Document


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):
May 8, 2017 (May 8, 2017)
 
MAIDEN HOLDINGS, LTD.
 (Exact name of registrant as specified in its charter)
 
Bermuda
(State or other jurisdiction
of incorporation)
 
001-34042
(Commission File
Number)
 
98-0570192
(IRS Employer
Identification No.)
 
131 Front Street, Hamilton HM12, Bermuda
 
(Address of principal executive offices and zip code)
 
(441) 298-4900
(Registrant's telephone number, including area code)
 
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:
 
 
 
o Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
 
 
 
 
 
o Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
 
 
 
 
 
o Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
 
 
 
 
 
o Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))
 
 

Indicate by check mark whether the registrant is an emerging growth company as defined in as defined in Rule 405 of the Securities Act of 1933 (§230.405 of this chapter) or Rule 12b-2 of the Securities Exchange Act of 1934 (§240.12b-2 of this chapter).

Emerging growth company o

If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act. o






Item 2.02
Results of Operations and Financial Condition.

On May 8, 2017, Maiden Holdings, Ltd. (the “Company”) issued a press release announcing its results of operations for the fiscal quarter ended March 31, 2017. A copy of the press release is furnished herewith as Exhibit 99.1 and incorporated herein by reference.
 
The information contained in this Item 2.02 and in the accompanying exhibit shall not be deemed “filed” for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the “Exchange Act”) or otherwise subject to the liabilities of that section, or incorporated by reference in any filing under the Exchange Act or the Securities Act of 1933, as amended, except as shall be expressly set forth by specific reference in such filing.
Item 9.01
Financial Statements and Exhibits.
 
(d)           Exhibit
 
Exhibit
 
 
No.
 
Description
 
 
 
99.1
 
Press Release of Maiden Holdings, Ltd., dated May 8, 2017

SIGNATURES

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 hereunto duly authorized. 
Date:
May 8, 2017
MAIDEN HOLDINGS, LTD.
 
 
 
    
 
 
 
 
  By:
/s/ Lawrence F. Metz
 
 
 
Lawrence F. Metz
 
 
 
Executive Vice President, General Counsel and
Secretary






EXHIBIT INDEX
 
Exhibit
 
 
No.
 
Description
 
 
 
99.1
 
Press Release of Maiden Holdings, Ltd., dated May 8, 2017






Exhibit 99.1

                                https://cdn.kscope.io/7e66bcccc2973a4f524cf505ae6cd930-logo1a10.jpg
 
 
PRESS RELEASE

Maiden Holdings, Ltd. Announces First Quarter 2017 Financial Results
 
Highlights for the quarter ended March 31, 2017
Net income attributable to Maiden common shareholders of $20.5 million, or $0.23 per diluted common share compared with net income attributable to Maiden common shareholders of $27.2 million, or $0.35 per diluted common share in the first quarter of 2016;
Non-GAAP operating earnings(1) of $22.6 million, or $0.26 per diluted common share compared with non-GAAP operating earnings of $28.3 million, or $0.37 per diluted common share in the first quarter of 2016;
Annualized return on average common equity of 7.9% compared to 11.9% in the first quarter of 2016;
Annualized non-GAAP operating return on average common equity(7) of 8.7% compared to 12.3% in the first quarter of 2016;
Gross premiums written increased 6.9% to $923.4 million compared to the first quarter of 2016;
Net premiums written increased 13.6% to $900.5 million compared to the first quarter of 2016;
Combined ratio(12) of 100.9% compared to 98.9% in the first quarter of 2016;
Net investment income of $42.2 million increased 16.1% compared to $36.3 million in the first quarter of 2016; and
Book value per common share(4) of $12.19 increased 0.6% compared to year-end 2016.

HAMILTON, Bermuda - Maiden Holdings, Ltd. (NASDAQ:  MHLD) (“Maiden” or “the Company”) today reported first quarter 2017 net income attributable to Maiden common shareholders of $20.5 million or $0.23 per diluted common share compared to net income attributable to Maiden common shareholders of $27.2 million or $0.35 per diluted common share in the first quarter of 2016. Non-GAAP operating earnings(1) were $22.6 million, or $0.26 per diluted common share compared with non-GAAP operating earnings of $28.3 million, or $0.37 per diluted common share in the first quarter of 2016.

Commenting on the Company's results, Art Raschbaum, Chief Executive Officer of Maiden, said: “Notwithstanding a challenging operating environment, Maiden’s results improved significantly from the Company’s fourth quarter 2016 underwriting loss. While the aggregate combined ratio for the quarter was 100.9%, it reflects the impact of more conservative initial expected loss ratios for the AmTrust master quota share as well as higher than anticipated losses in the quarter from select casualty lines. Gross revenues increased by 6.9% across our two operating segments while investment income also reflected strong year-on-year growth of 16.1%. We believe that we are well positioned to continue to further strengthen returns for the balance of the year while continuing to implement new business initiatives across the Company.”

Results for the quarter ended March 31, 2017
Maiden reported first quarter 2017 net income attributable to Maiden common shareholders of $20.5 million or $0.23 per diluted common share compared to net income attributable to Maiden common shareholders of $27.2 million or $0.35 per diluted common share in the first quarter of 2016. The non-GAAP operating earnings(1) were $22.6 million, or $0.26 per diluted common share compared with non-GAAP operating earnings of $28.3 million, or $0.37 per diluted common share in the first quarter of 2016.
 





In the first quarter of 2017, gross premiums written increased 6.9% to $923.4 million from $864.1 million in the first quarter of 2016. Gross premiums written in the Diversified Reinsurance segment totaled $332.0 million, an increase of 5.1% versus the first quarter of 2016 due to a combination of new business and growth from existing client relationships. In the AmTrust Reinsurance segment, gross premiums written were $591.4 million, an increase of 7.9% compared to $548.3 million in the first quarter of 2016.

Net premiums written totaled $900.5 million in the first quarter of 2017, an increase of 13.6% compared to the first quarter of 2016. Net premiums written increased in the first quarter due to premium growth in both operating segments, as well as a lower proportion of premiums ceded compared to the prior year period.  

Net premiums earned were $709.5 million, an increase of 15.2% compared to the first quarter of 2016.  In the Diversified Reinsurance segment, net premiums earned increased 17.2% to $201.8 million compared to the first quarter of 2016. The AmTrust Reinsurance segment net premiums earned were $507.6 million, up 14.4% compared to the first quarter of 2016. Maiden’s year-over-year increase in net premiums earned was due to a lower utilization of retrocessional capacity.

Net loss and loss adjustment expenses of $480.6 million were up 19.1% compared to the first quarter of 2016. The loss ratio(8) of 67.4% was higher than the 65.0% reported in the first quarter of 2016.
 
Commission and other acquisition expenses, increased 13.8% to $222.0 million in the first quarter of 2017, compared to the first quarter of 2016. The expense ratio(11) decreased to 33.5% for the first quarter of 2017 compared with 33.9% in the same quarter last year. General and administrative expenses for the first quarter of 2017 totaled $17.4 million, a 12.4% increase compared with $15.5 million in the first quarter of 2016. The general and administrative expense ratio(10) was 2.4% in the first quarter of 2017, compared to 2.5% in the first quarter of 2016.
 
The combined ratio(12) for the first quarter of 2017 totaled 100.9% compared with 98.9% in the first quarter of 2016. The Diversified Reinsurance segment combined ratio was 99.9% in the first quarter of 2017 compared to 102.9% in the first quarter of 2016. The Diversified Reinsurance results in the first quarter last year were impacted by adverse development of U.S. commercial auto business, which was not a significant factor in the first quarter of 2017. The AmTrust Reinsurance segment combined ratio was 99.8% in the first quarter of 2017 compared to 95.3% in the first quarter of 2016, partially due to a higher initial loss ratio on the master quota share.

Net investment income of $42.2 million in the first quarter of 2017 increased 16.1% compared to the first quarter of 2016. As of March 31, 2017, the average yield on the fixed income portfolio (excluding cash) is 3.29% with an average duration of 5.06 years. Cash and cash equivalents were $193.2 million at March 31, 2017 or $43.7 million higher than at year-end 2016.
  
Total assets increased 4.9% to $6.6 billion at March 31, 2017 compared to $6.3 billion at year-end 2016.   Shareholders' equity was $1.4 billion, up 0.7% compared to December 31, 2016. Book value per common share(4) was $12.19 at March 31, 2017 or 0.6% higher than at December 31, 2016.
  
During the first quarter of 2017, the Board of Directors declared dividends of $0.15 per common share, $0.515625 per Series A preference share and $0.445313 per Series C preference share.


(1)(4)(7) Please see the Non-GAAP Financial Measures table for additional information on these non-GAAP financial measures and reconciliation of these measures to GAAP measures.
 
(8)(10)(11)(12) Loss ratio, general and administrative expense ratio, expense ratio and combined ratio are non-GAAP operating metrics. Please see the additional information on these measures under Non-GAAP Financial Measure tables.





Conference Call
Maiden’s Chief Executive Officer, Art Raschbaum and Chief Financial Officer, Karen Schmitt will review these results tomorrow via teleconference and live audio webcast beginning at 8:30 a.m. ET.

To participate in the conference call, please access one of the following at least five minutes prior to the start time:
U.S. Callers: 1.877.734.5373
Outside U.S. Callers: 1.973.200.3059
Passcode: 11534370
Webcast: http://www.maiden.bm/news_events
A replay of the conference call will be available beginning at 11:30 a.m. ET on May 9, 2017 through 11:30 a.m. ET on May 16, 2017. To listen to the replay, please dial toll free: 1.855.859.2056 (U.S. Callers) or toll: 1.404.537.3406 (callers outside the U.S.) and enter the Passcode: 11534370; or access http://www.maiden.bm/news_events

About Maiden Holdings, Ltd.
Maiden Holdings, Ltd. is a Bermuda-based holding company formed in 2007.  Through its subsidiaries, which are each A rated (excellent) by A.M. Best, the Company is focused on providing non-catastrophic, customized reinsurance products and services to small and mid-size insurance companies in the United States and Europe. As of March 31, 2017, Maiden had $6.6 billion in assets and shareholders' equity of $1.4 billion.
 
The Maiden Holdings, Ltd. logo is available at http://www.globenewswire.com/newsroom/prs/?pkgid=5006







 Forward Looking Statements
This release contains "forward-looking statements" which are made pursuant to the safe harbor provisions of the Private Securities Litigation Reform Act of 1995. The forward-looking statements are based on the Company's current expectations and beliefs concerning future developments and their potential effects on the Company. There can be no assurance that actual developments will be those anticipated by the Company. Actual results may differ materially from those projected as a result of significant risks and uncertainties, including non-receipt of the expected payments, changes in interest rates, effect of the performance of financial markets on investment income and fair values of investments, developments of claims and the effect on loss reserves, accuracy in projecting loss reserves, the impact of competition and pricing environments, changes in the demand for the Company's products, the effect of general economic conditions and unusual frequency of storm activity, adverse state and federal legislation, regulations and regulatory investigations into industry practices, developments relating to existing agreements, heightened competition, changes in pricing environments, and changes in asset valuations. Additional information about these risks and uncertainties, as well as others that may cause actual results to differ materially from those projected is contained in Item 1A. Risk Factors in the Company's Annual Report on Form 10-K for the year ended December 31, 2016 as updated in periodic filings with the SEC. The Company undertakes no obligation to publicly update any forward-looking statements, except as may be required by law.
 
CONTACT:
 
Noah Fields, Senior Vice President, Investor Relations
Maiden Holdings, Ltd.
Phone: 441.298.4927
E-mail: nfields@maiden.bm








MAIDEN HOLDINGS, LTD.
CONSOLIDATED BALANCE SHEETS
(In thousands of U.S. dollars, except share and per share data)
 
 
March 31,
2017
 
December 31, 2016
 
 
(Unaudited)
 
(Audited)
ASSETS
 
 
 
 
Investments:
 
 
 
 
Fixed maturities, available-for-sale, at fair value (amortized cost 2017: $3,993,941; 2016: $4,005,642)
 
$
3,967,907

 
$
3,971,666

Fixed maturities, held to maturity, at amortized cost (fair value 2017: $767,657; 2016: $766,135)
 
750,554

 
752,212

Other investments, at fair value (cost 2017: $10,074; 2016: $10,057)
 
13,534

 
13,060

Total investments
 
4,731,995

 
4,736,938

Cash and cash equivalents
 
83,537

 
45,747

Restricted cash and cash equivalents
 
109,697

 
103,788

Accrued investment income
 
36,179

 
36,517

Reinsurance balances receivable, net
 
615,556

 
410,166

Reinsurance recoverable on unpaid losses
 
108,777

 
99,936

Loan to related party
 
167,975

 
167,975

Deferred commission and other acquisition expenses, net
 
472,459

 
424,605

Goodwill and intangible assets, net
 
77,183

 
77,715

Other assets
 
153,601

 
148,912

Total assets
 
$
6,556,959

 
$
6,252,299

LIABILITIES
 
 
 
 
Reserve for loss and loss adjustment expenses
 
$
2,991,604

 
$
2,896,496

Unearned premiums
 
1,670,884

 
1,475,506

Accrued expenses and other liabilities
 
172,886

 
167,736

Senior notes - principal amount
 
362,500

 
362,500

Less unamortized issuance costs
 
11,012

 
11,091

Senior notes, net
 
351,488

 
351,409

Total liabilities
 
5,186,862

 
4,891,147

Commitments and Contingencies
 
 
 
 
EQUITY
 
 
 
 
Preference shares
 
315,000

 
315,000

Common shares
 
876

 
873

Additional paid-in capital
 
750,694

 
749,256

Accumulated other comprehensive income
 
15,591

 
14,997

Retained earnings
 
293,164

 
285,662

Treasury shares, at cost
 
(5,566
)
 
(4,991
)
Total Maiden Shareholders’ Equity
 
1,369,759

 
1,360,797

Noncontrolling interest in subsidiaries
 
338

 
355

Total Equity
 
1,370,097

 
1,361,152

Total Liabilities and Equity
 
$
6,556,959

 
$
6,252,299

 
 
 
 
 
Book value per common share(4)
 
$
12.19

 
$
12.12

 
 
 
 
 
Common shares outstanding
 
86,553,324

 
86,271,109






MAIDEN HOLDINGS, LTD.
CONSOLIDATED STATEMENTS OF INCOME
(In thousands of U.S. dollars, except share and per share data)
 
 
For the Three Months Ended March 31,
 
 
2017
 
2016
 
 
(Unaudited)
 
(Unaudited)
Revenues:
 
 
 
 
Gross premiums written
 
$
923,427

 
$
864,114

Net premiums written
 
$
900,548

 
$
792,831

Change in unearned premiums
 
(191,064
)
 
(176,822
)
Net premiums earned
 
709,484

 
616,009

Other insurance revenue
 
3,781

 
4,826

Net investment income
 
42,157

 
36,302

Net realized gains on investment
 
885

 
2,277

Total other-than-temporary impairment losses
 

 

Portion of loss recognized in other comprehensive income (loss)
 

 

Net impairment losses recognized in earnings
 

 

Total revenues
 
756,307

 
659,414

Expenses:
 
 
 
 
Net loss and loss adjustment expenses ("loss and LAE")
 
480,569

 
403,621

Commission and other acquisition expenses
 
222,029

 
195,068

General and administrative expenses
 
17,414

 
15,496

Total expenses
 
720,012

 
614,185

Non-GAAP income from operations(2)
 
36,295

 
45,229

Other expenses
 
 
 
 
Interest and amortization expenses
 
(6,856
)
 
(7,265
)
Amortization of intangible assets
 
(533
)
 
(615
)
Foreign exchange (losses) gains
 
(1,921
)
 
267

Total other expenses
 
(9,310
)
 
(7,613
)
Income before income taxes
 
26,985

 
37,616

Less: Income tax expense
 
484

 
787

Net income
 
26,501

 
36,829

Add: loss attributable to noncontrolling interest
 
22

 
64

Net income attributable to Maiden
 
26,523

 
36,893

Dividends on preference shares(6)
 
(6,033
)
 
(9,677
)
Net income attributable to Maiden common shareholders
 
$
20,490

 
$
27,216

Basic earnings per common share attributable to Maiden shareholders
 
$
0.24

 
$
0.37

Diluted earnings per common share attributable to Maiden shareholders
 
$
0.23

 
$
0.35

Dividends declared per common share
 
$
0.15

 
$
0.14

Annualized return on average common equity
 
7.9
%
 
11.9
%
Weighted average number of common shares - basic
 
86,350,850

 
73,871,277

Adjusted weighted average number of common shares and assumed conversions - diluted
 
87,436,604

 
85,799,377






MAIDEN HOLDINGS, LTD.
SUPPLEMENTAL FINANCIAL DATA - SEGMENT INFORMATION
(in thousands of U.S. dollars)
(Unaudited)
For the Three Months Ended March 31, 2017
 
Diversified Reinsurance
 
AmTrust Reinsurance
 
Other
 
Total
Gross premiums written
 
$
332,045

 
$
591,382

 
$

 
$
923,427

Net premiums written
 
$
327,496

 
$
573,052

 
$

 
$
900,548

Net premiums earned
 
$
201,842

 
$
507,642

 
$

 
$
709,484

Other insurance revenue
 
3,781

 

 

 
3,781

Net loss and LAE
 
(138,649
)
 
(341,631
)
 
(289
)
 
(480,569
)
Commission and other acquisition expenses
 
(57,945
)
 
(164,084
)
 

 
(222,029
)
General and administrative expenses
 
(8,730
)
 
(805
)
 

 
(9,535
)
Underwriting income (loss)
 
$
299

 
$
1,122

 
$
(289
)
 
$
1,132

Reconciliation to net income
 
 
 
 
 
 
 
 
Net investment income and realized gains on investment
 
 
 
 
 
 
 
43,042

Interest and amortization expenses
 
 
 
 
 
 
 
(6,856
)
Amortization of intangible assets
 
 
 
 
 
 
 
(533
)
Foreign exchange losses
 
 
 
 
 
 
 
(1,921
)
Other general and administrative expenses
 
 
 
 
 
 
 
(7,879
)
Income tax expense
 
 
 
 
 
 
 
(484
)
Net income
 
 
 
 
 
 
 
$
26,501

 
 
 
 
 
 
 
 
 
Net loss and LAE ratio(8)
 
67.5
%
 
67.3
%
 
 
 
67.4
%
Commission and other acquisition expense ratio(9)
 
28.2
%
 
32.3
%
 
 
 
31.1
%
General and administrative expense ratio(10)
 
4.2
%
 
0.2
%
 
 
 
2.4
%
Expense Ratio(11)
 
32.4
%
 
32.5
%
 
 
 
33.5
%
Combined ratio(12)
 
99.9
%
 
99.8
%
 
 
 
100.9
%





MAIDEN HOLDINGS, LTD.
SUPPLEMENTAL FINANCIAL DATA - SEGMENT INFORMATION
(in thousands of U.S. dollars)
(Unaudited)
For the Three Months Ended March 31, 2016
 
Diversified Reinsurance
 
AmTrust Reinsurance
 
Other
 
Total
Gross premiums written
 
$
315,804

 
$
548,310

 
$

 
$
864,114

Net premiums written
 
$
286,136

 
$
506,695

 
$

 
$
792,831

Net premiums earned
 
$
172,256

 
$
443,753

 
$

 
$
616,009

Other insurance revenue
 
4,826

 

 

 
4,826

Net loss and LAE
 
(119,076
)
 
(281,774
)
 
(2,771
)
 
(403,621
)
Commission and other acquisition expenses
 
(54,531
)
 
(140,538
)
 
1

 
(195,068
)
General and administrative expenses
 
(8,600
)
 
(586
)
 

 
(9,186
)
Underwriting (loss) income
 
$
(5,125
)
 
$
20,855

 
$
(2,770
)
 
$
12,960

Reconciliation to net income
 
 
 
 
 
 
 
 
Net investment income and realized gains on investment
 
 
 
 
 
 
 
38,579

Interest and amortization expenses
 
 
 
 
 
 
 
(7,265
)
Amortization of intangible assets
 
 
 
 
 
 
 
(615
)
Foreign exchange gains
 
 
 
 
 
 
 
267

Other general and administrative expenses
 
 
 
 
 
 
 
(6,310
)
Income tax expense
 
 
 
 
 
 
 
(787
)
Net income
 
 
 
 
 
 
 
$
36,829

 
 
 
 
 
 
 
 
 
Net loss and LAE ratio(8)
 
67.2
%
 
63.5
%
 
 
 
65.0
%
Commission and other acquisition expense ratio(9)
 
30.8
%
 
31.7
%
 
 
 
31.4
%
General and administrative expense ratio(10)
 
4.9
%
 
0.1
%
 
 
 
2.5
%
Expense Ratio(11)
 
35.7
%
 
31.8
%
 
 
 
33.9
%
Combined ratio(12)
 
102.9
%
 
95.3
%
 
 
 
98.9
%






MAIDEN HOLDINGS, LTD.
NON-GAAP FINANCIAL MEASURES
(In thousands of U.S. dollars, except share and per share data)
(Unaudited)
 
 
For the Three Months Ended March 31,

 
2017
 
2016
Non-GAAP operating earnings attributable to Maiden common shareholders(1)
 
$
22,638

 
$
28,347

Non-GAAP basic operating earnings per common share attributable to Maiden shareholders
 
$
0.26

 
$
0.38

Non-GAAP diluted operating earnings per common share attributable to Maiden shareholders
 
$
0.26

 
$
0.37

Annualized non-GAAP operating return on average common equity(7)
 
8.7
%
 
12.3
%
Reconciliation of net income attributable to Maiden common shareholders to non-GAAP operating earnings attributable to Maiden common shareholders:
 
 
 
 
Net income attributable to Maiden common shareholders
 
$
20,490

 
$
27,216

Add (subtract)
 
 
 
 
Net realized gains on investment
 
(885
)
 
(2,277
)
Foreign exchange losses (gains)
 
1,921

 
(267
)
Amortization of intangible assets
 
533

 
615

Divested excess and surplus ("E&S") business and NGHC run-off
 
289

 
2,770

Non-cash deferred tax expense
 
290

 
290

Non-GAAP operating earnings attributable to Maiden common shareholders(1)
 
$
22,638

 
$
28,347

 
 
 
 
 
Reconciliation of diluted earnings per common share attributable to Maiden shareholders to non-GAAP diluted operating earnings per common share attributable to Maiden shareholders:
 
 
 
 
Diluted earnings per common share attributable to Maiden shareholders
 
$
0.23

 
$
0.35

Add (subtract)
 
 
 
 
Net realized gains on investment
 
(0.01
)
 
(0.03
)
Foreign exchange losses
 
0.02

 

Amortization of intangible assets
 
0.01

 
0.01

Divested excess and surplus "E&S" business and NGHC run-off
 

 
0.03

Non-cash deferred tax expense
 
0.01

 
0.01

Non-GAAP diluted operating earnings per common share attributable to Maiden shareholders
 
$
0.26

 
$
0.37

 
 
 
 
 
Reconciliation of net income attributable to Maiden to non-GAAP income from operations:
 
 
 
 
Net income attributable to Maiden
 
$
26,523

 
$
36,893

Add (subtract)
 
 
 
 
Foreign exchange losses (gains)
 
1,921

 
(267
)
Amortization of intangible assets
 
533

 
615

Interest and amortization expenses
 
6,856

 
7,265

Income tax expense
 
484

 
787

Loss attributable to noncontrolling interest
 
(22
)
 
(64
)
Non-GAAP income from operations(2)
 
$
36,295

 
$
45,229







MAIDEN HOLDINGS, LTD.
NON-GAAP FINANCIAL MEASURES
(In thousands of U.S. dollars, except share and per share data)
(Unaudited)
 
March 31, 2017
 
December 31, 2016
Investable assets:
 
 
 
Total investments
$
4,731,995

 
$
4,736,938

Cash and cash equivalents
83,537

 
45,747

Restricted cash and cash equivalents
109,697

 
103,788

Loan to related party
167,975

 
167,975

Total investable assets(3)
$
5,093,204

 
$
5,054,448

 
 
 
 
 
March 31, 2017
 
December 31, 2016
Capital:
 
 
 
Preference shares
$
315,000

 
$
315,000

Common shareholders' equity
1,054,759

 
1,045,797

Total Maiden shareholders' equity
1,369,759

 
1,360,797

2016 Senior Notes
110,000

 
110,000

2013 Senior Notes
152,500

 
152,500

2012 Senior Notes
100,000

 
100,000

Total capital resources(5)
$
1,732,259

 
$
1,723,297

(1)
Non-GAAP operating earnings is a non-GAAP financial measure defined by the Company as net income attributable to Maiden common shareholders excluding realized and unrealized investment gains and losses, foreign exchange and other gains and losses, amortization of intangible assets, divested excess and surplus business and NGHC run-off and non-cash deferred tax expense and should not be considered as an alternative to net income. The Company's management believes that non-GAAP operating earnings is a useful indicator of trends in the Company's underlying operations. The Company's measure of non-GAAP operating earnings may not be comparable to similarly titled measures used by other companies.
(2)
Non-GAAP income from operations is a non-GAAP financial measure defined by the Company as net income attributable to Maiden excluding foreign exchange and other gains and losses, amortization of intangible assets, interest and amortization expenses, income tax expense and income or loss attributable to noncontrolling interest and should not be considered as an alternative to net income. The Company’s management believes that non-GAAP income from operations is a useful measure of the Company’s underlying earnings fundamentals based on its underwriting and investment income before financing costs. This income from operations enables readers of this information to more clearly understand the essential operating results of the Company. The Company’s measure of non-GAAP income from operations may not be comparable to similarly titled measures used by other companies.
(3)
Investable assets is the total of the Company's investments, cash and cash equivalents and loan to a related party.
(4)
Book value per common share is calculated using Maiden common shareholders’ equity (shareholders' equity excluding the aggregate liquidation value of our preference shares) divided by the number of common shares outstanding.
(5)
Total capital resources is the sum of the Company's principal amount of debt and Maiden shareholders' equity.
(6)
Dividends on preference shares consist of $3,094 paid to Preference shares - Series A for the three months ended March 31, 2017 and 2016 and $2,939 and $3,593 paid to Preference shares - Series C for the three months ended March 31, 2017 and 2016, respectively. It also includes $2,990 paid to Preference Shares - Series B during the three months ended March 31, 2016. On September 15, 2016, each of then outstanding Preference share - Series B were automatically converted into 12,069,090 of the Company's common shares at a conversion rate of 3.6573 per preference share.
(7)
Non-GAAP operating return on average common equity is a non-GAAP financial measures. Management uses non-GAAP operating return on average common shareholders' equity as a measure of profitability that focuses on the return to Maiden common shareholders. It is calculated using non-GAAP operating earnings attributable to Maiden common shareholders divided by average Maiden common shareholders' equity.
(8)
Calculated by dividing net loss and LAE by the sum of net premiums earned and other insurance revenue.
(9)
Calculated by dividing commission and other acquisition expenses by the sum of net premiums earned and other insurance revenue.
(10)
Calculated by dividing general and administrative expenses by the sum of net premiums earned and other insurance revenue.
(11)
Calculated by adding together the commission and other acquisition expense ratio and the general and administrative expense ratio.
(12)
Calculated by adding together the net loss and LAE ratio and the expense ratio.