XML 30 R18.htm IDEA: XBRL DOCUMENT v3.22.2
Variable Interest Entities and Noncontrolling Interests
 6 Months Ended
Jun. 30, 2022
Noncontrolling Interest [Abstract]  
Variable Interest Entity and Noncontrolling Interests
Somers
In March 2014, the Company invested $100.0 million and acquired approximately 11% of Somers’ outstanding common equity. Somers was considered a VIE and the Company concluded that it was the primary beneficiary of Somers, through June 30, 2021. As such, the results of Somers were included in the Company’s consolidated financial statements as of and for the periods ended June 30, 2021.
In the 2020 fourth quarter, Arch Capital, Somers and Greysbridge, a wholly-owned subsidiary of Arch Capital, entered into an Agreement and Plan of Merger (as amended, the “Merger Agreement”). The merger contemplated by the Merger Agreement and the related Greysbridge equity financing closed on July 1, 2021. In connection therewith and effective July 1, 2021, Somers became wholly owned by Greysbridge, and Greysbridge is now owned 40% by the Company, 30% by certain investment funds managed by Kelso and 30% by certain investment funds managed by Warburg. Based on the governing documents of Greysbridge, the Company concluded that, while it retains significant influence over Somers, Somers no longer constitutes a variable interest entity. Accordingly, effective July 1, 2021, the Company no longer consolidates the results of Somers in its consolidated financial statements and footnotes. Beginning in the 2021 third quarter, the Company classifies its investment as ‘investments in operating affiliates’ on the Company’s balance sheets and is accounted for under the equity method.
Somers generated $47.0 million of cash provided by operating activities, $96.3 million of cash provided by
investing activities and $2.0 million of cash used for financing activities for the six months ended June 30, 2021.
Non-redeemable noncontrolling interests
Through June 30, 2021, the Company accounted for the portion of Somers’s common equity attributable to third party investors in the shareholders’ equity section of its consolidated balance sheets. The portion of Somers’s income or loss attributable to third party investors was recorded in the consolidated statements of income in ‘net (income) loss attributable to noncontrolling interests.’

The following table sets forth activity in the non-redeemable noncontrolling interests:
June 30,
 2021
Three Months Ended
Balance, beginning of period$876,864 
Additional paid in capital attributable to noncontrolling interests383 
Amounts attributable to noncontrolling interests41,617 
Other comprehensive income (loss) attributable to noncontrolling interests10 
Balance, end of period$918,874 
Six Months Ended
Balance, beginning of year$823,007 
Additional paid in capital attributable to noncontrolling interests22,113 
Amounts attributable to noncontrolling interests78,314 
Other comprehensive income (loss) attributable to noncontrolling interests(4,560)
Balance, end of period$918,874 
Redeemable noncontrolling interests
Through June 30, 2021, the Company accounted for redeemable noncontrolling interests in the mezzanine section of its consolidated balance sheets in accordance with applicable accounting guidance. Such redeemable noncontrolling interests primarily related to the Somers Preference Shares issued in late March 2014 with a par value of $0.01 per share and a liquidation preference of $25.00 per share. The Somers Preference Shares were issued at a discounted amount of $24.50 per share. Through June 30, 2021 preferred dividends, including the accretion of the discount and issuance costs, were 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:
June 30,
 20222021
Three Months Ended
Balance, beginning of period$9,763 $57,670 
Accretion of preference share issuance costs— 23 
Other(1,304)(160)
Balance, end of period$8,459 $57,533 
Six Months Ended
Balance, beginning of year$9,233 $58,548 
Accretion of preference share issuance costs— 46 
Other(774)(1,061)
Balance, end of period$8,459 $57,533 
The portion of income or loss attributable to third party investors, recorded in the Company’s consolidated statements of income in ‘net (income) loss attributable to noncontrolling interests,’ are summarized in the table below:
June 30,
 20222021
Three Months Ended
Amounts attributable to non-redeemable noncontrolling interests$— $(41,617)
Amounts attributable to redeemable noncontrolling interests399 (1,561)
Net (income) loss attributable to noncontrolling interests$399 $(43,178)
Six Months Ended
Amounts attributable to non-redeemable noncontrolling interests$— $(78,314)
Amounts attributable to redeemable noncontrolling interests(1,233)(2,416)
Net (income) loss attributable to noncontrolling interests$(1,233)$(80,730)

Bellemeade Re
The Company has entered into aggregate excess of loss mortgage reinsurance agreements with various special purpose reinsurance companies domiciled in Bermuda (the “Bellemeade Agreements”). At the time the Bellemeade Agreements were entered into, the applicability of the accounting guidance that addresses VIEs was evaluated. As a result of the evaluation of the Bellemeade Agreements, the Company concluded that these entities are VIEs. However, given that the ceding insurers do not have the unilateral power to direct those activities that are significant to their economic performance, the Company does not consolidate such entities in its consolidated financial statements.
The following table presents the total assets of the Bellemeade entities, as well as the Company’s maximum exposure to loss associated with these VIEs, calculated as the maximum historical observable spread between the benchmark index for each respective transaction and short term invested trust asset yields. The benchmark index for agreements effective prior to 2021 is based on one-month LIBOR, while the 2021 and later agreements benchmark index is based on the Secured Overnight Financing Rate (“SOFR”). SOFR is a measure of the cost of borrowing cash overnight, collateralized by U.S. Treasury securities, and is based on directly observable U.S. Treasury-backed repurchase transactions.
June 30, 2022
December 31, 2021
Maximum Exposure to LossMaximum Exposure to Loss
Bellemeade Entities
(Issue Date)		Total VIE AssetsOn-Balance Sheet (Asset) LiabilityOff-Balance SheetTotalCoverage Remaining from Reinsurers (1)Total VIE AssetsOn-Balance Sheet (Asset) LiabilityOff-Balance SheetTotal
2017-1 Ltd. (Oct-17)$61,328 $(68)$274 $206 $— $108,368 $(159)$424 $265 
2018-1 Ltd. (Apr-18)122,190 (342)965 623 — 181,136 (528)1,268 740 
2018-3 Ltd. (Oct-18)244,257 (566)1,522 956 — 302,563 (1,018)2,496 1,478 
2019-1 Ltd. (Mar-19)134,972 (127)988 861 — 181,324 (380)5,807 5,427 
2019-2 Ltd. (Apr-19)383,737 (426)5,323 4,897 — 398,316 (515)3,998 3,483 
2019-3 Ltd. (Jul-19)296,466 (282)2,154 1,872 — 409,859 (584)3,190 2,606 
2019-4 Ltd. (Oct-19)312,668 (306)4,702 4,396 — 411,954 (462)4,759 4,297 
2020-2 Ltd. (Sep-20)151,543 (58)1,331 1,273 442 217,766 (177)1,984 1,807 
2020-3 Ltd. (Nov-20)303,011 (26)4,388 4,362 10,779 348,818 (128)5,793 5,665 
2020-4 Ltd. (Dec-20)124,672 23 1,267 1,290 5,900 176,826 (50)1,630 1,580 
2021-1 Ltd. (Mar-21)519,641 (1,006)2,771 1,765 48,841 568,986 (303)3,283 2,980 
2021-2 Ltd. (Jun-21)492,837 (577)3,505 2,928 85,717 522,807 281 4,124 4,405 
2021-3 Ltd. (Sep-21)507,873 (1,082)2,878 1,796 131,518 507,873 (411)3,446 3,035 
2022-1 Ltd. (Jan-22)283,500 (282)2,020 1,738 33,260 
Total$3,938,695 $(5,125)$34,088 $28,963 $316,457 $4,336,596 $(4,434)$42,202 $37,768 
(1) Coverage from a separate panel of reinsurers remaining at June 30, 2022.