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8-K - 8-K - VALIDUS HOLDINGS LTDa12-10325_28k.htm

Exhibit 99.1

 

 

Contacts:

 

 

Investors:

 

Media:

Validus Holdings, Ltd.

 

Brunswick Group

Jon Levenson, Executive Vice President

 

Stan Neve / Gemma Hart / Greg Faje

+1-441-278-9000

 

+1-212-333-3810

Jon.Levenson@validusholdings.com

 

 

 

VALIDUS ANNOUNCES RECORD FIRST QUARTER 2012 NET INCOME OF $124.2 MILLION

 

Diluted Operating Earnings Per Share of $0.88

 

Diluted Book Value Per Share of $33.25 at March 31, 2012

 

Pembroke, Bermuda, April 26, 2012 — Validus Holdings, Ltd. (“Validus” or the “Company”) (NYSE: VR) today reported net income of $124.2 million, or $1.18 per diluted common share for the three months ended March 31, 2012, compared to a net loss of ($172.4) million, or ($1.78) per diluted common share, for the three months ended March 31, 2011.

 

Net operating income for the three months ended March 31, 2012 was $92.9 million, or $0.88 per diluted common share, compared with a net operating loss of ($165.4) million, or ($1.71) per diluted common share, for the three months ended March 31, 2011.

 

Net operating income (loss), a non-GAAP financial measure, is defined as net income (loss) excluding net realized and unrealized gains (losses) on investments, foreign exchange gains (losses) and non-recurring items. A reconciliation of this measure to net income (loss), the most directly comparable GAAP measure, is presented at the end of this release.

 

Commenting on financial results for the quarter ended March 31, 2012, Ed Noonan, Validus’ Chairman and Chief Executive Officer stated: “I am pleased to report nearly $125 million in net income and annualized growth in diluted book value per share of 15.1% despite meaningful catastrophe losses in connection with the Costa Concordia sinking and severe tornado activity in the U.S. heartland. The net effect of the Costa Concordia loss, after the impact of reinstatement premiums was $63.1 million, which was within our pre-announced range of $50 million to $65 million. The total effect of notable losses after reinstatement premiums was $84.5 million in the first quarter of 2012, as compared to $271.1 million for the first quarter of 2011. Validus continues to expand and leverage our core capabilities as evidenced by the announcement of the capitalization of PaCRe, Ltd. and continued development of AlphaCat. We have also received interest in, and are considering opportunities to, raise additional capital for one or more of our AlphaCat funds or managed accounts. These additional facilities allow Validus to better serve our customers, intermediaries and ultimately our shareholders through the growth of our business. With the January 1 and April 1 renewals behind us, we have plenty of capacity available for opportunities through the remainder of the year. Our balance sheet is strong and we continue to generate excess capital. We expect to become more active in capital management for the balance of 2012, while maintaining our capital in excess of our rating agency targets and stated risk appetites.”

 

First Quarter 2012 Results

 

Highlights for the first quarter include the following:

 

·                  Total managed gross premiums written which includes gross premiums written from our non-consolidated affiliate, AlphaCat Re 2011, Ltd. (“AlphaCat Re 2011”), for the three months ended March 31, 2012 was $911.2 million compared to $849.9 million for the three months ended March 31, 2011, an increase of $61.3 million or 7.2%.

 

Validus Holdings, Ltd. 29 Richmond Road, Pembroke, Bermuda HM08

Tel: +1-441.278.9000 Fax: +1-441.278.9009

www.validusholdings.com

 



 

·                  Gross premiums written for the three months ended March 31, 2012 were $837.3 million compared to $849.9 million for the three months ended March 31, 2011, a decrease of $12.6 million, or 1.5%.

 

·                  Net premiums earned for the three months ended March 31, 2012 were $451.2 million compared to $429.5 million for the three months ended March 31, 2011, an increase of $21.7 million, or 5.0%.

 

·                  Underwriting income for the three months ended March 31, 2012 was $69.3 million compared to an underwriting loss of ($184.5) million for the three months ended March 31, 2011, an increase of $253.8 million, or 137.6%.

 

·                  Combined ratio of 84.6% which included $30.4 million of favorable prior accident year loss reserve development, benefiting the loss ratio by 6.7 percentage points.

 

·                  Net operating income for the three months ended March 31, 2012 was $92.9 million compared to a net operating loss of ($165.4) million for the three months ended March 31, 2011, an increase of $258.3 million, or 156.1%.

 

·                  Net income for the three months ended March 31, 2012 was $124.2 million compared to a net loss of ($172.4) million for the three months ended March 31, 2011, an increase of $296.6 million, or 172.1%.

 

·                  Annualized return on average equity of 14.2% and annualized net operating return on average equity of 10.6%.

 

2



 

Notable Loss Events

 

For three months ended March 31, 2012, the Company incurred losses and loss expenses of $98.9 million from notable loss events, which represented 21.9 percentage points of the loss ratio. Including the impact of $14.4 million of reinstatement premiums, the effect of these events on net income was a decrease of $84.5 million. For the three months ended March 31, 2011, the Company incurred $293.8 million from notable loss events, which represented 68.4 percentage points of the loss ratio. Including the impact of $22.7 million of reinstatement premiums, the effect of these events on net income was a decrease of $271.1 million. The Company’s loss ratio, excluding prior accident year development and notable loss events for the three months ended March 31, 2012 and 2011 was 36.2% and 48.7%, respectively.

 

 

 

 

 

Three months ended March 31, 2012

 

 

 

 

 

(Dollars in thousands)

 

First Quarter 2012 Notable Loss Events (a)

 

Validus Re

 

Talbot

 

Total

 

Description

 

 

 

Net Losses
and Loss
Expenses (b)

 

% of NPE

 

Net Losses
and Loss
Expenses (b)

 

% of NPE

 

Net Losses
and Loss
Expenses (b)

 

% of NPE

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Costa Concordia

 

Grounding

 

$

62,798

 

24.8

%

$

13,399

 

6.9

%

$

76,197

 

16.9

%

Cat 67

 

Tornadoes

 

22,699

 

9.0

%

14

 

0.0

%

22,713

 

5.0

%

Total

 

 

 

$

85,497

 

33.8

%

$

13,413

 

6.9

%

$

98,910

 

21.9

%

 

 

 

 

 

Three months ended March 31, 2011

 

 

 

 

 

(Dollars in thousands)

 

First Quarter 2011 Notable Loss Events

 

Validus Re

 

Talbot

 

Total

 

Description

 

 

 

Net Losses
and Loss
Expenses (b)

 

% of NPE
(c)

 

Net Losses
and Loss
Expenses (b)

 

% of NPE

 

Net Losses
and Loss
Expenses (b)

 

% of NPE

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Tohoku earthquake

 

Earthquake

 

$

101,156

 

40.7

%

$

47,770

 

26.9

%

$

148,926

 

34.7

%

Gryphon Alpha

 

Mooring failure

 

42,914

 

17.2

%

9,520

 

5.4

%

52,434

 

12.2

%

Christchurch earthquake

 

Earthquake

 

32,381

 

13.0

%

9,500

 

5.4

%

41,881

 

9.8

%

Brisbane floods

 

Floods

 

25,023

 

10.1

%

6,000

 

3.4

%

31,023

 

7.2

%

CNRL Horizon

 

Explosion

 

12,000

 

4.8

%

7,500

 

4.2

%

19,500

 

4.5

%

Total

 

 

 

$

213,474

 

85.8

%

$

80,290

 

45.3

%

$

293,764

 

68.4

%

 


(a)          These 2012 notable loss event amounts are based on management’s estimates following a review of the Company’s potential exposure and discussions with certain clients and brokers. Given the magnitude and recent occurrence of these events, and other uncertainties inherent in loss estimation, meaningful uncertainty remains regarding losses from these events and the Company’s actual ultimate net losses from these events may vary materially from these estimates.

 

(b)         Net of reinsurance but not net of reinstatement premiums. Total reinstatement premiums were $14.4 million for the three months ended March 31, 2012 and $22.7 million for the three months ended March 31, 2011.

 

(c)          2011 loss ratios for the Validus Re segment have been represented to exclude the impact of the AlphaCat segment.

 

3



 

Change in Segmentation

 

The Company conducts its operations worldwide through two wholly-owned subsidiaries, Validus Reinsurance, Ltd. (“Validus Re”) and Talbot Holdings Ltd. (“Talbot”) from which three operating segments have been determined under U.S. GAAP segment reporting. During the first quarter of 2012, to better align the Company’s operating and reporting structure with its current strategy, there was a change in the segment structure. This change included the AlphaCat group of companies as a separate operating segment. “AlphaCat segment” was included as an additional segment and includes the Company’s investment in AlphaCat Re 2011. Prior period comparatives have been restated to reflect the change in segmentation. The Company’s operating segments are strategic business units that offer different products and services. They are managed and have capital allocated separately because each business requires different strategies.

 

The AlphaCat segment manages strategic relationships that leverage the Company’s underwriting and investment expertise and earns management, performance and underwriting fees as well as returns on equity investment primarily from AlphaCat Re 2011.

 

Validus Re Segment Results

 

Gross premiums written for the three months ended March 31, 2012 were $566.9 million compared to $604.1 million for the three months ended March 31, 2011, a decrease of $37.2 million, or 6.2%. Gross premiums written for the three months ended March 31, 2012 included $318.5 million of property premiums, $198.4 million of marine premiums and $50.0 million of specialty premiums compared to $358.1 million of property premiums, $185.0 million of marine premiums and $60.9 million of specialty premiums in the three months ended March 31, 2011.

 

Net premiums earned for the three months ended March 31, 2012 were $253.0 million compared to $248.9 million for the three months ended March 31, 2011, an increase of $4.1 million, or 1.6%.

 

The combined ratio for the three months ended March 31, 2012 was 72.0% compared to 146.2% for the three months ended March 31, 2011, a decrease of 74.2 percentage points.

 

The loss ratio for the three months ended March 31, 2012 was 49.1% compared to 124.7% for the three months ended March 31, 2011, a decrease of 75.6 percentage points. For the three months ended March 31, 2012, Validus Re incurred $85.5 million of losses attributable to notable loss events, which represented 33.8 percentage points of the loss ratio. The loss ratio for the three months ended March 31, 2012 included favorable prior accident year loss reserve development of $18.3 million, benefiting the loss ratio by 7.2 percentage points.

 

AlphaCat Segment Results

 

Managed gross premiums written from our non-consolidated affiliate, AlphaCat Re 2011, for the three months ended March 31, 2012 were $73.9 million compared to $nil for the three months ended March 31, 2011.

 

Gross premiums written for the three months ended March 31, 2012 were $3.5 million compared to $7.2 million for the three months ended March 31, 2011, a decrease of $3.6 million or 50.8%.

 

Net premiums earned for the three months ended March 31, 2012 were $2.7 million compared to $3.4 million for the three months ended March 31, 2011, a decrease of $0.7 million or 20.9%.

 

The combined ratio for the three months ended March 31, 2012 was 50.3% compared to 36.8% for the three months ended March 31, 2011, an increase of 13.5 percentage points.

 

4



 

The loss ratio for the three months ended March 31, 2012 and 2011 was 0.0%.

 

Talbot Segment Results

 

Gross premiums written for the three months ended March 31, 2012 were $293.3 million compared to $263.1 million for the three months ended March 31, 2011, an increase of $30.2 million, or 11.5%. Gross premiums written for the three months ended March 31, 2012 included $81.5 million of property premiums, $110.0 million of marine premiums and $101.7 million of specialty premiums compared to $70.7 million of property premiums, $104.9 million of marine premiums and $87.4 million of specialty premiums in the three months ended March 31, 2011.

 

Net premiums earned for the three months ended March 31, 2012 were $195.5 million compared to $177.2 million for the three months ended March 31, 2011, an increase of $18.3 million, or 10.3%.

 

The combined ratio for the three months ended March 31, 2012 was 92.6% compared to 132.2% for the three months ended March 31, 2011, a decrease of 39.6 percentage points.

 

The loss ratio for the three months ended March 31, 2012 was 55.1% compared to 93.5% for the three months ended March 31, 2011, a decrease of 38.4 percentage points.  For the three months ended March 31, 2012, Talbot incurred $13.4 million of losses attributable to notable loss events, which represented 6.9 percentage points of the loss ratio. The loss ratio for the three months ended March 31, 2012 included favorable prior accident year loss reserve development of $12.1 million, benefiting the loss ratio by 6.2 percentage points.

 

Corporate Results

 

Corporate results include executive and board expenses, internal and external audit expenses, interest and costs incurred in connection with the Company’s senior notes and junior subordinated deferrable debentures and other costs relating to the Company as a whole. General and administrative expenses for the three months ended March 31, 2012 were $14.7 million compared to $8.2 million for the three months ended March 31, 2011, an increase of $6.5 million, or 79.7%. Share compensation expenses for the three months ended March 31, 2012 were $2.2 million compared to $6.2 million for the three months ended March 31, 2011, a decrease of $4.0 million, or 65.1%.

 

Investments

 

Net investment income for the three months ended March 31, 2012 was $27.8 million compared to $30.0 million for the three months ended March 31, 2011, a decrease of $2.2 million, or 7.4%.

 

Net realized gains on investments for the three months ended March 31, 2012 were $7.5 million compared to $6.4 million for the three months ended March 31, 2011, an increase of $1.2 million, or 18.1%.

 

Net unrealized gains on investments for the three months ended March 31, 2012 were $20.7 million compared to losses of ($12.8) million for the three months ended March 31, 2011, an increase of $33.5 million, or 261.1%.

 

Finance Expenses

 

Finance expenses for the three months ended March 31, 2012 were $16.3 million compared to $14.0 million for the three months ended March 31, 2011, an increase of $2.3 million, or 16.3%.

 

Shareholders’ Equity and Capitalization

 

As at March 31, 2012, total shareholders’ equity was $3.54 billion. Diluted book value per common share was $33.25 at March 31, 2012, compared to $32.28 at December 31, 2011. Diluted book value per common share is a non-GAAP financial measure. A reconciliation of this measure to shareholders’ equity is presented at the end of this release.

 

5



 

Total capitalization at March 31, 2012 was $4.08 billion, including $289.8 million of junior subordinated deferrable debentures and $247.0 million of senior notes.

 

Conference Call

 

The Company will host a conference call for analysts and investors on April 27, 2012 at 9:00 AM (Eastern) to discuss the first quarter 2012 financial results and related matters. The conference call can be accessed via telephone by dialing 1-866-700-0161 (toll-free U.S.) or 1-617-213-8832 (international) and entering the pass code 94066759#. Those who intend to participate in the conference call should register at least ten minutes in advance to ensure access to the call. A telephone replay of the conference call will be available through May 11, 2012 by dialing 1-888-286-8010 (toll-free U.S.) or 1-617-801-6888 (international) and entering the pass code 83325750#.

 

This conference call will also be available through a live audio webcast accessible through the Investor Relations section of the Company’s website located at www.validusholdings.com.  A replay of the webcast will be available at the Investor Relations section of the Company’s website through May 11, 2012. In addition, a financial supplement relating to the Company’s financial results for the three months ended March 31, 2012 is available in the Investor Relations section of the Company’s website.

 

About Validus Holdings, Ltd.

 

Validus Holdings, Ltd. is a provider of reinsurance and insurance, conducting its operations worldwide through two wholly-owned subsidiaries, Validus Reinsurance, Ltd. and Talbot Holdings Ltd. Validus Re is a Bermuda based reinsurer focused on short-tail lines of reinsurance. Talbot is the Bermuda parent of the specialty insurance group primarily operating within the Lloyd’s insurance market through Syndicate 1183.

 

6



 

Validus Holdings, Ltd.

Consolidated Balance Sheets

As at March 31, 2012 (unaudited) and December 31, 2011

(Expressed in thousands of U.S. dollars, except share and per share information)

 

 

 

March 31,

 

December 31,

 

 

 

2012

 

2011

 

 

 

(unaudited)

 

 

 

Assets

 

 

 

 

 

Fixed maturities, at fair value (amortized cost: 2012 - $4,951,881; 2011 - $4,859,705)

 

$

5,015,210

 

$

4,894,145

 

Short-term investments, at fair value (amortized cost: 2012 - $304,150; 2011 - $280,299)

 

304,149

 

280,191

 

Other investments, at fair value (amortized cost: 2012 - $14,502; 2011 - $15,002)

 

16,803

 

16,787

 

Cash and cash equivalents

 

917,396

 

832,844

 

Total investments and cash

 

6,253,558

 

6,023,967

 

Investment in non-consolidated affiliate

 

56,398

 

53,031

 

Premiums receivable

 

894,698

 

646,354

 

Deferred acquisition costs

 

170,722

 

121,505

 

Prepaid reinsurance premiums

 

125,407

 

91,381

 

Securities lending collateral

 

419

 

7,736

 

Loss reserves recoverable

 

351,292

 

372,485

 

Paid losses recoverable

 

47,657

 

90,495

 

Income taxes recoverable

 

967

 

 

Intangible assets

 

113,691

 

114,731

 

Goodwill

 

20,393

 

20,393

 

Accrued investment income

 

24,387

 

25,906

 

Other assets

 

62,280

 

50,487

 

Total assets

 

$

8,121,869

 

$

7,618,471

 

 

 

 

 

 

 

Liabilities

 

 

 

 

 

Reserve for losses and loss expenses

 

$

2,649,610

 

$

2,631,143

 

Unearned premiums

 

1,085,446

 

772,382

 

Reinsurance balances payable

 

152,724

 

119,899

 

Securities lending payable

 

1,108

 

8,462

 

Deferred income taxes

 

17,556

 

16,720

 

Net payable for investments purchased

 

63,427

 

1,256

 

Accounts payable and accrued expenses

 

75,678

 

83,402

 

Senior notes payable

 

247,009

 

246,982

 

Debentures payable

 

289,800

 

289,800

 

Total liabilities

 

 

4,582,358

 

 

4,170,046

 

 

 

 

 

 

 

Commitments and contingent liabilities

 

 

 

 

 

 

 

 

 

 

 

Shareholders’ equity

 

 

 

 

 

Common shares, 571,428,571 authorized, par value $0.175 (Issued: 2012 - 134,745,003; 2011 - 134,503,065; Outstanding: 2012 - 99,340,458; 2011 - 99,471,080)

 

 

23,580

 

 

23,538

 

Treasury shares (2012 - 35,404,545; 2011 - 35,031,985)

 

(6,196

)

(6,131

)

Additional paid-in-capital

 

1,886,776

 

1,893,890

 

Accumulated other comprehensive (loss)

 

(5,208

)

(6,601

)

Retained earnings

 

1,640,559

 

1,543,729

 

Total shareholders’ equity

 

 

3,539,511

 

 

3,448,425

 

 

 

 

 

 

 

Total liabilities and shareholders’ equity

 

$

8,121,869

 

$

7,618,471

 

 

7



 

Validus Holdings, Ltd.

Consolidated Statements of Operations

For the three months ended March 31, 2012 and 2011 (unaudited)

(Expressed in thousands of U.S. dollars, except share and per share information)

 

 

 

Three Months Ended March 31,

 

 

 

(unaudited)

 

 

 

2012

 

2011

 

Underwriting income

 

 

 

 

 

Gross premiums written

 

$

837,289

 

$

849,896

 

Reinsurance premiums ceded

 

(107,052

)

(109,820

)

Net premiums written

 

730,237

 

740,076

 

Change in unearned premiums

 

(279,038

)

(310,543

)

Net premiums earned

 

451,199

 

429,533

 

 

 

 

 

 

 

Underwriting deductions

 

 

 

 

 

Losses and loss expenses

 

231,989

 

476,198

 

Policy acquisition costs

 

78,132

 

77,296

 

General and administrative expenses

 

66,375

 

48,477

 

Share compensation expenses

 

5,438

 

12,049

 

Total underwriting deductions

 

381,934

 

614,020

 

 

 

 

 

 

 

Underwriting income (loss)

 

$

69,265

 

$

(184,487

)

 

 

 

 

 

 

Net investment income

 

27,760

 

29,975

 

Other income

 

8,891

 

1,606

 

Finance expenses

 

(16,279

)

(14,001

)

Operating income (loss) before taxes

 

89,637

 

(166,907

)

Tax (expense) benefit

 

(139

)

1,459

 

Equity earnings in non-consolidated affiliate

 

3,367

 

 

Net operating income (loss)

 

$

92,865

 

(165,448

)

 

 

 

 

 

 

Net realized gains on investments

 

7,532

 

6,379

 

Net unrealized gains (losses) on investments

 

20,671

 

(12,828

)

Foreign exchange gains (losses)

 

3,166

 

(467

)

 

 

 

 

 

 

Net income (loss)

 

$

124,234

 

$

(172,364

)

 

 

 

 

 

 

Selected ratios:

 

 

 

 

 

Net premiums written / Gross premiums written

 

87.2

%

87.1

%

 

 

 

 

 

 

Losses and loss expenses

 

51.4

%

110.9

%

Policy acquisition costs

 

17.3

%

18.0

%

General and administrative expenses

 

15.9

%

14.1

%

Expense ratio

 

33.2

%

32.1

%

 

 

 

 

 

 

Combined ratio

 

84.6

%

143.0

%

 

8



 

Validus Holdings, Ltd.

Consolidated Segment Underwriting Income (Loss)

For the three months ended March 31, 2012 and 2011 (unaudited)

(Expressed in thousands of U.S. dollars, except share and per share information)

 

 

 

Three Months Ended March 31,

 

 

 

(unaudited)

 

 

 

2012

 

2011

 

Validus Re

 

 

 

 

 

Gross premiums written

 

$

566,866

 

$

604,088

 

Reinsurance premiums ceded

 

(30,001

)

(46,805

)

Net premiums written

 

536,865

 

557,283

 

Change in unearned premiums

 

(283,856

)

(308,340

)

Net premiums earned

 

253,009

 

248,943

 

 

 

 

 

 

 

Losses and loss expenses

 

124,206

 

310,544

 

Policy acquisition costs

 

38,790

 

39,750

 

General and administrative expenses

 

17,252

 

10,657

 

Share compensation expenses

 

1,872

 

3,105

 

Total underwriting deductions

 

182,120

 

364,056

 

 

 

 

 

 

 

Underwriting income (loss)

 

70,889

 

(115,113

)

 

 

 

 

 

 

AlphaCat

 

 

 

 

 

Gross premiums written

 

$

3,518

 

$

7,150

 

Reinsurance premiums ceded

 

 

 

Net premiums written

 

3,518

 

7,150

 

Change in unearned premiums

 

(855

)

(3,784

)

Net premiums earned

 

2,663

 

3,366

 

 

 

 

 

 

 

Losses and loss expenses

 

 

 

Policy acquisition costs

 

256

 

316

 

General and administrative expenses

 

1,032

 

894

 

Share compensation expenses

 

52

 

27

 

Total underwriting deductions

 

1,340

 

1,237

 

 

 

 

 

 

 

Underwriting income

 

1,323

 

2,129

 

 

 

 

 

 

 

Talbot

 

 

 

 

 

Gross premiums written

 

$

293,253

 

$

263,057

 

Reinsurance premiums ceded

 

(103,399

)

(87,414

)

Net premiums written

 

189,854

 

175,643

 

Change in unearned premiums

 

5,673

 

1,581

 

Net premiums earned

 

195,527

 

177,224

 

 

 

 

 

 

 

Losses and loss expenses

 

107,783

 

165,654

 

Policy acquisition costs

 

38,738

 

37,216

 

General and administrative expenses

 

33,348

 

28,722

 

Share compensation expenses

 

1,348

 

2,719

 

Total underwriting deductions

 

181,217

 

234,311

 

 

 

 

 

 

 

Underwriting income (loss)

 

14,310

 

(57,087

)

 

9



 

Validus Holdings, Ltd.

Consolidated Segment Underwriting Income (Loss)

For the three months ended March 31, 2012 and 2011 (unaudited)

(Expressed in thousands of U.S. dollars, except share and per share information)

 

 

 

Three Months Ended March 31,

 

 

 

(unaudited)

 

 

 

2012

 

2011

 

Corporate & Eliminations

 

 

 

 

 

Gross premiums written

 

$

(26,348

)

$

(24,399

)

Reinsurance premiums ceded

 

26,348

 

24,399

 

Net premiums written

 

 

 

Change in unearned premiums

 

 

 

Net premiums earned

 

 

 

 

 

 

 

 

 

Losses and loss expenses

 

 

 

Policy acquisition costs

 

348

 

14

 

General and administrative expenses

 

14,743

 

8,204

 

Share compensation expenses

 

2,166

 

6,198

 

Total underwriting deductions

 

17,257

 

14,416

 

 

 

 

 

 

 

Underwriting (loss)

 

(17,257

)

(14,416

)

 

 

 

 

 

 

Total underwriting income (loss)

 

$

69,265

 

$

(184,487

)

 

10



 

Validus Holdings, Ltd.

Non-GAAP Financial Measure Reconciliation

Net Operating Income (Loss), Net Operating Income (Loss) per share and Annualized Net Operating Return on Average Equity

For the three months ended March 31, 2012 and 2011 (unaudited)

(Expressed in thousands of U.S. dollars, except share and per share information)

 

 

 

Three Months Ended

 

 

 

(unaudited)

 

 

 

March 31,

 

March 31,

 

 

 

2012

 

2011

 

 

 

 

 

 

 

Net income (loss)

 

$

124,234

 

$

(172,364

)

Adjustments for:

 

 

 

 

 

Net realized (gains) on investments

 

(7,532

)

(6,379

)

Net unrealized (gains) losses on investments

 

(20,671

)

12,828

 

Foreign exchange (gains) losses

 

(3,166

)

467

 

Net operating income (loss)

 

92,865

 

(165,448

)

less: Dividends and distributions declared on outstanding warrants

 

(1,729

)

(1,984

)

Net operating income (loss), adjusted

 

$

91,136

 

$

(167,432

)

 

 

 

 

 

 

Net income (loss) per share - diluted

 

$

1.18

 

$

(1.78

)

Adjustments for:

 

 

 

 

 

Net realized (gains) on investments

 

(0.07

)

(0.06

)

Net unrealized (gains) losses on investments

 

(0.20

)

0.13

 

Foreign exchange (gains) losses

 

(0.03

)

 

Net operating income (loss) per share - diluted

 

$

0.88

 

$

(1.71

)

 

 

 

 

 

 

Weighted average number of common shares and common share equivalents

 

105,096,090

 

97,944,340

 

 

 

 

 

 

 

Average shareholders’ equity

 

$

3,493,968

 

$

3,410,076

 

 

 

 

 

 

 

Annualized net operating return on average equity

 

10.6

%

(19.4

)%

 

11



 

Validus Holdings, Ltd.

Non-GAAP Financial Measure Reconciliation

Book Value Per Common Share and Diluted Book Value Per Common Share

As at March 31, 2012 (unaudited) and December 31, 2011

(Expressed in thousands of U.S. dollars, except share and per share information)

 

 

 

 

As at March 31, 2012

 

 

 

(unaudited)

 

 

 

Equity Amount

 

Shares

 

Exercise Price

 

Book Value Per
Share

 

Book value per common share

 

 

 

 

 

 

 

 

 

Total shareholders’ equity

 

$

3,539,511

 

99,340,458

 

 

 

$

35.63

 

 

 

 

 

 

 

 

 

 

 

Diluted book value per common share

 

 

 

 

 

 

 

 

 

Total shareholders’ equity

 

3,539,511

 

99,340,458

 

 

 

 

 

Assumed exercise of outstanding warrants

 

121,445

 

6,916,677

 

$

17.56

 

 

 

Assumed exercise of outstanding stock options

 

45,353

 

2,255,863

 

$

20.10

 

 

 

Unvested restricted shares

 

 

2,959,670

 

 

 

 

 

Diluted book value per common share

 

$

3,706,309

 

111,472,668

 

 

 

$

33.25

 

 

 

 

As at December 31, 2011

 

 

 

Equity Amount

 

Shares

 

Exercise Price

 

Book Value Per
Share

 

Book value per common share

 

 

 

 

 

 

 

 

 

Total shareholders’ equity

 

$

3,448,425

 

99,471,080

 

 

 

$

34.67

 

 

 

 

 

 

 

 

 

 

 

Diluted book value per common share

 

 

 

 

 

 

 

 

 

Total shareholders’ equity

 

3,448,425

 

99,471,080

 

 

 

 

 

Assumed exercise of outstanding warrants

 

121,445

 

6,916,677

 

$

17.56

 

 

 

Assumed exercise of outstanding stock options

 

45,530

 

2,263,012

 

$

20.12

 

 

 

Unvested restricted shares

 

 

3,340,729

 

 

 

 

 

Diluted book value per common share

 

$

3,615,400

 

111,991,498

 

 

 

$

32.28

 

 

12



 

 

Cautionary Note Regarding Forward-Looking Statements

 

This press release may include forward-looking statements, both with respect to the Company and its industry, that reflect our current views with respect to future events and financial performance. Statements that include the words “expect”, “intend”, “plan”, “believe”, “project”, “anticipate”, “will”, “may” and similar statements of a future or forward-looking nature identify forward-looking statements. All forward-looking statements address matters that involve risks and uncertainties, many of which are beyond the Company’s control. Accordingly, there are or will be important factors that could cause actual results to differ materially from those indicated in such statements and, therefore, you should not place undue reliance on any such statements. We believe that these factors include, but are not limited to, the following: 1) unpredictability and severity of catastrophic events; 2) rating agency actions; 3) adequacy of Validus’ risk management and loss limitation methods; 4) cyclicality of demand and pricing in the insurance and reinsurance markets; 5) statutory or regulatory developments including tax policy, reinsurance and other regulatory matters; 6) Validus’ ability to implement its business strategy during “soft” as well as “hard” markets; 7) adequacy of Validus’ loss reserves; 8) continued availability of capital and financing; 9) retention of key personnel; 10) competition; 11) potential loss of business from one or more major insurance or reinsurance brokers; 12) Validus’ ability to implement, successfully and on a timely basis, complex infrastructure, distribution capabilities, systems, procedures and internal controls, and to develop accurate actuarial data to support the business and regulatory and reporting requirements; 13) general economic and market conditions (including inflation, volatility in the credit and capital markets, interest rates and foreign currency exchange rates); 14) the integration of businesses Validus may acquire or new business ventures Validus may start; 15) the effect on Validus’ investment portfolios of changing financial market conditions including inflation, interest rates, liquidity and other factors; 16) acts of terrorism or outbreak of war; and 17) availability of reinsurance and retrocessional coverage, as well as management’s response to any of the aforementioned factors.

 

The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with the other cautionary statements that are included herein and elsewhere, including the risk factors included in Validus’ most recent reports on Form 10-K and Form 10-Q and other documents of the Company on file with or furnished to the Securities and Exchange Commission (“SEC”). Any forward-looking statements made in this press release are qualified by these cautionary statements, and there can be no assurance that the actual results or developments anticipated by Validus will be realized or, even if substantially realized, that they will have the expected consequences to, or effects on, Validus or its business or operations. Except as required by law, the Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

 

Non-GAAP Financial Measures

 

In presenting the Company’s results, management has included and discussed certain schedules containing net operating income (loss), net operating income (loss) per share, underwriting income (loss), annualized net operating return on average equity and diluted book value per common share that are not calculated under standards or rules that comprise U.S. GAAP. Such measures are referred to as non-GAAP. Non-GAAP measures may be defined or calculated differently by other companies. These measures should not be viewed as a substitute for those determined in accordance with U.S. GAAP. A reconciliation of net operating income (loss) to net income (loss), the most comparable U.S. GAAP financial measure, is presented in the section above entitled “Net Operating Income (Loss), Net Operating Income (Loss) per share and Annualized Net Operating Return on Average Equity”. A reconciliation of underwriting income and operating income to net income, the most comparable U.S. GAAP financial measure, is presented in the “Consolidated Statements of Operations” above. Underwriting income indicates the performance of the Company’s core underwriting function, excluding revenues and expenses such as net investment income (loss), other income, finance expenses, net realized and unrealized gains (losses) on investments and foreign exchange gains (losses). The Company believes the

 

13



 

reporting of underwriting income enhances the understanding of our results by highlighting the underlying profitability of the Company’s core insurance and reinsurance business. Underwriting profitability is influenced significantly by earned premium growth, adequacy of the Company’s pricing and loss frequency and severity.

 

Underwriting profitability over time is also influenced by the Company’s underwriting discipline, which seeks to manage exposure to loss through favorable risk selection and diversification, its management of claims, its use of reinsurance and its ability to manage its expense ratio, which it accomplishes through its management of acquisition costs and other underwriting expenses. The Company believes that underwriting income provides investors with a valuable measure of profitability derived from underwriting activities.

 

Annualized net operating return on average equity is presented in the section above entitled “Net Operating Income (Loss), Net Operating Income (Loss) per share and Annualized Net Operating Return on Average Equity.” A reconciliation of diluted book value per common share to book value per common share, the most comparable U.S. GAAP financial measure, is presented in the section above entitled “Book Value Per Common Share and Diluted Book Value Per Common Share.” Net operating income (loss) is calculated based on net income (loss) excluding net realized gains (losses) on investments, net unrealized gains (losses) on investments, gains (losses) arising from translation of non-US$ denominated balances and non-recurring items. Realized gains (losses) from the sale of investments are driven by the timing of the disposition of investments, not by our operating performance. Gains (losses) arising from translation of non-US$ denominated balances are unrelated to our underlying business. Net operating income (loss) is defined as above.

 

14