8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, DC 20549

FORM 8-K

CURRENT REPORT

PURSUANT TO SECTION 13 OR 15(d) OF

THE SECURITIES EXCHANGE ACT OF 1934

Date of Report:  (Date of earliest event reported) April 28, 2022

OLD REPUBLIC INTERNATIONAL CORPORATION

(Exact name of registrant as specified in its charter)

Delaware	001-10607	36-2678171
(State or other jurisdiction	(Commission	(I.R.S. Employer
of incorporation)	File Number)	Identification No.)

307 North Michigan Avenue	Chicago	Illinois	60601
(Address of principal executive offices) (Zip Code)
(312)	346-8100
(Registrant’s telephone number, including area code)
N /A
(Former name or former address, if changed since last report)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the Registrant under any of the following provisions (see General Instruction A.2 below):

☐ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

☐ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

☐ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 140.14d-2(b))

☐ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

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

Title of each class	Trading Symbol(s)	Name of each exchange on which registered
Common Stock / $1 par value	ORI	New York Stock Exchange

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐

Item 2.02.  Results of Operations and Financial Condition

On April 28, 2022, Old Republic International Corporation announced the results of its operations and its financial condition for the quarter ended March 31, 2022.  The full text of the earnings release is included as Exhibit 99.1 hereto.

Item 9.01 Financial Statements and Exhibits

    (c) Exhibits

99.1 Earnings Release dated April 28, 2022

104 Cover page Interactive Data file (embedded within Inline XBRL document)

SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.

	OLD REPUBLIC INTERNATIONAL CORPORATION
	Registrant
Date: April 29, 2022	By: /s/   Frank J. Sodaro
		Frank J. Sodaro
		Senior Vice President,
		Chief Financial Officer, and
		Chief Accounting Officer

EX-99.1

NEWS RELEASE
At Old Republic:	At Financial Relations Board:
Craig R. Smiddy, President and CEO	Analysts/Investors: Joe Calabrese 212/827-3772
OLD REPUBLIC REPORTS RESULTS FOR THE FIRST QUARTER 2022

OVERALL RESULTS
	Quarters Ended March 31,
	2022		2021		% Change
Pretax income (loss)	$	382.6	$	630.6
Pretax investment gains (losses)	145.1		375.4
Pretax income (loss) excluding investment gains (losses)	$	237.5	$	255.1	-6.9	%
Net income (loss)	$	306.3	$	502.1
Net of tax investment gains (losses)	114.5		295.7
Net income (loss) excluding investment gains (losses)	$	191.7	$	206.3	-7.0	%
PER DILUTED SHARE
	Quarters Ended March 31,
	2022		2021		% Change
Net income (loss)	$	1.00	$	1.68
Net of tax investment gains (losses)	.37		.99
Net income (loss) excluding investment gains (losses)	$	.63	$	.69	-8.7	%
SHAREHOLDERS' EQUITY
	March 31,		Dec. 31,
	2022		2021		% Change
Total	$	6,750.1	$	6,893.2	-2.1	%
Per Common Share	$	22.23	$	22.76	-2.3	%

________

All amounts in this report are stated in millions except where noted, common stock data and percentages.

CHICAGO – April 28, 2022 – Old Republic International Corporation (NYSE: ORI) today reported pretax income, excluding investment gains, of $237.5 for the quarter. The decline compared to the 2021 period, is within our expectations as increasing mortgage interest rates began to affect Title Insurance results. Both General Insurance and Title Insurance produced solid underwriting results that drove a consolidated combined ratio of 91.9% for the quarter.

Consolidated net premiums and fees earned was $1.9 billion for the quarter representing growth of 4.4% compared to the 2021 period. General Insurance net earned premiums grew by 6.0%, while Title Insurance growth in premium and fees was tempered by lower revenues within their direct operations. Net investment income increased slightly for the quarter, reflecting growth in the invested asset base, offset by lower investment yields earned.

Book value per share was $22.23 as of March 31, 2022, reflecting interest rate driven unrealized losses in the fixed income portfolio, offset by operating earnings. With the addition of dividends declared during the quarter, this was a decrease of 1.3% over year-end 2021.

Old Republic International Corporation

Old Republic's business is managed for the long run. In this context management's key objectives are to achieve highly profitable operating results over the long term, and to ensure balance sheet strength for the primary needs of the insurance subsidiaries' underwriting and related services business. In this view, the evaluation of periodic and long-term results excludes consideration of all investment gains (losses). Under Generally Accepted Accounting Principles (GAAP), however, net income, inclusive of investment gains (losses), is the measure of total profitability.

In management's opinion, the focus on income excluding investment gains (losses), also described herein as segment pretax operating income (loss), provides a better way to analyze, evaluate, and establish accountability for the results of the insurance operations. The inclusion of realized investment gains (losses) in net income can mask trends in operating results, because such realizations are often highly discretionary. Similarly, the inclusion of unrealized investment gains (losses) in equity securities can further distort such operating results with significant period-to-period fluctuations.

FINANCIAL HIGHLIGHTS
	Quarters Ended March 31,
SUMMARY INCOME STATEMENTS:	2022		2021		% Change
Revenues:
Net premiums and fees earned	$	1,919.0	$	1,838.9	4.4	%
Net investment income	106.2		104.3		1.8
Other income	36.2		36.3		-0.1
Total operating revenues	2,061.5		1,979.6		4.1
Investment gains (losses):
Realized from actual transactions	65.2		7.8
Unrealized from changes in fair value of equity securities	79.8		367.5
Total investment gains (losses)	145.1		375.4
Total revenues	2,206.6		2,355.0
Operating expenses:
Claim costs	607.9		603.4		0.8
Sales and general expenses	1,199.0		1,110.3		8.0
Interest and other charges	16.9		10.6		59.0
Total operating expenses	1,823.9		1,724.4		5.8	%
Pretax income (loss)	382.6		630.6
Income taxes (credits)	76.3		128.5
Net income (loss)	$	306.3	$	502.1
COMMON STOCK STATISTICS:
Components of net income (loss) per share:
Basic net income (loss) excluding investment gains (losses)	$	0.63	$	0.69	-8.7	%
Net investment gains (losses):
Realized from actual transactions	0.17		0.02
Unrealized from changes in fair value of equity securities	0.21		0.97
Basic net income (loss)	$	1.01	$	1.68
Diluted net income (loss) excluding investment gains (losses)	$	0.63	$	0.69	-8.7	%
Net investment gains (losses):
Realized from actual transactions	0.17		0.02
Unrealized from changes in fair value of equity securities	0.20		0.97
Diluted net income (loss)	$	1.00	$	1.68
Cash dividends on common stock	$	0.23	$	0.22
Book value per share	$	22.23	$	21.59	3.0	%

We believe the information presented in the following table highlights the most meaningful indicators of ORI's segmented and consolidated financial performance. The information underscores the performance of our underwriting operations, as well as our sound investment of the capital and underwriting cash flows from these operations.

2

Old Republic International Corporation

Sources of Consolidated Income (Loss)
	Quarters Ended March 31,
	2022			2021			% Change
A. Net premiums, fees, and other income:
General insurance	$	910.9		$	859.1		6.0	%
Title insurance	998.9			967.7			3.2
Corporate & other	2.4			2.8			-13.3
Other income	36.2			36.3			-0.1
Subtotal	1,948.7			1,866.0			4.4
RFIG run-off	6.5			9.2			-29.0
Consolidated	$	1,955.2		$	1,875.2		4.3	%
B. Underwriting and related services income (loss):
General insurance	$	76.3		$	71.9		6.2	%
Title insurance	70.2			93.8			-25.2
Corporate & other	(6.1)			(6.0)			-0.4
Subtotal	140.4			159.7			-12.0
RFIG run-off	7.7			1.7			N/M
Consolidated	$	148.2		$	161.4		-8.2	%
C. Consolidated underwriting ratio:
Claim ratio:
Current year	34.1		%	34.6		%
Prior years	(2.4)			(1.8)
Total	31.7			32.8
Expense ratio	60.2			58.1
Combined ratio	91.9		%	90.9		%
D. Net investment income:
General insurance	$	82.4		$	84.8		-2.8	%
Title insurance	11.3			10.5			7.6
Corporate & other	10.4			5.7			81.8
Subtotal	104.2			101.1			3.1
RFIG run-off	2.0			3.2			-36.2
Consolidated	$	106.2		$	104.3		1.8	%
E. Interest and other charges (credits):
General insurance	$	16.3		$	16.0
Title insurance	0.5			0.6
Corporate & other (a)	—			(5.9)
Subtotal	16.9			10.6
RFIG run-off	—			—
Consolidated	$	16.9		$	10.6		59.0	%
F. Segmented and consolidated pretax income (loss)
excluding investment gains (losses)(B+D-E):
General insurance	$	142.5		$	140.8		1.2	%
Title insurance	80.9			103.7			-21.9
Corporate & other	4.2			5.6			-24.6
Subtotal	227.7			250.1			-9.0
RFIG run-off	9.7			4.9			97.0
Consolidated	237.5			255.1			-6.9	%
Income taxes (credits) on above (b)	45.7			48.8
G. Net income (loss) excluding
investment gains (losses)	191.7			206.3			-7.0	%
H. Consolidated pretax investment gains (losses):
Realized from actual transactions	65.2			7.8
Unrealized from changes in
fair value of equity securities	79.8			367.5
Total	145.1			375.4
Income taxes (credits) on above	30.5			79.6
Net of tax investment gains (losses)	114.5			295.7
I. Net income (loss)	$	306.3		$	502.1
J. Consolidated operating cash flow	$	278.4		$	296.0

(a) Includes consolidation/elimination entries. (b) The effective tax rates applicable to pretax income excluding investment gains (losses) were 19.3% and 19.1% for the first quarter 2022 and 2021, respectively.

3

Old Republic International Corporation

General Insurance Segment Results

	General Insurance
	Summary Operating Results
	Quarters Ended March 31,
	2022			2021			% Change
Net premiums written	$	960.8		$	871.2		10.3	%
Net premiums earned	910.9			859.1			6.0
Net investment income	82.4			84.8			-2.8
Other income	35.9			36.0			-0.2
Operating revenues	1,029.4			980.0			5.0
Claim costs	582.2			567.3			2.6
Sales and general expenses	288.3			255.8			12.7
Interest and other charges	16.3			16.0			2.0
Operating expenses	886.9			839.2			5.7
Segment pretax operating income (loss)	$	142.5		$	140.8		1.2	%
Claim ratio	63.9		%	66.0		%
Expense ratio	27.7			25.6
Combined ratio	91.6		%	91.6		%

General Insurance net premiums earned increased 6.0% for the quarter, with rising premiums in commercial auto, financial indemnity, and property lines of coverage. Strong premium rate increases for most lines of coverage, other than workers' compensation, high renewal retention ratios, and new business production all contributed. Net investment income decreased slightly in the quarter, reflecting lower investment yields earned, partially offset by growth in the invested asset base.

The reported claim ratio for General Insurance improved in the quarter, inclusive of favorable reserve development from prior periods and a lower current period claim provision, attributable to several years of premium rate increases, underwriting actions, and a shift in the line of coverage mix.

The first quarter expense ratio was elevated compared to the same quarter last year, generally reflecting the shift in line of coverage mix, and an increase in employee costs, including the timing of certain benefit accruals. Investments in new products and geographies in recent years have diversified the General Insurance business, resulting in shifts in the lines of coverage mix toward lines with higher expense ratios and lower current period claim ratios.

Together, these factors produced greater pretax operating income for the period reported.

The following table shows recent annual and interim periods' claim ratios and the effects of claim development trends:

				Effect of Prior Periods'
				(Favorable)/			Claim Ratio Excluding
	Reported			Unfavorable Claim			Prior Periods' Claim
	Claim Ratio			Reserves Development			Reserves Development
2017		71.8	%		0.7	%		71.1	%
2018		72.2			—			72.2
2019		71.8			0.4			71.4
2020		69.9			(0.8)			70.7
2021		64.8	%		(3.8)	%		68.6	%
1st Quarter 2021		66.0	%		(2.7)	%		68.7	%
1st Quarter 2022		63.9	%		(3.2)	%		67.1	%

Quarterly and annual claim ratios and trends may not be indicative of future outcomes for a business with relatively long claim payment patterns. We target combined ratios between 90% and 95%, and based on our historical line of coverage mix, a claim ratio average in the high 60% to low 70% range, and an expense ratio average of 25%. These components of the combined ratio will continue to reflect the line of coverage mix.

4

Old Republic International Corporation

Title Insurance Segment Results

	Title Insurance
	Summary Operating Results
	Quarters Ended March 31,
	2022			2021			% Change
Net premiums and fees earned	$	998.9		$	967.7		3.2	%
Net investment income	11.3			10.5			7.6
Other income	0.2			0.2			-5.9
Operating revenues	1,010.5			978.4			3.3
Claim costs	29.3			29.2			0.3
Sales and general expenses	899.6			844.8			6.5
Interest and other charges	0.5			0.6			-16.0
Operating expenses	929.5			874.7			6.3
Segment pretax operating income (loss)	$	80.9		$	103.7		-21.9	%
Claim ratio	2.9		%	3.0		%
Expense ratio	90.0			87.3
Combined ratio	92.9		%	90.3		%

Title Insurance net premiums and fees earned grew by 3.2% in the quarter. Agency revenues continued to increase over the prior period although at a lower rate than in recent quarters. Revenue from direct production channels declined in the quarter, and we expect both directly produced and agency produced revenues to be lower throughout the year when compared to prior year periods. Increases in mortgage interest rates significantly reduced refinance activity in the quarter and likely will for the remainder of the year. Purchase order levels were in line with the prior period and continue to benefit from strong housing prices. Ongoing increases in mortgage interest rates may affect purchase activity through the remainder of the year. Net investment income increased slightly in the quarter, reflecting growth in the invested asset base, offset by lower investment yields earned.

Title Insurance's claim ratios were relatively flat for the quarter. The first quarter expense ratio was elevated compared to the same quarter last year, generally reflecting the combination of lower directly produced revenues that carry higher fixed expenses, along with a greater proportion of agency produced revenues that have a higher overall expense ratio.

Together, these factors produced lower pretax operating income for the period reported.

The following table shows recent annual and interim periods’ claim ratios and the effects of claim development trends:

				Effect of Prior Periods'
				(Favorable)/			Claim Ratio Excluding
	Reported			Unfavorable Claim			Prior Periods' Claim
	Claim Ratio			Reserves Development			Reserves Development
2017		0.8	%		(3.0)	%		3.8	%
2018		1.9			(1.8)			3.7
2019		2.5			(1.2)			3.7
2020		2.3			(1.3)			3.6
2021		2.6	%		(1.0)	%		3.6	%
1st Quarter 2021		3.0	%		(0.6)	%		3.6	%
1st Quarter 2022		2.9	%		(0.6)	%		3.5	%

5

Old Republic International Corporation

RFIG Run-off Segment Results

	RFIG Run-off
	Summary Operating Results
	Quarters Ended March 31,
	2022			2021			% Change
Mortgage Insurance (MI)
Net premiums earned	$	6.5		$	9.2		-29.0	%
Net investment income	2.0			3.2			-36.2
Claim costs	(4.2)			4.3			N/M
MI pretax operating income (loss)	$	9.7		$	4.9		97.0	%
Claim ratio	-64.8		%	46.5		%
Expense ratio	46.8			34.5
Combined ratio	-18.0		%	81.0		%

Pretax operating results of RFIG Run-off reflect the continuing drop in net earned premiums in line with the declining risk in force, and significantly lower claim costs compared to the 2021 period. Net investment income decreased in the quarter, reflecting a declining invested asset base, and lower investment yields earned. Extraordinary dividends of $35.0 million were paid to the parent company during the quarter. Claim costs reflect significantly fewer newly reported delinquencies along with improving trends in cure rates, influenced by a relatively strong economy and real estate market.

Together, these factors produced significantly greater pretax operating income for the period reported.

The following table shows recent annual and interim periods' claim ratios and the effects of claim development trends:

				Effect of Prior Periods'
				(Favorable)/			Claim Ratio Excluding
	Reported			Unfavorable Claim			Prior Periods' Claim
	Claim Ratio			Reserves Development			Reserves Development
2017		57.6	%		(38.3)	%		95.9	%
2018		43.2			(27.0)			70.2
2019		55.0			(12.5)			67.5
2020		81.7			(26.5)			108.2
2021		(5.3)	%		(67.5)	%		62.2	%
1st Quarter 2021		46.5	%		(13.5)	%		60.0	%
1st Quarter 2022		(64.8)	%		(131.1)	%		66.3	%

6

Old Republic International Corporation

Corporate & Other Operating Results

	Corporate & Other
	Summary Operating Results
	Quarters Ended March 31,
	2022		2021		% Change
Net life and accident premiums earned	$	2.4	$	2.8	-13.3	%
Net investment income	10.4		5.7		81.8
Other operating income	—		—		—
Operating revenues	12.9		8.5		50.8
Claim costs	0.6		2.4		-75.0
Insurance expenses	0.9		0.8		8.7
Corporate, interest and other expenses - net	7.1		(0.3)		N/M
Operating expenses	8.6		2.9		196.8
Corporate & other pretax operating income (loss)	$	4.2	$	5.6	-24.6	%

This segment includes a small life and accident insurance business and the net costs associated with the parent holding company and several internal corporate services subsidiaries. The segment tends to produce highly variable results stemming from volatility inherent from the lack of scale. Interest expense increased related to the issuance of $650 million of debt late in the second quarter of 2021, partially offset by net investment income from a higher level of investments.

Summary Consolidated Balance Sheet

	March 31,		December 31,		March 31,
	2022		2021		2021
Assets:
Cash and fixed income securities	$	11,571.2	$	11,399.6	$	11,177.3
Equity securities	4,972.4		5,302.8		4,271.3
Other invested assets	120.6		116.5		116.1
Cash and invested assets	16,664.3		16,818.9		15,564.7
Accounts and premiums receivable	1,861.8		1,768.7		1,626.6
Federal income tax recoverable: Current	—		11.8		—
Reinsurance balances recoverable	5,066.9		4,943.4		4,477.2
Deferred policy acquisition costs	358.9		350.4		334.9
Sundry assets	1,166.6		1,088.4		1,045.6
Total assets	$	25,118.8	$	24,981.8	$	23,049.3
Liabilities and Shareholders' Equity:
Policy liabilities	$	2,869.7	$	2,752.0	$	2,641.2
Claim reserves	11,569.1		11,425.5		10,853.3
Federal income tax payable: Current	46.1		—		36.9
Deferred	157.2		249.5		165.0
Reinsurance balances and funds	1,002.1		866.0		793.5
Debt	1,594.2		1,588.5		947.2
Sundry liabilities	1,130.1		1,206.9		1,160.1
Total liabilities	18,368.6		18,088.6		16,597.4
Shareholders' equity	6,750.1		6,893.2		6,451.8
Total liabilities and shareholders' equity	$	25,118.8	$	24,981.8	$	23,049.3

7

Old Republic International Corporation

Cash, Invested Assets, and Shareholders' Equity

				Cash, Invested Assets, and Shareholders' Equity
										% Change
				March 31,		Dec. 31,		March 31,		March '22/		March '22/
				2022		2021		2021		Dec. '21		March '21
Cash and invested assets:
	Fixed income securities, cash and other invested assets			$	11,691.9	$	11,516.1	$	11,293.4	1.5	%	3.5	%
	Equity securities			4,972.4		5,302.8		4,271.3		-6.2		16.4
	Total per balance sheet			$	16,664.3	$	16,818.9	$	15,564.7	-0.9	%	7.1	%
	Total at cost for all			$	15,320.0	$	15,045.8	$	14,054.8	1.8	%	9.0	%
Composition of shareholders' equity per share:
	Equity before items below			$	19.09	$	18.50	$	18.22	3.2	%	4.8	%
	Unrealized investment gains (losses) and other
		accumulated comprehensive income (loss)		3.14		4.26		3.37
			Total	$	22.23	$	22.76	$	21.59	-2.3	%	3.0	%
Segmented composition of
shareholders' equity per share:
	Excluding RFIG run-off segment			$	21.06	$	21.47	$	20.13	-1.9	%	4.6	%
	RFIG run-off segment			1.17		1.29		1.46
			Consolidated total	$	22.23	$	22.76	$	21.59	-2.3	%	3.0	%

Old Republic's invested assets portfolio is directed in consideration of enterprise-wide risk management objectives. Most importantly, these are intended to ensure solid funding of the insurance subsidiaries' long-term claim payment obligations to policyholders and their beneficiaries, as well as the long-term stability of the subsidiaries’ capital base. For these reasons, the investment portfolio does not contain high risk or illiquid asset classes and has zero or extremely limited exposure to, collateralized debt obligations (CDO's), credit default and interest rate swaps, hybrid securities, asset-backed securities (ABS), guaranteed investment contracts (GIC), structured investment vehicles (SIV), auction rate variable short-term securities, limited partnerships, derivatives, hedge funds or private equity investments. Moreover, the Company does not engage in hedging or securities lending transactions, nor does it invest in securities whose values are predicated on non-regulated financial instruments exhibiting amorphous or unfunded counter-party risk attributes.

As of March 31, 2022, the consolidated investment portfolio reflected an allocation of approximately 70% to fixed income (bonds and notes) and short-term investments, and 30% to equity securities (common stock). During the quarter, we modestly reduced our equity holdings. The fixed income portfolio continues to be the anchor for the insurance underwriting subsidiaries' obligations. The maturities of our fixed income assets are matched to the expected liabilities for claim payment obligations to policyholders and their beneficiaries. The quality of the investment portfolio remains at high levels.

In recent years, a significant portion of our investable funds have been directed toward high-quality common stocks of U.S. companies (currently limited to fewer than 100 issues). We favor those with long-term records of reasonable earnings growth and steadily increasing dividends. Pursuant to enterprise risk management guidelines and controls, we perform regular stress tests of the equities portfolio to gain reasonable assurance that periodic downdrafts in market prices would not seriously undermine our financial strength and the long-term continuity and prospects of our insurance underwriting business.

8

Old Republic International Corporation

Changes in shareholders' equity per share are reflected in the following table. As shown, these resulted mostly from net income excluding net investment gains (losses), realized and unrealized investment gains (losses), and dividend payments to shareholders.

	Shareholders' Equity
	Per Share
	March 31,
	2022			2021
Beginning balance	$	22.76		$	20.75
Changes in shareholders' equity:
Net income (loss) excluding net investment gains (losses)	0.63			0.69
Net of tax realized investment gains (losses)	0.17			0.02
Net of tax unrealized investment gains (losses):
Fixed income securities	(1.33)			(0.64)
Equity securities	0.21			0.97
Total net of tax realized and unrealized
investment gains (losses)	(0.95)			0.35
Cash dividends	(0.23)			(0.22)
Other	0.02			0.02
Net change	(0.53)			0.84
Ending balance	$	22.23		$	21.59
Percentage change for the period	-2.3		%	4.0		%

Capitalization

	Capitalization
	March 31,			December 31,			March 31,
	2022			2021			2021
Debt:
4.875% Senior Notes due 2024	$	398.6		$	398.4		$	398.0
3.875% Senior Notes due 2026	547.5			547.3			546.9
3.850% Senior Notes due 2051	642.7			642.6			—
Other miscellaneous debt	5.3			—			2.2
Total debt	1,594.2			1,588.5			947.2
Common shareholders' equity	6,750.1			6,893.2			6,451.8
Total capitalization	$	8,344.3		$	8,481.7		$	7,399.0
Capitalization ratios:
Debt	19.1		%	18.7		%	12.8		%
Common shareholders' equity	80.9			81.3			87.2
Total	100.0		%	100.0		%	100.0		%

Managing Old Republic's Insurance Business for the Long-Run

The insurance business is distinguished from most others in that the prices (premiums) charged for most products are set without knowing what the ultimate claim costs will be. We also can't know exactly when claims will be paid, which may be many years after a policy was issued or expired. This casts Old Republic as a risk-taking enterprise managed for the long run. Old Republic therefore conducts the business with a primary focus on achieving favorable underwriting results over cycles, and on maintaining a sound financial condition to support our subsidiaries' long-term obligations to policyholders and their beneficiaries.

The Company is managed for the long run and with little regard for quarterly or even annual reporting periods. These time frames are too short. Management believes results are best evaluated by looking at underwriting and overall operating performance trends over 10-year intervals. These likely include one or two economic and/or underwriting cycles. This provides enough time for these cycles to run their course, for underwriting and premium rate changes to appear in financial results, and for reserved claim costs to be quantified with greater certainty.

9

Old Republic International Corporation

Accompanying Financial Data and Other Information:

•About Old Republic

•Conference Call Information

•Safe Harbor Statement

Financial Supplement:

•A financial supplement to this news release is available on the Company's website:

www.oldrepublic.com

About Old Republic

Chicago-based Old Republic International Corporation is one of the nation's 50 largest shareholder-owned insurance businesses. It is a member of the Fortune 500 listing of America’s largest companies. The Company is organized as an insurance holding company whose subsidiaries actively market, underwrite, and provide risk management services for a wide variety of coverages mostly in the general and title insurance fields. Old Republic’s general insurance business ranks among the nation’s 50 largest, while its title insurance business is the third largest in its industry.

Conference Call Information

Old Republic has scheduled a conference call at 3:00 p.m. ET (2:00 p.m. CT) today to discuss its first quarter 2022 performance and to review major operating trends and business developments. To access this call live in listen-only mode, log on to the Company's website at www.oldrepublic.com 15 minutes before the call to download the necessary software, or, alternatively the call can also be accessed by phone at 1-888-655-9638. Interested parties may also listen to a replay of the call through May 9, 2022 by dialing 1-800-770-2030, passcode 4060501, or by accessing it on Old Republic International's website through May 26, 2022.

10

Old Republic International Corporation

Safe Harbor Statement

Historical data pertaining to the operating results, liquidity, and other performance indicators applicable to an insurance enterprise such as Old Republic are not necessarily indicative of results to be achieved in succeeding years. In addition to the factors cited below, the long-term nature of the insurance business, seasonal and annual patterns in premium production and incidence of claims, changes in yields obtained on invested assets, changes in government policies and free markets affecting inflation rates and general economic conditions, and changes in legal precedents or the application of law affecting the settlement of disputed and other claims can have a bearing on period-to-period comparisons and future operating results. It is possible that Old Republic's operating results, business and financial condition could be adversely affected in subsequent periods by future economic disruptions caused by the COVID-19 pandemic and the associated governmental responses.

Some of the oral or written statements made in the Company's reports, press releases, and conference calls following earnings releases, can constitute "forward-looking statements" within the meaning of the Private Securities Litigation Reform Act of 1995. Any such forward-looking statements involve assumptions, uncertainties, and risks that may affect the Company's future performance. With regard to Old Republic's General Insurance segment, its results can be particularly affected by the level of market competition, which is typically a function of available capital and expected returns on such capital among competitors, the levels of investment yields and inflation rates, and periodic changes in claim frequency and severity patterns caused by natural disasters, weather conditions, accidents, illnesses, work-related injuries, and unanticipated external events. Title Insurance and RFIG Run-off results can be affected by similar factors, and by changes in national and regional housing demand and values, the availability and cost of mortgage loans, employment trends, and default rates on mortgage loans. Life and accident insurance earnings can be affected by the levels of employment and consumer spending, changes in mortality and health trends, and alterations in policy lapsation rates. At the parent holding company level, operating earnings or losses are generally reflective of the amount of debt outstanding and its cost, interest income on temporary holdings of short-term investments, and period-to-period variations in the costs of administering the Company's widespread operations.

General Insurance, Title Insurance, Corporate & Other, and RFIG Run-off maintain customer information and rely upon technology platforms to conduct their business. As a result, each of them and the Company are exposed to cyber risk. Many of the Company's operating subsidiaries maintain separate IT systems which are deemed to reduce enterprise-wide risks of potential cybersecurity incidents. However, given the potential magnitude of a significant breach, the Company continually evaluates on an enterprise-wide basis its IT hardware, security infrastructure and business practices to respond to these risks and to detect and remediate in a timely manner significant cybersecurity incidents or business process interruptions.

A more detailed listing and discussion of the risks and other factors which affect the Company's risk-taking insurance business are included in Part I, Item 1A - Risk Factors, of the Company's 2021 Form 10-K Annual Report filing to the Securities and Exchange Commission, which is specifically incorporated herein by reference.

Any forward-looking statements or commentaries speak only as of their dates. Old Republic undertakes no obligation to publicly update or revise any and all such comments, whether as a result of new information, future events or otherwise, and accordingly they may not be unduly relied upon.

For Old Republic's latest news releases and other corporate documents: Please visit us at www.oldrepublic.com
Alternatively, please write or call:
	Investor Relations
Old Republic International Corporation
307 North Michigan Avenue, Chicago, IL 60601
(312) 346-8100

11

XML

Cover Page	Apr. 28, 2022
Cover [Abstract]
Document Type	8-K
Document Period End Date	Apr. 28, 2022
Entity Registrant Name	OLD REPUBLIC INTERNATIONAL CORPORATION
Entity Incorporation, State or Country Code	DE
Entity File Number	001-10607
Entity Central Index Key	0000074260
Amendment Flag	false
Entity Tax Identification Number	36-2678171
Entity Address, Address Line One	307 North Michigan Avenue
Entity Address, City or Town	Chicago
Entity Address, State or Province	IL
Entity Address, Postal Zip Code	60601
City Area Code	(312)
Local Phone Number	346-8100
Written Communications	false
Soliciting Material	false
Pre-commencement Tender Offer	false
Pre-commencement Issuer Tender Offer	false
Title of 12(b) Security	Common Stock / $1 par value
Trading Symbol	ORI
Security Exchange Name	NYSE
Entity Emerging Growth Company	false