Q2 2015 8K Press Release



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):
August 4, 2015
 
MAIDEN HOLDINGS, LTD.
 (Exact name of registrant as specified in its charter)
 
Bermuda
(State or other jurisdiction
of incorporation)
 
001-34042
(Commission File
Number)
 
98-0570192
(IRS Employer
Identification No.)
 
131 Front Street, Hamilton HM12, Bermuda
 
(Address of principal executive offices and zip code)
 
(441) 298-4900
(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:
 
 
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
 
 
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
 
 
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
 
 
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 







Item 2.02
Results of Operations and Financial Condition.

On August 4, 2015, Maiden Holdings, Ltd. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended June 30, 2015. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.
 
The information contained in this Item 2.02 and in the accompanying exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01
Financial Statements and Exhibits.
 
(d)           Exhibits
 
Exhibit
 
 
No.
 
Description
 
 
 
99.1
 
Press Release of Maiden Holdings, Ltd., dated August 4, 2015






SIGNATURES
 
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. 
Date: August 4, 2015
MAIDEN HOLDINGS, LTD.
 
 
    
 
 
 
  By:
/s/ Lawrence F. Metz
 
 
Lawrence F. Metz
 
 
Senior Vice President, General Counsel and
Secretary

EXHIBIT INDEX
 
Exhibit
 
 
No.
 
Description
 
 
 
99.1
 
Press Release of Maiden Holdings, Ltd., dated August 4, 2015






Exhibit 99.1


 PRESS RELEASE

Maiden Holdings, Ltd. Announces Second Quarter 2015 Operating Earnings(1) of $28.4 million or $0.37 Per Diluted Common Share and Net Income Attributable to Common Shareholders of $20.5 Million or $0.27 Per Diluted Common Share

Highlights for the quarter ended June 30, 2015
Net operating earnings(1) of $28.4 million, or $0.37 per diluted common share compared with net operating earnings of $28.2 million, or $0.37 per diluted common share in the second quarter of 2014;
Annualized operating return on common equity(1) of 12.2% compared to 13.0% in the second quarter of 2014;
Net income attributable to Maiden common shareholders of $20.5 million or $0.27 per diluted common share compared with a net income of $25.8 million, or $0.34 per diluted common share in the second quarter of 2014;
Gross premiums written increased 20.4% to $674.2 million compared to the second quarter of 2014;
Net premiums written increased 16.4% to $629.6 million compared to the second quarter of 2014;
Combined ratio(11) of 99.2% compared to 98.0% in the second quarter of 2014;
Net investment income was $35.2 million, an increase of 25.1% compared to the second quarter of 2014; and
Book value per common share(4) at June 30, 2015 decreased 2.7% versus December 31, 2014.

Highlights for the six months ended June 30, 2015
Net operating earnings(1) of $55.0 million, or $0.71 per diluted common share compared with net operating earnings of $53.7 million, or $0.70 per diluted common share in the first six months of 2014;
Annualized operating return on common equity(1) of 12.1% compared to 12.6% in the first half of 2014;
Net income attributable to Maiden common shareholders of $52.9 million or $0.69 per diluted common share compared with $21.7 million, or $0.29 per diluted common share in the first six months of 2014;
Gross premiums written increased 17.6% to $1.5 billion compared to the first half of 2014;
Net premiums written increased 14.1% to $1.4 billion in the first half of 2015 compared to the same period last year;
Combined ratio(11) of 98.7% compared to 97.8% in the first six months of 2014; and
Net investment income was $63.4 million, an increase of 13.3% compared to the first half of 2014.

HAMILTON, Bermuda - Maiden Holdings, Ltd. (NASDAQ:  MHLD) (“Maiden” or “the Company”) today reported second quarter 2015 net operating earnings(1) of $28.4 million compared with $28.2 million in the second quarter of 2014. Net income attributable to Maiden common shareholders in the second quarter of 2015 was $20.5 million compared to net income attributable to Maiden common shareholders of $25.8 million in the second quarter of 2014.
 
Commenting on the Company's results, Art Raschbaum, Chief Executive Officer of Maiden, said: “In the quarter, we benefited from significantly increased investment income, as we put a substantial portion of our first quarter cash balance to work, improved underwriting performance in our international IIS business and continued strength in the AmTrust segment. We continue to realize favorable revenue trends reflecting growth in the AmTrust segment influenced by organic growth and the Tower acquisition. In our Diversified segment, revenue in the quarter was negatively impacted by client M&A activity, but business development, particularly in our international areas is very strong. Newly won and developing accounts are expected to drive growth in the latter part of the year and into 2016. While the second quarter was impacted by adverse excess of loss commercial auto claims development, we believe that we have responded swiftly in taking appropriate actions from an underwriting, claims, and actuarial perspective. We remain confident in our ability to strengthen earnings and enhance returns while continuing to build our unique and highly differentiated business.”

Results for the quarter ended June 30, 2015
Maiden reported second quarter 2015 net operating earnings(1) of $28.4 million, or $0.37 per diluted common share compared with $28.2 million, or $0.37 per diluted common share in the second quarter of 2014. Net income attributable to common shareholders was $20.5 million or $0.27 per diluted common share compared with $25.8 million or $0.34 per diluted common share in the second quarter of 2014.






In the second quarter of 2015, gross premiums written increased 20.4% to $674.2 million from $560.0 million in the second quarter of 2014. Net premiums written totaled $629.6 million in the second quarter of 2015, an increase of 16.4% compared to the second quarter of 2014.  The Diversified Reinsurance segment’s net premiums written totaled $144.8 million, a decrease of 15.1% versus the second quarter of 2014. Within the Diversified Reinsurance segment, the U.S. business premium volume was impacted by the termination of one large customer account following its sale to a larger insurer earlier in the year. Premium levels in the international business were negatively impacted by foreign exchange movements resulting from the strong U.S. dollar. In the AmTrust Reinsurance segment, net premiums written increased by 30.3% to $484.8 million compared to the second quarter of 2014 reflecting continued business growth resulting from AmTrust’s acquisition of Tower Group business as well as continued organic growth.
 
Net premiums earned of $609.4 million increased 14.6% compared to the second quarter of 2014.   In the Diversified Reinsurance segment, net premiums earned decreased 8.8% to $184.8 million compared to the second quarter of 2014. The AmTrust Reinsurance segment earned premiums were up 30.7% to $424.6 million compared to the second quarter of 2014.

Net loss and loss adjustment expenses of $414.9 million were up 18.2% compared to the second quarter of 2014.  The loss ratio(7) of 67.8% was higher than the 65.7% reported in the second quarter of 2014.
 
Commission and other acquisition expenses, including general and administrative expenses, increased $19.3 million to $192.0 million in the second quarter of 2015, compared to the same quarter a year ago. The total expense ratio(10) dropped to 31.4% for the second quarter of 2015 compared with 32.3% in the same quarter last year, due to a change in business mix. General and administrative expenses for the second quarter of 2015 totaled $16.3 million compared with $15.3 million in the second quarter of 2014. The general and administrative expense ratio(9) was 2.7% in the second quarter of 2015 compared to 2.9% in the second quarter of 2014.
 
The combined ratio(11) for the second quarter of 2015 totaled 99.2% compared with 98.0% in the second quarter of 2014. The Diversified Reinsurance segment combined ratio was 104.1% in the second quarter of 2015, up from 97.7% in the second quarter of 2014. The higher Diversified Reinsurance segment combined ratio was due to adverse development in U.S. excess of loss commercial auto liability. The AmTrust Reinsurance segment reported a combined ratio of 95.2% in the second quarter of 2015 compared to 95.7% in the second quarter of 2014. The improved combined ratio for the AmTrust Reinsurance segment was due to a change in business mix reflecting earned premium growth in the more profitable workers’ compensation line.

Net investment income of $35.2 million in the second quarter of 2015 increased 25.1% compared to the second quarter of 2014. As of June 30, 2015, the average yield on the fixed income portfolio (excluding cash) is 3.40% with an average duration of 5.05 years. Cash and cash equivalents were $309.1 million as at June 30, 2015 or $83.4 million lower than at year end 2014.
  
Total assets increased 9.7% to $5.7 billion at June 30, 2015 compared to $5.2 billion at year-end 2014.   Shareholders' equity was $1.2 billion, down 1.4% compared to December 31, 2014. Book value per common share was $12.35 at June 30, 2015 or 2.7% lower than at December 31, 2014.
  
During the second quarter of 2015, the Board of Directors declared dividends of $0.13 per common share, $0.515625 per Series A preference share and $0.90625 per Series B preference share.

Results for the six months ended June 30, 2015
Net operating earnings(1) for the first six months of 2015 were $55.0 million, or $0.71 per diluted common share compared with $53.7 million, or $0.70 per diluted common share in the first half of 2014. Net income attributable to Maiden common shareholders was $52.9 million compared to net income attributable to Maiden common shareholders of $21.7 million in the first half of 2014. In the first quarter of 2014, net income was impacted by a non-recurring non-cash charge of $28.2 million, representing the accelerated amortization of both the original issue discount and issuance costs associated with the TRUPs.

In the first half of 2015, gross premiums written totaled $1.5 billion, an increase of 17.6% compared to the first six months of 2014.  In the first half of 2015, net premiums written totaled $1.4 billion, an increase of 14.1% compared to the first six months of 2014.  Net premiums written in the Diversified Reinsurance segment totaled $439.0 million, a decrease of 5.0% versus the first half of 2014. In the AmTrust Quota Share Reinsurance segment, net premiums written increased by 24.9% to $987.6 million compared to the first half of 2014.
 
Net premiums earned of $1.2 billion increased 12.9% compared to the first six months of 2014.  Net premiums earned decreased 6.2% in the Diversified Reinsurance segment to $377.5 million compared to the first half of 2014. The AmTrust Quota Share Reinsurance segment net premiums earned were up 28.5% to $809.3 million compared to the first half 2014.
 





Net loss and loss adjustment expenses of $792.3 million were up 12.8% compared to the first six months of 2014.  The loss ratio(7) of 66.3% was flat compared to the first half of 2014.
 
Commission and other acquisition expenses, including general and administrative expenses, increased $52.9 million to $386.5 million in the first half of 2015 versus the comparable period a year ago, while the total expense ratio(10) rose to 32.4% for the first six months of 2015 compared with 31.5% in the same period last year. General and administrative expenses for the first half of 2015 totaled $32.5 million compared with $30.1 million in the first six months of 2014. The general and administrative expense ratio(9) decreased to 2.7% in the first half of 2015 versus 2.8% in the same period during 2014.
 
The combined ratio(11) for the first half of 2015 totaled 98.7% compared with 97.8% in the first six months of 2014. The Diversified Reinsurance segment had a combined ratio of 102.6% in the first half of 2015 compared to 97.6% in the first six months of 2014. The AmTrust Quota Share Reinsurance segment reported a combined ratio of 94.9% in the first half of 2015 compared to 95.6% in the comparable period in 2014.

Net investment income of $63.4 million in the first half of 2015 increased 13.3% compared to the first half of 2014.


(1)(4)(6) Please see the Non-GAAP Financial Measures table for additional information on these non-GAAP financial measures and reconciliation of these measures to GAAP measures.
 
(7)(9)(10)(11) Loss ratio, general and administrative expense ratio, expense ratio and combined ratio are operating metrics. Please see the additional information on these measures under Segment information tables.


Conference Call

Maiden’s Chief Executive Officer, Art Raschbaum and Chief Financial Officer, Karen Schmitt will review these results tomorrow morning via teleconference and live audio webcast beginning at 8:30 a.m. ET.

To participate in the conference call, please access one of the following at least five minutes prior to the start time:

U.S. Callers: 1.877.734.5373
Outside U.S. Callers: 1.973.200.3059
Passcode: 91047354
Webcast: http://www.maiden.bm/news_events

A replay of the conference call will be available beginning at 11:30 a.m. ET on August 5, 2015 through midnight on August 19, 2015. To listen to the replay, please dial toll free: 1.855.859.2056 (U.S. Callers) or toll: 1.404.537.3406 (callers outside the U.S.) and enter the Passcode: 91047354; or access http://www.maiden.bm/news_events
About Maiden Holdings, Ltd.

Maiden Holdings, Ltd. is a Bermuda-based holding company formed in 2007.  Through its subsidiaries, which are each A- rated (excellent) by A.M. Best, the Company is focused on providing non-catastrophic, customized reinsurance products and services to small and mid-size insurance companies in the United States and Europe. As of June 30, 2015, Maiden had $5.7 billion in assets and shareholders' equity of $1.2 billion.
 
The Maiden Holdings, Ltd. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=5006

Forward Looking Statements
 
This release contains "forward-looking statements" which 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. There can be no assurance that actual developments will be those anticipated by the Company. Actual results may differ materially from those projected as a result of significant risks and uncertainties, including non-receipt of the expected payments, changes in interest rates, effect of the performance of financial markets on investment income and fair values of investments, developments of claims and the effect on loss reserves, accuracy in projecting loss reserves, the impact of competition and pricing environments, changes in the demand for the Company's products, the effect of general economic conditions and unusual frequency of storm activity, adverse state and federal legislation, regulations





and regulatory investigations into industry practices, developments relating to existing agreements, heightened competition, changes in pricing environments, and changes in asset valuations. 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 Item 1A. Risk Factors in the Company's Annual Report on Form 10-K for the year ended December 31, 2014 as updated in periodic filings with the SEC. The Company undertakes no obligation to publicly update any forward-looking statements, except as may be required by law.
 
CONTACT:
 
Noah Fields, Vice President, Investor Relations
Maiden Holdings, Ltd.
Phone: 441.298.4927
E-mail: nfields@maiden.bm


Maiden Holdings, Ltd.
Balance Sheet
(in thousands of U.S. dollars, except per share data)
 
 
 
 
 
 
 
June 30, 2015 (Unaudited)
 
December 31, 2014 (Audited)
ASSETS
 
 
 
 
Investments:
 
 
 
 
Fixed maturities, available-for-sale, at fair value (Amortized cost 2015: $3,809,978; 2014: $3,379,864)
 
$
3,823,873

 
$
3,456,904

Other investments, at fair value (Cost 2015: $10,995; 2014: $10,862)
 
12,321

 
12,571

Total investments
 
3,836,194

 
3,469,475

Cash and cash equivalents
 
57,376

 
108,119

Restricted cash and cash equivalents
 
251,749

 
284,381

Accrued investment income
 
29,351

 
27,524

Reinsurance balances receivable, net
 
600,229

 
512,996

Reinsurance recoverable on unpaid losses
 
91,382

 
75,873

Loan to related party
 
167,975

 
167,975

Deferred commission and other acquisition expenses, net
 
443,193

 
372,487

Goodwill and intangible assets, net
 
88,045

 
87,336

Other assets
 
98,583

 
57,926

Total assets
 
$
5,664,077

 
$
5,164,092

LIABILITIES
 
 
 
 
Reserve for loss and loss adjustment expenses
 
$
2,459,293

 
$
2,271,292

Unearned premiums
 
1,483,882

 
1,207,757

Accrued expenses and other liabilities
 
135,185

 
83,877

Senior notes
 
360,000

 
360,000

Total liabilities
 
4,438,360

 
3,922,926

Commitments and Contingencies
 
 
 
 
EQUITY
 
 
 
 
Preference shares
 
315,000

 
315,000

Common shares
 
746

 
739

Additional paid-in capital
 
582,612

 
578,445

Accumulated other comprehensive income
 
40,933

 
95,293

Retained earnings
 
288,884

 
255,084

Treasury shares, at cost
 
(4,521
)
 
(3,867
)
Total Maiden shareholders’ equity
 
1,223,654

 
1,240,694

Noncontrolling interest in subsidiaries
 
2,063

 
472

Total equity
 
1,225,717

 
1,241,166

Total liabilities and equity
 
$
5,664,077

 
$
5,164,092

 
 
 
 
 
Book value per common share(4)
 
$
12.35

 
$
12.69

 
 
 
 
 
Common shares outstanding
 
73,588,978

 
72,932,702








Maiden Holdings, Ltd.
Income Statement
(in thousands of U.S. dollars, except per share data)
(Unaudited)
 
 
 
 
 
 
 
 
 
 
 
For the Three Months Ended June 30, 2015

For the Three Months Ended June 30, 2014

For the Six Months Ended June 30, 2015

For the Six Months Ended June 30, 2014
Revenues:
 
 
 
 
 
 
 
 
Gross premiums written
 
$
674,168

 
$
560,008

 
$
1,508,434

 
$
1,282,390

Net premiums written
 
$
629,618

 
$
540,920

 
$
1,426,601

 
$
1,250,812

Change in unearned premiums
 
(20,198
)
 
(9,024
)
 
(239,862
)
 
(199,686
)
Net premiums earned
 
609,420

 
531,896

 
1,186,739

 
1,051,126

Other insurance revenue
 
2,252

 
2,842

 
7,231

 
8,004

Net investment income
 
35,157

 
28,107

 
63,417

 
55,949

Net realized gains on investment
 
242

 
577

 
1,111

 
665

Total revenues
 
647,071

 
563,422

 
1,258,498

 
1,115,744

Expenses:
 
 
 
 
 
 
 
 
Net loss and loss adjustment expenses
 
414,927

 
351,157

 
792,333

 
702,501

Commission and other acquisition expenses
 
175,697

 
157,402

 
354,039

 
303,484

General and administrative expenses
 
16,301

 
15,302

 
32,498

 
30,130

Total expenses
 
606,925

 
523,861

 
1,178,870

 
1,036,115

Income from operations(2)
 
40,146

 
39,561

 
79,628

 
79,629

Other expenses
 
 
 
 
 
 
 
 
Interest and amortization expenses
 
(7,266
)
 
(7,266
)
 
(14,530
)
 
(15,426
)
Accelerated amortization of junior subordinated debt discount and issuance cost
 

 

 

 
(28,240
)
Amortization of intangible assets
 
(710
)
 
(819
)
 
(1,420
)
 
(1,638
)
Foreign exchange and other (losses) gains
 
(5,191
)
 
934

 
2,635

 
1,072

Total other expenses
 
(13,167
)
 
(7,151
)
 
(13,315
)
 
(44,232
)
Income before income taxes
 
26,979

 
32,410

 
66,313

 
35,397

Income tax expense
 
468

 
495

 
1,268

 
1,421

Net income
 
26,511

 
31,915

 
65,045

 
33,976

Add (less): loss (income) attributable to noncontrolling interest
 
92

 
(27
)
 
47

 
(66
)
Net income attributable to Maiden
 
26,603

 
31,888

 
65,092

 
33,910

Dividends on preference shares(6)
 
(6,084
)
 
(6,084
)
 
(12,168
)
 
(12,168
)
Net income attributable to Maiden common shareholders
 
$
20,519


$
25,804


$
52,924


$
21,742

Net operating earnings attributable to Maiden common shareholders(1)
 
$
28,399

 
$
28,193

 
$
55,033

 
$
53,746

Basic earnings per common share attributable to Maiden shareholders
 
$
0.28

 
$
0.35

 
$
0.72

 
$
0.30

Diluted earnings per common share attributable to Maiden shareholders
 
$
0.27

 
$
0.34

 
$
0.69

 
$
0.29

Basic operating earnings per common share attributable to Maiden shareholders
 
$
0.39

 
$
0.39

 
$
0.75

 
$
0.74

Diluted operating earnings per common share attributable to Maiden shareholders
 
$
0.37

 
$
0.37

 
$
0.71

 
$
0.70

Dividends declared per common share
 
$
0.13

 
$
0.11

 
$
0.26

 
$
0.22

 
 
 
 
 
 
 
 
 
Weighted average number of common shares - basic
 
73,482,506

 
72,860,243

 
73,284,559

 
72,784,598

Adjusted weighted average number of common shares and assumed conversions - diluted
 
85,566,706

 
84,766,285

 
85,414,344

 
84,711,777

 
 
 
 
 
 
 
 
 





Net loss and loss adjustment expense ratio(7)
 
67.8
%
 
65.7
%
 
66.3
%
 
66.3
%
Commission and other acquisition expense ratio(8)
 
28.7
%
 
29.4
%
 
29.7
%
 
28.7
%
General and administrative expense ratio(9)
 
2.7
%
 
2.9
%
 
2.7
%
 
2.8
%
Expense ratio(10)
 
31.4
%
 
32.3
%
 
32.4
%
 
31.5
%
Combined ratio(11)
 
99.2
%
 
98.0
%
 
98.7
%
 
97.8
%
Annualized return on common equity
 
8.8
%
 
11.9
%
 
11.6
%
 
5.1
%
Annualized operating return on common equity
 
12.2
%
 
13.0
%
 
12.1
%
 
12.6
%






Maiden Holdings, Ltd.
Non - GAAP Financial Measure
(in thousands of U.S. dollars, except per share data)
(Unaudited)
 
 
 
 
 
 
 
 
 
 
 
For the Three Months Ended June 30, 2015
 
For the Three Months Ended June 30, 2014
 
For the Six Months Ended June 30, 2015
 
For the Six Months Ended June 30, 2014
Reconciliation of net income attributable to Maiden common shareholders to net operating earnings:
 
 
 
 
 
 
 
 
Net income attributable to Maiden common shareholders
 
$
20,519

 
$
25,804

 
$
52,924

 
$
21,742

Add (subtract)
 
 
 
 
 
 
 
 
   Net realized gains on investment
 
(242
)
 
(577
)
 
(1,111
)
 
(665
)
   Foreign exchange and other losses (gains)
 
5,191

 
(934
)
 
(2,635
)
 
(1,072
)
   Amortization of intangible assets
 
710

 
819

 
1,420

 
1,638

   Divested excess and surplus ("E&S") business and NGHC run-off
 
1,931

 
2,791

 
3,855

 
2,791

Interest expense incurred related to 7.75% senior notes prior to actual redemption of the junior subordinated debt
 

 

 

 
492

   Accelerated amortization of junior subordinated debt discount
   and issuance cost
 

 

 

 
28,240

   Non-cash deferred tax expense
 
290

 
290

 
580

 
580

Net operating earnings attributable to Maiden common shareholders(1)
 
$
28,399

 
$
28,193

 
$
55,033


$
53,746

Operating earnings per common share attributable to Maiden shareholders:
 
 
 
 
 
 
 
 
Basic earnings per common share attributable to Maiden shareholders
 
$
0.39

 
$
0.39

 
$
0.75

 
$
0.74

Diluted earnings per common share attributable to Maiden shareholders
 
$
0.37

 
$
0.37

 
$
0.71

 
$
0.70

Reconciliation of net income attributable to Maiden to income from operations:
 
 
 
 
 
 
 
 
Net income attributable to Maiden
 
$
26,603

 
$
31,888

 
$
65,092

 
$
33,910

Add (subtract)
 
 
 
 
 
 
 
 
   Foreign exchange and other losses (gains)
 
5,191

 
(934
)
 
(2,635
)

(1,072
)
   Amortization of intangible assets
 
710

 
819

 
1,420


1,638

   Interest and amortization expenses
 
7,266

 
7,266

 
14,530

 
15,426

   Accelerated amortization of junior subordinated debt discount
   and issuance cost
 

 

 

 
28,240

   Income tax expense
 
468

 
495

 
1,268

 
1,421

   (Loss) income attributable to noncontrolling interest
 
(92
)
 
27

 
(47
)
 
66

Income from operations(2)
 
$
40,146

 
$
39,561

 
$
79,628

 
$
79,629

 
 
 
 
 
 
 
 
 
 
 
June 30, 2015
 
December 31, 2014
 
 
 
 
Investable assets:
 
 
 
 
 
 
 
 
Total investments
 
$
3,836,194

 
$
3,469,475

 
 
 
 
Cash and cash equivalents
 
57,376

 
108,119

 
 
 
 
Restricted cash and cash equivalents
 
251,749

 
284,381

 
 
 
 
Loan to related party
 
167,975

 
167,975

 
 
 
 
Total investable assets(3)
 
$
4,313,294

 
$
4,029,950

 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 
 





 
 
June 30, 2015
 
December 31, 2014
 
 
 
 
Capital:
 
 
 
 
 
 
 
 
Preference shares
 
$
315,000

 
$
315,000

 
 
 
 
Common shareholders' equity
 
908,654

 
925,694

 
 
 
 
Total Maiden shareholders' equity
 
1,223,654

 
1,240,694

 
 
 
 
2011 Senior Notes
 
107,500

 
107,500

 
 
 
 
2012 Senior Notes
 
100,000

 
100,000

 
 
 
 
2013 Senior Notes
 
152,500

 
152,500

 
 
 
 
Total capital resources(5)
 
$
1,583,654

 
$
1,600,694

 
 
 
 

(1) Net operating earnings is a non-GAAP financial measure defined by the Company as net income attributable to Maiden common shareholders excluding realized and unrealized investment gains and losses, foreign exchange and other gains and losses, amortization of intangible assets, divested excess and surplus business and NGHC run-off, interest expense incurred related to 7.75% senior notes prior to actual redemption of the junior subordinated debt, accelerated amortization of junior subordinated debt discount and issuance cost and non-cash deferred tax expense and should not be considered as an alternative to net income. The Company's management believes that net operating earnings is a useful indicator of trends in the Company's underlying operations. The Company's measure of net operating earnings may not be comparable to similarly titled measures used by other companies.
 
 
 
 
 
 
 
(2) Income from Operations is a non-GAAP financial measure defined by the Company as net income attributable to Maiden excluding foreign exchange and other gains and losses, amortization of intangible assets, interest and amortization expenses, accelerated amortization of junior subordinated debt and issuance cost, income tax expense and income or loss attributable to noncontrolling interest and should not be considered as an alternative to net income. The Company’s management believes that income from operations is a useful measure of the Company’s underlying earnings fundamentals based on its underwriting and investment income before financing costs. This income from operations enables readers of this information to more clearly understand the essential operating results of the Company. The Company’s measure of income from operations may not be comparable to similarly titled measures used by other companies.
 
 
 
 
 
 
 
(3) Investable assets is the total of the Company's investments, cash and cash equivalents and loan to a related party.
 
 
 
 
 
 
 
(4) Book value per common share is calculated using common shareholders’ equity (shareholders' equity excluding the aggregate liquidation value of our preference shares) divided by the number of common shares outstanding.
 
 
 
 
 
 
 
(5) Total capital resources is the sum of the Company's debt and Maiden shareholders' equity.
 
 
 
 
 
 
 
(6) Dividends on preference shares consist of $3,094 and $6,188 paid to Preference Shares - Series A and $2,990 and $5,980 paid to Preference shares - Series B, during the three and six months ended June 30, 2015 and 2014, respectively.
 
 
 
 
 
 
 








Maiden Holdings, Ltd.
Supplemental Financial Data - Segment Information
(in thousands of U.S. dollars (000's))
(Unaudited)
For the Three Months Ended June 30, 2015
 
Diversified Reinsurance
 
AmTrust Reinsurance
 
Other
 
Total
Gross premiums written
 
$
151,646

 
$
522,522

 
$

 
$
674,168

Net premiums written
 
$
144,785

 
$
484,833

 
$

 
$
629,618

Net premiums earned
 
$
184,803

 
$
424,617

 
$

 
$
609,420

Other insurance revenue
 
2,252

 

 

 
2,252

Net loss and loss adjustment expenses
 
(142,992
)
 
(270,142
)
 
(1,793
)
 
(414,927
)
Commission and other acquisition expenses
 
(42,412
)
 
(133,147
)
 
(138
)
 
(175,697
)
General and administrative expenses
 
(9,407
)
 
(762
)
 

 
(10,169
)
Underwriting (loss) income
 
$
(7,756
)
 
$
20,566

 
$
(1,931
)
 
$
10,879

Reconciliation to net income
 
 
 
 
 
 
 
 
Net investment income and realized gains on investment
 
 
 
 
 
 
 
35,399

Interest and amortization expenses
 
 
 
 
 
 
 
(7,266
)
Amortization of intangible assets
 
 
 
 
 
 
 
(710
)
Foreign exchange and other losses
 
 
 
 
 
 
 
(5,191
)
Other general and administrative expenses
 
 
 
 
 
 
 
(6,132
)
Income tax expense
 
 
 
 
 
 
 
(468
)
Net income
 
 
 
 
 
 
 
$
26,511

 
 
 
 
 
 
 
 
 
Net loss and loss adjustment expense ratio(7)
 
76.4
%
 
63.6
%
 
 
 
67.8
%
Commission and other acquisition expense ratio(8)
 
22.7
%
 
31.4
%
 
 
 
28.7
%
General and administrative expense ratio(9)
 
5.0
%
 
0.2
%
 
 
 
2.7
%
Combined ratio(11)
 
104.1
%
 
95.2
%
 


 
99.2
%







For the Three Months Ended June 30, 2014
 
Diversified Reinsurance
 
AmTrust Reinsurance
 
Other
 
Total
Gross premiums written
 
$
188,103

 
$
372,024

 
$
(119
)
 
$
560,008

Net premiums written
 
$
170,474

 
$
372,024

 
$
(1,578
)
 
$
540,920

Net premiums earned
 
$
202,682

 
$
324,926

 
$
4,288

 
$
531,896

Other insurance revenue
 
2,842

 

 

 
2,842

Net loss and loss adjustment expenses
 
(134,324
)
 
(211,779
)
 
(5,054
)
 
(351,157
)
Commission and other acquisition expenses
 
(56,758
)
 
(98,510
)
 
(2,134
)
 
(157,402
)
General and administrative expenses
 
(9,641
)
 
(653
)
 
(203
)
 
(10,497
)
Underwriting income (loss)
 
$
4,801

 
$
13,984

 
$
(3,103
)
 
$
15,682

Reconciliation to net income
 
 
 
 
 
 
 
 
Net investment income and realized gains on investment
 
 
 
 
 
 
 
28,684

Interest and amortization expenses
 
 
 
 
 
 
 
(7,266
)
Amortization of intangible assets
 
 
 
 
 
 
 
(819
)
Foreign exchange gains
 
 
 
 
 
 
 
934

Other general and administrative expenses
 
 
 
 
 
 
 
(4,805
)
Income tax expense
 
 
 
 
 
 
 
(495
)
Net income
 
 
 
 
 
 
 
$
31,915

 
 
 
 
 
 
 
 
 
Net loss and loss adjustment expense ratio(7)
 
65.4
%
 
65.2
%
 
 
 
65.7
%
Commission and other acquisition expense ratio(8)
 
27.6
%
 
30.3
%
 
 
 
29.4
%
General and administrative expense ratio(9)
 
4.7
%
 
0.2
%
 
 
 
2.9
%
Combined ratio(11)
 
97.7
%
 
95.7
%
 


 
98.0
%







Maiden Holdings, Ltd.
Supplemental Financial Data - Segment Information
(in thousands of U.S. dollars (000's))
(Unaudited)
For the Six Months Ended June 30, 2015
 
Diversified Reinsurance
 
AmTrust Reinsurance
 
Other
 
Total
Gross premiums written
 
$
456,987

 
$
1,051,448

 
$
(1
)
 
$
1,508,434

Net premiums written
 
$
438,983

 
$
987,617

 
$
1

 
$
1,426,601

Net premiums earned
 
$
377,487

 
$
809,250

 
$
2

 
$
1,186,739

Other insurance revenue
 
7,231

 

 

 
7,231

Net loss and loss adjustment expenses
 
(275,378
)
 
(513,236
)
 
(3,719
)
 
(792,333
)
Commission and other acquisition expenses
 
(100,618
)
 
(253,283
)
 
(138
)
 
(354,039
)
General and administrative expenses
 
(18,727
)
 
(1,509
)
 

 
(20,236
)
Underwriting (loss) income
 
$
(10,005
)
 
$
41,222

 
$
(3,855
)
 
$
27,362

Reconciliation to net income
 
 
 
 
 
 
 
 
Net investment income and realized gains on investment
 
 
 
 
 
 
 
64,528

Interest and amortization expenses
 
 
 
 
 
 
 
(14,530
)
Amortization of intangible assets
 
 
 
 
 
 
 
(1,420
)
Foreign exchange and other gains
 
 
 
 
 
 
 
2,635

Other general and administrative expenses
 
 
 
 
 
 
 
(12,262
)
Income tax expense
 
 
 
 
 
 
 
(1,268
)
Net income
 
 
 
 
 
 
 
$
65,045

 
 
 
 
 
 
 
 
 
Net loss and loss adjustment expense ratio(7)
 
71.6
%
 
63.4
%
 
 
 
66.3
%
Commission and other acquisition expense ratio(8)
 
26.2
%
 
31.3
%
 
 
 
29.7
%
General and administrative expense ratio(9)
 
4.8
%
 
0.2
%
 
 
 
2.7
%
Combined ratio(11)
 
102.6
%
 
94.9
%
 
 
 
98.7
%






For the Six Months Ended June 30, 2014
 
Diversified Reinsurance
 
AmTrust Reinsurance
 
Other
 
Total
Gross premiums written
 
$
492,290

 
$
791,034

 
$
(934
)
 
$
1,282,390

Net premiums written
 
$
462,114

 
$
791,034

 
$
(2,336
)
 
$
1,250,812

Net premiums earned
 
$
402,229

 
$
629,848

 
$
19,049

 
$
1,051,126

Other insurance revenue
 
8,004

 

 

 
8,004

Net loss and loss adjustment expenses
 
(272,987
)
 
(412,192
)
 
(17,322
)
 
(702,501
)
Commission and other acquisition expenses
 
(107,972
)
 
(188,995
)
 
(6,517
)
 
(303,484
)
General and administrative expenses
 
(19,421
)
 
(1,152
)
 
(402
)
 
(20,975
)
Underwriting income (loss)
 
$
9,853

 
$
27,509

 
$
(5,192
)
 
$
32,170

Reconciliation to net income
 
 
 
 
 
 
 
 
Net investment income and realized gains on investment
 
 
 
 
 
 
 
56,614

Interest and amortization expenses
 
 
 
 
 
 
 
(15,426
)
Accelerated amortization of junior subordinated debt discount and issuance cost
 
 
 
 
 
 
 
(28,240
)
Amortization of intangible assets
 
 
 
 
 
 
 
(1,638
)
Foreign exchange gains
 
 
 
 
 
 
 
1,072

Other general and administrative expenses
 
 
 
 
 
 
 
(9,155
)
Income tax expense
 
 
 
 
 
 
 
(1,421
)
Net income
 
 
 
 
 
 
 
$
33,976

 
 
 
 
 
 
 
 
 
Net loss and loss adjustment expense ratio(7)
 
66.5
%
 
65.4
%
 
 
 
66.3
%
Commission and other acquisition expense ratio(8)
 
26.3
%
 
30.0
%
 
 
 
28.7
%
General and administrative expense ratio(9)
 
4.8
%
 
0.2
%
 
 
 
2.8
%
Combined ratio(11)
 
97.6
%
 
95.6
%
 
 
 
97.8
%
(7) Calculated by dividing net loss and loss adjustment expenses by the sum of net premiums earned and other insurance revenue.
(8) Calculated by dividing commission and other acquisition expenses by the sum of net premiums earned and other insurance revenue.
(9) Calculated by dividing general and administrative expenses by the sum of net premiums earned and other insurance revenue.
(10) Calculated by adding together the commission and other acquisition expense ratio and general and administrative expense ratio.
(11) Calculated by adding together the net loss and loss adjustment expense ratio and expense ratio.