HAMILTON, Bermuda, March 01, 2023 (GLOBE NEWSWIRE) -- Enstar Group Limited (Nasdaq: ESGR) filed its annual report on Form 10-K with the SEC earlier today. An audio presentation reviewing the fourth quarter and full year 2022 results with expanded commentary is available on Enstar's investor relations website at investor.enstargroup.com.
Fourth Quarter 2022 Highlights:
* Non-GAAP measure; refer to "Non-GAAP Financial Measures" further below for explanatory notes and a reconciliation to the most directly comparable GAAP measure.
Dominic Silvester, Enstar CEO, said:
“We are pleased to report strong fourth quarter results as we grew book value by 8.4% providing us with a positive end to a challenging 2022. While our annual performance was impacted by headwinds in the investment markets, our claims management function continues to outperform the industry driving prior period reserve savings of $756 million for the year.
2022 was another record M&A year as we acquired $2.7 billion of incremental reserves, including completing and integrating one of our largest-ever loss portfolio transfers with Aspen. That activity has continued into 2023, as we just announced a $1.9 billion ground up LPT with QBE, and a second AUD$360 million transaction with Royal Automobile Club of Queensland. We remain well-positioned to capitalize on our robust pipeline so long as opportunities align with our risk parameters and return hurdles.
We expect to continue as the dominant player in the legacy market in 2023. Our balance sheet remains strong, and our scale, operational capabilities, and highly differentiated claims expertise will support accretive opportunities with new and long-standing partners while driving long-term value to our shareholders.”
Year ended December 31, 2022 Highlights:
* Non-GAAP measure; refer to "Non-GAAP Financial Measures" further below for explanatory notes and a reconciliation to the most directly comparable GAAP measure.
Key Financial and Operating Metrics
We use the following GAAP and Non-GAAP measures to monitor the performance of and manage the company:
Year Ended | |||||||||||||||||||||
December 31, 2022 | December 31, 2021 | $ / pp / bp Change | December 31, 2020 | $ / pp / bp Change | |||||||||||||||||
(in millions of U.S. dollars, except per share data) | |||||||||||||||||||||
Key Earnings Metrics | |||||||||||||||||||||
Net (loss) earnings attributable to Enstar ordinary shareholders | $ | (906 | ) | $ | 502 | $ | (1,408 | ) | $ | 1,723 | $ | (1,221 | ) | ||||||||
Adjusted operating (loss) income attributable to Enstar ordinary shareholders* | $ | (61 | ) | $ | 565 | $ | (626 | ) | $ | 1,580 | $ | (1,015 | ) | ||||||||
ROE | (15.6 | )% | 7.9 | % | (23.5 | ) | pp | 38.4 | % | (30.5 | ) | pp | |||||||||
Adjusted ROE* | (1.1 | )% | 10.1 | % | (11.2 | ) | pp | 41.9 | % | (31.8 | ) | pp | |||||||||
Key Run-off Metrics | |||||||||||||||||||||
Prior period development | $ | 756 | $ | 403 | $ | 353 | $ | 32 | $ | 371 | |||||||||||
Adjusted prior period development* | $ | 489 | $ | 381 | $ | 108 | $ | 287 | $ | 94 | |||||||||||
RLE | 6.3 | % | 3.9 | % | 2.4 | pp | 0.4 | % | 3.5 | pp | |||||||||||
Adjusted RLE* | 3.9 | % | 3.6 | % | 0.3 | pp | 3.5 | % | 0.1 | pp | |||||||||||
Key Investment Return Metrics | |||||||||||||||||||||
Total investable assets | $ | 19,540 | $ | 21,708 | $ | (2,168 | ) | $ | 17,266 | $ | 4,442 | ||||||||||
Adjusted total investable assets* | $ | 21,367 | $ | 21,619 | $ | (252 | ) | $ | 16,706 | $ | 4,913 | ||||||||||
Investment book yield | 2.47 | % | 1.84 | % | 63 | bp | 2.53 | % | (69 | ) | bp | ||||||||||
TIR | (9.0 | )% | 2.0 | % | (11.0 | ) | pp | 14.6 | % | (12.6 | ) | pp | |||||||||
Adjusted TIR* | (0.2 | )% | 3.6 | % | (3.8 | ) | pp | 12.4 | % | (8.8 | ) | pp | |||||||||
Key Shareholder Metrics | |||||||||||||||||||||
Book value per ordinary share | $ | 246.20 | $ | 329.20 | $ | (83.00 | ) | $ | 293.97 | $ | 35.23 | ||||||||||
Adjusted book value per ordinary share* | $ | 243.09 | $ | 323.43 | $ | (80.34 | ) | $ | 288.56 | $ | 34.87 |
pp - Percentage point(s)bp - Basis point(s)*Non-GAAP measure; refer to "Non-GAAP Financial Measures" further below for explanatory notes and a reconciliation to the most directly comparable GAAP measure.
Results of Operations By Segment - For the Years Ended December 31, 2022, 2021 and 2020
Run-off Segment
The following is a discussion and analysis of the results of operations for our Run-off segment.
2022 | 2021 | Change | 2020 | Change | |||||||||||||||
INCOME | (in millions of U.S. dollars) | ||||||||||||||||||
Net premiums earned | $ | 40 | $ | 182 | $ | (142 | ) | $ | 59 | $ | 123 | ||||||||
Other income: | |||||||||||||||||||
Reduction in estimates of net ultimate defendant A&E liabilities - prior periods | 2 | 38 | (36 | ) | 103 | (65 | ) | ||||||||||||
Reduction in estimated future defendant A&E expenses | 1 | 5 | (4 | ) | 9 | (4 | ) | ||||||||||||
All other income | 19 | 30 | (11 | ) | 20 | 10 | |||||||||||||
Total other income | 22 | 73 | (51 | ) | 132 | (59 | ) | ||||||||||||
Total income | 62 | 255 | (193 | ) | 191 | 64 | |||||||||||||
EXPENSES | |||||||||||||||||||
Net incurred losses and LAE: | |||||||||||||||||||
Current period | 44 | 144 | (100 | ) | 30 | 114 | |||||||||||||
Prior period | (486 | ) | (338 | ) | (148 | ) | (175 | ) | (163 | ) | |||||||||
Total net incurred losses and LAE | (442 | ) | (194 | ) | (248 | ) | (145 | ) | (49 | ) | |||||||||
Acquisition costs | 22 | 44 | (22 | ) | 20 | 24 | |||||||||||||
General and administrative expenses | 143 | 188 | (45 | ) | 173 | 15 | |||||||||||||
Total expenses | (277 | ) | 38 | (315 | ) | 48 | (10 | ) | |||||||||||
SEGMENT NET EARNINGS | $ | 339 | $ | 217 | $ | 122 | $ | 143 | $ | 74 |
2022versus 2021: Net earnings from our Run-off segment increased by $122 million, primarily due to:
2021versus 2020: Net earnings from our Run-off segment increased by $74 million, primarily due to:
This favorable prior period developments were partially offset by;
In addition:
Investments Segment
The following is a discussion and analysis of the results of operations for our Investments segment.
2022 | 2021 | Change | 2020 | Change | |||||||||||||||
INCOME | (in millions of U.S. dollars) | ||||||||||||||||||
Net investment income: | |||||||||||||||||||
Fixed income securities | $ | 380 | $ | 273 | $ | 107 | $ | 243 | $ | 30 | |||||||||
Cash and restricted cash | 8 | — | 8 | 2 | (2 | ) | |||||||||||||
Other investments, including equities | 82 | 73 | 9 | 39 | 34 | ||||||||||||||
Less: Investment expenses | (25 | ) | (37 | ) | 12 | (14 | ) | (23 | ) | ||||||||||
Total net investment income | 445 | 309 | 136 | 270 | 39 | ||||||||||||||
Net realized (losses) gains: | |||||||||||||||||||
Fixed income securities | (111 | ) | (4 | ) | (107 | ) | 16 | (20 | ) | ||||||||||
Other investments, including equities | (24 | ) | (57 | ) | 33 | 1 | (58 | ) | |||||||||||
Total net realized (losses) gains | (135 | ) | (61 | ) | (74 | ) | 17 | (78 | ) | ||||||||||
Net unrealized (losses) gains: | |||||||||||||||||||
Fixed income securities, trading | (1,060 | ) | (203 | ) | (857 | ) | 284 | (487 | ) | ||||||||||
Other investments, including equities | (409 | ) | 384 | (793 | ) | 1,327 | (943 | ) | |||||||||||
Total net unrealized (losses) gains | (1,469 | ) | 181 | (1,650 | ) | 1,611 | (1,430 | ) | |||||||||||
Total income | (1,159 | ) | 429 | (1,588 | ) | 1,898 | (1,469 | ) | |||||||||||
EXPENSES | |||||||||||||||||||
General and administrative expenses | 37 | 37 | — | 35 | 2 | ||||||||||||||
Total expenses | 37 | 37 | — | 35 | 2 | ||||||||||||||
(Losses) earnings from equity method investments | (74 | ) | 93 | (167 | ) | 239 | (146 | ) | |||||||||||
SEGMENT NET (LOSS) EARNINGS | $ | (1,270 | ) | $ | 485 | $ | (1,755 | ) | $ | 2,102 | $ | (1,617 | ) |
Overall Results
2022versus 2021: Net loss from our Investments segment was $1.3 billion compared to net earnings of $485 million in 2021. The unfavorable movement of $1.8 billion was primarily due to:
Total investment losses on the fixed income securities that support our Enhanzed Re life reinsurance business for the years ended December 31, 2022 and 2021 were $304 million and $17 million, respectively.
2021versus 2020: Net earnings from our Investments segment decreased by $1.6 billion primarily as a result of decreases in net realized and unrealized gains of $1.5 billion. The decrease is largely a result of 2021 net realized and unrealized losses of $58 million related to the InRe Fund, in comparison to net unrealized gains of $1.2 billion in 2020, and 2021 net realized and unrealized losses on our fixed income securities of $207 million, in comparison to net realized and unrealized gains of $300 million in 2020.
Income and (Loss) Earnings by Segment - For the Years Ended December 31, 2022, 2021 and 2020
Year Ended | |||||||||||||||||||
December 31, 2022 | December 31, 2021 | $ Change | December 31, 2020 | $ Change | |||||||||||||||
(in millions of U.S. dollars) | |||||||||||||||||||
INCOME | |||||||||||||||||||
Run-off | $ | 62 | $ | 255 | $ | (193 | ) | $ | 191 | $ | 64 | ||||||||
Assumed Life | 17 | 5 | 12 | — | 5 | ||||||||||||||
Investments | (1,159 | ) | 429 | (1,588 | ) | 1,898 | (1,469 | ) | |||||||||||
Legacy Underwriting | 10 | 43 | (33 | ) | 587 | (544 | ) | ||||||||||||
Subtotal | (1,070 | ) | 732 | (1,802 | ) | 2,676 | (1,944 | ) | |||||||||||
Corporate and other | 12 | 57 | (45 | ) | $ | (16 | ) | 73 | |||||||||||
Total income | $ | (1,058 | ) | $ | 789 | $ | (1,847 | ) | $ | 2,660 | $ | (1,871 | ) | ||||||
SEGMENT NET (LOSS) EARNINGS | |||||||||||||||||||
Run-off | $ | 339 | $ | 217 | $ | 122 | $ | 143 | $ | 74 | |||||||||
Assumed Life | 40 | 6 | 34 | — | 6 | ||||||||||||||
Investments | (1,270 | ) | 485 | (1,755 | ) | 2,102 | (1,617 | ) | |||||||||||
Legacy Underwriting | — | — | — | (93 | ) | 93 | |||||||||||||
Total segment net (loss) earnings | (891 | ) | 708 | (1,599 | ) | 2,152 | (1,444 | ) | |||||||||||
Corporate and other (1) | (15 | ) | (206 | ) | 191 | (429 | ) | 223 | |||||||||||
NET (LOSS) EARNINGS ATTRIBUTABLE TO ENSTAR ORDINARY SHAREHOLDERS | $ | (906 | ) | $ | 502 | $ | (1,408 | ) | $ | 1,723 | $ | (1,221 | ) | ||||||
(1) Other income (expense) for corporate and other activities includes the amortization of fair value adjustments associated with the acquisition of DCo LLC and Morse TEC LLC.
For additional detail on the Assumed Life segment, the Legacy Underwriting segment and Corporate and other activities, please refer to our Annual Report on Form 10-K for the year ended December 31, 2022.
Cautionary Statement
This press release contains certain forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995. These statements include statements regarding the intent, belief or current expectations of Enstar and its management team. Investors can identify these statements by the fact that they do not relate strictly to historical or current facts. They use words such as ‘aim’, ‘ambition’, ‘anticipate’, ‘estimate’, ‘expect’, ‘intend’, ‘will’, ‘project’, ‘plan’, ‘believe’, ‘target’ and other words and terms of similar meaning in connection with any discussion of future events or performance. Investors are cautioned that any such forward-looking statements speak only as of the date they are made, are not guarantees of future performance and involve risks and uncertainties, and that actual results may differ materially from those projected in the forward-looking statements as a result of various factors. Important risk factors regarding Enstar can be found under the heading "Risk Factors" in our Form 10-K for the year ended December 31, 2022and are incorporated herein by reference. Furthermore, Enstar undertakes no obligation to update any written or oral forward-looking statements or publicly announce any updates or revisions to any of the forward-looking statements contained herein, to reflect any change in its expectations with regard thereto or any change in events, conditions, circumstances or assumptions underlying such statements, except as required by law.
About Enstar
Enstar is a NASDAQ-listed leading global (re)insurance group that offers capital release solutions through its network of group companies in Bermuda, the United States, the United Kingdom, Continental Europe, Australia, and other international locations. A market leader in completing legacy acquisitions, Enstar has acquired over 110 companies and portfolios since its formation in 2001. For further information about Enstar, see www.enstargroup.com.
Contacts
For Investors:Matthew Kirk (investor.relations@enstargroup.com)
For Media:Jenna Kerr (communications@enstargroup.com)
ENSTAR GROUP LIMITED
CONSOLIDATED STATEMENTS OF EARNINGS
For the Three Months Ended December 31, 2022 and 2021 and the Years Ended December 31, 2022, 2021, and 2020
Three Months EndedDecember 31, | Year Ended December 31, | ||||||||||||||||||
2022 | 2021 | 2022 | 2021 | 2020 | |||||||||||||||
(expressed in millions of U.S. dollars, except share and per share data) | |||||||||||||||||||
INCOME | |||||||||||||||||||
Net premiums earned | $ | 14 | $ | 41 | $ | 66 | $ | 245 | $ | 572 | |||||||||
Net investment income | 153 | 81 | 455 | 312 | 303 | ||||||||||||||
Net realized (losses) gains | (24 | ) | (62 | ) | (135 | ) | (61 | ) | 19 | ||||||||||
Net unrealized (losses) gains | 39 | 68 | (1,479 | ) | 178 | 1,623 | |||||||||||||
Other income | 2 | 15 | 35 | 42 | 140 | ||||||||||||||
Net gain on purchase and sales of subsidiaries | — | 11 | — | 73 | 3 | ||||||||||||||
Total income | 184 | 154 | (1,058 | ) | 789 | 2,660 | |||||||||||||
EXPENSES | |||||||||||||||||||
Net incurred losses and loss adjustment expenses | |||||||||||||||||||
Current Period | 9 | 26 | 48 | 172 | 405 | ||||||||||||||
Prior Period | (280 | ) | (159 | ) | (756 | ) | (403 | ) | (32 | ) | |||||||||
Total net incurred losses and loss adjustment expenses | (271 | ) | (133 | ) | (708 | ) | (231 | ) | 373 | ||||||||||
Policyholder benefit expenses | — | (3 | ) | 25 | (3 | ) | — | ||||||||||||
Amortization of net deferred charge assets | 20 | 17 | 80 | 55 | 39 | ||||||||||||||
Acquisition costs | 3 | 7 | 23 | 57 | 171 | ||||||||||||||
General and administrative expenses | 97 | 98 | 331 | 367 | 502 | ||||||||||||||
Interest expense | 18 | 18 | 89 | 69 | 59 | ||||||||||||||
Net foreign exchange (gains) losses | 12 | (3 | ) | (15 | ) | (12 | ) | 16 | |||||||||||
Total expenses | (121 | ) | 1 | (175 | ) | 302 | 1,160 | ||||||||||||
(LOSS) EARNINGS BEFORE INCOME TAXES | 305 | 153 | (883 | ) | 487 | 1,500 | |||||||||||||
Income tax benefit (expense) | 16 | (14 | ) | 12 | (27 | ) | (24 | ) | |||||||||||
(Losses) earnings from equity method investments | (86 | ) | (8 | ) | (74 | ) | 93 | 239 | |||||||||||
NET (LOSS) EARNINGS FROM CONTINUING OPERATIONS | 235 | 131 | (945 | ) | 553 | 1,715 | |||||||||||||
Net earnings from discontinued operations, net of income taxes | — | — | — | — | 16 | ||||||||||||||
NET (LOSS) EARNINGS | 235 | 131 | (945 | ) | 553 | 1,731 | |||||||||||||
Net loss (earnings) attributable to noncontrolling interest | 1 | (2 | ) | 75 | (15 | ) | 28 | ||||||||||||
NET (LOSS) EARNINGS ATTRIBUTABLE TO ENSTAR | 236 | 129 | (870 | ) | 538 | 1,759 | |||||||||||||
Dividends on preferred shares | (9 | ) | (9 | ) | (36 | ) | (36 | ) | (36 | ) | |||||||||
NET (LOSS) EARNINGS ATTRIBUTABLE TO ENSTAR ORDINARY SHAREHOLDERS | $ | 227 | $ | 120 | $ | (906 | ) | $ | 502 | $ | 1,723 | ||||||||
(Loss) earnings per ordinary share attributable to Enstar: | |||||||||||||||||||
Basic | |||||||||||||||||||
Net (loss) earnings from continuing operations | $ | 13.34 | $ | 6.74 | $ | (52.65 | ) | $ | 25.33 | $ | 79.60 | ||||||||
Net earnings from discontinued operations | — | — | — | — | 0.35 | ||||||||||||||
Net (loss) earnings per ordinary share | $ | 13.34 | $ | 6.74 | $ | (52.65 | ) | $ | 25.33 | $ | 79.95 | ||||||||
Diluted | |||||||||||||||||||
Net (loss) earnings from continuing operations | $ | 13.26 | $ | 6.66 | $ | (52.65 | ) | $ | 24.94 | $ | 78.62 | ||||||||
Net earnings from discontinued operations | — | — | — | — | 0.35 | ||||||||||||||
Net (loss) earnings per ordinary share | $ | 13.26 | $ | 6.66 | $ | (52.65 | ) | $ | 24.94 | $ | 78.97 | ||||||||
Weighted average ordinary shares outstanding: | |||||||||||||||||||
Basic | 17,021,348 | 17,798,994 | 17,207,229 | 19,821,259 | 21,551,408 | ||||||||||||||
Diluted | 17,121,606 | 18,013,284 | 17,323,130 | 20,127,131 | 21,818,294 |
ENSTAR GROUP LIMITED
CONSOLIDATED BALANCE SHEETS
As of December 31, 2022 and December 31, 2021
December 31, 2022 | December 31, 2021 | ||||||
(in millions of U.S. dollars, except share data) | |||||||
ASSETS | |||||||
Short-term investments, trading, at fair value | $ | 14 | $ | 6 | |||
Short-term investments, available-for-sale, at fair value (amortized cost: 2022 — $37; 2021 — $34) | 38 | 34 | |||||
Fixed maturities, trading, at fair value | 2,370 | 3,756 | |||||
Fixed maturities, available-for-sale, at fair value (amortized cost: 2022 — $5,871; 2021 — $5,689; net of allowance: 2022 — $33; 2021 — $10) | 5,223 | 5,652 | |||||
Funds held - directly managed, at fair value | 2,040 | 3,007 | |||||
Equities, at fair value (cost: 2022 — $1,357; 2021 — $1,831) | 1,250 | 1,995 | |||||
Other investments, at fair value (includes $3 in 2022 of consolidated variable interest entities) | 3,296 | 2,333 | |||||
Equity method investments | 397 | 493 | |||||
Total investments | 14,628 | 17,276 | |||||
Cash and cash equivalents | 822 | 1,646 | |||||
Restricted cash and cash equivalents | 508 | 446 | |||||
Reinsurance balances recoverable on paid and unpaid losses (net of allowance: 2022 — $131; 2021 — $136) | 856 | 1,085 | |||||
Reinsurance balances recoverable on paid and unpaid losses, at fair value | 275 | 432 | |||||
Insurance balances recoverable (net of allowance: 2022 and 2021 — $5) | 177 | 213 | |||||
Funds held by reinsured companies | 3,582 | 2,340 | |||||
Net deferred charge assets | 658 | 598 | |||||
Other assets | 648 | 620 | |||||
TOTAL ASSETS | $ | 22,154 | $ | 24,656 | |||
LIABILITIES | |||||||
Losses and loss adjustment expenses | $ | 11,721 | $ | 11,269 | |||
Losses and loss adjustment expenses, at fair value | 1,286 | 1,989 | |||||
Future policyholder benefits | 1,184 | 1,502 | |||||
Defendant asbestos and environmental liabilities | 607 | 638 | |||||
Insurance and reinsurance balances payable | 100 | 254 | |||||
Debt obligations | 1,829 | 1,691 | |||||
Other liabilities | 462 | 581 | |||||
TOTAL LIABILITIES | 17,189 | 17,924 | |||||
COMMITMENTS AND CONTINGENCIES | |||||||
REDEEMABLE NONCONTROLLING INTERESTS | 168 | 179 | |||||
SHAREHOLDERS’ EQUITY | |||||||
Ordinary Shares (par value $1 each, issued and outstanding 2022: 17,588,050; 2021: 18,223,574): | |||||||
Voting Ordinary Shares (issued and outstanding 2022: 15,990,338; 2021: 16,625,862) | 16 | 17 | |||||
Non-voting convertible ordinary Series C Shares (issued and outstanding 2022 and 2021: 1,192,941) | 1 | 1 | |||||
Non-voting convertible ordinary Series E Shares (issued and outstanding 2022 and 2021: 404,771) | — | — | |||||
Preferred Shares: | |||||||
Series C Preferred Shares (issued and held in treasury 2022 and 2021: 388,571) | — | — | |||||
Series D Preferred Shares (issued and outstanding 2022 and 2021: 16,000; liquidation preference $400) | 400 | 400 | |||||
Series E Preferred Shares (issued and outstanding 2022 and 2021: 4,400; liquidation preference $110) | 110 | 110 | |||||
Treasury shares, at cost (Series C Preferred Shares 2022 and 2021: 388,571) | (422 | ) | (422 | ) | |||
Joint Share Ownership Plan (voting ordinary shares, held in trust 2022 and 2021: 565,630) | (1 | ) | (1 | ) | |||
Additional paid-in capital | 766 | 922 | |||||
Accumulated other comprehensive loss | (575 | ) | (16 | ) | |||
Retained earnings | 4,406 | 5,312 | |||||
Total Enstar Shareholders’ Equity | 4,701 | 6,323 | |||||
Noncontrolling interests | 96 | 230 | |||||
TOTAL SHAREHOLDERS’ EQUITY | 4,797 | 6,553 | |||||
TOTAL LIABILITIES, REDEEMABLE NONCONTROLLING INTERESTS AND SHAREHOLDERS’ EQUITY | $ | 22,154 | $ | 24,656 |
Non-GAAP Financial Measures
In addition to our key financial measures presented in accordance with GAAP, we present other non-GAAP financial measures that we use to manage our business, compare our performance against prior periods and against our peers, and as performance measures in our incentive compensation program.
These non-GAAP financial measures provide an additional view of our operational performance over the long-term and provide the opportunity to analyze our results in a way that is more aligned with the manner in which our management measures our underlying performance.
The presentation of these non-GAAP financial measures, which may be defined and calculated differently by other companies, is used to enhance the understanding of certain aspects of our financial performance. It is not meant to be considered in isolation, superior to, or as a substitute for the directly comparable financial measures prepared in accordance with GAAP.
Some of the adjustments reflected in our non-GAAP measures are recurring items, such as the exclusion of adjustments to net realized and unrealized (gains)/losses on fixed income securities recognized in our income statement, the fair value of certain of our loss reserve liabilities for which we have elected the fair value option, and the amortization of fair value adjustments.
Management makes these adjustments in assessing our performance so that the changes in fair value due to interest rate movements, which are applied to some but not all of our assets and liabilities as a result of preexisting accounting elections, do not impair comparability across reporting periods.
It is important for the readers of our periodic filings to understand that these items will recur from period to period.
However, we exclude these items for the purpose of presenting a comparable view across reporting periods of the impact of our underlying claims management and investment without the effect of interest rate fluctuations on assets that we anticipate to hold to maturity and non-cash changes to the fair value of our reserves.
Similarly, our non-GAAP measures reflect the exclusion of certain items that we deem to be nonrecurring, unusual or infrequent when the nature of the charge or gain is such that it is not reasonably likely that such item may recur within two years, nor was there a similar charge or gain in the preceding two years. This includes adjustments related to bargain purchase gains on acquisitions of businesses, net gains or losses on sales of subsidiaries, net assets of held for sale or disposed subsidiaries classified as discontinued operations, and other items that we separately disclose.
We have changed our non-GAAP measures in 2022 as follows:
We have presented the results and GAAP reconciliations for these measures further below. The following tables present more information on each non-GAAP measure.
Non-GAAP Measure | Definition | Purpose of Non-GAAP Measure over GAAP Measure | ||
Adjusted book value per ordinary share | Total Enstar ordinary shareholders' equityDivided byNumber of ordinary shares outstanding, adjusted for:-the ultimate effect of any dilutive securities on the number of ordinary shares outstanding | Increases the number of ordinary shares to reflect the exercise of equity awards granted but not yet vested as, over the long term, this presents both management and investors with a more economically accurate measure of the realizable value of shareholder returns by factoring in the impact of share dilution.We use this non-GAAP measure in our incentive compensation program. | ||
Adjusted return on equity (%) | Adjusted operating income (loss) attributable to Enstar ordinary shareholders divided by adjusted opening Enstar ordinary shareholder's equity | Calculating the operating income (loss) as a percentage of our adjusted opening Enstar ordinary shareholders' equity provides a more consistent measure of the performance of our business by enabling comparison between the financial periods presented.We eliminate the impact of net realized and unrealized (gains) losses on fixed maturity investments and funds-held directly managed and the change in fair value of insurance contracts for which we have elected the fair value option, as:
| ||
Adjusted operating income (loss) attributable to Enstar ordinary shareholders(numerator) | Net earnings (loss) attributable to Enstar ordinary shareholders, adjusted for:-net realized and unrealized (gains) losses on fixed maturity investments and funds held-directly managed,-change in fair value of insurance contracts for which we have elected the fair value option (1),-amortization of fair value adjustments,-net gain/loss on purchase and sales of subsidiaries (if any),-net earnings from discontinued operations (if any),-tax effects of adjustments, and-adjustments attributable to noncontrolling interests | |||
Adjusted opening Enstar ordinary shareholders' equity (denominator) | Opening Enstar ordinary shareholders' equity, less:-net unrealized gains (losses) on fixed maturity investments and funds held-directly managed,-fair value of insurance contracts for which we have elected the fair value option (1),-fair value adjustments, and-net assets of held for sale or disposed subsidiaries classified as discontinued operations (if any) | |||
Adjusted total investment return (%) | Adjusted total investment return (dollars) recognized in earnings for the applicable period divided by period average adjusted total investable assets. | Provides a key measure of the return generated on the capital held in the business and is reflective of our investment strategy.Provides a consistent measure of investment returns as a percentage of all assets generating investment returns.We adjust our investment returns to eliminate the impact of the change in fair value of fixed income securities (both credit spreads and interest rates), as we typically hold most of these investments until the earlier of maturity or used to fund any settlement of related liabilities which are generally recorded at cost. | ||
Adjusted total investment return ($) (numerator) | Total investment return (dollars), adjusted for:-net realized and unrealized (gains) losses on fixed maturity investments and funds held-directly managed; and-unrealized (gains) losses on AFS investments included within OCI, net of reclassification adjustments and excluding foreign exchange. | |||
Adjusted average aggregate total investable assets (denominator) | Total average investable assets, adjusted for: -net unrealized (gains) losses on fixed maturities, AFS investments included within AOCI-net unrealized (gains) losses on fixed maturities, trading instruments | |||
Adjusted run-off liability earnings (%) | Adjusted PPD divided by average adjusted net loss reserves | Calculating the RLE as a percentage of our adjusted average net loss reserves provides a more meaningful and comparable measurement of the impact of our claims management strategies on our loss portfolios across acquisition years and also to our overall financial periods. We use this measure to evaluate the impact of our claims management strategies because it provides visibility into our ability to settle our claims obligations for amounts less than our initial estimate at the point of acquiring the obligations. The following components of periodic recurring net incurred losses and LAE and net loss reserves are not considered key components of our claims management performance for the following reasons:
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Adjusted prior period development(numerator) | Prior period net incurred losses and LAE, adjusted to: Remove(3):-Legacy Underwritingand Assumed Lifeoperations -amortization of fair value adjustments, -change in fair value of insurance contracts for which we have elected the fair value option (1), and Add: -the reduction/(increase) in estimates of net ultimate liabilities and reduction in estimated future expenses of our defendant A&E liabilities. | |||
Adjusted net loss reserves (denominator) | Net losses and LAE, adjusted to:Remove(3):-Legacy Underwritingand Assumed Lifenet loss reserves-current period net loss reserves-net fair value adjustments associated with the acquisition of companies,-the fair value adjustments for contracts for which we have elected the fair value option(1)andAdd:-net nominal defendant A&E liability exposures and estimated future expenses |
(1) | Comprises the discount rate and risk margin components. |
(2) | As described in Note 5 to our consolidated financial statements in our Annual Report on Form 10-K for the year ended December 31, 2022. |
(3) | Effective for 2022, we are no longer excluding ULAE as it relates to our losses and LAE liabilities and are now including estimated future expenses as it relates to our defendant A&E liabilities in the calculation of Adjusted RLE*, as these provisions are related to our insurance liabilities and contribute to our claims management performance. The comparative periods in 2021 and 2020 have been adjusted accordingly. |
*Non-GAAP measure.
Reconciliation of GAAP to Non-GAAP Measures
The table below presents a reconciliation of BVPS to Adjusted BVPS*:
December 31, 2022 | December 31, 2021 | December 31, 2020 | |||||||||||||||||||||
Equity (1) | Ordinary Shares | Per Share Amount | Equity (1) | Ordinary Shares | Per Share Amount | Equity (1) | Ordinary Shares | Per Share Amount | |||||||||||||||
(in millions of U.S. dollars, except share and per share data) | |||||||||||||||||||||||
Book value per ordinary share | $ | 4,191 | 17,022,420 | $ | 246.20 | $ | 5,813 | 17,657,944 | $ | 329.20 | $ | 6,326 | 21,519,602 | $ | 293.97 | ||||||||
Non-GAAP adjustment: | |||||||||||||||||||||||
Share-based compensation plans | 218,171 | 315,205 | 298,095 | ||||||||||||||||||||
Warrants | — | — | — | — | 20 | 175,901 | |||||||||||||||||
Adjusted book value per ordinary share* | $ | 4,191 | 17,240,591 | $ | 243.09 | $ | 5,813 | 17,973,149 | $ | 323.43 | $ | 6,346 | 21,993,598 | $ | 288.56 |
(1) | Equity comprises Enstar ordinary shareholders' equity, which is calculated as Enstar shareholders' equity less preferred shares ($510 million) prior to any non-GAAP adjustments. |
*Non-GAAP measure.
The tables below present a reconciliation of ROE to Adjusted ROE*:
Three Months Ended | |||||||||||||||||||||
December 31, 2022 | December 31, 2021 | ||||||||||||||||||||
Net (loss) earnings (1) | Opening equity (1) | (Adj) ROE | Net (loss) earnings (1) | Opening equity (1) | (Adj) ROE | ||||||||||||||||
(in millions of U.S. dollars) | |||||||||||||||||||||
Net (loss) earnings/Opening equity/ROE(1) | $ | 227 | $ | 3,866 | 5.9 | % | $ | 120 | $ | 5,749 | 2.1 | % | |||||||||
Non-GAAP adjustments: | |||||||||||||||||||||
Remove: | |||||||||||||||||||||
Net realized and unrealized losses (gains) on fixed maturity investments and funds held - directly managed / Net unrealized losses (gains) on fixed maturity investments and funds held - directly managed (2) | 20 | 1,926 | 27 | (176 | ) | ||||||||||||||||
Change in fair value of insurance contracts for which we have elected the fair value option / Fair value of insurance contracts for which we have elected the fair value option (3) | 28 | (305 | ) | (6 | ) | (100 | ) | ||||||||||||||
Amortization of fair value adjustments / Fair value adjustments | (29 | ) | (95 | ) | 3 | (109 | ) | ||||||||||||||
Net gain on purchase and sales of subsidiaries | — | — | (11 | ) | — | ||||||||||||||||
Tax effects of adjustments (4) | (1 | ) | — | (3 | ) | — | |||||||||||||||
Adjustments attributable to noncontrolling interests (5) | (21 | ) | — | 2 | — | ||||||||||||||||
Adjusted operating (loss) income/Adjusted opening equity/Adjusted ROE* | $ | 224 | $ | 5,392 | 4.2 | % | $ | 132 | $ | 5,364 | 2.5 | % |
(1) | Net (loss) earnings comprises net (loss) earnings attributable to Enstar ordinary shareholders, prior to any non-GAAP adjustments. Opening equity comprises Enstar ordinary shareholders' equity, which is calculated as opening Enstar shareholders' equity less preferred shares ($510 million), prior to any non-GAAP adjustments. |
(2) | Represents the net realized and unrealized losses (gains) related to fixed maturity securities. Our fixed maturity securities are held directly on our balance sheet and also within the "Funds held - directly managed" balance. |
(3) | Comprises the discount rate and risk margin components. |
(4) | Represents an aggregation of the tax expense or benefit associated with the specific country to which the pre-tax adjustment relates, calculated at the applicable jurisdictional tax rate. |
(5) | Represents the impact of the adjustments on the net earnings (loss) attributable to noncontrolling interests associated with the specific subsidiaries to which the adjustments relate. |
*Non-GAAP measure.
Year Ended | |||||||||||||||||||||||||||||||
December 31, 2022 | December 31, 2021 | December 31, 2020 | |||||||||||||||||||||||||||||
Net (loss) earnings (1) | Opening equity (1) | (Adj) ROE | Net (loss) earnings (1) | Opening equity (1) | (Adj) ROE | Net (loss) earnings (1) | Opening equity (1) | (Adj) ROE | |||||||||||||||||||||||
(in millions of U.S. dollars) | |||||||||||||||||||||||||||||||
Net (loss) earnings/Opening equity/ROE (1) | $ | (906 | ) | $ | 5,813 | (15.6)% | $ | 502 | $ | 6,326 | 7.9 | % | $ | 1,723 | $ | 4,490 | 38.4 | % | |||||||||||||
Non-GAAP adjustments: | |||||||||||||||||||||||||||||||
Net realized and unrealized losses on fixed maturity investments and funds held - directly managed / Net unrealized gains on fixed maturity investments and funds held - directly managed (2) | 1,181 | (89 | ) | 210 | (560 | ) | (306 | ) | (277 | ) | |||||||||||||||||||||
Change in fair value of insurance contracts for which we have elected the fair value option / Fair value of insurance contracts for which we have elected the fair value option (3) | (200 | ) | (107 | ) | (75 | ) | (33 | ) | 119 | (130 | ) | ||||||||||||||||||||
Amortization of fair value adjustments / Fair value adjustments | (18 | ) | (106 | ) | 16 | (128 | ) | 27 | (152 | ) | |||||||||||||||||||||
Net gain on purchase and sales of subsidiaries | — | — | (73 | ) | — | (3 | ) | — | |||||||||||||||||||||||
Net earnings from discontinued operations / Net assets of entities classified as held for sale and discontinued operations | — | — | — | — | (16 | ) | (266 | ) | |||||||||||||||||||||||
Tax effects of adjustments (4) | (7 | ) | — | (21 | ) | — | 23 | — | |||||||||||||||||||||||
Adjustments attributable to noncontrolling interests (5) | (111 | ) | — | 6 | — | 13 | 109 | ||||||||||||||||||||||||
Adjusted operating (loss) income/Adjusted opening equity/Adjusted ROE* | $ | (61 | ) | $ | 5,511 | (1.1)% | $ | 565 | $ | 5,605 | 10.1 | % | $ | 1,580 | $ | 3,774 | 41.9 | % |
(1) | Net (loss) earnings comprises net (loss) earnings attributable to Enstar ordinary shareholders, prior to any non-GAAP adjustments. Opening equity comprises Enstar ordinary shareholders' equity, which is calculated as opening Enstar shareholders' equity less preferred shares ($510 million), prior to any non-GAAP adjustments. |
(2) | Represents the net realized and unrealized losses (gains) related to fixed maturity securities. Our fixed maturity securities are held directly on our balance sheet and also within the "Funds held - directly managed" balance. |
(3) | Comprises the discount rate and risk margin components. |
(4) | Represents an aggregation of the tax expense or benefit associated with the specific country to which the pre-tax adjustment relates, calculated at the applicable jurisdictional tax rate. |
(5) | Represents the impact of the adjustments on the net earnings (loss) attributable to noncontrolling interests associated with the specific subsidiaries to which the adjustments relate. |
*Non-GAAP measure.
The tables below present a reconciliation of PPD to Adjusted PPD* and RLE to Adjusted RLE*:
Year Ended | As of | Year Ended | |||||||||||||||||
December 31, 2022 | December 31, 2022 | December 31, 2021 | December 31, 2022 | December 31, 2022 | |||||||||||||||
PPD | Net loss reserves | Net loss reserves | Average net loss reserves | RLE % | |||||||||||||||
(in millions of U.S. dollars) | |||||||||||||||||||
PPD/net loss reserves/RLE | $ | 756 | $ | 12,011 | $ | 11,926 | $ | 11,969 | 6.3 | % | |||||||||
Non-GAAP Adjustments: | |||||||||||||||||||
Assumed Life | (55 | ) | — | (181 | ) | (91 | ) | ||||||||||||
Legacy Underwriting | 3 | (135 | ) | (153 | ) | (144 | ) | ||||||||||||
Net loss reserves - current period | — | (45 | ) | — | (23 | ) | |||||||||||||
Amortization of fair value adjustments / Net fair value adjustments associated with the acquisition of companies | (18 | ) | 124 | 106 | 115 | ||||||||||||||
Changes in fair value - fair value option / Net fair value adjustments for contracts for which we have elected the fair value option (1) | (200 | ) | 294 | 107 | 201 | ||||||||||||||
Change in estimate of net ultimate liabilities - defendant A&E / Net nominal defendant A&E liabilities | 2 | 572 | 573 | 573 | |||||||||||||||
Increase (reduction) in estimated future expenses - Defendant A&E | 1 | 35 | 37 | 36 | |||||||||||||||
Adjusted PPD/Adjusted net loss reserves/Adjusted RLE* | $ | 489 | $ | 12,856 | $ | 12,415 | $ | 12,636 | 3.9 | % |
Year Ended | As of | Year Ended | |||||||||||||||||
December 31, 2021 | December 31, 2021 | December 31, 2020 | December 31, 2021 | December 31, 2021 | |||||||||||||||
PPD | Net loss reserves | Net loss reserves | Average net loss reserves | RLE % | |||||||||||||||
(in millions of U.S. dollars) | |||||||||||||||||||
PPD/net loss reserves/RLE | $ | 403 | $ | 11,926 | $ | 8,763 | $ | 10,344 | 3.9 | % | |||||||||
Non-GAAP Adjustments: | |||||||||||||||||||
Assumed Life | — | (179 | ) | — | (90 | ) | |||||||||||||
Legacy Underwriting | (6 | ) | (140 | ) | (955 | ) | (548 | ) | |||||||||||
Net loss reserves - current period | — | (143 | ) | — | (72 | ) | |||||||||||||
Amortization of fair value adjustments / Net fair value adjustments associated with the acquisition of companies | 16 | 106 | 128 | 117 | |||||||||||||||
Changes in fair value - fair value option / Net fair value adjustments for contracts for which we have elected the fair value option (1) | (75 | ) | 107 | 33 | 70 | ||||||||||||||
Change in estimate of net ultimate liabilities - defendant A&E / Net nominal defendant A&E liabilities | 38 | 573 | 615 | 594 | |||||||||||||||
Increase (reduction) in estimated future expenses - Defendant A&E | 5 | 37 | 43 | 40 | |||||||||||||||
Adjusted PPD/Adjusted net loss reserves/Adjusted RLE* | $ | 381 | $ | 12,287 | $ | 8,627 | $ | 10,455 | 3.6 | % |
Year Ended | As of | Year Ended | |||||||||||||||||
December 31, 2020 | December 31, 2020 | December 31, 2019 | December 31, 2020 | December 31, 2020 | |||||||||||||||
PPD | Net loss reserves | Net loss reserves | Average net loss reserves | RLE % | |||||||||||||||
(in millions of U.S. dollars) | |||||||||||||||||||
PPD/net loss reserves/RLE | $ | 32 | $ | 8,763 | $ | 7,941 | $ | 8,352 | 0.4 | % | |||||||||
Non-GAAP Adjustments: | |||||||||||||||||||
Legacy Underwriting | (4 | ) | (702 | ) | (1,184 | ) | (943 | ) | |||||||||||
Net loss reserves - current period | — | (273 | ) | — | (137 | ) | |||||||||||||
Amortization of fair value adjustments / Net fair value adjustments associated with the acquisition of companies | 28 | 128 | 152 | 140 | |||||||||||||||
Changes in fair value - fair value option / Net fair value adjustments for contracts for which we have elected the fair value option (1) | 119 | 33 | 130 | 82 | |||||||||||||||
Change in estimate of net ultimate liabilities - defendant A&E / Net nominal defendant A&E liabilities | 103 | 615 | 561 | 588 | |||||||||||||||
Increase (reduction) in estimated future expenses - Defendant A&E | 9 | 43 | 52 | 48 | |||||||||||||||
Adjusted PPD/Adjusted net loss reserves/Adjusted RLE* | $ | 287 | $ | 8,607 | $ | 7,652 | $ | 8,129 | 3.5 | % |
(1) | Comprises the discount rate and risk margin components. |
*Non-GAAP measure.
The tables below present a reconciliation of our TIR to our Adjusted TIR*:
For the Three Months Ended December 31, | For the Year EndedDecember 31, | ||||||||||||||||||
2022 | 2021 | 2022 | 2021 | 2020 | |||||||||||||||
Investment results | |||||||||||||||||||
Net investment income | $ | 153 | $ | 81 | $ | 455 | $ | 312 | $ | 303 | |||||||||
Net realized (losses) gains | (24 | ) | (62 | ) | (135 | ) | (61 | ) | 19 | ||||||||||
Net unrealized (losses) gains | 39 | 68 | (1,479 | ) | 178 | 1,623 | |||||||||||||
Earnings (losses) from equity method investments | (86 | ) | (8 | ) | (74 | ) | 93 | 239 | |||||||||||
Other comprehensive income: | |||||||||||||||||||
Unrealized (losses) gains on fixed income securities, AFS, net of reclassification adjustments excluding foreign exchange | 87 | (26 | ) | (570 | ) | (100 | ) | 70 | |||||||||||
TIR ($) | $ | 169 | $ | 53 | $ | (1,803 | ) | $ | 422 | $ | 2,254 | ||||||||
Non-GAAP adjustments: | |||||||||||||||||||
Net realized and unrealized losses (gains) on fixed maturity investments and funds held-directly managed | 20 | 27 | 1,181 | 210 | (306 | ) | |||||||||||||
Unrealized (losses) gains on fixed income securities, AFS, net of reclassification adjustments excluding foreign exchange | (87 | ) | 26 | 570 | 100 | (70 | ) | ||||||||||||
Adjusted TIR ($)* | $ | 102 | $ | 106 | $ | (52 | ) | $ | 732 | $ | 1,878 | ||||||||
Total investments | 14,628 | 17,276 | 14,628 | 17,276 | 15,257 | ||||||||||||||
Cash and cash equivalents, including restricted cash and cash equivalents | 1,330 | 2,092 | 1,330 | 2,092 | 1,373 | ||||||||||||||
Funds held by reinsured companies | 3,582 | 2,340 | 3,582 | 2,340 | 636 | ||||||||||||||
Total investable assets | $ | 19,540 | $ | 21,708 | $ | 19,540 | $ | 21,708 | $ | 17,266 | |||||||||
Average aggregate invested assets, at fair value (1) | $ | 19,503 | $ | 21,569 | $ | 20,079 | $ | 20,840 | $ | 15,443 | |||||||||
Annualized TIR % (2) | 3.5 | % | 1.0 | % | (9.0 | )% | 2.0 | % | 14.6 | % | |||||||||
Non-GAAP adjustment: | |||||||||||||||||||
Net unrealized losses (gains) on fixed maturities, AFS investments included within AOCI and net unrealized losses (gains) on fixed maturities, trading instruments | 1,827 | (89 | ) | 1,827 | (89 | ) | (560 | ) | |||||||||||
Adjusted investable assets* | $ | 21,367 | $ | 21,619 | $ | 21,367 | $ | 21,619 | $ | 16,706 | |||||||||
Adjusted average aggregate invested assets, at fair value (3) | $ | 21,380 | $ | 21,438 | $ | 21,165 | $ | 20,561 | $ | 15,153 | |||||||||
Annualized adjusted TIR %* (4) | 1.9 | % | 2.0 | % | (0.2 | )% | 3.6 | % | 12.4 | % |
(1) | This amount is a two period average of the total investable assets for the three months ended December 31, 2022 and 2021, respectively, and a five period average for the years ended December 31, 2022, 2021 and 2020, respectively, as presented above, and is comprised of amounts disclosed in our quarterly and annual U.S. GAAP consolidated financial statements. |
(2) | Annualized TIR % is calculated by dividing the annualized TIR ($) by average aggregate invested assets, at fair value. |
(3) | This amount is a two period average of the total investable assets for the three months ended December 31, 2022 and 2021, respectively, and a five period average for the years ended December 31, 2022, 2021 and 2020, respectively, as presented above. |
(4) | Annualized adjusted TIR %* is calculated by dividing annualized adjusted TIR* ($) by adjusted average aggregate invested assets, at fair value*. |
*Non-GAAP measure.
Source: Enstar Group Limited