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美国
证券交易委员会
华盛顿特区20549
__________________________
表格 10-Q 
__________________________
（标记一）
☒根据1934年证券交易法第13或15(d)节的季度报告
截至季度结束日期的财务报告2024年9月30日

或者
☐根据1934年证券交易法第13或15(d)节的转型报告书
过渡期从 到
佣金文件号 001-33493
____________________________________________________________________________________
绿光资本再保公司，有限责任公司。
(根据其章程规定的注册人准确名称)
____________________________________________________________________________________
开曼群岛无数据
（设立或组织的其他管辖区域）（美国国税局雇主识别号码）
65市场街
1207套房，茉莉园
邮政信箱31110号
Camana Bay
大开曼岛
开曼群岛KY1-1205
，（主要行政办公地址）（邮政编码）

(205) 291-3440
(注册人电话号码，包括区号)

 
（如果最后一个报告以来发生了变化，请注明前名称，前地址和前财年）

在法案第12(b)条的规定下注册的证券：
每一类的名称交易标志在其上注册的交易所的名称
普通股全球货币标的纳斯达克全球精选市场

请打勾表示注册申请人：（1）已按照1934年证券交易法第13或15（d）条的要求提交了所有要求提交的报告，在过去12个月内（或者在注册申请人需要提交此类报告的较短时间内），并且（2）过去90天一直受到此类提交要求的约束。
是的 ☒ 不是 ☐

勾选是否在过去12个月（或更短的期间内，申报人需要提交此类文件的期间）内，根据S-T规则405条规定（本章232.405条）提交了规定提交的每一个互动数据文件。
是 ☒ 否 ☐
请通过复选标记指示，注册人是否为大型加速文件提交者，加速文件提交者，非加速文件提交者，较小的报告公司或新兴成长型公司。请参阅《交易所法》第120亿.2条中“大型加速文件提交者”、“加速文件提交者”、“较小的报告公司”和“新兴成长型公司”的定义。
大型加速归档者 ☐加速文件提交人 ☒非加速归档者 ☐ 小型报告公司 ☐新兴成长型公司 ☐

如果是新兴成长型公司，在选中复选标记的同时，如果公司已选择不使用根据证券交易法第13(a)条提供的任何新的或修订后的财务会计准则的延长过渡期来符合新的或修订后的财务会计准则，则表明该公司已选择不使用根据证券交易法第13(a)条提供的任何新的或修订后的财务会计准则的延长过渡期来符合新的或修订后的财务会计准则。☐
请用复选标记表示注册者是否是壳公司（如《交易所法》第120亿.2条所定义）
是 ☐ 没有☒

请注明在最新适用日期时本发行人每种普通股的流通股数。
普通股，面值$0.10美元34,832,493
(类)截至2024年11月1日尚未清偿


绿光资本再保公司，有限责任公司。
 
目录
 
  
 2024年9月30日的简明综合资产负债表（未经审计），以及2023年12月31日
 2024年9月30日及2023年（未经审计）的简明综合损益表
 2024年9月30日及2023年（未经审计）的简明股东权益变动表
 2024年9月30日和2023年截至9月30日的未经审计的简明综合现金流量表
 基本报表注释（未经审计）


 
2
返回目录

第一部分 — 财务信息

前瞻性声明注意事项

绿光资本再保公司有关第27A条及修订后的1933年证券法第21E条及修订后的1934年证券交易法（"交易所法"）的前瞻性陈述的第10-Q表格（以下简称"10-Q表格"）包含在本报告中，包括“绿光资本再保公司”，“公司”，“我们”，“我们”或“我们”的前瞻性陈述。所有陈述，除本报告中包括的历史事实陈述外，包括关于估计，投影，与我们业务计划，目标和预期营运结果有关的声明以及这些声明的基础的假设，均为“前瞻性陈述”。我们希望这些前瞻性陈述符合美国（“美国”）联邦证券法为前瞻性陈述建立的安全港条款，该条款由1995年《私人证券诉讼改革法》设立。这些前瞻性陈述通常由“相信”，“计划”，“预测”，“预期”，“预测”，“估计”，“打算”，“计划”，“可能”，“应该”，“将”等词汇识别，并以及类似表达形式。前瞻性陈述并非历史事实，而是基于当前期望，估计和投影以及各种假设，其中许多是固有不确定且超出管理控制范围的。

本第10-Q表格中包含的前瞻性声明可能包括但不限于以下内容：包括有关我们对灾难和与天气相关的损失（以下简称为“CAt损失”）的估计信息，我们对投资公允市场价值潜在损失的衡量，我们对业务表现、财务结果、流动性和资本资源的期望，我们战略举措的结果，我们对定价、其他市场和经济状况包括通胀、增长前景，以及对利率期货、股票价格和外汇汇率波动潜在影响的估值等方面的期望。

前瞻性陈述仅反映我们的期望，并不是绩效的保证。这些陈述涉及风险、不确定性和假设。因此，可能存在或将出现重要因素，可能导致实际事件或结果与这些陈述中所指的不同。我们认为这些因素包括但不限于：

•将我们的A.m.最好评级降级或撤销;
•任何许可证的暂停或撤销；
•来自灾难和其他重大事件的损失;
•重要经纪人的损失；和
•包含在我们2023年度报告的“第1A项，风险因素”下，该报告已在2024年3月5日提交给美国证券交易委员会（SEC）的10-k表格中，并可在SEC网站www.sec.gov上访问。

我们不承担公开更新或修订任何前瞻性陈述的义务，无论是因为新资讯、未来事件或其他情况。读者应谨慎对待前瞻性陈述，这些陈述仅适用于其制作日期。

我们打算及时通过公开公告来传达某些事件，这些事件可能对我们的业务或财务状况产生重大不利影响，这包括财产和意外灾害事件以及我们投资组合中的重大损失。除了根据《交易所法》要求的情况外，我们不打算对我们根据管理层的估计和当前信息认为不会对我们的业务或财务状况产生重大不利影响的承销或投资事件进行公开公告。















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Item 1. FINANCIAL STATEMENTS 
GREENLIGHT CAPITAL RE, LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS

September 30, 2024 (unaudited) and December 31, 2023
(expressed in thousands of U.S. dollars, except per share and share amounts)
 September 30, 2024December 31, 2023
Assets  
Investments 
Investment in related party investment fund, at fair value$397,888 $258,890 
Other investments73,559 73,293 
Total investments471,447 332,183 
Cash and cash equivalents54,642 51,082 
Restricted cash and cash equivalents567,091 604,648 
Reinsurance balances receivable (net of allowance for expected credit losses of 2024: $865 and 2023: $854)
718,719 619,401 
Loss and loss adjustment expenses recoverable (net of allowance for expected credit losses of 2024: $700 and 2023: $487)
65,947 25,687 
Deferred acquisition costs 82,206 79,956 
Unearned premiums ceded35,270 17,261 
Other assets6,364 5,089 
Total assets$2,001,686 $1,735,307 
Liabilities and equity 
Liabilities 
Loss and loss adjustment expense reserves$811,152 $661,554 
Unearned premium reserves347,103 306,310 
Reinsurance balances payable88,152 68,983 
Funds withheld20,788 17,289 
Other liabilities8,491 11,795 
Debt 62,582 73,281 
Total liabilities1,338,268 1,139,212 
Commitments and Contingencies (Note 15)
Shareholders' equity 
Preferred share capital (par value $0.10; none issued)
— — 
Ordinary share capital (par value $0.10; issued and outstanding, 34,832,493) (2023: par value $0.10; issued and outstanding, 35,336,732)
3,483 3,534 
Additional paid-in capital481,672 484,532 
Retained earnings178,263 108,029 
Total shareholders' equity663,418 596,095 
Total liabilities and equity$2,001,686 $1,735,307 
 


  The accompanying Notes to the Condensed Consolidated Financial Statements are an
integral part of the Condensed Consolidated Financial Statements.

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GREENLIGHT CAPITAL RE, LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED) 
For the three and nine months ended September 30, 2024 and 2023
(expressed in thousands of U.S. dollars, except per share and share amounts)
Three months ended September 30Nine months ended September 30
 2024202320242023
Revenues 
Gross premiums written$168,346 $183,074 $554,579 $524,472 
Gross premiums ceded(26,598)(14,789)(64,611)(35,740)
Net premiums written141,748 168,285 489,968 488,732 
Change in net unearned premium reserves10,136 (5,175)(18,150)(43,030)
Net premiums earned151,884 163,110 471,818 445,702 
Income (loss) from investment in related party investment fund (net of related party expenses - Note 3) 19,844 (1,853)42,422 27,791 
Net investment income8,244 6,958 24,611 24,705 
Foreign exchange gains (losses)5,826 (1,999)3,245 7,661 
Other income, net2,210 706 12,088 5,738 
Total revenues188,008 166,922 554,184 511,597 
Expenses
Net loss and loss adjustment expenses incurred93,165 96,843 304,524 284,072 
Acquisition costs46,162 46,933 138,226 126,702 
General and administrative expenses10,326 7,905 31,557 27,866 
Deposit interest expense377 278 3,139 645 
Interest expense2,018 1,457 4,827 2,977 
Total expenses152,048 153,416 482,273 442,262 
Income before income tax35,960 13,506 71,911 69,335 
Income tax expense(723)(29)(1,677)(111)
Net income$35,237 $13,477 $70,234 $69,224 
Earnings per share ("EPS"):
  Basic$1.03 $0.40 $2.05 $2.03 
  Diluted$1.01 $0.39 $2.02 $1.99 
Weighted average number of ordinary shares used in the determination of EPS:
  Basic34,120,955 34,070,818 34,210,560 34,067,012 
  Diluted34,810,066 34,801,864 34,824,372 34,703,973 
 









 
The accompanying Notes to the Condensed Consolidated Financial Statements are an
integral part of the Condensed Consolidated Financial Statements.  
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GREENLIGHT CAPITAL RE, LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(UNAUDITED)
 For the three and nine months ended September 30, 2024 and 2023
(expressed in thousands of U.S. dollars)

Three months ended September 30Nine months ended September 30
2024202320242023
Ordinary share capital
Balance - beginning of period$3,532 $3,527 $3,534 $3,482 
Issue of ordinary shares, net of forfeitures6 7 4 52 
Repurchase of ordinary shares(55)— (55)— 
Balance - end of period3,483 3,534 3,483 3,534 
Additional paid-in capital
Balance - beginning of period487,462 480,648 484,532 478,439 
Repurchase of ordinary shares(7,433)— (7,433)— 
Share-based compensation expense1,643 1,260 4,573 3,469 
Balance - end of period481,672 481,908 481,672 481,908 
Retained earnings
Balance - beginning of period143,026 76,946 108,029 21,199 
Net income35,237 13,477 70,234 69,224 
Balance - end of period178,263 90,423 178,263 90,423 
Total shareholders' equity$663,418 $575,865 $663,418 $575,865 






















The accompanying Notes to the Condensed Consolidated Financial Statements are an
integral part of the Condensed Consolidated Financial Statements. 

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GREENLIGHT CAPITAL RE, LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the nine months ended September 30, 2024 and 2023
(expressed in thousands of U.S. dollars) 
Nine months ended September 30
 20242023
Cash flows from operating activities 
Net income $70,234 $69,224 
Adjustments to reconcile net income or loss to net cash provided by (used in) operating activities:
   Income from investments in related party investment fund(42,422)(27,791)
   Net realized gain on repurchases of convertible senior notes payable— (265)
   Net realized and unrealized losses (gains) on other investments324 2,299 
   Net realized and unrealized losses (gains) on derivatives58 — 
   Current expected credit losses (gains) recognized on reinsurance assets 225 500 
   Share-based compensation expense4,577 3,521 
   Accretion of debt offering costs and change in interest accruals1,177 (98)
   Net change in:
     Reinsurance balances receivable(99,329)(135,281)
     Loss and loss adjustment expenses recoverable(40,474)(15,007)
     Deferred acquisition costs(2,250)(2,711)
     Unearned premiums ceded(18,009)(547)
     Loss and loss adjustment expense reserves149,598 102,766 
     Unearned premium reserves40,793 32,762 
     Reinsurance balances payable19,169 (35,253)
     Funds withheld3,499 (8,501)
     Other items, net(5,200)(248)
Net cash provided by (used in) operating activities81,970 (14,630)
Cash flows from investing activities
Proceeds from redemptions of investment in Solasglas14,000 73,997 
Contributions to investment in Solasglas(110,576)(97,000)
Purchases of other investments(814)(5,545)
Proceeds on disposal of other investments168 6,000 
Net cash used in investing activities(97,222)(22,548)
Cash flows from financing activities
Proceeds from term loans— 74,053 
Repayment of term loans(11,876)— 
Repayment of convertible senior notes payable— (62,147)
Repurchases of convertible senior notes payable— (17,198)
Repurchase of shares(7,488)— 
Net cash used in financing activities(19,364)(5,292)
Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash619 (152)
Decrease in cash, cash equivalents and restricted cash(33,997)(42,622)
Cash, cash equivalents and restricted cash at beginning of the period 655,730 706,548 
Cash, cash equivalents and restricted cash at end of the period $621,733 $663,926 
Supplementary information 
Interest paid in cash$3,825 $3,336 
Income tax paid (refund received) in cash
192 56 

The accompanying Notes to the Condensed Consolidated Financial Statements are an
integral part of the Condensed Consolidated Financial Statements. 
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GREENLIGHT CAPITAL RE, LTD.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
September 30, 2024
  
1. ORGANIZATION AND BASIS OF PRESENTATION

Organization
 
Greenlight Capital Re, Ltd. (“GLRE” and, together with its wholly-owned subsidiaries, the “Company”) was incorporated as an exempted company under the Companies Law of the Cayman Islands on July 13, 2004. The Company is a global specialty property and casualty reinsurer headquartered in the Cayman Islands. The ordinary shares of GLRE are listed on Nasdaq Global Select Market under the symbol “GLRE.”

Basis of Presentation

These unaudited condensed consolidated financial statements (the “financial statements”) have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information, and with the U.S. Securities and Exchange Commission’s (“SEC”) instructions to Quarterly Report on Form 10-Q and Article 10 of Regulation S-X. Accordingly, they do not include all the information and footnotes required by U.S. GAAP for complete financial statements. The financial statements should be read in conjunction with the Company’s audited consolidated financial statements included in the Company’s 2023 Form 10-K. The financial statements include the accounts of GLRE and the consolidated financial statements of its wholly-owned subsidiaries and all significant intercompany transactions and balances have been eliminated on consolidation.

In the opinion of management, these financial statements reflect all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the Company’s financial position and results of operations as at the end of and for the periods presented. The results of operations for any interim period are not necessarily indicative of the results for a full year.

Tabular dollars are in thousands, with the exception of per share amounts or otherwise noted. All amounts are reported in U.S. dollars.

Reclassifications

Certain amounts in the prior period financial statements have been reclassified to conform to the presentation of the current financial statements. The Company has reported separately the foreign exchange gains (losses) from “Other income” in the condensed consolidated statements of operations. This resulted in no change to the previously reported total revenues or net income. The Company has also included the foreign exchange gains (losses) as part of the net change in working capital in the condensed consolidated statements of cash flows. Further, the Company combined “Other assets, excluding depreciation” and “Other liabilities” and presented the sum as “Other items, net” in the condensed consolidated statements of cash flows. These changes in presentation in the condensed consolidated statements of cash flows have resulted in no change to the previously reported net cash provided by (used in) operating activities.

2. SIGNIFICANT ACCOUNTING POLICIES
 
There were no material changes to the Company’s significant accounting policies subsequent to its 2023 Form 10-K.

Recently Issued Accounting Standards Not Yet Adopted

On November 27, 2023, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) No. 2023-07, Segment Reporting - Improvements to Reportable Segment Disclosures. The new ASU requires incremental disclosures related to a public entity’s reportable segments but does not change the definition of a segment, the method for determining segments, or the criteria for aggregating operating segments into reportable segments. This new guidance is effective for the Company’s 2024 year-end financial statements, and should be adopted retrospectively unless impracticable. Early adoption is permitted.

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On December 14, 2023, FASB issued ASU 2023-09, Income Taxes Topic (740) - Improvements to Income Tax Disclosures. The new ASU provides more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. Early adoption is permitted. The amendments should be applied on a prospective basis; however, retrospective application is permitted. This ASU is effective for the Company’s 2024 year-end financial statements.

As the above ASUs relate solely to financial statement disclosures, the adoption of these ASUs will not impact the Company’s financial condition, results of operations, or cash flows.

3. INVESTMENT IN RELATED PARTY INVESTMENT FUND

Effective August 1, 2024, the Company and Solasglas Investments, LP (“Solasglas”) entered into Amendment No. 2 to the Second Amended and Restated Exempted Limited Partnership Agreement, to revise the Investment Cap from 60% to 70% (as defined in Note 3 of the 2023 Form 10-K).

The Company’s maximum exposure to loss relating to Solasglas is limited to GLRE's share of Partners’ capital in Solasglas. At September 30, 2024, GLRE’s share of Partners’ capital in Solasglas was $397.9 million (December 31, 2023: $258.9 million), representing 77.2% (December 31, 2023: 72.7%) of Solasglas’ total net assets. DME Advisors II, LLC held the remaining 22.8% (December 31, 2023: 27.3%) of Solasglas’ total net assets.

The Company’s share of the net increase in Partner’s capital for the three and nine months ended September 30, 2024 was $19.8 million and $42.4 million, respectively, (three and nine months ended September 30, 2023: a net decrease of $1.9 million and a net increase of $27.8 million, respectively), as shown in the caption “Income (loss) from investment in related party investment fund” in the Company’s condensed consolidated statements of operations.

The summarized financial statements of Solasglas are presented below.

Summarized Statements of Financial Condition of Solasglas Investments, LP
September 30, 2024December 31, 2023
Assets
Investments, at fair value$549,163 $453,358 
Derivative contracts, at fair value11,844 11,167 
Due from brokers210,446 121,754 
Cash and cash equivalents21,782 — 
Interest and dividends receivable438 1,143 
Total assets793,673 587,422 
Liabilities and partners’ capital
Liabilities
Investments sold short, at fair value(263,540)(197,571)
Derivative contracts, at fair value(12,101)(12,917)
Capital withdrawals payable(1,250)(1,000)
Due to brokers— (17,398)
Interest and dividends payable(1,409)(2,315)
Accrued expenses and other liabilities(204)(247)
Total liabilities(278,504)(231,448)
Partners' capital$515,170 $355,974 
GLRE’s share of Partners' capital
$397,888 $258,890 

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Summarized Statements of Operations of Solasglas Investments, LP
Three months ended September 30Nine months ended September 30
2024202320242023
Investment income
Dividend income (net of withholding taxes)$752 $273 $2,524 $1,624 
Interest income3,540 2,523 10,040 6,415 
Total Investment income4,292 2,796 12,564 8,039 
Expenses
Management fee(1,613)(1,238)(4,344)(3,469)
Interest(817)(2,380)(2,887)(5,387)
Dividends(782)(659)(2,217)(1,871)
Professional fees and other(262)(507)(921)(1,396)
Total expenses(3,474)(4,784)(10,369)(12,123)
Net investment income (loss)818 (1,988)2,195 (4,084)
Realized and change in unrealized gains (losses)
Net realized gain (loss) 23,647 460 86,677 (2,145)
Net change in unrealized appreciation (depreciation)4,801 (1,191)(24,582)52,601 
Net gain (loss) on investment transactions28,448 (731)62,095 50,456 
Net increase (decrease) in Partners' capital (1)
$29,265 $(2,719)$64,289 $46,372 
GLRE’s share of the increase (decrease) in Partners' capital
$19,844 $(1,853)$42,422 $27,791 

(1) The net increase in Partners’ capital is net of management fees and performance allocation presented below:

Three months ended September 30Nine months ended September 30
2024202320242023
Management fees$1,613 $1,238 $4,344 $3,469 
Performance allocation2,205 $(206)4,714 3,088 
Total$3,818 $1,032 $9,058 $6,557 


4. OTHER INVESTMENTS  
 
At September 30, 2024, the breakdown of the Company’s other investments was as follows:
CostUnrealized
gains		Unrealized
losses		Accrued interestFair value / carrying value
Private investments and unlisted equities $27,570 $49,902 $(5,206)$— $72,266 
Debt and convertible debt securities2,713 — (1,510)90 1,293 
Total other investments$30,283 $49,902 $(6,716)$90 $73,559 

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At December 31, 2023, the breakdown of the Company’s other investments was as follows:

CostUnrealized
gains		Unrealized
losses		Accrued interestFair value / carrying value
Private investments and unlisted equities$28,470 $49,424 $(6,737)$— $71,157 
Debt and convertible debt securities2,499 — (499)136 2,136 
Total other investments$30,969 $49,424 $(7,236)$136 $73,293 

The following table presents the carrying values of the private investments and unlisted equity securities carried under the measurement alternative at September 30, 2024 and 2023, and the related adjustments recorded during the periods then ended.
Nine months ended September 30
20242023
Carrying value (1)
$72,266 $64,849 
Upward carrying value changes (2)
$501 $506 
Downward carrying value changes and impairment (3)
$— $(2,780)

(1) The period-end carrying values reflect cumulative purchases and sales in addition to upward and downward carrying value changes.
(2) The cumulative upward carrying value changes from inception to September 30, 2024, totaled $50.9 million.
(3) The cumulative downward carrying value changes and impairments from inception to September 30, 2024, totaled $2.8 million.


Net investment income

The following table summarizes the change in unrealized gains (losses) and the realized gains (losses) for the Company’s other investments, which are included in “Net investment income” in the condensed consolidated statements of operations (see Note 13):
Three months ended September 30Nine months ended September 30
2024202320242023
Gross realized gains$— $— $— $— 
Gross realized losses— — (1,332)(800)
Net realized gains (losses)$— $— $(1,332)$(800)
Change in unrealized gains— (2,555)1,008 (1,499)
Net realized and unrealized gains (losses) on other investments$— $(2,555)$(324)$(2,299)

During the nine months ended September 30, 2024, the Company collected $0.2 million of liquidation proceeds relating to a private investment which was previously fully impaired, resulting in a gross realized loss of $1.3 million offset by a corresponding reduction in unrealized losses of $1.5 million. The Company also impaired $1.1 million of convertible debt securities, offset partially by favorable adjustment to the carrying value of a private investment as a result of a completed financing round by the investee.

During the three and nine months ended September 30, 2023, the Company realized a loss of $nil and $0.8 million, respectively, and a corresponding reversal of unrealized loss relating to an investment which was previously fully impaired at December 31, 2022, resulting in no impact to the Company’s net income (loss). Additionally, for the same periods, the Company recognized $2.6 million of unrealized losses on certain investments as a result of completed financing rounds by such investees.


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5. RESTRICTED CASH AND CASH EQUIVALENTS

The following table shows the breakdown of the Company’s restricted cash and cash equivalents, along with a reconciliation of the total cash, cash equivalents, and restricted cash reported in the condensed consolidated statements of cash flows:
 September 30, 2024December 31, 2023
Restricted cash and cash equivalents:
  Cash securing trust accounts$267,066 $300,152 
  Cash securing letters of credit issued285,775 291,456 
  Cash securing Loan Facility10,000 10,000 
  Other4,250 3,040 
Total restricted cash and cash equivalents567,091 604,648 
Cash and cash equivalents54,642 51,082 
Total cash, cash equivalents, and restricted cash$621,733 $655,730 


6. FAIR VALUE MEASUREMENTS

Assets measured at fair value on a nonrecurring basis

At September 30, 2024 and December 31, 2023, the Company held $61.8 million and $61.3 million, respectively, of private investments and unlisted equities measured at fair value on a nonrecurring basis. At September 30, 2024, the Company held $10.4 million (2023: $9.9 million) of private investments and unlisted equities measured at cost. The Company classifies these investments as Level 3 within the fair value hierarchy.

The following table summarizes the periods between the most recent fair value measurement dates and September 30, 2024, for the private and unlisted equities measured at fair value on a nonrecurring basis:

Less than 6 months6 to 12 monthsOver 1 yearTotal
Fair values measured on a nonrecurring basis$12,434 $7,190 $42,223 $61,847 

Assets measured at fair value on a recurring basis

Derivative financial instruments

The Company uses interest rate swaps in connection with its risk management activities to hedge 50% of the interest rate risk relating to the outstanding Term Loans (see Note 9). The interest rate swaps are carried at fair value and are determined using a market approach valuation technique based on significant observable market inputs from third-party pricing vendors. Accordingly, the interest rates swaps are classified as Level 2 within the fair value hierarchy. These derivative instruments are not designated as accounting hedges under U.S. GAAP.

For the three and nine months ended September 30, 2024, the Company recognized an unrealized loss for the above derivatives of $0.6 million and $0.1 million, respectively, which is included in interest expense in the condensed consolidated statements of operations. The unrealized loss for the nine months ended September 30, 2024, is reported as “net change in unrealized gains and losses on investments and derivatives” in the condensed consolidated statements of cash flows. The derivative liability is included in other liabilities in the condensed consolidated balance sheets.

Financial Instruments Disclosed, But Not Carried, at Fair Value

At September 30, 2024, the carrying value of debt and convertible debt securities within “Other Investments” (see Note 4) and the Term Loans approximates their fair values. The Company classifies these financial instruments as Level 2 within the fair value hierarchy.

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7. LOSS AND LOSS ADJUSTMENT EXPENSE RESERVES

The Company’s loss and loss adjustment expense (“LAE”) reserves were composed of the following:
September 30, 2024December 31, 2023
Case reserves$216,200 $189,050 
IBNR594,952 472,504 
Total$811,152 $661,554 

Reserve Roll-forward

The following provides a summary of changes in outstanding loss and LAE reserves for all lines of business:
ConsolidatedNine months ended September 30
20242023
Gross balance at January 1$661,554 $555,468 
Less: Losses recoverable(25,687)(13,239)
Net balance at January 1635,867 542,229 
Incurred losses related to:  
Current year305,467 273,570 
Prior years(943)10,502 
Total incurred304,524 284,072 
Paid losses related to:  
Current year(27,382)(41,026)
Prior years(176,210)(154,374)
Total paid(203,592)(195,400)
Foreign currency revaluation8,405 (858)
Net balance at September 30745,205 630,043 
Add: Losses recoverable (see Note 8)
65,947 28,191 
Gross balance at September 30$811,152 $658,234 

Estimates for Significant Catastrophe Events

At September 30, 2024, the Company’s net reserves for losses and loss expenses include estimated amounts for several catastrophe and weather-related events (“CAT loss”). The magnitude and volume of losses arising from these events is inherently uncertain and, consequently, actual losses for these events may ultimately differ, potentially materially, from current estimates.

During the nine months ended September 30, 2024, the Company recognized total CAT loss, net of reinsurance, of $48.9 million. Current year CAT loss events were $39.9 million, driven mainly by the Baltimore Bridge collapse, Hurricane Helene, and U.S. tornados (including severe convective storms). Additionally, the Company incurred $9.0 million of net adverse prior year CAT loss development relating primarily to U.S. tornados (including severe convective storms) affecting U.S. homeowners’ property coverage (2021-2023 underwriting years).

During the nine months ended September 30, 2023, the Company recognized total CAT loss, net of reinsurance, of $20.2 million. Current year CAT loss events were $29.5 million, driven mainly by the Turkey earthquake, New Zealand Cyclone Gabrielle and U.S. tornados, coupled with $9.3 million net favorable prior year CAT loss development predominantly from various prior years’ property catastrophe events (mostly 2019, 2021 and 2022 underwriting years).





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Prior Year Reserve Development

During the nine months ended September 30, 2024, the Company experienced $0.9 million in net favorable development on prior year loss and LAE reserves. This was comprised of $11.4 million of favorable loss development predominantly from mortgage contracts (various underwriting years), general liability treaties (mostly 2021-2022 underwriting years), multiline commercial (predominantly 2020 underwriting year) and other specialty business (mostly 2020-2023 underwriting years). This was partially offset by $10.5 million of reserve strengthening predominantly for prior years’ CAT loss events mentioned above.

During the nine months ended September 30, 2023, the Company experienced $10.5 million in net adverse development on prior year loss and LAE reserves. This was comprised of $31.3 million of reserve strengthening predominantly on legacy motor (mainly 2021 underwriting year) and workers’ compensation (2021 and prior underwriting years) due to current economic and social inflation trends, coupled with adverse CAT loss development on U.S. homeowners’ property business relating to Winter Storm Elliott (2022 underwriting year) and a final claim settlement on a professional liability contract (2008 underwriting year). This was partially offset by $20.8 million better than expected loss emergence predominantly from the above prior years’ CAT loss events, marine and energy (predominantly 2020 and 2022 underwriting years), group medical (2022 and prior underwriting years), and cyber contracts (predominantly 2021 underwriting year).


8. RETROCESSION

The following table provides a breakdown of ceded reinsurance:
Three months ended September 30Nine months ended September 30
2024202320242023
Gross ceded premiums$26,598 $14,789 $64,611 $35,740 
Earned ceded premiums$19,512 $15,318 $46,603 $35,195 
Loss and loss adjustment expenses ceded$10,070 $9,086 $47,919 $24,794 

Retrocession contracts do not relieve the Company from its obligations to its cedents. Failure of retrocessionaires to honor their obligations could result in losses to the Company. The following table shows a breakdown of losses recoverable on a gross and net of collateral basis:

September 30, 2024December 31, 2023
 
Gross
Net of Collateral(1)
Gross
Net of Collateral(1)
A- or better by A.M. Best
$40,028 $40,028 $8,767 $8,767 
Not rated
26,619 7,239 17,407 2,432 
Total before provision
66,647 $47,267 $26,174 $11,199 
Provision for credit losses
(700)(487)
Total loss and loss adjustment expenses recoverable, net
$65,947 $25,687 
(1) Collateral is in the form of cash, letters of credit, funds withheld, and/or cash collateral held in trust accounts. This excludes any excess collateral in order to disclose the aggregate net exposure for each retrocessionaire.
At September 30, 2024, we had 3 reinsurers (December 31, 2023: 3) that accounted for 10% or more of the total loss and loss adjustment expenses recoverable, net of the credit loss provision, for an aggregate gross amount of $46.1 million (December 31, 2023: $20.4 million).

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9. DEBT AND CREDIT FACILITIES

Debt Obligations

The following table summarizes the Company’s outstanding debt obligations.
September 30, 2024December 31, 2023
Term loans
$62,187 $74,062 
Accrued interest payable951 — 
Less: deferred financing costs
(556)(781)
Total debt$62,582 $73,281 

During the nine months ended September 30, 2024, the Company partially repaid $11.9 million of the outstanding Term loans.

Credit Facilities

At September 30, 2024, the Company had the following letter of credit (“LOC”) facilities:
Capacity
LOCs issued
Termination Date
Citibank Europe plc ("Citi LOC")
$229,752 $229,752 August 20, 2024
CIBC Bank USA ("CIBC LOC")200,000 55,969 December 21, 2024
 $429,752 $285,721 

The above LOCs issued are cash collateralized (see Note 5). The LOC facilities are subject to various customary affirmative, negative and financial covenants. At September 30, 2024, the Company was in compliance with all LOC facilities covenants.
On August 20, 2024, the $275 million committed capacity under the Citi LOC agreement was terminated, but continues to be in effect on an uncommitted basis.

10. SHARE CAPITAL

Ordinary Shares

The following table is a summary of changes in ordinary shares issued and outstanding for the nine months ended September 30, 2024 and 2023:
 20242023
OrdinaryOrdinaryClass AClass B
Balance – beginning of period35,336,732 — 28,569,346 6,254,715 
Issue of shares, net of forfeitures43,163 65,394 447,952 — 
Repurchase of shares(547,402)— — — 
Re-designate Class B to Class A shares— — 6,254,715 (6,254,715)
Reclassify Class A to Ordinary shares— 35,272,013 (35,272,013)— 
Balance – end of period34,832,493 35,337,407 — — 

The Company’s authorized share capital is 125,000,000 ordinary shares, par value of $0.10 per share.

On July 25, 2023, at the Company’s Annual General Meeting the shareholders approved the re-designation of Class B ordinary shares as Class A ordinary shares, and then reclassified Class A ordinary shares as “ordinary shares”, resulting in the elimination of the dual-class share structure.

At September 30, 2024, the Company has an effective Form S-3 registration statement on file with the SEC for an aggregate principal amount of $200.0 million in securities.

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Share Repurchase Plan

On May 3, 2024, the Board of Directors re-approved the share repurchase plan, until June 30, 2025, authorizing the Company to repurchase up to $25.0 million of ordinary shares or securities convertible into ordinary shares in the open market, through privately negotiated transactions or Rule 10b5-1 stock trading plans. Any shares repurchased are canceled immediately upon repurchase. For the three and nine months ended September 30, 2024, the Company repurchased 547,402 ordinary shares for $7.5 million.

Preferred Shares

The Company’s authorized share capital also consists of 50,000,000 preference shares with a par value of $0.10 each. At September 30, 2024, the Company has no issued and outstanding preferred shares.

11. SHARE-BASED COMPENSATION
 
Refer to Note 11 of the Company’s audited consolidated financial statements of its 2023 Form 10-K for a summary of the Company’s 2023 Incentive Plan, including the definition of performance-based and service-based stock awards.

Employee and Director Restricted Shares

The following table summarizes the activity for unvested outstanding restricted share awards (“RSs”) during the nine months ended September 30, 2024 and 2023:

Performance Restricted SharesService Restricted Shares
 Number of
non-vested
restricted
 shares		Weighted
 average
grant date
fair value		Number of
non-vested
restricted
 shares		Weighted
 average
grant date
fair value
Balance at December 31, 2022794,362 $7.62 832,896 $7.76 
Granted357,766 9.85 242,957 10.22 
Vested— — (364,006)6.96 
Forfeited(109,105)9.37 (55,967)8.43 
Balance at September 30, 20231,043,023 $8.20 655,880 $9.05 
Balance at December 31, 20231,042,688 $9.94 419,604 $9.18 
Granted— — 58,751 12.51 
Vested— — (282,916)9.35 
Forfeited(89,945)10.84 — — 
Balance at September 30, 2024952,743 $9.86 195,439 $9.93 

At September 30, 2024, 2,825,659 (December 31, 2023: 3,296,771) ordinary shares remained available for future issuance under the Company’s 2023 Incentive Plan.

During the nine months ended September 30, 2024 , the Company granted no RSs to employees and 58,751 RSs to non-employee directors as part of their remuneration for services to the Company (2023: 535,329 RSs to employees and non-employee directors). These will vest on the earlier of (1) the first anniversary of the date of the share issuance and (ii) the Company’s next annual general meeting, subject to the grantee’s continued service with the Company. During the vesting period, non-employee directors retain voting rights on these RSs; but they are not entitled to any dividends declared until the RSs vest.

For the nine months ended September 30, 2024, the total fair value of Service RSs vested was $2.6 million (2023: $2.5 million).

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Employee Restricted Stock Units

The following table summarizes the activity for unvested outstanding restricted stock units (“RSUs”) during the nine months ended September 30, 2024 and 2023:
Performance RSUs
Service RSUs
 Number of
non-vested
RSUs		Weighted
 average
grant date
fair value		Number of
non-vested
RSUs		Weighted
 average
grant date
fair value
Balance at December 31, 2022105,008 $6.82 172,952 $7.58 
Granted71,121 9.85 42,811 9.85 
Vested— — (77,695)6.74 
Forfeited— — (1,788)7.82 
Balance at September 30, 2023176,129 $8.04 136,280 $8.76 
Balance at December 31, 2023154,445 $8.03 110,425 $8.78 
Granted258,148 11.85 124,425 11.85 
Vested— — (74,357)8.84 
Forfeited(6,229)9.15 (5,806)10.67 
Balance at September 30, 2024406,364 $10.44 154,687 $11.15 

For the awards granted during the nine months ended September 30, 2024, the Service RSUs vest evenly over three years on January 1, subject to the grantee’s continued service with the Company. If performance goals are achieved, the Performance RSUs will cliff vest at the end of a three-year performance period within a range of 50% and 200% of the awarded Performance RSUs, with a target of 100%.

For the nine months ended September 30, 2024, the total fair value of Service RSUs vested was $0.7 million (2023: $0.5 million).

Employee and Director Stock Options

During the nine months ended September 30, 2024, 250,000 ordinary share purchase options were granted to the Company’s CEO, pursuant to his employment contract. These options vest 50,000 annually and expire in 10 years from the grant date. The grant date fair value of these options was $4.31 per share, based on the Black-Scholes option pricing model. The following inputs were used in this pricing model:
Expected volatility
36.4 %
Expected term (in years)
5
Expected dividend yield
— %
Risk-free interest rate
3.9 %
Stock price at grant date
$11.20 

Stock Compensation Expense

For the nine months ended September 30, 2024 and 2023, the Company recorded $4.6 million and $3.5 million of total stock compensation expense (net of forfeitures), respectively. The stock compensation expense is included in “General and administrative expenses” in the condensed consolidated statements of operations. Forfeiture recoveries were immaterial for both periods.





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12. EARNINGS PER SHARE

The following table reconciles net income and weighted average shares used in computing basic and diluted EPS for the three and nine months ended September 30, 2024 and 2023:
Three months ended September 30Nine months ended September 30
2024202320242023
Numerator for EPS
Net income - basic$35,237 $13,477 $70,234 $69,224 
Net income - diluted
$35,237 $13,477 $70,234 $69,224 
Denominator for EPS
Weighted average shares outstanding - basic34,120,955 34,070,818 34,210,560 34,067,012 
Effect of dilutive employee and director share-based awards689,111 731,046 613,812 636,961 
Weighted average shares outstanding - diluted34,810,066 34,801,864 34,824,372 34,703,973 
Anti-dilutive stock options outstanding870,319 652,140 870,319 652,140 
EPS:
Basic$1.03 $0.40 $2.05 $2.03 
Diluted$1.01 $0.39 $2.02 $1.99 

13. NET INVESTMENT INCOME

The following table provides a breakdown of net investment income:
Three months ended September 30Nine months ended September 30
 2024202320242023
Interest and dividend income, net of withholding taxes and other expenses$8,244 $9,513 $24,935 $27,004 
Net realized and unrealized gains on other investments (see Note 4)— (2,555)(324)(2,299)
Net investment-related income8,244 6,958 24,611 24,705 
Share of Solasglas' net income (loss) (see Note 3)19,844 (1,853)42,422 27,791 
Total investment income$28,088 $5,105 $67,033 $52,496 


14. RELATED PARTY TRANSACTIONS 

Investment Advisory Agreement
 
There has been no change to the Company’s investment advisory agreement with Solasglas as described in its 2023 Form 10-K. Refer to Note 3 for a breakdown of management fees and performance fees for the nine months ended September 30, 2024 and 2023.

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Green Brick Partners, Inc.

David Einhorn also serves as the Chairman of the Board of Directors of Green Brick Partners, Inc. (“GRBK”), a publicly-traded company. At September 30, 2024, Solasglas, along with certain affiliates of DME Advisors, collectively owned 23.0% of the issued and outstanding common shares of GRBK. Under applicable securities laws, DME Advisors may sometimes be limited in its ability to trade GRBK shares held in Solasglas. At September 30, 2024, Solasglas held 1.3 million shares of GRBK.

Service Agreement
 
The Company has entered into a service agreement with DME Advisors, pursuant to which DME Advisors provides certain investor relations services to the Company for compensation of five thousand dollars per month (plus expenses). The agreement automatically renews annually until terminated by either the Company or DME Advisors for any reason with 30 days prior written notice to the other party. 

Collateral Assets Investment Management Agreement

Effective January 1, 2019, the Company (and its subsidiaries) entered into a collateral assets investment management agreement (the “CMA”) with DME Advisors, pursuant to which DME Advisors manages certain assets of the Company that are not subject to the Solasglas LPA and are held by the Company to provide collateral required by the cedents in the form of trust accounts and letters of credit. In accordance with the CMA, DME Advisors receives no fees and is required to comply with the collateral investment guidelines. The CMA can be terminated by any of the parties upon 30 days’ prior written notice to the other parties.


15. COMMITMENTS AND CONTINGENCIES 
 
a) Concentration of Credit Risk

Cash and cash equivalents

The Company monitors its concentration of credit risk with financial institutions and limits acceptable counterparties based on current rating, outlook and other relevant factors.

Investments

The Company’s credit risk exposure to private debt and convertible debt securities within its “Other investments” are immaterial (see Note 4).
Reinsurance balances receivable, net

The following table shows the breakdown of reinsurance balances receivable:

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September 30, 2024December 31, 2023
Amount
%
Amount
%
Premiums receivable
$259,235 36.1 %$186,940 30.2 %
Funds withheld:
  Funds held by cedants
51,332 7.1 %50,075 8.1 %
  Premiums held by Lloyds' syndicates
296,152 41.2 %264,278 42.7 %
  Funds at Lloyd’s
110,395 15.4 %115,772 18.6 %
Profit commission receivable
2,470 0.3 %2,302 0.4 %
Deposit assets
— — %888 0.1 %
Total before provision
719,584 100.1 %620,255 100.1 %
Provision for expected credit losses
(865)(0.1)%(854)(0.1)%
Reinsurance balances receivable, net
$718,719 100.0 %$619,401 100.0 %

The Company has posted deposits at Lloyd’s to support underwriting capacity for certain syndicates, including Syndicate 3456. Lloyd’s has a credit rating of “A+” (Superior) from A.M. Best, as revised in August 2024.

Premiums receivable includes a significant portion of estimated premiums not yet due. Brokers and other intermediaries are responsible for collecting premiums from customers on the Company’s behalf. The Company monitors its concentration of credit risks from brokers. The diversity in the Company’s client base limits credit risk associated with premiums receivable and funds (premiums) held by cedents. Further, under the reinsurance contracts the Company has contractual rights to offset premium balances receivable and funds held by cedants against corresponding payments for losses and loss expenses.

Loss and loss adjustment expenses recoverable, net

The Company regularly evaluates its net credit exposure to the retrocessionaires and their abilities to honor their respective obligations. See Note 8 for analysis of concentration of credit risk relating to retrocessionaires.

b) Lease Obligations

There was no material change to the Company’s operating lease agreements subsequent to its 2023 Form 10-K.

c) Litigation

From time to time, in the ordinary course of business, the Company may be involved in formal and informal dispute resolution procedures, which may include arbitration or litigation. The outcomes of these procedures determine the rights and obligations under the Company’s reinsurance contracts and other contractual agreements. In some disputes, the Company may seek to enforce its rights under an agreement or collect funds owed. In other matters, the Company may resist attempts by others to collect funds or enforce alleged rights. While the Company cannot predict the outcome of legal disputes with certainty, the Company does not believe that any existing dispute, when finally resolved, will have a material adverse effect on the Company’s business, financial condition, or operating results.
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16. SEGMENT REPORTING
 
The Company has one operating segment: Property & Casualty Reinsurance.

The following tables provide a breakdown of the Company’s gross premiums written by line and class of business, and by geographic area of risks insured for the periods indicated:

Gross Premiums Written by Line of Business
  Three months ended September 30Nine months ended September 30
2024202320242023
Property
Commercial$14,794 8.8 %$16,105 8.8 %$45,030 8.0 %$45,236 8.6 %
Motor189 0.1 122 0.1 344 0.1 706 0.1 
Personal(1,358)(0.8)16,713 9.1 16,204 2.9 48,718 9.3 
Total Property13,625 8.1 32,940 18.0 61,578 11.0 94,660 18.0 
Casualty
General Liability28,084 16.7 31,325 17.1 83,482 15.1 79,401 15.1 
Motor Liability2,900 1.7 2,917 1.6 17,556 3.2 11,223 2.1 
Professional Liability (1)
33 — 1,625 0.9 152 — 4,850 0.9 
Workers' Compensation939 0.6 4,484 2.4 4,319 0.8 11,542 2.2 
Multi-line (1)
60,168 35.7 68,613 37.5 173,609 31.3 177,544 33.9 
Total Casualty92,124 54.7 108,964 59.5 279,118 50.4 284,560 54.2 
Other
Accident & Health2,329 1.4 1,695 0.9 6,207 1.1 6,184 1.2 
Financial11,868 7.0 17,059 9.3 50,012 9.0 48,406 9.2 
Marine11,200 6.7 3,973 2.2 41,642 7.5 23,967 4.6 
Other Specialty37,200 22.1 18,443 10.1 116,022 21.0 66,695 12.8 
Total Other62,597 37.2 41,170 22.5 213,883 38.6 145,252 27.8 
$168,346 100.0 %$183,074 100.0 %$554,579 100.0 %$524,472 100.0 %
(1) For the 2023 comparative periods, the Company has reclassified one treaty from Professional Liability to Multi-Line to conform with the current presentation within Casualty.
Gross Premiums Written by Geographic Area of Risks Insured
 Three months ended September 30Nine months ended September 30
2024202320242023
U.S. and Caribbean$54,359 32.3 %$77,274 42.2 %$173,519 31.3 %$206,714 39.4 %
Worldwide (1)
102,573 60.9 88,037 48.1 337,035 60.8 269,430 51.4 
Europe
1,687 1.0 1,868 1.0 9,967 1.8 8,936 1.7 
Asia
9,727 5.8 15,895 8.7 34,058 6.1 39,392 7.5 
$168,346 100.0 %$183,074 100.0 %$554,579 100.0 %$524,472 100.0 %
(1) “Worldwide” is composed of contracts that reinsure risks in more than one geographic area and may include risks in the U.S. 



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17.    SUBSEQUENT EVENTS

In October 2024, Hurricane Milton made landfall on the west coast of Florida. The Company’s preliminary loss estimates related to this event is in the range of $5.0 million to $15.0 million, based upon currently available information such as industry loss estimates and a high-level review of our in-force contracts. The Company will refine its estimated loss for Hurricane Milton, which will be recorded in the fourth quarter of 2024, as additional details about the event and actual level of claims emerge.




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Item 2.    MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
 
References to “we,” “us,” “our,” “our company,” or “the Company” refer to Greenlight Capital Re, Ltd. (“GLRE”) and its wholly-owned subsidiaries unless the context dictates otherwise.
 
The following discussion should be read in conjunction with the audited consolidated financial statements and accompanying notes, which appear in our 2023 Form 10-K.

The following is management’s discussion and analysis (“MD&A”) of our results of operations for the three and nine months ended September 30, 2024 and 2023 and the Company’s financial condition at September 30, 2024 and December 31, 2023 (herein referred as “Q3 2024 Financials”).
  
All amounts are reported in U.S. dollars, unless otherwise noted. Tabular dollars are presented in thousands, with the exception of per share amounts or as otherwise noted.

Page



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Overview

Business Overview

We are a global specialty property and casualty reinsurer headquartered in the Cayman Islands, with an underwriting and investment strategy that we believe differentiates us from most of our competitors. Our goal is to build long-term shareholder value by providing risk management solutions to the insurance, reinsurance, and other risk marketplaces.

For the third quarter of 2024 (“Q3 2024”) we earned a net income of $35.2 million, an increase of $21.8 million over the same period in the prior year, principally due to strong performance from our investment in Solasglas. Our underwriting results were lower by $8.3 million in Q3 2024 compared to the same quarter in 2023 (“Q3 2023”).

The following is a summary of our financial performance for Q3 2024, compared to Q3 2023:
•Gross premiums written was $168.3 million, a decrease of 8.0%;
•Net premiums earned was $151.9 million, a decrease of 6.9%;
•Net underwriting income (1) was $6.1 million, compared to $14.4 million;
•Current year CAT losses, net of reinsurance, were $14.1 million, including $7.5 million from Hurricane Helene, compared to $13.2 million;
•Favorable prior year loss development was $5.7 million, compared to $3.3 million;
•Total investment income was $28.1 million, an increase of $23.0 million (including 5.2% net return from our investment in Solasglas), compared to net return of (0.6)%; and
•Diluted EPS was $1.01, compared to $0.39.

Fully diluted book value per share(1) was $18.72 at September 30, 2024, an increase of 11.8% since December 31, 2023.

On October 18, 2024, A.M. Best affirmed the Financial Strength Rating of A- (Excellent) and the Long-Term Issuer Credit Ratings of “a-” (Excellent) for our principal operating subsidiaries and revised the outlooks to positive from stable. The positive outlook reflects A.M. Best’s view of our operating performance, which has steadily improved in recent years.

(1) See “Key Financial Measures and Non-GAAP Measures” section of this MD&A.


Outlook and Trends

We have witnessed an active North Atlantic Hurricane season to date, with the industry’s attention now on the widely varying insured loss estimate ranges for Hurricanes Helene and Milton. It has also been an active year in many regions for secondary peril events – with the reinsurance market’s share of these events varying depending on the region and reinsurance structures in those regions. These dynamics will contribute to the restructuring and repricing of property reinsurance deals during the upcoming key renewal season. We believe that property reinsurance capacity remains well matched to meet demand in the current state of the market.

Another key focus in the industry is the degree of additional reserve strengthening that may emerge in casualty classes throughout the remainder of the year. We anticipate continued primary rate increases and tightening reinsurance terms in US Casualty.

We have been watching significant rising global geopolitical tensions, including in the Middle East. There is worldwide attention on the upcoming U.S. election, which could have far reaching implications from a global macroeconomic and trade perspective, while we have also begun to see rate cuts from various Central Banks including the U.S. Federal Reserve. Our cedants are attentive to these dynamics, which will be a core focus of the renewal season. The 2024 mid-year renewals have been characterized by a healthy balance of supply and demand of reinsurance capacity. Reinsurance terms and conditions are retaining discipline across a majority of classes, most notably with respect to property excess of loss attachment points. We continue to view the terms and conditions available in the property and specialty market as attractive for growth.

The anticipated interest rates cuts could have a meaningful favorable impact on our interest expense relating to our floating rate term loan, which would be offset by lower interest income earned on our restricted cash and cash equivalents.

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Key Financial Measures and Non-GAAP Measures

There have been no changes to our key financial measures, including non-GAAP financial measures, as described in the MD&A of our 2023 Form 10-K.

Fully Diluted Book Value Per Share

The following table presents a reconciliation of the fully diluted book value per share to basic book value per share (the most directly comparable U.S. GAAP financial measure):
September 30, 2024June 30, 2024March 31, 2024December 31, 2023September 30, 2023
Numerator for basic and fully diluted book value per share: 
Total equity as reported under U.S. GAAP$663,418 $634,020 $624,458 $596,095 $575,865 
Denominator for basic and fully diluted book value per share:
Ordinary shares issued and outstanding as reported and denominator for basic book value per share34,832,49335,321,14435,321,14435,336,73235,337,407
Add: In-the-money stock options (1) and all outstanding RSUs
602,013594,612585,334264,870312,409
Denominator for fully diluted book value per share 35,434,50635,915,75635,906,47835,601,60235,649,816
Basic book value per share$19.05 $17.95 $17.68 $16.87 $16.30 
Increase in basic book value per share ($)
$1.10 $0.27 $0.81 $0.57 $0.39 
Increase in basic book value per share (%)
6.1 %1.5 %4.8 %3.5 %2.5 %
Fully diluted book value per share$18.72 $17.65 $17.39 $16.74 $16.15 
Increase in fully diluted book value per share ($)
$1.07 $0.26 $0.65 $0.59 $0.38 
Increase in fully diluted book value per share (%)
6.1 %1.5 %3.9 %3.7 %2.4 %
(1) Assuming net exercise by the grantee.


















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Net Underwriting Income

The reconciliations of net underwriting income to income before income taxes (the most directly comparable U.S. GAAP financial measure) on a consolidated basis are shown below:
Three months ended September 30Nine months ended September 30
2024202320242023
Income before income tax$35,960 $13,506 $71,911 $69,335 
Add (subtract):
Total investment income(28,088)(5,105)(67,033)(52,496)
Foreign exchange losses (gains)(5,826)1,999 (3,245)(7,661)
Other non-underwriting income(2,210)(706)(9,969)(5,738)
Corporate expenses4,253 3,266 13,334 13,820 
Interest expense2,018 1,457 4,827 2,977 
Net underwriting income$6,107 $14,417 $9,825 $20,237 

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Consolidated Results of Operations

The table below summarizes our consolidated operating results for the three and nine months ended September 30, 2024 and 2023:
Three months ended September 30Nine months ended September 30
2024202320242023
Underwriting revenue
Gross premiums written$168,346 $183,074 $554,579 $524,472 
Gross premiums ceded(26,598)(14,789)(64,611)(35,740)
Net premiums written141,748 168,285 489,968 488,732 
Change in net unearned premium reserves10,136 (5,175)(18,150)(43,030)
Net premiums earned$151,884 $163,110 $471,818 $445,702 
Underwriting related expenses
Net loss and loss adjustment expenses incurred:
Current year$98,820 $100,143 $305,467 $273,570 
Prior year (1)
(5,654)(3,300)(943)10,502 
Net loss and loss adjustment expenses incurred93,165 96,843 304,524 284,072 
Acquisition costs46,162 46,933 138,226 126,702 
Underwriting expenses6,073 4,639 18,223 14,046 
Deposit interest expense (income), net
377 278 1,020 645 
Net underwriting income (2)
$6,107 $14,417 $9,825 $20,237 
Income (loss) from investment in Solasglas$19,844 $(1,853)$42,422 $27,791 
Net investment income8,244 6,958 24,611 24,705 
Total investment income
$28,088 $5,105 $67,033 $52,496 
Corporate expenses$4,253 $3,266 $13,334 $13,820 
Foreign exchange losses (gains)
(5,826)1,999 (3,245)(7,661)
Other income, net(2,210)(706)(9,969)(5,738)
Interest expense2,018 1,457 4,827 2,977 
Income tax expense723 29 1,677 111 
Net income$35,237 $13,477 $70,234 $69,224 
Earnings per share:
  Basic$1.03 $0.40 $2.05 $2.03 
  Diluted$1.01 $0.39 $2.02 $1.99 
Underwriting ratios:
Loss ratio - current year65.0 %61.4 %64.7 %61.4 %
Loss ratio - prior year(3.7)%(2.0)%(0.2)%2.4 %
Loss ratio61.3 %59.4 %64.5 %63.8 %
Acquisition cost ratio30.4 %28.8 %29.3 %28.4 %
Composite ratio91.7 %88.2 %93.8 %92.2 %
Underwriting expense ratio4.2 %3.0 %4.1 %3.3 %
Combined ratio95.9 %91.2 %97.9 %95.5 %
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1 The net financial impact associated with changes in the estimate of losses incurred in prior years, which incorporates earned reinstatement premiums assumed and ceded, adjustments to assumed and ceded acquisition costs, and deposit interest income and expense, was an income of $4.6 million and $1.8 million for the three months ended September 30, 2024 and 2023, respectively, and a loss of $1.1 million and $12.2 million for the nine months ended September 30, 2024 and 2023, respectively.

2 Net underwriting income is a non-GAAP financial measure. See “ Key Financial Measures and Non-GAAP Measures” above for discussion and reconciliation of non-GAAP financial measures.


The following provides further details on the significant variances for Q3 2024 compared to Q3 2023 and for the nine months ended September 30, 2024 (“YTD 2024”) compared to the same period in 2023 (“YTD 2023”).

Overview

Three months ended September 30, 2024

Fully diluted book value per share increased by $1.07 per share, or 6.1%, to $18.72 per share from $17.65 per share at June 30, 2024. Basic book value per share increased by $1.10 per share, or 6.1%, to $19.05 per share from $17.95 per share at June 30, 2024.

Net income was $35.2 million for Q3 2024, compared to net income of $13.5 million reported for Q3 2023.

The developments that most significantly affected our financial performance during Q3 2024, compared to Q3 2023, are summarized below:

•Underwriting income: Decreased by $8.3 million due to an increase of 4.7 percentage points to our combined ratio on lower net premiums earned. The increase in our combined ratio was driven by the increase in loss ratio, acquisition cost ratio, and underwriting expense ratio. While the attritional loss ratio for our underwriting portfolio and current year CAT losses were higher in the current quarter than in Q3 2023, this was offset partially by improved prior year loss development. Current year CAT losses contributed 9.3% to our combined ratio, compared to 8.1% in Q3 2023. For further information on CAT losses and prior year loss development, refer to Note 7 - Loss and Loss Adjustment Expense Reserves of the Q3 2024 Financials.
•Investment income: Increased by $23.0 million primarily driven by our investment in Solasglas, which reported a gain of $19.8 million during Q3 2024, compared to a loss of $1.9 million during Q3 2023. Solasglas generated a net return of 5.2% for Q3 2024 compared to a net return of (0.6)% for Q3 2023.
•Corporate expense: Increased by $1.0 million mainly due to an increase in personnel costs, overhead costs, and technology investment to support the business growth we experienced in the last two years.
•Foreign exchange gains (losses): $5.8 million foreign exchange gains for Q3 2024, compared to $2.0 million foreign exchange losses in Q3 2023, driven mainly by the strengthening of the pound sterling against the U.S. dollar in Q3 2024.
•Other income, net: Increased by $1.5 million due to higher investment income generated on funds withheld by third party Lloyd’s syndicates, reported on a quarterly lag basis.

Nine months ended September 30, 2024

Fully diluted book value per share increased by $1.98 per share, or 11.8%, to $18.72 per share from 16.74 per share at December 31, 2023. Basic book value per share increased by $2.18 per share, or 12.9%, to $19.05 per share from 16.87 per share at December 31, 2023.

Net income was $70.2 million for YTD 2024, compared to net income of $69.2 million reported for YTD 2023.

The developments that most significantly affected our financial performance during YTD 2024, compared to YTD 2023, are summarized below:

•Underwriting income: Decreased by $10.4 million due to 2.4 percentage points increase in our combined ratio, offset partially by an increase in net premiums earned. The increase in our combined ratio was driven by the
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increase in loss ratio, acquisition cost ratio, and underwriting expense ratio. While the current year CAT losses contributed 8.5 percentage points to our combined ratio, compared to 5.1 percentage points for YTD 2023, this was offset partially by improved prior year loss development. For further information on CAT losses and prior year loss development, refer to Note 7 - Loss and Loss Adjustment Expense Reserves of the Q3 2024 Financials.
•Investment income: Increased by $14.5 million primarily driven by our investment in Solasglas, which reported a gain of $42.4 million during YTD 2024, compared to a gain of $27.8 million during the equivalent period in 2023. Solasglas generated a net return of 11.9% for YTD 2024, compared to a net return of 9.1% for YTD 2023.
•Corporate expense: Decreased by $0.5 million mainly due to non-recurring severance costs included in YTD 2023 and lower outside legal costs following the hiring of our new General Counsel in April 2023. This was partially offset by the increase in other personnel and overhead costs as noted for Q3 2024.
•Foreign exchange gains (losses): $3.2 million foreign exchange gains for YTD 2024, compared to $7.7 million foreign exchange gains for YTD 2023, driven mainly by a stronger pound sterling movement against the U.S. dollar in YTD 2023.
•Other income, net: Increased by $4.2 million due to stronger investment income generated on funds withheld by third party Lloyd’s syndicates, reported on a quarterly lag basis.

Underwriting Results by Segment
The following provides a further discussion of our underwriting results for our Property & Casualty (Re)insurance operating segment for the three and nine months ended September 30, 2024 and 2023.

Gross Premiums Written
 
Details of gross premiums written are provided in the following table: 
 Three months ended September 30Nine months ended September 30
 2024202320242023
Property$13,625 8.1 %$32,940 18.0 %$61,578 11.1 %$94,660 18.0 %
Casualty92,124 54.7 108,964 59.5 279,118 50.3 284,560 54.3 
Other62,597 37.2 41,170 22.5 213,883 38.6 145,252 27.7 
Total$168,346 100.0 %$183,074 100.0 %$554,579 100.0 %$524,472 100.0 %

As a result of our underwriting philosophy, the total premiums we write and the mix of premiums between property, casualty, and other business, may vary significantly from period to period depending on the market opportunities we identify.

Our Q3 2024 gross premiums written decreased by $14.7 million, or 8.0%, compared to the equivalent 2023 period.

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The following table provides a further analysis of this overall decrease:
Gross Premiums Written
Three months ended September 30, 2024
Increase (decrease)
($ in millions)		% changeExplanation
Property$(19.3)(58.6)%
Driven predominantly by the non-renewal of a U.S. homeowners’ property treaty on January 1st and a net reduction to estimated ultimate gross premiums for certain treaties.
Casualty$(16.8)(15.5)%
Mainly due to the following:
 
•General Liability by $3.2 million, or 10.3%, primarily due to net reduction to estimated ultimate gross premiums for certain deals, coupled with a decrease in our line share for certain non-proportional treaty and quota-share treaties. This was partially offset by favorable rate changes on renewed business and new business.
•Multiline by $8.4 million, or 12.3%, driven mainly by non-renewed FAL business on January 1st which contributed $8.9 million to the change in the quarter, partially offset by net growth in premiums written from existing FAL business.
•Workers’ Compensation by 3.5 million, or 79.1%, due to timing of renewal for an excess of loss treaty, coupled with the non-renewal of quota share treaties in 2022 a portion of which was written in 2023.
•Professional Liability by $1.6 million, or 98.0%, primarily due to non-renewal of certain quota-share treaties.

Other$21.452.0%
Driven predominantly by new business in our Marine and Energy class. This was partially offset by $5.2 million, or 30.4%, decrease in our Financial class due to lower premium volume from our surety and transactional liability business.

Our YTD 2024 gross premiums written increased by $30.1 million, or 5.7%, compared to the equivalent 2023 period.

The following table provides a further analysis of this overall increase:
Gross Premiums Written
Nine months ended September 30, 2024
Increase (decrease)
($ in millions)		% changeExplanation
Property$(33.1)(34.9)%Same trends as noted for Q3 2024.
Casualty$(5.4)(1.9)%
Same trends as noted for Q3 2024, except for General Liability, which increased by $4.1 million, or 5.1%, driven by favorable rate changes in 2024, coupled with growth from 2023 quota share treaties and new business.

General Liability and Multi-line classes accounted for 30% and 62%, respectively, of total Casualty, compared to 28% and 62%, respectively, in the same period in 2023.
Other$68.647.2%Driven predominantly by new business in our Marine and Energy class, including Lloyd’s whole account excess of loss treaties. The Financial class also grew as a result of new non-proportional mortgage and financial multiline treaties, partially offset by lower premium volume from our surety and transactional liability business.

Premiums Ceded
 
For Q3 2024, premiums ceded were $26.6 million, or 15.8% of gross premiums written, compared to $14.8 million, or 8.1% of gross premiums written, for the same quarter in 2023. For YTD 2024, premiums ceded were $64.6 million, or 11.7% of gross premiums written, compared to $35.7 million, or 6.8% of gross premiums written, for YTD 2023.
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The increase in both periods was primarily due to the purchase of additional retrocessional coverage to manage our overall exposure to Aviation and Marine and Energy in light of growth in these classes of business during 2024 and to reinstate certain retro excess-of-loss treaties in which the full coverage was presumed exhausted primarily from the Baltimore Bridge loss event in Q1 2024. Additionally, we had an increase in quota share retrocessions for Other Specialty business due to growth from inward premiums.

Net Premiums Written

Details of net premiums written are provided in the following table: 
 Three months ended September 30Nine months ended September 30
 2024202320242023
Property$9,819 6.9 %$24,771 14.7 %$47,878 9.8 %$77,397 15.8 %
Casualty84,134 59.4 103,542 61.5 261,015 53.3 275,578 56.4 
Other47,795 33.7 39,972 23.8 181,075 37.0 135,757 27.8 
Total$141,748 100.0 %$168,285 100.0 %$489,968 100.0 %$488,732 100.0 %

For Q3 2024 and YTD 2024, net premiums written decreased by $26.5 million, or 15.8%, and increased by $1.2 million or 0.3%, respectively, compared to the same periods in 2023. The movement in net premiums written resulted from the changes in gross premiums written and ceded during the periods as previously noted.

Net Premiums Earned
 
Details of net premiums earned are provided in the following table: 
 Three months ended September 30Nine months ended September 30
2024202320242023
Property$19,134 12.6 %$24,362 14.9 %$60,610 12.8 %$63,854 14.3 %
Casualty83,079 54.7 93,514 57.3 263,872 55.9 259,075 58.1 
Other49,671 32.7 45,234 27.8 147,336 31.2 122,773 27.6 
Total$151,884 100.0 %$163,110 100.0 %$471,818 100.0 %$445,702 100.0 %

Net premiums earned for Q3 2024 and YTD 2024, decreased by $11.2 million or 6.9%, and increased by $26.1 million or 5.9%, respectively, compared to the same periods in 2023. The change in net premiums earned is primarily a function of the amount and timing of net premiums written during the current and prior periods.

Loss and LAE Incurred, Net
 
The components of the loss ratio were as follows:
Three months ended September 30Nine months ended September 30
 20242023Increase / (decrease) in loss ratio points20242023Increase / (decrease) in loss ratio points
Current accident year loss ratio65.0 %61.4 %3.6 64.7 %61.4 %3.3 
Prior year reserve development ratio(3.7)%(2.0)%(1.7)(0.2)%2.4 %(2.6)
Loss ratio61.3 %59.4 %1.9 64.5 %63.8 %0.7 

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For Q3 2024 and YTD 2024, our total loss ratio increased by 1.9 and 0.7 percentage points, respectively, compared to the same periods in 2023.
Current accident year loss ratio increased by 3.6 percentage points and 3.3 percentage points for Q3 2024 and YTD 2024, respectively, compared to the same periods in 2023, driven mainly by 1.2 points and 1.9 points increase in CAT losses, respectively, coupled with a change in business mix with higher attritional loss ratio.
For Q3 2024 and YTD 2024, prior year favorable loss development improved by 1.7 percentage points and 2.6 percentage points, respectively, compared to the same periods in 2023. Refer to Note 7 for further details on prior year loss development.
Details of net losses incurred by line of business are provided in the following table:

 Three months ended September 30Nine months ended September 30
 2024202320242023
Property$21,506 23.1 %$13,182 13.6 %$54,639 17.9 %$52,114 18.4 %
Casualty43,799 47.0 63,044 65.1 162,397 53.3 173,690 61.1 
Other27,860 29.9 20,617 21.3 87,488 28.7 58,268 20.5 
Total$93,165 100.0 %$96,843 100.0 %$304,524 100.0 %$284,072 100.0 %

The below table summarizes the loss ratios by line of business:
Three months ended September 30Nine months ended September 30
 20242023Increase / (decrease) in loss ratio points20242023Increase / (decrease) in loss ratio points
Property112.4 %54.1 %58.3 90.1 %81.6 %8.5 
Casualty52.7 67.4 (14.7)61.5 67.0 (5.5)
Other56.1 45.6 10.5 59.4 47.5 11.9 
Total61.3 %59.4 %1.9 64.5 %63.8 %0.7 
The following provides further details on the change in Q3 2024 vs. Q3 2023.
Net Losses Incurred
Three months ended September 30, 2024
Increase / (decrease) in loss ratio points 
Property58.3
Driven by 63.3 points of higher current year CAT loss events mainly from Hurricane Helene and additional severe U.S. convective storms. This was partially offset by favorable prior year loss development.
Casualty(14.7)
Driven mainly by $7.6 million of prior year favorable loss development, compared to $8.6 million of prior year adverse loss development in Q3 2023, which contributed 18.3 points improvement to the overall decrease in loss ratio. The Q3 2024 prior year favorable loss development was mainly from our general liability class (2020-2022 underwriting years); whereas for the same period in 2023, the adverse loss development was related to legacy motor, workers’ compensation and professional liability program.
Other10.5
Driven by $2.4 million of prior year adverse loss development, compared to $9.7 million of prior year favorable loss development in Q3 2023, which contributed 26.2 points to the overall increase in loss ratio. The Q3 2024 prior year adverse loss development was mainly from marine and energy business across multiple years (2020-2023); whereas for the same period in 2023, the favorable loss development was related mainly to marine and energy, cyber, and group medical classes.

Offsetting the above increase, non-natural CAT losses were 12.7 points lower in the current period compared to the prior year period.

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The following provides further details on the change in YTD 2024 vs. YTD 2023.
Net Losses Incurred
Nine months ended September 30, 2024
Increase / (decrease) in loss ratio points 
Property8.5
Driven by 11.5 points of higher current year CAT loss events. For the YTD 2024, these were driven mainly by the Baltimore Bridge collapse, Hurricane Helene, and U.S. tornados (including severe convective storms), whereas for YTD 2023 the CAT losses were driven mainly by the Turkey earthquake, New Zealand Cyclone Gabrielle, and U.S. tornados (including severe convective storms).

Additionally, we recognized $4.5 million of prior year adverse loss development relating primarily to the U.S. severe convective storms in 2023, compared to $1.1 million of prior year favorable loss development in YTD 2023. This contributed 10.9 points to the increase in loss ratio.

The above was partially offset by the change in business mix, with Commercial Property accounting for 73% of total premium earned, compared to 48% in the prior period. This class has a lower attritional loss rate than for Personal Property and Motor classes of business.
Casualty(5.5)
Due to $0.4 million of prior year favorable loss development compared to $22.3 million of prior year adverse loss development in YTD 2023, which contributed 8.2 points improvement to the overall decrease in loss ratio. The YTD 2023 prior year adverse loss development was related to same classes as previously noted for Q3 2023. Additionally, the lack of CAT losses associated with this line of business in YTD 2024 also contributed to the overall reduction in loss ratio.
Other11.9
Due to the lower prior year favorable loss development compared to Q3 2023, which contributed 5.0 points to the overall increase in loss ratio. For YTD 2024, the prior year favorable loss development of $5.1 million was driven primarily by our mortgage, cyber, and energy classes; whereas in YTD 2023 the prior year favorable loss development was related to the same classes as previously noted for Q3 2023.

Additionally, the overall loss ratio increased by 5.1 points due to higher CAT losses compared to prior year period. The increase in CAT losses was driven mainly by the Baltimore bridge collapse in Q1 2024.

Acquisition Costs, Net

For Q3 2024 and YTD 2024, our total acquisition costs decreased by 1.6% to $46.2 million, and increased by 9.1% to $138.2 million, respectively, compared to the same periods in 2023. The YTD 2024 increase was mainly due to growth in net premiums earned. The acquisition cost ratios by line of business were as follows:
 Three months ended September 30Nine months ended September 30
 20242023Increase / (decrease) in acquisition cost ratio points20242023Increase / (decrease) in acquisition cost ratio points
Property19.9 %17.7 %2.2 %17.1 %18.5 %(1.4)%
Casualty34.0 31.9 2.1 32.6 31.0 1.6 
Other28.4 28.2 0.2 28.3 28.2 0.1 
Total30.4 %28.8 %1.6 %29.3 %28.4 %0.9 %
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The following provides further details on the change in Q3 2024 vs. Q3 2023.
Change in Acquisition Cost Ratios
Three months ended September 30, 2024
 Increase / (decrease) in acquisition cost ratio pointsExplanation
Property2.2
Driven mainly by the profit commission associated with a significant quota share treaty in our Commercial Property class.
Casualty2.1Primarily due to higher than previously estimated acquisition costs for certain 2023 and 2024 FAL business within our Multi-line class. This was partially offset primarily by a lower acquisition cost ratio for General Liability, driven mainly by a reduction in profit commission for a significant Innovation quota share treaty.
Other0.2No significant change.
    
The following provides further details on the change in YTD 2024 vs. YTD 2023.
Change in Acquisition Cost Ratios
Nine months ended September 30, 2024
 Increase / (decrease) in acquisition cost ratio pointsExplanation
Property(1.4)
Driven mainly by the change in business mix where we have reduced the premium volume in our Personal Property class as result of not renewing a large U.S. homeowners’ property quota share treaty. This treaty had a higher acquisition cost ratio than our Commercial Property business.
Casualty1.6
Same trends as noted for Q3 2024, coupled with the change in business mix. The increase was partially offset by lower acquisition costs from the Motor Liability class due to a higher proportion of excess of loss treaties, which have lower ceding commission rate than quota share reinsurance treaties, in addition to the lower acquisition cost ratio from the General Liability class as noted for Q3 2024.
Other0.1No significant change.
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Ratio Analysis
 
The following table provides our underwriting ratios by line of business for the respective periods: 


Three months ended September 30Three months ended September 30
20242023
PropertyCasualtyOtherTotalPropertyCasualtyOtherTotal
Loss ratio112.4 %52.7 %56.1 %61.3 %54.1 %67.4 %45.6 %59.4 %
Acquisition cost ratio19.9 34.0 28.4 30.4 17.7 31.9 28.2 28.8 
Composite ratio132.3 %86.7 %84.5 %91.7 %71.8 %99.3 %73.8 %88.2 %
Underwriting expense ratio4.2 3.0 
Combined ratio95.9 %91.2 %

Our combined ratio increased by 4.7 percentage points for the current quarter compared to Q3 2023 driven by higher loss ratio, acquisition cost ratio and underwriting expense ratio. The underwriting expense ratio increased primarily due to an increase in fixed underwriting expenses - see G&A Expenses below.

Nine months ended September 30Nine months ended September 30
20242023
PropertyCasualtyOtherTotalPropertyCasualtyOtherTotal
Loss ratio90.1 %61.5 %59.4 %64.5 %81.6 %67.0 %47.5 %63.8 %
Acquisition cost ratio17.1 32.6 28.3 29.3 18.5 31.0 28.2 28.4 
Composite ratio107.2 %94.1 %87.7 %93.8 %100.1 %98.0 %75.7 %92.2 %
Underwriting expense ratio4.1 3.3 
Combined ratio97.9 %95.5 %

Our combined ratio increased by 2.4 percentage points for YTD 2024 compared to same period in 2023 for same reason as noted for Q3 2024.

General and Administrative (“G&A”) Expenses

The breakdown of our G&A expenses between underwriting and corporate functions was as follows:
Three months ended September 30Nine months ended September 30
2024202320242023
Underwriting expenses$6,073 $4,639 $18,223 $14,046 
Corporate expenses4,253 3,266 13,334 13,820 
General and administrative expenses$10,326 $7,905 $31,557 $27,866 
G&A increased by 30.6% for Q3 2024, compared to Q3 2023. The increase was driven by:

•Underwriting expenses: Increased by $1.4 million or 30.9%, predominantly due to an increase in headcount to drive business growth, coupled with an increase in professional fees, office expenses, and outsourced services relating to underwriting activities.

•Corporate expenses: Increased by $1.0 million or 30.2%, predominantly due to an increase in personnel costs, including share-based compensation costs, coupled with an increase in professional fees and office overhead costs, including information technology systems and support.
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G&A increased by 13.2% for YTD 2024, compared to same period in 2023. The increase was driven by:

•Underwriting expenses: Increased by $4.2 million or 29.7%, for the same reason as noted for Q3 2024. Further, YTD 2023 included a bad debt charge of $0.6 million, with no bad debt charge during YTD 2024.

•Corporate expenses: Decreased by $0.5 million or 3.5%, driven mainly by non-recurring severance costs included in YTD 2023 and lower outside legal costs following the hiring of our new General Counsel in April 2023. This was partially offset by an increase in personnel costs, including share-based compensation costs, and office overhead costs.

Total Investment Income

A summary of our total investment income is as follows:
Three months ended September 30Nine months ended September 30
 2024202320242023
Interest and dividend income, net of withholding taxes and other expenses8,244 9,513 $24,935 $27,004 
Net realized and unrealized gains on other investments (see Note 4)— (2,555)(324)(2,299)
Net investment-related income
$8,244 $6,958 $24,611 $24,705 
Share of Solasglas' net income (loss) (see Note 3)19,844 (1,853)42,422 27,791 
Total investment income$28,088 $5,105 $67,033 $52,496 

Net investment-related income

Our net investment-related income increased by 18.5% compared to Q3 2023, and by a nominal change compared to YTD 2023, mainly driven by lower net realized and unrealized gains (losses) from our Innovation portfolio. This was partially offset by the decrease in interest income earned from restricted cash and cash equivalents mainly due to the decrease in the outstanding collateral balance during both periods.

Share of Solasglas’ net income

For Q3 2024 and YTD 2024, Solasglas reported a net gain of 5.2% and 11.9%, respectively, compared to a net loss of 0.6% and a net gain of 9.1% for Q3 2023 and YTD 2023, respectively. The following table provides a breakdown of the gross and net investment return for Solasglas.
Three months ended September 30Nine months ended September 30
2024202320242023
Long portfolio gains (losses)9.9 %(4.1)%13.8 %22.8 %
Short portfolio gains (losses)(5.0)1.7 (3.5)(12.8)
Macro gains (losses)1.2 2.8 4.1 2.6 
Other income and expenses 1
(0.4)(1.0)(1.2)(2.5)
Gross investment return5.7 %(0.6)%13.2 %10.1 %
Net investment return 1
5.2 %(0.6)%11.9 %9.1 %

1 “Other income and expenses” excludes performance compensation but includes management fees. “Net investment return” incorporates both of these amounts. For further information about management fees and performance compensation, refer to Note 3.

For Q3 2024, the significant contributors to Solasglas’ investment return were long positions in Green Brick Partners (GRBK), gold, and Solvay (Belgium: SOLB). The largest detractors were a short basket to hedge home building exposure, equity index hedges, and a separate housing-related, single-name short position.

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For YTD 2024, the significant contributors to Solasglas’ investment return were long positions in GRBK, gold, and SOLB. The largest detractors were long positions in ODP Corporation (ODP), Brighthouse Financial (BHF) and a single-name short position.

Each month, we post on our website (www.greenlightre.com) the returns from our investment in Solasglas.

Financial Condition
 
Investments
 
The following table provides a breakdown of our total investments: 
September 30December 31
20242023
Investment in related party investment fund (Solasglas)
$397,888 84.4 %$258,890 78.0 %
Other investments:
Private investments and unlisted equities
72,266 15.3 71,157 21.4 
  Debt and convertible debt securities1,293 0.3 2,136 0.6 
Total other investments
$73,559 15.6 %$73,293 22.0 %
Total investments$471,447 100.0 %$332,183 100.0 %

At September 30, 2024, our total investments increased by $139.3 million, or 41.9%, to $471.4 million from December 31, 2023. The increase was primarily driven by $96.6 million of net contributions into Solasglas, coupled with the net investment return for YTD 2024 The contributions were funded partially from cash flow from operations and partially from the release of restricted cash.

Investments in Solasglas

DME Advisors reports the composition of Solasglas’ portfolio on a delta-adjusted basis, which it believes is the appropriate manner to assess the exposure and profile of investments and reflects how it manages the portfolio. An option’s delta is the option price’s sensitivity to the underlying stock (or commodity) price. The delta-adjusted basis is the number of shares or contracts underlying the option multiplied by the delta and the underlying stock (or commodity) price.
  
The following table represents the composition of Solasglas’ investments:
September 30December 31
20242023
Long %Short %Long %Short %
Equities and related derivatives85.2 %53.9 %90.2 %53.8 %
Private and unlisted equity securities1.7 — 2.0 — 
Debt instruments0.2 — 0.3 — 
Total87.1 %53.9 %92.5 %53.8 %

The above exposure analysis does not include cash (U.S. dollar and foreign currencies), gold and other commodities, credit default swaps, sovereign debt, foreign currency derivatives, interest rate derivatives, inflation swaps and other macro positions. Under this methodology, a total return swap’s exposure is reported at its full notional amount and options are reported at their delta-adjusted basis. At September 30, 2024, Solasglas’ exposure to gold on a delta-adjusted basis was 7.4% (2023: 11.2%).

At September 30, 2024, 95.2% of Solasglas’ portfolio was valued based on quoted prices in actively traded markets (Level 1), 3.6% was composed of instruments valued based on observable inputs other than quoted prices (Level 2), and a nominal amount was composed of instruments valued based on non-observable inputs (Level 3). At September 30, 2024, 1.2% of Solasglas’ portfolio consisted of private equity funds valued using the funds’ net asset values as a practical expedient.

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Other Investments

The other investment holdings relate to private investments made by Innovations. The marginal increase since December 31, 2023, is due to new investments of $0.8 million, partially offset by an impairment charge for certain private debt securities during YTD 2024 (see Note 4).

Restricted cash and cash equivalents

We use our restricted cash and cash equivalents primarily for funding trusts and letters of credit issued to our ceding insurers. Our restricted cash decreased by $37.6 million, or 6.2%, from $604.6 million at December 31, 2023, to $567.1 million at September 30, 2024, primarily due to release of collateral from our ceding insurers relating to legacy contracts in run-off.

Reinsurance balances receivable

Our reinsurance balances receivable increased by $99.3 million, or 16.0%, to $718.7 million from $619.4 million at December 31, 2023. This was driven primarily by $72.3 million increase in premiums receivable, net of collections, and $27.8 million in funds withheld from new and renewed reinsurance treaties.
Loss and LAE Reserves; Loss and LAE Recoverable

Our reserves for loss and LAE by lines of business were as follows: 
 September 30, 2024December 31, 2023
 Case
Reserves		IBNRTotalCase
Reserves		IBNRTotal
Property$50,739 $114,352 $165,091 $24,181 $41,056 $65,237 
Casualty106,667 241,139 347,806 136,713 299,933 436,646 
Other58,794 239,461 298,255 28,156 131,515 159,671 
Total$216,200 $594,952 $811,152 $189,050 $472,504 $661,554 

Our total gross loss and LAE reserves increased by $149.6 million, or 22.6%, to $811.2 million from $661.6 million at December 31, 2023, driven by the increase in earned premium from the renewal of reinsurance treaties and new business, coupled with an increase in loss ratio. This was offset partially by paid losses during YTD 2024. See Note 7 “Loss and Loss Adjustment Expense Reserves” of the financial statements for a summary of changes in outstanding loss and LAE reserves and a description of prior period loss developments.

Our total loss and LAE recoverable increased by $40.3 million, or 156.7%, to $65.9 million from $25.7 million at December 31, 2023. This increase was driven mainly by the estimated loss recoveries on the Baltimore Bridge loss event, the Taiwan earthquake (gross losses were mostly retroceded), and the increase in quota share retrocessions for Other Specialty business due to growth from inward premiums. See Note 8 “Retrocession” of the financial statements for a description of the credit risk associated with our retrocessionaires.

Probable Maximum Loss (“PML”)

At October 1, 2024, our estimated largest PML at a 1-in-250-year return period for a single event, and in aggregate, was $99.8 million and $109.7 million, respectively, both relating to the peril of North Atlantic Hurricane, compared to $99.9 million and $109.2 million, respectively, at July 1, 2024.
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The below table contains the expected modeled loss for each of our peak peril regions and sub-regions for both a single event loss and aggregate loss measures at the 1-in-250-year return period.

October 1, 2024
Net 1-in-250 Year Return Period
PerilSingle Event LossAggregate Loss
North Atlantic Hurricane$99,847 $109,664 
Southeast Hurricane94,666 94,666 
Gulf of Mexico Hurricane52,434 54,643 
Northeast Hurricane56,281 56,281 
North America Earthquake96,181 97,074 
California Earthquake84,189 87,892 
       Pacific Northwest Earthquake
49,656 49,656 
Other N.A. Earthquake48,805 48,871 
Japan Earthquake37,913 38,489 
Japan Windstorm22,079 23,374 
Europe Windstorm60,531 63,701 

Debt

Our total debt decreased by $10.7 million, or 14.6%, to $62.6 million from $73.3 million at December 31, 2023 due to a voluntary $10.0 million repayment in addition to quarterly installments. Refer to Note 9 “Debt and Credit Facilities” of the financial statements for further information.

Total shareholders’ equity
 
Total shareholders’ equity increased by $67.3 million to $663.4 million, compared to $596.1 million at December 31, 2023. The increase was primarily due to the net income of $70.2 million reported for the period, coupled with share-based compensation adjustment to additional paid-in capital. This was partially offset by $7.5 million of share repurchases in the open market at an average price of $13.68 per share (see Part II, Item 2. Unregistered Sales of Equity Securities and Use of Proceeds).
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Liquidity and Capital Resources

Refer to the “Liquidity and Capital Resources” section included in Item 7 of our 2023 Form 10-K for a general discussion of our liquidity and capital resources.

Liquidity
   
The following table summarizes our sources and uses of funds:
Nine months ended September 30
20242023
Total cash provided by (used in):
Operating activities$81,970 $(14,630)
Investing activities(97,222)(22,548)
Financing activities(19,364)(5,292)
Effect of currency exchange on cash(1)
619 (152)
Net cash outflows(33,997)(42,622)
Cash, beginning of period655,730 706,548 
Cash, end of period$621,733 $663,926 
(1) Cash includes unrestricted and restricted cash and cash equivalents - see Note 5 of the financial statements.

Cash provided by operating activities

The increase in cash provided by operating activities was driven mainly by the ebb and flow from our underwriting activities, which may vary significantly from period to period depending on the mix of business, the nature of underwriting opportunities available and volume of claims submitted to us by our cedents.

Cash used in investing activities

The increase in cash used for investing activities was driven mainly by the net contribution of $96.6 million in Solasglas for YTD 2024 compared to a net contribution of $23.0 million during the same period in 2023.

Cash used in financing activities

The increase in cash used in our financing activities was driven mainly by $7.5 million of share repurchases and $11.9 million of debt repayments during YTD 2024, compared to the debt refinancing in YTD 2023 in which we issued $75.0 million of debt to repay $62.1 million of the outstanding convertible senior notes, coupled with $17.2 million of repurchases of these notes.

Capital Resources

The following table summarizes our debt and capital structure:

 September 30, 2024December 31, 2023
Debt - outstanding principal$62,187 $74,062 
Shareholders’ equity
$663,418 $596,095 
Ratio of debt to shareholders’ equity
9.4 %12.4 %

The debt to shareholders’ equity provides an indication of our leverage and capital structure, along with some insights into our financial strength. In addition to the above capital, we also have LOC facilities to support our reinsurance business operations where we are not licensed or admitted as a reinsurer.

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Ordinary Shares

At September 30, 2024, there were 34,832,493 outstanding ordinary shares, a decrease of 504,239 since December 31, 2023, mainly due to 547,402 of share repurchases offset partially by issuance of RSs and ordinary shares for vested RSUs, net of forfeitures.

We expect that the existing capital base and internally generated funds will be sufficient to implement our business strategy for the foreseeable future. However, to provide us with flexibility and timely access to public capital markets should we require additional capital for working capital, capital expenditures, acquisitions, or other general corporate purposes, we have renewed our $200.0 million shelf registration by filing the Form S-3 registration statement with the SEC, which became effective on July 5, 2024, and will expire on July 1, 2027.  

Secured LOC Facilities

    As disclosed in Note 9 “Debt and Credit Facilities” of Q3 2024 Financials, the $275 million committed capacity under the Citi LOC agreement terminated on August 20, 2024. However, Citi continues providing the Citi LOC on an uncommitted basis.

Contractual Obligations and Commitments
 
At September 30, 2024, our contractual obligations and commitments by period due were as follows: 
Less than
 1 year		1-3 years3-5 yearsMore than
 5 years		Total
Operating activities
  Loss and loss adjustment expense reserves (1)
$385,297 $257,135 $95,716 $73,004 $811,152 
  Operating lease obligations
650 516 — — 1,166 
Financing activities
  Debt (2)
937 61,645 — — 62,582 
Total
$386,884 $319,296 $95,716 $73,004 $874,900 
(1) Due to the nature of our reinsurance operations, the amount and timing of the cash flows associated with our reinsurance contractual liabilities will fluctuate, perhaps materially, and, therefore, are highly uncertain.
(2) See Note 9 “Debt and Credit Facilities” of the financial statements.


Critical Accounting Estimates
 
Our financial statements contain certain amounts that are inherently subjective and have required management to make assumptions and best estimates to determine reported values. If certain factors, including those described in “Part II. Item 1A. Risk Factors” included in our 2023 Form 10-K, cause actual events or results to differ materially from our underlying assumptions or estimates. In that case, there could be a material adverse effect on our results of operations, financial condition, or liquidity. The most significant estimates relate to: premium revenues and risk transfer, loss and loss adjustment expense reserves, investment impairments, allowances for credit losses, and share-based compensation.

We believe that the critical accounting estimates discussion in “Part II. Item 7. — Management’s Discussion and Analysis of Financial Condition and Results on Operations” of our 2023 Form 10-K continues to describe the significant estimates and judgments included in the preparation of these financial statements.

Recent Accounting Pronouncements

At September 30, 2024, there were no recently issued accounting pronouncements that we have not yet adopted that we expect could have a material impact on our results of operations, financial condition, or liquidity. See Note 2 “Significant Accounting Policies” of the Q3 2024 Financials.

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Item 3.    QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
 
Refer to Item 7A included in our 2023 Form 10-K. There have been no material changes to this item since December 31, 2023.

Item 4. CONTROLS AND PROCEDURES
 
Disclosure Controls and Procedures
 
As required by Rules 13a-15 and 15d-15 of the Exchange Act, the Company has evaluated, with the participation of management, including the Chief Executive Officer and the Chief Financial Officer, the effectiveness of its disclosure controls and procedures (as defined in such rules) as of the end of the period covered by this report. Based on such evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in reports prepared in accordance with the rules and regulations of the SEC is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer and principal financial officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.
 
Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that the Company’s disclosure controls and procedures will prevent all errors and all frauds. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake.
 
Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls also is based, in part, upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.  
  
Changes in Internal Control Over Financial Reporting
 
There have been no changes in the Company’s internal control over financial reporting during the fiscal quarter ended September 30, 2024 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. The Company continues to review its disclosure controls and procedures, including its internal controls over financial reporting, and may from time to time make changes aimed at enhancing their effectiveness and to ensure that the Company’s systems evolve with its business.


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PART II — OTHER INFORMATION
 
Item 1.    LEGAL PROCEEDINGS
 
From time to time, in the normal course of business, we may be involved in formal and informal dispute resolution procedures, which may include arbitration or litigation, the outcomes of which determine our rights and obligations under our reinsurance contracts and other contractual agreements. In some disputes, we may seek to enforce our rights under an agreement or to collect funds owing to us. In other matters, we may resist attempts by others to collect funds or enforce alleged rights. While the final outcome of legal disputes cannot be predicted with certainty, we do not believe that any of our existing contractual disputes, when finally resolved, will have a material adverse effect on our business, financial condition or operating results. 
 
Item 1A. RISK FACTORS
 
Factors that could cause our actual results to differ materially from those in this report are any of the risks described in “Part I. Item 1A. Risk Factors” included in our 2023 Form 10-K, as filed with the SEC on March 5, 2024. Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations.
As of September 30, 2024, there have been no other material changes to the risk factors disclosed in “Part I. Item 1A. Risk Factors” included in our 2023 Form 10-K. We may disclose changes to such factors or disclose additional factors from time to time in our future filings with the SEC.

Item 2.    UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS 
 
Our Board has adopted a share repurchase plan (the “Plan”). The timing of such repurchases and the actual number of shares repurchased will depend on various factors, including price, market conditions, and applicable regulatory and corporate requirements. On May 3, 2024, our Board of Directors re-approved the Plan until June 30, 2025, authorizing us to repurchase up to $25.0 million of ordinary shares or securities convertible into ordinary shares in the open market, through privately negotiated transactions or Rule 10b5-1 stock trading plans. Any shares repurchased are canceled immediately upon repurchase. We are not required to repurchase any of the ordinary shares. The Plan may be modified, suspended, or terminated at the election of our Board of Directors at any time without prior notice.

The table below details the share repurchases that were made under the Plan during the three months ended September 30, 2024:
Shares Purchased Under Publicly Announced Repurchase Program
Period
Number of Shares Purchased
Average Price per Share
Maximum Dollar Amount Still Available Under Share Repurchase Plan
Beginning balance
$25,000,000 
July 1 - 31, 2024
— $— 25,000,000 
August 1 - 31, 2024
273,202 13.35 21,351,540 
September 1 - 30, 2024
274,200 14.00 17,512,240 
Total547,402 $17,512,240 

During the three months ended September 30, 2024, we repurchased 547,402 ordinary shares at an aggregate cost of $7.5 million at an average price of $13.68 per share.

Item 3.    DEFAULTS UPON SENIOR SECURITIES 
 
None.
 
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Item 4.    MINE SAFETY DISCLOSURES

Not applicable.
 

Item 5.    OTHER INFORMATION

(c) Insider Trading Arrangements and Related Disclosures

Our directors and executive officers may purchase or sell shares of our ordinary shares in the market from time to time, including pursuant to equity trading plans adopted in accordance with Rule 10b5-1 under the Exchange Act (“Rule 10b5-1”) and in compliance with guidelines specified by the Company. In accordance with Rule 10b5-1 and our insider trading policy, directors, officers, and certain employees who, at such time, are not in possession of material non-public information about the Company are permitted to enter into written plans that pre-establish amounts, prices and dates (or formula for determining the amounts, prices and dates) of future purchases or sales of the Company’s stock, including shares acquired pursuant to the Company’s equity plans (“Rule 10b5-1 Trading Plans”). Under Rule 10b5-1 Trading Plan, a broker executes trades pursuant to parameters established by the director or executive officer when entering into the plan, without further direction from them.

During the three months ended September 30, 2024, we did not have any Rule 10b5-1 trading arrangements or any “non-Rule 10b5-1 arrangements” (as defined in Item 408(a) of Regulation S-K) in place for our directors and officers.
 
Item 6.    EXHIBITS

10.1
31.1
31.2
32.1
32.2
101The following materials from the Company’s Quarterly Report on Form 10-Q for the three and nine months ended September 30, 2024 formatted in Inline XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets; (ii) the Condensed Consolidated Statements of Operations; (iii) the Condensed Consolidated Statements of Changes in Shareholders’ Equity; (iv) the Condensed Consolidated Statements of Cash Flows; and (v) the Notes to Condensed Consolidated Financial Statements.
104Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101)

* Furnished herewith.
 
 


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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.

 GREENLIGHT CAPITAL RE, LTD.
 (Registrant)
 By:/s/ GREGORY RICHARDSON
 Gregory Richardson
Director and Chief Executive Officer
(principal executive officer)
 November 4, 2024
 By:/s/ FARAMARZ ROMER
 Faramarz Romer
Chief Financial Officer
(principal financial and accounting officer)
 November 4, 2024
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