All You Need To Know About Integon Preferred Insurance Company

(EDGAR Online via COMTEX) -- Account 7. Management's Altercation and Assay of Banking Action and After-effects of Operations

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The afterward altercation and assay of our banking action and after-effects of operations should be apprehend in affiliation with our circumscribed banking statements and accompanying addendum included abroad in this Anniversary Address on Anatomy 10-K. This Anatomy 10-K contains assertive advanced statements that are advised to be covered by the safe harbors created by The Private Balance Litigation Reform Act of 1995. See "Note on Forward-Looking Statements."

Overview

We are a specialty claimed curve allowance captivation company. Through our subsidiaries, we accommodate a arrangement of allowance products, including claimed and bartering automobile, homeowners and umbrella, added health, lender-placed and added alcove allowance products. We advertise allowance articles with a focus on underwriting advantage through a accumulated of our customized and predictive analytics and our technology apprenticed low bulk infrastructure.

We administer our business through two segments: P&C and A&H. As of December 31, 2015, we transact business primarily through our fifteen adapted calm allowance subsidiaries: Integon Blow Allowance Company, Integon Accepted Allowance Corporation, Integon Apology Corporation, Integon National Allowance Aggregation ("Integon National"), Integon Preferred Allowance Company, New South Allowance Company, MIC Accepted Allowance Corporation, National Accepted Allowance Company, National Accepted Assurance Company, National Accepted Allowance Online, Inc., National Bloom Allowance Company, Claimed Express Allowance Company, Imperial Fire and Blow Allowance Company, National Automotive Allowance Aggregation and Abettor Alliance Allowance Company. Our allowance subsidiaries accept been assigned an "A-" (Excellent) accumulation appraisement by A.M. Best.

The operating after-effects of acreage and blow allowance companies are accountable to anniversary and anniversary fluctuations due to the aftereffect of antagonism on pricing, the abundance and severity of losses, the aftereffect of acclimate and accustomed disasters on losses, accepted bread-and-butter conditions, the accepted authoritative ambiance in states in which an insurer operates, accompaniment acclimation of exceptional rates, changes in fair bulk of investments, and added factors such as changes in tax laws. The acreage and blow industry has been awful alternate with periods of aerial exceptional ante and shortages of underwriting accommodation followed by periods of astringent bulk antagonism and antithesis capacity. While these cycles can accept a ample appulse on a company's adeptness to abound and absorb business, we accept approved to focus on alcove markets and regions area we are able to advance exceptional ante at about constant levels and advance underwriting conduct throughout these cycles. We accept that the attributes of our P&C allowance products, including their almost low limits, the almost abbreviate continuance of time amid back claims are appear and back they are settled, and the ample geographic administering of our customers, accept accustomed us to abound and absorb our business throughout these cycles. In addition, we accept bound our acknowledgment to blow losses through reinsurance. With attention to seasonality, we tend to acquaintance college claims and claims bulk in our P&C articulation during periods of astringent or brutal weather.

We appraise our operations by ecology key measures of advance and profitability, including net blow ratio, net accumulated arrangement (non-GAAP) and operating leverage. We ambition a net accumulated arrangement (non-GAAP) amid 90% and 95% while gluttonous to advance optimal operating advantage in our allowance subsidiaries adequate with our A.M. Best appraisement objectives. To accomplish our targeted net accumulated arrangement (non-GAAP) we always seek means to abate our operating costs and lower our bulk ratio. For the year concluded December 31, 2015, our operating advantage (the arrangement of net becoming exceptional to boilerplate absolute stockholders' equity) was 1.6x, which was aural our planned ambition operating advantage of amid 1.5x and 2.0x.

Investment assets is additionally an important allotment of our business. Because we about do not achieve claims until several months or best afterwards we accept the aboriginal action premiums, we are able to advance banknote from premiums for cogent periods of time. We advance our basic and surplus in accordance with accompaniment and authoritative guidelines. Our net advance assets was $75.3 million, $52.4 actor and $30.8 actor for the years concluded December 31, 2015, 2014 and 2013, respectively. We captivated 9.6% and 6.6%, of absolute invested assets in banknote and banknote equivalents as of December 31, 2015 and 2014, respectively.

Our best cogent antithesis area accountability is our contributed blow and blow acclimation bulk ("LAE") reserves. As of December 31, 2015 and 2014, our reserves, net of reinsurance recoverables, were $922.4 actor and $650.4 million, respectively. We almanac affluence for estimated losses beneath allowance behavior that we address and for LAE accompanying to the analysis and acclimation of action claims. Our affluence for blow and LAE represent the estimated bulk of all appear and unreported blow and LAE incurred and contributed at any time based on accepted facts and circumstances. Our reserves, excluding activity reserves, for blow and LAE incurred and contributed are not discounted application present bulk factors. Our blow affluence are advised anniversary by centralized actuaries and at atomic annually by our alien actuaries. Affluence are based on estimates of the best acceptable ultimate bulk of alone claims. These estimates are inherently uncertain. Judgment is appropriate to actuate the appliance of our absolute acquaintance and industry advice beneath accepted facts and circumstances. The estimation of this absolute and industry abstracts can be impacted by alien forces, principally abundance and severity of approaching claims, the breadth of time bare to achieve

ultimate acclimation of claims, aggrandizement of medical costs, allowance action advantage interpretations, lath determinations and aldermanic changes. Accordingly, our affluence may prove to be bare to awning our absolute losses. If we change our estimates, these changes would be reflected in our after-effects of operations during the aeon in which they are made, with increases in our affluence constant in decreases in our earnings.

Recent Acquisitions

Since we acquired our P&C allowance business in 2010, we accept fabricated several acquisitions. These added operations accept added our attendance in our ambition markets and broadened our administering capabilities. We accept that alliance and accretion affairs and their able affiliation represent a bulk adequacy and accommodate connected advance opportunities.

In April 2014, we purchased Claimed Express Allowance Aggregation ("Personal Express"), a California domiciled claimed auto and home insurer from Sequoia Allowance Company, an associate of AmTrust. The acquirement bulk was about $21.5 million, accountable to assertive adjustments.

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In June 2014, we purchased assertive assets of Imperial Administering Corporation ("Imperial"), including its underwriting subsidiaries Imperial Fire & Blow Allowance Aggregation and National Automotive Allowance Company, its retail agency accessory ABC Allowance Agencies, and its managing accepted agency accessory RAC Allowance Partners. The acquirement bulk was about $20.0 million. In affiliation with the Imperial transaction, we affected assertive debt of Imperial and Imperial Fire & Blow Allowance Aggregation (see Note 15, "Debt" in the addendum to our circumscribed banking statements).

In September 2014, ACP Re, a Bermuda reinsurer that is a accessory of the Michael Karfunkel Family 2005 Trust (the "Karfunkel Family Trust"), completed the accretion of 100% of the outstanding banal of Tower Accumulation International, Ltd. ("Tower") and acquired its accessory to absorb into Tower (the "Merger") pursuant to a alliance agreement, anachronous January 3, 2014, by and amid ACP Re and Tower. In affiliation with the Merger, we acquired two administering companies from ACP Re for $7.5 million. The administering companies are the attorneys-in-fact for Adirondack Allowance Exchange, a New York alternate insurer, and New Jersey Skylands Allowance Association, a New Jersey alternate insurer (together with their subsidiaries, the "Reciprocal Exchanges"). We additionally agreed to pay ACP Re accidental application in the anatomy of a three year earnout of 3% of the gross exceptional accounting of the Tower claimed curve business accounting or affected by us afterward the Merger. We estimated the fair bulk of the ACP Re Accidental Payments to be about $26.1 actor at the accretion date.

In April 2015, we bankrupt on the accretion of Assigned Blow Solutions Ltd. ("ARS"), a New Jersey based managing accepted agency that casework assigned risk, claimed auto, and bartering curve of business, for a acquirement bulk of about $48.0 actor in banknote and abeyant approaching earnout payments ("ARS Accidental Payments"). The fair bulk of the ARS Accidental Payments was estimated to be $4.1 actor at December 31, 2015.

In October 2015, we bankrupt on a adept transaction acceding with QBE Investments (North America), Inc. ("QBE Parent") and its subsidiary, QBE Holdings, Inc. (together with QBE Parent, "QBE"), pursuant to which we acquired QBE's lender-placed allowance business ("LPI Business"), including assertive of QBE's affiliates affianced in the LPI Business. The transaction included the accretion of assertive assets, including loan-tracking systems and technology, applicant application accounts, bookish property, and bell-ringer relationships, as able-bodied as the acceptance of the accompanying allowance liabilities in a reinsurance transaction through which we accustomed the blow reserves, unearned exceptional reserves, and invested assets. The accumulated application for the transaction was about $95.7 million, accountable to assertive adjustments.

Principally through the afterward acquisitions in our A&H segment, we accept congenital a belvedere to bazaar our and added carriers' A&H products. This belvedere consists of the afterward operations:

In November 2012, we acquired National Bloom Allowance Aggregation ("NHIC"), a Texas-domiciled activity and bloom insurer currently accountant in 48 states and the District of Columbia, to address our A&H risks. NHIC was accustomed as a activity and bloom insurer in 1979. NHIC offers a cogent cardinal of A&H allowance articles for individuals and groups, which accommodate life, accident, bound medical/hospital indemnity, concise medical, cancer/critical illness, stop loss, biking accident/trip abandoning and dental/vision coverages.

In February 2012, we acquired VelaPoint, LLC ("VelaPoint"), a accepted agency that operates a alarm centermost with about 127 accountant agents affairs a abounding ambit of added medical allowance products, as able-bodied as alone aloft medical behavior underwritten through a advanced ambit of third-party allowance companies. For the year concluded December 31, 2015, VelaPoint produced about $183.0 actor in exceptional on account of third parties.

In February 2012, we acquired America's HealthCare Plan ("AHCP"), a managing accepted agent/program manager. AHCP works with over 4,300 absolute agents and accepted agents beyond the country to accommodate an arrangement of allowance products, including those offered by third-party insurers, and serves as a cogent acclimation of administering for NHIC's products.

In September 2012, we acquired from the Coca-Cola Bottlers' Association a bloom allowance administering aggregation that administers specialty self-insurance arrangements, alms ERISA able self-insured affairs to administering in affection associations or barter groups and affairs medical stop blow advantage to administering (collectively, the "TABS" companies). We accept the TABS companies, which wrote about $34.6 actor in stop blow exceptional in 2015, accept cogent advance potential.

In January 2013, we affected 100% of an in-force book of A&H business from Wesco Allowance Company, an associate of AmTrust. In affiliation therewith, we acquired assertive operating assets and assassin the accompanying affairs development cadre who assignment with alfresco insurers and wholesalers/program managers to actualize programs for specialty A&H articles like travel, apprentice and all-embracing business.

In April 2013, we acquired Euro Blow Bloom & Care Allowance Aktiebolag ("EHC"), a European accumulation activity and bloom allowance managing accepted agent. The agency distributes activity and bloom allowance to groups as able-bodied as individuals. Administering predominantly takes abode through abettor channels and affection partners. For the year concluded December 31, 2015, EHC produced about $88.3 actor in exceptional on account of third parties. We accept accustomed the all-important licenses and approvals to accredit us to address these articles on our own account through two European allowance companies.

In January 2015, we bankrupt on the accretion of Healthcare Solutions Team, LLC ("HST"), an Illinois-based healthcare allowance accepted agency. We paid about $15.0 actor on the accretion date and agreed to pay abeyant approaching earnout payments ("HST Accidental Payments") based on the all-embracing advantage of HST and the business underwritten by our allowance subsidiaries which is produced by HST. The fair bulk of the HST Accidental Payments was estimated to be $4.5 actor at December 31, 2015.

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In October 2015, we bankrupt our accretion of assertive business curve and assets from Assurant Health, which is a business articulation of Assurant, Inc. As allotment of the transaction, we acquired the baby accumulation self-funded and added artefact lines, as able-bodied as North Star Marketing, a proprietary baby accumulation sales channel. The acquirement bulk was an accumulated banknote acquittal of $14.0 million.

In January 2014, in affiliation with the acceding by ACP Re to admission Tower, Integon National Allowance Company, our wholly-owned accessory ("Integon National"), entered into a reinsurance acceding (the "Cut-Through Reinsurance Agreement") with several Tower subsidiaries. Beneath the Cut-Through Reinsurance Agreement, Integon National reinsured on a 100% allocation allotment base with a cut-through endorsement all of Tower's new and face-lifting claimed curve business and affected 100% of Tower's unearned exceptional affluence with account to in-force claimed curve policies, in ceremony case, net of reinsurance already in effect. The acceding was able alone with account to losses occurring on or afterwards January 1, 2014. We paid a 20% ceding agency with account to unearned exceptional affected and a 22% ceding agency with account to new and face-lifting business afterwards January 1, 2014 and up to a 4% claims administering bulk acceding to Tower on all Tower exceptional accountable to the Cut-Through Reinsurance Agreement. This Acceding remained in aftereffect until the closing of the Tower Transaction on September 15, 2014, and is currently in run-off.

Integon National entered into the Claimed Curve Allocation Allotment Reinsurance Acceding (the "PL Reinsurance Agreement"), with Tower's ten approved allowance companies (collectively, the "Tower Companies"), pursuant to which Integon National reinsures 100% of all losses beneath the Tower Companies' new and face-lifting claimed curve business accounting afterwards September 15, 2014. The ceding agency payable by Integon National beneath the PL Reinsurance Acceding is according to the sum of (i) acceding of the Tower Companies' accretion costs in account of the business covered, including agency payable to National Accepted Allowance Marketing, Inc., a accessory of the Aggregation ("NGIM"), pursuant to the PL MGA Acceding (as authentic below), and exceptional taxes and (ii) 2% of gross accounting exceptional (net of cancellations and acknowledgment premiums) calm pursuant to the PL MGA Agreement.

NGIM produces and manages all new and face-lifting claimed curve business of the Tower Companies pursuant to a Claimed Curve Managing Accepted Agency Acceding (the "PL MGA Agreement"). As declared above, all post-September 15, 2014 claimed curve business accounting by the Tower Companies is reinsured by Integon National pursuant to the PL Reinsurance Agreement. The Tower Companies pay NGIM a 10% agency on all business accounting pursuant to the PL MGA Agreement. All payments by the Tower Companies to NGIM pursuant to the PL MGA Acceding are netted out of the ceding agency payable by Integon National to the Tower Companies pursuant to the PL Reinsurance Agreement.

National Accepted Re, Ltd., a accessory of the Aggregation ("NG Re Ltd."), forth with AmTrust All-embracing Insurance, Ltd., an associate of the Aggregation ("AII"), as reinsurers, entered into a $250.0 actor Accumulated Stop Blow Reinsurance Acceding (the "Stop-Loss Agreement") with an affiliated company, CastlePoint Reinsurance Company, Ltd. ("CP Re"). NG Re Ltd. and AII also

entered into an Accumulated Stop Blow Retrocession Contract (the "Retrocession Agreement") with ACP Re pursuant to which ACP Re is answerable to reinsure the abounding bulk of any payments that NG Re Ltd. and AII are answerable to accomplish to CP Re beneath the Stop-Loss Agreement. Pursuant to the Stop-Loss Agreement, ceremony of NG Re Ltd. and AII provide, severally, $125.0 actor of stop blow advantage with account to the run-off of the Tower business accounting on or afore September 15, 2014. The reinsurers' obligation to atone CP Re beneath the Stop-Loss Acceding will be triggered alone at such time as CP Re's ultimate paid net blow accompanying to the run-off of the pre-September 15, 2014 Tower business exceeds a assimilation according to the Tower Companies' blow and blow acclimation affluence and unearned exceptional affluence as of September 15, 2014, which, the parties to the Blow Portfolio Transfer Acceding accept agreed will be accustomed aloft reevaluation as of December 31, 2015. CP Re will pay AII and NG Re Ltd. absolute exceptional of $56.0 actor on the five-year ceremony of the Stop-Loss Agreement. The exceptional payable by NG Re Ltd. and AII to ACP Re pursuant to the Retrocession Acceding will be $56.0 actor in the aggregate, beneath a ceding agency of 5.5% to be retained by NG Re Ltd. and AII.

In September 2014, NG Re Ltd. entered into a acclaim acceding (the "ACP Re Acclaim Agreement") by and amid AmTrust, as Authoritative Agent, ACP Re and London Accretion Aggregation Limited, a wholly endemic accessory of ACP Re, as the borrowers (collectively, the "Borrowers"), ACP Re Holdings, LLC, as Guarantor, and AII and NG Re Ltd., as Lenders, pursuant to which the Lenders fabricated a $250.0 actor accommodation ($125.0 actor fabricated by ceremony Lender) to the Borrowers on the acceding and altitude independent aural the ACP Re Acclaim Agreement. The ACP Re Acclaim Acceding has a adeptness date of September 15, 2021. Outstanding arch beneath the ACP Re Acclaim Acceding bears absorption at a anchored anniversary bulk of seven percent (7%), payable semi-annually on the aftermost day of January and July. The obligations of the Borrowers are anchored by (i) a first-priority acceding of 100% of the banal of ACP Re and ACP Re's U.S. subsidiaries and 65% of the banal of assertive of ACP Re's adopted subsidiaries and (ii) a first-priority affirmation on all of the assets of the Borrowers and Guarantor and assertive of the assets of ACP Re's subsidiaries (other than the Tower Companies).

Principal Revenue and Bulk Items

Gross exceptional written. Gross exceptional accounting represents exceptional from ceremony allowance action that we write, including as a application carrier for assigned blow plans, during a advertisement aeon based on the able date of the alone policy, above-mentioned to ceding reinsurance to third parties.

Net exceptional written. Net exceptional accounting is gross exceptional accounting beneath that allocation of exceptional that we abalienate to third-party reinsurers beneath reinsurance agreements. The bulk ceded beneath these reinsurance agreements is based on a acknowledged blueprint independent in the alone reinsurance agreement.

Change in unearned premium. Change in unearned exceptional is the change in the antithesis of the allocation of exceptional that we accept accounting but accept yet to acquire during the accordant aeon because the action is unexpired.

Net becoming premium. Net becoming exceptional is the becoming allocation of our net exceptional written. We about acquire allowance exceptional on a pro rata base over the appellation of the policy. At the end of ceremony advertisement period, exceptional accounting that is not becoming is classified as unearned premium, which is becoming in consecutive periods over the actual appellation of the policy. Our behavior about accept a appellation of six months or one year. For a six-month action accounting on January 1, 2015, we would acquire bisected of the exceptional in the aboriginal division of 2015 and the added bisected in the added division of 2015.

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Ceding agency income. Ceding agency assets is a agency we accept based on the becoming exceptional ceded to third-party reinsurers to balance us for our acquisition, underwriting and added operating expenses. We acquire commissions on reinsurance exceptional ceded in a address constant with the acceptance of the becoming exceptional on the basal allowance policies, about on a pro rata base over the acceding of the behavior reinsured. The allocation of ceding agency assets which represents acceding of acknowledged accretion costs accompanying to the basal behavior is recorded as an account to accretion and added underwriting expenses. The ceding agency arrangement is according to ceding agency assets disconnected by net becoming premium.

Service and fee income. We currently accomplish action account and fee assets from chapter fees, backward acquittal fees, and added accounts and processing fees accompanying to action cancellation, action reinstatement, and non-sufficient armamentarium analysis returns. These fees are about advised to account costs incurred in the administering of our allowance business, and are generated as follows. Chapter fees are answerable to admittance a policyholder to pay premiums in installments rather than in a agglomeration sum. Backward acquittal fees are answerable back premiums are remitted afterwards the due date and any applicative adroitness periods. Action abandoning fees are answerable to policyholders back a action is concluded by the policyholder above-mentioned to the cessation of the policy's appellation or face-lifting term, as applicable. Acknowledgment fees are answerable to reinstate a action that has lapsed, about as a aftereffect of non-payment of premiums. Non-sufficient armamentarium fees are answerable back the customer's acquittal is alternate by the banking institution.

All fee assets is accustomed as follows. An chapter fee is accustomed at the time ceremony action chapter bill is due. A backward acquittal fee is accustomed back the customer's acquittal is not accustomed afterwards the listed due date and any applicative adroitness period. A action abandoning fee is accustomed at the time the customer's action is cancelled. A action acknowledgment fee is accustomed back the customer's action is reinstated. A non-sufficient armamentarium fee is accustomed back the customer's acquittal is alternate by the banking institution. The amounts answerable are primarily advised to atone us for the authoritative costs associated with processing and administering behavior that accomplish allowance premium; however, the amounts of fees answerable are not abased on the bulk or aeon of allowance advantage provided and do not entail any obligation to acknowledgment any allocation of those funds. The absolute and aberrant costs associated with breeding fee assets are not alone tracked.

We additionally aggregate account fees in the anatomy of commissions and accepted abettor fees by affairs behavior issued by third-party allowance companies. We additionally aggregate administering fees in affiliation with our administering of the Alternate Exchanges. We do not buck allowance underwriting blow with account to these policies. Agency assets and accepted abettor fees are recognized, net of an allowance for estimated action cancellations, at the date the chump is initially billed or as of the able date of the allowance policy, whichever is later. The allowance for estimated third-party cancellations is periodically evaluated and adapted as necessary.

Net advance assets and accomplished assets and (losses). We advance our approved surplus funds and the funds acknowledging our allowance liabilities primarily in banknote and banknote equivalents, fixed-maturity and disinterestedness securities. Our net advance assets includes absorption and assets becoming on our invested assets. We address net accomplished assets and losses on our investments alone from our net advance income. Net accomplished assets action back we advertise our advance balance for added than their costs or amortized costs, as applicable. Net accomplished losses action back we advertise our advance balance for beneath than their costs or amortized costs, as applicable, or we address bottomward the advance balance as a aftereffect of other-than-temporary crime loss. We allocate disinterestedness balance and our fixed-maturity balance as available-for-sale. We address net abeyant assets (losses) on those balance classified as available-for-sale alone aural added absolute income.

Loss and blow acclimation expenses. Blow and LAE represent our better bulk account and, for any accustomed advertisement period, accommodate estimates of approaching affirmation payments, changes in those estimates from above-mentioned advertisement periods and costs associated with investigating, arresting and application claims. These costs alter based on the bulk and types of risks we insure. We almanac blow and LAE accompanying to estimates of approaching affirmation payments based on case-by-case valuations and statistical analyses. We seek to authorize all affluence at the best acceptable ultimate acknowledgment based on our absolute claims experience. It is archetypal for our added austere actual abrasion claims to booty several years to settle, and we alter our estimates as we accept added advice about the action of claimants and the costs of their medical treatment. Our adeptness to appraisal blow and LAE accurately at the time of appraisement our allowance behavior is a analytical agency in our profitability.

Acquisition costs and added underwriting expenses. Accretion costs and added underwriting costs abide of action accretion and business expenses, salaries and allowances expenses. Action accretion costs comprise commissions anon attributable to those agents, wholesalers or brokers that aftermath premiums accounting on our account and promotional fees anon attributable to our affection relationships. Accretion costs additionally accommodate costs that are accompanying to the acknowledged accretion of new or face-lifting allowance affairs including absolute blow underwriting barter reports, motor agent reports, acclaim account checks, and action arising costs.

General and authoritative expenses. Accepted and authoritative costs is composed of all added operating expenses, including assorted authoritative salaries and allowances costs for advisers that are anon complex in the aliment of policies, advice systems, and accounting for allowance transactions, and added allowance costs such as federal customs tax, postage, telephones and Internet admission charges, as able-bodied as acknowledged and auditing fees and lath and agency charges. In addition, accepted and authoritative costs accommodate those accuse that are accompanying to the acquittal of actual and abstract assets and non-insurance activities in which we engage.

Interest expense. Absorption bulk represents amounts we acquire on our outstanding acknowledgment at the then-applicable absorption rates.

Income tax expense. We acquire federal, accompaniment and bounded assets tax costs as able-bodied as assets tax costs in assertive adopted jurisdictions in which we operate.

Net operating expense. These costs abide of the sum of accepted and authoritative costs and accretion costs and added underwriting costs . . .

Feb 29, 2016