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Exhibit 99.1
AMERICAN PHYSICIANS SERVICE GROUP, INC. REPORTS
THIRD QUARTER EARNINGS
AUSTIN, TX – (MARKET WIRE) – November 2, 2010 – American Physicians Service Group, Inc. (“APS”) (NASDAQ: AMPH) today announced results for the quarter and nine months ended September 30, 2010. For the three months ended September 30, 2010, revenues were $18.3 million compared to $19.9 million for the same period last year. For the nine months ended September 30, 2010, revenues were $55.4 million compared to $55.8 million in the same period last year. Net earnings for the third quarter were $4.9 million or $.71 per diluted share, compared to $6.4 million or $.92 per diluted share, in the same period last year. Net earnings for the first nine months were $15.6 million or $2.25 per diluted share, compared to $16.1 million or $2.28 per diluted share in the same period last year.
Ken Shifrin, APS Chairman of the Board, stated, “On September 1, 2010 we announced our agreement to merge with ProAssurance Corporation for $32.50 cash per common share. While this quarter’s earnings were excellent, they declined from the prior period due to non-recurring transaction related expenses of $1.5 million, including legal and other professional expenses, a fairness opinion, and certain compensation expenses.”
Tim LaFrey, President of APS, added, “A competitive environment spurred by the success of tort reform in Texas continues to put pressure on prices and thus premium revenue in our largest market. Conversely, tort reform benefits us with low claims frequency and our underwriting margin continues to be very favorable. On the investment side, recurring investment income is beginning to stabilize at a lower level as interest rates have little room to fall any further; likewise, the investment portfolio has stabilized, with increased capital gains and fewer impairments in 2010. We continue to emphasize safeguarding our capital in our investment decisions.”
Mr. Shifrin concluded, “Our management team is focused on completing the requirements of the merger in order to achieve a 2010 closing. We look forward to communicating further with you as that event approaches.”
As a result of the proposed acquisition of APS by ProAssurance Corporation, the Company has elected to discontinue hosting its earnings conference call.
APS is an insurance services firm with subsidiaries and affiliates which provide medical malpractice insurance and related services for physicians and other healthcare providers. APS is headquartered in Austin, Texas.
This press release includes forward-looking statements related to APS that involve risks and uncertainties that could cause actual results to differ materially. These forward-looking statements are made in reliance on the “safe harbor” provisions of the Private Securities Litigation Reform Act of 1995. For further information about these factors that could affect the future results of APS, please see the recent filings with the Securities and Exchange Commission. Prospective investors are cautioned that forward-looking statements are not guarantees of future performance. Actual results may differ materially from management expectations. Copies of the filings are available upon request to APS.
For further information, visit the APS website atwww.amph.com or contact:
Mr. Kenneth Shifrin, Chairman of the Board (or)
Mr. Tim LaFrey, President (or)
Mr. Marc Zimmermann, Chief Financial Officer
American Physicians Service Group, Inc.
1301 S. Capital of Texas Highway, C-300
Austin, Texas 78746
(512) 328-0888
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AMERICAN PHYSICIANS SERVICE GROUP, INC. |
SELECTED FINANCIAL DATA |
(Unaudited) |
| | | | | |
(in thousands, except per share data) | | | | | |
| September 30, | | December 31, |
| 2010 | | 2009 |
Assets | | | | | |
| | | | | |
Investments | $ | 253,537 | | $ | 241,061 |
Cash and cash equivalents | | 15,330 | | | 18,277 |
Premiums receivable | | 16,817 | | | 15,678 |
Reinsurance recoverables | | 6,416 | | | 9,682 |
Deferred policy acquisition costs | | 2,426 | | | 2,335 |
Deferred tax assets | | 3,117 | | | 6,015 |
Property and equipment, net | | 378 | | | 406 |
Intangible assets | | 2,527 | | | 2,563 |
Income tax receivable | | 4,178 | | | 623 |
Prepaid and other assets | | 3,144 | | | 3,132 |
| | | | | |
Total assets | $ | 307,870 | | $ | 299,772 |
| | | | | |
Liabilities | | | | | |
| | | | | |
Reserve for loss and loss adjustment expense | $ | 85,842 | | $ | 88,668 |
Unearned premiums | | 38,385 | | | 36,341 |
Funds held under reinsurance treaties | | 2,410 | | | 2,379 |
Accrued expenses and other liabilities | | 7,400 | | | 6,495 |
Mandatorily redeemable preferred stock | | - | | | 6,679 |
| | | | | |
Total liabilities | | 134,037 | | | 140,562 |
| | | | | |
Shareholders' Equity | | | | | |
Common stock | | 683 | | | 688 |
Additional paid-in capital | | 81,915 | | | 81,784 |
Accumulated other comprehensive income | | 7,570 | | | 5,345 |
Retained earnings | | 83,665 | | | 71,393 |
Total shareholders’ equity | | 173,833 | | | 159,210 |
| | | | | |
Total liabilities and shareholders’ equity | $ | 307,870 | | $ | 299,772 |
| | | | | |
Shares outstanding | | 6,827 | | | 6,876 |
| | | | | |
Book value per share | $ | 25.46 | | $ | 23.15 |
| | | | | | | | | | | |
AMERICAN PHYSICIANS SERVICE GROUP, INC. |
CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS |
(Unaudited) |
| | | | | | | | ; | | | |
(in thousands, except per share data) | Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2010 | | 2009 | | 2010 | | 2009 |
REVENUES | | | | | | | | | | | |
| | | | | | | | ; | | | |
Gross premiums written | $ | 17,782 | | $ | 21,446 | | $ | 50,862 | | $ | 53,668 |
Premiums ceded | | (243) | | | 676 | | | (496) | | | 1,339 |
Change in unearned premiums | | (1,397) | | | (4,527) | | | (2,044) | | | (4,130) |
Net premiums earned | | 16,142 | | | 17,595 | | | 48,322 | | | 50,877 |
| | | | | | | | | | | |
Investment income, net of investment expense | | 2,268 | | | 2,351 | | | 6,989 | | | 7,358 |
Realized capital gains (losses), net | | 347 | | | 150 | | | 526 | | | (352) |
Other-than-temporary impairments | | (457) | | | (238) | | | (557) | | | (2,245) |
Other revenue | | 33 | | | 70 | | | 105 | | | 172 |
Total revenues | | 18,333 | | | 19,928 | | | 55,385 | | | 55,810 |
| | | | | | | | | | | |
EXPENSES | | | | | | | | | | | |
| | | | | | | | | | | |
Losses and loss adjustment expenses: | | | | | | | | | | | |
Current accident year losses | | 11,312 | | | 11,183 | | | 35,870 | | | 33,699 |
Prior year losses | | (7,084) | | | (4,762) | | | (19,827) | | | (14,360) |
Total losses and loss adjustment expenses | | 4,228 | | | 6,421 | | | 16,043 | | | 19,339 |
Other underwriting expenses | | 2,804 | | | 3,079 | | | 8,541 | | | 8,866 |
Change in deferred policy acquisition costs | | (57) | | | (331) | | | (91) | | | (248) |
General and administrative expenses | | 2,864 | | | 1,358 | | | 5,914 | | | 3,788 |
Total expenses | | 9,839 | | | 10,527 | | | 30,407 | | | 31,745 |
| | | | | | | | ; | | | |
Income from continuing operations | | 8,494 | | | 9,401 | | | 24,978 | | | 24,065 |
| | | | | | | | ; | | | |
Income tax expense | | 3,392 | | | 3,139 | | | 8,981 | | | 8,270 |
| | | | | | | | ; | | | |
Net income from continuing operations | | 5,102 | | | 6,262 | | | 15,997 | | | 15,795 |
Net income (loss) from discontinued operations, net of tax | | (200) | | | 180 | | | (367) | | | 298 |
Net income | $ | 4,902 | | $ | 6,442 | | $ | 15,630 | | $ | 16,093 |
| | | | | | | | ; | | | |
Diluted income per share | $ | 0.71 | | $ | 0.92 | | $ | 2.25 | | $ | 2.28 |
| | | | | | | | ; | | | |
Diluted weighted average shares outstanding | | 6,936 | | | 6,989 | | | 6,950 | | | 7,073 |
| | | | | | | | ; | | | |
Operating Income | $ | 6,515 | | $ | 6,319 | | $ | 17,578 | | $ | 17,483 |
| | | | | | | | ; | | | |
Diluted operating income per share | $ | 0.94 | | $ | 0.90 | | $ | 2.53 | | $ | 2.48 |
Non-GAAP Financial Measures
Operating Income is a “Non-GAAP” financial measure which is widely used in the insurance industry to evaluate the performance of underwriting operations. Operating Income excludes the after-tax effects of realized investment gains or losses and infrequent items that are not considered core to the underwriting performance of our insurance segment or the operating performance of our financial services segment, and we believe presents a more appropriate view of the performance of our core operations. We present this information to facilitate industry peer comparisons by investors and by outside industry analysts. While we believe disclosure of certain non-GAAP information is appropriate, you should not consider this information without also considering the information we present in accordance with GAAP. The following table is a reconciliation of Net Income to Operating Income:
Reconciliation of Net Income to Operating Income (in thousands, except per share data)
| | | | | | | | | | | |
| Three Months Ended September 30, | | Nine Months Ended September 30, |
| 2010 | | 2009 | | 2010 | | 2009 |
Net Income | $ | 4,902 | | $ | 6,442 | | $ | 15,630 | | $ | 16,093 |
Adjustments, net of tax effects: | | | | | | | | | | | |
Realized capital (gains) losses, net | | (225) | | | (98) | | | (342) | | | 229 |
Other-than-temporary impairments | | 297 | | | 155 | | | 362 | | | 1,459 |
Discontinued operations | | 200 | | | (180) | | | 367 | | | (298) |
Non-recurring transaction expenses* | | 1,341 | | | - | | | 1,561 | | | - |
Operating Income | $ | 6,515 | | $ | 6,319 | | $ | 17,578 | | $ | 17,483 |
| | | | | | | | | | | |
Per diluted share: | | | | | | | | | | | |
Net Income | $ | 0.71 | | $ | 0.92 | | $ | 2.25 | | $ | 2.28 |
Effect of adjustments | $ | 0.23 | | $ | (0.02) | | $ | 0.28 | | $ | 0.20 |
Diluted operating income per share | $ | 0.94 | | $ | 0.90 | | $ | 2.53 | | $ | 2.48 |
* Subject to closing conditions, the Company anticipates an additional $2,500,000 of non-recurring transaction expenses in the fourth quarter of 2010 as a result of the proposed acquisition of APS by ProAssurance Corporation.
SELECTED INSURANCE DATA FOR API
| | | | |
Claims History | | | | |
| | | | |
| | Claims Reported | | Open Claims |
Date | | in the Quarter | | at Quarter End |
September 30, 2010 | | 85 | | 515 |
June 30, 2010 | | 107 | | 521 |
March 31, 2010 | | 84 | | 537 |
December 31, 2009 | | 90 | | 572 |
September 30, 2009 | | 100 | | 578 |
June 30, 2009 | | 100 | | 565 |
March 31, 2009 | | 104 | | 583 |
December 31, 2008 | | 77 | | 585 |
September 30, 2008 | | 114 | | 681 |
June 30, 2008 | | 92 | | 667 |
March 31, 2008 | | 98 | | 688 |
December 31, 2007 | | 128 | | 740 |
September 30, 2007 | | 89 | | 746 |