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May 5, 2023 Newswires
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AMERICAN FINANCIAL GROUP INC – 10-Q – Management's Discussion and Analysis of Financial Condition and Results of Operations

Edgar Glimpses

INDEX TO MD&A

                                                           Page                                                           Page
  Forward-Looking     Statements                           28           Managed Investment Entities                       36
  Overview                                                 29           Results of Operations                             38
  Critical Accounting Policies                             29           General                                           38
  Liquidity and Capital Resources                          30           Segmented Statement of Earnings                   39
  Ratios                                                   30           Property and Casualty Insurance                   40
                                                                        

Holding Company, Other and

  Condensed Consolidated Cash Flows                        30         Unallocated                                         49
  Parent and Subsidiary Liquidity                          31
  Investments                                              32
  Uncertainties                                            35



FORWARD-LOOKING STATEMENTS

The Private Securities Litigation Reform Act of 1995 provides a safe harbor for
forward-looking statements. Some of the forward-looking statements can be
identified by the use of words such as "anticipates", "believes", "expects",
"projects", "estimates", "intends", "plans", "seeks", "could", "may", "should",
"will" or the negative version of those words or other comparable terminology.
Such forward-looking statements include statements relating to: expectations
concerning market and other conditions and their effect on future premiums,
revenues, earnings, investment activities, and the amount and timing of share
repurchases; recoverability of asset values; expected losses and the adequacy of
reserves for asbestos, environmental pollution and mass tort claims; rate
changes; improved loss experience; anticipated timing of closing of the
acquisition of Crop Risk Services ("CRS"); and performance of the CRS business
under the ownership of AFG.

Actual results and/or financial condition could differ materially from those
contained in or implied by such forward-looking statements for a variety of
reasons including but not limited to:
•changes in financial, political and economic conditions, including changes in
interest and inflation rates, currency fluctuations and extended economic
recessions or expansions in the U.S. and/or abroad;
•performance of securities markets;
•new legislation or declines in credit quality or credit ratings that could have
a material impact on the valuation of securities in AFG's investment portfolio;
•the availability of capital;
•changes in insurance law or regulation, including changes in statutory
accounting rules, including modifications to capital requirements;
•changes in the legal environment affecting AFG or its customers;
•tax law and accounting changes;
•levels of natural catastrophes and severe weather, terrorist activities
(including any nuclear, biological, chemical or radiological events), incidents
of war or losses resulting from pandemics, civil unrest and other major losses;
•disruption caused by cyber-attacks or other technology breaches or failures by
AFG or its business partners and service providers, which could negatively
impact AFG's business and/or expose AFG to litigation;
•development of insurance loss reserves and establishment of other reserves,
particularly with respect to amounts associated with asbestos and environmental
claims;
•availability of reinsurance and ability of reinsurers to pay their obligations;
•competitive pressures;
•the ability to obtain adequate rates and policy terms;
•changes in AFG's credit ratings or the financial strength ratings assigned by
major ratings agencies to AFG's operating subsidiaries;
•the impact of the conditions in the international financial markets and the
global economy relating to AFG's international operations; and
•effects on AFG's reputation, including as a result of environmental, social and
governance matters.

The forward-looking statements herein are made only as of the date of this
report. The Company assumes no obligation to publicly update any forward-looking
statements.

                                       28

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  Table of Contents

                      AMERICAN FINANCIAL GROUP, INC. 10-Q

Management's Discussion and Analysis of Financial Condition and Results of

                             Operations - Continued

OBJECTIVE

The objective of Management's Discussion and Analysis is to provide a discussion
and analysis of the financial statements and other statistical data that
management believes will enhance the understanding of AFG's financial condition,
changes in financial condition and results of operations. The tables and
narrative that follow are presented in a manner that is consistent with the
information that AFG's management uses to make operational decisions and
allocate capital resources. They are provided to demonstrate the nature of the
transactions and events that could impact AFG's financial results. This
discussion should be read in conjunction with the financial statements beginning
on page   2  .

OVERVIEW

Financial Condition
AFG is organized as a holding company with almost all of its operations being
conducted by subsidiaries. AFG, however, has continuing cash needs for
administrative expenses, the payment of principal and interest on borrowings,
shareholder dividends, and taxes. Therefore, certain analyses are most
meaningfully presented on a parent only basis while others are best done on a
total enterprise basis. In addition, because its businesses are financial in
nature, AFG does not prepare its consolidated financial statements using a
current-noncurrent format. Consequently, certain traditional ratios and
financial analysis tests are not meaningful.

Results of Operations
Through the operations of its subsidiaries, AFG is engaged primarily in property
and casualty insurance, focusing on specialized commercial products for
businesses.

AFG reported net earnings of $212 million ($2.49 per share, diluted) for the
first three months of 2023 compared to $290 million ($3.40 per share, diluted)
for the first three months of 2022. The year-over-year decrease was due
primarily to lower returns on AFG's alternative investment portfolio
(partnerships and similar investments and AFG-managed CLOs) when compared to the
exceptionally strong performance of this portfolio in the prior year period,
lower underwriting profit, and higher realized losses on securities. These items
were partially offset by the impact of higher yields on fixed maturity
investments.

Outlook

AFG's financial condition, results of operations and cash flows are impacted by
the economic, legal and regulatory environment. Inflation (including social
inflation), supply chain disruption, labor shortages, banking system instability
and other economic conditions may impact premium levels, loss cost trends and
investment returns. Management believes that AFG's strong financial position and
current liquidity and capital at its subsidiaries will give AFG the flexibility
to continue to effectively address and respond to the ongoing uncertainties
presented by the macro-economic environment, the conflict between Russia and
Ukraine and any lingering effects of the COVID-19 pandemic. AFG's insurance
subsidiaries continue to have capital at or in excess of the levels required by
ratings agencies in order to maintain their current ratings, and the parent
company does not have any near-term debt maturities.

Management expects continued premium growth and strong underwriting results in
the ongoing favorable property and casualty insurance market. In addition, the
deployment of cash during the elevated interest rate environment (since early
2022) will continue to have a positive impact on investment income on fixed
maturity investments throughout 2023.

CRITICAL ACCOUNTING POLICIES


Significant accounting policies are summarized in Note A - "Accounting Policies"
to the financial statements. The preparation of financial statements in
conformity with GAAP requires management to make estimates and assumptions that
can have a significant effect on amounts reported in the financial statements.
As more information becomes known, these estimates and assumptions change and,
thus, impact amounts reported in the future. The areas where management believes
the degree of judgment required to determine amounts recorded in the financial
statements is most significant are as follows:
•the valuation of investments, including the determination of impairment
allowances,
•the establishment of insurance reserves, especially asbestos and
environmental-related reserves,
•the recoverability of reinsurance, and
•the establishment of asbestos and environmental liabilities of former railroad
and manufacturing operations.

                                       29

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                      AMERICAN FINANCIAL GROUP, INC. 10-Q

Management's Discussion and Analysis of Financial Condition and Results of

                             Operations - Continued

For a discussion of these policies, see Management's Discussion and Analysis -
"Critical Accounting Policies" in AFG's 2022 Form 10-K.

LIQUIDITY AND CAPITAL RESOURCES

Ratios

AFG's debt to total capital ratio on a consolidated basis is shown below
(dollars in millions):

                                                               December 31,
                                        March 31, 2023      2022        2021
Principal amount of long-term debt     $       1,503                 $ 1,521       $ 1,993
Total capital                                  5,878                   6,099         6,869
Ratio of debt to total capital:
Including subordinated debt                     25.6  %                 24.9  %       29.0  %
Excluding subordinated debt                     14.1  %                 13.9  %       19.2  %



The ratio of debt to total capital is a non-GAAP measure that management
believes is useful for investors, analysts and ratings agencies to evaluate
AFG's financial strength and liquidity and to provide insight into how AFG
finances its operations. In addition, maintaining a ratio of debt, excluding
subordinated debt and debt secured by real estate (if any), to total capital of
35% or lower is a financial covenant in AFG's bank credit facility. The ratio is
calculated by dividing the principal amount of AFG's long-term debt by its total
capital, which includes long-term debt and shareholders' equity (excluding
unrealized gains (losses) related to fixed maturity investments).

Condensed Consolidated Cash Flows
AFG's principal sources of cash include insurance premiums, income from its
investment portfolio and proceeds from the maturities, redemptions and sales of
investments. Insurance premiums in excess of acquisition expenses and operating
costs are invested until they are needed to meet policyholder obligations or
made available to the parent company through dividends to cover debt obligations
and corporate expenses, and to provide returns to shareholders through share
repurchases and dividends. Cash flows from operating, investing and financing
activities as detailed in AFG's Consolidated Statement of Cash Flows are shown
below (in millions):

                                                                            

Three months ended March 31,

                                                                               2023                   2022
Net cash provided by operating activities                                $          403          $       503
Net cash provided by (used in) investing activities                                  73               (1,111)
Net cash used in financing activities                                              (491)                (342)
Net change in cash and cash equivalents                                  $  

(15) $ (950)




Net Cash Provided by Operating Activities  AFG's property and casualty insurance
operations typically produce positive net operating cash flows as premiums
collected and investment income exceed policy acquisition costs, claims payments
and operating expenses. AFG's net cash provided by operating activities is
impacted by the level and timing of property and casualty premiums, claim and
expense payments and recoveries from reinsurers. Cash flows provided by
operating activities also include the activity of AFG's managed investment
entities (collateralized loan obligations ("CLO")) other than those activities
included in investing or financing activities. The changes in the assets and
liabilities of the managed investment entities included in operating activities
increased cash flows from operating activities by $139 million during the first
three months of 2023 and $172 million in the first three months of 2022,
accounting for a $33 million decline in cash flows from operating activities in
the 2023 period compared to the 2022 period. As discussed in Note A -
"Accounting Policies - Managed Investment Entities" to the financial statements,
AFG has no right to use the CLO assets and no obligation to pay the CLO
liabilities and such assets and liabilities are shown separately in AFG's
Balance Sheet. Excluding the impact of the managed investment entities, net cash
provided by operating activities was $264 million and $331 million in the first
three months of 2023 and 2022, respectively.

Net Cash Provided by (Used in) Investing Activities  AFG's investing activities
consist primarily of the investment of funds provided by its property and
casualty businesses. Investing activities also include the purchase and disposal
of managed investment entity investments, which are presented separately in
AFG's Balance Sheet. Net
                                       30

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                      AMERICAN FINANCIAL GROUP, INC. 10-Q

Management's Discussion and Analysis of Financial Condition and Results of

                             Operations - Continued
investment activity in the managed investment entities was a $94 million use of
cash in the first three months of 2023 compared to $140 million in the
comparable 2022 period, accounting for a $46 million decrease in net cash used
in investing activities in the first three months of 2023 compared to the same
2022 period. See Note A - "Accounting Policies - Managed Investment Entities"
and Note F - "Managed Investment Entities" to the financial statements.
Excluding the activity of the managed investment entities, net cash provided by
investing activities was $167 million in the first three months of 2023 compared
to a $971 million use of cash in the first three months of 2022, a change of
$1.14 billion reflecting the opportunistic investment of cash on hand in the
property and casualty operations during the rising interest rate environment in
the first three months of 2022.

Net Cash Used in Financing Activities  AFG's financing activities consist
primarily of issuances and retirements of long-term debt, issuances and
repurchases of common stock and dividend payments. Net cash used in financing
activities was $491 million for the first three months of 2023 compared to
$342 million in the first three months of 2022, an increase of $149 million.
Debt retirements were a $16 million use of cash in the first three months of
2023 compared to $50 million in the first three months of 2022, a decrease in
cash used in financing activities of $34 million. During the first three months
of 2023, AFG repurchased $24 million of its Common Stock compared to $5 million
in the comparable 2022 period, resulting in a $19 million increase in net cash
used in financing activities in the first three months of 2023 compared to the
first three months of 2022. AFG paid cash dividends totaling $393 million in the
first three months of 2023 compared to $216 million in the first three months of
2022. Financing activities also include issuances and retirements of managed
investment entity liabilities, which are nonrecourse to AFG and presented
separately in AFG's Balance Sheet. Retirements of managed investment entity
liabilities exceeded issuances by $62 million in the first three months of 2023
compared to $76 million in the first three months of 2022, accounting for a
$14 million decrease in net cash used in financing activities in the 2023 period
compared to the 2022 period. See Note A - "Accounting Policies - Managed
Investment Entities" and Note F - "Managed Investment Entities" to the financial
statements.

Parent and Subsidiary Liquidity


Parent Holding Company Liquidity  Management believes AFG has sufficient
resources to meet its liquidity requirements. If funds generated from
operations, including dividends, tax payments and borrowings from subsidiaries,
are insufficient to meet fixed charges in any period, AFG would be required to
utilize parent company cash and investments or to generate cash through
borrowings, sales of other assets, or similar transactions.

AFG's operations continue to generate significant excess capital for returns of
capital to shareholders in the form of regular and special cash dividends and
through opportunistic share repurchases or to be deployed into its property and
casualty businesses as management identifies the potential for profitable
organic growth and opportunities to expand through acquisitions of established
businesses and acquisitions of or investments in start-ups that meet target
return thresholds.

During the first three months of 2023, AFG repurchased 199,762 shares of its
Common Stock for $24 million and paid a special cash dividend of $4.00 per share
in February totaling $341 million.

AFG may, at any time and from time to time, seek to retire or purchase its
outstanding debt through cash purchases or exchanges for equity or debt, in
open-market purchases, privately negotiated transactions or otherwise. Such
repurchases or exchanges, if any, will be upon such terms and at such prices as
management may determine, and will depend on prevailing market conditions, AFG's
liquidity requirements, contractual restrictions and other factors. During the
first three months of 2023, AFG repurchased $18 million principal amount of its
senior notes for $16 million cash.

During 2022, AFG repurchased 89,368 shares of its Common Stock for $11 million
and paid special cash dividends totaling $1.02 billion ($2.00 per share in
March, $8.00 per share in May and $2.00 per share in November). In 2022, AFG
repurchased $472 million principal amount of its senior notes for $477 million
cash.

At March 31, 2023, AFG (parent) held approximately $672 million in cash and
investments. Management believes that AFG's cash balances are held at stable
banking institutions, although the amounts of many of these deposits are in
excess of federally insured balances. In addition, AFG can borrow up to
$500 million under its revolving credit facility, which expires in December
2025. Amounts borrowed under this agreement bear interest at rates ranging from
1.00% to 1.875% (currently 1.375%) over LIBOR based on AFG's credit rating. The
credit facility is in the process of being amended to replace the LIBOR-based
interest rate to a similar rate based on SOFR. There were no borrowings under
this agreement, or under any other parent company short-term borrowing
arrangements, during 2022 or the first three months of 2023.

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                      AMERICAN FINANCIAL GROUP, INC. 10-Q

Management's Discussion and Analysis of Financial Condition and Results of

                             Operations - Continued

Under a tax allocation agreement with AFG, all 80% (or more) owned U.S.
subsidiaries generally pay taxes to (or recover taxes from) AFG based on each
subsidiary's contribution to amounts due under AFG's consolidated tax return.


Subsidiary Liquidity  The liquidity requirements of AFG's insurance subsidiaries
relate primarily to the policyholder claims and underwriting expenses and
payments of dividends and taxes to AFG. Historically, cash flows from premiums
and investment income have generally provided more than sufficient funds to meet
these requirements. Funds received in excess of cash requirements are generally
invested in marketable securities. In addition, the insurance subsidiaries
generally hold a significant amount of highly liquid, short duration
investments.

AFG believes its insurance subsidiaries maintain sufficient liquidity to pay
claims and underwriting expenses. In addition, these subsidiaries have
sufficient capital to meet commitments in the event of unforeseen events such as
reserve deficiencies, inadequate premium rates or reinsurer insolvencies. Even
in the current uncertain economic environment, management believes that the
capital levels in AFG's insurance subsidiaries are adequate to maintain its
business and rating agency ratings. Nonetheless, changes in statutory accounting
rules, significant declines in the fair value of the insurance subsidiaries'
investment portfolios or significant ratings downgrades on these investments,
could create a need for additional capital.

Investments

AFG's investment portfolio at March 31, 2023, contained $10.04 billion in fixed
maturity securities classified as available for sale and carried at fair value
with unrealized gains and losses included in accumulated other comprehensive
income and $36 million in fixed maturities classified as trading with holding
gains and losses included in net investment income. In addition, AFG's
investment portfolio includes $624 million in equity securities carried at fair
value with holding gains and losses included in realized gains (losses) on
securities and $384 million in equity securities carried at fair value with
holding gains and losses included in net investment income.

Fair values for AFG's portfolio are determined by AFG's internal investment
professionals using data from nationally recognized pricing services,
non-binding broker quotes and other market information. Fair values of equity
securities are generally based on published closing prices. For AFG's fixed
maturity portfolio, approximately 88% was priced using pricing services at
March 31, 2023 and 6% was priced using non-binding broker quotes. When prices
obtained for the same security vary, AFG's internal investment professionals
select the price they believe is most indicative of an exit price.

The pricing services use a variety of observable inputs to estimate fair value
of fixed maturities that do not trade on a daily basis. Based upon information
provided by the pricing services, these inputs include, but are not limited to,
recent reported trades, benchmark yields, issuer spreads, bids or offers,
reference data, and measures of volatility. Included in the pricing of
mortgage-backed securities ("MBS") are estimates of the rate of future
prepayments and defaults of principal over the remaining life of the underlying
collateral. Due to the lack of transparency in the process that brokers use to
develop prices, valuations that are based on brokers' prices are classified as
Level 3 in the GAAP hierarchy unless the price can be corroborated, for example,
by comparison to similar securities priced using observable inputs.

Valuation techniques utilized by pricing services and prices obtained from
external sources are reviewed by AFG's internal investment professionals who are
familiar with the securities being priced and the markets in which they trade to
ensure the fair value determination is representative of an exit price. To
validate the appropriateness of the prices obtained, these investment managers
consider widely published indices (as benchmarks), recent trades, changes in
interest rates, general economic conditions and the credit quality of the
specific issuers. In addition, AFG communicates directly with pricing services
regarding the methods and assumptions used in pricing, including verifying, on a
test basis, the inputs used by the services to value specific securities.

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                      AMERICAN FINANCIAL GROUP, INC. 10-Q

Management's Discussion and Analysis of Financial Condition and Results of

                             Operations - Continued
In general, the fair value of AFG's fixed maturity investments is inversely
correlated to changes in interest rates. The following table demonstrates the
sensitivity of such fair values to reasonably likely changes in interest rates
by illustrating the estimated effect on AFG's fixed maturity portfolio that an
immediate increase of 100 basis points in the interest rate yield curve would
have had at March 31, 2023 (dollars in millions). Effects of increases or
decreases from the 100 basis points illustrated would be approximately
proportional.

Fair value of fixed maturity portfolio                                  $ 

10,080

Percentage impact on fair value of 100 bps increase in interest rates (3.0 %)
Pretax impact on fair value of fixed maturity portfolio

                 $   

(302)



Approximately 93% of the fixed maturities held by AFG at March 31, 2023, were
rated "investment grade" (credit rating of AAA to BBB) by nationally recognized
rating agencies, 4% were rated "non-investment grade" and 3% were not rated.
Investment grade securities generally bear lower yields and lower degrees of
risk than those that are unrated and non-investment grade. Management believes
that the high-quality investment portfolio should generate a stable and
predictable investment return.

Municipal bonds represented approximately 10% of AFG's fixed maturity portfolio
at March 31, 2023. AFG's municipal bond portfolio is high quality, with over 99%
of the securities rated investment grade at that date. The portfolio is well
diversified across the states of issuance and individual issuers. At March 31,
2023, approximately 92% of the municipal bond portfolio was held in revenue
bonds, with the remaining 8% held in general obligation bonds.

AFG has less than $100 million of direct exposure to office commercial real
estate through property ownership, mortgages or equity method investments. AFG's
exposure to office commercial real estate within its fixed maturity portfolio
includes securities (the majority of which are AAA-rated) with a carrying value
of approximately $670 million that have minimal exposure to office commercial
real estate.

Summarized information for the unrealized gains and losses recorded in AFG's
Balance Sheet at March 31, 2023, is shown in the following table (dollars in
millions). Approximately $180 million of available for sale fixed maturity
securities had no unrealized gains or losses at March 31, 2023.

                                                                        Securities          Securities
                                                                           With                With
                                                                        Unrealized          Unrealized
                                                                           Gains              Losses
Available for Sale Fixed Maturities
Fair value of securities                                               $    

1,772 $ 8,092
Amortized cost of securities, net of allowance for expected credit
losses

                                                                 $    1,718          $    8,669
Gross unrealized gain (loss)                                           $       54          $     (577)
Fair value as % of amortized cost                                             103  %               93  %
Number of security positions                                                  473               1,712
Number individually exceeding $2 million gain or loss                           2                  59
Concentration of gains (losses) by type or industry (exceeding 5% of
unrealized):
Mortgage-backed securities                                             $       23          $     (177)
Banking                                                                         7                 (23)

States and municipalities                                                       4                 (35)

Collateralized loan obligations                                                 3                 (53)
Other asset-backed securities                                                   2                (148)

Asset managers                                                                  1                 (43)
Percentage rated investment grade                                              88  %               95  %



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                      AMERICAN FINANCIAL GROUP, INC. 10-Q

Management's Discussion and Analysis of Financial Condition and Results of

                             Operations - Continued
The table below sets forth the scheduled maturities of AFG's available for sale
fixed maturity securities at March 31, 2023, based on their fair values.
Securities with sinking funds are reported at average maturity. Actual
maturities may differ from contractual maturities because certain securities may
be called or prepaid by the issuers.

                                                                           Securities                Securities
                                                                              With                      With
                                                                           Unrealized                Unrealized
                                                                              Gains                    Losses
Maturity
One year or less                                                                      5  %                      3  %
After one year through five years                                                    21  %                     25  %
After five years through ten years                                                   27  %                      7  %
After ten years                                                                      10  %                      3  %
                                                                                     63  %                     38  %

Collateralized loan obligations and other asset-backed securities
(average life of approximately 3 years)

                                              26  %                     45  %

Mortgage-backed securities (average life of approximately 6 years)

         11  %                     17  %
                                                                                    100  %                    100  %


The table below (dollars in millions) summarizes the unrealized gains and losses
on fixed maturity securities by dollar amount:

                                        Aggregate        Aggregate          Fair
                                           Fair          Unrealized       Value as
                                          Value         Gain (Loss)       % of Cost
Fixed Maturities at March 31, 2023
Securities with unrealized gains:
Exceeding $500,000 (17 securities)     $      142      $         16           113  %
$500,000 or less (456 securities)           1,630                38         

102 %

                                       $    1,772      $         54           103  %
Securities with unrealized losses:
Exceeding $500,000 (300 securities)    $    3,460      $       (428)           89  %
$500,000 or less (1,412 securities)         4,632              (149)           97  %
                                       $    8,092      $       (577)           93  %



The following table (dollars in millions) summarizes the unrealized losses for
all securities with unrealized losses by issuer quality and the length of time
those securities have been in an unrealized loss position:

                                                              Aggregate           Aggregate                Fair
                                                                Fair              Unrealized             Value as
                                                                Value                Loss                % of Cost

Securities with Unrealized Losses at March 31, 2023
Investment grade fixed maturities with losses for:
Less than one year (630 securities)

                         $    2,989          $       (97)                     97  %
One year or longer (794 securities)                              4,676                 (447)                     91  %
                                                            $    7,665          $      (544)                     93  %

Non-investment grade fixed maturities with losses for:
Less than one year (176 securities)

                         $      195          $        (9)                     96  %
One year or longer (112 securities)                                232                  (24)                     91  %
                                                            $      427          $       (33)                     93  %



When a decline in the value of a specific investment is considered to be
other-than-temporary, an allowance for credit losses (impairment) is charged to
earnings (accounted for as a realized loss). The determination of whether
unrealized losses are other-than-temporary requires judgment based on subjective
as well as objective factors as detailed in AFG's 2022 Form 10-K under
Management's Discussion and Analysis - "Investments."
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                      AMERICAN FINANCIAL GROUP, INC. 10-Q

Management's Discussion and Analysis of Financial Condition and Results of

                             Operations - Continued

Based on its analysis, management believes AFG will recover its cost basis (net
of any allowance) in the fixed maturity securities with unrealized losses and
that AFG has the ability to hold the securities until they recover in value and
had no intent to sell them at March 31, 2023. Although AFG has the ability to
continue holding its fixed maturity investments with unrealized losses, its
intent to hold them may change due to deterioration in the issuers'
creditworthiness, decisions to lessen exposure to a particular issuer or
industry, asset/liability management decisions, market movements, changes in
views about appropriate asset allocation or the desire to offset taxable
realized gains. Should AFG's ability or intent change regarding a particular
security, a charge for impairment would likely be required. While it is not
possible to accurately predict if or when a specific security will become
impaired, increases in the allowance for credit losses could be material to
results of operations in future periods. Significant declines in the fair value
of AFG's investment portfolio could have a significant adverse effect on AFG's
liquidity. For information on AFG's realized gains (losses) on securities, see
"Results of Operations - Realized Gains (Losses) on Securities."

Uncertainties

Management believes that the areas posing the greatest risk of material loss are
the adequacy of its insurance reserves and contingencies arising out of its
former railroad and manufacturing operations. See Management's Discussion and
Analysis - "Uncertainties - Asbestos and Environmental-related ("A&E") Insurance
Reserves" in AFG's 2022 Form 10-K.

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                      AMERICAN FINANCIAL GROUP, INC. 10-Q

Management's Discussion and Analysis of Financial Condition and Results of

                             Operations - Continued

MANAGED INVESTMENT ENTITIES


Accounting standards require AFG to consolidate its investments in
collateralized loan obligation ("CLO") entities that it manages and owns an
interest in (in the form of debt). See Note A - "Accounting Policies - Managed
Investment Entities" and Note F - "Managed Investment Entities" to the financial
statements. The effect of consolidating these entities is shown in the tables
below (in millions). The "Before CLO Consolidation" columns include AFG's
investment and earnings in the CLOs on an unconsolidated basis.

                     CONDENSED CONSOLIDATING BALANCE SHEET

                                                                                                        Managed
                                                                                Before CLO             Investment           Consol.                         Consolidated
                                                                               Consolidation            Entities            Entries                         As Reported
March 31, 2023
Assets:
Cash and investments                                                         $       14,583          $         -          $   (132)         (*)           $      14,451
Assets of managed investment entities                                                     -                5,391                 -                                5,391
Other assets                                                                          8,640                    -                (1)         (*)                   8,639
Total assets                                                                 $       23,223          $     5,391          $   (133)                       $      28,481
Liabilities:
Unpaid losses and loss adjustment expenses and unearned premiums             $       15,196          $         -          $      -                        $      15,196
Liabilities of managed investment entities                                                -                5,378              (120)         (*)         

5,258

Long-term debt and other liabilities                                                  4,086                    -                 -                                4,086
Total liabilities                                                                    19,282                5,378              (120)                              24,540

Shareholders' equity:
Common Stock and Capital surplus                                                      1,459                   13               (13)                               1,459
Retained earnings                                                                     2,933                    -                 -                                2,933
Accumulated other comprehensive income (loss), net of tax                              (451)                   -                 -                                 (451)
Total shareholders' equity                                                            3,941                   13               (13)                               3,941

Total liabilities and shareholders' equity                                   $       23,223          $     5,391          $   (133)                       $      28,481

December 31, 2022
Assets:
Cash and investments                                                         $       14,627          $         -          $   (115)         (*)           $      14,512
Assets of managed investment entities                                                     -                5,447                 -                                5,447
Other assets                                                                          8,872                    -                 -          (*)                   8,872
Total assets                                                                 $       23,499          $     5,447          $   (115)                       $      28,831
Liabilities:
Unpaid losses and loss adjustment expenses and unearned premiums             $       15,220          $         -          $      -                        $      15,220
Liabilities of managed investment entities                                                -                5,444              (112)         (*)         

5,332

Long-term debt and other liabilities                                                  4,227                    -                 -                                4,227
Total liabilities                                                                    19,447                5,444              (112)                              24,779

Shareholders' equity:
Common Stock and Capital surplus                                                      1,453                    3                (3)                               1,453
Retained earnings                                                                     3,142                    -                 -                                3,142
Accumulated other comprehensive income (loss), net of tax                              (543)                   -                 -                                 (543)
Total shareholders' equity                                                            4,052                    3                (3)                               4,052

Total liabilities and shareholders' equity                                   $       23,499          $     5,447          $   (115)                     

$ 28,831

(*)Elimination of the fair value of AFG's investment in CLOs and related accrued
interest.

                                       36

--------------------------------------------------------------------------------

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