Everest Group 10-Q 2021-09-30
Filed 2021-11-04. 8 sections, 241K characters. Original on sec.gov · Markdown · JSON
Cover and table of contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
X Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
For the quarterly period ended September 30, 2021
___ Transition Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Commission file number 1-15731
EVEREST RE GROUP, LTD.
(Exact name of registrant as specified in its charter)
| Bermuda | 98-0365432 | |
|---|---|---|
| (State or other jurisdiction of incorporation or organization) | (I.R.S. Employer Identification No.) |
Seon Place – 4th Floor
141 Front Street
PO Box HM 845
Hamilton****HM 19, Bermuda
**441-**295-0006
(Address, including zip code, and telephone number, including area code,
of registrant’s principal executive office)
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.
| Yes | X | No |
|---|
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit such files).
| Yes | X | No |
|---|
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
| Large Accelerated Filer | X | Accelerated filer | ||
|---|---|---|---|---|
| Non-accelerated filer | Smaller reporting company | |||
| Emerging growth company |
Indicate by check mark if the registrant is an emerging growth company and 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.
| YES | NO | X |
|---|
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
| YES | NO | X |
|---|
Securities registered pursuant to Section 12(b) of the Act:
| Class | Trading Symbol | Name of Exchange where Registered | Number of Shares Outstanding At November 1, 2021 |
|---|---|---|---|
| Common Shares, $0.01 par value | RE | New York Stock Exchange | 39,369,026 |
EVEREST RE GROUP, LTD
Table of Contents
Form 10-Q
Page
PART I
FINANCIAL INFORMATION
PART II
OTHER INFORMATION
| Item 1. | Legal Proceedings | 54 |
|---|---|---|
| Item 1A. | Risk Factors | 54 |
| Item 2. | Unregistered Sales of Equity Securities and Use of Proceeds | 54 |
| Item 3. | Defaults Upon Senior Securities | 54 |
| Item 4. | Mine Safety Disclosures | 54 |
| Item 5. | Other Information | 55 |
| Item 6. | Exhibits | 55 |
EVEREST RE GROUP, LTD.
CONSOLIDATED BALANCE SHEETS
| September 30, | December 31, | ||||
|---|---|---|---|---|---|
| (Dollars and share amounts in thousands, except par value per share) | 2021 | 2020 | |||
| (unaudited) | |||||
| ASSETS: | |||||
| Fixed maturities - available for sale, at market value | $ | 21,623,119 | $ | 20,040,173 | |
| (amortized cost: 2021, $21,182,756; 2020, $19,225,067, credit allowances: 2021, $(31,980); 2020, $(1,745)) | |||||
| Equity securities, at fair value | 1,523,595 | 1,472,236 | |||
| Short-term investments (cost: 2021, $713,144; 2020, $1,135,088) | 713,144 | 1,134,950 | |||
| Other invested assets | 2,855,372 | 2,012,581 | |||
| Cash | 1,068,441 | 801,651 | |||
| Total investments and cash | 27,783,671 | 25,461,591 | |||
| Accrued investment income | 170,364 | 141,304 | |||
| Premiums receivable | 3,408,338 | 2,680,562 | |||
| Reinsurance recoverables | 2,215,380 | 1,994,555 | |||
| Funds held by reinsureds | 811,269 | 716,655 | |||
| Deferred acquisition costs | 797,735 | 622,053 | |||
| Prepaid reinsurance premiums | 552,468 | 412,015 | |||
| Income taxes net recoverable | - | 17,253 | |||
| Other assets | 866,872 | 742,369 | |||
| TOTAL ASSETS | $ | 36,606,097 | $ | 32,788,357 | |
| LIABILITIES: | |||||
| Reserve for losses and loss adjustment expenses | $ | 18,956,953 | $ | 16,398,997 | |
| Future policy benefit reserve | 36,533 | 37,723 | |||
| Unearned premium reserve | 4,421,098 | 3,501,359 | |||
| Funds held under reinsurance treaties | 18,279 | 15,807 | |||
| Other net payable to reinsurers | 485,682 | 294,347 | |||
| Losses in course of payment | 150,784 | 127,971 | |||
| Senior notes due 6/1/2044 | 397,284 | 397,194 | |||
| Senior notes due 10/15/2050 | 979,915 | 979,524 | |||
| Long term notes due 5/1/2067 | 223,749 | 223,674 | |||
| Borrowings from FHLB | 310,000 | 310,000 | |||
| Accrued interest on debt and borrowings | 23,267 | 10,460 | |||
| Unsettled securities payable | 83,626 | 206,693 | |||
| Income taxes net payable | 4,074 | - | |||
| Other liabilities | 536,218 | 558,432 | |||
| Total liabilities | 26,627,462 | 23,062,181 | |||
| Commitments and contingencies (Note 7) | (nil) | (nil) | |||
| SHAREHOLDERS' EQUITY: | |||||
| Preferred shares, par value: $0.01; 50,000 shares authorized; | |||||
| no shares issued and outstanding | - | - | |||
| Common shares, par value: $0.01; 200,000 shares authorized; (2021) 69,806 | |||||
| and (2020) 69,620 outstanding before treasury shares | 698 | 696 | |||
| Additional paid-in capital | 2,266,342 | 2,245,301 | |||
| Accumulated other comprehensive income (loss), net of deferred income | |||||
| tax expense (benefit) of $44,338 at 2 |
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Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATION
Industry Conditions.
The worldwide reinsurance and insurance businesses are highly competitive, as well as cyclical by product and market. As such, financial results tend to fluctuate with periods of constrained availability, higher rates and stronger profits followed by periods of abundant capacity, lower rates and constrained profitability. Competition in the types of reinsurance and insurance business that we underwrite is based on many factors, including the perceived overall financial strength of the reinsurer or insurer, ratings of the reinsurer or insurer by A.M. Best and/or Standard & Poor’s, underwriting expertise, the jurisdictions where the reinsurer or insurer is licensed or otherwise authorized, capacity and coverages offered, premiums charged, other terms and conditions of the reinsurance and insurance business offered, services offered, speed of claims payment and reputation and experience in lines written. Furthermore, the market impact from these competitive factors related to reinsurance and insurance is generally not consistent across lines of business, domestic and international geographical areas and distribution channels.
We compete in the U.S., Bermuda and international reinsurance and insurance markets with numerous global competitors. Our competitors include independent reinsurance and insurance companies, subsidiaries or affiliates of established worldwide insurance companies, reinsurance departments of certain insurance companies, domestic and international underwriting operations, including underwriting syndicates at Lloyd’s of London and certain government sponsored risk transfer vehicles. Some of these competitors have greater financial resources than we do and have established long term and continuing business relationships, which can be a significant competitive advantage. In addition, the lack of strong barriers to entry into the reinsurance business and recently, the securitization of reinsurance and insurance risks through capital markets provide additional sources of potential reinsurance and insurance capacity and competition.
Worldwide insurance and reinsurance market conditions historically have been competitive. Generally, there was ample insurance and reinsurance capacity relative to demand, as well as, additional capital from the capital markets through insurance linked financial instruments. These financial instruments such as side cars, catastrophe bonds and collateralized reinsurance funds, provided capital markets with access to insurance and reinsurance risk exposure. The capital markets demand for these products was being primarily driven by a low interest environment and the desire to achieve greater risk diversification and potentially higher returns on their investments. This increased competition was generally having a negative impact on rates, terms and conditions; however, the impact varies widely by market and coverage.
The industry continues to deal with the impacts of a global pandemic, COVID-19 and its subsequent variants. Globally, many countries mandated that their citizens remain at home and many non-essential businesses have continued to be physically closed. We activated our operational resiliency plan across our global footprint and all of our critical operations are functioning effectively from remote locations. We continue to service and meet the needs of our clients while ensuring the safety and health of our employees and customers.
There continues to be a negative impact on industry underwriting results from the pandemic. These impacts vary significantly from country to country depending on the rate of infections and the corresponding mandated business restrictions.
Prior to the pandemic, there was a growing industry consensus that there was some firming of (re)insurance rates for the areas impacted by the recent catastrophes. The increased frequency of catastrophe losses in 2020 and 2021 appears to be further pressuring the increase of rates. As business activity continues to regain strength, rates also appear to be firming in most lines of business, particularly in the casualty lines that had seen significant losses such as excess casualty and directors’ and officers’ liability. Other casualty lines are experiencing modest rate increase, while some lines such as workers’ compensation were experiencing softer market conditions. It is too early to tell what will be the impact on pricing conditions but it is likely to change depending on the line of business and geography.
While we are unable to predict the full impact the pandemic will have on the insurance industry as it continues to have a negative impact on the global economy, we are well positioned to continue to service our clients. Our capital position remains a source of strength, with high quality invested assets, significant liquidity and a low operating expense ratio. Our diversified global platform with its broad mix of products, distribution and geography is resilient.
Financial Summary.
We monitor and evaluate our overall performance based upon financial results. The following table displays a summary of the consolidated net income (loss), ratios and shareholders’ equity for the periods indicated.
| Three Months Ended | Percentage | Nine Months Ended | Percentage | ||||||||||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|---|
| September 30, | Increase/ | September 30, | Increase/ | ||||||||||||||||||
| (Dollars in millions) | 2021 | 2020 | (Decrease) | 2021 | 2020 | (Decrease) | |||||||||||||||
| Gross written premiums | $ | 3,497.6 | $ | 2,791.6 | 25.3 | % | $ | 9,619.2 | $ | 7,731.8 | 24.4 | % | |||||||||
| Net written premiums | 3,025.8 | 2,448.7 | 23.6 | % | 8,389.1 | 6,667.6 | 25.8 | % | |||||||||||||
| REVENUES: | |||||||||||||||||||||
| Premiums earned | $ | 2,656.4 | $ | 2,205.8 | 20.4 | % | $ | 7,602.6 | $ | 6,285.0 | 21.0 | % | |||||||||
| Net investment income | 292.8 | 234.2 | 25.0 | 960.3 | 420.1 | 128.6 | |||||||||||||||
| Net realized capital gains (losses) | (4.2) | 110.2 | -103.8 | % | 138.8 | 84.3 | 64.7 | ||||||||||||||
| Other income (expense) | (19.5) | 59.9 | -132.6 | % | 44.2 | 47.3 | -6.5 | ||||||||||||||
| Total revenues | 2,925.4 | 2,610.2 | 12.1 | % | 8,745.9 | 6,836.7 | 27.4 | % | |||||||||||||
| CLAIMS AND EXPENSES: | |||||||||||||||||||||
| Incurred losses and loss adjustment expenses | 2,274.3 | 1,736.2 | 31.0 | % | 5,571.9 | 4,574.1 | 21.8 | % | |||||||||||||
| Commission, brokerage, taxes and fees | 564.3 | 445.3 | 26.7 | % | 1,611.1 | 1,360.2 | 18.4 | % | |||||||||||||
| Other underwriting expenses | 141.2 | 138.9 | 1.6 | % | 424.2 | 385.9 | 9.9 | % | |||||||||||||
| Corporate expenses | 17.8 | 10.6 | 67.8 | % | 46.4 | 29.2 | 58.9 | % | |||||||||||||
| Interest, fees and bond issue cost amortization expense | 15.5 | 6.6 | 134.0 | % | 46.8 | 21.5 | 117.8 | % | |||||||||||||
| Total claims and expenses | 3,013.1 | 2,337.7 | 28.9 | % | 7,700.3 | 6,370.8 | 20.9 | % | |||||||||||||
| INCOME (LOSS) BEFORE TAXES | (87.7) | 272.5 | -132.2 | % | 1,045.6 | 466.0 | 124.4 | ||||||||||||||
| Income tax expense (benefit) | (14.3) | 29.5 | -148.4 | % |
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Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Market Risk Instruments. See “Liquidity and Capital Resources - Market Sensitive Instruments” in PART I – ITEM 2.
Item 4. CONTROLS AND PROCEDURES
As of the end of the period covered by this report, our management carried out an evaluation, with the participation of the Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934 (the “Exchange Act”)). Based on their evaluation, the Chief Executive Officer and Chief Financial Officer concluded that our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in the reports that it files or submits under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in Securities and Exchange Commission’s rules and forms. Our management, with the participation of the Chief Executive Officer and Chief Financial Officer, also conducted an evaluation of our internal control over financial reporting to determine whether any changes occurred during the quarter covered by this report that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Based on that evaluation, there has been no such change during the quarter covered by this report.
PART II
Item 1. LEGAL PROCEEDINGS
In the ordinary course of business, the Company is involved in lawsuits, arbitrations and other formal and informal dispute resolution procedures, the outcomes of which will determine the Company’s rights and obligations under insurance and reinsurance agreements. In some disputes, the Company seeks to enforce its rights under an agreement or to collect funds owing to it. In other matters, the Company is resisting attempts by others to collect funds or enforce alleged rights. These disputes arise from time to time and are ultimately resolved through both informal and formal means, including negotiated resolution, arbitration and litigation. In all such matters, the Company believes that its positions are legally and commercially reasonable. The Company considers the statuses of these proceedings when determining its reserves for unpaid loss and loss adjustment expenses.
Aside from litigation and arbitrations related to these insurance and reinsurance agreements, the Company is not a party to any other material litigation or arbitration.
Item 1A. RISK FACTORS
No material changes.
**ITEM 2.**UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Issuer Purchases of Equity Securities.
| Issuer Purchases of Equity Securities | |||||
|---|---|---|---|---|---|
| (a) | (b) | (c) | (d) | ||
| Maximum Number (or | |||||
| Total Number of | Approximate Dollar | ||||
| Shares (or Units) | Value) of Shares (or | ||||
| Purchased as Part | Units) that May Yet | ||||
| Total Number of | of Publicly | Be Purchased Under | |||
| Shares (or Units) | Average Price Paid | Announced Plans or | the Plans or | ||
| Period | Purchased | per Share (or Unit) | Programs | Programs (1) | |
| July 1 - 31, 2021 | 133,949 | $ | 248.8612 | 133,949 | 2,058,292 |
| August 1 - 31, 2021 | 191,560 | $ | 257.2113 | 191,560 | 1,866,732 |
| September 1 - 30, 2021 | 305,222 | $ | 257.1626 | 299,849 | 1,566,883 |
| Total | 630,731 | $ | - | 625,358 | 1,566,883 |
(1)On May 22, 2020, the Company’s executive committee of the Board of Directors approved an amendment to the share repurchase program authorizing the Company and/or its subsidiary Holdings, to purchase up to a current aggregate of 32.0 million of the Company’s shares (recognizing that the number of shares authorized for repurchase has been reduced by those shares that have already been purchased) in open market transactions, privately negotiated transactions or both. Currently, the Company and/or its subsidiary Holdings have repurchased 30.4 million of the Company’s shares.
**ITEM 3.**DEFAULTS UPON SENIOR SECURITIES
None.
**ITEM 4.**MINE SAFETY DISCLOSURES
Not applicable.
Item 5. OTHER INFORMATION
None.
Item 6. EXHIBITS
Exhibit Index
| Exhibit No. | Description |
| 10.1 | Credit Facility Agreement, dated August 9, 2021, between Everest Reinsurance (Bermuda), Ltd. and Citibank Europe plc providing a $230.0 million committed credit facility, filed herewith |
| 10.2 | Credit Facility Agreement, dated August 27, 2021, between Everest Reinsurance (Bermuda), Ltd. and Bayerische Landesbank providing a $200.0 million committed credit facility, filed herewith |
| 31.1 | Section 302 Certification of Juan C. Andrade |
| 31.2 | Section 302 Certification of Mark Kociancic |
| 32.1 | Section 906 Certification of Juan C. Andrade and Mark Kociancic |
| 101.INS | XBRL Instance Document |
| 101.SCH | XBRL Taxonomy Extension Schema |
| 101.CAL | XBRL Taxonomy Extension Calculation Linkbase |
| 101.DEF | XBRL Taxonomy Extension Definition Linkbase |
| 101.LAB | XBRL Taxonomy Extension Labels Linkbase |
| 101.PRE | XBRL Taxonomy Extension Presentation Linkbase |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document) |
Everest Re Group, Ltd.
Signatures
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.
| Everest Re Group, Ltd. | ||
|---|---|---|
| (Registrant) | ||
| /S/ MARK KOCIANCIC | ||
| Mark Kociancic | ||
| Executive Vice President and | ||
| Chief Financial Officer | ||
| (Duly Authorized Officer and Principal Financial Officer) |
Dated: November 4, 2021