Watford Reports First Quarter 2020 Nasdaq Results: WTRE



[ad_1]

PEMBROKE, Bermuda, May 4, 2020 (GLOBE NEWSWIRE) – WATFORD HOLDINGS LTD. (“Watford” or the “Company”) (NASDAQ: WTRE) today reported a net loss of $ 267.8 million, after $ 1.2 million of preferred dividends, for the three months ended March 31, 2020, compared to net income of $ 47.6 million, after payment of $ 4.9 million in preferred dividends, for the same period in 2019. The book value per diluted ordinary share was $ 28.21 as of March 31, 2020, a decrease of 35.1% as of December 31, 2019. Quarterly results include:

  • Net loss available to common shareholders of $ 267.8 million, or $ (13.42) per diluted common share, compared to net income of $ 47.6 million, or $ 2.10 per diluted common share, for the first quarter of 2019;
  • Combined ratio of 104.4%, comprised of a loss ratio of 79.0%, an acquisition expense ratio of 20.3%, and a general and administrative expense ratio of 5.1%, compared to a ratio combined 104.1% for the first quarter of the previous year, comprised of a 75.9% loss ratio, a 23.3% acquisition expense ratio and a 4.9% administrative and general expense ratio;
  • Net interest income of $ 27.8 million, a 1.4% return on average net assets, for the first quarter of 2020, compared to net interest income of $ 30.4 million and a 1.5% return on average net assets for the first quarter of 2019;
  • Net investment loss of $ 262.7 million, a (13.0)% return on average net assets for the first quarter of 2020, compared to net investment income of $ 58.4 million and a return of 2.8% on net assets average for the first quarter of 2019; and
  • During the quarter, the Company repurchased 127,744 common shares at an average price of $ 22.42 per share for an aggregate cost of $ 2.9 million under the previously announced $ 50 million share repurchase program. As of March 31, 2020, up to approximately $ 47.1 million share buybacks were available under this program.

In addition, on March 11, 2020, the World Health Organization declared a pandemic in relation to the outbreak of the new coronavirus (COVID-19). The pandemic is causing unprecedented social disruption, global economic volatility, reduced liquidity in capital markets, and intervention by various governments around the world.

At this time, there are significant uncertainties around the maximum number of insurance claims and the extent of damage resulting from this pandemic. The Company’s estimates in its insurance and reinsurance business lines are based on currently available information derived from modeling techniques, preliminary claim information obtained from the Company’s clients and brokers, a review of relevant current contracts with exposure potential for the pandemic and estimates of recoverable reinsurance. These estimates include losses related only to claims incurred as of March 31, 2020. The actual losses from these events may vary materially from the estimates due to various factors, including the uncertainties inherent in making such determinations and the evolutionary nature of this pandemic.

Commenting on the first quarter 2020 financial results, Jon Levy, CEO of Watford, said:

“First of all, we would like to acknowledge the difficult times created by the COVID-19 pandemic and express how grateful we are to those who are on the front lines at the service of their communities. Watford is also committed to supporting our clients and customers during this stressful period. I would like to thank Watford’s broader team for their efforts to deliver the same level of excellence in operations in these extraordinarily difficult circumstances.

As reported in our press release on April 23, 2020, our results for the first quarter were greatly affected by the volatility of the investment market caused by the economic shutdown ordered by governments around the world. The pandemic has had significant impacts worldwide, and Watford took its share of that impact, although not to a greater extent than anticipated for an event of this magnitude.

Our net loss of $ 267.8 million for the quarter was driven by a net investment loss of $ 262.7 million. The net investment loss, in turn, was predominantly the result of $ 285.5 million of “market-to-market” unrealized losses in our non-investment grade fixed income portfolio.

Net interest income, a key factor of long-term shareholder value, remained stable and solid at $ 27.8 million, representing a quarterly return on net assets of 1.4%.

Our combined ratio for the quarter was 104.4% and 102.2% when adjusted for other underwriting income and certain corporate and nonrecurring expenses. While the COVID-19 pandemic has created significant areas of uncertainty for the property and casualty insurance industry, the impact on our first quarter underwriting results was not material as we believe that our business combination is less exposed to the business classes that are likely to be most affected.

Conditions in the insurance and reinsurance market continue to move in a favorable direction and we remain optimistic about our position in the market. “

Assurance

The following table summarizes the Company’s underwriting results:

Three months ended March 31
2020 2019 % Change
($ in thousands)
Gross written premiums $ 234,902 $ 186,689 25.8%
Net written premiums 186,700 145,387 28.4%
Net premiums earned 140,039 146,094 (4.1)%
Subscription income (loss) (1) (6,143 ) (5,970 ) (2.9)%
Point change%
Loss ratio 79.0 % 75.9 % 3.1%
Acquisition expense ratio 20.3 % 23.3 % (3.0)%
General and administrative expenses ratio 5.1 % 4.9 % 0.2%
Combined ratio 104.4 % 104.1 % 0.3%
Adjusted combined ratio (2) 102.2 % 102.3 % (0.1)%

(1) Underwriting income (loss) is a non-GAAP financial measure. USA And it is calculated as the net premiums earned, less the loss and loss adjustment expenses, the acquisition expenses and the general and administrative expenses. See “Comments on Regulation G” for more information, including a reconciliation of underwriting income (loss) with net income (loss) available to common shareholders.

(2) The adjusted combined ratio is a non-GAAP financial measure. USA And it is calculated by dividing the sum of the loss and loss adjustment expenses, acquisition expenses and general and administrative expenses, less certain corporate expenses, by the sum of the net premiums earned and other subscription income (losses). See “Comments on Regulation G” for more information, including a reconciliation of our adjusted combined ratio with our combined ratio.

The following table provides summary information on premiums written and earned by line of business:

Three months ended March 31
2020 2019
($ in thousands)
Gross written premiums:
Claims reinsurance $ 83,818 $ 75,601
Other specialized reinsurance 36,880 24,298
Real estate catastrophe reinsurance 9,832 5,992
Insurance and coinsurance programs. 104,372 80,798
Total $ 234,902 $ 186,689
Net written premiums:
Claims reinsurance $ 83,667 $ 75,065
Other specialized reinsurance 35,484 23,182
Real estate catastrophe reinsurance 9,832 5,982
Insurance and coinsurance programs. 57,717 41,158
Total $ 186,700 $ 145,387
Net premiums earned:
Claims reinsurance $ 52,765 $ 63,313
Other specialized reinsurance 35,364 44,561
Real estate catastrophe reinsurance 4,884 2,971
Insurance and coinsurance programs. 47,026 35,249
Total $ 140,039 $ 146,094

The following table shows the components of our loss expenses and loss adjustments for the three months ended March 31, 2020 and 2019:

Three months ended March 31
2020 2019
Loss and loss
Adjustment
Expenses
% cattle
Cousins
Loss and loss
Adjustment
Expenses
% cattle
Cousins
($ in thousands)
Current year $ 110,856 79.1 % $ 110,901 75.9 %
Previous year development (favorable) / adverse (180 ) (0.1 )% (51 ) %
Loss expenses and loss adjustment $ 110,676 79.0 % $ 110,850 75.9 %

Results for the three months ended March 31, 2020 versus 2019:

Gross and net premiums written in the first quarter of 2020 were 25.8% and 28.4% higher, respectively, than in the first quarter of 2019. The increase in gross and net written premiums reflects growth in all lines of business. Accident reinsurance and other specialty reinsurance premiums increased during the prior year quarter, primarily due to the increase in personal and commercial auto deeds.

Net premiums obtained in the first quarter of 2020 were 4.1% lower than in the first quarter of 2019. The decrease in premiums reflected a non-renewal of a multi-line quota contract within the claims reinsurance and an exposure not recurring within another specialized reinsurance obtained in the first quarter of 2019. This was partially offset by the increase in deeds in the insurance and coinsurance programs and, to a lesser extent, the reinsurance of real estate catastrophes.

The loss ratio was 79.0% in the first quarter of 2020 compared to 75.9% in the first quarter of 2019. The acquisition expense ratio was 20.3% in the first quarter of 2020, compared to 23.3% in the first quarter of 2019. In the first quarter of 2020, the increase in the loss ratio and the corresponding decrease in the acquisition expense ratio were due to incurred losses related to COVID-19 and affected other reinsurance businesses specialized. Part of this increase in losses is offset by decreases in commissions that are sensitive to losses, which are reflected as benefits for the acquisition index. Other movements reflect changes in the mix and the type of business. The development of the loss reserve from the previous year for the first quarters of 2020 and 2019 was essentially flat.

The general and administrative expenses index was 5.1% in the first quarter of 2020, compared to 4.9% in the first quarter of 2019. The increase of 0.2 points compared to the first quarter of the previous year was attributable to the continuous expenses of the public company. Excluding certain corporate expenses, our adjusted administrative and overhead rate was 3.0% in the first quarter of 2020 compared to 3.5% in the first quarter of 2019.

Investments

The following table summarizes the Company’s key investment returns on a consolidated basis:

Three months ended March 31
2020 2019
($ in thousands)
Interest income $ 37,824 $ 43,141
Investment management fees – related parties (4,352 ) (4,409 )
Loan and other miscellaneous investment expenses (5,669 ) (8,298 )
Net Interest Income 27,803 30,434
Gains (losses) made on investments (5,046 ) 1,282
Unrealized gains (losses) on investments (285,456 ) 32,438
Investment performance fees – related parties (5,800 )
Net investment income (loss) $ (262,699 ) $ 58,354
Unrealized gains on investments (balance sheet) $ 40,525 $ 32,106
Unrealized losses on investments (balance sheet) (413,791 ) (111,535 )
Unrealized net gains (losses) on investments (balance sheet) $ (373,266 ) $ (79,429 )
Net Interest Income Yield on Average Net Assets (1) 1.4 % 1.5 %
Non-investment grade portfolio (1) 1.7 % 1.9 %
Investment grade portfolio (1) 0.5 % 0.6 %
Return on net investment over average net worth (1) (13.0 )% 2.8 %
Non-investment grade portfolio (1) (17.4 )% 3.4 %
Investment grade portfolio (1) 0.8 % 1.1 %
Return on investment net on average total investments (excluding accumulated investment income) (2) (10.1 )% 2.1 %
Non-investment grade portfolio (2) (14.9 )% 2.7 %
Investment grade portfolio (2) 0.8 % 1.1 %

(1) The return on net interest income on average net assets and the return on net investment income on average net assets are calculated by dividing net interest income and net investment income (loss), respectively, between average net assets. Net assets are calculated as the sum of total investments, accumulated investment income, and accounts receivable for securities sold, less loans from revolving credit contracts, payable for securities purchased and payable for securities sold short. . For the three-month period, the average net asset is calculated using the averages for each quarterly period. However, for the investment grade portfolio component of these returns, loans from revolving credit contracts are not subtracted from the calculation of net assets. The separate components of these returns (non-investment grade portfolio and investment grade portfolio) are non-GAAP financial measures. USA Please refer to “Comments on Regulation G” for more information, including a reconciliation of these components of our return on net interest income on average net assets and the return on net investment income on average net assets.

(2) The return on net investment income on the average of total investments (excluding accumulated investment income) is calculated by dividing the net investment income by the average on total investments. For the three-month period, average total investments are calculated using the averages for each quarterly period. The separate components of these returns (non-investment grade portfolio and investment grade portfolio) are non-GAAP financial measures. USA See “Comments on Regulation G” for more information, including a reconciliation of these components of our net return on investment income to the average of total investments (excluding accumulated investment income).

The following tables summarize the composition of the Company’s investment grade and investment grade portfolios by sector as of March 31, 2020 and December 31, 2019:

March 31, 2020
Total Finance Health care Technology Customer service Industrial actions Consumer goods Petroleum gas All others (1)
($ in thousands)
Non-investment grade portfolio:
Term loan investments $ 906,999 $ 190,535 $ 195,084 $ 199,837 $ 98,518 $ 89,778 $ 40,415 $ 32,049 $ 60,783
Corporate bonds 240,570 24,927 43,028 15,702 49,761 27,585 19,947 18,522 41,098
Equity: specific sector 95,112 59,714 27,174 5,868 1,026 242 1,088
Short-term investments – specific sector 47,703 7,703 40,000
Subtotal 1,290,384 282,879 265,286 221,407 148,279 118,389 60,362 90,813 102,969
Equity: specific sector 26,148
Short-term investments – not sector specific 222,065
Asset-backed securities 140,613
Other investments 30,682
Mortgage-backed securities 8,529
Total portfolio without investment grade $ 1,718,421 $ 282,879 $ 265,286 $ 221,407 $ 148,279 $ 118,389 $ 60,362 $ 90,813 $ 102,969
Investment grade portfolio:
Corporate bonds $ 167,570 $ 62,046 $ 13,752 $ 12,135 $ 15,481 $ 14,133 $ 34,718 $ 7,346 $ 7,959
Short-term investments 74,093
US government bonds USA And government agencies 265,423
Non-US government bonds and government agencies 149,858
Asset-backed securities 113,583
Mortgage-backed securities 21,785
Municipal government bonds and government agencies 2,073
Total investment grade portfolio $ 794,385 $ 62,046 $ 13,752 $ 12,135 $ 15,481 $ 14,133 $ 34,718 $ 7,346 $ 7,959
Total investments $ 2,512,806 $ 344,925 $ 279,038 $ 233,542 $ 163,760 $ 132,522 $ 95,080 $ 98,159 $ 110,928

(1) Includes telecommunications, public services and basic materials.

December 31, 2019
Total Finance Health care Technology Customer service Industrial actions Consumer goods Petroleum gas All others (1)
($ in thousands)
Non-investment grade portfolio:
Term loan investments $ 1,061,934 $ 212,800 $ 221,982 $ 232,659 $ 121,434 $ 111,912 $ 46,827 $ 52,200 $ 62,120
Corporate bonds 213,841 17,547 19,160 10,972 28,144 13,822 23,491 27,632 73,073
Equity: specific sector 101,551 55,946 30,640 11,263 1,283 1,040 1,379
Short-term investments – specific sector 16,620 8,261 3,030 5,329
Subtotal 1,393,946 294,554 271,782 257,924 149,578 132,346 70,318 80,872 136,572
Equity: specific sector 23,586
Short-term investments – not sector specific 215,816
Asset-backed securities 190,738
Other investments 30,461
Mortgage-backed securities 7,706
Total portfolio without investment grade $ 1,862,253 $ 294,554 $ 271,782 $ 257,924 $ 149,578 $ 132,346 $ 70,318 $ 80,872 $ 136,572
Investment grade portfolio:
Corporate bonds $ 158,632 $ 72,707 $ 12,087 $ 8,035 $ 11,752 $ 10,548 $ 32,046 $ 5,734 $ 5,723
Short-term investments 96,867
US government bonds USA And government agencies 285,609
Non-US government bonds and government agencies 133,409
Asset-backed securities 145,433
Mortgage-backed securities 24,750
Municipal government bonds and government agencies 2,184
Total investment grade portfolio $ 846,884 $ 72,707 $ 12,087 $ 8,035 $ 11,752 $ 10,548 $ 32,046 $ 5,734 $ 5,723
Total investments $ 2,709,137 $ 367,261 $ 283,869 $ 265,959 $ 161,330 $ 142,894 $ 102,364 $ 86,606 $ 142,295

(1) Includes telecommunications, public services and basic materials.

The table below summarizes the credit quality of the Company’s investment grade and investment grade portfolios as of March 31, 2020 and December 31, 2019, as rated by Standard & Poor’s Financial Services, LLC, or Standard & Poor’s, Moody’s Investors Service, or Moody’s, Fitch Ratings Inc., or Fitch, Kroll Bond Rating Agency, or KBRA, or DBRS Morningstar, or DBRS, as applicable:

Credit Rating (1)
March 31, 2020 Fair value AAA AA A BBB Bed and breakfast yes CCC DC C re Not qualified
($ in thousands)
Non-investment grade portfolio:
Term loan investments $ 906,999 $ $ $ $ $ 10,277 $ 650,028 $ 161,307 $ 2,823 $ 1,314 $ 1,590 $ 79,660
Corporate bonds 240,570 5,933 14,447 84,955 118,847 1,872 3,699 10,817
Asset-backed securities 140,613 3,339 85,572 19,727 7,395 1,418 23,162
Mortgage-backed securities 8,529 1,190 2,552 4,787
Short-term investments 269,768 26,024 133,548 402 62,091 40,000 7,703
Total fixed income instruments and short-term investments 1,566,479 26,024 133,548 3,741 153,596 45,641 782,378 281,572 4,695 1,314 7,841 126,129
Other investments 30,682
Actions 121,260
Total portfolio without investment grade $ 1,718,421 $ 26,024 $ 133,548 $ 3,741 $ 153,596 $ 45,641 $ 782,378 $ 281,572 $ 4,695 $ 1,314 $ 7,841 $ 126,129
Investment grade portfolio:
Corporate bonds $ 167,570 $ $ 34,647 $ 76,063 $ 52,085 $ 4,775 $ $ $ $ $ $
US government bonds USA And government agencies 265,423 265,423
Asset-backed securities 113,583 1,628 15,980 95,975
Mortgage-backed securities 21,785 4,600 17,185
Non-US government bonds and government agencies 149,858 149,858
Municipal government bonds and government agencies 2,073 1,023 570 480
Short-term investments 74,093 4,150 21,239 48,704
Total investment grade portfolio $ 794,385 $ 6,801 $ 471,737 $ 97,123 $ 213,949 $ 4,775 $ $ $ $ $ $
Total $ 2,512,806 $ 32,825 $ 605,285 $ 100,864 $ 367,545 $ 50,416 $ 782,378 $ 281,572 $ 4,695 $ 1,314 $ 7,841 $ 126,129

(1) For individual fixed-maturity investments, Standard & Poor’s ratings are used. In the absence of a Standard & Poor’s rating, Moody’s ratings are used, followed by Fitch ratings, followed by KBRA and DBRS ratings.

Credit Rating (1)
December 31, 2019 Fair value AAA AA A BBB Bed and breakfast yes CCC DC C re Not qualified
($ in thousands)
Non-investment grade portfolio:
Term loan investments $ 1,061,934 $ $ $ $ $ 9,617 $ 761,168 $ 215,909 $ 6,823 $ 2,119 $ $ 66,298
Corporate bonds 213,841 9,003 58,345 135,613 10,880
Asset-backed securities 190,738 4,002 105,706 29,695 18,381 32,954
Mortgage-backed securities 7,706 976 2,497 4,233
Short-term investments 232,436 116,805 34,903 64,108 8,359 8,261
Total fixed income instruments and short-term investments 1,706,655 116,805 38,905 169,814 49,291 837,894 359,881 6,823 2,119 2,497 122,626
Other Investments 30,461
Equities 125,137
Total Non-Investment Grade Portfolio $ 1,862,253 $ $ 116,805 $ 38,905 $ 169,814 $ 49,291 $ 837,894 $ 359,881 $ 6,823 $ 2,119 $ 2,497 $ 122,626
Investment Grade Portfolio:
Corporate bonds $ 158,632 $ $ 36,128 $ 81,401 $ 41,103 $ $ $ $ $ $ $
U.S. government and government agency bonds 285,609 285,609
Asset-backed securities 145,433 2,006 25,177 118,250
Mortgage-backed securities 24,750 1,100 23,650
Non-U.S. government and government agency bonds 133,409 132,460 949
Municipal government and government agency bonds 2,184 1,135 573 476
Short-term investments 96,867 25,783 20,037 51,047
Total Investment Grade Portfolio $ 846,884 $ 28,924 $ 474,807 $ 108,154 $ 234,999 $ $ $ $ $ $ $
Total $ 2,709,137 $ 28,924 $ 591,612 $ 147,059 $ 404,813 $ 49,291 $ 837,894 $ 359,881 $ 6,823 $ 2,119 $ 2,497 $ 122,626

(1) For individual fixed maturity investments, Standard & Poor’s ratings are used. In the absence of a Standard & Poor’s rating, ratings from Moody’s are used, followed by ratings from Fitch, followed by ratings from KBRA, followed by ratings from DBRS.

Corporate Function

The Company has a corporate function that includes general and administrative expenses related to corporate activities, interest expense, net foreign exchange gains (losses), income tax expense and items related to the Company’s contingently redeemable preference shares.

The Company incurred an interest expense of $ 2.9 million for the three months ended March 31, 2020, in relation to the Company’s 6.5% senior notes issued on July 2, 2019. Interest is paid semi-annually in arrears on January 2 and July 2.

Preference dividends were $ 1.2 million and $ 4.9 million for the three months ended March 31, 2020 and 2019, respectively.

During the quarter, the Company repurchased 127,744 common shares at an average price of $ 22.42 per share for an aggregate cost of $ 2.9 million. As of March 31, 2020, up to approximately $ 47.1 million of share repurchases were available under the program. In light of COVID-19 and the uncertain economic outlook, the Company has temporarily halted repurchases under the program.

Conference Call

The Company will hold a conference call on Tuesday, May 5, 2020 at 1:00 p.m. Eastern time to discuss its 2020 first quarter results. The Company also plans to discuss how the COVID-19 pandemic could impact its underwriting and investment portfolios in future periods and certain actions the Company has taken in response to the crisis. A live webcast of this call will be available via the Investors section of the Company’s website at http://investors.watfordre.com. A replay of the conference call will also be available via the Investors section of the Company’s website beginning on May 6, 2020.

About Watford Holdings Ltd.

Watford Holdings Ltd. is a global property and casualty insurance and reinsurance company with approximately $ 788.9 million in capital as of March 31, 2020, comprised of: $ 172.5 million of senior notes, $ 52.3 million of contingently redeemable preference shares and $ 564.1 million of common shareholders’ equity, with operations in Bermuda, the United States and Europe. Its operating subsidiaries have been assigned financial strength ratings of “A-” (Excellent) from A.M. Best and “A” from Kroll Bond Rating Agency. On May 1, 2020, A.M. Best announced that it had placed under review with negative implications the financial strength ratings of our operating subsidiaries.

CONSOLIDATED BALANCE SHEETS (UNAUDITED)

(Unaudited)
March 31st, December 31,
2020 2019
Assets ($ in thousands)
Investments:
Term loans, fair value option (Amortized cost: $ 1,113,510 and $ 1,113,212) $ 906,999 $ 1,061,934
Fixed maturities, fair value option (Amortized cost: $ 504,750 and $ 432,576) 392,452 416,594
Short-term investments, fair value option (Cost: $ 348,059 and $ 325,542) 343,861 329,303
Equity securities, fair value option 58,091 59,799
Other investments, fair value option 30,682 30,461
Investments, fair value option 1,732,085 1,898,091
Fixed maturities, available for sale (Amortized cost: $ 749,835 and $ 739,456) 717,552 745,708
Equity securities, fair value through net income 63,169 65,338
Total investments 2,512,806 2,709,137
Cash and cash equivalents 96,580 102,437
Accrued investment income 16,344 14,025
Premiums receivable 281,541 273,657
Reinsurance recoverable on unpaid and paid losses and loss adjustment expenses 197,458 170,974
Prepaid reinsurance premiums 128,570 132,577
Deferred acquisition costs, net 71,402 64,044
Receivable for securities sold 26,789 16,288
Intangible assets 7,650 7,650
Funds held by reinsurers 40,520 42,505
Other assets 27,287 17,562
Total assets $ 3,406,947 $ 3,550,856
Liabilities
Reserve for losses and loss adjustment expenses $ 1,300,249 $ 1,263,628
Unearned premiums 478,663 438,907
Losses payable 46,424 61,314
Reinsurance balances payable 71,204 77,066
Payable for securities purchased 63,829 18,180
Payable for securities sold short 30,076 66,257
Revolving credit agreement borrowings 576,486 484,287
Senior notes 172,486 172,418
Amounts due to affiliates 4,168 4,467
Investment management and performance fees payable 5,428 17,762
Other liabilities 41,552 21,912
Total liabilities $ 2,790,565 $ 2,626,198
Commitments and contingencies
Contingently redeemable preference shares 52,328 52,305
Shareholders ’equity
Common shares ($ 0.01 pair; shares authorized: 120 million; shares issued: 22,703,170 and 22,692,300) 227 227
Additional payment in capital 898,693 898,083
Retained earnings (deficit) (224,737 ) 43,470
Accumulated other comprehensive income (loss) (32,206 ) 5,629
Common shares held in treasury, at cost (shares: 2,917,149 and 2,789,405) (77,923 ) (75,056 )
Total shareholders ’equity 564,054 872,353
Total liabilities, contingently redeemable preference shares and shareholders’ equity $ 3,406,947 $ 3,550,856

CONSOLIDATED STATEMENTS OF INCOME (LOSS) AND COMPREHENSIVE INCOME (LOSS) (UNAUDITED)

(Unaudited)
Three months ended March 31
2020 2019
Revenues ($ in thousands except share and per share data)
Gross premiums written $ 234,902 $ 186,689
Gross premiums ceded (48,202 ) (41,302 )
Net premiums written 186,700 145,387
Change in unearned premiums (46,661 ) 707
Net premiums earned 140,039 146,094
Other underwriting income (loss) 133 592
Interest income 37,824 43,141
Investment management fees – related parties (4,352 ) (4,409 )
Borrowing and miscellaneous other investment expenses (5,669 ) (8,298 )
Net interest income 27,803 30,434
Realized and unrealized gains (losses) on investments (290,502 ) 33,720
Investment performance fees – related parties (5,800 )
Net investment income (loss) (262,699 ) 58,354
Total revenues (122,527 ) 205,040
Expenses
Loss and loss adjustment expenses (110,676 ) (110,850 )
Acquisition expenses (28,367 ) (33,974 )
General and administrative expenses (7,139 ) (7,240 )
Interest expenses (2,912 )
Net foreign exchange gains (losses) 5,013 (437 )
Total expenses (144,081 ) (152,501 )
Income (loss) before income taxes (266,608 ) 52,539
Income from tax expenses
Net income (loss) before preference dividends (266,608 ) 52,539
Preference dividends (1,171 ) (4,907 )
Net income (loss) available to common shareholders $ (267,779 ) $ 47,632
Other comprehensive income (loss) net of income tax:
Available-for-sale investments:
Unrealized holding gains (losses) arising during the period $ (28,431 ) $ 3,915
Unrealized foreign currency gains (losses) arising during the period (7,699 ) 1,130
Credit loss recognized in net income (loss) 563
Reclassification of net realized (gains) losses, net of income taxes, included in net income (loss) (2,405 ) (229 )
Unrealized holding gains (losses) of available for sale investments (37,972 ) 4,816
Foreign currency translation adjustments 137 (165 )
Other comprehensive income (loss) net of income tax (37,835 ) 4,651
Comprehensive income (loss) $ (305,614 ) $ 52,283
Earnings (loss) per share:
Basic and diluted $ (13.42 ) $ 2.10
Weighted average number of ordinary shares used in the determination of earnings (loss) per share:
Basic and diluted 19,951,932 22,682,875
Three months ended March 31
2020 2019
Numerator: ($ in thousands except share and per share data)
Net income (loss) before preference dividends $ (266,608 ) $ 52,539
Preference dividends (1,171 ) (4,907 )
Net income (loss) available to common shareholders $ (267,779 ) $ 47,632
Denominator:
Weighted average common shares outstanding – basic and diluted (1) 19,951,932 22,682,875
Earnings (loss) per common share:
Basic and diluted $ (13.42 ) $ 2.10

(1) The weighted average non-vested restricted share units are excluded from the calculation of diluted weighted average common shares outstanding for the three months ended March 31, 2020, due to a net loss reported.

March 31st, December 31, September 30, June 30, March 31st,
2020 2019 2019 2019 2019
Numerator: ($ in thousands except share and per share data)
Total shareholders ’equity $ 564,054 $ 872,353 $ 960,773 $ 961,296 $ 941,891
Denominator:
Common shares outstanding – basic 19,863,328 19,976,397 22,765,802 22,765,802 22,682,875
Effect of dilutive common share equivalents:
Non-vested restricted share units (1) 131,277 82,360 82,360 82,360
Common shares outstanding – diluted 19,994,605 20,058,757 22,848,162 22,848,162 22,682,875
Book value per common share $ 28.40 $ 43.67 $ 42.20 $ 42.23 $ 41.52
Book value per diluted common share $ 28.21 $ 43.49 $ 42.05 $ 42.07 $ 41.52

(1) During the first quarter of 2020, the Company granted 63,591 restricted share units and common shares to certain employees and directors, 48,917 of which are non-vested as of March 31, 2020. During the second quarter of 2019, the Company granted 165,287 restricted share units and common shares to certain employees and directors, 82,360 of which are non-vested as of March 31, 2020.

Comments on Regulation G

Throughout this release, the Company presents its operations in the way it believes will be the most meaningful and useful to investors, analysts, rating agencies and others who use the Company’s financial information in evaluating the performance of the Company and that investors and such other persons benefit from having a consistent basis for comparison between quarters and for comparison with other companies within the industry. These measures may not, however, be comparable to similarly titled measures used by companies outside of the insurance industry. Investors are cautioned not to place undue reliance on these non-U.S. GAAP financial measures in assessing the Company’s overall financial performance.

This presentation includes the use of “underwriting income (loss)” (which is defined as net premiums earned less loss and loss adjustment expenses, acquisition expenses and general and administrative expenses), “adjusted underwriting income (loss)” (which is defined as underwriting income (loss) plus other underwriting income (loss) less certain corporate expenses), and “adjusted combined ratio” (which is calculated by dividing the sum of loss and loss adjustment expenses, acquisition expenses and general and administrative expenses, less certain corporate expenses, by the sum of net premiums earned and other underwriting income (loss)). Certain corporate expenses are generally comprised of non-recurring costs of the holding company, such as costs associated with the initial setup of subsidiaries, as well as costs associated with the ongoing operations of the holding company such as compensation of certain executives.

The presentation of underwriting income (loss), adjusted underwriting income (loss) and the adjusted combined ratio are non-U.S. GAAP financial measures as defined in Regulation G. The reconciliation of such measures to net income (loss) available to common shareholders (the most directly comparable U.S. GAAP financial measure) in accordance with Regulation G is included on the following pages of this release.

Underwriting income (loss) is useful in evaluating our underwriting performance, without regard to other underwriting income (losses), net investment income (losses), net foreign exchange gains (losses), interest expense, income tax expenses and preference dividends, and adjusted underwriting income (loss) is useful in evaluating our underwriting performance, without regard to net investment income (losses), net foreign exchange gains (losses), interest expense, income tax expenses, preference dividends and certain corporate expenses, and the adjusted combined ratio is a key indicator of our profitability, without regard to certain corporate expenses.  The Company believes that preference dividends, income tax expense, foreign exchange gains (losses), interest expense, net investment income (loss), other underwriting income (loss) and certain corporate expenses in any particular period are not indicative of the performance of, or trends in, the Company’s underwriting performance. Although preference dividends, income tax expense, foreign exchange gains (losses), interest expense, net investment income (loss) and other underwriting income (loss) are an integral part of the Company’s operations, the decision to realize investment gains or losses, the recognition of the change in the carrying value of investments accounted for using the fair value option in net realized gains or losses, and the recognition of foreign exchange gains or losses are independent of the underwriting process and result, in large part, from general economic and financial market conditions. Furthermore, certain users of the Company’s financial information believe that, for many companies, the timing of the realization of investment gains or losses is largely opportunistic. The Company believes that certain corporate expenses, due to their non-recurring nature, are not indicative of the performance of, or trends in, the Company’s business performance. Due to these reasons, the Company excludes preference dividends, income tax expense, foreign exchange gains (losses), interest expense, net investment income (loss), other underwriting income (loss) from the calculation of underwriting income (loss), and excludes preference dividends, income tax expense, foreign exchange gains (losses), interest expense, net investment income (loss) and certain corporate expenses from the calculation of adjusted underwriting income (loss) and the adjusted combined ratio.

The Company believes that showing underwriting income (loss), adjusted underwriting income (loss) and the adjusted combined ratio exclusive of the items referred to above reflects the underlying fundamentals of the Company’s business since the Company evaluates the performance of its business using underwriting income (loss), adjusted underwriting income (loss) and the adjusted combined ratio. The Company believes that this presentation enables investors and other users of the Company’s financial information to analyze the Company’s performance in a manner similar to how the Company’s management analyzes performance. The Company also believes that this measure follows industry practice and, therefore, allows the users of the Company’s financial information to compare the Company’s performance with its industry peer group. The Company believes that the equity analysts and certain rating agencies, which follow the Company and the insurance industry as a whole generally exclude these items from their analysis for the same reasons.

This presentation also includes the non-investment grade portfolio and investment grade portfolio components of our investment returns: “net interest income yield on average net assets” (calculated as net interest income divided by average net assets), “net investment income return on average total investments (excluding accrued investment income)” (calculated as net investment income divided by average total investments), and “net investment income return on average net assets” (calculated as net investment income divided by average net assets). Net assets is calculated as the sum of total investments, accrued investment income and receivables for securities sold, less revolving credit agreement borrowings, payable for securities purchased and payables for securities sold short. For the three-month period, average net assets is calculated using the averages of each quarterly period. However, for the investment grade portfolio component of these returns, the impact of the revolving credit agreement borrowings is not subtracted from net interest income, net investment income (loss) or the net assets calculation.

The presentation of the separate components of our investment returns (non-investment grade portfolio and investment grade portfolio) are non-U.S. GAAP financial measures as defined in Regulation G. The reconciliation of such measures to net interest income and net investment income (loss), the most directly comparable U.S. GAAP financial measures, in accordance with Regulation G is included on the following pages of this release.

The non-investment grade portfolio and investment grade portfolio components of our investment returns (net interest income yield on average net assets, net investment income return on average net assets and on average total investments (excluding accrued investment income), respectively) are useful in evaluating our investment performance. The non-investment grade portfolio components of these investment returns reflect the performance of our investment strategy under HPS Investment Partners, LLC (“HPS”), which includes the use of leverage. The investment grade portfolio component of these returns reflects the performance of the investment portfolios that predominantly support our underwriting collateral.

The following tables present a reconciliation of underwriting income (loss) to net income (loss) available to common shareholders, and a reconciliation of adjusted underwriting income (loss) to underwriting income (loss):

Three months ended March 31
2020 2019
($ in thousands)
Net income (loss) available to common shareholders $ (267,779 ) $ 47,632
Preference dividends 1,171 4,907
Net income (loss) before dividends (266,608 ) 52,539
Income from tax expenses
Interest expenses 2,912
Net foreign exchange (gains) losses (5,013 ) 437
Net investment (income) loss 262,699 (58,354 )
Other underwriting (income) loss (133 ) (592 )
Underwriting income (loss) (6,143 ) (5,970 )
Certain corporate expenses 2,996 1,963
Other underwriting income (loss) 133 592
Adjusted underwriting income (loss) $ (3,014 ) $ (3,415 )

The adjusted combined ratio reconciles to the combined ratio for the three months ended March 31, 2020 and 2019 as follows:

Three months ended March 31
2020 2019
Amount Adjustment How
Adjusted
Amount Adjustment How
Adjusted
($ in thousands)
Losses and loss adjustment expenses $ 110,676 $ $ 110,676 $ 110,850 $ $ 110,850
Acquisition expenses 28,367 28,367 33,974 33,974
General & administrative expenses (1) 7,139 (2,996 ) 4,143 7,240 (1,963 ) 5,277
Net premiums earned (1) 140,039 133 140,172 146,094 592 146,686
Loss ratio 79.0 % 75.9 %
Acquisition expense ratio 20.3 % 23.3 %
General & administrative expense ratio (1) 5.1 % 4.9 %
Combined ratio 104.4 % 104.1 %
Adjusted loss ratio 79.0 % 75.6 %
Adjusted acquisition expense ratio 20.2 % 23.2 %
Adjusted general & administrative expense ratio 3.0 % 3.5 %
Adjusted combined ratio 102.2 % 102.3 %

(1) Adjustments include certain corporate expenses, which are deducted from general and administrative expenses, and other underwriting income (loss), which is added to net premiums earned.

The following tables summarize the components of our total investment return for the three months ended March 31, 2020 and 2019:

Three Months Ended March 31, 2020 Three Months Ended March 31, 2019
Non-Investment Grade Investment Grade Cost of U/W Collateral (4) Total Non-Investment Grade Investment Grade Cost of U/W Collateral (4) Total
($ in thousands)
Interest income $ 32,764 $ 5,060 $ $ 37,824 $ 37,339 $ 5,802 $ $ 43,141
Investment management fees – related parties (3,973 ) (379 ) (4,352 ) (4,071 ) (338 ) (4,409 )
Borrowing and miscellaneous other investment expenses (2,591 ) (225 ) (2,853 ) (5,669 ) (4,858 ) (204 ) (3,236 ) (8,298 )
Net interest income 26,200 4,456 (2,853 ) 27,803 28,410 5,260 (3,236 ) 30,434
Net realized gains (losses) on investments (7,225 ) 2,179 (5,046 ) 1,319 (37 ) 1,282
Net unrealized gains (losses) on investments (1) (285,493 ) 37 (285,456 ) 27,625 4,813 32,438
Investment performance fees – related parties (5,800 ) (5,800 )
Net investment income (loss) $ (266,518 ) $ 6,672 $ (2,853 ) $ (262,699 ) $ 51,554 $ 10,036 $ (3,236 ) $ 58,354
Average total investments (2) $ 1,790,337 $ 820,635 $ $ 2,610,972 $ 1,895,843 $ 888,424 $— $ 2,784,267
Average net assets (3) $ 1,530,825 $ 826,062 $ (328,750 ) $ 2,028,137 $ 1,506,245 $ 886,927 $ (316,987 ) $ 2,076,185
Net interest income yield on average net assets (3) 1.7 % 0.5 % 1.4 % 1.9 % 0.6 % 1.5 %
Net investment income return on average total investments (excluding accrued investment income) (2) (14.9 )% 0.8 % (10.1 )% 2.7 % 1.1 % 2.1 %
Net investment income return on average net assets (3) (17.4 )% 0.8 % (0.9 )% (13.0 )% 3.4 % 1.1 % (1.0 )% 2.8 %

(1) Net unrealized gains (losses) on investments excludes unrealized gains and losses from the available for sale portfolios, which are recorded in other comprehensive income.

(2) Net investment income return on average total investments (excluding accrued investment income) is calculated by dividing net investment income by average total investments. For the three-month period, average total investments is calculated using the average of the beginning and ending balance of each quarterly period. However, for the investment grade portfolio component of these returns, the impact of revolving credit agreement borrowings is not subtracted from net investment income.

(3) Net interest income yield on average net assets and net investment income return on average net assets are calculated by dividing net interest income, and net investment income (loss), respectively, by average net assets. For the non-investment grade component of investment returns and total investment returns, net assets is calculated as the sum of total investments, accrued investment income and receivables for securities sold, less total revolving credit agreement borrowings, payable for securities purchased and payable for securities sold short.  However, for the investment grade portfolio component of these returns, the impact of the revolving credit agreement borrowings is not subtracted from net interest income, net investment income (loss), or the net assets calculation.

(4) The cost of underwriting collateral is calculated as the revolving credit agreement expenses for the investment grade portfolios divided by the average total revolving credit agreement borrowings for the investment grade portfolios during the period.

As of March 31, 2020 As of March 31, 2019
Non-Investment Grade Investment
Grade
Borrowings for U/W Collateral Total Non-Investment Grade Investmen
Grade
Borrowings for U/W Collateral Total
($ in thousands)
Average total investments – QTD $ 1,790,337 $ 820,635 $ $ 2,610,972 $ 1,895,843 $ 888,424 $ $ 2,784,267
Average net assets – QTD 1,530,825 826,062 (328,750 ) 2,028,137 1,506,245 886,927 (316,987 ) 2,076,185
Total investments $ 1,718,421 $ 794,385 $ $ 2,512,806 $ 1,909,095 $ 921,071 $ $ 2,830,166
Accrued Investment Income 12,312 4,032 16,344 13,300 4,046 17,346
Receivable for Securities Sold 22,329 4,460 26,789 62,365 201 62,566
Less: Payable for Securities Purchased 61,834 1,995 63,829 83,189 12,388 95,577
Less: Payable for Securities Sold Short 30,076 30,076 28,737 28,737
Less: Revolving credit agreement borrowings 247,736 328,750 576,486 326,256 326,487 652,743
Net assets $ 1,413,416 $ 800,882 $ (328,750 ) $ 1,885,548 $ 1,546,578 $ 912,930 $ (326,487 ) $ 2,133,021
Non-investment grade borrowing ratio (1) 17.50 % 21.10 %
Unrealized gains on investments $ 25,439 $ 15,086 $ $ 40,525 $ 28,066 $ 4,040 $ $ 32,106
Unrealized losses on investments (366,188 ) (47,603 ) (413,791 ) (104,700 ) (6,835 ) (111,535 )
Net unrealized gains (losses) on investments $ (340,749 ) $ (32,517 ) $ $ (373,266 ) $ (76,634 ) $ (2,795 ) $ $ (79,429 )

(1) The non-investment grade borrowing ratio is calculated as revolving credit agreement borrowings divided by net assets.

Cautionary Note Regarding Forward-Looking Statements

The Private Securities Litigation Reform Act of 1995 (the “PSLRA”) provides a “safe harbor” for forward-looking statements. This release or any other written or oral statements made by or on behalf of the Company may include forward-looking statements, which reflect the Company’s current views with respect to future events and financial performance. All statements other than statements of historical fact included in or incorporated by reference in this release are forward-looking statements. Forward-looking statements, for purposes of the PSLRA or otherwise, can generally be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe” or “continue” and similar statements of a future or forward-looking nature or their negative or variations or similar terminology. These forward-looking statements include statements regarding the Company’s return on equity potential and prospects for further book value growth.

Forward-looking statements involve the Company’s current assessment of risks and uncertainties. Actual events and results may differ materially from those expressed or implied in these statements. Important factors that could cause actual events or results to differ materially from those indicated in such statements are discussed below and elsewhere in this release and in the Company’s periodic reports filed with the Securities and Exchange Commission (the “SEC”), and include:

  • our limited operating history;
  • fluctuations in the results of our operations;
  • our ability to compete successfully with more established competitors;
  • our losses exceeding our reserves;
  • downgrades, potential downgrades or other negative actions by rating agencies, including A.M. Best’s recent announcement that it has placed under review with negative implications the financial strength and credit ratings of our operating subsidiaries;
  • our dependence on key executives and inability to attract qualified personnel, or the potential loss of Bermudian personnel as a result of Bermuda employment restrictions;
  • our dependence on letter of credit facilities that may not be available on commercially acceptable terms;
  • our potential inability to pay dividends or distributions;
  • our potential need for additional capital in the future and the potential unavailability of such capital to us on favorable terms or at all;
  • our dependence on clients’ evaluations of risks associated with such clients’ insurance underwriting;
  • the suspension or revocation of our subsidiaries’ insurance licenses;
  • Watford Holdings potentially being deemed an investment company under U.S. federal securities law;
  • the potential characterization of us and/or any of our subsidiaries as a passive foreign investment company (“PFIC”);
  • our dependence on certain subsidiaries of Arch Capital Group Ltd. (“Arch”) for services critical to our underwriting operations;
  • changes to our strategic relationship with Arch or the termination by Arch of any of our services agreements or quota share agreements;
  • our dependence on HPS and Arch Investment Management Ltd. (“AIM”) to implement our investment strategy;
  • the termination by HPS or AIM of any of our investment management agreements;
  • risks associated with our investment strategy being greater than those faced by competitors;
  • changes in the regulatory environment;
  • our potentially becoming subject to U.S. federal income taxation;
  • our potentially becoming subject to U.S. withholding and information reporting requirements under the U.S. Foreign Account Tax Compliance Act (“FATCA”) provisions;
  • our ability to complete acquisitions and integrate businesses successfully;
  • adverse general economic and market conditions, including those caused by pandemics, including COVID-19, and government actions in response thereto; and
  • the other matters set forth under Item 1A “Risk Factors,” Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations,” and other sections of the Company’s Annual Report on Form 10-K, as well as the other factors set forth in the Company’s other documents on file with the SEC, and management’s response to any of the aforementioned factors.

All subsequent written and oral forward-looking statements attributable to the Company or persons acting on its behalf are expressly qualified in their entirety by these cautionary statements. The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with other cautionary statements that are included herein or elsewhere. The Company undertakes no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise.

Contact

Robert L. Hawley: (441) 278-3456

[email protected]

[ad_2]