10-Q 1 acgl10q33117.htm 10-Q Document


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C.  20549
 
FORM 10-Q
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
 
 
March 31, 2017
 
Or
 
 
o
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number:  001-16209

 archnewlogo11a14.jpg
ARCH CAPITAL GROUP LTD.
(Exact name of registrant as specified in its charter)

Bermuda
Not applicable
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
 
 
Waterloo House, Ground Floor
 
100 Pitts Bay Road, Pembroke HM 08, Bermuda
(441) 278-9250
(Address of principal executive offices)
(Registrant’s telephone number, including area code)

Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days.  Yes þ     No o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes þ     No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act. Large accelerated Filer þ Accelerated Filer o Non-accelerated Filer o Smaller reporting
company o Emerging growth company o
Indicate by check mark whether the Registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes o   No þ
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. o  
As of May 1, 2017, there were 123,069,706 common shares, $0.0033 par value per share, of the registrant outstanding.




ARCH CAPITAL GROUP LTD.
 
INDEX TO FORM 10-Q
 

 
ACGL 2017 FIRST QUARTER FORM 10-Q
1


PART I.  FINANCIAL INFORMATION
Cautionary Note Regarding Forward-Looking Statements 
The Private Securities Litigation Reform Act of 1995 (“PSLRA”) provides a “safe harbor” for forward-looking statements. This release or any other written or oral statements made by or on behalf of us may include forward-looking statements, which reflect our current views with respect to future events and financial performance. All statements other than statements of historical fact included in or incorporated by reference in this release are forward-looking statements. Forward-looking statements, for purposes of the PSLRA or otherwise, can generally be identified by the use of forward-looking terminology such as “may,” “will,” “expect,” “intend,” “estimate,” “anticipate,” “believe” or “continue” and similar statements of a future or forward-looking nature or their negative or variations or similar terminology.
Forward-looking statements involve our current assessment of risks and uncertainties. Actual events and results may differ materially from those expressed or implied in these statements. Important factors that could cause actual events or results to differ materially from those indicated in such statements are discussed below and elsewhere in this release and in our periodic reports filed with the Securities and Exchange Commission (the “SEC”), and include:
our ability to successfully implement our business strategy during “soft” as well as “hard” markets;
acceptance of our business strategy, security and financial condition by rating agencies and regulators, as well as by brokers and our insureds and reinsureds;
the integration of United Guaranty and any other businesses we have acquired or may acquire into our existing operations;
our ability to maintain or improve our ratings, which may be affected by our ability to raise additional equity or debt financings, by ratings agencies’ existing or new policies and practices, as well as other factors described herein;
general economic and market conditions (including inflation, interest rates, foreign currency exchange rates, prevailing credit terms and the depth and duration of a recession) and conditions specific to the reinsurance and insurance markets (including the length and magnitude of the current “soft” market) in which we operate;
competition, including increased competition, on the basis of pricing, capacity (including alternative forms of capital), coverage terms or other factors;
developments in the world’s financial and capital markets and our access to such markets;
our ability to successfully enhance, integrate and maintain operating procedures (including information technology) to effectively support our current and new business;
the loss of key personnel;
accuracy of those estimates and judgments utilized in the preparation of our financial statements, including those related to revenue recognition, insurance and other reserves, reinsurance recoverables, investment valuations, intangible assets, bad debts, income taxes, contingencies and litigation, and any determination to use the deposit method of accounting, which for a relatively new insurance and reinsurance company, like our company, are even more difficult to make than those made in a mature company since relatively limited historical information has been reported to us through March 31, 2017;
greater than expected loss ratios on business written by us and adverse development on claim and/or claim expense liabilities related to business written by our insurance and reinsurance subsidiaries;
severity and/or frequency of losses;
claims for natural or man-made catastrophic events in our insurance or reinsurance business could cause large losses and substantial volatility in our results of operations;
acts of terrorism, political unrest and other hostilities or other unforecasted and unpredictable events;
availability to us of reinsurance to manage our gross and net exposures and the cost of such reinsurance;
the failure of reinsurers, managing general agents, third party administrators or others to meet their obligations to us;
the timing of loss payments being faster or the receipt of reinsurance recoverables being slower than anticipated by us;
our investment performance, including legislative or regulatory developments that may adversely affect the fair value of our investments;

 
ACGL 2017 FIRST QUARTER FORM 10-Q
2


changes in general economic conditions, including new or continued sovereign debt concerns in Eurozone countries or downgrades of U.S. securities by credit rating agencies, which could affect our business, financial condition and results of operations;
the volatility of our shareholders’ equity from foreign currency fluctuations, which could increase due to us not matching portions of our projected liabilities in foreign currencies with investments in the same currencies;
losses relating to aviation business and business produced by a certain managing underwriting agency for which we may be liable to the purchaser of our prior reinsurance business or to others in connection with the May 5, 2000 asset sale described in our periodic reports filed with the SEC;
changes in accounting principles or policies or in our application of such accounting principles or policies;
changes in the political environment of certain countries in which we operate or underwrite business;
statutory or regulatory developments, including as to tax policy and matters and insurance and other regulatory matters such as the adoption of proposed legislation that would affect Bermuda-headquartered companies and/or Bermuda-based insurers or reinsurers and/or changes in regulations or tax laws applicable to us, our subsidiaries, brokers or customers; and
the other matters set forth under Item 1A “Risk Factors”, Item 7 “Management’s Discussion and Analysis of Financial Condition and Results of Operations” and other sections of our Annual Report on Form 10-K for the year ended December 31, 2016, as well as the other factors set forth in our other documents on file with the SEC, and management’s response to any of the aforementioned factors.
 
All subsequent written and oral forward-looking statements attributable to us or persons acting on our behalf are expressly qualified in their entirety by these cautionary statements. The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with other cautionary statements that are included herein or elsewhere. We undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise. 


 
ACGL 2017 FIRST QUARTER FORM 10-Q
3



ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS
 
 
Page No.
 
 
 
 
 
 
 
 
 
March 31, 2017 (unaudited) and December 31, 2016
 
 
 
 
 
 
For the three month periods ended March 31, 2017 and 2016 (unaudited)
 
 
 
 
 
 
For the three month periods ended March 31, 2017 and 2016 (unaudited)
 
 
 
 
 
 
For the three month periods ended March 31, 2017 and 2016 (unaudited)
 
 
 
 
 
 
For the three month periods ended March 31, 2017 and 2016 (unaudited)
 
 
 
 
Notes to Consolidated Financial Statements (unaudited)
 
 
 
11 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 


 
ACGL 2017 FIRST QUARTER FORM 10-Q
4


Report of Independent Registered Public Accounting Firm
 
To the Board of Directors and Shareholders of Arch Capital Group Ltd.:
 
We have reviewed the accompanying consolidated balance sheet of Arch Capital Group Ltd. and its subsidiaries (the “Company”) as of March 31, 2017, and the related consolidated statements of income, comprehensive income, changes in shareholders’ equity and cash flows for the three-month periods ended March 31, 2017 and March 31, 2016. These interim financial statements are the responsibility of the Company’s management.
 
We conducted our review in accordance with the standards of the Public Company Accounting Oversight Board (United States). A review of interim financial information consists principally of applying analytical procedures and making inquiries of persons responsible for financial and accounting matters. It is substantially less in scope than an audit conducted in accordance with the standards of the Public Company Accounting Oversight Board (United States), the objective of which is the expression of an opinion regarding the financial statements taken as a whole. Accordingly, we do not express such an opinion.
 
Based on our review, we are not aware of any material modifications that should be made to the accompanying consolidated interim financial statements for them to be in conformity with accounting principles generally accepted in the United States of America.
 
We previously audited, in accordance with the standards of the Public Company Accounting Oversight Board (United States), the consolidated balance sheet as of December 31, 2016, and the related consolidated statements of income, comprehensive income, changes in shareholders’ equity, and cash flows for the year then ended (not presented herein), and in our report dated March 1, 2017, we expressed an unqualified opinion on those consolidated financial statements. In our opinion, the information set forth in the accompanying consolidated balance sheet information as of December 31, 2016, is fairly stated, in all material respects in relation to the consolidated balance sheet from which it has been derived.
 
/s/ PricewaterhouseCoopers LLP
 
May 5, 2017

 
ACGL 2017 FIRST QUARTER FORM 10-Q
5


ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(U.S. dollars in thousands, except share data)
 
(Unaudited)
 
 
 
March 31,
2017
 
December 31,
2016
Assets
 

 
 

Investments:
 

 
 

Fixed maturities available for sale, at fair value (amortized cost: $13,767,375 and $13,522,671)
$
13,745,932

 
$
13,426,577

Short-term investments available for sale, at fair value (amortized cost: $803,624 and $611,878)
803,619

 
612,005

Collateral received under securities lending, at fair value (amortized cost: $538,353 and $762,554)
538,361

 
762,565

Equity securities available for sale, at fair value (cost: $369,189 and $475,085)
428,594

 
518,041

Other investments available for sale, at fair value (cost: $197,431 and $149,077)
228,437

 
167,970

Investments accounted for using the fair value option
3,648,120

 
3,421,220

Investments accounted for using the equity method
861,607

 
811,273

Total investments
20,254,670

 
19,719,651

 
 
 
 
Cash
703,754

 
842,942

Accrued investment income
104,168

 
124,483

Securities pledged under securities lending, at fair value (amortized cost: $524,758 and $746,409)
525,569

 
744,980

Premiums receivable
1,254,048

 
1,072,435

Reinsurance recoverable on unpaid and paid losses and loss adjustment expenses
2,133,148

 
2,114,138

Contractholder receivables
1,766,340

 
1,717,436

Ceded unearned premiums
941,923

 
859,567

Deferred acquisition costs
487,925

 
447,560

Receivable for securities sold
239,678

 
58,284

Goodwill and intangible assets
750,315

 
781,553

Other assets
930,688

 
889,080

Total assets
$
30,092,226

 
$
29,372,109

 
 
 
 
Liabilities
 
 
 
Reserve for losses and loss adjustment expenses
$
10,296,821

 
$
10,200,960

Unearned premiums
3,631,259

 
3,406,870

Reinsurance balances payable
321,285

 
300,407

Contractholder payables
1,766,340

 
1,717,436

Collateral held for insured obligations
327,161

 
301,406

Senior notes
1,732,410

 
1,732,258

Revolving credit agreement borrowings
734,961

 
756,650

Securities lending payable
538,353

 
762,554

Payable for securities purchased
389,649

 
76,183

Other liabilities
674,313

 
806,260

Total liabilities
20,412,552

 
20,060,984

 
 
 
 
Commitments and Contingencies


 


Redeemable noncontrolling interests
205,644

 
205,553

 
 
 
 
Shareholders' Equity
 
 
 
Non-cumulative preferred shares
772,555

 
772,555

Convertible non-voting common equivalent preferred shares
1,101,304

 
1,101,304

Common shares ($0.0033 par, shares issued: 174,935,104 and 174,644,101)
583

 
582

Additional paid-in capital
548,053

 
531,687

Retained earnings
8,238,296

 
7,996,701

Accumulated other comprehensive income (loss), net of deferred income tax
(15,677
)
 
(114,541
)
Common shares held in treasury, at cost (shares: 51,907,618 and 51,856,584)
(2,039,270
)
 
(2,034,570
)
Total shareholders' equity available to Arch
8,605,844

 
8,253,718

Non-redeemable noncontrolling interests
868,186

 
851,854

Total shareholders' equity
9,474,030

 
9,105,572

Total liabilities, noncontrolling interests and shareholders' equity
$
30,092,226

 
$
29,372,109


See Notes to Consolidated Financial Statements

 
ACGL 2017 FIRST QUARTER FORM 10-Q
6


ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(U.S. dollars in thousands, except share data)
 
(Unaudited)
 
Three Months Ended
 
March 31,
 
2017
 
2016
Revenues
 

 
 

Net premiums written
$
1,276,260

 
$
1,121,235

Change in unearned premiums
(159,243
)
 
(169,656
)
Net premiums earned
1,117,017

 
951,579

Net investment income
117,874

 
93,735

Net realized gains (losses)
34,153

 
37,324

 
 
 
 
Other-than-temporary impairment losses
(1,807
)
 
(7,737
)
Less investment impairments recognized in other comprehensive income, before taxes

 
98

Net impairment losses recognized in earnings
(1,807
)
 
(7,639
)
 
 
 
 
Other underwriting income
4,633

 
5,047

Equity in net income (loss) of investment funds accounted for using the equity method
48,088

 
6,655

Other income (loss)
(782
)
 
(25
)
Total revenues
1,319,176

 
1,086,676

 
 
 
 
Expenses
 
 
 
Losses and loss adjustment expenses
552,570

 
522,949

Acquisition expenses
182,289

 
167,838

Other operating expenses
174,719

 
150,148

Corporate expenses
27,792

 
9,383

Amortization of intangible assets
31,294

 
4,748

Interest expense
28,676

 
16,107

Net foreign exchange losses (gains)
19,404

 
23,566

Total expenses
1,016,744

 
894,739

 
 
 
 
Income before income taxes
302,432

 
191,937

Income tax expense
(28,397
)
 
(16,310
)
Net income
$
274,035

 
$
175,627

Net (income) loss attributable to noncontrolling interests
(20,908
)
 
(20,829
)
Net income available to Arch
253,127

 
154,798

Preferred dividends
(11,218
)
 
(5,484
)
Net income available to Arch common shareholders
$
241,909

 
$
149,314

 
 
 
 
Net income per common share and common share equivalent
 

 
 

Basic
$
1.80

 
$
1.24

Diluted
$
1.74

 
$
1.20

 
 
 
 
Weighted average common shares and common share equivalents outstanding
 
 
 
Basic
134,034,927

 
120,428,179

Diluted
139,047,672

 
124,496,496





See Notes to Consolidated Financial Statements

 
ACGL 2017 FIRST QUARTER FORM 10-Q
7


ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(U.S. dollars in thousands)
 
(Unaudited)
 
Three Months Ended
 
March 31,
 
2017
 
2016
Comprehensive Income
 
 
 
Net income
$
274,035

 
$
175,627

Other comprehensive income (loss), net of deferred income tax
 
 
 
Unrealized appreciation (decline) in value of available-for-sale investments:
 
 
 
Unrealized holding gains (losses) arising during period
100,792

 
132,981

Portion of other-than-temporary impairment losses recognized in other comprehensive income, net of deferred income tax

 
(98
)
Reclassification of net realized (gains) losses, net of income taxes, included in net income
(5,044
)
 
(32,223
)
Foreign currency translation adjustments
3,124

 
17,313

Comprehensive income
372,907

 
293,600

Net (income) loss attributable to noncontrolling interests
(20,908
)
 
(20,829
)
Foreign currency translation adjustments attributable to noncontrolling interests
(8
)
 
158

Comprehensive income available to Arch
$
351,991

 
$
272,929





See Notes to Consolidated Financial Statements

 
ACGL 2017 FIRST QUARTER FORM 10-Q
8


ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(U.S. dollars in thousands)
 
(Unaudited)
 
Three Months Ended
 
March 31,
 
2017
 
2016
Non-cumulative preferred shares
 

 
 

Balance at beginning and end of period
$
772,555

 
$
325,000

 
 
 
 
Convertible non-voting common equivalent preferred shares
 
 
 
Balance at beginning and end of period
1,101,304

 

 
 
 
 
Common shares
 
 
 
Balance at beginning of year
582

 
577

Common shares issued, net
1

 
2

Balance at end of period
583

 
579

 
 
 
 
Additional paid-in capital
 

 
 

Balance at beginning of year
531,687

 
467,339

Common shares issued, net
(1
)
 

Exercise of stock options
710

 
4,222

Amortization of share-based compensation
15,657

 
14,265

Other

 
117

Balance at end of period
548,053

 
485,943

 
 
 
 
Retained earnings
 

 
 

Balance at beginning of year
7,996,701

 
7,332,032

Cumulative effect of an accounting change (1)
(314
)
 

Balance at beginning of year, as adjusted
7,996,387

 
7,332,032

Net income
274,035

 
175,627

Net (income) loss attributable to noncontrolling interests
(20,908
)
 
(20,829
)
Preferred share dividends
(11,218
)
 
(5,484
)
Balance at end of period
8,238,296

 
7,481,346

 
 
 
 
Accumulated other comprehensive income (loss), net of deferred income tax
 
 
 
Balance at beginning of year
(114,541
)
 
(16,502
)
Unrealized appreciation (decline) in value of available-for-sale investments, net of deferred income tax:
 
 
 
Balance at beginning of year
(27,641
)
 
50,085

Unrealized holding gains (losses) arising during period, net of reclassification adjustment
95,748

 
100,758

Portion of other-than-temporary impairment losses recognized in other comprehensive income, net of deferred income tax

 
(98
)
Balance at end of period
68,107

 
150,745

Foreign currency translation adjustments:
 
 
 
Balance at beginning of year
(86,900
)
 
(66,587
)
Foreign currency translation adjustments
3,124

 
17,313

Foreign currency translation adjustments attributable to noncontrolling interests
(8
)
 
158

Balance at end of period
(83,784
)
 
(49,116
)
Balance at end of period
(15,677
)
 
101,629

 
 
 
 
Common shares held in treasury, at cost
 
 
 
Balance at beginning of year
(2,034,570
)
 
(1,941,904
)
Shares repurchased for treasury
(4,700
)
 
(77,345
)
Balance at end of period
(2,039,270
)
 
(2,019,249
)
 
 
 
 
Total shareholders’ equity available to Arch
8,605,844

 
6,375,248

Non-redeemable noncontrolling interests
868,186

 
754,915

Total shareholders’ equity
$
9,474,030

 
$
7,130,163


(1)
See Note 2, “Recent Accounting Pronouncements,” for details. 

See Notes to Consolidated Financial Statements

 
ACGL 2017 FIRST QUARTER FORM 10-Q
9


ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(U.S. dollars in thousands)
 
(Unaudited)
 
Three Months Ended
 
March 31,
 
2017
 
2016
Operating Activities
 

 
 

Net income
$
274,035

 
$
175,627

Adjustments to reconcile net income to net cash provided by operating activities:
 
 
 
Net realized (gains) losses
(40,855
)
 
(43,034
)
Net impairment losses recognized in earnings
1,807

 
7,639

Equity in net income or loss of investment funds accounted for using the equity method and other income or loss
(36,141
)
 
3,243

Amortization of intangible assets
31,294

 
4,748

Share-based compensation
15,657

 
14,265

Changes in:
 
 
 
Reserve for losses and loss adjustment expenses, net of unpaid losses and loss adjustment expenses recoverable
53,027

 
111,255

Unearned premiums, net of ceded unearned premiums
159,243

 
169,656

Premiums receivable
(176,350
)
 
(217,348
)
Deferred acquisition costs
(41,728
)
 
(30,050
)
Reinsurance balances payable
20,114

 
51,929

Other items, net
(51,985
)
 
74,613

Net Cash Provided By Operating Activities
208,118

 
322,543

Investing Activities
 

 
 

Purchases of fixed maturity investments
(10,476,918
)
 
(8,133,537
)
Purchases of equity securities
(143,833
)
 
(128,263
)
Purchases of other investments
(427,039
)
 
(305,198
)
Proceeds from sales of fixed maturity investments
10,386,746

 
7,827,536

Proceeds from sales of equity securities
253,347

 
216,012

Proceeds from sales, redemptions and maturities of other investments
317,518

 
211,125

Proceeds from redemptions and maturities of fixed maturity investments
174,718

 
163,894

Net settlements of derivative instruments
(3,921
)
 
21,091

Net (purchases) sales of short-term investments
(397,851
)
 
(65,594
)
Change in cash collateral related to securities lending
180,946

 
(43,118
)
Purchases of fixed assets
(5,194
)
 
(3,952
)
Other
19,603

 
6,737

Net Cash Provided By (Used For) Investing Activities
(121,878
)
 
(233,267
)
Financing Activities
 

 
 

Purchases of common shares under share repurchase program

 
(75,256
)
Proceeds from common shares issued, net
(3,990
)
 
202

Repayments of borrowings
(22,000
)
 
(74,171
)
Change in cash collateral related to securities lending
(180,946
)
 
43,118

Dividends paid to redeemable noncontrolling interests
(4,497
)
 
(4,497
)
Other
(5,018
)
 
29,115

Preferred dividends paid
(11,218
)
 
(5,484
)
Net Cash Provided By (Used For) Financing Activities
(227,669
)
 
(86,973
)
 
 
 
 
Effects of exchange rate changes on foreign currency cash
2,241

 
2,332

 
 
 
 
Increase (decrease) in cash
(139,188
)
 
4,635

Cash beginning of year
842,942

 
553,326

Cash end of period
$
703,754

 
$
557,961

 
 
 
 
Income taxes paid
$
711

 
$
2,504

Interest paid
$
5,829

 
$
3,813


See Notes to Consolidated Financial Statements

 
ACGL 2017 FIRST QUARTER FORM 10-Q
10

ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


1.    General

Arch Capital Group Ltd. (“ACGL”) is a Bermuda public limited liability company which provides insurance and reinsurance on a worldwide basis through its wholly-owned subsidiaries. As used herein, the “Company” means ACGL and its subsidiaries. The Company’s consolidated financial statements include the results of Watford Holdings Ltd. and its wholly owned subsidiaries. See Note 3.
On December 31, 2016, the Company completed the acquisition of United Guaranty Corporation, a North Carolina corporation (“UGC”). The acquisition of UGC (“UGC acquisition”) expanded the scale of Arch’s existing mortgage insurance businesses by combining UGC’s position as the market leader in the U.S. private mortgage insurance industry with Arch’s financial strength and history of innovation, further diversifying the Company’s business profile and customer base.
The interim consolidated financial statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). All significant intercompany transactions and balances have been eliminated in consolidation. The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates and assumptions. In the opinion of management, the accompanying unaudited interim consolidated financial statements reflect all adjustments (consisting of normally recurring accruals) necessary for a fair statement of results on an interim basis. The results of any interim period are not necessarily indicative of the results for a full year or any future periods.
Certain information and footnote disclosures normally included in financial statements prepared in accordance with GAAP have been condensed or omitted; however, management believes that the disclosures are adequate to make the information presented not misleading. This report should be read in conjunction with the Company’s Annual Report on Form 10-K for the year ended December 31, 2016 (“2016 Form 10-K”), including the Company’s audited consolidated financial statements and related notes.
The Company has reclassified the presentation of certain prior year information to conform to the current presentation, including the presentation of ‘amortization of intangible assets’ on its consolidated statements of income to split out such item (previously reflected in acquisition expenses and/or other operating expenses). Such reclassifications had no effect on the
 
Company’s net income, comprehensive income, shareholders’ equity or cash flows. Tabular amounts are in U.S. Dollars in thousands, except share amounts, unless otherwise noted.
2.    Recent Accounting Pronouncements

Recently Issued Accounting Standards Adopted
The Company adopted Financial Accounting Standards Board (“FASB”) Accounting Standard Update (“ASU”) 2016-09, “Compensation - Stock Compensation (Topic 718) - Improvements to Employee Share-Based Payment Accounting,” effective January 1, 2017. This ASU was issued in the 2016 first quarter to improve and simplify the accounting for employee share-based payment transactions. This ASU provides simplifications with respect to income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows for these types of transactions. With respect to the forfeiture accounting policy election, the Company has elected to account for forfeitures as they occur, which did not result in a material cumulative effect adjustment. With respect to the change in presentation in the statement of cash flows related to excess tax benefits, the Company has applied the guidance prospectively and prior periods have not been adjusted.
Recently Issued Accounting Standards Not Yet Adopted
ASU 2016-18, "Statement of Cash Flows (Topic 230) - Restricted Cash " was issued in the 2016 fourth quarter. The ASU requires that restricted cash and restricted cash equivalents be included with cash and cash equivalents in the reconciliation of beginning and ending cash on the statements of cash flows. As a result, transfers between cash and cash equivalents and restricted cash and restricted cash equivalents will no longer be presented on the statement of cash flows. The ASU also requires a reconciliation of the statement of the cash flows to the balance sheet if the balance sheet includes more than one line item of cash, cash equivalents, and restricted cash. The ASU is effective, with retrospective adoption, for interim and annual periods beginning after December 15, 2017, with early adoption permitted. The Company is currently assessing the impact the implementation of this ASU will have on its consolidated financial statements.

ASU 2017-08, “Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20): Premium Amortization on Purchased Callable Debt Securities,” was issued in the 2017 first quarter. The ASU amends the amortization period for certain purchased callable debt securities held at a premium by shortening the amortization period for the premium to the earliest call date. The ASU will be effective for the Company on January 1, 2019 and is required to be applied using a modified retrospective approach through a cumulative-effect adjustment to retained earnings as of the beginning of the first reporting period in

 
ACGL 2017 FIRST QUARTER FORM 10-Q
11

ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

which the guidance is effective. The Company is currently assessing the impact the implementation of this ASU will have on its consolidated financial statements.

3.
Variable Interest Entities and Noncontrolling Interests

A variable interest entity (“VIE”) refers to an entity that has characteristics such as (i) insufficient equity at risk to allow the entity to finance its activities without additional financial support or (ii) instances where the equity investors, as a group, do not have characteristics of a controlling financial interest. The primary beneficiary of a VIE is defined as the variable interest holder that is determined to have the controlling financial interest as a result of having both (i) the power to direct the activities of a VIE that most significantly impact the economic performance of the VIE and (ii) the obligation to absorb losses or right to receive benefits from the VIE that could potentially be significant to the VIE. If a company is determined to be the primary beneficiary, it is required to consolidate the VIE in its financial statements.
Watford Holdings Ltd.
In March 2014, the Company invested $100.0 million and acquired approximately 11% of Watford Holdings Ltd.’s common equity and a warrant to purchase additional common equity. Watford Holdings Ltd. is the parent of Watford Re Ltd., a multi-line Bermuda reinsurance company (together with Watford Holdings Ltd., “Watford Re”). Watford Re is considered a VIE and the Company concluded that it is the primary beneficiary of Watford Re. As such, the results of Watford Re are included in the Company’s consolidated financial statements.
The Company does not guarantee or provide credit support for Watford Re, and the Company’s financial exposure to Watford Re is limited to its investment in Watford Re’s common and preferred shares and counterparty credit risk (mitigated by collateral) arising from reinsurance transactions.
 
The following table provides the carrying amount and balance sheet caption in which the assets and liabilities of Watford Re are reported:
 
March 31,
 
December 31,

 
2017
 
2016
Assets
 
 
 
Investments accounted for using the fair value option
$
1,976,466

 
$
1,857,623

Cash
47,566

 
74,893

Accrued investment income
14,066

 
17,017

Premiums receivable
196,866

 
189,911

Reinsurance recoverable on unpaid and paid losses and LAE
25,673

 
24,420

Ceded unearned premiums
16,383

 
12,145

Deferred acquisition costs
93,227

 
86,379

Receivable for securities sold
19,235

 
1,326

Goodwill and intangible assets
7,650

 
7,650

Other assets
116,336

 
111,386

Total assets of consolidated VIE
$
2,513,468

 
$
2,382,750

 
 
 
 
Liabilities
 
 
 
Reserves for losses and loss adjustment expenses
$
566,175

 
$
510,809

Unearned premiums
319,677

 
293,480

Reinsurance balances payable
15,171

 
12,289

Revolving credit agreement borrowings
234,961

 
256,650

Payable for securities purchased
81,216

 
42,922

Other liabilities
100,198

 
88,976

Total liabilities of consolidated VIE
$
1,317,398

 
$
1,205,126

 
 
 
 
Redeemable noncontrolling interests
$
220,344

 
$
220,253

For the three months ended March 31, 2017, Watford Re generated $62.2 million of cash provided by operating activities, $60.5 million of cash used for investing activities and $29.0 million of cash used for financing activities, compared to $65.3 million of cash provided by operating activities, $43.7 million of cash used for investing activities and $51.3 million of cash used for financing activities for the three months ended March 31, 2016.
Non-redeemable noncontrolling interests
The Company accounts for the portion of Watford Re’s common equity attributable to third party investors in the shareholders’ equity section of its consolidated balance sheets. The noncontrolling ownership in Watford Re’s common shares was approximately 89% at March 31, 2017. The portion of Watford Re’s income or loss attributable to third party investors is recorded in the consolidated statements of income in ‘net (income) loss attributable to noncontrolling interests.’

 
ACGL 2017 FIRST QUARTER FORM 10-Q
12

ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following table sets forth activity in the non-redeemable noncontrolling interests:
 
March 31,
 
2017
 
2016
Three Months Ended
 
 
 
Balance, beginning of period
$
851,854

 
$
738,831

Amounts attributable to noncontrolling interests
16,324

 
16,242

Foreign currency translation adjustments attributable to noncontrolling interests
8

 
(158
)
Balance, end of period
$
868,186

 
$
754,915

Redeemable noncontrolling interests
The Company accounts for redeemable noncontrolling interests in the mezzanine section of its consolidated balance sheets in accordance with applicable accounting guidance. Such redeemable noncontrolling interests relate to the 9,065,200 cumulative redeemable preference shares (“Watford Preference Shares”) issued in March 2014 with a par value of $0.01 per share and a liquidation preference of $25.00 per share. Preferred dividends, including the accretion of the discount and issuance costs, are included in ‘net (income) loss attributable to noncontrolling interests’ in the Company’s consolidated statements of income.
The following table sets forth activity in the redeemable non-controlling interests:
 
March 31,
 
2017
 
2016
Three Months Ended
 
 
 
Balance, beginning of period
$
205,553

 
$
205,182

Accretion of preference share issuance costs
91

 
92

Balance, end of period
$
205,644

 
$
205,274

The portion of Watford Re’s income or loss attributable to third party investors, recorded in the Company’s consolidated statements of income in ‘net (income) loss attributable to noncontrolling interests,’ are summarized in the table below:
 
March 31,
 
2017
 
2016
Three Months Ended
 
 
 
Amounts attributable to non-redeemable noncontrolling interests
$
(16,324
)
 
$
(16,242
)
Dividends attributable to redeemable noncontrolling interests
(4,584
)
 
(4,587
)
Net (income) loss attributable to noncontrolling interests
$
(20,908
)
 
$
(20,829
)
 
Bellemeade Re I and II
Upon closing of the UGC acquisition, the Company acquired the rights and obligations related to aggregate excess of loss reinsurance agreements with Bellemeade Re I Ltd. (“Bellemeade I”), entered into in July 2015, and with Bellemeade Re II Ltd. (“Bellemeade II”), entered into in May 2016 (the “Bellemeade Agreements”). Bellemeade I and Bellemeade II are special purpose reinsurance companies domiciled in Bermuda, each of which provided for up to approximately $300 million of aggregate excess of loss reinsurance coverage at inception for new delinquencies on portfolios of in-force policies issued.
As a result of the evaluation of the Bellemeade Agreements, the Company concluded that both Bellemeade I and Bellemeade II are VIEs. However, given that the ceding insurers do not have the unilateral power to direct those activities that are significant to the economic performance of Bellemeade I and Bellemeade II, the Company does not consolidate Bellemeade I and Bellemeade II in its consolidated financial statements. The following table presents total assets of Bellemeade I and Bellemeade II as well as the Company’s maximum exposure to loss associated with these VIEs:
 
 
 
Maximum Exposure to Loss
 
Total VIE Assets
 
On-Balance Sheet
 
Off-Balance Sheet
 
Total
Bellemeade I
$
146,200

 
$
351

 
$
1,310

 
$
1,661

Bellemeade II
283,777

 
54

 
1,103

 
1,157

Total
$
429,977

 
$
405

 
$
2,413

 
$
2,818

Irving Partners Limited Partnership
Upon closing of the UGC acquisition, the Company acquired a limited partnership interest in Irving Partners Limited Partnership (“Irving Partners”), which owns and operates an office building in Greensboro, North Carolina in which the Company is the main tenant. The Company concluded that Irving Partners is a VIE but that it is not the primary beneficiary. The Company’s maximum exposure to loss is approximately $14.5 million at March 31, 2017.

 
ACGL 2017 FIRST QUARTER FORM 10-Q
13

ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

4.    Earnings Per Common Share

The following table sets forth the computation of basic and diluted earnings per common share:
 
Three Months Ended
 
March 31,
 
2017
 
2016
Numerator:
 
 
 
Net income
$
274,035

 
$
175,627

Amounts attributable to noncontrolling interests
(20,908
)
 
(20,829
)
Net income available to Arch
253,127

 
154,798

Preferred dividends
(11,218
)
 
(5,484
)
Net income available to Arch common shareholders
$
241,909

 
$
149,314

 
 
 
 
Denominator:
 
 
 
Weighted average common shares outstanding
121,272,107

 
120,428,179

Series D preferred shares (1)
12,762,820

 

Weighted average common shares and common share equivalents outstanding — basic
134,034,927

 
120,428,179

Effect of dilutive common share equivalents:
 
 
 
Nonvested restricted shares
1,646,555

 
1,460,654

Stock options (2)
3,366,190

 
2,607,663

Weighted average common shares and common share equivalents outstanding — diluted
139,047,672

 
124,496,496

 
 
 
 
Earnings per common share:
 
 
 
Basic
$
1.80

 
$
1.24

Diluted
$
1.74

 
$
1.20

(1)
Such shares are convertible non-voting common equivalent preferred shares issued in connection with the UGC acquisition.
(2)
Certain stock options were not included in the computation of diluted earnings per share where the exercise price of the stock options exceeded the average market price and would have been anti-dilutive or where, when applying the treasury stock method to in-the-money options, the sum of the proceeds, including unrecognized compensation, exceeded the average market price and would have been anti-dilutive. For the 2017 first quarter and 2016 first quarter, the number of stock options excluded were 263,475 and 607,208, respectively.

 
ACGL 2017 FIRST QUARTER FORM 10-Q
14

ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

5.    Segment Information

The Company classifies its businesses into three underwriting segments — insurance, reinsurance and mortgage — and two other operating segments — ‘other’ and corporate (non-underwriting). The Company determined its reportable segments using the management approach described in accounting guidance regarding disclosures about segments of an enterprise and related information. The accounting policies of the segments are the same as those used for the preparation of the Company’s consolidated financial statements. Intersegment business is allocated to the segment accountable for the underwriting results.
The Company’s insurance, reinsurance and mortgage segments each have managers who are responsible for the overall profitability of their respective segments and who are directly accountable to the Company’s chief operating decision makers, the Chairman and Chief Executive Officer, the President and Chief Operating Officer, and the Chief Financial Officer of ACGL. The chief operating decision makers do not assess performance, measure return on equity or make resource allocation decisions on a line of business basis. Management measures segment performance for its three underwriting segments based on underwriting income or loss. The Company does not manage its assets by underwriting segment, with the exception of goodwill and intangible assets, and, accordingly, investment income is not allocated to each underwriting segment.
The insurance segment consists of the Company’s insurance underwriting units which offer specialty product lines on a worldwide basis. Product lines include: construction and national accounts; excess and surplus casualty; lenders products; professional lines; programs; property, energy, marine and aviation; travel, accident and health; and other (consisting of alternative markets, excess workers' compensation and surety business).
The reinsurance segment consists of the Company’s reinsurance underwriting units which offer specialty product lines on a worldwide basis. Product lines include: casualty; marine and aviation; other specialty; property catastrophe; property excluding property catastrophe (losses on a single risk, both excess of loss and pro rata); and other (consisting of life reinsurance, casualty clash and other).
The mortgage segment includes the Company’s U.S. and international mortgage insurance and reinsurance operations as well as government sponsored enterprise (“GSE”) credit-risk sharing transactions. Arch Mortgage Insurance Company, United Guaranty Residential Insurance Company and United Guaranty Mortgage Indemnity Company (combined “Arch MI U.S.”) are approved as eligible mortgage insurers by Federal National Mortgage Association (“Fannie Mae”) and Federal Home Loan Mortgage Corporation (“Freddie Mac”), each a GSE.
The corporate (non-underwriting) segment results include net investment income, other income (loss), corporate expenses, UGC transaction costs and other, interest expense, dividends related to the Company’s non-cumulative preferred shares, net realized gains or losses, net impairment losses included in earnings, equity in net income or loss of investment funds accounted for using the equity method, net foreign exchange gains or losses and income taxes. Such amounts exclude the results of the ‘other’ segment.
The ‘other’ segment includes the results of Watford Re (see Note 3). Watford Re has its own management and board of directors that is responsible for the overall profitability of the ‘other’ segment. For the ‘other’ segment, performance is measured based on net income or loss.

 
ACGL 2017 FIRST QUARTER FORM 10-Q
15

ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following tables summarize the Company’s underwriting income or loss by segment, together with a reconciliation of underwriting income or loss to net income available to common shareholders:
 
Three Months Ended
 
March 31, 2017
 
Insurance
 
Reinsurance
 
Mortgage
 
Sub-Total
 
Other
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
Gross premiums written (1)
$
782,281

 
$
475,782

 
$
348,623

 
$
1,606,686

 
$
154,120

 
$
1,657,990

Premiums ceded
(234,095
)
 
(166,092
)
 
(73,925
)
 
(474,112
)
 
(10,434
)
 
(381,730
)
Net premiums written
548,186

 
309,690

 
274,698

 
1,132,574

 
143,686

 
1,276,260

Change in unearned premiums
(42,540
)
 
(64,839
)
 
(30,175
)
 
(137,554
)
 
(21,689
)
 
(159,243
)
Net premiums earned
505,646

 
244,851

 
244,523

 
995,020

 
121,997

 
1,117,017

Other underwriting income

 
(306
)
 
4,123

 
3,817

 
816

 
4,633

Losses and loss adjustment expenses
(332,641
)
 
(105,454
)
 
(29,065
)
 
(467,160
)
 
(85,410
)
 
(552,570
)
Acquisition expenses, net
(74,868
)
 
(46,147
)
 
(28,766
)
 
(149,781
)
 
(32,508
)
 
(182,289
)
Other operating expenses
(88,126
)
 
(37,533
)
 
(41,870
)
 
(167,529
)
 
(7,190
)
 
(174,719
)
Underwriting income (loss)
$
10,011

 
$
55,411

 
$
148,945

 
214,367

 
(2,295
)
 
212,072

 
 
 
 
 
 
 
 
 
 
 
 
Net investment income
 
 
 
 
 
 
95,812

 
22,062

 
117,874

Net realized gains (losses)
 
 
 
 
 
 
28,512

 
5,641

 
34,153

Net impairment losses recognized in earnings
 
 
 
 
 
 
(1,807
)
 

 
(1,807
)
Equity in net income (loss) of investment funds accounted for using the equity method
 
 
 
 
 
 
48,088

 

 
48,088

Other income (loss)
 
 
 
 
 
 
(782
)
 

 
(782
)
Corporate expenses (2)
 
 
 
 
 
 
(12,208
)
 

 
(12,208
)
UGC transaction costs and other (2)
 
 
 
 
 
 
(15,584
)
 

 
(15,584
)
Amortization of intangible assets
 
 
 
 
 
 
(31,294
)
 

 
(31,294
)
Interest expense
 
 
 
 
 
 
(25,756
)
 
(2,920
)
 
(28,676
)
Net foreign exchange gains (losses)
 
 
 
 
 
 
(19,845
)
 
441

 
(19,404
)
Income (loss) before income taxes
 
 
 
 
 
 
279,503

 
22,929

 
302,432

Income tax expense
 
 
 
 
 
 
(28,397
)
 

 
(28,397
)
Net income (loss)
 
 
 
 
 
 
251,106

 
22,929

 
274,035

Dividends attributable to redeemable noncontrolling interests
 
 
 
 
 
 

 
(4,584
)
 
(4,584
)
Amounts attributable to noncontrolling interests
 
 
 
 
 
 

 
(16,324
)
 
(16,324
)
Net income (loss) available to Arch
 
 
 
 
 
 
251,106

 
2,021

 
253,127

Preferred dividends
 
 
 
 
 
 
(11,218
)
 

 
(11,218
)
Net income (loss) available to Arch common shareholders
 
 
 
 
 
 
$
239,888

 
$
2,021

 
$
241,909

 
 
 
 
 
 
 
 
 
 
 
 
Underwriting Ratios
 

 
 

 
 

 
 
 
 

 
 

Loss ratio
65.8
%
 
43.1
%
 
11.9
%
 
46.9
%
 
70.0
%
 
49.5
%
Acquisition expense ratio
14.8
%
 
18.8
%
 
11.8
%
 
15.1
%
 
26.6
%
 
16.3
%
Other operating expense ratio
17.4
%
 
15.3
%
 
17.1
%
 
16.8
%
 
5.9
%
 
15.6
%
Combined ratio
98.0
%
 
77.2
%
 
40.8
%
 
78.8
%
 
102.5
%
 
81.4
%
 
 
 
 
 
 
 
 
 
 
 
 
Goodwill and intangible assets
$
24,371

 
$
773

 
$
717,521

 
$
742,665

 
$
7,650

 
$
750,315

(1)
Certain amounts included in the gross premiums written of each segment are related to intersegment transactions. Accordingly, the sum of gross premiums written for each segment does not agree to the total gross premiums written as shown in the table above due to the elimination of intersegment transactions in the total.
(2)
Certain expenses have been excluded from ‘corporate expenses’ and reflected in ‘UGC transaction costs and other.’


 
ACGL 2017 FIRST QUARTER FORM 10-Q
16

ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

 
Three Months Ended
 
March 31, 2016
 
Insurance
 
Reinsurance
 
Mortgage
 
Sub-Total
 
Other
 
Total
 
 
 
 
 
 
 
 
 
 
 
 
Gross premiums written (1)
$
798,553

 
$
481,390

 
$
111,280

 
$
1,391,061

 
$
148,606

 
$
1,437,966

Premiums ceded
(248,789
)
 
(160,566
)
 
(4,767
)
 
(413,960
)
 
(4,472
)
 
(316,731
)
Net premiums written
549,764

 
320,824

 
106,513

 
977,101

 
144,134

 
1,121,235

Change in unearned premiums
(36,675
)
 
(59,616
)
 
(44,748
)
 
(141,039
)
 
(28,617
)
 
(169,656
)
Net premiums earned
513,089

 
261,208

 
61,765

 
836,062

 
115,517

 
951,579

Other underwriting income

 
325

 
3,793

 
4,118

 
929

 
5,047

Losses and loss adjustment expenses
(323,609
)
 
(111,598
)
 
(8,629
)
 
(443,836
)
 
(79,113
)
 
(522,949
)
Acquisition expenses, net
(74,348
)
 
(54,758
)
 
(5,793
)
 
(134,899
)
 
(32,939
)
 
(167,838
)
Other operating expenses
(85,058
)
 
(36,258
)
 
(23,494
)
 
(144,810
)
 
(5,338
)
 
(150,148
)
Underwriting income (loss)
$
30,074

 
$
58,919

 
$
27,642

 
116,635

 
(944
)
 
115,691

 
 
 
 
 
 
 
 
 
 
 
 
Net investment income
 
 
 
 
 
 
70,409

 
23,326

 
93,735

Net realized gains (losses)
 
 
 
 
 
 
31,862

 
5,462

 
37,324

Net impairment losses recognized in earnings
 
 
 
 
 
 
(7,639
)
 

 
(7,639
)
Equity in net income (loss) of investment funds accounted for using the equity method
 
 
 
 
 
 
6,655

 

 
6,655

Other income (loss)
 
 
 
 
 
 
(25
)
 

 
(25
)
Corporate expenses
 
 
 
 
 
 
(9,383
)
 

 
(9,383
)
Amortization of intangible assets
 
 
 
 
 
 
(4,748
)
 

 
(4,748
)
Interest expense
 
 
 
 
 
 
(12,627
)
 
(3,480
)
 
(16,107
)
Net foreign exchange gains (losses)
 
 
 
 
 
 
(22,041
)
 
(1,525
)
 
(23,566
)
Income (loss) before income taxes
 
 
 
 
 
 
169,098

 
22,839

 
191,937

Income tax expense
 
 
 
 
 
 
(16,310
)
 

 
(16,310
)
Net income (loss)
 
 
 
 
 
 
152,788

 
22,839

 
175,627

Dividends attributable to redeemable noncontrolling interests
 
 
 
 
 
 

 
(4,587
)
 
(4,587
)
Amounts attributable to noncontrolling interests
 
 
 
 
 
 

 
(16,242
)
 
(16,242
)
Net income (loss) available to Arch
 
 
 
 
 
 
152,788

 
2,010

 
154,798

Preferred dividends
 
 
 
 
 
 
(5,484
)
 

 
(5,484
)
Net income (loss) available to Arch common shareholders
 
 
 
 
 
 
$
147,304

 
$
2,010

 
$
149,314

 
 
 
 
 
 
 
 
 
 
 
 
Underwriting Ratios
 

 
 

 
 

 
 
 
 

 
 

Loss ratio
63.1
%
 
42.7
%
 
14.0
%
 
53.1
%
 
68.5
%
 
55.0
%
Acquisition expense ratio
14.5
%
 
21.0
%
 
9.4
%
 
16.1
%
 
28.5
%
 
17.6
%
Other operating expense ratio
16.6
%
 
13.9
%
 
38.0
%
 
17.3
%
 
4.6
%
 
15.8
%
Combined ratio
94.2
%
 
77.6
%
 
61.4
%
 
86.5
%
 
101.6
%
 
88.4
%
 
 
 
 
 
 
 
 
 
 
 
 
Goodwill and intangible assets
$
27,825

 
$
1,713

 
$
63,132

 
$
92,670

 
$

 
$
92,670


(1)
Certain amounts included in the gross premiums written of each segment are related to intersegment transactions. Accordingly, the sum of gross premiums written for each segment does not agree to the total gross premiums written as shown in the table above due to the elimination of intersegment transactions in the total.



 
ACGL 2017 FIRST QUARTER FORM 10-Q
17

ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

6.    Reserve for Losses and Loss Adjustment Expenses

The following table represents an analysis of losses and loss adjustment expenses and a reconciliation of the beginning and ending reserve for losses and loss adjustment expenses:
 
Three Months Ended March 31,
 
2017
 
2016
Reserve for losses and loss adjustment expenses at beginning of year
$
10,200,960

 
$
9,125,250

Unpaid losses and loss adjustment expenses recoverable
2,083,575

 
1,828,837

Net reserve for losses and loss adjustment expenses at beginning of year
8,117,385

 
7,296,413

 
 
 
 
Net incurred losses and loss adjustment expenses relating to losses occurring in:
 
 
 
Current year
635,775

 
578,978

Prior years
(83,205
)
 
(56,029
)
Total net incurred losses and loss adjustment expenses
552,570

 
522,949

 
 
 
 
Net foreign exchange losses (gains)
31,278

 
33,575

 
 
 
 
Net paid losses and loss adjustment expenses relating to losses occurring in:
 
 
 
Current year
(34,957
)
 
(49,079
)
Prior years
(464,585
)
 
(362,595
)
Total net paid losses and loss adjustment expenses
(499,542
)
 
(411,674
)
 
 
 
 
Net reserve for losses and loss adjustment expenses at end of year
8,201,691

 
7,441,263

Unpaid losses and loss adjustment expenses recoverable
2,095,130

 
1,937,724

Reserve for losses and loss adjustment expenses at end of period
$
10,296,821

 
$
9,378,987

2017 Prior Year Development

During the 2017 first quarter, the Company recorded net favorable development on prior year loss reserves of $83.2 million, which consisted of $57.2 million from the reinsurance segment, $2.1 million from the insurance segment, $23.6 million from the mortgage segment and $0.3 million from the ‘other’ segment.
The reinsurance segment’s net favorable development of $57.2 million, or 23.4 points, for the 2017 first quarter consisted of $40.8 million from short-tailed lines and $16.4 million from long-tailed and medium-tailed lines. Favorable development in short-tailed lines included $34.0 million from property catastrophe and property other than property catastrophe reserves, across most underwriting years (i.e., all premiums and losses attributable to contracts having an inception or renewal date within the given twelve-month period), reflecting lower levels of reported and paid claims activity than previously anticipated which led to decreases in certain loss ratio selections during the period. Favorable development in long-tailed and medium-tailed lines reflected reductions in casualty reserves of $5.5 million based on varying levels of reported and paid claims activity, primarily from the 2003 to 2013 underwriting years, and favorable development in marine reserves of $9.9 million across most underwriting years.
The insurance segment’s net favorable development of $2.1 million, or 0.4 points, for the 2017 first quarter consisted of $7.0 million of net favorable development in long-tailed lines and $1.9 million of net favorable development in short-tailed
 
lines, partially offset by $6.8 million of net adverse development in medium-tailed lines. Net favorable development in long-tailed lines reflected net reductions in executive assurance reserves from the 2008 to 2014 accident years (i.e., the year in which a loss occurred). Net favorable development in short-tailed lines primarily resulted from property (including special risk other than marine) reserves from the 2011 to 2016 accident years. Net adverse development in medium-tailed lines primarily resulted from an increase in programs of $14.2 million stemming in part from development on a small number of programs in the 2013 and 2014 accident years, partially offset by net favorable development of $7.5 million in other medium-tailed lines, primarily in professional liability and surety.
The mortgage segment’s net favorable development was $23.6 million, or 9.6 points, for the 2017 first quarter. The 2017 first quarter development was primarily driven by continued lower than expected claim emergence across most origination years and also reflected $8.2 million related to subrogation recoveries on second lien and other portfolios.
2016 Prior Year Reserve Development
During the 2016 first quarter, the Company recorded net favorable development on prior year loss reserves of $56.0 million, which consisted of $47.4 million from the reinsurance segment, $6.2 million from the insurance segment, $2.7 million from the mortgage segment less adverse development of $0.2 million from the ‘other’ segment.

 
ACGL 2017 FIRST QUARTER FORM 10-Q
18

ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The reinsurance segment’s net favorable development of $47.4 million, or 18.1 points, for the 2016 first quarter consisted of $36.5 million from short-tailed lines and $10.9 million from long-tailed and medium-tailed lines. Favorable development in short-tailed lines included $29.8 million from property catastrophe and property other than property catastrophe reserves, primarily from the 2013 to 2015 underwriting years, reflecting lower levels of reported and paid claims activity than previously anticipated which led to decreases in certain loss ratio selections during the period. Favorable development in long-tailed lines reflected reductions in casualty reserves of $14.2 million based on varying levels of reported and paid claims activity, primarily from the 2002 to 2005 underwriting years and 2009 to 2011 underwriting years. Such amounts were partially offset by net adverse development on marine reserves of $2.0 million, partially offset by favorable development from most other underwriting years.
The insurance segment’s net favorable development of $6.2 million, or 1.2 points, for the 2016 first quarter consisted of $9.9 million of net favorable development in long-tailed lines and $3.7 million of net favorable development in short-tailed lines, partially offset by $7.4 million of net adverse development in medium-tailed lines. Net favorable development in long-tailed lines reflected favorable development in casualty reserves of $6.9 million, primarily from the 2008 and 2012 accident years. Net favorable development in short-tailed lines primarily resulted from reductions in property (including special risk other than marine) reserves from the 2012 to 2014 accident years, primarily due to varying levels of reported claims activity. Net adverse development in medium tailed lines primarily resulted from an increase in programs of $6.1 million with approximately 30% stemming from terminated programs.
The mortgage segment’s net favorable development was $2.7 million, or 4.4 points, for the 2016 first quarter. The 2016 first quarter development was primarily driven by lower than expected claim rates across most origination years.

 
ACGL 2017 FIRST QUARTER FORM 10-Q
19

ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

7.    Investment Information


At March 31, 2017, total investable assets of $20.74 billion included $18.83 billion managed by the Company and $1.90 billion attributable to Watford Re.
Available For Sale Investments
The following table summarizes the fair value and cost or amortized cost of the Company’s investments classified as available for sale:
 
Estimated
Fair
Value
 
Gross
Unrealized
Gains
 
Gross
Unrealized
Losses
 
Cost or
Amortized
Cost
 
OTTI
Unrealized
Losses (2)
March 31, 2017
 
 
 
 
 
 
 
 
 
Fixed maturities (1):
 
 
 
 
 
 
 
 
 
Corporate bonds
$
4,546,756

 
$
31,033

 
$
(36,615
)
 
$
4,552,338

 
$
(1,876
)
Mortgage backed securities
412,023

 
5,210

 
(2,712
)
 
409,525

 
(3,323
)
Municipal bonds
2,519,112

 
14,332

 
(17,411
)
 
2,522,191

 
(201
)
Commercial mortgage backed securities
590,521

 
3,485

 
(6,040
)
 
593,076

 

U.S. government and government agencies
3,266,908

 
7,940

 
(11,152
)
 
3,270,120

 

Non-U.S. government securities
1,295,366

 
26,017

 
(39,356
)
 
1,308,705

 

Asset backed securities
1,638,347

 
8,984

 
(4,910
)
 
1,634,273

 
(22
)
Total
14,269,033

 
97,001

 
(118,196
)
 
14,290,228

 
(5,422
)
Equity securities
431,062

 
66,628

 
(6,660
)
 
371,094

 

Other investments
228,437

 
31,844

 
(838
)
 
197,431

 

Short-term investments
803,619

 
120

 
(125
)
 
803,624

 

Total
$
15,732,151

 
$
195,593

 
$
(125,819
)
 
$
15,662,377

 
$
(5,422
)
 
 
 
 
 
 
 
 
 
 
December 31, 2016
 
 
 
 
 
 
 
 
 
Fixed maturities (1):
 
 
 
 
 
 
 
 
 
Corporate bonds
$
4,392,373

 
$
27,606

 
$
(46,905
)
 
$
4,411,672

 
$
(2,285
)
Mortgage backed securities
490,093

 
4,794

 
(8,357
)
 
493,656

 
(3,323
)
Municipal bonds
3,713,434

 
8,554

 
(29,154
)
 
3,734,034

 
(201
)
Commercial mortgage backed securities
536,051

 
2,876

 
(6,508
)
 
539,683

 

U.S. government and government agencies
2,804,540

 
9,319

 
(24,437
)
 
2,819,658

 

Non-U.S. government securities
1,096,440

 
19,036

 
(56,872
)
 
1,134,276

 

Asset backed securities
1,123,987

 
6,897

 
(6,526
)
 
1,123,616

 
(22
)
Total
14,156,918

 
79,082

 
(178,759
)
 
14,256,595

 
(5,831
)
Equity securities
532,680

 
62,627

 
(17,517
)
 
487,570

 

Other investments
167,970

 
21,358

 
(2,465
)
 
149,077

 

Short-term investments
612,005

 
272

 
(145
)
 
611,878

 

Total
$
15,469,573

 
$
163,339

 
$
(198,886
)
 
$
15,505,120

 
$
(5,831
)
(1)
In securities lending transactions, the Company receives collateral in excess of the fair value of the securities pledged. For purposes of this table, the Company has excluded the collateral received under securities lending, at fair value and included the securities pledged under securities lending, at fair value. See “—Securities Lending Agreements.”
(2)
Represents the total other-than-temporary impairments (“OTTI”) recognized in accumulated other comprehensive income (“AOCI”). It does not include the change in fair value subsequent to the impairment measurement date. At March 31, 2017, the net unrealized gain related to securities for which a non-credit OTTI was recognized in AOCI was $2.0 million, compared to a net unrealized gain of $2.8 million at December 31, 2016.


 
ACGL 2017 FIRST QUARTER FORM 10-Q
20

ARCH CAPITAL GROUP LTD. AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

The following table summarizes, for all available for sale securities in an unrealized loss position, the fair value and gross unrealized loss by length of time the security has been in a continual unrealized loss position:
 
Less than 12 Months
 
12 Months or More
 
Total
 
Estimated
Fair
Value
 
Gross
Unrealized
Losses
 
Estimated
Fair
Value
 
Gross
Unrealized
Losses
 
Estimated
Fair
Value
 
Gross
Unrealized
Losses
March 31, 2017
 
 
 
 
 
 
 
 
 
 
 
Fixed maturities (1):
 
 
 
 
 
 
 
 
 
 
 
Corporate bonds
$
1,832,009

 
$
(34,331
)
 
$
26,288

 
$
(2,284
)
 
$
1,858,297

 
$
(36,615
)
Mortgage backed securities
137,291

 
(2,652
)
 
4,150

 
(60
)
 
141,441

 
(2,712
)
Municipal bonds
1,043,998

 
(16,890
)
 
25,004

 
(521
)
 
1,069,002

 
(17,411
)
Commercial mortgage backed securities
304,022

 
(5,890
)
 
3,928

 
(150
)
 
307,950

 
(6,040
)
U.S. government and government agencies
1,803,247

 
(11,152
)
 

 

 
1,803,247

 
(11,152
)
Non-U.S. government securities
914,310

 
(39,153
)
 
13,924

 
(203
)
 
928,234

 
(39,356
)
Asset backed securities
662,917

 
(4,257
)
 
40,477

 
(653
)
 
703,394

 
(4,910
)
Total
6,697,794

 
(114,325
)
 
113,771

 
(3,871
)
 
6,811,565

 
(118,196
)
Equity securities
134,646

 
(6,660
)
 

 

 
134,646