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Acquisitions (Tables)

12 Months Ended

Dec. 31, 2015

Sussex Insurance Company, National Suisse Assurance S.A., and Wilton Relife Settlements

Pro Forma Condensed Combined Statement of Earnings



	Enstar Group Limited			Unaudited
2014	Enstar Group Limited			Sussex			Alpha			Wilton Re			Pro forma Adjustments			Enstar Group Limited - Pro forma
Total income	$	859,517		$	267,939		$	44,910		$	17,378		$	(14,557	)	$	1,175,187
Total expenses	(632,281		)	(360,018		)	(52,103		)	(10,884		)	(3,026		)	$	(1,058,312	)
Total noncontrolling interest	(13,487		)	—			—			—			—			$	(13,487	)
Net earnings (loss)	$	213,749		$	(92,079	)	$	(7,193	)	$	6,494		$	(17,583	)	$	103,388

The following unaudited pro forma condensed combined statement of earnings for the years ended December 31, 2015 and 2014 combines our historical consolidated statements of earnings with those of Sussex, Alpha and Wilton Re, giving effect to the business combinations and related transactions as if they had occurred on January 1, 2014 and 2015. For the year ended December 31, 2015, the operating results of Sussex, Alpha and Wilton Re have been included in the consolidated financial statements from each of their respective dates of acquisition. The unaudited pro forma financial information presented below is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisitions of Sussex, Alpha and Wilton Re and related transactions had taken place at the beginning of each period presented, nor is it indicative of future results.



	Enstar Group Limited			Unaudited
2015	Enstar Group Limited			Sussex			Alpha			Wilton Re			Pro forma Adjustments		Enstar Group Limited - Pro forma
Total income	$	1,029,397		$	29,990		$	31,884		$	5,793		$	9,494	$	1,106,558
Total expenses	(819,056		)	(39,860		)	(47,026		)	(3,628		)	5,894		$	(903,676	)
Total noncontrolling interest	9,950			—			—			—			—		$	9,950
Net earnings (loss)	$	220,291		$	(9,870	)	$	(15,142	)	$	2,165		$	15,388	$	212,832

Summary of Pro Forma Adjustments to Pro Forma Condensed Statement of Earnings

Summary of the Pro Forma Adjustments to the Pro Forma Condensed Consolidated Statement of Earnings for the Twelve Months Ended December 31, 2014 (Unaudited):



Income:
(a) Adjustment to recognize amortization of fair value adjustments related to unearned premium	(14,557	)
Expenses:
(a) Adjustment to interest expense to reflect financing costs of the acquisition for the period	(5,744	)
(b) Adjustment to recognize amortization of fair value adjustments related to acquired losses and LAE liabilities, deferred acquisition costs and reinsurance balances recoverable	(5,417	)
(c) Adjustment to income taxes for pro forma adjustments	8,135
	(3,026	)

Summary of the Pro Forma Adjustments to the Pro Forma Condensed Consolidated Statement of Earnings for the Twelve Months Ended December 31, 2015 (Unaudited):



Income:
(a) Reversal of amortization of fair value adjustments related to unearned premium included in Enstar Group results but reflected in 2014 pro formas	13,344
(b) Adjustment to recognize amortization of fair value adjustments related to unearned premium	(3,850	)
	9,494
Expenses:
(a) Adjustment to interest expense to reflect financing costs of the acquisition for the period	(1,098	)
(b) Adjustment to recognize amortization of fair value adjustments related to acquired losses and LAE liabilities and reinsurance balances recoverable	(451	)
(c) Reversal of amortization of fair value adjustments related to acquisition costs included in Enstar Group results but reflected in 2014 pro formas	16,173
(d) Adjustment to income taxes for pro forma adjustments	(8,730	)
	5,894

Nationale Suisse Assurance S.A.

Business Acquisition [Line Items]

Purchase Price and Fair Value of Assets Acquired

The total consideration for the transaction was €32.8 million (approximately $35.2 million).



Purchase price	$	35,225
Net assets acquired at fair value	$	35,225
Excess of purchase price over fair value of net assets acquired	$	—

Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed as of Date of Acquisition

The following table summarizes the provisional fair values of the assets acquired and liabilities assumed in the Alpha transaction at the acquisition date, allocated by segment.



	Life and Annuities Segment		Non-life Run-off Segment		Total
ASSETS
Short-term investments, trading, at fair value	$	—	$	8,644	$	8,644
Short-term investments, available-for-sale, at fair value	6,687		—		6,687
Fixed maturities, trading, at fair value	—		31,350		31,350
Fixed maturities, available-for-sale, at fair value	96,656		—		96,656
Other investments	—		1,339		1,339
Total investments	103,343		41,333		144,676
Cash and cash equivalents	25,258		39,451		64,709
Reinsurance balances recoverable — reserves	302		4,041		4,343
Reinsurance balances recoverable — paids	1,320		10,831		12,151
Prepaid reinsurance premiums	—		3,213		3,213
Other assets	2,298		3,097		5,395
TOTAL ASSETS	132,521		101,966		234,487
LIABILITIES
Losses and LAE	117,188		56,021		173,209
Funds withheld	—		473		473
Insurance and reinsurance balances payable	779		6,212		6,991
Unearned premium	—		5,969		5,969
Other liabilities	2,875		9,745		12,620
TOTAL LIABILITIES	120,842		78,420		199,262
NET ASSETS ACQUIRED AT FAIR VALUE	$	11,679	$	23,546	$	35,225

Wilton Relife Settlements

Business Acquisition [Line Items]

Purchase Price and Fair Value of Assets Acquired



Purchase price	$	173,058
Net assets acquired at fair value	$	173,058
Excess of purchase price over fair value of net assets acquired	$	—

Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed as of Date of Acquisition

The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date.



ASSETS
Other investments	$	142,182
Cash and cash equivalents	5,043
Other assets	26,376
TOTAL ASSETS	$	173,601
TOTAL LIABILITIES	543
NET ASSETS ACQUIRED AT FAIR VALUE	$	173,058

Sussex Insurance Company

Business Acquisition [Line Items]

Purchase Price and Fair Value of Assets Acquired



Purchase price	$	218,000
Net assets acquired at fair value	$	218,000
Excess of purchase price over fair value of net assets acquired	$	—

Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed as of Date of Acquisition

The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date.



ASSETS
Short-term investments, trading, at fair value	$	85,309
Fixed maturities, trading, at fair value	523,227
Equities, trading, at fair value	31,439
Total investments	639,975
Cash and cash equivalents	358,458
Restricted cash and cash equivalents	15,279
Accrued interest receivable	3,984
Premiums receivable	37,190
Reinsurance balances recoverable	483,816
Prepaid reinsurance premiums	28,751
Other assets	43,939
TOTAL ASSETS	1,611,392
LIABILITIES
Losses and LAE	1,257,205
Insurance and reinsurance balances payable	3,030
Unearned premium	79,293
Funds withheld	42,090
Other liabilities	11,774
TOTAL LIABILITIES	1,393,392
NET ASSETS ACQUIRED AT FAIR VALUE	$	218,000

StarStone

Business Acquisition [Line Items]

Purchase Price and Fair Value of Assets Acquired



Purchase price	$	656,088
Net assets acquired at fair value	$	643,088
Excess of purchase price over fair value of net assets acquired	$	13,000

Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed as of Date of Acquisition

The following table summarizes the fair values of the assets acquired and liabilities assumed in the StarStone transaction at the acquisition date, allocated by segment.



	StarStone Segment		Non-life Run-off Segment		Total
ASSETS
Short-term investments, trading, at fair value	$	73,425	$	25,888	$	99,313
Fixed maturities, trading, at fair value	736,765		329,235		1,066,000
Other investments	2,068		—		2,068
Total investments	812,258		355,123		1,167,381
Cash and cash equivalents	211,718		127,890		339,608
Restricted cash and cash equivalents	22,779		—		22,779
Premiums receivable	321,350		—		321,350
Reinsurance balances recoverable — reserves	210,742		152,057		362,799
Reinsurance balances recoverable — paids	21,122		20,100		41,222
Prepaid reinsurance premiums	144,221		25,221		169,442
Intangible assets	43,900		—		43,900
Other assets	37,621		—		37,621
TOTAL ASSETS	1,825,711		680,391		2,506,102
LIABILITIES
Losses and LAE	675,424		588,822		1,264,246
Insurance and reinsurance balances payable	140,997		42,447		183,444
Unearned premium	343,840		49,122		392,962
Other liabilities	22,362		—		22,362
TOTAL LIABILITIES	1,182,623		680,391		1,863,014
NET ASSETS ACQUIRED AT FAIR VALUE	643,088		—		643,088
Goodwill	13,000		—		13,000
ACQUISITION DATE FAIR VALUE	$	656,088	$	—	$	656,088

Summary of Intangible Assets Recorded in Connection with Acquisition

The following table summarizes the intangible assets recorded in connection with the acquisition:



	Amount		Economic Useful Life
Syndicate capacity	$	4,000	Indefinite
U.S. insurance licenses	19,900		Indefinite
Technology	15,000		4 Years
Brand	5,000		6 Years
Intangible assets as of the acquisition date	$	43,900

Pro Forma Condensed Combined Statement of Earnings

The following pro forma condensed combined statement of earnings for the years ended December 31, 2014 and 2013 combines our historical consolidated statements of earnings with the historical consolidated statements of earnings of StarStone, giving effect to the business combinations and related transactions as if they had occurred on January 1, 2013 and 2014, as applicable. The unaudited pro forma financial information presented below is for informational purposes only and is not necessarily indicative of the results of operations that would have been achieved if the acquisition of StarStone and related transactions had taken place at the beginning of each period presented, nor is it indicative of future results.



	Enstar Group Limited			Unaudited
2014	Enstar Group Limited			StarStone			Proforma Adjustments			Enstar Group Limited - Proforma
Total income	$	859,517		$	147,193		$	(1,846	)	$	1,004,864
Total expenses	(632,281		)	(145,479		)	3,670			(774,090		)
Total noncontrolling interest	(13,487		)	—			(1,451		)	(14,938		)
Net earnings	$	213,749		$	1,714		$	373		$	215,836



	Enstar Group Limited			Unaudited
2013	Enstar Group Limited			StarStone			Proforma Adjustments			Enstar Group Limited - Proforma
Total income	$	416,570		$	633,700		$	(7,384	)	$	1,042,886
Total expenses	(192,748		)	(707,700		)	14,678			(885,770		)
Total noncontrolling interest	(15,218		)	—			27,363			12,145
Net earnings	$	208,604		$	(74,000	)	$	34,657		$	169,261

Summary of Pro Forma Adjustments to Pro Forma Condensed Statement of Earnings

Summary of the Pro Forma Adjustments to the Pro Forma Condensed Consolidated Statement of Earnings for the Twelve Months Ended December 31, 2013 (Unaudited):



Income:
(a) Adjustment to recognize amortization of fair value adjustments related to unearned premium	(7,384	)
Expenses:
(a) Adjustment to recognize amortization of definite-lived intangible assets	(4,583	)
(b) Adjustment to recognize amortization of fair value adjustments related to acquired losses and loss adjustment expense liabilities and reinsurance balances recoverable	19,261
	14,678
(c) Adjustment to noncontrolling interest for pro forma condensed consolidated statement of earnings	27,363

Summary of the Pro Forma Adjustments to the Pro Forma Condensed Consolidated Statement of Earnings for the Twelve Months Ended December 31, 2014 (Unaudited):




Income:
(a) Adjustment to recognize amortization of fair value adjustments related to unearned premium	(1,846	)
Expenses:
(a) Adjustment to recognize amortization of definite-lived intangible assets	(1,146	)
(b) Adjustment to recognize amortization of fair value adjustments related to acquired losses and loss adjustment expense liabilities and reinsurance balances recoverable	4,816
	3,670
(c) Adjustment to noncontrolling interest for pro forma condensed consolidated statement of earnings	(1,451	)

Atrium

Business Acquisition [Line Items]

Purchase Price and Fair Value of Assets Acquired

The purchase price and net assets acquired at fair value were as follows:



Purchase price	$	158,000
Net assets acquired at fair value	$	119,152
Excess of purchase price over fair value of net assets acquired	$	38,848

Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed as of Date of Acquisition

The following table summarizes the fair values of the assets acquired and liabilities assumed at the acquisition date.



ASSETS
Short-term investments, available-for-sale, at fair value	$	33,535
Short-term investments, trading, at fair value	12,526
Fixed maturities, available-for-sale, at fair value	156,142
Fixed maturities, trading, at fair value	10,751
Total investments	212,954
Cash and cash equivalents	44,842
Restricted cash and cash equivalents	12,305
Premiums receivable	41,855
Reinsurance balances recoverable	32,375
Deferred premium	26,224
Funds withheld	19,579
Intangibles	90,000
Other assets	7,977
TOTAL ASSETS	488,111
LIABILITIES
Losses and loss adjustment expenses	216,319
Insurance and reinsurance balances payable	20,834
Unearned premium	42,738
Deferred taxes	39,740
Other liabilities	49,328
TOTAL LIABILITIES	368,959
NET ASSETS ACQUIRED AT FAIR VALUE	119,152
Goodwill	38,848
ACQUISITION DATE FAIR VALUE	$	158,000

Summary of Intangible Assets Recorded in Connection with Acquisition

The following table summarizes the intangible assets recorded in connection with the acquisition:



	Amount		Economic Useful Life
Syndicate capacity	$	32,900	Indefinite
Management contract	30,100		Indefinite
Distribution channel	20,000		15 years
Brand	7,000		10 years
Intangible assets as of the acquisition date	$	90,000

Arden

Business Acquisition [Line Items]

Purchase Price and Fair Value of Assets Acquired



Purchase price	$	79,600
Net assets acquired at fair value	$	79,600

Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed as of Date of Acquisition

The following summarizes the estimated fair values of the assets acquired and the liabilities assumed as of the date of acquisition, allocated by segment:



	Atrium Segment		Non-life Run-off Segment		Total
ASSETS
Short-term investments, trading, at fair value	$	16,340	$	12,512	$	28,852
Fixed maturities, trading, at fair value	9,351		46,077		55,428
Other investments	—		2,867		2,867
Total investments	25,691		61,456		87,147
Cash and cash equivalents	—		23,037		23,037
Restricted cash and cash equivalents	10,213		21,599		31,812
Premiums receivable	74,452		49,769		124,221
Reinsurance balances recoverable	—		354,810		354,810
Other assets	—		12,016		12,016
TOTAL ASSETS	110,356		522,687		633,043
LIABILITIES
Losses and loss adjustment expenses	56,160		427,567		483,727
Insurance and reinsurance balances payable	—		59,304		59,304
Unearned premium	—		10,412		10,412
TOTAL LIABILITIES	56,160		497,283		553,443
NET ASSETS ACQUIRED AT FAIR VALUE	$	54,196	$	25,404	$	79,600

Pavonia

Business Acquisition [Line Items]

Purchase Price and Fair Value of Assets Acquired

The purchase price and fair value of the assets acquired in the Pavonia acquisition were as follows:



Purchase price	$	155,564
Net assets acquired at fair value	$	155,564

Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed as of Date of Acquisition

The following summarizes the estimated fair values of the assets acquired and the liabilities assumed as of the date of acquisition:



ASSETS
Short-term investments, trading, at fair value	$	40,404
Short-term investments, held-to-maturity, at fair value	10,268
Fixed maturities, trading, at fair value	329,985
Fixed maturities, held-to-maturity, at fair value	876,474
Total investments	1,257,131
Cash and cash equivalents	81,849
Accrued interest receivable	15,183
Funds held by reinsured companies	47,761
Other assets	59,002
TOTAL ASSETS	1,460,926
LIABILITIES
Policyholder benefits for life and annuity contracts	1,255,632
Reinsurance balances payable	39,477
Unearned premium	5,618
Other liabilities	4,635
TOTAL LIABILITIES	1,305,362
NET ASSETS ACQUIRED AT FAIR VALUE	$	155,564

SeaBright

Business Acquisition [Line Items]

Purchase Price and Fair Value of Assets Acquired

The purchase price and fair value of the assets acquired in the SeaBright acquisition were as follows:



Purchase price	$	252,091
Net assets acquired at fair value	$	252,091

Summary of Estimated Fair Values of Assets Acquired and Liabilities Assumed as of Date of Acquisition

The following summarizes the estimated fair values of the assets acquired and the liabilities assumed as of the date of acquisition:



ASSETS
Short-term investments, trading, at fair value	$	25,171
Fixed maturities, trading, at fair value	683,780
Total investments	708,951
Cash and cash equivalents	41,846
Accrued interest receivable	6,344
Premiums receivable	112,510
Reinsurance balances recoverable	117,462
Other assets	4,515
TOTAL ASSETS	991,628
LIABILITIES
Losses and loss adjustment expenses	592,774
Unearned premium	93,897
Loans payable	12,000
Insurance balances payable	3,243
Other liabilities	37,623
TOTAL LIABILITIES	739,537
NET ASSETS ACQUIRED AT FAIR VALUE	$	252,091