statutory rate of 35% has been used for the U.S. in 2017 and 2016. U.S. deferred taxes were remeasured at 21% in 2017, down from 35% in 2016. U.S. income before Federal income taxes was $37.5$25.1 million, $50.1$70.7 million, and $18.3$37.5 million for the years ending December 31, 2020, 2019, and 2018, 2017,respectively. The Tax Act base-erosion and 2016, respectively.anti-abuse tax (“BEAT”) provisions impose a minimum tax on applicable taxpayers that make certain payments to related foreign persons. BEAT subjects the modified taxable income of an applicable taxpayer to a specified tax rate (10% in 2020). Modified taxable income is generally calculated by adding back certain payments to related foreign persons to regular taxable income. For the Company, reinsurance premiums paid by the Company’s U.S. insurance subsidiaries to JRG Re, a Bermuda entity that is not a U.S. taxpayer, are added back to regular taxable income in applying the BEAT provisions. A reconciliation of the difference between the Company’s Federal income tax provision on U.S. income and the expected Federal tax provision on U.S. income using the weighted-average tax rate as well as a reconciliation to total tax expense is as follows:
F-39
Year Ended December 31,
2018 2017 2016
(in thousands)
Federal income tax expense at applicable statutory rates$7,875
 $17,541
 $6,401
Tax-exempt investment income(272) (586) (643)
Dividends received deduction(307) (792) (880)
Excess tax benefits on share based compensation(567) (2,114) 
Effect of tax rate reduction on deferred tax liability220
 (3,498) 
Other145
 (90) (6)
Federal income tax expense$7,094
 $10,461
 $4,872
U.S. state income tax (benefit) expense(86) 65
 
U.S. dividend withholding tax
 1,053
 
Total income tax expense$7,008
 $11,579
 $4,872

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James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

Year Ended December 31,
202020192018
(in thousands)
Federal income tax expense at applicable statutory rates$5,272 $14,843 $7,875 
Tax-exempt investment income(260)(230)(272)
Dividends received deduction(283)(307)(307)
Excess tax benefits on share based compensation(679)(1,099)(567)
Effect of tax rate reduction on deferred tax liability220 
Base Erosion and Anti-Abuse Tax2,843 
Other17 99 145 
Federal income tax expense$6,910 $13,306 $7,094 
U.S. state income tax expense (benefit)203 222 (86)
Total income tax expense$7,113 $13,528 $7,008 
The significant components of net deferred tax assets (liabilities) at the corporate income tax rate of 21% for the years ended December 31, 20182020 and 20172019 are summarized as follows:
December 31,
December 31,
2018 2017
(in thousands)
20202019
(in thousands)
Deferred tax assets:
 
Deferred tax assets:
Accrued compensation expenses$2,456
 $1,712
Accrued compensation expenses$2,308 $2,563 
Reserve for losses and loss adjustment expenses7,482
 3,036
Reserve for losses and loss adjustment expenses14,265 12,286 
Unearned premiums5,711
 1,709
Unearned premiums9,753 8,226 
Share based compensation1,352
 1,143
Share based compensation1,427 1,482 
Allowance for doubtful accounts829
 579
Allowance for doubtful accounts2,130 1,188 
Deferred policy acquisition costs
 1,509
Property and equipment1,909
 1,601
Property and equipment213 16 
Invested asset impairments
 791
Other1,903
 1,564
Other4,810 1,974 
Total deferred tax assets21,642
 13,644
Total deferred tax assets34,906 27,735 
Deferred tax liabilities:   Deferred tax liabilities:
Intangible assets7,461
 7,521
Intangible assets7,324 7,381 
Net unrealized gains887
 2,578
Net unrealized gains12,201 5,792 
Deferred policy acquisition costs3,491
 
Deferred policy acquisition costs4,786 4,448 
Equity method investments8,582
 8,348
Equity method investments8,839 9,316 
Other167
 444
Other2,861 134 
Total deferred tax liabilities20,588
 18,891
Total deferred tax liabilities36,011 27,071 
Net deferred tax assets (liabilities)$1,054
 $(5,247)
Net deferred tax (liabilities) assetsNet deferred tax (liabilities) assets$(1,105)$664 
Deferred income taxes have not been accrued with respect to certain undistributed earnings of foreign subsidiaries. If the earnings were to be distributed, as dividends or otherwise, such amounts may be subject to withholding taxation in the jurisdiction of the paying entity. The Company asserts that U.S. unremitted earnings as of December 31, 20182020 will be permanently reinvested in the U.S. and, accordingly, no provision for withholding taxes arising in respect to U.S. unremitted earnings has been made.
The Company had no reserve for future tax contingencies or liabilities (“unrecognized tax benefits”) at December 31, 20182020 or 2017.2019.
The U.S. imposes a 1% excise tax on reinsurance premiums paid to non-U.S. reinsurers with respect to risks located in the U.S. The rates of tax are established based on the nature of the risk, unless reduced by an applicable U.S. tax treaty. For the years ended December 31, 2018, 2017,2020, 2019, and 2016,2018, the Company paid $823,000, $3.4 million,$468,000, $586,000, and $2.6 million,$823,000, respectively, of federal
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TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
excise taxes on its intercompany reinsurance transactions. The Company also paid excise taxes of $2.1$1.2 million, $2.2$1.5 million, and $1.6$2.1 million for the years ended December 31, 2018, 2017,2020, 2019, and 2016,2018, respectively, on written premiums assumed from third-party insurers with respect to risks located in the U.S. These excise taxes are reflected as “other operating expenses” in the Company’s consolidated income statements.
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James River Group Holdings, LTD.14.    Other Operating Expenses and SubsidiariesOther Expenses

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

13.
Other Operating Expenses and Other Expenses
Other operating expenses consist of the following:
Year Ended December 31,
Year Ended December 31,
2018 2017 2016
(in thousands)
202020192018
(in thousands)
Amortization of policy acquisition costs$111,103
 $116,001
 $101,624
Amortization of policy acquisition costs$75,578 $83,893 $111,103 
Other underwriting expenses of the insurance segments63,029
 55,662
 48,771
Other underwriting expenses of the insurance segments60,502 59,351 63,029 
Other operating expenses of the Corporate and Other segment 26,903
 25,330
 20,433
Other operating expenses of the Corporate and Other segment 29,418 27,664 26,903 
Total$201,035
 $196,993
 $170,828
Total$165,498 $170,908 $201,035 
Other expenses consist of the following:
Year Ended December 31,
202020192018
(in thousands)
Employee severance$1,967 $1,055 $1,386 
Income on leased building the Company was previously deemed to own for accounting purposes(623)
Legal and professional services related to secondary share offerings337 
Other171 
Impairment of intangible asset200 
Total$2,138 $1,055 $1,300 
15.    Employee Benefits
Year Ended December 31,
2018 2017 2016
(in thousands)
Employee severance$1,386
 $147
 $1,492
Income on leased building the Company is deemed to own for accounting purposes (see Note 21)(623) (248) (196)
Legal and professional services related to secondary share offerings337
 535
 281
Other
 105
 13
Impairment of intangible asset200
 
 
Total$1,300
 $539
 $1,590
14.
Employee Benefits
The Company and its subsidiaries offer savings plans (the “Savings Plans”) which qualify under Section 401(k) of the U.S. Internal Revenue Code. Participants may contribute certain percentages of their pre-tax salary to the Savings Plans subject to statutory limitations. The Company and its subsidiaries match employee contributions at various rates up to a maximum contribution of 6.0% of the participant’s earnings subject to certain statutory limits. For the years ended December 31, 2018, 2017,2020, 2019, and 2016,2018, the expense associated with the Savings Plans totaled $2.9$3.5 million, $2.5$3.2 million, and $1.9$2.9 million, respectively.
15.
Commitments and Contingent Liabilities
16.    Commitments and Contingent Liabilities
The Company is a party to various lawsuitsinvolved in legal proceedings, including commercial matters and litigation regarding insurance claims arising in the ordinary course of its operations. The Company believes that the ultimate resolution of these matters will not materially impact its financial position, cash flows, or results of operations.
The Company leases certain office space under operating leases that expire at various times and are subject to renewal options at market rates prevailing at the time of renewal. Rental expense for such leases was $4.6 million, $4.2 million, and $3.7 million for the years ended December 31, 2018, 2017, and 2016, respectively.
As of December 31, 2018, future minimum payments under non-cancelable operating leases for office space are as follows (in thousands):
2019$3,946
20203,790
20213,507
20222,639
20232,376
Thereafter4,705
$20,963
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

Included in the future minimum lease payments is $15.2 million related to the building constructed and owned by a partnership in which the Company has a minority investment (see Note 21).
The Company’s Specialty Admitted Insurance segment entered into an agreement to lease certain policy management software. The five year lease began January 1, 2015. Lease expense for the year ended December 31, 2018 was $440,000 and total remaining payments of $468,000 will be paid in 2019.
The Company’s reinsurance subsidiary, JRG Re, entered into three3 letter of credit facilities with banks as security to third-party reinsureds on reinsurance assumed by JRG Re. JRG Re has established custodial accounts to secure these letters of credit. Under a $100.0$75.0 million facility, $52.6$7.3 million of letters of credit were issued through December 31, 20182020 which were secured by deposits of $65.7$14.6 million. Under the 2013 Facility, $75.5$92.0 million of letters of credit were issued through December 31, 20182020 which were secured by deposits of $94.0$115.7 million. Under the 2017 Facility, $7.6$17.5 million of letters of credit were issued through December 31, 20182020 which were secured by deposits of $10.2$28.4 million. JRG Re has also established trust accounts to secure its obligations to selected reinsureds. The total amount deposited in the trust accounts for the benefit of third-party reinsureds was $301.5$304.6 million at December 31, 2018 (see Note 2).2020.
The Company is a party topreviously issued a set of insurance contracts with an insured group of companiesto Rasier under which the Company pays losses and loss adjustment expenses on the contract.contracts. The Company has indemnity agreements with this group of insured partiesRasier (non-insurance entities) and is contractually entitled to receive reimbursement for a significant portion of the losses and loss adjustment expenses paid on behalf of the insured partiesRasier and other expenses incurred by the Company. The insured parties areRasier is required to collateralize all amounts currently due to the Company and to provide additional collateral sufficient to cover the amounts that may be recoverable under the indemnity agreement,
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
agreements, including, among other things, case loss and loss adjustment expense reserves, IBNR loss and loss adjustment expense reserves, extra contractual obligations and excess of policy limits liabilities. ThisThe collateral is currently provided through a collateral trust arrangement established in favor of the Company by a captive insurance company affiliate of Rasier.
As permitted under our indemnification agreements with Rasier and the insured group.associated trust agreement, we have withdrawn the collateral posted to the trust account. At December 31, 2018,2020, the Company held collateral funds of $859.9 million. The funds withdrawn from the trust account, currently invested in short term U.S. Treasury securities and included in restricted cash equivalent collateral held inequivalents on the collateral trust arrangement was approximately $1,099.2 million, which exceedsCompany's consolidated balance sheet, will be used to reimburse the amount of claims receivable and unpaid reportedCompany for the losses and loss adjustment expenses outstanding. paid on behalf of Rasier and other related expenses incurred by the Company to the extent not paid as required under the indemnity agreements.
The Company has ongoing exposure to estimated losses and expenses on these contracts growing at a faster pace than growth in our collateral balances. In addition, we have credit exposure if our estimates of future losses and loss adjustment expenses and other amounts recoverable, which are the basis for establishing collateral balances, are lower than actual amounts paid or payable. The amount of our credit exposure in any of these instances could be material. To mitigate these risks, we closely and frequently monitor our exposure compared to our collateral held, and we request additional collateral when our analysis indicates that we have uncollateralized exposure.
16.Other Comprehensive (Loss) Income
17.    Other Comprehensive Income (Loss)
The following table summarizes the components of other comprehensive income (loss) income::
Year Ended December 31,
2018 2017 2016
(in thousands)
Unrealized (losses) gains arising during the period, before U.S. income taxes$(23,201) $11,091
 $2,790
U.S. income taxes483
 (2,374) (414)
Unrealized (losses) gains arising during the period, net of U.S. income taxes(22,718) 8,717
 2,376
Less reclassification adjustment:     
Net realized investment (losses) gains(554) (835) 6,572
U.S. income taxes39
 333
 (2,137)
Reclassification adjustment for investment (losses) gains realized in net income(515) (502) 4,435
Other comprehensive (loss) income$(22,203) $9,219
 $(2,059)
Year Ended December 31,
202020192018
(in thousands)
Unrealized gains (losses) arising during the period, before U.S. income taxes$58,704 $51,381 $(23,201)
U.S. income taxes(6,967)(3,510)483 
Unrealized gains (losses) arising during the period, net of U.S. income taxes51,737 47,871 (22,718)
Less reclassification adjustment:
Net realized investment gains (losses)1,045 1,081 (554)
U.S. income taxes(93)(152)39 
Reclassification adjustment for investment gains (losses) realized in net income952 929 (515)
Other comprehensive income (loss)$50,785 $46,942 $(22,203)
In addition to the $554,000 and $835,000 ofnet realized investment lossesgains (losses) of $1.0 million, $1.1 million, and $6.6 million of realized investment gains$(554,000) on available-for-sale fixed maturity securities for the years ended December 31, 2018, 2017,2020, 2019, and 2016,2018, the Company recognized $1.1 million ofnet realized and unrealized investment gains $1.2 million of realized investment losses, and $995,000 of realized investment gains(losses) in the respective years of $(15.4) million, $(10.1) million, and $1.1 million on its investments in bank loan participations. 2018 also includes net realized losses ofparticipations and $(1.7) million, $6.0 million, for the changeand $(6.0) million on its investments in net unrealized gains on equity securities in accordance with the Company's adoption of ASU 2016-01 effective January 1, 2018.
TABLE OF CONTENTSsecurities.
James River Group Holdings, LTD. and Subsidiaries

18.    Segment Information
Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

17.
Segment Information
The Company has four4 reportable segments, three of which are separately managed business units and the fourth (“Corporate and Other”) includes the Company’s remaining operations. The Excess and Surplus Lines segment primarily offers commercial excess and surplus lines liability and excess property insurance products. The Specialty Admitted Insurance segment offers workers’ compensation insurance coverage as well as specialty admitted fronting and program business. The Casualty Reinsurance segment offers commercial liability and non-catastrophe property reinsurance to U.S. insurance companies and to the Company’s U.S.-based insurance subsidiaries. The Corporate and Other segment consists of certain management and treasury activities of James River Group, James River UK, and JRG Holdings as well as interest expense associated with senior debt and Junior Subordinated Debt, and investment income from investments classified as trading or other invested assets. The accounting policies of the reportable segments are the same as those described in the summary of significant accounting policies.
Segment revenues for each reportable segment consist of net earned premiums, net investment income, and realized and unrealized (losses) gains on investments. Segment profit (loss) for each reportable segment is measured by underwriting profit (loss), which is generally defined as net earned premiums less losses and loss adjustment expenses and other operating expenses of the operating segments. Gross fee income of the Excess and Surplus Lines segment areand Specialty Admitted Insurance
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TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
segment is included in thatthe respective segment’s underwriting profit (loss). Gross fee income of $3.4 million ($1.6 million from the Excess and Surplus Lines segment and $1.8 million from the Specialty Admitted Insurance segment), $9.5 million ($9.1 million from the Excess and Surplus Lines segment and $421,000 from the Specialty Admitted Insurance segment) and $13.9 million $17.0 million(all from the Excess and $10.1 millionSurplus Lines segment) was included in other income and in underwriting profit for the years ended December 31, 2018, 20172020, 2019 and 2016,2018, respectively. Segment results are reported prior to the effects of the intercompany reinsurance agreements between the Company’s insurance subsidiaries. All gross written premiums and net earned premiums for all periods presented were generated from policies issued to U.S. based insureds.
Excess and
Surplus Lines
Specialty
Admitted
Insurance
Casualty
Reinsurance
Corporate
and
Other
Total
(in thousands)
As of and for the Year Ended
December 31, 2020
Gross written premiums$699,143 $408,691 $149,166 $$1,257,000 
Net earned premiums415,168 57,505 134,133 606,806 
Segment revenues429,918 62,790 166,837 9,144 668,689 
Net investment income18,664 3,392 42,554 8,758 73,368 
Interest expense10,033 10,033 
Underwriting profit (loss) of operating segments9,752 4,185 (18,364)(4,427)
Segment goodwill181,831 181,831 
Segment assets2,208,344 907,604 1,899,328 47,796 5,063,072 
Excess and
Surplus Lines
 
Specialty
Admitted
Insurance
 
Casualty
Reinsurance
 
Corporate
and
Other
 Total
(in thousands)
As of and for the Year Ended
December 31, 2018

 
 
 

As of and for the Year Ended
December 31, 2019
As of and for the Year Ended
December 31, 2019
Gross written premiums$656,538
 $374,346
 $135,889
 $
$1,166,773
Gross written premiums$922,320 $387,642 $160,773 $$1,470,735 
Net earned premiums555,684
 55,146
 204,568
 
815,398
Net earned premiums625,528 54,338 143,880 823,746 
Segment revenues580,785
 56,717
 243,178
 4,919
885,599
Segment revenues657,501 61,241 183,700 4,683 907,125 
Net investment income14,456
 3,262
 38,838
 4,700
61,256
Net investment income21,358 3,802 46,325 4,167 75,652 
Interest expense
 
 
 11,553
11,553
Interest expense10,596 10,596 
Underwriting profit of operating segments42,834
 6,972
 5,103
 
54,909
Underwriting profit (loss) of operating segmentsUnderwriting profit (loss) of operating segments19,157 5,913 (7,161)17,909 
Segment goodwill181,831
 
 
 
181,831
Segment goodwill181,831 181,831 
Segment assets972,111
 633,689
 1,453,754
 77,222
3,136,776
Segment assets2,481,934 786,433 1,699,473 56,565 5,024,405 

As of and for the Year Ended
December 31, 2018
Gross written premiums$656,538 $374,346 $135,889 $$1,166,773 
Net earned premiums555,684 55,146 204,568 815,398 
Segment revenues580,785 56,717 243,178 4,919 885,599 
Net investment income14,456 3,262 38,838 4,700 61,256 
Interest expense11,553 11,553 
Underwriting profit of operating segments42,834 6,972 5,103 54,909 
Segment goodwill181,831 181,831 
Segment assets972,111 633,689 1,453,754 77,222 3,136,776 
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James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

Excess and
Surplus Lines
 
Specialty
Admitted
Insurance
 
Casualty
Reinsurance
 
Corporate
and
Other
 Total
(in thousands)
As of and for the Year Ended
December 31, 2017

 
 
 
 
Gross written premiums$530,120
 $316,430
 $235,355
 $
 $1,081,905
Net earned premiums463,521
 68,110
 209,478
 
 741,109
Segment revenues493,853
 70,366
 240,751
 12,655
 817,625
Net investment income15,014
 2,532
 31,507
 12,066
 61,119
Interest expense
 
 
 8,974
 8,974
Underwriting profit (loss) of operating segments29,693
 3,166
 (1,765) 
 31,094
Segment goodwill181,831
 
 
 
 181,831
Segment assets843,486
 439,416
 1,379,866
 93,927
 2,756,695
As of and for the Year Ended
December 31, 2016

 
 
 
 
Gross written premiums$370,844
 $182,221
 $184,333
 $
 $737,398
Net earned premiums301,404
 52,281
 161,978
 
 515,663
Segment revenues331,090
 55,412
 190,064
 9,661
 586,227
Net investment income18,051
 2,542
 27,257
 4,788
 52,638
Interest expense
 
 
 8,448
 8,448
Underwriting profit (loss) of operating segments47,235
 2,872
 (194) 
 49,913
Segment goodwill181,831
 
 
 
 181,831
Segment assets740,144
 300,519
 1,195,230
 110,640
 2,346,533
The following table reconciles the underwriting (loss) profit (loss) of insuranceoperating segments by individual segment to income before income taxes:
Year Ended December 31,
2018 2017 2016
(in thousands)
Underwriting profit (loss) of the operating segments:


Excess and Surplus Lines$42,834
 $29,693
 $47,235
Specialty Admitted Insurance6,972
 3,166
 2,872
Casualty Reinsurance5,103
 (1,765) (194)
Total underwriting profit of operating segments54,909
 31,094
 49,913
Other operating expenses of the Corporate and Other segment(26,903) (25,330) (20,433)
Underwriting profit28,006
 5,764
 29,480
Net investment income61,256
 61,119
 52,638
Net realized and unrealized (losses) gains on investments(5,479) (1,989) 7,565
Other income505
 361
 295
Other expenses(1,300) (539) (1,590)
Interest expense(11,553) (8,974) (8,448)
Amortization of intangible assets(597) (597) (597)
Income before income taxes$70,838
 $55,145
 $79,343
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

Year Ended December 31,
202020192018
(in thousands)
Underwriting (loss) profit of the operating segments:
Excess and Surplus Lines$9,752 $19,157 $42,834 
Specialty Admitted Insurance4,185 5,913 6,972 
Casualty Reinsurance(18,364)(7,161)5,103 
Total underwriting (loss) profit of operating segments(4,427)17,909 54,909 
Other operating expenses of the Corporate and Other segment(29,418)(27,664)(26,903)
Underwriting (loss) profit(33,845)(9,755)28,006 
Net investment income73,368 75,652 61,256 
Net realized and unrealized losses on investments(16,030)(2,919)(5,479)
Other income1,153 1,137 505 
Other expenses(2,138)(1,055)(1,300)
Interest expense(10,033)(10,596)(11,553)
Amortization of intangible assets(538)(597)(597)
Income before income taxes$11,937 $51,867 $70,838 
The Company currently has 15 underwriting divisions, including 13 in the Excess and Surplus Lines segment, one1 in the Specialty Admitted Insurance segment, and one1 in the Casualty Reinsurance segment. Each underwriting division focuses on a specific industry group or coverage.
Gross written premiums by segment and underwriting division are presented below:
Year Ended December 31,
Year Ended December 31,
2018 2017 2016
(in thousands)
Commercial Auto$322,126
$247,960
$110,050
Manufacturers and Contractors79,160
85,719
83,279
202020192018
(in thousands)
Excess Casualty66,452
51,160
43,574
Excess Casualty$213,037 $118,954 $66,452 
General Casualty54,127
38,097
36,858
General Casualty125,433 115,832 54,127 
Manufacturers and ContractorsManufacturers and Contractors122,880 105,096 79,160 
Energy33,942
29,704
29,709
Energy51,109 45,442 33,942 
Allied Health30,450
19,181
14,413
Excess Property16,963
14,447
14,083
Excess Property37,332 31,606 16,963 
Life Sciences16,636
12,981
11,132
Life Sciences35,163 24,462 16,636 
Commercial AutoCommercial Auto30,029 405,565 322,126 
Allied HealthAllied Health26,918 26,713 30,450 
Small Business14,808
11,307
9,104
Small Business24,790 19,725 14,808 
EnvironmentalEnvironmental17,753 16,539 10,499 
Professional Liability5,916
6,326
8,361
Professional Liability6,881 6,441 5,916 
Environmental10,499
7,920
5,321
Sports and EntertainmentSports and Entertainment6,118 4,212 3,685 
Medical Professionals1,774
2,297
2,739
Medical Professionals1,700 1,733 1,774 
Sports and Entertainment3,685
3,021
2,221
Total Excess and Surplus Lines segment656,538
530,120
370,844
Total Excess and Surplus Lines segment699,143 922,320 656,538 
Specialty Admitted Insurance segment374,346
316,430
182,221
Specialty Admitted Insurance segment408,691 387,642 374,346 
Casualty Reinsurance segment135,889
235,355
184,333
Casualty Reinsurance segment149,166 160,773 135,889 
Total$1,166,773
$1,081,905
$737,398
Total$1,257,000 $1,470,735 $1,166,773 
The Company does business with two3 brokers that generated $358.3$165.8 million, $157.5 million and $81.4$128.9 million of gross written premiums for the Excess and Surplus Lines segment for the year ended December 31, 2018,2020, representing 30.7% (BB&T Insurance Services)13.2%, 12.5%
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James River Group Holdings, LTD. and 7.0%Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
and 10.3% of consolidated gross written premiums and 54.6%23.7%, 22.5% and 12.4%18.4% of the Excess and Surplus Lines segment’s gross written premiums, respectively. The Company has agency contracts with various branches within the aforementioned brokers. No other broker generated 10.0% or more of the gross written premiums for the Excess and Surplus Lines segment for the year ended December 31, 2018. The Company does business with one insured (Rasier LLC) that generated $294.3 million of gross written premiums and $13.9 million of gross fee income for the Excess and Surplus Lines segment for the year ended December 31, 2018, representing 25.2% of consolidated gross written premiums and 44.8% of the Excess and Surplus Lines segment’s gross written premiums.2020. No otherindividual insured generated 10.0% or more of the gross written premiums for the Excess and Surplus Lines segment.segment for the year ended December 31, 2020.
The Specialty Admitted Insurance segment accepts applications for insurance from a variety of sources, including independent retail agents, program administrators and managing general agents (“MGAs”). The Company does business with one agency2 agencies that generated $125.5 million (Atlas General Insurance Services) that generated $201.7and $46.4 million of gross written premiums for the Specialty Admitted Insurance segment for the year ended December 31, 2018,2020, representing 17.3%10.0% and 3.7% of the consolidated gross written premiums and 53.9%30.7% and 11.4% of the Specialty Admitted Insurance segment’s gross written premiums.premiums, respectively. No other agency generated 10.0% or more of the gross written premiums for the Specialty Admitted Insurance segment for the year ended December 31, 2018.2020.
The Company does business with two3 brokers that generated $54.0$55.8 million, $34.9 million, and $42.3$22.4 million of gross written premiums for the Casualty Reinsurance segment for the year ended December 31, 2018,2020, representing 4.6%4.4%, 2.8%, and 3.6%1.8% of consolidated gross written premiums and 39.8%37.4%, 23.4%, and 31.1%15.0% of the Casualty Reinsurance segment’s gross written premiums, respectively. No other broker generated 10.0% or more of the gross written premiums for the Casualty Reinsurance segment for the year ended December 31, 2018.2020. The Casualty Reinsurance segment assumed business from three3 unaffiliated ceding companies that generated $83.4$85.1 million, $22.1$23.1 million, and $20.8$19.1 million of gross written premiums for the year ended December 31, 2018,2020, representing 7.1%6.8%, 1.9%1.8%, and 1.8%1.5% of consolidated gross written premiums and 61.4%57.0%, 16.2%15.5%, and 15.3%12.8% of the Casualty Reinsurance segment’s gross written premiums, respectively.
TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries19.    Fair Value Measurements

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

18.Fair Value Measurements
Three levels of inputs are used to measure fair value of financial instruments: (1) Level 1: quoted price (unadjusted) in active markets for identical assets, (2) Level 2: inputs to the valuation methodology include quoted prices for similar assets and liabilities in active markets, and inputs that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the instrument, and (3) Level 3: inputs to the valuation methodology are unobservable for the asset or liability.
Fair value is defined as the exchange price that would be received for an asset or paid to transfer a liability in the principal or most advantageous market in an orderly transaction between market participants on the measurement date.
To measureThe fair values of fixed maturity securities, equity securities, and bank loan participations have been determined using fair value prices provided by the Company obtains quotedCompany's investment accounting services provider or investment managers, who utilize internationally recognized independent pricing services. The prices provided by the independent pricing services are generally based on observable market data in active markets (e.g. broker quotes and prices observed for its investment securities from its outside investment managers. If a quoted market price is not available, the Company uses prices of similar securities.comparable securities). Values for U.S. Treasury and publicly-traded equity securities are generally based on Level 1 inputs which use the market approach valuation technique. The values for all other fixed maturity securities (including state and municipal securities and obligations of U.S. government corporations and agencies) and bank loan participations generally incorporate significant Level 2 inputs, and in some cases, Level 3 inputs, using the market approach and income approach valuation techniques. There have been no changes in the Company’s use of valuation techniques since December 31, 2016.2018.
The Company reviews fair value prices provided by its outside investment accounting service provider or investment managers for reasonableness by comparing the fair values provided by the managers to those provided by its investment custodian. The Company also reviews and monitors changes in unrealized gains and losses. The Company has not historically adjusted security prices. The Company obtains an understanding of the methods, models and inputs used by the investment managers and independent pricing services, and controls are in place to validate that prices provided represent fair values. The Company’s control process includes, but is not limited to, initial and ongoing evaluation of the methodologies used, a review of specific securities and an assessment for proper classification within the fair value hierarchy, and obtaining and reviewing internal control reports for our investment manager that obtains fair values from independent pricing services.
Assets measured at fair value on a recurring basis as of December 31, 2018 are summarized below:
F-45
 Fair Value Measurements Using
Quoted Prices
in Active
Markets for
Identical Assets
Level 1
 
Significant
Other
Observable
Inputs
Level 2
Significant
Unobservable
Inputs
Level 3
 Total
        
(in thousands)
Fixed maturity securities, available-for-sale:
 
 
 
State and municipal$
 $149,295
 $
 $149,295
Residential mortgage-backed
 204,109
 
 204,109
Corporate
 524,768
 
 524,768
Commercial mortgage and asset-backed
 192,797
 4,228
 197,025
U.S. Treasury securities and obligations guaranteed by the U.S. government106,651
 542
 
 107,193
Redeemable preferred stock
 1,812
 
 1,812
Total fixed maturity securities, available-for-sale$106,651
 $1,073,323
 $4,228
 $1,184,202
Equity securities:    
Preferred stock$
 $60,740
 $
 $60,740
Common stock16,674
 757
 214
 17,645
Total equity securities$16,674
 $61,497
 $214
 $78,385
Short-term investments$1,250
 $80,716
 $
 $81,966

TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries


Notes to Consolidated Financial Statements
Years ended December 2018, 2017,31, 2020, 2019, and 20162018

Assets measured at fair value on a recurring basis as of December 31, 20172020 are summarized below:
Fair Value Measurements Using
Quoted Prices
in Active
Markets for
Identical Assets
Level 1
Significant
Other
Observable
Inputs
Level 2
Significant
Unobservable
Inputs
Level 3
Total
(in thousands)
Fixed maturity securities, available-for-sale:
State and municipal$$296,405 $$296,405 
Residential mortgage-backed293,848 293,848 
Corporate766,822 766,822 
Commercial mortgage and asset-backed326,719 0326,719 
U.S. Treasury securities and obligations guaranteed by the U.S. government99,384 464 99,848 
Total fixed maturity securities, available-for-sale$99,384 $1,684,258 $$1,783,642 
Equity securities:
Preferred stock$$67,495 $$67,495 
Common stock15,793 5,015 672 21,480 
Total equity securities$15,793 $72,510 $672 $88,975 
Bank loan participations$$147,296 $308 $147,604 
Short-term investments$$130,289 $$130,289 
Fair Value Measurements Using
Quoted Prices
in Active
Markets for
Identical Assets
Level 1
 
Significant
Other
Observable
Inputs
Level 2
Significant
Unobservable
Inputs
Level 3
 Total

(in thousands)  
Fixed maturity securities, available-for-sale:


 
State and municipal$
 $144,366
 $
 $144,366
Residential mortgage-backed
 158,661
 
 158,661
Corporate
 413,721
 
 413,721
Commercial mortgage and asset-backed
 177,931
 4,680
 182,611
Obligations of U.S. government corporations and agencies
 35,847
 
 35,847
U.S. Treasury securities and obligations guaranteed by the U.S. government78,265
 609
 
 78,874
Redeemable preferred stock
 2,018
 
 2,018
Total fixed maturity securities, available-for-sale$78,265
 $933,153
 $4,680
 $1,016,098
Equity securities:    
Preferred stock$
 $66,281
 $
 $66,281
Common stock15,507
 734
 
 16,241
Total equity securities$15,507
 $67,015
 $
 $82,522
Trading securities:    
Fixed maturity securities$
 $3,808
 $
 $3,808
Short-term investments$1,000
 $35,804
 $
 $36,804
Assets measured at fair value on a recurring basis as of December 31, 2019 are summarized below:
Fair Value Measurements Using
Quoted Prices
in Active
Markets for
Identical Assets
Level 1
Significant
Other
Observable
Inputs
Level 2
Significant
Unobservable
Inputs
Level 3
Total
(in thousands)
Fixed maturity securities, available-for-sale:
State and municipal$$167,101 $$167,101 
Residential mortgage-backed264,146 264,146 
Corporate632,221 632,221 
Commercial mortgage and asset-backed252,457 252,457 
U.S. Treasury securities and obligations guaranteed by the U.S. government115,173 494 115,667 
Redeemable preferred stock2,034 2,034 
Total fixed maturity securities, available-for-sale$115,173 $1,318,453 $$1,433,626 
Equity securities:
Preferred stock$$62,747 $$62,747 
Common stock14,669 3,276 43 17,988 
Total equity securities$14,669 $66,023 $43 $80,735 
Short-term investments$$156,925 $$156,925 
A reconciliation of the beginning and ending balances of available-for-sale fixed maturity securities, and equity securities, and bank loan participations (following the Company's election of the fair value option in accounting for bank loan participations
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
effective January 1, 2020) measured at fair value on a recurring basis using significant unobservable inputs (Level 3) is shown below:
Year Ended December 31,
Year Ended December 31,
2018 2017 2016
(in thousands)
202020192018
(in thousands)
Beginning balance$4,680
 $5,000
$5,000
Beginning balance$43 $4,442 $4,680 
Transfers in to Level 3Transfers in to Level 3358 3,010 
Transfers out of Level 3
 

Transfers out of Level 3(767)(7,238)
Transfers in to Level 3
 

Purchases214
 

Purchases1,417 0214 
Sales
 

Sales
Maturities and calls(452) (320) 
Maturities and calls(17)0(452)
Amortization of discount
 

Amortization of discount
Total gains or losses (realized/unrealized):    Total gains or losses (realized/unrealized):
Included in earnings
 

Included in earnings(56)(171)
Included in other comprehensive income
 

Included in other comprehensive income
Ending balance$4,442
 $4,680
$5,000
Ending balance$980 $43 $4,442 
The Company held one available-for-sale fixed maturity security and one equity security at December 31, 2018 and 2017 for which the fair value was determined using significant unobservable inputs (Level 3). A market approach using prices in trades of comparable securities was utilized to determine a fair value of $4.2$4.4 million for the securities at December 31, 2018. During 2019, the Company was able to obtain a quoted price from a pricing vendor for the available-for-sale fixed maturity security, and the security was transferred to Level 2.
The Company held one equity security at December 31, 2018 and $4.7 million at December 31, 2017. At December 31, 2018, the Company held one equity security2019 for which the fair value was determined using significant unobservable inputs (Level 3). A market approach using prices in trades of comparable securities was utilized to determine a fair value for the equity security of $43,000 at December 31, 2019. During 2019, one equity security was transferred from Level 1 to Level 3 as the security was no longer actively traded. The Company was subsequently able to obtain a quoted price from a pricing vendor for the equity security and it was transferred from Level 3 to Level 2.
TABLE OF CONTENTS
James River Group Holdings, LTD.At December 31, 2020, the Company held one bank loan participation and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

two equity securities for which the fair value was determined using significant unobservable inputs (Level 3). A market approach using prices in trades of comparable securities was utilized to determine a fair value of $214,000$980,000. During 2020, the Company was able to obtain a quoted price from a vendor for thetwo bank loan participations and one equity security at December 31, 2018.and transferred them to Level 2.
Transfers out of Level 3 occur when the Company is able to obtain reliable prices from pricing vendors for which the Company was previously unable to obtain reliable prices. Transfers in to Level 3 occur when the Company is unable to obtain reliable prices for securities from pricing vendors and instead must use broker price quotes.
There were no transfers between Level 1 and Level 2 during 2018, 20172020, 2019 or 2016.2018. The Company recognizes transfers between levels at the beginning of the reporting period.
There were no realized gains or losses includedIn connection with the adoption of ASU 2016-13, the Company elected the fair value option in earningsaccounting for the year ended December 31, 2018 attributablebank loan participations effective January 1, 2020. Prior to the change in unrealized gains or losses relatingelection, bank loan participations were classified as held-for-investment and carried at amortized cost net of any allowance for credit losses. Prior to Level 3 assets valued at fair value on a recurring basis that are still held at December 31, 2018.
TheJanuary 1, 2020, the Company measuresmeasured certain bank loan participations at fair value on a non-recurring basis during the year as part of the Company’sCompany's impairment evaluation when loans arewere determined by management to be impaired.
Assets measured at fair value on a nonrecurring basis are summarized below:
Fair Value Measurements Using
Quoted Prices
in Active
Markets for
Identical Assets
Level 1
 
Significant
Other
Observable
Inputs
Level 2
 
Significant
Unobservable
Inputs
Level 3
Total
(in thousands)
December 31, 2018



Bank loan participations held-for-investment$
 $
$
$
December 31, 2017       
Bank loan participations held-for-investment$
 $
$5,111
$5,111
Management concluded that none of the bank Bank loan participations held-for-investment were impaired as of December 31, 2018. At December 31, 2017, bank loan participations held for investment that were determined to be impaired were written down to their fair value of $5.1 million.at December 31, 2019 as shown below:
Fair Value Measurements Using
Quoted Prices
in Active
Markets for
Identical Assets
Level 1
Significant
Other
Observable
Inputs
Level 2
Significant
Unobservable
Inputs
Level 3
Total
(in thousands)
December 31, 2019
Bank loan participations held-for-investment$$$6,949 $6,949 
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TABLE OF CONTENTS
James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
In the determination of the fair value for bank loan participations and certain high yield bonds, the Company’s investment manager endeavors to obtain data from multiple external pricing sources. External pricing sources may include brokers, dealers and price data vendors that provide a composite price based on prices from multiple dealers. Such external pricing sources typically provide valuations for normal institutional size trading units of such securities using methods based on market transactions for comparable securities, and various relationships between securities, as generally recognized by institutional dealers. For investments in which the investment manager determines that only one external pricing source is appropriate or if only one external price is available, the relevant investment is generally recorded at fair value based on such price.
Investments for which external sources are not available or are determined by the investment manager not to be representative of fair value are recorded at fair value as determined by the Company, with input from its investment managers and valuation specialists as considered necessary. In determining the fair value of such investments, the Company considers one or more of the following factors: type of security held, convertibility or exchangeability of the security, redeemability of the security (including the timing of redemptions), application of industry accepted valuation models, recent trading activity, liquidity, estimates of liquidation value, purchase cost, and prices received for securities with similar terms of the same issuer or similar issuers. At December 31, 2018, thereThere were no investments for which external sources were unavailable to determine fair value. Atvalue as of December 31, 2017, there was one bank loan participation with an unpaid principal balance of $807,0002020 and a carrying value of zero for which external sources were unavailable to determine fair value.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

2019.
The carrying values and fair values of financial instruments are summarized below:
December 31,
December 31,
2018 2017
Carrying
Value
 
Fair
Value
 
Carrying
Value
 
Fair
Value
(in thousands)
20202019
Carrying
Value
Fair
Value
Carrying
Value
Fair
Value
(in thousands)
Assets

 
 
Assets
Fixed maturity securities, available-for-sale$1,184,202
$1,184,202
 $1,016,098
 $1,016,098
Fixed maturity securities, available-for-sale$1,783,642 $1,783,642 $1,433,626 $1,433,626 
Equity securities78,385
78,385
 82,522
 82,522
Equity securities88,975 88,975 80,735 80,735 
Fixed maturity securities, trading

 3,808
 3,808
Bank loan participations held-for-investment260,972
250,697
 238,214
 236,532
Bank loan participationsBank loan participations147,604 147,604 260,864 252,423 
Cash and cash equivalents172,457
172,457
 163,495
 163,495
Cash and cash equivalents162,260 162,260 206,912 206,912 
Restricted cash equivalentsRestricted cash equivalents859,920 859,920 1,199,164 1,199,164 
Short-term investments81,966
81,966
 36,804
 36,804
Short-term investments130,289 130,289 156,925 156,925 
Other invested assets – notes receivable13,250
18,687
 11,778
 17,104
Other invested assets – notes receivable4,500 5,302 13,250 18,756 
Liabilities   
 
Liabilities
Senior debt118,300
118,317
 98,300
 97,884
Senior debt262,300 250,953 158,300 158,043 
Junior subordinated debt104,055
117,057
 104,055
 116,569
Junior subordinated debt104,055 110,612 104,055 122,193 
The fair values of fixed maturity securities, and equity securities, and bank loan participations have been determined using quoted market prices for securities traded in the public market or prices using bid or closing prices for securities not traded in the public marketplace. The fair values of cash and cash equivalents and short-term investments approximate their carrying values due to their short-term maturity.
The fair values of other invested assets-notes receivable, senior debt, and Junior Subordinated Debtjunior subordinated debt at December 31, 20182020 and 20172019 were determined by calculating the present value of expected future cash flows under the terms of the note agreements or debt agreements, as applicable, discounted at an estimated market rate of interest at December 31, 20182020 and 2017,2019, respectively.
The fair values of bank loan participations held-for-investment, senior debt and Junior Subordinated Debtjunior subordinated debt at December 31, 20182020 and 20172019 were determined using inputs to the valuation methodology that are unobservable (Level 3).
19.
Statutory Matters
20.    Statutory Matters
U.S.
U.S. state insurance laws and regulations prescribe accounting practices for determining statutory net income and capital and surplus for insurance companies. In addition, state regulators may permit statutory accounting practices that differ from prescribed practices. Statutory accounting practices prescribed or permitted by regulatory authorities for the Company’s
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
insurance subsidiaries differ from U.S. GAAP. The principal differences between SAP and GAAP as they relate to the financial statements of the Company’s insurance subsidiaries are (a) policy acquisition costs are expensed as incurred under SAP, whereas they are deferred and amortized under GAAP, (b) certain assets are not admitted for purposes of determining surplus under SAP, (c) the classification and carrying amounts of investments in certain securities are different under SAP and GAAP, and (d) the criteria for providing asset valuation allowances and the methodologies used to determine the amount thereof are different under SAP and GAAP.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

Combined net income, statutory capital and surplus and minimum required statutory capital and surplus, as determined in accordance with statutory accounting practices, for the U.S. insurance subsidiaries as of December 31, 2018, 2017,2020, 2019, and 20162018 and for the years then ended are summarized as follows:
2018 2017 2016
(in thousands)
Statutory net income$6,770
 $31,881
 $13,468
Statutory capital and surplus241,668
 219,132
 184,859
Minimum required statutory capital and surplus24,850
 25,000
 25,000
202020192018
(in thousands)
Statutory net (loss) income$(710)$3,586 $6,770 
Statutory capital and surplus286,449 266,715 241,668 
Minimum required statutory capital and surplus100,170 111,208 24,850 
Risk-Based Capital (“RBC”) requirements promulgated by the National Association of Insurance Commissioners require property-casualty insurers to maintain minimum capitalization levels determined based on formulas incorporating various business risks of the insurance subsidiaries. As of December 31, 2018,2020, the insurance subsidiaries’ adjusted capital and surplus exceeds their authorized control level RBC.
Bermuda
The Company has two Bermuda-based insurance subsidiaries: JRG Re, a Class 3B insurer and Carolina Re, a Class 3A insurer.  Under the Bermuda Insurance Act 1978 and related regulations, an insurer must maintain minimum statutory capital and surplus at the greater of a minimum solvency margin (“MSM”) and the Enhanced Capital Requirement (“ECR”), which is the higher of the MSM and capital calculated by the Bermuda Solvency Capital Requirement (“BSCR”) model or an approved internal model.  The combined estimated Bermuda insurers minimum statutory solvency margin required at December 31, 20182020 was approximately $161.3$172.9 million (2017: $109.9(2019: $161.4 million). Actual combined statutory capital and surplus at December 31, 20182020 was $439.4$615.2 million (2017: $409.2(2019: $502.6 million). The insurers had combined statutory net income of $20.8 million for 2020, $53.2 million for 2019, and $86.5 million for 2018, $20.1 million for 2017, and $74.7 million for 2016.2018.  The combined ECR for the year ended December 31, 20172019 was $275.4$377.3 million.  The BSCR models for the year ended December 31, 20182020 will not be filed with the Bermuda Monetary Authority until April 30, 2019.2021.  The Company believes that the minimum statutory capital and surplus requirements will be met.
The insurers must also maintain a minimum liquidity ratio in which the value of its relevant assets is not less than 75.0% of the amount of its relevant liabilities for general business. Relevant assets include cash and cash equivalents, fixed maturities, quoted alternative investments, accrued interest income, premiums receivable, losses recoverable from reinsurers, and funds withheld. The relevant liabilities include total insurance provisions and other liabilities less deferred income taxes and letters of credit, guarantees and other instruments. As of December 31, 20182020 the minimum liquidity ratio requirements were met.
20.
Dividend Restrictions
21.    Dividend Restrictions
U.S.
The insurance statutes of the U.S.-based insurance subsidiaries’ states of domicile limit the amount of dividends that they may pay annually without first obtaining regulatory approval. Generally, the limitations are based on the greater of statutory net income for the preceding year or 10.0% of statutory surplus at the end of the preceding year. The maximum amount of dividends available to James River Group from its U.S. insurance subsidiaries during 20192021 without regulatory approval is $24.2$28.6 million. However, U.S. insurance regulators have broad powers to prevent the reduction of statutory surplus to inadequate levels and could refuse to permit the payment of dividends.
Distributions from the Company’s U.S.-based subsidiaries to its U.K. intermediate holding company, James River UK, are generally subject to a 5% dividend withholding tax. The payment of any dividends by the Company’s U.S.-based subsidiaries directly to a Bermuda-based entity is subject to U.S. taxes at a 30.0% tax rate. JRG Holdings has determined that earnings of its U.S. subsidiaries have been and will be indefinitely reinvested in U.S. operations.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 31, 2020, 2019, and 2018
Bermuda
The Bermuda Insurance Act of 1978 prohibits an insurer from declaring or paying a dividend if it is in breach of its minimum solvency margin, its enhanced capital requirement, or its minimum liquidity ratio, or if the declaration or payment of such dividend would cause such a breach.  An insurer can declare or pay dividends without prior regulatory approval up to 25% of the total statutory capital and surplus.  At December 31, 2018, thesurplus (as shown on its previous financial year's statutory balance sheet).  The maximum combined amount of dividends and return of capital that can be paid without prior regulatory approval wasfrom our Bermuda insurers at December 31, 2020 is calculated to be approximately $109.8$153.8 million. However, this dividend amount is subject to annual enhanced solvency requirement calculations.
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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016

As of December 31, 2018,2020, JRG Holdings had consolidated retained earnings of $79.8$49.2 million, all of which was available for the payment of dividends to shareholders.
21.
Other Related Party Transactions
22.    Other Related Party Transactions
The Company leases a commercial office building which houses the Company’s Richmond, Virginia operations under the terms of a non-cancelable lease from an entity with which it is affiliated. As a result of being deemed the owner for accounting purposes, the building is recorded as an asset and the related financing obligation is recorded as a liability on the accompanying consolidated balance sheets. Since the arrangement did not qualify for sale-lease back treatment upon completion of the asset’s construction, the Company continues to reduce the obligation over the lease term as payments are made and depreciates the asset over its useful life. Both the financing obligation and the lease had initial 10-year terms which started in 2007. In 2015, theThe term of the lease, and financing obligationwhich has been amended from time to time, runs through 2026. Operating costs under the lease were extended until 2026. The arrangements provide for 2% fixed annual rent increases.
Upon adoption of ASU 2016-02, Leases (Topic 842) on January 1, 2019, the Company will derecognize assets of $22.6$1.9 million, $2.1 million, and liabilities of $30.9$2.6 million associated with the above lease that was designated as build-to-suit under the previous guidance, and record a cumulative-effect adjustment to retained earnings of $8.3 million. The lease will be classified as an operating lease under the new standard. The Company will record a right-of-use asset and lease liability for the lease under the new standard.years ended December 31, 2020, 2019, and 2018, respectively.
The Non-Executive Chairman of the Board and former Chief Executive Officer of the Company ownspreviously owned a plane that the Company periodically leases.leased. Total fees paid by the Company for the use of this plane were $123,000 $314,000, and $246,000 forin 2018 2017, and 2016, respectively.(0ne in 2019 or 2020).
Upon the Company’s initial public offering in 2014, the Company entered into a consulting agreement (the “Consulting Agreement”) with one of the Company's Independent Directors. Under the terms of the Consulting Agreement, the director received $150,000 in 2016 and $37,500 in 2017 for investment and other business consulting services. The Consulting Agreement was terminated on March 31, 2017.
23.    Subsequent Events
22.Subsequent Events
On February 20, 2019,17, 2021, the Board of Directors declared a cash dividend of $0.30 per share. The dividend is payable on March 29, 201931, 2021 to shareholders of record on March 11, 2019.15, 2021.
On February 20, 2019,17, 2021, the Board of Directors granted awards under the 2014 LTIP and the 2014 Director Plan to the Company’s employees and directors. RSUs for 167,295138,936 shares were awarded with a fair value on the date of grant of $42.07$50.24 per share. The RSUs vest over one to three year periods, depending on the award.
On January 31, 2019,14, 2021, the Company repaid $20.0Company's Corporate and Other and Excess and Surplus Lines segments invested $5.0 million and $4.0 million, respectively, in notes receivable for renewable energy projects. The notes, issued by an entity for which two of unsecured borrowings on its 2017 Facility, reducing the balance of unsecured loans outstanding under the facility to $10.0 million.our recent former directors serve as officers, pay interest at 12% per annum and mature in 2025.
23.Unaudited Selected Quarterly Financial Data
The following is a summary of the unaudited quarterly results of operations:

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2018 Quarter 2018
First Second Third Fourth Year
(in thousands, except per share data)
Gross written premiums$298,116
 $293,378
 $279,969
 $295,310
$1,166,773
Total revenues218,344
 228,041
 224,692
 214,522
885,599
Net income15,633
 16,984
 19,581
 11,632
63,830
Comprehensive (loss) income(2,914) 10,426
 15,192
 18,923
41,627
Earnings per share:
 
 
 

Basic (1)
$0.53
 $0.57
 $0.65
 $0.39
$2.14
Diluted (1)
$0.52
 $0.56
 $0.64
 $0.38
$2.11

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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016


 2017 Quarter 2017
First Second Third Fourth Year
(in thousands, except per share data)
Gross written premiums$224,179
 $281,475
 $338,351
 $237,900
 $1,081,905
Total revenues176,402
 202,394
 220,866
 217,963
 817,625
Net income18,450
 14,541
 10,351
 224
 43,566
Comprehensive income (loss)22,484
 21,249
 11,067
 (2,015) 52,785
Earnings per share:
 
 
 
 
Basic (1)
$0.63
 $0.49
 $0.35
 $0.01
 $1.48
Diluted (1)
$0.61
 $0.48
 $0.34
 $0.01
 $1.44
For the second quarter of 2017, the Casualty Reinsurance segment was impacted by a correction of the accrual for a contingent commission liability and related commission expense. As a result of this correction, net income for the second quarter of 2017 was reduced by $2.0 million.
(1)Since the weighted-average shares for the quarter are calculated independently of the weighted-average shares for the year, quarterly earnings per share may not total to annual earnings per share.

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James River Group Holdings, LTD. and Subsidiaries

Notes to Consolidated Financial Statements
Years ended December 2018, 2017, and 2016


SCHEDULE I​I
JAMES RIVER GROUP HOLDINGS, LTD.
Summary of Investments—Other than Investments in Related Parties
Type of Investment 
Cost or
Amortized Cost
 
Fair
Value
 
Amount at
which shown
on Balance
Sheet(1)
 (in thousands)    
Fixed maturity securities, available-for-sale: 
 
 
State and municipal $147,160
 $149,295
 $149,295
Residential mortgage-backed 208,869
 204,109
 204,109
Corporate 534,024
 524,768
 524,768
Commercial mortgage and asset-backed 199,528
 197,025
 197,025
U.S. Treasury securities and obligations guaranteed by the U.S. government 107,803
 107,193
 107,193
Redeemable preferred stock 2,025
 1,812
 1,812
Total fixed maturity securities, available-for-sale 1,199,409
 1,184,202
 1,184,202
Equity securities, available-for-sale 

 

 

Preferred Stock 57,689
 60,740
 60,740
Common Stock 19,463
 17,645
 17,645
Total equity securities 77,152
 78,385
 78,385
Bank loan participations, held-for-investment, net of allowance 260,972
 250,697
 260,972
Short-term investments 81,966
 81,966
 81,966
Other invested assets     29,276
Total invested assets     $1,634,801
Type of InvestmentCost or
Amortized Cost
Fair
Value
Amount at
which shown
on Balance
Sheet(1)
(in thousands)
Fixed maturity securities, available-for-sale:
State and municipal$277,241 $296,405 $296,405 
Residential mortgage-backed286,104 293,848 293,848 
Corporate715,145 766,822 766,822 
Commercial mortgage and asset-backed314,911 326,719 326,719 
U.S. Treasury securities and obligations guaranteed by the U.S. government97,489 99,848 99,848 
Total fixed maturity securities, available-for-sale1,690,890 1,783,642 1,783,642 
Equity securities:
Preferred Stock54,228 67,495 67,495 
Common Stock27,470 21,480 21,480 
Total equity securities81,698 88,975 88,975 
Bank loan participations154,728 147,604 147,604 
Short-term investments130,289 130,289 130,289 
Other invested assets11,903 
Total invested assets$2,162,413 
(1)
Differences between the amounts in this column and the amounts in the consolidated balance sheet are due to this schedule excluding investments in related parties.
(1)    Differences between the amounts in this column and the amounts in the consolidated balance sheet are due to this schedule excluding investments in related parties.


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SCHEDULE II​II
JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES
Condensed Financial Information of Registrant
Balance Sheets (Parent Company)
December 31,
20202019
(in thousands)
Assets
Cash and cash equivalents$571 $1,521 
Investment in subsidiaries1,145,887 987,221 
Due from subsidiaries1,140 7,371 
Other assets3,116 2,842 
Total assets$1,150,714 $998,955 
Liabilities and shareholders’ equity
Liabilities:
Accrued expenses$1,824 $1,592 
Senior debt247,300 143,300 
Junior subordinated debt15,928 15,928 
Notes payable to subsidiary70,000 40,000 
Due to subsidiaries19,391 18,822 
Other liabilities663 732 
Total liabilities355,106 220,374 
Commitments and contingent liabilities00
Shareholders’ equity:
Class A common shares
Additional paid-in capital664,476 657,875 
Retained earnings49,227 89,586 
Accumulated other comprehensive income81,899 31,114 
Total shareholders’ equity795,608 778,581 
Total liabilities and shareholders’ equity$1,150,714 $998,955 
December 31,
2018 2017
(in thousands)
Assets
 
Cash and cash equivalents$240
 $2,849
Investment in subsidiaries882,407
 910,610
Due from subsidiaries5,775
 
Other assets1,579
 2,351
Total assets$890,001
 $915,810
Liabilities and shareholders’ equity  
Liabilities:  
Accrued expenses$2,322
 $1,406
Senior debt103,300
 83,300
Junior subordinated debt15,928
 15,928
Notes payable to subsidiary40,000
 100,000
Due to subsidiaries18,605
 20,043
Other liabilities605
 434
Total liabilities180,760
 221,111
Commitments and contingent liabilities


Shareholders’ equity:  
Class A common shares6
 6
Additional paid-in capital645,310
 636,149
Retained earnings79,753
 48,198
Accumulated other comprehensive (loss) income(15,828) 10,346
Total shareholders’ equity709,241
 694,699
Total liabilities and shareholders’ equity$890,001
 $915,810


See accompanying notes.
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SCHEDULE II​II
JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES
Condensed Financial Information of Registrant
Statements of Income and Comprehensive Income (Parent Company)
Year Ended December 31,
Year Ended December 31,
2018 2017 2016
(in thousands)
202020192018
(in thousands)
Revenues:     Revenues:
Other income$58
 $49
 $44
Other income$45 $61 $58 
Total revenues58
 49
 44
Total revenues45 61 58 
Expenses:     Expenses:
Other operating expenses13,768
 10,375
 9,467
Other operating expenses14,960 14,267 13,768 
Other expenses337
 640
 293
Other expenses337 
Interest expense5,122
 4,130
 3,974
Interest expense6,234 5,047 5,122 
Total expenses19,227
 15,145
 13,734
Total expenses21,194 19,314 19,227 
Loss before equity in net income of subsidiaries(19,169) (15,096) (13,690)Loss before equity in net income of subsidiaries(21,149)(19,253)(19,169)
Equity in net income of subsidiaries82,999
 58,662
 88,161
Equity in net income of subsidiaries25,973 57,592 82,999 
Net income$63,830
 $43,566
 $74,471
Net income$4,824 $38,339 $63,830 
Other comprehensive (loss) income:     
Equity in other comprehensive (losses) earnings of subsidiaries(22,203) 9,219
 (2,059)
Other comprehensive income (loss):Other comprehensive income (loss):
Equity in other comprehensive earnings (losses) of subsidiariesEquity in other comprehensive earnings (losses) of subsidiaries50,785 46,942 (22,203)
Total comprehensive income$41,627
 $52,785
 $72,412
Total comprehensive income$55,609 $85,281 $41,627 
See accompanying notes.
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SCHEDULE II​II
JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES
Condensed Financial Information of Registrant
Statements of Cash Flows (Parent Company)
Year Ended December 31,
202020192018
(in thousands)
Operating activities
Net income$4,824 $38,339 $63,830 
Adjustments to reconcile net income to net cash (used in) provided by operating activities:
Provision for depreciation and amortization216 182 176 
Share based compensation expense7,625 7,178 6,228 
Equity in undistributed earnings of subsidiaries(25,973)(49,592)6,000 
Changes in operating assets and liabilities6,433 (2,782)(5,653)
Net cash (used in) provided by operating activities(6,875)(6,675)70,581 
Investing activities
Net cash provided by investing activities
Financing activities
Dividends paid(37,051)(36,720)(36,123)
Senior debt issuance164,000 60,000 20,000 
Senior debt repayments(60,000)(20,000)
Subsidiary note issuance30,000 
Subsidiary note repayments(60,000)
Contribution to subsidiary(90,000)
Debt issue costs paid(711)
Issuances of common shares under equity incentive plans2,580 8,286 5,172 
Common share repurchases(3,604)(2,899)(2,239)
Net cash provided by (used in) financing activities5,925 7,956 (73,190)
Change in cash and cash equivalents(950)1,281 (2,609)
Cash and cash equivalents at beginning of period1,521 240 2,849 
Cash and cash equivalents at end of period$571 $1,521 $240 
Supplemental information
Interest paid$6,530 $5,710 $5,052 
Year Ended December 31,
2018 2017 2016
Operating activities     
Net income$63,830
 $43,566
 $74,471
Adjustments to reconcile net income to net cash provided by (used in) operating activities:     
Provision for depreciation and amortization176
 176
 157
Share based compensation expense6,228
 7,688
 5,492
Equity in undistributed earnings of subsidiaries6,000
 (23,662) (88,161)
Changes in operating assets and liabilities:(5,653) 684
 (1,889)
Net cash provided by (used in) operating activities70,581
 28,452
 (9,930)
Investing activities     
Dividends from subsidiaries
 20,000
 80,000
Net cash provided by investing activities
 20,000
 80,000
Financing activities     
Dividends paid(36,123) (50,832) (65,988)
Senior debt issuance20,000
 10,000
 
Senior debt repayments
 
 
Subsidiary note repayments(60,000) 
 
Debt issue costs paid
 
 (442)
Issuances of common shares under equity incentive plans5,172
 1,708
 2,260
Common share repurchases(2,239) (9,448) (4,907)
Net cash used in financing activities(73,190) (48,572) (69,077)
Change in cash and cash equivalents(2,609) (120) 993
Cash and cash equivalents at beginning of period2,849
 2,969
 1,976
Cash and cash equivalents at end of period$240
 $2,849
 $2,969
Supplemental information     
Interest paid$5,052
 $4,612
 $4,676
See accompanying notes.
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SCHEDULE II​II
JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES
Condensed Financial Information of Registrant
Notes to Condensed Financial Statements
1.Accounting Policies
1.    Accounting Policies
Organization
James River Group Holdings, Ltd. (the “Company”) is an exempted holding company registered in Bermuda, organized for the purpose of acquiring and managing insurance and reinsurance entities.
Basis of Presentation
The accompanying condensed financial statements have been prepared using the equity method. Under the equity method, the investment in consolidated subsidiaries is stated at cost plus equity in undistributed earnings of consolidated subsidiaries since the date of acquisition. These condensed financial statements should be read in conjunction with the Company’s consolidated financial statements.
Estimates and Assumptions
Preparation of the financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the financial statements and accompanying disclosures. Those estimates are inherently subject to change, and actual results may ultimately differ from those estimates.
Adopted Accounting Standards
EffectiveOn January 1, 2018,2020, the Company adopted ASU 2016-01, 2016-13, Financial Instruments - Overall (Subtopic 825-10)Credit Losses (Topic 326): Recognition and Measurement of Credit Losses on Financial Assets and Financial Liabilities. Among other things,Instruments, using the modified retrospective approach, by which a cumulative-effect adjustment was made to retained earnings as of the date of adoption. This update requires financial assets measured at amortized cost, such as bank loan participations held for investment, to be presented at the net amount expected to be collected by means of an allowance for credit losses that is reflected in net income. Credit losses relating to available-for-sale debt securities are recorded through an allowance for credit losses, with the amount of the allowance limited to the amount by which fair value is below amortized cost.
In connection with the adoption of this ASU, requires equity investments (except those accountedthe Company elected the fair value option in accounting for underbank loan participations effective January 1, 2020. The targeted transition relief offered by ASU 2019-05, Financial Instruments - Credit Losses (Topic 326): Targeted Transition Relief was applied to elect the equity methodfair value option to account for bank loan participations already held at the January 1, 2020 date of accounting or those that result in consolidation ofadoption. Under the investee) to befair value option, bank loan participations are measured at fair value, withand changes in fair value recognizedunrealized gains and losses in bank loan participations are reported in our income statement as net income. Uponrealized and unrealized gains (losses) on investments. At adoption on January 1, 2018,2020, the Company madereduced the carrying value of its bank loan portfolio to fair value through an $8.4 million adjustment with a $4.7$7.8 million cumulative-effect(net of tax) cumulative effect adjustment to increasereduce retained earnings and reduce accumulated other comprehensive income. Theearnings.
Upon adoption of this ASU, 2016-01 did not materially impact the Company's financial position, cash flows, or total comprehensive income. The Company's results of operations were impacted as changes in fair value of equity instruments are now presented in net income rather than other comprehensive (loss) income. For the year ended December 31, 2018, the respective impact on net income was a reduction of $4.7 million.
Effective January 1, 2018, the Company adopted ASU 2018-02, Income Statement - Reporting Comprehensive Income (Topic 220): Reclassificationestablished an allowance for credit losses on reinsurance balances through a $265,000 (net of Certain Tax Effects from Accumulated Other Comprehensive Income. This update was issued as a result of the enactment of Public Law No. 115-97, informally titled the Tax Cuts and Jobs Act (the "Tax Act"), on December 22, 2017. The ASU allows for the optiontax) cumulative effect adjustment to reclassify the stranded tax effects resulting from the implementation of the Tax Act out of accumulated other comprehensive income and into retained earnings. AsBecause we purchase reinsurance from financially strong reinsurers or we have collateral securing the recoverables, the effect of adoption of ASU 2016-01 in 2018 resulted in the reclassification of the entire unrealized balance on equity securities from accumulated other comprehensive income into retained earnings, only the stranded tax effects on the unrealized balances of fixed income securities were impacted by the adoption of ASU 2018-02. The reclassification resulted in a $711,000 decreasewas not material to the Company's retained earnings with a corresponding increase to accumulated other comprehensive income in the first quarter of 2018.our financial position.




F-55

TABLE OF CONTENTS

SCHEDULE III​III
JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES
Supplementary Insurance Information
(in thousands)
Deferred
Policy
Acquisition
Costs
Reserve
for Losses
and Loss
Adjustment
Expenses
Unearned
Premiums
Net
Earned
Premiums
Net
Investment
Income
Losses
and Loss
Adjustment
Expenses
Amortization
of Policy
Acquisition
Costs
Other
Operating
Expenses
Net
Written
Premiums
December 31, 2020
Excess and Surplus Lines$25,875 $1,276,054 $345,976 $415,168 $18,664 $318,467 $49,387 $88,520 $450,346 
Specialty Admitted(3,073)600,309 136,355 57,505 3,392 41,928 (4,525)13,213 59,884 
Casualty Reinsurance40,151 315,717 148,040 134,133 42,554 118,150 30,716 34,347 137,544 
Corporate and Other8,758 29,418 
Total$62,953 $2,192,080 $630,371 $606,806 $73,368 $478,545 $75,578 $165,498 $647,774 
December 31, 2019
Excess and Surplus Lines$24,428 $1,245,581 $267,924 $625,528 $21,358 $528,133 $49,720 $87,326 $685,814 
Specialty Admitted(2,902)511,027 115,606 54,338 3,802 34,860 (3,560)13,986 58,637 
Casualty Reinsurance40,480 288,898 140,847 143,880 46,325 109,109 37,733 41,932 151,699 
Corporate and Other4,167 27,664 
Total$62,006 $2,045,506 $524,377 $823,746 $75,652 $672,102 $83,893 $170,908 $896,150 
December 31, 2018
Excess and Surplus Lines$16,736 $960,562 $175,231 $555,684 $14,456 $437,904 $48,299 $88,865 $571,098 
Specialty Admitted(1,829)426,315 84,659 55,146 3,262 32,623 (1,792)15,551 55,840 
Casualty Reinsurance39,543 274,582 126,583 204,568 38,838 129,749 64,596 69,716 135,734 
Corporate and Other4,700 26,903 
Total$54,450 $1,661,459 $386,473 $815,398 $61,256 $600,276 $111,103 $201,035 $762,672 
F-56
Deferred
Policy
Acquisition
Costs
 Reserve
for Losses
and Loss
Adjustment
Expenses
 Unearned
Premiums
 Net
Earned
Premiums
 Net
Investment
Income
 Losses
and Loss
Adjustment
Expenses
 Amortization
of Policy
Acquisition
Costs
 Other
Operating
Expenses
 Net
Written
Premiums
December 31, 2018
 
 
 
 
 
 
 
 
Excess and Surplus Lines$16,736
 $960,562
 $175,231
 $555,684
 $14,456
 $437,904
 $48,299
 $88,865
 $571,098
Specialty Admitted(1,829) 426,315
 84,659
 55,146
 3,262
 32,623
 (1,792) 15,551
 55,840
Casualty Reinsurance39,543
 274,582
 126,583
 204,568
 38,838
 129,749
 64,596
 69,716
 135,734
Corporate and Other
 
 
 
 4,700
 
 
 26,903
 
Total$54,450
 $1,661,459
 $386,473
 $815,398
 $61,256
 $600,276
 $111,103
 $201,035
 $762,672
December 31, 2017                 
Excess and Surplus Lines$17,050
 $759,043
 $149,047
 $463,521
 $15,014
 $371,717
 $45,158
 $79,136
 $469,891
Specialty Admitted(725) 271,446
 73,649
 68,110
 2,532
 44,863
 5,605
 20,081
 60,957
Casualty Reinsurance56,040
 261,860
 195,418
 209,478
 31,507
 138,797
 65,238
 72,446
 235,778
Corporate and Other
 
 
 
 12,066
 
 
 25,330
 
Total$72,365
 $1,292,349
 $418,114
 $741,109
 $61,119
 $555,377
 $116,001
 $196,993
 $766,626
December 31, 2016                 
Excess and Surplus Lines$14,808
 $575,280
 $137,290
 $301,404
 $18,051
 $188,768
 $46,669
 $75,467
 $316,922
Specialty Admitted1,767
 128,795
 84,156
 52,281
 2,542
 30,897
 5,968
 18,512
 55,803
Casualty Reinsurance48,214
 239,790
 169,117
 161,978
 27,257
 105,756
 48,987
 56,416
 184,983
Corporate and Other
 
 
 
 4,788
 
 
 20,433
 
Total$64,789
 $943,865
 $390,563
 $515,663
 $52,638
 $325,421
 $101,624
 $170,828
 $557,708

TABLE OF CONTENTS

SCHEDULE IV​IV
JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES
Reinsurance
Direct
Amount
Ceded
to Other
Companies
Assumed
from Other
Companies
Net
Amount
Percentage
of Amount
Assumed
to Net
(in thousands)
Year Ended December 31, 2020
Excess and Surplus Lines Written Premiums$699,143 $248,797 $$450,346 
Specialty Admitted Written Premiums404,851 348,807 3,840 59,884 6.4 %
Casualty Reinsurance Written Premiums11,622 149,166 137,544 108.4 %
Total Written Premiums$1,103,994 $609,226 $153,006 $647,774 23.6 %
Year Ended December 31, 2019
Excess and Surplus Lines Written Premiums$922,320 $236,506 $$685,814 
Specialty Admitted Written Premiums383,628 329,005 4,014 58,637 6.8 %
Casualty Reinsurance Written Premiums9,074 160,773 151,699 106.0 %
Total Written Premiums$1,305,948 $574,585 $164,787 $896,150 18.4 %
Year Ended December 31, 2018
Excess and Surplus Lines Written Premiums$656,538 $85,440 $$571,098 
Specialty Admitted Written Premiums370,684 318,506 3,662 55,840 6.6 %
Casualty Reinsurance Written Premiums155 135,889 135,734 100.1 %
Total Written Premiums$1,027,222 $404,101 $139,551 $762,672 18.3 %
F-57
Direct
Amount
 
Ceded
to Other
Companies
 
Assumed
from Other
Companies
 
Net
Amount
 
Percentage
of Amount
Assumed
to Net
(in thousands)
Year Ended December 31, 2018
 
 
 
 
Excess and Surplus Lines Written Premiums$656,538
 $85,440
 $
 $571,098
 
Specialty Admitted Written Premiums370,684
 318,506
 3,662
 55,840
 6.6%
Casualty Reinsurance Written Premiums
 155
 135,889
 135,734
 100.1%
Total Written Premiums$1,027,222
 $404,101
 $139,551
 $762,672
 18.3%
Year Ended December 31, 2017
 
 
 
  
Excess and Surplus Lines Written Premiums$530,077
 $60,229
 $43
 $469,891
 
Specialty Admitted Written Premiums313,642
 255,473
 2,788
 60,957
 4.6%
Casualty Reinsurance Written Premiums
 (423) 235,355
 235,778
 99.8%
Total Written Premiums$843,719
 $315,279
 $238,186
 $766,626
 31.1%
Year Ended December 31, 2016
 
 
 
  
Excess and Surplus Lines Written Premiums$370,802
 $53,922
 $42
 $316,922
 
Specialty Admitted Written Premiums178,898
 126,418
 3,323
 55,803
 6.0%
Casualty Reinsurance Written Premiums
 (650) 184,333
 184,983
 99.6%
Total Written Premiums$549,700
 $179,690
 $187,698
 $557,708
 33.7%

TABLE OF CONTENTS

SCHEDULE V​V
JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES
Valuation and Qualifying Accounts
Balance
at Beginning
of Period
Additions
Amounts
Charged to
Expense
Deductions
Amounts
Written Off
or Disposals
Balance
at End
of Period
(in thousands)
Year Ended December 31, 2020
Allowance for Credit Losses on Premiums Receivable and Agents' Balances$5,659 $3,318 $(660)$8,317 
Allowance for Credit Losses on Bank Loans7,181 (7,181)
Total$12,840 $3,318 $(7,841)$8,317 
Year Ended December 31, 2019
Allowance for Credit Losses on Premiums Receivable and Agents' Balances$3,948 $2,523 $(812)$5,659 
Allowance for Credit Losses on Bank Loans8,898 (1,717)7,181 
Total$3,948 $11,421 $(2,529)$12,840 
Year Ended December 31, 2018
Allowance for Credit Losses on Premiums Receivable and Agents' Balances$2,757 $1,504 $(313)$3,948 
Allowance for Credit Losses on Bank Loans3,219 950 (4,169)
Total$5,976 $2,454 $(4,482)$3,948 
In connection with the adoption of ASU 2016-13, the Company elected the fair value option in accounting for bank loan participations effective January 1, 2020. Under the fair value option, bank loan participations are measured at fair value, and changes in unrealized gains and losses in bank loan participations are reported in our income statement as net realized and unrealized gains (losses) on investments.
F-58
Balance
at Beginning
of Period
 
Additions
Amounts
Charged to
Expense
 
Deductions
Amounts
Written Off
or Disposals
 
Balance
at End
of Period
(in thousands)
Year Ended December 31, 2018
 
 
 
Allowance for Doubtful Accounts$2,757
 $1,504
 $(313) $3,948
Allowance for Credit Losses on Bank Loans3,219
 950
 (4,169) 
Total$5,976
 $2,454
 $(4,482) $3,948
Year Ended December 31, 2017
 
 
 
Allowance for Doubtful Accounts$2,136
 $1,029
 $(408) $2,757
Allowance for Credit Losses on Bank Loans943
 2,424
 (148) 3,219
Total$3,079
 $3,453
 $(556) $5,976
Year Ended December 31, 2016
 
 
 
Allowance for Doubtful Accounts$2,778
 $814
 $(1,456) $2,136
Allowance for Credit Losses on Bank Loans4,310
 (791) (2,576) 943
Total$7,088
 $23
 $(4,032) $3,079

TABLE OF CONTENTS

SCHEDULE VI​VI
JAMES RIVER GROUP HOLDINGS, LTD. AND SUBSIDIARIES
Supplementary Information Concerning Property Casualty Insurance Operations
Year Ended December 31,
Year Ended December 31,
2018 2017 2016
(in thousands)
202020192018
(in thousands)
Deferred policy acquisition costs$54,450
 $72,365
 $64,789
Deferred policy acquisition costs$62,953 $62,006 $54,450 
Reserve for losses and loss adjustment expenses1,661,459
 1,292,349
 943,865
Reserve for losses and loss adjustment expenses2,192,080 2,045,506 1,661,459 
Unearned premiums386,473
 418,114
 390,563
Unearned premiums630,371 524,377 386,473 
Net earned premiums815,398
 741,109
 515,663
Net earned premiums606,806 823,746 815,398 
Net investment income61,256
 61,119
 52,638
Net investment income73,368 75,652 61,256 
Losses and loss adjustment expenses incurred:     Losses and loss adjustment expenses incurred:
Current year582,604
 533,905
 349,137
Current year386,341 603,094 582,604 
Prior year17,672
 21,472
 (23,716)Prior year92,204 69,008 17,672 
Total losses and loss adjustment expenses incurred600,276
 555,377
 325,421
Total losses and loss adjustment expenses incurred478,545 672,102 600,276 
Amortization of policy acquisition costs111,103
 116,001
 101,624
Amortization of policy acquisition costs75,578 83,893 111,103 
Paid losses and loss adjustment expenses, net of reinsurance396,013
 326,680
 217,827
Paid losses and loss adjustment expenses, net of reinsurance469,945 488,729 396,013 
Net written premiums762,672
 766,626
 557,708
Net written premiums647,774 896,150 762,672 
F-61
F-59