- - -------------------------------------------------------------------------------
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
---------------
FORM 10-Q
---------------
/X/ Quarterly Report Pursuant to Section 13 or 15(d)
--- of the Securities Exchange Act of 1934
For the quarterly period ended March 31, 1996
OR
___ Transition Report Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
For the transition period from _______ to _______
Commission File Number 0-27146
AMERIN CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 11-3085148
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
200 E. Randolph Drive, 49th Floor, Chicago, IL 60601-7125
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code: (312) 540-0078
Indicate by check mark whether the registrant: (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes /X/ No
--- ---
APPLICABLE ONLY TO ISSUER'S INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS
Indicate by check mark whether the registrant has filed all documents
and reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a plan
confirmed by a court.
Yes No
--- ---
APPLICABLE ONLY TO CORPORATE ISSUERS
Indicate the number of shares outstanding of each of the issuer's
classes of common stock, as of the latest practicable date.
CLASS OUTSTANDING AT MAY 1, 1996
----- --------------------------
Voting Common Stock, $.01 per value 22,411,920
Nonvoting Common Stock, $.01 per value 3,609,625
- - --------------------------------------------------------------------------------
<PAGE>
AMERIN CORPORATION
TABLE OF CONTENTS
PAGE
----
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements:
Condensed Consolidated Balance Sheets at
March 31, 1996 (unaudited) and December 31, 1995............. 1
Condensed Consolidated Statements of Operations for the
Three Months Ended March 31, 1996 and 1995 (unaudited)....... 2
Condensed Consolidated Statements of Cash Flows for the
Three Months Ended March 31, 1996 and 1995 (unaudited)....... 3
Notes to Condensed Consolidated Financial Statements (unaudited). 4
ITEM 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations...................... 5
PART II. OTHER INFORMATION
ITEM 6. Exhibits and Reports on Form 8-K............................ 8
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS
Amerin Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
<TABLE>
<CAPTION>
MARCH 31, DECEMBER 31,
1996 1995
------------ ------------
(UNAUDITED)
(in thousands of dollars)
<S> <C> <C>
ASSETS
Investments:
Fixed maturities available-for-sale at fair value....... $ 267,787 $ 151,021
Short-term investments.................................. 13,348 145,961
------------ ------------
Total investments........................................... 281,135 296,982
Cash and cash equivalents................................... 496 1,054
Accrued investment income................................... 3,578 2,376
Premiums receivable......................................... 3,017 2,375
Deferred policy acquisition costs........................... 4,442 4,419
Other receivables........................................... 94 345
Leasehold improvements, furniture and equipment, at cost,
net of accumulated depreciation......................... 4,076 4,199
Goodwill, net of accumulated amortization................... 2,394 2,431
Other intangibles, net of accumulated amortization.......... 398 478
Deferred income taxes....................................... 973 --
Other assets................................................ 2,704 1,669
------------ ------------
Total assets................................................ $ 303,307 $ 316,328
============ ============
LIABILITIES AND COMMON STOCKHOLDERS' EQUITY
Liabilities:
Unearned premiums....................................... $ 13,895 $ 12,710
Loss reserves........................................... 10,220 7,092
Current income taxes.................................... 1,876 600
Deferred income taxes................................... -- 1,783
Payable for securities.................................. -- 15,724
Accrued expenses and other liabilities.................. 3,135 4,282
------------ ------------
Total liabilities....................................... 29,126 42,191
Common Stockholders' Equity:
Voting Common Stock, $.01 par, 50,000,000 shares authorized,
22,411,090 shares and 22,381,818 shares issued and
outstanding in 1996 and 1995, respectively........... 224 224
Nonvoting Common Stock, $.01 par, 50,000,000 shares
authorized, 3,609,625 issued and outstanding in
1996 and 1995........................................ 36 36
Additional paid-in capital.............................. 314,614 314,614
Net unrealized investment gains (losses)................ (2,401) 3,229
Retained-earnings deficit............................... (38,292) (43,966)
------------ ------------
Total common stockholders' equity........................... 274,181 274,137
------------ ------------
Total liabilities and common stockholders' equity....... $ 303,307 $ 316,328
============ ============
</TABLE>
See accompanying notes.
1
<PAGE>
Amerin Corporation and Subsidiaries
Condensed Consolidated Statements of Operations
<TABLE>
<CAPTION>
THREE MONTHS ENDED MARCH 31,
---------------------------------------
1996 1995
---------------- --------------
(UNAUDITED)
(in thousands of dollars, except
per share data)
<S> <C> <C>
Revenues:
Net premiums written.................................. $ 13,307 $ 4,263
Increase in unearned premiums......................... (1,185) (283)
----------- -----------
Net premiums earned................................... 12,122 3,980
Net investment income................................. 4,041 1,586
Realized investment gains............................. 45 85
----------- ----------
Total revenues............................................ 16,208 5,651
Expenses:
Losses incurred....................................... 4,016 596
Policy acquisition costs.............................. 1,954 1,852
Underwriting and other expenses....................... 2,358 1,621
---------- ----------
Total expenses............................................ 8,328 4,069
---------- ----------
Net income before income taxes............................ 7,880 1,582
Income taxes.............................................. 2,206 --
---------- ----------
Net income ............................................... 5,674 1,582
Pay-in-kind dividends on preferred stock.................. -- 1,356
---------- ----------
Net income applicable to common stockholders.............. $ 5,674 $ 226
========== ==========
Net income per common share............................... $ 0.22 $ 0.02
========== ==========
Average common and common equivalent shares
outstanding (in thousands)............................ 26,342.7 10,545.2
</TABLE>
See accompanying notes.
2
<PAGE>
Amerin Corporation and Subsidiaries
Condensed Consolidated Statements of Cash Flows
THREE MONTHS ENDED MARCH 31,
----------------------------
1996 1995
--------- ---------
(UNAUDITED)
(in thousands of dollars)
Cash flows from operating activities
Net Income ......................................... $ 5,674 $ 1,582
Adjustments to reconcile net income to net cash
provided by operating activities:
Change in:
Accrued investment income and premiums
receivable ................................ (1,844) (4,221)
Loss reserves ............................... 3,128 509
Unearned premiums ........................... 1,185 4,574
Accounts payable and accrued expenses ....... (954) (938)
Federal income taxes ........................ 1,551 (20)
--------- ---------
Policy acquisition costs deferred .................. (1,812) (853)
Policy acquisition costs amortized ................. 1,789 757
Depreciation and other amortization ................ 308 209
Realized investment gains .......................... (45) (85)
Other items, net ................................... (831) (20)
--------- ---------
Net cash provided by operating activities .......... 8,149 1,494
CASH FLOWS FROM INVESTING ACTIVITIES
Purchase of:
Fixed maturity securities ...................... (156,841) (15,539)
Property and equipment ......................... (219) (153)
Sale or maturity of:
Fixed maturity securities ...................... 15,739 7,320
Short-term investments, net .................... 132,614 7,097
--------- ---------
Net cash used by investing activities .............. (8,707) (1,275)
--------- ---------
Net increase (decrease) in cash and cash equivalents (558) 219
Cash and cash equivalents at beginning of period ... 1,054 694
--------- ---------
Cash and cash equivalents at end of period ......... $ 496 $ 913
========= =========
See accompanying notes.
3
<PAGE>
Amerin Corporation and Subsidiaries
Notes to Condensed Consolidated Financial Statements
March 31, 1996
(Unaudited)
1. ACCOUNTING POLICIES
BASIS OF PRESENTATION
The accompanying unaudited condensed consolidated financial statements have been
prepared in accordance with generally accepted accounting principles for interim
financial information and with the requirements of Form 10-Q. Accordingly, they
do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the opinion
of management, all adjustments (consisting only of normal recurring accruals)
considered necessary for a fair presentation have been included. Operating
results for the three month period ended March 31, 1996, are not necessarily
indicative of the results that may be expected for the year ending December 31,
1996. For further information, refer to the consolidated financial statements
and footnotes thereto included in the Company's Annual Report on Form 10-K for
the year ended December 31, 1995.
NET INCOME PER COMMON SHARE
Net income per share of common stock is determined by dividing net income, less
dividends on preferred stock, by the weighted-average number of shares of common
stock and common stock equivalents (dilutive stock options) outstanding. For
1996, the weighted average shares of common stock includes 13,340,000 shares
issued on November 28, 1995, in conjunction with the Amerin Corporation's (the
Company's) initial public offering in November 1995 (Initial Public Offering).
Weighted average shares of common stock in 1996 also includes 2,250,068 shares
as of November 28, 1995 out of a total of 11,000,000 shares that were previously
excluded from weighted average shares due to the fact that such shares were
subject to contingent recall provisions and the conditions required for the
removal of the recall provisions on the 11,000,000 shares had not been met. The
Company's Initial Public Offering removed the recall provisions on 2,250,068 of
the 11,000,000 shares and resulted in the cancellation of the remaining
8,749,932 shares.
Where the effect of common stock equivalents on net income per share would be
antidilutive, they are excluded from the weighted average number of shares
outstanding. Common stock awards and options issued in the 12 months prior to
the Company's Initial Public Offering are treated as common stock equivalents
for 1995, even if antidilutive. Fully diluted net income per share is equal to
primary net income per share for the three month periods ended March 31, 1996
and 1995.
2. INCOME TAXES
The provision for income taxes varies from the statutory federal income tax rate
applied to net income before income taxes principally due to tax exempt interest
and, in 1995, the effects of net operating loss carryforwards.
4
<PAGE>
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL
CONDITION AND RESULTS OF OPERATIONS
RESULTS OF OPERATIONS
THREE MONTHS ENDED MARCH 31, 1996 COMPARED TO THREE MONTHS ENDED MARCH 31,
1995. Net premiums written for the three months ended March 31, 1996 were $13.3
million compared to $4.3 million for the three months ended March 31, 1995,
which represents a 212.2% increase. The increase was primarily attributable to a
98.5% increase in Amerin Guaranty's new insurance written and growth in
insurance in force and related renewal premiums. Management believes that Amerin
Guaranty was able to increase revenues due primarily to increased use by
existing lenders of the Company's borrower-paid mortgage insurance, which was
introduced nationwide in February 1994 at rates which the Company believes are
lower than those generally offered by other mortgage insurance companies, the
addition of new, large lenders which began doing business with the Company
during the second half of 1994 and 1995 and increased sales of lender paid
mortgage insurance. The increase in net premiums written was also due to higher
average premiums during the three months ended March 31, 1996 compared to the
first three months of 1995, principally due to the increased coverage
requirements imposed by Fannie Mae and Freddie Mac during the first quarter of
1995. Amerin Guaranty's monthly premium plan represented 83.6% of new insurance
written for the three months ended March 31, 1996 compared to 78.3% for the same
period in 1995. Renewal premiums for the three months ended March 31, 1996
increased from the comparable prior year period due to the increased popularity
of the monthly premium plan.
Net premiums earned increased by $8.1 million to $12.1 million for the three
months ended March 31, 1996 from $4.0 million for the three months ended March
31, 1995. This increase was primarily due to the increase in insurance written
and in force in the 1996 period over the corresponding portion of the 1995
period.
Net investment income of $4.0 million for the first three months of 1996
increased by $2.5 million (or 154.8%) over the first three months of 1995
primarily due to investment of the proceeds from the Company's initial public
offering in November 1995 (the "Initial Public Offering"), which resulted in an
increase of 185.2% in the monthly average amount of invested assets. Realized
investment gains for the first three months of 1996 of $0.05 million decreased
by 47.1% compared to the first three months of 1995 due to a lower number of
sales with higher gains in the latter period. As of March 31, 1996 and 1995, the
yields to maturity in the investment portfolio were 5.9% and 6.5%, respectively,
and the average durations of the investment portfolio were 6.7 years and 5.0
years, respectively.
Losses incurred in the first three months of 1996 were $4.0 million,
compared to $0.6 million of losses incurred in the first three months of 1995 as
a result of the fact that the Company's book of business is at an early stage of
development. Because of the Company's limited operating history, its loss
experience is expected to significantly increase as its policies age. Policy
acquisition costs during the first three months of 1996 of $2.0 million
increased by $0.1 million (or 5.5%) compared to the first three months of 1995
principally
5
<PAGE>
due to the growth in the level of marketing and underwriting activity in
connection with the increased production of new insurance written in the 1996
period compared to the prior year period. Underwriting and other expenses
increased by $0.7 million (or 45.5%) for the first three months of 1996 over the
first three months of 1995 due to the institution of an excess loss treaty, the
increase in insurance in force and increases in various administrative and
occupancy costs relating to growth in the Company's personnel.
The effective tax rate was 28.0% in the three months ended March 31, 1996,
compared to 0.0% in the first 3 months of 1995. The increase in the effective
tax rate resulted form the fact that the Company fully utilized its net
operating losses in 1995 and no additional net operating losses were available
for utilization in the first three months of 1996. The effective tax rate for
the first quarter of 1996 was below the statutory rate of 35%, reflecting the
benefits of tax-preferenced investment income.
As a result of the foregoing factors, the Company had net income of $5.7
million for the first three months of 1996, compared to net income before
pay-in-kind dividends on its previously outstanding 13.5% Cumulative Preferred
Stock of $1.6 million for the first three months of 1995. Net income applicable
to common stockholders (after pay-in-kind dividends) was $0.2 million for the
first three months of 1995. The 13.5% Cumulative Preferred Stock was redeemed in
connection with the Initial Public Offering.
LIQUIDITY AND CAPITAL RESOURCES
The liquidity and capital resources considerations are different for Amerin
Corporation and its principal insurance operating subsidiary, Amerin Guaranty,
as discussed below.
Amerin Corporation is a holding company whose principal assets are its
investments in Amerin Guaranty and Amerin Re. Amerin Corporation has no
operations of its own and no employees and has only limited needs for liquidity
to meet certain legal, accounting, tax and administrative expenses. Amerin
Corporation relies primarily on dividends and other permitted distributions from
Amerin Guaranty and Amerin Re as sources of funds. Amerin Corporation does not
currently have any committed lines of credit.
The principal sources of funds for Amerin Guaranty are premiums received on
new and renewal business, amounts earned from the investment of its contributed
capital as well as the investment of its cash flow and commissions on ceded
business and reimbursement of losses from reinsurers. The principal uses of
funds by Amerin Guaranty are the payment of claims and related expenses,
reinsurance premiums, other operating expenses and dividends to Amerin
Corporation. Liquidity requirements are influenced significantly by the level of
claims incidence. Amerin Guaranty does not currently have any committed lines of
credit.
Amerin Guaranty generates substantial cash flows from operations as a result
of premiums being received in advance of the time when claim payments are
required. Cash flows generated from Amerin Guaranty's mortgage insurance
operations totaled $8.4 million and $1.3 million for the first three months of
1996 and the first three months of 1995, respectively. These operating cash
flows, along with that portion of the investment portfolio that is held in cash
and highly liquid securities, are available towards the liquidity
6
<PAGE>
requirements of Amerin Guaranty. Amerin Guaranty's investment portfolio was
$247.5 million at March 31, 1996 and $260.8 million at December 31, 1995.
All of the Company's $267.8 million of fixed income securities at March 31,
1996 are rated "investment grade," which is defined by the Company as a security
having a National Association of Insurance Commissioners ("NAIC") rating of 1 or
2 or an S&P rating ranging from "AAA" to "BBB-."
RISK TO CAPITAL RATIO. As a condition to maintenance of its claims-paying
ratings, the total amount of insurance risk that may be written by Amerin
Guaranty is limited to a multiple of 20 times its statutory capital (which
includes the contingency reserve) less the carrying value of non-investment
grade debt and tax and loss bonds and investments in affiliates, or such higher
or lower multiple as is reasonably determined by the rating agency in its sole
discretion. Amerin Guaranty has several alternatives available to control its
risk to capital ratio, including obtaining capital contributions from the
Company, purchasing quota share reinsurance and reducing the amount of new
business written. A material reduction in statutory capital, whether resulting
from underwriting or investment losses or otherwise, or a disproportionate
increase in risk in force, could increase the risk to capital ratio. An increase
in the risk to capital ratio could limit Amerin Guaranty's ability to write new
business (which in turn could materially adversely affect the Company's results
of operations and prospects). At March 31, 1996 and December 31, 1995, Amerin
Guaranty's risk to capital ratio was 9.5 to 1 and 8.2 to 1, respectively.
The Company's Initial Public Offering resulted in net proceeds of $200.2
million to the Company. Of these proceeds, $46 million were used to retire all
of the outstanding 13.5% Convertible Preferred Stock on December 1, 1995, and
$127.0 million and $25.0 million was contributed to the capital of Amerin
Guaranty and Amerin Re, respectively, in order to increase the statutory capital
of the two companies by such amounts.
7
<PAGE>
ITEM 6. EXHIBITS AND REPORTS ON FORM 8-K
--------------------------------
a) EXHIBITS
--------
See Exhibit Index on Pages E-1 and E-2 for exhibits filed with this
report on Form 10-Q.
b) REPORTS ON FORM 8-K
-------------------
The Registrant did not file any reports on Form 8-K during the quarter
for which this report on Form 10-Q is filed.
8
<PAGE>
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 thereunto duly authorized.
AMERIN CORPORATION
Date: May 13, 1996 By:/S/ GERALD L. FRIEDMAN
----------------------
Gerald L. Friedman
Chairman of the Board and
Chief Executive Officer
Date: May 13, 1996 /S/ GEORGE G. FREUDENSTEIN
--------------------------
George G. Freudenstein
Senior Vice President,
Chief Financial Office and
Chief Administrative Officer
9
<PAGE>
INDEX TO EXHIBITS
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT PAGE
------- ----------------------- ----
<S> <C> <C>
3.1 Amended and Restated Certificate of Incorporation of the Registrant (filed
as Exhibit 3.1 to Amendment No. 1 to the Registrant's Registration
Statement on Form S-1 (Registration No. 33-97514) and incorporated
herein by reference).
3.2 Amended and Restated By-laws of the Registrant (filed as Exhibit 3.2 to
Amendment No. 1 to the Registrant's Registration Statement on Form S-1
(Registration No. 33-97514) and incorporated herein by reference).
4.1 Amended and Restated Shareholders Agreement dated as of November 1,
1995 among the Registrant, Gerald L. Friedman, Stuart M. Brafman and
the Investors party thereto (filed as Exhibit 4.2 to Amendment No. 3 to the
Registrant's Registration Statement on Form S-1 (Registration No. 33-
97514) and incorporated herein by reference).
4.2 Amendment No. 1 to the Amended and Restated Management Stock and
Voting Agreement dated as of November 1, 1995 among the Registrant,
Gerald L. Friedman and Stuart M. Brafman (filed as Exhibit 4.4 to
Amendment No. 2 to the Registrant's Registration Statement on Form S-1
(Registration No. 33-97514) and incorporated herein by reference).
4.3 Amended and Restated Employee-Shareholders Agreement dated as of
November 1, 1995 among the Registrant and the Employee Grantees party
thereto (filed as Exhibit 4.5 to Amendment No. 3 to the Registrant's
Registration Statement on Form S-1 (Registration No. 33-97514) and
incorporated herein by reference).
10.1 Form of Second Amended and Restated Employment Agreement dated as
of November 1, 1995 between Amerin Guaranty and Gerald L. Friedman
(filed as Exhibit 10.1 to Amendment No. 1 to the Registrant's Registration
Statement on Form S-1 (Registration No. 33-97514) and incorporated
herein by reference).
10.2 Form of Second Amended and Restated Employment Agreement dated as
of November 1, 1995 between Amerin Guaranty and Stuart M. Brafman
(filed as Exhibit 10.2 to Amendment No. 1 to the Registrant's Registration
Statement on Form S-1 (Registration No. 33-97514) and incorporated
herein by reference).
10.3 Amended and Restated 1992 Long-Term Incentive Plan dated as of
November 1, 1995 (filed as Exhibit 10.3 to Amendment No. 1 to the
Registrant's Registration Statement on Form S-1 (Registration No. 33-
97514) and incorporated herein by reference).
</TABLE>
E-1
<PAGE>
<TABLE>
<CAPTION>
EXHIBIT
NUMBER DESCRIPTION OF DOCUMENT PAGE
------- ----------------------- ----
<S> <C> <C>
10.4 Support Agreement (Moody's Investors Service, Inc.) dated as of August
26, 1992 among the Registrant (as successor in interest to USMIC
Corporation), Amerin Guaranty Corporation (as successor in interest to
Merit Mortgage Assurance Corporation) and Security Pacific National
Trust Company (filed as Exhibit 10.5 to the Registrant's Registration
Statement on Form S-1 (Registration No. 33-97514) and incorporated
herein by reference).
10.5 Support Agreement (Second) dated as of August 26, 1992
among the Registrant (as successor in interest to USMIC
Corporation), Amerin Guaranty Corporation (as successor in
interest to Merit Mortgage Assurance Corporation) and Security
Pacific National Trust Company (filed as Exhibit 10.6 to the
Registrant's Registration Statement on Form S-1 (Registration No.
33-97514) and incorporated herein by reference).
10.6 Office Lease dated April 13, 1995 by and between Amoco Properties
Incorporated and Amerin Guaranty Corporation (filed as Exhibit 10.7 to
the Registrant's Registration Statement on Form S-1 (Registration No. 33-
97514) and incorporated herein by reference).
*11.1 Statement Regarding Computation of Earnings Per Share.
*27.1 Financial Data Schedule.
</TABLE>
- - --------
* Filed Herewith.
E-2
<PAGE>
EXHIBIT 11
<TABLE>
Amerin Corporation and Subsidiaries
Statement of Computation of Per Share Net Income or Loss
<CAPTION>
Three Months Ended March 31,
-----------------------------------------
1996 1995
--------------- ----------------
(in thousands of dollars, except share
and per share amounts)
<S> <C> <C>
Net income.................................... $ 5,674 $ 1,583
Less pay-in kind dividends on preferred stock. -- 1,357
--------------- ----------------
Primary and fully diluted basis-net income....(1) $ 5,674 $ 226
=============== ================
Average shares outstanding....................(2) 26,010,099 10,399,125
Stock issued within one year of IPO...........(3) -- 85,750
Common stock equivalents from dilutive stock
options, based on the treasury stock method
using average market price.................(4) 332,591 60,355
--------------- ----------------
Total shares-- primary basis............. 26,342,690 10,545,230
Additional shares assuming conversion of
preferred stock............................(1) -- --
Additional common stock equivalents from
dilutive stock options, based on the
treasury stock method using closing market
price, if higher than methage market
price......................................(4) 4,249 --
--------------- ----------------
Total shares-- fully diluted............. 26,346,939 10,545,230
=============== ================
Net loss per share-- primary.................. $ 0.22 $ 0.02
=============== ================
Net loss per share-- fully diluted............ $ 0.22 $ 0.02
=============== ================
</TABLE>
- - --------------------
(1) Preferred stock was not convertible until 2007 at which time it was
mandatorily convertible. Because conversion was not effective within 10
years of each reporting period, conversion was not assumed for all periods.
(2) For the three months ended March 31, 1995, excludes 11,000,000 shares of
common stock issued subject to contingent recall provisions. Conditions
required for the removal of the recall provisions were not met during such
period. For the three months ended March 31, 1996, includes 13,340,000
shares issued in conjunction with the Company's November 28, 1995 initial
public offering and 2,250,068 shares, as of the date of such offering, out
of a total of 11,000,000 shares that were excluded from weighted average
shares prior to the Company's initial public offering. The Company's initial
public offering removed the recall provisions on 2,250,068 of the shares and
resulted in the cancellation of the remaining 8,749,932 common shares.
(3) Stock awards and options issued in the twelve months prior to the Company's
initial public offering are treated as common stock equivalents (based on
the treasury stock method using the initial public offering price) for 1995,
even if antidilutive.
(4) Prior to the Company's initial public offering, excludes options for
4,375,000 shares of common stock subject to contingent recall provisions.
Conditions required for the removal of the recall provisions were not met
during the periods prior to the Company's initial public offering. Upon
consummation of the Company's initial public offering, options for 4,374,966
shares were cancelled.
<TABLE> <S> <C>
<ARTICLE> 7
<LEGEND>
This schedule contains summary financial
information extracted from the condensed
consolidated financial statements and
related notes of Amerin Corporation and
Subsidiaries for the three months ended
March 31, 1996 and is qualified in its
entirety by reference to such financial
statements.
</LEGEND>
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1996
<PERIOD-END> MAR-31-1996
<DEBT-HELD-FOR-SALE> 267,787
<DEBT-CARRYING-VALUE> 0
<DEBT-MARKET-VALUE> 0
<EQUITIES> 0
<MORTGAGE> 0
<REAL-ESTATE> 0
<TOTAL-INVEST> 281,135
<CASH> 496
<RECOVER-REINSURE> 0
<DEFERRED-ACQUISITION> 4,442
<TOTAL-ASSETS> 302,334
<POLICY-LOSSES> 10,220
<UNEARNED-PREMIUMS> 13,895
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 0
<NOTES-PAYABLE> 0
0
0
<COMMON> 260<F1>
<OTHER-SE> 273,921
<TOTAL-LIABILITY-AND-EQUITY> 302,334
12,122
<INVESTMENT-INCOME> 4,041
<INVESTMENT-GAINS> 45
<OTHER-INCOME> 0
<BENEFITS> 4,016
<UNDERWRITING-AMORTIZATION> 1,954
<UNDERWRITING-OTHER> 2,358
<INCOME-PRETAX> 7,880
<INCOME-TAX> 2,206
<INCOME-CONTINUING> 5,674
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 5,674
<EPS-PRIMARY> .22
<EPS-DILUTED> .22
<RESERVE-OPEN> 7,092
<PROVISION-CURRENT> 0<F2>
<PROVISION-PRIOR> 0<F2>
<PAYMENTS-CURRENT> 0<F2>
<PAYMENTS-PRIOR> 0<F2>
<RESERVE-CLOSE> 0<F2>
<CUMULATIVE-DEFICIENCY> 0<F2>
<FN>
<F1> Common stock at par value.
<F2> Available on an annual basis only.
</FN>
</TABLE>
