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UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K

CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934

Date of Report (Date of earliest event reported): July 22, 2024
Commission File Number
1-15202


     W. R. BERKLEY CORPORATION     
(Exact name of registrant as specified in its charter)
Delaware22-1867895
(State or other jurisdiction of
incorporation or organization)
(I.R.S. Employer Identification No.)
  
475 Steamboat RoadGreenwichConnecticut06830
(Address of principal executive offices)(Zip Code)
(203)629-3000
(Registrant’s telephone number, including area code)
None
Former name, former address and former fiscal year, if changed since last report.

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
    Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
    Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
    Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
    Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
Title of Each Class Trading Symbol Name of Each Exchange
on Which Registered
Common Stock, par value $.20 per share WRB New York Stock Exchange
5.700% Subordinated Debentures due 2058WRB-PENew York Stock Exchange
5.100% Subordinated Debentures due 2059WRB-PFNew York Stock Exchange
4.250% Subordinated Debentures due 2060WRB-PGNew York Stock Exchange
4.125% Subordinated Debentures due 2061WRB-PHNew York Stock Exchange
Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).    Emerging growth company         


W. R. Berkley Corporation         2

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.         


W. R. Berkley Corporation         3

Item 2.02 Results of Operations and Financial Condition.
Reference is made to the press release of W. R. Berkley Corporation (the “Company”) relating to the announcement of the Company’s results of operations for the first quarter of 2024. The press release was issued on July 22, 2024. A copy of the press release is attached to this Form 8-K as Exhibit 99.1 and is incorporated herein by reference.
The information contained herein shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”), or otherwise subject to the liabilities of that section, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or the Exchange Act.


W. R. Berkley Corporation         4

Item 9.01 Financial Statements and Exhibits.
(d) Exhibits
Exhibit 99.1 Press Release dated July 22, 2024





W. R. Berkley Corporation         5



SIGNATURES

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

W. R. BERKLEY CORPORATION




By: /s/ Richard M. Baio
Name:Richard M. Baio
Title:Executive Vice President -
Chief Financial Officer




        


Date: July 22, 2024


W. R. Berkley Corporation         6

EXHIBIT INDEX


Exhibit:
99.1         Press Release dated July 22, 2024






NEWS
RELEASE
W. R. Berkley Corporation
475 Steamboat Road
Greenwich, Connecticut 06830
(203) 629-3000
             
FOR IMMEDIATE RELEASE     CONTACT:    Karen A. Horvath
Vice President - External
Financial Communications
(203) 629-3000


W. R. Berkley Corporation Reports Second Quarter Results
Return on Equity of 20.0% and Operating Return on Equity of 22.4%; Record Quarterly Net Investment Income of $372 Million

Greenwich, CT, July 22 , 2024 - W. R. Berkley Corporation (NYSE: WRB) today reported its second quarter 2024 results.
Summary Financial Data
(Amounts in thousands, except per share data)
Second QuarterSix Months
2024202320242023
Gross premiums written$3,717,772 $3,336,773 $7,080,528 $6,386,091 
Net premiums written3,126,779 2,811,515 5,978,070 5,386,339 
Net income to common stockholders371,909 356,308 814,380 650,434 
Net income per diluted share (1)0.92 0.87 2.01 1.58 
Operating income (2)418,114 310,862 841,344 586,531 
Operating income per diluted share (1)1.04 0.76 2.08 1.42 
Return on equity (3)20.0 %21.1 %21.8 %19.3 %
Operating return on equity (2) (3)22.4 %18.4 %22.6 %17.4 %


(1)The 2024 per share amounts have been adjusted to reflect the 3-for-2 common stock split effected on July 10, 2024, and the 2023 per share amounts were restated for comparative purposes to reflect such common stock split.
(2)Operating income is a non-GAAP financial measure defined by the Company as net income excluding after-tax net investment gains (losses) and related expenses.
(3)Return on equity and operating return on equity represent net income and operating income, respectively, expressed on an annualized basis as a percentage of beginning of year common stockholders’ equity.



W. R. Berkley Corporation        2

Second quarter highlights included:
Return on equity and operating return on equity of 20.0% and 22.4%, respectively.
Net investment income grew 51.8% to a record $372.1 million.
Record net premiums written grew 11.2% to $3.1 billion.
The current accident year combined ratio before catastrophe losses of 3.2 loss ratio points was 88.0%, and the reported combined ratio was 91.1%.
Average rate increase excluding workers' compensation were approximately 8.3%.
Book value per share grew 4.7%, before dividends and share repurchases.
Total capital returned to shareholders was $381.3 million, consisting of $223.8 million of share repurchases, $127.0 million of special dividends and $30.5 million of regular dividends.
Operating cash flow increased 24.4% to $881.3 million.




The Company commented:
Continued strong underwriting and investment income drove our 20.0% annualized return on beginning of year common stockholders’ equity in the second quarter.
Market conditions remained favorable in many areas of our business, fueling growth in net premiums written of 11.2%. Our combined ratio was 91.1% inclusive of 3.2 loss ratio points of catastrophe losses.
Net investment income increased 51.8% over the prior year second quarter, driven by an increase in fixed-maturity income from a growing portfolio with higher yields. We anticipate that the Company’s new money rate will remain higher than the current yield of our fixed-maturity securities for the foreseeable future. Coupled with our increasing investment portfolio from continuing record cash flow, we remain well-positioned for further investment income growth.
Our decentralized structure and consistent focus on long-term risk-adjusted return allow us to effectively operate in a rapidly-changing environment. We continue to believe that expertise matters in both underwriting and investing. The Company expects to continue to deliver outstanding returns to our shareholders for the remainder of 2024 and beyond.



W. R. Berkley Corporation        3
Webcast Conference Call
    The Company will hold its quarterly conference call with analysts and investors to discuss its earnings and other information on July 22, 2024, at 5:00 p.m. eastern time. The conference call will be webcast live on the Company's website at https://ir.berkley.com/events-and-presentations/default.aspx. Please log on early to register. A replay of the webcast will be available on the Company's website approximately two hours after the end of the conference call. Additional financial information can be found on the Company's website at https://ir.berkley.com/investor-relations/financial-information/quarterly-results/default.aspx.
About W. R. Berkley Corporation
    Founded in 1967, W. R. Berkley Corporation is an insurance holding company that is among the largest commercial lines writers in the United States and operates worldwide in two segments of the property casualty business: Insurance and Reinsurance & Monoline Excess.





W. R. Berkley Corporation        4
Forward Looking Information

This is a “Safe Harbor” Statement under the Private Securities Litigation Reform Act of 1995. Any forward-looking statements contained herein, including statements related to our outlook for the industry and for our performance for the year 2024 and beyond, are based upon the Company’s historical performance and on current plans, estimates and expectations. The inclusion of this forward-looking information should not be regarded as a representation by us or any other person that the future plans, estimates or expectations contemplated by us will be achieved. They are subject to various risks and uncertainties, including but not limited to: the cyclical nature of the property casualty industry; the impact of significant competition, including new entrants to the industry; the long-tail and potentially volatile nature of the insurance and reinsurance business; product demand and pricing; claims development and the process of estimating reserves; investment risks, including those of our portfolio of fixed maturity securities and investments in equity securities, including investments in financial institutions, municipal bonds, mortgage-backed securities, loans receivable, investment funds, including real estate, merger arbitrage, energy related and private equity investments; the effects of emerging claim and coverage issues; the uncertain nature of damage theories and loss amounts, including claims for cyber security-related risks; natural and man-made catastrophic losses, including as a result of terrorist activities; the ongoing effects of the COVID-19 pandemic, or other epidemics and pandemics; the impact of climate change, which may alter the frequency and increase the severity of catastrophe events; general economic and market activities, including inflation, interest rates, and volatility in the credit and capital markets; the impact of the conditions in the financial markets and the global economy, and the potential effect of legislative, regulatory, accounting or other initiatives taken in response to such conditions, on our results and financial condition; foreign currency and political risks relating to our international operations; our ability to attract and retain key personnel and qualified employees; continued availability of capital and financing; the success of our new ventures or acquisitions and the availability of other opportunities; the availability of reinsurance; our retention under the Terrorism Risk Insurance Program Reauthorization Act of 2019; the ability or willingness of our reinsurers to pay reinsurance recoverables owed to us; other legislative and regulatory developments, including those related to business practices in the insurance industry; credit risk related to our policyholders, independent agents and brokers; changes in the ratings assigned to us or our insurance company subsidiaries by rating agencies; the availability of dividends from our insurance company subsidiaries; cyber security breaches of our information technology systems and the information technology systems of our vendors and other third parties, or related processes and systems; the effectiveness of our controls to ensure compliance with guidelines, policies and legal and regulatory standards; and other risks detailed from time to time in the Company’s filings with the Securities and Exchange Commission. These risks and uncertainties could cause our actual results for the year 2024 and beyond to differ materially from those expressed in any forward-looking statement we make. Any projections of growth in our revenues would not necessarily result in commensurate levels of earnings. Forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.



# # #











W. R. Berkley Corporation        5
Consolidated Financial Summary
(Amounts in thousands, except per share data)
Second QuarterSix Months
2024202320242023
Revenues:
  Net premiums written$3,126,779 $2,811,515 $5,978,070 $5,386,339 
  Change in unearned premiums(280,364)(258,788)(367,308)(342,180)
    Net premiums earned2,846,415 2,552,727 5,610,762 5,044,159 
  Net investment income372,129 245,152 691,967 468,551 
  Net investment (losses) gains:
  Net realized and unrealized (losses) gains on investments(60,306)68,647 (48,803)91,258 
   Change in allowance for credit losses on investments1,794 (9,993)16,070 (9,594)
  Net investment (losses) gains(58,512)58,654 (32,733)81,664 
  Revenues from non-insurance businesses125,705 113,910 246,696 238,110 
  Insurance service fees27,597 25,471 52,917 58,328 
  Other income698 — 1,196 106 
       Total Revenues3,314,032 2,995,914 6,570,805 5,890,918 
Expenses:
   Loss and loss expenses1,780,596 1,569,654 3,444,374 3,108,409 
   Other operating costs and expenses892,935 823,682 1,761,524 1,649,255 
   Expenses from non-insurance businesses121,120 113,538 239,727 236,306 
   Interest expense31,708 31,856 63,436 63,692 
     Total expenses2,826,359 2,538,730 5,509,061 5,057,662 
     Income before income tax487,673 457,184 1,061,744 833,256 
   Income tax expense(115,788)(101,460)(247,824)(181,803)
     Net Income before noncontrolling interests371,885 355,724 813,920 651,453 
   Noncontrolling interest24 584 460 (1,019)
     Net income to common stockholders$371,909 $356,308 $814,380 $650,434 
 Net income per share (1):
 Basic$0.93 $0.88 $2.03 $1.59 
 Diluted$0.92 $0.87 $2.01 $1.58 
 Average shares outstanding (1) (2):
 Basic400,273 406,296 401,295 409,364 
 Diluted403,737 409,643 404,679 412,819 

(1)The 2024 per share amounts have been adjusted to reflect the 3-for-2 common stock split effected on July 10, 2024, and the 2023 per share amounts were restated for comparative purposes to reflect such common stock split.
(2)Basic shares outstanding consist of the weighted average number of common shares outstanding during the period (including shares held in a grantor trust). Diluted shares outstanding consist of the weighted average number of basic and common equivalent shares outstanding during the period.




W. R. Berkley Corporation        6
Business Segment Operating Results
(Amounts in thousands, except ratios) (1) (2)
Second QuarterSix Months
2024202320242023
Insurance:
   Gross premiums written$3,360,850 $2,994,059 $6,281,900 $5,620,406 
   Net premiums written2,810,448 2,505,856 5,256,163 4,691,277 
   Net premiums earned2,484,569 2,215,186 4,883,338 4,358,110 
   Pre-tax income490,053 386,350 968,202 738,977 
   Loss ratio64.0 %63.1 %62.9 %62.8 %
   Expense ratio28.4 %27.8 %28.4 %28.3 %
   GAAP Combined ratio92.4 %90.9 %91.3 %91.1 %
Reinsurance & Monoline Excess:
   Gross premiums written$356,922 $342,714 $798,628 $765,685 
   Net premiums written316,331 305,659 721,907 695,062 
   Net premiums earned361,846 337,541 727,424 686,049 
   Pre-tax income124,449 105,420 252,074 206,704 
   Loss ratio52.8 %51.2 %51.3 %53.9 %
   Expense ratio29.0 %30.1 %29.4 %30.1 %
   GAAP Combined ratio81.8 %81.3 %80.7 %84.0 %
Corporate and Eliminations:
   Net investment (losses) gains$(58,512)$58,654 $(32,733)$81,664 
   Interest expense(31,708)(31,856)(63,436)(63,692)
   Other expenses(36,609)(61,384)(62,363)(130,397)
   Pre-tax loss(126,829)(34,586)(158,532)(112,425)
Consolidated:
   Gross premiums written$3,717,772 $3,336,773 $7,080,528 $6,386,091 
   Net premiums written3,126,779 2,811,515 5,978,070 5,386,339 
   Net premiums earned2,846,415 2,552,727 5,610,762 5,044,159 
   Pre-tax income 487,673 457,184 1,061,744 833,256 
   Loss ratio62.6 %61.5 %61.4 %61.6 %
   Expense ratio28.5 %28.1 %28.6 %28.5 %
   GAAP Combined ratio91.1 %89.6 %90.0 %90.1 %


(1)Loss ratio is losses and loss expenses incurred expressed as a percentage of premiums earned. Expense ratio is underwriting expenses expressed as a percentage of premiums earned. GAAP combined ratio is the sum of the loss ratio and the expense ratio.
(2)Commencing with the first quarter of 2024, the Company reclassified a program management business from the Insurance segment to the Reinsurance & Monoline Excess segment. The reclassified business is a program management business offering support on a nationwide basis for commercial casualty and property program administrators. Reclassifications have been made to the Company's 2023 financial information to conform with this presentation.



W. R. Berkley Corporation        7
Supplemental Information
(Amounts in thousands)
Second QuarterSix Months
2024202320242023
Net premiums written:
   Other liability$1,131,676 $987,687 $2,147,291 $1,888,978 
   Short-tail lines (1)643,101 558,123 1,175,442 984,777 
   Auto408,178 352,584 756,760 646,442 
   Workers' compensation332,432 325,170 637,064 635,154 
   Professional liability295,061 282,292 539,606 535,926 
     Total Insurance2,810,448 2,505,856 5,256,163 4,691,277 
   Casualty (2)188,117 189,970 378,136 401,261 
 Property (2)102,158 90,585 200,820 164,179 
 Monoline excess 26,056 25,104 142,951 129,622 
     Total Reinsurance & Monoline Excess316,331 305,659 721,907 695,062 
          Total$3,126,779 $2,811,515 $5,978,070 $5,386,339 
Current accident year losses from catastrophes:
   Insurance$86,632 $48,007 $114,082 $93,249 
   Reinsurance & Monoline Excess3,047 5,540 6,103 8,167 
     Total$89,679 $53,547 $120,185 $101,416 
Net Investment income:
   Core portfolio (3)$329,971 $229,302 $661,147 $432,265 
   Investment funds25,476 (1,187)(3,873)993 
   Arbitrage trading account16,682 17,037 34,693 35,293 
     Total$372,129 $245,152 $691,967 $468,551 
Net realized and unrealized (losses) gains on investments:
   Net realized gains (losses) on investments$6,411 $47,387 $(7,898)$26,594 
   Change in unrealized (losses) gains on equity securities(66,717)21,260 (40,905)64,664 
     Total$(60,306)$68,647 $(48,803)$91,258 
Other operating costs and expenses:
   Policy acquisition and insurance operating expenses$811,997 $718,234 $1,603,529 $1,436,510 
   Insurance service expenses23,084 23,931 44,523 49,111 
   Net foreign currency (gains) losses(10,118)11,226 (23,295)20,721 
   Other costs and expenses67,972 70,291 136,767 142,913 
     Total$892,935 $823,682 $1,761,524 $1,649,255 
Cash flow from operations$881,330 $708,745 $1,627,565 $1,154,069 
Reconciliation of net income to operating income:
   Net income$371,909 $356,308 $814,380 $650,434 
   Pre-tax investment losses (gains), net of related expenses58,631 (57,862)32,733 (81,250)
   Income tax (benefit) expense (12,426)12,416 (5,769)17,347 
     Operating income after-tax (4)$418,114 $310,862 $841,344 $586,531 
(1)Short-tail lines include commercial multi-peril (non-liability), inland marine, accident and health, fidelity and surety, boiler and machinery, high net worth homeowners and other lines.
(2)Includes reinsurance casualty and property and certain program management business.
(3)Core portfolio includes fixed maturity securities, equity securities, cash and cash equivalents, real estate and loans receivable.
(4)Operating income is a non-GAAP financial measure defined by the Company as net income excluding after-tax net investment gains (losses). Net investment gains (losses) are computed net of related expenses, including performance-based compensatory costs associated with realized investment gains. Management believes this measurement provides a useful indicator of trends in the Company’s underlying operations.



W. R. Berkley Corporation        8
Selected Balance Sheet Information
(Amounts in thousands, except per share data)
June 30,
2024
December 31,
2023
Net invested assets (1)$28,011,519 $26,973,703 
Total assets38,909,919 37,111,830 
Reserves for losses and loss expenses19,567,190 18,739,652 
Senior notes and other debt1,828,422 1,827,951 
Subordinated debentures1,009,449 1,009,090 
Common stockholders' equity (2)7,773,782 7,455,431 
Common stock outstanding (3) (4)380,647 384,817 
Book value per share (4) (5)20.42 19.37 
Tangible book value per share (4) (5) 19.78 18.72 


(1)Net invested assets include investments, cash and cash equivalents, trading accounts receivable from brokers and clearing organizations, trading account securities sold but not yet purchased and unsettled purchases, net of related liabilities.
(2)As of June 30, 2024, reflected in common stockholders' equity are after-tax unrealized investment losses of $670 million and unrealized currency translation losses of $364 million. As of December 31, 2023, reflected in common stockholders' equity are after-tax unrealized investment losses of $586 million and unrealized currency translation losses of $340 million.
(3)During the six months ended and three months ended June 30, 2024, the Company repurchased 4,298,510 shares of its common stock for $223.8 million. The number of shares of common stock outstanding excludes shares held in a grantor trust.
(4)The 2024 per share amounts have been adjusted to reflect the 3-for-2 common stock split effected on July 10, 2024, and the 2023 per share amounts were restated for comparative purposes to reflect such common stock split.
(5)Book value per share is total common stockholders’ equity divided by the number of common shares outstanding. Tangible book value per share is total common stockholders’ equity excluding the after-tax value of goodwill and other intangible assets divided by the number of common shares outstanding.




W. R. Berkley Corporation        9
Investment Portfolio
June 30, 2024
(Amounts in thousands, except percentages)
Carrying ValuePercent of Total
Fixed maturity securities:
   United States government and government agencies$1,822,376 6.5 %
   State and municipal:
        Special revenue1,508,209 5.4 %
        State general obligation443,673 1.6 %
        Local general obligation379,024 1.4 %
        Corporate backed161,332 0.6 %
        Pre-refunded87,978 0.3 %
            Total state and municipal2,580,216 9.3 %
   Mortgage-backed securities:
        Agency1,855,209 6.6 %
        Commercial558,051 2.0 %
        Residential - Prime179,841 0.6 %
        Residential - Alt A2,508 0.0 %
            Total mortgage-backed securities2,595,609 9.2 %
   Asset-backed securities4,014,446 14.3 %
   Corporate:
        Industrial3,893,745 13.9 %
        Financial3,196,583 11.4 %
        Utilities711,967 2.5 %
        Other610,125 2.2 %
            Total corporate 8,412,420 30.0 %
   Foreign government 1,657,609 5.9 %
            Total fixed maturity securities (1)21,082,676 75.2 %
Equity securities available for sale:
   Common stocks696,555 2.5 %
   Preferred stocks381,537 1.4 %
            Total equity securities available for sale1,078,092 3.9 %
Investment funds 1,589,119 5.7 %
Cash and cash equivalents (2)1,411,140 5.0 %
Real estate1,279,306 4.6 %
Arbitrage trading account1,221,861 4.4 %
Loans receivable349,325 1.2 %
          Net invested assets$28,011,519 100.0 %


(1)Total fixed maturity securities had an average rating of AA- and an average duration of 2.5 years, including cash and cash equivalents.
(2)Cash and cash equivalents includes trading accounts receivable from brokers and clearing organizations, trading account securities sold but not yet purchased and unsettled purchases.

v3.24.2
Cover Page
Jul. 22, 2024
Entity Information [Line Items]  
Document Type 8-K
Document Period End Date Jul. 22, 2024
Entity File Number 1-15202
Entity Registrant Name W. R. BERKLEY CORP
Entity Incorporation, State or Country Code DE
Entity Tax Identification Number 22-1867895
Entity Address, Address Line One 475 Steamboat Road
Entity Address, City or Town Greenwich
Entity Address, State or Province CT
Entity Address, Postal Zip Code 06830
City Area Code (203)
Local Phone Number 629-3000
Written Communications false
Soliciting Material false
Pre-commencement Tender Offer false
Pre-commencement Issuer Tender Offer false
Title of 12(b) Security Common Stock, par value $.20 per share
Trading Symbol WRB
Security Exchange Name NYSE
Entity Emerging Growth Company false
Entity Central Index Key 0000011544
Amendment Flag false
5.700% Subordinated Debentures due 2058  
Entity Information [Line Items]  
Title of 12(b) Security 5.700% Subordinated Debentures due 2058
Trading Symbol WRB-PE
Security Exchange Name NYSE
5.100% Subordinated Debentures due 2059  
Entity Information [Line Items]  
Title of 12(b) Security 5.100% Subordinated Debentures due 2059
Trading Symbol WRB-PF
Security Exchange Name NYSE
4.250% Subordinated Debentures due 2060  
Entity Information [Line Items]  
Title of 12(b) Security 4.250% Subordinated Debentures due 2060
Trading Symbol WRB-PG
Security Exchange Name NYSE
4.125% Subordinated Debentures due 2061  
Entity Information [Line Items]  
Title of 12(b) Security 4.125% Subordinated Debentures due 2061
Trading Symbol WRB-PH
Security Exchange Name NYSE

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