UNITED STATES

SECURITIES AND EXCHANGE COMMISSION

Washington, D.C. 20549

FORM 10-Q

x QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

For the quarterly period ended ~~September 30,~~March 31, ~~2017~~2018

¨ TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)

OF THE SECURITIES EXCHANGE ACT OF 1934

Commission file number 001-31721

AXIS CAPITAL HOLDINGS LIMITED

(Exact name of registrant as specified in its charter)

BERMUDA

(State or other jurisdiction of incorporation or organization)

98-0395986

(I.R.S. Employer Identification No.)

92 Pitts Bay Road, Pembroke, Bermuda HM 08

(Address of principal executive offices and zip code)

(441) 496-2600

(Registrant’s telephone number, including area code)

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 x No ¨

Indicate by check mark whether the registrant has submitted electronically and posted on its corporate ~~Web site,~~website, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files). Yes x No ¨

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~~"large accelerated ~~filer”~~filer", ~~“accelerated filer”~~"accelerated filer", ~~“smaller~~"smaller reporting ~~company”~~company", and ~~“emerging~~"emerging growth ~~company”~~company" in Rule 12b-2 of the Exchange Act.



Large accelerated filer x	Accelerated filer ¨
Non-accelerated filer ¨ (do not check if a smaller reporting company)	Smaller reporting company ¨
	Emerging growth company ¨

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

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

~~As of October 31, 2017,~~At May 1 2018, there were ~~83,158,962~~83,518,960 Common Shares, $0.0125 par value per share, of the registrant outstanding.

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AXIS CAPITAL HOLDINGS LIMITED

INDEX TO FORM 10-Q



		Page
	PART I
	Financial Information	3
Item 1.	Consolidated Financial Statements	5
Item 2.	Management's Discussion and Analysis of Financial Condition and Results of Operations	4948
Item 3.	Quantitative and Qualitative Disclosures About Market Risk	8885
Item 4.	Controls and Procedures	8885
	PART II
	Other Information	8985
Item 1.	Legal Proceedings	8985
Item 1A.	Risk Factors	8985
Item 2.	Unregistered Sales of Equity Securities and Use of Proceeds	9085
Item 5.	Other Information	9186
Item 6.	Exhibits	9286
	Signatures	9388

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PART I	FINANCIAL INFORMATION

This ~~quarterly report~~Quarterly Report on Form 10-Q contains forward-looking statements within the meaning of section 27A of the ~~United States federal securities laws.~~Securities Act of 1933 and section 21E of the Securities Exchange Act of 1934. We intend these forward-looking statements to be covered by the safe harbor provisions for forward-looking statements in the United States securities laws. In some cases, these statements can be identified by the use of forward-looking words such as ~~“may”~~"may”, ~~“should”~~"should”, ~~“could”~~"could", ~~“anticipate”~~"anticipate", ~~“estimate”~~"estimate", ~~“expect”~~"expect", ~~“plan”~~"plan", ~~“believe”~~"believe", ~~“predict”~~"predict", ~~“potential”~~"potential", and ~~“intend”~~"intend". Forward-looking statements contained in this report may include information regarding our estimates of losses related to catastrophes and other large losses, measurements of potential losses in the fair value of our investment portfolio and derivative contracts, our expectations regarding the performance of our business, our financial results, our liquidity and capital resources and the outcome of our strategic initiatives, our expectations regarding estimated synergies and the success of the integration of acquired entities, our expectations regarding the estimated benefits and synergies relating to the Company's transformation program, our expectations regarding pricing and other market conditions, our growth prospects, and valuations of the potential impact of movements in interest rates, equity securities prices, credit spreads and foreign currency rates. Forward-looking statements only reflect our expectations and are not guarantees of performance.

These statements involve risks, uncertainties and assumptions. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in such statements. We believe that these factors include, but are not limited to the following:

the cyclical nature of the re(insurance) business leading to periods with excess underwriting capacity and unfavorable premium rates,

the occurrence and magnitude of natural and man-made disasters,

losses from war, terrorism and political unrest or other unanticipated losses,

actual claims exceeding our loss reserves,

general economic, capital and credit market conditions,

the failure of any of the loss limitation methods we employ,

the effects of emerging claims, coverage and regulatory issues, including uncertainty related to coverage definitions, limits, terms and conditions,

our inability to purchase reinsurance or collect amounts due to us,

the breach by third parties in our program business of their obligations to us,

difficulties with technology and/or data security,

the failure of our policyholders and intermediaries to pay premiums,

the failure of our cedants to adequately evaluate risks,

inability to obtain additional capital on favorable terms, or at all,

the loss of one or more key executives,

a decline in our ratings with rating agencies,

loss of business provided to us by our major brokers and credit risk due to our reliance on brokers,

changes in accounting policies or practices,

the use of industry catastrophe models and changes to these models,

changes in governmental regulations and potential government intervention in our industry,

failure to comply with certain laws and regulations relating to sanctions and foreign corrupt practices,

increased competition,

changes in the political environment of certain countries in which we operate or underwrite business including the United Kingdom's expected withdrawal from the European Union,

fluctuations in interest rates, credit spreads, equity securities prices and/or currency values,

the failure to successfully integrate acquired businesses or realize the expected synergies resulting from such acquisitions,

the failure to realize the expected benefits or synergies relating to the Company's transformation program,

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changes in tax laws, and

the other ~~matters~~factors including but not limited to those set forth under Item 1A, ~~‘Risk Factors’~~'Risk Factors' and Item 7, ~~‘Management’s~~'Management’s Discussion and Analysis of Financial Condition and Results of ~~Operations’~~Operations' included in our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2017.

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We undertake no obligation to update or revise publicly any forward-looking statements, whether as a result of new information, future events or otherwise.

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ITEM 1. CONSOLIDATED FINANCIAL STATEMENTS



	Page

Consolidated Balance Sheets at ~~September 30, 2017~~March 31, 2018 (Unaudited) and December 31, ~~2016~~2017	6
Consolidated Statements of Operations for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017 ~~and 2016~~ (Unaudited)	7
Consolidated Statements of Comprehensive Income for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017 ~~and 2016~~ (Unaudited)	8
Consolidated Statements of Changes in Shareholders' Equity for the ~~nine~~three months ended ~~September 30,~~March 31, 2018 and 2017 ~~and 2016~~ (Unaudited)	9
Consolidated Statements of Cash Flows for the ~~nine~~three months ended ~~September 30,~~March 31, 2018 and 2017 ~~and 2016~~ (Unaudited)	10
Notes to Consolidated Financial Statements (Unaudited)	11
Note 1 - Basis of Presentation and Significant Accounting Policies	11
Note 2 - ~~Business Combinations~~Segment Information	1315
Note 3 - ~~Segment Information~~Investments	1417
Note 4 - ~~Investments~~Fair Value Measurements	1627
Note 5 - ~~Fair Value Measurements~~Derivative Instruments	2537
Note 6 ~~- Derivative Instruments~~	36
~~Note 7~~ - Reserve for Losses and Loss Expenses	3940
Note 87 - Earnings Per Common Share	4143
Note 98 - Share-Based Compensation	42
~~Note 10 - Shareholders' Equity~~	44
Note 119 - Shareholders' Equity	45
Note 10 - Debt and Financing Arrangements	4546
Note 1211 - Commitments and Contingencies	46
Note 1312 - Other Comprehensive Income	46
Note 1413 - Subsequent Events	47

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AXIS CAPITAL HOLDINGS LIMITED

CONSOLIDATED BALANCE SHEETS

~~SEPTEMBER 30,~~MARCH 31, ~~2017~~2018 (UNAUDITED) AND DECEMBER 31, ~~2016~~2017


	2017			2016			2018			2017
	(in thousands)						(in thousands)
Assets
Investments:
Fixed maturities, available for sale, at fair value (Amortized cost 2017: $11,043,394; 2016: $11,523,316)	$	11,086,386		$	11,397,114
Equity securities, available for sale, at fair value (Cost 2017: $563,110; 2016: $597,366)	659,751			638,744
Fixed maturities, available for sale, at fair value (Amortized cost 2018: $11,898,060; 2017: $12,611,219)							$	11,801,396		$	12,622,006
Equity securities, at fair value (Cost 2018: $374,091; 2017: $552,867)							435,742			635,511
Mortgage loans, held for investment, at amortized cost and fair value	360,381			349,969			364,769			325,062
Other investments, at fair value	830,253			830,219			1,009,587			1,009,373
Equity method investments	108,597			116,000			108,597			108,597
Short-term investments, at amortized cost and fair value	15,282			127,461			56,246			83,661
Total investments	13,060,650			13,459,507			13,776,337			14,784,210
Cash and cash equivalents	1,350,613			1,039,494			1,227,736			948,626
Restricted cash and cash equivalents	280,514			202,013			416,844			415,160
Accrued interest receivable	68,023			74,971			73,928			81,223
Insurance and reinsurance premium balances receivable	2,968,096			2,313,512			3,892,957			3,012,419
Reinsurance recoverable on unpaid and paid losses	2,360,821			2,334,922			3,129,303			3,338,840
Deferred acquisition costs	562,774			438,636			721,820			474,061
Prepaid reinsurance premiums	734,129			556,344			1,015,163			809,274
Receivable for investments sold	9,357			14,123			19,433			11,621
Goodwill and intangible assets	87,206			85,049
Goodwill							102,003			102,003
Intangible assets							253,808			257,987
Value of business acquired							150,936			206,838
Other assets	335,967			295,120			307,041			317,915
Total assets	$	21,818,150		$	20,813,691		$	25,087,309		$	24,760,177

Liabilities
Reserve for losses and loss expenses	$	10,787,575		$	9,697,827		$	12,034,643		$	12,997,553
Unearned premiums	3,521,063			2,969,498			4,659,858			3,641,399
Insurance and reinsurance balances payable	670,292			493,183			1,251,629			899,064
Senior notes	993,797			992,950
Senior notes and notes payable							1,376,835			1,376,529
Payable for investments purchased	122,065			62,550			144,315			100,589
Other liabilities	268,659			325,313			355,634			403,779
Total liabilities	16,363,451			14,541,321			19,822,914			19,418,913

Shareholders’ equity
Preferred shares	775,000			1,126,074			775,000			775,000
Common shares (2017: 176,580; 2016: 176,580 shares issued and 2017: 83,157; 2016: 86,441 shares outstanding)	2,206			2,206
Common shares (shares issued 2018: 176,580; 2017: 176,580 shares outstanding 2018: 83,518; 2017: 83,161)							2,206			2,206
Additional paid-in capital	2,291,516			2,299,857			2,289,497			2,299,166
Accumulated other comprehensive income (loss)	141,613			(121,841		)	(85,216		)	92,382
Retained earnings	6,051,659			6,527,627			6,076,294			5,979,666
Treasury shares, at cost (2017: 93,423; 2016: 90,139 shares)	(3,807,295		)	(3,561,553		)
Treasury shares, at cost (2018: 93,062; 2017: 93,419 shares)							(3,793,386		)	(3,807,156		)
Total shareholders’ equity	5,454,699			6,272,370			5,264,395			5,341,264

Total liabilities and shareholders’ equity	$	21,818,150		$	20,813,691		$	25,087,309		$	24,760,177

See accompanying notes to Consolidated Financial Statements.

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AXIS CAPITAL HOLDINGS LIMITED

CONSOLIDATED STATEMENTS OF OPERATIONS (UNAUDITED)

FOR THE THREE ~~AND NINE~~ MONTHS ENDED ~~SEPTEMBER 30,~~MARCH 31, ~~2017~~2018 AND ~~2016~~2017


	Three months ended						Nine months ended						Three months ended
	2017			2016			2017			2016			2018			2017
	(in thousands, except for per share amounts)												(in thousands, except for per share amounts)
Revenues
Net premiums earned	$	1,017,131		$	934,415		$	2,937,265		$	2,783,746		$	1,167,402		$	938,703
Net investment income	95,169			116,923			299,899			257,818			100,999			98,664
Other insurance related income (losses)	(3,197		)	5,944			(4,420		)	4,850			6,606			(3,783		)
Bargain purchase gain	—			—			15,044			—
Net realized investment gains (losses):
Net investment losses:
Other-than-temporary impairment ("OTTI") losses	(5,412		)	(4,247		)	(13,493		)	(20,346		)	(414		)	(6,553		)
Other realized investment gains (losses)	20,044			9,452			(1,318		)	(19,949		)
Total net realized investment gains (losses)	14,632			5,205			(14,811		)	(40,295		)
Other realized and unrealized investment losses													(14,416		)	(18,497		)
Total net investment losses													(14,830		)	(25,050		)
Total revenues	1,123,735			1,062,487			3,232,977			3,006,119			1,260,177			1,008,534

Expenses
Net losses and loss expenses	1,235,367			532,328			2,447,640			1,663,584			661,345			606,942
Acquisition costs	194,724			189,810			588,879			559,570			229,260			189,792
General and administrative expenses	124,629			142,906			433,704			439,554			169,837			161,260
Foreign exchange losses (gains)	32,510			(13,795		)	90,093			(69,781		)
Foreign exchange losses													37,860			21,465
Interest expense and financing costs	12,835			12,839			38,377			38,586			16,763			12,791
Transaction related expenses	5,970			—			5,970			—
Reorganization expenses													13,054			—
Amortization of value of business acquired													57,110			—
Amortization of intangibles													2,782			—
Total expenses	1,606,035			864,088			3,604,663			2,631,513			1,188,011			992,250

Income (loss) before income taxes and interest in income (loss) of equity method investments	(482,300		)	198,399			(371,686		)	374,606
Income tax (expense) benefit	25,877			(9,352		)	38,547			(7,712		)
Income before income taxes and interest in income (loss) of equity method investments													72,166			16,284
Income tax benefit													1,036			9,337
Interest in loss of equity method investments	(661		)	(2,434		)	(8,402		)	(2,434		)	—			(5,766		)
Net income (loss)	(457,084		)	186,613			(341,541		)	364,460
Net income													73,202			19,855
Preferred share dividends	10,656			9,969			36,154			29,906			10,656			14,841
Net income (loss) available to common shareholders	$	(467,740	)	$	176,644		$	(377,695	)	$	334,554
Net income available to common shareholders													$	62,546		$	5,014

Per share data
Net income (loss) per common share:
Basic net income (loss)	$	(5.61	)	$	1.97		$	(4.47	)	$	3.64
Diluted net income (loss)	$	(5.61	)	$	1.96		$	(4.47	)	$	3.61
Net income per common share:
Basic net income													$	0.75		$	0.06
Diluted net income													$	0.75		$	0.06
Weighted average number of common shares outstanding - basic	83,305			89,621			84,479			91,852			83,322			86,022
Weighted average number of common shares outstanding - diluted	83,305			90,351			84,479			92,579			83,721			86,793
Cash dividends declared per common share	$	0.38		$	0.35		$	1.14		$	1.05		$	0.39		$	0.38

See accompanying notes to Consolidated Financial Statements.

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AXIS CAPITAL HOLDINGS LIMITED

CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME (UNAUDITED)

FOR THE THREE ~~AND NINE~~ MONTHS ENDED ~~SEPTEMBER 30,~~MARCH 31, ~~2017~~2018 AND ~~2016~~2017

Three months ended Nine months ended
2017 2016 2017 2016
(in thousands)
Net income (loss) $ (457,084 ) $ 186,613
$ (341,541 ) $ 364,460
Other comprehensive income, net of tax:
Available for sale investments:
Unrealized investment gains arising during the period 62,505
36,336
206,461
238,656
Adjustment for reclassification of net realized investment (gains) losses and OTTI losses recognized in net income (13,286 ) (2,642 ) 10,169
42,620
Unrealized investment gains arising during the period, net of reclassification adjustment 49,219
33,694
216,630
281,276
Foreign currency translation adjustment 8,088
1,722
46,824
5,694
Total other comprehensive income, net of tax 57,307
35,416
263,454
286,970
Comprehensive income (loss) $ (399,777 ) $ 222,029
$ (78,087 ) $ 651,430



	Three months ended
	2018			2017
	(in thousands)
Net income	$	73,202		$	19,855
Other comprehensive income (loss), net of tax:
Available for sale investments:
Unrealized investment gains (losses) arising during the period	(112,191		)	67,703
Adjustment for reclassification of net realized investment losses and OTTI losses recognized in net income	785			24,968
Unrealized investment gains (losses) arising during the period, net of reclassification adjustment	(111,406		)	92,671
Foreign currency translation adjustment	1,270			29,869
Total other comprehensive income (loss), net of tax	(110,136		)	122,540
Comprehensive income (loss)	$	(36,934	)	$	142,395

See accompanying notes to Consolidated Financial Statements.

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AXIS CAPITAL HOLDINGS LIMITED

CONSOLIDATED STATEMENTS OF CHANGES IN SHAREHOLDERS’ EQUITY (UNAUDITED)

FOR THE ~~NINE~~THREE MONTHS ENDED ~~SEPTEMBER 30,~~MARCH 31, 2018 AND 2017 ~~AND 2016~~


	2017			2016			2018			2017
	(in thousands)						(in thousands)
Preferred shares
Balance at beginning of period	$	1,126,074		$	627,843
Shares repurchased	(351,074		)	(2,843		)
Balance at end of period	775,000			625,000
Balance at beginning and end of period							$	775,000		$	1,126,074

Common shares (par value)
Balance at beginning of period	2,206			2,202
Shares issued	—			4
Balance at end of period	2,206			2,206
Balance at beginning and end of period							2,206			2,206

Additional paid-in capital
Balance at beginning of period	2,299,857			2,241,388			2,299,166			2,299,857
Shares issued - common shares	—			(4		)
Cost of treasury shares reissued	(39,033		)	(19,647		)
Settlement of accelerated share repurchase	—			60,000
Treasury shares reissued							(19,272		)	(37,363		)
Share-based compensation expense	30,692			26,129			9,603			14,177
Balance at end of period	2,291,516			2,307,866			2,289,497			2,276,671

Accumulated other comprehensive income
Accumulated other comprehensive income (loss)
Balance at beginning of period	(121,841		)	(188,465		)	92,382			(121,841		)
Unrealized gains (losses) on available for sale investments, net of tax:
Balance at beginning of period	(82,323		)	(149,585		)	89,962			(82,323		)
Unrealized gains arising during the period, net of reclassification adjustment	216,630			281,276
Cumulative effect of adoption of ASU No. 2018-02							2,142			—
Cumulative effect of adoption of ASU No. 2016-01, net of taxes							(69,604		)	—
Unrealized gains (losses) arising during the period							(111,406		)	92,671
Balance at end of period	134,307			131,691			(88,906		)	10,348
Cumulative foreign currency translation adjustments, net of tax:
Balance at beginning of period	(39,518		)	(38,880		)	2,420			(39,518		)
Foreign currency translation adjustment	46,824			5,694			1,270			29,869
Balance at end of period	7,306			(33,186		)	3,690			(9,649		)
Balance at end of period	141,613			98,505			(85,216		)	699

Retained earnings
Balance at beginning of period	6,527,627			6,194,353			5,979,666			6,527,627
Net income (loss)	(341,541		)	364,460
Cumulative effect of adoption of ASU No. 2018-02							(2,142		)	—
Cumulative effect of adoption of ASU No. 2016-01, net of taxes							69,604			—
Net income							73,202			19,855
Preferred share dividends	(36,154		)	(29,906		)	(10,656		)	(14,841		)
Common share dividends	(98,273		)	(98,334		)	(33,380		)	(33,379		)
Balance at end of period	6,051,659			6,430,573			6,076,294			6,499,262

Treasury shares, at cost
Balance at beginning of period	(3,561,553		)	(3,010,439		)	(3,807,156		)	(3,561,553		)
Shares repurchased for treasury	(285,659		)	(449,086		)
Cost of treasury shares reissued	39,917			21,033
Shares repurchased							(7,163		)	(151,242		)
Shares reissued							20,933			38,248
Balance at end of period	(3,807,295		)	(3,438,492		)	(3,793,386		)	(3,674,547		)

Total shareholders’ equity	$	5,454,699		$	6,025,658		$	5,264,395		$	6,230,365

See accompanying notes to Consolidated Financial Statements.

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AXIS CAPITAL HOLDINGS LIMITED

CONSOLIDATED STATEMENTS OF CASH FLOWS (UNAUDITED)

FOR THE ~~NINE~~THREE MONTHS ENDED ~~SEPTEMBER 30,~~MARCH 31, ~~2017~~2018 AND ~~2016~~2017


	2017			2016			2018			2017
	(in thousands)						(in thousands)
Cash flows from operating activities:
Net income (loss)	$	(341,541	)	$	364,460
Adjustments to reconcile net income (loss) to net cash provided by operating activities:
Net realized investment losses	14,811			40,295
Net income							$	73,202		$	19,855
Adjustments to reconcile net income to net cash used in operating activities:
Net investment losses							8,909			25,050
Net realized and unrealized gains on other investments	(56,759		)	(23,117		)	(12,950		)	(18,211		)
Amortization of fixed maturities	32,528			51,660			9,895			12,498
Interest in loss of equity method investments	8,402			2,434			—			5,766
Other amortization and depreciation	19,279			17,370			68,397			6,467
Share-based compensation expense, net of cash payments	1,516			28,580			(1,481		)	(24,758		)
Non-cash foreign exchange losses	24,149			—			—			24,149
Bargain purchase gain	(15,044		)	—
Changes in:
Accrued interest receivable	8,730			3,286			3,350			5,596
Reinsurance recoverable balances	60,522			(163,212		)	(113,656		)	348,942
Deferred acquisition costs	(123,961		)	(73,759		)	(253,369		)	(171,493		)
Prepaid reinsurance premiums	(178,464		)	(184,648		)	(218,772		)	(86,534		)
Reserve for loss and loss expenses	918,511			216,828			184,511			(237,773		)
Unearned premiums	540,108			682,686			1,056,045			654,475
Insurance and reinsurance balances, net	(465,436		)	(623,170		)	(854,993		)	(559,456		)
Other items	(135,266		)	(74,383		)	(36,973		)	(40,834		)
Net cash provided by operating activities	312,085			265,310
Net cash used in operating activities							(87,885		)	(36,261		)

Cash flows from investing activities:
Purchases of:
Fixed maturities	(6,250,608		)	(6,624,573		)	(2,474,418		)	(2,670,518		)
Equity securities	(108,804		)	(295,827		)	(42,522		)	(98,559		)
Mortgage loans	(20,812		)	(131,087		)	(59,838		)	—
Other investments	(135,526		)	(177,500		)	(31,755		)	(63,742		)
Equity method investments	(1,000		)	(103,548		)	—			(1,000		)
Short-term investments	(20,792		)	(81,479		)	(57,688		)	(2,320		)
Proceeds from the sale of:
Fixed maturities	5,354,398			6,067,663			2,442,673			2,429,084
Equity securities	232,755			296,182			194,970			70,575
Other investments	203,896			170,111			44,493			131,777
Short-term investments	19,284			67,408			46,719			7,087
Proceeds from redemption of fixed maturities	1,546,998			977,852			319,526			521,716
Proceeds from redemption of short-term investments	116,261			8,185			16,022			111,931
Proceeds from the repayment of mortgage loans	10,702			4,808			20,237			10,233
Purchase of other assets	(25,842		)	(19,055		)	—			(4,427		)
Change in restricted cash and cash equivalents	(78,501		)	(42,445		)
Purchase of subsidiary, net	(73,067		)	—
Net cash provided by investing activities	769,342			116,695			418,419			441,837

Cash flows from financing activities:
Repurchase of common shares	(290,496		)	(389,086		)
Repurchase of common shares - open market							—			(120,549		)
Taxes paid on withholding shares							(7,163		)	(23,260		)
Dividends paid - common shares	(102,868		)	(100,670		)	(35,273		)	(38,541		)
Repurchase of preferred shares	(351,074		)	(2,843		)
Dividends paid - preferred shares	(42,188		)	(29,940		)	(10,656		)	(14,841		)
Proceeds from issuance of common shares	—			8
Net cash used in financing activities	(786,626		)	(522,531		)	(53,092		)	(197,191		)

Effect of exchange rate changes on foreign currency cash and cash equivalents	16,318			593
Increase (decrease) in cash and cash equivalents	311,119			(139,933		)
Cash and cash equivalents - beginning of period	1,039,494			988,133
Cash and cash equivalents - end of period	$	1,350,613		$	848,200
Effect of exchange rate changes on foreign currency cash, cash equivalents, and restricted cash							3,354			1,678
Increase in cash, cash equivalents, and restricted cash							280,796			210,063
Cash, cash equivalents, and restricted cash - beginning of period							1,363,786			1,241,507
Cash, cash equivalents, and restricted cash - end of period							$	1,644,582		$	1,451,570

Supplemental disclosures of cash flow information: ~~Non-cash foreign exchange losses are attributable~~Consideration paid related to an agreement for the ~~reclassification~~Reinsurance to Close ("RITC") of the ~~cumulative translation adjustment related to AXIS Specialty Australia from accumulated other comprehensive income to foreign exchange losses due to~~2015 and prior years of account of Syndicate 2007 was $688 million in the ~~wind-down~~quarter of ~~this operation~~ which $513 million was ~~substantially complete~~settled by transfer of securities and was treated as a non cash activity on the Consolidated Statement of ~~March 31, 2017.~~Cash Flows. Also refer to Note 76 'Reserve for Losses and LossExpenses' ~~and Note 13 'Other Comprehensive Income'~~.

See accompanying notes to Consolidated Financial Statements.

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AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


1.	BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES

Basis of Presentation

These ~~interim consolidated financial statements include the accounts of AXIS Capital Holdings Limited (“AXIS Capital”~~unaudited Consolidated Financial Statements (the "financial statements") ~~and its subsidiaries (herein referred to as “we,” “us,” “our,” or the “Company”).~~

~~The consolidated balance sheet at~~ ~~September 30,2017~~ ~~and the consolidated statements of operations, comprehensive income, shareholders' equity and cash flows for the periods ended~~ ~~September 30,2017~~ ~~and~~ ~~2016~~ ~~have not been audited. The balance sheet at December 31,~~ ~~2016~~ ~~is derived from our audited financial statements.~~

~~These financial statements~~ have been prepared in accordance with accounting principles generally accepted in the United States of America ("U.S. ~~Generally Accepted Accounting Principles (“U.S. GAAP”~~GAAP") for interim financial information and with the U.S. Securities and Exchange Commission's ~~(“SEC”~~("SEC") instructions to Form 10-Q and Article 10 of Regulation ~~S-X.~~S-X and include AXIS Capital Holdings Limited ("AXIS Capital") and its subsidiaries (the "Company"). Accordingly, they do not include all of the information and footnotes required by U.S. GAAP for complete financial statements. This Quarterly Report on Form 10-Q should be read in conjunction with the financial statements and related notes included in AXIS Capital's Annual Report on Form 10-K for the year ended December 31, 2017, as filed with the SEC.

In the opinion of management, these financial statements reflect all adjustments (consisting of normal recurring adjustments) considered necessary for a fair presentation of ~~our~~the Company's financial position and results of operations for the periods presented.

The results of operations for any interim period are not necessarily indicative of the results for a full year. All inter-company accounts and transactions have been eliminated.

~~The following~~To facilitate comparison of information ~~should be read in conjunction with our Annual Report on Form 10-K for~~across periods, certain reclassifications have been made to prior year amounts to conform to the ~~year ended December 31,~~ ~~2016~~. current year's presentation. These reclassifications did not impact results of operations, financial condition or liquidity.

Tabular dollar and share amounts are in thousands, except per share amounts. All amounts are reported in U.S. dollars.

Significant Accounting Policies

There ~~were no~~was one notable ~~changes~~change in our significant accounting policies subsequent to our Annual Report on Form 10-K for the year ended December 31, ~~2016~~2017.


a)	Investments

Recognition and Measurement of Financial Assets and Financial Liabilities

Fixed maturities and equity securities are reported at fair value at the balance sheet date (see Note 4 'Fair Value Measurements'). Effective January 1, 2018, the Company adopted ASU 2016-01 "Financial Instruments - Overall (Subtopic 825-10) - Recognition and Measurement of Financial Assets and Financial Liabilities," which requires:

equity investments (except those accounted for under the equity method of accounting, investments that are consolidated or those that meet a practicability exception) to be measured at fair value with changes in fair value recognized in net income,

simplifies the impairment assessment of equity investments without readily determinable values by requiring a qualitative assessment to identify impairment, eliminates the requirement to disclose the methods and significant assumptions used to estimate the fair value for financial instruments measured at amortized cost,

requires the use of the exit price notion when measuring the fair value of financial instruments for disclosure purposes,

requires separate presentation in other comprehensive income of the portion of the total change in the fair value of a liability resulting from a change in the instrument-specific credit risk when the organization has elected to measure the liabilities in accordance with the fair value option,

requires the separate presentation of financial assets and financial liabilities by measurement category and form of financial asset on the balance sheet or the accompanying notes to the financial statements; and

clarifies that the reporting organization should evaluate the need for a valuation allowance on a deferred tax asset related to available for sale securities in combination with the organization’s other deferred tax assets.

Upon adoption of this guidance, net unrealized gains on equity securities of $70 million, net of deferred income taxes of $13 million, were reclassified from accumulated other comprehensive income into retained earnings. As prescribed, the prior period has not been restated to conform to the current presentation.

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AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


1.	BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

New Accounting Standards Adopted in ~~2017~~

~~Stock Compensation - Improvements to Employee Share-Based Payment Accounting~~

~~Effective January 1, 2017, the Company adopted Accounting Standards Update ("ASU" ) ASU 2016-09, "Compensation - Stock Compensation (Topic 718) -~~ ~~Improvements to Employee Share-Based Payment Accounting~~" which simplifies several aspects of the accounting for share-based payments to employees including the income tax consequences, classification of awards as either equity or liabilities, and classification on the statement of cash flows. The guidance requires all excess tax benefits and tax deficiencies to be recognized in the income statement with the tax effects of exercised or vested awards to be treated as discrete items in the reporting period in which they occur. Excess tax benefits should be classified along with other income tax cash flows as an operating activity on the statement of cash flows. In addition, companies will be required to make an entity-wide accounting policy election to either estimate the number of awards that are expected to vest or account for forfeitures when they occur. The guidance allows withholding up to the maximum statutory tax rates in the applicable jurisdictions to cover income taxes on share-based compensation awards without requiring liability classification. Cash paid by an employer when directly withholding shares for tax withholding purposes should be classified as a financing activity. The adoption of this guidance did not have a material impact on our results of operations, financial condition and liquidity.

~~Issued Accounting Standards Not Yet Adopted~~2018

Revenue From Contracts With Customers

~~In May 2014,~~Effective January 1, 2018, the ~~FASB issued ASU~~Company adopted Accounting Standards Update ("ASU" ) 2014-09 "Revenue from Contracts with Customers (Topic 606),". using the modified retrospective transition approach. This guidance affects any entity that either enters into contracts with customers to transfer goods or services or enters into contracts for the transfer of nonfinancial assets unless those contracts are within the scope of other standards, ~~(for example,~~such as accounting for insurance ~~contracts are not in scope of the new guidance).~~contracts. The core principle of the guidance is that an entity should recognize revenue to depict the transfer of promised goods or services to customers in an amount that reflects the consideration to which the entity expects to be entitled in exchange for those goods or services.

The Company generated fee income of $10 million for the three months ended March 31, 2018 which is within the scope of this ASU. These fees represents service fees and reimbursement of expenses earned by the Company's reinsurance segment related to services provided to its strategic capital partners. These fees are recognized when the related services have been performed and are reported in other insurance related income (losses) in the Consolidated Statements of Operations. Given that the timing and measurement of revenue associated with impacted contracts did not change, the adoption of this guidance did not have a material impact on the Company's results of operations, financial condition and liquidity.

Classification of Certain Cash Receipts and Cash Payments

Effective January 1, 2018, the Company adopted ASU 2016-15, "Statement of Cash Flows (Topic 230) - Classification of Certain Cash Receipts and Cash Payments," which addresses diversity in practice in how eight specific cash receipts and cash payments should be presented and classified on the statement of cash flows. The adoption of this guidance did not impact the Company's results of operations, financial condition and liquidity.

Restricted Cash

Effective January 1, 2018, the Company adopted ASU 2016-18, "Statement of Cash Flows (Topic 230) - Restricted Cash," which addresses diversity in practice in the classification and presentation of changes in restricted cash on the statement of cash flows. This guidance requires a statement of cash flows to explain the change during the period in the total of cash, cash equivalents, restricted cash and restricted cash equivalents. Transfers between cash and cash equivalents and restricted cash and restricted cash equivalents will no longer be presented on the statement of cash flows. To facilitate comparison of the Company's Consolidated Statements of Cash Flows, the Company adopted this guidance utilizing the full retrospective approach for all periods presented in the Company's Consolidated Financial Statements. As a result, the Company's Consolidated Statements of Cash Flows now explains the change during the period in the total of cash, cash equivalents, and restricted cash. Therefore, restricted cash is now included with cash and cash equivalents in the reconciliation of the beginning of period and end of period total amounts shown on the statement of cash flows. The adoption of this guidance did not impact the Company's results of operations, financial condition and liquidity.

Stock Compensation - Scope of Modification Accounting

Effective January 1, 2018, the Company adopted ASU 2017-09 "Compensation - Stock Compensation (Topic 718) - Scope of Modification Accounting," which provides clarity and reduces diversity in practice of applying the guidance in Topic 718 to a change to the terms or conditions of a share-based payment award. This ASU provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The guidance states that an entity should account for the effects of a modification unless all the following are met:


1.	the fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified;


2.	the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; and the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified.

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1.	BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

The current disclosure requirements in Topic 718 apply regardless of whether an entity is required to apply modification accounting under the amendments in this Update. The adoption of this guidance did not impact the Company's results of operations, financial condition and liquidity.

Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income

~~those goods~~Effective January 1, 2018, the Company adopted ASU 2018-02 "Income Statement - Reporting Comprehensive Income (Topic 220) - Reclassification of Certain Tax Effects from Accumulated Other Comprehensive Income" which was a response to a financial reporting issue that arose as a consequence of the U.S. federal government tax bill, H.R.1, An Act to Provide for Reconciliation Pursuant to Titles II and V of the Concurrent Resolution on the Budget for Fiscal Year 2018 ("U.S. Tax Reform"), which was enacted on December 22, 2017.

U.S. GAAP currently requires deferred tax liabilities and assets to be adjusted for the effect of a change in tax laws or ~~services.~~ rates with the effect included in income from continuing operations in the reporting period that includes the enactment date. This guidance is applicable even in situations in which the related income tax effects of items in accumulated other comprehensive income were originally recognized in other comprehensive income rather than in income from continuing operations. As the adjustment of deferred taxes due to the reduction of the historical corporate income tax rate to the newly enacted corporate income tax rate is required to be included in income from continuing operations, the tax effects of items within accumulated other comprehensive income (referred to as stranded tax effects for purposes of this Update) do not reflect the appropriate tax rate.

The amendments in this Update allow a reclassification from accumulated other comprehensive income to retained earnings for stranded tax effects resulting from U.S. Tax Reform. Consequently, the amendments eliminate the stranded tax effects resulting from U.S. Tax Reform and will improve the usefulness of information reported to financial statement users. However, because the amendments only relate to the reclassification of the income tax effects of U.S. Tax Reform, the underlying guidance that requires that the effect of a change in tax laws or rates be included in income from continuing operations is not affected.

As a consequence of U.S. Tax Reform, the Company recognized a tax benefit of $2 million related to the revaluation of net deferred tax liabilities associated with the reduction in the U.S. corporate income tax rate from 35% to 21%, attributable to net unrealized investment gains associated with investments held by the Company's U.S. domiciled entities. Upon adoption of this guidance, the tax benefit of $2 million was reclassified from accumulated other comprehensive income into retained earnings.

Recently Issued Accounting Standards Not Yet Adopted

Leases

In ~~August 2015,~~February 2016, the FASB ~~delayed~~issued ASU 2016-02, "Leases (Topic 842)" which provides a new comprehensive model for lease accounting. The guidance will require a lessee to recognize a liability to make lease payments (the lease liability) and a right-of-use asset representing its right to use the ~~effective date by one year through~~underlying asset for the ~~issuance of ASU 2015-14, "Revenue from Contracts with Customers (Topic 606):~~ ~~Deferral of the Effective Date".~~lease term. This guidance is effective for interim and annual reporting periods beginning after December 15, ~~2017.~~2018, with early adoption permitted. The Company is currently evaluating the impact of this guidance on the Company's results of operations, financial condition and liquidity.

Measurement of Credit Losses on Financial Instrument

In June 2016, the FASB issued ASU 2016-13, "Financial Instruments - Credit Losses (Topic 326) - Measurement of Credit Losses on Financial Instruments" which replaces the "incurred loss" impairment methodology with an approach based on "expected losses" to estimate credit losses on certain types of financial instruments and requires consideration of a broader range of reasonable and supportable information to inform credit loss estimates. The guidance requires financial assets measured at amortized cost to be presented at the net amount expected to be collected. The allowance for credit losses is a valuation account that is deducted from the amortized cost of the financial asset to present the net carrying value at the amount expected to be collected on the financial asset. Credit losses relating to available-for-sale debt securities will be recorded through an allowance for credit losses. The guidance also provides for a simplified accounting model for purchased financial assets with credit deterioration since their origination. This guidance is effective for interim and annual periods beginning after December 15, 2019. Early adoption is permitted for interim and annual ~~reporting~~ periods beginning after December 15, ~~2016. Accounting for insurance contracts is outside the scope of ASU 2014-09.~~2018. The Company ~~generates an insignificant amount of fee income, primarily from strategic capital partners, which~~ is ~~reported in other insurance related income (losses) in~~currently evaluating the Consolidated Statements of Operations and is subject to this accounting standard update. The Company's current accounting policy to recognize fee income in the period when related services are performed, principally aligns with this update. As a result, the Company does not expect the adoptionimpact of this guidance ~~to have a material impact~~ on ~~our~~its results of operations, financial condition and liquidity.

~~Recently Issued Accounting Standards Not Yet Adopted~~

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AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


1.	BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES (CONTINUED)

Simplifying the Test for Goodwill Impairment

In January 2017, the FASB issued ASU 2017-04, "Intangibles - Goodwill and Other (Topic 350) - Simplifying the Test for Goodwill Impairment" that eliminates the requirement to calculate the implied fair value of goodwill (i.e., Step 2 of the current goodwill impairment test) to measure a goodwill impairment charge. Instead, an impairment charge will be based on the excess of a reporting unit's carrying amount over its fair value (i.e., measure the charge based on Step 1 of the current goodwill impairment test). This guidance is effective for annual and interim impairment tests performed in periods beginning after December 15, 2019, with early adoption permitted for annual and interim goodwill impairment testing dates after January 1, 2017. The guidance will be adopted on a prospective basis.

Premium Amortization on Purchased Callable Debt Securities

In March 2017, the FASB issued ASU 2017-08 "Receivables - Nonrefundable Fees and Other Costs (Subtopic 310-20) - Premium Amortization on Purchased Callable Debt Securities" which shortens the amortization period for certain purchased callable debt securities held at a premium. This guidance is effective for interim and annual reporting periods, beginning after December 15, 2018, with early adoption permitted. The Company is currently evaluating the impact of this guidance on our results of operations, financial condition and liquidity.

~~Stock Compensation - Scope of Modification Accounting~~

~~In May 2017, the FASB issued ASU 2017-09 "Compensation - Stock Compensation (Topic 718) -~~ ~~Scope of Modification Accounting~~" to provide clarity and reduce diversity in practice of applying the guidance in Topic 718 to a change to the terms or conditions of a share-based payment award. This ASU provides guidance about which changes to the terms or conditions of a share-based payment award require an entity to apply modification accounting in Topic 718. The guidance states that an entity should account for the effects of a modification unless all the following are met: (1) the fair value of the modified award is the same as the fair value of the original award immediately before the original award is modified; (2) the vesting conditions of the modified award are the same as the vesting conditions of the original award immediately before the original award is modified; and (3) the classification of the modified award as an equity instrument or a liability instrument is the same as the classification of the original award immediately before the original award is modified. The current disclosure requirements in Topic 718 apply regardless of whether an entity is required to apply modification accounting under the amendments in this Update. This guidance is effective for interim and annual reporting periods, beginning after December 15, 2017, with early adoption permitted. The Company is currently evaluating the impact of this guidance on our results of operations, financial condition and liquidity.

~~Table of Contents~~

~~AXIS CAPITAL HOLDINGS LIMITED~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~

~~2. BUSINESS COMBINATIONS~~

On April 1, 2017 ("the closing date" or the "acquisition date"), the Company acquired a 100% ownership interest in Compagnie Belge d'Assurances Aviation NV/SA (“Aviabel”). Aviabel is an insurer operating under Belgian law that has its head office in Belgium, a branch office in the Netherlands and a re-insurance company, Aviabel RE S.A. (“Aviabel RE”), in Luxembourg. The Company acquired Aviabel to increase its scale and relevance in the global aviation market.

The purchase price was allocated to the acquired assets and liabilities of Aviabel based on estimated fair values on the closing date. Consequently, the Company recognized investments with a fair value of $182 million, reserves for losses and loss expenses with a fair value of $79 million, and a bargain purchase gain of $15 million. The bargain purchase gain arose as the fair values of the net identifiable assets acquired exceeded the fair value of the consideration transferred at the acquisition date.

The allocation of the purchase price was based on information included in unaudited financial statements prepared by Aviabel's management at March 31, 2017. The allocation is subject to change if additional information becomes available within the measurement period, which cannot exceed 12 months from the acquisition date. The fair values of the acquired assets and liabilities may be subject to adjustments, which may impact the amounts recorded for the acquired assets and liabilities, as well as the bargain purchase gain.

~~The underwriting results of Aviabel are included in the underwriting results of the Company's insurance segment from the acquisition date.~~

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


3.2.	SEGMENT INFORMATION

~~Our~~AXIS Capital's underwriting operations are organized around ~~our~~its global underwriting platforms, AXIS Insurance and AXIS ~~Re, therefore we have~~Re. The Company has determined that ~~we have~~it has two reportable segments, insurance and reinsurance. ~~We do~~The Company does not allocate ~~our~~its assets by segment, with the exception of goodwill and intangible assets, as ~~we evaluate~~it evaluates the underwriting results of each segment separately from the results of ~~our~~its investment portfolio.

During the three months ended March 31, 2018, the Company realigned its accident and health business by integrating this business and its operations into the Company's insurance and reinsurance segments. Financial results relating to the Company's accident and health line of business were previously included in the Company's insurance segment. As a result of the realignment, accident and health results are included in the results of both the insurance and reinsurance segments of the Company with effect from January 1, 2018.

Insurance

~~Our~~The Company's insurance segment ~~provides~~offers specialty insurance ~~coverage~~products to a variety of niche markets on a worldwide basis. The product lines in this segment are property, marine, terrorism, aviation, credit and political risk, professional lines, liability, ~~and~~ accident and ~~health.~~health, together with discontinued lines, which represents lines of business that Novae Group plc ("Novae") exited or placed into run-off in the three month period ended December 31, 2016 and in the three month period ended March 31, 2017.

Reinsurance

~~Our~~The Company's reinsurance segment provides non-life treaty reinsurance to insurance companies on a worldwide basis. The product lines in this segment are catastrophe, property, professional lines, credit and surety, motor, liability, agriculture, engineering, ~~and~~ marine and ~~other.~~other, accident and health, together with discontinued lines, which represents lines of business that Novae exited or placed into run-off in the three month period ended December 31, 2016 and in the three month period ended March 31, 2017. The reinsurance segment also ~~writes~~wrote derivative based risk management products designed to address weather and commodity price ~~risks.~~

~~The following tables summarize the underwriting results of our reportable segments, as well as the carrying values of allocated goodwill and intangible assets:~~

2017 2016
Three months ended and at September 30, Insurance Reinsurance Total Insurance Reinsurance Total

Gross premiums written $ 744,366
$ 441,208
$ 1,185,574
$ 675,430
$ 284,532
$ 959,962

Net premiums written 500,022
332,721
832,743
433,131
162,300
595,431

Net premiums earned 496,004
521,127
1,017,131
444,691
489,724
934,415

Other insurance related income (losses) 526
(3,723 ) (3,197 ) 39
5,905
5,944

Net losses and loss expenses (628,865 ) (606,502 ) (1,235,367 ) (273,226 ) (259,102 ) (532,328 )
Acquisition costs (74,231 ) (120,493 ) (194,724 ) (61,755 ) (128,055 ) (189,810 )
General and administrative expenses (75,038 ) (21,658 ) (96,696 ) (84,588 ) (29,635 ) (114,223 )
Underwriting income (loss) $ (281,604 ) $ (231,249 ) (512,853 ) $ 25,161
$ 78,837
103,998

Corporate expenses (27,933 ) (28,683 )
Net investment income 95,169
116,923

Net realized investment gains 14,632
5,205

Foreign exchange (losses) gains (32,510 ) 13,795

Interest expense and financing costs (12,835 ) (12,839 )
Transaction related expenses (5,970 ) —

Income (loss) before income taxes and interest in income (loss) of equity method investments $ (482,300 ) $ 198,399

Net loss and loss expense ratio 126.8 % 116.4 % 121.5 % 61.4 % 52.9 % 57.0 %
Acquisition cost ratio 15.0 % 23.1 % 19.1 % 13.9 % 26.1 % 20.3 %
General and administrative expense ratio 15.1 % 4.2 % 12.3 % 19.1 % 6.1 % 15.3 %
Combined ratio 156.9 % 143.7 % 152.9 % 94.4 % 85.1 % 92.6 %

Goodwill and intangible assets $ 87,206
$ —
$ 87,206
$ 85,501
$ —
$ 85,501

risks until July 1, 2017.

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3.2.	SEGMENT INFORMATION (CONTINUED)

The following tables present the underwriting results of the Company's reportable segments, as well as the carrying values of allocated goodwill and intangible assets:



	2018									2017
Three months ended and at March 31,	Insurance			Reinsurance			Total			Insurance			Reinsurance			Total

Gross premiums written	$	880,848		$	1,781,947		$	2,662,795		$	545,261		$	1,366,610		$	1,911,871
Net premiums written	547,893			1,437,978			1,985,871			356,836			1,152,122			1,508,959
Net premiums earned	580,059			587,343			1,167,402			391,964			546,739			938,703
Other insurance related income (losses)	620			5,986			6,606			42			(3,825		)	(3,783		)
Net losses and loss expenses	(321,538		)	(339,807		)	(661,345		)	(241,085		)	(365,857		)	(606,942		)
Acquisition costs	(87,329		)	(141,931		)	(229,260		)	(54,004		)	(135,788		)	(189,792		)
General and administrative expenses	(102,370		)	(37,296		)	(139,666		)	(85,256		)	(36,545		)	(121,801		)
Underwriting income	$	69,442		$	74,295		143,737			$	11,661		$	4,724		16,385

Corporate expenses							(30,171		)							(39,459		)
Net investment income							100,999									98,664
Net investment losses							(14,830		)							(25,050		)
Foreign exchange losses							(37,860		)							(21,465		)
Interest expense and financing costs							(16,763		)							(12,791		)
Reorganization expenses							(13,054		)							—
Amortization of value of business acquired							(57,110		)							—
Amortization of intangibles							(2,782		)							—
Income before income taxes and interest in income (loss) of equity method investments							$	72,166								$	16,284

Net loss and loss expense ratio	55.4		%	57.9		%	56.7		%	61.5		%	66.9		%	64.7		%
Acquisition cost ratio	15.1		%	24.2		%	19.6		%	13.8		%	24.8		%	20.2		%
General and administrative expense ratio	17.6		%	6.3		%	14.5		%	21.8		%	6.7		%	17.2		%
Combined ratio	88.1		%	88.4		%	90.8		%	97.0		%	98.4		%	102.1		%

Goodwill and intangible assets	$	506,747		$	—		$	506,747		$	84,613		$	—		$	84,613

2017 2016
Nine months ended and at September 30, Insurance Reinsurance Total Insurance Reinsurance Total

Gross premiums written $ 2,234,395
$ 2,225,377
$ 4,459,772
$ 2,112,796
$ 2,126,762
$ 4,239,558

Net premiums written 1,533,029
1,764,689
3,297,718
1,433,058
1,855,529
3,288,587

Net premiums earned 1,448,270
1,488,995
2,937,265
1,322,649
1,461,097
2,783,746

Other insurance related income (losses) 1,077
(5,497 ) (4,420 ) (57 ) 4,907
4,850

Net losses and loss expenses (1,241,495 ) (1,206,145 ) (2,447,640 ) (853,771 ) (809,813 ) (1,663,584 )
Acquisition costs (223,665 ) (365,214 ) (588,879 ) (184,982 ) (374,588 ) (559,570 )
General and administrative expenses (253,308 ) (82,474 ) (335,782 ) (252,652 ) (99,980 ) (352,632 )
Underwriting income (loss) $ (269,121 ) $ (170,335 ) (439,456 ) $ 31,187
$ 181,623
212,810

Corporate expenses (97,922 ) (86,922 )
Net investment income 299,899
257,818

Net realized investment losses (14,811 ) (40,295 )
Foreign exchange (losses) gains (90,093 ) 69,781

Interest expense and financing costs (38,377 ) (38,586 )
Bargain purchase gain 15,044
—

Transaction related expenses (5,970 ) —

Income (loss) before income taxes and interest in income (loss) of equity method investments $ (371,686 ) $ 374,606

Net loss and loss expense ratio 85.7 % 81.0 % 83.3 % 64.6 % 55.4 % 59.8 %
Acquisition cost ratio 15.4 % 24.5 % 20.0 % 14.0 % 25.6 % 20.1 %
General and administrative expense ratio 17.6 % 5.6 % 14.8 % 19.0 % 6.9 % 15.8 %
Combined ratio 118.7 % 111.1 % 118.1 % 97.6 % 87.9 % 95.7 %

Goodwill and intangible assets $ 87,206
$ —
$ 87,206
$ 85,501
$ —
$ 85,501

1516

Table of Contents

AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


4.3.	INVESTMENTS

a) Fixed Maturities and ~~Equities~~Equity securities

Fixed maturities

The amortized cost ~~or cost~~ and fair values of ~~our~~the Company's fixed maturities ~~and equities~~classified as available for sale were as follows:

Amortized
Cost or
Cost

Gross
Unrealized
Gains

Gross
Unrealized
Losses

Fair
Value

Non-credit
OTTI
in AOCI⁽⁵⁾

At September 30, 2017
Fixed maturities
U.S. government and agency $ 1,556,963
$ 2,729
$ (12,374 ) $ 1,547,318
$ —

Non-U.S. government 568,223
13,961
(8,544 ) 573,640
—

Corporate debt 4,460,337
65,230
(21,600 ) 4,503,967
—

Agency RMBS⁽¹⁾
2,313,096
12,218
(18,492 ) 2,306,822
—

CMBS⁽²⁾
665,520
5,954
(1,738 ) 669,736
—

Non-Agency RMBS 42,653
1,968
(804 ) 43,817
(867 )

ABS⁽³⁾
1,285,080
4,572
(782 ) 1,288,870
—

Municipals⁽⁴⁾
151,522
1,379
(685 ) 152,216
—

Total fixed maturities $ 11,043,394
$ 108,011
$ (65,019 ) $ 11,086,386
$ (867 )

Equity securities
Common stocks $ 13,980
$ 1,415
$ (569 ) $ 14,826

Exchange-traded funds 365,412
88,782
—
454,194

Bond mutual funds 183,718
8,686
(1,673 ) 190,731

Total equity securities $ 563,110
$ 98,883
$ (2,242 ) $ 659,751

At December 31, 2016
Fixed maturities
U.S. government and agency $ 1,681,425
$ 1,648
$ (27,004 ) $ 1,656,069
$ —

Non-U.S. government 613,282
2,206
(49,654 ) 565,834
—

Corporate debt 4,633,834
42,049
(75,140 ) 4,600,743
—

Agency RMBS⁽¹⁾
2,487,837
13,275
(35,977 ) 2,465,135
—

CMBS⁽²⁾
664,368
5,433
(3,564 ) 666,237
—

Non-Agency RMBS 57,316
1,628
(2,023 ) 56,921
(823 )

ABS⁽³⁾
1,221,813
3,244
(2,843 ) 1,222,214
—

Municipals⁽⁴⁾
163,441
1,510
(990 ) 163,961
—

Total fixed maturities $ 11,523,316
$ 70,993
$ (197,195 ) $ 11,397,114
$ (823 )

Equity securities
Common stocks $ 379
$ 41
$ (342 ) $ 78

Exchange-traded funds 463,936
53,405
(2,634 ) 514,707

Bond mutual funds 133,051
—
(9,092 ) 123,959

Total equity securities $ 597,366
$ 53,446
$ (12,068 ) $ 638,744



	Amortized Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Non-credit OTTI in AOCI⁽⁵⁾

At March 31, 2018
Fixed maturities
U.S. government and agency	$	1,821,951	$	908	$	(25,894	)	$	1,796,965	$	—
Non-U.S. government	649,396		21,084		(9,256		)	661,224		—
Corporate debt	4,670,815		40,698		(71,082		)	4,640,431		—
Agency RMBS⁽¹⁾	1,956,394		4,644		(46,193		)	1,914,845		—
CMBS⁽²⁾	1,042,704		1,964		(14,047		)	1,030,621		—
Non-Agency RMBS	39,930		1,997		(530		)	41,397		(866		)
ABS⁽³⁾	1,566,484		4,932		(4,718		)	1,566,698		—
Municipals⁽⁴⁾	150,386		781		(1,952		)	149,215		—
Total fixed maturities	$	11,898,060	$	77,008	$	(173,672	)	$	11,801,396	$	(866	)

At December 31, 2017
Fixed maturities
U.S. government and agency	$	1,727,643	$	1,735	$	(16,909	)	$	1,712,469	$	—
Non-U.S. government	798,582		17,240		(9,523		)	806,299		—
Corporate debt	5,265,795		61,922		(29,851		)	5,297,866		—
Agency RMBS⁽¹⁾	2,414,720		8,132		(27,700		)	2,395,152		—
CMBS⁽²⁾	776,715		4,138		(3,125		)	777,728		—
Non-Agency RMBS	45,713		1,917		(799		)	46,831		(853		)
ABS⁽³⁾	1,432,884		5,391		(1,994		)	1,436,281		—
Municipals⁽⁴⁾	149,167		1,185		(972		)	149,380		—
Total fixed maturities	$	12,611,219	$	101,660	$	(90,873	)	$	12,622,006	$	(853	)


(1)	Residential mortgage-backed securities ~~(RMBS)~~("RMBS") originated by U.S. government-sponsored agencies.


(2)	Commercial mortgage-backed securities ~~(CMBS)~~("CMBS").


(3)	Asset-backed securities (ABS) include debt tranched securities collateralized primarily by auto loans, student loans, credit ~~cards,~~card receivables collateralized debt obligations ("CDOs") and ~~other asset types. This asset class also includes~~ collateralized loan obligations ~~(CLOs) and collateralized debt obligations (CDOs)~~("CLOs").


(4)	Municipals include bonds issued by states, municipalities and political subdivisions.


(5)	Represents the non-credit component of the other-than-temporary impairment ~~(OTTI)~~("OTTI") losses, adjusted for subsequent sales, maturities and redemptions. It does not include the change in fair value subsequent to the impairment measurement date.

~~Table of Contents~~

~~AXIS CAPITAL HOLDINGS LIMITED~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~


4.	~~INVESTMENTS (CONTINUED)~~

In the normal course of investing activities, we actively manage allocations to non-controlling tranches of structured securities (variable interests) issued by Variable Interest Entities ("VIEs"). These structured securities include RMBS, CMBS and ABS and are included in the above table. Additionally, within our other investments portfolio, we invest in limited partnerships (hedge funds, direct lending funds, private equity funds and real estate funds) and CLO equity tranched securities, which are variable interests issued by VIEs (see Note 4(c)). For these variable interests, we do not have the power to direct the activities that are most significant to the economic performance of the VIEs therefore we are not the primary beneficiary of any of these VIEs. Our maximum exposure to loss on these interests is limited to the amount of our investment. We have not provided financial or other support with respect to these structured securities other than our original investment.

~~Contractual Maturities~~

The contractual maturities of fixed maturities are shown below. Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

Amortized
Cost

Fair
Value

% of Total
Fair Value

At September 30, 2017
Maturity
Due in one year or less $ 434,283
$ 432,662
4.0 %
Due after one year through five years 3,834,452
3,850,174
34.7 %
Due after five years through ten years 2,258,136
2,276,190
20.5 %
Due after ten years 210,174
218,115
2.0 %
6,737,045
6,777,141
61.2 %
Agency RMBS 2,313,096
2,306,822
20.8 %
CMBS 665,520
669,736
6.0 %
Non-Agency RMBS 42,653
43,817
0.4 %
ABS 1,285,080
1,288,870
11.6 %
Total $ 11,043,394
$ 11,086,386
100.0 %

At December 31, 2016
Maturity
Due in one year or less $ 313,287
$ 305,972
2.8 %
Due after one year through five years 3,906,190
3,850,149
33.8 %
Due after five years through ten years 2,546,299
2,510,975
22.0 %
Due after ten years 326,206
319,511
2.8 %
7,091,982
6,986,607
61.4 %
Agency RMBS 2,487,837
2,465,135
21.6 %
CMBS 664,368
666,237
5.8 %
Non-Agency RMBS 57,316
56,921
0.5 %
ABS 1,221,813
1,222,214
10.7 %
Total $ 11,523,316
$ 11,397,114
100.0 %

Table of Contents

AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


4.3.	INVESTMENTS (CONTINUED)

Equity Securities

The cost and fair values of the Company's equity securities were as follows:



	Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value

At March 31, 2018
Equity securities
Common stocks	$	23,251	$	1,668	$	(977	)	$	23,942
Exchange-traded funds	211,301		51,843		(514		)	262,630
Bond mutual funds	139,539		9,631		—			149,170
Total equity securities	$	374,091	$	63,142	$	(1,491	)	$	435,742

At December 31, 2017
Equity securities
Common stocks	$	22,836	$	3,412	$	(590	)	$	25,658
Exchange-traded funds	356,252		71,675		(294		)	427,633
Bond mutual funds	173,779		9,440		(999		)	182,220
Total equity securities	$	552,867	$	84,527	$	(1,883	)	$	635,511

In the normal course of investing activities, the Company actively manages allocations to non-controlling tranches of structured securities (variable interests) issued by Variable Interest Entities ("VIEs"). These structured securities include RMBS, CMBS and ABS . The Company also invests in limited partnerships (hedge funds, direct lending funds, private equity funds and real estate funds) and CLO equity tranched securities, which are all variable interests issued by VIEs (see Note 3(c) 'Other Investments'). The Company does not have the power to direct the activities that are most significant to the economic performance of the VIEs therefore the Company is not the primary beneficiary of any of these VIEs. The maximum exposure to loss on these interests is limited to the amount of investment by the Company. The Company has not provided financial or other support with respect to these structured securities other than the original investment.

Table of Contents

AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


3.	INVESTMENTS (CONTINUED)

Contractual Maturities

Expected maturities may differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties. The contractual maturities of fixed maturities are shown below:



	Amortized Cost		Fair Value		% of Total Fair Value

At March 31, 2018
Maturity
Due in one year or less	$	513,226	$	507,980	4.3	%
Due after one year through five years	4,642,999		4,626,323		39.2	%
Due after five years through ten years	1,942,501		1,911,664		16.2	%
Due after ten years	193,822		201,868		1.7	%
	7,292,548		7,247,835		61.4	%
Agency RMBS	1,956,394		1,914,845		16.2	%
CMBS	1,042,704		1,030,621		8.7	%
Non-Agency RMBS	39,930		41,397		0.4	%
ABS	1,566,484		1,566,698		13.3	%
Total	$	11,898,060	$	11,801,396	100.0	%

At December 31, 2017
Maturity
Due in one year or less	$	486,659	$	484,663	3.8	%
Due after one year through five years	4,906,207		4,912,189		38.9	%
Due after five years through ten years	2,338,964		2,350,433		18.6	%
Due after ten years	209,357		218,729		1.7	%
	7,941,187		7,966,014		63.0	%
Agency RMBS	2,414,720		2,395,152		19.0	%
CMBS	776,715		777,728		6.2	%
Non-Agency RMBS	45,713		46,831		0.4	%
ABS	1,432,884		1,436,281		11.4	%
Total	$	12,611,219	$	12,622,006	100.0	%

Table of Contents

AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


3.	INVESTMENTS (CONTINUED)

Gross Unrealized Losses

The following table summarizes fixed maturities and ~~equities~~equity securities in an unrealized loss position and the aggregate fair value and gross unrealized loss by length of time the security has continuously been in an unrealized loss position:

12 months or greater Less than 12 months Total

Fair
Value

Unrealized
Losses

Fair
Value

Unrealized
Losses

Fair
Value

Unrealized
Losses

At September 30, 2017
Fixed maturities
U.S. government and agency $ 161,425
$ (5,641 ) $ 1,207,943
$ (6,733 ) $ 1,369,368
$ (12,374 )
Non-U.S. government 61,872
(7,354 ) 163,477
(1,190 ) 225,349
(8,544 )
Corporate debt 412,832
(12,553 ) 990,308
(9,047 ) 1,403,140
(21,600 )
Agency RMBS 350,010
(8,130 ) 1,126,956
(10,362 ) 1,476,966
(18,492 )
CMBS 13,919
(238 ) 221,941
(1,500 ) 235,860
(1,738 )
Non-Agency RMBS 8,342
(803 ) 222
(1 ) 8,564
(804 )
ABS 16,816
(409 ) 323,886
(373 ) 340,702
(782 )
Municipals 23,339
(474 ) 40,913
(211 ) 64,252
(685 )
Total fixed maturities $ 1,048,555
$ (35,602 ) $ 4,075,646
$ (29,417 ) $ 5,124,201
$ (65,019 )

Equity securities
Common stocks $ 33
$ (135 ) $ 2,939
$ (434 ) $ 2,972
$ (569 )
Exchange-traded funds —
—
—
—
—
—

Bond mutual funds —
—
24,145
(1,673 ) 24,145
(1,673 )
Total equity securities $ 33
$ (135 ) $ 27,084
$ (2,107 ) $ 27,117
$ (2,242 )

At December 31, 2016
Fixed maturities
U.S. government and agency $ 54,051
$ (2,729 ) $ 1,340,719
$ (24,275 ) $ 1,394,770
$ (27,004 )
Non-U.S. government 149,360
(38,683 ) 283,796
(10,971 ) 433,156
(49,654 )
Corporate debt 230,218
(30,652 ) 1,948,976
(44,488 ) 2,179,194
(75,140 )
Agency RMBS 76,694
(1,101 ) 1,724,170
(34,876 ) 1,800,864
(35,977 )
CMBS 84,640
(749 ) 193,499
(2,815 ) 278,139
(3,564 )
Non-Agency RMBS 13,642
(1,752 ) 7,194
(271 ) 20,836
(2,023 )
ABS 362,110
(1,950 ) 266,763
(893 ) 628,873
(2,843 )
Municipals 774
(29 ) 68,598
(961 ) 69,372
(990 )
Total fixed maturities $ 971,489
$ (77,645 ) $ 5,833,715
$ (119,550 ) $ 6,805,204
$ (197,195 )

Equity securities
Common stocks $ —
$ —
$ 37
$ (342 ) $ 37
$ (342 )
Exchange-traded funds 4,959
(461 ) 87,760
(2,173 ) 92,719
(2,634 )
Bond mutual funds —
—
123,954
(9,092 ) 123,954
(9,092 )
Total equity securities $ 4,959
$ (461 ) $ 211,751
$ (11,607 ) $ 216,710
$ (12,068 )



	12 months or greater					Less than 12 months					Total
	Fair Value		Unrealized Losses			Fair Value		Unrealized Losses			Fair Value		Unrealized Losses

At March 31, 2018⁽¹⁾
Fixed maturities
U.S. government and agency	$	179,214	$	(7,184	)	$	1,219,143	$	(18,710	)	$	1,398,357	$	(25,894	)
Non-U.S. government	47,017		(4,693		)	214,545		(4,563		)	261,562		(9,256		)
Corporate debt	335,415		(15,212		)	2,853,336		(55,870		)	3,188,751		(71,082		)
Agency RMBS	603,008		(24,241		)	1,011,088		(21,952		)	1,614,096		(46,193		)
CMBS	29,098		(1,272		)	684,264		(12,775		)	713,362		(14,047		)
Non-Agency RMBS	8,089		(453		)	108,548		(77		)	116,637		(530		)
ABS	43,804		(455		)	547,077		(4,263		)	590,881		(4,718		)
Municipals	11,101		(375		)	93,140		(1,577		)	104,241		(1,952		)
Total fixed maturities	$	1,256,746	$	(53,885	)	$	6,731,141	$	(119,787	)	$	7,987,887	$	(173,672	)

At December 31, 2017
Fixed maturities
U.S. government and agency	$	194,916	$	(5,963	)	$	1,389,792	$	(10,946	)	$	1,584,708	$	(16,909	)
Non-U.S. government	62,878		(6,806		)	204,110		(2,717		)	266,988		(9,523		)
Corporate debt	407,300		(11,800		)	2,041,845		(18,051		)	2,449,145		(29,851		)
Agency RMBS	759,255		(17,453		)	1,172,313		(10,247		)	1,931,568		(27,700		)
CMBS	31,607		(703		)	348,943		(2,422		)	380,550		(3,125		)
Non-Agency RMBS	8,029		(788		)	4,197		(11		)	12,226		(799		)
ABS	57,298		(570		)	392,170		(1,424		)	449,468		(1,994		)
Municipals	11,230		(269		)	65,632		(703		)	76,862		(972		)
Total fixed maturities	$	1,532,513	$	(44,352	)	$	5,619,002	$	(46,521	)	$	7,151,515	$	(90,873	)
Equity securities
Common stocks	$	—	$	—		$	3,202	$	(590	)	$	3,202	$	(590	)
Exchange-traded funds	—		—			12,323		(294		)	12,323		(294		)
Bond mutual funds	—		—			12,184		(999		)	12,184		(999		)
Total equity securities	$	—	$	—		$	27,709	$	(1,883	)	$	27,709	$	(1,883	)


(1)	Effective January 1, 2018, the Company adopted ASU No. 2016-01 which requires equity securities to be measured at fair value with changes in fair value recognized in net income therefore equity securities at fair value are excluded from the table above at March 31, 2018.

Fixed Maturities

At March 31,2018, 2,940 fixed maturities (2017: 2,424) were in an unrealized loss position of $174 million (2017: $91 million), of which $11 million (2017: $7 million) was related to securities below investment grade or not rated.

At March 31,2018, 555 fixed maturities (2017: 627) had been in a continuous unrealized loss position for twelve months or greater and had a fair value of $1,257 million (2017: $1,533 million). Following a credit impairment review, it was concluded that these securities as well as the remaining securities in an unrealized loss position were temporarily impaired at March 31,2018, and were expected to recover in value as the securities approach maturity. At March 31,2018, the Company did not intend to sell the securities

1820

Table of Contents

AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


4.3.	INVESTMENTS (CONTINUED)

~~Fixed Maturities~~

At ~~September 30,2017~~, ~~1,625~~ ~~fixed maturities (2016~~: ~~1,881) were in an unrealized loss position of $65 million (2016: $197 million), of which~~ ~~$6 million~~ (~~2016~~: ~~$15 million) was related to securities below investment grade or not rated.~~

At ~~September 30,2017~~, ~~403~~ (~~2016~~: ~~330) securities had been in a continuous unrealized loss position for 12 months or greater and had a fair value of $1,049 million (2016~~: $971 million). Following our credit impairment review, we concluded that these securities as well as the remaining securities in an unrealized loss position in the above table were temporarily impaired at ~~September 30,2017, and were expected to recover in value as the securities approach maturity. Further, at~~ ~~September 30,2017, we did not intend to sell these securities~~ in an unrealized loss position and it is more likely than not that wethe Company will not be required to sell these securities before the anticipated recovery of their amortized costs.

~~Equity Securities~~

At ~~September 30,2017~~, 31 ~~securities (2016~~: 23~~) were in an unrealized loss position of $2 million (2016: $12 million).~~

At ~~September 30,2017, 2 securities (2016~~: 3) was in a continuous unrealized loss position for 12 months or greater. Based on our impairment review process and our ability and intent to hold these securities for a reasonable period of time sufficient for a full recovery, we concluded that the above equities in an unrealized loss position were temporarily impaired at ~~September 30,2017~~.

b) Mortgage Loans

The following table provides a breakdown of ~~our~~the Company's mortgage loans held-for-investment:

September 30, 2017 December 31, 2016

Carrying Value % of Total Carrying Value % of Total

Mortgage Loans held-for-investment:
Commercial $ 360,381
100 % $ 349,969
100 %
360,381
100 % 349,969
100 %
Valuation allowances —
— % —
— %
Total Mortgage Loans held-for-investment $ 360,381
100 % $ 349,969
100 %



	March 31, 2018				December 31, 2017
	Carrying Value		% of Total		Carrying Value		% of Total

Mortgage Loans held-for-investment:
Commercial	$	364,769	100	%	$	325,062	100	%
	364,769		100	%	325,062		100	%
Valuation allowances	—		—	%	—		—	%
Total Mortgage Loans held-for-investment	$	364,769	100	%	$	325,062	100	%

~~For commercial mortgage loans, the~~The primary credit quality indicator for commercial mortgage loans is the debt service coverage ratio ~~(which~~which compares a property’s net operating income to amounts needed to service the principal and interest due under the loan, ~~generally,~~(generally, the lower the debt service coverage ratio, the higher the risk of experiencing a credit loss) and the loan-to-value ratio ~~(loan-to-value ratios compare~~which compares the unpaid principal balance of the loan to the estimated fair value of the underlying collateral ~~generally,~~(generally, the higher the loan-to-value ratio, the higher the risk of experiencing a credit loss). The debt service coverage ratio and loan-to-value ratio, as well as the values utilized in calculating these ratios, are updated annually, on a rolling basis.

~~We have~~The Company has a high quality mortgage loan portfolio with weighted average debt service coverage ratios in excess of ~~3.0x~~2.9x and weighted average loan-to-value ratios of less than 60%. ~~There~~At March 31, 2018 there are no credit losses associated with the commercial mortgage loans ~~that we hold at September 30, 2017.~~held by the Company.

~~There~~At March 31, 2018, there are no past due ~~amounts at September 30, 2017.~~amounts.

1921

Table of Contents

AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


4.3.	INVESTMENTS (CONTINUED)

c) Other Investments

The following ~~table provides~~tables provide a breakdown of ~~our investments in hedge funds, direct lending funds, private equity funds, real estate funds, CLO-Equities and~~the Company's other ~~privately held~~ investments, together with additional information relating to the liquidity of each category:

Fair Value
Redemption Frequency
(if currently eligible)

Redemption
Notice Period

At September 30, 2017

Long/short equity funds $ 64,067
8 % Annually 60 days
Multi-strategy funds 286,452
35 % Quarterly, Semi-annually 60-95 days
Event-driven funds 48,578
6 % Annually 45 days
Direct lending funds 232,389
28 % n/a n/a
Private equity funds 71,896
9 % n/a n/a
Real estate funds 46,691
6 % n/a n/a
CLO-Equities 36,782
3 % n/a n/a
Other privately held investments 43,398
5 % n/a n/a
Total other investments $ 830,253
100 %

At December 31, 2016

Long/short equity funds $ 118,619
14 % Semi-annually, Annually 45-60 days
Multi-strategy funds 285,992
34 % Quarterly, Semi-annually 60-95 days
Event-driven funds 93,539
11 % Annually 45 days
Direct lending funds 134,650
16 % n/a n/a
Private equity funds 81,223
10 % n/a n/a
Real estate funds 13,354
2 % n/a n/a
CLO-Equities 60,700
8 % n/a n/a
Other privately held investments 42,142
5 % n/a n/a
Total other investments $ 830,219
100 %



	Fair Value				Redemption Frequency (if currently eligible)	Redemption Notice Period

At March 31, 2018
Long/short equity funds	$	25,489	3	%	Annually	60 days
Multi-strategy funds	283,298		28	%	Quarterly, Semi-annually	60-95 days
Event-driven funds	37,680		4	%	Annually	45 days
Direct lending funds	261,902		26	%	n/a	n/a
Private equity funds	65,811		7	%	n/a	n/a
Real estate funds	54,720		5	%	n/a	n/a
CLO-Equities	28,556		2	%	n/a	n/a
Other privately held investments	48,787		5	%	n/a	n/a
Overseas deposits	203,344		20	%	n/a	n/a
Total other investments	$	1,009,587	100	%

At December 31, 2017
Long/short equity funds	$	38,470	4	%	Annually	60 days
Multi-strategy funds	286,164		28	%	Quarterly, Semi-annually	60-95 days
Event-driven funds	39,177		4	%	Annually	45 days
Direct lending funds	250,681		25	%	n/a	n/a
Private equity funds	68,812		7	%	n/a	n/a
Real estate funds	50,009		5	%	n/a	n/a
CLO-Equities	31,413		2	%	n/a	n/a
Other privately held investments	46,430		5	%	n/a	n/a
Overseas deposits	198,217		20	%	n/a	n/a
Total other investments	$	1,009,373	100	%

n/a - not applicable

The investment strategies for the above funds are as follows:

Long/short equity funds: Seek to achieve attractive returns primarily by executing an equity trading strategy involving both long and short investments in publicly-traded ~~equities.~~equity securities.

Multi-strategy funds: Seek to achieve above-market returns by pursuing multiple investment strategies to diversify risks and reduce volatility. This category includes funds of hedge funds which invest in a large pool of hedge funds across a diversified range of hedge fund strategies.

Event-driven funds: Seek to achieve attractive returns by exploiting situations where announced or anticipated events create opportunities.

Direct lending funds: Seek to achieve attractive risk-adjusted returns, including current income generation, by investing in funds which provide financing directly to borrowers.

Private equity funds: Seek to achieve attractive risk-adjusted returns by investing in private transactions over the course of several years.

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4.3.	INVESTMENTS (CONTINUED)

Real estate funds: Seek to achieve attractive risk-adjusted returns by making and managing investments in real estate and real estate securities and businesses.

Two common redemption restrictions which may impact ~~our~~the Company's ability to redeem ~~our~~ hedge funds are gates and lockups. A gate is a suspension of redemptions which may be implemented by the general partner or investment manager of the fund in order to defer, in whole or in part, the redemption request in the event the aggregate amount of redemption requests exceeds a predetermined percentage of the fund's net assets which may otherwise hinder the general partner or investment manager's ability to liquidate holdings in an orderly fashion in order to generate the cash necessary to fund extraordinarily large redemption payouts. A lockup period is the initial amount of time an investor is contractually required to hold the security before having the ability to redeem. During ~~2017~~the three months ended March 31, 2018 and ~~2016~~,2017, neither of these restrictions impacted ~~our~~the Company's redemption requests. At ~~September 30,~~ ~~2017, $64~~March 31, 2018, $25 million ~~(2016: $60~~(2017: $38 million), representing ~~16% (2016~~: ~~12%~~7% (2017: 11%) of ~~our~~ total hedge funds, relate to ~~holdings~~a holding where ~~we are~~the Company is still within the lockup period. The expiration of ~~these~~this lockup ~~periods range from December 2017 to~~period is in March 2019.

At ~~September 30,2017, we~~March 31, 2018, the Company had ~~$142~~$128 million (~~2016: $176~~ (2017: $137 million) of unfunded commitments as a limited partner in direct lending funds. Once the full amount of committed capital has been called by the General Partner of each of these funds, the assets will not be fully returned until the completion of the fund's investment term. These funds have investment terms ranging from 5-10five to ten years and the General Partners of certain funds have the option to extend the term by up to 3three years.

At ~~September 30,2017, we~~March 31, 2018, the Company had ~~$16~~$17 million (~~2016: $12~~(2017: $16 million) of unfunded commitments as a limited partner in multi-strategy hedge funds. Once the full amount of committed capital has been called by the General Partner of each of these funds, the assets will not be fully returned until after the completion of the funds' investment term. These funds have investment terms ranging from 2two years to the dissolution of the underlying fund.

At ~~September 30, 2017, we~~March 31, 2018, the Company had ~~$120~~$105 million ~~(2016: $140~~(2017: $115 million) of unfunded commitments as a limited partner in funds which invest in real estate and real estate securities and businesses. These funds have investment terms ranging from 7seven years to the dissolution of the underlying fund.

At ~~September 30, 2017, we~~March 31, 2018, the Company had ~~$21~~$18 million ~~(2016: $24~~(2017: $21 million) of unfunded commitments as a limited partner in a private equity fund. The life of the fund is subject to the dissolution of the underlying funds. ~~We expect~~The Company expects the overall holding period to be over 10ten years.

During 2015, wethe Company made a $50 million commitment as a limited partner of a bank revolver opportunity fund. The fund ~~is subject to~~has an investment term of 7seven years and the General Partners have the option to extend the term by up to 2two years. At ~~September 30, 2017,~~March 31, 2018, this commitment remains unfunded. It is not anticipated that the full amount of this fund will be drawn.

During 2017, the Company made a $75 million commitment as a limited partner of an open-ended commercial mortgage income fund. At March 31, 2018, this commitment remains unfunded.

Syndicate 2007 holds overseas deposits which include investments in private funds where the underlying investments are primarily U.S. government, Non-U.S. government and corporate debt securities. The funds do not trade on an exchange therefore are not included within available for sale investments.

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4.3.	INVESTMENTS (CONTINUED)

d) Equity Method Investments

During 2016, wethe Company paid $108 million including direct transaction costs to acquire 19% of the common equity of Harrington Reinsurance Holdings Limited ("Harrington"), the parent company of Harrington Re Ltd. ("Harrington Re"), an independent reinsurance company jointly sponsored by AXIS Capital and The Blackstone Group L.P. ("Blackstone"). Through long-term service agreements, AXIS Capital will serve as Harrington Re's reinsurance underwriting manager and Blackstone will serve as exclusive investment management service provider. As an investor, ~~we expect~~the Company expects to benefit from underwriting profit generated by Harrington Re and the income and capital appreciation Blackstone seeks to deliver through its investment management services. In addition, ~~we have~~the Company has entered into an arrangement with Blackstone under which underwriting and investment related fees will be shared equally. Harrington is not a variable interest entity. Given that ~~we exercise~~the Company exercises significant influence over the operating and financial policies of this investee, ~~we account~~the Company accounts for ~~our~~the ownership in Harrington under the equity method of accounting. The Company's proportionate share of the underlying equity in net assets resulted in a basis difference of $5 million which represents initial transactions costs.

During the ~~nine~~three months ended ~~September 30,~~March 31, 2017, wethe Company recorded an impairment charge of $9$6 million, related to a U.S. based insurance company, which reduced the carrying value of the investment from $9 million to $3 million. During the three months ended June 30, 2017, the carrying value of the investment was reduced to $nil. ~~This charge is~~These charges were included in interest in income (loss) of equity method investments in the Consolidated Statement of Operations.

e) Net Investment Income

Net investment income was derived from the following sources:

Three months ended September 30, Nine months ended September 30,

2017 2016 2017 2016

Fixed maturities $ 74,978
$ 75,827
$ 230,603
$ 229,423

Other investments 17,373
38,248
59,973
25,770

Equity securities 3,223
4,633
11,048
12,843

Mortgage loans 2,895
2,191
7,970
5,683

Cash and cash equivalents 3,111
3,768
9,640
7,071

Short-term investments 698
337
1,797
708

Gross investment income 102,278
125,004
321,031
281,498

Investment expenses (7,109 ) (8,081 ) (21,132 ) (23,680 )
Net investment income $ 95,169
$ 116,923
$ 299,899
$ 257,818



	Three months ended March 31,
	2018			2017

Fixed maturities	$	83,958		$	77,407
Other investments	13,704			18,962
Equity securities	1,758			3,478
Mortgage loans	3,125			2,477
Cash and cash equivalents	4,153			3,095
Short-term investments	875			438
Gross investment income	107,573			105,857
Investment expenses	(6,574		)	(7,193		)
Net investment income	$	100,999		$	98,664

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4.3.	INVESTMENTS (CONTINUED)

f) Net ~~Realized~~ Investment ~~Gains (Losses)~~Losses

The following table provides an analysis of net ~~realized~~ investment ~~gains (losses):~~losses:

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Gross realized gains
Fixed maturities and short-term investments $ 19,297
$ 26,211
$ 57,524
$ 67,833

Equities 17,980
5,570
33,794
18,804

Gross realized gains 37,277
31,781
91,318
86,637

Gross realized losses
Fixed maturities and short-term investments (15,893 ) (21,908 ) (83,183 ) (90,702 )
Equities (45 ) (576 ) (258 ) (15,923 )
Gross realized losses (15,938 ) (22,484 ) (83,441 ) (106,625 )
Net OTTI recognized in earnings (5,412 ) (4,247 ) (13,493 ) (20,346 )

Change in fair value of investment derivatives⁽¹⁾
(1,295 ) 155
(9,195 ) 39

Net realized investment gains (losses) $ 14,632
$ 5,205
$ (14,811 ) $ (40,295 )



	Three months ended March 31,
	2018			2017

Gross realized investment gains
Fixed maturities and short-term investments	$	31,628		$	20,777
Equity securities	17,557			15,783
Gross realized investment gains	49,185			36,560
Gross realized investment losses
Fixed maturities and short-term investments	(43,535		)	(52,935		)
Equity securities	(1,276		)	(189		)
Gross realized investment losses	(44,811		)	(53,124		)
Net OTTI recognized in net income	(414		)	(6,553		)
Change in fair value of investment derivatives⁽¹⁾	2,023			(1,933		)
Net unrealized gains (losses) on equity securities⁽²⁾	(20,813		)	—
Net investment losses	$	(14,830	)	$	(25,050	)

(1) Refer to Note 65 'Derivative Instruments'.

(2) Effective January 1, 2018, the Company adopted ASU No. 2016-01. The change in fair value of equity securities is now recognized in net investment losses.

The following table summarizes the OTTI recognized in ~~earnings~~net income by asset class:

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Fixed maturities:
Non-U.S. government $ 3,905
$ 2,456
$ 8,187
$ 2,953

Corporate debt 1,507
1,791
5,306
14,833

5,412
4,247
13,493
17,786

Equity Securities
Exchange-traded funds —
—
—
2,560

—
—
—
2,560

Total OTTI recognized in earnings $ 5,412
$ 4,247
$ 13,493
$ 20,346



	Three months ended March 31,
	2018		2017

Fixed maturities:
Non-U.S. government	$	—	$	4,282
Corporate debt	414		2,271
Total OTTI recognized in net income	$	414	$	6,553

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4.3.	INVESTMENTS (CONTINUED)

The following table provides a roll forward of the credit losses ("credit loss table"), before income taxes, for which a portion of the OTTI was recognized in AOCI:

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Balance at beginning of period $ 1,481
$ 1,513
$ 1,493
$ 1,506

Credit impairments recognized on securities not previously impaired —
—
—
—

Additional credit impairments recognized on securities previously impaired 2
—
2
7

Change in timing of future cash flows on securities previously impaired —
—
—
—

Intent to sell of securities previously impaired —
—
—
—

Securities sold/redeemed/matured —
(33 ) (12 ) (33 )
Balance at end of period $ 1,483
$ 1,480
$ 1,483
$ 1,480



	Three months ended March 31,
	2018			2017

Balance at beginning of period	$	1,494		$	1,493
Credit impairments recognized on securities not previously impaired	—			—
Additional credit impairments recognized on securities previously impaired	—			—
Change in timing of future cash flows on securities previously impaired	—			—
Intent to sell of securities previously impaired	—			—
Securities sold/redeemed/matured	(10		)	(10		)
Balance at end of period	$	1,484		$	1,483

g) Reverse Repurchase Agreements

At ~~September 30, 2017, we~~March 31, 2018, the Company held ~~$34~~$24 million ~~(December 31, 2016: $176~~(2017: $37 million) of reverse repurchase agreements. These loans are fully collateralized, are generally outstanding for a short period of time and are presented on a gross basis as part of cash and cash equivalents in the Company's Consolidated Balance ~~Sheet.~~Sheets. The required collateral for these loans is either cash or U.S. Treasuries at a minimum rate of 102% of the loan principal. Upon maturity, ~~we receive~~the Company receives principal and interest income. ~~We monitor~~The Company monitors the estimated fair value of the securities loaned and borrowed on a daily basis with additional collateral obtained as necessary throughout the duration of the transaction.

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5.4.	FAIR VALUE MEASUREMENTS

Fair Value Hierarchy

Fair value is defined as the price to sell an asset or transfer a liability (i.e. the ~~“exit price”~~"exit price") in an orderly transaction between market participants. U.S. GAAP prescribes a fair value hierarchy that prioritizes the inputs to valuation techniques used to measure fair value. The hierarchy gives the highest priority to quoted prices in active markets and the lowest priority to unobservable data. The level in the hierarchy within which a given fair value measurement falls is determined based on the lowest level input that is significant to the measurement. The hierarchy is broken down into three levels as follows:

Level 1 - Valuations based on unadjusted quoted prices in active markets for identical assets or liabilities that ~~we have~~the Company has the ability to access.

Level 2 - Valuations based on quoted prices in active markets for similar assets or liabilities, quoted prices for identical assets or liabilities in inactive markets, or for which significant inputs are observable (e.g. interest rates, yield curves, prepayment speeds, default rates, loss severities, etc.) or can be corroborated by observable market data.

Level 3 - Valuations based on inputs that are unobservable and significant to the overall fair value measurement. The unobservable inputs reflect ~~our~~the Company's own judgments about assumptions that market participants might use.

The availability of observable inputs can vary from financial instrument to financial instrument and is affected by a wide variety of 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 transaction. 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 usthe Company to change the selection of ~~our~~ valuation technique (from market to cash flow approach) or may cause usthe Company to use multiple valuation techniques to estimate the fair value of a financial instrument. This circumstance could cause an instrument to be reclassified between levels within the fair value hierarchy.

Valuation Techniques

The valuation techniques, including significant inputs and assumptions generally used to determine the fair values of ~~our~~the Company's financial instruments as well as the classification of the fair values of ~~our~~its financial instruments in the fair value hierarchy are described in detail below.

Fixed Maturities

At each valuation date, ~~we use~~the Company uses the market approach valuation technique to estimate the fair value of ~~our~~its fixed maturities portfolio, when possible. This market approach includes, but is not limited to, prices obtained from third party pricing services for identical or comparable securities and the use of ~~“pricing~~"pricing matrix ~~models”~~models" using observable market inputs such as yield curves, credit risks and spreads, measures of volatility, and prepayment speeds. Pricing from third party pricing services is sourced from multiple vendors, when available, and ~~we maintain~~the Company maintains a vendor hierarchy by asset type based on historical pricing experience and vendor expertise. When prices are unavailable from pricing services, ~~we obtain~~the Company obtains non-binding quotes from broker-dealers who are active in the corresponding markets. The valuation techniques including significant inputs generally used to determine the fair values of ~~our~~the Company's fixed maturities by asset class as well as the classifications of the fair values of these securities in the fair value hierarchy are described in detail below.

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5.4.	FAIR VALUE MEASUREMENTS (CONTINUED)

U.S. government and agency

U.S. government and agency securities consist primarily of bonds 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. As the fair values of U.S. Treasury securities are based on unadjusted market prices in active markets, these securities are classified as Level 1. The fair values of U.S. government agency securities are determined using the spread above the risk-free yield curve. As the yields for the risk-free yield curve and the spreads are observable market inputs, the fair values of U.S. government agency securities are classified as Level 2.

Non-U.S. government

Non-U.S. government securities include bonds issued by non-U.S. governments and their agencies along with supranational organizations (collectively also known as sovereign debt securities). The fair values of these securities are based on prices obtained from international indices or valuation models that include inputs such as interest rate yield curves, cross-currency basis index spreads, and country credit spreads for structures similar to the sovereign bond in terms of issuer, maturity and seniority. As the significant inputs used to price these securities are observable market inputs, the fair values of non-U.S. government securities are classified as Level 2.

Corporate debt

Corporate debt securities consist primarily of investment-grade debt of a wide variety of corporate issuers and industries. The fair values of these securities are generally determined using the spread above the risk-free yield curve. These spreads are generally obtained from the new issue market, secondary trading and broker-dealer quotes. As the yields for the risk-free yield curve and the spreads are observable market inputs, the fair values of corporate debt securities are classified as Level 2. Where pricing is unavailable from pricing services, ~~we obtain~~the Company obtains non-binding quotes from broker-dealers to estimate fair value. This is generally the case when there is a low volume of trading activity and current transactions are not orderly. In this event, the fair values of these securities are classified as Level 3.

Agency RMBS

Agency RMBS consist of bonds issued by the Federal National Mortgage Association, the Federal Home Loan Mortgage Corporation and the Government National Mortgage Association. The fair values of these securities are priced using a mortgage pool specific model which uses daily inputs from the active to be announced market and the spread associated with each mortgage pool based on vintage. As the significant inputs used to price these securities are observable market inputs, the fair values of Agency RMBS are classified as Level 2.

CMBS

CMBS include mostly investment-grade bonds originated by non-agencies. The fair values of these securities are determined using a pricing model which uses dealer quotes and other available trade information along with security level characteristics to determine deal specific spreads. As the significant inputs used to price these securities are observable market inputs, the fair values of CMBS securities are classified as Level 2. Where pricing is unavailable from pricing services, ~~we obtain~~the Company obtains non-binding quotes from broker-dealers to estimate fair value. This is generally the case when there is a low volume of trading activity and current transactions are not orderly. In this event, the fair values of these securities are classified as Level 3.

Non-Agency RMBS

Non-Agency RMBS include mostly investment-grade bonds originated by non-agencies. The fair values of these securities are determined using an option adjusted spread model or other relevant models, which use inputs including available trade information or broker quotes, prepayment and default projections based on historical statistics of the underlying collateral and current market data. As the significant inputs used to price these securities are observable market inputs, the fair values of Non-Agency RMBS are classified as Level 2.

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5.4.	FAIR VALUE MEASUREMENTS (CONTINUED)

ABS

ABS include mostly investment-grade bonds backed by pools of loans with a variety of underlying collateral, including ~~automobile loan receivables,~~auto loans, student loans, credit card receivables, CDOs and CLO debt originated by a variety of financial institutions. The fair values of these securities are determined using a model which uses prepayment speeds and spreads sourced primarily from the new issue market. As the significant inputs used to price these securities are observable market inputs, the fair values of ABS are classified as Level 2. Where pricing is unavailable from pricing services, ~~we obtain~~the Company obtains non-binding quotes from broker-dealers to estimate fair value. This is generally the case when there is a low volume of trading activity and current transactions are not orderly. In this event, the fair values of these securities are classified as Level 3.

Municipals

Municipals comprise revenue and general obligation bonds issued by U.S. domiciled state and municipal entities. The fair values of these securities are determined using spreads obtained from the new issue market, trade prices and broker-dealers quotes. As the significant inputs used to price these securities are observable market inputs, the fair values of municipals are classified as Level 2.

Equity Securities

Equity securities include common stocks, exchange-traded funds and bond mutual funds. As the fair values of common stocks and exchange-traded funds are based on unadjusted quoted market prices in active markets, these securities are classified as Level 1.

As bond mutual funds have daily liquidity with ~~redemption~~redemptions based on the Net Asset Values per share ("NAV") of the funds, the fair values of these securities are classified as Level 2.

Other Investments

Other privately held securities include convertible preferred shares, convertible notes and notes payable. These securities are initially valued at cost which approximates fair value. In subsequent measurement periods, the fair values of these securities are determined using an income approach valuation technique, specifically an internally developed discounted cash flow model. As the significant inputs used to price these securities are unobservable, the fair value of these securities are classified as Level 3.

Indirect investments in CLO-Equities are classified as Level 3 as the fair values of these securities are estimated using an income approach valuation technique, ~~(discounted~~specifically an externally developed discounted cash flow ~~model)~~model due to the lack of observable and relevant trades in secondary markets. Direct investments in CLO-Equities are also classified as Level 3 as the fair values of these securities are estimated using a liquidation valuation.

Overseas deposits include investments in private funds held by Syndicate 2007 where the underlying investments are primarily U.S. government, Non-U.S. government and corporate debt securities. The funds do not trade on an exchange therefore are not included within available for sale investments. As the significant inputs used to price the underlying investments are observable market inputs, the fair values of overseas deposits are classified as Level 2.

Short-Term Investments

Short-term investments primarily comprise highly liquid securities with maturities greater than three months but less than one year from the date of purchase. These securities are classified as Level 2 because these securities are typically not actively traded due to their approaching maturity and, as such, their amortized cost approximates fair value.

Derivative Instruments

Derivative ~~Instruments~~instruments include foreign currency forward contracts, exchange traded interest rate swaps and commodity contracts that are customized to ~~our~~the Company's economic hedging strategies and trade in the over-the-counter derivative market. The fair values of these derivatives are determined using ~~the~~a market approach valuation technique based on significant observable market inputs from third party pricing vendors, non-binding broker-dealer quotes and/or recent trading activity. ~~Accordingly,~~As the significant inputs used to price these securities are observable market inputs,, the fair values of these derivatives are classified as Level 2.

Weather derivatives relate to non-exchange traded derivative-based risk management products addressing weather risks. The fair values of these derivatives are determined using observable market inputs and unobservable inputs in combination with industry or internally developed valuation and forecasting techniques. Accordingly, the fair values of these derivatives are classified as Level 3.

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5.4.	FAIR VALUE MEASUREMENTS (CONTINUED)

Other underwriting-related derivatives include insurance and reinsurance contracts that are ~~required to be~~ accounted for as derivatives. These derivative contracts are initially valued at cost which approximates fair value. In subsequent measurement periods, the fair values of these derivatives are determined using an income approach valuation technique, specifically internally developed discounted cash flow models. As the significant inputs used to price these derivatives are unobservable, the fair ~~value~~values of these contracts are classified as Level 3.

Insurance-linked Securities

Insurance-linked securities comprise an investment in a catastrophe bond. As pricing is unavailable from pricing services, ~~we obtain~~the Company obtains non-binding quotes from broker-dealers to estimate the fair ~~values~~value of ~~these securities.~~this security. Pricing is generally unavailable when there is a low volume of trading activity and current transactions are not ~~orderly. Accordingly,~~orderly therefore the fair ~~values~~value of ~~these securities are~~this security is classified as Level 3.

Cash Settled Awards

Cash settled awards comprise restricted stock units that form part of ~~our~~the Company's compensation program. Although the fair values of these awards are determined using observable quoted market prices in active markets, the restricted stock units are not actively traded. ~~Accordingly,~~As the significant inputs used to price these securities are observable market inputs, the fair values of these liabilities are classified as Level 2.

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5.4.	FAIR VALUE MEASUREMENTS (CONTINUED)

The tables below present the financial instruments measured at fair value on a recurring basis for the periods indicated:

Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair value based on NAV practical expedient Total Fair Value

At September 30, 2017
Assets
Fixed maturities
U.S. government and agency $ 1,495,423
$ 51,895
$ —
$ —
$ 1,547,318

Non-U.S. government —
573,640
—
—
573,640

Corporate debt —
4,442,951
61,016
—
4,503,967

Agency RMBS —
2,306,822
—
—
2,306,822

CMBS —
669,736
—
—
669,736

Non-Agency RMBS —
43,817
—
—
43,817

ABS —
1,264,855
24,015
—
1,288,870

Municipals —
152,216
—
—
152,216

1,495,423
9,505,932
85,031
—
11,086,386

Equity securities
Common stocks 14,826
—
—
—
14,826

Exchange-traded funds 454,194
—
—
—
454,194

Bond mutual funds —
190,731
—
—
190,731

469,020
190,731
—
—
659,751

Other investments
Hedge funds —
—
—
399,097
399,097

Direct lending funds —
—
—
232,389
232,389

Private equity funds —
—
—
71,896
71,896

Real estate funds —
—
—
46,691
46,691

Other privately held investments —
—
43,398
—
43,398

CLO-Equities —
—
36,782
—
36,782

—
—
80,180
750,073
830,253

Short-term investments —
15,282
—
—
15,282

Other assets
Derivative instruments (see Note 6) —
5,859
—
—
5,859

Insurance-linked securities —
—
24,976
—
24,976

Total Assets $ 1,964,443
$ 9,717,804
$ 190,187
$ 750,073
$ 12,622,507

Liabilities
Derivative instruments (see Note 6) $ —
$ 1,873
$ 11,844
$ —
$ 13,717

Cash settled awards (see Note 9) —
18,369
—
—
18,369

Total Liabilities $ —
$ 20,242
$ 11,844
$ —
$ 32,086



	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair value based on NAV practical expedient		Total Fair Value

At March 31, 2018
Assets
Fixed maturities
U.S. government and agency	$	1,769,810	$	27,155	$	—	$	—	$	1,796,965
Non-U.S. government	—		661,224		—		—		661,224
Corporate debt	—		4,596,960		43,471		—		4,640,431
Agency RMBS	—		1,914,845		—		—		1,914,845
CMBS	—		1,030,621		—		—		1,030,621
Non-Agency RMBS	—		41,397		—		—		41,397
ABS	—		1,566,698		—		—		1,566,698
Municipals	—		149,215		—		—		149,215
	1,769,810		9,988,115		43,471		—		11,801,396
Equity securities
Common stocks	23,942		—		—		—		23,942
Exchange-traded funds	262,630		—		—		—		262,630
Bond mutual funds	—		149,170		—		—		149,170
	286,572		149,170		—		—		435,742
Other investments
Hedge funds ⁽¹⁾	—		—		—		346,467		346,467
Direct lending funds	—		—		—		261,902		261,902
Private equity funds	—		—		—		65,811		65,811
Real estate funds	—		—		—		54,720		54,720
Other privately held investments	—		—		48,787		—		48,787
CLO-Equities	—		—		28,556		—		28,556
Overseas deposits	—		203,344		—		—		203,344
	—		203,344		77,343		728,900		1,009,587
Short-term investments	—		56,246		—		—		56,246
Other assets
Derivative instruments (see Note 5)	—		5,283		—		—		5,283
Insurance-linked securities	—		—		25,000		—		25,000
Total Assets	$	2,056,382	$	10,402,158	$	145,814	$	728,900	$	13,333,254
Liabilities
Derivative instruments (see Note 5)	$	—	$	3,439	$	10,942	$	—	$	14,381
Cash settled awards (see Note 8)	—		8,789		—		—		8,789
Total Liabilities	$	—	$	12,228	$	10,942	$	—	$	23,170

(1) Includes Long/short equity, Multi-strategy and Event-driven funds.

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5.4.	FAIR VALUE MEASUREMENTS (CONTINUED)

Quoted Prices in Active Markets for Identical Assets (Level 1) Significant Other Observable Inputs (Level 2) Significant Unobservable Inputs (Level 3) Fair value based on NAV practical expedient Total Fair Value

At December 31, 2016
Assets
Fixed maturities
U.S. government and agency $ 1,583,106
$ 72,963
$ —
$ —
$ 1,656,069

Non-U.S. government —
565,834
—
—
565,834

Corporate debt —
4,524,868
75,875
—
4,600,743

Agency RMBS —
2,465,135
—
—
2,465,135

CMBS —
663,176
3,061
—
666,237

Non-Agency RMBS —
56,921
—
—
56,921

ABS —
1,204,750
17,464
—
1,222,214

Municipals —
163,961
—
—
163,961

1,583,106
9,717,608
96,400
—
11,397,114

Equity securities
Common stocks 78
—
—
—
78

Exchange-traded funds 514,707
—
—
—
514,707

Bond mutual funds —
123,959
—
—
123,959

514,785
123,959
—
—
638,744

Other investments
Hedge funds —
—
—
498,150
498,150

Direct lending funds —
—
—
134,650
134,650

Private equity funds —
—
—
81,223
81,223

Real estate funds —
—
—
13,354
13,354

Other privately held investments —
—
42,142
—
42,142

CLO-Equities —
—
60,700
—
60,700

—
—
102,842
727,377
830,219

Short-term investments —
127,461
—
—
127,461

Other assets
Derivative instruments (see Note 6) —
14,365
2,532
—
16,897

Insurance-linked securities —
—
25,023
—
25,023

Total Assets $ 2,097,891
$ 9,983,393
$ 226,797
$ 727,377
$ 13,035,458

Liabilities
Derivative instruments (see Note 6) $ —
$ 9,076
$ 6,500
$ —
$ 15,576

Cash settled awards (see Note 9) —
48,432
—
—
48,432

Total Liabilities $ —
$ 57,508
$ 6,500
$ —
$ 64,008



	Quoted Prices in Active Markets for Identical Assets (Level 1)		Significant Other Observable Inputs (Level 2)		Significant Unobservable Inputs (Level 3)		Fair value based on NAV practical expedient		Total Fair Value

At December 31, 2017
Assets
Fixed maturities
U.S. government and agency	$	1,658,622	$	53,847	$	—	$	—	$	1,712,469
Non-U.S. government	—		806,299		—		—		806,299
Corporate debt	—		5,244,969		52,897		—		5,297,866
Agency RMBS	—		2,395,152		—		—		2,395,152
CMBS	—		777,728		—		—		777,728
Non-Agency RMBS	—		46,831		—		—		46,831
ABS	—		1,436,281		—		—		1,436,281
Municipals	—		149,380		—		—		149,380
	1,658,622		10,910,487		52,897		—		12,622,006
Equity securities
Common stocks	25,658		—		—		—		25,658
Exchange-traded funds	427,633		—		—		—		427,633
Bond mutual funds	—		182,220		—		—		182,220
	453,291		182,220		—		—		635,511
Other investments
Hedge funds ⁽¹⁾	—		—		—		363,811		363,811
Direct lending funds	—		—		—		250,681		250,681
Private equity funds	—		—		—		68,812		68,812
Real estate funds	—		—		—		50,009		50,009
Other privately held investments	—		—		46,430		—		46,430
CLO-Equities	—		—		31,413		—		31,413
Overseas deposits	—		198,217		—		—		198,217
	—		198,217		77,843		733,313		1,009,373
Short-term investments	—		83,661		—		—		83,661
Other assets
Derivative instruments (see Note 5)	—		5,125		—		—		5,125
Insurance-linked securities	—		—		25,090		—		25,090
Total Assets	$	2,111,913	$	11,379,710	$	155,830	$	733,313	$	14,380,766
Liabilities
Derivative instruments (see Note 5)	$	—	$	2,876	$	11,510	$	—	$	14,386
Cash settled awards (see Note 8)	—		21,535		—		—		21,535
Total Liabilities	$	—	$	24,411	$	11,510	$	—	$	35,921

(1) Includes Long/short equity, Multi-strategy and Event-driven funds.

During ~~2017~~2018 and ~~2016~~2017, ~~there were~~the Company had no transfers between Levels 1 and 2.

~~Table of Contents~~

~~AXIS CAPITAL HOLDINGS LIMITED~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~


5.	~~FAIR VALUE MEASUREMENTS (CONTINUED)~~

Except certain fixed maturities and insurance-linked securities priced using broker-dealer quotes (underlying inputs are not available), the following table quantifies the significant unobservable inputs used in estimating fair values at ~~September 30,2017~~March 31, 2018 for investments classified as Level 3 in the fair value hierarchy.

Table of Contents

AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


4.	FAIR VALUE MEASUREMENTS (CONTINUED)

Fair Value Valuation Technique Unobservable Input Range
Weighted
Average

Other investments - CLO-Equities $ 32,141
Discounted cash flow Default rates 3.8% 3.8%
Loss severity rate 35.0% 35.0%
Collateral spreads 3.0% 3.0%
Estimated maturity dates 7 years 7 years

4,641
Liquidation value Fair value of collateral 100% 100%
Discount margin 0% - 17.8% 2.7%

Other investments - Other privately held investments 43,398
Discounted cash flow Discount rate 6.0% - 8.0% 7.5%

Derivatives - Other underwriting-related derivatives $ (11,844 ) Discounted cash flow Discount rate 2.3% 2.3%



	Fair Value			Valuation Technique	Unobservable Input	Range	Weighted Average

Other investments - CLO-Equities	$	27,118		Discounted cash flow	Default rates	3.0%	3.0%
					Loss severity rate	35.0%	35.0%
					Collateral spreads	3.0%	3.0%
					Estimated maturity dates	7 years	7 years

	$	1,438		Liquidation value	Fair value of collateral	100%	100%
					Discount margin	0.1% - 12.0%	2.1%

Other investments - Other privately held investments	$	48,787		Discounted cash flow	Discount rate	3.0% - 8.5%	7.2%

Derivatives - Other underwriting-related derivatives	$	(10,942	)	Discounted cash flow	Discount rate	2.7%	2.7%

The CLO-Equities market continues to be relatively inactive with only a small number of transactions being observed, particularly as it relates to transactions involving ~~our CLO-Equities.~~CLO-Equities held by the Company. Accordingly, fair values of investments in CLO-Equities are determined using models. Given that all of ~~our~~the Company's direct investments in CLO-Equities are past their reinvestment period, there is uncertainty ~~over~~regarding the remaining time tountil maturity. As such ~~our~~the Company's direct investments in CLO-Equities are estimated using a liquidation valuation. Indirect investments in CLO-Equities are valued using a discounted cash flow model prepared by an external investment manager.

The liquidation valuation is based on the fair values of the net underlying collateral which is determined by applying market discount margins by credit quality bucket. An increase (decrease) in the market discount margin would result in a decrease (increase) in value of ~~our~~the Company's CLO-Equities.

Regarding the discounted cash flow model, the default and loss severity rates are the most judgmental unobservable market inputs to which the valuation of CLO-Equities is most sensitive. A significant increase (decrease) in either of these significant inputs in isolation would result in lower (higher) fair value estimates for investments in CLO-Equities and, in general, a change in default rate assumptions ~~will~~would be accompanied by a directionally similar change in loss severity rate assumptions. Collateral spreads and estimated maturity dates are less judgmental inputs as they are based on the historical average of actual spreads and the weighted average life of the current underlying portfolios, respectively. A significant increase (decrease) in either of these significant inputs in isolation would result in higher (lower) fair value estimates for investments in CLO-Equities. In general, these inputs have no significant interrelationship with each other or with default and loss severity rates.

On a quarterly basis, ~~our~~the Company's valuation process for CLO-Equities includes a review of the underlying collateral along with related discount margins by credit quality bucket used in the liquidation valuation and a review of the underlying cash flows and key assumptions used in the discounted cash flow model. The above significant unobservable inputs are reviewed and updated based on information obtained from secondary markets, including information received from the managers of ~~our~~the Company's CLO-Equities portfolio. In order to assess the reasonableness of the inputs ~~we use~~the Company uses in ~~our~~its models, ~~we maintain~~the Company maintains an understanding of current market conditions, historical results, as well as emerging trends that may impact future cash flows. In addition,~~we update~~ the assumptions ~~we use~~the Company uses in ~~our~~its models are updated through regular communication with industry participants and ongoing monitoring of the deals in which ~~we participate~~the Company participates (e.g. default and loss severity rate trends).

Other privately held securities are initially valued at cost which approximates fair value. In subsequent measurement periods, the fair values of these securities are determined using internally developed discounted cash flow models. These models include inputs that are specific to each investment. The inputs used in the fair value measurements include dividend or interest rates and appropriate discount rates. The selection of an appropriate discount rate is judgmental and is the most significant unobservable input used in the valuation of these securities. A significant increase (decrease) in this input in isolation could result in significantly lower (higher) fair value measurement for other privately held securities. Where relevant, the Company also considers the contractual agreements which stipulate methodologies for calculating the dividend rate to be paid upon liquidation, conversion or redemption. In order to assess the

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5.4.	FAIR VALUE MEASUREMENTS (CONTINUED)

of these securities. A significant increase (decrease) in this input in isolation could result in a significantly lower (higher) fair value measurement for other privately held securities. Where relevant, we also consider the contractual agreements which stipulate methodologies for calculating the dividend rate to be paid upon liquidation, conversion or redemption. In order to assess the reasonableness of the inputs ~~we use~~that are used in the discounted cash flow models, ~~we maintain~~the Company maintains an understanding of current market conditions, historical results, as well as investee specific information that may impact future cash flows.

Other underwriting-related derivatives are initially valued at cost which approximates fair value. In subsequent measurement periods, the fair values of these derivatives are determined using internally developed discounted cash flow models which uses appropriate discount rates. The selection of an appropriate discount rate is judgmental and is the most significant unobservable input used in the valuation of these derivatives. A significant increase (decrease) in this input in isolation could result in a significantly lower (higher) fair value measurement for the derivative contracts. In order to assess the reasonableness of the inputs ~~we use~~the Company uses in the discounted cash flow model, ~~we maintain~~the Company maintains an understanding of current market conditions, historical results, as well as contract specific information that may impact future cash flows.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


5.4.	FAIR VALUE MEASUREMENTS (CONTINUED)

The following tables present changes in Level 3 for financial instruments measured at fair value on a recurring basis for the periods indicated:



	Opening Balance		Transfers into Level 3		Transfers out of Level 3			Included in net income⁽¹⁾			Included in OCI⁽²⁾		Purchases		Sales			Settlements/ Distributions			Closing Balance		Change in unrealized investment gains/(losses)⁽³⁾

Three months ended March 31, 2018
Fixed maturities
Corporate debt	$	52,897	$	—	$	(4,279	)	$	(118	)	$	1,403	$	—	$	(2,536	)	$	(3,896	)	$	43,471	$	—
CMBS	—		—		—			—			—		—		—			—			—		—
ABS	—		—		—			—			—		—		—			—			—		—
	52,897		—		(4,279		)	(118		)	1,403		—		(2,536		)	(3,896		)	43,471		—
Other investments
Other privately held investments	46,430		—		—			746			—		3,111		(1,500		)	—			48,787		746
CLO - Equities	31,413		—		—			1,616			—		—		—			(4,473		)	28,556		1,616
	77,843		—		—			2,362			—		3,111		(1,500		)	(4,473		)	77,343		2,362
Other assets
Derivative instruments	—		—		—			—			—		—		—			—			—		—
Insurance-linked securities	25,090		—		—			(90		)	—		—		—			—			25,000		(90		)
	25,090		—		—			(90		)	—		—		—			—			25,000		(90		)
Total assets	$	155,830	$	—	$	(4,279	)	$	2,154		$	1,403	$	3,111	$	(4,036	)	$	(8,369	)	$	145,814	$	2,272

Other liabilities
Derivative instruments	$	11,510	$	—	$	—		$	(568	)	$	—	$	—	$	—		$	—		$	10,942	$	(568	)
Total liabilities	$	11,510	$	—	$	—		$	(568	)	$	—	$	—	$	—		$	—		$	10,942	$	(568	)



	Opening Balance		Transfers into Level 3		Transfers out of Level 3			Included in net income⁽¹⁾		Included in OCI⁽²⁾			Purchases		Sales			Settlements/ Distributions			Closing Balance		Change in unrealized investment gains/(losses)⁽³⁾

Three months ended March 31, 2017
Fixed maturities
Corporate debt	$	75,875	$	—	$	—		$	58	$	(47	)	$	5,964	$	(15,720	)	$	(2,342	)	$	63,788	$	—
CMBS	3,061		—		—			—		(3		)	9,400		—			(2,645		)	9,813		—
ABS	17,464		—		(18,948		)	—		1,484			—		—			—			—		—
	96,400		—		(18,948		)	58		1,434			15,364		(15,720		)	(4,987		)	73,601		—
Other investments
Other privately held investments	42,142		—		—			236		—			—		—			—			42,378		236
CLO - Equities	60,700		—		—			1,029		—			—		—			(7,337		)	54,392		1,029
	102,842		—		—			1,265		—			—		—			(7,337		)	96,770		1,265
Other assets
Derivative instruments	2,532		—		—			755		—			—		—			(90		)	3,197		755
Insurance-linked securities	25,023		—		—			3		—			—		—			—			25,026		3
	27,555		—		—			758		—			—		—			(90		)	28,223		758
Total assets	$	226,797	$	—	$	(18,948	)	$	2,081	$	1,434		$	15,364	$	(15,720	)	$	(12,414	)	$	198,594	$	2,023

Other liabilities
Derivative instruments	$	6,500	$	—	$	—		$	8,686	$	—		$	—	$	—		$	1,435		$	16,621	$	7,335
Total liabilities	$	6,500	$	—	$	—		$	8,686	$	—		$	—	$	—		$	1,435		$	16,621	$	7,335


(1)	Realized gains (losses) on fixed maturities, and realized and unrealized gains (losses) on other assets and other liabilities included in net income are included in net investment gains (losses). Realized and unrealized gains and (losses) on other investments included in net income are included in net investment income.


(2)	Unrealized gains (losses) on fixed maturities are included in other comprehensive income ("OCI").


(3)	Change in unrealized investment gain (loss) relating to assets held at the reporting date.

Opening
Balance

Transfers
into
Level 3

Transfers
out of
Level 3

Included in
earnings⁽¹⁾

Included
in OCI⁽²⁾
Purchases Sales
Settlements/
Distributions

Closing
Balance

Change in
unrealized
investment
gain/(loss)⁽³⁾

Three months ended September 30, 2017
Fixed maturities
Corporate debt $ 68,320
$ —
$ (1,208 ) $ (835 ) $ (9 ) $ —
$ (2,274 ) $ (2,978 ) $ 61,016
$ —

CMBS —
—
—
—
—
—
—
—
—
—

ABS 5,999
—
(6,001 ) —
10
24,007
—
—
24,015
—

74,319
—
(7,209 ) (835 ) 1
24,007
(2,274 ) (2,978 ) 85,031
—

Other investments
Other privately held investments 42,938
—
—
460
—
—
—
—
43,398
460

CLO - Equities 47,076
—
—
1,402
—
—
—
(11,696 ) 36,782
1,402

90,014
—
—
1,862
—
—
—
(11,696 ) 80,180
1,862

Other assets
Derivative instruments —
—
—
—
—
—
—
—
—
—

Insurance-linked securities 25,047
—
—
(71 ) —
—
—
—
24,976
(71 )
25,047
—
—
(71 ) —
—
—
—
24,976
(71 )
Total assets $ 189,380
$ —
$ (7,209 ) $ 956
$ 1
$ 24,007
$ (2,274 ) $ (14,674 ) $ 190,187
$ 1,791

Other liabilities
Derivative instruments $ 12,209
$ —
$ —
$ (291 ) $ —
$ —
$ —
$ (74 ) $ 11,844
$ (291 )
Total liabilities $ 12,209
$ —
$ —
$ (291 ) $ —
$ —
$ —
$ (74 ) $ 11,844
$ (291 )

Nine months ended September 30, 2017
Fixed maturities

Corporate debt $ 75,875
$ 1,536
$ (3,112 ) $ (762 ) $ (392 ) $ 19,181
$ (21,475 ) $ (9,835 ) $ 61,016
$ —

CMBS 3,061
—
(9,418 ) —
17
9,400
—
(3,060 ) —
—

ABS 17,464
—
(24,949 ) —
1,493
30,007
—
—
24,015
—

96,400
1,536
(37,479 ) (762 ) 1,118
58,588
(21,475 ) (12,895 ) 85,031
—

Other investments
Other privately held investments 42,142
—
—
1,256
—
—
—
—
43,398
1,256

CLO - Equities 60,700
—
—
3,930
—
—
—
(27,848 ) 36,782
3,930

102,842
—
—
5,186
—
—
—
(27,848 ) 80,180
5,186

Other assets
Derivative instruments 2,532
—
—
653
—
—
—
(3,185 ) —
—

Insurance-linked securities 25,023
—
—
(47 ) —
—
—
—
24,976
(47 )
27,555
—
—
606
—
—
—
(3,185 ) 24,976
(47 )
Total assets $ 226,797
$ 1,536
$ (37,479 ) $ 5,030
$ 1,118
$ 58,588
$ (21,475 ) $ (43,928 ) $ 190,187
$ 5,139

Other liabilities
Derivative instruments $ 6,500
$ —
$ —
$ 9,991
$ —
$ 12,135
$ —
$ (16,782 ) $ 11,844
$ (291 )
Total liabilities $ 6,500
$ —
$ —
$ 9,991
$ —
$ 12,135
$ —
$ (16,782 ) $ 11,844
$ (291 )

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


5.4.	FAIR VALUE MEASUREMENTS (CONTINUED)

Opening
Balance

Transfers
into
Level 3

Transfers
out of
Level 3

Included in
earnings⁽¹⁾

Included
in OCI⁽²⁾
Purchases Sales
Settlements/
Distributions

Closing
Balance

Change in
unrealized
investment
gain/(loss)⁽³⁾

Three months ended September 30, 2016
Fixed maturities
Corporate debt $ 62,022
$ —
$ —
$ (9 ) $ 100
$ 7,563
$ —
$ (584 ) $ 69,092
$ —

CMBS 10,210
—
—
—
(48 ) —
—
(1,242 ) 8,920
—

ABS —
—
—
—
—
—
—
—
—
—

72,232
—
—
(9 ) 52
7,563
—
(1,826 ) 78,012
—

Other investments
Other privately held investments 41,755
—
—
(355 ) —
1,500
—
—
42,900
(355 )
CLO - Equities 65,883
—
—
8,419
—
—
—
(10,519 ) 63,783
8,419

107,638
—
—
8,064
—
1,500
—
(10,519 ) 106,683
8,064

Other assets
Derivative instruments 5
—
—
665
—
1,818
—
—
2,488
665

Insurance-linked securities 25,025
—
—
258
—
—
—
—
25,283
258

25,030
—
—
923
—
1,818
—
—
27,771
923

Total assets $ 204,900
$ —
$ —
$ 8,978
$ 52
$ 10,881
$ —
$ (12,345 ) $ 212,466
$ 8,987

Other liabilities
Derivative instruments $ 1,978
$ —
$ —
$ (169 ) $ —
$ 6,384
$ —
$ (9 ) $ 8,184
$ 335

Total liabilities $ 1,978
$ —
$ —
$ (169 ) $ —
$ 6,384
$ —
$ (9 ) $ 8,184
$ 335

Nine months ended September 30, 2016
Fixed maturities

Corporate debt $ 38,518
$ 20,412
$ (1,955 ) $ (988 ) $ 1,188
$ 17,107
$ (4,015 ) $ (1,175 ) $ 69,092
$ —

CMBS 10,922
—
—
—
(134 ) —
—
(1,868 ) 8,920
—

ABS —
—
—
—
—
—
—
—
—
—

49,440
20,412
(1,955 ) (988 ) 1,054
17,107
(4,015 ) (3,043 ) 78,012
—

Other investments
Other privately held investments —
—
—
(1,505 ) —
44,405
—
—
42,900
(1,505 )
CLO - Equities 27,257
36,378
—
17,431
—
—
—
(17,283 ) 63,783
17,431

27,257
36,378
—
15,926
—
44,405
—
(17,283 ) 106,683
15,926

Other assets
Derivative instruments 4,395
—
—
3,255
—
3,623
—
(8,785 ) 2,488
669

Insurance-linked securities 24,925
—
—
358
—
—
—
—
25,283
358

29,320
—
—
3,613
—
3,623
—
(8,785 ) 27,771
1,027

Total assets $ 106,017
$ 56,790
$ (1,955 ) $ 18,551
$ 1,054
$ 65,135
$ (4,015 ) $ (29,111 ) $ 212,466
$ 16,953

Other liabilities
Derivative instruments $ 10,937
$ —
$ —
$ 2,445
$ —
$ 7,189
$ —
$ (12,387 ) $ 8,184
$ 457

Total liabilities $ 10,937
$ —
$ —
$ 2,445
$ —
$ 7,189
$ —
$ (12,387 ) $ 8,184
$ 457


~~(1)~~	Gains and losses included in earnings on fixed maturities are included in net realized investment gains (losses). Gains and (losses) included in earnings on other investments are included in net investment income. Gains (losses) on weather derivatives included in earnings are included in other insurance-related income.


~~(2)~~	~~Gains and losses included in other comprehensive income (“OCI”) on fixed maturities are included in unrealized gains (losses) arising during the period.~~


~~(3)~~	~~Change in unrealized investment gain (loss) relating to assets held at the reporting date.~~

The transfers into and out of fair value hierarchy levels reflect the fair value of the securities at the end of the reporting period.

Transfers into Level 3 from Level 2

There were no transfers to Level 3 from Level 2 made during the three months ended ~~September 30,~~March 31, 2018 and 2017. The transfers to Level 3 from Level 2 made during the nine months ended September 30, 2017 were primarily due to the lack of observable market inputs and multiple quotes from pricing vendors and broker-dealers for certain fixed maturities.

~~Table of Contents~~

~~AXIS CAPITAL HOLDINGS LIMITED~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~


5.	~~FAIR VALUE MEASUREMENTS (CONTINUED)~~

There were no transfers to Level 3 from Level 2 made during the three months ended September 30, 2016. The transfers into Level 3 made during the nine months ended September 30, 2016 were primarily due to the lack of observable market inputs and multiple quotes from pricing vendors and broker-dealers for certain fixed maturities and as a result of a change in the valuation methodology used to fair value the CLO-equity fund. An income approach valuation technique (discounted cash flow model) was used to estimate the fair value of the CLO-equity fund at September 30, 2016. As the NAV practical expedient was not used to determine the fair value of the CLO-equity fund, the fair value of the fund was categorized within the fair value hierarchy.

Transfers out of Level 3 into Level 2

The transfers into Level 2 from Level 3 made during the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017 ~~were primarily due to the availability of observable market inputs and quotes from pricing vendors on certain fixed maturities.~~

~~There were no transfers to Level 2 from Level 3 made during the three months ended September 30, 2016. The transfers to Level 2 from Level 3 made during the nine months ended September 30, 2016~~ were primarily due to the availability of observable market inputs and quotes from pricing vendors on certain fixed maturities.

Measuring the Fair Value of Other Investments Using Net Asset Valuations

The fair values of hedge funds, direct lending funds, private equity funds and real estate funds are estimated using NAVs as advised by external fund managers or third party administrators. For these funds, NAVs are based on the manager's or administrator's valuation of the underlying holdings in accordance with the fund's governing documents and in accordance with U.S. GAAP.

If there is a reporting lag between the current period end and reporting date of the latest available fund valuation for any hedge fund, ~~we estimate~~the Company estimates fair values by starting with the most recently available fund valuation and adjusting for return estimates as well as any subscriptions, redemptions and distributions that took place during the current period. Return estimates are obtained from the relevant fund managers. Accordingly, ~~we do~~the Company does not typically have a reporting lag in fair value measurements of these funds. Historically, ~~our~~the Company's valuation estimates incorporating these return estimates have not significantly diverged from the subsequently received NAVs.

For direct lending funds, private equity funds, real estate funds and two of ~~our~~the Company's hedge funds, valuation statements are typically released on a three month reporting lag therefore ~~we estimate~~the Company estimates the fair value of these funds by starting with the prior quarter-end fund valuations and adjusting for capital calls, redemptions, drawdowns and distributions. Return estimates are not available from the relevant fund managers for these ~~funds. Accordingly, we~~funds therefore the Company typically ~~have~~has a reporting lag in ~~our~~its fair value measurements of these funds. ~~In 2017,~~For the three months ended March 31,2018, funds reported on a lag represented ~~51% (2016: 35%~~44% (2017: 44%) of ~~our~~the Company's total other investments balance.

WeThe Company often dodoes not have access to financial information relating to the underlying securities held within the funds, therefore management is unable to corroborate the fair values placed on the securities underlying the asset valuations provided by fund managers or fund administrators. In order to assess the reasonableness of the NAVs, ~~we perform~~the Company performs a number of monitoring procedures on a quarterly basis, to assess the quality of the information provided by fund managers and funds administrators. These procedures include, but are not limited to, regular review and discussion of each fund's performance with its manager, regular evaluation of fund performance against applicable benchmarks and the backtesting of ~~our~~the Company's fair value estimates against subsequently received NAVs. Backtesting involves comparing ~~our~~the Company's previously reported fair values for each fund against NAVs per audited financial statements (for year-end values) and final NAVs from fund managers and fund administrators (for interim values).

The fair values of hedge funds, direct lending funds, private equity funds and real estate funds are measured using the NAV practical expedient, therefore the fair values of these funds have not been categorized within the fair value hierarchy.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


5.4.	FAIR VALUE MEASUREMENTS (CONTINUED)

Financial Instruments Disclosed, But Not Carried, at Fair Value

The fair value of financial instruments accounting guidance also applies to financial instruments disclosed, but not carried, at fair value, except for certain financial instruments, including insurance contracts.

~~The~~At March 31,2018, the carrying values of cash and cash equivalents ~~(including~~including restricted ~~amounts),~~amounts, accrued investment income, receivable for investments sold, certain other assets, payable for investments purchased and certain other liabilities approximated their fair values at ~~September 30,2017~~, due to their respective short maturities. As these financial instruments are not actively traded, their fair values are classified as Level 2.

~~The~~At March 31,2018, the carrying value of mortgage loans held-for-investment approximated their fair ~~value at~~ ~~September 30,2017~~.value. The fair values of mortgage loans are primarily determined by estimating expected future cash flows and discounting them using current interest rates for similar mortgage loans with similar credit risk, or are determined from pricing for similar loans. As mortgage loans are not actively traded their fair values are classified as Level 3.

At ~~September 30,~~March 31, ~~2017~~2018, senior notes are recorded at amortized cost with a carrying value of ~~$994~~$1,377 million (~~2016~~2017: ~~$993~~$1,341 million) and a fair value of $~~1.1 billion~~1,366 million (~~2016~~2017: $~~1.0 billion~~1,412 million). The fair values of these senior notes are based on prices obtained from a third party pricing service and are determined using the spread above the risk-free yield curve. These spreads are generally obtained from the new issue market, secondary trading and broker-dealer quotes. As these spreads and the yields for the risk-free yield curve are observable market inputs, the fair values of senior notes are classified as Level 2.

At March 31,2018, notes payable are recorded at amortized cost with a carrying value of $36 million and a fair value of $36 million. The fair values of the notes payable are primarily determined by estimating expected future cash flows and discounting them using current interest rates for notes payable with similar credit risk. As notes payables are not actively traded their fair values are classified as Level 3.


6.5.	DERIVATIVE INSTRUMENTS

The ~~following table summarizes the~~ balance sheet ~~classification~~classifications of derivatives recorded at fair ~~value.~~value are shown in the following table. The notional amount of derivative contracts represents the basis upon which pay or receive amounts are calculated and isare presented in the table to quantify the volume of ~~our~~the Company's derivative activities. Notional amounts are not reflective of credit risk.

None of ~~our~~the Company's derivative instruments are designated as hedges under current accounting guidance.

September 30, 2017 December 31, 2016

Derivative
Notional
Amount

Derivative
Asset
Fair
Value⁽¹⁾

Derivative
Liability
Fair
Value⁽¹⁾

Derivative
Notional
Amount

Derivative
Asset
Fair
Value⁽¹⁾

Derivative
Liability
Fair
Value⁽¹⁾

Relating to investment portfolio:
Foreign exchange forward contracts $ 147,015
$ —
$ 439
$ 195,979
$ 12,331
$ 87

Interest rate swaps 180,000
393
—
—
—
—

Relating to underwriting portfolio:
Foreign exchange forward contracts 479,818
5,466
1,434
492,899
2,034
8,989

Weather-related contracts —
—
—
67,957
2,532
6,500

Commodity contracts —
—
—
—
—
—

Other underwriting-related contracts 85,000
—
11,844
—
—
—

Total derivatives $ 5,859
$ 13,717
$ 16,897
$ 15,576



	March 31, 2018						December 31, 2017
	Derivative Notional Amount		Derivative Asset Fair Value⁽¹⁾		Derivative Liability Fair Value⁽¹⁾		Derivative Notional Amount		Derivative Asset Fair Value⁽¹⁾		Derivative Liability Fair Value⁽¹⁾

Relating to investment portfolio:
Foreign exchange forward contracts	$	120,762	$	146	$	161	$	137,422	$	10	$	619
Interest rate swaps	166,000		—		1,379		191,000		448		1,556
Relating to underwriting portfolio:
Foreign exchange forward contracts	649,919		5,137		1,899		698,959		4,667		701
Weather-related contracts	—		—		—		—		—		—
Other underwriting-related contracts	85,000		—		10,942		85,000		—		11,510
Total derivatives			$	5,283	$	14,381			$	5,125	$	14,386


(1)	Asset and liability derivatives are classified within other assets and other liabilities in the Consolidated Balance Sheets.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


6.5.	DERIVATIVE INSTRUMENTS (CONTINUED)

Offsetting Assets and Liabilities

~~Our~~The Company's derivative instruments are generally traded under International Swaps and Derivatives Association master netting agreements, which establish terms that apply to all transactions. In the event of a bankruptcy or other stipulated event, master netting agreements provide that individual positions be replaced with a new amount, usually referred to as the termination amount, determined by taking into account market prices and converting into a single currency. Effectively, this contractual close-out netting reduces credit exposure from gross to net exposure. ~~The table below presents a~~A reconciliation of ~~our~~ gross derivative assets and liabilities to the net amounts presented in the Consolidated Balance Sheets, with the difference being attributable to the impact of master netting ~~agreements.~~agreements, is shown in the following table.

September 30, 2017 December 31, 2016
Gross Amounts Gross Amounts Offset
Net
Amounts⁽¹⁾
Gross Amounts Gross Amounts Offset
Net
Amounts⁽¹⁾

Derivative assets $ 9,682
$ (3,823 ) $ 5,859
$ 22,270
$ (5,373 ) $ 16,897

Derivative liabilities $ 17,540
$ (3,823 ) $ 13,717
$ 20,949
$ (5,373 ) $ 15,576



	March 31, 2018							December 31, 2017
	Gross Amounts		Gross Amounts Offset			Net Amounts⁽¹⁾		Gross Amounts		Gross Amounts Offset			Net Amounts⁽¹⁾

Derivative assets	$	6,703	$	(1,420	)	$	5,283	$	8,178	$	(3,053	)	$	5,125
Derivative liabilities	$	15,801	$	(1,420	)	$	14,381	$	17,439	$	(3,053	)	$	14,386


(1)	Net asset and liability derivatives are classified within other assets and other liabilities in the Consolidated Balance Sheets.

~~Refer to Note 4~~ ~~'Investments'~~ ~~for~~For information on reverse repurchase ~~agreements.~~agreements see Note 3 'Investments'.

a) Relating to Investment Portfolio

Foreign Currency Risk

~~Within our~~The Company's investment portfolio ~~we are~~is exposed to foreign currency ~~risk. Accordingly,~~risk therefore the fair values of ~~our investment portfolio~~its investments are partially influenced by the change in foreign exchange rates. WeThe Company may enter into foreign currency ~~exchange~~ forward contracts to manage the effect of this foreign currency risk. These foreign currency hedging activities are not designated as specific hedges for financial reporting purposes.

Interest Rate Risk

~~Our~~The Company's investment portfolio contains a large percentage of fixed maturities which ~~exposes us~~expose it to significant interest rate risk. As part of ~~our~~ overall management of this risk, wethe Company may use interest rate swaps.

b) Relating to Underwriting Portfolio

Foreign Currency Risk

~~Our~~The Company's (re)insurance subsidiaries and branches operate in various ~~foreign~~ countries. ~~Consequently, some~~Some of ~~our~~its business is written in currencies other than the U.S. dollar, ~~and,~~ therefore ~~our~~the underwriting portfolio is exposed to significant foreign currency risk. ~~We manage~~The Company manages foreign currency risk by seeking to match ~~our~~its foreign-denominated net liabilities under (re)insurance contracts with cash and investments that are denominated in ~~such~~the same currencies. WeThe Company may also use derivative instruments, specifically forward contracts and currency options, to economically hedge foreign currency exposures.

~~Table of Contents~~

~~AXIS CAPITAL HOLDINGS LIMITED~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~


6.	~~DERIVATIVE INSTRUMENTS (CONTINUED)~~

Weather Risk

WeDuring 2013, the Company began to write derivative-based risk management products designed to address weather risks with the objective of generating profits on a portfolio basis. The majority of this business consists of receiving a payment at contract inception in exchange for bearing the risk of variations in a quantifiable weather-related phenomenon, such as temperature. Where a client wishes to minimize the upfront payment, these transactions may be structured as swaps or collars. In general, ~~our~~the Company's portfolio of such derivative contracts is of short duration, with contracts being predominantly seasonal in nature. In order to economically hedge a portion of this portfolio, wethe Company may also purchase weather derivatives. Effective July 1, 2017, the Company no longer writes derivative-based risk management products which address weather risks.

~~Commodity Risk~~

Table of Contents

~~Within our (re)insurance portfolio we are exposed to commodity price risk. We may hedge a portion of this price risk by entering into commodity derivative contracts.~~AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


5.	DERIVATIVE INSTRUMENTS (CONTINUED)

Other Underwriting-related Risks

~~We enter~~The Company enters into insurance and reinsurance contracts that are ~~required to be~~ accounted for as derivatives. These insurance or reinsurance ~~contract provides~~contracts provide indemnification to an insured or cedant as a result of a change in a variable as opposed to ~~a change in~~ an identifiable ~~insured~~insurable event. ~~We consider~~The Company considers these contracts to be part of ~~our~~its underwriting operations.

The total unrealized and realized gains (losses) recognized in ~~earnings~~net income for derivatives not designated as hedges ~~were as follows:~~are shown in the following table:

Location of Gain (Loss) Recognized in Income on Derivative Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Relating to investment portfolio:
Foreign exchange forward contracts Net realized investment gains (losses) $ (1,815 ) $ 155
$ (6,534 ) $ 39

Interest rate swaps Net realized investment gains (losses) 520
—
(2,661 ) —

Relating to underwriting portfolio:
Foreign exchange forward contracts Foreign exchange losses (gains) (12,481 ) (182 ) (26,109 ) (2,958 )
Weather-related contracts Other insurance related income (losses) —
833
(9,629 ) 809

Commodity contracts Other insurance related income (losses) —
1,799
—
1,499

Other underwriting-related contracts Other insurance related income (losses) 514
—
852
—

Total $ (13,262 ) $ 2,605
$ (44,081 ) $ (611 )



	Location of Gain (Loss) Recognized in Income on Derivative	Three months ended March 31,
	Location of Gain (Loss) Recognized in Income on Derivative	2018			2017


Relating to investment portfolio:
Foreign exchange forward contracts	Net investment gains (losses)	$	(1,191	)	$	(2,372	)
Interest rate swaps	Net investment gains (losses)	3,214			439
Relating to underwriting portfolio:
Foreign exchange forward contracts	Foreign exchange losses (gains)	7,768			(2,758		)
Weather-related contracts	Other insurance related income (losses)	—			(7,932		)
Other underwriting-related contracts	Other insurance related income (losses)	901			—
Total		$	10,692		$	(12,623	)

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

7.6. RESERVE FOR LOSSES AND LOSS EXPENSES

Reserve Roll-Forward

The following table presents a reconciliation of ~~our~~the Company's beginning and ending gross reserve for losses and loss expenses and net reserve for unpaid losses and loss expenses for the periods indicated:

Nine months ended September 30, 2017 2016

Gross reserve for losses and loss expenses, beginning of period $ 9,697,827
$ 9,646,285

Less reinsurance recoverable on unpaid losses, beginning of period (2,276,109 ) (2,031,309 )
Net reserve for unpaid losses and loss expenses, beginning of period 7,421,718
7,614,976

Net incurred losses and loss expenses related to:
Current year 2,591,135
1,887,715

Prior years (143,495 ) (224,131 )
2,447,640
1,663,584

Net paid losses and loss expenses related to:
Current year (328,751 ) (233,124 )
Prior years (1,384,510 ) (1,334,772 )
(1,713,261 ) (1,567,896 )

Foreign exchange and other 333,456
(112,649 )

Net reserve for unpaid losses and loss expenses, end of period 8,489,553
7,598,015

Reinsurance recoverable on unpaid losses, end of period 2,298,022
2,276,792

Gross reserve for losses and loss expenses, end of period $ 10,787,575
$ 9,874,807



	Three months ended March 31,
	2018			2017

Gross reserve for losses and loss expenses, beginning of period	$	12,997,553		$	9,697,827
Less reinsurance recoverable on unpaid losses, beginning of period	(3,159,514		)	(2,276,109		)
Net reserve for unpaid losses and loss expenses, beginning of period	9,838,039			7,421,718

Net incurred losses and loss expenses related to:
Current year	715,652			631,735
Prior years	(54,307		)	(24,793		)
	661,345			606,942
Net paid losses and loss expenses related to:
Current year	(48,814		)	(31,047		)
Prior years	(675,393		)	(521,478		)
	(724,207		)	(552,525		)

Foreign exchange and other	(726,781		)	36,797

Net reserve for unpaid losses and loss expenses, end of period	9,048,396			7,512,932
Reinsurance recoverable on unpaid losses, end of period	2,986,247			2,029,031
Gross reserve for losses and loss expenses, end of period	$	12,034,643		$	9,541,963

~~We write~~The Company writes business with loss experience generally characterized as low frequency and high severity in nature, which can result in volatility in ~~our~~its financial results. During the ~~nine~~three months ended ~~September 30, 2017 and 2016, we~~March 31, 2018, the Company recognized aggregate net losses and loss expenses ~~net~~ of ~~reinstatement premiums of $702~~$35 million ~~and $145 million, respectively, in relation~~(2017: $35 million) attributable to catastrophe and ~~weather related~~weather-related events.

On January 1, 2018, AXIS Managing Agency Limited, the managing agent of Syndicate 2007 entered into an agreement for the RITC of the 2015 and prior years of account of Syndicate 2007. Under the terms of this agreement, the Company ceded $819 million of reserves for losses and loss expenses, which were included in Syndicate 2007's balance sheet at December 31, 2017, to a reinsurer. This agreement was accounted for as a novation reinsurance contract. During the three months ended March 31, 2018, the Company recognized a reduction in reserves for losses and loss expenses of $819 million representing the transfer of liabilities to the reinsurer, a reduction in investments and cash of $688 million representing the consideration paid to the reinsurer and a payable of $131 million representing the consideration due to the reinsurer.

The transfer of the insurance business of AXIS Specialty Australia to a reinsurer was approved by the Irish High Court on February 1, 2017 and the Federal Court of Australia on February 10, 2017. Consequently, the insurance policies, assets and liabilities of AXIS Specialty Australia were transferred to the reinsurer with effect from February 13, 2017. This resulted in the reduction of reserves for losses and loss expenses by $223 million and a reduction in reinsurance recoverables on unpaid and paid losses by $223 million.

On April 1, 2017, the Company acquired a 100% ownership interest in Aviabel. Foreign exchange and other includes reserves for losses and loss expenses of $79 million and reinsurance recoverables on unpaid and paid losses of $5 million related to this acquisition.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


7.6.	RESERVE FOR LOSSES AND LOSS EXPENSES (CONTINUED)

Prior Year Development

Prior year reserve development arises from changes to loss and loss expense estimates related to ~~losses incurred~~loss events that occurred in previous calendar years. Such development is summarized by segment in the following table:

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Insurance $ 2,603
$ 20,688
$ 30,740
$ 43,181

Reinsurance 45,165
55,331
112,755
180,950

Total $ 47,768
$ 76,019
$ 143,495
$ 224,131



	Three months ended March 31,
	2018		2017

Insurance	$	22,775	$	7,865
Reinsurance	31,532		16,928
Total	$	54,307	$	24,793

The following tables reconcile reserve classes to the lines of business categories and the expected claim tails:



Insurance Segment
		Reported Lines of Business

Reserve Classes	Tail	Property	Marine	Terrorism	Aviation	Credit and Political Risk	Professional Lines	Liability	Accident and Health	Discontinued lines - Novae

Property and Other	Short	X		X					X	X
Marine	Short		X
Aviation	Short				X
Credit and Political Risk	Medium					X
Professional Lines	Medium						X			X
Liability	Long							X		X

Reinsurance Segment

Reported Lines of Business

Reserve Classes

Tail

Catastrophe

Property

Credit and Surety

Professional Lines

Motor

Liability

Engineering

Agriculture

Marine and Other

Accident and Health

Discontinued lines - Novae

Property and Other

Short

Credit and Surety

Medium

Professional Lines

Medium

Motor

Long

Liability

Long

Net favorable prior year reserve development for the three months ended ~~September 30, 2017 included significant contributions from our medium and long tail reserve classes. Net favorable prior year reserve development for the nine months ended September 30, 2017~~March 31, 2018 included significant contributions from short ~~medium,~~ and ~~long~~medium tail reserve classes. Net favorable prior year reserve development for the three ~~and nine~~ months ended ~~September 30, 2016~~March 31, 2017 included significant contributions from ~~our short~~medium and long tail reserve classes.

~~Our short tail~~Short-tail business

Short-tail business includes the underlying exposures in ~~our~~ property and other, marine and aviation reserve classes within ~~our~~the insurance segment, and the property and other reserve class within ~~our~~the reinsurance segment. ~~Development from~~

For the three months ended March 31, 2018, these reserve classes contributed $5$38 million ~~and $41 million~~(2017: $4 million) of net favorable prior year reserve development, for the three and nine months ended September 30, 2017, respectively. These short-tail lines contributed $41 million and $116 million of net favorable prior year reserve development for the three and nine months ended September 30, 2016, respectively. The net favorable development for these classes primarily ~~reflected~~due to the recognition of better than expected loss emergence.

Our medium-tail business consists primarily of professional insurance and reinsurance reserve classes, credit and political risk insurance reserve class, and credit and surety reinsurance reserve class. For the three months ended September 30, 2017, the professional reinsurance reserve class contributed net favorable prior year reserve development of $9 million. For the nine months ended September 30, 2017, the professional insurance and reinsurance reserve class contributed net favorable prior year reserve development of $54 million. For the three and nine months ended September 30, 2017, the credit and surety reinsurance reserve class recorded net favorable prior year development of $17 million and $18 million, respectively. This net favorable prior year reserve development reflected the recognition of generally better than expected loss emergence. For the three and nine months ended September 30, 2016, the professional reserve classes contributed net favorable prior year reserve development of $12 million and $28 million, respectively. The net favorable prior year reserve development on these reserve classes reflected generally favorable experience as we continued to transition to more experience based methods.

Our long-tail business consists primarily of liability and motor reserve classes. For the nine months ended September 30, 2017, the liability reinsurance reserve class contributed net favorable prior year reserve development of $40 million. For the three and nine months ended and September 30, 2016, the liability reinsurance reserve class contributed net favorable prior year development of $10 million and $32 million, respectively. The net favorable prior year reserve development for our liability reinsurance reserve class in both years primarily reflected the progressively increased weight given by management to experience based indications on older accident years, which has generally been favorable. For the nine months ended September 30, 2017, the liability insurance reserve class recorded net adverse prior year reserve development of $6 million, primarily attributable to reserve strengthening within our run-off Bermuda excess casualty book of business.

For the three and nine months ended September 30, 2017, the motor reinsurance reserve class recorded net favorable prior year development of $16 million and net adverse prior year reserve development of $4 million, respectively. For the three months ended September 30, 2017, the net favorable prior year reserve development related to favorable loss emergence trends on several classes of business spanning multiple accident years. For the nine months ended, the net adverse prior year development was driven by the U.K. Ministry of Justice’s recent announcement of a decrease in the discount rate used to calculate lump sum awards in U.K. bodily injury cases, known as the Ogden rate. Effective March 20, 2017, the Ogden rate changed from plus 2.5% to minus 0.75%. For the three and nine months ended September 30, 2016, the motor reinsurance reserve class contributed $7 million and $40 million, respectively, of net favorable prior year reserve development related to favorable loss emergence trends on several classes of business spanning multiple accident years.

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NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


7.6.	RESERVE FOR LOSSES AND LOSS EXPENSES (CONTINUED)

Medium-tail business

~~Our September 30,~~Medium-tail business consists primarily of insurance and reinsurance professional reserve classes, credit and political risk insurance reserve class and credit and surety reinsurance reserve class.

For the three months ended March 31, 2018, the reinsurance professional reserve class recognized $9 million (2017: $16 million) of net favorable prior year development. The net favorable prior year loss development on this reserve class continued to reflect the generally favorable experience on earlier accident years as the Company continued to transition to more experienced based methods.

For the three months ended March 31, 2018, the insurance professional reserve class recognized net favorable prior year development of $4 million (2017: $7 million). The net favorable prior year loss development on this reserve class reflected the generally favorable experience on earlier accident years as the Company transitions to more experienced based methods.

For the three months ended March 31, 2018, the credit and surety reinsurance reserve class recorded net favorable prior year reserve development of $5 million (2017: $nil) due to the recognition of generally better than expected loss emergence.

Long-tail business

Long-tail business consists primarily of liability and motor reserve classes.

For the three months ended March 31, 2018, reinsurance liability reserve class contributed net favorable prior year reserve development of $2 million (2017: $24 million). The net favorable prior year reserve development for the three months ended March 31, 2017 primarily reflected the progressively increased weight given by management to experience based indications on older accident years, which has generally been favorable.

For the three months ended March 31, 2018, the motor reinsurance reserve classes contributed net favorable prior year reserve development of $3 million (2017: net adverse prior year reserve development of $22 million). The net adverse prior year reserve development for the three months ended March 31, 2017 was primarily due to the decrease in the discount rate used to calculate lump sum awards in U.K. bodily injury cases, known as the Ogden Rate which changed from plus 2.5% to minus 0.75% effective March 20, 2017.

For the three months ended March 31, 2018, the insurance liability reserve class recorded net adverse prior year development of $7 million (2017: $4 million) primarily related to reserve strengthening within the Company's U.S. excess casualty business reflecting slightly higher than expected prior year emerging loss experience.

At March 31, 2018, net reserves for losses and loss expenses includes estimated amounts for numerous catastrophe events. ~~We caution that the~~The magnitude and/or complexity of losses arising from ~~certain of~~ these events, in particular Hurricanes Harvey, Irma and Maria, ~~and~~ the two earthquakes in Mexico ~~as well as Hurricane Matthew, the Fort McMurray wildfires, Storm Sandy, the 2011 Japanese earthquake and tsunami, the 2010-11 New Zealand earthquakes~~ and the ~~Tianjin port explosion,~~wildfires in Northern and Southern California which occurred in 2017, inherently ~~increases~~increase the level of uncertainty and, therefore, the level of management judgment involved in arriving at ~~our~~the estimated net reserves for losses and loss expenses. As a result, ~~our~~ actual losses for these events may ultimately differ materially from our current estimates.


8.	~~EARNINGS PER COMMON SHARE~~

~~The following table presents a comparison of basic and diluted earnings per common share:~~

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Basic earnings (loss) per common share
Net income (loss) $ (457,084 ) $ 186,613
$ (341,541 ) $ 364,460

Less: preferred share dividends 10,656
9,969
36,154
29,906

Net income (loss) available to common shareholders (467,740 ) 176,644
(377,695 ) 334,554

Weighted average common shares outstanding - basic ⁽¹⁾
83,305
89,621
84,479
91,852

Basic earnings (loss) per common share $ (5.61 ) $ 1.97
$ (4.47 ) $ 3.64

Diluted earnings (loss) per common share
Net income (loss) available to common shareholders $ (467,740 ) $ 176,644
$ (377,695 ) $ 334,554

Weighted average common shares outstanding - basic ⁽¹⁾
83,305
89,621
84,479
91,852

Share-based compensation plans ⁽²⁾
—
730
—
727

Weighted average common shares outstanding - diluted ⁽¹⁾
83,305
90,351
84,479
92,579

Diluted earnings (loss) per common share $ (5.61 ) $ 1.96
$ (4.47 ) $ 3.61

Anti-dilutive shares excluded from the dilutive computation 425
—
712
226

~~(1)~~

~~On August 17, 2015, the Company entered into an Accelerated Share Repurchase (“ASR”) agreement (see 'Note 10 - Shareholders' Equity'~~ for additional detail). The weighted-average number of shares outstanding used in the computation of basic and diluted earnings per share reflects the Company’s receipt of 4,149,378 common shares delivered to the Company on August 20, 2015, and 1,358,380 common shares delivered to the company on January 15, 2016 under the Company's ASR agreement.

~~(2) Due to the net loss incurred in the three and nine months ended September 30, 2017, all the share equivalents were anti-dilutive.~~

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AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


9.7.	~~SHARE-BASED COMPENSATION~~EARNINGS PER COMMON SHARE

For the three months ended September 30, 2017, the Company incurred share-based compensation costs of $13 million (2016: $14 million) related to restricted stock awards, share-settled restricted stock units, and cash-settled restricted stock units and recorded associated tax benefits of $3 million (2016: $3 million).

For the nine months ended September 30, 2017, the Company incurred share-based compensation costs of $57 million (2016: $50 million). In addition, the Company recorded associated tax benefits of $20 million (2016: $11 million), including $7 million related to excess tax benefits associated with the vesting of restricted stock units.

The fair value of share-settled restricted stock units and cash-settled restricted stock units that vested during the nine months ended September 30, 2017 was $125 million (2016: $66 million), including $44 million attributable to a grant of 3 year cliff vesting service-based awards made in 2014. At September 30, 2017 there were $99 million of unrecognized compensation costs (2016 $104 million), which are expected to be recognized over the weighted average period of 2.5 years.

~~Share-settled Awards~~

~~The following table provides a reconciliation of the beginning and ending balance of nonvested share-settled restricted stock units for the~~ ~~nine months endedSeptember 30,2017~~:

Performance-based Stock Awards Service-based Stock Awards

Number of
Restricted
Stock Units

Weighted
Average
Grant Date
Fair Value⁽¹⁾

Number of
Restricted
Stock Units

Weighted Average
Grant Date
Fair Value⁽¹⁾

Nonvested restricted stock - beginning of period 283
$ 51.27
1,593
$ 48.88

     Granted 87
64.58
525
64.22

     Vested⁽²⁾
(119 ) 49.14
(881 ) 47.37

     Forfeited —
—
(69 ) 54.66

Nonvested restricted stock - end of period 251
$ 56.88
1,168
$ 57.08

~~(1) Fair value is based on the closing price of our common shares on the grant approval date.~~

(2) Share-settled restricted stock units vested during the nine months ended September 30, 2017 included 313,391 restricted stock units attributable to a grant of 3 year cliff vesting service-based awards made in 2014.

~~Table of Contents~~

~~AXIS CAPITAL HOLDINGS LIMITED~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~

~~9. SHARE-BASED COMPENSATION (CONTINUED)~~

~~Cash-settled awards~~

~~The following table provides a reconciliation of the beginning and ending balance of nonvested cash-settled restricted stock units for the~~ ~~nine months endedSeptember 30,2017~~:

Performance-based Cash Settled Awards Service-based Cash Settled Awards

Number of
Restricted
Stock Units

Number of
Restricted
Stock Units

Nonvested restricted stock units - beginning of period 68
1,392

     Granted 15
427

     Vested⁽¹⁾
(38 ) (755 )
     Forfeited —
(60 )
Nonvested restricted stock units - end of period 45
1,004

(1) Cash settled restricted stock units vested during the nine months ended September 30, 2017 included 307,556 restricted stock units attributable to a grant of 3 year cliff vesting service-based awards made in 2014.

At ~~September 30,~~ ~~2017, the liability for cash-settled restricted stock units, included in other liabilities in the Consolidated Balance Sheets, was~~ ~~$18 million~~ ~~(2016: $34 million).~~

~~Table of Contents~~

~~AXIS CAPITAL HOLDINGS LIMITED~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~

~~10. SHAREHOLDERS' EQUITY~~

The following table presents a comparison of basic and diluted earnings per common ~~shares issued and outstanding:~~share:

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Shares issued, balance at beginning of period 176,580
176,575
176,580
176,240

Shares issued —
—
—
335

Total shares issued at end of period 176,580
176,575
176,580
176,575

Treasury shares, balance at beginning of period (93,377 ) (85,921 ) (90,139 ) (80,174 )
Shares repurchased (51 ) (2,252 ) (4,284 ) (8,499 )
Shares reissued from treasury 5
37
1,000
537

Total treasury shares at end of period (93,423 ) (88,136 ) (93,423 ) (88,136 )

Total shares outstanding 83,157
88,439
83,157
88,439

~~Treasury Shares~~

~~The following table presents share repurchases:~~

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

In the open market:

Total shares⁽¹⁾
49
2,232
3,932
8,236

Total cost $ 3,237
$ 124,948
$ 261,180
$ 434,948

Average price per share⁽²⁾
$ 65.80
$ 56.00
$ 66.43
$ 52.81

From employees:⁽³⁾

Total shares 2
20
352
263

Total cost $ 110
$ 1,088
$ 24,479
$ 14,137

Average price per share⁽²⁾
$ 64.04
$ 54.13
$ 69.53
$ 53.68

Total shares repurchased:
Total shares 51
2,252
4,284
8,499

Total cost $ 3,347
$ 126,036
$ 285,659
$ 449,085

Average price per share⁽²⁾
$ 65.74
$ 55.98
$ 66.68
$ 52.84


~~(1)~~	Total shares repurchased in the open market for the nine months ended September 30, 2016 includes 1,358,380 common shares acquired under the accelerated share repurchase program (see below for more detail).


~~(2)~~	~~Calculated using whole numbers.~~


~~(3)~~	~~To satisfy withholding tax liabilities upon the vesting of restricted stock and restricted stock units.~~



	Three months ended March 31,
	2018		2017

Basic earnings per common share
Net income	$	73,202	$	19,855
Less: preferred share dividends	10,656		14,841
Net income available to common shareholders	62,546		5,014
Weighted average common shares outstanding - basic	83,322		86,022
Basic earnings per common share	$	0.75	$	0.06

Diluted earnings per common share
Net income available to common shareholders	$	62,546	$	5,014

Weighted average common shares outstanding - basic	83,322		86,022
Share-based compensation plans	399		771
Weighted average common shares outstanding - diluted	83,721		86,793

Diluted earnings per common share	$	0.75	$	0.06

Weighted average anti-dilutive shares excluded from the dilutive computation	810		551

4443

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AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


~~10.~~8.	~~SHAREHOLDERS' EQUITY (CONTINUED)~~SHARE-BASED COMPENSATION

~~Accelerated Share Repurchase Program~~For the three months ended March 31, 2018, the Company incurred share-based compensation costs of $16 million (2017: $29 million) related to restricted stock awards, share-settled restricted stock units, and cash-settled restricted stock units and recorded associated tax benefits of $2 million (2017: $7 million).

~~On August 17, 2015,~~The fair value of share-settled restricted stock units and cash-settled restricted stock units that vested during the ~~Company entered into an Accelerated Share Repurchase agreement with Goldman, Sachs & Co. (“Goldman Sachs”)~~three months ended March 31, 2018 was $42 million (2017: $120 million, which included $44 million attributable to ~~repurchase an aggregate~~a grant of ~~$300~~three year cliff vesting service-based awards made in 2014). At March 31, 2018 there were $137 million of unrecognized compensation costs (2017: $130 million), which are expected to be recognized over the ~~Company’s ordinary shares under an accelerated share repurchase program.~~weighted average period of 3.0 years.

~~During August, 2015, under~~Share-settled Awards

The following table provides a summary of nonvested share settled restricted stock units for the ~~terms~~three months endedMarch 31,2018:



	Share Settled Performance Vesting Restricted Stock Units				Share Settled - Service Based Restricted Stock Units
	Number of Restricted Stock Units		Weighted Average Grant Date Fair Value⁽¹⁾		Number of Restricted Stock Units		Weighted Average Grant Date Fair Value⁽¹⁾

Nonvested restricted stock units - beginning of period	230		$	57.08	1,355		$	57.09
Granted	104		48.89		711		49.07
Vested	(51	)	53.81		(455	)	54.44
Forfeited	—		—		(20	)	57.45
Nonvested restricted stock units - end of period	283		$	54.68	1,591		$	54.18

(1) Fair value is based on the closing price of this agreement, the Company paid $300 million to Goldman Sachs and initially repurchased 4,149,378 ordinary shares. The initial shares acquired represented 80% of the $300 million total paid to Goldman Sachs and were calculated using the Company’s stock price at activation of the program. The ASR program is accounted for as an equity transaction. Accordingly, at December 31, 2015, $240 million ofour common shares ~~repurchased were~~on the grant approval date.

Cash-settled awards

The following table provides a summary of nonvested cash settled restricted stock units for the three months endedMarch 31,2018:



	Cash Settled Performance Vesting Restricted Stock Units		Cash Settled Service-based Restricted Stock Units
	Number of Restricted Stock Units		Number of Restricted Stock Units

Nonvested restricted stock units - beginning of period	42		988
Granted	—		449
Vested	(12	)	(360	)
Forfeited	—		(20	)
Nonvested restricted stock units - end of period	30		1,057

At March 31,2018, the liability for cash-settled restricted stock units, included ~~as treasury shares~~in other liabilities in the Consolidated Balance ~~Sheet with the remaining $60~~Sheets, was $9 million ~~included as a reduction to additional paid-in capital.~~

On January 15, 2016, Goldman Sachs early terminated the ASR agreement and delivered 1,358,380 additional common shares to the Company, resulting in the reduction from additional paid-in capital of $60 million being reclassified to treasury shares. In total, the Company repurchased 5,507,758 common shares under the ASR agreement at an average price of $54.47.

~~Preferred Shares~~

~~On April 17, 2017, the Company redeemed the remaining 14,042,955 of its 6.875% Series C preferred shares, for an aggregate liquidation preference of $351 million.~~ (2017: $9 million).

~~11.~~

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AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)

9. SHAREHOLDERS' EQUITY

The following table presents common shares issued and outstanding:



	Three months ended March 31,
	2018		2017

Shares issued, balance at beginning of period	176,580		176,580
Shares issued	—		—
Total shares issued at end of period	176,580		176,580

Treasury shares, balance at beginning of period	(93,419	)	(90,139	)
Shares repurchased	(149	)	(2,229	)
Shares reissued	506		958
Total treasury shares at end of period	(93,062	)	(91,410	)

Total shares outstanding	83,518		85,170

Treasury Shares

The following table presents share repurchases:



	Three months ended March 31,
	2018		2017

In the open market:
Total shares	—		1,896
Total cost	$	—	$	127,982
Average price per share⁽¹⁾	$	—	$	67.52

From employees:⁽²⁾
Total shares	149		333
Total cost	$	7,163	$	23,260
Average price per share⁽¹⁾	$	48.08	$	69.80

Total shares repurchased:
Total shares	149		2,229
Total cost	$	7,163	$	151,242
Average price per share⁽¹⁾	$	48.08	$	67.86

(1) Calculated using whole numbers.


(2)	Shares are repurchased from employees to satisfy withholding tax liabilities upon the vesting of restricted stock awards and restricted stock units.

AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


10.	DEBT AND FINANCING ARRANGEMENTS

On March ~~27, 2017, the $250 million credit facility entered into by AXIS Capital and certain of its subsidiaries and a syndication of lenders expired.~~

~~On March 27, 2017,~~28, 2018, certain of AXIS Capital’s operating subsidiaries (the "Participating Subsidiaries") amended their existing $250 million secured letter of credit facility with Citibank Europe plc (the "$250 Million Facility") under their aggregate $750 million secured letter of credit facility with Citibank Europe plc (the "$750 Million Facility") to extend the expiration date to March 31, 2019.

The terms and conditions of the additional $500 million secured letter of credit facility ~~(the “LOC Facility”) with Citibank Europe plc (“Citibank”) to include an additional~~

~~$250~~under the $750 Million Facility remain unchanged. The $500 million of secured letter of credit capacity (the “$250 Million Facility”) pursuant to a Committed Facility Letter and an amendment to the Master Reimbursement Agreement (the “LOC Facility Documents”). Under the terms of the $250 Million Facility, lettersfacility expires December 31, 2019.

Letters of credit ~~to a maximum aggregate amount of $250 million are available for issuance on behalf of~~issued under the ~~Participating Subsidiaries. These letters of credit~~$750 Million Facility will principally be used to support the reinsurance obligations of the Participating Subsidiaries. The ~~$250 Million Facility is~~Participating Subsidiaries are subject to certain covenants, including the requirement to maintain sufficient collateral ~~as defined in the LOC Facility Documents,~~ to cover ~~all of the~~ obligations outstanding under the ~~LOC~~$750 Million Facility.

~~Such obligations include contingent reimbursement obligations for outstanding letters of credit and fees payable to Citibank.~~ In the event of default, Citibank Europe plc may exercise certain remedies, including the exercise of control over pledged collateral and the termination of the availability of the ~~LOC~~$750 Million Facility to any or all of the Participating Subsidiaries. ~~The $250 million Facility expires March 31, 2018. The terms and conditions of the $500 million Facility remain unchanged.~~

~~Table of Contents~~

~~AXIS CAPITAL HOLDINGS LIMITED~~

~~NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)~~


~~12.~~11.	COMMITMENTS AND CONTINGENCIES

~~Reinsurance Agreements~~Legal Proceedings

~~We purchase reinsurance and retrocessional protection for our insurance and reinsurance lines~~From time to time, the Company is subject to routine legal proceedings, including arbitrations, arising in the ordinary course of business. These legal proceedings generally relate to claims asserted by or against the Company in the ordinary course of insurance or reinsurance operations. Estimated amounts payable under such proceedings are included in the reserve for losses and loss expenses in the Consolidated Balance Sheets.

The ~~minimum reinsurance premiums are contractually due in advance on a quarterly basis. At~~ ~~September 30,2017, we have unrecorded outstanding reinsurance purchase commitments~~Company is not party to any material legal proceedings arising outside the ordinary course of $97 million, of which $15 million is due in 2017 and the remaining $82 million is due in 2018 and later years. Actual payments under the reinsurance contracts will depend on the underlying subject premium and may exceed the minimum premium.business.

Investments

Refer to Note 43 - 'Investments' for information on the Company's unfunded investment commitments related to ~~our~~the Company's other ~~investments.~~investment portfolio.


~~13.~~12.	OTHER COMPREHENSIVE INCOME (LOSS)

The tax effects allocated to each component of other comprehensive income ~~were as follows:~~(loss) are shown in the following table:

2017 2016
Before Tax Amount Tax (Expense) Benefit Net of Tax Amount Before Tax Amount Tax (Expense) Benefit Net of Tax Amount

Three months ended September 30,
Available for sale investments:
Unrealized investment gains arising during the period $ 64,431
$ (1,926 ) $ 62,505
$ 40,125
$ (3,789 ) $ 36,336

Adjustment for reclassification of net realized investment gains and OTTI losses recognized in net income (15,925 ) 2,639
(13,286 ) (5,050 ) 2,408
(2,642 )
Unrealized investment gains arising during the period, net of reclassification adjustment 48,506
713
49,219
35,075
(1,381 ) 33,694

Non-credit portion of OTTI losses —
—
—
—
—
—

Foreign currency translation adjustment 8,088
—
8,088
1,722
—
1,722

Total other comprehensive income, net of tax $ 56,594
$ 713
$ 57,307
$ 36,797
$ (1,381 ) $ 35,416

Nine months ended September 30,
Available for sale investments:
Unrealized investment gains arising during the period $ 215,360
$ (8,899 ) $ 206,461
$ 263,235
$ (24,579 ) $ 238,656

Adjustment for reclassification of net realized investment losses and OTTI losses recognized in net income 8,269
1,900
10,169
40,338
2,282
42,620

Unrealized investment gains arising during the period, net of reclassification adjustment 223,629
(6,999 ) 216,630
303,573
(22,297 ) 281,276

Non-credit portion of OTTI losses —
—
—
—
—
—

Foreign currency translation adjustment 46,824
—
46,824
5,694
—
5,694

Total other comprehensive income, net of tax $ 270,453
$ (6,999 ) $ 263,454
$ 309,267
$ (22,297 ) $ 286,970



	2018									2017
	Before Tax Amount			Tax (Expense) Benefit			Net of Tax Amount			Before Tax Amount		Tax (Expense) Benefit			Net of Tax Amount

Three months ended March 31,
Available for sale investments:
Unrealized investment gains (losses) arising during the period	$	(105,675	)	$	(6,516	)	$	(112,191	)	$	70,372	$	(2,669	)	$	67,703
Adjustment for reclassification of net realized investment losses and OTTI losses recognized in net income	(4,112		)	4,897			785			25,759		(791		)	24,968
Unrealized investment gains (losses) arising during the period, net of reclassification adjustment⁽¹⁾	(109,787		)	(1,619		)	(111,406		)	96,131		(3,460		)	92,671
Foreign currency translation adjustment	1,270			—			1,270			29,869		—			29,869
Total other comprehensive income (loss), net of tax	$	(108,517	)	$	(1,619	)	$	(110,136	)	$	126,000	$	(3,460	)	$	122,540

(1)

Effective January 1, 2018, the Company adopted ASU No. 2016-01. The adoption of this guidance resulted in a cumulative adjustment to reclassify unrealized investment gains on equity securities from accumulated other comprehensive income to retained earnings. As prescribed, the prior period has not been restated to conform to the current presentation. Refer to Item 1, Note 1 'Basis of Presentation and Significant Accounting Policies' to the Consolidated Financial Statements for additional information.

Table of Contents

AXIS CAPITAL HOLDINGS LIMITED

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED)


~~13.~~	~~OTHER COMPREHENSIVE INCOME (CONTINUED)~~

12. OTHER COMPREHENSIVE INCOME (LOSS) CONTINUED

Reclassifications ~~out of~~from AOCI ~~into~~to net income ~~(loss)~~ available to common shareholders ~~were as follows:~~are shown in the following table:

Amount Reclassified from AOCI⁽¹⁾

Details About AOCI Components Consolidated Statement of Operations Line Item That Includes Reclassification Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Unrealized investment gains (losses) on available for sale investments
Other realized investment gains(losses) $ 21,337
$ 9,297
$ 5,224
$ (19,992 )
OTTI losses (5,412 ) (4,247 ) (13,493 ) (20,346 )
Total before tax 15,925
5,050
(8,269 ) (40,338 )
Income tax expense (2,639 ) (2,408 ) (1,900 ) (2,282 )
Net of tax $ 13,286
$ 2,642
$ (10,169 ) $ (42,620 )

Foreign currency translation adjustment
Foreign exchange loss $ —
$ —
$ (24,149 ) $ —

Income tax expense —
—
—
—

Net of tax $ —
$ —
$ (24,149 ) $ —



		Amount Reclassified from AOCI⁽¹⁾
Details About AOCI Components	Consolidated Statement of Operations Line Item That Includes Reclassification	Three months ended March 31,
Details About AOCI Components		2018			2017

Unrealized investment gains (losses) on available for sale investments
	Other investment gains (losses)	$	4,526		$	(19,206	)
	OTTI losses	(414		)	(6,553		)
	Total before tax	4,112			(25,759		)
	Income tax (expense) benefit	(4,897		)	791
	Net of tax	$	(785	)	$	(24,968	)

Foreign currency translation adjustment
	Foreign exchange loss	$	—		$	(24,149	)
	Income tax (expense) benefit	—			—
	Net of tax	$	—		$	(24,149	)


(1)	Amounts in parentheses are debits to net income (loss) available to common shareholders.

On March 27, 2017, as part of the wind down of our Australia operation, the Australia Prudential Regulation Authority revoked the authorization of AXIS Specialty Australia to carry on insurance business in Australia. As this resulted in the substantial liquidation of AXIS Specialty Australia, we have released the cumulative translation adjustment related to AXIS Specialty Australia of $24 million from accumulated other comprehensive income in the Consolidated Balance Sheet to foreign exchange losses in the Consolidated Statement of Operations.

~~14.~~13. SUBSEQUENT EVENTS

~~Acquisition of Novae Group plc~~

On ~~July 5, 2017,~~April 16 2018, the Company entered into a quota share and adverse development cover reinsurance agreement, a retroactive

contract which was deemed to have met the ~~board~~established criteria for retroactive reinsurance accounting. The Company will recognize reinsurance recoverable on unpaid losses of ~~directors of Novae Group plc (“Novae”), a public limited company incorporated in England and Wales, announced that it had agreed on the terms of a recommended cash offer of 700 pence per share~~$108 million related to ~~be made by AXIS Capital to acquire the entire issued and to be issued share capital of Novae.~~

On August 24, 2017, the Company and the board of directors of Novae announced that it had agreed on the terms of an increased recommended cash offer of 715 pence per share (the "Offer") to be made by AXIS Capital for the acquisition of the entire issued and to be issued share capital of Novae.

The acquisition was effected by way of a Scheme of Arrangement (the “Scheme”) under the laws of the United Kingdom (“U.K.”) which requires the approval of a U.K. court and approval of a majority of Novae’s shareholders, representing at least 75% of the votes cast. The Scheme is also subject to receipt of certain regulatory approvals and other customary conditions. On August 29, 2017, Novae shareholders approved the Scheme.

~~On October 2, 2017, AXIS Capital acquired the shares of Novae for £462.9 million (approximately $615.6 million). The results of Novae will be included in the results of the Company's insurance and~~this reinsurance ~~segments from this date (the "Closing date").~~

On October 6, 2017, AXIS Capital received clearance from all applicable regulators, including the European Commission, and commenced management control and integration of the combined businesses from this date.

agreement.

~~14. SUBSEQUENT EVENTS (CONTINUED)~~

Novae is a diversified property and casualty (re)insurance business operating through Syndicate 2007 at Lloyd’s of London. The acquisition of Novae is expected to accelerate the growth strategy of the Company's international insurance business, and significantly scale up its capabilities to enable the Company to even better serve its clients and brokers.

The Company incurred transaction related expenses including due diligence, legal, accounting, and investment banking fees and expenses, as well as integration expenses of $6 million in the three months ended September 30, 2017 related to the acquisition of Novae. In addition, the Company was contractually obligated to pay investment banking fees on the Closing date of the transaction. The Company expects substantially all of the integration costs related to the acquisition to be incurred in 2018. In addition, the Company expects to begin realizing cost savings in 2018.

The Company is currently in the process of determining the fair values of the underlying assets and liabilities at the acquisition date. Given the timing of the acquisition, a preliminary allocation of purchase price is not yet complete. The Company will include amounts recognized for net assets and liabilities acquired, together with goodwill, as of the acquisition date in the Company's Annual Report on Form 10-K.

~~California Wildfires~~

In October 2017, Northern California was impacted by a series of devastating wildfires ("California Wildfires") which caused widespread residential and commercial property damage. Current estimated industry insured losses for this event range between $4 billion and $8 billion.

Our preliminary pre-tax net loss estimate for this event is in the range of $35 million to $45 million. The Company's loss estimate is primarily based on a ground-up assessment of losses from individual contracts and treaties exposed to the affected regions, including preliminary information from clients, brokers and loss adjusters. Industry insured loss estimates, market share analyses and catastrophe modeling analyses were also taken into account where appropriate.

~~Due to the preliminary nature of the information available to prepare these estimates, the actual net ultimate amount of losses for this event may be materially different from the current estimate.~~

4847

Table of Contents


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

The following is a discussion and analysis of our financial condition and results of operations. This should be read in conjunction with the consolidated financial statements and related notes included in Item 1 of this report and also our Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the year ended December 31, ~~2016~~2017. Tabular dollars are in thousands, except per share amounts. Amounts in tables may not reconcile due to rounding differences.



	Page

~~Third~~First Quarter ~~2017~~2018 Financial Highlights	5049
Executive Summary	5150
Underwriting Results – Group	6160
Results by Segment: For the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and 2017 ~~and 2016~~	7068
i) Insurance Segment	7068
ii) Reinsurance Segment	7472
Other Expenses (Revenues), Net	7875
Net Investment Income and Net ~~Realized~~ Investment Gains (Losses)	8077
Cash and Investments	8279
Liquidity and Capital Resources	8582
Critical Accounting Estimates	8784
Recent Accounting Pronouncements	8784
Off-Balance Sheet and Special Purpose Entity Arrangements	8784

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~~THIRD~~FIRST QUARTER ~~2017~~2018 FINANCIAL HIGHLIGHTS

~~Third~~First Quarter ~~2017~~2018 Consolidated Results of Operations

Net ~~loss~~income attributable to common shareholders of $~~468~~63 million, or $~~(5.61)~~0.75 per common share and diluted common share


•	~~Non-GAAP operating loss~~Operating income⁽¹⁾ of $~~446~~123 million, or $~~(5.35)~~1.46 per diluted common share⁽¹⁾

Gross premiums written of $~~1.2~~2.7 billion

Net premiums written of $~~833 million~~2.0 billion

Net premiums earned of $11.2 billion

Net favorable prior year reserve development of $4854 million

Estimated pre-tax catastrophe and weather-related ~~pre-tax net~~ losses ~~net~~ of ~~reinstatement premiums, of $617~~$35 million, or ~~61.4~~3.0 points on current accident year loss ratio compared to ~~$22~~$35 million, or ~~2.3~~3.7 points for the ~~third~~first quarter of ~~2016:~~2017


◦	Third quarter estimated catastrophe pre-tax losses, net of reinstatement premiums, of $617 million (Insurance: $315 million and Reinsurance: $302 million) included Hurricanes Harvey, Irma and Maria and the two earthquakes in Mexico;


◦	~~Third quarter estimated weather-related pre-tax net losses of $6 million (Insurance: $4 million and Reinsurance: $2 million);~~


◦	Favorable development on prior quarters' estimated catastrophe and weather related pre-tax net losses of $6 million (Insurance: $2 million and Reinsurance: $4 million) largely related to U.S. weather-related events


•	Underwriting ~~loss~~income⁽²⁾ of ~~$513~~$144 million and combined ratio of ~~152.9%~~90.8%

Net investment income of ~~$95~~$101 million ~~and net~~

Net realized investment ~~gains~~losses of $15 million

Foreign exchange losses of ~~$33~~$38 million

~~Third~~First Quarter ~~2017~~2018 Consolidated Financial Condition

Total cash and investments of ~~$14.7~~$15.4 billion; fixed maturities, cash and short-term securities comprise ~~87%~~88% of total cash and investments and have an average credit rating of AA-

Total assets of $~~21.8~~25.1 billion

Reserve for losses and loss expenses of $~~10.8~~12.0 billion and reinsurance recoverable of $~~2.4~~3.1 billion

Total debt of ~~$1.0~~$1.4 billion and the debt to total capital ratio of ~~15.4%~~20.7%

Total common shares repurchased for $3$7 million.

~~At November 8, 2017 the remaining authorization under the repurchase program approved by our Board of Directors was $739 million.~~ Following the offer to acquire Novae Group plc ("Novae") on July 5, 2017, the Company suspended its open ~~mark~~market share repurchase program. We acquired Novae on October 2, 2017.

Common shareholders’ equity of $~~4.7~~4.5 billion and diluted book value per common share of $~~55.33~~52.57

(1)

~~Non-GAAP operating~~Operating income (loss) and ~~non-GAAP~~ operating income (loss) per diluted common share are non-GAAP financial measures as defined in Item 10(e) of SEC Regulation G.S-K. The reconciliations of non-GAAP measures to the most comparable GAAP financial measures (net income (loss) available to common shareholders and diluted earnings per common share, respectively) are provided in ~~the~~ '~~Results of Operations', which is included in the 'Executive Summary'~~ ~~section of this Management's~~Management’s Discussion and Analysis of Financial Condition and Results of Operations ~~("MD&A")~~– Executive Summary – Results of Operations'.

(2)

Consolidated underwriting income (loss) is a non-GAAP financial measure as defined in Item 10(e) of SEC Regulation G.S-K. The reconciliation to net income (loss) before income taxes and interest in income (loss) of equity method investments, the most comparable GAAP measure, is presented in ~~the~~ 'Management’s Discussion and Analysis of Financial Condition and Results of Operations – Executive Summary – Results of Operations'~~, which is included in the 'Executive Summary'~~ ~~section of this MD&A.~~.

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EXECUTIVE SUMMARY

Business Overview

We are a Bermuda-based global provider of specialty lines insurance and ~~treaty~~ reinsurance products with operations in Bermuda, the United States ("U.S."), Europe, Singapore, Canada, Latin America and the Middle East. Our underwriting operations are organized around our two global underwriting platforms, AXIS Insurance and AXIS Re.

Our mission is to provide our clients and distribution partners with a broad range of risk transfer products and services and meaningful capacity, backed by significant financial strength. We manage our portfolio holistically, aiming to construct the optimum consolidated portfolio of funded and unfunded risks, consistent with our risk appetite and development of our franchise. We nurture an ethical, entrepreneurial and disciplined culture that promotes outstanding client service, intelligent risk taking and the achievement of superior risk-adjusted returns for our shareholders. We believe that the achievement of our objectives will position us as a global leader in specialty risks. Our execution on this strategy for the first ~~nine~~three months of ~~2017~~2018 included:

increased relevance in a select number of attractive specialty insurance and reinsurance markets and continued implementation of a more focused distribution strategy;

continued to grow a leadership position in business lines with strong growth ~~of our~~potential including accident and health, ~~lines, which is focused on specialty accident~~cyber and ~~health products;~~renewable energy;

growth of our syndicate at Lloyd's of London ("Lloyd's"), which provides us with access to Lloyd's worldwide licenses and an extensive distribution network. During the first quarter of 2016 we commenced writing business through our underwriting division at Lloyd's in China. On July 14, 2017, we announced that we had received final authorization from Lloyd’s, the Prudential Regulation Authority (PRA) and the Financial Conduct Authority (FCA) for our own Lloyd’s managing agent, AXIS Managing Agency Limited (“AXIS Managing Agency”). Effective August 4, 2017, AXIS Managing Agency assumed management of AXIS Syndicate 1686 at Lloyd’s, replacing the Company’s third-party managing agency agreement with Asta Managing Agency Limited, which had been in place since 2014;

continued ~~implementation of a more focused distribution strategy and increased our scale and relevance in key markets;~~

~~continued rebalancing~~re-balancing of our portfolio towards less volatile lines of business that carry attractive rates;

launched a new phase of our transformation efforts, an enterprise-wide program to further modernize all of our functions and position us to lead in a transforming industry;

continued improvement in the effectiveness and efficiency of our operating platforms and processes;

increased investment in data and analytics; and

broadened risk-funding sources and developed vehicles that utilize third-party ~~capital including:~~capital.

~~Our investment in Harrington~~ Reinsurance ~~Holdings Limited~~to Close ("~~Harrington"~~RITC"), of the ~~parent company~~2015 and Prior Years of Harrington Re Ltd. ("Harrington Re"), an independent reinsurance company jointly sponsored by AXIS Capital and The Blackstone Group L.P. ("Blackstone"). Harrington Re’s strategy is to combine a multi-line reinsurance portfolio with a diversified allocation to alternative investment strategies to earn attractive risk-adjusted returns. Harrington has developed a portfolio that optimizes the risk-reward characteristicsAccount of ~~both assets and liabilities, leveraging the respective strengths of AXIS Capital and Blackstone while deploying a disciplined and fully integrated approach to both underwriting and investing; and~~

~~AXIS Ventures Reinsurance Limited, which manages capital for investors interested in deploying funds directly into the property-catastrophe and other short-tail business.~~Syndicate 2007

On ~~April~~January 1, 2018, AXIS Managing Agency Limited, the managing agent of Syndicate 2007 entered into an agreement for the RITC of the 2015 and prior years of account of Syndicate 2007. Under the terms of this agreement, we ceded $819 million of reserves for losses and loss expenses, which were included in Syndicate 2007's balance sheet at December 31, 2017, to a reinsurer. This agreement was accounted for as a novation reinsurance contract. During the ~~Company acquired general aviation insurer~~three months ended March 31, 2018, we recognized a reduction in reserves for losses and loss expenses of $819 million representing the transfer of liabilities to the reinsurer, ~~Aviabel, increasing~~a reduction in investments and cash of $688 million representing the ~~Company's scale~~consideration paid to the reinsurer and ~~relevance in~~a payable of $131 million representing the ~~global aviation market. The Company will continue~~consideration due to ~~maintain Aviabel's physical presence in Brussels~~the reinsurer.

Realignment of our Accident and ~~Amsterdam.~~Health Business

On ~~April 17, 2017,~~January 23, 2018, we announced plans to realign our accident and health business by integrating our business and its operations into the ~~Company redeemed~~our insurance and reinsurance operations. Through this realignment, our accident and health business is expected to benefit from the ~~remaining $351 million~~greater scale and market presence of ~~its 6.875% Series C preferred shares. The execution of this transaction reduced the weighted average annual dividend rate on~~ our ~~preferred equity capital base by 88 basis points to 5.50%.~~property and casualty insurance and reinsurance businesses and operations.

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~~Effective July 1, 2017,~~The realignment of the our accident and health business into our insurance and reinsurance ~~segment no longer writes derivative-based risk management products which address weather risks.~~

~~On July 5, 2017~~segments took place in the ~~Company announced that it had agreed on the terms~~first quarter of ~~a recommended offer~~2018.Financial results relating to acquire Novae Group plc (“Novae”), a diversified specialty (re)insurer that operates through Lloyd’s of London. On October 2, 2017, the Company acquired the shares of Novae. The results of Novae will bethis business were previously included in the results of our insurance segment. As a result of the ~~Company's~~realignment, accident and health results are included in the results of both our insurance and reinsurance segments with effect from ~~this date (the "Closing date"). On October 6, 2017, AXIS Capital received clearance from all applicable regulators, including~~January 1, 2018. To facilitate comparison of information across periods, certain reclassifications have been made to prior year amounts to conform to the ~~European Commission, and commenced management control and integration of the combined businesses from this date.~~

On July 6, 2017, S&P Global Ratings affirmed its 'A-' long-term counterparty credit and senior debt ratings of AXIS Capital, and its 'A+' long-term counterparty credit and financial strength ratings of the Company's core operating subsidiaries. At the same time, S&P Global Ratings revised its outlook on AXIS Capital to negative from stable based on the planned acquisition of Novae.current year's presentation.

Outlook

We are committed to being a leader in specialty risk, an area in which we already have depth of talent and experience, and have earned an outstanding reputation. Committed to ~~its~~our hybrid strategy, ~~AXIS Capital has~~we have developed substantial platforms in both insurance and reinsurance, providing itus with balance and diversification. Management believes its positioning, franchise, expert underwriters and strong relationships with distributors and clients will provide opportunities for further profitable growth in 2018, with variances amongst our lines driven by our tactical response to market conditions. At the same time, we are broadening our risk-funding sources and developing vehicles that utilize the industry’s ~~abundant~~available third party capital. ~~Therefore,~~Consequently, we expect that our net premiums written will not grow as much as our gross premiums written, as we intend to share more of our risk with strategic capital partners.

~~Competitive~~The insurance market has begun to respond to the cumulative effects of many years of price deterioration and the record significant catastrophe activity incurred in 2017. Market conditions ~~continue to impact worldwide insurance markets~~and rates across most lines have generally improved, with ~~greatest pressures impacting~~ catastrophe exposed property ~~and certain global specialty~~ lines ~~of business. We~~experiencing the most upward rate momentum. While market conditions have observed greater competitiveness for large accounts compared to smaller risks. These competitive pressures have led to price reductions across most lines of business, with decreases in international markets generally more severe than those observed in the U.S. During the month of September, our industry experienced substantial natural catastrophe loss activity, comparable to full year levels incurred in 2005 and 2011, which were the highest catastrophe loss years on record. We believe markets conditionsimproved they will likely remain ~~uncertain~~variable through ~~the end of~~ the year and possibly beyond as carriers assess pricing, portfolio construction and account preferences. In this ~~challenging~~competitive market environment with mixed market conditions, we are focusing on lines of business and ~~markets~~market segments that ~~remain~~are adequately priced and we will continue to assess pricing adequacy as market conditions and trends evolve. Where necessary we also continue to shift our business mix toward smaller, less volatile risk accounts which we believe will enable us to achieve better, more stable attritional loss experience.priced. In addition, our ~~recent~~ acquisition of Novae increases our scale and relevance in the London marketplace, and we expect to be well-positioned to capitalize on new opportunities and benefit from improved market conditions emerging through the international specialty insurance market, including ~~Lloyd’s~~Lloyd's of London.

The reinsurance ~~markets' trading environment remains challenging~~market is experiencing some upward movement in price after the ~~many of~~substantial loss activity that occurred in 2017. These increases, both in catastrophe and other lines of business, are necessary to improve adequacy of rates and ~~geographical regions.~~vary across geographies. The market ~~continues~~overall is strongly capitalized and demand side conditions, while largely stable, do present opportunities to ~~be influenced by excess capacity, strong balance sheets~~support clients in a world of ~~established market participants~~changing exposures, regulation, and reinsurance panels. We also believe that there is a ~~consolidation~~real opportunity to achieve more leadership and scale, emphasizing our clients and new streams of ~~reinsurance purchasing. As noted above, our industry experienced substantial natural catastrophe loss activity during~~income in the month of September, which we believe will favorably impact pricing in our upcoming renewal cycle. The improvements will differ between lines of business and by geographical regions. These factors, combined with AXIS' customer-centric approach and opportunities in specific lines of business and geographies allow us to execute on our targeted growth strategy. We will continue to protectfuture while still defending the quality ~~and profitability~~ of our existing ~~book, targeting larger shares of the more attractive treaties,~~portfolio. We are also focused on managing the ~~overall~~ volatility of our ~~reinsurance book,~~portfolio and expanding our already strong group of strategic capital ~~partners with whom to share our risks.~~

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partners.

Non-GAAP Financial ~~Measure~~Measures

We present our results of operations in the way we believe will be most meaningful and useful to investors, analysts, rating agencies and others who use our financial information to evaluate our performance. Some of the measurements we use are ~~"non-GAAP~~non-GAAP financial ~~measures"~~measures under ~~Securities and Exchange Commission~~SEC rules and regulations. In this Management's Discussion and Analysis of Financial Condition and Results of Operations ("MD&A"), we present underwriting-related general and administrative expenses, consolidated underwriting income, ~~non-GAAP~~ operating income (in total and on a per share basis), amounts presented on a constant currency basis, and pre-tax total return on cash and investments excluding foreign exchange movements, which are ~~“non-GAAP~~non-GAAP financial ~~measures”~~measures as defined in Item 10(e) of SEC Regulation G.S-K. We believe that these non-GAAP financial measures, which may be defined and calculated differently by other companies, better explain and enhance the understanding of our results of operations. However, these measures should not be viewed as a substitute for those determined in accordance with accounting principles generally accepted in the United States of America ("U.S. ~~GAAP.~~GAAP").

Underwriting-Related General and Administrative Expenses

Underwriting-related general and administrative expenses include those general and administrative expenses that are incremental and/or directly attributable to our individual underwriting operations. While this measure is presented in Item 1, Note 32 to the Consolidated Financial Statements 'Segment Information', it is considered a non-GAAP financial measure when presented elsewhere on a consolidated basis.

Corporate expenses include holding company costs necessary to support our worldwide insurance and reinsurance operations and costs associated with operating as a publicly-traded company. As these costs are not incremental and/or directly attributable to our individual underwriting operations, we exclude them from underwriting-related general and administrative expenses and, therefore,

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consolidated underwriting income. ~~Our total general~~General and administrative expenses, the most comparable GAAP financial measure to underwriting-related general and administrative expenses, also includes corporate expenses.

The reconciliation of underwriting-related general and administrative expenses to general and administrative expenses, the most comparable GAAP measure, is presented in ~~the~~ ~~'Results~~Management’s Discussion and Analysis of Financial Condition and Results of Operations – Executive Summary – Results of Operations'.

Consolidated Underwriting Income

Consolidated underwriting income is a pre-tax measure of underwriting profitability that takes into account net premiums earned and other insurance related income (losses) as revenues and net losses and loss expenses, acquisition costs and underwriting-related general and administrative costs as expenses. While this measure is presented in Item 1, Note 32 to the Consolidated Financial Statements 'Segment Information', it is considered a non-GAAP financial measure when presented elsewhere on a consolidated basis.

We evaluate our underwriting results separately from the performance of our investment portfolio. As such, we believe it is appropriate to exclude net investment income and net ~~realized~~ investment gains (losses) from our underwriting profitability measure. ~~Interest expense and financing costs primarily relate to interest payable on our senior notes and are excluded from consolidated underwriting income for the same reason.~~

Foreign exchange losses (gains) in our Consolidated Statements of Operations primarily relate to our net insurance-related liabilities. However, we manage our investment portfolio in such a way that unrealized and realized foreign exchange losses (gains) on our investment portfolio generally offset a large portion of the foreign exchange losses (gains) arising from our underwriting portfolio. As a result, we believe that foreign exchange losses (gains) are not a meaningful contributor to our underwriting performance, ~~and,~~ therefore, ~~exclude them from consolidated underwriting income.~~

Bargain purchase gain reflects the excess of the fair value of the net identifiable assets acquired over the fair value of consideration transferred. The bargain purchase gain is unrelated to underwriting operations and for this reason it isthese expenses are excluded from consolidated underwriting income.

~~Transaction related~~Interest expense and financing costs primarily relate to interest payable on our senior notes and notes payable. As these costs are not incremental and/or directly attributable to our individual underwriting operations, we exclude them from underwriting-related general and administrative expenses, therefore, these expenses are excluded from consolidated underwriting income.

Reorganization expenses are driven by business decisions, the nature and timing of which are ~~unrelated~~not related to the underwriting process ~~and for this reason they~~therefore, these expenses are excluded from consolidated underwriting income.

Amortization of intangibles including value of business acquired arose from business decisions, the nature and timing of which are not related to the underwriting process therefore, these expenses are excluded from consolidated underwriting income.

We believe that presentation of underwriting-related general and administrative expenses and consolidated underwriting income provides investors with an enhanced understanding of our results of operations, by highlighting the underlying pre-tax profitability of

~~Table of Contents~~

our underwriting activities. The reconciliation of consolidated underwriting income to income before income taxes and interest in income (loss) of equity method investments, the most comparable GAAP measure is presented in ~~the '~~Management’s Discussion and Analysis of Financial Condition and Results of Operations – Executive Summary – Results of Operations'.

~~Non-GAAP~~ Operating Income

~~Non-GAAP operating~~Operating income represents after-tax operational results without consideration of after-tax net ~~realized~~ investment gains (losses), foreign exchange losses (gains), ~~bargain purchase gain,~~ and ~~transaction related~~reorganization expenses.

Although the investment of premiums to generate income and ~~realized~~ investment gains (losses) is an integral part of our operations, the determination to realize investment gains (losses) is independent of the underwriting process and is heavily influenced by the availability of market opportunities. Furthermore, many users believe that the timing of the realization of investment gains (losses) is somewhat opportunistic for many companies.

Foreign exchange losses (gains) in our Consolidated Statements of Operations are primarily driven by the impact of foreign exchange rate movements on net insurance related-liabilities. However, this movement is only one element of the overall impact of foreign exchange rate fluctuations on our financial position. In addition, we recognize unrealized foreign exchange losses (gains) on our available-for-sale investments in other comprehensive income and foreign exchange losses (gains) realized upon the sale of these investments in net ~~realized~~ investments gains (losses). These unrealized and realized foreign exchange losses (gains) generally offset a large portion of the foreign exchange losses (gains) reported separately in net income (loss), thereby minimizing the impact of foreign

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exchange rate movements on total shareholders' equity. As such, ~~the Statement of Operations~~ foreign exchange losses (gains) in our Statement of Operations in isolation isare not a fair representation of the performance of our business.

Bargain purchase gain reflects the excess of the fair value of the net identifiable assets acquired over the fair value of consideration transferred and is not indicative of future revenues of the company.

~~Transaction related~~Reorganization expenses are primarily driven by business decisions, the nature and timing of which are ~~unrelated~~not related to the underwriting process and ~~which~~ are not representative of underlying business performance.

Certain users of our financial statements evaluate ~~earnings~~performance excluding after-tax net ~~realized~~ investment gains (losses), foreign exchange losses (gains), ~~bargain purchase gain,~~ and ~~transaction related~~reorganization expenses to understand the profitability of recurring sources of income.

We believe that showing net income (loss) available to common shareholders exclusive of net ~~realized~~investment gains (losses), foreign exchange losses (gains)~~, bargain purchase gain,~~ and ~~transaction related~~reorganization expenses reflects the underlying fundamentals of our business. In addition, we believe that this presentation enables investors and other users of our financial information to analyze performance in a manner similar to how our management analyzes the underlying business performance. We also believe this measure follows industry practice and, therefore, facilitates comparison of our performance with our peer group. We believe that equity analysts and certain rating agencies that follow us, and the insurance industry as a whole, generally exclude these items from their analyses for the same reasons. The reconciliation of ~~non-GAAP~~ operating income to net income (loss) available to common shareholders, the most comparable GAAP measure, is presented in ~~the~~ ~~'Results~~'Management’s Discussion and Analysis of Financial Condition and Results of Operations – Executive Summary – Results of Operations'.

Constant Currency Basis

We present gross premiums written, net premiums written and net premiums earned on a constant currency basis in this MD&A. The amounts presented on a constant currency basis are calculated by applying the average foreign exchange rate from the current year to the prior year amounts. We believe this presentation enables investors and other users of our financial information to analyze ~~performance~~growth in gross premiums written, net premiums written and net premiums earned on a ~~manner similar to how our management analyzes the underlying business performance.~~constant basis. The reconciliation to gross premiums written, net premiums written and net premiums earned on a GAAP basis is presented in ~~the~~ 'Management’s Discussion and Analysis of Financial Condition and Results of Operations – Group Underwriting Results' ~~section of this MD&A.~~.

Pre-Tax Total Return on Cash and Investments excluding Foreign Exchange Movement

Pre-tax total return on cash and investments excluding foreign exchange movements measures net investment income (loss), net ~~realized~~ investments gains (losses), interest in income (loss) of equity method investments, and pre-tax change in unrealized gains (losses) generated by our average cash and investment balances. The reconciliation to pre-tax total return on cash and investments, the most comparable GAAP financial measure is presented in the 'Management’s Discussion and Analysis of Financial Condition and Results of Operations – Net Investment Income and Net ~~Realized~~ Investment Gains (Losses)'

~~Table of Contents~~

~~section of this release.~~. We believe this presentation enables investors and other users of our financial information to analyze the performance of our investments.

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Results of Operations

Three months ended September 30, Nine months ended September 30,
2017 % Change 2016 2017 % Change 2016

Underwriting revenues:
Net premiums earned $ 1,017,131
9% $ 934,415
$ 2,937,265
6% $ 2,783,746

Other insurance related income (losses) (3,197 ) nm 5,944
(4,420 ) nm 4,850

Underwriting expenses:
Net losses and loss expenses (1,235,367 ) 132% (532,328 ) (2,447,640 ) 47% (1,663,584 )
Acquisition costs (194,724 ) 3% (189,810 ) (588,879 ) 5% (559,570 )

Underwriting general and administrative expenses⁽¹⁾
(96,696 ) (15%) (114,223 ) (335,782 ) (5%) (352,632 )
Underwriting Income (Loss) $ (512,853 ) $ 103,998
$ (439,456 ) $ 212,810

Corporate expenses⁽¹⁾
(27,933 ) (3%) (28,683 ) (97,922 ) 13% (86,922 )
Net investment income 95,169
(19%) 116,923
299,899
16% 257,818

Net realized investment gains (losses) 14,632
nm 5,205
(14,811 ) (63%) (40,295 )
Other (expenses) revenues, net (45,345 ) nm 956
(128,470 ) nm 31,195

Bargain purchase gain —
nm —
15,044
nm —

Transaction related expenses (5,970 ) nm —
(5,970 ) nm —

Income (loss) before income taxes and interest in income (loss) of equity method investments (482,300 ) 198,399
(371,686 ) 374,606

Income tax (expense) benefit 25,877
(9,352 ) 38,547
(7,712 )
Interest in loss of equity method investments (661 ) nm (2,434 ) (8,402 ) nm (2,434 )
Net income (loss) $ (457,084 ) $ 186,613
$ (341,541 ) $ 364,460

Preferred share dividends (10,656 ) 7% (9,969 ) (36,154 ) 21% (29,906 )
Net income (loss) available to common shareholders $ (467,740 ) nm $ 176,644
$ (377,695 ) nm $ 334,554

Net realized investment gains (losses), net of tax⁽²⁾
$ (11,975 ) $ (2,726 ) $ 16,703
$ 42,667

Foreign exchange gains (losses), net of tax⁽³⁾
28,071
(13,229 ) 85,851
(67,771 )

Bargain purchase gain⁽⁴⁾
—
—
(15,044 ) —

Transaction related expenses, net of tax 5,749
—
5,749
—

Non-GAAP operating income (loss) $ (445,895 ) nm $ 160,689
$ (284,436 ) nm $ 309,450



	Three months ended March 31,
	2018				% Change	2017

Underwriting revenues:
Net premiums earned	$	1,167,402			24%	$	938,703
Other insurance related income (losses)	6,606				nm	(3,783		)
Underwriting expenses:
Net losses and loss expenses	(661,345		)		9%	(606,942		)
Acquisition costs	(229,260		)		21%	(189,792		)
Underwriting general and administrative expenses⁽¹⁾	(139,666		)		15%	(121,801		)
Underwriting Income	$	143,737				$	16,385

Corporate expenses⁽¹⁾	(30,171		)		(24%)	(39,459		)
Net investment income	100,999				2%	98,664
Net investment losses	(14,830		)		(41%)	(25,050		)
Other (expenses) revenues, net	(54,623		)		59%	(34,256		)
Reorganization expenses	(13,054		)		nm	—
Amortization of value of business acquired	(57,110		)		nm	—
Amortization of intangibles	(2,782		)	—	nm	—
Income before income taxes and interest in income (loss) of equity method investments	72,166					16,284
Income tax benefit	1,036				(89%)	9,337
Interest in loss of equity method investments	—				nm	(5,766		)
Net income	$	73,202				$	19,855
Preferred share dividends	(10,656		)		(28%)	(14,841		)
Net income available to common shareholders	$	62,546			nm	$	5,014

Net investment losses, net of tax⁽²⁾	$	15,973			(34%)	$	24,227
Foreign exchange losses, net of tax⁽³⁾	33,535				54%	21,723
Reorganization expenses, net of tax ⁽⁴⁾	10,583				nm	—
Operating income	$	122,637			nm	$	50,964

nm – not meaningful

(1)

Underwriting-related general and administrative expenses is a non-GAAP measure as defined in Item 10(e) of SEC Regulation G.S-K. The reconciliation to ~~total~~ general and administrative expenses, the most comparable GAAP measure, also included corporate expenses of ~~($27,933)~~$30,171 and ~~($28,683)~~$39,459 for the three months ended ~~September 30,~~March 31, 2018 and 2017, ~~and 2016, respectively, and ($97,922) and ($86,922) for the nine months ended September 30, 2017 and 2016,~~ respectively. Refer to 'Management’s Discussion and Analysis of Financial Condition and Results of Operations – Other ~~(expenses) revenues, net'~~Expenses (Revenues), Net' for additional information related to the corporate expenses. Also, refer to 'Management’s Discussion and Analysis of Financial Condition and Results of Operations – Non-GAAP Financial Measures' for additional information.

(2)

Tax cost (benefit) of ~~$2,657~~$1,143 and ~~$2,479~~($823) for the three months ended ~~September 30,~~March 31, 2018 and 2017, ~~and 2016, respectively, and $1,892 and $2,372 for the nine months ended September 30, 2017 and 2016,~~ respectively. Tax impact is estimated by applying the statutory rates of applicable jurisdictions, after consideration of other relevant factors including the ability to utilize capital losses.

(3)

Tax cost (benefit) of ($~~4,439)~~4,325) and ~~$566~~$258 for the three months ended ~~September 30, 2017~~March 31, 2018 and ~~2016~~2017, ~~respectively, and $(4,242) and $2,010 for the nine months ended September 30, 2017 and 2016,~~ respectively. Tax impact is estimated by applying the statutory rates of applicable jurisdictions, after consideration of other relevant factors including the tax status of specific foreign exchange transactions.


(4)	Tax cost (benefit) of ($2,471) and $nil for the three months ended March 31, 2018 and 2017, respectively. Tax impact is ~~nil.~~estimated by applying the statutory rates of applicable jurisdictions, after consideration of other relevant factors including the tax status of specific foreign exchange transactions.

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Non-GAAP Financial Measures

We also present ~~non-GAAP~~ operating income per diluted common share and annualized ~~non-GAAP~~ operating return on average common equity (“("annualized ~~non-GAAP~~ operating ~~ROACE”~~ROACE"), which are derived from the ~~non-GAAP~~ operating income measure and can be reconciled to the most comparable GAAP financial measures as follows:

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Net income (loss) available to common shareholders $ (467,740 ) $ 176,644
$ (377,695 ) $ 334,554

Non-GAAP operating income (loss) (445,895 ) 160,689
(284,436 ) 309,450

Weighted average common shares and common share equivalents - diluted⁽¹⁾
83,305
90,351
84,479
92,579

Earnings (loss) per common share - diluted $ (5.61 ) $ 1.96
$ (4.47 ) $ 3.61

Non-GAAP operating income (loss) per common share - diluted $ (5.35 ) $ 1.78
$ (3.37 ) $ 3.34

Average common shareholders’ equity $ 4,898,698
$ 5,369,921
$ 4,912,998
$ 5,319,849

Annualized return on average common equity⁽²⁾
nm
13.2 % (10.3 %) 8.4 %

Annualized Non-GAAP operating return on average common equity⁽³⁾
nm
12.0 % (7.7 %) 7.8 %

~~nm – not meaningful~~



	Three months ended March 31,
	2018			2017

Net income available to common shareholders	$	62,546		$	5,014
Operating income	122,637			50,964
Weighted average common shares and common share equivalents - diluted⁽¹⁾	83,721			86,793

Earnings per common share - diluted	$	0.75		$	0.06
Operating income per common share - diluted	$	1.46		$	0.59

Average common shareholders’ equity	$	4,527,830		$	5,125,294

Annualized return on average common equity⁽²⁾	5.5		%	0.4		%
Annualized operating return on average common equity⁽³⁾	10.8		%	4.0		%


(1)	Refer to Item 1, Note 87 to our Consolidated Financial Statements 'Earnings per Common Share' for ~~further details~~additional information on the dilution calculation.


(2)	~~Return~~Annualized return on average common equity ("ROACE") is calculated by dividing annualized net income (loss) available to common shareholders for the period by the average shareholders' equity determined by using the common shareholders' equity balances at the beginning and end of the period.

(3)

~~Non-GAAP~~

Annualized operating ROACE, a non-GAAP financial measure as defined in Item 10(e) of SEC Regulation G,S-K, is calculated by dividing annualized operating income for the period by the average common shareholders' equity. The reconciliation to ROACE, the most comparable GAAP measure, is presented above in 'Management’s Discussion and Analysis of Financial Condition and Results of Operations –Results of Operations', Also, refer to 'Management’s Discussion and Analysis of Financial Condition and Results of Operations – Non-GAAP Financial Measures' for additional information.

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Underwriting Results

Total underwriting ~~loss~~income for the three months ended ~~September 30, 2017~~March 31, 2018 was ~~$513~~$144 million, ~~a decrease~~an increase of ~~$617~~$127 million compared to the underwriting income of ~~$104~~$16 million for the three months ended ~~September 30, 2016.~~March 31, 2017. The ~~decrease~~increase in underwriting income was primarily driven by an increase in net premiums earned, a decrease in the current accident year loss ratio excluding catastrophe and weather-related losses, ~~a decrease~~an increase in net favorable prior year reserve development, an increase in other insurance-related income, partially offset by an increase in general and administrative expenses.

The reinsurance segment underwriting income increased by $70 million for the three months ended March 31, 2018, compared to the three months ended March 31, 2017. The increase in underwriting income was primarily driven by an increase in net premiums earned, a decrease in the current accident year loss ratio excluding catastrophe and weather-related losses, an increase in net favorable prior year reserve development, an increase in other insurance-related income and a decrease in catastrophe and weather-related losses.

The insurance segment underwriting income increased by $58 million for the three months ended March 31, 2018, compared to the three months ended March 31, 2017. The increase in underwriting income was primarily driven by an increase in net premiums earned, an increase in net favorable prior year reserve development, a decrease in the current accident year loss ratio excluding catastrophe and weather-related losses, partially offset by ~~a decrease in general and administrative expenses.~~

The reinsurance segment underwriting loss increased by $310 million for the three months ended September 30, 2017, compared to the three months ended September 30, 2016. The decrease in underwriting income was primarily driven by an increase in catastrophe and weather-related losses, an increase in the current accident year loss ratio excluding catastrophe and weather-related losses and a decrease in net favorable prior year reserve development, partially offset by a decrease acquisition costs.

The insurance segment underwriting loss increased by $307 million for the three months ended September 30, 2017, compared to the three months ended September 30, 2016. The decrease in underwriting income was primarily driven by an increase in catastrophe and weather-related losses, and ~~a decrease in net favorable prior year reserve development.~~

Total underwriting loss in the nine months ended September 30, 2017 was $439 million, a decrease to underwriting income of $652 million compared to $213 million in the nine months ended September 30, 2016. The decrease in underwriting income was primarily driven by an increase in catastrophe and weather-related losses, an increase in the current accident year loss ratio excluding catastrophe and weather-related losses, decrease in net favorable prior year reserve development, partially offset by a decrease in general and administrative expenses.

The reinsurance segment underwriting income decreased by $352 million in the nine months ended September 30, 2017, compared to the nine months ended September 30, 2016. The decrease in underwriting income was primarily driven by an increase in catastrophe and weather-related losses, decrease in net favorable prior year reserve development, an increase in the current accident year loss ratio excluding catastrophe and weather-related losses, partially offset by a decrease in general and administrative expenses.

The insurance segment underwriting loss increased by $300 million in the nine months ended September 30, 2017, compared to the nine months ended September 30, 2016. The increase in underwriting income was primarily driven by an increase in catastrophe and weather-related losses, and an increase in acquisition costs.

Net Investment Income

Net investment income for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 was ~~$95~~$101 million, ~~and $300 million, respectively, a decrease of $22 million and~~ an increase of ~~$42~~$2 million, ~~respectively,~~ compared to the three ~~and nine~~ months ended ~~September 30, 2016 primarily attributable to our alternative investments portfolio.~~March 31, 2017.

Net ~~Realized~~ Investment Gains (Losses)

Net ~~realized~~ investment ~~gains~~losses were $15 million for the three months ended ~~September 30, 2017~~March 31, 2018 compared to net realized investment gains of $5 million for for the same period of 2016. The net realized investment gains for the three months ended September 30, 2017 were mainly attributable to gains on sales of ETFs, partially offset by an other than temporary impairment ("OTTI") charge of $5 million. The net realized investment gains for the three months ended September 30, 2016 were attributable to sales of fixed income and equities which benefited from improved pricing in 2016.

~~Net realized investment losses were $15 million in the nine months ended September 30, 2017, compared to net realized investment losses of $40~~$25 million for the same period of ~~2016. The~~2017. Net investment losses for the three months ended March 31, 2018 were mainly attributable to net unrealized investment losses on equity securities recognized in the income statement due to the adoption of Accounting Standards Update ("ASU") ASU 2016-01 "Financial Instruments - Overall (Subtopic 825-10) - Recognition and Measurement of Financial Assets and Financial Liabilities,". Net realized investment losses for the ~~nine~~three months ended ~~September 30,~~March 31, 2017 ~~and 2016~~ were primarily attributable to foreign ~~currency~~exchange losses ~~(net of forward contracts)~~ on ~~the sale of~~ non-U.S. ~~government and corporate debt~~denominated securities ~~as a result of~~due to the strengthening of the U.S. dollar, and ~~OTTI.~~by other-than-temporary impairment ("OTTI") charges.

~~Corporate~~Other Expenses (Revenues), Net

Corporate expenses were ~~$28~~$30 million for the three months ended ~~September 30, 2017,~~March 31, 2018, compared to ~~$29~~$39 million for the three months ended ~~September 30, 2016.~~March 31, 2017. The decrease was primarily attributable to a decrease in ~~performance related compensation~~personnel costs and executive transition costs, together with an

~~Table of Contents~~

increase in the allocation of corporate costs to the insurance and reinsurance segments, ~~largely~~partially offset by an increase in ~~personnel expenses.~~information technology costs.

Corporate expenses were $98 million for the nine months ended September 30, 2017 compared to $87 million in the same period in 2016. The increase was primarily attributable to an increase in personnel expenses.

~~Other Expenses (Revenues), Net~~

~~The foreign~~Foreign exchange losses ~~of $33 million and $90~~were $38 million for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018, compared to $21 million for the three months ended March 31, 2017. Foreign exchange losses for the three months ended March 31, 2018 were primarily attributable to the impact of the weakening of the U.S. dollar on the remeasurement of net insurance-related liabilities mainly denominated in pound sterling and euro. For the nine months ended September 30, 2017 compared to the same period in 2016, foreign exchange losses also included the reclass of the cumulative translation adjustment of $24 million related to the wind-down of AXIS Specialty Australia from accumulated other comprehensive income to foreign exchange losses.

The foreign exchange gains of $14 million and $70 million for the three and nine months ended September 30, 2016, respectively, were primarily driven by the impact of the strengthening of the U.S. dollar on the remeasurement of net insurance-related liabilities mainly denominated against the pound sterling.

The financial results for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 resulted in a tax benefit of ~~$26~~$1 million ~~and $39~~compared to $9 million ~~respectively.~~for the three months ended March 31, 2017. The tax benefit of ~~$26~~$1 million recognized in the three months ended ~~September 30, 2017~~March 31, 2018 was primarily driven by ~~an underwriting loss recognized~~the generation of pre-tax losses in our U.K. operations , largely offset by the generation of pre-tax income in our U.S. operations. The tax benefit ~~of $39 million~~ recognized in ~~the nine months ended September 30,~~ 2017 was primarily ~~driven by an underwriting loss recognized in our U.S. operations,~~attributable to share based compensation excess tax benefits ~~which were~~ recognized in the income statement ~~and a tax adjustment related~~due to the ~~bargain purchase gain recognized in connection with the acquisition~~adoption of ~~Aviabel.~~

The financial results for the three and nine months ended and 2016 resulted in a tax expense of $9 million and $8 million, respectively, was primarily driven by the generation of consolidated pre-tax net income in our European operations.

~~Bargain Purchase Gain~~

~~On April 1, 2017, the Company acquired general aviation insurer and reinsurer, Aviabel. The purchase price was allocated~~ASU 2016-09, "Compensation-Stock Compensation (Topic 718) - Improvements to the acquired assets and liabilities of Aviabel based on estimated fair values on the closing date and a bargain purchase gain of $15 million was recognized in the nine months ended September 30, 2017.

~~Transaction Related Expenses~~

~~The Company incurred transaction related expenses including due diligence, legal, accounting, and investment banking fees and expenses,~~Employee Share-Based Payment Accounting", as well as ~~integration expenses~~underwriting losses recognized in our U.S. and European operations.

Table of $6Contents

Interest expense and financing costs were $17 million infor the three months ended ~~September 30,~~March 31, 2018, compared to $13 million for the three months ended March 31, 2017. The increase was primarily attributable to interest due on the 4.0% Senior Notes issued by the Company in the fourth quarter of 2017, as well as interest due on the Dekania Notes issued by Novae in 2004.

Reorganization Expenses

Reorganization related expenses were $13 million for the three months ended March 31, 2018, compared to $nil for the three months ended March 31, 2017, related to ~~the acquisition of Novae. In addition, the Company was contractually obligated to pay investment banking fees on the closing date of the transaction. The Company expects substantially all of~~a new transformation program launched earlier this year. This program encompasses the integration ~~costs related~~of Novae which commenced in the fourth quarter of 2017, the realignment of our accident and health business together with other initiatives designed to increase our efficiency and enhance our profitability while delivering a customer-centric operating model.

We expect to achieve annual run-rate cost savings of approximately $100 million with effect from 2020. These expense savings will be achieved through the ~~acquisition~~elimination of redundant roles, efficiencies introduced through organizational redesign, operating efficiency improvements, integration of systems, and the rationalization of third party contracts and professional fees.

In order to beachieve annual run-rate cost savings across the transformation program with effect from 2020, we expect to incur cumulative pre-tax reorganization charges of approximately $100 million by 2020. Pre-tax reorganization charges of $28 million were incurred in ~~2018. In addition,~~ the ~~Company expects to begin realizing cost savings~~two most recent quarters. These expenses are not included in ~~2018.~~operating income.

Interest in Loss of Equity Method Investments

Interest in loss of equity method investments ~~was $1 million~~represents our aggregate share of losses related to investments in which we have significant influence over the operating and ~~$8 million for~~financial policies of the investee.

The three ~~and nine~~ months ended ~~September 30, 2017, respectively. The nine months ended September 30,~~March 31, 2017 included impairment losses of $9$6 million related to an investment in a U.S. based insurance company, partially offset by income ~~of $1 million~~ related to ~~the Company’s~~our aggregate share of profits in a company in which ~~it has~~we had significant influence over the operating and financial policies.

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Financial Measures

We believe the following financial indicators are important in evaluating our performance and measuring the overall growth in value generated for our common shareholders:

Three months ended and at September 30, Nine months ended and at September 30,
2017 2016 2017 2016

ROACE (annualized)⁽¹⁾
nm
13.2 % (10.3 %) 8.4 %

Non-GAAP operating ROACE (annualized)⁽²⁾
nm
12.0 % (7.7 %) 7.8 %

Diluted book value per common share⁽³⁾
$ 55.33
$ 59.77
$ 55.33
$ 59.77

Cash dividends declared per common share 0.38
0.35
1.14
1.05

Increase (decrease) in diluted book value per common share adjusted for dividends $ (4.74 ) $ 2.50
$ (1.80 ) $ 6.74



	Three months ended and at March 31,
	2018			2017

Annualized ROACE	5.5		%	0.4		%
Annualized operating ROACE	10.8		%	4.0		%
Diluted book value per common share⁽¹⁾	$	52.57		$	58.89
Cash dividends declared per common share	0.39			0.38
Increase (decrease) in diluted book value per common share adjusted for dividends	$	(0.92	)	$	1.00

nm – not meaningful


(1)	Diluted book value per common share represents total common shareholders’ equity divided by the number of common shares and diluted common share equivalents outstanding, determined using the treasury stock method. Cash settled awards are excluded from the denominator.

~~(1)~~ Return on ~~average common equity (“ROACE”)~~Equity

Our objective is ~~calculated by dividing annualized net income available~~ to generate superior returns on capital that appropriately reward our common shareholders for the risks we assume and to grow revenue only when we expect the returns will meet or exceed our requirements. We recognize that the nature of underwriting cycles and the frequency or severity of large loss events in any one year may challenge the ability to achieve a profitability target in any specific period, ~~by the average shareholders’ equity determined by using the common shareholders’ equity balances at the beginning and end of the period.~~

~~(2) Non-GAAP~~therefore our goal is to achieve top-quintile industry operating ROACE ~~is calculated by dividing annualized operating income for the period by the average common shareholders’ equity determined by using the common shareholders’ equity balances at the beginning~~ and ~~end of the period. Annualized non-GAAP operating ROACE is a non-GAAP financial measure as defined~~growth in ~~SEC Regulation G. The reconciliation to ROACE, the most comparable GAAP measure, is presented in the 'Results of Operations'~~.

~~(3) Diluted~~ book value per ~~common~~ share ~~represents total common shareholders’ equity divided by~~adjusted for dividends, with volatility consistent with the ~~number of common shares and diluted common share equivalents outstanding, determined using the treasury stock method. Cash settled awards are excluded from the denominator.~~

~~Return on Equity~~industry average.

ROACE reflects the impact of net income attributable to common shareholders including net ~~realized~~ investment gains (losses), foreign exchange losses (gains), ~~a bargain purchase gain related to the acquisition of Aviabel,~~ and ~~transaction related expenses associated with the acquisition of Novae.~~reorganization expenses.

The ~~decrease~~increase in ROACE for the three months ended ~~September 30, 2017,~~March 31, 2018, compared to the three months ended ~~September 30, 2016,~~March 31, 2017, was primarily driven by an increase in underwriting income, together with a decrease in ~~underwriting income and~~ net investment ~~income together with foreign exchange~~ losses and corporate expenses, partially offset by ~~a tax benefit compared to a tax expense in 2016~~amortization of value of business acquired and intangible assets associated with the acquisition of Novae, reorganization expenses, and an increase in ~~net realized investment gains .~~

~~The decrease in ROACE in the nine months ended September 30, 2017, compared to the nine months ended September 30, 2016, was primarily driven by a decrease in underwriting income and~~ foreign exchange ~~losses, partially offset by a tax benefit compared to a tax expense in 2016, an increase in net investment income, a decrease in net realized investment losses, and the bargain purchase gain.~~losses.

~~Non-GAAP operating~~Operating ROACE excludes the impact of net ~~realized~~ investment gains (losses), foreign exchange losses (gains), ~~the bargain purchase gain~~ and ~~transaction related~~reorganization expenses.

The ~~decrease~~increase in ~~non-GAAP~~ operating ROACE for the three months ended ~~September 30, 2017,~~March 31, 2018, compared to the three months ended ~~September 30, 2016,~~March 31, 2017, was primarily driven by ~~a decrease~~an increase in underwriting income and ~~net investment income~~a decrease in corporate expense, partially offset by ~~a tax benefit compared to a tax expense in 2016.~~

~~The decrease in non-GAAP operating ROACE in~~amortization of value of business acquired and intangible assets associated with the nine months ended September 30, 2017, compared to the nine months ended September 30, 2016, was primarily driven by a decrease in underwriting income, partially offset by a tax benefit compared to a tax expense in 2016 and an increase in net investment income.

acquisition of Novae.

Diluted Book Value per Common Share

We consider diluted book value per common share to be an appropriate measure of our returns to common shareholders, as we believe growth in our book value on a diluted basis will ultimately translate into appreciation of our stock price.

Diluted book value per common share decreased by 7%11% to ~~$55.33~~$52.57 at ~~September 30,~~March 31, 2018, from $58.89 at March 31, 2017, ~~from $59.77 at September 30, 2016,~~ which primarily reflected net losses attributable to common shareholders generated over the past twelve months of ~~$247~~$358 million, ~~and~~ common share dividends ~~declared.~~declared and unrealized investment losses reported in other comprehensive income.

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Cash Dividends Declared per Common Share

We believe in returning excess capital to our shareholders by way of dividends (as well as share repurchases) accordingly, our dividend policy is an integral part of the value we create for our shareholders. Our cumulatively strong earnings have permitted our Board of Directors to approve thirteen successive increases in quarterly common share dividends.

Diluted Book Value per Common Share Adjusted for Dividends

Diluted book value per common share adjusted for dividends decreased by ~~$4.74~~$0.92 or 8%2% per common share for the three months ended ~~September 30, 2017, by $1.80~~March 31, 2018 and $4.78, or ~~3% per common share for the nine months ended September 30, 2017, and $2.92, or 5%~~8%, per common share over the past twelve months.

Taken together, we believe that growth in diluted book value per common share and common share dividends declared represent the total value created for our common shareholders. As companies in the insurance industry have differing dividend payout policies, we believe investors use the diluted book value per common share adjusted for dividends metric to measure comparable performance across the industry.

During the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018, the decrease in diluted book value per common share adjusted for dividends was primarily ~~attributable to net loss generated~~driven by the unrealized investment losses reported in ~~both periods and common share dividends declared,~~accumulated other comprehensive income, partially offset by anthe net income generated in the quarter.

During the three months ended March 31, 2017, total value created consisted primarily of the increase in unrealized gains on investments reported in accumulated other comprehensive income.

During the three and nine months ended September 30, 2016, respectively, total value created consisted primarily of net income and an increase in unrealized gains on investments reported in accumulated other comprehensive income, partially offset by common share dividends declared.

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UNDERWRITING RESULTS – GROUP

The following table provides our group underwriting results for the periods indicated. Underwriting income is a pre-tax measure of underwriting profitability that takes into account net premiums earned and other insurance related income (loss) as revenues and net losses and loss expenses, acquisition costs and underwriting-related general and administrative costs as expenses.

Three months ended September 30, Nine months ended September 30,
2017 % Change 2016 2017 % Change 2016

Revenues:
Gross premiums written $ 1,185,574
24% $ 959,962
$ 4,459,772
5% $ 4,239,558

Net premiums written 832,743
40% 595,431
3,297,718
—% 3,288,587

Net premiums earned 1,017,131
9% 934,415
2,937,265
6% 2,783,746

Other insurance related income (losses) (3,197 ) nm 5,944
(4,420 ) nm 4,850

Expenses:
Current year net losses and loss expenses (1,283,135 )
(608,347 ) (2,591,135 )
(1,887,715 )
Prior year reserve development 47,768

76,019
143,495

224,131

Acquisition costs (194,724 )
(189,810 ) (588,879 )
(559,570 )
Underwriting-related general and administrative

expenses⁽¹⁾
(96,696 )
(114,223 ) (335,782 )
(352,632 )

Underwriting income (loss)⁽²⁾
$ (512,853 ) nm $ 103,998
$ (439,456 ) nm $ 212,810

General and administrative expenses⁽¹⁾
$ 124,629

$ 142,906
$ 433,704

$ 439,554

Income (loss) before income taxes and interest in income (loss) of equity method investments⁽²⁾
$ (482,300 )
$ 198,399
$ (371,686 )
$ 374,606



	Three months ended March 31,
	2018			% Change	2017

Revenues:
Gross premiums written	$	2,662,795		39%	$	1,911,871
Net premiums written	1,985,871			32%	1,508,959
Net premiums earned	1,167,402			24%	938,703
Other insurance related income (losses)	6,606			nm	(3,783		)

Expenses:
Current year net losses and loss expenses	(715,652		)		(631,735		)
Prior year reserve development	54,307				24,793
Acquisition costs	(229,260		)		(189,792		)
Underwriting-related general and administrative expenses⁽¹⁾	(139,666		)		(121,801		)
Underwriting income⁽²⁾	$	143,737		nm	$	16,385


General and administrative expenses⁽¹⁾	$	169,837			$	161,260
Income before income taxes and interest in income (loss) of equity method investments⁽²⁾	$	72,166			$	16,284

nm – not meaningful

(1)

Underwriting-related general and administrative expenses is a non-GAAP measure as defined in Item 10(e) of SEC Regulation G.S-K. The reconciliation to general and administrative expenses, the most comparable GAAP measure, is presented in ~~the~~ 'Management’s Discussion and Analysis of Financial Condition and Results of Operations – Executive Summary – Results of Operations'~~, which is included in the 'Executive Summary'~~ ~~section of this MD&A.~~.

(2)

Group (or consolidated) underwriting income (loss) is a non-GAAP financial measure as defined in Item 10(e) of SEC Regulation G.S-K. The reconciliation to net income ~~(loss~~(loss) before tax and interest in income (loss) of equity ~~investments),~~investments, the most comparable GAAP measure, is presented in ~~the "~~'Management’s Discussion and Analysis of Financial Condition and Results of Operations – Executive Summary – Results of Operations'~~, which is included in the 'Executive Summary'~~ ~~section of this MD&A.~~.

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~~UNDERWRITING REVENUES~~Underwriting Revenues

Gross and net premiums written by segment were as follows:

   Gross Premiums Written
   Three months ended September 30, Nine months ended September 30,
   2017 % Change 2016 2017 % Change 2016

Insurance $ 744,366
10% $ 675,430
$ 2,234,395
6% $ 2,112,796

Reinsurance 441,208
55% 284,532
2,225,377
5% 2,126,762

Total $ 1,185,574
24% $ 959,962
$ 4,459,772
5% $ 4,239,558

Constant currency⁽³⁾
$ 1,188,100
24% $ 959,962
$ 4,522,500
7% $ 4,239,558

% ceded
Insurance 33% (3) pts 36% 31% (1) pts 32%
Reinsurance 25% (18) pts 43% 21% 8 pts 13%
Total 30% (8) pts 38% 26% 4 pts 22%

Net Premiums Written
   Three months ended September 30, Nine months ended September 30,
   2017 % Change 2016 2017 % Change 2016

Insurance $ 500,022
15% $ 433,131
$ 1,533,029
7% $ 1,433,058

Reinsurance 332,721
105% 162,300
1,764,689
(5%) 1,855,529

Total $ 832,743
40% $ 595,431
$ 3,297,718
—% $ 3,288,587

Constant currency⁽³⁾
$ 835,600
40% $ 595,431
$ 3,360,300
2% $ 3,288,587



	Gross Premiums Written
	Three months ended March 31,
	2018		% Change	2017

Insurance	$	880,848	62%	$	545,261
Reinsurance	1,781,947		30%	1,366,610
Total	$	2,662,795	39%	$	1,911,871

% ceded
Insurance	38%		3 pts	35%
Reinsurance	19%		3 pts	16%
Total	25%		4 pts	21%

	Net Premiums Written
	Three months ended March 31,
	2018		% Change	2017

Insurance	$	547,893	54%	$	356,836
Reinsurance	1,437,978		25%	1,152,122
Total	$	1,985,871	32%	$	1,508,959


~~(3)~~	Amounts presented on a constant currency basis are non-GAAP financial measures as defined in SEC Regulation G. The constant currency basis is calculated by applying the average foreign exchange rate from the current year to the prior year balance.

Gross Premiums ~~Written:~~Written:

Gross premiums written for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 increased by ~~$226~~$751 million or ~~24% ($228 million or 24% on a constant currency basis) and $220 million or 5% ($283 million or 7% on a constant currency basis), respectively,~~39% compared to the three ~~and nine~~ months ended ~~September 30, 2016, respectively.~~March 31, 2017. The increase for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018, compared to the same periods in ~~2016,~~2017, was due to an increase in both the ~~insurance~~reinsurance and ~~reinsurance~~insurance segments.

The reinsurance segment's gross premiums written increased by ~~$157~~$415 million or ~~55% ($160 million or 56% on a constant currency basis) and $99 million or 5% ($150 million or 7% on a constant currency basis)~~30% for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018, compared to the same ~~periods~~period in ~~2016.~~

2017. The increase in the reinsurance segment gross premiums written included $50 million attributable to catastrophe, marine and aviation lines associated with our acquisition of Novae. In addition, gross premiums written increased by $365 million, or 27% ($286 million or 21% on a constant currency basis¹) for the three months ended ~~September 30, 2017~~March 31, 2018 compared to the same period of ~~2016, was primarily~~2017, driven by our motor, accident and health, credit and surety, catastrophe, liability, ~~catastrophe, property~~ and ~~motor~~professional lines, partially offset by decrease in marine and other lines. The increase in our motor, credit and surety, liability ~~lines was due to timing differences. The increase in our catastrophe~~and professional lines was largely due to ~~reinstatement premiums associated with~~timing. In addition, the third quarter catastrophe losses. The increase in our property and motor lines was primarily driven by new business. Timing differences also contributed to the increase in premiums written in our motor lines.

~~The increase for~~ ~~the~~ nine months ended September 30, 2017 compared to the same period in 2016, was primarily driven by our catastrophe, agriculture, property and motor lines, partially offset by a decrease in our credit and surety lines. The increase in our catastrophe and property lines was driven by new business. Favorable premium adjustments and reinstatement premiums contributed to the increase in premiums written in our catastrophe and agriculture lines. The increase in our motor lines was driven by rate increases and new ~~business~~business. The increase in our accident and ~~favorable premium adjustments,~~health, and catastrophe lines was due to new business. Increased line sizes on a number of treaties also contributed to the increase in catastrophe lines. These increases were partially offset by a ~~lower level of premiums written on a multi-year basis during 2017~~

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~~compared to 2016, together with the impact of foreign exchange movements. The~~ decrease in ~~our credit~~marine and ~~surety~~other lines ~~was primarily~~ due to the non-renewal of a ~~lower level of premiums written on a multi-year basis.~~large treaty.

The insurance segment's gross premiums written increased by ~~$69~~$336 million or ~~10% and $122 million or 6% ($133 million on a constant currency basis)~~62% for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018, compared to the same ~~periods~~period in ~~2016.~~

2017. The increase in the insurance segment gross premiums written included $302 million attributable to property, marine, professional lines, and credit and political risk lines associated with our acquisition of Novae. In addition, gross premiums written increased by $34 million, or 6% ($28 million or 5% on a constant currency basis) for the three months ended ~~September 30,~~March 31, 2018 comparable to the same period of 2017, ~~was~~ attributable to our professional lines, liability, ~~lines,~~ and ~~our credit~~accident and ~~political risk~~health lines driven by new business opportunities, together with an increase in our aviation lines associated with our ~~recent~~ acquisition of ~~Aviabel. These increases were partially offset by a reduction in premiums written in our property lines following our exit from some U.S. retail insurance operations~~Aviabel which was completed last year.

(1) Amounts presented on a constant currency basis are non-GAAP financial measures as defined in Item10 (e) of SEC Regulation S-K. The ~~increase in~~constant currency basis is calculated by applying the ~~nine months ended September 30, 2017 was attributable~~average foreign exchange rate from the current year to our liability, accident and health lines and our professional lines, primarily driven by new business opportunities, together with an increase in our aviation lines associated with our recent acquisitionthe prior year balance.

Table of ~~Aviabel. These increases were partially offset by a decrease in premiums written in our property lines following our exit from some U.S. retail insurance operations last year.~~Contents

Ceded Premiums ~~Written:~~Written:

Ceded premiums written for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 were ~~$353~~$677 million or ~~30% and $1.2 billion or 26%~~25% of gross premiums written ~~respectively,~~ compared to ~~$365~~$403 million or 38% and $951 million or 22% of gross premiums written for the three and nine months ended September 30, 2016, respectively. The decrease in the ratio of ceded premiums written to gross premiums written21% for the three months ended ~~September 30, 2017 and~~March 31, 2017. The increase ~~for the nine months ended September 30, 2017, compared to the same period in 2016, was primarily attributable to the reinsurance segment.~~

~~The decrease~~ in the ~~reinsurance segment ratio of~~ ceded premiums written to gross premiums written for the three months ended September 30, 2017 compared to the same period in 2016, was primarily due to an increase in gross premiums written in the quarter together with a decrease in premiums ceded to our strategic capital partners. The decrease in premiums ceded was attributable to ~~our professional and liability lines, partially offset by an increase in premiums ceded in our catastrophe lines.~~both segments.

The increase in the reinsurance segment ~~ratio of~~ ceded ~~premiums written to gross~~ premiums written for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2018 compared to the same period in ~~2016, primarily due~~2017, included $31 million attributable to ~~an increase~~catastrophe and marine lines associated with the acquisition of Novae. In addition, ceded premiums written increased by $98 million, or 46% for the three months ended March 31, 2018 compared to the same period in ~~premiums ceded in~~2017, attributable to our catastrophe, ~~agriculture,~~ credit and surety, ~~lines as well as our~~accident and health, liability ~~lines, partially offset by an~~and professional lines.

The increase in ~~gross~~the insurance segment ceded premiums ~~written.~~written for the three months ended March 31, 2018 compared to the same period in 2017, included $117 million primarily attributable to property, professional lines and marine lines associated with our acquisition of Novae. In addition, ceded premiums increased by $27 million or 14% for the three months ended March 31, 2018, compared to the same period in 2017 primarily driven by our professional lines and liability lines.

In June 2017, the Company obtained catastrophe protection for its insurance and reinsurance segments through a reinsurance agreement with Northshore Re II Limited ("Northshore"). In connection with the reinsurance agreement, Northshore issued notes to unrelated investors in an amount equal to the full $350 million of coverage provided under the reinsurance agreement covering a three year period. At the time of the agreement, the Company performed an evaluation of Northshore to determine if it meets the definition of a variable interest entity ("VIE"). The Company concluded that Northshore is a VIE but that the Company does not have a variable interest in the entity, as the variability in results is expected to be absorbed entirely by the investors in Northshore. Accordingly, Northshore is not consolidated in the Company's consolidated financial statements. ~~The premium ceded to~~Ceded premiums earned associated with the reinsurance agreement with Northshore during the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2018 was ~~$27~~$6.7 million.

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Net Premiums ~~Earned:~~Earned:

Net premiums earned by segment were as follows:

Three months ended September 30, Nine months ended September 30,
2017 2016
%
Change
2017 2016
%
Change

Insurance $ 496,004
49 % $ 444,691
48 % 12% $ 1,448,270
49 % $ 1,322,649
48 % 9%
Reinsurance 521,127
51 % 489,724
52 % 6% 1,488,995
51 % 1,461,097
52 % 2%
Total $ 1,017,131
100 % $ 934,415
100 % 9% $ 2,937,265
100 % $ 2,783,746
100 % 6%

Constant currency⁽³⁾
$ 1,027,050
$ 934,415

10% $ 2,999,050
$ 2,783,746
8%


~~(3)~~	Amounts presented on a constant currency basis are non-GAAP financial measures as defined in SEC Regulation G. The constant currency basis is calculated by applying the average foreign exchange rate from the current year to the prior year balance.

~~Changes in net premiums earned reflect period to period changes in net premiums written and business mix, together with normal variability in premium earning patterns.~~



	Three months ended March 31,
	2018				2017

Insurance	$	580,059	50	%	$	391,964	42	%
Reinsurance	587,343		50	%	546,739		58	%
Total	$	1,167,402	100	%	$	938,703	100	%

Net premiums earned for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 increased by ~~$83~~$229 million or ~~9% ($93 million or 10% on a constant currency basis) and $154 million or 6% ($215 million or 8% on a constant currency basis), respectively,~~24% compared to the three ~~and nine~~ months ended ~~September 30, 2016, respectively.~~March 31, 2017. The ~~increases~~increase for ~~both periods~~the three months ended March 31, 2018 compared to the same ~~periods~~period in ~~2016, were~~2017, was driven by increases in both the insurance and reinsurance segments.

Net premiums earned increased by 48% in our insurance segment for the three months ended March 31, 2018 compared to the same period in 2017. The increase in net premiums earned ~~in the insurance segment for the three~~included $178 million primarily attributable to property, marine, and ~~nine months ended September 30, 2017 compared to the same periods in 2016, were~~accident and health lines associated with our acquisition of Novae. In addition, net premiums earned increased by $10 million, or 3% (2% on a constant currency basis) driven by strong premium growth in our accident and health lines ~~as well as our aviation lines~~ in recent periods, together with ~~a decrease in ceded premiums earned in our property lines. Net premiums earned for the nine months ended September 30, 2017 was also impacted by strong~~ premium growth in our ~~property~~aviation lines ~~in recent periods.~~associated with the acquisition of Aviabel completed last year.

~~The increase in net~~Net premiums earned increased by 7% in ~~the~~our reinsurance segment for the three months ended ~~September 30, 2017~~March 31, 2018 compared to the same ~~periods~~period in ~~2016, was~~2017. The increase in net premiums earned included $13 million primarily attributable to marine and catastrophe lines associated with our acquisition of Novae. In addition, net premiums earned increased by $27 million, or 5% (4% on a constant currency basis) for the three months ended March 31, 2018 compared to the same period in 2017, driven by strong premium growth in our catastrophe, motor, ~~lines, as well as favorable reinstatement premiums impacting our catastrophe lines,~~ and ~~favorable premium estimate adjustments impacting our agriculture~~accident and health lines, partially offset by an increase in ceded premiums earned in our catastrophe ~~agriculture and professional lines, as well as a decrease in gross premium earned in our professional~~ lines.

The increase in net premiums earned in the reinsurance segment for the nine months ended September 30, 2017, compared to the same periods in 2016, driven by an increase in gross premium earned in our motor and agriculture lines, partially offset by an increase in ceded premiums earned in our agriculture and professional lines, together with a decrease in gross premiums earned in our professional lines.

~~Other Insurance Related Income (Losses):~~

Other insurance related losses was $3 million for the three months ended September 30, 2017, compared to other insurance related income of $6 million for the same period in 2016. The decrease in other insurance related income of $9 million was driven by the reinsurance segment and reflected a decrease in profit commissions associated with~~retrocessional agreements with strategic capital partner related to the third quarter catastrophe losses.~~

Other insurance related losses for the nine months ended September 30, 2017 was $4 million, compared to other insurance related income of $5 million for the same period in 2016. The decrease in other insurance related income of $9 million was driven by the reinsurance segment and reflected net realized losses on our weather and commodities derivative portfolio partially offset by fees from our strategic capital partners.

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~~UNDERWRITING EXPENSES~~Other Insurance Related Income (Losses):

Other insurance related income was $7 million for the three months ended March 31, 2018, compared to other insurance related loss of $4 million for the same period in 2017. The increase in other insurance related income of $10 million for the three months ended March 31, 2018 compared to the same period in 2017, was driven by a decrease in realized losses and unfavorable mark-to-market adjustments on our weather and commodities derivative portfolio which we no longer write, partially offset by favorable mark-to-market adjustments on other insurance and reinsurance contracts accounted for as derivatives and an increase in fees from strategic capital partners.

Underwriting Expenses

The following table provides a breakdown of our combined ratio:

Three months ended September 30, Nine months ended September 30,
2017
% Point
Change
2016 2017
% Point
Change
2016

Current accident year loss ratio 126.2 % 61.1 65.1 % 88.2 % 20.4 67.8 %
Prior year reserve development (4.7 %) 3.4 (8.1 %) (4.9 %) 3.1 (8.0 %)
Acquisition cost ratio 19.1 % (1.2) 20.3 % 20.0 % (0.1) 20.1 %

General and administrative expense ratio⁽¹⁾
12.3 % (3.0) 15.3 % 14.8 % (1.0) 15.8 %
Combined ratio 152.9 % 60.3 92.6 % 118.1 % 22.4 95.7 %



	Three months ended March 31,
	2018		% Point Change	2017

Current accident year loss ratio	61.3	%	(6.0)	67.3	%
Prior year reserve development	(4.6	%)	(2.0)	(2.6	%)
Acquisition cost ratio	19.6	%	(0.6)	20.2	%
General and administrative expense ratio⁽¹⁾	14.5	%	(2.7)	17.2	%
Combined ratio	90.8	%	(11.3)	102.1	%

(1)

The general and administrative expense ratio includes corporate expenses not allocated to reportable segments of ~~2.7%~~2.6% and ~~3.1%~~4.2% for the three months ended ~~September 30, 2017~~March 31, 2018 and ~~2016, respectively, and 3.3% and 3.1% for the six months ended~~ ~~September 30,~~ 2017 ~~and~~ ~~2016~~, respectively. These costs are further discussed in ~~the ‘~~'Management’s Discussion and Analysis of Financial Condition and Results of Operations – Other Expenses (Revenues), ~~Net’ section.~~Net'

Current Accident Year Loss ~~Ratio:~~Ratio:

The current accident year loss ratio ~~increased~~decreased to ~~126.2% and 88.2%~~61.3% for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018, from ~~65.1% and 67.8%~~67.3% for the ~~three and nine months ended September 30, 2016, respectively.~~same period in 2017.

The ~~increase~~decrease in the current accident year loss ratio for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 compared to the same period in ~~2016,~~2017, was ~~impacted by a higher level of~~attributable to both segments. During the three months ended March 31, 2018 we incurred pre-tax catastrophe and weather-related ~~losses. During~~losses, of $35 million or 3.0 points primarily attributable to the Papua New Guinea earthquake, Windstorm Friederike and U.S. and European weather-related events. Comparatively, during the three ~~and nine~~ months ended ~~September 30,~~March 31, 2017 we incurred pre-tax catastrophe and weather-related losses, ~~net~~ of ~~reinstatement premiums, of $617~~$35 million, or 61.4 points and $702 million or 24.1 points, respectively, primarily attributable to Hurricanes Harvey, Irma and Maria, the two earthquakes in Mexico and U.S. weather-related events. Comparatively, during the three and nine months ended September 30, 2016 we incurred pre-tax catastrophe and weather-related losses, net of reinstatement premiums of $22 million, or 2.3 points, and $145 million, or 5.3 points, respectively.3.7 points.

The ~~increase~~decrease in the current accident year loss ratio after adjusting for the impact of the catastrophe and weather-related losses for the three months ended ~~September 30, 2017~~March 31, 2018 compared to the same period in ~~2016,~~2017, was ~~mainly due to higher attritional losses~~driven by changes in ~~our insurance property lines, higher~~business mix, together with favorable impact of rate and trend in both segments, a decrease in mid-size loss experience, ~~in our reinsurance credit~~partially offset by mid-size and ~~surety lines, the ongoing impact of the Ogden rate change on our reinsurance motor lines together with the adverse impact on rate and trend.~~

The increase in the current accident year loss ratio after adjusting for the impact of the catastrophe and weather-related losses for the nine months ended September 30, 2017 compared to the same period in 2016, was mainly due to higherattritional loss experience in our insurance ~~and reinsurance property lines, the adverse impact on rate and trend and the ongoing impact of the Ogden rate change on our reinsurance motor~~aviation lines.

For further discussion on current accident year loss ratios, refer to the insurance and reinsurance segment discussions below.

Estimates of Significant Catastrophe Events

Our ~~September 30, 2017~~March 31, 2018 net reserves for losses and loss expenses includes estimated amounts for numerous catastrophe events. We caution that the magnitude and/or complexity of losses arising from certain of these events, in particular Hurricanes Harvey, Irma and Maria, ~~and~~ the two earthquakes in Mexico ~~as well as Hurricane Matthew, the Fort McMurray wildfires, Storm Sandy, the 2011 Japanese earthquake and tsunami, the 2010-11 New Zealand earthquakes~~ and the ~~Tianjin port explosion,~~wildfires in Northern and Southern California which occurred in 2017 inherently ~~increases~~increase the level of uncertainty and, therefore, the level of management judgment involved in arriving at our estimated net reserves for losses and loss expenses. As a result, our actual losses for these events may ultimately differ materially from our current estimates.

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Our estimated net losses in relation to the catastrophe events described above were derived from ground-up assessments of our in-force contracts and treaties providing coverage in the affected regions. These assessments take into account the latest information available from clients, brokers and loss adjusters. In addition, we consider industry insured loss estimates, market share analyses and catastrophe modeling analyses, when appropriate. Our estimates remain subject to change, as additional loss data becomes available.

We continue to monitor paid and incurred loss development for catastrophe events of prior years and update our estimates of ultimate losses accordingly.

Prior Year Reserve ~~Development:~~Development:

Our favorable prior year reserve development was the net result of several underlying reserve developments on prior accident years, identified during our quarterly reserve review process. The following table provides a breakdown of prior year reserve development by segment:



	Three months ended March 31,
	2018		2017

Insurance	$	22,775	$	7,865
Reinsurance	31,532		16,928
Total	$	54,307	$	24,793

Overview

Short-tail business

Our short tail business includes the underlying exposures in our property and other, marine and aviation reserve classes within our insurance segment, and ~~the~~our property and other reserve class within our reinsurance segment. ~~Development from these~~

These reserve classes contributed $5$38 million and ~~$41~~$4 million of net favorable prior year reserve development for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and March 31, 2017, ~~respectively. These short-tail lines contributed $41 million~~respectively, and ~~$116 million of net favorable prior year reserve development for the three and nine months ended September 30, 2016, respectively. The net favorable development for these classes~~ primarily reflected the recognition of better than expected loss emergence.

Medium-tail business

Our medium-tail business consists primarily of ~~professional~~ insurance and reinsurance professional reserve classes, credit and political risk insurance reserve class and credit and surety reinsurance reserve class. ~~For~~

Our reinsurance professional reserve class recognized $9 million and $16 million of net favorable prior year development for the three months ended ~~September 30,~~March 31, 2018 and March 31, 2017, ~~the professional reinsurance reserve class contributed~~respectively. The net favorable prior year loss development on this reserve ~~development of $9 million. For~~class continued to reflect the ~~nine months ended September 30, 2017, the~~generally favorable experience on earlier accident years as we continued to transition to more experienced based methods.

Our insurance professional ~~insurance and reinsurance~~ reserve ~~classes contributed~~class recognized net favorable prior year ~~reserve~~ development of ~~$54 million. For~~$4 million and $7 million for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 and March 31, 2017, respectively. The net favorable prior year loss development on this reserve class reflected the generally favorable experience on earlier accident years as we transition to more experienced based methods.

Our credit and surety reinsurance reserve class recorded net favorable prior year reserve development of ~~$17~~$5 million and ~~$18 million, respectively. This net favorable prior year reserve development reflected~~$nil for the three months ended March 31, 2018 and March 31, 2017, respectively due to the recognition of generally better than expected loss emergence.

For the three and nine months ended September 30, 2016, the professional reserve classes contributed net favorable prior year reserve development of $12 million and $28 million, respectively. The net favorable prior year reserve development on these reserve classes reflected the generally favorable experience as we continued to transition to more experience based methods.Long-tail business

Our long-tail business consists primarily of liability and motor reserve classes. ~~For the nine months ended September 30, 2017, the~~

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Our reinsurance liability ~~reinsurance~~ reserve class contributed net favorable prior year reserve development of ~~$40 million. For~~$2 million and $24 million for the three ~~and nine~~ months ended March 31, 2018 and ~~September 30, 2016, the liability reinsurance reserve class contributed net favorable prior year development of $10 million and $32 million,~~March 31, 2017, respectively. The net favorable prior year reserve development for ~~our liability reinsurance reserve class in both years~~the three months ended March 31, 2017 primarily reflected the progressively increased weight given by management to experience based indications on older accident years, which has generally been favorable. For the nine months ended September 30, 2017, the liability insurance reserve class recorded net adverse prior year reserve development of $6 million, primarily attributable to reserve strengthening within our run-off Bermuda excess casualty book of business.

~~For the three and nine months ended September 30, 2017, the~~Our motor reinsurance reserve ~~class recorded~~classes contributed net favorable prior year reserve development of ~~$16~~$3 million and net adverse prior year reserve development of $4$22 million ~~respectively. For~~for the three months ended ~~September 30,~~March 31, 2018 and March 31, 2017, ~~the~~respectively. The net ~~favorable~~adverse prior year reserve development ~~related to favorable loss emergence trends on several classes of~~

~~Table of Contents~~

~~business spanning multiple accident years. For~~for the ~~nine~~three months ended ~~the net adverse prior year development~~March 31, 2017 was ~~driven by~~primarily due to the ~~U.K. Ministry of Justice’s recent announcement of a~~ decrease in the discount rate used to calculate lump sum awards in U.K. bodily injury cases, known as the Ogden ~~rate. Effective March 20, 2017, the Ogden rate~~Rate which changed from plus 2.5% to minus 0.75%~~. For the three and nine months ended September 30, 2016, the motor reinsurance~~ effective March 20, 2017.

Our insurance liability reserve class ~~contributed~~recorded net adverse prior year development of $7 million and ~~$40~~$4 million for the three months ended March 31, 2018 and March 31, 2017, respectively, ~~of net favorable~~primarily related to reserve strengthening within our U.S. excess casualty business reflecting slightly higher than expected prior year ~~reserve development related to favorable~~emerging loss ~~emergence trends on several classes of business spanning multiple accident years.~~experience.

We caution that conditions and trends that impacted the development of our liabilities in the past may not necessarily occur in the future.

The following tables reconcile reserve classes to the lines of business categories and the expected claim tails:



Insurance Segment
		Reported Lines of Business

Reserve Classes	Tail	Property	Marine	Terrorism	Aviation	Credit and Political Risk	Professional Lines	Liability	Accident and Health	Discontinued lines - Novae

Property and Other	Short	X		X					X	X
Marine	Short		X
Aviation	Short				X
Credit and Political Risk	Medium					X
Professional Lines	Medium						X			X
Liability	Long							X		X

Reinsurance Segment

Reported Lines of Business

Reserve Classes

Tail

Catastrophe

Property

Credit and Surety

Professional Lines

Motor

Liability

Engineering

Agriculture

Marine and Other

Accident and Health

Discontinued lines - Novae

Property and Other

Short

Credit and Surety

Medium

Professional Lines

Medium

Motor

Long

Liability

Long

The following sections provide further details on prior year reserve development by segment, reserving class and accident year.

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Insurance ~~Segment:~~Segment:

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Property and other $ 432
$ 10,061
$ 4,434
$ 24,048

Marine 2,461
4,682
17,957
8,382

Aviation (831 ) 517
(4,344 ) 437

Credit and political risk (18 ) (25 ) (53 ) (232 )
Professional lines (261 ) 3,378
18,489
8,956

Liability 820
2,075
(5,743 ) 1,590

Total $ 2,603
$ 20,688
$ 30,740
$ 43,181



	Three months ended March 31,
	2018			2017

Property and other	$	17,188		$	(218	)
Marine	11,272			6,088
Aviation	(3,692		)	(1,545		)
Credit and political risk	765			(17		)
Professional lines	3,907			7,450
Liability	(6,665		)	(3,894		)
Total	$	22,775		$	7,865

For the three months ended ~~September 30, 2017~~March 31, 2018 we recognized $323 million of net favorable prior year reserve development, the principal component of which was:

$217 million of net favorable prior year reserve development on property and other business, primarily due to generally better than expected loss emergence related to the 2017 catastrophe events.

$11 million of net favorable prior year reserve development on marine business, due to better than expected loss emergence on recent accident years.

$7 million of net adverse prior year reserve development on liability business due to reserve strengthening within our U.S. excess casualty book of business mainly driven by a higher frequency of large auto and general liability claims primarily related to ~~accident year~~ 2015 and ~~primarily driven by better than expected development.~~2017 accident years.

For the three months ended ~~September 30, 2016~~March 31, 2017 we recognized $218 million of net favorable prior year reserve development, the principal components of which were:

$107 million of net favorable prior year reserve development on ~~property and other business,~~professional lines, driven by better than expected ~~loss emergence, primarily driven by reductions in mid-size loss estimates impacting accident year 2015 and favorable loss experience in our accident and health lines impacting~~development related to accident year 2014.

$56 million of net favorable prior year reserve development on marine business, driven by better than expected loss emergence ~~primarily driven by reductions in mid-size loss estimates~~ impacting accident ~~year~~years 2014 and 2015.

~~For the nine months ended September 30, 2017 we recognized $31 million of net favorable prior year reserve development, the principal components of which were:~~

$~~18 million of net favorable prior year reserve development on professional lines business, primarily related to accident years 2013 and 2014 due to the recognition of better than expected development.~~

~~$18 million of net favorable prior year reserve development on marine business, primarily related to accident years 2013, 2015 and 2016 driven by better than expected loss emergence.~~

$64 million of net adverse prior year development on liability lines, primarily ~~attributable~~related to reserve strengthening ~~on two large claims within our run-off Bermuda excess casualty book of business impacting 2014 and prior accident~~in recent years.

~~Table of Contents~~

~~For the nine months ended September 30, 2016 we recognized $43 million of net favorable prior year reserve development, the principal components of which were:~~

~~$24 million of net favorable prior year reserve development on property and other business, driven by better than expected loss emergence primarily related to accident year 2014.~~

~~$9 million of net favorable prior year reserve development on professional lines business, driven by better than expected~~

~~development related to various accident years, partially offset by reserve strengthening relating to updated information on one specific claim impacting accident year 2010.~~

$8 million of net favorable prior year reserve development on marine business, driven by better than expected loss emergence, primarily driven by reductions in mid-size loss estimates impacting accident year 2015.

Reinsurance ~~Segment:~~Segment:

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Property and other $ 3,041
$ 25,831
$ 22,482
$ 83,522

Credit and surety 16,838
3,900
18,361
6,761

Professional lines 8,918
8,761
35,764
18,918

Motor 15,653
6,653
(3,963 ) 39,794

Liability 715
10,186
40,111
31,955

Total $ 45,165
$ 55,331
$ 112,755
$ 180,950



	Three months ended March 31,
	2018		2017

Property and other	$	13,087	$	(825	)
Credit and surety	4,986		(86		)
Professional lines	8,573		15,925
Motor	3,191		(22,156		)
Liability	1,695		24,070
Total	$	31,532	$	16,928

For the three months ended ~~September 30, 2017~~March 31, 2018 we recognized $4532 million of net favorable prior year reserve development, the principal components of which were:

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$1713 million of net favorable prior year reserve development on ~~credit~~property and ~~surety, primarily related to accident years 2012 through 2015 driven by better than expected loss emergence.~~

~~$16 million of net favorable prior year reserve development on motor~~other business, due to overall better than expected loss emergence ~~emanating from all accident years, partially offset by~~related to the ~~adverse impact of the recent change in Ogden rate.~~2017 catastrophe events and better than expected loss emergence on our agriculture business.

$9 million of net favorable prior year reserve development on professional lines business, reflecting the generally favorable experience on earlier accident years, particularly 2010 through 2011, as we continue to transition to more experience based methods.

$5 million of net favorable prior year reserve development on credit and surety, due to better than expected loss emergence primarily related to ~~earlier~~ accident ~~year 2009 for reasons discussed in the overview.~~years 2012 through 2015.

For the three months ended ~~September 30, 2016~~March 31, 2017 we recognized $5517 million of net favorable prior year reserve development, the principal components of which were:

$26 million of net favorable prior year reserve development on property and other business, related to 2011 through 2015 accident years driven by better than expected loss emergence including a reserve reduction of $7 million related to Storm Sandy.

~~$10 million of net favorable prior year reserve development on liability business, primarily related to the 2007 through 2010 accident years, for reasons discussed in the overview.~~

~~$9 million of net favorable prior year reserve development on professional lines business, primarily related to the 2005 through 2010 accident years, for reasons discussed in the overview.~~

~~$7 million of net favorable prior year reserve development on motor business, related to non-proportional business spanning multiple accident years, driven by better than expected loss emergence.~~

~~Table of Contents~~

~~For the nine months ended September 30, 2017 we recognized $113 million of net favorable prior year reserve development, the principal components of which were:~~

~~$40 million of net favorable prior year reserve development on liability business, primarily related to accident years 2008 through 2010, for reasons discussed in the overview.~~

~~$36 million of net favorable prior year reserve development on professional lines business, primarily related to accident years 2008 through 2012, for reasons discussed in the overview.~~

$22 million of net favorable prior year reserve development on property and other business, primarily related to 2013, 2014 and 2016 accident years driven by overall better than expected loss emergence.

~~$18 million of net favorable prior year reserve development on credit and surety business, primarily related to accident year 2012 driven by better than expected loss emergence.~~

$4 million of net adverse prior year reserve development on motor business related to the impact of the recent change in Ogden rate, largely offset by continued better than expected loss emergence spanning multiple accident years.

~~For the nine months ended September 30, 2016 we recognized $181 million of net favorable prior year reserve development, the principal components of which were:~~

~~$84 million of net favorable prior year reserve development on property and other business, primarily related to the 2010 through 2015 accident years driven by better than expected loss emergence.~~

$40 million of net favorable prior year reserve development on motor business, primarily related to non-proportional business spanning multiple accident years, driven by better than expected loss emergence.

~~$32~~24 million of net favorable prior year reserve development on liability business, primarily related to the 2006 through 2011 accident years, for reasons discussed in the overview.

$1916 million of net favorable prior year reserve development on professional lines business, ~~primarily~~ related to ~~the 2005 through 2010~~earlier accident years, for reasons discussed in the overview.

$22 million of net adverse prior year reserve development on motor business, related to the impact of the Ogden Rate change, partially offset by continued better than expected loss emergence related to non-proportional business spanning multiple accident years.

Acquisition Cost ~~Ratio:~~Ratio:

The acquisition cost ratio decreased to ~~19.1% and 20.0%~~19.6% for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018 from ~~20.3% and 20.1% in~~20.2% for the three ~~and nine~~ months ended ~~September 30, 2016, respectively,~~March 31, 2017 driven by our reinsurance segment ~~and~~primarily as a result of changes in business mix. This decrease was partially offset by an increase in our insurance segment primarily attributable to the acquisition of Novae and changes in business mix.

General and Administrative Expense ~~Ratio:~~Ratio:

The general and administrative expense ratio decreased to ~~12.3% and 14.8%~~14.5% for the three ~~and nine~~ months ended ~~September 30, 2017,~~March 31, 2018 from ~~15.3% and 15.8% in~~17.2% for the three ~~and nine~~ months ended ~~September 30, 2016 respectively,~~March 31, 2017. The decrease was driven by both segments primarily ~~reflecting~~due to a decrease in ~~performance related compensation~~personnel costs, partially offset by Novae general and ~~an increase in fees from strategic capital partners.~~

administrative expenses.

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RESULTS BY SEGMENT

~~INSURANCE SEGMENT~~Insurance Segment

Results from our insurance segment were as follows:

Three months ended September 30, Nine months ended September 30,
2017 % Change 2016 2017 % Change 2016

Revenues:
Gross premiums written $ 744,366
10% $ 675,430
$ 2,234,395
6% $ 2,112,796

Net premiums written 500,022
15% 433,131
1,533,029
7% 1,433,058

Net premiums earned 496,004
12% 444,691
1,448,270
9% 1,322,649

Other insurance related income (losses) 526
nm 39
1,077
nm (57 )

Expenses:
Current year net losses and loss expenses (631,468 ) (293,914 ) (1,272,235 ) (896,952 )
Prior year reserve development 2,603
20,688
30,740
43,181

Acquisition costs (74,231 ) (61,755 ) (223,665 ) (184,982 )
General and administrative expenses (75,038 ) (84,588 ) (253,308 ) (252,652 )

Underwriting income (loss) $ (281,604 ) nm $ 25,161
$ (269,121 ) nm $ 31,187

Ratios:
% Point
Change

% Point
Change

Current accident year loss ratio 127.3 % 61.2 66.1 % 87.8 % 20.0 67.8 %
Prior year reserve development (0.5 %) 4.2 (4.7 %) (2.1 %) 1.1 (3.2 %)
Acquisition cost ratio 15.0 % 1.1 13.9 % 15.4 % 1.4 14.0 %
General and administrative expense ratio 15.1 % (4.0) 19.1 % 17.6 % (1.4) 19.0 %
Combined ratio 156.9 % 62.5 94.4 % 118.7 % 21.1 97.6 %



	Three months ended March 31,
	2018			% Change	2017

Revenues:
Gross premiums written	$	880,848		62%	$	545,261
Net premiums written	547,893			54%	356,836
Net premiums earned	580,059			48%	391,964
Other insurance related income	620			nm	42

Expenses:
Current year net losses and loss expenses	(344,313		)		(248,950		)
Prior year reserve development	22,775				7,865
Acquisition costs	(87,329		)		(54,004		)
General and administrative expenses	(102,370		)		(85,256		)

Underwriting income	$	69,442		nm	$	11,661

Ratios:				% Point Change
Current accident year loss ratio	59.4		%	(4.1)	63.5		%
Prior year reserve development	(4.0		%)	(2.0)	(2.0		%)
Acquisition cost ratio	15.1		%	1.3	13.8		%
General and administrative expense ratio	17.6		%	(4.2)	21.8		%
Combined ratio	88.1		%	(8.9)	97.0		%

nm – not meaningful

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Gross Premiums ~~Written:~~Written:

The following table provides gross premiums written by line of business:

Three months ended September 30, Nine months ended September 30,
2017 2016 % Change 2017 2016 % Change

Property $ 154,882
19 % $ 164,605
25 % (6%) $ 498,127
22 % $ 522,380
24 % (5%)
Marine 42,483
6 % 33,677
5 % 26% 182,005
8 % 191,298
9 % (5%)
Terrorism 12,147
2 % 9,394
1 % 29% 34,470
2 % 28,090
1 % 23%
Aviation 23,814
3 % 9,684
1 % nm 59,434
3 % 37,111
2 % 60%
Credit and Political Risk 19,793
3 % 5,423
1 % nm 51,105
2 % 34,299
2 % 49%
Professional Lines 213,009
29 % 204,926
30 % 4% 612,597
27 % 590,417
28 % 4%
Liability 131,975
18 % 108,447
16 % 22% 359,304
16 % 310,797
15 % 16%
Accident and Health 146,263
20 % 139,274
21 % 5% 437,353
20 % 398,404
19 % 10%
Total $ 744,366
100 % $ 675,430
100 % 10% $ 2,234,395
100 % $ 2,112,796
100 % 6%

Constant currency⁽¹⁾
$ 743,500
$ 675,430
10% $ 2,245,400
$ 2,112,796
6%



	Three months ended March 31,
	2018				2017				% Change

Property	$	295,206	34	%	$	144,564	25	%	104%
Marine	126,743		14	%	65,601		12	%	93%
Terrorism	16,900		2	%	11,814		2	%	43%
Aviation	21,013		2	%	14,583		3	%	44%
Credit and Political Risk	44,731		5	%	16,172		3	%	nm
Professional Lines	207,965		24	%	155,469		29	%	34%
Liability	105,661		12	%	90,603		17	%	17%
Accident and Health	60,674		7	%	46,455		9	%	31%
Discontinued Lines	1,955		—%		—		—	%	nm
Total	$	880,848	100	%	$	545,261	100	%	62%

nm – not meaningful


~~(1)~~	Amounts presented on a constant currency basis are non-GAAP financial measures as defined in SEC Regulation G. The constant currency basis is calculated by applying the average foreign exchange rate from the current year to the prior year balance.

Gross premiums written for the three months ended ~~September 30, 2017~~March 31, 2018 increased by ~~$69~~$336 million or ~~10%~~62% compared to the three months ended ~~September 30, 2016.~~March 31, 2017. The increase in gross premiums written ~~was~~included $302 million attributable to property, marine, professional lines, and credit and political risk lines associated with our acquisition of Novae. In addition, gross premiums written increased by $34 million, or 6% ($28 million or 5% on a constant currency basis) for three months ended March 31, 2018 compared to the same period in 2017, attributable to our professional lines, liability, ~~lines,~~ and ~~our credit~~accident and ~~political risk~~health lines driven by new business opportunities, together with an increase in our aviation lines associated with our ~~recent~~ acquisition of ~~Aviabel. These increases were partially offset by a reduction in premiums written in our property lines following our exit from some retail insurance operations in the U.S.~~Aviabel which was completed last year.

Gross premiums written for the nine months ended September 30, 2017 increased by $122 million or 6% compared to the nine months ended September 30, 2016. The increase in gross premiums written was attributable to our liability, our accident and health lines, and our professional lines primarily driven by new business opportunities, together with an increase in our aviation lines associated with our recent acquisition of Aviabel. These increases were partially offset by a reduction in premiums written in our property lines following our exit from some U.S. retail insurance operations last year.

Ceded Premiums ~~Written:~~Written:

Ceded premiums written for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 were ~~$244~~$333 million or ~~33%~~38% of gross premiums written ~~and $701 million or 31% of gross premiums written, respectively,~~ compared to $~~242~~188 million or ~~36% of gross premiums written and $680 million or 32%~~35% of gross premiums written for the three ~~and nine~~ months ended ~~September 30, 2016, respectively.~~

March 31, 2017. The ~~decrease~~increase in ~~the ratio of~~ ceded premiums written included $117 million primarily attributable to ~~gross~~property, professional lines and marine lines associated with our acquisition of Novae. In addition, ceded premiums ~~written~~increased by $27 million or 14% for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018, compared to the same ~~periods~~period in ~~2016, was~~2017, primarily ~~due to an increase in gross premiums written together with a decrease in premiums ceded in~~driven by our ~~property~~professional lines ~~partially offset by an increase in premiums ceded in our~~and liability lines.

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Net Premiums ~~Earned:~~Earned:

The following table provides net premiums earned by line of business:

Three months ended September 30, Nine months ended September 30,
2017 2016 % Change 2017 2016 % Change

Property $ 116,771
22 % $ 106,578
25 % 10% $ 355,392
24 % $ 312,804
23 % 14%
Marine 34,217
7 % 36,218
8 % (6%) 108,822
8 % 113,693
9 % (4%)
Terrorism 8,790
2 % 8,276
2 % 6% 25,577
2 % 26,011
2 % (2%)
Aviation 22,500
5 % 9,015
2 % nm 53,265
4 % 33,528
3 % 59%
Credit and Political Risk 9,073
2 % 12,274
3 % (26%) 29,957
2 % 42,661
3 % (30%)
Professional Lines 126,946
26 % 126,574
28 % —% 379,426
26 % 386,241
29 % (2%)
Liability 48,135
10 % 42,205
9 % 14% 134,467
9 % 126,429
10 % 6%
Accident and Health 129,572
26 % 103,551
23 % 25% 361,364
25 % 281,282
21 % 28%
Total $ 496,004
100 % $ 444,691
100 % 12% $ 1,448,270
100 % $ 1,322,649
100 % 9%

Constant currency⁽¹⁾
$ 497,350
$ 444,691
12% $ 1,458,850
$ 1,322,649
10%



	Three months ended March 31,
	2018				2017				% Change

Property	$	196,613	34	%	$	118,875	29	%	65%
Marine	76,376		13	%	38,669		10	%	98%
Terrorism	14,507		3	%	7,938		2	%	83%
Aviation	18,488		3	%	10,847		3	%	70%
Credit and Political Risk	27,721		5	%	10,180		3	%	nm
Professional Lines	135,612		23	%	125,138		32	%	8%
Liability	51,096		9	%	42,773		11	%	19%
Accident and Health	48,578		8	%	37,544		10	%	29%
Discontinued Lines	11,068		2	%	—		—	%	nm
Total	$	580,059	100	%	$	391,964	100	%	48%

nm - not meaningful


~~(1)~~	Amounts presented on a constant currency basis are non-GAAP financial measures as defined in SEC Regulation G. The constant currency basis is calculated by applying the average foreign exchange rate from the current year to the prior year balance.

Net premiums earned for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 increased by ~~$51~~$188 million or ~~12%,~~48% compared to the three months ended March 31, 2017. The increase in net premiums earned included $178 million primarily attributable to property, marine, and ~~$126~~accident and health lines associated with our acquisition of Novae. In addition, net premiums earned increased by $10 million, or ~~9% ($136 million or 10%~~3% (2% on a constant currency basis) ~~compared to the three and nine months ended September 30, 2016, respectively.~~

~~The increase for the three and nine months ended September 30, 2017 compared to the same periods in 2016, was~~ driven by strong premium growth in our accident and health lines ~~as well as our aviation lines~~ in recent periods, together with ~~a decrease in ceded premiums earned in our property lines. Net premiums earned for the nine months ended September 30, 2017, was also impacted by strong~~ premium growth in our ~~property~~aviation lines ~~in recent periods.~~associated with the acquisition of Aviabel completed last year.

Loss ~~Ratio:~~Ratio:

The table below shows the components of our loss ratio:

Three months ended September 30, Nine months ended September 30,
2017
% Point
Change
2016 2017
% Point
Change
2016

Current accident year 127.3 % 61.2 66.1 % 87.8 % 20.0 67.8 %
Prior year reserve development (0.5 %) 4.2 (4.7 %) (2.1 %) 1.1 (3.2 %)
Loss ratio 126.8 % 65.4 61.4 % 85.7 % 21.1 64.6 %



	Three months ended March 31,
	2018		% Point Change	2017

Current accident year	59.4	%	(4.1)	63.5	%
Prior year reserve development	(4.0	%)	(2.0)	(2.0	%)
Loss ratio	55.4	%	(6.1)	61.5	%

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~~Current~~Current Accident Year Loss Ratio:

The current accident year loss ratios ~~increased~~decreased to ~~127.3% and 87.8%~~59.4% for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018 from ~~66.1% and 67.8%~~63.5% for the three ~~and nine~~ months ended ~~September 30, 2016, respectively.~~March 31, 2017.

The ~~increase~~decrease in the current accident year loss ~~ratios~~ratio for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 compared to the same period in ~~2016,~~2017, was impacted by a ~~higher~~lower level of catastrophe and weather-related losses. During the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 we incurred ~~$317~~$28 million, or ~~64.0~~4.9 points, ~~and $379 million, or 26.1 points, respectively,~~ in pre-tax catastrophe and weather-related losses, primarily attributable to ~~Hurricanes Harvey, Irma~~the Papua New Guinea earthquake and ~~Maria~~U.S. and ~~the two earthquakes in Mexico and U.S.~~European weather-related events. Comparatively, during the three ~~and nine~~ months ended ~~September 30, 2016,~~March 31, 2017, we incurred ~~$15~~$20 million or ~~3.3~~5.1 points in pre-tax catastrophe and ~~$73 million, or 5.5 points, respectively.~~weather-related losses.

March 31, 2017. The ~~increase~~decrease in the current accident year loss ratio after adjusting for the impact of the catastrophe and weather-related losses for the three months ended ~~September 30, 2017~~March 31, 2018 compared to the same period in ~~2016,~~2017, was principally due to changes in business mix, together with favorable impact of rate and trend, partially offset by an increase in attritional loss experience in our ~~property lines, together with the adverse impact of rate and trend, partially offset by changes in business mix.~~

The decrease in the current accident year loss ratio after adjusting for the impact of the catastrophe and weather-related losses for the nine months ended September 30, 2017 compared to the same period in 2016, was principally due to the recognition of better than expected attritional loss experience in our professional lines, partially offset by the adverse impact of rate and trend.aviation lines.

Refer to the ‘Prior Year Reserve Development’ section for further details.

Acquisition Cost ~~Ratio:~~Ratio:

The acquisition cost ratio increased to ~~15.0% and 15.4%~~15.1% for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018 from ~~13.9% and 14.0%~~13.8% for the three ~~and nine~~ months ended ~~September 30, 2016, respectively,~~March 31, 2017 primarily attributable to changes in business mix in our accident and health lines. In addition, for the three months ended September 30, 2017 the increase in the acquisition cost ratio was related to an increase in variable acquisition costs associated with on certain lines of business, partially offset by an increase in ceding commissions following increased cessions in our liability lines.mix.

General and Administrative Expense ~~Ratio:~~Ratio:

The general and administrative expense ratio decreased to ~~15.1% and~~ 17.6% for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018, from ~~19.1% and 19.0%~~21.8% for the three ~~and nine~~ months ended ~~September 30, 2016, respectively,~~March 31, 2017 reflecting a decrease in ~~performance-related compensation~~personnel costs, ~~and an increase in net premiums earned,~~ partially offset by ~~increases in~~general and administrative expenses associated with the ~~allocation~~acquisition of ~~certain corporate expenses and information technology fees.~~Novae.

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~~REINSURANCE SEGMENT~~Reinsurance Segment

Results from our reinsurance segment were as follows:

Three months ended September 30, Nine months ended September 30,
2017 % Change 2016 2017 % Change 2016

Revenues:
Gross premiums written $ 441,208
55% $ 284,532
$ 2,225,377
5% $ 2,126,762

Net premiums written 332,721
105% 162,300
1,764,689
(5%) 1,855,529

Net premiums earned 521,127
6% 489,724
1,488,995
2% 1,461,097

Other insurance related income (losses) (3,723 ) nm 5,905
(5,497 ) nm 4,907

Expenses:
Current year net losses and loss expenses (651,667 ) (314,433 ) (1,318,900 ) (990,763 )
Prior year reserve development 45,165
55,331
112,755
180,950

Acquisition costs (120,493 ) (128,055 ) (365,214 ) (374,588 )
General and administrative expenses (21,658 ) (29,635 ) (82,474 ) (99,980 )

Underwriting income (loss) $ (231,249 ) nm $ 78,837
$ (170,335 ) nm $ 181,623

Ratios:
% Point
Change

% Point
Change

Current accident year loss ratio 125.0 % 60.8 64.2 % 88.6 % 20.8 67.8 %
Prior year reserve development (8.6 %) 2.7 (11.3 %) (7.6 %) 4.8 (12.4 %)
Acquisition cost ratio 23.1 % (3.0) 26.1 % 24.5 % (1.1) 25.6 %
General and administrative expense ratio 4.2 % (1.9) 6.1 % 5.6 % (1.3) 6.9 %
Combined ratio 143.7 % 58.6 85.1 % 111.1 % 23.2 87.9 %



	Three months ended March 31,
	2018			% Change	2017

Revenues:
Gross premiums written	$	1,781,947		30%	$	1,366,610
Net premiums written	1,437,978			25%	1,152,122
Net premiums earned	587,343			7%	546,739
Other insurance related income (losses)	5,986			nm	(3,825		)

Expenses:
Current year net losses and loss expenses	(371,339		)		(382,785		)
Prior year reserve development	31,532				16,928
Acquisition costs	(141,931		)		(135,788		)
General and administrative expenses	(37,296		)		(36,545		)

Underwriting income	$	74,295		nm	$	4,724
Ratios:				% Point Change
Current accident year loss ratio	63.2		%	(6.8)	70.0		%
Prior year reserve development	(5.3		%)	(2.2)	(3.1		%)
Acquisition cost ratio	24.2		%	(0.6)	24.8		%
General and administrative expense ratio	6.3		%	(0.4)	6.7		%
Combined ratio	88.4		%	(10.0)	98.4		%

nm – not meaningful

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Gross Premiums ~~Written:~~Written:

The following table provides gross premiums written by line of business for the periods indicated:

Three months ended September 30, Nine months ended September 30,
2017 2016
%
Change
2017 2016
%
Change

Catastrophe $ 89,510
19 % $ 46,338
16 % 93% $ 411,004
18 % $ 316,692
15 % 30%
Property 90,001
20 % 61,957
22 % 45% 341,265
15 % 283,555
13 % 20%
Professional Lines 20,175
5 % 19,479
7 % 4% 217,772
10 % 235,094
11 % (7%)
Credit and Surety 38,216
9 % 36,174
13 % 6% 183,284
8 % 315,102
15 % (42%)
Motor 40,385
9 % 13,344
5 % nm 373,901
17 % 338,403
16 % 10%
Liability 139,083
32 % 91,387
32 % 52% 368,999
17 % 365,380
17 % 1%
Agriculture 11,152
3 % 1,286
— % nm 218,437
10 % 151,315
7 % 44%
Engineering 10,120
2 % 13,588
5 % (26%) 58,000
3 % 56,719
3 % 2%
Marine and Other 2,566
1 % 979
— % nm 52,715
2 % 64,502
3 % (18%)
Total $ 441,208
100 % $ 284,532
100 % 55% $ 2,225,377
100 % $ 2,126,762
100 % 5%

Constant currency⁽¹⁾
$ 444,600
$ 284,532
56% $ 2,277,100
$ 2,126,762
7%



	Three months ended March 31,
	2018					2017				% Change

Catastrophe	$	281,883		17	%	$	185,935	14	%	52%
Property	200,707			11	%	194,541		14	%	3%
Professional Lines	106,178			6	%	77,012		6	%	38%
Credit and Surety	196,316			11	%	119,925		9	%	64%
Motor	412,077			23	%	291,423		21	%	41%
Liability	159,009			9	%	111,821		8	%	42%
Agriculture	145,397			8	%	149,191		11	%	(3%)
Engineering	26,506			1	%	40,533		3	%	(35%)
Marine and Other	26,647			1	%	47,483		3	%	(44%)
Accident and Health	227,689			13	%	148,746		11	%	53%
Discontinued Lines	(462		)	—	%	—		—	%	nm
Total	$	1,781,947		100	%	$	1,366,610	100	%	30%

nm – not meaningful


~~(1)~~	Amounts presented on a constant currency basis are non-GAAP financial measures as defined in SEC Regulation G. The constant currency basis is calculated by applying the average foreign exchange rate from the current year to the prior year balance.

Gross premiums written increased by ~~$157~~$415 million, or ~~55% (56% on a constant currency basis)~~30%, for the three months ended ~~September 30, 2017~~March 31, 2018 compared to the same period in ~~2016.~~2017. The increase ~~was~~included $50 million attributable to catastrophe, marine and aviation lines associated with the acquisition of Novae. In addition, gross premiums written increased by $365 million, or 27% ($286 million or 21% on a constant currency basis) for the three months ended March 31, 2018, compared to the same period of in 2017, driven by our motor, accident and health, credit and surety, catastrophe, liability ~~catastrophe, property~~ and ~~motor~~professional lines, partially offset by a decrease in marine and other lines. The increase in our ~~liability~~motor and credit and surety lines was ~~primarily~~ due to ~~timing differences related to the~~ restructuring of large quota share treaties which affected the timing of premium recognition. The increase in our catastrophe lines was largely due to reinstatement premiums associated with the third quarter catastrophe losses. The increase in our property and motor lines was primarily driven by new business opportunities. Timing differences also contributed to the increase in premiums written in our motor lines.

Gross premiums written increased by $99 million, or 5% (7% on a constant currency basis), for the nine months ended September 30, 2017 compared to the same period in 2016. The increase in gross premiums written was attributable to our catastrophe, agriculture, property and motor lines, partially offset by a decrease in our credit and surety lines. The increase in our catastrophe and property lines was driven by new business spread across several cedants. The increase in our agriculture lines was due to increased participation on a renewing treaty, which more than offset the cancellation of a large treaty. Reinstatement premiums and favorable premium estimate adjustments also contributed to the increase in premiums written in our catastrophe and agriculture lines. The increase in our motor lines was driven by new business and favorable premium adjustments, partially offset by a lower level of premiums written on a multi-year basis during 2017 compared to 2016,recognition, together with ~~the~~ impact of foreign exchange movements as the ~~strengthening~~weakening of the U.S. dollar drove comparative premium ~~decreases~~increases in treaties denominated in foreign currencies. In addition, the increase in our motor lines was attributable to rate increases in U.K. non-proportional motor business following the reduction in the Ogden Rate during the first quarter of 2017 together with new business. The increase in our accident and health and catastrophe lines was due to new business. Increased line sizes on a number of treaties also contributed to the increase in catastrophe lines. The increase in liability and professional lines was largely due to timing differences. These increases were partially offset by a decrease in ~~our credit~~marine and ~~surety lines was primarily~~other due to the non-renewal of a ~~lower level of premiums written on a multi-year basis.~~large treaty.

Ceded Premiums ~~Written:~~Written:

Ceded premiums written for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 were ~~$108~~$344 million or ~~25%~~19% of gross premiums written ~~and $461~~compared to $214 million or ~~21%~~16% of gross premiums written, respectively, compared to $122 million or 43% of gross premiums written and $271 million or 13% of gross premiums written for the three and nine months ended September 30, 2016, respectively.

~~The decrease in the ratio of ceded premiums written to~~ gross premiums written for the three months ended ~~September 30,~~March 31, 2017, respectively. The increase in ceded premiums written for the three months ended March 31, 2018 included $31 million attributable to catastrophe and marine lines associated with the acquisition of Novae. In addition, ceded premiums written increased by $98 million, or 46% for the three months ended March 31, 2018 compared to the same period in ~~2016, was~~2017, attributable to our catastrophe, credit and surety, and accident and health, liability and professional lines primarily due to an increase ~~in gross premiums written in the quarter together with a decrease~~ in premiums ceded to our strategic capital ~~partners. The decrease~~partners in ~~premiums ceded was attributable to~~ our ~~professional and liability~~catastrophe lines ~~due to the timing of premiums ceded to the retrocessional cover entered into~~together with ~~Harrington Re Ltd., in the same period in 2016, partially offset by~~ an increase in premiums ceded into new quota share retrocessional treaties which cover our ~~catastrophe~~credit and surety, accident and health, liability and professional lines.

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The increase in the ratio of ceded premiums written to gross premiums written for the nine months ended September 30, 2017 compared to the same period in 2016, was primarily due to an increase in premiums ceded in our catastrophe, agriculture and our credit and surety lines, together with the impact of the retrocessional cover entered into with Harrington Re Ltd., which increased premiums ceded in our liability lines, partially offset by an increase in gross premiums written.

Net Premiums ~~Earned:~~Earned:

The following table provides net premiums earned by line of business:

Three months ended September 30, Nine months ended September 30,
2017 2016 % Change 2017 2016 % Change

Catastrophe $ 63,032
11 % $ 48,799
10 % 29% $ 150,134
12 % $ 151,416
12 % (1%)
Property 81,522
16 % 71,649
15 % 14% 228,043
15 % 208,179
14 % 10%
Professional Lines 52,390
10 % 73,109
15 % (28%) 170,438
11 % 225,813
15 % (25%)
Credit and Surety 62,215
12 % 67,430
14 % (8%) 176,754
12 % 192,135
13 % (8%)
Motor 92,147
18 % 77,786
16 % 18% 273,568
18 % 232,383
16 % 18%
Liability 89,927
17 % 80,137
16 % 12% 258,500
17 % 247,103
17 % 5%
Agriculture 45,688
9 % 36,704
7 % 24% 138,554
9 % 106,251
7 % 30%
Engineering 18,529
4 % 18,573
4 % —% 49,577
3 % 51,024
3 % (3%)
Marine and Other 15,677
3 % 15,537
3 % 1% 43,427
3 % 46,793
3 % (7%)
Total $ 521,127
100 % $ 489,724
100 % 6% $ 1,488,995
100 % $ 1,461,097
100 % 2%

Constant currency⁽¹⁾
$ 529,700
$ 489,724
8% $ 1,540,200
$ 1,461,097
5%



	Three months ended March 31,
	2018				2017				% Change

Catastrophe	$	61,854	10	%	$	41,520	7	%	49%
Property	78,456		13	%	74,272		14	%	6%
Professional Lines	56,190		10	%	59,897		11	%	(6%)
Credit and Surety	52,736		9	%	56,049		10	%	(6%)
Motor	103,533		18	%	87,465		16	%	18%
Liability	89,592		15	%	80,833		15	%	11%
Agriculture	38,559		7	%	52,796		10	%	(27%)
Engineering	17,705		3	%	14,273		3	%	24%
Marine and Other	6,457		1	%	13,167		2	%	(51%)
Accident and Health	78,558		13	%	66,467		12	%	18%
Discontinued Lines	3,703		1	%	—		—	%	nm
Total	$	587,343	100	%	$	546,739	100	%	7%

nm – not meaningful


~~(1)~~	Amounts presented on a constant currency basis are non-GAAP financial measures as defined in SEC Regulation G. The constant currency basis is calculated by applying the average foreign exchange rate from the current year to the prior year balance.

Net premiums earned increased by ~~$31~~$41 million or ~~6% ($40 million or 8% on a constant currency basis), and $28 million, or 2% ($79 million or 5% on a constant currency basis),~~7% for the three ~~and nine~~ months ended ~~September 30, 2017,~~March 31, 2018, compared to the same periods in ~~2016, respectively.~~

2017. The increase in net premiums earned included $13 million primarily attributable to marine and catastrophe lines associated with our acquisition of Novae. In addition, net premiums earned increased by $27 million, or 5% (4% on a constant currency basis) for the three months ended ~~September 30, 2017~~March 31, 2018 compared to the same period in ~~2016, was primarily~~2017, driven by strong premium growth in our catastrophe, motor, ~~lines, as well as favorable reinstatement premiums impacting our catastrophe lines,~~ and ~~favorable premium estimate adjustments impacting our agriculture lines. These increases were~~accident and health lines partially offset by an increase in ceded premiums earned in our catastrophe and agriculture lines, together with the impact of the retrocession to Harrington Re, which increased ceded premiums earned in our professional lines, as well as a decrease in gross premium earned in our professional lines.

The increase in net premiums earned for the nine months ended September 30, 2017 compared to the same period in 2016, was primarily driven by an increase in gross premiums earned in our motor and agriculture lines, partially offset by an increase in ceded premiums earned in our agriculture and professional lines, together with a decrease in gross premiums earned in our professional lines.

Other Insurance Related Income (Losses):

Other insurance related ~~losses~~income was $4$6 million for the three months ended ~~September 30, 2017,~~March 31, 2018, compared to other insurance related ~~income~~loss of $6$4 million for the same period in ~~2016.~~2017. The ~~decrease~~increase of $10 million for the three months ended ~~September 30, 2017~~March 31, 2018 compared to the same period in ~~2016,~~2017, reflected a decrease in ~~profit commissions associated withretrocessional agreements with strategic capital partners~~realized losses and unfavorable mark-to-market adjustments related to ~~the third quarter catastrophe losses.~~

Other insurance related losses was $5 million for the nine months ended September 30, 2017, compared to other insurance related income of $5 million for the same period in 2016. The decrease of $10 million for the nine months ended September 30, 2017 compared to the same period in 2016, reflected net realized losses on our weather and commodities derivative ~~portfolio,~~business which we no longer write, partially offset by favorable mark-to-market adjustments related to other insurance and reinsurance contracts accounted for as derivatives and an increase in fees from ~~our~~ strategic capital partners.

~~Table of Contents~~

Loss ~~Ratio:~~Ratio:

The table below shows the components of our loss ratio:

Three months ended September 30, Nine months ended September 30,
2017
% Point
Change
2016 2017
% Point
Change
2016

Current accident year 125.0 % 60.8 64.2 % 88.6 % 20.8 67.8 %
Prior year reserve development (8.6 %) 2.7 (11.3 %) (7.6 %) 4.8 (12.4 %)
Loss ratio 116.4 % 63.5 52.9 % 81.0 % 25.6 55.4 %



	Three months ended March 31,
	2018		% Point Change	2017

Current accident year	63.2	%	(6.8)	70.0	%
Prior year reserve development	(5.3	%)	(2.2)	(3.1	%)
Loss ratio	57.9	%	(9.0)	66.9	%

Current Accident Year Loss Ratio:

The current accident year loss ratio ~~increased~~decreased to ~~125.0% and 88.6%~~63.2% for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018 from ~~64.2% and 67.8%~~70.0% for the three ~~and nine~~ months ended ~~September 30, 2016,~~March 31, 2017, respectively.

The ~~increase~~decrease in the current accident year loss ratios for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 compared to the same period in ~~2016,~~2017, was impacted by a ~~higher~~lower level of catastrophe and weather-related losses. During the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018, we incurred

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pre-tax catastrophe and weather-related losses of $7 million or 1.1 points attributable to Windstorm Friederike and U.S. weather-related events. Comparatively, during the three months ended March 31, 2017 we incurred pre-tax catastrophe and weather-related losses ~~net~~ of ~~reinstatement premiums, of $299~~$15 million, or 58.7 points, and $323 million, or 22.2 points, respectively, attributable to Hurricanes Harvey, Irma and Maria, the two earthquakes in Mexico and U.S. weather-related events. Comparatively, during the three and nine months ended September 30, 2016 we incurred pre-tax catastrophe and weather-related losses, net of reinstatement premiums of $7 million, or 1.5 points, and $72 million, or 5.0 points, respectively.2.8 points.

After adjusting for the impact of the catastrophe and weather-related losses, our current accident year loss ratio for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 was ~~66.3% and 66.4%, respectively,~~62.1% compared to ~~62.7% and 62.8%~~67.2% for the three ~~and nine~~ months ended ~~September 30, 2016, respectively.~~March 31, 2017. The ~~increase~~decrease in the current accident year loss ratio after adjusting for the impact of the catastrophe and weather-related losses for the three months ended ~~September 30, 2017~~March 31, 2018 compared to the same period in ~~2016,~~2017, was principally due to ~~an increase~~changes in business mix, a decrease in mid-size loss experience ~~in our credit and surety lines,~~together with the ~~ongoing impact of the Ogden rate change on our motor lines, and the adverse~~ impact of rate ~~and trend.~~

~~The increase~~increases in U.K. non-proportional motor business following the reduction in the ~~current accident year loss ratio after adjusting for~~Ogden Rate during the ~~impact~~first quarter of the catastrophe and weather-related losses for the nine months ended September 30, 2017 compared to the same period in 2016 was principally due to a large risk loss in our property lines, the ongoing impact of the Ogden rate change on our motor lines, and the adverse impact of rate and trend.2017.

Refer ‘Prior Year Reserve Development’ for further details.

Acquisition Cost ~~Ratio:~~Ratio:

The acquisition cost ratio decreased to ~~23.1%~~24.2% for the three months ended ~~September 30, 2017~~March 31, 2018 compared to ~~26.1%~~24.8% for the three months ended ~~September 30, 2016~~March 31, 2017 primarily attributable to changes in business ~~mix and the impact of favorable reinstatement premiums.~~

The acquisition cost ratio decreased to 24.5% for the nine months ended September 30, 2017 compared to 25.6% for the nine months ended September 30, 2016, attributable to changes in business mix, partially offset by the impact of retrocessional contracts.mix..

General and Administrative Expense ~~Ratio:~~Ratio:

The general and administrative expense ratio decreased to ~~4.2% and 5.6%~~6.3% for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018 from ~~6.1% and 6.9%~~6.7% for the three ~~and nine~~ months ended ~~September 30, 2016, respectively,~~March 31, 2017 reflecting a decrease ~~performance-related compensation~~personnel costs, ~~together~~partially offset by general and administrative expenses associated with ~~an increase in fees from strategic capital partners.~~the acquisition of Novae.

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OTHER EXPENSES (REVENUES), NET

The following table provides a breakdown of our other expenses (revenues), net:

Three months ended September 30, Nine months ended September 30,
2017 % Change 2016 2017 % Change 2016

Corporate expenses $ 27,933
(3%) $ 28,683
$ 97,922
13% $ 86,922

Foreign exchange losses (gains) 32,510
nm (13,795 ) 90,093
nm (69,781 )
Interest expense and financing costs 12,835
—% 12,839
38,377
(1%) 38,586

Income tax expense (benefit) (25,877 ) nm 9,352
(38,547 ) nm 7,712

Total $ 47,401
nm $ 37,079
$ 187,845
nm $ 63,439



	Three months ended March 31,
	2018			% Change	2017

Corporate expenses	$	30,171		(24%)	$	39,459
Foreign exchange losses	37,860			76%	21,465
Interest expense and financing costs	16,763			31%	12,791
Income tax benefit	(1,036		)	nm	(9,337		)
Total	$	83,758		30%	$	64,378

nm – not meaningful

Corporate ~~Expenses:~~ Expenses

Our corporate expenses include holding company costs necessary to support our worldwide insurance and reinsurance operations and costs associated with operating as a publicly-traded company. As a percentage of net premiums earned, corporate expenses were ~~2.7% and 3.3%~~2.6% for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018, compared to ~~3.1% and 3.1%~~4.2% for the same ~~periods~~period in ~~2016, respectively.~~2017.

The decrease in corporate expenses for the three months ended ~~September 30, 2017~~March 31, 2018 was primarily ~~driven by~~attributable to a decrease in ~~performance related compensation~~personnel costs and executive transition costs, together with an increase in the allocation of corporate costs to ~~the~~our insurance and reinsurance segments, ~~and a decrease in professional fees, partially offset by higher personnel expenses.~~

~~The increase in corporate expenses for the nine months ended September 30, 2017 was primarily driven by an increase in personnel expenses and information technology costs,~~ partially offset by an increase in ~~the allocation~~information technology costs.

Table of ~~corporate expenses to the insurance and reinsurance segments and a decrease in performance related compensation costs.~~Contents

Foreign Exchange Losses (Gains):

Some of our business is written in currencies other than the U.S. dollar. Foreign exchange losses of ~~$33~~$38 million for the three months ended ~~September 30, 2017~~March 31, 2018 were primarily attributable to the impact of the weakening of the U.S. dollar on the remeasurement of net insurance-related liabilities mainly denominated in pound sterling and euro.

~~Foreign~~The foreign exchange losses of ~~$90~~$21 million for the ~~nine~~three months ended ~~September 30,~~March 31, 2017 were ~~primarily~~ attributable to ~~the impact of the weakening of the U.S. dollar on the remeasurement of net insurance-related liabilities mainly denominated in pound sterling and euro and~~ the reclass of a cumulative translation adjustment balance of $24 million related to ~~the wind-down of~~ AXIS Specialty Australia from accumulated other comprehensive income to foreign exchange ~~losses.~~losses as the wind-down of this operation was substantially complete as of March 31, 2017. This loss was partially offset by foreign exchange gains related to the strengthening of the pound sterling and the euro against the U.S. dollar which positively impacted the remeasurement of premium receivable balances.

~~Foreign exchange gains $14 million~~Interest Expense and ~~$70~~Financing Costs

Interest expense and financing costs are related to interest due on 5.875% Senior Notes issued in 2010, 2.65% Senior Notes and the 5.15% Senior Notes issued in 2014, and 4.0% Senior Notes issued in 2017, as well as Dekania Notes issued by Novae in 2004. Interest expenses and financing costs increased by $4 million for the three ~~and nine~~ months ended ~~September 30, 2016, respectively, were~~March 31, 2018 compared to the same period in 2017, primarily attributable to costs associated with the ~~impact the strengthening of the U.S. dollar on the remeasurement of net insurance-related liabilities denominated in pound sterling.~~4.0% Senior Notes and Dekania Notes.

~~Table of Contents~~

Income Tax Expense (Benefit):

Income tax expense (benefit) primarily results from income (loss) generated by our foreign operations in the U.S. and Europe. Our effective tax rate is calculated as income tax expense (benefit) divided by net income (loss) before tax including interest in ~~loss~~income (loss) of equity method investments. This effective rate can vary between periods depending on the distribution of net income (loss) amongst tax jurisdictions, as well as other factors.

The tax benefit of ~~$26~~$1 million recognized infor the three months ended ~~September 30, 2017~~March 31, 2018 was primarily driven by ~~an underwriting loss associated with catastrophe~~the generation of pre-tax losses ~~recognized~~in our U.K. operations, largely offset by the generation of pre-tax income in our U.S. operations.

The tax benefit of ~~$39~~$9 million recognized infor the ~~nine~~three months ended ~~September 30,~~March 31, 2017 was primarily ~~driven by an underwriting loss associated with catastrophe losses recognized in our U.S. operations,~~attributable to share based compensation excess tax benefits ~~which were~~ recognized in the income statement ~~and a tax adjustment related~~due to the ~~bargain purchase gain~~adoption of Accounting Standards Update ("ASU") ASU 2016-09, "Compensation-Stock Compensation (Topic 718) - Improvements to Employee Share-Based Payment Accounting", as well as underwriting losses recognized in ~~connection with the acquisition of Aviabel.~~

~~Income tax expenses recognized in the three~~our U.S. and ~~nine months ended September 30, 2016 were primarily driven by the generation of consolidated pre-tax net income in our~~ European operations.

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NET INVESTMENT INCOME AND NET ~~REALIZED~~ INVESTMENT GAINS (LOSSES)

Net Investment Income

The following table provides a breakdown of income earned from our cash and investment portfolio by major asset class:

Three months ended September 30, Nine months ended September 30,
2017 % Change 2016 2017 % Change 2016

Fixed maturities $ 74,978
(1%) $ 75,827
$ 230,603
1% $ 229,423

Other investments 17,373
(55%) 38,248
59,973
nm 25,770

Equity securities 3,223
(30%) 4,633
11,048
(14%) 12,843

Mortgage loans 2,895
32% 2,191
7,970
40% 5,683

Cash and cash equivalents 3,111
(17%) 3,768
9,640
36% 7,071

Short-term investments 698
nm 337
1,797
nm 708

Gross investment income 102,278
(18%) 125,004
321,031
14% 281,498

Investment expense (7,109 ) (12%) (8,081 ) (21,132 ) (11%) (23,680 )
Net investment income $ 95,169
(19%) $ 116,923
$ 299,899
16% $ 257,818

Pre-tax yield:⁽¹⁾

Fixed maturities 2.7 % 2.7 % 2.7 % 2.6 %



	Three months ended March 31,
	2018			% Change	2017

Fixed maturities	$	83,958		8%	$	77,407
Other investments	13,704			(28%)	18,962
Equity securities	1,758			(49%)	3,478
Mortgage loans	3,125			26%	2,477
Cash and cash equivalents	4,153			34%	3,095
Short-term investments	875			100%	438
Gross investment income	107,573			2%	105,857
Investment expense	(6,574		)	(9%)	(7,193		)
Net investment income	$	100,999		2%	$	98,664

Pre-tax yield:⁽¹⁾
Fixed maturities	2.7		%		2.7		%

nm - not meaningful


(1)	Pre-tax yield is annualized and calculated as net investment income divided by the average month-end amortized cost balances for the periods indicated.

Fixed Maturities

Net investment income attributable to fixed maturities for the three ~~and nine~~ months ended ~~September 30,~~March 31, 2018 was $84 million compared to net investment income of $77 million for the three months ended March 31, 2017, an increase of $7 million. The increase was ~~comparable~~due to ~~same periods in 2016.~~our acquisitions of Novae and Aviabel.

Other Investments

The following table provides a breakdown of total net investment income from other investments:

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Hedge, direct lending, private equity and real estate funds $ 14,786
$ 29,459
$ 52,526
$ 6,127

Other privately held investments 1,185
370
3,517
177

CLO - Equities 1,402
8,419
3,930
19,466

Total net investment income from other investments $ 17,373
$ 38,248
$ 59,973
$ 25,770

Pre-tax return on other investments⁽¹⁾
2.1 % 4.5 % 7.5 % 3.1 %



	Three months ended March 31,
	2018			2017

Hedge, direct lending, private equity and real estate funds	$	10,589		$	16,946
Other privately held investments	1,499			987
CLO-Equities	1,616			1,029
Total net investment income from other investments	$	13,704		$	18,962

Pre-tax return on other investments⁽¹⁾	1.7		%	2.4		%


(1)	The pre-tax return on other investments is non-annualized and calculated by dividing total net investment income from other investments by the average month-end fair value balances held for the periods indicated.

Net investment income attributable to other investments was ~~$17 million and $60~~$14 million for the three ~~and nine~~ months ended ~~September 30, 2017, respectively,~~March 31, 2018, compared to net investment income of ~~$38 million and $26~~$19 million for the three ~~and nine~~ months ended ~~September 30, 2016, respectively,~~March 31, 2017, a decrease of $5 million. The decrease was due to lower returns from hedge funds as a result of the ~~improvement in the~~weaker performance of ~~the~~ global equity ~~and credit markets translated into higher valuations of our hedge and direct lending funds.~~markets.

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Net ~~Realized~~ Investment ~~Gains (Losses)~~Losses

The following table provides a breakdown of net ~~realized~~ investment ~~gains (losses):~~losses:

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

On sale of investments:
Fixed maturities and short-term investments $ 3,404
$ 4,303
$ (25,659 ) $ (22,869 )
Equity securities 17,935
4,994
33,536
2,881

21,339
9,297
7,877
(19,988 )
OTTI charges recognized in earnings (5,412 ) (4,247 ) (13,493 ) (20,346 )
Change in fair value of investment derivatives (1,295 ) 155
(9,195 ) 39

Net realized investment gains (losses) $ 14,632
$ 5,205
$ (14,811 ) $ (40,295 )



	Three months ended March 31,
	2018			2017

On sale of investments:
Fixed maturities and short-term investments	$	(11,907	)	$	(32,158	)
Equity securities	16,281			15,594
	4,374			(16,564		)
OTTI charges recognized in net income	(414		)	(6,553		)
Change in fair value of investment derivatives	2,023			(1,933		)
Net unrealized gains (losses) on equity securities	(20,813		)	—
Net investment losses	$	(14,830	)	$	(25,050	)

On ~~sale~~Sale of ~~investments~~Investments

Generally, sales of individual securities occur when there are changes in the relative value, credit quality or duration of a particular issue. We may also sell securities to re-balance our investment portfolio in order to change exposure to particular asset classes or sectors.

Net ~~realized~~ investment ~~gains~~losses for the three months ended ~~September 30, 2017~~March 31, 2018 were $15 million compared to net ~~realized~~ investment ~~gains~~losses of $5$25 million for the three months ended ~~September 30, 2016, an increase~~March 31, 2017, a decrease of $9$10 million. For the three months ended ~~September 30, 2017,~~March 31, 2018, net ~~realized~~ investment ~~gains~~losses were primarily due to ~~improved pricing~~the adoption of ASU 2016-01 which resulted in net unrealized investment losses on equity ~~securities.~~securities of $21 million being reported in net investment losses as opposed to other comprehensive income. For the three months ended ~~September 30, 2016,~~March 31, 2017, the net ~~realized investment gains were driven by improved pricing on fixed maturities and equity securities.~~

Net realized investment losses for the nine months ended September 30, 2017 were $15 million compared to net realized investment losses of $40 million for the nine months ended September 30, 2016, a decrease of $25 million. For the nine months ended September 30, 2017 and 2016, net realized investment losses were primarily due to foreign exchange losses on non-U.S. denominated ~~securities.~~securities, as a result of the strengthening of the U.S. dollar.

OTTI ~~charges~~Charges

The OTTI charges for the three months ended ~~September 30, 2017~~March 31, 2018 were $5$0.4 million compared to $4$7 million for the three months ended ~~September 30, 2016,~~March 31, 2017, a decrease of $1over $6 million. ~~The OTTI charges for~~For the ~~nine~~three months ended ~~September 30, 2017 were $13 million, compared to $20 million for the nine months ended September 30, 2016, a decrease of $7 million. For all periods presented~~March 31, 2018, the OTTI charges were ~~primarily due to~~driven by impairments on corporate debt securities. For the three months ended March 31, 2017, the OTTI charges were driven by impairments on corporate debt securities and losses on non-U.S. denominated securities ~~as a result~~due of the decline in foreign exchange rates against the U.S. dollar.

Change in ~~fair value~~Fair Value of ~~investment derivatives~~Investment Derivatives

From time to time, we ~~may~~ economically hedge ~~the~~ foreign exchange exposure of non-U.S. denominated securities by entering into foreign exchange forward contracts.

During 2017, we ~~also~~ introduced the use of interest rate swaps to reduce duration risk of our fixed income portfolio.

For the three months ended ~~September 30,~~March 31, 2018, we recorded losses of $1 million relating to foreign exchange contracts and gains of $3 million relating to interest rates swaps. For the three months ended March 31, 2017, we recorded losses of $2 million relating to foreign exchange contracts and gains of less than $1 million relating to interest rates swaps. ~~For the three months ended September 30, 2016 the fair value of foreign exchange contracts was unchanged.~~

For the nine months ended September 30, 2017, we recorded losses of $6 million relating to foreign exchange contracts and losses of $3 million relating to interest rates swaps. For the nine months ended September 30, 2016 the fair value of foreign exchange contracts was unchanged.

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Total Return

The following table provides a breakdown of the total return on cash and investments for the period indicated:

Three months ended September 30, Nine months ended September 30,
2017 2016 2017 2016

Net investment income $ 95,169
$ 116,923
$ 299,899
$ 257,818

Net realized investments gains (losses) 14,632
5,205
(14,811 ) (40,295 )

Change in net unrealized gains (losses)⁽¹⁾
48,506
35,075
223,630
303,573

Interest in loss of equity method investments (661 ) (2,434 ) (8,402 ) (2,434 )
Total $ 157,646
$ 154,769
$ 500,316
$ 518,662

Average cash and investments⁽²⁾
$ 14,533,027
$ 14,470,231
$ 14,519,902
$ 14,457,978

Total return on average cash and investments, pre-tax:
Inclusive of investment related foreign exchange movements 1.1 % 1.1 % 3.4 % 3.6 %

Exclusive of investment related foreign exchange movements⁽³⁾
0.9 % 1.1 % 3.0 % 3.9 %



	Three months ended March 31,
	2018			2017

Net investment income	$	100,999		$	98,664
Net investments losses	(14,830		)	(25,050		)
Change in net unrealized gains (losses)⁽¹⁾	(107,265		)	96,131
Interest in loss of equity method investments	—			(5,766		)
Total	$	(21,096	)	$	163,979

Average cash and investments⁽²⁾	$	15,679,134		$	14,632,701

Total return on average cash and investments, pre-tax:
Inclusive of investment related foreign exchange movements	(0.1		%)	1.1		%
Exclusive of investment related foreign exchange movements⁽³⁾	(0.4		%)	1.0		%


(1)	Change in net unrealized gains (losses) is calculated by taking net unrealized gains (losses) at period end less net unrealized gains (losses) at the prior period end.


(2)	The average cash and investments balance is calculated by taking the average of the month-end fair value balances held for the periods indicated.

(3)

Pre-tax return on cash and investments excluding foreign exchange movements is a non-GAAP financial measure as defined in SEC Regulation G.S-K. The reconciliation to pre-tax total return on cash and investments, the most comparable GAAP financial measure included foreign exchange gains ~~(losses)~~ of ~~$22~~$40 million and ~~$(8)~~$12 million for the three months ended ~~September 30,~~March 31, 2018 and 2017, ~~and 2016, respectively, and foreign exchange gains (losses) of $62 million and $(39) million for the nine months ended September 30, 2017 and 2016,~~ respectively.

CASH AND INVESTMENTS

The table below provides a breakdown of our cash and investments:

September 30, 2017 December 31, 2016
Fair Value Fair Value

Fixed maturities $ 11,086,386
$ 11,397,114

Equity securities 659,751
638,744

Mortgage loans 360,381
349,969

Other investments 830,253
830,219

Equity method investments 108,597
116,000

Short-term investments 15,282
127,461

Total investments $ 13,060,650
$ 13,459,507

Cash and cash equivalents⁽¹⁾
$ 1,631,127
$ 1,241,507



	March 31, 2018			December 31, 2017
		Fair Value			Fair Value

Fixed maturities		$	11,801,396		$	12,622,006
Equity securities		435,742			635,511
Mortgage loans		364,769			325,062
Other investments		1,009,587			1,009,373
Equity method investments		108,597			108,597
Short-term investments		56,246			83,661
Total investments		$	13,776,337		$	14,784,210

Cash and cash equivalents⁽¹⁾		$	1,644,580		$	1,363,786


(1)	Includes restricted cash and cash equivalents of ~~$281~~$417 million and $~~202~~415 million at ~~September 30, 2017~~March 31, 2018 and at December 31, ~~2016,~~2017, respectively.

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Overview

The fair value of total investments decreased by ~~$399 million~~$1 billion for the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2018, driven by the settlement of the RITC agreement of the 2015 and prior years of account of Syndicate 2007, funding of operating activities and the decline in market value of fixed maturities due to the ~~funding of financing and operating activities, partially offset by the improvement~~rise in ~~valuations of fixed income and equity securities.~~U.S. Treasury rates.

The following provides a further analysis on our investment portfolio by asset classes:

Fixed Maturities

The following provides a breakdown of our investment in fixed maturities:

September 30, 2017 December 31, 2016
Fair Value % of Total Fair Value % of Total

Fixed maturities:
U.S. government and agency $ 1,547,318
14 % $ 1,656,069
15 %
Non-U.S. government 573,640
5 % 565,834
5 %
Corporate debt 4,503,967
41 % 4,600,743
40 %
Agency RMBS 2,306,822
21 % 2,465,135
22 %
CMBS 669,736
6 % 666,237
6 %
Non-Agency RMBS 43,817
— % 56,921
— %
ABS 1,288,870
12 % 1,222,214
11 %

Municipals⁽¹⁾
152,216
1 % 163,961
1 %
Total $ 11,086,386
100 % $ 11,397,114
100 %

Credit ratings:
U.S. government and agency $ 1,547,318
14 % $ 1,656,069
15 %

AAA⁽²⁾
4,381,049
40 % 4,165,226
36 %
AA 875,668
8 % 1,124,167
10 %
A 1,659,488
15 % 1,747,857
15 %
BBB 1,602,395
14 % 1,563,352
14 %

Below BBB⁽³⁾
1,020,468
9 % 1,140,443
10 %
Total $ 11,086,386
100 % $ 11,397,114
100 %



	March 31, 2018				December 31, 2017
	Fair Value		% of Total		Fair Value		% of Total

Fixed maturities:
U.S. government and agency	$	1,796,965	15	%	$	1,712,469	14	%
Non-U.S. government	661,224		6	%	806,299		6	%
Corporate debt	4,640,431		39	%	5,297,866		43	%
Agency RMBS	1,914,845		16	%	2,395,152		19	%
CMBS	1,030,621		9	%	777,728		6	%
Non-Agency RMBS	41,397		1	%	46,831		—	%
ABS	1,566,698		13	%	1,436,281		11	%
Municipals⁽¹⁾	149,215		1	%	149,380		1	%
Total	$	11,801,396	100	%	$	12,622,006	100	%

Credit ratings:
U.S. government and agency	$	1,796,965	15	%	$	1,712,469	14	%
AAA⁽²⁾	4,745,363		40	%	4,990,848		39	%
AA	879,762		7	%	1,050,631		8	%
A	1,761,064		15	%	2,090,632		17	%
BBB	1,634,628		14	%	1,758,291		14	%
Below BBB⁽³⁾	983,614		9	%	1,019,135		8	%
Total	$	11,801,396	100	%	$	12,622,006	100	%


(1)	Includes bonds issued by states, municipalities, and political subdivisions.


(2)	Includes U.S. government-sponsored agency ~~RMBS~~Residential mortgage-backed securities ("RMBS") and ~~CMBS.~~Commercial mortgage-backed securities ("CMBS").


(3)	Non-investment grade and non-rated securities.

At ~~September 30, 2017,~~March 31, 2018, fixed maturities had a weighted average credit rating of AA- ~~(2016:~~(2017: AA-) and an average duration of ~~3.3~~3.2 years ~~(2016: 3.5~~(2017: 3.3 years), and a duration inclusive of interest rate swaps of 3.1 years (2017: 3.2 ~~years.~~years). At ~~September 30, 2017,~~March 31, 2018, inclusive of ~~the~~ short-term investments and cash and cash equivalents, the average credit rating was AA- ~~(2016:~~(2017: AA-) and duration ~~(including~~inclusive of interest rate ~~swaps)~~swaps was 2.8 years ~~(2016: 3.2~~(2017: 2.9 years).

~~Net~~At March 31, 2018, net unrealized investment ~~gains~~losses on fixed maturities were ~~$43~~$97 million, ~~at September 30, 2017~~ compared to net unrealized investment ~~losses~~gains of ~~$126~~$11 million at December 31, ~~2016, primarily~~2017, a decrease of $108 million due to the ~~strengthening of the pound sterling and the euro against~~rise in U.S. dollar which positively impacted valuations of non-U.S. denominated fixed maturity securities, together with the impact of the tightening of credit spreads on investment grade and high yield corporate debt.Treasury rates.

Equity Securities

~~Net~~At March 31, 2018, net unrealized investment gains on equity securities were ~~$41~~$62 million, compared to $83 million at December 31, ~~2016 compared to $97~~2017, a decrease of $21 million ~~at September 30, 2017, an increase~~driven by sales of ~~$56 million due to an improvement in valuations reflective of performance of the global~~ equity ~~markets.~~securities.

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Mortgage Loans

During the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2018, our investment in commercial mortgage loans ~~was comparable to December 31, 2016.~~increased by $40 million. The commercial mortgage loans are high quality and collateralized by a variety of commercial properties and are diversified both geographically throughout the ~~U. S.~~U.S. and by property type to reduce the risk of concentration. At ~~September 30, 2017,~~March 31, 2018, there were no credit losses associated with our commercial mortgage loans portfolio.

Other Investments

The composition of our other investments portfolio is summarized as follows:

September 30, 2017 December 31, 2016

Hedge funds
Long/short equity funds $ 64,067
8 % $ 118,619
14 %
Multi-strategy funds 286,452
35 % 285,992
34 %
Event-driven funds 48,578
6 % 93,539
11 %
Total hedge funds 399,097
49 % 498,150
59 %

Direct lending funds 232,389
28 % 134,650
16 %
Private equity funds 71,896
9 % 81,223
10 %
Real estate funds 46,691
6 % 13,354
2 %
Total hedge, direct lending, private equity and real estate funds 750,073
92 % 727,377
87 %

Other privately held investments 43,398
5 % 42,142
5 %
CLO - Equities 36,782
3 % 60,700
8 %
Total other investments $ 830,253
100 % $ 830,219
100 %




	March 31, 2018				December 31, 2017

Hedge funds
Long/short equity funds	$	25,489	3	%	$	38,470	4	%
Multi-strategy funds	283,298		28	%	286,164		28	%
Event-driven funds	37,680		4	%	39,177		4	%
Total hedge funds	346,467		35	%	363,811		36	%

Direct lending funds	261,902		26	%	250,681		25	%
Private equity funds	65,811		7	%	68,812		7	%
Real estate funds	54,720		5	%	50,009		5	%
Total hedge, direct lending, private equity and real estate funds	728,900		73	%	733,313		73	%

Other privately held investments	48,787		5	%	46,430		5	%
CLO-Equities	28,556		2	%	31,413		2	%
Overseas deposits	203,344		20	%	198,217		20	%
Total other investments	$	1,009,587	100	%	$	1,009,373	100	%

~~The~~During the three month period ended March 31, 2018, the fair value of total hedge funds decreased by ~~$99~~$17 million ~~during the nine month period ended September 30, 2017~~ driven by ~~$127~~$20 million of net redemptions offset by ~~$28~~$3 million of price appreciation. Certain of these funds may be subject to restrictions on redemptions which may limit our ability to liquidate these investments in the short term. See Note ~~4(c)~~3(c) to the Consolidated Financial Statements 'Investments' for further details on these restrictions and details on unfunded commitments relating to our other investment portfolio.

Overseas deposits include investments in private funds held by Syndicate 2007 where the underlying investments are primarily U.S. government, non-U.S. government and corporate debt securities. The funds do not trade on an exchange therefore are not included within the available for sale investments category.

Equity Method Investments

During 2016, we paid $108 million including direct transactions costs to acquire 19% of the common equity of Harrington Reinsurance Holdings Limited ("Harrington"), the parent company of Harrington Re Ltd. ("Harrington Re"), an independent reinsurance company jointly sponsored by AXIS Capital and ~~Blackstone.~~The Blackstone Group L.P. ("Blackstone"). Harrington is not a variable interest entity. Given that we exercise significant influence over this investee we account for our ownership in Harrington under the equity method of accounting.

During the nine months ended September 30, 2017, we recorded an impairment charge of $9 million, related to a U.S. based insurance company, which reduced its carrying value to $nil. This charge is included in interest in income (loss) of equity method investments in the Consolidated Statement of Operations.

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LIQUIDITY AND CAPITAL RESOURCES

Refer to the ‘Liquidity and Capital Resources’ section included under Item 7 of our Annual Report on Form 10-K for the year ended December 31, ~~2016~~2017 for a general discussion of our liquidity and capital resources. ~~During the nine months ended September 30, 2017, we:~~

~~redeemed the remaining $351 million of 6.875% Series C preferred shares on April 17, 2017; and~~

~~suspended our open market share repurchase program following the announcement of the offer to acquire Novae on July 5, 2017.~~

The following table summarizes our consolidated capital at:

September 30, 2017 December 31, 2016

Senior notes $ 993,797
$ 992,950

Preferred shares 775,000
1,126,074

Common equity 4,679,699
5,146,296

Shareholders’ equity 5,454,699
6,272,370

Total capital $ 6,448,496
$ 7,265,320

Ratio of debt to total capital 15.4 % 13.7 %

Ratio of debt and preferred equity to total capital 27.4 % 29.2 %



	March 31, 2018			December 31, 2017

Debt	$	1,376,835		$	1,376,529

Preferred shares	775,000			775,000
Common equity	4,489,395			4,566,264
Shareholders’ equity	5,264,395			5,341,264
Total capital	$	6,641,230		$	6,717,793

Ratio of debt to total capital	20.7		%	20.5		%

Ratio of debt and preferred equity to total capital	32.4		%	32.0		%

We finance our operations with a combination of debt and equity capital. Our debt to total capital and debt and preferred equity to total capital ratios provide an indication of our capital structure, along with some insight into our financial strength. A company with higher ratios in comparison to industry average may show weak financial strength because the cost of its debts may adversely affect results of operations and/or increase its default risk.

~~Our consolidated balance sheet at September 30, 2017 reflected a decrease in preferred equity due to redemption of the remaining $351 million of 6.875% Series C preferred shares on April 17, 2017.~~

We believe that our financial flexibility remains strong.

Secured Letter of Credit ~~Facilities~~Facility

On March ~~27, 2017, the $250 million credit facility entered into by AXIS Capital and certain of its subsidiaries and a syndication of lenders expired.~~

The terms and conditions of the additional $500 million secured letter of credit facility ~~(the “LOC Facility”) with Citibank Europe plc (“Citibank”) to include an additional~~

Letters of credit ~~to a maximum aggregate amount of $250 million are available for issuance on behalf of~~issued under the ~~Participating Subsidiaries. These letters of credit~~$750 Million Facility will principally be used to support the reinsurance obligations of the Participating Subsidiaries. The ~~$250 Million Facility is~~Participating Subsidiaries are subject to certain covenants, including the requirement to maintain sufficient collateral ~~as defined in the LOC Facility Documents,~~ to cover ~~all of~~ the obligations outstanding under the ~~LOC~~$750 Million Facility.

~~Table of Contents~~

~~Such obligations include contingent reimbursement obligations for outstanding letters of credit and fees payable to Citibank.~~ In the event of default, Citibank may exercise certain remedies, including the exercise of control over pledged collateral and the termination of the availability of the ~~LOC~~$750 Million Facility to any or all of the Participating Subsidiaries. ~~The $250 million Facility expires March 31, 2018. The terms and conditions~~

Table of ~~the $500 million Facility remain unchanged.~~ Contents

Common Equity

During the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2018, our common equity decreased by $~~467~~79 million. The following table reconciles our opening and closing common equity positions:

Nine months ended September 30, 2017

Common equity - opening $ 5,146,296

Net loss (341,541 )
Shares repurchased for treasury (285,659 )
Change in unrealized appreciation on available for sale investments, net of tax 216,630

Common share dividends (98,273 )
Preferred share dividends (36,154 )
Share-based compensation expense recognized in equity 30,692

Foreign currency translation adjustment 46,824

Cost of treasury shares reissued 884

Common equity - closing $ 4,679,699



Three months ended March 31,	2018

Common equity - opening	$	4,566,264
Treasury shares reissued	1,661
Share-based compensation expense	9,603
Change in unrealized appreciation on available for sale investments, net of tax	(111,406		)
Foreign currency translation adjustment	1,270
Net income	73,202
Preferred share dividends	(10,656		)
Common share dividends	(33,380		)
Treasury shares repurchased	(7,163		)
Common equity - closing	$	4,489,395

During the ~~nine~~three months ended ~~September 30, 2017,~~March 31, 2018, we repurchased ~~4.3~~0.1 million common shares ~~repurchased~~ for a total of ~~$286~~$7 million ~~(including $261 million pursuant to our Board-authorized share repurchase program and $25 million relating to shares purchased~~ in connection with the vesting of restricted stock awards granted under our 2007 Long-Term Equity Compensation ~~Plan).~~Plan.

~~At November 8, 2017, the remaining authorization under the common share repurchase program approved by our Board of Directors was $739 million (refer to Part II, Item 2~~ ~~'Unregistered Sales of Equity Securities and Use of Proceeds'~~ ~~for additional information).~~

~~However, following~~Following the Company's announcement of the offer to acquire Novae on July 5, 2017, the Company suspended its open market share repurchase program. On December 31, 2017, authorization under the Board-authorized share repurchase plan for common share repurchases through 2017 expired. A common share repurchase plan has not been authorized for 2018.

We continue to expect that cash flows generated from our operations, combined with the liquidity provided by our investment portfolio, will be sufficient to cover our required cash outflows and other contractual commitments through the foreseeable future.

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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 ~~2016~~2017 Annual Report on Form 10-K, we believe that the material items requiring such subjective and complex estimates are our:

reserves for losses and loss expenses;

reinsurance recoverable balances;

premiums;

fair value measurements for our financial assets and liabilities; and

assessments of other-than-temporary impairments.

We believe that the critical accounting estimates discussion in Item 7 of our Annual Report on Form 10-K for the year ended December 31, ~~2016~~2017, continues to describe the significant estimates and judgments included in the preparation of our Consolidated Financial Statements.

RECENT ACCOUNTING PRONOUNCEMENTS

Refer to Item 1, Note 1 'Basis of Presentation and Significant Accounting Policies' to the Consolidated Financial Statements and Item 8, Note 2 'Significant Accounting Policies' to the Consolidated Financial Statements in our Annual Report on Form 10-K for the year ended December 31, ~~2016,~~2017, for a discussion of recently issued accounting ~~pronouncements that we have not yet adopted.~~pronouncements.

OFF-BALANCE SHEET AND SPECIAL PURPOSE ENTITY ARRANGEMENTS

At ~~September 30, 2017~~March 31, 2018, we have not entered into any off-balance sheet arrangements, as defined by Item 303(a)(4) of Regulation S-K.

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ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK

Refer to Item 7A included in our ~~2016~~Annual Report on Form ~~10-K. With~~10-K for the year ended December 31, 2017. There have been no material changes to this item since December 31, 2017, with the exception of the changes in exposure to foreign currency risk presented ~~below, there have been no material changes to this item since December 31, 2016.~~below.

Foreign Currency Risk

The table below provides a sensitivity analysis of our total net foreign currency exposures.

AUD NZD CAD EUR GBP JPY Other Total

At September 30, 2017
Net managed assets (liabilities), excluding derivatives $ (29,134 ) $ (9,733 ) $ 85,047
$ (177,485 ) $ 167,796
$ 38,025
$ 156,473
$ 230,989

Foreign currency derivatives, net 12,702
7,221
(101,930 ) 249,587
89,740
(8,879 ) 9,880
258,321

Net managed foreign currency exposure (16,432 ) (2,512 ) (16,883 ) 72,102
257,536
29,146
166,353
489,310

Other net foreign currency exposure 1
—
(49 ) 1,558
1,049
—
83,283
85,842

Total net foreign currency exposure $ (16,431 ) $ (2,512 ) $ (16,932 ) $ 73,660
$ 258,585
$ 29,146
$ 249,636
$ 575,152

Net foreign currency exposure as a percentage of total shareholders’ equity (0.3 %) — % (0.3 %) 1.4 % 4.7 % 0.5 % 4.6 % 10.5 %

Pre-tax impact of net foreign currency exposure on shareholders’ equity given a hypothetical 10% rate movement⁽¹⁾
$ (1,643 ) $ (251 ) $ (1,693 ) $ 7,366
$ 25,859
$ 2,915
$ 24,964
$ 57,517




	AUD			NZD			CAD			EUR			GBP			JPY			Other			Total

At March 31, 2018
Net managed assets (liabilities), excluding derivatives	$	(21,320	)	$	(3,847	)	$	(35,289	)	$	156,039		$	59,505		$	2,079		$	138,642		$	295,809
Foreign currency derivatives, net	(62,260		)	7,236			(136,357		)	238,506			(63,860		)	(5,931		)	3,795			(18,871		)
Net managed foreign currency exposure	(83,580		)	3,389			(171,646		)	394,545			(4,355		)	(3,852		)	142,437			276,938
Other net foreign currency exposure	1			—			6			85			75			—			85,813			85,980
Total net foreign currency exposure	$	(83,579	)	$	3,389		$	(171,640	)	$	394,630		$	(4,280	)	$	(3,852	)	$	228,250		$	362,918
Net foreign currency exposure as a percentage of total shareholders’ equity	(1.6		%)	0.1		%	(3.3		%)	7.5		%	(0.1		%)	(0.1		%)	4.3		%	6.9		%
Pre-tax impact of net foreign currency exposure on shareholders’ equity given a hypothetical 10% rate movement⁽¹⁾	$	(8,358	)	$	339		$	(17,164	)	$	39,463		$	(428	)	$	(385	)	$	22,825		$	36,292


(1)	Assumes 10% change in underlying currencies relative to the U.S. dollar.

Total Net Foreign Currency Exposure

At ~~September 30, 2017,~~March 31, 2018, our total net foreign currency exposure was ~~$575~~$363 million net long, driven by increases in our exposures to the euro ~~pound sterling, Japanese yen~~ and other non-core currencies primarily due to new business written during the ~~nine~~three months ended ~~September 30, 2017. In addition, our pound sterling exposure was increased to fund~~March 31, 2018 associated with the acquisition of Novae. Managed exposure in Other is primarily Indian rupee, UAE Dirham (pegged to USD) and Israeli shekel. Other net exposure of $83 million is driven by our emerging markets debt fixed income portfolio.January 2018 renewal season.

ITEM 4. CONTROLS AND PROCEDURES

Disclosure Controls and Procedures

The Company’s management has performed an evaluation, with the participation of the Company’s Chief Executive Officer and Chief Financial Officer, of the effectiveness of our disclosure controls and procedures (as defined in Rules 13a-15(e) and 15d-15(e) of the Securities Exchange Act of 1934 (the ~~“Exchange Act”~~"Exchange Act")) ~~as of~~at ~~September 30, 2017~~March 31, 2018. Based upon that evaluation, our Chief Executive Officer and Chief Financial Officer concluded that, ~~as of~~at ~~September 30, 2017~~March 31, 2018, our disclosure controls and procedures are effective to ensure that information required to be disclosed by us in reports that we file or submit under the Exchange Act is recorded, processed, summarized and reported within the time periods specified in the rules and forms of the SEC and is accumulated and communicated to management, including its principal executive and principal financial officers, as appropriate to allow timely decisions regarding required disclosure.

Changes in Internal Control Over Financial Reporting

The Company’s management has performed an evaluation, with the participation of the Company’s Chief Executive Officer and the Company’s Chief Financial Officer, of changes in the Company’s internal control over financial reporting that occurred during the three months ended ~~September 30, 2017~~March 31, 2018. Based upon that evaluation, there were no changes in our internal control over financial reporting that occurred during the three months ended ~~September 30, 2017~~March 31, 2018 that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

~~Table of Contents~~

PART II OTHER INFORMATION

ITEM 1. LEGAL PROCEEDINGS

From time to time, ~~we are~~the Company is subject to routine legal proceedings, including arbitrations, arising in the ordinary course of business. These legal proceedings generally relate to claims asserted by or against usthe Company in the ordinary course of insurance or reinsurance ~~operations; estimated~~operations. Estimated amounts payable under such proceedings are included in the reserve for losses and loss expenses in the Consolidated Balance Sheets.

~~We are~~The Company is not a party to any material legal proceedings arising outside the ordinary course of business.

ITEM 1A. RISK FACTORS

~~Other than the additional risk factor disclosed in our Quarterly Report on Form 10-Q for the period ended June 30, 2017, there have been~~There were no material changes tofrom the risk factors ~~previously~~ disclosed in our Annual Report on Form 10-K for the year ended December 31, ~~2016.~~2017.

~~Table of Contents~~

ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS

The following table presents information regarding the number of shares we repurchased during the three months ended ~~September 30, 2017~~March 31, 2018:

ISSUER PURCHASES OF EQUITY SECURITIES

Common Shares

Period
Total Number
of Shares
Repurchased
Average
Price Paid
Per Share
Total Number of Shares
Repurchased as Part of
Publicly Announced
Plans or Programs⁽¹⁾
Maximum Number (or Approximate
Dollar Value) of Shares That May Yet Be
Repurchased Under the Announced Plans
or Programs⁽²⁾

July 1-31, 2017 51

$65.74
49
$739.0 million
August 1-31, 2017
—

$—
—
$739.0 million
September 1-30, 2017
—

$—
—
$739.0 million
Total
51
49
$739.0 million



Period	Total Number of Shares Repurchased^(a)	Average Price Paid Per Share		Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs	Maximum Number (or Approximate Dollar Value) of Shares That May Yet Be Repurchased Under the Announced Plans or Programs^(b)

January 1-31, 2018	22		$49.27	—	—
February 1-28, 2018	1		$50.04	—	—
March 1-31, 2018	126		$47.87	—	—
Total	149			—	—


~~(1)~~(a)	~~From time~~Shares are repurchased from employees to ~~time, we purchase shares in connection with~~satisfy withholding tax liabilities upon the vesting of restricted stock awards granted to our employees under our 2007 Long-Term Equity Compensation Plan. The purchase of these shares is separately authorized and is not part of our Board-authorized share repurchase program, described below.units.

~~(2)~~(b)

On July 5, 2017, following the offer to acquire Novae Group plc ("Novae"), the Company suspended its open market share repurchase program. On October 2, 2017, AXIS Capital acquired the shares of Novae. On December ~~9, 2016, our Board of Directors authorized a~~31, 2017, authorization under the Board-authorized share repurchase plan ~~to repurchase up to $1 billion of our~~for common ~~shares~~share repurchases through ~~to December 31, 2017. The~~2017 expired. A common share repurchase ~~authorization which became effective on January 1, 2017, replaced the previous~~ plan ~~which had $253 million available through the end of 2016. Share repurchases may be effected from time to time in the open market or privately negotiated transactions, depending on market conditions.~~has not been authorized for 2018.

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ITEM 5. OTHER INFORMATION

Disclosure of Certain Activities Under Section 13(r) of the Securities Exchange Act of 1934

Section 13(r) of the Securities Exchange Act of 1934, as amended, requires issuers to disclose in their annual and quarterly reports whether they or any of their affiliates knowingly engaged in certain activities with Iran or with individuals or entities that are subject to certain sanctions under U.S. law. Issuers are required to provide this disclosure even where the activities, transactions or dealings are conducted outside of the U.S. in compliance with applicable law.

As and when allowed by the applicable law and regulations, certain of our non-U.S. subsidiaries provide treaty reinsurance coverage to non-U.S. insurers on a worldwide basis, including insurers of liability, marine, aviation and energy risks, and as a result, these underlying reinsurance portfolios may have some exposure to Iran. In addition, we underwrite insurance and facultative reinsurance on a global basis to non-U.S. insureds and insurers, including for liability, marine, aviation and energy risks. Coverage provided to non-Iranian business may indirectly cover an exposure in Iran. For example, certain of our operations underwrite global marine hull and cargo policies that provide coverage for vessels navigating into and out of ports worldwide, including Iran. For the quarter ended ~~September 30, 2017,~~March 31, 2018, there has been no material amount of premium allocated or apportioned to activities relating to Iran. As we believe these activities are permitted under applicable laws and regulations, we intend for our non-U.S. subsidiaries to continue to provide such coverage to the extent permitted by applicable law.

~~Table of Contents~~

ITEM 6. EXHIBITS

Table of Contents



2.1	Rule 2.7 Announcement, dated July 5, 2017 (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed on July 6, 2017).
2.2	Rule 2.7 Announcement, dated August 24, 2017 (incorporated by reference to Exhibit 2.1 to the Company's Current Report on Form 8-K filed on August 25, 2017).
3.1	Certificate of Incorporation and Memorandum of Association (incorporated by reference to Exhibit 3.1 to the Company’s Registration Statement on Form S-1(Amendment No. 1) (No. 333-103620) filed on April 16, 2003).
3.2	Amended and Restated Bye-Laws (incorporated by reference to Exhibit 4.2 to the Company’s Registration Statement on Form S-8 filed on May 15, 2009).
4.1	Specimen Common Share Certificate (incorporated by reference to Exhibit 4.1 to the Company’s Registration Statement on Form S-1 (Amendment No. 3) (No. 333-103620) filed on June 10, 2003).
4.2	Certificate of Designations establishing the specific rights, preferences, limitations and other terms of the Series D Preferred Shares (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on May 20, 2013).
4.3	Certificate of Designations establishing the specific rights, preferences, limitations and other terms of the Series E Preferred Shares (incorporated by reference to Exhibit 3.1 to the Company's Current Report on Form 8-K filed on November 7, 2016).
†*10.1	Separation Agreement by and between Chris DiSipio and AXIS Specialty U.S. Services, Inc. dated March 14, 2018.
*10.2	Form of Employee Restricted Stock Unit Award Agreement (incorporated by reference to Exhibit 10.38 to the Company's Annual Report on Form 10-K filed on February 28, 2018).
†*10.3	Form of Employee Restricted Stock Unit Award Agreement (Performance Vesting).
*10.4	2018 Directors Annual Compensation ~~Program.~~Program (incorporated by reference to Exhibit 10.42 to the Company's Annual Report on Form 10-K filed on February 28, 2018).
10.5	Amendment dated March 28, 2018 to Committed Facility Letter dated March 27, 2017, by and among AXIS Specialty Limited, AXIS Re SE, AXIS Specialty Europe SE, AXIS Insurance Company, AXIS Reinsurance Company, AXIS Surplus Insurance Company and Citibank Europe plc (incorporated by reference to Exhibit 10.1 to the Company's Current Report on Form 8-K filed on April 3, 2018).
†31.1	Certification of Chief Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
†31.2	Certification of Chief Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
†32.1	Certification of Chief Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
†32.2	Certification of Chief Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
†101	The following financial information from AXIS Capital Holdings Limited’s Quarterly Report on Form 10-Q for the quarter ended ~~September 30, 2017~~March 31, 2018 formatted in XBRL: (i) Consolidated Balance Sheets at ~~September 30, 2017~~March 31, 2018 and December 31, ~~2016;~~2017; (ii) Consolidated Statements of Operations for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 and ~~2016;~~2017; (iii) Consolidated Statements of Comprehensive Income for the three ~~and nine~~ months ended ~~September 30, 2017~~March 31, 2018 and ~~2016;~~2017; (iv) Consolidated Statements of Changes in Shareholders' Equity for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2018 and ~~2016;~~2017; (v) Consolidated Statements of Cash Flows for the ~~nine~~three months ended ~~September 30, 2017~~March 31, 2018 and ~~2016;~~2017; and (vi) Notes to Consolidated Financial Statements, tagged as blocks of text and in detail.


*	~~Exhibit~~Exhibits 10.1 ~~represents~~through 10.4 represent a management contract, compensatory plan or arrangement in which directors and/or executive officers are eligible to participate.


†	Filed herewith.

The agreements and other documents filed as exhibits to this report are not intended to provide factual information or other disclosure other than with respect to the terms of the agreements or other documents themselves, and you should not rely on them for that purpose. In particular, any representations and warranties made by us in these agreements or other documents were made solely within the specific context of the relevant agreement or document and may not describe the actual state of affairs as of the date they were made or at any other time.

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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.

Dated: ~~November 8, 2017~~May 9, 2018



AXIS CAPITAL HOLDINGS LIMITED
By:	/S/ S/ ALBERT BENCHIMOL
	Albert Benchimol
	President and Chief Executive Officer
	(Principal Executive Officer)
	/S/ ~~JOSEPH HENRY~~
	~~Joseph Henry~~/S/ PETER VOGT
	~~Executive Vice President and~~ Peter Vogt
	Chief Financial Officer
	(Principal Financial Officer)

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	2017									2016
Three months ended and at September 30,	Insurance			Reinsurance			Total			Insurance			Reinsurance			Total

Gross premiums written	$	744,366		$	441,208		$	1,185,574		$	675,430		$	284,532		$	959,962
Net premiums written	500,022			332,721			832,743			433,131			162,300			595,431
Net premiums earned	496,004			521,127			1,017,131			444,691			489,724			934,415
Other insurance related income (losses)	526			(3,723		)	(3,197		)	39			5,905			5,944
Net losses and loss expenses	(628,865		)	(606,502		)	(1,235,367		)	(273,226		)	(259,102		)	(532,328		)
Acquisition costs	(74,231		)	(120,493		)	(194,724		)	(61,755		)	(128,055		)	(189,810		)
General and administrative expenses	(75,038		)	(21,658		)	(96,696		)	(84,588		)	(29,635		)	(114,223		)
Underwriting income (loss)	$	(281,604	)	$	(231,249	)	(512,853		)	$	25,161		$	78,837		103,998

Corporate expenses							(27,933		)							(28,683		)
Net investment income							95,169									116,923
Net realized investment gains							14,632									5,205
Foreign exchange (losses) gains							(32,510		)							13,795
Interest expense and financing costs							(12,835		)							(12,839		)
Transaction related expenses							(5,970		)							—
Income (loss) before income taxes and interest in income (loss) of equity method investments							$	(482,300	)							$	198,399

Net loss and loss expense ratio	126.8		%	116.4		%	121.5		%	61.4		%	52.9		%	57.0		%
Acquisition cost ratio	15.0		%	23.1		%	19.1		%	13.9		%	26.1		%	20.3		%
General and administrative expense ratio	15.1		%	4.2		%	12.3		%	19.1		%	6.1		%	15.3		%
Combined ratio	156.9		%	143.7		%	152.9		%	94.4		%	85.1		%	92.6		%

Goodwill and intangible assets	$	87,206		$	—		$	87,206		$	85,501		$	—		$	85,501



	2017									2016
Nine months ended and at September 30,	Insurance			Reinsurance			Total			Insurance			Reinsurance			Total

Gross premiums written	$	2,234,395		$	2,225,377		$	4,459,772		$	2,112,796		$	2,126,762		$	4,239,558
Net premiums written	1,533,029			1,764,689			3,297,718			1,433,058			1,855,529			3,288,587
Net premiums earned	1,448,270			1,488,995			2,937,265			1,322,649			1,461,097			2,783,746
Other insurance related income (losses)	1,077			(5,497		)	(4,420		)	(57		)	4,907			4,850
Net losses and loss expenses	(1,241,495		)	(1,206,145		)	(2,447,640		)	(853,771		)	(809,813		)	(1,663,584		)
Acquisition costs	(223,665		)	(365,214		)	(588,879		)	(184,982		)	(374,588		)	(559,570		)
General and administrative expenses	(253,308		)	(82,474		)	(335,782		)	(252,652		)	(99,980		)	(352,632		)
Underwriting income (loss)	$	(269,121	)	$	(170,335	)	(439,456		)	$	31,187		$	181,623		212,810

Corporate expenses							(97,922		)							(86,922		)
Net investment income							299,899									257,818
Net realized investment losses							(14,811		)							(40,295		)
Foreign exchange (losses) gains							(90,093		)							69,781
Interest expense and financing costs							(38,377		)							(38,586		)
Bargain purchase gain							15,044									—
Transaction related expenses							(5,970		)							—
Income (loss) before income taxes and interest in income (loss) of equity method investments							$	(371,686	)							$	374,606

Net loss and loss expense ratio	85.7		%	81.0		%	83.3		%	64.6		%	55.4		%	59.8		%
Acquisition cost ratio	15.4		%	24.5		%	20.0		%	14.0		%	25.6		%	20.1		%
General and administrative expense ratio	17.6		%	5.6		%	14.8		%	19.0		%	6.9		%	15.8		%
Combined ratio	118.7		%	111.1		%	118.1		%	97.6		%	87.9		%	95.7		%

Goodwill and intangible assets	$	87,206		$	—		$	87,206		$	85,501		$	—		$	85,501



	Amortized Cost or Cost		Gross Unrealized Gains		Gross Unrealized Losses			Fair Value		Non-credit OTTI in AOCI⁽⁵⁾

At September 30, 2017
Fixed maturities
U.S. government and agency	$	1,556,963	$	2,729	$	(12,374	)	$	1,547,318	$	—
Non-U.S. government	568,223		13,961		(8,544		)	573,640		—
Corporate debt	4,460,337		65,230		(21,600		)	4,503,967		—
Agency RMBS⁽¹⁾	2,313,096		12,218		(18,492		)	2,306,822		—
CMBS⁽²⁾	665,520		5,954		(1,738		)	669,736		—
Non-Agency RMBS	42,653		1,968		(804		)	43,817		(867		)
ABS⁽³⁾	1,285,080		4,572		(782		)	1,288,870		—
Municipals⁽⁴⁾	151,522		1,379		(685		)	152,216		—
Total fixed maturities	$	11,043,394	$	108,011	$	(65,019	)	$	11,086,386	$	(867	)

Equity securities
Common stocks	$	13,980	$	1,415	$	(569	)	$	14,826
Exchange-traded funds	365,412		88,782		—			454,194
Bond mutual funds	183,718		8,686		(1,673		)	190,731
Total equity securities	$	563,110	$	98,883	$	(2,242	)	$	659,751

At December 31, 2016
Fixed maturities
U.S. government and agency	$	1,681,425	$	1,648	$	(27,004	)	$	1,656,069	$	—
Non-U.S. government	613,282		2,206		(49,654		)	565,834		—
Corporate debt	4,633,834		42,049		(75,140		)	4,600,743		—
Agency RMBS⁽¹⁾	2,487,837		13,275		(35,977		)	2,465,135		—
CMBS⁽²⁾	664,368		5,433		(3,564		)	666,237		—
Non-Agency RMBS	57,316		1,628		(2,023		)	56,921		(823		)
ABS⁽³⁾	1,221,813		3,244		(2,843		)	1,222,214		—
Municipals⁽⁴⁾	163,441		1,510		(990		)	163,961		—
Total fixed maturities	$	11,523,316	$	70,993	$	(197,195	)	$	11,397,114	$	(823	)

Equity securities
Common stocks	$	379	$	41	$	(342	)	$	78
Exchange-traded funds	463,936		53,405		(2,634		)	514,707
Bond mutual funds	133,051		—		(9,092		)	123,959
Total equity securities	$	597,366	$	53,446	$	(12,068	)	$	638,744



	September 30, 2017				December 31, 2016
	Carrying Value		% of Total		Carrying Value		% of Total

Mortgage Loans held-for-investment:
Commercial	$	360,381	100	%	$	349,969	100	%
	360,381		100	%	349,969		100	%
Valuation allowances	—		—	%	—		—	%
Total Mortgage Loans held-for-investment	$	360,381	100	%	$	349,969	100	%



	Three months ended September 30,						Nine months ended September 30,
	2017			2016			2017			2016

Fixed maturities	$	74,978		$	75,827		$	230,603		$	229,423
Other investments	17,373			38,248			59,973			25,770
Equity securities	3,223			4,633			11,048			12,843
Mortgage loans	2,895			2,191			7,970			5,683
Cash and cash equivalents	3,111			3,768			9,640			7,071
Short-term investments	698			337			1,797			708
Gross investment income	102,278			125,004			321,031			281,498
Investment expenses	(7,109		)	(8,081		)	(21,132		)	(23,680		)
Net investment income	$	95,169		$	116,923		$	299,899		$	257,818



	Performance-based Stock Awards				Service-based Stock Awards
	Number of Restricted Stock Units		Weighted Average Grant Date Fair Value⁽¹⁾		Number of Restricted Stock Units		Weighted Average Grant Date Fair Value⁽¹⁾

Nonvested restricted stock - beginning of period	283		$	51.27	1,593		$	48.88
Granted	87		64.58		525		64.22
Vested⁽²⁾	(119	)	49.14		(881	)	47.37
Forfeited	—		—		(69	)	54.66
Nonvested restricted stock - end of period	251		$	56.88	1,168		$	57.08



	Performance-based Cash Settled Awards		Service-based Cash Settled Awards
	Number of Restricted Stock Units		Number of Restricted Stock Units

Nonvested restricted stock units - beginning of period	68		1,392
Granted	15		427
Vested⁽¹⁾	(38	)	(755	)
Forfeited	—		(60	)
Nonvested restricted stock units - end of period	45		1,004



Period	Total Number of Shares Repurchased	Average Price Paid Per Share		Total Number of Shares Repurchased as Part of Publicly Announced Plans or Programs⁽¹⁾	Maximum Number (or Approximate Dollar Value) of Shares That May Yet Be Repurchased Under the Announced Plans or Programs⁽²⁾

July 1-31, 2017	51		$65.74	49	$739.0 million
August 1-31, 2017	—		$—	—	$739.0 million
September 1-30, 2017	—		$—	—	$739.0 million
Total	51			49	$739.0 million