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)

Bermuda98-0365432
(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.

YesXNo

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).

YesXNo

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 FilerXAccelerated filer
Non-accelerated filerSmaller 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.

YESNOX

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).

YESNOX

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

ClassTrading SymbolName of Exchange where RegisteredNumber of Shares Outstanding At November 1, 2021
Common Shares, $0.01 par valueRENew York Stock Exchange39,369,026

EVEREST RE GROUP, LTD

Table of Contents

Form 10-Q

Page

PART I

FINANCIAL INFORMATION

Item 1.Financial Statements
Consolidated Balance Sheets as of September 30, 2021 (unaudited)
and December 31, 20201
Consolidated Statements of Operations and Comprehensive Income (Loss) for the
three and nine months ended September 30, 2021 and 2020 (unaudited)2
Consolidated Statements of Changes in Shareholders’ Equity for the nine
months ended September 30, 2021 and 2020 (unaudited)3
Consolidated Statements of Cash Flows for the nine months ended
September 30, 2021 and 2020 (unaudited)4
Notes to Consolidated Interim Financial Statements (unaudited)5
Item 2.Management’s Discussion and Analysis of Financial Condition and
Results of Operation31
Item 3.Quantitative and Qualitative Disclosures About Market Risk53
Item 4.Controls and Procedures53

PART II

OTHER INFORMATION

Item 1.Legal Proceedings54
Item 1A.Risk Factors54
Item 2.Unregistered Sales of Equity Securities and Use of Proceeds54
Item 3.Defaults Upon Senior Securities54
Item 4.Mine Safety Disclosures54
Item 5.Other Information55
Item 6.Exhibits55

EVEREST RE GROUP, LTD.

CONSOLIDATED BALANCE SHEETS

September 30,December 31,
(Dollars and share amounts in thousands, except par value per share)20212020
(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 value1,523,5951,472,236
Short-term investments (cost: 2021, $713,144; 2020, $1,135,088)713,1441,134,950
Other invested assets2,855,3722,012,581
Cash1,068,441801,651
Total investments and cash27,783,67125,461,591
Accrued investment income170,364141,304
Premiums receivable3,408,3382,680,562
Reinsurance recoverables2,215,3801,994,555
Funds held by reinsureds811,269716,655
Deferred acquisition costs797,735622,053
Prepaid reinsurance premiums552,468412,015
Income taxes net recoverable-17,253
Other assets866,872742,369
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 reserve36,53337,723
Unearned premium reserve4,421,0983,501,359
Funds held under reinsurance treaties18,27915,807
Other net payable to reinsurers485,682294,347
Losses in course of payment150,784127,971
Senior notes due 6/1/2044397,284397,194
Senior notes due 10/15/2050979,915979,524
Long term notes due 5/1/2067223,749223,674
Borrowings from FHLB310,000310,000
Accrued interest on debt and borrowings23,26710,460
Unsettled securities payable83,626206,693
Income taxes net payable4,074-
Other liabilities536,218558,432
Total liabilities26,627,46223,062,181
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 shares698696
Additional paid-in capital2,266,3422,245,301
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 EndedPercentageNine Months EndedPercentage
September 30,Increase/September 30,Increase/
(Dollars in millions)20212020(Decrease)20212020(Decrease)
Gross written premiums$3,497.6$2,791.625.3%$9,619.2$7,731.824.4%
Net written premiums3,025.82,448.723.6%8,389.16,667.625.8%
REVENUES:
Premiums earned$2,656.4$2,205.820.4%$7,602.6$6,285.021.0%
Net investment income292.8234.225.0960.3420.1128.6
Net realized capital gains (losses)(4.2)110.2-103.8%138.884.364.7
Other income (expense)(19.5)59.9-132.6%44.247.3-6.5
Total revenues2,925.42,610.212.1%8,745.96,836.727.4%
CLAIMS AND EXPENSES:
Incurred losses and loss adjustment expenses2,274.31,736.231.0%5,571.94,574.121.8%
Commission, brokerage, taxes and fees564.3445.326.7%1,611.11,360.218.4%
Other underwriting expenses141.2138.91.6%424.2385.99.9%
Corporate expenses17.810.667.8%46.429.258.9%
Interest, fees and bond issue cost amortization expense15.56.6134.0%46.821.5117.8%
Total claims and expenses3,013.12,337.728.9%7,700.36,370.820.9%
INCOME (LOSS) BEFORE TAXES(87.7)272.5-132.2%1,045.6466.0124.4
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 ofApproximate Dollar
Shares (or Units)Value) of Shares (or
Purchased as PartUnits) that May Yet
Total Number ofof PubliclyBe Purchased Under
Shares (or Units)Average Price PaidAnnounced Plans orthe Plans or
PeriodPurchasedper Share (or Unit)ProgramsPrograms (1)
July 1 - 31, 2021133,949$248.8612133,9492,058,292
August 1 - 31, 2021191,560$257.2113191,5601,866,732
September 1 - 30, 2021305,222$257.1626299,8491,566,883
Total630,731$-625,3581,566,883

(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
10.1Credit 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
10.2Credit Facility Agreement, dated August 27, 2021, between Everest Reinsurance (Bermuda), Ltd. and Bayerische Landesbank providing a $200.0 million committed credit facility, filed herewith
31.1Section 302 Certification of Juan C. Andrade
31.2Section 302 Certification of Mark Kociancic
32.1Section 906 Certification of Juan C. Andrade and Mark Kociancic
101.INSXBRL Instance Document
101.SCHXBRL Taxonomy Extension Schema
101.CALXBRL Taxonomy Extension Calculation Linkbase
101.DEFXBRL Taxonomy Extension Definition Linkbase
101.LABXBRL Taxonomy Extension Labels Linkbase
101.PREXBRL Taxonomy Extension Presentation Linkbase
104Cover 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