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

Date of report (Date of earliest event reported): February 28, 2018

Global Indemnity Limited

(Exact name of registrant as specified in its charter)

Cayman Islands	001-34809	98-1304287
(State or other jurisdiction of incorporation)	(Commission File Number)	(I.R.S. Employer Identification No.)

27 Hospital Road George Town, Grand Cayman KY1-9008, Cayman Islands	None
(Address of principal executive offices)	(Zip Code)

Registrant’s telephone number, including area code: (345) 949-0100

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:

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

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

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

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

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company  ☐

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.  ☐

Item 2.02 Results of Operations and Financial Condition.

On February 28, 2018, Global Indemnity Limited (the “Company”) issued a press release announcing the Company’s financial results for its fourth quarter ended December 31, 2017.

The information in this Current Report on Form 8-K and the Exhibit attached hereto shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934 (the “Exchange Act”) or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933 or the Exchange Act, regardless of any general incorporation language in such filing.

Item 9.01 Financial Statements and Exhibits

(d) Exhibits

99.1 Press Release dated February 28, 2018.

SIGNATURES

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 hereunto duly authorized.

	Global Indemnity Limited
February 28, 2018	By:	/s/ Thomas M. McGeehan
	Name:	Thomas M. McGeehan
	Title:	Chief Financial Officer

EX-99.1

Exhibit 99.1

PRESS RELEASE

For release:	February 28, 2018
Contact:	Media
	Stephen W. Ries
	Senior Corporate Counsel
	(610) 668-3270
	sries@global-indemnity.com

Global Indemnity Limited Reports 2017 Financial Results.

George Town, Cayman Islands (February 28, 2018) – Global Indemnity Limited (NASDAQ:GBLI) today reported a net loss for the year ended December 31, 2017 of $9.6 million. Excluding losses related to the Texas and Florida hurricanes, the California wildfires, and a one-time tax charge related to the “Tax Cuts and Jobs Act of 2017”, net income would have been $53.5 million. Adjusted operating income, which excludes after-tax realized gains and the one-time tax charge, was $7.2 million. During the fourth quarter of 2017 the Company exercised its right to redeem 3,397,031 of its A ordinary shares (having an aggregate book value of $159.4 million or $46.91 per share as of September 30, 2017) for aggregate consideration of $83.0 million or $24.24 per share. Primarily as a result of the redemption, book value per share increased by 11.3% from $45.42 per share at December 31, 2016 to $50.57 per share at December 31, 2017.

Selected Operating and Balance Sheet Data (Dollars in millions, except per share data)

	For the Twelve Months Ended December 31,							As of December 31,		As of December 31,
	2017			2016				2017		2016
Gross Premiums Written (1)	$	516.3		$	565.8		Book value per share	$	50.57	$	45.42
Net Premiums Written	$	450.2		$	470.9		Shareholders’ equity	$	718.4	$	798.0
							Cash and invested assets (3)	$	1,535.4	$	1,498.1
Net income (loss)	$	(9.6	)	$	49.9
Net income (loss) per share	$	(0.55	)	$	2.84		(3)   Including receivable/(payable) for securities sold/(purchased)
Adjusted operating income (2)	$	7.2		$	35.8
Adjusted operating income per share (2)	$	0.41		$	2.04
Combined ratio analysis:
Loss ratio		61.5	%		56.4	%
Expense ratio		41.9	%		42.0	%
Combined ratio		103.4	%		98.4	%
Impact of hurricanes Harvey, Irma and Maria, and the 2017 California wildfires		(12.9	%)
Combined ratio excluding hurricanes Harvey, Irma and Maria, and the 2017 California wildfires		90.5	%

(1) Gross Premiums Written include business fronted for Assurant, Inc. of $(1.3) million in 2017 and $35.3 million in 2016

(2) Adjusted operating income excludes after-tax realized gains and the tax charge related to the enactment of the Tax Cuts and Jobs Act of 2017

About Global Indemnity Limited and its subsidiaries

Global Indemnity Limited (NASDAQ:GBLI), through its several direct and indirect wholly owned subsidiary insurance and reinsurance companies, provides both admitted and non-admitted specialty property and casualty insurance coverages and individual policyholder coverages in the United States, as well as reinsurance worldwide. Global Indemnity Limited’s three primary segments are:

• United States Based Commercial Lines Operations

• United States Based Personal Lines Operations

• Bermuda Based Reinsurance Operations

For more information, visit the Global Indemnity Limited’s website at http://www.globalindemnity.ky.

Forward-Looking Information

The forward-looking statements contained in this press release [1] do not address a number of risks and uncertainties. Investors are cautioned that Global Indemnity’s actual results may be materially different from the estimates expressed in, or implied, or projected by, the forward looking statements. These statements are based on estimates and information available to us at the time of this press release. All forward-looking statements in this press release are based on information available to the Global Indemnity as of the date hereof. The foregoing review of factors that could cause actual financial or operating performance to differ materially from expectations is not exhaustive. Please see Global Indemnity’s filings with the Securities and Exchange Commission for a discussion of risks and uncertainties which could impact the company and for a more detailed explication regarding forward-looking statements. Global Indemnity does not assume any obligation to update the forward-looking statements provided to reflect events that occur or circumstances that exist after the date on which they were made.

¹ Disseminated pursuant to the “safe harbor” provisions of Section 21E of the Security Exchange Act of 1934.

Global Indemnity Limited’s Combined Ratio for the Twelve Months Ended December 31, 2017 and 2016    

The combined ratio was 103.4% (Loss Ratio 61.5% and Expense Ratio 41.9%) for the twelve months ended December 31, 2017 compared to 98.4% (Loss Ratio 56.4% and Expense Ratio 42.0%) for the twelve months ended December 31, 2016. Excluding hurricanes Harvey, Irma, and Maria, and the California wildfires, the combined ratio would have been 90.5%.

• Excluding Hurricanes Harvey, Irma and Maria, and the California wildfires, the current accident year property loss ratio would have been 57.9%.

• The current accident year casualty loss ratio improved 0.8 points to 66.1% in 2017 from 66.9% in 2016 primarily due to lower reported claims frequency.

Calendar year results for the twelve months ended December 31, 2017 include a 12.3 point reduction in the loss ratio related to prior accident years, which was primarily driven by lower than expected claims frequency and severity experienced across multiple prior accident years within Commercial Lines, lower than expected case incurred emergence primarily related to the 2016 accident year within Personal Lines, as well as a reduction related to the Company’s property treaties for multiple prior accident years within the Reinsurance Operations.

Global Indemnity Limited’s Gross and Net Premiums Written Results by Segment for the Twelve Months Ended December 31, 2017 and 2016

	Twelve Months Ended December 31,
	Gross Premiums Written					Net Premiums Written
	2017			2016		2017		2016
Commercial Lines Operations	$	212,471		$	188,571	$	186,322	$	169,291
Personal Lines Operations		250,044			263,714		208,776		224,484
Reinsurance Operations		53,887			59,837		53,933		59,801
Runoff		1,270			18,389		1,149		17,364
Business Fronted for Assurant		(1,338	)		35,334		—		—
Total	$	516,334		$	565,845	$	450,180	$	470,940

Commercial Lines Operations: Gross premiums written and net premiums written increased 12.7% and 10.1%, respectively, for the twelve months ended December 31, 2017 as compared to the same period in 2016. This increase is mainly due to the introduction of several new programs and organic growth in other lines.

Personal Lines Operations: Gross premiums written and net premiums written decreased 5.2% and 7.0%, respectively, for the twelve months ended December 31, 2017 as compared to the same period in 2016. The decrease in gross premiums written was primarily due to a targeted reduction of catastrophe exposed business.

Reinsurance Operations: Gross premiums written and net premiums written decreased 9.9% and 9.8% for the twelve months ended December 31, 2017, respectively, as compared to the same period in 2016 mainly due to a reduction in premiums written related to a mortgage insurance treaty.

###

Note: Tables Follow

GLOBAL INDEMNITY LIMITED

CONSOLIDATED STATEMENTS OF OPERATIONS

(Dollars and shares in thousands, except per share data)

	For the Three Months Ended December 31,						For the Twelve Months Ended December 31,
	2017			2016			2017			2016
Gross premiums written	$	122,635		$	136,591		$	516,334		$	565,845
Net premiums written	$	105,832		$	113,707		$	450,180		$	470,940
Net premiums earned	$	109,216		$	109,472		$	438,034		$	468,465
Net investment income		11,705			8,880			39,323			33,983
Net realized investment gains		2,426			30,778			1,576			21,721
Other income		1,138			742			6,582			10,345
Total revenues		124,485			149,872			485,515			534,514
Net losses and loss adjustment expenses		66,556			48,946			269,212			264,003
Acquisition costs and other underwriting expenses		48,723			47,889			183,733			196,650
Corporate and other operating expenses		14,669			4,274			25,714			17,338
Interest expense		4,841			2,228			16,906			8,905
Income (loss) before income taxes		(10,304	)		46,535			(10,050	)		47,618
Income tax expense (benefit)		12,694			8,162			(499	)		(2,250	)
Net income (loss)	$	(22,998	)	$	38,373		$	(9,551	)	$	49,868
Weighted average shares outstanding–basic		17,240			17,264			17,309			17,247
Weighted average shares outstanding–diluted		17,240			17,597			17,309			17,547
Net income (loss) per share – basic	$	(1.33	)	$	2.22		($	0.55	)	$	2.89
Net income (loss) per share – diluted (1)	$	(1.33	)	$	2.18		($	0.55	)	$	2.84
Combined ratio analysis: (2)
Loss ratio		60.9	%		44.7	%		61.5	%		56.4	%
Expense ratio		44.6	%		43.7	%		41.9	%		42.0	%
Combined ratio		105.5	%		88.4	%		103.4	%		98.4	%

(1) For the three months and twelve months ended December 31, 2017, diluted loss per share is the same as basic loss per share since there was a net loss for the period.

(2) The loss ratio, expense ratio and combined ratio are GAAP financial measures that are generally viewed in the insurance industry as indicators of underwriting profitability. The loss ratio is the ratio of net losses and loss adjustment expenses to net premiums earned. The expense ratio is the ratio of acquisition costs and other underwriting expenses to net premiums earned. The combined ratio is the sum of the loss and expense ratios.

GLOBAL INDEMNITY LIMITED

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)

	December 31, 2017			December 31, 2016
ASSETS
Fixed Maturities:
Available for sale securities, at fair value (amortized cost: 2017 - $1,243,144 and 2016 - $1,241,339)	$	1,241,437		$	1,240,031
Equity securities:
Available for sale, at fair value (cost: 2017 - $124,915 and 2016 - $119,515)		140,229			120,557
Other invested assets		77,820			66,121
Total investments		1,459,486			1,426,709
Cash and cash equivalents		74,414			75,110
Premiums receivable, net		84,386			92,094
Reinsurance receivables, net		105,060			143,774
Funds held by ceding insurers		45,300			13,114
Federal income taxes receivable		10,332			—
Receivable for securities sold		1,543			—
Deferred federal income taxes		26,196			40,957
Deferred acquisition costs		61,647			57,901
Intangible assets		22,549			23,079
Goodwill		6,521			6,521
Prepaid reinsurance premiums		28,851			42,583
Other assets		75,384			51,104
Total assets	$	2,001,669		$	1,972,946
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Unpaid losses and loss adjustment expenses	$	634,664		$	651,042
Unearned premiums		285,397			286,984
Federal income taxes payable		—			219
Ceded balances payable		10,851			14,675
Payables for securities purchased		—			3,717
Contingent commissions		7,984			9,454
Debt		294,713			163,143
Other liabilities		49,666			45,761
Total liabilities		1,283,275			1,174,995
Shareholders’ equity:
Ordinary shares, $0.0001 par value, 900,000,000 ordinary shares authorized; A ordinary shares issued:10,068,842 and 13,436,548 respectively; A ordinary shares outstanding: 10,039,291 and 13,436,548, respectively; B ordinary shares issued and outstanding: 4,133,366 and 4,133,366, respectively		2			2
Additional paid-in capital		434,730			430,283
Accumulated other comprehensive income, net of taxes		8,983			(618	)
Retained earnings		275,838			368,284
A ordinary shares in treasury, at cost: 29,551 and 0 shares, respectively		(1,159	)		—
Total shareholders’ equity		718,394			797,951
Total liabilities and shareholders’ equity	$	2,001,669		$	1,972,946

GLOBAL INDEMNITY LIMITED

SELECTED INVESTMENT DATA

(Dollars in millions)

	Market Value as of
	December 31, 2017		December 31, 2016
Fixed maturities	$	1,241.4	$	1,240.0
Cash and cash equivalents		74.4		75.1
Total bonds and cash and cash equivalents		1,315.8		1,315.1
Equities and other invested assets		218.1		186.7
Total cash and invested assets, gross		1,533.9		1,501.8
Receivable (payable) for securities sold/(purchased)		1.5		(3.7	)
Total cash and invested assets, net	$	1,535.4	$	1,498.1

	Twelve Months Ended December 31, 2017 (a)
Net investment income	$	39.3
Net realized investment gains		1.6
Net change in unrealized investment gains		14.4
Net realized and unrealized investment returns		16.0
Total investment return	$	55.3
Average total cash and invested assets	$	1,597.5
Total investment return %		3.5	%

(a) Amounts in this table are shown on a pre-tax basis.

GLOBAL INDEMNITY LIMITED

SUMMARY OF ADJUSTED OPERATING INCOME (LOSS)

(Dollars and shares in thousands, except per share data)

	For the Three Months Ended December 31,					For the Twelve Months Ended December 31,
	2017			2016		2017			2016
Adjusted operating income (loss)	$	(6,796	)	$	18,444	$	7,173		$	35,781
Adjustments:
Net realized investment gain, net of tax		1,322			19,929		800			14,087
Deferred Tax writedown due to enactment of the Tax Cuts and Jobs Act of 2017		(17,524	)		—		(17,524	)		—
Net income (loss)	$	(22,998	)	$	38,373	$	(9,551	)	$	49,868
Weighted average shares outstanding – basic		17,240			17,264		17,309			17,247
Weighted average shares outstanding – diluted		17,240			17,597		17,680			17,547
Adjusted operating income (loss) per share – basic	$	(0.39	)	$	1.07	$	0.41		$	2.07
Adjusted operating income (loss) per share – diluted (1)	$	(0.39	)	$	1.05	$	0.41		$	2.04

Note Regarding Adjusted Operating Income (loss)

Adjusted Operating income (loss), a non-GAAP financial measure, is equal to net income (loss) excluding after-tax net realized investment gain and other unique charges not related to operations. Adjusted operating income (loss) is not a substitute for net income (loss) determined in accordance with GAAP, and investors should not place undue reliance on this measure.

(1) For the three months ended December 31, 2017, diluted loss per share is the same as basic loss per share since there was a net loss for the period.