Enstar Group Limited (Nasdaq: ESGR) today announced financial
results for the first quarter 2024.
First Quarter 2024
Highlights:
-
Net income attributable to Enstar ordinary shareholders of $119
million, or $8.02 per diluted ordinary share, compared to $424
million, or $24.79 per diluted ordinary share, for the three months
ended March 31, 2023.
-
Return on equity ("ROE") of 2.4% and Adjusted ROE* of 2.6% for the
quarter compared to ROE and Adjusted ROE* of 9.5% and 6.8%,
respectively, in the first quarter of 2023. The prior-year period’s
ROE and Adjusted ROE* included a $194 million net gain recognized
on the novation of Enhanzed Re reinsurance closed block of life
annuity policies. Year-over-year ROE performance was also impacted
by a decline in the gain from fair value changes in trading
securities, funds held and other investments. First quarter 2024
Adjusted ROE* also excludes $25 million of net realized losses on
our fixed maturities and fair value changes in trading securities
and funds held.
-
Run-off liability earnings ("RLE") of $24 million for the quarter
(compared to RLE of $10 million in the prior-year period) was
driven by favorable development on our professional
indemnity/directors and officers and asbestos lines of business,
partially offset by adverse development on our general casualty and
environmental lines of business.
-
Annualized total investment return (“TIR”) of 4.9% and Annualized
Adjusted TIR* of 5.5% for the quarter compared to Annualized TIR
and Annualized Adjusted TIR* of 9.5% and 6.3%, respectively, for
the three months ended March 31, 2023. Recognized investment
results in the first quarter of 2024 benefited from net investment
income of $160 million and fair value change in other investments,
including equities, of $104 million, partially offset by net
realized and unrealized losses on our fixed maturities, including
other comprehensive income (“OCI”), of $37 million.
-
Enstar’s Bermuda-based wholly owned subsidiary Cavello Bay
Reinsurance Limited was assigned an Insurer Financial Strength
Rating of ‘A’ with stable outlook by S&P Global Ratings.
-
Announced $400 million Loss Portfolio Transfer (“LPT”) agreement
with SiriusPoint subsequent to quarter-end, to reinsure a portfolio
of workers’ compensation business covering underwriting years 2018
to 2023.
* Non-GAAP measure; refer to "Non-GAAP Financial
Measures" further below for explanatory notes and a reconciliation
to the most directly comparable GAAP measure.
Dominic Silvester, Enstar CEO,
said:
“Our momentum continues with a growth in book
value of 1.7% in the first quarter, driven by solid performance in
our investment portfolio and another quarter of positive Run-Off
Liability Earnings.
We were pleased to execute a $400 million Loss
Portfolio Transfer with SiriusPoint earlier this week. The
transaction expands our Workers’ Compensation portfolio, which is a
line of business where we have a wealth of experience and have had
significant success. We look forward to taking advantage of
opportunities across our business throughout the year, as we stay
focused on meeting the growing risk management needs of the
(re)insurance sector while creating long-term value for our
shareholders.”
Key Financial and Operating
Metrics
We use the following GAAP and Non-GAAP measures
to monitor the performance of and manage the company:
|
Three Months Ended |
|
|
|
March 31, |
|
$ / pp / bp Change |
|
|
2024 |
|
|
|
2023 |
|
|
|
(in millions of U.S. dollars, except per share
data) |
Key Earnings Metrics |
|
|
|
|
|
Net income attributable to Enstar ordinary shareholders |
$ |
119 |
|
|
$ |
424 |
|
|
$ |
(305 |
) |
Adjusted operating income attributable to Enstar ordinary
shareholders* |
$ |
141 |
|
|
$ |
401 |
|
|
$ |
(260 |
) |
ROE |
|
2.4 |
% |
|
|
9.5 |
% |
|
(7.1)pp |
Adjusted ROE* |
|
2.6 |
% |
|
|
6.8 |
% |
|
(4.2)pp |
|
|
|
|
|
|
Key Run-off Metrics |
|
|
|
|
|
Prior period development |
$ |
24 |
|
|
$ |
10 |
|
|
$ |
14 |
|
Adjusted prior period development* |
$ |
24 |
|
|
$ |
36 |
|
|
$ |
(12 |
) |
RLE |
|
0.2 |
% |
|
|
0.1 |
% |
|
0.1pp |
Adjusted RLE* |
|
0.2 |
% |
|
|
0.3 |
% |
|
(0.1)pp |
|
|
|
|
|
|
Key Investment Return Metrics |
|
|
|
|
|
Total investable assets |
$ |
17,677 |
|
|
$ |
17,773 |
|
|
$ |
(96 |
) |
Adjusted total investable assets* |
$ |
18,466 |
|
|
$ |
18,767 |
|
|
$ |
(301 |
) |
Annualized investment book yield |
|
4.36 |
% |
|
|
3.58 |
% |
|
78bp |
TIR |
|
4.9 |
% |
|
|
9.5 |
% |
|
(4.6)pp |
Adjusted TIR* |
|
5.5 |
% |
|
|
6.3 |
% |
|
(0.8)pp |
|
|
|
|
|
|
|
As of |
|
|
Key Shareholder Metrics |
March 31, 2024 |
|
December 31, 2023 |
|
|
Book value per ordinary share |
$ |
349.41 |
|
|
$ |
343.45 |
|
|
$ |
5.96 |
|
Fully diluted book value per ordinary share* |
$ |
341.53 |
|
|
$ |
336.72 |
|
|
$ |
4.81 |
|
|
|
|
|
|
|
|
|
|
|
|
|
pp - Percentage point(s)
bp - Basis point(s)
*Non-GAAP measure; refer to "Non-GAAP Financial
Measures" further below for explanatory notes and a reconciliation
to the most directly comparable GAAP measure.
Results of Operations By Segment - For
the Three Months Ended March 31,
2024 and 2023
Run-off Segment
The following is a discussion and analysis of
the results of operations for our Run-off segment.
|
|
Three Months Ended |
|
|
|
|
March 31, |
|
$ Change |
|
|
|
2024 |
|
|
|
2023 |
|
|
|
|
(in millions of U.S. dollars) |
Net premiums earned |
|
$ |
11 |
|
|
$ |
8 |
|
|
$ |
3 |
|
Other income: |
|
|
|
|
|
|
Reduction in estimates of net ultimate defendant A&E
liabilities - prior periods |
|
|
— |
|
|
|
2 |
|
|
|
(2 |
) |
Reduction in estimated future defendant A&E expenses |
|
|
1 |
|
|
|
1 |
|
|
|
— |
|
All other income |
|
|
2 |
|
|
|
2 |
|
|
|
— |
|
Total other income |
|
|
3 |
|
|
|
5 |
|
|
|
(2 |
) |
Total revenues |
|
|
14 |
|
|
|
13 |
|
|
|
1 |
|
|
|
|
|
|
|
|
EXPENSES |
|
|
|
|
|
|
Net incurred losses and LAE: |
|
|
|
|
|
|
Current period |
|
|
5 |
|
|
|
10 |
|
|
|
(5 |
) |
Prior periods: |
|
|
|
|
|
|
Reduction in estimates of net ultimate losses |
|
|
(6 |
) |
|
|
(15 |
) |
|
|
9 |
|
Reduction in provisions for ULAE |
|
|
(17 |
) |
|
|
(18 |
) |
|
|
1 |
|
Total prior periods |
|
|
(23 |
) |
|
|
(33 |
) |
|
|
10 |
|
Total net incurred losses and LAE |
|
|
(18 |
) |
|
|
(23 |
) |
|
|
5 |
|
Acquisition costs |
|
|
1 |
|
|
|
2 |
|
|
|
(1 |
) |
General and administrative expenses |
|
|
42 |
|
|
|
39 |
|
|
|
3 |
|
Total expenses |
|
|
25 |
|
|
|
18 |
|
|
|
7 |
|
|
|
|
|
|
|
|
SEGMENT NET LOSS |
|
$ |
(11 |
) |
|
$ |
(5 |
) |
|
$ |
(6 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
Overall Results
Three Months Ended March 31, 2024 versus
2023: Net loss from our Run-off segment was $11 million
compared to net loss of $5 million in the comparative quarter,
primarily due to:
-
A $10 million decrease in favorable PPD in the current quarter,
mainly driven by a $9 million increase in the reduction in
estimates of net ultimate losses in the comparative quarter.
-
During the first quarter of 2024, the net favorable development was
primarily due to favorable development on our Professional
Indemnity/Directors and Officers line of business of $29 million
driven by favorable claims experience and favorable development on
our Asbestos line of business of $24 million resulting from
actuarial analysis. These were partially offset by adverse
development on our General Casualty line of business of $18 million
driven by adverse claims experience and adverse development on our
Environmental line of business of $25 million due to results from
actuarial reviews in the period.
-
In comparison, during the first quarter of 2023 we recognized
favorable development of $11 million on our workers’ compensation
line of business as a result of favorable claims experience, most
notably in the 2021 acquisition year.
-
A net favorable change in current period net incurred losses and
LAE and acquisition costs of $6 million.
Investments Segment
The following is a discussion and analysis of
the results of operations for our Investments segment.
|
Three Months Ended |
|
|
|
March 31, |
|
$ Change |
|
|
2024 |
|
|
|
2023 |
|
|
|
(in millions of U.S. dollars) |
REVENUES |
|
|
|
|
|
Net investment income: |
|
|
|
|
|
Fixed maturities |
$ |
142 |
|
|
$ |
131 |
|
|
$ |
11 |
|
Cash and restricted cash |
|
8 |
|
|
|
5 |
|
|
|
3 |
|
Other investments, including equities |
|
20 |
|
|
|
24 |
|
|
|
(4 |
) |
Less: Investment expenses |
|
(10 |
) |
|
|
(4 |
) |
|
|
(6 |
) |
Total net investment income |
|
160 |
|
|
|
156 |
|
|
|
4 |
|
Net realized losses: |
|
|
|
|
|
Fixed maturities |
|
(6 |
) |
|
|
(18 |
) |
|
|
12 |
|
Total net realized losses |
|
(6 |
) |
|
|
(18 |
) |
|
|
12 |
|
Fair value changes in: |
|
|
|
|
|
Fixed maturities, trading |
|
(19 |
) |
|
|
59 |
|
|
|
(78 |
) |
Other investments, including equities |
|
104 |
|
|
|
147 |
|
|
|
(43 |
) |
Total fair value changes in trading securities and other
investments |
|
85 |
|
|
|
206 |
|
|
|
(121 |
) |
Total revenues |
|
239 |
|
|
|
344 |
|
|
|
(105 |
) |
|
|
|
|
|
|
EXPENSES |
|
|
|
|
|
General and administrative expenses |
|
10 |
|
|
|
11 |
|
|
|
(1 |
) |
Total expenses |
|
10 |
|
|
|
11 |
|
|
|
(1 |
) |
|
|
|
|
|
|
(Loss) income from equity method investments |
|
(5 |
) |
|
|
11 |
|
|
|
(16 |
) |
|
|
|
|
|
|
SEGMENT NET INCOME |
$ |
224 |
|
|
$ |
344 |
|
|
$ |
(120 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
Overall Results
Three Months Ended March 31, 2024 versus
2023: Net income from our Investments segment was
$224 million for the three months ended March 31, 2024
compared to net income of $344 million for the three months ended
March 31, 2023. The variance of $120 million was primarily due
to:
-
a decrease in the gain from fair value changes in fixed maturities
of $78 million, primarily as a result of increases in interest
rates across U.S., U.K. and European markets in the current period,
in comparison to decreases in interest rates in the comparative
period;
-
fair value change in other investments, including equities, of $104
million, compared to $147 million in the comparative period. The
decrease of $43 million was primarily driven by:
-
a decrease in gain in the fair value change in other investments of
$18 million for the three months ended March 31, 2024,
primarily driven by an unfavorable variance in the fair value
change of an embedded derivative in relation to the Aspen LPT,
partially offset by increases in the fair value change related to
CLO equity funds, private equity funds, real estate funds and high
yield bond and loan funds relative to the comparative quarter;
and
-
a decrease in the gain in fair value changes in equities of
$16 million for the three months ended March 31, 2024, largely
as a result of the reduced amount of equities within the investment
portfolio relative to the comparative quarter.
- an increase in
our net investment income of $4 million, which is primarily due to
the reinvestment of fixed maturities at higher yields, deployment
of consideration received from deals closed over the past 12 months
and the impact of rising interest rates on the $3.1 billion of
our average fixed maturities outstanding during the current period
that are subject to floating interest rates. Our floating rate
investments generated net investment income of $58 million, an
increase of $2 million in comparison to the comparative
quarter.
Income and (Loss) by Segment - For the
Three Months Ended March 31, 2024 and 2023
|
Three Months Ended |
|
|
|
March 31, |
|
|
|
|
2024 |
|
|
|
2023 |
|
|
$ Change |
|
(in millions of U.S. dollars) |
REVENUES |
|
|
|
|
|
Run-off |
$ |
14 |
|
|
$ |
13 |
|
|
$ |
1 |
|
Investments |
|
239 |
|
|
|
344 |
|
|
|
(105 |
) |
Assumed Life (1) |
|
— |
|
|
|
275 |
|
|
|
(275 |
) |
Subtotal |
|
253 |
|
|
|
632 |
|
|
|
(379 |
) |
Corporate and other (1) |
|
(3 |
) |
|
|
— |
|
|
|
(3 |
) |
Total revenues |
$ |
250 |
|
|
$ |
632 |
|
|
$ |
(382 |
) |
|
|
|
|
|
|
SEGMENT NET INCOME (LOSS) |
|
|
|
|
|
Run-off |
$ |
(11 |
) |
|
$ |
(5 |
) |
|
$ |
(6 |
) |
Investments |
|
224 |
|
|
|
344 |
|
|
|
(120 |
) |
Assumed Life (1) |
|
— |
|
|
|
275 |
|
|
|
(275 |
) |
Total segment net income |
|
213 |
|
|
|
614 |
|
|
|
(401 |
) |
Corporate and other (1) |
|
(94 |
) |
|
|
(190 |
) |
|
|
96 |
|
NET INCOME ATTRIBUTABLE TO ENSTAR ORDINARY SHAREHOLDERS |
$ |
119 |
|
|
$ |
424 |
|
|
$ |
(305 |
) |
|
|
|
|
|
|
(1) Effective January 1, 2024, Assumed Life and
Legacy Underwriting were determined to no longer meet the
definition of reportable segments and their residual income and
loss activities were prospectively included in Corporate and other
activities. Activities prior to January 1, 2024 are recorded in
their respective segments. In addition, Legacy Underwriting had no
revenue or income activity for the three months ended March 31,
2024 and 2023 and therefore is excluded from the table above.
For additional detail on the former Assumed Life
and Legacy Underwriting segments and Corporate and other
activities, please refer to our Quarterly Report on Form 10-Q for
the period ended March 31, 2024.
Cautionary Statement
This press release contains certain
forward-looking statements within the meaning of the Private
Securities Litigation Reform Act of 1995. These statements include
statements regarding the intent, belief or current expectations of
Enstar and its management team. Investors can identify these
statements by the fact that they do not relate strictly to
historical or current facts. They use words such as ‘aim’,
‘anticipate’, ‘estimate’, ‘expect’, ‘intend’, ‘will’, ‘project’,
‘plan’, ‘believe’, ‘target’ and other words and terms of similar
meaning in connection with any discussion of future events or
performance. Investors are cautioned that any such forward-looking
statements speak only as of the date they are made, are not
guarantees of future performance and involve risks and
uncertainties, and that actual results may differ materially from
those projected in the forward-looking statements as a result of
various factors. Important risk factors regarding Enstar can be
found under the heading "Risk Factors" in our Form 10-K for the
year ended December 31, 2023 and are incorporated herein by
reference. Furthermore, Enstar undertakes no obligation to update
any written or oral forward-looking statements or publicly announce
any updates or revisions to any of the forward-looking statements
contained herein, to reflect any change in its expectations with
regard thereto or any change in events, conditions, circumstances
or assumptions underlying such statements, except as required by
law.
About Enstar
Enstar is a NASDAQ-listed leading global
(re)insurance group that offers capital release solutions through
its network of group companies in Bermuda, the United States, the
United Kingdom, Continental Europe and Australia. A market leader
in completing legacy acquisitions, Enstar has acquired over 115
companies and portfolios since its formation. For further
information about Enstar, see www.enstargroup.com.
Contacts
For Investors: Matthew Kirk
(investor.relations@enstargroup.com)
For Media: Jenna Kerr
(communications@enstargroup.com)
ENSTAR GROUP
LIMITEDCONDENSED CONSOLIDATED STATEMENTS OF
OPERATIONSFor the Three Months Ended March 31,
2024 and 2023
|
Three Months EndedMarch 31, |
|
|
2024 |
|
|
|
2023 |
|
|
(expressed in millions of U.S. dollars, except share and
per share data) |
REVENUES |
|
|
|
Net premiums earned |
$ |
11 |
|
|
$ |
8 |
|
Net investment income |
|
160 |
|
|
|
156 |
|
Net realized losses |
|
(6 |
) |
|
|
(18 |
) |
Fair value changes in trading securities, funds held and other
investments |
|
85 |
|
|
|
206 |
|
Other income |
|
— |
|
|
|
280 |
|
Total revenues |
|
250 |
|
|
|
632 |
|
|
|
|
|
EXPENSES |
|
|
|
Net incurred losses and loss adjustment expenses |
|
|
|
Current period |
|
5 |
|
|
|
10 |
|
Prior periods |
|
(24 |
) |
|
|
(10 |
) |
Total net incurred losses and loss adjustment expenses |
|
(19 |
) |
|
|
— |
|
Amortization of net deferred charge assets |
|
30 |
|
|
|
17 |
|
Acquisition costs |
|
1 |
|
|
|
2 |
|
General and administrative expenses |
|
87 |
|
|
|
89 |
|
Interest expense |
|
22 |
|
|
|
23 |
|
Net foreign exchange gains |
|
(9 |
) |
|
|
(6 |
) |
Total expenses |
|
112 |
|
|
|
125 |
|
|
|
|
|
INCOME BEFORE INCOME TAXES |
|
138 |
|
|
|
507 |
|
Income tax (expense) benefit |
|
(5 |
) |
|
|
1 |
|
(Loss) income from equity method investments |
|
(5 |
) |
|
|
11 |
|
NET INCOME |
|
128 |
|
|
|
519 |
|
Net income attributable to noncontrolling interest |
|
— |
|
|
|
(86 |
) |
NET INCOME ATTRIBUTABLE TO ENSTAR GROUP LIMITED |
|
128 |
|
|
|
433 |
|
Dividends on preferred shares |
|
(9 |
) |
|
|
(9 |
) |
NET INCOME ATTRIBUTABLE TO ENSTAR GROUP LIMITED ORDINARY
SHAREHOLDERS |
$ |
119 |
|
|
$ |
424 |
|
|
|
|
|
Earnings per ordinary share attributable to Enstar: |
Basic |
$ |
8.13 |
|
|
$ |
24.97 |
|
Diluted |
$ |
8.02 |
|
|
$ |
24.79 |
|
Weighted average ordinary shares outstanding: |
|
|
|
Basic |
|
14,641,158 |
|
|
|
16,980,240 |
|
Diluted |
|
14,833,840 |
|
|
|
17,100,954 |
|
|
|
|
|
|
|
|
|
ENSTAR GROUP
LIMITEDCONDENSED CONSOLIDATED BALANCE
SHEETSAs of March 31, 2024 and 2023
|
March 31, 2024 |
|
December 31, 2023 |
|
(in millions of U.S. dollars, except share
data) |
ASSETS |
|
|
|
Short-term investments, trading, at fair value |
$ |
6 |
|
|
$ |
2 |
|
Short-term investments, available-for-sale, at fair value
(amortized cost: 2024 — $41; 2023 — $62) |
|
41 |
|
|
|
62 |
|
Fixed maturities, trading, at fair value |
|
1,862 |
|
|
|
1,949 |
|
Fixed maturities, available-for-sale, at fair value (amortized
cost: 2024 — $5,462; 2023 — $5,642; net of allowance:
2024 — $17; 2023 — $16) |
|
5,046 |
|
|
|
5,261 |
|
Funds held |
|
4,880 |
|
|
|
5,251 |
|
Equities, at fair value (cost: 2024 — $602; 2023 — $615) |
|
738 |
|
|
|
701 |
|
Other investments, at fair value (includes consolidated variable
interest entity: 2024 - $97; 2023 - $59) |
|
4,018 |
|
|
|
3,853 |
|
Equity method investments |
|
326 |
|
|
|
334 |
|
Total investments |
|
16,917 |
|
|
|
17,413 |
|
Cash and cash equivalents (includes consolidated variable interest
entity: 2024 — $0; 2023 — $8) |
|
450 |
|
|
|
564 |
|
Restricted cash and cash equivalents |
|
310 |
|
|
|
266 |
|
Accrued interest receivable |
|
73 |
|
|
|
71 |
|
Reinsurance balances recoverable on paid and unpaid losses (net of
allowance: 2024 — $121; 2023 — $131) |
|
692 |
|
|
|
740 |
|
Reinsurance balances recoverable on paid and unpaid losses, at fair
value |
|
207 |
|
|
|
217 |
|
Insurance balances recoverable (net of allowance: 2024 and 2023 —
$5) |
|
170 |
|
|
|
172 |
|
Net deferred charge assets |
|
701 |
|
|
|
731 |
|
Other assets |
|
745 |
|
|
|
739 |
|
TOTAL ASSETS |
$ |
20,265 |
|
|
$ |
20,913 |
|
LIABILITIES |
|
|
|
Losses and loss adjustment expenses |
$ |
10,452 |
|
|
$ |
11,196 |
|
Losses and loss adjustment expenses, at fair value |
|
1,098 |
|
|
|
1,163 |
|
Defendant asbestos and environmental liabilities |
|
556 |
|
|
|
567 |
|
Insurance and reinsurance balances payable |
|
107 |
|
|
|
43 |
|
Debt obligations |
|
1,832 |
|
|
|
1,831 |
|
Other liabilities (includes consolidated variable interest entity:
2024 — $0; 2023 — $1) |
|
474 |
|
|
|
465 |
|
TOTAL LIABILITIES |
|
14,519 |
|
|
|
15,265 |
|
COMMITMENTS AND CONTINGENCIES |
|
|
|
|
|
|
|
SHAREHOLDERS’ EQUITY |
|
|
|
Voting ordinary Shares (par value $1 each, issued and outstanding
2024: 15,224,431; 2023: 15,196,685) |
|
15 |
|
|
|
15 |
|
Preferred Shares: |
|
|
|
Series C Preferred Shares (issued and held in treasury 2024 and
2023: 388,571) |
|
— |
|
|
|
— |
|
Series D Preferred Shares (issued and outstanding 2024 and 2023:
16,000; liquidation preference $400) |
|
400 |
|
|
|
400 |
|
Series E Preferred Shares (issued and outstanding 2024 and 2023:
4,400; liquidation preference $110) |
|
110 |
|
|
|
110 |
|
Treasury Shares, at cost: |
|
|
|
Series C Preferred shares (2024 and 2023: 388,571) |
|
(422 |
) |
|
|
(422 |
) |
Joint Share Ownership Plan (voting ordinary shares, held in trust
2024 and 2023: 565,630) |
|
(1 |
) |
|
|
(1 |
) |
Additional paid-in capital |
|
585 |
|
|
|
579 |
|
Accumulated other comprehensive loss |
|
(364 |
) |
|
|
(336 |
) |
Retained earnings |
|
5,309 |
|
|
|
5,190 |
|
Total Enstar Shareholders’ Equity |
|
5,632 |
|
|
|
5,535 |
|
Noncontrolling interests |
|
114 |
|
|
|
113 |
|
TOTAL SHAREHOLDERS’ EQUITY |
|
5,746 |
|
|
|
5,648 |
|
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY |
$ |
20,265 |
|
|
$ |
20,913 |
|
|
|
|
|
|
|
|
|
Non-GAAP Financial Measures
In addition to our key financial measures
presented in accordance with GAAP, we present other non-GAAP
financial measures that we use to manage our business, compare our
performance against prior periods and against our peers, and as
performance measures in our incentive compensation program.
These non-GAAP financial measures provide an
additional view of our operational performance over the long-term
and provide the opportunity to analyze our results in a way that is
more aligned with the manner in which our management measures our
underlying performance.
The presentation of these non-GAAP financial
measures, which may be defined and calculated differently by other
companies, is used to enhance the understanding of certain aspects
of our financial performance. It is not meant to be considered in
isolation, superior to, or as a substitute for the directly
comparable financial measures prepared in accordance with GAAP.
Some of the adjustments reflected in our
non-GAAP measures are recurring items, such as the exclusion of
adjustments to net realized (gains)/losses and fair value changes
on fixed maturity investments recognized in our statements of
operations, the fair value of certain of our loss reserve
liabilities for which we have elected the fair value option, and
the amortization of fair value adjustments.
Management makes these adjustments in assessing
our performance so that the changes in fair value due to interest
rate movements, which are applied to some but not all of our assets
and liabilities as a result of preexisting accounting elections, do
not impair comparability across reporting periods.
It is important for the readers of our periodic
filings to understand that these items will recur from period to
period.
However, we exclude these items for the purpose
of presenting a comparable view across reporting periods of the
impact of our underlying claims management and investments without
the effect of interest rate fluctuations on assets that we
anticipate to hold to maturity and non-cash changes to the fair
value of our reserves.
Similarly, our non-GAAP measures reflect the
exclusion of certain items that we deem to be nonrecurring, unusual
or infrequent when the nature of the charge or gain is such that it
is not reasonably likely that such item may recur within two years,
nor was there a similar charge or gain in the preceding two years.
This includes adjustments related to bargain purchase gains on
acquisitions of businesses, net gains or losses on sales of
subsidiaries, net assets of held for sale or disposed subsidiaries
classified as discontinued operations and other items that we
separately disclose.
The following table presents more information on
each non-GAAP measure. The results and GAAP reconciliations for
these measures are set forth further below.
Non-GAAP Measure |
|
Definition |
|
Purpose of Non-GAAP Measure over GAAP Measure |
Fully diluted book value per ordinary share |
|
Total Enstar ordinary shareholders' equityDivided byNumber of
ordinary shares outstanding, adjusted for:-the ultimate effect of
any dilutive securities (which include restricted shares,
restricted share units, directors’ restricted share units and
performance share units) on the number of ordinary shares
outstanding |
|
Increases the number of ordinary shares to reflect the exercise of
equity awards granted but not yet vested as, over the long term,
this presents both management and investors with a more
economically accurate measure of the realizable value of
shareholder returns by factoring in the impact of share dilution.
We use this non-GAAP measure in our incentive compensation
program. |
Adjusted return on equity (%) |
|
Adjusted operating income (loss) attributable to Enstar ordinary
shareholders divided by adjusted opening Enstar ordinary
shareholder's equity |
|
Calculating the operating income (loss) as a percentage of our
adjusted opening Enstar ordinary shareholders' equity provides a
more consistent measure of the performance of our business by
enabling comparison between the financial periods presented. We
eliminate the impact of fair value changes and net realized (gains)
losses on fixed maturities and funds-held directly managed and the
change in fair value of insurance contracts for which we have
elected the fair value option, as:
- we typically hold most of our fixed
maturities until the earlier of maturity or the time that they are
used to fund any settlement of related liabilities which are
generally recorded at cost; and
- removing the fair value option
improves comparability since there are limited acquisition years
for which we elected the fair value option.
Therefore, we believe that excluding their impact on our earnings
improves comparability of our core operational performance across
periods. We include fair value adjustments
as non-GAAP adjustments to the adjusted operating income (loss)
attributable to Enstar ordinary shareholders as they are non-cash
charges that are not reflective of the impact of our claims
management strategies on our loss portfolios. We eliminate the
net gain (loss) on the purchase and sales of subsidiaries and net
income from discontinued operations, as these items are not
indicative of our ongoing operations. We use this
non-GAAP measure in our incentive compensation program. |
Adjusted operating income (loss) attributable to Enstar
ordinary shareholders(numerator) |
|
Net income (loss) attributable to Enstar ordinary shareholders,
adjusted for:-fair value changes and net realized (gains) losses on
fixed maturities and funds held-directly managed,-change in fair
value of insurance contracts for which we have elected the fair
value option (1),-amortization of fair value adjustments,-net
gain/loss on purchase and sales of subsidiaries (if any),-net
income from discontinued operations (if any),-tax effects of
adjustments, and-adjustments attributable to noncontrolling
interests |
|
Adjusted opening Enstar ordinary shareholders' equity
(denominator) |
|
Opening Enstar ordinary shareholders' equity, less:-fair value
changes on fixed maturities and funds held-directly managed,-fair
value of insurance contracts for which we have elected the fair
value option (1),-fair value adjustments, and-net assets of held
for sale or disposed subsidiaries classified as discontinued
operations (if any) |
|
Adjusted run-off liability earnings (%) |
|
Adjusted PPD divided by average adjusted net loss reserves. |
|
Calculating the RLE as a percentage of our adjusted average net
loss reserves provides a more meaningful and comparable measurement
of the impact of our claims management strategies on our loss
portfolios across acquisition years and also to our overall
financial periods. We use this measure to evaluate
the impact of our claims management strategies because it provides
visibility into our ability to settle our claims obligations for
amounts less than our initial estimate at the point of acquiring
the obligations. The
following components of periodic recurring net incurred losses and
LAE and net loss reserves are not considered key components of our
claims management performance for the following reasons:
- Prior to the settlement of the
contractual arrangements, the results of our Legacy Underwriting
segment were economically transferred to a third party primarily
through use of reinsurance and a Capacity Lease Agreement(3); as
such, the results were not a relevant contribution to Adjusted RLE,
which is designed to analyze the impact of our claims management
strategies(2);
- The change in fair value of insurance
contracts for which we have elected the fair value option(1) has
been removed to support comparability between the two acquisition
years for which we elected the fair value option in reserves
assumed and the acquisition years for which we did not make this
election (specifically, this election was only made in the 2017 and
2018 acquisition years and the election of such option is
irrevocable); and
- The amortization of fair value
adjustments are non-cash charges that obscure our trends on a
consistent basis.
We include our performance in managing claims and estimated future
expenses on our defendant A&E liabilities because such
performance is relevant to assessing our claims management
strategies even though such liabilities are not included within the
loss reserves.We use this measure to assess the performance of our
claim strategies and part of the performance assessment of our past
acquisitions. |
Adjusted prior period
development(numerator) |
|
Prior period net incurred losses and LAE, adjusted to: Remove:
-Legacy Underwriting(2) operations-amortization of fair value
adjustments, -change in fair value of insurance contracts for which
we have elected the fair value option (1), and Add:
-the reduction/(increase) in estimates of net ultimate liabilities
and reduction in estimated future expenses of our defendant A&E
liabilities. |
|
Adjusted net loss reserves
(denominator) |
|
Net losses and LAE, adjusted to:Remove:-Legacy Underwriting(2) net
loss reserves-current period net loss reserves-net fair value
adjustments associated with the acquisition of companies,-the fair
value adjustments for contracts for which we have elected the fair
value option (1) andAdd:-net nominal defendant A&E liability
exposures and estimated future expenses. |
|
Adjusted total investment return (%) |
|
Adjusted total investment return (dollars) recognized in earnings
for the applicable period divided by period average adjusted total
investable assets. |
|
Provides a key measure of the return generated on the capital held
in the business and is reflective of our investment strategy.
Provides a consistent measure of investment returns as a percentage
of all assets generating investment returns. We adjust our
investment returns to eliminate the impact of the change in fair
value of fixed maturities (both credit spreads and interest rates),
as we typically hold most of these investments until the earlier of
maturity or used to fund any settlement of related liabilities
which are generally recorded at cost. |
Adjusted total investment return ($)
(numerator) |
|
Total investment return (dollars), adjusted for:-fair value changes
in fixed maturities, trading and funds held-directly managed;
and-unrealized (gains) losses on fixed maturities, AFS included
within OCI, net of reclassification adjustments and excluding
foreign exchange. |
|
Adjusted average aggregate total investable assets
(denominator) |
|
Total average investable assets, adjusted for: -net unrealized
(gains) losses on fixed maturities, AFS included within AOCI-fair
value changes in fixed maturities, trading and funds held-directly
managed |
|
(1) Comprises the discount rate and risk margin
components.
(2) As of January 1, 2024, not applicable. Refer
to Note 2 - "Segment Information" of our Quarterly Report on Form
10-Q for the period ended March 31, 2024
(3) The reinsurance contractual arrangements
(including the Capacity Lease Agreement) were settled during the
second quarter of 2023. Other than the settlement of these
arrangements, we did not record any other transactions in the
Legacy Underwriting segment in 2023.
Reconciliation of GAAP to Non-GAAP
Measures
The table below presents a reconciliation of
BVPS to Fully Diluted BVPS*:
|
|
March 31, 2024 |
|
December 31, 2023 |
|
|
Equity (1) |
|
Ordinary Shares |
|
Per Share Amount |
|
Equity (1) |
|
Ordinary Shares |
|
Per Share Amount |
|
|
(in millions of U.S. dollars, except share and per share
data) |
Book value per ordinary share |
|
$ |
5,122 |
|
14,658,801 |
|
$ |
349.41 |
|
$ |
5,025 |
|
14,631,055 |
|
$ |
343.45 |
Non-GAAP adjustment: |
|
|
|
|
|
|
|
|
|
|
|
|
Share-based compensation plans |
|
|
|
338,576 |
|
|
|
|
|
292,190 |
|
|
Fully diluted book value per ordinary share* |
|
$ |
5,122 |
|
14,997,377 |
|
$ |
341.53 |
|
$ |
5,025 |
|
14,923,245 |
|
$ |
336.72 |
(1) Equity comprises Enstar ordinary
shareholders' equity, which is calculated as Enstar shareholders'
equity less preferred shares ($510 million) prior to any non-GAAP
adjustments.
The table below presents a reconciliation of ROE
to Adjusted ROE* and Annualized ROE to Annualized Adjusted
ROE*:
|
Three Months Ended |
|
March 31, 2024 |
|
March 31, 2023 |
|
Net (loss) earnings (1) |
|
Opening equity (1) (2) |
|
(Adj) ROE |
|
Annualized(Adj) ROE |
|
Net (loss) earnings (1) |
|
Opening equity (1) |
|
(Adj) ROE |
|
Annualized (Adj) ROE |
|
(in millions of U.S. dollars) |
Net (loss) earnings/Opening equity/ROE/Annualized
ROE(1) |
$ |
119 |
|
|
$ |
5,025 |
|
|
2.4 |
% |
|
9.5 |
% |
|
$ |
424 |
|
|
$ |
4,464 |
|
|
9.5 |
% |
|
38.0 |
% |
Non-GAAP adjustments: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Remove: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net realized losses on fixed maturities, AFS(2)/ Cumulative fair
value changes to fixed maturities, AFS(3) |
|
6 |
|
|
|
380 |
|
|
|
|
|
|
|
18 |
|
|
|
647 |
|
|
|
|
|
Fair value changes on fixed maturities, trading(2)/ Fair value
changes on fixed maturities, trading(3) |
|
14 |
|
|
|
234 |
|
|
|
|
|
|
|
(40 |
) |
|
|
400 |
|
|
|
|
|
Fair value changes on funds held - directly managed(2)/ Fair value
changes on funds held - directly managed(3) |
|
5 |
|
|
|
111 |
|
|
|
|
|
|
|
(19 |
) |
|
|
780 |
|
|
|
|
|
Change in fair value of insurance contracts for which we have
elected the fair value option / Fair value of insurance contracts
for which we have elected the fair value option(4) |
|
(4 |
) |
|
|
(246 |
) |
|
|
|
|
|
|
20 |
|
|
|
(294 |
) |
|
|
|
|
Amortization of fair value adjustments / Fair value
adjustments |
|
3 |
|
|
|
(107 |
) |
|
|
|
|
|
|
3 |
|
|
|
(124 |
) |
|
|
|
|
Tax effects of adjustments(5) |
|
(2 |
) |
|
|
— |
|
|
|
|
|
|
|
(3 |
) |
|
|
— |
|
|
|
|
|
Adjustments attributable to noncontrolling interests(6) |
|
— |
|
|
|
— |
|
|
|
|
|
|
|
(2 |
) |
|
|
— |
|
|
|
|
|
Adjusted operating (loss) income/Adjusted opening
equity/Adjusted ROE/Annualized adjusted ROE* |
$ |
141 |
|
|
$ |
5,397 |
|
|
2.6 |
% |
|
10.5 |
% |
|
$ |
401 |
|
|
$ |
5,873 |
|
|
6.8 |
% |
|
27.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Net income (loss) comprises net income
(loss) attributable to Enstar ordinary shareholders, prior to any
non-GAAP adjustments. Opening equity comprises Enstar ordinary
shareholders' equity, which is calculated as opening Enstar
shareholders' equity less preferred shares ($510 million), prior to
any non-GAAP adjustments.
(2) Net realized gains (losses) on fixed
maturities, AFS are included in net realized gains (losses) in our
condensed consolidated statements of operations. Fair value changes
in our fixed maturities, trading and funds held - directly managed
are included in fair value changes in trading securities, funds
held and other investments in our condensed consolidated statements
of operations.
(3) Our fixed maturities are held directly on
our balance sheet and also within the "Funds held" balance.
(4) Comprises the discount rate and risk margin
components.
(5) Represents an aggregation of the tax expense
or benefit associated with the specific country to which the
pre-tax adjustment relates, calculated at the applicable
jurisdictional tax rate.
(6) Represents the impact of the adjustments on
the net income (loss) attributable to noncontrolling interests
associated with the specific subsidiaries to which the adjustments
relate.
*Non-GAAP measure.
The tables below present a reconciliation of RLE
to Adjusted RLE*:
|
|
Three Months Ended |
|
As of |
|
Three Months Ended |
|
|
March 31, 2024 |
|
March 31, 2024 |
|
December 31, 2024 |
|
March 31, 2024 |
|
March 31, 2024 |
|
|
RLE / PPD |
|
Net loss reserves |
|
Net loss reserves |
|
Average net loss reserves |
|
RLE % |
|
|
(in millions of U.S. dollars) |
PPD/net loss reserves/RLE % |
|
$ |
24 |
|
|
$ |
10,827 |
|
|
$ |
11,585 |
|
$ |
11,206 |
|
|
0.2 |
% |
Non-GAAP adjustments for expenses (income): |
|
|
|
|
|
|
|
|
|
|
Net loss reserves - current period |
|
|
— |
|
|
|
(5 |
) |
|
|
— |
|
|
(3 |
) |
|
|
Amortization of fair value adjustments / Net fair value adjustments
associated with the acquisition of companies |
|
|
3 |
|
|
|
103 |
|
|
|
107 |
|
|
105 |
|
|
|
Changes in fair value - fair value option / Net fair value
adjustments for contracts for which we have elected the fair value
option (1) |
|
|
(4 |
) |
|
|
249 |
|
|
|
246 |
|
|
248 |
|
|
|
Change in estimate of net ultimate liabilities - defendant A&E
/ Net nominal defendant A&E liabilities |
|
|
— |
|
|
|
516 |
|
|
|
527 |
|
|
522 |
|
|
|
Reduction in estimated future expenses - defendant A&E /
Estimated future expenses - defendant A&E |
|
|
1 |
|
|
|
32 |
|
|
|
33 |
|
|
33 |
|
|
|
Adjusted PPD/Adjusted net loss reserves/Adjusted RLE
%* |
|
$ |
24 |
|
|
$ |
11,722 |
|
|
$ |
12,498 |
|
$ |
12,111 |
|
|
0.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended |
|
As of |
|
Three Months Ended |
|
|
March 31, 2023 |
|
March 31, 2023 |
|
December 31, 2023 |
|
March 31, 2023 |
|
March 31, 2023 |
|
|
RLE / PPD |
|
Net loss reserves |
|
Net loss reserves |
|
Average net loss reserves |
|
RLE % |
|
|
(in millions of U.S. dollars) |
PPD/net loss reserves/RLE % |
|
$ |
10 |
|
$ |
11,226 |
|
|
$ |
12,011 |
|
|
$ |
11,619 |
|
|
0.1 |
% |
Non-GAAP adjustments for expenses (income): |
|
|
|
|
|
|
|
|
|
|
Net loss reserves - current period |
|
|
— |
|
|
(9 |
) |
|
|
— |
|
|
|
(5 |
) |
|
|
Legacy Underwriting |
|
|
— |
|
|
— |
|
|
|
(139 |
) |
|
|
(70 |
) |
|
|
Amortization of fair value adjustments / Net fair value adjustments
associated with the acquisition of companies |
|
|
3 |
|
|
121 |
|
|
|
124 |
|
|
|
123 |
|
|
|
Changes in fair value - fair value option / Net fair value
adjustments for contracts for which we have elected the fair value
option (1) |
|
|
20 |
|
|
278 |
|
|
|
294 |
|
|
|
286 |
|
|
|
Change in estimate of net ultimate liabilities - defendant A&E
/ Net nominal defendant A&E liabilities |
|
|
2 |
|
|
560 |
|
|
|
572 |
|
|
|
566 |
|
|
|
Reduction in estimated future expenses - defendant A&E /
Estimated future expenses - defendant A&E |
|
|
1 |
|
|
34 |
|
|
|
35 |
|
|
|
35 |
|
|
|
Adjusted PPD/Adjusted net loss reserves/Adjusted RLE
%* |
|
$ |
36 |
|
$ |
12,210 |
|
|
$ |
12,897 |
|
|
$ |
12,554 |
|
|
0.3 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1) Comprises the discount rate and risk margin
components.
*Non-GAAP measure.
The tables below present a reconciliation of our
Annualized TIR to our Annualized Adjusted TIR*:
|
Three Months Ended |
|
March 31, 2024 |
|
March 31, 2023 |
|
(in millions of U.S. dollars) |
Net investment income |
$ |
160 |
|
|
$ |
156 |
|
Net realized losses |
|
(6 |
) |
|
|
(18 |
) |
Fair value changes |
|
85 |
|
|
|
206 |
|
(Loss) income from equity method investments |
|
(5 |
) |
|
|
11 |
|
Other comprehensive income: |
|
|
|
Unrealized (losses) gains on fixed maturities, AFS, net of
reclassification adjustments excluding foreign exchange |
|
(12 |
) |
|
|
87 |
|
TIR ($) |
$ |
222 |
|
|
$ |
442 |
|
|
|
|
|
Non-GAAP adjustment: |
|
|
|
Net realized losses (gains) on fixed maturities, AFS and fair value
changes in trading and funds held - directly managed |
$ |
25 |
|
|
$ |
(41 |
) |
Unrealized losses (gains) on fixed maturities, AFS, net of
reclassification adjustments excluding foreign exchange |
|
12 |
|
|
|
(87 |
) |
Adjusted TIR ($)* |
$ |
259 |
|
|
$ |
314 |
|
|
|
|
|
Total investments |
$ |
16,917 |
|
|
$ |
16,630 |
|
Cash and cash equivalents, including restricted cash and cash
equivalents |
|
760 |
|
|
|
1,143 |
|
Total investable assets |
$ |
17,677 |
|
|
$ |
17,773 |
|
|
|
|
|
Average aggregate invested assets, at fair value(1) |
|
18,021 |
|
|
|
18,615 |
|
Annualized TIR %(2) |
|
4.9 |
% |
|
|
9.5 |
% |
Non-GAAP adjustment: |
|
|
|
Net unrealized losses on fixed maturities, AFS included within AOCI
and fair value changes on fixed maturities, trading and funds held
- directly managed |
|
789 |
|
|
|
994 |
|
Adjusted investable assets* |
$ |
18,466 |
|
|
$ |
18,767 |
|
|
|
|
|
Adjusted average aggregate invested assets, at fair value*(3) |
$ |
18,778 |
|
|
$ |
20,020 |
|
Annualized adjusted TIR
%*(4) |
|
5.5 |
% |
|
|
6.3 |
% |
(1) This amount is a two period average of the
total investable assets for the three months ended March 31, 2024
and 2023 as presented above, and is comprised of amounts disclosed
in our quarterly and annual U.S. GAAP consolidated financial
statements.
(2) Annualized TIR % is calculated by dividing
the annualized TIR ($) by average aggregate invested assets, at
fair value.
(3) This amount is a two period average of the
adjusted investable assets* for the three months ended March 31,
2024 and 2023 as presented above.
(4) Annualized adjusted TIR %* is calculated by
dividing the annualized adjusted TIR* ($) by adjusted average
aggregate invested assets, at fair value*.
*Non-GAAP measure.
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