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Shareholders' Equity
6 Months Ended
Jun. 30, 2024
Equity [Abstract]  
Shareholders' Equity
8.
Shareholders’ Equity

 

Repurchases of the Company's class A common shares

 

On October 21, 2022, Global Indemnity Group, LLC announced it commenced a share repurchase program beginning in the fourth quarter of 2022. Global Indemnity Group, LLC's Board of Directors has authorized share repurchases of up to $135 million in aggregate under this program that expires on December 31, 2027. The timing and actual number of shares repurchased, if any, will depend on a variety of factors, including price, general business and market conditions, and alternative investment opportunities. As of June 30, 2024, the Company’s remaining authorization to repurchase shares is $101.0 million.

 

In addition, Global Indemnity Group, LLC allows employees to surrender class A common shares as payment for the tax liability incurred upon the vesting of restricted stock that was issued under the Company’s share incentive plan in effect at the time of issuance.

 

The following table provides information with respect to the class A common shares that were surrendered or repurchased during the six months ended June 30, 2024:

 

(Dollars in thousands,
except share and per share data)


Period
(1)

 

Total Number
of Shares
Purchased

 

 

Average
Price Paid
Per Share

 

 

Total Number of Shares
Purchased as Part of
Publicly Announced Plan or Program

 

 

Approximate Dollar Value
of Shares that May Yet Be
Purchased Under the
Plans or Programs (2)

 

June 1-30, 2024

 

 

16,527

 

(3)

$

32.00

 

 

 

 

 

$

101,004

 

Total

 

 

16,527

 

 

$

32.00

 

 

 

 

 

 

 

 

(1)
Based on settlement date.
(2)
Based on the $135 million share repurchase authorization.
(3)
Surrendered by employees as payment of taxes withheld on the vesting of restricted stock and/or restricted stock units.

 

The following table provides information with respect to the class A common shares that were surrendered or repurchased during the six months ended June 30, 2023:

 

(Dollars in thousands,
except share and per share data)


Period
(1)

 

Total Number
of Shares
Purchased

 

 

Average
Price Paid
Per Share

 

 

Total Number of Shares
 Purchased as Part of
Publicly Announced Plan or Program

 

 

Approximate Dollar Value
of Shares that May Yet Be
Purchased Under the
Plans or Programs (2)

 

January 1-31, 2023

 

 

3,302

 

(3)

$

23.31

 

 

 

 

 

$

 

January 1-31, 2023

 

 

250,000

 

(4)

$

25.90

 

 

 

250,000

 

 

$

106,604

 

April 1-30, 2023

 

 

200,000

 

(4)

$

28.00

 

 

 

200,000

 

 

$

101,004

 

June 1-30, 2023

 

 

15,558

 

(3)

$

33.74

 

 

 

 

 

$

101,004

 

Total

 

 

468,860

 

 

$

27.04

 

 

 

 

 

 

 

 

(1)
Based on settlement date.
(2)
Based on the $135 million share repurchase authorization.
(3)
Surrendered by employees as payment of taxes withheld on the vesting of restricted stock and/or restricted stock units.
(4)
Purchased as part of the repurchase program announced in October 2022.

 

There were no class B common shares that were surrendered or repurchased during the quarters and six months ended June 30, 2024 or 2023.

 

Each class A common share has one vote and each class B common share has ten votes.

As of June 30, 2024, Global Indemnity Group, LLC’s class A common shares were held by approximately 140 shareholders of record. There were two holders of record of Global Indemnity Group, LLC’s class B common shares, all of whom are affiliated investment funds of Fox Paine & Company, LLC, as of June 30, 2024. Global Indemnity Group, LLC’s preferred shares were held by 1 holder of record, an affiliate of Fox Paine & Company, LLC, as of June 30, 2024.

 

Please see Note 15 of the notes to the consolidated financial statements in Item 8 Part II of the Company’s 2023 Annual Report on Form 10-K for more information on the Company’s repurchase program.

Distributions

 

Distribution payments of $0.35 per common share were declared during the six months ended June 30, 2024 as follows:

 

Approval Date

 

Record Date

 

Payment Date

 

Total Distributions Declared
(Dollars in thousands)

 

March 6, 2024

 

March 21, 2024

 

March 28, 2024

 

$

4,752

 

June 6, 2024

 

June 21, 2024

 

June 28, 2024

 

 

4,774

 

Various (1)

 

Various

 

Various

 

 

18

 

Total

 

 

 

 

 

$

9,544

 

 

(1)
Represents distributions declared on unvested shares, net of forfeitures.

 

Distribution payments of $0.25 per common share were declared during the six months ended June 30, 2023 as follows:

 

Approval Date

 

Record Date

 

Payment Date

 

Total Distributions Declared
(Dollars in thousands)

 

March 2, 2023

 

March 24, 2023

 

March 31, 2023

 

$

3,410

 

June 1, 2023

 

June 23, 2023

 

June 30, 2023

 

 

3,375

 

Various (1)

 

Various

 

Various

 

 

(21

)

Total

 

 

 

 

 

$

6,764

 

 

(1)
Represents distributions declared on unvested shares, net of forfeitures.

In addition, distributions paid to Global Indemnity Group, LLC's preferred shareholder were $0.1 million in each of the quarters ended June 30, 2024 and 2023 and $0.2 million in each of the six months ended June 30, 2024 and 2023.

Accrued distributions on unvested shares, which were included in other liabilities on the consolidated balance sheets, was $0.3 million as of December 31, 2023. There were no accrued distributions on unvested shares as of June 30, 2024. Accrued preferred distributions were less than $0.1 million as of both June 30, 2024 and December 31, 2023 and were included in other liabilities on the consolidated balance sheets.

Please see Note 15 of the notes to the consolidated financial statements in Item 8 Part II of the Company’s 2023 Annual Report on Form 10-K for more information on the Company’s distribution program.