New York, January 05, 2017 -- Moody's Investors Service has downgraded the senior unsecured debt
rating of Arch Capital Group Ltd. (Arch Capital) to Baa1 from A3
and the insurance financial strength (IFS) ratings of Arch Capital's principal
P&C (re)insurance operating subsidiaries to A2 from A1. The
outlook for these ratings is stable. In the same rating action,
Moody's downgraded the IFS rating of Arch Mortgage Guaranty Company
(AMG) to Baa1 from A3. The outlook for AMG is positive.
These rating actions conclude reviews for downgrade that were initiated
on 17 August 2016.
Moody's also affirmed the Baa1 IFS rating of Arch Mortgage Insurance
Company (AMI) with the outlook changed to positive from stable.
Moody's also took various rating actions on other Arch Capital subsidiaries,
as listed below.
These rating actions follow the completion of Arch Capital's previously
announced acquisition of United Guaranty Corporation (UGC -- not
rated), a holding company for a leading US mortgage insurance group,
from American International Group, Inc. (AIG -- senior
Baa1/stable). Arch Capital purchased UGC for approximately $3.3
billion in cash and stock.
RATINGS RATIONALE
Ratings Rationale -- Arch Capital and its P&C Insurance and Reinsurance
Subsidiaries
The downgrade of Arch Capital's ratings reflects Moody's view that
the acquisition of UGC increases the group's credit risk profile
due to the substantial expansion of Arch Capital's mortgage insurance
operations and a significant increase in the holding company's financial
leverage following the issuance of debt and preferred shares to finance
a portion of the UGC acquisition. On a pro forma basis giving effect
to the acquisition, Arch Capital's mortgage operations represent
approximately 24% of the group's gross premiums written,
up from around 8%. Moody's currently views the stand-alone
credit profiles of leading US mortgage insurers to be in the Baa range
due to the sector's historical deep cyclicality, its undifferentiated,
commoditized product, and industry conditions that are largely tied
to some of its main stakeholders (lenders and GSEs), public policy
decisions, the performance of the housing sector, and other
uncontrollable variables, including competition from the FHA.
Given the large amount of debt and preferred stock issued by Arch Capital
in recent months to help finance the UGC acquisition, the firm's
pro forma adjusted financial leverage has risen to around 25%,
up from 19% at year-end 2015. While Moody's
expects Arch Capital to gradually reduce its financial leverage through
debt repayments and organic capital growth, the firm's leverage
metrics are likely to remain elevated for several years.
Moody's notes that the combination of UGC and Arch's existing
mortgage insurance operations will create the market share leader in the
US private mortgage insurance market. The acquisition also provides
some diversification benefit to Arch Capital as its traditional P&C
reinsurance business faces challenging competitive dynamics. Current
mortgage insurance conditions are, by contrast, quite sound,
with strong mortgage insurance profitability, supported by high
quality mortgage loan origination and benign housing market conditions.
We expect Arch Capital's profitability to be positively impacted
by its mortgage insurance operations over the near to medium term.
Ratings Rationale -- Arch Mortgage Insurance Company
Moody's affirmation of AMI's Baa1 IFS rating, with the outlook
changed to positive from stable, reflects the improvement in its
stand-alone credit profile following the UGC acquisition.
UGC brings a well-established US mortgage insurance franchise with
strong profitability to the Arch Capital group. Moody's has
aligned the ratings of AMI and United Guaranty Residential Insurance Company
(UGRIC -- IFS rating Baa1/positive) based on our expectation that
these GSE eligible subsidiaries will comprise the core operations of Arch
Capital's mortgage insurance business going forward.
Arch Capital's acquisition of UGC accelerates its efforts to achieve
scale in the US mortgage insurance market. For the first nine months
of 2016, UGC and Arch Capital had private MI market shares of about
18% and 9%, respectively. The combination of
the two companies will result in a market leading mortgage insurance platform,
with strong core earnings power and better financial flexibility than
its peers. However, we expect the combined platform will
lose some market share due to customer overlap with credit unions,
community banks, and other lenders.
The positive outlook reflects Moody's expectation that the combination
of UGC and AMI will improve the stand-alone credit profile of the
new Arch mortgage insurance platform due to its leading market position,
strong core earnings power and its robust underwriting and risk management
capabilities.
AMI also benefits from implicit and explicit support from Arch Capital
and Arch Reinsurance Ltd. (Arch Re Bermuda -- IFS rating A2/stable).
Arch Re Bermuda provides reinsurance to AMI through a 50% quota-share
reinsurance arrangement.
Ratings Rationale -- Arch Mortgage Guaranty Company
The downgrade of AMG's IFS rating to Baa1 from A3 (with a positive
outlook) reflects Moody's view that following the acquisition,
Arch's mortgage insurance operations should be viewed as a singular
analytic unit. As such, AMG's rating was aligned with
the ratings of AMI and UGRIC. While AMG benefits from extensive
reinsurance support from Arch Re Bermuda and Arch Reinsurance Company
(IFS rating A2/stable), the company has modest stand-alone
capital resources, and, as a non-GSE focused mortgage
insurer, narrower business prospects relative to its US mortgage
insurance affiliates. The positive outlook reflects the alignment
of AMG's rating with the ratings on AMI and UGRIC.
RATING DRIVERS
Rating Drivers - Arch Capital and its P&C Insurance and Reinsurance
Subsidiaries
Given today's downgrade of Arch Capital's ratings, there
is little possibility of an upgrade in the near term. However,
reduced financial leverage and the maintenance of the firm's current
modest catastrophe risk posture would positively influence the ratings.
Conversely, the following factors could lead to a downgrade of Arch
Capital's ratings: 1) returns on capital below the mid-single
digits across multiple years; 2) consolidated adjusted financial
leverage above 30%; 3) gross underwriting leverage in excess
of 3x; or 4) a decline in shareholders' equity (including share repurchases)
by more than 10% over a rolling twelve month period.
Rating Drivers -- Arch Mortgage Insurance Company
Continued improvement of AMI's stand-alone credit profile
as evidenced by increased market share at attractive pricing levels,
continued strong earnings and strong capital adequacy could result in
an upgrade of AMI's rating. Conversely, the following
factors could lead to a stabilization of the outlook or a downgrade of
the rating: 1) downgrade of Arch Re Bermuda; 2) significant
weakening of underwriting standards or pricing; 3) public policy
decisions that significantly diminish the role of private mortgage insurance
in the housing finance market; and 4) non-compliance with
the GSE's capital standards (PMIERs). AMI's rating
is expected to remain aligned with UGRIC's rating going forward.
Rating Drivers -- Arch Mortgage Guaranty Company
AMG's IFS rating is expected to remain closely linked to that of
AMI going forward. Consequently, an upgrade or downgrade
of AMI is likely to result in an upgrade or downgrade of AMG.
RATINGS LIST
The following ratings have been downgraded:
Arch Capital Group Ltd. -- senior unsecured debt
to Baa1 from A3; preferred stock to Baa3(hyb) from Baa2(hyb);
Pref. Stock Non-cumulative to Baa3 (hyb) from Baa2 (hyb);
Arch Capital Group (U.S.) Inc.-- BACKED
senior unsecured debt to Baa1 from A3;
Arch Capital Finance LLC -- BACKED senior unsecured debt to Baa1
from A3;
Arch Reinsurance Ltd. -- insurance financial strength
to A2 from A1;
Arch Insurance Company (Europe) Ltd. -- insurance
financial strength to A2 from A1;
Arch Reinsurance Company -- insurance financial strength
to A2 from A1;
Arch Insurance Company -- insurance financial strength to
A2 from A1;
Arch Specialty Insurance Company -- insurance financial
strength to A2 from A1;
Arch Excess and Surplus Insurance Company -- insurance financial
strength to A2 from A1;
Arch Mortgage Guaranty Company -- insurance financial strength
to Baa1 from A3.
The following rating has been affirmed:
Arch Mortgage Insurance Company -- insurance financial strength
at Baa1.
Outlook Actions:
..Issuer: Arch Capital Group Ltd.
....Outlook, Changed to Stable from
Rating Under Review
..Issuer: Arch Capital Group (U.S.)
Inc.
.Outlook, Changed to Stable from Rating Under Review
..Issuer: Arch Capital Finance LLC
.Outlook, Changed to Stable from Rating Under Review
..Issuer: Arch Reinsurance Ltd.
.Outlook, Changed to Stable from Rating Under Review
..Issuer: Arch Insurance Company (Europe) Ltd.
.Outlook, Changed to Stable from Rating Under Review
..Issuer: Arch Reinsurance Company
.Outlook, Changed to Stable from Rating Under Review
..Issuer: Arch Insurance Company
.Outlook, Changed to Stable from Rating Under Review
..Issuer: Arch Specialty Insurance Company
.Outlook, Changed to Stable from Rating Under Review
..Issuer: Arch Excess and Surplus Insurance Company
.Outlook, Changed to Stable from Rating Under Review
..Issuer: Arch Mortgage Guaranty Company
.Outlook, Changed to Positive from Rating Under Review
..Issuer: Arch Mortgage Insurance Company
.Outlook, Changed to Positive from Stable
Arch Capital Group Ltd., through its subsidiaries,
writes insurance and reinsurance on a worldwide basis through operations
in Bermuda, the United States, Canada, Europe,
Australia and South Africa, with a focus on specialty lines.
The company has three operating platforms: insurance, reinsurance
and mortgage. Through the first nine months of 2016, Arch
reported $3.2 billion of net premiums written and $602
million of net income available to common shareholders. As of 30
September 2016, total shareholders' equity was approximately $8.2
billion.
The principal methodology used in rating Arch Capital Group Ltd.,
Arch Reinsurance Ltd., Arch Insurance Company (Europe) Ltd.,
Arch Reinsurance Company, Arch Insurance Company, Arch Specialty
Insurance Company, Arch Excess and Surplus Insurance Company,
Arch Capital Group (U.S.) Inc. and Arch Capital Finance
LLC was Global Reinsurers published in April 2016. The principal
methodology used in rating Arch Mortgage Guaranty Company and Arch Mortgage
Insurance Company was Mortgage Insurers published in April 2016.
Please see the Rating Methodologies page on www.moodys.com
for copies of these methodologies.
REGULATORY DISCLOSURES
For ratings issued on a program, series or category/class of debt,
this announcement provides certain regulatory disclosures in relation
to each rating of a subsequently issued bond or note of the same series
or category/class of debt or pursuant to a program for which the ratings
are derived exclusively from existing ratings in accordance with Moody's
rating practices. For ratings issued on a support provider,
this announcement provides certain regulatory disclosures in relation
to the credit rating action on the support provider and in relation to
each particular credit rating action for securities that derive their
credit ratings from the support provider's credit rating.
For provisional ratings, this announcement provides certain regulatory
disclosures in relation to the provisional rating assigned, and
in relation to a definitive rating that may be assigned subsequent to
the final issuance of the debt, in each case where the transaction
structure and terms have not changed prior to the assignment of the definitive
rating in a manner that would have affected the rating. For further
information please see the ratings tab on the issuer/entity page for the
respective issuer on www.moodys.com.
For any affected securities or rated entities receiving direct credit
support from the primary entity(ies) of this credit rating action,
and whose ratings may change as a result of this credit rating action,
the associated regulatory disclosures will be those of the guarantor entity.
Exceptions to this approach exist for the following disclosures,
if applicable to jurisdiction: Ancillary Services, Disclosure
to rated entity, Disclosure from rated entity.
Regulatory disclosures contained in this press release apply to the credit
rating and, if applicable, the related rating outlook or rating
review.
Please see www.moodys.com for any updates on changes to
the lead rating analyst and to the Moody's legal entity that has issued
the rating.
Please see the ratings tab on the issuer/entity page on www.moodys.com
for additional regulatory disclosures for each credit rating.
James Eck
VP - Senior Credit Officer
Financial Institutions Group
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Marc R. Pinto, CFA
MD - Financial Institutions
Financial Institutions Group
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653
Releasing Office:
Moody's Investors Service, Inc.
250 Greenwich Street
New York, NY 10007
U.S.A.
JOURNALISTS: 212-553-0376
SUBSCRIBERS: 212-553-1653