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8-K - 8-K - FIRST ACCEPTANCE CORP /DE/fac-8k_20150812.htm

Exhibit 99

First Acceptance Corporation Reports Operating Results for the Three and Six Month Periods Ended June 30, 2015

NASHVILLE, TN, August 11, 2015 – First Acceptance Corporation (NYSE: FAC) today reported its financial results for the three and six month periods ended June 30, 2015.

Operating Results

Income before income taxes for the three months ended June 30, 2015 was $0.7 million, compared with income before income taxes of $3.7 million for the three months ended June 30, 2014. Net income for the three months ended June 30, 2015 was $0.3 million, compared with net income of $3.5 million for the three months ended June 30, 2014. Basic and diluted net income per share were $0.01 for the three months ended June 30, 2015, compared with basic and diluted net income per share of $0.08 for the same period in the prior year.

Income before income taxes for six months ended June 30, 2015 was $1.4 million, compared with income before income taxes of $4.3 million for the six months ended June 30, 2014. Net income for the six months ended June 30, 2015 was $0.8 million, compared with net income of $4.0 million for the six months ended June 30, 2014. Basic and diluted net income per share were $0.02 for the six months ended June 30, 2015, compared with basic and diluted net income per share of $0.10 for the same period in the prior year.

Joe Borbely, the Company’s President and CEO commented “Like other auto insurers in our space dealing with an increase in miles driven as the result of an improving economy and low gas prices, we were challenged by an elevated claims frequency. In response, our team continues to work very hard to combat this increased loss cost through both pricing and underwriting actions. On the other hand, the continued strong production across all of our business channels resulted in an 18% expense ratio, our lowest quarterly ratio in over ten years. Looking forward, the start of the third quarter brought with it the close of the Titan acquisition, and I am pleased to welcome some 240 former Titan associates to the Acceptance team. The addition of 83 former Titan retail locations now brings us to 442 stores coast-to-coast. This is a major step in our long-term vision to expand the Acceptance brand throughout the nation.”

Revenues. Revenues for the three months ended June 30, 2015 increased 20% to $80.6 million from $67.1 million in the same period in the prior year. Revenues for the six months ended June 30, 2015 increased 20% to $155.7 million from $129.7 million in the same period in the prior year.

Premiums earned increased by $11.4 million, or 20%, to $67.3 million for the three months ended June 30, 2015, from $55.9 million for the three months ended June 30, 2014. For the six months ended June 30, 2015 premiums earned increased by $22.3 million, or 21%, to $129.9 million from $107.6 million for the six months ended June 30, 2014. This improvement was primarily due to an increase in PIF from 159,293 at June 30, 2014 to 183,829 at June 30, 2015, in addition to higher average premiums and an increase in the average policy life.

Loss Ratio. The loss ratio was 81.7% for the three months ended June 30, 2015, compared with 73.5% for the three months ended June 30, 2014. The loss ratio was 79.2% for the six months ended June 30, 2015, compared with 72.4% for the six months ended June 30, 2014. We experienced favorable development related to prior periods of $0.1 million for the three months ended June 30, 2015, compared with favorable development of $2.4 million for the three months ended June 30, 2014. For the six months ended June 30, 2015, we experienced favorable development related to prior periods of $1.7 million, compared with favorable development of $4.4 million for the six months ended June 30, 2014. The favorable development for the three and six month periods ended June 30, 2015 was primarily due to lower than expected development related to bodily injury and personal injury protection emergence.  

Excluding the development related to prior periods for the three months ended June 30, 2015 and 2014, the loss ratios were 81.9% and 77.8%, respectively. Excluding the development related to prior periods for the six months ended June 30, 2015 and 2014, the loss ratios were 80.5% and 76.5%, respectively. The year-over-year increase in the loss ratio was primarily due to higher than expected claim frequency and severity across multiple coverages principally in property damage liability and collision claims.

Expense Ratio. The expense ratio was 18.2% for the three months ended June 30, 2015, compared with 20.7% for the three months ended June 30, 2014. The expense ratio was 20.4% for the six months ended June 30, 2015, compared with 24.9% for the six months ended June 30, 2014. The year-over-year decrease in the expense ratio was primarily due to the increase in premiums earned which resulted in a lower percentage of fixed expenses in our retail operations (such as rent and base salary).

Combined Ratio. The combined ratio increase to 99.9% for the three months ended June 30, 2015 from 94.2% for the three months ended June 30, 2014. For the six months ended June 30, 2015, the combined ratio increased to 99.6% from 97.3% for the six months ended June 30, 2014.


1


Titan Acquisition

Effective July 1, 2015 we acquired certain assets of Titan Insurance Services, Inc. and Titan Auto Insurance of New Mexico, Inc. (the “Titan Agencies”). These agencies sell private passenger non-standard automobile insurance through 83 retail stores, principally in California (48), but also in Texas (12), Arizona (10), Florida (4), Nevada (4) and New Mexico (5). The Titan Agencies were owned and operated by Nationwide. Through these Titan-branded stores, the Titan Agencies sell policies through both Nationwide and other unrelated insurance companies. We plan to rebrand the stores under our Acceptance Insurance name. These new Acceptance stores will initially continue to write policies for both Nationwide and other unrelated insurance companies. Approximately 240 employees accepted offers of employment with us as a part of this acquisition.

Going forward, we plan to develop our own products for California, Arizona, Nevada and New Mexico, and introduce our current Texas and Florida products into stores in those states. One of our insurance companies has applied for an insurance company license in California and is already licensed in the three other states where it does not currently write business.

We may introduce our own products in the states in which we currently have an insurance company license prior to the end of 2015. However, a California product is not expected to be available until sometime in early 2016, subject to the approval of our California insurance company license application by the California Department of Insurance. Therefore, it is anticipated that initially, the Titan acquisition will operate primarily as an insurance agency operation for which our revenues will be in the form of commission and fee income.

About First Acceptance Corporation

We are principally a retailer, servicer and underwriter of non-standard personal automobile insurance based in Nashville, Tennessee. We currently write non-standard personal automobile insurance in 13 states and are licensed as an insurer in 12 additional states. Non-standard personal automobile insurance is made available to individuals because of their inability or unwillingness to obtain standard insurance coverage due to various factors, including payment history, payment preference, failure in the past to maintain continuous insurance coverage or driving record and/or vehicle type. In most instances, these individuals are seeking to obtain the minimum amount of automobile insurance required by law.

At August 12, 2015, we leased and operated approximately 440 retail locations and a call center staffed with employee-agents. Our employee-agents primarily sell non-standard personal automobile insurance products underwritten by us, as well as certain commissionable ancillary products. In most states, our employee-agents also sell a complementary insurance product providing personal property and liability coverage for renters underwritten by us. In addition, select retail locations in highly competitive markets in Illinois and Texas offer non-standard personal automobile insurance serviced and underwritten by other third-party insurance carriers. In addition to our retail locations, we are able to complete the entire sales process over the phone via our call center or through the internet via our consumer-based website or mobile platform. On a limited basis, we also sell our products through selected retail locations operated by independent agents. Additional information about First Acceptance Corporation can be found online at www.acceptanceinsurance.com.

This press release contains forward-looking statements, including statements about the expected effects of the recently completed acquisition. These statements, which have been included in reliance on the “safe harbor” provisions of the federal securities laws, involve risks and uncertainties. Investors are hereby cautioned that these statements may be affected by important factors, including, among others, the factors set forth under the caption “Risk Factors” in Item 1A. of our Annual Report on Form 10-K for the year ended December 31, 2014 and in our other filings with the Securities and Exchange Commission. Actual operations and results may differ materially from the results discussed in the forward-looking statements. Except as required by law, we undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.

 

 

 

2


FIRST ACCEPTANCE CORPORATION AND SUBSIDIARIES

Consolidated Statements of Income

(unaudited)

(in thousands, except per share data)

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2015

 

 

2014

 

 

2015

 

 

2014

 

Revenues:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Premiums earned

 

$

67,300

 

 

$

55,854

 

 

$

129,915

 

 

$

107,602

 

Commission and fee income

 

 

11,929

 

 

 

10,051

 

 

 

23,278

 

 

 

19,226

 

Investment income

 

 

1,406

 

 

 

1,257

 

 

 

2,551

 

 

 

2,794

 

Net realized (losses) gains on investments, available-for-sale

 

 

(4

)

 

 

(42

)

 

 

(7

)

 

 

40

 

 

 

 

80,631

 

 

 

67,120

 

 

 

155,737

 

 

 

129,662

 

Costs and expenses:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Losses and loss adjustment expenses

 

 

55,003

 

 

 

41,066

 

 

 

102,937

 

 

 

77,883

 

Insurance operating expenses

 

 

23,774

 

 

 

21,162

 

 

 

48,969

 

 

 

45,191

 

Other operating expenses

 

 

263

 

 

 

245

 

 

 

586

 

 

 

478

 

Stock-based compensation

 

 

53

 

 

 

66

 

 

 

72

 

 

 

112

 

Depreciation and amortization

 

 

399

 

 

 

437

 

 

 

807

 

 

 

880

 

Interest expense

 

 

449

 

 

 

421

 

 

 

872

 

 

 

848

 

 

 

 

79,941

 

 

 

63,397

 

 

 

154,243

 

 

 

125,392

 

Income before income taxes

 

 

690

 

 

 

3,723

 

 

 

1,494

 

 

 

4,270

 

Provision for income taxes

 

 

375

 

 

 

254

 

 

 

693

 

 

 

290

 

Net income

 

$

315

 

 

$

3,469

 

 

$

801

 

 

$

3,980

 

Net income  per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

$

0.01

 

 

$

0.08

 

 

$

0.02

 

 

$

0.10

 

Diluted

 

$

0.01

 

 

$

0.08

 

 

$

0.02

 

 

$

0.10

 

Number of shares used to calculate net income  per share:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Basic

 

 

41,020

 

 

 

40,978

 

 

 

41,018

 

 

 

40,974

 

Diluted

 

 

41,384

 

 

 

41,274

 

 

 

41,347

 

 

 

41,278

 

 

 

3


FIRST ACCEPTANCE CORPORATION AND SUBSIDIARIES

Consolidated Balance Sheets

(in thousands, except per share data)

 

 

 

June 30,

 

 

December 31,

 

 

 

2015

 

 

2014

 

 

 

(Unaudited)

 

 

 

 

 

ASSETS

 

 

 

 

 

 

 

 

Investments, available-for-sale at fair value (amortized cost of $132,727 and $119,119,

   respectively)

 

$

136,998

 

 

$

125,085

 

Cash and cash equivalents

 

 

103,774

 

 

 

102,429

 

Premiums and fees receivable, net of allowance of $459 and $392

 

 

64,991

 

 

 

56,344

 

Deferred tax assets, net

 

 

16,706

 

 

 

16,521

 

Other investments

 

 

11,578

 

 

 

10,530

 

Other assets

 

 

5,874

 

 

 

6,104

 

Property and equipment, net

 

 

3,570

 

 

 

3,173

 

Deferred acquisition costs

 

 

4,751

 

 

 

3,459

 

Deposit under asset purchase agreement

 

 

33,735

 

 

 

 

Identifiable intangible assets

 

 

4,998

 

 

 

4,800

 

TOTAL ASSETS

 

$

386,975

 

 

$

328,445

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY

 

 

 

 

 

 

 

 

Loss and loss adjustment expense reserves

 

$

110,476

 

 

$

96,613

 

Unearned premiums and fees

 

 

80,918

 

 

 

67,942

 

Debentures payable

 

 

40,107

 

 

 

40,211

 

Term loan from principal stockholder

 

 

29,740

 

 

 

 

Other liabilities

 

 

18,952

 

 

 

16,715

 

Total liabilities

 

 

280,193

 

 

 

221,481

 

Stockholders’ equity:

 

 

 

 

 

 

 

 

Preferred stock, $.01 par value, 10,000 shares authorized

 

 

 

 

 

 

Common stock, $.01 par value, 75,000 shares authorized; 41,041 and 41,016 issued and outstanding, respectively

 

 

410

 

 

 

410

 

Additional paid-in capital

 

 

457,358

 

 

 

457,242

 

Accumulated other comprehensive income, net of tax of $331 and $923, respectively

 

 

3,991

 

 

 

5,090

 

Accumulated deficit

 

 

(354,977

)

 

 

(355,778

)

     Total stockholders’ equity

 

 

106,782

 

 

 

106,964

 

     TOTAL LIABILITIES AND STOCKHOLDERS’ EQUITY

 

$

386,975

 

 

$

328,445

 

 

 

4


FIRST ACCEPTANCE CORPORATION AND SUBSIDIARIES

Supplemental Data

(Unaudited)

PREMIUMS EARNED BY STATE  

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2015

 

 

2014

 

 

2015

 

 

2014

 

Gross premiums earned:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Georgia

 

$

12,795

 

 

$

10,322

 

 

$

24,540

 

 

$

19,902

 

Florida

 

 

10,566

 

 

 

8,657

 

 

 

20,408

 

 

 

16,620

 

Texas

 

 

9,011

 

 

 

7,169

 

 

 

17,375

 

 

 

13,638

 

Ohio

 

 

6,761

 

 

 

5,757

 

 

 

13,126

 

 

 

10,906

 

Alabama

 

 

6,249

 

 

 

5,604

 

 

 

12,095

 

 

 

10,857

 

Illinois

 

 

6,226

 

 

 

5,092

 

 

 

12,183

 

 

 

9,821

 

South Carolina

 

 

4,954

 

 

 

4,235

 

 

 

9,576

 

 

 

8,242

 

Tennessee

 

 

4,036

 

 

 

3,208

 

 

 

7,655

 

 

 

6,394

 

Pennsylvania

 

 

2,361

 

 

 

2,257

 

 

 

4,620

 

 

 

4,403

 

Indiana

 

 

2,021

 

 

 

1,562

 

 

 

3,866

 

 

 

2,994

 

Missouri

 

 

1,462

 

 

 

1,275

 

 

 

2,864

 

 

 

2,413

 

Mississippi

 

 

872

 

 

 

789

 

 

 

1,688

 

 

 

1,539

 

Virginia

 

 

78

 

 

 

 

 

 

94

 

 

 

 

Total gross premiums earned

 

 

67,392

 

 

 

55,927

 

 

 

130,090

 

 

 

107,729

 

Premiums ceded to reinsurer

 

 

(92

)

 

 

(73

)

 

 

(175

)

 

 

(127

)

Total net premiums earned

 

$

67,300

 

 

$

55,854

 

 

$

129,915

 

 

$

107,602

 

COMBINED RATIOS (INSURANCE OPERATIONS)

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2015

 

 

2014

 

 

2015

 

 

2014

 

Loss

 

 

81.7

%

 

 

73.5

%

 

 

79.2

%

 

 

72.4

%

Expense

 

 

18.2

%

 

 

20.7

%

 

 

20.4

%

 

 

24.9

%

Combined

 

 

99.9

%

 

 

94.2

%

 

 

99.6

%

 

 

97.3

%

POLICIES IN FORCE

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2015

 

 

2014

 

 

2015

 

 

2014

 

Policies in force – beginning of period

 

 

192,613

 

 

 

168,607

 

 

 

163,712

 

 

 

143,077

 

Net change during period

 

 

(8,784

)

 

 

(9,314

)

 

 

20,117

 

 

 

16,216

 

Policies in force – end of period

 

 

183,829

 

 

 

159,293

 

 

 

183,829

 

 

 

159,293

 

 

 

5


FIRST ACCEPTANCE CORPORATION AND SUBSIDIARIES

Supplemental Data (continued)

(Unaudited)

NUMBER OF RETAIL LOCATIONS

Retail location counts are based upon the date that a location commenced or ceased writing business.

 

 

 

Three Months Ended

 

 

Six Months Ended

 

 

 

June 30,

 

 

June 30,

 

 

 

2015

 

 

2014

 

 

2015

 

 

2014

 

Retail locations – beginning of period

 

 

355

 

 

 

355

 

 

 

356

 

 

 

360

 

Opened

 

 

5

 

 

 

 

 

 

5

 

 

 

 

Closed

 

 

(1

)

 

 

(2

)

 

 

(2

)

 

 

(7

)

Retail locations – end of period

 

 

359

 

 

 

353

 

 

 

359

 

 

 

353

 

RETAIL LOCATIONS BY STATE

 

 

 

June 30,

 

 

March 31,

 

 

December 31,

 

 

 

2015

 

 

2014

 

 

2015

 

 

2014

 

 

2014

 

 

2013

 

Alabama

 

 

24

 

 

 

24

 

 

 

24

 

 

 

24

 

 

 

24

 

 

 

24

 

Florida

 

 

35

 

 

 

30

 

 

 

31

 

 

 

30

 

 

 

31

 

 

 

30

 

Georgia

 

 

60

 

 

 

60

 

 

 

60

 

 

 

60

 

 

 

60

 

 

 

60

 

Illinois

 

 

60

 

 

 

60

 

 

 

60

 

 

 

61

 

 

 

60

 

 

 

61

 

Indiana

 

 

17

 

 

 

17

 

 

 

17

 

 

 

17

 

 

 

17

 

 

 

17

 

Mississippi

 

 

7

 

 

 

7

 

 

 

7

 

 

 

7

 

 

 

7

 

 

 

7

 

Missouri

 

 

9

 

 

 

10

 

 

 

9

 

 

 

11

 

 

 

10

 

 

 

11

 

Ohio

 

 

27

 

 

 

27

 

 

 

27

 

 

 

27

 

 

 

27

 

 

 

27

 

Pennsylvania

 

 

15

 

 

 

16

 

 

 

15

 

 

 

16

 

 

 

15

 

 

 

16

 

South Carolina

 

 

25

 

 

 

25

 

 

 

25

 

 

 

25

 

 

 

25

 

 

 

25

 

Tennessee

 

 

23

 

 

 

19

 

 

 

22

 

 

 

19

 

 

 

22

 

 

 

19

 

Texas

 

 

57

 

 

 

58

 

 

 

58

 

 

 

58

 

 

 

58

 

 

 

63

 

Total

 

 

359

 

 

 

353

 

 

 

355

 

 

 

355

 

 

 

356

 

 

 

360

 

 

 

SOURCE: First Acceptance Corporation

INVESTOR RELATIONS CONTACT:

Michael J. Bodayle

615.844.2885

6