FORM 10-Q
UNITED STATES SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
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þ |
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT
OF 1934 |
For the quarterly period ended March 31, 2006
or
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o |
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934 |
For the transition period from to
Commission File Number 001-31341
Platinum Underwriters Holdings, Ltd.
(Exact name of registrant as specified in its charter)
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Bermuda
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98-0416483 |
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(State or other jurisdiction of |
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(I.R.S. Employer Identification No.) |
incorporation or organization)
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The Belvedere Building |
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69 Pitts Bay Road |
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Pembroke, Bermuda
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HM 08 |
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(Address of principal executive offices)
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(Zip Code) |
(441) 295-7195
(Registrants telephone number, including area code)
Not Applicable
(Former name, former address and former fiscal year, if changed since last report)
Indicate by check mark whether the registrant: (1) has filed all reports required to be filed
by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or
for such shorter period that the registrant was required to file such reports); and (2) has been
subject to such filing requirements for the past 90 days. Yesþ No o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated
filer or a non-accelerated filer. See definition of accelerated filer and large accelerated filer
in Rule 12b-2 of the Exchange Act. (Check one):
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Large accelerated filer þ
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Accelerated filer o
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Non-accelerated filer o |
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of
the Exchange Act). Yes o No þ
As of April 17, 2006, there were outstanding 59,201,800 common shares, par value $0.01 per
share, of the registrant.
PLATINUM UNDERWRITERS HOLDINGS, LTD.
QUARTERLY REPORT ON FORM 10-Q FOR THE QUARTER ENDED MARCH 31, 2006
TABLE OF CONTENTS
PART I FINANCIAL INFORMATION
ITEM 1. CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Consolidated Balance Sheets
($ in thousands, except share data)
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(Unaudited) |
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March 31, |
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December 31, |
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2006 |
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2005 |
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ASSETS |
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Investments: |
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Fixed maturity available-for-sale securities at fair value
(amortized cost $3,208,066 and $2,936,152, respectively) |
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$ |
3,121,500 |
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$ |
2,888,922 |
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Fixed maturity trading securities at fair value
(amortized cost $101,832 and $99,141, respectively) |
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99,821 |
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98,781 |
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Preferred stocks (cost $8,735 and $8,735, respectively) |
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8,169 |
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8,186 |
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Other invested asset |
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5,000 |
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5,000 |
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Short-term investments |
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80,609 |
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8,793 |
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Total investments |
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3,315,099 |
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3,009,682 |
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Cash and cash equivalents |
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570,030 |
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820,746 |
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Accrued investment income |
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29,581 |
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29,230 |
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Reinsurance premiums receivable |
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517,429 |
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567,449 |
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Reinsurance recoverable on ceded losses and loss adjustment expenses |
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61,528 |
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68,210 |
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Prepaid reinsurance premiums |
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30,860 |
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7,899 |
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Funds held by ceding companies |
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266,541 |
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291,629 |
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Deferred acquisition costs |
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105,699 |
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130,800 |
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Income tax recoverable |
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10,600 |
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24,522 |
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Deferred tax assets |
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36,723 |
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31,934 |
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Due from investment broker |
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187 |
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157,930 |
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Other assets |
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11,940 |
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14,344 |
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Total assets |
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$ |
4,956,217 |
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$ |
5,154,375 |
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LIABILITIES AND SHAREHOLDERS EQUITY |
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Liabilities |
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Unpaid losses and loss adjustment expenses |
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$ |
2,371,916 |
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$ |
2,323,990 |
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Unearned premiums |
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474,433 |
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502,018 |
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Reinsurance deposit liabilities |
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6,041 |
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6,048 |
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Debt obligations |
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292,840 |
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292,840 |
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Ceded premiums payable |
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38,106 |
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22,544 |
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Commissions payable |
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142,826 |
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186,654 |
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Deferred tax liabilities |
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960 |
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118 |
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Due to investment broker |
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16,902 |
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259,834 |
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Other liabilities |
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34,355 |
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20,080 |
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Total liabilities |
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3,378,379 |
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3,614,126 |
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Shareholders Equity |
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Preferred shares, $.01 par value, 25,000,000 shares authorized,
5,750,000 shares issued and outstanding |
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57 |
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57 |
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Common shares, $.01 par value, 200,000,000 shares authorized,
59,190,300 and 59,126,675 shares issued and outstanding,
respectively |
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592 |
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590 |
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Additional paid-in capital |
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1,528,020 |
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1,527,316 |
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Unearned share grant compensation |
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(2,467 |
) |
Accumulated other comprehensive loss |
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(76,029 |
) |
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(40,718 |
) |
Retained earnings |
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125,198 |
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55,471 |
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Total shareholders equity |
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1,577,838 |
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1,540,249 |
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Total liabilities and shareholders equity |
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$ |
4,956,217 |
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$ |
5,154,375 |
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See accompanying notes to condensed consolidated financial statements.
-1-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Consolidated Statements of Income and Comprehensive Income (Unaudited)
For the Three Months Ended March 31, 2006 and 2005
($ in thousands, except per share data)
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2006 |
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2005 |
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Revenue: |
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Net premiums earned |
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$ |
344,301 |
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$ |
411,040 |
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Net investment income |
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43,515 |
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26,905 |
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Net realized gains on investments |
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65 |
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372 |
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Other income (expense), net |
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(1,317 |
) |
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(356 |
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Total revenue |
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386,564 |
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437,961 |
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Expenses: |
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Losses and loss adjustment expenses |
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206,774 |
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237,698 |
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Acquisition expenses |
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69,239 |
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93,249 |
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Operating expenses |
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22,988 |
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20,008 |
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Net foreign currency exchange losses (gains) |
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(275 |
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1,798 |
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Interest expense |
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5,450 |
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2,173 |
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Total expenses |
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304,176 |
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354,926 |
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Income before income tax expense |
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82,388 |
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83,035 |
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Income tax expense |
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5,352 |
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9,947 |
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Net income |
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77,036 |
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73,088 |
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Preferred dividends |
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2,576 |
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Net income available to common shareholders |
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$ |
74,460 |
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$ |
73,088 |
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Earnings per common share: |
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Basic earnings per common share |
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$ |
1.26 |
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$ |
1.69 |
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Diluted earnings per common share |
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$ |
1.16 |
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$ |
1.49 |
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Comprehensive income: |
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Net income |
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$ |
77,036 |
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$ |
73,088 |
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Other comprehensive income: |
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Net change in unrealized gains and losses on
available-for-sale securities, net of deferred tax |
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(35,315 |
) |
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(34,629 |
) |
Cumulative translation adjustments, net of deferred tax |
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4 |
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9 |
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Comprehensive income |
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$ |
41,725 |
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$ |
38,468 |
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Shareholder dividends: |
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Preferred dividends declared |
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$ |
2,012 |
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Preferred dividends declared per share |
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0.35 |
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Common dividends declared |
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4,733 |
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$ |
3,449 |
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Common dividends declared per share |
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$ |
0.08 |
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$ |
0.08 |
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See accompanying notes to condensed consolidated financial statements.
-2-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Consolidated Statements of Changes in Shareholders Equity (Unaudited)
For the Three Months Ended March 31, 2006 and 2005
($ in thousands)
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2006 |
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2005 |
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Preferred shares: |
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Balances at beginning of year |
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$ |
57 |
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$ |
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Balances at end of period |
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57 |
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Common shares: |
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Balances at beginning of year |
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590 |
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430 |
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Exercise of share options |
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1 |
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2 |
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Issuance of restricted shares |
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1 |
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Balances at end of period |
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592 |
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432 |
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Additional paid-in-capital: |
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Balances at beginning of year |
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1,527,316 |
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911,851 |
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Transfer of unearned common share grant compensation |
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(2,467 |
) |
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Exercise of common share options |
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1,435 |
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3,757 |
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Share based compensation |
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1,736 |
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1,295 |
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Balances at end of period |
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1,528,020 |
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916,903 |
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Unearned common share grant compensation: |
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Balances at beginning of year |
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(2,467 |
) |
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Transfer of unearned common share grant compensation |
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2,467 |
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Balances at end of period |
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Accumulated other comprehensive income (loss): |
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Balances at beginning of year |
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(40,718 |
) |
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|
12,252 |
|
Net change in unrealized gains and losses on
available-for-sale securities, net of deferred tax |
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|
(35,315 |
) |
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(34,629 |
) |
Net change in cumulative translation adjustments,
net of deferred tax |
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4 |
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9 |
|
|
|
|
|
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Balances at end of period |
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(76,029 |
) |
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(22,368 |
) |
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Retained earnings: |
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Balances at beginning of year |
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55,471 |
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|
|
208,470 |
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Net income |
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|
77,036 |
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|
|
73,088 |
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Preferred share dividends |
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(2,576 |
) |
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|
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Common share dividends |
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(4,733 |
) |
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(3,449 |
) |
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Balances at end of period |
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|
125,198 |
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|
278,109 |
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Total shareholders equity |
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$ |
1,577,838 |
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$ |
1,173,076 |
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See accompanying notes to condensed consolidated financial statements.
-3-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Consolidated Statements of Cash Flows (Unaudited)
For the Three Months Ended March 31, 2006 and 2005
($ in thousands)
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2006 |
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2005 |
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Operating Activities: |
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Net income |
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$ |
77,036 |
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$ |
73,088 |
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Adjustments to reconcile net income to cash used in operations: |
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Depreciation and amortization |
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3,803 |
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|
4,931 |
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Net realized gains on investments |
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(65 |
) |
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|
(372 |
) |
Net foreign currency exchange (gains) losses |
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|
(275 |
) |
|
|
1,798 |
|
Share based compensation |
|
|
1,736 |
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|
|
1,295 |
|
Deferred income tax expense |
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|
87 |
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(593 |
) |
Trading securities activities |
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|
717 |
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|
4,527 |
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Changes in assets and liabilities: |
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Increase in accrued investment income |
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(351 |
) |
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(3,464 |
) |
(Increase) decrease in reinsurance premiums receivable |
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|
50,020 |
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(58,235 |
) |
(Increase) decrease in funds held by ceding companies |
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|
25,088 |
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|
|
(24,743 |
) |
(Increase) decrease in deferred acquisition costs |
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|
25,101 |
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|
|
(13,517 |
) |
Increase in net unpaid losses and loss adjustment expenses |
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|
53,256 |
|
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|
119,840 |
|
Increase (decrease) in net unearned premiums |
|
|
(50,546 |
) |
|
|
82,486 |
|
Decrease in reinsurance deposit liabilities |
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|
(7 |
) |
|
|
(14,484 |
) |
Increase in ceded premiums payable |
|
|
15,562 |
|
|
|
16,361 |
|
Decrease in commissions payable |
|
|
(43,828 |
) |
|
|
(9,701 |
) |
Increase in funds withheld |
|
|
|
|
|
|
1,082 |
|
Decrease in income tax recoverable |
|
|
13,922 |
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|
|
10,538 |
|
Net changes in other assets and liabilities |
|
|
15,712 |
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|
|
(11,680 |
) |
Other net |
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(12 |
) |
|
|
491 |
|
|
|
|
|
|
|
|
Net cash provided by operating activities |
|
|
186,956 |
|
|
|
179,648 |
|
|
|
|
|
|
|
|
Investing Activities: |
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|
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|
|
|
|
|
Proceeds from sale of available-for-sale fixed maturity
securities |
|
|
179,119 |
|
|
|
72,716 |
|
Proceeds from maturity or paydown of available-for-sale fixed
maturity securities |
|
|
32,535 |
|
|
|
21,155 |
|
Acquisition of available-for-sale fixed maturity securities |
|
|
(572,201 |
) |
|
|
(183,709 |
) |
Increase in short-term investments |
|
|
(71,816 |
) |
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities |
|
|
(432,363 |
) |
|
|
(89,838 |
) |
|
|
|
|
|
|
|
Financing Activities: |
|
|
|
|
|
|
|
|
Dividends paid to preferred shareholders |
|
|
(2,012 |
) |
|
|
|
|
Dividends paid to common shareholders |
|
|
(4,733 |
) |
|
|
(3,449 |
) |
Proceeds from exercise of share options |
|
|
1,436 |
|
|
|
3,759 |
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing activities |
|
|
(5,309 |
) |
|
|
310 |
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents |
|
|
(250,716 |
) |
|
|
90,120 |
|
Cash and cash equivalents at beginning of year |
|
|
820,746 |
|
|
|
209,897 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
|
$ |
570,030 |
|
|
$ |
300,017 |
|
|
|
|
|
|
|
|
Supplemental disclosures of cash flow information: |
|
|
|
|
|
|
|
|
Income taxes paid (recovered) |
|
$ |
(8,699 |
) |
|
$ |
10,200 |
|
Interest paid |
|
$ |
|
|
|
$ |
1,840 |
|
See accompanying notes to condensed consolidated financial statements.
-4-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited)
For the Three Months Ended March 31, 2006 and 2005
(1) Basis of Presentation
The condensed consolidated financial statements have been prepared in conformity with
accounting principles generally accepted in the United States of America (U.S. GAAP) and include
the accounts of Platinum Underwriters Holdings, Ltd. (Platinum Holdings) and its subsidiaries
(collectively, the Company), including Platinum Underwriters Bermuda, Ltd. (Platinum Bermuda),
Platinum Underwriters Reinsurance, Inc. (Platinum US), Platinum Re (UK) Limited, Platinum
Underwriters Finance, Inc. (Platinum Finance), Platinum Regency Holdings, and Platinum
Administrative Services, Inc. All material inter-company transactions have been eliminated in
preparing these condensed consolidated financial statements. The condensed consolidated financial
statements included in this report as of and for the three months ended March 31, 2006 and 2005 are
unaudited and include adjustments consisting of normal recurring items that management considers
necessary for a fair presentation under U.S. GAAP. These condensed consolidated financial
statements should be read in conjunction with the consolidated financial statements and related
notes included in the Companys Annual Report on Form 10-K for the year ended December 31, 2005.
The preparation of financial statements requires us to make estimates and assumptions that
affect the reported amounts of assets and liabilities and disclosure of contingent assets and
liabilities at the date of the financial statements and the reported amounts of revenues and
expenses during the reporting period. Actual results could materially differ from these estimates.
The results of operations for any interim period are not necessarily indicative of results for the
full year.
Share-Based Compensation
We adopted Statement of Financial Accounting Standards No. 123R Share-Based Payment (SFAS
123R) using the modified prospective method effective January 1, 2006. SFAS 123R establishes
standards for the accounting for transactions in which an entity exchanges its equity instruments
for goods or services. SFAS 123R requires that, prospectively, compensation costs be recognized
for the fair value of all share options over their vesting period, including the cost related to
the unvested portion of all outstanding share options as of December 31, 2005.
Prior to January 1, 2006, we accounted for share based compensation using Statement of
Financial Accounting Standards No. 123 Accounting for Awards of Stock Based Compensation to
Employees and Statement of Financial Accounting Standards No. 148 Accounting for Stock-Based
Compensation-Transition and Disclosure (SFAS 148). In accordance with the transition rules of
SFAS 148, we elected to continue using the intrinsic value method of accounting for our share-based
awards granted to employees established by Accounting Principles Board Opinion No. 25, Accounting
for Stock Issued to Employees (APB 25) for share options granted in 2002. Under APB 25, if the
exercise price of our employee share options is equal to or greater than the fair market value of
the underlying shares on the date of the grant, no compensation expense is recorded.
The following table illustrates the effect on our net income and earnings per share for the
three months ended March 31, 2005 of applying the fair value method to all share option grants ($
in thousands, except per share data):
-5-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to
Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
|
|
|
|
|
|
|
|
|
|
|
As |
|
|
|
|
|
|
|
Reported |
|
Pro Forma |
|
Share-based compensation expense |
|
$ |
1,295 |
|
|
$ |
2,521 |
|
Net income |
|
|
73,088 |
|
|
|
71,862 |
|
Basic earnings per share |
|
|
1.69 |
|
|
|
1.66 |
|
Diluted earnings per share |
|
$ |
1.49 |
|
|
$ |
1.46 |
|
Reclassifications
Certain reclassifications have been made to the 2005 financial statements in order to conform
to the 2006 presentation.
(2) Investments
Investments classified as available-for-sale are carried at fair value as of the balance sheet
date. Net change in unrealized investment gains and losses on available-for-sale securities, net
of deferred taxes for the three months ended March 31, 2006 and 2005 were as follows ($ in
thousands):
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
Fixed maturities |
|
$ |
(39,353 |
) |
|
$ |
(41,158 |
) |
Less deferred taxes |
|
|
4,038 |
|
|
|
6,529 |
|
|
|
|
|
|
|
|
Net change in unrealized investment gains and losses |
|
$ |
(35,315 |
) |
|
$ |
(34,629 |
) |
|
|
|
|
|
|
|
Gross unrealized gains and losses on available-for-sale securities as of March 31, 2006 were
$268,000 and $87,400,000, respectively.
The unrealized losses on securities classified as available-for-sale, aggregated by investment
category and length of time that individual securities have been in a continuous unrealized loss
position as of March 31, 2006 were as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized |
|
|
|
Fair Value |
|
|
Loss |
|
Less than twelve months: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government and U.S. Government agencies |
|
$ |
180,461 |
|
|
$ |
3,286 |
|
Corporate bonds |
|
|
951,215 |
|
|
|
28,514 |
|
Mortgage-backed and asset-backed securities |
|
|
1,032,480 |
|
|
|
29,807 |
|
Municipal bonds |
|
|
122,219 |
|
|
|
2,658 |
|
Foreign governments and states |
|
|
13,189 |
|
|
|
496 |
|
|
|
|
|
|
|
|
Total |
|
$ |
2,299,564 |
|
|
$ |
64,761 |
|
|
|
|
|
|
|
|
-6-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Unrealized |
|
|
|
Fair Value |
|
|
Loss |
|
Twelve months or more: |
|
|
|
|
|
|
|
|
Corporate bonds |
|
$ |
448,833 |
|
|
$ |
14,404 |
|
Mortgage-backed and asset-backed securities |
|
|
100,364 |
|
|
|
5,025 |
|
Municipal bonds |
|
|
76,596 |
|
|
|
1,781 |
|
Foreign governments and states |
|
|
27,158 |
|
|
|
863 |
|
Preferred stocks |
|
|
8,169 |
|
|
|
566 |
|
|
|
|
|
|
|
|
Total |
|
$ |
661,120 |
|
|
$ |
22,639 |
|
|
|
|
|
|
|
|
|
Total of securities with unrealized losses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
U.S. Government and U.S. Government agencies |
|
$ |
180,461 |
|
|
$ |
3,286 |
|
Corporate bonds |
|
|
1,400,048 |
|
|
|
42,918 |
|
Mortgage-backed and asset-backed securities |
|
|
1,132,844 |
|
|
|
34,832 |
|
Municipal bonds |
|
|
198,815 |
|
|
|
4,439 |
|
Foreign governments and states |
|
|
40,347 |
|
|
|
1,359 |
|
Preferred stocks |
|
|
8,169 |
|
|
|
566 |
|
|
|
|
|
|
|
|
Total |
|
$ |
2,960,684 |
|
|
$ |
87,400 |
|
|
|
|
|
|
|
|
We routinely review our available-for-sale investments to determine whether unrealized losses
represent temporary changes in fair value or are the result of other-than-temporary impairments.
The process of determining whether a security is other than temporarily impaired is subjective and
involves analyzing many factors. These factors include but are not limited to: the overall
financial condition of the issuer, the length and magnitude of an unrealized loss, specific credit
events, and our ability and intent to hold a security for a sufficient period of time for the value
to recover the unrealized loss. This is based on current and anticipated future positive cash
flows from operations that generate sufficient liquidity in order to meet our obligations. If we
determine that an unrealized loss on a security is other than temporary, we write down the carrying
value of the security and record a realized loss in the statement of operations.
Corporate, mortgage-backed and asset-backed securities represent our largest categories within
our available-for-sale portfolio and consequently account for the greatest amount of our overall
unrealized loss as of March 31, 2006. Investment holdings within our corporate sector are
diversified across approximately 30 sub-sectors, ranging from aerospace to telecommunications, and
within each sub-sector across many individual issuers and issues. As of March 31, 2006 there were
578 corporate issues in an unrealized loss position, with the single largest unrealized loss being
$726,000. Investment holdings within the mortgage-backed and asset-backed sector are diversified
across a number of sub-categories. As of March 31, 2006 there were a total of 997 issues in an
unrealized loss position in our investment portfolio, with the single largest unrealized loss being
$802,000.
Overall our unrealized loss position as of March 31, 2006 was a result of interest rate
increases that impacted all investment categories. Given our ability and intent to hold these
investments until a recovery of fair value, which may be maturity, we do not consider any of our
available-for-sale investments to be other-than-temporarily impaired as of March 31, 2006.
-7-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
(3) Earnings Per Share
Following are calculations of the basic and diluted earnings per share for the three months
ended March 31, 2006 and 2005 ($ in thousands, except per share data):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted |
|
|
|
|
|
|
|
|
|
|
Average |
|
|
|
|
|
|
Net |
|
|
Shares |
|
|
Earnings |
|
|
|
Income |
|
|
Outstanding |
|
|
Per Share |
|
Three months ended March 31, 2006: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share: |
|
|
|
|
|
|
|
|
|
|
|
|
Net income available to
common shareholders |
|
$ |
74,460 |
|
|
|
59,097 |
|
|
$ |
1.26 |
|
Effect of dilutive securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Common share options,
restricted common shares and
common share units |
|
|
|
|
|
|
1,810 |
|
|
|
|
|
Conversion of preferred
shares |
|
|
|
|
|
|
5,690 |
|
|
|
|
|
Preferred share dividends |
|
|
2,576 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net
income for diluted earnings per share |
|
$ |
77,036 |
|
|
|
66,597 |
|
|
$ |
1.16 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended March 31, 2005: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic earnings per share |
|
|
|
|
|
|
|
|
|
|
|
|
Net income available to
common shareholders |
|
$ |
73,088 |
|
|
|
43,163 |
|
|
$ |
1.69 |
|
Effect of dilutive securities: |
|
|
|
|
|
|
|
|
|
|
|
|
Common share options and
restricted common share
units |
|
|
|
|
|
|
1,860 |
|
|
|
|
|
Conversion of Equity
Security Units |
|
|
|
|
|
|
5,009 |
|
|
|
|
|
Interest expense related to
Equity Share Units, net of
income tax benefit |
|
|
1,423 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Adjusted net
income for diluted earnings per share |
|
$ |
74,511 |
|
|
|
50,032 |
|
|
$ |
1.49 |
|
|
|
|
|
|
|
|
|
|
|
|
(4) Operating Segment Information
We conduct our worldwide reinsurance business through three operating segments: Property and
Marine, Casualty and Finite Risk. The Property and Marine operating segment includes principally
property (including crop) and marine reinsurance coverages that are written in the United States
and international markets. This business includes catastrophe excess-of-loss treaties, per-risk
excess-of-loss treaties and proportional treaties. The Casualty operating segment includes
principally reinsurance treaties that cover umbrella liability, general and product liability,
professional liability, workers compensation, casualty clash, automobile liability, surety and
trade credit. This operating segment also includes accident and health treaties, which are
predominantly reinsurance of health insurance products. The Finite Risk operating segment includes
principally structured reinsurance contracts with ceding companies whose needs may not be met
efficiently through traditional reinsurance products. The classes of risks underwritten through
finite risk contracts are generally consistent with the classes covered by
-8-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
traditional products. Typically, the amount of losses we might pay is finite or capped. In
return for this limit on losses, we often accept a cap on the potential profit margin specified in
the treaty and return profits above this margin to the ceding company. The finite risk contracts
that we underwrite generally provide prospective protection, meaning coverage is provided for
losses that are incurred after inception of the contract, as contrasted with retrospective
coverage, which covers losses that are incurred prior to inception of the contract. The three main
categories of finite risk contracts are finite quota share, multi-year excess-of-loss and whole
account aggregate stop loss.
In managing our operating segments, we use measures such as underwriting income and
underwriting ratios to evaluate segment performance. We do not allocate by segment our assets or
certain income and expenses such as investment income, interest expense and certain corporate
expenses. Total underwriting income is reconciled to income before income tax expense. The
measures we use in evaluating our operating segments should not be used as a substitute for
measures determined under U.S. GAAP. The following table summarizes underwriting activity and
ratios for the operating segments together with a reconciliation of total underwriting income to
income before income tax expense for the three months ended March 31, 2006 and 2005 ($ in
thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property |
|
|
|
|
|
|
|
|
|
|
|
|
and Marine |
|
|
Casualty |
|
|
Finite Risk |
|
|
Total |
|
Three months ended March 31, 2006: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums written |
|
$ |
165,264 |
|
|
|
182,350 |
|
|
|
(54,336 |
) |
|
$ |
293,278 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums earned |
|
|
131,544 |
|
|
|
173,668 |
|
|
|
39,089 |
|
|
|
344,301 |
|
Losses and LAE |
|
|
59,828 |
|
|
|
116,565 |
|
|
|
30,381 |
|
|
|
206,774 |
|
Acquisition expenses |
|
|
19,649 |
|
|
|
41,354 |
|
|
|
8,236 |
|
|
|
69,239 |
|
Other underwriting expenses |
|
|
10,028 |
|
|
|
6,335 |
|
|
|
925 |
|
|
|
17,288 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment underwriting income (loss) |
|
$ |
42,039 |
|
|
|
9,414 |
|
|
|
(453 |
) |
|
|
51,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income and net realized gains on investments |
|
|
|
|
|
|
|
|
|
|
43,580 |
|
Net foreign currency exchange gains |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
275 |
|
Other expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,317 |
) |
Corporate expenses not allocated to segments |
|
|
|
|
|
|
|
|
|
|
(5,700 |
) |
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5,450 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income tax expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
82,388 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and LAE |
|
|
45.5 |
% |
|
|
67.1 |
% |
|
|
77.7 |
% |
|
|
60.1 |
% |
Acquisition expense |
|
|
14.9 |
% |
|
|
23.8 |
% |
|
|
21.1 |
% |
|
|
20.1 |
% |
Other underwriting expense |
|
|
7.6 |
% |
|
|
3.6 |
% |
|
|
2.4 |
% |
|
|
5.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined |
|
|
68.0 |
% |
|
|
94.5 |
% |
|
|
101.2 |
% |
|
|
85.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
-9-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to
Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property |
|
|
|
|
|
|
|
|
|
|
|
|
and Marine |
|
|
Casualty |
|
|
Finite Risk |
|
|
Total |
|
Three months ended March 31, 2005: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums written |
|
$ |
185,049 |
|
|
|
215,669 |
|
|
|
93,081 |
|
|
$ |
493,799 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums earned |
|
|
128,197 |
|
|
|
184,768 |
|
|
|
98,075 |
|
|
|
411,040 |
|
Losses and LAE |
|
|
60,040 |
|
|
|
118,438 |
|
|
|
59,220 |
|
|
|
237,698 |
|
Acquisition expenses |
|
|
21,989 |
|
|
|
45,202 |
|
|
|
26,058 |
|
|
|
93,249 |
|
Other underwriting expenses |
|
|
7,723 |
|
|
|
7,313 |
|
|
|
1,571 |
|
|
|
16,607 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment underwriting income |
|
$ |
38,445 |
|
|
|
13,815 |
|
|
|
11,226 |
|
|
|
63,486 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income and net realized gains on investments |
|
|
|
|
|
|
|
|
|
|
27,277 |
|
Net foreign currency exchange losses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,798 |
) |
Other expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(356 |
) |
Corporate expenses not allocated to segments |
|
|
|
|
|
|
|
|
|
|
(3,401 |
) |
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,173 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income tax expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
83,035 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and LAE |
|
|
46.8 |
% |
|
|
64.1 |
% |
|
|
60.4 |
% |
|
|
57.8 |
% |
Acquisition expense |
|
|
17.2 |
% |
|
|
24.5 |
% |
|
|
26.6 |
% |
|
|
22.7 |
% |
Other underwriting expense |
|
|
6.0 |
% |
|
|
4.0 |
% |
|
|
1.6 |
% |
|
|
4.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined |
|
|
70.0 |
% |
|
|
92.6 |
% |
|
|
88.6 |
% |
|
|
84.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
(5) Income Taxes
We provide for income taxes based upon amounts reported in the consolidated financial
statements and the provisions of currently enacted tax laws. Platinum Holdings and Platinum
Bermuda are incorporated in Bermuda. Under current Bermuda law, they are not taxed on any Bermuda
income or capital gains and they have received an assurance that if any legislation is enacted in
Bermuda that would impose tax computed on profits or income, or computed on any capital asset, gain
or appreciation, or any tax in the nature of estate duty or inheritance tax, then the imposition of
any such tax will not be applicable to Platinum Holdings or Platinum Bermuda or any of their
respective operations, shares, debentures or other obligations until March 28, 2016. We also have
subsidiaries in the United States, United Kingdom and Ireland that are subject to the tax laws
thereof.
A reconciliation of expected income tax expense, computed by applying a 35% income tax rate to
income before income taxes, to actual income tax expense for the three months ended March 31, 2006
and 2005 is as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
|
2005 |
|
Expected income tax expense at 35% |
|
$ |
28,836 |
|
|
$ |
29,062 |
|
Effect of foreign income subject to tax
at rates other than 35% |
|
|
(23,226 |
) |
|
|
(18,623 |
) |
Tax exempt investment income |
|
|
(553 |
) |
|
|
(526 |
) |
Other, net |
|
|
295 |
|
|
|
34 |
|
|
|
|
|
|
|
|
Income tax expense |
|
$ |
5,352 |
|
|
$ |
9,947 |
|
|
|
|
|
|
|
|
-10-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
(6) Condensed Consolidating Financial Information
Platinum Finance is a U.S. based intermediate holding company and a wholly owned subsidiary of
Platinum Regency. The outstanding Series B 7.5% Notes, due June 1, 2017 issued by Platinum Finance
are fully and unconditionally guaranteed by Platinum Holdings. The outstanding Series B 6.371%
Remarketed Senior Guaranteed Notes, due November 16, 2007, issued by Platinum Finance are also
fully and unconditionally guaranteed by Platinum Holdings.
The payment of dividends from our regulated reinsurance subsidiaries is limited by applicable
laws and statutory requirements of the jurisdictions in which the subsidiaries operate, including
Bermuda, the United States and the United Kingdom. Based on the regulatory restrictions of the
applicable jurisdictions, the maximum amount available for payment of dividends or other
distributions by the reinsurance subsidiary of Platinum Finance in 2006 without prior regulatory
approval is approximately $44,000,000. The maximum amount available for payment of dividends or
other distributions by the reinsurance subsidiaries of Platinum Holdings in 2006, including the
reinsurance subsidiary of Platinum Finance, without prior regulatory approval is estimated to be
approximately $197,000,000.
The tables below present condensed consolidating financial information of Platinum Holdings,
Platinum Finance and the non-guarantor subsidiaries of Platinum Holdings as of March 31, 2006 and
December 31, 2005 and for the three months ended March 31, 2006 and 2005 ($ in thousands):
-11-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non- |
|
|
|
|
|
|
|
Condensed Consolidating Balance Sheet |
|
Platinum |
|
|
Platinum |
|
|
guarantor |
|
|
Consolidating |
|
|
|
|
March 31, 2006 |
|
Holdings |
|
|
Finance |
|
|
Subsidiaries |
|
|
Adjustments |
|
|
Consolidated |
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investments |
|
$ |
|
|
|
|
13,074 |
|
|
|
3,302,025 |
|
|
|
|
|
|
$ |
3,315,099 |
|
Investment in subsidiaries |
|
|
1,455,307 |
|
|
|
453,398 |
|
|
|
439,328 |
|
|
|
(2,348,033 |
) |
|
|
|
|
Cash and cash equivalents |
|
|
121,333 |
|
|
|
9,881 |
|
|
|
438,816 |
|
|
|
|
|
|
|
570,030 |
|
Reinsurance assets |
|
|
|
|
|
|
|
|
|
|
2,900,793 |
|
|
|
(1,918,736 |
) |
|
|
982,057 |
|
Income tax recoverable |
|
|
|
|
|
|
1,920 |
|
|
|
8,680 |
|
|
|
|
|
|
|
10,600 |
|
Other assets |
|
|
4,497 |
|
|
|
4,049 |
|
|
|
169,885 |
|
|
|
(100,000 |
) |
|
|
78,431 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
1,581,137 |
|
|
|
482,322 |
|
|
|
7,259,527 |
|
|
|
(4,366,769 |
) |
|
$ |
4,956,217 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS EQUITY
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reinsurance liabilities |
|
$ |
|
|
|
|
|
|
|
|
4,947,661 |
|
|
|
(1,914,339 |
) |
|
$ |
3,033,322 |
|
Debt obligations |
|
|
|
|
|
|
292,840 |
|
|
|
|
|
|
|
|
|
|
|
292,840 |
|
Other liabilities |
|
|
3,299 |
|
|
|
7,394 |
|
|
|
45,921 |
|
|
|
(4,397 |
) |
|
|
52,217 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
3,299 |
|
|
|
300,234 |
|
|
|
4,993,582 |
|
|
|
(1,918,736 |
) |
|
|
3,378,379 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders Equity: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares |
|
|
57 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
57 |
|
Common shares |
|
|
592 |
|
|
|
|
|
|
|
6,250 |
|
|
|
(6,250 |
) |
|
|
592 |
|
Additional paid-in capital |
|
|
1,528,020 |
|
|
|
192,036 |
|
|
|
2,150,834 |
|
|
|
(2,342,870 |
) |
|
|
1,528,020 |
|
Accumulated other comprehensive loss |
|
|
(76,029 |
) |
|
|
(16,181 |
) |
|
|
(95,956 |
) |
|
|
112,137 |
|
|
|
(76,029 |
) |
Retained earnings |
|
|
125,198 |
|
|
|
6,233 |
|
|
|
204,817 |
|
|
|
(211,050 |
) |
|
|
125,198 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total shareholders equity |
|
|
1,577,838 |
|
|
|
182,088 |
|
|
|
2,265,945 |
|
|
|
(2,448,033 |
) |
|
|
1,577,838 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and shareholders
equity |
|
$ |
1,581,137 |
|
|
|
482,322 |
|
|
|
7,259,527 |
|
|
|
(4,366,769 |
) |
|
$ |
4,956,217 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-12-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Non- |
|
|
|
|
|
|
|
Condensed Consolidating Balance Sheet |
|
Platinum |
|
|
Platinum |
|
|
guarantor |
|
|
Consolidating |
|
|
|
|
December 31, 2005 |
|
Holdings |
|
|
Finance |
|
|
Subsidiaries |
|
|
Adjustments |
|
|
Consolidated |
|
ASSETS |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total investments |
|
$ |
|
|
|
|
12,448 |
|
|
|
2,997,234 |
|
|
|
|
|
|
$ |
3,009,682 |
|
Investment in subsidiaries |
|
|
1,410,794 |
|
|
|
448,839 |
|
|
|
436,368 |
|
|
|
(2,296,001 |
) |
|
|
|
|
Cash and cash equivalents |
|
|
129,962 |
|
|
|
5,010 |
|
|
|
685,774 |
|
|
|
|
|
|
|
820,746 |
|
Reinsurance assets |
|
|
|
|
|
|
|
|
|
|
2,969,880 |
|
|
|
(1,903,893 |
) |
|
|
1,065,987 |
|
Income tax recoverable |
|
|
|
|
|
|
5,874 |
|
|
|
18,648 |
|
|
|
|
|
|
|
24,522 |
|
Other assets |
|
|
2,963 |
|
|
|
4,086 |
|
|
|
326,389 |
|
|
|
(100,000 |
) |
|
|
233,438 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total assets |
|
$ |
1,543,719 |
|
|
|
476,257 |
|
|
|
7,434,293 |
|
|
|
(4,299,894 |
) |
|
$ |
5,154,375 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
LIABILITIES AND SHAREHOLDERS
EQUITY |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reinsurance liabilities |
|
$ |
|
|
|
|
|
|
|
|
4,868,470 |
|
|
|
(1,827,216 |
) |
|
$ |
3,041,254 |
|
Debt obligations |
|
|
|
|
|
|
292,840 |
|
|
|
|
|
|
|
|
|
|
|
292,840 |
|
Other liabilities |
|
|
3,470 |
|
|
|
2,243 |
|
|
|
350,996 |
|
|
|
(76,677 |
) |
|
|
280,032 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities |
|
|
3,470 |
|
|
|
295,083 |
|
|
|
5,219,466 |
|
|
|
(1,903,893 |
) |
|
|
3,614,126 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Shareholders Equity: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Preferred shares |
|
|
57 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
57 |
|
Common shares |
|
|
590 |
|
|
|
|
|
|
|
6,250 |
|
|
|
(6,250 |
) |
|
|
590 |
|
Unearned share grant compensation |
|
|
(2,467 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,467 |
) |
Additional paid-in capital |
|
|
1,527,316 |
|
|
|
192,036 |
|
|
|
2,150,834 |
|
|
|
(2,342,870 |
) |
|
|
1,527,316 |
|
Accumulated other comprehensive loss |
|
|
(40,718 |
) |
|
|
(10,199 |
) |
|
|
(52,840 |
) |
|
|
63,039 |
|
|
|
(40,718 |
) |
Retained earnings |
|
|
55,471 |
|
|
|
(663 |
) |
|
|
110,583 |
|
|
|
(109,920 |
) |
|
|
55,471 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total
shareholders equity |
|
|
1,540,249 |
|
|
|
181,174 |
|
|
|
2,214,827 |
|
|
|
(2,396,001 |
) |
|
|
1,540,249 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total liabilities and
shareholders equity |
|
$ |
1,543,719 |
|
|
|
476,257 |
|
|
|
7,434,293 |
|
|
|
(4,299,894 |
) |
|
$ |
5,154,375 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-13-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidating Statement of Income |
|
|
|
|
|
|
|
|
|
Non- |
|
|
|
|
|
|
|
For the Three Months Ended |
|
Platinum |
|
|
Platinum |
|
|
guarantor |
|
|
Consolidating |
|
|
|
|
March 31, 2006 |
|
Holdings |
|
|
Finance |
|
|
Subsidiaries |
|
|
Adjustments |
|
|
Consolidated |
|
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums earned |
|
$ |
|
|
|
|
|
|
|
|
344,301 |
|
|
|
|
|
|
$ |
344,301 |
|
Net investment income |
|
|
1,434 |
|
|
|
220 |
|
|
|
41,861 |
|
|
|
|
|
|
|
43,515 |
|
Net realized gains on investments |
|
|
|
|
|
|
|
|
|
|
65 |
|
|
|
|
|
|
|
65 |
|
Other income (expense), net |
|
|
1,100 |
|
|
|
|
|
|
|
(2,417 |
) |
|
|
|
|
|
|
(1,317 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenue |
|
|
2,534 |
|
|
|
220 |
|
|
|
383,810 |
|
|
|
|
|
|
|
386,564 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and loss adjustment expenses |
|
|
|
|
|
|
|
|
|
|
206,774 |
|
|
|
|
|
|
|
206,774 |
|
Acquisition expenses |
|
|
|
|
|
|
|
|
|
|
70,682 |
|
|
|
(1,443 |
) |
|
|
69,239 |
|
Operating expenses |
|
|
5,321 |
|
|
|
258 |
|
|
|
15,966 |
|
|
|
1,443 |
|
|
|
22,988 |
|
Net foreign currency exchange gains |
|
|
|
|
|
|
|
|
|
|
(275 |
) |
|
|
|
|
|
|
(275 |
) |
Interest expense |
|
|
|
|
|
|
5,450 |
|
|
|
|
|
|
|
|
|
|
|
5,450 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total expenses |
|
|
5,321 |
|
|
|
5,708 |
|
|
|
293,147 |
|
|
|
|
|
|
|
304,176 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income tax
expense (benefit) |
|
|
(2,787 |
) |
|
|
(5,488 |
) |
|
|
90,663 |
|
|
|
|
|
|
|
82,388 |
|
Income tax expense (benefit) |
|
|
|
|
|
|
(1,920 |
) |
|
|
7,272 |
|
|
|
|
|
|
|
5,352 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) before equity
in earnings of subsidiaries |
|
|
(2,787 |
) |
|
|
(3,568 |
) |
|
|
83,391 |
|
|
|
|
|
|
|
77,036 |
|
Equity in income of subsidiaries |
|
|
79,823 |
|
|
|
10,464 |
|
|
|
10,837 |
|
|
|
(101,124 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
|
77,036 |
|
|
|
6,896 |
|
|
|
94,228 |
|
|
|
(101,124 |
) |
|
|
77,036 |
|
Preferred dividends |
|
|
2,576 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2,576 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income
available to common shareholders |
|
$ |
74,460 |
|
|
|
6,896 |
|
|
|
94,228 |
|
|
|
(101,124 |
) |
|
$ |
74,460 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-14-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Consolidating Statement of Income
For the Three Months Ended
March 31, 2005 |
|
|
|
|
|
|
|
|
|
Non- |
|
|
|
|
|
|
|
|
Platinum |
|
|
Platinum |
|
|
guarantor |
|
|
Consolidating |
|
|
|
|
|
Holdings |
|
|
Finance |
|
|
Subsidiaries |
|
|
Adjustments |
|
|
Consolidated |
|
Revenue: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums earned |
|
$ |
|
|
|
|
|
|
|
|
411,040 |
|
|
|
|
|
|
$ |
411,040 |
|
Net investment income |
|
|
25 |
|
|
|
77 |
|
|
|
26,803 |
|
|
|
|
|
|
|
26,905 |
|
Net realized gains on investments |
|
|
|
|
|
|
1 |
|
|
|
371 |
|
|
|
|
|
|
|
372 |
|
Other income (expense), net |
|
|
|
|
|
|
|
|
|
|
(356 |
) |
|
|
|
|
|
|
( 356 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total revenue |
|
|
25 |
|
|
|
78 |
|
|
|
437,858 |
|
|
|
|
|
|
|
437,961 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and loss adjustment expenses |
|
|
|
|
|
|
|
|
|
|
237,698 |
|
|
|
|
|
|
|
237,698 |
|
Acquisition expenses |
|
|
|
|
|
|
|
|
|
|
94,781 |
|
|
|
(1,532 |
) |
|
|
93,249 |
|
Operating expenses |
|
|
3,241 |
|
|
|
78 |
|
|
|
15,157 |
|
|
|
1,532 |
|
|
|
20,008 |
|
Net foreign currency exchange losses |
|
|
1 |
|
|
|
|
|
|
|
1,797 |
|
|
|
|
|
|
|
1,798 |
|
Interest expense |
|
|
31 |
|
|
|
2,142 |
|
|
|
|
|
|
|
|
|
|
|
2,173 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total expenses |
|
|
3,273 |
|
|
|
2,220 |
|
|
|
349,433 |
|
|
|
|
|
|
|
354,926 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) before income tax expense (benefit) |
|
|
(3,248 |
) |
|
|
(2,142 |
) |
|
|
88,425 |
|
|
|
|
|
|
|
83,035 |
|
Income tax expense (benefit) |
|
|
|
|
|
|
(750 |
) |
|
|
10,697 |
|
|
|
|
|
|
|
9,947 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income (loss) before equity in earnings of subsidiaries |
|
|
(3,248 |
) |
|
|
(1,392 |
) |
|
|
77,728 |
|
|
|
|
|
|
|
73,088 |
|
Equity in earnings of subsidiaries |
|
|
76,336 |
|
|
|
17,953 |
|
|
|
19,889 |
|
|
|
(114,178 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net income |
|
$ |
73,088 |
|
|
|
16,561 |
|
|
|
97,617 |
|
|
|
(114,178 |
) |
|
$ |
73,088 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-15-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidating Statement of Cash Flows
For the Three Months Ended
March 31, 2006 |
|
|
|
|
|
|
|
|
|
Non- |
|
|
|
|
|
|
|
|
Platinum |
|
|
Platinum |
|
|
guarantor |
|
|
Consolidating |
|
|
|
|
|
Holdings |
|
|
Finance |
|
|
Subsidiaries |
|
|
Adjustments |
|
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) operating activities |
|
$ |
(3,320 |
) |
|
|
5,621 |
|
|
|
184,655 |
|
|
|
|
|
|
$ |
186,956 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from sale of available-for-sale fixed maturities |
|
|
|
|
|
|
|
|
|
|
179,119 |
|
|
|
|
|
|
|
179,119 |
|
Proceeds from maturity or paydown of available-for-sale fixed maturities |
|
|
|
|
|
|
302 |
|
|
|
32,233 |
|
|
|
|
|
|
|
32,535 |
|
Acquisition of available-for-sale fixed maturities |
|
|
|
|
|
|
(498 |
) |
|
|
(571,703 |
) |
|
|
|
|
|
|
(572,201 |
) |
Increase in short-term investments |
|
|
|
|
|
|
(554 |
) |
|
|
(71,262 |
) |
|
|
|
|
|
|
(71,816 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in investing activities |
|
|
|
|
|
|
( 750 |
) |
|
|
(431,613 |
) |
|
|
|
|
|
|
(432,363 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid to preferred shareholders |
|
|
(2,012 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,012 |
) |
Dividends paid to common shareholders |
|
|
(4,733 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(4,733 |
) |
Proceeds from exercise of share options |
|
|
1,436 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
1,436 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash used in financing activities |
|
|
(5,309 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5,309 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash equivalents |
|
|
(8,629 |
) |
|
|
4,871 |
|
|
|
(246,958 |
) |
|
|
|
|
|
|
(250,716 |
) |
Cash and cash equivalents at beginning of period |
|
|
129,962 |
|
|
|
5,010 |
|
|
|
685,774 |
|
|
|
|
|
|
|
820,746 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
|
$ |
121,333 |
|
|
|
9,881 |
|
|
|
438,816 |
|
|
|
|
|
|
$ |
570,030 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
-16-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Condensed Consolidating Statement of Cash Flows
For the Three Months Ended
March 31, 2005 |
|
|
|
|
|
|
|
|
|
Non- |
|
|
|
|
|
|
|
|
Platinum |
|
|
Platinum |
|
|
guarantor |
|
|
Consolidating |
|
|
|
|
|
Holdings |
|
|
Finance |
|
|
Subsidiaries |
|
|
Adjustments |
|
|
Consolidated |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in)
operating activities |
|
$ |
(3,084 |
) |
|
|
(1,834 |
) |
|
|
184,566 |
|
|
|
|
|
|
$ |
179,648 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Investing Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Proceeds from sale of
available-for-sale fixed maturities |
|
|
|
|
|
|
|
|
|
|
72,716 |
|
|
|
|
|
|
|
72,716 |
|
Proceeds from maturity or paydown of
available-for-sale fixed maturities |
|
|
|
|
|
|
118 |
|
|
|
21,037 |
|
|
|
|
|
|
|
21,155 |
|
Acquisition of available-for-sale fixed
maturities |
|
|
|
|
|
|
|
|
|
|
(183,709 |
) |
|
|
|
|
|
|
(183,709 |
) |
Dividends from subsidiaries |
|
|
7,000 |
|
|
|
|
|
|
|
|
|
|
|
(7,000 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) investing
activities |
|
|
7,000 |
|
|
|
118 |
|
|
|
(89,956 |
) |
|
|
(7,000 |
) |
|
|
(89,838 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Financing Activities: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Dividends paid to shareholders |
|
|
(3,449 |
) |
|
|
|
|
|
|
(7,000 |
) |
|
|
7,000 |
|
|
|
(3,449 |
) |
Proceeds from exercise of share options |
|
|
3,759 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
3,759 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net cash provided by (used in) financing
activities |
|
|
310 |
|
|
|
|
|
|
|
(7,000 |
) |
|
|
7,000 |
|
|
|
310 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net increase (decrease) in cash and cash
equivalents |
|
|
4,226 |
|
|
|
(1,716 |
) |
|
|
87,610 |
|
|
|
|
|
|
|
90,120 |
|
Cash and cash equivalents at beginning of
period |
|
|
1,945 |
|
|
|
8,204 |
|
|
|
199,748 |
|
|
|
|
|
|
|
209,897 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Cash and cash equivalents at end of period |
|
$ |
6,171 |
|
|
|
6,488 |
|
|
|
287,358 |
|
|
|
|
|
|
$ |
300,017 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(7) Share Based Compensation
We adopted SFAS 123R using the modified prospective method effective January 1, 2006. The
cumulative effect of the adoption of SFAS 123R was not material.
The fair value of each option grant in 2006 was estimated on the date of grant using the
Black-Scholes option pricing model with the following assumptions:
|
|
|
|
|
Dividend yield |
|
|
1.06 |
% |
Risk free interest rate |
|
|
4.57 |
% |
Expected option life |
|
5.3 years |
The outstanding options are banded into groups for future forfeiture rate assumptions that
ranged from 0% to 25%. The following summary sets forth option activity for the three months ended
March 31, 2006 (amounts in thousands, except per share exercise price):
-17-
Platinum Underwriters Holdings, Ltd. and Subsidiaries
Notes to Condensed Consolidated Financial Statements (Unaudited), continued
For the Three Months Ended March 31, 2006 and 2005
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted |
|
|
|
|
|
|
|
Average |
|
|
|
|
|
|
|
Exercise |
|
|
|
Options |
|
|
Price |
|
Outstanding beginning of period |
|
|
3,918 |
|
|
$ |
23.93 |
|
Granted |
|
|
238 |
|
|
|
30.54 |
|
Exercised |
|
|
73 |
|
|
|
22.56 |
|
Forfeited |
|
|
25 |
|
|
|
27.67 |
|
|
|
|
|
|
|
|
|
Outstanding end of period |
|
|
4,058 |
|
|
$ |
24.32 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Options exercisable at end of period |
|
|
2,893 |
|
|
$ |
23.18 |
|
The following table summarizes information about share options outstanding at March 31, 2006
(amounts in thousands, except per share exercise price):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Weighted |
|
|
|
|
|
Exercisable |
|
|
|
|
|
|
Average |
|
Weighted |
|
|
|
|
|
Weighted |
|
|
|
|
|
|
Remaining |
|
Average |
|
|
|
|
|
Average |
Range of |
|
Number |
|
Contractual |
|
Exercise |
|
Number |
|
Exercise |
exercise prices |
|
Outstanding |
|
Life |
|
Price |
|
Outstanding |
|
Price |
$22.50 |
|
|
2,813 |
|
|
|
6.59 |
|
|
$ |
22.50 |
|
|
|
2,485 |
|
|
$ |
22.50 |
|
22.51 - 25.00 |
|
|
54 |
|
|
|
6.91 |
|
|
|
22.64 |
|
|
|
42 |
|
|
|
22.60 |
|
25.01 - 30.00 |
|
|
660 |
|
|
|
6.85 |
|
|
|
26.92 |
|
|
|
252 |
|
|
|
26.23 |
|
$30.01 - $35.00 |
|
|
531 |
|
|
|
9.00 |
|
|
$ |
30.87 |
|
|
|
114 |
|
|
$ |
31.33 |
|
-18-
|
|
|
ITEM 2. |
|
MANAGEMENTS DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS
FOR THE THREE MONTHS ENDED MARCH 31, 2006 AND 2005 |
Business Overview
Platinum Underwriters Holdings, Ltd. (Platinum Holdings) is a Bermuda holding company
organized in 2002. Platinum Holdings and its subsidiaries (collectively, the Company) operate
through three licensed reinsurance subsidiaries: Platinum Underwriters Bermuda, Ltd. (Platinum
Bermuda), Platinum Underwriters Reinsurance, Inc. (Platinum US) and Platinum Re (UK) Limited
(Platinum UK). The Company provides property and marine, casualty and finite risk reinsurance
coverages through reinsurance intermediaries to a diverse clientele of insurers and select
reinsurers on a worldwide basis.
The following discussion and analysis should be read in conjunction with the consolidated
financial statements and related notes thereto and managements discussion and analysis of
financial condition and results of operations included in our Annual Report on Form 10-K for the
year ended December 31, 2005. Our consolidated financial statements have been prepared in
accordance with accounting principles generally accepted in the United States of America (U.S.
GAAP).
We write property and casualty reinsurance. Property reinsurance protects a ceding company
against financial loss arising out of damage to property or loss of its use caused by an insured
peril. Examples of property reinsurance are property catastrophe and property per-risk coverages.
Property catastrophe reinsurance protects a ceding company against losses arising out of multiple
claims for a single event while property per-risk reinsurance protects a ceding company against
loss arising out of a single claim for a single event. Casualty reinsurance protects a ceding
company against financial loss arising out of the obligation to others for loss or damage to
persons or property. Examples of casualty reinsurance are reinsurance treaties that cover umbrella
liability, general and product liability, professional liability, workers compensation, casualty
clash, automobile liability, surety and trade credit. Casualty reinsurance also includes accident
and health reinsurance treaties, which are predominantly reinsurance of health insurance products.
The property and casualty reinsurance industry is highly competitive. The Company competes
with reinsurers worldwide, many of which have greater financial, marketing and management
resources. The Companys competitors can vary by type of business. Large multi-national and
multi-line reinsurers represent some of the Companys competitors in all lines and classes, while
other specialty reinsurance companies in the United States compete in selective lines. Financial
institutions have also created alternative capital market products that compete with reinsurance
products, such as reinsurance securitization. Bermuda-based reinsurers tend to be the significant
competitors on property catastrophe business. Lloyds of London syndicates are significant
competitors on marine business. For casualty and other international classes of business, the
large U.S. and European reinsurers are significant competitors.
The reinsurance industry historically has been cyclical, characterized by periods of price
competition due to excessive underwriting capacity as well as periods of favorable pricing due to
shortages of underwriting capacity. Cyclical trends in the industry and the industrys
profitability can also be significantly affected by volatile developments, including natural and
other catastrophes, such as hurricanes, windstorms, earthquakes, floods, fires, explosions and
terrorist attacks, the frequency and severity of which are inherently difficult to predict.
Property and casualty reinsurance rates often rise in the aftermath of significant catastrophe
losses. To the extent that actual claim liabilities are higher than anticipated, the industrys
capacity to write new business diminishes. The industry is also affected by changes in the
propensity of courts to expand insurance coverage and grant large liability awards, as well as
fluctuations in interest rates, inflation and other changes in the economic environment that affect
market prices of investments.
-19-
Both insurers and reinsurers experienced record losses in 2005 from three significant named
hurricanes, Katrina, Rita and Wilma (the 2005 Hurricanes). These record catastrophe losses
placed a significant strain on the capital of a number of companies. Rating agencies have
increased capital requirement measures. As a result, a number of our competitors were downgraded.
Following these events, some insurers and reinsurers raised capital through equity and debt
offerings. Several new Bermuda based reinsurers have been formed. The competitive landscape is
still evolving and the depth and breadth of market changes in reaction to the size of the hurricane
losses is uncertain. The full effect of this activity on the reinsurance market and on the terms
and conditions of the reinsurance contracts of the types we expect to underwrite may not be known
for some time. Competition in the types of reinsurance business that we underwrite is based on
many factors, including premium charges and other terms and conditions offered, services provided,
ratings assigned by independent rating agencies, speed of claims payment, claims handling
experience, perceived financial strength and experience and reputation of the reinsurer in the line
of reinsurance to be underwritten.
Results of Operations
Net income for the three months ended March 31, 2006 and 2005 was as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
Increase |
Net income |
|
$ |
77,036 |
|
|
|
73,088 |
|
|
$ |
3,948 |
|
The increase in net income in 2006 as compared with net income in 2005 is primarily
attributable to an increase in investment income of $16,610,000, partially offset by a decrease in
underwriting income of $12,486,000. Underwriting income in 2006 and 2005 was impacted by net
development that includes the net development of prior years unpaid losses and LAE and the related
impact on premiums and profit commissions. Net unfavorable development was $1,246,000 in 2006,
including $8,608,000 of net unfavorable development relating to the 2005 Hurricanes. Net favorable
development was $20,477,000 in 2005, including $3,279,000 of net unfavorable development relating
to 2004 hurricane losses. Net income in 2006 also includes an increase in operating expenses of
$2,980,000, an increase in interest expense of $3,277,000 and a decrease in income tax expense of
$4,595,000.
Net premiums written and net premiums earned for the three months ended March 31, 2006 and
2005 were as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
Decrease |
Net premiums written |
|
$ |
293,278 |
|
|
|
493,799 |
|
|
$ |
(200,521 |
) |
Net premiums earned |
|
$ |
344,301 |
|
|
|
411,040 |
|
|
$ |
(66,739 |
) |
The decrease in net premiums written in 2006 is primarily attributable to the reduction in
business written in the Finite Risk segment as well as reductions of lesser magnitudes in business
written in both the Property and Marine and Casualty segments. The decrease in net premiums
written in the Finite Risk segment is primarily due to the expiration of two significant quota share
contracts. The decrease in net premiums earned is due to the decrease in net premiums written and
is also affected by changes in the mix of business and the structure of the underlying reinsurance
contracts. Net premiums written and earned in 2006 include $1,562,000
of net additional premiums relating to loss development of prior
years. Net premiums written and earned in 2006 also include
additional premiums of $2,027,000 relating to the 2005 Hurricanes.
Net premiums written and earned in 2005 include $1,536,000 of net
additional premiums relating to loss development of prior years. Net
premiums written and earned in 2005 also include additional premiums
of $1,504,000 relating to 2004 hurricane losses.
Net investment income for the three months ended March 31, 2006 and 2005 was $43,515,000 and
$26,905,000, respectively. Net investment income increased in 2006 as compared with 2005 primarily
due to increased invested assets and increased yields. The increase in invested assets is
attributable to positive cash flow from operations in the three months ended March 31, 2006 and the
year ended December 31, 2005 and the proceeds from the issuance of common and preferred shares and
debt obligations in 2005. Net investment income includes interest earned on funds held of
$2,353,000 and $2,311,000 in 2006 and 2005, respectively. Net realized gains on investments were
$65,000 and $372,000 for the three months ended March 31, 2006 and 2005, respectively.
-20-
Net realized gains and losses on investments were
primarily the result of the Companys efforts to manage the credit quality and duration of the
investment portfolio.
Other expense for the three months ended March 31, 2006 and 2005 was $1,317,000 and $356,000,
respectively. Other expense is comprised primarily of changes in fair value of fixed maturities
classified as trading and net earnings or expense on several reinsurance contracts in the Finite
Risk segment that are accounted for as deposits. Other expense for the three months ended March
31, 2006 includes $1,673,000 of net unrealized losses relating to fixed maturities classified as
trading and $355,000 of net income on reinsurance contracts accounted for as deposits. Other
expense for the three months ended March 31, 2005 includes $333,000 of net unrealized losses
relating to fixed maturities classified as trading and $23,000 of net expense on reinsurance
contracts accounted for as deposits.
Losses and LAE and the resulting ratios for the three months ended March 31, 2006 and 2005
were as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase |
|
|
2006 |
|
2005 |
|
(decrease) |
Losses and LAE |
|
$ |
206,774 |
|
|
|
237,698 |
|
|
$ |
(30,924 |
) |
Loss and LAE ratios |
|
|
60.1 |
% |
|
|
57.8 |
% |
|
2.3 points |
The decrease in losses and LAE in 2006 as compared with 2005 is due primarily to the decrease
in net premiums earned in the Finite Risk and Casualty segments. The increase in the loss and LAE
ratio is due primarily to net unfavorable loss development in 2006 as compared with net favorable
loss development in 2005. Net unfavorable loss development was $4,359,000 representing 1.3% of net
premiums earned in 2006 and net favorable loss development was approximately $15,862,000
representing 3.9% of net premiums earned in 2005. Net unfavorable loss development in 2006 includes
$10,635,000 of net unfavorable development relating to the 2005 Hurricanes. Net favorable loss
development in 2005 includes $4,784,000 of net unfavorable development relating to 2004 hurricane losses.
Exclusive of loss development, the loss and LAE
ratio is favorably affected by a shift in the mix of business. Net premiums earned and related
losses and LAE have decreased predominantly in classes of business such as finite casualty, crop,
trade credit and accident and health, which have loss ratios higher than our overall book of
business. Additionally, net premiums earned have increased in catastrophe exposed classes that, in
the absence of catastrophes, have lower loss ratios than our overall book of business.
Acquisition expenses and resulting ratios for the three months ended March 31, 2006 and 2005
were as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
Decrease |
Acquisition expenses |
|
$ |
69,239 |
|
|
|
93,249 |
|
|
$ |
(24,010 |
) |
Acquisition expense ratios |
|
|
20.1 |
% |
|
|
22.7 |
% |
|
(2.6) points |
The decrease in acquisition expenses is due primarily to the decrease in net premiums earned
in 2006 as compared with 2005. The decrease in the acquisition expense ratio in 2006 as compared
with 2005 is primarily in the Finite Risk segment and is due to the decrease in finite casualty net
premiums earned that had higher commission ratios. The decrease is also due to lower commissions
on property contracts that were in force in 2005, have adjustable commissions and prior year
catastrophe losses experience. Unfavorable development in prior year losses resulted in the
reduction of profit commissions of $1,551,000 in 2006, representing 0.5% of net premiums earned. This
compares with $3,078,000 of net reductions in profit commissions in 2005, representing 0.7% of
net premiums earned.
Operating expenses for the three months ended March 31, 2006 and 2005 were $22,988,000 and
$20,008,000, respectively. Operating expenses include costs such as salaries, rent and like items
related to reinsurance operations as well as costs associated with Platinum Holdings. Operating
expenses in 2006 increased as compared with 2005 due to increased salaries and benefits, increased
regulatory compliance costs and an increase in incentive-based compensation resulting from the
adoption of the new share based compensation accounting standard.
-21-
Net foreign currency exchange (gains) losses for the three months ended March 31, 2006 and
2005 were ($275,000) and $1,798,000, respectively. The Company routinely does business in multiple
foreign currencies. Foreign currency exchange gains and losses result from the re-valuation into
U.S. dollars of assets and liabilities denominated in foreign currencies. We periodically monitor
our largest foreign currency exposures and purchase or sell foreign currency denominated cash and
investments to match these exposures. Net foreign currency exchange gains and losses arise as a
result of fluctuations in the amounts of assets and liabilities denominated in foreign currencies
as well as fluctuations in the currency exchange rates.
Interest expense for the three months ended March 31, 2006 and 2005 was $5,450,000 and
$2,173,000, respectively. The increase in 2006 as compared with 2005 is due to the increase in
debt outstanding during the comparable periods. Interest expense in 2006 includes interest on the
$250,000,000 of Series B 7.5% Notes due June 1, 2017, issued in May 2005 as well as interest on the
remaining balance of $42,840,000 of the Series B 6.371% Remarketed Senior Guaranteed Notes, due
November 16, 2007. Interest expense in 2005 includes interest related to $137,500,000 of Senior
Guaranteed Notes that were part of the Equity Security Units issued in November 2002. The Senior
Guaranteed Notes were remarketed in August 2005 and then subsequently partially repurchased.
Income tax expense and the effective income tax rates for the three months ended March 31,
2006 and 2005 were as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
Decrease |
Income tax expense |
|
$ |
5,352 |
|
|
|
9,947 |
|
|
$ |
(4,595 |
) |
Effective income tax rates |
|
|
6.5 |
% |
|
|
12.0 |
% |
|
(5.5) points |
The decrease in income tax expense in 2006 as compared with 2005 is due to a lower effective
income tax rate in 2006 as compared with 2005. The decrease in the effective tax rate is due
primarily to a higher percentage of the Companys income before income taxes being generated by
Platinum Bermuda, which is not subject to corporate income tax. In 2006, the combined net income
derived from Platinum Holdings and Platinum Bermuda was approximately 79% of the total net income
before tax expense as compared with approximately 63% in 2005.
Segment Information
We conduct our worldwide reinsurance business through three operating segments: Property and
Marine, Casualty and Finite Risk. In managing our operating segments, we use measures such as
underwriting income and underwriting ratios to evaluate segment performance. We do not allocate by
segment our assets or certain income and expenses such as investment income, interest expense and
certain corporate expenses. Total underwriting income is reconciled to income before income tax
expense. The measures we use in evaluating our operating segments should not be used as a
substitute for measures determined under U.S. GAAP. The following table summarizes underwriting
activity and ratios for the three operating segments for the three months ended March 31, 2006 and
2005 ($ in thousands):
-22-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property |
|
|
|
|
|
|
|
|
|
|
|
|
and Marine |
|
|
Casualty |
|
|
Finite Risk |
|
|
Total |
|
Three months ended March 31, 2006: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums written |
|
$ |
165,264 |
|
|
|
182,350 |
|
|
|
(54,336 |
) |
|
$ |
293,278 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums earned |
|
|
131,544 |
|
|
|
173,668 |
|
|
|
39,089 |
|
|
|
344,301 |
|
Losses and LAE |
|
|
59,828 |
|
|
|
116,565 |
|
|
|
30,381 |
|
|
|
206,774 |
|
Acquisition expenses |
|
|
19,649 |
|
|
|
41,354 |
|
|
|
8,236 |
|
|
|
69,239 |
|
Other underwriting expenses |
|
|
10,028 |
|
|
|
6,335 |
|
|
|
925 |
|
|
|
17,288 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment underwriting income (loss) |
|
$ |
42,039 |
|
|
|
9,414 |
|
|
|
( 453 |
) |
|
|
51,000 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income and net realized gains on investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
43,580 |
|
Net foreign currency exchange gains |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
275 |
|
Other expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,317 |
) |
Corporate expenses not allocated to segments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5,700 |
) |
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(5,450 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income tax expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
82,388 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and LAE |
|
|
45.5 |
% |
|
|
67.1 |
% |
|
|
77.7 |
% |
|
|
60.1 |
% |
Acquisition expense |
|
|
14.9 |
% |
|
|
23.8 |
% |
|
|
21.1 |
% |
|
|
20.1 |
% |
Other underwriting expense |
|
|
7.6 |
% |
|
|
3.6 |
% |
|
|
2.4 |
% |
|
|
5.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined |
|
|
68.0 |
% |
|
|
94.5 |
% |
|
|
101.2 |
% |
|
|
85.2 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Three months ended March 31, 2005: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums written |
|
$ |
185,049 |
|
|
|
215,669 |
|
|
|
93,081 |
|
|
$ |
493,799 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net premiums earned |
|
|
128,197 |
|
|
|
184,768 |
|
|
|
98,075 |
|
|
|
411,040 |
|
Losses and LAE |
|
|
60,040 |
|
|
|
118,438 |
|
|
|
59,220 |
|
|
|
237,698 |
|
Acquisition expenses |
|
|
21,989 |
|
|
|
45,202 |
|
|
|
26,058 |
|
|
|
93,249 |
|
Other underwriting expenses |
|
|
7,723 |
|
|
|
7,313 |
|
|
|
1,571 |
|
|
|
16,607 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Segment underwriting income |
|
$ |
38,445 |
|
|
|
13,815 |
|
|
|
11,226 |
|
|
|
63,486 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net investment income and net realized gains on investments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
27,277 |
|
Net foreign currency exchange losses |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(1,798 |
) |
Other expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(356 |
) |
Corporate expenses not allocated to segments |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(3,401 |
) |
Interest expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(2,173 |
) |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income before income tax expense |
|
|
|
|
|
|
|
|
|
|
|
|
|
$ |
83,035 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Ratios: |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Losses and LAE |
|
|
46.8 |
% |
|
|
64.1 |
% |
|
|
60.4 |
% |
|
|
57.8 |
% |
Acquisition expense |
|
|
17.2 |
% |
|
|
24.5 |
% |
|
|
26.6 |
% |
|
|
22.7 |
% |
Other underwriting expense |
|
|
6.0 |
% |
|
|
4.0 |
% |
|
|
1.6 |
% |
|
|
4.0 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Combined |
|
|
70.0 |
% |
|
|
92.6 |
% |
|
|
88.6 |
% |
|
|
84.5 |
% |
|
|
|
|
|
|
|
|
|
|
|
|
|
Property and Marine
The Property and Marine operating segment includes principally property (including crop) and
marine reinsurance coverages that are written in the United States and international markets. This
business includes catastrophe excess-of-loss treaties, per-risk excess-of-loss treaties and
proportional treaties. This operating segment generated 56.3% and 37.5% of our net premiums
written for the three months ended March 31, 2006 and 2005, respectively.
-23-
Net premiums written and net premiums earned for the three months ended March 31, 2006 and
2005 were as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase |
|
|
2006 |
|
2005 |
|
(decrease) |
Net premiums written |
|
$ |
165,264 |
|
|
|
185,049 |
|
|
$ |
(19,785 |
) |
Net premiums earned |
|
$ |
131,544 |
|
|
|
128,197 |
|
|
$ |
3,347 |
|
The decrease in net premiums written in 2006 as compared with 2005 is primarily due to the
crop pro-rata class in which one significant pro-rata contract expired. Net premiums earned
increased in 2006 as compared with 2005 due to increases in net premiums written in 2005. In
addition, in order to reduce our overall net exposure to catastrophe
losses, Platinum US and Platinum UK commenced ceding,
on a quota share basis, 30% of new and renewal property catastrophe business effective on or after
January 1, 2006. Net premiums written and earned
in 2006 include $1,439,000 of net additional premiums relating to loss
development of prior years. Net premiums written and earned in 2006
also include additional premiums of $1,903,000 relating to the 2005
Hurricanes. Net premiums written and earned in 2005 include
$1,536,000 of net additional premiums relating to loss development of
prior years. Net premiums written and earned in 2005 also include
$1,446,000 of net additional premiums relating to 2004 hurricane
losses.
Losses and LAE and the resulting ratios for the three months ended March 31, 2006 and 2005
were as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
Decrease |
Losses and LAE |
|
$ |
59,828 |
|
|
|
60,040 |
|
|
$ |
(212 |
) |
Loss and LAE ratios |
|
|
45.5 |
% |
|
|
46.8 |
% |
|
(1.3) points |
While the losses and LAE and the related ratios in 2006 and 2005 are relatively comparable,
they are impacted by a number of offsetting factors. The losses and LAE and related ratios are
favorably impacted by the absence of catastrophes in both periods as well as a decrease in 2006 in
net premiums earned in the crop class that generally has a higher loss ratio. The losses and LAE
and related ratios are adversely affected by net loss development. Net unfavorable loss
development in 2006 was $2,616,000 representing 2.0% of net premiums earned in 2006 as compared
with $3,849,000 of net favorable loss development representing 3.0% of net premiums earned in 2005.
Net unfavorable loss development in 2006 includes $10,255,000 of net unfavorable development
relating to the 2005 Hurricanes. Net favorable loss development in 2005 includes $8,604,000 of net
unfavorable development relating to 2004 hurricane losses.
Acquisition expenses and resulting ratios for the three months ended March 31, 2006 and 2005
were as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
Decrease |
Acquisition expenses |
|
$ |
19,649 |
|
|
|
21,989 |
|
|
$ |
(2,340 |
) |
Acquisition expense ratios |
|
|
14.9 |
% |
|
|
17.2 |
% |
|
(2.3) points |
The decreases in the acquisition expenses and the related ratios in 2006 as compared with 2005
are due, in part, to lower commissions on current property contracts that were also in force in
2005 and experienced catastrophe losses in 2005. In addition, under the agreement commenced in
2006 to cede 30% of our property catastrophe premiums, we receive a commission reimbursement
greater than our gross commissions. Acquisition expenses also include decreases in commissions of
$1,092,000, representing 0.8% of net earned premium in 2006 related to the net favorable
development of non-catastrophe losses and LAE.
Other underwriting expenses for the three months ended March 31, 2006 and 2005 were
$10,028,000 and $7,723,000, respectively. Other underwriting expenses include costs such as
salaries, rent and like items related to property and marine underwriting operations.
-24-
Other underwriting expenses also
include fees relating to the Services and Capacity Reservation Agreement dated November 1, 2002
with RenaissanceRe (the RenRe Agreement) that provides for a periodic review of aggregate
property catastrophe exposures by RenaissanceRe. The increase in other underwriting expenses is
due, in part, to an increase in fees relating to the RenRe Agreement which were $3,675,000 and
$2,787,000 for the three months ended March 31, 2006 and 2005, respectively. The increase in the
fee in 2006 as compared with 2005 is due to an increase in gross premiums written in the
catastrophe classes of business subject to the fee, due primarily to significantly improved rates,
terms and conditions in the property catastrophe classes of business. The increase in other
underwriting expenses is also due, in part, to the allocation of a greater percentage of our common
operating and administrative costs to the Property and Marine segment due to a decline in
underwriting activity in the Finite Risk segment.
Casualty
The Casualty operating segment principally includes reinsurance treaties that cover umbrella
liability, general and product liability, professional liability, workers compensation, casualty
clash, automobile liability, surety and trade credit. This operating segment also includes
accident and health treaties, which are predominantly reinsurance of health insurance products.
This operating segment generated 62.2% and 43.7% of our net premiums written for the three months
ended March 31, 2006 and 2005, respectively.
Net premiums written and net premiums earned for the three months ended March 31, 2006 and
2005 were as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
Decrease |
Net premiums written |
|
$ |
182,350 |
|
|
|
215,669 |
|
|
$ |
(33,319 |
) |
Net premiums earned |
|
$ |
173,668 |
|
|
|
184,768 |
|
|
$ |
(11,100 |
) |
The decrease in net premiums written in 2006 is due to decreases in the accident and health
and trade credit classes. Accident and health business net premiums written have decreased as a
result of deteriorating profitability in the employers stop loss market. The decrease in net
premiums written in the trade credit class is due to less attractive reinsurance terms and
conditions. The decrease in net premiums earned is related to the decrease in net premiums
written, primarily in the accident and health class. Net premiums written and earned are also
affected by changes in the mix of business and the structure of the underlying reinsurance
contracts.
Losses and LAE and the resulting ratios for the three months ended March 31, 2006 and 2005
were as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase |
|
|
2006 |
|
2005 |
|
(decrease) |
Losses and LAE |
|
$ |
116,565 |
|
|
|
118,438 |
|
|
$ |
(1,873 |
) |
Loss and LAE ratios |
|
|
67.1 |
% |
|
|
64.1 |
% |
|
3.0 points |
The decrease
in losses
and LAE in 2006 as compared with 2005 is primarily due to the decrease
in net premiums earned, partially offset by less net favorable loss development in 2006. Losses
and LAE included net favorable loss development of $902,000, representing 0.5% of net
premiums earned in 2006 as compared with $6,874,000 of net favorable loss development,
representing 3.7% of net premiums earned in 2005. The net favorable loss development is primarily
in casualty classes with short loss development periods. The increase in the loss and LAE ratio in
2006 as compared with 2005 is due to less favorable net loss development in 2006 than in 2005.
-25-
Acquisition expenses and resulting ratios for the three months ended March 31, 2006 and 2005
were as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
Decrease |
Acquisition expenses |
|
$ |
41,354 |
|
|
|
45,202 |
|
|
$ |
(3,848 |
) |
Acquisition expense ratios |
|
|
23.8 |
% |
|
|
24.5 |
% |
|
(0.7) points |
The decrease in acquisition expenses is due to the decrease in net premiums earned in 2006 as
compared with 2005. The resulting acquisition expense ratios are similar.
Other underwriting expenses for the three months ended March 31, 2006 and 2005 were $6,335,000
and $7,313,000, respectively, and represent costs such as salaries, rent and like items. The
resulting other underwriting expense ratios for the three months ended March 31, 2006 and 2005 were
3.6% and 4.0%, respectively. The decrease in operating costs and resulting other underwriting
expense ratios is due to less common operating and administrative costs allocated to the Casualty
segment.
Finite Risk
The Finite Risk operating segment includes principally structured reinsurance contracts with
ceding companies whose needs may not be met efficiently through traditional reinsurance products.
The classes of risks underwritten through finite risk contracts are generally consistent with the
classes covered by traditional products. Typically, the amount of losses we might pay is finite or
capped. In return for this limit on losses, we often accept a cap on the potential profit margin
specified in the treaty and return profits above this margin to the ceding company. Due to the
significant inverse relationship between losses and commissions for this segment, we believe it is
important to evaluate the overall combined ratio, rather than its component parts of loss and loss
adjustment expense ratios. The finite risk contracts that we underwrite generally provide
prospective protection, meaning coverage is provided for losses that are incurred after inception
of the contract, as contrasted with retrospective coverage, which covers losses that are incurred
prior to inception of the contract. The three main categories of our finite risk contracts are
quota share, multi-year excess-of-loss and whole account aggregate stop loss. This operating
segment represented (18.5%) and 18.8% of our net premiums written for the three months ended March
31, 2006 and 2005, respectively. The ongoing investigations by legal and regulatory authorities
have curtailed demand for finite risk products in 2006 and 2005.
Net premiums written and net premiums earned for the three months ended March 31, 2006 and
2005 were as follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2006 |
|
2005 |
|
Decrease |
Net premiums written |
|
$ |
(54,336 |
) |
|
|
93,081 |
|
|
$ |
(147,417 |
) |
Net premiums earned |
|
$ |
39,089 |
|
|
|
98,075 |
|
|
$ |
(58,986 |
) |
The Finite Risk portfolio consists of a small number of contracts that can be large in premium
size and, consequently, overall premium volume may vary significantly from year to year. Net
premiums written decreased significantly in 2006 as compared with 2005 primarily due to the
termination of two significant quota share contracts. One of the quota share contracts was
terminated effective January 1, 2006 on a cut-off basis, which resulted in the return of
$56,589,000 of previously written but unearned premium. Net premiums earned decreased as a result
of the decrease in net premiums written.
Losses and LAE, acquisition expenses and the resulting ratios for the three months ended March
31, 2006 and 2005 were as follows ($ in thousands):
-26-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Increase |
|
|
|
2006 |
|
|
2005 |
|
|
(decrease) |
|
Losses and LAE |
|
$ |
30,381 |
|
|
|
59,220 |
|
|
$ |
(28,839 |
) |
Loss and LAE ratios |
|
|
77.7 |
% |
|
|
60.4 |
% |
|
17.3 points |
Acquisition expenses |
|
$ |
8,236 |
|
|
|
26,058 |
|
|
$ |
(17,822 |
) |
Acquisition expense ratios |
|
|
21.1 |
% |
|
|
26.6 |
% |
|
(5.5) points |
Losses, LAE and acquisition expenses |
|
$ |
38,617 |
|
|
|
85,278 |
|
|
$ |
(46,661 |
) |
Loss, LAE and acquisition expense
ratios |
|
|
98.8 |
% |
|
|
87.0 |
% |
|
11.8 points |
The decrease in losses, LAE and acquisition expenses in 2006 as compared with 2005 is due
primarily to the decrease in net premiums earned. The increase in the losses, LAE and acquisition
expense ratio is primarily due to net unfavorable development of
approximately of $2,186,000,
representing 5.3% of net premiums earned in 2006, as compared with net favorable development of
$8,217,000, representing 8.4% of net premiums earned in 2005. Net
unfavorable development in 2006 relating
to the 2005 Hurricanes was not material and net favorable development in 2005 includes
$3,821,000 relating to 2004 hurricane losses.
Other underwriting expenses for the three months ended March 31, 2006 and 2005 were $ 925,000
and $1,571,000, respectively, and represent costs such as salaries, rent and like items. The
decrease in other underwriting expenses is due to cost reductions in the segment as a result of the
decline in the segments underwriting activity. In addition, due to the decrease in the volume of
underwriting activity in the segment, the percentage of common operating and administrative costs
that are allocated to the segment has also decreased .
Financial Condition, Liquidity and Capital Resources
Financial Condition
Cash and cash equivalents and investments as of March 31, 2006 and December 31, 2005 were as
follows ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
March 31, |
|
|
December 31, |
|
|
Increase |
|
|
|
2006 |
|
|
2005 |
|
|
(decrease) |
|
Cash and cash equivalents |
|
$ |
570,030 |
|
|
|
820,746 |
|
|
$ |
(250,716 |
) |
Fixed maturity securities |
|
|
3,221,321 |
|
|
|
2,987,703 |
|
|
|
233,618 |
|
Preferred stocks |
|
|
8,169 |
|
|
|
8,186 |
|
|
|
(17 |
) |
Short-term investments |
|
|
80,609 |
|
|
|
8,793 |
|
|
|
71,816 |
|
|
|
|
|
|
|
|
|
|
|
Total |
|
$ |
3,880,129 |
|
|
|
3,825,428 |
|
|
$ |
54,701 |
|
|
|
|
|
|
|
|
|
|
|
The increase in total cash and cash equivalents and investments is due to positive cash flow
from operations, excluding trading securities activities, which was $186,239,000 in the three
months ended March 31, 2006. This increase was partially offset by the decline in fair value of
our investments. Our available-for-sale and trading portfolios are primarily composed of
diversified, high quality, predominantly publicly traded fixed maturity securities. Our investment
portfolio, excluding cash and cash equivalents, had a weighted average duration of 3.3 years as of
March 31, 2006. We maintain and periodically update our overall duration target for the portfolio
and routinely monitor the composition of, and cash flows from, the portfolio to maintain liquidity
necessary to meet our obligations.
Premiums receivable include significant estimates. Premiums receivable as of March 31, 2006
of $517,429,000 include $483,313,000 that is based upon estimates. Premiums receivable as of
December 31, 2005 of $567,449,000 include $496,603,000 that is based upon estimates. An allowance
for uncollectible premiums is established for possible non-payment of such amounts due, as deemed
necessary. As of
-27-
March 31, 2006, no such allowance was made based on the Companys historical experience, the
general profile of its ceding companies and its ability, in most cases, to contractually offset
premiums receivable with losses and LAE or other amounts payable to the same parties.
Unpaid losses and LAE as of March 31, 2006 of $2,371,916,000 include $1,676,545,000 of
estimates of claims that were incurred but not reported (IBNR). Unpaid losses and LAE as of
December 31, 2005 of $2,323,990,000 includes $1,812,245,000 of IBNR. IBNR decreased during the
three months ended March 31, 2006 as losses related the 2004 Hurricanes and 2005 Hurricanes were
reported and paid. Paid losses related to the 2004 Hurricanes and 2005 Hurricanes during the three
months ended March 31, 2006 were approximately $66,685,000.
Commissions payable as of March 31, 2006 of $142,826,000 include $134,052,000 that represent
estimates that are primarily based upon premium estimates. Commissions payable as of December 31,
2005 of $186,654,000 include $167,949,000 that is based upon estimates.
Sources of Liquidity
The consolidated sources of funds of the Company consist of premiums written, investment
income, proceeds from sales and redemption of investments, losses recovered from retrocessionaires,
and cash and cash equivalents held by the Company as well as the sale of debt or equity securities.
Net cash flow provided by operations, excluding trading securities activities, for the three
months ended March 31, 2006 was $186,239,000.
Platinum Holdings is a holding company that conducts no reinsurance operations of its own.
All of its reinsurance operations are conducted through its wholly owned operating subsidiaries:
Platinum Bermuda, Platinum US and Platinum UK. As a holding company, the cash flow of Platinum
Holdings consists primarily of dividends, interest and other permissible payments from its
subsidiaries and issuances of securities. Platinum Holdings depends on such payments for general
corporate purposes and to meet its obligations, including the payment of dividends to its preferred
and common shareholders.
The Company filed an unallocated universal shelf registration statement with the SEC, which
the SEC declared effective on November 8, 2005. Under this shelf registration statement the
Company may issue and sell, in one or more offerings, up to $750,000,000 of debt, equity and other
types of securities or a combination of the above, including debt securities of Platinum Finance,
unconditionally guaranteed by Platinum Holdings. To affect any such sales from time to time,
Platinum Holdings and/or Platinum Finance will file one or more supplements to the prospectus
forming a part of such registration statement, which will provide details of any proposed offering.
In December 2005, Platinum Holdings issued $132,909,000 of Common Shares and $173,363,000 of
mandatory convertible preferred shares under this unallocated shelf registration statement.
On December 1, 2005,
certain reform measures simplifying the process for conducting registered
securities offerings under the Securities Act of 1933 (the "Securities Act") came into effect. The new rules provide that shelf
registration statements of certain well-known seasoned issuers, such as Platinum Holdings, are
eligible for effectiveness automatically upon filing. Should Platinum Holdings seek to issue
securities in the future, it may make use of the new rules.
On October 21, 2005 the Company entered into a three-year $200,000,000 credit agreement with a
syndicate of lenders. The credit agreement consists of a $100,000,000 senior unsecured credit
facility available for revolving borrowings and letters of credit, and a $100,000,000 senior
secured credit facility available for letters of credit. The revolving line of credit will be
available for the working capital, liquidity and general corporate requirements of the Company.
The interest rate on borrowings under the credit facility is based on the election of the Company
of either: (1) LIBOR plus 50 basis points or (2) the higher of: (a) the prime interest rate of
the lead bank providing the credit facility, or (b) the federal funds rate plus 50 basis
-28-
points. The interest rate based on LIBOR rate would decrease by up to 10 basis points or
increase by up to 12.5 basis points should our senior unsecured debt credit rating increase or
decrease.
Liquidity Requirements
The principal consolidated cash requirements of the Company are the payment of losses and LAE,
commissions, brokerage, operating expenses, dividends to its preferred and common shareholders, the
servicing of debt, the acquisition of and investment in businesses, capital expenditures, purchase
of retrocessional contracts and payment of taxes. The catastrophe losses of 2005 and, to a lesser
extent, the catastrophe losses in 2004, will create an unusually large amount of loss and LAE
payments over the next year that could adversely affect net cash flows from operations.
Platinum Bermuda and Platinum UK are not licensed, approved or accredited as reinsurers
anywhere in the United States and therefore, under the terms of most of their contracts with United
States ceding companies, they are required to provide collateral to their ceding companies for
unpaid ceded liabilities in a form acceptable to state insurance commissioners. Typically, this
type of collateral takes the form of a letter of credit issued by a bank, the establishment of a
trust, or funds withheld. Platinum Bermuda and Platinum UK have obtained letters of credit through
commercial banks and may be required to provide the banks with a security interest in certain
investments of Platinum Bermuda and Platinum UK.
In 2002, the Company and The St. Paul Travelers Companies, Inc., formerly The St. Paul
Companies, Inc., (St. Paul) entered into several agreements for the transfer of continuing
reinsurance business and certain related assets of St. Paul. Among these agreements were quota
share retrocession agreements effective November 2, 2002 under which the Company assumed from St.
Paul unearned premiums, unpaid losses and LAE and certain other liabilities on reinsurance
contracts becoming effective in 2002 (the Quota Share Retrocession Agreements). Platinum US is
obligated to collateralize the liabilities assumed from St. Paul under the Quota Share Retrocession
Agreements. Platinum Bermuda and Platinum US have reinsurance and other contracts that also
require them to provide collateral to ceding companies should certain events occur, such as a
decline in the rating by A.M. Best Company (A.M. Best) below specified levels or a decline in
statutory equity below specified amounts, or when certain levels of liabilities assumed from ceding
companies are attained. Some reinsurance contracts also have special termination provisions that
permit early termination should certain events occur.
Management believes that the cash flow generated by the operating activities of the Companys
subsidiaries will provide sufficient funds for the Company to meet its liquidity needs over the
next twelve months. Beyond the next twelve months, cash flow available to the Company may be
influenced by a variety of factors, including economic conditions in general and in the insurance
and reinsurance markets, legal and regulatory changes as well as fluctuations from year to year in
claims experience and the presence or absence of large catastrophic events. If the Companys
liquidity needs accelerate beyond our ability to fund such obligations from current operating cash
flows, the Company may need to liquidate a portion of its investment portfolio or raise additional
capital in the capital markets. The Companys ability to meet its liquidity needs by selling
investments or raising additional capital is subject to the timing and pricing risks inherent in
the capital markets.
Economic Conditions
Periods of moderate economic recession or inflation tend not to have a significant direct
effect on the Companys underwriting operations. Significant unexpected inflationary or
recessionary periods can, however, impact the Companys underwriting operations and investment
portfolio. Management considers the potential impact of economic trends in the estimation process
for establishing unpaid losses and LAE.
-29-
Current Outlook
Hurricanes Katrina, Rita and Wilma (the 2005 Hurricanes) caused significant losses to
insurers and reinsurers during the third and fourth quarters of 2005. Following these events,
rating agencies strengthened the capital requirements for companies with catastrophe exposures.
Many reinsurers added capital through equity and debt offerings, but some saw their financial
strength ratings downgraded in any case. In contrast, our A.M. Best rating of A (Excellent) was
affirmed, which we believe strengthened our relative position in the marketplace.
A number of new Bermuda-based reinsurance companies were formed after the 2005 Hurricanes. We
believe that most of these companies were in the process of assembling their underwriting staff and
establishing their market presence during the renewal season for contracts effective on January 1,
2006 (the January 1 Renewal Season). The January 1 Renewal Season is generally considered the
most significant underwriting period of the year for the reinsurance industry.
We believe 2006 renewal negotiations have been more contentious than usual. We experienced
account turnover across all lines of business. However, terms and conditions on most of our
renewed treaties improved or remained substantially unchanged depending on the line of business.
For reinsurance with exposures to North American hurricanes capacity has continued to shrink and
rates have increased further since the January 1 Renewal Season. We expect these conditions to
continue during the remainder of 2006, but the competitive landscape is still evolving and the
depth and breadth of market changes for the balance of 2006 remain uncertain.
For the Property and Marine segment, underlying primary rates and reinsurance rates are
expected to increase, particularly for risks exposed to Atlantic hurricanes. During 2006 we have
achieved average rate increases of over 50% on our U.S. property renewal business and nearly 10% on
our non-U.S. property renewal business, as well as average rate increases of approximately 65% on
our marine renewal business. Despite having increased our assumptions for the frequency and
severity of U.S. windstorm catastrophe exposures, we believe these rate increases result in a
portfolio of catastrophe exposed business with expected profitability that is higher than the
expected profitability of last years portfolio.
During 2006 we wrote more property catastrophe excess-of-loss business and less property risk
excess-of-loss and pro-rata business. Property risk excess-of-loss and pro-rata business typically
generates relatively more premium than property catastrophe excess-of-loss business having a
similar risk level. However, we believe property catastrophe excess-of-loss business generally
provides more quantifiable catastrophe exposure and is currently priced more attractively.
For 2006, we have targeted our net probable maximum loss from catastrophe exposures at various
occurrence levels to be, relatively lower as a percentage of our expected total capital than prior
years. For example, we expect our net probable maximum loss from catastrophe exposures at the one
in 250 year occurrence level to be approximately 20% of total capital for 2006 versus approximately
30% of total capital for 2005. For the balance of the year we will seek to write business that
does not significantly contribute to our largest probable maximum loss exposures. We believe this
lower level of net catastrophe exposure will reduce the expected volatility of our operating
results.
Given the magnitude of recent hurricane losses for the insurance and reinsurance industry in
general and expectations for an active Atlantic hurricane season in 2006, we believe there is a
heightened perception of risk among ceding companies, reinsurers and rating agencies. Accordingly,
demand for property catastrophe risk transfer may increase beyond current levels. We expect that,
as revisions to catastrophe models are released and new rating agency capital requirements are
better understood, there will be continued U.S. market hardening for property and marine business.
-30-
For the Casualty segment, we believe that losses from the 2005 Hurricanes and enhanced rating
agency capital requirements will cause certain insurance and reinsurance companies to review their
strategies for business which is not generally exposed to catastrophes. During 2006, ceding
companies were willing to increase retentions and reinsurers competed for participation on the best
treaties. However, rates stabilized in certain lines of business where they had been declining.
As a result, we believe that the business underwritten during 2006 has approximately the same level
of expected profitability as the business we wrote during the comparable period in 2005. We have
written more commercial liability and less professional liability, trade credit, accident and
health and clash business. We have written approximately the same amount of surety, political
risk, medical malpractice and regional business as we did during the comparable period in 2005. We
believe that financial security remains a significant concern for buyers of long-tailed reinsurance
protection, who typically seek reinsurers with strong balance sheets, quality ratings, and a proven
claims-paying record. We believe that our rating, capitalization and reputation as a lead casualty
reinsurer positions us well to write profitable business as the opportunities arise. We expect
these conditions to persist through 2006 and that the casualty market will remain attractive.
However, two areas where pricing has generally fallen below our standards are accident and health
and trade credit and accordingly we anticipate significantly cutting back our writings in these
lines.
In the Finite Risk segment, we believe that the ongoing investigations by the SEC, the office
of the Attorney General for the State of New York, the U.S. Attorney for the Southern District of
New York and non-U.S. regulatory authorities such as the Bermuda Monetary Authority and the U.K.
Financial Services Authority resulted in significantly diminished demand for limited risk transfer
products in 2005. We believe we can deploy our human and financial capital more profitably in
other lines of business. As a result, we are devoting fewer underwriting and pricing resources to
this segment than in prior years and wrote a relatively small amount of finite business during 2006
relative to the comparable period last year. Although we expect the relatively low level of demand
will continue during 2006, there are signs that buyers are, once again, considering finite
reinsurance as a solution to their risk management needs.
Critical Accounting Policies, Estimates and Judgments
It is important to understand the Companys accounting policies in order to understand its
financial position and results of operations. Management considers certain of these policies to be
critical to the presentation of the financial results since they require management to make
estimates and valuation assumptions. These estimates and assumptions affect the reported amounts
of assets, liabilities, revenues, expenses, and related disclosures. Certain of the estimates and
assumptions result from judgments that are necessarily subjective and consequently actual results
may differ from these estimates. The Companys critical accounting policies involve premiums
written and earned, unpaid losses and LAE, reinsurance, investments, income taxes and stock-based
compensation. The critical accounting policies presented herein are also discussed in the notes to
the consolidated financial statements included in the Companys Annual Report on Form 10-K for the
year ended December 31, 2005.
Premiums
Assumed reinsurance premiums are recognized as revenues when premiums become earned
proportionately over the coverage period. Net premiums earned are recorded in the statement of
operations, net of the cost of retrocession. Net premiums written not yet recognized as revenue
are recorded on the balance sheet as unearned premiums, gross of any ceded unearned premiums.
Due to the nature of reinsurance, ceding companies routinely report and remit premiums
subsequent to the contract coverage period. Consequently, reinsurance premiums written include
amounts reported by the ceding companies, supplemented by estimates of premiums that are written
but not reported (WBNR). The premium estimation process considers the terms and conditions of
the reinsurance contracts and assumes that the contracts will remain in force until expiration.
The estimation of written premiums could be affected by early cancellation, election of contract
provisions for cut-off and return of unearned premiums or other
-31-
contract disruptions. In addition to estimating WBNR, the Company estimates the portion of
premiums earned but not reported (EBNR). The Company also estimates the expenses associated with
these premiums in the form of losses, LAE and commissions. The time lag involved in the process of
reporting premiums is shorter than the lag in reporting losses. Premiums are generally reported
within two years.
When estimating premiums written and earned, each of our reinsurance subsidiaries segregates
business into classes by type of coverage and type of contract (approximately 80 classes). Within
each class, business is further segregated by the year in which the contract incepted (the
Underwriting Year), starting with 2002. Estimates of WBNR and EBNR are made for each class and
Underwriting Year. Premiums are estimated based on ceding company estimates and our own judgment
after considering factors such as the ceding companys historical premium versus projected premium,
the ceding companys history of providing accurate estimates, anticipated changes in the
marketplace and the ceding companys competitive position therein, reported premiums to date and
the anticipated impact of proposed underwriting changes. The net impact on the results of
operations of changes in estimated premiums earned is reduced by the losses and acquisition
expenses related to such premiums earned.
Premiums receivable include premiums billed and in the course of collection as well as WBNR.
WBNR is the component of premiums receivable that is subject to judgment and uncertainty. Premiums
receivable as of March 31, 2006 of $517,429,000 include $483,313,000 of WBNR that is based upon
estimates. The appropriateness of WBNR is evaluated in light of the actual premium reported by the
ceding companies and any adjustments to WBNR and EBNR that represent premiums earned are accounted
for as changes in estimates and are reflected in results of operations in the period in which they
are made. The initial estimates of premiums derived by our underwriting function in respect of the
three months ended March 31, 2006 were evaluated. The cumulative impact of our evaluation in
respect of premiums receivable as of March 31, 2006 was to reduce WBNR by approximately $60 million
or 12%. WBNR premium receivable in our North American casualty claims-made excess of loss
reinsurance class was $61 million of the $483,313,000 as of March 31, 2006 and reflects a $30
million reduction from initial premium estimates. We believe that we reasonably could have made an
adjustment of between $0 and $30 million with respect to this reinsurance class at March 31, 2006.
Had we not made this adjustment, the reinsurance premiums receivable for this class would have been
$91 million at March 31, 2006.
Due to the time lag inherent in the reporting of premiums by ceding companies, a significant
portion of amounts included as premiums written and premiums earned represents estimated premiums
and are not currently due based on the terms of the underlying contracts. Premiums earned,
including EBNR, are a measure of exposure to losses, LAE and acquisition expenses. Consequently,
when previous estimates of premiums earned are increased or decreased, the related provisions for
losses and LAE and acquisition costs previously recorded are also increased or decreased. An
allowance for uncollectible premiums is established for possible non-payment of such amounts due,
as deemed necessary. As of March 31, 2006, we did not establish an allowance based on our
historical experience, the general profile of our ceding companies and our ability in most cases to
contractually offset those premium receivables against losses and loss adjustment expense or other
amounts payable to the same parties.
Certain of the Companys reinsurance contracts include provisions that adjust premiums or
acquisition expenses based upon the loss experience under the contracts. Reinstatement premiums
and additional premiums are recognized in accordance with the provisions of assumed reinsurance
contracts, based on loss experience under such contracts. Reinstatement premiums are the premiums
charged for the restoration of the reinsurance limit of a reinsurance contract to its full amount,
generally coinciding with the payment by the reinsurer of losses. These premiums relate to the
future coverage obtained for the remainder of the initial policy term and are earned over the
remaining policy term. Any unearned premium existing at the time a contract limit is exhausted or
reinstated is immediately earned. Additional premiums are those premiums triggered by losses and
not related to reinstatement of limits and are immediately earned. An allowance for uncollectible
premiums is established for possible non-payment of such amounts due, as deemed necessary.
-32-
Unpaid Losses and LAE
One of the most significant judgments made by management in the preparation of financial
statements is the estimation of unpaid losses and LAE, also referred to as loss reserves. Unpaid
losses and LAE include estimates of the cost of claims that were reported but not yet paid (case
reserves) and the cost of claims that were incurred but not reported IBNR. These liabilities are
balance sheet estimates of future amounts required to pay losses and LAE for reinsured claims for
which we are liable and that have occurred at or before the balance sheet date. Every quarter, the
Companys actuaries prepare estimates of the loss reserves based on established actuarial
techniques. Because the ultimate amount of unpaid losses and LAE is uncertain, we believe that the
quantitative techniques used to estimate these amounts are enhanced by professional and managerial
judgment. Company management reviews these estimates and determines its best estimate of the
liabilities to record in the Companys financial statements.
While the Company commenced operations in 2002, the business written is sufficiently similar
to the historical business of St. Paul Re such that the Company uses the historical loss experience
of this business, which is periodically updated by St. Paul Re, to estimate its initial expected
ultimate losses and its expected patterns of reported losses. These patterns can span more than a
decade and, given its own limited history, the availability of the St. Paul Re data is a valuable
asset of the Company.
The Company does not establish liabilities until the occurrence of an event that may give rise
to a loss. When an event of sufficient magnitude occurs, the Company may establish a specific IBNR
reserve. Generally, this is done following a catastrophe that affects many ceding companies.
Ultimate losses and LAE are based on managements judgment and reflect estimates gathered from
ceding companies, estimates of insurance industry losses gathered from public sources and estimates
derived from catastrophe modeling software.
Unpaid losses and LAE represent managements best estimates, at a given point in time, of the
ultimate settlement and administration costs of claims incurred, and it is possible that the
ultimate liability may materially differ from such estimates. Such estimates are not precise due
to the fact that, among other things, they are based on predictions of future developments and
estimates of future trends in claim severity and frequency and other factors. Because of the
degree of reliance that the Company necessarily places on ceding companies for claims reporting,
the associated time lag, the low frequency/high severity nature of some of the business that the
Company underwrites and the varying reserving practices among ceding companies, the Companys
reserve estimates are highly dependent on management judgment and are therefore uncertain.
Estimates of unpaid losses and LAE are periodically re-estimated and adjusted as new information
becomes available. Any such adjustments are accounted for as changes in estimates and are
reflected in results of operations in the period in which they are made.
The gross liabilities recorded on the Companys balance sheet as of March 31, 2006 for unpaid
losses and LAE were $2,371,916,000. The following table sets forth a breakdown between case
reserves and IBNR by segment at March 31, 2006 ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Property |
|
|
|
|
|
|
|
|
|
|
|
|
and Marine |
|
|
Casualty |
|
|
Finite Risk |
|
|
Total |
|
Case reserves |
|
$ |
425,284 |
|
|
|
188,709 |
|
|
|
81,378 |
|
|
$ |
695,371 |
|
IBNR |
|
|
407,842 |
|
|
|
994,019 |
|
|
|
274,684 |
|
|
|
1,676,545 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Total unpaid losses and LAE |
|
$ |
833,126 |
|
|
|
1,182,728 |
|
|
|
356,062 |
|
|
$ |
2,371,916 |
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Case reserves are usually based upon claim reports received from ceding companies. The
information we receive varies by ceding company and may include paid losses, estimated case
reserves, and an estimated provision for IBNR reserves. Case reserves may be increased or reduced
by our claims personnel based on receipt of additional information, including information received
from ceding companies.
-33-
IBNR is based on actuarial methods including the loss ratio method, the Bornhuetter-Ferguson
method and the chain ladder method. IBNR related to a specific event may be based on our estimated
exposure to an industry loss and may include the use of catastrophe modeling software.
Generally, initial actuarial estimates of IBNR not related to a specific event are based on
the loss ratio method applied to each Underwriting Year for each class of business. Actual paid
losses and case reserves (reported losses) are subtracted from expected ultimate losses to
determine IBNR. The initial expected ultimate losses involve management judgment and are based on:
(i) contract by contract expected loss ratios derived from our pricing process, and (ii) historical
loss ratios of the Company and St. Paul Re adjusted for rate changes and trends. These judgments
will take into account managements view of past, current and future: (i) market conditions, (ii)
changes in the business underwritten, (iii) changes in timing of the emergence of claims and (iv)
other factors that may influence expected ultimate losses.
Over time, as a greater number of claims are reported, actuarial estimates of IBNR are based
on the Bornhuetter-Ferguson and the chain ladder techniques. The Bornhuetter-Ferguson technique
utilizes actual reported losses and expected patterns of reported losses, taking the initial
expected ultimate losses into account to determine an estimate of expected ultimate losses. This
technique is most appropriate when there are few reported claims and a relatively less stable
pattern of reported losses. The chain ladder technique utilizes actual reported losses and
expected patterns of reported losses to determine an estimate of expected ultimate losses that is
independent of the initial expected ultimate losses. This technique is most appropriate when there
are a large number of reported losses with significant statistical credibility and a relatively
stable pattern of reported losses.
When estimating unpaid losses and LAE, each of our reinsurance subsidiaries segregates
business into classes by type of coverage and type of contract (approximately 80 classes). Within
each class the business is further segregated by Underwriting Year, starting with 2002.
Multiple point estimates using a variety of actuarial techniques are calculated for many, but
not all, of our 80 classes of coverage for each Underwriting Year. We do not believe that these
multiple point estimates are or should be considered a range. Our actuaries consider each class
and determine the most appropriate point estimate based on the characteristics of the particular
class and other relevant factors such as historical ultimate loss ratios, the presence of
individual large losses, and known occurrences that have not yet resulted in reported losses. For
some classes of business our actuaries believe that a review of individual contract information
improves the loss reserve estimate. For example, individual contract review is particularly
important for the Finite Risk segment and the accident and health class within the Casualty
segment. Once our actuaries make their determinations of the most appropriate point estimate for
each class, this information is aggregated and reviewed and approved by executive management. At
March 31, 2006 the liability for unpaid losses and LAE that we recorded includes the point
estimates of IBNR prepared by our actuaries.
Generally, North American casualty excess business has the longest pattern of reported losses
and, therefore, loss estimates have a higher degree of uncertainty than other reinsurance classes.
IBNR for these classes at March 31, 2006 was $749 million which was 47% of the total IBNR at that
date. Because estimates of unpaid losses and LAE related to North American casualty excess
business have a higher degree of uncertainty, we would not consider a variance of five percentage
points from the initial expected loss ratio to be unusual. As an example, a change in the initial
expected loss ratio from 65% to 70% would result in an increase of the IBNR for these classes by
$68.5 million. This equates to approximately 8% of the liability for total unpaid losses and LAE
for these classes at March 31, 2006. As another example, if the estimated pattern of reported
losses was accelerated by 5% the IBNR for these classes would decrease by $3 million which is less
than 1%. We have selected these two inputs as examples of sensitivity analyses because
we believe that the two most important inputs to the reserve estimation methodologies described
above are the initial expected loss ratio and the estimated pattern of reported losses.
-34-
The pattern of reported losses is determined utilizing actuarial analysis, including
managements judgment, and is based on historical patterns of paid losses and reporting of case
reserves to the Company, as well as industry patterns. Information that may cause historical
patterns to differ from future patterns is considered and reflected in expected patterns as
appropriate. For property and health coverages these patterns indicate that a substantial portion
of the ultimate losses are reported within 2 to 3 years after the contract is effective. Casualty
patterns can vary from 3 years to over 20 years depending on the type of business.
In property classes, there can be additional uncertainty in loss estimation related to large
catastrophe events. With wind events, such as hurricanes, the damage assessment process may take
more than a year. The cost of rebuilding is subject to increase due to supply shortages for
construction materials and labor. In the case of earthquakes, the damage assessment process may
take several years as buildings are discovered to have structural weaknesses not initially
detected. The uncertainty inherent in loss estimation is particularly pronounced for casualty
coverages, such as umbrella liability, general and product liability, professional liability and
automobile liability, where information, such as required medical treatment and costs for bodily
injury claims, emerges over time. In the overall loss reserving process, provisions for economic
inflation and changes in the social and legal environment are considered.
Loss reserve calculations for primary insurance business are not precise in that they deal
with the inherent uncertainty of future developments. Primary insurers must estimate their own
losses, often based on incomplete and changing information. Reserving for reinsurance business
introduces further uncertainties compared with reserving for primary insurance business. The
uncertainty in the reserving process for reinsurers is due, in part, to the time lags inherent in
reporting from the original claimant to the primary insurer and then to the reinsurer. As a
predominantly broker market reinsurer for both excess-of-loss and proportional contracts, the
Company is subject to a potential additional time lag in the receipt of information as the primary
insurer reports to the broker who in turn reports to the Company. As of March 31, 2006, we did not
have any significant back-log related to our processing of assumed reinsurance information.
Since we rely on information regarding paid losses, case reserves and IBNR provided by ceding
companies in order to assist us in estimating our liability for unpaid losses and LAE, we maintain
certain procedures in order to help determine the completeness and accuracy of such information.
Periodically, management assesses the reporting activities of these companies on the basis of
qualitative and quantitative criteria. In addition to conferring with ceding companies or brokers
on claims matters, our claims personnel conduct periodic audits of specific claims and the overall
claims procedures of our ceding companies at their offices. We rely on our ability to effectively
monitor the claims handling and claims reserving practices of ceding companies in order to help
establish the proper reinsurance premium for reinsurance agreements and to establish proper loss
reserves. Disputes with ceding companies have been rare and generally have been resolved through
negotiation.
In addition to the inherent uncertainty of estimating unpaid losses and LAE, our estimates
with respect to the 2005 Hurricanes are subject to an unusually high level of uncertainty arising
out of complex and unique causation and coverage issues associated with the attribution of losses
to wind or flood damage or other perils such as fire, business interruption or riot and civil
commotion. For example, the underlying policies generally do not cover flood damage; however,
water damage caused by wind may be covered. Our actual losses from the 2005 Hurricanes may exceed
our estimates as a result of, among other things, the attribution of losses to coverages that for
the purpose of our estimates we assumed would not be exposed, which may be affected by class action
lawsuits or state regulatory actions. We expect that these issues will not be resolved for a
considerable period of time and may be influenced by evolving legal and regulatory developments.
-35-
Reinsurance
Premiums written, premiums earned and losses and LAE reflect the net effects of assumed and
ceded reinsurance transactions. Reinsurance accounting is followed for assumed and ceded
transactions when risk transfer requirements have been met. Risk transfer analysis evaluates
significant assumptions relating to the amount and timing of expected cash flows, as well as the
interpretation of underlying contract terms. Reinsurance contracts that do not transfer sufficient
insurance risk are generally accounted for as reinsurance deposit liabilities with interest expense
charged to other income and credited to the liability.
Investments
In accordance with our investment guidelines, our investment portfolio consists of
diversified, high quality, predominantly publicly traded fixed maturity securities. Fixed maturity
securities for which we may not have the positive intent to hold until maturity are classified as
available-for-sale and reported at fair value, with unrealized gains and losses excluded from net
income and reported in other comprehensive income as a separate component of shareholders equity,
net of deferred taxes. Fixed maturity securities for which we have the intent to sell prior to
maturity are classified as trading securities and reported at fair value, with unrealized gains and
losses included in other income and the related deferred income tax included in income tax expense.
Securities classified as trading securities are generally denominated in foreign currencies and
are intended to match net liabilities denominated in foreign currencies in order to minimize net
exposures arising from fluctuations in foreign currency exchange rates. Realized gains and losses
on sales of investments are determined on a specific identification basis. Investment income is
recorded when earned and includes the amortization of premiums and accretion of discounts on
investments.
We believe we have the ability to hold any specific security to maturity. This is based on
current and anticipated future positive cash flow from operations that is expected to generate
sufficient liquidity in order to meet our obligations. However, in the course of managing
investment credit risk, asset liability duration or other aspects of the investment portfolio, the
Company may decide to sell any specific security. The Company routinely reviews its
available-for-sale investments to determine whether unrealized losses represent temporary changes
in fair value or are the result of other-than-temporary impairments. The process of determining
whether a security is other than temporarily impaired is subjective and involves analyzing many
factors. These factors include, but are not limited to, the overall financial condition of the
issuer, the duration and magnitude of an unrealized loss, specific credit events and the Companys
intent to hold a security for a sufficient period of time for the value to recover the unrealized
loss. If the Company has determined that an unrealized loss on a security is other than temporary,
the Company writes down the carrying value of the security to its current fair value and records a
realized loss in the statement of operations.
Income Taxes
Platinum Holdings and Platinum Bermuda are domiciled in Bermuda. Under current Bermuda law,
they are not taxed on any Bermuda income or capital gains and they have received an assurance from
the Bermuda Minister of Finance that if any legislation is enacted in Bermuda that would impose tax
computed on profits or income, or computed on any capital asset, gain or appreciation, or any tax
in the nature of estate duty or inheritance tax, then the imposition of any such tax will not be
applicable to Platinum Holdings or Platinum Bermuda or any of their respective operations, shares,
debentures or other obligations until March 28, 2016. The Company also has subsidiaries in the
United States, United Kingdom and Ireland that are subject to the tax laws thereof.
We apply the asset and liability method of accounting for income taxes. Under the asset and
liability method, deferred tax assets and liabilities are recognized for the future tax
consequences attributable to differences between the financial statement carrying values of
existing assets and liabilities and their corresponding tax bases. Deferred tax assets and
liabilities are measured using enacted tax rates applicable to taxable income in the years in which
the taxes related to those temporary differences are expected to be
-36-
recovered or settled. The effect on deferred tax assets and liabilities of a change in tax
rates is recognized in income in the period the change is enacted. A valuation allowance is
established for deferred tax assets where it is more likely than not that future tax benefits will
not be realized.
Share-Based Compensation
We adopted Statement of Financial Accounting Standards No. 123R Share-Based Payment (SFAS
123R) on the modified prospective method effective January 1, 2006. SFAS 123R establishes
standards for the accounting for transactions in which an entity exchanges its equity instruments
for goods or services. SFAS 123R requires that, prospectively, compensation costs be recognized
for the fair value of all share options over their vesting period, including the cost related to
the unvested portion of all outstanding share options as of December 31, 2005.
Prior to January 1, 2006, we accounted for share based compensation using Statement of
Financial Accounting Standards No. 123 Accounting for Awards of Stock Based Compensation to
Employees and Statement of Financial Accounting Standards No. 148 Accounting for Stock-Based
Compensation-Transition and Disclosure (SFAS 148). In accordance with the transition rules of
SFAS 148, we elected to continue using the intrinsic value method of accounting for our share-based
awards granted to employees established by Accounting Principles Board Opinion No. 25, Accounting
for Stock Issued to Employees (APB 25) for share options granted in 2002. Under APB 25, if the
exercise price of our employee share options is equal to or greater than the fair market value of
the underlying shares on the date of the grant, no compensation expense is recorded.
Item 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK
Market and Credit Risk
The Companys principal invested assets are fixed maturity securities, which are subject to
the risk of potential losses from adverse changes in market rates and prices and credit risk
resulting from adverse changes in the borrowers ability to meet its debt service obligations. The
Companys strategy to limit this risk is to place its investments in high quality credit issues and
to limit the amount of credit exposure with respect to any one issuer or asset class. The Company
also selects investments with characteristics such as duration, yield, currency and liquidity to
reflect, in the aggregate, the underlying characteristics of our unpaid losses and LAE. The
Company attempts to minimize the credit risk by actively monitoring the portfolio and requiring a
minimum average credit rating for its portfolio of A2 as defined by Moodys Investor Service
(Moodys). As of March 31, 2006, the portfolio, excluding cash and short-term investments, has a
dollar weighted average credit rating of Aa2 as defined by Moodys.
The Company has other receivable amounts subject to credit risk. The most significant of
these are reinsurance premiums receivable from ceding companies. We also have reinsurance
recoverable amounts from our retrocessionaires. To mitigate credit risk related to premium
receivables, we have established standards for ceding companies and, in most cases, have a
contractual right of offset thereby allowing the Company to settle claims net of any premium
receivable. To mitigate credit risk related to our reinsurance recoverable amounts, we consider
the financial strength of our retrocessionaires when determining whether to purchase coverage from
them. Retrocessional coverage is generally obtained from companies rated A- or better by A. M.
Best unless the retrocessionaires obligations are fully collateralized. The financial performance
and rating status of all material retrocessionaires is routinely monitored.
In accordance with industry practice, the Company frequently pays amounts in respect of claims
under contracts to reinsurance brokers, for payment over to the ceding companies. In the event
that a broker fails to make such a payment, depending on the jurisdiction, the Company may remain
liable to the ceding company for the payment. Conversely, in certain jurisdictions, when ceding
companies remit premiums to reinsurance brokers, such premiums are deemed to have been paid to the
Company and the ceding company
-37-
is no longer liable to the Company for those amounts whether or not the funds are actually
received by the Company. Consequently, the Company assumes a degree of credit risk associated with
its brokers during the premium and loss settlement process. To mitigate credit risk related to
reinsurance brokers, the Company has established guidelines for brokers and intermediaries.
Interest Rate Risk
The Company is exposed to fluctuations in interest rates. Movements in rates can result in
changes in the market value of our fixed maturity portfolio and can cause changes in the actual
timing of receipt of certain principal payments. Rising interest rates result in a decrease in the
market value of our fixed maturity portfolio and can expose our portfolio, in particular our
mortgage backed securities, to extension risk. Conversely, a decrease in interest rates will
result in an increase in the market value of our fixed maturity portfolio and can expose our
portfolio, in particular our mortgage-backed securities, to prepayment risk. The aggregate
hypothetical impact on our fixed maturity portfolio, generated from an immediate parallel shift in
the treasury yield curve, as of March 31, 2006 is as follows ($ in thousands) :
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Interest Rate Shift in Basis Points |
|
|
- 100 bp |
|
- 50 bp |
|
Current |
|
+ 50 bp |
|
+ 100 bp |
Total market value |
|
$ |
3,327,750 |
|
|
|
3,275,149 |
|
|
|
3,221,321 |
|
|
|
3,166,980 |
|
|
$ |
3,112,748 |
|
Percent change in market value |
|
|
3.3 |
% |
|
|
1.7 |
% |
|
|
|
|
|
|
(1.7 |
%) |
|
|
(3.4 |
%) |
Resulting unrealized
appreciation / (depreciation) |
|
$ |
17,852 |
|
|
|
(34,749 |
) |
|
|
(88,577 |
) |
|
|
(142,918 |
) |
|
$ |
(197,150 |
) |
Foreign Currency Risk
The Company writes business on a worldwide basis. Consequently, the Companys principal
exposure to foreign currency risk is its transaction of business in foreign currencies. Changes in
foreign currency exchange rates can impact revenues, costs, receivables and liabilities, as
measured in the U.S. dollar, our financial reporting currency. The Company seeks to minimize its
exposure to its largest foreign currency risks by holding invested assets denominated in foreign
currencies to offset liabilities denominated in the same foreign currencies.
Sources of Fair Value
The following table presents the carrying amounts and estimated fair values of the Companys
financial instruments as of March 31, 2006 ($ in thousands):
|
|
|
|
|
|
|
|
|
|
|
Carrying |
|
|
|
|
Amount |
|
Fair Value |
Financial assets: |
|
|
|
|
|
|
|
|
Fixed maturity securities |
|
$ |
3,221,321 |
|
|
$ |
3,221,321 |
|
Preferred stocks |
|
|
8,169 |
|
|
|
8,169 |
|
Other invested asset |
|
|
5,000 |
|
|
|
5,000 |
|
Short-term investments |
|
|
80,609 |
|
|
|
80,609 |
|
Financial liabilities: |
|
|
|
|
|
|
|
|
Debt obligations |
|
$ |
292,840 |
|
|
$ |
290,725 |
|
The fair value of fixed maturity securities, preferred stocks and short-term investments are
based on quoted market prices at the reporting date for those or similar investments. Other
invested asset represents an investment in Inter-Ocean Holdings, Ltd., a non-public reinsurance
company and is carried at the
-38-
estimated net realizable value. The Company has no ceded or assumed reinsurance business with
Inter-Ocean Holdings, Ltd. The fair values of debt obligations are based on quoted market prices.
Item 4. CONTROLS AND PROCEDURES
Disclosure Controls and Procedures
Our management, including the Chief Executive Officer and Chief Financial Officer, carried out
an evaluation of the effectiveness of the design and operation of our disclosure controls and
procedures, as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange
Act of 1934 (the Exchange Act), as of the end of the period covered by this report. Based on
that evaluation, our management, including the Chief Executive Officer and Chief Financial Officer,
concluded that our disclosure controls and procedures are effective to ensure that information
required to be disclosed by us in reports that we file or submit under the Exchange Act is
recorded, processed, summarized and timely reported as specified in the SECs rules and forms.
Changes in Internal Control over Financial Reporting
Our management, including the chief executive officer and the chief financial officer, in
connection with the evaluation required by Rules 13a-15(e) and 15d-15(e) under the Exchange Act,
concluded that no changes occurred during the quarter ended March 31, 2006 in our internal control
over financial reporting that have materially affected, or are reasonably likely to materially
affect, our internal control over financial reporting.
FORWARD-LOOKING STATEMENTS
This Form 10-Q contains forward-looking statements within the meaning of Section 27A of the
Securities Act and Section 21E of the Exchange Act. Forward-looking statements are necessarily
based on estimates and assumptions that are inherently subject to significant business, economic
and competitive uncertainties and contingencies, many of which are subject to change. These
uncertainties and contingencies can affect actual results and could cause actual results to differ
materially from those expressed in any forward-looking statements made by, or on behalf of, us.
In particular, statements using words such as may, should, estimate, expect,
anticipate, intend, believe, predict, potential, or words of similar import generally
involve forward-looking statements. For example, we have included certain forward-looking
statements in Managements Discussion and Analysis of Financial Condition and Results of
Operations with regard to trends in results, prices, volumes, operations, investment results,
margins, risk management and exchange rates. This Form 10-Q also contains forward-looking
statements with respect to our business and industry, such as those relating to our strategy and
management objectives and trends in market conditions, market standing, product volumes, investment
results and pricing conditions.
In light of the risks and uncertainties inherent in all future projections, the inclusion of
forward-looking statements in this Form 10-Q should not be considered as a representation by us or
any other person that our objectives or plans will be achieved. Numerous factors could cause our
actual results to differ materially from those in forward-looking statements, including the
following:
|
(1) |
|
conducting operations in a competitive environment; |
|
|
(2) |
|
our ability to maintain our A.M. Best Company, Inc. rating; |
|
|
(3) |
|
significant weather-related or other natural or man-made disasters over which the
Company has no control; |
|
|
(4) |
|
the effectiveness of our loss limitation methods and pricing models; |
-39-
|
(5) |
|
the adequacy of the Companys liability for unpaid losses and loss adjustment
expenses, including, but not limited to, losses from Hurricanes Katrina, Rita and Wilma
and the possibility that estimates of losses and LAE from Hurricanes Katrina, Rita and
Wilma may prove to be materially different from estimates made to date; |
|
|
(6) |
|
the availability of retrocessional reinsurance on acceptable terms; |
|
|
(7) |
|
our ability to maintain our business relationships with reinsurance brokers; |
|
|
(8) |
|
general political and economic conditions, including the effects of civil unrest,
acts of terrorism, war or a prolonged U.S. or global economic downturn or recession; |
|
|
(9) |
|
the cyclicality of the property and casualty reinsurance business; |
|
|
(10) |
|
market volatility and interest rate and currency exchange rate fluctuation; |
|
|
(11) |
|
tax, regulatory or legal restrictions or limitations applicable to the Company or the
property and casualty reinsurance business generally; and |
|
|
(12) |
|
changes in the Companys plans, strategies, objectives, expectations or intentions,
which may happen at any time at the Companys discretion. |
As a consequence, current plans, anticipated actions and future financial condition and
results may differ from those expressed in any forward-looking statements made by or on behalf of
the Company. The foregoing factors, which are discussed in more detail in Item 1A Risk Factors
in the Companys Annual Report on Form 10-K for the year ended December 31, 2005 should not be
construed as exhaustive. Additionally, forward-looking statements speak only as of the date they
are made, and we undertake no obligation to release publicly the results of any future revisions or
updates we may make to forward-looking statements to reflect new information or circumstances after
the date hereof or to reflect the occurrence of future events.
PART II OTHER INFORMATION
Item 6. EXHIBITS
|
|
|
Exhibit |
|
|
Number |
|
Description |
3(ii).1
|
|
Bye-Laws of Platinum Holdings. |
|
|
|
10.1
|
|
Amended and Restated Quota Share Retrocession Agreement
dated April 11, 2006 between Platinum Bermuda and Platinum
US. |
|
|
|
31.1
|
|
Certification of Michael D. Price, Chief Executive Officer
of Platinum Holdings, pursuant to Rule 13a-14(a) or Rule
15d-14(a) of the Exchange Act. |
|
|
|
31.2
|
|
Certification of Joseph F. Fisher, Chief Financial Officer
of Platinum Holdings, pursuant to Rule 13a-14(a) or Rule
15d-14(a) of the Exchange Act. |
|
|
|
32.1
|
|
Certification of Michael D. Price, Chief Executive Officer
of Platinum Holdings, pursuant to 18 U.S.C. section 1350,
as adopted pursuant to section 906 of the Sarbanes-Oxley
Act of 2002. |
|
|
|
32.2
|
|
Certification of Joseph F. Fisher, Chief Financial Officer
of Platinum Holdings, pursuant to 18 U.S.C. section 1350,
as adopted pursuant to section 906 of the Sarbanes-Oxley
Act of 2002. |
-40-
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly
caused this report to be signed on its behalf by the undersigned thereunto duly authorized.
|
|
|
|
|
|
|
Platinum Underwriters Holdings, Ltd |
|
|
|
|
|
|
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Date: April 27, 2006
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/s/ Michael D. Price |
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By: Michael D. Price
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President and Chief Executive Officer |
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(Principal Executive Officer) |
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Date: April 27, 2006
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/s/ Joseph F. Fisher |
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By: Joseph F. Fisher |
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Executive Vice President and Chief Financial Officer |
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(Principal Financial and Accounting Officer) |
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