Bob Qutub
Analyst · Jay Cohen from Bank of America Merrill Lynch. Your line is open
Thanks, Kevin, and good morning, everyone. We had a quarter that presented us with both opportunities and challenges. I know you probably have many questions for us today. So I will limit my comments to discussing the TMR transaction introducing some enhanced disclosure, we will be providing on fee income and highlighting a few financial results. Then I will turn it back over to Kevin. Now starting with the TMR transaction, I’m very excited about this deal. It demonstrates our ability to bring multiple forms of the efficient capital to large opportunities while simultaneously meeting our commitments to customers in a very active quarter. RenRe’s financial foundation is solid and through application of our gross to net strategy and integrated system, we will be able to acquire material, attractive book of business. The TMR transaction will have little goodwill associated with it and it will be immediately accretive to book value per share, tangible book value per share, operating earnings per share and operating return on equity. The purchase price will be 1.02 times tangible book at closing or approximately $1.5 billion based on June 30 evaluations. We will pay this with cash and RenRe shares. The cash component will be slightly more than $1.2 billion and consists of a pre-closing dividend estimated at about $250 million and $969 million of available cash. Any variance in the pre-closing dividend above or below $250 million would result in an adjustment to the available cash component of the purchase price and keep the cash component constant. Tokio Marine will also receive $250 million of rent re-shares priced at yesterday’s closing price of $128.37 per share, which they have agreed to hold at least one year. Given the significant overlap between our reinsurance books, we expect that there will be substantial synergies between us and TMR. As you know, however realizing these synergies must be done responsibly and will occur over the course of the next couple of years. We will do the rest of our business as we do with the rest of our business, we will manage expenses intelligently and with an eye towards maximizing shareholder value. We will not issue any debt in conjunction with the transaction on a pro forma basis. However, we anticipate that our total capital will increase approximately $500 million. This should reduce our debt-to-capital ratio slightly more than one percentage point from its current 14.8% to 13.6%. In addition, on a pro forma basis, we expect the TMR transaction to increase upward in leverage an investment slope, at our closing our investment assets should increase by a proximately $3 billion. We expect to bring significant underwriting acumen to TMR’s existing book which we anticipate will result in a smaller portfolio of higher quality risks. We will also use our growth-to-net strategies to optimize this risk were seeded in third party capital. As we optimize, TMR’s book, we will aggressively manage its capital and allocate any access responsibly. I should note that our approach to capital management has not changed. We take a long term view and we will look to deploy capital in underwriting and business opportunities first. Since our inception as a company, we have returned 60% of our GAAP net income to investors or $4.3 billion in the form of dividends and share repurchases. Now moving on to the consolidated results. For the third quarter, we reported net income of $32.7 million or $0.82 per diluted common share. Now, moving on to consolidated results for the third quarter, we reported net income of $32 million – $32.7 million or $0.82 per diluted common share. Our operating income was $20.6 million or $0.52 per diluted common share, which excludes $13.6 million of net realized and unrealized gains on investments. The gains were primarily from our strategic equity investments and were partially offset by losses in our fixed maturity investments as a result of increased interest rates. We had underwriting loss for the quarter of $29 million and reported an overall combined ratio of 105%. Our gross premiums written were down in the quarter to $626 million from $640 million in the comparable quarter. This decrease is largely due to $170 million of reinstatement premiums that we booked in the third quarter last year versus $17 million of reinstatement premiums in the current quarter. In our ongoing effort to help you think about our business consistent with the way we do, I wanted to discuss an enhanced disclosure around fee income that we will be providing going forward. You will note that we have added a new page 15 to the supplement, where we break out the fee income component of our business. Well, we have been providing this information for several years now in our SEC filings, we wanted to make it more detailed and transparent. Fee income includes the management fee income and performance fee income of our property catastrophe focused joint venture business, manage funds and structure reinsurance products. While we also have other deals and structures where we trade risk income for fee income, we wanted to give you increased transparency into the fees generated through our ability to bring third-party capital to us. In addition to providing the fee income so far in 2018, we have also included four prior years to give you a better idea of our historic performance. There have been some variance in the income over the last five years due to both the 2017 catastrophe events and now the 2018 catastrophe events both of which reduce the size of our performance fees. I should remind you that the way we account for our fee income surge to reduce the underwriting expense ratios in our property catastrophe business. More specifically, management fee income reduces our operational expenses and performance fee income reduces acquisition expenses. I’d like to add that even with this increased transparency in your fee income, our strategy has not changed and our focus will remain on serving our customers need, not accumulating assets. Our choice to balance sheet is driven by matching our customers’ needs with the most efficient source of capital. This approach is consistent with our strategy of applying our integrated system to match attractive risk with efficient capital. Now before moving to our segments, I wanted to highlight again for you this quarter the continued improvements in our operational efficiency. You should expect operational expenses to increase in the coming quarters as we invest in the business and especially as we undertake the process of integrating TMR. However, the operational expense ratio should remain relatively stable over time due to expected growth in net earned premiums. One of the other benefits of the TMR transaction will be to continue to improve our underwriting and investment leverage. Now moving on to our segments and starting with the Property segment, where property gross premiums written in the third quarter were down 7.4% over the comparative quarter, gross premiums written in our catastrophe class of business decreased by 12.8%. We booked $162 million of re-instatement premiums in the third quarter 2017 versus $17 million in the current quarter backing out the effect of these re-instatement premiums which grew property catastrophe premiums by $114 million. They’re consistent with funds large opportunities with customers seeking unique capital solutions for existing business. The growth in our property catastrophe business this quarter was supported by over $100 million of gross premium written that by its nature will be non-recurring. The majority of this premium was earned this quarter and will be fully earned by year end. This premium was from large transactions where we provided those solutions. While we have increasingly benefited from these onetime opportunities over the past few years, we cautioned that by their nature these deals are unpredictable which could result in variability in premium going forward. In our other property class of business, we grew gross premiums written by almost 9% over the comparative quarter. In total, our property segment incurred an underwriting loss of $44 million in a combined ratio of 115% in the third quarter. We reported $152 million in net negative impact to the 2018 catastrophe event. This broke down to $68 million from Typhoon JV, $56 million dollars from Hurricane Florence and $28 million from other catastrophic events. I should also briefly mention that hurricane Michael on the basis of some very preliminary figures we currently estimate that it will have a net negative impact of $100 million on our Q4 financial results. Now moving on to our casualty segment our gross premiums written were up 3% in the third quarter of 2018 over the comparative quarter. The casualty segment generated underwriting income of $15 million in a combined ratio of 94%. Our casualty book continues to run at current accident year loss ratio of around the mid-60s putting a 64% for the quarter. This is both consistent with recent performance and in line with our expectations going forward. We experienced modest favorable development in the casualty segment from prior accident years of 3%. Now, turning to investments. We reported total investment results of $94 million in the third quarter resulting in an annualized total return of 3.3%. Included in total investment results was $81 million of net investment income, largely stemming from our fixed maturity and short-term investment portfolios. We have benefited from higher average invested assets and the impact of interest rates during the recent periods. For the quarter, we grew our overall investment portfolio by almost $800 million from the prior quarter. The yield to maturity are our fixed maturity and short-term investment portfolios was 3.1% at September 30, 2018 which was up slightly from the previous quarter. The duration of our fixed maturity and short-term investment portfolios was down at 2.0 years. As I explained last quarter, our reported duration has been decreasing recently due to the short duration of the assets held by our collateralized balance sheets, principally up so on. The duration of the portion of our investment portfolio that impact shareholders is somewhat longer at around 2.2 years. And with that, I’ll now turn the call back to Kevin for more detail on our segments.