8-K 1 amic1029038k.htm 8/K
 

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) October 29, 2003

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.)

485 Madison Avenue, New York, NY 10022

  

10022

(Address of principal executive offices)

  

(Zip Code)
Registrant's telephone number, including area code: (212) 355-4141

 

 

Item 12.   Results of Operations and Financial Condition.

On October 29, 2003, American Independence Corp. issued a press release announcing financial results for the

quarter ended September 30, 2003, a copy of which is attached as Exhibit 99.1.

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

Vice President and Chief Financial Officer

 

Date:

 

October 29, 2003

 

 

 

 

 

 

 

 

 

 

 

Exhibit 99.1

 

AMERICAN INDEPENDENCE CORP.                                CONTACT: DAVID T. KETTIG

485 MADISON AVENUE                                                                                          (212) 355-4141 Ext. 3047

NEW YORK, NEW YORK 10022                                                                           www.americanindependencecorp.com

NASDAQ - AMIC

 

NEWS RELEASE

AMERICAN INDEPENDENCE CORP. ANNOUNCES 8% SEQUENTIAL INCREASE IN INCOME FROM

CONTINUING OPERATIONS FOR THREE MONTHS ENDED SEPTEMBER 30, 2003

New York, New York, October 29, 2003. American Independence Corp. (NASDAQ: AMIC) today reported net income and income from continuing operations of $2.3 million ($.27 per share, diluted) for the three months ended September 30, 2003 and revenues of $15.7 million for the same period. Net income includes a non-cash charge of $0.5 million ($.05 per share, diluted) for amortization related to intangible assets.

Net income for the nine months ended September 30, 2003 amounted to $6.4 million ($.75 per share, diluted). Income from continuing operations amounted to $6.3 million ($.74 per share, diluted) and revenues amounted to $38.9 million for the same period. Net income for the nine months ended September 30, 2003 includes a non-cash charge of $1.4 million ($.17 per share, diluted) for amortization related to intangible assets recorded in purchase accounting and $0.1 million ($.01 per share, diluted) from discontinued operations relating to the first quarter of 2003.

Roy T.K. Thung, Chief Executive Officer, commented, "We are pleased to report that our income from continuing operations increased sequentially from $2.1 million ($.25 per share, diluted) for the second quarter of 2003 to $2.3 million ($.27 per share, diluted) for the third quarter of 2003, an 8% increase. Premiums reinsured under treaties with Independence Holding Company (NASDAQ: INHO) increased 36% from the second quarter of 2003 as additional cases renewed each month. Independence American Insurance Company's premiums will continue to increase during the balance of this year, and the total benefit from these treaties will not be realized until 2004. Beginning with the fourth quarter of 2003, it is anticipated that AMIC's earnings will be reduced by a charge for Federal income taxes even though, on a cash basis, AMIC will not pay any Federal income taxes due to utilization of our Federal net operating loss carry forwards. This accounting treatment is based upon the expectation that AMIC will have taxable earnings in its tax year beginning October 1, 2003. We continue to be optimistic as to our future results."

On a non-GAAP basis, the Company reported income from continuing operations, excluding certain amortization, of $2.7 million ($.32 per share, diluted) for the three months ended September 30, 2003 and $7.7 million ($.91 per share, diluted) for the nine months ended September 30, 2003. Non-GAAP results exclude non-cash charges related to the amortization of intangible assets recorded in purchase accounting.

The Company provides non-GAAP financial measures to complement its consolidated financial statements presented in accordance with GAAP. These non-GAAP financial measures are intended to supplement the user's overall understanding of the Company's current financial performance and its prospects for the future. Specifically, the Company believes the non-GAAP results provide useful information to both management and investors by identifying certain expenses that, when excluded from the GAAP results, may provide additional understanding of the Company's core operating results or business performance. However, these non-GAAP financial measures are not intended to supercede or replace the Company's GAAP results. A reconciliation of the non-GAAP results to the GAAP results is provided in the "Non-GAAP Condensed Consolidated Statements of Operations" schedule below. Operating results reported on a non-GAAP basis exclude non-cash charges related to the amortization of intangible assets recorded in purchase accounting.

AMIC is a holding company principally engaged in the insurance and reinsurance business through Independence American Insurance Company and its employer medical stop-loss and managed care managing general underwriters.

Some of the statements included herein may be considered to be forward looking statements, which are subject to certain risks and uncertainties. Factors which could cause the actual results to differ materially from those suggested by such statements are described from time to time in AMIC's filings with the Securities and Exchange Commission.

AMERICAN INDEPENDENCE CORP.

THIRD QUARTER REPORT

SEPTEMBER 30, 2003

(in Thousands Except Per Share Data)

Three Months Ended

2003                   2002

Nine Months Ended

            2003               2002

    

Premiums earned

$

11,295

$

-

$

26,267

$

-

Investment and other income

  

472

  

380

  

1,527

  

1,187

Realized gains

  

30

  

-

  

379

  

-

MGU fee income

  

3,868

  

-

  

10,734

  

-
                 

Revenues

  

15,665

  

380

  

38,907

  

1,187
                 

Insurance benefits, claims and reserves

  

7,080

  

-

  

16,279

  

-

Selling and general expenses

  

5,689

  

3,216

  

14,432

  

6,931

Amortization and depreciation

  

502

  

29

  

1,509

  

124

Other expenses

  

29

  

72

  

135

  

1,700
                 

Expenses

  

13,300

  

3,317

  

32,355

  

8,755
                 
                 

Operating income (loss) from continuing operations

  

2,365

  

(2,937)

  

6,552

  

(7,568)

State income taxes

  

91

  

-

  

272

  

-

Federal income taxes

  

-

  

-

  

-

  

-
                 

Income (loss) from continuing operations

  

2,274

  

(2,937)

  

6,280

  

(7,568)

Loss from discontinued operations

  

-

  

-

  

-

  

(901)

Income (loss) on disposition of discontinued operations

  

-

  

(1,037)

  

114

  

(3,507)
                 

Net income (loss)

$

2,274

$

(3,974)

$

6,394

$

(11,976)
                 

Basic Income (Loss) Per Common Share:

                

Income (loss) from continuing operations

$

.27

$

(.35)

$

.75

$

(.90)

Loss from discontinued operations

  

-

  

-

  

-

  

(.11)

Income (loss) on disposition of discontinued operations

  

-

  

(.12)

  

.01

  

(.42)
                 

Net income (loss)

$

.27

$

(.47)

$

.76

$

(1.43)
                 

Weighted average basic common shares

  

8,417

  

8,395

  

8,409

  

8,394
                 

Diluted Income (Loss) Per Common Share:

                

Income (loss) from continuing operations

$

.27

$

(.35)

$

.74

$

(.90)

Loss from discontinued operations

  

-

  

-

  

-

  

(.11)

Income (loss) on disposition of discontinued operations

  

-

  

(.12)

  

.01

  

(.42)
                 

Net income (loss)

$

.27

$

(.47)

$

.75

$

(1.43)
                 

Weighted average diluted common shares

  

8,527

  

8,395

  

8,485

  

8,394

As of September 30, 2003, there were 8,417,195 common shares outstanding, net of treasury shares.

NON-GAAP CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS

(In Thousands Except Per Share Data)

Three Months Ended 

2003                2002

Nine Months Ended

     2003            2002

    

Income (loss) from continuing operations

$

2,274

$

(2,937)

$

6,280

$

(7,568)

Amortization of intangible assets related to purchase accounting

 

470

  

-

  

1,411

  

-
                 

Income (loss) from continuing operations excluding certain amortization

$

2,744

$

(2,937)

$

7,691

$

(7,568)
                 

Basic Income (Loss) Per Common Share:

                

Income (loss) from continuing operations excluding certain amortization

$

.33

$

(.35)

$

.91

$

(.90)
                 
                 

Diluted Income (Loss) Per Common Share:

                

Income (loss) from continuing operations excluding certain amortization

$

.32

$

(.35)

$

.91

$

(.90)