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Final Results

6 Mar 2012 07:00

RNS Number : 7392Y
Omega Insurance Holdings Limited
06 March 2012
 



6th March 2012

Omega Insurance Holdings Limited

Full Year results 2011

Omega Insurance Holdings Limited ("Omega" or "The Group") today announces its preliminary results for the year ended 31 December 2011. 

Highlights

Business and Financial Performance

·; Gross premiums written reduction of 14.5% to US$304.6 million in line with plan (2010: US$356.1 million)

·; Combined ratio of 134.3% (2010: 114.4%)

·; Claims ratio of 102.2% (2010: 84.4%), of which 37.5% arising from catastrophe losses

·; US$85.6 million of catastrophe losses net of reinstatement premiums (2010: US$55.0 million); 2011 industry CAT losses are approximately US$82 billion (2010 industry CAT losses approximately US$17 billion)*

·; Net prior year attritional reserve release of US$0.6 million (2010: strengthening of US$6.0 million)

·; Investment return of 1.2% (2010: 1.9%)

·; Loss before tax of US$94.7 million (2010: loss of US$42.9 million)

·; Basic earnings per share of (36.5)cents (2010: (17.6)cents)

·; Total dividend of nil cents for the year (2010: 6.0 cents)

·; Rates improving in Cat business

*Source: Swiss Re Sigma

 

Richard Pexton, Chief Executive Officer of Omega, said:

 

"This has been a difficult year, with an unprecedented frequency of large catastrophe losses, together with a frustrating corporate activity process. During 2011, we have continued the repositioning of our business which is now aligned with the Board's current risk appetite.

 

We are seeing encouraging signs in the market with re-pricing in our core classes, with 60% of our portfolio showing increases of more than 5%.

 

We remain a well capitalised business. The transformation of our business mix and positive pricing movements we are now seeing leave us in a good position to take advantage of market opportunities in 2012".

 

 

 

 

 

Media Enquiries:

David Haggie/Juliet Tilley, Haggie Financial +44 (0)20 7417 8989

 

Analyst Enquiries:

David Coles, Head of Investor Relations, Omega +44 (0)20 7767 3000

 

 

Chairman's Statement

2011 was a difficult and costly year for the Company and the industry. With the 2011 insured natural catastrophes second only to those in 2005, the Company has experienced substantial losses, although the repositioning of the book of business which began in 2010, to a large extent mitigated these losses. Corporate activity was intense and time consuming during the year with various approaches leading to one unconditional offer. The outcome of this process was unsatisfactory for shareholders, the Board and management who have invested considerable time and effort in trying to deliver value. Naturally, during this period, it has been difficult to look too far forward and grow the business. However, I commend the Company's employees for focussing on their jobs during the period of uncertainty.

We have now repositioned the business which will enable us to focus more on our Lloyd's underwriting, and as a result, going forward, we are in a position to implement a more optimal capital structure. In November, we increased our share in the Lloyd's business by 10%, taking the total economic interest in our Lloyd's operations to just over 60%. We have completed a successful 1 January renewal season which saw rate increases in over 60% of the classes in which we underwrite business. Lastly, the investments that began in 2010 in people and resource continue to bear fruit, as we make significant progress with the development and use of our internal capital models and enterprise risk management.

Chief Executive Officer's Business Review

 

Summary Results

Year ended 31 December 2011

Year ended 31 December 2010

 

US$m 

US$m

 

Gross premiums written

304.6

356.1

 

Net premiums earned

243.9

247.4

 

Group combined ratio

134.3%

114.4%

 

Investment return

8.3

12.4

 

Loss before tax

(94.7)

(42.9)

 

Return on equity

(23.9)%

(9.5)%

 

Dividend per share

nil

6.0

 

Net tangible assets

288.0

374.8

 

Net tangible assets per share (USD)

1.18

1.54

 

Net tangible assets per share (GBP)

0.76

0.98

 

Overview of 2011

The Group is reporting a loss before tax for the year of US$94.7 million (2010: US$42.9 million loss). The post tax loss for the year was US$89.2 million (2010: US$42.8 million loss) equating to earnings per share of (36.5) US cents (2010: 17.6 US cents loss).

The result is clearly disappointing. However, in mitigation, the past twelve months was one of the worst on record for natural catastrophe events, with insured catastrophe losses exceeding US$100 billion. Major loss events included the Japanese earthquake and ensuing tsunami ("the Japanese earthquake"), New Zealand earthquake, Hurricane Irene, storms and tornadoes in the United States and flooding in Thailand and Australia. These catastrophe losses, which together totalled US$85.6 million, net of reinsurance and reinstatement premiums, had a significant impact on the Group's underwriting result.

Despite the high levels of natural catastrophes, and continuing corporate activity throughout the year, the Group has made significant progress in stabilising and repositioning the business for future profitability. This has included:

·; Realignment of the underwriting portfolio: reduced aggregates and premium income in the more volatile, catastrophe exposed classes. Reduced basis risk between aggregates and reinsurance protection;

 

·; Increased capacity ownership: capacity ownership on Syndicate 958 was increased from 40.5% to 50.9% for the 2012 year of account, giving the Group an economic interest in Syndicate 958 of 60.7% taking into account the whole account quota share;

 

·; Non-renewal of Bermuda third-party reinsurance: We began non-renewal of Omega Specialty's third-party reinsurance account in the second quarter of 2011;

 

·; Completion of US licences: Omega US has obtained eligibility to write excess and surplus lines licences in all remaining US mainland states including California;

 

·; Continued operational improvement: the Group made significant progress during the year on its risk and Solvency II frameworks, together with successful introduction of our internal model.

 

 

Plans for 2012

The focus throughout 2011 was to de-risk and reposition the business. The result is that we have reshaped the underwriting portfolio, which no longer includes underwriting third-party reinsurance business in Bermuda, and reduction of aggregate exposures to match our revised risk appetite. We have continued to progress our ability to model our business.

Our underwriting strategy for 2012 will maintain focus on risk appetite and pricing. We were encouraged by the recent January renewal season, where we increased rates on our US catastrophe account by 5% to 15%. The US SME business also benefitted from rate increases, especially in catastrophe exposed areas, of between 7% and 15%. These accounts make up over 60% of our portfolio.

Our areas of priority for 2012 will include:

·; Underwriting: concentrating our underwriting in Syndicate 958, where capital can be deployed most efficiently within the Group;

 

·; Omega US: using existing relationships, continue to build our footprint in the United States and expanding into selected jurisdictions where new licences were obtained during 2011;

 

·; Embedding operational improvements: continuing to embed the infrastructure and operational improvements made over the past two years, including those related to Solvency II;

 

·; Capital Management: improving the capital efficiency of the Group;

 

Underwriting performance

Group gross premiums written reduced to US$304.6 million in line with plan (2010: US$356.1 million) and reflecting the non-renewal of Omega Specialty business during 2011. The net earned premiums reduced by only 1.4% to US$243.9 million (2010: US$247.4 million) as we earned more of our increased share of the syndicate. The net loss ratio was 102.2% (2010: 84.4%) with natural catastrophes accounting for 37.5%. The gross attritional loss ratio - which excludes large catastrophe losses but includes the small catastrophe losses - was 54.0% (2010: 44.0%) due to an increased incidence of smaller catastrophe losses principally in the USA. Unlike 2010, there was no prior year strengthening of reserves.

Gross written premium by operating segment (US$m)

Year ended 31 December 2011

Year ended 31 December 2010

Syndicate 958 derived

222.6

244.9

Omega Specialty (third party reinsurance)

31.6

65.2

Omega US

50.4

46.0

Total

304.6

356.1

 

 

Gross written premium by class of business (US$m)

Year ended 31 December 2011

Year ended 31 December 2010

Non-marine property insurance

86.6

89.5

Property catastrophe treaty reinsurance

84.2

105.1

Property per risk treaty reinsurance

17.9

18.9

Professional indemnity insurance

18.1

12.6

Motor insurance and reinsurance

22.4

24.9

Marine insurance and reinsurance

7.3

44.4

Liability insurance and reinsurance

55.4

44.6

Other

12.7

16.1

Total

304.6

356.1

 

Lloyd's Syndicate 958

In 2011 the Group's participation on Syndicate 958 including quota share reinsurance accounted for gross written premiums of US$222.6 million (2010: US$244.9 million) and net earned premium of US$179.2 million (2010: US$169.7 million). The Group's participation in Syndicate 958 generated a combined ratio of 126.2% (2010: 112.7%) and a loss of US$54.8 million (2010: US$25.3 million loss). This loss was primarily due to the increased incidence of natural catastrophe losses.

The 2009 year of account has closed with a profit on capacity of 8.3% which is above the most recent published forecast range of 3% to 8%. The forecast range for each of the 2010 and 2011 years of account is a loss between 5% and 15%.

For the 2012 year of account, the Syndicate has maintained its capacity at £280 million. In dollar terms this represents an increase from US$420 million to US$448 million although we have reduced our planned gross premium income due to the realignment of the portfolio and expect to utilise 74% of capacity.

Group participation in Syndicate 958 and Syndicate 958 forecasts for the open years of account

Year of account

2012

2011

2010

2009

Effective capacity

US$448m

US$420m

US$420m

US$496m

Omega retained share of capacity

50.9%

40.5%

38.8%

16.4%

Quota share reinsurance with Omega

20.0%

20.0%

20.0%

20.0%

Group economic interest in Syndicate result

60.7%

52.4%

51.0%

33.1%

Forecast (loss)/profit as a % of stamp capacity

n/a

(5)% to (15)%

(5)% to (15)%

 8.3%*

* Declared result at 31 December 2011.

 

Omega Specialty (Bermuda Reinsurance)

In 2011 Omega Specialty's gross written premium decreased by 51.5% to US$31.6 million (2010: US$65.2 million) due to the non renewal of third party business in the second quarter of the year. The combined ratio was 267.9% (2010: 129.9%) due to the increased incidence of natural catastrophes events during the year, especially the New Zealand and Japan earthquakes and the lower premium base.

Omega Specialty's business consists of a portfolio of third-party catastrophe reinsurance covering both US and international risks. During 2011 the decision was taken not to underwrite this account for 2012. This was driven by the poor loss experience over the past two years, sub-scale premium income and its impact on the capital efficiency of the Group. The Group's Bermuda subsidiary, Omega Specialty Insurance Company Limited (OSIL) will continue to underwrite the intra-group quota share reinsurances and the 20% quota share of Syndicate 958.

Omega US (Chicago)

Gross written premium increased 9.6% to $50.4 million (2010: $46.0 million). Gross earned premium of $48.3 million in 2011 was a 15.3% increase from $41.9 million earned in 2010. Our combined ratio was 104.0%, down from 106.0% in 2010. While the catastrophe losses in the US were not as severe as the headline events occurring in the rest of the world, the high frequency of tornado activity in a number of US states together with Hurricane Irene meant that 2011 was still a very challenging year for US property insurers. While these events impacted Omega US, the losses incurred from these events were at the lower end of our expected range.

During 2011 Omega US obtained eligibility to write surplus lines business in a further eight US states, including California, bringing its total to 49 states and Washington DC, providing opportunities to write additional business in 2012.

The market in the US Excess & Surplus Lines ("E&S") sector started to change towards the end of 2011 and property rate increases have been achieved in a number of territories since that time. In the short term, rate increases have largely been in those territories and lines of business which have had catastrophe activity or those that have been impacted by the catastrophe model revisions - not an insignificant part of the E&S marketplace. As 2012 continues, it is anticipated that rate increases will become more widespread and incremental throughout the year, and could also impact the non-property lines as primary insurers and reinsurers respond to the impact of 2011 catastrophe events.

 

Financial Highlights

Underwriting Result

GROUP UNDERWRITING RESULT

Year ended 31 December 2011

Year ended 31 December 2010

US$'m

US$'m

Gross premium written

304.6

356.1

Net premium written

221.3

268.4

Net premiums earned

243.9

247.4

Claims incurred net of reinsurance

(249.2)

(208.8)

Net underwriting costs

(78.3)

(74.3)

Underwriting loss

(83.6)

(35.7)

Claims ratio

102.2%

84.4%

Net acquisition cost ratio

26.7%

25.5%

Other underwriting expense ratio

5.4%

4.5%

Combined ratio

134.3%

114.4%

 

Net premium

The decrease in net written premium is reflective of the actions taken in 2010 and 2011 to reposition the business described above.

Net earned premium by operating segment (US$m)

Year ended 31 December 2011

Year ended 31 December 2010

Syndicate 958 derived

179.2

169.7

Omega Specialty (third party reinsurance)

20.8

40.1

Omega US

43.9

37.6

Total

243.9

247.4

 

Net earned premiums, when compared to the same period last year, have decreased marginally. Although the effect of the premium changes are now coming through earned premium, this has been offset by the Group's increase in its share of the Syndicate for the 2010 year of account and the growth in Omega US. Premium ceded to reinsurers, excluding whole account reinsurance premiums totalled 20.7% of gross premium written (2010: 20.0%).

Loss experience

GROUP LOSS RATIOS

Year ended 31 December 2011

Year ended 31 December 2010

Net

Net

Catastrophe losses

37.5%

23.0%

Attritional and large losses

66.9%

56.5%

Prior year reserve movements

(0.2)%

2.3%

Effect of whole account reinsurance*

(2.0)%

2.6%

Total loss ratio

102.2%

84.4%

Reinsurance recovery ratio

Effect of whole account reinsurance*

14.2%

7.7%

6.7%

2.3%

Total Reinsurance recovery ratio

21.9%

9.0%

 

\* The accounting treatment of whole account reinsurance premiums and recoveries is set out in note 1 of the Financial Statements. The effect of these policies is shown separately in this review where relevant.

 

The catastrophe loss ratio is comprised of US$98.7 million of estimated losses net of class specific reinsurance recoveries. After taking into account net inwards reinstatement premiums of US$13.1 million, the effect of the catastrophe losses total US$85.6 million (2010: US$55.0 million). Estimates for the 2010 calendar year catastrophe losses net of class specific reinsurance recoveries increased by US$3.1 million during 2011. Excluding whole account reinsurance, the reinsurance recovery ratio for 2011 is 14.2% which is substantially higher than 6.7% in 2010.

The net attritional and large loss ratio of 66.9% is affected by reinsurance premiums protecting catastrophe exposures. Hence, the gross attritional loss ratio is more representative of performance. The current accident year gross attritional loss ratio is 54.0% (2010: 44.0%). The increase in the attritional loss ratio is due in a large part to an unusually high occurrence of smaller US and international catastrophes as previously disclosed in the Group's November interim management statement. Additionally, the ultimate loss ratio on US liability business for the 2011 year has been increased as a result of the general economic environment in the US.

The overall net prior year attritional reserve movement for 2011 is negligible at a US$ 0.6 million release (2010: strengthening of US$6.0 million).

Underwriting Agency

UNDERWRITING AGENCY INCOME

Year ended 31 December 2011

Year ended 31 December 2010

US$'m

US$'m

Profit commission

1.2

(2.2)

Managing agency fee

2.1

2.2

Management charges to Syndicate

1.4

1.3

 Total

4.7

1.3

 

The Group's subsidiary, Omega Underwriting Agency Ltd ("OUAL"), receives agency fees and profit commission from unaligned capacity for its management of Syndicate 958. The Syndicate 2009 Year of Account has closed at a profit of US$38.4 million (100% Syndicate), after personal expenses but before managing agency profit commission. The result is an improvement over the position at the end of 2010 which had the effect of the recognition of additional profit commission of US$1.2 million during the year. The 2010 and 2011 years of account are each currently projected at a loss of between 5% and 15% of capacity and as a result, the Group has not recognised any related profit commission. Although future profit commission will be reduced in accordance with the deficit clause contained in the Agency agreement, the effect of this will be lessened by the Group's increase in participation on the Syndicate to 50.9% for the 2012 year of account.

Group Expenses

OTHER UNDERWRITING AND OTHER CORPORATE EXPENSES

Year ended 31 December 2011

Year ended 31 December 2010

US$'m

US$'m

Other underwriting operating expenses

13.2

11.1

Other corporate expenses

Recurring

21.1

20.0

Non- recurring

2.3

3.3

36.6

34.4

Other underwriting expense ratio

5.4%

4.5%

Corporate expense ratio

9.6%

9.4%

 

Total other underwriting operating expenses have increased marginally from 4.5% to 5.4% of net earned premium which reflects the ongoing cost associated with Solvency II. The investment incurred by the Group in 2010 and early 2011 in order to enhance the quality of its infrastructure has been completed and the cost base has stabilised.

 Investments

Assets under the Group's management were US$661.7 million at 31 December 2011 (2010: US$657.4 million) and the investment return for the year was 1.21% (2010: 1.94%), yielding investment income of US$8.3 million (2010:US$12.4 million). The investment portfolio is conservatively invested in US dollar fixed income assets where returns on government bonds and cash are at historically low levels. The return achieved is in line with our expectations for the period.

INVESTMENTS AND INVESTMENT RETURN

Funds at 31 December 2011

Income for year ended December 2011

Average return for year ended December 2011

Funds at 31 December 2010

Income for year ended December 2010

Average return for year ended December 2010

US$'m

US$'m

US$'m

US$'m

US$'m

US$'m

Share of Syndicate funds

114.3

1.4

1.11%

113.8

1.4

1.41%

Corporate funds

547.4

6.9

1.24%

543.6

10.7

2.00%

Gains on foreign forward contracts

-

-

-

n/a

0.3

0.04%

Total

661.7

8.3

1.21%

657.4

12.4

1.94%

 

During 2011, the Group began implementing the new investment strategy agreed in late 2010 which moved away from the historical concentration in government bonds towards a cautious diversification into Corporate Bonds and Agency MBS. In the second half of the year, further diversification was put on hold until market conditions improve. At 31 December 2011, the Group had no direct holdings in securities issued by the governments of Greece, Portugal, Spain, Italy or Ireland.

31 December 2011

31 December 2010

ASSET ALLOCATION

Share of Syndicate Funds

Corporate funds

Total Funds

Total Funds

US$'m

US$'m

US$'m

%

US$'m

%

By asset type

Government bonds*

40.4

321.5

361.9

54.8%

485.3

73.9%

MBS, ABS and covered bonds

10.8

38.7

49.5

7.5%

5.7

0.9%

Corporate bonds

28.8

121.5

150.3

22.7%

84.9

12.9%

Funds held in overseas deposits

12.8

-

12.8

1.9%

9.4

1.4%

Money market

4.5

15.6

20.1

3.0%

19.3

2.9%

Cash and cash equivalents

17.0

50.1

67.1

10.1%

52.8

8.0%

114.3

547.4

661.7

100.0%

657.4

100.0%

*Includes government bonds, government agency and government guaranteed bonds

Year ended 31 December 2011

Year ended 31 December 2010

CREDIT QUALITY

Total Funds

Total Funds

US$'m

%

US$'m

%

AAA*

442.9

66.9%

516.1

78.5%

AA

99.1

15.0%

93.4

14.2%

A

 106.5

16.1%

45.1

6.9%

BBB

13.2

2.0%

2.8

0.4%

661.7

100.0%

657.4

100.0%

*Includes US government and government backed securities.

 

Taxation

Omega's effective tax rate for the period is 5.8% (2010: 0.3%). The rate reflects the distribution of underwriting losses according to the relevant jurisdiction. Tax credits have been accrued on underwriting losses incurred as well as for tax relief on Syndicate capacity which is amortised in the Group's UK tax returns. The balance sheet includes a deferred tax asset of US$3.1 million (2010: US$3.1 million) in respect of tax losses expected to be offset against future taxable profits in the US.

 

Dividends and Capital

Given the results for 2011, the Board believes it would be inappropriate to declare a dividend at this time.

The Group's minimum capital requirement is the higher of the rating agency or regulatory requirement for the each of the Group's risk taking subsidiaries. Actual capital carried has historically been well in excess of these requirements. Regulators include the Bermuda Monetary Authority (BMA), the Delaware Department of Insurance and the National Association of Insurance Commissioners (NAIC) and the Financial Services Authority (FSA) which regulates Lloyd's as a whole. For Omega US and Omega Specialty, the Group has maintained the AM Best capital requirements to maintain an A- insurer financial strength rating (IFSR). For Omega US, the AM Best rating is commercially necessary to underwrite its business.

Historically, Omega Specialty Insurance Company Limited (OSIL) underwrote third party business which necessitated both the BMA Classification of 3B and the AM Best rating, which resulted in a capital requirement of the higher of the two. However, in addition to the Omega Specialty business, OSIL also underwrote the intra-group quota share treaties for business which originated from the Group's underwriting at Lloyd's and Omega US. As a result, a substantial part of the Group's business which originated from its underwriting at Lloyd's has been subject to the higher capital requirements in support of OSIL's AM Best rating.

As a result of the non-renewal of the OSIL third party business, the BMA Classification of 3B and the AM Best stand-alone rating are not required, and the Group is currently in the process of addressing each of these issues. The effect of these changes will be that the Group's minimum capital requirements will primarily be those required by Lloyd's. Consequently, the Group will be able to benefit from the capital efficiencies of underwriting at Lloyd's for the business it originates from its economic participation on Syndicate 958.

Lloyd's assesses capital via its Economic Capital Adequacy (ECA) model. This takes as its starting point the FSA's Individual Capital Adequacy (ICA) approach which is then loaded by 35% to meet the Lloyd's higher financial strength rating objectives. Under the ICA approach, the Syndicate assesses its capital needs based on its own internal model. Lloyd's maintains a rigorous process under which it agrees the ICA annually based upon the Syndicate's business plan.

Implementation of the changes described above would enable the Group to employ a more capital efficient model for which, going forward, the ECA (instead of rating agency requirements) would be the basis for assessing its capital requirement for the majority of its business. Additional capital over and above the regulatory capital would be held as is the industry norm. The Group estimates that the capital currently held which is necessary to satisfy rating agency requirements is in excess of that which it would hold under the more capital efficient approach described above. Additionally, the Group currently does not carry any leverage, which is unusual compared to its peers. Going forward, introduction of a cautious amount of leverage will be considered.

 

2011 Group Financial Statements

Consolidated Income Statement

Year ended 31 December 2011

2011

2010

Note

US$'000

US$'000

Income

Gross premiums written

2

304,638

356,108

Premiums ceded to reinsurers

(83,299)

(87,701)

Net premiums written

221,339

268,407

Change in gross provision for unearned premiums

23,094

(19,907)

Reinsurers' share of change in provision for unearned premiums

(543)

(1,094)

Net earned premiums

243,890

247,406

Analysed as:

Gross earned premiums

327,732

336,200

Premiums ceded to reinsurers earned

(83,842)

(88,794)

Net earned premiums

243,890

247,406

Investment return

3

8,258

12,374

Income from management of Lloyd's Syndicate

4

4,703

1,334

Other income

243

298

Net revenue

257,094

261,412

Expenses

Insurance claims

(319,298)

(229,481)

Insurance claims recoverable from reinsurers

70,071

20,631

Net insurance claims

12

(249,227)

(208,850)

Net acquisition costs

5

(65,182)

(63,179)

Other underwriting and corporate expenses:

- Other underwriting operating expenses

6

(13,152)

(11,124)

- Other corporate expenses

6

(23,454)

(23,254)

Total other underwriting and corporate expenses

(36,606)

(34,378)

Foreign exchange gains

(643)

2,112

Finance costs

(151)

(53)

Total expenses

(351,809)

(304,348)

Loss before tax

(94,715)

(42,936)

Income tax

9

5,528

127

Loss for the year

(89,187)

(42,809)

Earnings per share - basic

10

(36.5) cents

(17.6) cents

Earnings per share - diluted

10

(36.5) cents

(17.6) cents

 

 

 

 

Consolidated Statement of Comprehensive Income

Year ended 31 December 2011

2011

2010

US$'000

US$'000

Loss for the year

(89,187)

(42,809)

Exchange differences on translating foreign operations

(134)

(884)

Total comprehensive income for the year, net of tax

(89,321)

(43,693)

 

Consolidated Statement of Financial Position

As at 31 December 2011

 

2011

2010

Note

US$'000

US$'000

ASSETS

Cash and cash equivalents

13

67,038

52,811

Financial investments

14

594,673

604,613

Deferred acquisition costs

24,883

26,489

Reinsurance assets comprising:

- Reinsurers' share of unearned premium

25

19,810

20,350

- Reinsurers' share of claims

25

56,265

37,985

- Debtors arising from reinsurance operations

11,655

45,285

Insurance receivables

15

52,402

51,584

Prepayments and accrued income

16

3,867

10,601

Other debtors

17

10,513

10,594

Current income tax assets

273

10,022

Deferred tax assets

9

3,073

3,073

Property and equipment

18

602

798

Intangible assets

22

44,635

46,716

Total assets

889,689

920,921

EQUITY

Called up share capital

23

24,423

24,348

Share premium account

322,226

321,085

Contributed surplus

100,000

100,000

Foreign exchange reserve

(11,008)

(10,874)

Profit and loss account

(102,962)

(12,996)

Total equity and reserves

332,679

421,563

LIABILITIES

Insurance contract liabilities comprising:

- Provision for claims reported

25

226,428

168,800

- Provision for claims incurred but not reported

25

176,028

144,369

- Provision for unearned premium

25

90,365

113,461

Trade and other payables

26

60,167

62,672

Deferred tax liabilities

9

4,022

10,056

Total liabilities

557,010

499,358

Total liabilities and equity

889,689

920,921

Net assets per share

US $1.36

US $1.73

Net tangible assets per share

US $1.18

US $1.54

 

 

Consolidated Statement of Changes in Equity

Year ended 31 December 2011

 

Note

Share capital

Share premium account

Contributed Surplus

Foreign exchange reserve

Profit and loss account

Total

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Balance at 1 January 2011

24,348

321,085

100,000

(10,874)

(12,996)

421,563

Loss for the year

-

-

-

-

(89,187)

(89,187)

Other comprehensive income

 -

 -

 -

(134)

-

(134)

Total comprehensive income for the year

 -

-

-

(134)

(89,187)

(89,321)

Issue of new share capital

75

1,141

-

-

-

1,216

Share based payments

-

-

-

-

(779)

(779)

Dividends

11

-

-

-

-

-

-

Balance as at 31 December 2011

24,423

322,226

100,000

(11,008)

(102,962)

332,679

 

Year ended 31 December 2010

 

Note

Share capital

Share premium account

Contributed Surplus

Foreign exchange reserve

Profit and loss account

Total

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Balance at 1 January 2010

24,348

321,085

100,000

(9,990)

60,521

495,964

Loss for the year

-

-

-

-

(42,809)

(42,809)

Other comprehensive income

 -

 -

 -

(884)

(884)

Total comprehensive income for the year

-

-

-

(884)

( 42,809)

(43,693)

Share based payments

-

-

-

-

(272)

(272)

Dividends

11

-

-

-

-

(30,436)

(30,436)

Balance as at 31 December 2010

24,348

321,085

100,000

(10,874)

(12,996)

421,563

 

 

Consolidated Cash Flow Statement

Year ended 31 December 2011

2011

2010 Restated

Note

US$'000

US$'000

Cash flow from operating activities

Cash inflow from operations

29

6,093

49,012

Interest paid

(151)

(53)

Income tax received/(paid)

9,496

(540)

Net cash inflow from operating activities

15,438

48,419

Cash flow from investing activities

Purchase of intangible assets

(118)

(4,133)

Purchase of property and equipment

(64)

(126)

Net cash (outflow) from investing activities

(182)

(4,259)

Cash flow from financing activities

Equity dividends paid

-

(30,436)

Net cash (outflow)/inflow from financing activities

(30,436)

Net increase in cash and cash equivalents

15,256

13,724

Cash and cash equivalents at the start of the period

52,811

37,919

Foreign exchange currency movements

(1,029)

1,168

Cash and cash equivalents at end of period

13

67,038

52,811

 

Notes to the Consolidated Financial Statements

 

1. GENERAL INFORMATION AND ACCOUNTING POLICIES

 

Omega Insurance Holdings Limited ("the Company") is a limited liability company incorporated and domiciled in Bermuda, whose shares are publicly traded on the London Stock Exchange. The address of the registered office is provided on page 55.

 

Details of the Omega Group's principal activities are included in the Director's Report in the 2011 Report and Accounts.

 

Basis of Preparation

 

The consolidated Financial Statements are prepared in accordance with International Financial Reporting Standards ("IFRS") issued by the International Accounting Standards Board ("IASB") and interpretations issued by the International Financial Reporting Interpretations Committee ("IFRIC"), both as adopted for use by the European Union ("EU"), and applied in accordance with the provisions of the Bermuda Companies Act 1981.

 

Consolidated financial statement values are presented in US dollars rounded to the nearest US$'000 unless otherwise stated.

 

Basis of Consolidation

 

The consolidated Financial Statements incorporate the accounts of Omega Insurance Holdings Limited and all its subsidiary undertakings ("the Group") drawn up to 31 December 2011.

 

The Financial Statements of subsidiaries are prepared for the same reporting year as the parent company. Consolidation adjustments are made to convert subsidiary Financial Statements prepared under local GAAP into IFRS so as to remove any accounting policy differences that may exist.

 

The Group's share of the transactions, assets and liabilities relating to its Syndicate participation is included in the consolidated Financial Statements.

 

Intra-group transactions and balances between Group companies are eliminated.

 

Changes to accounting requirements applicable to these Financial Statements

 

New and amended standards and interpretations

 

The accounting policies adopted are consistent with those of the previous financial year, except for the following new and amended IFRS and IFRIC interpretations effective as of 1 January 2011:

 

·; IFRS 1 Limited exemption from comparative IFRS 7 disclosures for first-time adopters effective 1 July

2010

·; IAS 24 Related Party Disclosure effective 1 January 2011

·; IAS 32 Classification of Rights Issue effective 1 February 2010

·; IFRIC 14 Prepayment of a Minimum Funding Requirement effective 1 January 2011

·; IFRIC 19 Extinguishing financial liabilities with equity instruments effective 1 July 2010

·; Improvements to IFRSs (May 2010), the effective date of each amendment is included in the IFRS affected

 

Adoption of these revised standards and interpretations did not have any material effect on the financial performance or position of the Group. They did, however, give rise to additional disclosures in some areas.

 

Listed below are standards and interpretations that have been issued, but not yet effective as of 1 January 2011

Standards issued but not yet effective up to the date of issuance of the Group's financial statements are listed below. This listing is of standards and interpretations issued, which the Group reasonably expects to be applicable at a future date. The Group intends to adopt those standards when they become effective.

 

Amendments to IAS 19 Employee Benefits

The amendments to IAS 19 remove the option to defer the recognition of actuarial gains and losses, the corridor mechanism. All changes in the value of defined benefit plans will be recognised in profit or loss and other comprehensive income. The effective date of the standard is 1 January 2013. These amendments do not impact the financial statements as the Group does not operate a defined benefit pension scheme.

 

Amendments to IAS 1 Presentation of Financial Statements

The amendments to IAS 1 require changes to the presentation of other comprehensive income. Items that could be reclassified to profit or loss at a future point in time would be presented separately from items which will never be reclassified. The effective date of the standard is 1 January 2013. The Group has not adopted this amendment early.

 

IFRS 9 Financial Instruments: Classification and Measurement

IFRS 9 as issued reflects the first phase of the Boards work on the replacement of IAS 39 and applies to classification and measurement of financial assets and financial liabilities. The standard is effective for annual periods beginning on or after 1 January 2015. In subsequent phases, the Board will address impairments, and hedge accounting. The completion of this project is expected in 2012. The adoption of IFRS 9 will have an effect on the classification and measurement of the Group's financial assets. The effect of this change will be quantified only in conjunction with the other phases when issued, to present a comprehensive picture.

 

IFRS 10 Consolidated Financial Statements

IFRS 10 replaces the portion of IAS 27 Consolidated and Separate Financial Statements that addresses the accounting for consolidated financial statements. It also includes the issues raised in SIC-12 Consolidation - Special Purpose Entities. The standard establishes a single control model that applies to all entities. It will require management to exercise judgment to determine which entities are controlled, and therefore are required to be consolidated by a parent. It is effective for annual periods beginning on or after 1 January 2013. The Group does not expect the adoption of IFRS 10 to change which entities are consolidated by the group.

 

IFRS 11 Joint Arrangements

IFRS 11 replaces IAS 31 Interests in Joint Ventures and SIC-13 Jointly-controlled Entities - Non-monetary Contributions by Venturers. The standard addresses two forms of joint arrangements i.e. joint operations and joint ventures. To assess whether there is joint control IFRS 11 uses the principle of control in IFRS 10. The existing option to account for jointly controlled entities under IAS 31 using proportionate consolidation is removed in this standard. The effective date of this standard is 1 January 2013. The Group has no joint arrangements, the adoption of this standard is therefore not expected to impact on the financial statements of the Group.

 

IFRS 12 Disclosure of Interests in Other Entities

IFRS 12 includes all the disclosures that were previously in IAS 27, IAS 31 and IAS 28 Investment in Associates. A number of new disclosures are added to the existing requirements such as the judgments made to determine whether it controls another entity. This standard is effective for the annual periods beginning on or after 1 January 2013. IFRS 12 is a disclosure only standard and therefore will have no effect on profit or loss nor equity of the Group.

 

IFRS 13 Fair Value Measurement

IFRS 13 provides guidance on how to measure the fair value of financial and non-financial assets and liabilities when required or permitted by IFRS. The standard is effective for annual periods on or after 1 January 2013.

 

 

Significant accounting judgements, estimates and assumptions

 

The preparation of financial statements requires management to make judgements, estimates and assumptions that affect the reported amounts of revenue, expenses, assets and liabilities, and the disclosure of contingent assets and liabilities at the reporting date. However, uncertainty about these assumptions and estimates could result in outcomes that could require a material adjustment to the carrying amount of the asset or liability affected in future periods.

 

Judgements

 

The key accounting judgements applied by management in these Financial Statements relate to accounting estimates. The judgements applied in significant accounting estimates are set out below.

 

Estimates and assumptions

 

The key assumptions concerning the future and other key sources of estimation uncertainty at the reporting date, that have a significant risk of causing a material adjustment to the carrying amounts of assets and liabilities within the next financial year are discussed below. These related primarily to valuation of insurance liabilities, investments and intangible assets.

 

Foreign currency translation

 

The Group's results and financial position are presented in US dollars which is also the parent company's functional currency. Items included in the Financial Statements of each of the Group's entities are measured using the currency of the primary economic environment in which the entity operates (the functional currency).

 

Transactions in foreign currencies are recorded at the rates of exchange prevailing on the dates of the transactions or a suitable average rate. At each balance sheet date, monetary assets and liabilities that are denominated in foreign currencies are retranslated at the rates prevailing at the balance sheet date. Exchange differences arising on retranslation are included in the income statement. Non-monetary assets and liabilities, being those without a corresponding cash flow such as unearned premium reserves and deferred acquisition costs, are translated in the balance sheet at the exchange rate prevailing at the date of the original transaction.

 

The results and financial position of Group entities which have a different functional currency are translated into the Group's presentational currency as follows:

 

·; assets and liabilities are translated at the closing rate at the balance sheet date

·; income and expenses are translated at average exchange rates

 

All resulting exchange differences are recognised in the statement of comprehensive income.

 

Insurance contracts

 

a) Premiums

 

Written premiums comprise premiums on contracts incepted during the financial year as well as adjustments made in the year to premiums written in prior accounting periods. Estimates are made for pipeline premiums, representing amounts due but not yet notified.

 

For delegated authority business estimates of how much business will attach to a facility are based on experience and information provided by the broker. Estimates are updated on a regular basis. It is assumed that risks attaching to the master facility incept evenly across the period of the facility and therefore only that proportion of risks that have incepted to the master facility by the balance sheet date are reported within written premium in these Financial Statements.

 

All premiums are shown gross of commission payable to intermediaries and are exclusive of taxes and duties levied thereon.

 

Written premiums are earned over the period of the policy on a time apportionment or more appropriate basis, having regard to the exposure of the risk.

 

b) Reinsurance premium ceded

 

Outwards reinsurance premiums are accounted for in the same accounting period as the premiums for the related direct or inwards business being reinsured.

 

The Group enters into whole account reinsurance policies which contain a proportion of premium which is refundable as loss recovery or return premium dependant on ultimate loss experience. The Group's accounting policy is to reflect the whole premium as reinsurance premium and to reflect the proportion of loss recoveries which would otherwise be received as return premium as reinsurance recoveries in the period in which they arise. Where applicable return premiums are recognised as a reduction to reinsurance premium in the year following the inception of the contract.

 

c) Unearned premiums

 

The provision for unearned premiums represents the proportion of gross written premium which is estimated to relate to exposures in subsequent financial periods. The change in the unearned premium provision is taken to income so that revenue is recognised in accordance with the period of risk.

 

 

d) Acquisition costs

 

Acquisition costs, comprising commission and other costs related to the acquisition of insurance contracts are deferred to the extent that they are attributable to premiums unearned at the balance sheet date. Deferred acquisition costs are amortised over the period in which the related revenue is earned.

 

Claims

 

a) Insurance claims

 

Claims incurred comprise the estimated cost of all claims occurring during the period, whether reported or not, including related direct and indirect claims handling costs and adjustments to outstanding claims provisions from previous periods.

 

b) Insurance contract liabilities

 

The provision for claims outstanding is made on an individual case basis and is based on the estimated ultimate cost of all claims notified but not settled by the balance sheet date, together with the provision for related claims handling costs. The provision also includes the estimated cost of claims incurred but not reported ("IBNR") at the balance sheet date based on statistical methods.

 

These methods generally involve projecting from past experience of the development of claims over time to form a view of the likely ultimate claims to be experienced for more recent underwriting, having regard to variations in the business accepted and the underlying terms and conditions. For the most recent years, where a high degree of uncertainty arises from projections, estimates may be based on assessments of the business accepted and underwriting conditions. The Group does not discount its liabilities for unpaid claims. Where applicable, deductions are made for salvage and other recoveries.

 

The reinsurers' share of provisions for claims is based on the amounts of outstanding claims and projections for IBNR, net of estimated irrecoverable amounts, having regard to the reinsurance programme in place for the class of business, the claims experience for the year and the current security rating of the reinsurance companies involved.

 

The provision for claims outstanding is based on information available at the balance sheet date. Significant delays are experienced in notification and settlement of certain claims and accordingly the ultimate cost of such claims cannot be known with certainty at the balance sheet date. Subsequent information and events may result in the ultimate liability being less than, or greater than, the amount provided. Any differences between provisions and subsequent settlements are dealt with in the income statement of later periods.

 

c) Liability adequacy test

 

Provision is made where the expected cost of claims and expenses arising after the end of the financial period from contracts concluded before that date exceeds the provision for unearned premiums, net of deferred acquisition costs, premiums receivable and related investment return.

 

Investments

 

a) Financial assets at fair value through the income statement

 

The Group has classified its financial investments as "fair value through income" to the extent that they are not reported as cash and cash equivalents. This classification has been determined by management based on the decision at the time of acquisition and reflects the fact that the investment portfolios are managed, and their performance evaluated, on a fair value basis. The fair values of quoted financial investments are based on current bid prices. Unlisted investments for which a market exists are stated at the average price at which they are traded on the balance sheet date or the last trading day before that date. Purchases and sales of investments are recognised on the trade date, which is the date the Group commits to purchase or sell the assets. These are initially recognised at fair value, and subsequently re-measured at fair value based on quoted bid prices. Investments are derecognised when they have been sold. Changes in the fair value of investments are included in the income statement in the period in which they arise.

 

b) Derivative financial instruments

 

Derivatives are initially recognised at fair value on the date on which a derivative contract is entered into and are subsequently re-measured at their fair value. Fair values are based on observable market conditions. Changes in the fair value are recognised immediately in the income statement.

 

c) Investment return

 

Investment return comprises all investment income, realised investment gains and losses and movements in unrealised gains and losses.

 

Realised gains and losses on investments are calculated as the difference between sale proceeds and purchase price. Unrealised gains and losses on investments represent the difference between the valuation at the balance sheet date and their valuation at the previous balance sheet date or purchase price if acquired during the year, together with the reversal of previously recognised unrealised gains and losses in respect of investments disposed of in the current year.

 

The Group's investment strategy is designed around the Board approved risk appetite and is based on an objective of maximising the Group's investment return whilst preserving the Group's capital. The investment return is measured based on the income received and the fluctuations in the market value of investments. Designation of the Group's investments at fair value through the profit and loss is therefore consistent with the Group's investment strategy.

 

Income from management of Lloyd's Syndicate

 

Income from management of Lloyd's Syndicate comprises; agency fees, management fees and profit commission charged by the Group to third party members of Syndicate 958.

 

Agency fees relating to a year of account are recognised by the Group over four years, with the majority recognised in the first year, in line with the services provided. Management fees relate to expenses incurred by the Group which are recharged to the Syndicate and are recognised in the same period as the related expense.

 

Profit commission is receivable on closure of the relevant Lloyd's year of account, normally after three years. It is recognised by the Group as earned on an annual basis to match the related underwriting profits. Profit commissions due after more than one year are held at fair value which is the discounted present value of the nominal amount expected to be received.

 

Other expenses

 

Other underwriting operating expenses are recognised on an accruals basis. These comprise expenses directly attributable to the Group's underwriting operations. They include the Group's share of Syndicate operating expenses and the costs of membership of Lloyd's. Also included are operating expenses in Bermuda and in the US which are attributable to underwriting operations.

 

Other corporate expenses are recognised on an accruals basis. They comprise other group operating expenses not attributable to underwriting.

 

Employee benefits

 

a) Pension

 

The Group provides defined contribution pension schemes for the benefit of employees. Contributions are charged to the income statement in the same period as the related service is provided.

 

b) Share based payments

 

The Group operates a number of executive and employee share schemes. In accordance with IFRS 2 the fair value of equity-settled share-based payments to employees is determined at the date of grant and is expensed on a straight-line basis over the vesting period based on the Group's estimate of shares or options that will eventually vest. In the case of options granted, fair value is measured by a binomial model the material inputs of which are: share price at date of the grant; expected dividend yield; expected volatility; risk free interest rate and employee turnover.

 

When the options are exercised, the proceeds received, net of transaction costs, are credited directly to equity. When employees forfeit share options on departure from the Group, amounts previously charged to the income statements in relation to the forfeited options are credited to the income statement.

 

 

 

Income taxes

 

The tax expense represents the sum of the current tax and deferred tax.

 

a) Current income tax

 

The tax currently payable is based on taxable profit for the year. Taxable profit differs from net profit as reported in the income statement because items of income and expense are taxed in different periods, and it excludes items that are never taxed or deducted. The Group's liability for current tax is calculated using tax rates applicable as at the balance sheet date.

 

Current income tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the current tax is also dealt with in equity.

 

b) Deferred income tax

 

Deferred tax is recognised on differences between the carrying amounts of assets and liabilities in the Financial Statements and the corresponding amounts used in the computation of taxable profit, and is accounted for using the balance sheet method. Deferred tax liabilities are generally recognised for all taxable temporary differences and deferred tax assets are recognised to the extent that it is probable that taxable profits will be available against which deductible temporary differences can be utilised. Such assets and liabilities are not recognised if the temporary difference arises from goodwill or from the initial recognition (other than in a business combination) of other assets and liabilities in a transaction that affects neither the tax profit nor the accounting profit.

 

The carrying amount of deferred tax assets is reviewed at each balance sheet date and reduced to the extent that it is no longer probable that sufficient taxable profits will be available to allow all or part of the asset to be recovered, or to the extent that it has been utilised.

 

Deferred tax is calculated at the tax rates based on the enacted or substantially enacted tax laws expected to apply in the period when the liability is settled or the asset is realised. Deferred tax is charged or credited in the income statement, except when it relates to items charged or credited directly to equity, in which case the deferred tax is also dealt with in equity.

 

Cash and cash equivalents

 

Cash and cash equivalents comprise cash at bank and in hand and short-term deposits with an original maturity of three months or less.

 

For the purpose of the consolidated cash flow statement, cash and cash equivalents consist of cash and cash equivalents as defined above, net of outstanding bank overdrafts.

 

Property and equipment

 

Property and equipment is stated at cost less accumulated depreciation and any impairment in value. Depreciation is calculated on a straight line basis over the estimated useful life of the asset as follows:

Fixtures and fittings - over 5 years

Computer hardware - over 3 years

 

An item of property and equipment is de-recognised upon disposal or when no future economic benefits are expected to arise from the continued use of the asset. A gain or loss arising on de-recognition of the asset is calculated as the difference between the net disposal proceeds and the carrying amount of the item. Any such gain or loss is recognised directly in the income statement.

 

Intangible assets

 

a) Software development

 

Computer software development costs that are directly associated with the production of identifiable and unique software products controlled by the Group, and that will generate economic benefits exceeding costs beyond one year, are recognised as intangible assets, and are amortised using the straight line method over their useful lives. Amortisation commences when the asset is available for use.

 

Computer software development costs are subject to an annual impairment review. The amount of any impairment is recognised directly in the income statement.

 

b) Syndicate participation

 

Syndicate capacity purchased is recognised at cost. It is considered to have an indefinite useful economic life and is therefore not amortised.

 

Syndicate capacity is reviewed at each balance sheet date for impairment by reference to the future expected profit streams of Syndicate 958 and the amount of any impairment is recognised directly in the income statement.

 

Insurance receivables

 

Insurance receivables are recognised and carried at the recoverable amount. The carrying value of insurance receivables is reviewed for impairment whenever events or circumstances indicate that the carrying amount is greater than the recoverable amount, with the impairment adjustment recorded in the income statement.

 

Provisions

 

A provision is recognised when it is probable that a present legal or constructive obligation, as a result of a past event, will result in an outflow of resources and when a reliable estimate of the amount of the obligation can be made.

 

Leases

 

Rentals payable under operating leases are taken to the profit and loss account on a straight line basis over the lease term.

 

Trade and other payables

 

Trade and other payables are recognised on an accruals basis, based on amounts owed at the balance sheet date.

 

Operating segments

 

The Group's operating segments have been identified as follows:

 

·; Group reinsurance of, and participation on, Syndicate 958.

 

·; Omega Specialty (other reinsurance) which is the non-Syndicate and non-US derived business written by Omega Specialty in Bermuda.

 

·; Omega US Insurance which is the contribution to the Group from Omega US ignoring the effects of intra-group reinsurance.

 

·; Omega Underwriting Agents - which show the results for managing the non-Omega share of Syndicate 958 and includes profit commission and agency fees received for managing the Syndicate.

 

·; Other group activities - which show the results of transactions that do not relate to any of the segments above, being primarily those of the Group's ultimate and intermediate holding companies.

 

2. SEGMENTAL INFORMATION

(i) Income statement by segment

Year ended 31 December 2011

 

Group participation on and reinsurance of Syndicate 958

Omega Specialty (other reinsurance)

Omega US Insurance

Omega Underwriting Agents

Other group activities

Total

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Gross premiums written

222,574

31,615

50,449

-

-

304,638

Ceded premiums written

(55,050)

(23,754)

(4,495)

-

-

(83,299)

Gross premiums earned

235,445

43,953

48,334

-

-

327,732

Earned Premiums ceded to reinsurers

(56,241)

(23,121)

(4,480)

-

-

(83,842)

Net earned premium

179,204

20,832

43,854

-

-

243,890

Investment return

6,014

854

1,363

21

6

8,258

Income from management of Lloyd's Syndicate

-

-

-

4,703

-

4,703

Other income

-

-

-

-

243

243

Net revenue

185,218

21,686

45,217

4,724

249

257,094

Expenses

Insurance claims

(215,438)

(73,546)

(30,314)

-

-

(319,298)

Insurance claims recoverable from reinsurers

46,198

23,970

(97)

-

-

70,071

Net insurance claims

(169,240)

(49,576)

(30,411)

-

-

(249,227)

Net acquisition costs

(47,954)

(4,557)

(12,671)

-

-

(65,182)

Other underwriting operating expenses

(8,944)

(1,670)

(2,538)

-

-

(13,152)

Other corporate expenses

(13,833)

(2,582)

(2,084)

(2,173)

(2,782)

(23,454)

Foreign exchange gains

-

-

-

-

(643)

(643)

Finance costs

-

-

-

-

(151)

(151)

Total expenses

(239,971)

(58,385)

(47,704)

(2,173)

(3,576)

(351,809)

Loss before tax

(54,753)

(36,699)

(2,487)

2,551

(3,327)

(94,715)

Loss ratio

94.4%

238.0%

69.3%

102.2%

Commission ratio

26.8%

21.9%

28.9%

26.7%

Other underwriting expense ratio

5.0%

8.0%

5.8%

5.4%

Corporate expense ratio

7.7%

12.4%

4.8%

9.6%

Combined ratio

126.2%

267.9%

104.0%

134.3%

Gross written premium class analysis

Non-marine property insurance

55,868

576

30,178

86,621

Property catastrophe treaty reinsurance

60,526

23,705

-

84,232

Property per risk treaty reinsurance

12,601

5,300

-

17,901

Professional indemnity insurance

18,120

-

-

18,120

Motor insurance and reinsurance

22,198

-

156

22,354

Marine insurance and reinsurance

6,806

491

-

7,297

Liability insurance and reinsurance

35,306

-

20,115

55,421

Other

11,149

1,543

-

12,692

Gross premiums written

222,574

31,615

50,449

304,638

 

 

 

 

2. SEGMENTAL INFORMATION (continued)

 

(i) Income statement by segment

Year ended 31 December 2010

Group participation on and reinsurance of Syndicate 958

Omega Specialty (other reinsurance)

Omega US Insurance

Omega Underwriting Agents

Other group activities

Total

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Gross premiums written

244,902

65,226

45,980

-

-

356,108

Ceded premiums written

(57,844)

(25,594)

(4,263)

-

-

(87,701)

Gross premiums earned

227,364

66,911

41,926

-

-

336,201

Premiums ceded to reinsurers

(57,684)

(26,816)

(4,295)

-

-

(88,795)

Net earned premium

169,680

40,095

37,631

-

-

247,406

Investment return

8,338

2,222

1,566

3

245

12,374

Income from management of Lloyd's Syndicate

-

-

-

1,334

-

1,334

Other income

-

-

-

-

298

298

Net revenue

178,018

42,317

39,197

1,337

543

261,412

Expenses

Insurance claims

(153,948)

(47,964)

(27,569)

-

-

(229,481)

Insurance claims recoverable from reinsurers

14,654

4,500

1,477

-

-

20,631

Net insurance claims

(139,294)

(43,464)

(26,092)

-

-

(208,850)

Net acquisition costs

(44,609)

(7,347)

(11,223)

-

-

(63,179)

Other underwriting operating expenses

(7,240)

(1,295)

(2,589)

-

-

(11,124)

Other corporate expenses

(12,223)

(3,547)

(1,744)

(2,440)

(3,300)

(23,254)

Foreign exchange gains

-

-

-

-

2,112

2,112

Finance costs

-

-

-

-

(53)

(53)

Total expenses

(203,366)

(55,653)

(41,648)

(2,440)

(1,241)

(304,348)

Loss before tax

(25,348)

(13,336)

(2,451)

(1,103)

(698)

(42,936)

Loss ratio

82.1%

108.4%

69.3%

84.4%

Commission ratio

26.3%

18.3%

29.8%

25.5%

Other underwriting expense ratio

4.3%

3.2%

6.9%

4.5%

Corporate expense ratio

7.2%

8.8%

4.6%

9.4%

Combined ratio

112.7%

129.9%

106.0%

114.4%

Gross written premium class analysis

Non-marine property insurance

62,346

73

27,048

89,467

Property catastrophe treaty reinsurance

55,133

49,919

-

105,052

Property per risk treaty reinsurance

11,418

7,468

-

18,886

Professional indemnity insurance

12,624

-

-

12,624

Motor insurance and reinsurance

24,776

-

143

24,919

Marine insurance and reinsurance

43,093

1,315

-

44,408

Liability insurance and reinsurance

25,783

-

18,789

44,572

Other

9,729

6,451

-

16,180

Gross premiums written

244,902

65,226

45,980

356,108

 

 

 

 

2. SEGMENTAL INFORMATION (continued)

 

(ii) Geographic information

 

US

UK

Other EU

Latin/ Central America

Canada

Africa

Australasia /Asia

Other

Total

Year ended 31 December 2011

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Gross written premium

208,895

41,380

16,977

8,597

7,807

2,814

16,907

1,261

304,638

Total assets

428,064

301,923

96,578

4,657

47,102

1,524

9,158

683

889,689

Capital expenditure

(94)

(401)

17

(23)

(501)

 

US

UK

Other EU

Latin/ Central America

Canada

Africa

Australasia /Asia

Other

Total

Year ended 31 December 2010

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Gross written premium

232,953

46,571

21,921

13,431

10,078

3,354

25,154

2,646

356,108

Total assets

574,595

206,784

79,963

6,853

36,831

1,711

12,834

1,350

920,921

Capital expenditure

100

1,858

-

-

-

-

-

80

2,038

 

US$258,859,844 (2010: US$310,546,000) of gross written premium is written in the country of the Group's domicile, Bermuda. This includes quota share reinsurance contracts with Omega US, Omega Dedicated and Syndicate 958.

 

Gross written premium information is based on the location of the insured.

 

Where cover is on a worldwide basis, the apportionment of premium to the categories has been estimated.

 

 

3. INVESTMENT RETURN

 

2011

2010

US$'000

US$'000

Financial investments at fair value through income - interest income

13,122

14,575

Cash and cash equivalents - interest income

90

193

Net realised (losses) on investments

(3,660)

(410)

Net unrealised (losses) on investments

(1,294)

(2,261)

Derivative fair value gains

-

277

8,258

12,374

 

The 2010 derivative fair value gains related to gains on foreign exchange forward contracts entered into by Syndicate 958. These contracts were settled during 2010.

 

 

 

4. INCOME FROM MANAGEMENT OF LLOYD'S SYNDICATE

 

2011

2010

US$'000

US$'000

Profit commission

1,204

(2,227)

Agency fees

2,072

2,215

Management charges to Syndicate 958

1,427

1,346

4,703

1,334

 

 

 

5. ACQUISITION COSTS

2011

2010

US$'000

US$'000

Net expenses in relation to the acquisition of business

63,576

67,605

Movement of deferred acquisition costs

1,606

(4,426)

65,182

63,179

 

 

6. OTHER UNDERWRITING AND CORPORATE EXPENSES

 

2011

2010

Note

US$'000

US$'000

Staff costs

8

15,672

12,891

Operating lease charges

569

520

Audit fees

7

885

787

Depreciation

18

179

208

Amortisation of intangible assets

22

406

160

General corporate expenses

18,895

19,812

36,606

34,378

These amounts have been allocated as follows:

Other underwriting operating expenses

13,152

11,124

Other corporate expenses

23,454

23,254

36,606

34,378

 

Other underwriting expenses are costs which are attributable to the Group underwriting activities. These include the Group share of the expenses of Syndicate 958.

 

The depreciation and amortisation above represent costs borne by the Group. In addition to these amounts, depreciation of US$80,724 (2010: US$62,000) and amortisation of US$1,107,600 (2010: US$235,000) has been recharged to Syndicate 958.

7. AUDITORS FEES

 

Note

2011

2010

US$'000

US$'000

Fees payable to the Group auditor for the audit of Group accounts

- Statutory audit

381

335

Fees payable to the Group auditor for other services

- Local statutory audit of subsidiaries

504

452

6

885

787

 

In addition to the above, amounts of US$344,363 (2010: US$294,000) were paid to the Group auditor for the audit of Syndicate 958.

 

US$10,920 (2010: US$ nil) was payable to the Group auditor for non-audit related services during the year.

 

 

8. STAFF COSTS

 

Staff costs - recurring

2011

2010

Note

US$'000

US$'000

Wages, salaries and profit related pay

12,921

10,797

Share based payments expense

24

438

(272)

Social security costs

1,081

1,184

Other pension costs

1,232

1,182

Total staff costs

6

15,672

12,891

 

 

 

Average number of employees employed by the Group during the year

2011

2010

Number

Number

Underwriting activities

30

30

Management and administration

40

33

Actuarial, modelling and risk management

8

6

Claims

8

8

86

77

 

 

 

9. INCOME TAX

 

Tax expense

2011

2010

US$'000

US$'000

Current tax:

Income tax on profits taxable under UK jurisdiction

-

-

Profits taxed under other jurisdictions

30

61

Adjustments in respect of prior periods

489

(9,505)

Total current tax

519

(9,444)

Deferred tax (credit)/charge:

Origination and reversal of temporary differences

(3,179)

(195)

Impact of rate changes

(456)

-

Other adjustments in respect of prior years

(2,412)

9,512

Total deferred tax

(6,047)

9,317

Total tax credit

(5,528)

(127)

 

 

 

Reconciliation of tax expense

2011

2010

US$'000

US$'000

Loss before tax

(94,715)

(42,936)

Tax at the standard rate of domestic tax applicable to profits in the country concerned

(4,005)

(1,250)

Add back effect of:

Expenses not deductible for tax purposes

42

52

Deferred tax assets not recognised

660

682

Permanent differences related to Syndicate result

-

366

Permanent differences related to share based payments

89

 16

Adjustment in respect of Purchased syndicate participation rights

330

-

Double tax relief available in the future

(182)

-

Other permanent differences

(83)

-

Impact of rate changes

(456)

-

Adjustment in respect of prior period

(1,923)

7

Total tax credit for the period

(5,528)

 (127)

 

The Group's effective tax rate reflects the fact that a proportion of the Group's results are taxable within the UK. The applicable rate of corporation tax in the UK applicable to the 2011 results is 26.5% (2010: 28.0%).

 

As the parent company and Omega Specialty are Bermudian companies and are non-UK resident, their profits are not subject to UK corporation tax. The corporation tax for Bermudian companies is 0% (2010: 0%).

 

 

Deferred tax

Deferred tax is attributable to temporary differences arising on the following:

Underwriting income not yet subject to tax

Crystalised tax losses carried forward

Syndicate Participating Rights

Other Timing Differences

Total

US$'000

US$'000

US$'000

US$'000

US$'000

Deferred tax liability/(asset) at 1 January 2011

50,425

(43,067)

-

(375)

6,983

Movements in year

3,572

(10,271)

607

65

(6,027)

Foreign exchange translation differences

11

-

-

(18)

(7)

Deferred tax liability/(asset) at 31 December 2011

54,008

(53,338)

607

(328)

949

 

The deferred tax liability arising on underwriting income not yet subject to tax relates primarily to reinsurance recoveries due under reinsurance contracts between the Group's Bermuda and UK insurance subsidiaries which have not yet been subject to tax in the UK.

 

The deferred tax asset arising from crystalised tax losses carried forward relates to reinsurance premiums payable by the UK subsidiary on the same contracts which have been subjected to tax, generating tax losses which have been carried forward for use against income subject to tax in future periods. In addition, this deferred tax asset includes US$3,073,000 in relation to US tax losses.

 

The deferred tax liability on Syndicate Participating Rights arises from the requirement under IFRS to record a tax liability for the tax expected to be paid on future profits supporting the carrying value of the Syndicate Participating Rights less expected future tax deductions arising from the amortisation of the capacity asset in the corporate member's tax returns. The tax amount provided reflects the expected tax on those future profits less related reinsurance costs.

 

The UK government has announced its intent to legislate to reduce the main rate of corporation tax by 1% per annum falling to 23% with effect from 1 April 2014. It is anticipated that if enacted this will marginally reduce the company's deferred tax liability.

 

 

10. EARNINGS PER SHARE

 

Earnings per share are based on the result for the year and the weighted average number of shares in issue during the period. For the diluted earnings per share the weighted average number of shares in issue is adjusted to reflect the dilutive effect of the future exercise of share options unless this has the effect of reducing negative earnings per share.

 

2011

2010

Loss for the year in US$'000

(89,187)

(42,809)

Weighted average number of shares in issue

244,044,930

243,479,862

Diluted average number of shares in issue

246,269,663

247,318,956

Earnings per share:

Basic (US cents)

(36.5)

(17.6)

Diluted (US cents)

(36.5)

(17.6)

 

 

 

11. DIVIDENDS

 

Amounts recognised as distributions to equity shareholders in the period:

 

2011

2010

US$'000

US$'000

2010 interim dividend of US 6.0 cents per common share

-

14,610

2009 final dividend of US 6.5 cents per common share

-

15,826

-

30,436

 

 

12. NET INSURANCE CLAIMS

2011

2010

Note

US$'000

US$'000

Claims paid

25

226,095

124,178

Reinsurers' share of claims paid

 25

(51,331)

(12,688)

Net claims paid

174,764

111,490

Movement in insurance liabilities

93,203

105,303

Reinsurers' share of movement in insurance liabilities

(18,740)

(7,943)

Net movement in insurance liabilities

74,463

97,360

Net insurance claims

249,227

208,850

 

Claims development

The Group's underwriting business is predominantly managed on an underwriting year of account basis and a good indicator of the reliability of the Group's reserving estimation process is the extent to which estimates for each historic year of account have developed each year.

 

The following claims development table includes the Group claims experience from participation on Syndicate 958, reinsurance of Syndicate 958, and other underwriting by Omega Specialty and Omega US on an underwriting year of account basis. All years reported are translated at the exchange rate ruling on 31 December 2011. The Group's participation on the closed years of Syndicate 958 is based on the share of the most recent closed year into which those years of account were reinsured.

 

Gross claims development

Year of account

 

Ultimate claims at year end:

2003

2004

2005

2006

2007

2008

2009

2010

2011

 

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

 

 

Year 1

20,426

44,392

85,203

55,459

105,550

176,661

129,902

240,869

249,304

 

Year 2

16,947

55,586

95,467

54,655

130,369

183,301

159,974

307,628

 

Year 3

16,608

53,942

95,937

53,525

130,850

188,263

145,383

-

 

Year 4

15,986

53,839

96,929

54,367

132,936

184,723

-

-

 

Year 5

15,457

54,096

95,323

55,263

130,312

-

-

-

 

Year 6

15,465

54,094

93,830

54,925

-

-

-

-

 

Year 7

15,512

53,275

93,136

-

-

-

-

-

 

Year 8

15,310

53,193

-

-

-

-

-

-

 

Year 9

15,171

-

-

-

-

-

-

 

31 December 2011

15,171

53,193

93,136

54,925

130,312

184,723

145,383

307,628

249,304

 

Claims paid

(14,961)

(51,549)

(88,394)

(46,468)

(110,380)

(152,494)

(95,860)

(137,593)

(63,973)

 

Unearned element of gross claims

-

-

-

-

-

-

-

(3,482)

(68,248)

 

Outstanding and IBNR claims

210

1,644

4,742

8,457

19,932

32,229

49,523

166,553

117,083

 

Provision for claims reported and claims incurred but not reported on 2002 and prior underwriting years

2,083

Total provision for claims reported and claims incurred but not reported

402,456

 

 

 

Net claims development

Year of account

 

Ultimate claims at year end:

2003

2004

2005

2006

2007

2008

2009

2010

2011

 

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

 

 

Year 1

19,286

26,772

34,693

44,350

88,705

141,182

112,403

213,989

227,568

 

Year 2

16,094

33,000

34,312

46,512

111,429

131,960

132,516

225,754

 

Year 3

15,789

30,151

36,092

48,491

112,025

136,368

129,730

-

 

Year 4

15,109

29,909

36,070

49,538

115,545

137,414

-

-

 

Year 5

14,555

30,214

34,298

50,371

116,133

-

-

-

 

Year 6

14,538

30,144

32,994

50,559

-

-

-

-

 

Year 7

14,578

29,339

32,146

-

-

-

-

-

 

Year 8

14,401

29,304

-

-

-

-

-

-

 

Year 9

14,264

-

-

-

-

-

-

 

31 December 2011

14,264

29,304

32,146

50,559

116,133

137,414

129,730

225,754

227,568

 

Claims paid

(14,058)

(27,808)

(27,584)

(42,116)

(96,185)

(113,836)

(84,251)

(87,129)

(54,134)

 

Unearned element of net claims

-

-

-

-

-

-

-

(3,067)

(67,631)

 

Outstanding and IBNR claims

206

1,496

4,562

8,443

19,948

23,578

45,479

135,558

105,803

 

Provision for claims reported and claims incurred but not reported on 2002 and prior underwriting years

1,118

Total provision for claims reported and claims incurred but not reported

346,191

 

The 2010 year of account gross and net ultimate claims have increased significantly during the year (year 2 in respect of the 2010 year of account) as a result of claims arising from a number of catastrophe events in 2011 including earthquakes in Japan and New Zealand.

The net development on the 2010 year of account reflects the benefit of whole account reinsurance recoveries. 

 

To illustrate the degree of sensitivity of the result to changes in the assumptions used in estimating the provisions for claims, the table below shows the approximate affect on profit before tax and shareholders' equity of a 5% movement in the net ultimate loss ratio (which is a key assumption in the estimation process), assuming all other variables remain the same.

 

 

Sensitivity of Profit and Equity to changes in net ultimate loss ratios

2011

2011

2010

2010

 

Effect on Loss before tax

Effect on Equity*

Effect on Loss before tax

Effect on Equity*

 

US$'000

US$'000

US$'000

US$'000

 

 

Increase in net ultimate loss ratio of 5%

(12,194)

(11,483)

(12,370)

(11,466)

 

Decrease in net ultimate loss ratio of 5%

12,194

11,483

12,370

11,466

 

 

* Effect on equity reflects adjustments for tax where applicable

 

13. CASH AND CASH EQUIVALENTS

 

2011

2010

US$'000

US$'000

Cash at bank and in hand

45,871

35,132

Short term bank deposits

21,167

17,679

 67,038

52,811

 

Included in cash and cash equivalents are amounts totalling $38,703,000 (2010: $27,726,000) not available for use by the Group. These assets comprise the following:

 

2011

2010

US$'000

US$'000

Group share of Syndicate's funds and funds at Lloyd's

20,041

14,176

Collateral for letters of credit

17,997

11,102

US regulatory deposits

665

2,448

38,703

27,726

 

14. FINANCIAL INVESTMENTS

 

The Group's financial investments are summarised by categories as follows:

 

2011

2010

US$'000

US$'000

Financial investments at fair value through income

Debt securities and other fixed income securities

561,771

575,920

Money market deposits

20,147

19,292

Funds held in overseas deposits

12,755

9,401

594,673

604,613

 

 

 

(a) Group financial investments include investments held by Group companies and the Group's share of Syndicate investments:

 

2011

2010

 

US$'000

US$'000

 

 

Group investments

497,333

500,367

 

Syndicate investments

97,340

104,246

 

594,673

604,613

 

 

Syndicate investments are held in trust funds and are not available to the Group until distribution of profits to members on a year of account basis.

 

Of the amounts included in Group investments US$147,304,000 (2010: US$104,920,000) is not available for use by the Group as it is held to collateralise insurance balances with Syndicate 958, held as Funds at Lloyd's, Regulatory Deposits and US State deposits. These assets comprise the following:

 

2011

2010

US$'000

US$'000

Investments pledged to guarantee obligations to the Syndicate under a quota share of the 2007 year of account

-

15,700

US State deposits supporting underwriting by Omega US

6,693

6,867

Regulatory deposits supporting Omega Specialty's reinsurance of Omega US

25,957

9,589

Group funds at Lloyd's supporting Syndicate underwriting

114,654

72,764

147,304

104,920

 

 

(b) Determination of fair value hierarchy

 

31 December 2011

Level 1

Level 2

Total fair value at 31 December 2011

US$'000

US$'000

US$'000

Financial investments at fair value through income

Debt securities and other fixed income securities

309,566

252,205

561,771

Funds held in overseas deposits

7,675

5,080

12,755

Money market deposits

20,147

-

20,147

337,388

257,285

594,673

 

31 December 2010

Level 1

Level 2

Total fair value at 31 December 2010

US$'000

US$'000

US$'000

Financial investments at fair value through income

Debt securities and other fixed income securities

405,272

170,648

575,920

Funds held in overseas deposits

4,194

5,207

9,401

Money market deposits

19,292

-

19,292

428,758

175,855

604,613

 

Included in the Level 1 category are financial assets that are measured in whole or in part by reference to published quotes in an active market. A financial instrument is regarded as quoted in an active market if quoted prices are readily and regularly available from an exchange, dealer, broker or industry group, pricing service or regulatory agency and those prices represent actual and regularly occurring market transactions on an arm's length basis.

 

Included in Level 2 are financial assets and liabilities measured using a valuation technique based on assumptions that are supported by prices from observable and current market transactions for which pricing is obtained via pricing services but where prices have not been determined in an active market, financial assets with fair values based on broker quotes, with fair values obtained via fund managers and assets that are valued using the Group's own models whereby the majority of assumptions are market observable.

 

Non market observable inputs mean that fair values are determined in whole or in part using a valuation technique based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor are they based on available market data.

 

Level 3 financial instruments

 

At 31 December 2011 and 2010, the Group did not hold any Level 3 financial instruments, being those for which the fair value is determined in whole or in part using a valuation technique based on assumptions that are neither supported by prices from observable current market transactions in the same instrument nor based on available market data.

 

There has been no reallocation of assets during the year across the Level 1 and Level 2 categories.

 

At 31 December 2011, the Group had no direct holdings in securities issued by the governments of Greece, Portugal, Spain, Italy or Ireland.

 

 

15. INSURANCE RECEIVABLES

 

2011

2010

US$'000

US$'000

Debtors arising from inwards insurance operations

52,402

51,584

 

The carrying amounts disclosed above represent approximate fair values.

 

 

16. PREPAYMENTS AND ACCRUED INCOME

 

2011

2010

US$'000

US$'000

Prepayments

1,436

2,396

Accrued investment income

2,431

2,969

Accrued profit commission

-

5,236

3,867

10,601

 

No managing agent profit commission has been accrued on the open years of account (2010: US$5,236,000).

 

The carrying amounts disclosed above represent approximate fair values.

 

 

17. OTHER DEBTORS

 

2011

2010

US$'000

US$'000

Due from Syndicate members

2,092

1,687

Syndicate debtors

553

5,451

Profit commission receivable on closed years of account

6,440

2,732

Other debtors

1,428

724

10,513

10,594

 

The carrying amounts disclosed above represent approximate fair values at year end.

 

18. PROPERTY AND EQUIPMENT

 

Computer equipment

Office furniture

Total

US$'000

US$'000

US$'000

Cost

At 1 January 2010

780

875

1,655

Additions

57

69

126

At 31 December 2010

837

944

1,781

Additions

92

(28)

64

At 31 December 2011

929

916

1,845

Depreciation

At 1 January 2010

515

198

713

Charge for period

130

140

270

At 31 December 2010

645

338

983

Charge for period

109

151

260

At 31 December 2011

754

489

1,243

Net Book Value

At 1 January 2010

265

677

942

At 31 December 2010

192

606

798

At 31 December 2011

175

427

602

 

 

19. CREDIT QUALITY OF GROUP FINANCIAL ASSETS

 

31 December 2011

AAA

AA

A

BBB

Unrated

Total

Note

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Cash and cash equivalents

50,080

12,379

4,579

-

-

67,038

Financial investments

392,806

86,733

101,900

13,234

-

594,673

Reinsurance assets

a

-

-

76,852

8,190

2,688

87,730

Insurance receivables

b

-

-

-

-

52,402

52,402

Other debtors

-

-

-

-

10,513

10,513

442,886

99,112

183,331

21,424

65,603

812,356

 

 

31 December 2010

AAA

AA

A

BBB

Unrated

Total

Note

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Cash and cash equivalents

-

46,718

6,093

-

-

52,811

Financial investments

516,142

46,742

38,962

2,767

-

604,613

Reinsurance assets

a

-

-

77,852

-

5,418

83,270

Insurance receivables

b

-

-

-

-

51,584

51,584

Other debtors

-

-

-

-

10,594

10,594

516,142

93,460

122,907

2,767

67,596

802,872

 

 

Notes

 

(a) Amounts recoverable from reinsurers on claims outstanding and debtors arising from reinsurance operations (excluding reinsurer's share of unearned premium).

(b) Debtors arising out of direct insurance operations which are due from customers and intermediaries that do not tend to be rated.

(c) The carrying value of financial instruments, other than those carried at fair value, are a reasonable approximation of their fair values.

 

The following table shows the amounts recoverable from reinsurers on claims paid at year end that were past due but not impaired

 

31 December 2011

31 December 2010

US$'000

US$'000

0 - 3 months past due

-

455

3 - 6 months past due

673

134

6 - 12 months past due

6

3

More than 12 months past due

398

388

Total past due

1,077

980

 

 

As at 31 December 2011 there were US$119,000 (2010: US$74,000) of reinsurance assets that were impaired and for which full provision has been made. The amount recoverable from reinsurers above is net of the provision for irrecoverable assets.

 

 

 

20. LIQUIDITY OF MONETARY ASSETS AND LIABILITIES

 

The table below analyses monetary assets and liabilities of the Group by the contractual maturity or expected settlement date.

 

Please refer to note 34(c) in relation to the risk management of these items.

 

31 December 2011

Statement of Financial Position

Up to 1 year

1 to 3 years

3 to 5 years

Over 5 years

Total

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Assets

Cash and cash equivalents

67,038

67,038

-

-

-

67,038

Financial investments

594,673

273,158

273,688

4,033

43,794

594,673

Reinsurance assets

87,730

41,027

46,703

-

-

87,730

Insurance receivables

52,402

52,402

-

-

-

52,402

Other debtors

10,513

10,513

-

-

-

10,513

812,356

444,138

320,391

4,033

43,794

812,356

Liabilities

Insurance contracts

402,456

215,870

186,586

-

-

402,456

Trade and other payables

60,167

60,167

-

-

-

60,167

462,623

276,037

186,586

-

-

462,623

31 December 2010

Statement of Financial Position

Up to 1 year

1 to 3 years

3 to 5 years

Over 5 years

Total

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

Assets

Cash and cash equivalents

52,811

52,811

-

-

-

52,811

Financial investments

604,613

210,228

367,046

25,785

1,554

604,613

Reinsurance assets

83,270

40,668

42,602

-

-

83,270

Insurance receivables

51,584

51,584

-

-

-

51,584

Other debtors

10,594

10,594

-

-

-

10,594

802,872

365,885

409,648

25,785

1,554

802,872

Liabilities

Insurance contracts

313,169

164,839

148,330

-

-

313,169

Trade and other payables

62,672

62,672

-

-

-

62,672

375,841

227,511

148,330

-

-

375,841

 

 

 

21. INTEREST RATE SENSITIVITY

 

The following table shows the effect of movements in interest rates on the Group's loss before tax and equity due to fluctuations in the value of the Group's financial investments:

 

 

 

Movement in Rate

(Basis Points)

2011

 

Effect on Loss before tax

US$'000

2011

 

Effect on Equity*

US$'000

2010

 

Effect on Loss before tax

US$'000

2010

 

Effect on Equity*

US$'000

+50

(3,913)

(3,638)

(4,268)

(3,981)

+100

(7,826)

(7,357)

(8,537)

(8,030)

+150

(11,738)

(11,387)

(12,805)

(12,452)

 

* Effect on equity reflects adjustments for tax where applicable

 

 

22. INTANGIBLE ASSETS

Syndicate Participation Rights

Capitalised Software Development Costs

Total

US$'000

US$'000

US$'000

Cost

At 1 January 2010

39,486

3,523

43,009

Addition - capacity purchased in Syndicate 958

2,221

-

2,221

Addition - software

-

1,912

1,912

At 31 December 2010

41,707

5,435

47,142

Addition - capacity purchased in Syndicate 958

-

-

-

Addition - software

-

(567)

(567)

At 31 December 2011

41,707

4,868

46,575

Amortisation

At 1 January 2010

-

31

31

Charge for period

-

395

395

At 31 December 2010

-

426

426

Charge for period

-

1,514

1,514

At 31 December 2011

-

1,940

1,940

Net Book Value

At 1 January 2010

39,486

3,492

42,978

At 31 December 2010

41,707

5,009

46,716

At 31 December 2011

41,707

2,928

44,635

 

Syndicate participation rights entitle the Group to participate in the underwriting activities of Syndicate 958.

 

In 2011, the Group acquired additional stamp capacity representing 10.4% (2010: 1.7%) of all outstanding capacity of Syndicate 958. This increased the Group's share of the Syndicate capacity to 50.9% with effect from the 2012 Year of Account (2011 Year of Account: 40.5%) at nil cost (2010: US$2,221,000).

 

The Group's share of Syndicate capacity is considered to have an indefinite life. The asset is considered not be impaired as its recoverable amount, being its value in use, exceeds its book value. The value in use has been estimated by reference to the expected future profits to the Group deriving from ownership of this asset over a ten year period (a period considered appropriate for the purpose of consideration of this asset for impairment). The key assumptions used in this profit forecast are based on the profitability of the Syndicate in recent years. No growth rate in Syndicate activity has been assumed in the forecast and projected profits have been discounted at a rate of 10%.

 

Of the total capitalised software development costs, US$4,502,027 relates to the cost of development of a new underwriting system. At the year-end US$1,817,623 of amortisation had been charged for the underwriting system, since it went live on 7 October 2010. The capitalised software development costs have been assessed for indicators of impairment at 31 December 2011 and, based on their expected value in use, are considered not to be impaired.

 

 

23. SHARE CAPITAL

 

2011

2011

2010

2010

Number

US$

Number

US$

Authorised:

Common shares of US$0.10 each

10,000,000,000

1,000,000,000

10,000,000,000

1,000,000,000

Allotted and fully paid:

Common shares of US$0.10 each

244,229,862

24,422,986

243,479,862

24,347,986

 

 

Movement in year relevant to equity shareholders in Omega Group

Number

Par Value

US$

Common shares of US$0.10

Shares in issue at 1 January 2010

243,479,862

24,347,986

Issue of new shares

Shares in issue at 31 December 2010

243,479,862

24,347,986

Issue of new shares

750,000

75,000

Shares in issue at 31 December 2011

244,229,862

24,422,986

 

On 4 March 2011, Richard Tolliday exercised 750,000 of previously vested options.

 

24. SHARE INCENTIVE PLANS

 

During the year ended 31 December 2011, the Group operated two Share Incentive Plans, under which share options have been granted to employees as described below. There are no cash settlement alternatives.

 

Date granted

Exercise price

Exercisable period

Vesting conditions

Long term incentive plan

Option B

06-Apr-05

115p

6 April 2007 to5 April 2015

Total Shareholder Return

Option C

08-Apr-05

115.5p

8 April 2007 to7 April 2015

Total Shareholder Return

Option D

21-Jan-06

0p

5 December 2008 to20 January 2016

Two independent performance conditions

Option G

19-Apr-07

0p

19 April 2010 to18 April 2017

Two independent performance conditions

Option H

01-Jun-07

0p

1 June 2010 to31 May 2017

Two independent performance conditions

Option I

25-Jun-07

0p

25 June 2010 to24 June 2017

Two independent performance conditions

Option J

25-Jun-07

0p

25 June 2010 to24 June 2017

Two independent performance conditions

Option K

25-Oct-07

0p

25 October 2010 to24 October 2017

Two independent performance conditions

Option L

23-May-08

0p

23 May 2011 to22 May 2018

Two independent performance conditions

Option M

21-Apr-10

0p

21 April 2013 to

20 April 2020

Two independent performance conditions

Option N

19-May-10

102.0p

19 May 2010 to

17 May 2013

See below

Executive plan

Option E

07-Apr-05

116.5p

7 April 2008 to6 April 2015

None

Option F

08-Apr-05

115.5p

8 April 2008 to7 April 2015

None

 

Option B "market value option" became exercisable in 3 equal tranches on 6 April 2007, 6 April 2008, and 6 April 2009.

Option C "market value option" became exercisable in 3 equal tranches on 8 April 2007, 8 April 2008, and 8 April 2009.

Option D "performance related nil cost option" is exercisable as follows: one half on 5 December 2008 expiring on 20 January 2016, one third on 5 December 2009 expiring on 20 January 2016, and one sixth on 5 December 2010 expiring on 20 January 2016.

Option E "HMRC tax favoured market value options" are exercisable as follows: two thirds on the second anniversary of grant and one third on the third anniversary of grant expiring on 6 April 2015.

Option F "HMRC tax favoured market value options" are exercisable as follows: two thirds on the third anniversary of grant and one third on the fourth anniversary of grant expiring on 7 April 2015.

Option G "performance related nil cost option" is exercisable as follows: one half on 19 April 2010 expiring on 18 April 2017, one third on 19 April 2011 expiring on 18 April 2017, and one sixth on 19 April 2012 expiring on 18 April 2017.

Option H "performance related nil cost option" is exercisable as follows: one half on 1 June 2010 expiring on 31 May 2017, one third on 1 June 2011 expiring on 31 May 2017, and one sixth on 1 June 2012 expiring on 31 May 2017.

Option I and Option J are "performance related nil cost options" exercisable as follows: in five equal tranches on 25 June 2010, 25 June 2011, 25 June 2012, 25 June 2013 and 25 June 2014.

Option K "performance related nil cost options" is exercisable in five equal tranches on 25 October 2010, 25 October 2011, 25 October 2012, 25 October 2013 and 25 October 2014.

Option L "performance related nil cost options" is exercisable in five equal tranches on 23 May 2011, 23 May 2012, 23 May 2013, 23 May 2014 and 23 May 2015.

Option M "performance related nil cost options" is exercisable as follows: one half on 21 April 2013 expiring on 20 April 2020, one third on 21 April 2014 expiring on 20 April 2020, and one sixth on 21 April 2015 expiring on 20 April 2020.

Option N: In order to facilitate the recruitment of the current Chief Executive Officer during 2010, the Board considered it necessary to agree a special recruitment incentive award under the LTIP.

The recruitment award took into account opportunities forgone by the Chief Executive Officer at the time of his appointment to the Company.

The recruitment award comprises the following features:

·; A market value option granted on 19 May 2010, over 2,500,000 shares with an exercise price of £1.02 per share that will vest subject to continued employment on 17 May 2013 (the "First Option");

 

·; An undertaking to grant a further market value option over 2,500,000 shares on 19 May 2011 with the exercise price per share set at the prevailing market price that will vest subject to continued employment on 19 May 2014 (the "Second Option"); and

 

·; An undertaking to grant a further market value option over 2,500,000 shares on 18 May 2012 with the exercise price per share set at the prevailing market price that will vest subject to continued employment on 19 May 2015 (the "Third Option").

 

The Company was in a Prohibited Period for share dealing purposes in accordance with the Model Code for the entirety of 2011. As such, in accordance with the rules of the LTIP, the Second Option was unable to be granted on 19 May 2011. The terms of the recruitment award provide that, in such circumstances, the grant is to be made on the first subsequent day on which a grant may be made in accordance with the rules of the LTIP.

Further terms of the award included that (i) if a change of control occurs prior to the Second Option being granted then an option over 5,000,000 shares shall be granted prior to the change of control at an exercise price of £1.02 and vesting on the occurrence of the change of control; and (ii) if the change of control is to take place after the Second Option being granted but before the grant of the Third Option then an option over 2,500,000 shares shall be granted prior to the change of control at the same exercise price as that set for the Second Option and vesting on the occurrence of the change of control.

 

 

Total number of shares under options:

 

 

Options outstanding at 1 January 2011

Granted

Lapsed

Forfeited

Exercised

Options outstanding at 31 December 2011

Long term incentive plan

Option B

746,110

-

-

(503,129)

-

242,981

Option C

4,916

-

-

-

-

4,916

Option D

1,100,000

-

-

-

(750,000)

350,000

Option G

-

-

-

-

-

-

Option H

250,000

-

-

(250,000)

-

-

Option I

2,280,000

-

-

(2,280,000)

-

-

Option J

1,592,000

-

(383,000)

(135,000)

-

1,074,000

Option K

400,000

-

(100,000)

-

-

300,000

Option L

50,000

-

(10,000)

-

-

40,000

Option M

2,147,580

-

-

-

-

2,147,580

Option N

2,500,000

-

-

-

-

2,500,000

Executive plan

Option E

51,502

-

-

(25,751)

-

25,751

Option F

263,266

-

-

(40,724)

-

222,542

 

Options B and C are subject to the TSR Performance condition - for the options to vest, average annual total shareholder return (TSR) over the relevant performance period must be at least equal to the greater of: a) the percentage change in the Retail Price Index (RPI) over the relevant performance period plus 5 per cent; and b) 10 per cent. The relevant performance period is the time between the date at which the options were granted and date from which they are first exercisable as shown above.

 

The performance conditions for Options E and F were deemed to have been satisfied at the time of the Company's domicile to Bermuda.

 

Options D, G, H, I, J, K and L are subject to two independent performance conditions. The first performance condition attaches to 75% of the options granted and relates to the average compound annual percentage growth in the Group's TSR over the particular performance period. The second performance condition attaches to 25% of the options granted and relates to the Group's TSR relative to the constituents of a comparator group identified by the Group over the particular performance period.

 

In 2011, there were nil lapses (2010: 373,054) of Options B due to performance conditions not being met, as the final performance condition for the final tranche of this award had been determined in 2010. In 2011, 503,129 (2010: nil) of Options D were forfeited due to an employee departing from the Group.

 

In 2011, there were nil lapses (2010: 4,917) of Options C due to performance conditions not being met, as the final performance condition for the final tranche of this award had been determined in 2010. In 2011, nil (2010: nil) of Options C were forfeited due to employees departing the Group.

 

In 2011, there were nil lapses (2010: 429,167) of Options D, due to performance conditions not being met, as the final performance condition for the final tranche of this award had been determined in 2010. In 2011, nil (2010: nil) of Options D were forfeited due to employees leaving the Group.

 

In 2011, 25,751 (2010: nil) of Options E were forfeited due to employees departing from the Group.

 

In 2011, 40,724 (2010: nil) of Options F were forfeited due to employees departing from the Group.

 

In 2011, there were nil lapses (2010: 87,500) of Options G due to performance conditions not being met, and nil (2010: 87,500) of Options G were forfeited due to employees departing from the Group.

 

In 2011, there were nil lapses (2010: 250,000) of Options H due to performance conditions not being met, and 250,000 (2010: nil) of Options H were forfeited due to an employee departing from the Group.

 

In 2011, there were nil lapses (2010: 570,000) of Options I due to performance conditions not being met, and 2,280,000 of Options I (2010: nil) were forfeited due to an employee departing from the Group.

 

In 2011, 383,000 (2010: 433,000) of Options J, exercisable on 25 June 2011 were lapsed due to the second performance condition not being met and 135,000 (2010: 140,000) options were forfeited due to employees departing from the Group.

 

In 2011, 100,000 (2010: 100,000) of Options K, exercisable on 25 October 2011 were lapsed due to the second performance condition not being met, and nil (2010: nil) of Options K were forfeited due to employees departing from the Group.

 

In 2011, 10,000 (2010: nil) of Options L, exercisable on 23 May 2011 were lapsed due to the first performance condition not being met and nil (2010: 50,000) of Options L were forfeited due to an employee departing from the Group.

 

In 2011, nil (2010: 412,676) of Options M were forfeited due to employees departing from the Group.

 

On 4 March 2011 the Company received notice from R V Tolliday in relation to the exercise of 750,000 previously vested D options, which resulted in the allotment of 750,000 shares during the year ended 31 December 2011. All his remaining awards were forfeit from 16 March 2011. There were no share option exercises in 2010.

 

The share price at 7 March 2011, being the date of exercise for shares exercised in 2011, was 100.045p. (2010: nil). The options outstanding at 31 December 2011 had a range of exercise price of 0p to 116.5p, a weighted average exercise price of 45.2p (2010: 37.5p), and a weighted average remaining contractual life of 4.69 years (2010: 5.96 years).

 

As a result of her departure from the Group on 9 March 2011 and a decision by the Remuneration Committee that she should be treated as a Good Leaver, Penny James' remaining options were, subject to the performance conditions being met, due to vest on a time apportioned basis on that date. At 31 December 2010 the remaining options held by Mrs James were: 250,000 of Options H and 200,000 of Options I. Both Option H and Option I failed to meet the relevant performance conditions and lapsed during the year ended 31 December 2011.

 

Fair value of options

Inputs to the valuation model

 

The fair values of equity settled awards granted under the Long Term Incentive Plan and Executive Plan have been calculated using a variation of the Binomial option pricing model that takes into account the specific features of these two Share Incentive Plans. The following principal assumptions were used in the valuation:

 

2010 options

2008 options

2007 options

2006 options

2005 options

Share price on date of grant

102.0 - 106.0p

145.2p

158.5p - 163.3p

127.5p

115.0p - 116.5p

Expected dividend yield

6.9%

5.50%

3.0%

2.5%

0.5% - 2.5%

Expected volatility

19%

30%

25%

25%

10% - 25%

Risk-free interest rate

3.87% - 4.28%

4.95%

4.79% - 5.50%

4.10%

4.20% - 4.25%

Employee turnover

0% - 10%

0%

0% - 15%

5% - 7%

0.5% - 5.0%

 

The expected volatility for options granted in 2010 has been based on historical movements in the Company's share price, calculated as the standard deviation of percentage returns on the share in the period since its initial public offering. In prior years, the expected volatility has been based on a combination of the volatility of the Group shares and the volatility of comparable listed companies given the limited historic company volatility information prevailing until its flotation on the AIM market.

 

Based on the above information, figures of between 10% and 30% have been used for volatility over the course of the lives of the options, reflecting the increase in the volatility of the Group's share prices from its current level.

 

Based on the above assumptions, and after allowing for the effects of the TSR performance criteria by performing Monte Carlo simulations, the fair values of the options granted are estimated to be:

 

Weighted average fair value

Option B/C:

2005 Long Term Incentive Plan 'market value' options

13.91p

Option E/F:

2005 Executive Plan 'market value' options

14.32p

Option D:

2006 Long Term Incentive Plan 'Nil cost' options

50.73p

Option G:

2007 Long Term Incentive Plan 'Nil cost' options

79.51p

Option H:

2007 Long Term Incentive Plan 'Nil cost' options

80.87p

Option I/J/K:

2007 Long Term Incentive Plan 'Nil cost' options

77.06p

Option L:

2008 Long Term Incentive Plan 'Nil cost' options

54.87p

Option M:

2010 Long Term Incentive Plan 'Nil cost' options

49.34p

Option N:

2010 Long term Incentive Plan 'market value' options

9.10p

 

Expense arising from share-based payments

 

Based on the above fair values and the Group's expectations of employee turnover, the expense arising from share options granted to employees was US$437,834 for the year ended 31 December 2011 (2010: an expense of US$272,000). There were no other share-based payment transactions.

 

 

 

25. INSURANCE CONTRACT ASSETS AND LIABILITIES

 

2011

2010

Insurance liabilities

Reinsurance assets

Net

Insurance liabilities

Reinsurance assets

Net

 

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

 

 

Provision for claims reported

226,428

(18,637)

207,791

168,800

(18,712)

150,088

 

Provision for claims incurred but not reported

176,028

(37,628)

138,400

144,369

(19,273)

125,096

 

402,456

(56,265)

346,191

313,169

(37,985)

275,184

 

Provision for unearned premium

90,365

(19,810)

70,555

113,461

(20,350)

93,111

 

492,821

(76,075)

416,746

426,630

(58,335)

368,295

 

 

The provision for claims reported and claims incurred but not yet reported (IBNR) may be analysed as follows:

2011

2010

Insurance liabilities

Reinsurance assets

Net

Insurance liabilities

Reinsurance assets

Net

 

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

 

 

At 1 January

313,169

(37,985)

275,184

211,355

(32,039)

179,316

 

Movements on claims incurred

319,298

(70,071)

249,227

229,481

(20,631)

208,850

 

Claims paid during the year

(226,095)

51,331

(174,764)

(124,178)

 12,688

(111,490)

 

Foreign exchange adjustments

(3,916)

460

(3,456)

(3,489)

1,997

(1,492)

 

At 31 December

402,456

(56,265)

346,191

313,169

(37,985)

275,184

 

 

The provision for unearned premium may be analysed as follows:

 

2011

2010

Insurance liabilities

Reinsurance assets

Net

Insurance liabilities

Reinsurance assets

Net

 

US$'000

US$'000

US$'000

US$'000

US$'000

US$'000

 

 

At 1 January

113,461

(20,350)

93,111

93,554 

(21,444)

72,110

 

Premiums written in the year

304,637

(83,301)

221,336

356,108 

(87,701)

268,407

 

Premiums earned in the year

(327,733)

83,841

(243,892)

(336,201)

88,795

(247,406)

 

At 31 December

90,365

(19,810)

70,555

113,461

(20,350)

93,111

 

 

 

26. TRADE AND OTHER PAYABLES

2011

2010

US$'000

US$'000

Arising out of direct insurance operations

9,513

6,566

Arising out of reinsurance operations

39,061

37,791

Syndicate creditors

1,402

335

Other creditors

1,319

6,680

Accruals and deferred income

8,872

11,300

60,167

62,672

 

The carrying amounts disclosed above represent approximate fair values at year end.

 

 

27. COMMITMENTS, CONTINGENCIES AND PROVISIONS

 

At 31 December 2011, the future minimum lease payments under non-cancellable operating leases are set out below:

 

2011

2010

US$'000

US$'000

Total future minimum lease payments:

Within one year

713

700

Between one and five years

1,160

1,482

1,873

2,182

 

Of the commitments due under operating leases approximately 46% (2010: 47%) will be reimbursed by the Syndicate.

 

Richard Tolliday, the former Chief Executive Officer of the Group, has issued a claim against the Company alleging that he is due payments under a clause in his employment contract entitling him to certain payments in the case of a change in control of the Group and his subsequent departure from the Group. Were Mr Tolliday successful, an estimated claim of US$6.5m would be payable. The information usually required by IAS 37 Provisions, Contingent Liabilities and Contingent Assets, is not disclosed on the grounds that it can be expected to prejudice seriously the outcome of the litigation.

 

 

28. EFFECTS OF FOREIGN EXCHANGE

 

The exchange rates used in translating foreign currency amounts in the preparation of these accounts are:

 

2011

2010

Average rate

Year end rate

Average rate

Year end rate

US$

US$

US$

US$

£1 sterling is equivalent to

1.60

1.55

1.55

1.57

Euro 1 is equivalent to

1.39

1.29

1.32

1.34

Can $1 is equivalent to

1.01

0.98

0.97

1.01

 

 

The table below illustrates the exposure to foreign exchange risk, summarising the carrying value of total assets and liabilities by currency in converted US dollars:

 

As at 31 December 2011

US $

UK £

Can $

Euro

Total

US$'000

US$'000

US$'000

US$'000

US$'000

Assets

432,721

313,288

47,102

96,578

889,689

Liabilities

(52,136)

(379,196)

(39,355)

(86,323)

(557,010)

Net assets

380,585

(65,908)

7,747

10,255

332,679

 

As at 31 December 2010

US $

UK £

Can $

Euro

Total

US$'000

US$'000

US$'000

US$'000

US$'000

Assets

581,448

222,680

36,831

79,962

920,921

Liabilities

(127,091)

(274,577)

(27,389)

(70,301)

(499,358)

Net assets

454,357

(51,897)

9,442

9,661

421,563

 

 

 

 

The table below shows the effect on profit and equity of a change in the exchange rates of Sterling, Canadian dollar and the Euro to the US dollar, assuming all other variables remain the same.

 

2011

2011

2010

2010

Effect on Profit before tax

Effect on Equity*

Effect on Profit before tax

Effect on Equity*

US$'000

US$'000

US$'000

US$'000

10% increase against US dollar

(4,791)

4,511

(3,279)

3,040

10% decrease against US dollar

4,791

(4,511)

3,279

(3,040)

 

* Effect on equity reflects adjustments for tax when applicable and items reflected directly in the foreign exchange reserve.

 

 

29. CASH GENERATED FROM OPERATIONS

 

2011

2010 Restated

US$'000

US$'000

Profit before taxation

(94,715)

(42,936)

Adjustments:

- Depreciation of tangible assets

260

270

- Amortisation of intangible assets

1,514

395

- Realised and unrealised losses / (gains)

4,954

2,394

- Charge in relation to financing

151

53

- Foreign exchange adjustments

643

(2,112)

- Charge/ (credit) in relation to share option awards

438

(272)

Changes in operating assets and liabilities

- Decrease / (Increase) in financial investments

4,986

(34,731)

- Decrease/ (Increase) in deferred acquisition costs

1,606

(4,426)

- (Increase) in reinsurance assets

15,890

(14,718)

- Decrease in insurance receivables

(818)

(8,519)

- Decrease in prepayments and accrued income

6,734

3,487

- Decrease in other debtors

81

14,794

- Increase in insurance liabilities

66,190

121,721

- (Decrease) / increase in trade and other payables

(1,821)

13,612

6,093

49,012

*In 2011 the presentation of foreign exchange adjustments has been revised to better reflect their effect on cashflow from operations. The 2010 comparatives have been revised accordingly.

 

30. EVENTS AFTER THE BALANCE SHEET DATE

 

No material post balance sheet events have occurred.

 

31. RELATED PARTY TRANSACTIONS

 

Key management compensation

2011

2010

US$'000

US$'000

Salaries and other short term employee benefits

1,698

2,952

Share-based payments

322

 514

Post employment benefits - Company contributions paid to money purchase pension scheme

107

232

2,127

3,698

 

For the purposes of International Accounting Standard 24 "Related party disclosures", key managers are defined as the Board of Directors.

 

Geoffrey Johnson retired in 2010 from the PricewaterhouseCoopers network ("PwC") after a forty year career, and has disclosed to the Company that he is in receipt of a partnership retirement annuity paid out of the profits of PwC LLP UK firm and that this annuity is material to him. PwC provide services to the Omega Group as advisers on taxation and other matters. The Group incurred fees of US$1,358,000 payable to PwC in 2011 in relation to tax and other advisory services (including in relation to Solvency II regulation).

 

Ernest Morrison, David Cooper and Jonathan Betts, three of the Non-executive Directors of the Company during the year are employees of Cox Hallett Wilkinson, who have been engaged to provide legal advice in relation to Bermudian legal matters. US$53,580 fees have incurred in respect of such services up to 31 December 2011.

 

The aggregate gain made by Directors on exercise of options during 2011 was US$ nil (2010: US$Nil).

 

Directors' interests in the shares of the Company are set out in the Directors' Report in the 2011 Report and Accounts.

 

 

 

32. CONSOLIDATED ENTITIES

 

The following entities are consolidated within these Financial Statements

Subsidiary undertakings at 31 December 2011

Country of incorporation

Proportion and voting rights of shares held

Nature of business

Omega Specialty Insurance Company Limited

Bermuda

100%

Insurance company

Omega US Insurance, Inc. *

USA

100%

Insurance company

Omega US Holdings, Inc.

USA

100%

Intermediate holding company

Omega Underwriting Holdings Limited

UK

100%

Intermediate holding company

Omega Underwriting Agents Limited *

UK

100%

Lloyd's managing agent

Omega Dedicated Limited *

UK

100%

Lloyd's corporate member

Omega Administration Services Limited *

UK

100%

Service company to other members of Omega Group

Omega Europe GmbH *

Germany

100%

European underwriting agent

Omega Europe Limited *

UK

100%

Dormant company

Omega Underwriting Investments Limited *

UK

100%

Dormant company

Omega Dedicated (No 2) Limited *

UK

100%

Lloyd's corporate member - no longer underwriting

 

All holdings are of ordinary shares

 

* Owned by a subsidiary undertaking of the Company

 

 

33. GUARANTEES AND CONTINGENT LIABILITIES

 

Letter of credit

 

Omega Specialty has Letter of Credit (LOC) facilities of US$30,000,000 (2010: US$64,540,000) to support its underwriting requirements.

 

These facilities have been utilised as follows and, as set out in note 13, are backed by restricted cash holdings.

 

·; Omega Specialty has deposited LOCs totalling US$17,997,000 (2010: US$11,102,000) with various US cedants. Should Omega Specialty fail to meet its obligations under contracts with these US cedants they would be able to draw down on these LOCs.

 

The LOCs on these facilities are all secured by a charge over certain of Omega Specialty's cash deposits as set out in note 14.

 

Restricted assets

As set out in note 13 and 14, various cash and investment balances held by the Group are not available to the Group due to collateral and trust arrangements.

 

 

34. RISK MANAGEMENT

 

The Group sets risk appetite and manages and monitors its key risks through the Board committee structure, with specific committees being given the responsibility for monitoring and managing specific risks. It uses and continues to develop a risk and control register as the central tool in this process to enable the Board to assess the relative scale and importance of the risks inherent in the business. Alongside the management controls in place, this process is intended to protect the shareholder from excessive volatility in earnings and/or deterioration in its capital position.

 

The Risk Management Framework and monitoring thereof is the responsibility of the Board. The Board's view of the key risk areas facing the Group is demonstrated in the risk universe, shown in full below:

 

A. Insurance risk

B. Credit risk

C. Liquidity risk

D. Market risk

E. Operational risk

F. Group risk

 

A. Insurance risk

Insurance risk is the risk that the claims payable on an insurance or reinsurance book of policies outweigh the premiums charged. Such a risk could crystallise as a result of under-pricing premiums, a major claim event, such as a hurricane, or a general (or "attritional") value of claims that exceeds expectations. This is the single largest risk category faced by the Group. Losses resulting from major catastrophes or multiple events can have a material impact on earnings.

 

The expert management of insurance risk remains core to our business proposition. In underwriting reinsurance and insurance policies the underwriters use skill, experience and knowledge of how the claims have developed in the past to understand the appropriate level of premium required on a policy. Omega's business is predominantly low premium short tail business in areas which it has been familiar with for many years. Omega has been working with many of the managing general agents and brokers for a number of years, and therefore the majority of our business lines are mature. As a result the underwriters and claims team have a good understanding of how claims develop.

 

There are a number of key controls which limit the amount of insurance risk taken. Specifically a business plan is prepared and agreed and progress against this is monitored. As part of this business planning process, limits on the amount of business each underwriter may write in his or her respective class are set and can only be exceeded with the sanction of senior management. The business planning process will be part of the Group's ongoing governance and procedures review.

 

Some insurances are written through binder agreements where the Group is bound by other agents. The Group maintains long term relationships with most agents, giving confidence as to the quality of underwriting and nature of the business. There are clear authority limits in place and the business is monitored by Omega.

 

Realistic Disaster Scenarios ('RDS')

The nature of the Omega book means it is diversified in a variety of ways to help balance the exposure. Peak exposures are monitored by the review of 'Realistic Disaster Scenarios' which seek to estimate the effect of certain loss events, such as windstorms and earthquakes. These are designated storm paths/loss events set by Lloyd's and they are supplemented where appropriate by scenarios that the Group believe may be more applicable to the specific Omega portfolio.

 

For each scenario, the risk exposures in the relevant zone are identified and then Probable Maximum Loss factors (PML's) are applied to determine the probable maximum loss for that scenario. These probable maximum losses are expected only to be incurred in extreme events as determined by Lloyd's guidelines.

 

The relevant entity boards review and monitor these PML's to ensure they are consistent with the Group's risk tolerance and strategy. The monitoring process will be enhanced now that the Group has subscribed to the use of third party proprietary catastrophe modelling software.

 

The Omega Group's portfolio has an inherent balance created by a diversity of both geographic exposure and business class. The exact balance is adjusted dependent on rate strength in a particular niche or field at any one time, considered against our maximum exposures.

 

 

 

Reinsurance process

Omega's reinsurance programme combines both policies to limit exposure to specific risks and events with some whole account covers aiming at protecting shareholder capital in the event of a combination of major loss events. Over time the pricing and quality of terms available on retrocessional reinsurance cover varies. Omega's underwriters assess the availability of quality reinsurance each year and adjust their business volume and type according to their overall net exposure to losses.

 

The exact nature of the programme is influenced by the availability, price and quality of reinsurance coverage in the market place. The Group will only place reinsurance with counterparties it believes have the financial strength to stand by their contracts in stress scenarios and where it is believed the terms of the contract offer real benefit.

 

Omega Specialty benefits from participation on elements of Syndicate 958's reinsurance programme and a tailored programme of its own.

 

Within the Syndicate, the reinsurance programme consists of:

·; Direct and facultative cover to limit exposure to an individual or group of risks.

·; Excess of loss cover to protect the whole account should there be a series of loss events that drive total claims above a certain limit for the portfolio.

·; Industry Loss Warranties which offer protection from a major event that affects a series of different kinds of risks.

 

The use of catastrophe modelling informs reinsurance decision making.

 

Reserving risk

Reserving risk is the risk that the cost of claims incurred will ultimately differ materially from the amounts assumed in estimating the provision for claims reported and the provision for claims incurred but not reported and the reinsurers' share of these amounts, ("claims reserves" or "reserves") to be included in the Group balance sheet. As an insurance underwriter, the Group's provisions for claims form the most significant component of the Group's liabilities and small proportional changes in the estimation of these liabilities can have a significant effect on the profit reported by the Group.

 

To illustrate the degree of sensitivity of the result to changes in the assumptions used in estimating the provisions for claims, note 12 shows the approximate affect on profit before tax and shareholders' equity of a 5% movement in the net ultimate loss ratio (which is a key assumption in the estimation process), assuming all other variables remain the same.

 

Given the sensitivity of the claims reserves to small changes in assumptions and inherent uncertainties, the reserves established at any point in time are an area of considerable judgement and the ultimate cost of the related claims may differ from current estimates.

 

The key sources of this uncertainty in relation to the Group's claims reserves are:

·; Catastrophe losses, for example the Thai floods in 2011, which are inherently difficult to evaluate particularly since it can take months or years for the related individual claims to be notified or evaluated by loss adjusters.

·; Large individual claims which can result in complex litigation, which may make it difficult to estimate the total claim or share of total claim apportioned to the Syndicate or the Group.

·; Longer tail liability classes where the development of claims is slow and therefore notifications and data upon which reliable projection may be based is limited. Omega has limited exposure to long term liability classes.

 

To ensure the appropriate level of claims reserves are held by the Syndicate, case reserves are reviewed by claims managers and the relevant underwriter to ensure an appropriate provision is made for claims notified. For older years these case reserves represent the majority of the claims provisions due to the short tail nature of the Omega book.

 

Then on a portfolio basis, future claims payments for the Syndicate are projected by the Group's in-house actuarial team based on the historic claims development pattern for each class of business. This process is used to determine the amount of provision required for claims that have been incurred but not yet reported ("IBNR") and to assess the appropriate total value of provision for claims. In more recent underwriting years IBNR comprises a much greater proportion of the overall reserves and hence those years are subject to a greater degree of uncertainty.

 

Given the similarity of the OSIL and Syndicate books of business, Syndicate loss ratios are currently used to derive the Omega Specialty reserves with adjustment for local variations. For Omega US the Group projects based on the company's own loss ratio experience and relevant US benchmarks to estimate the required reserves.

 

In addition, Towers Watson, a firm of independent actuaries, is engaged by the Group to complete an independent reserving exercise for the Syndicate, Omega Specialty and Omega US, based on actuarial techniques that involve projecting the level of future claims payments based on historic data and market benchmarks.

 

The results of both processes are compared and reviewed by the Syndicate Reserving Committee in relation to Syndicate reserves, and the Group Reserving Committee, and Group Audit Committee, in relation to the Group's claims reserves.

 

Note 12 shows the development of the Group's ultimate claims estimates over the past eight years.

 

B. Credit risk

Credit risk represents the risk of loss arising from default of counterparties. The following are the key areas where the Group is exposed to credit risk:

·; the risk of counterparties to the Group's reinsurance programme not being able to fulfil their obligations to the Group (reinsurance credit risk);

·; the risk of monies held by brokers and other intermediaries on behalf of the Group being lost through insolvency (broker and intermediary credit risk); and

·; the risk of the Group making losses on its investment or cash holdings through default of bond issuers or financial institutions (investment and cash credit risk).

 

Note 19 provides information regarding these risks to the Group by classifying the Group's assets according to the credit ratings of counterparties. These amounts represent the maximum credit risk exposure to the Group.

 

Broker and Intermediary credit risk

The Group continues to deal primarily with brokers and intermediaries with whom it has longstanding relationships. The Group monitors its exposure to individual brokers and intermediaries on an ongoing basis to identify potential concentrations of risk.

 

Investment and cash credit risk

The Syndicate operates within the investment guidelines recommended by the Syndicate Investment Committee and approved by the OUAL Board and the rest of the Group companies operate within the investment guidelines recommended by the Group Investment Committee and approved by the Board. These guidelines stipulate the permissible types of investments, Value at Risk (VaR) limits, maximum duration, counterparties, minimum acceptable ratings and counterparty exposure limits. Counterparty limits are applied both in terms of maximum concentrations with specific organisations and in terms of minimum credit rating criteria for the portfolio.

 

Adherence to these guidelines and monitoring of overall investment performance is the responsibility of each company within the Group and is reviewed by the respective Investment committees.

 

Reinsurance credit risk

Reinsurance credit risk is mitigated by ensuring that only appropriate and suitably capitalised and rated reinsurance carriers are allowed to form part of the Syndicate's, Omega Specialty's and Omega US's reinsurance programme. The Group has an excellent track record in terms of recoverability of reinsurance balances. There are processes in place within the Group to monitor the reinsurance programmes to ensure this continues and have specific criteria to prevent reinsurance contracts being placed with carriers with inadequate financial strength.

 

The Group considers reinsurance ratings, notified disputes and collection experience in determining whether reinsurance assets are impaired.

 

Note 19 shows the amounts recoverable from reinsurers that were impaired and amounts recoverable on claims paid at the year-end that were past due but not impaired.

 

 

C. Liquidity risk

Liquidity risk represents the risk that there is insufficient cash available to meet liabilities when they become due. The Group Investment Committee monitors the Group's exposure to liquidity risk by reviewing future expected cash flows, and by aligning the asset duration with liability duration. The Group's investment portfolios are high quality fixed income bonds and therefore the Group should not experience impairment of these assets if it was required to make sales of such assets quickly, for example to pay claims arising from a catastrophic loss event.

 

Note 20 analyses monetary assets and liabilities of the Group by the contractual maturity or expected settlement date.

 

The amounts and maturities in respect of insurance liabilities are based on management's best estimate based on past experience. However, the nature of insurance is that the funding requirements cannot be predicted with absolute certainty. Therefore the Group maintains surplus realisable investment assets to meet such short term liquidity requirements as may arise.

 

 

D. Market risk

Market risk arises where the value of assets and liabilities changes as a result of movements in interest rates and market prices. It is the responsibility of the Group Investment Committee to monitor and oversee the management of market risk to the Group.

 

Market price risk

The Group adopts a conservative approach to its investment portfolio as it believes that the business should be focused on insurance risk and returns. As a result the Group's investments guidelines do not allow investments in equities or speculative currency positions. Holdings are predominantly comprised of cash deposits, cash money market funds with major banks and good quality fixed income investments, including treasuries, government agency debt and high quality corporate debt.

 

Interest rate risk

Interest rate risk is the risk of the Group making losses as a result of interest rate fluctuations and is managed by the Group through the management of the duration of the Group's investments and in particular by keeping the durations of such assets relatively short.

 

The short tail nature of the Group's liabilities means that the Group sets target duration on each of its portfolios under three years. This serves to limit the Group's exposure to movements in interest rates.

 

Note 21 shows the effect on profit and equity of the revaluation of the assets on the balance sheet at the year end, as a result of basis point movements in interest rates. The sensitivities assume all other variables remain the same.

 

Foreign exchange risk

As an international Group, Omega has assets, liabilities and cash flows in a number of currencies. To minimise volatility in earnings as a result of movements in exchange rates the Group seeks to hold assets in currencies broadly matching the expected cash flows. As the Group predominantly transacts US centric business, the functional currency of the key operating companies within the Group is US dollars, minimising the risk of volatility due to balance sheet translation. Where a known cash flow is expected in a mismatched currency it may be hedged with a forward contract.

 

The table in note 28 illustrates the exposure to foreign exchange risk, summarising the carrying value of total assets and liabilities by currency as well as the effects on profit and equity of a change in the exchange rates of Sterling, Canadian dollar and the Euro to the US dollar, assuming all other variables remain the same.

 

 

E. Operational risk

Operational risk is the risk of loss due to breakdown of systems and controls processes within the Group. The Group monitors operational risk through risk register processes. Specific responsibility for monitoring operational risk has been allocated through the Group's governance structure, with nominated boards / committees in each operating company and at Group.

 

The Group sets policies which the subsidiary companies then adopt and implement as appropriate to their operations. The adherence of subsidiary companies with Group policies is monitored though quarterly reporting to the Group Board and Audit & Risk Committee.

 

 

35. CAPITAL MANAGEMENT

The total amount of capital of the Group excluding intangible assets is US$288,045,000 (2010: US$374,847,000).

 

The Group adopts an active approach towards capital management, seeking to return excess capital to shareholders as demonstrated by the pay-out of a large proportion of its prior profits in dividends.

 

In determining the required amount of capital the Board consider:

·; Regulatory solvency requirements in Omega Specialty

·; Regulatory solvency requirements in Omega US

·; The capital required to support Omega Dedicated's corporate membership of Syndicate 958

·; The level of capital required to support our credit ratings in each rated entity.

 

The relevant boards monitor the solvency position against regulatory and credit rating requirements.

 

Although Omega Specialty has specific regulatory funding and capital requirements, these are less demanding than the capital levels required to support the A- (Excellent) credit rating from A.M. Best. In practice, meeting asset strength requirements to support the credit ratings means regulatory requirements are also met.

 

The solvency levels are therefore monitored and reported to the respective bodies, but the main focus of management's attention is the understanding of the effect of business plans and decisions on the 'BCAR', A.M. Best's capital ratio which is one of the key determinants in rating decisions. The BCAR is a ratio of required capital to actual capital, where required capital is determined by applying standardised capital loadings for each type of risk. The actual capital is calculated in stress circumstances where the rated entity must demonstrate it has adequate capital even after a major catastrophe loss.

 

Management reviews both the effect of business plans on the BCAR and any management decisions, adjusting the reinsurance programme or gross premium levels as appropriate.

 

For the Syndicate, an 'individual capital assessment' is carried out each year, using stochastic modelling techniques and the management team's judgement as to the financial effect of risks. The model derives the amount of capital required to ensure the Syndicate has positive net assets over the coming year to a 99.5% confidence level. This is reviewed and used by Lloyd's to determine the required capital ratio for each member supporting the Syndicate's capacity. For the Syndicate's 2012 year of account, Omega Dedicated Limited's capital ratio figure is 44.5%. In 2012, Omega Dedicated represents 50.9% of the Syndicate's overall capacity.

 

Omega US is also rated by AM Best, but presently its highest capital requirement is the regulatory requirement to have statutory net assets above US$45m.

All externally imposed capital requirements have been complied with during the year.

 

This information is provided by RNS
The company news service from the London Stock Exchange
 
END
 
 
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