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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934
Date of Report (Date of earliest event reported) November 9, 2015
AMERICAN INDEPENDENCE CORP.
(Exact name of registrant as specified in its charter)
Delaware | 001-05270 | 11-1817252 |
(State or other jurisdiction of incorporation or organization) | (Commission File Number) | (I.R.S. Employer Identification No.) |
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485 Madison Avenue, New York, NY | 10022 | |
(Address of principal executive offices) | (Zip Code) | |
Registrant's telephone number, including area code: (212) 355-4141
Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions:
□ Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
□ Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-2)
□ Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
□ Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13a-4(c))
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Item 2.02 Results of Operations and Financial Condition.
The information set forth under this Item 2.02 (Results of Operations and Financial Condition) is intended to be furnished. Such information, including the Exhibit attached hereto, shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, nor shall it be deemed incorporated by reference in any filing under the Securities Act of 1933, except as shall be expressly set forth by specific reference in such filing.
On November 9, 2015, American Independence Corp. issued a press release announcing results of operations for the three months and nine months ended September 30, 2015, a copy of which is attached as Exhibit 99.1.
Item 9.01 Financial Statements and Exhibits
(c)
Exhibits
Exhibit 99.1 - Press release of American Independence Corp., dated November 9, 2015.
SIGNATURE
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.
AMERICAN INDEPENDENCE CORP.
/s/ Teresa A. Herbert Teresa A. Herbert Chief Financial Officer and Senior Vice President | Date: | November 9, 2015 |
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Exhibit 99.1
AMERICAN INDEPENDENCE CORP. | CONTACT: LOAN NISSER |
485 MADISON AVENUE | (646) 509-2107 |
NEW YORK, NEW YORK 10022 | www.americanindependencecorp.com |
NASDAQ – AMIC |
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NEWS RELEASE
AMERICAN INDEPENDENCE CORP. ANNOUNCES
2015 THIRD-QUARTER AND NINE-MONTH RESULTS
New York, New York, November 9, 2015. American Independence Corp. (NASDAQ: AMIC) today reported 2015 third-quarter and nine-month results.
Financial Results
AMIC reported net income of $1.6 million ($.20 per diluted share) for the three months ended September 30, 2015 compared to $2.1 million ($.25 per diluted share) for the three months ended September 30, 2014. AMIC reported net income of $3.3 million ($.40 per diluted share) for the nine months ended September 30, 2015 compared to $3.2 million ($.39 per diluted share) for the nine months ended September 30, 2014.
Revenues increased to $46.7 million for the three months ended September 30, 2015 compared to revenues of $41.2 million for the three months ended September 30, 2014, primarily due to an increase in premiums, agency income and fee income. Revenues increased to $135.9 million for the nine months ended September 30, 2015 compared to revenues of $124.3 million for the nine months ended September 30, 2014, primarily due to an increase in premiums and fee income, offset by a decrease in agency income.
Chief Executive Officer’s Comments
Roy T. K. Thung, Chief Executive Officer, commented, “We are pleased with the continuing growth in earned premium of business written by IHC Risk Solutions, as evidenced by the 32% growth in our direct business written for the twelve months ended October 31, 2015. With respect to our fully insured operating companies, we continue to build out the direct-to-consumer distribution that is essential to our future growth as a specialty health company, and we are pleased with the growth and excellent profitability of our ancillary and disability lines of business. Income was negatively impacted in the quarter by realized investment losses of $162,000 versus gains of $580,000 for the three months ended September 30, 2015 and 2014, respectively. Our financial condition and balance sheet remain strong. We have grown our book value to $11.85 per share at September 30, 2015 from $11.34 per share at December 31, 2014.”
About American Independence Corp.
American Independence Corp. is a holding company principally engaged in health insurance and reinsurance. It provides specialized health coverage and related services to commercial customers and individuals. Through Independence American
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Insurance Company and its other subsidiaries, it offers medical stop-loss, non-subscriber occupational accident, pet insurance, short-term medical, vision, dental and various supplemental products, which are marketed through its subsidiaries IHC Specialty Benefits, Inc. (including www.healthedeals.com and www.aspiraAmas.com, IPA Direct, LLC and IPA Family, LLC. AMIC markets medical stop-loss through its marketing and administrative company IHC Risk Solutions, LLC.
Forward-Looking Statements
Certain statements and information contained in this release may be considered “forward-looking statements,” such as statements relating to management's views with respect to future events and financial performance. Such forward-looking statements are subject to risks, uncertainties and other factors that could cause actual results to differ materially from historical experience or from future results expressed or implied by such forward-looking statements. Potential risks and uncertainties include, but are not limited to, economic conditions in the markets in which American Independence Corp. (AMIC) operates, new federal or state governmental regulation, AMIC’s ability to effectively operate, integrate and leverage any past or future strategic acquisition, and other factors which can be found in AMIC’s other news releases and filings with the Securities and Exchange Commission. AMIC expressly disclaims any duty to update its forward-looking statements unless required by applicable law.
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American Independence Corp.
Condensed Consolidated Statements of Income
(In thousands, except per share data)
(Unaudited)
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| Three Months Ended |
| Nine Months Ended | |||||||
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| September 30, |
| September 30, | |||||||
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| 2015 |
| 2014 |
| 2015 |
| 2014 | |||
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Premiums earned | $ | 37,429 | $ | 33,927 | $ | 110,878 | $ | 100,055 | |||
Fee and agency income |
| 8,821 |
| 5,944 |
| 22,443 |
| 21,481 | |||
Net investment income |
| 586 |
| 544 |
| 1,696 |
| 1,645 | |||
Net realized investment gains (losses) |
| (162) |
| 580 |
| 190 |
| 863 | |||
Other income |
| 57 |
| 162 |
| 691 |
| 220 | |||
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| Revenues |
| 46,731 |
| 41,157 |
| 135,898 |
| 124,264 | ||
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Insurance benefits, claims and reserves |
| 24,189 |
| 21,229 |
| 73,455 |
| 64,012 | |||
Selling, general and administrative expenses |
| 19,407 |
| 16,215 |
| 55,933 |
| 53,703 | |||
Amortization and depreciation |
| 449 |
| 418 |
| 1,128 |
| 1,280 | |||
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| Expenses |
| 44,045 |
| 37,862 |
| 130,516 |
| 118,995 | ||
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Income before income tax |
| 2,686 |
| 3,295 |
| 5,382 |
| 5,269 | |||
Provision for income taxes |
| 1,050 |
| 1,339 |
| 2,037 |
| 1,988 | |||
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Net income |
| 1,636 |
| 1,956 |
| 3,345 |
| 3,281 | |||
| Less: Net (income) loss attributable to the non-controlling interest |
| 5 |
| 101 |
| (95) |
| (125) | ||
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Net income attributable to American Independence Corp. | $ | 1,641 | $ | 2,057 | $ | 3,250 | $ | 3,156 | |||
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Basic income per common share: |
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| Net income attributable to |
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| American Independence Corp. common stockholders | $ | .20 | $ | .25 | $ | .40 | $ | .39 | |
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Weighted-average shares outstanding |
| 8,083 |
| 8,079 |
| 8,080 |
| 8,076 | |||
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Diluted income per common share: |
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| Net income attributable to |
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| American Independence Corp. common stockholders | $ | .20 | $ | .25 | $ | .40 | $ | .39 | |
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Weighted-average diluted shares outstanding |
| 8,094 |
| 8,097 |
| 8,092 |
| 8,102 | |||
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American Independence Corp.
Condensed Consolidated Balance Sheets
(In thousands, except per share data)
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| September 30, |
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| 2015 |
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| December 31, | |||
ASSETS: |
| (Unaudited) |
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| 2014 | |||
| Investments: |
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| Securities purchased under agreements to resell | $ | 4,616 |
| $ | 3,143 | ||
| Trading securities |
| 1,107 |
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| 1,138 | ||
| Fixed maturities available-for-sale, at fair value |
| 84,840 |
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| 73,608 | ||
| Equity securities available-for-sale, at fair value |
| 1,025 |
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| 1,013 | ||
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| Total investments |
| 91,588 |
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| 78,902 | ||
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| Cash and cash equivalents |
| 6,235 |
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| 4,569 | ||
| Restricted cash |
| 17,531 |
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| 18,881 | ||
| Accrued investment income |
| 772 |
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| 652 | ||
| Premiums receivable |
| 17,797 |
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| 13,257 | ||
| Net deferred tax asset |
| 7,694 |
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| 12,025 | ||
| Due from reinsurers |
| 5,703 |
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| 5,532 | ||
| Goodwill |
| 6,134 |
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| - | ||
| Intangible assets |
| 14,476 |
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| 9,915 | ||
| Accrued fee income |
| 5,027 |
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| 4,469 | ||
| Due from securities brokers |
| 533 |
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| 293 | ||
| Other assets |
| 14,012 |
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| 17,286 | ||
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| TOTAL ASSETS | $ | 187,502 |
| $ | 165,781 | ||
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LIABILITIES AND STOCKHOLDERS’ EQUITY: |
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| LIABILITIES: |
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| Policy benefits and claims | $ | 43,819 |
| $ | 33,616 | ||
| Premium and claim funds payable |
| 17,516 |
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| 18,881 | ||
| Commission payable |
| 6,132 |
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| 4,672 | ||
| Accounts payable, accruals and other liabilities |
| 16,476 |
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| 11,283 | ||
| Debt |
| 3,189 |
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| - | ||
| State income taxes payable |
| 618 |
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| 597 | ||
| Due to securities brokers |
| 78 |
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| 58 | ||
| Due to reinsurers |
| 786 |
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| 2,334 | ||
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| Total liabilities |
| 88,614 |
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| 71,441 | ||
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STOCKHOLDERS’ EQUITY: |
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| American Independence Corp. stockholders’ equity: |
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| Preferred stock, $0.10 par value, 1,000 shares designated; no shares issued |
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| and outstanding |
| - |
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| - | |
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| Common stock, $0.01 par value, 15,000,000 shares authorized; 9,181,793 shares |
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| issued, respectively; 8,088,105 and 8,079,215 shares outstanding, respectively |
| 92 |
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| 92 | |
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| Additional paid-in capital |
| 80,116 |
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| 79,746 | |
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| Accumulated other comprehensive gain (loss) |
| 484 |
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| (154) | |
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| Treasury stock, at cost, 1,093,688 and 1,102,578 shares, respectively |
| (10,161) |
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| (10,243) | |
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| Retained earnings |
| 25,303 |
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| 22,139 | |
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| Total American Independence Corp. stockholders’ equity |
| 95,834 |
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| 91,580 | |
| Non-controlling interest in subsidiaries |
| 3,054 |
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| 2,760 | ||
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| Total equity |
| 98,888 |
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| 94,340 | |
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| TOTAL LIABILITIES AND EQUITY | $ | 187,502 |
| $ | 165,781 | |
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