National General
National General Holdings Corp. (Form: 8-K, Received: 05/08/2017 07:08:23)


UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549

FORM 8-K


CURRENT REPORT
Pursuant to Section 13 or 15(d)
of the Securities Exchange Act of 1934
Date of Report (date of earliest event reported): May 8, 2017

NATIONAL GENERAL HOLDINGS CORP.
(Exact name of registrant as specified in its charter)


Delaware
 
001-36311
 
27-1046208
(State or other jurisdiction
of incorporation or organization)
 
(Commission
File Number)
 
(I.R.S. Employer
Identification Number)

59 Maiden Lane, 38th Floor
New York, New York 10038
(Address of principal executive offices) (zip code)
(212) 380-9500
(Registrant’s telephone number, including area code)

Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:

¨

Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)

¨

Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)

¨

Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))

¨

Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Indicate by check mark whether the registrant is an emerging growth company as defined in Rule 405 Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act (§240.12b-2 of this chapter).
 
 
                                            Emerging Growth Company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o





Item 2.02    
Results of Operations and Financial Condition
    
On May 8, 2017, National General Holdings Corp. issued a press release announcing its results of operations for the first quarter ended March 31, 2017 and the scheduling of a conference call on May 8, 2017 with respect thereto. A copy of the press release is attached hereto as Exhibit 99.1 and is incorporated herein by reference. The press release is furnished and not filed pursuant to instruction B.2 of Form 8-K.

Item 9.01
Financial Statements And Exhibits.
(d) Exhibits.
Exhibit Number
 
Description
99.1
 
Press release dated May 8, 2017






SIGNATURE

Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.
 
 
 
 
 
NATIONAL GENERAL HOLDINGS CORP.
 
 
 
 
Date: May 8, 2017
 
 
 
By:
 
/s/ Jeffrey Weissmann
 
 
 
 
 
 
Jeffrey Weissmann
 
 
 
 
 
 
General Counsel and Secretary




NGHCLOGOA04.JPG
 
 

National General Holdings Corp. Reports First Quarter 2017 Results

NEW YORK, May 8, 2017 (GLOBE NEWSWIRE) - National General Holdings Corp. (NASDAQ:NGHC) today reported first quarter 2017 net income of $34.1 million or $0.31 per diluted share, compared to $52.7 million or $0.49 per diluted share in the first quarter of 2016 . First quarter 2017 operating earnings (1) was $41.3 million or $0.38 per diluted share, compared to $53.7 million or $0.50 per diluted share in the first quarter of 2016 .

First Quarter 2017 Highlights Versus First Quarter 2016 *
Net written premium grew $340.5 million or 45.7% to $1,085.0 million , driven by added premiums from the acquisitions of Direct General which closed on November 1, 2016, Standard Property and Casualty Insurance Company (f/k/a Standard Mutual) which closed on October 7, 2016 and Century-National which closed on June 1, 2016, organic growth within our P&C business of 13.1% , or 24.1% excluding the decline in lender-placed premiums, and continued growth of our A&H segment, both domestic and international.
The overall combined ratio (10,14) was 94.4% compared to 91.3% in the prior year’s quarter, excluding non-cash amortization of intangible assets. The P&C segment reported an increase in combined ratio to 96.0% from 90.9% in the prior year’s quarter, which was elevated by West Coast weather events as described below and an increase in expenses related to a $11.2 million increase in professional fees compared to the prior year’s quarter and continued investment in our platform. The A&H segment reported a combined ratio of 84.9% compared to 93.1% in the prior year’s quarter, driven by strong results across the book.
Total revenues grew by $279.9 million or 36.1% to $1,055.8 million , primarily driven by the aforementioned premium growth, service and fee income growth of $38.9 million or 40.1% , and net investment income growth of $4.1 million or 18.9% .
Shareholders’ equity was $1.93 billion and fully diluted book value per share was $13.83 at March 31, 2017 , growth of 2.1% and 2.3% , respectively, from December 31, 2016 . Our trailing twelve month operating return on average equity (ROE) (16) was 10.7% as of March 31, 2017 .
First quarter 2017 operating earnings exclude the following material items, net of tax: $6.4 million or $0.06 per share of bargain purchase gain and $13.9 million or $0.13 per share of non-cash amortization of intangible assets.
First quarter 2017 operating earnings include approximately $8.9 million or $0.05 per share of losses related to unusually high levels of precipitation on the West Coast in January and February.

Barry Karfunkel, National General’s President and CEO, stated: “The first quarter saw strong organic growth in our Property and Casualty segment, especially in our auto book, as we continue to take advantage of the current market dislocation. The opportunity that we are seeing in the market is exceptional, and we are excited to be in a position to benefit from it. Our Accident and Health segment had another strong quarter, as the segment has built the scale to be a significant contributor to earnings moving forward. Internally, we remain focused on integrating recent acquisitions and enhancing the capabilities of our state-of-the-art platform.”











*NOTE: Unless specified otherwise, discussion of our first quarter 2017 and 2016 results do not include financial results from the Reciprocal Exchanges, which are presented within our consolidated financial results within this release but are not included in net income available to NGHC common stockholders.

1


Overview of First Quarter 2017 as Compared to First Quarter 2016

Gross written premium grew 43.8% to $1,173.7 million , net written premium grew 45.7% to $1,085.0 million , and net earned premium grew 34.5% to $881.1 million . Premium growth was driven by several key factors: underlying organic growth within our P&C segment, continued growth of our A&H segment, additional premiums from the acquisitions of Direct General which closed on November 1, 2016, Standard Property and Casualty Insurance Company (f/k/a Standard Mutual) which closed on October 7, 2016 and Century-National which closed on June 1, 2016.

Service and fee income grew 40.1% to $135.9 million , driven by added service and fee income from our recent completed transactions, primarily the Direct General acquisition which contributed an additional $33.3 million in the quarter, partially offset by a slight decrease in our A&H segment. Other revenue in the first quarter of 2017 included a $9.8 million pre-tax bargain purchase gain related to recent acquisitions.

Excluding non-cash amortization of intangible assets, the combined ratio (10,14,15) was 94.4% with a loss ratio (15) of 66.8% and an expense ratio (10,13,15) of 27.6% , compared to a prior year combined ratio of 91.3% with a loss ratio of 62.5% and an expense ratio of 28.8% . In the current year’s quarter, certain costs associated with claims handling were reclassified from general and administrative expenses to loss adjustment expenses resulting in an increase in loss and loss adjustment expense ratio and a decrease in expense ratio in corresponding amounts (15) .

Underwriting results detailed by each of our business segments are as follows:

Property & Casualty - Gross written premium grew by 48.4% to $981.7 million , net written premium grew by 50.5% to $903.9 million , and net earned premium grew by 35.8% to $752.2 million . P&C net written premium growth was driven by several key factors: organic growth of 13.1% , or 24.1% excluding the decline in lender-placed premiums, the addition of $160.9 million from the Direct General acquisition, the addition of $10.9 million from the Standard Property and Casualty Insurance Company acquisition and the addition of $52.8 million from the Century-National acquisition, partially offset by a decrease in our lender-placed auto premiums. Service and fee income grew 63.2% to $103.6 million , driven by increased premium volume in the quarter, and the addition of service and fee income from acquisitions completed during the prior year, particularly Direct General. Excluding non-cash amortization of intangible assets, the combined ratio (10,14) was 96.0% with a loss ratio of 69.3% and an expense ratio (10,13) of 26.7% , versus a prior year combined ratio of 90.9% with a loss ratio of 60.0% and an expense ratio of 30.9% . The loss ratio was impacted by pre-tax catastrophe losses of approximately $8.9 million related to unusually high levels of precipitation on the West Coast in January and February. In the current year’s quarter, the reclassification of certain costs associated with claims handling from general and administrative expenses to loss adjustment expenses impacted both the loss and expense ratios by identical amounts (15) .

Accident & Health - Gross written premium grew to $192.0 million , net written premium grew to $181.1 million , and net earned premium grew to $128.9 million , from $154.9 million , $143.8 million , and $100.9 million , respectively, in the prior year’s quarter. The A&H net written premium increase was driven by the continued growth across the entire book. Service and fee income was $32.3 million compared to $33.5 million in the prior year’s quarter. The decline in service and fee income primarily relates to a shift in mix of our domestic business. Excluding non-cash amortization of intangible assets, the combined ratio (10,14) was 84.9% with a loss ratio (15) of 51.9% and an expense ratio (10,13,15) of 33.0% , versus a prior year combined ratio of 93.1% with a loss ratio of 75.7% and an expense ratio of 17.4% . The improvement in our loss ratio reflects the strong performance across our entire book.

Reciprocal Exchanges - Results for the Reciprocal Exchanges are not included in net income available to NGHC common stockholders. Gross written premium was $82.2 million , net written premium was $41.7 million , and net earned premium was $39.0 million . Reciprocal Exchanges combined ratio (10,14,15) excluding non-cash amortization of intangible assets was 105.0% with a loss ratio of 72.0% and an expense ratio (10,13) of 33.0% .

2


Investment income grew 18.9% to $25.8 million , reflecting an increase in the size of our investment portfolio as compared to the prior year’s quarter. First quarter 2017 results included $0.2 million of net realized investment losses compared to a gain of $3.6 million in the first quarter of 2016 . Total investments and cash equivalents were $3.8 billion as of March 31, 2017 . Accumulated other comprehensive income increased to $19.9 million at March 31, 2017 from $12.7 million at December 31, 2016 .

Interest expense was $11.5 million , up from $9.1 million in the prior year’s quarter due to an increased amount of debt on our balance sheet. Debt was $746.0 million at March 31, 2017 , up from $446.2 million at March 31, 2016 , as a result of our borrowings under our credit facility, our June 2016 promissory note for the acquisition of Century-National, and debt assumed from our prior acquisitions.

Earnings of equity investments (predominantly our investment in Life Settlement Entities and alternative investments) was a $5.0 million gain in the first quarter of 2017 versus a $6.7 million gain in the prior year’s quarter.

The first quarter of 2017 provision for income taxes was $15.8 million and the effective tax rate for the quarter was 29.8% .

National General Holding Corp.’s shareholders’ equity was $1,933.2 million at March 31, 2017 , growth of 2.1% from $1,893.8 million at December 31, 2016 . Fully diluted book value per share was $13.83 at March 31, 2017 , growth of 2.3% from $13.52 at December 31, 2016 . Our trailing twelve month operating return on average equity (ROE) (16) was 10.7% as of March 31, 2017 .

Year-to-Date P&C Segment Notable Large Losses
 
 
P&C Notable Large Losses and ALAE
($ millions)
 
P&C Loss Ratio Points*
 
EPS Impact After Tax
Q1
West Coast Storms
$8.9
 
1.2%
 
$0.05

*Loss ratio points related to P&C net earned premium in quarter the loss event was recorded


3


Conference Call

On Monday , May 8, 2017 at 11:00 AM ET, President and Chief Executive Officer Barry Karfunkel and Chief Financial Officer Mike Weiner will review results and discuss business conditions via a conference call that may be accessed as follows:

Toll-Free U.S. Dial-in:        888-267-2845
International Dial-in:        973-413-6102
Conference Entry Code:         170847
Webcast Registration:         http://ir.nationalgeneral.com/events.cfm

A replay of the conference call will be accessible from 2:00 PM ET on Monday , May 8, 2017 to 11:59 PM ET on Monday , May 22, 2017 by dialing either 800-332-6854 (toll-free) within the U.S. or 973-528-0005 outside the U.S. and entering passcode 170847 . 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, homeowners, umbrella, recreational vehicle, motorcycle, lender-placed, supplemental health and other niche insurance products.


4


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, our ability to accurately underwrite and price our products and to maintain and establish accurate loss reserves, estimates of the fair value of our 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 with AmTrust Financial Services, Inc., ACP Re Ltd., Maiden Holdings, Ltd., or third party agencies, 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.


5


Income Statement - First Quarter
$ in thousands
(Unaudited)
 
 
Three Months Ended March 31,
 
 
2017
 
 
2016 (1)
 
 
NGHC
 
Reciprocal Exchanges
 
Consolidated
 
 
NGHC
 
Consolidated
Revenues:
 
 
 
 
 
 
 
 
 
 
 
Gross written premium
 
$
1,173,654

 
$
82,216

 
$
1,255,069

(A)  
 
$
816,194

 
$
816,194

Net written premium
 
1,085,038

 
41,701

 
1,126,739

 
 
744,587

 
744,587

Net earned premium
 
881,139

 
39,032

 
920,171

 
 
654,920

 
654,920

 
 
 
 
 
 
 
 
 
 
 
 
Ceding commission income (loss)
 
2,747

 
17,247

 
19,994

 
 
(1,895
)
 
(1,895
)
Service and fee income
 
135,863

 
2,080

 
125,942

(B)  
 
96,944

 
96,944

Net investment income
 
25,769

 
2,884

 
26,390

(C)  
 
21,670

 
21,670

Net gain (loss) on investments
 
(161
)
 

 
(161
)
 
 
3,617

 
3,617

Bargain purchase gain and other revenue
 
10,450

 

 
10,450

 
 
701

 
701

Total revenues
 
$
1,055,807

 
$
61,243

 
$
1,102,786

(D)  
 
$
775,957

 
$
775,957

 
 
 
 
 
 
 
 
 
 
 
 
Expenses:
 
 
 
 
 
 
 
 
 
 
 
Loss and loss adjustment expense
 
$
588,225

 
$
28,100

 
$
616,325

 
 
$
409,050

 
$
409,050

Acquisition costs and other underwriting expenses
 
161,121

 
14,180

 
175,301

 
 
112,899

 
112,899

General and administrative expenses
 
242,083

 
25,103

 
255,185

(E)  
 
176,627

 
176,627

Interest expense
 
11,545

 
2,263

 
11,545

(F)  
 
9,141

 
9,141

Total expenses
 
$
1,002,974

 
$
69,646

 
$
1,058,356

(G)  
 
$
707,717

 
$
707,717

 
 
 
 
 
 
 
 
 
 
 
 
Income (loss) before provision (benefit) for income taxes and earnings of equity method investments
 
$
52,833

 
$
(8,403
)
 
$
44,430

 
 
$
68,240

 
$
68,240

Provision (benefit) for income taxes
 
15,766

 
(2,248
)
 
13,518

 
 
18,083

 
18,083

Income (loss) before earnings of equity method investments
 
37,067

 
(6,155
)
 
30,912

 
 
50,157

 
50,157

Earnings of equity method investments
 
4,954

 

 
4,954

 
 
6,682

 
6,682

Net income (loss) before non-controlling interest and dividends on preferred shares
 
42,021

 
(6,155
)
 
35,866

 
 
56,839

 
56,839

Less: net income (loss) attributable to non-controlling interest
 
30

 
(6,155
)
 
(6,125
)
 
 
12

 
12

Net income before dividends on preferred shares
 
41,991

 

 
41,991

 
 
56,827

 
56,827

Less: dividends on preferred shares
 
7,875

 

 
7,875

 
 
4,125

 
4,125

Net income available to common stockholders
 
$
34,116

 
$

 
$
34,116

 
 
$
52,702

 
$
52,702


NOTES :
(1) The Reciprocal Exchanges did not meet the criteria for consolidation under GAAP for the Three Months Ended March 31, 2016 .
Consolidated column includes eliminations as follows: (A) $(801) , (B) $(12,001) , (C) $(2,263) , (D) $(14,264) , (E) $(12,001) , (F) $(2,263) and (G) $(14,264) .



6


Earnings and Per Share Data
$ in thousands, except shares and per share data
(Unaudited)
 
Three Months Ended March 31,
 
2017
 
2016
Net income available to common stockholders
$
34,116

 
$
52,702

Basic net income per common share
$
0.32

 
$
0.50

Diluted net income per common share
$
0.31

 
$
0.49

 
 
 
 
Operating earnings attributable to NGHC (1)
$
41,285

 
$
53,734

Basic operating earnings per common share (1)
$
0.39

 
$
0.51

Diluted operating earnings per common share (1)
$
0.38

 
$
0.50

 
 
 
 
Dividends declared per common share
$
0.04

 
$
0.03

 
 
 
 
Weighted average number of basic shares outstanding
106,467,599

 
105,597,594

Weighted average number of diluted shares outstanding
109,166,681

 
108,266,508

Shares outstanding, end of period
106,502,250

 
105,714,916

Fully diluted shares outstanding, end of period
109,378,890

 
108,383,830

 
 
 
 
Book value per share
$
14.21

 
$
12.97

Fully diluted book value per share
$
13.83

 
$
12.65



Reconciliation of Net Income to Operating Earnings (Non-GAAP)
$ in thousands, except per share data
(Unaudited)
 
 
Three Months Ended March 31,
 
 
2017
 
2016
 
 
 
 
 
Net income available to common stockholders
 
$
34,116

 
$
52,702

Add (subtract):
 
 
 
 
Net (gain) loss on investments
 
161

 
(3,617
)
Foreign exchange gain
 
(649
)
 
(620
)
Bargain purchase gain
 
(9,801
)
 

Equity in (earnings) losses of unconsolidated subsidiaries (other than LSC investment and certain Real Estate investments)
 
(18
)
 
161

Non-cash amortization of intangible assets
 
21,337

 
5,664

Income tax at 35%
 
(3,861
)
 
(556
)
Operating earnings attributable to NGHC (1)
 
$
41,285

 
$
53,734

 
 
 
 
 
Operating earnings per common share:
 
 
 
 
Basic operating earnings per common share
 
$
0.39

 
$
0.51

Diluted operating earnings per common share
 
$
0.38

 
$
0.50



7


Balance Sheet
$ in thousands

 
 
March 31, 2017 (unaudited)
 
 
December 31, 2016 (audited)
 
ASSETS
 
NGHC
 
Reciprocal Exchanges
 
Consolidated
 
 
NGHC
 
Reciprocal Exchanges
 
Consolidated
 
Total investments (2)
 
$
3,612,923

 
$
311,818

 
$
3,835,696

(A)  
 
$
3,456,112

 
$
306,345

 
$
3,673,449

(J)  
Cash and cash equivalents
 
202,659

 
6,985

 
209,644

 
 
212,894

 
7,405

 
220,299

 
Premiums and other receivables, net
 
1,351,938

 
43,972

 
1,394,309

(B)  
 
1,044,272

 
47,198

 
1,090,669

(K)  
Reinsurance recoverable (3)
 
896,566

 
71,521

 
968,087

 
 
892,264

 
55,972

 
948,236

 
Intangible assets, net
 
435,082

 
3,820

 
438,902

 
 
456,695

 
11,025

 
467,720

 
Goodwill
 
173,528

 

 
173,528

 
 
155,290

 

 
155,290

 
Other (4)
 
648,654

 
97,282

 
737,312

(C)  
 
621,679

 
89,764

 
689,318

(L)  
Total assets
 
$
7,321,350

 
$
535,398

 
$
7,757,478

(D)  
 
$
6,839,206

 
$
517,709

 
$
7,244,981

(M)  
LIABILITIES AND STOCKHOLDERS’ EQUITY
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Liabilities:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Unpaid loss and loss adjustment expense reserves
 
$
2,129,116

 
$
139,085

 
$
2,268,201

 
 
$
2,127,997

 
$
137,075

 
$
2,265,072

 
Unearned premiums
 
1,687,462

 
167,356

 
1,854,818

 
 
1,472,299

 
163,326

 
1,635,625

 
Reinsurance payable (5)
 
98,413

 
37,638

 
134,450

(E)  
 
78,949

 
20,662

 
98,810

(N)  
Accounts payable and accrued expenses (6)
 
471,533

 
14,202

 
477,111

(F)  
 
330,210

 
13,179

 
336,991

(O)  
Debt
 
745,962

 
89,045

 
745,962

(G)  
 
752,001

 
89,008

 
752,001

(P)  
Other
 
255,627

 
61,726

 
317,353

 
 
183,921

 
62,784

 
230,978

(Q)  
Total liabilities
 
$
5,388,113

 
$
509,052

 
$
5,797,895

(H)  
 
$
4,945,377

 
$
486,034

 
$
5,319,477

(R)  
Stockholders’ equity:
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Common stock (7)
 
$
1,065

 
$

 
$
1,065

 
 
$
1,064

 
$

 
$
1,064

 
Preferred stock (8)
 
420,000

 

 
420,000

 
 
420,000

 

 
420,000

 
Additional paid-in capital
 
917,057

 

 
917,057

 
 
914,706

 

 
914,706

 
Accumulated other comprehensive income
 
19,880

 

 
19,880

 
 
12,710

 

 
12,710

 
Retained earnings
 
574,962

 

 
574,962

 
 
545,106

 

 
545,106

 
Total National General Holdings Corp. stockholders’ equity
 
1,932,964

 

 
1,932,964

 
 
1,893,586

 

 
1,893,586

 
Non-controlling interest
 
273

 
26,346

 
26,619

 
 
243

 
31,675

 
31,918

 
Total stockholders’ equity
 
$
1,933,237

 
$
26,346

 
$
1,959,583

 
 
$
1,893,829

 
$
31,675

 
$
1,925,504

 
Total liabilities and stockholders’ equity
 
$
7,321,350

 
$
535,398

 
$
7,757,478

(I)  
 
$
6,839,206

 
$
517,709

 
$
7,244,981

(S)  

NOTES :
Consolidated column includes eliminations as follows: (A) $(89,045) , (B) $(1,601) , (C) $(8,624) , (D) $(99,270) , (E) $(1,601) , (F) $(8,624) , (G) $(89,045) , (H) $(99,270) , (I) $(99,270) , (J) $(89,008) , (K) $(801) , (L) $(22,125) , (M) $(111,934) , (N) $(801) , (O) $(6,398) , (P) $(89,008) , (Q) $(15,727) , (R) $(111,934) and (S) $(111,934) .



8


Segment Information - First Quarter
$ in thousands
(Unaudited)
 
 
Three Months Ended March 31,
 
 
2017
 
 
2016
 
 
P&C
 
A&H
 
NGHC
 
 
Reciprocal
Exchanges
 
 
P&C
 
A&H
 
NGHC
Gross written premium
 
$
981,699

 
$
191,955

 
$
1,173,654

 
 
$
82,216

 
 
$
661,337

 
$
154,857

 
$
816,194

Net written premium
 
903,924

 
181,114

 
1,085,038

 
 
41,701

 
 
600,774

 
143,813

 
744,587

Net earned premium
 
752,213

 
128,926

 
881,139

 
 
39,032

 
 
554,048

 
100,872

 
654,920

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Ceding commission income (loss)
 
2,460

 
287

 
2,747

 
 
17,247

 
 
(2,264
)
 
369

 
(1,895
)
Service and fee income
 
103,590

 
32,273

 
135,863

 
 
2,080

 
 
63,488

 
33,456

 
96,944

Total underwriting revenues
 
$
858,263

 
$
161,486

 
$
1,019,749

 
 
$
58,359

 
 
$
615,272

 
$
134,697

 
$
749,969

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss and loss adjustment expense
 
521,334

 
66,891

 
588,225

 
 
28,100

 
 
332,659

 
76,391

 
409,050

Acquisition costs and other
 
129,631

 
31,490

 
161,121

 
 
14,180

 
 
91,659

 
21,240

 
112,899

General and administrative
 
196,870

 
45,213

 
242,083

 
 
25,103

 
 
144,694

 
31,933

 
176,627

Total underwriting expenses
 
$
847,835

 
$
143,594

 
$
991,429

 
 
$
67,383

 
 
$
569,012

 
$
129,564

 
$
698,576

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Underwriting income (loss)
 
10,428

 
17,892

 
28,320

 
 
(9,024
)
 
 
46,260

 
5,133

 
51,393

Non-cash amortization of intangible assets
 
19,734

 
1,603

 
21,337

 
 
7,069

 
 
3,847

 
1,817

 
5,664

Underwriting income before amortization and impairment
 
$
30,162

 
$
19,495

 
$
49,657

 
 
$
(1,955
)
 
 
$
50,107

 
$
6,950

 
$
57,057

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Underwriting ratios
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss and loss adjustment expense ratio (9)
 
69.3
%
 
51.9
%
 
66.8
%
 
 
72.0
%
 
 
60.0
%
 
75.7
%
 
62.5
%
Operating expense ratio (Non-GAAP) (10,11)
 
29.3
%
 
34.2
%
 
30.0
%
 
 
51.1
%
 
 
31.6
%
 
19.2
%
 
29.7
%
Combined ratio (Non-GAAP) (10,12)
 
98.6
%
 
86.1
%
 
96.8
%
 
 
123.1
%
 
 
91.6
%
 
94.9
%
 
92.2
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Underwriting ratios (before amortization and impairment)
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Loss and loss adjustment expense ratio (9)
 
69.3
%
 
51.9
%
 
66.8
%
 
 
72.0
%
 
 
60.0
%
 
75.7
%
 
62.5
%
Operating expense ratio   (Non-GAAP) (10,13)
 
26.7
%
 
33.0
%
 
27.6
%
 
 
33.0
%
 
 
30.9
%
 
17.4
%
 
28.8
%
Combined ratio before amortization and impairment (Non-GAAP) (10,14)
 
96.0
%
 
84.9
%
 
94.4
%
 
 
105.0
%
 
 
90.9
%
 
93.1
%
 
91.3
%



9


Reconciliation of Operating Expense Ratio (Non-GAAP)
$ in thousands
(Unaudited)
 
 
Three Months Ended March 31,
 
 
2017
 
 
2016
 
 
P&C
 
A&H
 
NGHC
 
 
Reciprocal Exchanges
 
 
P&C
 
A&H
 
NGHC
Total underwriting expenses
 
$
847,835

 
$
143,594

 
$
991,429

 
 
$
67,383

 
 
$
569,012

 
$
129,564

 
$
698,576

Less: Loss and loss adjustment expense
 
521,334

 
66,891

 
588,225

 
 
28,100

 
 
332,659

 
76,391

 
409,050

Less: Ceding commission income (loss)
 
2,460

 
287

 
2,747

 
 
17,247

 
 
(2,264
)
 
369

 
(1,895
)
Less: Service and fee income
 
103,590

 
32,273

 
135,863

 
 
2,080

 
 
63,488

 
33,456

 
96,944

Operating expense
 
220,451

 
44,143

 
264,594

 
 
19,956

 
 
175,129

 
19,348

 
194,477

Net earned premium
 
$
752,213

 
$
128,926

 
$
881,139

 
 
$
39,032

 
 
$
554,048

 
$
100,872

 
$
654,920

Operating expense ratio (Non-GAAP)
 
29.3
%
 
34.2
%
 
30.0
%
 
 
51.1
%
 
 
31.6
%
 
19.2
%
 
29.7
%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Total underwriting expenses
 
$
847,835

 
$
143,594

 
$
991,429

 
 
$
67,383

 
 
$
569,012

 
$
129,564

 
$
698,576

Less: Loss and loss adjustment expense
 
521,334

 
66,891

 
588,225

 
 
28,100

 
 
332,659

 
76,391

 
409,050

Less: Ceding commission income (loss)
 
2,460

 
287

 
2,747

 
 
17,247

 
 
(2,264
)
 
369

 
(1,895
)
Less: Service and fee income
 
103,590

 
32,273

 
135,863

 
 
2,080

 
 
63,488

 
33,456

 
96,944

Less: Non-cash amortization of intangible assets
 
19,734

 
1,603

 
21,337

 
 
7,069

 
 
3,847

 
1,817

 
5,664

Operating expense before amortization and impairment
 
200,717

 
42,540

 
243,257

 
 
12,887

 
 
171,282

 
17,531

 
188,813

Net earned premium
 
$
752,213

 
$
128,926

 
$
881,139

 
 
$
39,032

 
 
$
554,048

 
$
100,872

 
$
654,920

Operating expense ratio before amortization and impairment (Non-GAAP)
 
26.7
%
 
33.0
%
 
27.6
%
 
 
33.0
%
 
 
30.9
%
 
17.4
%
 
28.8
%



10


Premiums by Business Line
$ in thousands
(Unaudited)
 
 
Three Months Ended March 31,
 
 
Gross Written Premium
 
 
Net Written Premium
 
 
Net Earned Premium
 
 
2017
 
2016
 
Change
 
 
2017
 
2016
 
Change
 
 
2017
 
2016
 
Change
Property & Casualty
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Personal Auto
 
$
647,181

 
$
385,198

 
68.0%
 
 
$
596,879

 
$
335,326

 
78.0%
 
 
$
454,415

 
$
271,997

 
67.1%
Homeowners
 
114,725

 
70,301

 
63.2%
 
 
104,545

 
65,876

 
58.7%
 
 
104,129

 
74,439

 
39.9%
RV/Packaged
 
44,754

 
39,603

 
13.0%
 
 
44,519

 
39,456

 
12.8%
 
 
40,650

 
37,519

 
8.3%
Small Business Auto
 
86,376

 
50,151

 
72.2%
 
 
79,208

 
44,993

 
76.0%
 
 
63,241

 
43,844

 
44.2%
Lender-placed insurance
 
76,270

 
111,997

 
(31.9)%
 
 
72,832

 
111,997

 
(35.0)%
 
 
83,741

 
122,806

 
(31.8)%
Other
 
12,393

 
4,087

 
203.2%
 
 
5,941

 
3,126

 
90.1%
 
 
6,037

 
3,443

 
75.3%
Property & Casualty
 
981,699

 
661,337


48.4%


903,924

 
600,774


50.5%


752,213

 
554,048


35.8%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Accident & Health
 
191,955

 
154,857

 
24.0%
 
 
181,114

 
143,813

 
25.9%
 
 
128,926

 
100,872

 
27.8%
Total National General
 
$
1,173,654

 
$
816,194

 
43.8%
 
 
$
1,085,038

 
$
744,587

 
45.7%
 
 
$
881,139

 
$
654,920

 
34.5%
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Reciprocal Exchanges
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Personal Auto
 
$
28,159

 
$

 
NA
 
 
$
17,106

 
$

 
NA
 
 
$
16,117

 
$

 
NA
Homeowners
 
53,327

 

 
NA
 
 
24,216

 

 
NA
 
 
22,538

 

 
NA
Other
 
730

 

 
NA
 
 
379

 

 
NA
 
 
377

 

 
NA
Reciprocal Exchanges (A)
 
$
82,216

 
$

 
NA
 
 
$
41,701

 
$

 
NA
 
 
$
39,032

 
$

 
NA
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
Consolidated Total (B)
 
$
1,255,069

 
$
816,194

 
53.8%
 
 
$
1,126,739

 
$
744,587

 
51.3%
 
 
$
920,171

 
$
654,920

 
40.5%

NOTES :
(A) The Reciprocal Exchanges did not meet the criteria for consolidation under GAAP for the Three Months Ended March 31, 2016 .
(B) Consolidated Total includes eliminations between National General and the Reciprocal Exchanges of $(277) in 2017 Personal Auto and $(524) in 2017 Homeowners Gross Written Premium.



11


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 gain or loss on investments, other-than-temporary impairment losses, foreign exchange gain or loss, bargain purchase gains, earnings of operating equity method investments (800 Superior, LLC and 4455 LBJ Freeway, LLC), non-cash impairment of goodwill and non-cash amortization of intangible assets. The Company believes operating earnings and basic and diluted operating EPS are relevant measures of the Company’s profitability because operating earnings and basic and diluted operating EPS contain the components of net income upon which the Company’s management has the most influence and excludes factors outside management’s direct control and non-recurring items. 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 the reconciliation of these non-GAAP measures to the most directly comparable GAAP measure.
(2) Total investments includes $405,889 and $390,688 in related parties at March 31, 2017 and December 31, 2016 , respectively.
(3) Reinsurance recoverable includes $39,866 and $37,046 from related parties at March 31, 2017 and December 31, 2016 , respectively.
(4) Other includes $1,160 and $1,298 from related parties at March 31, 2017 and December 31, 2016 , respectively.
(5) Reinsurance payable includes $33,795 and $33,419 due to related parties at March 31, 2017 and December 31, 2016 , respectively.
(6) Accounts payable and accrued expenses includes $32,011 and $29,271 to related parties at March 31, 2017 and December 31, 2016 , respectively.
(7) Common stock: $0.01 par value - authorized 150,000,000 shares, issued and outstanding 106,502,250 shares - March 31, 2017 ; authorized 150,000,000 shares, issued and outstanding 106,428,092 shares - December 31, 2016 .
(8) Preferred stock: $0.01 par value - authorized 10,000,000 shares, issued and outstanding 2,565,000 shares - March 31, 2017 ; authorized 10,000,000 shares, issued and outstanding 2,565,000 shares - December 31, 2016 .
(9) Loss and loss adjustment expense ratio is calculated by dividing loss and loss adjustment expense by net earned premium.
(10) 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 expenses 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. The Company believes this presentation enhances the understanding of our results by eliminating what we believe are volatile and unusual events and presenting the ratios with what we believe are the underlying run rates of the business. 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 the reconciliation of these non-GAAP measures to the most directly comparable GAAP measure.
(11) Operating expense ratio is a non-GAAP measure defined by the Company, that is commonly used in the insurance industry. The Company calculates the ratio by dividing operating expense by net earned premium. Operating expense consists of the sum of acquisition and other underwriting costs and general and administrative expenses less ceding commission income and service and fee income. The ratio is used as an indicator of the Company’s efficiency in acquiring and servicing its business. 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 the reconciliation of these non-GAAP measures to the most directly comparable GAAP measure.
(12) Combined ratio is a non-GAAP measure defined by the Company, that is commonly used in the insurance industry. The Company calculates the ratio by adding the loss and loss adjustment expense ratio and the operating expense ratio (non-GAAP) together. The ratio is used as an indicator of the Company’s underwriting discipline, efficiency in acquiring and servicing its business, and overall underwriting profit. A combined ratio under 100% generally indicates an underwriting profit, while over 100% an underwriting loss. Other companies may calculate these measures differently, and therefore, their measures may not be comparable to those used by National General.

12


(13) Operating expense ratio before amortization and impairment is a non-GAAP measure defined by the Company, that is commonly used in the insurance industry. The Company calculates the ratio by dividing the operating expense before amortization and impairment by net earned premium. Operating expense before amortization and impairment consists of the sum of acquisition and other underwriting costs and general and administrative expenses less ceding commission income and service and fee income less non-cash amortization of intangible assets and non-cash impairment of goodwill. The ratio is used as an indicator of the Company’s efficiency in acquiring and servicing its business. 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 the reconciliation of these non-GAAP measures to the most directly comparable GAAP measure.
(14) Combined ratio before amortization and impairment is a non-GAAP measure defined by the Company, that is commonly used in the insurance industry. The Company calculates the ratio by adding the loss and loss adjustment expense ratio and the operating expense ratio before amortization and impairment (non-GAAP) together. The ratio is used as an indicator of the Company’s underwriting discipline, efficiency in acquiring and servicing its business, and overall underwriting profit. A combined ratio under 100% generally indicates an underwriting profit, while over 100% an underwriting loss. 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 the reconciliation of these non-GAAP measures to the most directly comparable GAAP measure.
(15) In the current year’s quarter, certain costs associated with claims handling were prospectively reclassified from general and administrative expenses to loss adjustment expenses resulting in an increase in the loss and loss adjustment expense by $48.1 million and a corresponding decrease of $48.1 million in the general and administrative expense in the Property and Casualty segment and a $1.0 million reclassification from general and administrative expense to loss adjustment expense in the Accident and Health segment. Historically, the corresponding 2016 change to the Property and Casualty segment would have been: $25.9 million in Q1’16, $26.1 million in Q2’16, $28.2 million in Q3’16 and $39.4 million in Q4’16. The 2016 corresponding change to the Accident and Health segment would have been negligible. The Reciprocal Exchange corresponding change would have been: $0 in Q1’16, $3.9 million in Q2’16, $4.0 million in Q3’16, $4.4 million in Q4’16 and $4.3 million as reflected in Q1’17.
(16) Trailing twelve month operating return on average equity is the ratio of the previous twelve months operating earnings to average shareholders’ equity for the periods presented. Average shareholders’ equity is the sum of the shareholders’ equity excluding preferred stock at the beginning and end of the period presented divided by two. In the opinion of the Company’s management this ratio is an important indicator of how well management creates value for its shareholders through its operating activities and capital management. 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 the reconciliation of net income to operating earnings, which is the Non-GAAP component of the operating return on average equity.

Investor Contact

Christine Worley
Director of Investor Relations
Phone: 212-380-9462
Email: Christine.Worley@NGIC.com



13