|
|
|
x
|
ANNUAL REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
o
|
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
|
|
Bermuda
|
98-0570192
|
(State or Other Jurisdiction of Incorporation or Organization)
|
(I.R.S. Employer Identification No.)
|
|
Title of Each Class
|
|
Name of Each Exchange on Which Registered
|
Common Shares, par value $0.01 per share
|
|
NASDAQ Global Select Market
|
Series A Preference Shares, par value $0.01 per share
|
|
New York Stock Exchange, Inc.
|
Series B Mandatory Convertible Preference Shares, par value $0.01 per share
|
|
NASDAQ Global Select Market
|
|
Large Accelerated Filer
o
|
Accelerated Filer
x
|
Non-Accelerated Filer
o
|
Smaller Reporting Company
o
|
|
|
(Do not check if a smaller reporting company)
|
|
|
|
|
Page
|
|
PART I
|
|
|
PART II
|
|
|
PART III
|
|
|
PART IV
|
|
|
||
|
||
Ex-21.1
|
Subsidiaries of the Registrant
|
|
Ex-23.1
|
Consent of BDO USA, LLP
|
|
Ex-31.1
|
Section 302 Certification of CEO
|
|
Ex-31.2
|
Section 302 Certification of CFO
|
|
Ex-32.1
|
Section 906 Certification of CEO
|
|
Ex-32.2
|
Section 906 Certification of CFO
|
|
•
|
our results will fluctuate from period to period and may not be indicative of our long-term prospects;
|
•
|
the property and casualty reinsurance and insurance markets may be affected by cyclical trends;
|
•
|
rating agencies may downgrade or withdraw our ratings;
|
•
|
loss of key executives could adversely impact our ability to implement our business strategy;
|
•
|
our use of reinsurance brokers in contract negotiations and production of business;
|
•
|
our inability to achieve our investment objectives; and
|
•
|
our controlling shareholders’ ability to determine the outcome of matters requiring shareholder approval.
|
•
|
Entering into a quota share reinsurance agreement (the "Reinsurance Agreement" or "AmTrust Quota Share") with a Bermuda subsidiary of AmTrust Financial Services, Inc. ("AmTrust") in 2007 and a quota share reinsurance agreement (the “European Hospital Liability Quota Share”) with AmTrust Europe Limited and AmTrust International Underwriters Limited in 2011, respectively;
|
•
|
Acquisition of the reinsurance operations of GMAC Insurance (the “GMAC Acquisition”) in 2008;
|
•
|
Entering into a quota share reinsurance agreement with a subsidiary of National General Holdings Corporation ("NGHC") (previously known as American Capital Acquisition Corp ("ACAC")) in 2010 (the "NGHC Quota Share"). The Company and NGHC mutually agreed, effective August 1, 2013, to terminate this agreement on a run-off basis, which means that Maiden Bermuda continues to earn premiums and remain liable for losses occurring subsequent to August 1, 2013 for any policies in force prior to and as of August 1, 2013, until those policies expire;
|
•
|
Acquisition of GMAC International Insurance Services (the "IIS Acquisition") in November 2010; and
|
•
|
On May 1, 2013, we substantially reduced our net exposure to natural hazard events by selling the primary insurance business written on a surplus lines basis by Maiden Specialty Insurance Company ("Maiden Specialty"), a wholly owned subsidiary of Maiden US, to Brit Insurance ("Brit"). Maiden Specialty provided non-catastrophe inland marine and property coverages. As of December 31, 2013, a limited number of policies in-force as of April 30, 2013 remain in run-off.
|
•
|
Completing a private placement of Trust Preferred Securities (the "TRUPS Offering"), the proceeds from which were used to finance the issuance of subordinated debenture (the "Junior Subordinated Debt") resulting in gross proceeds of $260.1 million in January 2009. The net proceeds of this transaction were used as working capital for Maiden US and Maiden Specialty in conjunction with the GMAC Acquisition;
|
•
|
Completing a public debt offering of $107.5 million in June 2011 ("2011 Senior Notes") and repurchasing a like amount of our Junior Subordinated Debt in July 2011. The 2011 Senior Notes trade on the New York Stock Exchange under the symbol "MHNA";
|
•
|
Completing a public debt offering of $100.0 million in March 2012 ("2012 Senior Notes"). The 2012 Senior Notes trade on the New York Stock Exchange under the symbol "MHNB". The net proceeds of $96.6 million were used for working capital and general corporate purposes;
|
•
|
Completing a public offering of $150.0 million Preference Shares - Series A (the “Preference Shares- Series A”) in August 2012. The Company received net proceeds of $145.0 million from the offering. The Preference Shares-Series A trade on the New York Stock Exchange under the symbol "MHPRA". The net proceeds from the offering were used for continued support and development of our reinsurance business and for other general corporate purposes;
|
•
|
Completing a public offering of $165.0 million Mandatory Convertible Preference Shares - Series B (the “Preference Shares - Series B”) in October 2013. The Preference Shares - Series B trade on the NASDAQ under the symbol "MHLDO". We received net proceeds of $159.7 million from the offering. The net proceeds from the offering were used for general corporate purposes, primarily to support the continuing growth of our reinsurance operations (the Preference Shares - Series A and Preference Shares - Series B may collectively be referred to as the "Preference Shares"); and
|
•
|
Completing a public debt offering of $152.5 million in November 2013 ("2013 Senior Notes"). The 2013 Senior Notes trade on the New York Stock Exchange under the symbol "MHNC". The net proceeds of $147.4 million were used to repurchase all of the remaining portion of the Company's outstanding Junior Subordinated Debt on January 15, 2014.
|
•
|
Dedication to Predictable and Stable Operating Segments
— we execute this strategy in two ways: (1) focusing on traditional, lower volatility lines of business that are more predictable and thus, produce more stable long-term operating results and require less capital to achieve those results; and (2) placing emphasis on working layer and pro rata reinsurance participations where data is more abundant and predictable;
|
•
|
Targeted Customer Focus
— we execute this strategy by developing significant and long term reinsurance relationships with targeted regional and specialty insurance companies for which reinsurance plays a critical element of their capital structure and supporting the long term needs of these companies by providing differentiated reinsurance products as well as an array of support services; and
|
•
|
Efficient Operating Platform
— recognizing the mature nature of the reinsurance market, we are focused on maintaining operating expense ratios within the top quartile of the industry. Efficiency is a critical component of maintaining a disciplined underwriting approach.
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
|||||||||||||||
|
|
Net
Premiums Written |
|
% of Total
|
|
Net
Premiums Written |
|
% of Total
|
|
Net
Premiums Written |
|
% of Total
|
|||||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Diversified Reinsurance
|
|
$
|
761.8
|
|
|
36.3
|
%
|
|
$
|
765.3
|
|
|
40.3
|
%
|
|
$
|
798.0
|
|
|
46.3
|
%
|
AmTrust Quota Share Reinsurance
|
|
1,169.9
|
|
|
55.8
|
%
|
|
840.3
|
|
|
44.2
|
%
|
|
669.3
|
|
|
38.8
|
%
|
|||
NGHC Quota Share
|
|
164.6
|
|
|
7.9
|
%
|
|
295.7
|
|
|
15.5
|
%
|
|
256.2
|
|
|
14.9
|
%
|
|||
Total
|
|
$
|
2,096.3
|
|
|
100.0
|
%
|
|
$
|
1,901.3
|
|
|
100.0
|
%
|
|
$
|
1,723.5
|
|
|
100.0
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
|||||||||||||||
|
|
Net
Premiums Earned |
|
% of Total
|
|
Net
Premiums Earned |
|
% of Total
|
|
Net
Premiums Earned |
|
% of Total
|
|||||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Diversified Reinsurance
|
|
$
|
762.1
|
|
|
38.1
|
%
|
|
$
|
795.3
|
|
|
44.1
|
%
|
|
$
|
748.4
|
|
|
48.3
|
%
|
AmTrust Quota Share Reinsurance
|
|
988.9
|
|
|
49.4
|
%
|
|
727.8
|
|
|
40.3
|
%
|
|
558.2
|
|
|
35.9
|
%
|
|||
NGHC Quota Share
|
|
249.9
|
|
|
12.5
|
%
|
|
280.7
|
|
|
15.6
|
%
|
|
245.8
|
|
|
15.8
|
%
|
|||
Total
|
|
$
|
2,000.9
|
|
|
100.0
|
%
|
|
$
|
1,803.8
|
|
|
100.0
|
%
|
|
$
|
1,552.4
|
|
|
100.0
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
|||||||||||||||
|
|
Net
Premiums Written |
|
% of Total
|
|
Net
Premiums Written |
|
% of Total
|
|
Net
Premiums Written |
|
% of Total
|
|||||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Maiden US
|
|
$
|
650.2
|
|
|
85.4
|
%
|
|
$
|
636.7
|
|
|
83.2
|
%
|
|
$
|
655.0
|
|
|
82.1
|
%
|
Maiden Bermuda
|
|
98.8
|
|
|
12.9
|
%
|
|
102.9
|
|
|
13.4
|
%
|
|
118.7
|
|
|
14.9
|
%
|
|||
Maiden LF
|
|
14.2
|
|
|
1.9
|
%
|
|
9.4
|
|
|
1.3
|
%
|
|
11.1
|
|
|
1.4
|
%
|
|||
Maiden Specialty
|
|
(1.4
|
)
|
|
(0.2
|
)%
|
|
16.3
|
|
|
2.1
|
%
|
|
13.2
|
|
|
1.6
|
%
|
|||
Total
|
|
$
|
761.8
|
|
|
100.0
|
%
|
|
$
|
765.3
|
|
|
100.0
|
%
|
|
$
|
798.0
|
|
|
100.0
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
|||||||||||||||
|
|
Net
Premiums Written |
|
% of Total
|
|
Net
Premiums Written |
|
% of Total
|
|
Net
Premiums Written |
|
% of Total
|
|||||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Germany
|
|
$
|
47.0
|
|
|
43.2
|
%
|
|
$
|
45.9
|
|
|
43.9
|
%
|
|
$
|
53.4
|
|
|
50.5
|
%
|
U.K.
|
|
15.0
|
|
|
13.7
|
%
|
|
11.9
|
|
|
11.4
|
%
|
|
4.2
|
|
|
3.9
|
%
|
|||
Mexico
|
|
8.0
|
|
|
7.4
|
%
|
|
7.4
|
|
|
7.1
|
%
|
|
5.5
|
|
|
5.2
|
%
|
|||
Australia
|
|
7.0
|
|
|
6.4
|
%
|
|
4.8
|
|
|
4.6
|
%
|
|
4.6
|
|
|
4.3
|
%
|
|||
Chile
|
|
6.5
|
|
|
6.0
|
%
|
|
7.0
|
|
|
6.7
|
%
|
|
6.4
|
|
|
6.0
|
%
|
|||
Canada
|
|
5.9
|
|
|
5.4
|
%
|
|
2.1
|
|
|
2.0
|
%
|
|
2.6
|
|
|
2.4
|
%
|
|||
All other
|
|
19.6
|
|
|
17.9
|
%
|
|
25.5
|
|
|
24.3
|
%
|
|
29.1
|
|
|
27.7
|
%
|
|||
Total
|
|
$
|
109.0
|
|
|
100.0
|
%
|
|
$
|
104.6
|
|
|
100.0
|
%
|
|
$
|
105.8
|
|
|
100.0
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
|||||||||||||||
|
|
Net Premiums Written
|
|
% of Total
|
|
Net Premiums Written
|
|
% of Total
|
|
Net Premiums Written
|
|
% of Total
|
|||||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Personal Auto
|
|
$
|
71.8
|
|
|
65.9
|
%
|
|
$
|
72.8
|
|
|
69.6
|
%
|
|
$
|
72.1
|
|
|
68.1
|
%
|
Credit Life
|
|
37.2
|
|
|
34.1
|
%
|
|
31.8
|
|
|
30.4
|
%
|
|
33.7
|
|
|
31.9
|
%
|
|||
Total
|
|
$
|
109.0
|
|
|
100.0
|
%
|
|
$
|
104.6
|
|
|
100.0
|
%
|
|
$
|
105.8
|
|
|
100.0
|
%
|
•
|
Small commercial business insurance, which includes U.S.
workers’ compensation, commercial package and other property and casualty insurance products;and
|
•
|
Specialty risk and extended warranty coverage for consumer and commercial goods and custom designed coverages, such as accidental damage plans and payment protection plans offered in connection with the sale of consumer and commercial goods, in the U.S., United Kingdom ("U.K.") and certain other European countries, European Hospital Liability; and
|
•
|
Specialty program includes U.S. workers’ compensation, package products, general liability, commercial auto liability, excess and surplus lines programs and other specialty commercial property and casualty insurance to a narrowly defined, homogeneous group of small and middle market companies.
|
•
|
Tracking portfolio volatility over time;
|
•
|
Identifying risk mitigation opportunities and implementing them as appropriate;
|
•
|
Understanding the capital required to support the underwriting portfolio and individual contracts;
|
•
|
Monitoring and managing exposure by line of business and geographic concentration;
|
•
|
Monitoring and limiting catastrophe aggregates and concentrations;
|
•
|
Monitoring and managing operational risks across the organization; and
|
•
|
Identifying, monitoring and managing emerging risks as they develop.
|
•
|
we will underwrite and accept only those risks we know and understand;
|
•
|
we will perform our own independent pricing or risk review on all risks we accept; and
|
•
|
we will accept only those risks that are expected to earn a risk-adjusted return on capital commensurate with the risk they present.
|
At December 31,
|
|
2013
|
|
2012
|
|
% Change
|
|||||
Catastrophe exposure
|
|
($ in Millions)
|
|
|
|||||||
Hurricane event
|
|
$
|
24.5
|
|
|
$
|
53.3
|
|
|
(54.1
|
)%
|
Earthquake event
|
|
25.4
|
|
|
36.1
|
|
|
(29.7
|
)%
|
% of Gross Premiums Written for the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
|||
Brokers
|
|
58.7
|
%
|
|
68.8
|
%
|
|
66.1
|
%
|
Direct
|
|
41.3
|
%
|
|
31.2
|
%
|
|
33.9
|
%
|
Total
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
% of Gross Premiums Written for the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
|||
Broker
|
|
|
|
|
|
|
|||
Marsh Inc. (including Guy Carpenter)
|
|
12.3
|
%
|
|
16.5
|
%
|
|
18.1
|
%
|
Aon Benfield Inc.
|
|
11.6
|
%
|
|
9.3
|
%
|
|
11.9
|
%
|
Beach & Associates Ltd.
|
|
5.3
|
%
|
|
8.3
|
%
|
|
9.4
|
%
|
All Other Brokers
|
|
29.5
|
%
|
|
34.7
|
%
|
|
26.7
|
%
|
Total Broker
|
|
58.7
|
%
|
|
68.8
|
%
|
|
66.1
|
%
|
Direct
|
|
41.3
|
%
|
|
31.2
|
%
|
|
33.9
|
%
|
Total Diversified
|
|
100.0
|
%
|
|
100.0
|
%
|
|
100.0
|
%
|
Underwriting Year*
|
|
Case Reserves
|
|
IBNR Reserves
|
|
Total Reserves
|
||||||
|
|
($ in Millions)
|
||||||||||
2000 & Prior
|
|
$
|
27.3
|
|
|
$
|
20.7
|
|
|
$
|
48.0
|
|
2001
|
|
10.4
|
|
|
10.8
|
|
|
21.2
|
|
|||
2002
|
|
20.1
|
|
|
28.3
|
|
|
48.4
|
|
|||
2003
|
|
15.0
|
|
|
28.3
|
|
|
43.3
|
|
|||
2004
|
|
16.5
|
|
|
32.6
|
|
|
49.1
|
|
|||
2005
|
|
27.8
|
|
|
51.5
|
|
|
79.3
|
|
|||
2006
|
|
59.4
|
|
|
93.0
|
|
|
152.4
|
|
|||
2007
|
|
60.2
|
|
|
112.0
|
|
|
172.2
|
|
|||
January 1 to October 31, 2008
|
|
48.3
|
|
|
93.4
|
|
|
141.7
|
|
|||
Total
|
|
$
|
285.0
|
|
|
$
|
470.6
|
|
|
$
|
755.6
|
|
*
|
Underwriting year comprises all policies written or renewed during the year and all losses relating to those same policies, whenever they may occur.
|
Underwriting Year*
|
|
Case Reserves
|
|
IBNR Reserves
|
|
Total Reserves
|
||||||
|
|
($ in Millions)
|
||||||||||
2000 & Prior
|
|
$
|
23.0
|
|
|
$
|
10.0
|
|
|
$
|
33.0
|
|
2001
|
|
8.9
|
|
|
7.0
|
|
|
15.9
|
|
|||
2002
|
|
14.2
|
|
|
8.7
|
|
|
22.9
|
|
|||
2003
|
|
11.0
|
|
|
8.2
|
|
|
19.2
|
|
|||
2004
|
|
8.6
|
|
|
5.9
|
|
|
14.5
|
|
|||
2005
|
|
9.5
|
|
|
3.3
|
|
|
12.8
|
|
|||
2006
|
|
12.7
|
|
|
10.0
|
|
|
22.7
|
|
|||
2007
|
|
11.7
|
|
|
3.8
|
|
|
15.5
|
|
|||
January 1 to October 31, 2008
|
|
8.0
|
|
|
0.7
|
|
|
8.7
|
|
|||
Total
|
|
$
|
107.6
|
|
|
$
|
57.6
|
|
|
$
|
165.2
|
|
*
|
Underwriting year comprises all policies written or renewed during the year and all losses relating to those same policies, whenever they may occur.
|
Underwriting Year*
|
|
Case Reserves
|
|
IBNR Reserves
|
|
Total Reserves
|
||||||
|
|
($ in Millions)
|
||||||||||
2000 & Prior
|
|
$
|
17.8
|
|
|
$
|
0.9
|
|
|
$
|
18.7
|
|
2001
|
|
2.0
|
|
|
—
|
|
|
2.0
|
|
|||
2002
|
|
1.6
|
|
|
—
|
|
|
1.6
|
|
|||
2003
|
|
2.8
|
|
|
0.2
|
|
|
3.0
|
|
|||
2004
|
|
2.7
|
|
|
0.4
|
|
|
3.1
|
|
|||
2005
|
|
3.4
|
|
|
0.5
|
|
|
3.9
|
|
|||
2006
|
|
4.3
|
|
|
0.4
|
|
|
4.7
|
|
|||
2007
|
|
5.3
|
|
|
1.4
|
|
|
6.7
|
|
|||
2008
|
|
7.5
|
|
|
1.5
|
|
|
9.0
|
|
|||
2009
|
|
9.1
|
|
|
2.6
|
|
|
11.7
|
|
|||
January 1 to November 30, 2010
|
|
12.8
|
|
|
21.6
|
|
|
34.4
|
|
|||
Total
|
|
$
|
69.3
|
|
|
$
|
29.5
|
|
|
$
|
98.8
|
|
*
|
Underwriting year comprises all policies written or renewed during the year and all losses relating to those same policies, whenever they may occur.
|
Underwriting Year*
|
|
Case Reserves
|
|
IBNR Reserves
|
|
Total Reserves
|
||||||
|
|
($ in Millions)
|
||||||||||
2000 & Prior
|
|
$
|
15.5
|
|
|
$
|
0.4
|
|
|
$
|
15.9
|
|
2001
|
|
1.3
|
|
|
—
|
|
|
1.3
|
|
|||
2002
|
|
0.9
|
|
|
0.1
|
|
|
1.0
|
|
|||
2003
|
|
2.3
|
|
|
(0.3
|
)
|
|
2.0
|
|
|||
2004
|
|
2.5
|
|
|
(0.4
|
)
|
|
2.1
|
|
|||
2005
|
|
2.1
|
|
|
(0.2
|
)
|
|
1.9
|
|
|||
2006
|
|
4.1
|
|
|
(0.2
|
)
|
|
3.9
|
|
|||
2007
|
|
4.0
|
|
|
(1.6
|
)
|
|
2.4
|
|
|||
2008
|
|
4.3
|
|
|
(0.9
|
)
|
|
3.4
|
|
|||
2009
|
|
2.2
|
|
|
(0.8
|
)
|
|
1.4
|
|
|||
January 1 to November 30, 2010
|
|
3.0
|
|
|
(0.5
|
)
|
|
2.5
|
|
|||
Total
|
|
$
|
42.2
|
|
|
$
|
(4.4
|
)
|
|
$
|
37.8
|
|
*
|
Underwriting year comprises all policies written or renewed during the year and all losses relating to those same policies, whenever they may occur.
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions)
|
||||||||||
Gross unpaid loss and LAE reserves - January 1
|
|
$
|
1,740.3
|
|
|
$
|
1,398.4
|
|
|
$
|
1,226.8
|
|
Less: reinsurance recoverable - January 1
|
|
110.9
|
|
|
20.3
|
|
|
6.7
|
|
|||
Net loss and LAE reserves - January 1
|
|
1,629.4
|
|
|
1,378.1
|
|
|
1,220.1
|
|
|||
Net incurred losses related to:
|
|
|
|
|
|
|
||||||
Current year
|
|
1,351.0
|
|
|
1,239.0
|
|
|
1,028.9
|
|
|||
Prior years
|
|
(1.4
|
)
|
|
23.3
|
|
|
14.2
|
|
|||
|
|
1,349.6
|
|
|
1,262.3
|
|
|
1,043.1
|
|
|||
Net paid losses related to:
|
|
|
|
|
|
|
||||||
Current year
|
|
(517.6
|
)
|
|
(485.0
|
)
|
|
(456.1
|
)
|
|||
Prior years
|
|
(598.5
|
)
|
|
(530.3
|
)
|
|
(423.9
|
)
|
|||
|
|
(1,116.1
|
)
|
|
(1,015.3
|
)
|
|
(880.0
|
)
|
|||
Acquired loss and loss expense reserve
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|||
Effect of foreign exchange movement
|
|
10.9
|
|
|
4.3
|
|
|
(5.5
|
)
|
|||
Net loss and LAE reserves - December 31
|
|
1,873.8
|
|
|
1,629.4
|
|
|
1,378.1
|
|
|||
Reinsurance recoverable - December 31
|
|
84.0
|
|
|
110.9
|
|
|
20.3
|
|
|||
Gross unpaid loss and LAE reserves - December 31
|
|
$
|
1,957.8
|
|
|
$
|
1,740.3
|
|
|
$
|
1,398.4
|
|
For the Year Ended December 31,
|
|
2007
|
|
2008
(1)
|
|
2009
|
|
2010
(2)
|
|
2011
|
|
2012
|
|
2013
|
||||||||||||||
|
|
($ in Millions)
|
||||||||||||||||||||||||||
Gross
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
As Originally Estimated
|
|
$
|
38.5
|
|
|
$
|
897.7
|
|
|
$
|
1,002.7
|
|
|
$
|
1,226.8
|
|
|
$
|
1,398.4
|
|
|
$
|
1,740.3
|
|
|
$
|
1,957.8
|
|
Liability Re-estimated as of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
One Year later
|
|
$
|
36.7
|
|
|
$
|
886.3
|
|
|
$
|
963.1
|
|
|
$
|
1,239.9
|
|
|
$
|
1,424.9
|
|
|
$
|
1,741.2
|
|
|
|
||
Two Years later
|
|
37.3
|
|
|
869.8
|
|
|
972.1
|
|
|
1,246.3
|
|
|
1,419.1
|
|
|
|
|
|
|||||||||
Three Years later
|
|
37.9
|
|
|
852.9
|
|
|
975.9
|
|
|
1,239.4
|
|
|
|
|
|
|
|
||||||||||
Four Years later
|
|
39.5
|
|
|
842.6
|
|
|
975.1
|
|
|
|
|
|
|
|
|
|
|||||||||||
Five Years later
|
|
38.8
|
|
|
838.5
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Six Years later
|
|
38.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Cumulative deficiency (redundancy)
|
|
$
|
0.2
|
|
|
$
|
(59.2
|
)
|
|
$
|
(27.6
|
)
|
|
$
|
12.6
|
|
|
$
|
20.7
|
|
|
$
|
0.9
|
|
|
|
||
Cumulative claims paid as of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
One Year later
|
|
$
|
16.6
|
|
|
$
|
303.2
|
|
|
$
|
266.0
|
|
|
$
|
452.7
|
|
|
$
|
592.8
|
|
|
$
|
672.8
|
|
|
|
||
Two Years later
|
|
33.7
|
|
|
402.4
|
|
|
457.8
|
|
|
746.1
|
|
|
914.7
|
|
|
|
|
|
|||||||||
Three Years later
|
|
34.1
|
|
|
542.2
|
|
|
607.0
|
|
|
940.7
|
|
|
|
|
|
|
|
||||||||||
Four Years later
|
|
37.6
|
|
|
665.0
|
|
|
703.4
|
|
|
|
|
|
|
|
|
|
|||||||||||
Five Years later
|
|
38.0
|
|
|
725.2
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Six Years later
|
|
41.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Liability Re-estimated as of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
One Year later
|
|
95.4
|
%
|
|
98.7
|
%
|
|
96.0
|
%
|
|
101.1
|
%
|
|
101.9
|
%
|
|
100.1
|
%
|
|
|
||||||||
Two Years later
|
|
96.8
|
%
|
|
96.9
|
%
|
|
96.9
|
%
|
|
101.6
|
%
|
|
101.5
|
%
|
|
|
|
|
|||||||||
Three Years later
|
|
98.5
|
%
|
|
95.0
|
%
|
|
97.3
|
%
|
|
101.0
|
%
|
|
|
|
|
|
|
||||||||||
Four Years later
|
|
102.5
|
%
|
|
93.9
|
%
|
|
97.2
|
%
|
|
|
|
|
|
|
|
|
|||||||||||
Five Years later
|
|
100.9
|
%
|
|
93.4
|
%
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Six Years later
|
|
100.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Cumulative deficiency (redundancy) on gross reserve
|
|
0.5
|
%
|
|
(6.6
|
)%
|
|
(2.8
|
)%
|
|
1.0
|
%
|
|
1.5
|
%
|
|
0.1
|
%
|
|
|
||||||||
Gross Loss and Loss Expense Cumulative Paid as a Percentage of Originally Estimated Liability
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
One Year later
|
|
43.1
|
%
|
|
33.8
|
%
|
|
26.5
|
%
|
|
36.9
|
%
|
|
42.4
|
%
|
|
38.7
|
%
|
|
|
||||||||
Two Years later
|
|
87.6
|
%
|
|
44.8
|
%
|
|
45.7
|
%
|
|
60.8
|
%
|
|
65.4
|
%
|
|
|
|
|
|||||||||
Three Years later
|
|
88.6
|
%
|
|
60.4
|
%
|
|
60.5
|
%
|
|
76.7
|
%
|
|
|
|
|
|
|
||||||||||
Four Years later
|
|
97.7
|
%
|
|
74.1
|
%
|
|
70.2
|
%
|
|
|
|
|
|
|
|
|
|||||||||||
Five Years later
|
|
98.8
|
%
|
|
80.8
|
%
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Six Years later
|
|
106.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
For the Year Ended December 31,
|
|
2007
|
|
2008
(1)
|
|
2009
|
|
2010
(2)
|
|
2011
|
|
2012
|
|
2013
|
||||||||||||||
|
|
($ in Millions)
|
||||||||||||||||||||||||||
Losses Net of Reinsurance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
As Originally Estimated
|
|
$
|
38.5
|
|
|
$
|
897.7
|
|
|
$
|
994.3
|
|
|
$
|
1,220.1
|
|
|
$
|
1,378.1
|
|
|
$
|
1,629.4
|
|
|
$
|
1,873.8
|
|
Liability Re-estimated as of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
One Year later
|
|
$
|
36.7
|
|
|
$
|
886.3
|
|
|
$
|
961.4
|
|
|
$
|
1,234.3
|
|
|
$
|
1,401.4
|
|
|
$
|
1,628.0
|
|
|
|
||
Two Years later
|
|
37.3
|
|
|
869.8
|
|
|
969.5
|
|
|
1,229.6
|
|
|
1,391.9
|
|
|
|
|
|
|||||||||
Three Years later
|
|
37.9
|
|
|
852.9
|
|
|
967.8
|
|
|
1,220.0
|
|
|
|
|
|
|
|
||||||||||
Four Years later
|
|
39.5
|
|
|
842.6
|
|
|
965.3
|
|
|
|
|
|
|
|
|
|
|||||||||||
Five Years later
|
|
38.8
|
|
|
838.5
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Six Years later
|
|
38.7
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Cumulative deficiency (redundancy)
|
|
$
|
0.2
|
|
|
$
|
(59.2
|
)
|
|
$
|
(29.0
|
)
|
|
$
|
(0.1
|
)
|
|
$
|
13.8
|
|
|
$
|
(1.4
|
)
|
|
|
||
Cumulative claims paid as of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
One Year later
|
|
$
|
16.6
|
|
|
$
|
303.2
|
|
|
$
|
266.0
|
|
|
$
|
423.9
|
|
|
$
|
530.3
|
|
|
$
|
598.5
|
|
|
|
||
Two Years later
|
|
33.7
|
|
|
402.4
|
|
|
444.3
|
|
|
682.9
|
|
|
827.1
|
|
|
|
|
|
|||||||||
Three Years later
|
|
34.1
|
|
|
542.2
|
|
|
575.1
|
|
|
860.9
|
|
|
|
|
|
|
|
||||||||||
Four Years later
|
|
37.6
|
|
|
665.0
|
|
|
662.5
|
|
|
|
|
|
|
|
|
|
|||||||||||
Five Years later
|
|
38.0
|
|
|
725.2
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Six Years later
|
|
41.1
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Liability Re-estimated as of:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
One Year later
|
|
95.4
|
%
|
|
98.7
|
%
|
|
96.7
|
%
|
|
101.2
|
%
|
|
101.7
|
%
|
|
99.9
|
%
|
|
|
||||||||
Two Years later
|
|
96.8
|
%
|
|
96.9
|
%
|
|
97.5
|
%
|
|
100.8
|
%
|
|
101.0
|
%
|
|
|
|
|
|||||||||
Three Years later
|
|
98.5
|
%
|
|
95.0
|
%
|
|
97.3
|
%
|
|
100.0
|
%
|
|
|
|
|
|
|
||||||||||
Four Years later
|
|
102.5
|
%
|
|
93.9
|
%
|
|
97.1
|
%
|
|
|
|
|
|
|
|
|
|||||||||||
Five Years later
|
|
100.9
|
%
|
|
93.4
|
%
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Six Years later
|
|
100.5
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||||||
Cumulative deficiency (redundancy) on net reserve
|
|
0.5
|
%
|
|
(6.6
|
)%
|
|
(2.9
|
)%
|
|
—
|
%
|
|
1.0
|
%
|
|
(0.1
|
)%
|
|
|
||||||||
Net Loss and Loss Expense Cumulative Paid as a Percentage of Originally Estimated Liability
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||||
One Year later
|
|
43.1
|
%
|
|
33.8
|
%
|
|
26.7
|
%
|
|
34.7
|
%
|
|
38.5
|
%
|
|
36.7
|
%
|
|
|
||||||||
Two Years later
|
|
87.6
|
%
|
|
44.8
|
%
|
|
44.7
|
%
|
|
56.0
|
%
|
|
60.0
|
%
|
|
|
|
|
|||||||||
Three Years later
|
|
88.6
|
%
|
|
60.4
|
%
|
|
57.8
|
%
|
|
70.6
|
%
|
|
|
|
|
|
|
||||||||||
Four Years later
|
|
97.7
|
%
|
|
74.1
|
%
|
|
66.6
|
%
|
|
|
|
|
|
|
|
|
|||||||||||
Five Years later
|
|
98.8
|
%
|
|
80.8
|
%
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
Six Years later
|
|
106.8
|
%
|
|
|
|
|
|
|
|
|
|
|
|
|
(1)
|
Reserve for loss and loss adjustment expenses include the reserves for loss and loss adjustment expenses of $755.6 million, from the GMAC Acquisition, which we acquired in October 2008.
|
(2)
|
Reserve for loss and loss adjustment expenses include the reserves for loss and loss adjustment expenses of $98.8 million from the IIS Acquisition, which we acquired in November 2010.
|
•
|
ensure that operational and oversight responsibilities of the group are clearly defined and documented and that the reporting of material deficiencies and fraudulent activities are transparent and devoid of conflicts of interest;
|
•
|
establish systems for identifying on a risk sensitive basis those policies and procedures that must be reviewed annually and those policies and procedures that must be reviewed at other regular intervals;
|
•
|
establish a risk management and internal controls framework and ensure that it is assessed regularly and such assessment is reported to the Parent Board and the chief and senior executives;
|
•
|
establish and maintain sound accounting and financial reporting procedures and practices for the group; and
|
•
|
establish and keep under review group functions relating to actuarial, compliance, internal audit and risk management functions which must address certain specific requirements as set out in the Group Rules.
|
•
|
the issue and transfer of Maiden Holdings' common shares, up to the amount of its authorized capital from time to time, to and among persons that are non-residents of Bermuda for exchange control purposes; and
|
•
|
the issue and transfer of up to 20% of Maiden Holdings' common shares in issue from time to time to and among persons resident in Bermuda for exchange control purposes.
|
•
|
trends in claim frequency and severity;
|
•
|
changes in operations;
|
•
|
emerging economic and social trends;
|
•
|
inflation; and
|
•
|
changes in the regulatory and litigation environments.
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
Fixed maturities, available-for-sale
|
|
4.6
|
|
3.5
|
Reserve for loss and loss adjustment expenses
|
|
4.2
|
|
3.6
|
•
|
limiting our ability to pay dividends to our common shareholders;
|
•
|
increasing our vulnerability to changing economic, regulatory and industry conditions;
|
•
|
limiting our ability to compete and our flexibility in planning for, or reacting to, changes in our business and the industry;
|
•
|
limiting our ability to borrow additional funds;
|
•
|
requiring us to dedicate a substantial portion of our cash flow from operations to payments on our debt, thereby reducing funds available for working capital, capital expenditures, acquisitions and other purposes; and
|
•
|
impacting rating agencies and regulators assessment of our capital position, adequacy and flexibility and therefore, the financial strength ratings of rating agencies and regulators assessment of our solvency.
|
•
|
fluctuations in interest rates, inflationary pressures and other changes in the investment environment that affect returns on invested assets;
|
•
|
changes in the frequency or severity of claims;
|
•
|
volatile and unpredictable developments, including man-made, weather-related and other natural catastrophes or terrorist attacks;
|
•
|
price competition;
|
•
|
inadequate loss and LAE reserves;
|
•
|
cyclical nature of the property and casualty insurance market;
|
•
|
negative developments in the specialty property and casualty reinsurance sectors in which we operate; and
|
•
|
reduction in the business activities of AmTrust or any of our ceding insurers.
|
•
|
enhance the roles and duties of our board of directors, our board committees and management;
|
•
|
supplement our internal accounting function, including hiring staff with expertise in accounting and financial reporting for a public company, as well as implement appropriate and sufficient accounting and reporting systems, and enhance and formalize closing procedures at the end of our accounting periods;
|
•
|
prepare and distribute periodic public reports in compliance with our obligations under the U.S. federal securities laws;
|
•
|
involve and retain to a greater degree outside counsel and accountants in the activities listed above;
|
•
|
establish or outsource an internal audit function;
|
•
|
enhance our investor relations function; and
|
•
|
establish new control policies, such as those relating to disclosure controls and procedures, segregation of duties and procedures and insider trading.
|
•
|
our board of directors may reduce the total voting power of any shareholder in order to avoid adverse tax, legal or regulatory consequences to us or any direct or indirect holder of our shares or its affiliates; and
|
•
|
our directors may, in their discretion, decline to record the transfer of any common shares on our share register, if they are not satisfied that all required regulatory approvals for such transfer have been obtained or if they determine such transfer may result in a non-de minimis adverse tax, legal or regulatory consequence to us or any direct or indirect holder of shares or its affiliates.
|
•
|
have the effect of delaying, deferring or preventing a change in control of us;
|
•
|
discourage bids for our securities at a premium over the market price;
|
•
|
adversely affect the price of, and the voting and other rights of the holders of our securities; or
|
•
|
impede the ability of the holders of our securities to change our management.
|
•
|
the material facts as to such interested director’s relationship or interests are disclosed or are known to the board of directors and the board in good faith authorizes the transaction by the affirmative vote of a majority of the disinterested directors;
|
•
|
such material facts are disclosed or are known to the shareholders entitled;
|
•
|
to vote on such transaction and the transaction is specifically approved in good faith by vote of the majority of shares entitled to vote thereon; or
|
•
|
the transaction is fair as to the corporation as of the time it is authorized, approved or ratified.
|
•
|
by lending funds (which may include cash or investments) on an unsecured basis to AII pursuant to a loan agreement between Maiden Bermuda and AII with such funds being deposited by AII into the trust accounts established or to be established by AII for the sole benefit of AmTrust’s U.S. insurance subsidiaries pursuant to the reinsurance agreements between AII and those AmTrust subsidiaries;
|
•
|
by transferring to AII assets for deposit into those trust accounts;
|
•
|
by delivering letters of credit to the applicable U.S. AmTrust insurance subsidiaries on behalf of AII; or
|
•
|
by requesting that AII cause such AmTrust insurance subsidiary to withhold premiums in lieu of remitting such premiums to AII.
|
|
High
|
|
Low
|
||||
2012
|
|
|
|
||||
First quarter
|
$
|
9.73
|
|
|
$
|
8.25
|
|
Second quarter
|
$
|
8.79
|
|
|
$
|
7.84
|
|
Third quarter
|
$
|
9.52
|
|
|
$
|
8.16
|
|
Fourth quarter
|
$
|
9.21
|
|
|
$
|
8.10
|
|
2013
|
|
|
|
||||
First quarter
|
$
|
10.80
|
|
|
$
|
9.33
|
|
Second quarter
|
$
|
11.31
|
|
|
$
|
9.90
|
|
Third quarter
|
$
|
13.46
|
|
|
$
|
11.22
|
|
Fourth quarter
|
$
|
12.90
|
|
|
$
|
10.36
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions, Except per Share Amounts and Ratios)
|
||||||||||
Summary Consolidated Statement of Income Data:
|
|
|
|
|
|
|
||||||
Gross premiums written
|
|
$
|
2,204.2
|
|
|
$
|
2,001.0
|
|
|
$
|
1,812.6
|
|
Net premiums written
|
|
$
|
2,096.3
|
|
|
$
|
1,901.3
|
|
|
$
|
1,723.5
|
|
Net premiums earned
|
|
$
|
2,000.9
|
|
|
$
|
1,803.8
|
|
|
$
|
1,552.4
|
|
Other insurance revenue
|
|
14.2
|
|
|
12.9
|
|
|
12.6
|
|
|||
Net investment income
|
|
91.4
|
|
|
81.2
|
|
|
74.9
|
|
|||
Net realized and unrealized gains on investments
|
|
3.6
|
|
|
1.9
|
|
|
0.5
|
|
|||
Total revenues
|
|
2,110.1
|
|
|
1,899.8
|
|
|
1,640.4
|
|
|||
Net loss and loss adjustment expenses
|
|
1,349.6
|
|
|
1,262.3
|
|
|
1,043.1
|
|
|||
Commissions and other acquisition expenses
|
|
556.6
|
|
|
492.1
|
|
|
438.8
|
|
|||
General and administrative expenses
|
|
58.7
|
|
|
53.8
|
|
|
53.9
|
|
|||
Interest and amortization expenses
|
|
39.5
|
|
|
36.4
|
|
|
34.1
|
|
|||
Accelerated amortization of junior subordinated debt discount and issuance cost
|
|
—
|
|
|
—
|
|
|
20.3
|
|
|||
Junior subordinated debt repurchase expense
|
|
—
|
|
|
—
|
|
|
15.1
|
|
|||
Amortization of intangible assets
|
|
3.8
|
|
|
4.4
|
|
|
5.0
|
|
|||
Foreign exchange and other gains
|
|
(2.8
|
)
|
|
(1.6
|
)
|
|
(0.3
|
)
|
|||
Income tax expense
|
|
1.9
|
|
|
2.2
|
|
|
1.9
|
|
|||
Income attributable to noncontrolling interests
|
|
0.1
|
|
|
0.1
|
|
|
—
|
|
|||
Total expenses
|
|
2,007.4
|
|
|
1,849.7
|
|
|
1,611.9
|
|
|||
Dividends on preference shares
|
|
(14.8
|
)
|
|
(3.6
|
)
|
|
—
|
|
|||
Net income attributable to Maiden common shareholders
|
|
$
|
87.9
|
|
|
$
|
46.5
|
|
|
$
|
28.5
|
|
Per Common Share Data:
|
|
|
|
|
|
|
||||||
Earnings per common share
(1)
:
|
|
|
|
|
|
|
||||||
Basic
|
|
$
|
1.21
|
|
|
$
|
0.64
|
|
|
$
|
0.40
|
|
Diluted
|
|
$
|
1.18
|
|
|
$
|
0.64
|
|
|
$
|
0.39
|
|
Weighted average number of common shares outstanding:
|
|
|
|
|
|
|
||||||
Basic
|
|
72,510,361
|
|
|
72,263,022
|
|
|
72,155,503
|
|
|||
Diluted
|
|
76,417,839
|
|
|
73,105,531
|
|
|
72,903,688
|
|
|||
Dividends declared per common share
|
|
$
|
0.38
|
|
|
$
|
0.33
|
|
|
$
|
0.30
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
|||
Selected Consolidated Ratios:
|
|
|
|
|
|
|
|||
Loss and loss adjustment expense ratio
(2)
|
|
67.0
|
%
|
|
69.5
|
%
|
|
66.6
|
%
|
Commission and other acquisition expense ratio
(3)
|
|
27.6
|
%
|
|
27.1
|
%
|
|
28.0
|
%
|
General and administrative expense ratio
(4)
|
|
2.9
|
%
|
|
2.9
|
%
|
|
3.5
|
%
|
Expense ratio
(5)
|
|
30.5
|
%
|
|
30.0
|
%
|
|
31.5
|
%
|
Combined ratio
(6)
|
|
97.5
|
%
|
|
99.5
|
%
|
|
98.1
|
%
|
December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions, Except per Share Amounts)
|
||||||||||
Summary Consolidated Balance Sheet Data:
|
|
|
|
|
|
|
||||||
Cash and cash equivalents
|
|
$
|
139.8
|
|
|
$
|
81.5
|
|
|
$
|
188.1
|
|
Restricted cash and cash equivalents
|
|
77.4
|
|
|
132.3
|
|
|
114.9
|
|
|||
Investments at fair market value
|
|
3,167.2
|
|
|
2,621.6
|
|
|
2,022.9
|
|
|||
Reinsurance balances receivable, net
|
|
560.1
|
|
|
522.6
|
|
|
423.4
|
|
|||
Loan to related party
|
|
168.0
|
|
|
168.0
|
|
|
168.0
|
|
|||
Deferred commission and other acquisition expenses
|
|
304.9
|
|
|
270.7
|
|
|
248.4
|
|
|||
Total assets
|
|
4,713.4
|
|
|
4,138.2
|
|
|
3,395.1
|
|
|||
Reserve for loss and loss adjustment expenses
|
|
1,957.8
|
|
|
1,740.3
|
|
|
1,398.4
|
|
|||
Unearned premiums
|
|
1,034.8
|
|
|
936.5
|
|
|
832.0
|
|
|||
Senior notes
|
|
360.0
|
|
|
207.5
|
|
|
107.5
|
|
|||
Junior subordinated debt
(7)
|
|
126.4
|
|
|
126.3
|
|
|
126.3
|
|
|||
Total Maiden shareholders’ equity
|
|
1,123.8
|
|
|
1,015.2
|
|
|
768.6
|
|
|||
|
|
|
|
|
|
|
||||||
Book Value:
|
|
|
|
|
|
|
||||||
Book value per common share
(8)
|
|
$
|
11.14
|
|
|
$
|
11.96
|
|
|
$
|
10.64
|
|
Accumulated dividends per common share
|
|
1.76
|
|
|
1.38
|
|
|
1.05
|
|
|||
Book value per common share plus accumulated dividends
|
|
$
|
12.90
|
|
|
$
|
13.34
|
|
|
$
|
11.69
|
|
Change in book value per common share plus accumulated dividends
|
|
(3.3
|
)%
|
|
14.1
|
%
|
|
4.8
|
%
|
|||
|
|
|
|
|
|
|
||||||
Diluted book value per common share
(9)
|
|
$
|
10.92
|
|
|
$
|
11.95
|
|
|
$
|
10.48
|
|
(1)
|
Please refer to Note 12. Earnings per Common Share of the Notes to Consolidated Financial Statements for the calculation of basic and diluted earnings per common share.
|
(2)
|
Calculated by dividing net loss and loss adjustment expenses by the sum of net premiums earned and other insurance revenue.
|
(3)
|
Calculated by dividing commission and other acquisition expenses by the sum of net premiums earned and other insurance revenue.
|
(4)
|
Calculated by dividing general and administrative expenses by the sum of net premiums earned and other insurance revenue.
|
(5)
|
Calculated by adding together the commission and other acquisition expense ratio and the general and administrative expense ratio.
|
(6)
|
Calculated by adding together the net loss and loss adjustment expense ratio, commission and other acquisition expense ratio and general and administrative expense ratio.
|
(7)
|
On January 15, 2014, we redeemed all of the outstanding
14%
Junior Subordinated Debt with a face value of
$152.5 million
using the net proceeds from the issuance of the 2013 Senior Notes and available cash on hand.
|
(8)
|
Book value per common share is defined as total shareholders’ equity available to common shareholders divided by the number of common shares issued and outstanding as of the end of the period, giving no effect to dilutive securities.
|
(9)
|
Diluted book value per common share is calculated by dividing common shareholders' equity, adjusted for assumed proceeds from the exercise of dilutive options, by the number of outstanding common shares plus dilutive options and restricted share units (assuming exercise of all dilutive stock based awards). The Mandatory Convertible Preference Shares - Series B are excluded as they are anti-dilutive as of December 31, 2013.
|
•
|
Entering into the AmTrust Quota Share in 2007 and the European Hospital Liability Quota Share with AmTrust Europe Limited and AmTrust International Underwriters Limited in 2011, respectively;
|
•
|
Completion of the GMAC Acquisition in 2008;
|
•
|
Entering into the NGHC Quota Share in 2010. Effective August 1, 2013, however, this agreement was mutually terminated and is presently in run-off basis;
|
•
|
Completion of the IIS Acquisition in November 2010;
|
•
|
Reducing our net exposure to natural hazard events by selling the primary insurance business written on a surplus lines basis by Maiden Specialty, a wholly owned subsidiary of Maiden US, to Brit Insurance in May 2013. Maiden Specialty provided non-catastrophe inland marine and property coverages. As of December 31, 2013, a limited number of policies in-force as of April 30, 2013 remain in run-off;
|
•
|
Completing the TRUPS Offering in January 2009. The net proceeds of this transaction were used as working capital for Maiden US and Maiden Specialty following acquisition in 2008;
|
•
|
Completing a public offering of the 2011 Senior Notes and repurchasing a like amount of our outstanding Junior Subordinated Debt in July 2011;
|
•
|
Completing a public offering of the 2012 Senior Notes in March 2012. The net proceeds were used for working capital and general corporate purposes;
|
•
|
Completing a public offering of the Preference Shares - Series A in August 2012. The Company received net proceeds of $145.0 million from the offering. The net proceeds from the offering were used for continued support and development of our reinsurance business and for other general corporate purposes;
|
•
|
Completing a public offering of the Preference Shares - Series B in October 2013. We received net proceeds of $159.7 million from the offering, after deducting issuance costs. The net proceeds from the offering were used for general corporate purposes, primarily to support the continuing growth of our reinsurance operations; and
|
•
|
Completing a public debt offering of the 2013 Senior Notes in November 2013. The net proceeds of $147.4 million and existing cash were used to repurchase all of the remaining portion of the Company's outstanding Junior Subordinated Debt on January 15, 2014.
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
% Change
|
|||||
Consolidated Results of Operations
|
|
($ in Millions except per share data)
|
|
|
|||||||
Net income attributable to Maiden common shareholders
|
|
$
|
87.9
|
|
|
$
|
46.5
|
|
|
89.0
|
%
|
Operating earnings
(1)
|
|
87.5
|
|
|
48.5
|
|
|
80.3
|
%
|
||
Basic earnings per common share:
|
|
|
|
|
|
|
|||||
Net income
|
|
$
|
1.21
|
|
|
$
|
0.64
|
|
|
89.1
|
%
|
Operating earnings
(1)
|
|
$
|
1.21
|
|
|
$
|
0.67
|
|
|
80.6
|
%
|
Diluted earnings per common share:
|
|
|
|
|
|
|
|||||
Net income
|
|
$
|
1.18
|
|
|
$
|
0.64
|
|
|
84.4
|
%
|
Operating earnings
(1)
|
|
$
|
1.18
|
|
|
$
|
0.66
|
|
|
78.8
|
%
|
Dividends per common share
|
|
$
|
0.38
|
|
|
$
|
0.33
|
|
|
15.2
|
%
|
Dividends per preference shares - Series A
|
|
$
|
2.06
|
|
|
$
|
0.61
|
|
|
237.7
|
%
|
Dividends per preference shares - Series B
|
|
$
|
0.75
|
|
|
$
|
—
|
|
|
NM
|
|
Annualized operating return on average common shareholders' equity
(1)
|
|
10.5
|
%
|
|
5.9
|
%
|
|
78.0
|
%
|
||
Gross premiums written
|
|
$
|
2,204.2
|
|
|
$
|
2,001.0
|
|
|
10.2
|
%
|
Net premiums earned
|
|
2,000.9
|
|
|
1,803.8
|
|
|
10.9
|
%
|
||
Underwriting income
|
|
63.9
|
|
|
18.7
|
|
|
242.5
|
%
|
||
Net investment income
|
|
91.4
|
|
|
81.2
|
|
|
12.5
|
%
|
At December 31,
|
|
2013
|
|
2012
|
|
% Change
|
|||||
Consolidated Financial Condition
|
|
($ in Millions except per share data)
|
|
|
|||||||
Total investments
|
|
$
|
3,167.2
|
|
|
$
|
2,621.6
|
|
|
20.8
|
%
|
Total assets
|
|
4,713.4
|
|
|
4,138.2
|
|
|
13.9
|
%
|
||
Reserve for loss and loss adjustment expenses
|
|
1,957.8
|
|
|
1,740.3
|
|
|
12.5
|
%
|
||
Total debt
|
|
486.4
|
|
|
333.8
|
|
|
45.7
|
%
|
||
Total Maiden common shareholders' equity
|
|
808.8
|
|
|
865.2
|
|
|
(6.5
|
)%
|
||
Total Maiden shareholders' equity
|
|
1,123.8
|
|
|
1,015.2
|
|
|
10.7
|
%
|
||
Total capital resources
(2)
|
|
1,610.2
|
|
|
1,349.1
|
|
|
19.4
|
%
|
||
Book value per common share
(3)
|
|
$
|
11.14
|
|
|
$
|
11.96
|
|
|
(6.9
|
)%
|
Diluted book value per common share
(4)
|
|
$
|
10.92
|
|
|
$
|
11.95
|
|
|
(8.6
|
)%
|
Ratio of debt to total capital resources
(5)
|
|
30.2
|
%
|
|
24.7
|
%
|
|
22.3
|
%
|
(1)
|
Operating earnings, operating earnings per common share and operating return on average common equity are non-generally accepted accounting principles (GAAP) financial measures. See “
Non-GAAP Financial Measures
” for additional information and a reconciliation to the nearest U.S. GAAP financial measure (net income).
|
(2)
|
Total capital resources is the sum of the Company's senior notes, junior subordinated debt and Maiden shareholders' equity. See “
Non-GAAP Financial Measures
” for additional information.
|
(4)
|
Diluted book value per common share is calculated by dividing common shareholders' equity, adjusted for assumed proceeds from the exercise of dilutive options, by the number of outstanding common shares plus dilutive options and restricted share units (assuming exercise of all dilutive stock based awards). The Mandatory Convertible Preference Shares - Series B are excluded as they are anti-dilutive as of December 31, 2013.
|
(5)
|
Ratio of debt to total capital resources is a non-GAAP financial measures. Adjusting for the January 15, 2014 repurchase of the Junior Subordinated debt, which had a carrying value of $126.4 million as of December 31, 2013 (and a face value of $152.5 million), on a pro-forma basis, the Company's ratio of debt to capital resources would have been 24.7% as of December 31, 2013, assuming the repurchase could have occurred during the year ended December 31, 2013 without incurring the redemption penalty. See “
Non-GAAP Financial Measures
” for additional information.
|
•
|
Net realized and unrealized gains or losses on investment;
|
•
|
Foreign exchange and other gains or losses;
|
•
|
Amortization of intangible assets; and
|
•
|
Non-cash deferred tax expenses;
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions except per share data)
|
||||||||||
Net income attributable to Maiden common shareholders
|
|
$
|
87.9
|
|
|
$
|
46.5
|
|
|
$
|
28.5
|
|
Add (subtract):
|
|
|
|
|
|
|
|
|||||
Net realized and unrealized gains on investment
|
|
(3.6
|
)
|
|
(1.9
|
)
|
|
(0.5
|
)
|
|||
Foreign exchange and other gains
|
|
(2.8
|
)
|
|
(1.6
|
)
|
|
(0.3
|
)
|
|||
Amortization of intangible assets
|
|
3.8
|
|
|
4.4
|
|
|
5.0
|
|
|||
Interest expense incurred related to 7.75% senior notes prior to actual redemption of the junior subordinated debt
|
|
1.2
|
|
|
—
|
|
|
—
|
|
|||
Junior subordinated debt repurchase expense
|
|
—
|
|
|
—
|
|
|
15.1
|
|
|||
Accelerated amortization of junior subordinated debt discount and issuance cost
|
|
—
|
|
|
—
|
|
|
20.3
|
|
|||
Non-recurring general and administrative expenses relating to IIS Acquisition
|
|
—
|
|
|
—
|
|
|
0.2
|
|
|||
Non-cash deferred tax expense
|
|
1.0
|
|
|
1.1
|
|
|
1.3
|
|
|||
Operating earnings attributable to Maiden common shareholders
|
|
$
|
87.5
|
|
|
$
|
48.5
|
|
|
$
|
69.6
|
|
Operating earnings per common share:
|
|
|
|
|
|
|
||||||
Basic operating earnings per common share
|
|
$
|
1.21
|
|
|
$
|
0.67
|
|
|
$
|
0.97
|
|
Diluted operating earnings per common share
|
|
$
|
1.18
|
|
|
$
|
0.66
|
|
|
$
|
0.96
|
|
As of and For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions)
|
||||||||||
Operating earnings available to common shareholders
|
|
$
|
87.5
|
|
|
$
|
48.5
|
|
|
$
|
69.6
|
|
Opening common shareholders’ equity
|
|
$
|
865.2
|
|
|
$
|
768.6
|
|
|
$
|
750.2
|
|
Ending common shareholders’ equity
|
|
$
|
808.8
|
|
|
$
|
865.2
|
|
|
$
|
768.6
|
|
Average common shareholders’ equity
|
|
$
|
837.0
|
|
|
$
|
816.9
|
|
|
$
|
759.4
|
|
Operating return on common equity
|
|
10.5
|
%
|
|
5.9
|
%
|
|
9.2
|
%
|
December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions except share and per share data)
|
||||||||||
Ending common shareholders’ equity
|
|
$
|
808.8
|
|
|
$
|
865.2
|
|
|
$
|
768.6
|
|
Proceeds from assumed conversion of dilutive options
|
|
19.1
|
|
|
14.9
|
|
|
14.7
|
|
|||
Numerator for diluted book value per common share calculation
|
|
$
|
827.9
|
|
|
$
|
880.1
|
|
|
$
|
783.3
|
|
|
|
|
|
|
|
|
||||||
Common shares outstanding
|
|
72,633,561
|
|
|
72,343,947
|
|
|
72,221,428
|
|
|||
Shares issued from assumed conversion of dilutive options and restricted share units
|
|
3,176,433
|
|
|
1,324,202
|
|
|
2,543,376
|
|
|||
Denominator for diluted book value per common share calculation
|
|
75,809,994
|
|
|
73,668,149
|
|
|
74,764,804
|
|
|||
|
|
|
|
|
|
|
||||||
Book value per common share
|
|
$
|
11.14
|
|
|
$
|
11.96
|
|
|
$
|
10.64
|
|
Diluted book value per common share
|
|
$
|
10.92
|
|
|
$
|
11.95
|
|
|
$
|
10.48
|
|
December 31,
|
|
2013
|
|
2012
|
||||
|
|
($ in Millions)
|
||||||
Senior notes
|
|
$
|
360.0
|
|
|
$
|
207.5
|
|
Junior subordinated debt
|
|
126.4
|
|
|
126.3
|
|
||
Maiden shareholders’ equity
|
|
1,123.8
|
|
|
1,015.2
|
|
||
Total capital resources
|
|
$
|
1,610.2
|
|
|
$
|
1,349.0
|
|
Ratio of debt to total capital resources
|
|
30.2
|
%
|
|
24.7
|
%
|
•
|
losses paid, which are actual cash payments to insureds, net of recoveries from reinsurers;
|
•
|
change in outstanding loss or case reserves, which represent management’s best estimate of the likely settlement amount for known claims, less the portion that can be recovered from reinsurers; and
|
•
|
change in IBNR reserves, which are reserves established by us for changes in the values of claims that have been reported to us but are not yet settled, as well as claims that have occurred but have not yet been reported. The portion recoverable from reinsurers is deducted from the gross estimated loss.
|
December 31,
|
|
2013
|
|
2012
|
||||
|
|
($ in Millions)
|
||||||
Reserve for reported loss and loss adjustment expenses
|
|
$
|
1,087.4
|
|
|
$
|
1,029.6
|
|
Reserve for losses incurred but not reported
|
|
870.4
|
|
|
710.7
|
|
||
Reserve for loss and loss adjustment expenses
|
|
$
|
1,957.8
|
|
|
$
|
1,740.3
|
|
•
|
the information developed from internal and independent external sources can be used to develop meaningful estimates of the likely future performance of business bound by the Company;
|
•
|
the loss and exposure information provided by ceding companies, insureds and brokers in support of their submissions can be used to derive meaningful estimates of the likely future performance of business bound with respect to each contract and policy;
|
•
|
historic loss development and trend experience is assumed to be indicative of future loss development and trends; and
|
•
|
no significant emergence of losses or types of losses that are not represented in the information supplied to the Company by its brokers, ceding companies and insureds will occur.
|
i.
|
the lag in time between the time claims are reported to the ceding company and the time they are reported through one or more reinsurance broker intermediaries to the Company;
|
ii.
|
the differing reserving practices among ceding companies;
|
iii.
|
the diversity of loss development patterns among different types of reinsurance treaties or contracts; and
|
iv.
|
the Company’s need to rely on its ceding companies for loss information, which also exposes the Company to changes in the reserving philosophy of the ceding company and the adequacy of its underlying case reserves.
|
•
|
changes in the inflation rate for goods and services related to the covered damages;
|
•
|
changes in the general economic environment that could cause unanticipated changes in claim frequency or severity;
|
•
|
changes in the litigation environment regarding the representation of plaintiffs and potential plaintiffs;
|
•
|
changes in the judicial and/or arbitration environment regarding the interpretation of policy and contract provisions relating to the determination of coverage and/or the amount of damages awarded for certain types of claims;
|
•
|
changes in the social environment regarding the general attitude of juries in the determination of liability and damages;
|
•
|
changes in the legislative environment regarding the definition of damages;
|
•
|
new types of injuries caused by new types of injurious activities or exposures; and
|
•
|
in the case of assumed reinsurance, changes in ceding company case reserving and reporting patterns.
|
•
|
alterations in claims handling procedures;
|
•
|
growth in new lines of business where exposure and loss development patterns are not well established; or
|
•
|
changes in the quality of risk selection or pricing in the underwriting process.
|
•
|
Level 1
— Valuations based on quoted prices in active markets for identical assets or liabilities that we have the ability to access. Valuation adjustments and block discounts are not applied to Level 1 instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these products does not entail a significant degree of judgment. Examples of assets and liabilities utilizing Level 1 inputs include: exchange-traded equity securities, U.S. Treasury securities, and listed derivatives that are actively traded.
|
•
|
Level 2
— Valuations based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical assets or liabilities in inactive markets, or valuations based on models where the significant inputs are observable (e.g. interest rates, yield curves, prepayment speeds, default rates, loss severities, etc.) or can be corroborated by observable market data. Examples of assets and liabilities utilizing Level 2 inputs include: listed derivatives that are not actively traded; U.S. government-sponsored agency securities; non-U.S. government obligations; corporate and municipal bonds; mortgage-backed securities (“MBS”) and asset-backed securities (“ABS”); short-duration high yield fund, and over-the-counter (“OTC”) derivatives (e.g. foreign currency options and forward contracts); and
|
•
|
Level 3
— Valuations based on models where significant inputs are not observable. The unobservable inputs reflect our own assumptions about assumptions that market participants would use. Examples of assets and liabilities utilizing Level 3 inputs include: insurance and reinsurance derivative contracts; hedge and credit funds with partial transparency; and collateralized loan obligation (“CLO”) — equity tranche securities that are traded in less liquid markets.
|
•
|
Historic and implied volatility of the security;
|
•
|
Length of time and extent to which the fair value has been less than amortized cost;
|
•
|
Adverse conditions specifically related to the security or to specific conditions in an industry or geographic area;
|
•
|
Failure, if any, of the issuer of the security to make scheduled payments; and
|
•
|
Recoveries or additional declines in fair value subsequent to the balance sheet date.
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions)
|
||||||||||
Gross premiums written
|
|
$
|
2,204.2
|
|
|
$
|
2,001.0
|
|
|
$
|
1,812.6
|
|
Net premiums written
|
|
$
|
2,096.3
|
|
|
$
|
1,901.3
|
|
|
$
|
1,723.5
|
|
Net premiums earned
|
|
$
|
2,000.9
|
|
|
$
|
1,803.8
|
|
|
$
|
1,552.4
|
|
Other insurance revenue
|
|
14.2
|
|
|
12.9
|
|
|
12.6
|
|
|||
Net loss and loss adjustment expenses
|
|
(1,349.6
|
)
|
|
(1,262.3
|
)
|
|
(1,043.1
|
)
|
|||
Commission and other acquisition expenses
|
|
(556.6
|
)
|
|
(492.1
|
)
|
|
(438.8
|
)
|
|||
General and administrative expenses
|
|
(45.0
|
)
|
|
(43.6
|
)
|
|
(40.3
|
)
|
|||
Total underwriting income
|
|
63.9
|
|
|
18.7
|
|
|
42.8
|
|
|||
Other general and administrative expenses
|
|
(13.7
|
)
|
|
(10.2
|
)
|
|
(13.6
|
)
|
|||
Net investment income
|
|
91.4
|
|
|
81.2
|
|
|
74.9
|
|
|||
Net realized and unrealized gains on investments
|
|
3.6
|
|
|
1.9
|
|
|
0.5
|
|
|||
Junior subordinated debt repurchase expense
|
|
—
|
|
|
—
|
|
|
(15.1
|
)
|
|||
Accelerated amortization of junior subordinated debt discount and issuance cost
|
|
—
|
|
|
—
|
|
|
(20.3
|
)
|
|||
Amortization of intangible assets
|
|
(3.8
|
)
|
|
(4.4
|
)
|
|
(5.0
|
)
|
|||
Foreign exchange and other gains
|
|
2.8
|
|
|
1.6
|
|
|
0.3
|
|
|||
Interest and amortization expenses
|
|
(39.5
|
)
|
|
(36.4
|
)
|
|
(34.1
|
)
|
|||
Income tax expense
|
|
(1.9
|
)
|
|
(2.2
|
)
|
|
(1.9
|
)
|
|||
Income attributable to noncontrolling interests
|
|
(0.1
|
)
|
|
(0.1
|
)
|
|
—
|
|
|||
Dividends on preference shares
|
|
(14.8
|
)
|
|
(3.6
|
)
|
|
—
|
|
|||
Net income attributable to Maiden common shareholders
|
|
$
|
87.9
|
|
|
$
|
46.5
|
|
|
$
|
28.5
|
|
|
|
|
|
|
|
|
||||||
Ratios
|
|
|
|
|
|
|
||||||
Net loss and loss adjustment expense ratio*
|
|
67.0
|
%
|
|
69.5
|
%
|
|
66.6
|
%
|
|||
Commission and other acquisition expense ratio**
|
|
27.6
|
%
|
|
27.1
|
%
|
|
28.0
|
%
|
|||
General and administrative expense ratio***
|
|
2.9
|
%
|
|
2.9
|
%
|
|
3.5
|
%
|
|||
Expense ratio****
|
|
30.5
|
%
|
|
30.0
|
%
|
|
31.5
|
%
|
|||
Combined ratio*****
|
|
97.5
|
%
|
|
99.5
|
%
|
|
98.1
|
%
|
*
|
Calculated by dividing net loss and loss adjustment expenses by the sum of net premiums earned and other insurance revenue.
|
**
|
Calculated by dividing commission and other acquisition expenses by the sum of net premiums earned and other insurance revenue.
|
***
|
Calculated by dividing general and administrative expenses by the sum of net premiums earned and other insurance revenue.
|
****
|
Calculated by adding together commission and other acquisition expense ratio and general and administrative expense ratio.
|
*****
|
Calculated by adding together net loss and loss adjustment expense ratio and the expense ratio.
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Diversified Reinsurance
|
|
$
|
761.8
|
|
|
36.3
|
%
|
|
$
|
765.3
|
|
|
40.3
|
%
|
|
$
|
(3.5
|
)
|
|
(0.5
|
)%
|
AmTrust Quota Share Reinsurance
|
|
1,169.9
|
|
|
55.8
|
%
|
|
840.3
|
|
|
44.2
|
%
|
|
329.6
|
|
|
39.2
|
%
|
|||
NGHC Quota Share
|
|
164.6
|
|
|
7.9
|
%
|
|
295.7
|
|
|
15.5
|
%
|
|
(131.1
|
)
|
|
(44.3
|
)%
|
|||
Total
|
|
$
|
2,096.3
|
|
|
100.0
|
%
|
|
$
|
1,901.3
|
|
|
100.0
|
%
|
|
$
|
195.0
|
|
|
10.3
|
%
|
For the Year Ended December 31,
|
|
2012
|
|
2011
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Diversified Reinsurance
|
|
$
|
765.3
|
|
|
40.3
|
%
|
|
$
|
798.0
|
|
|
46.3
|
%
|
|
$
|
(32.7
|
)
|
|
(4.1
|
)%
|
AmTrust Quota Share Reinsurance
|
|
840.3
|
|
|
44.2
|
%
|
|
669.3
|
|
|
38.8
|
%
|
|
171.0
|
|
|
25.6
|
%
|
|||
NGHC Quota Share
|
|
295.7
|
|
|
15.5
|
%
|
|
256.2
|
|
|
14.9
|
%
|
|
39.5
|
|
|
15.4
|
%
|
|||
Total
|
|
$
|
1,901.3
|
|
|
100.0
|
%
|
|
$
|
1,723.5
|
|
|
100.0
|
%
|
|
$
|
177.8
|
|
|
10.3
|
%
|
•
|
Growth on recurring business in the AmTrust Quota Share Reinsurance segment -
The results for the year ended
December 31, 2011
include the $45.9 million in force and unearned premium assumed at the commencement of the European Hospital Liability Quota Share on April 1, 2011. Excluding that non-recurring item, net premiums written increased by $216.9 million, or 34.8%, for the year ended
December 31, 2012
compared to the year ended
December 31, 2011
. This increase reflects AmTrust's continuing expansion through acquisition and ongoing organic growth, both of which are benefiting from improved rate levels.
|
•
|
Growth in the NGHC Quota Share segment -
For the year ended
December 31, 2012
, net premiums written increased by
39.5 million
or
15.4%
compared to the year ended
December 31, 2011
, as NGHC continues to expand its business.
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Diversified Reinsurance
|
|
$
|
762.1
|
|
|
38.1
|
%
|
|
$
|
795.3
|
|
|
44.1
|
%
|
|
$
|
(33.2
|
)
|
|
(4.2
|
)%
|
AmTrust Quota Share Reinsurance
|
|
988.9
|
|
|
49.4
|
%
|
|
727.8
|
|
|
40.3
|
%
|
|
261.1
|
|
|
35.9
|
%
|
|||
NGHC Quota Share
|
|
249.9
|
|
|
12.5
|
%
|
|
280.7
|
|
|
15.6
|
%
|
|
(30.8
|
)
|
|
(11.0
|
)%
|
|||
Total
|
|
$
|
2,000.9
|
|
|
100.0
|
%
|
|
$
|
1,803.8
|
|
|
100.0
|
%
|
|
$
|
197.1
|
|
|
10.9
|
%
|
For the Year Ended December 31,
|
|
2012
|
|
2011
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Diversified Reinsurance
|
|
$
|
795.3
|
|
|
44.1
|
%
|
|
$
|
748.4
|
|
|
48.3
|
%
|
|
$
|
46.9
|
|
|
6.3
|
%
|
AmTrust Quota Share Reinsurance
|
|
727.8
|
|
|
40.3
|
%
|
|
558.2
|
|
|
35.9
|
%
|
|
169.6
|
|
|
30.4
|
%
|
|||
NGHC Quota Share
|
|
280.7
|
|
|
15.6
|
%
|
|
245.8
|
|
|
15.8
|
%
|
|
34.9
|
|
|
14.2
|
%
|
|||
Total
|
|
$
|
1,803.8
|
|
|
100.0
|
%
|
|
$
|
1,552.4
|
|
|
100.0
|
%
|
|
$
|
251.4
|
|
|
16.2
|
%
|
•
|
Growth in Maiden US business in the Diversified Reinsurance segment in 2011
- Continued underwriting discipline and strong organic premium written growth in 2011, particularly the second half of that year, resulted in increased earned premiums by Maiden US of $73.8 million, or 12.3%, during the year ended
December 31, 2012
, compared to the year ended
December 31, 2011
. This growth in earned premium was partially offset by slower premium written growth in
2012
in Maiden US as noted. Additionally, reduced writings by Maiden Bermuda and the Company's international operations in 2011, as certain accounts reduced in size or were non-renewed, affected earned premium in 2012.
|
•
|
Growth in the AmTrust Quota Share Reinsurance segment -
The commencement of the European Hospital Liability Quota Share on April 1, 2011 increased premiums earned by $49.4 million, or 72.6%, for the year ended
December 31, 2012
compared to the year ended
December 31, 2011
, while the business assumed under the Reinsurance Agreement increased $120.2 million, or 24.5%, for the year ended
December 31, 2012
compared to the year ended
December 31, 2011
.
|
•
|
Growth in the NGHC Quota Share segment -
For the year ended
December 31, 2012
, net premiums earned increased by $34.9 million, or 14.2%, compared to the year ended
December 31, 2011
, as NGHC continued to expand its business.
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
||||
|
|
($ in Millions)
|
||||||
Average invested assets
(1)
|
|
$
|
3,210.2
|
|
|
$
|
2,764.6
|
|
Average book yield
(2)
|
|
2.8
|
%
|
|
2.9
|
%
|
For the Year Ended December 31,
|
|
2012
|
|
2011
|
||||
|
|
($ in Millions)
|
||||||
Average invested assets
(1)
|
|
$
|
2,764.6
|
|
|
$
|
2,360.0
|
|
Average book yield
(2)
|
|
2.9
|
%
|
|
3.2
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions)
|
||||||||||
General and administrative expenses – segments
|
|
$
|
45.0
|
|
|
$
|
43.6
|
|
|
$
|
40.3
|
|
General and administrative expenses – corporate
|
|
13.7
|
|
|
10.2
|
|
|
13.6
|
|
|||
Total general and administrative expenses
|
|
$
|
58.7
|
|
|
$
|
53.8
|
|
|
$
|
53.9
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions)
|
||||||||||
TRUPS Offering
|
|
$
|
21.4
|
|
|
$
|
21.4
|
|
|
$
|
29.5
|
|
Senior Note Offerings
|
|
18.1
|
|
|
15.0
|
|
|
4.6
|
|
|||
Total
|
|
$
|
39.5
|
|
|
$
|
36.4
|
|
|
$
|
34.1
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions)
|
||||||||||
Preference shares - Series A
|
|
$
|
12.4
|
|
|
$
|
3.6
|
|
|
$
|
—
|
|
Preference shares - Series B
|
|
2.4
|
|
|
—
|
|
|
—
|
|
|||
Total
|
|
$
|
14.8
|
|
|
$
|
3.6
|
|
|
$
|
—
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions)
|
||||||||||
Net premiums written
|
|
$
|
761.8
|
|
|
$
|
765.3
|
|
|
$
|
798.0
|
|
Net premiums earned
|
|
$
|
762.1
|
|
|
$
|
795.3
|
|
|
$
|
748.4
|
|
Other insurance revenue
|
|
14.2
|
|
|
12.9
|
|
|
12.6
|
|
|||
Net loss and loss adjustment expenses
|
|
(528.5
|
)
|
|
(584.0
|
)
|
|
(502.4
|
)
|
|||
Commission and other acquisition expenses
|
|
(186.8
|
)
|
|
(203.2
|
)
|
|
(200.2
|
)
|
|||
General and administrative expenses
|
|
(42.3
|
)
|
|
(40.9
|
)
|
|
(36.4
|
)
|
|||
Underwriting income (loss)
|
|
$
|
18.7
|
|
|
$
|
(19.9
|
)
|
|
$
|
22.0
|
|
Ratios
|
|
|
|
|
|
|
||||||
Net loss and loss adjustment expense ratio
|
|
68.1
|
%
|
|
72.3
|
%
|
|
66.0
|
%
|
|||
Commission and other acquisition expense ratio
|
|
24.1
|
%
|
|
25.1
|
%
|
|
26.3
|
%
|
|||
General and administrative expense ratio
|
|
5.4
|
%
|
|
5.1
|
%
|
|
4.8
|
%
|
|||
Expense ratio
|
|
29.5
|
%
|
|
30.2
|
%
|
|
31.1
|
%
|
|||
Combined ratio
|
|
97.6
|
%
|
|
102.5
|
%
|
|
97.1
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
Net Premiums Written
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Property
|
|
$
|
143.7
|
|
|
18.9
|
%
|
|
$
|
190.1
|
|
|
24.8
|
%
|
|
$
|
(46.4
|
)
|
|
(24.4
|
)%
|
Casualty
|
|
473.7
|
|
|
62.2
|
%
|
|
433.3
|
|
|
56.6
|
%
|
|
40.4
|
|
|
9.3
|
%
|
|||
Accident and Health
|
|
35.4
|
|
|
4.6
|
%
|
|
37.3
|
|
|
4.9
|
%
|
|
(1.9
|
)
|
|
(5.1
|
)%
|
|||
International
|
|
109.0
|
|
|
14.3
|
%
|
|
104.6
|
|
|
13.7
|
%
|
|
4.4
|
|
|
4.2
|
%
|
|||
Total Diversified Reinsurance
|
|
$
|
761.8
|
|
|
100.0
|
%
|
|
$
|
765.3
|
|
|
100.0
|
%
|
|
$
|
(3.5
|
)
|
|
(0.5
|
)%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
Net Premiums Earned
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Property
|
|
$
|
159.2
|
|
|
20.9
|
%
|
|
$
|
212.0
|
|
|
26.7
|
%
|
|
$
|
(52.8
|
)
|
|
(24.9
|
)%
|
Casualty
|
|
472.1
|
|
|
61.9
|
%
|
|
444.7
|
|
|
55.9
|
%
|
|
27.4
|
|
|
6.1
|
%
|
|||
Accident and Health
|
|
36.2
|
|
|
4.8
|
%
|
|
42.0
|
|
|
5.3
|
%
|
|
(5.8
|
)
|
|
(13.8
|
)%
|
|||
International
|
|
94.6
|
|
|
12.4
|
%
|
|
96.6
|
|
|
12.1
|
%
|
|
(2.0
|
)
|
|
(2.0
|
)%
|
|||
Total Diversified Reinsurance
|
|
$
|
762.1
|
|
|
100.0
|
%
|
|
$
|
795.3
|
|
|
100.0
|
%
|
|
$
|
(33.2
|
)
|
|
(4.2
|
)%
|
For the Year Ended December 31,
|
|
2012
|
|
2011
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
Net Premiums Written
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Property
|
|
$
|
190.1
|
|
|
24.8
|
%
|
|
$
|
208.0
|
|
|
26.1
|
%
|
|
$
|
(17.9
|
)
|
|
(8.6
|
)%
|
Casualty
|
|
433.3
|
|
|
56.6
|
%
|
|
441.6
|
|
|
55.3
|
%
|
|
(8.3
|
)
|
|
(1.9
|
)%
|
|||
Accident and Health
|
|
37.3
|
|
|
4.9
|
%
|
|
42.6
|
|
|
5.3
|
%
|
|
(5.3
|
)
|
|
(12.6
|
)%
|
|||
International
|
|
104.6
|
|
|
13.7
|
%
|
|
105.8
|
|
|
13.3
|
%
|
|
(1.2
|
)
|
|
(1.1
|
)%
|
|||
Total Diversified Reinsurance
|
|
$
|
765.3
|
|
|
100.0
|
%
|
|
$
|
798.0
|
|
|
100.0
|
%
|
|
$
|
(32.7
|
)
|
|
(4.1
|
)%
|
For the Year Ended December 31,
|
|
2012
|
|
2011
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
Net Premiums Earned
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Property
|
|
$
|
212.0
|
|
|
26.7
|
%
|
|
$
|
197.0
|
|
|
26.3
|
%
|
|
$
|
15.0
|
|
|
7.6
|
%
|
Casualty
|
|
444.7
|
|
|
55.9
|
%
|
|
395.5
|
|
|
52.8
|
%
|
|
49.2
|
|
|
12.4
|
%
|
|||
Accident and Health
|
|
42.0
|
|
|
5.3
|
%
|
|
43.2
|
|
|
5.8
|
%
|
|
(1.2
|
)
|
|
(2.9
|
)%
|
|||
International
|
|
96.6
|
|
|
12.1
|
%
|
|
112.7
|
|
|
15.1
|
%
|
|
(16.1
|
)
|
|
(14.3
|
)%
|
|||
Total Diversified Reinsurance
|
|
$
|
795.3
|
|
|
100.0
|
%
|
|
$
|
748.4
|
|
|
100.0
|
%
|
|
$
|
46.9
|
|
|
6.3
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions)
|
||||||||||
Net premiums written
|
|
$
|
1,169.9
|
|
|
$
|
840.3
|
|
|
$
|
669.3
|
|
Net premiums earned
|
|
$
|
988.9
|
|
|
$
|
727.8
|
|
|
$
|
558.2
|
|
Net loss and loss adjustment expenses
|
|
(652.6
|
)
|
|
(494.6
|
)
|
|
(380.3
|
)
|
|||
Commission and other acquisition expenses
|
|
(291.6
|
)
|
|
(200.6
|
)
|
|
(160.5
|
)
|
|||
General and administrative expenses
|
|
(2.0
|
)
|
|
(1.9
|
)
|
|
(2.3
|
)
|
|||
Underwriting income
|
|
$
|
42.7
|
|
|
$
|
30.7
|
|
|
$
|
15.1
|
|
Ratios
|
|
|
|
|
|
|
||||||
Net loss and loss adjustment expense ratio
|
|
66.0
|
%
|
|
68.0
|
%
|
|
68.1
|
%
|
|||
Commission and other acquisition expense ratio
|
|
29.5
|
%
|
|
27.6
|
%
|
|
28.8
|
%
|
|||
General and administrative expense ratio
|
|
0.2
|
%
|
|
0.2
|
%
|
|
0.4
|
%
|
|||
Expense ratio
|
|
29.7
|
%
|
|
27.8
|
%
|
|
29.2
|
%
|
|||
Combined ratio
|
|
95.7
|
%
|
|
95.8
|
%
|
|
97.3
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
Net Premiums Written
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Small Commercial Business
|
|
$
|
572.0
|
|
|
48.9
|
%
|
|
$
|
364.1
|
|
|
43.3
|
%
|
|
$
|
207.9
|
|
|
57.1
|
%
|
Specialty Program
|
|
157.6
|
|
|
13.5
|
%
|
|
95.9
|
|
|
11.4
|
%
|
|
61.7
|
|
|
64.3
|
%
|
|||
Specialty Risk and Extended Warranty
|
|
440.3
|
|
|
37.6
|
%
|
|
380.3
|
|
|
45.3
|
%
|
|
60.0
|
|
|
15.8
|
%
|
|||
Total AmTrust Quota Share Reinsurance
|
|
$
|
1,169.9
|
|
|
100.0
|
%
|
|
$
|
840.3
|
|
|
100.0
|
%
|
|
$
|
329.6
|
|
|
39.2
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
Net Premiums Earned
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Small Commercial Business
|
|
$
|
493.8
|
|
|
49.9
|
%
|
|
$
|
313.1
|
|
|
43.0
|
%
|
|
$
|
180.7
|
|
|
57.7
|
%
|
Specialty Program
|
|
140.5
|
|
|
14.2
|
%
|
|
85.8
|
|
|
11.8
|
%
|
|
54.7
|
|
|
63.7
|
%
|
|||
Specialty Risk and Extended Warranty
|
|
354.6
|
|
|
35.9
|
%
|
|
328.9
|
|
|
45.2
|
%
|
|
25.7
|
|
|
7.8
|
%
|
|||
Total AmTrust Quota Share Reinsurance
|
|
$
|
988.9
|
|
|
100.0
|
%
|
|
$
|
727.8
|
|
|
100.0
|
%
|
|
$
|
261.1
|
|
|
35.9
|
%
|
For the Year Ended December 31,
|
|
2012
|
|
2011
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
Net Premiums Written
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Small Commercial Business
|
|
$
|
364.1
|
|
|
43.3
|
%
|
|
$
|
237.6
|
|
|
35.5
|
%
|
|
$
|
126.5
|
|
|
53.3
|
%
|
Specialty Program
|
|
95.9
|
|
|
11.4
|
%
|
|
93.7
|
|
|
14.0
|
%
|
|
2.2
|
|
|
2.3
|
%
|
|||
Specialty Risk and Extended Warranty
|
|
380.3
|
|
|
45.3
|
%
|
|
338.0
|
|
|
50.5
|
%
|
|
42.3
|
|
|
12.5
|
%
|
|||
Total AmTrust Quota Share Reinsurance
|
|
$
|
840.3
|
|
|
100.0
|
%
|
|
$
|
669.3
|
|
|
100.0
|
%
|
|
$
|
171.0
|
|
|
25.6
|
%
|
For the Year Ended December 31,
|
|
2012
|
|
2011
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
Net Premiums Earned
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Small Commercial Business
|
|
$
|
313.1
|
|
|
43.0
|
%
|
|
$
|
215.9
|
|
|
38.7
|
%
|
|
$
|
97.2
|
|
|
45.0
|
%
|
Specialty Program
|
|
85.8
|
|
|
11.8
|
%
|
|
81.3
|
|
|
14.6
|
%
|
|
4.5
|
|
|
5.6
|
%
|
|||
Specialty Risk and Extended Warranty
|
|
328.9
|
|
|
45.2
|
%
|
|
261.0
|
|
|
46.7
|
%
|
|
67.9
|
|
|
26.0
|
%
|
|||
Total AmTrust Quota Share Reinsurance
|
|
$
|
727.8
|
|
|
100.0
|
%
|
|
$
|
558.2
|
|
|
100.0
|
%
|
|
$
|
169.6
|
|
|
30.4
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions)
|
||||||||||
Net premiums written
|
|
$
|
164.6
|
|
|
$
|
295.7
|
|
|
$
|
256.2
|
|
Net premiums earned
|
|
$
|
249.9
|
|
|
$
|
280.7
|
|
|
$
|
245.8
|
|
Net loss and loss adjustment expenses
|
|
(168.5
|
)
|
|
(183.7
|
)
|
|
(160.4
|
)
|
|||
Commission and other acquisition expenses
|
|
(78.2
|
)
|
|
(88.3
|
)
|
|
(78.1
|
)
|
|||
General and administrative expenses
|
|
(0.7
|
)
|
|
(0.8
|
)
|
|
(1.6
|
)
|
|||
Underwriting income
|
|
$
|
2.5
|
|
|
$
|
7.9
|
|
|
$
|
5.7
|
|
|
|
|
|
|
|
|
||||||
Net loss and loss adjustment expense ratio
|
|
67.4
|
%
|
|
65.5
|
%
|
|
65.3
|
%
|
|||
Commission and other acquisition expense ratio
|
|
31.3
|
%
|
|
31.5
|
%
|
|
31.7
|
%
|
|||
General and administrative expense ratio
|
|
0.3
|
%
|
|
0.2
|
%
|
|
0.7
|
%
|
|||
Expense ratio
|
|
31.6
|
%
|
|
31.7
|
%
|
|
32.4
|
%
|
|||
Combined ratio
|
|
99.0
|
%
|
|
97.2
|
%
|
|
97.7
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
Net Premiums Written
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Automobile liability
|
|
$
|
93.9
|
|
|
57.0
|
%
|
|
$
|
159.9
|
|
|
54.1
|
%
|
|
$
|
(66.0
|
)
|
|
(41.3
|
)%
|
Automobile physical damage
|
|
70.7
|
|
|
43.0
|
%
|
|
135.8
|
|
|
45.9
|
%
|
|
(65.1
|
)
|
|
(47.9
|
)%
|
|||
Total NGHC Quota Share
|
|
$
|
164.6
|
|
|
100.0
|
%
|
|
$
|
295.7
|
|
|
100.0
|
%
|
|
$
|
(131.1
|
)
|
|
(44.3
|
)%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
Net Premiums Earned
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Automobile liability
|
|
$
|
145.0
|
|
|
58.0
|
%
|
|
$
|
155.3
|
|
|
55.3
|
%
|
|
$
|
(10.3
|
)
|
|
(6.6
|
)%
|
Automobile physical damage
|
|
104.9
|
|
|
42.0
|
%
|
|
125.4
|
|
|
44.7
|
%
|
|
(20.5
|
)
|
|
(16.4
|
)%
|
|||
Total NGHC Quota Share
|
|
$
|
249.9
|
|
|
100.0
|
%
|
|
$
|
280.7
|
|
|
100.0
|
%
|
|
$
|
(30.8
|
)
|
|
(11.0
|
)%
|
For the Year Ended December 31,
|
|
2012
|
|
2011
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
Net Premiums Written
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Automobile liability
|
|
$
|
159.9
|
|
|
54.1
|
%
|
|
$
|
147.4
|
|
|
57.5
|
%
|
|
$
|
12.5
|
|
|
8.5
|
%
|
Automobile physical damage
|
|
135.8
|
|
|
45.9
|
%
|
|
108.8
|
|
|
42.5
|
%
|
|
27.0
|
|
|
24.8
|
%
|
|||
Total NGHC Quota Share
|
|
$
|
295.7
|
|
|
100.0
|
%
|
|
$
|
256.2
|
|
|
100.0
|
%
|
|
$
|
39.5
|
|
|
15.4
|
%
|
For the Year Ended December 31,
|
|
2012
|
|
2011
|
|
Change in
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
$
|
|
%
|
|||||||||
Net Premiums Earned
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
|||||||||
Automobile liability
|
|
$
|
155.3
|
|
|
55.3
|
%
|
|
$
|
141.2
|
|
|
57.4
|
%
|
|
$
|
14.1
|
|
|
10.0
|
%
|
Automobile physical damage
|
|
125.4
|
|
|
44.7
|
%
|
|
104.6
|
|
|
42.6
|
%
|
|
20.8
|
|
|
19.8
|
%
|
|||
Total NGHC Quota Share
|
|
$
|
280.7
|
|
|
100.0
|
%
|
|
$
|
245.8
|
|
|
100.0
|
%
|
|
$
|
34.9
|
|
|
14.2
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions)
|
||||||||||
Operating activities
|
|
$
|
366.2
|
|
|
$
|
319.1
|
|
|
$
|
181.3
|
|
Investing activities
|
|
(584.0
|
)
|
|
(637.5
|
)
|
|
13.3
|
|
|||
Financing activities
|
|
274.5
|
|
|
208.8
|
|
|
(99.5
|
)
|
|||
Effect of exchange rate changes on foreign currency cash
|
|
1.6
|
|
|
3.1
|
|
|
(3.1
|
)
|
|||
Total increase (decrease) in cash and cash equivalents
|
|
$
|
58.3
|
|
|
$
|
(106.5
|
)
|
|
$
|
92.0
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions)
|
||||||||||
Cash flows from Financing Activities
|
|
|
|
|
|
|
||||||
Repurchase agreements, net
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
(76.2
|
)
|
Senior notes issuance, net of issuance costs
|
|
147.4
|
|
|
96.6
|
|
|
104.7
|
|
|||
Repayment of junior subordinated debt
|
|
—
|
|
|
—
|
|
|
(107.5
|
)
|
|||
Preference shares issuance, net of issuance costs
|
|
159.7
|
|
|
145.0
|
|
|
—
|
|
|||
Common share issuance
|
|
1.8
|
|
|
0.4
|
|
|
0.4
|
|
|||
Dividends paid to Maiden common shareholders
|
|
(19.6
|
)
|
|
(29.6
|
)
|
|
(20.9
|
)
|
|||
Dividends paid on preference shares
|
|
(14.8
|
)
|
|
(3.6
|
)
|
|
—
|
|
|||
Net cash provided by (used in) financing activities
|
|
$
|
274.5
|
|
|
$
|
208.8
|
|
|
$
|
(99.5
|
)
|
December 31,
|
|
2013
|
|
2012
|
||||||||||||||||||||
|
|
Restricted Cash &
Equivalents |
|
Fixed
Maturities |
|
Total
|
|
Restricted Cash &
Equivalents |
|
Fixed
Maturities |
|
Total
|
||||||||||||
|
|
($ in Millions)
|
|
($ in Millions)
|
||||||||||||||||||||
Maiden US
|
|
$
|
30.8
|
|
|
$
|
764.5
|
|
|
$
|
795.3
|
|
|
$
|
34.0
|
|
|
$
|
722.7
|
|
|
$
|
756.7
|
|
Maiden Bermuda
|
|
42.2
|
|
|
192.0
|
|
|
234.2
|
|
|
64.5
|
|
|
231.4
|
|
|
295.9
|
|
||||||
Diversified Reinsurance
|
|
73.0
|
|
|
956.5
|
|
|
1,029.5
|
|
|
98.5
|
|
|
954.1
|
|
|
1,052.6
|
|
||||||
Maiden Bermuda
|
|
3.4
|
|
|
1,095.0
|
|
|
1,098.4
|
|
|
32.4
|
|
|
824.6
|
|
|
857.0
|
|
||||||
AmTrust Quota Share Reinsurance
|
|
3.4
|
|
|
1,095.0
|
|
|
1,098.4
|
|
|
32.4
|
|
|
824.6
|
|
|
857.0
|
|
||||||
Maiden Bermuda
|
|
1.0
|
|
|
102.8
|
|
|
103.8
|
|
|
1.4
|
|
|
89.4
|
|
|
90.8
|
|
||||||
NGHC Quota Share
|
|
1.0
|
|
|
102.8
|
|
|
103.8
|
|
|
1.4
|
|
|
89.4
|
|
|
90.8
|
|
||||||
Total
|
|
$
|
77.4
|
|
|
$
|
2,154.3
|
|
|
$
|
2,231.7
|
|
|
$
|
132.3
|
|
|
$
|
1,868.1
|
|
|
$
|
2,000.4
|
|
As a % of Consolidated Balance Sheet captions
|
|
100.0
|
%
|
|
68.1
|
%
|
|
68.9
|
%
|
|
100.0
|
%
|
|
71.3
|
%
|
|
72.7
|
%
|
December 31, 2013
|
|
Original or
Amortized Cost |
|
Gross
Unrealized Gains |
|
Gross
Unrealized Losses |
|
Fair
Value |
|
Average yield*
|
|
Average duration
|
|||||||||
Available-for-sale fixed maturities
|
|
($ in Millions)
|
|
|
|
|
|||||||||||||||
U.S. treasury bonds
|
|
$
|
16.6
|
|
|
$
|
0.6
|
|
|
$
|
—
|
|
|
$
|
17.2
|
|
|
2.6
|
%
|
|
1.8 years
|
U.S. agency bonds – mortgage-backed
|
|
1,292.1
|
|
|
11.7
|
|
|
(41.1
|
)
|
|
1,262.7
|
|
|
2.8
|
%
|
|
4.4 years
|
||||
U.S. agency bonds – other
|
|
7.2
|
|
|
0.9
|
|
|
—
|
|
|
8.1
|
|
|
5.0
|
%
|
|
6.8 years
|
||||
Non-U.S. government bonds
|
|
70.4
|
|
|
3.5
|
|
|
(0.7
|
)
|
|
73.2
|
|
|
1.8
|
%
|
|
2.6 years
|
||||
Other mortgage-backed securities
|
|
33.6
|
|
|
—
|
|
|
(0.2
|
)
|
|
33.4
|
|
|
3.4
|
%
|
|
6.9 years
|
||||
Corporate bonds
|
|
1,546.5
|
|
|
83.0
|
|
|
(22.8
|
)
|
|
1,606.7
|
|
|
4.3
|
%
|
|
5.0 years
|
||||
Municipal bonds - auction rate
|
|
99.2
|
|
|
—
|
|
|
—
|
|
|
99.2
|
|
|
0.3
|
%
|
|
0.0 years
|
||||
Municipal bonds - other
|
|
62.2
|
|
|
0.9
|
|
|
(1.5
|
)
|
|
61.6
|
|
|
4.2
|
%
|
|
8.6 years
|
||||
Total available-for-sale fixed maturities
|
|
3,127.8
|
|
|
100.6
|
|
|
(66.3
|
)
|
|
3,162.1
|
|
|
3.5
|
%
|
|
4.6 years
|
||||
Other investments
|
|
4.5
|
|
|
0.6
|
|
|
—
|
|
|
5.1
|
|
|
|
|
|
|||||
Total investments
|
|
$
|
3,132.3
|
|
|
$
|
101.2
|
|
|
$
|
(66.3
|
)
|
|
$
|
3,167.2
|
|
|
|
|
|
December 31, 2012
|
|
Original or
Amortized Cost |
|
Gross
Unrealized Gains |
|
Gross
Unrealized Losses |
|
Fair
Value |
|
Average yield*
|
|
Average duration
|
|||||||||
Available-for-sale fixed maturities
|
|
($ in Millions)
|
|
|
|
|
|||||||||||||||
U.S. treasury bonds
|
|
$
|
42.7
|
|
|
$
|
1.2
|
|
|
$
|
—
|
|
|
$
|
43.9
|
|
|
1.9
|
%
|
|
1.2 years
|
U.S. agency bonds – mortgage-backed
|
|
962.6
|
|
|
31.0
|
|
|
(1.4
|
)
|
|
992.2
|
|
|
2.6
|
%
|
|
2.5 years
|
||||
U.S. agency bonds – other
|
|
11.7
|
|
|
1.4
|
|
|
—
|
|
|
13.1
|
|
|
4.4
|
%
|
|
4.8 years
|
||||
Non-U.S. government bonds
|
|
55.2
|
|
|
2.2
|
|
|
—
|
|
|
57.4
|
|
|
1.8
|
%
|
|
2.9 years
|
||||
Other mortgage-backed securities
|
|
23.1
|
|
|
0.9
|
|
|
—
|
|
|
24.0
|
|
|
2.8
|
%
|
|
3.8 years
|
||||
Corporate bonds
|
|
1,247.3
|
|
|
113.5
|
|
|
(6.5
|
)
|
|
1,354.3
|
|
|
4.6
|
%
|
|
4.8 years
|
||||
Municipal bonds - auction rate
|
|
120.0
|
|
|
—
|
|
|
—
|
|
|
120.0
|
|
|
0.3
|
%
|
|
0.0 years
|
||||
Municipal bonds - other
|
|
12.6
|
|
|
1.2
|
|
|
—
|
|
|
13.8
|
|
|
5.7
|
%
|
|
7.4 years
|
||||
Total available-for-sale fixed maturities
|
|
2,475.2
|
|
|
151.4
|
|
|
(7.9
|
)
|
|
2,618.7
|
|
|
3.5
|
%
|
|
3.5 years
|
||||
Other investments
|
|
2.6
|
|
|
0.4
|
|
|
(0.1
|
)
|
|
2.9
|
|
|
|
|
|
|||||
Total investments
|
|
$
|
2,477.8
|
|
|
$
|
151.8
|
|
|
$
|
(8.0
|
)
|
|
$
|
2,621.6
|
|
|
|
|
|
•
|
Historic and implied volatility of the security;
|
•
|
Length of time and extent to which the fair value has been less than amortized cost;
|
•
|
Adverse conditions specifically related to the security or to specific conditions in an industry or geographic area;
|
•
|
Failure, if any, of the issuer of the security to make scheduled payments; and
|
•
|
Recoveries or additional declines in fair value subsequent to the balance sheet date.
|
|
|
Less Than 12 Months
|
|
12 Months or More
|
|
Total
|
||||||||||||||||||
December 31, 2013
|
|
Fair
Value |
|
Unrealized
Losses |
|
Fair
Value |
|
Unrealized
Losses |
|
Fair
Value |
|
Unrealized
Losses |
||||||||||||
Available-for-sale fixed maturities:
|
|
($ in Millions)
|
||||||||||||||||||||||
U.S. agency bonds – mortgage-backed
|
|
$
|
795.4
|
|
|
$
|
(38.4
|
)
|
|
$
|
60.6
|
|
|
$
|
(2.7
|
)
|
|
$
|
856.0
|
|
|
$
|
(41.1
|
)
|
Non-U.S. government bonds
|
|
9.9
|
|
|
(0.7
|
)
|
|
—
|
|
|
—
|
|
|
9.9
|
|
|
(0.7
|
)
|
||||||
Other mortgage-backed securities
|
|
33.4
|
|
|
(0.2
|
)
|
|
—
|
|
|
—
|
|
|
33.4
|
|
|
(0.2
|
)
|
||||||
Corporate bonds
|
|
463.5
|
|
|
(16.7
|
)
|
|
169.3
|
|
|
(6.1
|
)
|
|
632.8
|
|
|
(22.8
|
)
|
||||||
Municipal bonds - other
|
|
50.6
|
|
|
(1.5
|
)
|
|
—
|
|
|
—
|
|
|
50.6
|
|
|
(1.5
|
)
|
||||||
Total temporarily impaired AFS fixed maturities
|
|
$
|
1,352.8
|
|
|
$
|
(57.5
|
)
|
|
$
|
229.9
|
|
|
$
|
(8.8
|
)
|
|
$
|
1,582.7
|
|
|
$
|
(66.3
|
)
|
|
|
Less Than 12 Months
|
|
12 Months or More
|
|
Total
|
||||||||||||||||||
December 31, 2012
|
|
Fair
Value |
|
Unrealized
Losses |
|
Fair
Value |
|
Unrealized
Losses |
|
Fair
Value |
|
Unrealized
Losses |
||||||||||||
Available-for-sale fixed maturities:
|
|
($ in Millions)
|
||||||||||||||||||||||
U.S. agency bonds – mortgage-backed
|
|
$
|
158.6
|
|
|
$
|
(1.4
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
158.6
|
|
|
$
|
(1.4
|
)
|
Corporate bonds
|
|
94.7
|
|
|
(1.1
|
)
|
|
141.9
|
|
|
(5.4
|
)
|
|
236.6
|
|
|
(6.5
|
)
|
||||||
|
|
253.3
|
|
|
(2.5
|
)
|
|
141.9
|
|
|
(5.4
|
)
|
|
395.2
|
|
|
(7.9
|
)
|
||||||
Other investments
|
|
—
|
|
|
—
|
|
|
2.0
|
|
|
(0.1
|
)
|
|
2.0
|
|
|
(0.1
|
)
|
||||||
Total temporarily impaired AFS fixed maturities and other investments
|
|
$
|
253.3
|
|
|
$
|
(2.5
|
)
|
|
$
|
143.9
|
|
|
$
|
(5.5
|
)
|
|
$
|
397.2
|
|
|
$
|
(8.0
|
)
|
|
||||||||||||||
December 31,
|
|
2013
|
|
2012
|
||||||||||
|
|
($ in Millions)
|
|
% of Total
|
|
($ in Millions)
|
|
% of Total
|
||||||
Due in one year or less
|
|
$
|
88.6
|
|
|
2.8
|
%
|
|
$
|
58.7
|
|
|
2.2
|
%
|
Due after one year through five years
|
|
427.4
|
|
|
13.5
|
%
|
|
387.9
|
|
|
14.8
|
%
|
||
Due after five years through ten years
|
|
1,154.4
|
|
|
36.5
|
%
|
|
981.5
|
|
|
37.5
|
%
|
||
Due after ten years
|
|
195.6
|
|
|
6.2
|
%
|
|
174.4
|
|
|
6.7
|
%
|
||
|
|
1,866.0
|
|
|
59.0
|
%
|
|
1,602.5
|
|
|
61.2
|
%
|
||
U.S. agency bonds – mortgage-backed
|
|
1,262.7
|
|
|
39.9
|
%
|
|
992.2
|
|
|
37.9
|
%
|
||
Commercial mortgage-backed securities
|
|
33.4
|
|
|
1.1
|
%
|
|
24.0
|
|
|
0.9
|
%
|
||
Total AFS fixed maturities
|
|
$
|
3,162.1
|
|
|
100.0
|
%
|
|
$
|
2,618.7
|
|
|
100.0
|
%
|
December 31, 2013
|
|
Amortized
Cost |
|
Fair
Value |
|
% of Total Fair Value
|
|||||
|
|
($ in Millions)
|
|
|
|||||||
Ratings
|
|
|
|
|
|
|
|||||
U.S. treasury bonds
|
|
$
|
16.6
|
|
|
$
|
17.2
|
|
|
0.5
|
%
|
U.S. agency bonds
|
|
1,299.3
|
|
|
1,270.8
|
|
|
40.2
|
%
|
||
AAA
|
|
210.9
|
|
|
222.4
|
|
|
7.0
|
%
|
||
AA+, AA, AA-
|
|
236.4
|
|
|
243.0
|
|
|
7.7
|
%
|
||
A+, A, A-
|
|
619.1
|
|
|
651.3
|
|
|
20.6
|
%
|
||
BBB+, BBB, BBB-
|
|
689.5
|
|
|
701.5
|
|
|
22.2
|
%
|
||
BB+ or lower
|
|
56.0
|
|
|
55.9
|
|
|
1.8
|
%
|
||
Total AFS fixed maturities
|
|
$
|
3,127.8
|
|
|
$
|
3,162.1
|
|
|
100.0
|
%
|
December 31, 2012
|
|
Amortized
Cost |
|
Fair
Value |
|
% of Total Fair Value
|
|||||
|
|
($ in Millions)
|
|
|
|||||||
Ratings
|
|
|
|
|
|
|
|||||
U.S. treasury bonds
|
|
$
|
42.7
|
|
|
$
|
43.9
|
|
|
1.7
|
%
|
U.S. agency bonds
|
|
974.3
|
|
|
1,005.3
|
|
|
38.4
|
%
|
||
AAA
|
|
171.1
|
|
|
184.0
|
|
|
7.0
|
%
|
||
AA+, AA, AA-
|
|
186.5
|
|
|
196.7
|
|
|
7.5
|
%
|
||
A+, A, A-
|
|
477.2
|
|
|
515.4
|
|
|
19.7
|
%
|
||
BBB+, BBB, BBB-
|
|
587.9
|
|
|
637.1
|
|
|
24.3
|
%
|
||
BB+ or lower
|
|
35.5
|
|
|
36.3
|
|
|
1.4
|
%
|
||
Total AFS fixed maturities
|
|
$
|
2,475.2
|
|
|
$
|
2,618.7
|
|
|
100.0
|
%
|
December 31,
|
|
2013
|
|
2012
|
||||||||||
|
|
Fair Value
|
|
% of Total
|
|
Fair Value
|
|
% of Total
|
||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
||||||
Mortgage-backed bonds
|
|
|
|
|
|
|
|
|
||||||
Residential mortgage-backed (RMBS)
|
|
|
|
|
|
|
|
|
||||||
GNMA – fixed rate
|
|
$
|
90.9
|
|
|
7.2
|
%
|
|
$
|
100.8
|
|
|
10.0
|
%
|
FNMA – fixed rate
|
|
695.4
|
|
|
54.7
|
%
|
|
573.0
|
|
|
57.0
|
%
|
||
FNMA – variable rate
|
|
34.5
|
|
|
2.7
|
%
|
|
46.9
|
|
|
4.7
|
%
|
||
FHLMC – fixed rate
|
|
432.2
|
|
|
34.0
|
%
|
|
257.7
|
|
|
25.6
|
%
|
||
FHLMC – variable rate
|
|
9.7
|
|
|
0.8
|
%
|
|
13.8
|
|
|
1.4
|
%
|
||
Total RMBS
|
|
1,262.7
|
|
|
99.4
|
%
|
|
992.2
|
|
|
98.7
|
%
|
||
Total U.S. agency mortgage-backed bonds
|
|
1,262.7
|
|
|
99.4
|
%
|
|
992.2
|
|
|
98.7
|
%
|
||
Non-MBS fixed rate agency bonds
|
|
8.1
|
|
|
0.6
|
%
|
|
13.1
|
|
|
1.3
|
%
|
||
Total U.S. agency bonds
|
|
$
|
1,270.8
|
|
|
100.0
|
%
|
|
$
|
1,005.3
|
|
|
100.0
|
%
|
December 31,
|
|
2013
|
|
2012
|
||||
|
|
($ in Millions)
|
||||||
U.S. agency bonds - mortgage-backed:
|
|
|
|
|
||||
Beginning balance
|
|
$
|
992.2
|
|
|
$
|
972.1
|
|
Purchases
|
|
723.1
|
|
|
481.9
|
|
||
Sales and paydowns
|
|
(384.4
|
)
|
|
(438.8
|
)
|
||
Net realized gains (losses) on sales – included in net income
|
|
—
|
|
|
(1.3
|
)
|
||
Change in net unrealized gains – included in other comprehensive income
|
|
(58.0
|
)
|
|
(11.3
|
)
|
||
Amortization of bond premium and discount
|
|
(10.2
|
)
|
|
(10.4)
|
|
||
Ending balance
|
|
$
|
1,262.7
|
|
|
$
|
992.2
|
|
|
|
Ratings*
|
|
|
|
|
||||||||||||||||
December 31, 2013
|
|
AAA
|
|
AA+, AA, AA-
|
|
A+, A, A-
|
|
BBB+, BBB, BBB-
|
|
B+ or lower
|
|
Fair Value
|
|
% of Corporate bonds portfolio
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
($ in Millions)
|
|
|
||||||||
Corporate bonds
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Financial Institutions
|
|
6.1
|
%
|
|
4.6
|
%
|
|
28.9
|
%
|
|
10.7
|
%
|
|
0.2
|
%
|
|
$
|
811.3
|
|
|
50.5
|
%
|
Industrials
|
|
—
|
%
|
|
2.7
|
%
|
|
7.8
|
%
|
|
28.0
|
%
|
|
2.5
|
%
|
|
659.3
|
|
|
41.0
|
%
|
|
Utilities/Other
|
|
—
|
%
|
|
—
|
%
|
|
2.8
|
%
|
|
4.9
|
%
|
|
0.8
|
%
|
|
136.1
|
|
|
8.5
|
%
|
|
Total Corporate bonds
|
|
6.1
|
%
|
|
7.3
|
%
|
|
39.5
|
%
|
|
43.6
|
%
|
|
3.5
|
%
|
|
$
|
1,606.7
|
|
|
100.0
|
%
|
|
|
Ratings*
|
|
|
|
|
||||||||||||||||
December 31, 2012
|
|
AAA
|
|
AA+, AA, AA-
|
|
A+, A, A-
|
|
BBB+, BBB, BBB-
|
|
B+ or lower
|
|
Fair Value
|
|
% of Corporate bonds portfolio
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
($ in Millions)
|
|
|
||||||||
Corporate bonds
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||
Financial Institutions
|
|
7.1
|
%
|
|
5.2
|
%
|
|
31.1
|
%
|
|
13.7
|
%
|
|
0.1
|
%
|
|
$
|
775.1
|
|
|
57.2
|
%
|
Industrials
|
|
—
|
%
|
|
1.2
|
%
|
|
4.8
|
%
|
|
30.8
|
%
|
|
1.7
|
%
|
|
520.9
|
|
|
38.5
|
%
|
|
Utilities/Other
|
|
—
|
%
|
|
—
|
%
|
|
0.9
|
%
|
|
2.5
|
%
|
|
0.9
|
%
|
|
58.3
|
|
|
4.3
|
%
|
|
Total Corporate bonds
|
|
7.1
|
%
|
|
6.4
|
%
|
|
36.8
|
%
|
|
47.0
|
%
|
|
2.7
|
%
|
|
$
|
1,354.3
|
|
|
100.0
|
%
|
December 31, 2013
|
|
Fair Value
|
|
% of Holdings
Based on Fair Value of All Fixed Income Securities |
|
Rating*
|
|||
|
|
($ in Millions)
|
|
|
|
|
|||
Morgan Stanley FLT, Due 10/18/2016
(1)
|
|
$
|
39.7
|
|
|
1.3
|
%
|
|
A-
|
Citigroup FLT, Due 06/09/2016
(1)
|
|
26.5
|
|
|
0.8
|
%
|
|
BBB+
|
|
Northern Rock Asset Mgt., 3.875% Due 11/16/2020
|
|
26.1
|
|
|
0.8
|
%
|
|
AAA
|
|
BNP Paribas, 5.0% Due 01/15/2021
|
|
20.9
|
|
|
0.7
|
%
|
|
A+
|
|
SLM Corp FLT, Due 01/27/2014
(1)
|
|
20.0
|
|
|
0.7
|
%
|
|
BBB-
|
|
HSBC Financial FLT, Due 06/01/2016
(1)
|
|
20.0
|
|
|
0.6
|
%
|
|
A
|
|
Barclays Bank PLC NY FLT, Due 02/24/2020
(1)
|
|
20.0
|
|
|
0.6
|
%
|
|
A
|
|
JP Morgan Chase & Co FLT, Due 06/13/2016
(1)
|
|
19.9
|
|
|
0.6
|
%
|
|
A
|
|
Bear Stearns FLT, Due 11/21/2016
(1)
|
|
19.9
|
|
|
0.6
|
%
|
|
A
|
|
Vale Overseas Ltd, 4.375% Due 01/11/2022
|
|
19.4
|
|
|
0.6
|
%
|
|
A-
|
|
Total
|
|
$
|
232.4
|
|
|
7.3
|
%
|
|
|
December 31,
|
|
2013
|
|
2012
|
||||||||||
|
|
Fair Value
|
|
% of Total
|
|
Fair Value
|
|
% of Total
|
||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
||||||
Corporate bonds
|
|
$
|
230.3
|
|
|
75.9
|
%
|
|
$
|
156.5
|
|
|
73.1
|
%
|
Non-U.S. government bonds
|
|
73.2
|
|
|
24.1
|
%
|
|
57.4
|
|
|
26.9
|
%
|
||
Total non-U.S. dollar denominated AFS securities
|
|
$
|
303.5
|
|
|
100.0
|
%
|
|
$
|
213.9
|
|
|
100.0
|
%
|
December 31,
|
|
2013
|
|
2012
|
||||||||||
|
|
Fair Value
|
|
% of Total
|
|
Fair Value
|
|
% of Total
|
||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
||||||
Euro
|
|
$
|
249.1
|
|
|
82.1
|
%
|
|
$
|
191.7
|
|
|
89.6
|
%
|
British Pound
|
|
33.6
|
|
|
11.1
|
%
|
|
2.9
|
|
|
1.4
|
%
|
||
Swedish Krona
|
|
10.6
|
|
|
3.5
|
%
|
|
10.9
|
|
|
5.1
|
%
|
||
Australian Dollar
|
|
7.7
|
|
|
2.5
|
%
|
|
7.7
|
|
|
3.6
|
%
|
||
All other
|
|
2.5
|
|
|
0.8
|
%
|
|
0.7
|
|
|
0.3
|
%
|
||
Total non-U.S. dollar denominated AFS securities
|
|
$
|
303.5
|
|
|
100.0
|
%
|
|
$
|
213.9
|
|
|
100.0
|
%
|
December 31,
|
|
2013
|
|
2012
|
||||||||||
|
|
Fair Value
|
|
% of Total
|
|
Fair Value
|
|
% of Total
|
||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
||||||
Germany
|
|
$
|
18.1
|
|
|
24.7
|
%
|
|
$
|
24.8
|
|
|
43.1
|
%
|
United Kingdom
|
|
14.5
|
|
|
19.9
|
%
|
|
—
|
|
|
—
|
%
|
||
European Financial Stability Facility
|
|
12.4
|
|
|
17.0
|
%
|
|
—
|
|
|
—
|
%
|
||
European Investment Bank
|
|
11.1
|
|
|
15.2
|
%
|
|
12.5
|
|
|
21.7
|
%
|
||
State of Israel
|
|
6.0
|
|
|
8.1
|
%
|
|
—
|
|
|
—
|
%
|
||
All other
|
|
11.1
|
|
|
15.1
|
%
|
|
20.1
|
|
|
35.2
|
%
|
||
Total non-U.S. government bonds
|
|
$
|
73.2
|
|
|
100.0
|
%
|
|
$
|
57.4
|
|
|
100.0
|
%
|
December 31,
|
|
2013
|
|
2012
|
||||||||||
|
|
Fair Value
|
|
% of Total
|
|
Fair Value
|
|
% of Total
|
||||||
|
|
($ in Millions)
|
|
|
|
($ in Millions)
|
|
|
||||||
AAA
|
|
$
|
63.8
|
|
|
27.7
|
%
|
|
$
|
61.8
|
|
|
39.5
|
%
|
AA+, AA, AA-
|
|
10.2
|
|
|
4.5
|
%
|
|
7.9
|
|
|
5.0
|
%
|
||
A+, A, A-
|
|
103.8
|
|
|
45.0
|
%
|
|
52.3
|
|
|
33.4
|
%
|
||
BBB+, BBB, BBB-
|
|
51.0
|
|
|
22.0
|
%
|
|
33.1
|
|
|
21.1
|
%
|
||
BB+ or lower
|
|
1.5
|
|
|
0.8
|
%
|
|
1.4
|
|
|
1.0
|
%
|
||
Total non-U.S. dollar denominated corporate bonds
|
|
$
|
230.3
|
|
|
100.0
|
%
|
|
$
|
156.5
|
|
|
100.0
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
|
|
($ in Millions)
|
||||||||||
Gross unpaid loss and LAE reserves - January 1
|
|
$
|
1,740.3
|
|
|
$
|
1,398.4
|
|
|
$
|
1,226.8
|
|
Less: reinsurance recoverable - January 1
|
|
110.9
|
|
|
20.3
|
|
|
6.7
|
|
|||
Net loss and LAE reserves - January 1
|
|
1,629.4
|
|
|
1,378.1
|
|
|
1,220.1
|
|
|||
Net incurred losses related to:
|
|
|
|
|
|
|
||||||
Current year
|
|
1,351.0
|
|
|
1,239.0
|
|
|
1,028.9
|
|
|||
Prior years
|
|
(1.4
|
)
|
|
23.3
|
|
|
14.2
|
|
|||
|
|
1,349.6
|
|
|
1,262.3
|
|
|
1,043.1
|
|
|||
Net paid losses related to:
|
|
|
|
|
|
|
||||||
Current year
|
|
(517.6
|
)
|
|
(485.0
|
)
|
|
(456.1
|
)
|
|||
Prior years
|
|
(598.5
|
)
|
|
(530.3
|
)
|
|
(423.9
|
)
|
|||
|
|
(1,116.1
|
)
|
|
(1,015.3
|
)
|
|
(880.0
|
)
|
|||
Acquired loss and loss expense reserve
|
|
—
|
|
|
—
|
|
|
0.4
|
|
|||
Effect of foreign exchange movement
|
|
10.9
|
|
|
4.3
|
|
|
(5.5
|
)
|
|||
Net loss and LAE reserves - December 31
|
|
1,873.8
|
|
|
1,629.4
|
|
|
1,378.1
|
|
|||
Reinsurance recoverable - December 31
|
|
84.0
|
|
|
110.9
|
|
|
20.3
|
|
|||
Gross unpaid loss and LAE reserves - December 31
|
|
$
|
1,957.8
|
|
|
$
|
1,740.3
|
|
|
$
|
1,398.4
|
|
December 31,
|
|
2013
|
|
2012
|
||||
|
|
($ in Millions)
|
||||||
Reinsurance balances receivable, net
|
|
$
|
560.1
|
|
|
$
|
522.6
|
|
Prepaid reinsurance premiums
|
|
39.2
|
|
|
38.7
|
|
||
Reinsurance recoverable on unpaid losses
|
|
84.0
|
|
|
110.9
|
|
||
Deferred commission and other acquisition expenses
|
|
304.9
|
|
|
270.7
|
|
||
Reserve for loss and loss adjustment expenses
|
|
1,957.8
|
|
|
1,740.3
|
|
||
Unearned premiums
|
|
1,034.8
|
|
|
936.5
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
||||
|
|
($ in Millions)
|
||||||
Change in Maiden shareholders' equity
|
|
|
|
|
||||
Beginning balance
|
|
$
|
1,015.2
|
|
|
$
|
768.6
|
|
Issuance of preference shares
|
|
165.0
|
|
|
150.0
|
|
||
Change in additional paid-in capital
|
|
(1.4
|
)
|
|
(3.1
|
)
|
||
Change in unrealized gain on investments
|
|
(108.9
|
)
|
|
79.9
|
|
||
Foreign currency translation adjustment
|
|
(6.4
|
)
|
|
(2.9
|
)
|
||
Net income
|
|
102.7
|
|
|
50.2
|
|
||
Dividends on preference shares
|
|
(14.8
|
)
|
|
(3.6
|
)
|
||
Dividends on common shares
|
|
(27.6
|
)
|
|
(23.9
|
)
|
||
Total Maiden shareholders' equity
|
|
1,123.8
|
|
|
1,015.2
|
|
||
|
|
|
|
|
||||
Change in long term debt
|
|
|
|
|
||||
Beginning balance
|
|
333.9
|
|
|
233.8
|
|
||
Issuance of long term debt
|
|
152.5
|
|
|
100.1
|
|
||
Total long term debt
|
|
486.4
|
|
|
333.9
|
|
||
Total Capital resources
|
|
$
|
1,610.2
|
|
|
$
|
1,349.1
|
|
|
|
Payment Due by Period
|
||||||||||||||||||
December 31, 2013
|
|
Total
|
|
Less than
1 Year |
|
1 – 3 Years
|
|
3 – 5 Years
|
|
More than
5 Years |
||||||||||
|
|
($ in Millions)
|
||||||||||||||||||
Contractual Obligations
|
|
|
|
|
|
|
|
|
|
|
||||||||||
Operating lease obligations
|
|
$
|
4.7
|
|
|
$
|
2.0
|
|
|
$
|
2.1
|
|
|
$
|
0.6
|
|
|
$
|
—
|
|
Junior subordinated debt and interest
|
|
157.8
|
|
|
157.8
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|||||
Senior notes and interest
|
|
1,184.8
|
|
|
28.7
|
|
|
57.4
|
|
|
57.4
|
|
|
1,041.3
|
|
|||||
Reserve for loss and loss adjustment expenses
|
|
1,957.8
|
|
|
584.8
|
|
|
615.9
|
|
|
285.4
|
|
|
471.7
|
|
|||||
Other investments - unfunded commitments
|
|
2.1
|
|
|
1.0
|
|
|
1.1
|
|
|
—
|
|
|
—
|
|
|||||
Total
|
|
$
|
3,307.2
|
|
|
$
|
774.3
|
|
|
$
|
676.5
|
|
|
$
|
343.4
|
|
|
$
|
1,513.0
|
|
Hypothetical Change in Interest Rates
|
|
Fair Value
|
|
Estimated
Change in Fair Value |
|
Hypothetical %
(Decrease) Increase in Shareholders’ Equity |
|||||
|
|
($ in Millions)
|
|
|
|||||||
200 basis point increase
|
|
$
|
2,889.9
|
|
|
$
|
(272.2
|
)
|
|
(24.2
|
)%
|
100 basis point increase
|
|
3,020.0
|
|
|
(142.1
|
)
|
|
(12.6
|
)%
|
||
No change
|
|
3,162.1
|
|
|
—
|
|
|
—
|
%
|
||
100 basis point decrease
|
|
3,309.6
|
|
|
147.5
|
|
|
13.1
|
%
|
||
200 basis point decrease
|
|
3,463.3
|
|
|
301.2
|
|
|
26.8
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
||
Ratings*
|
|
|
||||
AA+ or better
|
|
50.5
|
%
|
|
48.0
|
%
|
AA, AA-, A+, A, A-
|
|
25.6
|
%
|
|
26.3
|
%
|
BBB+, BBB, BBB-
|
|
22.1
|
%
|
|
24.3
|
%
|
BB+ or lower
|
|
1.8
|
%
|
|
1.4
|
%
|
|
|
100.0
|
%
|
|
100.0
|
%
|
December 31,
|
|
2013
|
|
2012
|
||
A or better
|
|
90.2
|
%
|
|
88.4
|
%
|
A-
|
|
7.5
|
%
|
|
11.3
|
%
|
B++ or worse
|
|
2.3
|
%
|
|
0.3
|
%
|
|
|
100.0
|
%
|
|
100.0
|
%
|
|
MAIDEN HOLDINGS, LTD.
|
|
|
By:
|
|
|
|
/s/ Arturo M. Raschbaum
|
|
|
Name: Arturo M. Raschbaum
Title: President and Chief Executive Officer
|
Signature
|
|
Title
|
|
Date
|
/s/ Arturo M. Raschbaum
|
|
President and Chief Executive Officer
|
|
March 3, 2014
|
Arturo M. Raschbaum
|
|
(Principal Executive Officer)
|
|
|
/s/ John M. Marshaleck
|
|
Chief Financial Officer
|
|
March 3, 2014
|
John M. Marshaleck
|
|
(Principal Financial and Accounting Officer)
|
|
|
/s/ Barry D. Zyskind
|
|
Chairman
|
|
March 3, 2014
|
Barry D. Zyskind
|
|
|
|
|
/s/ Raymond M. Neff
|
|
Director
|
|
March 3, 2014
|
Raymond M. Neff
|
|
|
|
|
/s/ Simcha G. Lyons
|
|
Director
|
|
March 3, 2014
|
Simcha G. Lyons
|
|
|
|
|
/s/ Yehuda L. Neuberger
|
|
Director
|
|
March 3, 2014
|
Yehuda L. Neuberger
|
|
|
|
|
/s/ Steven H. Nigro
|
|
Director
|
|
March 3, 2014
|
Steven H. Nigro
|
|
|
|
|
Exhibit
No.
|
|
Description
|
|
Reference
|
3.1
|
|
Memorandum of Association (as amended)
|
|
(1)
|
3.2
|
|
Bye-Laws
|
|
(2)
|
4.1
|
|
Form of Common Share Certificate
|
|
(2)
|
4.2
|
|
Registration Rights Agreement by and between Maiden Holdings, Ltd. and Friedman, Billings, Ramsey & Co., Inc., dated as of July 3, 2007
|
|
(2)
|
4.3
|
|
Form of Indenture for Debt Securities by and among Maiden Holdings North America, Ltd., Maiden Holdings, Ltd., as guarantor, and Wilmington Trust Company, as trustee
|
|
(3)
|
4.4
|
|
First Supplemental Indenture, dated as of June 24, 2011, by and among Maiden Holdings North America, Ltd., Maiden Holdings, Ltd., as guarantor, and Wilmington Trust Company, as trustee
|
|
(4)
|
4.5
|
|
Form of 8.25% Notes due 2041 (included in Exhibit 4.4)
|
|
(4)
|
4.6
|
|
Second Supplemental Indenture, dated March 27, 2012, by and among Maiden Holdings North America, Ltd., Maiden Holdings, Ltd., as guarantor, and Wilmington Trust Company, as trustee
|
|
(5)
|
4.7
|
|
Form of 8.000% Notes due 2042 (included in Exhibit 4.6)
|
|
(5)
|
4.8
|
|
Certificate of Designations of 8.25% Non-Cumulative Preference Shares, Series A, adopted on August 7, 2012
|
|
(6)
|
4.9
|
|
Form of stock certificate evidencing 8.25% Series A Preference Share (included in Exhibit 4.8)
|
|
(6)
|
4.10
|
|
Certificate of Designations of 7.25% Mandatory Convertible Preference Shares, Series B, adopted on October 1, 2013
|
|
(7)
|
4.11
|
|
Form of stock certificate evidencing 7.25% Mandatory Convertible Preference Shares, Series B (included in Exhibit 4.10)
|
|
(7)
|
4.12
|
|
Third Supplemental Indenture, dated November 25, 2013, by and among Maiden Holdings North America, Ltd., Maiden Holdings, Ltd., as guarantor, and Wilmington Trust Company, as trustee
|
|
(8)
|
4.13
|
|
Form of 7.75% Notes due 2043 (included in Exhibit 4.12)
|
|
(8)
|
10.1*
|
|
Amended and Restated Maiden Holdings, Ltd. 2007 Share Incentive Plan as of July 26, 2011
|
|
(9)
|
10.2*
|
|
Form of Share Option Agreement for Employee Recipients of Options under Amended and Restated 2007 Share Incentive Plan
|
|
(2)
|
10.3*
|
|
Form of Share Option Agreement for Non-Employee Recipients of Options under Amended and Restated 2007 Share Incentive Plan
|
|
(2)
|
10.4*
|
|
Form of Performance-Based Restricted Share Unit Agreement for Employee Recipients of Restricted Share Units under the Amended and Restated 2007 Share Incentive Plan
|
|
(9)
|
10.5*
|
|
Form of Employment Agreement by and between Maiden and Arturo Raschbaum, John Marshaleck, Patrick J. Haveron, Karen Schmitt and Lawrence F. Metz, dated as of November 1, 2011
|
|
(10)
|
10.6*
|
|
Master Agreement by and between Maiden Holdings, Ltd. and AmTrust Financial Services, Inc., dated as of July 3, 2007
|
|
(2)
|
10.7*
|
|
Amendment No. 1 to the Master Agreement by and between Maiden Holdings, Ltd. and AmTrust Financial Services, Inc., dated as of September 17, 2007
|
|
(2)
|
10.8
|
|
Amended and Restated Quota Share Reinsurance Agreement by and between Maiden Insurance Company Ltd. and AmTrust International Insurance, Ltd. and dated as of June 1, 2008
|
|
(11)
|
10.9
|
|
Loan Agreement by and between AmTrust International Insurance, Ltd. and Maiden Insurance Company Ltd., dated as of November 16, 2007
|
|
(12)
|
10.10
|
|
Amendment No. 1 to the Loan Agreement by and between AmTrust International Insurance, Ltd. and Maiden Insurance Company Ltd., dated as of February 15, 2008
|
|
(12)
|
10.11
|
|
Asset Management Agreement by and between AII Insurance Management Limited and Maiden Insurance Company Ltd., dated as of July 3, 2007
|
|
(2)
|
10.12
|
|
First Amendment to Asset Management Agreement by and between AII Insurance Management Limited, Maiden Insurance Company Ltd., Maiden Holdings, Ltd., and Maiden Holdings North America, Ltd., dated as of November 3, 2008
|
|
(13)
|
10.13
|
|
Second Amendment to Asset Management Agreement by and between AII Insurance Management Limited, Maiden Insurance Company Ltd., Maiden Holdings, Ltd., Maiden Holdings North America, Ltd. and Maiden Reinsurance Company, dated as of December 23, 2008
|
|
(13)
|
10.14
|
|
Third Amendment to Asset Management Agreement by and between AII Insurance Management Limited, Maiden Insurance Company Ltd., Maiden Holdings, Ltd., Maiden Holdings North America, Ltd., Maiden Reinsurance Company and Maiden Specialty Insurance Company dated as of September 1, 2009
|
|
(13)
|
10.15
|
|
Asset Management Agreement by and between AII Insurance Management Limited, Maiden Insurance Company Ltd., Maiden Holdings, Ltd., Maiden Holdings North America, Ltd., Maiden Reinsurance Company and Maiden Specialty Insurance Company dated as of August 6, 2010
|
|
(13)
|
10.16
|
|
Asset Management Agreement by and between AII Insurance Management Limited and Maiden Life Försäkrings AB dated as of October 11, 2013
|
|
†
|
10.17
|
|
Reinsurance Brokerage Agreement by and between Maiden Insurance Company Ltd. and AII Reinsurance Broker Ltd., dated as of July 3, 2007
|
|
(2)
|
10.18
|
|
Brokerage Services Agreement between Maiden Insurance Company Ltd. and IGI Intermediaries Limited, dated as of January 1, 2008
|
|
(12)
|
10.19
|
|
Reinsurance Brokerage Services Agreement between Maiden Insurance Company Ltd. and IGI Intermediaries, Inc., dated as of April 3, 2008
|
|
(14)
|
10.2
|
|
Endorsement No. 1 to the Amended and Restated Quota Share Reinsurance Agreement by and between Maiden Insurance Company Ltd. and AmTrust International Insurance, Ltd. dated as of July 26, 2011
|
|
(9)
|
10.21
|
|
Endorsement No. 2 to the Quota Share Reinsurance Contract by and between Maiden Insurance Company Ltd. and AmTrust International Insurance, Ltd. dated as of March 7, 2013
|
|
15
|
10.22
|
|
Quota Share Reinsurance Contract by and between Maiden Insurance Company Ltd. and AmTrust Europe Limited and/or AmTrust International Underwriters Limited dated as of April 1, 2011
|
|
(9)
|
10.23
|
|
Endorsement No. 1 to the Quota Share Reinsurance Contract by and between Maiden Insurance Company Ltd. and AmTrust Europe Limited and/or AmTrust International Underwriters Limited dated as of July 26, 2011
|
|
(9)
|
10.24
|
|
Endorsement No. 2 to the Quota Share Reinsurance Contract by and between Maiden Insurance Company Ltd. and AmTrust Europe Limited and/or AmTrust International Underwriters Limited dated as of August 7, 2012
|
|
(16)
|
10.25
|
|
Portfolio Transfer and Quota Share Reinsurance Agreement by and between Maiden Insurance Company Ltd. and Motors Insurance Corporation, dated as of October 31, 2008
|
|
(17)
|
10.26
|
|
Personal and Commercial Automobile Quota Share Reinsurance Agreement by and between Maiden Insurance Company Ltd. and Integon National Insurance Company, dated as March 1, 2010
|
|
(13)
|
10.27
|
|
Addendum No. 1 to Personal and Commercial Automobile Quota Share Reinsurance Agreement by and between Maiden Insurance Company Ltd. and Integon National Insurance Company and others, dated as October 1, 2012
|
|
(15)
|
10.28
|
|
Termination of Personal and Commercial Automobile Quota Share Reinsurance Agreement by and between Maiden Insurance Company Ltd. and Integon National Insurance Company and others, dated as August 1, 2013
|
|
†
|
10.29
|
|
Form of Indemnification Agreement between Maiden Holdings, Ltd. and its officers and directors
|
|
(12)
|
21.1
|
|
Subsidiaries of the registrant
|
|
†
|
23.1
|
|
Consent of BDO USA, LLP
|
|
†
|
31.1
|
|
Section 302 Certification of CEO
|
|
†
|
31.2
|
|
Section 302 Certification of CFO
|
|
†
|
32.1
|
|
Section 906 Certification of CEO
|
|
†
|
32.2
|
|
Section 906 Certification of CFO
|
|
†
|
101.1
|
|
The following financial information from Maiden Holdings, Ltd.'s Annual Report on Form 10-K for the year ended December 31, 2013, formatted in XBRL (eXtensive Business Reporting Language): (i) the Consolidated Balance Sheets at December 31, 2013 and 2012; (ii) the Consolidated Statements of Income for the years ended December 31, 2013, 2012 and 2011; (iii) the Consolidated Statements of Comprehensive Income for the years ended December 31, 2013, 2012 and 2011; (iv) the Consolidated Statements of Changes in Shareholders' Equity for the years ended December 31, 2013, 2012 and 2011; (v) the Consolidated Statements of Cash Flows for the years ended December 31, 2013, 2012 and 2011; (vi) Notes to Consolidated Financial Statements; and (vii) Financial Statement Schedules.
|
|
†
|
(1)
|
Incorporated by reference to the filing of such exhibit with the registrant's Registration Statement on Form S-8 filed with the SEC on May 18, 2010 (File No. 333-166934).
|
(2)
|
(Incorporated by reference to the filing of such exhibit with the registrant's Registration Statement on S-1 initially filed with the SEC on September 17, 2007, subsequently amended and declared effective May 6, 2008 (File No. 333-146137).
|
(4)
|
Incorporated by reference to the filing of such exhibit with the registrant's Current Report on Form 8-K filed with the SEC on June 17, 2011 (File No. 001-34042).
|
(5)
|
Incorporated by reference to the filing of such exhibit with the registrant's Current Report on Form 8-K filed with the SEC on March 27, 2012 (File No. 001-34042).
|
(6)
|
Incorporated by reference to the filing of such exhibit with the registrant's Current Report on Form 8-K filed with the SEC on August 22, 2012 (File No. 001-34042).
|
(7)
|
Incorporated by reference to the filing of such exhibit with the registrant's Current Report on Form 8-K filed with the SEC on October 1, 2013 (File No. 001-34042).
|
(8)
|
Incorporated by reference to the filing of such exhibit with the registrant's Current Report on Form 8-K filed with the SEC on November 25, 2013 (File No. 001-34042).
|
(9)
|
Incorporated by reference to the filing of such exhibit with the registrant's Quarterly Report on Form 10-Q for the period ended June 30, 2010 filed with the SEC on August 8, 2011 (File No. 001-34042).
|
(10)
|
Incorporated by reference to the filing of such exhibit with the registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2011 filed with the SEC on March 13, 2012 (File No. 001-34042).
|
(11)
|
Incorporated by reference to the filing of such exhibit with the registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2008 filed with the SEC on March 31, 2009 (File No. 001-34042).
|
(12)
|
Incorporated by reference to the filing of such exhibit with Amendment No. 2 to the registrant's Registration Statement on S-1 filed with the SEC on March 28, 2008 (No. 333-146137).
|
(13)
|
Incorporated by reference to the filing of such exhibit with the registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2010 filed with the SEC on March 14, 2011 (File No. 001-34042).
|
(14)
|
Incorporated by reference to the filing of such exhibit with Amendment No. 3 to the registrant's Registration Statement on S-1 filed with the SEC on April 24, 2008 (No. 333-146137).
|
(15)
|
Incorporated by reference to the filing of such exhibit with the registrant's Annual Report on Form 10-K for the fiscal year ended December 31, 2012 filed with the SEC on March 11, 2013 (File No. 001-34042).
|
(16)
|
Incorporated by reference to the filing of such exhibit with the registrant's Quarterly Report on Form 10-Q for the period ended June 30, 2012 filed with the SEC on August 9, 2012 (File No. 001-34042)
|
(17)
|
Incorporated by reference to the filing of such exhibit with the registrant's Current Report on Form 8-K filed with the SEC on November 7, 2008 (File No. 001-34042).
|
Index to Consolidated Financial Statements and Related Notes
|
|
Page
|
|
||
|
||
|
||
|
||
|
||
|
||
|
|
|
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
|
||
Supplementary Information
|
|
|
|
||
|
||
|
||
|
||
|
|
|
2013
|
|
2012
|
||||
ASSETS
|
|
|
|
|
||||
Fixed maturities, available-for-sale, at fair value
(Amortized cost 2013: $3,127,792; 2012: $2,475,202)
|
|
$
|
3,162,067
|
|
|
$
|
2,618,697
|
|
Other investments, at fair value
(Cost 2013: $4,522; 2012: $2,599)
|
|
5,092
|
|
|
2,901
|
|
||
Total investments
|
|
3,167,159
|
|
|
2,621,598
|
|
||
Cash and cash equivalents
|
|
139,833
|
|
|
81,543
|
|
||
Restricted cash and cash equivalents
|
|
77,360
|
|
|
132,327
|
|
||
Accrued investment income
|
|
25,238
|
|
|
21,007
|
|
||
Reinsurance balances receivable, net (
includes $299,645 and $265,766 from related parties in 2013 and 2012, respectively
)
|
|
560,145
|
|
|
522,614
|
|
||
Prepaid reinsurance premiums
|
|
39,186
|
|
|
38,725
|
|
||
Reinsurance recoverable on unpaid losses
(includes $7,263 and $9,387 from related parties in 2013 and 2012, respectively)
|
|
84,036
|
|
|
110,858
|
|
||
Loan to related party
|
|
167,975
|
|
|
167,975
|
|
||
Deferred commission and other acquisition expenses
(includes $216,508 and $187,387 from related parties in 2013 and 2012, respectively)
|
|
304,908
|
|
|
270,669
|
|
||
Goodwill and intangible assets, net
|
|
90,613
|
|
|
94,393
|
|
||
Other assets
|
|
56,926
|
|
|
76,454
|
|
||
Total assets
|
|
$
|
4,713,379
|
|
|
$
|
4,138,163
|
|
LIABILITIES
|
|
|
|
|
||||
Reserve for loss and loss adjustment expenses
(includes $885,381 and $610,810 from related parties in 2013 and 2012, respectively)
|
|
$
|
1,957,835
|
|
|
$
|
1,740,281
|
|
Unearned premiums (
includes $711,950 and $612,903 from related parties in 2013 and 2012, respectively)
|
|
1,034,754
|
|
|
936,497
|
|
||
Accrued expenses and other liabilities
|
|
110,114
|
|
|
111,957
|
|
||
Senior notes
|
|
360,000
|
|
|
207,500
|
|
||
Junior subordinated debt
|
|
126,381
|
|
|
126,317
|
|
||
Total liabilities
|
|
3,589,084
|
|
|
3,122,552
|
|
||
Commitments and Contingencies
|
|
|
|
|
|
|
||
EQUITY
|
|
|
|
|
||||
Preference shares
|
|
315,000
|
|
|
150,000
|
|
||
Common shares
($0.01 par value; 73,595,897 and 73,306,283 shares issued in 2013 and 2012, respectively; 72,633,561 and 72,343,947 shares outstanding in 2013 and 2012, respectively)
|
|
736
|
|
|
733
|
|
||
Additional paid-in capital
|
|
574,522
|
|
|
575,869
|
|
||
Accumulated other comprehensive income
|
|
25,784
|
|
|
141,130
|
|
||
Retained earnings
|
|
211,602
|
|
|
151,308
|
|
||
Treasury shares, at cost
(2013 and 2012: 962,336 shares)
|
|
(3,801
|
)
|
|
(3,801
|
)
|
||
Total Maiden shareholders’ equity
|
|
1,123,843
|
|
|
1,015,239
|
|
||
Noncontrolling interests in subsidiaries
|
|
452
|
|
|
372
|
|
||
Total equity
|
|
1,124,295
|
|
|
1,015,611
|
|
||
Total liabilities and equity
|
|
$
|
4,713,379
|
|
|
$
|
4,138,163
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Revenues
|
|
|
|
|
|
|
||||||
Gross premiums written
|
|
$
|
2,204,159
|
|
|
$
|
2,000,992
|
|
|
$
|
1,812,597
|
|
Net premiums written
|
|
$
|
2,096,301
|
|
|
$
|
1,901,285
|
|
|
$
|
1,723,521
|
|
Change in unearned premiums
|
|
(95,414
|
)
|
|
(97,505
|
)
|
|
(171,093
|
)
|
|||
Net premiums earned
|
|
2,000,887
|
|
|
1,803,780
|
|
|
1,552,428
|
|
|||
Other insurance revenue
|
|
14,232
|
|
|
12,890
|
|
|
12,640
|
|
|||
Net investment income
|
|
91,352
|
|
|
81,188
|
|
|
74,891
|
|
|||
Net realized and unrealized gains on investment
|
|
3,585
|
|
|
1,907
|
|
|
481
|
|
|||
Total revenues
|
|
2,110,056
|
|
|
1,899,765
|
|
|
1,640,440
|
|
|||
Expenses
|
|
|
|
|
|
|
||||||
Net loss and loss adjustment expenses
|
|
1,349,630
|
|
|
1,262,348
|
|
|
1,043,054
|
|
|||
Commission and other acquisition expenses
|
|
556,578
|
|
|
492,031
|
|
|
438,812
|
|
|||
General and administrative expenses
|
|
58,661
|
|
|
53,804
|
|
|
53,892
|
|
|||
Interest and amortization expenses
|
|
39,497
|
|
|
36,384
|
|
|
34,155
|
|
|||
Accelerated amortization of junior subordinated debt discount and issuance cost
|
|
—
|
|
|
—
|
|
|
20,313
|
|
|||
Junior subordinated debt repurchase expense
|
|
—
|
|
|
—
|
|
|
15,050
|
|
|||
Amortization of intangible assets
|
|
3,780
|
|
|
4,362
|
|
|
5,033
|
|
|||
Foreign exchange and other gains
|
|
(2,809
|
)
|
|
(1,638
|
)
|
|
(323
|
)
|
|||
Total expenses
|
|
2,005,337
|
|
|
1,847,291
|
|
|
1,609,986
|
|
|||
Income before income taxes
|
|
104,719
|
|
|
52,474
|
|
|
30,454
|
|
|||
Income taxes
|
|
|
|
|
|
|
||||||
Current tax expense
|
|
873
|
|
|
1,020
|
|
|
632
|
|
|||
Deferred tax expense
|
|
990
|
|
|
1,193
|
|
|
1,295
|
|
|||
Income tax expense
|
|
1,863
|
|
|
2,213
|
|
|
1,927
|
|
|||
Net income
|
|
102,856
|
|
|
50,261
|
|
|
28,527
|
|
|||
Less: income attributable to noncontrolling interests
|
|
(121
|
)
|
|
(107
|
)
|
|
(3
|
)
|
|||
Net income attributable to Maiden shareholders
|
|
102,735
|
|
|
50,154
|
|
|
28,524
|
|
|||
Dividends on preference shares
|
|
(14,834
|
)
|
|
(3,644
|
)
|
|
—
|
|
|||
Net income attributable to Maiden common shareholders
|
|
$
|
87,901
|
|
|
$
|
46,510
|
|
|
$
|
28,524
|
|
Basic earnings per share attributable to Maiden common shareholders
|
|
$
|
1.21
|
|
|
$
|
0.64
|
|
|
$
|
0.40
|
|
Diluted earnings per share attributable to Maiden common shareholders
|
|
$
|
1.18
|
|
|
$
|
0.64
|
|
|
$
|
0.39
|
|
Dividends declared per common share
|
|
$
|
0.38
|
|
|
$
|
0.33
|
|
|
$
|
0.30
|
|
Weighted average number of common shares - basic
|
|
72,510,361
|
|
|
72,263,022
|
|
|
72,155,503
|
|
|||
Adjusted weighted average number of common shares and assumed conversions - diluted
|
|
76,417,839
|
|
|
73,105,531
|
|
|
72,903,688
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Comprehensive income
|
|
|
|
|
|
|
||||||
Net income
|
|
$
|
102,856
|
|
|
$
|
50,261
|
|
|
$
|
28,527
|
|
Other comprehensive (loss) income
|
|
|
|
|
|
|
||||||
Unrealized holdings net (loss) gain arising during the period (net of tax of $(17), $81 and $54 for the years ended December 31, 2013, 2012 and 2011, respectively)
|
|
(101,984
|
)
|
|
82,915
|
|
|
12,189
|
|
|||
Adjustment for reclassification of net realized gains recognized in net income
|
|
(6,953
|
)
|
|
(2,987
|
)
|
|
(3,206
|
)
|
|||
Foreign currency translation adjustment
|
|
(6,388
|
)
|
|
(2,852
|
)
|
|
733
|
|
|||
Other comprehensive (loss) income
|
|
(115,325
|
)
|
|
77,076
|
|
|
9,716
|
|
|||
Comprehensive (loss) income
|
|
(12,469
|
)
|
|
127,337
|
|
|
38,243
|
|
|||
Net income attributable to noncontrolling interests
|
|
(121
|
)
|
|
(107
|
)
|
|
(3
|
)
|
|||
Other comprehensive (income) loss attributable to noncontrolling interests
|
|
(21
|
)
|
|
(5
|
)
|
|
9
|
|
|||
Comprehensive (income) loss attributable to noncontrolling interests
|
|
(142
|
)
|
|
(112
|
)
|
|
6
|
|
|||
Comprehensive (loss) income attributable to Maiden shareholders
|
|
$
|
(12,611
|
)
|
|
$
|
127,225
|
|
|
$
|
38,249
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Preference shares - Series A and B
|
|
|
|
|
|
|
||||||
Beginning balance
|
|
$
|
150,000
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Issuance of preference shares - Series A
|
|
—
|
|
|
150,000
|
|
|
—
|
|
|||
Issuance of preference shares - Series B
|
|
165,000
|
|
|
—
|
|
|
—
|
|
|||
Ending balance
|
|
315,000
|
|
|
150,000
|
|
|
—
|
|
|||
Common shares
|
|
|
|
|
|
|
||||||
Beginning balance
|
|
733
|
|
|
732
|
|
|
731
|
|
|||
Exercise of options and issuance of shares
|
|
3
|
|
|
1
|
|
|
1
|
|
|||
Ending balance
|
|
736
|
|
|
733
|
|
|
732
|
|
|||
Additional paid-in capital
|
|
|
|
|
|
|
||||||
Beginning balance
|
|
575,869
|
|
|
579,004
|
|
|
577,135
|
|
|||
Exercise of options and issuance of common shares
|
|
1,773
|
|
|
477
|
|
|
421
|
|
|||
Issuance costs of preference shares
|
|
(5,325
|
)
|
|
(4,959
|
)
|
|
—
|
|
|||
Partial disposal of interest in subsidiary
|
|
—
|
|
|
—
|
|
|
141
|
|
|||
Share based compensation expense
|
|
2,205
|
|
|
1,347
|
|
|
1,307
|
|
|||
Ending balance
|
|
574,522
|
|
|
575,869
|
|
|
579,004
|
|
|||
Accumulated other comprehensive income
|
|
|
|
|
|
|
||||||
Beginning balance
|
|
141,130
|
|
|
64,059
|
|
|
54,334
|
|
|||
Change in net unrealized gains on investment
|
|
(108,937
|
)
|
|
79,928
|
|
|
8,983
|
|
|||
Foreign currency translation adjustment
|
|
(6,409
|
)
|
|
(2,857
|
)
|
|
742
|
|
|||
Ending balance
|
|
25,784
|
|
|
141,130
|
|
|
64,059
|
|
|||
Retained earnings
|
|
|
|
|
|
|
||||||
Beginning balance
|
|
151,308
|
|
|
128,648
|
|
|
121,775
|
|
|||
Net income attributable to Maiden shareholders
|
|
102,735
|
|
|
50,154
|
|
|
28,524
|
|
|||
Dividends on preference shares
|
|
(14,834
|
)
|
|
(3,644
|
)
|
|
—
|
|
|||
Dividends on common shares
|
|
(27,607
|
)
|
|
(23,850
|
)
|
|
(21,651
|
)
|
|||
Ending balance
|
|
211,602
|
|
|
151,308
|
|
|
128,648
|
|
|||
Treasury shares
|
|
|
|
|
|
|
||||||
Beginning balance
|
|
(3,801
|
)
|
|
(3,801
|
)
|
|
(3,801
|
)
|
|||
Ending balance
|
|
(3,801
|
)
|
|
(3,801
|
)
|
|
(3,801
|
)
|
|||
Noncontrolling interests in subsidiaries
|
|
|
|
|
|
|
||||||
Beginning balance
|
|
372
|
|
|
338
|
|
|
275
|
|
|||
Partial disposal of interest in subsidiary
|
|
—
|
|
|
—
|
|
|
69
|
|
|||
Dividend paid to noncontrolling interest
|
|
(62
|
)
|
|
(78
|
)
|
|
—
|
|
|||
Net income attributable to noncontrolling interests
|
|
121
|
|
|
107
|
|
|
3
|
|
|||
Foreign currency translation adjustment
|
|
21
|
|
|
5
|
|
|
(9
|
)
|
|||
Ending balance
|
|
452
|
|
|
372
|
|
|
338
|
|
|||
Total equity
|
|
$
|
1,124,295
|
|
|
$
|
1,015,611
|
|
|
$
|
768,980
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Cash flows from operating activities
|
|
|
|
|
|
|
||||||
Net income
|
|
$
|
102,856
|
|
|
$
|
50,261
|
|
|
$
|
28,527
|
|
Adjustments to reconcile net income to net cash provided by operating activities
|
|
|
|
|
|
|
||||||
Depreciation and amortization of intangibles
|
|
5,151
|
|
|
6,258
|
|
|
8,599
|
|
|||
Net realized and unrealized gains on investment
|
|
(3,585
|
)
|
|
(1,907
|
)
|
|
(481
|
)
|
|||
Foreign exchange and other gains
|
|
(2,809
|
)
|
|
(1,638
|
)
|
|
(323
|
)
|
|||
Amortization of share based compensation expense, bond premium and discount and subordinated debt discount, net
|
|
13,925
|
|
|
10,949
|
|
|
22,236
|
|
|||
Changes in assets and liabilities:
|
|
|
|
|
|
|
||||||
Reinsurance balances receivable, net
|
|
(31,051
|
)
|
|
(98,987
|
)
|
|
(168,338
|
)
|
|||
Prepaid reinsurance premiums
|
|
(461
|
)
|
|
(3,344
|
)
|
|
(6,389
|
)
|
|||
Reinsurance recoverable on unpaid losses
|
|
26,821
|
|
|
(90,567
|
)
|
|
(13,632
|
)
|
|||
Accrued investment income
|
|
(4,141
|
)
|
|
(7,719
|
)
|
|
836
|
|
|||
Deferred commission and other acquisition expenses
|
|
(34,118
|
)
|
|
(22,073
|
)
|
|
(45,037
|
)
|
|||
Other assets
|
|
330
|
|
|
(12,360
|
)
|
|
1,652
|
|
|||
Reserve for loss and loss adjustment expenses
|
|
206,783
|
|
|
337,348
|
|
|
176,869
|
|
|||
Unearned premiums
|
|
96,040
|
|
|
103,796
|
|
|
178,436
|
|
|||
Accrued expenses and other liabilities
|
|
(9,494
|
)
|
|
49,072
|
|
|
(1,685
|
)
|
|||
Net cash provided by operating activities
|
|
366,247
|
|
|
319,089
|
|
|
181,270
|
|
|||
Cash flows from investing activities
|
|
|
|
|
|
|
||||||
Purchases of fixed-maturities – available-for-sale
|
|
(1,442,116
|
)
|
|
(1,193,768
|
)
|
|
(636,141
|
)
|
|||
Purchases of fixed-maturities – trading and short sales
|
|
—
|
|
|
(102,073
|
)
|
|
(663,339
|
)
|
|||
Purchases of other investments
|
|
(2,135
|
)
|
|
(940
|
)
|
|
(1,173
|
)
|
|||
Proceeds from sales of fixed-maturities – available-for-sale
|
|
355,863
|
|
|
142,694
|
|
|
304,499
|
|
|||
Proceeds from sales of fixed-maturities – trading and short sales
|
|
—
|
|
|
49,883
|
|
|
720,100
|
|
|||
Proceeds from maturities and calls of fixed maturities
|
|
448,881
|
|
|
484,091
|
|
|
310,526
|
|
|||
Proceeds from redemption of other investments
|
|
400
|
|
|
340
|
|
|
4,896
|
|
|||
Decrease (increase) in restricted cash and cash equivalents
|
|
54,967
|
|
|
(17,432
|
)
|
|
(25,139
|
)
|
|||
Acquisition of subsidiaries (net of cash acquired)
|
|
—
|
|
|
—
|
|
|
635
|
|
|||
Other
|
|
146
|
|
|
(341
|
)
|
|
(1,538
|
)
|
|||
Net cash (used in) provided by investing activities
|
|
(583,994
|
)
|
|
(637,546
|
)
|
|
13,326
|
|
|||
Cash flows from financing activities
|
|
|
|
|
|
|
||||||
Repurchase agreements, net
|
|
—
|
|
|
—
|
|
|
(76,225
|
)
|
|||
Senior notes issuance, net of issuance costs
|
|
147,446
|
|
|
96,594
|
|
|
104,689
|
|
|||
Repayment of junior subordinated debt
|
|
—
|
|
|
—
|
|
|
(107,500
|
)
|
|||
Preference shares issuance, net of issuance costs
|
|
159,675
|
|
|
145,041
|
|
|
—
|
|
|||
Common share issuance
|
|
1,776
|
|
|
478
|
|
|
422
|
|
|||
Dividends paid - Maiden common shareholders
|
|
(19,607
|
)
|
|
(29,630
|
)
|
|
(20,921
|
)
|
|||
Dividends paid - preference shares
|
|
(14,834
|
)
|
|
(3,644
|
)
|
|
—
|
|
|||
Net cash provided by (used in) financing activities
|
|
274,456
|
|
|
208,839
|
|
|
(99,535
|
)
|
|||
Effect of exchange rate changes on foreign currency cash
|
|
1,581
|
|
|
3,079
|
|
|
(3,130
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
|
58,290
|
|
|
(106,539
|
)
|
|
91,931
|
|
|||
Cash and cash equivalents, beginning of period
|
|
81,543
|
|
|
188,082
|
|
|
96,151
|
|
|||
Cash and cash equivalents, end of period
|
|
$
|
139,833
|
|
|
$
|
81,543
|
|
|
$
|
188,082
|
|
Supplemental information on cash flows
|
|
|
|
|
|
|
||||||
Interest paid
|
|
$
|
38,219
|
|
|
$
|
36,219
|
|
|
$
|
36,850
|
|
Taxes paid
|
|
634
|
|
|
55
|
|
|
429
|
|
•
|
reserve for loss and loss adjustment expenses;
|
•
|
recoverability of deferred commission and other acquisition expenses;
|
•
|
determination of impairment of goodwill and other intangible assets;
|
•
|
valuation of financial instruments; and
|
•
|
determination of other-than-temporary impairment of investments.
|
•
|
Historic and implied volatility of the security;
|
•
|
Length of time and extent to which the fair value has been less than amortized cost;
|
•
|
Adverse conditions specifically related to the security or to specific conditions in an industry or geographic area;
|
•
|
Failure, if any, of the issuer of the security to make scheduled payments; and
|
•
|
Recoveries or additional declines in fair value subsequent to the balance sheet date.
|
•
|
Level 1
— Valuations based on unadjusted quoted market prices for identical assets or liabilities that we have the ability to access. Valuation adjustments and block discounts are not applied to Level 1 instruments. Since valuations are based on quoted prices that are readily and regularly available in an active market, valuation of these products does not entail a significant degree of judgment. Examples of assets and liabilities utilizing Level 1 inputs include: exchange-traded equity securities, U.S. Treasury securities, and listed derivatives that are actively traded;
|
•
|
Level 2
— Valuations based on quoted prices for similar assets or liabilities in active markets, quoted prices for identical assets or liabilities in inactive markets, or valuations based on models where the significant inputs are observable (e.g. interest rates, yield curves, prepayment speeds, default rates, loss severities, etc.) or can be corroborated by observable market data. Examples of assets and liabilities utilizing Level 2 inputs include: listed derivatives that are not actively traded; U.S. government-sponsored agency securities; non-U.S. government obligations; corporate and municipal bonds; mortgage-backed securities (“MBS”) and asset-backed securities (“ABS”); short-duration high yield fund, and over-the-counter (“OTC”) derivatives (e.g. foreign currency options and forward contracts); and;
|
•
|
Level 3
— Valuations based on models where significant inputs are not observable. The unobservable inputs reflect our own assumptions about assumptions that market participants would use. Examples of assets and liabilities utilizing Level 3 inputs include: insurance and reinsurance derivative contracts; hedge and credit funds with partial transparency; and collateralized loan obligation (“CLO”) — equity tranche securities that are traded in less liquid markets.
|
Furniture and fixtures
|
3 – 7 years
|
Computer equipment and software
|
3 years
|
Vehicles
|
3 years
|
Leasehold improvements
|
Lease term
|
•
|
To the extent a NOL carry-forward, a similar tax loss, or a tax credit carry-forward is not available at the reporting date under the tax law of the applicable jurisdiction to settle any additional income taxes that would result from the disallowance of a tax position; and
|
•
|
The entity does not intend to use the deferred tax asset for this purpose.
|
For the Year Ended December 31, 2013
|
|
Diversified Reinsurance
|
|
AmTrust Quota Share Reinsurance
|
|
NGHC Quota Share
|
|
Total
|
||||||||
Net premiums written
|
|
$
|
761,773
|
|
|
$
|
1,169,961
|
|
|
$
|
164,567
|
|
|
$
|
2,096,301
|
|
Net premiums earned
|
|
$
|
762,063
|
|
|
$
|
988,900
|
|
|
$
|
249,924
|
|
|
$
|
2,000,887
|
|
Other insurance revenue
|
|
14,232
|
|
|
—
|
|
|
—
|
|
|
14,232
|
|
||||
Net loss and loss adjustment expenses
|
|
(528,541
|
)
|
|
(652,561
|
)
|
|
(168,528
|
)
|
|
(1,349,630
|
)
|
||||
Commission and other acquisition expenses
|
|
(186,788
|
)
|
|
(291,559
|
)
|
|
(78,231
|
)
|
|
(556,578
|
)
|
||||
General and administrative expenses
|
|
(42,331
|
)
|
|
(1,992
|
)
|
|
(707
|
)
|
|
(45,030
|
)
|
||||
Underwriting income
|
|
$
|
18,635
|
|
|
$
|
42,788
|
|
|
$
|
2,458
|
|
|
63,881
|
|
|
Reconciliation to net income attributable to Maiden common shareholders
|
|
|
|
|
|
|
|
|
||||||||
Net investment income and realized gains on investment
|
|
|
|
|
|
|
|
94,937
|
|
|||||||
Amortization of intangible assets
|
|
|
|
|
|
|
|
(3,780
|
)
|
|||||||
Foreign exchange and other gains
|
|
|
|
|
|
|
|
2,809
|
|
|||||||
Interest and amortization expenses
|
|
|
|
|
|
|
|
(39,497
|
)
|
|||||||
Other general and administrative expenses
|
|
|
|
|
|
|
|
(13,631
|
)
|
|||||||
Income tax expense
|
|
|
|
|
|
|
|
(1,863
|
)
|
|||||||
Income attributable to noncontrolling interests
|
|
|
|
|
|
|
|
(121
|
)
|
|||||||
Dividends on preference shares
|
|
|
|
|
|
|
|
(14,834
|
)
|
|||||||
Net income attributable to Maiden common shareholders
|
|
|
|
|
|
|
|
$
|
87,901
|
|
||||||
|
|
|
|
|
|
|
|
|
||||||||
Net loss and loss adjustment expense ratio*
|
|
68.1
|
%
|
|
66.0
|
%
|
|
67.4
|
%
|
|
67.0
|
%
|
||||
Commission and other acquisition expense ratio**
|
|
24.1
|
%
|
|
29.5
|
%
|
|
31.3
|
%
|
|
27.6
|
%
|
||||
General and administrative expense ratio***
|
|
5.4
|
%
|
|
0.2
|
%
|
|
0.3
|
%
|
|
2.9
|
%
|
||||
Combined ratio****
|
|
97.6
|
%
|
|
95.7
|
%
|
|
99.0
|
%
|
|
97.5
|
%
|
For the Year Ended December 31, 2012
|
|
Diversified Reinsurance
|
|
AmTrust Quota Share Reinsurance
|
|
NGHC Quota Share
|
|
Total
|
||||||||
Net premiums written
|
|
$
|
765,293
|
|
|
$
|
840,346
|
|
|
$
|
295,646
|
|
|
$
|
1,901,285
|
|
Net premiums earned
|
|
$
|
795,341
|
|
|
$
|
727,781
|
|
|
$
|
280,658
|
|
|
$
|
1,803,780
|
|
Other insurance revenue
|
|
12,890
|
|
|
—
|
|
|
—
|
|
|
12,890
|
|
||||
Net loss and loss adjustment expenses
|
|
(583,970
|
)
|
|
(494,633
|
)
|
|
(183,745
|
)
|
|
(1,262,348
|
)
|
||||
Commission and other acquisition expenses
|
|
(203,209
|
)
|
|
(200,546
|
)
|
|
(88,276
|
)
|
|
(492,031
|
)
|
||||
General and administrative expenses
|
|
(40,951
|
)
|
|
(1,949
|
)
|
|
(737
|
)
|
|
(43,637
|
)
|
||||
Underwriting (loss) income
|
|
$
|
(19,899
|
)
|
|
$
|
30,653
|
|
|
$
|
7,900
|
|
|
18,654
|
|
|
Reconciliation to net income attributable to Maiden common shareholders
|
|
|
|
|
|
|
|
|
||||||||
Net investment income and realized gains on investment
|
|
|
|
|
|
|
|
83,095
|
|
|||||||
Amortization of intangible assets
|
|
|
|
|
|
|
|
(4,362
|
)
|
|||||||
Foreign exchange gains
|
|
|
|
|
|
|
|
1,638
|
|
|||||||
Interest and amortization expenses
|
|
|
|
|
|
|
|
(36,384
|
)
|
|||||||
Other general and administrative expenses
|
|
|
|
|
|
|
|
(10,167
|
)
|
|||||||
Income tax expense
|
|
|
|
|
|
|
|
(2,213
|
)
|
|||||||
Income attributable to noncontrolling interests
|
|
|
|
|
|
|
|
(107
|
)
|
|||||||
Dividends on preference shares
|
|
|
|
|
|
|
|
(3,644
|
)
|
|||||||
Net income attributable to Maiden common shareholders
|
|
|
|
|
|
|
|
$
|
46,510
|
|
||||||
|
|
|
|
|
|
|
|
|
||||||||
Net loss and loss adjustment expense ratio*
|
|
72.3
|
%
|
|
68.0
|
%
|
|
65.5
|
%
|
|
69.5
|
%
|
||||
Commission and other acquisition expense ratio**
|
|
25.1
|
%
|
|
27.6
|
%
|
|
31.5
|
%
|
|
27.1
|
%
|
||||
General and administrative expense ratio***
|
|
5.1
|
%
|
|
0.2
|
%
|
|
0.2
|
%
|
|
2.9
|
%
|
||||
Combined ratio****
|
|
102.5
|
%
|
|
95.8
|
%
|
|
97.2
|
%
|
|
99.5
|
%
|
For the Year Ended December 31, 2011
|
|
Diversified Reinsurance
|
|
AmTrust Quota Share Reinsurance
|
|
NGHC Quota Share
|
|
Total
|
||||||||
Net premiums written
|
|
$
|
798,037
|
|
|
$
|
669,283
|
|
|
$
|
256,201
|
|
|
$
|
1,723,521
|
|
Net premiums earned
|
|
$
|
748,387
|
|
|
$
|
558,197
|
|
|
$
|
245,844
|
|
|
$
|
1,552,428
|
|
Other insurance revenue
|
|
12,640
|
|
|
—
|
|
|
—
|
|
|
12,640
|
|
||||
Net loss and loss adjustment expenses
|
|
(502,375
|
)
|
|
(380,263
|
)
|
|
(160,416
|
)
|
|
(1,043,054
|
)
|
||||
Commission and other acquisition expenses
|
|
(200,239
|
)
|
|
(160,522
|
)
|
|
(78,051
|
)
|
|
(438,812
|
)
|
||||
General and administrative expenses
|
|
(36,374
|
)
|
|
(2,283
|
)
|
|
(1,635
|
)
|
|
(40,292
|
)
|
||||
Underwriting income
|
|
$
|
22,039
|
|
|
$
|
15,129
|
|
|
$
|
5,742
|
|
|
42,910
|
|
|
Reconciliation to net income attributable to Maiden common shareholders
|
|
|
|
|
|
|
|
|
||||||||
Net investment income and realized and unrealized gains on investment
|
|
|
|
|
|
|
|
75,372
|
|
|||||||
Amortization of intangible assets
|
|
|
|
|
|
|
|
(5,033
|
)
|
|||||||
Foreign exchange gains
|
|
|
|
|
|
|
|
323
|
|
|||||||
Interest and amortization expenses
|
|
|
|
|
|
|
|
(34,155
|
)
|
|||||||
Accelerated amortization of junior subordinated debt discount and issuance cost
|
|
|
|
|
|
|
|
(20,313
|
)
|
|||||||
Junior subordinated debt repurchase expense
|
|
|
|
|
|
|
|
(15,050
|
)
|
|||||||
Other general and administrative expenses
|
|
|
|
|
|
|
|
(13,600
|
)
|
|||||||
Income tax expense
|
|
|
|
|
|
|
|
(1,927
|
)
|
|||||||
Income attributable to noncontrolling interests
|
|
|
|
|
|
|
|
(3
|
)
|
|||||||
Net income attributable to Maiden common shareholders
|
|
|
|
|
|
|
|
$
|
28,524
|
|
||||||
|
|
|
|
|
|
|
|
|
||||||||
Net loss and loss adjustment expense ratio*
|
|
66.0
|
%
|
|
68.1
|
%
|
|
65.3
|
%
|
|
66.6
|
%
|
||||
Commission and other acquisition expense ratio**
|
|
26.3
|
%
|
|
28.8
|
%
|
|
31.7
|
%
|
|
28.0
|
%
|
||||
General and administrative expense ratio***
|
|
4.8
|
%
|
|
0.4
|
%
|
|
0.7
|
%
|
|
3.5
|
%
|
||||
Combined ratio****
|
|
97.1
|
%
|
|
97.3
|
%
|
|
97.7
|
%
|
|
98.1
|
%
|
*
|
Calculated by dividing net loss and loss adjustment expenses by the sum of net premiums earned and other insurance revenue.
|
**
|
Calculated by dividing commission and other acquisition expenses by the sum of net premiums earned and other insurance revenue.
|
***
|
Calculated by dividing general and administrative expenses by the sum of net premiums earned and other insurance revenue.
|
****
|
Calculated by adding together net loss and loss adjustment expense ratio, commission and other acquisition expense ratio and general and administrative expense ratio.
|
December 31, 2013
|
|
Diversified
Reinsurance |
|
AmTrust
Quota Share Reinsurance |
|
NGHC Quota Share
|
|
Total
|
||||||||
Reinsurance balances receivable, net
|
|
$
|
260,882
|
|
|
$
|
278,573
|
|
|
$
|
20,690
|
|
|
$
|
560,145
|
|
Prepaid reinsurance premiums
|
|
39,186
|
|
|
—
|
|
|
—
|
|
|
39,186
|
|
||||
Reinsurance recoverable on unpaid losses
|
|
84,036
|
|
|
—
|
|
|
—
|
|
|
84,036
|
|
||||
Deferred commission and other acquisition expenses
|
|
88,482
|
|
|
209,439
|
|
|
6,987
|
|
|
304,908
|
|
||||
Loan to related party
|
|
—
|
|
|
167,975
|
|
|
—
|
|
|
167,975
|
|
||||
Goodwill and intangible assets, net
|
|
90,613
|
|
|
—
|
|
|
—
|
|
|
90,613
|
|
||||
Restricted cash and cash equivalents and investments
|
|
1,029,537
|
|
|
1,098,409
|
|
|
103,752
|
|
|
2,231,698
|
|
||||
Other assets
|
|
32,358
|
|
|
—
|
|
|
—
|
|
|
32,358
|
|
||||
Total assets - operating segments
|
|
1,625,094
|
|
|
1,754,396
|
|
|
131,429
|
|
|
3,510,919
|
|
||||
Corporate assets
|
|
—
|
|
|
—
|
|
|
—
|
|
|
1,202,460
|
|
||||
Total Assets
|
|
$
|
1,625,094
|
|
|
$
|
1,754,396
|
|
|
$
|
131,429
|
|
|
$
|
4,713,379
|
|
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2012
|
|
Diversified
Reinsurance |
|
AmTrust
Quota Share Reinsurance |
|
NGHC Quota Share
|
|
Total
|
||||||||
Reinsurance balances receivable, net
|
|
$
|
260,161
|
|
|
$
|
170,983
|
|
|
$
|
91,470
|
|
|
$
|
522,614
|
|
Prepaid reinsurance premiums
|
|
38,725
|
|
|
—
|
|
|
—
|
|
|
38,725
|
|
||||
Reinsurance recoverable on unpaid losses
|
|
110,858
|
|
|
—
|
|
|
—
|
|
|
110,858
|
|
||||
Deferred commission and other acquisition expenses
|
|
83,287
|
|
|
153,530
|
|
|
33,852
|
|
|
270,669
|
|
||||
Loan to related party
|
|
—
|
|
|
167,975
|
|
|
—
|
|
|
167,975
|
|
||||
Goodwill and intangible assets, net
|
|
94,393
|
|
|
—
|
|
|
—
|
|
|
94,393
|
|
||||
Restricted cash and cash equivalents and investments
|
|
1,052,524
|
|
|
857,013
|
|
|
90,851
|
|
|
2,000,388
|
|
||||
Other assets
|
|
48,576
|
|
|
—
|
|
|
—
|
|
|
48,576
|
|
||||
Total assets - operating segments
|
|
1,688,524
|
|
|
1,349,501
|
|
|
216,173
|
|
|
3,254,198
|
|
||||
Corporate assets
|
|
—
|
|
|
—
|
|
|
—
|
|
|
883,965
|
|
||||
Total Assets
|
|
$
|
1,688,524
|
|
|
$
|
1,349,501
|
|
|
$
|
216,173
|
|
|
$
|
4,138,163
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Gross premiums written – North America
|
|
$
|
1,742,333
|
|
|
$
|
1,575,452
|
|
|
$
|
1,400,114
|
|
Gross premiums written – Other (predominantly Europe)
|
|
461,826
|
|
|
425,540
|
|
|
412,483
|
|
|||
Net premiums written – North America
|
|
1,638,844
|
|
|
1,481,076
|
|
|
1,317,265
|
|
|||
Net premiums written – Other (predominantly Europe)
|
|
457,457
|
|
|
420,209
|
|
|
406,256
|
|
|||
Net premiums earned – North America
|
|
1,602,128
|
|
|
1,413,596
|
|
|
1,194,628
|
|
|||
Net premiums earned – Other (predominantly Europe)
|
|
398,759
|
|
|
390,184
|
|
|
357,800
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|||||||||
Net premiums written
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Diversified Reinsurance
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Property
|
|
$
|
143,691
|
|
|
6.8
|
%
|
|
$
|
190,125
|
|
|
10.0
|
%
|
|
$
|
207,993
|
|
|
12.1
|
%
|
Casualty
|
|
473,732
|
|
|
22.6
|
%
|
|
433,307
|
|
|
22.8
|
%
|
|
441,666
|
|
|
25.6
|
%
|
|||
Accident and Health
|
|
35,340
|
|
|
1.7
|
%
|
|
37,244
|
|
|
2.0
|
%
|
|
42,604
|
|
|
2.5
|
%
|
|||
International
|
|
109,010
|
|
|
5.2
|
%
|
|
104,617
|
|
|
5.5
|
%
|
|
105,774
|
|
|
6.1
|
%
|
|||
Total Diversified Reinsurance
|
|
761,773
|
|
|
36.3
|
%
|
|
765,293
|
|
|
40.3
|
%
|
|
798,037
|
|
|
46.3
|
%
|
|||
AmTrust Quota Share Reinsurance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Small Commercial Business
|
|
572,006
|
|
|
27.3
|
%
|
|
364,123
|
|
|
19.2
|
%
|
|
237,560
|
|
|
13.8
|
%
|
|||
Specialty Program
|
|
157,578
|
|
|
7.5
|
%
|
|
95,902
|
|
|
5.0
|
%
|
|
93,701
|
|
|
5.4
|
%
|
|||
Specialty Risk and Extended Warranty
|
|
440,377
|
|
|
21.0
|
%
|
|
380,321
|
|
|
20.0
|
%
|
|
338,022
|
|
|
19.6
|
%
|
|||
Total AmTrust Quota Share Reinsurance
|
|
1,169,961
|
|
|
55.8
|
%
|
|
840,346
|
|
|
44.2
|
%
|
|
669,283
|
|
|
38.8
|
%
|
|||
NGHC Quota Share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Automobile Liability
|
|
93,861
|
|
|
4.5
|
%
|
|
159,861
|
|
|
8.4
|
%
|
|
147,362
|
|
|
8.6
|
%
|
|||
Automobile Physical Damage
|
|
70,706
|
|
|
3.4
|
%
|
|
135,785
|
|
|
7.1
|
%
|
|
108,839
|
|
|
6.3
|
%
|
|||
Total NGHC Quota Share
|
|
164,567
|
|
|
7.9
|
%
|
|
295,646
|
|
|
15.5
|
%
|
|
256,201
|
|
|
14.9
|
%
|
|||
|
|
$
|
2,096,301
|
|
|
100.0
|
%
|
|
$
|
1,901,285
|
|
|
100.0
|
%
|
|
$
|
1,723,521
|
|
|
100.0
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
|||||||||||||||
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|
Total
|
|
% of Total
|
|||||||||
Net premiums earned
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Diversified Reinsurance
|
|
|
|
|
|
|
|
|
|
|
|
|
|||||||||
Property
|
|
$
|
159,167
|
|
|
8.0
|
%
|
|
$
|
211,997
|
|
|
11.7
|
%
|
|
$
|
196,947
|
|
|
12.7
|
%
|
Casualty
|
|
472,095
|
|
|
23.6
|
%
|
|
444,775
|
|
|
24.7
|
%
|
|
395,533
|
|
|
25.5
|
%
|
|||
Accident and Health
|
|
36,165
|
|
|
1.8
|
%
|
|
41,968
|
|
|
2.3
|
%
|
|
43,210
|
|
|
2.8
|
%
|
|||
International
|
|
94,636
|
|
|
4.7
|
%
|
|
96,601
|
|
|
5.4
|
%
|
|
112,697
|
|
|
7.3
|
%
|
|||
Total Diversified Reinsurance
|
|
762,063
|
|
|
38.1
|
%
|
|
795,341
|
|
|
44.1
|
%
|
|
748,387
|
|
|
48.3
|
%
|
|||
AmTrust Quota Share Reinsurance
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Small Commercial Business
|
|
493,774
|
|
|
24.7
|
%
|
|
313,110
|
|
|
17.3
|
%
|
|
215,941
|
|
|
13.9
|
%
|
|||
Specialty Program
|
|
140,478
|
|
|
7.0
|
%
|
|
85,812
|
|
|
4.8
|
%
|
|
81,281
|
|
|
5.2
|
%
|
|||
Specialty Risk and Extended Warranty
|
|
354,648
|
|
|
17.7
|
%
|
|
328,859
|
|
|
18.2
|
%
|
|
260,975
|
|
|
16.8
|
%
|
|||
Total AmTrust Quota Share Reinsurance
|
|
988,900
|
|
|
49.4
|
%
|
|
727,781
|
|
|
40.3
|
%
|
|
558,197
|
|
|
35.9
|
%
|
|||
NGHC Quota Share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|||
Automobile Liability
|
|
145,058
|
|
|
7.3
|
%
|
|
155,266
|
|
|
8.6
|
%
|
|
141,173
|
|
|
9.1
|
%
|
|||
Automobile Physical Damage
|
|
104,866
|
|
|
5.2
|
%
|
|
125,392
|
|
|
7.0
|
%
|
|
104,671
|
|
|
6.7
|
%
|
|||
Total NGHC Quota Share
|
|
249,924
|
|
|
12.5
|
%
|
|
280,658
|
|
|
15.6
|
%
|
|
245,844
|
|
|
15.8
|
%
|
|||
|
|
$
|
2,000,887
|
|
|
100.0
|
%
|
|
$
|
1,803,780
|
|
|
100.0
|
%
|
|
$
|
1,552,428
|
|
|
100.0
|
%
|
December 31, 2013
|
|
Original or
amortized cost |
|
Gross
unrealized gains |
|
Gross
unrealized losses |
|
Fair value
|
||||||||
Available-for-sale fixed maturities:
|
|
|
|
|
|
|
|
|
||||||||
U.S. treasury bonds
|
|
$
|
16,622
|
|
|
$
|
587
|
|
|
$
|
—
|
|
|
$
|
17,209
|
|
U.S. agency bonds – mortgage-backed
|
|
1,292,032
|
|
|
11,727
|
|
|
(41,104
|
)
|
|
1,262,655
|
|
||||
U.S. agency bonds – other
|
|
7,207
|
|
|
901
|
|
|
—
|
|
|
8,108
|
|
||||
Non-U.S. government bonds
|
|
70,377
|
|
|
3,547
|
|
|
(712
|
)
|
|
73,212
|
|
||||
Other mortgage-backed securities
|
|
33,676
|
|
|
—
|
|
|
(232
|
)
|
|
33,444
|
|
||||
Corporate bonds
|
|
1,546,578
|
|
|
82,952
|
|
|
(22,830
|
)
|
|
1,606,700
|
|
||||
Municipal bonds - auction rate
|
|
99,170
|
|
|
—
|
|
|
—
|
|
|
99,170
|
|
||||
Municipal bonds - other
|
|
62,130
|
|
|
934
|
|
|
(1,495
|
)
|
|
61,569
|
|
||||
Total available-for-sale fixed maturities
|
|
3,127,792
|
|
|
100,648
|
|
|
(66,373
|
)
|
|
3,162,067
|
|
||||
Other investments
|
|
4,522
|
|
|
570
|
|
|
—
|
|
|
5,092
|
|
||||
Total investments
|
|
$
|
3,132,314
|
|
|
$
|
101,218
|
|
|
$
|
(66,373
|
)
|
|
$
|
3,167,159
|
|
December 31, 2012
|
|
Original or
amortized cost |
|
Gross
unrealized gains |
|
Gross
unrealized losses |
|
Fair value
|
||||||||
Available-for-sale fixed maturities:
|
|
|
|
|
|
|
|
|
||||||||
U.S. treasury bonds
|
|
$
|
42,671
|
|
|
$
|
1,260
|
|
|
$
|
—
|
|
|
$
|
43,931
|
|
U.S. agency bonds – mortgage-backed
|
|
962,649
|
|
|
30,998
|
|
|
(1,473
|
)
|
|
992,174
|
|
||||
U.S. agency bonds – other
|
|
11,682
|
|
|
1,407
|
|
|
—
|
|
|
13,089
|
|
||||
Non-U.S. government bonds
|
|
55,169
|
|
|
2,264
|
|
|
—
|
|
|
57,433
|
|
||||
Other mortgage-backed securities
|
|
23,167
|
|
|
901
|
|
|
—
|
|
|
24,068
|
|
||||
Corporate bonds
|
|
1,247,260
|
|
|
113,386
|
|
|
(6,492
|
)
|
|
1,354,154
|
|
||||
Municipal bonds - auction rate
|
|
120,005
|
|
|
—
|
|
|
—
|
|
|
120,005
|
|
||||
Municipal bonds - other
|
|
12,599
|
|
|
1,244
|
|
|
—
|
|
|
13,843
|
|
||||
Total available-for-sale fixed maturities
|
|
2,475,202
|
|
|
151,460
|
|
|
(7,965
|
)
|
|
2,618,697
|
|
||||
Other investments
|
|
2,599
|
|
|
353
|
|
|
(51
|
)
|
|
2,901
|
|
||||
Total investments
|
|
$
|
2,477,801
|
|
|
$
|
151,813
|
|
|
$
|
(8,016
|
)
|
|
$
|
2,621,598
|
|
December 31, 2013
|
|
Amortized cost
|
|
Fair value
|
|
% of Total fair value
|
|||||
Maturity
|
|
|
|
|
|
|
|||||
Due in one year or less
|
|
$
|
87,038
|
|
|
$
|
88,549
|
|
|
2.8
|
%
|
Due after one year through five years
|
|
397,600
|
|
|
427,372
|
|
|
13.5
|
%
|
||
Due after five years through ten years
|
|
1,122,117
|
|
|
1,154,412
|
|
|
36.5
|
%
|
||
Due after ten years
|
|
195,329
|
|
|
195,635
|
|
|
6.2
|
%
|
||
|
|
1,802,084
|
|
|
1,865,968
|
|
|
59.0
|
%
|
||
U.S. agency bonds - mortgage-backed
|
|
1,292,032
|
|
|
1,262,655
|
|
|
39.9
|
%
|
||
Other mortgage-backed securities
|
|
33,676
|
|
|
33,444
|
|
|
1.1
|
%
|
||
Total available-for-sale fixed maturities
|
|
$
|
3,127,792
|
|
|
$
|
3,162,067
|
|
|
100.0
|
%
|
|
|
Less than 12 Months
|
|
12 Months or More
|
|
Total
|
||||||||||||||||||
December 31, 2013
|
|
Fair
value |
|
Unrealized
losses |
|
Fair
value |
|
Unrealized
losses |
|
Fair
value |
|
Unrealized
losses |
||||||||||||
Available-for-sale fixed maturities:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. agency bonds – mortgage-backed
|
|
$
|
795,439
|
|
|
$
|
(38,421
|
)
|
|
$
|
60,602
|
|
|
$
|
(2,683
|
)
|
|
$
|
856,041
|
|
|
$
|
(41,104
|
)
|
Non–U.S. government bonds
|
|
9,946
|
|
|
(712
|
)
|
|
—
|
|
|
—
|
|
|
9,946
|
|
|
(712
|
)
|
||||||
Other mortgage-backed securities
|
|
33,444
|
|
|
(232
|
)
|
|
—
|
|
|
—
|
|
|
33,444
|
|
|
(232
|
)
|
||||||
Corporate bonds
|
|
463,469
|
|
|
(16,687
|
)
|
|
169,294
|
|
|
(6,143
|
)
|
|
632,763
|
|
|
(22,830
|
)
|
||||||
Municipal bonds - other
|
|
50,545
|
|
|
(1,495
|
)
|
|
—
|
|
|
—
|
|
|
50,545
|
|
|
(1,495
|
)
|
||||||
Total temporarily impaired available-for-sale fixed maturities
|
|
$
|
1,352,843
|
|
|
$
|
(57,547
|
)
|
|
$
|
229,896
|
|
|
$
|
(8,826
|
)
|
|
$
|
1,582,739
|
|
|
$
|
(66,373
|
)
|
|
|
Less than 12 Months
|
|
12 Months or More
|
|
Total
|
||||||||||||||||||
December 31, 2012
|
|
Fair
value |
|
Unrealized
losses |
|
Fair
value |
|
Unrealized
losses |
|
Fair
value |
|
Unrealized
losses |
||||||||||||
Available-for-sale fixed maturities:
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||||
U.S. agency bonds – mortgage-backed
|
|
$
|
158,591
|
|
|
$
|
(1,473
|
)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
158,591
|
|
|
$
|
(1,473
|
)
|
Corporate bonds
|
|
94,742
|
|
|
(1,098
|
)
|
|
141,842
|
|
|
(5,394
|
)
|
|
236,584
|
|
|
(6,492
|
)
|
||||||
|
|
253,333
|
|
|
(2,571
|
)
|
|
141,842
|
|
|
(5,394
|
)
|
|
395,175
|
|
|
(7,965
|
)
|
||||||
Other investment
|
|
—
|
|
|
—
|
|
|
2,011
|
|
|
(51
|
)
|
|
2,011
|
|
|
(51
|
)
|
||||||
Total temporarily impaired available-for-sale fixed maturities and other investment
|
|
$
|
253,333
|
|
|
$
|
(2,571
|
)
|
|
$
|
143,853
|
|
|
$
|
(5,445
|
)
|
|
$
|
397,186
|
|
|
$
|
(8,016
|
)
|
Rating* as of December 31, 2013
|
|
Amortized cost
|
|
Fair value
|
|
% of Total
fair value |
|||||
U.S. treasury bonds
|
|
$
|
16,622
|
|
|
$
|
17,209
|
|
|
0.5
|
%
|
U.S. agency bonds
|
|
1,299,239
|
|
|
1,270,763
|
|
|
40.2
|
%
|
||
AAA
|
|
210,872
|
|
|
222,417
|
|
|
7.0
|
%
|
||
AA+, AA, AA-
|
|
236,424
|
|
|
242,986
|
|
|
7.7
|
%
|
||
A+, A, A-
|
|
619,148
|
|
|
651,248
|
|
|
20.6
|
%
|
||
BBB+, BBB, BBB-
|
|
689,532
|
|
|
701,529
|
|
|
22.2
|
%
|
||
BB+ or lower
|
|
55,955
|
|
|
55,915
|
|
|
1.8
|
%
|
||
Total
|
|
$
|
3,127,792
|
|
|
$
|
3,162,067
|
|
|
100.0
|
%
|
Rating* as of December 31, 2012
|
|
Amortized cost
|
|
Fair value
|
|
% of Total
fair value |
|||||
U.S. treasury bonds
|
|
$
|
42,671
|
|
|
$
|
43,931
|
|
|
1.7
|
%
|
U.S. agency bonds
|
|
974,331
|
|
|
1,005,263
|
|
|
38.4
|
%
|
||
AAA
|
|
171,136
|
|
|
183,950
|
|
|
7.0
|
%
|
||
AA+, AA, AA-
|
|
186,495
|
|
|
196,797
|
|
|
7.5
|
%
|
||
A+, A, A-
|
|
477,236
|
|
|
515,383
|
|
|
19.7
|
%
|
||
BBB+, BBB, BBB-
|
|
587,858
|
|
|
637,089
|
|
|
24.3
|
%
|
||
BB+ or lower
|
|
35,475
|
|
|
36,284
|
|
|
1.4
|
%
|
||
Total
|
|
$
|
2,475,202
|
|
|
$
|
2,618,697
|
|
|
100.0
|
%
|
December 31,
|
|
2013
|
|
2012
|
||||||||||
|
|
Fair value
|
|
% of Total
fair value |
|
Fair value
|
|
% of Total
fair value |
||||||
Investment in limited partnerships
|
|
$
|
4,092
|
|
|
80.4
|
%
|
|
$
|
2,901
|
|
|
100.0
|
%
|
Other
|
|
1,000
|
|
|
19.6
|
%
|
|
—
|
|
|
—
|
%
|
||
Total other investments
|
|
$
|
5,092
|
|
|
100.0
|
%
|
|
$
|
2,901
|
|
|
100.0
|
%
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Fixed maturities
|
|
$
|
89,350
|
|
|
$
|
79,891
|
|
|
$
|
72,050
|
|
Cash and cash equivalents
|
|
3,120
|
|
|
1,439
|
|
|
925
|
|
|||
Funds withheld
|
|
1,452
|
|
|
1,648
|
|
|
4,235
|
|
|||
Loan to related party
|
|
1,857
|
|
|
1,945
|
|
|
1,925
|
|
|||
|
|
95,779
|
|
|
84,923
|
|
|
79,135
|
|
|||
Less:
|
|
|
|
|
|
|
||||||
Investment expenses
|
|
(4,427
|
)
|
|
(3,735
|
)
|
|
(3,488
|
)
|
|||
Interest expense on securities sold under agreements to repurchase
|
|
—
|
|
|
—
|
|
|
(756
|
)
|
|||
Total
|
|
$
|
91,352
|
|
|
$
|
81,188
|
|
|
$
|
74,891
|
|
For the Year Ended December 31, 2013
|
|
Gross gains
|
|
Gross losses
|
|
Net
|
||||||
Available-for-sale fixed maturities
|
|
$
|
5,598
|
|
|
$
|
(2,201
|
)
|
|
$
|
3,397
|
|
Other investments
|
|
188
|
|
|
—
|
|
|
188
|
|
|||
Net realized gains on investment
|
|
$
|
5,786
|
|
|
$
|
(2,201
|
)
|
|
$
|
3,585
|
|
For the Year Ended December 31, 2012
|
|
Gross gains
|
|
Gross losses
|
|
Net
|
||||||
Available-for-sale fixed maturities
|
|
$
|
3,468
|
|
|
$
|
(13
|
)
|
|
$
|
3,455
|
|
Trading securities and short sales
|
|
—
|
|
|
(1,592
|
)
|
|
(1,592
|
)
|
|||
Other investments
|
|
55
|
|
|
(11
|
)
|
|
44
|
|
|||
Net realized gains on investment
|
|
$
|
3,523
|
|
|
$
|
(1,616
|
)
|
|
$
|
1,907
|
|
For the Year Ended December 31, 2011
|
|
Gross gains
|
|
Gross losses
|
|
Net
|
||||||
Available-for-sale fixed maturities
|
|
$
|
5,091
|
|
|
$
|
(1,812
|
)
|
|
$
|
3,279
|
|
Trading securities and short sales
|
|
2,709
|
|
|
(1,902
|
)
|
|
807
|
|
|||
Other investments
|
|
43
|
|
|
(116
|
)
|
|
(73
|
)
|
|||
Net realized gains
|
|
7,843
|
|
|
(3,830
|
)
|
|
4,013
|
|
|||
Unrealized losses on short sales
|
|
—
|
|
|
(3,532
|
)
|
|
(3,532
|
)
|
|||
Net realized and unrealized gains on investment
|
|
$
|
7,843
|
|
|
$
|
(7,362
|
)
|
|
$
|
481
|
|
December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Available-for-sale fixed maturities
|
|
$
|
34,275
|
|
|
$
|
143,495
|
|
|
$
|
63,555
|
|
Other investments
|
|
570
|
|
|
302
|
|
|
237
|
|
|||
Total net unrealized gains
|
|
34,845
|
|
|
143,797
|
|
|
63,792
|
|
|||
Deferred income tax
|
|
(117
|
)
|
|
(132
|
)
|
|
(55
|
)
|
|||
Net unrealized gains, net of deferred income tax
|
|
$
|
34,728
|
|
|
$
|
143,665
|
|
|
$
|
63,737
|
|
Change in net unrealized gains, net of deferred income tax
|
|
$
|
(108,937
|
)
|
|
$
|
79,928
|
|
|
$
|
8,983
|
|
December 31,
|
|
2013
|
|
2012
|
||||
Restricted cash and cash equivalents – third party agreements
|
|
$
|
72,877
|
|
|
$
|
97,695
|
|
Restricted cash and cash equivalents – related party agreements
|
|
4,429
|
|
|
33,882
|
|
||
Restricted cash and cash equivalents – U.S. state regulatory authorities
|
|
54
|
|
|
750
|
|
||
Total restricted cash and cash equivalents
|
|
77,360
|
|
|
132,327
|
|
||
Restricted investments – in trust for third party agreements at fair value (
Amortized cost: 2013 – $933,897; 2012 – $895,522
)
|
|
939,800
|
|
|
935,041
|
|
||
Restricted investments – in trust for related party agreements at fair value (
Amortized cost: 2013 – $1,183,156; 2012 – $851,873
)
|
|
1,201,473
|
|
|
919,557
|
|
||
Restricted investments – in trust for U.S. state regulatory authorities (
Amortized cost: 2013 – $12,730; 2012 – $12,744
)
|
|
13,065
|
|
|
13,463
|
|
||
Total restricted investments
|
|
2,154,338
|
|
|
1,868,061
|
|
||
Total restricted cash and cash equivalents and investments
|
|
$
|
2,231,698
|
|
|
$
|
2,000,388
|
|
December 31, 2013
|
|
Quoted Prices
in Active Markets for Identical Assets (Level 1) |
|
Significant
Other Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
|
Total Fair
Value |
||||||||
Available-for-sale fixed maturities
|
|
|
|
|
|
|
|
|
||||||||
U.S. treasury bonds
|
|
$
|
17,209
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
17,209
|
|
U.S. agency bonds – mortgage-backed
|
|
—
|
|
|
1,262,655
|
|
|
—
|
|
|
1,262,655
|
|
||||
U.S. agency bonds – other
|
|
—
|
|
|
8,108
|
|
|
—
|
|
|
8,108
|
|
||||
Non-U.S. government bonds
|
|
—
|
|
|
73,212
|
|
|
—
|
|
|
73,212
|
|
||||
Other mortgage-backed securities
|
|
—
|
|
|
33,444
|
|
|
—
|
|
|
33,444
|
|
||||
Corporate bonds
|
|
—
|
|
|
1,606,700
|
|
|
—
|
|
|
1,606,700
|
|
||||
Municipal bonds - auction rate
|
|
—
|
|
|
99,170
|
|
|
—
|
|
|
99,170
|
|
||||
Municipal bonds - other
|
|
—
|
|
|
61,569
|
|
|
—
|
|
|
61,569
|
|
||||
Other investments
|
|
—
|
|
|
—
|
|
|
5,092
|
|
|
5,092
|
|
||||
Total
|
|
$
|
17,209
|
|
|
$
|
3,144,858
|
|
|
$
|
5,092
|
|
|
$
|
3,167,159
|
|
As a percentage of total assets
|
|
0.4
|
%
|
|
66.7
|
%
|
|
0.1
|
%
|
|
67.2
|
%
|
December 31, 2012
|
|
Quoted Prices
in Active Markets for Identical Assets (Level 1) |
|
Significant
Other Observable Inputs (Level 2) |
|
Significant
Unobservable Inputs (Level 3) |
|
Total Fair
Value |
||||||||
Available-for-sale fixed maturities
|
|
|
|
|
|
|
|
|
||||||||
U.S. treasury bonds
|
|
$
|
43,931
|
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
43,931
|
|
U.S. agency bonds – mortgage-backed
|
|
—
|
|
|
992,174
|
|
|
—
|
|
|
992,174
|
|
||||
U.S. agency bonds – other
|
|
—
|
|
|
13,089
|
|
|
—
|
|
|
13,089
|
|
||||
Non-U.S. government bonds
|
|
—
|
|
|
57,433
|
|
|
—
|
|
|
57,433
|
|
||||
Other mortgage-backed securities
|
|
—
|
|
|
24,068
|
|
|
—
|
|
|
24,068
|
|
||||
Corporate bonds
|
|
—
|
|
|
1,354,154
|
|
|
—
|
|
|
1,354,154
|
|
||||
Municipal bonds - auction rate
|
|
—
|
|
|
120,005
|
|
|
—
|
|
|
120,005
|
|
||||
Municipal bonds - other
|
|
—
|
|
|
13,843
|
|
|
—
|
|
|
13,843
|
|
||||
Other investments
|
|
—
|
|
|
—
|
|
|
2,901
|
|
|
2,901
|
|
||||
Total
|
|
$
|
43,931
|
|
|
$
|
2,574,766
|
|
|
$
|
2,901
|
|
|
$
|
2,621,598
|
|
As a percentage of total assets
|
|
1.1
|
%
|
|
62.2
|
%
|
|
0.1
|
%
|
|
63.4
|
%
|
|
|
For the Year Ended December 31,
|
||||||
Other investments:
|
|
2013
|
|
2012
|
||||
Balance at beginning of period
|
|
$
|
2,901
|
|
|
$
|
2,192
|
|
Total realized gains – included in net realized and unrealized gains on investment
|
|
188
|
|
|
55
|
|
||
Total realized (losses) – included in net realized and unrealized gains on investment
|
|
—
|
|
|
(11
|
)
|
||
Change in total unrealized gains – included in other comprehensive (loss) income
|
|
268
|
|
|
65
|
|
||
Change in total unrealized losses – included in other comprehensive (loss) income
|
|
—
|
|
|
—
|
|
||
Purchases
|
|
2,135
|
|
|
940
|
|
||
Sales and redemptions
|
|
(400
|
)
|
|
(340
|
)
|
||
Transfers into Level 3
|
|
—
|
|
|
—
|
|
||
Transfers out of Level 3
|
|
—
|
|
|
—
|
|
||
Balance at end of period
|
|
$
|
5,092
|
|
|
$
|
2,901
|
|
Level 3 gains (losses) included in net income attributable to the change in unrealized gains (losses) relating to assets held at the reporting date
|
|
$
|
—
|
|
|
$
|
—
|
|
|
|
|
December 31, 2013
|
|
December 31, 2012
|
|||||||||||||
|
Interest Rate
|
|
Carrying Value
|
|
Fair Value
|
|
Carrying Value
|
|
Fair Value
|
|||||||||
2011 Senior Notes
|
8.25
|
%
|
|
$
|
107,500
|
|
|
$
|
101,480
|
|
|
$
|
107,500
|
|
|
$
|
112,832
|
|
2012 Senior Notes
|
8.00
|
%
|
|
100,000
|
|
|
89,760
|
|
|
100,000
|
|
|
105,600
|
|
||||
2013 Senior Notes
|
7.75
|
%
|
|
152,500
|
|
|
126,209
|
|
|
—
|
|
|
—
|
|
||||
Junior Subordinated Debt
|
14.00
|
%
|
|
126,381
|
|
|
152,500
|
|
|
126,317
|
|
|
166,919
|
|
|
|
Goodwill
|
|
Intangible Assets
|
|
Total
|
||||||
December 31, 2011
|
|
$
|
58,312
|
|
|
$
|
40,443
|
|
|
$
|
98,755
|
|
Amortization
|
|
—
|
|
|
(4,362
|
)
|
|
(4,362
|
)
|
|||
December 31, 2012
|
|
58,312
|
|
|
36,081
|
|
|
94,393
|
|
|||
Amortization
|
|
—
|
|
|
(3,780
|
)
|
|
(3,780
|
)
|
|||
December 31, 2013
|
|
$
|
58,312
|
|
|
$
|
32,301
|
|
|
$
|
90,613
|
|
December 31, 2013
|
|
Gross
|
|
Accumulated Amortization
|
|
Net
|
|
Useful Life
|
||||||
Goodwill
|
|
$
|
58,312
|
|
|
$
|
—
|
|
|
$
|
58,312
|
|
|
Indefinite
|
State licenses
|
|
7,727
|
|
|
—
|
|
|
7,727
|
|
|
Indefinite
|
|||
Customer relationships
|
|
51,400
|
|
|
(26,826
|
)
|
|
24,574
|
|
|
15 years double declining
|
|||
Net balance
|
|
$
|
117,439
|
|
|
$
|
(26,826
|
)
|
|
$
|
90,613
|
|
|
|
December 31, 2012
|
|
Gross
|
|
Accumulated Amortization
|
|
Net
|
|
Useful Life
|
||||||
Goodwill
|
|
$
|
58,312
|
|
|
$
|
—
|
|
|
$
|
58,312
|
|
|
Indefinite
|
State licenses
|
|
7,727
|
|
|
—
|
|
|
7,727
|
|
|
Indefinite
|
|||
Customer relationships
|
|
51,400
|
|
|
(23,046
|
)
|
|
28,354
|
|
|
15 years double declining
|
|||
Net balance
|
|
$
|
117,439
|
|
|
$
|
(23,046
|
)
|
|
$
|
94,393
|
|
|
|
2014
|
$
|
3,276
|
|
2015
|
2,840
|
|
|
2016
|
2,461
|
|
|
2017
|
2,133
|
|
|
2018
|
1,848
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Premiums written
|
|
|
|
|
|
|
|
|
|
|||
Direct
|
|
$
|
104,976
|
|
|
$
|
122,412
|
|
|
$
|
114,036
|
|
Assumed
|
|
2,099,183
|
|
|
1,878,580
|
|
|
1,698,561
|
|
|||
Ceded
|
|
(107,858
|
)
|
|
(99,707
|
)
|
|
(89,076
|
)
|
|||
Net
|
|
$
|
2,096,301
|
|
|
$
|
1,901,285
|
|
|
$
|
1,723,521
|
|
Premiums earned
|
|
|
|
|
|
|
|
|
|
|||
Direct
|
|
$
|
118,170
|
|
|
$
|
119,398
|
|
|
$
|
112,308
|
|
Assumed
|
|
1,994,225
|
|
|
1,780,745
|
|
|
1,523,685
|
|
|||
Ceded
|
|
(111,508
|
)
|
|
(96,363
|
)
|
|
(83,565
|
)
|
|||
Net
|
|
$
|
2,000,887
|
|
|
$
|
1,803,780
|
|
|
$
|
1,552,428
|
|
Loss and loss adjustment expenses
|
|
|
|
|
|
|
|
|
|
|||
Gross loss and loss adjustment expenses
|
|
$
|
1,421,328
|
|
|
$
|
1,457,404
|
|
|
$
|
1,103,821
|
|
Loss and loss adjustment expenses ceded
|
|
(71,698
|
)
|
|
(195,056
|
)
|
|
(60,767
|
)
|
|||
Net
|
|
$
|
1,349,630
|
|
|
$
|
1,262,348
|
|
|
$
|
1,043,054
|
|
December 31,
|
|
2013
|
|
2012
|
||||
Reserve for reported loss and loss adjustment expenses
|
|
$
|
1,087,401
|
|
|
$
|
1,029,594
|
|
Reserve for losses incurred but not reported
|
|
870,434
|
|
|
710,687
|
|
||
Reserve for loss and loss adjustment expenses
|
|
$
|
1,957,835
|
|
|
$
|
1,740,281
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Gross loss and loss adjustment expense reserves, January 1
|
|
$
|
1,740,281
|
|
|
$
|
1,398,438
|
|
|
$
|
1,226,773
|
|
Less: reinsurance recoverable on unpaid losses, January 1
|
|
110,858
|
|
|
20,289
|
|
|
6,656
|
|
|||
Net loss and loss adjustment expense reserves, January 1
|
|
1,629,423
|
|
|
1,378,149
|
|
|
1,220,117
|
|
|||
Net incurred losses related to:
|
|
|
|
|
|
|
|
|
|
|||
Current year
|
|
1,351,043
|
|
|
1,239,016
|
|
|
1,028,855
|
|
|||
Prior years
|
|
(1,413
|
)
|
|
23,332
|
|
|
14,199
|
|
|||
|
|
1,349,630
|
|
|
1,262,348
|
|
|
1,043,054
|
|
|||
Net paid losses related to:
|
|
|
|
|
|
|
|
|
|
|||
Current year
|
|
(517,606
|
)
|
|
(485,015
|
)
|
|
(456,149
|
)
|
|||
Prior years
|
|
(598,490
|
)
|
|
(530,294
|
)
|
|
(423,855
|
)
|
|||
|
|
(1,116,096
|
)
|
|
(1,015,309
|
)
|
|
(880,004
|
)
|
|||
Acquired loss and loss expense reserve
|
|
—
|
|
|
—
|
|
|
450
|
|
|||
Effect of foreign exchange movements
|
|
10,842
|
|
|
4,235
|
|
|
(5,468
|
)
|
|||
Net loss and loss adjustment expense reserves, December 31
|
|
1,873,799
|
|
|
1,629,423
|
|
|
1,378,149
|
|
|||
Reinsurance recoverable on unpaid losses, December 31
|
|
84,036
|
|
|
110,858
|
|
|
20,289
|
|
|||
Gross loss and loss adjustment expense reserves, December 31
|
|
$
|
1,957,835
|
|
|
$
|
1,740,281
|
|
|
$
|
1,398,438
|
|
|
December 31, 2013
|
||
2014
|
$
|
2,004
|
|
2015
|
1,345
|
|
|
2016
|
717
|
|
|
2017
|
593
|
|
|
2018
|
—
|
|
|
|
$
|
4,659
|
|
|
|
Dividend per Share
|
|
Payable on:
|
|
Record date:
|
||
Common shares
|
|
$
|
0.11
|
|
|
January 15, 2014
|
|
January 2, 2014
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Numerator:
|
|
|
|
|
|
|
||||||
Net income attributable to Maiden shareholders
|
|
$
|
102,735
|
|
|
$
|
50,154
|
|
|
$
|
28,524
|
|
Dividends on preference shares
|
|
(14,834
|
)
|
|
(3,644
|
)
|
|
—
|
|
|||
Amount allocated to participating common shareholders
(1)
|
|
(116
|
)
|
|
—
|
|
|
—
|
|
|||
Numerator for basic EPS - net income allocated to Maiden common shareholders
|
|
87,785
|
|
|
46,510
|
|
|
28,524
|
|
|||
Potentially dilutive securities:
|
|
|
|
|
|
|
||||||
Dividends on convertible preference shares
|
|
2,459
|
|
|
—
|
|
|
—
|
|
|||
Numerator for diluted EPS - net income allocated to Maiden common shareholders after assumed conversion
|
|
$
|
90,244
|
|
|
$
|
46,510
|
|
|
$
|
28,524
|
|
Denominator:
|
|
|
|
|
|
|
||||||
Weighted average number of common shares – basic
|
|
72,510,361
|
|
|
72,263,022
|
|
|
72,155,503
|
|
|||
Potentially dilutive securities:
|
|
|
|
|
|
|
||||||
Share options and restricted share units
|
|
1,253,479
|
|
|
842,509
|
|
|
748,185
|
|
|||
Convertible preference shares
|
|
2,653,999
|
|
|
—
|
|
|
—
|
|
|||
Adjusted weighted average number of common shares and assumed conversions – diluted
|
|
76,417,839
|
|
|
73,105,531
|
|
|
72,903,688
|
|
|||
Basic earnings per share attributable to Maiden common shareholders:
|
|
$
|
1.21
|
|
|
$
|
0.64
|
|
|
$
|
0.40
|
|
Diluted earnings per share attributable to Maiden common shareholders:
|
|
$
|
1.18
|
|
|
$
|
0.64
|
|
|
$
|
0.39
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
|||
Outstanding shares – January 1
|
|
72,343,947
|
|
|
72,221,428
|
|
|
72,107,100
|
|
Exercise of options
|
|
289,614
|
|
|
122,519
|
|
|
114,328
|
|
Outstanding shares – December 31
|
|
72,633,561
|
|
|
72,343,947
|
|
|
72,221,428
|
|
For the Year Ended December 31, 2013
|
|
Change in net unrealized gains on investments
|
|
Foreign currency translation adjustments
|
|
Total
|
||||||
Beginning balance
|
|
$
|
143,665
|
|
|
$
|
(2,539
|
)
|
|
$
|
141,126
|
|
Other comprehensive loss before reclassifications
|
|
(101,984
|
)
|
|
(6,388
|
)
|
|
(108,372
|
)
|
|||
Amounts reclassified from accumulated other comprehensive income to net realized and unrealized gains on investment in the statement of income
|
|
(6,953
|
)
|
|
—
|
|
|
(6,953
|
)
|
|||
Net current period other comprehensive loss
|
|
(108,937
|
)
|
|
(6,388
|
)
|
|
(115,325
|
)
|
|||
Ending balance
|
|
34,728
|
|
|
(8,927
|
)
|
|
25,801
|
|
|||
Less: Accumulated other comprehensive income attributable to noncontrolling interest
|
|
—
|
|
|
17
|
|
|
17
|
|
|||
Ending balance, Maiden shareholders
|
|
$
|
34,728
|
|
|
$
|
(8,944
|
)
|
|
$
|
25,784
|
|
For the Year Ended December 31, 2012
|
|
Change in net unrealized gains on investments
|
|
Foreign currency translation adjustments
|
|
Total
|
||||||
Beginning balance
|
|
$
|
63,737
|
|
|
$
|
313
|
|
|
$
|
64,050
|
|
Other comprehensive income (loss) before reclassifications
|
|
82,915
|
|
|
(2,852
|
)
|
|
80,063
|
|
|||
Amounts reclassified from accumulated other comprehensive income to net realized and unrealized gains on investment in the statement of income
|
|
(2,987
|
)
|
|
—
|
|
|
(2,987
|
)
|
|||
Net current period other comprehensive income (loss)
|
|
79,928
|
|
|
(2,852
|
)
|
|
77,076
|
|
|||
Ending balance
|
|
143,665
|
|
|
(2,539
|
)
|
|
141,126
|
|
|||
Less: Accumulated other comprehensive loss attributable to noncontrolling interest
|
|
—
|
|
|
(4
|
)
|
|
(4
|
)
|
|||
Ending balance, Maiden shareholders
|
|
$
|
143,665
|
|
|
$
|
(2,535
|
)
|
|
$
|
141,130
|
|
For the Year Ended December 31, 2011
|
|
Change in net unrealized gains on investments
|
|
Foreign currency translation adjustments
|
|
Total
|
||||||
Beginning balance
|
|
$
|
54,754
|
|
|
$
|
(420
|
)
|
|
$
|
54,334
|
|
Other comprehensive income before reclassifications
|
|
12,189
|
|
|
733
|
|
|
12,922
|
|
|||
Amounts reclassified from accumulated other comprehensive income to net realized and unrealized gains on investment in the statement of income
|
|
(3,206
|
)
|
|
—
|
|
|
(3,206
|
)
|
|||
Net current period other comprehensive income
|
|
8,983
|
|
|
733
|
|
|
9,716
|
|
|||
Ending balance
|
|
63,737
|
|
|
313
|
|
|
64,050
|
|
|||
Less: Accumulated other comprehensive loss attributable to noncontrolling interest
|
|
—
|
|
|
(9
|
)
|
|
(9
|
)
|
|||
Ending balance, Maiden shareholders
|
|
$
|
63,737
|
|
|
$
|
322
|
|
|
$
|
64,059
|
|
|
|
2013
|
|
2012
|
|
2011
|
|||
Assumptions:
|
|
|
|
|
|
|
|
|
|
Volatility
|
|
45.30 – 51.40
|
%
|
|
45.30 – 47.60
|
%
|
|
45.55 – 47.60
|
%
|
Risk-free interest rate
|
|
0.85 – 1.77
|
%
|
|
0.85 – 1.29
|
%
|
|
1.29 – 1.62
|
%
|
Weighted average expected lives in years
|
|
6.1 years
|
|
|
6.1 years
|
|
|
6.1 years
|
|
Forfeiture rate
|
|
1.60 – 3.45
|
%
|
|
1.60
|
%
|
|
0.00
|
%
|
Dividend yield rate
|
|
3.46 – 3.55
|
%
|
|
3.04 – 3.55
|
%
|
|
3.04 – 3.27
|
%
|
|
Number of
Share Options |
|
Weighted
Average Exercise Price |
|
Fair Value
of Options |
|
Weighted
Average Remaining Contractual Term |
|
Aggregate
Intrinsic Value |
|
Range of
Exercise Prices |
|||||||
Outstanding, December 31, 2010
|
2,940,876
|
|
|
$
|
6.41
|
|
|
|
|
|
8.40 years
|
|
$
|
5,286
|
|
|
$3.28 – 10.00
|
|
Granted
|
133,500
|
|
|
$
|
8.57
|
|
|
$
|
2.89
|
|
|
|
|
|
|
|
$7.63 – 9.40
|
|
Exercised
|
(114,328
|
)
|
|
$
|
3.69
|
|
|
|
|
|
|
|
$
|
587
|
|
|
|
|
Expired
|
(375
|
)
|
|
$
|
7.65
|
|
|
|
|
|
|
|
|
|
|
|
||
Forfeited
|
(43,530
|
)
|
|
$
|
7.19
|
|
|
|
|
|
|
|
|
|
|
|
||
Outstanding, December 31, 2011
|
2,916,143
|
|
|
$
|
6.61
|
|
|
|
|
|
7.55 years
|
|
$
|
6,866
|
|
|
$3.28 – 10.00
|
|
Granted
|
117,000
|
|
|
$
|
8.89
|
|
|
$
|
2.65
|
|
|
|
|
|
|
|
$8.14 – 9.42
|
|
Exercised
|
(122,519
|
)
|
|
$
|
3.90
|
|
|
|
|
|
|
|
$
|
616
|
|
|
|
|
Expired
|
(103,847
|
)
|
|
$
|
9.87
|
|
|
|
|
|
|
|
|
|
|
|
||
Forfeited
|
(11,340
|
)
|
|
$
|
7.54
|
|
|
|
|
|
|
|
|
|
|
|
||
Outstanding, December 31, 2012
|
2,795,437
|
|
|
$
|
6.70
|
|
|
|
|
|
6.75 years
|
|
$
|
7,271
|
|
|
$3.28 – 10.00
|
|
Granted
|
49,000
|
|
|
$
|
10.61
|
|
|
$
|
2.80
|
|
|
|
|
|
|
$9.99 - 11.22
|
||
Exercised
|
(289,614
|
)
|
|
$
|
6.13
|
|
|
|
|
|
|
|
$
|
1,397
|
|
|
|
|
Expired
|
(691
|
)
|
|
$
|
7.67
|
|
|
|
|
|
|
|
|
|
|
|
||
Forfeited
|
(114,719
|
)
|
|
$
|
8.51
|
|
|
|
|
|
|
|
|
|
|
|
||
Outstanding, December 31, 2013
|
2,439,413
|
|
|
$
|
6.76
|
|
|
|
|
|
5.75 years
|
|
$
|
10,174
|
|
|
$3.28 - 11.22
|
|
Total options exercisable at December 31, 2013
|
2,208,517
|
|
|
$
|
6.57
|
|
|
|
|
|
5.55 years
|
|
$
|
9,590
|
|
|
$3.28 – 10.00
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Current tax expense – Domestic (Bermuda)
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Current tax expense – Foreign (U.S. and others)
|
|
873
|
|
|
1,020
|
|
|
632
|
|
|||
Total current tax expense
|
|
873
|
|
|
1,020
|
|
|
632
|
|
|||
Deferred tax expense – Domestic (Bermuda)
|
|
—
|
|
|
—
|
|
|
—
|
|
|||
Deferred tax expense – Foreign (U.S. and others)
|
|
990
|
|
|
1,193
|
|
|
1,295
|
|
|||
Total deferred tax expense
|
|
990
|
|
|
1,193
|
|
|
1,295
|
|
|||
Total income tax expense
|
|
$
|
1,863
|
|
|
$
|
2,213
|
|
|
$
|
1,927
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Domestic (Bermuda)
|
|
$
|
125,926
|
|
|
$
|
72,286
|
|
|
$
|
84,490
|
|
Foreign (U.S. and others)
|
|
(21,207
|
)
|
|
(19,812
|
)
|
|
(54,036
|
)
|
|||
Income before income taxes
|
|
104,719
|
|
|
52,474
|
|
|
30,454
|
|
|||
Income tax expense
|
|
1,863
|
|
|
2,213
|
|
|
1,927
|
|
|||
Net income
|
|
$
|
102,856
|
|
|
$
|
50,261
|
|
|
$
|
28,527
|
|
Reconciliation of effective tax rate (% of income before taxes)
|
|
|
|
|
|
|
|
|
|
|||
Bermuda tax rate
|
|
—
|
%
|
|
—
|
%
|
|
—
|
%
|
|||
U.S. taxes at statutory rates
|
|
(8.7
|
)%
|
|
(9.4
|
)%
|
|
(67.2
|
)%
|
|||
Valuation allowance in respect of U.S. taxes
|
|
9.8
|
%
|
|
11.7
|
%
|
|
71.3
|
%
|
|||
Other jurisdictions
|
|
0.7
|
%
|
|
1.9
|
%
|
|
2.2
|
%
|
|||
Actual tax rate
|
|
1.8
|
%
|
|
4.2
|
%
|
|
6.3
|
%
|
December 31,
|
|
2013
|
|
2012
|
||||
Deferred tax assets:
|
|
|
|
|
||||
Net operating losses
|
|
$
|
51,569
|
|
|
$
|
42,014
|
|
Unearned premiums
|
|
9,364
|
|
|
8,929
|
|
||
Discounting of net loss and loss adjustment expense reserves
|
|
11,678
|
|
|
10,585
|
|
||
Net unrealized losses on investments
|
|
5,236
|
|
|
—
|
|
||
Accruals not currently deductible
|
|
1,879
|
|
|
88
|
|
||
Amortization of intangibles
|
|
3,093
|
|
|
2,988
|
|
||
Others
|
|
1,065
|
|
|
913
|
|
||
Deferred tax assets before valuation allowance
|
|
83,884
|
|
|
65,517
|
|
||
Valuation allowance
|
|
67,013
|
|
|
41,231
|
|
||
Deferred tax assets, net
|
|
16,871
|
|
|
24,286
|
|
||
Deferred tax liabilities:
|
|
|
|
|
|
|
||
Deferred commission and other acquisition expenses
|
|
15,587
|
|
|
13,054
|
|
||
Indefinite lived intangible
|
|
2,870
|
|
|
2,870
|
|
||
Amortization of goodwill
|
|
5,997
|
|
|
4,837
|
|
||
Net unrealized gains on investments
|
|
—
|
|
|
10,249
|
|
||
Market discount on bonds
|
|
499
|
|
|
488
|
|
||
Others
|
|
606
|
|
|
488
|
|
||
Deferred tax liabilities
|
|
25,559
|
|
|
31,986
|
|
||
Net deferred tax liability
|
|
$
|
8,688
|
|
|
$
|
7,700
|
|
|
|
Maiden Bermuda
|
|
Maiden US
|
|
Maiden Specialty
|
|
Maiden LF
|
||||||||
Statutory Capital and Surplus
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2013
|
|
$
|
1,106,098
|
|
|
$
|
269,598
|
|
|
$
|
48,940
|
|
|
$
|
9,136
|
|
December 31, 2012
|
|
943,407
|
|
|
267,863
|
|
|
46,164
|
|
|
8,603
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Statutory Net Income (Loss)
|
|
|
|
|
|
|
|
|
||||||||
For the Year Ended December 31, 2013
|
|
$
|
109,327
|
|
|
$
|
(1,305
|
)
|
|
$
|
2,899
|
|
|
$
|
232
|
|
For the Year Ended December 31, 2012
|
|
79,713
|
|
|
(19,156
|
)
|
|
1,227
|
|
|
464
|
|
||||
For the Year Ended December 31, 2011
|
|
30,070
|
|
|
(1,684
|
)
|
|
119
|
|
|
753
|
|
|
|
Dividend per Share
|
|
Payable on:
|
|
Record date:
|
||
Common shares
|
|
$
|
0.11
|
|
|
April 14, 2014
|
|
April 1, 2014
|
Preference shares - Series A
|
|
$
|
0.515625
|
|
|
March 17, 2014
|
|
March 1, 2014
|
Preference shares - Series B
|
|
$
|
0.90625
|
|
|
March 17, 2014
|
|
March 1, 2014
|
|
|
2013 Quarters Ended
|
||||||||||||||
|
|
March 31
|
|
June 30
|
|
September 30
|
|
December 31
|
||||||||
Total revenues
|
|
$
|
518,919
|
|
|
$
|
536,745
|
|
|
$
|
535,127
|
|
|
$
|
519,265
|
|
Net income
|
|
28,107
|
|
|
23,331
|
|
|
25,033
|
|
|
26,385
|
|
||||
Net income attributable to Maiden common shareholders
|
|
24,986
|
|
|
20,205
|
|
|
21,904
|
|
|
20,806
|
|
||||
Comprehensive income (loss) - attributable to Maiden shareholders
|
|
20,048
|
|
|
(61,764
|
)
|
|
25,581
|
|
|
3,524
|
|
||||
Basic earnings per common share attributable to Maiden shareholders
|
|
$
|
0.35
|
|
|
$
|
0.27
|
|
|
$
|
0.30
|
|
|
$
|
0.29
|
|
Diluted earnings per common share attributable to Maiden shareholders
|
|
$
|
0.34
|
|
|
$
|
0.27
|
|
|
$
|
0.30
|
|
|
$
|
0.27
|
|
|
|
2012 Quarters Ended
|
||||||||||||||
|
|
March 31
|
|
June 30
|
|
September 30
|
|
December 31
|
||||||||
Total revenues
|
|
$
|
463,052
|
|
|
$
|
456,536
|
|
|
$
|
475,555
|
|
|
$
|
504,622
|
|
Net income (loss)
|
|
20,378
|
|
|
14,606
|
|
|
21,934
|
|
|
(6,657
|
)
|
||||
Net income (loss) attributable to Maiden common shareholders
|
|
20,377
|
|
|
14,541
|
|
|
21,919
|
|
|
(10,327
|
)
|
||||
Comprehensive income (loss) - attributable to Maiden shareholders
|
|
47,167
|
|
|
19,250
|
|
|
63,802
|
|
|
(2,994
|
)
|
||||
Basic earnings (loss) per common share attributable to Maiden shareholders
|
|
$
|
0.28
|
|
|
$
|
0.20
|
|
|
$
|
0.30
|
|
|
$
|
(0.14
|
)
|
Diluted earnings (loss) per common share attributable to Maiden shareholders
|
|
$
|
0.28
|
|
|
$
|
0.20
|
|
|
$
|
0.30
|
|
|
$
|
(0.14
|
)
|
December 31, 2013
|
|
Amortized
Cost* |
|
Fair
Value |
|
Amount at
Which Shown in the Balance Sheet |
||||||
Available-for-sale fixed maturities:
|
|
|
|
|
|
|
||||||
U.S. treasury bonds
|
|
$
|
16,622
|
|
|
$
|
17,209
|
|
|
$
|
17,209
|
|
U.S. agency bonds – mortgage-backed
|
|
1,292,032
|
|
|
1,262,655
|
|
|
1,262,655
|
|
|||
U.S. agency bonds – other
|
|
7,207
|
|
|
8,108
|
|
|
8,108
|
|
|||
Non-U.S. government bonds
|
|
70,377
|
|
|
73,212
|
|
|
73,212
|
|
|||
Other mortgage-backed bonds
|
|
33,676
|
|
|
33,444
|
|
|
33,444
|
|
|||
Corporate bonds
|
|
1,546,578
|
|
|
1,606,700
|
|
|
1,606,700
|
|
|||
Municipal bonds - auction rate
|
|
99,170
|
|
|
99,170
|
|
|
99,170
|
|
|||
Municipal bonds - other
|
|
62,130
|
|
|
61,569
|
|
|
61,569
|
|
|||
Total available-for-sale fixed maturities
|
|
3,127,792
|
|
|
3,162,067
|
|
|
3,162,067
|
|
|||
Other investments
|
|
4,522
|
|
|
5,092
|
|
|
5,092
|
|
|||
Total investments
|
|
$
|
3,132,314
|
|
|
$
|
3,167,159
|
|
|
$
|
3,167,159
|
|
|
|
2013
|
|
2012
|
||||
Assets
|
|
|
|
|
||||
Fixed maturities, available-for-sale, at fair value
(Amortized cost 2013: $135,999; 2012: $103,049)
|
|
$
|
131,798
|
|
|
$
|
103,651
|
|
Cash and cash equivalents
|
|
33,061
|
|
|
3,147
|
|
||
Investment in subsidiaries
|
|
1,331,195
|
|
|
1,213,865
|
|
||
Balances due from subsidiaries
|
|
13,097
|
|
|
55,370
|
|
||
Other assets
|
|
1,925
|
|
|
1,063
|
|
||
Total assets
|
|
$
|
1,511,076
|
|
|
$
|
1,377,096
|
|
Liabilities
|
|
|
|
|
||||
Accrued expenses and other liabilities
|
|
$
|
9,872
|
|
|
$
|
1,138
|
|
Balances due to subsidiaries
|
|
377,361
|
|
|
360,719
|
|
||
Total liabilities
|
|
387,233
|
|
|
361,857
|
|
||
Shareholders’ equity
|
|
|
|
|
||||
Preference shares
|
|
315,000
|
|
|
150,000
|
|
||
Common shares
($0.01 par value; 73,595,897 and 73,306,283 shares issued in 2013 and 2012, respectively; 72,633,561 and 72,343,947 shares outstanding in 2013 and 2012, respectively)
|
|
736
|
|
|
733
|
|
||
Additional paid-in capital
|
|
574,522
|
|
|
575,869
|
|
||
Accumulated other comprehensive income
|
|
25,784
|
|
|
141,130
|
|
||
Retained earnings
|
|
211,602
|
|
|
151,308
|
|
||
Treasury shares, at cost
(2013 and 2012: 962,336 shares)
|
|
(3,801
|
)
|
|
(3,801
|
)
|
||
Total shareholders’ equity
|
|
1,123,843
|
|
|
1,015,239
|
|
||
Total liabilities and shareholders’ equity
|
|
$
|
1,511,076
|
|
|
$
|
1,377,096
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Revenues
|
|
|
|
|
|
|
||||||
Net investment income
|
|
$
|
2,773
|
|
|
$
|
795
|
|
|
$
|
408
|
|
Net realized gains on investment
|
|
—
|
|
|
229
|
|
|
—
|
|
|||
|
|
2,773
|
|
|
1,024
|
|
|
408
|
|
|||
Expenses
|
|
|
|
|
|
|
||||||
General and administrative expenses
|
|
11,732
|
|
|
8,030
|
|
|
10,806
|
|
|||
Foreign exchange (gains) losses
|
|
(626
|
)
|
|
(225
|
)
|
|
31
|
|
|||
|
|
11,106
|
|
|
7,805
|
|
|
10,837
|
|
|||
Loss before equity in earnings of consolidated subsidiaries
|
|
(8,333
|
)
|
|
(6,781
|
)
|
|
(10,429
|
)
|
|||
Equity in earnings of consolidated subsidiaries
|
|
111,068
|
|
|
56,935
|
|
|
38,953
|
|
|||
Net income attributable to Maiden shareholders
|
|
102,735
|
|
|
50,154
|
|
|
28,524
|
|
|||
Dividends on preference shares
|
|
(14,834
|
)
|
|
(3,644
|
)
|
|
—
|
|
|||
Net income attributable to Maiden common shareholders
|
|
$
|
87,901
|
|
|
$
|
46,510
|
|
|
$
|
28,524
|
|
For the Year Ended December 31,
|
|
2013
|
|
2012
|
|
2011
|
||||||
Cash flows provided by operating activities
|
|
|
|
|
|
|
||||||
Net income attributable to Maiden shareholders
|
|
$
|
102,735
|
|
|
$
|
50,154
|
|
|
$
|
28,524
|
|
Adjustments to reconcile net income to cash provided by operating activities:
|
|
|
|
|
|
|
||||||
Equity in earnings of consolidated subsidiaries
|
|
(111,068
|
)
|
|
(56,935
|
)
|
|
(38,953
|
)
|
|||
Amortization of bond premium and discount
|
|
1,209
|
|
|
786
|
|
|
—
|
|
|||
Net realized and unrealized gains on investment
|
|
—
|
|
|
(229
|
)
|
|
—
|
|
|||
Foreign exchange (gains) losses
|
|
(626
|
)
|
|
(225
|
)
|
|
31
|
|
|||
Non-cash share compensation expense
|
|
2,205
|
|
|
1,347
|
|
|
1,307
|
|
|||
Changes in assets and liabilities:
|
|
|
|
|
|
|
||||||
Balance due from subsidiaries
|
|
42,899
|
|
|
82,588
|
|
|
(36,414)
|
|
|||
Other assets
|
|
(862
|
)
|
|
(829
|
)
|
|
230
|
|
|||
Accounts payable and accrued liabilities
|
|
736
|
|
|
(1,579
|
)
|
|
1,746
|
|
|||
Balances due to subsidiaries
|
|
16,642
|
|
|
15,524
|
|
|
63,633
|
|
|||
Net cash provided by operating activities
|
|
53,870
|
|
|
90,602
|
|
|
20,104
|
|
|||
Cash flows used in investing activities
|
|
|
|
|
|
|
||||||
Purchases of fixed-maturities – available-for-sale
|
|
(170,882
|
)
|
|
(137,486
|
)
|
|
—
|
|
|||
Proceeds from sales of fixed-maturities – available-for-sale
|
|
90,515
|
|
|
9,452
|
|
|
—
|
|
|||
Proceeds from maturities and calls of fixed maturities - available-for-sale
|
|
46,208
|
|
|
24,427
|
|
|
—
|
|
|||
Investment in subsidiaries
|
|
(116,807
|
)
|
|
(96,643
|
)
|
|
148
|
|
|||
Net cash (used in) provided by investing activities
|
|
(150,966
|
)
|
|
(200,250
|
)
|
|
148
|
|
|||
Cash flows used in financing activities
|
|
|
|
|
|
|
||||||
Preference shares issuance, net of issuance costs
|
|
159,675
|
|
|
145,041
|
|
|
—
|
|
|||
Dividends paid - preference shares
|
|
(14,834
|
)
|
|
(3,644
|
)
|
|
—
|
|
|||
Dividends paid - Maiden common shareholders
|
|
(19,607
|
)
|
|
(29,630
|
)
|
|
(20,921
|
)
|
|||
Issuance of common shares
|
|
1,776
|
|
|
478
|
|
|
422
|
|
|||
Net cash provided by (used in) financing activities
|
|
127,010
|
|
|
112,245
|
|
|
(20,499
|
)
|
|||
Net increase (decrease) in cash and cash equivalents
|
|
29,914
|
|
|
2,597
|
|
|
(247
|
)
|
|||
Cash and cash equivalents, beginning of year
|
|
3,147
|
|
|
550
|
|
|
797
|
|
|||
Cash and cash equivalents, end of year
|
|
$
|
33,061
|
|
|
$
|
3,147
|
|
|
$
|
550
|
|
|
December 31, 2013
|
|
For the Year Ended December 31, 2013
|
||||||||||||||||||||||||||||||||
|
Deferred
commission and other
acquisition
expenses |
|
Reserve
for loss and loss adjustment expenses |
|
Unearned
premiums |
|
Net
premiums earned |
|
Net
investment income |
|
Net loss and
loss adjustment expenses |
|
Amortization
of deferred commission and other acquisition expenses |
|
General and
admin. expenses |
|
Net
premiums written |
||||||||||||||||||
Diversified Reinsurance
|
$
|
88,482
|
|
|
$
|
1,083,945
|
|
|
$
|
325,125
|
|
|
$
|
762,063
|
|
|
$
|
—
|
|
|
$
|
528,541
|
|
|
$
|
186,788
|
|
|
$
|
42,331
|
|
|
$
|
761,773
|
|
AmTrust Quota Share Reinsurance
|
209,439
|
|
|
796,001
|
|
|
687,357
|
|
|
988,900
|
|
|
—
|
|
|
652,561
|
|
|
291,559
|
|
|
1,992
|
|
|
1,169,961
|
|
|||||||||
NGHC Quota Share
|
6,987
|
|
|
77,889
|
|
|
22,272
|
|
|
249,924
|
|
|
—
|
|
|
168,528
|
|
|
78,231
|
|
|
707
|
|
|
164,567
|
|
|||||||||
Corporate
|
—
|
|
|
—
|
|
|
|
|
|
—
|
|
|
91,352
|
|
|
—
|
|
|
—
|
|
|
13,631
|
|
|
—
|
|
|||||||||
Total
|
$
|
304,908
|
|
|
$
|
1,957,835
|
|
|
$
|
1,034,754
|
|
|
$
|
2,000,887
|
|
|
$
|
91,352
|
|
|
$
|
1,349,630
|
|
|
$
|
556,578
|
|
|
$
|
58,661
|
|
|
$
|
2,096,301
|
|
|
December 31, 2012
|
|
For the Year Ended December 31, 2012
|
||||||||||||||||||||||||||||||||
|
Deferred
commission and other acquisition expenses |
|
Reserve
for loss and loss adjustment expenses |
|
Unearned
premiums |
|
Net
premiums earned |
|
Net
investment income |
|
Net loss and
loss adjustment expenses |
|
Amortization
of deferred commission and other acquisition expenses |
|
General and
admin. expenses |
|
Net
premiums written |
||||||||||||||||||
Diversified Reinsurance
|
$
|
83,287
|
|
|
$
|
1,139,179
|
|
|
$
|
324,954
|
|
|
$
|
795,341
|
|
|
$
|
—
|
|
|
$
|
583,970
|
|
|
$
|
203,209
|
|
|
$
|
40,951
|
|
|
$
|
765,293
|
|
AmTrust Quota Share Reinsurance
|
153,530
|
|
|
521,924
|
|
|
503,915
|
|
|
727,781
|
|
|
—
|
|
|
494,633
|
|
|
200,546
|
|
|
1,949
|
|
|
840,346
|
|
|||||||||
NGHC Quota Share
|
33,852
|
|
|
79,178
|
|
|
107,628
|
|
|
280,658
|
|
|
—
|
|
|
183,745
|
|
|
88,276
|
|
|
737
|
|
|
295,646
|
|
|||||||||
Corporate
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
81,188
|
|
|
—
|
|
|
—
|
|
|
10,167
|
|
|
—
|
|
|||||||||
Total
|
$
|
270,669
|
|
|
$
|
1,740,281
|
|
|
$
|
936,497
|
|
|
$
|
1,803,780
|
|
|
$
|
81,188
|
|
|
$
|
1,262,348
|
|
|
$
|
492,031
|
|
|
$
|
53,804
|
|
|
$
|
1,901,285
|
|
|
December 31, 2011
|
|
For the Year Ended December 31, 2011
|
||||||||||||||||||||||||||||||||
|
Deferred
commission and other acquisition expenses |
|
Reserve
for loss and loss adjustment expenses |
|
Unearned
premiums |
|
Net
premiums earned |
|
Net
investment income |
|
Net loss and
loss adjustment expenses |
|
Amortization
of deferred commission and other acquisition expenses |
|
General and
admin. expenses |
|
Net
premiums written |
||||||||||||||||||
Diversified Reinsurance
|
$
|
98,712
|
|
|
$
|
1,011,431
|
|
|
$
|
348,131
|
|
|
$
|
748,387
|
|
|
$
|
—
|
|
|
$
|
502,375
|
|
|
$
|
200,239
|
|
|
$
|
36,374
|
|
|
$
|
798,037
|
|
AmTrust Quota Share Reinsurance
|
120,369
|
|
|
327,101
|
|
|
391,275
|
|
|
558,197
|
|
|
—
|
|
|
380,263
|
|
|
160,522
|
|
|
2,283
|
|
|
669,283
|
|
|||||||||
NGHC Quota Share
|
29,355
|
|
|
59,906
|
|
|
92,641
|
|
|
245,844
|
|
|
—
|
|
|
160,416
|
|
|
78,051
|
|
|
1,635
|
|
|
256,201
|
|
|||||||||
Corporate
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
|
74,891
|
|
|
—
|
|
|
—
|
|
|
13,600
|
|
|
—
|
|
|||||||||
Total
|
$
|
248,436
|
|
|
$
|
1,398,438
|
|
|
$
|
832,047
|
|
|
$
|
1,552,428
|
|
|
$
|
74,891
|
|
|
$
|
1,043,054
|
|
|
$
|
438,812
|
|
|
$
|
53,892
|
|
|
$
|
1,723,521
|
|
For the Year Ended December 31,
|
|
(a)
Gross |
|
(b)
Ceded to other companies |
|
(c)
Assumed from other companies |
|
(d)
Net amount (a) - (b) + (c) |
|
Percentage of
amount to net (c)/(d) |
|||||||||
2013 Premiums – General Insurance
|
|
$
|
104,976
|
|
|
$
|
107,858
|
|
|
$
|
2,099,183
|
|
|
$
|
2,096,301
|
|
|
100.1
|
%
|
2012 Premiums – General Insurance
|
|
122,412
|
|
|
99,707
|
|
|
1,878,580
|
|
|
1,901,285
|
|
|
98.8
|
%
|
||||
2011 Premiums – General Insurance
|
|
114,036
|
|
|
89,076
|
|
|
1,698,561
|
|
|
1,723,521
|
|
|
98.6
|
%
|
|
|
Net loss and loss adjustment expenses
|
|
Paid loss
and loss adjustment expenses |
||||||||
For the Year Ended December 31,
|
|
Current Year
|
|
Prior Year
|
|
|||||||
2013
|
|
$
|
1,351,043
|
|
|
$
|
(1,413
|
)
|
|
$
|
1,116,096
|
|
2012
|
|
1,239,016
|
|
|
23,332
|
|
|
1,015,309
|
|
|||
2011
|
|
1,028,855
|
|
|
14,199
|
|
|
880,004
|
|
(a)
|
establish, maintain and terminate discretionary and non-discretionary investment accounts with banks, brokers, dealers, investment advisers or other investment professionals, including affiliates of AIIM (“Investment Service Providers”), provided, such Investment Service Providers maintain all required licenses, registrations, memberships and approvals required to perform the investment services being offered. If AIIM delegates any of its discretionary investment, advisory and other rights, powers and functions hereunder to any Investment Service Provider, AIIM shall always remain liable to Maiden LF for its obligations hereunder. References herein to AIIM shall include, as the context may require, any of AIIM’s affiliates that are selected to manage assets under this Agreement. Any affiliate of AIIM that is delegated authority under this Agreement shall accept such delegation in an agreement between the AIIM and any such affiliate and acknowledge that it is a fiduciary with respect to the Account.
|
(b)
|
purchase, hold, sell, write, exchange, transfer, and otherwise invest and trade in property of all kind, including without limitation:
|
(i)
|
any publicly-traded or non-publicly traded, U.S or non-U.S.: general or limited partnership or limited liability company interest; investment contract, bond, note, debenture (whether subordinated, convertible or otherwise), trust receipt or
|
(ii)
|
any non-U.S. currency or any right or option to acquire or dispose of a non-U.S. currency, including a put or call; and
|
(iii)
|
any commodity or any right or option to acquire or dispose of a commodity, including a put or call, a straddle, or futures, forward, or spot contract, or any notional principal contract relating to any such commodity, right, or option (whether or not traded on an exchange);
|
(c)
|
invest or deposit in obligations of any government or any agency or instrumentality thereof, time deposits in and certificates of deposit of banks, the long term debt of which is rated not less than AA by Standard and Poor’s Ratings Services, a division of The McGraw Hill Companies, Inc. (“S&P”), securities issued by corporations the long-term debt of which is rated not less than AA by S&P, or commercial paper which is rated A-1 by S&P, in each case having a maturity of not more than 91 days from the date of issuance, or foreign money market mutual funds, or other short-term investments which have at the time of investment a rating of AAA by S&P; and
|
(d)
|
vote proxies, grant consents solicited by or with respect to the issuers of securities in which assets of the Account may be invested from time to time, provided that Maiden LF reserves the right to exercise or direct the exercise of voting rights with respect to securities which are Account assets or grant its consent with respect to solicitations by or with respect to the issuers of such securities, in each case upon consultation with Maiden LF.
|
(a)
|
AIIM may place orders for the execution of transactions for the Account with or through Investment Service Providers as AIIM may select. AIIM agrees that securities are to be purchased through such brokers as, in AIIM’s best judgment, shall offer the best combination of price and execution. AIIM, in seeking to obtain best execution of portfolio transactions for the Account, may consider the quality and reliability of brokerage services, as well as research and investment information and other services provided by brokers or dealers. AIIM may cause the Account to pay a broker or dealer that provides brokerage and research services to AIIM an amount of commission for effecting a transaction in excess of the amount of commission that another broker or dealer would have charged for effecting that transaction, if AIIM determines in good faith that such amount of commission is reasonable in relation to the value of the brokerage and research services provided by the broker or dealer. These brokerage and research services may also assist AIIM in rendering services to other clients, and not all such services will necessarily be used in connection with the Account. In addition,
|
(a)
|
This Agreement shall remain in effect for a period of one year from the Effective Date (the “Initial Term”). Thereafter, this Agreement shall automatically renew for successive one year terms unless (i) AIIM or Maiden LF, as the case may be, provides notice thirty (30) days prior to the end of a term of its intent not to renew, or (ii) this Agreement is terminated pursuant to sections 8(b) and (c) below.
|
(b)
|
Following the Initial Term, the Agreement may be terminated at any time by either party upon thirty (30) days written notice.
|
(c)
|
Maiden LF may terminate this Agreement immediately, upon written notice, upon the occurrence of any of the following events:
|
i.
|
AIIM fails to comply with any term or condition of this Agreement, or for whatever reason, does not commence fulfillment of duties provided in this Agreement, or once having commenced its duties, engages in neglect of its duties and obligations hereunder, fails or refuses to act to carry out its duties and obligations hereunder;
|
ii.
|
AIIM is sold, undergoes a material change in ownership, in its capital participation or control, change in management, board of directors, officers or key personnel or causes to be sold, transferred or pledged all or substantially all of its stock or assets to a third party; or
|
iii.
|
AIIM suffers the loss, suspension or revocation of any license or certificate of authority from any regulatory body that is material to the performance of its duties and obligations herein, or such license becomes invalid or expires and is not renewed without any lapse.
|
Name
|
|
Jurisdiction
|
Maiden Insurance Company Ltd.
|
|
Bermuda
|
Maiden Holdings North America, Ltd.
|
|
Delaware
|
Maiden Re Insurance Services, LLC
|
|
Delaware
|
Maiden Reinsurance Company
|
|
Missouri
|
Maiden Specialty Insurance Company
|
|
North Carolina
|
Maiden Global Servicing Company, LLC
|
|
Delaware
|
Maiden Life Försäkrings AB
|
|
Sweden
|
Maiden Global Holdings Ltd.
|
|
England
|
Maiden Germany GmbH
|
|
Germany
|
Opel Händler VersicherungsService GmbH
|
|
Germany
|
OVS Opel VersicherungsService GmbH
|
|
Austria
|
Maiden Australia (Holdings) Pty Ltd
|
|
Australia
|
Maiden Russia LLC
|
|
Russia
|
Maiden Nederland B.V.
|
|
Netherlands
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
Dated:
|
March 3, 2014
|
/s/ ARTURO M. RASCHBAUM
|
|
|
Name: Arturo M. Raschbaum
Title: President and Chief Executive Officer
(Principal Executive Officer)
|
2.
|
Based on my knowledge, this report does not contain any untrue statement of a material fact or omit to state a material fact necessary to make the statements made, in light of the circumstances under which such statements were made, not misleading with respect to the period covered by this report;
|
3.
|
Based on my knowledge, the financial statements, and other financial information included in this report, fairly present in all material respects the financial condition, results of operations and cash flows of the registrant as of, and for, the periods presented in this report;
|
4.
|
The registrant's other certifying officer(s) and I are responsible for establishing and maintaining disclosure controls and procedures (as defined in Exchange Act Rules 13a-15(e) and 15d-15(e)) and internal control over financial reporting (as defined in Exchange Act Rules 13a-15(f) and 15d-15(f)) for the registrant and have:
|
5.
|
The registrant's other certifying officer(s) and I have disclosed, based on our most recent evaluation of internal control over financial reporting, to the registrant's auditors and the audit committee of the registrant's board of directors (or persons performing the equivalent functions):
|
Dated:
|
March 3, 2014
|
/s/ JOHN M. MARSHALECK
|
|
|
Name: John M. Marshaleck
Title: Chief Financial Officer
(Principal Financial Officer)
|
Dated:
|
March 3, 2014
|
/s/ ARTURO M. RASCHBAUM
|
|
|
Name: Arturo M. Raschbaum
Title: President and Chief Executive Officer
|
Dated:
|
March 3, 2014
|
/s/ JOHN M. MARSHALECK
|
|
|
Name: John M. Marshaleck
Title: Chief Financial Officer
|