Florida | 000-25001 | 65-0248866 | ||
(State or other jurisdiction of incorporation) | (Commission File Number) | (I.R.S. Employer Identification No.) |
14050 N.W. 14th Street, Suite 180 Sunrise, FL | ||
33323 | ||
(Address of principal executive offices) | (Zip Code) |
NOT APPLICABLE |
☐ | 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)) |
Item 2.02. | Results of Operations and Financial Condition. |
Item 9.01. | Financial Statements and Exhibits. |
(c) | Exhibits. |
99.1 |
FEDNAT HOLDING COMPANY | |||
Date: May 7, 2019 | By: | /s/ Ronald A. Jordan |
Name: | Ronald A. Jordan | |
Title: | Chief Financial Officer | |
(Principal Financial Officer) | ||
• | Net loss of $3.9 million or $0.30 per diluted share. |
• | Adjusted operating loss of $2.4 million or $0.19 per diluted share. |
• | $18.7 million of claims, net of recoveries, from a single hailstorm. |
• | Gross written premiums of $132.2 million. |
• | 8.1% increase in net premiums earned to $88.8 million, including 13.4% increase in Homeowners. |
• | Quarter-end Florida homeowners in-force policies of approximately 244,000. |
• | 56.1% increase in non-Florida homeowners in-force policies to approximately 52,000. |
• | Book value per share increased 0.8% to $16.98 as compared to $16.84 as of December 31, 2018, despite $1.09 per share loss on a single hail storm. |
• | Net loss of $3.9 million or $0.30 per diluted share during the first quarter of 2019, as compared to net income of $7.5 million or $0.58 per diluted share during the first quarter of 2018. |
• | Adjusted operating loss of $2.4 million or $0.19 per diluted share during the first quarter of 2019, as compared to adjusted operating income of $8.5 million or $0.65 per diluted share during the first quarter of 2018. |
• | Comparing to December 31, 2018, book value per share increased $0.14 to $16.98 at March 31, 2019. The increase was predominantly driven by unrealized gains on our fixed-income portfolio of $0.54 per share, partially offset by net loss of $0.30 per share, as noted above, and a dividend of $0.08 per share. |
• | Total revenue increased $8.1 million or 8.7%, to $101.2 million for the three months ended March 31, 2019, compared with $93.1 million for the three months ended March 31, 2018. The increase was primarily driven by higher Homeowners net premiums earned as a result of decreased reinsurance spend and higher recognized gains on our investments, partially offset by planned reductions in net premiums earned from Automobile and commercial general liability for the three months ended March 31, 2019, as compared to the same period in 2018. |
• | Due to rigorous focus on profitability and managing our underwriting exposure, gross premiums written decreased $2.2 million, or 1.6%, to $132.2 million in the quarter, compared with $134.4 million for the same three-month period last year. The decrease in premiums written is the result of declining premiums in the non-core businesses we are exiting, Automobile and commercial general liability, as well as a decline in homeowners Florida, partially offset by homeowners non-Florida business, which continues to show exceptional growth year over year, especially in the state of Texas. Overall, Homeowners gross premiums written grew 5.3%. |
• | Gross premiums earned decreased $8.0 million, or 5.5%, to $138.4 million for the three months ended March 31, 2019, as compared to $146.4 million for the three months ended March 31, 2018. The results are a reflection of our decision to exit the Automobile and commercial general liability lines and were partially offset by a 1.0% increase in earned premiums in Homeowners. |
• | Ceded premiums decreased $14.7 million, or 22.9%, to $49.6 million in the quarter, compared to $64.3 million the same three-month period last year. The decrease was primarily driven by lower excess of loss reinsurance spend in Homeowners and lower ceded premiums in Automobile as a result of decreases in premiums earned during the period. |
• | Other income decreased $1.5 million, or 27.1%, to $4.0 million in the quarter, compared with $5.5 million in the same three-month period last year, due to lower commission and brokerage revenue. Commission income decreased as a result of lower Automobile fee income driven by the reduction in premiums earned and, to a lesser extent, lower fee income from other areas of the business. The brokerage revenue decrease is the result of lower excess of loss reinsurance spend from the reinsurance program that became effective July 1, 2018. |
• | Losses and loss adjustment expenses (“LAE”) increased $20.7 million, or 45.1%, to $66.8 million for the three months ended March 31, 2019, compared with $46.1 million for the same three-month period last year. The net loss ratio increased 19.2 percentage points, to 75.3% in the current quarter, as compared to 56.1% in the first quarter of 2018. The higher ratio was the result of $19.0 million of weather-related net losses in the quarter, which included $18.7 million of net losses from the March 2019 hail storm. |
• | The net expense ratio decreased 5.3 percentage points to 38.9% in the first quarter of 2019, as compared to 44.2% in the first quarter of 2018. The decrease in the ratio is primarily related to the lower reinsurance spend during the quarter driving higher net premiums earned. Commissions and other underwriting expenses decreased $2.0 million, or 6.6%, to $28.2 million for the three months ended March 31, 2019, compared with $30.2 million for the three months ended March 31, 2018. The decrease is made up of lower policy fee expense due to lower gross premiums earned in Automobile and lower salaries and wages from the impact of our headcount reduction initiatives. |
• | Interest expense increased $4.0 million to $5.1 million for the three months ended March 31, 2019, compared with $1.1 million in the prior year period. The increase in interest expense is the result of $3.6 million prepayment fees, including the write-off of remaining debt issuance costs, related to our previously announced repayment of $45 million of Senior Notes issued in December 2017 during the quarter. |
• | Homeowners net loss for the current quarter was $1.4 million, which included $18.7 million of pre-tax net losses related to a single hail storm, as mentioned above. Excluding this storm, Homeowners net income would have been $12.5 million with a combined ratio of 87.5%. Additionally, net premiums earned increased $10.4 million or 13.4% in the first quarter of 2019 as compared to the first quarter of 2018. |
• | Automobile's net loss for the first quarter of 2019 was $0.7 million, which includes $0.6 million of pre-tax adverse development, as compared to breakeven results in the first quarter of 2018. |
• | Other’s net loss was $1.8 million in the first quarter of 2019, as compared to net income of $0.6 million in the first quarter of 2018. Other's adjusted operating income (loss) was $(0.3) million and $1.4 million for these same period, with the decline primarily due to adverse prior year development in our commercial general liability book of business and higher interest expense, partially offset by $0.8 million higher pre-tax net investment income this quarter as compared to prior year quarter. |
• | Net realized and unrealized gains (losses), including, but not limited to, gains (losses) associated with investments and early extinguishment of debt; |
• | Acquisition, integration and other costs and the amortization of specifically identifiable intangibles (other than value of business acquired); |
• | Impairment of intangibles; |
• | Income (loss) from initial adoption of new regulations and accounting guidance; and |
• | Income (loss) from discontinued operations. |
• | Projections of revenues, income, earnings per share, dividends, capital structure or other financial items or measures; |
• | Descriptions of plans or objectives of management for future operations, insurance products or services; |
• | Forecasts of future insurable events, economic performance, liquidity, need for funding and income; and |
• | Descriptions of assumptions or estimates underlying or relating to any of the foregoing. |
As of or For the | |||||||||||
Three Months Ended | |||||||||||
2019 | 2018 | % Change | |||||||||
Net Income (Loss) Attributable to Common Shareholders | |||||||||||
Net income (loss): | |||||||||||
Homeowners | $ | (1,423 | ) | $ | 6,941 | (120.5 | )% | ||||
Automobile | (679 | ) | (41 | ) | 1,556.1 | % | |||||
Other | (1,763 | ) | 563 | (413.1 | )% | ||||||
Consolidated | $ | (3,865 | ) | $ | 7,463 | (151.8 | )% | ||||
Adjusted operating income (loss): | |||||||||||
Homeowners | $ | (1,387 | ) | $ | 7,117 | (119.5 | )% | ||||
Automobile | (679 | ) | (20 | ) | 3,295.0 | % | |||||
Other | (328 | ) | 1,367 | (124.0 | )% | ||||||
Consolidated | $ | (2,394 | ) | $ | 8,464 | (128.3 | )% | ||||
Per Common Share | |||||||||||
Net income (loss) - diluted | $ | (0.30 | ) | $ | 0.58 | (152.4 | )% | ||||
Adjusted operating income (loss) - diluted | (0.19 | ) | 0.65 | (128.6 | )% | ||||||
Dividends declared | 0.08 | 0.08 | — | % | |||||||
Book value | 16.98 | 16.36 | 3.8 | % | |||||||
Book value, excluding AOCI | 16.73 | 16.66 | 0.4 | % | |||||||
Return to Shareholders | |||||||||||
Repurchases of common stock | $ | — | $ | 5,000 | (100.0 | )% | |||||
Dividends declared | 1,041 | 1,043 | (0.2 | )% | |||||||
$ | 1,041 | $ | 6,043 | (82.8 | )% | ||||||
Revenue | |||||||||||
Total revenues | $ | 101,197 | $ | 93,077 | 8.7 | % | |||||
Adjusted operating revenues | 98,896 | 94,129 | 5.1 | % | |||||||
Gross premiums written | 132,233 | 134,395 | (1.6 | )% | |||||||
Gross premiums earned | 138,367 | 146,442 | (5.5 | )% | |||||||
Net premiums earned | 88,784 | 82,109 | 8.1 | % | |||||||
Ratios to Net Premiums Earned | |||||||||||
Net loss ratio | 75.3 | % | 56.1 | % | |||||||
Net expense ratio | 38.9 | % | 44.2 | % | |||||||
Combined ratio | 114.2 | % | 100.3 | % | |||||||
In-Force Homeowners Policies | |||||||||||
Florida | 244,228 | 265,184 | (7.9 | )% | |||||||
Non-Florida | 52,297 | 33,492 | 56.1 | % | |||||||
296,525 | 298,676 | (0.7 | )% |
Three Months Ended | ||||||||
March 31, | ||||||||
2019 | 2018 | |||||||
Revenues: | ||||||||
Net premiums earned | $ | 88,784 | $ | 82,109 | ||||
Net investment income | 3,710 | 2,943 | ||||||
Net realized and unrealized investment gains (losses) | 2,301 | (1,052 | ) | |||||
Direct written policy fees | 2,391 | 3,576 | ||||||
Other income | 4,011 | 5,501 | ||||||
Total revenues | 101,197 | 93,077 | ||||||
| ||||||||
Costs and expenses: | ||||||||
Losses and loss adjustment expenses | 66,839 | 46,071 | ||||||
Commissions and other underwriting expenses | 28,234 | 30,221 | ||||||
General and administrative expenses | 6,311 | 6,085 | ||||||
Interest expense | 5,051 | 1,084 | ||||||
Total costs and expenses | 106,435 | 83,461 | ||||||
| ||||||||
Income (loss) before income taxes | (5,238 | ) | 9,616 | |||||
Income tax expense (benefit) | (1,373 | ) | 2,371 | |||||
Net income (loss) | (3,865 | ) | 7,245 | |||||
Net income (loss) attributable to non-controlling interest | — | (218 | ) | |||||
Net income (loss) attributable to FedNat Holding Company shareholders | $ | (3,865 | ) | $ | 7,463 | |||
| ||||||||
Net Income (Loss) Per Common Share | ||||||||
Basic | $ | (0.30 | ) | $ | 0.58 | |||
Diluted | $ | (0.30 | ) | $ | 0.58 | |||
| ||||||||
Weighted Average Number of Shares of Common Stock Outstanding | ||||||||
Basic | 12,795 | 12,850 | ||||||
Diluted | 12,795 | 12,945 | ||||||
| ||||||||
Dividends Declared Per Common Share | $ | 0.08 | $ | 0.08 |
| Three Months Ended | |||||||
| March 31, | |||||||
| 2019 | 2018 | ||||||
| (In thousands) | |||||||
Gross premiums written: | ||||||||
Homeowners Florida | $ | 103,963 | $ | 108,371 | ||||
Homeowners non-Florida | 25,320 | 14,444 | ||||||
Automobile | (1 | ) | 6,347 | |||||
Commercial general liability | (53 | ) | 2,514 | |||||
Federal flood | 3,004 | 2,719 | ||||||
Total gross premiums written | $ | 132,233 | $ | 134,395 |
| Three Months Ended | |||||||
| March 31, | |||||||
| 2019 | 2018 | ||||||
| (In thousands) | |||||||
Gross premiums earned: | ||||||||
Homeowners Florida | $ | 112,672 | $ | 118,824 | ||||
Homeowners non-Florida | 21,170 | 13,639 | ||||||
Automobile | 22 | 8,328 | ||||||
Commercial general liability | 1,036 | 2,629 | ||||||
Federal flood | 3,467 | 3,022 | ||||||
Total gross premiums earned | $ | 138,367 | $ | 146,442 |
| Three Months Ended | |||||||
| March 31, | |||||||
| 2019 | 2018 | ||||||
| (In thousands) | |||||||
Net premiums earned: | ||||||||
Homeowners | $ | 87,811 | $ | 77,405 | ||||
Automobile | 5 | 2,211 | ||||||
Commercial general liability | 968 | 2,493 | ||||||
Total net premiums earned | $ | 88,784 | $ | 82,109 |
| Three Months Ended | |||||||
| March 31, | |||||||
| 2019 | 2018 | ||||||
| (In thousands) | |||||||
Commissions and other underwriting expenses: | ||||||||
Homeowners Florida | $ | 13,222 | $ | 14,363 | ||||
All others | 5,267 | 4,800 | ||||||
Ceding commissions | (2,784 | ) | (3,715 | ) | ||||
Total commissions | 15,705 | 15,448 | ||||||
Automobile | 3 | 1,467 | ||||||
Homeowners non-Florida | 676 | 186 | ||||||
Total fees | 679 | 1,653 | ||||||
Salaries and wages | 3,322 | 3,766 | ||||||
Other underwriting expenses | 8,528 | 9,354 | ||||||
Total commissions and other underwriting expenses | $ | 28,234 | $ | 30,221 |
| Three Months Ended | |||||
| March 31, | |||||
| 2019 | 2018 | ||||
Net loss ratio | 75.3 | % | 56.1 | % | ||
Net expense ratio | 38.9 | % | 44.2 | % | ||
Combined ratio | 114.2 | % | 100.3 | % | ||
Gross loss ratio | 211.4 | % | 123.5 | % | ||
Gross expense ratio | 27.0 | % | 27.3 | % |
| March 31, | December 31, | ||||||
| 2019 | 2018 | ||||||
ASSETS | (In thousands) | |||||||
Investments: | ||||||||
Debt securities, available-for-sale, at fair value | $ | 443,458 | $ | 428,641 | ||||
Debt securities, held-to-maturity, at amortized cost | 4,552 | 5,126 | ||||||
Equity securities, at fair value | 20,824 | 17,758 | ||||||
Total investments | 468,834 | 451,525 | ||||||
Cash and cash equivalents | 100,589 | 64,423 | ||||||
Prepaid reinsurance premiums | 69,858 | 108,577 | ||||||
Premiums receivable, net of allowance | 22,684 | 29,791 | ||||||
Reinsurance recoverable, net | 301,922 | 211,424 | ||||||
Deferred acquisition costs, net | 40,232 | 39,436 | ||||||
Income taxes, net | 4,027 | 5,220 | ||||||
Other assets | 27,441 | 14,975 | ||||||
Total assets | $ | 1,035,587 | $ | 925,371 | ||||
| ||||||||
LIABILITIES AND SHAREHOLDERS’ EQUITY | ||||||||
Liabilities | ||||||||
Loss and loss adjustment expense reserves | $ | 374,124 | $ | 296,230 | ||||
Unearned premiums | 275,860 | 281,992 | ||||||
Reinsurance payable | 31,399 | 63,599 | ||||||
Long-term debt, net of deferred financing costs | 98,401 | 44,404 | ||||||
Deferred revenue | 4,567 | 4,585 | ||||||
Other liabilities | 33,320 | 19,302 | ||||||
Total liabilities | 817,671 | 710,112 | ||||||
Shareholders' Equity | ||||||||
Preferred stock, $0.01 par value: 1,000,000 shares authorized | — | — | ||||||
Common stock, $0.01 par value: 25,000,000 shares authorized; 12,836,401 and 12,784,444 shares issued and outstanding, respectively | 128 | 128 | ||||||
Additional paid-in capital | 141,803 | 141,128 | ||||||
Accumulated other comprehensive income (loss) | 3,138 | (3,750 | ) | |||||
Retained earnings | 72,847 | 77,753 | ||||||
Total shareholders’ equity attributable to FedNat Holding Company shareholders | 217,916 | 215,259 | ||||||
Non-controlling interest | — | — | ||||||
Total shareholders’ equity | 217,916 | 215,259 | ||||||
Total liabilities and shareholders' equity | $ | 1,035,587 | $ | 925,371 |
| Three Months Ended March 31, | ||||||||||||||||||||||||||||||
| 2019 | 2018 | |||||||||||||||||||||||||||||
| Homeowners | Automobile | Other | Consolidated | Homeowners | Automobile | Other | Consolidated | |||||||||||||||||||||||
| (Dollars in thousands) | ||||||||||||||||||||||||||||||
Revenues: | |||||||||||||||||||||||||||||||
Gross premiums written | $ | 129,283 | $ | (1 | ) | $ | 2,951 | $ | 132,233 | $ | 122,815 | $ | 6,347 | $ | 5,233 | $ | 134,395 | ||||||||||||||
Gross premiums earned | 133,842 | 22 | 4,503 | 138,367 | 132,463 | 8,328 | 5,651 | 146,442 | |||||||||||||||||||||||
Ceded premiums | (46,031 | ) | (17 | ) | (3,535 | ) | (49,583 | ) | (55,058 | ) | (6,117 | ) | (3,158 | ) | (64,333 | ) | |||||||||||||||
Net premiums earned | 87,811 | 5 | 968 | 88,784 | 77,405 | 2,211 | 2,493 | 82,109 | |||||||||||||||||||||||
Net investment income | — | — | 3,710 | 3,710 | — | — | 2,943 | 2,943 | |||||||||||||||||||||||
Net realized and unrealized investment gains (losses) | — | — | 2,301 | 2,301 | — | — | (1,052 | ) | (1,052 | ) | |||||||||||||||||||||
Direct written policy fees | 2,298 | 3 | 90 | 2,391 | 1,923 | 1,467 | 186 | 3,576 | |||||||||||||||||||||||
Other income | 3,542 | 12 | 457 | 4,011 | 3,977 | 488 | 1,036 | 5,501 | |||||||||||||||||||||||
Total revenues | 93,651 | 20 | 7,526 | 101,197 | 83,305 | 4,166 | 5,606 | 93,077 | |||||||||||||||||||||||
Costs and expenses: | |||||||||||||||||||||||||||||||
Losses and loss adjustment expenses | 63,330 | 844 | 2,665 | 66,839 | 41,955 | 2,236 | 1,880 | 46,071 | |||||||||||||||||||||||
Commissions and other underwriting expenses | 27,367 | 35 | 832 | 28,234 | 27,356 | 1,860 | 1,005 | 30,221 | |||||||||||||||||||||||
General and administrative expenses | 4,860 | 50 | 1,401 | 6,311 | 4,889 | 125 | 1,071 | 6,085 | |||||||||||||||||||||||
Interest expense | — | — | 5,051 | 5,051 | 100 | — | 984 | 1,084 | |||||||||||||||||||||||
Total costs and expenses | 95,557 | 929 | 9,949 | 106,435 | 74,300 | 4,221 | 4,940 | 83,461 | |||||||||||||||||||||||
Income (loss) before income taxes | (1,906 | ) | (909 | ) | (2,423 | ) | (5,238 | ) | 9,005 | (55 | ) | 666 | 9,616 | ||||||||||||||||||
Income tax expense (benefit) | (483 | ) | (230 | ) | (660 | ) | (1,373 | ) | 2,282 | (14 | ) | 103 | 2,371 | ||||||||||||||||||
Net income (loss) | (1,423 | ) | (679 | ) | (1,763 | ) | (3,865 | ) | 6,723 | (41 | ) | 563 | 7,245 | ||||||||||||||||||
Net income (loss) attributable to non-controlling interest | — | — | — | — | (218 | ) | — | — | (218 | ) | |||||||||||||||||||||
Net income (loss) attributable to FNHC shareholders | $ | (1,423 | ) | $ | (679 | ) | $ | (1,763 | ) | $ | (3,865 | ) | $ | 6,941 | $ | (41 | ) | $ | 563 | $ | 7,463 | ||||||||||
Ratios to net premiums earned: | |||||||||||||||||||||||||||||||
Net loss ratio | 72.1 | % | NCM | 275.3 | % | 75.3 | % | 54.2 | % | 101.1 | % | 75.4 | % | 56.1 | % | ||||||||||||||||
Net expense ratio | 36.7 | % | 38.9 | % | 41.7 | % | 44.2 | % | |||||||||||||||||||||||
Combined ratio | 108.8 | % | 114.2 | % | 95.9 | % | 100.3 | % |
As of or For the Three Months Ended March 31, | ||||||||||||||||||||||||||||||||
2019 | 2018 | |||||||||||||||||||||||||||||||
Homeowners | Automobile | Other | Consolidated | Homeowners | Automobile | Other | Consolidated | |||||||||||||||||||||||||
Revenue | ||||||||||||||||||||||||||||||||
Total revenues | $ | 93,651 | $ | 20 | $ | 7,526 | $ | 101,197 | $ | 83,305 | $ | 4,166 | $ | 5,606 | $ | 93,077 | ||||||||||||||||
Less: | ||||||||||||||||||||||||||||||||
Net realized and unrealized investment gains (losses) | — | — | 2,301 | 2,301 | — | — | (1,052 | ) | (1,052 | ) | ||||||||||||||||||||||
Adjusted operating revenues | $ | 93,651 | $ | 20 | $ | 5,225 | $ | 98,896 | $ | 83,305 | $ | 4,166 | $ | 6,658 | $ | 94,129 | ||||||||||||||||
Net Income (Loss) | ||||||||||||||||||||||||||||||||
Net income (loss) | $ | (1,423 | ) | $ | (679 | ) | $ | (1,763 | ) | $ | (3,865 | ) | $ | 6,941 | $ | (41 | ) | $ | 563 | $ | 7,463 | |||||||||||
Less: | ||||||||||||||||||||||||||||||||
Net realized and unrealized investment gains (losses) | — | — | 1,718 | 1,718 | — | — | (785 | ) | (785 | ) | ||||||||||||||||||||||
Acquisition and other costs | (36 | ) | — | (484 | ) | (520 | ) | (176 | ) | (21 | ) | (19 | ) | (216 | ) | |||||||||||||||||
Gain (loss) on early extinguishment of debt | — | — | (2,669 | ) | (2,669 | ) | — | — | — | — | ||||||||||||||||||||||
Adjusted operating income (loss) | $ | (1,387 | ) | $ | (679 | ) | $ | (328 | ) | $ | (2,394 | ) | $ | 7,117 | $ | (20 | ) | $ | 1,367 | $ | 8,464 | |||||||||||
Income tax rate assumed for reconciling items above | 25.35 | % | 25.35 | % | 25.35 | % | 25.35 | % | 25.35 | % | 25.35 | % | 25.35 | % | 25.35 | % | ||||||||||||||||
Per Common Share | ||||||||||||||||||||||||||||||||
Book value | $ | 16.98 | $ | 16.36 | ||||||||||||||||||||||||||||
Less: | ||||||||||||||||||||||||||||||||
AOCI | 0.24 | (0.30 | ) | |||||||||||||||||||||||||||||
Book value, excluding AOCI | $ | 16.73 | $ | 16.66 |