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James River (JRVR) - 2024 Q4 - Annual Report

Customer Concentration - The company's largest customer accounted for approximately 175.7million(12.3175.7 million (12.3%) of consolidated gross written premium from continuing operations in 2024, up from 163.1 million (10.8%) in 2023[216]. - The Excess and Surplus Lines segment conducted business with three brokers that produced an aggregate of 724.7millioningrosswrittenpremiums,representing71.3724.7 million in gross written premiums, representing 71.3% of that segment's gross written premiums for the year[213]. - The Specialty Admitted Insurance segment conducted business with two agencies that produced 239.5 million in gross written premiums, representing 57.7% of that segment's gross written premiums for the year[213]. Reinsurance and Credit Risk - Reinsurance recoverables on unpaid losses from the three largest reinsurers amounted to 980.6million,representing49.1980.6 million, representing 49.1% of the total balance[222]. - Prepaid reinsurance premiums ceded to three reinsurers totaled 108.5 million, or 36.6% of the total balance of prepaid reinsurance premiums[222]. - The company is exposed to credit risk with regard to reinsurance counterparties, which could materially adversely affect financial condition if premiums are not collected[215]. - The company is exposed to credit risk related to insurance contracts previously issued to Rasier, which could materially affect its financial condition if reimbursement obligations are not met[225]. Economic and Market Conditions - Adverse economic factors, including inflation and recession, could lead to fewer policy sales and increased claims, negatively impacting growth and profitability[208]. - The company may face challenges in obtaining reinsurance coverage at reasonable prices, which is critical for managing exposure and reducing volatility in results[219]. - The company has experienced a trend toward consolidation among brokers and agents, which may lead to higher commission expenses and reduced underwriting profit[212]. Investment Performance - The company experienced unrealized losses on fixed maturity investments of 193.0millionfortheyearendedDecember31,2022,butrecognizedunrealizedgainsof193.0 million for the year ended December 31, 2022, but recognized unrealized gains of 99.3 million for the year ended December 31, 2023[241]. - As of December 31, 2024, the fair value of the company's investments in bank loans was 142.4million,representing7.4142.4 million, representing 7.4% of the carrying value of cash and invested assets[244]. - The company holds equity investments of 7.7 million in non-public limited liability companies focused on renewable energy, anticipating attractive risk-adjusted returns[245]. - The investment portfolio includes interests in limited partnerships and privately held debt investments totaling 29.0millionasofDecember31,2024[246].Thecompanysinvestmentportfolioissubjecttosignificantmarketandcreditrisks,whichcouldadverselyimpactitsfinancialcondition[239].RegulatoryEnvironmentThecompanymayfaceincreasedgovernmentandmarketregulation,whichcouldmateriallyadverselyimpactitsbusinessoperations[249].ChangesinBermudalawandregulationcouldimposetaxliabilitiesorincreaseregulatorysupervision,affectingthecompanysoperations[250].Thecompanyissubjecttoextensiveregulationbystateinsurancedepartments,whichmayimposeconstraintsthatcouldadverselyaffectitsbusinessobjectives[255].TheNAIChasdevelopedariskbasedcapital(RBC)systemthatmanystateshaveadopted,requiringinsurerstomaintainadequatecapitallevelstosupportoperations[259].CatastrophicEventsandNaturalDisastersThecompanyfacesrisksfromunpredictablenaturaldisastersandcatastrophicevents,whichcanleadtoincreasedclaimsandvolatilityinresults[233].Thecompanyincurred29.0 million as of December 31, 2024[246]. - The company’s investment portfolio is subject to significant market and credit risks, which could adversely impact its financial condition[239]. Regulatory Environment - The company may face increased government and market regulation, which could materially adversely impact its business operations[249]. - Changes in Bermuda law and regulation could impose tax liabilities or increase regulatory supervision, affecting the company's operations[250]. - The company is subject to extensive regulation by state insurance departments, which may impose constraints that could adversely affect its business objectives[255]. - The NAIC has developed a risk-based capital (RBC) system that many states have adopted, requiring insurers to maintain adequate capital levels to support operations[259]. Catastrophic Events and Natural Disasters - The company faces risks from unpredictable natural disasters and catastrophic events, which can lead to increased claims and volatility in results[233]. - The company incurred 5.0 million in net catastrophe losses related to Hurricane Ian for the third quarter ending September 30, 2022[235]. - Changes in climate conditions may increase the frequency and severity of catastrophic events, adversely affecting the company's financial condition[262]. Capital and Liquidity - The company raised 192.1millioninequitycapitalinMay2021toprotectitsbalancesheetafterexperiencing192.1 million in equity capital in May 2021 to protect its balance sheet after experiencing 170.0 million of adverse development in its commercial auto business[272]. - On March 1, 2022, the company issued 150,000 Series A Preferred Shares for an aggregate purchase price of 150million,primarilytoprotectitsbalancesheetafter150 million, primarily to protect its balance sheet after 115.0 million of adverse reserve development in its former casualty reinsurance segment[272]. - As of December 31, 2024, the company had an outstanding unsecured balance of approximately 185.8millionunderitsbankcreditagreement,whichcontainsfinancialcovenantsrequiringaconsolidatednetworthaboveaspecifiedminimumandaleveragerationotexceeding0.35to1[274].Thecompanymayrequireadditionalcapitalinthefuture,whichcouldbeonunfavorableterms,potentiallydilutingshareholdersownershipinterest[272].DividendPolicyThecompanyannouncedareductioninitsquarterlydividendto185.8 million under its bank credit agreement, which contains financial covenants requiring a consolidated net worth above a specified minimum and a leverage ratio not exceeding 0.35 to 1[274]. - The company may require additional capital in the future, which could be on unfavorable terms, potentially diluting shareholders' ownership interest[272]. Dividend Policy - The company announced a reduction in its quarterly dividend to 0.01 per common share from 0.05percommonshare,effectiveNovember11,2024[272].Thepaymentofcashdividendsoncommonsharesisrestrictedifcashdividendsexceed0.05 per common share, effective November 11, 2024[272]. - The payment of cash dividends on common shares is restricted if cash dividends exceed 0.05 per share per quarter without consent from Series A Preferred Shareholders[329]. - The Company’s ability to pay dividends is subject to various factors, including financial condition and regulatory limitations[330]. Legal and Litigation Risks - The Company is involved in litigation regarding the Stock Purchase Agreement, which could have a material adverse effect on its financial position[313]. - The Company may face increased legal costs and management distraction due to ongoing litigation, which could negatively impact its business[309]. - The Company is involved in disputes related to the sale of JRG Re, which could materially affect its financial position[311]. Operational Risks - The company is exposed to operational risks, including fraud, errors, and system malfunctions, which could materially affect operations[347]. - The company relies on proprietary and third-party operating systems, which may be vulnerable to disruptions and security incidents[351]. - The company has disaster recovery plans in place, but significant disruptions to infrastructure could adversely affect operations and results[352]. Competition and Market Position - The company operates in a highly competitive environment, facing competition from larger specialty insurance companies and diversified financial services firms, which may limit its ability to compete effectively[275]. - Increased competition in the insurance market could adversely affect the company's ability to price products adequately and retain existing customers, potentially impacting future operating results[277]. - The company is committed to developing information technology systems and data analytics to remain competitive, but failure to keep pace with technological advancements could impair its competitive position[278]. Underwriting and Pricing Risks - The company relies on estimates and assumptions to set premium rates, which are critical for generating sufficient revenue to offset losses and expenses[226]. - The company’s ability to accurately price policies is subject to various risks, including insufficient data and regulatory constraints on rate increases[229]. - Most contracts are written for a one-year term, and if actual renewals do not meet expectations, future premiums written and operational results could be materially adversely affected[279]. - The company has the authority to change underwriting guidelines or strategy without shareholder approval, which could lead to significant operational changes[280]. Taxation and Compliance - U.S. tax-exempt organizations owning shares may recognize unrelated business taxable income if subpart F insurance income is allocated to them[287]. - FATCA provisions impose a 30% withholding tax on certain U.S. source income and passthru payments made by foreign financial institutions[288]. - The company may be treated as a foreign financial institution under FATCA, and U.S. shareholders should consult tax advisors regarding potential impacts[289]. - Changes in U.S. tax laws could retroactively affect the company's tax obligations and the attractiveness of its products[290]. - The IRS may recharacterize reinsurance premiums if they did not reflect arm's-length terms, potentially resulting in additional tax liabilities[293]. - Proposed legislation could exclude shareholders of certain foreign corporations from reduced tax rates on qualified dividend income[294]. - The Corporate Income Tax Act 2023 in Bermuda may impose a 15% tax on net income for multinational groups starting from January 1, 2025[305].