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 20, 2020

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.  ☐

Securities registered pursuant to Section 12(b) of the Act:

Title of each class	Trading Symbol	Name of each exchange on which registered
A Ordinary Shares	GBLI	NASDAQ Global Select Market
7.75% Subordinated Notes due 2045	GBLIZ	NASDAQ Global Select Market
7.875% Subordinated Notes due 2047	GBLIL	NASDAQ Global Select Market

Item 2.02 Results of Operations and Financial Condition.

On February 20, 2020, Global Indemnity Limited (the “Company”) issued a press release announcing the Company’s financial results for the year ended December 31, 2019.

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 20, 2020.

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 20, 2020	By:	/s/ Thomas M. McGeehan
		Name: Thomas M. McGeehan
		Title: Chief Financial Officer

EX-99.1

Exhibit 99.1

PRESS RELEASE

For release:	February 20, 2020
Contact:	Media
	Stephen W. Ries Senior Corporate Counsel (610) 668-3270 sries@global-indemnity.com

GLOBAL INDEMNITY REPORTS RECORD PREMIUMS & EARNINGS PER SHARE

George Town, Cayman Islands (February 20, 2020) – Global Indemnity Limited (NASDAQ:GBLI) today reported record earnings per share of $4.88 and net income of $70 million for the year ended December 31, 2019, an increase of $126.7 million over 2018. Gross Written Premiums increased 16.2% to $636.9 million in 2019 and Net Written Premiums of $562.1 million was the highest in the Company’s history. The Company’s combined ratio in 2019 was 92.2%, 20.1 points better than 2018. Total investment return for the year was 7.8%. Book value per share increased by 15.0% in 2019 (17.2% including dividends paid in 2019), from $44.21 per share at December 31, 2018 to $50.82 per share ($51.82 including dividends paid in 2019) at December 31, 2019.

Selected Operating and Balance Sheet Information

(Dollars in millions, except per share data)

	For the Twelve Months Ended December 31,
	2019			2018
Gross Written Premiums	$	636.9		$	547.9
Net Written Premiums	$	562.1		$	472.5
Net income (loss)	$	70.0		$	(56.7	)
Net income (loss) per share	$	4.88		$	(4.02	)
Combined ratio analysis:
Loss ratio		52.5	%		71.5	%
Expense ratio		39.7	%		40.8	%
Combined ratio		92.2	%		112.3	%

	As of December 31,		As of December 31,
	2019		2018
Book value per share (1)	$	50.82	$	44.21
Shareholders’ equity	$	726.8	$	629.1
Cash and invested assets (2)	$	1,607.0	$	1,510.2

(1) Net of cumulative Company dividends to shareholders totaling $2.00 per share and $1.00 per share as of December 31, 2019 and 2018, respectively.

(2) Including receivable/(payable) for securities sold/(purchased)

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 specialty casualty insurance coverages and individual policyholder coverages in the United States, as well as reinsurance worldwide. Global Indemnity Limited’s four primary segments are:

• United States Based Commercial Specialty

• United States Based Specialty Property

• United States Based Farm, Ranch, & Stable

• Bermuda Based Reinsurance

The Company’s Commercial Specialty segment was formerly known as Commercial Lines. During the 1st quarter of 2019, the Company re-evaluated its Personal Lines segment and determined that Personal Lines should be bifurcated into two reportable segments: Specialty Property and Farm, Ranch, & Stable.

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 release¹ 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 Global Indemnity as of the date hereof. 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, 2019 and 2018    

For the twelve months ended December 31, 2019, the Company recorded a combined ratio of 92.2% (Loss Ratio 52.5% and Expense Ratio 39.7%) compared to 112.3% (Loss Ratio 71.5% and Expense Ratio 40.8%) for the twelve months ended December 31, 2018.

• The current accident year property loss ratio improved by 26.1 points to 59.5% in 2019 from 85.6% in 2018 primarily due to lower claims frequency and severity in the U.S. Insurance Operations as well as improvements in the loss ratio on property treaties within Reinsurance Operations.

• The current accident year casualty loss ratio improved by 2.2 points to 57.0% in 2019 compared to 59.2% in 2018 primarily due to lower claims frequency and severity in the U.S. Insurance Operations.

Calendar year results for the twelve months ended December 31, 2019 include $32.8 million in favorable loss development mainly from the U.S. Insurance Operations.

Global Indemnity Limited’s Gross and Net Written Premiums Results by Segment for the Twelve Months Ended December 31, 2019 and 2018

	Twelve Months Ended December 31,
	Gross Written Premiums							Net Written Premiums
	2019		2018		% Change			2019		2018		% Change
Commercial Specialty	$	297,332	$	249,948		19.0	%	$	258,719	$	226,827		14.1	%
Specialty Property		163,503		170,168		(3.9	%)		140,670		127,470		10.4	%
Farm, Ranch, & Stable		87,745		79,738		10.0	%		74,416		70,217		6.0	%
Reinsurance		88,281		48,043		83.8	%		88,284		48,033		83.8	%
Total	$	636,861	$	547,897		16.2	%	$	562,089	$	472,547		18.9	%

Commercial Specialty Operations: Gross written premiums and net written premiums increased 19.0% and 14.1%, respectively, for the twelve months ended December 31, 2019 as compared to the same period in 2018. This increase is primarily driven by new programs and increases in excess & surplus lines submissions.

Specialty Property Operations: Gross written premiums decreased by 3.9% and net written premiums increased by 10.4% for the twelve months ended December 31, 2019 as compared to the same period in 2018. The decrease in gross written premiums was primarily due to a continued reduction of catastrophe exposed business. As a result of reducing its catastrophe exposure, Specialty Property ceded less premiums to reinsurers, which contributed to the growth in net written premiums.

Farm, Ranch, & Stable Operations: Gross written premiums increased by 10.0% and net written premiums increased by 6.0% for the twelve months ended December 31, 2019 as compared to the same period in 2018. The increase in gross and net written premiums was primarily due to an increase in pricing as well as new agent appointments.

Reinsurance Operations: Gross written premiums and net written premiums both increased 83.8%, for the twelve months ended December 31, 2019, as compared to the same period in 2018, mainly due to entering a new casualty treaty during 2019 and rate increases within the property catastrophe line of business.

###

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,
	2019			2018			2019			2018
Gross written premiums	$	158,162		$	129,227		$	636,861		$	547,897
Net written premiums	$	140,768		$	111,990		$	562,089		$	472,547
Net earned premiums	$	141,660		$	125,328		$	525,262		$	467,775
Net investment income		9,659			12,234			42,052			46,342
Net realized investment gains (losses)		24,052			(24,740	)		35,342			(16,907	)
Other income		542			439			1,816			1,728
Total revenues		175,913			113,261			604,472			498,938
Net losses and loss adjustment expenses (1)		73,423			139,199			275,402			334,625
Acquisition costs and other underwriting expenses		54,760			49,582			208,403			190,778
Corporate and other operating expenses		7,186			6,113			18,888			29,766
Interest expense		4,934			4,969			20,022			19,694
Income (loss) before income taxes		35,610			(86,602	)		81,757			(75,925	)
Income tax expense (benefit)		6,579			(13,285	)		11,742			(19,229	)
Net income (loss)	$	29,031		$	(73,317)		$	70,015		$	(56,696)
Weighted average shares outstanding–basic		14,222			14,107			14,192			14,089
Weighted average shares outstanding–diluted		14,346			14,107			14,335			14,089
Net income (loss) per share – basic (4)	$	2.04		$	(5.20	)	$	4.93		$	(4.02	)
Net income (loss) per share – diluted (4)	$	2.02		$	(5.20	)	$	4.88		$	(4.02	)
Cash dividends declared per share (2)	$	0.25		$	0.25		$	1.00		$	1.00
Combined ratio analysis: (3)
Loss ratio		51.8	%		111.1	%		52.5	%		71.5	%
Expense ratio		38.7	%		39.6	%		39.7	%		40.8	%
Combined ratio		90.5	%		150.7	%		92.2	%		112.3	%

(1) Includes loss reductions related to prior years of $9.8 million and $1.3 million for the three months ended December 31, 2019 and 2018, respectively, and $32.8 million and $28.8 million for the twelve months ended December 31, 2019 and 2018, respectively.

(2) For the quarter and year ended December 31, 2018, diluted loss per share is the same as basic loss per share due to a net loss for the period.

(3) 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 earned premiums. The expense ratio is the ratio of acquisition costs and other underwriting expenses to net earned premiums. The combined ratio is the sum of the loss and expense ratios.

(4) Highest net income per share in the Company’s history.

GLOBAL INDEMNITY LIMITED

CONSOLIDATED BALANCE SHEETS

(Dollars in thousands)

ASSETS	December 31, 2019			December 31, 2018
Fixed Maturities:
Available for sale securities, at fair value (amortized cost: 2019 - $1,231,568 and 2018 - $1,257,830)	$	1,253,159		$	1,235,155
Equity securities, at fair value		263,104			124,747
Other invested assets		47,279			50,753
Total investments		1,563,542			1,410,655
Cash and cash equivalents		44,271			99,497
Premiums receivable, net		118,035			87,679
Reinsurance receivables, net		83,938			114,418
Funds held by ceding insurers		48,580			49,206
Federal income taxes receivable		10,989			10,866
Receivable for securities sold		—			15
Deferred federal income taxes		31,077			48,589
Deferred acquisition costs		70,677			61,676
Intangible assets		21,491			22,020
Goodwill		6,521			6,521
Prepaid reinsurance premiums		16,716			20,594
Other assets		60,048			28,530
Total assets	$	2,075,885		$	1,960,266
LIABILITIES AND SHAREHOLDERS’ EQUITY
Liabilities:
Unpaid losses and loss adjustment expenses	$	630,181		$	680,031
Unearned premiums		314,861			281,912
Ceded balances payable		20,404			14,994
Payables for securities purchased		850			—
Contingent commissions		11,928			10,636
Debt		296,640			288,565
Other liabilities		74,212			55,069
Total liabilities		1,349,076			1,331,207
Shareholders’ equity:
Ordinary shares, $0.0001 par value, 900,000,000 ordinary shares authorized; A ordinary shares issued: 10,282,277 and 10,171,954, respectively; A ordinary shares outstanding: 10,167,056 and 10,095,312, respectively; B ordinary shares issued and outstanding: 4,133,366 and 4,133,366, respectively		2			2
Additional paid-in capital (1)		442,403			438,182
Accumulated other comprehensive income (loss), net of taxes		17,609			(21,231	)
Retained earnings (1)		270,768			215,132
A ordinary shares in treasury, at cost: 115,221 and 76,642 shares, respectively		(3,973	)		(3,026	)
Total shareholders’ equity		726,809			629,059
Total liabilities and shareholders’ equity	$	2,075,885		$	1,960,266

(1) Since the Company’s initial public offering in 2003, the Company repurchased 20.2 million shares for a total of $488 million. These share repurchases are reflected by a $488 million reduction of the Company’s additional paid-in capital and retained earnings as of December 31, 2019 and December 31, 2018. Retained earnings are also net of $29 million and $14 million of cumulative historic Company dividends to shareholders as of December 31, 2019 and December 31, 2018, respectively.

GLOBAL INDEMNITY LIMITED

SELECTED INVESTMENT DATA

(Dollars in millions)

	Market Value as of
	December 31, 2019			December 31, 2018
Fixed maturities	$	1,253.2		$	1,235.2
Cash and cash equivalents		44.3			99.5
Total bonds and cash and cash equivalents		1,297.5			1,334.7
Equities and other invested assets		310.4			175.5
Total cash and invested assets, gross		1,607.9			1,510.2
Payable for securities purchased		(0.9	)		—
Total cash and invested assets, net	$	1,607.0		$	1,510.2

	Total Investment Return (1)
	For the Three Months Ended December 31,						For the Twelve Months Ended December 31,
	2019			2018			2019			2018
Net investment income	$	9.7		$	12.2		$	42.1		$	46.3
Net realized investment gains (losses)		24.1			(24.7	)		35.3			(16.9	)
Net unrealized investment gains (losses)		(8.9	)		3.0			44.6			(22.9	)
Net realized and unrealized investment gains (losses)		15.2			(21.7	)		79.9			(39.8	)
Total net investment income and gains	$	24.9		$	(9.5	)	$	122.0		$	6.5
Average total cash and invested assets	$	1,610.6		$	1,521.2		$	1,558.6		$	1,522.8
Total investment return %		1.5	%		(0.6	%)		7.8	%		0.4	%

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