Supplemental Guarantor Information | Third Point Re 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 June 30, 2018 and December 31, 2017 , condensed consolidating statements of income for the three and six months ended June 30, 2018 and 2017 and condensed consolidating statements of cash flows for the six months ended June 30, 2018 and 2017 for Third Point Re, TPRUSA and the non-guarantor subsidiaries of Third Point Re. 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 June 30, 2018 Third Point Re TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Assets Equity securities $ — $ — $ 2,427,768 $ — $ 2,427,768 Debt securities — — 617,913 — 617,913 Other investments — — 52,444 — 52,444 Total investments in securities — — 3,098,125 — 3,098,125 Cash and cash equivalents 1 190 17,260 — 17,451 Restricted cash and cash equivalents — — 569,968 — 569,968 Investment in subsidiaries 1,630,308 271,249 165,315 (2,066,872 ) — Due from brokers — — 258,764 — 258,764 Derivative assets, at fair value — — 34,738 — 34,738 Interest and dividends receivable — — 4,385 — 4,385 Reinsurance balances receivable — — 631,952 — 631,952 Deferred acquisition costs, net — — 264,408 — 264,408 Unearned premiums ceded — — 17,606 — 17,606 Loss and loss adjustment expenses recoverable — — 1,414 — 1,414 Amounts due from (to) affiliates (37,588 ) 77 37,511 — — Other assets 254 — 10,554 — 10,808 Total assets $ 1,592,975 $ 271,516 $ 5,112,000 $ (2,066,872 ) $ 4,909,619 Liabilities Accounts payable and accrued expenses (1) $ 1,221 $ (9,663 ) $ 20,486 $ — $ 12,044 Reinsurance balances payable — — 74,013 — 74,013 Deposit liabilities — — 129,700 — 129,700 Unearned premium reserves — — 792,096 — 792,096 Loss and loss adjustment expense reserves — — 791,313 — 791,313 Securities sold, not yet purchased, at fair value — — 443,216 — 443,216 Due to brokers — — 926,588 — 926,588 Derivative liabilities, at fair value — — 12,380 — 12,380 Performance fee payable to related party — — 4,641 — 4,641 Interest and dividends payable — 3,022 2,696 — 5,718 Senior notes payable, net of deferred costs — 113,821 — — 113,821 Total liabilities 1,221 107,180 3,197,129 — 3,305,530 Redeemable noncontrolling interests in related party — — 7,179 — 7,179 Shareholders’ equity Common shares 9,963 — 1,239 (1,239 ) 9,963 Additional paid-in capital 994,170 165,535 1,534,496 (1,700,031 ) 994,170 Retained earnings (deficit) 587,621 (1,199 ) 366,801 (365,602 ) 587,621 Shareholders’ equity attributable to Third Point Re common shareholders 1,591,754 164,336 1,902,536 (2,066,872 ) 1,591,754 Noncontrolling interests in related party — — 5,156 — 5,156 Total shareholders’ equity 1,591,754 164,336 1,907,692 (2,066,872 ) 1,596,910 Total liabilities, noncontrolling interests and shareholders’ equity $ 1,592,975 $ 271,516 $ 5,112,000 $ (2,066,872 ) $ 4,909,619 (1) Negative balance of $9.7 million represents net deferred tax assets that are offset by net deferred tax liabilities in Third Point Re USA of $10.0 million , resulting in a net liability position as of June 30, 2018 . CONDENSED CONSOLIDATING BALANCE SHEET As of December 31, 2017 Third TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Assets Equity securities $ — $ — $ 2,283,050 $ — $ 2,283,050 Debt securities — — 675,158 — 675,158 Other investments — — 37,731 — 37,731 Total investments in securities — — 2,995,939 — 2,995,939 Cash and cash equivalents 9 199 7,989 — 8,197 Restricted cash and cash equivalents — — 541,136 — 541,136 Investment in subsidiaries 1,657,467 274,272 164,909 (2,096,648 ) — Due from brokers — — 305,093 — 305,093 Derivative assets, at fair value — — 73,372 — 73,372 Interest and dividends receivable — — 3,774 — 3,774 Reinsurance balances receivable — — 476,008 — 476,008 Deferred acquisition costs, net — — 258,793 — 258,793 Unearned premiums ceded — — 1,049 — 1,049 Loss and loss adjustment expenses recoverable — — 1,113 — 1,113 Amounts due from (to) affiliates (1,288 ) 412 876 — — Other assets 664 — 6,656 — 7,320 Total assets $ 1,656,852 $ 274,883 $ 4,836,707 $ (2,096,648 ) $ 4,671,794 Liabilities Accounts payable and accrued expenses (1) $ 763 $ (8,805 ) $ 42,674 $ — $ 34,632 Reinsurance balances payable — — 41,614 — 41,614 Deposit liabilities — — 129,133 — 129,133 Unearned premium reserves — — 649,518 — 649,518 Loss and loss adjustment expense reserves — — 720,570 — 720,570 Securities sold, not yet purchased, at fair value — — 394,278 — 394,278 Securities sold under an agreement to repurchase — — 29,618 — 29,618 Due to brokers — — 770,205 — 770,205 Derivative liabilities, at fair value — — 14,503 — 14,503 Interest and dividends payable — 3,055 1,220 — 4,275 Senior notes payable, net of deferred costs — 113,733 — — 113,733 Total liabilities 763 107,983 2,793,333 — 2,902,079 Redeemable noncontrolling interests in related party — — 108,219 — 108,219 Shareholders’ equity Common shares 10,723 — 1,250 (1,250 ) 10,723 Treasury shares (48,253 ) — — — (48,253 ) Additional paid-in capital 1,099,599 165,097 1,531,770 (1,696,867 ) 1,099,599 Retained earnings (deficit) 594,020 1,803 396,728 (398,531 ) 594,020 Shareholders' equity attributable to Third Point Re common shareholders 1,656,089 166,900 1,929,748 (2,096,648 ) 1,656,089 Noncontrolling interests in related party — — 5,407 — 5,407 Total shareholders' equity 1,656,089 166,900 1,935,155 (2,096,648 ) 1,661,496 Total liabilities, noncontrolling interests and shareholders’ equity $ 1,656,852 $ 274,883 $ 4,836,707 $ (2,096,648 ) $ 4,671,794 (1) Negative balance of $8.8 million represents net deferred tax assets that are offset by net deferred tax liabilities in Third Point Re USA of $9.9 million , resulting in a net liability position as of December 31, 2017. CONDENSED CONSOLIDATING STATEMENTS OF INCOME (LOSS) For the three months ended June 30, 2018 Third TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Revenues Gross premiums written $ — $ — $ 49,765 $ — $ 49,765 Gross premiums ceded — — (3,479 ) — (3,479 ) Net premiums written — — 46,286 — 46,286 Change in net unearned premium reserves — — 95,207 — 95,207 Net premiums earned — — 141,493 — 141,493 Net investment income — — 31,175 — 31,175 Equity in earnings (losses) of subsidiaries 21,319 1,847 (13 ) (23,153 ) — Total revenues 21,319 1,847 172,655 (23,153 ) 172,668 Expenses Loss and loss adjustment expenses incurred, net — — 84,000 — 84,000 Acquisition costs, net — — 57,584 — 57,584 General and administrative expenses 1,717 19 7,960 — 9,696 Other expenses — — 3,983 — 3,983 Interest expense — 2,051 — — 2,051 Foreign exchange gains — — (8,847 ) — (8,847 ) Total expenses 1,717 2,070 144,680 — 148,467 Income (loss) before income tax (expense) benefit 19,602 (223 ) 27,975 (23,153 ) 24,201 Income tax (expense) benefit — 435 (4,825 ) — (4,390 ) Net income 19,602 212 23,150 (23,153 ) 19,811 Net income attributable to noncontrolling interests in related party — — (209 ) — (209 ) Net income available to Third Point Re common shareholders $ 19,602 $ 212 $ 22,941 $ (23,153 ) $ 19,602 For the six months ended June 30, 2018 Third TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Revenues Gross premiums written $ — $ — $ 428,125 $ — $ 428,125 Gross premiums ceded — — (18,125 ) — (18,125 ) Net premiums written — — 410,000 — 410,000 Change in net unearned premium reserves — — (126,021 ) — (126,021 ) Net premiums earned — — 283,979 — 283,979 Net investment income — — 28,967 — 28,967 Equity in earnings (losses) of subsidiaries (3,038 ) 239 (30 ) 2,829 — Total revenues (3,038 ) 239 312,916 2,829 312,946 Expenses Loss and loss adjustment expenses incurred, net — — 176,620 — 176,620 Acquisition costs, net — — 108,989 — 108,989 General and administrative expenses 3,361 22 15,794 — 19,177 Other expenses — — 7,978 — 7,978 Interest expense — 4,080 — — 4,080 Foreign exchange gains — — (2,236 ) — (2,236 ) Total expenses 3,361 4,102 307,145 — 314,608 Income (loss) before income tax (expense) benefit (6,399 ) (3,863 ) 5,771 2,829 (1,662 ) Income tax (expense) benefit — 861 (5,379 ) — (4,518 ) Net income (loss) (6,399 ) (3,002 ) 392 2,829 (6,180 ) Net income attributable to noncontrolling interests in related party — — (219 ) — (219 ) Net income (loss) available (attributable) to Third Point Re common shareholders $ (6,399 ) $ (3,002 ) $ 173 $ 2,829 $ (6,399 ) CONDENSED CONSOLIDATING STATEMENTS OF INCOME For the three months ended June 30, 2017 Third TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Revenues Gross premiums written $ — $ — $ 156,564 $ — $ 156,564 Gross premiums ceded — — (1,425 ) — (1,425 ) Net premiums written — — 155,139 — 155,139 Change in net unearned premium reserves — — 18,419 — 18,419 Net premiums earned — — 173,558 — 173,558 Net investment income — — 107,325 — 107,325 Equity in earnings (losses) of subsidiaries 75,843 4,843 (10 ) (80,676 ) — Total revenues 75,843 4,843 280,873 (80,676 ) 280,883 Expenses Loss and loss adjustment expenses incurred, net — — 107,379 — 107,379 Acquisition costs, net — — 68,641 — 68,641 General and administrative expenses 1,265 12 13,737 — 15,014 Other expenses — — 2,105 — 2,105 Interest expense — 2,051 — — 2,051 Foreign exchange losses — — 4,781 — 4,781 Total expenses 1,265 2,063 196,643 — 199,971 Income before income tax (expense) benefit 74,578 2,780 84,230 (80,676 ) 80,912 Income tax (expense) benefit — 722 (6,029 ) — (5,307 ) Net income 74,578 3,502 78,201 (80,676 ) 75,605 Net income attributable to noncontrolling interests in related party — — (1,027 ) — (1,027 ) Net income available to Third Point Re common shareholders $ 74,578 $ 3,502 $ 77,174 $ (80,676 ) $ 74,578 For the six months ended June 30, 2017 Third TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Revenues Gross premiums written $ — $ — $ 302,918 $ — $ 302,918 Gross premiums ceded — — (2,550 ) — (2,550 ) Net premiums written — — 300,368 — 300,368 Change in net unearned premium reserves — — 11,199 — 11,199 Net premiums earned — — 311,567 — 311,567 Net investment income — — 235,835 — 235,835 Equity in earnings (losses) of subsidiaries 181,213 13,832 (5 ) (195,040 ) — Total revenues 181,213 13,832 547,397 (195,040 ) 547,402 Expenses Loss and loss adjustment expenses incurred, net — — 193,274 — 193,274 Acquisition costs, net — — 123,093 — 123,093 General and administrative expenses 2,449 20 23,117 — 25,586 Other expenses — — 5,006 — 5,006 Interest expense — 4,077 — — 4,077 Foreign exchange losses — — 4,796 — 4,796 Total expenses 2,449 4,097 349,286 — 355,832 Income before income tax (expense) benefit 178,764 9,735 198,111 (195,040 ) 191,570 Income tax (expense) benefit — 1,434 (12,039 ) — (10,605 ) Net income 178,764 11,169 186,072 (195,040 ) 180,965 Net income attributable to noncontrolling interests in related party — — (2,201 ) — (2,201 ) Net income available to Third Point Re common shareholders $ 178,764 $ 11,169 $ 183,871 $ (195,040 ) $ 178,764 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the six months ended June 30, 2018 Third TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Operating activities Net income (loss) $ (6,399 ) $ (3,002 ) $ 392 $ 2,829 $ (6,180 ) Adjustments to reconcile net loss to net cash provided by (used in) operating activities: Equity in (earnings) losses of subsidiaries 3,038 (239 ) 30 (2,829 ) — Share compensation expense 279 — 2,279 — 2,558 Net interest expense on deposit liabilities — — 2,449 — 2,449 Net unrealized loss on investments and derivatives — — 95,513 — 95,513 Net realized gain on investments and derivatives — — (130,500 ) — (130,500 ) Net foreign exchange gains — — (2,236 ) — (2,236 ) Amortization of premium and accretion of discount, net — 88 2,825 — 2,913 Changes in assets and liabilities: Reinsurance balances receivable — — (157,498 ) — (157,498 ) Deferred acquisition costs, net — — (5,615 ) — (5,615 ) Unearned premiums ceded — — (16,557 ) — (16,557 ) Loss and loss adjustment expenses recoverable — — (301 ) — (301 ) Other assets 410 — (3,947 ) — (3,537 ) Interest and dividends receivable, net — (33 ) 865 — 832 Unearned premium reserves — — 142,578 — 142,578 Loss and loss adjustment expense reserves — — 74,655 — 74,655 Accounts payable and accrued expenses 458 (858 ) (22,164 ) — (22,564 ) Reinsurance balances payable — — 32,208 — 32,208 Performance fees payable to related party — — 4,641 — 4,641 Amounts due from (to) affiliates 36,300 335 (36,635 ) — — Net cash provided by (used in) operating activities 34,086 (3,709 ) (17,018 ) — 13,359 Investing activities Purchases of investments — — (2,180,138 ) — (2,180,138 ) Proceeds from sales of investments — — 2,156,754 — 2,156,754 Purchases of investments to cover short sales — — (590,113 ) — (590,113 ) Proceeds from short sales of investments — — 628,913 — 628,913 Change in due to/from brokers, net — — 202,712 — 202,712 Decrease in securities sold under an agreement to repurchase — — (29,618 ) — (29,618 ) Net cash provided by investing activities — — 188,510 — 188,510 Financing activities Proceeds from issuance of Third Point Re common shares, net of costs — — — — — Taxes paid on withholding shares (74 ) — — — (74 ) Purchases of Third Point Re common shares under share repurchase program (60,420 ) — — — (60,420 ) Decrease in deposit liabilities, net — — (1,779 ) — (1,779 ) Change in total noncontrolling interests in related party, net — — (101,510 ) — (101,510 ) Dividend received by (paid to) parent 26,400 3,700 (30,100 ) — — Net cash provided by (used in) financing activities (34,094 ) 3,700 (133,389 ) — (163,783 ) Net increase (decrease) in cash, cash equivalents and restricted cash (8 ) (9 ) 38,103 — 38,086 Cash, cash equivalents and restricted cash at beginning of period 9 199 549,125 — 549,333 Cash, cash equivalents and restricted cash at end of period $ 1 $ 190 $ 587,228 $ — $ 587,419 CONDENSED CONSOLIDATING STATEMENT OF CASH FLOWS For the six months ended June 30, 2017 Third TPRUSA Non-Guarantor Subsidiaries Eliminations Consolidated Operating activities Net income $ 178,764 $ 11,169 $ 186,072 $ (195,040 ) $ 180,965 Adjustments to reconcile net income to net cash provided by (used in) operating activities: Equity in (earnings) losses of subsidiaries (181,213 ) (13,832 ) 5 195,040 — Share compensation expense 73 — 3,301 — 3,374 Net interest expense on deposit liabilities — — 312 — 312 Net unrealized gain on investments and derivatives — — (128,168 ) — (128,168 ) Net realized gain on investments and derivatives — — (154,504 ) — (154,504 ) Net foreign exchange losses — — 4,796 — 4,796 Amortization of premium and accretion of discount, net — 88 (210 ) — (122 ) Changes in assets and liabilities: Reinsurance balances receivable — — (85,733 ) — (85,733 ) Deferred acquisition costs, net — — 18,425 — 18,425 Unearned premiums ceded — — (1,938 ) — (1,938 ) Loss and loss adjustment expenses recoverable — — (1,712 ) — (1,712 ) Other assets 302 (1,663 ) 7,519 — 6,158 Interest and dividends receivable, net — (35 ) 2,988 — 2,953 Unearned premium reserves — — (9,261 ) — (9,261 ) Loss and loss adjustment expense reserves — — 63,769 — 63,769 Accounts payable and accrued expenses 67 — 7,482 — 7,549 Reinsurance balances payable — — 22,237 — 22,237 Performance fees payable to related party — — 53,455 — 53,455 Amounts due from (to) affiliates 40,523 (3,831 ) (36,692 ) — — Net cash provided by (used in) operating activities 38,516 (8,104 ) (47,857 ) — (17,445 ) Investing activities Purchases of investments — — (1,712,929 ) — (1,712,929 ) Proceeds from sales of investments — — 1,966,027 — 1,966,027 Purchases of investments to cover short sales — — (306,237 ) — (306,237 ) Proceeds from short sales of investments — — 462,066 — 462,066 Change in due to/from brokers, net — — (261,994 ) — (261,994 ) Net cash provided by investing activities — — 146,933 — 146,933 Financing activities Proceeds from issuance of Third Point Re common shares, net of costs 998 — — — 998 Purchases of Third Point Re common shares under share repurchase program (40,864 ) — — — (40,864 ) Decrease in deposit liabilities, net — — (124 ) — (124 ) Change in total noncontrolling interests in related party, net — — (18,066 ) — (18,066 ) Dividend received by (paid to) parent — 8,300 (8,300 ) — — Net cash provided by (used in) financing activities (39,866 ) 8,300 (26,490 ) — (58,056 ) Net increase (decrease) in cash, cash equivalents and restricted cash (1,350 ) 196 72,586 — 71,432 Cash, cash equivalents and restricted cash at beginning of period 1,629 79 307,183 — 308,891 Cash, cash equivalents and restricted cash at end of period $ 279 $ 275 $ 379,769 $ — $ 380,323 |