8-K
Essent Group Ltd. (ESNT)
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): January 9, 2024
ESSENT GROUP LTD.
(Exact name of registrant as specified in its charter)
| Bermuda | 001-36157 | Not Applicable |
|---|---|---|
| (State of Incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
Clarendon House
2 Church Street
Hamilton HM11, Bermuda
(Address of Principal Executive Offices and Zip Code)
(441) 297‑9901
(Registrant’s telephone number, including area code)
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<br>Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Common Shares, $0.015 par value | ESNT | New York Stock Exchange |
Item 8.01 Other Events
On January 9, 2024, Essent Group Ltd. (“Company”) announced that S&P Global Ratings (“S&P”) has raised its long-term insurer financial strength and issuer credit ratings on the Company's wholly owned subsidiaries, Essent Guaranty, Inc. and Essent Reinsurance Ltd., to ‘A-’ from ‘BBB+’, with a stable outlook. A copy of the Company's press release is attached hereto as Exhibit 99.1. This Form 8-K and the attached exhibit are provided under Item 8.01 of Form 8-K and are furnished to, but not filed with, the Securities and Exchange Commission.
Item 9.01. Financial Statements and Exhibits
| (d) | Exhibits | | --- | --- || Exhibit<br> No. | Description | | --- | --- | | 99.1 | Press release issued by Essent Group Ltd. on January 9, 2024. | | 104 | Cover Page Interactive Data File - the cover page XBRL tags are embedded within the Inline XBRL document. |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
Date: January 9, 2024
ESSENT GROUP LTD.
By: /s/ David B. Weinstock
Name: David B. Weinstock
Title: Senior Vice President and Chief Financial Officer
Document
EXHIBIT 99.1
Essent Announces Upgraded Financial Strength Ratings from S&P Global Ratings to A-
HAMILTON, Bermuda, January 9, 2024 – Essent Group Ltd. (NYSE: ESNT) (“Essent”) today announced that S&P Global Ratings (“S&P”) has raised its long-term insurer financial strength and issuer credit ratings on its wholly owned subsidiaries, Essent Guaranty, Inc. (“Essent Guaranty”) and Essent Reinsurance Ltd. (“Essent Re”) to ‘A-’ from ‘BBB+’, with a stable outlook.
S&P’s rationale in support of the ratings upgrade includes an improved view of Essent’s capital adequacy resulting from the implementation of S&P’s revised capital adequacy methodology, its expectation of Essent’s ability to generate solid underwriting earnings that should be capital accretive, and Essent’s mortgage insurance portfolio with strong underwriting quality, significant home equity cushion, and substantial reinsurance protection.
“We are very pleased with the S&P ratings upgrade and reaching another milestone of A- or higher financial strength ratings by all rating agencies for both Essent Guaranty and Essent Re,” said Mark Casale, Chairman and Chief Executive Officer. “The upgrade reflects our strong balance sheet and profitability, and the benefits of transformative changes to our business, including post-GFC regulatory guardrails, increased use of risk-based pricing engine and programmatic reinsurance, which have made Essent a stronger and more sustainable franchise.”
About the Company
Essent Group Ltd. (NYSE: ESNT) is a Bermuda-based holding company (collectively with its subsidiaries, “Essent”) which serves the housing finance industry by offering private mortgage insurance, reinsurance, risk management products and title insurance and settlement services to mortgage lenders, borrowers, and investors to support homeownership. Additional information regarding Essent may be found at www.essentgroup.com.