UNITED STATES






 


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) August 1, 2016


INDEPENDENCE HOLDING COMPANY

(Exact name of registrant as specified in its charter)


Delaware

001-32244

58-1407235

(State or other jurisdiction of incorporation or organization)

(Commission File Number)

(I.R.S. Employer Identification No.)

 

 

96 Cummings Point Road, Stamford, Connecticut

06902

(Address of principal executive offices)

(Zip Code)


Registrant's telephone number, including area code:  (203) 358-8000



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 240a-12)


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))














 





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 or the Securities and Exchange Act of 1934, except as shall be expressly set forth by specific reference in such filing.


On August 1, 2016, Independence Holding Company issued a news release reporting its 2016 first-quarter results, a copy of which is attached as Exhibit 99.1.


Item 9.01 Financial Statements and Exhibits


(c)  

Exhibits:


Exhibit 99.1

News Release of Independence Holding Company dated August 1, 2016: Independence Holding Company Announces 2016 First-Quarter Results.




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.



INDEPENDENCE HOLDING COMPANY

 

(Registrant)



By: Teresa A. Herbert




/s/ Teresa A. Herbert

Teresa A. Herbert

Senior Vice President and Chief Financial Officer


Date:


August 2, 2016










INDEPENDENCE HOLDING COMPANY

CONTACT:  LOAN NISSER

96 CUMMINGS POINT ROAD

(646) 509-2107

STAMFORD, CONNECTICUT 06902

www.IHCGroup.com

NYSE: IHC

 

NEWS RELEASE


INDEPENDENCE HOLDING COMPANY ANNOUNCES

2016 FIRST-QUARTER RESULTS


Stamford, Connecticut, August 1, 2016. Independence Holding Company (NYSE: IHC) today reported 2016 first-quarter results.

Financial Results

On March 31, 2016, IHC completed the sale of IHC Risk Solutions LLC (“Risk Solutions”), exited the medical stop-loss business and realized an after tax gain of approximately $99,793,000, net of noncontrolling interest.  In addition, under the purchase and sale agreement, all of IHC’s in-force medical stop-loss business produced by Risk Solutions is 100% co-insured as of January 1, 2016 and is expected to run out by early 2017.    The disposal transaction qualified for reporting as discontinued operations in the first quarter of 2016.   

Net income attributable to IHC of $106,010,000, or $6.08 per share diluted, for the three months ended March 31, 2016 increased from $5,219,000, or $.30 per share diluted, in the same period of 2015 primarily due to the sale of Risk Solutions. Income from continuing operations increased to $.33 per share, diluted, or $5,896,000, for the three months ended March 31, 2016 compared to $.27 per share, diluted, or $4,701,000, for the three months ended March 31, 2015.

The Company reported revenues of $75,895,000 for the three months ended March 31, 2016 compared to revenues for the three months ended March 31, 2015 of $133,105,000.  Revenues decreased primarily due to a reduction in premiums from the 100% co-insurance of the Company’s stop-loss business produced by Risk Solutions.  

Chief Executive Officer’s Comments

Roy T. K. Thung, Chief Executive Officer, commented, “With the sale of our stop-loss business, we are now focused on growing our remaining lines of business: group long term disability and life, statutory disability benefit policies (DBL) in New York, and group and individual specialty health insurance (including dental, vision, short term medical, hospital indemnity, gap and scheduled benefit plans).  All of these lines performed well in the first quarter and we anticipate continued growth and good underwriting results from these lines of business for the remainder of 2016.”

He continued, “Also as a result of the sale of our stop-loss business, we will have a very significant amount of cash and, by early next year as the stop-loss runs out, significant excess statutory surplus in our carriers.  We have designated a relatively small portion of our liquidity to generate growth in our current product lines, and to date we have made two investments in call centers that focus on selling our specialty health products.  We have not yet determined how to utilize our remaining large amount of liquidity. Our overall investment portfolio continues to be very highly rated (on average, AA) and has a duration of approximately five and a half years. Our book value increased to $25.08 per share at March 31, 2016 from $18.73 per share at December 31, 2015, and our total stockholders’ equity increased to $432 million at March 31, 2016 compared to $323 million at December 31, 2015.  Both of these are all-time highs.  The closing price of IHC stock on Friday was $17.41 or 69% of our book value and 81% of our tangible book value.”  







About The IHC Group

Independence Holding Company (NYSE: IHC) is a holding company that is principally engaged in underwriting, administering and/or distributing group and individual disability, specialty and supplemental health, pet, and life insurance through its subsidiaries since 1980.  The IHC Group (including through its 91.4% ownership of American Independence Corp. (NASDAQ: AMIC)) owns three insurance companies (Standard Security Life Insurance Company of New York, Madison National Life Insurance Company, Inc. and Independence American Insurance Company), a majority of Ebix Health Administration Exchange, Inc., a fully insured third party administrator, and IHC Specialty Benefits, Inc., which is a technology-driven insurance sales and marketing company that creates value for insurance producers, carriers and consumers (both individuals and small businesses) through a suite of proprietary tools and products (including ACA plans and small group medical stop-loss).  All products are placed with highly rated carriers.

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 IHC operates, new federal or state governmental regulation, IHC’s ability to effectively operate, integrate and leverage any past or future strategic acquisition, and other factors which can be found in IHC’s other news releases and filings with the Securities and Exchange Commission.  IHC expressly disclaims any duty to update its forward-looking statements unless required by applicable law.








INDEPENDENCE HOLDING COMPANY

FIRST QUARTER REPORT

March 31, 2016

(In Thousands, Except Per Share Data)



 

 

Three Months Ended

 

 

March 31,

 

 

2016

 

2015

REVENUES:

 

 

 

 

Premiums earned

$

62,562 

$

122,114 

Net investment income

 

4,436 

 

5,422 

Fee income

 

5,079 

 

2,577 

Other income

 

3,258 

 

992 

Net realized investment gains

 

560 

 

2,000 

 

 

75,895 

 

133,105 

 

 

 

 

 

EXPENSES:

 

 

 

 

Insurance benefits, claims and reserves

 

30,743 

 

79,620 

Selling, general and administrative expenses

 

35,227 

 

45,484 

Interest expense on debt

 

453 

 

432 

 

 

 

 

 

 

 

66,423 

 

125,536 

 

 

 

 

 

Income from continuing operations before income taxes

 

9,472 

 

7,569 

Income taxes

 

3,576 

 

2,868 

 

 

 

 

 

Income from continuing operations

 

5,896 

 

4,701 

 

 

 

 

 

Discontinued operations

 

 

 

 

 

Income from discontinued operations, before income taxes

 

117,636 

 

1,031 

 

Income taxes on discontinued operations

 

7,866 

 

401 

 

Income from discontinued operations

 

109,770 

 

630 

 

 

 

 

 

Net income

 

115,666 

 

5,331 

Less: income from noncontrolling interests in subsidiaries

 

(9,656)

 

(112)

 

 

 

 


NET INCOME ATTRIBUTABLE TO IHC

$

106,010 

$

5,219 

 

 

 

 

 

Basic income per common share

 


 


 

Income from continuing operations

$

.34 

$

.27 

 

Income from discontinued operations

 

5.81 

 

.03 

 

Basic income per common share

$

6.15 

$

.30 

 

 

 

 

 

WEIGHTED AVERAGE SHARES OUTSTANDING

 

17,243 

 

17,364 

 

 

 

 

 

Diluted income per common share

 


 


 

Income from continuing operations

$

.33 

$

.27 

 

Income from discontinued operations

 

5.75 

 

.03 

 

Diluted income per common share

$

6.08 

$

.30 

 

 

 

 

 

WEIGHTED AVERAGE DILUTED SHARES OUTSTANDING

 

17,449 

 

17,531 

 

 

 

 

 

 



As of July 30, 2016, there were 17,170,933 common shares outstanding, net of treasury shares.









INDEPENDENCE HOLDING COMPANY

CONDENSED CONSOLIDATED BALANCE SHEETS

(In Thousands, Except Share Data)


 

 

 

March 31,

 

 

December 31,

 

 

 

2016

 

 

2015

 

 

 

 

 

 

 

ASSETS:

 

 

 

 

 

 

 

Investments:

 

 

 

 

 

 

 

Short-term investments

 

$

50 

 

$

50 

 

Securities purchased under agreements to resell

 

 

21,196 

 

 

28,285 

 

Trading securities

 

 

1,190 

 

 

1,259 

 

Fixed maturities, available-for-sale

 

 

520,638 

 

 

428,601 

 

Equity securities, available-for-sale

 

 

8,714 

 

 

8,426 

 

Other investments

 

 

20,501 

 

 

21,538 

 

Total investments

 

 

572,289 

 

 

488,159 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

145,696 

 

 

17,500 

 

Due and unpaid premiums

 

 

64,645

 

 

69,075 

 

Due from reinsurers

 

 

462,087

 

 

483,073 

 

Premium and claim funds

 

 

41,576 

 

 

22,015 

 

Goodwill

 

 

47,276 

 

 

47,276 

 

Other assets

 

 

48,257 

 

 

57,934 

 

Assets attributable to discontinued operations

 

 

 

 

12,931 

 

 

 

 

 

 

 

 

TOTAL ASSETS

 

$

1,381,826

 

$

1,197,963 

 

 

 

 

 

 

 

LIABILITIES AND STOCKHOLDERS’ EQUITY:

 

 

 

 

 

 

LIABILITIES:

 

 

 

 

 

 

 

Policy benefits and claims

 

$

247,900 

 

$

245,443 

 

Future policy benefits

 

 

235,251 

 

 

270,624 

 

Funds on deposit

 

 

149,147  

 

 

173,350 

 

Unearned premiums

 

 

13,350 

 

 

10,236 

 

Other policyholders' funds

 

 

9,675 

 

 

11,822 

 

Due to reinsurers

 

 

70,283 

 

 

46,355 

 

Due to securities brokers

 

 

99,803 

 

 

998 

 

Accounts payable, accruals and other liabilities

 

 

57,020 

 

 

63,111 

 

Liabilities attributable to discontinued operations

 

 

6,085 

 

 

(15)

 

Debt

 

 

4,250 

 

 

5,189 

 

Junior subordinated debt securities

 

 

38,146 

 

 

38,146 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES

 

 

930,910 

 

 

865,259 

 

 

 

 

 

 

 

STOCKHOLDERS’ EQUITY:

 

 

 

 

 

 

IHC STOCKHOLDERS' EQUITY:

 

 

 

 

 

 

 

Preferred stock (none issued)

 

 

 - 

 

 

 

Common stock

 

 

18,569 

 

 

18,569 

 

Paid-in capital

 

 

128,053 

 

 

127,733 

 

Accumulated other comprehensive income

 

 

(479)

 

 

(3,440)

 

Treasury stock, at cost

 

 

(14,782)

 

 

(13,961)

 

Retained earnings

 

 

300,457 

 

 

194,450 

 

 

 

 

 

 

 

TOTAL IHC STOCKHOLDERS’ EQUITY

 

 

431,818 

 

 

323,351

NONCONTROLLING INTERESTS IN SUBSIDIARIES

 

 

19,098 

 

 

9,353 

 

 

 

 

 

 

 

 

 

TOTAL EQUITY

 

 

450,916 

 

 

332,704 

 

 

 

 

 

 

 

 

 

TOTAL LIABILITIES AND EQUITY

 

$

1,381,826 

 

$

1,197,963