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8-K - CURRENT REPORT - GWG Holdings, Inc.f8k030817_gwgholdings.htm

Exhibit 99.1

 

 

GWG HOLDINGS ReportS fourth Quarter and Full year
2016 Financial Results

 

MINNEAPOLIS, MN – March 8, 2017 – GWG Holdings, Inc. (Nasdaq: GWGH), the parent company of GWG Life, a financial services company committed to transforming the life insurance industry through disruptive and innovative products and services, today announced its financial results for the fourth quarter and full year ended December 31, 2016.

 

Highlights for the Three Months Ended December 31, 2016

 

GAAP Financial Information

oTotal revenue of $16.9 million, up over 184% from the prior year

oNet loss of $3.1 million, or ($0.52) per basic and fully diluted share

Adjusted Non-GAAP Financial Information1

oNet income of $11.5 million, or $1.92 per basic share2

Raised $44.2 million of capital from investment product offerings

Purchased $103.7 million in face value of policy benefits, the fourth consecutive quarter of growth in excess of $100 million

Direct policy origination channel – purchases through independent financial advisors and life insurance agents – accounted for 43% of total purchases as compared to 11% in Q4 2015

Recognized $14.1 million in policy benefits from seven life insurance policies during the fourth quarter, and an additional $16.0 million in policy benefits from eight policies from January 1
through March 8, 2017

Began exploring the commercial application of the “DNA Methylation-Based Predictor of Mortality” technology optioned from the University of California, Los Angeles (UCLA) in November 2016:

oBegan collecting and analyzing the epigenetic biomarkers from consumers as part of its life insurance secondary market underwriting

oHired Dr. Brian Chen, a recognized expert on aging and epigenetic technology, to lead the initiative to measure and predict human lifespan from epigenetic biomarkers

Reported portfolio of $1.36 billion in face value of life insurance policy benefits, covering 622 unique lives; a net year-over-year growth of $416.8 million or 44% versus the same period one year ago

Reported total liquidity position of $121.7 million at December 31, 20163

 

Highlights for the Twelve Months Ended December 31, 2016

 

GAAP Financial Information

oTotal revenue of $69.5 million, up over 75% from the prior year

oNet loss of $3.1 million, or ($0.53) per basic and fully diluted share

Adjusted Non-GAAP Financial Information1

oNet income of $38.6 million, or $6.48 per basic share2

Raised $210.9 million of capital - including $57.0 million in preferred equity - from investment product offerings, an increase of $79.8 million or 60.8% over 2015

Purchased $465.8 million in face value of policy benefits as compared to $197.0 million in 2015, an increase of $268.9 million, or 136% over 2015

 

 

Direct policy origination channel - purchases of life insurance policies through independent financial advisors and life insurance agents by face value – accounted for 31% of total purchases, as compared to 21% in 2015

Recognized $48.5 million in policy benefits from 23 life insurance policies, an increase of $17.2 million or 55% over 2015

Increased the total number of financial advisors able to sell investment products to 4,679

Increased the total number of financial advisors and life insurance agents able to source life insurance policies through GWG Life’s Appointed Agent Program to 3,440 – representing an increase of 1,775 advisors or 141% during the year

 

“This was a break-out year for the Company’s continued growth and development. We have made important progress in key areas that have created an engine of future growth for the Company,” said Chief Executive Officer Jon Sabes.

 

Sabes cited the direct impact of the Company’s record capital raise that has enabled it to grow its portfolio of life insurance policies. The portfolio of policies itself generated a record $48.5 million of cash flow in 2016, reflecting the size, diversity and age of the policies. “Raising capital and growing our portfolio are the most important measures of success for us,” Sabes said. “Over the long run, greater portfolio scale and diversity will enable us to generate significant cash flows and earnings.”

 

As a result, GWG Life paid senior consumers $82.4 million, more than 10 times the cash surrender value of $7.9 million offered them by the issuing life insurance carriers in 2016. “This is making a positive, meaningful difference in the lives of the clients we work with,” Sabes said.

 

Sabes also cited the impact on the Company of the epigenetic methylation technology for prediction of human lifespan optioned from UCLA and now being applied to GWG Life’s underwriting process. “We launched what we believe is the most exciting aspect of our business since its founding 11 years ago with the acquisition of this technology that we are now applying to our current business, and will seek to apply to the life insurance industry at large,” Sabes said. “We are committed to continue reinventing the life insurance industry, starting with the value proposition of the secondary market and finishing with an insurtech revolution to life insurance products themselves.”

 

“In 2016, we made significant progress towards our objective of growing our balance sheet and improving our capital structure,” said William Acheson, Chief Financial Officer. “The addition of a new long-term committed credit facility, along with changes to our L Bond offering, and the success of our Redeemable Preferred Stock offering not only improved the duration matching of our financing and life insurance portfolio, but also added permanent equity to the balance sheet,” Acheson continued. “These changes, combined with the record amount of cash flow recognized from our portfolio of life insurance during the year, fuel our optimism for 2017 and beyond.”

 

Fourth Quarter 2016 Financial Summary

 

Total revenue for the fourth quarter ended December 31, 2016 was $16.9 million, as compared to $6.0 million for the same period in 2015. Realized gain from policy benefits for the fourth quarter was $10.5 million, as compared to $0.8 million for the same period in 2015. The Company recognized $14.1 million of life insurance policy benefits in the fourth quarter, as compared to $1.5 million in the same period of 2015. Total unrealized gain from policy acquisitions during the fourth quarter was $8.7 million, as compared to $5.8 million for the same period in 2015.

 

Total expenses for the fourth quarter of 2016 were $21.1 million, as compared to $13.6 million for the same period in 2015. The increase was due to additional interest expense as a result of higher debt balances outstanding, costs and fees associated with our new senior credit facility, increased compensation and benefits costs due to growth in the number of employees and other expenses due to insurance costs and marketing and business development expenses.

 

Full Year 2016 Financial Summary

 

Total revenue for the full year ended December 31, 2016 was $69.5 million, as compared to $39.6 million in 2015. Realized gain from policy benefits for the full year was $37.5 million, as compared to $26.7 million in 2015. The Company recognized $48.5 million of life insurance policy benefits in 2016, as compared to $31.2 million in 2015. Total unrealized gain from policy acquisitions in 2016 was $38.2 million, as compared to $24.6 million in 2015.

 

Total expenses for 2016 were $72.3 million, as compared to $50.5 million in 2015. The increase was due to additional interest expense as a result of higher debt balances outstanding, increased compensation and benefits costs due to growth in the number of employees (from 50 to 70) and other expenses due to insurance, investor relations, marketing and business development expenses. The proportion of our expenses amongst our major categories – compensation and benefits, interest, legal and professional and other – were very similar for both the quarter and year ended December 31, 2016.

 

 

(1)See non-GAAP Financial Measures below.
(2) We calculate adjusted non-GAAP net income by recognizing the actuarial gain accruing within our life insurance policies at the expected internal rate of return of the policies we own without regard to fair value measurements required by GAAP. We net this actuarial gain against our adjusted costs during the same period to calculate adjusted non-GAAP net income.
(3)Includes cash, restricted cash, policy benefits receivable, if any, and amounts available, if any, on our senior credit facilities.

 

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Other Financial Information

 

Gain on Life Insurance Policies

 

   Three Months Ended   Twelve Months Ended 
   December 31, 2016   December 31, 2015   December 31, 2016   December 31, 2015 
Change in est. probabilistic cash flows  $16,668,000   $8,396,000   $57,509,000   $28,562,000 
Premiums and other fees paid   (11,015,000)   (7,597,000)   (40,240,000)   (26,711,000)
Fair value of matured policies   (7,908,000)   (1,044,000)   (22,290,000)   (15,953,000)
Change in life expectancy evaluation   (3,420,000)   (105,000)   (6,029,000)   (3,192,000)
Change in discount rates   2,700,000    (323,000)   3,188,000    5,404,000 
Unrealized gain on acquisitions   8,696,000    5,795,000    38,205,000    24,550,000 
Realized gain on maturities   10,474,000    812,000    37,459,000    26,721,000 
Gain on life insurance policies  $16,195,000   $5,934,000   $67,802,000   $39,381,000 

 

Life Insurance Portfolio Summary

 

Total portfolio face value of policy benefits  $1,361,675,000 
Average face value per policy  $1,973,000 
Average face value per insured life  $2,189,000 
Average age of insured (yrs.)   81.6 
Average life expectancy estimate (yrs.)   6.9 
Total number of policies   690 
Number of unique lives   622 
Demographics   73%  Males; 27% Females 
Number of smokers   29 
Largest policy as % of total portfolio   0.97%
Average policy as % of total portfolio   0.14%
Average annual premium as % of face value   2.96%

 

Distribution of Policies and Policy Benefits by Current Age of Insured

 

Min Age  Max Age  Policy Benefits  

Weighted Average

Life Expectancy (yrs.)

  Percentage of
Total
Policy Benefits
 
90  96  $123,491,000   2.6   9.1%
85  89  $355,249,000   4.8   26.1%
80  84  $381,592,000   6.5   28.0%
75  79  $253,761,000   9.2   18.6%
70  74  $150,403,000   10.1   11.1%
65  69  $97,179,000   11.2   7.1%
Total     $1,361,675,000   6.9   100.0%

 

Life Insurance Portfolio Activity

 

   Three Months Ended   Twelve Months Ended 
   December 31, 2016   December 31, 2015   December 31, 2016   December 31, 2015 
                 
Total policy benefits purchased  $103,682,443   $67,462,589   $465,832,724   $196,977,448 
Total life insurance policies purchased   72    54    317    114 
Average policy benefit purchased  $1,440,000    1,249,000   $1,470,000    1,728,000 
Direct policy benefits purchased  $25,020,400    4,250,000   $59,523,414    20,918,028 
Direct insurance policies purchased   31    6    97    25 

 

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Trailing 12 Month Policy Benefits Recognized and Premiums Paid

 

Quarter End Date 

Portfolio

Face Amount ($)

  

12-Month

Trailing

Benefits Collected ($)

  

12-Month

Trailing Premiums Paid ($)

  

12-Month

Trailing

Benefits/Premium

Coverage Ratio

 
December 31, 2013   740,648,000    16,600,000    21,733,000    76.4%
March 31, 2014   771,940,000    12,600,000    21,930,000    57.5%
June 30, 2014   784,652,000    6,300,000    22,598,000    27.9%
September 30, 2014   787,964,000    4,300,000    23,121,000    18.6%
December 31, 2014   779,099,000    18,050,000    23,265,000    77.6%
March 31, 2015   754,942,000    46,675,000    23,786,000    196.2%
June 30, 2015   806,274,000    47,125,000    24,348,000    193.5%
September 30, 2015   878,882,000    44,482,000    25,313,000    175.7%
December 31, 2015   944,844,000    31,232,000    26,650,000    117.2%
March 31, 2016   1,027,821,000    21,845,000    28,771,000    75.9%
June 30, 2016   1,154,798,000    30,924,000    31,891,000    97.0%
September 30, 2016   1,272,078,000    35,867,000    37,055,000    96.8%
December 31, 2016   1,361,675,000    48,452,000    40,240,000    120.4%

 

Conference Call Details

 

Management will host a conference call today at 4:00 pm Eastern Time to discuss the Company's financial results. The conference call number for U.S. participants is (844) 423-9895 and the conference call number for participants outside the U.S. is (716) 247-5865. The conference ID number for both conference call numbers is 70362917. The call may also be accessed via webcast on the Company’s website at investors.gwglife.com.

 

A replay of the call will be available through March 15, 2017 by dialing (855) 859-2056 (U.S.) or (404) 537-3406 (international), using the passcode 70362917.

 

About GWG Holdings, Inc.

 

GWG Holdings, Inc. (Nasdaq: GWGH) the parent company of GWG Life, is a financial services company committed to transforming the life insurance industry through disruptive and innovative products and services. Already a recognized disruptor in the life insurance secondary market, GWG Life seeks to further transform the industry by continuing to create innovative products and services. As of December 31, 2016, GWG Life’s growing portfolio consisted of over $1.362 billion in face value of policy benefits. Since 2006, GWG Life has purchased over $2.3 billion in life insurance policy benefits and paid seniors more than $398 million for their life insurance.

 

For more information about GWG Holdings, email info@gwglife.com or visit www.gwgh.com.

 

Cautionary Statement Regarding Forward-Looking Statements

 

This press release contains forward-looking statements that involve substantial risks and uncertainties. All statements, other than statements of historical facts, included in this press release regarding our strategy, future operations, future financial position, future revenue, projected costs, prospects, plans and objectives of management are forward-looking statements. The words "anticipate," "believe," "estimate," "expect," "intend," "may," "plan," "would," "target" and similar expressions are intended to identify forward-looking statements, although not all forward-looking statements contain these identifying words. These forward-looking statements include, among other things, statements about our estimates regarding future revenue and financial performance. We may not actually achieve the expectations disclosed in our forward-looking statements, and you should not place undue reliance on our forward-looking statements. Actual results or events could differ materially from the expectations disclosed in the forward-looking statements we make. More information about potential factors that could affect our business and financial results is contained in our filings with the Securities and Exchange Commission. Additional information will also be set forth in our future quarterly reports on Form 10-Q, annual reports on Form 10-K and other filings that we make with the Securities and Exchange Commission. We do not intend, and undertake no duty, to release publicly any updates or revisions to any forward-looking statements contained herein.

 

Media Contacts:

Dan Callahan

Director of Communication

GWG Holdings, Inc.

(612) 746-1935

dcallahan@gwglife.com

 

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GWG HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED BALANCE SHEETS

 

   December 31, 2016   December 31, 2015 
A S S E T S
Cash and cash equivalents  $78,486,982   $34,425,105 
Restricted cash   37,826,596    2,341,900 
Investment in life insurance policies, at fair value   511,192,354    356,649,715 
Secured MCA advances   5,703,147    - 
Life insurance policy benefits receivable   5,345,000    - 
Other assets   4,688,103    2,461,045 
TOTAL ASSETS  $643,242,182   $395,877,765 
           
L I A B I L I T I E S & S T O C K H O L D E R S’ E Q U I T Y 
LIABILITIES          
Senior credit facilities  $156,064,818   $63,279,596 
Series I Secured Notes   16,404,836    23,287,704 
L Bonds   381,312,587    276,482,796 
Accounts payable   2,226,712    1,517,440 
Interest payable   16,160,599    12,340,061 
Other accrued expenses   1,676,761    1,060,786 
Deferred taxes, net   2,097,371    1,763,968 
TOTAL LIABILITIES  $575,943,684   $379,732,351 
           
STOCKHOLDERS’ EQUITY          
           
CONVERTIBLE PREFERRED STOCK          
(par value $0.001; shares authorized 40,000,000; shares outstanding 2,640,521 and 2,781,735; liquidation preference of $19,804,000 and $20,863,000 on December 31, 2016 and 2015, respectively)   19,701,133    20,784,841 
           
REDEEMABLE PREFERRED STOCK          
(par value $0.001; shares authorized 100,000; shares outstanding 59,183 on December 31, 2016)   59,025,164    - 
           
COMMON STOCK          
(par value $0.001: shares authorized 210,000,000; shares issued and outstanding 5,980,190 and 5,941,790 on December 31, 2016 and 2015, respectively)   5,980    5,942 
Additional paid-in capital   13,506,360    17,149,391 
Accumulated deficit   (24,940,139)   (21,794,760)
TOTAL STOCKHOLDERS’ EQUITY   67,298,498    16,145,414 
           
TOTAL LIABILITIES & EQUITY  $643,242,182   $395,877,765 

 

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GWG HOLDINGS, INC. AND SUBSIDIARIES

CONSOLIDATED STATEMENTS OF OPERATIONS

 

   Three Months Ended   Twelve Months Ended 
   December 31, 2016   December 31, 2015   December 31, 2016   December 31, 2015 
REVENUE                
Gain on life settlements, net  $16,194,750   $5,934,446   $67,801,565   $39,381,003 
MCA income   274,863    -    929,303    - 
Interest and other income   405,369    17,734    746,466    251,249 
TOTAL REVENUE   16,874,982    5,952,180    69,477,334    39,632,252 
                     
EXPENSES                    
Interest expense   13,870,727    8,438,930    45,880,661    31,587,960 
Employee compensation and benefits   3,334,128    1,829,134    11,784,296    8,010,020 
Legal and professional fees   623,052    1,164,521    3,947,376    3,152,783 
Other expenses   3,295,934    2,137,949    10,676,976    7,784,350 
TOTAL EXPENSES   21,123,841    13,570,534    72,289,309    50,535,113 
                     
INCOME (LOSS) BEFORE INCOME TAXES   (4,248,859)   (7,618,354)   (2,811,975)   (10,902,861)
INCOME TAX EXPENSE (BENEFIT)   (1,145,215)   (2,844,682)   333,403    (3,509,587)
                     
NET INCOME (LOSS)  $(3,103,644)  $(4,773,672)  $(3,145,378)  $(7,393,274)
                     
Loss attributable to preferred shareholders   (462,633)   (334,462)   (1,566,530)   (1,386,110)
INCOME (LOSS) ATTRIBUTABLE TO COMMON SHAREHOLDERS  $(2,641,011)  $(4,429,210)  $(1,578,848)  $(6,007,164)
NET INCOME (LOSS) PER SHARE                    
Basic  $(0.52)  $(0.80)  $(0.53)  $(1.25)
Diluted  $(0.52)  $(0.80)  $(0.53)  $(1.25)
                     
WEIGHTED AVERAGE SHARES OUTSTANDING                    
Basic   5,979,761    5,941,790    5,967,274    5,906,761 
Diluted   5,979,761    5,971,790    5,967,274    5,906,761 

 

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Non-GAAP Financial Measures

 

GWGH uses non-GAAP financial measures for evaluating financial results, planning and forecasting, and maintaining compliance with covenants contained in borrowing agreements. The application of current GAAP standards during a period of significant growth in the Company’s business, in which period the Company is building a large and actuarially diverse portfolio of life insurance, results in current period operating performance that may not be reflective of the Company’s long-term earnings potential. Management believes that the Company’s non-GAAP financial measures permit investors to better focus on this long-term earnings performance without regard to the volatility in GAAP financial results that can occur during this phase of growth.

 

Non-GAAP financial measures disclosed by GWGH are provided as additional information to investors in order to provide an alternative method for assessing our financial condition and operating results. These non-GAAP financial measures are not in accordance with GAAP and may be different from non-GAAP measures used by other companies, including other companies within our industry. The presentation of non-GAAP financial information is not meant to be considered in isolation or as a substitute for comparable amounts prepared in accordance with GAAP. A reconciliation of GAAP to the non-GAAP financial measures described above can be found below.

 

Adjusted Non-GAAP Net Income. Our DZ Bank/Autobahn senior revolving credit facility requires us to maintain a positive net income calculated on an adjusted non-GAAP basis. We calculate the adjusted net income by recognizing the actuarial gain accruing within our life insurance policies at the expected internal rate of return of the policies we own without regard to fair value. We net this actuarial gain against our adjusted costs during the same period to calculate our net income on a non-GAAP basis.

 

  

Three Months Ended

December 31,

  

Twelve Months Ended

December 31,

 
   2016   2015   2016   2015 
GAAP net loss  $(3,103,644)  $(4,773,672)  $(3,145,378)  $(7,393,274)
Unrealized fair value gain (1)   (16,736,228)   (12,719,696)   (70,582,383)   (39,371,059)
Adjusted cost basis increase (2)   21,130,138    14,081,661    72,818,639    52,069,538 
Accrual of unrealized actuarial gain (3)   10,211,954    10,148,988    39,551,171    31,565,766 
Total adjusted non-GAAP income (4)  $11,502,219   $6,737,279   $38,642,049   $36,870,970 
Adjustments to income   462,633    344,462    1,566,530    1,386,110 
Non-GAAP income attributable to common shareholders   11,964,852    7,081,741    40,208,579    38,257,080 
Non-GAAP net income per share:                    
Basic   1.92    1.13    6.48    6.24 
Diluted   1.42    0.88    4.92    4.79 
Average shares outstanding:                    
Basic   5,979,761    5,941,790    5,967,274    5,906,761 
Diluted   8,420,645    8,024,806    8,173,952    7,979,841 

 

(1)Reversal of GAAP unrealized fair value gain of life insurance policies.
(2)Adjusted cost basis is increased to include those acquisition, financing and servicing expenses which are not capitalized under GAAP (non-GAAP Investment Cost Basis)
(3)Accrual of actuarial gain at the expected internal rate of return based on the non-GAAP Investment Cost Basis for the applicable period.
(4)We must maintain an annual positive consolidated adjusted non-GAAP income to maintain compliance with our DZ Bank/Autobahn revolving credit facility.

 

 

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