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Global Indemnity Group, LLC - Quarter Report: 2022 June (Form 10-Q)

 

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

 

FORM 10-Q

 

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

For the Quarterly Period Ended June 30, 2022

OR

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

For the Transition Period from                to

001-34809

Commission File Number

 

GLOBAL INDEMNITY GROUP, LLC

(Exact name of registrant as specified in its charter)

 

 

Delaware

85-2619578

(State or other jurisdiction

of incorporation or organization)

(I.R.S. Employer Identification No.)

Three Bala Plaza East, Suite 300

Bala Cynwyd, PA

19004 

(Address of principal executive office including zip code)

Registrant's telephone number, including area code:  (610) 664-1500

 

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 No

Indicate by check mark whether the registrant 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 registrant was required to submit such files.).  Yes No

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

 

Large accelerated filer

;

 

Accelerated filer

;

 

 

 

 

 

Non-accelerated filer

;

 

Smaller reporting company

;

 

 

 

 

 

Emerging growth company

 

 

 

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

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

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

Title of each class

Trading Symbol

Name of each exchange on which registered

Class A Common Shares

GBLI

New York Stock Exchange

 

As of July 28, 2022, the registrant had outstanding 10,642,307 Class A Common Shares and 3,947,206 Class B Common Shares.  

 

 

 


 

TABLE OF CONTENTS

 

 

 

 

 

Page

 

PART I – FINANCIAL INFORMATION

 

 

 

 

 

 

 

Item 1.

 

Financial Statements:

 

3

 

 

 

 

 

 

 

Consolidated Balance Sheets
As of June 30, 2022 (Unaudited) and December 31, 2021

 

3

 

 

 

 

 

 

 

Consolidated Statements of Operations
Quarters and Six Months Ended June 30, 2022 (Unaudited) and June 30, 2021 (Unaudited)

 

4

 

 

 

 

 

 

 

Consolidated Statements of Comprehensive Income (Loss)
Quarters and Six Months Ended June 30, 2022 (Unaudited) and June 30, 2021 (Unaudited)

 

5

 

 

 

 

 

 

 

Consolidated Statements of Changes in Shareholders’ Equity
Quarters and Six Months Ended June 30, 2022 (Unaudited) and June 30, 2021 (Unaudited)

 

6

 

 

 

 

 

 

 

Consolidated Statements of Cash Flows
Six Months Ended June 30, 2022 (Unaudited) and June 30, 2021 (Unaudited)

 

7

 

 

 

 

 

 

 

Notes to Consolidated Financial Statements (Unaudited)

 

8

 

 

 

 

 

Item 2.

 

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

 

38

 

 

 

 

 

Item 3.

 

Quantitative and Qualitative Disclosures about Market Risk

 

57

 

 

 

 

 

Item 4.

 

Controls and Procedures

 

57

 

 

 

 

 

PART II – OTHER INFORMATION

 

 

 

 

 

 

 

Item 1.

 

Legal Proceedings

 

58

 

 

 

 

 

Item 1A.

 

Risk Factors

 

58

 

 

 

 

 

Item 2.

 

Unregistered Sales of Equity Securities and Use of Proceeds

 

58

 

 

 

 

 

Item 3.

 

Defaults Upon Senior Securities

 

58

 

 

 

 

 

Item 4.

 

Mine Safety Disclosures

 

58

 

 

 

 

 

Item 5.

 

Other Information

 

58

 

 

 

 

 

Item 6.

 

Exhibits

 

59

 

 

 

 

 

Signature

 

60

 

 

2


 

PART I – FINANCIAL INFORMATION

Item 1.  Financial Statements

GLOBAL INDEMNITY GROUP, LLC

Consolidated Balance Sheets

(In thousands, except share amounts)

 

 

 

(Unaudited)

June 30, 2022

 

 

December 31, 2021

 

ASSETS

 

 

 

 

 

 

 

 

Fixed maturities:

 

 

 

 

 

 

 

 

Available for sale, at fair value (amortized cost: $1,151,195 and $1,193,746; net of allowance for expected credit losses of $0 at June 30, 2022 and December 31, 2021)

 

$

1,118,129

 

 

$

1,201,866

 

Equity securities, at fair value

 

 

17,870

 

 

 

99,978

 

Other invested assets

 

 

140,197

 

 

 

152,651

 

Total investments

 

 

1,276,196

 

 

 

1,454,495

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

59,842

 

 

 

78,278

 

Premium receivables, net of allowance for expected credit losses of $2,919 at June 30, 2022 and $2,996 at December 31, 2021

 

 

161,959

 

 

 

128,444

 

Reinsurance receivables, net of allowance for expected credit losses of $8,992 at June 30, 2022 and December 31, 2021

 

 

104,064

 

 

 

99,864

 

Funds held by ceding insurers

 

 

23,906

 

 

 

27,958

 

Deferred federal income taxes

 

 

49,671

 

 

 

37,329

 

Deferred acquisition costs

 

 

70,089

 

 

 

60,331

 

Intangible assets

 

 

20,068

 

 

 

20,261

 

Goodwill

 

 

5,398

 

 

 

5,398

 

Prepaid reinsurance premiums

 

 

51,538

 

 

 

53,494

 

Lease right of use assets

 

 

15,040

 

 

 

16,051

 

Other assets

 

 

24,008

 

 

 

30,906

 

Total assets

 

$

1,861,779

 

 

$

2,012,809

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Liabilities:

 

 

 

 

 

 

 

 

Unpaid losses and loss adjustment expenses

 

$

804,661

 

 

$

759,904

 

Unearned premiums

 

 

336,677

 

 

 

316,566

 

Ceded balances payable

 

 

14,755

 

 

 

35,340

 

Payable for securities purchased

 

 

9,564

 

 

 

794

 

Contingent commissions

 

 

6,328

 

 

 

7,903

 

Debt

 

 

 

 

 

126,430

 

Lease liabilities

 

 

17,912

 

 

 

19,079

 

Other liabilities

 

 

30,602

 

 

 

40,172

 

Total liabilities

 

$

1,220,499

 

 

$

1,306,188

 

 

 

 

 

 

 

 

 

 

Commitments and contingencies (Note 11)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity:

 

 

 

 

 

 

 

 

Series A cumulative fixed rate preferred shares, $1,000 par value; 100,000,000 shares authorized, shares issued and outstanding: 4,000 and 4,000 shares, respectively, liquidation preference: $1,000 per share and $1,000 per share, respectively

 

 

4,000

 

 

 

4,000

 

Common shares: no par value; 900,000,000 common shares authorized; class A common shares issued: 10,675,757 and 10,574,589 respectively; class A common shares outstanding: 10,642,307 and 10,557,093, respectively; class B common shares issued and outstanding: 3,947,206 and 3,947,206, respectively

 

 

 

 

 

 

Additional paid-in capital

 

 

450,052

 

 

 

447,406

 

Accumulated other comprehensive income (loss), net of tax

 

 

(26,625

)

 

 

6,404

 

Retained earnings

 

 

214,757

 

 

 

249,301

 

Class A common shares in treasury, at cost: 33,450 and 17,496 shares, respectively

 

 

(904

)

 

 

(490

)

Total shareholders’ equity

 

 

641,280

 

 

 

706,621

 

Total liabilities and shareholders’ equity

 

$

1,861,779

 

 

$

2,012,809

 

 

See accompanying notes to consolidated financial statements.

3


GLOBAL INDEMNITY GROUP, LLC

Consolidated Statements of Operations

(In thousands, except shares and per share data)

 

 

 

(Unaudited)

Quarters Ended June 30,

 

 

(Unaudited)

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross written premiums

 

$

196,823

 

 

$

175,236

 

 

$

387,806

 

 

$

338,794

 

Ceded written premiums

 

 

(29,665

)

 

 

(14,583

)

 

 

(61,166

)

 

 

(30,458

)

Net written premiums

 

 

167,158

 

 

 

160,653

 

 

 

326,640

 

 

 

308,336

 

Change in net unearned premiums

 

 

(11,409

)

 

 

(11,245

)

 

 

(22,068

)

 

 

(15,228

)

Net earned premiums

 

 

155,749

 

 

 

149,408

 

 

 

304,572

 

 

 

293,108

 

Net investment income

 

 

1,930

 

 

 

10,633

 

 

 

8,522

 

 

 

20,469

 

Net realized investment gains (losses)

 

 

(9,916

)

 

 

3,833

 

 

 

(35,301

)

 

 

7,652

 

Other income

 

 

97

 

 

 

521

 

 

 

523

 

 

 

898

 

Total revenues

 

 

147,860

 

 

 

164,395

 

 

 

278,316

 

 

 

322,127

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net losses and loss adjustment expenses

 

 

92,618

 

 

 

90,938

 

 

 

177,313

 

 

 

181,721

 

Acquisition costs and other underwriting expenses

 

 

61,098

 

 

 

57,213

 

 

 

117,790

 

 

 

111,977

 

Corporate and other operating expenses

 

 

2,993

 

 

 

6,329

 

 

 

7,653

 

 

 

10,605

 

Interest expense

 

 

410

 

 

 

2,696

 

 

 

3,005

 

 

 

5,291

 

Loss on extinguishment of debt

 

 

3,529

 

 

 

 

 

 

3,529

 

 

 

 

Income (loss) before income taxes

 

 

(12,788

)

 

 

7,219

 

 

 

(30,974

)

 

 

12,533

 

Income tax expense (benefit)

 

 

(626

)

 

 

844

 

 

 

(4,039

)

 

 

641

 

Net income (loss)

 

$

(12,162

)

 

$

6,375

 

 

$

(26,935

)

 

$

11,892

 

Less: preferred stock distributions

 

 

110

 

 

 

110

 

 

 

220

 

 

 

220

 

Net income (loss) available to common shareholders

 

$

(12,272

)

 

$

6,265

 

 

$

(27,155

)

 

$

11,672

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Per share data:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss) available to common shareholders (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

(0.84

)

 

$

0.43

 

 

$

(1.87

)

 

$

0.81

 

Diluted

 

$

(0.84

)

 

$

0.43

 

 

$

(1.87

)

 

$

0.80

 

Weighted-average number of shares outstanding

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

14,543,234

 

 

 

14,412,446

 

 

 

14,529,170

 

 

 

14,396,523

 

Diluted

 

 

14,543,234

 

 

 

14,681,731

 

 

 

14,529,170

 

 

 

14,651,124

 

Cash distributions declared per common share

 

$

0.25

 

 

$

0.25

 

 

$

0.50

 

 

$

0.50

 

 

(1)

For the quarter and six months ended June 30, 2022, “weighted average shares outstanding – basic” was used to calculate “diluted earnings per share” due to a net loss for the period.

 

See accompanying notes to consolidated financial statements.

 

4


 

GLOBAL INDEMNITY GROUP, LLC

Consolidated Statements of Comprehensive Income (Loss)

(In thousands)

 

 

 

(Unaudited)

Quarters Ended June 30,

 

 

(Unaudited)

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Net income (loss)

 

$

(12,162

)

 

$

6,375

 

 

$

(26,935

)

 

$

11,892

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Other comprehensive income (loss), net of tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Unrealized holding gains (losses)

 

 

(21,503

)

 

 

9,477

 

 

 

(63,876

)

 

 

(15,701

)

Reclassification adjustment for losses included in net income (loss)

 

 

7,877

 

 

 

(295

)

 

 

30,962

 

 

 

521

 

Unrealized foreign currency translation gains (losses)

 

 

(227

)

 

 

(67

)

 

 

(115

)

 

 

(160

)

Other comprehensive income (loss), net of tax

 

 

(13,853

)

 

 

9,115

 

 

 

(33,029

)

 

 

(15,340

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Comprehensive income (loss), net of tax

 

$

(26,015

)

 

$

15,490

 

 

$

(59,964

)

 

$

(3,448

)

 

See accompanying notes to consolidated financial statements.

5


GLOBAL INDEMNITY GROUP, LLC

 

Consolidated Statements of Changes in Shareholders’ Equity

(In thousands, except share amounts)

 

 

 

(Unaudited)

Quarters Ended June 30,

 

 

(Unaudited)

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Number of Series A Cumulative Fixed Rate Preferred Shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number at beginning and end of period

 

 

4,000

 

 

 

4,000

 

 

 

4,000

 

 

 

4,000

 

Number of class A common shares issued:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number at beginning of period

 

 

10,614,555

 

 

 

10,303,832

 

 

 

10,574,589

 

 

 

10,263,722

 

Common shares issued under share incentive plans, net of forfeitures

 

 

35,442

 

 

 

22,540

 

 

 

50,598

 

 

 

42,644

 

Common shares issued to directors

 

 

25,760

 

 

 

19,738

 

 

 

50,570

 

 

 

39,744

 

Share conversion

 

 

 

 

 

186,160

 

 

 

 

 

 

186,160

 

Number at end of period

 

 

10,675,757

 

 

 

10,532,270

 

 

 

10,675,757

 

 

 

10,532,270

 

Number of class B common shares issued:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number at beginning of period

 

 

3,947,206

 

 

 

4,133,366

 

 

 

3,947,206

 

 

 

4,133,366

 

Share conversion

 

 

 

 

 

(186,160

)

 

 

 

 

 

(186,160

)

Number at end of period

 

 

3,947,206

 

 

 

3,947,206

 

 

 

3,947,206

 

 

 

3,947,206

 

Par value of Series A Cumulative Fixed Rate Preferred Shares

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning and end of period

 

$

4,000

 

 

$

4,000

 

 

$

4,000

 

 

$

4,000

 

Additional paid-in capital:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

448,266

 

 

$

446,199

 

 

$

447,406

 

 

$

445,051

 

Share compensation plans

 

 

1,786

 

 

 

1,605

 

 

 

2,646

 

 

 

2,753

 

Balance at end of period

 

$

450,052

 

 

$

447,804

 

 

$

450,052

 

 

$

447,804

 

Accumulated other comprehensive income (loss), net of deferred income tax:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

(12,772

)

 

$

9,853

 

 

$

6,404

 

 

$

34,308

 

Other comprehensive income (loss):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Change in unrealized holding gains (losses)

 

 

(13,626

)

 

 

9,182

 

 

 

(32,914

)

 

 

(15,180

)

Unrealized foreign currency translation gains (losses)

 

 

(227

)

 

 

(67

)

 

 

(115

)

 

 

(160

)

Other comprehensive income (loss)

 

 

(13,853

)

 

 

9,115

 

 

 

(33,029

)

 

 

(15,340

)

Balance at end of period

 

$

(26,625

)

 

$

18,968

 

 

$

(26,625

)

 

$

18,968

 

Retained earnings:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

230,771

 

 

$

236,688

 

 

$

249,301

 

 

$

234,965

 

Net income (loss)

 

 

(12,162

)

 

 

6,375

 

 

 

(26,935

)

 

 

11,892

 

Preferred share distributions

 

 

(110

)

 

 

(110

)

 

 

(220

)

 

 

(220

)

Distributions to shareholders ($0.25 per share per quarter in 2022 and 2021)

 

 

(3,742

)

 

 

(3,681

)

 

 

(7,389

)

 

 

(7,365

)

Balance at end of period

 

$

214,757

 

 

$

239,272

 

 

$

214,757

 

 

$

239,272

 

Number of treasury shares:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Number at beginning of period

 

 

22,277

 

 

 

9,993

 

 

 

17,496

 

 

 

 

Class A common shares purchased

 

 

11,173

 

 

 

7,100

 

 

 

15,954

 

 

 

16,915

 

Forfeited shares

 

 

 

 

 

 

 

 

 

 

 

178

 

Number at end of period

 

 

33,450

 

 

 

17,093

 

 

 

33,450

 

 

 

17,093

 

Treasury shares, at cost:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of period

 

$

(610

)

 

$

(283

)

 

$

(490

)

 

$

 

Class A common shares purchased, at cost

 

 

(294

)

 

 

(196

)

 

 

(414

)

 

 

(479

)

Balance at end of period

 

$

(904

)

 

$

(479

)

 

$

(904

)

 

$

(479

)

Total shareholders’ equity

 

$

641,280

 

 

$

709,565

 

 

$

641,280

 

 

$

709,565

 

 

See accompanying notes to consolidated financial statements.

6


GLOBAL INDEMNITY GROUP, LLC

Consolidated Statements of Cash Flows

(In thousands)

 

 

 

(Unaudited)

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

Cash flows from operating activities:

 

 

 

 

 

 

 

 

Net income (loss)

 

$

(26,935

)

 

$

11,892

 

Adjustments to reconcile net income (loss) to net cash provided by operating activities:

 

 

 

 

 

 

 

 

Amortization and depreciation

 

 

3,265

 

 

 

4,176

 

Amortization of debt issuance costs

 

 

41

 

 

 

71

 

Restricted stock and stock option expense

 

 

2,646

 

 

 

2,753

 

Deferred federal income taxes

 

 

(4,039

)

 

 

641

 

Amortization of bond premium and discount, net

 

 

1,628

 

 

 

3,043

 

Net realized investment (gains) losses

 

 

35,301

 

 

 

(7,652

)

Loss on extinguishment of debt

 

 

3,529

 

 

 

 

(Income) loss from equity method investments, net of distributions

 

 

5,913

 

 

 

(1,658

)

Changes in:

 

 

 

 

 

 

 

 

Premium receivables, net

 

 

(33,515

)

 

 

(14,501

)

Reinsurance receivables, net

 

 

(4,200

)

 

 

(1,539

)

Funds held by ceding insurers

 

 

3,905

 

 

 

11,485

 

Unpaid losses and loss adjustment expenses

 

 

44,757

 

 

 

34,807

 

Unearned premiums

 

 

20,111

 

 

 

17,489

 

Ceded balances payable

 

 

(20,585

)

 

 

5,396

 

Other assets and liabilities

 

 

(3,986

)

 

 

(8,377

)

Contingent commissions

 

 

(1,575

)

 

 

(4,412

)

Deferred acquisition costs

 

 

(9,758

)

 

 

(3,866

)

Prepaid reinsurance premiums

 

 

1,956

 

 

 

(2,260

)

Net cash provided by operating activities

 

 

18,459

 

 

 

47,488

 

Cash flows from investing activities:

 

 

 

 

 

 

 

 

Proceeds from sale of fixed maturities

 

 

829,205

 

 

 

636,040

 

Proceeds from sale of equity securities

 

 

88,726

 

 

 

42,821

 

Proceeds from maturity of fixed maturities

 

 

42,483

 

 

 

38,459

 

Proceeds from maturity of preferred stock

 

 

 

 

 

666

 

Proceeds from other invested assets

 

 

6,542

 

 

 

2,673

 

Amounts received (paid) in connection with derivatives

 

 

4,490

 

 

 

(276

)

Purchases of fixed maturities

 

 

(860,076

)

 

 

(680,805

)

Purchases of equity securities

 

 

(10,376

)

 

 

(27,402

)

Purchases of other invested assets

 

 

 

 

 

(70,000

)

Net cash provided by (used for) investing activities

 

 

100,994

 

 

 

(57,824

)

Cash flows from financing activities:

 

 

 

 

 

 

 

 

Distributions paid to common shareholders

 

 

(7,255

)

 

 

(7,219

)

Distributions paid to preferred shareholders

 

 

(220

)

 

 

(220

)

Purchases of class A common shares

 

 

(414

)

 

 

(479

)

Redemption of subordinated notes

 

 

(130,000

)

 

 

 

Net cash used for financing activities

 

 

(137,889

)

 

 

(7,918

)

Net change in cash and cash equivalents

 

 

(18,436

)

 

 

(18,254

)

Cash and cash equivalents at beginning of period

 

 

78,278

 

 

 

67,359

 

Cash and cash equivalents at end of period

 

$

59,842

 

 

$

49,105

 

 

See accompanying notes to consolidated financial statements.

 

7


GLOBAL INDEMNITY GROUP, LLC

 

1.

Principles of Consolidation and Basis of Presentation

 

Global Indemnity Group, LLC (“Global Indemnity” or “the Company”), a Delaware limited liability company formed on June 23, 2020, replaced Global Indemnity Limited, incorporated in the Cayman Islands as an exempted company with limited liability, as the ultimate parent company of the Global Indemnity group of companies as a result of a redomestication transaction completed on August 28, 2020.  Global Indemnity Group, LLC’s class A common shares are publicly traded on the New York Stock Exchange under the ticker symbol GBLI.  Global Indemnity Group, LLC’s predecessors have been publicly traded since 2003. See Note 2 of the notes to the consolidated financial statements in Item 8 Part II of the Company’s 2021 Annual Report on Form 10-K for additional information regarding the redomestication.

 

On August 8, 2022, the Company sold the renewal rights related to all business lines within its Farm, Ranch & Stable segment for business written on or after August 8, 2022 to Everett Cash Mutual Insurance Company. During the 2nd quarter of 2022, the Company decided that Farm, Ranch & Stable would not be a core business and a decision was made to not allocate additional resources to this segment.  Previously, on October 26, 2021, the Company sold the renewal rights related to its manufactured and dwelling homes products which were part of the Specialty Property segment.  In 2021, the Company decided to cease writing certain Property Brokerage business which was part of the Commercial Specialty segment, as well as exit certain property and catastrophe lines within the Reinsurance Operations segment.  Based on the decisions to exit these lines of business, the Company changed the way it manages and analyzes its operating results. The chief operating decision makers, the Chief Executive as well as the Chief Operating Officer, decided they will be reviewing the specific results of the exited lines in a separate segment. The chief operating decision makers also determined that the small amount of specialty property business that remained from the Specialty Property segment would be included as programs in the Commercial Specialty segment for purpose of reviewing results and allocating resources. The Reinsurance Operations segment will continue to write casualty and professional treaties as well as individual excess policies.  Accordingly, the Company has three reportable segments: Commercial Specialty, Reinsurance Operations, and Exited Lines.  Management believes these segments allow users of the Company’s financial statements to better understand the Company's performance, better assess prospects for future net cash flows and to make more informed judgments about the Company as a whole.  The segment results for the quarters and six months ended June 30, 2021 have been revised to reflect these changes.  See Note 14 for additional information regarding segments.

 

Global Indemnity Group, LLC is a holding company that is classified as a publicly traded partnership for U.S. federal income tax purposes and meets the qualifying income exception to maintain partnership status.

 

Global Indemnity Group, LLC owns all shares of its direct and indirect subsidiaries, including those of its insurance companies: United National Insurance Company, Diamond State Insurance Company, Penn-America Insurance Company, Penn-Star Insurance Company, Penn-Patriot Insurance Company, and American Reliable Insurance Company.        

 

The insurance companies’ primary activity is providing insurance products across a distribution network that includes binding authority, program, brokerage and reinsurance.  The insurance companies are managed through three business segments:  Commercial Specialty, Reinsurance Operations, and Exited Lines.  The Company’s Commercial Specialty segment offers specialty property and casualty insurance products primarily in the excess and surplus lines marketplace as well as several specialty admitted property and casualty products.  The Company manages Commercial Specialty by differentiating them into four product classifications: 1) Binding/Penn-America, which markets property and general liability products to small commercial businesses through a select network of wholesale general agents with specific binding authority; 2) Programs/United National, which markets insurance products for targeted insured segments, including specialty products, such as property, general liability, and professional lines through program administrators with specific binding authority; 3) Diamond State, which markets property, casualty, and professional lines products, which are developed by the Company’s underwriting department by individuals with expertise in those lines of business, through wholesale brokers and also markets through program administrators having specific binding authority; and 4) Vacant Express, which primarily insures dwellings which are currently vacant, undergoing renovation, or are under construction and is marketed through aggregators, brokers, and retail agents. The Company has also created several start-up business lines which distribute professional, environmental, and excess casualty products.  These product classifications comprise the Company’s Commercial Specialty business segment and are not considered individual business segments because each product has similar economic characteristics, distribution, and coverage. The Company’s Reinsurance Operations segment provides reinsurance solutions through brokers and primary writers including insurance and reinsurance companies. Exited Lines represents lines of business that are no longer being written or are in runoff.  Exited Lines includes specialty personal lines property and casualty products such as manufactured home, dwelling, motorcycle, watercraft and certain homeowners

8


GLOBAL INDEMNITY GROUP, LLC

business, certain business within Property Brokerage, property and catastrophe reinsurance treaties, Farm, Ranch, & Stable business, and specialized insurance products for the equine mortality and equine major medical industry.  Collectively, the Company’s insurance subsidiaries are licensed in all 50 states, the District of Columbia, Puerto Rico, and the U.S. Virgin Islands.  

 

The Commercial Specialty segment comprises the Company’s Insurance Operations (“Insurance Operations”).

 

The interim consolidated financial statements are unaudited, but have been prepared in conformity with United States of America generally accepted accounting principles (“GAAP”), which differs in certain respects from those principles followed in reports to insurance regulatory authorities.  The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the consolidated financial statements and the reported amounts of revenues and expenses during the reporting period.  Actual results could differ from those estimates.

 

The unaudited consolidated financial statements include all adjustments that are, in the opinion of management, of a normal recurring nature and are necessary for a fair statement of results for the interim periods.  Results of operations for the quarters and six months ended June 30, 2022 and 2021 are not necessarily indicative of the results of a full year.  The accompanying notes to the unaudited consolidated financial statements should be read in conjunction with the notes to the consolidated financial statements contained in the Company’s 2021 Annual Report on Form 10-K.

 

The consolidated financial statements include the accounts of Global Indemnity Group, LLC and its wholly owned subsidiaries.  All intercompany balances and transactions have been eliminated in consolidation.

 

2.

Investments

  

The amortized cost and estimated fair value of the Company’s fixed maturities securities were as follows as of June 30, 2022 and December 31, 2021:

 

(Dollars in thousands)

 

Amortized

Cost

 

 

Allowance for Expected Credit Losses

 

 

Gross

Unrealized

Gains

 

 

Gross

Unrealized

Losses

 

 

Estimated

Fair Value

 

As of June 30, 2022

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasuries

 

$

242,102

 

 

$

 

 

$

301

 

 

$

(2,076

)

 

$

240,327

 

Obligations of states and political subdivisions

 

 

33,397

 

 

 

 

 

 

32

 

 

 

(1,055

)

 

 

32,374

 

Mortgage-backed securities

 

 

64,187

 

 

 

 

 

 

428

 

 

 

(2,776

)

 

 

61,839

 

Asset-backed securities

 

 

143,274

 

 

 

 

 

 

144

 

 

 

(5,888

)

 

 

137,530

 

Commercial mortgage-backed securities

 

 

112,660

 

 

 

 

 

 

19

 

 

 

(3,781

)

 

 

108,898

 

Corporate bonds

 

 

343,252

 

 

 

 

 

 

23

 

 

 

(11,904

)

 

 

331,371

 

Foreign corporate bonds

 

 

212,323

 

 

 

 

 

 

1

 

 

 

(6,534

)

 

 

205,790

 

Total fixed maturities

 

$

1,151,195

 

 

$

 

 

$

948

 

 

$

(34,014

)

 

$

1,118,129

 

9


GLOBAL INDEMNITY GROUP, LLC

 

 

(Dollars in thousands)

 

Amortized

Cost

 

 

Allowance for Expected Credit Losses

 

 

Gross

Unrealized

Gains

 

 

Gross

Unrealized

Losses

 

 

Estimated

Fair Value

 

As of December 31, 2021

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasuries

 

$

149,934

 

 

$

 

 

$

603

 

 

$

(419

)

 

$

150,118

 

Agency obligations

 

 

5,697

 

 

 

 

 

 

1

 

 

 

(68

)

 

 

5,630

 

Obligations of states and political subdivisions

 

 

53,637

 

 

 

 

 

 

1,385

 

 

 

(301

)

 

 

54,721

 

Mortgage-backed securities

 

 

250,007

 

 

 

 

 

 

2,618

 

 

 

(2,284

)

 

 

250,341

 

Asset-backed securities

 

 

172,916

 

 

 

 

 

 

700

 

 

 

(974

)

 

 

172,642

 

Commercial mortgage-backed securities

 

 

135,017

 

 

 

 

 

 

2,503

 

 

 

(627

)

 

 

136,893

 

Corporate bonds

 

 

288,866

 

 

 

 

 

 

5,571

 

 

 

(2,054

)

 

 

292,383

 

Foreign corporate bonds

 

 

137,672

 

 

 

 

 

 

2,370

 

 

 

(904

)

 

 

139,138

 

Total fixed maturities

 

$

1,193,746

 

 

$

 

 

$

15,751

 

 

$

(7,631

)

 

$

1,201,866

 

As of June 30, 2022 and December 31, 2021, the Company’s investments in equity securities consist of the following:

 

(Dollars in thousands)

 

June 30, 2022

 

 

December 31, 2021

 

Common stock

 

$

878

 

 

$

75,987

 

Preferred stock

 

 

16,992

 

 

 

23,991

 

Total

 

$

17,870

 

 

$

99,978

 

Excluding U.S. treasuries, limited liability companies, and limited partnerships, the Company did not hold any debt or equity investments in a single issuer in excess of 2.3% and 2.0% of shareholders' equity at June 30, 2022 and December 31, 2021, respectively.

 

The amortized cost and estimated fair value of the Company’s fixed maturities portfolio classified as available for sale at June 30, 2022, by contractual maturity, are shown below.  Actual maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

 

(Dollars in thousands)

 

Amortized

Cost

 

 

Estimated

Fair Value

 

Due in one year or less

 

$

57,798

 

 

$

57,486

 

Due in one year through five years

 

 

722,611

 

 

 

707,206

 

Due in five years through ten years

 

 

36,200

 

 

 

32,948

 

Due in ten years through fifteen years

 

 

304

 

 

 

277

 

Due after fifteen years

 

 

14,161

 

 

 

11,945

 

Mortgage-backed securities

 

 

64,187

 

 

 

61,839

 

Asset-backed securities

 

 

143,274

 

 

 

137,530

 

Commercial mortgage-backed securities

 

 

112,660

 

 

 

108,898

 

Total

 

$

1,151,195

 

 

$

1,118,129

 

 

10


GLOBAL INDEMNITY GROUP, LLC

 

The following table contains an analysis of the Company’s fixed income securities with gross unrealized losses that are not deemed to have credit losses, categorized by the period that the securities were in a continuous loss position as of June 30, 2022.  The fair value amounts reported in the table are estimates that are prepared using the process described in Note 4.

 

 

 

Less than 12 months

 

 

12 months or longer

 

 

Total

 

(Dollars in thousands)

 

Fair Value

 

 

Gross

Unrealized

Losses

 

 

Fair Value

 

 

Gross

Unrealized

Losses

 

 

Fair Value

 

 

Gross

Unrealized

Losses

 

Fixed maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasuries

 

$

187,603

 

 

$

(2,019

)

 

$

643

 

 

$

(57

)

 

$

188,246

 

 

$

(2,076

)

Obligations of states and political subdivisions

 

 

28,204

 

 

 

(1,055

)

 

 

 

 

 

 

 

 

28,204

 

 

 

(1,055

)

Mortgage-backed securities

 

 

44,366

 

 

 

(2,589

)

 

 

3,008

 

 

 

(187

)

 

 

47,374

 

 

 

(2,776

)

Asset-backed securities

 

 

97,049

 

 

 

(4,602

)

 

 

20,929

 

 

 

(1,286

)

 

 

117,978

 

 

 

(5,888

)

Commercial mortgage-backed securities

 

 

95,440

 

 

 

(3,743

)

 

 

2,062

 

 

 

(38

)

 

 

97,502

 

 

 

(3,781

)

Corporate bonds

 

 

318,485

 

 

 

(11,005

)

 

 

6,213

 

 

 

(899

)

 

 

324,698

 

 

 

(11,904

)

Foreign corporate bonds

 

 

200,161

 

 

 

(6,406

)

 

 

1,137

 

 

 

(128

)

 

 

201,298

 

 

 

(6,534

)

Total fixed maturities

 

$

971,308

 

 

$

(31,419

)

 

$

33,992

 

 

$

(2,595

)

 

$

1,005,300

 

 

$

(34,014

)

 

The following table contains an analysis of the Company’s fixed income securities with gross unrealized losses that are not deemed to have credit losses, categorized by the period that the securities were in a continuous loss position as of December 31, 2021.  The fair value amounts reported in the table are estimates that are prepared using the process described in Note 4.  

 

 

 

Less than 12 months

 

 

12 months or longer

 

 

Total

 

(Dollars in thousands)

 

Fair Value

 

 

Gross

Unrealized

Losses

 

 

Fair Value

 

 

Gross

Unrealized

Losses

 

 

Fair Value

 

 

Gross

Unrealized

Losses

 

Fixed maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasuries

 

$

114,894

 

 

$

(390

)

 

$

970

 

 

$

(29

)

 

$

115,864

 

 

$

(419

)

Agency obligations

 

 

5,380

 

 

 

(68

)

 

 

 

 

 

 

 

 

5,380

 

 

 

(68

)

Obligations of states and political subdivisions

 

 

13,346

 

 

 

(301

)

 

 

 

 

 

 

 

 

13,346

 

 

 

(301

)

Mortgage-backed securities

 

 

143,674

 

 

 

(2,222

)

 

 

3,009

 

 

 

(62

)

 

 

146,683

 

 

 

(2,284

)

Asset-backed securities

 

 

102,309

 

 

 

(703

)

 

 

10,662

 

 

 

(271

)

 

 

112,971

 

 

 

(974

)

Commercial mortgage-backed securities

 

 

50,448

 

 

 

(466

)

 

 

1,286

 

 

 

(161

)

 

 

51,734

 

 

 

(627

)

Corporate bonds

 

 

129,146

 

 

 

(1,954

)

 

 

2,633

 

 

 

(100

)

 

 

131,779

 

 

 

(2,054

)

Foreign corporate bonds

 

 

67,915

 

 

 

(893

)

 

 

412

 

 

 

(11

)

 

 

68,327

 

 

 

(904

)

Total fixed maturities

 

$

627,112

 

 

$

(6,997

)

 

$

18,972

 

 

$

(634

)

 

$

646,084

 

 

$

(7,631

)

 

The Company regularly performs various analytical valuation procedures with respect to its investments, including reviewing each available for sale debt security in an unrealized loss position to assess whether the decline in fair value below amortized cost basis has resulted from a credit loss or other factors.  In assessing whether a credit loss exists, the Company compares the present value of the cash flows expected to be collected from the security to the amortized cost basis of the security.  If the present value of the cash flows expected to be collected is less than the amortized cost basis of the security, a credit loss exists and an allowance for expected credit losses is recorded.  Subsequent changes in the allowances are recorded in the period of change as either credit loss expense or reversal of credit loss expense.  Any impairments related to factors other than credit losses and the intent to sell are recorded through other comprehensive income, net of taxes.  

 

11


GLOBAL INDEMNITY GROUP, LLC

 

For fixed maturities, the factors considered in reaching the conclusion that a credit loss exists include, among others, whether:

 

 

(1)

the extent to which the fair value is less than the amortized cost basis;

 

(2)

the issuer is in financial distress;

 

(3)

the investment is secured;

 

(4)

a significant credit rating action occurred;

 

(5)

scheduled interest payments were delayed or missed;

 

(6)

changes in laws or regulations have affected an issuer or industry;

 

(7)

the investment has an unrealized loss and was identified by the Company’s investment manager as an investment to be sold before recovery or maturity;

 

(8)

the investment failed cash flow projection testing to determine if anticipated principal and interest payments will be realized; and

 

(9)

changes in US Treasury rates and/or credit spreads since original purchase to identify whether the unrealized loss is simply due to interest rate movement.

 

According to accounting guidance for debt securities in an unrealized loss position, the Company is required to assess whether it has the intent to sell the debt security or more likely than not will be required to sell the debt security before the anticipated recovery.  If either of these conditions is met, any allowance for expected credit losses is written off and the amortized cost basis is written down to the fair value of the fixed maturity security with any incremental impairment reported in earnings.  That new amortized cost basis shall not be adjusted for subsequent recoveries in fair value.

 

The Company elected the practical expedient to exclude accrued interest from both the fair value and the amortized cost basis of the available for sale debt securities for the purposes of identifying and measuring an impairment and to not measure an allowance for expected credit losses for accrued interest receivables.  Accrued interest receivable is written off through net realized investment gains (losses) at the time the issuer of the bond defaults or is expected to default on payment.  The Company made an accounting policy election to present the accrued interest receivable balance with other assets on the Company’s consolidated statements of financial position.  Accrued interest receivable related to fixed maturities was $6.2 million and $5.2 million as of June 30, 2022 and December 31, 2021, respectively.

 

The following is a description, by asset type, of the methodology and significant inputs that the Company used to measure the amount of credit loss recognized in earnings, if any:

 

U.S. treasuries – As of June 30, 2022, gross unrealized losses related to U.S. treasuries were $2.076 million.  To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, macroeconomic and market analysis is conducted in evaluating these securities.  Consideration is given to the interest rate environment, duration and yield curve management of the portfolio, sector allocation and security selection.  Based on the analysis performed, the Company did not recognize a credit loss on U.S. treasuries during the period.

 

Obligations of states and political subdivisions – As of June 30, 2022, gross unrealized losses related to obligations of states and political subdivisions were $1.055 million.  To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, elements that may influence the performance of the municipal bond market are considered in evaluating these securities such as investor expectations, supply and demand patterns, and current versus historical yield and spread relationships. The analysis relies on the output of fixed income credit analysts, as well as dedicated municipal bond analysts who perform extensive in-house fundamental analysis on each issuer, regardless of their rating by the major agencies.  Based on the analysis performed, the Company did not recognize a credit loss on obligations of states and political subdivisions during the period.

 

12


GLOBAL INDEMNITY GROUP, LLC

 

Mortgage-backed securities (“MBS”) – As of June 30, 2022, gross unrealized losses related to mortgage-backed securities were $2.776 million. To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, mortgage-backed securities are modeled to project principal losses under downside, base, and upside scenarios for the economy and home prices.  The primary assumption that drives the security and loan level modeling is the Home Price Index (“HPI”) projection.  These forecasts incorporate not just national macro-economic trends, but also regional impacts to arrive at the most granular and accurate projections.  These assumptions are incorporated into the model as a basis to generate delinquency probabilities, default curves, loss severity curves, and voluntary prepayment curves at the loan level within each deal. The model utilizes HPI-adjusted current loan to value, payment history, loan terms, loan modification history, and borrower characteristics as inputs to generate expected cash flows and principal loss for each bond under various scenarios.  Based on the analysis performed, the Company did not recognize a credit loss on mortgage-backed securities during the period.

 

Asset backed securities (“ABS”) - As of June 30, 2022, gross unrealized losses related to asset backed securities were $5.888 million.  The weighted average credit enhancement for the Company’s asset backed portfolio is 32.2.  This represents the percentage of pool losses that can occur before an asset backed security will incur its first dollar of principal losses.  To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, every ABS transaction is analyzed on a stand-alone basis.  This analysis involves a thorough review of the collateral, prepayment, and structural risk in each transaction.  Additionally, the analysis includes an in-depth credit analysis of the originator and servicer of the collateral.  The analysis projects an expected loss for a deal given a set of assumptions specific to the asset type.  These assumptions are used to calculate at what level of losses the deal will incur its first dollar of principal loss.  The major assumptions used to calculate this ratio are loss severities, recovery lags, and no advances on principal and interest.  Based on the analysis performed, the Company did not recognize a credit loss on asset backed securities during the period.

 

Commercial mortgage-backed securities (“CMBS”) - As of June 30, 2022, gross unrealized losses related to the CMBS portfolio were $3.781 million. The weighted average credit enhancement for the Company’s CMBS portfolio is 47.5.  This represents the percentage of pool losses that can occur before a commercial mortgage-backed security will incur its first dollar of principal loss.  To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, a loan level analysis is utilized where every underlying CMBS loan is re-underwritten based on a set of assumptions reflecting expectations for the future path of the economy.  Each loan is analyzed over time using a series of tests to determine if a credit event will occur during the life of the loan. Inherent in this process are several economic scenarios and their corresponding rent/vacancy and capital market states. The five primary credit events that frame the analysis include loan modifications, term default, balloon default, extension, and ability to pay off at balloon. The resulting output is the expected loss adjusted cash flows for each bond under the base case and distressed scenarios.  Based on the analysis performed, the Company did not recognize a credit loss on commercial mortgage-backed securities during the period.

 

Corporate bonds - As of June 30, 2022, gross unrealized losses related to corporate bonds were $11.904 million. To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, analysis for this asset class includes maintaining detailed financial models that include a projection of each issuer’s future financial performance, including prospective debt servicing capabilities, capital structure composition, and the value of the collateral.  The analysis incorporates the macroeconomic environment, industry conditions in which the issuer operates, the issuer’s current competitive position, its vulnerability to changes in the competitive and regulatory environment, issuer liquidity, issuer commitment to bondholders, issuer creditworthiness, and asset protection.  Part of the process also includes running downside scenarios to evaluate the expected likelihood of default as well as potential losses in the event of default.  Based on the analysis performed, the Company did not recognize a credit loss on corporate bonds during the period.

 

Foreign bonds – As of June 30, 2022, gross unrealized losses related to foreign bonds were $6.534 million.  To assess whether the decline in fair value below amortized cost has resulted from a credit loss or other factors, detailed financial models are maintained that include a projection of each issuer’s future financial performance, including prospective debt servicing capabilities, capital structure composition, and the value of the collateral.  The analysis incorporates the macroeconomic environment, industry conditions in which the issuer operates, the issuer’s current competitive position, its vulnerability to changes in the competitive and regulatory environment, issuer liquidity, issuer commitment to bondholders, issuer creditworthiness, and asset protection.  Part of the process also includes running downside scenarios to evaluate the expected likelihood of default as well as potential losses in the event of default.  Based on the analysis performed, the Company did not recognize a credit loss on foreign bonds during the period.

 

13


GLOBAL INDEMNITY GROUP, LLC

 

The Company has evaluated its investment portfolio and has determined that an allowance for expected credit losses on its investments is not required.

 

The Company recorded the following impairments on its investment portfolio for the quarters and six months ended June 30, 2022 and 2021 and are related to securities in an unrealized loss position where the Company had an intent to sell the securities:

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Fixed maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Impairment related to intent to sell

 

 

(680

)

 

 

 

 

 

(26,205

)

 

 

 

Total

 

$

(680

)

 

$

 

 

$

(26,205

)

 

$

 

 

In response to a rising interest rate environment, the Company took action early in April 2022 to shorten the duration of its fixed maturities portfolio.  The Company identified fixed maturities securities with a weighted average life of five years or greater as having an intent to sell. Most of the proceeds from the sale of these securities were reinvested into fixed income investments with maturities of two years and less.  

 

Accumulated Other Comprehensive Income (Loss), Net of Tax

 

Accumulated other comprehensive income, net of tax, as of June 30, 2022 and December 31, 2021 was as follows:

 

(Dollars in thousands)

 

June 30, 2022

 

 

December 31, 2021

 

Net unrealized gains (losses) from:

 

 

 

 

 

 

 

 

Fixed maturities

 

$

(33,066

)

 

$

8,120

 

Foreign currency fluctuations

 

 

(291

)

 

 

(145

)

Deferred taxes

 

 

6,732

 

 

 

(1,571

)

Accumulated other comprehensive income (loss), net of tax

 

$

(26,625

)

 

$

6,404

 

 

The following tables present the changes in accumulated other comprehensive income, net of tax, by components, for the quarters and six months ended June 30, 2022 and 2021:

 

Quarter Ended June 30, 2022

(Dollars In Thousands)

 

Unrealized Gains and Losses on Available for Sale Securities

 

 

Foreign Currency Items

 

 

Accumulated Other Comprehensive Income (Loss)

 

Beginning balance, net of tax

 

$

(12,769

)

 

$

(3

)

 

$

(12,772

)

Other comprehensive income (loss) before reclassification, before tax

 

 

(26,518

)

 

 

(287

)

 

 

(26,805

)

Amounts reclassified from accumulated other comprehensive income, before tax

 

 

9,317

 

 

 

 

 

 

9,317

 

Other comprehensive income (loss), before tax

 

 

(17,201

)

 

 

(287

)

 

 

(17,488

)

Income tax benefit

 

 

3,575

 

 

 

60

 

 

 

3,635

 

Ending balance, net of tax

 

$

(26,395

)

 

$

(230

)

 

$

(26,625

)

 

14


GLOBAL INDEMNITY GROUP, LLC

 

Quarter Ended June 30, 2021

(Dollars In Thousands)

 

Unrealized Gains and Losses on Available for Sale Securities

 

 

Foreign Currency Items

 

 

Accumulated Other Comprehensive Income

 

Beginning balance, net of tax

 

$

9,819

 

 

$

34

 

 

$

9,853

 

Other comprehensive income before reclassification, before tax

 

 

11,797

 

 

 

(84

)

 

 

11,713

 

Amounts reclassified from accumulated other comprehensive income, before tax

 

 

(453

)

 

 

 

 

 

(453

)

Other comprehensive income, before tax

 

 

11,344

 

 

 

(84

)

 

 

11,260

 

Income tax (expense) benefit

 

 

(2,162

)

 

 

17

 

 

 

(2,145

)

Ending balance, net of tax

 

$

19,001

 

 

$

(33

)

 

$

18,968

 

 

Six Months Ended June 30, 2022

(Dollars In Thousands)

 

Unrealized Gains and Losses on Available for Sale Securities

 

 

Foreign Currency Items

 

 

Accumulated Other Comprehensive Income

 

Beginning balance, net of tax

 

$

6,519

 

 

$

(115

)

 

$

6,404

 

Other comprehensive income before reclassification, before tax

 

 

(79,267

)

 

 

(146

)

 

 

(79,413

)

Amounts reclassified from accumulated other comprehensive income, before tax

 

 

38,081

 

 

 

 

 

 

38,081

 

Other comprehensive income, before tax

 

 

(41,186

)

 

 

(146

)

 

 

(41,332

)

Income tax benefit

 

 

8,272

 

 

 

31

 

 

 

8,303

 

Ending balance, net of tax

 

$

(26,395

)

 

$

(230

)

 

$

(26,625

)

 

 

Six Months Ended June 30, 2021

(Dollars In Thousands)

 

Unrealized Gains and Losses on Available for Sale Securities

 

 

Foreign Currency Items

 

 

Accumulated Other Comprehensive Income

 

Beginning balance, net of tax

 

$

34,181

 

 

$

127

 

 

$

34,308

 

Other comprehensive income before reclassification, before tax

 

 

(19,389

)

 

 

(202

)

 

 

(19,591

)

Amounts reclassified from accumulated other comprehensive income, before tax

 

 

706

 

 

 

 

 

 

706

 

Other comprehensive income, before tax

 

 

(18,683

)

 

 

(202

)

 

 

(18,885

)

Income tax benefit

 

 

3,503

 

 

 

42

 

 

 

3,545

 

Ending balance, net of tax

 

$

19,001

 

 

$

(33

)

 

$

18,968

 

 

The reclassifications out of accumulated other comprehensive income for the quarters and six months ended June 30, 2022 and 2021 were as follows:

 

 

 

 

 

Amounts Reclassified from

Accumulated Other

Comprehensive Income

 

(Dollars in thousands)

 

 

 

Quarters Ended June 30,

 

Details about Accumulated Other

Comprehensive Income Components

 

Affected Line Item in the Consolidated

Statements of Operations

 

2022

 

 

2021

 

Unrealized gains and losses on available for sale securities

 

Other net realized investment (gains) losses

 

$

9,317

 

 

$

(453

)

 

 

Income tax expense (benefit)

 

 

(1,440

)

 

 

158

 

 

 

Total reclassifications, net of tax

 

$

7,877

 

 

$

(295

)

 

15


GLOBAL INDEMNITY GROUP, LLC

 

 

 

 

 

Amounts Reclassified from

Accumulated Other

Comprehensive Income

 

(Dollars in thousands)

 

 

 

Six Months Ended June 30,

 

Details about Accumulated Other

Comprehensive Income Components

 

Affected Line Item in the Consolidated

Statements of Operations

 

2022

 

 

2021

 

Unrealized gains and losses on available for sale securities

 

Other net realized investment (gains) losses

 

$

38,081

 

 

$

706

 

 

 

Income tax expense (benefit)

 

 

(7,119

)

 

 

(185

)

 

 

Total reclassifications, net of tax

 

$

30,962

 

 

$

521

 

 

Net Realized Investment Gains (Losses)

 

The components of net realized investment gains (losses) for the quarters and six months ended June 30, 2022 and 2021 were as follows:

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Fixed maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross realized gains

 

$

456

 

 

$

2,300

 

 

$

662

 

 

$

5,678

 

Gross realized losses

 

 

(9,773

)

 

 

(1,847

)

 

 

(38,743

)

 

 

(6,384

)

Net realized gains (losses)

 

 

(9,317

)

 

 

453

 

 

 

(38,081

)

 

 

(706

)

Equity securities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross realized gains

 

 

2

 

 

 

4,338

 

 

 

1,806

 

 

 

8,784

 

Gross realized losses

 

 

(2,417

)

 

 

(943

)

 

 

(5,566

)

 

 

(1,021

)

Net realized gains (losses)

 

 

(2,415

)

 

 

3,395

 

 

 

(3,760

)

 

 

7,763

 

Derivatives:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross realized gains

 

 

2,872

 

 

 

1,366

 

 

 

8,960

 

 

 

3,719

 

Gross realized losses

 

 

(1,056

)

 

 

(1,381

)

 

 

(2,420

)

 

 

(3,124

)

Net realized gains (losses) (1)

 

 

1,816

 

 

 

(15

)

 

 

6,540

 

 

 

595

 

Total net realized investment gains (losses)

 

$

(9,916

)

 

$

3,833

 

 

$

(35,301

)

 

$

7,652

 

 

(1)

Includes periodic net interest settlements related to the derivatives of $1.1 million and $1.4 million for the quarters ended June 30, 2022 and 2021, respectively, and $2.5 million and $2.8 million for the six months ended June 30, 2022 and 2021, respectively. 

The following table shows the calculation of the portion of realized gains and losses related to equity securities held as of June 30, 2022 and 2021:

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Net gains (losses) recognized during the period on equity securities

 

$

(2,415

)

 

$

3,395

 

 

$

(3,760

)

 

$

7,763

 

Less: net gains (losses) recognized during the period on equity securities sold during the period

 

 

(498

)

 

 

1,429

 

 

 

10,616

 

 

 

2,805

 

Unrealized gains (losses) recognized during the reporting period on equity securities

 

$

(1,917

)

 

$

1,966

 

 

$

(14,376

)

 

$

4,958

 

 

The proceeds from sales and redemptions of available for sale and equity securities resulting in net realized investment gains (losses) for the six months ended June 30, 2022 and 2021 were as follows:

 

 

 

Six Months Ended June 30,

 

(Dollars in thousands)

 

2022

 

 

2021

 

Fixed maturities

 

$

829,205

 

 

$

636,040

 

Equity securities

 

 

88,726

 

 

 

42,821

 

16


GLOBAL INDEMNITY GROUP, LLC

 

 

Net Investment Income

 

The sources of net investment income for the quarters and six months ended June 30, 2022 and 2021 were as follows:

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Fixed maturities

 

$

7,467

 

 

$

6,648

 

 

$

13,871

 

 

$

13,475

 

Equity securities

 

 

275

 

 

 

618

 

 

 

609

 

 

 

1,293

 

Cash and cash equivalents

 

 

99

 

 

 

214

 

 

 

131

 

 

 

264

 

Other invested assets

 

 

(5,300

)

 

 

3,788

 

 

 

(4,874

)

 

 

6,785

 

Total investment income

 

 

2,541

 

 

 

11,268

 

 

 

9,737

 

 

 

21,817

 

Investment expense

 

 

(611

)

 

 

(635

)

 

 

(1,215

)

 

 

(1,348

)

Net investment income

 

$

1,930

 

 

$

10,633

 

 

$

8,522

 

 

$

20,469

 

 

The Company’s total investment return on a pre-tax basis for the quarters and six months ended June 30, 2022 and 2021 were as follows:

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Net investment income

 

$

1,930

 

 

$

10,633

 

 

$

8,522

 

 

$

20,469

 

Net realized investment gains (losses)

 

 

(9,916

)

 

 

3,833

 

 

 

(35,301

)

 

 

7,652

 

Change in unrealized holding gains (losses)

 

 

(17,488

)

 

 

11,260

 

 

 

(41,332

)

 

 

(18,885

)

Net realized and unrealized investment returns

 

 

(27,404

)

 

 

15,093

 

 

 

(76,633

)

 

 

(11,233

)

Total investment return

 

$

(25,474

)

 

$

25,726

 

 

$

(68,111

)

 

$

9,236

 

Total investment return % (1)

 

 

(1.8

%)

 

 

1.8

%

 

 

(4.8

%)

 

 

0.6

%

Average investment portfolio (2)

 

$

1,395,519

 

 

$

1,452,754

 

 

$

1,429,227

 

 

$

1,463,027

 

 

(1)

Not annualized.

(2)

Average of total cash and invested assets, net of receivable/payable for securities purchased and sold, as of the beginning and end of the period.

 

As of June 30, 2022 and December 31, 2021, the Company did not own any fixed maturity securities that were non-income producing for the preceding twelve months.

 

Insurance Enhanced Asset-Backed and Credit Securities

 

As of June 30, 2022, the Company held insurance enhanced bonds with a market value of approximately $20.6 million which represented 1.6% of the Company’s total cash and invested assets, net of payable/ receivable for securities purchased and sold.    

 

The insurance enhanced bonds are comprised of $8.0 of municipal bonds, $4.8 of commercial mortgage-backed securities, and 7.8 of collateralized mortgage obligations.  The financial guarantors of the Company’s $20.6 million of insurance enhanced commercial-mortgage-backed, municipal securities, and collateralized mortgage obligations include Assured Guaranty Corporation ($6.5), Federal Home Loan Mortgage Corporation ($12.6), and Ambac Financial Group ($1.5).

 

The Company had no direct investments in the entities that have provided financial guarantees or other credit support to any security held by the Company at June 30, 2022.

17


GLOBAL INDEMNITY GROUP, LLC

Bonds Held on Deposit

 

Certain cash balances, cash equivalents, and bonds available for sale were deposited with various governmental authorities in accordance with statutory requirements, were held as collateral, or were held in trust.  The fair values were as follows as of June 30, 2022 and December 31, 2021:

 

 

 

Estimated Fair Value

 

(Dollars in thousands)

 

June 30, 2022

 

 

December 31, 2021

 

On deposit with governmental authorities

 

$

25,304

 

 

$

26,093

 

Held in trust pursuant to third party requirements

 

 

110,768

 

 

 

119,513

 

Letter of credit held for third party requirements

 

 

1,187

 

 

 

2,512

 

Total

 

$

137,259

 

 

$

148,118

 

 

Variable Interest Entities

 

A Variable Interest Entity (“VIE”) refers to an investment in which an investor holds a controlling interest that is not based on the majority of voting rights.  Under the VIE model, the party that has the power to exercise significant management influence and maintain a controlling financial interest in the entity’s economics is said to be the primary beneficiary, and is required to consolidate the entity within their results. Other entities that participate in a VIE, for which their financial interests fluctuate with changes in the fair value of the investment entity’s net assets but do not have significant management influence and the ability to direct the VIE’s significant economic activities are said to have a variable interest in the VIE but do not consolidate the VIE in their financial results.

 

The Company has variable interests in four VIE’s for which it is not the primary beneficiary. These investments are accounted for under the equity method of accounting as their ownership interest exceeds 3% of their respective investments.   

 

The carrying value of one of the Company’s VIE’s, which invests in distressed securities and assets, was $5.0 million and $8.6 million as of June 30, 2022 and December 31, 2021, respectively. The Company’s maximum exposure to loss from this VIE, which factors in future funding commitments, was $19.2 million and $22.8 million at June 30, 2022 and December 31, 2021, respectively.  The carrying value of a second VIE that also invests in distressed securities and assets was $0.3 million at June 30, 2022 and December 31, 2021, respectively. The Company’s maximum exposure to loss from this VIE, which factors in future funding commitments, was $17.3 million at June 30, 2022 and December 31, 2021, respectively.  The carrying value and maximum exposure to loss of a third VIE that invests in Real Estate Investment Trust (“REIT”) qualifying assets was $9.6 million and $11.7 million as of June 30, 2022 and December 31, 2021, respectively. The carrying value and maximum exposure to loss of a fourth VIE, which invests in a broad portfolio of non-investment grade loans, was $99.6 million and $106.2 million as of June 30, 2022 and December 31, 2021, respectively. The Company’s investment in VIEs is included in other invested assets on the consolidated balance sheets with changes in carrying value recorded in the consolidated statements of operations.

 

3.

Derivative Instruments

 

Derivatives are used by the Company to reduce risks from changes in interest rates and limit exposure to severe equity market changes.  The Company has interest rate swaps with terms to exchange, at specified intervals, the difference between fixed rate and floating rate interest amounts as calculated by reference to an agreed notional amount. The Company has also used exchange-traded futures contracts, which give the holder the right and obligation to participate in market movements at a future date, to allow the Company to react faster to market conditions.  When using derivatives, the Company posts collateral and settles variation margin in cash on a daily basis equal to the amount of the derivatives’ change in value.

 

The Company accounts for the interest rate swaps and futures as non-hedge instruments and recognizes the fair value of the interest rate swaps in other assets or other liabilities on the consolidated balance sheets with the changes in fair value recognized as net realized investment gains or losses in the consolidated statements of operations.  The Company is ultimately responsible for the valuation of the interest rate swaps.  To aid in determining the estimated fair value of the interest rate swaps, the Company relies on the forward interest rate curve and information obtained from a third party financial institution.

 

18


GLOBAL INDEMNITY GROUP, LLC

 

The following table summarizes information on the location and the gross amount of the derivatives on the consolidated balance sheets as of June 30, 2022 and December 31, 2021:

 

(Dollars in thousands)

 

 

 

June 30, 2022

 

 

December 31, 2021

 

Derivatives Not Designated as

Hedging Instruments under ASC 815

 

Balance Sheet Location

 

Notional Amount

 

 

Fair Value

 

 

Notional Amount

 

 

Fair Value

 

Interest rate swap agreements

 

Other assets/liabilities

 

$

213,022

 

 

$

565

 

 

$

213,022

 

 

$

(8,395

)

Total (1)

 

 

 

$

213,022

 

 

$

565

 

 

$

213,022

 

 

$

(8,395

)

 

 

(1)

The derivatives are held by GBLI Holdings, LLC and are guaranteed by Global Indemnity Group, LLC

 

The following table summarizes the net gains (losses) included in the consolidated statements of operations for changes in the fair value of the derivatives and the periodic net interest settlements under the derivatives for the quarters and six months ended June 30, 2022 and 2021:

 

 

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

(Dollars in thousands)

 

Consolidated Statements of Operations Line

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Interest rate swap agreements

 

Net realized investment gains (losses)

 

$

1,816

 

 

$

(15

)

 

$

6,540

 

 

$

914

 

Futures contracts on bonds

 

Net realized investment gains (losses)

 

 

 

 

 

 

 

 

 

 

 

(319

)

Total

 

 

 

$

1,816

 

 

$

(15

)

 

$

6,540

 

 

$

595

 

 

As of June 30, 2022 and December 31, 2021, the Company is due $2.0 million and $1.8 million, respectively, for funds it needed to post to execute the swap transaction and $2.4 million and $9.8 million, respectively, for margin calls made in connection with the interest rate swaps.  These amounts are included in other assets on the consolidated balance sheets.

 

4.

Fair Value Measurements

 

The accounting standards related to fair value measurements define fair value, establish a framework for measuring fair value, outline a fair value hierarchy based on inputs used to measure fair value, and enhance disclosure requirements for fair value measurements.  These standards do not change existing guidance as to whether or not an instrument is carried at fair value.  The Company has determined that its fair value measurements are in accordance with the requirements of these accounting standards.

 

The Company’s invested assets and derivative instruments are carried at their fair value and are categorized based upon a fair value hierarchy:

 

 

Level 1 – inputs utilize quoted prices (unadjusted) in active markets for identical assets that the Company has the ability to access at the measurement date.  

 

 

Level 2 – inputs utilize other than quoted prices included in Level 1 that are observable for similar assets, either directly or indirectly.  

 

 

Level 3 – inputs are unobservable for the asset, and include situations where there is little, if any, market activity for the asset.

 

In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy.  In such cases, the level in the fair value hierarchy within which the fair value measurement falls has been determined based on the lowest level input that is significant to the fair value measurement in its entirety.  The Company’s assessment of the significance of a particular input to the fair value measurement in its entirety requires judgment, and considers factors specific to the asset.

19


GLOBAL INDEMNITY GROUP, LLC

 

The following table presents information about the Company’s invested assets and derivative instruments measured at fair value on a recurring basis as of June 30, 2022 and December 31, 2021 and indicates the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value.

 

 

 

Fair Value Measurements

 

As of June 30, 2022

(Dollars in thousands)

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Fixed maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasuries

 

$

240,327

 

 

$

 

 

$

 

 

$

240,327

 

Obligations of states and political subdivisions

 

 

 

 

 

32,374

 

 

 

 

 

 

32,374

 

Mortgage-backed securities

 

 

 

 

 

60,868

 

 

 

971

 

 

 

61,839

 

Commercial mortgage-backed securities

 

 

 

 

 

108,898

 

 

 

 

 

 

108,898

 

Asset-backed securities

 

 

 

 

 

136,605

 

 

 

925

 

 

 

137,530

 

Corporate bonds

 

 

 

 

 

329,886

 

 

 

1,485

 

 

 

331,371

 

Foreign corporate bonds

 

 

 

 

 

205,699

 

 

 

91

 

 

 

205,790

 

Total fixed maturities

 

 

240,327

 

 

 

874,330

 

 

 

3,472

 

 

 

1,118,129

 

Equity securities

 

 

 

 

 

16,992

 

 

 

878

 

 

 

17,870

 

Derivative instruments

 

 

 

 

 

565

 

 

 

 

 

 

565

 

Total assets measured at fair value

 

$

240,327

 

 

$

891,887

 

 

$

4,350

 

 

$

1,136,564

 

 

 

 

Fair Value Measurements

 

As of December 31, 2021

(Dollars in thousands)

 

Level 1

 

 

Level 2

 

 

Level 3

 

 

Total

 

Assets:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Fixed maturities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. treasuries

 

$

150,118

 

 

$

 

 

$

 

 

$

150,118

 

Agency obligations

 

 

 

 

 

5,630

 

 

 

 

 

 

5,630

 

Obligations of states and political subdivisions

 

 

 

 

 

54,721

 

 

 

 

 

 

54,721

 

Mortgage-backed securities

 

 

 

 

 

250,341

 

 

 

 

 

 

250,341

 

Commercial mortgage-backed securities

 

 

 

 

 

136,893

 

 

 

 

 

 

136,893

 

Asset-backed securities

 

 

 

 

 

171,686

 

 

 

956

 

 

 

172,642

 

Corporate bonds

 

 

 

 

 

290,807

 

 

 

1,576

 

 

 

292,383

 

Foreign corporate bonds

 

 

 

 

 

139,138

 

 

 

 

 

 

139,138

 

Total fixed maturities

 

 

150,118

 

 

 

1,049,216

 

 

 

2,532

 

 

 

1,201,866

 

Equity securities

 

 

75,750

 

 

 

23,991

 

 

 

237

 

 

 

99,978

 

Total assets measured at fair value

 

$

225,868

 

 

$

1,073,207

 

 

$

2,769

 

 

$

1,301,844

 

Liabilities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Derivative instruments

 

$

 

 

$

8,395

 

 

$

 

 

$

8,395

 

Total liabilities measured at fair value

 

$

 

 

$

8,395

 

 

$

 

 

$

8,395

 

 

The securities classified as Level 1 in the above table consist of U.S. treasuries and equity securities actively traded on an exchange.

 

The securities classified as Level 2 in the above table consist of fixed maturities, equity securities, and derivative instruments.  Based on the typical trading volumes and the lack of quoted market prices for fixed maturities, security prices are derived through recent reported trades for identical or similar securities making adjustments through the reporting date based upon available market observable information.  If there are no recent reported trades, matrix or model processes are used to develop a security price where future cash flow expectations are developed based upon collateral performance and discounted at an estimated market rate.  Included in the pricing of asset-backed securities, collateralized mortgage obligations, and mortgage-backed securities are estimates of the rate of future prepayments of principal over the remaining life of the securities.  Such estimates are derived based on the characteristics of the underlying structure and prepayment speeds previously experienced at the interest rate levels projected for the underlying collateral.  The estimated fair value of

20


GLOBAL INDEMNITY GROUP, LLC

the derivative instruments, consisting of interest rate swaps, is obtained from a third party financial institution that utilizes observable inputs such as the forward interest rate curve.

 

The investments classified as Level 3 in the above table consist of fixed maturities and equity securities with unobservable inputs.  

 

The following table presents changes in Level 3 investments measured at fair value on a recurring basis for the quarters and six months ended June 30, 2022 and 2021:

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Beginning balance

 

$

4,288

 

 

$

2,203

 

 

$

2,769

 

 

$

 

Total gains (realized / unrealized):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Included in accumulated other comprehensive income

 

 

23

 

 

 

7

 

 

 

15

 

 

 

(32

)

Included in earnings attributable to realized

 

 

(102

)

 

 

 

 

 

(170

)

 

 

 

Transfers into level 3

 

 

607

 

 

 

702

 

 

 

857

 

 

 

702

 

Transfers out of level 3

 

 

 

 

 

(1,720

)

 

 

 

 

 

(1,720

)

Amortization of bond premium and discount, net

 

 

2

 

 

 

 

 

 

2

 

 

 

 

Purchases

 

 

55

 

 

 

43

 

 

 

1,479

 

 

 

2,285

 

Sales

 

 

(523

)

 

 

 

 

 

(602

)

 

 

 

Ending balance

 

$

4,350

 

 

 

1,235

 

 

$

4,350

 

 

 

1,235

 

Gains (losses) included in earnings attributable to the change in unrealized gains (losses) related to assets still held at end of reporting period

 

$

(9

)

 

$

 

 

$

(14

)

 

$

 

 

For the Company’s material debt arrangements, the current fair value of the Company’s debt at June 30, 2022 and December 31, 2021 was as follows:

 

 

 

June 30, 2022

 

 

December 31, 2021

 

(Dollars in thousands)

 

Carrying Value

 

 

Fair Value

 

 

Carrying Value

 

 

Fair Value

 

7.875% Subordinated Notes due 2047 (1)

 

$

 

 

$

 

 

$

126,430

 

 

$

129,238

 

Total

 

$

 

 

$

 

 

$

126,430

 

 

$

129,238

 

 

(1)

As of December 31, 2021, the carrying value and fair value of the 7.875% Subordinated Notes due 2047 are net of unamortized debt issuance cost of $3.6 million. In April 2022, the Company redeemed all of its outstanding 7.875% subordinated notes due 2047 and unamortized debt issuance cost of $3.5 million was written off included in the consolidated statements of operations as loss on extinguishment of debt.           

The subordinated notes due 2047 were publicly traded instruments which were classified as Level 1 in the fair value hierarchy.

Fair Value of Alternative Investments

 

Other invested assets consist of limited liability companies and limited partnerships whose carrying value approximates fair value.  The following table provides the fair value and future funding commitments related to these investments at June 30, 2022 and December 31, 2021.

 

 

 

June 30, 2022

 

 

December 31, 2021

 

(Dollars in thousands)

 

Fair Value

 

 

Future Funding

Commitment

 

 

Fair Value

 

 

Future Funding

Commitment

 

European Non-Performing Loan Fund, LP (1)

 

$

5,012

 

 

$

14,214

 

 

$

8,636

 

 

$

14,214

 

Distressed Debt Fund, LP (2)

 

 

330

 

 

 

17,000

 

 

 

349

 

 

 

17,000

 

Mortgage Debt Fund, LP (3)

 

 

9,592

 

 

 

 

 

 

11,707

 

 

 

 

Credit Fund, LLC (4)

 

 

99,608

 

 

 

 

 

 

106,162

 

 

 

 

Global Debt Fund, LP (5)

 

 

25,655

 

 

 

 

 

 

25,797

 

 

 

 

Total

 

$

140,197

 

 

$

31,214

 

 

$

152,651

 

 

$

31,214

 

21


GLOBAL INDEMNITY GROUP, LLC

 

 

(1)

This limited partnership invests in distressed securities and assets through senior and subordinated, secured and unsecured debt and equity, in both public and private large-cap and middle-market companies.  The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner.  The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets.

(2)

This limited partnership invests in stressed and distressed securities and structured products.  The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner.  The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets.

(3)

This limited partnership invests in REIT qualifying assets such as mortgage loans, investor property loans, and commercial mortgage loans.  The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner.  The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets.

(4)

This limited liability company invests in a broad portfolio of non-investment grade loans, secured and unsecured corporate debt, credit default swaps, reverse repurchase agreements and synthetic indices.  The Company does have the ability to sell its interest by providing notice to the fund.

(5)

This limited partnership invests in performing, stressed or distressed securities and loans across the global fixed income markets.  The Company does not have the ability to sell or transfer its limited partnership interest without consent from the general partner. The Company does not have the contractual option to redeem its limited partnership interest but receives distributions based on the liquidation of the underlying assets.

Limited Liability Companies and Limited Partnerships with ownership interest exceeding 3%

 

The Company uses the equity method to account for investments in limited liability companies and limited partnerships where its ownership interest exceeds 3%. The equity method of accounting for an investment in limited liability companies and limited partnerships requires that its cost basis be updated to account for the income or loss earned on the investment.  In the Fair Value of Alternative Investments table above, all of the investments, except for the Credit Fund, LLC, are booked on a one quarter lag due to non-availability of data at the time the financial statements are prepared.  Information for the Credit Fund, LLC is received on a timely basis and is included in current results.  The investment income (loss) associated with the limited liability companies and limited partnerships whose ownership interest exceeds 3% is reflected in the consolidated statements of operations in the amounts of ($5.3) million and $3.8 million for the quarters ended June 30, 2022 and 2021, respectively, and ($5.4) million and $6.8 million for the six months ended June 30, 2022 and 2021, respectively.    

Pricing

 

The Company’s pricing vendors provide prices for all investment categories except for investments in limited liability companies and limited partnerships.  Two primary vendors are utilized to provide prices for equity and fixed maturity securities.

 

The following is a description of the valuation methodologies used by the Company’s pricing vendors for investment securities carried at fair value:

 

 

Equity security prices are received from primary and secondary exchanges.

 

 

Corporate and agency bonds are evaluated by utilizing a spread to a benchmark curve.  Bonds with similar characteristics are grouped into specific sectors.  Inputs for both asset classes consist of trade prices, broker quotes, the new issue market, and prices on comparable securities.

 

 

Data from commercial vendors is aggregated with market information, then converted into an option adjusted spread (“OAS”) matrix and prepayment model used for collateralized mortgage obligations (“CMO”). CMOs are categorized with mortgage-backed securities in the tables listed above.  For asset-backed securities, spread data is derived from trade prices, dealer quotations, and research reports.  For both asset classes, evaluations utilize standard inputs plus new issue data, and collateral performance.  The evaluated pricing models incorporate cash flows, broker quotes, market trades, historical prepayment speeds, and dealer projected speeds.

 

For obligations of state and political subdivisions, an attribute-based modeling system is used.  The pricing model incorporates trades, market clearing yields, market color, and fundamental credit research.

 

U.S. treasuries are evaluated by obtaining feeds from a number of live data sources including primary and secondary dealers as well as inter-dealer brokers.

 

For mortgage-backed securities, various external analytical products are utilized and purchased from commercial vendors.

22


GLOBAL INDEMNITY GROUP, LLC

 

The Company performs certain procedures to validate whether the pricing information received from the pricing vendors is reasonable, to ensure that the fair value determination is consistent with accounting guidance, and to ensure that its assets are properly classified in the fair value hierarchy.  The Company’s procedures include, but are not limited to:

 

Reviewing periodic reports provided by the Investment Manager that provides information regarding rating changes and securities placed on watch.  This procedure allows the Company to understand why a particular security’s market value may have changed or may potentially change.

 

Understanding and periodically evaluating the various pricing methods and procedures used by the Company’s pricing vendors to ensure that investments are properly classified within the fair value hierarchy.

 

On a quarterly basis, the Company corroborates investment security prices received from its pricing vendors by obtaining pricing from a second pricing vendor for a sample of securities.

 

During the quarters and six months ended June 30, 2022 and 2021, the Company has not adjusted quotes or prices obtained from the pricing vendors.

 

5.

Allowance for Expected Credit Losses - Premium Receivables and Reinsurance Receivables

For premium receivables, the allowance is based upon the Company’s ongoing review of key aspects of amounts outstanding, including but not limited to, length of collection periods, direct placement with collection agencies, solvency of insured or agent, terminated agents, and other relevant factors. 

 

The following table is an analysis of the allowance for expected credit losses related to the Company's premium receivables for the quarters and six months ended June 30, 2022 and 2021:

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Beginning balance

 

$

2,937

 

 

$

2,772

 

 

$

2,996

 

 

$

2,900

 

Current period provision for expected credit losses

 

 

536

 

 

 

172

 

 

 

619

 

 

 

260

 

Write-offs

 

 

(554

)

 

 

(122

)

 

 

(696

)

 

 

(338

)

Ending balance

 

$

2,919

 

 

$

2,822

 

 

$

2,919

 

 

$

2,822

 

For reinsurance receivables, the allowance is based upon the Company’s ongoing review of key aspects of amounts outstanding, including but not limited to, length of collection periods, disputes, applicable coverage defenses, insolvent reinsurers, financial strength of solvent reinsurers based on AM Best Ratings and other relevant factors. 

 

The following table is an analysis of the allowance for expected credit losses related to the Company's reinsurance receivables for the quarters and six months ended June 30, 2022 and 2021:

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Beginning balance

 

$

8,992

 

 

$

8,992

 

 

$

8,992

 

 

$

8,992

 

Current period provision for expected credit losses

 

 

 

 

 

 

 

 

 

 

 

 

Write-offs

 

 

 

 

 

 

 

 

 

 

 

 

Recoveries of amounts previously written off

 

 

 

 

 

 

 

 

 

 

 

 

Ending balance

 

$

8,992

 

 

$

8,992

 

 

$

8,992

 

 

$

8,992

 

 

23


GLOBAL INDEMNITY GROUP, LLC

 

6.

Income Taxes

 

Global Indemnity Group, LLC is a publicly traded partnership for U.S. federal income tax purposes and meets the qualifying income exception to maintain partnership status. As a publicly traded partnership, Global Indemnity Group, LLC is generally not subject to federal income tax and most state income taxes. However, income earned by the subsidiaries of Global Indemnity Group, LLC is subject to corporate tax in the United States and certain foreign jurisdictions.

 

As of June 30, 2022, the statutory income tax rates of the countries where the Company conducts or conducted business are 21% in the United States, 0% in Bermuda, and 25% on non-trading income, 33% on capital gains and 12.5% on trading income in the Republic of Ireland. The statutory income tax rate of each country is applied against the expected annual taxable income of the Company in each country to estimate the annual income tax expense.

The Company’s income (loss) before income taxes is derived from its U.S. subsidiaries for the quarters and six months ended June 30, 2022 and 2021.

 

The following table summarizes the components of income tax expense (benefit):

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Deferred income tax expense (benefit):

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

U.S. Federal

 

$

(626

)

 

$

844

 

 

$

(4,039

)

 

$

641

 

Total deferred income tax expense (benefit)

 

 

(626

)

 

 

844

 

 

 

(4,039

)

 

 

641

 

Total income tax expense (benefit)

 

$

(626

)

 

$

844

 

 

$

(4,039

)

 

$

641

 

 

The weighted average expected tax provision has been calculated using income (loss) before income taxes in each jurisdiction multiplied by that jurisdiction’s applicable statutory tax rate.  

The following table summarizes the differences between the tax provision for financial statement purposes and the expected tax provision at the weighted average tax rate:

 

 

 

Quarters Ended June 30,

 

 

 

2022

 

 

2021

 

(Dollars in thousands)

 

Amount

 

 

% of Pre-

Tax Income

 

 

Amount

 

 

% of Pre-

Tax Income

 

Expected tax provision at weighted average tax rate

 

$

(2,686

)

 

 

21.0

%

 

$

1,516

 

 

 

21.0

%

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividend exclusion

 

 

(24

)

 

 

0.2

 

 

 

(19

)

 

 

(0.3

)

Parent (income) loss treated as partnership for tax

 

 

1,827

 

 

 

(14.3

)

 

 

(819

)

 

 

(11.3

)

Other

 

 

257

 

 

 

(2.0

)

 

 

166

 

 

 

2.3

 

Effective income tax expense (benefit)

 

$

(626

)

 

 

4.9

%

 

$

844

 

 

 

11.7

%

 

The effective income tax benefit rate for the quarter ended June 30, 2022 was 4.9% compared to an effective income tax expense rate of 11.7% for the quarter ended June 30, 2021. The difference between 2022 and 2021 is primarily due to a change in income or loss at the parent company which is treated as a partnership for tax.   

 

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

(Dollars in thousands)

 

Amount

 

 

% of Pre-

Tax Income

 

 

Amount

 

 

% of Pre-

Tax Income

 

Expected tax provision at weighted average tax rate

 

$

(6,505

)

 

 

21.0

%

 

$

2,632

 

 

 

21.0

%

Adjustments:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Dividend exclusion

 

 

(46

)

 

 

0.1

 

 

 

(36

)

 

 

(0.3

)

Parent (income) loss treated as partnership for tax

 

 

2,070

 

 

 

(6.7

)

 

 

(2,186

)

 

 

(17.4

)

Other

 

 

442

 

 

 

(1.4

)

 

 

231

 

 

 

1.8

 

Effective income tax expense (benefit)

 

$

(4,039

)

 

 

13.0

%

 

$

641

 

 

 

5.1

%

 

24


GLOBAL INDEMNITY GROUP, LLC

 

The effective income tax benefit rate for the six months ended June 30, 2022 was 13.0% compared to an effective income tax expense rate of 5.1% for the six months ended June 30, 2021. The difference between 2022 and 2021 is primarily due to a change in income or loss at the parent company which is treated as a partnership for tax. 

 

The Company has a net operating loss (“NOL”) carryforward of $28.0 million as of June 30, 2022, which begins to expire in 2036 based on when the original NOL was generated.  The Company’s NOL carryforward as of December 31, 2021 was $28.6 million.

As of June 30, 2022, the Company has a Section 163(j) (“163(j)”) carryforward of $3.5 million which can be carried forward indefinitely. The 163(j) carryforward relates to the limitation on the deduction for business interest expense paid or accrued.

7.

Liability for Unpaid Losses and Loss Adjustment Expenses

Activity in the liability for unpaid losses and loss adjustment expenses is summarized as follows:

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Balance at beginning of period

 

$

770,332

 

 

$

675,908

 

 

$

759,904

 

 

$

662,811

 

Less: Ceded reinsurance receivables

 

 

93,194

 

 

 

79,421

 

 

 

94,443

 

 

 

82,158

 

Net balance at beginning of period

 

 

677,138

 

 

 

596,487

 

 

 

665,461

 

 

 

580,653

 

Incurred losses and loss adjustment expenses related to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current year

 

 

96,189

 

 

 

85,409

 

 

 

183,947

 

 

 

179,603

 

Prior years

 

 

(3,571

)

 

 

5,529

 

 

 

(6,634

)

 

 

2,118

 

Total incurred losses and loss adjustment expenses

 

 

92,618

 

 

 

90,938

 

 

 

177,313

 

 

 

181,721

 

Paid losses and loss adjustment expenses related to:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current year

 

 

29,079

 

 

 

38,558

 

 

 

42,394

 

 

 

60,277

 

Prior years

 

 

30,201

 

 

 

38,400

 

 

 

89,904

 

 

 

91,630

 

Total paid losses and loss adjustment expenses

 

 

59,280

 

 

 

76,958

 

 

 

132,298

 

 

 

151,907

 

Net balance at end of period

 

 

710,476

 

 

 

610,467

 

 

 

710,476

 

 

 

610,467

 

Plus:  Ceded reinsurance receivables

 

 

94,185

 

 

 

87,151

 

 

 

94,185

 

 

 

87,151

 

Balance at end of period

 

$

804,661

 

 

$

697,618

 

 

$

804,661

 

 

$

697,618

 

 

When analyzing loss reserves and prior year development, the Company considers many factors, including the frequency and severity of claims, loss trends, case reserve settlements that may have resulted in significant development, and any other additional or pertinent factors that may impact reserve estimates.

During the second quarter of 2022, the Company decreased its prior accident year loss reserves by $3.6 million, which consisted of a $0.3 million increase related to Commercial Specialty, a $1.2 million decrease related to Reinsurance Operations, and a $2.6 million decrease related to Exited Lines.   

 

The $0.3 million increase of prior accident year loss reserves related to Commercial Specialty primarily consisted of the following:

 

Property:  A $0.9 million decrease primarily recognizes lower than expected claims severity in the 2016, 2020 and 2021 accident years, partially offset by increases in the 2015 and 2017 through 2019 accident years.

 

 

General Liability: A $1.3 million increase reflects higher than expected claims severity in accident years prior to 2005, 2016, 2017, 2019 and 2020 accident years, partially offset by decreases in the 2010 through 2015, 2018 and 2021 accident years.

 

 

Professional:  A $0.1 million decrease primarily in the 2020 accident year.

 

The $1.2 million reduction of prior accident year loss reserves related to Reinsurance Operations primarily consisted of the following:

25


GLOBAL INDEMNITY GROUP, LLC

 

Professional: A $1.2 million decrease was recognized in the 2016 accident year reflecting a reduction in the ultimate for the claims-made segment; the inception-to-date case incurred remains zero in this year.  

The $2.6 million reduction of prior accident year loss reserves related to Exited Lines consisted of the following:

 

Property:  A $0.5 million decrease reflects a $0.3 million reduction primarily in the Property Brokerage lines with decreases in the 2011 and 2018 through 2021 accident years, partially offset by increases in the 2016 and 2017 accident years as well as a $0.2 million reduction primarily due to lower than expected claims severity in the 2019 and 2020 accident years, partially offset by an increase in the 2021 accident year in the Farm, Ranch & Stable business lines.

 

 

Reinsurance:  A $2.1 million decrease primarily in the 2017 through the 2021 accident years based on the reported information from cedants.

During the second quarter of 2021, the Company increased its prior accident year loss reserves by $5.5 million, which consisted of a $0.5 million decrease related to Commercial Specialty, a less than $0.1 million decrease related to Reinsurance Operations, and a $6.1 million increase related to Exited Lines.

 

The $0.5 million decrease of prior accident year loss reserves related to Commercial Specialty primarily consisted of the following:

 

Property:  A $0.5 million increase primarily in commercial lines.

 

 

General Liability: A $0.7 million decrease reflects a reduction of $0.9 million in the 2000 accident year from a runoff reserve category as well as other decreases mainly resulting from lower than anticipated claims severity in the 2007, 2008, 2013, 2014 and 2019 accident years partially offset by increases in the 2012, 2016 through 2018 and 2020 accident years.

 

Professional:  A $0.3 million decrease primarily in the 2019 and 2020 accident years mainly reflecting lower than anticipated claims severity.  

The $6.1 million increase in prior accident year loss reserves related to Exited Lines primarily consisted of the following: 

 

Property: A $6.5 million increase primarily in the 2018 accident year reflects an increase in the estimated ultimate for Hurricane Michael; the increase recognizes case incurred emergence on a Property Brokerage claim.

 

General Liability: A $0.1 million reduction primarily reflects a reduction in the 2017 accident year, mostly offset by an increase in the 2018 accident year.

 

 

Reinsurance: A $0.3 million decrease in the property lines mainly in the 2017 through 2020 accident years based on the reported information from cedants.

 

During the first six months of 2022, the Company decreased its prior accident year loss reserves by $6.6 million, which consisted of a $0.5 million increase related to Commercial Specialty, a $1.2 million decrease related to Reinsurance Operations, and a $6.0 million decrease related to Exited Lines.  

 

The $0.5 million increase of prior accident year loss reserves related to Commercial Specialty primarily consisted of the following:

 

 

Property:  A $0.7 million decrease primarily recognizes lower than expected claims severity in the 2016, 2018 and 2021 accident years, partially offset by increases in the 2015, 2017, 2019 and 2020 accident years.

 

 

General Liability: A $1.5 million increase reflects higher than expected claims severity in accident years prior to 2005, 2010, 2016, 2017, 2019 and 2020 accident years, partially offset by decreases in the 2006, 2007, 2011 through 2015, 2018 and 2021 accident years.

 

26


GLOBAL INDEMNITY GROUP, LLC

 

 

Professional:  A $0.2 million decrease primarily in the 2006, 2019 and 2020 accident years, partially offset by an increase in the 2021 accident year.

 

The $1.2 million reduction of prior accident year loss reserves related to Reinsurance Operations primarily consisted of the following:

 

Professional: A $1.2 million decrease was recognized in the 2016 accident year reflecting a reduction in the ultimate for the claims-made segment; the inception-to-date case incurred remains zero in this year.

The $6.0 million reduction of prior accident year loss reserves related to Exited Lines primarily consisted of the following:

 

 

Property:  A $1.1 million decrease primarily resulted from a $0.4 million reduction in Property Brokerage with decreases in the 2011 and 2018 through 2021 accident years, partially offset by increases in the 2016 and 2017 accident years plus a $0.4 million decrease in Specialty Property, mainly in the 2017, 2018, 2020 and 2021 accident years, partially offset by an increase in the 2019 accident year.  In addition, there was a $0.3 million reduction which primarily reflects lower than expected claims severity in the 2018 through 2020 accident years, partially offset by an increase in the 2021 accident year in the Farm, Ranch & Stable business lines.  

 

 

Reinsurance: A $4.3 million decrease primarily in the 2016 through the 2021 accident years based on reported information from the cedants.

 

 

General Liability:  A $0.6 million reduction in the 2016, 2017, 2019 and 2021 accident years. 

 

During the first six months of 2021, the Company increased its prior accident year loss reserves by $2.1 million, which consisted of a $3.1 million decrease related to Commercial Specialty, a less than $0.1 million decrease related to Reinsurance Operations, and a $5.3 million increase related to Exited Lines.

 

The $3.1 million decrease in prior accident year loss reserves related to Commercial Specialty primarily consisted of the following:

 

Property:  A $1.9 million decrease recognizes lower than expected claims severity in the 2017, 2019, and 2020 accident years, partially offset by an increase in the 2016 accident year.

 

General Liability:  A $0.8 million reduction reflects a decrease of $0.9 million in the 2000 accident year from a runoff reserve category as well as other decreases mainly resulting from lower than anticipated claims severity in the 2007, 2008, 2011 and 2013 through 2016 accident years partially offset by increases in the 2012, 2017 and 2018 accident years.  

 

Professional:  A $0.4 million decrease primarily in the 2019 and 2020 accident years mainly reflecting lower than anticipated claims severity.  

The $5.3 million increase in prior accident year loss reserves related to Exited Lines primarily consisted of the following:

 

 

General Liability:  A $1.2 million reduction primarily reflects decreases in the 2015 through 2018 accident years partially offset by an increase in the 2007 accident year.     

 

Property: A $7.4 million increase reflects a $8.2 million increase in the 2018 accident year primarily due to an increase in the estimated ultimate for Hurricane Michael which recognizes case incurred emergence on a Property Brokerage claim and a $0.8 million increases in the 2018 and 2020 accident years mainly due to higher than anticipated claims severity.  These increases were partially offset by a subrogation recoveries of $1.1 million in the catastrophe reserve category from the California Thomas wildfire loss in the 2017 accident year and a decrease of $0.5 million in the 2019 accident year primarily recognizing lower than expected claims severity.  

 

Reinsurance: A $0.9 million decrease in the property lines was recognized primarily in the 2011, 2017 and 2018 accident years partially offset by increases in the 2010 and 2019 accidents years based on the reported information from cedants.

27


GLOBAL INDEMNITY GROUP, LLC

 

8.

Debt

The Company’s outstanding debt consisted of the following at June 30, 2022 and December 31, 2021:

 

(Dollars in thousands)

 

June 30, 2022

 

 

December 31, 2021

 

7.875% Subordinated Notes due 2047

 

$

 

 

$

126,430

 

Total

 

$

 

 

$

126,430

 

 

Margin Borrowing Facility

The Company has available a margin borrowing facility.  The borrowing rate for this facility is tied to the Fed Funds Effective rate and was approximately 2.3% and 0.8% at June 30, 2022 and December 31, 2021, respectively.  This facility is due on demand.  The borrowings are subject to maintenance margin, which is a minimum account balance that must be maintained.  A decline in market conditions could require an additional deposit of collateral. The Company did not have any securities that were deposited as collateral at June 30, 2022 or December 31, 2021.  The amount borrowed against the margin account may fluctuate as routine investment transactions, such as dividends received, investment income received, maturities and pay-downs, impact cash balances.  The margin facility contains customary events of default, including, without limitation, insolvency, failure to make required payments, failure to comply with any representations or warranties, failure to adequately assure future performance, and failure of a guarantor to perform under its guarantee.  The Company did not have any amounts outstanding on the margin borrowing facility as of June 30, 2022 or December 31, 2021.

The Company did not incur any interest expense related to the Margin Borrowing Facility for the quarters and six months ended June 30, 2022 and 2021.

7.875% Subordinated Notes due 2047 (the “2047 Notes”)

On April 15, 2022, the Company redeemed the entire $130.0 million in aggregate principal amount of the outstanding 2047 Notes plus accrued and unpaid interest on the 2047 Notes redeemed to, but not including the Redemption Date of April 15, 2022.  In connection with the redemption, the Company wrote off deferred issuance costs of $3.5 million which was recognized as a loss on extinguishment of debt in its consolidated statements of operations for the quarter and six months ended June 30, 2022.

Interest expense, including amortization of deferred issuance costs through the date of redemption, recognized on the 2047 Notes was $0.4 million and $2.6 million for each of the quarters ended June 30, 2022 and 2021, respectively, and $3.0 million and $5.2 million for the six months ended June 30, 2022 and 2021, respectively.

In connection with the redemption of the 2047 Notes, the Supplemental Indenture and the co-obligor transaction are no longer effective.  Please see Note 13 of the notes to the consolidated financial statements in Item 8 Part II of the Company’s 2021 Annual Report on Form 10-K for more information on the Supplemental Indenture and the co-obligor transaction.

 

28


GLOBAL INDEMNITY GROUP, LLC

 

9.

Shareholders’ Equity

 

During the quarters ended June 30, 2022 and 2021, there were 11,173 and 7,100 A ordinary shares, respectively, that were surrendered or repurchased with an average price paid per share of $26.28 and $27.64, respectively.  

    

The following table provides information with respect to the class A common shares that were surrendered or repurchased during the six months ended June 30, 2022:

 

Period (1)

 

Total Number

of Shares

Purchased

 

 

Average

Price Paid

Per Share

 

 

Total Number of Shares Purchased as Part of Publicly Announced Plan or Program

 

 

Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs

 

January 1-31, 2022

 

 

4,781

 

(2)

$

25.13

 

 

 

 

 

 

 

June 1-30, 2022

 

 

11,173

 

 

$

26.28

 

 

 

 

 

 

 

Total

 

 

15,954

 

 

$

25.94

 

 

 

 

 

 

 

 

(1)

Based on settlement date.

(2)

Surrendered by employees as payment of taxes withheld on the vesting of restricted stock and/or restricted stock units.

 

The following table provides information with respect to the class A common shares that were surrendered or repurchased during the six months ended June 30, 2021:

 

Period (1)

 

Total Number

of Shares

Purchased

 

 

Average

Price Paid

Per Share

 

 

Total Number of Shares Purchased as Part of Publicly Announced Plan or Program

 

 

Approximate Dollar Value of Shares that May Yet Be Purchased Under the Plans or Programs

 

January 1-31, 2021

 

 

6,720

 

(2)

$

28.59

 

 

 

 

 

 

 

March 1-31, 2021

 

 

3,095

 

(2)

$

29.40

 

 

 

 

 

 

 

June 1-30, 2021

 

 

7,100

 

(2)

$

27.64

 

 

 

 

 

 

 

Total

 

 

16,915

 

 

$

28.34

 

 

 

 

 

 

(1)

Based on settlement date.

(2)

Surrendered by employees as payment of taxes withheld on the vesting of restricted stock and/or restricted stock units.

 

On April 5, 2021, Global Indemnity Group, LLC converted 186,160 of class B common shares to class A common shares.  There were no other class B common shares that were surrendered or repurchased during the quarters and six months ended June 30, 2022 or 2021.

 

As of June 30, 2022, Global Indemnity Group, LLC’s class A common shares were held by approximately 155 shareholders of record. There were three holders of record of Global Indemnity Group, LLC’s class B common shares, all of whom are affiliated investment funds of Fox Paine & Company, LLC, as of June 30, 2022.  Global Indemnity Group, LLC’s preferred shares were held by 1 holder of record, an affiliate of Fox Paine & Company, LLC, as of June 30, 2022.

 

Please see Note 15 of the notes to the consolidated financial statements in Item 8 Part II of the Company’s 2021 Annual Report on Form 10-K for more information on the Company’s repurchase program.

 

29


GLOBAL INDEMNITY GROUP, LLC

 

Distributions

 

Distribution payments of $0.25 per common share were declared during the six months ended June 30, 2022 as follows:

 

Approval Date

 

Record Date

 

Payment Date

 

Total Distributions Declared

(Dollars in thousands)

 

March 3, 2022

 

March 21, 2022

 

March 31, 2022

 

$

3,597

 

June 2, 2022

 

June 20, 2022

 

June 30, 2022

 

 

3,602

 

Various  (1)

 

Various

 

Various

 

 

56

 

Total

 

 

 

 

 

$

7,255

 

 

 

(1)

Represents distributions declared on unvested shares, net of forfeitures.

 

Distribution payments of $0.25 per common share were declared during the six months ended June 30, 2021 as follows:

 

Approval Date

 

Record Date

 

Payment Date

 

Total Distributions Declared

(Dollars in thousands)

 

February 14, 2021

 

March 22, 2021

 

March 31, 2021

 

$

3,570

 

June 5, 2021

 

June 21, 2021

 

June 30, 2021

 

 

3,579

 

Various (1)

 

Various

 

Various

 

 

216

 

Total

 

 

 

 

 

$

7,365

 

 

 

(1)

Represents distributions declared on unvested shares, net of forfeitures.

Accrued distributions on unvested shares, which were included in other liabilities on the consolidated balance sheets, were $1.0 million and $0.9 million as of June 30, 2022 and December 31, 2021, respectively.  Accrued preferred distributions were less than $0.1 million as of both June 30, 2022 and December 31, 2021 and were included in other liabilities on the consolidated balance sheets.

Please see Note 15 of the notes to the consolidated financial statements in Item 8 Part II of the Company’s 2021 Annual Report on Form 10-K for more information on the Company’s distribution program.

10.

Related Party Transactions

Fox Paine Entities

 

Pursuant to Global Indemnity Group, LLC’s Limited Liability Company Agreement (“LLCA”), Fox Paine Capital Fund II International, L.P. and certain of its affiliates (the “Fox Paine Funds”), together with Fox Mercury Investments, L.P. and certain of its affiliates (the “FM Entities”), and Fox Paine & Company LLC (collectively, the “Fox Paine Entities”) currently constitute a Class B Majority Shareholder (as defined in the LLCA) and, as such, have the right to appoint a number of Global Indemnity Group, LLC’s directors equal in aggregate to the pro rata percentage of the voting power in Global Indemnity Group, LLC beneficially held by the Fox Paine Entities, rounded up to the nearest whole number of directors. The Fox Paine Entities beneficially own shares representing approximately 82.8% of the voting power of Global Indemnity Group, LLC as of June 30, 2022.  The Fox Paine Entities control the appointment or election of all of Global Indemnity Group, LLC’s Directors due to the LLCA and their controlling share ownership. Global Indemnity Group, LLC’s Chairman is the chief executive and founder of Fox Paine & Company, LLC.

 

On August 27, 2020, Global Indemnity Group, LLC issued and sold to Wyncote LLC, an affiliate of Fox Paine & Company, LLC, 4,000 Series A Cumulative Fixed Rate Preferred Interests at a price of $1,000 per Series A Preferred Interest, for the aggregate purchase price of $4,000,000. While these preferred interests are non-voting, the preferred shareholders are entitled to appoint two additional members to Global Indemnity Group, LLC’s Board of Directors whenever the “Unpaid Targeted Priority Return” with respect to the preferred interests exceed zero immediately following six or more “Distribution Dates”, whether or not such Distribution Dates occur consecutively.  Global Indemnity Group, LLC’s Board of Directors is obligated to take, and cause Global Indemnity Group, LLC’s officers to take, any necessary actions to effectuate such appointments, including expanding the size of the Board of Directors, in connection with any exercise of the foregoing provisions.  

 

30


GLOBAL INDEMNITY GROUP, LLC

 

Management fee expense of $0.7 million was incurred during each of the quarters ended June 30, 2022 and 2021 and management fee expense of $1.4 million and $1.3 million was incurred during the six months ended June 30, 2022 and 2021, respectively.  Prepaid management fees, which were included in other assets on the consolidated balance sheets, were $0.5 million and $1.9 million as of June 30, 2022 and December 31, 2021, respectively.     

In addition, Fox Paine & Company, LLC may also propose and negotiate transaction fees with the Company subject to the provisions of the Company’s related party transaction and conflict matter policies, including approval of Global Indemnity Group, LLC’s Conflicts Committee of the Board of Directors, for those services from time to time.  Each of the Company’s transactions with Fox Paine & Company, LLC are reviewed and approved by Global Indemnity Group, LLC’s Conflicts Committee, which is composed of independent directors, and the Board of Directors (other than Saul A. Fox, Chairman of the Board of Directors of Global Indemnity Group, LLC and Chief Executive of Fox Paine & Company, LLC, who is not a member of the Conflicts Committee and recused himself from the Board of Directors’ deliberations related to fees paid to Fox Paine & Company, LLC or its affiliates). 

 

11.

Commitments and Contingencies

 

Legal Proceedings

 

The Company is, from time to time, involved in various legal proceedings in the ordinary course of business.  The Company maintains insurance and reinsurance coverage for such risks in amounts that it considers adequate.  However, there can be no assurance that the insurance and reinsurance coverage that the Company maintains is sufficient or will be available in adequate amounts or at a reasonable cost.  The Company does not believe that the resolution of any currently pending legal proceedings, either individually or taken as a whole, will have a material adverse effect on its business, results of operations, cash flows, or financial condition.  

 

There is a greater potential for disputes with reinsurers who are in runoff.  Some of the Company’s reinsurers’ have operations that are in runoff, and therefore, the Company closely monitors those relationships.  The Company anticipates that, similar to the rest of the insurance and reinsurance industry, it will continue to be subject to litigation and arbitration proceedings in the ordinary course of business.

 

Commitments

 

In 2014, the Company entered into a $50 million commitment to purchase an alternative investment vehicle which is comprised of European non-performing loans.  As of June 30, 2022, the Company has funded $35.8 million of this commitment leaving $14.2 million as unfunded.  Since the investment period has concluded, the Company expects minimal capital calls will be made prospectively.

 

In 2017, the Company entered into a $50 million commitment to purchase an alternative investment vehicle comprised of stressed and distressed securities and structured products.  As of June 30, 2022, the Company has funded $33.0 million of this commitment leaving $17.0 million as unfunded. Since the investment period has concluded, the Company expects minimal capital calls will be made prospectively.

 

In 2021, the Company entered into a $25 million commitment to purchase an alternative investment vehicle comprised of performing, stressed or distressed securities and loans across the global fixed income markets.  As of June 30, 2022, the Company has fully funded this commitment.

 

Other Commitments

 

The Company is party to a Management Agreement, as amended, with Fox Paine & Company, LLC, whereby in connection with certain management services provided to it by Fox Paine & Company, LLC, the Company agreed to pay an annual management fee to Fox Paine & Company, LLC.  See Note 10 above for additional information pertaining to this management agreement.

 

31


GLOBAL INDEMNITY GROUP, LLC

 

COVID-19

 

There is risk that legislation could be passed or there could be a court ruling which would require the Company to cover business interruption claims regardless of terms, exclusions including the virus exclusions contained within the Company’s Commercial Specialty and Exited Lines policies, or other conditions included in policies that would otherwise preclude coverage.

12.

Share-Based Compensation Plans

Options

During the first quarter of 2021, the Company granted 140,000 Performance-Based Options under the Plan.  The Performance-Based Options vest in 33% increments over a three-year period subject to the achievement of certain underwriting results and expire ten years after the grant date or the occurrence of certain events specified in the agreement, whichever is earlier.  Of these options, 46,667 options, which were due to vest on April 1, 2022, were recorded as forfeitures in the year ended December 31, 2021 as a result of not meeting performance requirements related to 2021.  No stock options were awarded during the quarter and six months ended June 30, 2022 or the quarter ended June 30, 2021.  No unvested stock options were forfeited during the quarter and six months ended June 30, 2022 or the quarter ended June 30, 2021. 300,000 unvested stock options were forfeited during the six months ended June 30, 2021.     

Restricted Shares / Restricted Stock Units

There were no restricted class A common shares or restricted stock units granted to key employees during the quarters and six months ended June 30, 2022 and 2021. 

There were 35,442 and 22,540 restricted stock units that vested during the quarters ended June 30, 2022 and 2021, respectively, and 61,522 and 42,977 restricted stock units that vested during the six months ended June 30, 2022 and 2021, respectively.  Upon vesting, the restricted stock units converted to restricted class A common shares.

During the quarters ended June 30, 2022 and 2021, the Company granted 25,760 and 19,738 class A common shares, respectively, at a weighted average grant date value of $25.96 and $28.71 per share, respectively, to non-employee directors of the Company under the Plan. Of the shares granted during the quarters ended June 30, 2022 and 2021, the vesting of 8,827 and 4,838 shares, respectively, is deferred until January 1, 2024 or a change of control, whichever is earlier. The remaining shares granted to non-employee directors of the Company in 2022 and 2021 were fully vested but are subject to certain restrictions.

During the six months ended June 30, 2022 and 2021, the Company granted 50,570 and 39,744 class A common shares, respectively, at a weighted average grant date value of $25.80 and $28.51 per share, respectively, to non-employee directors of the Company under the Plan. Of the shares granted during the six months ended June 30, 2022 and 2021, the vesting of 16,140 shares and 9,741 shares, respectively, is deferred until January 1, 2024 or a change of control, whichever is earlier.  The remaining shares granted to non-employee directors of the Company in 2022 and 2021 were fully vested but are subject to certain restrictions.

13.

Earnings Per Share

Earnings per share have been computed using the weighted average number of common shares and common share equivalents outstanding during the period.  

32


GLOBAL INDEMNITY GROUP, LLC

The following table sets forth the computation of basic and diluted earnings per share:

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

(Dollars in thousands, except share and per share data)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Numerator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net income (loss)

 

$

(12,162

)

 

$

6,375

 

 

$

(26,935

)

 

$

11,892

 

Less: preferred stock distributions

 

 

110

 

 

 

110

 

 

 

220

 

 

 

220

 

Net income (loss) available to common shareholders

 

$

(12,272

)

 

$

6,265

 

 

$

(27,155

)

 

$

11,672

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Denominator:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Weighted average shares for basic earnings per share

 

 

14,543,234

 

 

 

14,412,446

 

 

 

14,529,170

 

 

 

14,396,523

 

Non-vested restricted stock

 

 

 

 

 

12,310

 

 

 

 

 

 

11,254

 

Non-vested restricted stock units

 

 

 

 

 

140,785

 

 

 

 

 

 

129,035

 

Options

 

 

 

 

 

116,190

 

 

 

 

 

 

114,312

 

Weighted average shares for diluted earnings per share (1)

 

 

14,543,234

 

 

 

14,681,731

 

 

 

14,529,170

 

 

 

14,651,124

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Earnings per share - Basic

 

$

(0.84

)

 

$

0.43

 

 

$

(1.87

)

 

$

0.81

 

Earnings per share - Diluted

 

$

(0.84

)

 

$

0.43

 

 

$

(1.87

)

 

$

0.80

 

 

(1)

For the quarter and six months ended June 30, 2022, “weighted average shares outstanding – basic” was used to calculate “diluted earnings per share” due to a net loss in each period.

 

If the Company had not incurred a loss in the quarter ended June 30, 2022, 14,749,370 weighted average shares would have been used to compute the diluted loss per share calculation.  In addition to the basic shares, weighted average shares for the diluted calculation would have included 110,417 shares of non-vested restricted stock units and 95,719 share equivalents for options.

 

If the Company had not incurred a loss in the six months ended June 30, 2022, 14,728,182 weighted average shares would have been used to compute the diluted loss per share calculation.  In addition to the basic shares, weighted average shares for the diluted calculation would have included 103,670 shares of non-vested restricted stock units and 95,342 share equivalents for options.

 

The weighted average shares outstanding used to determine dilutive earnings per share does not include 393,333 shares for both the quarter and six months ended June 30, 2022 and 540,000 shares for both the quarter and six months ended June 30, 2021, which were deemed to be anti-dilutive.

 

14.

Segment Information

 

On August 8, 2022, the Company sold the renewal rights related to all business lines within its Farm, Ranch & Stable segment for business written on or after August 8, 2022 to Everett Cash Mutual Insurance Company. During the 2nd quarter of 2022, the Company decided that Farm, Ranch & Stable would not be a core business and a decision was made to not allocate additional resources to this segment.  Previously, on October 26, 2021, the Company sold the renewal rights related to its manufactured and dwelling homes products which were part of the Specialty Property segment.  In 2021, the Company decided to cease writing certain Property Brokerage business which was part of the Commercial Specialty segment, as well as exit certain property and catastrophe lines within the Reinsurance Operations segment.  Based on the decisions to exit these lines of business, the Company changed the way it manages and analyzes its operating results. The chief operating decision makers, the Chief Executive as well as the Chief Operating Officer, decided they will be reviewing the specific results of the Exited Lines in a separate segment. The chief operating decision makers also determined that the small amount of specialty property business that remained from the Specialty Property segment would be included as programs in the Commercial Specialty segment for purpose of reviewing results and allocating resources. The Reinsurance Operations segment will continue to write casualty and professional treaties as well as individual excess policies.  Accordingly, the Company has three reportable segments: Commercial Specialty, Reinsurance Operations, and Exited Lines.  Management believes these segments allow users of the Company’s financial statements to better understand the Company's performance, better assess prospects for future net cash flows and to make more informed judgments about the Company as a whole.  The segment results for the quarter and six months ended June 30, 2021 have been revised to reflect these changes.    

33


GLOBAL INDEMNITY GROUP, LLC

 

The Company manages its business through three business segments.  Commercial Specialty offers specialty property and casualty products designed for product lines such as Small Business Binding Authority, Property Brokerage, and Programs.  Reinsurance Operations provides reinsurance solutions through brokers and primary writers including insurance and reinsurance companies.   Exited Lines represents lines of business that are no longer being written or are in runoff.

 

The following are tabulations of business segment information for the quarters and six months ended June 30, 2022 and 2021:

 

Quarter Ended June 30, 2022

(Dollars in thousands)

 

Commercial

Specialty

 

 

Reinsurance

Operations

 

(1)

Exited Lines

 

 

Total

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross written premiums

 

$

109,797

 

 

$

46,394

 

 

$

40,632

 

 

$

196,823

 

Net written premiums

 

$

101,171

 

 

$

46,394

 

 

$

19,593

 

 

$

167,158

 

Net earned premiums

 

$

95,172

 

 

$

38,596

 

 

$

21,981

 

 

$

155,749

 

Other income (loss)

 

 

260

 

 

 

(61

)

 

 

(25

)

 

 

174

 

Total revenues

 

 

95,432

 

 

 

38,535

 

 

 

21,956

 

 

 

155,923

 

Losses and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net losses and loss adjustment expenses

 

 

56,042

 

 

 

22,481

 

 

 

14,095

 

 

 

92,618

 

Acquisition costs and other underwriting expenses

 

 

36,222

 

 

 

14,369

 

 

 

10,507

 

 

 

61,098

 

Income (loss) from segments

 

$

3,168

 

 

$

1,685

 

 

$

(2,646

)

 

$

2,207

 

Unallocated Items:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

1,930

 

Net realized investment losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(9,916

)

Other loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(77

)

Corporate and other operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,993

)

Interest expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(410

)

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,529

)

Loss before income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(12,788

)

Income tax benefit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

626

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(12,162

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Segment assets

 

$

1,002,120

 

 

$

326,804

 

 

$

384,991

 

 

$

1,713,915

 

Corporate assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

147,864

 

Total assets

 

 

 

 

 

 

 

 

 

 

 

 

 

$

1,861,779

 

 

(1)

External business only, excluding business assumed from affiliates.

 

34


GLOBAL INDEMNITY GROUP, LLC

 

Quarter Ended June 30, 2021

(Dollars in thousands)

 

Commercial

Specialty

 

 

Reinsurance

Operations

 

(1)

Exited Lines

 

 

Total

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross written premiums

 

$

99,406

 

 

$

24,487

 

 

$

51,343

 

 

$

175,236

 

Net written premiums

 

$

91,647

 

 

$

24,487

 

 

$

44,519

 

 

$

160,653

 

Net earned premiums

 

$

81,965

 

 

$

18,061

 

 

$

49,382

 

 

$

149,408

 

Other income

 

 

208

 

 

 

14

 

 

 

290

 

 

 

512

 

Total revenues

 

 

82,173

 

 

 

18,075

 

 

 

49,672

 

 

 

149,920

 

Losses and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net losses and loss adjustment expenses

 

 

42,669

 

 

 

11,600

 

 

 

36,669

 

 

 

90,938

 

Acquisition costs and other underwriting expenses

 

 

30,577

 

 

 

6,198

 

 

 

20,438

 

 

 

57,213

 

Income (loss) from segments

 

$

8,927

 

 

$

277

 

 

$

(7,435

)

 

$

1,769

 

Unallocated Items:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

10,633

 

Net realized investment gains

 

 

 

 

 

 

 

 

 

 

 

 

 

 

3,833

 

Other income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

9

 

Corporate and other operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(6,329

)

Interest expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(2,696

)

Income before income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7,219

 

Income tax expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(844

)

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

$

6,375

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Segment assets

 

$

905,240

 

 

$

191,152

 

 

$

470,245

 

 

$

1,566,637

 

Corporate assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

370,680

 

Total assets

 

 

 

 

 

 

 

 

 

 

 

 

 

$

1,937,317

 

 

(1)

External business only, excluding business assumed from affiliates.

 

35


GLOBAL INDEMNITY GROUP, LLC

 

Six Months Ended June 30, 2022

(Dollars in thousands)

 

Commercial

Specialty

 

 

Reinsurance

Operations

 

(1)

Exited Lines

 

 

Total

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross written premiums

 

$

214,063

 

 

$

87,839

 

 

$

85,904

 

 

$

387,806

 

Net written premiums

 

$

199,484

 

 

$

87,839

 

 

$

39,317

 

 

$

326,640

 

Net earned premiums

 

$

186,935

 

 

$

73,559

 

 

$

44,078

 

 

$

304,572

 

Other income (loss)

 

 

519

 

 

 

(81

)

 

 

175

 

 

 

613

 

Total revenues

 

 

187,454

 

 

 

73,478

 

 

 

44,253

 

 

 

305,185

 

Losses and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net losses and loss adjustment expenses

 

 

108,095

 

 

 

43,938

 

 

 

25,280

 

 

 

177,313

 

Acquisition costs and other underwriting expenses

 

 

69,911

 

 

 

26,546

 

 

 

21,333

 

 

 

117,790

 

Income (loss) from segments

 

$

9,448

 

 

$

2,994

 

 

$

(2,360

)

 

$

10,082

 

Unallocated Items:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

8,522

 

Net realized investment losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(35,301

)

Other loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(90

)

Corporate and other operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(7,653

)

Interest expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,005

)

Loss on extinguishment of debt

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(3,529

)

Loss before income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(30,974

)

Income tax benefit

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4,039

 

Net loss

 

 

 

 

 

 

 

 

 

 

 

 

 

$

(26,935

)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Segment assets

 

$

1,002,120

 

 

$

326,804

 

 

$

384,991

 

 

$

1,713,915

 

Corporate assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

147,864

 

Total assets

 

 

 

 

 

 

 

 

 

 

 

 

 

$

1,861,779

 

 

(1)

External business only, excluding business assumed from affiliates.

 

36


GLOBAL INDEMNITY GROUP, LLC

 

Six Months Ended June 30, 2021

(Dollars in thousands)

 

Commercial

Specialty

 

 

Reinsurance

Operations

 

(1)

Exited Lines

 

 

Total

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Gross written premiums

 

$

188,740

 

 

$

46,438

 

 

$

103,616

 

 

$

338,794

 

Net written premiums

 

$

173,819

 

 

$

46,438

 

 

$

88,079

 

 

$

308,336

 

Net earned premiums

 

$

160,657

 

 

$

34,859

 

 

$

97,592

 

 

$

293,108

 

Other income (loss)

 

 

452

 

 

 

(42

)

 

 

510

 

 

 

920

 

Total revenues

 

 

161,109

 

 

 

34,817

 

 

 

98,102

 

 

 

294,028

 

Losses and Expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net losses and loss adjustment expenses

 

 

92,459

 

 

 

22,475

 

 

 

66,787

 

 

 

181,721

 

Acquisition costs and other underwriting expenses

 

 

59,629

 

 

 

11,977

 

 

 

40,371

 

 

 

111,977

 

Income (loss) from segments

 

$

9,021

 

 

$

365

 

 

$

(9,056

)

 

$

330

 

Unallocated Items:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

 

 

 

 

 

 

 

 

 

 

 

 

 

20,469

 

Net realized investment gains

 

 

 

 

 

 

 

 

 

 

 

 

 

 

7,652

 

Other loss

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(22

)

Corporate and other operating expenses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(10,605

)

Interest expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(5,291

)

Income before income taxes

 

 

 

 

 

 

 

 

 

 

 

 

 

 

12,533

 

Income tax expense

 

 

 

 

 

 

 

 

 

 

 

 

 

 

(641

)

Net income

 

 

 

 

 

 

 

 

 

 

 

 

 

$

11,892

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Segment assets

 

$

905,240

 

 

$

191,152

 

 

$

470,245

 

 

$

1,566,637

 

Corporate assets

 

 

 

 

 

 

 

 

 

 

 

 

 

 

370,680

 

Total assets

 

 

 

 

 

 

 

 

 

 

 

 

 

$

1,937,317

 

 

(1)

External business only, excluding business assumed from affiliates.

15.

New Accounting Pronouncements

The Company did not adopt any new accounting pronouncements during the six months ended June 30, 2022.  

Please see Note 24 of the notes to the consolidated financial statements in Item 8 Part II of the Company’s 2021 Annual Report on Form 10-K for more information on accounting pronouncements issued but not yet adopted.  

 

16.

Subsequent Events

 

On August 8, 2022, the Company sold the renewal rights related to all business lines within its Farm, Ranch & Stable segment for business written on or after August 8, 2022 to Everett Cash Mutual Insurance Company.  The Company will retain the unearned premium reserves for business written prior to August 8, 2022. 

 

Everett Cash Mutual Insurance Company is also acquiring the Company’s wholly owned subsidiary, American Reliable Insurance Company, for book value which is expected to be $10.0 million at the time of closing.  The transaction is subject to receiving regulatory approval which is expected to be received during the 4th quarter of 2022.  Under the agreements, total consideration to be paid by Everett Cash Mutual Insurance Company is $40 million.         

 

 

37


GLOBAL INDEMNITY GROUP, LLC

 

Item 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

 

The following discussion and analysis of the Company’s financial condition and results of operations should be read in conjunction with the consolidated financial statements and accompanying notes of the Company included elsewhere in this report.  Some of the information contained in this discussion and analysis or set forth elsewhere in this report, including information with respect to the Company’s plans and strategy, constitutes forward-looking statements that involve risks and uncertainties.  Please see "Cautionary Note Regarding Forward-Looking Statements" at the end of this Item 2 for a discussion of important factors that could cause actual results to differ materially from the results described in or implied by the forward-looking statements contained herein.  For more information regarding the Company’s business and operations, please see the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.

Recent Developments

 

Sale of Renewal Rights related to Farm, Ranch & Stable and Sale of American Reliable Insurance Company.

 

On August 8, 2022, the Company sold the renewal rights related to all business lines within its Farm, Ranch & Stable segment for business written on or after August 8, 2022 to Everett Cash Mutual Insurance Company.  The Company will retain the unearned premium reserves for business written prior to August 8, 2022. 

 

Everett Cash Mutual Insurance Company is also acquiring the Company’s wholly owned subsidiary, American Reliable Insurance Company, for book value which is expected to be $10.0 million at the time of closing.  The transaction is subject to receiving regulatory approval which is expected to be received during the 4th quarter of 2022.  Under the agreements, total consideration to be paid by Everett Cash Mutual Insurance Company is $40 million.         

 

Distributions

 

The Board of Directors approved a distribution payment of $0.25 per common share to all shareholders of record on the close of business on March 21, 2022 and June 20, 2022.  Distributions paid to common shareholders were $7.3 million during the six months ended June 30, 2022.  In addition, distributions of $0.2 million were paid to Global Indemnity Group, LLC’s preferred shareholder during the six months ended June 30, 2022.

 

AM Best Rating

 

AM Best has seven Rating Categories in the AM Best Financial Strength Rating Scale.  The categories ranging from best to worst are Superior, Excellent, Good, Fair, Marginal, Weak and Poor.  Within each rating category, there are rating notches of plus or minus to show additional gradation of the ratings.  On May 19, 2022, AM Best affirmed the financial strength rating of "A" (Excellent) for the U.S. operating subsidiaries of Global Indemnity Group, LLC.  

 

Redemption of Debt

 

On April 15, 2022, the Company redeemed the entire $130 million in aggregate principal amount of the outstanding 2047 Notes plus accrued and unpaid interest on the 2047 Notes redeemed to, but not including the Redemption Date of April 15, 2022.  

 

COVID-19

 

The global outbreak of COVID-19 continues to present significant risks to the Company. The COVID-19 pandemic may affect the Company’s operations indefinitely.  The Company may experience reductions in premium volume, delays in the collection of premiums, and increases in COVID-19 related claims.  Any resulting volatility in the global financial markets may negatively impact the market value of the Company’s investment portfolio and may result in net realized investment losses as well as a decline in the liquidity of the investment portfolio.  All of these factors may have far reaching impacts on the Company’s business, operations, and financial results and conditions, directly and indirectly, including without limitation impacts on the health of the Company’s management and employees, distribution, marketing, customers and agents, and on the overall economy. The scope and nature of these impacts, most of which are beyond the Company’s control, continue to evolve and such effects could exist for an extended period of time even after the pandemic ends.

38


GLOBAL INDEMNITY GROUP, LLC

Overview

 

The Company’s Commercial Specialty segment sells its property and casualty insurance products through a group of approximately 205 professional general agencies that have limited quoting and binding authority, as well as a number of wholesale insurance brokers who in turn sell the Company’s insurance products to insureds through retail insurance brokers.  Commercial Specialty operates predominantly in the excess and surplus lines marketplace.  Commercial Specialty also offers several specialty admitted property and casualty products.  The Company manages its Commercial Specialty segment via product classifications.  These product classifications are: 1) Penn-America, which includes property and general liability products for small commercial businesses sold through a select network of wholesale general agents with specific binding authority; 2) United National, which includes property, general liability, and professional lines products sold through program administrators with specific binding authority; 3) Diamond State, which includes property, casualty, and professional lines products sold through wholesale brokers and program administrators with specific binding authority; and 4) Vacant Express, which primarily insures dwellings which are currently vacant, undergoing renovation, or are under construction and is sold through aggregators, brokers, and retail agents.  The Company has also created several start-up business lines which distribute professional, environmental, and excess casualty products.

 

The Company’s Reinsurance Operations provides reinsurance solutions through brokers and primary writers including insurance and reinsurance companies.  It uses its capital capacity to write niche and casualty-focused treaties and business which meet the Company’s risk tolerance and return thresholds.  

 

The Company’s Exited Lines segment represents lines of business that are no longer being written or are in runoff.  Exited Lines includes specialty personal lines property and casualty products such as manufactured home, dwelling, motorcycle, watercraft and certain homeowners business, certain business within Property Brokerage, property and catastrophe reinsurance treaties, Farm, Ranch, & Stable business, and specialized insurance products for the equine mortality and equine major medical industry.  These insurance products were distributed through wholesale general agents, wholesale insurance brokers, program administrators, and retail agents.

 

The Company derives its revenues primarily from premiums paid on insurance policies that it writes and from income generated by its investment portfolio, net of fees paid for investment management services.  The amount of insurance premiums that the Company receives is a function of the amount and type of policies it writes, as well as prevailing market prices.  

 

The Company’s expenses include losses and loss adjustment expenses, acquisition costs and other underwriting expenses, corporate and other operating expenses, interest, investment expenses, and income taxes.  Losses and loss adjustment expenses are estimated by management and reflect the Company’s best estimate of ultimate losses and costs arising during the reporting period and revisions of prior period estimates.  The Company records its best estimate of losses and loss adjustment expenses considering both internal and external actuarial analyses of the estimated losses the Company expects to incur on the insurance policies it writes.  The ultimate losses and loss adjustment expenses will depend on the actual costs to resolve claims.  Acquisition costs consist principally of commissions and premium taxes that are typically a percentage of the premiums on the insurance policies the Company writes, net of ceding commissions earned from reinsurers.  Other underwriting expenses consist primarily of personnel expenses and general operating expenses related to underwriting activities.  Corporate and other operating expenses are comprised primarily of outside legal fees, other professional and accounting fees, directors’ fees, management fees & advisory fees, and salaries and benefits for company personnel whose services relate to the support of corporate activities. Interest expense is primarily comprised of amounts due on outstanding debt.

Critical Accounting Estimates and Policies

 

The Company’s consolidated financial statements are prepared in conformity with GAAP, which require it to make estimates and assumptions that affect the reported amounts of assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting periods.  Actual results could differ from those estimates and assumptions.  

 

The most critical accounting policies involve significant estimates and include those used in determining the liability for unpaid losses and loss adjustment expenses, recoverability of reinsurance receivables, investments, fair value measurements, goodwill and intangible assets, deferred acquisition costs, and taxation.  For a detailed discussion on each of these policies,

39


GLOBAL INDEMNITY GROUP, LLC

please see the Company’s Annual Report on Form 10-K for the year ended December 31, 2021.  There have been no significant changes to any of these policies or underlying methodologies during the current year.

 

Results of Operations

The following table summarizes the Company’s results for the quarters and six months ended June 30, 2022 and 2021:

 

 

 

Quarters Ended

June 30,

 

 

%

 

 

Six Months Ended

June 30,

 

 

%

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Gross written premiums

 

$

196,823

 

 

$

175,236

 

 

 

12.3

%

 

$

387,806

 

 

$

338,794

 

 

 

14.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net written premiums

 

$

167,158

 

 

$

160,653

 

 

 

4.0

%

 

$

326,640

 

 

$

308,336

 

 

 

5.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earned premiums

 

$

155,749

 

 

$

149,408

 

 

 

4.2

%

 

$

304,572

 

 

$

293,108

 

 

 

3.9

%

Other income

 

 

174

 

 

 

512

 

 

 

(66.0

%)

 

 

613

 

 

 

920

 

 

 

(33.4

%)

Total revenues

 

 

155,923

 

 

 

149,920

 

 

 

4.0

%

 

 

305,185

 

 

 

294,028

 

 

 

3.8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net losses and loss adjustment expenses

 

 

92,618

 

 

 

90,938

 

 

 

1.8

%

 

 

177,313

 

 

 

181,721

 

 

 

(2.4

%)

Acquisition costs and other underwriting expenses

 

 

61,098

 

 

 

57,213

 

 

 

6.8

%

 

 

117,790

 

 

 

111,977

 

 

 

5.2

%

Underwriting income

 

 

2,207

 

 

 

1,769

 

 

 

24.8

%

 

 

10,082

 

 

 

330

 

 

NM

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net investment income

 

 

1,930

 

 

 

10,633

 

 

 

(81.8

%)

 

 

8,522

 

 

 

20,469

 

 

 

(58.4

%)

Net realized investment gains (losses)

 

 

(9,916

)

 

 

3,833

 

 

NM

 

 

 

(35,301

)

 

 

7,652

 

 

NM

 

Other income (loss)

 

 

(77

)

 

 

9

 

 

NM

 

 

 

(90

)

 

 

(22

)

 

NM

 

Corporate and other operating expenses

 

 

(2,993

)

 

 

(6,329

)

 

 

(52.7

%)

 

 

(7,653

)

 

 

(10,605

)

 

 

(27.8

%)

Interest expense

 

 

(410

)

 

 

(2,696

)

 

 

(84.8

%)

 

 

(3,005

)

 

 

(5,291

)

 

 

(43.2

%)

Loss on extinguishment of debt

 

 

(3,529

)

 

 

 

 

NM

 

 

 

(3,529

)

 

 

 

 

NM

 

Income (loss) before income taxes

 

 

(12,788

)

 

 

7,219

 

 

NM

 

 

 

(30,974

)

 

 

12,533

 

 

NM

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Income tax expense (benefit)

 

 

(626

)

 

 

844

 

 

 

(174.2

%)

 

 

(4,039

)

 

 

641

 

 

NM

 

Net income (loss)

 

$

(12,162

)

 

$

6,375

 

 

NM

 

 

$

(26,935

)

 

$

11,892

 

 

NM

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Underwriting Ratios:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss ratio (1):

 

 

59.5

%

 

 

60.9

%

 

 

 

 

 

 

58.2

%

 

 

62.0

%

 

 

 

 

Expense ratio (2)

 

 

39.2

%

 

 

38.3

%

 

 

 

 

 

 

38.7

%

 

 

38.2

%

 

 

 

 

Combined ratio (3)

 

 

98.7

%

 

 

99.2

%

 

 

 

 

 

 

96.9

%

 

 

100.2

%

 

 

 

 

 

NM – not meaningful

(1)

The loss ratio is a GAAP financial measure that is generally viewed in the insurance industry as an indicator of underwriting profitability and is calculated by dividing net losses and loss adjustment expenses by net earned premiums.

(2)

The expense ratio is a GAAP financial measure that is calculated by dividing the sum of acquisition costs and other underwriting expenses by net earned premiums.  

(3)

The combined ratio is a GAAP financial measure and is the sum of the Company’s loss and expense ratios.

40


GLOBAL INDEMNITY GROUP, LLC

 

Premiums

The following table summarizes the change in premium volume by business segment:

 

 

 

Quarters Ended

June 30,

 

 

 

 

 

 

Six Months Ended

June 30,

 

 

 

 

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

% Change

 

 

2022

 

 

2021

 

 

% Change

 

Gross written premiums (1)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial Specialty

 

$

109,797

 

 

$

99,406

 

 

 

10.5

%

 

$

214,063

 

 

$

188,740

 

 

 

13.4

%

Reinsurance Operations (3)

 

 

46,394

 

 

 

24,487

 

 

 

89.5

%

 

 

87,839

 

 

 

46,438

 

 

 

89.2

%

Continuing Lines

 

 

156,191

 

 

 

123,893

 

 

 

26.1

%

 

 

301,902

 

 

 

235,178

 

 

 

28.4

%

Exited Lines

 

 

40,632

 

 

 

51,343

 

 

 

(20.9

%)

 

 

85,904

 

 

 

103,616

 

 

 

(17.1

%)

Total gross written premiums

 

$

196,823

 

 

$

175,236

 

 

 

12.3

%

 

$

387,806

 

 

$

338,794

 

 

 

14.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Ceded written premiums

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial Specialty

 

$

8,626

 

 

$

7,759

 

 

 

11.2

%

 

$

14,579

 

 

$

14,921

 

 

 

(2.3

%)

Reinsurance Operations (3)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Continuing Lines

 

 

8,626

 

 

 

7,759

 

 

 

11.2

%

 

 

14,579

 

 

 

14,921

 

 

 

(2.3

%)

Exited Lines

 

 

21,039

 

 

 

6,824

 

 

NM

 

 

 

46,587

 

 

 

15,537

 

 

 

199.8

%

Total ceded written premiums

 

$

29,665

 

 

$

14,583

 

 

 

103.4

%

 

$

61,166

 

 

$

30,458

 

 

 

100.8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net written premiums (2)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial Specialty

 

$

101,171

 

 

$

91,647

 

 

 

10.4

%

 

$

199,484

 

 

$

173,819

 

 

 

14.8

%

Reinsurance Operations (3)

 

 

46,394

 

 

 

24,487

 

 

 

89.5

%

 

 

87,839

 

 

 

46,438

 

 

 

89.2

%

Continuing Lines

 

 

147,565

 

 

 

116,134

 

 

 

27.1

%

 

 

287,323

 

 

 

220,257

 

 

 

30.4

%

Exited Lines

 

 

19,593

 

 

 

44,519

 

 

 

(56.0

%)

 

 

39,317

 

 

 

88,079

 

 

 

(55.4

%)

Total net written premiums

 

$

167,158

 

 

$

160,653

 

 

 

4.0

%

 

$

326,640

 

 

$

308,336

 

 

 

5.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earned premiums

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial Specialty

 

$

95,172

 

 

$

81,965

 

 

 

16.1

%

 

$

186,935

 

 

$

160,657

 

 

 

16.4

%

Reinsurance Operations (3)

 

 

38,596

 

 

 

18,061

 

 

 

113.7

%

 

 

73,559

 

 

 

34,859

 

 

 

111.0

%

Continuing Lines

 

 

133,768

 

 

 

100,026

 

 

 

33.7

%

 

 

260,494

 

 

 

195,516

 

 

 

33.2

%

Exited Lines

 

 

21,981

 

 

 

49,382

 

 

 

(55.5

%)

 

 

44,078

 

 

 

97,592

 

 

 

(54.8

%)

Total net earned premiums

 

$

155,749

 

 

$

149,408

 

 

 

4.2

%

 

$

304,572

 

 

$

293,108

 

 

 

3.9

%

NM – not meaningful

(1)

Gross written premiums represent the amount received or to be received for insurance policies written without reduction for reinsurance costs, ceded premiums, or other deductions.

(2)

Net written premiums equal gross written premiums less ceded written premiums.

(3)

External business only, excluding business assumed from affiliates.

 

Gross written premiums increased by 12.3% and 14.5% for the quarter and six months ended June 30, 2022, respectively, as compared to same periods in 2021.  The increase in gross written premiums is mainly due to the continued growth of existing programs, increased pricing, and several new programs within Commercial Specialty, the organic growth of existing casualty treaties within Reinsurance Operations, partially offset by a reduction in premiums within Exited Lines.  

41


GLOBAL INDEMNITY GROUP, LLC

Underwriting Ratios

 

 

 

Quarters Ended

June 30,

 

 

Point

 

 

Six Months Ended

June 30,

 

 

Point

 

 

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Loss ratio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial Specialty

 

 

58.9

%

 

 

52.1

%

 

 

6.8

 

 

 

57.8

%

 

 

57.6

%

 

 

0.2

 

Reinsurance Operations

 

 

58.3

%

 

 

64.2

%

 

 

(5.9

)

 

 

59.7

%

 

 

64.4

%

 

 

(4.7

)

Continuing Lines

 

 

58.7

%

 

 

54.3

%

 

 

4.4

 

 

 

58.4

%

 

 

58.8

%

 

 

(0.4

)

Exited Lines

 

 

64.1

%

 

 

74.2

%

 

 

(10.1

)

 

 

57.4

%

 

 

68.4

%

 

 

(11.0

)

Total loss ratio

 

 

59.5

%

 

 

60.9

%

 

 

(1.4

)

 

 

58.2

%

 

 

62.0

%

 

 

(3.8

)

Expense ratio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial Specialty

 

 

38.1

%

 

 

37.3

%

 

 

0.8

 

 

 

37.4

%

 

 

37.1

%

 

 

0.3

 

Reinsurance Operations

 

 

37.2

%

 

 

34.3

%

 

 

2.9

 

 

 

36.1

%

 

 

34.4

%

 

 

1.7

 

Continuing Lines

 

 

37.8

%

 

 

36.8

%

 

 

1.0

 

 

 

37.0

%

 

 

36.6

%

 

 

0.4

 

Exited Lines

 

 

47.8

%

 

 

41.4

%

 

 

6.4

 

 

 

48.4

%

 

 

41.4

%

 

 

7.0

 

Total expense ratio

 

 

39.2

%

 

 

38.3

%

 

 

0.9

 

 

 

38.7

%

 

 

38.2

%

 

 

0.5

 

Combined ratio

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Commercial Specialty

 

 

97.0

%

 

 

89.4

%

 

 

7.6

 

 

 

95.2

%

 

 

94.7

%

 

 

0.5

 

Reinsurance Operations

 

 

95.5

%

 

 

98.5

%

 

 

(3.0

)

 

 

95.8

%

 

 

98.8

%

 

 

(3.0

)

Continuing Lines

 

 

96.5

%

 

 

91.1

%

 

 

5.4

 

 

 

95.4

%

 

 

95.4

%

 

 

(0.0

)

Exited Lines

 

 

111.9

%

 

 

115.6

%

 

 

(3.7

)

 

 

105.8

%

 

 

109.8

%

 

 

(4.0

)

Total combined ratio

 

 

98.7

%

 

 

99.2

%

 

 

(0.5

)

 

 

96.9

%

 

 

100.2

%

 

 

(3.3

)

Net Retention

The ratio of net written premiums to gross written premiums is referred to as the Company’s net premium retention.  The Company’s net premium retention is summarized by segments as follows:

 

 

 

Quarters Ended

June 30,

 

 

Point

 

 

Six Months Ended

June 30,

 

 

Point

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Commercial Specialty

 

 

92.1

%

 

 

92.2

%

 

 

(0.1

)

 

 

93.2

%

 

 

92.1

%

 

 

1.1

 

Reinsurance Operations

 

 

100.0

%

 

 

100.0

%

 

 

 

 

 

100.0

%

 

 

100.0

%

 

 

 

Continuing Lines

 

 

94.5

%

 

 

93.7

%

 

 

0.8

 

 

 

95.2

%

 

 

93.7

%

 

 

1.5

 

Exited Lines

 

 

48.2

%

 

 

86.7

%

 

 

(38.5

)

 

 

45.8

%

 

 

100.0

%

 

 

(54.2

)

Total

 

 

84.9

%

 

 

91.7

%

 

 

(6.8

)

 

 

84.2

%

 

 

91.0

%

 

 

(6.8

)

 

The net premium retention for both the quarter and six months ended June 30, 2022 decreased by 6.8 points as compared to the same periods in 2021.  The reduction in retention is primarily driven by the Company entering into an agreement effective November 30, 2021 where American Family Mutual Insurance Company agreed to reinsure 100% of the Company’s unearned premium reserves of the same types as the policies included in the sale of the renewal rights of the Company’s manufactured and dwelling homes products that were in force as of November 30, 2021.  See Note 3 of the notes to the consolidated financial statements in Item 8 Part II of the Company’s 2021 Annual Report on Form 10-K for additional information on this reinsurance agreement as well as the sale of renewal rights related to the Company’s manufactured and dwelling home products.

 

Net Earned Premiums

 

Net earned premiums within the Commercial Specialty segment increased by 16.1% and 16.4% for the quarter and six months ended June 30, 2022, respectively, as compared to the same periods in 2021.  The increase in net earned premiums was primarily due to a growth in premiums written as a result of organic growth from existing agents, pricing increases, and several new programs. Property net earned premiums were $36.8 million and $34.7 million for the quarters ended June 30, 2022 and 2021, respectively, and $72.3 million and $71.9 million for the six months ended June 30, 2022 and 2021,

42


GLOBAL INDEMNITY GROUP, LLC

respectively. Casualty net earned premiums were $58.3 million and $47.2 million for the quarters ended June 30, 2022 and 2021, respectively, and $114.6 million and $88.8 million for the six months ended June 30, 2022 and 2021, respectively.  

 

Net earned premiums within the Reinsurance Operations segment increased by 113.7% and 111.0% for the quarter and six months ended June 30, 2022, respectively, as compared to the same periods in 2021 primarily due to organic growth of existing casualty treaties.  There was no property net earned premiums for the quarters and six months ended June 30, 2022 and 2021.  Casualty net earned premiums were $38.6 million and $18.1 million for the quarters ended June 30, 2022 and 2021, respectively, and $73.6 million and $34.9 million for the six months ended June 30, 2022 and 2021, respectively.

 

Net earned premiums within the Exited Lines segment decreased by 55.5% and 54.8% for the quarter and six months ended June 30, 2022, respectively, as compared to the same periods in 2021 primarily due to the sale of the renewal rights related to the Company’s manufactured and dwelling home products on October 26, 2021.  The decrease in net earned premiums is also due to exiting lines of business unrelated to the company’s continuing businesses.  Property net earned premiums were $16.6 million and $43.1 million for the quarters ended June 30, 2022 and 2021, respectively, and $34.2 million and $85.0 million for the six months ended June 30, 2022 and 2021, respectively. Casualty net earned premiums were $5.4 million and $6.2 million for the quarters ended June 30, 2022 and 2021, respectively, and $9.8 million and $12.6 million for the six months ended June 30, 2022 and 2021, respectively.  

Reserves

 

Management’s best estimate at June 30, 2022 was recorded as the loss reserve.  Management’s best estimate is as of a particular point in time and is based upon known facts, the Company’s actuarial analyses, current law, and the Company’s judgment.  This resulted in carried gross and net reserves of $804.7 million and $710.5 million, respectively, as of June 30, 2022.  A breakout of the Company’s gross and net reserves, as of June 30, 2022, is as follows:

 

 

 

Gross Reserves

 

(Dollars in thousands)

 

Case

 

 

IBNR (1)

 

 

Total

 

Commercial Specialty

 

$

163,650

 

 

$

316,635

 

 

$

480,285

 

Reinsurance Operations

 

 

6,249

 

 

 

138,272

 

 

 

144,521

 

Continuing Lines

 

 

169,899

 

 

 

454,907

 

 

 

624,806

 

Exited Lines

 

 

83,667

 

 

 

96,188

 

 

 

179,855

 

Total

 

$

253,566

 

 

$

551,095

 

 

$

804,661

 

 

 

 

Net Reserves (2)

 

(Dollars in thousands)

 

Case

 

 

IBNR (1)

 

 

Total

 

Commercial Specialty

 

$

140,566

 

 

$

284,090

 

 

$

424,656

 

Reinsurance Operations

 

 

6,249

 

 

 

138,272

 

 

 

144,521

 

Continuing Lines

 

 

146,815

 

 

 

422,362

 

 

 

569,177

 

Exited Lines

 

 

63,867

 

 

 

77,432

 

 

 

141,299

 

Total

 

$

210,682

 

 

$

499,794

 

 

$

710,476

 

 

(1)

Losses incurred but not reported, including the expected future emergence of case reserves.

(2)

Does not include reinsurance receivable on paid losses.

 

Each reserve category has an implicit frequency and severity for each accident year as a result of the various assumptions made.  If the actual levels of loss frequency and severity are higher or lower than expected, the ultimate losses will be different than management’s best estimate.  For most of its reserve categories, the Company believes that frequency can be predicted with greater accuracy than severity.  Therefore, the Company believes management’s best estimate is more likely influenced by changes in severity than frequency.  The following table, which the Company believes reflects a reasonable range of variability around its best estimate based on historical loss experience and management’s judgment, reflects the

43


GLOBAL INDEMNITY GROUP, LLC

impact of changes (which could be favorable or unfavorable) in frequency and severity on the Company’s current accident year net loss estimate of $183.9 million for claims occurring during the six months ended June 30, 2022:

 

 

 

 

 

 

 

Severity Change

 

(Dollars in thousands)

 

 

-10%

 

 

-5%

 

 

0%

 

 

5%

 

 

10%

 

Frequency Change

 

-5%

 

 

 

(26,672

)

 

 

(17,935

)

 

 

(9,197

)

 

 

(460

)

 

 

8,278

 

 

 

-3%

 

 

 

(23,361

)

 

 

(14,440

)

 

 

(5,518

)

 

 

3,403

 

 

 

12,324

 

 

 

-2%

 

 

 

(21,706

)

 

 

(12,692

)

 

 

(3,679

)

 

 

5,334

 

 

 

14,348

 

 

 

-1%

 

 

 

(20,050

)

 

 

(10,945

)

 

 

(1,839

)

 

 

7,266

 

 

 

16,371

 

 

 

0%

 

 

 

(18,395

)

 

 

(9,197

)

 

 

 

 

 

9,197

 

 

 

18,395

 

 

 

1%

 

 

 

(16,739

)

 

 

(7,450

)

 

 

1,839

 

 

 

11,129

 

 

 

20,418

 

 

 

2%

 

 

 

(15,084

)

 

 

(5,702

)

 

 

3,679

 

 

 

13,060

 

 

 

22,442

 

 

 

3%

 

 

 

(13,428

)

 

 

(3,955

)

 

 

5,518

 

 

 

14,992

 

 

 

24,465

 

 

 

5%

 

 

 

(10,117

)

 

 

(460

)

 

 

9,197

 

 

 

18,855

 

 

 

28,512

 

 

The Company’s net reserves for losses and loss adjustment expenses of $710.5 million as of June 30, 2022 relate to multiple accident years.  Therefore, the impact of changes in frequency and severity for more than one accident year could be higher or lower than the amounts reflected above.

Underwriting Results

Commercial Specialty

The components of income from the Company’s Commercial Specialty segment and corresponding underwriting ratios are as follows:

 

 

 

Quarters Ended

June 30,

 

 

%

 

 

Six Months Ended

June 30,

 

 

%

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Gross written premiums

 

$

109,797

 

 

$

99,406

 

 

 

10.5

%

 

$

214,063

 

 

$

188,740

 

 

 

13.4

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net written premiums

 

$

101,171

 

 

$

91,647

 

 

 

10.4

%

 

$

199,484

 

 

$

173,819

 

 

 

14.8

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earned premiums

 

$

95,172

 

 

$

81,965

 

 

 

16.1

%

 

$

186,935

 

 

$

160,657

 

 

 

16.4

%

Other income

 

 

260

 

 

$

208

 

 

 

25.0

%

 

$

519

 

 

$

452

 

 

 

14.8

%

Total revenues

 

 

95,432

 

 

 

82,173

 

 

 

16.1

%

 

 

187,454

 

 

 

161,109

 

 

 

16.4

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net losses and loss adjustment expenses

 

 

56,042

 

 

 

42,669

 

 

 

31.3

%

 

 

108,095

 

 

 

92,459

 

 

 

16.9

%

Acquisition costs and other underwriting expenses

 

 

36,222

 

 

 

30,577

 

 

 

18.5

%

 

 

69,911

 

 

 

59,629

 

 

 

17.2

%

Underwriting income

 

$

3,168

 

 

$

8,927

 

 

 

(64.5

%)

 

$

9,448

 

 

$

9,021

 

 

 

4.7

%

 

 

 

Quarters Ended

June 30,

 

 

Point

 

 

Six Months Ended

June 30,

 

 

Point

 

 

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Underwriting Ratios:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss ratio:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current accident year

 

 

58.6

%

 

 

52.7

%

 

 

5.9

 

 

 

57.5

%

 

 

59.5

%

 

 

(2.0

)

Prior accident year

 

 

0.3

%

 

 

(0.6

%)

 

 

0.9

 

 

 

0.3

%

 

 

(1.9

%)

 

 

2.2

 

Calendar year loss ratio

 

 

58.9

%

 

 

52.1

%

 

 

6.8

 

 

 

57.8

%

 

 

57.6

%

 

 

0.2

 

Expense ratio

 

 

38.1

%

 

 

37.3

%

 

 

0.8

 

 

 

37.4

%

 

 

37.1

%

 

 

0.3

 

Combined ratio

 

 

97.0

%

 

 

89.4

%

 

 

7.6

 

 

 

95.2

%

 

 

94.7

%

 

 

0.5

 

44


GLOBAL INDEMNITY GROUP, LLC

 

Reconciliation of non-GAAP financial measures and ratios

 

The table below reconciles the non-GAAP measures or ratios, which excludes the impact of prior accident year adjustments, to its most directly comparable GAAP measure or ratio. The Company believes the non-GAAP measures or ratios are useful to investors when evaluating the Company's underwriting performance as trends within Commercial Specialty may be obscured by prior accident year adjustments. These non-GAAP measures or ratios should not be considered as a substitute for its most directly comparable GAAP measure or ratio and does not reflect the overall underwriting profitability of the Company.

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

(Dollars in thousands)

 

Losses

 

 

Loss

Ratio

 

 

Losses

 

 

Loss

Ratio

 

 

Losses

 

 

Loss

Ratio

 

 

Losses

 

 

Loss

Ratio

 

Property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non catastrophe property losses and ratio excluding the effect of prior accident year (1)

 

$

18,125

 

 

 

49.2

%

 

$

13,218

 

 

 

38.0

%

 

$

35,707

 

 

 

49.4

%

 

$

33,790

 

 

 

47.0

%

Effect of prior accident year

 

 

383

 

 

 

1.0

%

 

 

(6

)

 

 

(0.0

%)

 

 

(374

)

 

 

(0.5

%)

 

 

(1,534

)

 

 

(2.1

%)

Non catastrophe property losses and ratio (2)

 

$

18,508

 

 

 

50.2

%

 

$

13,212

 

 

 

38.0

%

 

$

35,333

 

 

 

48.9

%

 

$

32,256

 

 

 

44.9

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Catastrophe losses and ratio excluding the effect of prior accident year (1)

 

$

3,189

 

 

 

8.7

%

 

$

2,855

 

 

 

8.2

%

 

$

5,423

 

 

 

7.5

%

 

$

11,573

 

 

 

16.1

%

Effect of prior accident year

 

 

(1,334

)

 

 

(3.6

%)

 

 

514

 

 

 

1.5

%

 

 

(353

)

 

 

(0.5

%)

 

 

(392

)

 

 

(0.6

%)

Catastrophe losses and ratio (2)

 

$

1,855

 

 

 

5.1

%

 

$

3,369

 

 

 

9.7

%

 

$

5,070

 

 

 

7.0

%

 

$

11,181

 

 

 

15.5

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total property losses and ratio excluding the effect of prior accident year (1)

 

$

21,314

 

 

 

57.9

%

 

$

16,073

 

 

 

46.2

%

 

$

41,130

 

 

 

56.9

%

 

$

45,363

 

 

 

63.1

%

Effect of prior accident year

 

 

(951

)

 

 

(2.6

%)

 

 

508

 

 

 

1.5

%

 

 

(727

)

 

 

(1.0

%)

 

 

(1,926

)

 

 

(2.7

%)

Total property losses and ratio (2)

 

$

20,363

 

 

 

55.3

%

 

$

16,581

 

 

 

47.7

%

 

$

40,403

 

 

 

55.9

%

 

$

43,437

 

 

 

60.4

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Casualty

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total casualty losses and ratio excluding the effect of prior accident year (1)

 

$

34,460

 

 

 

59.1

%

 

$

27,126

 

 

 

57.4

%

 

$

66,420

 

 

 

58.0

%

 

$

50,220

 

 

 

56.6

%

Effect of prior accident year

 

 

1,219

 

 

 

2.1

%

 

 

(1,038

)

 

 

(2.2

%)

 

 

1,272

 

 

 

1.1

%

 

 

(1,198

)

 

 

(1.3

%)

Total casualty losses and ratio (2)

 

$

35,679

 

 

 

61.2

%

 

$

26,088

 

 

 

55.2

%

 

$

67,692

 

 

 

59.1

%

 

$

49,022

 

 

 

55.3

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total net losses and loss adjustment expense and total loss ratio excluding the effect of prior accident year (1)

 

$

55,774

 

 

 

58.6

%

 

$

43,199

 

 

 

52.7

%

 

$

107,550

 

 

 

57.5

%

 

$

95,583

 

 

 

59.5

%

Effect of prior accident year

 

 

268

 

 

 

0.3

%

 

 

(530

)

 

 

(0.6

%)

 

 

545

 

 

 

0.3

%

 

 

(3,124

)

 

 

(1.9

%)

Total net losses and loss adjustment expense and total loss ratio (2)

 

$

56,042

 

 

 

58.9

%

 

$

42,669

 

 

 

52.1

%

 

$

108,095

 

 

 

57.8

%

 

$

92,459

 

 

 

57.6

%

 

(1)

Non-GAAP measure / ratio

(2)

Most directly comparable GAAP measure / ratio

Premiums

See “Result of Operations” above for a discussion on consolidated premiums.

Other Income

Other income was $0.3 million and $0.2 million for the quarters ended June 30, 2022 and 2021, respectively, and $0.5 million and $0.5 million for the six months ended June 30, 2022 and 2021, respectively.  Other income is primarily comprised of fee income.

45


GLOBAL INDEMNITY GROUP, LLC

Loss Ratio

The current accident year losses and loss ratio is summarized as follows:

 

 

 

Quarters Ended

June 30,

 

 

%

 

 

Six Months Ended

June 30,

 

 

%

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Property losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-catastrophe

 

$

18,125

 

 

$

13,218

 

 

 

37.1

%

 

$

35,707

 

 

$

33,790

 

 

 

5.7

%

Catastrophe

 

 

3,189

 

 

 

2,855

 

 

 

11.7

%

 

 

5,423

 

 

 

11,573

 

 

 

(53.1

%)

Property losses

 

 

21,314

 

 

 

16,073

 

 

 

32.6

%

 

 

41,130

 

 

 

45,363

 

 

 

(9.3

%)

Casualty losses

 

 

34,460

 

 

 

27,126

 

 

 

27.0

%

 

 

66,420

 

 

 

50,220

 

 

 

32.3

%

Total accident year losses

 

$

55,774

 

 

$

43,199

 

 

 

29.1

%

 

$

107,550

 

 

$

95,583

 

 

 

12.5

%

 

 

 

Quarters Ended

June 30,

 

 

Point

 

 

Six Months Ended

June 30,

 

 

Point

 

 

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Current accident year loss ratio:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-catastrophe

 

 

49.2

%

 

 

38.0

%

 

 

11.2

 

 

 

49.4

%

 

 

47.0

%

 

 

2.4

 

Catastrophe

 

 

8.7

%

 

 

8.2

%

 

 

0.5

 

 

 

7.5

%

 

 

16.1

%

 

 

(8.6

)

Property loss ratio

 

 

57.9

%

 

 

46.2

%

 

 

11.7

 

 

 

56.9

%

 

 

63.1

%

 

 

(6.2

)

Casualty loss ratio

 

 

59.1

%

 

 

57.4

%

 

 

1.7

 

 

 

58.0

%

 

 

56.6

%

 

 

1.4

 

Total accident year loss ratio

 

 

58.6

%

 

 

52.7

%

 

 

5.9

 

 

 

57.5

%

 

 

59.5

%

 

 

(2.0

)

The current accident year non-catastrophe property loss ratio increased by 11.2 points during the quarter ended June 30, 2022 as compared to the same period in 2021 reflecting higher claims severity in the second accident quarter compared to last year.

The current accident year non-catastrophe property loss ratio increased by 2.4 points during the six months ended June 30, 2022  as compared to the same period in 2021 due to higher claims severity in the first six months compared to last year.

 

The current accident year catastrophe loss ratio increased by 0.5 points during the quarter ended June 30, 2022 as compared to the same period in 2021 recognizing higher claims frequency in the calendar quarter compared to last year.

 

The current accident year catastrophe loss ratio improved by 8.6 points during the six months ended June 30, 2022 as compared to the same period in 2021 due to lower claims frequency and severity in the first six months compared to last year.

The current accident year casualty loss ratio increased by 1.7 points during the quarter ended June 30, 2022 as compared to the same period in 2021 reflecting higher claims severity in the calendar quarter compared to last year.

The current accident year casualty loss ratio increased by 1.4 points during the six months ended June 30, 2022 as compared to the same period in 2021 due to higher claims severity in the first six months compared to last year.

The calendar year loss ratio for the quarter and six months ended June 30, 2022 includes a increase of $0.3 million, or 0.3 percentage points, and a increase of $0.5 million, or 0.3 percentage points, respectively, related to reserve development on prior accident years.  The calendar year loss ratio for the quarter and six months ended June 30, 2021 includes a decrease of $0.5 million, or 0.6 percentage points, and a decrease of $3.1 million, or 1.9 percentage points, respectively, related to reserve development on prior accident years.  Please see Note 7 of the notes to the consolidated financial statements in Item 1 of Part I of this report for further discussion on prior accident year development.

Expense Ratios

The expense ratio for the Company’s Commercial Specialty segment increased by 0.8 points from 37.3% for the quarter ended June 30, 2021 to 38.1% for the quarter ended June 30, 2022 and increased by 0.3 points from 37.1% for the six months ended June 30, 2021 to 37.4% for the six months ended June 30, 2022. The increase in the expense ratio is primarily due to higher compensation cost resulting from the start-up business lines partially offset by a reduction in the expense ratio due to growth in net earned premiums.

46


GLOBAL INDEMNITY GROUP, LLC

COVID-19

 

COVID-19’s lasting impacts could result in declines in business, non-payment of premiums, and increases in claims that could adversely affect Commercial Specialty’s business, financial condition, and results of operation.  

 

There is continued risk that legislation could be passed or there could be a court ruling which would require the Company to cover business interruption claims regardless of terms, exclusions including the virus exclusions contained within the Company’s Commercial Specialty policies, or other conditions included in these policies that would otherwise preclude coverage.

Reinsurance Operations

The components of income from the Company’s Reinsurance Operations segment and corresponding underwriting ratios are as follows:

 

 

 

Quarters Ended

June 30,

 

 

%

 

 

Six Months Ended

June 30,

 

 

%

 

(Dollars in thousands)

 

2022 (1)

 

 

2021 (1)

 

 

Change

 

 

2022 (1)

 

 

2021 (1)

 

 

Change

 

Gross written premiums

 

$

46,394

 

 

$

24,487

 

 

 

89.5

%

 

$

87,839

 

 

$

46,438

 

 

 

89.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net written premiums

 

$

46,394

 

 

$

24,487

 

 

 

89.5

%

 

$

87,839

 

 

$

46,438

 

 

 

89.2

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earned premiums

 

$

38,596

 

 

$

18,061

 

 

 

113.7

%

 

$

73,559

 

 

$

34,859

 

 

 

111.0

%

Other income (loss)

 

 

(61

)

 

 

14

 

 

NM

 

 

 

(81

)

 

 

(42

)

 

 

92.9

%

Total revenues

 

 

38,535

 

 

 

18,075

 

 

 

113.2

%

 

 

73,478

 

 

 

34,817

 

 

 

111.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net losses and loss adjustment expenses

 

 

22,481

 

 

 

11,600

 

 

 

93.8

%

 

 

43,938

 

 

 

22,475

 

 

 

95.5

%

Acquisition costs and other underwriting expenses

 

 

14,369

 

 

 

6,198

 

 

 

131.8

%

 

 

26,546

 

 

 

11,977

 

 

 

121.6

%

Underwriting income

 

$

1,685

 

 

$

277

 

 

NM

 

 

$

2,994

 

 

$

365

 

 

NM

 

 

 

 

Quarters Ended

June 30,

 

 

Point

 

 

Six Months Ended

June 30,

 

 

Point

 

 

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Underwriting Ratios:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss ratio:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current accident year (2)

 

 

61.4

%

 

 

64.3

%

 

 

(2.9

)

 

 

61.3

%

 

 

64.5

%

 

 

(3.2

)

Prior accident year

 

 

(3.1

%)

 

 

(0.1

%)

 

 

(3.0

)

 

 

(1.6

%)

 

 

(0.1

%)

 

 

(1.5

)

Calendar year loss ratio (3)

 

 

58.3

%

 

 

64.2

%

 

 

(5.9

)

 

 

59.7

%

 

 

64.4

%

 

 

(4.7

)

Expense ratio

 

 

37.2

%

 

 

34.3

%

 

 

2.9

 

 

 

36.1

%

 

 

34.4

%

 

 

1.7

 

Combined ratio

 

 

95.5

%

 

 

98.5

%

 

 

(3.0

)

 

 

95.8

%

 

 

98.8

%

 

 

(3.0

)

 

(1)

External business only, excluding business assumed from affiliates

(2)

Non-GAAP ratio

(3)

Most directly comparable GAAP ratio

 

NM – not meaningful

47


GLOBAL INDEMNITY GROUP, LLC

Reconciliation of non-GAAP financial ratios

The table above reconciles the non-GAAP ratios, which excludes the impact of prior accident year adjustments, to its most directly comparable GAAP ratio. The Company believes the non-GAAP ratios are useful to investors when evaluating the Company's underwriting performance as trends within Reinsurance Operations may be obscured by prior accident year adjustments. These non-GAAP ratios should not be considered as a substitute for its most directly comparable GAAP ratio and does not reflect the overall underwriting profitability of the Company.

Premiums

See “Result of Operations” above for a discussion on consolidated premiums.

 

Other Income (Loss)

 

The Company recognized a loss of $0.1 million for each of the quarters ended June 30, 2022 and 2021 and recognized income of less than $0.1 million and a loss of less than $0.1 million for the six months ended June 30, 2022 and 2021, respectively.  Other income (loss) is primarily comprised of foreign exchange gains and losses.  

Loss Ratio

The current accident year loss ratio improved by 2.9 points during the quarter ended June 30, 2022 as compared to the same period in 2021 reflecting a mix of business change and growth in a treaty that has a lower expected loss ratio than last year.

The current accident year loss ratio improved by 3.2 points during six months ended June 30, 2022 as compared to the same period in 2021 reflecting a mix of business change and growth in a treaty that has a lower expected loss ratio than last year.

The calendar year loss ratios for the quarter and six months ended June 30, 2022 includes a decrease of $1.2 million or 3.1 percentage points, and a decrease of $1.2 million, or 1.6 percentage points, respectively, related to reserve development on prior accident years.  The calendar year loss ratios for both the quarter and six months ended June 30, 2021 includes a decrease of less than $0.1 million or 0.1 percentage point, related to reserve development on prior accident years. Please see Note 7 of the notes to the consolidated financial statements in Item 1 of Part I of this report for further discussion on prior accident year development.

Expense Ratios

The expense ratio for the Company’s Reinsurance Operations segment increased 2.9 points from 34.3% for the quarter ended June 30, 2021 to 37.2% for the quarter ended June 30, 2022 and increased 1.7 points from 34.4% for the six months ended June 30, 2021 to 36.1% for the six months ended June 30, 2022. This increase in the expense ratio was primarily due to an increase in commission expense which was partially offset by a reduction in the expense ratio as a result of a growth in net earned premiums.

COVID-19

COVID-19’s lasting impacts could result in declines in business, non-payment of premiums, and increases in claims that could adversely affect Reinsurance Operations’ business, financial condition, and results of operation.  

48


GLOBAL INDEMNITY GROUP, LLC

Exited Lines

The components of loss from the Company’s Exited Lines segment and corresponding underwriting ratios are as follows:

 

 

 

Quarters Ended

June 30,

 

 

%

 

 

Six Months Ended

June 30,

 

 

%

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Gross written premiums

 

$

40,632

 

 

$

51,343

 

 

 

(20.9

%)

 

$

85,904

 

 

$

103,616

 

 

 

(17.1

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net written premiums

 

$

19,593

 

 

$

44,519

 

 

 

(56.0

%)

 

$

39,317

 

 

$

88,079

 

 

 

(55.4

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net earned premiums

 

$

21,981

 

 

$

49,382

 

 

 

(55.5

%)

 

$

44,078

 

 

$

97,592

 

 

 

(54.8

%)

Other income (loss)

 

 

(25

)

 

 

290

 

 

 

(108.6

%)

 

 

175

 

 

 

510

 

 

 

(65.7

%)

Total revenues

 

 

21,956

 

 

 

49,672

 

 

 

(55.8

%)

 

 

44,253

 

 

 

98,102

 

 

 

(54.9

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net losses and loss adjustment expenses

 

 

14,095

 

 

 

36,669

 

 

 

(61.6

%)

 

 

25,280

 

 

 

66,787

 

 

 

(62.1

%)

Acquisition costs and other underwriting expenses

 

 

10,507

 

 

 

20,438

 

 

 

(48.6

%)

 

 

21,333

 

 

 

40,371

 

 

 

(47.2

%)

Underwriting loss

 

$

(2,646

)

 

$

(7,435

)

 

 

(64.4

%)

 

$

(2,360

)

 

$

(9,056

)

 

 

(73.9

%)

 

 

 

Quarters Ended

June 30,

 

 

Point

 

 

Six Months Ended

June 30,

 

 

Point

 

 

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Underwriting Ratios:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Loss ratio:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Current accident year

 

 

76.1

%

 

 

61.9

%

 

 

14.2

 

 

 

70.9

%

 

 

63.0

%

 

 

7.9

 

Prior accident year

 

 

(12.0

%)

 

 

12.3

%

 

 

(24.3

)

 

 

(13.5

%)

 

 

5.4

%

 

 

(18.9

)

Calendar year loss ratio

 

 

64.1

%

 

 

74.2

%

 

 

(10.1

)

 

 

57.4

%

 

 

68.4

%

 

 

(11.0

)

Expense ratio

 

 

47.8

%

 

 

41.4

%

 

 

6.4

 

 

 

48.4

%

 

 

41.4

%

 

 

7.0

 

Combined ratio

 

 

111.9

%

 

 

115.6

%

 

 

(3.7

)

 

 

105.8

%

 

 

109.8

%

 

 

(4.0

)

 

49


GLOBAL INDEMNITY GROUP, LLC

 

Reconciliation of non-GAAP financial ratios

The table below reconciles the non-GAAP measures or ratios, which excludes the impact of prior accident year adjustments, to its most directly comparable GAAP measure or ratio. The Company believes the non-GAAP measures or ratios are useful to investors when evaluating the Company's underwriting performance as trends within Exited Lines may be obscured by prior accident year adjustments. These non-GAAP measures or ratios should not be considered as a substitute for its most directly comparable GAAP measure or ratio and does not reflect the overall underwriting profitability of the Company.

 

 

 

Quarters Ended June 30,

 

 

Six Months Ended June 30,

 

 

 

2022

 

 

2021

 

 

2022

 

 

2021

 

(Dollars in thousands)

 

Losses

 

 

Loss Ratio

 

 

Losses

 

 

Loss Ratio

 

 

Losses

 

 

Loss Ratio

 

 

Losses

 

 

Loss Ratio

 

Property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non catastrophe property losses and ratio excluding the effect of prior accident year (1)

 

$

9,229

 

 

 

55.5

%

 

$

22,271

 

 

 

51.6

%

 

$

19,108

 

 

 

55.8

%

 

$

41,608

 

 

 

48.9

%

Effect of prior accident year

 

 

(2,754

)

 

 

(16.6

%)

 

 

(277

)

 

 

(0.6

%)

 

 

(4,291

)

 

 

(12.5

%)

 

 

1,764

 

 

 

2.1

%

Non catastrophe property losses and ratio (2)

 

$

6,475

 

 

 

39.0

%

 

$

21,994

 

 

 

51.0

%

 

$

14,817

 

 

 

43.3

%

 

$

43,372

 

 

 

51.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Catastrophe losses and ratio excluding the effect of prior accident year (1)

 

$

5,189

 

 

 

31.2

%

 

$

4,958

 

 

 

11.5

%

 

$

7,262

 

 

 

21.2

%

 

$

13,150

 

 

 

15.5

%

Effect of prior accident year

 

 

191

 

 

 

1.1

%

 

 

6,298

 

 

 

14.6

%

 

 

(1,165

)

 

 

(3.4

%)

 

 

4,691

 

 

 

5.5

%

Catastrophe losses and ratio (2)

 

$

5,380

 

 

 

32.3

%

 

$

11,256

 

 

 

26.1

%

 

$

6,097

 

 

 

17.8

%

 

$

17,841

 

 

 

21.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total property losses and ratio excluding the effect of prior accident year (1)

 

$

14,418

 

 

 

86.7

%

 

$

27,229

 

 

 

63.1

%

 

$

26,370

 

 

 

77.0

%

 

$

54,758

 

 

 

64.4

%

Effect of prior accident year

 

 

(2,563

)

 

 

(15.4

%)

 

 

6,021

 

 

 

14.0

%

 

 

(5,456

)

 

 

(15.9

%)

 

 

6,455

 

 

 

7.6

%

Total property losses and ratio (2)

 

$

11,855

 

 

 

71.3

%

 

$

33,250

 

 

 

77.1

%

 

$

20,914

 

 

 

61.1

%

 

$

61,213

 

 

 

72.0

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Casualty

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total casualty losses and ratio excluding the effect of prior accident year (1)

 

$

2,307

 

 

 

43.0

%

 

$

3,358

 

 

 

53.8

%

 

$

4,880

 

 

 

49.6

%

 

$

6,764

 

 

 

53.9

%

Effect of prior accident year

 

 

(67

)

 

 

(1.3

%)

 

 

61

 

 

 

1.0

%

 

 

(514

)

 

 

(5.2

%)

 

 

(1,190

)

 

 

(9.5

%)

Total casualty losses and ratio (2)

 

$

2,240

 

 

 

41.8

%

 

$

3,419

 

 

 

54.7

%

 

$

4,366

 

 

 

44.4

%

 

$

5,574

 

 

 

44.4

%

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total net losses and loss adjustment expense and total loss ratio excluding the effect of prior accident year (1)

 

$

16,725

 

 

 

76.1

%

 

$

30,587

 

 

 

61.9

%

 

$

31,250

 

 

 

70.9

%

 

$

61,522

 

 

 

63.0

%

Effect of prior accident year

 

 

(2,630

)

 

 

(12.0

%)

 

 

6,082

 

 

 

12.3

%

 

$

(5,970

)

 

 

(13.5

%)

 

 

5,265

 

 

 

5.4

%

Total net losses and loss adjustment expense and total loss ratio (2)

 

$

14,095

 

 

 

64.1

%

 

$

36,669

 

 

 

74.2

%

 

$

25,280

 

 

 

57.4

%

 

$

66,787

 

 

 

68.4

%

 

(1)

Non-GAAP measure / ratio

(2)

Most directly comparable GAAP measure / ratio

Premiums

See “Result of Operations” above for a discussion on consolidated premiums.

50


GLOBAL INDEMNITY GROUP, LLC

Other Income (Loss)

The Company recognized a loss of less than $0.1 million and income of $0.3 million for the quarters ended June 30, 2022 and 2021, respectively, and income of $0.2 million and income of $0.5 million for the six months ended June 30, 2022 and 2021, respectively.  Other income is primarily comprised of fee income net of bank fees.

Loss Ratio

The current accident year losses and loss ratio is summarized as follows:

 

 

 

Quarters Ended

June 30,

 

 

%

 

 

Six Months Ended

June 30,

 

 

%

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Property losses

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-catastrophe

 

$

9,229

 

 

$

22,271

 

 

 

(58.6

%)

 

$

19,108

 

 

$

41,608

 

 

 

(54.1

%)

Catastrophe

 

 

5,189

 

 

 

4,958

 

 

 

4.7

%

 

 

7,262

 

 

 

13,150

 

 

 

(44.8

%)

Property losses

 

 

14,418

 

 

 

27,229

 

 

 

(47.0

%)

 

 

26,370

 

 

 

54,758

 

 

 

(51.8

%)

Casualty losses

 

 

2,307

 

 

 

3,358

 

 

 

(31.3

%)

 

 

4,880

 

 

 

6,764

 

 

 

(27.9

%)

Total accident year losses

 

$

16,725

 

 

$

30,587

 

 

 

(45.3

%)

 

$

31,250

 

 

$

61,522

 

 

 

(49.2

%)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Quarters Ended

June 30,

 

 

Point

 

 

Six Months Ended

June 30,

 

 

Point

 

 

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Current accident year loss ratio:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Property

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Non-catastrophe

 

 

55.5

%

 

 

51.6

%

 

 

3.9

 

 

 

55.8

%

 

 

48.9

%

 

 

6.9

 

Catastrophe

 

 

31.2

%

 

 

11.5

%

 

 

19.7

 

 

 

21.2

%

 

 

15.5

%

 

 

5.7

 

Property loss ratio

 

 

86.7

%

 

 

63.1

%

 

 

23.6

 

 

 

77.0

%

 

 

64.4

%

 

 

12.6

 

Casualty loss ratio

 

 

43.0

%

 

 

53.8

%

 

 

(10.8

)

 

 

49.6

%

 

 

53.9

%

 

 

(4.3

)

Total accident year loss ratio

 

 

76.1

%

 

 

61.9

%

 

 

14.2

 

 

 

70.9

%

 

 

63.0

%

 

 

7.9

 

 

The current accident year non-catastrophe property loss ratio increased by 3.9 points during the quarter ended June 30, 2022 as compared to the same period in 2021 recognizing higher claims frequency in Farm, Ranch & Stable business lines partially offset by lower claims frequency in the specialty property lines and lower claims severity in the property brokerage lines.

The current accident year non-catastrophe property loss ratio increased by 6.9 points during six months ended June 30, 2022 as compared to the same period in 2021 due to a higher loss ratio in the specialty property lines as well as higher claims frequency and severity in the Farm, Ranch & Stable business lines.

 

The current accident year catastrophe loss ratio increased by 19.7 points during the quarter ended June 30, 2022 as compared to the same period in 2021 recognizing higher claims frequency and severity in the specialty property lines and Farm, Ranch & Stable business lines.  

The current accident year catastrophe loss ratio increased by 5.7 points during the six months ended June 30, 2022 as compared to the same period in 2021 reflecting higher claims severity in the Farm, Ranch & Stable business lines partially offset by lower claims frequency and severity in the property brokerage lines.

 

The current accident year casualty loss ratio improved by 10.8 points during the quarter ended June 30, 2022 as compared to the same period in 2021 which reflects that the premium has been running off and is down to $0.9 million in net earned premiums for the specialty property lines, property brokerage, and property and catastrophe reinsurance treaties in the quarter as well as lower claims frequency in Farm, Ranch & Stable business lines.  

The current accident year casualty loss ratio improved by 4.3 points during the six months ended June 30, 2022 as compared to the same period in 2021 primarily due to lower claims severity in the Farm, Ranch & Stable business lines partially offset by higher claims severity in the specialty property lines.

51


GLOBAL INDEMNITY GROUP, LLC

The calendar year loss ratio for the quarter and six months ended June 30, 2022 includes a decrease of $2.6 million, or 12.0 percentage points, and a decrease of $6.0 million, or 13.5 percentage points, respectively related to reserve development on prior accident years.  The calendar year loss ratio for the quarter and six months ended June 30, 2021 includes an increase of $6.1 million, or 12.3 percentage points, and an increase of $5.3 million, or 5.4 percentage points, respectively, related to reserve development on prior accident years.  Please see Note 7 of the notes to the consolidated financial statements in Item 1 of Part I of this report for further discussion on prior accident year development.

Expense Ratio

The expense ratio for the Company’s Exited Lines increased by 6.4 points from 41.4% for the quarter ended June 30, 2021 to 47.8% for the quarter ended June 30, 2022. The expense ratio for the Company’s Exited Lines increased by 7.0 points from 41.4% for the six months ended June 30, 2021 to 48.4% for the six months ended June 30, 2022. The increase in the expense ratio is primarily due to the reduction in earned premiums resulting from the runoff of lines of business that the Company is no longer writing.

 

COVID-19

 

There is continued risk that legislation could be passed or there could be a court ruling which would require the Company to cover business interruption claims regardless of terms, exclusions including the virus exclusions contained within the Company’s Exited Lines’ policies, or other conditions included in these policies that would otherwise preclude coverage

 

COVID-19’s lasting impacts could result in declines in business, non-payment of premiums, and increases in claims that could adversely affect the Exited Lines’ business, financial condition, and results of operation.  

 

Unallocated Corporate Items

 

The Company’s fixed income portfolio, excluding cash, continues to maintain high quality with an A average rating and a duration of 1.7 years.

 

Net Investment Income

 

 

 

Quarters Ended

June 30,

 

 

%

 

 

Six Months Ended

June 30,

 

 

%

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

Change

 

 

2022

 

 

2021

 

 

Change

 

Gross investment income (1)

 

$

2,541

 

 

$

11,268

 

 

 

(77.4

%)

 

$

9,737

 

 

$

21,817

 

 

 

(55.4

%)

Investment expenses

 

 

(611

)

 

 

(635

)

 

 

(3.8

%)

 

 

(1,215

)

 

 

(1,348

)

 

 

(9.9

%)

Net investment income

 

$

1,930

 

 

$

10,633

 

 

 

(81.8

%)

 

$

8,522

 

 

$

20,469

 

 

 

(58.4

%)

 

(1)

Excludes realized gains and losses

Gross investment income decreased by 77.4% and 55.4% for the quarter and six months ended June 30, 2022 as compared to the same periods in 2021 primarily due to decreased returns from alternative investments and a decrease in dividend income as a result of the liquidation of the Company’s common stock portfolio during the first quarter of 2022.  The proceeds from the sale of the common stock portfolio as well as other proceeds were used to retire the 2047 Notes in April 2022.

Investment expenses decreased by 3.8% and 9.9% for the quarter and six months ended June 30, 2022 as compared to the same periods in 2021 due to decreased investment management expenses as a result of the liquidation of the Company’s common stock portfolio during the year.

At June 30, 2022, the Company held agency mortgage-backed securities with a market value of $3.8 million. Excluding the agency mortgage-backed securities, the average duration of the Company’s fixed maturities portfolio was 1.8 years as of June 30, 2022, compared with 4.7 years as of June 30, 2021.  Including cash and short-term investments, the average duration of the Company’s fixed maturities portfolio, excluding agency mortgage-backed securities, was 1.7 years and 4.5 years as of June 30, 2022 and June 30, 2021, respectively. Changes in interest rates can cause principal payments on certain investments to extend or shorten which can impact duration. The Company’s embedded book yield on its fixed maturities, not including cash, was 2.7% as of June 30, 2022, compared to 2.3% as of June 30, 2021. The embedded book yield on the $32.4 million of

52


GLOBAL INDEMNITY GROUP, LLC

taxable municipal bonds in the Company’s portfolio, was 3.1% at June 30, 2022, compared to an embedded book yield of 3.0% on the Company’s taxable municipal bonds of $64.5 million at June 30, 2021.

Net Realized Investment Gains (Losses)

 

The components of net realized investment gains (losses) for the quarters and six months ended June 30, 2022 and 2021 were as follows:

 

 

 

Quarters Ended

June 30,

 

 

Six Months Ended

June 30,

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

2022

 

 

2021

 

Equity securities

 

$

(2,415

)

 

$

3,395

 

 

$

(3,760

)

 

$

7,763

 

Fixed maturities

 

 

(8,637

)

 

 

453

 

 

 

(11,876

)

 

 

(706

)

Derivatives

 

 

1,816

 

 

 

(15

)

 

 

6,540

 

 

 

595

 

Other-than-temporary impairment losses

 

 

(680

)

 

 

 

 

 

(26,205

)

 

 

 

Net realized investment gains (losses)

 

$

(9,916

)

 

$

3,833

 

 

$

(35,301

)

 

$

7,652

 

 

In response to a rising interest rate environment, the Company took action early in April 2022 to shorten the duration of its fixed maturities portfolio.  The Company identified fixed maturities securities with a weighted average life of five years or greater as having an intent to sell. Most of the proceeds from the sale of these securities were reinvested into fixed income investments with maturities of two years and less.  

 

See Note 2 of the notes to the consolidated financial statements in Item 1 of Part I of this report for an analysis of total investment return on a pre-tax basis for the quarters and six months ended June 30, 2022 and 2021.

Corporate and Other Operating Expenses

 

Corporate and other operating expenses consist of outside legal fees, other professional fees, directors’ fees, management fees & advisory fees, salaries and benefits for holding company personnel, development costs for new products, and taxes incurred which are not directly related to operations.  Corporate and other operating expenses were $3.0 million and $6.3 million during the quarters ended June 30, 2022 and 2021, respectively, and $7.7 million and $10.6 million during the six months ended June 30, 2022 and 2021, respectively.  The decrease in corporate expenses was primarily due to the Company receiving an employee retention credit under the CARES Act of $2.7 million.  This credit, which reduced compensation cost, was received in May 2022.

Interest Expense

 

Interest expense was $0.4 million and $2.7 million during the quarters ended June 30, 2022 and 2021, respectively,  $3.0 million and $5.3 million during the six months ended June 30, 2022 and 2021, respectively. The reduction in interest expense was due to the redemption of the 2047 Notes on April 15, 2022.

Income Tax Benefit

 

Income tax benefit was $0.6 million for the quarter ended June 30, 2022 compared with income tax expense of $0.8 million for the quarter ended June 30, 2021. The increase in the income tax benefit is primarily due to investment losses incurred by the Company’s U.S. subsidiaries during the quarter ended June 30, 2022.

 

Income tax benefit was $4.0 million for the six months ended June 30, 2022 compared with an income tax expense of $0.6 million for the six months ended June 30, 2021. The increase in the income tax benefit is primarily due to investment losses incurred by the Company’s U.S. subsidiaries during the six months ended June 30, 2021.

 

See Note 6 of the notes to the consolidated financial statements in Item 1 of Part I of this report for a comparison of income tax between periods.  

53


GLOBAL INDEMNITY GROUP, LLC

Net Income (Loss)

The factors described above resulted in a net loss of $12.2 million and net income of $6.4 million for the quarters ended June 30, 2022 and 2021, respectively and a net loss of $26.9 million and net income of $11.9 million for the six months ended June 30, 2022 and 2021, respectively.

Liquidity and Capital Resources

Sources and Uses of Funds

 

Global Indemnity Group, LLC is a holding company.  Its principal asset is its ownership of the shares of its direct and indirect subsidiaries, including those of its insurance companies: United National Insurance Company, Diamond State Insurance Company, Penn-America Insurance Company, Penn-Star Insurance Company, Penn-Patriot Insurance Company, and American Reliable Insurance Company.

 

Global Indemnity Group, LLC’s short term and long term liquidity needs include but are not limited to the payment of corporate expenses, debt service payments, distributions to shareholders, and share repurchases.  The Company also has commitments in the form of operating leases, commitments to fund limited liability investments, and unpaid losses and loss expense obligations.  In order to meet its short term and long term needs, Global Indemnity Group, LLC’s principal sources of cash includes investment income, dividends from subsidiaries, other permitted disbursements from its direct and indirect subsidiaries, reimbursement for equity awards granted to employees and intercompany borrowings. The principal sources of funds at these direct and indirect subsidiaries include underwriting operations, investment income, proceeds from sales and redemptions of investments, capital contributions, intercompany borrowings, and dividends from subsidiaries.  Funds are used principally by these operating subsidiaries to pay claims and operating expenses, to make debt payments, fund margin requirements on interest rate swap agreements, to purchase investments, and to make distribution payments.  In addition, the Company periodically reviews opportunities related to business acquisitions and as a result, liquidity may be needed in the future.

GBLI Holdings, LLC is a holding company which is a wholly-owned subsidiary of Penn-Patriot Insurance Company.  GBLI Holdings, LLC’s principal asset is its ownership of the shares of its direct and indirect subsidiaries which include United National Insurance Company, Diamond State Insurance Company, Penn-America Insurance Company, Penn-Star Insurance Company, and American Reliable Insurance Company. GBLI Holdings, LLC is dependent on dividends from its subsidiaries to meet its debt obligations as well as corporate expense obligations.  

 

As of June 30, 2022, the Company also had future funding commitments of $31.2 million related to investments that are currently in their harvest period and it is unlikely that a capital call will be made.

 

The future liquidity of both Global Indemnity Group, LLC and GBLI Holdings, LLC is dependent on the ability of its subsidiaries to pay dividends. Global Indemnity Group, LLC and GBLI Holdings, LLC’s insurance companies are restricted by statute as to the amount of dividends that they may pay without the prior approval of regulatory authorities. The dividend limitations imposed by state laws are based on the statutory financial results of each insurance company that are determined by using statutory accounting practices that differ in various respects from accounting principles used in financial statements prepared in conformity with GAAP.  See “Regulation - Statutory Accounting Principles” in Item 1 of Part I of the Company’s 2021 Annual Report on Form 10-K. Key differences relate to, among other items, deferred acquisition costs, limitations on deferred income taxes, reserve calculation assumptions and surplus notes.  See Note 21 of the notes to the consolidated financial statements in Item 8 of Part II of the Company’s 2021 Annual Report on Form 10-K for further information on dividend limitations related to the Insurance Companies.  In April, 2022, the United National insurance companies, Penn-America insurance companies, and American Reliable Insurance Company paid dividends in the amount of $4.5 million, $7.5 million, and $22.5 million, respectively.  

Cash Flows

 

Sources of operating funds consist primarily of net written premiums and investment income.  Funds are used primarily to pay claims and operating expenses and to purchase investments.  As a result of the distribution policy, funds may also be used to pay distributions to shareholders of the Company.

 

54


GLOBAL INDEMNITY GROUP, LLC

 

The Company’s reconciliation of net income (loss) to net cash provided by operations is generally influenced by the following:

 

the fact that the Company collects premiums, net of commissions, in advance of losses paid;

 

the timing of the Company’s settlements with its reinsurers; and

 

the timing of the Company’s loss payments.

 

Net cash provided by operating activities was $18.5 million and $47.5 million for the six months ended June 30, 2022 and 2021, respectively.  The decrease in operating cash flows of approximately $29.0 million from the prior year was primarily a net result of the following items:

 

 

 

Six Months Ended June 30,

 

 

 

 

 

(Dollars in thousands)

 

2022

 

 

2021

 

 

Change

 

Net premiums collected

 

$

276,206

 

 

$

308,353

 

 

$

(32,147

)

Net losses paid

 

 

(136,756

)

 

 

(148,453

)

 

 

11,697

 

Underwriting and corporate expenses

 

 

(130,981

)

 

 

(126,144

)

 

 

(4,837

)

Net investment income

 

 

15,116

 

 

 

18,952

 

 

 

(3,836

)

Interest paid

 

 

(5,126

)

 

 

(5,220

)

 

 

94

 

Net cash provided by operating activities

 

$

18,459

 

 

$

47,488

 

 

$

(29,029

)

See the consolidated statements of cash flows in the consolidated financial statements in Item 1 of Part I of this report for details concerning the Company’s investing and financing activities.

Liquidity

 

Sale of Renewal Rights related to Farm, Ranch & Stable and Sale of American Reliable Insurance Company

 

On August 8, 2022, the Company sold the renewal rights related to all business lines within its Farm, Ranch & Stable segment for business written on or after August 8, 2022 to Everett Cash Mutual Insurance Company.  The Company will retain the unearned premium reserves for business written prior to August 8, 2022. 

 

Everett Cash Mutual Insurance Company is also acquiring the Company’s wholly owned subsidiary, American Reliable Insurance Company, for book value which is expected to be $10.0 million at the time of closing.  The transaction is subject to receiving regulatory approval which is expected to be received during the 4th quarter of 2022.  Under the agreements, total consideration to be paid by Everett Cash Mutual Insurance Company is $40 million.         

COVID-19

 

The Company’s liquidity could be negatively impacted by the cancellation, delays, or non-payment of premiums related to the ongoing COVID-19 pandemic and its lasting impacts.  There is continued risk that legislation could be passed or there could be a court ruling which would require the Company to cover business interruption claims regardless of terms, exclusions including the virus exclusions contained within the Company’s Commercial Specialty and Farm, Ranch & Stable policies, or other conditions included in policies that would otherwise preclude coverage which would negatively impact liquidity.  In addition, the liquidity of the Company’s investment portfolio could be negatively impacted by disruption experienced in global financial markets.  Management is taking actions it considers prudent to minimize the impact on the Company’s liquidity. However, given the ongoing uncertainty surrounding the duration, magnitude and geographic reach of COVID-19, the Company is regularly evaluating the impact of COVID-19 on its liquidity.

 

Distributions

 

The Board of Directors approved a distribution payment of $0.25 per common share to all shareholders of record on the close of business on March 21, 2022 and June 20, 2022.  Distributions paid to common shareholders were $7.3 million during the six months ended June 30, 2022.   In addition, distributions of $0.2 million were paid to Global Indemnity Group, LLC’s preferred shareholder during the six months ended June 30, 2022.

55


GLOBAL INDEMNITY GROUP, LLC

Investment Portfolio

 

Due to shortening duration, significantly more of the investment portfolio will mature annually.

 

On May 18th, 2022, the Company provided the Credit Fund, LLC with formal withdrawal requests in full.  As outlined in the fund’s offering documents, redemption proceeds are wired to the account of record within 30 days of June 30, 2022.  Proceeds of $99.6 million are expected to be invested into fixed income investments with maturities of two years and less.

 

Other than the items discussed in the preceding paragraphs, there have been no material changes to the Company’s liquidity during the quarter and six months ended June 30, 2022.  Please see Item 7 of Part II in the Company’s 2021 Annual Report on Form 10-K for information regarding the Company’s liquidity.

Capital Resources

 

Investment Portfolio

 

In response to a rising interest rate environment, the Company took action early in April 2022 to shorten the duration of its fixed maturities portfolio.  The Company identified fixed maturities securities with a weighted average life of five years or greater as having an intent to sell.  Most of the proceeds from the sale of these securities are being reinvested into fixed income investments with maturities of two years and less.  

 

Redemption of Debt

 

On April 15, 2022, the Company redeemed the entire $130 million in aggregate principal amount of the outstanding 2047 Notes plus accrued and unpaid interest on the 2047 Notes redeemed to, but not including the Redemption Date of April 15, 2022.  The funds to redeem the debt were primarily obtained through the sale of the Company’s equity portfolio in the amount of $75.9 million, $32.0 million in dividends from insurance company subsidiaries, $18.4 million from distributions received from private equity investments, and the remainder from its subsidiary, GBLI Holdings, LLC.

 

Intercompany Pooling Arrangement

 

The Company’s U.S. insurance company participate in an intercompany pooling arrangement whereby premiums, losses, and expenses are shared pro rata amongst the U.S. insurance companies.  American Reliable currently comprises 30% of the pool.  Prior to the sale of American Reliable, the intercompany pooling agreement will be amended.  American Reliable will be removed from the pool and its 30% participation in the business and capital will be allocated to the Company’s remaining five insurance companies.

 

For additional information on the Sale of American Reliable, please see the liquidity section above.

 

Other than the item discussed in the preceding paragraphs, there have been no material changes to the Company’s capital resources during the quarter and six months ended June 30, 2022.  Please see Item 7 of Part II in the Company’s 2021 Annual Report on Form 10-K for information regarding the Company’s capital resources.

Off Balance Sheet Arrangements

The Company has no off balance sheet arrangements.

Cautionary Note Regarding Forward-Looking Statements

 

Some of the statements under “Management's Discussion and Analysis of Financial Condition and Results of Operations” and elsewhere in this report may include forward-looking statements within the meaning of Section 21E of the Security Exchange Act of 1934, as amended, that reflect the Company’s current views with respect to future events and financial performance.  Forward-looking statements are statements that are not historical facts.  These statements can be identified by the use of forward-looking terminology such as "believe," "expect," "may," "will," "should," "project," "plan," "seek," "intend," or "anticipate" or the negative thereof or comparable terminology, and include discussions of strategy, financial projections and estimates and their underlying assumptions, statements regarding plans, objectives, expectations or

56


GLOBAL INDEMNITY GROUP, LLC

consequences of identified transactions or natural disasters, and statements about the future performance, operations, products and services of the companies.

 

The Company’s business and operations are and will be subject to a variety of risks, uncertainties and other factors. Consequently, actual results and experience may materially differ from those contained in any forward-looking statements. See “Risk Factors” in Item 1A of Part I in the Company’s 2021 Annual Report on Form 10-K for risks, uncertainties and other factors that could cause actual results and experience to differ from those projected.  The Company’s forward-looking statements speak only as of the date of this report or as of the date they were made. The Company undertakes no obligation to publicly update or review any forward-looking statement, whether as a result of new information, future developments or otherwise.

Item 3.

QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

For the quarter ended June 30, 2022, risk assets were challenged with both equities and bonds moving significantly lower.  Global equities fell approximately 15.4% with U.S. equities underperforming, losing approximately 16.1%.  U.S. fixed income lost approximately 4.7% with average spreads moving wider during the quarter.  Heightened volatility in all markets remained the theme in June as ten-year treasury yields rose significantly during the month only to end slightly higher at the end of June. The increase in rates was triggered by an upside surprise in inflation data, but the combination of decreasing consumer confidence and rising growth concerns ultimately resulted in interest rates falling and spreads across all sectors widening. While the 75-basis-point increase by the Federal Reserve was anticipated, there is growing concern that an aggressive rate rise will result in a recession. Chair Powell continues to point to the strength of the labor market as support for the economy that will allow the Federal Reserve to focus on regaining price stability.

The Company’s investment grade fixed income portfolio continues to maintain high quality with an A average rating and a duration of 1.7 years.  Portfolio purchases were focused within US Treasury, and investment grade credit securities. These purchases were funded primarily through cash inflows, sales of US Treasury, MBS, and investment grade credit securities, as well as maturities and paydowns. During the second quarter, the portfolio’s allocation to US Treasuries and investment grade credit increased, while the portfolio’s exposure to MBS securities decreased.  

Other than the changes described in the preceding paragraph, there have been no other material changes to the Company’s market risk since December 31, 2021.  Please see Item 7A of Part II in the Company’s 2021 Annual Report on Form 10-K for information regarding the Company’s market risk.

Item 4.

CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

The Company maintains disclosure controls and procedures (as that term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)) that are designed to ensure that information required to be disclosed in the Company’s reports under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the Securities and Exchange Commission’s rules and forms, and that such information is accumulated and communicated to the Company’s management, including its Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosures. Any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. The Company’s management, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures as of June 30, 2022.  Based upon that evaluation, and subject to the foregoing, the Company’s Chief Executive Officer and Chief Financial Officer concluded that, as of June 30, 2022, the design and operation of the Company’s disclosure controls and procedures were effective to accomplish their objectives at the reasonable assurance level.

Changes in Internal Control over Financial Reporting

There have been no changes in the Company’s internal controls over financial reporting that occurred during the quarter ended June 30, 2022 that have materially affected, or are reasonably likely to materially affect, the Company’s internal controls over financial reporting.

57


GLOBAL INDEMNITY GROUP, LLC

PART II-OTHER INFORMATION

Item 1.

The Company is, from time to time, involved in various legal proceedings in the ordinary course of business. The Company maintains insurance and reinsurance coverage for risks in amounts that it considers adequate.  However, there can be no assurance that the insurance and reinsurance coverage that the Company maintains is sufficient or will be available in adequate amounts or at a reasonable cost.  The Company does not believe that the resolution of any currently pending legal proceedings, either individually or taken as a whole, will have a material adverse effect on its business, results of operations, cash flows, or financial condition.  

There is a greater potential for disputes with reinsurers who are in runoff.  Some of the Company’s reinsurers’ have operations that are in runoff, and therefore, the Company closely monitors those relationships.  The Company anticipates that, similar to the rest of the insurance and reinsurance industry, it will continue to be subject to litigation and arbitration proceedings in the ordinary course of business.

Item 1A.

Risk Factors

The Company’s results of operations and financial condition are subject to numerous risks and uncertainties described in Item 1A of Part I in the Company’s 2021 Annual Report on Form 10-K, filed with the SEC on March 16, 2022. The risk factors identified therein have not materially changed.

Item 2.Unregistered Sales of Equity Securities and Use of Proceeds

 

The Company’s Share Incentive Plan allows employees to surrender the Company’s class A common shares as payment for the tax liability incurred upon the vesting of restricted stock.  There were 11,173 shares and 15,954 shares surrendered by the Company’s employees during quarter and six months ended June 30, 2022, respectively.  All class A common shares surrendered by the Company’s employees are held as treasury stock and recorded at cost until formally retired.

Item 3.

Defaults upon Senior Securities

None.

Item 4.

Mine Safety Disclosures

None.

Item 5.

Other Information

None.

 

58


GLOBAL INDEMNITY GROUP, LLC

 

Item 6.

Exhibits

 

 

 

  31.1+

 

Certification of Principal Executive Officer pursuant to Rule 13a-14 (a) / 15d-14 (a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

  31.2+

 

Certification of Chief Financial Officer pursuant to Rule 13a-14 (a) / 15d-14 (a) of the Securities Exchange Act of 1934, as amended, as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.

 

 

 

  32.1+

 

Certification of Principal Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

 

  32.2+

 

Certification of Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.

 

 

 

101.INS

 

Inline XBRL Instance Document – the instance document does not appear in the Interactive Data File because its XBRL tags are embedded within the Inline XBRL document.

 

 

 

101.SCH

 

Inline XBRL Taxonomy Extension Schema Document

 

 

 

101.CAL

 

Inline XBRL Taxonomy Extension Calculation Linkbase Document

 

 

 

101.DEF

 

Inline XBRL Taxonomy Extension Definition Linkbase Document

 

 

 

101.LAB

 

Inline XBRL Taxonomy Extension Label Linkbase Document

 

 

 

101.PRE

 

Inline XBRL Taxonomy Extension Presentation Linkbase Document

 

 

 

104

 

Cover Page Interactive Data File (embedded within the Inline XBRL document)

 

+

Filed or furnished herewith, as applicable.

59


GLOBAL INDEMNITY GROUP, LLC

 

SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

 

 

 

GLOBAL INDEMNITY GROUP, LLC

 

 

Registrant

 

 

 

 

 

 

 

 

 

 

Dated: August 9, 2022

 

By:

 

/s/ Thomas M. McGeehan

 

 

 

 

Thomas M. McGeehan

 

 

 

 

Chief Financial Officer

 

 

 

 

(Authorized Signatory and Principal Financial and Accounting Officer)

 

60