What the changes say
- Non-mortgage reinsurance now adds catastrophe, underwriting, reserving, and licensing risks, including Lloyd’s-market exposures.
- Private equity, venture capital, and limited-partnership investments may increase reported-results volatility.
- Mortgage insurance exposure from post-2020 policies rose to 93% of aggregate insurance in force, from 91%.
- Reported outstanding common shares fell to 94,542,845 from 103,835,368, while tax-risk language was largely unchanged.
What changed since the prior 10-K
New
- NewRisks Relating to the Operation of Our Businesses
As part of our overall investment strategy, we also allocate a percentage of our portfolio to limited partnership investments and traditional venture capital and private equity investments. Fluctuations in the fair value of these entities may increase the volatility of our reported results of operations
Limited partnerships, venture capital, and private equity investments could make reported results more volatile through fair-value changes.
- NewRisks Relating to the Operation of Our Businesses
Our results could be adversely affected by catastrophic events
Lloyd’s reinsurance exposes Essent to catastrophes, terrorism, wars, pandemics, cyber-risks, and potentially worsening climate-related losses.
- NewRisks Relating to the Operation of Our Businesses
Underwriting risks and reserving for losses in our non-mortgage reinsurance business are based on actuarially determined methods and assumptions, which are subject to inherent uncertainties
Non-mortgage reinsurance underwriting and loss reserves depend on uncertain actuarial models, historical data, and assumptions that may prove wrong.
- NewRisks Relating to the Operation of Our Businesses
uncertainty in our estimation of loss reserves. As a result, actual losses and loss adjustment expenses paid can deviate, perhaps substantially, from the reserve estimates reflected in our financial statements
Inadequate non-mortgage reinsurance reserves could require sudden earnings reductions when actual claims and expenses exceed estimates.
- NewRisks Relating to Regulation and Litigation
United States or any state thereof or of any other jurisdiction, we cannot assure you that Essent Re would be in compliance with such laws or that complying with such laws would not have a significant and negative effect on our business
Essent Re may face costly licensing, compliance, penalties, tax changes, or increased supervision if regulated outside Bermuda or under changed Bermuda law.
Reworded
- 69% rewrittenRisks Relating to Regulation and Litigation
If our principal Bermuda operating subsidiary becomes subject to insurance statutes and regulations in jurisdictions other than Bermuda or if there is a change in Bermuda law or regulations or the application of Bermuda law or regulations, there could be a significant and negative impact on our business
No substantive text change; the risk still concerns Essent Re’s Bermuda-only status and potential regulation elsewhere or under changed Bermuda law.
- 60% rewrittenRisks Relating to Taxes and Our Corporate Structure
Existing U.S. tax law could have an adverse impact on us or holders of our common shares if future changes to the business causes the Company to exceed certain thresholds
Only grammatical wording changed; the BEAT, CAMT, FET, and broader future-tax-law risks remain materially the same.
- 37% rewrittenRisks Relating to the Operation of Our Businesses
Our success depends, in part, on our ability to manage risks in our investment portfolio
No substantive text change; investment values, liquidity, operating results, and claim-payment funding remain the focus.
- 25% rewrittenRisks Relating to the Operation of Our Businesses
We expect our claims to increase as our portfolio matures
The stated post-2020 policy share rose from 91% to 93%, while the sentence about expected rising incurred claims was removed.
- 21% rewrittenRisks Relating to Taxes and Our Corporate Structure
Future sales of shares by existing shareholders could cause our share price to decline
The share count was updated from 103,835,368 at February 14, 2025 to 94,542,845 at February 13, 2026; dilution risk remains.
All 54 risk factors
Headings as the filing states them, in filing order.
Risks Relating to the Operation of Our Businesses
- 01Intense competition within the private mortgage insurance industry could result in the loss of customers, lower premiums, wider credit guidelines and other changes which could lower our revenues or raise our costs
- 02Our revenues, profitability and returns would decline if we lose a significant customer
- 03Government-supported mortgage insurance programs include, but are not limited to federal mortgage insurance programs, including those offered by the FHA and VA, and state-supported mortgage insurance funds, including, but not limited to, those funds supported by the states of California and New York
- 04If the volume of low down payment home mortgage originations declines, the amount of mortgage insurance that we write could decline, which would reduce our revenues
- 05We expect our claims to increase as our portfolio matures25% rewritten
- 06Because we establish loss reserves only upon a loan default rather than based on estimates of our ultimate losses on risk in force, losses may have a disproportionate adverse effect on our earnings in certain periods
- 07A downturn in the U.S. economy, a decline in the value of borrowers' homes from their value at the time their loans close and natural disasters, acts of terrorism or other catastrophic events may result in more homeowners defaulting and could increase our losses
- 08If interest rates decline, house prices appreciate or mortgage insurance cancellation requirements change, the length of time that our policies remain in force could decline and cause a decline in our revenue
- 09The premiums we charge may not be adequate to compensate us for our liabilities for losses and, as a result, any inadequacy could materially affect our financial condition and results of operations
- 10Competition in the title insurance and settlement services industry may adversely affect our business, financial condition, and results of operations
- 11Our success depends, in part, on our ability to manage risks in our investment portfolio37% rewritten
- 12As part of our overall investment strategy, we also allocate a percentage of our portfolio to limited partnership investments and traditional venture capital and private equity investments. Fluctuations in the fair value of these entities may increase the volatility of our reported results of operationsNew
- 13Because loss reserve estimates are subject to uncertainties and are based on assumptions that may be volatile, ultimate losses may be substantially different than our loss reserves
- 14Our results could be adversely affected by catastrophic eventsNew
- 15Underwriting risks and reserving for losses in our non-mortgage reinsurance business are based on actuarially determined methods and assumptions, which are subject to inherent uncertaintiesNew
- 16uncertainty in our estimation of loss reserves. As a result, actual losses and loss adjustment expenses paid can deviate, perhaps substantially, from the reserve estimates reflected in our financial statementsNew
- 17A downgrade in our financial strength ratings may adversely affect the amount of business that we write
- 18If servicers fail to adhere to appropriate servicing standards or experience disruptions to their businesses, our losses could unexpectedly increase
- 19Our delegated underwriting program may subject our mortgage insurance business to unanticipated claims
- 20We face risks associated with our contract underwriting business
- 21Our information technology systems may become outmoded, be temporarily interrupted or fail thereby causing us to fail to meet our customers' demands
- 22The security of our information technology systems may be compromised and confidential information, including non-public personal information that we maintain, could be improperly disclosed
- 23We are exposed to risks associated with our title insurance and settlement services business that could negatively affect our results of operations and financial condition
- 24We may not be able to collect all amounts due to us from reinsurers and reinsurance coverage may not be available to us in the future at commercially reasonable rates or at all
Risks Relating to Regulation and Litigation
- 25Changes in the business practices of the GSEs, including actions or decisions to decrease or discontinue the use of mortgage insurance or changes in the GSEs' eligibility requirements for mortgage insurers, could reduce our revenues or adversely affect our profitability and returns
- 26Our business prospects and operating results could be adversely impacted if, and to the extent that, the Consumer Financial Protection Bureau's ("CFPB") rule defining a qualified mortgage ("QM") reduces the size of the origination market or creates incentives to use government mortgage insurance programs
- 27The amount of insurance we write could be adversely affected by the Dodd-Frank Act's risk retention requirements and the definition of Qualified Residential Mortgage ("QRM")
- 28The implementation of the Basel rules may discourage the use of mortgage insurance
- 29Our operating insurance and reinsurance subsidiaries are subject to regulation in various jurisdictions, and material changes in the regulation of their operations could adversely affect us
- 30State regulation of the rates we charge for title insurance could adversely affect our results of operations
- 31If our principal Bermuda operating subsidiary becomes subject to insurance statutes and regulations in jurisdictions other than Bermuda or if there is a change in Bermuda law or regulations or the application of Bermuda law or regulations, there could be a significant and negative impact on our business69% rewritten
- 32United States or any state thereof or of any other jurisdiction, we cannot assure you that Essent Re would be in compliance with such laws or that complying with such laws would not have a significant and negative effect on our businessNew
- 33The mortgage insurance industry is, and as a participant in that industry we are, subject to litigation and regulatory risk generally
Risks Relating to Taxes and Our Corporate Structure
- 34Holders of 10% or more of our common shares may be subject to U.S. income taxation under the "controlled foreign corporation" ("CFC") rules
- 35Our tax liabilities and effective tax rate in the future could be adversely affected by changes in tax laws in countries in which we operate pursuant to ongoing efforts by the Organization for Economic Co-operation and Development (“OECD”), the U.S. Congress, Ireland Revenue, or the Government of Bermuda
- 36U.S. tax-exempt organizations who own our shares may recognize unrelated business taxable income
- 37There is the potential foreign bank account reporting and reporting of "Specified Foreign Financial Assets."
- 38Reduced tax rates for qualified dividend income may not be available in the future
- 39Proposed U.S. tax legislation could have an adverse impact on us or holders of our common shares
- 40Existing U.S. tax law could have an adverse impact on us or holders of our common shares if future changes to the business causes the Company to exceed certain thresholds60% rewritten
- 41Our holding company structure and certain regulatory and other constraints, including adverse business performance, could negatively impact our liquidity and potentially require us to raise more capital
- 42Our ability to pay dividends is dependent on our receipt of dividends and other funds from our subsidiaries
- 43Holders of our shares may have difficulty effecting service of process on us or enforcing judgments against us in the United States
- 44We may repurchase a shareholder's common shares without the shareholder's consent
- 45Provisions in our bye-laws may reduce or increase the voting rights of our shares
- 46There are regulatory limitations on the ownership and transfer of our common shares
- 47We may face difficulties, unforeseen liabilities or rating actions from acquisitions or the integration of such acquired businesses
- 48We rely on our senior management team and our business could be harmed if we are unable to retain qualified personnel
- 49We may need additional capital to fund our operations or expand our business, and if we are unable to obtain sufficient financing or such financing is obtained on adverse terms, we may not be able to operate or expand our business as planned, which could negatively affect our results of operations and future growth
- 50Our success will depend on our ability to maintain and enhance effective operating procedures and internal controls
- 51Our share price may be volatile or may decline regardless of operating performance
- 52Future sales of shares by existing shareholders could cause our share price to decline21% rewritten
- 53If securities or industry analysts do not publish research or publish misleading or unfavorable research about our business, our share price and trading volume could decline
- 54Future offerings of debt or equity securities, which may rank senior to our common shares, may restrict our operating flexibility and adversely affect the market price of our common shares
Other Essent Group 10-Ks
- FY2024 10-K risk factors49 risks
Private mortgage insurance business depends heavily on relationships with large lenders and GSE policies. Revenues fluctuate based on low down payment origination volumes and interest rate shifts. Loss reserves are established only upon loan default rather than modeled ultimate losses. Operations are subject to extensive multi-jurisdictional regulation and complex international tax rules.
Filed Feb 19, 2025
About this page
The headings are the filing's own. The one-line readings and the overview are automated and can be wrong: read Item 1A of the 10-K for the exact wording.