Supplemental guarantor information | Third Point Reinsurance Ltd. fully and unconditionally guarantees the $115.0 million of debt obligations issued by TPRUSA, a wholly owned subsidiary. The following information sets forth the consolidating balance sheets as of December 31, 2016 and 2015 and the consolidating statements of income (loss) and cash flows for the years ended December 31, 2016 , 2015 and 2014 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. CONSOLIDATING BALANCE SHEET As of December 31, 2016 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Assets Equity securities $ — $ — $ 1,506,854 $ — $ 1,506,854 Debt securities — — 1,057,957 — 1,057,957 Other investments — — 82,701 — 82,701 Total investments in securities — — 2,647,512 — 2,647,512 Cash and cash equivalents 1,629 79 8,243 — 9,951 Restricted cash and cash equivalents — — 298,940 — 298,940 Investment in subsidiaries 1,413,078 269,622 165,324 (1,848,024 ) — Due from brokers — — 284,591 — 284,591 Derivative assets, at fair value — — 27,432 — 27,432 Interest and dividends receivable — — 6,505 — 6,505 Reinsurance balances receivable — — 381,951 — 381,951 Deferred acquisition costs, net — — 221,618 — 221,618 Amounts due from (to) affiliates (142 ) (8,394 ) 8,536 — — Other assets 637 5,507 11,000 — 17,144 Total assets $ 1,415,202 $ 266,814 $ 4,061,652 $ (1,848,024 ) $ 3,895,644 Liabilities and shareholders’ equity Liabilities Accounts payable and accrued expenses $ 1,151 $ 40 $ 9,130 $ — $ 10,321 Reinsurance balances payable — — 43,171 — 43,171 Deposit liabilities — — 104,905 — 104,905 Unearned premium reserves — — 557,076 — 557,076 Loss and loss adjustment expense reserves — — 605,129 — 605,129 Securities sold, not yet purchased, at fair value — — 92,668 — 92,668 Due to brokers — — 899,601 — 899,601 Derivative liabilities, at fair value — — 16,050 — 16,050 Interest and dividends payable — 3,057 386 — 3,443 Senior notes payable, net of deferred costs — 113,555 — — 113,555 Total liabilities 1,151 116,652 2,328,116 — 2,445,919 Shareholders' equity Common shares 10,650 — 1,250 (1,250 ) 10,650 Treasury shares (7,389 ) — — — (7,389 ) Additional paid-in capital 1,094,568 165,456 1,528,827 (1,694,283 ) 1,094,568 Retained earnings (deficit) 316,222 (15,294 ) 167,785 (152,491 ) 316,222 Shareholders’ equity attributable to shareholders 1,414,051 150,162 1,697,862 (1,848,024 ) 1,414,051 Non-controlling interests — — 35,674 — 35,674 Total shareholders’ equity 1,414,051 150,162 1,733,536 (1,848,024 ) 1,449,725 Total liabilities and shareholders’ equity $ 1,415,202 $ 266,814 $ 4,061,652 $ (1,848,024 ) $ 3,895,644 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 CONSOLIDATING STATEMENT OF INCOME (LOSS) Year Ended December 31, 2016 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Revenues Gross premiums written $ — $ — $ 617,374 $ — $ 617,374 Gross premiums ceded — — (2,325 ) — (2,325 ) Net premiums written — — 615,049 — 615,049 Change in net unearned premium reserves — — (24,859 ) — (24,859 ) Net premiums earned — — 590,190 — 590,190 Net investment income — — 98,825 — 98,825 Equity in earnings (losses) of s ubsidiaries 32,347 2,701 (107 ) (34,941 ) — Total revenues 32,347 2,701 688,908 (34,941 ) 689,015 Expenses Loss and loss adjustment expenses incurred, net — — 395,932 — 395,932 Acquisition costs, net — — 222,150 — 222,150 General and administrative expenses 4,712 40 34,615 — 39,367 Other expenses — — 8,387 — 8,387 Interest expense — 8,231 — — 8,231 Foreign exchange gains — — (19,521 ) — (19,521 ) Total expenses 4,712 8,271 641,563 — 654,546 Income (loss) before income tax (expense) benefit 27,635 (5,570 ) 47,345 (34,941 ) 34,469 Income tax (expense) benefit — 2,895 (8,488 ) — (5,593 ) Income (loss) including non-controlling interests 27,635 (2,675 ) 38,857 (34,941 ) 28,876 Income attributable to non-controlling interests — — (1,241 ) — (1,241 ) Net income (loss) $ 27,635 $ (2,675 ) $ 37,616 $ (34,941 ) $ 27,635 CONSOLIDATING STATEMENT OF LOSS Year Ended December 31, 2015 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Revenues Gross premiums written $ — $ — $ 702,414 $ — $ 702,414 Gross premiums ceded — — (1,876 ) — (1,876 ) Net premiums written — — 700,538 — 700,538 Change in net unearned premium reserves — — (97,714 ) — (97,714 ) Net premiums earned — — 602,824 — 602,824 Net investment loss — — (28,074 ) — (28,074 ) Equity in earnings of subsidiaries (79,053 ) (7,510 ) (25 ) 86,588 — Total revenues (79,053 ) (7,510 ) 574,725 86,588 574,750 Expenses Loss and loss adjustment expenses incurred, net — — 415,191 — 415,191 Acquisition costs, net — — 191,216 — 191,216 General and administrative expenses 8,337 231 37,465 — 46,033 Other expenses — — 8,614 — 8,614 Interest expense — 7,236 — — 7,236 Foreign exchange gains — — (3,196 ) — (3,196 ) Total expenses 8,337 7,467 649,290 — 665,094 Loss before income tax benefit (87,390 ) (14,977 ) (74,565 ) 86,588 (90,344 ) Income tax benefit — 2,613 292 — 2,905 Loss including non-controlling interests (87,390 ) (12,364 ) (74,273 ) 86,588 (87,439 ) Loss attributable to non-controlling interests — — 49 — 49 Net loss $ (87,390 ) $ (12,364 ) $ (74,224 ) $ 86,588 $ (87,390 ) CONSOLIDATING STATEMENT OF INCOME (LOSS) Year Ended December 31, 2014 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Revenues Gross premiums written $ — $ — $ 613,300 $ — $ 613,300 Gross premiums ceded — — (150 ) — (150 ) Net premiums written — — 613,150 — 613,150 Change in net unearned premium reserves — — (168,618 ) — (168,618 ) Net premiums earned — — 444,532 — 444,532 Net investment income — — 85,582 — 85,582 Equity in earnings of subsidiaries 56,238 — — (56,238 ) — Total revenues 56,238 — 530,114 (56,238 ) 530,114 Expenses Loss and loss adjustment expenses incurred, net — — 283,147 — 283,147 Acquisition costs, net — — 137,206 — 137,206 General and administrative expenses 5,843 255 33,910 — 40,008 Other expenses — — 7,395 — 7,395 Total expenses 5,843 255 461,658 — 467,756 Income (loss) before income tax expense 50,395 (255 ) 68,456 (56,238 ) 62,358 Income tax expense — — (5,648 ) — (5,648 ) Income (loss) including non-controlling interests 50,395 (255 ) 62,808 (56,238 ) 56,710 Income attributable to non-controlling interests — — (6,315 ) — (6,315 ) Net income (loss) $ 50,395 $ (255 ) $ 56,493 $ (56,238 ) $ 50,395 CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 2016 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Operating activities Income (loss) including non-controlling interests $ 27,635 $ (2,675 ) $ 38,857 $ (34,941 ) $ 28,876 Adjustments to reconcile income (loss) including non-controlling interests to net cash provided by (used in) operating activities : Equity in (earnings) losses of subsidiaries (32,347 ) (2,701 ) 107 34,941 — Share compensation expense 543 8,395 — 8,938 Net interest income on deposit liabilities (164 ) — (164 ) Net unrealized gain on investments and derivatives — — (72,083 ) — (72,083 ) Net realized gain on investments and derivatives — — (33,179 ) — (33,179 ) Net foreign exchange gains — — (19,521 ) — (19,521 ) Amortization of premium and accretion of discount, net — 178 4,940 — 5,118 Changes in assets and liabilities: Reinsurance balances receivable — — (86,612 ) — (86,612 ) Deferred acquisition costs, net — — (24,525 ) — (24,525 ) Other assets (73 ) (2,894 ) (2,036 ) — (5,003 ) Interest and dividends receivable, net — 2 3,223 — 3,225 Unearned premium reserves — — 25,366 — 25,366 Loss and loss adjustment expense reserves — — 156,644 — 156,644 Accounts payable and accrued expenses (1,985 ) — (110 ) — (2,095 ) Reinsurance balances payable — — 19,786 — 19,786 Amounts due from (to) affiliates (204 ) 8,164 (7,960 ) — — Net cash provided by (used in) operating activities (6,431 ) 74 11,128 — 4,771 Investing activities Purchases of investments — — (3,729,944 ) — (3,729,944 ) Proceeds from sales of investments — — 3,504,598 — 3,504,598 Purchases of investments to cover short sales — — (1,264,404 ) — (1,264,404 ) Proceeds from short sales of investments — — 1,046,422 — 1,046,422 Change in due to/from brokers, net — — 367,019 — 367,019 Increase in securities sold under an agreement to repurchase — — (8,944 ) — (8,944 ) Change in restricted cash and cash equivalents — — 31,975 — 31,975 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 ) — (48,278 ) — (53,278 ) Financing activities Proceeds from issuance of common shares, net of costs 5,141 — — — 5,141 Purchases of common shares under share repurchase program (7,389 ) — — — (7,389 ) Increase in deposit liabilities, net — — 22,023 — 22,023 Non-controlling interest in investment affiliate, net — — 18,276 — 18,276 Dividend received by (paid to) parent 15,000 — (15,000 ) — — Net cash provided by financing activities 12,752 — 25,299 — 38,051 Net increase (decrease) in cash and cash equivalents 1,321 74 (11,851 ) — (10,456 ) Cash and cash equivalents at beginning of year 308 5 20,094 — 20,407 Cash and cash equivalents at end of year $ 1,629 $ 79 $ 8,243 $ — $ 9,951 CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 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 $ (87,390 ) $ (12,364 ) $ (74,273 ) $ 86,588 $ (87,439 ) Adjustments to reconcile loss including non-controlling interests to net cash provided by (used in) operating activities Equity in earnings of subsidiaries 79,053 7,510 25 (86,588 ) — Share compensation expense 542 — 10,329 — 10,871 Net interest expense on deposit liabilities — — 6,471 — 6,471 Net unrealized loss on investments and derivatives — — 32,354 — 32,354 Net realized gain on investments and derivatives — — (16,655 ) — (16,655 ) Foreign exchange gains included in net loss — — (3,196 ) — (3,196 ) Amortization of premium and accretion of discount, net — 157 167 — 324 Changes in assets and liabilities: Reinsurance balances receivable — — 8,768 — 8,768 Deferred acquisition costs, net — — (41,192 ) — (41,192 ) Other assets 36 (1,947 ) (5,904 ) — (7,815 ) Interest and dividends receivable, net — 3,055 (7,437 ) — (4,382 ) Unearned premium reserves — — 97,901 — 97,901 Loss and loss adjustment expense reserves — — 192,433 — 192,433 Accounts payable and accrued expenses 1,910 (478 ) 449 — 1,881 Reinsurance balances payable — — (2,548 ) — (2,548 ) Amounts due from (to) affiliates 1,685 (173 ) (1,512 ) — — Net cash provided by (used in) operating activities (4,164 ) (4,240 ) 196,180 — 187,776 Investing activities Purchases of investments — — (3,360,626 ) — (3,360,626 ) Proceeds from sales of investments — — 2,829,523 — 2,829,523 Purchases of investments to cover short sales — — (543,936 ) — (543,936 ) Proceeds from short sales of investments — — 792,344 — 792,344 Change in due to/from brokers, net — — (6,377 ) — (6,377 ) Decrease in securities purchased under an agreement to sell — — 29,852 — 29,852 Increase in securities sold under an agreement to repurchase — — 8,944 — 8,944 Change in restricted cash and cash equivalents — — 86,392 — 86,392 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 ) 103,091 — (163,884 ) Financing activities Proceeds from issuance of common shares, net of costs 4,332 — — — 4,332 Proceeds from issuance of senior notes payable — 113,220 — — 113,220 Increase in deposit liabilities — — (65,842 ) — (65,842 ) Non-controlling interest in investment affiliate, net — — (24,137 ) — (24,137 ) Non-controlling interest in Catastrophe Fund — — (60,032 ) — (60,032 ) Non-controlling interest in Catastrophe Manager — — 240 — 240 Dividend received by (paid to) parent 158,000 — (158,000 ) — — Net cash provided by (used in) financing activities 162,332 113,220 (307,771 ) — (32,219 ) Net increase in cash and cash equivalents 168 5 (8,500 ) — (8,327 ) Cash and cash equivalents at beginning of year 140 — 28,594 — 28,734 Cash and cash equivalents at end of year $ 308 $ 5 $ 20,094 $ — $ 20,407 CONSOLIDATING STATEMENT OF CASH FLOWS Year Ended December 31, 2014 (expressed in thousands of U.S. dollars) Third Point Reinsurance Ltd. TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Operating activities Income including non-controlling interests $ 50,395 $ (255 ) $ 62,808 $ (56,238 ) $ 56,710 Adjustments to reconcile income including non-controlling interests to net cash provided by (used in) operating activities Equity in earnings of subsidiaries (56,238 ) — — 56,238 — Share compensation expense 1,080 — 8,178 — 9,258 Interest expense on deposit liabilities — — 4,346 — 4,346 Net unrealized loss on investments and derivatives — — 85,057 — 85,057 Net realized gain on investments and derivatives — — (193,957 ) — (193,957 ) Amortization of premium and accretion of discount, net — — (1,044 ) — (1,044 ) Changes in assets and liabilities: Reinsurance balances receivable — — (111,886 ) — (111,886 ) Deferred acquisition costs, net — — (64,708 ) — (64,708 ) Other assets 120 (666 ) 8,895 — 8,349 Interest and dividends receivable, net — — (38 ) — (38 ) Unearned premium reserves — — 168,622 — 168,622 Loss and loss adjustment expense reserves — — 143,031 — 143,031 Accounts payable and accrued expenses 984 518 (873 ) — 629 Reinsurance balances payable — — 18,061 — 18,061 Amounts due from (to) affiliates (5,094 ) 403 4,691 — — Net cash (used in) provided by operating activities (8,753 ) — 131,183 — 122,430 Investing activities Purchases of investments — — (3,114,906 ) — (3,114,906 ) Proceeds from sales of investments — — 2,857,404 — 2,857,404 Purchases of investments to cover short sales — — (232,568 ) — (232,568 ) Proceeds from short sales of investments — — 278,569 — 278,569 Change in due to/from brokers, net — — 307,884 — 307,884 Increase in securities purchased under agreement to sell — — 8,294 — 8,294 Change in restricted cash and cash equivalents — — (223,730 ) — (223,730 ) Net cash used in investing activities — — (119,053 ) — (119,053 ) Financing activities Proceeds from issuance of common shares, net of costs 599 — — — 599 Increase in deposit liabilities — — 18,048 — 18,048 Non-controlling interest in investment affiliate, net — — (31,066 ) — (31,066 ) Non-controlling interest in Catastrophe Fund — — 6,151 — 6,151 Dividend received by (paid to) parent 8,000 — (8,000 ) — — Net cash provided by (used in) financing activities 8,599 — (14,867 ) — (6,268 ) Net decrease in cash and cash equivalents (154 ) — (2,737 ) — (2,891 ) Cash and cash equivalents at beginning of year 294 — 31,331 — 31,625 Cash and cash equivalents at end of year $ 140 $ — $ 28,594 $ — $ 28,734 |