Bermuda (State or other jurisdiction of incorporation) | 001-34042 (Commission File Number) | 98-0570192 (IRS Employer Identification No.) | ||
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425) | ||||
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12) | ||||
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b)) | ||||
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c)) | ||||
Item 2.02 | Results of Operations and Financial Condition. |
Item 9.01 | Financial Statements and Exhibits. |
Exhibit | ||
No. | Description | |
99.1 | Press Release of Maiden Holdings, Ltd., dated May 5, 2015 | |
Date: May 5, 2015 | MAIDEN HOLDINGS, LTD. | |
By: | /s/ Lawrence F. Metz | |
Lawrence F. Metz | ||
Senior Vice President, General Counsel and Secretary | ||
Exhibit | ||
No. | Description | |
99.1 | Press Release of Maiden Holdings, Ltd., dated May 5, 2015 | |
• | Net operating earnings(1) of $26.6 million, or $0.35 per diluted common share compared with net operating earnings of $25.6 million, or $0.34 per diluted common share in the first quarter of 2014; |
• | Annualized operating return on common equity(1) of 11.4% compared to 12.6% in the first quarter of 2014; |
• | Net income attributable to Maiden common shareholders of $32.4 million or $0.41 per diluted common share compared with a loss of $4.1 million, or $0.06 per diluted common(6) share in the first quarter of 2014; |
• | Annualized return on common equity was 13.9% compared to a negative annualized return on common equity of 2.0% in the first quarter of 2014; |
• | Net premiums written increased 12.3% to $797.0 million for the first quarter of 2015 compared to the same period last year; |
• | Combined ratio(11) of 98.2% compared to 97.7% in the first quarter of 2014; |
• | Net investment income was $28.3 million, an increase of 1.5% compared to the first quarter of 2014; and |
• | Book value per common share(4) of $13.11 increased 3.3% versus December 31, 2014. |
Maiden Holdings, Ltd. | ||||||||
Balance Sheet | ||||||||
(in thousands of U.S. dollars, except per share data) | ||||||||
March 31, 2015 (Unaudited) | December 31, 2014 (Audited) | |||||||
ASSETS | ||||||||
Investments: | ||||||||
Fixed maturities, available-for-sale, at fair value (Amortized cost 2015: $3,279,749; 2014: $3,379,864) | $ | 3,350,932 | $ | 3,456,904 | ||||
Other investments, at fair value (Cost 2015: $10,955; 2013: $10,862) | 11,730 | 12,571 | ||||||
Total investments | 3,362,662 | 3,469,475 | ||||||
Cash and cash equivalents | 168,121 | 108,119 | ||||||
Restricted cash and cash equivalents | 473,066 | 284,381 | ||||||
Accrued investment income | 25,791 | 27,524 | ||||||
Reinsurance balances receivable, net | 636,230 | 512,996 | ||||||
Reinsurance recoverable on unpaid losses | 79,271 | 75,873 | ||||||
Loan to related party | 167,975 | 167,975 | ||||||
Deferred commission and other acquisition costs, net | 430,871 | 372,487 | ||||||
Goodwill and intangible assets, net | 86,626 | 87,336 | ||||||
Other assets | 76,727 | 57,926 | ||||||
Total assets | $ | 5,507,340 | $ | 5,164,092 | ||||
LIABILITIES | ||||||||
Reserve for loss and loss adjustment expenses | $ | 2,331,508 | $ | 2,271,292 | ||||
Unearned premiums | 1,437,492 | 1,207,757 | ||||||
Accrued expenses and other liabilities | 100,755 | 83,877 | ||||||
Senior notes | 360,000 | 360,000 | ||||||
Total liabilities | 4,229,755 | 3,922,926 | ||||||
Commitments and Contingencies | ||||||||
EQUITY | ||||||||
Preference shares | 315,000 | 315,000 | ||||||
Common shares | 744 | 739 | ||||||
Additional paid-in capital | 580,477 | 578,445 | ||||||
Accumulated other comprehensive income | 107,498 | 95,293 | ||||||
Retained earnings | 277,938 | 255,084 | ||||||
Treasury shares, at cost | (4,521 | ) | (3,867 | ) | ||||
Total Maiden shareholders’ equity | 1,277,136 | 1,240,694 | ||||||
Noncontrolling interest in subsidiaries | 449 | 472 | ||||||
Total equity | 1,277,585 | 1,241,166 | ||||||
Total liabilities and equity | $ | 5,507,340 | $ | 5,164,092 | ||||
Book value per common share(4) | $ | 13.11 | $ | 12.69 | ||||
Common shares outstanding | 73,409,894 | 72,932,702 | ||||||
Maiden Holdings, Ltd. | ||||||||
Income Statement | ||||||||
(in thousands of U.S. dollars, except per share data) | ||||||||
(Unaudited) | ||||||||
For the Three Months Ended March 31, 2015 | For the Three Months Ended March 31, 2014 | |||||||
Revenues: | ||||||||
Gross premiums written | $ | 834,266 | $ | 722,382 | ||||
Net premiums written | $ | 796,983 | $ | 709,892 | ||||
Change in unearned premiums | (219,664 | ) | (190,662 | ) | ||||
Net premiums earned | 577,319 | 519,230 | ||||||
Other insurance revenue | 4,979 | 5,162 | ||||||
Net investment income | 28,260 | 27,842 | ||||||
Net realized gains on investment | 869 | 88 | ||||||
Total revenues | 611,427 | 552,322 | ||||||
Expenses: | ||||||||
Net loss and loss adjustment expenses | 377,406 | 351,344 | ||||||
Commission and other acquisition expenses | 178,342 | 146,082 | ||||||
General and administrative expenses | 16,289 | 14,924 | ||||||
Total expenses | 572,037 | 512,350 | ||||||
Income from operations(2) | 39,390 | 39,972 | ||||||
Other expenses | ||||||||
Interest and amortization expenses | (7,172 | ) | (8,064 | ) | ||||
Accelerated amortization of junior subordinated debt discount and issuance cost | — | (28,240 | ) | |||||
Amortization of intangible assets | (710 | ) | (819 | ) | ||||
Foreign exchange gains | 7,826 | 138 | ||||||
Total other expenses | (56 | ) | (36,985 | ) | ||||
Income before income taxes | 39,334 | 2,987 | ||||||
Income tax expense | 800 | 926 | ||||||
Net income | 38,534 | 2,061 | ||||||
Less: income attributable to noncontrolling interest | (45 | ) | (39 | ) | ||||
Net income attributable to Maiden | 38,489 | 2,022 | ||||||
Dividends on preference shares | (6,084 | ) | (6,084 | ) | ||||
Net income (loss) attributable to Maiden common shareholders | $ | 32,405 | $ | (4,062 | ) | |||
Net operating earnings attributable to Maiden common shareholders(1) | $ | 26,634 | $ | 25,553 | ||||
Basic earnings (loss) per common share attributable to Maiden shareholders | $ | 0.44 | $ | (0.06 | ) | |||
Diluted earnings (loss) per common share attributable to Maiden shareholders(6) | $ | 0.41 | $ | (0.06 | ) | |||
Basic operating earnings per common share attributable to Maiden shareholders | $ | 0.36 | $ | 0.35 | ||||
Diluted operating earnings per common share attributable to Maiden shareholders | $ | 0.35 | $ | 0.34 | ||||
Dividends declared per common share | $ | 0.13 | $ | 0.11 | ||||
Weighted average number of common shares - basic | 73,084,412 | 72,708,113 | ||||||
Adjusted weighted average number of common shares and assumed conversions - diluted | 85,263,785 | 84,600,741 | ||||||
Net loss and loss adjustment expense ratio(7) | 64.8 | % | 67.0 | % | ||||
Commission and other acquisition expense ratio(8) | 30.6 | % | 27.9 | % | ||||
General and administrative expense ratio(9) | 2.8 | % | 2.8 | % | ||||
Expense ratio(10) | 33.4 | % | 30.7 | % | ||||
Combined ratio(11) | 98.2 | % | 97.7 | % | ||||
Annualized return on common equity | 13.9 | % | (2.0 | )% | ||||
Annualized operating return on common equity | 11.4 | % | 12.6 | % | ||||
Maiden Holdings, Ltd. | ||||||||
Non - GAAP Financial Measure | ||||||||
(in thousands of U.S. dollars, except per share data) | ||||||||
(Unaudited) | ||||||||
For the Three Months Ended March 31, 2015 | For the Three Months Ended March 31, 2014 | |||||||
Reconciliation of net income (loss) attributable to Maiden common shareholders to net operating earnings: | ||||||||
Net income (loss) attributable to Maiden common shareholders | 32,405 | (4,062 | ) | |||||
Add (subtract) | ||||||||
Net realized gains on investment | (869 | ) | (88 | ) | ||||
Foreign exchange gains | (7,826 | ) | (138 | ) | ||||
Amortization of intangible assets | 710 | 819 | ||||||
Divested excess and surplus ("E&S") business and NGHC run-off | 1,924 | — | ||||||
Interest expense incurred related to 7.75% senior notes prior to actual redemption of the junior subordinated debt | — | 492 | ||||||
Accelerated amortization of junior subordinated debt discount and issuance cost | — | 28,240 | ||||||
Non-cash deferred tax expense | 290 | 290 | ||||||
Net operating earnings attributable to Maiden common shareholders(1) | $ | 26,634 | $ | 25,553 | ||||
Operating earnings per common share attributable to Maiden shareholders: | ||||||||
Basic earnings per common share attributable to Maiden shareholders | $ | 0.36 | $ | 0.35 | ||||
Diluted earnings per common share attributable to Maiden shareholders | $ | 0.35 | $ | 0.34 | ||||
Reconciliation of net income attributable to Maiden to income from operations: | ||||||||
Net income attributable to Maiden | $ | 38,489 | $ | 2,022 | ||||
Add (subtract) | ||||||||
Foreign exchange gains | (7,826 | ) | (138 | ) | ||||
Amortization of intangible assets | 710 | 819 | ||||||
Interest and amortization expenses | 7,172 | 8,064 | ||||||
Accelerated amortization of junior subordinated debt discount and issuance cost | — | 28,240 | ||||||
Income tax expense | 800 | 926 | ||||||
Income attributable to noncontrolling interest | 45 | 39 | ||||||
Income from operations(2) | $ | 39,390 | $ | 39,972 | ||||
March 31, 2015 | December 31, 2014 | |||||||
Investable assets: | ||||||||
Total investments | $ | 3,362,662 | $ | 3,469,475 | ||||
Cash and cash equivalents | 168,121 | 108,119 | ||||||
Restricted cash and cash equivalents | 473,066 | 284,381 | ||||||
Loan to related party | 167,975 | 167,975 | ||||||
Total investable assets(3) | $ | 4,171,824 | $ | 4,029,950 | ||||
March 31, 2015 | December 31, 2014 | |||||||
Capital: | ||||||||
Preference shares | $ | 315,000 | $ | 315,000 | ||||
Common shareholders' equity | 962,136 | 925,694 | ||||||
Total Maiden shareholders' equity | 1,277,136 | 1,240,694 | ||||||
2011 Senior Notes | 107,500 | 107,500 | ||||||
2012 Senior Notes | 100,000 | 100,000 | ||||||
2013 Senior Notes | 152,500 | 152,500 | ||||||
Total capital resources(5) | $ | 1,637,136 | $ | 1,600,694 | ||||
(1) Net operating earnings is a non-GAAP financial measure defined by the Company as net income attributable to Maiden common shareholders excluding realized and unrealized investment gains and losses, foreign exchange gains and losses, amortization of intangible assets, divested excess and surplus business and NGHC run-off, interest expense incurred related to 7.75% senior notes prior to actual redemption of the junior subordinated debt, accelerated amortization of junior subordinated debt discount and issuance cost and non-cash deferred tax expense and should not be considered as an alternative to net income. The Company's management believes that net operating earnings is a useful indicator of trends in the Company's underlying operations. The Company's measure of net operating earnings may not be comparable to similarly titled measures used by other companies. | ||||||
(2) Income from Operations is a non-GAAP financial measure defined by the Company as net income attributable to Maiden excluding foreign exchange gains and losses, amortization of intangible assets, interest and amortization expenses, accelerated amortization of junior subordinated debt and issuance cost, income tax expense and income or loss attributable to noncontrolling interest and should not be considered as an alternative to net income. The Company’s management believes that income from operations is a useful measure of the Company’s underlying earnings fundamentals based on its underwriting and investment income before financing costs. This income from operations enables readers of this information to more clearly understand the essential operating results of the Company. The Company’s measure of income from operations may not be comparable to similarly titled measures used by other companies. | ||||||
(3) Investable assets is the total of the Company's investments, cash and cash equivalents and loan to a related party. | ||||||
(4) Book value per common share is calculated using common shareholders’ equity (shareholders' equity excluding the aggregate liquidation value of our preference shares) divided by the number of common shares outstanding. | ||||||
(5) Total capital resources is the sum of the Company's debt and Maiden shareholders' equity. | ||||||
(6) In calculating the diluted loss per common share for the three months ended March 31, 2014, the weighted average number of common shares - basic was used as the effect of share options, restricted shares units and convertible preference shares were anti-dilutive. | ||||||
Maiden Holdings, Ltd. | ||||||||
Supplemental Financial Data - Segment Information | ||||||||
(in thousands of U.S. dollars (000's)) | ||||||||
(Unaudited) | ||||||||
For the Three Months Ended March 31, 2015 | Diversified Reinsurance | AmTrust Reinsurance | Other | Total | ||||||||||||
Gross premiums written | $ | 305,341 | $ | 528,926 | $ | (1 | ) | $ | 834,266 | |||||||
Net premiums written | $ | 294,198 | $ | 502,784 | $ | 1 | $ | 796,983 | ||||||||
Net premiums earned | $ | 192,684 | $ | 384,633 | $ | 2 | $ | 577,319 | ||||||||
Other insurance revenue | 4,979 | — | — | 4,979 | ||||||||||||
Net loss and loss adjustment expenses | (132,386 | ) | (243,094 | ) | (1,926 | ) | (377,406 | ) | ||||||||
Commission and other acquisition expenses | (58,206 | ) | (120,136 | ) | — | (178,342 | ) | |||||||||
General and administrative expenses | (9,413 | ) | (747 | ) | — | (10,160 | ) | |||||||||
Underwriting (loss) income | $ | (2,342 | ) | $ | 20,656 | $ | (1,924 | ) | 16,390 | |||||||
Reconciliation to net income | ||||||||||||||||
Net investment income and realized gains on investment | 29,129 | |||||||||||||||
Interest and amortization expenses | (7,172 | ) | ||||||||||||||
Amortization of intangible assets | (710 | ) | ||||||||||||||
Foreign exchange gains | 7,826 | |||||||||||||||
Other general and administrative expenses | (6,129 | ) | ||||||||||||||
Income tax expense | (800 | ) | ||||||||||||||
Net income | $ | 38,534 | ||||||||||||||
Net loss and loss adjustment expense ratio(7) | 67.0 | % | 63.2 | % | 64.8 | % | ||||||||||
Commission and other acquisition expense ratio(8) | 29.4 | % | 31.2 | % | 30.6 | % | ||||||||||
General and administrative expense ratio(9) | 4.8 | % | 0.2 | % | 2.8 | % | ||||||||||
Combined ratio(11) | 101.2 | % | 94.6 | % | 98.2 | % | ||||||||||
For the Three Months Ended March 31, 2014 | Diversified Reinsurance | AmTrust Reinsurance | Other | Total | ||||||||||||
Gross premiums written | $ | 304,187 | $ | 419,010 | $ | (815 | ) | $ | 722,382 | |||||||
Net premiums written | $ | 291,640 | $ | 419,010 | $ | (758 | ) | $ | 709,892 | |||||||
Net premiums earned | $ | 199,547 | $ | 304,922 | $ | 14,761 | $ | 519,230 | ||||||||
Other insurance revenue | 5,162 | — | — | 5,162 | ||||||||||||
Net loss and loss adjustment expenses | (138,663 | ) | (200,413 | ) | (12,268 | ) | (351,344 | ) | ||||||||
Commission and other acquisition expenses | (51,214 | ) | (90,485 | ) | (4,383 | ) | (146,082 | ) | ||||||||
General and administrative expenses | (9,876 | ) | (499 | ) | (199 | ) | (10,574 | ) | ||||||||
Underwriting income (loss) | $ | 4,956 | $ | 13,525 | $ | (2,089 | ) | 16,392 | ||||||||
Reconciliation to net income | ||||||||||||||||
Net investment income and realized gains on investment | 27,930 | |||||||||||||||
Interest and amortization expenses | (8,064 | ) | ||||||||||||||
Accelerated amortization of junior subordinated debt discount and issuance cost | (28,240 | ) | ||||||||||||||
Amortization of intangible assets | (819 | ) | ||||||||||||||
Foreign exchange gains | 138 | |||||||||||||||
Other general and administrative expenses | (4,350 | ) | ||||||||||||||
Income tax expense | (926 | ) | ||||||||||||||
Net income | $ | 2,061 | ||||||||||||||
Net loss and loss adjustment expense ratio(7) | 67.7 | % | 65.7 | % | 67.0 | % | ||||||||||
Commission and other acquisition expense ratio(8) | 25.0 | % | 29.7 | % | 27.9 | % | ||||||||||
General and administrative expense ratio(9) | 4.9 | % | 0.2 | % | 2.8 | % | ||||||||||
Combined ratio(11) | 97.6 | % | 95.6 | % | 97.7 | % | ||||||||||
(7) Calculated by dividing net loss and loss adjustment expenses by the sum of net premiums earned and other insurance revenue. | |
(8) Calculated by dividing commission and other acquisition expenses by the sum of net premiums earned and other insurance revenue. | |
(9) Calculated by dividing general and administrative expenses by the sum of net premiums earned and other insurance revenue. | |
(10) Calculated by adding together the commission and other acquisition expense ratio and general and administrative expense ratio. | |
(11) Calculated by adding together the net loss and loss adjustment expense ratio and expense ratio. | |