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EX-5.2 - EXHIBIT 5.2 - Enstar Group LTDex52cdpopinion.htm
EX-5.1 - EXHIBIT 5.1 - Enstar Group LTDex51dbropinion.htm
EX-4.2 - EXHIBIT 4.2 - Enstar Group LTDex42suppindenture.htm
EX-4.1 - EXHIBIT 4.1 - Enstar Group LTDex41indenture.htm
EX-1.1 - EXHIBIT 1.1 - Enstar Group LTDex11ua.htm
8-K - 8-K - Enstar Group LTDa2017debtoffering8-k.htm


Exhibit 12.1


ENSTAR GROUP LIMITED
COMPUTATION OF RATIO OF EARNINGS TO FIXED CHARGES

The following table sets forth our ratio of earnings to fixed charges for each of the periods indicated.
 
Years Ended December 31,
 
Pro Forma 2016(1)
 
2016
 
2015
 
2014
 
2013
 
2012
Fixed Charges
 
 
 
 
 
 
 
 
 
 
 
Interest expense
27,127

 
20,642

 
19,403

 
12,922

 
12,389

 
8,426

Assumed interest component of rent expense(2)
3,230

 
3,230

 
3,696

 
3,397

 
1,851

 
1,298

Total fixed charges
30,357

 
23,872

 
23,099

 
16,319

 
14,240

 
9,724

 
 
 
 
 
 
 
 
 
 
 
 
Earnings
 
 
 
 
 
 
 
 
 
 
 
Pre-tax earnings from continuing operations before noncontrolling interest and income from equity investees
285,966

 
292,450

 
210,341

 
227,236

 
255,143

 
235,809

Add fixed charges
30,357

 
23,872

 
23,099

 
16,319

 
14,240

 
9,724

Add amortization of capitalized interest

 

 

 

 

 

Add distributed income of equity investees

 

 

 

 

 

Less interest capitalized

 

 

 

 

 

Less preference security dividend requirements of consolidated subsidiaries (not preferred dividends of parent)

 

 

 

 

 

Less noncontrolling interest pre-tax earnings of subsidiaries that have not incurred fixed charges
(42,112
)
 
(42,112
)
 
9,918

 
(17,640
)
 
(20,503
)
 
(29,376
)
Total earnings
274,210

 
274,210

 
243,358

 
225,915

 
248,880

 
216,157

 
 
 
 
 
 
 
 
 
 
 
 
Ratio of earnings to fixed charges(3)
9.0

 
11.5

 
10.5

 
13.8

 
17.5

 
22.2


(1)The pro forma ratio of earnings to fixed charges was calculated on a pro forma basis after giving effect to the issuance of our 4.500% Senior Notes due 2022 (the "Notes") and the use of proceeds therefrom to repay a portion of amounts outstanding under our revolving credit facility and our Sussex term loan facility. The Notes were offered pursuant to a shelf registration statement on Form S-3 (No. 333-198718) and the prospectus included therein filed with the United States Securities and Exchange Commission (the “Commission”) on September 12, 2014 and a prospectus supplement filed with the Commission on March 8, 2017 (the "Prospectus"). See “Use of Proceeds” in the Prospectus.

(2)33.3% represents a reasonable approximation of the interest component of rent expense.

(3)Data from certain prior years has been reclassified to reflect the results of Pavonia Holdings (US) Inc. as discontinued operations. See “Note 5 - Held-For-Sale Business” in the notes to our consolidated financial statements included within Item 8 of our Annual Report for the year ended December 31, 2016 filed on Form 10-K.