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8-K - NOVEMBER 12, 2015 - FG Financial Group, Inc.p88627_8k111215.htm
EX-99.2 - CONFERENCE CALL SCRIPT - FG Financial Group, Inc.p88627_x992111215.htm

EXHIBIT 99.1

 

 

1347 PROPERTY INSURANCE HOLDINGS, INC. ANNOUNCES 2015 THIRD QUARTER

AND NINE MONTH FINANCIAL RESULTS

Conference Call Scheduled For November 13, 2015 at 10:00 a.m. ET

 

Tampa, FL – November 12, 2015 – 1347 Property Insurance Holdings, Inc. (NASDAQ:PIH) ( the “Company”), a property and casualty insurance holding company offering specialty insurance to individual and commercial customers in Louisiana and Texas through its wholly-owned subsidiary, Maison Insurance Company (“Maison”), today announced financial results for its third quarter and nine months ended September 30, 2015.

 

Management Comments

Doug Raucy, Chief Executive Officer, stated, “During the period, we continued to drive premium growth in Louisiana. We currently write in 63 of the 64 parishes in the state, and achieved strong market share expansion in nearly every region and continue to be one of the fastest growing property insurance companies in the state. We believe this is largely due to our relationships with a loyal network of independent agents throughout the state, who understand our dedication to the region along with our expertise in property underwriting in niche, coastal markets. We also have begun to write business in Texas, largely due to our alliance with Brotherhood Mutual Insurance Company, where we have assumed wind/hail only exposures on certain churches and related structures throughout the state, as well as the fact that we have begun writing policies in Texas on a direct basis in September 2015. We believe that we will see considerably higher premiums written under this program in the fourth quarter when compared to our third quarter, and are well positioned for strong growth in 2016.”


Mr. Raucy continued, “Our third quarter was affected by higher-than-anticipated losses related to wind and hail events occurring in the second quarter 2015, but reported to the Company in the third quarter 2015. We believe that by continuing to expand both within the parishes throughout Louisiana and outside the state, coupled with greater scale in our operations, the Company will begin to improve its combined ratio in each quarterly period. We expect to utilize our available capital to seek potential opportunities to enter complementary coastal states that will help us leverage our reinsurance program and diversify our risk exposure. We believe we are in a strong position to do so without the need of external financing, and expect considerable, stable growth in 2016.”

 

Third Quarter 2015 Financial and Operating Highlights

 

(unless noted all financial comparisons are to the prior-year quarter)

·Gross premiums written increased 39.1% to $11.8 million from $8.5 million, largely as a result of organic growth from the Company’s independent agency network driving an increase in its in-force policy count
·Net premiums earned increased 44.6% to $6.4 million from $4.4 million
·Net combined ratio (excluding the impact of the termination of the management services agreement (MSA)) was 103.5%; compared with 78.7% in the prior year quarter, primarily due to seasonal losses relating to claims stemming from wind and hail events which occurred during the second quarter of 2015 as well as fire losses incurred in the quarter
·Operating income was $0.1 million
 
 

 

 

1347 Property Insurance Holdings, Inc.     Page 2
November 12, 2015      

 

·Net loss attributable to common shareholders, which includes charges stemming from the termination of the MSA, was approximately $0.1 million, or $(0.02) per diluted share, compared to net income of $0.6 million, or $0.10 per diluted share
·Book value per share of $7.67 at September 30, 2015

2015 Year-to-Date Financial and Operating Highlights

 

(unless noted all financial comparisons are to the prior-year period)

·Gross premiums written were $32.0 million, a 38.9% increase from $23.0 million
·In-force policy count at September 30, 2015 increased to 25,100 from 21,400 at December 31, 2014
·Net premiums earned increased 40.6% to $18.7 million from $13.3 million
·As previously announced, the MSA was terminated in the first quarter of 2015, resulting in a one-time charge of $5.4 million
·The Company’s net combined ratio (excluding the impact of the termination of the MSA) was 91.9% for the nine months ended September 30, 2015, compared with 68.7%
·Operating income was $2.4 million prior to the impact of the MSA
·Net loss attributable to common shareholders, including charges stemming from the termination of the MSA, was approximately $2.3 million, or $(0.36) per diluted share compared to net income attributable to common shareholders of $2.5 million, or $0.63 per diluted share
·Excluding the impact of the loss on termination of the MSA, net of tax, the net income attributable to common shareholders for the nine months ended September 30, 2015 was $1.7 million, or $0.27 per diluted share
·The Company has re-purchased 157,778 common shares under the previously announced buyback program from June 15, 2015 through September 30, 2015 at an average price paid per share of $7.83.
 
 

1347 Property Insurance Holdings, Inc.     Page 3
November 12, 2015      

 

 

Operating Review

 

   (Unaudited)  (Unaudited)
($ in thousands, except per share data)  Three Months Ended  Nine Months Ended
   September 30,  September 30,
   2015  2014  Change  2015  2014  Change
Gross premiums written  $11,804   $8,485    39.1%  $32,002   $23,043    38.9%
Ceded premiums written  $3,564   $2,543    40.1%  $9,854   $5,345    84.4%
Gross  premiums earned  $9,800   $6,975    40.5%  $27,504   $18,144    51.6%
Ceded premiums earned  $3,399   $2,548    33.4%  $8,834   $4,863    81.7%
Net premiums earned  $6,401   $4,427    44.6%  $18,670   $13,281    40.6%
                               
Total revenues  $6,689   $4,536    47.5%  $19,574   $13,538    44.6%
                               
Net losses and loss adjustment expenses  $3,325   $944    252.2%  $6,971   $2,503    178.5%
Amortization of deferred policy acquisition costs  $1,676   $1,111    50.9%  $4,773   $3,054    56.3%
General and administrative expenses  $1,624   $1,429    13.6%  $5,414   $3,568    51.7%
                               
Operating Income(1)  $64   $1,052    (93.9%)  $2,416   $4,413    (45.3%)
Loss and amortization charges related to MSA termination  ($85)   —      n/a   ($5,615)   —      n/a 
Income (loss) before tax expense (benefit)  ($21)  $1,052    n/a   ($3,199)  $4,413    n/a 
Net income (loss) attributable to common shareholders  ($103)  $632    n/a   ($2,252)  $2,451    n/a 
Weighted average diluted shares outstanding   6,261    6,433         6,325    3,888      
                               
Ratios to Gross Premiums Earned:(1)                              
Ceded premium ratio   34.7%   36.5%   (1.8) pts    32.1%   26.8%   5.3 pts 
Loss ratio   33.9%   13.6%   20.3 pts    25.4%   13.8%   11.6 pts 
DPAC ratio   17.1%   15.9%   1.2 pts    17.3%   16.8%   0.5 pts 
G&A ratio   16.6%   20.5%   (3.9) pts    19.7%   19.7%   0.0 pts 
Expense ratio   33.7%   36.4%   (2.7) pts    37.0%   36.5%   0.5 pts 
Combined ratio   102.3%   86.5%   15.8 pts    94.5%   77.1%   17.4 pts 
                               
Ratios to Net Premiums Earned:(1)                              
Net loss ratio   51.9%   21.3%   30.6 pts    37.3%   18.8%   18.5 pts 
Net expense ratio   51.6%   57.4%   (5.8) pts    54.6%   49.9%   4.7 pts 
Net combined ratio   103.5%   78.7%   24.8 pts    91.9%   68.7%   23.2 pts 
                               
(1)     See “Definitions of Non-U.S. GAAP Financial Measures” Section                
                               
                               

 

Quarterly Financial Review

 

Premiums

Gross premiums written increased 39.1% to $11.8 million for the quarter ended September 30, 2015 compared with $8.5 million for the quarter ended September 30, 2014. Gross premiums earned increased 40.5% to $9.8 million for the quarter ended September 30, 2015 compared with $7.0 million for the quarter ended September 30, 2014. The increase for the three month period was largely due to a higher number of policies-in-force from the Company’s homeowners and manufactured home products placed by the Company’s independent agent network. As of September 30, 2015, approximately 72% of the Company’s 25,100 policies in force were from voluntary policies obtained from this network, with the remainder obtained from take-out policies from the Louisiana Citizens Property Insurance Company (“Citizens”).

 

Net premiums earned increased 44.6% to $6.4 million for the quarter ended September 30, 2015 compared with $4.4 million for the quarter ended September 30, 2014.

 

 

 
 

 

1347 Property Insurance Holdings, Inc.     Page 4
November 12, 2015      

 

 

Losses and Loss Adjustment Expenses

The gross loss ratio for the quarter ended September 30, 2015 was 33.9% compared to 13.6% for the quarter ended September 30, 2014. The net loss ratio for the quarter ended September 30, 2015 was 51.9% compared to 21.3% for the quarter ended September 30, 2014. Both these loss ratios increased primarily due to fire and weather related events which were reported during the third quarter of 2015. Additionally, we experienced continued development on the wind and hail events which occurred during the second quarter 2015.

 

Amortization of Deferred Policy Acquisition Costs

Amortization of deferred policy acquisition costs for the third quarter of 2015 was $1.7 million, a $0.5 million increase over $1.1 in the third quarter of 2014. This increase was generally consistent with the increase in gross premiums earned for the quarter as shown by computing deferred acquisition cost amortization as a percentage of gross premiums earned, which was 17.1% for the third quarter of 2015, compared to 15.9% for the third quarter of 2014.

 

General and Administrative Expenses

General and administrative expenses for the third quarter of 2015 were $1.6 million, a 13.6% increase over the $1.4 million in the third quarter of 2014. General and administrative expenses as a percentage of gross premiums earned declined to 16.6% for the third quarter of 2015 compared to 20.5% for the prior year period.

 

Operating Income (Loss)

Operating income (loss), which is a non-GAAP metric, is used as a management tool to measure operating performance. In the third quarter 2015, operating income was $0.1 million compared to operating income of $1.1 million for the third quarter of 2014. This non-GAAP metric should not be considered as an alternative to net income. See “Definitions of Non-U.S GAAP Financial Measures” Section.

 

Net Income available to common shareholders

In the third quarter of 2015, the Company reported a net loss of $0.1 million, compared to net income of $0.6 million in the prior year period. The Company reported a net loss of $0.02 per diluted share during the third quarter of 2015, based on 6.3 million weighted average shares outstanding, compared to net income of $0.10 per diluted share during the prior year period, based on 6.4 million shares outstanding.

 

2015 Nine Months Financial Review

 

Premiums

Gross premiums written increased 38.9% to $32.0 million for the nine months ended September 30, 2015 compared with $23.0 million for the nine months ended September 30, 2014. Gross premiums earned increased 51.6% to $27.5 million for the nine months ended September 30, 2015 compared with $18.1 million for the nine months ended September 30, 2014. The increase for the nine month period was largely due to a higher number of policies-in-force from the Company’s homeowners and manufactured home products placed by the Company’s independent agent network. Net premiums earned increased 40.6% to $18.7 million for the nine months ended September 30, 2015 compared with $13.3 million for the nine months ended September 30, 2014.

 
 

 

1347 Property Insurance Holdings, Inc.     Page 5
November 12, 2015      

 

 

 

Losses and Loss Adjustment Expenses

The gross loss ratio for the nine months ended September 30, 2015 was 25.4% compared to 13.8% for the nine months ended September 30, 2014. The net loss ratio for the nine months ended September 30, 2015 was 37.3% compared to 18.8% for the nine months ended September 30, 2014. Both these loss ratios increased due to the frequency and severity of wind and hail events occurring during the second quarter in the State of Louisiana. Incurred losses and loss adjustment expenses on these events which occurred during the last week of April 2015 breached our internally defined limit of $1.5 million for the nine month period, thus we have categorized this event as a catastrophe for reporting purposes. Our reinsurance program in place during the period covered by these events had a retention of $3.0 million per event, therefore the Company is not entitled to a reinsurance recovery.

 

Amortization of Deferred Policy Acquisition Costs

Amortization of deferred policy acquisition costs for the nine months ended September 30, 2015 were $4.8 million, an increase of $1.7 million over $3.1 million for the prior year period. Deferred policy acquisition cost amortization as a percentage of gross premiums earned, was 17.4% for the nine months ended September 30, 2015, compared to 16.8% for the prior year.

 

General and Administrative Expenses

General and administrative expenses for the nine months ended September 30, 2015 were $5.4 million, compared to $3.6 million for the prior year. General and administrative expenses as a percentage of gross premiums earned were 19.7% for the both the nine months ended September 30, 2015 and 2014.

 

Operating Income (Loss)

For the nine months ended September 30, 2015, operating income was $2.4 million compared to $4.4 million for the nine months ended September 30, 2014. See “Definitions of Non-U.S GAAP Financial Measures” Section.

 

Net Income available to common shareholders

During the nine months ended September 30, 2015, the Company reported a net loss of $2.3 million, compared to net income of $2.5 million in the prior year period. The Company reported a net loss per diluted share for the period of $0.36 based on weighted average shares outstanding of 6.4 million, compared to net income per diluted share of $0.63 based on weighted average shares outstanding of 3.9 million.

 

Excluding the impact of the termination of the MSA as well as charges associated with the accretion of the discount on the Series B Preferred Shares issued pursuant to the termination of the MSA, net income would have been $1.7 million, or $0.27 per common share on a diluted basis, calculated as follows:

 

(unaudited)  Nine months ended September 30, 2015
   Amount (thousands)  Per fully diluted share(1)
Net loss attributable to common shareholders  $(2,252)  $(0.36)
Plus: loss on termination of MSA, net of tax   3,795    0.61 
Plus: accretion of discount on Series B shares, net of tax   136    0.02 
Net income excluding the impact of the termination of MSA  $1,679   $0.27 

(1) Based on 6.325 million weighted average common shares outstanding

 
 

 

1347 Property Insurance Holdings, Inc.     Page 6
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Balance Sheet / Investment Portfolio Highlights

At September 30, 2015, the Company held cash, cash equivalents and investments with a carrying value of $69.7 million. As of September 30, 2015, the Company’s investment in fixed maturities issued by the U.S. Government, government agencies and high quality corporate issuers, including short-term investments comprised 99% of the investment portfolio.

 

Conference Call Details

Date: Friday, November 13, 2015

Time: 10:00 a.m. Eastern Time

 

Participant Dial-In Numbers:

Domestic callers: (877) 407-0619

International callers: (412) 902-1012

 

Access by Webcast

The call will also be simultaneously webcast over the Internet via the “Investor Relations” section of PIH’s website at www.1347pih.com or by clicking on the conference call link: http://1347pih.equisolvewebcast.com/q3-2015. Audio and a transcript of the call will be archived on the Company’s website.

 

DEFINITION OF NON-U.S. GAAP FINANCIAL MEASURES

 

We assess our results of operations using certain non-U.S. GAAP financial measures, in addition to U.S. GAAP financial measures. These non-U.S. GAAP financial measures are defined below. We believe these non-U.S. GAAP financial measures provide useful information to investors and others in understanding and evaluating our operating performance in the same manner as management does.

 

The non-U.S. GAAP financial measures should be considered in addition to, and not as a substitute for or superior to, any financial measures prepared in accordance with U.S. GAAP. Our non-U.S. GAAP financial measures may be defined differently from time to time and may be defined differently than similar terms used by other companies, and accordingly, care should be exercised in understanding how we define our non-U.S. GAAP financial measures.

 

 
 

 

1347 Property Insurance Holdings, Inc.     Page 7
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Operating Income (Loss)

 

We define operating income (loss) as the amount of profit (loss) realized from our operations after deducting all operating expenses except those associated with the termination of our management services agreement with 1347 Advisors LLC. The table below reconciles U.S. GAAP net income to operating income

 

(in thousands, unaudited)  Three Months ended September 30,  Nine Months ended September 30,
   2015  2014  2015  2014
             
U.S. GAAP Net income (loss)  $(103)  $632   $(2,252)  $2,951 
Plus: Income tax (benefit) expense   82    420    (947)   1,462 
Plus: Loss on Termination of MSA   —      —      5,421    —   
Plus: Accretion of discount on Series B Preferred Shares   85    —      194    —   
Operating Income (Loss)  $64   $1,052   $2,416   $4,413 

 

Underwriting Ratios

 

The Company analyzes performance based on underwriting ratios such as loss ratio, expense ratio and combined ratio. The ceded reinsurance ratio is derived by dividing the amount of ceded earned premium net of ceded losses and ceded loss adjustment expenses by gross earned premiums. The gross loss ratio is derived by dividing the amount of gross losses and gross loss adjustment expenses by gross premiums earned. The gross expense ratio is derived by dividing the sum of amortization of deferred policy acquisition costs and general and administrative expenses by gross premiums earned. The net loss ratio is derived by dividing the amount of net losses and loss adjustment expenses by net premiums earned. The net expense ratio is derived by dividing the sum of amortization of deferred policy acquisition costs and general and administrative expenses by net premiums earned. All items included in the net loss and expense ratios are presented in the Company’s Form 10-Q for the quarter ended September 30, 2015. The gross combined ratio is the sum of the ceded reinsurance ratio, the gross loss ratio and the gross expense ratio. The net combined ratio is the sum of the net loss ratio and the net expense ratio. The gross and net combined ratios reported exclude the loss and amortization charges related to the termination of the MSA in the amount of $0.1 and $5.6 million for the three and nine months ended September 30, 2015 respectively. A combined ratio below 100% demonstrates underwriting profit whereas a combined ratio over 100% demonstrates an underwriting loss.

 

About 1347 Property Insurance Holdings, Inc.

 

1347 Property Insurance Holdings, Inc. is a property and casualty insurance holding company incorporated in Delaware. The Company provides property and casualty insurance in Louisiana and Texas through its wholly-owned subsidiary Maison Insurance Company. The Company’s insurance offerings for personal and commercial customers currently include homeowners, wind and hail only, manufactured home and dwelling fire policies.

 

Forward Looking Statements

 

This press release includes "forward-looking statements" within the meaning of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934 that are not historical facts, and involve risks and uncertainties that could cause actual results to differ materially from those expected and projected. Words such as "expects", "believes", "anticipates", "intends", "estimates", "seeks" and variations and similar words and expressions are intended to identify such forward-looking statements. Such forward-looking statements relate to future events or future performance, but reflect Company management's current beliefs, based on information currently available. A number of factors could cause actual events, performance or results to differ materially from the events, performance and results discussed in the forward-looking

 
 

 

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statements. For information identifying important factors that could cause actual results to differ materially from those anticipated in the forward looking statements, please refer to the section entitled "Risk Factors" in the Company's Annual Report on Form 10-K for the year ended December 31, 2014. Except as expressly required by applicable securities law, the Company disclaims any intention or obligation to update or revise any forward looking statements whether as a result of new information, future events or otherwise.

 

Additional Information

 

Additional information about 1347 Property Insurance Holding, Inc., including its Quarterly Report on Form 10-Q for the quarter ended September 30, 2015, can be found at the U.S. Securities and Exchange Commission's website at www.sec.gov, or at PIH’s corporate website: www.1347pih.com.

 

CONTACT:   -OR-   INVESTOR RELATIONS:
1347 Property Insurance Holdings, Inc.       The Equity Group Inc.
Douglas N. Raucy       Terry Downs
Chief Executive Officer       Associate
(813) 579-6210 / draucy@maisonins.com       (212) 836-9615 / tdowns@equityny.com

 

 

 
 

 

1347 Property Insurance Holdings, Inc.     Page 9
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1347 PROPERTY INSURANCE HOLDINGS, INC. AND SUBSIDIARIES

Consolidated Statements of Operations and Comprehensive Income (Loss)

(in thousands, except per share data)

(Unaudited)

   Three months ended September 30,  Nine months ended September 30,
   2015  2014  2015  2014
Revenue:                    
    Net premiums earned  $6,401   $4,427   $18,670   $13,281 
    Net investment income   45    48    202    76 
    Other income   243    61    702    181 
Total revenue   6,689    4,536    19,574    13,538 
                     
Expenses:                    
   Net losses and loss adjustment expenses   3,325    944    6,971    2,503 
   Amortization of deferred policy acquisition costs   1,676    1,111    4,773    3,054 
   General and administrative expenses   1,624    1,429    5,414    3,568 
   Loss on termination of Management Services Agreement   —      —      5,421    —   
   Accretion of discount on Series B Preferred Shares   85    —      194    —   
Total expenses   6,710    3,484    22,773    9,125 
                     
(Loss) Income before income tax (benefit) expense   (21)   1,052    (3,199)   4,413 
Income tax (benefit) expense   82    420    (947)   1,462 
Net (loss) income   (103)   632    (2,252)   2,951 
Less: beneficial conversion feature on convertible preferred
shares
   —      —      —      500 
Net (loss) income attributable to common shareholders  $(103)  $632   $(2,252)  $2,451 
                     
(Loss) Earnings per share – net (loss) income attributable to
common shareholders:
                    
   Basic  $(0.02)  $0.10   $(0.36)  $0.64 
   Diluted  $(0.02)  $0.10   $(0.36)  $0.63 
Weighted average common shares outstanding (in ‘000s)                    
   Basic   6,261    6,358    6,325    3,832 
   Diluted   6,261    6,433    6,325    3,888 
                     
Consolidated Statements of Comprehensive (Loss) Income                    
                     
Net (loss) income  $(103)  $632   $(2,252)  $2,951 
Unrealized gains (losses) on fixed income securities, net of tax   66    (21)   60    (11)
Comprehensive (loss) income  $(37)  $611   $(2,192)  $2,940 
                     
                     
 
 

 

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1347 PROPERTY INSURANCE HOLDINGS INC. AND SUBSIDIARIES

Consolidated Balance Sheets

(in thousands)

   September 30, 2015 (unaudited)  December 31, 2014
Assets          
Investments:          
  Fixed income securities, at fair value (amortized cost of $18,078 and $10,515, respectively)  $18,168   $10,514 
  Short-term investments, at cost which approximates fair value   820    2,198 
  Other investments, at cost   248    —   
Total investments   19,236    12,712 
Cash and cash equivalents   50,462    53,639 
Deferred policy acquisition costs, net   3,768    3,091 
Premiums receivable, net of allowance for doubtful accounts of $3 for both periods   2,187    2,086 
Ceded unearned premiums   2,580    1,561 
Reinsurance recoverable   456    363 
Current income taxes recoverable   1,103    —   
Net deferred income taxes   543    263 
Property and equipment, net   212    237 
Goodwill   211    —   
Intangible assets, net of accumulated amortization of $9 and $0, respectively   43    —   
Other assets   500    282 
Total Assets  $81,301   $74,234 
           
Liabilities and Shareholders’ Equity          
Liabilities:          
Loss and loss adjustment expense reserves  $2,044   $1,211 
Unearned premium reserves   22,201    17,703 
Ceded reinsurance premiums payable   3,404    2,559 
Agent commissions payable   470    323 
Premiums collected in advance   1,318    560 
Due to related party   —      145 
Current income taxes payable   —      262 
Accrued expenses and other liabilities   1,830    1,557 
Series B Preferred Shares, $25.00 par value, 1,000 shares authorized, 120 and zero
shares issued and outstanding at September 30, 2015 and December 31, 2014, respectively
   2,505    —   
Total Liabilities  $33,772   $24,320 
           
Shareholders’ Equity:          
Common stock, $0.001 par value; 10,000 shares authorized; 6,358 issued and
outstanding at September 30, 2015 and December 31, 2014
  $6   $6 
Additional paid-in capital   48,673    47,631 
Retained earnings   26    2,278 
Accumulated other comprehensive income (loss)   59    (1)
    48,764    49,914 
Less: treasury stock at cost, 158 and zero shares as of September 30, 2015 and December
31, 2014, respectively
   (1,235)   —   
Total Shareholders’ Equity   47,529    49,914 
Total Liabilities and Shareholders’ Equity  $81,301   $74,234