NAVG Q2 2016 10-Q

Navigators Group Inc (NAVG) SEC Quarterly Report (10-Q) for Q3 2016

NAVG 2016 10-K
NAVG Q2 2016 10-Q NAVG 2016 10-K

UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

WASHINGTON, D.C. 20549

FORM 10-Q

Quarterly Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the quarterly period ended September 30, 2016

or

Transitional Report Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

For the transition period from              to

Commission file number 0-15886

The Navigators Group, Inc.

(Exact name of registrant as specified in its charter)

Delaware

13-3138397

(State or other jurisdiction of

incorporation or organization)

(IRS Employer

Identification No.)

400 Atlantic Street, Stamford, Connecticut

06901

(Address of principal executive offices)

(Zip Code)

(203) 905-6090

(Registrant's telephone number, including area code)

(Former name, former address and former fiscal year, if changed since last report.)

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 and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted 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 and post such files).    Yes   ☒     No   ☐

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definition of "large accelerated filer", "accelerated filer" and "smaller reporting company" in Rule 12b-2 of the Exchange Act. (Check One):

Large accelerated filer

Accelerated filer

Non-accelerated filer

Smaller reporting company

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    Yes ☐     No   ☒

The number of common shares outstanding as of October 28, 2016 was 14,559,435.

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

INDEX

Contents

PART I. FINANCIAL INFORMATION

3

Item 1.      Financial Statements

3

Consolidated Balance Sheets (Unaudited) – September 30, 2016 and December 31, 2015

3

Consolidated Statements of Income (Unaudited) – Three and Nine Months Ended September 30, 2016 and 2015

4

Consolidated Statements of Comprehensive Income (Unaudited) – Three and Nine Months Ended September 30, 2016 and 2015

5

Consolidated Statement of Stockholders' Equity (Unaudited) –Nine Months Ended September 30, 2016

6

Consolidated Statements of Cash Flows (Unaudited) – Nine Months Ended September 30, 2016 and 2015

7

Notes to Interim Consolidated Financial Statements (Unaudited)

8

Item 2.      Management's Discussion and Analysis of Financial Condition and Results of Operations

20

Item 3.      Quantitative and Qualitative Disclosures about Market Risk

44

Item 4.      Controls and Procedures

45

PART II - OTHER INFORMATION

46

Item 1.      Legal Proceedings

46

Item 1A.   Risk Factors

46

Item 2.      Unregistered Sales of Equity Securities and Use of Proceeds

46

Item 3.      Defaults Upon Senior Securities

47

Item 4.      Mine Safety Disclosures

47

Item 5.      Other Information

47

Item 6.      Exhibits

48

Index to Exhibits

50

2

PART I. FINANCI AL INFORMATION

Item 1.  Financial Statements

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS (Unaudited)

September 30,

December 31,

amounts in thousands, except share amounts

2016

2015

ASSETS

Investments:

Fixed maturities, available-for-sale, at fair value (amortized cost: 2016:  $2,591,050; 2015: $2,400,245)

$

2,660,417

$

2,414,210

Equity securities, available-for-sale, at fair value (cost: 2016: $305,906; 2015: $281,943)

342,677

305,271

Other invested assets

2,021

-

Short-term investments, at fair value (amortized cost: 2016: $134,273; 2015: $217,743)

134,273

217,745

Total investments

$

3,139,388

$

2,937,226

Cash

147,515

69,901

Premiums receivable

320,429

276,616

Prepaid reinsurance premiums

222,891

232,588

Reinsurance recoverable on paid losses

73,331

49,506

Reinsurance recoverable on unpaid losses and loss adjustment expenses

787,917

809,518

Deferred policy acquisition costs

116,295

91,983

Accrued investment income

16,840

16,001

Goodwill and other intangible assets

6,568

6,807

Current income tax receivable, net

15,879

22,323

Deferred income tax, net

-

3,900

Other assets

50,343

67,643

Total assets

$

4,897,396

$

4,584,012

LIABILITIES AND STOCKHOLDERS' EQUITY

Liabilities:

Reserves for losses and loss adjustment expenses

$

2,268,127

$

2,202,644

Unearned premiums

897,975

820,676

Reinsurance balances payable

123,702

107,411

Senior notes

263,690

263,580

Deferred income tax, net

8,703

-

Payable for investments purchased

42,783

1,495

Accounts payable and other liabilities

88,135

92,058

Total liabilities

$

3,693,115

$

3,487,864

Stockholders' equity:

Preferred stock, $.10 par value, authorized 1,000,000 shares, none issued

$

-

$

-

Common stock, $.10 par value, authorized 50,000,000 shares, issued 18,070,815 shares

   for 2016 and 17,942,269 shares for 2015

1,806

1,793

Additional paid-in capital

368,860

357,829

Treasury stock, at cost (3,511,380 shares for 2016 and 2015)

(155,801

)

(155,801

)

Retained earnings

927,239

868,723

Accumulated other comprehensive income

62,177

23,604

Total stockholders' equity

$

1,204,281

$

1,096,148

Total liabilities and stockholders' equity

$

4,897,396

$

4,584,012

See accompanying Notes to Interim Consolidated Financial Statements.

3

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF INCOME (Unaudited)

Three Months Ended September 30,

Nine Months Ended September 30,

amounts in thousands, except share and per share amounts

2016

2015

2016

2015

Gross written premiums

$

374,930

$

354,062

$

1,201,372

$

1,129,993

Revenues:

Net written premiums

277,001

251,939

903,356

799,141

Change in unearned premiums

7,009

2,143

(86,996

)

(66,599

)

Net earned premiums

$

284,010

$

254,082

$

816,360

$

732,542

Net investment income

19,875

17,371

59,344

50,219

Total other-than-temporary impairment losses

23

(1,298

)

(248

)

(1,747

)

Portion of loss recognized in other comprehensive income (before tax)

(23

)

23

98

49

Net other-than-temporary impairment losses recognized in earnings

-

(1,275

)

(150

)

(1,698

)

Net realized gains (losses)

1,586

518

5,143

10,453

Other income (expenses)

(183

)

(2,518

)

6,796

(4,638

)

Total revenues

$

305,288

$

268,178

$

887,493

$

786,878

Expenses:

Net losses and loss adjustment expenses

$

172,793

$

146,546

$

492,955

$

418,717

Commission expenses

42,611

34,253

120,891

98,638

Other operating expenses

56,137

56,599

176,020

164,297

Interest expense

3,859

3,856

11,575

11,567

Total expenses

$

275,400

$

241,254

$

801,441

$

693,219

Income before income taxes

29,888

26,924

86,052

93,659

Income tax expense (benefit)

7,875

8,723

24,917

30,345

Net income

$

22,013

$

18,201

$

61,135

$

63,314

Net income per common share:

Basic

$

1.51

$

1.26

$

4.21

$

4.40

Diluted

$

1.46

$

1.23

$

4.08

$

4.29

Average common shares outstanding:

Basic

14,557,376

14,411,927

14,528,917

14,384,291

Diluted

15,070,422

14,811,095

14,998,385

14,767,949

See accompanying Notes to Interim Consolidated Financial Statements.

4

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (Unaudited)

Three Months Ended September 30,

amounts in thousands

2016

2015

Net income

$

22,013

$

18,201

Other comprehensive income (loss):

Change in net unrealized gains (losses) on investments:

Unrealized gains (losses) on investments arising during the period, net

   of deferred tax of $1,300 and $(549) in 2016 and 2015, respectively

(2,414

)

1,018

Reclassification adjustment for net realized (gains) losses included

   in net income net of deferred tax of $279 and $293 in 2016 and

   2015,  respectively

(519

)

(544

)

Change in net unrealized gains (losses) on investments

$

(2,933

)

$

474

Change in other-than-temporary impairments:

Non credit other-than-temporary impairments arising during the period,

   net of deferred tax of $(8) and $8 in 2016 and 2015,  respectively

15

(15

)

Reclassification adjustment for other-than-temporary impairment credit

   losses recognized in net income net of deferred tax of $0 and $(101)in 2016

   and 2015, respectively

-

188

Change in other-than-temporary impairments

$

15

$

173

Change in foreign currency translation gains (losses), net of deferred

   tax of $175 and $(1) in 2016 and 2015, respectively

(335

)

1

Other comprehensive income (loss)

$

(3,253

)

$

648

Comprehensive income (loss)

$

18,760

$

18,849

Nine Months Ended September 30,

amounts in thousands

2016

2015

Net income

$

61,135

$

63,314

Other comprehensive income (loss):

Change in net unrealized gains (losses) on investments:

Unrealized gains (losses) on investments arising during the period, net

   of deferred tax of $(23,349) and $9,858 in 2016 and 2015, respectively

43,362

(18,765

)

Reclassification adjustment for net realized (gains) losses included in net

   income net of deferred tax of $(780) and $1,472 in 2016 and 2015,  respectively

1,449

(2,733

)

Change in net unrealized gains (losses) on investments

$

44,811

$

(21,498

)

Change in other-than-temporary impairments:

Non credit other-than-temporary impairments arising during the period,

   net of deferred tax of $34 and $17 in 2016 and 2015,  respectively

(64

)

(32

)

Reclassification adjustment for other-than-temporary impairment credit

   losses recognized in net income net of deferred tax of $0 and $(170) in

   2016 and 2015, respectively

-

316

Change in other-than-temporary impairments

$

(64

)

$

284

Change in foreign currency translation gains (losses), net of deferred

   tax of $3,322 and $(6) in 2016 and 2015, respectively

(6,174

)

12

Other comprehensive income (loss)

$

38,573

$

(21,202

)

Comprehensive income (loss)

$

99,708

$

42,112

See accompanying Notes to Interim Consolidated Financial Statements.

5

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENT OF STOCKHOLDERS' EQUITY (Unaudited)

Additional

Accumulated Other

Total

Common Stock

Paid-in

Treasury Stock

Retained

Comprehensive

Stockholders'

amounts in thousands, except share amounts

Shares

Amount

Capital

Shares

Amount

Earnings

Income (Loss)

Equity

Balance, December 31, 2015

17,942,269

$

1,793

$

357,829

3,511,380

$

(155,801

)

$

868,723

$

23,604

$

1,096,148

Net income

-

-

-

-

-

61,135

-

61,135

Dividends paid

-

-

-

-

-

(2,619

)

-

(2,619

)

Changes in comprehensive income:

Change in net unrealized gain (loss) on investments

-

-

-

-

-

-

44,811

44,811

Change in net non-credit other-than-temporary  impairment

   losses

-

-

-

-

-

-

(64

)

(64

)

Change in foreign currency  translation gain (loss)

-

-

-

-

-

-

(6,174

)

(6,174

)

Total comprehensive  income (loss)

-

-

-

-

-

-

38,573

38,573

Shares issued under stock plan

128,546

13

(2,898

)

-

-

-

-

(2,885

)

Share-based compensation

-

-

13,929

-

-

-

-

13,929

Balance, September 30, 2016

18,070,815

$

1,806

$

368,860

3,511,380

$

(155,801

)

$

927,239

$

62,177

$

1,204,281

See accompanying Notes to Interim Consolidated Financial Statements.

6

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)

Nine Months Ended September 30,

amounts in thousands

2016

2015

Operating activities:

Net income

$

61,135

$

63,314

Adjustments to reconcile net income to net cash provided by (used in) operating activities:

Depreciation & amortization

4,214

3,892

Deferred income taxes

(7,066

)

(185

)

Net realized (gains) losses

(5,143

)

(10,453

)

Net other-than-temporary impairments recognized in earnings

150

1,698

Changes in assets and liabilities:

Reinsurance recoverable on paid and unpaid losses and loss adjustment

   expenses

(2,225

)

55,436

Reserves for losses and loss adjustment expenses

65,483

15,683

Prepaid reinsurance premiums

9,697

(14,637

)

Unearned premiums

77,299

81,237

Premiums receivable

(43,813

)

(735

)

Deferred policy acquisition costs

(24,312

)

(9,507

)

Accrued investment income

(839

)

(1,338

)

Reinsurance balances payable

16,291

(18,993

)

Current income tax payable, net

5,101

411

Other

31,047

(6,679

)

Net cash provided by (used in) operating activities

$

187,019

$

159,144

Investing activities:

Fixed maturities

Redemptions and maturities

$

207,620

$

126,930

Sales

370,501

266,707

Purchases

(776,086

)

(446,516

)

Equity securities

Sales

36,918

76,388

Purchases

(58,405

)

(178,517

)

Change in payable for securities

41,265

28,465

Purchase of other invested assets

(2,021

)

-

Net change in short-term investments

84,022

(53,747

)

Purchase of property and equipment

(3,571

)

(1,503

)

Net cash provided by (used in) investing activities

$

(99,757

)

$

(181,793

)

Financing activities:

Proceeds of stock issued from employee stock purchase plan

$

1,840

$

1,352

Proceeds of stock issued from exercise of stock options

-

29

Dividends paid

(2,619

)

-

Net cash provided by (used in) financing activities

$

(779

)

$

1,381

Effect of exchange rate on cash

$

(8,869

)

$

-

Change in cash

$

77,614

$

(21,268

)

Cash at beginning of year

69,901

90,751

Cash at end of period

$

147,515

$

69,483

Supplemental information:

Income taxes paid, net

$

24,148

$

28,634

Interest paid

$

7,619

$

7,619

Issuance of stock to directors

$

633

$

563

See accompanying Notes to Interim Consolidated Financial Statements.

7

THE NAVIGATORS GROUP, INC. AND SUBSIDIARIES

Notes to Interim Consolidated Financial Statements (Unaudited)

NOTE 1.  ORGANIZATION & SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES

Unless the context requires otherwise, the terms "we," "us,"  "our," or "our Company" are used to mean The Navigators Group, Inc., a Delaware holding company established in 1982, and its subsidiaries.  The term "Parent Company" is used to mean The Navigators Group, Inc. without its subsidiaries.

Organization

We are an international insurance company with a long-standing area of specialization in Marine insurance.  We also offer Property and Casualty ("P&C") insurance business, primarily general liability coverage and umbrella & excess liability coverage to commercial enterprises through our Primary and Excess Casualty divisions.  We have also developed niches in Professional Liability insurance, through our Directors & Officers ("D&O") and Errors & Omissions ("E&O") divisions.  Beginning in 2010, we added reinsurance products through our Global Reinsurance ("GlobalRe") business.

We operate through various wholly-owned subsidiaries, including Navigators Insurance Company ("NIC"), inclusive of its United Kingdom Branch ("U.K. Branch"), and Navigators Specialty Insurance Company ("NSIC"), both of which are U.S. insurance companies, and Navigators Underwriting Agency Ltd. ("NUAL"), a Lloyd's of London ("Lloyd's") underwriting agency that manages Lloyd's Syndicate 1221 (the "Syndicate") in the U.K. and is the primary underwriting company of Navigators Holdings (U.K.) Ltd. ("NHUK"), the holding company for our non U.S. domiciled entities. Our Company controls 100% of the Syndicate's stamp capacity.

Basis of Presentation

The accompanying Interim Consolidated Financial Statements are unaudited and reflect all adjustments, which, in the opinion of management, are necessary to fairly present the results of The Navigators Group, Inc. and its subsidiaries for the interim periods presented on the basis of United States generally accepted accounting principles ("GAAP" or "U.S. GAAP").  All significant intercompany transactions and balances have been eliminated in consolidation.  The preparation of these Financial Statements requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures of contingent assets and liabilities at the date of the Financial Statements and the reported revenues and expenses during the reporting periods.  The results of operations for any interim period are not necessarily indicative of results for the full year.  The Interim Consolidated Financial Statements should be read in conjunction with our Annual Report on Form 10-K for the year ended December 31, 2015.  Certain amounts for the prior period have been reclassified to conform with the current period presentation.

Income Taxes

The interim income tax provision has been computed based on our estimated annual Effective tax rate, which represents our best estimate on a year to date basis for the interim period.  As a result, the tax provision for a given quarter equals the difference between the provision recorded cumulatively year to date less the amount recorded cumulatively as of the end of the prior interim period.  Our Effective tax rate for the quarter and year to date differs from the federal tax rate of 35% primarily due to tax-exempt investment income and dividends received deduction.

Current and Pending Accounting Pronouncements

As of January 1, 2016, we adopted the following accounting pronouncements, which did not have a material effect, singly or in the aggregate, on our Consolidated Financial Statements:

Accounting Standards Update 2015-03 – Interest – Imputation of Interest (Subtopic 835-30) – Simplifying the Presentation of Debt Issuance Costs, which is effective for fiscal years beginning after December 15, 2015. The new pronouncement was issued to simplify presentation of debt issuance costs.

Accounting Standards Update 2015-05 – Intangibles – Goodwill and Other – Internal Use Software (Subtopic 350-40) Customer's Accounting for Fees Paid in a Cloud Computing Arrangement, which is effective for fiscal years beginning after December 15, 2015. The new pronouncement was issued to provide guidance to customers about whether a cloud computing arrangement includes a software license.

Accounting Standards Update 2015-07 – Fair Value Measurement – (Topic 820) Disclosures for Investments in Certain Entities that Calculate Net Asset Value per Share (or its equivalent) (a consensus of the Emerging Issues Task Force),

8

which is  effective for fiscal years beginning after December 15, 2015. The new pronouncement was issued to ensure that all investments categorized in the fair value hierarchy are classified using a consistent approach.

In 2016, the Financial Accounting Standards Board issued the following new pronouncements that may have an impact on our Company and we are assessing the future impact of these updates on our Consolidated Financial Statements:

Accounting Standards Update 2016-01 – Financial Instruments (Subtopic 825-10) – Recognition and Measurement of Financial Assets and Financial Liabilities, which will be effective for fiscal years beginning after December 15, 2017.  The new pronouncement was issued to make targeted improvements to the presentation of financial instruments.

Accounting Standards Update 2016-02 – Leases (Topic 842) – Amends the recognition of a right-to-use asset and lease liability on the statement of financial position of those leases previously classified as operating leases under the previous guidance, which will be effective for fiscal years beginning after December 15, 2015.  The new pronouncement was issued to improve transparency and comparability among organizations by recognizing lease assets and lease liabilities on the balance sheet and disclosing key information about leasing arrangements.

Accounting Standards Update 2016-09 – Compensation – Stock Compensation – (Topic 718) – Improvements to Employee Share-Based Accounting, which will be effective for fiscal years beginning after December 15, 2016.  The new pronouncement was issued to simplify employee share-based accounting.

Accounting Standards Update 2016-13 – Financial Instruments – Credit Losses (Topic 326) – amends the measurement of credit losses on financial instruments not accounted for at fair value including loans, debt securities, reinsurance receivables and any other financial assets, which will be effective for the fiscal years beginning after December 15, 2019, including interim periods within those fiscal years.

Accounting Standards Update 2016-15 – Statements of Cash Flows (Topic 230) – Classification of Certain Cash Receipts and Cash Payments amends how certain cash receipts and cash payments are presented in the statement of cash flows to reduce existing diversity in practice.

There were no additional 2016 accounting pronouncements that are expected to have an impact on the Consolidated Financial Statements upon adoption.

NOTE 2.  SEGMENT INFORMATION

We report our results of operations consistent with the manner in which our Chief Operating Decision Maker reviews the business to assess performance through our reporting segments: U.S. Insurance, International Insurance ("Int'l Insurance"), GlobalRe and Corporate. 

We classify our business into three underwriting segments: U.S. Insurance, Int'l Insurance and GlobalRe.  Both the U.S. Insurance and Int'l Insurance reporting segments are each comprised of three operating segments: Marine, P&C and Professional Liability.

We evaluate the performance of each of the underwriting segments based on underwriting results.  Underwriting results are measured based on underwriting profit or loss and the related Combined ratio, which are both non-GAAP measures of underwriting profitability.   Underwriting profit (loss) is calculated from Net earned premiums less the sum of Net losses and loss adjustment expenses ("LAE"), Commission expenses, Other operating expenses and Other underwriting income (expense).  The Combined ratio is derived by dividing the sum of Net losses and LAE, Commission expenses, Other operating expenses and Other underwriting income (expense) by Net earned premiums.  A Combined ratio of less than 100% indicates an underwriting profit and greater than 100% indicates an underwriting loss.  Our underwriting performance is evaluated separately from the rest of our operations.  The performance of our investment portfolios, our liquidity and capital resource needs, our foreign currency exposure and our tax planning strategies are evaluated on a consolidated basis within our Corporate segment.

The accounting policies used to prepare the segment reporting data for our reporting segments are the same as those described in Note 1 and Note 2 of our Annual Report on Form 10-K for the year ended December 31, 2015.  

9

Financial data by segment for the three and nine months ended September 30, 2016 and 2015 was as follows:

Three Months Ended September 30, 2016

U.S.

Int'l

amounts in thousands

Insurance

Insurance

GlobalRe

Corporate (1)

Total

Net earned premiums

$

161,722

$

79,761

$

42,527

$

-

$

284,010

Net losses and LAE

(106,320

)

(45,043

)

(21,430

)

-

(172,793

)

Commission expenses

(18,630

)

(15,348

)

(8,951

)

318

(42,611

)

Other operating expenses

(31,517

)

(20,183

)

(4,437

)

-

(56,137

)

Other underwriting income (expense)

240

-

122

(318

)

44

Underwriting profit (loss)

$

5,495

$

(813

)

$

7,831

$

-

$

12,513

Net investment income

19,875

19,875

Net realized gains (losses)

1,586

1,586

Interest expense

(3,859

)

(3,859

)

Other income (loss)

(227

)

(227

)

Income before income taxes

$

5,495

$

(813

)

$

7,831

$

17,375

$

29,888

Income tax (expense) benefit

(7,875

)

(7,875

)

Net income (loss)

$

22,013

Losses and LAE ratio

65.7

%

56.5

%

50.4

%

60.8

%

Commission expense ratio

11.5

%

19.2

%

21.0

%

15.0

%

Other operating expense ratio (2)

19.4

%

25.3

%

10.2

%

19.8

%

Combined ratio

96.6

%

101.0

%

81.6

%

95.6

%

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other operating expenses and Other underwriting income (expense).

Three Months Ended September 30, 2015

U.S.

Int'l

amounts in thousands

Insurance

Insurance

GlobalRe

Corporate (1)

Total

Net earned premiums

$

142,409

$

68,533

$

43,140

$

-

$

254,082

Net losses and LAE

(85,140

)

(39,182

)

(22,224

)

-

(146,546

)

Commission expenses

(15,157

)

(12,780

)

(7,705

)

1,389

(34,253

)

Other operating expenses

(32,948

)

(19,937

)

(3,714

)

-

(56,599

)

Other underwriting income (expense)

1,013

-

395

(1,389

)

19

Underwriting profit (loss)

$

10,177

$

(3,366

)

$

9,892

$

-

$

16,703

Net investment income

17,371

17,371

Net realized gains (losses)

(757

)

(757

)

Interest expense

(3,856

)

(3,856

)

Other income (loss)

(2,537

)

(2,537

)

Income before income taxes

$

10,177

$

(3,366

)

$

9,892

$

10,221

$

26,924

Income tax (expense) benefit

(8,723

)

(8,723

)

Net income (loss)

$

18,201

Losses and LAE ratio

59.8

%

57.2

%

51.5

%

57.7

%

Commission expense ratio

10.6

%

18.6

%

17.9

%

13.5

%

Other operating expense ratio (2)

22.5

%

29.1

%

7.7

%

22.2

%

Combined ratio

92.9

%

104.9

%

77.1

%

93.4

%

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other operating expenses and Other underwriting income (expense).

10

Nine Months Ended September 30, 2016

U.S.

Int'l

amounts in thousands

Insurance

Insurance

GlobalRe

Corporate (1)

Total

Net earned premiums

$

462,446

$

235,602

$

118,312

$

-

$

816,360

Net losses and LAE

(291,260

)

(133,519

)

(68,176

)

-

(492,955

)

Commission expenses

(50,379

)

(47,524

)

(24,188

)

1,200

(120,891

)

Other operating expenses

(96,848

)

(64,997

)

(14,175

)

-

(176,020

)

Other underwriting income (expense)

943

-

374

(1,200

)

117

Underwriting profit (loss)

$

24,902

$

(10,438

)

$

12,147

$

-

$

26,611

Net investment income

59,344

59,344

Net realized gains (losses)

4,993

4,993

Interest expense

(11,575

)

(11,575

)

Other income (loss)

6,679

6,679

Income (loss) before income taxes

$

24,902

$

(10,438

)

$

12,147

$

59,441

$

86,052

Income tax (expense) benefit

(24,917

)

(24,917

)

Net income (loss)

$

61,135

Losses and LAE ratio

63.0

%

56.7

%

57.6

%

60.4

%

Commission expense ratio

10.9

%

20.2

%

20.4

%

14.8

%

Other operating expense ratio (2)

20.7

%

27.5

%

11.7

%

21.5

%

Combined ratio

94.6

%

104.4

%

89.7

%

96.7

%

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other operating expenses and Other underwriting income (expense).

Nine Months Ended September 30, 2015

U.S.

Int'l

amounts in thousands

Insurance

Insurance

GlobalRe

Corporate (1)

Total

Net earned premiums

$

410,804

$

197,244

$

124,494

$

-

$

732,542

Net losses and LAE

(247,094

)

(101,236

)

(70,387

)

-

(418,717

)

Commission expenses

(41,777

)

(35,491

)

(23,042

)

1,672

(98,638

)

Other operating expenses

(98,010

)

(54,312

)

(11,975

)

-

(164,297

)

Other underwriting income (expense)

1,330

-

441

(1,672

)

99

Underwriting profit (loss)

$

25,253

$

6,205

$

19,531

$

-

$

50,989

Net investment income

50,219

50,219

Net realized gains (losses)

8,755

8,755

Interest expense

(11,567

)

(11,567

)

Other income (loss)

(4,737

)

(4,737

)

Income (loss) before income taxes

$

25,253

$

6,205

$

19,531

$

42,670

$

93,659

Income tax (expense) benefit

(30,345

)

(30,345

)

Net income (loss)

$

63,314

Losses and LAE ratio

60.1

%

51.3

%

56.5

%

57.2

%

Commission expense ratio

10.2

%

18.0

%

18.5

%

13.5

%

Other operating expense ratio (2)

23.6

%

27.6

%

9.3

%

22.3

%

Combined ratio

93.9

%

96.9

%

84.3

%

93.0

%

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other operating expenses and Other underwriting income (expense).

11

Revenue by operating segment for the three and nine months ended September 30, 2016 and 2015 was as follows:

Three Months Ended September 30, 2016

Three Months Ended September 30, 2015

% Change

amounts in thousands

Gross

written

premiums

Ceded

written

premiums

Net written

premiums

Net earned

premiums

Gross

written

premiums

Ceded

written

premiums

Net written

premiums

Net earned

premiums

Gross

written

premiums

Ceded

written

premiums

Net written

premiums

Net earned

premiums

U.S. Insurance

Marine

$

40,271

$

(17,636

)

$

22,635

$

25,465

$

35,529

$

(13,865

)

$

21,664

$

24,292

13.3

%

27.2

%

4.5

%

4.8

%

P&C

161,600

(36,011

)

125,589

115,971

154,009

(34,902

)

119,107

104,473

4.9

%

3.2

%

5.4

%

11.0

%

Professional Liability

32,776

(7,712

)

25,064

20,286

29,245

(14,986

)

14,259

13,644

12.1

%

(48.5

%)

75.8

%

48.7

%

Total

$

234,647

$

(61,359

)

$

173,288

$

161,722

$

218,783

$

(63,753

)

$

155,030

$

142,409

7.3

%

(3.8

%)

11.8

%

13.6

%

Int'l Insurance

Marine

$

38,453

$

(12,631

)

$

25,822

$

34,794

$

41,002

$

(10,985

)

$

30,017

$

36,792

(6.2

%)

15.0

%

(14.0

%)

(5.4

%)

P&C

38,077

(15,331

)

22,746

25,584

37,449

(20,034

)

17,415

16,879

1.7

%

(23.5

%)

30.6

%

51.6

%

Professional Liability

27,954

(7,232

)

20,722

19,383

20,337

(6,785

)

13,552

14,862

37.5

%

6.6

%

52.9

%

30.4

%

Total

$

104,484

$

(35,194

)

$

69,290

$

79,761

$

98,788

$

(37,804

)

$

60,984

$

68,533

5.8

%

(6.9

%)

13.6

%

16.4

%

GlobalRe

$

35,799

$

(1,376

)

$

34,423

$

42,527

$

36,491

$

(566

)

$

35,925

$

43,140

(1.9

%)

143.2

%

(4.2

%)

(1.4

%)

Total

$

374,930

$

(97,929

)

$

277,001

$

284,010

$

354,062

$

(102,123

)

$

251,939

$

254,082

5.9

%

(4.1

%)

9.9

%

11.8

%

Nine Months Ended September 30, 2016

Nine Months Ended September 30, 2015

% Change

amounts in thousands

Gross

written

premiums

Ceded

written

premiums

Net written

premiums

Net earned

premiums

Gross

written

premiums

Ceded

written

premiums

Net written

premiums

Net earned

premiums

Gross

written

premiums

Ceded

written

premiums

Net written

premiums

Net earned

premiums

U.S. Insurance

Marine

$

129,621

$

(53,823

)

$

75,798

$

73,636

$

118,167

$

(45,177

)

$

72,990

$

74,193

9.7

%

19.1

%

3.8

%

(0.7

%)

P&C

471,532

(103,286

)

368,246

335,342

458,371

(123,765

)

334,606

291,648

2.9

%

(16.5

%)

10.1

%

15.0

%

Professional Liability

88,065

(21,365

)

66,700

53,468

81,559

(42,423

)

39,136

44,963

8.0

%

(49.6

%)

70.4

%

18.9

%

Total

$

689,218

$

(178,474

)

$

510,744

$

462,446

$

658,097

$

(211,365

)

$

446,732

$

410,804

4.7

%

(15.6

%)

14.3

%

12.6

%

Int'l Insurance

Marine

$

151,548

$

(33,274

)

$

118,274

$

109,746

$

149,844

$

(30,933

)

$

118,911

$

114,716

1.1

%

7.6

%

(0.5

%)

(4.3

%)

P&C

145,125

(57,025

)

88,100

70,608

112,014

(60,676

)

51,338

43,112

29.6

%

(6.0

%)

71.6

%

63.8

%

Professional Liability

87,694

(21,776

)

65,918

55,248

68,147

(22,072

)

46,075

39,416

28.7

%

(1.3

%)

43.1

%

40.2

%

Total

$

384,367

$

(112,075

)

$

272,292

$

235,602

$

330,005

$

(113,681

)

$

216,324

$

197,244

16.5

%

(1.4

%)

25.9

%

19.4

%

GlobalRe

$

127,787

$

(7,467

)

$

120,320

$

118,312

$

141,891

$

(5,806

)

$

136,085

$

124,494

(9.9

%)

28.6

%

(11.6

%)

(5.0

%)

Total

$

1,201,372

$

(298,016

)

$

903,356

$

816,360

$

1,129,993

$

(330,852

)

$

799,141

$

732,542

6.3

%

(9.9

%)

13.0

%

11.4

%

NOTE 3.  INVESTMENTS

The following tables set forth our Company's investments as of September 30, 2016 and December 31, 2015 and include Other-than-temporary-impairment ("OTTI") securities recognized within Accumulated other comprehensive income ("AOCI"):

September 30, 2016

Gross

Gross

Cost or

Fair

Unrealized

Unrealized

Amortized

amounts in thousands

Value

Gains

(Losses)

Cost

Fixed maturities:

U.S. Treasury bonds, agency bonds and foreign

   government bonds

$

262,030

$

3,691

$

(3,981

)

$

262,320

States, municipalities and political subdivisions

580,324

29,288

(769

)

551,805

Mortgage-backed and asset-backed securities:

Agency mortgage-backed securities

526,069

11,778

(105

)

514,396

Residential mortgage obligations

27,055

455

(97

)

26,697

Asset-backed securities

288,636

1,503

(458

)

287,591

Commercial mortgage-backed securities

165,405

6,392

(423

)

159,436

Subtotal

$

1,007,165

$

20,128

$

(1,083

)

$

988,120

Corporate bonds

810,898

23,447

(1,354

)

788,805

Total fixed maturities

$

2,660,417

$

76,554

$

(7,187

)

$

2,591,050

Equity securities

342,677

38,538

(1,767

)

305,906

Other invested assets

2,021

-

-

2,021

Short-term investments

134,273

-

-

134,273

Total investments

$

3,139,388

$

115,092

$

(8,954

)

$

3,033,250

12

December 31, 2015

Gross

Gross

Cost or

Fair

Unrealized

Unrealized

Amortized

amounts in thousands

Value

Gains

(Losses)

Cost

Fixed maturities:

U.S. Treasury bonds, agency bonds and  foreign

   government bonds

$

252,882

$

2,273

$

(9,214

)

$

259,823

States, municipalities and political subdivisions

576,859

21,233

(781

)

556,407

Mortgage-backed and asset-backed securities:

Agency mortgage-backed securities

379,269

5,573

(2,082

)

375,778

Residential mortgage obligations

30,465

694

(82

)

29,853

Asset-backed securities

225,012

85

(1,624

)

226,551

Commercial mortgage-backed securities

189,713

3,119

(1,864

)

188,458

Subtotal

$

824,459

$

9,471

$

(5,652

)

$

820,640

Corporate bonds

760,010

7,373

(10,738

)

763,375

Total fixed maturities

$

2,414,210

$

40,350

$

(26,385

)

$

2,400,245

Equity securities

305,271

26,341

(3,013

)

281,943

Short-term investments

217,745

2

-

217,743

Total investments

$

2,937,226

$

66,693

$

(29,398

)

$

2,899,931

As of September 30, 2016 and December 31, 2015, our Company did not have a concentration of greater than 5% of invested assets in a single non-government backed issuer.

During the third quarter of 2016, the Company made investments in certain companies, which are reported as Other invested assets on the Consolidated Balance Sheet and accounted for using the equity method.  Our initial estimate of the net asset value of these investments is the transaction price.  We believe the net asset value to be a practical expedient for the fair value of these investments.

As of September 30, 2016 and December 31, 2015, Fixed maturities for which non-credit OTTI was previously recognized and included in AOCI are now in a net unrealized net gains position of $0.4 million and $0.5 million, respectively.

The fair value of our Company's investment portfolio may fluctuate significantly in response to various factors such as changes in interest rates, investment quality ratings, equity prices, foreign exchange rates and credit spreads. Our Company does not have the intent to sell nor is it more likely than not that it will have to sell Fixed maturities in unrealized loss positions that are not other-than-temporarily impaired before recovery. For structured securities, default probability and severity assumptions differ based on property type, vintage and the stress of the collateral. Our Company does not intend to sell, and it is more likely than not that our Company will not be required to sell, these securities before the recovery of the amortized cost basis. For Equity securities, our Company also considers our intent to hold securities as part of the process of evaluating whether a decline in fair value represents an other-than-temporary decline in value. Our Company may realize investment losses to the extent our liquidity needs require the disposition of Fixed maturity securities in unfavorable interest rate, liquidity or credit spread environments. Significant changes in the factors our Company considers when evaluating investments for impairment losses could result in a significant change in impairment losses reported in the Consolidated Financial Statements.

The contractual maturity dates for Fixed maturities categorized by the number of years until maturity as of September 30, 2016 are shown in the following table:

September 30, 2016

Fair

Amortized

amounts in thousands

Value

Cost

Due in one year or less

$

81,849

$

83,551

Due after one year through five years

810,165

799,159

Due after five years through ten years

296,471

281,368

Due after ten years

464,767

438,852

Mortgage-backed and asset-backed securities

1,007,165

988,120

Total

$

2,660,417

$

2,591,050

Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations with or without call or prepayment penalties. Prepayment assumptions associated with the mortgage-backed and asset-backed securities are reviewed on a periodic basis. When changes in prepayment assumptions are deemed necessary as the result of actual prepayments differing from anticipated prepayments, securities are revalued based upon the new prepayment assumptions utilizing the retrospective

13

accounting method. Due to the periodic repayment of principal, the mortgage-backed and asset-backed securities are estimated to have an effective maturity of approximately 4.1 years.

The following tables summarize all securities in a gross unrealized loss position as of September 30, 2016 and December 31, 2015, showing the aggregate fair value and gross unrealized loss by the length of time those securities have continuously been in a gross unrealized loss position:

September 30, 2016

Less than 12 months

Greater than 12 months

Total

Gross

Gross

Gross

Fair

Unrealized

Fair

Unrealized

Fair

Unrealized

amounts in thousands

Value

(Losses)

Value

(Losses)

Value

(Losses)

Fixed maturities:

U.S. Treasury bonds, agency bonds and foreign

   government bonds

$

91,676

$

(969

)

$

19,897

$

(3,012

)

$

111,573

$

(3,981

)

States, municipalities and political subdivisions

49,881

(593

)

9,932

(176

)

59,813

(769

)

Mortgage-backed and asset-backed securities:

Agency mortgage-backed securities

52,754

(17

)

13,547

(88

)

66,301

(105

)

Residential mortgage obligations

1,317

(16

)

1,631

(81

)

2,948

(97

)

Asset-backed securities

22,422

(158

)

61,499

(300

)

83,921

(458

)

Commercial mortgage-backed securities

20,864

(38

)

8,854

(385

)

29,718

(423

)

Subtotal

$

97,357

$

(229

)

$

85,531

$

(854

)

$

182,888

$

(1,083

)

Corporate bonds

120,114

(622

)

23,053

(732

)

143,167

(1,354

)

Total fixed maturities

$

359,028

$

(2,413

)

$

138,413

$

(4,774

)

$

497,441

$

(7,187

)

Equity securities

38,050

(1,490

)

4,723

(277

)

42,773

(1,767

)

Total fixed maturities and equity securities

$

397,078

$

(3,903

)

$

143,136

$

(5,051

)

$

540,214

$

(8,954

)

December 31, 2015

Less than 12 months

Greater than 12 months

Total

Gross

Gross

Gross

Fair

Unrealized

Fair

Unrealized

Fair

Unrealized

amounts in thousands

Value

(Losses)

Value

(Losses)

Value

(Losses)

Fixed maturities:

U.S. Treasury bonds, agency bonds and

   foreign government bonds

$

142,233

$

(3,032

)

$

22,230

$

(6,182

)

$

164,463

$

(9,214

)

States, municipalities and political subdivisions

50,577

(549

)

4,808

(232

)

55,385

(781

)

Mortgage-backed and asset-backed securities:

Agency mortgage-backed securities

164,817

(1,315

)

29,862

(767

)

194,679

(2,082

)

Residential mortgage obligations

3,910

(5

)

1,684

(77

)

5,594

(82

)

Asset-backed securities

112,479

(663

)

81,477

(961

)

193,956

(1,624

)

Commercial mortgage-backed securities

83,024

(1,826

)

3,065

(38

)

86,089

(1,864

)

Subtotal

$

364,230

$

(3,809

)

$

116,088

$

(1,843

)

$

480,318

$

(5,652

)

Corporate bonds

395,399

(10,114

)

13,849

(624

)

409,248

(10,738

)

Total fixed maturities

$

952,439

$

(17,504

)

$

156,975

$

(8,881

)

$

1,109,414

$

(26,385

)

Equity securities

58,531

(3,013

)

-

-

58,531

(3,013

)

Total fixed maturities and equity securities

$

1,010,970

$

(20,517

)

$

156,975

$

(8,881

)

$

1,167,945

$

(29,398

)

As of September 30, 2016, there were 177 Fixed maturities and 42 Equity securities in an unrealized loss position. As of December 31, 2015, there were 368 Fixed maturities and 57 Equity securities in an unrealized loss position. As of September 30, 2016 and December 31, 2015, the gross unrealized loss for the greater than 12 months category consists primarily of agency and foreign government bonds principally due to an unfavorable foreign exchange movement. The gross unrealized losses for the less than 12 months category for the period ended September 30, 2016 is broadly spread across our common equity portfolio and to a lesser extent, agency and foreign government bonds due to an unfavorable exchange movement. The gross unrealized loss for the less than 12 months category for the period ended December 31, 2015 consists primarily of Corporate bonds in the energy sector, which have been impacted by the recent decline in oil prices.    

As of September 30, 2016 and December 31, 2015, the largest unrealized loss by a non-government backed issuer in the investment portfolio was $0.4 million and $2.6 million, respectively.

14

Our Company analyzes impaired securities quarterly to determine if any are other-than-temporary.  The above securities with unrealized losses have been determined to be temporarily impaired based on our evaluation.  

Our Company reviews the magnitude of a security's unrealized loss compared to its cost/amortized cost and the length of time that the security has been impaired to determine if an unrealized loss is other-than-temporary.  If warranted as a result of conditions relating to a particular security, our Company will also review securities with declines in fair value resulting from a headline news event involving the issuer, a headline news event involving the asset class, the advice of our external asset managers, or economic events that may impact the issuer to determine if an unrealized loss is other-than-temporary.  The depth of analysis performed is dependent upon the nature and magnitude of the indicators of other-than-temporary impairment present in regards to each impaired security.

For Equity securities, our Company performs a fundamental analysis of the issuer, including an evaluation of the mean analysts' target price, to assess the likelihood of recovery of our cost basis in the security. Management also assesses the likelihood of future cash flows, dividends and increases to dividends, all of which affect the securities eligibility for our equity strategy and therefore our intent to hold the security.  If an equity security is deemed to be other-than-temporarily-impaired, the cost is written down to fair value with the loss recognized in earnings.

For Fixed maturities, our Company assesses the underlying fundamentals of each issuer to determine if there is a change in the amount or timing of expected cash flows.  Management compares the amortized cost basis to the present value of the revised cash flows using the historical book yield to determine the credit loss portion of impairment which is recognized in earnings.  All non-credit losses where we have the intent and ability to hold the security until recovery are recognized as changes in OTTI losses within AOCI.

Specifically for structured Fixed maturities, our Company analyzes projections provided by our investment managers with respect to an expected principal loss under a range of scenarios and utilizes the most likely outcomes.  The analysis relies on actual collateral performance measures such as default rate, prepayment rate and loss severity.  These assumptions are applied throughout the remaining term of the deal, incorporating the transaction structure and priority of payments, to generate loss adjusted cash flows.  Results of the analysis will indicate whether the security is expected ultimately to incur a loss or whether there is a material impact on yield due to either a projected loss or a change in cash flow timing.  A break-even default rate is also calculated.  A comparison of the break-even default rate to the actual default rate provides an indication of the level of cushion or coverage to the first dollar principal loss.  For securities in which a tranche loss is present and the net present value of loss adjusted cash flows is less than book value, credit impairment is recognized in earnings. The output data also includes a number of additional metrics such as average life remaining, original and current credit support, over 60 day delinquency and security rating. The significant inputs used to measure the amount of credit loss recognized in earnings were actual delinquency rates, default probability, severity and prepayment assumptions.  Projected losses are a function of both loss severity and probability of default, which differ based on property type, vintage and the stress of the collateral.  

Our Company's ability to hold securities is supported by sufficient cash flow from our operations and from maturities within our investment portfolio in order to meet our claims payments and other disbursement obligations arising from our underwriting operations without selling such investments.  With respect to securities where the decline in value is determined to be temporary and the security's value is not written down, a subsequent decision may be made to sell that security and realize a loss.  Subsequent decisions on security sales are made within the context of overall risk monitoring, changing information and market conditions.  

As of September 30, 2016, our Company does not intend to sell, and it is more-likely-than-not that it will not be required to sell any of its securities with unrealized losses before they recover in value.

Our Company had no credit related OTTI losses during the three months ended September 30, 2016.  Our Company had one credit related OTTI loss of $0.2 million in the Fixed maturities portfolio during the nine months ended September 30, 2016.  Our Company had three credit related losses totaling $1.3 million and $1.7 million in the equity portfolio during the three and nine months ended September 30, 2015, respectively.

15

The following table summarizes the cumula tive amounts related to our Company's credit loss portion of the OTTI losses on Fixed maturities for the three and nine months ended September 30, 2016 and 2015:  

Three Months Ended September 30,

Nine Months Ended September 30,

amounts in thousands

2016

2015

2016

2015

Beginning balance

$

2,511

$

2,361

$

2,361

$

2,361

Additions for credit loss impairments recognized in the

   current period on securities not previously impaired

-

-

150

-

Additions for credit loss impairments recognized in the

   current period on securities previously impaired

-

-

-

-

Reductions for credit loss impairments previously recognized  on securities sold during the period

(150

)

-

(150

)

-

Ending balance

$

2,361

$

2,361

$

2,361

$

2,361

Our Company's Net investment income was derived from the following sources:

Three Months Ended September 30,

Nine Months Ended September 30,

amounts in thousands

2016

2015

2016

2015

Fixed maturities

$

17,124

$

15,353

$

50,781

$

45,660

Equity securities

3,540

2,543

10,418

6,383

Short-term investments

70

272

568

604

Total investment income

$

20,734

$

18,168

$

61,767

$

52,647

Investment expenses

(859

)

(797

)

(2,423

)

(2,428

)

Net investment income

$

19,875

$

17,371

$

59,344

$

50,219

Realized gains and losses, excluding net OTTI losses recognized in earnings, for the periods indicated, were as follows:

Three Months Ended September 30,

Nine Months Ended September 30,

amounts in thousands

2016

2015

2016

2015

Fixed maturities:

Gains

$

1,356

$

484

$

5,200

$

2,889

Losses

(1,221

)

(667

)

(3,086

)

(2,757

)

Fixed maturities, net

$

135

$

(183

)

$

2,114

$

132

Short-term:

Gains

$

128

$

9

$

803

$

109

Losses

(107

)

(120

)

(250

)

(273

)

Short-term, net

$

21

$

(111

)

$

553

$

(164

)

Equity securities:

Gains

$

1,443

$

1,107

$

3,123

$

12,185

Losses

(13

)

(295

)

(647

)

(1,700

)

Equity securities, net

$

1,430

$

812

$

2,476

$

10,485

Net realized gains (losses)

$

1,586

$

518

$

5,143

$

10,453

NOTE 4.  FAIR VALUE MEASUREMENT

The fair value of our financial instruments is determined based on the following fair value hierarchy:

Level 1 – Quoted prices for identical instruments in active markets.  Examples are listed equity and fixed income securities traded on an exchange.  U.S. Treasury securities are reported as Level 1 and are valued based on unadjusted quoted prices for identical assets in active markets that our Company can access.

Level 2 – Quoted prices for similar instruments in active markets; quoted prices for identical or similar instruments in markets that are not active; and model-derived valuations in which all significant inputs and significant value drivers are observable in active markets.  Examples are asset-backed and mortgage-backed securities that are similar to other asset-backed or mortgage-backed securities observed in the market. U.S. government agency securities are reported as Level 2 and are valued using yields and spreads that are observable in active markets.

16

Level 3 – Valuations derived from valuation techniques in which one or more significant inputs or significant value drivers are unobservable.  An example would be a private placement with minimal liquidity.

Other invested assets are measured at net asset value as a practical expedient for fair value.

The following tables present, for each of the fair value hierarchy levels as defined by the accounting guidance for fair value measurements and described above, our Company's Fixed maturities and Equity securities by asset class that are measured at fair value on a recurring basis, as well as the fair value of the 5.75% Senior notes due October 15, 2023 (the "Senior notes") carried at amortized cost as of September 30, 2016 and December 31, 2015:

September 30, 2016

amounts in thousands

Level 1

Level 2

Level 3

Fair Value based on net asset value

Total

Fixed maturities:

U.S.  Treasury bonds, agency bonds and

   foreign government bonds

$

55,159

$

206,871

$

-

$

-

$

262,030

States, municipalities and political subdivisions

-

580,324

-

-

580,324

Mortgage-backed and asset-backed securities:

Agency mortgage-backed securities

-

526,069

-

-

526,069

Residential mortgage obligations

-

27,055

-

-

27,055

Asset-backed securities

-

288,636

-

-

288,636

Commercial mortgage-backed securities

-

165,405

-

-

165,405

Subtotal

$

-

$

1,007,165

$

-

$

-

$

1,007,165

Corporate bonds

-

810,898

-

-

810,898

Total fixed maturities

$

55,159

$

2,605,258

$

-

$

-

$

2,660,417

Equity securities

158,963

183,714

-

342,677

Other invested assets

-

-

-

2,021

2,021

Short-term investments

134,273

-

-

-

134,273

Total assets measured at fair value

$

348,395

$

2,788,972

$

-

$

2,021

$

3,139,388

Senior notes

$

-

$

294,080

$

-

$

-

$

294,080

Total liabilities measured at fair value

$

-

$

294,080

$

-

$

-

$

294,080

December 31, 2015

amounts in thousands

Level 1

Level 2

Level 3

Total

Fixed maturities:

U.S. Treasury bonds, agency bonds and

   foreign government bonds

$

67,394

$

185,488

$

-

$

252,882

States, municipalities and political subdivisions

-

576,859

-

576,859

Mortgage-backed and asset-backed securities:

Agency mortgage-backed securities

-

379,269

-

379,269

Residential mortgage obligations

-

30,465

-

30,465

Asset-backed securities

-

225,012

-

225,012

Commercial mortgage-backed securities

-

189,713

-

189,713

Subtotal

$

-

$

824,459

$

-

$

824,459

Corporate bonds

-

760,010

-

760,010

Total fixed maturities

$

67,394

$

2,346,816

$

-

$

2,414,210

Equity securities

126,455

178,816

-

305,271

Short-term investments

217,745

-

-

217,745

Total assets measured at fair value

$

411,594

$

2,525,632

$

-

$

2,937,226

Senior notes

$

-

$

282,486

$

-

$

282,486

Total liabilities measured at fair value

$

-

$

282,486

$

-

$

282,486

17

All other financial assets and liabilities including Cash, Premium receivable, Reinsurance recoverable and Reinsurance balances payable are carried at cost, which approximates fair value

Our Company did not have any significant transfers between Level 1 and Level 2 classifications for the three and nine months ended September 30, 2016 and 2015.

As of September 30, 2016, our Company did not have any Level 3 assets.

NOTE 5. CEDED REINSURANCE

As of September 30, 2016, the credit quality distribution of our Company's Reinsurance recoverable of $1.1 billion for ceded paid losses, ceded unpaid losses and LAE, and ceded unearned premiums based on insurer financial strength ratings from A.M. Best or S&P was not significantly different from the credit quality distribution as of December 31, 2015.

Our allowance for uncollectible reinsurance was $10.4 million as of September 30, 2016 and $6.9 million as of December 31, 2015. The increase is primarily due to lower expectations of recoveries from a reinsurer.

As of September 30, 2016, our 10 largest reinsurers measured by the amount of Reinsurance recoverable for ceded losses and LAE and ceded unearned premium, together with the reinsurance recoverable and collateral, were not significantly different from December 31, 2015.

NOTE 6.  COMMITMENTS AND CONTINGENCIES

In 2013, the State of Connecticut ("the State") awarded our Company up to $11.5 million ($8.0 million in loans and $3.5 million in grants) to move our corporate headquarters to Stamford, Connecticut.  The loan is non-interest bearing, has a term of 10 years and is subject to forgiveness based on our compliance with certain conditions set forth in the agreement with the State.  The amount of the loan to be received is dependent on our Company reaching certain milestones for creation of new jobs over a five-year period, and the funds are to be used to offset certain equipment purchases, facility costs, training of employees and other eligible project-related costs.  Our Company completed the move to Stamford in September 2013 and received $7.5 million of the award, which is comprised of $6.0 million of the loan and $1.5 million of the grant for reaching the first job milestone.  Under the terms of the agreement with the State, our Company was required to maintain an average of 100 full-time employees in Connecticut over a 12-month period in order for the State to forgive the initial $6.0 million of the loan.  In addition, as soon as our Company achieved a total of 150 full-time employees in Connecticut, we became eligible to receive an additional $1.0 million of the loan and $0.5 million of the grant.  On October 20, 2015, our Company received a letter from the State determining that we had achieved both of these milestones.  As a result, our Company earned a loan forgiveness credit of $6.0 million with the State and received the additional $1.0 million of the loan and $0.5 million of the grant.  Earning of the remaining portions of the grant and forgiveness of any outstanding amounts of the loan is subject to certain conditions, including maintaining a certain number of required jobs for an extended period of time.  Our Company expects to meet all the conditions for the State to forgive the loan. Accordingly, our Company is recognizing the amount of loan and grants received over the period in which offsetting expenses are recognized. Our Company recognized $0.4 million and $1.1 million of the incentive for the three and nine months ended September 30, 2016. As of September 30, 2016 and December 31, 2015, our Company has deferred revenue of $5.1 million and $6.3 million, respectively, which is included in Other liabilities on the Consolidated Balance Sheets.

In the ordinary course of conducting business, our Company's subsidiaries are involved in various legal proceedings, either indirectly as insurers for parties to the proceedings or directly as defendants.  Most of these proceedings consist of claims litigation involving our Company's subsidiaries as either: (a) liability insurers defending or providing indemnity for third party claims brought against insureds or (b) insurers defending first party coverage claims brought against them.  Our Company accounts for such activity through the establishment of unpaid losses and LAE reserves. Our Company's management believes that the ultimate liability, if any, with respect to such ordinary-course claims litigation, after consideration of provisions made for potential losses and cost of defense, will not be material to our Company's Consolidated Balance Sheets, Consolidated Statements of Income or Consolidated Statements of Cash Flows.

Our Company's subsidiaries are also from time to time involved with other legal actions, some of which assert claims for substantial amounts.  These actions include claims asserting extra contractual obligations, such as claims involving allegations of bad faith in the handling of claims or the underwriting of policies.  In general, our Company believes it has valid defenses to these cases. Our Company's management expects that the ultimate liability, if any, with respect to future extra-contractual matters will not be material to our Consolidated Balance Sheets, Consolidated Statements of Income or Consolidated Statements of Cash Flows.  Nonetheless, given the large or indeterminate amounts sought in certain of these matters, and the inherent unpredictability of litigation, an adverse

18

outcome in such matters could, from time to time, ha ve a material adverse effect on our Company's Consolidated Statements of Income or Consolidated Statements of Cash Flows in a particular fiscal quarter or year.

NOTE 7.  STOCK-BASED COMPENSATION

Stock-based compensation granted under our Company's stock plans is expensed in tranches over the vesting period. Options and non-performance based grants generally vest equally over a three or four-year period and the options have a maximum term of ten years.  For the nine months ended September 30, 2016, we granted 216,973 stock incentive units at a grant price between $80.98 and $92.56.  Each performance unit and restricted stock unit represents a contingent right to receive one share of common stock as of the vesting date.  Such common stock may be subject to forfeiture for the payment of any required tax withholding.

NOTE 8. STOCKHOLDERS' EQUITY

On May 26, 2016, our Board of Directors declared its intention to pay a regular quarterly cash dividend on The Navigators Group, Inc. Common stock.   On July 15, 2016 our Company paid a dividend of $0.09 per share on The Navigators Group, Inc. Common stock to Stockholders of record on June 20, 2016.  On September 30, 2016, our Company paid a dividend of $0.09 per share on The Navigators Group, Inc. Common stock to Stockholders of record on August 19, 2016.  

The declaration and amount of any future dividend will be at the discretion of the Board of Directors, and will depend upon many factors, including financial condition, results of operations, business requirements, regulatory, legal constraints and other factors the Board of Directors deems relevant.

NOTE 9 . SUBSEQUENT EVENTS

On November 3, 2016, our Board of Directors declared a cash dividend on The Navigators Group, Inc. Common stock of $0.09  per share, payable on December 29, 2016 to Stockholders of record on November 18, 2016.

19

Item 2.  Management's Discussion and Analysis of Financial Condition and Results of Operations

FORWARD-LOOKING STATEMENTS

Some of the statements in this Quarterly Report on Form 10-Q are "forward-looking statements" as defined in the Private Securities Litigation Reform Act of 1995. All statements other than statements of historical fact included in or incorporated by reference in this Quarterly Report are forward-looking statements.  Whenever used in this report, the words "estimate," "expect," "believe," "may," "will," "intend," "continue" or similar expressions or their negative are intended to identify such forward-looking statements.  Forward-looking statements are derived from information that we currently have and assumptions that we make, and are subject to a number of risks and uncertainties, including those described in the "Risk Factors" section of our 2015 Annual Report on Form 10-K.  We operate in a very competitive environment, with new risks emerging from time to time. We cannot assure you that anticipated results will be achieved, since actual results may differ materially because of both known and unknown risks and uncertainties which we face.

In light of these risks, uncertainties and assumptions, any forward-looking events discussed in this Form 10-Q may not occur, and we undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events or otherwise, except as required by law. You are cautioned not to place undue reliance on any forward-looking statements, which speak only as of their respective dates.

U.S. GAAP and Non-GAAP Financial Performance Metrics

Throughout this Quarterly Report, we present our operations in the way we believe will be most meaningful, useful and transparent to anyone using this financial information to evaluate our performance. In addition to the GAAP presentation of Net income, we show certain non-GAAP financial measures that we believe are valuable in managing our business and drawing comparisons to our peers. These measures are Underwriting profit (loss), Combined ratio, Net operating earnings, Net losses and LAE reserves and Book value and Book value per share.

The following is a list of GAAP and non-GAAP measures found throughout this report with their definitions, relationships to GAAP measures and explanations of their importance to our operations:

Underwriting Profit (Loss)

Underwriting profit (loss) represents one measure of the pretax profitability of our insurance operations and is derived by subtracting Net losses and LAE incurred, Commission expenses, Other operating expenses and Other underwriting income (expense) from Net earned premiums.  This information is available in total and by segment in Note 2 – Segment Information in the Interim Consolidated Financial Statements as of September 30, 2016.  The nearest comparable GAAP measure is Income before income taxes which, in addition to Net underwriting profit (loss), includes Net investment income, OTTI, Net realized gains (losses) on investments, Interest expense and Other income (loss).

Combined Ratio

The Combined ratio is a common insurance industry measure of profitability for any underwriting operation and is calculated in two components. First, the loss ratio is Net losses and LAE divided by Net earned premiums. The second component, the expense ratio, reflects the sum of Commission expenses, insurance operating expenses and Other underwriting income (expense), divided by Net earned premiums. All items included in these components of the Combined ratio are presented in our GAAP Consolidated Financial Statements. The sum of the loss and expense ratios is the Combined ratio. The difference between the Combined ratio and 100% reflects the rate of Underwriting profit (loss). For example, a Combined ratio of 85 percent implies that for every $100 of premium we earn, we record $15 of Underwriting profit.

Net Operating Earnings

Net operating earnings is calculated as Net income before after-tax Net realized gains (losses), after-tax OTTI losses recognized in earnings, and after-tax net realized and unrealized foreign exchange gains (losses) resulting from foreign currency transactions (transactions denominated in a currency other than the entity's functional currency) and translation adjustments (translation of foreign currency denominated assets and liabilities into U.S. dollars ("USD")).

Net Losses and LAE Reserves

Net losses and LAE reserves, as shown in the liabilities section of our Consolidated Balance Sheets, represents the total obligations to claimants for both estimates of known claims and estimates for incurred but not reported ("IBNR") claims. The related asset item, Reinsurance balances recoverable on unpaid losses and LAE, is the estimate of both known claims and IBNR that we expect to

20

recover from reinsurers. The net of these two items is generally referred to as Net losses and LAE reserves and i s commonly used in our disclosures regarding the process of establishing these various estimated amounts.

Book Value and Book Value Per Share

Book value is equivalent to Stockholders' equity and Book value per share is calculated by dividing Stockholders' equity by the number of outstanding shares at the end of the interim period.

Overview

The discussion and analysis of our financial condition and results of operations contained herein should be read in conjunction with our 2015 Annual Report on Form 10-K in its entirety as well as the statements under "Forward-Looking Statements" and the Interim Consolidated Financial Statements included elsewhere in this Quarterly Report on Form 10-Q for a complete description of events, trends, uncertainties, risks and critical accounting estimates affecting us.

Unless the context requires otherwise, the terms "we," "us,"  "our," or "our Company" are used to mean The Navigators Group, Inc., a Delaware holding company established in 1982, and its subsidiaries.  The term "Parent Company" is used to mean The Navigators Group, Inc. without its subsidiaries.

We are an international insurance company with a long-standing area of specialization in Marine insurance.  We also offer P&C insurance business, primarily General Liability coverage and umbrella & excess liability coverage to commercial enterprises through our Primary and Excess Casualty divisions.  We have also developed niches in Professional Liability insurance, through our D&O and E&O divisions.  Beginning in 2010, we added reinsurance products through our GlobalRe reporting segment.

In May 2016, our Company received authorization from the Prudential Regulation Authority and the Financial Conduct Authority for a new U.K. based insurance company, Navigators International Insurance Company Ltd ("NIIC"), which is a wholly-owned direct subsidiary of our Parent Company. We are evaluating operational plans and determining when we will start writing business for NIIC, particularly in light of the announcement that the result of the U.K. referendum held on June 23, 2016 was that a majority voted in favor of the U.K. leaving the European Union (the "E.U."), commonly referred to as "Brexit".  See Item 1A. Risk Factors for additional discussion on Brexit.

As a result of Brexit, for the nine months ended September 30, 2016, the Great British pound ("GBP") exchange rate experienced a significant decline in value against the USD.  As a result, we have recorded realized and unrealized foreign exchange gains in Other income primarily due to a net GBP monetary liability in our foreign, U.S. functional currency subsidiaries.    Additionally, we recorded a foreign currency translation loss in AOCI, primarily due to our GBP portfolio investments in NIIC, a GBP functional currency subsidiary.  These assets are also the principal driver of the foreign exchange effect in our cash accounts.

Financial Highlights – Selected Indicators

Three Months Ended

Nine Months Ended

amounts in thousands, except per share amounts

September 30, 2016

September 30, 2015

September 30, 2016

September 30, 2015

Results of operations data:

Net earned premiums

$

284,010

$

254,082

$

816,360

$

732,542

Net investment income

19,875

17,371

59,344

50,219

Underwriting profit (loss)

12,513

16,703

26,611

50,989

Net income

22,013

18,201

61,135

63,314

Net income per diluted share

$

1.46

$

1.23

$

4.08

$

4.29

amounts in thousands, except per share amounts

As of September 30, 2016

As of December 31, 2015

Balance sheet data:

Total assets

$

4,897,396

$

4,584,012

Total shareholders' equity

$

1,204,281

$

1,096,148

Book value per share

$

82.71

$

75.96

Our revenue is primarily comprised of premiums and investment income.  Cash flow is generated from premiums collected and investment income received less paid losses and loss expenses, Commission expenses and administrative expenses.  Our products are distributed through multiple channels, utilizing global, national and regional retail and wholesale insurance brokers.

21

We report our results of operations consistent with the manner in which our Chief Operating Decision Maker reviews the business to assess performance through our reportable segments: U.S. Insurance, Int' l Insurance, GlobalRe and Corporate.

Results of Operations

The following table presents a summary of our consolidated financial results for the three and nine months ended September 30, 2016 and 2015:

Three Months Ended September 30,

Nine Months Ended September 30,

% Change

amounts in thousands

2016

2015

2016

2015

QTD

YTD

Gross written premiums

$

374,930

$

354,062

$

1,201,372

$

1,129,993

5.9

%

6.3

%

Ceded written premiums

(97,929

)

(102,123

)

(298,016

)

(330,852

)

(4.1

%)

(9.9

%)

Net written premiums

277,001

251,939

903,356

799,141

9.9

%

13.0

%

Net earned premiums

284,010

254,082

816,360

732,542

11.8

%

11.4

%

Net losses and LAE

(172,793

)

(146,546

)

(492,955

)

(418,717

)

17.9

%

17.7

%

Commission expenses

(42,611

)

(34,253

)

(120,891

)

(98,638

)

24.4

%

22.6

%

Other operating expenses

(56,137

)

(56,599

)

(176,020

)

(164,297

)

(0.8

%)

7.1

%

Other underwriting income (expense)

44

19

117

99

131.6

%

18.2

%

Underwriting profit (loss)

$

12,513

$

16,703

$

26,611

$

50,989

(25.1

%)

(47.8

%)

Net investment income

19,875

17,371

59,344

50,219

14.4

%

18.2

%

Net realized gains (losses)

1,586

(757

)

4,993

8,755

NM

(43.0

%)

Interest expense

(3,859

)

(3,856

)

(11,575

)

(11,567

)

0.1

%

0.1

%

Other income (loss)

(227

)

(2,537

)

6,679

(4,737

)

(91.0

%)

NM

Income (loss) before income taxes

$

29,888

$

26,924

$

86,052

$

93,659

11.0

%

(8.1

%)

Income tax (expense) benefit

(7,875

)

(8,723

)

(24,917

)

(30,345

)

(9.7

%)

(17.9

%)

Net income (loss)

$

22,013

$

18,201

$

61,135

$

63,314

20.9

%

(3.4

%)

Net income per diluted share

$

1.46

$

1.23

$

4.08

$

4.29

Effective tax rate

26.3

%

32.4

%

29.0

%

32.4

%

Losses and LAE ratio

60.8

%

57.7

%

60.4

%

57.2

%

Commission expense ratio

15.0

%

13.5

%

14.8

%

13.5

%

Other operating expense ratio (1)

19.8

%

22.2

%

21.5

%

22.3

%

Combined ratio

95.6

%

93.4

%

96.7

%

93.0

%

NM - Percentage change not meaningful

(1)  Includes Other operating expenses and Other underwriting income (expense).

22

The following table calculates our Net operating earnings for the three and nine months ended September 30, 2016 and 2015:

Three Months Ended September 30, 2016

Three Months Ended September 30, 2015

% Change

amounts in thousands

Pre-Tax

Tax

After-Tax

Pre-Tax

Tax

After-Tax

QTD

Net income

$

29,888

$

(7,875

)

$

22,013

$

26,924

$

(8,723

)

$

18,201

20.9

%

Adjustments to Net income:

Realized losses (gains)

(1,586

)

555

(1,031

)

757

(265

)

492

NM

FX losses (gains)

227

(80

)

147

2,451

(858

)

1,593

(90.8

%)

Net operating earnings

$

28,529

$

(7,400

)

$

21,129

$

30,132

$

(9,846

)

$

20,286

4.2

%

Net operating earnings per common share:

Basic

$

1.45

$

1.41

Diluted

$

1.40

$

1.37

Nine Months Ended September 30, 2016

Nine Months Ended September 30, 2015

% Change

amounts in thousands

Pre-Tax

Tax

After-Tax

Pre-Tax

Tax

After-Tax

YTD

Net income

$

86,052

$

(24,917

)

$

61,135

$

93,659

$

(30,345

)

$

63,314

(3.4

%)

Adjustments to Net income:

Realized losses (gains)

(4,993

)

1,747

(3,246

)

(8,755

)

3,064

(5,691

)

(43.0

%)

FX losses (gains)

(6,679

)

2,337

(4,342

)

4,754

(1,664

)

3,090

NM

Net operating earnings

$

74,380

$

(20,833

)

$

53,547

$

89,658

$

(28,945

)

$

60,713

(11.8

%)

Net operating earnings per common share:

Basic

$

3.69

$

4.22

Diluted

$

3.57

$

4.11

NM - Percentage change not meaningful

Underwriting Profit (Loss)

Underwriting profit was $12.5 million for the three months ended September 30, 2016 comprised of $7.8 million and $5.5 million Underwriting profit from our GlobalRe and U.S. Insurance reporting segments respectively, partially offset by an Underwriting loss of $0.8 million from our Int'l Insurance reporting segment. For the three months ended September 30, 2015, we reported an Underwriting profit of $16.7 million comprised of $10.2 million and $9.9 million Underwriting profit from our U.S. Insurance and GlobalRe reporting segments respectively, partially offset by an Underwriting loss of $3.4 million from our Int'l Insurance reporting segment.  

Underwriting profit was $26.6 million for the nine months ended September 30, 2016, comprised of $24.9 million and $12.1 million Underwriting profit from our U.S. Insurance and GlobalRe reporting segments respectively, partially offset by an Underwriting loss of $10.4 million from our Int'l Insurance reporting segment.  Underwriting profit was $51.0 million for the nine months ended September 30, 2015 comprised of $25.3 million, $19.5 million, and $6.2 million for our U.S. Insurance,  GlobalRe and Int'l Insurance reporting segments, respectively.  

For additional information on the drivers of Underwriting profit see the U.S. Insurance , Int'l Insurance and GlobalRe reporting segment results sections included herein.

A major component of our Underwriting profit (loss) is due to Net losses and LAE.  The following tables present the impact of changes in reserves and reinsurance reinstatement premiums ("RRPs") on our Net losses and LAE ratio for the three and nine months ended September 30, 2016 and 2015 (note: accident year is abbreviated "AY"):

23

Three Months Ended September 30,

Point

2016

2015

Change

Net losses and LAE ratio, reported

60.8

%

57.7

%

3.1

RRPs

0.1

%

(0.3

%)

0.4

Additional net current AY reserve release/(development)

(4.3

%)

(2.9

%)

(1.4

)

Net prior AY reserve release/(strengthening)

0.4

%

5.5

%

(5.1

)

Net losses and LAE ratio, adjusted

57.0

%

60.0

%

(3.0

)

Nine Months Ended September 30,

Point

2016

2015

Change

Net losses and LAE ratio, reported

60.4

%

57.2

%

3.2

RRPs

(0.1

%)

(0.0

%)

(0.1

)

Additional net current AY reserve release/(development)

(4.4

%)

(2.0

%)

(2.4

)

Net prior AY reserve release/(strengthening)

1.4

%

4.6

%

(3.2

)

Net losses and LAE ratio, adjusted

57.3

%

59.8

%

(2.5

)

For the three months ended September 30, 2016, we recorded $1.0 million of net prior AY reserve release, mostly due to $3.1 million and $2.9 million from our GlobalRe and Int'l Insurance reporting segments respectively, partially offset by $4.9 million from our U.S. Insurance reporting segment.  This was offset by $12.3 million of additional net current AY development including $11.5 million from our Int'l Insurance reporting segment and $1.4 million from our GlobalRe reporting segment in response to catastrophic events ("CAT"), primarily the Ecuador Earthquake, slightly offset by $0.7 million of additional net current AY reserve release from our Int'l Insurance reporting segment due to favorable CAT emergence, and favorable RRPs of $0.6 million, mostly from our GlobalRe reporting segment.

For the three months ended September 30, 2015, we recorded $14.1 million of net prior AY reserve releases comprised of $7.1 million, $4.3 million and $2.8 million from our U.S. Insurance, GlobalRe and Int'l Insurance reporting segments, respectively, partially offset by $7.5 million of additional net current AY reserve development mostly from our Int'l Insurance reporting segment and $1.3 million of RRPs.

For the nine months ended September 30, 2016, we recorded $11.6 million of net prior AY reserve release comprised of $5.4 million, $4.5 million and $1.8 million from our Int'l Insurance, GlobalRe and U.S. Insurance reporting segments, respectively.  This was offset by $35.6 million of additional net current AY reserve development, of which $19.0 million was due to CATs, including $11.8 million related to the Alberta Wildfires, $4.3 million due to the Ecuador Earthquake and $2.9 million due to the Taiwan Earthquake, as well as $16.6 million of non-CAT additional net current AY reserve development and $1.7 million of RRPs, mostly from our Int'l Insurance reporting segment .

For the nine months ended September 30, 2015, we recorded $34.0 million of net prior AY reserve releases comprised of $21.3 million, $8.4 million and $4.3 million from our U.S. Insurance, Int'l Insurance and GlobalRe reporting segments, respectively, and $0.2 million of RRPs, partially offset by $15.0 million of additional net current AY reserve development related to large loss activity mostly from our Int'l Insurance and U.S. Insurance reporting segments.

Net Investment Income

Our Net investment income was derived from the following sources:

Three Months Ended September 30,

Nine Months Ended September 30,

amounts in thousands

2016

2015

2016

2015

Fixed maturities

$

17,124

$

15,353

$

50,781

$

45,660

Equity securities

3,540

2,543

10,418

6,383

Short-term investments

70

272

568

604

Total investment income

$

20,734

$

18,168

$

61,767

$

52,647

Investment expenses

(859

)

(797

)

(2,423

)

(2,428

)

Net investment income

$

19,875

$

17,371

$

59,344

$

50,219

The increase in total Net investment income for the three and nine months ended September 30, 2016 as compared to the same periods in the prior year was primarily due to growth of invested assets, and to a lesser extent an increase in the overall portfolio yield, mostly due to the increased allocation to preferred stocks. The annualized pre-tax yield, excluding Net realized gains and losses and OTTI

24

losses recognized in earnings, for the three months ended September 30, 2016 and 2015, was 2.5%.  The annualized pre-tax yield, excluding Net realized gains and losses and OTTI losses recognized in earnings , for the nine months ended September 30, 2016 and 2015, was 2.6% and 2.4%, respectively.  

As part of our overall investment strategy, we seek to build a tax efficient investment portfolio.  The tax-exempt portfolio was 18.1% of the Fixed maturities portfolio as of September 30, 2016.  Additionally, substantially all of our equity portfolio is invested in tax efficient securities which qualify for the dividends received deduction.  The tax equivalent yield for the three and nine months ended September 30, 2016 and 2015, was 2.8% and 2.6%, respectively.  

OTTI Losses Recognized in Earnings

Our Company had no credit related OTTI losses during the three months ended September 30, 2016.  Our Company had one credit related OTTI loss of $0.2 million in the Fixed maturities portfolio during the nine months ended September 30, 2016.  Our Company had three credit related losses totaling $1.3 million and $1.7 million during the three and nine months ended September 30, 2015, respectively, which were for certain common stocks in the energy sector and aerospace industry that were impacted by global economic events.

Net Realized Gains and Losses

Net realized gains and losses, excluding OTTI losses recognized in earnings, for the periods indicated were as follows:

Three Months Ended September 30,

Nine Months Ended September 30,

amounts in thousands

2016

2015

2016

2015

Fixed maturities:

Gains

$

1,356

$

484

$

5,200

$

2,889

Losses

(1,221

)

(667

)

(3,086

)

(2,757

)

Fixed maturities, net

$

135

$

(183

)

$

2,114

$

132

Short-term:

Gains

$

128

$

9

$

803

$

109

Losses

(107

)

(120

)

(250

)

(273

)

Short-term, net

$

21

$

(111

)

$

553

$

(164

)

Equity securities:

Gains

$

1,443

$

1,107

$

3,123

$

12,185

Losses

(13

)

(295

)

(647

)

(1,700

)

Equity securities, net

$

1,430

$

812

$

2,476

$

10,485

Net realized gains (losses)

$

1,586

$

518

$

5,143

$

10,453

Net realized gains and losses are generated as part of the normal ongoing management of our investment portfolio. Net realized gains of $1.6 million for the three months ended September 30, 2016 are primarily due to the sale of common equity securities and government bonds, partially offset by foreign currency losses on our Canadian portfolio. Net realized gains of $5.1 million for the nine months ended September 30, 2016 are primarily due to the sale of government, municipal and Corporate bonds, partially offset by foreign currency losses on our Canadian portfolio.  Net realized gains of $0.5 million and $10.5 million for the three and nine months ended September 30, 2015, respectively, are primarily due to the sale of common equities.  Realized losses for the three and nine months ended September 30, 2015 in the Fixed maturities portfolio are primarily driven by foreign currency losses on our Canadian portfolio.

Interest Expense

Interest expense was $3.9 million and $11.6 million for three and nine months ended September 30, 2016, respectively, relating to our $265.0 million principal amount of the Senior notes.  The effective interest rate related to the Senior notes, based on the proceeds net of discount and all issuance costs, is approximately 5.86%.  

Other Income (Loss)

Other income (loss) for the three and nine months ended September 30, 2016 was a $0.2 million loss and a $6.7 million gain, respectively, and primarily consists of realized and unrealized foreign exchange gains and losses.  The year to date foreign exchange gains are mostly driven by the strengthening of the USD against the GBP.  

25

Income Taxes

We recorded an Effective tax rate of 26.3% and 29.0% for the three and nine months ended September 30, 2016, respectively, compared to 32.4% for the same periods in 2015.  The decreases of 6.1 and 3.4 points, for the three and nine months ended September 30, 2016, respectively, is mostly driven by the benefit of the dividends received deduction from our increased investment portfolio allocation to preferred stocks.  The income tax provision has been computed based on our estimated interim annual Effective tax rate.  Our Effective tax rate for the quarter differs from the federal tax rate of 35% principally due to tax-exempt investment income and dividends received deduction.

Segment Results

The following tables summarize our Consolidated Financial Results by reporting segment for the three and nine months ended September 30, 2016 and 2015:

Three Months Ended September 30, 2016

U.S.

Int'l

amounts in thousands

Insurance

Insurance

GlobalRe

Corporate (1)

Total

Net earned premiums

$

161,722

$

79,761

$

42,527

$

-

$

284,010

Net losses and LAE

(106,320

)

(45,043

)

(21,430

)

-

(172,793

)

Commission expenses

(18,630

)

(15,348

)

(8,951

)

318

(42,611

)

Other operating expenses

(31,517

)

(20,183

)

(4,437

)

-

(56,137

)

Other underwriting income (expense)

240

-

122

(318

)

44

Underwriting profit (loss)

$

5,495

$

(813

)

$

7,831

$

-

$

12,513

Net investment income

19,875

19,875

Net realized gains (losses)

1,586

1,586

Interest expense

(3,859

)

(3,859

)

Other income (loss)

(227

)

(227

)

Income before income taxes

$

5,495

$

(813

)

$

7,831

$

17,375

$

29,888

Income tax (expense) benefit

(7,875

)

(7,875

)

Net income (loss)

$

22,013

Losses and LAE ratio

65.7

%

56.5

%

50.4

%

60.8

%

Commission expense ratio

11.5

%

19.2

%

21.0

%

15.0

%

Other operating expense ratio (2)

19.4

%

25.3

%

10.2

%

19.8

%

Combined ratio

96.6

%

101.0

%

81.6

%

95.6

%

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other operating expenses and Other underwriting income (expense).

26

Three Months Ended September 30, 2015

U.S.

Int'l

amounts in thousands

Insurance

Insurance

GlobalRe

Corporate (1)

Total

Net earned premiums

$

142,409

$

68,533

$

43,140

$

-

$

254,082

Net losses and LAE

(85,140

)

(39,182

)

(22,224

)

-

(146,546

)

Commission expenses

(15,157

)

(12,780

)

(7,705

)

1,389

(34,253

)

Other operating expenses

(32,948

)

(19,937

)

(3,714

)

-

(56,599

)

Other underwriting income (expense)

1,013

-

395

(1,389

)

19

Underwriting profit (loss)

$

10,177

$

(3,366

)

$

9,892

$

-

$

16,703

Net investment income

17,371

17,371

Net realized gains (losses)

(757

)

(757

)

Interest expense

(3,856

)

(3,856

)

Other income (loss)

(2,537

)

(2,537

)

Income before income taxes

$

10,177

$

(3,366

)

$

9,892

$

10,221

$

26,924

Income tax (expense) benefit

(8,723

)

(8,723

)

Net income (loss)

$

18,201

Losses and LAE ratio

59.8

%

57.2

%

51.5

%

57.7

%

Commission expense ratio

10.6

%

18.6

%

17.9

%

13.5

%

Other operating expense ratio (2)

22.5

%

29.1

%

7.7

%

22.2

%

Combined ratio

92.9

%

104.9

%

77.1

%

93.4

%

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other operating expenses and Other underwriting income (expense).

Nine Months Ended September 30, 2016

U.S.

Int'l

amounts in thousands

Insurance

Insurance

GlobalRe

Corporate (1)

Total

Net earned premiums

$

462,446

$

235,602

$

118,312

$

-

$

816,360

Net losses and LAE

(291,260

)

(133,519

)

(68,176

)

-

(492,955

)

Commission expenses

(50,379

)

(47,524

)

(24,188

)

1,200

(120,891

)

Other operating expenses

(96,848

)

(64,997

)

(14,175

)

-

(176,020

)

Other underwriting income (expense)

943

-

374

(1,200

)

117

Underwriting profit (loss)

$

24,902

$

(10,438

)

$

12,147

$

-

$

26,611

Net investment income

59,344

59,344

Net realized gains (losses)

4,993

4,993

Interest expense

(11,575

)

(11,575

)

Other income (loss)

6,679

6,679

Income (loss) before income taxes

$

24,902

$

(10,438

)

$

12,147

$

59,441

$

86,052

Income tax (expense) benefit

(24,917

)

(24,917

)

Net income (loss)

$

61,135

Losses and LAE ratio

63.0

%

56.7

%

57.6

%

60.4

%

Commission expense ratio

10.9

%

20.2

%

20.4

%

14.8

%

Other operating expense ratio (2)

20.7

%

27.5

%

11.7

%

21.5

%

Combined ratio

94.6

%

104.4

%

89.7

%

96.7

%

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other operating expenses and Other underwriting income (expense).

27

Nine Months Ended September 30, 2015

U.S.

Int'l

amounts in thousands

Insurance

Insurance

GlobalRe

Corporate (1)

Total

Net earned premiums

$

410,804

$

197,244

$

124,494

$

-

$

732,542

Net losses and LAE

(247,094

)

(101,236

)

(70,387

)

-

(418,717

)

Commission expenses

(41,777

)

(35,491

)

(23,042

)

1,672

(98,638

)

Other operating expenses

(98,010

)

(54,312

)

(11,975

)

-

(164,297

)

Other underwriting income (expense)

1,330

-

441

(1,672

)

99

Underwriting profit (loss)

$

25,253

$

6,205

$

19,531

$

-

$

50,989

Net investment income

50,219

50,219

Net realized gains (losses)

8,755

8,755

Interest expense

(11,567

)

(11,567

)

Other income (loss)

(4,737

)

(4,737

)

Income (loss) before income taxes

$

25,253

$

6,205

$

19,531

$

42,670

$

93,659

Income tax (expense) benefit

(30,345

)

(30,345

)

Net income (loss)

$

63,314

Losses and LAE ratio

60.1

%

51.3

%

56.5

%

57.2

%

Commission expense ratio

10.2

%

18.0

%

18.5

%

13.5

%

Other operating expense ratio (2)

23.6

%

27.6

%

9.3

%

22.3

%

Combined ratio

93.9

%

96.9

%

84.3

%

93.0

%

(1) - Includes Corporate segment intercompany eliminations.

(2) - Includes Other operating expenses and Other underwriting income (expense).

U.S. Insurance

The following tables summarize our Underwriting profit (loss) by operating segment for our U.S. Insurance reporting segment for the three and nine months ended September 30, 2016 and 2015:

U.S. Insurance

Three Months Ended September 30, 2016

amounts in thousands

Marine

P&C

Professional

Liability

Total

% Change

Total

Gross written premiums

$

40,271

$

161,600

$

32,776

$

234,647

7.3

%

Ceded written premiums

(17,636

)

(36,011

)

(7,712

)

(61,359

)

(3.8

%)

Net written premiums

22,635

125,589

25,064

173,288

11.8

%

Net earned premiums

$

25,465

$

115,971

$

20,286

$

161,722

13.6

%

Net losses and LAE

(14,974

)

(74,129

)

(17,217

)

(106,320

)

24.9

%

Commission expenses

(2,117

)

(13,664

)

(2,849

)

(18,630

)

22.9

%

Other operating expenses

(6,767

)

(19,997

)

(4,753

)

(31,517

)

(4.3

%)

Other underwriting income (expense)

126

104

10

240

(76.3

%)

Underwriting profit (loss)

$

1,733

$

8,285

$

(4,523

)

$

5,495

(46.0

%)

Losses and LAE ratio

58.8

%

63.9

%

84.9

%

65.7

%

Commission expense ratio

8.3

%

11.8

%

14.0

%

11.5

%

Other operating expense ratio (1)

26.1

%

17.2

%

23.4

%

19.4

%

Combined ratio

93.2

%

92.9

%

122.3

%

96.6

%

(1) - Includes Other operating expenses and Other underwriting income (expense).

28

U.S. Insurance

Three Months Ended September 30, 2015

amounts in thousands

Marine

P&C

Professional

Liability

Total

Gross written premiums

$

35,529

$

154,009

$

29,245

$

218,783

Ceded written premiums

(13,865

)

(34,902

)

(14,986

)

(63,753

)

Net written premiums

21,664

119,107

14,259

155,030

Net earned premiums

$

24,292

$

104,473

$

13,644

$

142,409

Net losses and LAE

(7,349

)

(69,054

)

(8,737

)

(85,140

)

Commission expenses

(2,412

)

(11,711

)

(1,034

)

(15,157

)

Other operating expenses

(6,754

)

(20,581

)

(5,613

)

(32,948

)

Other underwriting income (expense)

214

735

64

1,013

Underwriting profit (loss)

$

7,991

$

3,862

$

(1,676

)

$

10,177

Losses and LAE ratio

30.3

%

66.1

%

64.0

%

59.8

%

Commission expense ratio

9.9

%

11.2

%

7.6

%

10.6

%

Other operating expense ratio (1)

26.9

%

19.0

%

40.7

%

22.5

%

Combined ratio

67.1

%

96.3

%

112.3

%

92.9

%

(1) - Includes Other operating expenses and Other underwriting income (expense).

U.S. Insurance

Nine Months Ended September 30, 2016

amounts in thousands

Marine

P&C

Professional

Liability

Total

% Change

Total

Gross written premiums

$

129,621

$

471,532

$

88,065

$

689,218

4.7

%

Ceded written premiums

(53,823

)

(103,286

)

(21,365

)

(178,474

)

(15.6

%)

Net written premiums

75,798

368,246

66,700

510,744

14.3

%

Net earned premiums

$

73,636

$

335,342

$

53,468

$

462,446

12.6

%

Net losses and LAE

(35,448

)

(217,898

)

(37,914

)

(291,260

)

17.9

%

Commission expenses

(5,775

)

(38,337

)

(6,267

)

(50,379

)

20.6

%

Other operating expenses

(20,956

)

(61,568

)

(14,324

)

(96,848

)

(1.2

%)

Other underwriting income (expense)

357

550

36

943

(29.1

%)

Underwriting profit (loss)

$

11,814

$

18,089

$

(5,001

)

$

24,902

(1.4

%)

Losses and LAE ratio

48.1

%

65.0

%

70.9

%

63.0

%

Commission expense ratio

7.8

%

11.4

%

11.7

%

10.9

%

Other operating expense ratio (1)

28.1

%

18.2

%

26.8

%

20.7

%

Combined ratio

84.0

%

94.6

%

109.4

%

94.6

%

(1) - Includes Other operating expenses and Other underwriting income (expense).

29

U.S. Insurance

Nine Months Ended September 30, 2015

amounts in thousands

Marine

P&C

Professional

Liability

Total

Gross written premiums

$

118,167

$

458,371

$

81,559

$

658,097

Ceded written premiums

(45,177

)

(123,765

)

(42,423

)

(211,365

)

Net written premiums

72,990

334,606

39,136

446,732

Net earned premiums

$

74,193

$

291,648

$

44,963

$

410,804

Net losses and LAE

(28,952

)

(194,910

)

(23,232

)

(247,094

)

Commission expenses

(8,873

)

(29,018

)

(3,886

)

(41,777

)

Other operating expenses

(20,129

)

(60,976

)

(16,905

)

(98,010

)

Other underwriting income (expense)

389

876

65

1,330

Underwriting profit (loss)

$

16,628

$

7,620

$

1,005

$

25,253

Losses and LAE ratio

39.0

%

66.8

%

51.7

%

60.1

%

Commission expense ratio

12.0

%

9.9

%

8.6

%

10.2

%

Other operating expense ratio (1)

26.6

%

20.7

%

37.5

%

23.6

%

Combined ratio

77.6

%

97.4

%

97.8

%

93.9

%

(1) - Includes Other operating expenses and Other underwriting income (expense).

Gross Written Premiums

Gross written premiums increased $15.9 million for the three months ended September 30, 2016 compared to the same period in 2015, primarily driven by a $7.6 million increase in our U.S. P&C operating segment due to new business production and higher renewal retention in our Auto, Property, Life Sciences and Commercial Excess Casualty products, partially offset by declines in our Specialty Excess Casualty product and Primary Casualty division as a result of difficult market conditions.  In addition, our U.S. Marine operating segment increased $4.7 million due to higher renewal retention within our Marine Liability product and new business production within our Inland Marine product, and our U.S. Professional Liability operating segment increased $3.5 million due to new business production within our D&O division.

Gross written premiums increased $31.1 million for the nine months ended September 30, 2016 compared to the same period in 2015 driven by a $13.2 million increase in our U.S. P&C operating segment due to new business production from our Property, Auto, Life Sciences and Commercial Excess Casualty products, partially offset by declines in our Specialty Excess Casualty product and Primary Casualty division as a result of difficult market conditions.  Our U.S. Marine operating segment increased $11.5 million due to new business production within our Cargo and Craft products, and our U.S. Professional Liability operating segment increased $6.5 million due to new business production and increased renewals within our D&O division.  

Average renewal premium rates for our U.S. Insurance reporting segment for the three months ended September 30, 2016 increased 0.2%, driven by 0.9% and 0.5% increases within our U.S. Professional Liability and U.S. P&C operating segments, respectively, partially offset by a 1.5% decrease in our U.S. Marine operating segment. The decrease in rates within our U.S. Marine operating segment was offset by new business production and higher renewal retention.

For the nine months ended September, 30, 2016, our average renewal premium rates were flat at 0.0% due to offsetting trends in rate changes across operating segments.  Our U.S. Marine operating segment started off the year strong, but has endured a steady decline in rates, reporting 0.2% positive rate change for the year.  Alternatively, our U.S. P&C and U.S. Professional Liability operating segments began the year with unfavorable rate changes, but have steadily improved during the year resulting in only 0.1% negative rate change in our U.S. P&C operating segment while rates are flat within our U.S. Professional Liability operating segment.

Ceded Written Premiums

Ceded written premiums decreased $2.4 million for the three months ended September 30, 2016 compared to the same period in 2015, primarily driven by a decrease within our U.S. Professional Liability operating segment due to the nonrenewal of our E&O proportional reinsurance treaty in the fourth quarter 2015 and the year over year effect of the third quarter 2015 RRP's of $1.4 million in our U.S. P&C operating segment. This was partially offset by an increase within our U.S. Marine operating segment due to increases in our proportional reinsurance coverage across certain product lines .

30

Ceded written premiums decreased $32.9 million for the nine months ended September 30, 2016 compared to the same period in 2015, primarily due to a reduction on our Excess Casualty and Professional Liability risks in the third quarter 2015, the nonrenewal of our E&O proportional reinsurance treaty in the fourth quarter 2015 and the year over year effect of the third quarter 2015 RRP's of $1.6 million and $1.4 million in our U.S. Marine and P&C operating segments.  This was partially offset by an increase in our U.S. Marine operating segment due to increases in our proportional reinsurance coverage s mentioned above.

Net Earned Premiums

Net earned premiums increased $19.3 million and $51.6 million for the three and nine months ended September 30, 2016, respectively, compared to the same periods in 2015, primarily due to growth in Gross written premiums and a reduced level of proportional reinsurance across our U.S. P&C and U.S. Professional Liability operating segments.

Net Losses and LAE

The Net losses and LAE reserves as of September 30, 2016 and December 31, 2015 are as follows:

U.S. Insurance

As of  September 30, 2016

As of  December 31, 2015

amounts in thousands

Marine

P&C

Professional

Liability

Total

Marine

P&C

Professional

Liability

Total

Total % Change

Case reserves

$

58,332

$

188,495

$

29,482

$

276,309

$

68,677

$

170,988

$

42,546

$

282,211

(2.1

%)

IBNR reserves

53,462

584,581

63,105

701,148

55,408

514,777

60,528

630,713

11.2

%

Total

$

111,794

$

773,076

$

92,587

$

977,457

$

124,085

$

685,765

$

103,074

$

912,924

7.1

%

The following tables present the impact of RRPs and reserve development on our Net losses and LAE ratio for the three and nine months ended September 30, 2016:

U.S. Insurance

Three Months Ended September 30, 2016

Three Months Ended September 30, 2015

Professional

Professional

Point

Marine

P&C

Liability

Total

Marine

P&C

Liability

Total

Change

Net losses and LAE ratio, reported

58.8

%

63.9

%

84.9

%

65.7

%

30.3

%

66.1

%

64.0

%

59.8

%

5.9

RRPs

(0.0

%)

0.0

%

0.0

%

0.0

%

(0.1

%)

(0.9

%)

0.0

%

(0.7

%)

0.7

Additional net current AY reserve release/(development)

(0.1

%)

(0.1

%)

0.0

%

(0.1

%)

0.0

%

0.0

%

0.0

%

0.0

%

(0.1

)

Net prior AY reserve release/(strengthening)

0.1

%

0.1

%

(24.8

%)

(3.0

%)

28.9

%

0.0

%

0.0

%

4.9

%

(7.9

)

Net losses and LAE ratio, adjusted

58.8

%

63.9

%

60.1

%

62.6

%

59.1

%

65.2

%

64.0

%

64.0

%

(1.4

)

U.S. Insurance

Nine Months Ended September 30, 2016

Nine Months Ended September 30, 2015

Professional

Professional

Point

Marine

P&C

Liability

Total

Marine

P&C

Liability

Total

Change

Net losses and LAE ratio, reported

48.1

%

65.0

%

70.9

%

63.0

%

39.0

%

66.8

%

51.7

%

60.1

%

2.9

RRPs

(0.2

%)

0.0

%

0.0

%

(0.0

%)

(0.8

%)

(0.3

%)

0.0

%

(0.4

%)

0.4

Additional net current AY reserve release/(development)

(0.0

%)

(0.5

%)

0.0

%

(0.3

%)

0.0

%

(1.7

%)

0.0

%

(1.2

%)

0.9

Net prior AY reserve release/(strengthening)

10.5

%

(0.3

%)

(9.4

%)

0.4

%

19.9

%

0.3

%

11.5

%

5.1

%

(4.7

)

Net losses and LAE ratio, adjusted

58.4

%

64.2

%

61.5

%

63.1

%

58.1

%

65.1

%

63.2

%

63.6

%

(0.5

)

For the three months ended September 30, 2016, our U.S. Insurance reporting segment recorded $4.9 million of net prior AY reserve strengthening, primarily due to $5.0 million of strengthening from our D&O division within our U.S. Professional Liability operating segment comprised of $3.5 million of large loss activity and $1.5 million of bad debt expense due to lower expectations of recoveries from a large reinsurer.  

For the three months ended September 30, 2015, our U.S. Insurance reporting segment recorded $7.1 million of net prior AY reserve releases from our U.S. Marine operating segment due to favorable loss emergence.

31

For the nine months ended September 30, 2016, our U.S. Insurance reporting segment recorded $1.8 million of net prior AY reserve releases, comprised of $7.7 million from our U.S. Marine operating segment due to favorable loss emergence, mostly offset by ne t prior AY reserve strengthening of $5.0 million from our U.S. Professional Liability operating segment due to large loss activity and bad debt expense due to lower expectations of recoveries from a large reinsurer within our D&O division, $1.0 million fro m our U.S. P&C operating segment primarily due to large loss activity within our Primary Casualty division and $0.4 million of RRP's from our U.S. Marine operating segment.

For the nine months ended September 30, 2015, our U.S. Insurance reporting segment recorded $21.3 million of net prior AY reserve releases, primarily driven by $15.1 million and $5.2 million of reserve releases from our U.S. Marine and U.S. Professional Liability operating segments, respectively, due to favorable loss emergence and to a lesser extent, a $1.5 million release of provision for uncollectible reinsurance due to payments of outstanding balances from one of our large reinsurers.

The changes in Net losses and LAE ratio, as adjusted, are primarily due to the mix of business earned in the applicable periods as well as changes in estimates on ultimate losses for certain divisions and products.

Commission Expenses

The Commission expense ratio for the three and nine months ended September 30, 2016 increased 0.9 and 0.7 points, respectively, as compared to the same periods in 2015, primarily driven by a reduction in ceded commission benefit within our U.S. Professional Liability and U.S. P&C operating segments resulting from the nonrenewal of a proportional reinsurance treaty that supported our E&O division and a reduction in our proportional reinsurance that supports Excess Casualty, Life Sciences, and Environmental risks.   This was partially offset by increases in ceding commission within our U.S. Marine operating segment resulting from increases in proportional reinsurance coverage across certain product lines.

Other Operating Expenses

Other operating expenses for the three and nine months ended September 30, 2016 decreased $1.4 million and $1.2 million as compared to the same periods in 2015 mostly due to decreases in non-recurring project specific information technology and professional fee expenditures.

Int'l Insurance

The following tables summarize our Underwriting profit (loss) by operating segment for our Int'l Insurance reporting segment for the three and nine months ended September 30, 2016 and 2015: 

Int'l Insurance

Three Months Ended September 30, 2016

amounts in thousands

Marine

P&C

Professional

Liability

Total

% Change

Total

Gross written premiums

$

38,453

$

38,077

$

27,954

$

104,484

5.8

%

Ceded written premiums

(12,631

)

(15,331

)

(7,232

)

(35,194

)

(6.9

%)

Net written premiums

25,822

22,746

20,722

69,290

13.6

%

Net earned premiums

$

34,794

$

25,584

$

19,383

$

79,761

16.4

%

Net losses and LAE

(17,289

)

(16,080

)

(11,674

)

(45,043

)

15.0

%

Commission expenses

(8,358

)

(3,502

)

(3,488

)

(15,348

)

20.1

%

Other operating expenses

(7,654

)

(7,913

)

(4,616

)

(20,183

)

1.2

%

Other underwriting income (expense)

-

-

-

-

NM

Underwriting profit (loss)

$

1,493

$

(1,911

)

$

(395

)

$

(813

)

(75.8

%)

Losses and LAE ratio

49.7

%

62.8

%

60.2

%

56.5

%

Commission expense ratio

24.0

%

13.7

%

18.0

%

19.2

%

Other operating expense ratio (1)

22.0

%

31.0

%

23.8

%

25.3

%

Combined ratio

95.7

%

107.5

%

102.0

%

101.0

%

NM - Percentage change not meaningful

(1) - Includes Other operating expenses and Other underwriting income (expense).

32

Int'l Insurance

Three Months Ended September 30, 2015

amounts in thousands

Marine

P&C

Professional

Liability

Total

Gross written premiums

$

41,002

$

37,449

$

20,337

$

98,788

Ceded written premiums

(10,985

)

(20,034

)

(6,785

)

(37,804

)

Net written premiums

30,017

17,415

13,552

60,984

Net earned premiums

$

36,792

$

16,879

$

14,862

$

68,533

Net losses and LAE

(23,002

)

(8,051

)

(8,129

)

(39,182

)

Commission expenses

(8,227

)

(2,779

)

(1,774

)

(12,780

)

Other operating expenses

(8,233

)

(6,604

)

(5,100

)

(19,937

)

Other underwriting income (expense)

-

-

-

-

Underwriting profit (loss)

$

(2,670

)

$

(555

)

$

(141

)

$

(3,366

)

Losses and LAE ratio

62.5

%

47.7

%

54.7

%

57.2

%

Commission expense ratio

22.4

%

16.5

%

11.9

%

18.6

%

Other operating expense ratio (1)

22.4

%

39.1

%

34.4

%

29.1

%

Combined ratio

107.3

%

103.3

%

101.0

%

104.9

%

(1) - Includes Other operating expenses and Other underwriting income (expense).

Int'l Insurance

Nine Months Ended September 30, 2016

amounts in thousands

Marine

P&C

Professional

Liability

Total

% Change

Total

Gross written premiums

$

151,548

$

145,125

$

87,694

$

384,367

16.5

%

Ceded written premiums

(33,274

)

(57,025

)

(21,776

)

(112,075

)

(1.4

%)

Net written premiums

118,274

88,100

65,918

272,292

25.9

%

Net earned premiums

$

109,746

$

70,608

$

55,248

$

235,602

19.4

%

Net losses and LAE

(54,398

)

(49,174

)

(29,947

)

(133,519

)

31.9

%

Commission expenses

(26,124

)

(11,427

)

(9,973

)

(47,524

)

33.9

%

Other operating expenses

(24,794

)

(25,686

)

(14,517

)

(64,997

)

19.7

%

Other underwriting income (expense)

-

-

-

-

NM

Underwriting profit (loss)

$

4,430

$

(15,679

)

$

811

$

(10,438

)

NM

Losses and LAE ratio

49.6

%

69.6

%

54.2

%

56.7

%

Commission expense ratio

23.8

%

16.2

%

18.1

%

20.2

%

Other operating expense ratio (1)

22.6

%

36.4

%

26.2

%

27.5

%

Combined ratio

96.0

%

122.2

%

98.5

%

104.4

%

NM - Percentage change not meaningful

(1) - Includes Other operating expenses and Other underwriting income (expense).

33

Int'l Insurance

Nine Months Ended September 30, 2015

amounts in thousands

Marine

P&C

Professional

Liability

Total

Gross written premiums

$

149,844

$

112,014

$

68,147

$

330,005

Ceded written premiums

(30,933

)

(60,676

)

(22,072

)

(113,681

)

Net written premiums

118,911

51,338

46,075

216,324

Net earned premiums

$

114,716

$

43,112

$

39,416

$

197,244

Net losses and LAE

(63,945

)

(17,015

)

(20,276

)

(101,236

)

Commission expenses

(26,912

)

(3,961

)

(4,618

)

(35,491

)

Other operating expenses

(21,677

)

(18,754

)

(13,881

)

(54,312

)

Other underwriting income (expense)

-

-

-

-

Underwriting profit (loss)

$

2,182

$

3,382

$

641

$

6,205

Losses and LAE ratio

55.7

%

39.5

%

51.4

%

51.3

%

Commission expense ratio

23.5

%

9.2

%

11.7

%

18.0

%

Other operating expense ratio (1)

18.9

%

43.5

%

35.3

%

27.6

%

Combined ratio

98.1

%

92.2

%

98.4

%

96.9

%

(1) - Includes Other operating expenses and Other underwriting income (expense).

Gross Written Premiums

Gross written premiums increased $5.7 million for the three months ended September 30, 2016 compared to the same period in 2015, driven by growth in our Int'l Professional Liability operating segment and to a lesser extent our Int'l P&C operating segment. Our Int'l Professional Liability operating segment has increased by $7.6 million, primarily driven by increases in our E&O and D&O divisions including growth of $0.8 million from our European offices. Our Int'l P&C operating segment has increased by $0.6 million primarily driven by growth in our Property and our new Political Violence & Terror ("PV&T) products offset by a decline in our Energy & Engineering division. Our Int'l Marine operating segment decreased by $2.5 million due to decreases in our Marine Liability and Transport products partially offset by growth in our Hull and Cargo products.

Gross written premiums increased $54.4 million for the nine months ended September 30, 2016 compared to the same period in 2015, driven by growth in all of our Int'l Insurance reporting segments. Our Int'l P&C operating segment has increased by $33.1 million mainly due to continued growth in our Property and Excess Casualty divisions as well as our new PV&T product. Our Int'l Professional Liability operating segment has increased by $19.6 million mainly driven by increased premium from our D&O and E&O divisions. Our Int'l Marine operating segment increased by $1.7 million mainly driven by growth in our Cargo and Hull products and growth from new broker facilities business offset by a decrease in our Marine Liability and Protection and Indemnity ("P&I") products.

Average renewal premium rates for our Int'l Insurance reporting segment for the three and nine months ended September 30, 2016 decreased 3.1% and 3.9%, respectively. The decline for the three months was driven by decreases of 3.6%, 3.3% and 2.5% in our Int'l P&C, Int'l Professional Liability and Int'l Marine operating segments, respectively. The decline for the nine months is driven by decreases of 7.7%, 3.6% and 1.6% in our Int'l P&C, Int'l Professional Liability and Int'l Marine operating segments, respectively.

Ceded Written Premiums

Ceded written premiums decreased $2.6 million and $1.6 million for the three and nine months ended September 30, 2016 respectively, compared to the same periods in 2015. Our Ceded written premium decrease for the three months ended September 30, 2016 is primarily driven by our Int'l P&C operating segment, where we decreased cession percentages on our proportional reinsurance programs, compounded by the decrease in our Energy & Engineering division Gross written premium, which is subject to reinsurance and the increase in Gross written premiums from our Property and Excess Casualty divisions which attract lower levels of ceded reinsurance.  These impacts are partially offset by $2.0 million of additional ceded premium in our P&I product in our Int'l Marine operating segment.

Our Ceded written premium decrease for nine months ended September 30, 2016 is primarily driven by reductions in our proportional reinsurance programs, most notably in our Int'l P&C and our Int'l Professional Liability operating segments.  This impact is offset by $2.2 million of RRPs of which $1.8 million is from our Int'l P&C operating segment due to losses from the Alberta Wildfires as

34

compared to prior year, wh ich reflected a $2.0 million RRP reversal due to favorable development on prior year CAT event loss reserves.  

Net Earned Premiums

Net earned premiums increased $11.2 million and $38.4 million for the three and nine months ended September 30, 2016, respectively, compared to the same periods in 2015, driven by the continued growth in our Int'l Professional Liability operating segment, more specifically within our E&O and D&O divisions. Our Int'l P&C operating segment saw growth in our Property and Excess Casualty divisions and from our new PV&T product partially offset by the RRPs noted above. This growth has been offset by our Int'l Marine operating segment which experienced decreases in our Marine Liability and P&I products partially offset by an increase in our Cargo and Hull products.

Net Losses and LAE

The Net losses and LAE reserves as of September 30, 2016 and December 31, 2015 are as follows:

Int'l Insurance

As of  September 30, 2016

As of  December 31, 2015

amounts in thousands

Marine

P&C

Professional

Liability

Total

Marine

P&C

Professional

Liability

Total

Total %

Change

Case reserves

$

175,133

$

58,360

$

27,635

$

261,128

$

167,157

$

40,313

$

19,583

$

227,053

15.0

%

IBNR reserves

42,824

20,414

65,947

129,185

61,409

19,735

63,229

144,373

(10.5

%)

Total

$

217,957

$

78,774

$

93,582

$

390,313

$

228,566

$

60,048

$

82,812

$

371,426

5.1

%

The following tables present the impact of RRPs and reserve development on our Net losses and LAE ratio for three and nine months ended September 30, 2016 and 2015:

Int'l Insurance

Three Months Ended September 30, 2016

Three Months Ended September 30, 2015

Professional

Professional

Point

Marine

P&C

Liability

Total

Marine

P&C

Liability

Total

Change

Net losses and LAE ratio, reported

49.7

%

62.8

%

60.2

%

56.5

%

62.5

%

47.7

%

54.7

%

57.2

%

(0.7

)

RRPs

0.0

%

0.2

%

0.0

%

0.1

%

0.1

%

(0.0

%)

0.0

%

0.0

%

0.1

Additional net current AY reserve release/(development)

(24.1

%)

(9.6

%)

0.0

%

(13.6

%)

(19.0

%)

0.0

%

0.0

%

(10.2

%)

(3.4

)

Net prior AY reserve release/(strengthening)

23.2

%

(12.1

%)

(10.9

%)

3.6

%

9.6

%

(4.4

%)

0.0

%

4.1

%

(0.5

)

Net losses and LAE ratio, adjusted

48.8

%

41.3

%

49.3

%

46.6

%

53.2

%

43.3

%

54.7

%

51.1

%

(4.5

)

Int'l Insurance

Nine Months Ended September 30, 2016

Nine Months Ended September 30, 2015

Professional

Professional

Point

Marine

P&C

Liability

Total

Marine

P&C

Liability

Total

Change

Net losses and LAE ratio, reported

49.6

%

69.6

%

54.2

%

56.7

%

55.7

%

39.5

%

51.4

%

51.3

%

5.4

RRPs

(0.2

%)

(1.7

%)

0.0

%

(0.5

%)

0.9

%

0.3

%

0.0

%

0.5

%

(1.0

)

Additional net current AY reserve release/(development)

(9.1

%)

(21.4

%)

0.0

%

(10.7

%)

(8.4

%)

0.0

%

0.0

%

(4.9

%)

(5.8

)

Net prior AY reserve release/(strengthening)

10.5

%

(5.6

%)

(3.8

%)

2.3

%

5.3

%

3.7

%

2.1

%

4.3

%

(2.0

)

Net losses and LAE ratio, adjusted

50.8

%

40.9

%

50.4

%

47.8

%

53.5

%

43.5

%

53.5

%

51.2

%

(3.4

)

For the three months ended September 30, 2016, our Int'l Insurance reporting segment recorded $10.8 million of net current AY reserve strengthening driven by $8.4 million from our Int'l Marine operating segment of which $7.9 million relates to a satellite loss and to a lesser extent our Int'l P&C operating segment recorded $2.4 million driven by increased weather loss activity in our Property Division.  Our Int'l Insurance reporting segment recorded $2.9 million of net prior AY reserve releases, driven by $8.1 million from our Int'l Marine operating segment due to favorable loss emergence. This has been partially offset by our Int'l P&C operating segment which recorded $3.2 million of net prior AY strengthening due to $7.7 million due to increased weather loss activity in our Property Division offset by favorable loss emergence in our Offshore Energy product of $4.5 million. Our Int'l Professional Liability operating segment increased by $1.9 million for bad debt expense due to lower expectations of recoveries from a large reinsurer.

35

For the three months ended September 30, 2015, our Int'l Insurance reporting segment recorded $7.0 million of net current AY reserve strengthening from our Int'l Marine operating segment driven by our P&I product experiencing adverse loss development. In addition $2.8 million of net prior AY reserve releases were recorded, primarily driven by $3.5 million from our Int'l Marine operating segment due to favorable loss emergence partially offset by $0.7 million net prior AY reserve strengthening in our Int'l P&C operating segment.

For the nine months ended September 30, 2016, our Int'l Insurance reporting segment recorded $25.5 million of net current AY reserve development, mostly comprised of CAT losses of $10.4 million, comprised of the Taiwan Earthquake, Ecuador Earthquake and Alberta Wildfires as well as $15.1 million of net current AY strengthening driven by $7.9 million from our Cargo product relating to a satellite loss, $5.7 million from our Property Division relating to increased weather loss activity and $1.0 million from our Energy & Engineering division experiencing adverse loss emergence. Additionally our Int'l Insurance reporting segment experienced $5.4 million of net prior AY releases driven by $11.5 million of favorable loss emergence in our Int'l Marine operating segment. This was partially offset by our Int'l P&C operating segment experiencing strengthening of $10.1 million relating to the Property Division increased weather loss activity offset by $6.0 million of favorable loss emergence in our Offshore Energy product. Our Int'l Professional Liability operating segment increased by $1.9 million as a result of a bad debt expense due to lower expectations of recoveries from a large reinsurer. In addition, we were unfavorably impacted by $2.2 million of RRPs as noted above.

For the nine months ended September 30, 2015, our Int'l Insurance reporting segment recorded $8.4 million of net prior AY reserve releases including $6.0 million, $1.6 million and $0.8 million from our Int'l Marine, Int'l P&C and Int'l Professional Liability operating segments, respectively, as well as $2.0 million of favorable RRPs.  This was offset by $9.5 million of additional net current AY reserve development within our Int'l Marine operating segment due to large loss activity in our P&I product.

The changes in Net losses and LAE ratio, as adjusted, are primarily due to the mix of business earned driven by the repositioning of certain Hull and Cargo products in our Int'l Marine operating segment and certain E&O products within our Int'l Professional Liability operating segment.  

Commission Expenses

The Commission expense ratio for the three and nine months ended September 30, 2016 increased 0.6 points and 2.2 points, respectively, as compared to the same periods in 2015. This is mainly due to growth in Net earned premium in our Property division within our Int'l P&C operating segment which is not subject to ceded proportional reinsurance, resulting in a change in business mix for 2016. In addition, there is also less proportional reinsurance across all our Int'l operating segments and to a lesser extent lower ceded reinsurance profit commissions in certain products compared to the same periods in the prior year. Included in commission in our Int'l P&C operating segment is income of $1.7 million from an accrual release for reinsurance sliding scale commission based on final calculations for the reinsurance treaty year.

Other Operating Expenses

For the three and nine months ended September 30, 2016, Other operating expenses increased $0.2 million and $10.7 million, respectively, as compared to the same periods in 2015 due to continued investment in our underwriting teams and support staff, and increased Lloyd's charges, partially offset by favorable foreign exchange rates.

36

GlobalRe

The following tables summarize our Underwriting profit (loss) for our GlobalRe reporting segment for the three and nine months ended September 30, 2016 and 2015:

GlobalRe

Three Months Ended September 30,

amounts in thousands

2016

2015

% Change

Gross written premiums

$

35,799

$

36,491

(1.9

%)

Ceded written premiums

(1,376

)

(566

)

143.2

%

Net written premiums

34,423

35,925

(4.2

%)

Net earned premiums

$

42,527

$

43,140

(1.4

%)

Net losses and LAE

(21,430

)

(22,224

)

(3.6

%)

Commission expenses

(8,951

)

(7,705

)

16.2

%

Other operating expenses

(4,437

)

(3,714

)

19.5

%

Other underwriting income (expense)

122

395

(69.1

%)

Underwriting profit (loss)

$

7,831

$

9,892

(20.8

%)

Losses and LAE ratio

50.4

%

51.5

%

Commission expense ratio

21.0

%

17.9

%

Other operating expense ratio (1)

10.2

%

7.7

%

Combined ratio

81.6

%

77.1

%

(1) - Includes Other operating expenses and Other underwriting income (expense).

GlobalRe

Nine Months Ended September 30,

amounts in thousands

2016

2015

% Change

Gross written premiums

$

127,787

$

141,891

(9.9

%)

Ceded written premiums

(7,467

)

(5,806

)

28.6

%

Net written premiums

120,320

136,085

(11.6

%)

Net earned premiums

$

118,312

$

124,494

(5.0

%)

Net losses and LAE

(68,176

)

(70,387

)

(3.1

%)

Commission expenses

(24,188

)

(23,042

)

5.0

%

Other operating expenses

(14,175

)

(11,975

)

18.4

%

Other underwriting income (expense)

374

441

(15.2

%)

Underwriting profit (loss)

$

12,147

$

19,531

(37.8

%)

Losses and LAE ratio

57.6

%

56.5

%

Commission expense ratio

20.4

%

18.5

%

Other operating expense ratio (1)

11.7

%

9.3

%

Combined ratio

89.7

%

84.3

%

(1) - Includes Other operating expenses and Other underwriting income (expense).

Gross Written Premiums

Gross written premiums decreased $0.7 million for the three months ended September 30, 2016, compared to the same period in 2015, primarily due to the year over year effect of prior year favorable premium adjustments within our Accident & Health ("A&H") product, partially offset by current year new business within our Agriculture and P&C products.

Gross written premiums decreased $14.1 million for the nine months ended September 30, 2016 compared to the same period in 2015, primarily due to non-renewals within our A&H product, compounded by prior year favorable premium adjustments in our A&H product, partially offset by year over year written premium growth in our Agriculture, P&C and Property Treaty products.

37

Ceded Written Premiums

Ceded written premiums increased $0.8 million for the three months ended September 30, 2016, compared to the same period in 2015, primarily due to an additional Surety Excess of Loss ("XOL") contract written in the quarter compounded by higher XOL costs in our Marine and P&C products.  

Ceded written premiums increased $1.7 million for the nine months ended September 30, 2016, compared to the same period in 2015, primarily due to higher costs on the XOL renewals and the additional Surety XOL contract written.

Net Earned Premiums

Net earned premiums decreased $0.6 million for the three months ended September 30, 2016, compared to the same period in 2015, primarily due to the continued impact of the non-renewals within our A&H product, partially offset by year over year growth in our Agriculture, P&C and Property Treaty products.

Net earned premiums decreased $6.2 million for the nine months ended September 30, 2016, compared to the same period in 2015, primarily due to the continued impact of the non-renewals within our A&H product, compounded by prior year favorable premium adjustments within our A&H product partially offset by year over year growth in our Agriculture, P&C and Property Treaty products.

Net Losses and LAE

The Net losses and LAE reserves as of September 30, 2016 and December 31, 2015 are as follows:

GlobalRe

As of

amounts in thousands

September 30, 2016

December 31, 2015

% Change

Case reserves

$

47,448

$

32,160

47.5

%

IBNR reserves

64,992

76,616

(15.2

%)

Total

$

112,440

$

108,776

3.4

%

The following tables present the impact of RRPs and reserve development on our Net losses and LAE ratio for the three and nine months ended September 30, 2016 and 2015: 

GlobalRe

Three Months Ended September 30,

Point

2016

2015

Change

Net losses and LAE ratio, reported

50.4

%

51.5

%

(1.1

)

RRPs

0.5

%

0.3

%

0.2

Additional net current AY reserve release/(development)

(3.4

%)

(1.2

%)

(2.2

)

Net prior AY reserve release/(strengthening)

7.3

%

9.9

%

(2.6

)

Net losses and LAE ratio, adjusted

54.8

%

60.5

%

(5.7

)

GlobalRe

Nine Months Ended September 30,

Point

2016

2015

Change

Net losses and LAE ratio, reported

57.6

%

56.5

%

1.1

RRPs

0.4

%

0.3

%

0.1

Additional net current AY reserve release/(development)

(7.3

%)

(0.4

%)

(6.9

)

Net prior AY reserve release/(strengthening)

3.8

%

3.4

%

0.4

Net losses and LAE ratio, adjusted

54.5

%

59.8

%

(5.3

)

Our GlobalRe reporting segment recorded $4.1 million of prior AY reserve releases for the three months ended September 30, 2016, related to our A&H product, compounded by favorable impact of $0.4 million of RRPs, partially offset by $1.4 million of additional net current AY reserve development in our P&C product and $1.0 million of prior AY reserve development in our Marine product.

For the three months ended September 30, 2015, our GlobalRe reporting segment was favorably impacted by $4.3 million of net prior AY reserve releases, compounded by $0.2 million of net favorable RRPs, partially offset by $0.5 million of additional net current AY reserve development.  

38

Our GlobalRe reporting segment recorded $8.6 million of additional net current AY reserve development for the nine months ended September 30, 2016, comprised of CAT losses related to Alberta Wildfires, Ecuador Earthquake and t he Taiwan Earthquake, partially offset by $4.5 million of net prior AY reserve releases, primarily from our A&H product as mentioned above, compounded by $0.8 million of net favorable RRPs.

For the nine months ended September 30, 2015, our GlobalRe reporting segment was favorably impacted by $4.3 million of net prior AY reserve releases as mentioned above, compounded by $0.7 million of net favorable RRPs, partially offset by $0.5 million of additional net current AY reserve development, as mentioned above.

The changes in Net losses and LAE ratio, as adjusted, are primarily due to mix of business earned, driven by less Net earned premium within our A&H product, which attracted higher ultimate loss ratios.

Commission Expenses

For the three and nine months ended September 30, 2016, the commission expense ratio increased 3.1 points and 1.9 points, respectively, compared to the same periods in 2015, due to mix of business changes, particularly a decrease in our A&H and Professional Liability XOL products which carry a lower commission rate, coupled with our new Agriculture business from South America which carries a higher commission rate.

Other Operating Expenses

For the three and nine months ended September 30, 2016, Other operating expenses increased $0.7 million and $2.2 million   compared to the same periods in 2015.  The increase is primarily due to additional costs associated with expenses related to continued investment in our support staff.

Capital Resources and Liquidity

Capital Resources

Our capital resources consist of funds deployed or available to be deployed to support our business operations.  As of September 30, 2016 and December 31, 2015, our capital resources were as follows:

As of

amounts in thousands

September 30, 2016

December 31, 2015

Senior notes

$

263,690

$

263,580

Stockholders' equity

1,204,281

1,096,148

Total capitalization

$

1,467,971

$

1,359,728

Ratio of debt to total capitalization

18.0

%

19.4

%

We primarily rely upon dividends from our subsidiaries to meet our Parent Company's obligations.  Our Parent Company's cash obligations primarily consist of semi-annual (April and October) interest payments of $7.6 million on the Senior notes and any dividends declared by the Board of Directors. Going forward, the interest payments may be made from funds held at our Parent Company or dividends from our subsidiaries.

NIC may pay dividends to our Parent Company out of its statutory earned surplus pursuant to statutory restrictions imposed under the New York insurance law.  As of September 30, 2016, the maximum amount available for the payment of dividends by Navigators Insurance Company in 2016 without prior regulatory approval is $94.9 million.

Navigators Corporate Underwriters, Ltd., our wholly-owned corporate member at Lloyd's, may pay dividends to our Parent Company up to the extent of available profits that have been distributed from the Syndicate.  As of September 30, 2016, that amount was $1.8 million (£1.3 million).

Senior Notes and Credit Facility

On October 4, 2013, we completed a public debt offering for $265.0 million of 5.75% Senior notes and received net proceeds of $263.3 million. The effective interest rate related to the net proceeds received from the 5.75% Senior notes is approximately 5.86%.  Interest is payable on the 5.75% Senior notes each April 15 and October 15.

39

On Novemb er 6, 2014, NUAL entered into a credit facility for 8.0 million Australian Dollars with Barclays Bank PLC. Interest is payable under this facility at a rate of 2.0% per annum above a floating rate tied to the average mid-rate for Australian bills of exchan ge administered by the Australian Financial Markets Association. The facility may be cancelled by either party after providing written notice.  This credit facility contains customary covenants for facilities of this type, including a restriction on future encumbrances that are outside the ordinary course of business, and a requirement to maintain at least £75.0 million of Funds at Lloyd's. As of September 30, 2016, letters of credit with an aggregate face amount of 8.0 million Australian Dollars were outst anding under the credit facility, and our Company was in compliance with all covenants.

On November 24, 2014, we entered into a $175.0 million credit facility agreement with ING Bank N.V., London Branch, individually and as Administrative Agent and a syndicate of lenders, which is secured by all the common stock of NIC and requires us to maintain at least forty percent of the outstanding amounts under such facility as Funds at Lloyd's. In addition, in order to support the increased underwriting capacity of the Syndicate for the 2016 underwriting year ("UWY"), we entered into $25.0 million credit facility with ING Bank N.V., London Branch on November 20, 2015. Both of these facilities, as well as the November 6, 2014 facility, are used to fund underwriting obligations at Lloyd's for the 2016 UWY, as well as open prior UWYs.

The November 20, 2015 credit facility is a non-committed facility which has an applicable fee rate ranging from 0.85% to 1.20% per annum based upon our Company's S&P rating. For the November 24, 2014 credit facility, the applicable fee rate payable ranges from 0.95% to 1.60% per annum based on a tiered schedule that is based on our then-current financial strength ratings issued by S&P and A.M. Best and the amount of our own collateral utilized to fund our participation in the Syndicate.  The letters of credit issued under both of these facilities can be denominated in GBP and their aggregate face amount will fluctuate based on exchange rates.  If any letters of credit remain outstanding under these facilities after December 31, 2016, we would be required to post additional collateral to secure the remaining letters of credit.  As of September 30, 2016, letters of credit with an aggregate face amount of $20.0 million and $175.0 million were outstanding under the November 20, 2015 and November 24, 2014 credit facilities, respectively, and we had an aggregate of $3.4 million of cash collateral posted.

Each of the November 20, 2015 and November 24, 2014 credit facilities contains customary covenants for facilities of this type, including restrictions on indebtedness and liens, limitations on mergers, dividends and the sale of assets, and requirements as to maintaining certain consolidated tangible net worth, statutory surplus and other financial ratios. These credit facilities also provide for customary events of default, including failure to pay principal, interest or fees when due, failure to comply with covenants, any representation or warranty made by our Company being false in any material respect, default under certain other indebtedness, certain insolvency or receivership events affecting our Company and our subsidiaries, the occurrence of certain material judgments, or a change in control of our Company.  As of September 30, 2016, our Company was in compliance with all covenants.

Shelf Registration

We generally maintain the ability to issue certain classes of debt and equity securities via a universal shelf registration statement filed with the SEC, which is renewed every three years. The shelf registration provides us the means to access the debt and equity markets relatively quickly.  Our current shelf registration, which was filed on April 14, 2015 with the SEC, expires in 2018. This report is not an offer to sell or the solicitation of an offer to buy nor shall there be any sale of these securities in any state in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such state.

Consolidated Cash Flows

We believe that the cash flow generated by the operating activities of our subsidiaries will provide sufficient funds for us to meet our liquidity needs over the next twelve months.  Beyond the next twelve months, cash flow available to us may be influenced by a variety of factors, including general economic conditions and conditions in the insurance and reinsurance markets, as well as fluctuations from year to year in claims experience.

We believe that we have adequately managed our cash flow requirements related to reinsurance recoveries from their positive cash flows and the use of available short-term funds when applicable.  However, there can be no assurances that we will be able to continue to adequately manage such recoveries in the future or that collection disputes or reinsurer insolvencies will not arise that could materially increase the collection time lags or result in recoverable write-offs causing additional incurred losses and liquidity constraints to our Company.  The payment of gross claims and related collections from reinsurers with respect to large losses could significantly impact our liquidity needs.  However, in general, we expect to collect our paid reinsurance recoverables under the terms described above.  

Net cash provided by operating activities was $187.0 million for the nine months ended September 30, 2016 compared to $159.1 million for the same period in 2015.  The increase in cash flow from operations was due to increased premium collections which were partially offset by higher gross claim and operating expense payments as well as increased net reinsurance outflows, all resulting from

40

the profitable growth in our business. Additionally, estimated tax payments decreased from the prior year due to the utilization of 2015 federal tax overpayment against our 2016 tax liability.  

Net cash used in investing activities was $99.8 million for the nine months ended September 30, 2016 compared to $181.8 million for the comparable period in 2015.  The fluctuation in cash used in investing activities is predominately due to the capitalization of our U.K. based insurance company, NIIC, which remains in cash as of September 30, 2016.

Net cash used in financing activities was $0.8 million for the nine months ended September 30, 2016 compared with net cash provided by financing activities of $1.4 million for the same period in 2015. The fluctuation in cash used in financing activities is the result of instituting a quarterly cash dividend paid on our Company Common stock in the third quarter.

Investments

Our investment portfolio is invested primarily in publicly traded, investment grade, fixed income securities with an average credit quality of AA-/Aa3 as rated by S&P or Moody's Investors Service ("Moody's").  As of September 30, 2016, our portfolio had a duration of 3.9 years.  Management periodically projects cash flow of the investment portfolio and other sources in order to maintain the appropriate levels of liquidity in an effort to ensure our ability to satisfy claims.  As of September 30, 2016 and December 31, 2015, all Fixed maturities and Equity securities held by us were classified as available-for-sale.

The portfolio is externally managed by independent, professional investment managers and is broadly diversified across geographies, sectors, and issuers. The primary objectives are to maximize total investment return in the context of preserving the statutory surplus of the insurance companies and enhancing shareholder value.  As part of our overall investment strategy, we seek to build a tax efficient investment portfolio.  As of September 30, 2016, the tax-exempt portion of our Fixed maturities portfolio was 18.1%.  Additionally, substantially all of our equity portfolio is invested in tax efficient securities which qualify for the dividends received deduction.  The investments are subject to the oversight of the respective insurance companies' Boards of Directors and the Finance Committee of our Parent Company's Board of Directors.

We are a specialty insurance company and periods of moderate economic recession or inflation tend not to have a significant direct effect on underwriting operations.  They do, however, impact our investment portfolio.  A decrease in interest rates will tend to decrease our yield and have a positive effect on the fair value of our invested assets.  An increase in interest rates will tend to increase our yield and have a negative effect on the fair value of our invested assets.

The following table summarizes the composition of our investments at fair value:

Fair Value as of

amounts in thousands

September 30, 2016

December 31, 2015

% Change

Fixed maturities:

U.S. Treasury bonds, agency bonds and foreign

   government bonds

$

262,030

$

252,882

3.6

%

States, municipalities and political subdivisions

580,324

576,859

0.6

%

Mortgage-backed and asset-backed securities:

Agency mortgage-backed securities

526,069

379,269

38.7

%

Residential mortgage obligations

27,055

30,465

(11.2

%)

Asset-backed securities

288,636

225,012

28.3

%

Commercial mortgage-backed securities

165,405

189,713

(12.8

%)

Subtotal

$

1,007,165

$

824,459

22.2

%

Corporate bonds

810,898

760,010

6.7

%

Total fixed maturities

$

2,660,417

$

2,414,210

10.2

%

Equity securities

342,677

305,271

12.3

%

Other invested assets

2,021

-

NM

Short-term investments

134,273

217,745

(38.3

%)

Total investments

$

3,139,388

$

2,937,226

6.9

%

NM- Percentage change not meaningful

Invested assets increased from December 31, 2015 primarily due to positive cash flow from operations and to a lesser extent a decrease in Treasury rates and a rally in the equity markets which resulted in increased unrealized gains.  Operating cash flows were primarily directed to Asset-backed securities and Agency mortgage-backed securities as we look for market opportunities to further

41

deploy funds.  Corporate bonds and Equity securities benefitted from a rally in the treasury and equity markets which resulted in increased unrealized gains for these ass et classes.  The decrease in short term investments is offset by a corresponding increase in cash as we capitalized NIIC.

During the third quarter of 2016, our Company made investments in certain companies, which are reported as Other invested assets on the Consolidated Balance Sheet and accounted for using the equity method.  Our initial estimate of the net asset value of these investments is the transaction price.  We believe the net asset value to be a practical expedient for the fair value of these investments.

The following table sets forth the amount of our Fixed maturities as of September 30, 2016 by S&P credit rating or, if an S&P rating is not available, the equivalent Moody's rating. The total rating is the weighted average quality rating for the Fixed maturities portfolio as a whole.

As of  September 30, 2016

amounts in thousands

Rating

Fair Value

Amortized Cost

Rating description:

Extremely strong

AAA

$

444,844

$

438,769

Very strong

AA

1,163,974

1,127,812

Strong

A

677,851

663,927

Adequate

BBB

302,089

290,669

Speculative

BB & Below

71,659

69,873

Total

AA-

$

2,660,417

$

2,591,050

The following table sets forth the composition of the non-government guaranteed Fixed maturities categorized by asset class and generally equivalent S&P and Moody's ratings (not all securities in our portfolio are rated by both S&P and Moody's) as of September 30, 2016:

As of September 30, 2016

amounts in thousands

AAA

AA

A

BBB

BB and below

Fair Value

Amortized Cost

Municipal bonds

$

39,952

$

386,365

$

143,643

$

10,364

$

-

$

580,324

$

551,805

Agency residential mortgage-backed

-

526,069

-

-

-

526,069

514,396

Residential mortgage-backed

18,072

1,606

83

1,150

6,144

27,055

26,697

Asset-backed

159,272

24,868

90,023

14,473

-

288,636

287,591

Commercial mortgage-backed

121,255

30,274

13,876

-

-

165,405

159,436

Corporate bonds

10,559

60,803

397,919

276,102

65,515

810,898

788,805

Total

$

349,110

$

1,029,985

$

645,544

$

302,089

$

71,659

$

2,398,387

$

2,328,730

The following table sets forth our U.S. Treasury bonds, agency bonds and foreign government bonds, as well as our state, municipality and political subdivision bond holdings by type:

As of  September 30, 2016

amounts in thousands

Fair Value

Amortized Cost

U.S. Treasury bonds, agency bonds and foreign government

   bonds:

U.S. Treasury bonds

$

55,159

$

53,359

Agency bonds

76,416

75,016

Foreign government bonds

130,455

133,945

Total U.S. Treasury bonds, agency bonds and foreign

   government bonds

$

262,030

$

262,320

States, municipalities and political subdivisions:

General obligation

$

145,631

$

139,226

Prerefunded

24,413

23,447

Revenue

312,272

293,766

Taxable

98,008

95,366

Total States, municipalities and political subdivisions

$

580,324

$

551,805

42

We own $51.8 million of municipal securities which are credit enhanced by various financial guarantors. As of September 30, 2016, the average underlying credit rating for these securities is AA-.  

The following table sets forth our agency mortgage-backed securities ("AMBS") and residential mortgage-backed securities ("RMBS") issued by the Government National Mortgage Association ("GNMA"), Federal National Mortgage Association ("FNMA") and Federal Home Loan Mortgage Corporation ("FHLMC") and the quality category (prime, Alternative A-paper ("Alt-A") and subprime) for all other such investments as of September 30, 2016:

As of  September 30, 2016

amounts in thousands

Fair Value

Amortized Cost

AMBS:

GNMA

$

60,111

$

57,723

FNMA

332,181

325,659

FHLMC

133,777

131,014

Total agency mortgage-backed securities

$

526,069

$

514,396

RMBS:

Prime

$

7,811

$

7,541

Alt-A and subprime

1,172

1,140

Non-U.S. RMBS

18,072

18,016

Total residential mortgage-backed securities

$

27,055

$

26,697

We analyze our mortgage-backed securities by credit quality of the underlying collateral distinguishing between the securities issued by FNMA, FHLMC and GNMA, which are federal government sponsored entities, and non-agency backed securities broken out by prime, Alt-A and subprime collateral.  The securities issued by FNMA and FHLMC are the obligations of each respective entity.  The U.S. Department of the Treasury has agreed to provide support to FNMA and FHLMC under a Preferred Stock Purchase Agreement by committing to make quarterly payments to these enterprises, if needed, to maintain a zero net worth.

Prime collateral consists of mortgages or other collateral from the most creditworthy borrowers.  Alt-A collateral consists of mortgages or other collateral from borrowers, which have a risk potential greater than prime but less than subprime.  The subprime collateral consists of mortgages or other collateral from borrowers with low credit ratings.  Such prime, subprime and Alt-A categories are as defined by S&P.

Details of the collateral of our asset-backed securities portfolio as of September 30, 2016 are presented below:

As of September 30, 2016

amounts in thousands

Fair Value

Amortized Cost

Auto loans

$

38,710

$

38,402

Consumer loans

32,853

32,611

Credit cards

45,812

45,545

Collateralized loan obligations

96,098

96,302

Franchise

10,927

10,645

Time share

38,966

38,877

Miscellaneous

25,270

25,209

Total

$

288,636

$

287,591

We hold non-sovereign securities where the issuer is located in the Euro Area, an economic and monetary union of certain member states within the E.U. that have adopted the Euro as their common currency. As of September 30, 2016, the fair value of such securities was $94.4 million, with an amortized cost of $93.1 million, representing 3.1% of our total Fixed maturities and equity portfolio.  Our largest exposure is in the Netherlands with a total of $35.3 million.  We have no direct exposure to Greece, Portugal, Italy or Spain within the Euro Area as of September 30, 2016

43

The following table summarizes the gross unrealized investment losses as of September 30, 2016 by length of time where the fair value was less than 80% of amortized cost:

As of  September 30, 2016

Fixed

Equity

amounts in thousands

Maturities

Securities

Total

Less than twelve months

$

-

$

-

$

-

Longer than twelve months

1,792

-

1,792

Total

$

1,792

$

-

$

1,792

The longer than twelve months unrealized loss of $1.8 million is due to unfavorable foreign exchange movement in our Canadian portfolio.

Our Company had no credit related OTTI losses during the three months ended September 30, 2016. Our Company had one credit related OTTI loss of $0.2 million in the Fixed maturities portfolio for the nine months ended September 30, 2016.  Our Company had three credit related losses totaling $1.3 million and $1.7 million in the equity portfolio during the three and nine months ended September 30, 2015, respectively. The fair value of our investment portfolio may fluctuate significantly in response to various factors such as changes in interest rates, investment quality ratings, equity prices, foreign exchange rates and credit spreads.  We do not have the intent to sell nor is it more likely than not that we will have to sell Fixed maturities in unrealized loss positions that are not other-than-temporarily impaired before recovery. For structured securities, default probability and severity assumptions differ based on property type, vintage and the stress of the collateral.  We do not intend to sell any of these securities and it is more likely than not that we will not be required to sell these securities before the recovery of the amortized cost basis. For Equity securities, we also consider our intent to hold securities as part of the process of evaluating whether a decline in fair value represents an other-than-temporary decline in value. We may realize investment losses to the extent our liquidity needs require the disposition of Fixed maturity securities in unfavorable interest rate, liquidity or credit spread environments. Significant changes in the factors we consider when evaluating investments for impairment losses could result in a significant change in impairment losses reported in the Consolidated Financial Statements.

Critical Accounting Estimates

Our Company's Annual Report on Form 10-K for the year ended December 31, 2015 discloses our critical accounting estimates (refer to Item 7 – Management's Discussion and Analysis of Financial Condition and Results of Operations – Critical Accounting Estimates ).

We believe the items that require the most subjective and complex estimates involve the reporting of:

Reserves for losses and LAE (including losses that have occurred but were not reported to us by the financial reporting date);

Reinsurance recoverables, including a provision for uncollectible reinsurance;

Written and unearned premiums;

The recoverability of deferred tax assets;

The impairment of investment securities; and

Valuation of invested assets.

Item 3. Quantitative and Qualitative Disclosures about Market Risk

The following updates our disclosure regarding foreign currency exchange rate risk as previously stated in our Company's 2015 Annual Report on Form 10-K.

Foreign Currency Exchange Rate Risk

We are exposed to foreign currency exchange rate risk primarily related to foreign-denominated Cash, Cash equivalents and Marketable securities, Premiums receivable, Reinsurance recoverables on paid and unpaid losses and LAE as well as Reserves for losses and LAE. The principal currencies creating foreign currency exchange risk for our operations are the GBP and the Canadian dollar ("CAD").  We manage our foreign currency exchange rate risk primarily through asset-liability matching.

44

The following table shows foreign currency denominated net asset position in USD as of Se ptember 30, 2016 and December 31, 2015, and the expected dollar change in fair value that would occur if exchange rates changed 10% from exchange rates in effect at those times:

As of  September 30,

As of December 31, (1)

As of  September 30,

As of December 31, (1)

2016

2015

2016

2015

amounts in thousands

Value of Net Assets in USD

10% depreciation of all foreign currency exchange rates against the USD

GBP

$

26,223

$

(34,787

)

$

(2,622

)

$

3,479

CAD

(3,361

)

6,301

336

(630

)

Total (2)

$

22,862

$

(28,486

)

$

(2,286

)

$

2,849

(1)

Amounts reported as of December 31, 2015 have been reclassified to include only monetary net assets to conform with current period presentation.

(2)

Amount excludes additional currencies where the value of net assets in USD is less than 1 % of total net assets of our Company

Item 4. Controls and Procedures

(a)

Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, have evaluated the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the "Exchange Act")), as of the end of the period covered by this Quarterly Report.  Based on such evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that as of the end of such period our Company's disclosure controls and procedures are effective in identifying, on a timely basis, material information required to be disclosed in our reports filed or submitted under the Exchange Act.

(b)

There have been no changes during our third fiscal quarter in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our Company's internal control over financial reporting.

(c)

In designing and evaluating the disclosure controls and procedures and internal control over financial reporting, management recognizes that any controls and procedures, no matter how well designed and operated, can provide only reasonable assurance of achieving the desired control objectives. In addition, the design of disclosure controls and procedures and internal control over financial reporting must reflect the fact that management is required to apply judgment in evaluating the benefits of possible controls and procedures relative to their costs.

45

PART II - OTHE R INFORMATION

Item 1. Legal Proceedings

In the ordinary course of conducting business, our Company's subsidiaries are involved in various legal proceedings, either indirectly as insurers for parties to the proceedings or directly as defendants.  Most of these proceedings consist of claims litigation involving our Company's subsidiaries as either: (a) liability insurers defending or providing indemnity for third party claims brought against insureds or (b) insurers defending first party coverage claims brought against them.  Our Company accounts for such activity through the establishment of unpaid losses and LAE reserves.  Our Company's management believes that the ultimate liability, if any, with respect to such ordinary-course claims litigation, after consideration of provisions made for potential losses and cost of defense, will not be material to our Company's Consolidated Balance Sheets, Consolidated Statements of Income or Consolidated Statements of Cash Flows.

Our Company's subsidiaries are also from time to time involved with other legal actions, some of which assert claims for substantial amounts.  These actions include claims asserting extra contractual obligations, such as claims involving allegations of bad faith in the handling of claims or the underwriting of policies.  In general, our Company believes it has valid defenses to these cases. Our Company's management expects that the ultimate liability, if any, with respect to future extra-contractual matters will not be material to our Consolidated Balance Sheets, Consolidated Statements of Income or Consolidated Statements of Cash Flows.  Nonetheless, given the large or indeterminate amounts sought in certain of these matters, and the inherent unpredictability of litigation, an adverse outcome in such matters could, from time to time, have a material adverse outcome on our Company's Consolidated Statements of Income or Consolidated Statements of Cash Flows in a particular fiscal quarter or year.

Item 1A. Risk Factors

There have been no material changes from the risk factors as previously disclosed in our Company's 2015 Annual Report on Form 10-K, except for the addition of a risk factor relating to the U.K. referendum vote to leave the E.U. and the addition of a risk factor relating to the payment of dividends.

The withdrawal of the U.K. from the E.U. could have a material adverse effect on our business, business opportunities, results of operations, financial condition and cash flows.  

Although the Brexit referendum is non-binding, assuming the U.K. government triggers the relevant withdrawal provision of the E.U. Treaty by the end of 2016, it is expected that formal negotiations on the terms of the U.K.'s withdrawal from the E.U. will commence shortly thereafter. Our international operations are based in the U.K., and we have offices in the E.U. The effects of the withdrawal by the U.K. from the E.U. on our operations in the U.K. and E.U., and more particularly on our operations conducted at Lloyd's, will depend on any agreements the U.K. or Lloyd's makes to retain access to E.U. markets either during a transitional period or more permanently. However, a withdrawal could, among other outcomes, cause significant volatility in global stock markets, currency exchange rate fluctuations and asset valuations, and disrupt the U.K. market and the E.U. markets in which we serve and operate, by increasing restrictions on the trade and free movement of goods, services and people between the U.K. and the E.U.  In addition, any withdrawal could lead to legal uncertainty and potentially divergent national laws and regulations as the U.K. determines which E.U. laws to replace or replicate. The consequences of a withdrawal in the long term are unknown and not quantifiable at this time, but we do not believe that the withdrawal of the U.K. from the E.U. will have a material impact on our results of operations or financial condition in the short term. However, given the lack of comparable precedent, any of these effects of a withdrawal, among others, could materially adversely affect our business, business opportunities, results of operations, financial condition and cash flows.

The payment of dividends is at the discretion of our Board of Directors, and the reduction or elimination of dividends could cause a decline in the price of our Common stock.

We are not obligated to pay dividends on our Common stock. Any determinations by the Board of Directors to declare and pay cash dividends on our Company's Common stock will be based primarily upon our Company's financial condition, results of operations, business requirements, regulatory and legal constraints and any other factors the Board of Directors deems relevant. Several of these factors will be subject to general economic, financial, competitive, legislative, regulatory factors beyond our Company's control, and any reduction or elimination of dividends could cause our Company's stock price to decline.

Item 2. Unregistered Sales of Equity Securities and Use of Proceeds

None

46

Item 3. Defaults Up on Senior Securities

None

Item 4. Mine Safety Disclosures

Not applicable

Item 5. Other Information

None

47

Item 6. Exhibits

Exhibit No.

Description of Exhibit

11-1

Computation of Per Share Earnings

*

31-1

Certification of CEO per Section 302 of the Sarbanes-Oxley Act

*

31-2

Certification of CFO per Section 302 of the Sarbanes-Oxley Act

*

32-1

Certification of CEO per Section 906 of the Sarbanes-Oxley Act (This exhibit is intended to be furnished in accordance with Regulation S-K item 601(b)(32)(ii) and shall not be deemed to be filed for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference into any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference).

*

32-2

Certification of CFO per Section 906 of the Sarbanes-Oxley Act (This exhibit is intended to be furnished in accordance with Regulation S-K item 601(b)(32)(ii) and shall not be deemed to be filed for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference into any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference).

*

101.INS

XBRL Instance Document

*

101.SCH

XBRL Taxonomy Extension Scheme

*

101.CAL

XBRL Taxonomy Extension Calculation Database

*

101.LAB

XBRL Taxonomy Extension Label Linkbase

*

101.PRE

XBRL Taxonomy Extension Presentation Linkbase

*

101.DEF

XBRL Taxonomy Extension Definition Linkbase      

*

*

Included herein

48

Signat ures

Pursuant to the requirements of the Securities Exchange Act of 1934, the Company has duly caused this report to be signed on its behalf by the undersigned, thereunto duly authorized.

The Navigators Group, Inc.

           (Company)

Dated:  November 4, 2016

By: 

/s/ Ciro M. DeFalco

Ciro M. DeFalco

Senior Vice President and Chief Financial Officer

49

Index to Exhibits

Exhibit No.

Description of Exhibit

11-1

Computation of Per Share Earnings

*

31-1

Certification of CEO per Section 302 of the Sarbanes-Oxley Act

*

31-2

Certification of CFO per Section 302 of the Sarbanes-Oxley Act

*

32-1

Certification of CEO per Section 906 of the Sarbanes-Oxley Act (This exhibit is intended to be furnished in accordance with Regulation S-K item 601(b)(32)(ii) and shall not be deemed to be filed for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference into any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference).

*

32-2

Certification of CFO per Section 906 of the Sarbanes-Oxley Act (This exhibit is intended to be furnished in accordance with Regulation S-K item 601(b)(32)(ii) and shall not be deemed to be filed for purposes of section 18 of the Securities Exchange Act of 1934, as amended, or incorporated by reference into any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference).

*

101.INS

XBRL Instance Document

*

101.SCH

XBRL Taxonomy Extension Scheme

*

101.CAL

XBRL Taxonomy Extension Calculation Database

*

101.LAB

XBRL Taxonomy Extension Label Linkbase

*

101.PRE

XBRL Taxonomy Extension Presentation Linkbase

*

101.DEF

XBRL Taxonomy Extension Definition Linkbase      

*

*

Included herein

50