Fortegra Financial Corporation Reports Fourth Quarter and Full Year
2013 Results
JACKSONVILLE, FL--(Marketwired - Mar 10, 2014) - Fortegra
Financial Corporation (NYSE: FRF), an insurance services company
offering a wide array of revenue enhancing products, including
payment protection products, motor club memberships, service
contracts, device and warranty services, and administration
services, to our business partners, including insurance companies,
retailers, dealers, insurance brokers and agents and financial
services companies, reported its results for the fourth quarter and
full year ended December 31, 2013.
- Completed the sale of Bliss & Glennon, Inc. ("B&G") and
eReinsure.com, Inc. ("eReinsure") to AmWINS Holdings, LLC for gross
proceeds of $83.5 million on December 31, 2013 (the "Disposition"),
which resulted in an $8.8 million gain on sale, net of tax.
- Debt was reduced by $77.5 million, and goodwill and other
intangible assets were reduced by a combined $70.0 million, on
December 31, 2013 as a result of the Disposition.
- Net income for the full year 2013 was $22.7 million compared to
$15.2 million for the full year 2012. Diluted earnings per
share were $1.11 in 2013 compared to $0.74 in 2012.
- Net income from continuing operations before non-controlling
interests was $3.9 million for the fourth quarter of 2013 compared
to $3.6 million for the fourth quarter of 2012.
- Fourth quarter 2013 diluted earnings per share from continuing
operations were $0.16 compared to $0.17 in the fourth quarter of
2012.
- Direct and assumed written premiums for the fourth quarter 2013
rose 17.6% compared to the same period in 2012, and for the full
year ended December 31, 2013 increased 11.5% to $410.2 million from
$367.8 million for 2012.
- Adjusted EBITDA from continuing operations for the year ended
December 31, 2013 increased 14.0% to $34.3 million, compared with
$30.1 million for the year ended December 31, 2012.
"We see 2013 as a transformational year in our company's history
and one that will be viewed as a critical turning point towards our
future success. We started the year having just acquired two
exceptional companies, ProtectCELL and 4Warranty, and we finished
the year with the sale of B&G and eReinsure. As a result
of the Disposition, we de-leveraged our balance sheet by paying off
the debt under our primary credit facility, and shifted our
complete focus to our higher margin product and service
offerings. Fortegra is more streamlined and integrated than
ever before and our new operating structure will provide us
increased efficiency and business flexibility. In the quarter, we
took swift action to win over payment protection customers in
response to the announcement of a major competitor's decision to
exit a segment of the payment protection market, which created
a sizeable market opportunity for us," said Richard S. Kahlbaugh,
Chairman, President and Chief Executive Officer of
Fortegra. "Moreover, we continued to see strong premium growth
in our payment protection products, and while regulatory pressures
in our Motor Clubs remain, our ProtectCell products had another
strong revenue quarter. Last, we are pleased with the early
performance of our recently introduced products, and we anticipate
these new products will provide meaningful revenue growth in
2014."
Discontinued Operations
and Revision of Business Segments In connection with the
Disposition, the financial results of the disposed businesses are
reported as discontinued operations in the Consolidated Statements
of Income. Fortegra also realigned its reporting structure to
manage its ongoing business as a single profit center, and reports
financial results from continuing operations in one reportable
segment for all periods presented.
Fourth Quarter
Results Total revenues from continuing operations increased
$28.9 million, or 45.4%, to $92.5 million for the fourth quarter of
2013, compared to $63.6 million for the fourth quarter of
2012. Net revenues, which are comprised of total revenues less
net losses and loss adjustment expenses, member benefit claims, and
commission expenses, increased $5.8 million, or 25.6%, to $28.2
million for the quarter compared to $22.5 million for the
prior-year period. Operating expenses, which are comprised of
personnel costs and other operating expenses, increased $4.7
million, or 32.2%, to $19.1 million for the quarter compared to
$14.5 million for the prior-year period. Income from
continuing operations before non-controlling interests for the
quarter increased $0.3 million, or 7.3%, to $3.9 million from $3.6
million for the fourth quarter of 2012, principally a result of the
expansion of our warranty service contracts through ProtectCELL and
4Warranty.
Net income attributable to Fortegra Financial Corporation,
including discontinued operations, for the three months ended
December 31, 2013 increased $8.8 million, or 232.0%, to $12.6
million from $3.8 million for the three months ended December 31,
2012. Earnings per diluted share attributable to Fortegra
Financial Corporation, including discontinued operations, increased
244.4% to $0.62 for the three months ended December 31, 2013 from
$0.18 for the same period in 2012. Our 2013 results include
the $8.8 million gain, net of tax, or $0.43 per diluted share, from
the Disposition. Non-GAAP earnings per share from continuing
operations on a diluted basis were $0.18 and $0.20 for the three
months ended December 31, 2013 and 2012, respectively.
Full Year 2013
Results Total revenues from continuing operations increased
$91.5 million, or 35.7%, to $347.9 million for the full year 2013,
compared to $256.3 million for the full year 2012. Net
revenues increased $22.9 million, or 27.7%, to $105.7 million for
2013 compared to $82.7 million for 2012. Operating expenses
increased $21.9 million, or 41.5%, to $74.6 million for 2013
compared to $52.7 million for 2012. These increases resulted
principally from the expansion of our warranty products through
ProtectCELL and 4Warranty. Income from continuing operations
before non-controlling interests for the year ended December 31,
2013 decreased $1.2 million, or 8.9%, to $11.8 million from $13.0
million for the year ended December 31, 2012. This decrease
resulted from $0.8 million of expense due to the previously
announced plan to consolidate certain functions within our
operations in 2013, while our 2012 results included a $1.0 million
benefit from a change in accounting estimate
Net income attributable to Fortegra Financial Corporation,
including discontinued operations, for the year ended December 31,
2013 increased $7.6 million, or 49.8%, to $22.7 million from $15.2
million for the year ended December 31, 2012. Earnings per
diluted share attributable to Fortegra Financial Corporation,
including discontinued operations, increased 50% to $1.11 for the
year ended December 31, 2013 from $0.74 for the same period in
2012. Our 2013 results include the impact of the $8.8 million
gain, net of tax, or $0.43 per diluted share, from the Disposition,
while 2012 included a $1.0 million benefit from a change in
accounting estimate, or $0.05 per diluted share. Non-GAAP
earnings per share from continuing operations on a diluted basis
were $0.61 and $0.67 for the years ended December 31, 2013 and
2012, respectively.
Balance Sheet
Total investments and cash and cash equivalents increased to $160.5
million at December 31, 2013 compared to $133.3 million at December
31, 2012. Goodwill decreased $54.0 million to $73.7 million at
December 31, 2013 compared to $127.7 million at December 31, 2012
as a result of the Disposition. Other intangible assets
decreased $21.1 million, of which $14.1 million related to the
Disposition. Unearned premiums were $256.4 million at December
31, 2013 compared to $235.9 million at December 31,
2012. Total debt outstanding at December 31, 2013 decreased to
$38.3 million compared to $124.4 million at December 31,
2012. Stockholders' equity increased to $166.5 million at
December 31, 2013 from $145.7 million at December 31, 2012.
Conference Call
Information Fortegra Financial's executive management will
host a conference call to discuss its fourth quarter and year end
2013 results on Tuesday, March 11, 2014 at 8:30 a.m. Eastern
Time. To participate in the live call, dial (877) 407-3982 within
the U.S., or (201) 493-6780 for
international callers. A live audio webcast will also be
available on the Investors page of the company's website:
http://www.fortegrafinancial.com. A replay of the call will be
available beginning March 11, 2014 at 11:30 a.m. Eastern Time and
ending on March 18, 2014 at 11:59 p.m. Eastern Time on the
Company's website, and by dialing (877) 870-5176
in the U.S. or (858) 384-5517 for
international callers. The pass code for the replay is
13577483.
Statistical
Supplement In addition, the Company has provided a
statistical supplement, which can be accessed through the "Investor
Relations" section of Fortegra Financial's website at:
http://www.fortegrafinancial.com.
About Fortegra
Financial Corporation Fortegra Financial Corporation
(references in this report to "Fortegra Financial," "Fortegra,"
"we," "us," "the Company" or similar terms refer to Fortegra
Financial Corporation and its subsidiaries), traded on the New York
Stock Exchange under the symbol: FRF, is an insurance services
company headquartered in Jacksonville, Florida. Fortegra offers a
wide array of revenue enhancing products, including payment
protection products, motor club memberships, service contracts,
device and warranty services, and administration services, to our
business partners, including insurance companies, retailers,
dealers, insurance brokers and agents and financial services
companies. Fortegra's brands include Fortegra™, Life of the
South®, 4Warranty, ProtectCELL™, Continental Car Club™, Auto Knight
Motor Club™, United Motor Club™, Consecta™, Pacific Benefits
Group™, and South Bay Acceptance Corporation.
Use of Non-GAAP
Financial Information We present certain additional
financial measures related to our business that are "Non-GAAP
measures" within the meaning of Regulation G under the Securities
Act of 1934. We present these Non-GAAP measures to provide
investors with additional information to analyze our performance
from period to period. Management also uses these measures to
assess performance and to allocate resources in managing our
businesses. However, investors should not consider these
Non-GAAP measures as a substitute for the financial information
that we report in accordance with GAAP. These Non-GAAP
measures reflect subjective determinations by management, and may
differ from similarly titled Non-GAAP measures presented by other
companies.
In this Earnings Release, we present Net income from continuing
operations - Non-GAAP Basis, Non-GAAP Earnings per share from
continuing operations - basic and diluted, Net revenue, Operating
expenses, EBITDA from continuing operations and Adjusted EBITDA
from continuing operations. These financial measures as
presented in this Earnings Release are considered Non-GAAP
financial measures and are not recognized terms under U.S. GAAP and
should not be used as an indicator of, and are not an alternative
to, net income or earnings per share as a measure of operating
performance. Net income from continuing operations - Non-GAAP
Basis as used in this Earnings Release, generally means net income
adjusted (on a tax-effected basis) by transaction costs associated
with acquisitions, stock-based compensation, restructuring
expenses, and unusual or non-recurring charges and items that
affect comparability of results. Non-GAAP earnings per share
from continuing operations - basic and diluted as presented in
this Earnings Release adjust for the impact of the Non-GAAP
adjustments to net income, net of tax, on a per share basis. Net
revenues as used in this Earnings Release is total revenues less
net losses and loss adjustment expenses, member benefit claims, and
commission expenses. Operating expense as used in this
Earnings Release is the sum of personnel costs and other operating
expenses. EBITDA from continuing operations as used in this
Earnings Release is net income before interest expense, income
taxes, net income attributable to non-controlling interests,
depreciation and amortization. Adjusted EBITDA from continuing
operations as used in this Earnings Release means "Consolidated
Adjusted EBITDA", which is defined under our credit facility with
Wells Fargo Bank, N.A. and which generally means consolidated net
income before net income attributable to non-controlling interests,
consolidated interest expense, consolidated amortization expense,
consolidated depreciation expense and consolidated income tax
expense, relating to continuing operations. The other items
excluded in this calculation may include if applicable, but are not
limited to, specified acquisition costs, impairment of goodwill and
other non-cash charges, stock-based compensation expense, and
unusual or non-recurring charges and items that affect
comparability of results. The calculation below does not give
effect to certain additional adjustments permitted under our credit
facility, which if included, would increase the amount of Adjusted
EBITDA from continuing operations reflected in this table. We
believe presenting Net Income from continuing operations - Non-GAAP
Basis, Non-GAAP Earnings per share from continuing operations -
basic and diluted, Net revenue, Operating expenses, EBITDA from
continuing operations and Adjusted EBITDA from continuing
operations provides investors with a supplemental financial measure
of our operating performance.
In addition to the financial covenant requirements under our
credit facility, management uses Net Income from continuing
operations - Non-GAAP Basis, Non-GAAP Earnings per share from
continuing operations - basic and diluted, Net revenues,
Operating expenses, EBITDA from continuing operations and Adjusted
EBITDA from continuing operations as financial measures of
operating performance for planning purposes, which may include, but
are not limited to, the preparation of budgets and projections, the
determination of bonus compensation for executive officers, the
analysis of the allocation of resources and the evaluation of the
effectiveness of business strategies. We measure Net revenue
as another means of understanding product contributions to our
results. We measure Operating expenses to reconcile from Net
revenues to EBITDA. Although we use EBITDA from continuing
operations and Adjusted EBITDA from continuing operations as
financial measures to assess the operating performance of our
business, both measures have significant limitations as analytical
tools because they exclude certain material expenses. For example,
they do not include interest expense and the payment of income
taxes, which are both necessary elements of our costs and
operations. Since we use property and equipment to generate
revenues, depreciation expense is a necessary element of our costs.
In addition, the omission of amortization expense associated with
our intangible assets further limits the usefulness of this
financial measure. Management believes the inclusion of the
adjustments to EBITDA from continuing operations to derive Adjusted
EBITDA from continuing operations are appropriate to provide
additional information to investors about certain material non-cash
items and about unusual items that we do not expect to continue at
the same level in the future. Because EBITDA from continuing
operations and Adjusted EBITDA from continuing operations do not
account for these expenses, their utility as financial measures of
our operating performance has material limitations. Due to these
limitations, management does not view EBITDA from continuing
operations and Adjusted EBITDA from continuing operations in
isolation or as primary financial performance measures.
We believe Net Income from continuing operations - Non-GAAP
Basis, Non-GAAP Earnings per share from continuing operations -
basic and diluted, EBITDA from continuing operations and Adjusted
EBITDA from continuing operations are frequently used by securities
analysts, investors and other interested parties in the evaluation
of similar companies in similar industries and to measure the
company's ability to service its debt and other cash needs. Because
the definitions of Net Income from continuing operations - Non-GAAP
Basis, Non-GAAP Earnings per share from continuing operations -
basic and diluted, EBITDA from continuing operations and Adjusted
EBITDA from continuing operations (or similar financial measures)
may vary among companies and industries, they may not be comparable
to other similarly titled financial measures used by other
companies.
Forward-Looking
Statements This press release may contain forward-looking
statements within the meaning of the Private Securities Litigation
Act of 1995. Such statements are subject to risks and
uncertainties. All statements other than statements of
historical fact included in this press release are forward-looking
statements. Forward-looking statements give our current
expectations and projections relating to our financial condition,
results of operations, plans, objectives, future performance and
business. You can identify forward-looking statements by the
fact that they do not relate strictly to historical or current
facts. These statements may include words such as
"anticipate," "estimate," "expect," "project,'' "plan," "intend,"
"believe," "may," "should," "can have," "likely" and other words
and terms of similar meaning in connection with any discussion of
the timing or nature of future operating or financial performance
or other events.
The forward-looking statements contained in this press release
(including statements regarding: the efficiency and flexibility of
our business under our new operating structure, the size of the
market opportunity resulting from our competitor's announced
exist from a segment of the payment protection market, and the
level of contribution of our recently introduced products to our
revenue growth in 2014) are based on assumptions that we have made
in light of our industry experience and our perceptions of
historical trends, current conditions, expected future developments
and other factors we believe are appropriate under the
circumstances. As you read this press release, you should
understand that these statements are not guarantees of performance
or results. They involve risks, uncertainties (some of which
are beyond our control) and assumptions. Although we believe
that these forward-looking statements are based on reasonable
assumptions, you should be aware that many factors could affect our
actual financial results and cause them to differ materially from
those anticipated in the forward-looking statements. We
believe these factors include, but are not limited to, those
described under Item 1A. - "Risk Factors" in Fortegra's most
current Annual Report on Form 10-K and most current Quarterly
Report on Form 10-Q, and any amendments to those reports. Should
one or more of these risks or uncertainties materialize, or should
any of these assumptions prove incorrect, our actual results may
vary in material respects from those projected in these
forward-looking statements.
Any forward-looking statement made by us in this press release
speaks only as of the date on which we make it. Factors or
events that could cause our actual results to differ may emerge
from time to time, and it is not possible for us to predict all of
them. We undertake no obligation to publicly update any
forward-looking statement, whether as a result of new information,
future developments or otherwise, except as may be required by
law.
Further information concerning Fortegra and its business,
including factors that potentially could materially affect
Fortegra's financial results, is contained in Fortegra's filings
with the SEC, which are available free of charge at the SEC's
website at http://www.sec.gov and from Fortegra's website in the
"Investor Relations" section under "SEC Filings" at
http://www.fortegrafinancial.com.
|
|
FORTEGRA FINANCIAL CORPORATION |
CONSOLIDATED STATEMENTS OF INCOME (Unaudited) |
(All Amounts in Thousands Except Share and Per
Share Amounts) |
|
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended |
|
For the Years Ended |
|
|
December 31, 2013 |
|
December 31, 2012 |
|
December 31, 2013 |
|
|
December 31, 2012 |
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Service and administrative fees |
|
$ |
45,776 |
|
$ |
23,355 |
|
$ |
172,427 |
|
|
$ |
90,550 |
|
|
Ceding commissions |
|
|
9,973 |
|
|
9,429 |
|
|
32,824 |
|
|
|
34,825 |
|
|
Net investment income |
|
|
635 |
|
|
848 |
|
|
3,050 |
|
|
|
3,067 |
|
|
Net realized investment gains |
|
|
- |
|
|
9 |
|
|
2,043 |
|
|
|
3 |
|
|
Net earned premium |
|
|
35,858 |
|
|
29,855 |
|
|
136,787 |
|
|
|
127,625 |
|
|
Other income |
|
|
237 |
|
|
97 |
|
|
736 |
|
|
|
269 |
|
|
Total revenues |
|
|
92,479 |
|
|
63,593 |
|
|
347,867 |
|
|
|
256,339 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net losses and loss adjustment expenses |
|
|
10,471 |
|
|
7,947 |
|
|
41,567 |
|
|
|
40,219 |
|
|
Member benefit claims |
|
|
11,395 |
|
|
1,084 |
|
|
46,019 |
|
|
|
4,642 |
|
|
Commissions |
|
|
42,382 |
|
|
32,094 |
|
|
154,606 |
|
|
|
128,741 |
|
|
Personnel costs |
|
|
9,638 |
|
|
7,231 |
|
|
39,487 |
|
|
|
28,475 |
|
|
Other operating expenses |
|
|
9,489 |
|
|
7,242 |
|
|
35,117 |
|
|
|
24,233 |
|
|
Depreciation and amortization |
|
|
1,249 |
|
|
1,166 |
|
|
4,858 |
|
|
|
3,275 |
|
|
Amortization of intangibles |
|
|
1,371 |
|
|
698 |
|
|
5,527 |
|
|
|
2,742 |
|
|
Interest expense |
|
|
899 |
|
|
779 |
|
|
3,621 |
|
|
|
4,334 |
|
|
(Gain) on sale of subsidiary |
|
|
- |
|
|
- |
|
|
(402 |
) |
|
|
- |
Total expenses |
|
|
86,894 |
|
|
58,241 |
|
|
330,400 |
|
|
|
236,661 |
Income from continuing operations before income
taxes |
|
|
5,585 |
|
|
5,352 |
|
|
17,467 |
|
|
|
19,678 |
|
|
Income taxes - continuing operations |
|
|
1,733 |
|
|
1,761 |
|
|
5,660 |
|
|
|
6,716 |
Income from continuing operations before
non-controlling interests |
|
|
3,852 |
|
|
3,591 |
|
|
11,807 |
|
|
|
12,962 |
Discontinued operations: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from discontinued operations - net of tax |
|
|
476 |
|
|
202 |
|
|
3,546 |
|
|
|
2,275 |
|
|
|
Gain
on sale of discontinued operations - net of tax |
|
|
8,844 |
|
|
- |
|
|
8,844 |
|
|
|
- |
Discontinued operations - net of tax |
|
|
9,320 |
|
|
202 |
|
|
12,390 |
|
|
|
2,275 |
Net income before non-controlling interests |
|
|
13,172 |
|
|
3,793 |
|
|
24,197 |
|
|
|
15,237 |
|
|
|
Less:
net income attributable to non-controlling interests |
|
|
614 |
|
|
10 |
|
|
1,482 |
|
|
|
72 |
Net income attributable to Fortegra Financial
Corporation |
|
$ |
12,558 |
|
$ |
3,783 |
|
$ |
22,715 |
|
|
$ |
15,165 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share - Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income from continuing operations - net of tax |
|
$ |
0.17 |
|
$ |
0.18 |
|
$ |
0.53 |
|
|
$ |
0.65 |
Discontinued operations - net of tax |
|
|
0.48 |
|
|
0.01 |
|
|
0.64 |
|
|
|
0.12 |
|
|
|
Net
income attributable to Fortegra Financial Corporation |
|
$ |
0.65 |
|
$ |
0.19 |
|
$ |
1.17 |
|
|
$ |
0.77 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share - Diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income from continuing operations - net of tax |
|
$ |
0.16 |
|
$ |
0.17 |
|
$ |
0.50 |
|
|
$ |
0.63 |
Discontinued operations - net of tax |
|
|
0.46 |
|
|
0.01 |
|
|
0.61 |
|
|
|
0.11 |
|
|
|
Net
income attributable to Fortegra Financial Corporation |
|
$ |
0.62 |
|
$ |
0.18 |
|
$ |
1.11 |
|
|
$ |
0.74 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
19,410,655 |
|
|
19,507,733 |
|
|
19,477,802 |
|
|
|
19,655,492 |
|
Diluted |
|
|
20,388,890 |
|
|
20,507,329 |
|
|
20,482,652 |
|
|
|
20,600,362 |
|
|
|
FORTEGRA FINANCIAL CORPORATION |
CONSOLIDATED STATEMENTS OF INCOME - Discontinued
Operations (Unaudited) |
(All Amounts in Thousands) |
|
|
|
|
|
|
|
|
|
|
|
For the Three Months Ended |
|
For the Years Ended |
|
|
December 31, 2013 |
|
December 31, 2012 |
|
December 31, 2013 |
|
December 31, 2012 |
Income from discontinued operations: |
|
|
|
|
|
|
|
|
|
|
|
|
Revenues: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Brokerage commissions and fees |
|
$ |
8,414 |
|
$ |
8,011 |
|
$ |
36,823 |
|
$ |
35,306 |
|
|
Net
investment income |
|
|
4 |
|
|
1 |
|
|
22 |
|
|
1 |
|
|
Other
income |
|
|
10 |
|
|
- |
|
|
40 |
|
|
- |
Total revenues |
|
|
8,428 |
|
|
8,012 |
|
|
36,885 |
|
|
35,307 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Personnel costs |
|
|
5,011 |
|
|
4,950 |
|
|
20,251 |
|
|
20,173 |
|
|
Other
operating expenses |
|
|
1,415 |
|
|
1,477 |
|
|
5,778 |
|
|
6,121 |
|
|
Depreciation and amortization |
|
|
161 |
|
|
183 |
|
|
615 |
|
|
658 |
|
|
Amortization of intangibles |
|
|
487 |
|
|
480 |
|
|
1,929 |
|
|
2,211 |
|
|
Interest expense |
|
|
551 |
|
|
578 |
|
|
2,318 |
|
|
2,290 |
Total expenses |
|
|
7,625 |
|
|
7,668 |
|
|
30,891 |
|
|
31,453 |
Income from discontinued operations before income
taxes |
|
|
803 |
|
|
344 |
|
|
5,994 |
|
|
3,854 |
|
|
Income taxes - discontinued operations |
|
|
327 |
|
|
142 |
|
|
2,448 |
|
|
1,579 |
Income from discontinued operations - net of tax |
|
|
476 |
|
|
202 |
|
|
3,546 |
|
|
2,275 |
|
|
|
|
|
|
|
|
|
|
|
|
|
Gain on sale of discontinued operations: |
|
|
|
|
|
|
|
|
|
|
|
|
Gain on sale of discontinued operations before income
taxes |
|
|
14,739 |
|
|
- |
|
|
14,739 |
|
|
- |
|
Income taxes - gain on sale of discontinued
operations |
|
|
5,895 |
|
|
- |
|
|
5,895 |
|
|
- |
Gain on sale of discontinued operations - net of
tax |
|
|
8,844 |
|
|
- |
|
|
8,844 |
|
|
- |
|
|
|
|
|
|
|
|
|
|
|
|
|
Discontinued operations - net of tax |
|
$ |
9,320 |
|
$ |
202 |
|
$ |
12,390 |
|
$ |
2,275 |
|
|
|
|
|
|
FORTEGRA FINANCIAL CORPORATION |
|
CONSOLIDATED BALANCE SHEETS (Unaudited) |
|
(All Amounts in Thousands Except Share and Per
Share Amounts) |
|
|
|
|
|
|
|
|
|
|
At December 31, |
|
|
|
2013 |
|
|
2012 |
|
Assets: |
|
|
|
|
|
|
|
|
Investments: |
|
|
|
|
|
|
|
|
|
Fixed maturity securities available-for-sale, at fair
value |
|
$ |
131,751 |
|
|
$ |
110,641 |
|
|
Equity securities available-for-sale, at fair
value |
|
|
6,198 |
|
|
|
6,220 |
|
|
Short-term investments |
|
|
871 |
|
|
|
1,222 |
|
|
|
Total investments |
|
|
138,820 |
|
|
|
118,083 |
|
Cash and cash equivalents |
|
|
21,681 |
|
|
|
15,209 |
|
Restricted cash |
|
|
17,293 |
|
|
|
31,142 |
|
Accrued investment income |
|
|
1,175 |
|
|
|
1,235 |
|
Notes receivable, net |
|
|
11,920 |
|
|
|
11,290 |
|
Accounts and premiums receivable, net |
|
|
18,702 |
|
|
|
27,302 |
|
Other receivables |
|
|
33,409 |
|
|
|
13,393 |
|
Reinsurance receivables |
|
|
215,084 |
|
|
|
203,988 |
|
Deferred acquisition costs |
|
|
78,042 |
|
|
|
59,320 |
|
Property and equipment, net |
|
|
14,332 |
|
|
|
17,900 |
|
Goodwill |
|
|
73,701 |
|
|
|
127,679 |
|
Other intangible assets, net |
|
|
49,173 |
|
|
|
70,310 |
|
Income taxes receivable |
|
|
- |
|
|
|
2,919 |
|
Other assets |
|
|
6,307 |
|
|
|
7,667 |
|
Assets of discontinued operations |
|
|
791 |
|
|
|
- |
|
|
|
|
Total
assets |
|
$ |
680,430 |
|
|
$ |
707,437 |
|
|
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
Unpaid claims |
|
$ |
34,732 |
|
|
$ |
33,007 |
|
Unearned premiums |
|
|
256,380 |
|
|
|
235,900 |
|
Policyholder account balances |
|
|
23,486 |
|
|
|
26,023 |
|
Accrued expenses, accounts payable and other
liabilities |
|
|
53,035 |
|
|
|
58,660 |
|
Income taxes payable |
|
|
2,842 |
|
|
|
- |
|
Deferred revenue |
|
|
76,927 |
|
|
|
55,043 |
|
Notes payable |
|
|
3,273 |
|
|
|
89,438 |
|
Preferred trust securities |
|
|
35,000 |
|
|
|
35,000 |
|
Deferred income taxes, net |
|
|
19,659 |
|
|
|
28,651 |
|
Liabilities of discontinued operations |
|
|
8,603 |
|
|
|
- |
|
|
|
Total liabilities |
|
|
513,937 |
|
|
|
561,722 |
|
|
|
|
|
|
|
|
|
|
Stockholders' Equity: |
|
|
|
|
|
|
|
|
Preferred stock |
|
|
- |
|
|
|
- |
|
Common stock |
|
|
209 |
|
|
|
207 |
|
Treasury stock |
|
|
(8,014 |
) |
|
|
(6,651 |
) |
Additional paid-in capital |
|
|
99,398 |
|
|
|
97,641 |
|
Accumulated other comprehensive loss, net of tax |
|
|
(3,665 |
) |
|
|
(631 |
) |
Retained earnings |
|
|
72,532 |
|
|
|
49,817 |
|
|
|
Stockholders' equity before non-controlling
interests |
|
|
160,460 |
|
|
|
140,383 |
|
Non-controlling interests |
|
|
6,033 |
|
|
|
5,332 |
|
|
|
Total stockholders' equity |
|
|
166,493 |
|
|
|
145,715 |
|
|
|
|
Total
liabilities and stockholders' equity |
|
$ |
680,430 |
|
|
$ |
707,437 |
|
|
|
|
|
|
|
FORTEGRA FINANCIAL CORPORATION |
|
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION
(Unaudited) |
|
NET REVENUES, OPERATING EXPENSES, EBITDA FROM
CONTINUING OPERATIONS AND |
|
ADJUSTED EBITDA, FROM CONTINUING OPERATIONS |
|
(All Amounts in Thousands, except for
percentages) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION - NET
REVENUES |
|
|
|
For the Three Months Ended |
|
|
For the Years Ended |
|
|
|
December 31, 2013 |
|
|
December 31, 2012 |
|
|
December 31, 2013 |
|
|
December 31, 2012 |
|
Total revenues |
|
$ |
92,479 |
|
|
$ |
63,593 |
|
|
$ |
347,867 |
|
|
$ |
256,339 |
|
Less : |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
losses and loss adjustment expenses |
|
|
10,471 |
|
|
|
7,947 |
|
|
|
41,567 |
|
|
|
40,219 |
|
|
|
Member benefit claims |
|
|
11,395 |
|
|
|
1,084 |
|
|
|
46,019 |
|
|
|
4,642 |
|
|
|
Commissions |
|
|
42,382 |
|
|
|
32,094 |
|
|
|
154,606 |
|
|
|
128,741 |
|
Net Revenues |
|
$ |
28,231 |
|
|
$ |
22,468 |
|
|
$ |
105,675 |
|
|
$ |
82,737 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION -
OPERATING EXPENSES |
|
|
|
For the Three Months Ended |
|
|
For the Years Ended |
|
|
|
December 31, 2013 |
|
|
December 31, 2012 |
|
|
December 31, 2013 |
|
|
December 31, 2012 |
|
Personnel costs |
|
$ |
9,638 |
|
|
$ |
7,231 |
|
|
$ |
39,487 |
|
|
$ |
28,475 |
|
Other operating expenses |
|
|
9,489 |
|
|
|
7,242 |
|
|
|
35,117 |
|
|
|
24,233 |
|
Operating expenses |
|
$ |
19,127 |
|
|
$ |
14,473 |
|
|
$ |
74,604 |
|
|
$ |
52,708 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION
EBITDA FROM CONTINUING OPERATIONS AND ADJUSTED EBITDA FROM
CONTINUING OPERATIONS |
|
|
|
For the Three Months Ended |
|
|
For the Years Ended |
|
|
|
December 31, 2013 |
|
|
December 31, 2012 |
|
|
December 31, 2013 |
|
|
December 31, 2012 |
|
Income from continuing operations before
non-controlling interests |
|
$ |
3,852 |
|
|
$ |
3,591 |
|
|
$ |
11,807 |
|
|
$ |
12,962 |
|
|
Depreciation |
|
|
1,249 |
|
|
|
1,166 |
|
|
|
4,858 |
|
|
|
3,275 |
|
|
Amortization of intangibles |
|
|
1,371 |
|
|
|
698 |
|
|
|
5,527 |
|
|
|
2,742 |
|
|
Interest expense |
|
|
899 |
|
|
|
779 |
|
|
|
3,621 |
|
|
|
4,334 |
|
|
Income taxes |
|
|
1,733 |
|
|
|
1,761 |
|
|
|
5,660 |
|
|
|
6,716 |
|
EBITDA from continuing operations |
|
|
9,104 |
|
|
|
7,995 |
|
|
|
31,473 |
|
|
|
30,029 |
|
|
|
Transaction costs (1) |
|
|
37 |
|
|
|
462 |
|
|
|
203 |
|
|
|
601 |
|
|
|
Restructuring expenses |
|
|
65 |
|
|
|
- |
|
|
|
1,299 |
|
|
|
- |
|
|
|
(Gain) on sale of subsidiary |
|
|
- |
|
|
|
- |
|
|
|
(402 |
) |
|
|
- |
|
|
|
Legal
expenses |
|
|
125 |
|
|
|
- |
|
|
|
520 |
|
|
|
- |
|
|
|
Stock-based compensation expense |
|
|
239 |
|
|
|
297 |
|
|
|
1,228 |
|
|
|
954 |
|
|
|
Change in accounting estimate |
|
|
- |
|
|
|
- |
|
|
|
- |
|
|
|
(1,509 |
) |
Adjusted EBITDA from continuing operations |
|
$ |
9,570 |
|
|
$ |
8,754 |
|
|
$ |
34,321 |
|
|
$ |
30,075 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
EBITDA from continuing operations margin |
|
|
32.2 |
% |
|
|
35.6 |
% |
|
|
29.8 |
% |
|
|
36.3 |
% |
Adjusted EBITDA from continuing operations margin
(2) |
|
|
33.9 |
% |
|
|
39.0 |
% |
|
|
32.5 |
% |
|
|
36.9 |
% |
|
|
|
(1) |
|
Represents transaction costs associated with acquisitions. |
|
|
|
(2) |
|
- The change in accounting estimate affecting the year ending
December 31, 2012 period impacted net revenues by $1.2 million and
other operating expense by ($0.3) million. The Adjusted EBITDA
Margin for these periods is computed based on net revenues and
income before tax adjusted for these impacts. |
|
|
|
|
|
|
FORTEGRA FINANCIAL CORPORATION |
|
RECONCILIATION OF NON-GAAP FINANCIAL INFORMATION
(Unaudited) |
|
NET INCOME FROM CONTINUING OPERATIONS - NON-GAAP
BASIS |
|
AND EARNINGS PER SHARE FROM CONTINUING OPERATIONS
NON-GAAP BASIS |
|
(All Amounts in Thousands Except Share and Per
Share Amounts) |
|
|
|
|
|
For the Three Months Ended |
|
For the Years Ended |
|
|
|
December 31, 2013 |
|
December 31, 2012 |
|
December 31, 2013 |
|
|
December 31, 2012 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income from continuing operations before
non-controlling interests |
|
$ |
3,852 |
|
$ |
3,591 |
|
$ |
11,807 |
|
|
$ |
12,962 |
|
|
|
Less:
net income attributable to non-controlling interests |
|
|
614 |
|
|
10 |
|
|
1,482 |
|
|
|
72 |
|
Net income from continuing operations |
|
|
3,238 |
|
|
3,581 |
|
|
10,325 |
|
|
|
12,890 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non-GAAP Adjustments, net of tax |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Transaction costs associated with acquisitions (1) |
|
|
37 |
|
|
462 |
|
|
203 |
|
|
|
601 |
|
|
|
Stock-based compensation |
|
|
155 |
|
|
190 |
|
|
797 |
|
|
|
615 |
|
|
|
Restructuring expenses |
|
|
42 |
|
|
- |
|
|
841 |
|
|
|
- |
|
|
|
(Gain) on sale of subsidiary |
|
|
- |
|
|
- |
|
|
(261 |
) |
|
|
- |
|
|
|
Legal |
|
|
82 |
|
|
- |
|
|
339 |
|
|
|
- |
|
|
|
Retirement of debt (2) |
|
|
- |
|
|
- |
|
|
- |
|
|
|
439 |
|
|
|
Change in accounting estimate |
|
|
- |
|
|
- |
|
|
- |
|
|
|
(976 |
) |
|
|
Income tax provision-to-return true-ups |
|
|
- |
|
|
- |
|
|
312 |
|
|
|
103 |
|
|
Total Non-GAAP adjustments, net of tax |
|
|
316 |
|
|
652 |
|
|
2,231 |
|
|
|
782 |
|
Net income from continuing operations - Non-GAAP
basis |
|
$ |
3,554 |
|
$ |
4,233 |
|
$ |
12,556 |
|
|
$ |
13,672 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share - Basic: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP earnings per share from continuing operations -
basic |
|
$ |
0.17 |
|
$ |
0.18 |
|
$ |
0.53 |
|
|
$ |
0.65 |
|
|
Non-GAAP adjustments, net of tax |
|
|
0.02 |
|
|
0.03 |
|
|
0.11 |
|
|
|
0.04 |
|
Non-GAAP earnings per share from continuing operations
- basic |
|
$ |
0.19 |
|
$ |
0.21 |
|
$ |
0.64 |
|
|
$ |
0.69 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Earnings per share - Diluted: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP earnings per share from continuing operations -
diluted |
|
$ |
0.16 |
|
$ |
0.17 |
|
$ |
0.50 |
|
|
$ |
0.63 |
|
|
Non-GAAP adjustments, net of tax |
|
|
0.02 |
|
|
0.03 |
|
|
0.11 |
|
|
|
0.04 |
|
Non-GAAP earnings per share from continuing operations
- diluted |
|
$ |
0.18 |
|
$ |
0.20 |
|
$ |
0.61 |
|
|
$ |
0.67 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted average common shares outstanding: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic |
|
|
19,410,655 |
|
|
19,507,733 |
|
|
19,477,802 |
|
|
|
19,655,492 |
|
|
|
Diluted |
|
|
20,388,890 |
|
|
20,507,329 |
|
|
20,482,652 |
|
|
|
20,600,362 |
|
|
|
|
(1) |
|
Adjustments not tax effected. |
(2) |
|
2012
amounts represent the write off of $678 in previously capitalized
transactions costs on the termination of the SunTrust Bank, N.A.,
revolving credit line, net of tax. |
|
|
Note:
Earnings per share amounts may not add or recalculate due to
rounding. |
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