8-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 8-K

CURRENT REPORT PURSUANT

TO SECTION 13 OR 15(d) OF THE

SECURITIES EXCHANGE ACT OF 1934

August 4, 2014

Date of report (Date of earliest event reported) 

GREENLIGHT CAPITAL RE, LTD.

(Exact name of registrant as specified in charter)

Cayman Islands (State or other jurisdiction of incorporation)	001-33493 (Commission file number)	N/A (IRS employer identification no.)
65 Market Street, Suite 1207, Jasmine Court, Camana Bay, P.O. Box 31110 Grand Cayman, Cayman Islands (Address of principal executive offices)		KY1-1205 (Zip code)

(345) 943-4573

(Registrant’s telephone number, including area code)

Not Applicable

(Former name or former address, if changed since last report)

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

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

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

o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

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

Item 2.02 Results of Operations and Financial Condition

On August 4, 2014, Greenlight Capital Re, Ltd. (the "Registrant") issued a press release announcing its financial results for the second quarterJune 30, 2014. A copy of the press release is attached hereto as Exhibit 99.1 to this Form 8-K and incorporated herein by reference.

In accordance with general instruction B.2 to Form 8-K, the information set forth in this Item 2.02 (including Exhibit 99.1) shall be deemed “furnished” and not “filed” with the Securities and Exchange Commission for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing. 

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Earnings press release, "GREENLIGHT RE ANNOUNCES SECOND QUARTER 2014 FINANCIAL RESULTS", dated August 4, 2014, issued by the Registrant.

SIGNATURE

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

GREENLIGHT CAPITAL RE, LTD.
(Registrant)
By:	/s/ Tim Courtis
Name:	Tim Courtis
Title:	Chief Financial Officer
Date:	August 4, 2014

EX-99.1

GREENLIGHT RE ANNOUNCES

SECOND QUARTER2014 FINANCIAL RESULTS

GRAND CAYMAN, Cayman Islands - August 4, 2014- Greenlight Capital Re, Ltd. (NASDAQ: GLRE) today announced financial results for the second quarter ended June 30, 2014. Greenlight Re reported net income of $109.6 million for the second quarter of 2014, compared to net income of $28.5 million for the same period in 2013. Fully diluted net income per share for the second quarter of 2014 was $2.89, compared to $0.76 for the same period in 2013.

Fully diluted adjusted book value per share was $30.47 as of June 30, 2014, a 25.9%increase from $24.20 per share as of June 30, 2013.

"We are pleased with the overall performance of the company during the second quarter," said Bart Hedges, Chief Executive Officer of Greenlight Re. "Our written and earned premiums decreased significantly compared to the prior year period. The decrease is mainly attributable to our decision, at the end of 2013, to exit some business that no longer met our return hurdles, as well as reduced shares, in 2014, on renewal transactions with clients that decided to retain more of their business. The competitive market conditions are making it challenging to find new business that meets our return hurdles, but we have a pipeline of attractive opportunities that we hope to underwrite over the intermediate term."

Financial and operating highlights for Greenlight Re for the second quarter ended June 30, 2014 include:

• Gross written premiums of $33.7 million, compared to $135.2 million in the second quarter of 2013; net earned premiums were $87.9 million, a decrease from $133.0 million reported in the prior-year period.

• Underwriting income of $5.6 million, compared to underwriting income of $11.7 million in the second quarter of 2013.

• A composite ratio for the six months ended June 30, 2014 of 93.9% compared to 94.3% for the prior year period. The combined ratio for the six months ended June 30, 2014 was 100.7% compared to 98.3% for the prior year period.

• A net investment gain of 8.1% on Greenlight Re's investment portfolio managed by DME Advisors, LP compared to a net investment gain of 2.0% in the second quarter of 2013. For the first six months of 2014, net investment income was $103.8 million, representing a gain of 7.3%, compared to net investment income of $85.4 million during the comparable period in 2013 when Greenlight Re reported a 7.9% return.

“Our investment results were strong in the second quarter, mainly as a result of our long portfolio which benefited from the buoyant equity markets,” stated David Einhorn, Chairman of the Board of Directors. “Our dual engine model is working well and allowing us to remain disciplined in a competitive underwriting environment.”

Conference Call Details

Greenlight Re will hold a live conference call to discuss its financial results for the second quarterJune 30, 2014 on Tuesday, August 5, 2014 at 9:00 a.m. Eastern time.  The conference call title is Greenlight Capital Re, Ltd. Second Quarter 2014 Earnings Call.

To participate in the Greenlight Capital Re, Ltd. Second Quarter 2014 Earnings Call, please dial in to the conference call at:

U.S. toll free1-888-336-7152

International1-412-902-4178

Telephone participants may avoid any delays by pre-registering for the call using the following link to receive a special dial-in number and PIN.

Conference Call registration link: http://dpregister.com/10049602

The conference call can also be accessed via webcast at:

http://services.choruscall.com/links/glre140805.html

A telephone replay of the call will be available from 11:00 a.m. Eastern time on August 5, 2014 until 9:00 a.m. Eastern time on August 13, 2014.  The replay of the call may be accessed by dialing 1-877-344-7529 (U.S. toll free) or 1-412-317-0088 (international), access code 10049602. An audio file of the call will also be available on the Company's website, www.greenlightre.ky .

###

Regulation G

Fully diluted adjusted book value per share is a non-GAAP measure and represents basic adjusted book value per share combined with the impact from dilution of share based compensation including in-the-money stock options and RSUs as of any period end. Book value is adjusted by subtracting the amount of the non-controlling interest in joint venture from total shareholders' equity to calculate adjusted book value. We believe that long term growth in fully diluted adjusted book value per share is the most relevant measure of our financial performance. In addition, fully diluted adjusted book value per share may be of benefit to our investors, shareholders and other interested parties to form a basis of comparison with other companies within the reinsurance industry.

Forward-Looking Statements

This news release contains forward-looking statements within the meaning of the U.S. federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in the U.S. Federal securities laws. These statements involve risks and uncertainties that could cause actual results to differ materially from those contained in forward-looking statements made on behalf of the Company. These risks and uncertainties include the impact of general economic conditions and conditions affecting the insurance and reinsurance industry, the adequacy of our reserves, our ability to assess underwriting risk, trends in rates for property and casualty insurance and reinsurance, competition, investment market fluctuations, trends in insured and paid losses, catastrophes, regulatory and legal uncertainties and other factors described in our annual report on Form 10-K filed with the Securities Exchange Commission. The Company undertakes no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise.

About Greenlight Capital Re, Ltd.

Greenlight Re (www.greenlightre.ky) is a NASDAQ listed company with specialist property and casualty reinsurance companies based in the Cayman Islands and Ireland.  Greenlight Re provides a variety of custom-tailored reinsurance solutions to the insurance, risk retention group, captive and financial marketplaces.  Established in 2004, Greenlight Re selectively offers customized reinsurance solutions in markets where capacity and alternatives are limited.  With a focus on deriving superior returns from both sides of the balance sheet, Greenlight Re's assets are managed according to a value-oriented equity-focused strategy that complements the Company's business goal of long-term growth in book value per share.

Contact:

Garrett Edson

ICR

(203) 682-8331

IR@greenlightre.ky

Media:

Brian Ruby

ICR

(203) 682-8268

Brian.ruby@icrinc.com

GREENLIGHT CAPITAL RE, LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS

June 30, 2014 and December 31, 2013

(expressed in thousands of U.S. dollars, except per share and share amounts)

	June 30, 2014		December 31, 2013
	(unaudited)		(audited)
Assets
Investments
Debt instruments, trading, at fair value	$	4,600	$	4,312
Equity securities, trading, at fair value	1,321,426		1,282,156
Other investments, at fair value	174,432		107,211
Total investments	1,500,458		1,393,679
Cash and cash equivalents	5,693		3,722
Restricted cash and cash equivalents	1,318,823		1,334,074
Financial contracts receivable, at fair value	97,458		104,048
Reinsurance balances receivable	145,329		167,340
Loss and loss adjustment expenses recoverable	12,848		16,829
Deferred acquisition costs, net	32,259		51,797
Unearned premiums ceded	5,635		3,173
Notes receivable	4,261		16,049
Other assets	8,072		4,565
Total assets	$	3,130,836	$	3,095,276
Liabilities and equity
Liabilities
Securities sold, not yet purchased, at fair value	$	1,102,298	$	1,111,690
Financial contracts payable, at fair value	22,449		18,857
Due to prime brokers	311,130		314,702
Loss and loss adjustment expense reserves	303,097		329,894
Unearned premium reserves	120,619		173,057
Reinsurance balances payable	43,901		38,789
Funds withheld	8,600		10,126
Other liabilities	9,502		11,857
Performance compensation payable to related party	24,045		—
Total liabilities	1,945,641		2,008,972
Equity
Preferred share capital (par value $0.10; authorized, 50,000,000; none issued)	—		—
Ordinary share capital (Class A: par value $0.10; authorized, 100,000,000; issued and outstanding, 31,040,417 (2013: 30,791,865): Class B: par value $0.10; authorized, 25,000,000; issued and outstanding, 6,254,895 (2013: 6,254,949))	3,729		3,705
Additional paid-in capital	498,439		496,622
Retained earnings	651,940		551,268
Shareholders’ equity attributable to shareholders	1,154,108		1,051,595
Non-controlling interest in joint venture	31,087		34,709
Total equity	1,185,195		1,086,304
Total liabilities and equity	$	3,130,836	$	3,095,276

GREENLIGHT CAPITAL RE, LTD.

CONDENSED CONSOLIDATED STATEMENTS OF INCOME

For the three and six months ended June 30, 2014 and 2013

(expressed in thousands of U.S. dollars, except per share and share amounts)

	Three months ended June 30						Six months ended June 30
	2014			2013			2014			2013
Revenues
Gross premiums written	$	33,654		$	135,198		$	152,555		$	262,162
Gross premiums ceded	(2,759		)	(2,514		)	(8,699		)	1,464
Net premiums written	30,895			132,684			143,856			263,626
Change in net unearned premium reserves	56,960			316			55,688			(21,155		)
Net premiums earned	87,855			133,000			199,544			242,471
Net investment income	113,932			24,247			103,782			85,386
Other income (expense), net	(18		)	(488		)	423			(100		)
Total revenues	201,769			156,759			303,749			327,757
Expenses
Loss and loss adjustment expenses incurred, net	56,644			78,345			124,007			144,623
Acquisition costs, net	25,570			42,936			63,366			84,232
General and administrative expenses	6,941			5,943			13,400			9,703
Total expenses	89,155			127,224			200,773			238,558
Income before income tax expense	112,614			29,535			102,976			89,199
Income tax (expense) benefit	14			(142		)	574			(450		)
Net income including non-controlling interest	112,628			29,393			103,550			88,749
Income attributable to non-controlling interest in joint venture	(3,075		)	(893		)	(2,878		)	(3,516		)
Net income	$	109,553		$	28,500		$	100,672		$	85,233
Earnings per share
Basic	$	2.94		$	0.77		$	2.71		$	2.32
Diluted	$	2.89		$	0.76		$	2.66		$	2.27
Weighted average number of ordinary shares used in the determination of earnings per share
Basic	37,246,922			36,830,046			37,161,818			36,780,438
Diluted	37,902,106			37,537,500			37,843,013			37,481,162

The following table provides the ratios for the six months ended June 30, 2014 and 2013:

	Six months ended June 30						Six months ended June 30
			2014						2013
	Frequency		Severity		Total		Frequency		Severity		Total
Loss ratio	65.4	%	10.5	%	62.1	%	65.4	%	(144.2	)%	59.6	%
Acquisition cost ratio	32.6	%	18.8	%	31.8	%	35.2	%	19.6	%	34.7	%
Composite ratio	98.0	%	29.3	%	93.9	%	100.6	%	(124.6	)%	94.3	%
Internal expense ratio					5.1	%					4.1	%
Corporate expense ratio					1.7	%					(0.1	)%
Combined ratio					100.7	%					98.3	%