<PAGE>
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q/A
AMENDMENT NO. 1
(X) Quarterly report under section 13 or 15(d) of the Securities
Exchange Act of 1934. For the quarter 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: 1-11920
MMI Companies, Inc.
(Exact name of registrant as specified in its charter)
Delaware
(State or other jurisdiction of
incorporation or organization)
36-3263253
(IRS Employer
Identification No.)
540 Lake Cook Road, Deerfield, Illinois 60015-5290
(Address of principal executive offices)
(847) 940-7550
(Registrant's telephone number, including area code)
Not applicable
(Former name, former address and former fiscal year,
if changed since last report)
Indicate by a 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
There were 11,167,852 shares outstanding of the registrant's common stock, $0.10
par value, as of September 30, 1996.
Page 1 of 4
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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.
MMI Companies, Inc.
(Registrant)
Date: December 31, 1996 /s/B. Frederick Becker
B. Frederick Becker
Chairman and Chief Executive
Officer
Date: December 31, 1996
/s/Paul M. Orzech
Executive Vice President and
Chief Financial Officer
<PAGE>
MMI Companies, Inc and Subsidiaries
Exhibit 11 - Statement re Computation of Per Share Earnings
(In thousands, except per share data)
<TABLE>
<CAPTION>
Three Months Ended Nine Months Ended
September 30, September 30,
1996 1995 1996 1995
<S> <C> <C> <C> <C>
PRIMARY
Weighted average shares
outstanding 10,030 8,910 9,871 8,723
Net effect of dilutive stock
options based on the treasury
stock method using average
market price 464 358 432 259
Weighted average number of common
and common equivalent shares 10,494 9,268 10,303 8,982
Net income $ 6,176 $ 5,906 $19,935 $15,954
Less preferred stock dividends - 164 - 294
Net income available to common
stockholders $ 6,176 $ 5,742 $19,935 $15,660
Earnings per common and
common equivalent share $ .59 $ .62 $ 1.93 $ 1.74
FULLY DILUTED
Weighted average shares
outstanding 10,030 8,910 9,871 8,723
Net effect of dilutive stock
options based on the treasury
stock method using ending
market price, if higher than
average. 464 417 463 416
Assumed conversion of dilutive
convertible preferred stock - 685 - 410
Weighted average number of common
and common equivalent shares 10,494 10,012 10,334 9,549
Net income $ 6,176 $ 5,906 $19,935 $15,954
Earnings per common and
common equivalent share $ .59 $ .59 $ 1.93 $ 1.67
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 7
<LEGEND>
This schedule contains summary financial information extracted from the
consolidated financial statements of MMI Companies, Inc. and subsidiaries for
the nine month period ended September 30, 1996, and is qualified in its entirety
by reference to such financial statements.
<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> 672,448
<DEBT-CARRYING-VALUE> 0
<DEBT-MARKET-VALUE> 0
<EQUITIES> 16,750
<MORTGAGE> 0
<REAL-ESTATE> 0
<TOTAL-INVEST> 762,672
<CASH> 1,470
<RECOVER-REINSURE> 7,203
<DEFERRED-ACQUISITION> 6,776
<TOTAL-ASSETS> 1,041,557
<POLICY-LOSSES> 639,397
<UNEARNED-PREMIUMS> 63,002
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 0
<NOTES-PAYABLE> 58,000
0
0
<COMMON> 1,117
<OTHER-SE> 231,633
<TOTAL-LIABILITY-AND-EQUITY> 1,041,557
122,953
<INVESTMENT-INCOME> 32,620
<INVESTMENT-GAINS> (186)
<OTHER-INCOME> 25,044
<BENEFITS> 101,809
<UNDERWRITING-AMORTIZATION> 10,255
<UNDERWRITING-OTHER> 44,606
<INCOME-PRETAX> 21,263
<INCOME-TAX> 1,328
<INCOME-CONTINUING> 19,935
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 19,935
<EPS-PRIMARY> 1.93
<EPS-DILUTED> 1.93
<RESERVE-OPEN> 0
<PROVISION-CURRENT> 0
<PROVISION-PRIOR> 0
<PAYMENTS-CURRENT> 0
<PAYMENTS-PRIOR> 0
<RESERVE-CLOSE> 0
<CUMULATIVE-DEFICIENCY> 0
</TABLE>