Supplemental Guarantor Information | fully and unconditionally guarantees the $115.0 million of Notes issued by TPRUSA, a wholly owned subsidiary. The following information sets forth condensed consolidating balance sheets as of September 30, 2016 and December 31, 2015 , condensed consolidating statements of income (loss) for the three and nine months ended September 30, 2016 and 2015 and condensed consolidating statements of cash flows for the nine months ended September 30, 2016 and 2015 for Third Point Reinsurance Ltd., TPRUSA and the non-guarantor subsidiaries of Third Point Reinsurance Ltd. Investments in subsidiaries are accounted for on the equity method; accordingly, entries necessary to consolidate the parent guarantor, TPRUSA and all other subsidiaries are reflected in the eliminations column. CONDENSED CONSOLIDATING BALANCE SHEET As of September 30, 2016 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Assets Equity securities $ — $ — $ 1,622,938 $ — $ 1,622,938 Debt securities — — 1,079,132 — 1,079,132 Other investments — — 49,664 — 49,664 Total investments in securities — — 2,751,734 — 2,751,734 Cash and cash equivalents 1,565 — 19,417 — 20,982 Restricted cash and cash equivalents — — 365,451 — 365,451 Investment in subsidiaries 1,456,397 272,817 165,234 (1,894,448 ) — Due from brokers — — 284,170 — 284,170 Derivative assets, at fair value — — 22,565 — 22,565 Interest and dividends receivable — — 11,756 — 11,756 Reinsurance balances receivable — — 448,450 — 448,450 Deferred acquisition costs, net — — 255,379 — 255,379 Amounts due from (to) affiliates (1 ) (8,297 ) 8,298 — — Other assets 751 4,784 11,566 — 17,101 Total assets $ 1,458,712 $ 269,304 $ 4,344,020 $ (1,894,448 ) $ 4,177,588 Liabilities and shareholders’ equity Liabilities Accounts payable and accrued expenses $ 1,575 $ 60 $ 11,873 $ — $ 13,508 Reinsurance balances payable — — 47,713 — 47,713 Deposit liabilities — — 105,207 — 105,207 Unearned premium reserves — — 668,980 — 668,980 Loss and loss adjustment expense reserves — — 565,682 — 565,682 Securities sold, not yet purchased, at fair value — — 198,393 — 198,393 Securities sold under an agreement to repurchase — — 55,880 — 55,880 Due to brokers — — 894,856 — 894,856 Derivative liabilities, at fair value — — 11,472 — 11,472 Performance fee payable to related party — — 24,846 — 24,846 Interest and dividends payable — 1,034 738 — 1,772 Senior notes payable, net of deferred costs — 113,510 — — 113,510 Total liabilities 1,575 114,604 2,585,640 — 2,701,819 Shareholders’ equity Common shares 10,638 — 1,250 (1,250 ) 10,638 Treasury shares (7,389 ) — — — (7,389 ) Additional paid-in capital 1,090,973 165,337 1,526,547 (1,691,882 ) 1,090,975 Retained earnings (deficit) 362,915 (10,637 ) 211,953 (201,316 ) 362,915 Shareholders’ equity attributable to shareholders 1,457,137 154,700 1,739,750 (1,894,448 ) 1,457,139 Non-controlling interests — — 18,630 — 18,630 Total shareholders’ equity 1,457,137 154,700 1,758,380 (1,894,448 ) 1,475,769 Total liabilities and shareholders’ equity $ 1,458,712 $ 269,304 $ 4,344,020 $ (1,894,448 ) $ 4,177,588 CONDENSED CONSOLIDATING BALANCE SHEET As of December 31, 2015 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Assets Equity securities $ — $ — $ 1,231,077 $ — $ 1,231,077 Debt securities — — 1,034,247 — 1,034,247 Other investments — — 51,920 — 51,920 Total investments in securities — — 2,317,244 — 2,317,244 Cash and cash equivalents 308 5 20,094 — 20,407 Restricted cash and cash equivalents — — 330,915 — 330,915 Investment in subsidiaries 1,382,336 261,083 159,593 (1,803,012 ) — Due from brokers — — 326,971 — 326,971 Derivative assets, at fair value — — 35,337 — 35,337 Interest and dividends receivable — — 10,687 — 10,687 Reinsurance balances receivable — — 294,313 — 294,313 Deferred acquisition costs, net — — 197,093 — 197,093 Amounts due from (to) affiliates (346 ) (230 ) 576 — — Other assets 564 2,613 8,964 — 12,141 Total assets $ 1,382,862 $ 263,471 $ 3,701,787 $ (1,803,012 ) $ 3,545,108 Liabilities and shareholders’ equity Liabilities Accounts payable and accrued expenses $ 3,136 $ 40 $ 8,790 $ — $ 11,966 Reinsurance balances payable — — 24,119 — 24,119 Deposit liabilities — — 83,955 — 83,955 Unearned premium reserves — — 531,710 — 531,710 Loss and loss adjustment expense reserves — — 466,047 — 466,047 Securities sold, not yet purchased, at fair value — — 314,353 — 314,353 Securities sold under an agreement to repurchase — — 8,944 — 8,944 Due to brokers — — 574,962 — 574,962 Derivative liabilities, at fair value — — 15,392 — 15,392 Interest and dividends payable — 3,055 1,345 — 4,400 Senior notes payable, net of deferred costs — 113,377 — — 113,377 Total liabilities 3,136 116,472 2,029,617 — 2,149,225 Shareholders’ equity Common shares 10,548 — 1,250 (1,250 ) 10,548 Additional paid-in capital 1,080,591 159,618 1,509,594 (1,669,212 ) 1,080,591 Retained earnings (deficit) 288,587 (12,619 ) 145,169 (132,550 ) 288,587 Shareholders’ equity attributable to shareholders 1,379,726 146,999 1,656,013 (1,803,012 ) 1,379,726 Non-controlling interests — — 16,157 — 16,157 Total shareholders’ equity 1,379,726 146,999 1,672,170 (1,803,012 ) 1,395,883 Total liabilities and shareholders’ equity $ 1,382,862 $ 263,471 $ 3,701,787 $ (1,803,012 ) $ 3,545,108 CONDENSED CONSOLIDATING STATEMENT OF INCOME Three months ended September 30, 2016 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Revenues Gross premiums written $ — $ — $ 142,573 $ — $ 142,573 Gross premiums ceded — — (927 ) — (927 ) Net premiums written — — 141,646 — 141,646 Change in net unearned premium reserves — — (13,463 ) — (13,463 ) Net premiums earned — — 128,183 — 128,183 Net investment inco me — — 88,356 — 88,356 Equity in earnings (losses) of sub sidiaries 73,268 3,916 (35 ) (77,149 ) — Total revenues 73,268 3,916 216,504 (77,149 ) 216,539 Expenses Loss and loss adjustment expenses incurred, net — — 85,015 — 85,015 Acquisition costs, net — — 45,127 — 45,127 General and administrative expenses 1,187 11 11,156 — 12,354 Other expenses — — 347 — 347 Interest expense — 2,069 — — 2,069 Foreign exchange gains — — (3,905 ) — (3,905 ) Total expenses 1,187 2,080 137,740 — 141,007 Income before income tax expense 72,081 1,836 78,764 (77,149 ) 75,532 Income tax (expens e) benefit — 728 (3,212 ) — (2,484 ) Income including non-controlling interests 72,081 2,564 75,552 (77,149 ) 73,048 Income attributable to non-controlling interests — — (967 ) — (967 ) Net income $ 72,081 $ 2,564 $ 74,585 $ (77,149 ) $ 72,081 CONDENSED CONSOLIDATING STATEMENT OF INCOME Nine months ended September 30, 2016 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Revenues Gross premiums written $ — $ — $ 536,595 $ — $ 536,595 Gross premiums ceded — — (2,352 ) — (2,352 ) Net premiums written — — 534,243 — 534,243 Change in net unearned premium reserves — — (136,136 ) — (136,136 ) Net premiums earned — — 398,107 — 398,107 Net investment income — — 134,592 — 134,592 Equity in earnings (losses) of s ubsidiaries 77,829 6,015 (78 ) (83,766 ) — Total revenues 77,829 6,015 532,621 (83,766 ) 532,699 Expenses Loss and loss adjustment expenses incurred, net — — 273,822 — 273,822 Acquisition costs, net — — 145,296 — 145,296 General and administrative expenses 3,501 41 30,343 — 33,885 Other expenses — — 6,226 — 6,226 Interest expense — 6,163 — — 6,163 Foreign exchange gains — — (14,359 ) — (14,359 ) Total expenses 3,501 6,204 441,328 — 451,033 Income (loss) before income tax (expense) benefit 74,328 (189 ) 91,293 (83,766 ) 81,666 Income tax (expense) benefit — 2,171 (8,036 ) — (5,865 ) Income including non-controlling interests 74,328 1,982 83,257 (83,766 ) 75,801 Income attributable to non-controlling interests — — (1,473 ) — (1,473 ) Net income $ 74,328 $ 1,982 $ 81,784 $ (83,766 ) $ 74,328 CONDENSED CONSOLIDATING STATEMENT OF LOSS Three months ended September 30, 2015 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Revenues Gross premiums written $ — $ — $ 205,583 $ — $ 205,583 Gross premiums ceded — — (375 ) — (375 ) Net premiums written — — 205,208 — 205,208 Change in net unearned premium reserves — — 3,597 — 3,597 Net premiums earned — — 208,805 — 208,805 Net investment loss — — (193,156 ) — (193,156 ) Equity in earnings of subsidiaries (194,608 ) (17,987 ) — 212,595 — Total revenues (194,608 ) (17,987 ) 15,649 212,595 15,649 Expenses Loss and loss adjustment expenses incurred, net — — 158,537 — 158,537 Acquisition costs, net — — 50,509 — 50,509 General and administrative expenses 1,107 3 8,712 — 9,822 Other expenses — — 670 — 670 Interest expense — 2,074 — — 2,074 Foreign exchange gains — — (746 ) — (746 ) Total expenses 1,107 2,077 217,682 — 220,866 Loss before income tax benefit (195,715 ) (20,064 ) (202,033 ) 212,595 (205,217 ) Income tax benefit — 2,572 5,209 — 7,781 Loss including non-controlling interests (195,715 ) (17,492 ) (196,824 ) 212,595 (197,436 ) Loss attributable to non-controlling interests — — 1,721 — 1,721 Net loss $ (195,715 ) $ (17,492 ) $ (195,103 ) $ 212,595 $ (195,715 ) CONDENSED CONSOLIDATING STATEMENT OF LOSS Nine months ended September 30, 2015 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Revenues Gross premiums written $ — $ — $ 603,259 $ — $ 603,259 Gross premiums ceded — — (1,852 ) — (1,852 ) Net premiums written — — 601,407 — 601,407 Change in net unearned premium reserves — — (132,949 ) — (132,949 ) Net premiums earned — — 468,458 — 468,458 Net investment loss — — (89,627 ) — (89,627 ) Equity in earnings of subsidiaries (122,501 ) (12,770 ) — 135,271 — Total revenues (122,501 ) (12,770 ) 378,831 135,271 378,831 Expenses Loss and loss adjustment expenses incurred, net — — 316,336 — 316,336 Acquisition costs, net — — 152,664 — 152,664 General and administrative expenses 7,082 223 28,492 — 35,797 Other expenses — — 5,686 — 5,686 Interest expense — 5,162 — — 5,162 Foreign exchange gains — — (800 ) — (800 ) Total expenses 7,082 5,385 502,378 — 514,845 Loss before income tax benefit (129,583 ) (18,155 ) (123,547 ) 135,271 (136,014 ) Income tax benefit — 1,884 3,884 — 5,768 Loss including non-controlling interests (129,583 ) (16,271 ) (119,663 ) 135,271 (130,246 ) Loss attributable to non-controlling interests — — 663 — 663 Net loss $ (129,583 ) $ (16,271 ) $ (119,000 ) $ 135,271 $ (129,583 ) CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Nine months ended September 30, 2016 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Operating activities Income including non-controlling interes ts $ 74,328 $ 1,982 $ 83,257 $ (83,766 ) $ 75,801 Adjustments to reconcile income (loss) including non-controlling interests to net cash provided by (used in) operating activities : Equity in (earnings) losses of subsidiaries (77,829 ) (6,015 ) 78 83,766 — Share compensation expense 362 6,234 — 6,596 Net interest expense on deposit liabilities (507 ) — (507 ) Net unrealized gain on investments and derivatives — — (90,675 ) — (90,675 ) Net realized gain on investments and derivatives — — (62,316 ) — (62,316 ) Net foreign exchange gains — — (14,359 ) — (14,359 ) Amortization of premium and accretion of discount, net — 133 4,821 — 4,954 Changes in assets and liabilities: Reinsurance balances receivable — — (145,593 ) — (145,593 ) Deferred acquisition costs, net — — (58,286 ) — (58,286 ) Other assets (187 ) (2,171 ) (2,602 ) — (4,960 ) Interest and dividends receivable, net — (2,021 ) (1,676 ) — (3,697 ) Unearned premium reserves — — 137,270 — 137,270 Loss and loss adjustment expense reserves — — 111,014 — 111,014 Accounts payable and accrued expenses (1,561 ) 20 3,059 — 1,518 Reinsurance balances payable — — 24,013 — 24,013 Performance fees payable to related party — — 24,846 — 24,846 Amounts due from (to) affiliates (345 ) 8,067 (7,722 ) — — Net cash provided by (used in) operating activities (5,232 ) (5 ) 10,856 — 5,619 Investing activities Purchases of investments — — (2,803,862 ) — (2,803,862 ) Proceeds from sales of investments — — 2,533,656 — 2,533,656 Purchases of investments to cover short sales — — (978,039 ) — (978,039 ) Proceeds from short sales of investments — — 854,689 — 854,689 Change in due to/from brokers, net — — 362,695 — 362,695 Increase in securities sold under an agreement to repurchase — — 46,936 — 46,936 Change in restricted cash and cash equivalents — — (34,536 ) — (34,536 ) Contributed capital to subsidiaries (5,000 ) 5,000 — — — Contributed capital from parent and/or subsidiaries — (5,000 ) 5,000 — — Net cash provided by (used in) investing activities (5,000 ) — (13,461 ) — (18,461 ) Financing activities Proceeds from issuance of common shares, net of costs 3,878 — — — 3,878 Purchases of common shares under share repurchase program (7,389 ) — — — (7,389 ) Increase in deposit liabilities, net — — 15,928 — 15,928 Non-controlling interest in investment affiliate, net — — 1,000 — 1,000 Dividend received by (paid to) parent 15,000 — (15,000 ) — — Net cash provided by (used in) financing activities 11,489 — 1,928 — 13,417 Net increase (decrease) in cash and cash equivalents 1,257 (5 ) (677 ) — 575 Cash and cash equivalents at beginning of period 308 5 20,094 — 20,407 Cash and cash equivalents at end of period $ 1,565 $ — $ 19,417 $ — $ 20,982 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS Nine months ended September 30, 2015 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Operating activities Loss including non-controlling interests $ (129,583 ) $ (16,271 ) $ (119,663 ) $ 135,271 $ (130,246 ) Adjustments to reconcile loss including non-controlling interests to net cash provided by (used in) operating activities Equity in earnings of subsidiaries 122,501 12,770 — (135,271 ) — Share compensation expense 362 — 8,243 — 8,605 Net interest expense on deposit liabilities — — 3,170 — 3,170 Net unrealized loss on investments and derivatives — — 165,202 — 165,202 Net realized gain on investments and derivatives — — (91,712 ) — (91,712 ) Foreign exchange gains included in net loss — — (800 ) — (800 ) Amortization of premium and accretion of discount, net — 112 366 — 478 Changes in assets and liabilities: Reinsurance balances receivable — — 2,585 — 2,585 Deferred acquisition costs, net — — (36,550 ) — (36,550 ) Other assets (192 ) (1,218 ) (9,487 ) — (10,897 ) Interest and dividends receivable, net — 1,026 (7,478 ) — (6,452 ) Unearned premium reserves — — 133,756 — 133,756 Loss and loss adjustment expense reserves — — 144,253 — 144,253 Accounts payable and accrued expenses 3,575 (463 ) (899 ) — 2,213 Reinsurance balances payable — — 7,916 — 7,916 Amounts due from (to) affiliates 1,380 (173 ) (1,207 ) — — Net cash provided by (used in) operating activities (1,957 ) (4,217 ) 197,695 — 191,521 Investing activities Purchases of investments — — (2,621,367 ) — (2,621,367 ) Proceeds from sales of investments — — 2,274,201 — 2,274,201 Purchases of investments to cover short sales — — (371,635 ) — (371,635 ) Proceeds from short sales of investments — — 488,601 — 488,601 Change in due to/from brokers, net — — 137,054 — 137,054 Decrease in securities purchased under an agreement to sell — — 29,852 — 29,852 Change in restricted cash and cash equivalents — — (187,121 ) — (187,121 ) Contributed capital (to) from subsidiaries (158,000 ) (266,975 ) (25 ) 425,000 — Contributed capital from parent — 158,000 267,000 (425,000 ) — Net cash provided by (used in) investing activities (158,000 ) (108,975 ) 16,560 — (250,415 ) Financing activities Proceeds from issuance of common shares, net of costs 4,334 — — — 4,334 Proceeds from issuance of senior notes payable — 113,220 — — 113,220 Increase in deposit liabilities, net — — 6,975 — 6,975 Non-controlling interest in investment affiliate, net — — (24,137 ) — (24,137 ) Non-controlling interest in Catastrophe Fund — — (59,705 ) — (59,705 ) Non-controlling interest in Catastrophe Manager — — 292 — 292 Dividend received by (paid to) parent 158,000 — (158,000 ) — — Net cash provided by (used in) financing activities 162,334 113,220 (234,575 ) — 40,979 Net increase in cash and cash equivalents 2,377 28 (20,320 ) — (17,915 ) Cash and cash equivalents at beginning of period 140 — 28,594 — 28,734 Cash and cash equivalents at end of period $ 2,517 $ 28 $ 8,274 $ — $ 10,819 |