SPNT 10-Q Quarterly Report Sept. 30, 2015 | Alphaminr

SPNT 10-Q Quarter ended Sept. 30, 2015

SIRIUSPOINT LTD
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10-Q 1 tpre-20150930x10q.htm FORM 10-Q 10-Q
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
___________________________
FORM 10-Q
(Mark One)
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 2015
OR
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from to

Commission File Number 001-35039
THIRD POINT REINSURANCE LTD.
(Exact name of registrant as specified in its charter)
Bermuda
98-1039994
(State or other jurisdiction of incorporation or organization)
(I.R.S. Employer Identification No.)
The Waterfront, Chesney House
96 Pitts Bay Road
Pembroke HM 08, Bermuda
+1 441 542-3300
(Address, including Zip Code and Telephone Number, including Area Code of Registrant’s Principal Executive Office)

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 x No ¨
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 x No ¨
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 definitions of “large accelerated filer,” “accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
x
Accelerated filer
¨
Non-accelerated filer
¨
Smaller reporting company
¨

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).
Yes ¨ No x
The registrant’s common shares began trading on the New York Stock Exchange on August 15, 2013.
As of November 2, 2015, there were 105,479,341 common shares of the registrant’s common shares issued and outstanding, including 1,262,020 restricted shares.



Third Point Reinsurance Ltd.
INDEX
Page
PART I . FINANCIAL INFORMATION
Item 1. Financial Statements
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Item 4. Controls and Procedures
PART II . OTHER INFORMATION
Item 1. Legal Proceedings
Item 1A. Risk Factors
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
Item 3. Defaults Upon Senior Securities
Item 4. Mine Safety Disclosures
Item 5. Other Information
Item 6. Exhibits



PART I - Financial Information
ITEM 1. Financial Statements

THIRD POINT REINSURANCE LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS (UNAUDITED)
As of September 30, 2015 and December 31, 2014
(expressed in thousands of U.S. dollars, except per share and share amounts)
September 30,
2015
December 31,
2014
Assets
Equity securities, trading, at fair value (cost - $1,343,437; 2014 - $1,078,859)
$
1,289,840

$
1,177,796

Debt securities, trading, at fair value (cost - $739,897; 2014 - $546,933)
737,039

569,648

Other investments, at fair value
52,882

83,394

Total investments in securities and commodities
2,079,761

1,830,838

Cash and cash equivalents
10,819

28,734

Restricted cash and cash equivalents
604,428

417,307

Due from brokers
303,597

58,241

Securities purchased under an agreement to sell

29,852

Derivative assets, at fair value
27,337

21,130

Interest and dividends receivable
10,030

2,602

Reinsurance balances receivable
314,693

303,649

Deferred acquisition costs, net
192,451

155,901

Unearned premiums ceded
808


Loss and loss adjustment expenses recoverable
184

814

Other assets
14,231

3,512

Total assets
$
3,558,339

$
2,852,580

Liabilities and shareholders’ equity
Liabilities
Accounts payable and accrued expenses
$
12,298

$
10,085

Reinsurance balances payable
34,833

27,040

Deposit liabilities
167,210

145,430

Unearned premium reserves
567,565

433,809

Loss and loss adjustment expense reserves
420,649

277,362

Securities sold, not yet purchased, at fair value
172,074

82,485

Due to brokers
695,019

312,609

Derivative liabilities, at fair value
22,495

11,015

Interest and dividends payable
1,673

697

Senior notes payable, net of deferred costs
113,332


Total liabilities
2,207,148

1,300,532

Commitments and contingent liabilities


Shareholders’ equity
Preference shares (par value $0.10; authorized, 30,000,000; none issued)


Common shares (par value $0.10; authorized, 300,000,000; issued and outstanding,105,479,341 (2014: 104,473,402))
10,548

10,447

Additional paid-in capital
1,078,327

1,065,489

Retained earnings
246,394

375,977

Shareholders’ equity attributable to shareholders
1,335,269

1,451,913

Non-controlling interests
15,922

100,135

Total shareholders’ equity
1,351,191

1,552,048

Total liabilities and shareholders’ equity
$
3,558,339

$
2,852,580

The accompanying Notes to the Condensed Consolidated Financial Statements are
an integral part of the Condensed Consolidated Financial Statements.

1


THIRD POINT REINSURANCE LTD.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME (LOSS) (UNAUDITED)
For the three and nine months ended September 30, 2015 and 2014
(expressed in thousands of U.S. dollars, except per share and share amounts)
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015
September 30,
2014
Revenues
Gross premiums written
$
205,583

$
126,403

$
603,259

$
359,498

Gross premiums ceded
(375
)
(150
)
(1,852
)
(150
)
Net premiums written
205,208

126,253

601,407

359,348

Change in net unearned premium reserves
3,597

(17,305
)
(132,949
)
(98,388
)
Net premiums earned
208,805

108,948

468,458

260,960

Net investment income (loss)
(193,156
)
1,552

(89,627
)
92,072

Total revenues
15,649

110,500

378,831

353,032

Expenses
Loss and loss adjustment expenses incurred, net
158,537

60,115

316,336

150,783

Acquisition costs, net
50,509

38,317

152,664

93,331

General and administrative expenses
9,822

10,124

35,797

29,698

Other expenses
670

2,982

5,686

4,789

Interest expense
2,074


5,162


Foreign exchange gains
(746
)

(800
)

Total expenses
220,866

111,538

514,845

278,601

Income (loss) before income tax (expense) benefit
(205,217
)
(1,038
)
(136,014
)
74,431

Income tax (expense) benefit
7,781

(1,542
)
5,768

(3,917
)
Income (loss) including non-controlling interests
(197,436
)
(2,580
)
(130,246
)
70,514

(Income) loss attributable to non-controlling interests
1,721

(3,417
)
663

(5,440
)
Net income (loss)
$
(195,715
)
$
(5,997
)
$
(129,583
)
$
65,074

Earnings (loss) per share
Basic
$
(1.88
)
$
(0.06
)
$
(1.25
)
$
0.63

Diluted
$
(1.88
)
$
(0.06
)
$
(1.25
)
$
0.61

Weighted average number of ordinary shares used in the determination of earnings (loss) per share
Basic
104,117,448

103,295,920

103,931,871

103,275,204

Diluted
104,117,448

103,295,920

103,931,871

106,454,775

The accompanying Notes to the Condensed Consolidated Financial Statements are
an integral part of the Condensed Consolidated Financial Statements.


2


THIRD POINT REINSURANCE LTD.
CONDENSED CONSOLIDATED STATEMENTS OF SHAREHOLDERS’ EQUITY (UNAUDITED)
For the nine months ended September 30, 2015 and 2014
(expressed in thousands of U.S. dollars, except share amounts)
2015
2014
Common shares
Balance, beginning of period
104,473,402

103,888,916

Issuance of common shares
1,005,939

142,540

Balance, end of period
105,479,341

104,031,456

Common shares
Balance, beginning of period
$
10,447

$
10,389

Issuance of common shares
101

14

Balance, end of period
10,548

10,403

Additional paid-in capital
Balance, beginning of period
1,065,489

1,055,690

Issuance of common shares, net
4,233

585

Share compensation expense
8,605

6,979

Balance, end of period
1,078,327

1,063,254

Retained earnings
Balance, beginning of period
375,977

325,582

Income (loss) including non-controlling interests
(130,246
)
70,514

(Income) loss attributable to non-controlling interests
663

(5,440
)
Balance, end of period
246,394

390,656

Shareholders’ equity attributable to shareholders
1,335,269

1,464,313

Non-controlling interests
Balance, beginning of period
100,135

118,735

Non-controlling interest in investment affiliate, net
(24,137
)
(51,001
)
Non-controlling interest in Catastrophe Fund
(59,705
)
6,151

Non-controlling interest in Catastrophe Fund Manager
292


Income (loss) attributable to non-controlling interests
(663
)
5,440

Balance, end of period
15,922

79,325

Total shareholders’ equity
$
1,351,191

$
1,543,638

The accompanying Notes to the Condensed Consolidated Financial Statements are
an integral part of the Condensed Consolidated Financial Statements.


3


THIRD POINT REINSURANCE LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)
For the nine months ended September 30, 2015 and 2014
(expressed in thousands of U.S. dollars)
2015
2014
Operating activities
Income (loss) including non-controlling interests
$
(130,246
)
$
70,514

Adjustments to reconcile income (loss) including non-controlling interests to net cash provided by operating activities
Share compensation expense
8,605

6,979

Interest expense on deposit liabilities
3,170

3,687

Net unrealized loss on investments and derivatives
165,202

68,107

Net realized gain on investments and derivatives
(91,712
)
(184,133
)
Foreign exchange gains included in income including non-controlling interests
(800
)

Amortization of premium and accretion of discount, net
478

1,031

Changes in assets and liabilities:
Reinsurance balances receivable
2,585

(65,718
)
Deferred acquisition costs, net
(36,550
)
(33,180
)
Unearned premiums ceded
(808
)
(91
)
Loss and loss adjustment expenses recoverable
630

7,865

Other assets
(10,719
)
(303
)
Interest and dividends receivable, net
(6,452
)
(2,576
)
Unearned premium reserves
133,756

98,479

Loss and loss adjustment expense reserves
144,253

52,982

Accounts payable and accrued expenses
2,213

(1,935
)
Reinsurance balances payable
7,916

12,133

Performance fee payable to related party

21,837

Net cash provided by operating activities
191,521

55,678

Investing activities
Purchases of investments
(2,621,367
)
(2,150,821
)
Proceeds from sales of investments
2,274,201

1,998,673

Purchases of investments to cover short sales
(371,635
)
(141,468
)
Proceeds from short sales of investments
488,601

150,098

Change in due to/from brokers, net
137,054

177,516

Decrease in securities purchased under an agreement to sell
29,852

18,250

Change in restricted cash and cash equivalents
(187,121
)
(68,389
)
Net cash used in investing activities
(250,415
)
(16,141
)
Financing activities
Proceeds from issuance of common shares, net of costs
4,334

599

Proceeds from issuance of senior notes payable, net of costs
113,220


Increase in deposit liabilities
6,975

5,782

Non-controlling interest in investment affiliate, net
(24,137
)
(51,001
)
Non-controlling interest in Catastrophe Fund
(59,705
)
6,151

Non-controlling interest in Catastrophe Fund Manager
292


Net cash provided by (used in) financing activities
40,979

(38,469
)
Net increase (decrease) in cash and cash equivalents
(17,915
)
1,068

Cash and cash equivalents at beginning of period
28,734

31,625

Cash and cash equivalents at end of period
$
10,819

$
32,693

Supplementary information
Interest paid in cash
$
7,675

$
2,780

Income taxes paid in cash
$
3,074

$
2,286

The accompanying Notes to the Condensed Consolidated Financial Statements are
an integral part of the Condensed Consolidated Financial Statements.

4


Third Point Reinsurance Ltd.
Notes to the Condensed Consolidated Financial Statements (UNAUDITED)
(Expressed in United States Dollars)
1. Organization
Third Point Reinsurance Ltd. (together with its wholly and majority owned subsidiaries, the “Company”) was incorporated under the laws of Bermuda on October 6, 2011.  Through its reinsurance subsidiaries, the Company is a provider of global specialty property and casualty reinsurance products.  The Company operates through two licensed reinsurance subsidiaries, Third Point Reinsurance Company Ltd. (“Third Point Re”), a Bermuda reinsurance company that commenced operations in January 2012, and Third Point Reinsurance (USA) Ltd. (“Third Point Re USA”).
Third Point Re USA is a Bermuda reinsurance company that was incorporated on November 21, 2014 and commenced operations in February 2015.  Third Point Re USA made an election under Section 953(d) of the U.S. Internal Revenue Code of 1986, as amended, to be taxed as a U.S. entity.  Third Point Re USA prices and underwrites U.S. domiciled reinsurance business from an office in the United States.  Third Point Re USA is a wholly owned subsidiary of Third Point Re (USA) Holdings, Inc. (“TPRUSA”), an intermediate holding company based in the U.S., which is a wholly owned subsidiary of Third Point Re (UK) Holdings Ltd. (“Third Point Re UK”), an intermediate holding company based in the United Kingdom.  Third Point Re UK is a wholly owned subsidiary of Third Point Reinsurance Ltd.
On June 15, 2012, Third Point Reinsurance Opportunities Fund Ltd. (the “Catastrophe Fund”), Third Point Reinsurance Investment Management Ltd. (the “Catastrophe Fund Manager”), and Third Point Re Cat Ltd. (the “Catastrophe Reinsurer”) were incorporated in Bermuda. The Catastrophe Fund Manager, a Bermuda exempted company, is the investment manager of the Catastrophe Fund.  In December 2014, the Company announced that it would no longer accept investments in the Catastrophe Fund, that no new business would be written in the Catastrophe Reinsurer and that the Company would be redeeming all existing investments in the Catastrophe Fund.  The Catastrophe Fund Manager will continue to manage the run off of the remaining exposure in the Catastrophe Fund.
On August 2, 2012, the Company established a wholly-owned subsidiary in the United Kingdom, Third Point Re Marketing (UK) Limited (“TPRUK”). On May 20, 2013, TPRUK was licensed as an insurance intermediary by the UK Financial Conduct Authority.
On August 20, 2013, the Company completed an initial public offering (“IPO”) of 24,832,484 common shares at an offering price of $12.50 per share. The net proceeds of the offering were $286.0 million , after deducting offering costs.  The Company’s common shares are listed on the New York Stock Exchange under the symbol “TPRE”.
These unaudited condensed consolidated financial statements include the results of the Company and its wholly and majority owned subsidiaries (together, the “Company”) and have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”) for interim financial information and with the instructions to Form 10-Q and Article 10 in Regulation S-X. Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. In addition, the year-end balance sheet data was derived from audited financial statements but does not include all disclosures required by U.S. GAAP. This Quarterly Report should be read in conjunction with the audited financial statements included in the Company’s Annual Report on Form 10-K for the year ended December 31, 2014 (the “2014 10-K”), as filed with the U.S. Securities and Exchange Commission on February 27, 2015.
In the opinion of management, these unaudited condensed consolidated financial statements reflect all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the Company’s financial position and results of operations as at the end of and for the periods presented. All significant intercompany accounts and transactions have been eliminated.
The results for the nine months ended September 30, 2015 are not necessarily indicative of the results expected for the full calendar year.

5



2. Significant accounting policies
There have been no material changes to the Company’s significant accounting policies as described in its 2014 10-K, except as noted below.
Prior year changes in the presentation of condensed consolidated statements of cash flows
The Company had previously excluded income attributable to non-controlling interests from cash flows provided by operating activities and included these amounts in cash flows used in investing activities and provided by financing activities. The Company began including income from non-controlling interests in cash flows provided by operating activities for the year ended December 31, 2014. In addition, cash flows related to the non-controlling interest in investment affiliate were previously included in net cash used in investing activities and are now being included in net cash provided by financing activities. Lastly, the Company now includes interest expense on deposit liabilities and the change in fair value of embedded derivatives in deposit liability contracts as non-cash adjustments in operating activities. These changes did not impact the condensed consolidated balance sheets or condensed consolidated statements of income for the prior periods. The Company modified the presentation of its condensed consolidated statement of cash flows for the nine months ended September 30, 2014 to conform to the current year presentation.
Recently issued accounting standards
Issued and effective as of September 30, 2015
In April 2014, the FASB issued Accounting Standards Update 2014-08, Reporting Discontinued Operations and Disclosures of Disposals of Components of an Entity (ASU 2014-08). ASU 2014-08 changes the requirements for reporting discontinued operations, such that a disposal of a component of the Company’s operations is required to be reported as discontinued operations if the disposal represents a strategic shift that has, or will have, a major effect on the Company’s operations and financial results. ASU 2014-08 is effective for all disposals that occur after January 1, 2015, with early adoption permitted. This new pronouncement did not have a material impact on the Company’s condensed consolidated financial statements.
Issued but not yet effective as of September 30, 2015
In February 2015, the FASB issued Accounting Standard Update 2015-02, Consolidation (Topic 810) Amendments to the Consolidation Analysis (ASU 2015-02). ASU 2015-02 requires management to evaluate whether limited partnerships and similar legal entities are variable interest entities (VIEs) or voting interest entities. ASU 2015-02 eliminates the presumption that a general partner should consolidate a limited partnership and affects the consolidation analysis of reporting entities that are involved with VIEs, particularly those that have fee arrangements and related party relationships. ASU 2015-02 also provides a scope exception from consolidation guidance for reporting entities with interests in legal entities that are required to comply with or operate in accordance with requirements that are similar to those in Rule 2a-7 of the Investment Company Act of 1940 for registered money market funds. The amendments in ASU 2015-02 are effective for interim and annual periods beginning after December 15, 2015. Early adoption is permitted. The Company is currently evaluating the impact of this guidance on the Company’s condensed consolidated financial statements.
In April 2015, the FASB issued Accounting Standards Update 2015-03, Interest - Imputation of Interest (ASU 2015-03). ASU 2015-03 simplifies the presentation of debt issuance costs and requires that debt issuance costs related to a recognized debt liability be presented in the balance sheet as a direct deduction from the carrying amount of that debt liability, consistent with debt discounts. The recognition and measurement guidance for debt issuance costs are not affected by ASU 2015-03. The amendments in ASU 2015-03 are effective for financial statements issued for fiscal years beginning after December 31, 2015, and interim periods within those fiscal years. Early adoption is permitted. The Company early adopted ASU 2015-03 effective with its debt issuance in February 2015.
In May 2015, the FASB issued Accounting Standards Update 2015-07, Disclosures for Investments in Certain Entities That Calculate Net Asset Value per Share (or Its Equivalent) (ASU 2015-07) . ASU 2015-07 will eliminate the requirement to categorize certain investments in the fair value hierarchy if their fair value is measured at net asset value (NAV) per share (or its equivalent) using the practical expedient in the FASB’s fair value measurement guidance. The

6



amendments in ASU 2015-07 are effective for financial statements issued for fiscal years beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of this guidance on the Company’s condensed consolidated financial statements.
In May 2015, the FASB issued Accounting Standards Update 2015-09, Disclosures about Short-Duration Contracts (ASU 2015-09) . ASU 2015-09 amends ASC 944 (Financial Services - Insurance) to expand the disclosures that an insurance entity must provide about its short-duration insurance contracts. Under ASU 2015-09, the FASB focused on targeted improvements to provide users with additional information about insurance liabilities, including the nature, amount, timing, and uncertainty of future cash flows related to insurance liabilities. The amendments in ASU 2015-09 are effective for annual periods beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of this guidance on the Company’s condensed consolidated financial statements.
In June 2015, the FASB issued Accounting Standards Update 2015-10, Technical Corrections and Improvements (ASU 2015-10). ASU 2015-10 amends a number of Topics in the FASB Accounting Standards Codification and is part of an ongoing project on the FASB’s agenda to facilitate Codification updates for non-substantive technical corrections, clarifications and improvements that are not expected to have a significant effect on accounting practice or create a significant administrative cost to most entities. The amendments in ASU 2015-10 are effective for annual periods beginning after December 15, 2015, and interim periods within those fiscal years. Early adoption is permitted. The Company is currently evaluating the impact of this guidance on the Company’s condensed consolidated financial statements.
3. Restricted cash and cash equivalents
Restricted cash and cash equivalents as of September 30, 2015 and December 31, 2014 consisted of the following:
September 30,
2015
December 31,
2014
($ in thousands)
Restricted cash securing collateralized reinsurance contracts written by the Catastrophe Reinsurer (1)
$

$
108,544

Restricted cash securing letter of credit facilities (2)
260,188

218,963

Restricted cash securing other reinsurance contracts (3)
344,240

89,800

$
604,428

$
417,307

(1)
Restricted cash securing collateralized reinsurance contracts written by the Catastrophe Reinsurer cannot be released until the contract’s exposure has expired. The remaining collateralized reinsurance contracts written by the Catastrophe Reinsurer expired in July 2015 and the cedents agreed to release the collateral.
(2)
Restricted cash securing letter of credit facilities pertains to letters of credit issued to clients and cash securing these obligations that the Company will not be released from until the underlying reserves have been settled. The time period for which the Company expects these letters of credit to be in place varies from contract to contract, but can last at least several years.
(3)
Restricted cash securing other reinsurance contracts pertains to trust accounts securing the Company’s contractual obligations under certain reinsurance contracts that the Company will not be released from until all underlying risks have expired or have been settled. The time period for which the Company expects these trust accounts to be in place varies from contract to contract, but can last at least several years.

7



4. Investments
The Company’s investments are managed by its investment manager, Third Point LLC (“Third Point LLC” or the “Investment Manager”), under long-term investment management contracts. The Company directly owns the investments that are held in separate accounts and managed by Third Point LLC. The following is a summary of the separate accounts managed by Third Point LLC:
September 30,
2015
December 31,
2014
Assets
($ in thousands)
Total investments in securities and commodities
$
2,053,777

$
1,828,761

Cash and cash equivalents
10

3

Restricted cash and cash equivalents (1)
604,428

308,763

Due from brokers
303,597

58,241

Securities purchased under an agreement to sell

29,852

Derivative assets
27,337

21,130

Interest and dividends receivable
10,030

2,590

Other assets

325

Total assets
2,999,179

2,249,665

Liabilities and non-controlling interest
Accounts payable and accrued expenses
714

464

Securities sold, not yet purchased, at fair value
172,074

82,485

Due to brokers
695,019

312,609

Derivative liabilities
22,495

10,985

Interest and dividends payable
647

697

Non-controlling interest
15,597

40,241

Total liabilities and non-controlling interest
906,546

447,481

Total net investments managed by Third Point LLC
$
2,092,633

$
1,802,184

(1)
Includes amounts advanced to Third Point Re to fund collateral held in trust accounts.
The Company’s Investment Manager has a formal valuation policy that sets forth the pricing methodology for investments to be used in determining the fair value of each security in the Company’s portfolio. The valuation policy is updated and approved at least on an annual basis by Third Point LLC’s valuation committee (the “Committee”), which is comprised of officers and employees who are senior business management personnel of Third Point LLC. The Committee meets monthly. The Committee’s role is to review and verify the propriety and consistency of the valuation methodology to determine the fair value of investments. The Committee also reviews any due diligence performed and approves any changes to current or potential external pricing vendors.
Investments are carried at fair value. The fair values of investments are estimated using prices obtained from either third-party pricing services or broker quotes. The methodology for valuation is generally determined based on the investment’s asset class per the Company’s Investment Manager’s valuation policy. For investments where fair values from pricing services or brokers are unavailable, fair values are estimated using information obtained by the Company’s Investment Manager.
Securities and commodities listed on a national securities or commodities exchange or quoted on NASDAQ are valued at their last sales price as of the last business day of the period. Listed securities with no reported sales on such date and over-the-counter (“OTC”) securities are valued at their last closing bid price if held long by the Company, and last closing ask price if held short by the Company. As of September 30, 2015 , securities valued at $ 567.1 million ( December 31, 2014 - $ 434.4 million), representing 27.3% ( December 31, 2014 23.5% ) of investments in securities and derivative assets, and $ 1.5 million ( December 31, 2014 - $ 1.3 million), representing 0.8% ( December 31, 2014 1.4% ) of securities sold, not yet purchased and derivative liabilities, are valued based on broker quotes or other quoted market prices for similar securities.

8



Private securities are not registered for public sale and are carried at an estimated fair value at the end of the period. Valuation techniques used by the Company may include market approach, last transaction analysis, liquidation analysis and/or discounted cash flow models where the significant inputs could include but are not limited to additional rounds of equity financing, financial metrics such as revenue multiples or price-earnings ratio, discount rates and other factors. In addition, third party valuation firms may be employed to conduct separate valuations of such private securities. The third party valuation firms provide written reports documenting their recommended valuation as of the determination date for the specified investments.
As of September 30, 2015 , the Company had $ 16.6 million ( December 31, 2014 - $ 2.3 million) of private securities fair valued by a third party valuation firm using information obtained from the Company’s Investment Manager. Private securities represented less than 1% ( December 31, 2014 - less than 1% ) of total investments in securities, commodities and derivative assets. The actual value at which these securities could be sold or settled with a willing buyer or seller may differ from the Company’s estimated fair values depending on a number of factors including, but not limited to, current and future economic conditions, the quantity sold or settled, the presence of an active market and the availability of a willing buyer or seller.
The Company’s free standing derivatives are recorded at fair value, and are included in the condensed consolidated balance sheets in derivative assets and derivative liabilities. The Company values exchange-traded derivatives at their last sales price on the exchange where they are primarily traded. OTC derivatives, which include swap, option, swaption, forward, future and contract for differences, are valued by third party sources when available; otherwise, fair values are obtained from broker quotes that are based on pricing models that consider the time value of money, volatility, and the current market and contractual prices of the underlying financial instruments.
As an extension of our underwriting activities, the Catastrophe Reinsurer has sold derivative instruments that provide reinsurance-like protection to third parties for specific loss events associated with certain lines of business.  These derivatives are recorded in the condensed consolidated balance sheets at fair value, with changes in the fair value of these derivatives recorded in net investment income in the condensed consolidated statements of income (loss).  These contracts are valued on the basis of models developed by us, which approximates fair value.
The Company also has derivatives embedded in non-derivative host contracts that are required to be separated from the host contracts and accounted for at fair value with changes in fair value of the embedded derivative reported in other expenses. The Company’s embedded derivatives relate to interest crediting features in certain reinsurance and deposit contracts that vary based on the returns on the Company’s investments managed by Third Point LLC. The Company determines the fair value of the embedded derivatives using models developed by the Company.
As of September 30, 2015 and December 31, 2014, the Company’s asset-backed securities (“ABS”) holdings were as follows:
September 30, 2015
December 31, 2014
($ in thousands)
Re-REMIC (1)
$
226,047

44.0
%
$
131,568

32.9
%
Subprime RMBS
162,738

31.7
%
198,046

49.5
%
Collateralized debt obligations
54,358

10.6
%
9,397

2.3
%
Other (2)
70,076

13.7
%
61,223

15.3
%
$
513,219

100.0
%
$
400,234

100.0
%
(1) Mezzanine portions of the re-securitized real estate mortgage investment conduits (“re-REMIC”) structure of ABS.
(2) Other includes: U.S. Alt-A Positions, Commercial Mortgage-backed securities, market place loans, Non-U.S. RMBS and student loans ABS.
As of September 30, 2015, all of the Company’s ABS holdings were private-label issued, non-investment grade securities, and none of these securities were guaranteed by government sponsored entities. These investments are valued using broker quotes or a recognized third-party pricing vendor. All of these classes of ABS are sensitive to changes in interest rates and any resulting change in the rate at which borrowers sell their properties, refinance, or otherwise pre-pay their loans. As an investor in these classes of ABS, the Company may be exposed to the credit risk of underlying

9



borrowers not being able to make timely payments on loans or the likelihood of borrowers defaulting on their loans. In addition, the Company may be exposed to significant market and liquidity risks.
The Company values its investments in limited partnerships at fair value, which is estimated based on the Company’s share of the net asset value of the limited partnerships as provided by the investment managers of the underlying investment funds. The resulting net gains or net losses are reflected in the condensed consolidated statements of income (loss).
On December 18, 2014, the Company entered into a subscription agreement with the Kiskadee Diversified Fund Ltd. (“Kiskadee Fund”) to invest up to $25.0 million in Hiscox Insurance Company (Bermuda) Limited’s (“Hiscox”) separately managed insurance-linked securities platform, Kiskadee Re Ltd.  The Kiskadee Fund is a fund vehicle managed by Hiscox. The Kiskadee Fund invests in property catastrophe exposures through collateralized reinsurance transactions and other insurance-linked investments.  On January 2, 2015 and June 1, 2015 the Company funded $5.0 million and $20.0 million , respectively, and there are no remaining commitments. The Company has elected the fair value option for this investment, which is recorded on the condensed consolidated balance sheets at fair value as a Level 3 asset. The fair value is estimated based on the Company’s share of the net asset value in the Kiskadee Fund, as provided by the investment manager. The resulting net gains or losses are reflected in the condensed consolidated statements of income (loss).
The Company performs several processes to ascertain the reasonableness of the valuation of all of the Company’s investments comprising the Company’s investment portfolio. These processes include (i) obtaining and reviewing weekly and monthly investment portfolio reports from the Investment Manager, (ii) obtaining and reviewing monthly Net Asset Value (“NAV”) and investment return reports received directly from the Company’s third-party fund administrator, which are compared to the reports noted in (i), and (iii) monthly update discussions with the Company’s Investment Manager regarding the investment portfolio, including, their process for reviewing and validating pricing obtained from third party service providers.
For the nine months ended September 30, 2015 and 2014 , there were no changes in the valuation techniques as they relate to the above.
U.S. GAAP disclosure requirements establish a framework for measuring fair value, including a three-level hierarchy for fair value measurements based upon the transparency of inputs to the valuation of an asset or liability. The three-level hierarchy of inputs is summarized below:
Level 1 – Quoted prices available in active markets/exchanges for identical investments as of the reporting date.
Level 2 – Observable inputs to the valuation methodology other than unadjusted quoted market prices for identical assets or liabilities in active markets. Level 2 inputs include, but are not limited to, prices quoted for similar assets or liabilities in active markets/exchanges, prices quoted for identical or similar assets or liabilities in markets that are not active and fair values determined through the use of models or other valuation methodologies.
Level 3 – Pricing inputs unobservable for the investment and include activities where there is little, if any, market activity for the investment. The inputs applied in the determination of fair value require significant management judgment and estimation.
Observable inputs are inputs that reflect the assumptions market participants would use in pricing the asset or liability based on market data obtained from sources other than those of the reporting entity. Unobservable inputs are inputs that reflect the reporting entity’s own assumptions about the assumptions market participants would use in pricing the asset or liability developed based on the best information available in the circumstances.
In certain cases, the inputs used to measure fair value may fall into different levels of the fair value hierarchy. In such cases, an investment’s level within the fair value hierarchy is based on the lowest level of input that is significant to the fair value measurement. The Company’s assessment of the significance of a particular input to the fair value measurement requires judgment, and considers factors specific to the investment.

10



The key inputs for corporate, government and sovereign bond valuation are coupon frequency, coupon rate and underlying bond spreads. The key inputs for ABS are yield, probability of default, loss severity and prepayment.
Key inputs for over-the-counter (“OTC”) valuations vary based on the type of underlying security on which the contract was written:
The key inputs for most OTC option contracts include notional, strike price, maturity, payout structure, current foreign exchange forward and spot rates, current market price of the underlying security and volatility of the underlying security.
The key inputs for most forward contracts include notional, maturity, forward rate, spot rate, various interest rate curves and discount factor.
The key inputs for swap valuation will vary based on the type of underlying on which the contract was written. Generally, the key inputs for most swap contracts include notional, swap period, fixed rate, credit or interest rate curves, current market or spot price of the underlying security and the volatility of the underlying security.
The following tables present the Company’s investments, categorized by the level of the fair value hierarchy as of September 30, 2015 and December 31, 2014 :
September 30, 2015
Quoted prices in active markets
Significant other observable inputs
Significant unobservable inputs
Total
(Level 1)
(Level 2)
(Level 3)
Assets
($ in thousands)
Equity securities
$
1,244,646

$
25,348

$

$
1,269,994

Private common equity securities

982

601

1,583

Private preferred equity securities


18,263

18,263

Total equities
1,244,646

26,330

18,864

1,289,840

Asset-backed securities

509,361

3,858

513,219

Bank debts


7,681

7,681

Corporate bonds

94,208

3,235

97,443

Sovereign debt

118,679

17

118,696

Total debt securities

722,248

14,791

737,039

Investments in limited partnerships

2,427

5,913

8,340

Options
3,925

3,472


7,397

Rights and warrants
1,039



1,039

Trade claims

10,122


10,122

Investment in Kiskadee Fund


25,984

25,984

Total other investments
4,964

16,021

31,897

52,882

Derivative assets (free standing)

27,337


27,337

Total assets
$
1,249,610

$
791,936

$
65,552

$
2,107,098

Liabilities
Equity securities
$
125,666

$

$

$
125,666

Sovereign debt

6,031


6,031

Corporate bonds

30,323


30,323

Options
6,728

3,326


10,054

Total securities sold, not yet purchased
132,394

39,680


172,074

Derivative liabilities (free standing)
903

20,572

1,020

22,495

Derivative liabilities (embedded)


10,075

10,075

Total liabilities
$
133,297

$
60,252

$
11,095

$
204,644



11



December 31, 2014
Quoted prices in active markets
Significant other observable inputs
Significant unobservable inputs
Total
(Level 1)
(Level 2)
(Level 3)
Assets
($ in thousands)
Equity securities
$
1,158,428

$
15,207

$

$
1,173,635

Private common equity securities

2,718

1,443

4,161

Total equities
1,158,428

17,925

1,443

1,177,796

Asset-backed securities

395,514

4,720

400,234

Bank debts

2,395


2,395

Corporate bonds

56,795

3,799

60,594

Municipal bonds

3,094


3,094

Sovereign debt

103,331


103,331

Total debt securities

561,129

8,519

569,648

Investments in limited partnerships

55,756

6,354

62,110

Options
3,205

3,791


6,996

Rights and warrants
1,843



1,843

Trade claims

10,368


10,368

Catastrophe bond

2,077


2,077

Total other investments
5,048

71,992

6,354

83,394

Derivative assets (free standing)
380

20,750


21,130

Total assets
$
1,163,856

$
671,796

$
16,316

$
1,851,968

Liabilities




Equity securities
$
33,222

$

$

$
33,222

Sovereign debt

29,350


29,350

Corporate bonds

13,312


13,312

Options
3,755

2,846


6,601

Total securities sold, not yet purchased
36,977

45,508


82,485

Derivative liabilities (free standing)
505

9,548

962

11,015

Derivative liabilities (embedded)


9,289

9,289

Total liabilities
$
37,482

$
55,056

$
10,251

$
102,789

During the nine months ended September 30, 2015 , the Company made no significant reclassifications of assets or liabilities between Levels 1 and 2. During the year ended December 31, 2014 , the Company reclassified $86.6 million of private common equity securities from Level 2 to Level 1 equity securities. This reclassification was the result of the issuer’s IPO, with quoted prices having become available in an active market as of the reporting date.










12



The following table presents the reconciliation of all investments measured at fair value using significant unobservable inputs (Level 3) for the three and nine months ended September 30, 2015 and 2014 :
July 1,
2015
Transfers in to (out of) Level 3
Purchases
Sales
Realized and Unrealized Gains(Losses) (1)
September 30,
2015
($ in thousands)
Assets
Private common equity securities
$
962

$

$

$

$
(361
)
$
601

Private preferred equity securities
13,474


5,084


(295
)
18,263

Asset-backed securities
1,843

916

1,125

(62
)
36

3,858

Bank debts
7,404




277

7,681

Corporate bonds
2,772



(107
)
570

3,235

Sovereign debt
18




(1
)
17

Investments in limited partnerships
6,156




(243
)
5,913

Investment in Kiskadee Fund
25,183




801

25,984

Total assets
$
57,812

$
916

$
6,209

$
(169
)
$
784

$
65,552

Liabilities
Derivative liabilities (free standing)
$
(1,020
)
$

$

$

$

$
(1,020
)
Derivative liabilities (embedded)
(9,817
)


(2,354
)
2,096

(10,075
)
Total liabilities
$
(10,837
)
$

$

$
(2,354
)
$
2,096

$
(11,095
)
January 1,
2015
Transfers in to (out of) Level 3
Purchases
Sales
Realized and Unrealized Gains(Losses) (1)
September 30,
2015
($ in thousands)
Assets
Private common equity securities
$
1,443

$

$

$

$
(842
)
$
601

Private preferred equity securities


13,586


4,677

18,263

Asset-backed securities
4,720

(3,599
)
2,024

(1,061
)
1,774

3,858

Bank debts


7,634


47

7,681

Corporate bonds
3,799



(259
)
(305
)
3,235

Sovereign debt

19



(2
)
17

Investments in limited partnerships
6,354


725

(267
)
(899
)
5,913

Investment in Kiskadee Fund


25,000


984

25,984

Total assets
$
16,316

$
(3,580
)
$
48,969

$
(1,587
)
$
5,434

$
65,552

Liabilities
Derivative liabilities (free standing)
$
(962
)
$

$

$
(174
)
$
116

$
(1,020
)
Derivative liabilities (embedded)
(9,289
)


(3,152
)
2,366

(10,075
)
Total liabilities
$
(10,251
)
$

$

$
(3,326
)
$
2,482

$
(11,095
)

13



July 1,
2014
Transfers in to (out of) Level 3
Purchases
Sales
Realized and Unrealized Gains(Losses) (1)
September 30,
2014
($ in thousands)
Assets
Private common equity securities
$
2,300

$
(2,300
)
$

$

$

$

Asset-backed securities
2,441

(520
)
288

(18
)
243

2,434

Corporate bonds
5,153

(811
)

(152
)
(226
)
3,964

Sovereign debt
30

(11
)



19

Investments in limited partnerships
5,771


1,525


(526
)
6,770

Total assets
$
15,695

$
(3,642
)
$
1,813

$
(170
)
$
(509
)
$
13,187

Liabilities
Derivative liabilities (free standing)
$

$

$

$
(1,013
)
$
780

$
(233
)
Derivative liabilities (embedded)
(5,538
)


(2,264
)
(111
)
(7,913
)
Total liabilities
$
(5,538
)
$

$

$
(3,277
)
$
669

$
(8,146
)
January 1,
2014
Transfers in to (out of) Level 3
Purchases
Sales
Realized and Unrealized Gains(Losses) (1)
September 30,
2014
($ in thousands)
Assets
Private common equity securities
$
2,012

$
(2,300
)
$

$

$
288

$

Asset-backed securities
400

(2,151
)
4,093

(1,921
)
2,013

2,434

Corporate bonds
4,610

(811
)
821

(484
)
(172
)
3,964

Sovereign debt

(11
)
30



19

Investments in limited partnerships
5,292


1,579


(101
)
6,770

Total assets
$
12,314

$
(5,273
)
$
6,523

$
(2,405
)
$
2,028

$
13,187

Liabilities
Derivative liabilities (free standing)
$

$

$

$
(1,013
)
$
780

$
(233
)
Derivative liabilities (embedded)
(4,430
)


(3,046
)
(437
)
(7,913
)
Total liabilities
$
(4,430
)
$

$

$
(4,059
)
$
343

$
(8,146
)
(1)
Total change in realized and unrealized gain (loss) recorded on Level 3 financial instruments is included in net investment income in the condensed consolidated statements of income (loss).
Total unrealized gains related to fair value assets using significant unobservable inputs (Level 3) for the nine months ended September 30, 2015 was $ 5.3 million (2014 - $ 0.4 million).
For assets and liabilities that were transferred into Level 3 during the period, gains (losses) are presented as if the assets or liabilities had been transferred into Level 3 at the beginning of the period; similarly, for assets and liabilities that were transferred out of Level 3 during the period, gains (losses) are presented as if the assets or liabilities had been transferred out of Level 3 at the beginning of the period. The Company held no Level 3 investments where quantitative unobservable inputs are produced by the Company when estimating fair value.
The following table summarizes information about the significant unobservable inputs used in determining the fair value of the Level 3 investments held by the Company.  Level 3 investments not presented in the table below generally

14



do not have any unobservable inputs to disclose, as they are valued primarily using dealer quotes, at cost or net asset value for investment in limited partnerships.
September 30, 2015
Assets
Fair value ($ in thousands)
Valuation technique
Unobservable input
Range
Corporate bond
$
2,210

Discounted Cash Flow
Yield
8.1-9.1%

Duration
3 years

Credit Spread
786 bps

Volatility
25.0-35.0%

Asset backed security
$
1,245

Probability Weighted
Probability
85.0
%
Derivative liabilities (embedded)
$
10,075

Discounted cash flow
Contractual Variable Annual Investment Credit
0.0 - 3.5%

Mean Monthly Investment Return
1.2%

Duration from Inception of Contracts

4.00 - 5.50 years

Duration from Valuation Date

1.00 - 5.25 years

Interest Rates
U.S. Treasury Spot Rates

December 31, 2014
Assets
Fair value ($ in thousands)
Valuation technique
Unobservable input
Range
Corporate bond
$
2,346

Discounted cash flow
Yield
14.9-16.9%

Duration
3 years

Credit spreads
1,376-1,576 bps

Volatility
20.0-30.0%

Derivative liabilities (embedded)
$
9,289

Discounted cash flow
Contractual Variable Annual Investment Credit
0.0 - 3.5%

Mean Monthly Investment Return
1.2%

Duration from Inception of Contracts
4.00 - 5.50 years

Duration from Valuation Date
1.75 - 5.00 years

Interest Rates
U.S. Treasury Spot Rates

5. Repurchase and reverse repurchase agreements
The Company may enter into repurchase and reverse repurchase agreements with financial institutions in which the financial institution agrees to resell or repurchase securities and the Company agrees to repurchase or resell such securities at a mutually agreed price upon maturity. Interest expense and income related to these transactions are included in interest payable and receivable in the condensed consolidated balance sheets. For the three months ended September 30, 2015 , foreign currency gains of $ 0.1 million ( 2014 - loss of $ 2.4 million) on reverse repurchase agreements and losses of $0.3 million ( 2014 - $ nil ) on repurchase agreements are included in net investment income (loss) in the condensed consolidated statements of income (loss) . For the nine months ended September 30, 2015 , foreign currency losses of $ 2.2 million ( 2014 - $ 2.6 million) on reverse repurchase agreements and losses of $ 0.04 million ( 2014 - $ nil ) on repurchase agreements are included in net investment income (loss) in the condensed consolidated statements of income (loss) . Generally, repurchase and reverse repurchase agreements mature within 30 to 90 days .

15



6. Due from/to brokers
The Company holds substantially all of its investments through prime brokers pursuant to agreements between the Company and each prime broker. The brokerage arrangements differ from broker to broker, but generally cash and investments in securities and commodities balances are available as collateral against investments in securities sold, not yet purchased and derivative positions, if required.
Due from/to brokers include cash balances maintained with the Company’s prime brokers, investment receivables, margin debt balances, receivables and payables from unsettled trades and proceeds from securities sold, not yet purchased. In addition, due from/to brokers includes cash collateral received and posted from OTC and repurchase agreement counterparties. As of September 30, 2015 , the Company’s due from/to brokers includes a total non-U.S. currency receivable balance of $38.9 million ( December 31, 2014 - payable of $ 1.1 million).
The Company uses prime brokerage arrangements to provide collateral for its letter of credit facilities and to fund trust accounts securing certain reinsurance contracts.  As of September 30, 2015 , the Company had $604.4 million ( December 31, 2014 - $308.8 million ) of restricted cash securing letter of credit facilities and certain reinsurance contracts. Margin debt at the brokers primarily relates to borrowings to fund collateral arrangements and investment activity. Amounts are borrowed through committed facilities with terms of up to 90 days, secured by assets of the Company held by the prime broker, and incur interest based on the Company’s negotiated rates. This interest expense is reflected in net investment income (loss) in the condensed consolidated statements of income (loss) .

16



7. Derivatives
The following tables identify the listing currency, fair value and notional amounts of derivative instruments included in the condensed consolidated balance sheets, categorized by primary underlying risk. Balances are presented on a gross basis.
As of September 30, 2015
Listing currency (1)
Fair Value
Notional Amounts (2)
Derivative Assets by Primary Underlying Risk
($ in thousands)
Credit
Credit Default Swaps - Protection Purchased
EUR/USD
$
16,157

$
118,096

Equity Price
Contracts for Differences - Long Contracts
USD
1,227

6,072

Contracts for Differences - Short Contracts
AUD/CHF/EUR/GBP/JPY/USD
5,035

57,496

Total Return Swaps - Long Contracts
JPY
1,202

16,366

Total Return Swaps - Short Contracts
AUD/JPY/USD
494

17,853

Interest Rates
Interest Rate Swaptions
JPY/USD
174

75,457

Foreign Currency Exchange Rates
Foreign Currency Forward Contracts
CAD/EUR/GBP/MXN/SAR
626

138,207

Foreign Currency Options - Purchased
CNH/SAR
2,422

274,945

Total Derivative Assets
$
27,337

$
704,492

Listing currency (1)
Fair Value
Notional Amounts (2)
Derivative Liabilities by Primary Underlying Risk
($ in thousands)
Credit
Credit Default Swaps - Protection Purchased
EUR/USD
$
2,919

$
38,582

Credit Default Swaps - Protection Sold
USD
1,873

6,019

Equity Price
Contracts for Differences - Long Contracts
EUR/GBP/USD
9,971

41,710

Contracts for Differences - Short Contracts
EUR/USD
1,054

47,773

Total Return Swaps - Long Contracts
JPY/USD
4,605

20,700

Total Return Swaps - Short Contracts
AUD/JPY
429

14,311

Interest Rates
Bond Futures - Short Contracts
JPY
457

138,323

Interest Rate Swaptions
JPY/USD
68

118,105

Treasury Futures - Short Contracts
USD
445

36,418

Foreign Currency Exchange Rates
Foreign Currency Forward Contracts
EUR/JPY
367

77,798

Foreign Currency Options - Sold
CNH
307

48,814

Total Derivative Liabilities (free standing)
$
22,495

$
588,553

Embedded derivative liabilities in reinsurance contracts (3)
USD
$
5,715

$
20,000

Embedded derivative liabilities in deposit contracts (4)
USD
4,360

75,000

Total Derivative Liabilities (embedded)
$
10,075

$
95,000

(1)
AUD = Australian Dollar, CAD = Canadian Dollar,  CHF = Swiss Franc, CNH = Chinese Yuan, EUR = Euro,  GBP = British Pound, JPY = Japanese Yen, MXN = Mexican Peso, SAR = Saudi Arabian Riyal, USD = US Dollar
(2)
The absolute notional exposure represents the Company’s derivative activity as of September 30, 2015 , which is representative of the volume of derivatives held during the period.
(3)
The fair value of embedded derivatives in reinsurance contracts is included in reinsurance balances payable in the condensed consolidated balance sheet.
(4)
The fair value of embedded derivatives in deposit contracts is included in deposit liabilities in the condensed consolidated balance sheet.

17



As of December 31, 2014
Listing currency (1)
Fair Value
Notional Amounts (2)
Derivative Assets by Primary Underlying Risk
($ in thousands)
Commodity Price
Commodity Future Options - Sold
USD
$
269

$
25,168

Credit
Credit Default Swaps - Protection Purchased
USD
9,456

89,772

Credit Default Swaps - Protection Sold
USD
205

2,084

Equity Price
Contracts for Differences - Long Contracts
USD
263

3,080

Contracts for Differences - Short Contracts
AUD/EUR
186

6,428

Total Return Swaps - Long Contracts
USD
43

1,874

Total Return Swaps - Short Contracts
USD
34

9,763

Interest Rates
Commodity Futures - Short Contracts
USD
78

186,280

Foreign Currency Exchange Rates
Foreign Currency Forward
CAD/EUR/GBP/JPY
4,241

228,416

Foreign Currency Options - Purchased
EUR/JPY/KRW/SAR
6,355

283,439

Total Derivative Assets
$
21,130

$
836,304

Listing currency (1)
Fair Value
Notional Amounts (2)
Derivative Liabilities by Primary Underlying Risk
($ in thousands)
Commodity Price
Commodity Future Options - Purchased
USD
$
285

$
12,012

Credit
Credit Default Swaps - Protection Purchased
USD
3,230

49,465

Credit Default Swaps - Protection Sold
USD
1,319

5,142

Equity Price
Contracts for Differences - Long Contracts
EUR/GBP/USD
1,404

48,152

Contracts for Differences - Short Contracts
AUD/NOK
130

3,070

Total Return Swaps - Long Contracts
USD
590

11,233

Interest Rates
Commodity Futures - Short Contracts
USD
220

467,956

Treasury Futures - Short Contracts
USD
280

10,119

Foreign Currency Exchange Rates
Foreign Currency Options - Sold
EUR/JPY/KRW
3,527

144,257

Catastrophe Risk derivatives
USD
30

6,000

Total Derivative Liabilities (free standing)
$
11,015

$
757,406

Embedded derivative liabilities in reinsurance contracts (3)
USD
$
2,769

$
15,000

Embedded derivative liabilities in deposit contracts (4)
USD
6,520

75,000

Total Derivative Liabilities (embedded)
$
9,289

$
90,000

(1)
AUD = Australian Dollar, CAD = Canadian Dollar,  EUR = Euro,  GBP = British Pound,  JPY = Japanese Yen, KRW = South Korean Won, NOK = Norwegian Krone, SAR = Saudi Arabian Riyal, USD = US Dollar
(2)
The absolute notional exposure represents the Company’s derivative activity as of December 31, 2014 , which is representative of the volume of derivatives held during the period.
(3)
The fair value of embedded derivatives in reinsurance contracts is included in reinsurance balances payable in the condensed consolidated balance sheet.
(4)
The fair value of embedded derivatives in deposit contracts is included in deposit liabilities in the condensed consolidated balance sheet.

18



The following tables set forth, by major risk type, the Company’s realized and unrealized gains (losses) relating to derivatives for the three and nine months ended September 30, 2015 and 2014 . Realized and unrealized gains (losses) related to free standing derivatives are included in net investment income (loss) in the condensed consolidated statements of income (loss) . Realized and unrealized gains (losses) related to embedded derivatives are included in other expenses in the condensed consolidated statements of income (loss) .
Three months ended
September 30, 2015
September 30, 2014
Free standing Derivatives - Primary Underlying Risk
Realized Gain (Loss)
Unrealized Gain (Loss)*
Realized Gain (Loss)
Unrealized Gain (Loss)*
Credit
($ in thousands)
Credit Default Swaps - Protection Purchased
$
1,232

$
3,026

$
(1,479
)
$
2,843

Credit Default Swaps - Protection Sold
322

(556
)
1,081

(1,181
)
Equity Price
Contracts for Differences - Long Contracts
512

(12,058
)
(1,397
)
(5,837
)
Contracts for Differences - Short Contracts
14,087

2,505

(1,396
)
310

Total Return Swaps - Long Contracts
3,477

3,451

2,488

9,990

Total Return Swaps - Short Contracts
(108
)
869

(1,112
)
795

Index
Index Futures - Long Contracts


(840
)

Index Futures - Short Contracts


79

369

Interest Rates
Bond Futures - Short Contracts
(1,702
)
232

(273
)
101

Commodity Futures - Short Contracts


(6
)
(80
)
Interest Rate Swaps
119

(530
)
107

(82
)
Interest Rate Swaptions
265

(978
)
(42
)
(272
)
Treasury Futures - Short Contracts
(2,746
)
(600
)
(399
)
191

Foreign Currency Exchange Rates
Foreign Currency Forward
2,656

(1,134
)
5,037

7,417

Foreign Currency Options - Purchased
307

1,373

256

1,539

Foreign Currency Options - Sold


(78
)
(463
)
Reinsurance contract derivatives



780

$
18,421

$
(4,400
)
$
2,026

$
16,420

Embedded Derivatives
Embedded derivatives in reinsurance contracts
$

$
366

$

$
(21
)
Embedded derivatives in deposit contracts

1,730


(90
)
Total Derivative Liabilities (embedded)
$

$
2,096

$

$
(111
)

19



Nine months ended
September 30, 2015
September 30, 2014
Free standing Derivatives - Primary Underlying Risk
Realized Gain (Loss)
Unrealized Gain (Loss)*
Realized Gain (Loss)
Unrealized Gain (Loss)*
Commodity Price
($ in thousands)
Commodity Future Options - Purchased
$
(286
)
$
285

$
(271
)
$
(5
)
Commodity Future Options - Sold
272

(269
)
316

(168
)
Credit
Credit Default Swaps - Protection Purchased
617

3,431

(3,793
)
(678
)
Credit Default Swaps - Protection Sold
2,017

(1,916
)
1,266

(977
)
Equity Price
Contracts for Differences - Long Contracts
(335
)
(7,602
)
3,639

(12,972
)
Contracts for Differences - Short Contracts
12,150

3,925

(3,734
)
361

Total Return Swaps - Long Contracts
2,859

(2,857
)
12,279

10,323

Total Return Swaps - Short Contracts
(159
)
31

(588
)
298

Index
Index Futures - Long Contracts
1,144


(840
)

Index Futures - Short Contracts


(253
)
441

Interest Rates
Bond Futures - Short Contracts
(1,702
)
(457
)
(817
)
(253
)
Interest Rate Swaps
119


(350
)
267

Commodities Futures - Short Contracts
(201
)
143

(6
)
(80
)
Interest Rate Swaptions
(286
)
(419
)
487

(1,848
)
Treasury Futures - Short Contracts
(2,685
)
(165
)
(1,040
)
62

Foreign Currency Exchange Rates
Foreign Currency Forward
20,071

(3,984
)
5,256

4,877

Foreign Currency Options - Purchased
1,255

(1,936
)
(1,484
)
(613
)
Foreign Currency Options - Sold
992

132

608

(78
)
Reinsurance contract derivatives
30



780

$
35,872

$
(11,658
)
$
10,675

$
(263
)
Embedded Derivatives
Embedded derivatives in reinsurance contracts
$
(5
)
$
211

$

$
(127
)
Embedded derivatives in deposit contracts

2,160


(310
)
Total Derivative Liabilities (embedded)
$
(5
)
$
2,371

$

$
(437
)
*Unrealized gain (loss) relates to derivatives still held at reporting date.

The Company’s derivative contracts are generally subject to the International Swaps and Derivatives Association (“ISDA”) Master Agreements or other similar agreements that contain provisions setting forth events of default and/or termination events (“credit-risk-related contingent features”), including but not limited to provisions setting forth maximum permissible declines in the Company’s net asset value. Upon the occurrence of a termination event with respect to an ISDA Agreement, the Company’s counterparty could elect to terminate the derivative contracts governed by such agreement, resulting in the realization of any net gains or losses with respect to such derivative contracts and the return of collateral held by such party. During the nine months ended September 30, 2015 , no termination events were triggered under the ISDA Master Agreements. As of September 30, 2015 , the aggregate fair value of all derivative instruments with credit-risk-related contingent features that were in a net liability position was $ 7.1 million ( December 31, 2014 - $1.9 million ) for which the Company posted $54.0 million ( December 31, 2014 - $27.6 million ) of collateral in the normal course of business. Similarly, the Company held collateral (approximately $2.3 million ) in cash from certain counterparties as of September 30, 2015 . If the credit-risk-related contingent features underlying these instruments had been triggered as of September 30, 2015 and the Company had to settle these instruments immediately, no additional amounts would be required to be posted that would exceed the settlement amounts of open derivative contracts or in the case of cross margining relationships, the assets in the Company’s prime brokerage accounts are sufficient to offset the derivative liabilities.


20



The Company’s derivatives do not qualify as hedges for financial reporting purposes and are recorded in the condensed consolidated financial statements on a gross basis and not offset against any collateral pledged or received. Pursuant to ISDA master agreements and other counterparty agreements, the Company and its counterparties typically have the ability to net certain payments owed to each other in specified circumstances. In addition, in the event a party to one of the ISDA master agreements or other derivatives agreements defaults, or a transaction is otherwise subject to termination, the non-defaulting party generally has the right to set off against payments owed to the defaulting party or collateral held by the non-defaulting party.
As of September 30, 2015 and December 31, 2014 , the gross and net amounts of derivative instruments and repurchase and reverse repurchase agreements that are subject to enforceable master netting arrangements or similar agreements were as follows:
Gross Amounts not Offset in the Condensed Consolidated Balance Sheet
September 30, 2015
Counterparty
Gross Amounts of Assets Presented in the Condensed Consolidated Balance Sheet (1)
Financial Instruments
Cash Collateral Received
Net Amount
Financial assets, derivative assets and collateral received
($ in thousands)
Counterparty 1
$
2,113

$
1,987

$

$
126

Counterparty 2
885

450


435

Counterparty 3
5,713

5,713



Counterparty 4
4,271

2,914


1,357

Counterparty 5
7,801

2,010


5,791

Counterparty 6
6,351

3,809

1,942

600

Counterparty 7
95


44

51

Counterparty 8
2,781

1,062


1,719

Counterparty 9
799

799



Total
$
30,809

$
18,744

$
1,986

$
10,079

Gross Amounts not Offset in the Condensed Consolidated Balance Sheet
September 30, 2015
Counterparty
Gross Amounts of Liabilities Presented in the Condensed Consolidated Balance Sheet (2)
Financial Instruments
Cash Collateral Pledged
Net Amount
Financial liabilities, derivative liabilities and collateral pledged
($ in thousands)
Counterparty 1
$
2,045

$
1,987

$
58

$

Counterparty 2
450

450



Counterparty 3
12,509

5,713

6,796


Counterparty 4
3,033

2,914

119


Counterparty 5
2,010

2,010



Counterparty 6
3,809

3,809



Counterparty 7




Counterparty 8
1,062

1,062



Counterparty 9
891

799


92

Total
$
25,809

$
18,744

$
6,973

$
92

(1)
The Gross Amounts of Assets Presented in the Condensed Consolidated Balance Sheets presented above includes the fair value of Derivative Contract assets as well as gross OTC option contract assets of $3.5 million included in Other Investments in the Condensed Consolidated Balance Sheets.
(2)
The Gross Amounts of Liabilities Presented in the Condensed Consolidated Balance Sheets presented above includes the fair value of Derivative Contract liabilities as well as gross OTC option contract liabilities of $3.3 million included in Securities sold, not yet purchased in the Condensed Consolidated Balance Sheets.

21



Gross Amounts not Offset in the Condensed Consolidated Balance Sheet
December 31, 2014
Counterparty
Gross Amounts of Assets Presented in the Condensed Consolidated Balance Sheet (1)
Financial Instruments
Cash Collateral Received
Net Amount
Financial assets, derivative assets and collateral received
($ in thousands)
Counterparty 1
$
1,624

$
1,613

$

$
11

Counterparty 2
2,199

539


1,660

Counterparty 3
10,558

4,802


5,756

Counterparty 4
368

368



Counterparty 5
2,218

133


2,085

Counterparty 6
5,832

2,866

2,420

546

Counterparty 7
745

440


305

Counterparty 8
699

699



Counterparty 9
655

461


194

Counterparty 10
23



23

Total
$
24,921

$
11,921

$
2,420

$
10,580

Securities purchased under an agreement to sell
Counterparty 11
$
29,852

$
29,350

$
247

$
255

Total
$
29,852

$
29,350

$
247

$
255

Gross Amounts not Offset in the Condensed Consolidated Balance Sheet
December 31, 2014
Counterparty
Gross Amounts of Liabilities Presented in the Condensed Consolidated Balance Sheet (2)
Financial Instruments
Cash Collateral Pledged
Net Amount
Financial liabilities, derivative liabilities and collateral pledged
($ in thousands)
Counterparty 1
$
1,613

$
1,613

$

$

Counterparty 2
539

539



Counterparty 3
4,802

4,802



Counterparty 4
932

368

564


Counterparty 5
133

133



Counterparty 6
2,866

2,866



Counterparty 7
440

440



Counterparty 8
2,001

699

1,302


Counterparty 9
461

461



Total
$
13,787

$
11,921

$
1,866

$

(1)
The Gross Amounts of Assets Presented in the Condensed Consolidated Balance Sheets presented above includes the fair value of Derivative Contract assets as well as gross OTC option contract assets of $3.8 million included in Other Investments in the Condensed Consolidated Balance Sheets.
(2)
The Gross Amounts of Liabilities Presented in the Condensed Consolidated Balance Sheets presented above includes the fair value of Derivative Contract liabilities as well as gross OTC option contract liabilities of $2.8 million included in Securities sold, not yet purchased in the Condensed Consolidated Balance Sheets.

22



8. Loss and loss adjustment expense reserves
As of September 30, 2015 and December 31, 2014 , loss and loss adjustment expense reserves in the condensed consolidated balance sheets was comprised of the following:
September 30,
2015
December 31,
2014
($ in thousands)
Case loss and loss adjustment expense reserves
$
80,579

$
64,343

Incurred but not reported loss and loss adjustment expense reserves
336,169

210,777

Deferred gains on retroactive reinsurance contracts
3,901

2,242

$
420,649

$
277,362

The following table represents the activity in the loss and loss adjustment expense reserves for the nine months ended September 30, 2015 and 2014 :
September 30,
2015
September 30,
2014
($ in thousands)
Gross reserves for loss and loss adjustment expenses, beginning of period
$
277,362

$
134,331

Less: loss and loss adjustment expenses recoverable, beginning of period
(814
)
(9,277
)
Net reserves for loss and loss adjustment expenses, beginning of period
276,548

125,054

Increase (decrease) in net loss and loss adjustment expenses incurred in respect of losses occurring in:
Current year
324,951

149,325

Prior years
(8,443
)
1,458

Amortization of deferred gains on retroactive reinsurance contracts
(172
)

Total incurred loss and loss adjustment expenses
316,336

150,783

Net loss and loss adjustment expenses paid in respect of losses occurring in:
Current year
(58,315
)
(41,538
)
Prior years
(113,137
)
(48,398
)
Total net paid losses
(171,452
)
(89,936
)
Foreign currency translation
(967
)

Net reserve for loss and loss adjustment expenses, end of period
420,465

185,901

Plus: loss and loss adjustment expenses recoverable, end of period
184

1,412

Gross reserve for loss and loss adjustment expenses, end of period
$
420,649

$
187,313


Changes in our loss and loss adjustment expense reserves result from both re-estimating loss reserves as well as changes in premium estimates.  Furthermore, many of our contracts have sliding scale or profit commissions whereby loss reserve development can be offset by changes in acquisition costs that vary inversely with loss experience. In some instances, the Company can have loss reserve development on contracts where there is no sliding scale or profit commission or where the loss ratio falls outside of the loss ratio range to which the sliding scale or profit commission applies.
The $8.4 million decrease in prior years’ reserves for the nine months ended September 30, 2015 includes $8.8 million of net favorable reserve development related to re-estimating loss reserves and $0.4 million of adverse development resulting from increases in premium estimates on certain contracts. The net favorable reserve development as well as the impact of any offsetting changes in acquisition costs as a result of sliding scale or profit commissions is explained as follows:
The net $8.8 million of favorable prior years’ reserve development for the nine months ended September 30, 2015 was accompanied by net increases of $13.3 million in acquisition costs, resulting in a net increase of

23



$4.5 million in net underwriting loss. The $4.5 million net increase in net underwriting loss was a result of having favorable loss reserve development on certain contracts that was either fully or partially offset by increases in sliding scale or profit commissions whereas certain other contracts with adverse loss development did not have offsetting decreases in acquisition costs to the same degree resulting in the net favorable development being more than offset by acquisition costs in the current period. The net adverse development was primarily a result of deterioration in attritional loss experience on certain workers’ compensation, auto and property contracts that did not result in offsetting changes in acquisition costs.
The $1.5 million increase in prior years’ reserves for the nine months ended September 30, 2014 reflects $0.9 million of net adverse loss development and $0.6 million of additional reserves for loss and loss adjustment expenses resulting from premium estimate increases on certain contracts. The change in loss and loss adjustment expense reserves related to premium estimate changes was accompanied by similar changes in the net premiums earned for those contracts, resulting in minimal impact to net underwriting loss for that period.
The net paid losses of $171.5 million for the nine months ended September 30, 2015 included $63.5 million of paid losses related to two contracts that were commuted in the period.
9. Management, performance and founders fees
The Company, Third Point Re and Third Point Re USA are party to Joint Venture and Investment Management Agreements (the “Investment Agreements”) with Third Point LLC and Third Point Advisors LLC under which Third Point LLC manages certain jointly held assets.
Pursuant to the Investment Agreements, Third Point Advisors LLC receives a performance fee allocation equal to 20% of the net investment income of the Company’s share of the investment assets managed by Third Point LLC. The performance fee accrued on net investment income is included in liabilities as a performance fee payable during the period, unless funds are redeemed from the Joint Venture accounts, in which case, the proportionate share of performance fee associated with the redemption is allocated to non-controlling interests. At the end of each year, the portion of the performance fee payable that has not been included in non-controlling interests through redemptions is then allocated to Third Point Advisors LLC’s capital account in accordance with the Investment Agreements.
The performance fee is subject to a loss carryforward provision pursuant to which Third Point Advisors LLC is required to maintain a Loss Recovery Account which represents the sum of all prior period net loss amounts, not offset by prior year net profit amounts, and which is allocated to future profit amounts until the Loss Recovery Account has returned to a positive balance. Until such time, no performance fees are payable under the Investment Agreements.
Additionally, a total management fee equal to 2% annually of the Company’s share of the investment assets managed by Third Point LLC is paid to Third Point LLC and various founding investors (“Founders”) of the Company. Management fees are paid monthly, whereas performance fees are paid annually, in arrears.
Investment fee expenses related to the Investment Agreements, which are included in net investment income (loss) in the condensed consolidated statements of income (loss) for the three and nine months ended September 30, 2015 and 2014 are as follows:
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015

September 30,
2014
($ in thousands)
Management fees - Third Point LLC
$
1,645

$
1,290

$
4,753

$
3,718

Management fees - Founders
9,320

7,315

26,935

21,075

Performance fees - Third Point Advisors LLC
(24,197
)
(165
)
862

21,837

$
(13,232
)
$
8,440

$
32,550

$
46,630

The negative performance fees for the three months ended September 30, 2015 were due to the net investment loss in the period which resulted in the reversal of performance fees accrued in the first six months of 2015. As of September 30, 2015 , there was no performance fee payable and $0.9 million of performance fees, related to redemptions during the

24



period, had been earned by Third Point Advisors LLC and were included in non-controlling interests. As of December 31, 2014 , $19.9 million related to performance fees earned by Third Point Advisors LLC were included in non-controlling interests.
10. Deposit contracts
The Company’s deposit liability contracts each contain a fixed interest crediting rate. Certain deposit contracts also contain a variable interest crediting feature based on actual investment returns realized by the Company that can increase the overall effective interest crediting rate on those contracts. These variable interest crediting features are considered embedded derivatives. The Company includes the estimated fair value of these embedded derivatives with the host deposit liability contracts. Changes in the estimated fair value of these embedded derivatives are recorded in other expenses in the condensed consolidated statements of income (loss) .
The following table represents activity in the deposit liabilities for the nine months ended September 30, 2015 and year ended December 31, 2014 :
September 30,
2015
December 31,
2014
($ in thousands)
Balance, beginning of period
$
145,430

$
120,946

Consideration received
7,450

18,398

Consideration receivable
13,795


Net investment expense allocation and change in fair value of embedded derivatives
1,010

6,436

Payments
(475
)
(350
)
Balance, end of period
$
167,210

$
145,430


11. Senior notes payable and letter of credit facilities
Senior notes payable
As of September 30, 2015 , TPRUSA had outstanding debt obligations consisting of an aggregate principal amount of $115.0 million of senior unsecured notes (the “Notes”) due February 13, 2025.  The Notes bear interest at 7.0% and interest is payable semi-annually on February 13 and August 13 of each year. The Notes are fully and unconditionally guaranteed by Third Point Reinsurance Ltd., and, in certain circumstances specified in the indenture governing the Notes, certain existing or future subsidiaries of the Company may be required to guarantee the Notes. As of September 30, 2015 , the Company had capitalized $1.7 million of costs associated with the Notes, which are presented as a direct deduction from the principal amount of the Notes on the condensed consolidated balance sheets. As of September 30, 2015 , the Notes had an estimated fair value of $113.3 million . The fair value measurements were based on observable inputs and therefore would be considered to be Level 2.
Letters of credit
As of September 30, 2015 , the Company had entered into the following letter of credit facilities:
Facility
Utilized
Collateral
Renewal Date
September 30, 2015
($ in thousands)
BNP Paribas
$
50,000

$
9,073

$
9,073

April 2, 2016
Citibank
250,000

186,873

186,873

January 23, 2016
J.P. Morgan
50,000

37,551

37,926

August 22, 2016
Lloyds Bank
150,000

26,316

26,316

December 31, 2016 and 2018
$
500,000

$
259,813

$
260,188


25



12. Net investment income (loss)
Net investment income (loss) for the three and nine months ended September 30, 2015 and 2014 consisted of the following:
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015
September 30,
2014
Net investment income (loss) by type
($ in thousands)
Net realized gains on investments and investment derivatives
$
3,157

$
53,378

$
91,759

$
184,686

Net unrealized losses on investments and investment derivatives
(216,226
)
(62,448
)
(168,468
)
(67,407
)
Net gains (losses) on foreign currencies
(1,705
)
13,125

(1,215
)
4,851

Dividend and interest income
10,380

6,628

28,500

22,405

Dividends paid on securities sold, not yet purchased
(247
)

(669
)
(34
)
Management and performance fees
13,232

(8,440
)
(32,550
)
(46,630
)
Other expenses
(2,550
)
(1,573
)
(8,037
)
(6,743
)
Net investment income (loss) on investments managed by Third Point LLC
(193,959
)
670

(90,680
)
91,128

Investment income on cash held by the Catastrophe Reinsurer and Catastrophe Fund
2

27

29

84

Net gain on catastrophe bond held by Catastrophe Reinsurer

75

10

80

Net gain on investment in Kiskadee Fund
801


984


Net gain on reinsurance contract derivatives written by the Catastrophe Reinsurer

780

30

780

$
(193,156
)
$
1,552

$
(89,627
)
$
92,072

Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015
September 30,
2014
Net investment income (loss) by asset class
($ in thousands)
Net investment gains (losses) on equity securities
$
(211,253
)
$
6,282

$
(132,310
)
$
56,927

Net investment gains (losses) on debt securities
(17,233
)
(5,435
)
46,665

81,540

Net investment losses on other investments
(1,611
)
(25,807
)
(28,611
)
(30,787
)
Net investment gains on investment derivatives
14,021

18,446

24,214

10,412

Net investment gains on securities sold, not yet purchased
13,610

4,861

39,974

20,245

Net investment income (loss) on cash, including foreign exchange gains (losses)
(2,295
)
15,095

(916
)
5,921

Net investment gains (losses) on securities purchased under an agreement to resell
27

(2,381
)
(2,287
)
(2,592
)
Net investment losses on securities sold under an agreement to repurchase
(347
)

(86
)

Management and performance fees
13,232

(8,440
)
(32,550
)
(46,630
)
Other investment expenses
(1,307
)
(1,069
)
(3,720
)
(2,964
)
$
(193,156
)
$
1,552

$
(89,627
)
$
92,072


26



13. Other expenses
Other expenses for the three and nine months ended September 30, 2015 and 2014 consisted of the following:
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015
September 30,
2014
($ in thousands)
Deposit liabilities investment expense
$
1,187

$
2,644

$
3,170

$
3,687

Reinsurance contracts investment expense
1,579

227

4,882

665

Change in fair value of embedded derivatives in deposit and reinsurance contracts
(2,096
)
111

(2,366
)
437

$
670

$
2,982

$
5,686

$
4,789

14. Income taxes
We provide for income tax expense or benefit based upon pre-tax income or loss reported in the condensed consolidated financial statements and the provisions of currently enacted tax laws.  The Company and its Bermuda subsidiaries are incorporated under the laws of Bermuda and are subject to Bermuda law with respect to taxation.  Under current Bermuda law, the Company and its Bermuda subsidiaries are not subject to any income or capital gains taxes in Bermuda. In the event that such taxes are imposed, the Company and its Bermuda subsidiaries would be exempted from any such taxes until March 2035 under the Tax Assurance Certificates issued to such entities pursuant to the Bermuda Exempted Undertakings Tax Protection Act of 1966, as amended.
The Company has an operating subsidiary incorporated in Bermuda, Third Point Re USA, which made an election to pay taxes in the United States of America under Section 953(d) of the U.S. Internal Revenue Code of 1986, as amended. The operations of Third Point Re USA will be subject to U.S. federal income taxes generally at a rate of 35%. Any of our non-U.S. subsidiaries could become subject to U.S. federal income tax only to the extent that they derive income from activity that is deemed to be the conduct of a trade or business within the United States.  We do not consider our non-U.S. subsidiaries to be engaged in a trade or business within the United States and, therefore, do not believe that our non-U.S. subsidiaries are subject to U.S. federal income tax.  However, there is little legal precedent as to what constitutes being engaged in a trade or business within the United States and, thus, there exists the possibility that the U.S. Internal Revenue Service could assert claims that our non-U.S. subsidiaries are engaged in a trade or business in the United States and attempt to assess taxes that are not provided for.
The Company also has subsidiaries in the United Kingdom, TPRUK and TPRUK Holdings, which are subject to applicable taxes in that jurisdiction.  On July 17, 2013, the U.K. government passed the Finance Act 2013, which reduced the corporate income tax rate from 23% to 21% (effective April 1, 2014) and provided for a further reduction in the corporate income tax rate from 21% to 20% (effective April 1, 2015).
The Company is subject to withholding taxes on income sourced in the United States and in other countries, subject to the countries’ specific tax regulations where the income originated. Income subject to withholding taxes include, but is not limited to, dividends, capital gains and interest on certain investments.
The Company is also subject to uncertain tax positions related to investment transactions in certain foreign jurisdictions. As of September 30, 2015 , the Company has accrued $2.0 million for uncertain tax positions.

27



For the three and nine months ended September 30, 2015 and 2014, the Company recorded income tax expense (benefit), as follows:
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015
September 30,
2014
($ in thousands)
Income tax expense (benefit) - U.S. subsidiaries (1)
$
(9,209
)
$

$
(8,521
)
$

Income tax expense - U.K. subsidiaries
3

3

9

21

Uncertain tax positions
35

300

(615
)
1,700

Withholding taxes on certain investment transactions
1,390

1,239

3,359

2,196

$
(7,781
)
$
1,542

$
(5,768
)
$
3,917

(1)
The Company has accrued $8.5 million of net deferred tax assets as of September 30, 2015 , which is included in other assets in the condensed consolidated balance sheets. As of September 30, 2015 , the net deferred tax asset was primarily the result of investment losses in the Company’s U.S. subsidiaries. The Company believes that it is more likely than not that the tax benefit will be realized.
15. Share capital
Authorized and issued
The Company’s authorized share capital of $33.0 million is comprised of 300,000,000 common shares with a par value of $0.10 each and 30,000,000 preference shares with a par value of $0.10 each. As of September 30, 2015 , 105,479,341 common shares were issued and outstanding. No preference shares have been issued to date.
16. Share-based compensation
On July 15, 2013, the Third Point Reinsurance Ltd. 2013 Omnibus Incentive Plan (“Omnibus Plan”) was approved by the Board of Directors and subsequently on August 2, 2013 by the Shareholders of the Company. An aggregate of 21,627,906 common shares were made available under the Omnibus Plan. This number of shares includes the shares available under the Third Point Reinsurance Ltd. Share Incentive Plan (“Share Incentive Plan”). Awards under the Omnibus Plan may be made in the form of performance awards, restricted shares, restricted share units, share options, share appreciation rights and other share-based awards.
As of September 30, 2015 , 9,786,902 ( December 31, 2014 - 10,052,579 ) of the Company’s common shares were available for future issuance under the equity incentive compensation plans.
Total share based compensation expense of $ 2.8 million for the three months ended September 30, 2015 ( 2014 - $ 2.5 million) was included in general and administrative expenses. Total share based compensation expense of $8.6 million for the nine months ended September 30, 2015 ( 2014 - $ 7.0 million) was included in general and administrative expenses.
As of September 30, 2015 , the Company had $ 16.5 million ( December 31, 2014 - $20.0 million ) of unamortized share compensation expense, which is expected to be amortized over a weighted average period of 1.4 years ( December 31, 2014 - 1.6 years ).

28



Management and director options
The management and director options activity for the nine months ended September 30, 2015 and year ended December 31, 2014 were as follows:
Number of
options
Weighted
average exercise
price
Balances as of January 1, 2014
10,981,075

$
13.23

Granted - employees
348,836

18.25

Forfeited
(279,070
)
13.20

Exercised
(60,000
)
10.00

Balances as of December 31, 2014
10,990,841

13.41

Forfeited
(306,976
)
14.36

Exercised
(433,279
)
10.00

Balances as of September 30, 2015
10,250,586

$
13.52

As of September 30, 2015 , the weighted average remaining contractual term for options outstanding was 6.2 years (December 31, 2014 - 7.1 years ).
The following table summarizes information about the Company’s management and director share options outstanding as of September 30, 2015 :
Options outstanding
Options exercisable
Range of exercise prices
Number of
options
Weighted
average
exercise price
Remaining
contractual
life
Number of
options
Weighted
average
exercise price
$10.00-$10.89
5,788,392

$
10.03

6.22
3,374,437

$
10.02

$15.05-$16.89
2,265,981

15.94

6.31
1,293,889

15.99

$20.00-$25.05
2,196,213

20.22

6.25
1,279,935

20.09

10,250,586

$
13.52

6.24
5,948,261

$
13.36

For the three months ended September 30, 2015 , the Company recorded $ 1.5 million ( 2014 - $1.7 million) of share compensation expense related to share options. For the nine months ended September 30, 2015 , the Company recorded $ 4.6 million ( 2014 - $ 5.1 million) of share compensation expense related to share options.
The aggregate intrinsic value of options outstanding and options exercisable as of September 30, 2015 was $ 19.8 million and $ 11.6 million, respectively (December 31, 2014 - $ 28.4 million and $ 14.0 million, respectively).
Restricted shares with service condition
Restricted shares vest either ratably or at the end of the required service period and contain certain restrictions during the vesting period, relating to, among other things, forfeiture in the event of termination of employment or service and transferability.

29



Restricted share award activity for the restricted shares with only a service condition for the nine months ended September 30, 2015 and year ended December 31, 2014 was as follows:
Number of non-
vested restricted
shares
Weighted
average grant
date fair value
Balance as of January 1, 2014
657,156

$
10.30

Granted
49,684

15.39

Forfeited
(17,800
)
10.00

Vested
(72,926
)
15.56

Balance as of December 31, 2014
616,114

10.10

Granted
118,120

13.06

Forfeited
(7,267
)
13.76

Vested
(386,500
)
10.02

Balance as of September 30, 2015
340,467

$
11.89

For the three months ended September 30, 2015 , the Company did not issue restricted shares to employees or directors ( 2014 - 40,070 to directors). For the nine months ended September 30, 2015 , the Company issued 71,429 restricted shares to employees ( 2014 - 9,614 ) and 46,691 restricted shares to directors ( 2014 - 40,070 ). The restricted shares issued to employees in 2014 and 2015 will vest after three years from the date of issuance, subject to the grantee’s continued service with the Company. The restricted shares issued to directors in 2014 vested on December 31, 2014 and those issued in 2015 will vest on December 31, 2015 .
For the three months ended September 30, 2015 , the Company recorded $ 0.4 million ( 2014 - $ 0.8 million) of share compensation expense related to restricted share awards. For the nine months ended September 30, 2015 , the Company recorded $ 1.6 million ( 2014 - $ 1.8 million) of share compensation expense related to restricted share awards.
Restricted shares with performance condition
In December 2014 and February 2015, the Company granted performance-based restricted shares to certain employees pursuant to the Omnibus Plan. Performance based restricted shares vest based on continued service and the achievement of certain financial performance measures over a three-year measurement period. The number of performance-based restricted shares that will be retained upon vesting will vary based on the level of achievement of the performance goals. The vesting date for these awards are March 1, 2017 and March 1, 2018, respectively. The formula for determining the amount of shares that will vest is based on underwriting performance of the property and casualty reinsurance segment including underwriting income and the amount of float generated, as defined in the relevant award agreements.
Restricted share award activity for the restricted shares with a service and performance condition for the nine months ended September 30, 2015 and year ended December 31, 2014 was as follows:
Number of non-
vested restricted
shares
Number of non-
vested restricted
shares probable of vesting
Weighted average grant date fair value
Balance as of January 1, 2014


$

Granted
459,746

306,496

14.60

Balance as of December 31, 2014
459,746

306,496

14.60

Granted
514,276

342,846

14.00

Forfeited
(52,469
)
(34,980
)
14.29

Balance as of September 30, 2015
921,553

614,362

$
14.28


30



For the three and nine months ended September 30, 2015 , the Company recorded $ 0.9 million and $2.4 million , respectively, of share compensation expense related to the performance-based restricted shares ( 2014 - $ nil for prior year periods).

17. Non-controlling interests

Non-controlling interests represent the portion of equity in consolidated subsidiaries not attributable, directly or indirectly, to the Company. The ownership interests in consolidated subsidiaries held by parties other than the Company have been presented in the condensed consolidated balance sheets as a separate component of shareholders’ equity. Non-controlling interests as of September 30, 2015 and December 31, 2014 are as follows:
September 30,
2015
December 31,
2014
($ in thousands)
Catastrophe Fund
$
325

$
60,153

Catastrophe Fund Manager

(259
)
Joint Venture - Third Point Advisors LLC share
15,597

40,241

$
15,922

$
100,135


Income (loss) attributable to non-controlling interests for the three and nine months ended September 30, 2015 and 2014 was as follows:
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015
September 30,
2014
($ in thousands)
Catastrophe Fund
$
(139
)
$
3,253

$
(123
)
$
3,872

Catastrophe Fund Manager

72

(33
)
(18
)
Joint Venture - Third Point Advisors LLC share
(1,582
)
92

(507
)
1,586

$
(1,721
)
$
3,417

$
(663
)
$
5,440

As of September 30, 2015 , the following entities were consolidated in accordance with the Financial Accounting Standards Board’s consolidations voting model (ASC 810):
a)
Third Point Reinsurance Opportunities Fund Ltd. and Third Point Re Cat Ltd.
As of September 30, 2015 , Third Point Re’s investment in the Catastrophe Fund was $0.4 million ( December 31, 2014 - $59.5 million ), representing approximately 49.7% ( December 31, 2014 - 49.7% ) of the Catastrophe Fund’s issued, non-voting, participating share capital.
During the nine months ended September 30, 2015 , the Catastrophe Fund distributed $118.7 million (Third Point Re’s share - $59.0 million ) resulting in a distribution of non-controlling interests for the Catastrophe Fund of $59.7 million for the nine months ended September 30, 2015 .
b)
Third Point Reinsurance Investment Management Ltd. (the “Catastrophe Fund Manager”)
On January 5, 2015, the Company and Hiscox agreed to terminate Hiscox’s 15% ownership in the Catastrophe Fund Manager effective December 31, 2014 . On January 5, 2015, the shareholders agreement between Third Point Re, Hiscox, and the Catastrophe Fund Manager was terminated by agreement of the parties that the Catastrophe Fund Manager would repurchase for cancellation Hiscox’s common shares, representing 15%, of the Catastrophe Fund Manager.

31



c)
Investment in Joint Venture
As of September 30, 2015 , the joint ventures created through the Investment Agreements ( Note 9 ) have been considered variable interest entities in accordance with U.S. GAAP. Since the Company was deemed to be the primary beneficiary, the Company has consolidated the joint ventures and has recorded Third Point Advisors LLC’s minority interests as a non-controlling interest in the condensed consolidated statements of shareholders’ equity.
For the nine months ended September 30, 2015 , a net distribution of $24.1 million (2014 - $51.0 million) was made to Third Point Advisors LLC and reduced the amount of the non-controlling interest.
As of September 30, 2015 , the following entities were not consolidated as per ASC 810: Consolidation:
a)
TP Lux Holdco LP
Third Point Re is a limited partner in TP Lux Holdco LP (the “Cayman HoldCo”), which is an affiliate of the Investment Manager. The Cayman HoldCo was formed as a limited partnership under the laws of the Cayman Islands and invests and holds debt and equity interests in TP Lux HoldCo S.a.r.l, a Luxembourg private limited liability company (the “LuxCo”) established under the laws of the Grand-Duchy of Luxembourg, which is also an affiliate of the Investment Manager.
LuxCo’s principal objective is to act as a collective investment vehicle to purchase Euro debt and equity investments. Third Point Re invests in the Cayman HoldCo alongside other investment funds managed by the Investment Manager. As of September 30, 2015 , Third Point Re held a 10.8% ( December 31, 2014 - 9.8% ) interest in the Cayman Holdco. Third Point Re accounts for its investment in the limited partnership under the variable interest model, in which Third Point Re is not the primary beneficiary, at fair value in the condensed consolidated balance sheets. The Company has elected the fair value option for this investment and records changes in fair value in the condensed consolidated statements of income (loss).
As of September 30, 2015 , the estimated fair value of the investment in the limited partnership was $ 2.4 million ( December 31, 2014 - $ 55.8 million).  The Cayman HoldCo made net distributions of $47.6 million to Third Point Re during the period ended September 30, 2015 due to the disposition of underlying investments. The valuation policy with respect to this investment in a limited partnership is further described in Note 4 . Third Point Re’s maximum exposure to loss as a result of its involvement with this investment is limited to the carrying value of the investment.
b) Third Point Hellenic Recovery US Feeder Fund, L.P.
Third Point Re is a limited partner in Third Point Hellenic Recovery US Feeder Fund, L.P. (“Hellenic Fund”), which is an affiliate of the Investment Manager. The Hellenic Fund was formed as a limited partnership under the laws of the Cayman Islands on April 12, 2013 and invests and holds debt and equity interests.
Third Point Re has committed to invest $ 11.4 million ( December 31, 2014 - $11.4 million ) in the Hellenic Fund, of which $ 0.7 million ( 2014 - $1.6 million ) wa s calle d and $ 0.3 million (2014 - $0.7 million ) was distributed during the nine months ended September 30, 2015 .
As of September 30, 2015 , the estimated fair value of Third Point Re’s investment in the Hellenic Fund was $5.9 million ( December 31, 2014 - $6.3 million), representing a 3.0% interest ( December 31, 2014 - 3.0% ). Third Point Re accounts for its investment in the limited partnership under the variable interest model, in which Third Point Re is not the primary beneficiary, at fair value in the condensed consolidated balance sheets. The Company has elected the fair value option for this investment and records the change in the fair value in the condensed consolidated statements of income (loss).
The valuation policy with respect to this investment in a limited partnership is further described in Note 4 . Third Point Re’s maximum exposure to loss as a result of its involvement with this investment is limited to the carrying value of the investment.


32



18. Earnings (loss) per share
The following sets forth the computation of basic and diluted earnings (loss) per share for the three and nine months ended September 30, 2015 and 2014 :
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015
September 30,
2014
Weighted-average number of common shares outstanding:
($ in thousands, except share and per share amounts)
Basic number of common shares outstanding
104,117,448

103,295,920

103,931,871

103,275,204

Dilutive effect of options



1,494,711

Dilutive effect of warrants



1,684,860

Diluted number of common shares outstanding
104,117,448

103,295,920

103,931,871

106,454,775

Basic net income (loss) per common share:
Net income (loss)
$
(195,715
)
$
(5,997
)
$
(129,583
)
$
65,074

Income allocated to participating shares



(420
)
Net income (loss) available to common shareholders
$
(195,715
)
$
(5,997
)
$
(129,583
)
$
64,654

Basic net income (loss) per common share
$
(1.88
)
$
(0.06
)
$
(1.25
)
$
0.63

Diluted net income (loss) per common share
Net income (loss)
$
(195,715
)
$
(5,997
)
$
(129,583
)
$
65,074

Income allocated to participating securities



(408
)
Net income (loss) available to common shareholders
$
(195,715
)
$
(5,997
)
$
(129,583
)
$
64,666

Diluted net income (loss) per common share
$
(1.88
)
$
(0.06
)
$
(1.25
)
$
0.61

For the three months ended September 30, 2015 , options of 10,350,458 (2014 - 11,327,302 ) and warrants of 4,651,163 (2014 - 4,651,163 ) were excluded from the computation of diluted loss per common share. For the nine months ended September 30, 2015 , options of 9,863,064 and warrants of 4,651,163 were excluded from the computation of diluted loss per common share. As a result of the net loss in the three and nine months ended September 30, 2015 and three months ended September 30, 2014 , no allocation of the net loss has been made to participating shares in the calculation of diluted net loss per common share for those periods.
For the nine months ended September 30, 2014 , anti-dilutive options of 4,553,159 were excluded from the computation of diluted earnings per common share.
19. Related party transactions
In addition to the transactions disclosed in Note 4 , 9 and 17 to these condensed consolidated financial statements, the following transaction is classified as a related party transaction, as the counterparty has either a direct or indirect shareholding in the Company or the Company has an investment in such counterparty.
Third Point Loan L.L.C.
Third Point Loan L.L.C. (“Loan LLC”) serves as nominee of Third Point Re and other affiliated investment management clients of the Investment Manager for certain investments. Loan LLC has appointed the Investment Manager as its true and lawful agent and attorney. As of September 30, 2015 , Loan LLC held $ 64.2 million ( December 31, 2014 - $ 33.4 million) of Third Point Re’s investments, which are included in investments in securities, commodities, and derivative contracts in the condensed consolidated balance sheets. Third Point Re’s pro rata interest in the underlying investments registered in the name of Loan LLC and the related income and expense are reflected in the condensed consolidated balance sheets and the condensed consolidated statements of income (loss) .

33



20. Financial instruments with off-balance sheet risk or concentrations of credit risk
Off-balance sheet risk
In the normal course of business, the Company trades various financial instruments and engages in various investment activities with off-balance sheet risk. These financial instruments include securities sold, not yet purchased, forwards, futures, options, swaptions, swaps and contracts for differences. Generally, these financial instruments represent future commitments to purchase or sell other financial instruments at specific terms at specified future dates. Each of these financial instruments contains varying degrees of off-balance sheet risk whereby changes in the fair values of the securities underlying the financial instruments or fluctuations in interest rates and index values may exceed the amounts recognized in the condensed consolidated balance sheets.
Securities sold, not yet purchased are recorded as liabilities in the condensed consolidated balance sheets and have market risk to the extent that the Company, in satisfying its obligations, may be required to purchase securities at a higher value than that recorded in the condensed consolidated balance sheets. The Company’s investments in securities and commodities and amounts due from brokers are partially restricted until the Company satisfies the obligation to deliver securities sold, not yet purchased.
Forward and futures contracts are a commitment to purchase or sell financial instruments, currencies or commodities at a future date at a negotiated rate. Forward and futures contracts expose the Company to market risks to the extent that adverse changes occur to the underlying financial instruments such as currency rates or equity index fluctuations.
Option contracts give the purchaser the right, but not the obligation, to purchase from or sell to the option writer financial instruments, commodities or currencies within a defined time period for a specified price. The premium received by the Company upon writing an option contract is recorded as a liability, marked to market on a daily basis and is included in securities sold, not yet purchased in the condensed consolidated balance sheets. In writing an option, the Company bears the market risk of an unfavorable change in the financial instrument underlying the written option. Exercise of an option written by the Company could result in the Company selling or buying a financial instrument at a price different from the current fair value.
In the normal course of trading activities in its investment portfolio, the Company trades and holds certain derivative contracts, such as written options, which constitute guarantees. The maximum payout for written put options is limited to the number of contracts written and the related strike prices and the maximum payout for written call options is dependent upon the market price of the underlying security at the date of a payout event. As of September 30, 2015 , the investment portfolio had a maximum payout amount of approximately $ 198.9 million (December 31, 2014 - $ 666.9 million) relating to written put option contracts with expiration ranging from one month to four months from the balance sheet date. The maximum payout amount could be offset by the subsequent sale, if any, of assets obtained via the settlement of a payout event. The fair value of these written put options as of September 30, 2015 was $ 9.5 million (December 31, 2014 - $ 4.5 million) and is included in securities sold, not yet purchased in the condensed consolidated balance sheets.
Swaption contracts give the Company the right, but not the obligation, to enter into a specified interest-rate swap within a specified period of time. The Company’s market and counterparty credit risk is limited to the premium paid to enter into the swaption contract and net unrealized gains.
Total return swaps, contracts for differences, index swaps, and interest rate swaps that involve the exchange of cash flows between the Company and counterparties are based on the change in the fair value of a particular equity, index, or interest rate on a specified notional holding. The use of these contracts exposes the Company to market risks equivalent to actually holding securities of the notional value but typically involve little capital commitment relative to the exposure achieved. The gains or losses of the Company may therefore be magnified on the capital commitment.
Credit derivatives
Credit default swaps protect the buyer against the loss of principal on one or more underlying bonds, loans, or mortgages in the event the issuer suffers a credit event. Typical credit events include failure to pay or restructuring of obligations, bankruptcy, dissolution or insolvency of the underlying issuer. The buyer of the protection pays an initial and/or a periodic premium to the seller and receives protection for the period of the contract. If there is not a credit event, as

34



defined in the contract, the buyer receives no payments from the seller. If there is a credit event, the buyer receives a payment from the seller of protection as calculated by the contract between the two parties.
The Company may also enter into index and/or basket credit default swaps where the credit derivative may reference a basket of single-name credit default swaps or a broad-based index. Generally, in the event of a default on one of the underlying names, the buyer will receive a pro-rata portion of the total notional amount of the credit default index or basket contract from the seller. When the Company purchases single-name, index and basket credit default swaps, the Company is exposed to counterparty nonperformance.
Upon selling credit default swap protection, the Company may expose itself to the risk of loss from related credit events specified in the contract. Credit spreads of the underlying positions together with the period of expiration is indicative of the likelihood of a credit event under the credit default swap contract and the Company’s risk of loss. Higher credit spreads and shorter expiration dates are indicative of a higher likelihood of a credit event resulting in the Company’s payment to the buyer of protection. Lower credit spreads and longer expiration dates would indicate the opposite and lowers the likelihood the Company needs to pay the buyer of protection. As of September 30, 2015 , there was no cash collateral received specifically related to written credit default swaps as collateral is based on the net exposure associated with all derivative instruments subject to applicable netting agreements with counterparties and may not be specific to any individual derivative contract.
The following table sets forth certain information related to the Company’s written credit derivatives as of September 30, 2015 and December 31, 2014 :
September 30, 2015
Maximum Payout/ Notional Amount (by period of expiration)
Fair Value of Written Credit Derivatives (2)
Credit Spreads on
underlying (basis
points)
0-5 years
5 years or
Greater Expiring Through 2046
Total Written
Credit Default
Swaps (1)
Asset
Liability
Net Asset/(Liability)
($ in thousands)
Single name (0 - 250)
$

$
2,878

$
2,878

$

$
1,479

$
(1,479
)
Single name (251-500)
3,141


3,141


394

(394
)
$
3,141

$
2,878

$
6,019

$

$
1,873

$
(1,873
)
December 31, 2014
Maximum Payout/ Notional Amount (by period of expiration)
Fair Value of Written Credit Derivatives (2)
Credit Spreads on
underlying (basis
points)
0-5 years
5 years or
Greater Expiring Through 2046
Total Written
Credit Default
Swaps (1)
Asset
Liability
Net Asset/(Liability)
($ in thousands)
Single name (0 - 250)
$

$
5,142

$
5,142

$

$
1,319

$
(1,319
)
Single name (251-500)

2,084

2,084

205


205

$

$
7,226

$
7,226

$
205

$
1,319

$
(1,114
)
(1)
As of September 30, 2015 and December 31, 2014 , the Company did not hold any offsetting buy protection credit derivatives with the same underlying reference obligation.
(2)
Fair value amounts of derivative contracts are shown on a gross basis prior to cash collateral or counterparty netting.
Concentrations of credit risk
In addition to off-balance sheet risks related to specific financial instruments, the Company may be subject to concentrations of credit risk with particular counterparties. Substantially all securities transactions of the Company are cleared by several major securities firms. The Company had substantially all such individual counterparty concentration with these brokers or their affiliates as of September 30, 2015 . However, the Company reduces its credit risk with counterparties by entering into master netting agreements. Therefore, assets represent the Company’s greater unrealized gains less unrealized losses for derivative contracts in which the Company has master netting agreements. Similarly, liabilities represent the Company’s greater unrealized losses less unrealized gains for derivative contracts in which the

35



Joint Ventures have master netting agreements. Furthermore, the Company obtains collateral from counterparties to reduce its exposure to counterparty credit risk.
The Company’s maximum exposure to credit risk associated with counterparty nonperformance on derivative contracts is limited to the net unrealized gains by counterparties inherent in such contracts which are recognized in the condensed consolidated balance sheets. As of September 30, 2015 , the Company’s maximum counterparty credit risk exposure was $ 10.1 million ( December 31, 2014 - $ 9.7 million).
21. Commitments and Contingencies
Investments
Loan and other participation interests purchased by the Company, such as bank debt, may include revolving credit arrangements or other financing commitments obligating the Company to advance additional amounts on demand. As of September 30, 2015 , the Company had one unfunded capital commitment of $ 3.5 million related to its investment in the Hellenic Fund (see Note 17 for additional information).
In the normal course of business, the Company, as part of its investment strategy, enters into contracts that contain a variety of indemnifications and warranties. The Company’s maximum exposure under these arrangements is unknown, as this would involve future claims that may be made against the Company that have not yet occurred. However, the Company has not had prior claims or losses pursuant to these contracts and expects the risk of loss to be remote. Thus, no amounts have been accrued related to such indemnifications. The Company also indemnifies Third Point Advisors LLC, Third Point LLC and its employees from and against any loss or expense, including, without limitation any judgment, settlement, legal fees and other costs. Any expenses related to this indemnification are reflected in net investment income in the condensed consolidated statements of income (loss) .
Financing
On February 13, 2015, TPRUSA issued $ 115.0 million of Notes due February 13, 2025. The Notes bear interest at 7.0% and interest is payable semi-annually on February 13 and August 13 of each year. The Notes are fully and unconditionally guaranteed by Third Point Reinsurance Ltd., and, in certain circumstances specified in the indenture governing the Notes, certain existing or future subsidiaries of the Company may be required to guarantee the Notes.
Litigation
From time to time in the normal course of business, the Company may be involved in formal and informal dispute resolution procedures, which may include arbitration or litigation, the outcomes of which determine the rights and obligations under the Company’s reinsurance contracts and other contractual agreements. In some disputes, the Company may seek to enforce its rights under an agreement or to collect funds owing to it.  In other matters, the Company may resist attempts by others to collect funds or enforce alleged rights. While the final outcome of legal disputes that may arise cannot be predicted with certainty, the Company is not currently involved in any material formal or informal dispute resolution procedures.
22. Segment reporting
The determination of the Company’s business segments is based on the manner in which management monitors the performance of its operations. The Company reports two operating segments - Property and Casualty Reinsurance and Catastrophe Risk Management. The Company has also identified a corporate function that includes the Company’s investment income on capital, certain general and administrative expenses related to corporate activities, interest expense and income tax expense.

36



The following is a summary of the Company’s operating segment results for the three and nine months ended September 30, 2015 and 2014 :
Three months ended September 30, 2015
Property and Casualty Reinsurance
Catastrophe Risk Management
Corporate
Total
Revenues
($ in thousands)
Gross premiums written
$
205,729

$
(146
)
$

$
205,583

Gross premiums ceded
(375
)


(375
)
Net premiums written
205,354

(146
)

205,208

Change in net unearned premium reserves
3,597



3,597

Net premiums earned
208,951

(146
)

208,805

Expenses




Loss and loss adjustment expenses incurred, net
158,387

150


158,537

Acquisition costs, net
50,527

(18
)

50,509

General and administrative expenses
5,872

32

3,918

9,822

Total expenses
214,786

164

3,918

218,868

Net underwriting loss
(5,835
)
n/a

n/a

n/a

Net investment income (loss)
(51,988
)
1

(141,169
)
(193,156
)
Other expenses
(670
)


(670
)
Interest expense


(2,074
)
(2,074
)
Foreign exchange gains


746

746

Income tax benefit


7,781

7,781

Segment loss including non-controlling interests
(58,493
)
(309
)
(138,634
)
(197,436
)
Segment loss attributable to non-controlling interests

140

1,581

1,721

Segment loss
$
(58,493
)
$
(169
)
$
(137,053
)
$
(195,715
)
Property and Casualty Reinsurance - Underwriting Ratios (1):
Loss ratio
75.8
%
Acquisition cost ratio
24.2
%
Composite ratio
100.0
%
General and administrative expense ratio
2.8
%
Combined ratio
102.8
%
(1)
Underwriting ratios are calculated by dividing the related expense by net premiums earned.







37



Nine months ended September 30, 2015
Property and Casualty Reinsurance
Catastrophe Risk Management
Corporate
Total
Revenues
($ in thousands)
Gross premiums written
$
603,303

$
(44
)
$

$
603,259

Gross premiums ceded
(1,852
)


(1,852
)
Net premiums written
601,451

(44
)

601,407

Change in net unearned premium reserves
(133,001
)
52


(132,949
)
Net premiums earned
468,450

8


468,458

Expenses
Loss and loss adjustment expenses incurred, net
316,186

150


316,336

Acquisition costs, net
152,665

(1
)

152,664

General and administrative expenses
18,681

463

16,653

35,797

Total expenses
487,532

612

16,653

504,797

Net underwriting loss
(19,082
)
n/a

n/a

n/a

Net investment income (loss)
(23,623
)
69

(66,073
)
(89,627
)
Other expenses
(5,686
)


(5,686
)
Interest expense


(5,162
)
(5,162
)
Foreign exchange gains


800

800

Income tax benefit


5,768

5,768

Segment loss including non-controlling interests
(48,391
)
(535
)
(81,320
)
(130,246
)
Segment loss attributable to non-controlling interests

156

507

663

Segment loss
$
(48,391
)
$
(379
)
$
(80,813
)
$
(129,583
)
Property and Casualty Reinsurance - Underwriting Ratios (1):
Loss ratio
67.5
%
Acquisition cost ratio
32.6
%
Composite ratio
100.1
%
General and administrative expense ratio
4.0
%
Combined ratio
104.1
%
(1)
Underwriting ratios are calculated by dividing the related expense by net premiums earned.


38



Three Months Ended September 30, 2014
Property and Casualty Reinsurance
Catastrophe Risk Management
Corporate
Total
Revenues
($ in thousands)
Gross premiums written
$
124,931

$
1,472

$

$
126,403

Gross premiums ceded
(150
)


(150
)
Net premiums written
124,781

1,472


126,253

Change in net unearned premium reserves
(23,294
)
5,989


(17,305
)
Net premiums earned
101,487

7,461


108,948

Expenses



Loss and loss adjustment expenses incurred, net
60,121

(6
)

60,115

Acquisition costs, net
37,571

746


38,317

General and administrative expenses
5,556

648

3,920

10,124

Total expenses
103,248

1,388

3,920

108,556

Net underwriting loss
(1,761
)
n/a

n/a

n/a

Net investment income (loss)
(137
)
882

807

1,552

Other expenses
(2,982
)


(2,982
)
Income tax expense


(1,542
)
(1,542
)
Segment income (loss) including non-controlling interests
(4,880
)
6,955

(4,655
)
(2,580
)
Segment income attributable to non-controlling interests

(3,325
)
(92
)
(3,417
)
Segment income (loss)
$
(4,880
)
$
3,630

$
(4,747
)
$
(5,997
)
Property and Casualty Reinsurance - Underwriting Ratios (1):
Loss ratio
59.2
%
Acquisition cost ratio
37.0
%
Composite ratio
96.2
%
General and administrative expense ratio
5.5
%
Combined ratio
101.7
%
(1)
Underwriting ratios are calculated by dividing the related expense by net premiums earned.



39



Nine months ended September 30, 2014
Property and Casualty Reinsurance
Catastrophe Risk Management
Corporate
Total
Revenues
($ in thousands)
Gross premiums written
$
347,495

$
12,003

$

$
359,498

Gross premiums ceded
(150
)


(150
)
Net premiums written
347,345

12,003


359,348

Change in net unearned premium reserves
(96,069
)
(2,319
)

(98,388
)
Net premiums earned
251,276

9,684


260,960

Expenses
Loss and loss adjustment expenses incurred, net
150,789

(6
)

150,783

Acquisition costs, net
92,477

854


93,331

General and administrative expenses
17,020

2,160

10,518

29,698

Total expenses
260,286

3,008

10,518

273,812

Net underwriting loss
(9,010
)
n/a

n/a

n/a

Net investment income
13,458

944

77,670

92,072

Other expenses
(4,789
)


(4,789
)
Income tax expense


(3,917
)
(3,917
)
Segment income (loss) including non-controlling interests
(341
)
7,620

63,235

70,514

Segment income attributable to non-controlling interests

(3,854
)
(1,586
)
(5,440
)
Segment income (loss)
$
(341
)
$
3,766

$
61,649

$
65,074

Property and Casualty Reinsurance - Underwriting Ratios (1):
Loss ratio
60.0
%
Acquisition cost ratio
36.8
%
Composite ratio
96.8
%
General and administrative expense ratio
6.8
%
Combined ratio
103.6
%
(1)
Underwriting ratios are calculated by dividing the related expense by net premiums earned.
The following table lists the number of contracts that individually contributed more than 10% of total gross premiums written for the three and nine months ended September 30, 2015 and 2014 as a percentage of total gross premiums written in the relevant period:
Three months ended
Nine months ended
September 30, 2015
September 30, 2014
September 30, 2015
September 30, 2014
Largest contract
44.5
%
60.5
%
15.5
%
29.2
%
Second largest contract
27.1
%
31.8
%
15.2
%
12.4
%
Third largest contract
11.3
%
14.1
%
%
11.2
%
Total for contracts contributing greater than 10% each
82.9
%
106.4
%
30.7
%
52.8
%
Total for contracts contributing less than 10% each
17.1
%
(6.4
)%
69.3
%
47.2
%
100.0
%
100.0
%
100.0
%
100.0
%


40



The following table provides a breakdown of the Company’s gross premiums written by line of business for the three and nine months ended September 30, 2015 and 2014 :
Three months ended
Nine months ended
September 30, 2015
September 30, 2014
September 30, 2015
September 30, 2014
($ in thousands)
Property
$
21,863

10.6
%
$
(2,810
)
(2.2
)%
$
70,854

11.7
%
$
78,577

21.9
%
Casualty
161,980

78.9
%
128,469

101.6
%
320,990

53.2
%
244,235

67.9
%
Specialty
21,886

10.6
%
(728
)
(0.6
)%
211,459

35.1
%
24,683

6.9
%
Total property and casualty reinsurance
205,729

100.1
%
124,931

98.8
%
603,303

100.0
%
347,495

96.7
%
Catastrophe risk management
(146
)
(0.1
)%
1,472

1.2
%
(44
)
%
12,003

3.3
%
$
205,583

100.0
%
$
126,403

100.0
%
$
603,259

100.0
%
$
359,498

100.0
%
The following table provides a breakdown of the Company’s gross premiums written by prospective and retroactive reinsurance contracts for the three and nine months ended September 30, 2015 and 2014 :
Three months ended
Nine months ended
September 30, 2015
September 30, 2014
September 30, 2015
September 30, 2014
($ in thousands)
Prospective
$
114,029

55.5
%
$
126,403

100.0
%
$
495,195

82.1
%
$
356,822

99.3
%
Retroactive (1)
91,554

44.5
%

%
108,064

17.9
%
2,676

0.7
%
$
205,583

100.0
%
$
126,403

100.0
%
$
603,259

100.0
%
$
359,498

100.0
%
(1)
Includes all retroactive exposure in reinsurance contracts.
The Company records the gross premium written and earned at the inception of the contract for retroactive reinsurance contracts.
Substantially all of the Company’s business is sourced through reinsurance brokers. The following table provides a breakdown of the Company’s gross premiums written by source for the nine months ended September 30, 2015 and 2014 :
Nine months ended
September 30, 2015
September 30, 2014
($ in thousands)
Aon Benfield - a division of Aon plc
$
173,888

28.8
%
$
54,072

15.0
%
JLT Re
128,512

21.3
%

%
Capsicum Reinsurance Brokers
91,554

15.2
%

%
Willis Re
56,833

9.4
%
55,589

15.5
%
Advocate Reinsurance Partners, LLC
41,940

7.0
%
51,002

14.2
%
Stonehill Reinsurance Partners, LLC
33,932

5.6
%
44,744

12.4
%
Guy Carpenter & Company, LLC
20,872

3.5
%
91,567

25.5
%
TigerRisk Partners LLC
6,996

1.2
%
13,852

3.9
%
Other
48,732

8.0
%
48,672

13.5
%

$
603,259

100.0
%
$
359,498

100.0
%


41



The following table provides a breakdown of the Company’s gross premiums written by domicile of the ceding companies for the three and nine months ended September 30, 2015 and 2014 :
Three months ended
Nine months ended
September 30, 2015
September 30, 2014
September 30, 2015
September 30, 2014
($ in thousands)
United States
$
52,515

25.5
%
$
85,686

67.7
%
$
242,382

40.2
%
$
288,420

80.3
%
Bermuda
60,239

29.3
%
41,529

32.9
%
104,288

17.3
%
46,478

12.9
%
United Kingdom
92,829

45.2
%
(812
)
(0.6
)%
256,589

42.5
%
24,600

6.8
%
$
205,583

100.0
%
$
126,403

100.0
%
$
603,259

100.0
%
$
359,498

100.0
%

23. Supplemental guarantor information
Third Point Reinsurance Ltd. fully and unconditionally guarantees the $115.0 million of debt obligations issued by TPRUSA, a wholly owned subsidiary.
The following information sets forth the Company’s condensed consolidating balance sheets as of September 30, 2015 and December 31, 2014 and the condensed consolidating statements of income (loss) and cash flows for the three and nine months ended September 30, 2015 and 2014.  Investments in subsidiaries are accounted for on the equity method; accordingly, entries necessary to consolidate the parent guarantor, TPRUSA and all other subsidiaries are reflected in the eliminations column.

42



CONDENSED CONSOLIDATING BALANCE SHEET
As of September 30, 2015
(expressed in thousands of U.S. dollars)
Third Point Reinsurance Ltd.
TPRUSA
Non-Guarantor Subsidiaries
Eliminations
Consolidated
Assets
Equity securities
$

$

$
1,289,840

$

$
1,289,840

Debt securities


737,039


737,039

Other investments


52,882


52,882

Total investments in securities and commodities


2,079,761


2,079,761

Cash and cash equivalents
2,517

28

8,274


10,819

Restricted cash and cash equivalents


604,428


604,428

Investment in subsidiaries
1,336,802

255,462

159,257

(1,751,521
)

Due from brokers


303,597


303,597

Derivative assets, at fair value


27,337


27,337

Interest and dividends receivable


10,030


10,030

Reinsurance balances receivable


314,693


314,693

Deferred acquisition costs, net


192,451


192,451

Unearned premiums ceded


808


808

Loss and loss adjustment expenses recoverable


184


184

Amounts due from (to) affiliates
(41
)
(230
)
271



Other assets
792

1,884

11,555


14,231

Total assets
$
1,340,070

$
257,144

$
3,712,646

$
(1,751,521
)
$
3,558,339

Liabilities and shareholders’ equity
Liabilities
Accounts payable and accrued expenses
$
4,801

$
55

$
7,442

$

$
12,298

Reinsurance balances payable


34,833


34,833

Deposit liabilities


167,210


167,210

Unearned premium reserves


567,565


567,565

Loss and loss adjustment expense reserves


420,649


420,649

Securities sold, not yet purchased, at fair value


172,074


172,074

Due to brokers


695,019


695,019

Derivative liabilities, at fair value


22,495


22,495

Interest and dividends payable

1,026

647


1,673

Senior notes payable, net of deferred costs

113,332



113,332

Total liabilities
4,801

114,413

2,087,934


2,207,148

Shareholders’ equity
Common shares
10,548


1,250

(1,250
)
10,548

Additional paid-in capital
1,078,327

159,257

1,507,148

(1,666,405
)
1,078,327

Retained earnings (deficit)
246,394

(16,526
)
100,392

(83,866
)
246,394

Shareholders’ equity attributable to shareholders
1,335,269

142,731

1,608,790

(1,751,521
)
1,335,269

Non-controlling interests


15,922


15,922

Total shareholders’ equity
1,335,269

142,731

1,624,712

(1,751,521
)
1,351,191

Total liabilities and shareholders’ equity
$
1,340,070

$
257,144

$
3,712,646

$
(1,751,521
)
$
3,558,339



43



CONDENSED CONSOLIDATING BALANCE SHEET
As of December 31, 2014
(expressed in thousands of U.S. dollars)
Third Point Reinsurance Ltd.
TPRUSA
Non-Guarantor Subsidiaries
Eliminations
Consolidated
Assets
Equity securities
$

$

$
1,177,796

$

$
1,177,796

Debt securities


569,648


569,648

Other investments


83,394


83,394

Total investments in securities and commodities


1,830,838


1,830,838

Cash and cash equivalents
140


28,594


28,734

Restricted cash and cash equivalents


417,307


417,307

Investment in subsidiaries
1,451,060



(1,451,060
)

Due from brokers


58,241


58,241

Securities purchased under an agreement to sell


29,852


29,852

Derivative assets, at fair value


21,130


21,130

Interest and dividends receivable


2,602


2,602

Reinsurance balances receivable


303,649


303,649

Deferred acquisition costs, net


155,901


155,901

Loss and loss adjustment expenses recoverable


814


814

Other assets
600

666

2,246


3,512

Amounts due from (to) affiliates
1,339

(403
)
(936
)


Total assets
$
1,453,139

$
263

$
2,850,238

$
(1,451,060
)
$
2,852,580

Liabilities and shareholders’ equity
Liabilities
Accounts payable and accrued expenses
$
1,226

$
518

$
8,341

$

$
10,085

Reinsurance balances payable


27,040


27,040

Deposit liabilities


145,430


145,430

Unearned premium reserves


433,809


433,809

Loss and loss adjustment expense reserves


277,362


277,362

Securities sold, not yet purchased, at fair value


82,485


82,485

Due to brokers


312,609


312,609

Derivative liabilities, at fair value


11,015


11,015

Interest and dividends payable


697


697

Total liabilities
1,226

518

1,298,788


1,300,532

Shareholders’ equity
Common shares
10,447


1,251

(1,251
)
10,447

Additional paid-in capital
1,065,489


1,072,671

(1,072,671
)
1,065,489

Retained earnings (deficit)
375,977

(255
)
377,393

(377,138
)
375,977

Shareholders’ equity attributable to shareholders
1,451,913

(255
)
1,451,315

(1,451,060
)
1,451,913

Non-controlling interests


100,135


100,135

Total shareholders’ equity
1,451,913

(255
)
1,551,450

(1,451,060
)
1,552,048

Total liabilities and shareholders’ equity
$
1,453,139

$
263

$
2,850,238

$
(1,451,060
)
$
2,852,580



44



CONDENSED CONSOLIDATING STATEMENT OF INCOME (LOSS)
Three months ended September 30, 2015
(expressed in thousands of U.S. dollars)
Third Point Reinsurance Ltd.
TPRUSA
Non-Guarantor Subsidiaries
Eliminations
Consolidated
Revenues
Gross premiums written
$

$

$
205,583

$

$
205,583

Gross premiums ceded


(375
)

(375
)
Net premiums written


205,208


205,208

Change in net unearned premium reserves


3,597


3,597

Net premiums earned


208,805


208,805

Net investment loss


(193,156
)

(193,156
)
Equity in earnings of subsidiaries
(194,608
)
(17,987
)

212,595


Total revenues
(194,608
)
(17,987
)
15,649

212,595

15,649

Expenses


Loss and loss adjustment expenses incurred, net


158,537


158,537

Acquisition costs, net


50,509


50,509

General and administrative expenses
1,107

3

8,712


9,822

Other expenses


670


670

Interest expense

2,074



2,074

Foreign exchange gains


(746
)

(746
)
Total expenses
1,107

2,077

217,682


220,866

Loss before income tax benefit
(195,715
)
(20,064
)
(202,033
)
212,595

(205,217
)
Income tax benefit

2,572

5,209


7,781

Loss including non-controlling interests
(195,715
)
(17,492
)
(196,824
)
212,595

(197,436
)
Loss attributable to non-controlling interests


1,721


1,721

Net loss
$
(195,715
)
$
(17,492
)
$
(195,103
)
$
212,595

$
(195,715
)
CONDENSED CONSOLIDATING STATEMENT OF INCOME (LOSS)
Nine months ended September 30, 2015
(expressed in thousands of U.S. dollars)
Third Point Reinsurance Ltd.
TPRUSA
Non-Guarantor Subsidiaries
Eliminations
Consolidated
Revenues
Gross premiums written
$

$

$
603,259

$

$
603,259

Gross premiums ceded


(1,852
)

(1,852
)
Net premiums written


601,407


601,407

Change in net unearned premium reserves


(132,949
)

(132,949
)
Net premiums earned


468,458


468,458

Net investment loss


(89,627
)

(89,627
)
Equity in earnings of subsidiaries
(122,501
)
(12,770
)

135,271


Total revenues
(122,501
)
(12,770
)
378,831

135,271

378,831

Expenses


Loss and loss adjustment expenses incurred, net


316,336


316,336

Acquisition costs, net


152,664


152,664

General and administrative expenses
7,082

223

28,492


35,797

Other expenses


5,686


5,686

Interest expense

5,162



5,162

Foreign exchange gains


(800
)

(800
)
Total expenses
7,082

5,385

502,378


514,845

Loss before income tax benefit
(129,583
)
(18,155
)
(123,547
)
135,271

(136,014
)
Income tax benefit

1,884

3,884


5,768

Loss including non-controlling interests
(129,583
)
(16,271
)
(119,663
)
135,271

(130,246
)
Loss attributable to non-controlling interests


663


663

Net loss
$
(129,583
)
$
(16,271
)
$
(119,000
)
$
135,271

$
(129,583
)

45



CONDENSED CONSOLIDATING STATEMENT OF INCOME (LOSS)
Three months ended September 30, 2014
(expressed in thousands of U.S. dollars)
Third Point Reinsurance Ltd.
TPRUSA
Non-Guarantor Subsidiaries
Eliminations
Consolidated
Revenues
Gross premiums written
$

$

$
126,403

$

$
126,403

Gross premiums ceded


(150
)

(150
)
Net premiums written


126,253


126,253

Change in net unearned premium reserves


(17,305
)

(17,305
)
Net premiums earned


108,948


108,948

Net investment income


1,552


1,552

Equity in earnings of subsidiaries
(4,070
)


4,070


Total revenues
(4,070
)

110,500

4,070

110,500

Expenses
Loss and loss adjustment expenses incurred, net


60,115


60,115

Acquisition costs, net


38,317


38,317

General and administrative expenses
1,927


8,197


10,124

Other expenses


2,982


2,982

Total expenses
1,927


109,611


111,538

Income (loss) before income tax expense
(5,997
)

889

4,070

(1,038
)
Income tax expense


(1,542
)

(1,542
)
Income (loss) including non-controlling interests
(5,997
)

(653
)
4,070

(2,580
)
Income attributable to non-controlling interests


(3,417
)

(3,417
)
Net income (loss)
$
(5,997
)
$

$
(4,070
)
$
4,070

$
(5,997
)

CONDENSED CONSOLIDATING STATEMENT OF INCOME (LOSS)
Nine months ended September 30, 2014
(expressed in thousands of U.S. dollars)
Third Point Reinsurance Ltd.
TPRUSA
Non-Guarantor Subsidiaries
Eliminations
Consolidated
Revenues
Gross premiums written
$


$

$
359,498

$

$
359,498

Gross premiums ceded


(150
)

(150
)
Net premiums written


359,348


359,348

Change in net unearned premium reserves


(98,388
)

(98,388
)
Net premiums earned


260,960


260,960

Net investment income


92,072


92,072

Equity in earnings of subsidiaries
69,224



(69,224
)

Total revenues
69,224


353,032

(69,224
)
353,032

Expenses
Loss and loss adjustment expenses incurred, net


150,783


150,783

Acquisition costs, net


93,331


93,331

General and administrative expenses
4,150


25,548


29,698

Other expenses


4,789


4,789

Total expenses
4,150


274,451


278,601

Income before income tax expense
65,074


78,581

(69,224
)
74,431

Income tax expense


(3,917
)

(3,917
)
Income including non-controlling interests
65,074


74,664

(69,224
)
70,514

Income attributable to non-controlling interests


(5,440
)

(5,440
)
Net income
$
65,074

$

$
69,224

$
(69,224
)
$
65,074



46



CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
Nine months ended September 30, 2015
(expressed in thousands of U.S. dollars)
Third Point Reinsurance Ltd.
TPRUSA
Non-Guarantor Subsidiaries
Eliminations
Consolidated
Operating activities
Income (loss) including non-controlling interests
$
(129,583
)
$
(16,271
)
$
(119,663
)
$
135,271

$
(130,246
)
Adjustments to reconcile income (loss) including non-controlling interests to net cash provided by (used in) operating activities
Equity in earnings of subsidiaries
122,501

12,770


(135,271
)

Share compensation expense
362


8,243


8,605

Interest expense on deposit liabilities


3,170


3,170

Net unrealized loss on investments and derivatives


165,202


165,202

Net realized gain on investments and derivatives


(91,712
)

(91,712
)
Foreign exchange gains included in net income


(800
)

(800
)
Amortization of premium and accretion of discount, net

112

366


478

Changes in assets and liabilities:
Reinsurance balances receivable


2,585


2,585

Deferred acquisition costs, net


(36,550
)

(36,550
)
Unearned premiums ceded


(808
)

(808
)
Loss and loss adjustment expenses recoverable


630


630

Other assets
(192
)
(1,218
)
(9,309
)

(10,719
)
Interest and dividends receivable, net

1,026

(7,478
)

(6,452
)
Unearned premium reserves


133,756


133,756

Loss and loss adjustment expense reserves


144,253


144,253

Accounts payable and accrued expenses
3,575

(463
)
(899
)

2,213

Reinsurance balances payable


7,916


7,916

Amounts due from (to) affiliates
1,380

(173
)
(1,207
)


Net cash (used in) provided by operating activities
(1,957
)
(4,217
)
197,695


191,521

Investing activities
Purchases of investments


(2,621,367
)

(2,621,367
)
Proceeds from sales of investments


2,274,201


2,274,201

Purchases of investments to cover short sales


(371,635
)

(371,635
)
Proceeds from short sales of investments


488,601


488,601

Change in due to/from brokers, net


137,054


137,054

Decrease in securities purchased under an agreement to sell


29,852


29,852

Change in restricted cash and cash equivalents


(187,121
)

(187,121
)
Contributed capital to subsidiaries
(158,000
)
(266,975
)
(25
)
425,000


Contributed capital from parent and/or subsidiaries

158,000

267,000

(425,000
)

Net cash (used in) provided by investing activities
(158,000
)
(108,975
)
16,560


(250,415
)
Financing activities
Proceeds from issuance of common shares, net of costs
4,334




4,334

Proceeds from issuance of senior notes payable

113,220



113,220

Increase in deposit liabilities


6,975


6,975

Non-controlling interest in investment affiliate, net


(24,137
)

(24,137
)
Non-controlling interest in Catastrophe Fund


(59,705
)

(59,705
)
Non-controlling interest in Catastrophe Fund Manager


292


292

Dividend received by (paid to) parent
158,000


(158,000
)


Net cash provided by (used in) financing activities
162,334

113,220

(234,575
)

40,979

Net (decrease) increase in cash and cash equivalents
2,377

28

(20,320
)

(17,915
)
Cash and cash equivalents at beginning of period
140


28,594


28,734

Cash and cash equivalents at end of period
$
2,517

$
28

$
8,274

$

$
10,819



47



CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS
Nine months ended September 30, 2014
(expressed in thousands of U.S. dollars)
Third Point Reinsurance Ltd.
TPRUSA
Non-Guarantor Subsidiaries
Eliminations
Consolidated
Operating activities
Income including non-controlling interests
$
65,074

$

$
74,664

$
(69,224
)
$
70,514

Adjustments to reconcile income including non-controlling interests to net cash provided by (used in) operating activities
Equity in earnings of subsidiaries
(69,224
)


69,224


Share compensation expense
583


6,396


6,979

Interest expense on deposit liabilities


3,687


3,687

Net unrealized loss on investments and derivatives


68,107


68,107

Net realized gain on investments and derivatives


(184,133
)

(184,133
)
Amortization of premium and accretion of discount, net


1,031


1,031

Changes in assets and liabilities:
Reinsurance balances receivable


(65,718
)

(65,718
)
Deferred acquisition costs, net


(33,180
)

(33,180
)
Unearned premiums ceded


(91
)

(91
)
Loss and loss adjustment expenses recoverable


7,865


7,865

Other assets
(118
)

(185
)

(303
)
Interest and dividends receivable, net


(2,576
)

(2,576
)
Unearned premium reserves


98,479


98,479

Loss and loss adjustment expense reserves


52,982


52,982

Accounts payable and accrued expenses
1,140


(3,075
)

(1,935
)
Reinsurance balances payable


12,133


12,133

Performance fees payable to related party


21,837


21,837

Amounts due from (to) affiliates
(5,856
)

5,856



Net cash (used in) provided by operating activities
(8,401
)

64,079


55,678

Investing activities
Purchases of investments


(2,150,821
)

(2,150,821
)
Proceeds from sales of investments


1,998,673


1,998,673

Purchases of investments to cover short sales


(141,468
)

(141,468
)
Proceeds from short sales of investments


150,098


150,098

Change in due to/from brokers, net


177,516


177,516

Increase in securities purchased under agreement to sell


18,250


18,250

Change in restricted cash and cash equivalents


(68,389
)

(68,389
)
Net cash (used in) provided by investing activities


(16,141
)

(16,141
)
Financing activities
Proceeds from issuance of common shares, net of costs
599




599

Increase in deposit liabilities


5,782


5,782

Non-controlling interest in investment affiliate, net


(51,001
)

(51,001
)
Non-controlling interest in Catastrophe Fund


6,151


6,151

Dividend received by (paid to) parent
8,000


(8,000
)


Net cash provided by (used in) financing activities
8,599


(47,068
)

(38,469
)
Net increase in cash and cash equivalents
198


870


1,068

Cash and cash equivalents at beginning of period
294


31,331


31,625

Cash and cash equivalents at end of period
$
492

$

$
32,201

$

$
32,693


See Note 2 for explanation of certain changes made in the presentation of the Company’s condensed consolidated statements of cash flows for the nine months ended September 30, 2014 to conform to the 2015 presentation.

48



Item 2. Management’s Discussion and Analysis of Financial Condition and Results of Operations
The following discussion and analysis is intended to help the reader understand our business, financial condition, results of operations, liquidity and capital resources. You should read this discussion in conjunction with our unaudited condensed consolidated interim financial statements and the related notes contained elsewhere in this Quarterly Report on Form 10-Q.
The statements in this discussion regarding industry outlook, our expectations regarding our future performance, liquidity and capital resources and other non-historical statements in this discussion are forward-looking statements. These forward-looking statements are subject to numerous risks and uncertainties, including, but not limited to, the risks and uncertainties described in “Risk Factors”and ”Special Note Regarding Forward-Looking Statements”. Our actual results may differ materially from those contained in or implied by any forward looking statements.
Special Note Regarding Forward-Looking Statements
Certain statements in this Quarterly Report on Form 10-Q may constitute “forward-looking” statements within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements include, without limitation, statements regarding our industry, business strategy, plans, goals and expectations concerning our market position, international expansion, future operations, margins, profitability, future efficiencies, capital expenditures, liquidity and capital resources and other financial and operating information. When used in this discussion, the words “may,” “believes,” “intends,” “seeks,” “anticipates,” “plans,” “estimates,” “expects,” “should,” “assumes,” “continues,” “could,” “will,” “future” and the negative of these or similar terms and phrases are intended to identify forward-looking statements in this Quarterly Report on Form 10-Q.
Forward-looking statements reflect our current expectations regarding future events, results or outcomes. These expectations may or may not be realized. Although we believe the expectations reflected in the forward-looking statements are reasonable, we can give you no assurance that these expectations will prove to have been correct. Some of these expectations may be based upon assumptions, data or judgments that prove to be incorrect. Actual events, results and outcomes may differ materially from our expectations due to a variety of known and unknown risks, uncertainties and other factors. Although it is not possible to identify all of these risks and factors, they include, among others, the following:
limited historical information about us;
operational structure currently is being developed;
fluctuation in results of operations;
more established competitors;
losses exceeding reserves;
downgrades or withdrawal of ratings by rating agencies;
dependence on key executives;
dependence on letter of credit facilities that may not be available on commercially acceptable terms;
potential inability to pay dividends;
inability to service our indebtedness;
limited cash flow and liquidity due to our indebtedness;
unavailability of capital in the future;
fluctuations in market price of our common shares;
dependence on clients’ evaluations of risks associated with such clients’ insurance underwriting;
suspension or revocation of our reinsurance licenses;
potentially being deemed an investment company under U.S. federal securities law;

49



potential characterization of Third Point Reinsurance Ltd. and/or Third Point Reinsurance Company Ltd. as a passive foreign investment company;
future strategic transactions such as acquisitions, dispositions, merger or joint ventures;
dependence on Third Point LLC to implement our investment strategy;
termination by Third Point LLC of our investment management agreements;
risks associated with our investment strategy being greater than those faced by competitors;
increased regulation or scrutiny of alternative investment advisers affecting our reputation;
potentially becoming subject to U.S. federal income taxation;
potentially becoming subject to U.S. withholding and information reporting requirements under the Foreign Account Tax Compliance Act; and
other risks and factors listed under “Risk Factors” in our most recent Annual Report on Form 10-K and other periodic reports filed with the Securities and Exchange Commission.
Any one of these factors or a combination of these factors could materially affect our financial condition or future results of operations and could influence whether any forward-looking statements contained in this report ultimately prove to be accurate. Our forward-looking statements are not guarantees of future performance, and you should not place undue reliance on them. All forward-looking statements speak only as of the date made and we undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.
In addition, while we do, from time to time, communicate with security analysts, it is against our policy to disclose to them any material non-public information or other confidential information. Accordingly, shareholders should not assume that we agree with any statement or report issued by any analyst irrespective of the content of the statement or report. Thus, to the extent that reports issued by securities analysts contain any projections, forecasts, or opinions, such reports are not our responsibility.
Unless the context otherwise indicates or requires, the terms “we,” “our,” “us,” and the “Company,” as used in this report, refer to Third Point Reinsurance Ltd. and its directly and indirectly owned subsidiaries, including Third Point Reinsurance Company Ltd. (“Third Point Re”) and Third Point Reinsurance (USA) Ltd. (“Third Point Re USA”), as a combined entity, except where otherwise stated or where it is clear that the terms mean only Third Point Reinsurance Ltd. exclusive of its subsidiaries. Third Point Reinsurance Investment Management Ltd. is referred to as the “Catastrophe Fund Manager,” Third Point Reinsurance Opportunities Fund Ltd. as the “Catastrophe Fund” and Third Point Re Cat Ltd. as the “Catastrophe Reinsurer.”
Overview
We are a holding company domiciled in Bermuda. Through our reinsurance subsidiaries, we provide specialty property and casualty reinsurance products to insurance and reinsurance companies on a worldwide basis. Our goal is to deliver attractive equity returns to our shareholders by combining profitable reinsurance underwriting with superior investment management provided by Third Point LLC, our investment manager. We believe that our reinsurance and investment strategy differentiates us from our competitors.
We manage our business on the basis of two operating segments: Property and Casualty Reinsurance and Catastrophe Risk Management. We also have a corporate function that includes our investment income on capital, certain general and administrative expenses related to corporate activities, interest expense and income tax expense.
Property and Casualty Reinsurance
We provide reinsurance products to insurance and reinsurance companies, government entities, and other risk bearing vehicles. Contracts can be written on an excess of loss basis or quota share basis, although the majority of contracts written to date have been on a quota share basis. In addition, we write contracts on both a prospective basis and a retroactive basis. Prospective reinsurance contracts cover losses incurred as a result of future insurable events.

50



Retroactive reinsurance contracts cover the potential for changes in estimates of loss and loss adjustment expense reserves related to loss events that have occurred in the past. Retroactive reinsurance contracts can be an attractive type of contract for us as they can generate an underwriting profit should the ultimate loss and loss adjustment expenses settle for less than the initial estimate of reserves and the premiums received at the inception of the contract generate insurance float. The product lines that we currently underwrite for this operating segment are: property, casualty and specialty. We assume a minimal amount of catastrophe risk within the property and casualty segment. We anticipate that our property catastrophe exposures will consistently remain extremely low when compared to many other reinsurers with whom we compete.
In February 2015, we began reinsurance operations in the United States through Third Point Re USA, a Bermuda company licensed as a Class 4 insurer and a wholly owned operating subsidiary of Third Point Re (USA) Holdings Inc. (“TPRUSA”). The results of Third Point Re USA are reflected in the results of the Property and Casualty Reinsurance segment. Third Point Re USA and TPRUSA have a limited operating history and are exposed to volatility in their results of operations. As a result, period to period comparisons of our results of operations may not be meaningful. Third Point Re USA’s U.S. presence is a strategic component of our overall growth strategy. As a result of Third Point Re USA’s U.S. presence, we have expanded our marketing activities and have begun to broaden our profile in the U.S. marketplace.  In addition to developing new opportunities, we are strengthening our relationships with existing cedents and brokers. We also intend to continue developing a firsthand understanding of cedent underwriting and claims capabilities that will benefit our underwriting decisions.
Insurance float is an important aspect of our property and casualty reinsurance operation. In an insurance or reinsurance operation, float arises because premiums from reinsurance contracts and consideration received for deposit accounted contracts are collected before losses are paid on reinsurance contracts and proceeds are returned on deposit accounting contracts. In some instances, the interval between cash receipts and payments can extend over many years. During this time interval, we invest the cash received and seek to generate investment returns. Float is not a concept defined by U.S. GAAP and therefore, there are no comparable U.S. GAAP measures. Float, as a result, is considered to be a non-GAAP measure.
We believe that our property and casualty reinsurance segment will contribute to our results by both generating underwriting income as well as generating float. In addition, we expect that float will grow over time as our reinsurance operations expand.
Catastrophe Risk Management
In contrast to many reinsurers with whom we compete, we have elected to limit our underwriting of property catastrophe exposures. On June 15, 2012, Third Point Reinsurance Opportunities Fund Ltd. (the “Catastrophe Fund”), Third Point Reinsurance Investment Management Ltd. (the “Catastrophe Fund Manager”), and Third Point Re Cat Ltd. (the “Catastrophe Reinsurer”) were incorporated in Bermuda. The Catastrophe Fund Manager, a Bermuda exempted company, is the investment manager of the Catastrophe Fund. In December 2014, we announced that we would no longer accept investments in the Catastrophe Fund, that no new business would be written in the Catastrophe Reinsurer and that we would be redeeming all existing investments in the Catastrophe Fund.
As of September 30, 2015 , the Catastrophe Fund had a net asset value of $0.7 million ( December 31, 2014 - $119.7 million ), and our investment in the Catastrophe Fund was $0.4 million ( December 31, 2014 - $59.5 million ). There are no additional guarantees by us and no recourse to us beyond this investment. During the nine months ended September 30, 2015 , the Catastrophe Fund distributed $118.7 million (Third Point Re’s share - $59.0 million ) resulting in a distribution from non-controlling interests for the Catastrophe Fund of $59.7 million for the nine months ended September 30, 2015 .
Investment Management
Our investment strategy is implemented by our investment manager, Third Point LLC, under long-term investment management contracts. We directly own the investments that are held in two separate accounts and managed by Third Point LLC on substantially the same basis as Third Point LLC’s main hedge funds .

51



Limited Operating History and Comparability of Results
We were incorporated on October 6, 2011 and completed our initial capitalization on December 22, 2011. We began underwriting business on January 1, 2012. We completed an initial public offering of common shares on August 20, 2013 (the “IPO”). As a result, we have a limited operating history and are exposed to volatility in our results of operations. Period to period comparisons of our results of operations may not be meaningful.
In addition, the amount of premiums written may vary from year to year and from period to period as a result of several factors, including changes in market conditions and our view of the long-term profit potential of individual lines of business.
Non-GAAP Financial Measures
We have included financial measures that are not calculated under standards or rules that comprise GAAP. Such measures, including net investment income on float, book value per share, diluted book value per share and return on beginning shareholders’ equity, are referred to as non-GAAP financial measures. These non-GAAP financial measures may be defined or calculated differently by other companies. We believe these measures allow for a more complete understanding of the underlying business. These measures are used to monitor our results and should not be viewed as a substitute for those determined in accordance with GAAP. Reconciliations of such measures to the most comparable GAAP figures are referenced below.
Key Performance Indicators
We believe that by combining a disciplined and opportunistic approach to reinsurance underwriting with investment results from the active management of our investment portfolio, we will be able to generate attractive returns for our shareholders. The key financial measures that we believe are most meaningful in analyzing our performance are: net underwriting income (loss) for our property and casualty reinsurance segment, combined ratio for our property and casualty reinsurance segment, net investment income (loss) , net investment return on investments managed by Third Point LLC, book value per share, diluted book value per share, growth in diluted book value per share and return on beginning shareholders’ equity.
The table below shows the key performance indicators for our consolidated business for the three and nine months ended September 30, 2015 and 2014 :
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015
September 30,
2014
Key underwriting metrics for Property and Casualty Reinsurance segment:
(In thousands, except for per share data and ratios)
Net underwriting loss (1)
$
(5,835
)
$
(1,761
)
$
(19,082
)
$
(9,010
)
Combined ratio (1)
102.8
%
101.7
%
104.1
%
103.6
%
Key investment return metrics:
Net investment income (loss)
$
(193,156
)
$
1,552

$
(89,627
)
$
92,072

Net investment return on investments managed by Third Point LLC
(8.7
)%
(0.04
)%
(4.3
)%
5.5
%
Key shareholders’ value creation metrics:
Book value per share (2) (3)
$
12.81

$
14.04

$
12.81

$
14.04

Diluted book value per share (2) (3)
$
12.45

$
13.55

$
12.45

$
13.55

Growth in diluted book value per share (2)
(11.8
)%
(0.3
)%
(8.1
)%
4.3
%
Return on beginning shareholders’ equity (2)
(12.8
)%
(0.4
)%
(8.9
)%
4.7
%
(1)
See Note 22 to the accompanying condensed consolidated financial statements for a calculation of net underwriting loss and combined ratio.
(2)
Book value per share, diluted book value per share and return on beginning shareholders’ equity are non-GAAP financial measures. See reconciliations below.
(3)
Prior year comparative represents amounts as of December 31, 2014.

52



Net Underwriting Loss for Property and Casualty Reinsurance Segment
One way that we evaluate the performance of our property and casualty reinsurance results is by measuring net underwriting loss. We do not measure performance based on the amount of gross premiums written. Net underwriting income or loss is calculated from net premiums earned, less net loss and loss adjustment expenses, acquisition costs and general and administrative expenses related to the underwriting activities.
Combined Ratio for Property and Casualty Reinsurance Segment
Combined ratio is calculated by dividing the sum of loss and loss adjustment expenses incurred, net, acquisition costs, net and general and administrative expenses related to underwriting activities by net premiums earned. The combined ratio compares the amount of net premiums earned to the amount incurred in claims and underwriting related expenses. This ratio is a key indicator of a reinsurance company’s profitability. A combined ratio greater than 100% means that loss and loss adjustment expenses, acquisition costs and general and administrative expenses related to underwriting activities exceeded net premiums earned. See additional information in Note 22 to our condensed consolidated financial statements.
Net Investment Income (Loss)
Net investment income (loss) is an important measure that affects overall profitability. Net investment income (loss) is affected by the performance of Third Point LLC as our exclusive investment manager and the amount of investable cash, or float, generated by our reinsurance operations. Pursuant to our investment management agreements, Third Point LLC is required to manage our investment portfolio on substantially the same basis as its main hedge funds, subject to certain conditions set forth in our investment guidelines. These conditions include limitations on investing in private securities, a limitation on portfolio leverage, and a limitation on portfolio concentration in individual securities. Our investment management agreements allow us to withdraw cash from our investment account with Third Point LLC at any time with three days’ notice to pay claims and with five days’ notice to pay expenses.
We track excess cash flows generated by our property and casualty reinsurance operation, or float, in a separate account that allows us to also track the net investment income (loss) generated on the float. We believe that net investment income (loss) generated on float is an important consideration in evaluating the overall contribution of our property and casualty reinsurance operation to our consolidated results. It is also explicitly considered as part of the evaluation of management’s performance for purposes of incentive compensation. Net investment income (loss) on float as presented is a non-GAAP financial measure. See the table below for a reconciliation of net investment income (loss) on float to net investment income (loss) .

53



Net investment income (loss) for the three and nine months ended September 30, 2015 and 2014 was comprised of the following:
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015
September 30,
2014
($ in thousands)
Net investment income (loss) on float
$
(51,988
)
(137
)
$
(23,623
)
$
13,458

Net investment income (loss) on capital
(141,971
)
807

(67,057
)
77,670

Net investment income (loss) on investments managed by Third Point LLC
(193,959
)
670

(90,680
)
91,128

Investment income on cash held by the Catastrophe Reinsurer and Catastrophe Fund
2

27

29

84

Net gain on catastrophe bond held by Catastrophe Reinsurer

75

10

80

Net gain on investment in Kiskadee Fund
801


984


Net gain on reinsurance contract derivatives written by the Catastrophe Reinsurer

780

30

780

Net investment income (loss)
$
(193,156
)
$
1,552

$
(89,627
)
$
92,072

Net Investment Return on Investments Managed by Third Point LLC
Net investment return represents the return on our investments managed by Third Point LLC, net of fees. The net investment return on investments managed by Third Point LLC is the percentage change in value of a dollar invested over the reporting period on our investment assets managed by Third Point LLC, net of non-controlling interests. The stated return is net of withholding taxes, which are presented as a component of income tax expense (benefit) in our condensed consolidated statements of income (loss) . Net investment return is the key indicator by which we measure the performance of Third Point LLC, our investment manager.
Book Value Per Share and Diluted Book Value Per Share
Book value per share and diluted book value per share are non-GAAP financial measures. Book value per share is calculated by dividing shareholders’ equity attributable to shareholders by the number of issued and outstanding shares at period end. Diluted book value per share is calculated by dividing shareholders’ equity attributable to shareholders and adjusted to include unvested restricted shares and the exercise of all in-the-money options and warrants. For unvested restricted shares with a performance condition, we include the unvested restricted shares for which we consider vesting to be probable. We believe that long-term growth in diluted book value per share is the most important measure of our financial performance because it allows management and investors to track over time the value created by the retention of earnings. In addition, we believe this metric is used by investors because it provides a basis for comparison with other companies in our industry that also report a similar measure.
For the three months ended September 30, 2015 , book value per share decreased by $1.86 per share, or 12.7% , to $12.81 per share from $14.67 per share as of June 30, 2015 . For the three months ended September 30, 2015 , diluted book value per share decreased by $1.67 per share, or 11.8% , to $12.45 per share from $14.12 per share as of June 30, 2015 .
For the nine months ended September 30, 2015 , book value per share decreased by $1.23 per share, or 8.8% , to $12.81 per share from $14.04 per share as of December 31, 2014 . For the nine months ended September 30, 2015 , diluted book value per share decreased by $1.10 per share, or 8.1% , to $12.45 per share from $13.55 per share as of December 31, 2014 .
The decrease in basic and diluted book value per share for the three and nine months ended September 30, 2015 was primarily due to the net loss generated in the periods. The decrease in book value per share was higher than the decrease in diluted book value per share due to the dilution from warrants, options and restricted shares.

54



The following table sets forth the computation of basic and diluted book value per share as of September 30, 2015 and December 31, 2014 :
September 30,
2015
December 31, 2014
Basic and diluted book value per share numerator:
(In thousands, except share and per share amounts)
Total shareholders’ equity
$
1,351,191

$
1,552,048

Less: non-controlling interests
(15,922
)
(100,135
)
Shareholders’ equity attributable to shareholders
1,335,269

1,451,913

Effect of dilutive warrants issued to Founders and an advisor
46,512

46,512

Effect of dilutive share options issued to directors and employees
58,070

61,705

Diluted book value per share numerator:
$
1,439,851

$
1,560,130

Basic and diluted book value per share denominator:
Issued and outstanding shares
104,217,321

103,397,542

Effect of dilutive warrants issued to Founders and an advisor
4,651,163

4,651,163

Effect of dilutive share options issued to directors and employees
5,788,391

6,151,903

Effect of dilutive restricted shares issued to directors and employees (1)
954,829

922,610

Diluted book value per share denominator:
115,611,704

115,123,218

Basic book value per share
$
12.81

$
14.04

Diluted book value per share
$
12.45

$
13.55

(1)
As of September 30, 2015 , the effect of dilutive restricted shares issued to directors and employees was comprised of 340,467 of restricted shares with a service condition only and 614,362 restricted shares with a service and performance condition that were considered probable of vesting.
Return on Beginning Shareholders’ Equity
Return on beginning shareholders’ equity as presented is a non-GAAP financial measure. Return on beginning shareholders’ equity is calculated by dividing net income (loss) by the beginning shareholders’ equity attributable to shareholders. We believe this metric is used by investors to supplement measures of our profitability.
Return on beginning shareholders’ equity for the three and nine months ended September 30, 2015 and 2014 was calculated as follows:
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015
September 30,
2014
($ in thousands)
Net income (loss)
$
(195,715
)
$
(5,997
)
$
(129,583
)
$
65,074

Shareholders’ equity attributable to shareholders - beginning of period
$
1,526,004

$
1,467,229

$
1,451,913

$
1,391,661

Return on beginning shareholders’ equity
(12.8
)%
(0.4
)%
(8.9
)%
4.7
%
Revenues
We derive our revenues from two principal sources:
premiums from property and casualty reinsurance business assumed; and
income from investments.

55



Premiums from our property and casualty reinsurance business assumed are directly related to the number, type and pricing of contracts we write. Premiums are earned over the contract period based on the exposure period of the underlying contracts of the ceding company.
Income from our investments is primarily comprised of interest income, dividends, and net realized and unrealized gains on investment securities included in our investment portfolio.
Expenses
Our expenses consist primarily of the following:
loss and loss adjustment expenses;
acquisition costs;
investment-related expenses;
general and administrative expenses;
interest expense; and
income taxes.
Loss and loss adjustment expenses are a function of the amount and type of reinsurance contracts we write and loss experience of the underlying coverage. Loss and loss adjustment expenses are based on an actuarial analysis of the estimated losses, including losses incurred during the period and changes in estimates from prior periods. Depending on the nature of the contract, loss and loss adjustment expenses may be paid over a number of years.
Acquisition costs consist primarily of brokerage fees, ceding commissions, premium taxes and other direct expenses that relate to our writing reinsurance contracts and are presented net of commissions ceded under reinsurance contracts. We amortize deferred acquisition costs in the same proportion that the premiums are earned.
Investment-related expenses primarily consist of management fees we pay to our investment manager, Third Point LLC, and certain of our Founders, and performance fees we pay to Third Point Advisors LLC. A 2% management fee calculated on assets under management is paid monthly to Third Point LLC and certain of our Founders, and a performance fee equal to 20% of the net investment income is paid annually to Third Point Advisors LLC. We include these expenses in net investment income (loss) in our condensed consolidated statements of income (loss) . The performance fee is subject to a loss carryforward provision pursuant to which Third Point Advisors LLC is required to maintain a Loss Recovery Account which represents the sum of all prior period net loss amounts, not offset by prior year net profit amounts, and which is allocated to future profit amounts until the Loss Recovery Account has returned to a positive balance. Until such time, no performance fees are payable under the Investment Agreements.
General and administrative expenses consist primarily of salaries, benefits and related payroll costs, including costs associated with our incentive compensation plan, share compensation expense, legal and accounting fees, travel and client entertainment, fees relating to our letter of credit facilities, information technology, occupancy and other general operating expenses.
Interest expense consists of interest expense incurred on TPRUSA’s $115.0 million senior unsecured notes (the “Notes”) issued in February 2015. The Notes bear interest at 7.0% and interest is payable semi-annually on February 13 and August 13 of each year. Also included in interest expense is the amortization of costs incurred in issuing the Notes. These costs are amortized over the term of the debt and are included in interest expense.
Income taxes consist primarily of taxes incurred in the U.S. as a result of our U.S. operations and withholding taxes and uncertain tax positions on certain investment transactions in the U.S. and in certain foreign jurisdictions.
Critical Accounting Policies and Estimates
For a summary of our significant accounting and reporting policies, please refer to Note 2, “Significant accounting policies”, included in our 2014 Form 10-K.

56



Our condensed consolidated financial statements are prepared in accordance with U.S. GAAP, which requires management to make estimates and assumptions. We believe the accounting policies that require the most significant judgments and estimations by management are (1) premium revenue recognition including evaluation of risk transfer, (2) loss and loss adjustment expense reserves, and (3) fair value measurements related to our investments. If actual events differ significantly from the underlying judgments or estimates used by management in the application of these accounting policies, there could be a material adverse effect on our results of operations and financial condition.
Premium Revenue Recognition Including Evaluation of Risk Transfer
For each contract that we write, we estimate the ultimate premium for the entire contract period and record this estimate at the inception of the contract, to the extent the amount of written premium is estimable. For contracts where the full written premium is not estimable at inception, we record written premium for the portion of the contract period for which the amount is estimable. These estimates are based primarily on information in the underlying contracts as well as information provided by our clients and/or brokers.
Changes in premium estimates are expected and may result in adjustments in any reporting period. These estimates change over time as additional information regarding the underlying business volume is obtained. Along with uncertainty regarding the underlying business volume, our contracts also contain a number of contractual features that can significantly impact the amount of premium that we ultimately recognize. These include commutation provisions, multi-year contracts with cancellation provisions and provisions to return premium at the expiration of the contract in certain circumstances. In certain contracts, these provisions can be exercised by the client, in some cases provisions can be exercised by us and in other cases by mutual consent. In addition, we write a small number of large contracts and the majority of our property and casualty reinsurance segment premiums written to date has been quota share business. As a result, we may be subject to greater volatility around our premium estimates compared to other property and casualty companies. We continuously monitor the premium estimates for each of our contracts considering the cash premiums received, reported premiums, discussions with our clients regarding their premium projections as well as evaluating the potential impact of contractual features. Any subsequent adjustments arising on such estimates are recorded in the period in which they are determined.
Changes in premium estimates may not result in a direct impact to net income (loss) or shareholders’ equity since changes in premium estimates do not necessarily impact the amount of net premiums earned at the time of the premium estimate change and would generally be offset by proportional changes in acquisition costs and net loss and loss adjustment expenses.
During the three months ended September 30, 2015 , we recorded $11.4 million of decreases in premium estimates on prior years’ contracts (2014 - $8.8 million ). The changes in estimates for the three months ended September 30, 2015 were primarily due to one contract where the client reported writing less business than initially expected. During the nine months ended September 30, 2015 , we recorded $41.8 million of increases in premium estimates on prior years’ contracts, (2014 - $(5.9) million ). The increase in premium estimates for the nine months ended September 30, 2015 was primarily due to one client writing significantly more business than initially expected and one contract that was canceled on a runoff basis resulting in additional estimated premium, partially offset by decreases in premium estimates as a result of several clients writing less business than initially expected. There was an insignificant impact on net income (loss) of these changes in premium estimates for the three and nine months ended September 30, 2015 and 2014. Changes in premium estimates generally result in a smaller impact on net premiums earned as the changes in premium estimates are generally known before the premiums on the contract are fully earned.
Determining whether or not a reinsurance contract meets the condition for risk transfer requires judgment. The determination of risk transfer is critical to recognizing premiums written and is based, in part, on the use of actuarial pricing models and assumptions and evaluating contractual features that could impact the determination of whether a contract meets risk transfer. If we determine that a reinsurance contract does not transfer sufficient risk, we use deposit accounting. See Note 10 to our condensed consolidated financial statements for additional information on deposit contracts entered into to date.

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Loss and Loss Adjustment Expense Reserves
Our loss and loss adjustment expense reserves include case reserves, reserves for losses incurred but not yet reported (“IBNR reserves”) and deferred gains on retroactive reinsurance contracts. Case reserves are established for losses that have been reported, but not yet paid, based on loss reports from brokers and ceding companies. IBNR reserves represent the estimated loss and loss adjustment expenses that have been incurred by insureds and reinsureds but not yet reported to the insurer or reinsurer, including unknown future developments on loss and loss adjustment expenses that are known to us. IBNR reserves are established by management based on actuarially determined estimates of ultimate loss and loss adjustment expenses. Deferred gains are the underwriting profit related to retroactive exposures in reinsurance contracts at inception and are deferred and recognized over the estimated future payout of the loss and loss adjustment expenses reserves. Any underwriting loss at inception related to retroactive exposures in a reinsurance contract is recognized immediately.
Inherent in the estimate of ultimate loss and loss adjustment expenses are expected trends in claim severity and frequency and other factors that may vary significantly as claims are settled. Accordingly, ultimate loss and loss adjustment expenses may differ materially from the amounts recorded in the financial statements. These estimates are reviewed regularly and, as experience develops and new information becomes known, the reserves are adjusted as necessary. Such adjustments, if any, are recorded in the condensed consolidated statements of income (loss) in the period in which they become known.
We perform an actuarial projection of our reserves quarterly and have a third-party actuarial review performed annually. All reserves are estimated on an individual contract basis; there is no aggregation of contracts for projection of ultimate loss or reserves.
We initially reserve every individual contract to the expected loss and loss expense ratio in the pricing analysis.
As loss information is received from the cedents, we incorporate other actuarial methods into our projection of ultimate losses and, hence, reserves. In our pricing analysis, we typically use a significant amount of information unique to the individual client and, when necessary, supplement the analysis with industry data. Industry data primarily takes the form of paid and incurred development patterns from statutory financial statements and statistical agencies. For our actuarial reserve projections, the relevant information we receive from our clients include premium estimates, paid loss and loss adjustment expenses and case reserves. We review the data for reasonableness and research any anomalies. On each contract, we compare the expected paid and incurred amounts at each quarter-end with actual amounts reported. We also compare premiums received with projected premium receipts at each quarter end.
There is a time lag between when a covered loss event occurs and when it is actually reported to our cedents. The actuarial methods that we use to estimate losses have been designed to address this lag in loss reporting. There is also a time lag between when clients pay claims, establish case reserves and re-estimate their reserves, and notifying us of the payments and/or new or revised case reserves. This reporting lag is typically 60 to 90 days after the end of a reporting period, but can be longer in some cases. We use techniques that adjust for this reporting lag. While it would be unusual to have lags that extend beyond 90 days, our actuarial techniques are designed to adjust for such a circumstance.
The principal actuarial methods (and associated key assumptions) we use to perform our quarterly loss reserve analysis may include one or more of the following methods:
A Priori Loss Ratio Method
To estimate ultimate losses under the a priori loss ratio method, we multiply earned premiums by an expected loss ratio. The expected loss ratio is selected as part of the pricing and utilizes individual client data, supplemented by industry data where necessary. This method is often useful when there is limited historical data due to few losses being incurred.
Paid Loss Development Method
This method estimates ultimate losses by calculating past paid loss development factors and applying them to exposure periods with further expected paid loss development. The paid loss development method assumes that losses are paid

58



at a rate consistent with the historical rate of payment. It provides an objective test of reported loss projections because paid losses contain no reserve estimates. For some lines of business, claim payments are made slowly and it may take many years for claims to be fully reported and settled.
Incurred Loss Development Method
This method estimates ultimate losses by using past incurred loss development factors and applying them to exposure periods with further expected incurred loss development. Since incurred losses include payments and case reserves, changes in both of these amounts are incorporated in this method. This approach provides a larger volume of data to estimate ultimate losses than paid loss methods. Thus, incurred loss patterns may be less varied than paid loss patterns, especially for coverages that have historically been paid out over a long period of time but for which claims are incurred relatively early and case loss reserve estimates are established.
Bornhuetter-Ferguson Paid and Incurred Loss Methods
These methods are a weighted average of the a priori loss ratio and the relevant development factor method. The weighting between the two methods depends on the maturity of the business. This means that for the more recent years a greater weight is placed on the a priori loss ratio, while for the more mature years a greater weight is placed on the development factor methods. These methods avoid some of the distortions that could result from a large development factor being applied to a small base of paid or incurred losses to calculate ultimate losses. This method will react slowly if actual paid or incurred loss experience develops differently than historical paid or incurred loss experience because of major changes in rate levels, retentions or deductibles, the forms and conditions of coverage, the types of risks covered or a variety of other factors.
IBNR to Outstanding Ratio Method
This method is used in selected cases typically for very mature years that still have open claims. This method assumes that the estimated future loss development is indicated by the current level of case reserves.
Key to the projection of ultimate loss is the amount of credibility or weight assigned to each actuarial method. Each method has advantages and disadvantages, and those can change depending on numerous factors including the reliability of the underlying data. For most actuaries, the selection and weighting of the projection methods is a highly subjective process. In order to achieve a desirable amount of consistency from study to study and between contracts, we have implemented a weighting scheme that incorporates numerous “rules” for the weighting of actuarial methods. These rules attempt to effectively codify the judgmental process used for selecting weights for the various methods. There can be circumstances where the rules would be modified for a specific reinsurance contract; examples would include a large market event or new information on historical years that may cause us to increase our a priori loss ratio.
As part of our quarterly reserving process, loss-sensitive contingent expenses (e.g., profit commissions, sliding-scale ceding commissions, etc.) are calculated on an individual contract basis. These expense calculations are based on the updated ultimate loss estimates derived from our quarterly reserving process.
Our reserving methodologies use a loss reserving model that calculates a point estimate for our ultimate losses. Although we believe that our assumptions and methodologies are reasonable, the ultimate payments may vary, potentially materially, from the estimates that we have made.
Sensitivity Analysis
The table below shows the impact from reasonably likely changes to the actuarial assumptions used to estimate our gross loss and loss adjustments expense reserves on the following: loss and loss adjustment expense reserves, net; acquisition costs, net; net underwriting loss and shareholders’ equity as of and for the nine months ended September 30, 2015 . Since many contracts that we write have sliding scale commissions, profit commissions, loss corridors or other loss mitigating features that adjust with or offset the loss and loss adjustment expenses incurred, we consider these contractual features to be important in understanding the sensitivity of our results to changes in loss ratio assumptions.

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The following table illustrates the aggregate impact of a ten percent increase and decrease applied to the subject ultimate loss and loss adjustment expenses, net for each in-force contract in the property and casualty reinsurance segment. In cases where a loss corridor applies, a 10% increase (or decrease) in our estimate of the subject ultimate loss and loss adjustment expenses, net, may not translate to an increase (or decrease) in the assumed loss and loss adjustment expenses, net. In cases where a sliding scale ceding commission or profit commission applies, a 10% increase (or decrease) in our estimate of the subject loss and loss adjustment expenses, net, does translate to an increase (or decrease) in the assumed loss and loss adjustment expenses, but that increase (or decrease) may be offset by a decrease (or increase) in the acquisition costs, net.
As a result of the contractual features mentioned above, many of our reinsurance contracts provide for a fixed or restricted margin. Consequently, our upside potential on these contracts is limited. In these cases, the relative impact of the adverse development scenario is greater than the impact of the favorable development scenario.
These increases and decreases are only applied to contracts which currently have material reserves outstanding (where material is defined as more than 10% of assumed ultimate loss and loss adjustment expenses incurred, net). Assumed ultimate losses and loss adjustment expenses incurred, net represents the sum we would be obligated to pay for fully developed claims (i.e., paid losses plus outstanding reported losses and IBNR losses). The impact to shareholder’s equity does not consider the cash flow, and thus, investment income considerations associated with an increase or decrease in subject ultimate loss and loss adjustment expenses, net.
10% increase in ultimate loss and loss adjustment expenses, net
10% decrease in ultimate loss and loss adjustment expenses, net
($ in thousands)
Impact on:
Loss and loss adjustment expense reserves, net
$
51,220

$
(64,692
)
Acquisition costs, net
(16,357
)
38,578

Increase (decrease) in net underwriting loss
34,863

(26,114
)
Total shareholders’ equity
$
1,351,191

$
1,351,191

Increase (decrease) in shareholders’ equity
(2.6
)%
1.9
%
Fair value measurements
Our investments are managed by Third Point LLC and are carried at fair value. Our investment manager, Third Point LLC, has a formal valuation policy that sets forth the pricing methodology for investments to be used in determining the fair value of each security in our portfolio. The valuation policy is updated and approved at least on an annual basis by Third Point LLC’s valuation committee (the “Committee”), which is comprised of officers and employees who are senior business management personnel of Third Point LLC. The Committee meets on a monthly basis. The Committee’s role is to review and verify the propriety and consistency of the valuation methodology to determine the fair value of investments. The Committee also reviews any due diligence performed and approves any changes to current or potential external pricing vendors.
Securities and commodities listed on a national securities or commodities exchange or quoted on NASDAQ are valued at their last sales price as of the last business day of the period. Listed securities with no reported sales on such date and over-the-counter (“OTC”) securities are valued at their last closing bid price if held long by us, and last closing ask price if held short by us.
Private securities are those not registered for public sale and are carried at an estimated fair value at the end of the period, as determined by Third Point LLC. Valuation techniques, used by Third Point LLC, may include market approach, last transaction analysis, liquidation analysis and/or using discounted cash flow models where the significant inputs could include but are not limited to additional rounds of equity financing, financial metrics such as revenue multiples or price-earnings ratio, discount rates and other factors. In addition, we or Third Point LLC may employ third party valuation firms to conduct separate valuations of such private securities. The third party valuation firms provide us or Third Point LLC with a written report documenting their recommended valuation as of the determination date for the

60



specified investments. Due to the inherent uncertainty of valuation for private securities, the estimated fair value may differ materially from the values that would have been used had a ready market existed for these investments. The actual value at which these securities could be sold or settled with a willing buyer or seller may differ from our estimated fair values depending on a number of factors including, but not limited to, current and future economic conditions, the quantity sold or settled, the presence of an active market and the availability of a willing buyer or seller.
Our derivatives are recorded at fair value. Third Point LLC values exchange-traded derivative contracts at their last sales price on the exchange where it is primarily traded. OTC derivatives, which include swap, option, swaption, forward, future and contract for differences, are valued by industry recognized pricing vendors when available; otherwise, fair values are obtained from broker quotes that are based on pricing models that consider the time value of money, volatility, and the current market and contractual prices of the underlying financial instruments.
Our holdings in asset-backed securities are private-label issued, non-investment grade securities, and none of these securities were guaranteed by government sponsored entities. These investments are valued using broker quotes or a recognized third-party pricing vendor. See “Quantitative and Qualitative Disclosures About Market Risk”.
We also have derivatives embedded in non-derivative host contracts that are required to be separated from the host contracts and accounted for at fair value with changes in fair value of the embedded derivative reported in net income (loss). Our embedded derivatives relate to interest crediting features in certain reinsurance and deposit contracts that vary based on the returns on our investments managed by Third Point LLC. We determine the value of the embedded derivatives using models developed internally, which approximates fair value.
We value our investments in affiliated investment funds at fair value, which is an amount equal to the sum of the capital account in the limited partnership generally determined from financial information provided by the investment manager of the investment funds. The resulting net gains or net losses are reflected in the condensed consolidated statements of income (loss) .
The fair values of investments are estimated using prices obtained from third-party pricing services, whe n available. However, situations may arise where we believe that the fair value provided by the third-party pricing service does not represent current market conditions.  In those situations, Third Point LLC may use dealer quotes to value the investments.  For securities that we are unable to obtain fair values from a pricing service or broker, fair values are estimated using information obtained from Third Point LLC.
We perform several processes to ascertain the reasonableness of the valuation of all of our investments comprising our investment portfolio. These processes include (i) obtaining and reviewing weekly and monthly investment portfolio reports from Third Point LLC, (ii) obtaining and reviewing monthly NAV and investment return reports received directly from our third-party fund administrator, which are compared to the reports noted in (i), and (iii) monthly update discussions with Third Point LLC regarding the investment portfolio, including, their process for reviewing and validating pricing obtained from outside service providers.
For the nine months ended September 30, 2015 and 2014 , there were no changes in the valuation techniques as it relates to the above.
See Note 4 to our condensed consolidated financial statements for additional information on the framework for measuring fair value established by U.S. GAAP disclosure requirements.
Business Outlook
The reinsurance markets in which we operate have historically been cyclical. During periods of excess underwriting capacity, as defined by the availability of capital, competition can result in lower pricing and less favorable policy terms and conditions for insurers and reinsurers. During periods of reduced underwriting capacity, pricing and policy terms and conditions are generally more favorable for insurers and reinsurers. Historically, underwriting capacity has been impacted by several factors, including industry losses, the impact of catastrophes, changes in legal and regulatory guidelines, new entrants, investment results including interest rate levels and the credit ratings and financial strength of competitors.
While management believes pricing remains adequate for the types of business on which we focus, there is significant underwriting capacity currently available.  As a result, market conditions are challenging, having deteriorated slightly during the year, and we believe they could deteriorate further in the near term. The segment with the greatest pricing pressure is property catastrophe reinsurance due to an influx of capacity from collateralized reinsurance and other insurance-linked securities vehicles and the absence of significant catastrophe events during 2013, 2014 and through the third quarter of 2015.  As a result of challenging market conditions and competition with other collateralized reinsurance and insurance-linked securities vehicles, we announced in December 2014 that we would no longer accept investments in the Catastrophe Fund, that no new business would be written in the Catastrophe Reinsurer and that we would be redeeming all existing investments in the Catastrophe Fund. As of September 30, 2015 , the Catastrophe Fund had a net asset value of $0.7 million ( December 31, 2014 - $119.7 million ), and our investment in the Catastrophe Fund was $0.4 million ( December 31, 2014 - $59.5 million ). There are no additional guarantees by us and no recourse to us beyond this investment.
In non-catastrophe lines of business, we focus on segments and clients where we believe we benefit from relatively more attractive pricing opportunities due to the strength of our relationships, the tailored nature of our reinsurance solutions or an acute need for reinsurance capital as a result of a client’s growth or historically poor performance. Most of our senior management team have spent decades within the reinsurance market and have strong relationships with intermediaries and reinsurance buyers from which we are receiving a strong flow of submissions in the lines and types of reinsurance we target.  Although we are typically presented by brokers with proposed structures on syndicated deals, we often seek to customize the proposed solution for the client while improving our risk and return profile and establishing our position as the lead reinsurer in the transaction. We also look for non-syndicated opportunities where a highly customized solution is needed. These solutions may take the form of aggregate stop loss covers, loss portfolio transfers or adverse development reserve covers where clients seek capital relief and enhanced investment returns on the assets that back their loss and unearned premium reserves. We continue to see strong submission flow in this space.
In recent months, there has been significant merger and acquisition activity in the insurance and reinsurance markets which we believe will have a modest, net negative impact on us. The primary negative impact from consolidation is the merging of primary insurance and reinsurance companies which reduces the number of potential reinsurance buyers and increases their size, allowing them to retain proportionally more insurance risk. We believe the negative impact will be partially offset by the benefits to us of recent consolidation among reinsurance companies, which has reduced the number of our competitors in a market where reinsurance buyers and brokers usually prefer to syndicate their placement and want counterparty choices.  Another benefit of the recent merger and acquisition activity is that we are now one of only a few reinsurance companies that are not affiliated with a primary insurance company.  We are seeing an increased flow of business from reinsurance buyers that we believe do not want to be reinsured by their competitors.

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In February 2015, we began reinsurance operations in the United States through Third Point Re USA, a Bermuda company licensed as a Class 4 insurer and a wholly owned operating subsidiary of TPRUSA. Third Point Re USA and TPRUSA have a limited operating history and are exposed to volatility in their results of operations. Period to period comparisons of their results of operations may not be meaningful. Third Point Re USA’s U.S. presence is a strategic component of our overall growth strategy. As a result of Third Point Re USA’s U.S. presence, we have expanded our marketing activities and have begun to broaden our profile in the U.S. marketplace.  In addition to developing new opportunities, we are strengthening our relationships with existing cedents and brokers. We also intend to continue developing a firsthand understanding of cedent underwriting and claims capabilities that will benefit our underwriting decisions.
Consolidated Results of Operations—Three and nine months ended September 30, 2015 and 2014 :
The following table sets forth the key items discussed in the consolidated results of operations section, and the period over period change, for the three and nine months ended September 30, 2015 and 2014 :
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
Increase (decrease)
September 30,
2015
September 30,
2014
Increase (decrease)
($ in thousands)
Net underwriting loss (1)
$
(5,835
)
$
(1,761
)
$
(4,074
)
$
(19,082
)
$
(9,010
)
$
(10,072
)
Net investment income (loss)
(193,156
)
1,552

(194,708
)
(89,627
)
92,072

(181,699
)
Net investment return on investments managed by Third Point LLC
(8.7
)%
(0.04
)%
(8.7
)%
(4.3
)%
5.5
%
(9.8
)%
General and administrative expenses (2)
(3,918
)
(3,920
)
(2
)
(16,653
)
(10,518
)
6,135

Interest expense
(2,074
)

2,074

(5,162
)

5,162

Income tax (expense) benefit
7,781

(1,542
)
9,323

5,768

(3,917
)
9,685

Net income (loss)
$
(195,715
)
$
(5,997
)
$
(189,718
)
$
(129,583
)
$
65,074

$
(194,657
)
(1)
Property and Casualty Reinsurance segment only.
(2)
Corporate function only.
The change in net income (loss) for the three and nine months ended September 30, 2015 compared to the prior year periods was primarily due to the following:
The increase in net underwriting loss includes developments on prior years’ contracts resulting in an increase in the net underwriting loss of $1.4 million and $4.5 million for the three and nine months ended September 30, 2015, respectively. In addition, we recorded $3.1 million of current year losses in the nine months ended September 30, 2015 as a result of windstorms and other storm activity.
The decrease in net investment income for the three and nine months ended September 30, 2015 was a result of lower investment returns, primarily driven by unrealized losses in our long equity portfolio and higher average investments managed by Third Point LLC, including the proceeds from issuance of senior notes.
The increase in general and administrative expenses related to corporate activities for the nine months ended September 30, 2015 compared to the prior year period was primarily due to greater payroll and related expenses as a result of separation costs, increased share compensation expense and increased legal and other professional advisor expenses.
In February 2015, TPRUSA issued $115.0 million of senior notes bearing 7.0% interest. As a result, our consolidated results of operations for the current year periods include interest expense.
As a result of the net loss for the three and nine months ended September 30, 2015 generated by our U.S. subsidiaries, we recorded an income tax benefit in both periods.

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Segment Results—Three and nine months ended September 30, 2015 and 2014 .
The determination of our reportable segments is based on the manner in which management monitors the performance of our operations. For the periods presented, our business comprises two operating segments - Property and Casualty Reinsurance and Catastrophe Risk Management. We have also identified a corporate function that includes investment results, certain general and administrative expenses related to corporate activities, interest expense and income tax expense.
Property and Casualty Reinsurance
The following table sets forth net underwriting results and ratios, and the period over period change for the Property and Casualty Reinsurance segment for the three and nine months ended September 30, 2015 and 2014 :
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
Increase (decrease)
September 30,
2015
September 30,
2014
Increase (decrease)
($ in thousands)
Gross premiums written
$
205,729

$
124,931

$
80,798

$
603,303

$
347,495

$
255,808

Net premiums earned
208,951

101,487

107,464

468,450

251,276

217,174

Loss and loss adjustment expenses incurred, net
158,387

60,121

98,266

316,186

150,789

165,397

Acquisition costs, net
50,527

37,571

12,956

152,665

92,477

60,188

General and administrative expenses
5,872

5,556

316

18,681

17,020

1,661

Net underwriting loss
(5,835
)
(1,761
)
(4,074
)
(19,082
)
(9,010
)
(10,072
)
Net investment income (loss) on float
(51,988
)
(137
)
(51,851
)
(23,623
)
13,458

(37,081
)
Other expenses
(670
)
(2,982
)
(2,312
)
(5,686
)
(4,789
)
897

Segment loss
$
(58,493
)
$
(4,880
)
$
(53,613
)
$
(48,391
)
$
(341
)
$
(48,050
)
Underwriting ratios (1):
Loss ratio
75.8
%
59.2
%
16.6
%
67.5
%
60.0
%
7.5
%
Acquisition cost ratio
24.2
%
37.0
%
(12.8
)%
32.6
%
36.8
%
(4.2
)%
Composite ratio
100.0
%
96.2
%
3.8
%
100.1
%
96.8
%
3.3
%
General and administrative expense ratio
2.8
%
5.5
%
(2.7
)%
4.0
%
6.8
%
(2.8
)%
Combined ratio
102.8
%
101.7
%
1.1
%
104.1
%
103.6
%
0.5
%
(1)
Underwriting ratios are calculated by dividing the related expense by net premiums earned.
Gross Premiums Written
Despite challenging market conditions, we have grown our underwriting portfolio due to the strength of our relationships with reinsurance brokers and reinsurance buyers and our ability to offer customized solutions, particularly in the area of adverse development covers. Additionally, we have seen new opportunities as a result of our expansion in the U.S. through the formation of Third Point Re USA earlier this year.
We write a small number of large contracts so individual renewals or new business can have a significant impact on premiums recognized in a period. In addition, our reinsurance contracts are subject to significant judgment in the amount of premiums that we expect to recognize. Changes in premium estimates are recorded in the period they are determined. We also offer customized solutions to our clients, including adverse development covers, on which we will not have a regular renewal opportunity. Furthermore, we record gross premiums written and earned for adverse development covers, which are considered retroactive reinsurance contracts, at the inception of the contract. As a result of these factors, we may experience volatility in the amount of gross premiums written and net premiums earned and period to period comparisons may not be meaningful. The results of our Property and Casualty Reinsurance segment now includes the results of Third Point Re USA, which may further impact comparability of results.

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The following table provides a breakdown of our property and casualty reinsurance segment’s gross premiums written by line of business for the three and nine months ended September 30, 2015 and 2014 :
Three months ended
Nine months ended
September 30, 2015
September 30, 2014
September 30, 2015
September 30, 2014
($ in thousands)
($ in thousands)
Property
$
21,863

10.6
%
$
(2,810
)
(2.2
)%
$
70,854

11.7
%
$
78,577

22.6
%
Casualty
161,980

78.8
%
128,469

102.8
%
320,990

53.2
%
244,235

70.3
%
Specialty
21,886

10.6
%
(728
)
(0.6
)%
211,459

35.1
%
24,683

7.1
%
$
205,729

100.0
%
$
124,931

100.0
%
$
603,303

100.0
%
$
347,495

100.0
%
The increase in gross premiums written of $80.8 million , or 64.7% for the three months ended September 30, 2015 compared to the three months ended September 30, 2014 was driven by:
Factors resulting in increases:
We wrote $143.4 million of new business for the three months ended September 30, 2015 , consisting of $120.2 million of new casualty business and $23.2 million of new property business. The new business written was primarily due to one new adverse development cover of $91.6 million and $51.8 million of new business written by Third Point Re USA, where we have seen new opportunities as a result of our U.S. presence.
We recognized $18.1 million of premiums in the three months ended September 30, 2015 that did not have comparable premiums in the prior year period primarily due to one contract that was canceled and re-written.
Changes in renewal premiums during the three months ended September 30, 2015 resulted in a net increase in premiums of $15.5 million primarily due to changes in participations and underlying premium volume on contracts that renewed in the quarter. Premiums can change on renewals of contracts because of a number of factors, including: changes in our line size or participation, changes in the underlying premium volume and pricing trends of the client’s program as well as other contractual terms and conditions.
Factors resulting in decreases:
In the three months ended September 30, 2014, we recognized $93.6 million of premiums that did not have comparable premiums in the current year period primarily due to one contract that was canceled and re-written and one contract that was written on a multi-year basis in the prior year period.
Decreases in premium estimates relating to prior years’ contracts were $11.4 million and $8.8 million for the three months ended September 30, 2015 and 2014, respectively. The decreases in premium estimates for the three months ended September 30, 2015 were primarily due to one client that reported writing significantly less business than initially expected.
The increase in gross premiums written of $255.8 million , or 73.6% for the nine months ended September 30, 2015 compared to the nine months ended September 30, 2014 was driven by:
Factors resulting in increases:
We wrote $216.5 million of new business for the nine months ended September 30, 2015 , consisting of $166.3 million of new casualty business, $26.7 million of new property business and $23.5 million of new specialty business. A total of $101.5 million of our new business in the nine months ended September 30, 2015 was written by Third Point Re USA. The remaining new business written by Third Point Re was primarily due to one new adverse development cover.
We recognized $135.5 million of premiums in the nine months ended September 30, 2015 that did not have comparable premiums in the prior year period, partially offset by one contract that was partially commuted in the current year period.

64



Changes in premium estimates relating to prior years’ contracts were $41.8 million and $(5.9) million for the nine months ended September 30, 2015 and 2014 , respectively. The changes in premium estimates for the nine months ended September 30, 2015 were due to several contracts where clients reported writing more business than initially expected and one contract that was canceled on a runoff basis resulting in additional estimated premium.
Changes in renewal premiums during the nine months ended September 30, 2015 resulted in a net increase in premium of $10.2 million primarily due to changes in participations and underlying premium volume on contracts that renewed in the period. Premiums can change on renewals of contracts for a number of factors, including: changes in our line size or participation, changes in the underlying premium volume and pricing trends of the client’s program as well as other contractual terms and conditions.
Factors resulting in decreases:
We recognized $98.7 million of premiums in the nine months ended September 30, 2014 that did not have comparable premiums in the current year period primarily due to one contract that was canceled and re-written and one contract that was written on a multi-year basis in the prior year period.
We recognized $55.4 million of premium in the nine months ended September 30, 2014 related to contracts that we made a decision not to renew in 2015 due to changes in pricing and/or terms and conditions.
Net Premiums Earned
The three and nine months ended September 30, 2015 reflects net premiums earned on a larger in-force underwriting portfolio, including new business written, compared to the three and nine months ended September 30, 2014 . In addition, net premiums earned for the three and nine months ended September 30, 2015 includes $91.6 million and $108.1 million , respectively, related to retroactive exposures in reinsurance contracts. There was an insignificant amount of retroactive premium in the comparable 2014 periods.
Net Loss and Loss Adjustment Expenses
The reinsurance contracts we write have a wide range of initial loss ratio estimates. As a result, our net loss and loss expense ratio can vary significantly from period to period depending on the mix of business. For example, property quota share contracts have a lower initial loss ratio compared to other casualty and specialty lines of business. In general, our contracts have similar expected composite ratios (combined ratio before general and administrative expenses); therefore, contracts with higher initial loss ratio estimates have lower acquisition cost ratios and contracts with lower initial loss ratios have higher acquisition cost ratios. Retroactive reinsurance contracts have a higher initial loss ratio since the premiums are generally based on the net loss and loss adjustment reserves and include minimal acquisition related and other expenses. In addition, we record the gross premiums written and earned and the net losses as incurred for retroactive exposures in reinsurance contracts at the inception of the contract, which can also impact the mix of premium written by line of business and amount of premiums earned in a particular period.
For the three months ended September 30, 2015 and 2014 , we recorded $ 1.8 million, or 0.9 percentage points, and $0.2 million, or 0.2 percentage points, of net favorable prior years’ reserve development, respectively.
The net $1.8 million of favorable prior years’ reserve development for the three months ended September 30, 2015 was accompanied by net increases of $3.2 million in acquisition costs, resulting in a net increase of $1.4 million in net underwriting loss, or 0.7 percentage points. The net increase in net underwriting loss was a result of having favorable loss reserve development on certain contracts that was either fully or partially offset by increases in sliding scale or profit commissions whereas certain other contracts with adverse loss development did not have offsetting decreases in acquisition costs to the same degree. The adverse development for the three months ended September 30, 2015 was primarily a result of deterioration in attritional loss experience on certain workers’ compensation and auto contracts that did not result in offsetting changes in acquisition costs.
The favorable prior years’ reserve development for the three months ended September 30, 2014 related primarily to favorable loss experience on certain property and auto contracts.

65



For the nine months ended September 30, 2015 , we incurred $3.1 million, or 0.7 percentage points, of net loss expense as a result of windstorms and other weather activity that took place in the state of Texas in the second quarter of 2015.
For the nine months ended September 30, 2015 , we recorded $8.8 million , or 1.9 percentage points, of net favorable prior years’ reserve development compared to $0.9 million, or 0.4 percentage points, of net adverse prior years’ reserve development for the nine months ended September 30, 2014 .
The net $8.8 million of favorable prior years’ reserve development for the nine months ended September 30, 2015 was accompanied by net increases of $13.3 million in acquisition costs, resulting in a net increase of $4.5 million in net underwriting loss, or 1.0 percentage point. The $4.5 million net increase in net underwriting loss was a result of having favorable loss reserve development on certain contracts that was either fully or partially offset by increases in sliding scale or profit commissions whereas certain other contracts with adverse loss development did not have offsetting decreases in acquisition costs to the same degree resulting in the net favorable development being more than offset by acquisition costs in the current period. The adverse development for the nine months ended September 30, 2015 was primarily a result of deterioration in attritional loss experience on certain workers’ compensation, auto and property contracts that did not result in offsetting changes in acquisition costs.
The $0.9 million of net adverse loss development for the nine months ended September 30, 2014 primarily related to one crop contract.
Net Investment Income (Loss)
Net investment income (loss) allocated to the Property and Casualty Reinsurance segment consists of net investment income on float. The decrease in net investment income (loss) on float for the three and nine months ended September 30, 2015 compared to the three and nine months ended September 30, 2014 was primarily due to lower investment returns compared to the prior year periods and an increase in the total amount of float generated by our reinsurance operations. See the discussion of net investment income (loss) under “Corporate Function” below for explanations of the investment returns on investments managed by Third Point LLC and total net investment income (loss) for the periods presented.
General and Administrative Expenses
The increase in general and administrative expenses for the three and nine months ended September 30, 2015 compared to the three and nine months ended September 30, 2014 was primarily due to increased headcount and related employee costs, increased share compensation expense, and increased credit facility fees due to higher usage of our letter of credit facilities. Although general and administrative expenses increased compared to the prior year period, the general and administrative expense ratio decreased due to proportionately higher net premiums earned during the current year period.
Other Expenses
The decrease in other expenses for the three and nine months ended September 30, 2015 compared to the three and nine months ended September 30, 2014 was primarily due to decreases in fair values of embedded derivatives related to our deposit liability contracts as a result of lower investment returns. This decrease in the fair values of embedded derivatives was partially offset by an increased number of reinsurance contracts written in 2014 and 2015 that have fixed interest crediting features.
Catastrophe Risk Management
In December 2014, we announced that we would no longer accept investments in the Catastrophe Fund, that no new business would be written in the Catastrophe Reinsurer and that we would be redeeming all existing investments in the Catastrophe Fund.
As of September 30, 2015 , the Catastrophe Fund had a net asset value of $0.7 million ( December 31, 2014 - $119.7 million ), and our investment in the Catastrophe Fund was $0.4 million ( December 31, 2014 - $59.5 million ). There are no additional guarantees by us and no recourse to us beyond this investment. During the nine months ended September 30, 2015 , the Catastrophe Fund distributed $118.7 million (Third Point Re’s share - $59.0 million ) resulting

66



in a distribution from non-controlling interests for the Catastrophe Fund of $59.7 million for the nine months ended September 30, 2015 .
Corporate Function
The following table sets forth net income (loss) and the period over period change for the Corporate Function for the three and nine months ended September 30, 2015 and 2014 :
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
Increase (decrease)
September 30,
2015
September 30,
2014
Increase (decrease)
($ in thousands)
Net investment income (loss) on capital
$
(141,169
)
$
807

$
(141,976
)
$
(66,073
)
$
77,670

$
(143,743
)
General and administrative expenses
(3,918
)
(3,920
)
(2
)
(16,653
)
(10,518
)
6,135

Interest expense
(2,074
)

2,074

(5,162
)

5,162

Foreign exchange gains
746


746

800


800

Income tax (expense) benefit
7,781

(1,542
)
9,323

5,768

(3,917
)
9,685

Segment (income) loss attributable to non-controlling interests
1,581

(92
)
1,673

507

(1,586
)
2,093

Segment income (loss)
$
(137,053
)
$
(4,747
)
$
(132,306
)
$
(80,813
)
$
61,649

$
(142,462
)
Investment Results
The primary driver of our net investment income (loss) is the returns generated by our investment portfolio managed by our investment manager, Third Point LLC. The following is a summary of the net investment return on investments managed by Third Point LLC by investment strategy for the three and nine months ended September 30, 2015 and 2014 :
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015
September 30,
2014
Long/short equities
(8.2
)%
0.3
%
(8.9
)%
2.0
%
Asset-backed securities
0.4
%
0.5
%
5.8
%
2.8
%
Corporate and sovereign credit (1)
(1.0
)%
(0.8
)%
(1.5
)%
1.1
%
Macro and other
0.1
%
%
0.3
%
(0.4
)%
(8.7
)%
(0.04
)%
(4.3
)%
5.5
%
S&P 500
(6.4
)%
1.1
%
(5.3
)%
8.3
%
(1) Effective January 1, 2015, we modified the presentation of our net investment return by investment strategy to include sovereign credit into the corporate and sovereign credit strategy from the macro and other strategy.  We believe this classification better represents our portfolio.  We have reclassified the 2014 returns in the table above to correspond to the current year’s presentation.
The net investment results for the three and nine months ended September 30, 2015 were attributable to losses in our long equity portfolio, which was partially offset by strong performance in equity shorts, structured credit and sovereign credit. During the third quarter, the equity portfolio posted negative returns in most sectors amidst a broader market decline. Specifically, several large positions in the healthcare sector detracted meaningfully. Many long investments suffered losses while the short portfolio generated positive returns. While overall net exposure reduced by approximately 33% during the quarter, our investment manager, Third Point LLC, maintained high conviction in the portfolio’s largest positions, adding to several of them on market weakness. Within credit, a large sovereign debt position added to returns for the quarter.  However, the credit portfolio was down for the period due to losses in the corporate credit book. The structured credit portfolio was the strongest contributor to performance during the period, largely driven by gains in resecuritized real estate mortgage investment conduits (Re-Remics). Refer to “ ITEM 3. Quantitative and Qualitative Disclosures about Market Risks ” for a list of risks and factors that could adversely impact our investments results.

67



All of our assets managed by Third Point LLC are held in separate accounts and managed under two investment management agreements whereby Third Point Advisors LLC, an affiliate of Third Point LLC, has a non-controlling interest in the assets held in the separate accounts. The value of the non-controlling interest is equal to the amounts invested by Third Point Advisors LLC, plus performance fees paid earned by Third Point Advisors LLC and investment gains and losses thereon.
Our investment manager, Third Point LLC, manages several funds and may manage other client accounts besides ours, some of which have, or may have, objectives and investment portfolio compositions similar to ours. Because of the similarity or potential similarity of our investment portfolio to these others, and because, as a matter of ordinary course, Third Point LLC provides its clients, including us, and investors in its main hedge funds with results of their respective investment portfolios following the last day of each month, those other clients or investors indirectly may have material nonpublic information regarding our investment portfolio. To address this, and to comply with Regulation FD, we will continue to post on our website under the heading Investment Portfolio Returns located in the Investors section of the website, following the close of trading on the New York Stock Exchange on the last business day of each month, our preliminary monthly investment results for that month, with additional information regarding our monthly investment results to be posted following the close of trading on the New York Stock Exchange on the first business day of the following month.
General and Administrative Expenses
General and administrative expenses allocated to our corporate function include allocations of payroll and related costs for certain executives and non-underwriting staff that spend a portion of their time on corporate activities. We also allocate a portion of overhead and other related costs based on a related headcount analysis. The increase for the nine months ended September 30, 2015 compared to the prior year period was primarily due to separation costs, increased share compensation expense and increased legal and other professional advisor expenses.
Interest Expense
In February 2015, TPRUSA issued $115.0 million of senior notes bearing 7.0% interest. As a result, our consolidated results of operations include interest expense of $2.1 million and $5.2 million for the three and nine months ended September 30, 2015 , respectively, compared to $nil for both the three and nine months ended September 30, 2014 .
Income Taxes
The income tax expense or benefit is primarily driven by the taxable income or loss generated by our U.S.-based subsidiaries as well as withholding taxes and uncertain tax provisions on our investment portfolio and to a lesser extent, taxes paid in relation to our U.K. based subsidiaries.
Our effective tax rate is primarily driven by the portion of taxable income or loss generated by our U.S.-based subsidiaries relative to the income or loss generated by our Bermuda-based operations, which are not subject to corporate income tax.  Premiums earned by our U.S. and Bermuda-based subsidiaries generally do not bear a proportionate relationship to their respective pre-tax income for a variety of reasons, including the significant impact on pre-tax income of the different mixes of business underwritten by the particular subsidiary, the presence or absence of underwriting income or loss attributable to such business, and the investment results experienced by the particular subsidiary.
For the three and nine months ended September 30, 2015 and 2014 , we recorded income tax expense (benefit), as follows:
Three months ended
Nine months ended
September 30,
2015
September 30,
2014
September 30,
2015
September 30,
2014
($ in thousands)
Income tax expense (benefit) - U.S. subsidiaries (1)
$
(9,209
)
$

$
(8,521
)
$

Income tax expense - U.K. subsidiaries
3

3

9

21

Uncertain tax positions
35

300

(615
)
1,700

Withholding taxes on certain investment transactions
1,390

1,239

3,359

2,196

$
(7,781
)
$
1,542

$
(5,768
)
$
3,917

(1) We have accrued $8.5 million of net deferred tax assets as of September 30, 2015 , which is included in other assets in the condensed consolidated balance sheets. As of September 30, 2015 , the net deferred tax asset was primarily the result of investment losses in our U.S. subsidiaries. We believe that it is more likely than not that the tax benefit will be realized.
During the first quarter of 2015, we completed the capitalization of our U.S. entities and commenced U.S. underwriting operations.  Third Point Re USA made an election under Section 953(d) of the U.S. Internal Revenue Code of 1986, as

68



amended, to be taxed as a U.S. entity. As a result, we will be subject to U.S. income tax on income generated by Third Point Re USA and TPRUSA.
During the nine months ended September 30, 2015 , we recorded a decrease in uncertain tax positions primarily related to the settlement of certain positions in foreign securities resulting in lower gains.
Liquidity and Capital Resources
Our investment portfolio is concentrated in tradeable securities and is marked to market each day. Pursuant to our investment guidelines as specified in our two investment management agreements with Third Point LLC, at least 60% of our portfolio must be invested in securities of publicly traded companies and governments of OECD high income countries, asset-backed securities, cash, cash equivalents and gold and other precious metals. We can liquidate all or a portion of our investment portfolio at any time with not less than three days’ notice to pay claims on our reinsurance contracts, and with not less than five days’ notice to pay for expenses, and on not less than 30 days’ notice in order to satisfy a requirement of A.M. Best. Since we do not write excess of loss property catastrophe contracts or other types of reinsurance contracts that are typically subject to sudden, acute, liquidity demands, we believe the liquidity provided by our investment portfolio will be sufficient to satisfy our liquidity requirements.
General
Third Point Reinsurance Ltd. is a holding company and has no substantial operations of its own and has moderate cash needs, most of which are related to the payment of corporate expenses. Its assets consist primarily of its investments in subsidiaries. Third Point Reinsurance Ltd.’s ability to pay dividends or return capital to shareholders will depend upon the availability of dividends or other statutorily permissible distributions from those subsidiaries.
We and our Bermuda subsidiaries are subject to Bermuda regulatory constraints that affect our ability to pay dividends. Under the Companies Act, as amended, a Bermuda company may declare or pay a dividend out of distributable reserves only if it has reasonable grounds for believing that it is, or would after the payment, be able to pay its liabilities as they become due and if the realizable value of its assets would thereby not be less than its liabilities. Under the Insurance Act, Third Point Re and Third Point Re USA, as Class 4 insurers, are prohibited from declaring or paying a dividend if they are in breach of their respective minimum solvency margin (“MSM”), enhanced capital ratio (“ECR”) or minimum liquidity ratio or if the declaration or payment of such dividend would cause such a breach. Where either Third Point Re or Third Point Re USA, as Class 4 insurers, fails to meet its MSM or minimum liquidity ratio on the last day of any financial year, it is prohibited from declaring or paying any dividends during the next financial year without the approval of the Bermuda Monetary Authority (“BMA”).
In addition, each of Third Point Re and Third Point Re USA, as Class 4 insurers, is prohibited from declaring or paying in any financial year dividends of more than 25% of its respective total statutory capital and surplus (as shown on its previous financial year’s statutory balance sheet) unless it files (at least seven days before payment of such dividend) with the BMA an affidavit signed by at least two directors (one of whom must be a Bermuda resident director if any of the insurer’s directors are resident in Bermuda) and the principal representative stating that it will continue to meet its solvency margin and minimum liquidity ratio.
As of September 30, 2015 , Third Point Re could pay dividends to Third Point Reinsurance Ltd. of approximately $166.0 million (December 31, 2014 - $326.1 million). Third Point Re USA is also restricted by the amount of capital and surplus that is available for the payment of dividends and must maintain a minimum surplus of $250.0 million as per the Net Worth Maintenance Agreement. As a result, Third Point Re USA could pay dividends ultimately to Third Point Reinsurance Ltd. of approximately $5.5 million as of September 30, 2015. On February 26, 2015, Third Point Re declared and paid a dividend of $158.0 million to Third Point Reinsurance Ltd. These funds were ultimately used, together with the net proceeds from the issuance of the Notes, to capitalize Third Point Re USA.
Liquidity and Cash Flows
Historically, our sources of funds have primarily consisted of premiums written, reinsurance recoveries, investment income and proceeds from sales and redemptions of investments. Cash is used primarily to pay loss and loss adjustment expenses, reinsurance premiums, acquisition costs and general and administrative expenses and to purchase investments.
Cash flows from operations may differ substantially from net income and may be volatile from period to period depending on the underwriting opportunities available to us and other factors. Due to the nature of our underwriting portfolio, claim payments can be unpredictable and may need to be made within relatively short periods of time. Claim payments can also be required several months or years after premiums are collected.

69



Operating, investing and financing cash flows for the nine months ended September 30, 2015 and 2014 were as follows:
2015
2014
($ in thousands)
Net cash provided by operating activities
$
191,521

$
55,678

Net cash used in investing activities
(250,415
)
(16,141
)
Net cash provided by (used in) financing activities
40,979

(38,469
)
Net increase (decrease) in cash and cash equivalents
(17,915
)
1,068

Cash and cash equivalents at beginning of period
28,734

31,625

Cash and cash equivalents at end of period
$
10,819

$
32,693

Cash flows from operating activities generally represent net premiums collected less loss and loss adjustment expenses, acquisition costs and general and administrative expenses paid. As our underwriting activities have continued to increase we have generated increasing cash flows from operating activities as the collection of premiums has exceeded the payment of loss and loss adjustment expenses and general and administrative expenses. Excess cash generated from our operating activities is then invested by Third Point LLC, which is reflected in the cash used in investing activities.

For the nine months ended September 30, 2015 and 2014 , we contributed $236.0 million and $65.0 million, respectively, to our separate accounts managed by Third Point LLC from float generated from our reinsurance operations. These amounts do not necessarily correspond to the net cash provided by operating activities as presented in the condensed consolidated statements of cash flows prepared in accordance with U.S. GAAP.
Cash flows used in investment activities primarily reflects investment activities related to our separate accounts managed by Third Point LLC. Cash flows used in investing activities for the nine months ended September 30, 2015 reflects the investment of the net proceeds from our issuance of Notes as part of the initial capitalization of Third Point Re USA and float generated from our reinsurance operations.
In February 2015, we completed a public offering of senior notes issued by TPRUSA and guaranteed by Third Point Reinsurance Ltd. pursuant to a registration statement on Form S-3, from which we received net proceeds of approximately $113.2 million , after deducting underwriting discounts and other offering costs. We used the net proceeds to TPRUSA, together with a capital contribution received indirectly from Third Point Re, to fund an aggregate contribution of $267.0 million for the initial capitalization of Third Point Re USA.
The cash flows from financing activities for the nine months ended September 30, 2015 consisted primarily of the proceeds from issuance of Notes, partially offset by distributions of non-controlling interests from the investment affiliate and Catastrophe Fund. The cash flows from financing activities for the nine months ended September 30, 2014 consisted primarily of distributions of non-controlling interests from the investment affiliate.
For the period from inception until September 30, 2015 , we have had sufficient cash flow from proceeds of our initial capitalization and IPO, the issuance of Notes in February 2015 and from our operations to meet our liquidity requirements. We expect that projected operating and capital expenditure requirements and debt service requirements for at least the next twelve months will be met by our balance of cash, cash flows generated from operating activities and investment income. We may incur additional indebtedness in the future if we determine that it would be an efficient part of our capital structure.
In addition, we expect that our existing cash and cash flow from operations will provide us with the financial flexibility to execute our strategic objectives. Our ability to generate cash, however, is subject to our performance, general economic conditions, industry trends and other factors. To the extent existing cash and cash equivalents, investment returns and operating cash flow are insufficient to fund our future activities and requirements, we may need to raise additional funds through public or private equity or debt financing. If we issue equity securities in order to raise additional funds, substantial dilution to existing shareholders may occur. If we raise cash through the issuance of additional indebtedness, we may be subject to additional contractual restrictions on our business. There is no assurance that we would be able to raise the additional funds on favorable terms or at all. There are regulatory and contractual restrictions on the ability

70



of our reinsurance subsidiaries to pay dividends to their respective parent companies, including for purposes of servicing TPRUSA’s debt obligations.
We do not believe that inflation has had a material effect on our consolidated results of operations to date. The effects of inflation are considered implicitly in pricing our reinsurance contracts. Loss reserves are established to recognize likely loss settlements at the date payment is made. Those reserves inherently recognize the effects of inflation. However, the actual effects of inflation on our results cannot be accurately known until claims are ultimately resolved.
Cash and Restricted Cash and Cash Equivalents
Cash and cash equivalents consist of cash held in banks and other short-term, highly liquid investments with original maturity dates of ninety days or less.
Restricted cash and cash equivalents consist of trust accounts securing obligations under certain reinsurance contracts and cash held with banks securing letters of credit issued under credit facilities. Restricted cash and cash equivalents increased by $187.1 million , or 44.8% , to $604.4 million as of September 30, 2015 from $417.3 million as of December 31, 2014 . The increase in restricted cash was primarily due to reinsurance contracts written in the nine months ended September 30, 2015 where our obligations are secured by trust accounts. We do not expect the increase in restricted cash to affect our liquidity position and restricted cash can fluctuate period-to-period.
Letter of Credit Facilities
As of September 30, 2015 , we had entered into the following letter of credit facilities:
Facility
Utilized
Collateral
Renewal Date
September 30, 2015
($ in thousands)
BNP Paribas
$
50,000

$
9,073

$
9,073

April 2, 2016
Citibank
250,000

186,873

186,873

January 23, 2016
J.P. Morgan
50,000

37,551

37,926

August 22, 2016
Lloyds Bank
150,000

26,316

26,316

December 31, 2016 and 2018
$
500,000

$
259,813

$
260,188

As of September 30, 2015 , $259.8 million ( December 31, 2014 - $218.5 million ) of letters of credit, representing 52.0% of the total available facilities, had been drawn upon ( December 31, 2014 - 54.6% (based on total available facilities of $400.0 million)).
Under the facilities, we provide collateral that may consist of equity securities, repurchase agreements, restricted cash, and cash and cash equivalents. As of September 30, 2015 , total cash and cash equivalents with a fair value of $260.2 million ( December 31, 2014 - $219.0 million ) was pledged as security against the letters of credit issued. These amounts are included in restricted cash and cash equivalents in the condensed consolidated balance sheets. Each of the facilities contain customary events of default and restrictive covenants, including but not limited to, limitations on liens on collateral, transactions with affiliates, mergers and sales of assets, as well as solvency and maintenance of certain minimum pledged equity requirements, A.M. Best Company rating of “A-“ or higher. Each restricts issuance of any debt without the consent of the letter of credit provider. Additionally, if an event of default exists, as defined in the letter of credit facilities, we will be prohibited from paying dividends. We were in compliance with all of the covenants as of September 30, 2015 .
Financial Condition
Shareholders’ equity
As of September 30, 2015 , total shareholders’ equity was $1,351.2 million , compared to $1,552.0 million as of December 31, 2014 . The decrease was primarily due to a net loss of $129.6 million and net distributions of non-controlling interests of $83.6 million , partially offset by issuance of common shares and share compensation expense

71



totaling $12.8 million in the current year period. The net distributions of non-controlling interests included $ 24.1 million related to our investment in our joint ventures. In addition, the Catastrophe Fund distributed $118.7 million (Third Point Re’s share - $59.0 million ) of capital resulting in a distribution of non-controlling interests for the Catastrophe Fund of $59.7 million for the nine months ended September 30, 2015 .
Investments
As of September 30, 2015 , total cash and net investments managed by Third Point LLC was $2,092.6 million , compared to $1,802.2 million as of December 31, 2014 . The increase was primarily due to the proceeds from our debt issuance and float of $236.0 million generated by our reinsurance operations, partially offset by our net investment loss for the nine months ended September 30, 2015 .
Contractual Obligations
On February 13, 2015, TPRUSA issued Notes in the aggregate principal amount of $115.0 million. The Notes bear interest at 7.0% and interest is payable semi-annually on February 13 and August 13 of each year. The Notes are fully and unconditionally guaranteed by Third Point Reinsurance Ltd., and, in certain circumstances specified in the indenture governing the Notes, certain existing or future subsidiaries of the Company may be required to guarantee the Notes, as described in the indenture governing the Notes.
The indenture governing the Notes contains customary events of default, and limits our ability to merge or consolidate or to transfer or sell all or substantially all of our assets and TPRUSA’s ability to create liens on the voting securities or profit participating equity interests of Third Point Re USA, its wholly-owned insurance subsidiary. In certain circumstances specified in the indenture governing the Notes, certain of our existing or future subsidiaries may be required to guarantee the Notes. Interest on the Notes is subject to adjustment from time to time in the event of a downgrade or subsequent upgrade of the rating assigned to the Notes or in connection with certain changes in the ratio of consolidated total long-term indebtedness to capitalization (each as defined in the indenture governing the Notes). As of September 30, 2015 , we were in compliance with all of the covenants under the indenture governing the Notes, and, during the nine months then ended, no event requiring an increase in the interest rate applicable to the Notes occurred.
There have been no other material changes to our contractual obligations from our most recent Annual Report on Form 10-K, as filed with the SEC.
Off-Balance Sheet Commitments and Arrangements
We have no obligations, assets or liabilities, other than those derivatives in our investment portfolio and disclosed in our notes to condensed consolidated financial statements, which would be considered off-balance sheet arrangements. We do not participate in transactions that create relationships with unconsolidated entities or financial partnerships, often referred to as variable interest entities, which would have been established for the purpose of facilitating off-balance sheet arrangements.
As of September 30, 2015 , we had an unfunded capital commitment of $ 3.5 million related to our investment in the Hellenic Fund (see Note 17 to our condensed consolidated financial statements for additional information).
ITEM 3. Quantitative and Qualitative Disclosures About Market Risk
We believe we are principally exposed to the following types of market risk:
equity price risk;
foreign currency risk;
interest rate risk;
commodity price risk;
credit risk;
liquidity risk; and
political risk.

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Equity Price Risk
Our investment manager, Third Point LLC, continually tracks the performance and exposures of our investment portfolio, each strategy and sector, and selective individual securities. A particular focus is placed on “beta” exposure, which is the portion of the portfolio that is directly correlated to risks and movements of the equity market as a whole (usually represented by the S&P 500 index) as opposed to idiosyncratic risks and factors associated with a specific position. Further, the performance of our investment portfolio has historically been compared to several market indices, including the S&P 500, CS/Tremont Event Driven Index, HFRI Event Driven Index, and others.
As of September 30, 2015 , our investment portfolio included long and short equity securities, along with certain equity-based derivative instruments, the carrying values of which are primarily based on quoted market prices. Generally, market prices of common equity securities are subject to fluctuation, which could cause the amount to be realized upon the closing of the position to differ significantly from their current reported value. This risk is partly mitigated by the presence of both long and short equity securities in our investment portfolio. As of September 30, 2015 , a 10% decline in the value of all equity and equity-linked derivatives would result in a loss of $110.0 million, or 5.3% in the fair value of our total net investments managed by Third Point LLC.
Computations of the prospective effects of hypothetical equity price changes are based on numerous assumptions, including the maintenance of the existing level and composition of investment securities and should not be relied on as indicative of future results.
Foreign Currency Risk
Reinsurance Contracts
We have foreign currency exposure related to non-U.S. dollar denominated reinsurance contracts. Of our gross premiums written from inception, $201.8 million, or 11.6%, were written in currencies other than the U.S. dollar. For these contracts, non-U.S. dollar assets generally offset liabilities in the same non-U.S. dollar currencies resulting in minimal net exposure. As of September 30, 2015 , loss and loss adjustment expense reserves included $95.1 million (December 31, 2014 - $6.1 million) in foreign currencies.
Investments
Third Point LLC continually measures foreign currency exposures in the investment portfolio and compares current exposures to historical movement within the relevant currencies. Within the typical course of business, Third Point LLC may decide to hedge foreign currency risk within our investment portfolio by using short-term forward contracts; however, from time to time Third Point LLC may determine not to hedge based on its views of the likely movements of the underlying currency.
We are exposed to foreign currency risk through cash, forwards, options and investments in securities denominated in foreign currencies. Foreign currency exchange rate risk is the potential for adverse changes in the U.S. dollar value of investments (long and short) and foreign currency derivative instruments, which we employ from both a speculative and risk management perspective, due to a change in the exchange rate of the foreign currency in which cash and financial instruments are denominated. As of September 30, 2015 , our total net short exposure to foreign denominated securities represented 3.4% ( December 31, 2014 - 3.4%) of our investment portfolio including cash and cash equivalents, of $72.8 million ( December 31, 2014 - $61.0 million).

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The following tables summarize the net impact that a 10% increase and decrease in the value of the U.S. dollar against select foreign currencies would have had on the value of our investment portfolio as of September 30, 2015 and December 31, 2014 :
10% increase in U.S. dollar
10% decrease in U.S. dollar
September 30, 2015
Change in fair value
Change in fair value as % of investment portfolio
Change in fair value
Change in fair value as % of investment portfolio
($ in thousands)
Euro
$
(118
)
(0.01
)%
$
118

0.01
%
Japanese Yen
156

0.01
%
(156
)
(0.01
)%
British Pound
(430
)
(0.02
)%
430

0.02
%
Other
7,766

0.37
%
(7,766
)
(0.37
)%
Total
$
7,374

0.35
%
$
(7,374
)
(0.35
)%
10% increase in U.S. dollar
10% decrease in U.S. dollar
December 31, 2014
Change in fair value
Change in fair value as % of investment portfolio
Change in fair value
Change in fair value as % of investment portfolio
($ in thousands)
Euro
$
2,418

0.13
%
$
(2,418
)
(0.13
)%
Japanese Yen
322

0.02
%
(322
)
(0.02
)%
British Pound
25

%
(25
)
%
Other
3,335

0.18
%
(3,335
)
(0.18
)%
Total
$
6,100

0.33
%
$
(6,100
)
(0.33
)%
Interest Rate Risk
Our investment portfolio includes interest rate sensitive securities, such as corporate and sovereign debt instruments, asset-backed securities (“ABS”), and interest rate options. One key market risk exposure for any debt instrument is interest rate risk. As interest rates rise, the fair value of our long fixed-income portfolio falls, and the opposite is also true as interest rates fall. Additionally, some of our corporate and sovereign debt instruments, ABS and derivative investments may also be credit sensitive and their value may indirectly fluctuate with changes in interest rates.
The effects of interest rate movement have historically not had a material impact on the performance of our investment portfolio as managed by Third Point LLC. However, our investment manager monitors the potential effects of interest rate shifts by performing stress tests against the portfolio composition using a proprietary in-house risk system.
The following table summarizes the impact that a 100 basis point increase or decrease in interest rates would have on the value of our investment portfolio as of September 30, 2015 and December 31, 2014 :
100 basis point increase in interest rates
100 basis point decrease in interest rates
September 30, 2015
Change in fair value
Change in fair value as % of investment portfolio
Change in fair value
Change in fair value as % of investment portfolio
($ in thousands)
Corporate and Sovereign Debt Instruments
$
322

%
$
769

%
Asset Backed Securities (1)
(13,882
)
(0.7
)%
15,181

0.7
%
Net exposure to interest rate risk
$
(13,560
)
(0.7
)%
$
15,950

0.7
%

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100 basis point increase in interest rates
100 basis point decrease in interest rates
December 31, 2014
Change in fair value
Change in fair value as % of investment portfolio
Change in fair value
Change in fair value as % of investment portfolio
($ in thousands)
Corporate and Sovereign Debt Instruments
$
(10,486
)
(0.6
)%
$
11,836

0.6
%
Asset Backed Securities (1)
(10,521
)
(0.6
)%
12,485

0.7
%
Net exposure to interest rate risk
$
(21,007
)
(1.2
)%
$
24,321

1.3
%
(1)
Includes instruments for which durations are available on September 30, 2015 and December 31, 2014 . Includes a convexity adjustment if convexity is available. Not included are mortgage hedges which would reduce the impact of interest rate changes.
For the purposes of the above tables, the hypothetical impact of changes in interest rates on debt instruments, ABS, and interest rate options was determined based on the interest rates and credit spreads applicable to each instrument individually. We and our investment manager periodically monitor our net exposure to interest rate risk and generally do not expect changes in interest rates to have a materially adverse impact on our operations.
Commodity Price Risk
In managing our investment portfolio, Third Point LLC periodically monitors and actively trades to take advantage of, and/or seeks to minimize any losses from, fluctuations in commodity prices. As our investment manager, Third Point LLC may choose to opportunistically make a long or short investment in a commodity or in a security directly impacted by the price of a commodity as a response to market developments. From time to time, we invest in commodities or commodities exposures in the form of derivative contracts from both a speculative and risk management perspective. Generally, market prices of commodities are subject to fluctuation.
As of September 30, 2015 , our investment portfolio included de minimis exposure to changes in commodity prices through ownership of physical commodities and commodity-linked securities.
We and our investment manager periodically monitor our exposure to commodity price fluctuations and generally do not expect changes in commodity prices to have a materially adverse impact on our operations.
Credit Risk
Reinsurance Contracts
We are exposed to credit risk from our clients relating to balances receivable under our reinsurance contracts, including premiums receivable, and the possibility that counterparties may default on their obligations to us. The risk of counterparty default is partially mitigated by the fact that any amount owed to us from a reinsurance counterparty would be netted against any losses we would pay in the future. We monitor the collectability of these balances on a regular basis.
We also have credit risk exposure in several reinsurance contracts with companies that write credit risk insurance. We have written $93.7 million of credit and financial lines premium since inception, which consists primarily of exposure to mortgage insurance credit risks.
Investments
We are also exposed to credit risk through our investment activities related to our separate accounts managed by Third Point LLC. Third Point LLC typically performs intensive fundamental analysis on the broader markets, credit spreads, security-specific information, and the underlying issuers of debt securities that are contained in our investment portfolio.
In addition, the securities, commodities, and cash in our investment portfolio are held with several prime brokers, subjecting us to the related credit risk from the possibility that one or more of them may default on their obligations to us. Our investment manager closely and regularly monitors the concentration of credit risk with each broker and if necessary, transfers cash or securities among brokers to diversify and mitigate our credit risk.

75



As of September 30, 2015 and December 31, 2014 , the largest concentration of our asset-backed securities (“ABS”) holdings were as follows:
September 30, 2015
December 31, 2014
($ in thousands)
Re-REMIC (1)
$
226,047

44.0
%
$
131,568,000

32.9
%
Subprime RMBS
162,738

31.7
%
198,046,000

49.5
%
Collateralized debt obligations
54,358

10.6
%
9,397,000

2.3
%
Other (2)
70,076

13.7
%
61,223,000

15.3
%
$
513,219

100.0
%
$
400,234,000

100.0
%
(1) Mezzanine portions of the re-securitized real estate mortgage investment conduits (“re-REMIC”) structure of ABS.
(2) Other includes: U.S. Alt-A Positions, Commercial Mortgage-backed securities, market place loans, Non-U.S. RMBS and student loans ABS.
As of September 30, 2015 , all of our ABS holdings were private-label issued, non-investment grade securities, and none of these securities were guaranteed by government sponsored entities. As a result of its investment in these types of ABS, our investment portfolio is exposed to the credit risk of underlying borrowers, which may not be able to make timely payments on loans or which may default on their loans. All of these classes of ABS are sensitive to changes in interest rates and any resulting change in the rate at which borrowers sell their properties (in the case of mortgage-backed securities), refinance, or otherwise pre-pay their loans. As an investor in these classes of ABS, we may be exposed to the credit risk of underlying borrowers not being able to make timely payments on loans or the likelihood of borrowers defaulting on their loans. In addition, we may be exposed to significant market and liquidity risks.
Liquidity Risk
Certain of our investments may become illiquid. Disruptions in the credit markets may materially affect the liquidity of certain investments, including ABS which represent 25.0% ( December 31, 2014 - 21.9%) of total cash and investments as of September 30, 2015 . If we require significant amounts of cash on short notice in excess of normal cash requirements, which could include the payment of claims expenses or to satisfy a requirement of A.M. Best, in a period of market illiquidity, the investments may be difficult to sell in a timely manner and may have to be disposed of for less than what may otherwise have been possible under normal conditions. As of September 30, 2015 , we had $1,249.6 million ( December 31, 2014 - $1,163.5 million) of unrestricted, liquid investment assets, defined as unrestricted cash and securities with quoted prices available in active markets/exchanges.
Political Risk
Investments
We are exposed to political risk to the extent our investment manager trades securities that are listed on various U.S. and foreign exchanges and markets. The governments in any of these jurisdictions could impose restrictions, regulations or other measures, which may have a material impact on our investment strategy and underwriting operations.
In managing our investment portfolio, Third Point LLC routinely monitors and assesses relative levels of risks associated with local political and market conditions and focuses its investments primarily in countries in which it believes the rule of law is respected and followed, thereby affording more predictable outcomes of investments in that country.
Reinsurance Contracts
We also have political risk exposure in several reinsurance contracts with companies that write political risk insurance.
Recent Accounting Pronouncements
Refer to Note 2 to our condensed consolidated financial statements for the nine months ended September 30, 2015 included in Item 1 of this Quarterly Report on Form 10-Q for details of recently issued accounting standards.

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ITEM 4. Controls and Procedures
Evaluation of Disclosure Controls and Procedures
Management, with the participation of our Chief Executive Officer and the Chief Financial Officer, evaluated the effectiveness of the design and operation of the Company’s disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934, as amended) as of September 30, 2015 . Based upon this evaluation, our Chief Executive Officer and the Chief Financial Officer have concluded that our disclosure controls and procedures were effective as of September 30, 2015 .
Changes in Internal Control over Financial Reporting
There have been no material changes to our internal control over financial reporting in connection with the evaluation required by Rules 13a-15(d) and 15d-15(d) under the Exchange Act during the most recent fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

PART II - Other Information
ITEM 1. Legal Proceedings
We anticipate that, similar to the rest of the reinsurance industry, we will be subject to litigation and arbitration from time to time in the ordinary course of business.
If we are subject to disputes in the ordinary course of our business we anticipate engaging in discussions with the parties to the applicable contract to seek to resolve the matter. If such discussions are unsuccessful, we anticipate invoking the dispute resolution provisions of the relevant contract, which typically provide for the parties to submit to arbitration or litigation, as applicable, to resolve the dispute.
ITEM 1A. Risk Factors
There have been no material changes to the risk factors previously disclosed in our Form 10-K filed with the Securities and Exchange Commission on February 27, 2015.

ITEM 2. Unregistered Sales of Equity Securities and Use of Proceeds

a) Not applicable
b) Not applicable
c) Not applicable
ITEM 3. Defaults Upon Senior Securities
None.
ITEM 4. Mine Safety Disclosures
Not applicable.
ITEM 5. Other Information
Not applicable.


77



ITEM 6. Exhibits
31.1
Certification of Chief Executive Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
31.2
Certification of Chief Financial Officer pursuant to Exchange Act Rules 13a-14(a) and 15d-14(a), as adopted pursuant to Section 302 of the Sarbanes-Oxley Act of 2002
32.1*
Certification of the Chief Executive Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
32.2*
Certification of the Chief Financial Officer pursuant to 18 U.S.C. Section 1350, as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002
101.INS
XBRL Instance Document
101.SCH
XBRL Taxonomy Extension Schema Document
101.CAL
XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB
XBRL Taxonomy Extension Labels Linkbase Document
101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF
XBRL Taxonomy Extension Definition Linkbase Document
*
This certification accompanies the Form 10-Q to which it relates, is not deemed filed with the Securities and Exchange Commission and is not to be incorporated by reference into any filing of the Registrant under the Securities Act of 1933, as amended, or the Securities Exchange Act of 1934, as amended (whether made before or after the date of the Form 10-Q), irrespective of any general incorporation language contained in such filing.

78



SIGNATURES
Pursuant to the requirements of the Securities and Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
Third Point Reinsurance Ltd.
Date: November 4, 2015
/s/ John R. Berger
John R. Berger
Chairman of the Board and Chief Executive Officer
(Principal Executive Officer)
/s/ Christopher S. Coleman
Christopher S. Coleman
Chief Financial Officer
(Principal Financial Officer and Principal Accounting Officer)


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