- - --------------------------------------------------------------------------------
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 September 30, 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 November 1, 1996
----- --------------------------------
Voting Common Stock, $.01 par value 22,453,100
Nonvoting Common Stock, $.01 par value 3,609,625
- - --------------------------------------------------------------------------------
<PAGE>
AMERIN CORPORATION
Table of Contents
Page
----
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements:
Condensed Consolidated Balance Sheets at
September 30, 1996 (unaudited) and December 31, 1995.......... 1
Condensed Consolidated Statements of Operations for the
Three and Nine Month Periods Ended September 30, 1996
and 1995 (unaudited).......................................... 2
Condensed Consolidated Statements of Cash Flows for the
Nine Month Periods Ended September 30, 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 4. Submission of Matters to a Vote of Security-Holders....... 10
ITEM 6. Exhibits and Reports on Form 8-K.......................... 10
- i -
<PAGE>
PART I. FINANCIAL INFORMATION
ITEM 1. Financial Statements
<TABLE>
<CAPTION>
Amerin Corporation and Subsidiaries
Condensed Consolidated Balance Sheets
September 30, December 31,
1996 1995
------------ ---------------
(unaudited)
(in thousands of dollars)
Assets
Investments:
<S> <C> <C>
Fixed maturities available-for-sale at fair value........................... $ 286,011 $ 151,021
Short-term investments...................................................... 25,690 145,961
------------ ---------------
Total investments............................................................... 311,701 296,982
Cash and cash equivalents....................................................... 737 1,054
Accrued investment income....................................................... 3,764 2,376
Premiums receivable............................................................. 5,374 2,375
Deferred policy acquisition costs............................................... 5,139 4,419
Leasehold improvements, furniture and equipment, at cost,
net of accumulated depreciation............................................. 3,953 4,199
Goodwill, net of accumulated amortization....................................... 2,319 2,431
Other intangibles, net of accumulated amortization.............................. 236 478
Deferred income taxes........................................................... 1,555 -
Other assets.................................................................... 2,051 2,014
------------ ---------------
Total assets.................................................................... $ 336,829 $ 316,328
============ ===============
Liabilities and Common Stockholders' Equity
Liabilities:
Unearned premiums............................................................... $ 19,141 $ 12,710
Loss reserves................................................................... 15,375 7,092
Current income taxes............................................................ 788 600
Deferred income taxes........................................................... - 1,783
Payable for securities.......................................................... 8,830 15,724
Accrued expenses and other liabilities.......................................... 3,669 4,282
------------ ---------------
Total liabilities............................................................... 47,803 42,191
Common Stockholders' Equity:
Voting Common Stock, $.01 par, 50,000,000 shares authorized, 22,453,100
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...................................................... 315,302 314,614
Net unrealized investment gains (losses)........................................ (2,543) 3,229
Retained-earnings deficit....................................................... (23,993) (43,966)
------------ ---------------
Total common stockholders' equity............................................... 289,026 274,137
------------ ---------------
Total liabilities and common stockholders' equity............................... $ 336,829 $ 316,328
============ ===============
</TABLE>
See accompanying notes.
- 1 -
<PAGE>
<TABLE>
<CAPTION>
Amerin Corporation and Subsidiaries
Condensed Consolidated Statements of Operations
Three months ended Nine months ended
September 30, September 30,
---------------------- ----------------------
1996 1995 1996 1995
--------- -------- --------- ---------
(unaudited)
(in thousands of dollars, except per share data)
Revenues:
<S> <C> <C> <C> <C>
Net premiums written..................................... $ 20,552 $ 9,888 $ 49,988 $ 20,729
Increase in unearned premiums............................ (3,872) (2,452) (6,431) (3,775)
--------- -------- --------- ---------
Net premiums earned...................................... 16,680 7,436 43,557 16,954
Net investments out income............................... 4,278 1,728 12,401 4,984
Realized investment gains (losses)....................... 88 120 (133) 493
--------- -------- --------- ---------
Total revenues............................................... 21,046 9,284 55,825 22,431
Expenses:
Losses Incurred.......................................... 5,592 1,566 13,958 3,819
Policy acquisition costs................................. 2,009 1,398 6,120 4,963
Underwriting and other expenses.......................... 2,765 1,607 7,865 4,863
--------- -------- --------- ---------
Total expenses............................................... 10,366 4,571 27,943 13,645
--------- -------- --------- ---------
Net income before taxes...................................... 10,680 4,713 27,882 8,786
Income taxes................................................. 3,092 50 7,909 50
--------- -------- --------- ---------
Net income................................................... 7,588 4,663 19,973 8,736
Pay-in-kind dividends on preferred stock..................... - 1,481 - 4,255
--------- -------- --------- ---------
Net income applicable to common stockholders................. $7,588 $3,182 $19,973 $4,481
========= ======== ========= =========
Net income per common share.................................. $0.29 $0.30 $0.76 $0.42
========= ======== ========= =========
Average common and common equivalent shares
outstanding (in thousands)................................. 26,351.0 10,625.6 26,348.8 10,623.0
</TABLE>
See accompanying notes.
- 2 -
<PAGE>
<TABLE>
<CAPTION>
Amerin Corporation and Subsidiaries
Condensed Consolidated Statements of Cash Flows
Nine months ended
September 30,
-------------------------------
1996 1995
------------ --------------
(unaudited)
(in thousands of dollars)
Cash flows from operating activities
<S> <C> <C>
Net Income...................................................................... $ 19,973 $ 8,736
Adjustments to reconcile net income to net cash
provided by operating activities:
Change in:
Accrued investment income and premiums receivable...................... (4,387) (785)
Loss reserves.......................................................... 8,283 3,399
Unearned premiums...................................................... 6,431 3,775
Accounts payable and accrued expenses.................................. 46 143
Federal income taxes................................................... (43) (70)
Policy acquisition costs deferred............................................... (6,349) (5,004)
Policy acquisition costs amortized.............................................. 5,629 3,829
Depreciation and other amortization............................................. 854 670
Realized investment losses (gains).............................................. 133 (493)
Other items, net................................................................ 199 (529)
------------ --------------
Net cash provided by operating activities....................................... 30,769 13,671
------------ --------------
Cash flows from investing activities
Purchase of:
Fixed maturity securities................................................... (178,445) (49,024)
Property and equipment...................................................... (787) (516)
Sale or maturity of:
Fixed maturity securities................................................... 27,469 30,833
Short-term investments, net................................................. 120,269 5,094
Property and equipment...................................................... __ 20
------------ --------------
Net cash used by investing activities........................................... (31,494) (13,593)
------------ --------------
Financing activities
Issuance of common stock.................................................... 408 -
------------ --------------
Net increase (decrease) in cash and cash equivalents............................ (317) 78
Cash and cash equivalents at beginning of period................................ 1,054 694
------------ --------------
Cash and cash equivalents at end of period...................................... $ 737 $ 772
============ ==============
</TABLE>
See accompanying notes.
- 3 -
<PAGE>
Amerin Corporation and Subsidiaries
Notes to Condensed Consolidated Financial Statements
September 30, 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 and nine month periods ended September 30, 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 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. Fully diluted net income per share is equal to primary net income per
share for the three and nine month periods ended September 30, 1996 and 1995.
2. INCOME TAXES
The provision for income taxes varies from the statutory federal income tax rate
applied to 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 September 30, 1996 Compared to Three Months Ended
September 30, 1995. Net premiums written for the three months ended September
30, 1996 were $20.6 million compared to $9.9 million for the three months ended
September 30, 1995, which represents a 108% increase. The increase was primarily
attributable to a 10.5% increase in new insurance written and growth in
insurance in force and related renewal premiums of the Company's primary
insurance subsidiary, Amerin Guaranty Corporation ("Amerin Guaranty").
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, the addition of new, large lenders which began doing
business with the Company during the second half of 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 September 30, 1996
compared to the same period in 1995, principally due to the increased coverage
requirements introduced by Fannie Mae and Freddie Mac during the first quarter
of 1995, which requirements took effect over the course of 1995. Amerin
Guaranty's monthly premium plan represented 85.7% of new insurance written for
the three months ended September 30, 1996 compared to 82.3% for the same period
in 1995. Renewal premiums for the three months ended September 30, 1996
increased 147.3% from the comparable prior year period due primarily to the
growth of insurance in force throughout 1995, as well as increased popularity of
the monthly premium plan.
Net premiums earned increased by $9.2 million to $16.7 million for the
three months ended September 30, 1996 from $7.4 million for the three months
ended September 30, 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 $4.3 million for the three months ended September
30, 1996 increased by $2.6 million (or 148%) over the same period in 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 169.6% in the monthly average amount of invested assets. Realized
investment gains for the three months ended September 30, 1996 were $88,000
compared to realized investment gains of $120,000 for the same period in 1995.
This change was due primarily to a lower number of portfolio sales in the latter
period.
- 5 -
<PAGE>
Losses incurred in the three months ended September 30, 1996 were $5.6
million, compared to $1.6 million of losses incurred in the three months ended
September 30, 1995, as a result of the aging of the Company's policies. Because
of the Company's limited operating history, its loss experience is expected to
significantly increase as its policies age further. Policy acquisition costs
during the three months ended September 30, 1996 of $2.0 million increased by
$0.6 million (or 44%) compared to the same period in 1995 principally 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 $1.2 million
(or 72%) for the three months ended September 30, 1996 over the same period in
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 Company's effective tax rate was 29% in the three months ended
September 30, 1996, compared to 1% in the same period in 1995. The increase in
the effective tax rate resulted from the fact that the Company fully utilized
its net operating losses in 1995 and no additional net operating losses were
available for utilization in 1996. The effective tax rate for the third quarter
of 1996 was below the statutory rate of 35%, principally reflecting the benefits
of tax-exempt investment income.
As a result of the foregoing factors, the Company had net income of $7.6
million for the three months ended September 30, 1996, compared to net income
before pay-in-kind dividends on its previously outstanding 13.5% Cumulative
Preferred Stock of $4.7 million for the same period in 1995. Net income
applicable to common stockholders (after pay-in-kind dividends) was $3.2 million
for the third quarter of 1995. The 13.5% Cumulative Preferred Stock was
redeemed in connection with the Initial Public Offering.
Nine Ended September 30, 1996 Compared to Nine Months Ended September 30,
1995. Net premiums written for the nine months ended September 30, 1996 were
$50.0 million compared to $20.7 million for the nine months ended September 30,
1995 which represents a 141% increase. The increase was primarily attributable
to an 48.7% 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, the addition
of new, large lenders which began doing business with the Company during the
second half of 1995 and increased sales of lender paid mortgage insurance. The
increase in net premiums written was also due to higher average premiums during
the nine months ended September 30, 1996 compared to the first nine months of
1995, principally due to the increased coverage requirements introduced by
Fannie Mae and Freddie Mac during the first quarter of 1995, which requirements
took effect over the course of 1995. Amerin Guaranty's monthly premium plan
represented 85.5% of new insurance written for the nine months ended September
30, 1996 compared to 81.2% for the same period in 1995.
- 6 -
<PAGE>
Renewal premiums for the nine months ended September 30, 1996 increased 196%
from the comparable prior year period due primarily to the growth of insurance
in force throughout 1995, as well as increased popularity of the monthly premium
plan.
Net premiums earned increased by $26.6 million to $43.6 million for the
nine months ended September 30, 1996 from $17.0 million for the nine months
ended September 30, 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 $12.4 million for the first nine months of 1996
increased by $7.4 million (or 149%) over the first nine months of 1995 primarily
due to investment of the proceeds from the Initial Public Offering, which
resulted in an increase of 174.6% in the monthly average amount of invested
assets. Realized investment losses for the first nine months of 1996 were
$133,000 compared to realized investment gains of $493,000 for the first nine
months of 1995. This change was due primarily to a smaller number of profitable
sales in 1996, resulting from reduced activity within the existing portfolio due
to the Company's desire to maintain the current composition of the investment
portfolio. As of September 30, 1996 and 1995, the yields to maturity in the
investment portfolio were 5.8% and 6.4%, respectively, and the average durations
of the investment portfolio were 6.5 years and 5.1 years, respectively.
Losses incurred in the first nine months of 1996 were $14.0 million,
compared to $3.8 million of losses incurred in the first nine months of 1995 as
a result of the aging of the Company's policies. Because of the Company's
limited operating history, its loss experience is expected to significantly
increase as its policies age further. Policy acquisition costs during the first
nine months of 1996 of $6.1 million increased by $1.2 million (or 23.3%)
compared to the first nine months of 1995 principally 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 $3.0 million (or 61.7%
) for the first nine months of 1996 over the first nine 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 28.4% in the nine months ended September 30,
1996, compared to 1% in the first nine months of 1995. The increase in the
effective tax rate resulted from 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 nine months of 1996. The effective tax
rate for the first nine months of 1996 was below the statutory rate of 35%,
principally reflecting the benefits of tax-exempt investment income.
As a result of the foregoing factors, the Company had net income of $20.0
million for the first nine months of 1996, compared to net income before
pay-in-kind dividends on its previously outstanding 13.5% Cumulative Preferred
Stock of $8.7 million for the first nine months of 1995. Net income applicable
to common stockholders (after pay-in-kind dividends) was $4.5 million for the
first nine months of 1995. The 13.5% Cumulative Preferred Stock was redeemed in
connection with the Initial Public Offering.
- 7 -
<PAGE>
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 Corporation ("Amerin Re"). The
Company 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. The Company relies primarily on dividends and other permitted
distributions from Amerin Guaranty and Amerin Re as sources of funds. The
Company 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 currently the payment of claims and related
expenses, reinsurance premiums, other operating expenses and may in the future
include the payment of 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 $34.3 million and $22.8 million for the first nine months of
1996 and the first nine 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 requirements
of Amerin Guaranty. Amerin Guaranty's investment portfolio was $275.1 million at
September 30, 1996 and $260.8 million at December 31, 1995.
All of the Company's $286.0 million of fixed income securities at September
30, 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 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 September 30, 1996 and December 31, 1995, Amerin Guaranty's
risk to capital ratio was 12.3 to 1 and 8.2 to 1, respectively.
- 8 -
<PAGE>
The Initial Public Offering resulted in net proceeds of $200.2 million to
the Company. Of these proceeds, $46 million was used to retire all of the
outstanding 13.5% Convertible Preferred Stock on December 1, 1995, and $127.0
million and $25.0 million were 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.
- 9 -
<PAGE>
PART II. OTHER INFORMATION
ITEM 4. Submission of Matters to a Vote of Security-Holders
No matters were submitted to a vote of holders of the Company's
securities in the third quarter follows:
ITEM 6. Exhibits and Reports on Form 8-K
a) Exhibits
See Exhibit Index on Page E-1 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.
- 10 -
<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: November 13, 1996 By:--------------------------------
Gerald L. Friedman
Chairman of the Board and
Chief Executive Officer
Date: November 13, 1996 -----------------------------------
George G. Freudenstein
Senior Vice President, Chief Financial
Office and Chief Administrative Officer
- 11 -
<PAGE>
INDEX TO EXHIBITS
Exhibit
Number Description of Document Page
-------- --------------------------------------------------------- ----
11.1 Statement Regarding Computation of Earnings Per Share.
27.1 Financial Data Schedule.
E-1
<PAGE>
Exhibit 11
<TABLE>
<CAPTION>
Amerin Corporation and Subsidiaries
Statement of Computation of Per Share Net Income
Three Months ended September 30, Nine Months Ended September 30,
-------------------------------- ---------------------------------
1996 1995 1996 1995
--------------- --------------- --------------- ---------------
(in thousands of dollars, except share and per share amounts)
<S> <C> <C> <C> <C>
Net income................................... $ 7,588 $ 4,663 $ 19,973 $ 8,736
Less pay-in kind dividends on
preferred stock............................ - 1,481 - 4,255
--------------- --------------- --------------- ---------------
Primary and fully diluted basis-net income(1) $ 7,588 $ 3,182 $ 19,973 $ 4,481
=============== =============== =============== ===============
Average shares outstanding................(2) 26,046,185 10,399,625 26,027,535 10,399,625
Stock issued within one year of IPO.......(3) - 85,750 - 85,750
Common stock equivalents from dilutive
stock options, based on the treasury
stock method using average market
price...................................(4) 304,795 140,680 321,223 137,625
--------------- --------------- --------------- ---------------
Total shares - primary basis........ 26,350,980 10,625,555 26,348,758 10,623,000
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 average market price...............(4) 741 88,330 - 86,625
--------------- --------------- --------------- ---------------
Total shares - fully diluted........ 26,351,721 10,713,885 26,348,758 10,709,625
=============== =============== =============== ===============
Net income per share - primary............... $ 0.29 $ 0.30 $ 0.76 $ 0.42
=============== =============== =============== ===============
Net income per share - fully diluted......... $ 0.29 $ 0.30 $ 0.76 $ 0.42
=============== =============== =============== ===============
- - -------------------
<FN>
(1) Preferred stock (redeemed in December 1995) 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 prior to 1996.
(2) For the three and nine month periods ended September 30, 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 periods. For the three and nine month periods ended September 30, 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).
(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.
</FN>
</TABLE>
<PAGE>
<TABLE> <S> <C>
<ARTICLE> 7
<LEGEND>
This schedule contains summary financial information
extracted from the condensed financial statements and
related notes of Amerin Corporation and Subsidiaries for
the nine months ended September 30, 1996 and is qualified
in its entirety by reference to such financial statements.
</LEGEND>
<MULTIPLIER> 1000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> Dec-31-1996
<PERIOD-START> Jan-01-1996
<PERIOD-END> Sep-30-1996
<DEBT-HELD-FOR-SALE> 286,011
<DEBT-CARRYING-VALUE> 0
<DEBT-MARKET-VALUE> 0
<EQUITIES> 0
<MORTGAGE> 0
<REAL-ESTATE> 0
<TOTAL-INVEST> 311,701
<CASH> 737
<RECOVER-REINSURE> 0
<DEFERRED-ACQUISITION> 5,139
<TOTAL-ASSETS> 336,829
<POLICY-LOSSES> 15,375
<UNEARNED-PREMIUMS> 19,141
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 0
<NOTES-PAYABLE> 0
0
0
<COMMON> 260 <F1>
<OTHER-SE> 288,766
<TOTAL-LIABILITY-AND-EQUITY> 336,829
43,557
<INVESTMENT-INCOME> 12,401
<INVESTMENT-GAINS> (133)
<OTHER-INCOME> 0
<BENEFITS> 13,958
<UNDERWRITING-AMORTIZATION> 6,120
<UNDERWRITING-OTHER> 7,865
<INCOME-PRETAX> 27,882
<INCOME-TAX> 7,909
<INCOME-CONTINUING> 19,973
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 19,973
<EPS-PRIMARY> .76
<EPS-DILUTED> .76
<RESERVE-OPEN> 0 <F2>
<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>
