Greenlight Capital Re, Ltd 10-Q for FY2025 Q2
Greenlight Capital Re, Ltd. (GLRE)
10-Q
2025-08-04
For: 2025-06-30
View Original
Added on
April 06, 2026
About this 10-Q
Greenlight Capital Re, Ltd filed this 10-Q on August 4, 2025, covering the quarter ended June 30, 2025 (FY2025 Q2).
Headline figures
Quarter ended June 30, 2025, as reported in this filing, compared with the same period a year earlier where the filing states it.
- Revenue
- $160.11M
- down 8.4% from $174.86M a year earlier
- Net income
- $329K
- down 95.9% from net income of $7.98M a year earlier
- Diluted EPS
- $0.01
- down 95.7% from $0.23 a year earlier
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
__________________________
FORM 10-Q
__________________________
(Mark One)
| QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
For the quarterly period ended | |||||
or
| TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 | |||||
| For the transition period from to | |||||
Commission file number 001-33493
____________________________________________________________________________________
(Exact name of registrant as specified in its charter)
____________________________________________________________________________________
| N/A | |||||
| (State or other jurisdiction of incorporation or organization) | (I.R.S. employer identification no.) | ||||
| Grand Cayman | |||||
| (Address of principal executive offices) | (Zip code) | ||||
(205 ) 291-3440
(Registrant’s telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered | ||||||
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes ☒ No ☐
Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§ 232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ☒ No ☐
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.:
Large accelerated filer ☐ Accelerated filer ☒ Non-accelerated filer ☐ Smaller reporting company ☐ 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. ☐
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act)
Yes ☐ No ☒
At August 1, 2025, there were 34,198,153 ordinary shares outstanding, $0.10 par value per share, of the registrant.
GREENLIGHT CAPITAL RE, LTD.
TABLE OF CONTENTS
| Page | ||||||||
| Condensed Consolidated Balance Sheets as of June 30, 2025 (unaudited) and December 31, 2024 | ||||||||
| Condensed Consolidated Statements of Operations for the three and six months ended June 30, 2025 and 2024 (unaudited) | ||||||||
| Condensed Consolidated Statements of Changes in Shareholders' Equity for the three and six months ended June 30, 2025 and 2024 (unaudited) | ||||||||
| Condensed Consolidated Statements of Cash Flows for the six months ended June 30, 2025 and 2024 (unaudited) | ||||||||
| Notes to the Condensed Consolidated Financial Statements (unaudited) | ||||||||
2
PART I — FINANCIAL INFORMATION
NOTE OF FORWARD-LOOKING STATEMENTS
This Quarterly Report on Form 10-Q (herein referred as “Form 10-Q”) of Greenlight Capital Re, Ltd. (“Greenlight Capital Re,” “Company,” “us,” “we,” or “our”) contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933, as amended, and Section 21E of the Securities Exchange Act of 1934, as amended (the “Exchange Act”). All statements, other than statements of historical facts included in this report, including statements regarding estimates, projections, statements relating to our business plans, objectives, and expected operating results, and the assumptions upon which those statements are based, are “forward-looking statements”. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in the United States (“U.S.”) federal securities laws established by the Private Securities Litigation Reform Act of 1995. These forward-looking statements generally are identified by the words “believe,” “project,” “predict,” “expect,” “anticipate,” “estimate,” “intend,” “plan,” “may,” “should,” “will,” “would,” “will be,” “will continue,” “will likely result,” and similar expressions. Forward-looking statements are not historical facts, and are based on current expectations, estimates and projections, and various assumptions, many of which, are inherently uncertain and beyond management’s control.
Forward-looking statements contained in this Form 10-Q may include, but are not limited to, information regarding our estimates for catastrophes and weather-related losses (herein referred as “CAT losses”), measurements of potential losses in the fair market value of our investments, our expectations regarding the performance of our business, our financial results, our liquidity and capital resources, the outcome of our strategic initiatives, our expectations regarding pricing, and other market and economic conditions including inflation, our growth prospects, and valuations of the potential impact of movements in interest rates, equity securities’ prices, and foreign currency exchange rates.
Forward-looking statements only reflect our expectations and are not guarantees of performance. These statements involve risks, uncertainties and assumptions. Accordingly, there are or will be important factors that could cause actual events or results to differ materially from those indicated in such statements. We believe that these factors include, but are not limited to:
•any suspension or revocation of any of our licenses;
•losses from catastrophes and other major events;
•a downgrade or withdrawal of our A.M. Best ratings;
•the loss of significant brokers; and
•those described under “Item 1A, Risk Factors” contained in our Annual Report on Form 10-K for the fiscal year ended December 31, 2024, as filed with the SEC on March 10, 2025 (“2024 Form 10-K”), which is accessible on the SEC’s website at www.sec.gov.
We undertake no obligation to publicly update or revise any forward-looking statements, whether due to new information, future events, or otherwise. Readers are cautioned not to place undue reliance on the forward-looking statements, which speak only to the dates they were made.
We intend to communicate certain events that we believe may have a material adverse impact on our operations or financial position, including property and casualty catastrophic events and material losses in our investment portfolio, in a timely manner through a public announcement. Other than as required by the Exchange Act, we do not intend to make public announcements regarding underwriting or investment events that we do not believe, based on management’s estimates and current information, will have a material adverse impact on our operations or financial position.
3
Item 1. FINANCIAL STATEMENTS
GREENLIGHT CAPITAL RE, LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
June 30, 2025 (unaudited) and December 31, 2024
(expressed in thousands of U.S. dollars, except per share and share amounts)
| June 30, 2025 | December 31, 2024 | ||||||||||
| Assets | |||||||||||
| Investments | |||||||||||
| Investment in related party investment fund, at fair value | $ | $ | |||||||||
| Other investments | |||||||||||
| Total investments | |||||||||||
| Cash and cash equivalents | |||||||||||
| Restricted cash and cash equivalents | |||||||||||
Reinsurance balances receivable (Note 15) | |||||||||||
Loss and loss adjustment expenses recoverable (Note 8) | |||||||||||
| Deferred acquisition costs | |||||||||||
| Unearned premiums ceded | |||||||||||
| Other assets | |||||||||||
| Total assets | $ | $ | |||||||||
| Liabilities and equity | |||||||||||
| Liabilities | |||||||||||
| Loss and loss adjustment expense reserves | $ | $ | |||||||||
| Unearned premium reserves | |||||||||||
| Reinsurance balances payable | |||||||||||
| Funds withheld | |||||||||||
| Other liabilities | |||||||||||
| Debt | |||||||||||
| Total liabilities | |||||||||||
Commitments and Contingencies (Note 15) | |||||||||||
| Shareholders' equity | |||||||||||
Preferred share capital (par value $ | |||||||||||
Ordinary share capital (par value $ | |||||||||||
| Additional paid-in capital | |||||||||||
| Retained earnings | |||||||||||
| Total shareholders' equity | |||||||||||
| Total liabilities and equity | $ | $ | |||||||||
The accompanying Notes to the Condensed Consolidated Financial Statements are an
integral part of the Condensed Consolidated Financial Statements.
GREENLIGHT CAPITAL RE, LTD.
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS
(UNAUDITED)
For the three and six months ended June 30, 2025 and 2024
(expressed in thousands of U.S. dollars, except per share and share amounts)
| Three months ended June 30 | Six months ended June 30 | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Revenues | |||||||||||||||||||||||
| Gross premiums written | $ | $ | $ | $ | |||||||||||||||||||
| Gross premiums ceded | ( | ( | ( | ( | |||||||||||||||||||
| Net premiums written | |||||||||||||||||||||||
| Change in net unearned premium reserves | ( | ( | ( | ||||||||||||||||||||
| Net premiums earned | |||||||||||||||||||||||
| Income (loss) from investment in related party investment fund (Note 3) | ( | ||||||||||||||||||||||
| Net investment income | |||||||||||||||||||||||
| Foreign exchange gains (losses) | ( | ( | |||||||||||||||||||||
| Other income | |||||||||||||||||||||||
| Total revenues | |||||||||||||||||||||||
| Expenses | |||||||||||||||||||||||
| Net loss and loss adjustment expenses incurred | |||||||||||||||||||||||
| Acquisition costs | |||||||||||||||||||||||
| Underwriting expenses | |||||||||||||||||||||||
| Corporate and other expenses | |||||||||||||||||||||||
| Deposit interest expense | |||||||||||||||||||||||
| Interest expense | |||||||||||||||||||||||
| Total expenses | |||||||||||||||||||||||
| Income before income tax | |||||||||||||||||||||||
| Income tax expense | ( | ( | ( | ( | |||||||||||||||||||
| Net income | $ | $ | $ | $ | |||||||||||||||||||
| Earnings per share ("EPS"): | |||||||||||||||||||||||
| Basic | $ | $ | $ | $ | |||||||||||||||||||
| Diluted | $ | $ | $ | $ | |||||||||||||||||||
| Weighted average number of ordinary shares used in the determination of EPS: | |||||||||||||||||||||||
| Basic | |||||||||||||||||||||||
| Diluted | |||||||||||||||||||||||
The accompanying Notes to the Condensed Consolidated Financial Statements are an
integral part of the Condensed Consolidated Financial Statements.
5
GREENLIGHT CAPITAL RE, LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY
(UNAUDITED)
For the three and six months ended June 30, 2025 and 2024
(expressed in thousands of U.S. dollars)
| Three months ended June 30 | Six months ended June 30 | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Ordinary share capital | |||||||||||||||||||||||
| Balance - beginning of period | $ | $ | $ | $ | |||||||||||||||||||
| Forfeited shares, net of issued shares | ( | ( | |||||||||||||||||||||
| Repurchase of ordinary shares | ( | ( | |||||||||||||||||||||
| Balance - end of period | |||||||||||||||||||||||
| Additional paid-in capital | |||||||||||||||||||||||
| Balance - beginning of period | |||||||||||||||||||||||
| Repurchase of ordinary shares | ( | ( | |||||||||||||||||||||
| Share-based compensation expense | |||||||||||||||||||||||
| Balance - end of period | |||||||||||||||||||||||
| Retained earnings | |||||||||||||||||||||||
| Balance - beginning of period | |||||||||||||||||||||||
| Net income | |||||||||||||||||||||||
| Balance - end of period | |||||||||||||||||||||||
| Total shareholders' equity | $ | $ | $ | $ | |||||||||||||||||||
The accompanying Notes to the Condensed Consolidated Financial Statements are an
integral part of the Condensed Consolidated Financial Statements.
6
GREENLIGHT CAPITAL RE, LTD.
CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS
(UNAUDITED)
For the six months ended June 30, 2025 and 2024
(expressed in thousands of U.S. dollars)
| Six months ended June 30 | |||||||||||
| 2025 | 2024 | ||||||||||
| Cash flows from operating activities | |||||||||||
| Net income | $ | $ | |||||||||
| Adjustments to reconcile net income or loss to net cash provided by operating activities: | |||||||||||
| Income from investments in related party investment fund | ( | ( | |||||||||
| Net realized and unrealized losses (gains) on other investments | ( | ||||||||||
| Net realized and unrealized losses (gains) on derivatives | ( | ||||||||||
| Share-based compensation expense | |||||||||||
| Accretion of debt offering costs, net of change in interest accruals | |||||||||||
| Net change in: | |||||||||||
| Reinsurance balances receivable | ( | ( | |||||||||
| Loss and loss adjustment expenses recoverable | ( | ( | |||||||||
| Deferred acquisition costs | ( | ( | |||||||||
| Unearned premiums ceded | ( | ( | |||||||||
| Loss and loss adjustment expense reserves | |||||||||||
| Unearned premium reserves | |||||||||||
| Reinsurance balances payable | |||||||||||
| Funds withheld | |||||||||||
| Other items, net | ( | ( | |||||||||
| Net cash provided by operating activities | |||||||||||
| Cash flows from investing activities | |||||||||||
| Proceeds from redemptions of investment in Solasglas | |||||||||||
| Contributions to investment in Solasglas | ( | ( | |||||||||
| Purchases of other investments | ( | ( | |||||||||
| Proceeds on disposal of other investments | |||||||||||
| Net cash used in investing activities | ( | ( | |||||||||
| Cash flows from financing activities | |||||||||||
| Repayment of Term Loans | ( | ( | |||||||||
| Repurchase of ordinary shares | ( | ||||||||||
| Net cash used in financing activities | ( | ( | |||||||||
| Effect of foreign exchange rate changes on cash, cash equivalents and restricted cash | ( | ||||||||||
| Increase (decrease) in cash, cash equivalents and restricted cash | ( | ||||||||||
| Cash, cash equivalents and restricted cash at beginning of the period | |||||||||||
| Cash, cash equivalents and restricted cash at end of the period | $ | $ | |||||||||
| Supplementary information: | |||||||||||
| Interest paid in cash | $ | $ | |||||||||
Income tax paid in cash | |||||||||||
The accompanying Notes to the Condensed Consolidated Financial Statements are an
integral part of the Condensed Consolidated Financial Statements.
7
GREENLIGHT CAPITAL RE, LTD.
NOTES TO THE CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(UNAUDITED)
June 30, 2025
1. ORGANIZATION AND BASIS OF PRESENTATION
Organization
Greenlight Capital Re, Ltd. (“GLRE” and, together with its wholly-owned subsidiaries, the “Company”) was incorporated as an exempted company under the Companies Law of the Cayman Islands on July 13, 2004. The Company is a global specialty property and casualty reinsurer headquartered in the Cayman Islands. The ordinary shares of GLRE are listed on Nasdaq Global Select Market under the symbol “GLRE.”
Basis of Presentation
In the opinion of management, these financial statements reflect all adjustments (consisting of normal recurring accruals) considered necessary for a fair presentation of the Company’s financial position and results of operations as at the end of and for the periods presented. The results of operations for any interim period are not necessarily indicative of the results for a full year.
Tabular dollars are in thousands, with the exception of per share amounts or otherwise noted. All amounts are reported in U.S. dollars.
Reclassifications
The following amounts in the prior period condensed consolidated financial statements have been reclassified to conform to the presentation of the current condensed consolidated financial statements:
•The Company has reported separately “Underwriting expenses” from “Corporate and other expenses” in the condensed consolidated statements of operations, which were previously combined and reported as “General and administrative expenses”. This resulted in no change to the previously reported total expenses or net income.
•The Company has reclassified investment-related income from Lloyd’s syndicates, which was previously presented in the condensed consolidated statements of operations under the caption “Other income, net”, to “Net investment income”. This resulted in no change to the previously reported total revenues or net income.
2. SIGNIFICANT ACCOUNTING POLICIES
There were no material changes to the Company’s significant accounting policies subsequent to its 2024 Form 10-K.
8
Recently Issued Accounting Standards Not Yet Adopted
In December 2023, FASB issued ASU 2023-09, Income Taxes Topic (740) - Improvements to Income Tax Disclosures, which provides more transparency about income tax information through improvements to income tax disclosures primarily related to the rate reconciliation and income taxes paid information. While early adoption is permitted, a public company should apply the amendments prospectively. This ASU is effective for the Company’s 2025 year-end financial statements.
In November 2024, the FASB issued ASU 2024-03, Disaggregation of Income Statement Expenses (“ASU 2024-03”). This ASU 2024-03 requires more detailed disclosures about the type of expenses (including purchases of inventory, employee compensation, and depreciation / amortization) in commonly presented expense captions in the consolidated income statements (e.g. cost of sales, general and administrative expenses, and research and development). ASU 2024-03 is effective for public business entities for fiscal years beginning after December 15, 2026, and interim periods within fiscal years after December 15, 2027. Early adoption is permitted.
The Company is currently evaluating the disclosure impact of the above new ASUs.
3. INVESTMENT IN RELATED PARTY INVESTMENT FUND
The Company’s maximum exposure to loss relating to Solasglas Investments, LP (“Solasglas”) is limited to GLRE's share of Partners’ capital in Solasglas. At June 30, 2025, GLRE’s share of Partners’ capital in Solasglas was $461.3 million (December 31, 2024: $387.1 million), representing 79.7 % (December 31, 2024: 77.9 %) of Solasglas’ total net assets. DME Advisors II, LLC held the remaining 20.3 % (December 31, 2024: 22.1 %) of Solasglas’ total net assets.
The Company’s share of the net increase in Partner’s capital for the six months ended June 30, 2025 was $13.9 million (six months ended June 30, 2024: a net increase of $22.6 million), as shown in the caption “Income (loss) from investment in related party investment fund” in the Company’s condensed consolidated statements of operations.
The summarized financial statements of Solasglas are presented below.
Summarized Statements of Financial Condition of Solasglas Investments, LP
| June 30, 2025 | December 31, 2024 | |||||||||||||
| Assets | ||||||||||||||
| Investments, at fair value | $ | $ | ||||||||||||
| Derivative contracts, at fair value | ||||||||||||||
| Due from brokers | ||||||||||||||
| Cash and cash equivalents | ||||||||||||||
| Interest and dividends receivable | ||||||||||||||
| Total assets | ||||||||||||||
| Liabilities and partners’ capital | ||||||||||||||
| Liabilities | ||||||||||||||
| Investments sold short, at fair value | ( | ( | ||||||||||||
| Derivative contracts, at fair value | ( | ( | ||||||||||||
| Capital withdrawals payable | ( | ( | ||||||||||||
| Due to brokers | ( | |||||||||||||
| Interest and dividends payable | ( | ( | ||||||||||||
| Accrued expenses and other liabilities | ( | ( | ||||||||||||
| Total liabilities | ( | ( | ||||||||||||
| Partners' capital | $ | $ | ||||||||||||
GLRE’s share of Partners' capital | $ | $ | ||||||||||||
9
Summarized Statements of Operations of Solasglas Investments, LP
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||
| Investment income | ||||||||||||||||||||||||||
| Dividend income (net of withholding taxes) | $ | $ | $ | $ | ||||||||||||||||||||||
| Interest income | ||||||||||||||||||||||||||
| Total Investment income | ||||||||||||||||||||||||||
| Expenses | ||||||||||||||||||||||||||
| Management fee | ( | ( | ( | ( | ||||||||||||||||||||||
| Interest | ( | ( | ( | ( | ||||||||||||||||||||||
| Dividends | ( | ( | ( | ( | ||||||||||||||||||||||
| Research and operating | ( | ( | ( | ( | ||||||||||||||||||||||
| Total expenses | ( | ( | ( | ( | ||||||||||||||||||||||
| Net investment income (loss) | ( | |||||||||||||||||||||||||
| Realized and change in unrealized gains (losses) | ||||||||||||||||||||||||||
| Net realized gain | ||||||||||||||||||||||||||
| Net change in unrealized appreciation (depreciation) | ( | ( | ( | ( | ||||||||||||||||||||||
| Net gain (loss) on investment transactions | ( | |||||||||||||||||||||||||
Net increase (decrease) in Partners' capital (1) | $ | ( | $ | $ | $ | |||||||||||||||||||||
GLRE’s share of the increase (decrease) in Partners' capital | $ | ( | $ | $ | $ | |||||||||||||||||||||
(1) The net increase in Partners’ capital is net of management fees and performance allocation presented below:
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||
| Management fees | $ | $ | $ | $ | ||||||||||||||||||||||
| Performance allocation | ( | |||||||||||||||||||||||||
| Total | $ | ( | $ | $ | $ | |||||||||||||||||||||
4. OTHER INVESTMENTS
At June 30, 2025, the breakdown of the Company’s other investments was as follows:
| Cost | Unrealized gains | Unrealized losses | Accrued interest | Fair value / carrying value | ||||||||||||||||||||||||||||
| Private investments and unlisted equities | $ | $ | $ | ( | $ | $ | ||||||||||||||||||||||||||
| Debt and convertible debt securities | ( | |||||||||||||||||||||||||||||||
| Total other investments | $ | $ | $ | ( | $ | $ | ||||||||||||||||||||||||||
10
At December 31, 2024, the breakdown of the Company’s other investments was as follows:
| Cost | Unrealized gains | Unrealized losses | Accrued interest | Fair value / carrying value | ||||||||||||||||||||||||||||
| Private investments and unlisted equities | $ | $ | $ | ( | $ | $ | ||||||||||||||||||||||||||
| Debt and convertible debt securities | ( | |||||||||||||||||||||||||||||||
| Total other investments | $ | $ | $ | ( | $ | $ | ||||||||||||||||||||||||||
The following table presents the carrying values of the private investments and unlisted equity securities carried under the measurement alternative at June 30, 2025 and 2024, and the related adjustments recorded during the periods then ended.
| Six months ended June 30 | ||||||||||||||
| 2025 | 2024 | |||||||||||||
Carrying value (1) | $ | $ | ||||||||||||
Upward carrying value changes (2) | $ | $ | ||||||||||||
Downward carrying value changes and impairment (3) | $ | ( | $ | ( | ||||||||||
(1) The period-end carrying values reflect cumulative purchases and sales in addition to upward and downward carrying value changes.
(2) The cumulative upward carrying value changes from inception to June 30, 2025, totaled $55.2 million.
(3) The cumulative downward carrying value changes and impairments from inception to June 30, 2025, totaled $11.3 million.
Net investment income
The following table summarizes the change in unrealized gains (losses) and the realized gains (losses) for the Company’s other investments, which are included in “Net investment income” in the condensed consolidated statements of operations (see Note 13):
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||
| Gross realized gains | $ | $ | $ | $ | ||||||||||||||||||||||
| Gross realized losses | ( | |||||||||||||||||||||||||
| Net realized gains (losses) | $ | $ | $ | $ | ( | |||||||||||||||||||||
| Change in unrealized gains | ||||||||||||||||||||||||||
| Net realized and unrealized gains (losses) on other investments | $ | $ | $ | $ | ( | |||||||||||||||||||||
11
5. RESTRICTED CASH AND CASH EQUIVALENTS
The following table shows the breakdown of the Company’s restricted cash and cash equivalents, along with a reconciliation of the total cash, cash equivalents, and restricted cash reported in the condensed consolidated statements of cash flows:
| June 30, 2025 | December 31, 2024 | |||||||||||||
| Restricted cash and cash equivalents: | ||||||||||||||
| Cash securing trust accounts | $ | $ | ||||||||||||
| Cash securing letters of credit issued | ||||||||||||||
| Cash securing Loan Facility | ||||||||||||||
| Other | ||||||||||||||
| Total restricted cash and cash equivalents | ||||||||||||||
| Cash and cash equivalents | ||||||||||||||
| Total cash, cash equivalents, and restricted cash | $ | $ | ||||||||||||
6. FAIR VALUE MEASUREMENTS
Assets measured at fair value on a nonrecurring basis
At June 30, 2025, the Company held $67.2 million (December 31, 2024: $63.4 million) of private investments and unlisted equities measured at fair value on a nonrecurring basis. At June 30, 2025, the Company held $7.1 million (December 31, 2024: $8.5 million) of private investments and unlisted equities measured at cost. The Company classifies these investments as Level 3 within the fair value hierarchy.
The following table summarizes the periods between the most recent fair value measurement dates and June 30, 2025, for the private and unlisted equities measured at fair value on a nonrecurring basis:
| Less than 6 months | 6 to 12 months | Over 1 year | Total | ||||||||||||||||||||
| Fair values measured on a nonrecurring basis | $ | $ | $ | $ | |||||||||||||||||||
Assets measured at fair value on a recurring basis
Derivative financial instruments
The Company uses interest rate swaps in connection with its risk management activities to hedge 50 % of the interest rate risk relating to the outstanding Term Loans (see Note 9). The interest rate swaps are carried at fair value and are determined using a market approach valuation technique based on significant observable market inputs from third-party pricing vendors. Accordingly, the interest rates swaps are classified as Level 2 within the fair value hierarchy. These derivative instruments are not designated as accounting hedges under U.S. GAAP.
For the six months ended June 30, 2025 and 2024, the Company recognized a nominal amount of unrealized loss for the above derivatives and $0.6 million of unrealized gain, respectively, which is included in interest expense in the condensed consolidated statements of operations.
Financial Instruments Disclosed, But Not Carried, at Fair Value
12
7. LOSS AND LOSS ADJUSTMENT EXPENSE RESERVES
The Company’s loss and loss adjustment expense (“LAE”) reserves were composed of the following:
| June 30, 2025 | December 31, 2024 | |||||||||||||
| Case reserves | $ | $ | ||||||||||||
| IBNR | ||||||||||||||
| Total | $ | $ | ||||||||||||
Reserve Roll-forward
The following provides a summary of changes in outstanding loss and LAE reserves for all lines of business:
| Consolidated | Six months ended June 30 | |||||||||||||
| 2025 | 2024 | |||||||||||||
| Gross balance at January 1 | $ | $ | ||||||||||||
| Less: Losses recoverable | ( | ( | ||||||||||||
| Net balance at January 1 | ||||||||||||||
| Incurred losses related to: | ||||||||||||||
| Current year | ||||||||||||||
| Prior years | ||||||||||||||
| Total incurred | ||||||||||||||
| Paid losses related to: | ||||||||||||||
| Current year | ( | ( | ||||||||||||
| Prior years | ( | ( | ||||||||||||
| Total paid | ( | ( | ||||||||||||
Foreign exchange and translation adjustment | ( | |||||||||||||
| Net balance at June 30 | ||||||||||||||
Add: Losses recoverable (see Note 8) | ||||||||||||||
| Gross balance at June 30 | $ | $ | ||||||||||||
Estimates for Catastrophe Events
At June 30, 2025, the Company’s net reserves for losses and LAE include estimated amounts for catastrophe and weather-related events (the “CAT losses”). The magnitude and volume of losses arising from these events is inherently uncertain, and, consequently, actual losses for these events may ultimately differ, potentially materially, from current estimates.
CAT events in 2025
During the six months ended June 30, 2025, the Company incurred CAT losses of $27.0 million relating to the California wildfires.
CAT events in 2024
During the six months ended June 30, 2024, the Company incurred CAT losses of $17.7 million driven mainly by the Baltimore Bridge collapse and the U.S. tornadoes (including severe convective storms).
Prior Year Reserve Development
The Company’s net favorable (adverse) prior year development arises from changes to estimates for losses and LAE related to loss events that occurred in previous calendar years.
The following table presents net prior year reserve development by segment and consolidated for the respective periods.
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| Favorable (Adverse) | ||||||||||||||||||||||||||||||||
| Open Market | Innovations | Total Segments | Corporate | Total Consolidated | ||||||||||||||||||||||||||||
| Six months ended June 30, 2025 | $ | ( | $ | ( | $ | ( | $ | ( | $ | ( | ||||||||||||||||||||||
| Six months ended June 30, 2024 | $ | ( | $ | $ | $ | ( | $ | ( | ||||||||||||||||||||||||
Open Market Segment:
•The net adverse reserve development for the six months ended June 30, 2025 was composed of $32.0 million of reserve strengthening predominantly on the casualty line (various underwriting years) due to current economic and social inflation trends, in addition to worse than expected loss emergence for the financial line (2021, 2023 and 2024 underwriting years) relating to the transactional liability business, and for the multiline business (2023-2024 underwriting years) relating to the commercial auto business. This was partially offset by $28.0 million of favorable reserve development on property (mostly 2024 underwriting year) and specialty lines (mostly 2022-2024 underwriting years) due to better than expected loss emergence.
•The net adverse reserve development for the six months ended June 30, 2024 was composed of $10.1 million of reserve strengthening predominantly on the casualty line (various underwriting years) due to current economic and social inflation trends. This was partially offset by $8.5 million of favorable reserve development predominantly on financial line (various underwriting years), multiline business (predominantly 2021-2022 underwriting years), and specialty line (mostly 2021-2022 underwriting years) due to better than expected loss emergence.
Innovations Segment:
•The net adverse reserve development for the six months ended June 30, 2025 was composed of $2.3 million of reserve strengthening predominantly on the financial line (2022-2023 underwriting years) due to higher volume of claims than expected. This was partially offset by $0.4 million of favorable reserve development predominantly on the multiline business.
•The net favorable reserve development for the six months ended June 30, 2024 was composed of $2.1 million due to better than expected loss emergence on health line (various underwriting years) and multiline business (predominantly 2023 underwriting years). This was partially offset by $0.4 million of reserve strengthening on the specialty business.
Corporate - Runoff Business:
Corporate represents the Innovations related property runoff business. The prior year adverse reserve development for the above periods relate to CAT losses driven by the U.S. tornados (2021-2023 underwriting years).
8. RETROCESSION
The following table provides a breakdown of ceded reinsurance:
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||
| Gross ceded premiums | $ | $ | $ | $ | ||||||||||||||||||||||
| Earned ceded premiums | $ | $ | $ | $ | ||||||||||||||||||||||
| Loss and loss adjustment expenses ceded | $ | $ | $ | $ | ||||||||||||||||||||||
Retrocession contracts do not relieve the Company from its obligations to its cedents. Failure of retrocessionaires to honor their obligations could result in losses to the Company.
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The following table shows a breakdown of losses recoverable on a gross and net of collateral basis:
| June 30, 2025 | December 31, 2024 | |||||||||||||||||||||||||
Gross | Net of Collateral(1) | Gross | Net of Collateral(1) | |||||||||||||||||||||||
A- or better by A.M. Best | $ | $ | $ | $ | ||||||||||||||||||||||
Not rated | ||||||||||||||||||||||||||
Total before provision | $ | $ | $ | $ | ||||||||||||||||||||||
Provision for credit losses | ( | ( | ||||||||||||||||||||||||
Total loss and loss adjustment expenses recoverable, net | $ | $ | ||||||||||||||||||||||||
(1) Collateral is in the form of cash, letters of credit, funds withheld, and/or cash collateral held in trust accounts. This excludes any excess collateral in order to disclose the aggregate net exposure for each retrocessionaire.
At June 30, 2025, we had 3 reinsurers (December 31, 2024: 3) that accounted for 10 53.3 million (December 31, 2024: $49.5 million).
9. DEBT AND CREDIT FACILITIES
Debt Obligations
The following table summarizes the Company’s outstanding debt obligations.
| June 30, 2025 | December 31, 2024 | |||||||||||||
| Term loans | $ | $ | ||||||||||||
| Accrued interest payable | ||||||||||||||
| Less: deferred financing costs | ( | ( | ||||||||||||
| Total debt | $ | $ | ||||||||||||
During the six months ended June 30, 2025, the Company partially repaid $1.9 million of the outstanding Term loans.
Credit Facilities
At June 30, 2025, the Company had the following letter of credit (“LC”) facilities:
Capacity | LCs issued | Termination Date | ||||||||||||||||||
Citibank | $ | $ | December 19, 2025 | |||||||||||||||||
CIBC | December 31, 2025 | |||||||||||||||||||
| HSBC | December 17, 2025 | |||||||||||||||||||
| $ | $ | |||||||||||||||||||
The above LCs issued are cash collateralized (see Note 5). The LC facilities are subject to various customary affirmative, negative and financial covenants. At June 30, 2025, the Company was in compliance with all LC facilities covenants.
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10. SHARE CAPITAL
Ordinary Shares
The Company’s authorized share capital is 125,000,000 ordinary shares, par value of $0.10 per share.
The following table is a summary of changes in ordinary shares issued and outstanding for the six months ended June 30, 2025 and 2024:
| 2025 | 2024 | ||||||||||
| Balance – beginning of period | |||||||||||
Issue of shares for vested RSUs (see Note 11) | |||||||||||
Forfeiture of restricted shares (see Note 11) | ( | ( | |||||||||
Repurchase of ordinary shares | ( | ||||||||||
| Balance – end of period | |||||||||||
Share Repurchase Plan
On May 2, 2025, the Board of Directors re-approved the share repurchase plan, until June 30, 2026, authorizing the Company to repurchase up to $25.0 million of ordinary shares in the open market, through privately negotiated transactions or Rule 10b5-1 stock trading plans. Any shares repurchased are canceled immediately upon repurchase. For the six months ended June 30, 2025, the Company repurchased 357,278 ordinary shares for $5.0 million. There was no share repurchase for the same period in 2024.
Preferred Shares
The Company’s authorized share capital also consists of 50,000,000 preference shares with a par value of $0.10 each. At June 30, 2025, the Company has no issued and outstanding preferred shares.
11. SHARE-BASED COMPENSATION
Refer to Note 11 of the Company’s audited consolidated financial statements of its 2024 Form 10-K for a summary of the Company’s 2023 Incentive Plan, including the definition of performance-based and service-based stock awards.
Employee and Director Restricted Shares
The following table summarizes the activity for unvested outstanding restricted share awards (“RSs”) during the six months ended June 30, 2025 and 2024:
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| Performance Restricted Shares | Service Restricted Shares | |||||||||||||||||||||||||
| Number of non-vested restricted shares | Weighted average grant date fair value | Number of non-vested restricted shares | Weighted average grant date fair value | |||||||||||||||||||||||
| Balance at December 31, 2023 | $ | $ | ||||||||||||||||||||||||
| Vested | ( | |||||||||||||||||||||||||
| Forfeited | ( | |||||||||||||||||||||||||
| Balance at June 30, 2024 | $ | $ | ||||||||||||||||||||||||
| Balance at December 31, 2024 | $ | $ | ||||||||||||||||||||||||
| Vested | ( | ( | ||||||||||||||||||||||||
| Forfeited | ( | ( | ||||||||||||||||||||||||
| Balance at June 30, 2025 | $ | $ | ||||||||||||||||||||||||
At June 30, 2025, 2,935,178 (December 31, 2024: 2,834,519 ) ordinary shares remained available for future issuance under the Company’s 2023 Incentive Plan.
For the six months ended June 30, 2025, the total fair value of Performance and Service RSs vested was $4.2 million, respectively (2024: $1.9 million, respectively).
Employee Restricted Stock Units
The following table summarizes the activity for unvested outstanding restricted stock units (“RSUs”) during the six months ended June 30, 2025 and 2024:
Performance RSUs | Service RSUs | |||||||||||||||||||||||||
| Number of non-vested RSUs | Weighted average grant date fair value | Number of non-vested RSUs | Weighted average grant date fair value | |||||||||||||||||||||||
| Balance at December 31, 2023 | $ | $ | ||||||||||||||||||||||||
| Granted | ||||||||||||||||||||||||||
| Vested | ( | |||||||||||||||||||||||||
| Forfeited | ||||||||||||||||||||||||||
| Balance at June 30, 2024 | $ | $ | ||||||||||||||||||||||||
| Balance at December 31, 2024 | $ | $ | ||||||||||||||||||||||||
| Granted | ||||||||||||||||||||||||||
| Vested | ( | ( | ||||||||||||||||||||||||
| Forfeited | ( | ( | ||||||||||||||||||||||||
| Balance at June 30, 2025 | $ | $ | ||||||||||||||||||||||||
For the awards granted during the six months ended June 30, 2025, the Service RSUs vest evenly over three years on January 1, subject to the grantee’s continued service with the Company. If performance goals are achieved, the Performance RSUs will cliff vest at the end of a three-year performance period within a range of 0 % and 200 % of the awarded Performance RSUs, with a target of 100 %.
For the six months ended June 30, 2025, the total fair value of Performance and Service RSUs vested was $1.4 million (2024: $0.7 million).
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Stock Compensation Expense
For the six months ended June 30, 2025, the Company recorded $2.5 million (2024: $2.9 million) of total stock compensation expense (net of forfeitures), respectively. Forfeiture recoveries were immaterial for both periods.
12. EARNINGS PER SHARE
The following table reconciles net income and weighted average shares used in computing basic and diluted EPS for the three and six months ended June 30, 2025 and 2024:
| Three months ended June 30 | Six months ended June 30 | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
Numerator for EPS: | |||||||||||||||||||||||
| Net income - basic | $ | $ | $ | $ | |||||||||||||||||||
Net income - diluted | $ | $ | $ | $ | |||||||||||||||||||
| Denominator for EPS: | |||||||||||||||||||||||
| Weighted average shares outstanding - basic | |||||||||||||||||||||||
| Effect of dilutive employee and director share-based awards | |||||||||||||||||||||||
| Weighted average shares outstanding - diluted | |||||||||||||||||||||||
| Anti-dilutive stock options outstanding | |||||||||||||||||||||||
| EPS: | |||||||||||||||||||||||
| Basic | $ | $ | $ | $ | |||||||||||||||||||
| Diluted | $ | $ | $ | $ | |||||||||||||||||||
13. NET INVESTMENT INCOME
The following table provides a breakdown of net investment income:
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | |||||||||||||||||||||||
| Interest and dividend income, net of withholding taxes and other expenses | $ | $ | $ | $ | ||||||||||||||||||||||
| Investment income from Lloyd's syndicates | ||||||||||||||||||||||||||
| Net realized and unrealized gains (losses) on other investments (see Note 4) | ( | |||||||||||||||||||||||||
| Net investment income | ||||||||||||||||||||||||||
| Share of Solasglas' net income (loss) (see Note 3) | ( | |||||||||||||||||||||||||
| Total investment income (loss) | $ | ( | $ | $ | $ | |||||||||||||||||||||
14. RELATED PARTY TRANSACTIONS
Investment Advisory Agreement
There has been no change to the Company’s investment advisory agreement with Solasglas as described in its 2024 Form 10-K. Refer to Note 3 for a breakdown of management fees and performance fees for the six months ended June 30, 2025 and 2024.
Green Brick Partners, Inc.
David Einhorn also serves as the Chairman of the Board of Directors of Green Brick Partners, Inc. (“GRBK”), a publicly-traded company. At June 30, 2025, Solasglas, along with certain affiliates of DME Advisors, collectively owned 23.5 % of the issued and outstanding common shares of GRBK. Under applicable securities laws, DME Advisors may sometimes be limited in its ability to trade GRBK shares held in Solasglas. At June 30, 2025, Solasglas held 0.8 million shares of GRBK.
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Service Agreement
The Company has entered into a service agreement with DME Advisors, pursuant to which DME Advisors provides certain investor relations services to the Company for compensation of five thousand dollars per month (plus expenses). The agreement automatically renews annually until terminated by either the Company or DME Advisors for any reason with 30 days prior written notice to the other party.
Collateral Assets Investment Management Agreement
Effective January 1, 2019, the Company (and its subsidiaries) entered into a collateral assets investment management agreement (the “CMA”) with DME Advisors, pursuant to which DME Advisors manages certain assets of the Company that are not subject to the Solasglas LPA and are held by the Company to provide collateral required by the cedents in the form of trust accounts and letters of credit. In accordance with the CMA, DME Advisors receives no fees and is required to comply with the collateral investment guidelines. The CMA can be terminated by any of the parties upon 30 days’ prior written notice to the other parties.
15. COMMITMENTS AND CONTINGENCIES
a) Concentration of Credit Risk
Cash and cash equivalents
The Company monitors its concentration of credit risk with financial institutions and limits acceptable counterparties based on current rating, outlook and other relevant factors.
Investments
The Company’s credit risk exposure to private debt and convertible debt securities within its “Other investments” are immaterial (see Note 4).
Reinsurance balances receivable, net
The following table shows the breakdown of reinsurance balances receivable:
| June 30, 2025 | December 31, 2024 | |||||||||||||||||||||||||
Amount | % | Amount | % | |||||||||||||||||||||||
Premiums receivable | $ | % | $ | % | ||||||||||||||||||||||
Funds withheld: | ||||||||||||||||||||||||||
Funds held by cedants | % | % | ||||||||||||||||||||||||
Premiums held by Lloyds' syndicates | % | % | ||||||||||||||||||||||||
Funds at Lloyd’s | % | % | ||||||||||||||||||||||||
Profit commission receivable | % | % | ||||||||||||||||||||||||
Total before provision | % | % | ||||||||||||||||||||||||
Provision for expected credit losses | ( | ( | % | ( | ( | % | ||||||||||||||||||||
Reinsurance balances receivable, net | $ | % | $ | % | ||||||||||||||||||||||
The Company has posted deposits at Lloyd’s to support underwriting capacity for certain syndicates, including Syndicate 3456. Lloyd’s has a credit rating of “A+” (Superior) from A.M. Best, as revised in August 2024.
Premiums receivable includes a significant portion of estimated premiums not yet due. Brokers and other intermediaries are responsible for collecting premiums from customers on the Company’s behalf. The Company monitors its concentration of credit risks from brokers. The diversity in the Company’s client base limits credit risk associated with premiums receivable and
19
funds (premiums) held by cedents. Further, under the reinsurance contracts the Company has contractual rights to offset premium balances receivable and funds held by cedants against corresponding payments for losses and loss expenses.
Loss and loss adjustment expenses recoverable, net
The Company regularly evaluates its net credit exposure to the retrocessionaires and their abilities to honor their respective obligations. See Note 8 for analysis of concentration of credit risk relating to retrocessionaires.
b) Lease Obligations
There was no material change to the Company’s operating lease agreements subsequent to its 2024 Form 10-K.
c) Litigation
16. SEGMENT REPORTING
The Company has two operating segments: Open Market and Innovations.
Open Market
In the Open Market segment, the Company underwrites reinsurance business, sourced through the brokerage distribution channels and Lloyd’s. The Company writes mostly treaty reinsurance, on a proportional and non-proportional basis. The lines of business for this segment are as follows: Casualty, Financial, Health, Multiline, Property and Specialty.
Innovations
In the Innovations segment, the Company provides reinsurance capacity to startup companies and MGAs based globally, sourced mainly through direct placements with its strategic partners (see Note 4). This segment also includes business written by Syndicate 3456. The lines of business for this segment are as follows: Casualty, Financial, Health, Multiline and Specialty.
The Company’s reportable segments each have executive leadership who are responsible for their performance and who are directly accountable to the Chief Operating Decision Maker (“CODM”), the Chief Executive Officer. The CODM reviews the financial performance of the reportable segment to assess the achievement of strategic initiatives, the efficiency of the deployed capital, and how to allocate resources to the reportable segments based on the segment’s financial performance.
The table below provides information about the Company’s reportable segments, including the reconciliation to net income as reported under U.S. GAAP. Comparatives have been recast to conform with the current reportable segments.
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Three months ended June 30, 2025: | Open Market | Innovations | Corporate | Total Consolidated | |||||||||||||||||||
| Gross premiums written | $ | $ | $ | ( | $ | ||||||||||||||||||
| Net premiums written | $ | $ | $ | ( | $ | ||||||||||||||||||
| Net premiums earned | $ | $ | $ | ( | $ | ||||||||||||||||||
Net loss and LAE incurred | ( | ( | ( | ( | |||||||||||||||||||
| Acquisition costs | ( | ( | ( | ||||||||||||||||||||
| Other underwriting expenses | ( | ( | ( | ||||||||||||||||||||
Deposit interest expense, net | ( | ( | |||||||||||||||||||||
| Underwriting income (loss) | ( | ( | |||||||||||||||||||||
Reconciliation to income before income taxes: | |||||||||||||||||||||||
| Net investment income | |||||||||||||||||||||||
| Corporate and other expenses | ( | ( | ( | ||||||||||||||||||||
Income (loss) from investment in Solasglas | ( | ( | |||||||||||||||||||||
| Foreign exchange gains (losses) | |||||||||||||||||||||||
| Interest expense | ( | ( | |||||||||||||||||||||
Income (loss) before income taxes | $ | $ | ( | $ | ( | $ | |||||||||||||||||
| Additional information: | |||||||||||||||||||||||
| Net loss and LAE incurred: | |||||||||||||||||||||||
| Attritional losses | $ | ( | $ | ( | $ | $ | ( | ||||||||||||||||
Large event losses | ( | ( | |||||||||||||||||||||
CAT event losses | |||||||||||||||||||||||
Prior year favorable (adverse) loss development | ( | ( | ( | ||||||||||||||||||||
| Total net loss and LAE incurred | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
Total allocated assets (1) | $ | $ | $ | $ | |||||||||||||||||||
(1) The Company does not allocate assets to reporting segments, with the exception of restricted cash used to collateralized certain reinsurance transactions, including FAL, and Innovations-related private investments.
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Three months ended June 30, 2024: | Open Market | Innovations | Corporate | Total Consolidated | |||||||||||||||||||
| Gross premiums written | $ | $ | $ | $ | |||||||||||||||||||
| Net premiums written | $ | $ | $ | $ | |||||||||||||||||||
| Net premiums earned | $ | $ | $ | $ | |||||||||||||||||||
Net loss and LAE incurred | ( | ( | ( | ( | |||||||||||||||||||
| Acquisition costs | ( | ( | ( | ( | |||||||||||||||||||
| Other underwriting expenses | ( | ( | ( | ||||||||||||||||||||
Deposit interest expense, net | |||||||||||||||||||||||
| Underwriting income (loss) | ( | ||||||||||||||||||||||
Reconciliation to income before income taxes: | |||||||||||||||||||||||
| Net investment income | |||||||||||||||||||||||
| Corporate and other expenses | ( | ( | ( | ||||||||||||||||||||
| Income from investment in Solasglas | |||||||||||||||||||||||
| Foreign exchange gains (losses) | ( | ( | |||||||||||||||||||||
| Interest expense | ( | ( | |||||||||||||||||||||
| Income (loss) before income taxes | $ | $ | $ | ( | $ | ||||||||||||||||||
| Additional information: | |||||||||||||||||||||||
| Net loss and LAE incurred: | |||||||||||||||||||||||
| Attritional losses | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
Large event losses | ( | ( | |||||||||||||||||||||
CAT event losses | ( | ( | |||||||||||||||||||||
Prior year favorable (adverse) loss development | ( | ( | |||||||||||||||||||||
| Total net loss and LAE incurred | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
Total allocated assets (1) | $ | $ | $ | $ | |||||||||||||||||||
(1) The Company does not allocate assets to reporting segments, with the exception of restricted cash used to collateralized certain reinsurance transactions, including FAL, and Innovations-related private investments.
22
| Six months ended June 30, 2025: | Open Market | Innovations | Corporate | Total Consolidated | |||||||||||||||||||
| Gross premiums written | $ | $ | $ | ( | $ | ||||||||||||||||||
| Net premiums written | $ | $ | $ | ( | $ | ||||||||||||||||||
| Net premiums earned | $ | $ | $ | ( | $ | ||||||||||||||||||
Net loss and LAE incurred | ( | ( | ( | ( | |||||||||||||||||||
| Acquisition costs | ( | ( | ( | ||||||||||||||||||||
| Other underwriting expenses | ( | ( | ( | ||||||||||||||||||||
Deposit interest expense, net | ( | ( | |||||||||||||||||||||
| Underwriting income (loss) | ( | ( | |||||||||||||||||||||
Reconciliation to income before income taxes: | |||||||||||||||||||||||
| Net investment income | |||||||||||||||||||||||
| Corporate and other expenses | ( | ( | ( | ||||||||||||||||||||
| Income from investment in Solasglas | |||||||||||||||||||||||
| Foreign exchange gains (losses) | |||||||||||||||||||||||
| Interest expense | ( | ( | |||||||||||||||||||||
Income (loss) before income taxes | $ | $ | ( | $ | $ | ||||||||||||||||||
| Additional information: | |||||||||||||||||||||||
| Net loss and LAE incurred: | |||||||||||||||||||||||
Attritional losses | $ | ( | $ | ( | $ | $ | ( | ||||||||||||||||
Large event losses | ( | ( | |||||||||||||||||||||
CAT event losses | ( | ( | |||||||||||||||||||||
Prior year favorable (adverse) loss development | ( | ( | ( | ( | |||||||||||||||||||
| Total net loss and LAE incurred | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
Total allocated assets (1) | $ | $ | $ | $ | |||||||||||||||||||
(1) The Company does not allocate assets to reporting segments, with the exception of restricted cash used to collateralized certain reinsurance transactions, including FAL, and Innovations-related private investments.
23
Six months ended June 30, 2024: | Open Market | Innovations | Corporate | Total Consolidated | |||||||||||||||||||
| Gross premiums written | $ | $ | $ | $ | |||||||||||||||||||
| Net premiums written | $ | $ | $ | $ | |||||||||||||||||||
| Net premiums earned | $ | $ | $ | $ | |||||||||||||||||||
Net loss and LAE incurred | ( | ( | ( | ( | |||||||||||||||||||
| Acquisition costs | ( | ( | ( | ( | |||||||||||||||||||
| Other underwriting expenses | ( | ( | ( | ||||||||||||||||||||
Deposit interest expense, net | ( | ( | |||||||||||||||||||||
| Underwriting income (loss) | ( | ||||||||||||||||||||||
Reconciliation to income before income taxes: | |||||||||||||||||||||||
| Net investment income | |||||||||||||||||||||||
| Corporate and other expenses | ( | ( | ( | ||||||||||||||||||||
| Income from investment in Solasglas | |||||||||||||||||||||||
| Foreign exchange gains (losses) | ( | ( | |||||||||||||||||||||
| Interest expense | ( | ( | |||||||||||||||||||||
| Income (loss) before income taxes | $ | $ | $ | ( | $ | ||||||||||||||||||
| Additional information: | |||||||||||||||||||||||
| Net loss and LAE incurred: | |||||||||||||||||||||||
Attritional losses | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
Large event losses | ( | ( | |||||||||||||||||||||
CAT event losses | ( | ( | ( | ||||||||||||||||||||
Prior year favorable (adverse) loss development | ( | ( | ( | ||||||||||||||||||||
| Total net loss and LAE incurred | $ | ( | $ | ( | $ | ( | $ | ( | |||||||||||||||
Total allocated assets (1) | $ | $ | $ | $ | |||||||||||||||||||
Item 2. MANAGEMENT’S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS
References to “we,” “us,” “our,” “our company,” or “the Company” refer to Greenlight Capital Re, Ltd. (“GLRE”) and its wholly-owned subsidiaries unless the context dictates otherwise.
The following discussion should be read in conjunction with the audited consolidated financial statements and accompanying notes, which appear in our 2024 Form 10-K.
The following is management’s discussion and analysis (“MD&A”) of our results of operations for the three and six months ended June 30, 2025 and 2024 and the Company’s financial condition at June 30, 2025 and December 31, 2024.
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All amounts are reported in U.S. dollars, unless otherwise noted. Tabular dollars are presented in thousands, with the exception of per share amounts or as otherwise noted.
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Overview
Business Overview
We are a global specialty property and casualty reinsurer headquartered in the Cayman Islands, with an underwriting and investment strategy that we believe differentiates us from most of our competitors. Our goal is to build long-term shareholder value by providing risk management solutions to the insurance, reinsurance, and other risk marketplaces.
For the three months ended June 30, 2025 (“Q2 2025”), we earned a net income of $0.3 million, a decrease of $7.6 million over the three months ended June 30, 2024 (“Q2 2024”), principally due to an investment loss from Solasglas in Q2 2025 compared to an investment gain in Q2 2024. This was partially offset by stronger underwriting performance and favorable foreign exchange movement.
The following is a summary of our financial performance for Q2 2025, compared to Q2 2024:
•Gross premiums written was $179.6 million, an increase of 6.3%;
•Net premiums earned was $161.6 million, an increase of 2.0%;
•Net underwriting income was $8.1 million, compared to a net underwriting income of $0.3 million;
•Current period CAT losses were nil, compared to $7.7 million;
•Prior year adverse loss development was $3.0 million, compared to prior year favorable loss development of $0.7 million;
•Total investment loss was $7.8 million, compared to total investment income of $15.3 million (including 4.0% net loss from our investment in Solasglas, compared to net return of 1.2%); and
•Diluted EPS was $0.01, compared to $0.23.
Fully diluted book value per share was $18.97 at June 30, 2025, an increase of 5.7% since December 31, 2024. See “Key Financial Measures and Non-GAAP Measures” section of this MD&A.
Outlook and Trends
Reinsurance market conditions
We continue to see increased competition from existing and new reinsurance markets, predominantly in our Open Market segment. This is putting pressure on headline rates across various classes; however, attachment points and other terms & conditions are largely holding firm. We remain attentive to the extent of softening market conditions, particularly in light of the industry losses in the specialty market and the approaching peak of the North Atlantic hurricane season. Our focus remains on maintaining a diversified portfolio that is resilient to market supply-demand pressures.
General economic conditions
There are many factors contributing to an uncertain global economic outlook, and in particular, we believe that inflationary trends of recent years could persist. We continue to consider the potential impact of relevant economic factors on our underwriting portfolio. On the investment side, DME Advisors regularly monitors and re-positions Solasglas’ investment portfolio to manage the impact of inflation on its underlying investments and holds macro positions to benefit from a rising inflationary environment. DME Advisors pivoted during Q1 2025 from conservatively positioned to bearish and continued to maintain that position during Q2 2025. It lowered Solasglas’ gross and net exposure and added additional market hedges for tail protection.
In early April, the U.S. Administration enacted trade policies that were more aggressive than the financial markets expected, causing additional uncertainty and volatility. These policies further complicate the near-term outlook for economic growth and inflation. We remain vigilant to economic data and additional policies that may impact our business.
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Key Financial Measures and Non-GAAP Measures
There have been no changes to our key financial measures, including non-GAAP financial measures, as described in the MD&A of our 2024 Form 10-K.
Fully Diluted Book Value Per Share
The following table presents a reconciliation of the fully diluted book value per share to basic book value per share (the most directly comparable U.S. GAAP financial measure):
| June 30, 2025 | March 31, 2025 | December 31, 2024 | September 30, 2024 | June 30, 2024 | |||||||||||||||||||||||||
| Numerator for basic and fully diluted book value per share: | |||||||||||||||||||||||||||||
| Total equity as reported under U.S. GAAP | $ | 663,318 | $ | 666,804 | $ | 635,879 | $ | 663,418 | $ | 634,020 | |||||||||||||||||||
Denominator for basic and fully diluted book value per share: | |||||||||||||||||||||||||||||
| Ordinary shares issued and outstanding as reported and denominator for basic book value per share | 34,198,153 | 34,557,449 | 34,831,324 | 34,832,493 | 35,321,144 | ||||||||||||||||||||||||
Add: In-the-money stock options (1) and all outstanding RSUs | 775,124 | 773,938 | 590,001 | 602,013 | 594,612 | ||||||||||||||||||||||||
| Denominator for fully diluted book value per share | 34,973,277 | 35,331,387 | 35,421,325 | 35,434,506 | 35,915,756 | ||||||||||||||||||||||||
| Basic book value per share | $ | 19.40 | $ | 19.30 | $ | 18.26 | $ | 19.05 | $ | 17.95 | |||||||||||||||||||
Increase (decrease) in basic book value per share | $ | 0.10 | $ | 1.04 | $ | (0.79) | $ | 1.10 | $ | 0.27 | |||||||||||||||||||
Increase (decrease) in basic book value per share | 0.5 | % | 5.7 | % | (4.1) | % | 6.1 | % | 1.5 | % | |||||||||||||||||||
| Fully diluted book value per share | $ | 18.97 | $ | 18.87 | $ | 17.95 | $ | 18.72 | $ | 17.65 | |||||||||||||||||||
Increase (decrease) in fully diluted book value per share | $ | 0.10 | $ | 0.92 | $ | (0.77) | $ | 1.07 | $ | 0.26 | |||||||||||||||||||
Increase (decrease) in fully diluted book value per share | 0.5 | % | 5.1 | % | (4.1) | % | 6.1 | % | 1.5 | % | |||||||||||||||||||
(1) Assuming net exercise by the grantee.
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Consolidated Results of Operations
The table below summarizes our consolidated operating results.
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | Change | 2025 | 2024 | Change | |||||||||||||||||||||||||||||||||
Underwriting results: | ||||||||||||||||||||||||||||||||||||||
| Gross premiums written | $ | 179,628 | $ | 168,975 | $ | 10,653 | $ | 427,573 | $ | 386,233 | $ | 41,340 | ||||||||||||||||||||||||||
| Net premiums written | $ | 164,527 | $ | 154,143 | $ | 10,384 | $ | 383,924 | $ | 348,220 | $ | 35,704 | ||||||||||||||||||||||||||
| Net premiums earned | $ | 161,641 | $ | 158,398 | $ | 3,243 | $ | 330,104 | $ | 319,934 | $ | 10,170 | ||||||||||||||||||||||||||
Net loss and LAE incurred: | ||||||||||||||||||||||||||||||||||||||
| Current year | (97,032) | (102,722) | 5,690 | (215,698) | (206,647) | (9,051) | ||||||||||||||||||||||||||||||||
Prior year (1) | (3,047) | 689 | (3,736) | (7,265) | (4,712) | (2,553) | ||||||||||||||||||||||||||||||||
Net loss and LAE incurred | (100,079) | (102,033) | 1,954 | (222,963) | (211,359) | (11,604) | ||||||||||||||||||||||||||||||||
| Acquisition costs | (46,848) | (50,454) | 3,606 | (93,714) | (92,064) | (1,650) | ||||||||||||||||||||||||||||||||
| Underwriting expenses | (6,481) | (5,811) | (670) | (12,839) | (12,150) | (689) | ||||||||||||||||||||||||||||||||
Deposit interest income (expense), net | (124) | 233 | (357) | (273) | (643) | 370 | ||||||||||||||||||||||||||||||||
Net underwriting income | 8,109 | 333 | 7,776 | 315 | 3,718 | (3,403) | ||||||||||||||||||||||||||||||||
Investment results: | ||||||||||||||||||||||||||||||||||||||
| Income from investment in Solasglas | (18,276) | 4,330 | (22,606) | 13,921 | 22,578 | (8,657) | ||||||||||||||||||||||||||||||||
| Net investment income | 10,470 | 10,948 | (478) | 18,757 | 24,126 | (5,369) | ||||||||||||||||||||||||||||||||
Total investment income (loss) | (7,806) | 15,278 | (23,084) | 32,678 | 46,704 | (14,026) | ||||||||||||||||||||||||||||||||
| Corporate and other expenses | (4,755) | (4,706) | (49) | (9,427) | (9,081) | (346) | ||||||||||||||||||||||||||||||||
Foreign exchange gains (losses) | 6,271 | (932) | 7,203 | 10,626 | (2,581) | 13,207 | ||||||||||||||||||||||||||||||||
| Interest expense | (1,144) | (1,560) | 416 | (2,608) | (2,809) | 201 | ||||||||||||||||||||||||||||||||
| Income tax expense | (346) | (435) | 89 | (1,628) | (954) | (674) | ||||||||||||||||||||||||||||||||
| Net income | $ | 329 | $ | 7,978 | $ | (7,649) | $ | 29,956 | $ | 34,997 | $ | (5,041) | ||||||||||||||||||||||||||
| Diluted earnings per share | $ | 0.01 | $ | 0.23 | $ | (0.22) | $ | 0.87 | $ | 1.01 | $ | (0.14) | ||||||||||||||||||||||||||
Underwriting ratios: | % Point Change | % Point Change | ||||||||||||||||||||||||||||||||||||
Attritional loss ratio | 56.0 | % | 56.5 | % | (0.5) | 55.0 | % | 56.6 | % | (1.6) | ||||||||||||||||||||||||||||
Large event loss ratio | 4.0 | % | 3.5 | % | 0.5 | 2.1 | % | 2.5 | % | (0.4) | ||||||||||||||||||||||||||||
CAT event loss ratio | — | % | 4.9 | % | (4.9) | 8.2 | % | 5.5 | % | 2.7 | ||||||||||||||||||||||||||||
Current year loss ratio | 60.0 | % | 64.9 | % | (4.9) | 65.3 | % | 64.6 | % | 0.7 | ||||||||||||||||||||||||||||
Prior year reserve development ratio | 1.9 | % | (0.4) | % | 2.3 | 2.2 | % | 1.5 | % | 0.7 | ||||||||||||||||||||||||||||
| Loss ratio | 61.9 | % | 64.5 | % | (2.6) | 67.5 | % | 66.1 | % | 1.4 | ||||||||||||||||||||||||||||
| Acquisition cost ratio | 29.0 | % | 31.9 | % | (2.9) | 28.4 | % | 28.8 | % | (0.4) | ||||||||||||||||||||||||||||
| Composite ratio | 90.9 | % | 96.4 | % | (5.5) | 95.9 | % | 94.9 | % | 1.0 | ||||||||||||||||||||||||||||
| Underwriting expense ratio | 4.1 | % | 3.5 | % | 0.6 | 4.0 | % | 4.0 | % | — | ||||||||||||||||||||||||||||
| Combined ratio | 95.0 | % | 99.9 | % | (4.9) | 99.9 | % | 98.9 | % | 1.0 | ||||||||||||||||||||||||||||
1 The net financial impact associated with changes in the estimate of losses incurred in prior years, which incorporates earned reinstatement premiums assumed and ceded, adjustments to assumed and ceded acquisition costs, and deposit interest income and expense, was a loss of $2.6 million and $0.4 million for the three months ended June 30, 2025 and 2024, respectively, and a loss of $6.1 million and $5.8 million for the six months ended June 30, 2025 and 2024, respectively.
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During 2025, we have updated the definition of CAT event loss to be any individual CAT event loss to us of $5 million or more, net of reinsurance recoveries. For the various U.S. tornadoes (including severe convective storms), we have aggregated these and reported the total as CAT loss. Accordingly, we have recast the prior year CAT loss disclosures in this Form 10-Q to conform with this change. Starting with Q2 2025, we have also disclosed separately incurred losses from large events, if any, which is defined as any individual event loss in excess of $1 million but less than $5 million.
Consolidated Results of Operations for Q2 2025 compared to Q2 2024
Basic book value per share increased by $0.10 per share, or 0.5%, to $19.40 per share from $19.30 per share at March 31, 2025. Fully diluted book value per share increased by $0.10 per share, or 0.5%, to $18.97 per share from $18.87 per share at March 31, 2025.
For Q2 2025, net income decreased by $7.6 million to $0.3 million, compared to Q2 2024, driven mainly by the following:
•Investment income: Our investment in Solasglas reported a loss of $18.3 million during Q2 2025, compared to a gain of $4.3 million during Q2 2024. Solasglas generated a net loss of 4.0% for Q2 2025 compared to a net return of 1.2% for Q2 2024.
The above was partially offset by the following:
•Underwriting income: Increased by $7.8 million, driven by 4.9 points improvement in combined ratio due to no CAT losses and 2.9 points decrease in acquisition cost ratio. This was offset partially by an increase in prior year adverse loss development. For further information on CAT losses and prior year loss development, refer to Note 7 - Loss and Loss Adjustment Expense Reserves of the Q2 2025 condensed consolidated financial statements.
•Foreign exchange gains (losses): $6.3 million gain for Q2 2025, compared to $0.9 million foreign exchange loss in Q2 2024, driven mainly by the strengthening of the pound sterling against the U.S. dollar in Q2 2025.
Consolidated Results of Operations for YTD 2025 compared to YTD 2024
Basic book value per share increased by $1.14 per share, or 5.9%, to $19.40 per share from $18.26 per share at December 31, 2024. Fully diluted book value per share increased by $1.02 per share, or 5.7%, to $18.97 per share from $17.95 per share at December 31, 2024.
For the six months ended June 30, 2025 (“YTD 2025”), net income decreased by $5.0 million to $30.0 million, compared to the six months ended June 30, 2024 (“YTD 2024”) driven mainly by the following:
•Investment income: Decreased by $14.0 million primarily driven by our investment in Solasglas, which reported a gain of $13.9 million during YTD 2025, compared to $22.6 million during YTD 2024. Solasglas generated a net return of 2.9% for YTD 2025 compared to a net return of 6.4% for YTD 2024. Additionally, the decrease was due to lower investment income on funds withheld by third party Lloyd’s syndicates and lower interest income earned from restricted cash and cash equivalents mainly due to lower yields as a result of the interest rate cuts by central banks during the second half of 2024.
•Underwriting income: Decreased by $3.4 million due to a 1.0% increase in combined ratio, which was predominantly driven by higher CAT losses and prior year adverse loss development, offset partially by lower acquisition costs ratio. For further information on CAT losses and prior year loss development, refer to Note 7 - Loss and Loss Adjustment Expense Reserves of the Q2 2025 condensed consolidated financial statements.
The above was partially offset by the following increase:
•Foreign exchange gains (losses): $10.6 million foreign exchange gains for YTD 2025, compared to $2.6 million foreign exchange losses in YTD 2024, driven mainly by the strengthening of the pound sterling against the U.S. dollar during the first half of 2025.
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Results by Segment
The following is a discussion and analysis for each reporting segment.
Open Market Segment
Results for the Open Market segment were as follows:
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||||||||||||||||||||||
| 2025 | % Change | 2024 | 2025 | % Change | 2024 | |||||||||||||||||||||||||||||||||
| Gross premiums written | $ | 152,333 | 6.3 | % | $ | 143,311 | $ | 373,042 | 12.9 | % | $ | 330,372 | ||||||||||||||||||||||||||
| Net premiums written | $ | 142,111 | 8.0 | % | $ | 131,585 | $ | 337,720 | 12.8 | % | $ | 299,301 | ||||||||||||||||||||||||||
| Net premiums earned | $ | 140,554 | 11.7 | % | $ | 125,865 | $ | 290,195 | 12.7 | % | $ | 257,475 | ||||||||||||||||||||||||||
| Net loss and LAE incurred | (83,475) | (73,403) | (196,238) | (160,103) | ||||||||||||||||||||||||||||||||||
| Acquisition costs | (40,900) | (40,511) | (81,781) | (74,090) | ||||||||||||||||||||||||||||||||||
| Other underwriting expenses | (4,861) | (4,816) | (9,658) | (10,294) | ||||||||||||||||||||||||||||||||||
| Deposit interest expense, net | (124) | 233 | (273) | (643) | ||||||||||||||||||||||||||||||||||
Underwriting income | 11,194 | 7,368 | 2,245 | 12,345 | ||||||||||||||||||||||||||||||||||
| Net investment income | 5,629 | (42.5) | % | 9,782 | 11,400 | (49.1) | % | 22,398 | ||||||||||||||||||||||||||||||
Income before income taxes | $ | 16,823 | $ | 17,150 | $ | 13,645 | $ | 34,743 | ||||||||||||||||||||||||||||||
| Underwriting ratios: | 2025 | % Point Change | 2024 | 2025 | % Point Change | 2024 | ||||||||||||||||||||||||||||||||
| Loss ratio | 59.4 | % | 1.1 | 58.3 | % | 67.6 | % | 5.4 | 62.2 | % | ||||||||||||||||||||||||||||
| Acquisition cost ratio | 29.1 | % | (3.1) | 32.2 | % | 28.2 | % | (0.6) | 28.8 | % | ||||||||||||||||||||||||||||
| Composite ratio | 88.5 | % | (2.0) | 90.5 | % | 95.8 | % | 4.8 | 91.0 | % | ||||||||||||||||||||||||||||
| Underwriting expenses ratio | 3.5 | % | (0.1) | 3.6 | % | 3.4 | % | (0.8) | 4.2 | % | ||||||||||||||||||||||||||||
| Combined ratio | 92.0 | % | (2.1) | 94.1 | % | 99.2 | % | 4.0 | 95.2 | % | ||||||||||||||||||||||||||||
Gross Premiums Written
Gross premiums written by line of business were as follows:
| Three months ended June 30 | Six months ended June 30 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | Change | 2025 | 2024 | Change | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Casualty | $ | 20,008 | 13 | % | $ | 27,547 | 19 | % | $ | (7,539) | $ | 49,732 | 13 | % | $ | 46,491 | 14 | % | $ | 3,241 | |||||||||||||||||||||||||||||||||||||||
Financial | 16,416 | 11 | % | 14,362 | 10 | % | 2,054 | 40,480 | 11 | % | 35,369 | 11 | % | 5,111 | |||||||||||||||||||||||||||||||||||||||||||||
Health | 12 | — | % | — | — | % | 12 | 209 | — | % | 215 | — | % | (6) | |||||||||||||||||||||||||||||||||||||||||||||
Multiline | 52,742 | 35 | % | 35,967 | 25 | % | 16,775 | 119,076 | 32 | % | 91,883 | 28 | % | 27,193 | |||||||||||||||||||||||||||||||||||||||||||||
Property | 18,055 | 12 | % | 24,261 | 17 | % | (6,206) | 48,094 | 13 | % | 51,308 | 16 | % | (3,214) | |||||||||||||||||||||||||||||||||||||||||||||
Specialty | 45,100 | 30 | % | 41,174 | 29 | % | 3,926 | 115,451 | 31 | % | 105,106 | 32 | % | 10,345 | |||||||||||||||||||||||||||||||||||||||||||||
| Total | $ | 152,333 | 100 | % | $ | 143,311 | 100 | % | $ | 9,022 | $ | 373,042 | 100 | % | $ | 330,372 | 100 | % | $ | 42,670 | |||||||||||||||||||||||||||||||||||||||
Gross premiums written within our Open Market segment in Q2 2025 increased by $9.0 million or 6.3%, compared to Q2 2024. The increase was predominantly attributable to the following line of business:
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•Multiline: The 46.6% increase was driven mostly by growth in our current FAL business bound during Q1 2025, coupled with lower negative revision to our estimated ultimate gross premiums for certain 2023 and 2024 FAL treaties than in Q2 2024. This growth was partially offset by non-renewed business in our commercial auto class and multiline commercial class.
•Casualty: The 27.4% decrease was mainly due to the non-renewal of certain reinsurance programs in our general liability class and multiline casualty class as part of our strategy to reduce our exposure to our casualty line of business.
•Property: The 25.6% decrease was mainly due to negative revision to our estimated ultimate gross premiums for a 2024 quota share reinsurance treaty, compared to Q2 2024. Additionally, we experienced rate reductions on certain renewed excess of loss property treaties, coupled with select decreases in line size compared to the prior year. This was partially offset by new excess of loss business.
Gross premiums written within our Open Market segment in YTD 2025 increased by $42.7 million or 12.9%, compared to YTD 2024. The increase was predominantly attributable to the following lines of business:
•Multiline: The 29.6% increase was driven by the same factors noted for Q2 2025.
•Specialty: The 9.8% increase was mainly driven by growth from 2024 quota share reinsurance treaties and new excess loss treaties in our aviation class, in addition to new business and increased lines in our whole account marine and energy (M&E) class. This was partially offset by non-renewed business in our space class and war, political violence, and terrorism (WPVT) class, coupled with negative premium revision on a cyber treaty bound in 2023.
•Property: The 6.3% decrease was mainly driven by the same factors noted for Q2 2025, partially offset by growth in our property catastrophe class due to reinstatement premiums relating to the California wildfire and new accounts.
Net Premiums Written
Ceded premiums written in Q2 2025 was $10.2 million, resulting in net premiums written of $142.1 million, compared to $11.7 million and $131.6 million, respectively, in Q2 2024. The decrease in ceded premiums written of 12.8% was driven by a decrease in quota share retrocession within our property line due to the non-renewal of the inward 2023 quota share reinsurance treaty as previously noted, offset partially by an increase in quota share retrocession due to growth from inward aviation and M&E business.
Ceded premiums written in YTD 2025 was $35.3 million, resulting in net premiums written of $337.7 million, compared to $31.1 million and $299.3 million, respectively, in YTD 2024. The increase in ceded premiums written of 10.4% was primarily within our specialty line driven mainly by additional excess of loss retrocessional coverage to manage our overall exposure to aviation and M&E business, coupled with an increase in quota share retrocession due to growth from inward aviation and M&E business. This was partially offset by a decrease in quota share retrocession within our property line as noted for Q2 2025.
Net Premiums Earned
Net premiums earned by line of business were as follows:
| Three months ended June 30 | Six months ended June 30 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | Change | 2025 | 2024 | Change | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Casualty | $ | 24,680 | 18 | % | $ | 21,628 | 17 | % | $ | 3,052 | $ | 52,023 | 18 | % | $ | 44,937 | 14 | % | $ | 7,086 | |||||||||||||||||||||||||||||||||||||||
Financial | 15,306 | 11 | % | 15,152 | 12 | % | 154 | 29,621 | 10 | % | 31,308 | 9 | % | (1,687) | |||||||||||||||||||||||||||||||||||||||||||||
Health | 44 | — | % | 54 | — | % | (10) | 89 | — | % | 108 | — | % | (19) | |||||||||||||||||||||||||||||||||||||||||||||
Multiline | 45,640 | 32 | % | 44,258 | 35 | % | 1,382 | 99,362 | 34 | % | 99,518 | 30 | % | (156) | |||||||||||||||||||||||||||||||||||||||||||||
Property | 13,803 | 10 | % | 12,977 | 10 | % | 826 | 32,309 | 11 | % | 24,626 | 7 | % | 7,683 | |||||||||||||||||||||||||||||||||||||||||||||
Specialty | 41,082 | 29 | % | 31,796 | 25 | % | 9,286 | 76,792 | 26 | % | 56,978 | 17 | % | 19,814 | |||||||||||||||||||||||||||||||||||||||||||||
| Total | $ | 140,555 | 100 | % | $ | 125,865 | 100 | % | $ | 14,690 | $ | 290,196 | 100 | % | $ | 257,475 | 100 | % | $ | 32,721 | |||||||||||||||||||||||||||||||||||||||
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Net premiums earned within our Open Market segment in Q2 2025 increased by $14.7 million or 11.7%, compared to Q2 2024 and by $32.7 million or 12.7% for YTD 2025, compared to YTD 2024. The change is influenced by the amount and timing of net premiums written during the current year and prior years, coupled with the business mix written in the form of excess of loss versus proportional contracts. Additionally, within the financial line and certain specialty line classes, the gross premiums written are earned over multiple years, corresponding with the anticipated risk coverage period.
Loss ratio
The components of the loss ratio for our Open Market segment were as follows:
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||||||||||||||||||||||
| 2025 | % Point Change | 2024 | 2025 | % Point Change | 2024 | |||||||||||||||||||||||||||||||||
| Current year: | ||||||||||||||||||||||||||||||||||||||
| Attritional loss ratio | 55.5 | % | 1.7 | 53.8 | % | 54.5 | % | (0.1) | 54.6 | % | ||||||||||||||||||||||||||||
Large event loss ratio | 4.6 | % | 0.1 | 4.4 | % | 2.4 | % | (0.7) | 3.1 | % | ||||||||||||||||||||||||||||
CAT event loss ratio | — | % | — | — | % | 9.3 | % | 5.4 | 3.9 | % | ||||||||||||||||||||||||||||
| Current year loss ratio | 60.1 | % | 1.8 | 58.3 | % | 66.3 | % | 4.6 | 61.6 | % | ||||||||||||||||||||||||||||
| Prior year reserve development ratio | (0.7) | % | (0.7) | — | % | 1.4 | % | 0.8 | 0.6 | % | ||||||||||||||||||||||||||||
| Loss ratio | 59.4 | % | 1.1 | 58.3 | % | 67.6 | % | 5.4 | 62.2 | % | ||||||||||||||||||||||||||||
Current Year Loss Ratio
Q2 2025 vs Q2 2024
The Q2 2025 current year loss ratio increased by 1.8 points, compared to Q2 2024 driven mainly by an increase in attritional loss ratio, driven predominantly by our casualty line in response to current economic and social inflation trends. Additionally, there was an increase in attritional loss ratio in our financial line in response to poor performance relating to transactional liability business.
For Q2 2025, large event loss was driven mostly by the Air India crash in India, and YTD 2025 included losses from the American Airlines crash in Washington and the Moss Landing Power Plant fire in California. For Q2 2024, large event loss was predominantly from the Taiwan Earthquake and the Mexico-state owned oil platform fire. In addition to these, the YTD 2024 large event loss included satellite failures.
YTD 2025 vs YTD 2024
The YTD 2025 current year loss ratio increased by 4.6 points, compared to YTD 2024, mainly due to 5.4 points increase in CAT losses, offset partially by 0.1 point reduction in attritional loss ratio. For YTD 2025, we incurred $27.0 million of CAT losses relating to the California wildfires, compared to $10.0 million of CAT losses, net of reinsurance, in YTD 2024 due to the Baltimore bridge loss.
The reduction in attritional loss ratio was driven by higher earned premiums on our property and specialty business at lower attritional loss ratio in YTD 2025 compared to YTD 2024, offset partially by the increase in attritional loss ratio on our casualty line for the same reason as noted for Q2 2025.
Prior Year Reserve Development Ratio
Open Market segment’s prior year reserve development ratio decreased by 0.7 points in Q2 2025 compared to Q2 2024 and increased by 0.8 point in YTD 2025 compared to YTD 2024. Refer to Note 7 Loss and LAE Reserves to the condensed consolidated financial statements for further details.
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Acquisition cost ratio
The acquisition cost ratio decreased by 3.1 points in Q2 2025 compared to Q2 2024, primarily due to a decrease in acquisition cost ratio for our financial and multiline business, partially offset by an increase in acquisition cost ratio for our specialty line, predominantly driven by growth in quota share reinsurance treaties at higher acquisition cost ratio than for excess of loss treaties.
The key drivers for the improved acquisition cost ratio relating to the financial and multiline business were:
•Financial: Driven by our transactional liability business due to lower profit commission as a result of adverse loss reserve development in the current quarter. Additionally, the acquisition cost ratio for the mortgage business was higher in Q2 2024 due to an increase in profit commission on prior years’ treaties.
•Multiline: Driven predominantly from our FAL business, where in Q2 2024 we had increased our previously estimated acquisition costs for certain 2023 and 2024 FAL business based on updated reporting received; whereas there were minor revisions in Q2 2025.
The acquisition cost ratio increased by 0.6 points in YTD 2025 compared to YTD 2024, primarily due to the change in business mix, coupled with improved acquisition cost ratio for the financial line for the same reason as noted for Q2 2025. This was partially offset by an increase in acquisition cost ratio for our specialty line predominantly driven by growth in quota share reinsurance treaties, which have a higher acquisition cost ratio than for excess of loss treaties.
Underwriting expense ratio
The underwriting expense ratio decreased by 0.1 points to 3.5% in Q2 2025 compared to Q2 2024, mainly due to an increase in net premiums earned in the Open Market segment.
The underwriting expense ratio decreased by 0.8 points to 3.4% in YTD 2025 compared to YTD 2024, mainly due to an increase in net premiums earned, coupled with lower stock compensation expense attributable to the Open Market segment. Additionally, interest expense from deposit contracts was lower in Q2 2025 compared to Q2 2024.
Income (loss) before income taxes
Income before income taxes for the Open Market segment was $16.8 million for Q2 2025, compared to $17.2 million for Q2 2024. The decrease was driven predominantly by lower investment income on funds withheld by third party Lloyd’s syndicates and lower interest income earned from restricted cash and cash equivalents mainly as a result of the interest rate cuts by central banks during the second half of 2024. This was partially offset by improved underwriting results in the current quarter.
Income before income taxes for the Open Market segment was $13.6 million for YTD 2025, compared to $34.7 million for YTD 2024. The decrease was mainly due to the lower investment income, as noted for Q2 2025, and lower underwriting income predominantly due to higher CAT loss relating to California wildfires in 2025.
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Innovations Segment
Results for the Innovations segment were as follows:
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||||||||||||||||||||||
| 2025 | % Change | 2024 | 2025 | % Change | 2024 | |||||||||||||||||||||||||||||||||
| Gross premiums written | $ | 27,596 | 9.0 | % | $ | 25,319 | $ | 55,062 | (0.6) | % | $ | 55,387 | ||||||||||||||||||||||||||
| Net premiums written | $ | 22,716 | 2.3 | % | $ | 22,212 | $ | 46,687 | (3.7) | % | $ | 48,456 | ||||||||||||||||||||||||||
| Net premiums earned | $ | 21,386 | (15.6) | % | $ | 25,348 | $ | 40,391 | (11.3) | % | $ | 45,545 | ||||||||||||||||||||||||||
| Net loss and LAE incurred | (15,244) | (13,634) | (25,590) | (26,761) | ||||||||||||||||||||||||||||||||||
| Acquisition costs | (6,012) | (8,406) | (12,045) | (14,459) | ||||||||||||||||||||||||||||||||||
| Other underwriting expenses | (1,620) | (995) | (3,181) | (1,856) | ||||||||||||||||||||||||||||||||||
| Underwriting income (loss) | (1,490) | 2,313 | (425) | 2,469 | ||||||||||||||||||||||||||||||||||
| Net investment income | 431 | 17.8 | % | 366 | 879 | 380.3 | % | 183 | ||||||||||||||||||||||||||||||
| Corporate and other expenses | (602) | (25.7) | % | (810) | (1,174) | (16.1) | % | (1,400) | ||||||||||||||||||||||||||||||
| Income (loss) before income taxes | $ | (1,661) | $ | 1,869 | $ | (720) | $ | 1,252 | ||||||||||||||||||||||||||||||
| Underwriting ratios: | 2025 | % Point Change | 2024 | 2025 | % Point Change | 2024 | ||||||||||||||||||||||||||||||||
| Loss ratio | 71.3 | % | 17.5 | 53.8 | % | 63.4 | % | 4.6 | 58.8 | % | ||||||||||||||||||||||||||||
| Acquisition cost ratio | 28.1 | % | (5.1) | 33.2 | % | 29.8 | % | (1.9) | 31.7 | % | ||||||||||||||||||||||||||||
| Composite ratio | 99.4 | % | 12.4 | 87.0 | % | 93.2 | % | 2.7 | 90.5 | % | ||||||||||||||||||||||||||||
| Underwriting expenses ratio | 7.6 | % | 3.7 | 3.9 | % | 7.9 | % | 3.8 | 4.1 | % | ||||||||||||||||||||||||||||
| Combined ratio | 107.0 | % | 16.1 | 90.9 | % | 101.1 | % | 6.5 | 94.6 | % | ||||||||||||||||||||||||||||
Gross Premiums Written
Gross premiums written by line of business were as follows:
| Three months ended June 30 | Six months ended June 30 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | Change | 2025 | 2024 | Change | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Casualty | $ | 6,254 | 23 | % | $ | 10,006 | 40 | % | $ | (3,752) | $ | 12,939 | 23 | % | $ | 14,461 | 26 | % | $ | (1,522) | |||||||||||||||||||||||||||||||||||||||
Financial | 3,039 | 11 | % | 3,192 | 13 | % | (153) | 4,823 | 9 | % | 2,988 | 5 | % | 1,835 | |||||||||||||||||||||||||||||||||||||||||||||
Health | 2,296 | 8 | % | 815 | 3 | % | 1,481 | 5,931 | 11 | % | 2,347 | 4 | % | 3,584 | |||||||||||||||||||||||||||||||||||||||||||||
Multiline | 12,099 | 44 | % | 8,842 | 35 | % | 3,257 | 26,803 | 49 | % | 31,054 | 56 | % | (4,251) | |||||||||||||||||||||||||||||||||||||||||||||
Specialty | 3,909 | 14 | % | 2,465 | 10 | % | 1,444 | 4,567 | 8 | % | 4,538 | 8 | % | 29 | |||||||||||||||||||||||||||||||||||||||||||||
| Total | $ | 27,597 | 100 | % | $ | 25,320 | 100 | % | $ | 2,277 | $ | 55,063 | 100 | % | $ | 55,388 | 100 | % | $ | (325) | |||||||||||||||||||||||||||||||||||||||
Gross premiums written within our Innovations segment in Q2 2025 increased by $2.3 million or 9.0%, compared to Q2 2024. The increase was predominantly attributable to the following lines of business:
•Multiline: The 36.8% increase was driven mostly by premium growth from our Syndicate 3456.
•Health: The 181.7% increase was mainly due to revised ultimate estimated premium written on certain legacy treaties, coupled with growth from 2024 quota share treaties and new business.
•Specialty: The 58.6% increase was predominantly from new quota share treaties bound in 2024.
Offset partially by:
•Casualty: The 37.5% decrease was mainly due to the non-renewal of a reinsurance program and a decrease in the line size of another quota share reinsurance treaty.
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Gross premiums written within our Innovations segment in YTD 2025 decreased by $0.3 million or 0.6%, compared to YTD 2024. The decrease was predominantly attributable to the following lines of business:
•Multiline: The 13.7% decrease was driven mostly by lower premiums from our Syndicate 3456 and non-renewal of certain multiline quota share treaties with general liability exposure.
•Casualty: The 10.5% decrease was due to the same explanation as for Q2 2025.
The decrease was offset partially by:
•Health: The 181.7% increase was due to the same explanation as for Q2 2025.
•Financial: The 61.4% increase is predominantly from growth of existing programs.
Net Premiums Written
Ceded premiums written in Q2 2025 was $4.9 million, resulting in net premiums written of $22.7 million, compared to $3.1 million and $22.2 million, respectively, in Q2 2024. The increase in ceded premiums written was predominantly driven by the new whole-account retrocession program in which we have ceded 28% of Innovations-related programs incepting Q4 2024 onwards.
Ceded premiums written in YTD 2025 was $8.4 million, resulting in net premiums written of $46.7 million, compared to $6.9 million and $48.5 million, respectively, in YTD 2024. The increase in ceded premiums written was driven mainly by the whole-account retrocession program noted for Q2 2025, coupled with an increase in quota share retrocessions due to growth from inward health and specialty business.
Net Premiums Earned
Net premiums earned by line of business were as follows:
| Three months ended June 30 | Six months ended June 30 | ||||||||||||||||||||||||||||||||||||||||||||||||||||||||||
| 2025 | 2024 | Change | 2025 | 2024 | Change | ||||||||||||||||||||||||||||||||||||||||||||||||||||||
Casualty | $ | 5,228 | 24 | % | $ | 4,953 | 20 | % | $ | 275 | 10,897 | 27 | % | 9,873 | 22 | % | $ | 1,024 | |||||||||||||||||||||||||||||||||||||||||
Financial | 2,687 | 13 | % | 2,246 | 9 | % | 441 | 3,729 | 9 | % | 1,663 | 4 | % | 2,066 | |||||||||||||||||||||||||||||||||||||||||||||
Health | 939 | 4 | % | 511 | 2 | % | 428 | 2,312 | 6 | % | 1,108 | 2 | % | 1,204 | |||||||||||||||||||||||||||||||||||||||||||||
Multiline | 11,129 | 52 | % | 14,990 | 59 | % | (3,861) | 23,153 | 57 | % | 28,323 | 62 | % | (5,170) | |||||||||||||||||||||||||||||||||||||||||||||
Specialty | 1,403 | 7 | % | 2,648 | 10 | % | (1,245) | 300 | 1 | % | 4,578 | 10 | % | (4,278) | |||||||||||||||||||||||||||||||||||||||||||||
| Total | $ | 21,386 | 100 | % | $ | 25,348 | 100 | % | $ | (3,962) | 40,391 | 100 | % | 45,545 | 100 | % | $ | (5,154) | |||||||||||||||||||||||||||||||||||||||||
Net premiums earned in Q2 2025 decreased by $4.0 million or 15.6%, compared to Q2 2024. Net premiums earned in YTD 2025 decreased by $5.2 million or 11.3%, compared to YTD 2024. The change relates to the amount and timing of net premiums written during the current year and prior years.
For the multiline business, the non-renewal of certain treaties also contributed to the decline in net premiums earned in Q2 2025 and YTD 2025.
For the specialty line, revisions to our ultimate premiums written for certain treaties, which were previously earned, also contributed to the decrease in net premiums earned in Q2 2025 and YTD 2025.
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Loss ratio
The components of the loss ratio were as follows:
| Three months ended June 30 | Six months ended June 30 | |||||||||||||||||||||||||||||||||||||
| 2025 | % Point Change | 2024 | 2025 | % Point Change | 2024 | |||||||||||||||||||||||||||||||||
| Current year: | ||||||||||||||||||||||||||||||||||||||
| Attritional loss ratio | 59.4 | % | (0.8) | 60.3 | % | 58.5 | % | (3.9) | 62.4 | % | ||||||||||||||||||||||||||||
Large event loss ratio | — | % | — | — | % | — | % | — | — | % | ||||||||||||||||||||||||||||
CAT event loss ratio | — | % | — | — | % | — | % | — | — | % | ||||||||||||||||||||||||||||
| Current year loss ratio | 59.4 | % | (0.8) | 60.3 | % | 58.5 | % | (3.9) | 62.4 | % | ||||||||||||||||||||||||||||
| Prior year reserve development ratio | 11.8 | % | 18.3 | (6.5) | % | 4.9 | % | 8.5 | (3.6) | % | ||||||||||||||||||||||||||||
| Loss ratio | 71.3 | % | 17.5 | 53.8 | % | 63.4 | % | 4.6 | 58.8 | % | ||||||||||||||||||||||||||||
Current Year Loss Ratio
The current year loss ratio in Q2 2025 decreased by 0.8 points, compared to Q2 2024 driven mainly by lower attritional loss ratio for the multiline business due to business mix and new accounts, partially offset mainly by an increase in attritional loss ratio on a financial line quota share program in response to signs of poor performance.
The current year loss ratio in YTD 2025 decreased by 3.9 points, compared to YTD 2024 driven mainly by improved loss performance in our Syndicate 3456 results in the multiline business, partially offset mainly by the increase in attritional loss ratio in the financial line as noted for Q2 2025.
The Innovations segment was not impacted by any CAT or large events for the periods presented in the above table.
Prior Year Reserve Development Ratio
Prior year reserve development ratio increased by 18.3 points in Q2 2025 compared to Q2 2024 and by 8.5 points in YTD 2025 compared to YTD 2024. This was driven by reserve strengthening predominantly on our financial line (2022-2023 underwriting years) due to higher volume of claims than expected. Refer to Note 7 Loss and LAE Reserves to the condensed consolidated financial statements for further details.
Acquisition cost ratio
The acquisition cost ratio decreased by 5.1 points to 28.1% in Q2 2025 compared to Q2 2024. The decrease was predominantly driven by non-renewal of certain specialty business that had higher acquisition costs, coupled with the Q2 2024 acquisition cost being impacted by an unfavorable increase on a quota share treaty in the financial line.
The acquisition cost ratio decreased by 1.9 points to 29.8% in YTD 2025 compared to YTD 2024. The decrease was predominantly driven by the same explanation as Q2 2025 and by the health line due to new business with a lower acquisition cost ratio. This was partially offset by an increase in acquisition cost ratio for casualty line due to revised ultimate acquisition cost ratio for a significant quota share treaty, coupled with an increase in acquisition cost ratio in the multiline business predominantly driven by Syndicate 3456 due to higher acquisition costs relating to new 2025 programs.
Underwriting expense ratio
The underwriting expense ratio increased by 3.7 points and 3.8 points in Q2 2025 and YTD 2025, respectively compared to the same periods in 2024, primarily due to additional headcount relating to the Innovations segment.
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Income (loss) before income taxes
The loss before income taxes for the Innovations segment was $1.7 million and $0.7 million in Q2 2025 and YTD 2025, respectively, compared to income before income taxes of $1.9 million and $1.3 million in Q2 2024 and YTD 2024, respectively. This was driven by weaker underwriting performance in 2025 driven mostly by the increase in underwriting expenses and higher loss ratio, partially offset by improved net investment income including realized and unrealized gains from our Innovations portfolio.
Other Corporate
Runoff Underwriting Business
The non-renewal of an Innovations-related property business contract resulted in a decrease of $7.5 million and $17.4 million to the consolidated net premiums earned for Q2 2025 and YTD 2025, respectively, compared to the same periods in 2024. The negative net premiums earned for this run-off business in 2025, as reported in the table under Corporate in Note 16 of the condensed consolidated financial statements, reflects an adjustment to our prior premium estimate as reported by the cedent.
For Q2 2025 and YTD 2025, the property business in runoff generated an underwriting loss of $1.6 million and $1.5 million, respectively, compared to an underwriting loss of $9.3 million and $11.1 million in Q2 2024 and YTD 2024, respectively. This included prior year adverse reserve development of $1.5 million and $0.9 million for Q2 2025 and Q2 2024, respectively, and prior year adverse reserve development of $1.3 million and $4.8 million for YTD 2025 and YTD 2024, respectively. Investment income relating to this runoff business was $0.3 million and $0.6 million in Q2 2025 and YTD 2025, respectively, compared to $0.5 million and $1.0 million in Q2 2024 and YTD 2024, respectively.
Income from Investment in Solasglas
For Q2 2025 and YTD 2025, Solasglas reported a net loss of 4.0% and a net gain of 2.9%, respectively, compared to a net gain of 1.2% and 6.4% for Q2 2024 and YTD 2024, respectively. The following table provides a breakdown of the gross and net investment return for Solasglas.
| Three months ended June 30 | Six months ended June 30 | ||||||||||||||||||||||
| 2025 | 2024 | 2025 | 2024 | ||||||||||||||||||||
| Long portfolio gains (losses) | 1.2 | % | (1.0) | % | (0.2) | % | 3.4 | % | |||||||||||||||
| Short portfolio gains (losses) | (8.9) | 1.6 | (4.2) | 1.7 | |||||||||||||||||||
| Macro gains (losses) | 3.5 | 0.9 | 8.2 | 2.9 | |||||||||||||||||||
Other income and expenses(1) | (0.2) | (0.2) | (0.6) | (0.9) | |||||||||||||||||||
| Gross investment return (loss) | (4.4) | % | 1.3 | % | 3.2 | % | 7.1 | % | |||||||||||||||
Net investment return (loss)(1) | (4.0) | % | 1.2 | % | 2.9 | % | 6.4 | % | |||||||||||||||
1 “Other income and expenses” excludes performance compensation but includes management fees. “Net investment return” incorporates both of these amounts. For further information about management fees and performance compensation, refer to Note 3.
For Q2 2025, the significant contributors to Solasglas’ investment return were long positions in gold and Kyndryl Holdings (KD) and a short position in the S&P 500 index. The largest detractors were three single-name short positions.
For YTD 2025, the significant contributors to Solasglas’ investment return were the same as for Q2 2025. The largest detractors were a long position in Core Natural Resources (CNR) and two single-name short positions.
Each month, we post on our website (www.greenlightre.com) the returns from our investment in Solasglas.
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Financial Condition
Investments
The following table provides a breakdown of our total investments:
| June 30 | December 31 | |||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||
Investment in related party investment fund (Solasglas) | $ | 461,265 | 85.8 | % | $ | 387,144 | 84.1 | % | ||||||||||||||||||
Other investments: | ||||||||||||||||||||||||||
Private investments and unlisted equities | 74,372 | 13.9 | 71,867 | 15.6 | ||||||||||||||||||||||
| Debt and convertible debt securities | 1,664 | 0.3 | 1,293 | 0.3 | ||||||||||||||||||||||
Total other investments | $ | 76,036 | 14.2 | % | $ | 73,160 | 15.9 | % | ||||||||||||||||||
| Total investments | $ | 537,301 | 100.0 | % | $ | 460,304 | 100.0 | % | ||||||||||||||||||
At June 30, 2025, our total investments increased by $77.0 million, or 16.7%, to $537.3 million from December 31, 2024. The increase was primarily driven by $60.2 million of net contributions into Solasglas, coupled with the net investment return for YTD 2025.
Investments in Solasglas
DME Advisors reports the composition of Solasglas’ portfolio on a delta-adjusted basis, which it believes is the appropriate manner to assess the exposure and profile of investments and reflects how it manages the portfolio. An option’s delta is the option price’s sensitivity to the underlying stock (or commodity) price. The delta-adjusted basis is the number of shares or contracts underlying the option multiplied by the delta and the underlying stock (or commodity) price.
The following table represents the composition of Solasglas’ investments:
| June 30 | December 31 | |||||||||||||||||||||||||
| 2025 | 2024 | |||||||||||||||||||||||||
| Long % | Short % | Long % | Short % | |||||||||||||||||||||||
| Equities and related derivatives | 92.8 | % | (93.7) | % | 73.9 | % | (43.3) | % | ||||||||||||||||||
| Private and unlisted equity securities | 2.6 | — | 2.1 | — | ||||||||||||||||||||||
| Debt instruments | 0.1 | — | 0.1 | — | ||||||||||||||||||||||
| Total | 95.5 | % | (93.7) | % | 76.1 | % | (43.3) | % | ||||||||||||||||||
The above exposure analysis does not include cash (U.S. dollar and foreign currencies), gold and other commodities, credit default swaps, sovereign debt, foreign currency derivatives, interest rate derivatives, inflation swaps and other macro positions. Under this methodology, a total return swap’s exposure is reported at its full notional amount and options are reported at their delta-adjusted basis. At June 30, 2025, Solasglas’ exposure to gold on a delta-adjusted basis was 11.2% (December 31, 2024: 10.1%).
At June 30, 2025, 94.5% of Solasglas’ portfolio was valued based on quoted prices in actively traded markets (Level 1), 4.0% was composed of instruments valued based on observable inputs other than quoted prices (Level 2), and a nominal amount was composed of instruments valued based on non-observable inputs (Level 3). At June 30, 2025, 1.5% of Solasglas’ portfolio consisted of private equity funds valued using the funds’ net asset values as a practical expedient.
Other Investments
The other investment holdings relate to private investments made by the Innovations segment. We made five new investments and increased our investment in one position during YTD 2025, for a total of $2.7 million. For YTD 2024, we invested $0.4 million.
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Restricted cash and cash equivalents
We use our restricted cash and cash equivalents primarily for funding trusts and letters of credit issued to our ceding insurers. Our restricted cash decreased by $7.7 million, or 1.3%, from $584.4 million at December 31, 2024, to $576.7 million at June 30, 2025.
Reinsurance balances receivable
Our reinsurance balances receivable increased by $50.8 million, or 7.2%, to $755.3 million from $704.5 million at December 31, 2024. This was driven primarily by $20.3 million increase in premiums receivable, net of collections, and $29.3 million in funds withheld from new and renewed reinsurance treaties.
Loss and LAE Reserves; Loss and LAE Recoverable
Our total gross loss and LAE reserves increased by $84.0 million, or 9.8%, to $945.0 million from $861.0 million at December 31, 2024, driven by the increase in earned premium from the renewal of reinsurance treaties and new business, an increase in foreign currency translation, and an increase in the overall loss ratio for YTD 2025. This was offset partially by paid losses during YTD 2025. See Note 7 “Loss and Loss Adjustment Expense Reserves” of the condensed consolidated financial statements for a summary of changes in outstanding loss and LAE reserves and a description of prior period loss developments.
Our total loss and LAE recoverable increased by $8.2 million, or 9.5%, to $94.0 million from $85.8 million at December 31, 2024. See Note 8 “Retrocession” of the condensed consolidated financial statements for a description of the credit risk associated with our retrocessionaires.
Probable Maximum Loss (“PML”)
At July 1, 2025, our estimated largest PML at a 1-in-250-year return period for a single event, and in aggregate, was $132.5 million and $145.8 million, respectively, both relating to the peril of North Atlantic Hurricane, compared to $122.9 million and $136.0 million, respectively, at April 1, 2025.
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The below table contains the expected modeled loss for each of our peak peril regions and sub-regions for both a single event loss and aggregate loss measures at the 1-in-250-year return period.
| July 1, 2025 | |||||||||||||||||||||||
| Net 1-in-250 Year Return Period | |||||||||||||||||||||||
| Peril | Single Event Loss | Aggregate Loss | |||||||||||||||||||||
| North Atlantic Hurricane | $ | 132,534 | $ | 145,809 | |||||||||||||||||||
| Southeast Hurricane | 116,137 | 117,635 | |||||||||||||||||||||
| Gulf of Mexico Hurricane | 66,906 | 69,859 | |||||||||||||||||||||
| Northeast Hurricane | 64,499 | 64,499 | |||||||||||||||||||||
| North America Earthquake | 126,814 | 127,708 | |||||||||||||||||||||
| California Earthquake | 108,933 | 109,604 | |||||||||||||||||||||
| Pacific Northwest Earthquake | 47,689 | 47,689 | |||||||||||||||||||||
New Madrid Earthquake | 17,433 | 17,433 | |||||||||||||||||||||
| Japan Earthquake | 36,178 | 37,078 | |||||||||||||||||||||
| Japan Windstorm | 22,367 | 23,259 | |||||||||||||||||||||
| Europe Windstorm | 68,621 | 73,912 | |||||||||||||||||||||
Debt
Our total debt decreased by $1.9 million, or 3.1%, to $58.9 million from $60.7 million at December 31, 2024 due to the quarterly loan installment payment. Refer to Note 9 “Debt and Credit Facilities” of the condensed consolidated financial statements for further information.
Total shareholders’ equity
Total shareholders’ equity increased by $27.4 million to $663.3 million, compared to $635.9 million at December 31, 2024. The increase was primarily due to the net income of $30.0 million reported for the period, coupled with share-based compensation adjustment to additional paid-in capital. This was partially offset by $5.0 million of stock repurchases during YTD 2025.
Liquidity and Capital Resources
Refer to the “Liquidity and Capital Resources” section included in Item 7 of our 2024 Form 10-K for a general discussion of our liquidity and capital resources.
Liquidity
The following table summarizes our sources and uses of funds:
| Six months ended June 30 | |||||||||||||||||
| 2025 | 2024 | ||||||||||||||||
| Total cash provided by (used in): | |||||||||||||||||
| Operating activities | $ | 78,819 | $ | 40,669 | |||||||||||||
| Investing activities | (62,932) | (70,246) | |||||||||||||||
| Financing activities | (6,875) | (11,876) | |||||||||||||||
| Effect of currency exchange on cash | 961 | (107) | |||||||||||||||
| Net cash inflows (outflows) | 9,973 | (41,560) | |||||||||||||||
Cash, beginning of period (1) | 649,087 | 655,730 | |||||||||||||||
| Cash, end of period | $ | 659,060 | $ | 614,170 | |||||||||||||
(1) Cash includes unrestricted and restricted cash and cash equivalents - see Note 5 of the financial statements.
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Cash provided by operating activities
The $38.2 million increase in cash provided by operating activities in YTD 2025 compared to YTD 2024 was driven mainly by the ebb and flow from our underwriting activities. Cash inflows from underwriting activities generally include premiums, net of acquisition costs, and reinsurance recoverables. Cash outflows principally include payments of losses and LAE, payments of retrocession premiums, and operating expenses. Cash provided by operating activities may vary significantly from period to period due to the timing of these inflows and outflows.
Cash used in investing activities
The $7.3 million decrease in cash used for investing activities was driven mainly by the lower net contribution in Solasglas in YTD 2025 compared to YTD 2024.
Cash used in financing activities
During YTD 2025, we repurchased $5.0 million of our ordinary shares, compared to none in YTD 2024. Additionally, we partially repaid $1.9 million of the Term Loans in YTD 2025, compared to $11.9 million in YTD 2024.
Capital Resources
The following table summarizes our debt and capital structure:
| June 30, 2025 | December 31, 2024 | |||||||||||||
| Term Loans - outstanding principal | $ | 58,438 | $ | 60,313 | ||||||||||
Shareholders’ equity | $ | 663,318 | $ | 635,879 | ||||||||||
Ratio of debt to shareholders’ equity | 8.9 | % | 9.5 | % | ||||||||||
The debt to shareholders’ equity provides an indication of our leverage and capital structure, along with some insights into our financial strength. In addition to the above capital, we also have LC facilities to support our reinsurance business operations where we are not licensed or admitted as a reinsurer.
Ordinary Shares
At June 30, 2025, there were 34,198,153 outstanding ordinary shares, a decrease of 633,171 since December 31, 2024, mainly due to 357,278 of share repurchases, coupled with the net forfeited performance restricted stock awards granted in 2022. This was partially offset by the issuance of ordinary shares for vested service RSUs.
We expect that the existing capital base and internally generated funds will be sufficient to implement our business strategy for the foreseeable future.
Secured LC Facilities
41
Contractual Obligations and Commitments
At June 30, 2025, our contractual obligations and commitments by period due were as follows:
| Less than 1 year | 1-3 years | 3-5 years | More than 5 years | Total | |||||||||||||||||||||||||
Operating activities | |||||||||||||||||||||||||||||
Loss and loss adjustment expense reserves (1) | $ | 371,379 | $ | 326,020 | $ | 116,233 | $ | 131,353 | $ | 944,985 | |||||||||||||||||||
Operating lease obligations | 565 | 1,242 | 1,953 | — | 3,760 | ||||||||||||||||||||||||
Financing activities | |||||||||||||||||||||||||||||
Debt (2) | 3,750 | 54,688 | — | — | 58,438 | ||||||||||||||||||||||||
Total | $ | 375,694 | $ | 381,950 | $ | 118,186 | $ | 131,353 | $ | 1,007,183 | |||||||||||||||||||
(1) Due to the nature of our reinsurance operations, the amount and timing of the cash flows associated with our reinsurance contractual liabilities will fluctuate, perhaps materially, and, therefore, are highly uncertain.
Critical Accounting Estimates
Our financial statements contain certain amounts that are inherently subjective and have required management to make assumptions and best estimates to determine reported values. If certain factors, including those described in “Part II. Item 1A. Risk Factors” included in our 2024 Form 10-K, cause actual events or results to differ materially from our underlying assumptions or estimates. In that case, there could be a material adverse effect on our results of operations, financial condition, or liquidity. The most significant estimates relate to: premium revenues and risk transfer, loss and loss adjustment expense reserves, investment impairments, allowances for credit losses, and share-based compensation.
We believe that the critical accounting estimates discussion in “Part II. Item 7. — Management’s Discussion and Analysis of Financial Condition and Results on Operations” of our 2024 Form 10-K continues to describe the significant estimates and judgments included in the preparation of these financial statements.
Recent Accounting Pronouncements
At June 30, 2025, there were no recently issued accounting pronouncements that we have not yet adopted that we expect could have a material impact on our results of operations, financial condition, or liquidity. See Note 2 “Significant Accounting Policies” of the Q2 2025 Financials.
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Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Refer to Item 7A included in our 2024 Form 10-K. There have been no material changes to this item since December 31, 2024, except for the following.
Equity Price Risk
At June 30, 2025, SILP was net short in listed equity securities.
In connection with equity securities held by Solasglas at June 30, 2025, a 10% decline in the price of each of the underlying listed equity securities and equity-based derivative instruments would result in a $0.5 million unrealized gain on our investment in Solasglas.
Commodity Prices Risk
In connection with Solasglas’ long or short investment in commodities or derivatives directly impacted by fluctuations in the prices of commodities, the following table summarizes the net impact that a 10% movement in commodity prices would have on the fair value of Solasglas’ investment portfolio. The below table excludes the indirect effect that changes in commodity prices might have on equity securities in the Solasglas’ investment portfolio.
| 10% increase in commodity prices | 10% decrease in commodity prices | ||||||||||
At June 30, 2025 | ($ in millions) | ||||||||||
| Gold | $ | 9.1 | $ | (7.7) | |||||||
| Copper | 3.2 | (1.6) | |||||||||
| Uranium | 0.5 | (0.5) | |||||||||
| Crude oil | 0.1 | (0.1) | |||||||||
| Total | $ | 12.9 | $ | (9.9) | |||||||
Foreign Currency Risk
SILP Investment
In connection with the underlying cash, forwards, options, and investments in securities denominated in foreign currencies held by Solasglas at June 30, 2025, a 10% increase in the value of the U.S. dollar against foreign currencies (mostly Euro) would result in a $3.0 million unrealized loss on our investment in Solasglas.
Reinsurance Portfolio and Cash
The following table summarizes the net impact of a hypothetical 10% currency rate movement relating to our primary foreign denominated reinsurance net monetary assets or liabilities and cash (including balances held at Lloyd's):
| June 30, 2025 | Net Asset (Liability) Exposure | 10% increase in currency rate | 10% decrease in currency rate | ||||||||||||||
British Pound | £ | 107,409 | $ | (14,758) | $ | 14,758 | |||||||||||
| Euro | € | (11,796) | 1,391 | (1,391) | |||||||||||||
Total foreign exchange gain (loss) | $ | (13,367) | $ | 13,367 | |||||||||||||
Interest Rate Risk
In connection with the interest rate derivatives held in Solasglas at June 30, 2025, a 100 basis points increase in interest rates would result in a $19.6 million unrealized loss on our investment in Solasglas.
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Item 4. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
As required by Rules 13a-15 and 15d-15 of the Exchange Act, the Company has evaluated, with the participation of management, including the Chief Executive Officer and the Chief Financial Officer, the effectiveness of its disclosure controls and procedures (as defined in such rules) as of the end of the period covered by this report. Based on such evaluation, the Chief Executive Officer and Chief Financial Officer concluded that the Company’s disclosure controls and procedures are effective to ensure that information required to be disclosed by the Company in reports prepared in accordance with the rules and regulations of the SEC is recorded, processed, summarized and reported within the time periods specified by the SEC’s rules and forms. Disclosure controls and procedures include, without limitation, controls and procedures designed to ensure that information required to be disclosed by an issuer in the reports that it files or submits under the Exchange Act is accumulated and communicated to the issuer’s management, including its principal executive officer and principal financial officer, or persons performing similar functions, as appropriate, to allow timely decisions regarding required disclosure.
Our management, including our Chief Executive Officer and Chief Financial Officer, does not expect that the Company’s disclosure controls and procedures will prevent all errors and all frauds. A control system, no matter how well conceived and operated, can provide only reasonable, not absolute, assurance that the objectives of the control system are met. Further, the design of a control system must reflect the fact that there are resource constraints, and the benefits of controls must be considered relative to their costs. Because of the inherent limitations in all control systems, no evaluation of controls can provide absolute assurance that all control issues and instances of fraud, if any, within the Company have been detected. These inherent limitations include the realities that judgments in decision-making can be faulty and that breakdowns can occur because of simple error or mistake.
Additionally, controls can be circumvented by the individual acts of some persons, by collusion of two or more people, or by management override of the controls. The design of any system of controls also is based, in part, upon certain assumptions about the likelihood of future events, and there can be no assurance that any design will succeed in achieving its stated goals under all potential future conditions; over time, controls may become inadequate because of changes in conditions, or the degree of compliance with the policies or procedures may deteriorate. Because of the inherent limitations in a cost-effective control system, misstatements due to error or fraud may occur and not be detected.
Changes in Internal Control Over Financial Reporting
There have been no changes in the Company’s internal control over financial reporting during the fiscal quarter ended June 30, 2025 that have materially affected, or are reasonably likely to materially affect, the Company’s internal control over financial reporting. The Company continues to review its disclosure controls and procedures, including its internal controls over financial reporting, and may from time to time make changes aimed at enhancing their effectiveness and to ensure that the Company’s systems evolve with its business.
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PART II — OTHER INFORMATION
Item 1. LEGAL PROCEEDINGS
From time to time, in the normal course of business, we may be involved in formal and informal dispute resolution procedures, which may include arbitration or litigation, the outcomes of which determine our rights and obligations under our reinsurance contracts and other contractual agreements. In some disputes, we may seek to enforce our rights under an agreement or to collect funds owing to us. In other matters, we may resist attempts by others to collect funds or enforce alleged rights. While the final outcome of legal disputes cannot be predicted with certainty, we do not believe that any of our existing contractual disputes, when finally resolved, will have a material adverse effect on our business, financial condition or operating results.
Item 1A. RISK FACTORS
Factors that could cause our actual results to differ materially from those in this report are any of the risks described in “Part I. Item 1A. Risk Factors” included in our 2024 Form 10-K, as filed with the SEC on March 10, 2025. Any of these factors could result in a significant or material adverse effect on our results of operations or financial condition. Additional risk factors not presently known to us or that we currently deem immaterial may also impair our business or results of operations.
As of June 30, 2025, there have been no other material changes to the risk factors disclosed in “Part I. Item 1A. Risk Factors” included in our 2024 Form 10-K. We may disclose changes to such factors or disclose additional factors from time to time in our future filings with the SEC.
Item 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS
Refer to Note 10 “Share Capital” of the condensed consolidated financial statements for a summary of our share repurchase plan.
The table below details the share repurchases that were made under the Plan during the three months ended June 30, 2025:
Shares Purchased Under Publicly Announced Repurchase Program | ||||||||||||||||||||||||||
| Period | Number of Shares Purchased | Average Price per Share | Maximum Dollar Amount Still Available Under Share Repurchase Plan | |||||||||||||||||||||||
Beginning balance | $ | 25,000,000 | ||||||||||||||||||||||||
April 1 - 30, 2025 | — | $ | — | 25,000,000 | ||||||||||||||||||||||
May 1 - 31, 2025 | 207,016 | $ | 13.71 | 22,162,265 | ||||||||||||||||||||||
June 1 - 30, 2025 | 150,262 | $ | 14.39 | 20,000,012 | ||||||||||||||||||||||
| Total | 357,278 | $ | 20,000,012 | |||||||||||||||||||||||
During the three months ended June 30, 2025, we repurchased 357,278 ordinary shares at an average price of $13.99 per share, for a total of $5.0 million.
Item 3. DEFAULTS UPON SENIOR SECURITIES
None.
Item 4. MINE SAFETY DISCLOSURES
Not applicable.
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Item 5. OTHER INFORMATION
(c) Insider Trading Arrangements and Related Disclosures
Our directors and executive officers may purchase or sell shares of our ordinary shares in the market from time to time, including pursuant to equity trading plans adopted in accordance with Rule 10b5-1 under the Exchange Act (“Rule 10b5-1”) and in compliance with guidelines specified by the Company. In accordance with Rule 10b5-1 and our insider trading policy, directors, officers, and certain employees who, at such time, are not in possession of material non-public information about the Company are permitted to enter into written plans that pre-establish amounts, prices and dates (or formula for determining the amounts, prices and dates) of future purchases or sales of the Company’s stock, including shares acquired pursuant to the Company’s equity plans (“Rule 10b5-1 Trading Plans”). Under Rule 10b5-1 Trading Plan, a broker executes trades pursuant to parameters established by the director or executive officer when entering into the plan, without further direction from them.
During the three months ended June 30, 2025, we did not
Item 6. EXHIBITS
| 31.1 | |||||
| 31.2 | |||||
| 32.1 | |||||
| 32.2 | |||||
| 101 | The following materials from the Company’s Quarterly Report on Form 10-Q for the three months ended June 30, 2025 formatted in Inline XBRL (Extensible Business Reporting Language): (i) the Condensed Consolidated Balance Sheets; (ii) the Condensed Consolidated Statements of Operations; (iii) the Condensed Consolidated Statements of Changes in Shareholders’ Equity; (iv) the Condensed Consolidated Statements of Cash Flows; and (v) the Notes to Condensed Consolidated Financial Statements. | ||||
| 104 | Cover Page Interactive Data File (formatted as Inline XBRL and contained in Exhibit 101) | ||||
46
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, thereunto duly authorized.
| GREENLIGHT CAPITAL RE, LTD. | |||||||||||
| (Registrant) | |||||||||||
| By: | /s/ GREGORY RICHARDSON | ||||||||||
| Gregory Richardson Director and Chief Executive Officer (principal executive officer) | |||||||||||
| August 4, 2025 | |||||||||||
| By: | /s/ FARAMARZ ROMER | ||||||||||
| Faramarz Romer Chief Financial Officer (principal financial officer) | |||||||||||
| August 4, 2025 | |||||||||||
47
EXHIBIT 31.1
CERTIFICATION OF
CHIEF EXECUTIVE OFFICER OF
GREENLIGHT CAPITAL RE, LTD.
I, Gregory Richardson, certify that:
| 1. | I have reviewed this quarterly report report on Form 10-Q of Greenlight Capital Re, Ltd.; | ||||
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the periods covered by this report; | ||||
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; | ||||
| 4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: | ||||
a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
| 5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): | ||||
a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
| Dated: | August 4, 2025 | /s/ GREGORY RICHARDSON | ||||||
| Gregory Richardson Chief Executive Officer (principal executive officer) | ||||||||
EXHIBIT 31.2
CERTIFICATION OF
CHIEF FINANCIAL OFFICER OF
GREENLIGHT CAPITAL RE, LTD.
I, Faramarz Romer, certify that:
| 1. | I have reviewed this quarterly report report on Form 10-Q of Greenlight Capital Re, Ltd.; | ||||
| 2. | Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the periods covered by this report; | ||||
| 3. | Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report; | ||||
| 4. | The registrant’s other certifying officer and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have: | ||||
a) Designed such disclosure controls and procedures, or caused such disclosure controls and procedures to be designed under our supervision, to ensure that material information relating to the registrant, including its consolidated subsidiaries, is made known to us by others within those entities, particularly during the period in which this report is being prepared;
b) Designed such internal control over financial reporting, or caused such internal control over financial reporting to be designed under our supervision, to provide reasonable assurance regarding the reliability of financial reporting and the preparation of financial statements for external purposes in accordance with generally accepted accounting principles;
c) Evaluated the effectiveness of the registrant’s disclosure controls and procedures and presented in this report our conclusions about the effectiveness of the disclosure controls and procedures, as of the end of the period covered by this report based on such evaluation; and
d) Disclosed in this report any change in the registrant’s internal control over financial reporting that occurred during the registrant’s most recent fiscal quarter (the registrant’s fourth fiscal quarter in the case of an annual report) that has materially affected, or is reasonably likely to materially affect, the registrant’s internal control over financial reporting; and
| 5. | The registrant’s other certifying officer and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant’s auditors and the audit committee of the registrant’s board of directors (or persons performing the equivalent functions): | ||||
a) All significant deficiencies and material weaknesses in the design or operation of internal control over financial reporting which are reasonably likely to adversely affect the registrant’s ability to record, process, summarize and report financial information; and
b) Any fraud, whether or not material, that involves management or other employees who have a significant role in the registrant’s internal control over financial reporting.
| Dated: | August 4, 2025 | /s/ FARAMARZ ROMER | ||||||
| Faramarz Romer | ||||||||
| Chief Financial Officer | ||||||||
| (principal financial officer) | ||||||||
EXHIBIT 32.1
CERTIFICATION OF
CHIEF EXECUTIVE OFFICER OF
GREENLIGHT CAPITAL RE, LTD.
This certification is provided pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and accompanies the quarterly report on Form 10-Q (the "Form 10-Q") for the period ended June 30, 2025 of Greenlight Capital Re, Ltd. (the "Issuer").
I, Gregory Richardson, the Principal Executive Officer of the Issuer, certify that to the best of my knowledge:
1. The Form 10-Q fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a) or 78o(d)), as amended; and
2. The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Issuer.
| Dated: | August 4, 2025 | /s/ GREGORY RICHARDSON | ||||||
| Gregory Richardson Chief Executive Officer (principal executive officer) | ||||||||
EXHIBIT 32.2
CERTIFICATION OF
CHIEF FINANCIAL OFFICER OF
GREENLIGHT CAPITAL RE, LTD.
This certification is provided pursuant to Section 906 of the Sarbanes-Oxley Act of 2002 and accompanies the quarterly report on Form 10-Q (the ‘‘Form 10-Q’’) for the period ended June 30, 2025 of Greenlight Capital Re, Ltd. (the ‘‘Issuer’’).
I, Faramarz Romer, the Principal Financial Officer of the Issuer, certify that to the best of my knowledge:
1. The Form 10-Q fully complies with the requirements of Section 13(a) or Section 15(d) of the Securities Exchange Act of 1934 (15 U.S.C. 78m(a) or 78o(d)), as amended; and
2. The information contained in the Form 10-Q fairly presents, in all material respects, the financial condition and results of operations of the Issuer.
| Dated: | August 4, 2025 | /s/ FARAMARZ ROMER | ||||||
| Faramarz Romer | ||||||||
| Chief Financial Officer | ||||||||
| (principal financial officer) | ||||||||