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8-K - 8-K - National General Holdings Corp.a8-k11414pressrelease.htm
        


National General Holdings Corp. Reports Third Quarter 2014 Results;
Increases Quarterly Dividend to $0.02 Per Share

NEW YORK, November 4, 2014 (GLOBE NEWSWIRE) -- National General Holdings Corp. (NASDAQ:NGHC) today reported third quarter 2014 net income of $32.1 million or $0.34 per diluted share, compared to $12.8 million or $0.16 per diluted share in the third quarter of 2013. Operating earnings(1) were $35.4 million or $0.37 per diluted share in the third quarter of 2014, compared to $13.9 million or $0.17 per diluted share in the third quarter of 2013. Third quarter 2014 operating earnings exclude $1.1 million or $0.01 per share of realized investment losses, $1.6 million or $0.01 per share of equity in losses of unconsolidated subsidiaries, and $2.5 million or $0.02 per share of non-cash amortization of intangible assets. In addition, National General's Board of Directors has approved a 100% increase in the quarterly dividend to $0.02 per share from $0.01 per share, effective with the fourth quarter dividend.

Third Quarter 2014 Highlights Versus Third Quarter 2013*
Net written premium grew by $266.2 million or 168.4% to $424.4 million, driven by the run-off of our third-party quota share treaty, assumed premiums from Tower Personal Lines reinsurance, additional premiums from acquisitions completed during the past year, underlying organic growth within our P&C business, and continued expansion of our A&H segment.

The combined ratio was 91.5% compared to 94.4% in the prior year's quarter. The 2.9 point combined ratio improvement was driven by a reduction in both the loss and expense ratios within our P&C segment, partially offset by increased loss and expense ratios in our growing A&H segment - although excluding non-cash amortization of intangible assets, our A&H segment reported a modest underwriting profit during the quarter.

Total revenues grew $258.2 million or 110.8% to $491.2 million, driven by the aforementioned premium growth, service and fee income growth of $11.5 million or 33.4% (including Attorney-in-Fact management of $1.5 million), and net investment income growth of $5.3 million or 62.3%, partially offset by a $22.9 million or 97.2% decline in ceding commission income reflecting the run-off of our third-party quota share.

Shareholders' equity was $1.05 billion and fully diluted book value per share was $10.40 at September 30, 2014, growth of 10.2% and 9.7%, respectively, from June 30, 2014. Annualized operating return on average equity (ROE) was 14.9% for the third quarter and 15.1% for the nine months ended September 30, 2014.


Michael Karfunkel, National General's Chairman and CEO, stated: "We are delighted with our third quarter results, which equate to a solid 14.9% annualized ROE and again showed impressive top line growth, both organically and from recent transactions, as well as strong underwriting profitability with a 91.5% combined ratio. Perhaps more importantly, we closed the Tower Personal Lines transaction on September 15, 2014, which has given us a broader product mix including homeowners and umbrella coverages, an enhanced geographic footprint, and additional competitive strength with the ability to bundle several personal lines product offerings to our agents and customers. We continue to focus our efforts on profitably growing our business both organically and through additional accretive M&A opportunities, maintaining an intense emphasis on disciplined expense management, and delivering strong returns to our shareholders. We are proud that for the first nine months of 2014, we produced $88.8 million of net income, nearly three times the $32.2 million we reported for the same period in 2013.”


*NOTE: Unless specified otherwise, discussion of our third quarter 2014 results does not include financial results from the Reciprocal Exchanges, which are presented within our consolidated financial results within this release but are not included in income attributable to NGHC common shareholders. Third quarter 2014 results include 15 days of results of the Reciprocal Exchanges (as the Attorneys-in-Fact were acquired with the closing of the Tower Personal Lines transaction on September 15, 2014).

1



Overview of Third Quarter 2014 as Compared to Third Quarter 2013
Gross written premium grew 46.6% to $487.6 million, net written premium grew 168.4% to $424.4 million, and net earned premium grew 159.9% to $431.7 million. Our premium growth was driven by several key factors: (1) a continued increase in net retention due to the run-off of our third party quota share, which is now 100% complete as of July 31, 2014, (2) new and renewal business from reinsurance of the Tower Personal Lines book, (3) additional premiums from acquisitions completed during the past year, (4) underlying organic growth within our P&C segment, and (5) continued expansion of our A&H segment.
Ceding commission income decreased 97.2% to $0.7 million, reflecting the run-off of our third party quota share. Service, fee, and other income grew 33.4% to $45.9 million, driven by double-digit growth in both the P&C and A&H segments, and we note that the P&C segment now includes management fees of $1.5 million related to the Attorneys-in-Fact that manage the Reciprocal Exchanges.
The combined ratio was 91.5% with a loss ratio of 62.5% and an expense ratio of 29.1%, versus a prior year combined ratio of 94.4% with a loss ratio of 65.2% and an expense ratio of 29.2%. The improved loss ratio was driven primarily by a reduction in the P&C loss ratio, partially offset by a higher A&H loss ratio. The expense ratio decreased modestly as a result of an improved P&C expense ratio, partially offset by an elevated A&H expense ratio due to our continued investment in the expansion of this segment. The third quarter expense ratio included 0.6 points of expense from non-cash amortization of intangible assets, versus 1.3 points in the prior year's quarter.
Underwriting results detailed by each of our business segments are as follows:
Property & Casualty - Gross written premium grew 44.9% to $469.9 million, net written premium grew 171.5% to $406.7 million, and net earned premium grew 154.9% to $402.2 million. P&C premium growth was driven by four key factors: (1) a continued increase in net retention due to the run-off of our third party quota share, which is now 100% complete as of July 31, 2014; (2) the addition of new and renewal business from reinsurance of the Tower Personal Lines, which produced $74.8 million in net written premiums during the quarter; (3) additional premiums from acquisitions completed during the past year, which contributed $33.9 million in net written premium during the quarter ($28.4 million from Imperial and $5.5 million from Personal Express Insurance Company); and (4) underlying organic growth of 6.1%. Ceding commission income decreased 97.2% to $0.7 million, reflecting the run-off of our third party quota share. Service, fee, and other income grew 45.3% to $31.4 million, driven by the increased premium volume in the quarter and the addition of $1.5 million of fees earned by the Attorneys-in-Fact that manage the Reciprocal Exchanges. The combined ratio was 90.7% with a loss ratio of 62.5% and an expense ratio of 28.2%, versus a prior year combined ratio of 96.0% with a loss ratio of 66.1% and an expense ratio of 29.9%. The quarter's improved loss ratio was driven primarily by business mix changes, most notably the addition of the homeowners line of business. The quarter's improved expense ratio was primarily the result of the impact of the ceding commission paid on business written via the Cut-Through Reinsurance Agreement, as well as a reduction in our underlying expense ratio resulting from expense initiatives and technology enhancements enacted in recent years. The P&C expense ratio included 0.4 points of expenses for non-cash amortization of intangible assets, versus 1.1 points in the prior year's quarter.

Accident & Health - Gross written premium grew to $17.7 million, net written premium grew to $17.7 million, and net earned premium grew to $29.5 million, from $8.4 million, $8.3 million, and $8.3 million, respectively, in the prior year's quarter. A&H premium growth was driven by continued progress in the expansion of our domestic business, as well as the addition of $6.6 million of premium from EuroAccident, which is now written on National General paper. Service, fee, and other income grew 13.4% to $14.5 million, primarily reflecting growth at VelaPoint (our call center general agency) and TABS (our domestic stop loss business), with consistent fee income at EuroAccident year-over-year. The combined ratio was 102.8% with a loss ratio of 61.9% and an expense ratio of 40.8%, versus a prior year combined ratio of 64.7% with a loss ratio of 48.4% and an expense ratio of 16.3%. The increase in the third quarter loss ratio reflects the continued maturation of the business, as prior year results were characterized by a less meaningful premium volume. The third quarter 2014 expense ratio included increased expenses related to our continued investment in the expansion of our A&H business, as well as 3.1 points of expenses for non-cash amortization of intangible assets, versus 5.9 points of expenses in the prior year's quarter. We highlight that excluding non-cash amortization of intangible assets, the A&H segment reported modest underwriting income of $0.1 million in the third quarter of 2014.


2



Reciprocal Exchanges - Results for the Reciprocal Exchanges are not included in income attributable to NGHC common shareholders, and the quarter includes 15 days of results for the Reciprocal Exchanges (as the Attorneys-in-Fact were acquired with the closing of the Tower Personal Lines transaction on September 15, 2014). Gross written premium was $10.0 million, net written premium was $7.2 million, and net earned premium was $6.7 million. The combined ratio was 110.2% with a loss ratio of 80.0% and an expense ratio of 30.3%, and the quarter included 5.3 points attributable to non-cash amortization of intangible assets and $1.5 million of expenses related to Attorney-in-Fact management fees.

Investment income, excluding net realized gains and losses, grew 62.3% to $13.7 million, reflecting an increase in the size of our investment portfolio mainly as a result of our capital raising actions in the first half of 2014. Third quarter 2014 results included $1.1 million of net realized investment losses compared with a gain of $0.5 million in the third quarter of 2013. Total cash, cash equivalents and investments was $1.75 billion as of September 30, 2014. Accumulated other comprehensive income (AOCI) declined to $20.9 million at September 30, 2014 from $31.9 million at June 30, 2014.
Interest expense of $4.4 million increased from $0.5 million in the prior year’s quarter due to an increased amount of debt on our balance sheet. Debt was $255.6 million as of September 30, 2014, down slightly from $259.1 million as of June 30, 2014, but up from $81.1 million at December 31, 2013, primarily as a result of our $250 million May 2014 senior note issuance.
Equity in earnings of unconsolidated subsidiaries (predominantly our investment in Life Settlement Entities) was a loss of $1.6 million in the third quarter versus a loss of $0.1 million in the prior year's quarter, reflecting fair value adjustments on life settlement contracts.
The third quarter 2014 provision for income taxes was $10.2 million and the effective tax rate for the quarter was 22.7%. Included in the third quarter 2014 provision for income taxes was a $3.8 million benefit attributable to a reduction of the deferred tax liability associated with the equalization reserves of our Luxembourg Reinsurance Company subsidiaries. Excluding this benefit, the tax rate for the quarter would have been 31.1%.
National General Holding Corp.'s shareholders' equity was $1,051.3 million, growth of 10.2% from $954.1 million at June 30, 2014 driven by the quarter’s retained earnings and a $75.3 million increase to additional paid-in capital based on the valuation of the Attorneys-in-Fact, partially offset by an $11.0 million decline in AOCI. Excluding the AIF valuation increase and AOCI decline, shareholders' equity grew 3.7% from the end of the second quarter. Fully diluted book value per share was $10.40 at September 30, 2014, growth of 9.7% from $9.48 at June 30, 2014. Annualized operating return on average equity (ROE) was 14.9% for the third quarter and 15.1% for the nine months ended September 30, 2014.

National General's Board of Directors has approved an increase in the company's quarterly cash dividend on its common stock to $0.02 per share from $0.01 per share, effective with the fourth quarter dividend payment. The 100% dividend increase equates to an annualized dividend of $0.08 per share, or a dividend yield of 0.4% at current share price levels. The first quarter dividend on common stock will be payable on January 15, 2015 to shareholders of record as of January 1, 2015. The Board of Directors also approved a cash dividend on its 7.50% Non-Cumulative Preferred Stock, Series A, in the amount of $0.46875 per share. The fourth quarter preferred dividend will be payable on January 15, 2015 to shareholders of record as of January 1, 2015.

3



Conference Call
On Tuesday, November 4, 2014 at 11:00 AM ET, Chairman and CEO Michael Karfunkel and CFO Mike Weiner will review these results via a conference call that may be accessed as follows:
Toll-Free Dial-in:         888-267-2860
Toll Dial-in (outside the U.S.):     973-413-6102
Conference Entry Code:        842046
Webcast Registration:         http://ir.nationalgeneral.com/events.cfm

A replay of the conference call will be accessible from 2:00 PM ET on Tuesday, November 4, 2014 to 11:59 PM ET on Tuesday, November 11, 2014 by dialing either 800-332-6854 (toll-free) within the U.S. or 973-528-0005 outside the U.S. and entering passcode 842046. In addition, a replay of the webcast can also be retrieved at http://ir.nationalgeneral.com/events.cfm.

About National General Holdings Corp.
National General Holdings Corp., headquartered in New York City, is a specialty personal lines insurance holding company. National General traces its roots to 1939, has a financial strength rating of A- (excellent) from A.M. Best, and provides personal and commercial automobile, recreational vehicle, motorcycle, homeowners, supplemental health, and other niche insurance products.

Forward Looking Statements
This news release contains "forward-looking statements" that are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements are based on the Company's current expectations and beliefs concerning future developments and their potential effects on the Company. Forward-looking statements can generally be identified by the use of forward-looking terminology, such as “may,” “will,” “plan,” “expect,” “project,” “intend,” “estimate,” “anticipate” and “believe” or their variations or similar terminology. There can be no assurance that actual developments will be those anticipated by the Company. Actual results may differ materially from those expressed or implied in these statements as a result of significant risks and uncertainties, including, but not limited to, non-receipt of expected payments from insureds or reinsurers, changes in interest rates, a downgrade in the financial strength ratings of our insurance subsidiaries, the effect of the performance of financial markets on our investment portfolio, estimates of the fair value of life settlement contracts, development of claims and the effect on loss reserves, accuracy in projecting loss reserves, the cost and availability of reinsurance coverage, the effects of emerging claim and coverage issues, changes in the demand for our products, our degree of success in integrating acquired businesses, the effect of general economic conditions, state and federal legislation, regulations and regulatory investigations into industry practices, risks associated with conducting business outside the United States, developments relating to existing agreements, disruptions to our business relationships, breaches in data security or other disruptions involving our technology, heightened competition, changes in pricing environments, and changes in asset valuations. The forward-looking statements contained in this news release are made only as of the date of this release. The Company undertakes no obligation to publicly update any forward-looking statement except as may be required by law. Additional information about these risks and uncertainties, as well as others that may cause actual results to differ materially from those projected, is contained in the Company's filings with the Securities and Exchange Commission.


4





Income Statement - Third Quarter
$ in thousands
(Unaudited)
 
 
Three Months Ended September 30,
 
 
2014
 
 
2013
 
 
NGHC
 
Reciprocal Exchanges
 
Consolidated
 
 
NGHC
Revenues:
 
 
 
 
 
 
 
 
 
Gross written premium
 
$
487,602

 
9,993

 
497,595

 
 
$
332,714

Ceded premiums (related parties - $12,690 and $147,401 in 2014 and 2013, respectively)
 
(63,237
)
 
(2,788
)
 
(66,025
)
 
 
(174,591
)
Net written premium
 
424,365

 
7,205

 
431,570

 
 
158,123

Net earned premium
 
431,714

 
6,692

 
438,406

 
 
166,125

 
 
 
 
 
 
 
 
 
 
Ceding commission income (primarily related parties)
 
668

 
37

 
705

 
 
23,518

Service and fee income
 
45,872

 
22

 
45,894

 
 
34,385

Net investment income
 
13,697

 

 
13,697

 
 
8,439

Net realized gain/(loss) on investments
 
(1,118
)
 

 
(1,118
)
 
 
516

Other than temporary impairment loss
 

 

 

 
 

Other revenue
 
373

 

 
373

 
 

Total revenues
 
$
491,206

 
6,751

 
497,957

 
 
$
232,983

 
 
 
 
 
 
 
 
 
 
Expenses:
 
 
 
 
 
 
 
 
 
Loss and loss adjustment expense
 
$
269,668

 
5,351

 
275,019

 
 
$
108,260

Acquisition costs and other underwriting expenses
 
83,642

 
273

 
83,915

 
 
32,231

General and administrative
 
88,317

 
1,811

 
90,128

 
 
74,232

Interest expense
 
4,437

 
272

 
4,709

 
 
540

Total expenses
 
$
446,064

 
7,707

 
453,771

 
 
$
215,263

 
 
 
 
 
 
 
 
 
 
Income before provision for income taxes and equity in earnings (losses) of unconsolidated subsidiaries
 
45,142

 
(956
)
 
44,186

 
 
17,720

Provision for income taxes
 
10,237

 
(211
)
 
10,026

 
 
4,839

Income before equity in earnings (losses) of unconsolidated subsidiaries
 
34,905

 
(745
)
 
34,160

 
 
12,881

Equity in earnings (losses) of unconsolidated subsidiaries
 
(1,611
)
 

 
(1,611
)
 
 
(128
)
Net income before non-controlling interest and cumulative dividends on preferred shares
 
$
33,294

 
(745
)
 
32,549

 
 
$
12,753

Less: net income attributable to non-controlling interest
 
(25
)
 
(745
)
 
(770
)
 
 

Net income before cumulative dividends on preferred shares
 
$
33,319

 

 
33,319

 
 
$
12,753

Less: cumulative dividends on preferred shares
 
1,260

 

 
1,260

 
 

Net income available to common stockholders
 
$
32,059

 

 
32,059

 
 
$
12,753





5





Income Statement - Year to Date
$ in thousands
(Unaudited)
 
 
Nine Months Ended September 30,
 
 
2014
 
 
2013
 
 
NGHC
 
Reciprocal Exchanges
 
Consolidated
 
 
NGHC
Revenues:
 
 
 
 
 
 
 
 
 
Gross written premium
 
$
1,602,217

 
9,993

 
1,612,210

 
 
$
1,021,016

Ceded premiums (related parties - $42,967 and $291,501 in 2014 and 2013, respectively)
 
(191,811
)
 
(2,788
)
 
(194,599
)
 
 
(543,373
)
Net written premium
 
1,410,406

 
7,205

 
1,417,611

 
 
477,643

Net earned premium
 
1,181,032

 
6,692

 
1,187,724

 
 
472,832

 
 
 
 
 
 
 
 
 
 
Ceding commission income (primarily related parties)
 
7,595

 
37

 
7,632

 
 
73,509

Service and fee income
 
121,064

 
22

 
121,086

 
 
93,053

Net investment income
 
34,232

 

 
34,232

 
 
22,093

Net realized gain/(loss) on investments
 
(1,118
)
 

 
(1,118
)
 
 
1,463

Other than temporary impairment loss
 

 

 

 
 

Other revenue
 
480

 

 
480

 
 
16

Total revenues
 
$
1,343,285

 
6,751

 
1,350,036

 
 
$
662,966

 
 
 
 
 
 
 
 
 
 
Expenses:
 
 
 
 
 
 
 
 
 
Loss and loss adjustment expense
 
$
750,619

 
5,351

 
755,970

 
 
$
310,133

Acquisition costs and other underwriting expenses
 
232,433

 
273

 
232,706

 
 
94,664

General and administrative
 
241,575

 
1,811

 
243,386

 
 
209,455

Interest expense
 
7,549

 
272

 
7,821

 
 
1,456

Total expenses
 
$
1,232,176

 
7,707

 
1,239,883

 
 
$
615,708

 
 
 
 
 
 
 
 
 
 
Income before provision for income taxes and equity in earnings (losses) of unconsolidated subsidiaries
 
111,109

 
(956
)
 
110,153

 
 
47,258

Provision for income taxes
 
17,997

 
(211
)
 
17,786

 
 
12,393

Income before equity in earnings (losses) of unconsolidated subsidiaries
 
93,112

 
(745
)
 
92,367

 
 
34,865

Equity in earnings (losses) of unconsolidated subsidiaries
 
(3,098
)
 

 
(3,098
)
 
 
(452
)
Net income before non-controlling interest and cumulative dividends on preferred shares
 
$
90,014

 
(745
)
 
89,269

 
 
$
34,413

Less: net income attributable to non-controlling interest
 
(31
)
 
(745
)
 
(776
)
 
 
44

Net income before cumulative dividends on preferred shares
 
$
90,045

 

 
90,045

 
 
$
34,369

Less: cumulative dividends on preferred shares
 
1,260

 

 
1,260

 
 
2,158

Net income available to common stockholders
 
$
88,785

 

 
88,785

 
 
$
32,211















6





Earnings and Per Share Data
$ in thousands, except shares and per share data
(Unaudited)

 
Three Months Ended September 30,
 
 
Nine Months Ended September 30,
 
2014
 
2013
 
 
2014
 
2013
Net income available to common stockholders
$
32,059

 
$
12,753

 
 
$
88,785

 
$
32,211

  Basic net income per common share
$
0.34

 
$
0.16

 
 
$
0.98

 
$
0.54

  Diluted net income per common share*
$
0.34

 
$
0.16

 
 
$
0.96

 
$
0.50

 
 
 
 
 
 
 
 
 
Operating earnings attributable to NGHC(1)
$
35,446

 
$
13,928

 
 
$
97,008

 
$
34,569

  Basic operating earnings per common share(1)
$
0.38

 
$
0.17

 
 
$
1.07

 
$
0.58

  Diluted operating earnings per common share(1)*
$
0.37

 
$
0.17

 
 
$
1.05

 
$
0.53

 
 
 
 
 
 
 
 
 
Dividends declared per common share
$
0.01

 
$
0.01

 
 
$
0.03

 
$
0.01

 
 
 
 
 
 
 
 
 
Weighted average number of basic shares outstanding
93,359,265

 
79,700,000

 
 
90,853,536

 
60,063,250

Weighted average number of diluted shares outstanding
95,663,429

 
80,624,303

 
 
92,615,198

 
68,690,957

Shares outstanding, end of period
93,408,212

 
79,700,000

 
 
93,408,212

 
79,700,000

Fully diluted shares outstanding, end of period
95,765,403

 
80,447,486

 
 
92,857,313

 
80,447,486

 
 
 
 
 
 
 
 
 
Book value per share
$
10.67

 
$
7.88

 
 
$
10.67

 
$
7.88

Fully diluted book value per share
$
10.40

 
$
7.80

 
 
$
10.73

 
$
7.80


Reconciliation of Net Income to Operating Earnings (Non-GAAP)
$ in thousands, except per share data
(Unaudited)
 
 
Three Months Ended September 30,
 
 
Nine Months Ended September 30,
 
 
2014
 
2013
 
 
2014
 
2013
 
 
 
 
 
 
 
 
 
 
Net income available to common stockholders
 
$
32,059

 
$
12,753

 
 
$
88,785

 
$
32,211

Add (subtract) net of tax:
 
 
 
 
 
 
 
 
 
  Net realized (gain)/loss on investments
 
727

 
(335
)
 
 
727

 
(951
)
  Other than temporary impairment losses
 

 

 
 

 

  Equity in (earnings)/losses of unconsolidated subsidiaries
 
1,047

 
83

 
 
2,014

 
294

  Non cash amortization of intangible assets
 
1,613

 
1,427

 
 
5,482

 
3,015

Operating earnings attributable to NGHC
 
$
35,446

 
$
13,928

 
1,000

$
97,008

1,000

$
34,569

 
 
 
 
 
 
 
 
 
 
Operating earnings per common share:
 
 
 
 
 
 
 
 
 
  Basic operating earnings per common share
 
$
0.38

 
$
0.17

 
 
$
1.07

 
$
0.58

  Diluted operating earnings per common share*
 
$
0.37

 
$
0.17

 
 
$
1.05

 
$
0.53


* NOTE: Diluted net income per common share and diluted operating earnings per common share for Three Months and Nine Months Ended September 30, 2013 are adjusted for preferred dividends of $0 and $2,158, respectively, from the 8% cumulative convertible Series A Preferred stock converted on June 5, 2013.

7





Balance Sheet
$ in thousands
(Unaudited)
 
 
September 30, 2014
 
 
December 31, 2013
 
 
(unaudited)
 
 
(audited)
ASSETS
 
NGHC
 
Reciprocal Exchanges
 
Consolidated
 
 
NGHC
Investments:
 
 
 
 
 
 
 
 
 
Fixed maturities, available-for-sale, at fair value (amortized cost $1,288,829, $229,585, $1,518,414 and $757,188, respectively)

 
$
1,324,641

 
$
229,585

 
$
1,554,226

 
 
$
766,589

Equity securities, available-for-sale, at fair value (cost $53,794, $2,752, $56,546 and $6,939, respectively)
 
53,403

 
2,752

 
56,155

 
 
6,287

Short-term investments
 

 
2,901

 
2,901

 
 

Equity investment in unconsolidated subsidiaries
 
146,650

 

 
146,650

 
 
133,193

Other investments
 
4,095

 

 
4,095

 
 
2,893

Securities pledged (amortized cost $100,932, $0, $100,932 and $133,013, respectively)
 
100,932

 

 
100,932

 
 
133,922

Total investments
 
1,629,721

 
235,238

 
1,864,959

 
 
1,042,884

Cash and cash equivalents
 
117,695

 
446

 
118,141

 
 
73,823

Accrued investment income
 
11,813

 
1,975

 
13,788

 
 
9,263

Premiums and other receivables, net
 
685,114

 
72,263

 
757,377

 
 
449,252

Deferred acquisition costs
 
111,791

 

 
111,791

 
 
60,112

Reinsurance recoverable on unpaid losses (2)
 
891,909

 
19,137

 
911,046

 
 
950,828

Prepaid reinsurance premiums
 
72,288

 
28,012

 
100,300

 
 
50,878

Notes receivable from related party
 
125,364

 

 
125,364

 
 

Due from affiliate
 
7,008

 

 
7,008

 
 
4,785

Income tax receivable
 

 
1,030

 
1,030

 
 

Premises and equipment, net
 
29,346

 

 
29,346

 
 
29,535

Intangible assets, net
 
230,460

 
13,508

 
243,968

 
 
86,564

Goodwill
 
97,711

 

 
97,711

 
 
70,351

Prepaid and other assets
 
14,539

 
123

 
14,662

 
 
9,240

Total assets
 
$
4,024,759

 
$
371,732

 
$
4,396,491

 
 
$
2,837,515

LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
 
Liabilities:
 
 
 
 
 
 
 
 
 
Unpaid loss and loss adjustment expense reserves
 
$
1,413,726

 
100,282

 
1,514,008

 
 
$
1,259,241

Unearned premiums
 
744,843

 
116,145

 
860,988

 
 
476,232

Unearned service contract and other revenue
 
8,949

 

 
8,949

 
 
7,319

Reinsurance payable (3)
 
95,425

 
7,940

 
103,365

 
 
93,534

Accounts payable and accrued expenses
 
243,976

 
19,822

 
263,798

 
 
91,143

Due to affiliate
 

 
17,808

 
17,808

 
 

Securities sold under agreements to repurchase, at contract value
 
95,362

 

 
95,362

 
 
109,629

Deferred tax liability
 
48,691

 
24,046

 
72,737

 
 
24,476

Income tax payable
 
19,604

 

 
19,604

 
 
1,987

Notes payable
 
255,622

 
44,600

 
300,222

 
 
81,142

Other liabilities
 
47,236

 
4,506

 
51,742

 
 
49,945

Total liabilities
 
$
2,973,434

 
$
335,149

 
$
3,308,583

 
 
$
2,194,648

Stockholders’ equity:
 
 
 
 
 
 
 
 
 
Common stock (4)
 
$
934

 
$

 
$
934

 
 
$
797

Preferred stock (5)
 
55,000

 

 
55,000

 
 

Additional paid-in capital
 
690,908

 

 
690,908

 
 
437,006

Retained earnings
 
283,541

 

 
283,541

 
 
197,552

Accumulated other comprehensive income
 
20,873

 

 
20,873

 
 
7,425

Total National General Holdings Corp. stockholders' equity
 
1,051,256

 

 
1,051,256

 
 
642,780

Non-controlling interest
 
69

 
36,583

 
36,652

 
 
87

Total stockholders’ equity
 
1,051,325

 
36,583

 
1,087,908

 
 
642,867

Total liabilities and stockholders’ equity
 
$
4,024,759

 
$
371,732

 
$
4,396,491

 
 
$
2,837,515


8






Segment Information - Third Quarter
$ in thousands
(Unaudited)
 
 
Three Months Ended September 30,
 
 
2014
 
 
 
 
 
2013
 
 
P&C
 
A&H
 
NGHC
 
 
Reciprocal Exchanges
 
 
P&C
 
A&H
 
NGHC
Gross written premium
 
$
469,873

 
$
17,729

 
$
487,602

 
 
$
9,993

 
 
$
324,298

 
$
8,416

 
$
332,714

Net written premium
 
406,699

 
17,666

 
424,365

 
 
7,205

 
 
149,787

 
8,336

 
158,123

Net earned premium
 
402,246

 
29,468

 
431,714

 
 
6,692

 
 
157,784

 
8,341

 
166,125

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Ceding commission income (primarily related parties)
 
668

 

 
668

 
 
37

 
 
23,518

 

 
23,518

 Service, fee, and other income
 
31,356

 
14,516

 
45,872

 
 
22

 
 
21,583

 
12,802

 
34,385

 Total underwriting revenue
 
$
434,270

 
$
43,984

 
$
478,254

 
 
$
6,751

 
 
$
202,885

 
$
21,143

 
$
224,028

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Loss and loss adjustment expense
 
$
251,418

 
$
18,250

 
$
269,668

 
 
$
5,351

 
 
$
104,222

 
$
4,038

 
$
108,260

 Acquisition costs and other
 
68,146

 
15,496

 
83,642

 
 
273

 
 
26,063

 
6,168

 
32,231

 General and administrative
 
77,267

 
11,050

 
88,317

 
 
1,811

 
 
66,236

 
7,996

 
74,232

 Total underwriting expenses
 
396,831

 
44,796

 
441,627

 
 
7,435

 
 
196,521

 
18,202

 
214,723

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Underwriting income (loss)
 
37,439

 
(812
)
 
36,627

 
 
(684
)
 
 
6,364

 
2,941

 
9,305

Non cash amortization of intangible assets
 
1,565

 
916

 
2,481

 
 
353

 
 
1,703

 
492

 
2,195

Underwriting income (loss) before non cash amortization of intangible assets
 
$
39,004

 
$
104

 
$
39,108

 
 
$
(331
)
 
 
$
8,067

 
$
3,433

 
$
11,500

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Underwriting ratios
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss and loss adjustment expense ratio (6)
 
62.5
%
 
61.9
%
 
62.5
%
 
 
80.0
%
 
 
66.1
%
 
48.4
%
 
65.2
%
Operating expense ratio (Non-GAAP) (7,8)
 
28.2
%
 
40.8
%
 
29.1
%
 
 
30.3
%
 
 
29.9
%
 
16.3
%
 
29.2
%
Combined ratio (Non-GAAP) (7,9)
 
90.7
%
 
102.8
%
 
91.5
%
 
 
110.2
%
 
 
96.0
%
 
64.7
%
 
94.4
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Underwriting ratios (before amortization)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss and loss adjustment expense ratio (6)
 
62.5
%
 
61.9
%
 
62.5
%
 
 
80.0
%
 
 
66.1
%
 
48.4
%
 
65.2
%
Operating expense ratio (Non-GAAP) (7,10)
 
27.8
%
 
37.7
%
 
28.5
%
 
 
25.0
%
 
 
28.8
%
 
10.4
%
 
27.9
%
Combined ratio (Non-GAAP) (7,9)
 
90.3
%
 
99.6
%
 
90.9
%
 
 
104.9
%
 
 
94.9
%
 
58.8
%
 
93.1
%

NOTE: Loss and loss adjustment expense ratio and operating expense ratio may not sum to combined ratio due to rounding.

9





Segment Information - Year to Date
$ in thousands
(Unaudited)
 
 
Nine Months Ended September 30,
 
 
2014
 
 
2013
 
 
P&C
 
A&H
 
NGHC
 
 
Reciprocal Exchanges
 
 
P&C
 
A&H
 
NGHC
Gross written premium
 
$
1,484,344

 
$
117,873

 
$
1,602,217

 
 
$
9,993

 
 
$
996,034

 
$
24,982

 
$
1,021,016

Net written premium
 
1,292,793

 
117,613

 
1,410,406

 
 
7,205

 
 
452,816

 
24,827

 
477,643

Net earned premium
 
1,091,088

 
89,944

 
1,181,032

 
 
6,692

 
 
448,000

 
24,832

 
472,832

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Ceding commission income (primarily related parties)
 
7,595

 

 
7,595

 
 
37

 
 
73,509

 

 
73,509

 Service, fee, and other income
 
76,418

 
44,646

 
121,064

 
 
22

 
 
62,996

 
30,057

 
93,053

 Total underwriting revenue
 
$
1,175,101

 
$
134,590

 
$
1,309,691

 
 
$
6,751

 
 
$
584,505

 
$
54,889

 
$
639,394

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 Loss and loss adjustment expense
 
$
691,856

 
$
58,763

 
$
750,619

 
 
$
5,351

 
 
$
293,401

 
$
16,732

 
$
310,133

 Acquisition costs and other
 
185,359

 
47,074

 
232,433

 
 
273

 
 
77,249

 
17,415

 
94,664

 General and administrative
 
205,503

 
36,072

 
241,575

 
 
1,811

 
 
191,681

 
17,774

 
209,455

 Total underwriting expenses
 
1,082,718

 
141,909

 
1,224,627

 
 
7,435

 
 
562,331

 
51,921

 
614,252

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Underwriting income (loss)
 
92,383

 
(7,319
)
 
85,064

 
 
(684
)
 
 
22,174

 
2,968

 
25,142

Non cash amortization of intangible assets
 
3,181

 
5,253

 
8,434

 
 
353

 
 
3,713

 
926

 
4,639

Underwriting income (loss) before non cash amortization of intangible assets
 
$
95,564

 
$
(2,066
)
 
$
93,498

 
 
$
(331
)
 
 
$
25,887

 
$
3,894

 
$
29,781

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Underwriting ratios
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss and loss adjustment expense ratio (6)
 
63.4
%
 
65.3
%
 
63.6
%
 
 
80.0
%
 
 
65.5
%
 
67.4
%
 
65.6
%
Operating expense ratio (Non-GAAP) (7,8)
 
28.1
%
 
42.8
%
 
29.2
%
 
 
30.3
%
 
 
29.6
%
 
20.7
%
 
29.1
%
Combined ratio (Non-GAAP) (7,9)
 
91.5
%
 
108.1
%
 
92.8
%
 
 
110.2
%
 
 
95.1
%
 
88.0
%
 
94.7
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Underwriting ratios (before amortization)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss and loss adjustment expense ratio (6)
 
63.4
%
 
65.3
%
 
63.6
%
 
 
80.0
%
 
 
65.5
%
 
67.4
%
 
65.6
%
Operating expense ratio (Non-GAAP) (7,10)
 
27.8
%
 
37.0
%
 
28.5
%
 
 
25.0
%
 
 
28.7
%
 
16.9
%
 
28.1
%
Combined ratio (Non-GAAP) (7,9)
 
91.2
%
 
102.3
%
 
92.1
%
 
 
104.9
%
 
 
94.2
%
 
84.3
%
 
93.7
%

NOTE: Loss and loss adjustment expense ratio and operating expense ratio may not sum to combined ratio due to rounding.















10





Reconciliation of Operating Expense Ratio and Operating Expense Ratio Before Amortization (Non-GAAP)
$ in thousands
(Unaudited)
 
 
Three Months Ended September 30,
 
 
2014
 
 
2013
 
 
P&C
 
A&H
 
NGHC
 
 
Reciprocal Exchanges
 
 
P&C
 
A&H
 
Total
Total underwriting expenses
 
$
396,831

 
$
44,796

 
$
441,627

 
 
7,435

 
 
$
196,521

 
$
18,202

 
$
214,723

Less: Loss and loss adjustment expense
 
251,418

 
18,250

 
269,668

 
 
5,351

 
 
104,222

 
4,038

 
108,260

Less: Ceding commission income
 
668

 

 
668

 
 
37

 
 
23,518

 

 
23,518

Less: Service, fee and other income
 
31,356

 
14,516

 
45,872

 
 
22

 
 
21,583

 
12,802

 
34,385

Operating expense
 
113,389

 
12,030

 
125,419

 
 
2,025

 
 
47,198

 
1,362

 
48,560

Net earned premium
 
$
402,246

 
$
29,468

 
$
431,714

 
 
$
6,692

 
 
$
157,784

 
$
8,341

 
$
166,125

Operating expense ratio (Non-GAAP)
 
28.2
%
 
40.8
%
 
29.1
%
 
 
30.3
%
 
 
29.9
%
 
16.3
%
 
29.2
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total underwriting expenses
 
$
396,831

 
$
44,796

 
$
441,627

 
 
$
7,435

 
 
$
196,521

 
$
18,202

 
$
214,723

Less: Loss and loss adjustment expense
 
251,418

 
18,250

 
269,668

 
 
5,351

 
 
104,222

 
4,038

 
108,260

Less: Ceding commission income
 
668

 

 
668

 
 
37

 
 
23,518

 

 
23,518

Less: Service, fee and other income
 
31,356

 
14,516

 
45,872

 
 
22

 
 
21,583

 
12,802

 
34,385

Less: Non cash amortization of intangible assets
 
1,565

 
916

 
2,481

 
 
353

 
 
1,703

 
492

 
2,195

Operating expense before amortization
 
111,824

 
11,114

 
122,938

 
 
1,672

 
 
45,495

 
870

 
46,365

Net earned premium
 
$
402,246

 
$
29,468

 
431,714

 
 
6,692

 
 
$
157,784

 
$
8,341

 
$
166,125

Operating expense ratio before amortization (Non-GAAP)
 
27.8
%
 
37.7
%
 
28.5
%
 
 
25.0
%
 
 
28.8
%
 
10.4
%
 
27.9
%
 
 
Nine Months Ended September 30,
 
 
2014
 
 
2013
 
 
P&C
 
A&H
 
NGHC
 
 
Reciprocal Exchanges
 
 
P&C
 
A&H
 
NGHC
Total underwriting expenses
 
$
1,082,718

 
$
141,909

 
$
1,224,627

 
 
$
7,435

 
 
$
562,331

 
$
51,921

 
$
614,252

Less: Loss and loss adjustment expense
 
691,856

 
58,763

 
750,619

 
 
5,351

 
 
293,401

 
16,732

 
310,133

Less: Ceding commission income
 
7,595

 

 
7,595

 
 
37

 
 
73,509

 

 
73,509

Less: Service, fee and other income
 
76,418

 
44,646

 
121,064

 
 
22

 
 
62,996

 
30,057

 
93,053

Operating expense
 
306,849

 
38,500

 
345,349

 
 
2,025

 
 
132,425

 
5,132

 
137,557

Net earned premium
 
$
1,091,088

 
$
89,944

 
$
1,181,032

 
 
$
6,692

 
 
$
448,000

 
$
24,832

 
$
472,832

Operating expense ratio (Non-GAAP)
 
28.1
%
 
42.8
%
 
29.2
%
 
 
30.3
%
 
 
29.6
%
 
20.7
%
 
29.1
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total underwriting expenses
 
$
1,082,718

 
$
141,909

 
$
1,224,627

 
 
$
7,435

 
 
$
562,331

 
$
51,921

 
$
614,252

Less: Loss and loss adjustment expense
 
691,856

 
58,763

 
750,619

 
 
5,351

 
 
293,401

 
16,732

 
310,133

Less: Ceding commission income
 
7,595

 

 
7,595

 
 
37

 
 
73,509

 

 
73,509

Less: Service, fee and other income
 
76,418

 
44,646

 
121,064

 
 
22

 
 
62,996

 
30,057

 
93,053

Less: Non cash amortization of intangible assets
 
3,181

 
5,253

 
8,434

 
 
353

 
 
3,713

 
926

 
4,639

Operating expense before amortization
 
303,668

 
33,247

 
336,915

 
 
1,672

 
 
128,712

 
4,206

 
132,918

Net earned premium
 
$
1,091,088

 
$
89,944

 
$
1,181,032

 
 
$
6,692

 
 
$
448,000

 
$
24,832

 
$
472,832

Operating expense ratio before amortization (Non-GAAP)
 
27.8
%
 
37.0
%
 
28.5
%
 
 
25.0
%
 
 
28.7
%
 
16.9
%
 
28.1
%

11









Gross Written Premium by Business Line
$ in thousands
(Unaudited)
 
 
Three Months Ended September 30,
 
 
Nine Months Ended September 30,
 
 
 
 
 
 
% of Total
 
 
 
 
 
 
% of Total
 
 
2014
 
2013
 
% Change
 
2014
 
2013
 
 
2014
 
2013
 
% Change
 
2014
 
2013
Property & Casualty
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Personal Auto
 
$315,672
 
$252,794
 
24.9%
 
64.7%
 
76.0%
 
 
$953,010
 
$775,838
 
22.8%
 
59.5%
 
76.0%
Homeowners
 
74,583
 
288
 
NA
 
15.3%
 
0.1%
 
 
290,667
 
397
 
NA
 
18.1%
 
—%
RV/Packaged
 
39,490
 
40,128
 
(1.6)%
 
8.1%
 
12.1%
 
 
120,183
 
122,652
 
(2.0)%
 
7.5%
 
12.0%
Commercial Auto
 
35,619
 
27,604
 
29.0%
 
7.3%
 
8.3%
 
 
107,173
 
86,933
 
23.3%
 
6.7%
 
8.5%
Other
 
4,509
 
3,483
 
29.5%
 
0.9%
 
1.0%
 
 
13,311
 
10,214
 
30.3%
 
0.8%
 
1.0%
P&C Total
 
$469,873
 
$324,298
 
44.9%
 
96.4%
 
97.5%
 
 
$1,484,344
 
$996,034
 
49.0%
 
92.6%
 
97.6%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accident & Health
 
17,729
 
8,416
 
110.7%
 
3.6%
 
2.5%
 
 
117,873

 
24,982

 
371.8%
 
7.4%
 
2.4%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total NGHC
 
$487,602
 
$332,714
 
46.6%
 
100.0%
 
100.0%
 
 
$1,602,217
 
$1,021,016
 
56.9%
 
100.0%
 
100.0%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reciprocal Exchanges
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
  Personal Auto
 
$4,330
 
 
NA
 
43.3%
 
NA
 
 
$4,330
 
 
NA
 
43.3%
 
NA
  Homeowners
 
5,013

 
 
NA
 
50.2%
 
NA
 
 
5,013

 
 
NA
 
50.2%
 
NA
  Other
 
650

 
 
NA
 
6.5%
 
NA
 
 
650

 
 
NA
 
6.5%
 
NA
Reciprocal Exchanges Total
 
$9,993
 
 
NA
 
100.0%
 
NA
 
 
$9,993
 
 
NA
 
100.0%
 
NA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated Total
 
$497,595
 
$332,714
 
49.6%
 
 
 
 
 
 
$1,612,210
 
$1,021,016
 
57.9%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 

NOTE: Percentage totals may not sum due to rounding.


  

12





Additional Disclosures

(1) References to operating earnings and basic and diluted operating EPS are Non-GAAP financial measures defined by the Company as net income and basic earnings per share excluding after-tax net realized investment gain or loss on securities, equity in earnings (losses) of unconsolidated subsidiaries, and non-cash amortization of intangible assets. Please see the Non-GAAP Financial Measures table within this release for important information about the use of these Non-GAAP measures and their reconciliation to GAAP.
(2)Reinsurance recoverable on unpaid losses includes $101,744 and $176,241 from related parties at September 30, 2014 and December 31, 2013, respectively; includes $19,137 relating to Reciprocal Exchanges at September 30, 2014.
(3)Reinsurance payable includes $34,722 and $76,360 to related parties at September 30, 2014 and December 31, 2013, respectively; includes $7,940 relating to Reciprocal Exchanges at September 30, 2014.
(4) Common stock: $0.01 par value - authorized 150,000,000 shares, issued and outstanding 93,408,212 shares - September 30, 2014; authorized 150,000,000 shares, issued and outstanding 79,731,800 shares - December 31, 2013.
(5) Preferred stock: $0.01 par value - authorized 10,000,000 shares, issued and outstanding 2,200,000 shares and 0 shares - September 30, 2014 and December 31, 2013.
(6) Loss and loss adjustment expense ratio is calculated by dividing loss and loss adjustment expenses by net earned premium.
(7) Operating expense ratio and combined ratio are considered non-GAAP financial measures under applicable SEC rules because a component of those ratios, operating expense, is calculated by offsetting acquisition and other underwriting costs and general and administrative expense by ceding commission income and service and fee income. Management uses operating expense ratio (non-GAAP) and combined ratio (non-GAAP) to evaluate financial performance against historical results and establish targets on a consolidated basis. Other companies may calculate these measures differently, and, therefore, their measures may not be comparable to those used by National General. Please see the Non-GAAP Financial Measures table within this release for important information about the use of these Non-GAAP measures and their reconciliation to GAAP.
(8) Operating expense ratio (non-GAAP) is calculated by dividing operating expense by net earned premium. Operating expense consists of the sum of acquisition and other underwriting costs and general and administrative expense less ceding commission income and service and fee income.
(9) Combined ratio (non-GAAP) is calculated by adding the loss and loss adjustment expense ratio and the operating expense ratio (non-GAAP) together.
(10) Operating expense ratio (non-GAAP) before amortization is calculated by dividing the operating expense before amortization by net earned premium. Operating expense before amortization consists of the sum of acquisition and other underwriting costs and general and administrative expense less ceding commission income and service and fee income less non cash amortization of intangible assets.



Investor Contact
Dean Evans
Director of Investor Relations
Phone: 212-380-9462
Email: Dean.Evans@NGIC.com


13