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OLD REPUBLIC INTERNATIONAL CORP

For the period ended Jun 30, 2024. Filed Aug 2, 2024.

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About this filing

A company's report for each of its first three quarters. The financial statements are not audited. It shows how the business has moved since the last annual report, and what management says changed.

Jun 30, 2024 · Filed Aug 2, 2024

ORI$39.61-1.9%Stored close · as of Nov 6, 2026
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Item 1. Consolidated Balance Sheets

($ in Millions, Except Share Data)
(Unaudited)
June 30, · December 31,
2024 · 2023
Assets
Investments:
Fixed income securities (at fair value) (amortized cost: $12,118.0 and $12,263.0)$11,921.1$12,139.9
Short-term investments (at fair value which approximates cost)1,605.11,032.6
Equity securities (at fair value) (cost: $1,413.3 and $1,511.9)2,462.62,660.8
Other investments34.134.3
Total investments16,023.015,867.7
Cash169.2202.8
Accrued investment income128.5117.0
Accounts and notes receivable2,626.02,201.4
Federal income tax recoverable: Current35.421.8
Reinsurance balances and funds held517.2544.7
Reinsurance recoverable: Paid loss and loss adjustment expenses201.5175.4
Loss and loss adjustment expense reserves5,256.74,977.7
Unearned premium and policy reserves1,126.5798.2
Deferred policy acquisition costs456.5417.8
Assets held-for-sale—194.8
Other assets984.2981.5
Total assets$27,525.2$26,501.4
Liabilities, Preferred Stock, and Common Shareholders' Equity
Liabilities:
Policy liabilities:
Loss and loss adjustment expense reserves$12,957.6$12,538.2
Unearned premiums3,553.63,042.7
Other policyholders' benefits and funds held156.9150.3
Total policy liabilities16,668.315,731.4
Commissions, expenses, fees, and taxes457.2533.8
Reinsurance balances and funds held1,670.01,380.9
Federal income tax: Deferred88.3105.6
Debt1,987.91,591.2
Liabilities held-for-sale—56.8
Other liabilities626.6690.6
Total liabilities21,498.620,090.7
Preferred Stock($0.01 par value; 75,000,000 shares authorized; none issued)——
Common Shareholders' Equity:
Common stock ($1.00 par value; 500,000,000 shares authorized; 258,493,941 and 278,392,263 shares issued)(Class B - $1.00 par value; 100,000,000 shares authorized; none issued)258.4278.3
Additional paid-in capital105.1678.7
Retained earnings5,912.35,644.3
Accumulated other comprehensive loss(196.6)(132.4)
Unallocated 401(k) plan shares (at cost)(52.6)(58.2)
Total common shareholders' equity6,026.66,410.7
Total liabilities, preferred stock, and common shareholders' equity$27,525.2$26,501.4
Old Republic International Corporation and Subsidiaries
Consolidated Statements of Income (Unaudited)
($ in Millions, Except Share Data)
Quarters Ended · Six Months Ended
June 30,June 30,
2024202320242023
Revenues:
Net premiums earned$1,725.9$1,577.4$3,300.5$3,073.7
Title, escrow, and other fees71.571.2139.5130.2
Total premiums and fees1,797.41,648.73,440.13,203.9
Net investment income167.4139.4331.6277.2
Other income47.340.689.280.1
Total operating revenues2,012.21,828.83,861.03,561.3
Net investment gains (losses):
Realized from actual transactions and impairments(54.1)2.1126.230.3
Unrealized from changes in fair value of
equity securities(86.3)(32.6)(99.6)(34.6)
Total net investment gains (losses)(140.5)(30.4)26.6(4.2)
Total revenues1,871.71,798.33,887.63,557.0
Expenses:
Loss and loss adjustment expenses731.5612.81,426.11,213.1
Dividends to policyholders10.04.912.88.6
Underwriting, acquisition, and other expenses994.5962.91,897.81,851.5
Interest and other charges22.220.738.737.6
Total expenses1,758.31,601.43,375.53,110.9
Income before income taxes113.3196.9512.1446.1
Income Taxes (Credits):
Current29.347.3105.398.5
Deferred(7.8)(5.9)(1.9)(7.8)
Total21.441.3103.490.6
Net Income$91.8$155.5$408.6$355.4
Net Income Per Share:
Basic$0.35$0.55$1.53$1.23
Diluted$0.35$0.54$1.51$1.22
Average shares outstanding: Basic260,796,757285,426,801266,341,589288,744,341
Diluted265,549,655287,882,787270,538,608291,046,294
Old Republic International Corporation and Subsidiaries
Consolidated Statements of Comprehensive Income (Unaudited)
($ in Millions)
Quarters Ended · Six Months Ended
June 30,June 30,
2024202320242023
Net Income As Reported$91.8$155.5$408.6$355.4
Other comprehensive income (loss):
Unrealized gains (losses) on investments:
Unrealized gains (losses) before reclassifications64.8(156.5)(5.4)17.2
Amounts reclassified as realized investment (gains)
losses in the statements of income(52.6)34.7(67.9)37.8
Pretax unrealized gains (losses) on investments12.1(121.8)(73.4)55.0
Deferred income taxes (credits)2.6(25.4)(15.3)11.8
Net unrealized gains (losses) on investments9.5(96.3)(58.0)43.1
Foreign currency translation adjustment and other(0.7)5.3(6.1)5.7
Total other comprehensive income (loss)8.8(90.9)(64.2)48.9
Comprehensive Income$100.6$64.5$344.4$404.3
Old Republic International Corporation and Subsidiaries
Consolidated Statements of Preferred Stock
and Common Shareholders' Equity (Unaudited)
($ in Millions)
Quarters Ended · Six Months Ended
June 30,June 30,
2024202320242023
Preferred Stock:
Balance, beginning and end of period$—$—$—$—
Common Stock:
Balance, beginning of period$271.8$292.7$278.3$296.9
Dividend reinvestment plan————
Stock-based compensation—0.60.11.7
Treasury stock restored to unissued status(13.4)(8.7)(20.0)(14.0)
Balance, end of period$258.4$284.6$258.4$284.6
Additional Paid-in Capital:
Balance, beginning of period$500.7$1,033.5$678.7$1,141.8
Dividend reinvestment plan0.30.30.60.6
Stock-based compensation3.38.511.327.4
401(k) plan shares released1.80.93.31.9
Treasury stock restored to unissued status(401.0)(211.4)(588.8)(339.9)
Balance, end of period$105.1$831.8$105.1$831.8
Retained Earnings:
Balance, beginning of period$5,889.3$5,450.3$5,644.3$5,321.8
Net income91.8155.5408.6355.4
Dividends on common shares(68.9)(69.7)(140.7)(141.1)
Balance, end of period$5,912.3$5,536.1$5,912.3$5,536.1
Accumulated Other Comprehensive Income (Loss):
Balance, beginning of period$(205.4)$(377.9)$(132.4)$(517.8)
Net unrealized gains (losses) on securities, net of tax9.5(96.3)(58.0)43.1
Foreign currency translation adjustment and other(0.7)5.3(6.2)5.6
Balance, end of period$(196.6)$(468.9)$(196.6)$(468.9)
Unallocated 401(k) Plan Shares:
Balance, beginning of period$(55.5)$(66.7)$(58.2)$(69.5)
401(k) plan shares released2.82.85.55.6
Balance, end of period$(52.6)$(63.9)$(52.6)$(63.9)
Treasury Stock:
Balance, beginning of period$—$—$—$—
Common stock repurchases(414.4)(220.2)(608.9)(354.0)
Restored to unissued status414.4220.2608.9354.0
Balance, end of period$—$—$—$—
Old Republic International Corporation and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited)
($ in Millions)
Six Months Ended
June 30,
20242023
Cash flows from operating activities:
Net income$408.6$355.4
Adjustments to reconcile net income to
net cash provided by operating activities:
Deferred policy acquisition costs(38.7)(24.9)
Accounts and notes receivable(424.5)(406.8)
Loss and loss adjustment expense reserves135.125.0
Unearned premiums and other policyholders' liabilities190.096.7
Federal income taxes(12.9)(14.6)
Reinsurance balances and funds held290.3230.8
Realized investment gains from actual transactions and impairments(126.2)(30.3)
Unrealized investment losses from changes in fair value
of equity securities99.634.6
Other - net(124.3)(18.6)
Total396.9247.2
Cash flows from investing activities:
Maturities and calls of fixed income securities750.1608.7
Sales of:
Fixed income securities1,103.5381.2
Equity securities298.3186.8
Other investments2.85.8
Purchases of:
Fixed income securities(1,729.7)(879.0)
Equity securities—(11.8)
Other investments(43.5)(50.2)
Proceeds from sale of subsidiaries136.6—
Net (increase) decrease in short-term investments(589.7)7.8
Other - net(1.2)0.3
Total(72.8)249.8
Cash flows from financing activities:
Issuance of debentures and notes395.9—
Issuance of common shares1.320.8
Redemption of debentures and notes—(5.3)
Dividends on common shares(140.6)(141.0)
Repurchase of common stock(602.9)(354.0)
Other - net(8.0)(2.2)
Total(354.3)(481.8)
Increase (decrease) in cash including balances classified as
held-for-sale:(30.2)15.2
Increase (decrease) in cash balances classified as held-for-sale (a)(3.3)—
Cash, beginning of period202.881.0
Cash, end of period$169.2$96.3
Supplemental cash flow information:
Cash paid during the period for: Interest$32.9$33.1
Income taxes$115.9$108.1

(a) The sale of the RFIG Run-off mortgage insurance business closed effective May 31, 2024. See Note 2 in the Notes to Consolidated Financial Statements for further discussion.

OLD REPUBLIC INTERNATIONAL CORPORATION

NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (Unaudited)

($ in Millions, Except Share Data)

Old Republic International Corporation is a Chicago-based holding company engaged in the single business of insurance underwriting and related services. It conducts its operations through a number of regulated insurance company subsidiaries organized into two segments: General Insurance (property and liability insurance) and Title Insurance. References herein to such segments apply to the Company's subsidiaries engaged in these respective segments of business. The results of the Republic Financial Indemnity Group (RFIG) Run-off business, previously a reportable segment, are deemed immaterial and are reflected within the Corporate & Other caption of this report through the effective date of its sale of May 31, 2024, along with a small life and accident insurance business. Prior period amounts have been reclassified to reflect the change in reportable segments. "Old Republic" or "the Company" refers to Old Republic International Corporation and its subsidiaries as the context requires.

Note 1 -Summary of Significant Accounting Policies

Accounting Principles - The accompanying consolidated financial statements have been prepared in conformity with the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) of accounting principles generally accepted in the United States of America (GAAP). These interim financial statements should be read in conjunction with these notes and those included in the Company's 2023 Annual Report on Form 10-K incorporated herein by reference. The financial accounting and reporting process relies on estimates and on the exercise of judgment. In the opinion of management all adjustments consisting only of normal recurring accruals necessary for a fair presentation of interim periods' results and financial position have been recorded. Pertinent accounting and disclosure pronouncements issued from time to time by the FASB are adopted by the Company as they become effective.

Statement Presentation - Amounts shown in the consolidated financial statements and applicable notes are stated (except as otherwise indicated and as to share data) in millions, which amounts may not add to totals shown due to truncation. Prior period amounts have been reclassified whenever appropriate to conform to the most current presentation.

Accounting Standards Pending Adoption –In November 2023, the FASB issued Accounting Standards Update (ASU) No. 2023-07, Segment Reporting: Improvements to Reportable Segment Disclosures. This guidance expands the breadth and frequency of segment disclosures, including additional disclosures about significant segment expenses. Among other requirements, the guidance:

Introduces a new requirement to disclose certain significant segment expenses regularly provided to the chief operating decision maker (CODM),

Extends certain annual disclosures to interim periods,

Permits more than one measure of segment profit or loss to be reported under certain conditions, and

Requires disclosure of the title and position of the CODM.

The ASU does not change how an entity identifies its operating segments, aggregates those operating segments, or applies the quantitative thresholds to determine its reportable segments. The requirements are effective for fiscal years beginning after December 15, 2023, and interim periods within fiscal years beginning after December 15, 2024. The Company continues to evaluate the requirements of this guidance for inclusion in its 2024 Annual Report on Form 10-K.

In December 2023, the FASB issued ASU No. 2023-09, Improvements to Income Tax Disclosures which will require further disaggregation of existing disclosures for the effective tax rate reconciliation and income taxes paid. More specifically, the amendments will require entities to disclose:

A tabular effective tax rate reconciliation, broken out into specific categories with certain reconciling items above a 5% threshold further broken out by nature and/or jurisdiction, and

Income taxes paid (net of refunds received), broken out between federal, state and foreign, and net amounts paid to an individual jurisdiction that exceed 5% of the total.

The requirements are effective for fiscal years beginning after December 15, 2024. The Company continues to evaluate the requirements of this guidance.

Investments - The Company classifies its fixed income securities as those it either (1) has the intent and ability to hold until maturity, (2) has available for sale, or (3) has the intention of trading. The Company's entire fixed income portfolio is classified as available for sale.

Fixed income securities classified as available for sale are reported at fair value with changes in such values, net of deferred income taxes, reflected directly in shareholders' equity. Equity securities are reported at fair value with changes in such values reflected as unrealized investment gains (losses) in the consolidated statements of income. Fair values are based on quoted market prices or estimates using values obtained from recognized independent pricing services.

The status and fair value changes of fixed income investments are reviewed at least once per quarter to assess whether a decline in fair value of an investment below its cost basis is the result of a credit loss. Credit losses are recorded through an allowance with the corresponding charge to realized investment gains (losses). If the Company intends to sell or is more likely than not required to sell a security, the asset is written down to fair value directly through realized investment gains (losses).

Investment income is reported net of allocated expenses and includes appropriate adjustments for amortization of premium and accretion of discount on fixed income securities acquired at other than par value. Dividends on equity securities are credited to income on the ex-dividend date. At June 30, 2024, the Company and its subsidiaries did not have significant amounts of non-income producing securities.

Investment gains and losses, which result from sales or write downs of securities, are reflected as revenues in the income statement and are determined on the basis of amortized cost at the date of sale for fixed income securities, and cost in regard to equity securities; such bases apply to the specific securities sold.

Revenue Recognition - Pursuant to GAAP applicable to the insurance industry, revenues are recognized as follows:

Substantially all General Insurance premiums pertain to annual policies and are reflected in income on a pro-rata basis in association with the related loss and loss adjustment expenses.

Title Insurance premium and fee revenues stemming from the Company's direct operations (which include branch offices of its title insurers and wholly-owned agency subsidiaries) are generally recognized as income at the transaction closing date which approximates the policy effective date. Fee income related to escrow and other closing services is recognized when the related services have been performed and completed. The remaining Title Insurance premium and fee revenues are produced by independent title agents. Rather than making estimates that could be subject to significant variance from actual premium and fee production, the Company recognizes revenues from those sources upon receipt. Such receipts can reflect a three to four month lag relative to the effective date of the underlying title policy, and are offset concurrently by production expenses and loss reserve provisions.

Assets Held-for-Sale- The Company classifies a business as held-for-sale when management has approved or received approval to sell the business, the sale is probable to occur during the next 12 months at a price that is reasonable in relation to its current estimated fair value, and certain other specific criteria are met. The business classified as held-for-sale is measured at the lower of the carrying value or estimated fair value, less costs to sell. If the carrying value of the business exceeds its estimated fair value, less costs to sell, a loss is recognized and reported in net investment gains (losses). Assets and liabilities related to the business classified as held-for-sale are separately reported in the Company's consolidated balance sheet in the period in which the business is classified as held-for-sale. See Note 2 for further discussion.

Loss and Loss Adjustment Expenses - The establishment of loss reserves by the Company's insurance subsidiaries is a reasonably complex and dynamic process influenced by a large variety of factors. These factors principally include past experience applicable to the anticipated costs of various types of claims, continually evolving and changing legal theories emanating from the judicial system, recurring accounting, statistical, and actuarial studies, the professional experience and expertise of the Company's claim departments' personnel or attorneys and independent claim adjusters, ongoing changes in claim frequency or severity patterns such as those caused by natural disasters, illnesses, accidents, work-related injuries, and changes in general and industry-specific economic conditions. Consequently, the reserves established are a reflection of: the opinions of a large number of persons; the application and interpretation of historical precedent and trends; expectations as to future developments; and management's judgment in interpreting all such factors. At any point in time, the Company is exposed to the possibility of higher or lower than anticipated loss costs due to all of these factors, and to the evolution, interpretation, and expansion of tort law, as well as the effects of unexpected jury verdicts.

All reserves are therefore based on estimates which are periodically reviewed and evaluated in light of emerging loss experience and changing circumstances. The resulting changes in estimates are recorded in operations of the periods during which they are made. Return and additional premiums and policyholders' dividends, all of which tend to be affected by development of losses in future years, may offset, in whole or in part, favorable or unfavorable loss developments for certain coverages such as workers' compensation, portions of which are written under loss sensitive programs that provide for such adjustments. Management believes that its overall reserving practices have been consistently applied over many years, and that its aggregate net reserves have generally resulted in reasonable approximations of the ultimate net costs of losses incurred. However, no representation is made nor is any guaranty given that ultimate net losses and related costs will not develop in future years to be significantly greater or lower than currently established reserve estimates.

The Company's accounting policy regarding the establishment of loss reserve estimates is described in Note 1 in the Notes to Consolidated Financial Statements included in Old Republic's 2023 Annual Report on Form 10-K.

Employee Benefit Plans- The Company has a closed pension plan (the Plan) for certain employees under which benefits were frozen as of December 31, 2013. The funded status of the Plan is recognized as a net pension asset or liability, as applicable, with offsetting entries reflected as a component of shareholders' equity in accumulated other comprehensive income, net of deferred taxes. The Company also provides short- and long-term incentive awards to certain employees.

Note 2 - Disposition of RMIC Companies, Inc. (RMICC)

On November 11, 2023, a definitive agreement was reached to sell RMIC Companies, Inc. and its wholly-owned mortgage insurance subsidiaries (collectively, "RMICC") to Arch U.S. MI Holdings Inc., a subsidiary of Arch Capital Group Ltd. The sale closed effective May 31, 2024 with cash proceeds totaling $136.6.

As of December 31, 2023, the Company reported the assets and liabilities of RMICC as held-for-sale in the consolidated balance sheet with results reported in continuing operations in the consolidated statement of income, and for segment reporting purposes, within Corporate & Other. The Company determined that the transaction did not meet the criteria to be classified as a discontinued operation as it did not represent a strategic shift that had a major effect on the Company's operations and financial results. As a result of the sale, the Company realized a total loss of $51.0, of which $2.4 and $5.4 were recorded in net investment gains (losses) during the second quarter and first six months of 2024, respectively. The incremental losses realized in 2024 were to offset RMICC's operating income given that the sale proceeds were based on their December 31, 2023 closing balance sheet.

The table below reflects the assets and liabilities transferred with the sale described above:

(Unaudited)
May 31,
2024
Assets:
Investments:
Fixed income securities (at fair value)$16.8
Short-term investments (at fair value which approximates cost)205.5
Total investments222.4
Cash4.1
Accrued investment income0.1
Accounts and notes receivable0.5
Federal income tax recoverable: Deferred0.2
Other assets0.8
Total assets$228.3
Liabilities:
Policy liabilities:
Loss and loss adjustment expense reserves$49.6
Unearned premiums—
Total policy liabilities49.7
Commissions, expenses, fees, and taxes0.1
Federal income tax payable: Current0.3
Other liabilities0.3
Total liabilities$50.5

Note 3 -Investments

The amortized cost and fair values by type and contractual maturity of fixed income securities are shown in the following tables. Expected maturities will differ from contractual maturities because borrowers may have the right to call or prepay obligations with or without call or prepayment penalties.

AmortizedCostGrossUnrealizedGainsGrossUnrealizedLossesFairValue
Fixed Income Securities by Type:
June 30, 2024:
Government & Agency$1,861.6$1.6$68.8$1,794.3
Municipal684.6—9.9674.6
Corporate9,571.856.5176.39,452.0
$12,118.0$58.2$255.1$11,921.1
December 31, 2023:
Government & Agency$1,920.3$3.2$64.6$1,858.9
Municipal774.50.27.1767.6
Corporate9,568.1135.5190.39,513.3
$12,263.0$139.0$262.0$12,139.9
AmortizedCostFairValue
Fixed Income Securities Stratified by Contractual Maturity at June 30, 2024:
Due in one year or less$1,680.0$1,663.4
Due after one year through five years5,821.85,687.9
Due after five years through ten years4,583.04,537.1
Due after ten years33.132.5
$12,118.0$11,921.1

The following table reflects the Company's gross unrealized losses and fair value of fixed income securities, aggregated by category and length of time that individual securities have been in an unrealized loss position.

Less than 12 Months12 Months or GreaterTotal
FairValueUnrealized LossesFairValueUnrealized LossesFairValueUnrealized Losses
June 30, 2024:
Fixed Income Securities:
Government & Agency$554.9$8.4$1,101.2$60.4$1,656.2$68.8
Municipal36.90.4625.29.5662.29.9
Corporate2,499.726.33,778.2149.96,277.9176.3
$3,091.6$35.2$5,504.7$219.9$8,596.4$255.1
December 31, 2023:
Fixed Income Securities:
Government & Agency$461.0$2.7$1,179.3$61.8$1,640.4$64.6
Municipal173.10.8554.76.2727.97.1
Corporate853.38.24,270.9182.05,124.3190.3
$1,487.6$11.8$6,005.1$250.2$7,492.7$262.0

In the above tables the unrealized losses on fixed income securities are deemed to reflect changes in the interest rate environment. As part of its assessment of credit losses, the Company considers whether it intends to sell or is more likely than not required to sell securities, principally in consideration of its asset and liability maturity matching objectives. No investment impairment losses were recorded in the second quarter or the six months ended June 30, 2024. Net realized investment gains (losses) in the second quarter and six months ended June 30, 2023 included impairment charges of $4.5 primarily related to the Company's intent to sell and subsequent disposal of fixed income securities to facilitate certain structural changes to a deferred compensation plan. The Company's allowance for credit losses was $1.6 as of both June 30, 2024 and December 31, 2023.

The following table shows cost and fair value information for equity securities:

Equity Securities
CostGrossUnrealizedGainsGrossUnrealizedLossesFairValue
June 30, 2024$1,413.3$1,074.2$24.9$2,462.6
December 31, 2023$1,511.9$1,164.7$15.7$2,660.8

For the quarter, changes in the fair value of equity securities still held at June 30, 2024 and 2023 were $(85.5) and $10.0, respectively. For the first six months, changes in the fair value of equity securities still held at June 30, 2024 and 2023 were $97.2 and $24.0, respectively.

Fair Value Measurements - Fair value is defined as the estimated price that is likely to be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants (an exit price) at the measurement date. A fair value hierarchy is established that prioritizes the sources (inputs) used to measure fair value into three broad levels:

Level 1 inputs are based on quoted market prices in active markets;

Level 2 observable inputs are based on corroboration with available market data;

Level 3 unobservable inputs are based on uncorroborated market data or a reporting entity's own assumptions.

The following is a description of the valuation methodologies and general classification used for financial instruments measured at fair value.

The Company uses quoted values and other data provided by nationally recognized independent pricing sources as inputs into its quarterly process for determining fair values of fixed income and equity securities. To validate the techniques or models used by pricing sources, the Company's review process includes, but is not limited to: (i) initial and ongoing evaluation of methodologies used by outside parties to calculate fair value; and (ii) comparisons with other sources including the fair value estimates based on current market quotations, and with independent fair value estimates provided by the independent investment custodian. Independent pricing sources obtain market quotations and actual transaction prices for securities that have quoted prices in active markets and use their own proprietary method for determining the fair value of securities that are not actively traded. In general, these methods involve the use of "matrix pricing" in which the independent pricing source uses observable market inputs including, but not limited to, investment yields, credit risks and spreads, benchmarking of like securities, broker-dealer quotes, reported trades and sector groupings to determine a reasonable fair value.

Level 1 securities include U.S. and Canadian Treasury notes, publicly traded common stocks, mutual funds, and short-term investments in highly liquid money market instruments. Level 2 securities generally include corporate bonds, municipal bonds, and certain U.S. and Canadian government agency securities. Securities classified within Level 3 include non-publicly traded bonds and equity securities. There were no significant changes in the fair value of Level 3 assets as of June 30, 2024 and December 31, 2023.

The following tables show a summary of the fair value of financial assets segregated among the various input levels described above:

Fair Value Measurements
As of June 30, 2024:Level 1Level 2Level 3Total
Fixed income securities:
Government & Agency$1,396.6$397.7$—$1,794.3
Municipal—674.6—674.6
Corporate—9,432.419.59,452.0
Short-term investments1,605.1——1,605.1
Equity securities$2,455.6$—$7.0$2,462.6
As of December 31, 2023:
Fixed income securities:
Government & Agency$1,379.8$479.1$—$1,858.9
Municipal—767.6—767.6
Corporate—9,493.719.59,513.3
Short-term investments1,032.6——1,032.6
Equity securities$2,653.8$—$7.0$2,660.8

There were no transfers between Levels 1, 2 or 3 during the quarter or six months ended June 30, 2024.

The following table reflects the composition of net investment income, net realized gains or losses, and the net change in unrealized investment gains or losses for each of the periods shown.

Quarters Ended · Six Months Ended
June 30,June 30,
2024202320242023
Net investment income:
Fixed income securities$128.3$105.9$254.7$209.7
Equity securities19.223.740.049.2
Short-term investments19.610.936.820.8
Other investments (a)7.82.914.94.9
Gross investment income175.1143.5346.6284.8
Investment expenses (a)7.64.014.97.5
Net investment income$167.4$139.4$331.6$277.2
Net investment gains (losses):
Realized from actual transactions:
Fixed income securities:
Gains$1.3$0.3$1.9$1.0
Losses(53.9)(29.7)(69.9)(33.4)
Net(52.5)(29.3)(67.9)(32.4)
Equity securities:
Gains0.940.8199.779.1
Losses—(3.9)—(10.9)
Net0.936.8199.768.1
Other investments, net—0.8—0.8
Total realized from actual transactions(51.7)8.3131.736.6
From impairments (b)(2.4)(6.2)(5.4)(6.2)
From unrealized changes in fair value of equity securities(86.3)(32.6)(99.6)(34.6)
Total realized and unrealized investment gains (losses)(140.5)(30.4)26.6(4.2)
Current and deferred income taxes(29.9)(6.4)5.2(0.8)
Net of tax realized and unrealized investment gains (losses)$(110.6)$(24.0)$21.4$(3.3)
Changes in unrealized investment gains (losses)
reflected directly in shareholders' equity:
Fixed income securities$11.8$(125.7)$(73.8)$49.9
Less: Deferred income taxes (credits)2.5(26.3)(15.4)10.7
9.2(99.4)(58.4)39.2
Other investments0.33.90.45.0
Less: Deferred income taxes—0.8—1.0
0.23.10.33.9
Net changes in unrealized investment gains (losses),
net of tax$9.5$(96.3)$(58.0)$43.1

(a) Includes interest on funds held.

(b) Includes additional loss on sale of RMICC as described in Note 2.

Note 4 - Loss and Loss Adjustment Expenses

The following table shows changes in aggregate reserves for the Company's loss and loss adjustment expenses:

Six Months Ended
June 30,
20242023
Gross reserves at beginning of period$12,538.2$12,221.5
Less: Reinsurance losses recoverable4,977.74,699.5
Net reserves at beginning of period:
General Insurance6,955.26,824.8
Title Insurance598.5612.8
Other6.684.2
Subtotal7,560.47,521.9
Incurred loss and loss adjustment expenses:
Provisions for insured events of the current year:
General Insurance1,453.91,301.6
Title Insurance41.746.3
Other3.510.6
Subtotal1,499.11,358.7
Change in provision for insured events of prior years:
General Insurance(55.8)(113.4)
Title Insurance(14.2)(14.6)
Other(0.8)(16.6)
Subtotal(71.0)(144.7)
Total incurred loss and loss adjustment expenses1,428.11,213.9
Payments:
Loss and loss adjustment expenses attributable to
insured events of the current year:
General Insurance363.4328.5
Title Insurance2.23.1
Other1.02.5
Subtotal366.6334.2
Loss and loss adjustment expenses attributable to
insured events of prior years:
General Insurance889.5817.4
Title Insurance29.529.6
Other1.87.5
Subtotal921.0854.6
Total payments1,287.61,188.8
Net reserves at end of period:
General Insurance7,100.36,867.1
Title Insurance594.1611.7
Other6.468.1
Subtotal7,700.87,546.9
Reinsurance losses recoverable5,256.74,857.5
Gross reserves at end of period (a)$12,957.6$12,404.5

(a) RFIG Run-off reserves were classified as held-for-sale as of December 31, 2023 in the consolidated balance sheet. As such, loss reserve activity for this business, which was immaterial for the six months ended June 30, 2024, is excluded from the 2024 column of the table above. See Note 2 for further discussion.

The changes from the prior periods reflect expected lower levels of favorable prior year loss reserve development. The favorable development experienced by General Insurance during the first six months of 2024 came predominantly from workers' compensation (accident years 2015-2019) and to a much lesser extent, commercial auto. The significant amount of favorable development was partially offset by a much lower amount of unfavorable development within general liability, half of which originated from accident years prior to 2014. Favorable development experienced by Title Insurance occurred largely within the 2019-2021 years.

Note 5 -Income Taxes

Tax positions taken or expected to be taken in a tax return by the Company are recognized in the financial statements when it is more likely than not that the position would be sustained upon examination by tax authorities. To the best of management's knowledge there are no tax uncertainties that are expected to result in significant increases or decreases to unrecognized tax benefits within the next twelve month period. The Company views its income tax exposures as primarily consisting of timing differences whereby the ultimate deductibility of a taxable amount is highly certain but the timing of its deductibility is uncertain. The Company classifies interest and penalties, if any, as income tax expense in the consolidated statements of income. The Company is not currently under audit by the Internal Revenue Service (IRS), and 2020 and subsequent tax years remain open.

Note 6 -Net Income Per Share

Consolidated basic earnings per share excludes the dilutive effect of common stock equivalents and is computed by dividing net income available to common stockholders by the weighted-average number of common shares actually outstanding for the periods presented. Diluted earnings per share is similarly calculated with the inclusion of dilutive common stock equivalents. The following table provides a reconciliation of net income and the number of shares used in basic and diluted earnings per share calculations.

Quarters Ended · Six Months Ended
June 30,June 30,
2024202320242023
Numerator:
Net income$91.8$155.5$408.6$355.4
Denominator:
Basic weighted-average shares (a)260,796,757285,426,801266,341,589288,744,341
Effect of dilutive securities - stock-based
compensation awards4,752,8982,455,9864,197,0192,301,953
Diluted adjusted weighted-average shares (a)265,549,655287,882,787270,538,608291,046,294
Earnings per share: Basic$0.35$0.55$1.53$1.23
Diluted$0.35$0.54$1.51$1.22
Anti-dilutive common stock equivalents
excluded from earnings per share computations:
Stock-based compensation awards—5,559,8851,317,7795,559,885

(a) In calculating earnings per share, accounting standards require that common shares owned by the ORI 401(k) Savings and Profit Sharing Plan that are unallocated to participants in the plan be excluded from the calculation. Such shares are issued and outstanding, and have the same voting and other rights applicable to all common shares.

Note 7 -Credit Losses

Credit losses on financial assets measured at amortized cost, primarily the Company's reinsurance recoverables and accounts and notes receivable, are recognized based on estimated losses expected to occur over the life of the asset. The expected credit losses, and subsequent adjustment to such losses, are recorded through an allowance account that is deducted from the amortized cost basis of the financial asset, with the net carrying value of the asset presented in the consolidated balance sheets.

The Company's credit allowance was comprised of $19.0 and $17.5 related to reinsurance recoverables as of June 30, 2024 and December 31, 2023, respectively, and $28.3 and $26.1 related to accounts and notes receivable as of June 30, 2024 and December 31, 2023, respectively.

The Company's evaluation of credit losses on available for sale securities is discussed further in Note 3. The Company is not exposed to material concentrations of credit risks as to any one issuer of investment securities.

Note 8 -Debt

Consolidated debt of Old Republic and its subsidiaries is summarized below:

June 30, 2024December 31, 2023
CarryingAmountFairValueCarryingAmountFairValue
Senior Notes:
4.875% issued in 2014 and due 2024$399.8$399.0$399.5$397.0
3.875% issued in 2016 and due 2026548.7531.8548.5530.4
5.750% issued in 2024 and due 2034396.0398.0——
3.850% issued in 2021 and due 2051643.2461.7643.1472.7
Total debt$1,987.9$1,790.7$1,591.2$1,400.3

On March 31, 2024, the Company completed a public offering of $400.0 aggregate principal amount of Senior Notes. The notes bear interest at a rate of 5.750% per year and mature on March 28, 2034. This issuance was completed in anticipation of the $400.0 of 4.875% senior notes maturing in October of this year.

Fair Value Measurements - The Company utilizes indicative market prices, which incorporate recent actual market transactions and current bid/ask quotations to estimate the fair value of outstanding debt all of which is classified within Level 2 of the fair value hierarchy described in Note 3.

Note 9 -Common Share Repurchases

On May 12, 2023, the Board of Directors authorized a $450.0 share repurchase program. This authorization was completed during the first quarter 2024. On March 1, 2024, the Board of Directors authorized a $1.1 billion share repurchase program.

Total share repurchases, inclusive of taxes and fees, under these programs for the second quarter and first six months of 2024 was 13.4 million shares for $414.4 (average price of $30.92) and 20.0 million shares for $608.9 (average price of $30.32), respectively. Following the close of the quarter and through August 1, 2024, the Company repurchased 3.0 million additional shares for $95.0 (average price of $31.37) leaving $479.1 remaining under the current authorization.

Note 10 -Commitments and Contingent Liabilities

Legal Proceedings - Legal proceedings against the Company and its subsidiaries routinely arise in the normal course of business and usually pertain to claim matters related to insurance policies and contracts issued by its insurance subsidiaries. At June 30, 2024, the Company had no material non-claim litigation exposures in its consolidated business.

Note 11 -Segment Information

The Company is engaged in the single business of insurance underwriting and related services. It conducts its operations through a number of regulated insurance company subsidiaries organized intotwo segments: General Insurance (property and liability insurance) and Title Insurance. The results of the RFIG Run-off business, previously a reportable segment, are deemed immaterial and reflected within the Corporate & Other caption of this report through the effective date of its sale of May 31, 2024, along with the results of a small life and accident insurance business. Prior period amounts have been reclassified to reflect the change in reportable segments.

Old Republic's business is managed for the long run. In this context management's key objectives are to achieve highly profitable operating results over the long term, and to ensure balance sheet strength for the primary needs of the insurance subsidiaries' underwriting and related services business. In this view, the evaluation of periodic and long-term results excludes consideration of net investment gains (losses). Under GAAP, however, net income, inclusive of net investment gains (losses), is the measure of total profitability.

In management's opinion, the focus on income excluding net investment gains (losses), also described herein as segment pretax operating income, provides a better way to analyze, evaluate, and establish accountability for the results of the insurance operations. The inclusion of realized investment gains (losses) in net income can mask trends in operating results, because such realizations are often highly discretionary. Similarly, the inclusion of unrealized investment gains (losses) in equity securities can further distort such operating results with significant period-to-period fluctuations.

The contributions of Old Republic's reportable segments to consolidated totals are shown in the following table.

Quarters Ended · Six Months Ended
June 30,June 30,
2024202320242023
General Insurance:
Net premiums earned$1,129.6$992.8$2,221.3$1,958.0
Net investment income and other income179.9151.8352.8299.9
Total revenues excluding investment gains$1,309.6$1,144.7$2,574.1$2,257.9
Segment pretax operating income (a)$202.5$184.2$422.9$377.5
Title Insurance:
Net premiums earned$591.9$578.4$1,069.3$1,102.7
Title, escrow, and other fees71.571.2139.5130.2
Subtotal663.4649.61,208.81,232.9
Net investment income and other income15.814.431.628.3
Total revenues excluding investment gains$679.2$664.0$1,240.5$1,261.2
Segment pretax operating income$46.0$34.7$48.4$52.1
Consolidated Revenues:
Total revenues of reportable segments$1,988.8$1,808.8$3,814.7$3,519.1
Corporate & Other (b)54.858.0107.4117.0
Consolidated investment gains (losses):
Realized from actual transactions and impairments(54.1)2.1126.230.3
Unrealized from changes in fair value of equity securities(86.3)(32.6)(99.6)(34.6)
Total realized and unrealized investment gains (losses)(140.5)(30.4)26.6(4.2)
Consolidation elimination adjustments(31.4)(37.9)(61.1)(74.8)
Consolidated revenues$1,871.7$1,798.3$3,887.6$3,557.0
Consolidated Pretax Income:
Total segment pretax operating income of
reportable segments$248.6$219.0$471.4$429.7
Corporate & Other (b)5.28.314.020.6
Consolidated investment gains (losses):
Realized from actual transactions and impairments(54.1)2.1126.230.3
Unrealized from changes in fair value of equity securities(86.3)(32.6)(99.6)(34.6)
Total realized and unrealized investment gains (losses)(140.5)(30.4)26.6(4.2)
Consolidated income before income taxes$113.3$196.9$512.1$446.1
June 30,December 31,
20242023
Consolidated Assets:
General Insurance$23,732.2$22,710.5
Title Insurance1,904.71,948.2
Total assets of reportable segments25,636.924,658.8
Corporate & Other (b)2,022.82,145.8
Consolidation elimination adjustments(134.5)(303.2)
Consolidated assets$27,525.2$26,501.4

(a)Segment pretax operating income is reported net of interest charges on intercompany financing arrangements between Old Republic's holding company parent and General Insurance of $15.6 and $32.3 compared to $19.8 and $39.1 for the quarters and six months ended June 30, 2024 and 2023, respectively. The reduction in interest charges for both periods is due to note repayment activity.

(b)Includes amounts for a small life and accident insurance business, the RFIG Run-off business through the effective date of its sale of May 31, 2024, the parent holding company, and several internal corporate services subsidiaries.

OLD REPUBLIC INTERNATIONAL CORPORATION

MANAGEMENT ANALYSIS OF FINANCIAL POSITION AND RESULTS OF OPERATIONS

Six Months Ended June 30, 2024 and 2023

($ in Millions, Except Share Data)

OVERVIEW

This management analysis of financial position and results of operations pertains to the consolidated accounts of Old Republic International Corporation ("Old Republic", "ORI", or "the Company"). The Company conducts its operations through a number of regulated insurance company subsidiaries organized into two segments: General Insurance (property and liability insurance) and Title Insurance. A small life and accident insurance business and Republic Financial Indemnity Group (RFIG) Run-off through the effective date of its sale of May 31, 2024 (see Note 2 in the Notes to Consolidated Financial Statements for further discussion), accounting for 0.4% of consolidated operating revenues for the six months ended June 30, 2024 and 0.5% of consolidated assets as of that date, are included within the Corporate & Other caption of this report.

The consolidated accounts are presented in conformity with the Financial Accounting Standards Board (FASB) Accounting Standards Codification (ASC) of accounting principles generally accepted in the United States of America (GAAP). As a publicly held company, Old Republic utilizes GAAP to comply with the financial reporting requirements of the Securities and Exchange Commission (SEC). From time to time the FASB and the SEC issue various releases, most of which require additional financial statement disclosures and provide related application guidance. Recent guidance issued by the FASB is summarized further in the Notes to Consolidated Financial Statements where applicable.

As a state regulated financial institution vested with the public interest, however, business of the Company's insurance subsidiaries is managed pursuant to the laws, regulations, and accounting practices of the various states in the U.S. and those of a small number of other jurisdictions outside the U.S. in which they operate. In comparison with GAAP, the statutory accounting practices generally reflect greater conservatism and comparability among insurers and are intended to address the primary financial security interests of policyholders and their beneficiaries. Additionally, these practices also affect a significant number of important factors such as product pricing, risk bearing capacity and capital adequacy, the determination of Federal income taxes payable currently among ORI's tax-consolidated entities, and the upstreaming of dividends and payment of interest and principal on surplus notes by insurance subsidiaries to the parent holding company. The major differences between these statutory accounting practices and GAAP are summarized in Note 1 in the Notes to Consolidated Financial Statements included in Old Republic's 2023 Annual Report on Form 10-K.

The insurance business is distinguished from most others in that the prices (premiums) charged for most products are set without knowing what the ultimate loss costs will be. The Company also cannot know exactly when claims will be paid, which may be many years after a policy was issued or expired. This casts Old Republic as a risk-taking enterprise managed for the long run. Old Republic therefore conducts its business with a primary focus on achieving favorable underwriting results over cycles, and on maintaining a sound financial condition to support its subsidiaries' long-term obligations to policyholders and their beneficiaries. To achieve these objectives, adherence to insurance risk management principles is stressed, and asset diversification and quality are emphasized. In addition, management engages in an ongoing assessment of operating risks, such as cybersecurity risks, that could adversely affect the Company's business and reputation.

In addition to income arising from Old Republic's basic underwriting and related services functions, significant investment income is earned from invested funds generated by those functions and from capital required to support the risk of the underlying business. Investment management aims for stability of income from interest and dividends, protection of capital, and for sufficiency of liquidity to meet insurance underwriting and other obligations as they become payable in the future. Securities trading and the realization of capital gains are not primary objectives. The investment philosophy is therefore best characterized as emphasizing value, credit quality, and relatively long-term holding periods. The Company's ability to hold both fixed income and equity securities for long periods of time is enabled by the scheduling of maturities in contemplation of an appropriate matching of assets and liabilities, and by investments in dividend paying, publicly traded, large capitalization, highly liquid equity securities.

In light of the above factors, the Company is managed for the long run and with little regard for quarterly or even annual reporting periods. These time frames are too short. Management believes results are best evaluated by looking at underwriting and overall operating performance trends over 10-year intervals. These likely include one or two economic and/or underwriting cycles. This provides enough time for these cycles to run their course, for premium rate changes and subsequent underwriting results to be reflected in financial statements, and for reserved loss costs to be quantified with greater certainty.

This management analysis should be read in conjunction with the consolidated financial statements and the footnotes appended to them.

EXECUTIVE SUMMARY

Old Republic International Corporation reported the following consolidated results:

OVERALL RESULTS
Quarters Ended June 30, · Six Months Ended June 30,
2024 · 2023 · % Change · 2024 · 2023 · % Change
Pretax income$113.3$196.9$512.1$446.1
Pretax investment gains (losses)(140.5)(30.4)26.6(4.2)
Pretax income excluding investment gains (losses)$253.8$227.311.6%$485.4$450.37.8%
Net income$91.8$155.5$408.6$355.4
Net of tax investment gains (losses)(110.6)(24.0)21.4(3.3)
Net income excluding investment gains (losses)$202.4$179.612.7%$387.2$358.87.9%
Combined ratio93.5%92.6%93.8%92.6%
PER DILUTED SHARE
Quarters Ended June 30, · Six Months Ended June 30,
2024 · 2023 · % Change · 2024 · 2023 · % Change
Net income$0.35$0.54$1.51$1.22
Net of tax investment gains (losses)(0.41)(0.08)0.08(0.01)
Net income excluding investment gains (losses)$0.76$0.6222.6%$1.43$1.2316.3%
SHAREHOLDERS' EQUITY (BOOK VALUE)
June 30, · Dec. 31,
2024 · 2023 · % Change
Total$6,026.6$6,410.7(6.0)%
Per Common Share$23.59$23.311.2%

The Company reported pretax income, excluding investment gains (losses) (pretax operating income), of $253.8 for the quarter and $485.4 for the first six months. General Insurance pretax operating income rose 9.9% for the quarter and 12.0% for the first six months. Title Insurance pretax operating income increased 32.5% for the quarter, partially offsetting the first quarter decline.

Summary of results for the quarter:

Net operating income per diluted share of $0.76, up 22.6% over last year.

Consolidated net premiums and fees earned increased 9.0%, from growth in both the General and Title Insurance segments.

Net investment income increased 20.1%, driven by higher investment yields.

Consolidated combined ratio of 93.5%, up 0.9 points over last year, reflecting more normalized levels of favorable loss reserve development.

Favorable loss reserve development of 2.2 points, compared to 4.6 points last year.

Total capital returned to shareholders during the quarter of $479, including repurchases of $410.

Book value per share of $23.59, up 3.5% since year-end 2023, inclusive of dividends.

Old Republic's business is managed for the long run. In this context management's key objectives are to achieve highly profitable operating results over the long term, and to ensure balance sheet strength for the insurance underwriting subsidiaries' obligations. Therefore, the evaluation of periodic and long-term results excludes consideration of all investment gains (losses). Under Generally Accepted Accounting Principles (GAAP), however, net income, inclusive of investment gains (losses), is the measure of total profitability.

In management's opinion, the focus on income excluding investment gains (losses), also described herein as segment pretax operating income, provides a better way to analyze, evaluate, and establish accountability for the results of the insurance operations. The inclusion of realized investment gains (losses) in net income can mask trends in operating results, because such realizations are often highly discretionary. Similarly, the inclusion of unrealized investment gains (losses) in equity securities can further distort such operating results with significant period-to-period fluctuations.

FINANCIAL HIGHLIGHTS
Quarters Ended June 30, · Six Months Ended June 30,
SUMMARY INCOME STATEMENTS: · 2024 · 2023 · % Change · 2024 · 2023 · % Change
Revenues:
Net premiums and fees earned$1,797.4$1,648.79.0%$3,440.1$3,203.97.4%
Net investment income167.4139.420.1331.6277.219.6
Other income47.340.616.589.280.111.4
Total operating revenues2,012.21,828.810.03,861.03,561.38.4
Investment gains (losses):
Realized from actual transactions and impairments(54.1)2.1126.230.3
Unrealized from changes in fair value of equity securities(86.3)(32.6)(99.6)(34.6)
Total investment gains (losses)(140.5)(30.4)26.6(4.2)
Total revenues1,871.71,798.33,887.63,557.0
Operating expenses:
Loss and loss adjustment expenses741.5617.820.01,439.01,221.717.8
Sales and general expenses994.5962.93.31,897.81,851.52.5
Interest and other expenses22.220.77.538.737.62.9
Total operating expenses1,758.31,601.49.8%3,375.53,110.98.5%
Pretax income113.3196.9512.1446.1
Income taxes21.441.3103.490.6
Net income$91.8$155.5$408.6$355.4
COMMON STOCK STATISTICS:
Components of net income per share:
Basic net income excluding investment gains (losses)$0.77$0.6322.2%$1.45$1.2416.9%
Net investment gains (losses):
Realized investment gains (losses)(0.16)0.010.380.08
Unrealized from changes in fair value of equity securities(0.26)(0.09)(0.30)(0.09)
Basic net income$0.35$0.55$1.53$1.23
Diluted net income excluding investment gains (losses)$0.76$0.6222.6%$1.43$1.2316.3%
Net investment gains (losses):
Realized investment gains (losses)(0.16)0.010.370.08
Unrealized from changes in fair value of equity securities(0.25)(0.09)(0.29)(0.09)
Diluted net income$0.35$0.54$1.51$1.22
Cash dividends on common stock$0.265$0.245$0.530$0.490

The information presented in the following table highlights the most meaningful indicators of Old Republic's segmented and consolidated financial performance. The information underscores the performance of the Company's insurance underwriting subsidiaries, as well as the sound investment of their capital and underwriting cash flows.

The results of the Republic Financial Indemnity Group (RFIG) Run-off business, previously a reportable segment, are deemed immaterial, and are included within Corporate & Other through the date of its sale of May 31, 2024. Prior period amounts have been reclassified to reflect this change in reportable segments.

Sources of Consolidated Income
Quarters Ended June 30, · Six Months Ended June 30,
2024 · 2023 · % Change · 2024 · 2023 · % Change
Net premiums and fees earned:
General Insurance$1,129.6$992.813.8%$2,221.3$1,958.013.4%
Title Insurance663.4649.62.11,208.81,232.9(2.0)
Corporate & Other4.36.2(30.0)9.913.0(23.9)
Consolidated$1,797.4$1,648.79.0%$3,440.1$3,203.97.4%
Underwriting and related services income (loss):
General Insurance$85.1$97.0(12.3)%$190.9$200.9(5.0)%
Title Insurance30.220.050.816.723.7(29.6)
Corporate & Other(6.6)(8.4)21.2(15.1)(13.9)(8.3)
Consolidated$108.6$108.6—%$192.5$210.7(8.7)%
Consolidated combined ratio:
Loss ratio:
Current year43.5%42.1%44.1%42.6%
Prior years(2.2)(4.6)(2.3)(4.5)
Total41.337.541.838.1
Expense ratio52.255.152.054.5
Combined ratio93.5%92.6%93.8%92.6%
Net investment income:
General Insurance$132.9$111.419.3%$264.0$220.119.9%
Title Insurance15.514.19.231.227.911.7
Corporate & Other19.013.837.936.429.125.1
Consolidated$167.4$139.420.1%$331.6$277.219.6%
Interest and other expenses (income):
General Insurance$15.4$24.2$31.9$43.6
Title Insurance(0.3)(0.5)(0.4)(0.4)
Corporate & Other (a)7.0(3.0)7.2(5.5)
Consolidated$22.2$20.77.5%$38.7$37.62.9%
Pretax income excluding investment gains (losses):
General Insurance$202.5$184.29.9%$422.9$377.512.0%
Title Insurance46.034.732.548.452.1(7.2)
Corporate & Other5.28.3(37.0)14.020.6(32.0)
Consolidated253.8227.311.6%485.4450.37.8%
Income taxes51.347.798.291.5
Net income excluding investment
gains (losses)202.4179.612.7%387.2358.87.9%
Consolidated pretax investment gains (losses):
Realized from actual transactions
and impairments(54.1)2.1126.230.3
Unrealized from changes in
fair value of equity securities(86.3)(32.6)(99.6)(34.6)
Total(140.5)(30.4)26.6(4.2)
Income taxes (credits)(29.9)(6.4)5.2(0.8)
Net of tax investment gains (losses)(110.6)(24.0)21.4(3.3)
Net income$91.8$155.5$408.6$355.4

(a) Includes consolidation/elimination entries.

General Insurance Segment Operating Results

Quarters Ended June 30, · Six Months Ended June 30,
2024 · 2023 · % Change · 2024 · 2023 · % Change
Net premiums written$1,247.2$1,081.015.4%$2,404.4$2,095.114.8%
Net premiums earned1,129.6992.813.82,221.31,958.013.4
Net investment income132.9111.419.3264.0220.119.9
Other income47.040.416.488.879.711.4
Operating revenues1,309.61,144.714.42,574.12,257.914.0
Loss and loss adjustment expenses726.5604.520.21,410.81,196.917.9
Sales and general expenses364.9331.610.0708.3639.810.7
Interest and other expenses15.424.2(36.1)31.943.6(26.7)
Operating expenses1,107.0960.415.32,151.21,880.414.4
Segment pretax operating income$202.5$184.29.9%$422.9$377.512.0%
Loss ratio:
Current year66.8%66.9%66.0%66.9%
Prior years(2.5)(6.0)(2.5)(5.8)
Total64.360.963.561.1
Expense ratio28.129.327.928.6
Combined ratio92.4%90.2%91.4%89.7%

General Insurance net premiums earned increased 13.8% for the quarter, and 13.4% for the first six months, driven by a combination of premium rate increases, high renewal retention ratios, and new business production, including contributions from recently established insurance underwriting subsidiaries. Premium growth occurred across most lines of coverage, but was most pronounced within commercial auto, property, and general liability. There were notable declines in public D&O (included within financial indemnity) and home warranty, largely reflecting market conditions. While commercial auto, general liability, and property continued to achieve strong rate increases, rate declines continued in public D&O and workers' compensation.

The net investment income increase of nearly 20% for both periods was largely due to higher investment yields earned.

The loss ratios for General Insurance were within expectations in all periods presented. The changes from the prior periods reflect expected lower levels of favorable prior year loss reserve development. A significant amount of favorable development came from workers' compensation, partially offset by a much lower amount of unfavorable development within general liability, as reflected in each line's loss ratios. The expense ratios benefited from scale, partially offset by investments in new businesses and information technology, in addition to shifts in the line of coverage mix compared to last year.

Together, these factors produced highly profitable combined ratios and strong pretax operating income for the quarter. For General Insurance, we target combined ratios between 90% and 95% over a full underwriting cycle, recognizing that quarterly and annual ratios and trends may deviate from this range, particularly given the long claim payment patterns associated with the business.

Title Insurance Segment Operating Results

Quarters Ended June 30, · Six Months Ended June 30,
2024 · 2023 · % Change · 2024 · 2023 · % Change
Net premiums and fees earned$663.4$649.62.1%$1,208.8$1,232.9(2.0)%
Net investment income15.514.19.231.227.911.7
Other income0.30.2N/M0.40.3N/M
Operating revenues679.2664.02.31,240.51,261.2(1.6)
Loss and loss adjustment expenses15.316.2(5.9)27.431.6(13.3)
Sales and general expenses618.2613.50.81,165.11,177.8(1.1)
Interest and other expenses (income)(0.3)(0.5)N/M(0.4)(0.4)N/M
Operating expenses633.2629.30.61,192.11,209.0(1.4)
Segment pretax operating income$46.0$34.732.5%$48.4$52.1(7.2)%
Loss ratio:
Current year3.5%3.8%3.5%3.8%
Prior years(1.2)(1.3)(1.2)(1.2)
Total2.32.52.32.6
Expense ratio93.194.496.395.5
Combined ratio95.4%96.9%98.6%98.1%

Title Insurance net premiums and fees earned increased by 2.1% for the quarter and decreased by 2.0% for the first six months. Directly produced revenues grew in both 2024 periods, whereas agency produced revenues, which are reported on a lag relative to direct revenues, increased slightly for the quarter and declined for the first six months. Commercial premiums increased commensurately in the quarter and represent approximately 21% of net premiums earned in both quarterly periods.

Net investment income increased, reflecting higher investment yields earned, partially offset by a lower invested asset base.

The loss ratios for Title Insurance reflect consistent levels of favorable prior year loss reserve development and an improvement in the current year loss ratio driven by favorable claim trends.

Sales and general expenses for the first six months of 2023 were impacted by the recovery of a $17.2 state sales tax assessment, which reduced the corresponding expense ratio by 1.4 points. Excluding the impact of the state sales tax assessment, the expense ratios for both 2024 periods improved as a result of expense management.

Together, these factors produced higher pretax operating income for the quarter and lower pretax operating income for the first six months.

Corporate & Other Operating Results

Quarters Ended June 30,Six Months Ended June 30,
20242023% Change20242023% Change
Net premiums earned$4.3$6.2(30.0)%$9.9$13.0(23.9)%
Net investment income19.013.837.936.429.125.1
Operating revenues23.320.016.746.242.19.7
Benefits, loss and loss adjustment expenses(0.3)(2.9)89.70.6(6.8)110.1
Insurance expenses2.53.7(33.3)5.78.5(32.3)
Corporate, interest, and other expenses - net15.810.846.225.719.730.2
Operating expenses18.111.655.132.221.449.9
Corporate & Other pretax operating income$5.2$8.3(37.0)%$14.0$20.6(32.0)%

Corporate & Other includes a small life and accident insurance business, the RFIG Run-off business through the date of sale of May 31, 2024, the parent holding company, and several internal corporate services subsidiaries. Corporate & Other tends to produce highly variable results stemming from volatility inherent in the lack of scale. Net investment income increased in both periods due primarily to higher investment yields earned. The invested asset base was higher in the quarter, due to the issuance of $400 of senior notes on March 31, 2024. Corporate expenses also reflect an increase in interest costs associated with the new senior notes.

Summary Consolidated Balance Sheet

June 30,December 31,
20242023
Assets:
Cash and fixed income securities$13,695.4$13,375.4
Equity securities2,462.62,660.8
Other162.6151.3
Total investments, cash, and accrued investment income16,320.716,187.6
Accounts and notes receivable2,626.02,201.4
Federal income tax assets35.421.8
Reinsurance recoverable6,584.85,951.4
Deferred policy acquisition costs456.5417.8
Other assets1,501.51,721.2
Total assets$27,525.2$26,501.4
Liabilities and Shareholders' Equity:
Loss and loss adjustment expense reserves$12,957.6$12,538.2
Other policy liabilities3,710.63,193.1
Federal income tax liabilities88.3105.6
Reinsurance balances and funds held1,670.01,380.9
Debt1,987.91,591.2
Other liabilities1,083.91,281.4
Total liabilities21,498.620,090.7
Shareholders' equity6,026.66,410.7
Total liabilities and shareholders' equity$27,525.2$26,501.4
Composition of shareholders' equity per share:
Equity before items below$21.14$20.51
Unrealized investment gains (losses) and other
accumulated comprehensive income (loss)2.452.80
Total$23.59$23.31

Investments

As of June 30, 2024, the consolidated investment portfolio reflected an allocation of approximately 85% to fixed income securities (bonds and notes) and short-term investments, and 15% to equity securities (common stock). The investment management process remains focused on retaining quality investments that produce consistent streams of investment income, while monitoring concentration limits among the insurance underwriting subsidiaries. The realized investment gains recognized during the first six months of 2024 are reflective of these initiatives, with realized losses occurring in the second quarter driven by both tax planning and interest rate environment considerations. The fixed income portfolio continues to be the anchor for the insurance underwriting subsidiaries' obligations. The maturities of the fixed income securities are matched to the expected liabilities for claim payment obligations to policyholders and their beneficiaries. The equity portfolio consists of high-quality common stocks of U.S. companies with long-term records of reasonable earnings growth and steadily increasing dividends.

Old Republic’s investment portfolio is focused on ensuring solid funding of the insurance underwriting subsidiaries' obligations to policyholders and their beneficiaries, as well as the long-term stability of the subsidiaries’ capital base. For these reasons, the investment portfolio has extremely limited exposure to high risk or illiquid asset classes such as limited partnerships, derivatives, hedge funds or private equity investments. In addition, the Company does not engage in hedging or securities lending transactions, nor does it invest in securities whose values are predicated on non-regulated financial instruments with unfunded counter-party risk attributes. Old Republic performs regular stress tests of the investment portfolio to gain reasonable assurance that periodic downdrafts in market prices do not undermine the Company's financial strength.

Shareholders' Equity Per Share

Changes in shareholders' equity per share are reflected in the following table. As shown, these changes resulted mostly from net operating income, realized and unrealized investment gains (losses), and dividend payments to shareholders.

Quarter · Year
Ended · Ended
June 30, · Six Months Ended June 30, · Dec. 31,
2024202420232023
Beginning balance$23.83$23.31$21.07$21.07
Changes in shareholders' equity:
Net income excluding net investment gains (losses)0.771.451.242.65
Net of tax realized investment gains (losses)(0.16)0.380.08(0.19)
Net of tax unrealized investment gains (losses):
Fixed income securities0.04(0.22)0.151.31
Equity securities(0.26)(0.30)(0.09)(0.34)
Total net of tax realized and unrealized
investment gains (losses)(0.38)(0.14)0.140.78
Cash dividends(0.265)(0.530)(0.490)(0.980)
Other - net(0.36)(0.50)(0.18)(0.21)
Net change(0.24)0.280.712.24
Ending balance$23.59$23.59$21.78$23.31
Percentage change for the period(1.0)%1.2%3.4%10.6%
Percentage change for the period, inclusive of cash dividends0.1%3.5%5.7%15.3%

Total capital returned to shareholders during the quarter was $479, comprised of $69 in dividends, and $410 in share repurchases. For the first six months, total capital returned was $743, comprised of $141 in dividends, and $602 in share repurchases.

DETAILED MANAGEMENT ANALYSIS

This section of the Management Analysis of Financial Position and Results of Operations is additive to and should be read in conjunction with the Executive Summary which precedes it.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.