NEVADA
(State
or Other Jurisdiction of
Incorporation)
|
001-33245
(Commission
File Number)
|
04-3850065
(I.R.S.
Employer Identification No.)
|
10375
Professional Circle
Reno,
Nevada
(Address
of Principal Executive Offices)
|
89521
(Zip
Code)
|
|
Registrant's
telephone number including area code: (888)
682-6671
|
||
No
change since last report
(Former
Name or Address, if Changed Since Last
Report)
|
EMPLOYERS
HOLDINGS, INC.
|
||
By:
|
/s/
Lenard T. Ormsby
|
|
Name:
|
Lenard
T. Ormsby
|
|
Title:
|
Executive
Vice President, Chief
|
|
Legal
Officer and General Counsel
|
Exhibit
No.
|
Exhibit
|
|
99.1
|
Employers
Holdings, Inc. press release, dated May 13,
2008.
|
May
13, 2008
|
For
Immediate Release
|
Quarter
Ended
|
|||||||||
March
31,
|
|||||||||
2008
|
2007
|
||||||||
(unaudited)
|
|||||||||
Revenues
|
|||||||||
Gross
written premiums
|
$
|
81,674
|
$
|
96,450
|
|||||
Net
written premiums
|
$
|
79,104
|
$
|
93,211
|
|||||
Net
premiums earned
|
$
|
75,896
|
$
|
89,792
|
|||||
Net
investment income
|
18,903
|
20,835
|
|||||||
Realized
(losses) gains on investments, net
|
(1,488)
|
190
|
|||||||
Other
income
|
438
|
1,140
|
|||||||
Total
revenues
|
93,749
|
111,957
|
|||||||
Expenses
|
|||||||||
Losses
and loss adjustment expenses
|
30,614
|
41,667
|
|||||||
Commission
expense
|
10,623
|
11,721
|
|||||||
Underwriting
and other operating expense
|
21,726
|
23,300
|
|||||||
Total
expenses
|
62,963
|
76,688
|
|||||||
Net
income before income taxes
|
30,786
|
35,269
|
|||||||
Income
taxes
|
5,292
|
7,403
|
|||||||
Net
income
|
$
|
25,494
|
$
|
27,866
|
|||||
Net
income after date of conversion, February 5 through March 31,
2007
|
$
|
N/A
|
$
|
21,395
|
|||||
Reconciliation
of net income and EPS to net income
and
EPS before the impacts of the LPT Agreement
|
|||||||||
Net
income
|
$
|
25,494
|
$
|
27,866
|
|||||
Less:
Impact of LPT Agreement:
Amortization
of deferred reinsurance gain – LPT Agreement
|
4,792
|
4,587
|
|||||||
Net
Income before the impacts of LPT Agreement
|
$
|
20,702
|
$
|
23,279
|
|||||
Three
months ended
March
31, 2008
|
Period
February 5,
through
March 31,
|
|||||||
2008
|
2007
|
|||||||
(unaudited)
|
||||||||
Net
Income
|
$
|
25,494
|
$
|
21,395
|
||||
Earnings
per common share
|
||||||||
Basic
|
$
|
0.51
|
$
|
0.40
|
||||
Diluted
|
$
|
0.51
|
$
|
0.40
|
||||
Weighted
average shares outstanding
|
||||||||
Basic
|
49,611,213
|
53,527,907
|
||||||
Diluted
|
49,646,553
|
53,527,907
|
||||||
Pro forma for three
months ended March 31, 2007
|
2007
|
|||||||
Net
Income
|
$
|
27,866
|
||||||
Earnings
per common share
|
||||||||
Basic
|
$
|
0.53
|
||||||
Diluted
|
$
|
0.53
|
||||||
Weighted
average shares outstanding
|
||||||||
Basic
(1)
|
52,155,944
|
|||||||
Diluted
(1)
|
52,155,944
|
|||||||
Three
months ended
March
31, 2008
|
Pro forma for three
months ended March 31,
|
|||||||
2008
|
2007
|
|||||||
Earnings
per common share
|
||||||||
Basic
|
$
|
0.51
|
$
|
0.53
|
||||
Diluted
|
$
|
0.51
|
$
|
0.53
|
||||
Earnings
per common share attributable to the LPT Agreement
|
||||||||
Basic
|
$
|
0.09
|
$
|
0.08
|
||||
Diluted
|
$
|
0.09
|
$
|
0.08
|
||||
Pro forma earnings per
common share before the LPT Agreement
|
||||||||
Basic
|
$
|
0.42
|
$
|
0.45
|
||||
Diluted
|
$
|
0.42
|
$
|
0.45
|
(1) |
The
pro
forma earnings per common share for the three months ended March
31, 2007, was computed using the shares outstanding for the period after
the Company’s conversion on February 5, 2007 (53,527,907), and for the
period prior to the conversion, assumes the common stock available to
eligible members (50,000,002).
|
March
31,
|
December
31,
|
||||
2008
|
2007
|
||||
Assets
|
(unaudited)
|
||||
Available
for Sale:
|
|||||
Fixed
maturity investments at fair value (amortized cost $1,578,407
at
March 31, 2008 and
$1,594,159 at December 31, 2007)
|
$
|
1,605,497
|
$
|
1,618,903
|
|
Equity
securities at fair value (cost of $59,059 at March 31, 2008 and $60,551
at
December
31, 2007)
|
95,257
|
107,377
|
|||
Total
investments
|
1,700,754
|
1,726,280
|
|||
Cash
and cash equivalents
|
178,105
|
149,703
|
|||
Accrued
investment income
|
18,623
|
19,345
|
|||
Premiums
receivable, less bad debt allowance of $6,234 at March 31, 2008
and
$6,037 at December
31, 2007
|
31,284
|
36,402
|
|||
Reinsurance
recoverable for:
|
|||||
Paid
losses
|
11,141
|
10,218
|
|||
Unpaid
losses, less allowance of $1,308 at each period
|
1,041,686
|
1,051,333
|
|||
Funds
held by or deposited with reinsureds
|
93,973
|
95,884
|
|||
Deferred
policy acquisition costs
|
15,032
|
14,901
|
|||
Deferred
income taxes, net
|
58,098
|
59,730
|
|||
Property
and equipment, net
|
14,440
|
14,133
|
|||
Other
assets
|
16,368
|
13,299
|
|||
Total
assets
|
$
|
3,179,504
|
$
|
3,191,228
|
|
Liabilities
and stockholders’ equity
|
|||||
Claims
and policy liabilities:
|
|||||
Unpaid
losses and loss adjustment expenses
|
$
|
2,255,240
|
$
|
2,269,710
|
|
Unearned
premiums
|
64,997
|
63,924
|
|||
Policyholders’
dividends accrued
|
197
|
386
|
|||
Total
claims and policy liabilities
|
2,320,434
|
2,334,020
|
|||
Commissions
and premium taxes payable
|
8,205
|
7,493
|
|||
Federal
income taxes payable
|
10,867
|
13,884
|
|||
Accounts
payable and accrued expenses
|
12,456
|
20,682
|
|||
Deferred
reinsurance gain–LPT Agreement
|
420,210
|
425,002
|
|||
Other
liabilities
|
11,107
|
10,694
|
|||
Total
liabilities
|
2,783,279
|
2,811,775
|
|||
Commitments
and contingencies Stockholders’ equity:
|
|||||
Common
stock, $0.01 par value; 150,000,000 shares authorized;
|
|||||
53,527,907
and 53,527,907 issued at, and 49,560,635 and 49,616,635
|
|||||
outstanding at, March 31, 2008
and December 31, 2007 respectively
|
535
|
535
|
|||
Preferred
stock, $0.01 par value; 25,000,000 shares authorized; none
issued
|
--
|
--
|
|||
Additional
paid-in capital
|
303,494
|
302,862
|
|||
Retained earnings
|
127,053
|
104,536
|
|||
Accumulated other comprehensive income, net
|
41,137
|
46,520
|
|||
Treasury
stock, at cost (3,967,272 shares at March 31, 2008 and
3,911,272
|
|||||
shares
at December 31, 2007)
|
(75,994)
|
(75,000)
|
|||
Total
stockholders’ equity
|
396,225
|
379,453
|
|||
Total
liabilities and stockholders’ equity
|
$
|
3,179,504
|
3,191,228
|
||
Equity
including deferred reinsurance gain – LPT
|
|||||
Total
stockholders’ equity
|
$
|
396,225
|
$
|
379,453
|
|
Deferred
reinsurance gain – LPT Agreement
|
420,210
|
425,002
|
|||
Total
equity including deferred reinsurance gain – LPT Agreement
|
$
|
816,435
|
$
|
804,455
|
Three
months ended March 31,
|
|||||||
2008
|
2007
|
||||||
(unaudited)
|
|||||||
Operating
activities
|
|||||||
Net
income
|
$
|
25,494
|
$
|
27,866
|
|||
Adjustments
to reconcile net income to net cash provided by operating
activities:
|
|||||||
Depreciation
|
1,618
|
1,569
|
|||||
Stock-based
compensation
|
632
|
140
|
|||||
Amortization
of premium on investments, net
|
1,687
|
1,646
|
|||||
Allowance
for doubtful accounts – premiums receivable
|
197
|
404
|
|||||
Deferred
income tax expense
|
4,531
|
3,229
|
|||||
Realized
(losses) gains on investments, net
|
1,488
|
(190
|
)
|
||||
Change
in operating assets and liabilities:
|
|||||||
Accrued
investment income
|
722
|
(73
|
)
|
||||
Premiums
receivable
|
4,921
|
807
|
|||||
Reinsurance
recoverable on paid and unpaid losses
|
8,724
|
9,146
|
|||||
Funds
held by or deposited with reinsureds
|
1,911
|
1,711
|
|||||
Unpaid
losses and loss adjustment expenses
|
(14,470
|
)
|
(571
|
)
|
|||
Unearned
premiums
|
1,073
|
2,257
|
|||||
Federal
income taxes payable
|
(3,017
|
)
|
(6,820
|
)
|
|||
Accounts
payable, accrued expenses and other liabilities
|
(2,900
|
)
|
(13,156
|
)
|
|||
Deferred
reinsurance gain–LPT Agreement
|
(4,792
|
)
|
(4,587
|
)
|
|||
Other
|
(1,734
|
)
|
(5,346
|
)
|
|||
Net
cash provided by operating activities
|
26,085
|
18,032
|
|||||
Investing
activities
|
|||||||
Purchase
of fixed maturities
|
(5,414
|
)
|
(102,784
|
)
|
|||
Purchase
of equity securities
|
(764
|
)
|
(701
|
)
|
|||
Proceeds
from sale of fixed maturities
|
11,687
|
38,112
|
|||||
Proceeds
from sale of equity securities
|
764
|
1,165
|
|||||
Proceeds
from maturities and redemptions of investments
Capitalized
acquisition costs
|
2,500
(758
|
)
|
9,224
—
|
||||
Capital
expenditures and other, net
|
(1,925
|
)
|
(467
|
)
|
|||
Net
cash provided by (used in) investing activities
|
6,090
|
(55,451
|
)
|
||||
Financing
activities
|
|||||||
Issuance
of common stock, net
|
—
|
486,903
|
|||||
Cash
paid to eligible policyholders under plan of conversion
|
—
|
(462,989
|
)
|
||||
Acquisition
of treasury stock
|
(796
|
)
|
—
|
||||
Dividend
paid to stockholders
|
(2,977
|
)
|
—
|
||||
Net
cash (used in) provided by financing activities
|
(3,773
|
)
|
23,914
|
||||
Net
increase (decrease) in cash and cash equivalents
|
28,402
|
(13,505
|
)
|
||||
Cash
and cash equivalents at the beginning of the year
|
149,703
|
79,984
|
|||||
Cash
and cash equivalents at the end of the year
|
$
|
178,105
|
$
|
66,479
|
|||
Cash
paid for income taxes
|
$
|
36,200
|
$
|
72,349
|
|||
Schedule
of non-cash transactions
|
|||||||
Stock
issued in exchange for membership interest
|
$
|
—
|
$
|
281,073
|
|||
Three
Months Ended
|
|||||||
March
31,
|
|||||||
2008
|
2007
|
||||||
(unaudited)
|
|||||||
Net
Premiums Earned
|
$
|
75,896
|
$
|
89,792
|
|||
Losses
and Loss Adjustment Expenses (LAE)
|
$
|
30,614
|
$
|
41,667
|
|||
Losses
& LAE Ratio
|
40.3
|
%
|
46.4
|
%
|
|||
Amortization
of deferred reinsurance gain - LPT
|
$
|
4,792
|
$
|
4,587
|
|||
Impacts
of LPT
|
6.3
|
%
|
5.1
|
%
|
|||
Losses
& LAE before impact of LPT
|
$
|
35,406
|
$
|
46,254
|
|||
Losses
& LAE Ratio before impact of LPT
|
46.7
|
%
|
51.5
|
%
|
|||
Commission
Expense
|
$
|
10,623
|
$
|
11,721
|
|||
Commission
Expense Ratio
|
14.0
|
%
|
13.1
|
%
|
|||
Underwriting
& Other Operating Expense
|
$
|
21,726
|
$
|
23,300
|
|||
Underwriting
& Other Operating Expense Ratio
|
28.6
|
%
|
25.9
|
%
|
|||
Total
Expense
|
$
|
62,963
|
$
|
76,688
|
|||
Combined
Ratio
|
83.0
|
%
|
85.4
|
%
|
|||
Total
Expense before impact of the LPT
|
$
|
67,755
|
$
|
81,275
|
|||
Combined
Ratio before the impact of the LPT
|
89.3
|
%
|
90.5
|
%
|
|||