Exhibit 99 AMERICAN PHYSICIANS CAPITAL, INC. REPORTS SECOND QUARTER 2005 RESULTS EAST LANSING, Mich., Aug. 4 /PRNewswire-FirstCall/ -- Significant Second Quarter 2005 Events * Net income of $47.8 million or $5.44 per diluted common share * Pre-tax income of $9.8 million * The elimination of deferred tax valuation allowance, which added $41.6 million to net income * Book value increased $7.15 per share * Remediation of material weakness * Reclassification of 57% of fixed income portfolio to held-to-maturity * Non-renewal of remaining workers' compensation and health insurance policies * A.M. Best affirmed a B+ rating for key subsidiaries and revised its rating outlook to stable from negative American Physicians Capital, Inc. (APCapital) (Nasdaq: ACAP) today announced net income of $47.8 million or $5.44 per diluted common share for the second quarter of 2005. This compares to net income of $3.1 million, or $.36 per diluted common share for the 2004 second quarter. For the six months ended June 30, 2005, the Company has generated net income of $55.1 million or $6.27 per diluted common share compared to net income of $9.0 million or $1.05 per diluted common share in 2004. The increase in net income was primarily a result of strong pre-tax earnings and the elimination of the Company's deferred tax valuation allowance. On September 30, 2003, as a result of recent loss history, the Company established a 100% deferred tax valuation allowance. Since September 2003, the Company has shown continued profitability and an improved financial condition. As a result, the Company has reversed the valuation allowance that had been recorded as of March 31, 2005. The reversal of the deferred tax valuation allowance increased book value by $54.7 million. Of the increase, $41.6 million flowed through net income. The remaining $13.1 million was an increase to other comprehensive income and additional paid in capital. "Our continued profitability and improved financial condition supported the elimination of the deferred tax valuation allowance," stated President and Chief Executive Officer R. Kevin Clinton. "Our operating performance remained strong, generating $9.8 million of pre-tax income in the second quarter, and our exposure in non-core markets continues to diminish. A.M. Best has also recognized our improved financial condition and earnings outlook by revising their rating outlook to stable from negative." Medical Professional Liability Results (dollars in thousands) Three Months Ended Six Months Ended June 30, June 30, ----------------------- ----------------------- 2005 2004 2005 2004 ---------- ---------- ---------- ---------- Direct Premiums Written $ 34,940 $ 40,433 $ 83,754 $ 93,057 Net Premiums Written $ 29,696 $ 35,690 $ 70,661 $ 79,939 Net Premiums Earned $ 40,546 $ 43,559 $ 82,701 $ 86,015 Incurred Loss and Loss Adjustment Expenses: Current Accident Year Losses 32,607 36,578 67,294 75,676 Gerling Commutation 4,139 4,139 Prior Year Losses (1,000) (4,436) (2,550) (4,849) Total 31,607 36,281 64,744 74,966 Underwriting Expenses 8,746 8,981 17,501 18,155 Underwriting Income (Loss) 193 (1,703) 456 (7,106) Net Investment Income and Other 10,559 10,492 20,070 22,877 Pre-tax Income $ 10,752 $ 8,789 $ 20,526 $ 15,771 Loss Ratio: Current Accident Year 80.4% 84.0% 81.4% 88.0% Prior Year Development (including Gerling) -2.4% -0.7% -3.1% -0.8% Calendar Year 78.0% 83.3% 78.3% 87.2% Underwriting Expense Ratio 21.6% 20.6% 21.2% 21.1% Combined Ratio 99.6% 103.9% 99.5% 108.3% Pre-tax income in the second quarter of 2005 totaled $10.8 million, an increase of $2.0 million or 22% from the same period in 2004. The improved results reflect the positive impact of rate increases taken since 2002, the exit from unprofitable markets and market segments, as well as the implementation of more stringent underwriting standards. The loss ratio in the second quarter of 2005 was 78.0%, which lowered the loss ratio for the first six months of 2005 to 78.3%. The 2005 year-to-date loss ratio is down from 87.2% for the first six months of 2004. The improved loss ratio was the result of several factors including earned rate increases and the application of stricter underwriting standards. The 2005 year-to-date loss ratio includes $2.6 million of positive prior year development as compared to $4.8 million a year ago (excluding the Gerling commutation). Direct written premiums for the first half of 2005 are down $9.3 million or 10.0% from a year ago. In the first half of 2005, we voluntarily discontinued a major ($2.0 million) alternative risk program, and did not renew a large ($5.0 million) hospital policy due to underwriting considerations. Premiums also declined from 2004 due to our exit from Nevada and reducing exposures in certain high risk territories and specialties in Ohio and Kentucky. Rate revisions in 2005 have been moderate, with the exception of Kentucky where we took a 23.6% rate increase. However, we continue to realize rate increases in the 12-15% range for policies written in the first six months of 2005. At June 30, 2005, the policies in force totaled 8,893 which is down 6.9% from December 31, 2004. Net premiums earned were down $3.0 million in the second quarter of 2005, or 6.9% compared to the second quarter of 2004 and down $3.3 million, or 3.9% year-to-date. The decrease in net premiums earned was the result of the issues discussed above. The underwriting expense ratio was up in the second quarter of 2005 as compared to the prior year second quarter. This was caused by arbitration expenses and legal costs. However, the underwriting expense ratio for the year was approximately the same as 2004. "We continue to see positive trends in our medical professional liability line," stated Clinton. "Our reported claim count is down to 401 for the second quarter and our open claim count has decreased 4.0% this year. While we will continue to monitor and address the decline in premiums, we remain committed to adequately pricing and underwriting our product." Other Insurance Lines Results (dollars in thousands) Three Months Ended Six Months Ended June 30, June 30, ----------------------- ----------------------- 2005 2004 2005 2004 ---------- ---------- ---------- ---------- Direct Premiums Written $ 1,016 $ 2,916 $ 2,144 $ 6,632 Net Premiums Written $ (1,504) $ 2,358 $ (238) $ 6,142 Net Premiums Earned $ (866) $ 7,568 $ 872 $ 19,189 Incurred Loss and Loss Adjustment Expenses: Current Accident Year Losses (779) 6,640 611 16,382 Gerling Commutation 271 271 Prior Year Losses 373 1,895 1,695 3,308 Total (406) 8,806 2,306 19,961 Underwriting Expenses (167) 2,902 208 5,993 Underwriting Loss (293) (4,140) (1,642) (6,765) Net Investment Income and Other 768 902 1,559 2,448 Pre-tax Income (Loss) $ 475 $ (3,238) $ (83) $ (4,317) Loss Ratio: Current Accident Year 90.0% 87.7% 70.1% 85.4% Prior Year Development (including Gerling) -43.1% 28.6% 194.3% 18.7% Calendar Year 46.9% 116.3% 264.4% 104.1% Underwriting Expense Ratio 19.3% 38.3% 23.9% 31.2% Combined Ratio 66.2% 154.6% 288.3% 135.3% There were two significant events in this line during the 2005 second quarter. First, effective June 30, 2005, our remaining health and workers' compensation insurance policies have expired, effectively completing our exit from these lines. The majority of residual health claims outstanding should run-off by the end of 2005. We continue to manage the run-off of the workers' compensation claims. There were 717 open claims at June 30, 2005, down 35.2% since the start of the year. The second major development was a significant reduction to the premiums and losses allocated to APCapital by the workers' compensation residual market pools ("the Pools") administered by the National Council on Compensation Insurance. In 2004, the Pools had allocated approximately $2.4 million of its premiums to APCapital based on its estimate of our workers' compensation market-share. Due to the nature of this business, we had recorded the corresponding losses and expenses at a 132% combined ratio. However, with our quick exit from this line, the Pools' estimate of our market-share was too high based on our actual 2004 written premium. Accordingly, in 2005 the Pools revised their allocation resulting in only $40,000 of 2004 premium being allocated to APCapital. As a result, we returned the excess premium and reversed the previously accrued losses and expenses. This change in allocation was recorded in 2005 operations and generated a $428,000 positive income effect. Investment Income Investment income was $12.2 million in the second quarter of 2005, a decrease of $103,000 from the second quarter of 2004. For the year, investment income was $22.8 million, down $2.7 million from 2004. Investment income is down in 2005 as a result of our efforts over the last 18 months to reduce the overall risk of our portfolio, whereby we have liquidated higher risk securities, which had been generating higher returns. During the second quarter, management evaluated the remaining securities in its portfolio, and decided that it had the intent and ability to hold a majority of the securities in our portfolio until they matured. This decision has resulted in the transfer of a significant portion of our fixed-income securities from the available-for-sale category to the held-to-maturity category, which should reduce the impact of changes in interest rates on the Company's book value. At June 30, 2005, approximately $378.2 million, or 57% of our fixed income security portfolio is classified as held-to-maturity. The Company retains approximately $283.0 million of securities classified as available-for-sale and $177.3 million of cash and cash equivalent resources that allow management flexibility with respect to investment options in response to changes in future interest rates. Federal Income Tax Expense (Credit) Since September 30, 2003, the Company has maintained a 100% deferred tax valuation allowance. This valuation allowance was established because the weight of evidence was against the Company realizing the benefit of these deferred tax assets. Since that date, APCapital has changed its operations significantly shedding unprofitable lines and markets, raising rates and tightening underwriting. Through these changes, APCapital has been profitable for the last seven quarters. This combined with the positive outlook for the future has shifted the weight of evidence regarding the future realization of deferred taxes to the positive. Accordingly, a valuation allowance is no longer necessary. Therefore, in the second quarter of 2005 the Company reversed the $54.7 million valuation allowance that had been recorded as of March 31, 2005. A portion of this reversal was ultimately reflected as an increase to other comprehensive income and additional paid in capital for amounts associated with unrealized gains and stock compensation. This reversal resulted in a $41.6 million tax benefit in the second quarter of 2005. At June 30, 2005, the Company has a net deferred tax asset of $50.3 million. The Company has approximately $29.0 million of net loss carryforwards available to offset future taxable income. In addition, we have $8.7 million of alternative minimum tax credit carryforwards. For financial reporting purposes, our effective tax rate is expected to be approximately 34.5% going forward. Balance Sheet and Equity Information APCapital's total assets were $1.099 billion at June 30, 2005, up $28.8 million from December 31, 2004. At June 30, 2005, the Company's total shareholders' equity was $255.8 million compared to $202.1 million at December 31, 2004. The increase in equity was the result of the 2005 net income and the non-income effect of the deferred tax valuation allowance reversal, partially offset by the effect of share repurchases during the second quarter of 2005. APCapital's book value per common share was $30.12 at June 30, 2005, based on 8,494,835 common shares outstanding, compared to $23.31 at December 31, 2004. Share Repurchase Program During the second quarter of 2005, the Company repurchased 220,800 shares of its common stock at an average price of $35.07. Under the September 11, 2003 authorization, the Company has approximately 197,500 shares available for repurchase at June 30, 2005. Internal Controls As of December 31, 2004, management's report on internal controls over financial reporting noted a material weakness related to underwriting and claims processes performed at our New Mexico location. In late 2004 and early 2005, we established new underwriting and claims procedures and provided additional staff training to ensure these policies and procedures were being followed in an effort to remediate the material weakness. In the second quarter of 2005, we performed on-site testing of policy and claim files in New Mexico. This testing indicated that the control procedures were being properly followed and that the material weakness had been remediated. Management continues to enhance controls and is in the process of converting the New Mexico policy and claim information system to the home office system. Outlook "We are very pleased with our second quarter results," said Clinton. "The reversal of the deferred tax valuation allowance is significant not only for its impact on our book value, but also for what it says about the future of our Company. We have enhanced our internal control structure and continue to reduce balance sheet risk." Conference Call APCapital's website, http://www.apcapital.com , will host a live Webcast of its conference call in a listen-only format to discuss 2005 second quarter results on August 5, 2005 at 9:00 a.m. Eastern time. An archived edition of the Webcast can be accessed by going to the Company's website and selecting "For Investors," then "Audio Links." For individuals unable to access the Webcast, a telephone replay will be available by dialing 1-888-286-8010 (international 617-801-6888) and entering the conference passcode: 86343600. The replay will be available through 11:59 p.m. Eastern time on August 12, 2005. Corporate Description American Physicians Capital, Inc. is a regional provider of medical professional liability insurance focused primarily in the Midwest markets through American Physicians Assurance Corporation and its other subsidiaries. Further information about the companies is available on the Internet at http://www.apcapital.com . Forward-Looking Statement Certain statements made by American Physicians Capital, Inc. in this release may constitute forward-looking statements within the meaning of the federal securities laws. When we use words such as "will," "should," "believes," "expects," "anticipates," "estimates" or similar expressions, or make statements in the section entitled "Outlook," we are making forward- looking statements. While we believe any forward-looking statements we have made are reasonable, they are subject to risks and uncertainties, and actual results could differ materially. These risks and uncertainties include, but are not limited to, the following: * the potential inadequacy of our loss and loss adjustment expense reserves, which could require us to make an adjustment to the level of these reserves and that may materially and adversely impact the results of operations for the period any such adjustment is made; * a deterioration in the current accident year experience could result in a portion or all of our deferred policy acquisition costs not being recoverable, which would result in a charge to income; * unforeseen costs or the need for additional reserve enhancements associated with our exit from the workers' compensation; * substantial jury awards against our insureds could impose liability on us exceeding our policy limits or the funds we have reserved for the payment of claims; * increased pressures on premium rates and our potential inability to obtain rate increases; * changes in competitive conditions; * the passing of tort reform at a national level may have a material adverse impact on our results of operations pertaining to certain markets that currently have tort reform in place at the state level; * an unanticipated increase in claims frequency or severity patterns; * our potential inability to obtain adequate and affordable reinsurance coverage from creditworthy reinsurers; * our potential inability to collect the full amount of our reinsurance recoverables from reinsurers experiencing financial difficulties, which could result in a future charge to income; * adverse regulatory and market changes in certain states of operation where our business is concentrated; * the loss of our relationships with medical associations; * an interruption or change in our principal third-party distribution relationship; * the potential insolvency of any of the guaranty associations in which we participate; * the potential inability to obtain regulatory approval of rate increases; * our potential inability to comply with insurance regulations; * a reduction in our A.M. Best Company rating; * negative changes in financial market conditions; * a significant increase in short-term interest rates; * a change in real estate market conditions; * a downturn in general economic conditions; and * any other factors listed or discussed in the reports filed by APCapital with the Securities and Exchange Commission under the Securities Exchange Act of 1934. APCapital does not undertake, and expressly disclaims any obligation, to update or alter its statements whether as a result of new information, future events or otherwise, except as required by law. Definition of Non-GAAP Financial Measures The Company uses operating income, a non-GAAP financial measure, to evaluate APCapital's underwriting performance. Operating income differs from net income by excluding the after-tax effect of realized capital gains and (losses). Although the investment of premiums to generate investment income and capital gains or (losses) is an integral part of an insurance company's operations, the Company's decisions to realize capital gains or (losses) are independent of the insurance underwriting process. In addition, under applicable GAAP accounting requirements, losses may be recognized for accounting purposes as the result of other than temporary declines in the value of investment securities, without actual realization. APCapital believes that the level of realized gains and (losses) for any particular period is not indicative of the performance of our ongoing underlying insurance operations in a particular period. As a result, the Company believes that providing operating income (loss) information makes it easier for users of APCapital's financial information to evaluate the success of the Company's underlying insurance operations. In addition to the Company's reported loss ratios, management also uses accident year loss ratios, a non-GAAP financial measure, to evaluate the Company's current underwriting performance. The accident year loss ratio excludes the effect of prior years' loss reserve development. APCapital believes that this ratio is useful to investors as it focuses on the relationships between current premiums earned and losses incurred related to the current year. Although considerable variability is inherent in the estimates of losses incurred related to the current year, the Company believes that the current estimates are reasonable. Summary Financial Information APCapital, Inc. Balance Sheet Data June 30, December 31, 2005 2004 ------------ ------------ (Unaudited) (In thousands, except per share data) Assets: Available-for-sale - bonds $ 282,954 $ 657,706 Held-to-maturity - bonds 378,245 - Other invested assets 7,389 9,456 Cash and cash equivalents 177,265 190,936 Total cash and investments 845,853 858,098 Premiums receivable 43,469 54,614 Reinsurance recoverable 110,159 103,312 Federal income taxes recoverable - 1,569 Deferred federal income taxes 50,300 - Intangibles 313 625 Other assets 48,598 51,681 Total assets $ 1,098,692 $ 1,069,899 Liabilities and Shareholders' Equity: Unpaid losses and loss adjustment expenses $ 690,887 $ 693,630 Unearned premiums 76,371 90,040 Long-term debt 30,928 30,928 Other liabilities 42,112 50,977 Total liabilities 840,298 865,575 Minority interest in consolidated subsidiary 2,545 2,200 Net unrealized gains, net of tax 11,417 8,154 Other shareholders' equity 244,432 193,970 Total shareholders' equity 255,849 202,124 Total liabilities and shareholders' equity $ 1,098,692 $ 1,069,899 Book value per share $ 30.12 $ 23.31 Shares outstanding 8,495 8,672 Summary Financial Information APCapital, Inc. Unaudited Income Statements Three Months Ended Six Months Ended June 30, June 30, ----------------------- ----------------------- 2005 2004 2005 2004 ---------- ---------- ---------- ---------- (In thousands except per share data) Direct premiums written $ 35,956 $ 43,349 $ 85,898 $ 99,689 Net premiums written $ 28,192 $ 38,048 $ 70,423 $ 86,081 Net premiums earned $ 39,680 $ 51,127 $ 83,573 $ 105,204 Investment income 12,188 12,291 22,830 25,504 Net realized (losses) gains (256) (71) (322) 1,565 Other income 231 229 465 406 Total revenues 51,843 63,576 106,546 132,679 Losses and loss adjustment expenses 31,201 45,087 67,050 94,927 Underwriting expenses 8,579 11,883 17,709 24,148 Other expenses 2,296 3,030 4,429 5,247 Total expenses 42,076 60,000 89,188 124,322 Income before income taxes and minority interest 9,767 3,576 17,358 8,357 Federal income tax (benefit) expense (38,268) 479 (38,098) (600) Income before minority interest 48,035 3,097 55,456 8,957 Minority interest in net (income) loss of consolidated subsidiary (253) 1 (342) 15 Net income $ 47,782 $ 3,098 $ 55,114 $ 8,972 Adjustments to reconcile net income to operating income Net income $ 47,782 $ 3,098 $ 55,114 $ 8,972 Add back: Realized losses (gains), net of tax 166 46 209 (1,017) Net operating income $ 47,948 $ 3,144 $ 55,323 $ 7,955 Ratios: Loss ratio (1) 78.6% 88.2% 80.2% 90.2% Underwriting expense ratio (2) 21.6% 23.2% 21.2% 23.0% Combined ratio (3) 100.2% 111.4% 101.4% 113.2% Earnings per share data: Net income Basic $ 5.54 $ 0.37 $ 6.38 $ 1.07 Diluted $ 5.44 $ 0.36 $ 6.27 $ 1.05 Net operating income per share Basic $ 5.56 $ 0.37 $ 6.41 $ 0.94 Diluted $ 5.46 $ 0.37 $ 6.29 $ 0.93 Basic weighted average shares outstanding 8,625 8,427 8,636 8,419 Diluted weighted average shares outstanding 8,782 8,585 8,796 8,534 (1) The loss ratio is calculated by dividing incurred loss and loss adjustment expenses by net premiums earned. (2) The underwriting ratio is calculated by dividing underwriting expenses by net premiums earned. (3) The combined ratio is the sum of the loss and underwriting ratios. Summary Financial Information APCapital, Inc. Unaudited Selected Cash Flow Information Six Months Ended June 30, --------------------------- 2005 2004 ------------ ------------ (In thousands) Net cash provided by operating activities $ 12,536 $ 21,589 Net cash (used in) provided by investing activities $ (19,597) $ 22,051 Net cash used in financing activities $ (6,610) $ (5,604) APCapital, Inc. Supplemental Statistics Medical Professional Liability Reported Claim Count ----------------------------------- Excluding Total Florida Florida (All States) --------- ------- ------------ Three Months Ended June 30, 2005 395 6 401 March 31, 2005 403 1 404 December 31, 2004 365 6 371 September 30, 2004 424 7 431 June 30, 2004 454 5 459 March 31, 2004 515 10 525 December 31, 2003 467 62 529 September 30, 2003 566 65 631 June 30, 2003 588 106 694 March 31, 2003 602 201 803 Net Premium Earned (in thousands) --------------------------------------------------------- Florida Excluding --------------------------- Total Florida APCapital PIC (All States) ------------ ------------ ------------ ------------ Three Months Ended June 30, 2005 $ 39,677 $ - $ 869 $ 40,546 March 31, 2005 41,124 232 799 42,155 December 31, 2004 42,715 199 737 43,651 September 30, 2004 42,965 531 673 44,169 June 30, 2004 42,842 203 514 43,559 March 31, 2004 41,793 281 382 42,456 December 31, 2003 37,833 1,431 610 39,874 September 30, 2003 38,279 2,764 - 41,043 June 30, 2003 32,463 5,912 - 38,375 March 31, 2003 34,700 4,785 - 39,485 December 31, 2002 34,151 6,431 - 40,582 September 30, 2002 33,608 6,481 - 40,089 June 30, 2002 28,724 6,300 - 35,024 March 31, 2002 26,760 6,191 - 32,951 Average Net Case Reserve Open Per Average Net Claim Count Open Claim Paid Claim ------------ ------------ ------------ Three Months Ended June 30, 2005 3,211 $ 116,300 $ 72,500 March 31, 2005 3,344 114,900 85,800 December 31, 2004 3,342 117,000 50,500 September 30, 2004 3,803 103,300 78,100 June 30, 2004 3,885 100,100 61,000 March 31, 2004 4,103 95,400 55,200 December 31, 2003 4,447 87,600 55,100 September 30, 2003 4,780 82,200 82,200 June 30, 2003 4,788 79,800 60,300 March 31, 2003 4,830 75,400 71,500 December 31, 2002 4,863 70,900 55,100 September 30, 2002 4,941 67,800 67,200 June 30, 2002 4,878 66,100 74,100 March 31, 2002 4,828 63,400 72,800 Retention Ratio ------------------------------------------ Six Months Six Months Ended Ended June 30, Year Ended June 30, 2004 2004 2005 ------------ ------------ ------------ Illinois 70% 67% 71% Kentucky 80% 73% 64% Michigan 88% 88% 80% New Mexico 92% 92% 89% Ohio 84% 79% 81% Total 85% 83% 80% Notes: All values, except net premiums earned, exclude experience from our investment in Physicians Insurance Company (Florida). (Logo: http://www.newscom.com/cgi-bin/prnh/20020123/ACAPLOGO ) SOURCE American Physicians Capital, Inc. -0- 08/04/2005 /CONTACT: Ann Storberg, Investor Relations of American Physicians Capital, Inc., +1-517-324-6629/ /Photo: NewsCom: http://www.newscom.com/cgi-bin/prnh/20020123/ACAPLOGO PRN Photo Desk, photodesk@prnewswire.com/ /Web site: http://www.apcapital.com /