-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, J5gwIHRhSMZ6Xa1xqmfFSB6PtcXxy2k6Q4ZnrBWXztCStC0NC930ehvqGywjiZX0 ipkR+jq+EUmiRWiNITTqIA== 0001157523-08-006509.txt : 20080807 0001157523-08-006509.hdr.sgml : 20080807 20080807060759 ACCESSION NUMBER: 0001157523-08-006509 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20080807 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20080807 DATE AS OF CHANGE: 20080807 FILER: COMPANY DATA: COMPANY CONFORMED NAME: Tower Group, Inc. CENTRAL INDEX KEY: 0001289592 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 133894120 STATE OF INCORPORATION: DE FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-50990 FILM NUMBER: 08996445 BUSINESS ADDRESS: STREET 1: 120 BROADWAY STREET 2: 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10271 BUSINESS PHONE: (212) 655-2000 MAIL ADDRESS: STREET 1: 120 BROADWAY STREET 2: 14TH FLOOR CITY: NEW YORK STATE: NY ZIP: 10271 8-K 1 a5750716.htm TOWER GROUP, INC. 8-K

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 7, 2008


Tower Group, Inc.
(Exact name of registrant as specified in its charter)

Delaware

000-50990

13-3894120

(State or other jurisdiction

of incorporation)

(Commission File Number)

 

(I.R.S. Employer

Identification No.)

120 Broadway, 31st Floor
New York, NY 10271

(Address of principal executive offices)

(212) 655-2000
(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 (see General Instruction A.2. below):

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.

          The following information, including the Exhibit to this Form 8-K, is being furnished pursuant to Item 2.02 – Results of Operations and Financial Condition on Form 8-K.

          On August 7, 2008, Tower Group, Inc. issued a press release announcing its results of operations for the second quarter and year ended June 30, 2008.  A copy of the press release is attached as Exhibit 99.1 to this Form 8-K and is incorporated by reference to this Item 2.02 as if fully set forth herein.

Item 9.01.  FINANCIAL STATEMENTS AND EXHIBITS.

          The following exhibits are filed as part of this report.

Number

 

Description

99.1 Copy of press release issued by Tower Group, Inc. dated August 7, 2008

          This information is not deemed to be “filed” for the purposes of Section 18 of the Securities Exchange Act of 1934 and is not incorporated by reference into any Securities Act registration statements.

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.

 

Tower Group, Inc.

(Registrant)

 
Date: August 7, 2008

/s/ Francis M. Colalucci

FRANCIS M. COLALUCCI

Senior Vice President, Chief
Financial Officer and Treasurer

EX-99.1 2 a5750716ex99_1.htm EXHIBIT 99.1

Exhibit 99.1

Tower Group, Inc. Reports Record Premium Volume in Second Quarter 2008

NEW YORK--(BUSINESS WIRE)--Tower Group, Inc. (NASDAQ: TWGP) today reported its financial results for the second quarter of 2008. For the three months ended June 30, 2008, net income totaled $10.2 million as compared to net income of $12.4 million in the second quarter of 2007. Tower reported diluted earnings per share of $0.44 for the second quarter of 2008 as compared to $0.53 per share for the same period in 2007.

Key Operating Highlights (all percentage increases compare the second quarter 2008 results to the same period in 2007):

  • Net income and diluted earnings per share excluding realized investment gains or losses (1), increased by 24.6% to $15.4 million and $0.66, respectively.
  • Gross premiums written increased to $166 million and premiums produced by TRM increased to $36.1 million.
  • Gross premiums written and produced(2) increased 34.8% to $201.2 million.
  • Commission and fee based revenue increased 88.9% to $36.3 million.
  • Strong underwriting profitability: combined ratio of 81.6% versus 85.2% in the prior year’s second quarter.

(1) Note on Non-GAAP Financial Measures: Net income excluding realized investment gains or losses is a common performance measurement for insurance companies. We believe this presentation enhances the understanding of our results of operations by highlighting the underlying profitability of our insurance business. The tax rate used to calculate the net realized gains or losses on investments, net of tax, is 35%.

(2) Gross premiums written through our insurance subsidiaries and produced as managing general agent on behalf of other insurance companies, excluding assumed premiums written of $0.9 million, which was included in premiums produced by TRM.


Financial Summary ($ in thousands, except per share data):

   
Three Months Ended Six Months Ended
June 30,   June 30,
2008   2007   2008   2007
Gross premiums written $165,962   $148,836 $301,075   $259,716
Premiums produced by managing general agency 36,099 716 59,390 661
Net premiums written 82,626 69,684 150,980 117,716
Net premiums earned 70,114 74,035 138,544 134,418
Total commission and fee income 36,288 19,214 67,180 35,210
Net investment income 8,366 9,446 18,162 17,401
Net realized (losses) gains on investments (7,970) 89 (6,596) 72
 
Total revenues 106,798 102,784 217,290 187,101
Other income 762 734 1,522 4,128
Net Income 10,169 12,379 25,022 24,007
Earnings per share – Basic $0.44 $0.54 $1.09 $1.04
Earnings per share – Diluted $0.44 $0.53 $1.08 $1.03
Return on Average Equity 12.8% 17.2% 15.9% 21.7%
 
Reconciliation of non-GAAP financial measures:
Net income

$10,169

$12,379

$25,022

$24,007

Net realized (losses) gains on investments, net of tax (5,181) 58 (4,287) 47
Net income excluding realized investment gains or losses 15,350 12,321 29,309 23,960
Excluding realized investment gains or losses:
Earnings per share – Basic $0.67 $0.54 $1.27 $1.04
Earnings per share – Diluted $0.66 $0.53 $1.26 $1.03
Return on Average Equity 19.3% 17.1% 18.6% 21.6%

Michael H. Lee, President and Chief Executive Officer of Tower Group, Inc. stated, “We are very pleased with our second quarter operating results as well as the recently announced transaction to acquire CastlePoint Holdings, Ltd. Our positive operating results for the quarter continue to be driven by strong top line growth and a favorable combined ratio. We continue to experience strong demand for our products in the Northeast and continue to be encouraged by the progress we are making with our expansion into other parts of the country. Although we realized losses related to certain investments, we expect our projected book value and book value per share for year-end 2008 to increase significantly as a result the CastlePoint transaction. As we move towards the closing of the CastlePoint transaction and realize strong benefits from our combined businesses, we believe we are positioned to maintain our growth and profitability in the future. ”

Gross premiums written increased to $166.0 million in the second quarter, which was 11.5% higher than in the second quarter of 2007.

Total revenues increased 3.9% to $106.8 million in the second quarter of 2008 as compared to $102.8 million in the prior year's second quarter. Net premiums earned represented 65.7% of total revenues for the three months ended June 30, 2008 compared to 72.0% for the same period in 2007. For the second quarter of 2008, we produced $35.0 million of premiums on behalf of CastlePoint Insurance Company through our insurance services segment resulting in $11.1 million in fee income.


Total commission and fee income increased 88.9% to $36.3 million in the second quarter of 2008 compared to $19.2 million in the second quarter of 2007.

Net investment income decreased by 11.4% to $8.4 million for the three months ended June 30, 2008 compared to $9.4 million for the same period in 2007. On a tax equivalent basis, the yield was 5.4% as of June 30, 2008 compared to 5.8% as of June 30, 2007. In addition, Tower determined that 15 non-agency residential mortgage-backed securities were other-than-temporarily impaired and realized a loss of $8.3 million.

Gross loss and loss adjustment expenses and the gross loss ratio for the three months ended June 30, 2008 were $70.0 million and 50.4%, respectively, compared to $66.8 million and 51.2%, respectively, in the same period in 2007. The net loss ratio was 52.6% in the three months ended June 30, 2008 and 54.9% in the same period in 2007.

Operating expenses were $52.2 million for the three months ended June 30, 2008 as compared to $41.2 million for the same period in 2007. Our gross expense ratio was unchanged at 30.2% for the three months ended June 30, 2008 as compared with the same period in 2007.

Additional Highlights and Disclosures:

Acquisition of CastlePoint Holdings, Ltd.

On August 5, 2008, Tower and CastlePoint Holdings, Ltd. ("CastlePoint") announced that they had entered into a definitive agreement for the acquisition of CastlePoint by Tower in a transaction valued at approximately $490 million. Under the terms of that agreement and based on the closing stock price for Tower of $23.09 on August 4th, 2008, CastlePoint shareholders would receive a combination of Tower common stock and cash equal to $12.68 per CastlePoint share. CastlePoint shareholders (other than Tower) will receive 0.47 shares of Tower common stock and cash consideration of $1.83 for each share of CastlePoint common stock. The exchange ratio is subject to adjustment based on Tower's volume weighted average price per share during a 15 day trading window prior to closing, and will be fixed at 0.47 if the average price of Tower stock during such period is equal to or greater than $20.00 and equal to or less than $26.00. If the average stock price during such period is greater than $26.00, the exchange ratio will be adjusted downward to provide CastlePoint shareholders with a fixed value per share of $14.05 (including $1.83 of cash per share). If the average stock price during such period is less than $20.00 but equal to or more than $17.50, the exchange ratio will be adjusted upward to provide CastlePoint shareholders with a fixed value per share of $11.23 (including $1.83 of cash per share). However, if Tower's average stock price during such period falls below $17.50, the exchange ratio will be fixed at 0.5371, and CastlePoint will have the right, for a limited period, to terminate the agreement, unless Tower elects to add Tower shares or cash to provide CastlePoint shareholders with a value per share of $11.23 (including the amount in cash per share). The acquisition is not expected to require any external financing.


Dividend Declaration

Tower Group, Inc. announced today that the Company's Board of Directors has approved a quarterly dividend of $0.05 per share payable September 26, 2008 to stockholders of record as of September 15, 2008.

2008 and 2009 Guidance

Tower expects third quarter 2008 diluted earnings per share and net income, excluding realized investment gains and losses, to be in a range of $0.70 and $0.75 and $16.3 million to $17.5 million, respectively. For the full year 2008, Tower projects diluted earnings per share to be in the range between $2.90 and $3.00, excluding realized investment gains and losses. Tower also projects year-end 2008 book value per share to increase by 39% at the midpoint to a range of $18.45 to $18.65 on a pro forma basis from $13.34 at year-end 2007.

For 2009, including the effects of the CastlePoint transaction, Tower projects diluted earnings per share, excluding realized investment gains and losses, to be in a range between $3.20 and $3.40 per diluted share. Combined gross premiums written is projected to be in a range between $1.1 to $1.2 billion for 2009 and stockholders’ equity is expected to increase to approximately $865 million at year-end 2009.

About Tower Group, Inc.

Tower Group, Inc. offers property and casualty insurance products and services through its operating subsidiaries. Its insurance company subsidiaries offer insurance products to individuals and small to medium-sized businesses. Tower Group's insurance services subsidiaries provide underwriting, claims and reinsurance brokerage services to other insurance companies.


Cautionary Note Regarding Forward-Looking Statements

The Private Securities Litigation Reform Act of 1995 provides a "safe harbor" for forward-looking statements. This release or any other written or oral statements made by or on behalf of the Company may include forward-looking statements that reflect the Company's current views with respect to future events and financial performance. All statements other than statements of historical fact included in this release are forward-looking statements. Forward-looking statements can generally be identified by the use of forward-looking terminology such as "may," "will," "plan," "expect," "project", "intend," "estimate," "anticipate," "believe" or "continue" or their negative or variations or similar terminology. All forward-looking statements address matters that involve risks and uncertainties. Accordingly, there are or will be important factors that could cause our actual results to differ materially from those indicated in these statements. The following factors, among others, could cause or contribute to such material differences: the ability to obtain governmental approvals or rulings on or regarding the transaction on the proposed terms and schedule; the failure of the shareholders of CastlePoint or the stockholders of Tower to approve the amalgamation; the failure to satisfy the closing conditions to the transaction; the risk that the businesses will not be integrated successfully or that such integration may be more difficult, time-consuming or costly than expected; the risk that the revenue opportunities, cost savings and other anticipated synergies from the merger may not be fully realized or may take longer to realize than expected; disruption from the amalgamation making it difficult to maintain relationships with customers, employees, brokers and managing general agents; the risk that the U.S. or Bermuda tax authorities may view the tax treatment of merger and/or the other transactions contemplated by the merger agreement differently from CastlePoint and Tower’s tax advisors; costs relating to the transaction; ineffectiveness or obsolescence of the business strategy due to changes in current or future market conditions; increased competition on the basis of pricing, capacity, coverage terms or other factors; greater frequency or severity of claims and loss activity, including as a result of natural or man-made catastrophic events, than the underwriting, reserving or investment practices of CastlePoint or Tower anticipate based on historical experience or industry data; the ability to obtain necessary governmental licenses; the ability to hire and retain executive officers and other key personnel; the effects of acts of terrorism or war; developments in the world's financial and capital markets that adversely affect the performance of CastlePoint and Tower's investments; changes in regulations or laws applicable to CastlePoint, Tower and their respective subsidiaries, brokers or customers, including tax laws in Bermuda and the United States; acceptance of products and services, including new products and services; changes in the availability, cost or quality of reinsurance and failure of CastlePoint's or Tower’s reinsurers to pay claims timely or at all; decreased demand for CastlePoint or Tower’s insurance or reinsurance products; the effects of mergers, acquisitions and divestitures in the insurance and reinsurance sectors; changes in rating agency policies or practices; changes in legal theories of liability under CastlePoint and Tower’s insurance policies or the policies that it reinsures; changes in accounting policies or practices; and changes in general economic conditions, including inflation and other factors. Forward-looking statements speak only as of the date on which they are made, and the Company undertakes no obligation to update publicly or revise any forward-looking statement, whether as a result of new information, future developments or otherwise.


Additional Information

The proposed acquisition of CastlePoint will be submitted to shareholders of Tower and CastlePoint for their consideration. Shareholders are urged to read the joint proxy statement/prospectus regarding the proposed acquisition when it becomes available because it will contain important information. Shareholders will be able to obtain a free copy of the joint proxy statement/prospectus, as well as other filings containing information about Tower and CastlePoint, without charge, at the Securities Exchange Commission’s Internet site (www.sec.gov). Copies of the joint proxy statement/prospectus and the filings with the Securities and Exchange Commission that will be incorporated by reference in the joint proxy statement/prospectus can also be obtained, without charge, by accessing the companies’ websites: http://www.twrgrp.com or http://www.castlepoint.bm.

Tower and CastlePoint, their respective directors and executive officers and other persons may be deemed to be participants in the solicitations of proxies from the shareholders of Tower and/or CastlePoint in respect of the proposed acquisition. Information regarding Tower’s directors and executive officers is available in its proxy statement filed with the Securities and Exchange Commission by Tower on April 11, 2008, and information regarding CastlePoint’s directors and executive officers is available in it proxy statement filed with the Securities and Exchange Commission by CastlePoint on April 29, 2008. Additional information regarding the participants in the proxy solicitation and a description of their direct and indirect interests, by security holdings or otherwise, will be contained in the joint proxy statement/prospectus when it becomes available.

This press release shall not constitute an offer to sell or the solicitation of an offer to sell or the solicitation of an offer to buy any securities, nor shall there be any sale of securities in any jurisdiction in which such offer, solicitation or sale would be unlawful prior to registration or qualification under the securities laws of such jurisdiction. No offering of securities shall be made except by means of a joint proxy statement/prospectus meeting the requirements of Section 10 of the Securities Act of 1933, as amended.

For more information visit Tower's website at

http://www.twrgrp.com/.


Tower has changed the presentation of its business results by combining its previously reported Insurance Segment with its Reinsurance Segment since reporting this segment separately was no longer meaningful. This will result in reporting two operating segments: the Insurance Segment which offers a broad range of property and casualty insurance products and services to small to mid-sized businesses and to individuals primarily in the Northeast states and which assumes reinsurance and the Insurance Services Segment which provides insurance brokering, claim administration, reinsurance intermediary services and other administrative services.

Insurance Segment Results of Operations

Second Quarter

($ in thousands)
     
Three Months Ended
June 30
Revenues 2008 2007 Change (%)
Premiums Earned
Gross premiums earned $138,634 $130,621 6.1%
Less: Ceded premiums earned (68,520) (56,586) 21.1%
Net premiums earned 70,114 74,035 -5.3%
Ceding commission revenue 21,491 17,032 26.2%
Policy billings fees 459 543 -15.5%
Total 92,064 91,610 0.5%
 
Expenses
Loss and loss adjustment expenses
Gross loss and loss adjustment expenses 69,951 66,826 4.7%
Less: ceded loss and loss adjustment expenses (33,028) (26,215) 26.0%
Net loss and loss adjustment expenses 36,923 40,611 -9.1%
Underwriting expenses
Direct commission expense 24,872 21,663 14.8%
Other underwriting expenses 17,392 18,309 -5.0%
Total underwriting expenses 42,264 39,972 5.7%
 
Underwriting Profit

$12,877

$11,027

16.8%
 
Key Measures
Premiums written
Gross premiums written $165,962 $148,836 11.5%
Less: ceded premiums written (83,336) (79,152) 5.3%
Net premiums written $82,626 $69,684 18.6%
Loss Ratios
Gross 50.4% 51.2%
Net 52.6% 54.9%
Accident Year Loss Ratios
Gross 51.5% 51.9%
Net 54.5% 54.9%
Underwriting Expense Ratios
Gross 30.2% 30.2%
Net 29.0% 30.3%
Combined Ratios
Gross 80.6% 81.4%
Net 81.6% 85.2%

Insurance Segment Results of Operations

First Six Months
($ in thousands)
     
Six Months Ended
June 30
Revenues 2008 2007 Change (%)
Premiums Earned
Gross premiums earned $273,771 $239,248 14.4%
Less: Ceded premiums earned (135,227) (104,830) 29.0%
Net premiums earned 138,544 134,418 3.1%
Ceding commission revenue 42,145 31,266 34.8%
Policy billings fees 961 845 13.7%
Total 181,650 166,529 9.1%
 
Expenses
Loss and loss adjustment expenses
Gross loss and loss adjustment expenses 137,082 124,168 10.4%
Less: ceded loss and loss adjustment expenses (62,863) (49,647) 26.6%
Net loss and loss adjustment expenses 74,219 74,521 -0.4%
Underwriting expenses
Direct commission expense 48,110 40,292 19.4%
Other underwriting expenses 36,140 32,217 12.2%
Total underwriting expenses 84,250 72,509 16.2%
 
Underwriting Profit $23,181

$19,499

18.9%
 
Key Measures
Premiums written
Gross premiums written $301,075 $259,716 15.9%
Less: ceded premiums written (150,095) (142,000) 5.7%
Net premiums written $150,980 $117,716 28.3%
Loss Ratios
Gross 50.1% 51.9%
Net 53.6% 55.4%
Accident Year Loss Ratios
Gross 51.0% 52.4%
Net 54.5% 55.5%
Underwriting Expense Ratios
Gross 30.4% 30.0%
Net 29.7% 30.1%
Combined Ratios
Gross 80.5% 81.9%
Net 83.3% 85.5%

Insurance Services Segment Results of Operations

($ in thousands)

   
Three Months Ended Six Months Ended
June 30, June 30,
2008   2007 2008   2007
Revenues
Direct commission revenue from managing general agency $11,796 $572 $20,067 $1,060
Claims administration revenue 1,013 535 1,970 1,100
Other administrative revenue (1) 1,209 347 1,580 598
Reinsurance intermediary fees(2) 224 185 285 341
Policy billing fees 96 - 172 -
Total Revenues 14,338 1,639 24,074 3,099
Expenses
Direct commissions expense paid to producers 5,154 144 8,525 151
Other insurance services expenses 3,171 358 4,745 615
Claims expense reimbursement to TICNY(3) 1,013 533 1,970 1,098
Total Expenses 9,338 1,035 15,240 1,864
Insurance Services Pre-tax Income $5,000 $604

$8,834

$1,235
Premium produced by TRM on behalf of issuing companies $36,099 $716

$59,390

$661
 

(1) Other administration revenue includes amounts reimbursed by CastlePoint Reinsurance for services rendered pursuant to a service and expense sharing agreement.

(2) Reinsurance intermediary fees include commissions earned for placement of reinsurance on behalf of our insurance subsidiaries.

(3) Consists of underwriting expenses reimbursed to TICNY pursuant to an expense sharing agreement.


Tower Group, Inc.

Consolidated Balance Sheets

   
(Unaudited)

June 30,

2008

December 31, 2007

($ in thousands, except par value and share amounts)

Assets
Fixed-maturity securities, available-for-sale, at fair value (amortized cost of $605,884 and $616,757) $579,163 $606,488
Equity securities, available-for-sale, at fair value (cost of $7,051 and $14,429) 5,778 12,580
Total investments 584,941 619,068
Cash and cash equivalents 100,258 77,679
Investment income receivable 6,993 6,546
Agents' balances receivable 122,797 122,763
Reinsurance recoverable 231,304 207,828
Prepaid reinsurance premiums 142,295 124,834
Deferred acquisition costs, net of deferred ceding commission revenue 47,502 39,271
Deferred income taxes 21,548 22,802
Intangible assets 21,067 21,670
Goodwill 18,962 13,281
Fixed assets, net of accumulated depreciation 36,290 32,337
Investment in unconsolidated affiliate 32,838 32,615
Other assets 40,236 33,917
Total Assets $1,407,031 $1,354,611

Liabilities

Loss and loss adjustment expenses $519,578 $501,183
Unearned premium 299,778 272,774
Reinsurance balances payable 80,417 58,740
Payable to issuing carriers 27,121 42,855
Funds held under reinsurance agreements 30,368 36,841
Accounts payable, accrued liabilities and other liabilities 26,568 31,795
Subordinated debentures 101,036 101,036
Total Liabilities 1,084,866 1,045,224

Stockholders' Equity

Common stock ($0.01 par value per share; 40,000,000 shares authorized; 23,379,981 and 23,225,039 shares issued, and 23,316,833 and 23,185,173 shares outstanding) 234 232
Treasury stock (63,148 and 39,866 shares) (1,039) (493)
Paid-in-capital 206,817 205,435
Accumulated other comprehensive net loss (19,102) (8,322)
Retained earnings 135,255 112,535
Total Stockholders' Equity 322,165 309,387
Total Liabilities and Stockholders' Equity $1,407,031 $1,354,611

Tower Group, Inc.

Consolidated Statements of Income and

Comprehensive Net Income

(Unaudited)

   
Three Months Ended Six Months Ended
June 30, June 30,
2008   2007 2008   2007
($ in thousands, except share and per share amounts)
Revenues
Net premiums earned $70,114 $74,035 $138,544 $134,418
Ceding commission revenue 21,491 17,032 42,145 31,266
Insurance services revenue 14,242 1,639 23,902 3,099
Net investment income 8,366 9,446 18,162 17,401
Net realized (losses) gains on investments (7,970) 89 (6,596) 72
Policy billing fees 555 543 1,133 845
Total revenues 106,798 102,784 217,290 187,101
Expenses
Loss and loss adjustment expenses 36,923 40,611 74,219 74,521
Direct and ceding commission expense 30,026 21,808 56,634 40,443
Other operating expenses 22,193 19,432 43,858 34,521
Interest expense 2,161 2,446 4,484 4,530
Total expenses 91,303 84,297 179,195 154,015
 
Other Income
Equity income in unconsolidated affiliate 762 734 1,522 1,423
Gain from issuance of common stock of unconsolidated affiliate - - - 2,705
Income before income taxes 16,257 19,221 39,617 37,214
Income tax expense 6,088 6,842 14,595 13,207
Net income $10,169 $12,379 $25,022 $24,007
 
Gross unrealized investment holding losses arising during period (9,550) (11,575) (22,074) (11,029)
Equity in net unrealized losses in investment in unconsolidated affiliate’s investment portfolio (324) (477) (1,107) (422)
Less: reclassification adjustment for losses (gains) included in net income 7,970 (89) 6,596 (72)
Income tax benefit (expense) related to items of other comprehensive income 666 4,249 5,805 4,033
Comprehensive Net Income $8,931 $4,487 $14,242 $16,517
 
Earnings Per Share
Basic earnings per common share $0.44 $0.54 $1.09 $1.04
Diluted earnings per common share $0.44 $0.53 $1.08 $1.03
 
Weighted Average Common Shares Outstanding:
Basic 23,040,952 22,895,783 23,018,275 22,442,345
Diluted 23,266,866 23,169,573 23,239,227 22,729,005
 
Dividends declared and paid per common share:
Common stock $0.05 $0.025 $0.10 $0.05

CONTACT:
Tower Group, Inc.
Thomas Song, 212-655-4789
Managing Vice President
tsong@twrgrp.com

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