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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549



Form 10-Q

ý QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended June 30, 2019

2020

OR

o TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 001-38731



SIRIUS INTERNATIONAL INSURANCE GROUP, LTD.
(Exact name of registrant as specified in its charter)

Bermuda
(State or other jurisdiction of incorporation or organization)

98-0529995
(I.R.S. Employer Identification No.)

14 Wesley Street, Hamilton HM 11, Bermuda
(Address of principal executive offices)

(441) 278-3140
(Registrant's telephone number, including area code)



Securities registered pursuant to Section 12(b) of the Act:

Title of each classTrading symbolName of each exchange on which registered
Common shares, par value $0.01 per share SG Nasdaq Global Select Market

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 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 ýNo o

Indicate by check mark whether the registrant has submitted electronically every Interactive Data File required to be submitted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit such files). Yes ýNo o

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of "large accelerated filer," "accelerated filer," "smaller reporting company," and "emerging growth company" in Rule 12b-2 of the Exchange Act.

Large accelerated filer o  Accelerated filer o  Non-accelerated filer ý  Smaller reporting company ý  Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o

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

At July 31, 2019,2020, there were 115,296,918115,299,341 Common Shares, $0.01 par value per share, of the registrant outstanding.


Table of Contents

SIRIUS INTERNATIONAL INSURANCE GROUP, LTD.

INDEX TO FORM 10-Q


SIRIUS INTERNATIONAL INSURANCE GROUP, LTD.
INDEX TO FORM 10-Q


Page

Part I

Financial Information

  1Page

 

Cautionary Note Regarding Forward-Looking Statements

Item 1.

Unaudited Consolidated Financial Statements

 

Consolidated Balance Sheets at June 30, 20192020 and December 31, 2018

2019
 

Consolidated StatementsStatement of Income for the three and six months ended June 30, 20192020 and 2018

2019
 

Consolidated Statements of Comprehensive Income for the three and six months ended June 30, 20192020 and 2018

2019
 

Consolidated Statements of Shareholders' Equity for the three and six months ended June 30, 20192020 and 2018

2019
 

Consolidated Statements of Cash Flows for the three and six months ended June 30, 20192020 and 2018

2019
 

Notes to Consolidated Financial Statements

Item 2.

Management's Discussion and Analysis of Financial Condition and Results of Operations

Item 3.

Quantitative and Qualitative Disclosures About Market Risk

Item 4.

Controls and Procedures

Part II

Other Information

Item 1.

Legal Proceedings

Item 1A.

Risk Factors

Item 2.

Unregistered Sales of Equity Securities and Use of Proceeds

Item 3.

Defaults Upon Senior Securities

Item 4.

Mine Safety Disclosures

 

Item 5.

Other Information

92

Item 6.

Exhibits

93

Signatures

94

Table of Contents


PART I. FINANCIAL INFORMATION

Cautionary Note Regarding Forward-Looking Statements

This Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934, including statements about the future financial condition, results of operations and operating activities of Sirius International Insurance Group, Ltd. (the "Company" and, together with its subsidiaries, "Sirius Group")., including impacts of the COVID-19 pandemic on its business, operations and loss reserve estimates. Forward-looking statements are typically identified by words such as "plan," "believe," "expect," "anticipate," "intend," "outlook," "estimate," "forecast," "project," "target," "continue," "could," "may," "might," "will," "possible," "potential," "predict," "should," "would," "seeks," "likely" and other similar words and expressions, but the absence of these words does not mean that a statement is not forward-looking. The forward-looking statements are based on the current expectations of the management of the Company and speak only as of the date of this Quarterly Report on Form 10-Q. There can be no assurance that future developments will be those that have been anticipated. These forward-looking statements involve a number of risks, uncertainties or other assumptions that may cause actual results or performance to be materially different from those expressed or implied by these forward-looking statements. These risks and uncertainties include, but are not limited to, the following:

the continued impact of the COVID-19 pandemic on Sirius Group’s business, operations and loss reserve estimates;
the effect of judicial, legislative and regulatory actions to address and contain the impact of COVID-19;
theuncertainty as to the estimate of ultimate industry loss claims;
the general economic conditions and market conditions in the markets in which Sirius Group operates;
Sirius Group's exposure to unpredictable catastrophic and casualty events and unexpected accumulations of attritional losses;

increased competition from existing insurers and reinsurers and from alternative capital providers, such as insurance-linked funds and collateralized special purpose insurers;

decreased demand for Sirius Group's insurance or reinsurance products, consolidation and cyclical changes in the insurance and reinsurance industry;

the inherent uncertainty of estimating loss and loss adjustment expenses reserves, including asbestos and environmental reserves, and the possibility that such reserves may be inadequate to cover Sirius Group's ultimate liability for losses;

a decline in the Company'sor withdrawal of Sirius Group's operating subsidiaries' ratings with rating agencies;

the exposure of Sirius Group's investments to interest rate, credit, equity risks and market volatility, which may limit Sirius Group's net income and may affect the adequacy of its capital and liquidity;

losses related to cyber-attacks on Sirius Group's information technology systems;
the impact of various risks associated with transacting business in foreign countries, including foreign currency exchange-rate risk and political risks on investments in, and revenues from, Sirius Group's operations outside the U.S.;

the possibility that Sirius Group may become subject to additional onerous governmental or regulatory requirements or fail to comply with applicable regulatory and solvency requirements;

Sirius Group's significant deferred tax assets may become materially impaired as a result of insufficient taxable income or a reduction in applicable corporate tax rates or other change in applicable tax law;

a decrease in the fair value of Global A&H and/or Sirius Group's intangible assets may result in future impairments;

CMIG International Holding Pte. Ltd.'s status as a controlling shareholder;

the limited liquidity and trading of the Company's securities;


China Minsheng Investment Group Corp., Ltd ("CMIG") and CMIG International Holding Pte. Ltd.'s status as indirect and direct majority shareholders, including their affiliates' liquidity issues, and actions taken by CMIG, CMIG International Holding Pte. Ltd. or any other parties in interest in connection with such liquidity issues including ownership changes;
Sirius Group's status as a publicly traded company, foreign private issuer and controlled company;
the consequences of the written resolution of Sirius Group's majority shareholder which may prohibit the Board of Sirius Group from issuing any form of equity without shareholder approval;
the impact of lawsuits initiated by minority shareholders, including lawsuits claiming that they are being unfairly oppressed by Sirius Group’s majority shareholder or lawsuits claiming a right of redemption of the Series B preference shares;
the satisfaction or waiver of the conditions precedent to the consummation of the proposed transactions described in an Agreement and

Table Plan of Contents

Merger entered into by and among the Company, Third Point Reinsurance Ltd.("TPRE") and Yoga Merger Sub Limited dated August 6, 2020 and the terms and conditions included in a statutory merger agreement (collectively, the "Transactions"), including, without limitation, the receipt of shareholder and regulatory approvals (including approvals, authorizations and clearance by antitrust authorities and insurance regulators necessary to complete such proposed merger transaction) on the terms desired or anticipated (and the risk that such approvals may result in the imposition of conditions that could adversely affect the combined company or the expected benefits of such proposed merger transaction);
unanticipated difficulties or expenditures relating to such proposed Transactions;
risks relating to the value of the shares of TPRE to be issued in such proposed Transactions;
unanticipated negative reactions of rating agencies in response to such proposed Transactions;
disruptions of the Company’s and TPRE’s current plans, operations and relationships with third persons caused by the announcement and pendency of such proposed Transactions, including, without limitation, the ability of the combined company to hire and retain any personnel;
legal proceedings that may be instituted against the Company and TPRE following announcement of such proposed Transactions; and
other risks identified elsewhere in this Quarterly Report on Form 10-Q, the Company's Annual Report on Form 10-K for the year ended December 31, 20182019 and in the Company's other filings with the U.S. Securities and Exchange Commission.

Should one or more of these risks or uncertainties materialize, or should any of the assumptions made by the management of the Company prove incorrect, actual results may vary in material respects from those projected in these forward-looking statements. Except to the extent required by applicable law or regulation, Sirius Group undertakes no obligation to update these forward-looking statements to reflect events or circumstances after the date of this Quarterly Report on Form 10-Q.


Table of Contents

ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS


Sirius International Insurance Group, Ltd.
Consolidated Balance Sheets
As at June 30, 20192020 and December 31, 2018
2019

(Expressed in millions of U.S. dollars, except share information)

 June 30, 2019 December 31, 2018
 June 30, 2020December 31, 2019

 Unaudited
  
 Unaudited 

Assets

      
 

Fixed maturity investments, trading, at fair value (Amortized cost 2019: $1,774.2; 2018: $1,952.9)

 $1,815.7 $1,949.2 

Short-term investments, at fair value (Amortized cost 2019: $881.3; 2018: $716.1)

 882.9 715.5 

Equity securities, trading, at fair value (Cost 2019: $376.2; 2018: $409.4)

 387.8 380.0 

Other long-term investments, at fair value (Cost 2019: $349.9; 2018: $337.6)

 379.9 365.0 
Fixed maturity investments, trading, at fair value (Amortized cost 2020: $1,877.7; 2019: $1,656.6)$1,904.7
$1,681.0
Short-term investments, at fair value (Amortized cost 2020: $1,044.5; 2019: $1,090.8)1,038.8
1,085.2
Equity securities, trading, at fair value (Cost 2020: $178.1; 2019: $379.2)149.9
405.2
Other long-term investments, at fair value (Cost 2020: $324.7; 2019: $315.4)368.1
346.8

Cash

 116.8 119.4 186.7
136.3

Restricted cash

 13.7 12.8 18.0
14.3

Total investments and cash

 3,596.8 3,541.9 3,666.2
3,668.8

Accrued investment income

 13.3 14.1 11.0
11.2

Insurance and reinsurance premiums receivable

 861.3 630.6 871.7
730.1

Reinsurance recoverable on unpaid losses

 357.4 350.2 442.2
410.3

Reinsurance recoverable on paid losses

 69.8 55.0 106.1
73.9

Funds held by ceding companies

 237.6 186.8 254.7
293.9

Ceded unearned insurance and reinsurance premiums

 188.1 159.8 201.9
162.0

Deferred acquisition costs

 158.8 141.6 159.1
148.2

Deferred tax asset

 174.4 202.5 179.7
166.7

Accounts receivable on unsettled investment sales

 2.0 5.0 34.4
6.7

Goodwill

 400.6 400.6 400.8
400.8

Intangible assets

 187.7 195.6 171.9
179.8

Other assets

 171.4 124.0 153.8
161.4
Assets held for sale10.5

Total assets

 $6,419.2 $6,007.7 $6,664.0
$6,413.8

Liabilities

      

Loss and loss adjustment expense reserves

 $2,023.3 $2,016.7 $2,515.1
$2,331.5

Unearned insurance and reinsurance premiums

 879.5 647.2 874.5
708.0

Ceded reinsurance payable

 256.9 206.9 314.9
244.7

Funds held under reinsurance treaties

 126.6 110.6 145.3
169.1

Deferred tax liability

 229.7 237.4 207.9
205.9

Debt

 685.9 696.8 684.9
685.2

Accounts payable on unsettled investment purchases

 2.6 3.2 11.3
2.3

Other liabilities

 186.3 150.5 181.7
201.3

Total liabilities

 4,390.8 4,069.3 4,935.6
4,548.0

Commitments and contingencies (see Note 18)

     
Commitments and contingencies (see Note 19)



Mezzanine equity

      

Series B preference shares

 241.3 232.2 206.2
223.0

Common shareholders' equity

       

Common shares (shares issued and outstanding, 2019: 115,296,918; 2018: 115,151,251)

 1.2 1.2 
Common shares (shares issued and outstanding, 2020 & 2019: 115,299,341)
1.2
1.2

Additional paid-in surplus

 1,093.5 1,089.1 1,102.4
1,098.2

Retained earnings

 918.5 816.6 660.0
778.5

Accumulated other comprehensive (loss)

 (229.1) (202.4)(243.9)(237.5)

Total common shareholders' equity

 1,784.1 1,704.5 1,519.7
1,640.4

Non-controlling interests

 3.0 1.7 2.5
2.4

Total equity

 1,787.1 1,706.2 1,522.2
1,642.8

Total liabilities, mezzanine equity, and equity

 $6,419.2 $6,007.7 $6,664.0
$6,413.8

See Notes to Consolidated Financial Statements


Table of Contents


Sirius International Insurance Group, Ltd.
Consolidated Statements of (Loss) Income
For the three months and six months ended June 30, 20192020 and 2018
2019
Unaudited

 Three months ended June 30, Six months ended June 30, Three months ended June 30,Six months ended June 30,

(Expressed in millions of U.S. dollars, except share and per share information)

 

2019

 

2018

 

2019

 

2018

 2020201920202019

Revenues

             

Net earned insurance and reinsurance premiums

 $370.7 $308.9 $682.6 $593.4 $369.8
$370.7
$804.5
$682.6

Net investment income

 24.4 19.2 44.5 30.0 14.8
24.4
28.3
44.5

Net realized investment gains

 15.6 7.8 24.6 4.1 7.1
15.6
27.4
24.6

Net unrealized investment gains

 15.5 24.7 89.5 40.7 
Net unrealized investment gains (losses)8.7
15.5
(35.1)89.5

Net foreign exchange (losses) gains

 (0.6) 25.6 4.5 22.1 (16.1)(0.6)2.4
4.5

Other revenue

 15.4 55.6 35.0 79.0 10.2
15.4
14.5
35.0

Total revenues

 441.0 441.8 880.7 769.3 394.5
441.0
842.0
880.7

Expenses

          

 

Loss and loss adjustment expenses

 278.0 151.4 461.9 292.4 240.3
278.0
667.4
461.9

Insurance and reinsurance acquisition expenses

 77.0 66.8 140.3 129.8 78.1
77.0
152.8
140.3

Other underwriting expenses

 35.5 38.2 70.8 81.4 36.3
35.5
74.3
70.8

General and administrative expenses

 28.2 24.2 52.6 38.5 23.9
28.2
56.0
52.6

Intangible asset amortization expenses

 4.0 4.0 7.9 7.9 4.0
4.0
7.9
7.9

Interest expense on debt

 8.0 7.8 15.6 15.5 7.9
8.0
15.7
15.6

Total expenses

 430.7 292.4 749.1 565.5 390.5
430.7
974.1
749.1

Pre-tax income

 10.3 149.4 131.6 203.8 

Income tax expense

 (2.1) (51.2) (19.3) (62.3)

Net income

 8.2 98.2 112.3 141.5 

Income attributable to non-controlling interests

 (0.8) (0.4) (1.2) (0.6)

Income attributable to Sirius Group

 7.4 97.8 111.1 140.9 
Pre-tax income (loss)4.0
10.3
(132.1)131.6
Income tax (expense) benefit(11.2)(2.1)3.6
(19.3)
Net (loss) income(7.2)8.2
(128.5)112.3
Loss (income) attributable to non-controlling interests0.2
(0.8)
(1.2)
(Loss) income attributable to Sirius Group(7.0)7.4
(128.5)111.1

Change in carrying value of Series B preference shares

 (0.8) - (9.2) - (6.6)(0.8)16.8
(9.2)

Accrued dividends on Series A redeemable preference shares

 - - - (2.6)

Net income attributable to Sirius Group's common shareholders

 $6.6 $97.8 $101.9 $138.3 

Net income per common share and common share equivalent

 
 
 
 
 
 
 
 
 
Net (loss) income attributable to Sirius Group's common shareholders$(13.6)$6.6
$(111.7)$101.9
Net (loss) income per common share and common share equivalent 

Basic earnings per common share and common share equivalent

 $0.05 $0.78 $0.80 $1.11 $(0.12)$0.05
$(0.97)$0.80

Diluted earnings per common share and common share equivalent

 $0.05 $0.78 $0.80 $1.11 $(0.12)$0.05
$(1.01)$0.80

Weighted average number of common shares and common share equivalents outstanding:

          

Basic weighted average number of common shares and common share equivalents outstanding

 115,243,685 120,000,000 115,212,772 120,000,000 115,278,176
115,243,685
115,269,720
115,212,772

Diluted weighted average number of common shares and common share equivalents outstanding

 115,796,367 120,000,000 127,542,402 120,000,000 115,278,176
115,796,367
127,171,390
127,542,402

See Notes to Consolidated Financial Statements


Table of Contents


Sirius International Insurance Group, Ltd.
Consolidated Statements of Comprehensive (Loss) Income
For the three months and six months ended June 30, 20192020 and 2018
2019
Unaudited

  Three months ended
June 30,
  Six months ended
June 30,
 

(Expressed in millions of U.S. dollars)

  

2019

  

2018

  

2019

  

2018

 

Comprehensive income

             

Net income

 $8.2 $98.2 $112.3 $141.5 

Other comprehensive income (loss)

             

Change in foreign currency translation, net of tax

  1.1  (48.5) (26.7) (61.9)

Total other comprehensive income (loss)

  1.1  (48.5) (26.7) (61.9)

Comprehensive income

  9.3  49.7  85.6  79.6 

Net (income) attributable to non-controlling interests

  (0.8) (0.4) (1.2) (0.6)

Comprehensive income attributable to Sirius Group

 $8.5 $49.3 $84.4 $79.0 
 Three months ended June 30,Six months ended June 30,
(Expressed in millions of U.S. dollars)2020201920202019
Comprehensive (loss) income 
 
 
 
Net (loss) income$(7.2)$8.2
$(128.5)$112.3
Other comprehensive income (loss)    
Change in foreign currency translation, net of tax57.0
1.1
(6.4)(26.7)
Total other comprehensive income (loss)57.0
1.1
(6.4)(26.7)
Comprehensive income (loss)49.8
9.3
(134.9)85.6
Net loss (income) attributable to non-controlling interests0.2
(0.8)
(1.2)
Comprehensive income (loss) attributable to Sirius Group$50.0
$8.5
$(134.9)$84.4

See Notes to Consolidated Financial Statements


Table of Contents


Sirius International Insurance Group, Ltd.
Consolidated Statements of Shareholders' Equity
For the three and six months ended June 30, 2020 and 2019
Unaudited
 Three months ended June 30,Six months ended June 30,
(Expressed in millions of U.S. dollars)2020201920202019
Common shares    
Balance at beginning and end of period$1.2
$1.2
$1.2
$1.2
Additional paid-in surplus    
Balance at beginning of period1,100.1
1,090.2
1,098.2
1,089.1
Share-based compensation2.3
3.3
4.2
4.5
Other, net


(0.1)
Balance at end of period1,102.4
1,093.5
1,102.4
1,093.5
Retained earnings    
Balance at beginning of period673.7
911.8
778.5
816.6
Cumulative effect of an accounting change

(6.8)
Balance at beginning of period, as adjusted673.7
911.8
771.7
816.6
Net (loss) income(7.2)8.2
(128.5)112.3
Loss (income) attributable to non-controlling interests0.2
(0.8)
(1.2)
Change in carrying value of Series B preference shares(6.6)(0.8)16.8
(9.2)
Other, net(0.1)0.1


Balance at end of period660.0
918.5
660.0
918.5
Accumulated other comprehensive (loss)    
Balance at beginning of period(300.9)(230.2)(237.5)(202.4)
Accumulated net foreign currency translation (losses)    
Balance at beginning of period(300.9)(230.2)(237.5)(202.4)
Net change in foreign currency translation57.0
1.1
(6.4)(26.7)
Balance at the end of period(243.9)(229.1)(243.9)(229.1)
Balance at the end of period(243.9)(229.1)(243.9)(229.1)
Total common shareholders' equity$1,519.7
$1,784.1
$1,519.7
$1,784.1
Non-controlling interests2.5
3.0
2.5
3.0
Total equity$1,522.2
$1,787.1
$1,522.2
$1,787.1
See Notes to Consolidated Financial Statements

Sirius International Insurance Group, Ltd.
Consolidated Statements of Cash Flows
For the six months ended June 30, 20192020 and 2018
2019
Unaudited

   Three months ended
June 30,
  Six months ended
June 30,
 
(Expressed in millions of U.S. dollars)  2019  2018  2019  2018
 
Common shares             
Balance at beginning and end of period $1.2 $1.2 $1.2 $1.2 
Additional paid-in surplus             
Balance at beginning of period  1,090.2  1,197.9  1,089.1  1,197.9 

Share-based compensation

  3.3  -  4.5  - 

Capital contribution from former parent

  -  1.4  -  1.4 

Other, net

  -  -  (0.1) - 
Balance at end of period  1,093.5 ��1,199.3  1,093.5  1,199.3 
Retained earnings             
Balance at beginning of period  911.8  900.4  816.6  858.4 

Cumulative effect of an accounting change

  -  -  -  1.6 
Balance at beginning of period, as adjusted  911.8  900.4  816.6  860.0 

Net income

  8.2  98.2  112.3  141.5 

Income attributable to non-controlling interests

  (0.8) (0.4) (1.2) (0.6)

Change in carrying value of Series B preference shares

  (0.8) -  (9.2) - 

Accrued dividends on Series A redeemable preference shares

  -  -  -  (2.6)

Other, net

  0.1  -  -  (0.1)
Balance at end of period  918.5  998.2  918.5  998.2 
Accumulated other comprehensive (loss)             
Balance at beginning of period  (230.2) (153.9) (202.4) (140.5)

Accumulated net foreign currency translation (losses)

             

Balance at beginning of period

  (230.2) (153.9) (202.4) (140.5)

Net change in foreign currency translation

  1.1  (48.5) (26.7) (61.9)

Balance at the end of period

  (229.1) (202.4) (229.1) (202.4)
Balance at the end of period  (229.1) (202.4) (229.1) (202.4)
Total common shareholders' equity $1,784.1 $1,996.3 $1,784.1 $1,996.3 
Non-controlling interests  3.0  1.0  3.0  1.0 
Total equity $1,787.1 $1,997.3 $1,787.1 $1,997.3 
 Six months ended June 30,
(Expressed in millions of U.S. dollars)20202019
Cash flows from operations: 
 
Net (loss) income$(128.5)$112.3
Adjustments to reconcile net income to net cash provided from operations:  
Net realized and unrealized investment losses (gains)7.7
(114.1)
Amortization of premium on fixed maturity investments2.0
(3.2)
Amortization of intangible assets7.9
7.9
Depreciation and other amortization3.3
4.3
Share-based compensation4.2
4.5
Revaluation of contingent consideration0.3

Other operating items:  
Net change in loss and loss adjustment expense reserves184.0
46.6
Net change in reinsurance recoverable on paid and unpaid losses(64.4)(36.0)
Net change in funds held by ceding companies38.4
(54.7)
Net change in unearned insurance and reinsurance premiums162.0
252.6
Net change in ceded reinsurance payable61.8
50.4
Net change in ceded unearned insurance and reinsurance premiums(37.3)(35.8)
Net change in insurance and reinsurance premiums receivable(138.9)(252.0)
Net change in deferred acquisition costs(11.0)(20.2)
Net change in funds held under reinsurance treaties(23.0)18.4
Net change in current and deferred income taxes, net(1.5)4.2
Net change in other assets and liabilities, net5.4
29.8
Net cash provided from operations72.4
15.0
Cash flows from investing activities:  
Net change in short-term investments61.7
(160.2)
Sales of fixed maturities and convertible fixed maturity investments309.9
241.9
Maturities, calls, and paydowns of fixed maturity and convertible fixed maturity investments132.8
154.7
Sales of common equity securities663.7
152.2
Distributions, redemptions, and maturities of other long-term investments19.6
33.6
Return of principal on loan participations0.1

Contributions to other long-term investments(26.0)(41.3)
Purchases of common equity securities(473.4)(125.8)
Purchases of fixed maturities and convertible fixed maturity investments(673.1)(270.9)
Purchases of loan participation(7.4)
Net change in unsettled investment purchases and sales(19.7)2.4
Other, net(1.6)0.6
Net cash (used for) investing activities(13.4)(12.8)
Cash flows from financing activities:  
Payment of contingent consideration(5.5)
Change in collateral held on Interest Rate Cap
(0.1)
Net cash (used for) financing activities(5.5)(0.1)
Effect of exchange rate changes on cash0.8
(3.8)
Net increase (decrease) in cash during period54.3
(1.7)
Cash, restricted cash, and cash held for sale balance at beginning of period150.6
132.2
Cash, restricted cash, and cash held for sale balance at end of period$204.9
$130.5

See Notes to Consolidated Financial Statements


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Sirius International Insurance Group, Ltd.
Consolidated Statements of Cash Flows
For the six months ended June 30, 2019 and 2018
Unaudited

   Six months ended June 30, 
(Expressed in millions of U.S. dollars)  2019  2018
 
Cash flows from operations:       
Net income $112.3 $141.5 
Adjustments to reconcile net income to net cash provided from operations:       
Net realized and unrealized investment (gains)  (114.1) (44.7)
Amortization of premium on fixed maturity investments  (3.2) 5.6 
Amortization of intangible assets  7.9  7.9 
Depreciation and other amortization  4.3  4.8 
Share-based compensation  4.5  - 
Other operating items:       
Net change in loss and loss adjustment expense reserves  46.6  18.6 
Net change in reinsurance recoverable on paid and unpaid losses  (36.0) (69.1)
Net change in funds held by ceding companies  (54.7) (18.9)
Net change in unearned insurance and reinsurance premiums  252.6  348.1 
Net change in ceded reinsurance payable  50.4  141.1 
Net change in ceded unearned insurance and reinsurance premiums  (35.8) (123.4)
Net change in insurance and reinsurance premiums receivable  (252.0) (320.0)
Net change in deferred acquisition costs  (20.2) (38.2)
Net change in funds held under reinsurance treaties  18.4  4.7 
Net change in current and deferred income taxes, net  4.2  50.5 
Net change in other assets and liabilities, net  29.8  (73.5)
Net cash provided from operations  15.0  35.0 
Cash flows from investing activities:       
Net change in short-term investments  (160.2) (218.6)
Sales of fixed maturities and convertible fixed maturity investments  241.9  945.0 
Maturities, calls, and paydowns of fixed maturity and convertible fixed maturity investments  154.7  58.0 
Sales of common equity securities  152.2  189.0 
Distributions and redemptions of other long-term investments  33.6  60.2 
Contributions to other long-term investments  (41.3) (94.8)
Purchases of common equity securities  (125.8) (317.3)
Purchases of fixed maturities and convertible fixed maturity investments  (270.9) (753.2)
Net change in unsettled investment purchases and sales  2.4  6.7 
Other, net  0.6  (1.7)
Net cash (used for) investing activities  (12.8) (126.7)
Cash flows from financing activities:       
Change in collateral held on Interest Rate Cap  (0.1) - 
Capital contribution from former parent  -  1.4 
Net cash (used for) provided from financing activities  (0.1) 1.4 
Effect of exchange rate changes on cash  (3.8) (10.3)
Net (decrease) in cash during period  (1.7) (100.6)
Cash and restricted cash balance at beginning of period  132.2  230.6 
Cash and restricted cash balance at end of period $130.5 $130.0 

See Notes to Consolidated Financial Statements

Unaudited


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Note 1. General

Sirius International Insurance Group, Ltd. (the "Company"("the Company") is a Bermuda exempted company whose principal businesses are conductedthat provides multi-line insurance and reinsurance on a worldwide basis through its wholly and majority owned insurance subsidiaries (collectively with the Company, "Sirius Group"). Sirius Group provides insurance, reinsurance, and insurance services on a worldwide basis.

Note 2. Summary of significant accounting policies

Basis of presentation

The accompanying Unaudited Consolidated Financial Statements at June 30, 2019,2020, have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP") and the rules and regulations of the U.S. Securities and Exchange Commission ("SEC") for interim financial information. The accompanying Unaudited Consolidated Financial Statements present the consolidated results of operations, financial condition, and cash flows of the Company and its subsidiaries and those entities in which the Company has control and a majority economic interest as well as those variable interest entities ("VIEs") that meet the requirements for consolidation. All significant intercompany transactions have been eliminated in consolidation.

These Unaudited Consolidated Financial Statements do not include all disclosures normally included in annual financial statements prepared in accordance with GAAP and should be read in conjunction with the Audited Consolidated Financial Statements and the related notes for the year ended December 31, 2018.2019. The consolidated financial information as of December 31, 20182019 included herein has been derived from the Audited Consolidated Financial Statements as of December 31, 2018.

2019.


Effective January 1, 2020, the Company changed its reportable segments. The change in reportable segments had no impact on the Company’s historical consolidated financial positions, results of operations or cash flows as previously reported. Where applicable, all prior periods presented have been revised to conform to this new presentation.

The preparation of financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosure of contingent assets and liabilities as of the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. Actual results could differ from those estimates. In the opinion of management, the accompanying Unaudited Consolidated Financial Statements reflect all adjustments (consisting of normally recurring accruals) necessary for a fair statement of results on an interim basis. Tabular dollar amounts are in millions, with the exception of share and per share amounts. All amounts are reported in U.S. dollars, except where noted otherwise.

Recently adopted changes in accounting principles

Leases

Credit losses
Effective January 1, 2019,2020, Sirius Group adopted Accounting Standards Update ("ASU") 2016-02,2016-13, Leases (Accounting Standards Codification ("ASC") 842) which requires lessees to recognize lease assets and liabilities on the balance sheet for both operating and financing leases, with the exception of leases with an original term of 12 months or less. Under previous guidance, recognition of lease assets and liabilities was not required for operating leases. The new guidance requires that lease assets and liabilities to be recognized and measured initially based on the present value of the lease payments. Sirius Group adopted the new guidance using the simplified transition option that allows companies to apply the new lease standard at the adoption date and recognize a cumulative effect adjustment to the opening balance of retained earnings in the period of adoption. Sirius Group also made the following elections:

Sirius Group elected the package of practical expedients to not reassess prior conclusions related to contracts containing leases, lease classification and initial direct costs for all leases upon transition.

Sirius Group did not elect the hindsight practical expedient upon transition, for all leases.

Sirius Group elected the short-term lease measurement and recognition exemption, resulting in lease payments being recorded as an expense on a straight-line basis over the lease term.

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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Sirius Group elected to include both lease and non-lease components as a single component for all leases.

Sirius Group did not elect the land easement practical expedient as it was not applicable.

As a result of the adoption of the new guidance, Sirius Group recognized a lease liability of $36.8 million, which represents the present value of our remaining lease payments and a right-of-use asset of $34.4 million as of January 1, 2019. The adoption of this guidance did not materially impact our results of operations or cash flows. Due to the adoption of the standard using the retrospective cumulative-effect adjustment method, there are no changes to our previously reported results prior to January 1, 2019. Lease expense is not expected to change materially as a result of the adoption of the new guidance. (SeeNote 18.)

Premium amortization on callable debt securities

Effective January 1, 2019, Sirius Group adopted ASU 2017-08,Premium Amortization on Purchased Callable Debt Securities (ASC 310-20), which changes the amortization period for certain purchased callable debt securities. Under the new guidance, for investments in callable debt securities held at a premium, the premium will be amortized over the period to the earliest call date. The new guidance does not change the amortization period for callable debt securities held at a discount. The adoption of this guidance did not have a significant effect on our financial statements.

Recent accounting pronouncements

Credit losses

In June 2016, the Financial Accounting Standards Board issued ASU 2016-13,Measurement of Credit Losses on Financial Instruments (ASC 326), which establishes new guidance for the recognition of credit losses for financial assets measured at amortized cost.cost ("current expected credit losses" or "CECL"). The new guidance which applies to financial assets that have the contractual right to receive cash, including reinsurance receivables and recoverables and requires reporting entities to estimate the credit losses expected over the life of a credit exposure using historical information, current information and reasonable and supportable forecasts that affect the collectability of the financial asset. The expected credit losses, and subsequent adjustments to such losses, are recorded through an allowance account that is deducted from the amortized cost basis of the financial asset, with the net carrying value of the financial asset presented on the consolidated balance sheet at the amount expected to be collected. Sirius Group adopted the new guidance is effective for annual and interim periods beginning after December 15, 2019.using a modified retrospective transition method through a cumulative-effect adjustment to retained earnings.

As a result of the adoption of the new guidance, Sirius Group is evaluating the expected impactestimated a total CECL allowance of $14.9 million. The adoption of this new guidance.guidance did not materially impact our results of operations or cash flows. Due to the adoption of the standard using the retrospective cumulative-effect adjustment method, the Company recorded $(6.8) million cumulative-effect adjustment net of taxes to its opening retained earnings. (See

Note 7.)


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Fair Value Measurement Disclosures
Effective January 1, 2020, Sirius Group adopted ASU 2018-13, Fair Value Measurement (Topic 820): Disclosure Framework—Changes to the Disclosure Requirements for Fair Value Measurement, which modifies the disclosure requirements of fair value measurements. The adoption of this guidance did not have any impact on the consolidated financial statements but expanded disclosure of the ranges and weighted averages of significant unobservable inputs used in Level 3 fair values. (See Note 9.)
Simplifying the Accounting for Income Taxes

Effective January 1, 2020, Sirius Group adopted ASU 2019-12, Income Taxes (Topic 740): Simplifying the Accounting for Income Taxes, which eliminates certain exceptions, and clarifies and simplifies certain aspects of accounting for income taxes. Sirius Group has fully adopted all provisions of the guidance with consideration of the various transition methods.

Sirius Group adopted the removal of the exception to the general methodology for calculating income taxes in an interim period when a year-to-date loss exceeds the anticipated loss for the year. The removal of this exception allowed Sirius Group to record a benefit for a year-to-date loss in excess of its forecasted loss in certain jurisdictions. The removal of this exception was applied prospectively to the Income tax benefit (expense) line on the Consolidated Statements of (Loss) Income.

Sirius Group adopted all other provisions in the guidance, including the requirement for an entity to recognize a franchise tax (or similar tax) that is partially based on income as an income-based tax and account for any incremental amount incurred as a non-income-based tax through a cumulative-effect adjustment to retained earnings. These provisions did not have a material impact on the Consolidated Financial Statements or were not applicable to Sirius Group.
Significant accounting policies
Long-Lived Assets Classified as Held for Sale

A long-lived asset or a disposal group classified as held for sale (but not qualifying for presentation as a discontinued operation in the Consolidated Financial Statements) is presented separately in the Consolidated Balance Sheets and is measured at the lower of its carrying amount or fair value less cost to sell. The assets and liabilities of a disposal group classified as held for sale are presented separately in the asset and liability sections, respectively, of the Consolidated Balance Sheets and are not netted. The major classes of assets and liabilities classified as held for sale are separately disclosed in the notes to financial statements. (See Note 3.)

Note 3. Significant transactions

Easterly Acquisition Corp.

Empire Insurance Company

On November 5, 2018,July 7, 2020, Sirius Group sold 100% of the common shares of Empire Insurance Company completed(“Empire”) to Physicians' Reciprocal Insurers (the “Empire Transaction”). As of June 30, 2020, the transactions contemplated byassets related to Empire have been classified as held for sale in the definitive AgreementConsolidated Balance Sheets. The following table summarizes the major categories of assets classified as held for sale related to the Empire Transaction as of June 30, 2020 and Plan of Merger ("Merger Agreement").December 31, 2019:
(Millions)June 30, 2020December 31, 2019
Short-term investments, at fair value$9.3
$
Cash0.2

Accounts receivable on unsettled investment sales1.0

Total assets held for sale$10.5
$
Loss portfolio transfer

On January 23, 2020, Sirius Group consummated a loss portfolio transfer with Pacific Re, Inc. Under the terms of the Merger Agreement, Easterly Acquisition Corp. ("Easterly") merged with Sirius Acquisitions Holding Company III and became a wholly-owned subsidiary of the Company (the "Merger"). Upon the closing of the Merger, Easterly's common stock was exchanged for the Company's common shares at an exchange ratio (the "Exchange Ratio") calculated as (i) the amount of cash per public share of Easterly common stock in Easterly's trust account (the "Trust Account") immediately prior to the closing of the Merger divided by (ii) (x) 1.05 multiplied by (y) Sirius Group's adjusted diluted book value per common share as of September 30, 2018 ("agreement, Sirius Group September 30 Adjusted DBVPS"received $69.7 million in cash and assumed net undiscounted loss and loss adjustment expenses ("LAE"). Based on reserves with the same value. In addition, Sirius Group September 30 Adjusted DBVPS, estimated as of September 30, 2018,recognized Gross written premium and funds in the Trust Account on November 5, 2018, the Exchange Ratio was equal to 0.609. Following the Merger, the Company's common shares are traded on the Nasdaq Global Select Market under the symbol "SG."

Loss and loss adjustment expenses for $69.7 million.

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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Easterly held a special meeting of Easterly stockholders on November 2, 2018 to approve the completion of the transactions contemplated by the Merger Agreement. Easterly Acquisition Sponsor, LLC (the "Sponsor") and Easterly's other stockholders approved each of the proposals presented at the special meeting. After the special meeting, but prior to the consummation of the Merger, certain Easterly public stockholders exercised their redemption rights as provided for by Easterly's charter. In total, out of the Trust Account balance of $149.0 million, there were $109.7 million of redemptions by Easterly public stockholders, which decreased the amount of cash in the Trust Account available for general corporate purposes following the Merger. After the redemption of shares held by Easterly's public stockholders, there was $39.3 million in the Trust Account. This resulted in the issuance of 2,280,241 common shares to Easterly public stockholders.

Pursuant to the letter agreement among Easterly, the Sponsor and the Company (the "Sponsor Letter"), the private placement warrants issued to the Sponsor at the closing of the Merger were cancelled. Pursuant to the Merger Agreement, each issued and outstanding public warrant was converted into a warrant exercisable for Company common shares. The number of Company common shares subject to converted warrants was equal to the number of shares of Easterly common stock subject to each Easterly warrant immediately prior to the closing of the Merger multiplied by the Exchange Ratio, and each converted warrant had an exercise price per Company common share equal to the exercise price per share of Easterly common stock subject to such Easterly warrant immediately prior to the closing of the Merger divided by the Exchange Ratio. This resulted in the issuance of 6,088,535 converted warrants.

Sirius Group Private Placement

In connection with the closing of the Merger, the Company completed a private placement of Series B preference shares, common shares, and warrants (the "Sirius Group Private Placement") at a price per share equal to (i) 1.05 multiplied by (ii) the Sirius Group September 30 Adjusted DBVPS, or $17.22447. Investors in the Sirius Group Private Placement included affiliated funds of Gallatin Point Capital, The Carlyle Group, Centerbridge Partners, L.P. and Bain Capital Credit (the "Preference Share Investors"), together with certain employees, directors and "friends & family". The Sirius Group Private Placement raised proceeds of $226.1 million, resulting in the purchase of:

11,901,670 Series B preference shares with a cost basis of $195.8 million,

1,225,954 of Common shares with a cost basis of $20.8 million,

5,418,434 warrants that are exercisable for common shares for a period of five years after the Merger at a strike price equal to 125% of the per share purchase price, or $21.53 with a cost basis of $9.6 million.

Issuance costs of $2.0 million

ESPP

In connection with the Merger, Sirius Group implemented the Employee Share Purchase Plan ("ESPP"), which provided all employees of Sirius Group with a one-time opportunity to purchase between 100 and 1,000 Company common shares at a price equal to 85% of market value for the first 100 shares and 100% of market value for the next 900 shares. For this purpose, market value of the Company common shares was equal to 1.05 times the Sirius Group September 30 Adjusted DBVPS. Employees had the option of paying for the shares upfront or, in the case of employees who are not executive officers, through a loan that is repaid over a two-year period through payroll deductions. Through the ESPP, 405 employees purchased 149,236 Company common shares prior to the consummation of the Merger, with a cost basis of $2.6 million.

Gross proceeds of the cash in the Easterly Trust Account assumed by Sirius Group upon the closing of the Merger, the Sirius Group Private Placement, and the ESPP sum to $268.0 million.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Common shares redemption agreement

In connection with the Merger, the Company and CM Bermuda Ltd. ("CM Bermuda"), the sole holder of the Company's common shares prior to the Merger, entered into a redemption agreement, dated November 2, 2018 (the "CM Bermuda Redemption Agreement"), pursuant to which, effective as of the closing of the Merger, the Company redeemed 9,519,280 of the Company's common shares at a price per share equal to $17.22447 for $164.0 million, which was paid on November 16, 2018.

Also in connection with the Merger, on November 16, 2018 the Company completed a post-closing adjustment of $1.6 million that was settled in cash with CM Bermuda based on the reported book value per share of $16.44 as of September 30, 2018, pursuant to the Merger Agreement.

Sirius Group incurred certain contractual costs associated with the Merger of $9.0 million and $7.1 million of various legal, advisory, and other consulting costs for the Merger and the Private Placement that were charged to Additional paid-in surplus.

Series A preference shares redemption agreement

In connection with the Merger, the Company, IMG Acquisition Holdings, LLC ("IMGAH") and Sirius Acquisitions Holding Company II completed the transactions contemplated by its previously announced redemption agreement and the Company redeemed all of the outstanding Series A redeemable preference shares, which were held by IMGAH, for $95.0 million in cash. Effective as of the completion of the redemption, the parties terminated the registration rights agreement and the shareholder's agreement between the Company and IMGAH. In addition, the parties agreed that any remaining contingent consideration in respect of the IMG acquisition, will be paid in cash, not in Series A redeemable preference shares as previously contemplated in the agreement in respect of the IMG acquisition.

WRM America Indemnity Company, Inc.

On August 16, 2018, Sirius Group acquired 100% ownership of WRM America Indemnity Company, Inc. ("WRM America") from WRM America Indemnity Holding Company, LLC for $16.9 million in cash. WRM America is a New York-domiciled insurer with a run-off book of business mainly comprised of general liability, educator's legal liability, automobile liability and physical damage, property and excess catastrophe liability.

As part of closing on the purchaseloss portfolio transfer, an estimate of WRM America,net paid losses was included. Sixty days after the closing, actual net paid losses were determined and Sirius Group acquired $3.1paid back $0.4 million of indefinite lived intangible assets relatedin cash to insurance licenses.

Pacific Re, Inc. and reduced assumed net undiscounted loss and LAE reserves by the same value. In addition, Sirius Group adjusted Gross written premium and Loss and loss adjustment expenses by $(0.4) million.

Note 4. Segment information

On December 31, 2019, Sirius Group classifies its business intocompleted an internal reorganization and beginning on January 1, 2020, Sirius Group's reportable segments consist of four reportable segments – Global Property,Reinsurance, Global A&H, SpecialtyAccident & Casualty,Health ("Global A&H"), U.S. Specialty, and Runoff & Other. The accounting policies of the reportable segments are the same as those used for the preparation of the Company's consolidated financial statements.

The Company's Global Property,Reinsurance, Global A&H, U.S. Specialty, & Casualty, and Runoff & Other reportable segments each have managers who are responsible for the overall profitability of their respective segments and who are directly accountable to the Company's chief operating decision maker, the Chief Executive Officer ("CEO") of the Company. The CEO assesses segment operating performance, allocates capital, and makes resource allocation decisions based on Technical profitincome (loss), Underwriting profitincome (loss), and Underwriting profit (loss), including net service fee revenue.

Segment results are shown prior to corporate eliminations. Corporate eliminations are shown to reconcile to consolidated Technical profit (loss), consolidated Underwriting profitincome (loss) and consolidated Underwriting profitincome (loss), including net service fee revenue.

Sirius Group does not allocate its assets by segment, with the exception of goodwill and intangible assets, and, accordingly, investment income is not allocated to each segment.

The internal reorganization had no impact to the allocation of goodwill and intangible assets to the Global A&H segment. Where applicable, all prior periods presented have been revised to conform to this new presentation.

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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Global PropertyReinsurance

Global PropertyReinsurance consists of Sirius Group's underwriting lines of business that offer other property insuranceOther Property, Property Catastrophe Excess Reinsurance, Agriculture Reinsurance, Aviation & Space, Marine & Energy, Trade Credit, Contingency, and reinsurance, property catastrophe excess reinsurance, and agriculture reinsurance on a worldwide basis:

Casualty Reinsurance:

Other Property—Sirius Group participates in the broker market for property reinsurance treaties written on a proportional and excess of loss basis. For Sirius Group's international business, the book consists of treaty, written on both a proportional and excess of loss basis, facultative, and primary business, primarily in Europe, Asia and Latin America. In the United States, the book predominantly centers on significant participations on proportional and excess of loss treaties mostly in the excess and surplus lines segment of the market.

Property Catastrophe Excess Reinsurance—Property catastrophe excess of loss reinsurance treaties cover losses from catastrophic events. Sirius Group writes a worldwide book with the largest concentration of exposure in Europe and the United States. The U.S. book written in Bermuda has a national account focus supporting principally the lower and/or middle layers of large capacity programs. Additionally, Stockholm writes a U.S. book mainly consisting of select small regional and standard lines carriers. The exposures written in the international book are diversified across many countries, regions, perils and layers.

Agriculture Reinsurance—Sirius Group provides stop-loss reinsurance coverage to companies writing U.S. government-sponsored multi-peril crop insurance ("MPCI"). Sirius Group's participation is net of the government's stop-loss reinsurance protection. Sirius Group also provides coverage for crop-hail and certain named perils when bundled with MPCI business. Sirius Group also writes agriculture business outside of the United States.

Global A&H

The Global A&H operating segment consists of Sirius Group's insurance, reinsurance, and managing general underwriting ("MGU") units (which include Armada and IMG) that offer accident and health products on a worldwide basis:

Accident and Health insurance and reinsuranceAviation & Space—Sirius Group is an insurer of accident and health insurance business in the United States, either on an admitted or surplus lines basis, as well as international business written through wholly-owned IMG. Armada business is written on an admitted basis. Sirius Group also writes proportional and excess reinsurance treaties covering employer medical stop-loss for per person (specific) and per employer (aggregate) exposures. In addition, Sirius Group writes some medical, health, travel and personal accident coverages written on a treaty, facultative and primary basis.

Specialty & Casualty

Specialty & Casualty consists of Sirius Group's insurance and reinsurance underwriting units which offer specialty & casualty product lines on a worldwide basis. Specialty lines represent unique risks where the more difficult and unusual risks are underwritten. Because specialty lines tend to be the more unusual or higher risks, much of the market is characterized by a high degree of specialization:

Aviation & Space provides aviation insurance that covers loss of or damage to an aircraft and the aircraft operations' liability to passengers, cargo and hull as well as to third parties. Additionally, liability arising out of non-aircraft operations such as hangars, airports and aircraft products can be covered. Space insurance primarily covers loss of or damage to a satellite during launch and in orbit. The book consists of treaty, written on both a proportional and excess of loss basis, facultative, and primary business.


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Marine & Energy—Sirius Group provides marine & energy reinsurance, primarily written on an excess of loss and proportional basis. Coverage offered includes damage to ships and goods in transit, marine liability lines, and offshore energy industry insurance. Sirius Group also writes yacht business, both on reinsurance and a primary basis. The marine & energy portfolio is diversified across many countries and regions.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Trade Credit—Sirius Group writes credit and bond reinsurance worldwide. The bulk of the business is traditional short-term commercial credit insurance, covering pre-agreed domestic and export sales of goods and services with typical coverage periods of 60 to 120 days. Losses under these policies are correlated to adverse changes in a respective country's gross national product.


Contingency underwrites—Sirius Group underwrote a contingency insurance book primarily for event cancellation and non-appearance, primarily on a primary policy and facultative reinsurance basis.non-appearance.  Additionally, coverage for liabilities arising from contractual bonus,probability based risks with prize redemption and over-redemption iswas also offered. The contingency portfolio is diversified across many countries and regions.insurance business was exited in 2018; however, Sirius Group continues to offer this class on a treaty reinsurance basis on a selective basis for a few key clients.


CasualtyReinsurance—Sirius Group underwrites a cross section of all casualty lines, including general liability, umbrella, auto, workers compensation, professional liability, and other specialty classes, written on a proportional and excess of loss basis.

Global A&H

Global A&H consists of Sirius Group’s insurance and primary basis.

Surety underwrites commercial surety bonds, including non-construction contract bonds, in a broad range ofreinsurance business, segmentsand the managing general underwriting (“MGU”) units (which include ArmadaCorp Capital, LLC ("Armada") and International Medical Group, Inc. ("IMG")). Armada’s products are offered in the United States.States while IMG and the insurance and reinsurance business write accident and health products on a worldwide basis:

Accident and Health insurance and reinsurance

—Sirius Group is an insurer of accident and health business in the United States and internationally, on either an admitted or surplus lines basis, as well as a reinsurer of medical expense, travel and personal accident on a treaty or facultative basis worldwide. The MGU unit writes health insurance business worldwide through IMG and within the United States via Armada.


U.S. Specialty

U.S. Specialty consists of Sirius Group's specialty insurance product offerings, which currently includes Environmental, Surety, and Workers’ Compensation.

Environmental underwrites a pure environmental insurance book in the United States consisting of four core products that revolve around pollution coverage, which are premises pollution liability, contractor's pollution liability, contractor's pollution and professional liability.


Surety underwrote commercial surety bonds, including non-construction contract bonds, in a broad range of business segments in the United States. In April 2020, the Company decided to exit the Surety business due to competitive market conditions in that business line and recent economic downturn which presented new risks and challenges for this line of business.

Workers' Compensation, is a state-mandated insurance program that provides medical, disability, survivor, burial, and rehabilitation benefits to employees who are injured or killed due to a work-related injury or illness.
Runoff & Other

Runoff & Other includes the results of Sirius Global Solutions Holding Company ("Sirius Global Solutions"), which specializes in the acquisition and management of runoff liabilities for insurance and reinsurance companies, both in the United States and internationally, as well as asbestos risks, environmental risks and other long-tailed liability exposures.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

The following tables summarize the segment results for the three months ended June 30, 20192020 and 2018:

2019:

  

For the three months ended June 30, 2019

 

(Millions)

  Global
Property
  Global
A&H
  Specialty &
Casualty
  Runoff &
Other
  Corporate
Elimination
  Total
 

Gross written premiums

 $236.2 $152.8 $96.9 $1.2 $- $487.1 

Net written premiums

 $191.6 $120.6 $89.2 $0.3 $- $401.7 

Net earned insurance and reinsurance premiums

 $164.3 $118.8 $87.3 $0.3 $- $370.7 

Loss and allocated LAE(1)

  (131.3) (71.8) (61.3) (2.4) -  (266.8)

Insurance and reinsurance acquisition expenses

  (27.2) (36.0) (24.6) (1.8) 12.6  (77.0)

Technical profit

  5.8  11.0  1.4  (3.9) 12.6  26.9 

Unallocated LAE(2)

  (2.6) (2.0) (2.2) (0.2) (4.2) (11.2)

Other underwriting expenses

  (17.0) (5.9) (6.7) (1.1) (4.8) (35.5)

Underwriting income

  (13.8) 3.1  (7.5) (5.2) 3.6  (19.8)

Service fee revenue(3)

  -  30.3  -  -  (13.7) 16.6 

Managing general underwriter unallocated LAE

  -  (5.3) -  -  5.3  - 

Managing general underwriter other underwriting expenses

  -  (4.8) -  -  4.8  - 

General and administrative expenses, MGU + Runoff & Other(4)

  -  (15.0) -  (1.0) -  (16.0)

Underwriting income (loss), including net service fee income

 $(13.8)$8.3 $(7.5)$(6.2)$- $(19.2)

Net investment income

                 24.4 

Net realized investment (losses) gains

                 15.6 

Net unrealized investment (losses) gains

                 15.5 

Net foreign exchange gains (losses)

                 (0.6)

Other revenue(5)

                 (1.2)

General and administrative expenses(6)

                 (12.2)

Intangible asset amortization expenses

                 (4.0)

Interest expense on debt

                 (8.0)

Pre-tax income

                $10.3 

Underwriting Ratios

                   

Loss ratio

  81.5% 62.1% 72.7% NM  NM  75.0%

Acquisition expense ratio

  16.6% 30.3% 28.2% NM  NM  20.8%

Other underwriting expense ratio

  10.3% 5.0% 7.7% NM  NM  9.6%

Combined ratio(7)

  108.4% 97.4% 108.6% NM  NM  105.4%

Goodwill and intangible assets(8)

 $- $580.2 $- $8.1 $- $588.3 
 For the three months ended June 30, 2020
(Expressed in millions of U.S. dollars)
Global
Reinsurance

Global
A&H

U.S. Specialty
Runoff &
Other

Corporate
Eliminations

Total
Gross written premiums$213.5
$83.7
$25.5
$(0.1)$
$322.6
Net written premiums$220.5
$62.0
$23.8
$(0.3)$
$306.0
Net earned insurance and reinsurance premiums$240.9
$113.2
$15.2
$0.5
$
$369.8
Loss and allocated LAE(1)
(148.5)(69.6)(10.4)0.5

(228.0)
Insurance and reinsurance acquisition expenses(53.7)(31.5)(3.4)0.3
10.2
(78.1)
Technical profit (loss)38.7
12.1
1.4
1.3
10.2
63.7
Unallocated LAE(2)
(5.2)(0.6)(0.1)(1.7)(4.7)(12.3)
Other underwriting expenses(20.5)(6.7)(2.9)(1.5)(4.7)(36.3)
Underwriting income (loss)13.0
4.8
(1.6)(1.9)0.8
15.1
Service fee revenue(3)

23.1


(11.7)11.4
Managing general underwriter unallocated LAE
(6.2)

6.2

Managing general underwriter other underwriting expenses
(4.7)

4.7

General and administrative expenses, MGU + Runoff & Other(4)

(11.0)
(1.4)
(12.4)
Underwriting income (loss), including net service fee income13.0
6.0
(1.6)(3.3)
14.1
Net investment income     14.8
Net realized investment gains     7.1
Net unrealized investment gains     8.7
Net foreign exchange (losses)     (16.1)
Other revenue(5)
     (1.2)
General and administrative expenses(6)
     (11.5)
Intangible asset amortization expenses     (4.0)
Interest expense on debt     (7.9)
Pre-tax income     $4.0
Underwriting Ratios(7)
      
Loss ratio63.8%62.0%69.1%NM
NM
65.0%
Acquisition expense ratio22.3%27.8%22.4%NM
NM
21.1%
Other underwriting expense ratio8.5%5.9%19.1%NM
NM
9.8%
Combined ratio(7)
94.6%95.7%110.6%NM
NM
95.9%
Goodwill and intangible assets(8)
$
$564.6
$
$8.1
$
$572.7

(1)Loss and allocated loss adjustment expenses ("LAE") are part of Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income (the sum of Loss and allocated LAE and Unallocated LAE is equal to Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income).

(2)Unallocated LAE are part of Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income (the sum of Loss and allocated LAE and Unallocated LAE is equal to Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income).

(3)Service fee revenue is part of Other revenue on the Consolidated Statements of (Loss) Income (the sum of Service fee revenue and Other revenue is equal to Other revenue on the Consolidated Statements of (Loss) Income).

(4)General and administrative expenses, MGU + Runoff & Other is part of General and administrative expenses on the Consolidated Statements of (Loss) Income (the sum of General and administrative expenses, MGU + Runoff & Other and General and administrative expenses is equal to General and administrative expenses on the Consolidated Statements of (Loss) Income).

(5)Other revenue is presented net of Service fee revenue and is comprised mainly of a change in contingent consideration (seeNote 9) and gains (losses)losses from derivatives (seeNote 12Note 11) (the sum of Service fee revenue and Other revenue is equal to Other revenue on the Consolidated Statements of (Loss) Income).

(6)General and administrative expenses are presented net of General and administrative expenses, MGU + Runoff & Other (the sum of General and administrative expenses, MGU + Runoff & Other and General and administrative expenses is equal to General and administrative expenses on the Consolidated Statements of (Loss) Income).

(7)Ratios considered not meaningful ("NM") to Runoff & Other and Corporate Elimination.Eliminations.

(8)Sirius Group does not allocate its assets by segment, with the exception of goodwill and intangible assets.


Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

   For the three months ended June 30, 2018
 
(Millions)  Global
Property
  Global
A&H
  Specialty &
Casualty
  Runoff &
Other
  Corporate
Elimination
  Total
 
Gross written premiums $325.4 $112.3 $60.9 $6.4 $- $505.0 
Net written premiums $177.0 $82.8 $55.1 $5.4 $- $320.3 
Net earned insurance and reinsurance premiums $167.5 $80.8 $55.5 $5.1 $- $308.9 
Loss and allocated LAE(1)  (68.2) (40.9) (31.7) (0.3) -  (141.1)
Insurance and reinsurance acquisition expenses  (34.1) (26.4) (14.6) (1.5) 9.8  (66.8)
Technical profit  65.2  13.5  9.2  3.3  9.8  101.0 
Unallocated LAE(2)  (2.5) (1.0) (1.7) -  (5.1) (10.3)
Other underwriting expenses  (18.1) (6.3) (7.9) (2.4) (3.5) (38.2)
Underwriting income  44.6  6.2  (0.4) 0.9  1.2  52.5 
Service fee revenue(3)  -  27.4  -  -  (9.8) 17.6 
Managing general underwriter unallocated LAE  -  (5.1) -  -  5.1  - 
Managing general underwriter other underwriting expenses  -  (3.5) -  -  3.5  - 
General and administrative expenses, MGU + Runoff & Other(4)  -  (14.2) -  (1.0) -  (15.2)
Underwriting income (loss), including net service fee income  44.6  10.8  (0.4) (0.1) -  54.9 
Net investment income                 19.2 
Net realized investment (losses) gains                 7.8 
Net unrealized investment (losses) gains                 24.7 
Net foreign exchange gains (losses)                 25.6 
Other revenue(5)                 38.0 
General and administrative expenses(6)                 (9.0)
Intangible asset amortization expenses                 (4.0)
Interest expense on debt                 (7.8)
Pre-tax income                $149.4 
Underwriting Ratios                   
Loss ratio  42.2% 51.9% 60.2% NM  NM  49.0%
Acquisition expense ratio  20.4% 32.7% 26.3% NM  NM  21.6%
Other underwriting expense ratio  10.8% 7.8% 14.2% NM  NM  12.4%
Combined ratio(7)  73.4% 92.4% 100.7% NM  NM  83.0%
Goodwill and intangible assets(8) $- $604.2 $- $5.0 $- $609.2 
 For the three months ended June 30, 2019
(Expressed in millions of U.S. dollars)
Global
Reinsurance

Global
A&H

U.S. Specialty
Runoff &
Other

Corporate
Eliminations

Total
Gross written premiums$317.1
$152.8
$16.0
$1.2
$
$487.1
Net written premiums$266.7
$120.6
$14.1
$0.3
$
$401.7
Net earned insurance and reinsurance premiums$244.9
$118.8
$6.7
$0.3
$
$370.7
Loss and allocated LAE(1)
(188.5)(71.8)(4.1)(2.4)
(266.8)
Insurance and reinsurance acquisition expenses(50.0)(36.0)(1.8)(1.8)12.6
(77.0)
Technical profit (loss)6.4
11.0
0.8
(3.9)12.6
26.9
Unallocated LAE(2)
(4.7)(2.0)(0.1)(0.2)(4.2)(11.2)
Other underwriting expenses(21.6)(5.9)(2.1)(1.1)(4.8)(35.5)
Underwriting income (loss)(19.9)3.1
(1.4)(5.2)3.6
(19.8)
Service fee revenue(3)

30.3


(13.7)16.6
Managing general underwriter unallocated LAE
(5.3)

5.3

Managing general underwriter other underwriting expenses
(4.8)

4.8

General and administrative expenses, MGU + Runoff & Other(4)

(15.0)
(1.0)
(16.0)
Underwriting income (loss), including net service fee income(19.9)8.3
(1.4)(6.2)
(19.2)
Net investment income     24.4
Net realized investment gains     15.6
Net unrealized investment gains     15.5
Net foreign exchange (losses)     (0.6)
Other revenue(5)
     (1.2)
General and administrative expenses(6)
     (12.2)
Intangible asset amortization expenses     (4.0)
Interest expense on debt     (8.0)
Pre-tax income     $10.3
Underwriting Ratios(7)
      
Loss ratio78.9%62.1%62.7%NM
NM
75.0%
Acquisition expense ratio20.4%30.3%26.9%NM
NM
20.8%
Other underwriting expense ratio8.8%5.0%31.3%NM
NM
9.6%
Combined ratio(7)
108.1%97.4%120.9%NM
NM
105.4%
Goodwill and intangible assets(8)
$
$580.2
$
$8.1
$
$588.3

(1)Loss and allocated LAEloss adjustment expenses ("LAE") are part of Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income (the sum of Loss and allocated LAE and Unallocated LAE is equal to Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income).

(2)Unallocated LAE are part of Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income (the sum of Loss and allocated LAE and Unallocated LAE is equal to Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income).

(3)Service fee revenue is part of Other revenue on the Consolidated Statements of (Loss) Income (the sum of Service fee revenue and Other revenue is equal to Other revenue on the Consolidated Statements of (Loss) Income).

(4)General and administrative expenses, MGU + Runoff & Other is part of General and administrative expenses on the Consolidated Statements of (Loss) Income (the sum of General and administrative expenses, MGU + Runoff & Other and General and administrative expenses is equal to General and administrative expenses on the Consolidated Statements of (Loss) Income).

(5)Other revenue is presented net of Service fee revenue and is comprised mainly of the right of indemnificationa change in contingent consideration (seeNote 109), and gains (losses) from derivatives (seeNote 1112), and the termination of the call option to purchase The Phoenix Holdings, Ltd. (the sum of Service fee revenue and Other revenue is equal to Other revenue on the Consolidated Statements of (Loss) Income).

(6)General and administrative expenses are presented net of General and administrative expenses, MGU + Runoff & Other (the sum of General and administrative expenses, MGU + Runoff & Other and General and administrative expenses is equal to General and administrative expenses on the Consolidated Statements of (Loss) Income).

(7)Ratios considered not meaningful ("NM") to Runoff & Other and Corporate Elimination.Eliminations.

(8)Sirius Group does not allocate its assets by segment, with the exception of goodwill and intangible assets.


Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

The following tables summarize the segment results for the six months ended June 30, 20192020 and 2018:

2019:
   For the six months ended June 30, 2019
 
(Millions)  Global
Property
  Global
A&H
  Specialty &
Casualty
  Runoff &
Other
  Corporate
Elimination
  Total
 
Gross written premiums $566.9 $322.1 $217.8 $2.6 $- $1,109.4 
Net written premiums $432.9 $255.5 $197.4 $0.7 $- $886.5 
Net earned insurance and reinsurance premiums $304.0 $214.9 $163.0 $0.7 $- $682.6 
Loss and allocated LAE(1)  (193.9) (135.0) (108.9) (3.5) -  (441.3)
Insurance and reinsurance acquisition expenses  (53.0) (62.6) (45.1) (2.5) 22.9  (140.3)
Technical profit  57.1  17.3  9.0  (5.3) 22.9  101.0 
Unallocated LAE(2)  (4.7) (3.5) (4.1) (0.7) (7.6) (20.6)
Other underwriting expenses  (33.2) (12.0) (14.9) (3.2) (7.5) (70.8)
Underwriting income (loss)  19.2  1.8  (10.0) (9.2) 7.8  9.6 
Service fee revenue(3)  -  66.6  -  -  (24.7) 41.9 
Managing general underwriter unallocated LAE  -  (9.4) -  -  9.4  - 
Managing general underwriter other underwriting expenses  -  (7.5) -  -  7.5  - 
General and administrative expenses, MGU + Runoff & Other(4)  -  (31.2) -  (1.8) -  (33.0)
Underwriting income (loss), including net service fee income $19.2 $20.3 $(10.0)$(11.0)$- $18.5 
Net investment income                 44.5 
Net realized investment (losses) gains                 24.6 
Net unrealized investment (losses) gains                 89.5 
Net foreign exchange gains (losses)                 4.5 
Other revenue(5)                 (6.9)
General and administrative expenses(6)                 (19.6)
Intangible asset amortization expenses                 (7.9)
Interest expense on debt                 (15.6)
Pre-tax income                $131.6 
Underwriting Ratios                   
Loss ratio  65.3% 64.4% 69.3% NM  NM  67.7%
Acquisition expense ratio  17.4% 29.1% 27.7% NM  NM  20.6%
Other underwriting expense ratio  10.9% 5.6% 9.1% NM  NM  10.4%
Combined ratio(7)  93.6% 99.1% 106.1% NM  NM  98.7%
Goodwill and intangible assets(8) $- $580.2 $- $8.1 $- $588.3 
 For the six months ended June 30, 2020
(Expressed in millions of U.S. dollars)
Global
Reinsurance

Global
A&H

U.S. Specialty
Runoff &
Other

Corporate
Eliminations

Total
Gross written premiums$678.8
$345.8
$46.3
$69.3
$
$1,140.2
Net written premiums$565.9
$262.7
$39.0
$68.3
$
$935.9
Net earned insurance and reinsurance premiums$475.9
$231.1
$28.0
$69.5
$
$804.5
Loss and allocated LAE(1)
(405.7)(149.9)(18.1)(68.4)
(642.1)
Insurance and reinsurance acquisition expenses(104.6)(62.3)(6.4)(0.1)20.6
(152.8)
Technical profit (loss)(34.4)18.9
3.5
1.0
20.6
9.6
Unallocated LAE(2)
(10.2)(2.3)(0.2)(2.5)(10.1)(25.3)
Other underwriting expenses(41.8)(12.3)(8.1)(2.4)(9.7)(74.3)
Underwriting (loss) income(86.4)4.3
(4.8)(3.9)0.8
(90.0)
Service fee revenue(3)

59.0


(22.7)36.3
Managing general underwriter unallocated LAE
(12.2)

12.2

Managing general underwriter other underwriting expenses
(9.7)

9.7

General and administrative expenses, MGU + Runoff & Other(4)

(25.2)
(2.9)
(28.1)
Underwriting (loss) income, including net service fee income(86.4)16.2
(4.8)(6.8)
(81.8)
Net investment income     28.3
Net realized investment gains     27.4
Net unrealized investment (losses)     (35.1)
Net foreign exchange gains     2.4
Other revenue(5)
     (21.8)
General and administrative expenses(6)
     (27.9)
Intangible asset amortization expenses     (7.9)
Interest expense on debt     (15.7)
Pre-tax (loss) income     $(132.1)
Underwriting Ratios(7)
      
Loss ratio87.4%65.9%65.4%NM
NM
83.0%
Acquisition expense ratio22.0%27.0%22.9%NM
NM
19.0%
Other underwriting expense ratio8.8%5.3%28.9%NM
NM
9.2%
Combined ratio(7)
118.2%98.2%117.2%NM
NM
111.2%
Goodwill and intangible assets(8)
$
$564.6
$
$8.1
$
$572.7

(1)Loss and allocated LAEloss adjustment expenses ("LAE") are part of Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income (the sum of Loss and allocated LAE and Unallocated LAE is equal to Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income).

(2)Unallocated LAE are part of Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income (the sum of Loss and allocated LAE and Unallocated LAE is equal to Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income).

(3)Service fee revenue is part of Other revenue on the Consolidated Statements of (Loss) Income (the sum of Service fee revenue and Other revenue is equal to Other revenue on the Consolidated Statements of (Loss) Income).

(4)General and administrative expenses, MGU + Runoff & Other is part of General and administrative expenses on the Consolidated Statements of (Loss) Income (the sum of General and administrative expenses, MGU + Runoff & Other and General and administrative expenses is equal to General and administrative expenses on the Consolidated Statements of (Loss) Income).

(5)Other revenue is presented net of Service fee revenue and is comprised mainly of a change in contingent consideration (seeNote 9) and gains (losses)losses from derivatives (seeNote 12Note 11) (the sum of Service fee revenue and Other revenue is equal to Other revenue on the Consolidated Statements of (Loss) Income).

(6)General and administrative expenses are presented net of General and administrative expenses, MGU + Runoff & Other (the sum of General and administrative expenses, MGU + Runoff & Other and General and administrative expenses is equal to General and administrative expenses on the Consolidated Statements of (Loss) Income).

(7)Ratios considered not meaningful ("NM") to Runoff & Other and Corporate Elimination.Eliminations.

(8)Sirius Group does not allocate its assets by segment, with the exception of goodwill and intangible assets.


Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

   For the six months ended June 30, 2018
 
(Millions)  Global
Property
  Global
A&H
  Specialty &
Casualty
  Runoff &
Other
  Corporate
Elimination
  Total
 
Gross written premiums $672.0 $257.9 $176.4 $13.9 $- $1,120.2 
Net written premiums $424.2 $198.3 $155.7 $11.5 $- $789.7 
Net earned insurance and reinsurance premiums $303.6 $168.8 $109.9 $11.1 $- $593.4 
Loss and allocated LAE(1)  (138.6) (86.7) (53.3) 2.1  -  (276.5)
Insurance and reinsurance acquisition expenses  (63.4) (55.6) (28.7) (2.2) 20.1  (129.8)
Technical profit  101.6  26.5  27.9  11.0  20.1  187.1 
Unallocated LAE(2)  (4.4) (2.6) (2.9) (0.9) (5.1) (15.9)
Other underwriting expenses  (35.5) (14.3) (15.9) (3.8) (11.9) (81.4)
Underwriting income  61.7  9.6  9.1  6.3  3.1  89.8 
Service fee revenue(3)  -  60.2  -  -  (20.1) 40.1 
Managing general underwriter unallocated LAE  -  (5.1) -  -  5.1  - 
Managing general underwriter other underwriting expenses  -  (11.9) -  -  11.9  - 
General and administrative expenses, MGU + Runoff & Other(4)  -  (23.7) -  (2.1) -  (25.8)
Underwriting income (loss), including net service fee income  61.7  29.1  9.1  4.2  -  104.1 
Net investment income                 30.0 
Net realized investment (losses) gains                 4.1 
Net unrealized investment (losses) gains                 40.7 
Net foreign exchange gains (losses)                 22.1 
Other revenue(5)                 38.9 
General and administrative expenses(6)                 (12.7)
Intangible asset amortization expenses                 (7.9)
Interest expense on debt                 (15.5)
Pre-tax income                $203.8 
Underwriting Ratios                   
Loss ratio  47.1% 52.9% 51.1% NM  NM  49.3%
Acquisition expense ratio  20.9% 32.9% 26.1% NM  NM  21.9%
Other underwriting expense ratio  11.7% 8.5% 14.5% NM  NM  13.7%
Combined ratio(7)  79.7% 94.3% 91.7% NM  NM  84.9%
Goodwill and intangible assets(8) $- $604.2 $- $5.0 $- $609.2 
 For the six months ended June 30, 2019
(Expressed in millions of U.S. dollars)
Global
Reinsurance

Global
A&H

U.S. Specialty
Runoff &
Other

Corporate
Eliminations

Total
Gross written premiums$752.1
$322.1
$32.6
$2.6
$
$1,109.4
Net written premiums$602.6
$255.5
$27.7
$0.7
$
$886.5
Net earned insurance and reinsurance premiums$456.2
$214.9
$10.8
$0.7
$
$682.6
Loss and allocated LAE(1)
(296.3)(135.0)(6.5)(3.5)
(441.3)
Insurance and reinsurance acquisition expenses(95.6)(62.6)(2.5)(2.5)22.9
(140.3)
Technical profit (loss)64.3
17.3
1.8
(5.3)22.9
101.0
Unallocated LAE(2)
(8.7)(3.5)(0.1)(0.7)(7.6)(20.6)
Other underwriting expenses(43.2)(12.0)(4.9)(3.2)(7.5)(70.8)
Underwriting (loss) income12.4
1.8
(3.2)(9.2)7.8
9.6
Service fee revenue(3)

66.6


(24.7)41.9
Managing general underwriter unallocated LAE
(9.4)

9.4

Managing general underwriter other underwriting expenses
(7.5)

7.5

General and administrative expenses, MGU + Runoff & Other(4)

(31.2)
(1.8)
(33.0)
Underwriting (loss) income, including net service fee income12.4
20.3
(3.2)(11.0)
18.5
Net investment income     44.5
Net realized investment gains     24.6
Net unrealized investment (losses)     89.5
Net foreign exchange gains     4.5
Other revenue(5)
     (6.9)
General and administrative expenses(6)
     (19.6)
Intangible asset amortization expenses     (7.9)
Interest expense on debt     (15.6)
Pre-tax (loss) income     $131.6
Underwriting Ratios(7)
      
Loss ratio66.9%64.4%61.1%NM
NM
67.7%
Acquisition expense ratio21.0%29.1%23.1%NM
NM
20.6%
Other underwriting expense ratio9.5%5.6%45.4%NM
NM
10.4%
Combined ratio(7)
97.4%99.1%129.6%NM
NM
98.7%
Goodwill and intangible assets(8)
$
$580.2
$
$8.1
$
$588.3

(1)Loss and allocated LAEloss adjustment expenses ("LAE") are part of Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income (the sum of Loss and allocated LAE and Unallocated LAE is equal to Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income).

(2)Unallocated LAE are part of Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income (the sum of Loss and allocated LAE and Unallocated LAE is equal to Loss and loss adjustment expenses on the Consolidated Statements of (Loss) Income).

(3)Service fee revenue is part of Other revenue on the Consolidated Statements of (Loss) Income (the sum of Service fee revenue and Other revenue is equal to Other revenue on the Consolidated Statements of (Loss) Income).

(4)General and administrative expenses, MGU + Runoff & Other is part of General and administrative expenses on the Consolidated Statements of (Loss) Income (the sum of General and administrative expenses, MGU + Runoff & Other and General and administrative expenses is equal to General and administrative expenses on the Consolidated Statements of (Loss) Income).

(5)Other revenue is presented net of Service fee revenue and is comprised mainly of the right of indemnificationa change in contingent consideration (seeNote 109), and gains (losses) from derivatives (seeNote 1112), and the termination of the call option to purchase The Phoenix Holdings, Ltd. (the sum of Service fee revenue and Other revenue is equal to Other revenue on the Consolidated Statements of (Loss) Income).

(6)General and administrative expenses are presented net of General and administrative expenses, MGU + Runoff & Other (the sum of General and administrative expenses, MGU + Runoff & Other and General and administrative expenses is equal to General and administrative expenses on the Consolidated Statements of (Loss) Income).

(7)Ratios considered not meaningful ("NM") to Runoff & Other and Corporate Elimination.Eliminations.

(8)Sirius Group does not allocate its assets by segment, with the exception of goodwill and intangible assets.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

The following tables provide summary information regarding net premiums written by client location and underwriting location by reportable segment for the three months ended June 30, 20192020 and 2018:

2019:
   For the three months ended June 30, 2019
 

(Millions)
  Global
Property
  Global
A&H
  Specialty &
Casualty
  Runoff &
Other
  
Total
 
Net written premiums by client location:                
United States $103.2 $102.5 $63.5 $0.3 $269.5 
Europe  15.1  5.0  13.4  -  33.5 
Canada, the Caribbean, Bermuda and Latin America  14.6  2.0  2.2  -  18.8 
Asia and Other  58.7  11.1  10.1  -  79.9 
Total net written premium by client location for the three months ended June 30, 2019 $191.6 $120.6 $89.2 $0.3 $401.7 
Net written premiums by underwriting location:                
United States $4.4 $58.7 $12.7 $0.3 $76.1 
Europe  70.1  58.4  34.5  -  163.0 
Canada, the Caribbean, Bermuda and Latin America  99.0  3.3  41.7  -  144.0 
Asia and Other  18.1  0.2  0.3  -  18.6 
Total written premiums by underwriting location for the three months ended June 30, 2019 $191.6 $120.6 $89.2 $0.3 $401.7 


 For the three months ended June 30, 2020
(Expressed in millions of U.S. dollars)
Global
Reinsurance

Global
A&H

U.S. Specialty
Runoff &
Other

Total
Total net written premiums by client location:     
United States$106.9
$50.7
$23.8
$(0.5)$180.9
Europe42.7
5.2

0.1
48.0
Canada, the Caribbean, Bermuda and Latin America18.9
1.3


20.2
Asia and Other52.0
4.8

0.1
56.9
Total net written premiums by client location for the three months ended June 30, 2020$220.5
$62.0
$23.8
$(0.3)$306.0
Total net written premiums by underwriting location:     
United States$83.2
$25.4
$23.8
$(0.4)$132.0
Europe83.2
36.5


119.7
Canada, the Caribbean, Bermuda and Latin America36.6



36.6
Asia and Other17.5
0.1

0.1
17.7
Total net written premiums by underwriting location for the three months ended June 30, 2020$220.5
$62.0
$23.8
$(0.3)$306.0
   For the three months ended June 30, 2018
 

(Millions)
  Global
Property
  Global
A&H
  Specialty &
Casualty
  Runoff &
Other
  
Total
 
Net written premiums by client location:                
United States $91.6 $70.6 $37.0 $5.4 $204.6 
Europe  19.3  6.1  9.9  -  35.3 
Canada, the Caribbean, Bermuda and Latin America  21.8  1.2  2.0  -  25.0 
Asia and Other  44.3  4.9  6.2  -  55.4 
Total net written premium by client location for the three months ended June 30, 2018 $177.0 $82.8 $55.1 $5.4 $320.3 
Net written premiums by underwriting location:                
United States $10.9 $32.3 $3.6 $5.4 $52.2 
Europe  73.7  43.2  24.7  -  141.6 
Canada, the Caribbean, Bermuda and Latin America  80.4  7.1  26.3  -  113.8 
Asia and Other  12.0  0.2  0.5  -  12.7 
Total written premiums by underwriting location for the three months ended June 30, 2018 $177.0 $82.8 $55.1 $5.4 $320.3 
 For the three months ended June 30, 2019
(Expressed in millions of U.S. dollars)
Global
Reinsurance

Global
A&H

U.S. Specialty
Runoff &
Other

Total
Total net written premiums by client location:     
United States$152.7
$102.5
$14.1
$0.2
$269.5
Europe28.5
5.1


33.6
Canada, the Caribbean, Bermuda and Latin America16.7
2.0


18.7
Asia and Other68.8
11.0

0.1
79.9
Total net written premiums by client location for the three months ended June 30, 2019$266.7
$120.6
$14.1
$0.3
$401.7
Total net written premiums by underwriting location:     
United States$104.9
$62.1
$14.1
$0.2
$181.3
Europe102.6
58.4


161.0
Canada, the Caribbean, Bermuda and Latin America40.7



40.7
Asia and Other18.5
0.1

0.1
18.7
Total net written premiums by underwriting location for the three months ended June 30, 2019$266.7
$120.6
$14.1
$0.3
$401.7

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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

The following tables provide summary information regarding net premiums written by client location and underwriting location by reportable segment for the six months ended June 30, 20192020 and 2018:

2019:
   For the six months ended June 30, 2019
 

(Millions)
  Global
Property
  Global
A&H
  Specialty &
Casualty
  Runoff &
Other
  
Total
 
Net written premiums by client location:                
United States $165.2 $213.6 $131.8 $0.3 $510.9 
Europe  139.7  13.1  38.3  0.2  191.3 
Canada, the Caribbean, Bermuda and Latin America  39.1  7.0  6.6  -  52.7 
Asia and Other  88.9  21.8  20.7  0.2  131.6 
Total net written premium by client location for the six months ended June 30, 2019 $432.9 $255.5 $197.4 $0.7 $886.5 
Net written premiums by underwriting location:                
United States $12.5 $99.1 $25.1 $0.3 $137.0 
Europe  224.7  122.0  89.1  0.2  436.0 
Canada, the Caribbean, Bermuda and Latin America  161.3  34.0  81.8  -  277.1 
Asia and Other  34.4  0.4  1.4  0.2  36.4 
Total written premiums by underwriting location for the six months ended June 30, 2019 $432.9 $255.5 $197.4 $0.7 $886.5 


 For the six months ended June 30, 2020
(Expressed in millions of U.S. dollars)
Global
Reinsurance

Global
A&H

U.S. Specialty
Runoff &
Other

Total
Total net written premiums by client location:     
United States$211.2
$231.4
$39.0
$67.6
$549.2
Europe215.5
12.4

0.4
228.3
Canada, the Caribbean, Bermuda and Latin America48.3
7.8


56.1
Asia and Other90.9
11.1

0.3
102.3
Total net written premiums by client location for the six months ended June 30, 2020$565.9
$262.7
$39.0
$68.3
$935.9
Total net written premiums by underwriting location:









United States$155.8
$156.6
$39.0
$67.6
$419.0
Europe291.4
106.0

0.4
397.8
Canada, the Caribbean, Bermuda and Latin America84.7



84.7
Asia and Other34.0
0.1

0.3
34.4
Total net written premiums by underwriting location for the six months ended June 30, 2020$565.9
$262.7
$39.0
$68.3
$935.9
   For the six months ended June 30, 2018
 

(Millions)
  Global
Property
  Global
A&H
  Specialty &
Casualty
  Runoff &
Other
  
Total
 
Net written premiums by client location:                
United States $178.6 $158.1 $74.3 $11.5 $422.5 
Europe  125.6  17.7  60.2  -  203.5 
Canada, the Caribbean, Bermuda and Latin America  45.0  6.0  4.6  -  55.6 
Asia and Other  75.0  16.5  16.6  -  108.1 
Total net written premium by client location for the six months ended June 30, 2018 $424.2 $198.3 $155.7 $11.5 $789.7 
Net written premiums by underwriting location:                
United States $16.2 $53.3 $3.5 $11.5 $84.5 
Europe  210.2  111.8  96.7  -  418.7 
Canada, the Caribbean, Bermuda and Latin America  170.2  32.8  53.8  -  256.8 
Asia and Other  27.6  0.4  1.7  -  29.7 
Total written premiums by underwriting location for the six months ended June 30, 2018 $424.2 $198.3 $155.7 $11.5 $789.7 
 For the six months ended June 30, 2019
(Expressed in millions of U.S. dollars)
Global
Reinsurance

Global
A&H

U.S. Specialty
Runoff &
Other

Total
Total net written premiums by client location:     
United States$269.3
$213.6
$27.7
$0.4
$511.0
Europe178.0
13.1

0.1
191.2
Canada, the Caribbean, Bermuda and Latin America45.7
7.0


52.7
Asia and Other109.6
21.8

0.2
131.6
Total net written premiums by client location for the six months ended June 30, 2019$602.6
$255.5
$27.7
$0.7
$886.5
Total net written premiums by underwriting location:









United States$180.6
$133.1
$27.7
$0.4
$341.8
Europe309.6
122.0

0.1
431.7
Canada, the Caribbean, Bermuda and Latin America76.6



76.6
Asia and Other35.8
0.4

0.2
36.4
Total net written premiums by underwriting location for the six months ended June 30, 2019$602.6
$255.5
$27.7
$0.7
$886.5

Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

Note 5. Reserves for unpaid losses and loss adjustment expenses

The following table summarizes the loss and LAE reserve activities of Sirius Group for the three months and six months ended June 30, 20192020 and 2018:

2019:
 Three months ended
June 30,
 Six months ended
June 30,
 Three months ended June 30,Six months ended June 30,
(Millions) 2019 2018 2019 2018
 2020201920202019
Gross beginning balance $1,976.3 $1,875.9 $2,016.7 $1,898.5 $2,519.6
$1,976.3
$2,331.5
$2,016.7
Less beginning reinsurance recoverable on unpaid losses (349.3) (327.8) (350.2) (319.7)(444.2)(349.3)(410.3)(350.2)
Net loss and LAE reserve balance 1,627.0 1,548.1 1,666.5 1,578.8 2,075.4
1,627.0
1,921.2
1,666.5
Losses and LAE incurred relating to:          
Current year losses 214.1 161.8 381.4 305.3 239.1
214.1
662.0
381.4
Prior years losses 63.9 (10.4) 80.5 (12.9)1.2
63.9
5.4
80.5
���
Total net incurred losses and LAE 278.0 151.4 461.9 292.4 240.3
278.0
667.4
461.9
Foreign currency translation adjustment to net loss and LAE reserves 3.4 (22.2) - (15.5)13.2
3.4
(8.6)
Accretion of fair value adjustment to net loss and LAE reserves 0.1 - 0.1 - 
0.1

0.1
Loss and LAE paid relating to:          
Current year losses 120.9 40.7 157.1 72.0 24.5
120.9
67.6
157.1
Prior years losses 121.7 167.8 305.5 314.9 231.5
121.7
439.5
305.5
Total loss and LAE payments 242.6 208.5 462.6 386.9 256.0
242.6
507.1
462.6
Net ending balance 1,665.9 1,468.8 1,665.9 1,468.8 2,072.9
1,665.9
2,072.9
1,665.9
Plus ending reinsurance recoverable on unpaid losses 357.4 358.3 357.4 358.3 442.2
357.4
442.2
357.4
Gross ending balance $2,023.3 $1,827.1 $2,023.3 $1,827.1 $2,515.1
$2,023.3
$2,515.1
$2,023.3

Loss and LAE development - Three Months Ended June 30, 2020
For the three months ended June 30, 2020, Sirius Group had net unfavorable loss reserve development of $1.2 million. Increases in loss reserve estimates for Global Reinsurance ($4.5 million) were partially offset by favorable loss reserve development in Global A&H ($3.3 million). Within Global Reinsurance, unfavorable loss reserve development in Other Property ($8.2 million) and Casualty Reinsurance ($4.8 million) was partially offset by favorable loss reserve development in Property Catastrophe Excess Reinsurance ($7.6 million). The reduction in Property Catastrophe Excess Reinsurance was due to reductions in reserve estimates for prior year catastrophe events, mainly Typhoon Faxai and Typhoon Hagibis.
Loss and LAE development - Three Months Ended June 30, 2019

For the three months ended June 30, 2019, Sirius Group had net unfavorable loss reserve development of $63.9 million. Increases in loss reserve estimates were recorded in Global PropertyReinsurance ($55.661.6 million), Specialty & Casualty ($6.0 million), and Runoff & Other ($3.0 million). The.The unfavorable loss reserve development in Global PropertyReinsurance was primarily attributable to higher prior year catastrophe events, including $46.4 million from Typhoon Jebi.

Loss and LAE development - ThreeSix Months Ended June 30, 20182020

For the threesix months ended June 30, 2018,2020, Sirius Group had net unfavorable loss reserve development of $5.4 million. Increases in loss reserve estimates for Global Reinsurance ($13.6 million) were partially offset by favorable loss reserve development of $10.4 million. The major reductions in loss reserve estimates were recorded in Global A&H ($4.6 million), Specialty & Casualty ($3.1 million), and Runoff & Other ($3.17.5 million). These reductions were partially offset by increases inWithin Global PropertyReinsurance, net unfavorable loss reserve development of $0.6 million resultingwas recorded primarily in Aviation & Space ($8.8 million) and Casualty Reinsurance ($5.6 million). The unfavorable loss reserve development in Aviation & Space was mainly from higher than expected reporting from recent accident years.

a loss on the Lion Air crash.

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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

Loss and LAE development - Six Months Ended June 30, 2019

For the six months ended June 30, 2019, Sirius Group had net unfavorable loss reserve development of $80.5 million. Increases in loss reserve estimates were recorded in Global PropertyReinsurance ($67.2 million), Specialty & Casualty ($4.671.8 million), Global A&H ($4.5 million), and Runoff & Other ($4.2 million). The unfavorable loss reserve development in Global PropertyReinsurance was primarily attributable to higher prior year catastrophe events, including $46.4 million from Typhoon Jebi, $7.3 million from Hurricane Florence, $7.2 million from Hurricane Irma, and $6.3 million from Hurricane Michael.

Loss and LAE development - Six Months Ended June 30, 2018

For the six months ended June 30, 2018, Sirius Group had net favorable loss reserve development of $12.9 million. The major reductions in loss reserve estimates were recorded in Runoff & Other ($12.0 million), Specialty & Casualty ($10.4 million), and Global A&H ($8.4 million). Favorable loss reserve development for Runoff & Other included reduction in World Trade Center claims in response to revised information received by the Company. These reductions were partially offset by increases in Global Property loss reserve development of $17.9 million resulting from higher than expected reporting from recent accident years, including $4.6 million of increases from natural catastrophes, including the 2017 North American natural catastrophes. Also, in Other Property, there was loss deterioration from recent accident years reported in client account statements received in the first quarter, which accounted for the remainder of Global Property unfavorable loss development in the six months ended June 30, 2018.

Note 6. Third party reinsurance

In the normal course of business, Sirius Group seeks to protect its businesses from losses due to concentration of risk and losses arising from catastrophic events by reinsuring with third-party reinsurers. Sirius Group remains liable for risks reinsured in the event that the reinsurer does not honor its obligations under reinsurance contracts.

At June 30, 2020, Sirius Group had Reinsurance recoverable on paid losses of $106.1 million and Reinsurance recoverable on unpaid losses of $442.2 million. At December 31, 2019, Sirius Group had reinsurance recoverablesReinsurance recoverable on paid losses of $69.8$73.9 million and reinsurance recoverables of $357.4 millionReinsurance recoverable on unpaid losses. At December 31, 2018, Sirius Group had reinsurance recoverables on paid losses of $55.0 million and reinsurance recoverables of $350.2 million on unpaid losses.$410.3 million. Because retrocessional reinsurance contracts do not relieve Sirius Group of its obligation to its insureds, the collectability of balances due from Sirius Group's reinsurers is important to its financial strength. Sirius Group monitors the financial strength and ratings of retrocessionaires on an ongoing basis. Uncollectible amounts historically have not been significant.

(See
Note 7.)

Note 7. Allowance for expected credit losses
Sirius Group is exposed to credit losses primarily through sales of its insurance and reinsurance products and services. The financial assets in scope of the current expected credit losses impairment model primarily include Sirius Group's premium receivables and reinsurance recoverables. Sirius Group pools the premium receivables and reinsurance recoverables by counterparty credit rating and applies a credit default rate that is determined based on the studies published by the rating agencies (e.g., A.M. Best, Standard & Poor's ("S&P")). In circumstances where ratings are unavailable, Sirius Group applies an internally developed default rate based on historical experience, reference data including research publications, and other relevant inputs.
To estimate the allowance for expected credit losses, Sirius Group considered the current and expected future economic and market conditions surrounding the COVID-19 pandemic. To the extent the current environment continues beyond our expectations or deteriorates further, we may experience further increases to our allowance for credit losses related to COVID-19.
As of June 30, 2020, Sirius Group's allowance for expected credit losses is as follows:
(in millions)Gross Assets in ScopeAllowance for Expected Credit Losses
Premiums receivable & Funds held by ceding companies$1,126.4
$10.6
Reinsurance recoverable on unpaid and paid loss548.3
3.9
MGU Trade receivables(1)
22.8
0.4
Total as of June 30, 2020$1,697.5
$14.9
(1)Included as part of Other assets on the Consolidated Balance Sheet
Sirius Group recorded no changes to the allowance for expected credit losses during three and six months ended June 30, 2020.
Sirius Group monitors counterparty credit ratings and macroeconomic conditions, and considers the most current A.M. Best and S&P credit ratings to determine the allowance each quarter. Of the total gross assets in scope as of June 30, 2020, approximately 63% were balances with counterparties rated by either A.M. Best or S&P. Of the total rated, 76% were rated A- or better.

Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Note 7.8. Investment securities

Sirius Group's invested assets consist of investment securities and other long-term investments held for general investment purposes. The portfolio of investment securities includes fixed maturity investments, short-term investments, equity securities, and other-long term investments which are all classified as trading securities. Realized and unrealized investment gains and losses on trading securities are reported in pre-tax revenues.

Net investment income

Investment Income

Sirius Group's net investment income is comprised primarily of interest income along with associated amortization of premium and accretion of discount on Sirius Group's fixed maturity investments, dividend income from its equity investments, and interest income from its short-term investments.


Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Net investment income for the three months and six months ended June 30, 20192020 and 20182019 consisted of the following:

 For the three months
ended June 30,
 For the six months
ended June 30,
 For the three months ended June 30,For the six months ended June 30,
(Millions) 2019 2018 2019 2018
 202020192020
2019
Fixed maturity investments $13.1 $13.7 $27.2 $23.6 $11.1
$13.1
$21.4
$27.2
Short-term investments 4.8 0.5 7.9 1.3 1.3
4.8
4.6
7.9
Equity securities 7.1 7.1 9.8 8.3 2.1
7.1
4.7
9.8
Other long-term investments 3.2 1.3 7.1 2.5 3.1
3.2
3.3
7.1
Total investment income 28.2 22.6 52.0 35.7 17.6
28.2
34.0
52.0
Investment expenses (3.8) (3.4) (7.5) (5.7)(2.8)(3.8)(5.7)(7.5)
Net investment income $24.4 $19.2 $44.5 $30.0 $14.8
$24.4
$28.3
$44.5

Net realizedRealized and unrealized investment gains (losses)

Unrealized Investment Gains (Losses)

Net realized and unrealized investment gains (losses) for the three months and six months ended June 30, 20192020 and 20182019 consisted of the following:

   For the three months
ended June 30,
  For the six months
ended June 30,
 
(Millions)  2019  2018  2019  2018
 
Gross realized gains $26.9 $12.0 $41.0 $20.4 
Gross realized (losses)  (11.3) (4.2) (16.4) (16.3)
Net realized gains (losses) on investments(1)(2)  15.6  7.8  24.6  4.1 
Net unrealized gains (losses) on investments(3)(4)  15.5  24.7  89.5  40.7 
Net realized and unrealized gains (losses) on investments $31.1 $32.5 $114.1 $44.8 
 For the three months ended June 30,For the six months ended June 30,
(Millions)202020192020
2019
Gross realized gains$57.4
$26.9
$99.4
$41.0
Gross realized (losses)(50.3)(11.3)(72.0)(16.4)
Net realized gains on investments(1)(2)
7.1
15.6
27.4
24.6
Net unrealized gains (losses) on investments(3)(4)
8.7
15.5
(35.1)89.5
Net realized and unrealized gains (losses) on investments$15.8
$31.1
$(7.7)$114.1

(1)Includes $9.7$5.4 and $7.1$9.7 of realized gains due to foreign currency for the three months ended June 30, 2020 and 2019, and 2018, respectively.

(2)Includes $20.5$16.5 and $6.0$20.5 of realized gains due to foreign currency for the six months ended June 30, 2020 and 2019, and 2018, respectively.

(3)Includes $(7.2)$(65.7) and $29.7$(7.2) of unrealized gains (losses) gains due to foreign currency for the three months ended June 30, 2020 and 2019, and 2018, respectively.

(4)Includes $17.8$(13.1) and $48.6$17.8 of unrealized gains (losses) due to foreign currency for the six months ended June 30, 2020 and 2019, and 2018, respectively.


Table of Contents



Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

Net realized investment gains
Net realized investment gains (losses)

Net realized investment gains (losses) for the three months and six months ended June 30, 20192020 and 20182019 consisted of the following:

   For the three months
ended June 30,
  For the six months
ended June 30,
 
(Millions)  2019  2018  2019  2018
 
Fixed maturity investments $8.1 $3.6 $14.9 $0.8 
Equity securities  (1.2) 1.7  (1.8) 0.2 
Short-term investments  3.1  -  3.2  - 
Derivative instruments  (0.2) -  (0.8) - 
Other long-term investments  5.8  2.5  9.1  3.1 
Net realized investment gains (losses) $15.6 $7.8 $24.6 $4.1 
 For the three months ended June 30,For the six months ended June 30,
(Millions)2020201920202019
Fixed maturity investments$9.9
$8.1
$17.7
$14.9
Equity securities(6.5)(1.2)(6.0)(1.8)
Short-term investments1.0
3.1
3.8
3.2
Derivative instruments0.2
(0.2)8.5
(0.8)
Other long-term investments2.5
5.8
3.4
9.1
Net realized investment gains$7.1
$15.6
$27.4
$24.6

Net unrealized investment gains (losses)

Net unrealized investment gains (losses) for the three months and six months ended June 30, 20192020 and 20182019 consisted of the following:

   For the three months
ended June 30,
  For the six months
ended June 30,
 
(Millions)  2019  2018  2019  2018
 
Fixed maturity investments $11.0 $17.8 $40.7 $20.8 
Equity securities  13.3  (5.2) 38.4  1.2 
Short-term investments  (0.9) -  1.8  - 
Derivative instruments  (0.1) -  (0.7) - 
Other long-term investments  (7.8) 12.1  9.3  18.7 
Net unrealized investment (losses) gains $15.5 $24.7 $89.5 $40.7 
 For the three months ended June 30,For the six months ended June 30,
(Millions)202020192020
2019
Fixed maturity investments$(3.7)$11.0
$3.2
$40.7
Equity securities16.9
13.3
(52.2)38.4
Short-term investments(15.8)(0.9)(0.1)1.8
Derivative instruments2.1
(0.1)2.2
(0.7)
Other long-term investments9.2
(7.8)11.8
9.3
Net unrealized investment gains (losses)$8.7
$15.5
$(35.1)$89.5

The following table summarizes the amount of total gains (losses) included in earnings attributable to unrealized investment gains (losses) for Level 3 investments for the three months and six months ended June 30, 20192020 and 2018:

2019:
   For the three months
ended June 30,
  For the six months
ended June 30,
 
(Millions)  2019  2018  2019  2018
 
Fixed maturity investments $- $(2.1)$- $(2.1)
Other long-term investments  -  7.3  8.8  7.7 
Total unrealized investment gains (losses) – Level 3 investments $- $5.2 $8.8 $5.6 
 For the three months ended June 30,For the six months ended June 30,
(Millions)2020201920202019
Fixed maturity investments$
$
$0.3
$
Other long-term investments(4.2)
(5.1)8.8
Total unrealized investment (losses) gains – Level 3 investments$(4.2)$
$(4.8)$8.8

Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

Investment holdings

Holdings

Fixed maturity investments

The cost or amortized cost, gross unrealized investment gains (losses), net foreign currency gains (losses), and fair value of Sirius Group's fixed maturity investments as of June 30, 20192020 and December 31, 2018,2019, were as follows:

   June 30, 2019
 
(Millions)  Cost or
amortized
cost
  Gross
unrealized
gains
  Gross
unrealized
(losses)
  Net foreign
currency
gains
(losses)
  Fair value
 
Corporate debt securities $588.8 $5.0 $(1.1)$13.9 $606.6 
Residential mortgage-backed securities  381.5  9.9  (1.7) 8.3  398.0 
Asset-backed securities  510.9  1.0  (1.8) 3.5  513.6 
Commercial mortgage-backed securities  106.3  0.8  (0.5) 1.2  107.8 
Non-U.S. government and government agency  27.9  -  -  0.6  28.5 
U.S. government and government agency  155.1  1.1  (0.1) 1.3  157.4 
Preferred stocks  1.1  0.1  -  -  1.2 
U.S. States, municipalities and political subdivision  2.6  -  -  -  2.6 
Total fixed maturity investments $1,774.2 $17.9 $(5.2)$28.8 $1,815.7 


 June 30, 2020
(Millions)
Cost or
amortized
cost

Gross
unrealized
gains

Gross
unrealized
(losses)

Net foreign
currency
gains
(losses)

Fair value
Corporate debt securities$468.2
$9.8
$(0.8)$6.5
$483.7
Asset-backed securities737.4
5.2
(18.5)(0.9)723.2
Residential mortgage-backed securities403.6
22.3
(0.8)3.1
428.2
U.S. government and government agency105.5
1.2
(0.1)(2.1)104.5
Commercial mortgage-backed securities96.2
2.5
(2.3)0.1
96.5
Non-U.S. government and government agency50.4
0.3
(0.2)(0.4)50.1
Preferred stocks14.8
2.3
(0.3)
16.8
U.S. States, municipalities and political subdivision1.6
0.1


1.7
Total fixed maturity investments$1,877.7
$43.7
$(23.0)$6.3
$1,904.7
 December 31, 2018
 
December 31, 2019
(Millions) Cost or
amortized
cost
 Gross
unrealized
gains
 Gross
unrealized
(losses)
 Net foreign
currency
gains
(losses)
 Fair value
 
Cost or
amortized
cost

Gross
unrealized
gains

Gross
unrealized
(losses)

Net foreign
currency
gains
(losses)

Fair value
Corporate debt securities $694.1 $1.4 $(7.3)$7.6 $695.8 $458.6
$5.2
$(1.2)$11.5
$474.1
Asset-backed securities 496.3 0.1 (3.8) 1.9 494.5 489.4
1.4
(3.9)(0.1)486.8
Residential mortgage-backed securities 413.0 1.7 (7.1) 5.9 413.5 426.2
10.5
(1.4)3.6
438.9
U.S. government and government agency 163.9 0.3 (0.5) 4.2 167.9 111.5
0.7
(0.4)(1.3)110.5
Commercial mortgage-backed securities 117.7 0.2 (2.7) 0.7 115.9 88.5
0.9
(0.6)0.2
89.0
Non-U.S. government and government agency 50.6 - (0.2) (0.1) 50.3 63.7

(0.7)
63.0
Preferred stocks 14.5 0.6 (6.8) 0.2 8.5 17.0



17.0
U.S. States, municipalities and political subdivision 2.8 - - - 2.8 1.7



1.7
Total fixed maturity investments $1,952.9 $4.3 $(28.4)$20.4 $1,949.2 $1,656.6
$18.7
$(8.2)$13.9
$1,681.0

The weighted average duration of Sirius Group's fixed income portfolio as of June 30, 20192020 was approximately 1.5 years,1 year, including short-term investments, and approximately 2.21.5 years excluding short-term investments.


Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

The cost or amortized cost and fair value of Sirius Group's fixed maturity investments as of June 30, 20192020 and December 31, 20182019 are presented below by contractual maturity. Actual maturities could differ from contractual maturities because borrowers may have the right to call or prepay certain obligations with or without call or prepayment penalties.

 June 30, 2019 December 31, 2018
 
June 30, 2020December 31, 2019
(Millions) Cost or
amortized cost
 Fair value Cost or
amortized cost
 Fair value
 
Cost or
amortized cost

Fair value
Cost or
amortized cost

Fair value
Due in one year or less $197.9 $202.9 $249.6 $254.6 $127.3
$131.4
$85.0
$88.4
Due after one year through five years 523.5 538.7 635.6 636.4 446.3
456.2
479.1
490.3
Due after five years through ten years 52.9 53.4 26.2 25.7 43.9
44.3
46.3
46.0
Due after ten years 0.1 0.1 0.1 0.1 8.2
8.1
25.1
24.6
Mortgage-backed and asset-backed securities 998.7 1,019.4 1,026.9 1,023.9 1,237.2
1,247.9
1,004.1
1,014.7
Preferred stocks 1.1 1.2 14.5 8.5 14.8
16.8
17.0
17.0
Total $1,774.2 $1,815.7 $1,952.9 $1,949.2 $1,877.7
$1,904.7
$1,656.6
$1,681.0

The following table summarizes the ratings and fair value of fixed maturity investments held in Sirius Group's investment portfolio as of June 30, 20192020 and December 31, 2018:

2019:
(Millions) June 30, 2019 December 31, 2018
 June 30, 2020December 31, 2019
AAA $597.8 $602.0 $785.6
$559.8
AA 746.8 818.0 716.8
724.3
A 278.2 290.5 217.4
219.0
BBB 133.5 167.4 102.5
95.8
Other 59.4 71.3 82.4
82.1
Total fixed maturity investments(1) $1,815.7 $1,949.2 $1,904.7
$1,681.0

(1)Credit ratings are assigned based on the following hierarchy: 1) Standard & Poor's ("S&P") and 2) Moody's Investors Service ("Moody's").

At June 30, 2019,2020, the above totals included $51.6$41.2 million of sub-prime securities. Of this total, $22.4$21.8 million was rated AAA, $17.4$16.1 million rated AA, $7.1$3.2 million rated A and $4.7$0.1 million classified as Other. At December 31, 2018,2019, the above totals included $42.6$43.3 million of sub-prime securities. Of this total, $17.1$21.7 million was rated AAA, $9.8$18.4 million rated AA, $6.0$3.1 million rated A $4.7 million rated BBB and $5.0$0.1 million classified as Other.

Equity securities and Other long-term investments

The cost or amortized cost, gross unrealized investment gains and losses, net foreign currency gains, and losses, and fair values of Sirius Group's equity securities and other long-term investments as of June 30, 20192020 and December 31, 2018,2019, were as follows:

   June 30, 2019
 
(Millions)  Cost or
amortized
cost
  Gross
unrealized
gains
  Gross
unrealized
losses
  Net foreign
currency
gains
  Fair value
 
Equity securities $376.2 $38.6 $(36.7)$9.7 $387.8 
Other long-term investments $349.9 $44.2 $(24.6)$10.4 $379.9 
 June 30, 2020
(Millions)
Cost or
amortized
cost

Gross
unrealized
gains

Gross
unrealized
(losses)

Net foreign
currency
gains

Fair value
Equity securities$178.1
$40.1
$(69.1)$0.8
$149.9
Other long-term investments$324.7
$61.3
$(28.8)$10.9
$368.1
 December 31, 2019
(Millions)
Cost or
amortized
cost

Gross
unrealized
gains

Gross
unrealized
(losses)

Net foreign
currency
gains

Fair value
Equity securities$379.2
$55.6
$(37.3)$7.7
$405.2
Other long-term investments$315.4
$49.9
$(29.3)$10.8
$346.8

Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited


Unaudited
   December 31, 2018
 
(Millions)  Cost or
amortized
cost
  Gross
unrealized
gains
  Gross
unrealized
losses
  Net foreign
currency
gains
  Fair value
 
Equity securities $409.4 $17.8 $(50.8)$3.6 $380.0 
Other long-term investments $337.6 $32.6 $(13.5)$8.3 $365.0 

Equity securities at fair value consisted of the following as of June 30, 20192020 and December 31, 2018:

2019:
(Millions)  June 30, 2019  December 31, 2018
 
Investment grade fixed income mutual funds $151.9 $157.7 
Common stocks  233.4  222.3 
Other  2.5  - 
Total Equity securities $387.8 $380.0 
(Millions)June 30, 2020December 31, 2019
Fixed income mutual funds$1.7
$175.3
Common stocks161.5
228.1
Other equity securities(1)
(13.3)1.8
Total Equity securities$149.9
$405.2

(1)Sirius Group engaged in short selling of certain equity securities for which settlement was pending as of June 30, 2020.

Other long-term investments at fair value consisted of the following as of June 30, 20192020 and December 31, 2018:

2019:
(Millions)  June 30, 2019  December 31, 2018
 
Hedge funds and private equity funds $291.9 $301.4 
Limited liability companies and private equity securities  88.0  63.6 
Total other long-term investments $379.9 $365.0 
(Millions)June 30, 2020December 31, 2019
Hedge funds and private equity funds$289.9
$269.0
Limited liability companies and private equity securities78.2
77.8
Total other long-term investments$368.1
$346.8

Hedge Funds and Private Equity Funds

Sirius Group holds investments in hedge funds and private equity funds, which are included in otherOther long-term investments. The fair value of these investments has been estimated using the net asset value of the funds. As of June 30, 2019,2020, Sirius Group held investments in 9 hedge funds and 2933 private equity funds. The largest investment in a single fund was $49.6$64.2 million as of June 30, 20192020 and $54.8$51.6 million as of December 31, 2018.

2019.

Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

The following table summarizes investments in hedge funds and private equity interests by investment objective and sector as of June 30, 20192020 and December 31, 2018:

2019:
 June 30, 2019 December 31, 2018
 
June 30, 2020December 31, 2019

(Millions)
 
Fair Value
 Unfunded
Commitments
 
Fair Value
 Unfunded
Commitments
 Fair value
Unfunded
commitments

Fair value
Unfunded
commitments

Hedge funds:          
Long/short multi-sector $47.7 $- $41.0 $- $51.0
$
$53.0
$
Distressed mortgage credit 49.6 - 54.8 - 64.2

51.6

Private Credit 20.8 - 20.0   
Private credit21.8

21.5

Other 2.3 - 2.5 - 1.1

1.4

Total hedge funds 120.4 - 118.3 - 138.1

127.5

Private equity funds:          
Energy infrastructure & services 74.8 41.9 93.7 54.2 54.1
32.8
53.6
34.6
Multi-sector 6.5 0.7 9.0 0.7 16.2
7.8
8.7
7.8
Healthcare 35.6 11.7 31.7 15.6 28.4
6.3
25.9
10.4
Life settlement 24.8 - 23.7 - 22.8

23.9

Manufacturing/Industrial 27.5 4.0 23.6 10.4 27.2

27.6
3.9
Private equity secondaries 0.8 0.8 1.1 1.1 0.6
0.8
0.6
0.8
Real estate 0.3 - 0.3 - 
Other 1.2 2.6 - - 2.5
1.7
1.2
2.6
Total private equity funds 171.5 61.7 183.1 82.0 151.8
49.4
141.5
60.1
Total hedge and private equity funds included in other long-term investments $291.9 $61.7 $301.4 $82.0 
Total hedge and private equity funds included in Other long-term investments$289.9
$49.4
$269.0
$60.1


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Redemption of investments in certain hedge funds is subject to restrictions including lock-up periods where no redemptions or withdrawals are allowed, restrictions on redemption frequency, and advance notice periods for redemptions. Amounts requested for redemptions remain subject to market fluctuations until the redemption effective date, which generally falls at the end of the defined redemption period.

The following summarizes the June 30, 20192020 fair value of hedge funds subject to restrictions on redemption frequency and advance notice period requirements for investments in active hedge funds:

  

Notice Period

 

Redemption Frequency
(Millions)

  30-59 days
notice
  60-89 days
notice
  90-119 days
notice
  120+ days
notice
  Total
 

Monthly

 $- $32.3 $- $- $32.3 

Quarterly

  0.8  -  -  -  0.8 

Semi-annual

  -  0.7  -  -  0.7 

Annual

  -  15.4  50.4  20.8  86.6 

Total

 $0.8 $48.4 $50.4 $20.8 $120.4 
 Notice Period
Redemption Frequency
(Millions)
30-59 days
notice

60-89 days
notice

90-119 days
notice

120+ days
notice

Total
Monthly$
$28.8
$
$
$28.8
Quarterly0.6
22.2
64.2

87.0
Semi-annual
0.2


0.2
Annual

0.2
21.9
22.1
Total$0.6
$51.2
$64.4
$21.9
$138.1

Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Certain of the hedge fund and private equity fund investments in which Sirius Group is invested are no longer active and are in the process of disposing of their underlying investments. Distributions from such funds are remitted to investors as the fund's underlying investments are liquidated. As of June 30, 2019,2020, no distributions were outstanding from these investments.

Investments in private equity funds are generally subject to a "lock-up" period during which investors may not request a redemption. Distributions prior to the expected termination date of the fund may be limited to dividends or proceeds arising from the liquidation of the fund's underlying investments.

In addition, certain private equity funds provide an option to extend the lock-up period at either the sole discretion of the fund manager or upon agreement between the fund and the investors.

As of June 30, 2019,2020, investments in private equity funds were subject to lock-up periods as follows:

(Millions)

  1 - 3 years  3 – 5 years  5 – 10 years  Total
 

Private Equity Funds – expected lock up period remaining

 $10.6 $4.2 $156.7 $171.5 
(Millions)1 - 3 years
3 – 5 years
5 – 10 years
Total
Private Equity Funds – expected lock up period remaining$54.6
$1.8
$95.4
$151.8

Investments heldHeld on depositDeposit or as collateral

Collateral

As of June 30, 20192020 and December 31, 20182019 investments of $802.8$1,037.4 million and $792.4$1,309.5 million, respectively, were held in trusts required to be maintained in relation to various reinsurance agreements. Sirius Group's reinsurance operations are required to maintain deposits with certain insurance regulatory agencies in order to maintain their insurance licenses. The fair value of such deposits that are included within total investments totaled $814.4$1,057.2 million and $801.2$1,315.5 million as of June 30, 20192020 and December 31, 2018,2019, respectively.

As of June 30, 2019,2020, Sirius Group held $0.2 million of collateral in the form of short-term investments associated with Interest Rate Cap agreements. (SeeNote 1112.)

Unsettled investment purchases and sales

As of June 30, 20192020 and December 31, 20182019 Sirius Group reported $2.6$11.3 million and $3.2$2.3 million, respectively, in Accounts payable on unsettled investment purchases.

As of June 30, 20192020 and December 31, 2018,2019, Sirius Group reported $2.0$34.4 million and $5.0$6.7 million, respectively, in Accounts receivable on unsettled investment sales.


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Note 8.9. Fair value measurements

Fair value measurements are categorized into a hierarchy that distinguishes between inputs based on market data from independent sources ("observable inputs") and a reporting entity's internal assumptions based upon the best information available when external market data is limited or unavailable ("unobservable inputs"). Quoted prices in active markets for identical assets or liabilities have the highest priority ("Level 1"), followed by observable inputs other than quoted prices, including prices for similar but not identical assets or liabilities ("Level 2"), and unobservable inputs, including the reporting entity's estimates of the assumptions that market participants would use, having the lowest priority ("Level 3").


Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

The availability of observable inputs can vary from financial instrument to financial instrument and is affected by a wide variety factors including, for example, the type of financial instrument, whether the financial instrument is new and not yet established in the marketplace, and other characteristics particular to the instrument. To the extent that valuation is based on models or inputs that are less observable or unobservable in the market, the determination of fair value requires significantly more judgment.

Accordingly, the degree of judgment exercised by management in determining fair value is greatest for instruments categorized in Level 3. In periods of market dislocation, the observability of prices and inputs may be reduced for many instruments. This may lead the Company to change the selection of the valuation technique (for example, from market to cash flow approach) or to use multiple valuation techniques to estimate the fair value of a financial instrument. These circumstances could cause an instrument to be reclassified between levels within the fair value hierarchy. Investments valued using Level 1 inputs include fixed maturity investments, primarily investments in U.S. Treasuries Bills and Notes, equity securities, and short-term investments. Investments valued using Level 2 inputs are primarily comprised of fixed maturity investments, which have been disaggregated into classes, including U.S. government and government agency, corporate debt securities, mortgage-backed and asset-backed securities, non-U.S. government and government agency, U.S. state and municipalities and political subdivision and preferred stocks. Investments valued using Level 2 inputs also include certain exchange-traded funds that track U.S. stock indices such as the S&P 500 but are traded on foreign exchanges. Fair value estimates for investments that trade infrequently and have few or no observable market prices are classified as Level 3 measurements. Sirius Group determines when transfers between levels have occurred as of the beginning of the period.

Valuation techniques

Sirius Group uses outside pricing services to assist in determining fair values for its investments. For investments in active markets, Sirius Group uses the quoted market prices provided by outside pricing services to determine fair value. The outside pricing services Sirius Group uses have indicated that they will only provide prices where observable inputs are available. In circumstances where quoted market prices are unavailable or are not considered reasonable, Sirius Group estimates the fair value using industry standard pricing models and observable inputs such as benchmark yields, reported trades, broker-dealer quotes, issuer spreads, benchmark securities, bids, offers, prepayment speeds, reference data including research publications, and other relevant inputs. Given that many fixed maturity investments do not trade on a daily basis, the outside pricing services evaluate a wide range of fixed maturity investments by regularly drawing parallels from recent trades and quotes of comparable securities with similar features. The characteristics used to identify comparable fixed maturity investments vary by asset type and take into account market convention.

The valuation process above is generally applicable to all of Sirius Group's fixed maturity investments. The techniques and inputs specific to asset classes within Sirius Group's fixed maturity investments for Level 2 securities that use observable inputs are as follows:

U.S. government and government agency

U.S. government and government agency securities consist primarily of debt securities issued by the U.S. Treasury and mortgage pass-through agencies such as the Federal National Mortgage Association, the Federal Home Loan Mortgage Corporation and the Government National Mortgage Association. Fixed maturity investments included in U.S. government and government agency securities are primarily priced by pricing services. When evaluating these securities, the pricing services gather information from market sources and integrate other observations from markets and sector news. Evaluations are updated by obtaining broker-dealer quotes and other market information including actual trade volumes, when available. The fair value of each security is individually computed using analytical models that incorporate option-adjusted spreads and other daily interest rate data.


Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

Non-U.S. government and government agency

Non-U.S. government and government agency securities consist of debt securities issued by non-U.S. governments and their agencies along with supranational organizations (also known as sovereign debt securities). Securities held in these sectors are primarily priced by pricing services that employ proprietary discounted cash flow models to value the securities. Key quantitative inputs for these models are daily observed benchmark curves for treasury, swap, and high issuance credits. The pricing services then apply a credit spread for each security, which is developed by in-depth and real-time market analysis. For securities in which trade volume is low, the pricing services utilize data from more frequently traded securities with similar attributes. These models may also be supplemented by daily market and credit research for international markets.

Corporate debt securities

Corporate debt securities consist primarily of investment-grade debt of a wide variety of U.S. and non-U.S. corporate issuers and industries. The corporate fixed maturity investments are primarily priced by pricing services. When evaluating these securities, the pricing services gather information from market sources regarding the issuer of the security and obtain credit data, as well as other observations, from markets and sector news. Evaluations are updated by obtaining broker-dealer quotes and other market information including actual trade volumes, when available. The pricing services also consider the specific terms and conditions of the securities, including any specific features that may influence risk.

Mortgage-backed and asset-backed securities

The fair value of mortgage and asset-backed securities is primarily priced by pricing services using a pricing model that utilizes information from market sources and leveraging similar securities. Key inputs include benchmark yields, reported trades, underlying tranche cash flow data and collateral performance, plus new issue data, as well as broker-dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including issuer, vintage, loan type, collateral attributes, prepayment speeds, default rates, recovery rates, cash flow stress testing, credit quality ratings, and market research publications.

U.S. states, municipalities and political subdivisions

The U.S. states, municipalities and political subdivisions portfolio contains debt securities issued by U.S. domiciled state and municipal entities. These securities are generally priced by independent pricing services using the techniques described for U.S. government and government agency securities described above.

Preferred stocks

The fair value of preferred stocks is generally priced by independent pricing services using an evaluated pricing model that calculates the appropriate spread over a comparable security for each issue. Key inputs include exchange prices (underlying and common stock of the same issuer), benchmark yields, reported trades, broker-dealer quotes, issuer spreads, two-sided markets, benchmark securities, bids, offers, and reference data including sector, coupon, credit quality ratings, duration, credit enhancements, early redemption features, and market research publications.

Level 3 investments

Investments

Level 3 valuations are generated from techniques that use assumptions not observable in the market. These unobservable assumptions reflect Sirius Group's assumptions about what market participants would use in valuing the investment. Generally, certain securities may start out as Level 3 when they are originally issued but, as observable inputs become available in the market, they may be reclassified to Level 2.

Sirius Group employs a number of procedures to assess the reasonableness of the fair value measurements for its other long-term investments, including obtaining and reviewing the audited annual financial statements of hedge funds and private equity funds and periodically discussing each fund's pricing with the fund manager. However, since the fund managers do not provide sufficient information to evaluate the pricing inputs and methods for each underlying investment, the inputs are considered to be unobservable.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

The fair values of Sirius Group's investments in private equity securities and private debt instruments have been classified as Level 3 measurements. They are carried at fair value and are initially valued based on transaction price. Their valuation is subsequently estimated based on available evidence such as a market transaction in similar instruments and other financial information for the issuer.

Investments measured using net asset value

Net Asset Value

The fair value of Sirius Group's investments in hedge funds and private equity funds has been determined using net asset value ("NAV"). The hedge fund's administrator provides quarterly updates of fair value in the form of Sirius Group's proportional interest in the underlying fund's NAV, which is deemed to approximate fair value, generally with a three month delay in valuation. The fair value of investment in hedge funds is measured using the NAV practical expedient and therefore has been not categorized within the fair value hierarchy. The private equity funds provide quarterly or semi-annual partnership capital statements with a three or six month delay which are used as a basis for valuation. These private equity investments vary in investment strategies and are not actively traded in any open markets. Due to a lag in reporting, some of the fund managers, fund administrators, or both, are unable to provide final fund valuations as of the Company's reporting date. In these circumstances, Sirius Group estimates the return of the current period and uses all credible information available. This includes utilizing preliminary estimates reported by its fund managers and using other information that is available to Sirius Group with respect to the underlying investments, as necessary.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

Fair value measurementsValue Measurements by level

Level

The following tables summarize Sirius Group's financial assets and liabilities measured at fair value as of June 30, 20192020 and December 31, 20182019 by level:

 June 30, 2019
 
June 30, 2020
(Millions) Fair
Value
 Level 1
Inputs
 Level 2
Inputs
 Level 3
Inputs
 
Fair
Value

Level 1
Inputs

Level 2
Inputs

Level 3
Inputs

Assets measured at fair value          
Fixed maturity investments:          
U.S. Government and government agency $157.4 $156.0 $1.4 $- $104.5
$103.5
$1.0
$
Corporate debt securities 606.6 - 606.6 - 483.7

483.7

Residential mortgage-backed securities 398.0 - 398.0 - 428.2

428.2

Asset-backed securities 513.6 - 513.6 - 723.2

723.2

Commercial mortgage-backed securities 107.8 - 107.8 - 96.5

96.5

Non-U.S. government and government agency 28.5 28.5 - - 50.1
28.5
21.6

Preferred stocks 1.2 - 1.2 - 16.8

14.2
2.6
U.S. States, municipalities, and political subdivision 2.6 - 2.6 - 1.7

1.7

Total fixed maturity investments 1,815.7 184.5 1,631.2 - 1,904.7
132.0
1,770.1
2.6
Equity securities:          
Investment grade fixed income mutual funds 151.9 151.9 - - 
Fixed income mutual funds1.7
1.7


Common stocks 233.4 233.4 - - 161.5
161.5


Other 2.5 - 2.5 - 
Other equity securities(1)
(13.3)(16.3)3.0

Total equity securities 387.8 385.3 2.5 - 149.9
146.9
3.0

Short-term investments 882.9 845.6 37.3 - 
Other long-term investments(1) 88.0 - - 88.0 
Short-term investments(2)
1,048.1
1,000.2
47.9

Other long-term investments(3)
78.2


78.2
Total investments $3,174.4 $1,415.4 $1,671.0 $88.0 $3,180.9
$1,279.1
$1,821.0
$80.8
Loan participation27.3


27.3
Derivative instruments 2.9 0.8 - 2.1 7.0
4.5

2.5
Total assets measured at fair value $3,177.3 $1,416.2 $1,671.0 $90.1 $3,215.2
$1,283.6
$1,821.0
$110.6
Liabilities measured at fair value          
Contingent consideration liabilities $30.8 $- $- $30.8 $22.9
$
$
$22.9
Derivative instruments 6.0 0.3 - 5.7 1.4
0.4

1.0
Total liabilities measured at fair value $36.8 $0.3 $- $36.5 $24.3
$0.4
$
$23.9

(1)Sirius Group engaged in short selling of certain equity securities for which settlement was pending as of June 30, 2020.

(2)Balance includes $9.2 classified as held-for-sale as of June 30, 2020.
(3)Excludes fair value of $291.9$289.9 associated with hedge funds and private equity funds which fair value is measured using NAV practical expedient.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

 December 31, 2018
 
December 31, 2019
(Millions) Fair
value
 Level 1
inputs
 Level 2
inputs
 Level 3
inputs
 
Fair
value

Level 1
inputs

Level 2
inputs

Level 3
inputs

Assets measured at fair value          
Fixed maturity investments:          
U.S. Government and government agency $167.9 $164.7 $3.2 $- $110.5
$109.1
$1.4
$
Corporate debt securities 695.8 - 695.8 - 474.1

474.1

Asset-backed securities 494.5 - 494.5 - 486.8

486.8

Residential mortgage-backed securities 413.5 - 413.5 - 438.9

438.9

Commercial mortgage-backed securities 115.9 - 115.9 - 89.0

89.0

Non-U.S. government and government agency 50.3 42.9 7.4 - 63.0
31.7
31.3

Preferred stocks 8.5 - 3.1 5.4 17.0


17.0
U.S. States, municipalities, and political subdivision 2.8 - 2.8 - 1.7

1.7

Total fixed maturity investments 1,949.2 207.6 1,736.2 5.4 1,681.0
140.8
1,523.2
17.0
Equity securities: 
Fixed income mutual funds175.3
175.3


Common stocks228.1
228.1


Other equity securities1.8

1.8

Total equity securities405.2
403.4
1.8

Short-term investments 715.5 679.3 36.2 - 1,085.2
1,073.7
11.5

Equity securities:         
Investment grade fixed income mutual funds 157.7 157.7 - - 
Common stocks 222.3 222.3 - - 
Total equity securities 380.0 380.0 - - 
Other long-term investments(1) 63.6 - - 63.6 77.8


77.8
Total investments $3,108.3 $1,266.9 $1,772.4 $69.0 $3,249.2
$1,617.9
$1,536.5
$94.8
Loan participation20.0


20.0
Derivative instruments 4.1 - - 4.1 11.4
1.3

10.1
Total assets measured at fair value $3,112.4 $1,266.9 $1,772.4 $73.1 $3,280.6
$1,619.2
$1,536.5
$124.9
Liabilities measured at fair value          
Contingent consideration liabilities $28.8 $- $- $28.8 $28.2
$
$
$28.2
Derivative instruments 5.1 0.5 - 4.6 9.5
0.2

9.3
Total liabilities measured at fair value $33.9 $0.5 $- $33.4 $37.7
$0.2
$
$37.5

(1)Excludes fair value of $301.4$269.0 associated with hedge funds and private equity funds which fair value is measured using NAV practical expedient.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

Rollforward of Level 3 fair value measurements

The following tables present changes in Level 3 for financial instruments measured at fair value for the three months ended June 30, 20192020 and June 30, 2018:

2019:

  

For the three months ended June 30, 2019

 

(Millions)

  Fixed
Maturities
  Other
long-term
investments(1)
  Derivative
instruments
assets &
(liabilities)
  Contingent
consideration
(liabilities)
 

Balance at March 31, 2019

 $- $88.0 $(4.8)$(28.8)

Total realized and unrealized gains (losses)

  -  -  (0.6) (2.0)

Foreign currency gains (losses) through Other Comprehensive Income

  -  -  -  - 

Purchases

  -  -  -  - 

Sales/Settlements

  -  -  1.8  - 

Balance at June 30, 2019

 $- $88.0 $(3.6)$(30.8)
 For the three months ended June 30, 2020
(Millions)
Fixed
Maturities

Other
long-term
investments(1)

Loan Participation
Derivative
instruments
assets &
(liabilities)

Contingent
consideration
(liabilities)

Balance as of March 31, 2020$2.6
$75.9
$19.9
$(8.9)$(28.3)
Total realized and unrealized gains (losses)
(4.2)
(5.7)(0.1)
Foreign currency gains (losses) through Other Comprehensive Income
1.0



Purchases
5.5
7.4


Sales/Settlements


16.1
5.5
Balance as of June 30, 2020$2.6
$78.2
$27.3
$1.5
$(22.9)

(1)Excludes fair value of $289.9 associated with hedge funds and private equity funds which fair value is measured using NAV practical expedient.

 For the three months ended June 30, 2019
(Millions)
Fixed
Maturities

Other
long-term
investments(1)

Loan Participation
Derivative
instruments
assets &
(liabilities)

Contingent
consideration
(liabilities)

Balance as of March 31, 2019$
$88.0
$
$(4.8)$(28.8)
Total realized and unrealized gains (losses)


(0.6)(2.0)
Foreign currency gains (losses) through Other Comprehensive Income




Purchases




Sales/Settlements


1.8

Balance as of June 30, 2019$
$88.0
$
$(3.6)$(30.8)
(1)Excludes fair value of $291.9 associated with hedge funds and private equity funds which fair value is measured using NAV practical expedient.

  

For the three months ended June 30, 2018

 

(Millions)

  Fixed
Maturities
  Other
long-term
investments(1)
  Derivative
instruments
assets &
(liabilities)
  Contingent
consideration
(liabilities)
 

Balance at March 31, 2018

 $8.6 $64.9 $(6.1)$(42.8)

Total realized and unrealized gains (losses)

  (2.1) 8.5  5.6  - 

Foreign currency gains (losses) through Other Comprehensive Income

  -  (1.3) -  - 

Purchases

  -  0.5  -  - 

Sales/Settlements

  (0.5) (3.6) (5.3) - 

Balance at June 30, 2018

 $6.0 $69.0 $(5.8)$(42.8)

(1)Excludes fair value of $247.6 associated with hedge funds and private equity funds which fair value is measured using NAV practical expedient.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

The following tables present changes in Level 3 for financial instruments measured at fair value for the six months ended June 30, 20192020 and June 30, 2018:

2019:

  

For the six months ended June 30, 2019

 

(Millions)

  Fixed
Maturities
  Other
long-term
investments(1)
  Derivative
instruments
assets &
(liabilities)
  Contingent
consideration
(liabilities)
 

Balance at December 31, 2018

 $5.4 $63.6 $(0.5)$(28.8)

Total realized and unrealized gains (losses)

  -  9.3  (5.8) (2.0)

Foreign currency gains (losses) through Other Comprehensive Income

  -  (0.7) -  - 

Purchases

  -  15.8  -  - 

Sales/Settlements

  (5.4) -  2.7  - 

Balance at June 30, 2019

 $- $88.0 $(3.6)$(30.8)

 For the six months ended June 30, 2020
(Millions)
Fixed
Maturities

Other
long-term
investments(1)

Loan Participation
Derivative
instruments
assets &
(liabilities)

Contingent
consideration
(liabilities)

Balance as of January 1, 2020$17.0
$77.8
$20.0
$0.8
$(28.2)
Total realized and unrealized gains (losses)2.6
(5.1)
(19.0)(0.2)
Foreign currency gains (losses) through Other Comprehensive Income




Purchases
5.5
7.4


Sales/Settlements(17.0)
(0.1)19.7
5.5
Balance as of June 30, 2020$2.6
$78.2
$27.3
$1.5
$(22.9)
(1)Excludes fair value of $289.9 associated with hedge funds and private equity funds which fair value is measured using NAV practical expedient.

Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

 For the six months ended June 30, 2019
(Millions)
Fixed
Maturities

Other
long-term
investments(1)

Loan Participation
Derivative
instruments
assets &
(liabilities)

Contingent
consideration
(liabilities)

Balance as of January 1, 2019$5.4
$63.6
$
$(0.5)$(28.8)
Total realized and unrealized gains (losses)
9.3

(5.8)(2.0)
Foreign currency gains (losses) through Other Comprehensive Income
(0.7)


Purchases
15.8



Sales/Settlements(5.4)

2.7

Balance as of June 30, 2019$
$88.0
$
$(3.6)$(30.8)
(1)Excludes fair value of $291.9 associated with hedge funds and private equity funds which fair value is measured using NAV practical expedient.

   For the six months ended June 30, 2018
 
(Millions)  Fixed
Maturities
  Other
long-term
investments(1)
  Derivative
instruments
assets &
(liabilities)
  Contingent
consideration
(liabilities)
 
Balance at December 31, 2017 $8.0 $64.2 $(6.1)$(42.8)
Total realized and unrealized gains (losses)  (2.1) 9.3  5.6  - 
Foreign currency gains (losses) through Other Comprehensive Income  -  (1.6) -  - 
Purchases  0.6  0.9  -  - 
Sales/Settlements  (0.5) (3.8) (5.3) - 
Balance at June 30, 2018 $6.0 $69.0 $(5.8)$(42.8)

(1)Excludes fair value of $247.6 associated with hedge funds and private equity funds which fair value is measured using NAV practical expedient.

Fair value measurements – transfers between levels

There were no transfers between Level 3 and Level 2 measurements during the three months ended June 30, 2019 and 2018. There were no transfers between Level 3 and Level 2 measurements during the six months ended June 30, 2020 and 2019, and 2018.

respectively.

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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

Significant unobservable inputs

Unobservable Inputs

The table below presents information about the significant unobservable inputs used for recurring fair value measurements for certain Level 3 instruments as of June 30, 20192020 and December 31, 2018,2019, and includes only those instruments for which information about the inputs is reasonably available to Sirius Group, such as data from independent third-party valuation service providers and from internal valuation models.

(Millions, except share prices) June 30, 2019 June 30, 2020
Description Valuation Technique(s) Fair value Unobservable input
 Valuation Technique(s)Fair value
Unobservable input 
Private equity securities(1)
Share price of recent transaction$32.5
Purchase share price40.63
Loan participation(1)
Purchase price of recent transaction$19.9
Comparable yieldsRange - 4.46% - 7.82%
Median - 5.58%

Preferred stock(1)
Share price of recent transaction$19.9
Purchase price7.74
Private equity securities(1)
Multiple of GAAP book value$13.2
Book value multipleRange - 0.73x-0.91x
Median - 0.82x

Loan participation(1)
Purchase price of recent transaction$7.4
Purchase price$7.4
Private debt instrument(1)
Discounted cash flow$6.2
Discount yieldRange - 11.87% - 12.32%
Median - 12.08%

Private equity securities(1) Share price of recent transaction $32.5 Purchase share price $40.63 Purchase price of recent transaction$4.7
Purchase price7.74
Preferred stock(1) Share price of recent transaction $17.5 Purchase price $7.74 Purchase price of recent transaction$1.9
Purchase price$1.9
Private equity securities(1) Multiple of GAAP book value $16.8 Book value multiple 1.0X
Private debt instrument(1) Purchase price of recent transaction $7.8 Purchase price $9.0 
Private debt instrument(1) Purchase price of recent transaction $6.0 Purchase price $6.0 
Private convertible debt instrument(1)
Unit price of recent transaction$1.4
Purchase price7.74
Currency swaps(2)
Third party appraisal$1.2
Broker quote$1.2
Currency forwards(2)
Third party appraisal$0.7
Broker quote$0.7
Preferred stock(1)
Purchase price of recent transaction$0.7
Purchase price$0.7
Equity warrants(2)
Option pricing model$0.6
Strike price$0.2
Private equity securities(1) Share price of recent transaction $5.1 Purchase price $7.74 Purchase price of recent transaction$0.3
Purchase price$0.3
Weather derivatives(2) Third party appraisal $1.7 Broker quote $1.7 Third party appraisal$(1.0)Broker quote$(1.0)
Private equity securities(1) Purchase price of recent transaction $1.0 Purchase price $10.0 
Private equity securities(1) Purchase price of recent transaction $0.8 Purchase price $0.8 
Equity warrants Option pricing model $0.4 Strike price $0.2 
Private equity securities(1) Purchase price of recent transaction $0.3 Purchase price $0.3 
Private debt instrument(1) Purchase price of recent transaction $0.2 Purchase price $0.2 
Currency forwards(2) Third party appraisal $0.2 Broker quote $0.2 
Currency swaps(2) Third party appraisal $(3.8)Broker quote $(3.8)
Contingent consideration External valuation model $(30.8)Discounted future payments $(30.8)External valuation model$(22.9)Discounted future payments$(22.9)

(1)As of June 30, 2020, each asset type consists of one security.

(2)SeeNote 12for discussion of derivative instruments.
(Millions, except share prices)December 31, 2019
DescriptionValuation Technique(s)Fair value
Unobservable input 
Private equity securities(1)
Share price of recent transaction$32.5
Purchase share price$40.6
Loan participation(1)
Purchase price of recent transaction$20.0
Purchase price20.0
Preferred stock(1)
Share price of recent transaction$17.5
Purchase price$7.74
Private equity securities(1)
Multiple of GAAP book value$14.2
Book value multiple0.9
Preferred stock(1)
Purchase price of recent transaction$12.2
Purchase price$12.2
Private debt instrument(1)
Purchase price of recent transaction$7.2
Purchase price$9.0
Weather derivatives(2)
Third party appraisal$7.0
Broker quote$7.0
Private equity securities(1)
Purchase price of recent transaction$5.1
Purchase price$7.74
Preferred stock(1)
Purchase price of recent transaction$4.8
Purchase price$4.80
Currency forwards(2)
Third party appraisal$2.7
Broker quote$2.7
Private equity securities(1)
Purchase price of recent transaction$1.0
Purchase price$10.0
Equity warrants(2)
Option pricing model$0.4
Strike price$0.2
Private equity securities(1)
Purchase price of recent transaction$0.3
Purchase price$0.3
Currency swaps(2)
Third party appraisal$(3.6)Broker quote$(3.6)
Currency forwards(2)
Third party appraisal$(5.7)Broker quote$(5.7)
Contingent considerationExternal valuation model$(28.2)Discounted future payments$(28.2)
(1)As of December 31, 2019, each asset type consists of one security.

(2)SeeNote 1112for discussion of derivative instruments.


��
(Millions, except share prices) December 31, 2018
 
Description Valuation Technique(s)  Fair value Unobservable input
 
Private equity securities(1) Share price of recent transaction $32.5 Purchase share price $40.63 
Private equity securities(1) Multiple of GAAP book value $14.7 Book value multiple  0.9X
Private debt instrument(1) Purchase price of recent transaction $9.0 Purchase price $9.0 
Private debt instrument(1) Purchase price of recent transaction $6.0 Purchase price $6.0 
Preferred stock(1) Share price of recent transaction $4.6 Purchase price $1.88 
Weather derivatives(2) Third party appraisal $3.9 Broker quote $3.9 
Private equity securities(1) Purchase price of recent transaction $0.9 Purchase price $1.88 
Preferred stock(1) Share price of recent transaction $0.8 Purchase price $0.8 
Private equity securities(1) Share price of recent transaction $0.3 Purchase price $10.0 
Private debt instrument(1) Purchase price of recent transaction $0.2 Purchase price $0.2 
Interest rate cap(2) Third party appraisal $0.2 Broker quote $0.2 
Currency swaps(2) Third party appraisal $(4.6)Broker quote $(4.6)
Contingent consideration External valuation model $(28.8)Discounted future payments $(28.8)

(1)As of December 31, 2018, each asset type consists of one security.

(2)SeeNote 11 for discussion of derivative instruments.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

Financial instruments disclosed, but not carried at fair value

Sirius Group uses various financial instruments in the normal course of its business. The carrying values of Cash, Accrued investment income, certain other assets, Accounts payable on unsettled investment purchases, certain other liabilities, and other financial instruments not included in the table below approximated their fair values at June 30, 20192020 and December 31, 2018,2019, due to their respective short maturities. As these financial instruments are not actively traded, their respective fair values are classified within Level 3. The following table includes financial instruments for which the carrying value differs from the estimated fair values at June 30, 20192020 and December 31, 2018:

2019:
   June 30, 2019  December 31, 2018
 
(Millions)  Fair Value(1)  Carrying Value  Fair Value(1)  Carrying Value 
Liabilities, Mezzanine equity, and Non-controlling interest:             
2017 SEK Subordinated Notes $297.0 $292.3 $309.5 $303.6 
2016 SIG Senior Notes $386.9 $393.6 $347.6 $393.2 
Series B preference shares $205.2 $241.3 $191.7 $232.2 
 June 30, 2020December 31, 2019
(Millions)
Fair Value(1)

Carrying Value
Fair Value(1)

Carrying Value
Liabilities, Mezzanine equity, and Non-controlling interest:    
2017 SEK Subordinated Notes$268.7
$290.5
$294.5
$291.2
2016 SIG Senior Notes$367.4
$394.4
$394.5
$394.0
Series B preference shares$179.5
$206.2
$186.4
$223.0

(1)Fair value estimated by internal pricing and considered a Level 3 measurement.

Note 9.10. Debt and standby letters of credit facilities

Sirius Group's debt outstanding as of June 30, 20192020 and December 31, 20182019 consisted of the following:

(Millions) June 30,
2019
 Effective
Rate(1)
 December 31, 2018 Effective
Rate(1)
 June 30, 2020
Effective Rate(1)

December 31, 2019
Effective Rate(1)

2017 SEK Subordinated Notes, at face value $296.2 3.9%$307.6 3.8%$294.2
4.4%$295.0
4.0%

Unamortized issuance costs

 (3.9)   (4.0)   (3.7) (3.8) 

2017 SEK Subordinated Notes, carrying value

 292.3   303.6   290.5
 291.2
 
2016 SIG Senior Notes, at face value 400.0 4.7% 400.0 4.7%400.0
4.7%400.0
4.7%

Unamortized discount

 (2.5)   (2.6)   (2.2) (2.3) 

Unamortized issuance costs

 (3.9)   (4.2)   (3.4) (3.7) 

2016 SIG Senior Notes, carrying value

 393.6   393.2   394.4
 394.0
 
Total debt $685.9   $696.8   $684.9
 $685.2
 

(1)Effective rate considers the effect of the debt issuance costs.

2017 SEK Subordinated Notes

On September 22, 2017, Sirius Group issued floating rate callable subordinated notes denominated in Swedish kronor ("SEK") in the amount of SEK 2,750.0 million (or $346.1 million on date of issuance) at a 100% issue price ("2017 SEK Subordinated Notes"). The 2017 SEK Subordinated Notes were issued in an offering that was exempt from the registration requirements of the Securities Act of 1933 (the "Securities Act"). The 2017 SEK Subordinated Notes bear interest on their principal amount at a floating rate equal to the applicable Stockholm Interbank Offered Rate ("STIBOR") for the relevant interest period plus an applicable margin, payable quarterly in arrears on March 22, June 22, September 22, and December 22 in each year commencing on December 22, 2017, until maturity in September 2047.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

Beginning on September 22, 2022, the 2017 SEK Subordinated Notes may be redeemed, in whole or in part, at Sirius Group's option. In addition, within 90 days following the occurrence of a Specified Event (as defined below), the 2017 SEK Subordinated Notes may be redeemed, in whole but not in part, at Sirius Group's option. "Specified Event" means (a) an "Additional Amounts Event" in connection with a change in laws, rules or regulations as a result of which Sirius Group is obligated to pay additional amounts on the notes in respect of any withholding or deduction for taxes, (b) a "Tax Event" in connection with a change in laws, rules or regulations as a result of which interest on the notes is no longer fully deductible by Sirius Group for income tax purposes in the applicable jurisdiction (to the extent that such interest was so deductible as of the time of such Tax Event), (c) a "Rating Methodology Event" in connection with a change in, or clarification to, the rating methodology of Standard & Poor's or Fitch that results in a materially unfavorable capital treatment of the notes, or (d) a "Regulatory Event" in connection with a change in, or clarification to, applicable supervisory regulations that results in the notes no longer qualifying as Tier 2 Capital.

Sirius Group incurred $4.6 million in expenses related to the issuance of the 2017 SEK Subordinated Notes (including SEK 27.5 million, or $3.5 million, in underwriting fees), which have been deferred and are being recognized into interest expense over the life of the 2017 SEK Subordinated Notes. For the three months ended June 30, 20192020 and 2018,2019, Sirius Group recognized $0.3$(19.8) million and $27.8$0.3 million, respectively, of foreign currency exchange (losses) gains on the remeasurement of the 2017 SEK Subordinated Notes into USD from SEK. For the six months ended June 30, 20192020 and 2018,2019, Sirius Group recognized $11.3$0.8 million and $27.8$11.3 million, respectively, of foreign currency exchange gains on the remeasurement of the 2017 SEK Subordinated Notes into USD from SEK.

Taking into effect the amortization of all underwriting and issuance expenses, and applicable STIBOR, the 2017 SEK Subordinated Notes yielded an effective rate of approximately 4.1%4.4% and 3.5%4.1% annualized for the three months ended June 30, 20192020 and 2018,2019, respectively. The effective rate for the six months ended June 30, 2020 and 2019 were 4.3% and 2018 were 3.9% and 3.5% annualized, respectively. Sirius Group recorded $3.2$3.1 million and $3.0$3.2 million of interest expense, inclusive of amortization of issuance costs on the 2017 SEK Subordinated Notes for the three months ended June 30, 20192020 and 2018,2019, respectively. Sirius Group recorded $6.0$6.1 million and $5.9$6.0 million of interest expense, inclusive of amortization of issuance costs on the 2017 SEK Subordinated Notes for the six months ended June 30, 2020 and 2019, and 2018, respectively.

2016 SIG Senior Notes

On November 1, 2016, Sirius Group issued $400.0 million face value of senior unsecured notes ("2016 SIG Senior Notes") at an issue price of 99.209% for net proceeds of $392.4 million after taking into effect both deferrable and non-deferrable issuance costs. The 2016 SIG Senior Notes were issued in an offering that was exempt from the registration requirements of the Securities Act. The 2016 SIG Senior Notes bear an annual interest rate of 4.6%, payable semi-annually in arrears on May 1, and November 1, in each year commencing on May 1, 2017, until maturity in November 2026.

Sirius Group incurred $5.1 million in expenses related to the issuance of the 2016 SIG Senior Notes (including $3.4 million in underwriting fees), which have been deferred and are being recognized into interest expense over the life of the 2016 SIG Senior Notes.

Taking into effect the amortization of the original issue discount and all underwriting and issuance expenses, the 2016 SIG Senior Notes yield an effective rate of approximately 4.7% per annum. Sirius Group recorded $4.8 million, inclusive of amortization of issuance costs on the 2016 SIG Senior Notes, for both three month periods ended June 30, 20192020 and 2018.2019. Sirius Group recorded $9.6 million, of interest expense, inclusive of amortization of issuance costs on the 2016 SIG Senior Notes, for both the six monthsmonth periods ended June 30, 2020 and 2019.
Standby Letter of Credit Facilities
On November 9, 2019, and 2018.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Standby letterCorporation ("Sirius International"), a wholly owned subsidiary of credit facilities

On November 9, 2018, Sirius Internationalthe Company, renewed two standby letter of credit facility agreements totaling $160$125 million to provide capital support for Lloyd's Syndicate 1945. The first letter of credit is a renewal of a $125$90 million facility with Nordea Bank Finland Abp, London Branch, which is issued on an unsecured basis. The second letter of credit is a $35 million facility with DNB Bank ASA, Sweden Branch, $25 million of which is issued on an unsecured basis. Each facility is renewable annually. The above referenced facilities are subject to various affirmative, negative and financial covenants that the Company considers to be customary for such borrowings, including certain minimum net worth and maximum debt to capitalization standards, and change in control provisions.

standards.


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Sirius International has other secured letter of credit and trust arrangements with various financial institutions to support its insurance operations. As of June 30, 20192020 and December 31, 2018,2019, these secured letter of credit and trust arrangements were collateralized by pledged assets and assets in trust of SEK 3.03.5 billion and SEK 2.93.4 billion, respectively, or $319.0$369.1 million and $321.3$363.3 million, respectively (based on the June 30, 20192020 and December 31, 20182019 SEK to USD exchange rates). As of June 30, 20192020 and December 31, 2018,2019, Sirius America Insurance Company's trust arrangements were collateralized by pledged assets and assets in trust of $57.2$47.6 million and $56.2$57.7 million, respectively. As of June 30, 20192020 and December 31, 2018,2019, Sirius Bermuda's letters of credit and trust arrangements were collateralized by pledged assets and assets in trust of $349.6$518.1 million and $319.7$784.0 million, respectively.

Revolving credit facility

Credit Facility

In February 2018, Sirius Group, through its indirectly wholly-owned subsidiary Sirius International Group, Ltd. entered into a three-year, $300 million senior unsecured revolving credit facility (the "Facility"). The Facility provides access to loans for working capital and general corporate purposes, and letters of credit to support obligations under insurance and reinsurance agreements and retrocessional agreements. The Facility is subject to various affirmative, negative and financial covenants that Sirius Group considers to be customary for such borrowings, including certain minimum net worth, maximum debt to capitalization, financial strength rating standards, and change in control provisions. As of June 30, 2019,2020, there were no outstanding borrowings under the Facility.

Debt and standby letterStandby Letter of credit facility covenants

Credit Facility Covenants

As of June 30, 2019,2020, Sirius Group was in compliance with all of the covenants under the 2017 SEK Subordinated Notes, the 2016 SIG Senior Notes, the Nordea Bank Finland Abp, London Branch facility, and the DNB Bank ASA, Sweden Branch facility. In addition, as of June 30, 2019,2020, Sirius Group was in compliance with all of the covenants under the Facility.

Interest

Total interest expense incurred by Sirius Group for its indebtedness for the three months ended June 30, 2020 and 2019 and 2018 was $8.0$7.9 million and $7.8$8.0 million, respectively. Total interest expense incurred by Sirius Group for its indebtedness for the six months ended June 30, 2020 and 2019 and 2018 was $15.6$15.7 million and $15.5$15.6 million, respectively. Total interest paid by Sirius Group for its indebtedness for the three months ended June 30, 2020 and 2019 and 2018 was $12.2$12.4 million and $12.1$12.2 million, respectively. Total interest paid by Sirius Group for its indebtedness for the six months ended June 30, 2020 and 2019 was $15.2 million and 2018 was $14.9 million, and $15.0 million, respectively.

Note 10.11. Income taxes

The Company and its Bermuda-domiciled subsidiaries are not subject to Bermuda income tax under current Bermuda law. In the event there is a change in the current law such that taxes are imposed, the Company and its Bermuda-domiciled subsidiaries would be exempt from such tax until March 31, 2035, pursuant to the Bermuda Exempted Undertakings Tax Protection Act of 1966. The Company has subsidiaries and branches that operate in various other jurisdictions around the world that are subject to tax in the jurisdictions in which they operate. The jurisdictions in which the Company's subsidiaries and branches are subject to tax are Australia, Belgium, Canada, Denmark, Germany, Gibraltar, Hong Kong (China), Ireland, Luxembourg, Malaysia, the Netherlands, Shanghai (China), Singapore, Spain, Sweden, Switzerland, the United Kingdom, and the United States.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

For the three-month period ended June 30, 2020, Sirius Group reported an income tax expense (benefit) of $2.1$11.2 million on pre-tax income (loss) of $4.0 million. The difference between the effective tax rate on income from continuing operations and $51.2 million during the three monthsSwedish statutory tax rate of 21.4% (the rate at which the majority of Sirius Group's worldwide operations are taxed) is primarily attributable to the exclusion of jurisdictions in the calculation of the annual estimated effective tax rate if their inclusion would not provide a reliable estimate of such rate (more specifically, if small changes in the estimated annual income recognized in a jurisdiction would result in significant changes in the annual estimated effective tax rate).

For the six-month period ended June 30, 2019 and 2018, respectively, on pre-tax income of $10.3 million and $149.4 million, respectively.2020, Sirius Group reported an income tax expense (benefit) of $19.3$(3.6) million and $62.3 million duringon pre-tax income (loss) of $(132.1) million. The difference between the effective tax rate for the six months ended June 30, 2020 and the Swedish statutory rate of 21.4% was primarily attributable to valuation allowance recorded against certain deferred tax assets, the exclusion of jurisdictions with pretax losses for which no tax benefit can be recognized, and the exclusion of jurisdictions if their inclusion would not provide a reliable estimate of such rate.

Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited


For the three-month period ended June 30, 2019, and 2018, respectively,Sirius Group reported an income tax expense (benefit) of $2.1 million on pre-tax income (loss) of $10.3 million. The effective tax rate on income from continuing operations did not materially differ from the statutory tax rate of 21.4%.
For the six-month period ended June 30, 2019, Sirius Group reported an income tax expense (benefit) of $19.3 million on pre-tax income (loss) of $131.6 million and $203.8 million, respectively.million. The effective tax rate for the six months ended June 30, 2019 was 14.5%, which was lower than the Swedish statutory rate of 21.4% (the rate at which the majority of Sirius Group's worldwide operations are taxed) primarily because of income recognized in jurisdictions with lower rates than Sweden. The
In arriving at the effective tax rate for the six months ended June 30, 2018 was 30.6%, which was higher than the Swedish statutory rate of 22% (the rate at which the majority of Sirius Group's worldwide operations are taxed) primarily because of non-recurring adjustments to Sirius Group's deferred tax assets which resulted from various internal restructurings2020 and changes in Sirius Group's accounting for uncertain tax positions. In arriving at the effective tax rate for the six month periods ended June 30, 2019, and 2018, Sirius Group forecasted all income and expense items including the change in unrealized investment gains (losses) and realized investment gains (losses) for the years ending December 31, 20192020 and 2018.

2019. Jurisdictions with a projected loss for the full year where no tax benefit can be recognized are excluded from the calculation of the estimated annual effective tax rate. In addition, jurisdictions were excluded in the calculation of the annual estimated effective tax rate if their inclusion would not provide a reliable estimate of such rate (more specifically, if small changes in the estimated annual income recognized in a jurisdiction would result in significant changes in the annual estimated effective tax rate).

The Tax Cuts and Jobs Act (the "TCJA"("TCJA") was enacted into law in the U.S. in December 2017. The Company previously applied Staff Accounting Bulletin 118 ("SAB 118"), which provided guidance on accounting for the tax effects of the TCJA. SAB 118 addresses situations where accounting for certain income tax effects of the TCJA under ASC 740, Income Taxes ("ASC 740"), may be incomplete upon issuance of an entity's financial statements and provides a one-year measurement period from the enactment date to complete the accounting under ASC 740. The Company has completed its accounting for all material tax effects of the TCJA and recognized adjustments as of December 31, 2018.

The TCJA includes a new Base Erosion and Anti-Abuse Minimum Tax ("BEAT") provision, which is essentially a minimum tax that is potentially applicable to certain otherwise deductible payments made by U.S. entities to non-U.S. affiliates, including cross-border interest payments and reinsurance premiums. The statutory BEAT rate is 10% in 2019-2025, and then rises to 12.5% in 2026 and thereafter. The TCJA also includes provisions for Global Intangible Low-Taxed Income ("GILTI") under which taxes on foreign income are imposed on the excess of a deemed return on tangible assets of certain foreign subsidiaries. Consistent with accounting guidance, Sirius Group will treat BEAT as an in period tax charge when incurred in future periods for which no deferred taxes need to be provided and has made an accounting policy election to treat GILTI taxes in a similar manner. No provision for income taxes related to BEAT or GILTI was recorded as of June 30, 20192020 and December 31, 2018.

2019.

Sirius Group has capital and liquidity in many of its subsidiaries, some of which may reflect undistributed earnings. If such capital or liquidity were to be paid or distributed to the Company or Sirius Group's subsidiaries, as dividends or otherwise, they may be subject to income or withholding taxes. Sirius Group generally intends to operate, and manage its capital and liquidity, in a tax-efficient manner. However, the applicable tax laws in relevant countries are still evolving, including in response to guidance from the Organisation for Economic Cooperation and Development. Accordingly, such payments or earnings may be subject to income or withholding tax in jurisdictions where they are not currently taxed or at higher rates of tax than currently taxed, and the applicable tax authorities could attempt to apply income or withholding tax to past earnings or payments.

In April 2020, the European Court of Justice (the “ECJ”) published a decision disallowing the eligibility of an unrelated Gibraltar company for a European Union directive providing relief from withholding taxes on cross-border dividends. More generally, as a result of Brexit, it is projected that Gibraltar companies will cease to be eligible for European Union tax directives from January 1, 2021. The Company has a subsidiary organized in Gibraltar which has been a party to cross-border transactions with affiliates. The Company has assessed the tax consequences of these developments and concluded that they should not materially impact the Company’s provision for income taxes.
Deferred tax asset, net of valuation allowance

Sirius Group's net deferred tax liability, net of the valuation allowance as of June 30, 20192020 is $55.3$28.2 million. Of the $55.3$28.2 million, $32.7$25.9 million relates to net deferred tax assets in U.S. subsidiaries, $130.5$137.9 million relates to net deferred tax assets in Luxembourg subsidiaries, $12.9 million relates to net deferred tax assets in United Kingdom subsidiaries, $229.7$207.9 million relates to net deferred tax liabilities in Sweden subsidiaries, and $1.7$15.9 million relates to other net deferred tax liability.

asset.

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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Sirius Group records a valuation allowance against deferred tax assets if it becomes more likely than not that all or a portion of a deferred tax asset will not be realized. Changes in valuation allowances from period to period are included in income tax expense in the period of change. In determining whether or not a valuation allowance, or change therein, is warranted, Sirius Group considers factors such as prior earnings history, expected future earnings, carryback and carryforward periods and strategies that if executed would result in the realization of a deferred tax asset. It is possible that certain planning strategies or projected earnings in certain subsidiaries may not be feasible to utilize the entire deferred tax asset, which could result in material changes to Sirius Group's deferred tax assets and tax expense.


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Uncertain tax positions

Recognition of the benefit of a given tax position is based upon whether a company determines that it is more likely than not that a tax position will be sustained upon examination based upon the technical merits of the position. In evaluating the more likely than not recognition threshold, Sirius Group must presume that the tax position will be subject to examination by a taxing authority with full knowledge of all relevant information. If the recognition threshold is met, then the tax position is measured at the largest amount of benefit that is more than 50% likely of being realized upon ultimate settlement.

As of June 30, 2019,2020, the total reserve for unrecognized tax benefits is $63.3$45.9 million. If Sirius Group determines in the future that its reserves for unrecognized tax benefits on permanent differences and interest and penalties are not needed, the reversal of $63.2$45.7 million of such reserves as of June 30, 20192020 would be recorded as an income tax benefit and would impact the effective tax rate. If Sirius Group determines in the future that its reserves for unrecognized tax benefits on temporary differences are not needed, the reversal of $0.1$0.2 million of such reserves as of June 30, 20192020 would not impact the effective tax rate due to deferred tax accounting but would accelerate the payment of cash to the taxing authority. The vast majorityMost of Sirius Group's reserves for unrecognized tax benefits on temporarypermanent differences relate to interest deductions for loss reserves wheredenied by the timing of the deductions is uncertain.

The Swedish Tax Authority ("STA"), as described further below.

The STA has denied deductions claimed by two of the Company's Swedish subsidiaries in certain tax years for interest paid on intra-group debt instruments. Sirius Group has challenged the STA's denial in court based on the technical merits. In October 2018, one of the Swedish subsidiaries received an adverse decision from Sweden's Administrative Court, which Sirius Group has appealed. Sirius Group has taken into account this and other relevant developments in applicable Swedish tax law and has established a reserve for this uncertain tax position. As of June 30, 2019,2020, the total amount of such reserve was $60.4$45.0 million.

In connection with this matter, Sirius Group has also taken into account the Stock Purchase Agreement ("SPA") by which Sirius Group was sold to CMIG International Holding Pte. Ltd ("CMIG International") in 2016 and has recorded an indemnification asset. Pursuant to the SPA, the seller agreed to indemnify the buyer and Sirius Group for, among other things, (1) any additional tax liability in excess of Sirius Group's accounting for uncertain tax positions for tax periods prior to the sale of Sirius Group to CMIG International, and (2) an impairment in Sirius Group's net deferred tax assets resulting from a final determination by a tax authority. While Sirius Group intends to continue challenging the STA's denial based on the technical merits (including appealing the adverse court decision received in October 2018), the ultimate resolution of these tax disputes is uncertain and no assurance can be given that there will be no material changes to Sirius Group's operating results or balance sheet in connection with these uncertain tax positions or the related indemnification.

With few exceptions, Sirius Group is no longer subject to U.S. federal, state or non-U.S. income tax examinations by tax authorities for years before 2014.

2015.

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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Note 11.12. Derivatives

Interest Rate Cap

Sirius Group entered into an interest rate swap ("Interest Rate Cap") with two financial institutions where it paid an upfront premium and in return receives a series of quarterly payments based on the 3-month London Interbank Offered Rate at the time of payment. The Interest Rate Cap does not qualify for hedge accounting. Changes in fair value are recognized as unrealized gains or losses and are presented within Other revenue. The fair value of the interest rate cap has been estimated using a single broker quote and, accordingly, has been classified as a Level 3 measurement as of June 30, 20192020 and December 31, 2018.2019. Collateral held is recorded within short-term investments with an equal amount recognized as a liability to return collateral. Sirius Group's liability to return that collateral is based on the amounts provided by the counterparties and investment earnings thereon. As at June 30, 20192020 and December 31, 2018,2019, Sirius Group held collateral balances of $0.2 million and $0.3 million, respectively.

at the end of each period.

Foreign currency swaps

Currency Risk Derivatives

Sirius Group executes foreign currency forwards, call options, swaps, and futures to manage foreign currency exposure. The foreign currency swaps have not been designated or accounted for under hedge accounting. Changes in fair value are recognized as unrealized gains or losses and are presented within Net foreign exchange gains (losses). The fair value of the foreign currency swaps has been estimated using a single broker quote and, accordingly, has been classified as a Level 3 measurement as of June 30, 2019 and December 31, 2018. Sirius Group does not provide or hold any collateral associated with the swaps.

Foreign currency forward

Sirius Group executes foreign currency forwards to manage currency exposure against a foreign currency investment. The foreign currency forwardsrisk derivatives are not designated or accounted for under hedge accounting. Changes in fair value are recognized as unrealized gains or losses and are presented within Net foreign exchange gains (losses).gains. The fair value of the foreign currencyswaps and forwards are estimated using a single broker quote and accordingly, classified as a Level 3 measurement. The fair value of the futures is widely available and have quoted prices in active markets and accordingly, were classified as a Level 1 measurement. Sirius Group did not provide or hold any collateral associated with the forwards.

foreign currency risk derivatives.


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Weather derivatives

Derivatives

Sirius Group holds assets and assumes liabilities related to weather and weather contingent risk management products. Weather and weather contingent derivative contracts are entered into with the objective of generating profits in normal climatic conditions. Accordingly, Sirius Group's weather and weather contingent derivatives are not designed to meet the criteria for hedge accounting under GAAP. Sirius Group receives payment of premium at the contract inception in exchange for bearing the risk of variations in a quantifiable weather index. Changes in fair value are recognized as unrealized gains or losses and are presented within Other revenue. The fair value of the weather derivatives was estimated using a broker quote. Because of the significance of the unobservable inputs used to estimate the fair value of Sirius Group's weather risk contracts, the fair value measurements of the contracts are deemed to be Level 3 measurements in the fair value hierarchy as of June 30, 20192020 and December 31, 2018.2019. Sirius Group does not provide or hold any collateral associated with the weather derivatives.

Equity futures contracts

Contracts

Sirius Group executes trades in equity futures contracts, call options, and put options to hedge against long positions in Common equities. The equity futures contracts are not designated or accounted for under hedge accounting. Changes in fair value are presented within Net realized investment gains (losses). The fair value of the equity put options is widely available and have quoted prices in active markets and accordingly, were classified as a Level 1 measurement.

Equity put options

Sirius Group executes trades in equity put options to hedge against long positions in Common equities. The equity put options are not designated or accounted for under hedge accounting. Changes in fair value are presented within Net unrealized investment (losses) gains. The fair value of the equity put optionscontracts is widely available and have quoted prices in active markets and accordingly, were classified as a Level 1 measurement.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Equity warrants

Warrants

Sirius Group holds restricted equity warrants as part of its investment strategy. The equity warrants are not designated or accounted for under hedge accounting. Changes in fair value are presented within Net unrealized investment (losses) gains. The fair value of the equity warrants is estimated using a single broker quote and accordingly, classified as a Level 3 measurement. Sirius Group did not provide or hold any collateral associated with the equity warrants.

The following tables summarize information on the classification and amount of the fair value of derivatives not designated as hedging instruments within the Company's Consolidated Balance Sheets as at June 30, 20192020 and December 31, 2018:

2019:

(Millions)

  June 30, 2019 December 31, 2018
 June 30, 2020December 31, 2019

Derivatives not designated as hedging instruments

 Notional
Value
 Asset
derivative
at fair
value(1)
 Liability
derivative
at fair
value(2)
 Notional
Value
 Asset
derivative
at fair
value(1)
 Liability
derivative
at fair
value(2)
 
Notional
Value

Asset
derivative
at fair
value(1)

Liability
derivative
at fair
value(2)

Notional
Value

Asset
derivative
at fair
value(1)

Liability
derivative
at fair
value(2)

Interest rate cap

 $250.0 $- $- $250.0 $0.2 $- $250.0
$
$
$250.0
$
$

Foreign currency swaps

 $90.0 $- $4.9 $45.0 $- $4.6 $40.0
$1.2
$
$90.0
$
$3.6

Foreign currency forwards

 $10.0 $- $0.8 $- $- $- $215.2
$0.7
$
$(30.0)$2.7
$5.7

Weather derivatives

 $53.4 $1.7 $- $150.5 $3.9 $- $54.1
$
$1.0
$110.7
$7.0
$

Equity futures contracts

 $(8.1)$- $- $- $- $- $(2.8)$
$
$34.5
$
$
Foreign currency futures contracts$21.5
$
$
$
$
$
Equity call options$49.8
$3.2
$
$
$
$

Equity put options

 $14.7 $0.8 $0.3 $6.2 $- $0.5 $(2.4)$
$0.4
$31.0
$1.3
$0.2
Foreign currency call options$50.6
$1.3
$
$
$
$

Equity warrants

 $0.4 $0.4 $- $- $- $- $0.6
$0.6
$
$0.4
$0.4
$

(1)Asset derivatives are classified within Other assets within the Company's Consolidated Balance Sheets at June 30, 20192020 and December 31, 2018.2019.

(2)Liability derivatives are classified within Other liabilities within the Company's Consolidated Balance Sheets at June 30, 20192020 and December 31, 2018.2019.


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

The following table summarizes information on the classification and net impact on earnings, recognized in the Company's Consolidated Statements of (Loss) Income relating to derivatives during the three months and six months ended June 30, 20192020 and 2018:

2019:

(Millions)
  For the three months ended June 30,For the six months ended June 30,

  
 For the three months
ended June 30,

 For the six months
ended June 30,

 
Derivatives not designated as
hedging instruments
 Classification of gains
(losses) recognized
in earnings
 2019 2018 2019 2018
 Classification of gains (losses) recognized in earnings2020
2019
2020
2019
Interest rate cap Other revenues $(0.1)$(0.1)$(0.2)$0.2 Other revenues$
$(0.1)$
$(0.2)
Foreign currency swaps Net foreign exchange gains $1.6 $4.3 $2.4 $3.0 Net foreign exchange (losses) gains$(3.4)$1.6
$2.6
$2.4
Foreign currency forwards Net foreign exchange gains (losses) $(3.2)$- $(3.0)$- Net foreign exchange (losses) gains$(1.0)$(3.2)$(0.5)$(3.0)
Weather derivatives Other revenues $0.6 $1.4 $(5.5)$2.4 Other revenues$(1.0)$0.6
$(21.4)$(5.5)
Equity futures contracts Net realized investment gains (losses) $(0.2)$- $(0.8)$- Net realized investment gains$(0.3)$(0.2)$2.6
$(0.8)
Equity futures contracts Net unrealized investment gains $- $- $(0.2)$- Net unrealized investment gains (losses)$1.5
$
$0.5
$(0.2)
Foreign currency futures contractsNet foreign exchange (losses) gains$(0.7)$
$(0.7)$
Equity put options Net unrealized investment gains $(0.1)$1.4 $(0.5)$2.4 Net realized investment gains$0.4
$
$5.9
$
Equity put optionsNet unrealized investment gains (losses)$0.9
$(0.1)$1.4
$(0.5)
Foreign currency call optionsNet foreign exchange (losses) gains$(0.1)$
$(0.1)$
Equity warrants Net unrealized investment gains $0.4 $- $0.4 $- Net unrealized investment gains (losses)$(0.3)$0.4
$0.2
$0.4

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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Note 12.13. Share-based compensation

Sirius Group's employee compensation plans include grants for various types of share-based and non share-basednon-share-based compensation awards to key employees and directors of Sirius Group. As atof June 30, 2019,2020, Sirius Group's share-based compensation awards consist of performance shares units ("PSUs"), restricted share units ("RSUs"), restricted stock and options.

Sirius Group recognized $2.5 million and $3.4 million of compensation expense under the share-based awards during the three months ended June 30, 2020 and 2019, respectively. Sirius Group recognized $3.6 million of compensation expense under the share-based awards during both the six months ended June 30, 2020 and 2019. Sirius Group paid $0.3 million and $3.3 million to employees for share-based awards during the three and the six months ended June 30, 2020 and 2019, respectively.
The following tables present unrecognized compensation cost associated with unvested awards and weighted average period over which it is expected to be recognized:
(Millions)June 30, 2020
 PSUs - IPO Incentive AwardsPSUs - 2019 Long Term Incentive (LTI)RSUsStock Options2018 Long Term Incentive Plan (LTIP)
Unrecognized compensation cost related to unvested awards$2.1
$1.0
$8.0
$1.6
$0.2
Weighted average recognition period (years)1.5 years
1.5 years
1.5 years
1.7 years
0.5 years
As of June 30, 2019, there were $31.8 million of unrecognized share-based compensation costs, which are expected to be recognized over two to three years.

Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

The following table summarizes outstanding and changes in share-settled awards for the three and six months ended June 30, 2020:
 Number of Shares
Three months ended June 30, 2020PSUs - IPO Incentive AwardsPSUs - 2019 LTIRSUsStock Options2018 Long Term Incentive Plan (LTIP)
Unvested, beginning of period543,196
382,327
1,320,837
1,374,945
856,099
Granted




Vested




Forfeited
4,824
46,085

9,942
Unvested, end of period543,196
377,503
1,274,752
1,374,945
846,157

 Number of Shares
Six months ended June 30, 2020PSUs - IPO Incentive AwardsPSUs - 2019 LTIRSUsStock Options2018 Long Term Incentive Plan (LTIP)
Unvested, beginning of period555,163
391,136
1,353,852
1,374,945
870,471
Granted




Vested




Forfeited11,967
13,633
79,100

24,314
Unvested, end of period543,196
377,503
1,274,752
1,374,945
846,157
For the three months ended June 30, 2019, Sirius Group granted members of the Board of Directors of the Company 34,615 restricted shares. For the six months ended June 30, 2019, Sirius Group granted 401,311 performance share units,PSUs, 1,411,714 restricted share units,RSUs, 1,374,944 officer stock options and 34,615 of restricted shares.

During For the three and six months ended June 30, 2019, Sirius GroupGroup's employees forfeited 14,335 performance share unitsPSUs and 46,052 RSUs.

Cash-Settled Awards
From time to time, the Company may issue cash-settled awards to its employees. In February 2020, Sirius Group awarded long-term incentive compensation to certain employees of the Company in the form of three-year, cliff-vested, phantom performance shares and phantom restricted share units.

As atshares that are payable in cash. Phantom performance shares compound through the end of the three-year award period based on the performance metrics during the period. The performance goals were determined by the Compensation Committee of the Board of Directors upon granting of awards. During the three and six months ended June 30, 2020, the Company recognized an expense of $1.5 million and $3.1 million, respectively, related to this award.

In addition, in November 2019, thereSirius Group issued retention awards to certain key employees of the Company that vest and are paid in equal proportions on or prior to March 15, 2020 and on or prior to March 15, 2021, subject to continued employment on the applicable vesting date. In total the retention awards issued under this retention program were $31.8$13.8 million, of unrecognized share-based compensation costs, which, are expected to be recognized over$6.9 million was paid on March 15, 2020. During the next two to three years. There were no unrecognized share-based compensation costs as atand six months ended June 30, 2018.

2020, the Company recognized an expense of $1.4 million and $7.7 million, respectively, in General and administrative expenses.

Note 13.14. Common shareholder's equity, mezzanine equity, and non-controlling interests

Common shareholder's equity

The authorized share capital of the Company consists of 500,000,000 Common shares, $0.01 par value per share, and 100,000,000 Preference shares, $0.01 par value per share.


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

The following table presents changes in the Company's issued and outstanding Common shares as offor the three and six months ended June 30, 2020 and 2019, and 2018, respectively:

   Three months ended June 30,  Six months ended June 30, 
(Millions)  2019  2018  2019  2018
 
Common shares:             
Shares issued and outstanding, beginning of period  115,262,303  120,000,000  115,151,251  120,000,000 
Issuance of shares to directors and employees  34,615  -  145,667  - 
Shares issued and outstanding, end of period  115,296,918  120,000,000  115,296,918  120,000,000 

Three months ended June 30,Six months ended June 30,

202020192020
2019
Common shares:



Shares issued and outstanding, beginning of period115,299,341
115,262,303
115,299,341
115,151,251
Issuance of shares to directors and employees
34,615

145,667
Shares issued and outstanding, end of period115,299,341
115,296,918
115,299,341
115,296,918

Dividends

The Company did not pay dividends to common shareholders during the three and six months ended June 30, 20192020 and 2018.

2019.

Mezzanine equity

Series B Preference Shares

On November 5, 2018, in connection with the closing of the Merger,

Sirius Group has issued 11,901,670 of the 15,000,000 designated Series B preference shares, with a par value of $0.01 per share, as part of the Sirius Group Private Placement. (SeeNote 3.)

share.

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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

The Series B preference shares rank senior to common shares with respect to dividend rights, rights of liquidation, winding-up, or dissolution of the Company and junior to all of the Company's existing and future policyholder obligations and debt obligations. Without the consent of the holders of the Series B preference shares, the Company may not issue any class or series of shares that rank senior or pari passu with the Series B preference shares as to the payment of dividends or as to distribution of assets upon any voluntary or involuntary liquidation, winding-up or dissolution of the Company, if the aggregate gross proceeds from the issuance of all such senior or pari passu shares equals or exceeds $100 million.

The Company adjusts the carrying value of the Series B preference shares to equal the redemption value at the end of each reporting period. At June 30, 20192020 and December 31, 2018,2019, the balance of the Series B preference shares was $241.3$206.2 million and $232.2$223.0 million, respectively.

Series A Redeemable Preference Shares

In connection with the acquisition of IMG, the Company issued mandatorily convertible stock in the form of Series A redeemable preference shares as a portion of the consideration paid. The Company issued 100,000 of the 150,000 authorized Series A redeemable preference shares to the seller of IMG. Each Series A redeemable preference share has a liquidation preference per share of $1,000.

On November 5, 2018, in connection with the closing of the Merger, the Company redeemed the 100,000 outstanding shares of Series A redeemable preference shares for $95.0 million. Sirius Group recorded a $13.8 million gain on the redemption of the Series A redeemable preference shares.

Non-controlling interests

Non-controlling interests consist of the ownership interests of non-controlling shareholders in consolidated entities and are presented separately on the balance sheet. At June 30, 20192020 and December 31, 20182019, Sirius Group's balance sheet included $3.0$2.5 million and $1.7$2.4 million, respectively, in non-controlling interests.

The following tables show the change in non-controlling interest for the three months and six months ended June 30, 20192020 and 2018:

2019:
(Millions)  For the three
months ended
June 30, 2019
  For the three
months ended
June 30, 2018
 
Non-controlling interests, beginning of the period $2.2 $0.5 
Net income attributable to non-controlling interests  0.8  0.4 
Other, net  -  0.1 
Non-controlling interests, end of the period $3.0 $1.0 


(Millions)For the three months ended June 30, 2020
For the three months ended June 30, 2019
Non-controlling interests, beginning of the period$2.6
$2.2
Net income (loss) attributable to non-controlling interests(0.2)0.8
Other, net0.1

Non-controlling interests, end of the period$2.5
$3.0

(Millions)  For the six
months ended
June 30, 2019
  For the six
months ended
June 30, 2018
 
Non-controlling interests, beginning of the period $1.7 $0.2 
Net income attributable to non-controlling interests  1.2  0.6 
Other, net  0.1  0.2 
Non-controlling interests, end of the period $3.0 $1.0 

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Sirius International Insurance Group, Ltd.

Notes to Consolidated Financial Statements
Unaudited

Unaudited

(Millions)For the six months ended June 30, 2020
For the six months ended June 30, 2019
Non-controlling interests, beginning of the period$2.4
$1.7
Net income attributable to non-controlling interests
1.2
Other, net0.1
0.1
Non-controlling interests, end of the period$2.5
$3.0
Alstead Re

As of both June 30, 20192020 and December 31, 2018,2019, Sirius Group recorded non-controlling interest of $2.7$2.3 million and $1.7 million, respectively, in Alstead Re Insurance Company ("Alstead Re"). (SeeNote 1617.)

Note 14.15. Earnings per share

Basic earnings per share is computed by dividing net income available to Sirius Group common shareholders by the weighted-average number of common shares outstanding during the period. Diluted earnings per share is computed by dividing net income (loss) available to Sirius Group common shareholders on a diluted basis by the weighted-average number of common shares outstanding adjusted to give effect to potentially dilutive securities.

The Series B preference shares and the Series A redeemable preference shares both qualify as participating securities, which requires the application of the two-class method to compute both basic and diluted earnings per share. The two-class method is an earnings allocation formula that treats participating securities as having rights to earnings that would otherwise have been available to common shareholders. The Series B preference shares and the Series A redeemable preference shares have no obligation to absorb losses of the Company in periods of net loss.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

The following table sets forth the computation of basic and diluted earnings per common share for the three months and six months ended June 30, 20192020 and 2018:

2019:
 For the three months
ended June 30,
 For the six months ended
June 30,
 For the three months ended June 30,For the six months ended June 30,
(Millions, except share and per share information) 2019 2018 2019 2018
 202020192020
2019
Basic earnings per share          
Numerator:          
Net income $8.2 $98.2 $112.3 $141.5 $(7.2)$8.2
$(128.5)$112.3
Less: Income attributable to non-controlling interests (0.8) (0.4) (1.2) (0.6)0.2
(0.8)
(1.2)
Less: Change in carrying value of Series B preference shares (0.8) - (9.2) - (6.6)(0.8)16.8
(9.2)
Less: Accrued dividends on Series A redeemable preference shares - - - (2.6)
Net income available for dividends out of undistributed earnings $6.6 $97.8 $101.9 $138.3 $(13.6)$6.6
$(111.7)$101.9
Less: Earnings attributable to Series B preference shares (0.6) - (9.5) - 
(0.6)
(9.5)
Less: Earnings attributable to Series A redeemable preference shares - (4.0) - (5.7)
Net income available to Sirius Group common shareholders $6.0 $93.8 $92.4 $132.6 $(13.6)$6.0
$(111.7)$92.4
Denominator:         





 
Weighted average shares outstanding for basic earnings per share 115,243,685 120,000,000 115,212,772 120,000,000 115,278,176
115,243,685
115,269,720
115,212,772
Basic earnings per share $0.05 $0.78 $0.80 $1.11 $(0.12)$0.05
$(0.97)$0.80
Diluted earnings per share         





 
Numerator:         





 
Net income available to Sirius Group common shareholders $6.0 $93.8 $92.4 $132.6 $(13.6)$6.0
$(111.7)$92.4
Add: Change in carrying value of Series B preference shares - - 9.2 - 

(16.8)9.2
Net income available to Sirius Group common shareholders on a diluted basis $6.0 $93.8 $101.6 $132.6 $(13.6)$6.0
$(128.5)$101.6
Denominator:         





 
Weighted average shares outstanding for basic earnings per share 115,243,685 120,000,000 115,212,772 120,000,000 115,278,176
115,243,685
115,269,720
115,212,772
Add: Series B preference shares - - 11,901,670 - 

11,901,670
11,901,670
Add: Unvested performance share units and restricted share units 552,682 - 427,960 - 
552,682

427,960
Weighted average shares outstanding for diluted earnings per share(1) 115,796,367 120,000,000 127,542,402 120,000,000 115,278,176
115,796,367
127,171,390
127,542,402
Diluted earnings per share $0.05 $0.78 $0.80 $1.11 $(0.12)$0.05
$(1.01)$0.80

(1)For the three months ended June 30, 2020, there were a total of 27,825,191 potentially dilutive securities excluded from the calculation of Diluted earnings per share. For the three months ended June 30, 2019, there were 30,933,781 potentially dilutive securities excluded from the calculation of Diluted earnings per share. For the six months ended June 30, 2020, there were a total of 30,933,78115,923,521 potentially dilutive securities excluded from the calculation of Diluted earnings per share. For the six months ended June 30, 2019, there were a total of 19,156,833 potentially dilutive securities excluded from the calculation of Diluted earnings per share. As at June 30, 2018, there were no potentially dilutive securities excluded from the calculation of Diluted earnings per share.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Note 15.16. Investments in unconsolidated entities

Sirius Group's investments in unconsolidated entities are included within Other long-term investments and consist of investments in common equity securities or similar instruments, which give Sirius Group the ability to exert significant influence over the investee's operating and financial policies ("equity method eligible unconsolidated entities"). Such investments may be accounted for under either the equity method or, alternatively, Sirius Group may elect to account for them under the fair value option.

The following table presents the components of Other long-term investments as of June 30, 20192020 and December 31, 2018:

2019:
(Millions)  June 30, 2019  December 31, 2018
 
Equity method eligible unconsolidated entities, at fair value $156.3 $169.4 
Other unconsolidated investments, at fair value(1)  223.6  195.6 
Total Other long-term investments(2) $379.9 $365.0 
(Millions)June 30, 2020
December 31, 2019
Equity method eligible unconsolidated entities, at fair value$157.5
$151.9
Other unconsolidated investments, at fair value(1)
210.6
194.9
Total Other long-term investments(2)
$368.1
$346.8

(1)Includes Other long-term investments that are not equity method eligible.

(2)There were no investments accounted for using the equity method as of June 30, 20192020 and December 31, 2018.2019.


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Equity method eligible unconsolidated entities, at fair value

Sirius Group has elected the fair value option to account for its equity method eligible investments accounted for as part of Other long-term investments for consistency of presentation with the rest of its investment portfolio. The following table presents Sirius Group's investments in equity method eligible unconsolidated entities as of June 30, 20192020 and December 31, 2018 with ownership interest greater than 20%:

2019:
   Ownership interest at    
Investee  June 30,
2019
  December 31,
2018
  Instrument Held
 
BE Reinsurance Limited  25.0% 25.0% Common shares 
BioVentures Investors (Offshore) IV LP  73.0% 73.0% Units 
Camden Partners Strategic Fund V (Cayman), LP  39.4% 36.4% Units 
NEC Cypress Buyer LLC  13.3% 13.3% Units 
New Energy Capital Infrastructure Credit Fund LP(1)  18.3% 22.9% Units 
New Energy Capital Infrastructure Offshore Credit Fund LP(1)  12.2% 54.9% Units 
Scion G7, LP  28.3% 28.8% Units 
Tuckerman Capital V LP  48.3% 47.6% Units 
Tuckerman Capital V Co-Investment I LP  49.5% 47.7% Units 
 Ownership interest as of 
InvesteeJune 30, 2020December 31, 2019Instrument Held
BE Reinsurance Limited24.9%24.9%Common shares
BioVentures Investors (Offshore) IV LP73.0%73.0%Units
Camden Partners Strategic Fund V (Cayman), LP39.4%39.4%Units
Diamond LS I LP15.6%16.0%Units
Gateway Fund LP22.9%15.0%Units
Monarch12.8%12.8%Units
New Energy Capital Infrastructure Credit Fund LP29.3%30.5%Units
New Energy Capital Infrastructure Offshore Credit Fund LP29.3%30.5%Units
Pie Preferred Stock(1)
30.1%30.1%Preferred shares
Pie Series B Preferred Stock(1)
22.5%22.4%Preferred shares
Quintana Energy Partners21.8%21.8%Units
Tuckerman Capital V LP48.3%48.3%Units
Tuckerman Capital V Co-Investment I LP48.2%48.1%Units

(1)The ownership percentageSirius Group holds investments in several financing instruments of New Energy Capital Infrastructure Credit Fund LP and New Energy Capital Infrastructure Offshore Credit Fund LP was greater than 20% at December 31, 2018 but was less than 20% at June 30, 2019 and is included in the table for comparative purposes.Pie Insurance Holdings, Inc.

Note 16.17. Variable interest entities

Sirius Group consolidates the results of operations and financial position of every voting interest entity ("VOE") in which it has a controlling financial interest and VIEs in which it is considered to be the primary beneficiary. The consolidation assessment, including the determination as to whether an entity qualifies as a VOE or VIE, depends on the facts and circumstances surrounding each entity.


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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Unaudited

Sirius Group has determined that Alstead Re is a VIE for which Sirius Group is the primary beneficiary and is required to consolidate it. The following table presents Alstead Re's assets and liabilities, as classified in the Consolidated Balance Sheets as atof June 30, 20192020 and December 31, 2018:

2019:
(Millions) June 30, 2019 December 31, 2018
 June 30, 2020December 31, 2019
Assets:      
Fixed maturity investments, trading at fair value $3.9 $4.0 
Short-term investments, at fair value 0.5 0.3 
Fixed maturity investments$3.7
$3.9
Short-term investments0.5
0.5
Cash 0.1 0.2 1.0
0.1
Total investments 4.5 4.5 5.2
4.5
Insurance and reinsurance premiums receivable 0.2 0.1 (0.6)(0.3)
Funds held by ceding companies 4.7 3.7 2.3
3.4
Deferred acquisition costs 0.3 5.2 
0.3
Other assets - 0.9 

Total assets $9.7 $14.4 $6.9
$7.9
Liabilities      
Loss and loss adjustment expense reserves $1.7 $4.6 $0.4
$0.5
Unearned insurance and reinsurance premiums 0.7 3.7 
0.6
Other liabilities - - 0.1
0.1
Total liabilities $2.4 $8.3 $0.5
$1.2

Sirius Group is a passive investor in certain third-party-managed hedge and private equity funds, some of which are VIEs. Sirius Group is not involved in the design or establishment of these VIEs, nor does it actively participate in the management of the VIEs. The exposure to loss from these investments is limited to the carrying value of the investments at the balance sheet date.

Sirius Group calculates maximum exposure to loss to be (i) the amount invested in the debt or equity of the VIE, (ii) the notional amount of VIE assets or liabilities where Sirius Group has also provided credit protection to the VIE with the VIE as the referenced obligation, and (iii) other commitments and guarantees to the VIE. Sirius Group does not have any VIEs that it sponsors nor any VIEs where it has recourse to it or has provided a guarantee to the VIE interest holders.


Table of Contents


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

The following table presents total assets of unconsolidated VIEs in which Sirius Group holds a variable interest, as well as the maximum exposure to loss associated with these VIEs:

      Maximum Exposure to Loss
 
(Millions)  Total VIE
Assets
  On-Balance
Sheet
  Off-Balance
Sheet
  Total
 
June 30, 2019             
Other long-term investments(1) $266.3 $120.2 $18.3 $138.5 
Total at June 30, 2019 $266.3 $120.2 $18.3 $138.5 
December 31, 2018             
Other long-term investments(1) $209.1 $103.1 $32.0 $135.1 
Total at December 31, 2018 $209.1 $103.1 $32.0 $135.1 
  Maximum Exposure to Loss
(Millions)Total VIE Assets
On-Balance Sheet
Off-Balance Sheet
Total
June 30, 2020    
Other long-term investments(1)
$261.1
$107.8
$8.3
$116.1
Total at June 30, 2020$261.1
$107.8
$8.3
$116.1
December 31, 2019    
Other long-term investments(1)
$257.8
$102.6
$16.3
$118.9
Total at December 31, 2019$257.8
$102.6
$16.3
$118.9

(1)Comprised primarily of hedge funds and private equity funds.


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Note 17.18. Transactions with related parties

(Re)insurance contracts

In the normal course of business, Sirius Group enters into insurance and reinsurance contracts with certain of its insurance and MGU affiliates, or their subsidiaries. During the three and six months ended June 30, 2020, these contracts resulted in gross written premiums of $26.8 million and $68.1 million, respectively. During the three and six months ended June 30, 2019, these contracts resulted in gross written premiums of $24.9 million and $49.0 million, respectively. During the three and six months endedAs of June 30, 2018, these contracts resulted in gross written premiums of $18.9 million and $38.2 million, respectively. As at June 30, 20192020 and December 31, 2018,2019, Sirius Group had total receivables due from affiliates of $23.2$31.6 million and $14.3$16.1 million, respectively. As atof both June 30, 20192020 and December 31, 2018,2019, Sirius Group did not have anyhad total payables due to affiliates.

affiliates of $0.9 million.


Transaction Matters Letter Agreement

On August 10, 2020, the Company paid $1.9 million for certain legal expenses incurred by CM Bermuda Limited ("CM Bermuda"), a Bermuda exempted company and majority shareholder of Sirius Group and CMIG International Holding Pte. Ltd. (“CMIG International”) in connection with the Transaction Matters Letter Agreement entered into by Sirius Group, CM Bermuda and CMIG International on August 6, 2020. (See Note 20.)

Series B preference shareholders expense reimbursement agreement

On March 27, 2020, the Company entered into an expense reimbursement agreement (the “Agreement”) with each of the holders of the Series B preference shares. Pursuant to the Agreement, the Company agreed to reimburse each of the holders of the Series B preference shares for all reasonable and documented out-of-pocket expenses incurred by them in connection with pursuing a potential negotiated transaction (a “Potential Transaction”) involving the Company or one or more of its subsidiaries on or after January 8, 2020 up to $250,000 for each holder of Series B preference shares together with its affiliates and $1,000,000 in the aggregate with any reimbursement above such amounts requiring the written consent of the Company (but excluding any expenses incurred in connection with the evaluation or enforcement of any rights or obligations of the holders of the Series B preference shares or the Company relating to the preference shares in the Company held by such Series B preference shareholders). In addition, the Company agreed to reimburse the holders of the Series B preference shares for any and all reasonable and documented out-of-pocket attorneys’ fees or other fees payable to third party advisors up to $500,000 in the aggregate to the extent arising out of any litigation, dispute, arbitration or other proceeding commencing after the date of the Agreement that is not brought or commenced by a holder of the Series B preference shares and involves the Company, such Series B preference shareholder's investment in the Company or a Potential Transaction. As of the end of the second quarter 2020, no payments have been requested or made under the Agreement.
Other

Meyer "Sandy" Frucher is the Company's Interim Chairman of the boardBoard of directorsDirectors and iswas also Vice Chairman of Nasdaq, Inc. ("Nasdaq") until December 2019. On January 1, 2020, Mr. Frucher concluded his tenure as Vice Chairman of Nasdaq and assumed the role of Strategic Advisor to Nasdaq. The Company is traded on the Nasdaq Global Select Market and has business transactions that are related to its listing on the exchange under the normal course of business. (SeeNote 3.)

Note 18.19. Commitments and contingencies

Legal Proceedings

Sirius Group, and the insurance and reinsurance industry in general, are routinely subject to claims related litigation and arbitration in the normal course of business, as well as litigation and arbitration that do not arise from, or are directly related to, claims activity. Sirius GroupGroup's estimates of the costs of settling matters routinely encountered in claims activity are reflected in the reserves for unpaid loss and LAE. (SeeNote 5.)


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Sirius Group considers the requirements of ASC 450,Contingencies ("ASC 450"), when evaluating its exposure to non-claims related litigation and arbitration. ASC 450 requires that accruals be established for litigation and arbitration if it is probable that a loss has been incurred and it can be reasonably estimated. ASC 450 also requires that litigation and arbitration be disclosed if it is probable that a loss has been incurred or itif there is a reasonable possibility that a loss may have been incurred. Management has considered all pending and/or threatened non-claims related litigation and has not identified any matters triggering disclosure under ASC 450.


Leases

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Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

Leases

Sirius Group leases office space and equipment under various noncancellablenoncancelable operating lease agreements. The average life of the office leases is 7 years and the equipment leases is 3 years.

During the three and six months ended June 30, 2020, Sirius Group recognized operating lease expense of $2.9 million and $6.0 million, respectively, including property taxes and routine maintenance expense as well as rental expenses related to short term leases. During the three and six months ended June 30, 2019, Sirius Group recognized operating lease expense of $3.2 million and $5.8 million, respectively, including property taxes and routine maintenance expense as well as rental expenses related to short term leases.
As atof June 30, 2020 and December 31, 2019, Sirius Group had $31.5$28.8 million and $27.4 million of operating lease right-of-use assets, respectively, included in Other assets. As atof June 30, 2020 and December 31, 2019, Sirius Group had $33.5$30.5 million and $29.3 million of operating lease liability, respectively, included in Other liabilities.

The following table presents the lease balances within the Consolidated Balance Sheets as atof June 30, 2020 and December 31, 2019:

(millions)Balance Sheet ClassificationJune 30, 2019
Operating lease right-of-use assetsOther assets$31.5
Current lease liabilitiesOther liabilities$8.9
Non-current lease liabilitiesOther liabilities$24.6
(millions)Balance Sheet ClassificationJune 30, 2020
December 31, 2019
Operating lease right-of-use assetsOther assets
$28.8

$27.4
Current lease liabilitiesOther liabilities
$9.1

$8.3
Non-current lease liabilitiesOther liabilities
$21.4

$21.0

The following table presents weighted average remaining lease term and weighted average discount rate as atof June 30, 2019:

2020:
Weighted average lease term (years) as at June 30, 2019:2020 
Leased offices7 years7.0 years
Leased equipment3 years3.0 years
Weighted average discount rate: 
Leased offices3.33.7%%
Leased equipment3.43.4%
%

The following table presents future annual minimum rental payments required under non-cancellable leases and the present value discount to arrive at total lease liability as atof June 30, 2019:

2020:
(Millions)  Future Payments
 
2019 $5.0 
2020  9.2 
2021  7.9 
2022  7.0 
2023  4.3 
2024 and after  2.8 
Total future annual minimum rental payments as at June 30, 2019  36.2 
Less: present value discount  (2.7)
Total lease liability as at June 30, 2019 $33.5 
(Millions)Future Payments
2020$4.5
20219.6
20229.4
20235.6
20242.3
2025 and after1.1
Total future annual minimum rental payments as of June 30, 202032.5
Less: present value discount(2.0)
Total lease liability as of June 30, 2020$30.5


Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited

As of June 30, 2019,2020, the Company's future operating lease obligations that have not yet commenced are immaterial.


Note 20. Subsequent Events

Merger Agreement with Third Point Reinsurance, Ltd.

On August 6, 2020, the Company announced that it had entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among the Company, Third Point Reinsurance Ltd., a Bermuda exempted company (“TPRE”), and Yoga Merger Sub Limited, a Bermuda exempted company and a wholly owned subsidiary of TPRE (“Merger Sub”). The Merger Agreement provides, among other things, that, upon the terms and subject to the conditions set forth in the Merger Agreement and a Statutory Merger Agreement to be executed by the Company, TPRE and Merger Sub (the “Statutory Merger Agreement”), Merger Sub will merge with and into the Company, with the Company surviving as a wholly owned subsidiary of TPRE (the “Merger”). The Merger Agreement, the Statutory Merger Agreement, and the consummation of the transactions contemplated by the Merger Agreement and the Statutory Merger Agreement, including the Merger (the “Transactions”), have been unanimously approved by the board of directors of each of the Company and TPRE. The consummation of the Merger is expected to occur during the first quarter of 2021, subject to the satisfaction or waiver of applicable closing conditions.
Under the terms of the Merger Agreement, as of the effective time of the Merger (the “Effective Time”), each issued and outstanding common share, par value $0.01 per share, of the Company (“Company Shares”) will be converted into the right to receive, at the election of the holder thereof, (i) $9.50 in cash (the “Cash Election”), or (ii) (A) 0.743 of a common share, par value $0.10 per share, of TPRE (“TPRE Shares”) and (B) one contractual contingent value right (each, a “CVR”), which will represent the right to receive a contingent cash payment, and which, taken together with the fraction of the TPRE Share received, guarantee that on the second anniversary of the closing date of the Merger, the electing shareholder will have received equity and cash with a value of at least $13.73 per share (the “Share & CVR Election”), or (iii) (A) $0.905 in cash, (B) a number of TPRE Shares equal to the Mixed Election Common Shares Exchange Ratio (as such term is defined in the Merger Agreement), (C) a number of newly issued Series A preference shares of TPRE (“TPRE Preference Shares”) equal to the Mixed Election Preference Shares Exchange Ratio (as such term is defined in the Merger Agreement), (D) 0.190 of a warrant issued by TPRE (each, a “Warrant”) and (E) $0.905 aggregate principal amount of a right (each, an “Upside Right”) issued by TPRE (the “Mixed Election”). Elections must be made no later than ten (10) Business Days (as defined in the Merger Agreement) prior to the closing of the Transactions. Pursuant to the Company Voting and Support Agreement (as defined below), CM Bermuda, whose parent company is CMIG International, has agreed to make the Mixed Election. Holders of Company Shares who do not make an election will be deemed to have made the Share & CVR Election. No fractional TPRE Shares or TPRE Preference Shares will be issued in the Merger, and holders of Company Shares will receive cash in lieu of any fractional TPRE Shares or TPRE Preference Shares. Dissenting Company shareholders will be entitled to exercise appraisal rights under Bermuda law.
The consummation of the Merger is subject to the satisfaction or waiver of certain conditions, including, among others, (i) the affirmative vote in favor of the approval of the Merger Agreement, the Merger and the Statutory Merger Agreement by the holders of a majority of the voting power of the Company Shares and the Company’s Series B preference shares, voting together as a single class, that are present (in person or by proxy) at the Company shareholder meeting called for such purpose, (ii) the affirmative vote in favor of the approval of the issuance of TPRE Shares in the Merger as contemplated by the Merger Agreement (the “TPRE Share Issuance”) by the holders of at least a majority of the voting power of TPRE Shares that are present (in person or by proxy) at the TPRE shareholder meeting called for such purpose, (iii) the expiration or termination of any applicable waiting period (together with any extensions thereof) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”) and any other applicable antitrust laws, (iv) the receipt of certain approvals under applicable insurance laws, (v) the absence of any effective order issued by any governmental authority or court of competent jurisdiction or other legal restraint prohibiting or preventing the consummation of the Merger, (vi) in the case of each party’s obligation to effect the Merger, the absence of a material adverse effect with respect to the other party and its subsidiaries, taken as a whole, since the date of the Merger Agreement, (vii) in the case of each party’s obligation to effect the Merger, subject to certain materiality exceptions, the accuracy of the representations and warranties made by the other party, and compliance by the other party in all material respects with such party’s respective obligations under the Merger Agreement and (viii) other customary closing conditions.
The Merger Agreement did not impact the Company's consolidated financial statements as of and for the three and six months ended June 30, 2020.




Sirius International Insurance Group, Ltd.
Notes to Consolidated Financial Statements
Unaudited


Transaction Matters Agreement

On August 6, 2020, CM Bermuda, the Company, TPRE and CMIG International entered into a Transaction Matters Letter Agreement (the “Transaction Matters Agreement”), pursuant to which, among other things and subject to the terms and conditions thereof, the Company has agreed to pay for and reimburse CMIG International and CM Bermuda for certain legal expenses incurred by CMIG International and CM Bermuda in connection with the Transactions and the related sales process or other discussions between CMIG International, CM Bermuda and the Company occurring on or after March 6, 2020, and TPRE has agreed to assume such remaining payment obligations of the Company following the closing of the Merger. TPRE has also agreed to pay for the fees and expenses payable by CMIG International and CM Bermuda to its financial advisor, Goldman Sachs (Asia) L.L.C., relating to the Transactions. Under the terms of the Transaction Matters Agreement, the Company is not permitted to terminate or threaten to terminate the Merger Agreement following a change by the TPRE board of directors of its recommendation to TPRE’s shareholders in favor of the TPRE Share Issuance without the prior written consent of CM Bermuda and CMIG International.

ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS

The following is management's discussion and analysis ("MD&A") of the Company's unaudited consolidated results of operations for the three and six months ended June 30, 20192020 and 20182019 and the Company's consolidated financial condition, liquidity and capital resources as of June 30, 20192020 and December 31, 2018.2019. This discussion and analysis should be read in conjunction with our historical consolidated financial statements and the related notes appearing in our Annual Report on Form 10-K for the year ended December 31, 20182019 (our "2018"2019 Annual Report"), filed with the U.S. Securities and Exchange Commission ("SEC") on March 14, 2019,5, 2020, and the Company's Unaudited Consolidated Financial Statements and related notes included elsewhere in this Quarterly Report on Form 10-Q. The consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States of America ("GAAP").

The following MD&A includes forward-looking statements, which are subject to risks, uncertainties and other factors that could cause our actual results to differ materially from those expressed or implied by our forward-looking statements. See "Cautionary Note Regarding Forward-Looking Statements".

INDEX TO MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS


Overview

Sirius Group

The Company is a Bermuda exempted company whose principal businesses are conductedthat provides multi-line insurance and reinsurance on a worldwide basis through its wholly owned subsidiaries. Sirius Group's key insurance and reinsurance subsidiaries and other affiliates. Sirius Group's subsidiaries, includinginclude Sirius Bermuda Insurance Company Ltd. ("Sirius Bermuda"), Sirius International Insurance Corporation ("Sirius International"), Sirius America Insurance Company ("Sirius America"), Sirius International Corporate Member Limited, a Lloyd's of London ("Lloyd's") Corporate Member, and Sirius Global Solutions Holding Company ("Sirius Global Solutions"). In addition, Sirius International sponsors Lloyd's Syndicate 1945 ("Syndicate 1945"), provide insurance, reinsurance and insurance services on a worldwide basis. Sirius Group writes treaty and facultative reinsurance, as well as primary insurance. In recent years, Sirius Group expanded its accident and health primary business capabilitiesInternational Corporate Member participates in the U.S. viaLloyd's market, which in turn provides underwriting capacity to Syndicate 1945. In addition to the acquisitions ofkey insurance and reinsurance subsidiaries, we own two managing general underwriters ("MGUs"), International Medical Group, Acquisition, Inc. ("IMG") and ArmadaCorp Capital, LLC ("Armada").
Background and Recent Developments
COVID-19
The novel coronavirus (COVID-19) pandemic has adversely affected our business and our results of operations. Because of the size and duration of this pandemic, all of the direct and indirect consequences of COVID-19 are not yet known and may not emerge for some time. The future impact of the pandemic on us is highly uncertain and cannot be predicted. For a further discussion on Sirius Group’s risks related to COVID-19, see “The novel coronavirus (COVID-19) pandemic has adversely affected our business. Epidemics, pandemics, and other public health threats, including the ongoing COVID-19 pandemic, could have a material adverse effect on Sirius Group’s business, including our results of operations, financial position and/or liquidity, in 2017.a manner and to a degree that cannot be predicted” included in Part II, Item 1A. “Risk Factors” of this Quarterly Report on Form 10-Q.
The safety and welfare of our employees is our highest priority during the COVID-19 pandemic. We implemented various business continuity and crisis management procedures to ensure all functions remained fully operational, which included daily and weekly management meetings both globally and locally as well as the monitoring of core business processes and outcomes. Prior to our decision to work remotely, we confirmed that all of our employees had access to our network, telecommunications equipment, and would remain fully operational. As a result of these actions, we have experienced no material disruptions in our business operations that would affect our clients.
During the second quarter, we reviewed our inforce (re)insurance portfolios to reevaluate our estimate of ultimate losses from the COVID-19 pandemic, and as a result, we increased our estimates by $13 million. For the six months ended June 30, 2020, we recorded $153 million of estimated ultimate losses in our underwriting results, which includes losses from Contingency, Trade Credit, Property, Accident & Health, and to a lesser extent Casualty. This best estimate of ultimate loss was based on our evaluation of the information readily available at this time, including an analysis of reported claims, an underwriting review of in-force contracts, industry estimates of ultimate losses, and other factors requiring considerable judgment. There may be additional future losses from COVID-19 which have not yet been reflected in Sirius Group’s estimates, if loss emergence varies from our initial expectations.
The impacts of the broader economic slowdown and decline in travel will impact our premium volume in certain lines going forward. The degree of the impact will depend on the extent and duration of the economic contraction. As a result of the anticipated impact of the pandemic on our earned premiums, we expect an increase in our underwriting expense ratio in the near term. Sirius Group may also experience lower gross written premiums for travel medical and trip cancellation insurance.
During the first quarter of 2020, Sirius Group experienced losses in its investment portfolio as a result of volatile markets, such as a decline in interest rates, a sharp decline in equity markets, and a widening of credit risk spreads for bonds. In addition, the disruption in the financial markets caused by COVID-19 contributed to growingnet unrealized investment losses, primarily due to the impact of changes in accidentfair value on our equity investments and, healthto a lesser extent, change in unrealized losses in our fixed-income investment portfolio.

Merger Agreement
On August 6, 2020, the Company announced that it had entered into an Agreement and Plan of Merger (the “Merger Agreement”), by and among the Company, Third Point Reinsurance Ltd., a Bermuda exempted company (“TPRE”), and Yoga Merger Sub Limited, a Bermuda exempted company and a wholly owned subsidiary of TPRE (“Merger Sub”). The Merger Agreement provides, among other things, that, upon the terms and subject to the conditions set forth in the Merger Agreement and a Statutory Merger Agreement to be executed by the Company, TPRE and Merger Sub (the “Statutory Merger Agreement”), Merger Sub will merge with and into the Company, with the Company surviving as a wholly owned subsidiary of TPRE (the “Merger”). The Merger Agreement, the Statutory Merger Agreement, and the consummation of the transactions contemplated by the Merger Agreement and the Statutory Merger Agreement, including the Merger (the “Transactions”), have been unanimously approved by the board of directors of each of the Company and TPRE. The consummation of the Merger is expected to occur during the first quarter of 2021, subject to the satisfaction or waiver of applicable closing conditions.
Under the terms of the Merger Agreement, as of the effective time of the Merger (the “Effective Time”), each issued and outstanding common share, par value $0.01 per share, of the Company (“Company Shares”) will be converted into the right to receive, at the election of the holder thereof, (i) $9.50 in cash (the “Cash Election”), or (ii) (A) 0.743 of a common share, par value $0.10 per share, of TPRE (“TPRE Shares”) and (B) one contractual contingent value right (each, a “CVR”), which will represent the right to receive a contingent cash payment, and which, taken together with the fraction of the TPRE Share received, guarantee that on the second anniversary of the closing date of the Merger, the electing shareholder will have received equity and cash with a value of at least $13.73 per share (the “Share & CVR Election”), or (iii) (A) $0.905 in cash, (B) a number of TPRE Shares equal to the Mixed Election Common Shares Exchange Ratio (as such term is defined in the Merger Agreement), (C) a number of newly issued Series A preference shares of TPRE (“TPRE Preference Shares”) equal to the Mixed Election Preference Shares Exchange Ratio (as such term is defined in the Merger Agreement), (D) 0.190 of a warrant issued by TPRE (each, a “Warrant”) and (E) $0.905 aggregate principal amount of a right (each, an “Upside Right”) issued by TPRE (the “Mixed Election”). Elections must be made no later than ten (10) Business Days (as defined in the Merger Agreement) prior to the closing of the Transactions. Pursuant to the Company Voting and Support Agreement (as defined below), CM Bermuda Limited, a Bermuda exempted company and majority shareholder of the Company (the “Shareholder”), whose parent company is CMIG International Holding Pte. Ltd. (“CMIG International”) has agreed to make the Mixed Election. Holders of Company Shares who do not make an election will be deemed to have made the Share & CVR Election. No fractional TPRE Shares or TPRE Preference Shares will be issued in the Merger, and holders of Company Shares will receive cash in lieu of any fractional TPRE Shares or TPRE Preference Shares. Dissenting Company shareholders will be entitled to exercise appraisal rights under Bermuda law.
The consummation of the Merger is subject to the satisfaction or waiver of certain conditions, including, among others, (i) the affirmative vote in favor of the approval of the Merger Agreement, the Merger and the Statutory Merger Agreement by the holders of a majority of the voting power of the Company Shares and the Company’s Series B preference shares, voting together as a single class, that are present (in person or by proxy) at the Company shareholder meeting called for such purpose, (ii) the affirmative vote in favor of the approval of the issuance of TPRE Shares in the Merger as contemplated by the Merger Agreement (the “TPRE Share Issuance”) by the holders of at least a majority of the voting power of TPRE Shares that are present (in person or by proxy) at the TPRE shareholder meeting called for such purpose, (iii) the expiration or termination of any applicable waiting period (together with any extensions thereof) under the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”) and any other applicable antitrust laws, (iv) the receipt of certain approvals under applicable insurance laws, (v) the absence of any effective order issued by any governmental authority or court of competent jurisdiction or other legal restraint prohibiting or preventing the consummation of the Merger, (vi) in the case of each party’s obligation to effect the Merger, the absence of a material adverse effect with respect to the other party and its subsidiaries, taken as a whole, since the date of the Merger Agreement, (vii) in the case of each party’s obligation to effect the Merger, subject to certain materiality exceptions, the accuracy of the representations and warranties made by the other party, and compliance by the other party in all material respects with such party’s respective obligations under the Merger Agreement and (viii) other customary closing conditions.
The Merger Agreement did not impact the Company's financial condition or results of operations as of and for the three and six months ended June 30, 2020.
For a further discussion on Sirius Group’s risks related to the Merger, see "Risks Related to the Merger" included in Part II, Item 1A. “Risk Factors” of this Quarterly Report on Form 10-Q.
Empire Insurance Company
On July 7, 2020, Sirius Group further expanded its primary insurance platform launching its primary Surety and Environmental insurance platformssold 100% of the common shares of Empire Insurance Company (“Empire”) to Physicians' Reciprocal Insurers. As of June 30, 2020, the assets related to Empire have been classified as held for sale in the U.S. in late 2017. In mid-2018,Consolidated Balance Sheets.

Contingent Consideration

On July 2, 2020, Sirius Group began writing primary Casualty insurance through Pie Insurancepaid $18 million to IMG Acquisition Holdings, Inc.LLC ("Pie Insurance"IMGAH"), a start-up specializing for the contingent consideration payment for the 2019 calendar year, which represents the final contingent consideration payment. See Note 3 "Significant Transactions" in a data driven approachSirius Group's audited financial statements included in our 2019 Annual Report for further details and discussion with respect to workers compensation insurance.the IMGAH contingent consideration.
Loss Portfolio Transfer

On January 23, 2020, Sirius Group also hasentered into a minority investmentloss portfolio transfer (the "LPT") with Pacific Re, Inc. Under the agreement, Sirius Group received $70 million in Pie Insurancecash and carrier relationship.assumed net undiscounted loss and loss adjustment expenses ("LAE") reserves with the same value. In addition, to these primary insurance platforms, Sirius Group re-entered the U.S. Casualty reinsurance market in early 2017.

recognized Gross written premium and Loss and loss adjustment expenses for $70 million.

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Reportable Segments

On December 31, 2019, Sirius Group provides insurancecompleted an internal reorganization to optimize the Company's operations, better serve its clients and reinsurance products for property linesmake the Company more nimble and agriculture ("efficient. Beginning on January 1, 2020, Sirius Group's reportable segments consist of four reportable segments – Global Property"), accident and health ("Reinsurance, Global A&H"),&H, U.S. Specialty, and specialty lines including Aviation & Space, Marine, Trade Credit, Contingency, Casualty, Surety, and Environmental ("Specialty & Casualty"), which together with Runoff & Other, constitute its four reportable segments.

Other.
Global Property—The Global Property segmentReinsurance consists of Sirius Group's underwriting lines of business that offer other property insuranceOther Property, Property Catastrophe Excess Reinsurance, Agriculture Reinsurance, Aviation & Space, Marine & Energy, Trade Credit, Contingency, and reinsurance, property catastrophe excess reinsurance and agriculture reinsurance on a worldwide basis.

Global A&H—The Casualty Reinsurance;
Global A&H segment consists of Sirius Group's Global A&Hglobal accident and health insurance and reinsurance underwriting unitbusiness along with two managing general underwriters ("MGUs") (IMGIMG and Armada). As part of Global A&H, Sirius Group providesArmada, which provide supplemental healthcare and medical travel insurance products as well as related administration services through its MGU subsidiaries.

services;
U.S. Specialty & Casualty—The Specialty & Casualty segment offers insurance and reinsurance specialty & casualty product lines on a worldwide basis. Specialty lines represent unique risks where the more difficult and unusual risks are underwritten. Because specialty lines tend to be the more unusual or high risks, much of the market is characterized by a higher degree of specialization. Specialty & Casualty consists of Aviation & Space, Marine, Trade Credit, Contingency, Casualty,Sirius Group's specialty insurance product offerings, which includes Environmental, Surety, and Environmental specialty lines.

Runoff & Other—The Workers’ Compensation. In April 2020, the Company decided to exit the Surety business due to competitive market conditions in that business line and the recent economic downturn which presented new risks and challenges for this line of business; and
Runoff & Other segment includesconsists of the results of Sirius Global Solutions, Holding Company ("Sirius Global Solutions"), which specializes in the acquisition and management of runoff liabilities for insurance and reinsurance companies, both in the U.S.United States and internationally, as well as asbestos risks environmental risks and other long-tailed liability exposures.


Executive Summary

Three Months Ended June 30, 20192020 and 2018

2019

Sirius Group ended the second quarter of 20192020 with a net (loss) attributable to common shareholders of $(14) million and basic earnings per common share of $(0.12) and diluted earnings per share of $(0.12). This compares to net income attributable to common shareholders of $7 million and basic earnings per common share of $0.05. This compares to net income attributable to common shareholders of $98 million$0.05 and basicdiluted earnings per common share of $0.78$0.05 for the second quarter of 2018.three months ended June 30, 2019. The decrease was driven primarily due toby lower realized and unrealized net investment gains as a result of unfavorable foreign exchange losses, higher non-investment related net underwriting (loss) recorded for the second quarter of 2019 driven mainlyforeign exchange losses, and COVID-19 losses ($13 million), partially offset by lower net unfavorable prior year loss reserve development. The three months ended June 30, 20192020 results included $64$1 million of net unfavorable prior year loss reserve development compared to $10$64 million of net favorableunfavorable prior year loss reserve development for the three months ended June 30, 2018.2019. During the three months ended June 30, 2019,2020, Sirius Group recorded catastrophe losses, net of $8reinsurance and reinstatement premiums, of $10 million compared to $1$8 million for the three months ended June 30, 2018.

2019.

Sirius Group reported comprehensive income of $50 million for the three months ended June 30, 2020 compared to comprehensive income of $8 million for the three months ended June 30, 2019. The increase was driven primarily by foreign currency translation gains of $57 million recognized through other comprehensive income offset by a net (loss) of $(7) million for the three months ended June 30, 2020 compared to net income of $8 million for the three months ended June 20, 2019. See "Foreign Currency Translation" below.
Sirius Group's combined ratio was 96% for the three months ended June 30, 2020 compared to 105% for the three months ended June 30, 2019 compared to 83% for the three months ended June 30, 2018.2019. The increaseimprovement in the combined ratio was driven primarily bydue to lower net unfavorable prior year loss reserve development. Thedevelopment, partially offset by COVID-19 losses, net of reinsurance, of $13 million (4 points). Sirius Group's combined ratio for the three months ended June 30, 20192020 was impacted by 17 pointsless than 1 point of net unfavorable prior year loss reserve development compared to 317 points of net favorableunfavorable prior year loss reserve development for the three months ended June 30, 2018. Sirius Group's2019. The combined ratio included 23 points of catastrophe losses for the three months ended June 30, 20192020 compared to less than 1 point2 points for the three months ended June 30, 2018.

2019.

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Six Months Ended June 30, 20192020 and 2018

2019

Sirius Group ended the first six months of 20192020 with a net (loss) attributable to common shareholders of $(112) million and basic earnings per common share of $(0.97) and diluted earnings per share of $(1.01). This compares to net income attributable to common shareholders of $102 million and basic earnings per common share of $0.80. This compares to net income attributable to common shareholders of $138 million$0.80 and basicdiluted earnings per common share of $1.11$0.80 for the six months ended June 30, 2018.2019. The decrease was driven primarily due toby $153 million from COVID-19 losses, net of reinsurance, in Global Reinsurance ($130 million) and Global A&H ($22 million) and net unrealized investment losses, partially offset by lower net unfavorable prior year loss reserve development, partially offset by higher net realized and unrealized investment gains.development. The six months ended June 30, 20192020 results included $81$5 million of net unfavorable prior year loss reserve development compared to $13$81 million of net favorableunfavorable prior year loss reserve development for the six months ended June 30, 2018.2019. During the six months ended June 30, 2019,2020, Sirius Group recorded catastrophe losses, net of $10reinsurance and reinstatement premiums, of $19 million compared to $3$10 million for the six months ended June 30, 2018.

2019.

Sirius Group reported a comprehensive (loss) of $(135) million for the six months ended June 30, 2020 compared to comprehensive income of $84 million for the six months ended June 30, 2019. The decrease was driven primarily by a net (loss) of $(129) million and a foreign currency translation (loss) of $(6) million recognized through other comprehensive income for the six months ended June 30, 2020 compared to net income of $112 million offset by a foreign currency translation (loss) of $(27) million recognized through other comprehensive income for the six months ended June 20, 2019. See "Foreign Currency Translation" below.
Sirius Group's combined ratio was 111% for the six months ended June 30, 2020 compared to 99% for the six months ended June 30, 2019 compared to 85% for the six months ended June 30, 2018.2019. The increase in the combined ratio from the prior period was driven primarily by $153 million of COVID-19 losses (19 points), partially offset by lower net unfavorable prior year loss reserve development. TheSirius Group's combined ratio for the six months ended June 30, 20192020 was impacted by 12 points1 point of net unfavorable prior year loss reserve development compared to 212 points of net favorableunfavorable prior year loss reserve development for the six months ended June 30, 2018. Sirius Group's2019. The combined ratio included 1 point2 points of catastrophe losses for each of the six months ended June 30, 2019 and 2018.

2020 compared to 1 point for the six months ended June 30, 2019.


Book Value Per Common Share

Sirius Group ended the first six months

Book value per common share was $13.18 as of 2019 withJune 30, 2020 compared to book value per common share of $15.47 compared to $14.80$12.78 as of DecemberMarch 31, 2018,2020, an increase of 4.5%3.1% due to comprehensive income of $84$50 million recognized for the three months ended June 30, 2020.
Book value per common share was $13.18 as of June 30, 2020 compared to book value per common share of $14.23 as of December 31, 2019, a decrease of 7.4% due to the comprehensive (loss) of $(135) million recognized for the six months ended June 30, 2019. 2020.
Total common shareholders'shareholders’ equity at the end of the second quarter of 20192020 was $1,784$1,520 million compared to $1,704$1,474 million as of March 31, 2020 and $1,640 million as of December 31, 2018.

2019.

Return on Equity

The return

Return on netEquity ("ROE"), calculated by dividing Net (loss) income attributable to Sirius Group's common shareholders onfor the period by beginning common shareholders' equity, was (0.9)% for the three months ended June 30, 2020 compared to 0.4% for the three months ended June 30, 2019 compareddue to 5.0%the net (loss) recognized.
ROE was (6.8)% for the threesix months ended June 30, 2018 due2020 compared to lower net income recognized.

The return on net income attributable to common shareholders on beginning common shareholders' equity was 6.0% for the six months ended June 30, 2019 due to the net (loss) recognized.

Tangible Book Value Per Common Share
Tangible book value per common share, which is derived by subtracting Goodwill, Intangible assets, and Net deferred tax liability on intangible assets from Book value, was $8.39 compared to 7.2%$7.97 as of March 31, 2020, an increase of 5.3% due to comprehensive income of $50 million recognized for the three months ended June 30, 2020.
Tangible book value per common share was $8.39 compared to $9.39 as of December 31, 2019, a decrease of 10.6% due to the comprehensive (loss) of $(135) recognized for the six months ended June 30, 2018 due to lower net income recognized.

Adjusted Book Value Per Share

Sirius Group ended the first six months of 2019 with Adjusted book value per share, which assumes that the Series B preference shares will convert into common shares on a one-for-one basis, and also incorporates the impact of dilution arising from share-based compensation programs, of $15.87 compared to $15.24 as of December 31, 2018, an increase of 4.1%, due to the comprehensive income recognized. For June 30, 2019, Adjusted book value and Adjusted book value per share include the earned effects of share-based compensation awards issued during 2019.

2020.

See "Non-GAAP Financial Measures" for an explanation and calculation of AdjustedTangible book value and AdjustedTangible book value per common share.

Operating income(loss) attributable to common shareholders

For the three months ended June 30, 2019,2020, Operating (loss) income attributable to common shareholders was $(19)$(17) million compared to $41$(19) million for the three months ended June 30, 2018,2019 primarily due to thehigher net underwriting (loss) recorded in the second quarter of 2019.

results, partially offset by lower net service income from IMG and lower net investment income.

For the six months ended June 30, 2019,2020, Operating (loss) income attributable to common shareholders was $(1)$(117) million compared to $71$(1) million for the six months ended June 30, 2018,2019 primarily due to lowerthe net underwriting gains and a loss on(loss) recognized for the change in fair valuefirst six months of weather derivatives.

2020.

See "Non-GAAP Financial Measures" for an explanation and calculation of Operating income(loss) attributable to common shareholders.


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Consolidated Results of Operations – Three and Six Months Ended June 30, 20192020 and 2018

2019

(Expressed in millions of U.S. dollars, except ratios, share and per share information)

   Three months ended
June 30,
  Six months ended
June 30,
 
   2019  2018  2019  2018
 
Revenues             

Gross written premiums

 $487.1 $505.0 $1,109.4 $1,120.2 

Net written premiums

 $401.7 $320.3 $886.5 $789.7 

Net earned insurance and reinsurance premiums

 $370.7 $308.9 $682.6 $593.4 

Net investment income

  24.4  19.2  44.5  30.0 

Net realized investment gains

  15.6  7.8  24.6  4.1 

Net unrealized investment gains

  15.5  24.7  89.5  40.7 

Net foreign exchange (losses) gains

  (0.6) 25.6  4.5  22.1 

Other revenue

  15.4  55.6  35.0  79.0 

Total revenues

  441.0  441.8  880.7  769.3 
Expenses             

Loss and loss adjustment expenses ("LAE")

  278.0  151.4  461.9  292.4 

Insurance and reinsurance acquisition expenses

  77.0  66.8  140.3  129.8 

Other underwriting expenses

  35.5  38.2  70.8  81.4 

General and administrative expenses

  28.2  24.2  52.6  38.5 

Intangible asset amortization expenses

  4.0  4.0  7.9  7.9 

Interest expense on debt

  8.0  7.8  15.6  15.5 

Total expenses

  430.7  292.4  749.1  565.5 
Pre-tax income  10.3  149.4  131.6  203.8 

Income tax expense

  (2.1) (51.2) (19.3) (62.3)
Net income  8.2  98.2  112.3  141.5 

Income attributable to non-controlling interests

  (0.8) (0.4) (1.2) (0.6)
Net income attributable to Sirius Group  7.4  97.8  111.1  140.9 

Change in carrying value of Series B preference shares

  (0.8) -  (9.2) - 

Accrued dividends on Series A redeemable preference shares

  -  -  -  (2.6)
Net income attributable to Sirius Group's common shareholders $6.6 $97.8  101.9 $138.3 
���
Comprehensive income             
Net income $8.2 $98.2 $112.3 $141.5 
Other comprehensive income (loss), net of tax             
Change in foreign currency translation, net of tax  1.1  (48.5) (26.7) (61.9)
Total other comprehensive income (loss)  1.1  (48.5) (26.7) (61.9)
Comprehensive income  9.3  49.7  85.6  79.6 
Income attributable to non-controlling interests  (0.8) (0.4) (1.2) (0.6)
Comprehensive income attributable to Sirius Group $8.5 $49.3 $84.4 $79.0 
Ratios:             
Loss ratio(1)  75.0% 49.0% 67.7% 49.3%
Acquisition expense ratio(2)  20.8% 21.6% 20.6% 21.9%
Other underwriting expense ratio(3)  9.6% 12.4% 10.4% 13.7%

Combined ratio(4)

  105.4% 83.0% 98.7% 84.9%
Selected financial data:             
Basic earnings per common share and common shares equivalent $0.05 $0.78 $0.80 $1.11 
Diluted earnings per common share and common shares equivalent $0.05 $0.78 $0.80 $1.11 
Basic weighted average number of common shares and common share equivalents outstanding  115,243,685  120,000,000  115,212,772  120,000,000 
Diluted weighted average number of common shares and common share equivalents outstanding  115,796,367  120,000,000  127,542,402  120,000,000 
Return on equity(5)  0.4% 5.0% 6.0% 7.2%
Operating (loss) income attributable to common shareholders(6) $(19.4)$40.5 $(0.5)$71.4 
 Three months ended June 30,Six months ended June 30,
 2020201920202019
Revenues    
Gross written premiums$322.6
$487.1
$1,140.2
$1,109.4
Net written premiums$306.0
$401.7
$935.9
$886.5
Net earned insurance and reinsurance premiums$369.8
$370.7
$804.5
$682.6
Net investment income14.8
24.4
28.3
44.5
Net realized investment gains7.1
15.6
27.4
24.6
Net unrealized investment gains (losses)8.7
15.5
(35.1)89.5
Net foreign exchange (losses) gains(16.1)(0.6)2.4
4.5
Other revenue10.2
15.4
14.5
35.0
Total revenues394.5
441.0
842.0
880.7
Expenses    
Loss and loss adjustment expenses240.3
278.0
667.4
461.9
Insurance and reinsurance acquisition expenses78.1
77.0
152.8
140.3
Other underwriting expenses36.3
35.5
74.3
70.8
General and administrative expenses23.9
28.2
56.0
52.6
Intangible asset amortization expenses4.0
4.0
7.9
7.9
Interest expense on debt7.9
8.0
15.7
15.6
Total expenses390.5
430.7
974.1
749.1
Pre-tax income (loss)4.0
10.3
(132.1)131.6
Income tax (expense) benefit(11.2)(2.1)3.6
(19.3)
Net (loss) income(7.2)8.2
(128.5)112.3
Loss (income) attributable to non-controlling interests0.2
(0.8)
(1.2)
(Loss) income attributable to Sirius Group(7.0)7.4
(128.5)111.1
Change in carrying value of Series B preference shares(6.6)(0.8)16.8
(9.2)
Net (loss) income attributable to Sirius Group's common shareholders$(13.6)$6.6
$(111.7)$101.9
Comprehensive income (loss)    
Net (loss) income$(7.2)$8.2
$(128.5)$112.3
Other comprehensive income (loss)    
Change in foreign currency translation, net of tax57.0
1.1
(6.4)(26.7)
Total other comprehensive income (loss)57.0
1.1
(6.4)(26.7)
Comprehensive income (loss)49.8
9.3
(134.9)85.6
Net loss (income) attributable to non-controlling interests0.2
(0.8)
(1.2)
Comprehensive income (loss) attributable to Sirius Group$50.0
$8.5
$(134.9)$84.4
Ratios:    
Loss ratio(1)
65.0 %75.0%83.0 %67.7%
Acquisition expense ratio(2)
21.1 %20.8%19.0 %20.6%
Other underwriting expense ratio(3)
9.8 %9.6%9.2 %10.4%
Combined ratio(4)
95.9 %105.4%111.2 %98.7%
Selected financial data:    
Basic earnings per common share and common shares equivalent$(0.12)$0.05
$(0.97)$0.80
Diluted earnings per common share and common shares equivalent$(0.12)$0.05
$(1.01)$0.80
Basic weighted average number of common shares and common share equivalents outstanding115,278,176
115,243,685
115,269,720
115,212,772
Diluted weighted average number of common shares and common share equivalents outstanding115,278,176
115,796,367
127,171,390
127,542,402
Return on equity(5)
(0.9)%0.4%(6.8)%6.0%
Operating (loss) attributable to common shareholders(6)
$(17.1)$(19.4)$(117.4)$(0.5)

(1)The loss ratio is calculated by dividing loss and LAE expenses by net earned insurance and reinsurance premiums.


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(2)The acquisition expense ratio is calculated by dividing insurance and reinsurance acquisition expenses by net earned insurance and reinsurance premiums.

(3)The other underwriting expense ratio is calculated by dividing other underwriting expenses by net earned insurance and reinsurance premiums.

(4)The combined ratio is calculated by combining the loss ratio, the acquisition expense ratio, and the other underwriting expense ratio.

(5)Return on equity is calculated by dividing netNet (loss) income attributable to Sirius Group's common shareholders for the period by the beginning common shareholders' equity.

(6)Operating (loss) income attributable to common shareholders is a non-GAAP financial measure. See "Non-GAAP Financial Measures" for an explanation and calculation of Operating (loss) income attributable to common shareholders.


   As of
June 30, 2019
  As of
December 31, 2018
 
Selected balance sheet data:       
Common shares outstanding  115,296,918  115,151,251 
Series B preference shares outstanding  11,901,670  11,901,670 
Earned share-based compensation awards, excluding stock options  374,912  - 
Earned portion of Stock option awards issued  152,772  - 
Adjusted shares outstanding(1)  127,726,272  127,052,921 

Total common shareholders' equity

 

$

  1,784.1

 

$

  1,704.5

 
Series B preference shares  241.3  232.2 
Earned portion of future proceeds from stock option awards  1.9  - 
Adjusted book value(1) $  2,027.3 $  1,936.7 

Book value per common share

 

$

  15.47

 

$

  14.80

 
Adjusted book value per share(1) $  15.87 $  15.24 
 
As of
June 30, 2020
As of
March 31, 2020
As of
December 31, 2019
Selected balance sheet data:   
Book value per common share (1)
$13.18
$12.78
$14.23
Tangible book value per common share (2)
$8.39
$7.97
$9.39

(1)AdjustedBook value per common share is calculated by dividing Total common shareholders' equity by the total number of Common shares outstanding, Adjusted book value, and Adjustedoutstanding.

(2)Tangible book value per common share areis a non-GAAP financial measures.measure. See "Non-GAAP Financial Measures" for an explanation and calculation of Adjusted share outstanding, Adjusted book value, and AdjustedTangible book value per common share.

Three and Six Months Ended June 30, 20192020 and 2018

2019

Gross written premiums – Gross written premiums for the three months ended June 30, 2019 was $4872020 were $323 million, a decrease of $18$164 million or 4%34% compared to gross written premiums of $505$487 million for the three months ended June 30, 2018,2019, with Specialty & Casualty up 59%, Global A&H up 37%down 45%, Global Reinsurance down 32%, and Global Property down 27%U.S. Specialty up 63%. AbsentThe most significant reason for the effect ofdecline in Gross written premiums is lower volume from a single fronting arrangement within the Global Property segment, gross written premiums increased 20% compared to the prior period.arrangement. See "Results of Reportable Segments" below.

Gross written premiums for the six months ended June 30, 2019 was $1,1092020 were $1,140 million, a decreasean increase of $11$31 million or 1%3% compared to gross written premiums of $1,120$1,109 million for the six months ended June 30, 2018,2019, with U.S. Specialty up 39%, Global A&H up 25%, Specialty & Casualty up 24%7%, and Global PropertyReinsurance down 16%10%. Absent the effect of a single fronting arrangement within the Global Property segment,Runoff & Other gross written premiums increased 7% comparedto $69 million for the six months ended June 30, 2020 from $3 million for the six months ended June 30, 2019 due to the prior period.LPT. See "Results of Reportable Segments" below.

Net written premiums – Net written premiums for the three months ended June 30, 2019 was $4022020 were $306 million, an increasea decrease of $82$96 million or 26%24% compared to net written premiums of $320$402 million for the three months ended June 30, 2018,2019, with Specialty & Casualty up 62%, Global A&H up 46%down 49%, Global Reinsurance down 17%, and Global PropertyU.S. Specialty up 8%71%. See "Results of Reportable Segments" below.

Net written premiums for the six months ended June 30, 2019 was $8872020 were $936 million, an increase of $97$49 million or 12%6% compared to net written premiums of $790$887 million for the six months ended June 30, 2018,2019, with U.S. Specialty up 39%, Global A&H up 29%, Specialty & Casualty up 26%3%, and Global Property upReinsurance down 6%. Runoff & Other net written premiums increased to $68 million for the six months ended June 30, 2020 from less than $1 million for the six months ended June 30, 2019 due to the LPT. Absent the effect of the LPT within the Runoff & Other segment, net written premiums decreased 2%. compared to the prior period. See "Results of Reportable Segments" below.


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Net earned insurance and reinsurance premiums – Net earned insurance and reinsurance premiums for the three months ended June 30, 2019 was $3712020 were $370 million, an increasea decrease of $62$1 million or 20%less than 1% compared to net earned insurance and reinsurance premiums of $309$371 million for the three months ended June 30, 2018,2019 with U.S. Specialty & Casualty up 55%114%, Global A&H up 47%down 5% and Global PropertyReinsurance down 2%. See "Results of Reportable Segments" below.

Net earned insurance and reinsurance premiums for the six months ended June 30, 2019 was $6832020 were $805 million, an increase of $90$122 million or 15%18% compared to net earned insurance and reinsurance premiums of $593$683 million for the six months ended June 30, 2018,2019, with U.S. Specialty & Casualty up 48% and155%, Global A&H up 27%7% and Global Reinsurance up 4%. Runoff & Other net earned insurance and reinsurance premiums increased to $70 million for the six months ended June 30, 2020 from $1 million for the six months ended June 30, 2019 due to the LPT. See "Results of Reportable Segments" below.


Net investment income, Net realized investment gains, Net unrealized investment gains (losses), and Net foreign exchange (losses) gains – Net investment income increased 26%decreased to $15 million for the three months ended June 30, 2020 from $24 million for the three months ended June 30, 2019 from $19primarily due to lower dividends on equity securities, lower interest rates, and increased investments in lower yielding short-term investments. Sirius Group reported net realized investment gains of $7 million for the three months ended June 30, 2018 due primarily2020, which included $5 million of net realized foreign currency gains, compared to a higher interest rate environment. Sirius Group reported net realized investment gains of $16 million for the three months ended June 30, 2019, which included $10 million of net realized foreign currency gains, compared to net realizedgains. Net unrealized investment gains of $8were $9 million for the three months ended June 30, 2018,2020, which included $7$(66) million of net realizedunrealized foreign currency gains. Net(losses), compared to net unrealized investment gains wereof $16 million for the three months ended June 30, 2019, which included $(7) million of net unrealized foreign currency (losses), compared to net unrealized investment gains. See "Summary of $25Investment Results" below. Additionally, Sirius Group recorded $(16) million of non-investment related foreign exchange (losses) for the three months ended June 30, 2018, which included $30 million of net unrealized foreign currency gains. See "Summary of Investment Results" below. Additionally, Sirius Group recorded2020 compared to $(1) million of non-investment related foreign exchange (losses) for the three months ended June 30, 2019 compared to $26 million of non-investment related foreign exchange gains for the three months ended June 30, 2018.2019. Included in the amount for the three months ended June 30, 20192020 is $20 million of unfavorable currency movement on the 2017 SEK Subordinated Notes (as defined herein) compared to less than $1 million of favorable currency movement compared to $28 million of favorable currency movement for the three months ended June 30, 2018 on the 2017 SEK Subordinated Notes.2019. See "Foreign Currency Translation" below.

Net investment income increased 50%decreased to $28 million for the six months ended June 30, 2020 from $45 million for the six months ended June 30, 2019 from $30primarily due to lower income on other long-term investments and equity securities, lower interest rates and balances on fixed maturity investments, and increased investments in lower yielding short-term investments. Sirius Group reported net realized investment gains of $27 million for the six months ended June 30, 2018 due primarily2020, which included $17 million of foreign currency gains, compared to a higher interest rate environment. Sirius Group reported net realized investmentinvestments gains of $25 million for the six months ended June 30, 2019, which included $21 million of net realized foreign currency gains, compared to net realized investment gains of $4gains. Net unrealized (losses) were $(35) million for the six months ended June 30, 2018,2020, which included $6$(13) million of net realizedunrealized foreign currency gains. Net(losses), compared to net unrealized investment gains wereof $90 million for the six months ended June 30, 2019, which included $18 million of net unrealized foreign currency gains, compared to net unrealized investment gainsgains. See "Summary of $41Investment Results" below. Additionally, Sirius Group recorded $2 million of non-investment related foreign exchange gains for the six months ended June 30, 2018, which included $49 million of net unrealized foreign currency gains. See"Summary of Investment Results" below. Additionally, Sirius Group recorded2020 compared to $5 million of non-investment related foreign exchange gains for the six months ended June 30, 2019 compared to $22 million of non-investment related foreign exchange gains2019. Included in the amount for the six months ended June 30, 2018. Included in the six months ended June 30, 2019 amount2020 is $11$1 million of favorable currency movement on the 2017 SEK Subordinated Notes (as defined herein) compared to $28$11 million of favorable foreign currency movement for the six months ended June 30, 2018 on the 2017 SEK Subordinated Notes.2019. See "Foreign Currency Translation" below.

Other revenue – Other revenue decreased to $10 million for the three months ended June 30, 2020 from $15 million for the three months ended June 30, 2019 primarily due to lower service fee revenue from $56the Global A&H segment.
Other revenue decreased to $15 million for the threesix months ended June 30, 2018.2020 from $35 million for the six months ended June 30, 2019. The decrease in other revenue was primarily attributable to management's estimate of a right of indemnification against a third party in connection with an uncertain tax position that was recorded in other revenue$(21) million (loss) on the change in the second quarterfair value of 2018.

Other revenue decreasedweather derivatives compared to $35a $(6) million (loss) for the six months ended June 30, 2019 from $79 million for the six months ended June 30, 2018. The decrease in other revenue was primarily attributable to management's estimate of a right of indemnification against a third party in connection with an uncertain tax position that was recorded in other revenue in the second quarter of 2018.

2019.

Loss and loss adjustment expenses – Loss and loss adjustment expenses increased 84%decreased 14% to $240 million for the three months ended June 30, 2020 from $278 million for the three months ended June 30, 2019 from $151 million for the three months ended June 30, 2018, primarily due to lower net unfavorable prior year loss reserve development, higher catastrophepartially offset by COVID-19 losses and increased net earned insurance and reinsurance premiums for the three months ended June 30, 2019.of $13 million. See "Results of Reportable Segments" below.


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Loss and loss adjustment expenses increased 58%44% to $667 million for the six months ended June 30, 2020 from $462 million for the six months ended June 30, 2019 from $292 million for the six months ended June 30, 2018, primarily due to net unfavorable prior year loss reserve development, higher catastropheCOVID-19 losses and increased net earned insurance and reinsurance premiums, partially offset by lower net unfavorable prior year loss reserve development. In addition, Runoff & Other loss and loss adjustment expenses increased to $71 million for the six months ended June 30, 2019.2020 from $4 million for the six months ended June 30, 2019 due to the LPT. See "Results of Reportable Segments" below.

Insurance and reinsurance acquisition expenses – Insurance and reinsurance acquisition expenses were flat for both of the three month periods ended June 30, 2020 and 2019. See "Results of Reportable Segments" below.
Insurance and reinsurance acquisition expenses increased 15%9% to $77$153 million for the threesix months ended June 30, 2020 from $140 million for the six months ended June 30, 2019 from $67 million for the three months ended June 30, 2018,primarily due to an increase in net earned insurance and reinsurance premiums and higher acquisition expenses for U.S. Specialty, & CasualtyGlobal Reinsurance, and Global A&H partially offset by lower acquisition expenses for Global Property, primarily due to business mix, for the threesix months ended June 30, 2020 as well as business mix. See "Results of Reportable Segments" below.
Other underwriting expenses – Other underwriting expenses were flat at $36 million for both of the three month periods ended June 30, 2020 and 2019. See "Results of Reportable Segments" below.

Insurance and reinsurance acquisitionOther underwriting expenses increased 8%4% to $140$74 million for the six months ended June 30, 20192020 from $130 million for the six months ended June 30, 2018, due to an increase in net earned insurance and reinsurance premiums and higher acquisition expenses for Specialty & Casualty and Global A&H partially offset by lower acquisition expenses for Global Property, primarily due to business mix, for the six months ended June 30, 2019. See "Results of Reportable Segments" below.

Other underwriting expenses – Other underwriting expenses decreased 5% to $36 million for the three months ended June 30, 2019 from $38 million for the three months ended June 30, 2018. See "Results of Reportable Segments" below.

Other underwriting expenses decreased 12% to $71 million for the six months ended June 30, 2019 from $81 million for the six months ended June 30, 2018, primarily due to lowerhigher variable incentive compensation expense. In addition, higher operating expenses were included in other underwriting expense for the MGUs for the six months ended June 30, 2018, representing costs associated with the support of the Global A&H underwriting team.expenses. See "Results of Reportable Segments" below.


General and administrative expenses – General and administrative expenses increased 17%decreased 14% to $24 million for the three months ended June 30, 2020 from $28 million for the three months ended June 30, 2019 from $24 million for the three months ended June 30, 2018 primarily due to an increase inlower expenses from the MGUs, partially offset by expenses related to IMGretention awards that were issued to key employees in November 2019. See Note 13 "Share-based compensation" in Sirius Group's unaudited financial statements included elsewhere in this Quarterly Report on Form 10-Q for further details and professional fees.discussion.

General and administrative expenses increased 36%6% to $56 million for the six months ended June 30, 2020 from $53 million for the six months ended June 30, 2019 from $39 million for the six months ended June 30, 2018, primarily due to an increaseretention awards that were issued to key employees in November 2019, partially offset by lower expenses related to IMGfrom the MGUs. See Note 13 "Share-based compensation" in Sirius Group's unaudited financial statements included elsewhere in this Quarterly Report on Form 10-Q for further details and professional fees.

discussion.

Summary of Investment Results

Pre-Tax Return on Investments

Total return on investments includes investment income, net realized gains and losses, and the change in unrealized gains and losses generated by the investment portfolio including equity method eligible investments for which we have made a fair value election and net income or loss in investments in unconsolidated affiliates.election. Total return is calculated on a pre-tax basis and includes the impact of investment related foreign exchange gains or losses whether reflected in pre-tax income or other comprehensive income, unless otherwise noted. Returns are calculated on average investments for the period displayed and presented gross of separately managed account fees as well as internal expenses in order to produce a better comparison to benchmark returns whichthat exclude an expense load.

Sirius Group maintains an equity portfolio that consists of equity securities and other long-term investments, including hedge funds, private equity funds, and direct investments in privately held common equity securities investments. From time to time, Sirius Group may also invest in exchange-traded funds ("ETFs") and mutual funds. For return purposes, investments in fixed-income ETFs and mutual funds are included in the fixed income results and excluded from equity portfolio results. Returns exclude the impact of third-party currency swaps, forwards, and/or swaps.

options, and /or futures.

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A summary of Sirius Group's total pre-tax net investment results and performance metrics for the three and six months ended June 30, 20192020 and 2018,2019, respectively, follows:

 Three months ended June 30,Six months ended June 30,
(Millions)2020201920202019
Pre-tax investment results    
Net investment income$14.8
$24.4
$28.3
$44.5
Net realized and unrealized investment gains (losses) (1)
15.8
31.1
(7.7)114.1
Change in foreign currency translation on investments recognized through other comprehensive income(2)
93.6
(0.1)(1.0)(41.8)
Net pre-tax investment gains$124.2
$55.4
$19.6
$116.8
   For the Three Months Ended
June 30,
  For the Six Months Ended
June 30,
 
(Millions)  2019  2018  2019  2018
 
Pre-tax investment results             
Net investment income $24.4 $19.2 $44.5 $30.0 
Net realized and unrealized investment gains(1)  31.1  43.8  114.1  58.5 
Change in foreign currency translation on investments recognized through other comprehensive income(2)  (0.1) (78.1) (41.8) (99.0)
Net pre-tax investment gains (losses) $55.4 $(15.1)$116.8 $(10.5)

(1)Includes foreign exchange (losses) gains for the three months ended June 30, 2020 and 2019 and 2018 of $2.4$(60.4) million and $48.2$2.4 million, respectively, and for the six months ended June 30, 2020 and 2019 of $3.4 million and 2018 of $38.3 million, and $68.3 million, respectively.

(2)Excludes non-investment related foreign exchange (losses) gains for the three months ended June 30, 2020 and 2019 and 2018 of $(0.6)$(16.1) million and $29.6$(0.6) million, respectively, and for the six months ended June 30, 2020 and 2019 of $2.4 million and 2018 of $4.5 million, and $37.1 million, respectively.


 For the Three Months Ended
June 30,
 For the Six Months Ended
June 30,
 
 2019 2018 2019 2018
 Three months ended June 30,Six months ended June 30,
2020201920202019
Performance metrics          
Total fixed income investment returns:          

In U.S. dollars

 1.4% (0.4)% 2.4% (0.5)%2.2%1.4%0.9 %2.4%

In local currencies

 1.3% 0.4% 2.5% 0.4%1.6%1.3%1.1 %2.5%

Bloomberg Barclays US Agg 1-3 Year Total Return Value Unhedged USD

 1.5% 0.3% 2.7% 0.1%
Bloomberg Barclays U.S. Agg 1-3 Year Total Return Value Unhedged USD0.9%1.5%2.7 %2.7%

OMX Stockholm OMRX Total Bond Index

 1.1% 0.6% 2.0% 1.1%0.4%1.1%1.0 %2.0%

Bloomberg Barclays Pan-European Aggregate: Corp 1-3 Years Total Return

 0.1% (0.1)% 1.4% 0.1%
Total equity securities and other long-term investments returns:          

In U.S. dollars

 3.0% (0.5)% 9.0% 1.6%7.0%3.0%(2.4)%9.0%

In local currencies

 2.7% 1.0% 8.5% 2.7%6.5%2.7%(2.1)%8.5%

S&P 500 Index (total return)

 4.3% 3.4% 18.5% 2.6%20.5%4.3%(3.1)%18.5%
Total consolidated portfolio          

In U.S. dollars

 1.7% (0.4)% 3.6% (0.2)%3.0%1.7%0.4 %3.6%

In local currencies

 1.5% 0.5% 3.6% 0.7%2.4%1.5%0.5 %3.6%

Three and six months ended June 30, 20192020 and 2018

2019

Sirius Group'sGroup’s pre-tax total gross return on invested assets was 3.0% for the three months ended June 30, 2020 compared to 1.7% for the three months ended June 30, 2019 compared to (0.4)%2019. The result for the three months ended June 30, 2018.2020included foreign currency gains on investments, which increased the total pre-tax return by 0.6%. The currency gains for the second quarter of 2020 were generated from our Swedish kronor (“SEK”), Canadian dollar (“CAD”), and Euro (“EUR”) holdings as these currencies strengthened against the U.S. dollar. The result for the three months ended June 30, 2019 included foreign currency gains on investments, which increased the total pre-tax return by 0.2%. The 2018 result included foreign currency losses on investments, which decreased the total pre-tax return by (0.9)%. The currency gains for the second quarter of 2019 were generated mainly from our Euro, Canadian dollar,EUR, CAD, and Israeli shekel ("ILS") holdings as these currencies strengthened 1.4%, 1.9%, and 1.8%, respectively, versus the U.S. dollar. The currency losses for the second quarter of 2018 were generated mainly from our Swedish kronor, Euro, and Israeli shekel holdings as these currencies weakened 7.2%, 5.7%, and 4.3%, respectively, versus the U.S. dollar.


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For the six months ended June 30, 2019, Sirius Group'sGroup’s pre-tax total gross return on invested assets was 3.6% versus (0.2)%0.4% for the same period in 2018. Currency did not impact our six month 2019 investments result whilemonths ended June 30, 2020 compared to 3.6% for the investmentsix months ended June 30, 2019. The result for the six months ended June 30, 20182020 was adversely impacted by the strengtheningongoing concern of the U.S. dollarCOVID-19 pandemic and included foreign currency losses on investments, which reduced ourdecreased the total pre-tax return by (0.9)(0.1)%.

The six month currency loss was generated mainly from our CAD holdings as the currency continues to weaken against the U.S. dollar. The result for the six months ended June 30, 2019 was not impacted by currency.


Net investment income was $15 million for the three months ended June 30, 2020 compared to $24 million for the three months ended June 30, 2019 comparedprimarily due to $19lower dividends on equity securities, lower interest rates, and increased investments in lower yielding short-term investments. Net investment income was $28 million for the threesix months ended June 30, 2018. Net investment income was2020 compared to $45 million for the six months ended June 30, 2019 comparedprimarily due to $30 million for the six months ended June 30, 2018. The increase in both periods was driven by higher earnedlower income from ouron other long-term investments and equity securities, lower interest rates and other long term investments;balances on fixed maturity investments, and increased investments in addition, the increase for the six months ended June 30, 2019 was driven by a higher interest rate environment at the time of reinvestment.

lower yielding short-term investments.


Net realized and unrealized investment gains (losses),on investments, excluding foreign currency, were $76 million for the three months ended June 30, 2020 compared to $29 million for the three months ended June 30, 2019 compared to $(4) million for the three months ended June 30, 2018. For the six months ended June 30, 2019, net realized and unrealized investment gains (losses), excluding foreign currency, were $76 million compared to $(10) million for the six months ended June 30, 2018.2019. The increase in both periods was driven by unrealized investment gains consistent with overall market performance.

Net realized and unrealized investment (losses) gains on investments, excluding foreign currency, were $(11) million for the six months ended June 30, 2020 compared to $76 million for the six months ended June 30, 2019. The decrease was driven by unrealized investment losses consistent with overall market performance for the first half of 2020.








Fixed income results (including short-term investments)

As of June 30, 2020 and December 31, 2019, the fixed income portfolio duration was approximately 1.0 years and 1.5 years, compared to 1.7 years as of December 31, 2018.respectively. The average credit quality of the fixed income portfolio, including short termshort-term investments, was AA+ and AA atas of June 30, 2019 which is unchanged from2020 and December 31, 2018.2019, respectively. As of June 30, 20192020 and December 31, 2018,2019, Sirius Group held $357$446 million and $361$341 million, respectively, of non-U.S. denominated fixed income securities.


The fixed income portfolio returned 2.2% on a U.S. dollar basis and 1.6% in local currencies for the three months ended June 30, 2020. Our U.S. portfolio returned 1.8% versus the Bloomberg Barclays U.S. Aggregate 1-3 Year (“BarcAgg1-3”) of 0.9%. Our non-U.S. portfolio returned 0.6% in original currencies compared to the OMX Stockholm OMRX Total Return Bond Index (“OMRX”) of 0.4%. For the three months ended June 30, 2020, the portfolio’s out performance against the indices can be attributed to a lower share of U.S. government issued securities in our U.S. portfolio compared to the BarcAgg1-3 and to the EUR and CAD positions, which performed well, in our non-U.S. portfolio. The fixed income portfolio gained 1.4% on a U.S. dollar basis and 1.3% in local currencies for the three months ended June 30, 2019. Our U.S. portfolio returned 1.4% versus the Barclays 1-3 Year Aggregate ("BarcAg1-3")BarcAgg1-3 of 1.5%. Our non-U.S. portfolio returned 0.3% in original currencies, which compares to the OMX Stockholm OMRX Total Return Bond Index ("OMRX") of 1.1% and the Bloomberg Barclays Pan-European Aggregate: Corp 1-3 Years Total Return ("BarcAg1-3 EUR") of 0.1%.

The fixed income portfolio lost (0.4)%returned 0.9% on a U.S. dollar basis and returned 0.4%1.1% in local currencies for the threesix months ended June 30, 2018.2020. Our U.S. portfolio returned 0.3%1.1% versus the BarcAg1-3BarcAgg1-3 of 0.3%2.7%. Our non-U.S. portfolio returned 0.6% in original currencies which comparescompared to the OMRX of 0.6%1.0%.

For the six months ended June 30, 2020, a lower duration in a decreasing interest rate environment adversely impacted our return versus the indices. The fixed income portfolio gained 2.4% on a U.S. dollar basis and 2.5% in local currencies for the six months ended June 30, 2019. Our U.S. portfolio returned 2.8% versus the BarcAg1-3BarcAgg1-3 of 2.7%. Our non-U.S. portfolio returned 0.7% in original currencies which compares to the OMRX of 2.0% and the BarcAg1-3 EUR of 1.4%. The lower duration of our portfolio adversely impacted our return versus the indices due to the decreasing interest rate environment. The return for the six months ended June 30, 2018 was (0.5)% on a U.S. dollar basis and 0.4% in original currencies. Our U.S. portfolio returned 0.3% versus the BarcAg1-3 of 0.1%. The outperformance was due to a lower concentration in treasuries in our portfolio compared to the BarcAg1-3. Our non-U.S. portfolio returned 0.8% in original currencies which compares to the OMRX of 1.1% due to a market driven negative return in our euro denominated fixed income investments.

Equity securities and other long-term investments results


As of June 30, 2020, the equity and other long-term investments portfolio included $495 million of U.S. dollar and $120 million of non-U.S. dollar denominated securities. As of December 31, 2019, the equity and other long-term investments portfolio included $475$482 million of U.S. dollar denominated securities compared to $439and $187 million of non-U.S. dollar denominated securities.

For the three months ended June 30, 2020, the equity portfolio returned 7.0% on a U.S. dollar denominated securities as of December 31, 2018. As of June 30, 2019basis and December 31, 2018, Sirius Group held $187 million and $149 million, respectively, of non-U.S. denominated equity and other long-term investments.

6.5% on a local currency basis. The S&P 500 returned 20.5% for the same period. For the three months ended June 30, 2019, the equity portfolio gained 3.0% on a U.S. dollar basis and gained 2.7% in local currencies. The S&P 500 gained 4.3% for the same period.


For the threesix months ended June 30, 2018,2020, the equity portfolio lost (0.5)returned (2.4)% on a U.S. dollar basis but gained 1.0% inand (2.1)% on a local currencies.currency basis. The S&P 500 gained 3.4%returned (3.1)% for the same period.


Table The portfolio outperformed the S&P 500 in the six months ended June 30, 2020 due to the market neutral strategy of Contents

a large portion of our equity and other long-term investments portfolio. For the six months ended June 30, 2019, the equity portfolio returned 9.0% on a U.S. dollar basis and 8.5% in original currencies versus the S&P 500 of 18.5%. Performance lagged the S&P 500 due to the market neutral strategy of a large portion of our equity and other long-term investments portfolio. For the six months ended June 30, 2018, the equity portfolio returned 1.6% on a U.S. dollar basis and 2.7% in local currencies versus the S&P 500 of 2.6%.

Foreign Currency Translation

Impact of Foreign Currency Translation


The U.S. dollar is the functional currency for Sirius Group's businesses except for Sirius International, Syndicate 1945, several subsidiaries of IMG, and the Canadian reinsurance operations of Sirius America. Sirius Group also invests in securities denominated in foreign currencies. Assets and liabilities recorded in these foreign currencies are translated into U.S. dollars at exchange rates in effect at the balance sheet date, and revenues and expenses are converted using the average exchange rates for the period. Net foreign exchange gains and losses arising from the translation of functional currencies into U.S. dollars are reported in common shareholders' equity under the caption Otherand in Accumulated other comprehensive (loss). As of June 30, 20192020 and December 31, 2018,2019, Sirius Group had net unrealized foreign currency translation (losses) of $(229)$(244) million and $(202)$(238) million, respectively, recorded in Accumulated other comprehensive (loss) on its Consolidated Balance Sheets.

Assets and liabilities relating to foreign operations are remeasured into the functional currency using current exchange rates; revenues and expenses are remeasured into the functional currency using the weighted average exchange rate for the period. The resulting exchange gains and losses are reported as a component of netNet income (loss) in the period in which they arise within Net realized investment gains (losses), Net unrealized investment gains (losses), and Net foreign exchange gains (losses) gains.

.


The following rates of exchange for the U.S. dollar have been used for translation of investments whose functional currency is not the U.S. dollar as of June 30, 20192020 and December 31, 2018:

2019:
Currency
 Closing Rate
June 30, 2019

 Closing Rate
December 31, 2018

 
Closing Rate
June 30, 2020

Closing Rate
December 31, 2019

Swedish kronor 9.2838 8.9397 9.3465
9.3210
British pound 0.7866 0.7850 0.8129
0.7568
Euro 0.8786 0.8734 0.8922
0.8912
Canadian dollar 1.3097 1.3614 1.3672
1.3003


Sirius International holds a large portfolio of investments that are denominated in U.S. dollars, but its functional currency is the SEK. When Sirius International prepares its stand-alone GAAP financial statements, it remeasures its U.S. dollar-denominated investments to SEK and recognizes the related foreign currency remeasurement gains or losses through pre-tax income.income (loss). When Sirius Group consolidates Sirius International, it translates Sirius International's stand-alone GAAP financial statements to U.S. dollars and recognizes the related foreign currency translation gains or losses through other comprehensive income (loss). Since Sirius Group reports its financial statements in U.S. dollars, there is no net effect to book value per common share or to investment returns from foreign currency translation on its U.S. dollar-denominated investments at Sirius International. However, net realized and unrealized investment gains (losses), other revenues, net income (loss), earnings per share, and other comprehensive income (loss) can be significantly affected during periods of high volatility in the foreign exchange rate between the U.S. dollar and other currencies, especially the SEK.


Table of Contents

A summary of the impact of foreign currency translation on Sirius Group's consolidated financial results for the three and six months ended June 30, 2020 and 2019 and 2018 follows:

  Three Months
Ended June 30,
  Six Months
Ended June 30,
 

(Millions)

  2019  2018  2019  2018
 

Net realized investment gains - foreign currency(1)

 $9.6 $7.1 $20.5 $6.0 

Net unrealized investment (losses) gains - foreign currency(2)

  (7.2) 29.7  17.8  48.6 

Net realized and unrealized investment gains - foreign currency

  2.4  36.8  38.3  54.6 

Net foreign exchange gains - foreign currency translation gains(3)

  0.9  21.5  5.0  19.4 

Net foreign exchange gains - currency swaps(3)

  1.4  4.3  2.4  3.0 

Net foreign exchange (losses) - currency forwards(3)

  (3.0) -  (3.0) - 

Net foreign exchange (losses) - other(3)

  -  (0.1) -  (0.2)

Income tax benefit (expense)

  1.1  -  0.9  (0.5)

Total foreign currency remeasurement gains recognized through net income, after tax

  2.8  62.5  43.6  76.3 

Change in foreign currency translation on investments recognized through other comprehensive income, after tax

  (0.1) (78.6) (41.8) (99.0)

Change in foreign currency translation on non - investment net liabilities recognized through other comprehensive income, after tax

  1.2  30.1  15.1  37.1 

Total foreign currency translation gains (losses) recognized through other comprehensive income, after tax

  1.1  (48.5) (26.7) (61.9)

Total foreign currency gains recognized in comprehensive income, after tax

 $3.9 $14.0 $16.9 $14.4 
(Millions)Three months ended June 30,Six months ended June 30,
2020201920202019
Net realized investment gains - foreign currency(1)
$5.4
$9.6
$16.5
$20.5
Net unrealized investment (losses) gains - foreign currency(2)
(65.8)(7.2)(13.1)17.8
Net realized and unrealized investment (losses) gains - foreign currency(60.4)2.4
3.4
38.3
Net foreign exchange (losses) gains - foreign currency translation (3)
(10.9)0.9
1.1
5.0
Net foreign exchange (losses) gains - currency swaps(3)
(3.3)1.4
2.7
2.4
Net foreign exchange (losses) - currency forwards(3)
(1.0)(3.0)(0.5)(3.0)
Net foreign exchange (losses) - currency options(3)
(0.1)
(0.1)
Net foreign exchange (losses) - currency futures(3)
(0.7)
(0.7)
Income tax benefit3.5
1.1
2.1
0.9
Total foreign currency remeasurement (losses) gains recognized through net (loss) income, after tax(72.9)2.8
8.0
43.6
Change in foreign currency translation on investments recognized through other comprehensive income (loss), after tax93.6
(0.1)(1.0)(41.8)
Change in foreign currency translation on non - investment net liabilities recognized through other comprehensive income (loss), after tax(36.6)1.2
(5.4)15.1
Total foreign currency translation gains (losses) recognized through other comprehensive income (loss), after tax57.0
1.1
(6.4)(26.7)
Total foreign currency (losses) gains recognized in comprehensive income (loss), after tax$(15.9)$3.9
$1.6
$16.9

(1)Component of Net realized investment gains on the Consolidated Statements of (Loss) Income

(2)Component of Net unrealized investment gains (losses) on the Consolidated Statements of (Loss) Income

(3)Component of Net foreign exchange (losses) gains on the Consolidated Statements of (Loss) Income

As of June 30, 2020, the following currencies represented the largest exposure to foreign currency risk as a percentage of Sirius Group's common shareholders' equity: the SEK 4% (short) and the Canadian dollar 2% (long).
As of December 31, 2019, the following currencies represented the largest exposure to foreign currency risk as a percentage of Sirius Group's common shareholders' equity: the Swedish kronor 5%Japanese Yen 9% (short) and the Israeli shekel 1%SEK 3% (long). As of December 31, 2018, the following currencies represented the largest exposure to foreign currency risk as a percentage of Sirius Group's common shareholders' equity: the Swedish kronor 13% (short) and the Israeli shekel 4% (long).


Investment portfolio composition by currency

As of June 30, 20192020 and December 31, 2018,2019, Sirius Group's investment portfolio included approximately $487$514 million and $468$484 million of non-U.S. dollar denominated investments, most of which is denominated in Swedish kronor, Canadian dollar, Euro, Israeli shekel, Canadian dollar, and British pound. The investment values in this portfolio are impacted by changes in the exchange rate between the U.S. dollar and those currencies.


Table of Contents

Set forth below is the carrying value of our cash and investment holdings in U.S. dollars and foreign currencies as of June 30, 20192020 and December 31, 2018:

2019:
 Carrying Value at
June 30, 2019
 Carrying Value at
December 31, 2018
 
Currency (Millions) Local Currency USD Local Currency USD
 
Carrying Value at June 30, 2020Carrying Value at December 31, 2019
Currency (Millions)
Local Currency
USDLocal Currency
USD
U.S. Dollar 2,979.3 $2,979.3 2,941.6 $2,941.6 2,956.6$2,956.63,034.1$3,034.1
Swedish kronor 1,473.3 158.7 1,348.1 150.8 1,473.0157.61,513.7162.4
Canadian dollar113.683.1113.187.0
Euro 87.9 100.0 105.2 120.5 64.672.478.287.7
Israeli shekel 273.2 76.5 232.7 62.1 158.945.8264.876.6
Canadian dollar 88.5 67.6 84.0 61.7 
British pound 6.1 7.8 8.2 10.4 11.914.78.511.2
Other - 76.4 - 62.6 
140.6
59.2
Total investments   $3,466.3   $3,409.7 

$3,470.8 $3,518.2



Results of Reportable Segments

Global Property

Reinsurance

Global PropertyReinsurance consists of Sirius Group's underwriting lines of business that offer other property insuranceOther Property, Property Catastrophe Excess Reinsurance, Agriculture Reinsurance, Aviation & Space, Marine & Energy, Trade Credit, Contingency, and reinsurance, property catastrophe excess reinsurance, and agriculture reinsurance on a worldwide basis.

Casualty Reinsurance.
   Three months ended
June 30,
  Six months ended
June 30,
 
Global Property(Millions)  2019  2018  2019  2018
 
Gross written premiums $236.2 $325.4 $566.9 $672.0 
Net written premiums  191.6  177.0  432.9  424.2 
Net earned insurance and reinsurance premiums  164.3  167.5  304.0  303.6 
Loss and allocated LAE  (131.3) (68.2) (193.9) (138.6)
Insurance and reinsurance acquisition expenses  (27.2) (34.1) (53.0) (63.4)

Technical profit

 $5.8 $65.2 $57.1 $101.6 
Unallocated LAE  (2.6) (2.5) (4.7) (4.4)
Other underwriting expenses  (17.0) (18.1) (33.2) (35.5)
Underwriting (loss) income $(13.8)$44.6 $19.2 $61.7 
Ratios:             
Loss ratio(1)  81.5% 42.2% 65.3% 47.1%
Acquisition expense ratio(2)  16.6% 20.4% 17.4% 20.9%
Other underwriting expense ratio(3)  10.3% 10.8% 10.9% 11.7%
Combined ratio(4)  108.4% 73.4% 93.6% 79.7%
 Three months ended June 30,Six months ended June 30,
Global Reinsurance (Millions)
2020201920202019
Gross written premiums$213.5
$317.1
$678.8
$752.1
Net written premiums220.5
266.7
565.9
602.6
Net earned insurance and reinsurance premiums240.9
244.9
475.9
456.2
Loss and allocated LAE(148.5)(188.5)(405.7)(296.3)
Insurance and reinsurance acquisition expenses(53.7)(50.0)(104.6)(95.6)
Technical profit (loss)$38.7
$6.4
$(34.4)$64.3
Unallocated LAE(5.2)(4.7)(10.2)(8.7)
Other underwriting expenses(20.5)(21.6)(41.8)(43.2)
Underwriting income (loss)$13.0
$(19.9)$(86.4)$12.4
Ratios:    
Loss ratio(1)
63.8%78.9%87.4%66.9%
Acquisition expense ratio(2)
22.3%20.4%22.0%21.0%
Other underwriting expense ratio(3)
8.5%8.8%8.8%9.5%
Combined ratio(4)
94.6%108.1%118.2%97.4%

(1)The loss ratio is calculated by dividing the sum of loss and allocated LAE and Unallocatedunallocated LAE expenses by net earned insurance and reinsurance premiums.

(2)The acquisition expense ratio is calculated by dividing insurance and reinsurance acquisition expenses by net earned insurance and reinsurance premiums.

(3)The other underwriting expense ratio is calculated by dividing other underwriting expenses by net earned insurance and reinsurance premiums.

(4)The combined ratio is calculated by combining the loss ratio, the acquisition expense ratio, and the other underwriting expense ratio.


Underwriting Results
Table of Contents

Three months ended June 30, 20192020 and 20182019

:

Gross written premiums decreased 27%32% to $236$214 million for the three months ended June 30, 2020 from $317 million for the three months ended June 30, 2019 primarily due to a decrease in Other Property ($80 million) from $325lower premiums on a fronting arrangement. Absent the effect of the fronting arrangement, gross written premiums decreased 9% compared to the prior period. This was primarily due to decreases in Aviation & Space ($11 million) and Property Catastrophe Excess Reinsurance ($9 million). Net written premiums decreased 17% to $221 million for the three months ended June 30, 2018, due to a decrease in Other Property ($118 million). Absent the effect of a single fronting arrangement, gross written premiums increased 3% compared to the prior period. This was due to an increase in Property Catastrophe Excess ($33 million), partially offset by lower Other Property writings due to reduced treaty participations and non-renewals of certain accounts. Net written premiums increased 8% to $1922020 from $267 million for the three months ended June 30, 2019 from $177 million for the three months ended June 30, 2018primarily due primarily to an increasedecreases in Property Catastrophe Excess Reinsurance ($3828 million), partially offset by a decrease in Other Property ($198 million), and Agriculture Reinsurance ($8 million). The reduction in Property Catastrophe Excess Reinsurance was due to increased retrocessional protections as the Company took actions to reduce catastrophic risk. The Other Property fronting arrangement did not impact Global Property's net written or earned insurance and reinsurance premiums for either the 2020 or 2019 or 2018 periods.

Global PropertyReinsurance produced a net combined ratio of 108%95% for the three months ended June 30, 20192020 compared to 73% for the three months ended June 30, 2018. The increase in the combined ratio was driven by higher net unfavorable prior year loss reserve development and higher catastrophe losses, partially offset by lower net commissions, primarily due to business mix.

Global Property recorded an underwriting (loss) of $(14) million for the three months ended June 30, 2019 compared to underwriting income of $45 million for the three months ended June 30, 2018. Net unfavorable prior year loss reserve development was $56 million (34 points) primarily related to Property Catastrophe Excess ($39 million) and Other Property ($14 million)108% for the three months ended June 30, 2019. The decrease in the combined ratio was driven primarily by lower net unfavorable prior year loss reserve development, partially offset by higher attritional losses.


Global Reinsurance recorded underwriting income of $13 million for the three months ended June 30, 2020 compared to an underwriting (loss) of $(20) million for the three months ended June 30, 2019. The three months ended June 30, 2020 included COVID-19 losses, net of reinsurance, of $4 million (2 points). Net unfavorable prior year loss reserve development was $5 million (2 points) for the three months ended June 30, 2020 as unfavorable prior year loss reserve development in GlobalOther Property ($8 million) and Casualty Reinsurance ($5 million) was partially offset by favorable prior year loss reserve development in Property Catastrophe Excess Reinsurance ($8 million). Net unfavorable prior year loss reserve development was $62 million (25 points) for the three months ended June 30, 2019 mainly due to unfavorable prior year loss reserve development in Property Catastrophe Excess Reinsurance ($39 million) and Other Property ($14 million) primarily driven by higher losses from recent accident years, including $46 million from Typhoon Jebi. Net unfavorable prior year loss reserve development was $1 million (less than 1 point)Catastrophe losses, net of reinsurance and reinstatement premiums, for the three months ended June 30, 2018. The three months ended June 30, 2019 included catastrophe losses, net of reinsurance and reinstatement premiums, of $72020 were $10 million (4 points) compared to $1$8 million (less than 1 point)(3 points) for the three months ended June 30, 2018. Catastrophe losses for the three months ended June 30, 2019 were primarily from Cyclone Fani ($3 million), the North Queensland Monsoon ($1 million), and Windstorm Alfrida ($1 million).

2019.

Six months ended June 30, 20192020 and 20182019

:

Gross written premiums decreased 16%10% to $567$679 million for the six months ended June 30, 2020 from $752 million for the six months ended June 30, 2019 primarily due to a decrease in Other Property ($78 million) from $672lower premiums on a fronting arrangement. Absent the effect of the fronting arrangement, gross written premiums increased 2% compared to the prior period due to an increase in Casualty Reinsurance ($19 million), partially offset by decreases in Agriculture Reinsurance ($8 million) and Trade Credit ($6 million). Net written premiums decreased 6% to $566 million for the six months ended June 30, 2018. Absent the effect of a single fronting arrangement, gross written premiums decreased 5% compared to the prior period. This was due to a decrease in Other Property primarily driven by reduced treaty participations and non-renewals of certain accounts, partially offset by an increase in Property Catastrophe Excess ($32 million). Net written premiums increased 2% to $4332020 from $603 million for the six months ended June 30, 2019 from $424 million for the six months ended June 30, 2018primarily due primarily to an increasedecreases in Property Catastrophe Excess Reinsurance ($5543 million), Agriculture Reinsurance ($9 million), and Trade Credit ($6 million), partially offset by a decreasean increase in OtherCasualty Reinsurance ($19 million). The reduction in Property ($47 million).Catastrophe Excess Reinsurance was due to increased retrocessional protections as the Company took actions to reduce catastrophic risk. The Other Property fronting arrangement did not impact Global Property's net written or earned insurance and reinsurance premiums for either the 2020 or 2019 or 2018 periods.

Global PropertyReinsurance produced a net combined ratio of 94%118% for the six months ended June 30, 20192020 as compared to 80%97% for the six months ended June 30, 2018.2019. The increase in the combined ratio was driven by COVID-19 and higher attritional losses, partially offset by lower net unfavorable prior year loss reserve development and higher catastrophe losses, partially offset by lower net commissions, primarily due to business mix.

development.

TableGlobal Reinsurance recorded an underwriting (loss) of Contents

Global Property recorded underwriting income of $19 million and $62$(86) million for the six months ended June 30, 2019 and 2018, respectively. Net unfavorable prior year loss reserve development was $672020 compared to underwriting income of $12 million (22 points) primarily related to Other Property ($39 million) and Property Catastrophe Excess ($28 million) for the six months ended June 30, 2019. The six months ended June 30, 2020 included COVID-19 losses, net of reinsurance, of $130 million (27 points) in Contingency ($48 million), Other Property ($30 million), Property Catastrophe Excess Reinsurance ($27 million), Trade Credit ($20 million), Casualty Reinsurance ($4 million), and Marine ($1 million). Net unfavorable prior year loss reserve development was $14 million (3 points) for the six months ended June 30, 2020 as unfavorable prior year loss reserve development in GlobalOther Property ($21 million), Aviation & Space ($9 million), and Casualty Reinsurance ($6 million) was drivenpartially offset by favorable prior year loss reserve development in Property Catastrophe Excess Reinsurance ($21 million). Net unfavorable prior year loss reserve development was $72 million (16 points) for the six months ended June 30, 2019 mainly due to unfavorable prior year loss reserve development in Other Property ($39 million) and Property Catastrophe Excess Reinsurance ($28 million) primarily due to higher losses from recent accident years mainly Typhoon Jebi and Hurricanes Irma, Michael, and Florence. A portionCatastrophe losses, net of this unfavorable loss reserve development is duereinsurance and reinstatement premiums, for the six months ended June 30, 2020 were $19 million (4 points) compared to projected increased costs for claims adjusting associated with insureds' assignment of benefits to third parties, primarily associated with Hurricanes Irma and Michael exposures. Net unfavorable prior year loss reserve development was $18$10 million (6(2 points) for the six months ended June 30, 2018. The six months ended June 30, 2019 included catastrophe losses, net of reinsurance and reinstatement premiums, of $8 million (3 points) compared to $3 million (1 point) for the six months ended June 30, 2018.2019. Catastrophe losses for the six months ended June 30, 20192020 were primarily from Cyclone FaniAmphan ($4 million), Canadian Hailstorms ($4 million), the Zagreb Earthquake ($3 million), and the North Queensland MonsoonPuerto Rican Earthquake ($23 million), and Windstorm Alfrida ($2 million).

Global PropertyReinsurance gross written premiums

   Three months ended June 30,  Six months ended June 30,
 
Global Property (Millions)  2019  2018  2019  2018
 
Other property $114.8 $232.5 $267.6 $405.2 
Property catastrophe excess  78.8  45.6  244.1  212.2 
Agriculture  42.6  47.3  55.2  54.6 
Total $236.2 $325.4 $566.9 $672.0 
 Three months ended June 30,Six months ended June 30,
Global Reinsurance (Millions)
2020201920202019
Property Catastrophe Excess Reinsurance$70.1
$78.8
$239.8
$244.1
Casualty Reinsurance50.4
45.4
115.2
96.1
Agriculture Reinsurance35.2
42.6
46.5
55.2
Other Property34.7
115.0
190.0
268.3
Marine & Energy7.7
6.5
26.0
20.9
Aviation & Space6.4
17.1
30.2
34.4
Trade Credit5.5
10.3
23.8
30.0
Contingency3.5
1.4
7.3
3.1
Total$213.5
$317.1
$678.8
$752.1


Three months ended June 30, 20192020 and 20182019

:

Global Property'sReinsurance's gross written premiums decreased 27%32% to $236$214 million for the three months ended June 30, 2020 from $317 million for the three months ended June 30, 2019. The decrease in Other Property ($80 million) was due to lower premium volume on a fronting arrangement. Absent the effect the fronting arrangement, gross written premiums decreased 9% compared to the prior period due primarily to decreases in Aviation & Space ($11 million) and Property Catastrophe Excess Reinsurance ($9 million).
Six months ended June 30, 2020 and 2019:
Global Reinsurance's gross written premiums decreased 10% to $679 million for the six months ended June 30, 2020 from $752 million for the six months ended June 30, 2019. The decrease in Other Property ($78 million) was due to lower premium volume on a fronting arrangement. Absent the effect of the fronting arrangement, gross written premiums increased 2% compared to the prior period due to an increase in Casualty Reinsurance ($19 million), partially offset by decreases in Agriculture Reinsurance ($8 million) and Trade Credit ($6 million).
Global Reinsurance net earned insurance and reinsurance premiums
 Three months ended June 30,Six months ended June 30,
Global Reinsurance (Millions)
2020201920202019
Other Property$84.3
$90.8
$171.2
$181.4
Casualty Reinsurance52.6
45.6
106.9
81.5
Property Catastrophe Excess Reinsurance46.8
51.9
94.2
96.0
Agriculture Reinsurance21.3
22.1
25.9
27.3
Aviation & Space15.3
14.3
34.6
28.9
Trade Credit11.1
11.2
23.8
22.0
Marine & Energy6.5
7.7
13.5
16.2
Contingency3.0
1.3
5.8
2.9
Total$240.9
$244.9
$475.9
$456.2
Three months ended June 30, 2020 and 2019:
Global Reinsurance's net earned insurance and reinsurance premiums decreased 2% to $241 million for the three months ended June 30, 2020 from $245 million for the three months ended June 30, 2019 from $325 million for the three months ended June 30, 2018. The decreaseprimarily due to decreases in Other Property was due to lower premium volume on an Other($7 million) and Property fronting arrangementCatastrophe Excess Reinsurance ($955 million), reduced treaty participations, and non-renewals of certain accounts. This decrease was partially offset by an increase in Casualty Reinsurance ($7 million). The Other Property Catastrophe Excess ($33 million).

fronting arrangement did not impact net earned insurance and reinsurance premiums for either the 2020 or 2019 periods.

Six months ended June 30, 20192020 and 20182019

:

Global Property's gross writtenReinsurance's net earned insurance and reinsurance premiums decreased 16%increased 4% to $567$476 million for the six months ended June 30, 2020 from $456 million for the six months ended June 30, 2019 from $672 million for the six months ended June 30, 2018. Theprimarily due to an increase in Casualty Reinsurance ($25 million) partially offset by a decrease in Other Property was due to lower premium volume on an($10 million). The Other Property fronting arrangement ($77 million), reduced treaty participations, and non-renewals of certain accounts. This decrease was partially offset by an increase in Property Catastrophe Excess ($32 million).

Global Property net earned insurance and reinsurance premiums

   Three months ended
June 30,
  Six months ended
June 30,
 
Global Property (Millions)  2019  2018  2019  2018
 
Other property $90.3 $103.1 $180.7 $196.4 
Property catastrophe excess  51.9  42.0  96.0  84.4 
Agriculture  22.1  22.4  27.3  22.8 
Total $164.3 $167.5 $304.0 $303.6 

Table of Contents

Three months ended June 30, 2019 and 2018

Global Property's net earned insurance and reinsurance premiums decreased 2% to $164 million for the three months ended June 30, 2019 from $168 million for the three months ended June 30, 2018. The Other Property fronting treaty did not impact Global Property's net earned insurance and reinsurance premiums for either the 2020 or 2019 or 2018 periods.

Six months ended June 30, 2019 and 2018

Global Property's net earned insurance and reinsurance premiums was $304 million for each of the six months ended June 30, 2019 and 2018. The Other Property fronting treaty did not impact Global Property's net earned insurance and reinsurance premiums for either the 2019 or 2018 periods.


Global A&H

Global A&H consists of Sirius Group's Global A&H insurance and reinsurance underwriting unitbusiness along with two MGUs (IMGIMG and Armada).

Armada, which provide supplemental healthcare and medical travel insurance products as well as related administration services.
 Three months ended
June 30,
 Six months ended
June 30,
 
Three months ended June 30,Six months ended June 30,
Global A&H (Millions) 2019 2018 2019 2018
 2020201920202019
Gross written premiums $152.8 $112.3 $322.1 $257.9 $83.7
$152.8
$345.8
$322.1
Net written premiums 120.6 82.8 255.5 198.3 62.0
120.6
262.7
255.5
Net earned insurance and reinsurance premiums 118.8 80.8 214.9 168.8 113.2
118.8
231.1
214.9
Loss and allocated LAE (71.8) (40.9) (135.0) (86.7)(69.6)(71.8)(149.9)(135.0)
Insurance and reinsurance acquisition expenses (36.0) (26.4) (62.6) (55.6)(31.5)(36.0)(62.3)(62.6)

Technical profit

 $11.0 $13.5 $17.3 $26.5 $12.1
$11.0
$18.9
$17.3
Unallocated LAE (2.0) (1.0) (3.5) (2.6)(0.6)(2.0)(2.3)(3.5)
Other underwriting expenses (5.9) (6.3) (12.0) (14.3)(6.7)(5.9)(12.3)(12.0)

Underwriting income

 $3.1 $6.2 $1.8 $9.6 $4.8
$3.1
$4.3
$1.8
Service fee revenue 30.3 27.4 66.6 60.2 23.1
30.3
59.0
66.6
MGU unallocated LAE (5.3) (5.1) (9.4) (5.1)(6.2)(5.3)(12.2)(9.4)
MGU other underwriting expenses (4.8) (3.5) (7.5) (11.9)(4.7)(4.8)(9.7)(7.5)
MGU general and administrative expenses (15.0) (14.2) (31.2) (23.7)(11.0)(15.0)(25.2)(31.2)
Underwriting income, including net service fee income $8.3 $10.8 $20.3 $29.1 $6.0
$8.3
$16.2
$20.3
Ratios:          
Loss ratio(1) 62.1% 51.9% 64.4% 52.9%62.0%62.1%65.9%64.4%
Acquisition expense ratio(2) 30.3% 32.7% 29.1% 32.9%27.8%30.3%27.0%29.1%
Other underwriting expense ratio(3) 5.0% 7.8% 5.6% 8.5%5.9%5.0%5.3%5.6%
Combined ratio 4) 97.4% 92.4% 99.1% 94.3%
Combined ratio(4)
95.7%97.4%98.2%99.1%

(1)The loss ratio is calculated by dividing the sum of loss and allocated LAE and Unallocatedunallocated LAE expenses by net earned insurance and reinsurance premiums.

(2)The acquisition expense ratio is calculated by dividing insurance and reinsurance acquisition expenses by net earned insurance and reinsurance premiums.

(3)The other underwriting expense ratio is calculated by dividing other underwriting expenses by net earned insurance and reinsurance premiums.

(4)The combined ratio is calculated by combining the loss ratio, the acquisition expense ratio, and the other underwriting expense ratio.


Underwriting Results

Table of Contents

Three months ended June 30, 20192020 and 20182019

:

Gross written premiums increased 37%decreased 45% to $84 million for the three months ended June 30, 2020 from $153 million for the three months ended June 30, 2019 from $112due to reduced premium volume for travel medical and trip cancellation insurance. Net written premiums decreased 49% to $62 million for the three months ended June 30, 2018 due to higher writings for risks primarily originating2020 from the U.S. Net written premiums increased 46% to $121 million for the three months ended June 30, 2019 from $83 million for the three months ended June 30, 2018 due to higher writings for risks primarily originating from the U.S.same reasons as well as higher retentions.

the gross written premiums decrease.

Global A&H produced a net combined ratio of 96% for the three months ended June 30, 2020 compared to 97% for the three months ended June 30, 2019 compared to 92%2019. The three months ended June 30, 2020 included COVID-19 losses, net of reinsurance, of $8 million (7 points). Net favorable prior year loss reserve development was $3 million (3 points) for the three months ended June 30, 2018. Net2020 compared to net favorable prior year loss reserve development wasof $1 million (1 point) for the three months ended June 30, 2019 compared to net favorable prior year loss reserve development of $5 million (6 points) for the three months ended June 30, 2018. The decrease in the acquisition expense ratio from the prior period was due to business mix as increased primary insurance writings for risks originating from the U.S. are recorded at lower net commission ratios.

2019.

Underwriting income, including net service fee income, for Global A&H was $6 million for the three months ended June 30, 2020 compared to $8 million for the three months ended June 30, 2019, compared to $112019. The decrease of $2 million was driven by COVID-19 losses and lower net service fee income, partially offset by higher favorable loss reserve development for the three months ended June 30, 2018. The decrease2020. For each of $3 million was primarily driven by lowerthe three months ended June 30, 2020 and 2019, underwriting income, dueincluding net service fee income, included net losses of $1 million relating to the change in favorable loss reserve development compared to the prior period.

ArmadaHealth, LLC.


Six months ended June 30, 20192020 and 20182019

:

Gross written premiums increased 25%7% to $346 million for the six months ended June 30, 2020 from $322 million for the six months ended June 30, 2019 from $258 million for the six months ended June 30, 2018 due to higher writings for risks primarily originating from the U.S., partially offset by reduced premium volume for travel medical and trip cancellation insurance. Net written premiums increased 29%3% to $263 million for the six months ended June 30, 2020 from $256 million for the six months ended June 30, 2019 from $198 million for the six months ended June 30, 2018 due to higher writings for risks primarily originating from the U.S.same reasons as well as higher retentions.

the gross written premiums increase.

Global A&H produced a net combined ratio of 98% for the six months ended June 30, 2020 compared to 99% for the six months ended June 30, 2019 compared to 94%2019. The six months ended June 30, 2020 included COVID-19 losses, net of reinsurance, of $22 million (10 points). Net favorable prior year loss reserve development was $8 million (3 points) for the six months ended June 30, 2018. The increase in the combined ratio was due2020 compared to net unfavorable prior year loss reserve development of $5 million (2 points) for the six months ended June 30, 2019 compared to $8 million (5 points) of net favorable prior year loss reserve development for the six months ended June 30, 2018. The net unfavorable loss reserve development recorded for the six months ended June 30, 2019 was due to higher than expected claims activity.

2019.

Underwriting income, including net service fee income, for Global A&H was $16 million for the six months ended June 30, 2020 compared to $20 million for the six months ended June 30, 2019, compared to $292019. The decrease of $4 million was driven by COVID-19 losses and lower net service fee income, partially offset by favorable loss reserve development for the six months ended June 30, 2018. The decrease2020. For each of $9 million was primarily driven by lower underwriting income due to the net unfavorable loss reserve development recorded for the six months ended June 30, 2020 and 2019, comparedunderwriting income, including net service fee income, included net losses of $3 million relating to the prior period.

ArmadaHealth, LLC.

Table of Contents

U.S. Specialty & Casualty

U.S. Specialty & Casualty consists of Sirius Group's specialty insurance product offerings, which includes Environmental, Surety, and reinsurance underwriting units,Workers’ Compensation. In April 2020, the Company decided to exit the Surety business due to competitive market conditions in that business line and the recent economic downturn which offer specialty & casualty product lines on a worldwide basis.

presented new risks and challenges for this line of business.

  Three months ended
June 30,
  Six months ended
June 30,
 

Specialty & Casualty (Millions)

  

2019

  

2018

  

2019

  

2018

 

Gross written premiums

 $96.9 $60.9 $217.8 $176.4 

Net written premiums

  89.2  55.1  197.4  155.7 

Net earned insurance and reinsurance premiums

  87.3  55.5  163.0  109.9 

Loss and allocated LAE

  (61.3) (31.7) (108.9) (53.3)

Insurance and reinsurance acquisition expenses

  (24.6) (14.6) (45.1) (28.7)

Technical profit

 $1.4 $9.2 $9.0 $27.9 

Unallocated LAE

  (2.2) (1.7) (4.1) (2.9)

Other underwriting expenses

  (6.7) (7.9) (14.9) (15.9)

Underwriting (loss) income

 $(7.5)$(0.4)$(10.0)$9.1 

Ratios:

             

Loss ratio(1)

  72.7% 60.2% 69.3% 51.1%

Acquisition expense ratio(2)

  28.2% 26.3% 27.7% 26.1%

Other underwriting expense ratio(3)

  7.7% 14.2% 9.1% 14.5%

Combined ratio(4)

  108.6% 100.7% 106.1% 91.7%
 Three months ended June 30,Six months ended June 30,
U.S. Specialty (Millions)
2020201920202019
Gross written premiums$25.5
$16.0
$46.3
$32.6
Net written premiums23.8
14.1
39.0
27.7
Net earned insurance premiums15.2
6.7
28.0
10.8
Loss and allocated LAE(10.4)(4.1)(18.1)(6.5)
Insurance acquisition expenses(3.4)(1.8)(6.4)(2.5)
Technical profit$1.4
$0.8
$3.5
$1.8
Unallocated LAE(0.1)(0.1)(0.2)(0.1)
Other underwriting expenses(2.9)(2.1)(8.1)(4.9)
Underwriting (loss)$(1.6)$(1.4)$(4.8)$(3.2)
Ratios:    
Loss ratio(1)
69.1%62.7%65.4%61.1%
Acquisition expense ratio(2)
22.4%26.9%22.9%23.1%
Other underwriting expense ratio(3)
19.1%31.3%28.9%45.4%
Combined ratio(4)
110.6%120.9%117.2%129.6%

(1)The loss ratio is calculated by dividing the sum of loss and allocated LAE and Unallocatedunallocated LAE expenses by net earned insurance and reinsurance premiums.

(2)The acquisition expense ratio is calculated by dividing insurance and reinsurance acquisition expenses by net earned insurance and reinsurance premiums.

(3)The other underwriting expense ratio is calculated by dividing other underwriting expenses by net earned insurance and reinsurance premiums.

(4)The combined ratio is calculated by combining the loss ratio, the acquisition expense ratio, and the other underwriting expense ratio.



Underwriting Results
Three months ended June 30, 20192020 and 20182019

:

Gross written premiums increased 59%63% to $97$26 million for the three months ended June 30, 2020 from $16 million for the three months ended June 30, 2019 from $61primarily due to an increase in Workers' Compensation ($10 million). Net written premiums increased 71% to $24 million for the three months ended June 30, 2018 due primarily to increases in Casualty ($28 million), Aviation & Space ($6 million), and Trade Credit ($4 million). Net written premiums increased 62% to $892020 from $14 million for the three months ended June 30, 2019 from $55due to an increase in Workers' Compensation ($10 million). The increase in Workers' Compensation is due to business written through Pie Insurance Holdings, Inc. ("Pie Insurance"), a start-up specializing in a data driven approach to workers' compensation insurance, where we also have a minority investment and carrier relationship.
U.S. Specialty recorded an underwriting (loss) of $(2) million for the three months ended June 30, 2018 due2020 compared to the same linesan underwriting (loss) of business as the gross written premiums increase.

Specialty & Casualty produced a net combined ratio of 109%$(1) million for the three months ended June 30, 2019.

Six months ended June 30, 2020 and 2019:
Gross written premiums increased 39% to $46 million for the six months ended June 30, 2020 from $33 million for the six months ended June 30, 2019 primarily due to an increase in Workers' Compensation ($14 million). Net written premiums increased 39% to $39 million for the six months ended June 30, 2020 from $28 million for the six months ended June 30, 2019 due to an increase in Workers' Compensation ($12 million). The increase in Workers' Compensation is due to business written through Pie Insurance.
U.S. Specialty recorded an underwriting (loss) of $(5) million for the six months ended June 30, 2020 compared to 101%an underwriting (loss) of $(3) million for the six months ended June 30, 2019.
U.S. Specialty gross written premiums
 Three months ended June 30,Six months ended June 30,
U.S. Specialty (Millions)
2020201920202019
Workers' Compensation$20.7
$10.7
$35.5
$21.8
Environmental3.6
3.9
8.7
8.3
Surety1.2
1.4
2.1
2.5
Total$25.5
$16.0
$46.3
$32.6
Three months ended June 30, 2020 and 2019:
Gross written premiums increased 63% to $26 million for the three months ended June 30, 2018. The higher net combined ratio was due to a higher Loss ratio driven by net unfavorable prior year loss reserve development and higher current accident year losses in Aviation & Space, which included $1 million of loss development2020 from the Ethiopian Airlines plane crash.

Specialty & Casualty recorded an underwriting (loss) of $(8)$16 million for the three months ended June 30, 2019 comparedprimarily due to an underwriting loss of $(0.4)increase in Workers' Compensation ($10 million). The increase in Workers' Compensation is due to business written through Pie Insurance.

Six months ended June 30, 2020 and 2019:
Gross written premiums increased 39% to $46 million for the six months ended June 30, 2020 from $33 million for the six months ended June 30, 2019 primarily due to an increase in Workers' Compensation ($14 million). The increase in Workers' Compensation is due to business written through Pie Insurance.
U.S. Specialty net earned insurance premiums
 Three months ended June 30,Six months ended June 30,
U.S. Specialty (Millions)
2020201920202019
Workers' Compensation$11.9
$4.6
$21.7
$7.1
Environmental1.6
0.8
3.0
1.4
Surety1.7
1.3
3.3
2.3
Total$15.2
$6.7
$28.0
$10.8

Three months ended June 30, 2020 and 2019:
Net earned insurance premiums increased 114% to $15 million for the three months ended June 30, 2018. Specialty & Casualty had $62020 from $7 million (7 points) of net unfavorable prior year loss reserve development for the three months ended June 30, 2019 primarily driven by Marinedue to an increase in Workers' Compensation ($47 million) and Aviation & Space ($3 million) compared. The increase in Workers' Compensation is due to $3 million (5 points) of net favorable prior year loss reserve development for the three months ended June 30, 2018, primarily driven by Aviation & Space ($1 million).

business written through Pie Insurance.

Table of Contents

Six months ended June 30, 20192020 and 20182019

Gross written:

Net earned insurance premiums increased 24%155% to $218$28 million for the six months ended June 30, 2020 from $11 million for the six months ended June 30, 2019 from $176 million for the six months ended June 30, 2018primarily due primarily to an increase in CasualtyWorkers' Compensation ($63 million), partially offset by a decrease in Trade Credit ($1715 million). Net written premiums increased 26% to $197 million for the six months ended June 30, 2019 from $156 million for the six months ended June 30, 2018The increase in Workers' Compensation is due to the same lines of business as the gross written premiums increase.

Specialty & Casualty produced a net combined ratio of 106% for the six months ended June 30, 2019 compared to 92% for the six months ended June 30, 2018. The higher net combined ratio was due to a higher Loss ratio driven by net unfavorable prior year loss reserve development and higher current accident year losses in Aviation & Space, which included $4 million from the Ethiopian Airlines plane crash.

Specialty & Casualty recorded an underwriting (loss) of $(10) million for the six months ended June 30, 2019 compared to underwriting income of $9 million for the six months ended June 30, 2018. Specialty & Casualty had $5 million (3 points) of net unfavorable prior year loss reserve development for the six months ended June 30, 2019, primarily driven by unfavorable loss reserve development in Aviation & Space ($4 million), Marine ($3 million), and Casualty ($2 million), partially offset by favorable loss reserve development in Trade Credit ($3 million). For the six months ended June 30, 2018, Specialty & Casualty had $10 million (9 points) of favorable prior year loss reserve development, primarily driven by Aviation & Space ($11 million).

through Pie Insurance.

Specialty & Casualty gross written premiums

  Three months
ended June 30,
  Six months ended
June 30,
 

Specialty & Casualty (Millions)

  

2019

  

2018

  

2019

  

2018

 

Casualty

 $ 56.1 $ 28.1 $ 117.9 $ 55.2 

Aviation & Space

  17.1  10.8  34.4  31.9 

Trade Credit

  10.3  6.2  30.0  47.2 

Marine

  6.5  8.5  20.9  26.1 

Environmental

  3.9  2.4  8.3  2.8 

Surety

  1.6  1.4  3.2  2.8 

Contingency

  1.4  3.5  3.1  10.4 

Total

 $ 96.9 $ 60.9 $ 217.8 $ 176.4 

Three months ended June 30, 2019 and 2018

Gross written premiums increased 59% to $97 million for the three months ended June 30, 2019 from $61 million for the three months ended June 30, 2018. Increases in gross written premiums were primarily driven by increases in Casualty ($28 million), Aviation & Space ($6 million), and Trade Credit ($4 million).

Six months ended June 30, 2019 and 2018

Gross written premiums increased 24% to $218 million for the six months ended June 30, 2019 from $176 million for the six months ended June 30, 2018. Increases in gross written premiums were primarily driven by increases in Casualty ($63 million), partially offset by a decrease in Trade Credit ($17 million).


Table of Contents

Specialty & Casualty Net Earned Insurance and Reinsurance Premiums

  Three months ended
June 30,
  Six months ended
June 30,
 

Specialty & Casualty (Millions)

  

2019

  

2018

  

2019

  

2018

 

Casualty

 $ 50.2 $ 16.8 $ 88.6 $ 27.5 

Aviation & Space

  14.3  15.3  28.9  30.1 

Trade Credit

  11.2  9.5  22.0  20.6 

Marine

  7.7  9.6  16.2  23.0 

Surety

  1.8  0.5  3.0  0.4 

Contingency

  1.3  3.7  2.9  8.2 

Environmental

  0.8  0.1  1.4  0.1 

Total

 $ 87.3 $ 55.5 $ 163.0 $ 109.9 

Three months ended June 30, 2019 and 2018:

Net earned insurance and reinsurance premiums increased 55% to $87 million for the three months ended June 30, 2019 from $56 million for the three months ended June 30, 2018. Casualty ($33 million) was the main driver for the increase from the prior period.

Six months ended June 30, 2019 and 2018:

Net earned insurance and reinsurance premiums increased 48% to $163 million for the six months ended June 30, 2019 from $110 million for the six months ended June 30, 2018. Casualty ($59 million) was the main driver for the increase from the prior period.

Runoff & Other

Runoff & Other includesconsists of the results of Sirius Global Solutions, which specializes in the acquisition and management of runoff liabilities for insurance and reinsurance companies, both in the U.S.United States and internationally, as well as asbestos risks, environmental risks and other long-tailed liability exposures.

  Three months ended
June 30,
  Six months ended
June 30,
 

Runoff & Other (Millions)

  

2019

  

2018

  

2019

  

2018

 

Gross written premiums

 $1.2 $6.4 $2.6 $13.9 

Net written premiums

  0.3  5.4  0.7  11.5 

Net earned insurance and reinsurance premiums

  0.3  5.1  0.7  11.1 

Loss and allocated LAE

  (2.4) (0.3) (3.5) 2.1 

Insurance and reinsurance acquisition expenses

  (1.8) (1.5) (2.5) (2.2)

Technical (loss) profit

 $(3.9)$3.3 $(5.3)$11.0 

Unallocated LAE

  (0.2) -  (0.7) (0.9)

Other underwriting expenses

  (1.1) (2.4) (3.2) (3.8)

Underwriting (loss) income

 $(5.2)$0.9 $(9.2)$6.3 

General and administrative expenses

  (1.0) (1.0) (1.8) (2.1)

Underwriting (loss) income

 $(6.2)$(0.1)$(11.0)$4.2 
 Three months ended June 30,Six months ended June 30,
Runoff & Other (Millions)
2020201920202019
Gross written premiums$(0.1)$1.2
$69.3
$2.6
Net written premiums(0.3)0.3
68.3
0.7
Net earned insurance and reinsurance premiums0.5
0.3
69.5
0.7
Loss and allocated LAE0.5
(2.4)(68.4)(3.5)
Insurance and reinsurance acquisition expenses0.3
(1.8)(0.1)(2.5)
Technical profit (loss)$1.3
$(3.9)$1.0
$(5.3)
Unallocated LAE(1.7)(0.2)(2.5)(0.7)
Other underwriting expenses(1.5)(1.1)(2.4)(3.2)
Underwriting (loss)$(1.9)$(5.2)$(3.9)$(9.2)
General and administrative expenses(1.4)(1.0)(2.9)(1.8)
Underwriting (loss), including net service fee income$(3.3)$(6.2)$(6.8)$(11.0)

Underwriting Results

Table of Contents

Three months ended June 30, 20192020 and 20182019

:

Runoff & Other recorded less than $1 million of gross written premiums for the three months ended June 30, 20192020 compared to $6$1 million of gross written premiums for the three months ended June 30, 2018. Gross written premiums for the three months ended June 30, 2018 relate primarily to premiums from a quota share.

2019.

Runoff & Other recorded an underwriting (loss), including net service fee income, of $(6) million and $(0.1)$(3) million for the three months ended June 30, 2019 and 2018, respectively.2020 compared to an underwriting (loss), including net service fee income, of $(6) million for the three months ended June 30, 2019. Runoff & Other recorded less than $1 million of net unfavorable prior year loss reserve development for the three months ended June 30, 2020 compared to $3 million of net unfavorable prior year loss reserve development for the three months ended June 30, 2019 compared to $3 million of net favorable prior year loss reserve development for the three months ended June 30, 2018.2019. The net unfavorable prior year loss reserve development for the three months ended June 30, 2019 was primarily due primarily to an increase in reserves for a disputed Latin American Facultative Surety claim in arbitration.

Six months ended June 30, 20192020 and 20182019

:

Runoff & Other recorded $69 million of gross written premiums for the six months ended June 30, 2020 compared to $3 million of gross written premiums for the six months ended June 30, 2019 compared2019. The increase from the prior period was due to $14premiums from the LPT. The LPT did not have an impact on net underwriting results as net earned insurance and reinsurance premiums were offset by a corresponding losses incurred amount. See "Overview - Background and Recent Developments, Loss Portfolio Transfer" for further details on the LPT.

Runoff & Other recorded an underwriting (loss), including net service fee income, of $(7) million of gross written premiums for the six months ended June 30, 2018. Gross written premiums for the six months ended June 30, 2018 relate primarily2020 compared to premiums from a loss portfolio transfer and quota share.

Runoff & Other recorded an underwriting (loss), including net service fee income, of $(11) million for the six months ended June 30, 2019 compared to an underwriting gain2019. Runoff & Other recorded less than $1 million of $4 millionnet unfavorable prior year loss reserve development for the six months ended June 30, 2018. Runoff & Other recorded2020 compared to $4 million of net unfavorable prior year loss reserve development for the six months ended June 30, 2019 compared to $12 million of net favorable prior year loss reserve development for the six months ended June 30, 2018.2019. The net unfavorable prior year loss reserve development for the six months ended June 30, 2019 was primarily due primarily to an increase in reserves for a disputed Latin American Facultative Surety claim in arbitration. The net favorable prior year loss reserve development for the six months ended June 30, 2018 was due primarily to reductions in World Trade Center claims in response to revised information received by the Company and runoff Casualty reserves.

Reinsurance Protection

The following tables display Sirius Group's underwriting ratios prior to cessions to reinsurers ("Gross"), cessions to reinsurers ("Ceded"), and after cessions to reinsurers ("Net") basis.

Three months ended June 30, 20192020 and 2018

2019
 Three months ended June 30, 2019 
 Global Property Global A&H Specialty & Casualty Total
Three months ended June 30, 2020
Global ReinsuranceGlobal A&HU.S. SpecialtyTotal
Gross ratios:         
Loss ratio 67.8% 59.7% 89.3% 71.0%70.2%66.7%71.6%70.1%
Acquisition expense ratio 20.4% 28.7% 26.4% 22.1%20.2%23.9%24.2%19.4%
Other underwriting expense ratio 7.8% 3.8% 6.8% 7.5%8.2%3.3%31.7%8.5%
Gross Combined ratio 96.0% 92.2% 122.5% 100.6%98.6%93.9%127.5%98.0%
Ceded ratios:         
Loss ratio 26.6% 51.7% 220.8% 56.4%157.3%74.1%95.7%94.1%
Acquisition expense ratio 32.1% 23.7% 11.8% 26.9%(7.5)%16.1%41.9%11.0%
Ceded Combined ratio 58.7% 75.4% 232.6% 83.3%149.8%90.2%137.6%105.1%
Net ratios:         
Loss ratio 81.5% 62.1% 72.7% 75.0%63.8%62.0%69.1%65.0%
Acquisition expense ratio 16.6% 30.3% 28.2% 20.8%22.3%27.8%22.4%21.1%
Other underwriting expense ratio 10.3% 5.0% 7.7% 9.6%8.5%5.9%19.1%9.8%
Net Combined ratio 108.4% 97.4% 108.6% 105.4%94.6%95.7%110.6%95.9%

Sirius Group's net combined ratio was 2 points lower than the gross combined ratio primarily due to loss recoveries exceeding the costs of retrocessional protections for the three months ended June 30, 2020, driven mainly by Global Reinsurance. An Other Property fronting arrangement, which records offsetting gross and ceded loss and commission results, less a margin to Sirius Group, also impacted the gross and ceded loss and commission ratios for the three months ended June 30, 2020.
 Three months ended June 30, 2019
 Global ReinsuranceGlobal A&HU.S. SpecialtyTotal
Gross ratios:    
Loss ratio74.9%59.7%56.5%71.0%
Acquisition expense ratio22.0%28.7%32.3%22.1%
Other underwriting expense ratio7.0%3.8%26.1%7.5%
Gross Combined ratio103.9%92.2%114.9%100.6%
Ceded ratios:    
Loss ratio59.9%51.7%27.3%56.4%
Acquisition expense ratio28.0%23.7%62.2%26.9%
Ceded Combined ratio87.9%75.4%89.5%83.3%
Net ratios:    
Loss ratio78.9%62.1%62.7%75.0%
Acquisition expense ratio20.4%30.3%26.9%20.8%
Other underwriting expense ratio8.8%5.0%31.3%9.6%
Net Combined ratio108.1%97.4%120.9%105.4%

Sirius Group’s net combined ratio was 4 points higher than the gross combined ratio primarily due to the costs of retrocessional protections with limited ceded loss recoveries for the three months ended June 30, 2019, driven mainly by Global Property. Within Specialty & Casualty, the lower net combined ratio was primarily due to high ceded loss recoveries in Aviation & Space.

Reinsurance.

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Six months ended June 30, 2020 and 2019
 Three months ended June 30, 2018 
 Global Property Global A&H Specialty & Casualty Total
Six months ended June 30, 2020
Global ReinsuranceGlobal A&HU.S. SpecialtyTotal
Gross ratios:         
Loss ratio 45.5% 52.5% 56.6% 49.9%90.3%65.0%65.7%84.8%
Acquisition expense ratio 25.7% 29.0% 24.3% 24.3%21.0%25.7%24.1%18.7%
Other underwriting expense ratio 6.5% 5.7% 12.6% 10.2%7.5%5.2%33.5%8.3%
Gross Combined ratio 77.7% 87.2% 93.5% 84.4%118.8%95.9%123.3%111.8%
Ceded ratios:         
Loss ratio 50.5% 54.4% 23.5% 51.6%108.1%24.6%65.1%101.6%
Acquisition expense ratio 33.7% 18.5% 16.3% 30.3%15.2%15.0%35.0%15.8%
Ceded Combined ratio 84.2% 72.9% 39.8% 81.9%123.3%39.6%100.1%117.4%
Net ratios:         
Loss ratio 42.2% 51.9% 60.2% 49.0%87.4%65.9%65.4%83.0%
Acquisition expense ratio 20.4% 32.7% 26.3% 21.6%22.0%27.0%22.9%19.0%
Other underwriting expense ratio 10.8% 7.8% 14.2% 12.4%8.8%5.3%28.9%9.2%
Net Combined ratio 73.4% 92.4% 100.7% 83.0%118.2%98.2%117.2%111.2%

Sirius Group's net combined ratio was one1 point lower than the gross combined ratio primarily due to higher loss recoveries exceeding the costs of retrocessional protections for the threesix months ended June 30, 2018.

Six2020, driven mainly by Global Reinsurance. An Other Property fronting arrangement, which records offsetting gross and ceded loss and commission results, less a margin to Sirius Group, also impacted the gross and ceded loss and commission ratios for the six months ended June 30, 2019 and 2018

2020.
 Six months ended June 30, 2019 
 Global Property Global A&H Specialty & Casualty Total
Six months ended June 30, 2019
Global ReinsuranceGlobal A&HU.S. SpecialtyTotal
Gross ratios:         
Loss ratio 56.1% 64.6% 76.7% 64.4%62.4%64.6%56.4%64.4%
Acquisition expense ratio 21.4% 27.5% 25.8% 21.9%22.7%27.5%22.5%21.9%
Other underwriting expense ratio 8.0% 4.2% 8.3% 8.0%7.4%4.2%37.9%8.0%
Gross Combined ratio 85.5% 96.3% 110.8% 94.3%92.5%96.3%116.8%94.3%
Ceded ratios:         
Loss ratio 30.8% 65.2% 147.4% 52.9%46.5%65.2%31.2%52.9%
Acquisition expense ratio 32.1% 22.4% 8.1% 26.7%29.0%22.4%22.5%26.7%
Ceded Combined ratio 62.9% 87.6% 155.5% 79.6%75.5%87.6%53.7%79.6%
Net ratios:         
Loss ratio 65.3% 64.4% 69.3% 67.7%66.9%64.4%61.1%67.7%
Acquisition expense ratio 17.4% 29.1% 27.7% 20.6%21.0%29.1%23.1%20.6%
Other underwriting expense ratio 10.9% 5.6% 9.1% 10.4%9.5%5.6%45.4%10.4%
Net Combined ratio 93.6% 99.1% 106.1% 98.7%97.4%99.1%129.6%98.7%


Sirius Group's net combined ratio was 5 points higher than the gross combined ratio primarily due to the costs of retrocessional protections with limited ceded loss recoveries for the six months ended June 30, 2019, driven mainly by Global Property. Within Specialty & Casualty, the lower net combined ratio was primarily due to high ceded loss recoveries in Aviation & Space.

Reinsurance.

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  Six months ended June 30, 2018 
  Global Property Global A&H Specialty & Casualty Total
Gross ratios:        
Loss ratio 47.5% 53.8% 49.3% 49.7%
Acquisition expense ratio 23.8% 29.9% 24.2% 23.0%
Other underwriting expense ratio 7.7% 6.4% 12.8% 10.0%
Gross Combined ratio 79.0% 90.1% 86.3% 82.7%
Ceded ratios:        
Loss ratio 48.4% 56.7% 35.0% 50.9%
Acquisition expense ratio 29.5% 20.2% 9.9% 26.0%
Ceded Combined ratio 77.9% 76.9% 44.9% 76.9%
Net ratios:        
Loss ratio 47.1% 52.9% 51.1% 49.3%
Acquisition expense ratio 20.9% 32.9% 26.1% 21.9%
Other underwriting expense ratio 11.7% 8.5% 14.5% 13.7%
Net Combined ratio 79.7% 94.3% 91.7% 84.9%

Sirius Group's net combined ratio was 2 points higher than the gross combined ratio primarily due to the costs of retrocessional protections with limited ceded loss recoveries for the six months ended June 30, 2018.

Non-GAAP Financial Measures

In presenting Sirius Group'sGroup’s results, management has included and discussed the following non-GAAP financial measures:  AdjustedTangible book value, AdjustedTangible book value per common share, and Operating (loss) income attributable to common shareholders. The Company believes that these non-GAAP financial measures, which may be defined and calculated differently by other companies, better explain and enhance the understanding of the Company'sCompany’s results of operations. However, these measures should not be viewed as a substitute for those determined in accordance with GAAP.

Adjusted




Tangible book value and Tangible book value per common share

Adjusted

Tangible book value and AdjustedTangible book value per common share are non-GAAP financial measures used to show the Company's total worth on a per-share basismeasures. Tangible book value and isTangible book value per common share are useful to management and investors in analyzingbecause they measure the intrinsicrealizable value of common shareholder returns, excluding the Company.

Adjusted shares outstanding is derived by summing Common shares outstanding, Series B preference shares outstanding (which were issued to the cornerstone investors),impact of goodwill, intangible assets, and the Earned portion of share-based compensation awards. Adjustednet deferred liability on intangible assets.

Tangible book value is derived by summing Total common shareholders' equity, the Series B preference share amount reflected in mezzanine equity,subtracting Goodwill, Intangible assets and the Earned portion of future proceedsNet deferred tax liability on intangible assets from stock option awards. Outstanding warrants are excluded as they are anti-dilutive as of the respective reporting dates.

As of June 30, 2019, Adjusted book value and Adjustedvalue. Tangible book value per share include the earned effects of share-based compensation awards issued during 2019.


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Adjusted book value percommon share is derived by dividing the AdjustedTangible book value by the Adjustedtotal number of Common shares outstanding.

The reconciliationreconciliations to Total common shareholders'shareholders’ equity and Book value per common share, the most directly comparable GAAP measures, are presented in the table below.

(Expressed in Millions, except share information)

  

As of
June 30, 2019

  

As of
December 31, 2018

 

Common shares outstanding

  115,296,918  115,151,251 

Series B preference shares outstanding

  11,901,670  11,901,670 

Earned share-based compensation awards, excluding stock options

  374,912  - 

Earned portion of Stock option awards issued

  152,772  - 

Adjusted shares outstanding

  127,726,272  127,052,921 

       

Total common shareholders' equity

 $1,784.1 $1,704.5 

Series B preference shares

  241.3  232.2 

Earned portion of future proceeds from stock option awards

  1.9  - 

Adjusted book value

 $2,027.3 $1,936.7 

       

Book value per common share

 $15.47 $14.80 

Adjusted book value per share

 $15.87 $15.24 
 June 30, March 31, December 31,
(Expressed in millions of U.S. dollars, except share and per share amounts)2020 2020 2019
Common shares outstanding115,299,341
 115,299,341
 115,299,341
      
Total common shareholders’ equity$1,519.7
 $1,474.1
 $1,640.4
Goodwill(400.8) (400.8) (400.8)
Intangible assets(171.9) (175.9) (179.8)
Net deferred tax liability on intangible assets20.1
 21.2
 22.8
Tangible book value$967.1
 $918.6
 $1,082.6
      
Book value per common share$13.18
 $12.78
 $14.23
Tangible book value per common share$8.39
 $7.97
 $9.39

Operating (loss) income attributable to common shareholders

The Company uses Operating (loss) income attributable to common shareholders as a measure to evaluate the underlying fundamentals of its operations and believes it to be a useful measure of its core performance. Operating (loss) income attributable to common shareholders as used herein differs from net (loss) income attributable to common shareholders, which the Company believes is the most directly comparable GAAP measure, by the exclusion of net realized and unrealized gains (losses)and losses on investments, net foreign exchange gains (losses) and the associated income tax expense or benefit. The Company'sCompany’s management believes that Operating (loss) income attributable to common shareholders is useful to investors because it is more reflective of the Company'sCompany’s core business, as it removes the variability arising from fluctuations in the Company'sCompany’s fixed maturity investment portfolio, equity investments trading, investments-related derivatives, and net foreign exchange gains (losses) and the associated income tax expense or benefit of those fluctuations. The following is a reconciliation of netNet (loss) income attributable to common shareholders to Operating (loss) income attributable to common shareholders:

  Three months
ended June 30,
  Six months
ended June 30,
 

(Expressed in Millions)

  

2019

  

2018

  

2019

  

2018

 

Net income attributable to common shareholders

 $6.6 $97.8 $101.9 $138.3 

Adjustment for net realized and unrealized gains on investments

  (31.1) (32.5) (114.1) (44.8)

Adjustment for net foreign exchange gains

  -  (25.6) (5.1) (22.1)

Adjustment for income tax expense(1)

  5.1  0.8  16.8  - 

Operating (loss) income attributable to common shareholders

 $(19.4)$40.5 $(0.5)$71.4 
(Expressed in millions of U.S. dollars)Three months ended June 30,Six months ended June 30,
2020201920202019
Net (loss) income attributable to common shareholders$(13.6)$6.6
$(111.7)$101.9
Adjustment for net realized and unrealized (gains) losses on investments(15.8)(31.1)7.7
(114.1)
Adjustment for net foreign exchange (gains) losses16.1

(2.4)(5.1)
Adjustment for income tax expense (benefits) (1)
(3.8)5.1
(11.0)16.8
Operating (loss) attributable to common shareholders$(17.1)$(19.4)$(117.4)$(0.5)

(1)Adjustment for income tax expense (benefits) represents the income tax expense (benefits) associated with the adjustment for net realized and unrealized gainslosses (gains) on investments and the income tax expense (benefits) associated with the adjustment for net foreign exchange gains.gains (losses). The income tax impact is estimated by applying the statutory rates of applicable jurisdictions, after consideration of other relevant factors.


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Liquidity and Capital Resources

Liquidity is a measure of a company's ability to generate cash flows sufficient to meet the short-term and long-term cash requirements of its business operations. Sirius Group's insurance and reinsurance operations are subject to regulation and supervision in each of the jurisdictions where they are domiciled and licensed to conduct business. Generally, regulatory authorities have broad supervisory and administrative powers over such matters as licenses, standards of solvency, premium rates, policy forms, investments, security deposits, methods of accounting, form and content of financial statements, reserves for unpaid loss and LAE, reinsurance, minimum capital and surplus requirements, dividends and other distributions to shareholders, periodic examinations and annual and other report filings. In general, such regulation is for the protection of policyholders rather than shareholders. Sirius Group manages its liquidity needs primarily through the maintenance of a short duration and high quality fixed income portfolio.

To date, the COVID-19 pandemic has not materially impacted our ability to meet liquidity, regulatory capital requirements, or other contractual commitments.
Dividend Capacity

Sirius Group's top tier regulated insurance and reinsurance operating subsidiary is Sirius Bermuda. Sirius Bermuda's ability to pay dividends is limited under Bermuda law and regulations. Under the Insurance Act 1978, Sirius Bermuda is restricted with respect to the payment of dividends. Sirius Bermuda is prohibited from declaring or paying in any financial year dividends of more than 25% of its total statutory capital and surplus (as shown on its previous financial year's statutory balance sheet) unless it files, at least seven days before payment of such dividends, with the Bermuda Monetary Authority ("BMA") an affidavit stating that it will continue to meet the required margins following the declaration of those dividends. As of December 31, 2018,2019, Sirius Bermuda could pay approximately $539$524 million to its parent company, Sirius International Group, Ltd., during 2019.2020. Sirius Bermuda indirectly owns Sirius International, Sirius America and Sirius Group's other insurance and reinsurance operating companies, each of which are limited in their ability to pay dividends by the insurance laws of their relevant jurisdictions. CMIG International, Holding Pte. Ltd. ("CMIG International"), which is approximately 82% owned by China Minsheng Investment Group Corp., Ltd. ("CMIG"), indirectly holdsshares approximately 87% of the voting and dispositive controlpower over the Sirius Group common sharesequity securities as of June 30, 2019, through2020, with CMIG, and CMIG International's wholly-owned Bermuda holding company, CM Bermuda Ltd. ("CM Bermuda"). During 2019, CMIG has made several public announcements relating to defaults and cross-defaults on certain bonds and other debt obligations issued by certain subsidiaries of CMIG (the "CMIG Defaults"), the failure and uncertainty of CMIG's subsidiaries to repay their debt obligations as they become due and the existence of certain asset freeze orders relating to the equity interests of CMIG in certain Chinese subsidiaries not within the chain of control of Sirius Group. On May 3, 2019, in connection with the CMIG Defaults, Sirius Bermuda and Sirius Group entered into a voluntary undertaking with the BMA to provide further comfort to the BMA as the group supervisor of Sirius Group and primary regulator of Sirius Bermuda, the designated insurer for group supervisory purposes regarding the potential risks to Sirius Group in connection with the CMIG Defaults. On March 27, 2020, Sirius Group extended the voluntary undertaking for an additional year. Pursuant to the voluntary undertaking, each of Sirius Group and Sirius Bermuda have agreed, until May 3, 2020,2021, (a) to provide ten days prior written notice to the BMA prior to declaring any dividend or capital distribution, which notice shall include an affidavit confirming that the declaration and payment of such dividend would not be in breach of (i) the provisions of section 54 of the Companies Act 1981 in the case of Sirius Bermuda, (ii) the Minimum Liquidity Ratio as defined in the Insurance Act 1978 in the case of Sirius Bermuda; and (iii) the Target Capital Level of 120% of the Enhanced Capital Requirement as defined by the Bermuda Solvency Capital Requirement promulgated by the BMA for Sirius Group and Sirius Bermuda, and a summary description of the use proceeds from such declaration or dividend or capital distribution within Sirius Group or Sirius Bermuda; (b) not to enter into any guarantees, keepwells, loans or other financial arrangements between Sirius Group and CMIG, or provide any credit support with respect to any obligations of CMIG; and (c) not to enter into any related party transaction with CMIG.

CMIG without the BMA's consent. For the six months ended June 30, 2020, Sirius Bermuda paid $70 million of dividends to its immediate parent.

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Sirius International has the ability to pay dividends to Sirius Bermudaits immediate parent subject to the availability of unrestricted equity, calculated in accordance with the Swedish Act on Annual Accounts in Insurance Companies and the Swedish Financial Supervisory Authority (the "SFSA"). Unrestricted equity is calculated on a consolidated group account basis and on a parent account basis. Differences between the two include but are not limited to accounting for goodwill, subsidiaries (with parent accounts stated at original foreign exchange rates), taxes and pensions. Sirius International's ability to pay dividends is limited to the "lower of" unrestricted equity as calculated within the group and parent accounts. As of December 31, 2018,2019, Sirius International had $373$402 million (based on the December 31, 20182019 SEK to USD exchange rate) of unrestricted equity on a parent account basis (the lower of the two approaches) available to pay dividends in 2019.2020. The amount of dividends available to be paid by Sirius International in any given year is also subject to cash flow and earnings generated by Sirius International's business, the maintenance of adequate solvency capital ratios for Sirius International and the consolidated Sirius International UK Holdings Ltd. group, as well as dividends received from its subsidiaries, including Sirius America.subsidiaries. Earnings generated by Sirius International's business that are allocated to the Safety Reserve are not available to pay dividends (see "Safety Reserve" below). For the six months ended June 30, 2019,2020, Sirius International did not declare a dividend and paid an insignificant amountless than $1 million of dividends declared in 2017.

prior to 2018.

Under the normal course of business, Sirius America has the ability to pay dividends to its immediate parent during any twelve-month period without the prior approval of regulatory authorities in an amount set by a formula based on the lesser of net investment income, as defined by statute, or 10% of statutory surplus, in both cases as most recently reported to regulatory authorities, subject to the availability of earned surplus and subject to dividends paid in prior periods. Based on this formula, Sirius America has ordinary dividend capacity as of June 30, 2019,2020 without prior regulatory approval. As of December 31, 2018,2019, Sirius America had $522 million of statutory surplus and $108$89 million of earned surplus.surplus and could pay approximately $52 million to its parent company, Sirius International Holding Company, during 2020. For the six months ended June 30, 2019,2020, Sirius America did not pay any dividends to its immediate parent.

For the six months ended June 30, 2019,2020, Sirius Group did not pay any dividends. As of June 30, 2019,2020, Sirius Group had $76$75 million of net unrestricted cash, short-term investments, and fixed maturity investments outside of its regulated and unregulated insurance and reinsurance operating subsidiaries.

Capital Maintenance

There is a capital maintenance agreement between Sirius International and Sirius America, which obligates Sirius International to make contributions to Sirius America's surplus in order for Sirius America to maintain surplus equal to at least 125% of the company action level risk-based capital as defined in the National Association of Insurance Commissioners' Property/Casualty Risk-Based Capital Report. The agreement provides for a maximum contribution to Sirius America of $200 million. For the six months ended June 30, 2019, Sirius International did not make any contributions to the surplus of Sirius America.

Safety Reserve

Subject to certain limitations under Swedish law, Sirius International is permitted to transfer pre-tax income amounts into an untaxeda reserve referred to as a "Safety Reserve." Under local statutory requirements, an amount equal to the deferred tax liability on Sirius International's Safety Reserve is included in Solvency Capital. Access to the Safety Reserve is restricted to cover insurance and reinsurance losses and to cover a breach of the Solvency Capital Requirement. Access for any other purpose requires the approval of Swedish regulatory authorities. Similar to the approach taken by Swedish regulatory authorities, most major rating agencies generally include the balance of the Safety Reserve, without any provision for deferred taxes, in Sirius International's regulatory capital when assessing Sirius International and Sirius Group's financial strength.
As of June 30, 2019,2020, Sirius International's Safety Reserve amounted to SEK 10.710.2 billion, or $1.2$1.1 billion (based on the June 30, 20192020 SEK to USD exchange rate). Under GAAP, an amount equal to the Safety Reserve, net of a related deferred tax liability established at the Swedish tax rate, is classified as common shareholders' equity. Generally, this deferred tax liability ($225 million based on the June 30, 2020 SEK to USD exchange rate) is only required to be paid by Sirius International if it fails to maintain prescribed levels of premium writings and loss reserves in future years. As a result of the indefinite deferral of these taxes, the related deferred tax liability is not taken into account by Swedish regulatory authorities apply no taxes to the Safety Reserve whenfor purposes of calculating solvency capitalSolvency Capital under Swedish insurance regulations.

Pursuant to tax legislation enacted in Sweden in June 2018,effective as of January 1, 2019, the tax rate applicable to Swedish corporations decreased to 21.4% effective as of January 1, 2019,, and then will further reduce to 20.6% starting in 2021. The tax legislation also introduced an annual tax on the Safety Reserve effective as of January 1, 2019. This provision adds additional taxable income for the Company annually. The calculation applies the Government Borrowing Rate (with a floor rate of +0.5%) to the Safety Reserve balance at the beginning of the year. At the current year tax rate of 21.4% the additional tax expense for the six months ended June 30, 2020 is SEK 6 million, or $1 million (based on the June 30, 2020 SEK to USD exchange rate).
Further, the enacted legislation also included a new provision treating an amount equal to 6% of the Safety Reserve balance as of January 1, 2021, as additional taxable income in tax year 2021 only, subject to tax at the applicable 20.6% rate. Based on this new provision and Sirius International's positive effectSafety Reserve balance as of the decreased tax rate on the deferred tax liability is offset byJune 30, 2020, Sirius International has recorded an additional deferred tax liability as of June 30, 2020 in the amount of $15SEK 126 million, as of December 31, 2018.


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Under local statutory requirements, an amount equalor $14 million (based on the June 30, 2020 SEK to theUSD exchange rate) for a total deferred tax liability on Sirius International's Safety Reserve ($251 million as of June 30, 2019) is included in solvency capital. Access to the Safety Reserve is restricted to coverage of insurance and reinsurance losses and to coverage of a breach of the Solvency Capital Requirement. Access for any other purpose requires the approval of Swedish regulatory authorities. Similar to the approach taken by Swedish regulatory authorities, most major rating agencies generally include the $1.2 billion balance of the Safety Reserve, without any provision for deferred taxes, in Sirius International's regulatory capital when assessing Sirius International and Sirius Group's financial strength. Subject to certain limitations under Swedish law, Sirius International is permitted to transfer certain portions of its pre-tax income to its Swedish parent companies to minimize taxes (referred to as a group contribution). For the six months ended June 30, 2019, Sirius International did not transfer any of its 2019 pre-tax income via group contributions to its Swedish parent companies.

$239 million.


Insurance Float

Insurance float is an important aspect of Sirius Group's insurance and reinsurance operations. Insurance float represents funds that an insurance or reinsurance company holds for a limited time. In an insurance or reinsurance operation, float arises because premiums are collected before losses are paid. This interval can extend over many years. During that time, the insurer or reinsurer invests the funds. When the premiums that an insurer or reinsurer collects do not cover the losses and expenses it eventually must pay, the result is an underwriting loss, which can be considered as the cost of insurance float.

Insurance float can increase in a number of ways, including through acquisitions of insurance and reinsurance operations, organic growth in existing insurance and reinsurance operations and recognition of losses that do not immediately cause a corresponding reduction in investment assets. Conversely, insurance float can decrease in a number of other ways, including sales of insurance and reinsurance operations, shrinking or runoff of existing insurance and reinsurance operations, the acquisition of operations that do not have substantial investment assets (e.g., an agency) and the recognition of gains that do not cause a corresponding increase in investment assets. It is Sirius Group's intention to generate low-cost float over time through a combination of acquisitions and organic growth in its existing insurance and reinsurance operations.

Certain operational leverage metrics can be measured with ratios that are calculated using insurance float. There are many activities that do not change the amount of insurance float at an insurance or reinsurance company but can have a significant impact on Sirius Group's operational leverage metrics. For example, investment gains and losses, foreign currency translation gains and losses, debt issuances and repurchases/repayments, common and preferredpreference share issuances and repurchases and dividends paid to shareholders are all activities that do not change insurance float but can meaningfully impact operational leverage metrics that are calculated using insurance float.

Insurance float increased by $128 million from December 31, 2019 mainly due to losses incurred from COVID-19 for the six months ended June 30, 2020.

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The following table illustrates Sirius Group's consolidated insurance float position as of June 30, 20192020 and December 31, 2018:

2019:

(Millions)

 
June 30, 2019
 
December 31, 2018
 
(Expressed in millions of U.S. dollars, except multiples)June 30, 2020
 December 31, 2019

Loss and LAE reserves

 $2,023.3 $2,016.7 $2,515.1
 $2,331.5

Unearned insurance and reinsurance premiums

 879.5 647.2 874.5
 708.0

Ceded reinsurance payable

 256.9 206.9 314.9
 244.7

Funds held under reinsurance treaties

 126.6 110.6 145.3
 169.1

Deferred tax liability on safety reserve

 251.4 261.1 238.8
 239.4

Float liabilities

 3,537.7 3,242.5 4,088.6
 3,692.7

Cash

 
116.8
 
119.4
 186.7
 136.3

Reinsurance recoverable on paid and unpaid losses

 427.2 405.2 548.3
 484.2

Insurance and reinsurance premiums receivable

 861.3 630.6 871.7
 730.1

Funds held by ceding companies

 237.6 186.8 254.7
 293.9
Ceded unearned insurance and reinsurance premiums201.9
 162.0

Deferred acquisition costs

 158.8 141.6 159.1
 148.2

Ceded unearned insurance and reinsurance premiums

 188.1 159.8 

Float assets

 1,989.8 1,643.4 2,222.4
 1,954.7

     

Insurance float

 $1,547.9 $1,599.1 $1,866.2
 $1,738.0

Insurance float as a multiple of total capital(1)

 
0.6

x
 
0.6

x
0.8x 0.7x

Insurance float as a multiple of Sirius Group's common shareholders' equity

 0.9x 0.9x1.2x 1.1x

(1)See calculation of total capital below in the "Financingtable below under "Financing."table.

Financing

Sirius Group anticipates that it will have the flexibility and capacity to obtain funds externally as needed through debt or equity financing on both a short-term and long-term basis. However,

Sirius Group can provide no assurance that, if needed, it would be able to obtain additional debt or equity financing on satisfactory terms, if at all. In particular, as discussed in Item 1A, "Risk Factors," duein our 2019 Annual Report, the CMB Resolution (as defined therein) may prohibit our Board of Directors from issuing any common or preference shares, warrants, options or other forms of share equity, or to confer any new share rights or implement any rights plan, or to amend or vary or alter any rights attaching to any existing shares, in each case without the prior approval of holders of the common shares of the Company representing at least 75% of the shareholder voting rights. The approval of holders of the common shares of the Company representing at least 75% of the shareholder voting rights cannot be assured. As such, the CMB Resolution may prevent Sirius Group from performing a number of matters necessary to the CMIG Defaults, CMIG International's statusoperation of its business, including raising capital, even if necessary to meet regulatory or rating agency capital requirements, to finance its operations or to increase its public float, as a controllingwell as incentivizing employees using shares of the Company, and completing equity-based financing of transactions without the prior approval of holders of the common shares of the Company representing at least 75% of the shareholder could limit Sirius Group's ability to raise new equity and debt capital or execute on strategic objectives, including bolt-on acquisitions and strategic mergers & acquisitions.

voting rights.


The following table summarizes Sirius Group's capital structure as of June 30, 20192020 and December 31, 2018:

2019:

(Millions)

  
June 30, 2019
  
December 31, 2018
 

2017 SEK Subordinated Notes

 $292.3 $303.6 

2016 SIG Senior Notes

  393.6  393.2 

Total debt

  685.9  696.8 

Series B preference shares

  241.3  232.2 

Common shareholders' equity

  1,784.1  1,704.5 

Total capital

 $2,711.3 $2,633.5 

Total debt to total capital

  25% 26%

Total debt and Series B preference shares to total capital

  34% 35%
(Expressed in millions of U.S. dollars, except ratios)June 30, 2020 December 31, 2019
2017 SEK Subordinated Notes$290.5
 $291.2
2016 SIG Senior Notes394.4
 394.0
Total debt684.9
 685.2
Series B preference shares206.2
 223.0
Common shareholders' equity1,519.7
 1,640.4
Total capital$2,410.8
 $2,548.6
Total debt to total capital28% 27%
Total debt and Series B preference shares to total capital37% 36%

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2017 SEK Subordinated Notes

On September 22, 2017, Sirius Group issued floating rate callable subordinated notes denominated in Swedish kronor ("SEK")SEK in the amount of SEK 2,750 million (or $346 million on date of issuance) at a 100% issue price ("2017 SEK Subordinated Notes"). The 2017 SEK Subordinated Notes were issued in an offering that was exempt from the registration requirements of the Securities Act of 1933 (the "Securities Act"). The 2017 SEK Subordinated Notes bear interest on their principal amount at a floating rate equal to the applicable Stockholm Interbank Offered Rate ("STIBOR") for the relevant interest period plus an applicable margin, payable quarterly in arrears on March 22, June 22, September 22, and December 22 in each year commencing on December 22, 2017, until maturity in September 2047.

See Note 10 "Debt and standby letters of credit facilities" and Note 14 "Common shareholder's equity, mezzanine equity, and non-controlling interests" in Sirius Group incurred $5 millionGroup's unaudited financial statements included elsewhere in expenses relatedthis Quarterly Report on Form 10-Q for further details and discussion with respect to the issuance of the 2017 SEK Subordinated Notes (including SEK 27.5 million, or $4 million, in underwriting fees), which have been deferred and are being recognized into interest expense over the life of the 2017 SEK Subordinated Notes.

Taking into effect the amortization of all underwriting and issuance expenses, and applicable STIBOR, the 2017 SEK Subordinated Notes yielded an effective rate of approximately 3.9% and 3.5% annualized for the six months ended June 30, 2019 and 2018, respectively. Sirius Group recorded $6 million of interest expense, inclusive of amortization of issuance costs, on the 2017 SEK Subordinated Notes for each of the six months ended June 30, 2019 and 2018, respectively.

2016 SIG Senior Notes

On November 1, 2016, Sirius Group issued $400 million face value of senior unsecured notes ("2016 SIG Senior Notes") at an issue price of 99.209% for net proceeds of $392.4$392 million after taking into effect both deferrable and non-deferrable issuance costs. The 2016 SIG Senior Notes were issued in an offering that was exempt from the registration requirements of the Securities Act. The 2016 SIG Senior Notes bear an annual interest rate of 4.6%, payable semi-annually in arrears on May 1, and November 1, in each year commencing on May 1, 2017, until maturity in November 2026.

See Note 10 "Debt and standby letters of credit facilities" in Sirius Group incurred $5 millionGroup's audited financial statements included elsewhere in expenses relatedthis Quarterly Report on Form 10-Q for further details and discussion with respect to the issuance of the 2016 SIG Senior Notes (including $3Notes.
Series B Preference Shares
In connection with the closing of the merger of Sirius Group with Easterly Acquisition Corp. (the “Easterly Merger”) on November 5, 2018, Sirius Group issued 11,901,670 of the 15,000,000 authorized Series B preference shares, with a par value of $0.01 per share, to affiliated funds of Gallatin Point Capital, The Carlyle Group, Centerbridge Partners, L.P. and Bain Capital Credit (collectively, the "Preference Share Investors") as part of the private placement of Series B preference shares, common shares, and warrants in connection with the Easterly Merger. The Series B preference shares contain both a mandatory conversion and optional redemption features, with the optional redemption features allowing for settlement in either common shares or cash. Sirius Group accounts for the Series B preference shares outside of permanent equity as mezzanine equity in the Consolidated Balance Sheets as its ability to settle in common shares cannot be assured, and thus we presume that Sirius Group will be required to settle the Series B preference shares in cash, as if it were a redemption feature.
The Series B preference shares rank senior to common shares with respect to dividend rights, rights of liquidation, winding-up, or dissolution of the Company and junior to all of the Company's existing and future policyholder obligations and debt obligations. Without the consent of the holders of the Series B preference shares, the Company may not issue any class or series of shares that rank senior or pari passu with the Series B preference shares as to the payment of dividends or as to distribution of assets upon any voluntary or involuntary liquidation, winding-up or dissolution of the Company, if the aggregate gross proceeds from the issuance of all such senior or pari passu shares equals or exceeds $100 million.

The Company adjusts the carrying value of the Series B preference shares to equal the redemption value at the end of each reporting period. As of June 30, 2020 and December 31, 2019, the balance of the Series B preference shares was $206 million and $223 million, respectively.
In April and May 2020, the Company received letters from the Preference Share Investors, including Notices of Redemption claiming that there has been a change in underwriting fees), whichcontrol of Sirius Group within the meaning of the Certificate of Designation of the Series B preference shares and demanding the redemption of all of their Series B preference shares. The Company has reviewed the Notices of Redemption and related attachments, and continued its inquiry into the matters asserted therein. In connection with that inquiry, the Company received a letter from CMIG International confirming that (i) CMIG International continues to own 100% of the outstanding equity of CM Bermuda, and there have been deferredno transfers of any shares of CM Bermuda (or CMIG International) and are being recognized into interest expense over the life(ii) there have been no transfers of the 2016 SIG Senior Notes.

Taking into effectshares owned by CM Bermuda, in each case since the amortizationinitial listing of the original issue discountCompany’s common shares in November 2018. In addition, the Company received a secretary’s certificate from CM Bermuda identifying CMIG International as CM Bermuda’s sole shareholder. CM Bermuda also provided a letter from its lead facility agent confirming on behalf of the lenders under CM Bermuda’s facility agreement that no default or event of default has been declared under the facility agreement and all underwriting and issuance expenses,that the 2016 SIG Senior Notes yieldedfacility agent has not exercised any of the rights that may be available it under an effective rateevent of approximately 4.7% per annum.default. The letter further confirms that at no time has any lender or any trustee appointed on behalf of a lender acquired direct or indirect beneficial ownership of any of the shares of Sirius Group, recorded $10 millionCM Bermuda, CMIG International or China Minsheng Investment Group Corp., Ltd. As a result of interest expense, inclusivesuch inquiry, Sirius Group responded to the Preference Share Investors that it is not aware of amortization of issuance costs onany facts that would support the 2016 SIG Senior Notes, for eachconclusion that an event has occurred that would result in a change in beneficial ownership of the six months ended June 30, 2019shares of the Company owned by CM Bermuda that would give rise to a redemption right by the Preference Share Investors. As such, Sirius Group concluded and 2018, respectively.

notified the Preference Share Investors that they are not entitled at this time to elect a redemption of any of their Series B preference shares.

Standby letter of credit facilities

On November 9, 2018,6, 2019, Sirius International renewedagreed to renew two standby letter of credit facility agreements totaling $160$125 million to provide capital support for Lloyd's Syndicate 1945. The first letter of credit is a renewal of a $125$90 million facility with Nordea Bank Finland Abp, London Branch, which is issued on an unsecured basis. The second letter of credit is a $35 million facility with DNB Bank ASA, Sweden Branch, $25 million of which is issued on an unsecured basis. Each facility is renewable annually. The above referenced facilities are subject to various affirmative, negative and financial covenants that the Company considers to be customary for such borrowings, including certain minimum net worth and maximum debt to capitalization standards and change in control provisions.

standards.

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Sirius International has other secured letter of credit and trust arrangements with various financial institutions to support its insurance operations. As of June 30, 20192020 and December 31, 2018,2019, these secured letter of credit and trust arrangements were collateralized by pledged assets and assets in trust of SEK 3.03.5 billion and SEK 2.93.4 billion, respectively, or $319$369 million and $321$363 million, respectively (based on the June 30, 20192020 and December 31, 20182019 SEK to USD exchange rates). As of June 30, 20192020 and December 31, 2018,2019, Sirius America Insurance Company's trust arrangements were collateralized by pledged assets and assets in trust of $57$48 million and $56$58 million, respectively. As of June 30, 20192020 and December 31, 2018,2019, Sirius Bermuda's letters of credit and trust arrangements were collateralized by pledged assets and assets in trust of $350$518 million and $320$784 million, respectively.

Revolving credit facility

In February 2018, Sirius Group, through its indirectly wholly-owned subsidiary Sirius International Group, Ltd.,SIG entered into a three-year, $300 million senior unsecured revolving credit facility (the "Facility"). The Facility provides access to loans for working capital and general corporate purposes, and letters of credit to support obligations under insurance and reinsurance agreements and retrocessional agreements. The Facility is subject to various affirmative, negative and financial covenants that Sirius Group considers to be customary for such borrowings, including certain minimum net worth, maximum debt to capitalization and financial strength rating standards and change in control provisions.standards. As of June 30, 2019,2020, there were no outstanding borrowings under the Facility.

Debt and standby letter of credit facility covenants

As of June 30, 2019,2020, Sirius Group was in compliance with all of the covenants under the 2017 SEK Subordinated Notes, the 2016 SIG Senior Notes, the Nordea Bank Finland Abp, London Branch facility, and the DNB Bank ASA, Sweden Branch facility. In addition, as of June 30, 2019,2020, Sirius Group was in compliance with all of the covenants under the Facility.

Off Balance Sheet Arrangements

Sirius Group is not party to any off-balance sheet transaction, agreement or other contractual arrangement as defined by Item 303(a)(4) of Regulation S-K to which an entity unconsolidated with Sirius Group is a party that management believes is reasonably likely

to have a current or future effect on its financial condition, revenues or expenses, results of operations, liquidity, capital expenditures or capital resources that Sirius Group believes is material to investors.

Contractual Obligations and Commitments

In the normal course of business, we are party to a variety of contractual obligations, summarized as of December 31, 20182019 in our 20182019 Annual Report. We consider these contractual obligations when assessing our liquidity requirements. During the six months ended June 30, 2019,2020, other than as disclosed in "NoteNote 5. "Reserves for unpaid losses and loss adjustment expenses" in the Notes to Consolidated Financial StatementsSirius Group's unaudited financial statements included within "Part I, Item 1. Financial Statements."elsewhere in this Quarterly Report on Form 10-Q with respect to a decreasean increase in our reserve for loss and LAE reserves, and "Note 9. Note 10. "Debt and standby letters of credit facilities" in the Notes to Consolidated Financial StatementsSirius Group's unaudited financial statements included within "Part I, Item 1. Financial Statements."elsewhere in this Quarterly Report on Form 10-Q with respect to our long term debt obligations, there were no other material changes in our contractual obligations as disclosed in the table of contractual obligations, and related footnotes, included in our 2019 Annual Report.


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Cash Flows

Sirius Group primarily derives cash primarily from the net inflow of premiums less claim payments related to underwriting activities, from fee income, and from net investment income. The insurance and reinsurance business inherently provides liquidity, as premiums are received in advance of the time claims are paid. However, the amount of cash required to fund claim payments can fluctuate significantly from period to period, due to the low frequency and high severity nature of certain types of business we write. Sirius Group's remaining cash flows are generally reinvested in our investment portfolio.

In addition, as previously disclosed, Sirius Group has access to the $300 million Facility that provides access to loans for working capital and general corporate purposes, and letters of credit to support obligations under insurance and reinsurance agreements and retrocessional agreements.


The following table summarizes our consolidated cash flows from operating, investing, and financing activities for the six months ended June 30, 20192020 and 2018.

2019.
   Six Months Ended
 
(Millions)  June 30, 2019  June 30, 2018
 
Net cash provided from (used for)(1)       
Operations $15.0 $35.0 
Investing activities  (12.8) (126.7)
Financing activities  (0.1) 1.4 
Effect of exchange rate changes on cash  (3.8) (10.3)
(Decrease) increase in cash during year $(1.7)$(100.6)
 Six months ended
(Millions)June 30, 2020 June 30, 2019
Net cash provided from (used for)(1)
   
Operations$72.4
 $15.0
Investing activities(13.4) (12.8)
Financing activities(5.5) (0.1)
Effect of exchange rate changes on cash0.8
 (3.8)
Increase (decrease) in cash during year$54.3
 $(1.7)

(1)Refer to Consolidated Statements of Cash Flows included in Sirius Group's Unaudited Consolidated Financial Statements included in "Part I, Item 1. Financial Statements."

Cash flows from operations for the six months ended June 30, 20192020 and 2018

2019

Net cash flows provided from operations was $15$72 million and $35$15 million for the six months ended June 30, 20192020 and 2018,2019, respectively. Cash flows from operations decreased $20increased $57 million for the six months ended June 30, 20192020 compared to the six months ended June 30, 2018 as2019 due to higher amounts of net premiums collected which were more thanpartially offset by higher net paid losses.

Long-term compensation items affecting cash flows from operations

During

For the six months ended June 30, 20192020 and 2018,2019, Sirius Group made long-term incentive payments totaling less than $1 million and $2 million, respectively.
For the six months ended June 30, 2020, Sirius Group made retention related award payments totaling $7 million that were issued to key employees in November 2019. See Note 13 "Share-based compensation" in Sirius Group's unaudited financial statements included elsewhere in this Quarterly Report on Form 10-Q for further details and $6 million, respectively.

discussion.

Cash flows from investing and financing activities for the six months ended June 30, 20192020 and 2018

2019

Cash flows (used for) investing activities were $(13) million for each of the six months ended June 30, 2020 and $(127)2019.

Cash flows (used for) financing activities were $(6) million for the six months ended June 30, 20192020 and 2018, respectively. The current period reflected lower net purchases of common equity securities, partially offset by lower net sales of fixed maturity investments.

Cash flows (used for) provided from financing activities were insignificant for the six months ended June 30, 2019.

Financing and other capital activities
On April 17, 2020, Sirius Group paid $6 million to WE B CEJS (formerly known as Armada Enterprise) as a contingent consideration payment for the Armada Earnout for performance related to the 2017 and 2018 underwriting years. See Note 3 "Significant Transactions" in Sirius Group's audited financial statements included in our 2019 Annual Report for further details and $1 million fordiscussion with respect to the Armada Earnout.
During the six months ended June 30, 2018, respectively.

Financing2020, Sirius Group paid $9 million of interest on the 2016 Senior Notes and other capital activities

$6 million of interest on the 2017 SEK Subordinated Notes.

During the six months ended June 30, 2019, Sirius Group paid $9 million of interest on the 2016 Senior Notes and $6 million of interest on the 2017 SEK Subordinated Notes.

During the six months ended June 30, 2018, Sirius Group paid $9 million of interest on the 2016 Senior Notes and $6 million of interest on the 2017 SEK Subordinated Notes.

During the six months ended June 30, 2018, as stipulated in the stock purchase agreement between CMIG International and White Mountains Insurance Group ("White Mountains"), White Mountains paid Sirius Group $1 million for certain long-term incentive payments that Sirius Group paid to its employees.


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Summary of Critical Accounting Estimates

Our Consolidated Financial Statements include certain amounts that are inherently uncertain and judgmental in nature. As a result, we are required to make assumptions and best estimates in order to determine the reported values. We consider an accounting estimate to be critical if: (1) it requires that significant assumptions be made in order to deal with uncertainties and (2) changes in the estimate could have a material impact on our results of operations, financial condition or liquidity.

As disclosed in our 20182019 Annual Report, we believe that the material items requiring such subjective and complex estimates are our:

Loss and LAE Reserves
Fair Value Measurements
Goodwill and Intangible Assets
Premiums
Earnout Obligations
Income Taxes

There have been no material changes to the Company's critical accounting estimates for the six months ended June 30, 2019.2020. For additional information regarding our critical accounting estimates, refer to our 20182019 Annual Report.


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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Sirius Group's consolidated balance sheet includes a substantial amount of assets and liabilities whose fair values are subject to market risk. The term "market risk" refers to the risk of loss arising from adverse changes in interest rates, credit spreads, equity markets prices and other relevant market rates and prices. Due to Sirius Group's sizable investment portfolio, market risk can have a significant effect on Sirius Group's consolidated financial position.

There have been no material

See Part II, Item 1A, "Risk Factors," for changes in the information aboutSirius Group's market risk set forth in our 2018 Annual Report.

due
to the COVID-19 pandemic.

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ITEM 4. CONTROLS AND PROCEDURES

Evaluation of Disclosure Controls and Procedures

We maintain disclosure controls and procedures that are designed to ensure that information required to be disclosed in our reports filed pursuant to the Securities Exchange Act of 1934, as amended (the "Exchange Act"), is recorded, processed, summarized and reported within the time periods specified in the SEC's rules, regulations and related forms, and that such information is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.

As required by Rules 13a-15(e) and 15d-15(e) under the Exchange Act, Sirius Group's management, with the participation of our Chief Executive Officer and Chief Financial Officer, carried out an evaluation of the effectiveness of our disclosure controls and procedures as of June 30, 2019.2020. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that Sirius Group's disclosure controls and procedures are effective in allowing information required to be disclosed in reports filed under the Exchange Act to be recorded, processed, summarized and reported within time periods specified in the rules and forms of the SEC, and that such information is accumulated and communicated to Sirius Group's management, including our Chief Executive Officer and Chief Financial Officer, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

During the most recently completed fiscal quarter, there have been no changes in our internal control over financial reporting that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.


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PART II. OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

Sirius Group, and the insurance and reinsurance industry in general, are routinely subject to claims-related litigation and arbitration in the normal course of business, as well as litigation and arbitration that do not arise from, or are not directly related to, claims activity. Sirius Group estimates of the costs of settling matters routinely encountered in claims activity are reflected in the reserves for unpaid loss and LAE.

We are not a party to any material legal proceedings arising outside the ordinary course of business.


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ITEM 1A. RISK FACTORS

We face a variety of risks and uncertainties that are inherent in our business and our industry, including operational, industry and regulatory risks. Such risks and uncertainties could cause our actual results to differ materially from our forward-looking statements, expectations and historical trends. As of the date of this report, there have been no material changes to the risk factors disclosed in Item 1A. "Risk Factors" in our 20182019 Annual Report, except as set forth below.

Sirius Group

Risks Related to COVID-19

The novel coronavirus (COVID-19) pandemic has become aware of recent announcements by CMIG regarding the CMIG Defaults. The CMIG Defaults may have financial, legal, regulatory, contractualadversely affected our business. Epidemics, pandemics, and other implications thatpublic health threats, including the ongoing COVID-19 pandemic, could have a material adverse effect on Sirius Group’s business, including our results of operations, financial position and/or liquidity, in a manner and to a degree that cannot be predicted.
In December 2019, the novel coronavirus(COVID-19)was reported in Wuhan, China, and the World Health Organization declared it a global health emergency on January 30, 2020. Since January 2020, the Company has been monitoring the impact of COVID-19 on Sirius Group's business, prospects, financial condition,business. Beginning in March 2020, COVID-19 began to impact the global economy and the results from operations, liquidity and share price.

CMIG International, which is approximately 82% owned by CMIG, indirectly holds approximately 87%of our operations. Because of the votingsize and dispositive control overduration of this pandemic, all of the Sirius Group common shares asdirect and indirect consequences of June 30, 2019, through CMIG International's wholly-owned Bermuda holding company, CM Bermuda. In April 2019, subsidiariesCOVID-19 are not yet known and may not emerge for some time. The future impact of CMIG announced the existencepandemic on us is highly uncertain and cannot be predicted, but it could have a material adverse impact on the future results of certain asset freeze orders relating to CMIG's Chinese subsidiaries and cross-defaults of approximately US$300 million and US$500 million on certain of CMIG's subsidiaries' bonds not within the chain of controloperations, financial position and/or liquidity of Sirius Group. Since then,The extent of the US$300 million bonds were subsequently accelerated and repaid in full; however, the US$500 million bonds were unableimpact, if any, will depend on future developments, including actions taken to be repaid at its original maturity date of August 2, 2019 contain COVID-19and the CMIG subsidiary is currently soliciting consent from its bondholders to extenduncertain impact of potential judicial, legislative and regulatory actions by local, state and national governmental and regulatory bodies. Risks presented by the maturity dateongoing effects of COVID-19 include the following:


Gross Written Premiums. We expect that the impact of COVID-19 on general economic activity will negatively impact our premium volumes. The degree of the impact will depend on the extent and waiveduration of the default. In addition, CMIG has also publicly announcedeconomic contraction. As a result of the uncertaintyanticipated impact of CMIG to timely repaythe pandemic on our earned premiums, we expect an increase in full certain commercial paper obligationsour underwriting expense ratio in the amountnear term. Sirius Group may also experience lower gross written premiums for travel medical and trip cancellation insurance.

Increased Risk of approximately US$220 million which were eventually repaidLoss. Sirius Group has experienced and may continue to experience an increased risk of loss in full five days after the maturity date,certain lines of business, including contingency, accident and the delay of payment by a CMIG subsidiary of a previously declared US$30 million dividendhealth, workers ' compensation, trade credit, casualty and its property (re)insurance due to concerns regarding cash shortfall followingbusiness interruption and global supply chains disruptions. For example, Sirius Group previously reported that we recorded $140 million of estimated ultimate losses in our underwriting losses related to the paymentCOVID-19 pandemic. During the second quarter 2020, we reviewed our inforce (re)insurance portfolios to reevaluate our estimate of ultimate losses from the dividend. The public announcements disclosed that an onshore creditors committee had been formed to stabilize the current situationCOVID-19 pandemic, and maintain the operations of CMIG.

Risks and uncertainties associated with the CMIG Defaults include the actions that CMIG may take to resolve its liquidity issues (such as a saleresult of Sirius Group)new information and potential oppositionmore detailed modeling, we increased our estimates by $13 million.  We have currently recorded losses of $57 million in its other property and property catastrophe excess reinsurance lines of business due to such actions from CMIG's creditorsbusiness interruption, and other parties in interest, as well as the actions that CMIG's creditors may take (such as additional freezes on CMIG's assets, including directlyhas experienced losses of $48 million pertaining to actual and projected canceled or indirectly thepostponed major events. Sirius Group common shares heldmay also experience elevated frequency and severity in its workers’ compensation lines related to compensable claims by CM Bermuda,workers who have suffered from injury or involuntary bankruptcy or liquidation proceedingsillness in the course of CMIG).

Furthermore, certaintheiremployment. Sirius Group has experienced and may continue to experience risk of loss in its casualty business, including professional liability treaties that cover health care, hospitals, long term care providers and directors and officers. Sirius Group has experienced and may continue to experience losses resulting from mortality, increased medical expenses, and trip cancellation in its accident and health portfolio. The economic volatility may also lead to increased losses within the trade credit portfolio, and there may be additional future losses from COVID-19 which have not yet been reflected in Sirius Group’s estimates, if loss emergence varies from our current expectations. For further discussion of the risks and uncertainties identifiedexposure related to unpredictable catastrophic events, see “Sirius Group is exposed to unpredictable catastrophic events that could adversely affect its results of operations and financial condition” included in Part I, Item 1A. "Risk Factors” in the Company’s 2019 Annual Report.


Estimated Loss Reserves. The anticipated and unknown risks related to COVID-19 may cause additional uncertainty in the estimation of claim and claim adjustment expense reserves. For example, the behavior of claimants and policyholders may change in unexpected ways. The disruption to court systems may have an impact on the timing and amounts of claims settlements; and the actions taken by governmental bodies, both legislative and regulatory, in reaction to COVID-19 and their related impacts are difficult to predict. As a result, our estimated level of claims and claim adjustment expense reserves may change.

Investments. During the first quarter of 2020, Sirius Group experienced losses in its investment portfolio as a result of volatile markets, such as a decline in interest rates, a sharp decline in equity markets and a widening of credit risk spreads for bonds. In addition, the disruption in the financial markets caused by COVID-19 contributed to net unrealized investment losses, primarily due to the impact of changes in fair value on our equity investments and, to a lesser extent, change in unrealized losses in our fixed-income investment portfolio. While our investment portfolio improved during second quarter 2020, there is no guarantee that the losses experienced during first quarter 2020 will not occur again. Our corporate fixed income portfolio may also be adversely impacted by ratings downgrades, increased bankruptcies and credit spread widening in distressed industries, such as energy, gaming, lodging and leisure, autos, airlines and retail. In addition, in recent years, many state and local governments have been operating under deficits or projected deficits. These deficits may be exacerbated by the costs of responding to COVID-19 and reduced tax revenues due to adverse economic conditions. Our investment portfolio also includes residential mortgage-backed securities, commercial mortgage-backed securities and wholly-owned real estate, all of which could be adversely impacted by declines in real estate valuations and/or financial market disruption, including a heightened default risk on the underlying mortgages and on rent receivables. Further disruptions in global financial markets due to the continuing impact of COVID-19 could result in additional net realized investment losses, including potential impairments in our fixed income portfolio. Further disruptions in global financial markets could adversely impact our net investment income in future periods from our non-fixed income investment portfolio. For further discussion of the risks related to our investment portfolio, see “Sirius Group’s investment portfolio may suffer reduced returns or losses, which could adversely affect Sirius Group’s results of operations and financial condition. Adverse changes in interest rates, foreign currency exchange rates, equity markets, debt markets or market volatility could result in significant losses to the fair value of Sirius Group’s investment portfolio” and “Unexpected volatility or illiquidity associated with some of Sirius Group’s investments could significantly and negatively affect Sirius Group’s financial results, liquidity and ability to conduct business” included in Part I, Item 1A. "Risk Factors” in the Company’s 2019 Annual Report.

Inflation. It is possible that changes in economic conditions and steps taken by the federal government and the Federal Reserve in response to COVID-19 could lead to higher inflation than we had anticipated, which could in turn lead to an increase in our loss costs and the need to strengthen claims and claim adjustment expense reserves. These impacts of inflation on loss costs and claims and claim adjustment expense reserves could be more pronounced for those lines of business that require a relatively longer period of time to finalize and settle claims for a given year and, therefore more inflation sensitive. Inflation could also adversely impact our general and administrative expenses. Changes in interest rates caused by inflation affect the carrying value of our fixed maturity investments and returns on our fixed maturity and short-term investments. An increase in interest rates reduces the market value of existing fixed maturity investments, thereby negatively impacting our book value.

Foreign Currency Exchange Rate Changes. As a result of our business outside of the United States, primarily in Europe, Japan, and the United Kingdom (including Lloyd’s), our shareholders' equity is also subject to the effects of changes in foreign currency exchange rates. Movement of the U.S. dollar compared to other currencies could result in a further reduction of shareholders’ equity.

Further Ratings Downgrades. Third-party rating agencies assess and rate the financial strength, including claims-paying ability, of insurers and reinsurers. These ratings are based upon criteria established by the rating agencies and are subject to revision at any time at the sole discretion of the agencies. Rating agencies periodically evaluate Sirius Group to confirm that it continues to meet the criteria of the ratings previously assigned to Sirius Group. If the rating agencies determine that Sirius Group's 2018 Annual Report have been heightenedoperating performance has further deteriorated as a result of the CMIG Defaults, including those related to:

COVID-19 pandemic, they could downgrade or withdraw Sirius Group's reliancefinancial strength ratings which could have a material adverse effect on our results of operations, financial position and/or liquidity. For additional discussion on how a ratings downgrade can impact Sirius Group, see"Sirius Group is reliant on financial strength and creditworthiness ratings.  Following the April 2016 acquisitionratings, and any downgrade or withdrawal of Sirius Group by CMIG International, A.M. Best temporarily issued a negative outlook in its rating of Sirius Group. The negative outlook reflected A.M. Best's concern over the credit profile of CMIG, represented by CMIG's high financial leverage. Fitch similarly lowered Sirius Group's rating by one notch due to its concern over CMIG's short operating history, rapid business growth and high and increasing leverage. The CMIG Defaults may prompt rating agencies to take additional actions to downgraderatings and/or place a negative watch/change in outlook on Sirius Group's ratings, which may have a material adverse effect on Sirius Group's business, prospects, financial condition and results from operations. On April 23,operations" included in Part I, Item 1A. "Risk Factors” in the Company’s 2019 as a resultAnnual Report.


Counterparty Credit Risk and Retrocessional Arrangements. A prolongedeconomic downturn due to the COVID-19 pandemic would increase our credit risk, reflecting our counterparty dealings with agents, brokers, customers and retrocessionaires. Certain of our policyholders and intermediaries, including reinsurance and retrocession counterparties, may not pay amounts owed to us due to insolvency or other reasons. Insolvency, liquidity problems, distressed financial condition due to the impact of the deepening debt and liquidity difficulties at CMIG evidenced byCOVID-19 pandemic or the CMIG Defaults, Fitch placed Sirius Group's ratings on negative watch. A.M. Best and Standard & Poor's have left Sirius Group's ratings unchanged. A downgrade, withdrawalgeneral effects of economic recession may increase the risk that policyholders or negative watch/outlook in Sirius Group's credit ratings, includingintermediaries, such as insurance brokers, may not pay a result of the CMIG Defaults, could result in higher borrowing costs, termination of certain reinsurance contracts, posting of collateral, more limited means to access capital and volatility in our stock price.

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Compliance with the regulatory framework under which Sirius Group operates.  Sirius Group is subject to certain legal and regulatory restrictions concerning its ownership and control. One such restriction is that no person or entity may acquire direct or indirect control of Sirius Group (which in some jurisdictions could occur with a person or entity, directly or indirectly, acquiring 10% or more of the voting securities of Sirius Group), without first obtaining the consent of the various regulatory authorities that have jurisdiction over Sirius Group. The CMIG Defaults could result in a situation in which CMIG, its affiliates or their respective creditors elect or are required to sell or otherwise transfer, directly or indirectly, their holdings of Sirius Group. Any direct or indirect change of control of Sirius Group (or CMIG entities that directly or indirectly hold Sirius Group shares) without the prior approval of applicable insurance regulatory authorities could result in the transaction being enjoined, the assessment of fines or penalties, the takeover of the applicable insurers by such insurance regulatory authorities, the revocation of applicable insurance licenses, and criminal penalties for willful violations of applicable insurance laws. In addition, a change in control could result in the terminationpart of or the postingfull amount of collateral under certainpremiums owed to us, despite an obligation to do so. The terms of our contracts, or actions by our regulators, may not permit us to cancel our policies even though we have not received payment. We may further decide (or be obliged by regulation) to refund premiums already paid where it is judged that the COVID-19 pandemic has reduced the customer need for coverage. The COVID-19 pandemic could impact our ability to obtain reinsurance contracts. Certain U.S. states also prohibitand retrocessional arrangements on favorable terms which could limit the controlamount of insurers by state-ownedbusiness we are willing to write or state-controlled entities (such as state-owned banks), which may include certain of CMIG's creditors. A violation of such prohibitions could resultreduce our reinsurance protection for large loss events.  For a further discussion, see “Sirius Group’s reliance on intermediaries subjects it to the intermediaries’ credit risk” included in Part I, Item 1A. "Risk Factors” in the revocationCompany’s 2019 Annual Report.

Potential Adverse Judicial, Legislative and/or Regulatory Action. Like many reinsurers and insurers, we have exposure to losses from COVID-19-related claims, primarily in our property and contingency business. Whether the COVID-19 pandemic triggers coverage is dependent on specific policy language, terms and exclusions. However, certain domestic and international governmental authorities and regulatory bodies have proposed to take actions to address and contain the impact of insurance licenses held bythe COVID-19 pandemic that may adversely affect Sirius Group's U.S.-domiciled insurers, whichGroup. For example, we are necessary for Sirius Group to operate its business. In addition, a change of control of CMIG or Sirius Group that results in non-U.S. persons (including CMIG's creditors) acquiring direct or indirect control of Sirius Group's U.S. businesses may be subject to review by the Committee on Foreign Investment in the United States (CFIUS), potentially resulting in enforcement actions by CFIUS to enjoin or unwind the transaction.

Future sales of Sirius Group common shares by CM Bermuda.  Pursuant to the Registration Rights Agreement, dated as of November 5, 2018, between the Company, CM Bermuda and Easterly Acquisition Sponsor, LLC, all of the common shares owned by CM Bermuda are eligible to be registered under the Securities Act of 1933, as amended, subject to certain limitations set forth in the Registration Rights Agreement, and may be offered and sold to the public from time to time after the effectiveness of the related registration statement. CM Bermuda could at any time elect to require Sirius Group to file a registration statement to register any or all of its common shares, including in order to gain liquidity following the CMIG Defaults. Upon effectiveness of such registration statement, CM Bermuda may sell large amounts of Sirius Group common shares in the open market or in privately negotiated transactions, which could have the effect of substantially increasing the volatility in Sirius Group common share price or putting significant downward pressure on the price of Sirius Group common shares. Sales of substantial amounts of Sirius Group common shares in the public market, or the perception that such sales will occur, could materially adversely affect the market price.

The volatility in the trading price of Sirius Group's common shares and potential securities litigation related thereto. The pendency of the CMIG Defaults, and actions taken by CMIG or its creditors in relation thereto, may result in significant volatility in the trading price of Sirius Group's common shares. Securities class action litigation is often brought against a public company following periods of volatility in the market price of its securities. Due to volatility in Sirius Group's share price, including any such volatility that may occur as a result of the announcement of the CMIG Defaults and the actions taken in connection therewith, Sirius Group may be the target of securities litigation in the future. Securities litigation could result in substantial uninsured costs and divert management's attention and Sirius Group's resources, and result in unexpected outcomes that may materially impact Sirius Group's business or operations.

Sirius Group's ability to utilize its tax attributes in the U.S. and possibly other countries. The CMIG Defaults could result in a situation in which CM Bermuda elects or is required to sell or otherwise transfer its holdings of Sirius Group. If any sale or transfer, including by CM Bermuda, results in an "ownership change", as defined in Section 382 of the Internal Revenue Code of 1986, as amended, it is possible that a significant portion of Sirius Group's tax lossgovernment and/or credit carryforwards in the United States would expire before they can be used. Sirius Group also has a significant amount of tax loss carryforwards and other tax attributes in other countries, including Luxembourg, the UK, and Sweden. While Sirius Group does not currently expect such tax attributes to be restricted upon a transfer by CM Bermuda of its holdings of Sirius Group, the actual consequences will depend on the facts and the law in effect at the time, no assurance can be maderegulatory action that Sirius Group's non-U.S. tax attributes will not be restricted if CM Bermuda transfers its holdings of Sirius Group in the future.

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In addition, as a result of these heightened risks and uncertainties, Sirius Group may be unable to enter into new relationships or preserve its existing relationships with third parties that are critical to maintaining its business. Clients and other business partners may seek to engage withretroactively mandate coverage for losses which our (re)insurance policies were not designed or priced to cover. Currently, in some countries there is proposed legislation to require (re)insurers to cover business interruption claims irrespective of terms, exclusions or other conditions included in the policies that would otherwise preclude coverage. Should such proposed regulations and or legislation be implemented, our (re)insurance contracts may be interpreted to provide coverage for these business interruption losses, notwithstanding the fact that such losses fall outside of the terms and reinsurance companies that are not experiencingconditions of the same degree of uncertainty as Sirius Group.underlying contracts. These circumstancesand other future judicial, legislative or regulatory actions could have a material adverse impact on our results of operations, financial position and/ or liquidity and make it difficult to predict the total amount of losses we could incur as a result of the COVID-19 pandemic. In addition, a number of states in the United States have instituted, and others are considering instituting, changes designed to effectively expand workers' compensation coverage by creating presumptions of compensability of claims for certain types of workers. Regulatory restrictions or requirements could also impact pricing, risk selection and our rights and obligations with respect to our policies and insureds, including Sirius Group'sGroup’s ability to cancel policies or Sirius Group’s right to collect premiums. In the United States, at least one state regulator has issued an order requiring insurers to issue premium refunds, and regulators in other states could take similar actions.


Operational Disruptions and Heightened Cybersecurity Risks. Sirius Group’s operations could be disrupted if key members of our senior management or a significant percentage of our workforce or the workforce of our agents, brokers, suppliers or third party providers are unable to continue to work because of illness, death, government directives or otherwise. Further, limitation on travel and social distancing requirements implemented in response to COVID-19 pandemic may challenge our ability to maintain its existingour business to generaterelationships with our current clients and develop new client relationships and business or to identify future partners to develop and expand its business. Sirius Group'swhich may impact our ability to hirewrite new insurance or reinsurance business and retain qualified personnelmarket our products and services as anticipated prior to COVID-19 pandemic. In addition, the interruption of our, or third party, system capabilities could result in a deterioration of our ability to write and process new and renewal business, provide customer service, pay claims in a timely manner or perform other necessary business functions. Having shifted to remote working arrangements, we also face a heightened risk of cybersecurity attacks or data security incidents and are more dependent on internet and telecommunications access and capabilities. An extended period of remote work arrangements could strain our business continuity plans and could negatively affect our internal control over financial reporting as most of our employees are required to work from home. As a result, new processes, procedures and controls could be and have been required to respond to changes in our business environment. For a further discussion, see “Sirius Group may be similarly affected.

Althoughunable to adequately maintain its systems and safeguard the CMIG Defaults dosecurity of the data it holds or the data held by its business partners and service providers, which may adversely impact Sirius Group’s ability to operate its business and cause reputational harm and financial loss” included in Part I, Item 1A. "Risk Factors” in the Company’s 2019 Annual Report.


Reputational Damage. We could experience reputational damage resulting from potential claims disputes and underwriting renewal actions that we may take in connection with the management of potential COVID-19 pandemic losses.


Due to the evolving and uncertain nature of the COVID-19 pandemic, we cannot estimate its ultimate impact at this time. Depending on the scope and duration of the COVID-19 pandemic, the events described above may have a material adverse effect on our results of operations, financial position and/ or liquidity. Moreover, the potential effects of the COVID-19 pandemic could exacerbate the impacts of many other risk factors that we identify in the Company's 2019 Annual Report, including, but not trigger any defaults under Sirius Group's credit facilities, a change of control oflimited to, risks that can impact Sirius Group as a result of an economic downturn; potential litigation claims brought against the CMIG DefaultsCompany; further losses from event cancellations in our contingency portfolio and other coverages from our reinsurance and insurance contracts; negative impact to revenues and earnings; and impairment of goodwill and intangible assets and potential valuation allowances on deferred tax assets. Since the COVID-19 pandemic is continuously evolving, the potential impacts to the risks related to our business that are further described in the Company's 2019 Annual Report remain uncertain and new and potentially unforeseen risks beyond those described above and in the Company's 2019 Annual Report may arise. Even after the COVID-19 pandemic subsides, the U.S. and world economies may experience a prolonged economic recession, in which event our results of operations, financial position and/ or liquidity may be materially and adversely affected.
Risks Related to the Merger

Completion of the Merger is subject to the satisfaction or waiver of the conditions precedent to the consummation of the proposed Transactions involving the Company, TPRE and Merger Sub, including, without limitation, the receipt of shareholder and regulatory approvals (including approvals, authorizations and clearance by antitrust authorities and insurance regulators necessary to complete such proposed merger transaction) which may not be received on the terms desired or anticipated (and the risk that such approvals may result in the imposition of conditions that could trigger defaultsadversely affect the combined company or the expected benefits of such proposed merger transaction).

The consummation of the Merger is subject to the satisfaction or waiver of certain conditions, including, among others, (i) the affirmative vote in favor of the approval of the Merger Agreement, the Merger and the Statutory Merger Agreement by the holders of a majority of the voting power of the Company Shares and the Company’s Series B preference shares, voting together as a single class, that are present (in person or by proxy) at the Company shareholder meeting called for such purpose, (ii) the affirmative vote in favor of the approval of the issuance of TPRE Shares in the Merger as contemplated by the Merger Agreement (the “TPRE Share Issuance”) by the holders of at least a majority of the voting power of TPRE Shares that are present (in person or by proxy) at the TPRE shareholder meeting called for such purpose, (iii) the expiration or termination of any applicable waiting period (together with any extensions thereof) under Sirius Group's credit facilities.the Hart-Scott-Rodino Antitrust Improvements Act of 1976 (the “HSR Act”) and any other applicable antitrust laws, (iv) the receipt of certain approvals under applicable insurance laws, (v) the absence of any effective order issued by any governmental authority or court of competent jurisdiction or other legal restraint prohibiting or preventing the consummation of the Merger, (vi) in the case of each party’s obligation to effect the Merger, the absence of a material adverse effect with respect to the other party and its subsidiaries, taken as a whole, since the date of the Merger Agreement, (vii) in the case of each party’s obligation to effect the Merger, subject to certain materiality exceptions, the accuracy of the representations and warranties made by the other party, and compliance by the other party in all material respects with such party’s respective obligations under the Merger Agreement and (viii) other customary closing conditions.

Although each party has agreed to use respective efforts to obtain the requisite regulatory approvals, there can be no assurance that these approvals will be obtained and that the other conditions to completing the Merger will be satisfied. In addition, the governmental authorities from which the regulatory approvals are required may impose conditions on the completion of the Merger or require changes to the terms of the Merger or Merger Agreement. Such conditions or changes and the process of obtaining regulatory approvals could have the effect of delaying or impeding completion of the Merger or of imposing additional costs or limitations on the Company following completion of the Merger, any of which might have an adverse effect on the Company following completion of the Merger.

At the time of the execution and delivery of the Merger Agreement, CM Bermuda, which holds approximately 87% of the dispositive and voting power over the shares of the Company, entered into a Voting and Support Agreement pursuant to which CM Bermuda has agreed to vote or cause to be voted any of the Company Shares of which it is the beneficial or record owner in favor of the approval of the Merger, the other proposed Transactions, the Merger Agreement, the Statutory Merger Agreement, and any other matters necessary or reasonably requested by TPRE for consummation of the Merger and the other proposed Transactions. In addition, certain of TPRE’s directors and executive officers, including Mr. Daniel S. Loeb and certain entities affiliated with Mr. Loeb, entered into Voting and Support Agreements with the Company and TPRE pursuant to which such parties agreed to vote or cause to be voted any of the TPRE Shares of which such party is the beneficial or record owner in favor of the approval of the Merger, the other proposed Transactions, the Merger Agreement, the Statutory Merger Agreement, and any other matters necessary or reasonably requested by TPRE for consummation of the Merger and the Transactions. Accordingly, the Voting and Support Agreements make it more likely that the necessary shareholder approval will be received for the Merger but there is no guarantee that the Merger will be approved by a majority of the shareholders of TPRE. Failure to obtain TPRE shareholder approval for the

Merger could negatively impact the price of our common shares, and as a result our results of operations, financial position and/ or liquidity may be materially and adversely affected.

Lawsuits relating to the Merger, the other Proposed Transactions, circumstances arising prior to the announcement of the Merger or other matters could be filed against us and adversely impact our business, financial condition, operating results and share price and could delay, prevent or otherwise adversely impact the Merger Agreement or the combined company.

Litigation is common in connection with operation and acquisitions of public companies, regardless of any merits related to the claims. In the event lawsuits are filed against us related to the Merger, the other proposed Transactions or circumstances arising prior to the announcement of accelerationthe Merger, the outcome of the lawsuits could be uncertain, and we may not be successful in defending against any such claims. Prior to the announcement of the Merger, Sirius Group received correspondence from shareholders, including the Series B preference shareholders, asserting various claims against the Board of Directors of the Company including, among other things, that the Board violated its fiduciary duties, and breached Sirius Group’s obligations pursuant to the Certificate of Designation and Shareholders Agreement. While the shareholders have not filed a lawsuit, the shareholders have reserved their rights to pursue all available remedies, including without limitation, claims for breaches of the Certificate of Designation and the Shareholders Agreement, shareholder oppression, fraud and all other legal and equitable remedies and forms of relief under Bermuda, New York, Delaware and other applicable law. While we will defend against any such lawsuits, as appropriate, the costs of the defense of such actions and other effects of such litigation could have an adverse effect on our business, financial condition, operating results and trading price of the Company's common shares, and could ultimately delay, prevent or otherwise adversely impact the Merger or the combined company.

We could experience unanticipated negative reactions of rating agencies in response to the Merger and other proposed Transactions.

Third-party rating agencies assess and rate the financial strength, including claims-paying ability, of insurers and reinsurers. These ratings are based upon criteria established by the rating agencies and are subject to revision at any time at the sole discretion of the agencies. Rating agencies periodically evaluate Sirius Group to confirm that it continues to meet the criteria of the ratings previously assigned to Sirius Group. If the rating agencies determine that the Merger and other proposed Transactions will negatively impact the combined company's operating performance, they could downgrade or withdraw Sirius Group's debt obligations under and the terminationfinancial strength ratings which could have a material adverse effect on our results of its credit facilities,operations, financial position and/or liquidity. For additional discussion on how a ratings downgrade can impact Sirius Group, may face challengessee"Sirius Group is reliant on financial strength and creditworthiness ratings, and any downgrade or withdrawal of ratings and/or change in refinancing its indebtedness on acceptable terms or at all, andoutlook may be unable to raise additional capital to support its business, particularly if Sirius Group's credit ratings are placed on a negative watch/outlook or are downgraded.

In addition, due to the CMIG Defaults, CMIG International's status as a controlling shareholder could limit Sirius Group's ability to raise new equity and debt capital or execute on strategic objectives, including bolt-on acquisitions and strategic mergers & acquisitions.

Any of the foregoing events could have a material adverse effect on Sirius Group's business, prospects, financial condition and results from operations liquidity" included in Part I, Item 1A. "Risk Factors” in the Company’s 2019 Annual Report.


Unanticipated difficulties and expenses related to the Merger and other proposed Transactions could be significant and could have an adverse effect on our business, financial condition and operating results. In addition, termination of the Merger Agreement could negatively impact our financial condition and the share price of our common shares.

We have incurred and expect to continue to incur significant expenses in connection with the negotiation and completion of the Transactions. The substantial majority of non-recurring expenses will consist of transaction costs related to the Merger and include, among others, employee retention costs, fees paid to financial, legal and accounting advisors, severance and benefit costs and filing fees. If the Merger is not consummated, we may under certain circumstances be required to pay to TPRE a termination fee of approximately $50 million and/or reimburse TPRE for its incurred out-of-pocket expenses. The costs incurred in connection with the Transactions, other unanticipated costs and expenses, and/or the termination of the Merger Agreement, including a termination fee of $50 million, could adversely affect our business, financial condition, operating results and share price.


Uncertainties associated with the Merger may cause a loss of management and other key employees and disrupt our business relationships, which could adversely affect our business.
Uncertainty about the effect of the Merger on our employees and our clients may have an adverse effect on our business. These uncertainties may impair our ability to attract, retain and motivate key personnel until the Merger is completed and for a period of time thereafter. Employee retention may be particularly challenging during the pendency of the Merger, as employees of the Company may experience uncertainty about their future roles with the combined company.  If key employees depart and as we face additional uncertainties relating to the Merger, our business relationships may be subject to disruption as brokers, insurers, cedants and other third parties attempt to negotiate changes in existing business relationships or consider entering into business relationships with parties other than the Company, TPRE or the combined company.  If key employees depart or if our existing business relationships suffer, our results of operations may be adversely affected. These effects may be exacerbated as a result of the announcement that our President & Chief Executive Officer and our Chief Strategy Officer & General Counsel will be stepping

down from their respective roles as of the closing date of the Merger. The adverse effects of such disruptions could be further exacerbated by any delay in the completion of the Merger.

While the Merger is pending, we are subject to business uncertainties and contractual restrictions that could have an adverse effect on our business, financial condition and operating results.

The Merger Agreement includes restrictions on the conduct of our business prior to the completion or termination of the Merger, generally requiring us to conduct our business in the ordinary course and subjecting us to a variety of specified limitations absent TPRE's prior written consent. We may find that these and other contractual restrictions in the Merger Agreement may delay or prevent us from responding, or limit our ability to respond, effectively to competitive pressures, industry developments and future business opportunities that may arise during such period, even if our management believes they may be advisable. The pendency of the Merger may also divert management’s attention and our resources from ongoing business and operations. If any of these effects were to occur, it could have an adverse effect on our business, financial condition and operating results.
If our shareholders elect to receive the Share & CVR Election as merger consideration, the number of common shares of TPRE that such shareholders will receive in the Merger is based on a fixed exchange ratio. If our shareholders elect to receive the Mixed Election as merger consideration, the number of common shares and preference shares of TPRE that shareholders will receive in the Merger is based on an exchange ratio subject to a limited adjustment that may not fully reflect fluctuations in the value of TPRE's common shares. Because the market price of TPRE's common shares will fluctuate, our shareholders cannot be certain of the value of the portion of the merger consideration to be paid in TPRE common shares or preference shares.

Upon completion of the Merger, each issued and outstanding common share, par value $0.01 per share, of the Company Shares will be converted into the right to receive, at the election of the holder thereof, (i) the Cash Election, (ii) (A) 0.743 of TPRE Shares and (B) one CVR, which will represent the right to receive a contingent cash payment, and which, taken together with the fraction of the TPRE Share received, guarantee that on the second anniversary of the closing date of the Merger, the electing shareholder will have received equity and cash of at least $13.73 per share, or (iii) (A) $0.905 in cash, (B) a number of TPRE Shares equal to the Mixed Election Common Shares Exchange Ratio (as such term is defined in the Merger Agreement), (C) a number of newly issued TPRE Preference Shares equal to the Mixed Election Preference Shares Exchange Ratio (as such term is defined in the Merger Agreement), (D) 0.190 of a Warrant and (E) an Upside Right issued by TPRE.

The exchange ratio for determining the number of TPRE Shares our shareholders who elect to receive the Share & CVR Election will receive in the Merger is fixed and will not be adjusted for changes in the market price of TPRE Shares, which will likely fluctuate before and after the completion of the Merger. The exchange ratio for determining the number of TPRE Shares and TPRE Preference Shares our shareholders who elect to receive the Mixed Election will receive in the Merger will each be subject to a collar based on the volume weighted average price of TPRE Shares measured over the 15 trading days ending on the third trading day prior to the effective time of the Merger, but such adjustment may not fully reflect fluctuations in the value of the TPRE Shares before the completion of the Merger. Fluctuations in the value of TPRE Shares could result from changes in the business, operations or prospects of TPRE prior to or following the closing of the Merger, regulatory considerations, general market and economic conditions and other factors both within and beyond the control of us or TPRE. In addition, there is no guarantee that on the second anniversary of the closing date of the Merger that the contingent value right will deliver additional value to shareholders that make this election.

The Merger Agreement prohibits us from pursuing alternative transactions to the Merger and this prohibition prevents Sirius Group from affirmatively seeking offers from other possible acquirers that may be superior to the Merger. In addition, Sirius Group may not terminate the Merger Agreement without CMIG International and CM Bermuda's approval.

The Merger Agreement prohibits the Company and our subsidiaries and to cause our directors, executive officers and employees from initiating, soliciting, knowingly encouraging, knowingly facilitating or entering into discussions or negotiations with any third party regarding alternative acquisition proposals. This provision prevents us from affirmatively seeking offers from other possible acquirers that may be superior to the pending Merger.

In addition, Sirius Group entered into a Transaction Matters Letter Agreement on August 6, 2020, with TPRE, CMIG International and CM Bermuda, pursuant to which, among other things and subject to the terms and conditions thereof, Sirius Group has agreed to pay for and reimburse CMIG International and CM Bermuda for certain legal expenses incurred by CMIG International and CM Bermuda in connection with the Transactions and the related sales process or other discussions between CMIG International, CM Bermuda and Sirius Group occurring on or after March 6, 2020, and TPRE has agreed to assume such remaining payment obligations of the Company following the closing of the Merger. Under the terms of the Transaction Matters Letter Agreement,

Sirius Group is not permitted to terminate or threaten to terminate the Merger Agreement following a change by the TPRE board of directors of its recommendation to TPRE’s shareholders in favor of the TPRE Share Issuance without the prior written consent of CM Bermuda and CMIG International.

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

None.


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ITEM 3. DEFAULTS UPON SENIOR SECURITIES

None.


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ITEM 4. MINE SAFETY DISCLOSURES

Not applicable.


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ITEM 5. OTHER INFORMATION

None.


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ITEM 6. EXHIBITS

2.1
3.1

 

3.2


 

3.3


 

31.1
10.9.1
10.9.2
10.9.3
31.1

 

31.2


 

32.1


 

32.2


 

101.INS
99.1
99.2
99.3
99.4
99.5
99.6
99.7

99.8
101.INS
XBRL Instance Document

 

101.SCH

XBRL Taxonomy Extension Schema Document

 

101.CAL

XBRL Taxonomy Extension Calculation Linkbase Document

 

101.LAB

XBRL Taxonomy Extension Label Linkbase Document

 

101.PRE

XBRL Taxonomy Extension Presentation Linkbase Document

 

101.DEF

XBRL Taxonomy Extension Definition Linkbase Document
*Schedules have been omitted pursuant to Item 601(b)(2) of Regulation S-K. A copy of any omitted schedule will be furnished supplementally to the Securities and Exchange Commission.
Management contract or compensatory plan or arrangement

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SIGNATURES

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

 
SIRIUS INTERNATIONAL INSURANCE GROUP, LTD.
(Registrant)

Date: August 9, 201912, 2020
By:

By:


/s/KERNAN "KIP" V. OBERTING

Kernan "Kip" V. Oberting
President and Chief Executive Officer
(Principal Executive Officer)

Date: August 9, 201912, 2020
By:

By:


/s/ RALPH A. SALAMONE

Ralph A. Salamone
Chief Financial Officer
(Principal Financial Officer & Principal Accounting Officer)


91