8-K
GREENLIGHT CAPITAL RE, LTD. (GLRE)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
November 03, 2025
Date of report (Date of earliest event reported)
GREENLIGHT CAPITAL RE, LTD.
(Exact name of registrant as specified in charter)
| Cayman Islands | 001-33493 | N/A |
|---|---|---|
| (State or other jurisdiction of incorporation) | (Commission file number) | (IRS employer identification no.) |
| 65 Market Street | ||
| Suite 1207, Jasmine Court | ||
| P.O. Box 31110 | ||
| Camana Bay | ||
| Grand Cayman | ||
| Cayman Islands | KY1-1205 | |
| (Address of principal executive offices) | (Zip code) |
(205) 291-3440
(Registrant’s telephone number, including area code)
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
| ☐ | Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) |
|---|---|
| ☐ | Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) |
| ☐ | Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) |
| ☐ | Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) |
Securities registered pursuant to Section 12(b) of the Act:
| Title of each class | Trading Symbol(s) | Name of each exchange on which registered |
|---|---|---|
| Ordinary Shares | GLRE | Nasdaq Global Select Market |
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).
Emerging Growth Company ☐
If an emerging growth company, indicate by check mark if registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. ☐
Item 2.02 Results of Operations and Financial Condition
On November 3, 2025, Greenlight Capital Re, Ltd. (the "Registrant" or "Company") issued a press release announcing its financial results for the third quarter and nine months ended September 30, 2025. A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and incorporated herein by reference. In addition, a copy of the Company's investor presentation is furnished as Exhibit 99.2.
In accordance with general instruction B.2 to Form 8-K, the information set forth in this Item 2.02 (including Exhibits 99.1 and 99.2) shall be deemed “furnished” and not “filed” with the Securities and Exchange Commission for the purpose of Section 18 of the Securities Exchange Act of 1934, as amended, (the "Exchange Act"), or otherwise subject to the liabilities of that section, and shall not be incorporated by reference into any registration statement or other document filed under the Securities Act of 1933, as amended, or the Exchange Act, except as shall be expressly set forth by specific reference in such filing.
Item 9.01 Financial Statements and Exhibits
(d) The following exhibits are being filed herewith:
| Exhibit No. | Description of Exhibit |
|---|---|
| 99.1 | Earnings press release, "GREENLIGHT RE ANNOUNCES FINANCIAL RESULTS FORTHIRDQUARTER ANDNINEMONTHS ENDEDSEPTEMBER30, 2025", dated November 3, 2025, issued by the Registrant. |
| 99.2 | Investor Presentation - September 30, 2025 |
| 104 | Cover Page Interactive Data File (embedded within the Inline XBRL document). |
SIGNATURE
Pursuant to the requirements of the Securities Exchange Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
| GREENLIGHT CAPITAL RE, LTD. | |
|---|---|
| (Registrant) | |
| By: | /s/ Steven Archambault |
| Name: | Steven Archambault |
| Title: | Chief Accounting Officer |
| Date: | November 3, 2025 |
Document
GREENLIGHT RE ANNOUNCES FINANCIAL RESULTS FOR THIRD QUARTER AND NINE MONTHS ENDED SEPTEMBER 30, 2025
Achieves Record Quarterly Underwriting Income,
Leading to a Combined Ratio of 86.6%
GRAND CAYMAN, Cayman Islands – November 3, 2025 – Greenlight Capital Re, Ltd. (NASDAQ: GLRE) (“Greenlight Re” or the “Company”) today reported its financial results for the third quarter and nine months ended September 30, 2025.
Third Quarter 2025 Highlights (all comparisons are to third quarter 2024 unless noted otherwise):
•Gross premiums written increased 9.5% to $184.4 million;
•Net premiums earned increased 8.9% to $165.4 million;
•Net underwriting income of $22.3 million, compared to $6.1 million;
•Combined ratio of 86.6%, compared to 95.9%;
•Total investment loss of $17.4 million, compared to total investment income of $30.3 million;
•Net loss of $4.4 million, or -$0.13 per diluted ordinary share, compared to $35.2 million, or $1.01 per diluted ordinary share;
•Repurchased $2.0 million of shares at an average cost of $12.88 per share; and
•Fully diluted book value per share decreased 0.4% to $18.90, from $18.97 at June 30, 2025.
Nine Months Ended September 30, 2025 Highlights (all comparisons are to the same period in 2024):
•Gross premiums written increased 10.3% to $612.0 million;
•Net premiums earned increased 5.0% to $495.5 million;
•Net underwriting income of $22.6 million compared to $9.8 million;
•Combined ratio of 95.4%, compared to 97.9%;
•Total investment income of $15.3 million, compared to $77.0 million;
•Net income of $25.6 million, or $0.74 per diluted ordinary share, compared to $70.2 million, or $2.02 per diluted ordinary share; and
•Fully diluted book value per share increased 5.3% to $18.90, from $18.72 at December 31, 2024.
Greg Richardson, Chief Executive Officer of Greenlight Re, stated, “We are pleased with our third quarter 2025 underwriting results, which resulted in a combined ratio of 86.6%, the lowest in the Company’s history. We demonstrated our ability to achieve strong margins, supported by robust performance in our underwriting book and favorable catastrophe loss activity. These results underscore the effectiveness of our strategy, the quality of our risk selection, and our performance-driven culture.”
David Einhorn, Chairman of the Board of Directors, said, “The investment environment remains difficult for our style and the Solasglas investment portfolio lost 3.2% during the third quarter. Our long positions did not keep up with a strong equity market, while our short positions hurt our overall results. The Company’s best-ever underwriting result helped offset the weak investment results and we continued to buy back our stock at an attractive price.”
Greenlight Capital Re, Ltd. Third Quarter 2025 Earnings Call
Greenlight Re will host a live conference call to discuss its financial results on Tuesday, November 4, 2025, at 9:00 a.m. Eastern Time. Dial-in details:
U.S. toll free 1-877-407-9753
International 1-201-493-6739
The conference call can also be accessed via webcast at:
https://event.webcasts.com/starthere.jsp?ei=1727624&tp_key=9fa8b9073f
A telephone replay will be available following the call through November 9, 2025. The replay of the call may be accessed by dialing 1-877-660-6853 (U.S. toll free) or 1-201-612-7415 (international), access code 13754962. An audio file of the call will also be available on the Company’s website, www.greenlightre.com.
Non-GAAP Financial Measures
In presenting the Company’s results, management has included fully diluted book value per share as a financial measure that is not calculated under standards or rules that comprise accounting principles generally accepted in the United States (GAAP). This measure is referred to as a non-GAAP measure. The non-GAAP measure may be defined or calculated differently by other companies. Management believes the measure allows for a more thorough understanding of the Company’s performance. The non-GAAP measure may not be comparable to similarly titled measures reported by other companies and should be used to monitor our results and should be considered in addition to, and not viewed as a substitute for those measures determined in accordance with GAAP. Reconciliation of the measure to the most comparable GAAP figures is included in the attached financial information in accordance with Regulation G.
Forward-Looking Statements
This news release contains forward-looking statements concerning Greenlight Capital Re, Ltd. and/or its subsidiaries (the “Company”) within the meaning of the U.S. federal securities laws. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in the U.S. federal securities laws. These statements involve risks and uncertainties that could cause actual results to differ materially from those contained in forward-looking statements made on the Company’s behalf. These risks and uncertainties include a downgrade or withdrawal of our A.M. Best ratings; any suspension or revocation of any of our licenses; losses from catastrophes; the loss of significant brokers; the performance of Solasglas Investments, LP; the carry values of our investments made under our Greenlight Re Innovations segment may differ significantly from those that would be used if we carried these investments at fair value; and other factors described in our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”), as those factors may be updated from time to time in our periodic and other filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. The Company undertakes no obligation to publicly update or revise any forward-looking statements, which speak only as to the date of this release, whether as a result of new information, future events, or otherwise, except as provided by law.
About Greenlight Capital Re, Ltd.
Greenlight Re (www.greenlightre.com) provides multiline property and casualty insurance and reinsurance through its licensed and regulated reinsurance entities in the Cayman Islands and Ireland, and its Lloyd’s platform, Greenlight Innovation Syndicate 3456. The Company complements its underwriting activities with a non-traditional investment approach designed to achieve higher rates of return over the long term than reinsurance companies that exclusively employ more traditional investment strategies. The Company’s innovations unit, Greenlight Re Innovations, supports technology innovators in the (re)insurance space by providing investment capital, risk capacity, and access to a broad insurance network.
Investor Relations Contact
Karin Daly
Vice President, The Equity Group Inc.
(212) 836-9623
IR@greenlightre.ky
GREENLIGHT CAPITAL RE, LTD.
CONDENSED CONSOLIDATED BALANCE SHEETS
(expressed in thousands of U.S. dollars, except per share and share amounts)
| September 30, 2025 | December 31, 2024 | |||
|---|---|---|---|---|
| (Unaudited) | ||||
| Assets | ||||
| Investments | ||||
| Investment in related party investment fund, at fair value | $ | 456,861 | $ | 387,144 |
| Other investments | 63,182 | 73,160 | ||
| Total investments | 520,043 | 460,304 | ||
| Cash and cash equivalents | 68,789 | 64,685 | ||
| Restricted cash and cash equivalents | 586,444 | 584,402 | ||
| Reinsurance balances receivable (net of allowance for expected credit losses) | 731,707 | 704,483 | ||
| Loss and loss adjustment expenses recoverable (net of allowance for expected credit losses) | 82,783 | 85,790 | ||
| Deferred acquisition costs | 98,476 | 82,249 | ||
| Unearned premiums ceded | 36,123 | 29,545 | ||
| Other assets | 9,690 | 4,765 | ||
| Total assets | $ | 2,134,055 | $ | 2,016,223 |
| Liabilities and equity | ||||
| Liabilities | ||||
| Loss and loss adjustment expense reserves | $ | 938,308 | $ | 860,969 |
| Unearned premium reserves | 379,274 | 324,551 | ||
| Reinsurance balances payable | 97,980 | 105,892 | ||
| Funds withheld | 15,139 | 21,878 | ||
| Other liabilities | 9,720 | 6,305 | ||
| Debt | 34,745 | 60,749 | ||
| Total liabilities | 1,475,166 | 1,380,344 | ||
| Shareholders' equity | ||||
| Ordinary share capital (par value $0.10; issued and outstanding, 34,099,226) (2024: par value $0.10; issued and outstanding, 34,831,324) | $ | 3,394 | $ | 3,483 |
| Additional paid-in capital | 479,099 | 481,551 | ||
| Retained earnings | 176,396 | 150,845 | ||
| Total shareholders' equity | 658,889 | 635,879 | ||
| Total liabilities and equity | $ | 2,134,055 | $ | 2,016,223 |
GREENLIGHT CAPITAL RE, LTD.
CONDENSED CONSOLIDATED RESULTS OF OPERATIONS (Unaudited)
(expressed in thousands of U.S. dollars, except percentages and per share amounts)
| Three months ended September 30 | Nine months ended September 30 | |||||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| 2025 | 2024 | 2025 | 2024 | |||||||||
| Underwriting results: | ||||||||||||
| Gross premiums written | $ | 184,377 | $ | 168,346 | $ | 611,950 | $ | 554,579 | ||||
| Gross premiums ceded | (21,695) | (26,598) | (65,344) | (64,611) | ||||||||
| Net premiums written | 162,682 | 141,748 | 546,606 | 489,968 | ||||||||
| Change in net unearned premium reserves | 2,737 | 10,136 | (51,083) | (18,150) | ||||||||
| Net premiums earned | $ | 165,419 | $ | 151,884 | $ | 495,523 | $ | 471,818 | ||||
| Net loss and LAE incurred: | ||||||||||||
| Current year | $ | (87,776) | $ | (98,820) | $ | (303,474) | $ | (305,467) | ||||
| Prior year | (817) | 5,655 | (8,082) | 943 | ||||||||
| Net loss and LAE incurred | (88,593) | (93,165) | (311,556) | (304,524) | ||||||||
| Acquisition costs | (46,962) | (46,162) | (140,676) | (138,226) | ||||||||
| Underwriting expenses | (7,472) | (6,073) | (20,311) | (18,223) | ||||||||
| Deposit interest expense | (94) | (377) | (367) | (1,020) | ||||||||
| Net underwriting income | $ | 22,298 | $ | 6,107 | $ | 22,613 | $ | 9,825 | ||||
| Income (loss) from investment in Solasglas | $ | (14,404) | $ | 19,844 | $ | (483) | $ | 42,422 | ||||
| Net investment income (loss) | (2,950) | 10,454 | 15,807 | 34,580 | ||||||||
| Total investment income (loss) | $ | (17,354) | $ | 30,298 | $ | 15,324 | $ | 77,002 | ||||
| Corporate and other expenses | $ | (5,399) | $ | (4,253) | $ | (14,826) | $ | (13,334) | ||||
| Foreign exchange gains (losses) | (1,994) | 5,826 | 8,632 | 3,245 | ||||||||
| Interest expense | (1,430) | (2,018) | (4,038) | (4,827) | ||||||||
| Income (loss) before income tax | (3,879) | 35,960 | 27,705 | 71,911 | ||||||||
| Income tax expense | (526) | (723) | (2,154) | (1,677) | ||||||||
| Net income (loss) | $ | (4,405) | $ | 35,237 | $ | 25,551 | $ | 70,234 | ||||
| Earnings per share | ||||||||||||
| Basic | $ | (0.13) | $ | 1.03 | $ | 0.75 | $ | 2.05 | ||||
| Diluted | $ | (0.13) | $ | 1.01 | $ | 0.74 | $ | 2.02 | ||||
| Underwriting ratios: | ||||||||||||
| Current year loss ratio | 53.1 | % | 65.0 | % | 61.2 | % | 64.7 | % | ||||
| Prior year reserve development ratio | 0.5 | % | (3.7) | % | 1.6 | % | (0.2) | % | ||||
| Loss ratio | 53.6 | % | 61.3 | % | 62.8 | % | 64.5 | % | ||||
| Acquisition cost ratio | 28.4 | % | 30.4 | % | 28.4 | % | 29.3 | % | ||||
| Composite ratio | 82.0 | % | 91.7 | % | 91.2 | % | 93.8 | % | ||||
| Underwriting expense ratio | 4.6 | % | 4.2 | % | 4.2 | % | 4.1 | % | ||||
| Combined ratio | 86.6 | % | 95.9 | % | 95.4 | % | 97.9 | % |
The following tables present the Company’s results by segment and on a consolidated basis:
GREENLIGHT CAPITAL RE, LTD.
SEGMENT RESULTS OF OPERATIONS (unaudited)
(expressed in thousands of U.S. dollars)
Three months ended September 30, 2025
| Open Market | Innovations | Corporate | Total Consolidated | ||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|
| Gross premiums written | $ | 154,994 | $ | 29,393 | $ | (10) | $ | 184,377 | |||
| Net premiums written | $ | 140,372 | $ | 22,318 | $ | (8) | $ | 162,682 | |||
| Net premiums earned | $ | 144,427 | $ | 21,000 | $ | (8) | $ | 165,419 | |||
| Net loss and LAE incurred | (76,590) | (11,412) | (591) | (88,593) | |||||||
| Acquisition costs | (40,069) | (6,894) | 1 | (46,962) | |||||||
| Other underwriting expenses | (5,446) | (2,026) | — | (7,472) | |||||||
| Deposit interest expense, net | (94) | — | — | (94) | |||||||
| Underwriting income (loss) | 22,228 | 668 | (598) | 22,298 | |||||||
| Net investment income (loss) | 5,623 | (11,270) | 2,697 | (2,950) | |||||||
| Corporate and other expenses | — | (724) | (4,675) | (5,399) | |||||||
| Income (loss) from investment in Solasglas | (14,404) | (14,404) | |||||||||
| Foreign exchange gains (losses) | (1,994) | (1,994) | |||||||||
| Interest expense | (1,430) | (1,430) | |||||||||
| Income (loss) before income taxes | $ | 27,851 | $ | (11,326) | $ | (20,404) | $ | (3,879) | |||
| Underwriting ratios: | |||||||||||
| Loss ratio | 53.0 | % | 54.3 | % | NM* | 53.6 | % | ||||
| Acquisition cost ratio | 27.7 | % | 32.8 | % | NM* | 28.4 | % | ||||
| Composite ratio | 80.7 | % | 87.1 | % | NM* | 82.0 | % | ||||
| Underwriting expenses ratio | 3.8 | % | 9.6 | % | NM* | 4.6 | % | ||||
| Combined ratio | 84.5 | % | 96.7 | % | NM* | 86.6 | % |
*Not Meaningful
GREENLIGHT CAPITAL RE, LTD.
SEGMENT RESULTS OF OPERATIONS (unaudited)
(expressed in thousands of U.S. dollars)
Three months ended September 30, 2024
| Open Market | Innovations | Corporate | Total Consolidated | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Gross premiums written | $ | 150,331 | $ | 18,675 | $ | (660) | $ | 168,346 | ||||
| Net premiums written | $ | 128,238 | $ | 14,170 | $ | (660) | $ | 141,748 | ||||
| Net premiums earned | $ | 126,577 | $ | 21,793 | $ | 3,514 | $ | 151,884 | ||||
| Net loss and LAE incurred | (76,177) | (12,223) | (4,765) | (93,165) | ||||||||
| Acquisition costs | (38,223) | (6,963) | (976) | (46,162) | ||||||||
| Other underwriting expenses | (4,871) | (1,202) | — | (6,073) | ||||||||
| Deposit interest income, net | (377) | — | — | (377) | ||||||||
| Underwriting income (loss) | 6,929 | 1,405 | (2,227) | 6,107 | ||||||||
| Net investment income | 9,360 | 253 | 841 | 10,454 | ||||||||
| Corporate and other expenses | — | (608) | (3,645) | (4,253) | ||||||||
| Income from investment in Solasglas | 19,844 | 19,844 | ||||||||||
| Foreign exchange gains (losses) | 5,826 | 5,826 | ||||||||||
| Interest expense | (2,018) | (2,018) | ||||||||||
| Income (loss) before income taxes | $ | 16,289 | $ | 1,050 | $ | 18,621 | $ | 35,960 | ||||
| Underwriting ratios: | ||||||||||||
| Loss ratio | 60.2 | % | 56.1 | % | 135.6 | % | 61.3 | % | ||||
| Acquisition cost ratio | 30.2 | % | 32.0 | % | 27.8 | % | 30.4 | % | ||||
| Composite ratio | 90.4 | % | 88.1 | % | 163.4 | % | 91.7 | % | ||||
| Underwriting expenses ratio | 4.1 | % | 5.5 | % | — | % | 4.2 | % | ||||
| Combined ratio | 94.5 | % | 93.6 | % | 163.4 | % | 95.9 | % |
GREENLIGHT CAPITAL RE, LTD.
SEGMENT RESULTS OF OPERATIONS (unaudited)
(expressed in thousands of U.S. dollars)
Nine months ended September 30, 2025
| Open Market | Innovations | Corporate | Total Consolidated | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Gross premiums written | $ | 528,036 | $ | 84,455 | $ | (541) | $ | 611,950 | ||||
| Net premiums written | $ | 478,092 | $ | 69,005 | $ | (491) | $ | 546,606 | ||||
| Net premiums earned | $ | 434,622 | $ | 61,391 | $ | (490) | $ | 495,523 | ||||
| Net loss and LAE incurred | (272,828) | (37,002) | (1,726) | (311,556) | ||||||||
| Acquisition costs | (121,850) | (18,939) | 113 | (140,676) | ||||||||
| Other underwriting expenses | (15,104) | (5,207) | — | (20,311) | ||||||||
| Deposit interest expense, net | (367) | — | — | (367) | ||||||||
| Underwriting income (loss) | 24,473 | 243 | (2,103) | 22,613 | ||||||||
| Net investment income (loss) | 17,023 | (10,391) | 9,175 | 15,807 | ||||||||
| Corporate and other expenses | — | (1,898) | (12,928) | (14,826) | ||||||||
| Income (loss) from investment in Solasglas | (483) | (483) | ||||||||||
| Foreign exchange gains (losses) | 8,632 | 8,632 | ||||||||||
| Interest expense | (4,038) | (4,038) | ||||||||||
| Income (loss) before income taxes | $ | 41,496 | $ | (12,046) | $ | (1,745) | $ | 27,705 | ||||
| Underwriting ratios: | ||||||||||||
| Loss ratio | 62.8 | % | 60.3 | % | -352.2 | % | 62.8 | % | ||||
| Acquisition cost ratio | 28.0 | % | 30.8 | % | 23.1 | % | 28.4 | % | ||||
| Composite ratio | 90.8 | % | 91.1 | % | -329.1 | % | 91.2 | % | ||||
| Underwriting expenses ratio | 3.6 | % | 8.5 | % | — | % | 4.2 | % | ||||
| Combined ratio | 94.4 | % | 99.6 | % | -329.1 | % | 95.4 | % |
GREENLIGHT CAPITAL RE, LTD.
SEGMENT RESULTS OF OPERATIONS (unaudited)
(expressed in thousands of U.S. dollars)
Nine months ended September 30, 2024
| Open Market | Innovations | Corporate | Total Consolidated | |||||||||
|---|---|---|---|---|---|---|---|---|---|---|---|---|
| Gross premiums written | $ | 480,703 | $ | 74,062 | $ | (186) | $ | 554,579 | ||||
| Net premiums written | $ | 427,539 | $ | 62,626 | $ | (197) | $ | 489,968 | ||||
| Net premiums earned | $ | 384,052 | $ | 67,338 | $ | 20,428 | $ | 471,818 | ||||
| Net loss and LAE incurred | (236,280) | (38,984) | (29,260) | (304,524) | ||||||||
| Acquisition costs | (112,313) | (21,422) | (4,491) | (138,226) | ||||||||
| Other underwriting expenses | (15,165) | (3,058) | — | (18,223) | ||||||||
| Deposit interest expense, net | (1,020) | — | — | (1,020) | ||||||||
| Underwriting income (loss) | 19,274 | 3,874 | (13,323) | 9,825 | ||||||||
| Net investment income | 31,758 | 436 | 2,386 | 34,580 | ||||||||
| Corporate and other expenses | — | (2,008) | (11,326) | (13,334) | ||||||||
| Income from investment in Solasglas | 42,422 | 42,422 | ||||||||||
| Foreign exchange gains (losses) | 3,245 | 3,245 | ||||||||||
| Interest expense | (4,827) | (4,827) | ||||||||||
| Income (loss) before income taxes | $ | 51,032 | $ | 2,302 | $ | 18,577 | $ | 71,911 | ||||
| Underwriting ratios: | ||||||||||||
| Loss ratio | 61.5 | % | 57.9 | % | 143.2 | % | 64.5 | % | ||||
| Acquisition cost ratio | 29.2 | % | 31.8 | % | 22.0 | % | 29.3 | % | ||||
| Composite ratio | 90.7 | % | 89.7 | % | 165.2 | % | 93.8 | % | ||||
| Underwriting expenses ratio | 4.2 | % | 4.5 | % | — | % | 4.1 | % | ||||
| Combined ratio | 94.9 | % | 94.2 | % | 165.2 | % | 97.9 | % |
GREENLIGHT CAPITAL RE, LTD.
KEY FINANCIAL MEASURES AND NON-GAAP MEASURES
Management uses certain key financial measures, some of which are not prescribed under U.S. GAAP rules and standards (“non-GAAP financial measures”), to evaluate our financial performance, financial position, and the change in shareholder value. Generally, a non-GAAP financial measure, as defined in SEC Regulation G, is a numerical measure of a company’s historical or future financial performance, financial position, or cash flows that either excludes or includes amounts that are not normally excluded or included in the most directly comparable measure calculated and presented under U.S. GAAP. We believe that these measures, which may be calculated or defined differently by other companies, provide consistent and comparable metrics of our business performance to help shareholders understand performance trends and facilitate a more thorough understanding of the Company’s business. Non-GAAP financial measures should not be viewed as substitutes for those determined under U.S. GAAP.
The key non-GAAP financial measure used in this news release is:
•Fully diluted book value per share
This non-GAAP financial measure is described below.
Fully Diluted Book Value Per Share
Our primary financial goal is to increase fully diluted book value per share over the long term. We use fully diluted book value as a financial measure in our incentive compensation plan.
We believe that long-term growth in fully diluted book value per share is the most relevant measure of our financial performance because it provides management and investors a yardstick to monitor the shareholder value generated. Fully diluted book value per share may also help our investors, shareholders, and other interested parties form a basis of comparison with other companies within the property and casualty reinsurance industry. Fully diluted book value per share should not be viewed as a substitute for the most comparable U.S. GAAP measure, which in our view is the basic book value per share.
We calculate basic book value per share as (a) ending shareholders' equity, divided by (b) the total ordinary shares issued and outstanding, as reported in the consolidated financial statements. Fully diluted book value per share represents basic book value per share combined with any dilutive impact of in-the-money stock options (assuming net exercise) and all outstanding restricted stock units, “RSUs”. We believe these adjustments better reflect the ultimate dilution to our shareholders.
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):
| September 30, 2025 | June 30, 2025 | March 31, 2025 | December 31, 2024 | September 30, 2024 | ||||||
|---|---|---|---|---|---|---|---|---|---|---|
| Numerator for basic and fully diluted book value per share: | ||||||||||
| Total equity as reported under U.S. GAAP | $ | 658,889 | $ | 663,318 | $ | 666,804 | $ | 635,879 | $ | 663,418 |
| 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 | 34,099,226 | 34,198,153 | 34,557,449 | 34,831,324 | 34,832,493 | |||||
| Add: In-the-money stock options (1) and all outstanding RSUs | 757,505 | 775,124 | 773,938 | 590,001 | 602,013 | |||||
| Denominator for fully diluted book value per share | 34,856,731 | 34,973,277 | 35,331,387 | 35,421,325 | 35,434,506 | |||||
| Basic book value per share | $ | 19.32 | $ | 19.40 | $ | 19.30 | $ | 18.26 | $ | 19.05 |
| Fully diluted book value per share | $ | 18.90 | $ | 18.97 | $ | 18.87 | $ | 17.95 | $ | 18.72 |
(1) Assuming net exercise by the grantee.
investordeck11325-final
Q3 2025 Investor Presentation November 3, 2025 NASDAQ: GLRE
Cautionary Note Regarding Forward-Looking Statements and Non-GAAP Measures and Investment Disclosures This Investor Presentation (this “Presentation”) is intended solely for the informational purposes of the persons to whom it is presented in connection with the quarterly earnings results of Greenlight Capital Re, Ltd. (the “Company”). This Presentation contains forward-looking statements within the meaning of the Private Securities Litigation Reform Act of 1995 and we intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in the U.S. federal securities laws. These forward-looking statements may be identified by a reference to a future period or by the use of forward-looking terminology. Forward looking statements are typically identified by words such as “expect”, “believe”, “anticipate”, “outlook”, “estimate”, “goal” and “strategy” or conditional verbs such as “will” and “may” or the negative of these terms, although not all forward-looking statements contain these words, and include statements relating to market opportunity, our strategic priorities, strategic growth and return on equity projections. These statements involve risks and uncertainties that could cause actual results to differ materially from those contained in forward-looking statements made on the Company’s behalf. These risks and uncertainties include a downgrade or withdrawal of our A.M. Best ratings; any suspension or revocation of any of our licenses; losses from catastrophes; the loss of significant brokers; the performance of Solasglas Investments, LP; the carry values of our investments made under our Greenlight Re Innovations pillar may differ significantly from those that would be used if we carried these investments at fair value; and other factors described in our most recent Annual Report on Form 10-K filed with the Securities and Exchange Commission (“SEC”), as those factors may be updated from time to time in our periodic and other filings with the SEC, which are accessible on the SEC’s website at www.sec.gov. The Company undertakes no obligation to publicly update or revise any forward-looking statements, which speak only as to the date of this Presentation, whether as a result of new information, future events, or otherwise, except as provided by law. In presenting the Company’s results, management has included the following financial measure that is not calculated under standards or rules that comprise generally accepted accounting principles in the United States (“GAAP”): fully diluted book value per share. This non-GAAP measure may be defined or calculated differently by other companies. Management believes this measure allows for a more thorough understanding of the underlying business. Non-GAAP measures may not be comparable to similarly titled measures reported by other companies and should be used to monitor our results and should be considered in addition to, and not viewed as a substitute for those measures determined in accordance with GAAP. Reconciliations to the most comparable GAAP figures can be found at the back of this Presentation. This Presentation also contains certain figures and metrics that are unaudited, including, for example, growth in gross premiums written and other mid-year financial information. All information provided for Solasglas Investments, LP is for informational purposes only and should not be deemed as investment advice or a recommendation to purchase or sell any specific security. Performance returns reflect the total returns, net of fees and expenses. Returns are net of either the modified high water mark performance allocation of 10% or the standard 20% performance allocation. All figures are unaudited. Greenlight Re and DME Advisors, LP (“DME”) do not undertake to update any information contained herein as a result of audit adjustments or other corrections. Past performance is not indicative of future results. Actual returns may differ from the returns presented. greenlightre.com 2
Greenlight Re: Introduction greenlightre.com 3
Designed to achieve higher rates of return over the long term than more traditional fixed income investment strategies Low correlation to underwriting Liquid portfolio Use investment to gain optionality in (re)insurance opportunities Capture capital appreciation from early-stage investments Target ability to influence strategic direction and future participation rights in each deal Open Market Reinsurance Underwriting Innovations Underwriting & Investments Value Oriented Investments (Solasglas Investments, LP) greenlightre.com 4 Three Strategic Pillars to Drive Book Value Growth Our three pillars create a diversified earnings profile—enabling us to pursue consistent, long-term returns for shareholders Provide reinsurance globally, on both proportional and non-proportional bases Maintain a highly diversified book with the flexibility to adjust line concentration based on market conditions Business is primarily sourced through global reinsurance brokers Long-short strategy reduces market exposure
greenlightre.com 5 Greenlight Re Overview and Highlights Our strategic focus is driving underwriting excellence with respect to each and every decision we make Diverse Business Mix 1. This figure represents gross premiums written for the trailing twelve months ended September 30, 2025. Business mix chart represents gross premiums written by line of business for that twelve-month period. 2. Refers to fully diluted BVPS growth. Fully diluted BVPS is a non-GAAP measure. See Appendix for non-GAAP measure rationale and reconciliation to the most comparable GAAP measure. 3. During the third quarter of 2025, we repurchased 155,249 ordinary shares at an aggregate cost of $2 million at an average price of $12.88 per share, with approximately $23 million remaining as part of our Board-authorized share purchase program. 4. Debt leverage (calculated as total debt divided by shareholders’ equity) has significantly decreased in recent years from 16 percent at year-end 2022 to 5 percent as of Q3 2025 close. 3 Offices in Strategic International Locations $756M Gross Premiums Written1 $2.1B 3Q 2025 Total assets $14.5M Value of shares repurchased past five quarters3 “A-” (Excellent) AM Best Financial Strength Rating (Positive Outlook) $659M 3Q 2025 Shareholders’ Equity 33.8% 2020-2024 Cumulative Book Value Growth2 20+ Years Operating History Specialty 26% Casualty 14% Financial 12%Health 1% Multiline 35% Property 12% 5% Total Debt Leverage4
greenlightre.com 6 Group Structure Our lean, flexible platform provides global market access via three strategically located jurisdictions: Greenlight Capital Re, Ltd. NASDAQ: “GLRE” A- (Excellent) (positive outlook) A.M. Best Financial Strength Rating • Irish regulated subsidiary enables efficient access to EU and London markets • Solvency II jurisdiction • Access to strong local (re)insurance talent pool • Underwriters in this office focus on global specialty business Ireland Greenlight Reinsurance Ireland, DAC A+ (Superior) (stable outlook) A.M. Best Financial Strength Rating • Access to Lloyd’s network, brand and ratings • Global licenses to write both insurance and reinsurance • Greenlight Corporate Member enables us to provide “Funds at Lloyd’s” (FAL) capacity to the Lloyd’s market United Kingdom Syndicate 3456 (Lloyd’s) A- (Excellent) (positive outlook) A.M. Best Financial Strength Rating Cayman Islands Greenlight Reinsurance, Ltd. • Home office since founding in 2004 • Cayman Islands Monetary Authority (CIMA): a prudent and risk-based regulator • CIMA and the Cayman Islands Government explicitly support the reinsurance industry, with strong focus and expertise in this area and a stated commitment toward achieving NAIC “qualified jurisdiction” status
Gross Premiums Written ($ in millions) Combined Ratio Acquisition Cost Ratio Underwriting Expense Ratio 74.2% 69.5% 67.4% 61.7% 69.0% 64.5% 62.8% 24.0% 26.9% 30.5% 29.0% 28.5% 29.3% 28.4% 2.2% 4.5% 4.4% 3.8% 3.9% 4.1% 4.2% 2020 2021 2022 2023 2024 9M 2024 9M 2025 100.4% 100.9% 102.3% 94.5% 101.4% 97.9% 95.4% $480 $565 $563 $637 $698 $555 $612 2020 2021 2022 2023 2024 9M 2024 9M 2025 greenlightre.com 7 Steady Premium Growth and Improving Underwriting Margin Loss Ratio Record quarterly underwriting results in Q3 reflect continued progress toward sustained underwriting profitability Combined ratio averaged 99.9% from 2020 through 2024 2.5-point improvement in 2025 YTD versus the prior year period
Net Income ($ in millions) Fully Diluted Book Value Per Share $13.42 $13.99 $14.33 $16.74 $17.95 $18.90 2020 2021 2022 2023 2024 9M 2025 $4 $18 $25 $87 $43 $25 2020 2021 2022 2023 2024 9M 2025 greenlightre.com 8 Building Financial Momentum Net income gains since 2020 have driven consistent book value growth
Third Quarter Highlights greenlightre.com 9
greenlightre.com 10 Third Quarter Highlights Q3 2024 Q3 2025 9M 2024 9M 2025 Gross Premiums Written $168.3 $184.4 $554.6 $612.0 Net Underwriting Income $6.1 $22.3 $9.8 $22.6 Combined Ratio 95.9% 86.6% 97.9% 95.4% Net Income (loss) $35.2 ($4.4) $70.2 $25.5 Return on Equity 5.4% (0.7)% 11.2% 3.9% Fully Diluted Book Value Per Share $18.72 $18.90 $18.72 $18.90 Total Shareholders’ Equity $663.4 $658.9 $663.4 $658.9 (expressed in millions U.S. dollars, except percentages and per share amounts) “We are very pleased with our third quarter underwriting results, which reflect strong underlying performance in addition to favorable catastrophe activity. With a combined ratio of 86.6%, the lowest in the Company’s history, we demonstrated our ability to achieve strong margins, supported by robust performance in our underwriting book. These results underscore the effectiveness of our strategy, the quality of our risk selection, and our performance-driven culture.” - Greg Richardson, Chief Executive Officer
Segment Results greenlightre.com 11
$150 $155 $481 $528 Q3 2024 Q3 2025 9M 2024 9M 2025 Key Highlights greenlightre.com 12 Open Market Segment Gross Premiums Written ($ in millions) Business Mix Combined Ratio 60.2% 53.0% 61.5% 62.8% 30.2% 27.7% 29.2% 28.0% 4.1% 3.8% 4.2% 3.6% Q3 2024 Q3 2025 9M 2024 9M 2025 Underwriting Expense Ratio Acquisition Cost Ratio Loss Ratio 94.5% 84.5% 94.9% 94.4% Q3 results in this segment drove record quarterly underwriting profit for the company Successfully pivoted in recent years away from original strategy to more diverse portfolio (former book was comprised of few, large, structured transactions) Gross premiums written increased to $155 million in Q3 2025 (despite recent exit from certain unprofitable casualty accounts) compared to $150 million in Q3 2024 Underwriting income of $22 million in Q3 2025, compared to underwriting income of $7 million in Q3 2024 Casualty 13% Financial 12% Multiline 33% Property 14% Specialty 28% * Business Mix chart represents gross premiums written by line of business for trailing twelve months.
Key Highlights greenlightre.com 13 Innovations Segment Gross Premiums Written ($ in millions) $19 $29 $74 $84 Q3 2024 Q3 2025 9M 2024 9M 2025 Business Mix Combined Ratio 56.1% 54.3% 57.9% 60.3% 32.0% 32.8% 31.8% 30.8% 5.5% 9.6% 4.5% 8.5% Q3 2024 Q3 2025 9M 2024 9M 2025 Underwriting Expense Ratio Acquisition Cost Ratio Loss Ratio 93.6% 96.7% 94.2% 99.6% Innovations segment continues to be a strategic differentiator, reflecting a high-quality team and prudent overall growth trajectory Placed 28% whole account quota share on the segment’s underwriting portfolio in 2024, providing rated third-party capacity and validation Investment portfolio is currently comprised of a diverse set of 44 companies (deployed capital: $34.5M; carried value decreased from $76.0M in Q2 to $63.2M in Q3 based largely on one company’s partial impairment) Gross premiums written increased 57.4% to $29.4 million in Q3 2025 compared to $18.7 million in Q3 2024 Casualty 21% Financial 12% Health 8% Multiline 48% Specialty 11% * Business Mix chart represents gross premiums written by line of business for trailing twelve months.
Solasglas Investments Update greenlightre.com 14
Annual Average Returns Since 2020: 9.3% Annual Average Returns Since Inception: 5.3% 2025 YTD Returns (through Oct): 1.2% Greenlight Capital, Inc., an affiliate of DME Advisors, Solasglas’ investment advisor, was founded in 1996 by our Chairman David Einhorn and is recognized for its disciplined, research-driven investment strategy DME Advisors conducts deep fundamental analysis of financials, strategy, and prospects to identify both undervalued and overvalued securities Greenlight Re has employed this value-oriented approach since its inception Objective is to maximize total risk-adjusted returns supporting long-term book value growth Investment Approach Solasglas Investments, LP is the dedicated investment fund managed by DME Advisors, for the benefit of Greenlight Re and its affiliates, into which Greenlight Re allocates its investment assets DME Advisors serves as general partner and owns approximately 18% of Solasglas Investment Portfolio is currently 70% of Greenlight Re’s adjusted surplus Investment Portfolio 1.4% 7.5% 25.3% 9.4% 9.8% 2020 2021 2022 2023 2024 Solasglas Investments, LP: A Key Driver of Greenlight Re’s Strong Book Value Growth 15 Annual Investment Returns greenlightre.com *Investment returns stated herein reflect the total returns, net of fees and expenses, and are based on the total assets in investment account for the joint venture and the Investment Portfolio for SILP. Investment returns are calculated monthly and compounded to calculate the quarterly and annual returns. Actual investment income may vary depending on cash flows into and out of the investment account. Past performance is not necessarily indicative of future results. YTD 2025 investment return is calculated from January 2025 through October 2025, annual average returns since 2020 is calculated from January 2020 through October 2025 and annual average return from inception is calculated from August 2004 through October 2025. SILP return in Q3 2025 was (3.2) percent. Monthly investment returns are posted on the Investor section of our corporate website.
Investing in Greenlight Re 16greenlightre.com
greenlightre.com 17 Why Invest in Greenlight Re? Seasoned and Refreshed Executive Leadership Focused on underwriting culture and results-driven decision-making Well-Positioned and Diversified Specialty property and casualty reinsurance portfolio with a diversified risk profile Innovations Business is Maturing Now a distinct segment with strong momentum and disciplined growth Differentiated Long/Short Investment Strategy Designed to continue to generate strong returns in volatile markets Strong Balance Sheet Supported by a positive outlook from A.M. Best and low debt leverage ratio Returning Value to Shareholders Repurchased ~1.1 million shares for $14.5 million over the past five quarters representing 3% of outstanding shares
greenlightre.com 18 Executive and Underwriting Leadership Average Industry Experience: 20+ Years Executive Team Comprised of Significant Greenlight Re Tenure and Fresh Perspectives Greg Richardson Chief Executive Officer Joined 2024 (formerly Trans Re) Patrick O’Brien CEO Ireland & COO Joined 2016 (formerly Liberty) Faramarz Romer Chief Financial Officer Joined 2007 (formerly KPMG) Tom Curnock Group CUO Joined 2009 (formerly Aon) David Sigmon General Counsel Joined 2023 (formerly Everest) Brian O’Reilly Head of Innovations Joined 2014 (formerly ICW Group) Richard Strommer Chief Actuary Joined 2017 (formerly E&Y) Regan Cairns CUO, Cayman Islands Joined 2018 (formerly KPMG) Finbar Griffin CUO, Ireland Joined 2018 (formerly Travelers) Kagabo Ngiruwonsanga CUO, Innovations Joined 2011 (formerly Liberty) Martin Vezina Head of Underwriting Analytics Joined 2025 (formerly Allianz) Our Executive Team Is Focused on Executing Five Core Values Nimble • Innovative • Excellence • Accountable • Collaborative
Appendix 19greenlightre.com
December 31, 2020 December 31, 2021 December 31, 2022 December 31, 2023 December 31, 2024 Through September 30 2025 Numerator for basic and fully-diluted book value per share: Total equity as reported under U.S. GAAP $ 464,857 $ 475,663 $ 503,120 $ 596,095 $ 635,879 $ 658,889 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 34,514,790 33,844,446 34,824,061 35,336,732 34,831,324 34,099,226 Add: In-the-money stock options and all outstanding RSUs 116,722 154,134 277,960 264,870 590,001 757,505 Denominator for fully diluted book value per share 34,631,512 33,998,580 35,102,021 35,601,602 35,421,325 34,856,731 Basic book value per share $13.47 $14.05 $14.45 $16.87 $18.26 $19.32 Fully diluted book value per share $13.42 $13.99 $14.33 $16.74 $17.95 $18.90 greenlightre.com 20 Fully Diluted Book Value Per Share The key non-GAAP financial measure used in this Presentation is fully diluted book value per share. Our primary financial goal is to increase fully diluted book value per share over the long term. We use fully diluted book value as a financial measure in our long-term incentive compensation plan. We believe that long-term growth in fully diluted book value per share is the most relevant measure of our financial performance because it provides management and investors a yardstick to monitor the shareholder value generated. Fully diluted book value per share may also help our investors, shareholders, and other interested parties form a basis of comparison with other companies within the property and casualty reinsurance industry. Fully diluted book value per share should not be viewed as a substitute for the most comparable U.S. GAAP measure, which in our view is the basic book value per share. We calculate basic book value per share as (a) ending shareholders' equity, divided by (b) the total ordinary shares issued and outstanding, as reported in the consolidated financial statements. Fully diluted book value per share represents basic book value per share combined with any dilutive impact of in-the-money stock options (assuming net exercise) and all outstanding restricted stock units “RSUs”. We believe these adjustments better reflect the ultimate dilution to our shareholders. The following tables 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): (expressed in thousands U.S. dollars, except percentages and per share amounts)
greenlightre.com 21 Fully Diluted Book Value Per Share (Quarterly) The following tables 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): Q2 2024 Q3 2024 Q4 2024 Q1 2025 Q2 2025 Numerator for basic and fully-diluted book value per share: Total equity as reported under U.S. GAAP $ 634,020 $ 663,418 $ 635,879 $ 666,804 $ 663,318 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 35,321,144 34,832,493 34,831,324 34,557,449 34,198,153 Add: In-the-money stock options and all outstanding RSUs 594,612 602,013 590,001 773,938 775,124 Denominator for fully diluted book value per share 35,915,756 35,434,506 35,421,325 35,331,387 34,973,277 Basic book value per share $17.95 $19.05 $18.26 $19.30 $19.40 Fully diluted book value per share $17.65 $18.72 $17.95 $18.87 $18.97 (expressed in thousands U.S. dollars, except percentages and per share amounts) Q3 2025 $ 658,889 34,099,226 757,505 34,856,731 $19.32 $18.90
Segment Descriptions Open Market Segment We provide treaty reinsurance to insurance companies on a global basis, written on a proportional or non-proportional (also known as excess of loss) basis. The Open Market segment has the following lines of business: • Financial: includes primarily mortgage, trade credit, surety, transactional liability, and financial multiline coverage. • Health: includes primarily accident and critical illness coverage. • Multiline: includes predominantly our FAL business across diverse lines, coupled with multiline commercial and personal auto liability, business owners’ policy (“BOP”), and multiline commercial coverage. • Property: includes mainly commercial property and property catastrophe coverage. • Specialty: includes primarily agriculture, cyber, marine and energy, aviation and space, specialty multiline, and war, political violence and terrorism coverage. • Casualty: includes primarily general liability, umbrella, multiline casualty, and workers’ compensation coverage.* Innovations Segment Innovation-related Investments We make strategic investments in promising startup companies and managing general agents, subject to investment guidelines as approved by our Board of Directors, in addition to providing reinsurance capacity on a case-by-case basis. These private investments consist primarily of unlisted equities (mostly preferred shares) and convertible debt instruments. Innovation-related Underwriting We provide underwriting capacity to our program partners through insurance and reinsurance structures on a global basis, written on a proportional or non-proportional basis. The Innovations segment has the following lines of business: • Financial: includes predominantly miscellaneous financial coverage. • Health: includes primarily travel and other miscellaneous health coverage. • Multiline: includes mostly BOP and multiline commercial coverage, in addition to business written from our Syndicate 3456 (multiple lines of business). • Specialty: includes primarily contingency liability and travel-related (e.g., trip cancellation / interruption, baggage and personal effects, and medical insurance) coverage. • Casualty: includes primarily general liability and multiline casualty coverage. greenlightre.com 22 *Going forward, casualty business will be written primarily through our Innovations segment where we have better access to underlying data and a clearer line of sight to the underlying economics of this business.