Exhibit 99.2

Validus Reinsurance, Ltd.

Incorporated in Bermuda

Consolidated Financial Statements

As at and for the years ended

December 31, 2022 and 2021

Expressed in thousands of U.S. dollars, except share amounts

 

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Table of Contents

 

Independent Auditors’ Report			3 - 4
Consolidated Balance Sheets			5
Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income			6
Consolidated Statements of Shareholder’s Equity			7
Consolidated Statements of Cash Flows			8
Notes to the Consolidated Financial Statements			9 - 50

 

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April 24, 2023

Report of Independent Auditors

To the Board of Directors and Shareholder of Validus Reinsurance, Ltd.

Opinion

We have audited the accompanying consolidated financial statements of Validus Reinsurance, Ltd. and its subsidiaries (the “Company”), which comprise the consolidated balance sheets as of December 31, 2022 and 2021, and the related consolidated statements of (loss) income and comprehensive (loss) income, shareholder’s equity and of cash flows for the years then ended, including the related notes (collectively referred to as the “consolidated financial statements”).

In our opinion, the accompanying consolidated financial statements present fairly, in all material respects, the financial position of the Company as of December 31, 2022 and 2021, and the results of its operations and its cash flows for the years then ended in accordance with accounting principles generally accepted in the United States of America.

Basis for opinion

We conducted our audit in accordance with auditing standards generally accepted in the United States of America (US GAAS). Our responsibilities under those standards are further described in the Auditors’ responsibilities for the audit of the consolidated financial statements section of our report. We are required to be independent of the Company and to meet our other ethical responsibilities, in accordance with the relevant ethical requirements relating to our audit. We believe that the audit evidence we have obtained is sufficient and appropriate to provide a basis for our audit opinion.

Responsibilities of management for the consolidated financial statements

Management is responsible for the preparation and fair presentation of the consolidated financial statements in accordance with accounting principles generally accepted in the United States of America, and for the design, implementation, and maintenance of internal control relevant to the preparation and fair presentation of consolidated financial statements that are free from material misstatement, whether due to fraud or error.

In preparing the consolidated financial statements, management is required to evaluate whether there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for one year after the date the consolidated financial statements are available to be issued.

Auditors’ responsibilities for the audit of the consolidated financial statements

Our objectives are to obtain reasonable assurance about whether the consolidated financial statements as a whole are free from material misstatement, whether due to fraud or error and to issue an auditors’ report that includes our opinion. Reasonable assurance is a high level of assurance but is not absolute assurance and therefore is not a guarantee that an audit conducted in accordance with US GAAS will always detect a material misstatement when it exists. The risk of not detecting a material misstatement resulting from fraud is higher than for one resulting from error, as fraud may involve collusion, forgery, intentional omissions, misrepresentations, or the override of internal control. Misstatements are considered material if there is a substantial likelihood that, individually or in the aggregate, they would influence the judgement made by a reasonable user based on the consolidated financial statements.

 

PricewaterhouseCoopers Ltd., Chartered Professional Accountants, P.O. Box HM 1171, Hamilton HM EX, Bermuda T: +1 (441) 295 2000, F:+1 (441) 295 1242, www.pwc.com/bermuda

 

In performing an audit in accordance with US GAAS, we:

 

•

Exercise professional judgement and maintain professional skepticism throughout the audit.

 

•

Identify and assess the risks of material misstatement of the consolidated financial statements, whether due to fraud or error, and design and perform audit procedures responsive to those risks. Such procedures include examining, on a test basis, evidence regarding the amounts and disclosures in the consolidated financial statements.

 

•

Obtain an understanding of internal control relevant to the audit in order to design audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control. Accordingly, no such opinion is expressed.

 

•

Evaluate the appropriateness of accounting policies used and the reasonableness of significant accounting estimates made by management, as well as evaluate the overall presentation of the consolidated financial statements.

 

•

Conclude whether, in our judgement, there are conditions or events, considered in the aggregate, that raise substantial doubt about the Company’s ability to continue as a going concern for a reasonable period of time.

We are required to communicate with those charged with governance regarding, among other matters, the planned scope and timing of the audit, significant audit findings, and certain internal control-related matters that we identified during the audit.

Required supplemental information

Accounting principles generally accepted in the United States of America require that the required supplemental information pertaining to Short-Duration Contracts disclosures labelled as “Unaudited” within Note 10 on pages 35 to 38 be presented to supplement the basic consolidated financial statements. Such information is the responsibility of management and, although not a part of the basic consolidated financial statements, is required by the Financial Accounting Standards Board who considers it to be an essential part of financial reporting for placing the basic consolidated financial statements in an appropriate operational, economic, or historical context. We have applied certain limited procedures to the required supplemental information in accordance with auditing standards generally accepted in the United States of America, which consisted of inquiries of management about the methods of preparing the information and comparing the information for consistency with management’s responses to our inquiries, the basic consolidated financial statements, and other knowledge we obtained during our audit of the basic consolidated financial statements. We do not express an opinion or provide any assurance on the information because the limited procedures do not provide us with sufficient evidence to express an opinion or provide any assurance.

 

Chartered Professional Accountants

 

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Validus Reinsurance, Ltd.

Consolidated Balance Sheets

As at December 31, 2022 and 2021

Expressed in thousands of U.S. dollars, except share amounts

 

		2022 $				2021 $
Assets
Fixed maturity investments trading, at fair value (amortized cost: 2022 - $4,611,442; 2021 - $4,098,663)			4,237,877				4,091,386
Short term investments trading, at fair value			100,379				293,669
Cash and cash equivalents			286,429				255,085
Restricted cash			69,135				138,589
Total investments and cash			4,693,820				4,778,729
Investments in operating affiliates, equity method			4,747				6,662
Premiums receivable			1,559,292				1,227,289
Deferred acquisition costs			393,443				295,290
Prepaid reinsurance premiums			88,554				105,283
loss reserves recoverable			1,900,032				2,140,746
Paid losses recoverable			81,005				36,151
Income taxes recoverable			9,106				7,940
Deferred tax asset			71,904				66,750
Balances due from affiliates			1,014,019				1,034,572
Accrued investment income			20,644				14,141
Funds withheld			107,175				148,104
Other assets			23,778				10,461
Total assets			9,967,519				9,872,118
Liabilities
Reserve for losses and loss expenses			4,968,249				4,733,761
Unearned premiums			1,518,995				1,241,697
Reinsurance balances payable			87,423				263,736
Income taxes payable			5,608				3,879
Balances due to affiliates			65,259				61,114
Funds withheld liability			2,717				2,807
Accounts payable and accrued expenses			11,667				11,876
Other liabilities			130				5,295
Total liabilities			6,660,048				6,324,165
Shareholder’s equity
Common shares, 1,000,000 authorized, par value $1.00 Issued and outstanding (2022 and 2021 - 1,000,000)			1,000				1,000
Additional paid-in capital			2,960,992				2,961,434
Accumulated other comprehensive income			173				173
Retained earnings			345,306				585,346
Total shareholder’s equity			3,307,471				3,547,953
Total liabilities and shareholder’s equity			9,967,519				9,872,118

Approved by the Board of Directors

 

/s/ Christopher Schaper				/s/ Patrick Boisvert
Christopher Schaper				Patrick Boisvert
Director				Director

 

 

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Validus Reinsurance, Ltd.

Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income

For the years ended December 31, 2022 and 2021

Expressed in thousands of U.S. dollars

 

		2022 $				2021 $
Revenues
Gross premiums written			3,080,316				3,171,374
Reinsurance premiums ceded			(551,785	)			(719,266	)
Net premiums written			2,528,531				2,452,108
Change in unearned premiums			(294,027	)			(338,403	)
Net premiums earned			2,234,504				2,113,705
Net investment income			128,063				110,714
Net realized (losses) gains on investments			(12,537	)			146,603
Net change in unrealized losses on investments			(364,069	)			(154,677	)
Other insurance-related income and other income			8,659				10,377
Foreign exchange gains, net			25,626				34,264
Total revenues			2,020,246				2,260,986
Expenses
Losses and loss expenses			1,416,988				1,530,837
Policy acquisition costs			583,837				487,570
General and administrative expenses			109,628				115,632
Share compensation expenses			1,187				1,310
Finance expenses			5,578				5,800
Transaction expenses			—				92
Total expenses			2,117,218				2,141,241
(Loss) income before taxes and income (loss) from operating affiliates and structured notes			(96,972	)			119,745
Tax benefit			6,060				3,702
Income (loss) from operating affiliates			792				(14,866	)
Income (loss) from structured notes receivable from AlphaCat ILS fund			80				(173	)
Net (loss) income and comprehensive (loss) income			(90,040	)			108,408

 

 

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Validus Reinsurance, Ltd.

Consolidated Statements of Shareholder’s Equity

For the years ended December 31, 2022 and 2021

Expressed in thousands of U.S. dollars

 

		2022 $				2021 $
Common shares
Balance, beginning and end of year			1,000				1,000
Additional paid-in capital
Balance, beginning of year			2,961,434				2,960,939
(Distributions to) contributions from parent company relating to settlement of share-based compensation arrangements			(442	)			495
Balance, end of year			2,960,992				2,961,434
Accumulated other comprehensive income
Balance, beginning and end of year			173				173
Retained earnings
Balance, beginning of year			585,346				476,938
Net (loss) income			(90,040	)			108,408
Dividends declared			(150,000	)			—
Balance, end of year			345,306				585,346
Total shareholder’s equity			3,307,471				3,547,953

 

 

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Validus Reinsurance, Ltd.

Consolidated Statements of Cash Flows

For the years ended December 31, 2022 and 2021

Expressed in thousands of U.S. dollars

 

		2022 $				2021 $
Cash flows provided by (used in) operating activities
Net (loss) income			(90,040	)			108,408
Adjustments to reconcile net income and comprehensive income to net cash provided by operating activities:
Share compensation expenses			1,187				1,310
Change in net realized and unrealized losses on investments			376,606				8,074
Decrease in net asset value of structured notes			(54	)			353
(Income) loss from operating affiliates			(792	)			14,866
Foreign exchange gains included in net income			(25,626	)			(34,264	)
Amortization of premium on fixed maturity investments			19,093				18,573
Transaction expenses			—				92
Change in operational balance sheet items:
Premiums receivable			(359,115	)			(355,198	)
Deferred acquisition costs			(98,153	)			(99,667	)
Prepaid reinsurance premiums			16,729				(48,201	)
Loss reserves recoverable			240,714				(1,066,129	)
Paid losses recoverable			(48,744	)			(14,254	)
Reserve for losses and loss expenses			279,518				1,573,306
Unearned premiums			277,298				386,604
Reinsurance balances payable			(161,954	)			224,084
Funds withheld			40,929				(13,426	)
Other operational balance sheet items, net			(39,302	)			(24,575	)
Net cash provided by operating activities			428,294				679,956
Cash flows provided by (used in) investing activities
Proceeds on sales of investments			161,483				2,107,610
Proceeds on maturities of investments			531,081				928,359
Purchases of fixed maturity investments			(1,243,588	)			(4,030,439	)
Proceeds from sales of (purchases of) short-term investments, net			193,461				(201,456	)
Sales or distributions of other investments, net			—				325,320
Purchase of shares in operating affiliates			—				(15,000	)
Redemption of shares from operating affiliates			—				12,883
Sales of investment in operating affiliates			2,707				98,945
Redemptions of structured notes from AlphaCat ILS fund			—				10,000
Sales of structured notes from AlphaCat ILS fund			—				10,000
Purchases of structured notes from AlphaCat ILS fund			—				(10,000	)
Deployment of investments with AlphaCat ILS fund			—				(12,500	)
Net cash used in investment activities			(354,856	)			(776,278	)
Cash flow used in financing activity
Dividends paid			(100,000	)			—
Cash flow used in financing activity			(100,000	)			—
Effect of foreign currency rate changes on cash and cash equivalents and restricted cash			(11,548	)			(7,989	)
Net decrease in cash and cash equivalents and restricted cash			(38,110	)			(104,311	)
Cash and cash equivalents and restricted cash - beginning of year			393,674				497,985
Cash and cash equivalents and restricted cash - end of year			355,564				393,674
Supplemental information
Taxes paid during the year			132				673
Non-cash information
Dividends declared and settled in specie			50,000				—

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

1.	Nature of the business

Validus Reinsurance, Ltd. (the “Company” or “Validus Re”) was incorporated under the laws of Bermuda on October 19, 2005. The Company is 100% owned by Validus Holdings, Ltd. (the “parent company” or “Validus Holdings”), which was also incorporated under the laws of Bermuda on October 19, 2005. The Company’s ultimate parent company is American International Group, Inc. (“AIG”), which is a company registered with the United States Securities and Exchange Commission and is incorporated in the state of Delaware, USA.

Validus Re is registered as a Class 4 insurer under The Insurance Act 1978 of Bermuda, amendments thereto and the Insurance Account Rules 2016 (the “Legislation”). The Company primarily offers treaty reinsurance coverage on a global basis in the Property and Specialty (including Casualty) lines markets.

 

2.	Basis of preparation and consolidation

These Consolidated Financial Statements have been prepared in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). The Company consolidates in these Consolidated Financial Statements the results of operations and financial position of all voting interest entities (“VOE”) in which the Company has a controlling financial interest and all variable interest entities (“VIE”) in which the Company is considered to be the primary beneficiary. The consolidation assessment, including the determination as to whether an entity qualifies as a VIE or VOE, depends on the facts and circumstances surrounding each entity.

All significant intercompany accounts and transactions have been eliminated.

The preparation of these Consolidated Financial Statements in conformity with U.S. GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. While the amounts included in the Consolidated Financial Statements reflect management’s best estimates and assumptions, actual results could differ materially from those estimates. The Company’s principal estimates include:

 

•

the reserve for losses and loss expenses;

 

•

the premium written on a line slip or proportional basis;

 

•

the loss reserves recoverable, including the provision for uncollectible amounts; and

 

•

the valuation of invested assets and other financial instruments.

The term “ASC” used in these notes refers to Accounting Standard Codification issued by the United States Financial Accounting Standards Board (the “FASB”).

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

3.	Significant accounting policies

The following is a summary of significant accounting policies adopted by the Company:

Premiums

Reinsurance contracts can be written on risks attaching or losses occurring basis. Under risks attaching reinsurance contracts, all claims from cedants’ underlying policies incepting and attaching during the reinsurance contract period are covered, even if they occur after the expiration date of the reinsurance contract and before the expiration date of the attaching policy. In contrast, losses occurring reinsurance contracts cover all claims occurring during the coverage period of the reinsurance contract, regardless of the inception dates of the underlying policies. Any claims occurring after the expiration of the losses occurring contract are not covered.

Reinsurance premiums written are recorded at the inception of the policy. Premiums are estimated based on information received from brokers, ceding companies and reinsureds, and any subsequent differences arising on such estimates are recorded in the periods in which they are determined.

Premiums written are earned on a pro-rated basis over the term of the related policy or contract. For losses occurring reinsurance contracts, the earnings period is generally the same as the term of the related contract or policy. For reinsurance contracts written on risks attaching basis, the earnings period is based on the terms of the underlying contracts and policies and is generally 24 months. The portion of the premiums written applicable to the unexpired terms of the underlying contracts and policies in force is recorded as unearned premiums.

Reinstatement premiums are recorded at the time a loss event occurs and coverage limits for the remaining life of the contract are reinstated under predefined contract terms. The accrual of reinstatement premiums is based on our estimate of losses and loss expenses, which reflects management’s judgment, as described in “Reserve for losses and loss expenses” below.

Policy acquisition costs

Policy acquisition costs are costs that vary with, and are directly related to, the successful production of new and renewal business, and consist principally of commissions and brokerage expenses. These costs are deferred and amortized over the period in which the related premiums are earned. Acquisition costs are shown net of commissions earned on reinsurance ceded. However, if the sum of a contract’s expected losses and loss expenses and deferred acquisition costs exceeds related unearned premiums, a premium deficiency is determined to exist. In this event, deferred acquisition costs are immediately expensed to the extent necessary to eliminate the premium deficiency. If the premium deficiency exceeds deferred acquisition costs then a liability is accrued for the excess deficiency. There were no premium deficiency adjustments recognized during the periods presented herein.

Policy acquisition costs also include profit commissions, which are recognized on a basis consistent with our estimate of losses and loss expenses.

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

3.	Significant accounting policies (continued)

 

Reserve for losses and loss expenses

The reserve for losses and loss expenses includes reserves for unpaid reported losses (“case reserves”) and for losses incurred but not reported (“IBNR”). Case reserves are established by management based on reports from brokers, ceding companies and insureds and represents the unpaid portion of the estimated ultimate cost of events or conditions that have been reported to, or specifically identified by, the Company. IBNR reserves are established by management based on actuarially determined estimates of ultimate losses and loss expenses. Inherent in the estimate of ultimate losses and loss expenses are expected trends in claim severity and frequency and other factors, which may vary significantly as claims are settled.

The period of time from the occurrence of a loss to the reporting of a loss to the Company and to the settlement of the Company’s liability may be several months or years. During this period, additional facts and trends may be revealed. Accordingly, losses and loss expenses ultimately paid may differ materially from the amounts recorded in the Consolidated Financial Statements. These estimates are reviewed regularly and, as experience develops and new information becomes known, the reserves are adjusted as necessary. These adjustments sometimes lead to an increase or decrease in ultimate losses, and at other times lead to a reallocation between IBNR and specific case reserves. Adjustments to ultimate loss estimates, if any, are recorded in earnings in the period in which they become known. Prior period development arises from changes to these estimates recognized in the current year that relate to losses and loss expenses that were incurred in previous calendar years.

Although there is normally a lag in receiving reinsurance data from cedants, the Company currently has adequate procedures in place regarding the timeliness related to the processing of assumed reinsurance information and there is no significant backlog. The Company actively manages its relationships with brokers and clients and considers existing disputes with counterparties to be in the normal course of business.

Reinsurance

The Company enters into retrocession agreements in order to provide greater diversification of business and to mitigate its accumulation of loss, reduce its liability on individual risks, enable it to underwrite policies with higher limits and increase its aggregate capacity. Premiums ceded are recognized over the period of exposure to risk, with the unearned portion being deferred in the Consolidated Balance Sheets as Prepaid reinsurance premiums.

Loss reserves recoverable on unpaid losses represent amounts that will be collectible from reinsurers once the losses are paid. Reinsurance recoverable on paid losses represents amounts currently due from reinsurers. The recognition of reinsurance recoverable requires two key judgments: Firstly, the determination of gross assumed IBNR, and secondly the amount of gross IBNR that can be ceded to retrocessionaires based on the reinsurance agreements in place. The ceded IBNR is developed as part of the Company’s loss reserving process and consequently its estimation is subject to risks and uncertainties similar to the estimation of gross IBNR.

Retroactive reinsurance agreements are reinsurance agreements under which the reinsurer agrees to reimburse the Company for liabilities incurred as a result of past insurable events. For these agreements, the excess of the amounts collectible under the agreement over the premium paid is recognized as a deferred gain and is amortized into income over the settlement period of the ceded reserves. The amount of the deferred gain is adjusted each period based on loss payments and updated estimates. If the premium paid exceeds the ultimate losses collectible under the agreement, the net loss is recognized immediately in the Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income.

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

3.	Significant accounting policies (continued)

 

Funds withheld

The Company writes and cedes certain business on a funds withheld basis. Under these contractual arrangements, the Company and the cedants withhold premiums for the purpose of paying claims. The remaining net funds will be remitted to or paid by the Company after all policies have expired and all claims have been settled.

Investments

The Company classifies its fixed maturity and short-term investments as trading and accounts for its other investments in accordance with ASC Topic 825, “Financial Instruments”. As such, all investments are carried at fair value. Investments in fixed maturity securities are recorded on a trade-date basis with balances pending settlement reflected as a receivable for investments sold or a payable for investments purchased.

Net investment income includes interest and dividend income along with amortization of premium or accretion of discount. Interest on fixed maturity securities is recorded in net investment income when earned. Realized gains and losses on the sale of investments are determined on the basis of amortized cost.

For investments in certain structured securities, prepayment assumptions are evaluated and revised as necessary. Any adjustments required due to the resultant change in effective yields and maturities are recognized retrospectively. Prepayment fees or call premiums that are only payable to the Company when a security is called prior to its maturity are earned when received and reflected in net investment income.

Short-term investments primarily comprise investments with a remaining maturity of less than one year at time of purchase and money market funds held at the Company’s investment managers.

Investments in operating affiliates in which the Company has significant influence over the operating and financial policies of the investee are accounted for under the equity method of accounting. Under this method, the Company records its proportionate share of income or loss from such investments in its results for the period. Due to a lag in reporting, the fund managers are unable to provide final investment statements as of the Company’s reporting date. In these circumstances, the Company estimates its proportionate share of income or loss from such investments by starting with the prior month’s investment statement, adjusting for capital calls, redemptions or distributions, and then estimating the return for the current period. In circumstances in which the Company estimates the return for the current period, it applies the same methodology as for other investments.

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

3.	Significant accounting policies (continued)

 

Fair value of financial instruments

Fair value is defined as the price received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC Topic 820, “Fair Value Measurement and Disclosure”, provides a framework for measuring fair value by creating a hierarchy of fair value measurements that distinguishes market data between observable independent market inputs and unobservable market assumptions by the reporting entity. The guidance further expands disclosures about such fair value measurements. The guidance applies broadly to most existing accounting pronouncements that require or permit fair value measurements (including both financial and non-financial assets and liabilities) but does not require any new fair value measurements. The Company has adopted all authoritative guidance in effect as of the balance sheet date regarding certain market conditions that allow for fair value measurements that incorporate unobservable inputs where active market transaction based measurements are unavailable.

Derivative instruments

The Company enters into various derivative instruments in the form of foreign exchange contracts and commodity derivative instruments. Foreign exchange derivatives (principally foreign exchange forwards) are used to economically mitigate risk associated with exchange rate fluctuations on non-U.S. dollar foreign currency transactions and foreign denominated investments. Commodity derivatives are used to mitigate financial risk associated with certain agricultural insurance liabilities. The Company’s derivative financial instruments are recorded on a trade-date basis and carried at fair value in the Consolidated Balance Sheets. The effect on earnings from recognizing the fair values of these derivative financial instruments depends on their intended use, their hedge designation, and their effectiveness in offsetting changes in the fair values of the exposures they are hedging.

Changes in the fair values of derivative instruments that are not designated as hedges are reported currently in earnings. Refer to Note 8, “Derivative instruments”, for further details.

Cash and cash equivalents

The Company considers time deposits and money market funds with an original maturity of one month or less as equivalent to cash.

Restricted cash

Restricted cash primarily relates to funds held in trust in support of collateralized reinsurance transactions.

Foreign exchange

The U.S. dollar is the functional currency of the Company and its subsidiaries. For these companies, monetary assets and liabilities denominated in foreign currencies are revalued at the exchange rates in effect at the balance sheet date and revenues and expenses denominated in foreign currencies are translated at the prevailing exchange rate on the transaction date with the resulting foreign exchange gains and losses included in earnings. Non-monetary assets and liabilities denominated in foreign currencies are revalued at the exchange rate in effect at the time of the underlying transaction.

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

3.	Significant accounting policies (continued)

 

Stock plans

AIG accounts for their stock plans in accordance with the ASC Topic 718, “Compensation - Stock Compensation”. Accordingly, AIG recognizes the compensation expense for stock option grants, restricted share grants and performance share grants based on the fair value of the award on the date of grant over the requisite service period, and allocates the expense to its subsidiaries, including the Company, based on the country of residence of employees. Under the AIG stock plan, the expense allocated to each subsidiary, including the Company, is settled in cash, payable to AIG upon the date of vest. The difference in share price between the fair value determined on the grant date and the cash settlement date is recognized in additional paid-in capital as a contribution or distribution to parent company.

For the awards granted under the AIG stock plan, no forfeiture rate is applied, and the compensation expense for forfeited awards is reversed on occurrence.

Income taxes and uncertain tax provisions

Deferred tax assets and liabilities are recorded in accordance with ASC Topic 740, “Income Taxes”. Consistent with ASC 740, the Company records deferred income taxes which reflect operating losses and tax credits carried forward and the tax effect of the temporary differences between the carrying amounts of assets and liabilities for financial reporting purposes and their respective tax bases.

The Company and its Bermuda domiciled subsidiaries are not subject to any income, withholding or capital gains taxes under current Bermuda law. The Company has operating subsidiaries and branch offices in various other jurisdictions around the world, including but not limited to Luxembourg, Switzerland, Singapore and Canada that are subject to relevant taxes in those jurisdictions.

The Company recognizes the tax benefits of uncertain tax positions only where the position is more likely than not to be sustained upon examination by tax authorities based upon the technical merits of the position. Based on the more-likely-than-not recognition threshold, the Company must presume that the tax position will be subject to examination by a taxing authority with full knowledge of all relevant information. If the recognition threshold is met, then the tax position is measured at the largest amount of benefit that is more than 50% likely of being realized upon ultimate settlement. The Company classifies all interest and penalties related to uncertain tax positions in income tax expenses.

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

3.	Significant accounting policies (continued)

 

Variable interest entities

The Company determines whether it has relationships with entities defined as VIEs in accordance with ASC Topic 810, “Consolidation”. A VIE is consolidated by the variable interest holder that is determined to be the primary beneficiary.

An entity in which the Company holds a variable interest is a VIE if any of the following conditions exist: (a) the total equity investment at risk is not sufficient to permit the entity to finance its activities without additional subordinated financial support, (b) as a group, the holders of equity investment at risk lack either the direct or indirect ability through voting rights or similar rights to make decisions about an entity’s activities that most significantly impact the entity’s economic performance or the obligation to absorb the expected losses or right to receive the expected residual returns, or (c) the voting rights of some investors are disproportionate to their obligation to absorb the expected losses of the entity, their rights to receive the expected residual returns of the entity, or both and substantially all of the entity’s activities either involve or are conducted on behalf of an investor with disproportionately few voting rights.

The primary beneficiary is defined as the variable interest holder that is determined to have both (a) the power to direct the activities of a VIE that most significantly impact the economic performance of the VIE and (b) the obligation to absorb losses or right to receive benefits from the VIE that could potentially be significant to the VIE. At inception of the VIE, as well as following an event that requires reassessment, the Company determines whether it is the primary beneficiary based on the facts and circumstances surrounding each entity.

Transfers of financial assets

The Company accounts for transfers of financial assets as sales when it has surrendered control over the related assets. Whether control has been relinquished requires, among other things, an evaluation of relevant legal considerations and an assessment of the nature and extent of the Company’s continuing involvement, if any, with the assets transferred. Gains and losses stemming from transfers of other investments accounted for as sales are included in “Net realized (losses) gains on investments” in the Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income. Gains and losses stemming from transfers of investments in operating affiliates and structured notes receivable from AlphaCat ILS Fund accounted for as sales are included in “Income (loss) from operating affiliates” and “Income (loss) from structured notes receivable from AlphaCat ILS Fund,” respectively. Assets obtained and liabilities incurred in connection with transfers reported as sales are initially recognized in the balance sheet at fair value.

Comparatives

Certain prior year amounts have been reclassified for consistency with the current year presentation. These reclassifications had no effect on the reported consolidated total assets, total liabilities, and results of operations or cash flows.

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

4.	Recent accounting pronouncements

Accounting standard adopted in 2022

Codification Improvements

In October 2020, the FASB issued ASU 2020-10, “Codification Improvements”. The amendments in this update improve the Codification by ensuring that all guidance that requires or provides an option for an entity to provide information in the notes to financial statements is codified in the Disclosure Section of the Codification.

The amendments in this update were effective for fiscal years beginning after December 15, 2021. The adoption of this update did not have a material impact on the Company’s Consolidated Financial Statements.

Accounting standards not yet adopted

Financial instruments – Credit losses

In June 2016, the FASB issued ASU 2016-13, “Financial Instruments – Credit Losses (Topic 326)”, which will change how entities account for credit losses for most financial assets, trade receivables and reinsurance receivables. The standard will replace the existing incurred loss impairment model with a new “current expected credit loss model” that generally will result in earlier recognition of credit losses. The standard will apply to financial assets subject to credit losses, including loans measured at amortized cost, reinsurance receivables and certain off-balance sheet credit exposures. During 2018, 2019, 2020 and 2022 the FASB issued a number of amendments and targeted improvements to ease with the application of the standard. These updates are effective in line with the effective date of ASU 2016-13.

This standard is effective for non-public entities for fiscal years beginning after December 15, 2022. The Company does not anticipate the adoption of this standard to have a material impact on the Consolidated Financial Statements. The quantitative impact of any change will be dependent on the Company’s portfolio at the adoption date, as well as economic conditions and other factors at that time.

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

4.	Recent accounting pronouncements (continued)

 

Accounting standards not yet adopted (continued)

 

Derivatives and hedging

In March 2022, the FASB issued ASU 2022-01, “Derivatives and Hedging: Fair Value Hedging – Portfolio Layer Method”. The amendments in this standard would:

 

1.

expand the last-of-layer method that permits only one hedged layer to allow multiple hedged layers of a single closed portfolio;

 

2.

change the name of the method to the portfolio layer method;

 

3.

expand the scope of the portfolio layer method to include non-prepayable financial assets;

 

4.

specify that eligible hedging instruments in a single-layer hedge may include spot-starting or forward-starting constant-notional swaps, or spot or forward-starting amortizing-notional swaps and that the number of hedged layers (that is, single or multiple) corresponds with the number of hedges designated;

 

5.

provide additional guidance on the accounting for and disclosure of hedge basis adjustments that are applicable to the portfolio layer method whether a single hedged layer or multiple hedged layers are designated; and

 

6.

specify how hedge basis adjustments should be considered when determining credit losses for the assets included in the closed portfolio.

These amendments are effective for non-public entities for fiscal years beginning after December 15, 2023, and interim periods within those fiscal years. The Company does not expect the amendments in this standard to impact the Company’s Consolidated Financial Statements, as the Company currently does not have any derivatives classified as hedges.

Fair value measurement of equity securities subject to contractual sale restrictions

In June 2022, the FASB issued ASU 2022-03, “Fair Value Measurement (Topic 820): Fair Value Measurement of Equity Securities Subject to Contractual Sale Restrictions”. The amendments in this Update clarify that a contractual restriction on the sale of an equity security is not considered part of the unit of account of the equity security and, therefore, is not considered in measuring fair value. The amendments also clarify that an entity cannot, as a separate unit of account, recognize and measure a contractual sale restriction. The amendments in this Update also require the following disclosures for equity securities subject to contractual sale restrictions:

 

1.

The fair value of equity securities subject to contractual sale restrictions reflected in the balance sheet.

 

2.

The nature and remaining duration of the restriction(s).

 

3.

The circumstances that could cause a lapse in the restriction(s).

The amendments are effective for non-public entities for fiscal years beginning after December 15, 2024, including interim periods within those fiscal years. Early adoption is permitted. The Company does not expect the amendments in this standard to impact the Company’s Consolidated Financial Statements, as the Company currently does not hold any equity securities.

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

5.	Investments

Fixed maturity investments

The amortized cost and fair value of the Company’s fixed maturity investments as at December 31, 2022 and 2021 were as follows:

 

		2022								2021
		Amortized cost $				Fair value $				Amortized cost $				Fair value $
U.S. government and government agency			696,857				674,824				376,913				377,422
Non-U.S. government and government agency			314,124				289,664				282,348				280,408
U.S. states, municipalities and political subdivisions			164,524				146,103				178,747				177,846
Agency residential mortgage-backed securities			702,000				607,322				839,521				838,522
Non-agency residential mortgage-backed securities			380,011				330,743				350,813				346,952
Corporate			1,322,323				1,237,546				972,929				977,746
Asset-backed securities			456,658				416,559				503,199				497,445
Commercial mortgage-backed securities			574,945				535,116				594,193				595,045
Total fixed maturities			4,611,442				4,237,877				4,098,663				4,091,386

The following table summarizes the fair value of the Company’s fixed maturity investments by credit rating as issued by a recognized rating agency as at December 31, 2022 and 2021:

 

		2022								2021
		Fair value $				Percentage of total %				Fair value $				Percentage of total %
AAA			2,458,194				58.01				2,479,777				60.61
AA			554,612				13.09				594,584				14.53
A			702,760				16.58				521,519				12.75
BBB			472,563				11.15				419,127				10.24
Total investment grade fixed maturities			4,188,129				98.83				4,015,007				98.13
BB			21,041				0.49				29,600				0.72
B			6,853				0.16				12,140				0.30
CCC			246				0.01				1,122				0.03
CC			819				0.02				—				—
C			2,259				0.05				8,009				0.20
NR			18,530				0.44				25,508				0.62
Total non-investment grade fixed maturities			49,748				1.17				76,379				1.87
Total fixed maturities			4,237,877				100.00				4,091,386				100.00

 

 

Page 18 | 50

Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

5.	Investments (continued)

 

Fixed maturity investments (continued)

 

The amortized cost and fair values for the Company’s fixed maturity investments held at December 31, 2022 and 2021 are shown below by contractual maturity. Actual maturity may differ from contractual maturity due to prepayment rights associated with certain investments.

 

		2022								2021
		Amortized cost $				Fair value $				Amortized cost $				Fair value $
Due in one year or less			458,146				447,021				106,765				107,595
Due after one year through five years			1,867,536				1,759,793				1,460,089				1,461,973
Due after five years through ten years			131,244				110,194				179,717				180,460
Due after ten years			40,902				31,129				64,366				63,394
			2,497,828				2,348,137				1,810,937				1,813,422
Asset-backed and mortgage-backed securities			2,113,614				1,889,740				2,287,726				2,277,964
Total fixed maturities			4,611,442				4,237,877				4,098,663				4,091,386

Other investments

During the year ended December 31, 2021, the Company sold all of its other investments in hedge funds, private equity investments and fixed income investment funds to other subsidiaries of AIG that are not subsidiaries of the Company. The Company received $277,456 in cash proceeds in exchange for the fair value of the transferred assets. The fair value of the transferred assets was based on the final net asset valuation (NAV) of the individual investments held by the Company as of the dates the investments were sold.    

During the year ended December 31, 2022, net returns of $2,517 (2021: $86,212) were earned on other investments, with realized gains of $2,517 (2021: $138,855) being crystalized as a result of their sale and are included in “Net realized (losses) gains on investments” reported in the Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income.    

Net investment income

Net investment income during the years ended December 31, 2022 and 2021 was derived from the following sources:

 

		2022 $				2021 $
Fixed maturities and short-term investments			133,609				110,346
Cash and cash equivalents			1,330				(681	)
Other investments			—				5,628
Investment income			134,939				115,293
Investment expenses			(6,876	)			(4,579	)
Total net investment income			128,063				110,714

Net investment income from other investments includes distributed and undistributed net income (loss) from certain private equity investments and fixed income investment funds.

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

5.	Investments (continued)

 

Net realized and net change in unrealized (losses) gains on investments

The following represents an analysis of net realized and net change in unrealized (losses) gains on investments for the years ended December 31, 2022 and 2021:

 

		2022
		Fixed maturities $				Other investments $				Total $
Gross realized gains			2,087				2,517				4,604
Gross realized losses			(17,141	)			—				(17,141	)
Net realized (losses) gains on investments			(15,054	)			2,517				(12,537	)
Net change in unrealized losses on investments			(364,069	)			—				(364,069	)
Total net realized and unrealized (losses) gains on investments			(379,123	)			2,517				(376,606	)

 

		2021
		Fixed maturities $				Other investments $				Total $
Gross realized gains			20,263				178,548				198,811
Gross realized losses			(12,515	)			(39,693	)			(52,208	)
Net realized gains on investments			7,748				138,855				146,603
Change in net unrealized gains on investments			(96,406	)			(58,271	)			(154,677	)
Total net realized and unrealized (losses) gains on investments			(88,658	)			80,584				(8,074	)

Pledged investments

As at December 31, 2022, the Company had $2,567,699 (December 31, 2021: $1,882,442) of cash and cash equivalents and fixed maturity investments that were pledged and held in trust during the normal course of business. Pledged assets are generally for the benefit of the Company’s cedants and policyholders and to facilitate the accreditation of the Company, its Canada branch office, and its operating subsidiary, Validus Reinsurance (Switzerland) Ltd (“Validus Re Swiss”), as alien reinsurers by certain regulators.

 

 

Page 20 | 50

Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

6.	Fair value investments

Classification within the fair value hierarchy

Fair value is defined as the price to sell an asset or transfer a liability in an orderly transaction between market participants at the measurement date. Under U.S. GAAP, a company must determine the appropriate level in the fair value hierarchy for each fair value measurement. The fair value hierarchy prioritizes the inputs, which refer broadly to assumptions market participants would use in pricing an asset or liability, into three levels. It gives the highest priority to unadjusted quoted prices in active markets for identical assets or liabilities and the lowest priority to unobservable inputs. The level in the fair value hierarchy within which a fair value measurement in its entirety falls is determined based on the lowest level input that is significant to the fair value measurement in its entirety.

The three levels of the fair value hierarchy are described below:

Level 1 - Fair values are measured based on unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access.

Level 2 - Fair values are measured based on quoted prices in active markets for similar assets or liabilities, quoted prices for identical assets or liabilities in inactive markets, or for which significant inputs are observable (e.g., interest rates, yield curves, prepayment rates, default rates, loss severities, etc.) or can be corroborated by observable market data.

Level 3 - Fair values are measured based on unobservable inputs that reflect the Company’s own judgments about assumptions where there is little, if any, market activity for that asset or liability that market participants might use.

The availability of observable inputs can vary from financial instrument to financial instrument and is affected by a wide variety of factors including, for example, the type of financial instrument, whether the financial instrument is new and not yet established in the marketplace, and other characteristics particular to the instrument. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires significantly more judgment.

Accordingly, the degree of judgment exercised by management in determining fair value is greatest for instruments categorized in Level 3. In periods of market dislocation, the observability of prices and inputs may be reduced for many instruments. This may lead the Company to change the selection of the valuation technique (e.g., from market to cash flow approach) or to use multiple valuation techniques to estimate the fair value of a financial instrument. These circumstances could cause an instrument to be reclassified between levels within the fair value hierarchy.

 

 

Page 21 | 50

Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

6.	Fair value investments (continued)

 

Classification within the fair value hierarchy (continued)

 

At December 31, 2022, the Company’s investments were allocated between Levels 1, 2 and 3 as follows:

 

		2022
		Level 1 $				Level 2 $				Level 3 $				Total $
U.S. government and government agency			—				674,824				—				674,824
Non-U.S. government and government agency			—				289,664				—				289,664
U.S. states, municipalities and political subdivisions			—				146,103				—				146,103
Agency residential mortgage-backed securities			—				607,322				—				607,322
Non-agency residential mortgage-backed securities			—				289,170				41,573				330,743
Corporate			—				1,237,546				—				1,237,546
Asset-backed securities			—				413,912				2,647				416,559
Commercial mortgage-backed securities			—				535,116				—				535,116
Total fixed maturities			—				4,193,657				44,220				4,237,877
Short-term investments			100,379				—				—				100,379
Total investments			100,379				4,193,657				44,220				4,338,256

 

		2021
		Level 1 $				Level 2 $				Level 3 $				Total $
U.S. government and government agency			50,066				327,356				—				377,422
Non-U.S. government and government agency			1,956				278,452				—				280,408
U.S. states, municipalities and political subdivisions			—				177,846				—				177,846
Agency residential mortgage-backed securities			—				838,522				—				838,522
Non-agency residential mortgage-backed securities			—				282,351				64,601				346,952
Corporate			—				977,746				—				977,746
Asset-backed securities			—				465,518				31,927				497,445
Commercial mortgage-backed securities			—				595,045				—				595,045
Total fixed maturities			52,022				3,942,836				96,528				4,091,386
Short-term investments			293,669				—				—				293,669
Total investments			345,691				3,942,836				96,528				4,385,055

At December 31, 2022, Level 3 investments totalled $44,220 (December 31, 2021: $96,528), representing 1.02% (December 31, 2021: 2.20%) of total investments.

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

6.	Fair value investments (continued)

 

Valuation techniques

There have been no material changes in the Company’s valuation techniques during the periods presented in these Consolidated Financial Statements. The following methods and assumptions were used in estimating the fair value of each class of financial instrument recorded in the Consolidated Balance Sheets.

Fixed maturity investments

In general, valuation of the Company’s fixed maturity investment portfolio is provided by independent third party valuation service providers, such as index providers and pricing vendors, as well as broker quotations. The pricing vendors provide valuations for a high volume of liquid securities that are actively traded. For securities that do not trade on an exchange, the pricing services generally utilize market data and other observable inputs in matrix pricing models to determine month end prices. Prices are generally verified using third party data. Index providers generally utilize centralized trade reporting networks, available market makers and statistical techniques.

When independent third party valuation service providers are unable to obtain sufficient market observable information upon which to estimate the fair value for a particular security, fair value is determined either through a broker-dealer price quote or by employing market accepted valuation models. In general, broker-dealers value securities through their trading desks based on observable inputs. The methodologies include mapping securities based on trade data, bids or offers, observed spreads, and performance on newly issued securities. Broker-dealers also determine valuations by observing secondary trading of similar securities. Prices obtained from broker quotations are considered non-binding, however, they are based on observable inputs and by observing secondary trading of similar securities obtained from active, non-distressed markets. The techniques generally used to determine the fair value of the Company’s fixed maturity investments are detailed below by asset class.

U.S. government and government agency

U.S. government and government agency securities consist primarily of debt securities issued by the U.S. Treasury and certain mortgage pass-through agencies. Fixed maturity investments included in U.S. government and government agency securities are primarily priced by pricing services. When evaluating these securities, the pricing services gather information from market sources and integrate other observations from markets and sector news. Evaluations are updated by obtaining broker dealer quotes and other market information including actual trade volumes, when available. The fair value of each security is individually computed using analytical models which incorporate option adjusted spreads and other daily interest rate data. On-the-Run U.S. Treasury issuances are considered Level 1 given the availability of quoted prices in active markets. Off-the-Run and other U.S. Treasuries are classified as Level 2 as the significant inputs used to price these securities are observable.

 

 

Page 23 | 50

Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

6.	Fair value investments (continued)

 

Valuation techniques (continued)

 

Non-U.S. government and government agency

Non-U.S. government and government agency securities consist of debt securities issued by non-U.S. governments and their agencies along with supranational organizations (also known as sovereign debt securities). Securities held in these sectors are primarily priced by pricing services who employ proprietary discounted cash flow models to value the securities. Key quantitative inputs for these models are daily observed benchmark curves for treasury, swap and high issuance credits. The pricing services then apply a credit spread for each security which is developed by in-depth and real time market analysis. For securities in which trade volume is low, the pricing services utilize data from more frequently traded securities with similar attributes. These models may also be supplemented by daily market and credit research for international markets. Bills, Bonds and Notes issued from Canada, France, Germany, Italy, Japan, and the United Kingdom within one year of the balance sheet date are considered Level 1 given the availability of quoted prices in active markets. All other instruments are classified as Level 2 as the significant inputs used to price these securities are observable.

U.S. states, municipalities and political subdivisions

The Company’s U.S. states, municipalities and political subdivisions portfolio contains debt securities issued by U.S. domiciled state and municipal entities. These securities are generally priced by independent pricing services using available market information such as yields and credit spreads. The availability of observable inputs used to price these securities is contingent on their respective maturity dates. As the significant inputs utilized to determine price are observable, the fair value of these investments are classified as Level 2.

Agency residential mortgage-backed securities

The Company’s agency residential mortgage-backed investments consist primarily of debt securities issued by mortgage-pass through agencies. These securities are primarily priced by pricing services using a mortgage pool specific model which utilizes daily inputs from the active to be announced market which is very liquid, as well as the U.S. Treasury market. The model also utilizes additional information, such as the weighted average maturity, weighted average coupon and other available pool level data which is provided by the sponsoring agency. Valuations are also corroborated with daily active market quotes. As securities with investment grade credit ratings utilize significant observable inputs to determine prices, the fair value of these investments are classified as Level 2. Securities below investment grade credit ratings, or where security holdings are backed by certain collateral types or are residual tranches, utilize an element of significant unobservable inputs, including credit spreads, default rates, prepayment rates, and default projections. Accordingly, the fair value of these investments are classified as Level 3.

 

 

Page 24 | 50

Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

6.	Fair value investments (continued)

 

Valuation techniques (continued)

 

Non-agency residential mortgage-backed securities

The Company’s non-agency residential mortgage-backed investments include non-agency prime and sub-prime residential mortgage-backed fixed maturity investments. Securities held in these sectors are primarily priced by pricing services using an option adjusted spread model or discounted cash flow model, which principally utilize inputs including benchmark yields, available trade information or broker quotes, issuer spreads, prepayment and default projections. The pricing services also review collateral prepayment rates, loss severity and delinquencies among other collateral performance indicators for the securities valuation, when applicable. Where significant inputs used to price the securities are observable, the fair value of these investments are classified as Level 2. Where such information is unavailable, or the security credit rating is below AAA, significant unobservable inputs are used to price these securities, which may include constant prepayment rates, loss severity, default rates and yield, resulting in certain securities being classified as Level 3.

Corporate

Corporate debt securities consist primarily of investment-grade debt of a wide variety of corporate issuers and industries. The Company’s corporate fixed maturity investments are primarily priced by pricing services. When evaluating these securities, the pricing services gather information from market sources regarding the issuer of the security and obtain credit data, as well as other observations, from markets and sector news. Evaluations are updated by obtaining broker dealer quotes and other market information including actual trade volumes, when available. The pricing services also consider the specific terms and conditions of the securities, including any specific features which may influence risk. In certain instances, securities are individually evaluated using a spread which is added to the U.S. Treasury curve or a security specific swap curve as appropriate. As the significant inputs used to price these securities are observable, the fair value of these investments are classified as Level 2.

Asset-backed securities

Asset backed securities include mostly investment-grade debt securities backed by pools of loans with a variety of underlying collateral, including automobile loan receivables, student loans, credit card receivables, and collateralized loan obligations originated by a variety of financial institutions. Securities held in these sectors are primarily priced by pricing services. The pricing services apply dealer quotes and other available trade information such as bids and offers, prepayment rates which may be adjusted for the underlying collateral or current price data, the U.S. Treasury curve and swap curve as well as cash settlement. The pricing services determine the expected cash flows for each security held in this sector using prepayment and default projections for the underlying collateral and current market data. In addition, a spread is applied to the relevant benchmark and used to discount the cash flows noted above to determine the fair value of the securities held in this sector. The fair value classification of asset-backed securities is based on a combination of collateral type, tranche type and rating, in addition to observable pricing inputs. As the significant inputs used to price the majority of these securities are observable, the fair value of these investments are classified as Level 2. Where such information is unavailable and pricing is sourced by a broker, or the security meets specific criteria, significant unobservable inputs are used to price these securities, which includes yield, resulting in certain securities classified as Level 3.

 

 

Page 25 | 50

Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

6.	Fair value investments (continued)

 

Valuation techniques (continued)

 

Commercial mortgage-backed securities

The Company’s commercial mortgage-backed securities consist of primarily investment grade debt securities. The pricing services apply dealer quotes and other available trade information such as bids and offers, prepayment rates which may be adjusted for the underlying collateral or current price data, the U.S. Treasury curve and swap curve as well as cash settlement. The pricing services determine the expected cash flows for each security held in this sector using historical prepayment and default projections for the underlying collateral and current market data. In addition, a spread is applied to the relevant benchmark and used to discount the cash flows noted above to determine the fair value of the securities held in this sector. As securities with investment grade credit ratings utilize significant observable inputs to determine prices, the fair value of these investments are classified as Level 2.    

Short-term investments

Short-term investments consist primarily of highly liquid securities, all with maturities of less than one year from the date of purchase. The fair value of the portfolio is generally determined using amortized cost which approximates fair value. As the highly liquid money market-type funds are actively traded, the fair value of these investments are classified as Level 1.    

Level 3 investments

Details of transfers into / (out of) Level 3 investments and purchases of Level 3 investments are as follows:

 

		Non-agency residential mortgage- backed securities $				Asset- backed securities $				Total $
During the year ended December 31, 2022
Transfers into Level 3 investments			—				21,009				21,009
Transfers out of Level 3 investments			—				(29,920	)			(29,920	)
During the year ended December 31, 2021
Transfers into Level 3 investments			—				23,800				23,800
Transfers out of Level 3 investments			—				(35,230	)			(35,230	)
Purchases			45,622				24,097				69,719

During the years ended December 31, 2022 and 2021, transfers into Level 3 investments included investments in asset-backed securities. These transfers were primarily the result of limited market pricing information and decreases in investment credit rating relating to collateralized debt obligations that required us to determine fair value for these securities based on unobservable inputs.

During the years ended December 31, 2022 and 2021, transfers out of Level 3 investments included investments in asset-backed securities. These transfers were primarily the result of using pricing information that reflects the fair value of those securities based on observable inputs.

 

 

Page 26 | 50

Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

6.	Fair value investments (continued)

 

Level 3 investments (continued)

 

Quantitative information about Level 3 investments

The following table presents information about the significant unobservable inputs used for fair value measurements for certain Level 3 instruments at December 31, 2022:

 

Valuation technique		Unobservable inputs		Weighted average
Non-agency residential mortgage-backed securities (fair value of $31,004)
Discounted cash flow		Constant prepayment rate			8.58	%
Discounted cash flow		Loss severity			15.16	%
Discounted cash flow		Constant default rate			2.28	%
Discounted cash flow		Yield			6.06	%
Asset-backed securities (fair value of $1,202)
Discounted cash flow		Yield			6.08	%

The following table presents information about the significant unobservable inputs used for fair value measurements for certain Level 3 instruments at December 31, 2021:

 

Valuation technique		Unobservable inputs		Weighted average
Non-agency residential mortgage-backed securities (fair value of $47,582)
Discounted cash flow		Constant prepayment rate			10.84	%
Discounted cash flow		Loss severity			19.73	%
Discounted cash flow		Constant default rate			1.26	%
Discounted cash flow		Yield			2.07	%
Asset-backed securities (fair value of $20,264)
Discounted cash flow		Yield			1.58	%

The weighted average for fixed maturity securities is based on the estimated fair value of the Level 3 securities.

The table above includes only those instruments for which information about the inputs is reasonably available to the Company, such as data from independent third party valuation service providers and from internal valuation models. Because input information from third parties with respect to certain Level 3 instruments are not available, balances shown in the table above do not represent the total amounts reported as Level 3 assets.

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

7.	Investments in operating affiliates and structured notes receivable from AlphaCat ILS fund

Investments in operating affiliates

AlphaCat sidecars

Beginning on May 25, 2011, the Company joined with other investors in capitalizing a series of reinsurance and investment entities, referred to as “sidecars”, for the purpose of investing in collateralized reinsurance and retrocessional contracts. Certain of these sidecars deployed their capital through transactions entered into by AlphaCat Reinsurance Ltd. (“AlphaCat Re”). Each of these entities returns capital once the risk period expires and all losses have been paid out. The AlphaCat sidecars are VIEs and the Company is not the primary beneficiary. Therefore, the Company’s investments in the sidecars have been treated as equity method investments. The Company’s maximum exposure to any of the sidecars is the amount of capital invested at any given time and any remaining capital commitments.

AlphaCat ILS funds

Beginning on December 17, 2012, the Company joined with other investors in capitalizing the AlphaCat ILS funds for the purpose of investing in instruments with returns linked to property catastrophe reinsurance, retrocession and insurance linked securities (“ILS”) contracts. The AlphaCat ILS funds have varying risk profiles and are categorized by the maximum permitted portfolio expected loss of the fund. The maximum permitted portfolio expected loss represents the average annual loss over the set of simulation scenarios divided by the total limit. Lower risk ILS funds are defined as having a maximum permitted portfolio expected loss of less than 7%, whereas higher risk ILS funds have a maximum permitted portfolio expected loss of 7% or greater. The AlphaCat ILS funds primarily deploy their capital through transactions entered into by AlphaCat Re or OmegaCat Reinsurance, Ltd. and AlphaCat Master Fund Ltd. The AlphaCat ILS funds are VIEs and the Company is not the primary beneficiary. Therefore, the Company’s investments in the funds have been treated as equity method investments.

During the year ended December 31, 2021, the Company sold its ownership interest in and structured notes receivable from certain AlphaCat ILS Funds to other subsidiaries of AIG that are not consolidated by Validus Re and are not subsidiaries of Validus Re. The Company surrendered control over the financial assets during the year and has no continuing involvement with the transferred investments.

During 2021, the Company received $98,945 and $10,000 in cash proceeds in exchange for the carrying value of its ownership interest in and structured notes receivable from certain AlphaCat ILS funds, respectively. The value of the transferred assets was based on the final investment valuation statements established by the fund administrators. Ownership interest in AlphaCat ILS funds was transferred at the carrying value of the assets at the effective date and did not result in the recognition of net gains or losses on sale. During the year ended December 31, 2021, the Company recognized net losses from the sale of structured notes of $337, which are included in “Income (loss) from structured notes receivable from AlphaCat ILS fund” reported in the Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income.

The Company’s maximum exposure to any of the AlphaCat ILS funds is the amount of capital invested at any given time and any remaining capital commitments. Refer to Note 14, “Commitments and contingencies”, for further details.

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

7.	Investments in operating affiliates and structured notes receivable from AlphaCat ILS fund (continued)

 

Investments in operating affiliates (continued)

 

The following tables present a reconciliation of the beginning and ending investments in operating affiliates for the years ended December 31, 2022 and 2021:

 

		2022
		AlphaCat sidecars $				AlphaCat ILS Funds – Lower Risk $				AlphaCat ILS Funds – Higher Risk $				Total $
Balance, beginning of year			1,557				—				5,105				6,662
Redemption of shares / distributions			—				—				(2,707	)			(2,707	)
Income from operating affiliates			48				—				744				792
Balance, end of year			1,605				—				3,142				4,747

 

		2021
		AlphaCat sidecars $				AlphaCat ILS Funds – Lower Risk $				AlphaCat ILS Funds – Higher Risk $				Total $
Balance, beginning of year			1,584				61,701				55,071				118,356
Risk profile change, net			—				(40,597	)			40,597				—
Purchase of shares			—				—				15,000				15,000
Redemption of shares / distributions			—				(6,865	)			(6,018	)			(12,883	)
Sale of shares			—				(13,859	)			(85,086	)			(98,945	)
Loss from operating affiliates			(27	)			(380	)			(14,459	)			(14,866	)
Balance, end of year			1,557				—				5,105				6,662

During the year ended December 31, 2021, the Company saw a change to the maximum permitted portfolio expected loss to one of the AlphaCat ILS Funds. As a result of this risk profile change, the AlphaCat ILS Fund has transferred from lower risk to higher risk.

The following table presents the Company’s investments in operating affiliates as at December 31, 2022:

 

		2022
		Voting ownership %				Equity ownership %				Carrying value $
AlphaCat sidecars			40.00				20.00				1,605
AlphaCat ILS Funds – Higher Risk			n/a				3.84				3,142
Total											4,747

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

7.	Investments in operating affiliates and structured notes receivable from AlphaCat ILS fund (continued)

 

Investments in operating affiliates (continued)

 

The following table presents the Company’s investments in operating affiliates as at December 31, 2021:

 

		2021
		Voting ownership %				Equity ownership %				Carrying value $
AlphaCat sidecars			40.00				20.00				1,557
AlphaCat ILS Funds – Higher Risk			n/a				3.67				5,105
Total											6,662

Structured notes receivable from AlphaCat ILS fund

During 2021, one of the AlphaCat ILS funds (the “Fund”) issued both common shares and structured notes to the Company in order to capitalize the Fund. The structured notes do not have a stated maturity date since repayment is dependent on the settlement and income or loss of the underlying transactions. These structured notes rank senior to the common shares of the Fund and earn an interest rate of 7% per annum (2021: 5.00% plus the 3-month London Inter-Bank Offer Rate per annum), payable on a cumulative basis in arrears. Structured notes receivable is classified within “Other assets” on the Consolidated Balance Sheets.

The following table presents a reconciliation of the beginning and ending structured notes receivable from the Fund as at December 31, 2022 and 2021:

 

		2022 $				2021 $
Structured notes receivable from the Fund, beginning of year			12				10,365
Purchases of structured notes receivable			—				10,000
Redemptions of structured notes receivable			—				(10,000	)
Sale of structured notes receivable			—				(10,000	)
Increase (decrease) in net asset value of structured notes receivable			54				(353	)
Structured notes receivable from the Fund, end of year			66				12

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

8.	Derivative instruments

Derivatives not designated as hedging instruments

The following tables summarize information on the classification and amount of the fair value of derivatives not designated as hedging instruments within the Company’s Consolidated Balance Sheets as at December 31, 2022 and 2021:

 

		2022
		Asset notional exposure (a) $				Asset derivative at fair value (b) $				Liability notional exposure (a) $				Liability derivative at fair value (b) $
Foreign exchange contracts			295,085				17,405				83,598				5,312
Commodity derivative contracts			211,791				9,167				20,015				34
Total			506,876				26,572				103,613				5,346
		2021
		Asset notional exposure (a) $				Asset derivative at fair value (b) $				Liability notional exposure (a) $				Liability derivative at fair value (b) $
Foreign exchange contracts			38,935				611				224,046				2,278
Commodity derivative contracts			302,687				3,961				218,858				287
Total			341,622				4,572				442,904				2,565

 

(a)	Notional exposure represents the total aggregate notional exposure. For commodity derivative contracts derivative transactions, management enters into option collar arrangements wherein our net notional exposure is $191,776 as at December 31, 2022 (December 31, 2021: $83,829).

(b)

Asset and liability derivatives are classified within “Other assets” and “Accounts payable and accrued expenses”, respectively, on the Consolidated Balance Sheets. Fair value amounts are shown before the effects of counterparty netting adjustments and offsetting cash collateral. Margin call liability for foreign exchange contract derivative transactions as at December 31, 2022 was $10,420 (December 31, 2021: margin call asset of $2,940).

The foreign exchange contracts are valued on the basis of standard industry valuation models. The inputs to these models are based on observable market inputs, and as such the fair values of these contracts are classified as Level 2.

The commodity derivative contracts are exchange traded instruments and are valued on the basis of standard industry valuation models. The inputs to these models are based on observable market inputs, and as such the fair values of these contracts are classified as level 2.

The following table summarizes information on the classification and net impact on earnings, recognized in the Company’s Consolidated Statements of (Loss) Income and Comprehensive (Loss) Income relating to derivatives that were not designated as hedging instruments during the years ended December 31, 2022 and 2021:

 

Derivatives not designated as hedging instruments		Classification of gains (losses) recognized in earnings		2022 $				2021 $
Foreign exchange contracts		Foreign exchange gains			14,035				2,787
Commodity derivative contracts		Losses and loss expenses			(13,107	)			(9,694	)

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

8.	Derivative instruments (continued)

 

Balance sheet offsetting

There was no balance sheet offsetting activity as at December 31, 2022 and 2021.

Commencing in 2019, the Company engaged in the above noted foreign exchange contracts with an affiliated AIG entity under International Swaps and Derivatives Association, Inc. Master Agreements, which establish terms that apply to all transactions. As part of the agreements, collateral is provided as security for the foreign exchange contracts. On a periodic basis, the amounts receivable from or payable to the counterparties are settled in cash on a net basis.

 

9.	Premiums receivable and funds withheld

Premiums receivable

Premiums receivable is composed of premiums in the course of collection and premiums accrued but unbilled, both of which are presented net of commissions and brokerage. It is common practice in the reinsurance industry for premiums to be paid on an instalment basis, therefore significant amounts will be considered unbilled and will not become due until a future date, which is typically no later than expiration of the underlying coverage period. The following is a breakdown of the components of premiums receivable as at December 31, 2022 and 2021:

 

		2022
		Premiums in course of collection $				Premiums accrued but unbilled $				Total $
Premiums receivable, beginning of year			76,537				1,150,752				1,227,289
Change during the year			8,458				323,545				332,003
Premiums receivable, end of year			84,995				1,474,297				1,559,292
		2021
		Premiums in course of collection $				Premiums accrued but unbilled $				Total $
Premiums receivable, beginning of year			25,499				861,148				886,647
Change during the year			51,038				289,604				340,642
Premiums receivable, end of year			76,537				1,150,752				1,227,289

Funds withheld

The Company writes and cedes certain business on a funds withheld basis. Under these contractual arrangements, the Company and the cedants withhold premiums for the purpose of paying claims. The remaining net funds will be remitted or settled after all policies have expired and all claims have been paid.

Funds withheld assumed and ceded as at December 31, 2022 were $107,175 and $2,717, respectively (December 31, 2021: $148,104 and $2,807, respectively).

 

 

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Validus Reinsurance, Ltd.   Notes to the Consolidated Financial Statements For the years ended December 31, 2022 and 2021 Expressed in thousands of U.S. dollars, except share amounts

 

10.	Reserves for losses and loss expenses

The following table summarizes the Company’s reserve for losses and loss expenses as at December 31, 2022 and 2021:

 

		2022 $				2021 $
Case reserves			1,402,082				1,072,070
IBNR			3,566,167				3,661,691
Reserve for losses and loss expenses			4,968,249				4,733,761

The following table represents an analysis of paid and unpaid losses and loss expenses incurred and a reconciliation of the beginning and ending unpaid losses and loss expenses for the years ended December 31, 2022 and 2021:

 

		2022 $				2021 $
Reserve for losses and loss expenses, beginning of year			4,733,761				3,211,396
Loss reserves recoverable, beginning of year			(2,140,746	)			(1,074,617	)
Net reserves for losses and loss expenses, beginning of year			2,593,015				2,136,779
Increase (decrease) in net reserves for losses and loss expenses in respect of losses occurring in:
Current year			1,447,592				1,563,703
Prior years			(30,604	)			(32,866	)
Total incurred losses and loss expenses			1,416,988				1,530,837
Foreign exchange gains			(45,030	)			(50,941	)
Net impact of commodity derivatives recognized in losses and loss expense			(13,107	)			(9,694	)
Less net losses and loss expenses paid in respect of losses occurring in:
Current year			(190,004	)			(413,001	)
Prior years			(693,645	)			(600,965	)
Total net paid losses			(883,649	)			(1,013,966	)
Net reserve for losses and loss expenses, end of year			3,068,217				2,593,015
Loss reserves recoverable, end of year			1,900,032				2,140,746
Reserve for losses and loss expenses, end of year			4,968,249				4,733,761

 

 

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