Form 8-K Atlas Financial Holdings For: Jul 31
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E-mailUNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 8-K
CURRENT REPORT
PURSUANT TO SECTION 13 OR 15(d) OFTHE SECURITIES EXCHANGE ACT OF 1934
Date of Report (Date of earliest event reported): August 3, 2015.
Atlas Financial Holdings, Inc.
(Exact name of Registrant as specified in its charter)
Commission File Number | ||
000-54627 | ||
CAYMAN ISLANDS | 27-5466079 | |
(State or other jurisdiction of | (I.R.S. Employer | |
incorporation or organization) | Identification No.) | |
150 NW POINT BOULEVARD | 60007 | |
Elk Grove Village, IL | (Zip Code) | |
(Address of principal executive offices) | ||
Registrant’s telephone number, including area code: (847) 472-6700
Not applicable
(Former name or former address, if changed since last report)
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 communication pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
o Soliciting material 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))
Section 2 – Financial Information
Item 2.02. Results of Operations and Financial Condition.
On August 3, 2015, Atlas Financial Holdings, Inc. ("Atlas") reported its results for the quarter ended June 30, 2015. The press release and the investor supplement are furnished as Exhibits 99.1 and 99.2 to this report. The information contained in the press release and the investor supplement are furnished and not filed pursuant to instruction B.2 of Form 8-K.
Section 9 – Financial Statements and Exhibits
Item 9.01 Financial Statements and Exhibits
(d) Exhibits
Exhibit 99.1 - Earnings Press Release, dated August 3, 2015 issued by Atlas Financial Holdings, Inc.
Exhibit 99.2 - Investor Supplement, dated August 3, 2015, issued by Atlas Financial Holdings, Inc.
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.
ATLAS FINANCIAL HOLDINGS, INC. (Registrant) | ||||
/s/ Paul A. Romano By: Paul A. Romano (Vice President and Chief Financial Officer) | ||||
August 3, 2015 | ||||
Exhibit 99.1
Atlas Financial Holdings Announces 2015 Second Quarter Financial Results
Company to Hold Conference Call on Tuesday, August 4, 2015 at 8:30 a.m. ET
Second Quarter 2015 Financial Performance Summary (comparisons to Second Quarter 2014 unless noted):
• | Gross premium written increased by 104.3% to $46.6 million, which included an increase of 107.7% in core commercial auto business |
• | In-force premium at June 30, 2015 was $186.2 million |
• | Operating income was $6.2 million for the three month period ended June 30, 2015, or $0.49 per diluted common share, compared to $2.6 million for the three month period ended June 30, 2014, or $0.23 per diluted common share |
• | Combined ratio improved by 5.0 percentage points to 86.9% |
• | Underwriting results improved to $5.0 million as compared to $1.9 million for the same quarter of the prior year |
• | For the three month period ended June 30, 2015, net income was $3.9 million compared to $2.6 million for the three month period ended June 30, 2014 |
• | Basic earnings per common share, which does not contemplate the potential dilution from outstanding preferred shares and options, was $0.33 |
• | Net earnings per diluted common share were $0.31 representing an $0.08, or a 34.8%, increase from second quarter 2014 |
• | Book value per common share outstanding on June 30, 2015 was $9.48, compared to $9.08 at December 31, 2014 and $7.96 at June 30, 2014 |
• | Annualized after tax return on common equity was 13.7% in the second quarter 2015, which includes the effect of Atlas becoming a full U.S. tax payer in 2015. Return on common equity is equal to net income less preferred dividends the sum of which is divided by common equity; this formula is non-U.S. GAAP |
Chicago, Illinois (August 3, 2015) - Atlas Financial Holdings, Inc. (NASDAQ: AFH) ("Atlas" or the "Company") today reported its financial results for the second quarter ended June 30, 2015.
Management Comments
Scott D. Wollney, Atlas’ President and CEO, stated, “Atlas’ continued growth and strong combined ratio demonstrate the earnings power of our business in terms of margin. Our operating leverage as measured by net premium written to surplus was approximately 1.5x which positions the Company well to grow in the favorable market environment. The integration of Global Liberty has gone very smoothly and positions us for further expansion in the large and complex New York market. With the infrastructure and capital planning tools we have in place, we believe we can continue to grow nationwide, increasing our operating leverage in a responsible and managed way to continue to drive ROE. Our entire team is proud of the excellent results in the quarter and look forward to building on this success in subsequent quarters.”
The following is a presentation of the Company’s results:
Financial and Operational Review
Premium Written: For the three month period ended June 30, 2015, gross premium written increased 104.3% to $46.6 million compared to $22.8 million in the three month period ended June 30, 2014. Growth in gross premium written included $12.9 million of gross written premium related to the Global Liberty acquisition. Without the additional premium from Global Liberty, year over year growth would have been 47.9%. Organic growth and acquired premium coupled with improved pricing activity across the Company’s core lines continued to drive results. As at June 30, 2015, in-force premium was $186.2 million and the Company’s gross unearned premium reserve was $93.6 million.
Exhibit 99.1
Geographic Distribution: The Company is licensed in 49 states and the District of Columbia. Atlas actively writes in 40 states. Compared to the three month period ended June 30, 2014, Atlas experienced growth in gross premium written in 31 states in the three month period ended June 30, 2015. In 12 of those 31 states, Atlas experienced quarter over quarter growth of greater than 100% due to a continuing positive response from both new and existing agents to Atlas' value proposition and the current market environment.
Combined Ratio: Atlas' combined ratio improved for the three month period ended June 30, 2015 to 86.9%, compared to 91.9% in the prior year period. The table below details the comparisons of each component of the Company's combined ratio for the periods indicated:
Three Month Periods Ended | |||||||
June 30, 2015 | June 30, 2014 | ||||||
Loss ratio | 58.8 | % | 61.9 | % | |||
Underwriting expense ratio | 28.1 | % | 30.0 | % | |||
Combined ratio | 86.9 | % | 91.9 | % | |||
There were a number of factors that affected the Company’s operating ratios in the second quarter 2015, including:
• | The increase in the quota share reinsurance ceding percentage from 5% to 15%. The ceding commission related to the quota share is included as an offset to the acquisition cost ratio |
• | Consolidating Global Liberty results for the full quarter |
• | $15.5 million draw on the line of credit and associated interest expense which increased underwriting expense ratio by 0.4% |
• | Share based compensation expense included in other underwriting expenses increased the ratio by 1.0% and 1.3% for the three month periods ended June 30, 2015 and 2014, respectively |
Before the effect of quota share reinsurance, interest expense and the impact from share based compensation expense, Atlas’ other underwriting expense target remains in the range of 10% - 12% and its annualized run rate acquisition cost expectation remains at approximately 14.5% for a combined target expense ratio of 24.5% - 26.5%. As the Company continues the use of quota share, and potentially increases the percentage of ceded premiums, the impact on these two ratios individually will become more significant. As a result, the Company will begin to focus on the combination of these two ratios (“underwriting expense”) to demonstrate operating efficiency rather than focusing on each ratio individually. In the second quarter 2015, underwriting expense excluding debt treatment and share based compensation expenses was 26.7%.
• | Loss: The loss ratio relating to claims incurred in the three month period ended June 30, 2015 was 58.8% compared to 61.9% in the three month period ended June 30, 2014. The Company continues to see incremental opportunities to leverage decades of experience in the claims area coupled with opportunities to increase price during 2015. Atlas utilizes data and experience accumulated over its operating subsidiaries’ many years spent focusing on niche target markets to model potential risk and deliver value in terms of claims and other areas of support. |
• | Underwriting Expense: The ratio for the combination of acquisition costs and other underwriting expenses was near target levels at 26.7 % plus 1.4% of expenses related to the Company’s debt treatment and equity incentive plan for a total of 28.1% in the three month period ended June 30, 2015, as compared to 30.0% in the three month period ended June 30, 2014. The table below indicates the components of the underwriting expense ratio: |
Exhibit 99.1
Three Month Periods Ended | ||||
June 30, 2015 | June 30, 2014 | |||
Acquisition cost ratio | 13.3 | % | 14.9 | % |
Other underwriting expense ratio | 13.4 | % | 13.8 | % |
Underwriting expense ratio before interest and stock based compensation expenses | 26.7 | % | 28.7 | % |
Interest expense ratio | 0.4 | % | 0 | % |
Stock based compensation expense ratio | 1.0 | % | 1.3 | % |
Underwriting expense ratio | 28.1 | % | 30.0 | % |
The Company’s use of quota share reinsurance impact the acquisition cost and other underwriting expense ratio. On a pro-forma basis, as if there was no quota share reinsurance in place, these ratios for the second quarter of 2015 would have been 15.2% and 12.1%, respectively.
Underwriting Results: Underwriting results increased to $5.0 million for the three month period ended June 30, 2015, compared to $1.9 million in the same period of the prior year, representing a 167.4% increase.
Net Income before Taxes: Net income before taxes increased to $6.2 million for the three month period ended June 30, 2015, compared to $2.7 million in the same period of the prior year, representing a 132.0% increase.
Income Taxes: Atlas recognized tax expense of $2.2 million in the three month period ended June 30, 2015 compared to $100,000 in the three month period ended June 30, 2014 due to the impact of the valuation allowance reversals, which had offset the federal income tax expense for periods prior to 2015.
Net Income: Atlas reported net income of $3.9 million during the three month period ended June 30, 2015, compared to $2.6 million during the three month period ended June 30, 2014.
Operating Income is an internal performance measure used in the management of the Company's operations. It represents before-tax operational results excluding, as applicable, net realized gains or losses, net impairment charges recognized in earnings, non-recurring and atypical costs and other items. Operating Income should not be viewed as a substitute for U.S. Generally Accepted Accounting Principles (U.S. GAAP) net income. The table below reconciles U.S. GAAP net income to operating income ($ in '000's):
Three Month Periods Ended | ||||
June 30, 2015 | June 30, 2014 | |||
U.S. GAAP net income | $3,936 | $2,559 | ||
Add: income tax expense | 2,232 | 100 | ||
Add: expenses incurred related to acquisitions | 228 | 0 | ||
Less: net investment gains | 44 | 97 | ||
Less: other income (expense) | 125 | 0 | ||
Operating income | $6,227 | $2,562 | ||
Atlas' Operating Income for the three month period ended June 30, 2015 was $6.2 million, or $0.49 per common share diluted, compared to $2.6 million, or $0.23 per common share diluted, in the three month period ended June 30, 2014.
Earnings per share (“EPS”): Atlas generated $0.31 per common share diluted for the three month period ended June 30, 2015. This compares to $0.23 per common share diluted as reported in the three month period ended June 30, 2014. If tax effected, last year’s earnings per common share diluted would have been $0.15 in the three month period ended June 30, 2014.
Share Count: The following chart illustrates Atlas’ potential dilutive common shares for the three month periods ended June 30, 2015 and 2014:
Exhibit 99.1
Three Month Periods Ended | ||||||
June 30, 2015 | June 30, 2014 | |||||
Weighted average common shares outstanding | 12,008,624 | 10,597,515 | ||||
Dilutive potential ordinary shares: | ||||||
Dilutive stock options | 218,852 | 156,124 | ||||
Dilutive shares upon preferred share conversion | 573,444 | 254,000 | ||||
Dilutive average common shares outstanding | 12,800,920 | 11,007,639 | ||||
Balance Sheet/Investment Overview
Book Value: Book value per common share was $9.48 based on 12,008,624 common shares outstanding at June 30, 2015, compared to $9.08 based on 11,808,624 common shares outstanding at December 31, 2014.
Book value per common share of $9.48 increased by $0.40 relative to December 31, 2014 as follows:
• | $0.63 increase related to net income after tax and before items indicated below; |
• | $0.01 increase related to the change in realized investment after tax; |
• | ($0.01) decrease related to the preferred share dividend liquidation; |
• | ($0.01) decrease related to the change in unrealized gains/losses after tax; |
• | ($0.09) decrease related to share based compensation; and |
• | ($0.13) decrease related to expenses incurred with the acquisition of subsidiaries. |
$0.40 total change from December 31, 2014 book value per common share
Cash and Invested Assets: Cash and invested assets as of the period ended June 30, 2015 totaled $227.5 million as compared to $180.0 million as at December 31, 2014. Approximately $19 million of cash on hand was used in connection with the acquisition of Global Liberty Insurance Company of NY and affiliated companies in the first quarter of 2015. The increase in cash and invested assets was largely due to the addition of invested assets acquired with Global Liberty and the amounts drawn against the line of credit.
Investment Strategy: Atlas aligns its securities portfolio to support the liabilities and operating cash needs of its insurance subsidiaries, to preserve capital and to generate investment returns. Atlas invests predominantly in corporate and government bonds with overall durations that correlate with the payout patterns of Atlas' claims liabilities and other liquidity needs. At June 30, 2015 the average life and duration on the Company's portfolio was 4.5 and 3.6 years, respectively. The Company's investment allocations will be regularly reviewed based on market conditions with a continued emphasis on capital preservation to support growth in its operating business.
Investment Income / Yield: Atlas generated net investment income of $1.2 million and $679,000 for the quarters ended June 30, 2015 and 2014, as well as $44,000 and $97,000 of realized gains, respectively. This resulted in an overall annualized investment yield of 2.0% for the quarter ended June 30, 2015. The increase in net investment income and total realized yield are the result of the performance on other investments from the prior year period. The increase in average securities at cost is the result of the invested assets obtained with the Global Liberty acquisition and the amounts drawn against the line of credit.
Outlook
Mr. Wollney continued, “We are continuing to gain market share in the target areas in which we specialize. Deploying our hyper-focused model and strong value proposition, organic growth was achieved in mature states like Illinois, developing states like California and through acquisition in the largest geographic market in our niche, New York. Success in our specialized sector requires a unique understanding of the risks involved and a commitment to efficiently manage the highly transactional nature of our business. This is true across all aspects of our organization, including underwriting, claims and customer service. Numerous competitors, with a more general focus, have been unable or unwilling to replicate this model. We believe this will continue to create opportunity for Atlas to grow in a managed way, always focusing on underwriting profit and above average return on equity though the delivery of our customer centric business model as our guiding priorities.”
Exhibit 99.1
Conference Call Details
Date/Time: Tuesday, August 4, 2015 - 8:30 a.m. ET
Participant Dial-In Numbers:
(United States): 877-423-9817
(International): 201-493-6770
To access the call, please dial-in approximately five minutes before the start time and, when asked, provide the operator with passcode "Atlas".
An accompanying slide presentation will be available in .pdf format on the investor relations page of the Company’s website after issuance of the earnings release.
Webcast
The call will also be simultaneously webcast over the Internet via the “Investor Relations” section of Atlas’ website at www.atlas-fin.com/investorrelations or by clicking on the conference call link: http://atlas-fin.equisolvewebcast.com/q2-2015. Audio and a transcript of the call will be archived on the Company’s website.
About Atlas
The primary business of Atlas is commercial automobile insurance in the United States, with a niche market orientation and focus on insurance for the "light" commercial automobile sector including taxi cabs, non-emergency paratransit, limousine/livery and business auto. The business of Atlas is carried on through its insurance subsidiaries American Country Insurance Company, American Service Insurance Company, Inc., Gateway Insurance Company, Global Liberty Insurance Company of New York, Anchor Holdings Group, Inc., Anchor Group Management, Inc., and Plainview Premium Finance Company, Inc. Atlas' insurance subsidiaries have decades of experience with a commitment to always being an industry leader in these specialized areas of insurance.
For more information about Atlas, please visit www.atlas-fin.com.
Financial Information
Atlas' financial statements reflect consolidated results of Atlas' subsidiaries: American Insurance Acquisition Inc., American Country Insurance Company, American Service Insurance Company, Inc., Gateway Insurance Company, and Global Liberty Insurance Company of New York. Additional information about Atlas, including a copy of Atlas' 2014 Form 10-K financial statements and Management Discussion & Analysis, can be accessed via the U.S. Securities and Exchange Commission internet site at www.sec.gov, on the Canadian Securities Administrators' website at www.sedar.com, or through Atlas' website at http://www.atlas-fin.com/InvestorRelations/FinancialReports.aspx.
Forward-Looking Statements:
This release includes forward-looking statements regarding Atlas and its insurance subsidiaries and businesses. Such statements are based on the current expectations of the management of each entity. The words "anticipate", "expect", "believe", "may", "should", "estimate", "project", "outlook", "forecast" or similar words are used to identify such forward looking information. The forward-looking events and circumstances discussed in this release may not occur and could differ materially as a result of known and unknown risk factors and uncertainties affecting the Companies, including risks regarding the insurance industry, economic factors and the equity markets generally and the risk factors discussed in the “Risk Factors” section of the Company's 2014 Form 10-K. No forward-looking statement can be guaranteed. Except as required by applicable securities laws, forward-looking statements speak only as of the date on which they are made and Atlas and its subsidiaries undertake no obligation to publicly update or revise any forward-looking statement, whether as a result of new information, future events, or otherwise.
Exhibit 99.1
Contact Information:
At the Company Investor Relations
Atlas Financial Holdings, Inc. The Equity Group Inc.
Scott Wollney, CEO Adam Prior, Senior Vice President
Phone: 847-700-8600 212-836-9606
www.atlas-fin.com www.theequitygroup.com
###
Exhibit 99.1
ATLAS FINANCIAL HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF INCOME AND COMPREHENSIVE INCOME
(in '000s of US dollars, except for share and per share data)
Three Month Periods Ended | Six Month Periods Ended | |||||||||||
June 30, 2015 (unaudited) | June 30, 2014 (unaudited) | June 30, 2015 (unaudited) | June 30, 2014 (unaudited) | |||||||||
Net premiums earned | $ | 38,304 | $ | 23,306 | $ | 68,471 | $ | 45,260 | ||||
Net investment income | 1,191 | 679 | 1,711 | 1,458 | ||||||||
Net realized investment gains | 44 | 97 | 181 | 86 | ||||||||
Other income | 125 | — | 157 | 2 | ||||||||
Total revenue | 39,664 | 24,082 | 70,520 | 46,806 | ||||||||
Net claims incurred | 22,529 | 14,422 | 39,461 | 28,341 | ||||||||
Acquisition costs | 5,077 | 3,476 | 8,995 | 6,566 | ||||||||
Other underwriting expenses | 5,662 | 3,525 | 10,216 | 7,048 | ||||||||
Expenses incurred related to Anchor acquisition and Gateway stock purchase agreement | 228 | — | 1,920 | — | ||||||||
Total expenses | 33,496 | 21,423 | 60,592 | 41,955 | ||||||||
Income from operations before income tax expense | 6,168 | 2,659 | 9,928 | 4,851 | ||||||||
Income tax expense | 2,232 | 100 | 3,855 | 100 | ||||||||
Net income attributable to Atlas | 3,936 | 2,559 | 6,073 | 4,751 | ||||||||
Less: Preferred share dividends | 80 | 23 | 115 | 46 | ||||||||
Net income attributable to common shareholders | $ | 3,856 | $ | 2,536 | $ | 5,958 | $ | 4,705 | ||||
Basic weighted average common shares outstanding | 12,008,624 | 10,597,515 | 11,930,172 | 10,051,291 | ||||||||
Earnings per common share, basic | $ | 0.32 | $ | 0.24 | $ | 0.50 | $ | 0.47 | ||||
Diluted weighted average common shares outstanding | 12,800,920 | 11,007,639 | 12,714,450 | 10,448,492 | ||||||||
Earnings per common share, diluted | $ | 0.31 | $ | 0.23 | $ | 0.48 | $ | 0.45 | ||||
Consolidated Statements of Comprehensive Income | ||||||||||||
Net income attributable to Atlas | $ | 3,936 | $ | 2,559 | $ | 6,073 | $ | 4,751 | ||||
Other comprehensive income (loss): | ||||||||||||
Changes in net unrealized investment (losses) gains | (1,980 | ) | 1,253 | (390 | ) | 2,521 | ||||||
Reclassification to income of net realized investment gains | 189 | 74 | 195 | 112 | ||||||||
Effect of income tax | 609 | (451 | ) | 66 | (895 | ) | ||||||
Other comprehensive (loss) income for the period | (1,182 | ) | 876 | (129 | ) | 1,738 | ||||||
Total comprehensive income | $ | 2,754 | $ | 3,435 | $ | 5,944 | $ | 6,489 | ||||
Exhibit 99.1
ATLAS FINANCIAL HOLDINGS, INC.
CONDENSED CONSOLIDATED STATEMENTS OF FINANCIAL POSITION
(in '000s of US dollars, except for share and per share data)
June 30, 2015 (unaudited) | December 31, 2014 | |||||
Assets | ||||||
Investments, available for sale | ||||||
Fixed income securities, at fair value (amortized cost $193,986 and $126,701) | $ | 193,775 | $ | 126,949 | ||
Equity securities, at fair value (cost $2,148 and $2,220) | 2,285 | 2,093 | ||||
Other investments | 15,504 | 14,366 | ||||
Total Investments | 211,564 | 143,408 | ||||
Cash and cash equivalents | 15,958 | 36,586 | ||||
Accrued investment income | 1,060 | 660 | ||||
Accounts receivable and other assets (net of allowance of $725 and $560) | 74,661 | 49,770 | ||||
Reinsurance recoverables on amounts paid | 4,481 | 2,230 | ||||
Reinsurance recoverables on amounts unpaid | 26,844 | 18,421 | ||||
Prepaid reinsurance premiums | 11,958 | 3,628 | ||||
Deferred policy acquisition costs | 10,162 | 8,166 | ||||
Deferred tax asset, net | 17,826 | 17,317 | ||||
Intangible assets | 5,916 | 740 | ||||
Software and office equipment, net | 2,886 | 2,819 | ||||
Assets held for sale | 166 | 166 | ||||
Total Assets | $ | 383,482 | $ | 283,911 | ||
Liabilities | ||||||
Claims liabilities | $ | 126,458 | $ | 102,430 | ||
Unearned premiums | 93,594 | 58,950 | ||||
Due to reinsurers and other insurers | 9,369 | 2,456 | ||||
Note payable | 18,000 | — | ||||
Other liabilities and accrued expenses | 14,952 | 10,676 | ||||
Total Liabilities | $ | 262,373 | $ | 174,512 | ||
Shareholders’ Equity | ||||||
Preferred shares, par value per share $0.001, 100,000,000 shares authorized, 6,940,500 shares issued and outstanding at June 30, 2015 and 2,000,000 shares issued and outstanding at December 31, 2014. Liquidation value $1.00 per share | $ | 6,941 | $ | 2,000 | ||
Ordinary voting common shares, par value per share $0.003, 266,666,667 shares authorized, 11,846,130 shares issued and outstanding at June 30, 2015 and 11,638,723 shares issued and outstanding at December 31, 2014 | 36 | 34 | ||||
Restricted voting common shares, par value per share $0.003, 33,333,334 shares authorized, 132,863 shares issued and outstanding at June 30, 2015 and December 31, 2014 | — | — | ||||
Additional paid-in capital | 196,902 | 196,079 | ||||
Retained deficit | (82,721 | ) | (88,794 | ) | ||
Accumulated other comprehensive (loss) income, net of tax | (49 | ) | 80 | |||
Total Shareholders’ Equity | $ | 121,109 | $ | 109,399 | ||
Total Liabilities and Shareholders’ Equity | $ | 383,482 | $ | 283,911 | ||
2015 Second Quarter Conference Call August 4, 2015
Statements in this presentation, including the information set forth as to the future financial or operating performance of Atlas Financial Holdings, Inc., American Country Insurance Company, American Service Insurance Company, Gateway Insurance Company and/or Global Insurance Company of New York (collectively, “Atlas”), that are not current or historical factual statements may constitute “forward looking” information within the meaning of securities laws. Such forward looking statements involve known and unknown risks, uncertainties and other factors which may cause the actual results, performance or achievements of Atlas, or industry results, to be materially different from any future results, performance or achievements expressed or implied by such forward looking statements. When used in this presentation, such statements may include, among other terms, such words as “may,” “will,” “expect,” “believe,” “plan,” “anticipate,” “intend,” “estimate” and other similar terminology. These statements reflect current expectations, estimates and projections regarding future events and operating performance and speak only as to the date of this presentation. Readers should not place undue importance on forward looking statements and should not rely upon this information as of any other date. These forward looking statements involve a number of risks and uncertainties. Some of the factors facing Atlas that could cause actual results to differ materially from those expressed in or underlying such forward looking statements include: (i) market fluctuations, changes in interest rates or the need to generate liquidity; (ii) access to capital; (iii) recognition of future tax benefits on realized and unrealized investment losses; (iv) managing expansion effectively; (v) conditions affecting the industries in which we operate; (vi) competition from industry participants; (vii) attracting and retaining independent agents and brokers; (viii) comprehensive industry regulation; (ix) our holding company structure; (x) our ratings with A.M. Best; (xi) new claim and coverage issues; (xii) claims payments and related expenses; (xiii) reinsurance arrangements; (xiv) credit risk; (xv) our ability to retain key personnel; (xvi) our ability to replace or remove management or Directors; (xvii) future sales of common shares; (xviii) public company challenges; and (xix) failure to effectively execute our business plan. The foregoing list of factors is not exhaustive. See also “Risk Factors” listed in the Company’s most recent registration statement filed with the SEC. Many of these issues can affect Atlas’ actual results and could cause the actual results to differ materially from those expressed or implied in any forward looking statements made by, or on behalf of, Atlas. Readers are cautioned that forward looking statements are not guarantees of future performance, and should not place undue reliance on them. In formulating the forward looking statements contained in this presentation, it has been assumed that business and economic conditions affecting Atlas will continue substantially in the ordinary course. These assumptions, although considered reasonable at the time of preparation, may prove to be incorrect. When discussing our business operations, we may use certain terms of art which are not defined under U.S. GAAP. In the event of any unintentional difference between presentation materials and our GAAP results, investors should rely on the financial information in our public filings. Safe Harbor 2
Atlas Snapshot 3 NASDAQ: AFH (at 6/30/2015) Corporate Headquarters Elk Grove Village, IL (Chicago suburb) Core Target Markets Taxi / Limo / Paratransit Cash and Investments $227.5 million Total Assets $383.5 million Total Shareholders’ Equity $121.1 million Common Shares Outstanding (includes Restricted Share Units) 12,008,624 Book Value Per Outstanding Common Share $9.48
• Increased 104.3% in Q2 2015 to $46.6 million, which included an increase of 107.7% in core commercial auto businessGPW • Licensed in 49 states and the District of Columbia • Actively distributes insurance product in 40 states • Quarter over quarter growth in 12 states of greater than 100% Vertical Growth Q2 2015 Milestones Achieved record operating results Integration of Global Liberty Continued utilizing financial measures to support growth • 86.9% for Q2 2015 • 9th straight quarter under 95% Combined Ratio • Operating income was $6.2 million for the three month period ended June 30, 2015, or $0.49 per common share diluted; compared to $2.6 million for the three month period ended June 30, 2014, or $0.23 per common share diluted Operating Income • Annualized second quarter 2015 tax return on average common equity was 13.7%ROE 2015 Q2 Financial and Operating Highlights 4
5 Premium Growth GPW increased by 104.3% to $46.6 million • GPW increased 107.7% in core light commercial auto business Strong Underwriting Results Combined ratio improved by 5.0 percentage points year- over-year to 86.9% Book Value Growth Atlas has increased book value in each of the past 11 quarters • $9.48 at 6/30/2015 compared to $9.08 at 12/31/2014 and $7.96 at 6/30/2014 % Growth 104.3% 143.0% 19.1% 2015 Q2 Financial and Underwriting Highlights $46.5 $22.8 $0.0 $5.0 $10.0 $15.0 $20.0 $25.0 $30.0 $35.0 $40.0 $45.0 $50.0 Q2 2015 Q2 2014 Gross Written Premium $6.2 $2.6 $0.0 $1.0 $2.0 $3.0 $4.0 $5.0 $6.0 $7.0 Q2 2015 Q2 2014 Operating Income $3.9 $2.6 $0.0 $0.5 $1.0 $1.5 $2.0 $2.5 $3.0 $3.5 $4.0 $4.5 Q2 2015 Q2 2014 Net Income $9.48 $7.96 $7.00 $7.50 $8.00 $8.50 $9.00 $9.50 $10.00 Q2 2015 Q2 2014 Book Value 53.8%
Considerable Underwriting Margin Improvement Since 2013 U.S. IPO 6 Combined Operating Ratio (“COR”) 98.1% 95.0% 93.9% 91.4% 93.5% 91.9% 89.6% 88.4% 84.2 86.9% 75.0% 80.0% 85.0% 90.0% 95.0% 100.0% Q 1 2 0 1 3 Q 2 2 0 1 3 Q 3 2 0 1 3 Q 4 2 0 1 3 Q 1 2 0 1 4 Q 2 2 0 1 4 Q 3 2 0 1 4 Q 4 2 0 1 4 Q 1 2 0 1 5 Q 2 2 0 1 5 90.5%* Three Month Periods Ended June 30, 2015 June 30, 2014 Loss ratio 58.8 % 61.9% Underwriting expense ratio 28.1 % 30.0% Combined ratio 86.9 % 91.9% * Excluding the favorable development on Gateway's commercial auto program
Gross Written Premium: Inforce As of June 30, 2015 7
NWP to Statutory Surplus Analysis Actual through Q2 2015 $11 $18 $24 $43 $49 $59 $66 $74 $85 $94 $101 $108 $111 $133 $148 $52 $50 $50 $49 $52 $51 $53 $52 $53 $54 $61 $62 $63 $81 $101 0.20 0.36 0.48 0.86 0.94 1.15 1.24 1.42 1.60 1.73 1.66 1.76 1.76 1.64 1.47 - 0.20 0.40 0.60 0.80 1.00 1.20 1.40 1.60 1.80 2.00 $0.0 $40.0 $80.0 $120.0 $160.0 $200.0 $240.0 Q4 2011 Q1 2012 Q2 2012 Q3 2012 Q4 2012 Q1 2013 Q2 2013 Q3 2013 Q4 2013 Q1 2014 Q2 2014 Q3 2014 Q4 2014 Q1 2015 Q2 2015 Mi llio ns NWP Surplus NWP Core:Surplus (right axis) $25 mil equity raise $15.5 mil Debt Begin use of Quota Share Reins 8 Trailing 12 months
Geographic Diversification 9 Gross premium written by state (%) Quarter Ended 6/30/2015 New York, 28.0% California, 10.8% Michigan, 7.7%Minnesota , 6.1%Texas, 6.0% Louisiana, 3.9% Virginia, 3.8% Illinois, 3.7% Ohio, 3.0% Washington, 2.8% Other, 24.2% Gross premium written by state ($ in '000s) Three Month Periods Ended Six Month Periods Ended June 30, 2015 June 30, 2014 June 30, 2015 June 30, 2014 New York $ 13,054 28.0% $ 3,624 15.9% $ 20,966 22.9% $ 8,668 16.0% California $ 5,022 10.8% $ 1,644 7.2% $ 7,797 8.5% $ 2,591 4.8% Michigan $ 3,580 7.7% $ 2,971 13.0% $ 7,112 7.8% $ 5,905 10.9% Minnesota $ 2,860 6.1% $ 2,233 9.8% $ 4,549 5.0% $ 3,736 6.9% Texas $ 2,785 6.0% $ (185) (0.8)% $ 5,133 5.6% $ 990 1.8% Louisiana $ 1,806 3.9% $ 841 3.7% $ 5,128 5.6% $ 1,580 2.9% Virginia $ 1,773 3.8% $ 967 4.2% $ 2,659 2.9% $ 1,746 3.2% Illinois $ 1,701 3.7% $ 1,252 5.5% $ 11,080 12.1% $ 10,948 20.3% Ohio $ 1,402 3.0% $ 1,046 4.6% $ 2,676 2.9% $ 2,180 4.0% Washington $ 1,289 2.8% $ 339 1.5% $ 1,895 2.1% $ 460 0.9% Other $ 11,303 24.2% $ 8,069 35.4% $ 22,553 24.6% $ 15,221 28.3% Total $ 46,575 100.0% $ 22,801 100.0% $ 91,548 100.0% $ 54,025 100.0% New York, 22.9% California, 8.5% Michigan, 7.8% Minnesota, 5.0% Texas, 5.6% Louisiana, 5.6% Virginia, 2.9% Illinois, 12.1%Ohio, 2.9% Washington, 2.1% Other, 24.6% Gross premium written by state (%) YTD 6/30/2015
Operating Activities: Underwriting (commercial business only: excludes Global Liberty) 10 Note: Stacked Line 0% 10% 20% 30% 40% 50% 60% 70% 80% 90% 100% Current target of 65%. Through Q2 ’15 market conditions continue to show firming (magnitude varies by geography). Hit ratio target will continued to be monitored for the balance of the year. If commercial auto rate increases shift from mid to high single digits, a higher target will be established. Application Count by Agent Category Bound/Application Ratio 0 50 100 150 200 250 300 350 New Agents Existing Agents Continuing incremental volume from new and existing agents with continuing volume related to “book rolls” from other markets. In Q2 ’15, 35.8% of applications came from new agents (including GIC).
- 1,000 2,000 3,000 4,000 5,000 6,000 7,000 8,000 Jan-15 Feb-15 Mar-15 Apr-15 May-15 Jun-15 Jul-15 Aug-15 Sep-15 Oct-15 Nov-15 Dec-15 Actual Target Last Year Operating Activities: Underwriting (commercial business only: excludes Global Liberty) New Business Submissions (Monthly Vehicles Submitted) 11 - 5,000 10,000 15,000 20,000 25,000 30,000 35,000 40,000 Jan Feb Mar Apr May Jun Jul Aug Sep Oct Nov Dec Vehicles Inforce VIF 2015 - Actual VIF 2014 - Actual
Existing Business Retention Levels (excludes Global Liberty) 12 0.00% 10.00% 20.00% 30.00% 40.00% 50.00% 60.00% 70.00% 80.00% 90.00% 100.00% Target of 85% based on current market conditions. High persistency demonstrates customer satisfaction and continues to provide support for positive pricing action Renewal Retention (Policy Count)
Financial Highlights 13
Q2 2015 Financial Highlights (comparisons to prior year period) • Gross premium written increased by 104.3% to $46.6 million, including an increase of 107.7% in core commercial auto lines • Underwriting results improved by $3.2 million, representing a 167.4% increase • Underwriting expense ratio adjusted for debt treatment and share based compensation expenses was 26.7% • Operating income was $6.2 million, or $0.49 per common share diluted • Income before taxes was $6.2 million compared to $2.7 million in the same period of the prior year, representing a 132.0% increase • Net income was $3.9 million during the three month period ended June 30, 2015, compared to $2.6 million during the three month period ended June 30, 2014 – Note: In Q2 ’15, effective tax rate (state & federal) was 36.1% vs. 3.8% in Q2 ‘14 • Earnings per common share diluted were $0.31, compared to $0.23 in the same period of the prior year 14 Target total expense ratio of 24.5% to 26.5%
2015 Q2 Operating Income 15 Three Month Periods Ended June 30, 2015 June 30, 2014 U.S. GAAP net income $3,936 $2,559 Add: income tax expense 2,232 100 Add: expenses incurred related to acquisitions 228 — Less: net investment gains 44 97 Less: other income (expense) 125 — Operating income $6,227 $2,562 Operating Income per diluted common share $0.49 $0.23 Operating Income is an internal performance measure used in the management of the Company's operations. It represents before-tax operational results excluding, as applicable, net realized gains or losses, net impairment charges recognized in earnings, non-recurring and atypical costs and other items. Operating Income should not be viewed as a substitute for U.S. Generally Accepted Accounting Principles (U.S. GAAP) net income. The table below reconciles U.S. GAAP net income to operating income ($ in '000's):
16 Detailed Impact of Changes to Book Value per Common Share Book value per common share was as follows: Book value per common share of $9.48 increased by $0.40 relative to December 31, 2014 as follows: $0.63 increase related to net income after tax and before items below; $0.01 increase related to the change in realized investment after tax; ($0.01) decrease related to the preferred share dividend liquidation; ($0.01) decrease related to the change in unrealized gains/losses after tax; ($0.09) decrease related to share based compensation; and ($0.13) decrease related to expenses incurred with the acquisition of subsidiaries. $0.40 total change from December 31, 2014 book value per common share As of: (in '000s, except for shares and per share data) June 30, 2015 December 31, 2014 Shareholders' equity $ 121,109 $ 109,399 Less: Preferred stock in equity (7,223) 2,184 Common equity $ 113,886 $ 107,215 Participative shares: Common shares outstanding 11,978,993 11,771,586 Restricted stock units (RSUs) 29,631 37,038 Total participative shares 12,008,624 11,808,624 Book value per participative share outstanding $ 9.48 $ 9.08
• Attractive investment leverage • Credit Facility: – $5 million one-year revolver, LIBOR + 2.75% ($2.5 million drawn in Q1 ’15) – $30 million five-year draw facility, LIBOR + 4.5% ($15.5 million drawn in Q2 ’15) • Acquisitions with adverse development protection ($ in millions) June 30, 2015 December 31, 2014 Cash and Investments $227.5 $180.0 Total Assets $383.5 $283.9 Claim Reserves (Gross of Reinsurance) (1) (2) (3) $126.5 $102.4 Unearned Premiums $93.6 $59.0 Total Shareholders’ Equity $121.1 $109.4 17 (1) Atlas’ purchase of American Country and American Service included $10 million limit of adverse development protection (90% quota share after $1 million) based on reserves as of September 30, 2010, which has not been utilized. (2) Gateway Acquisition included $2 million of adverse development protection (3) Recently acquired Global Liberty included $4 million of adverse development protection Strong Balance Sheet
Investment Portfolio Conservative Investment Approach • Emphasize preservation of capital, market liquidity to support payment of liabilities and diversification of risk • Investment duration re-positioned to match core commercial auto reserve liabilities (3.6 years) Investment Portfolio • As of June 30, 2015, total investments equaled $211.6 million, of which fixed income consisted of 92.7% • Predominantly corporate and government bonds • Average S&P rating of AA • 55.2% AAA • 84.2% A or better 18 Government 0% Corporate 31% Mortgage Backed 40% Other Asset Backed 16% Other Investments 11% Equities 2% Investment Portfolio (6/30/2015) (1) (1) American Country Insurance Company, American Service Insurance Company, Inc., Gateway Insurance Company, Global Liberty Insurance Co. of New York Credit ratings of fixed income securities portfolio (in '000s) As of: June 30, 2015 December 31, 2014 Amount % of Total Amount % of Total AAA/Aaa $ 107,003 55.2%$ 77,856 61.3 % AA/Aa 22,786 11.8 % 10,897 8.6 % A/A 33,337 17.2 % 22,206 17.5 % BBB/Baa 30,063 15.5 % 15,990 12.6 % BB 585 0.3 % — — % Total Securities $ 193,775 100.0%$ 126,949 100.0 % No exposure to Greece or PR
Outlook / Market Overview 19
Loss Ratio 70% Historical results from Atlas’ insurance subsidiaries have continued to produce loss ratios in the 70% range during soft market cycles Combined Ratio of 95 – 97%1 Current Investment Yield of 2.0% on total portfolio of 1.5X net premium earned Tax rate of 35%2 After tax ROE: 8% - 11%3 Loss Ratio 60% Combined Ratio will drop as expenses continue to trend towards the following range. Combined Ratio of 85 – 87%1 Current Investment Yield of 2.0% on total portfolio of 1.5X net premium earned Tax rate of 35%2 After tax ROE: 21% - 24%3 Loss Ratio 50% Loss ratios for the insurance companies Atlas owns were in the low 50’s for multiple years in prior hard market cycles. Combined Ratio of 75 – 77%1 Current Investment Yield of 2.0% on total portfolio of 1.5X net premium earned Tax rate of 35%2 After tax ROE: 34% - 37%3 Impact of Pricing Progression for Atlas Financial Niche insurance business that produces underwriting profits through all market cycles 1 Assumptions: Expense ratio of between 24.5%-26.5% 2 Based on existing DTA’s, the 1st $2.6 mil of income is tax free from a cash perspective through 2032 3 Company operating at efficient scale with 2:1 NWP Surplus Ratio 20 New business pricing below 60%
Concluding Remarks Favorable Outlook • Company has implemented measures to manage its operating leverage as it grows, with the objective of self-funding – $35 Million Line of credit from Fifth Third Bank – Quota share reinsurance • Re-affirms $200 to $240 million premium forecast for full year 2015 – $400 million in written premium is proportionate share • Goal is to maximize ROE potential in the current cycle – Strong operating margins – Efficient and scalable capital structure – Operating leverage • Discipline as market leader in niche business – Expertise – Focus – Underlying data – Strong brands – Difficult to replicate model • Proven experience finding and fixing challenged businesses – Potential opportunistic M&A in all market cycles 21 Goal Atlas is targeting a high teens after-tax ROCE in 2015. Across market cycles, our objective is to exceed industry ROCE by 500 to 1,000 bps.
Nasdaq: AFH For Additional Information At the Company: Scott Wollney Chief Executive Officer [email protected] 847-700-8600 Investor Relations: The Equity Group Inc. Adam Prior Senior Vice President [email protected] 212-836-9606 Terry Downs Associate [email protected] 212-836-9615
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