FPIC Insurance Group, Inc. Reports Sale of Insurance Management Operations.JACKSONVILLE Jacksonville. 1 City (1990 pop. 29,101), Pulaski co., central Ark., inc. 1941. The city has varied industries, including printing and publishing and the manufacture of electronic equipment, ordnance, and plastic and metal products. , Fla. -- FPIC FPIC First Professionals Insurance Company (Jacksonville, FL) FPIC Field Programmable Interconnect FPIC Federal Partnership for Interoperable Communications FPIC Field Programmable Interconnect Chip Insurance Group, Inc. ("FPIC") (Nasdaq:FPIC) reported that it has completed the sale of its New York-based insurance management operations for $40.0 million in cash. The purchase price is subject to post-closing adjustment depending upon the level of working capital of the operations at closing. In addition, prior to the closing, FPIC received a distribution of nearly $6.0 million in cash from the operations. FPIC estimates that it will recognize an after-tax af·ter-tax also af·ter·tax adj. Relating to or being that which remains after payment, especially of income taxes: after-tax profits. gain of approximately $12.5 million on the transaction during the third quarter. The transaction was approved by FPIC's board of directors. Sandler Sandler is the surname of:
A report put together by qualified analysts or advisors providing to key decision makers an evaluation of and facts about a merger or acquisition. Notes: A fairness opinion serves as a document used for guidance in a merger, takeover, or acquisition. to FPIC's Board of Directors in connection with the transaction. The operations were sold to AJB AJB America’s Job Bank AJB African Journal of Biotechnology AJB Amt für Jugend und Berufsberatung (German: office for youth and vocational guidance) AJB American Journal of Botany AJB Australian Journal of Botany Ventures Inc., a corporation the principal stockholder of which is Anthony J. Bonomo, the business leader of the operations sold. The operations manage Physicians' Reciprocal Bilateral; two-sided; mutual; interchanged. Reciprocal obligations are duties owed by one individual to another and vice versa. A reciprocal contract is one in which the parties enter into mutual agreements. Insurers, a reciprocal insurer An individual or company who, through a contractual agreement, undertakes to compensate specified losses, liability, or damages incurred by another individual. An insurer is frequently an insurance company and is also known as an underwriter. that is the second largest provider of medical professional liability insurance in the State of New York New York, state, United States New York, Middle Atlantic state of the United States. It is bordered by Vermont, Massachusetts, Connecticut, and the Atlantic Ocean (E), New Jersey and Pennsylvania (S), Lakes Erie and Ontario and the Canadian province of , and Pennsylvania Pennsylvania (pĕnsəlvā`nyə), one of the Middle Atlantic states of the United States. It is bordered by New Jersey, across the Delaware River (E), Delaware (SE), Maryland (S), West Virginia (SW), Ohio (W), and Lake Erie and New York Physicians Reciprocal Insurers, an insurance exchange that cedes 100 percent of its business to Physicians Reciprocal Insurers. "While our New York-based insurance management operations have been an important part of our organization over the years," said John R. Byers, President and Chief Executive Officer, "in recent years their relative size and strategic importance to us have diminished di·min·ish v. di·min·ished, di·min·ish·ing, di·min·ish·es v.tr. 1. a. To make smaller or less or to cause to appear so. b. with the substantial growth and increased profitability of our core insurance underwriting Underwriting 1. The process by which investment bankers raise investment capital from investors on behalf of corporations and governments that are issuing securities (both equity and debt). 2. The process of issuing insurance policies. operations. Given the unique characteristics and risks of the New York market, we felt that the time was right to exit our New York operations. The transaction we've completed allows us to exit on attractive terms based on our assessment of the operations' prospects and risks." "We believe the operations were at the height of their profitability and franchise value," remarked Byers. "The projected decrease in profitability is attributable to increasing expenses from significant growth over the past several years at PRI PRI: see Institutional Revolutionary party. (Primary Rate Interface) An ISDN service that provides 23 64 Kbps B (Bearer) channels and one 64 Kbps D (Data) channel (23B+D), which is equivalent to the 24 channels of a T1 line. , the insurance company we managed, together with the decline or loss of certain sources of income, including the potential loss of significant income derived from institutional business written by PRI. The potential for PRI's loss of this institutional business, and the attendant ATTENDANT. One who owes a duty or service to another, or in some sort depends upon him. Termes de la Ley, h.t. As to attendant terms, see Powell on Morts. Index, tit. Attendant term; Park on Dower, c. 1 7. loss of income, is heightened as the New York medical professional liability insurance market comes under increased pressure from the lack of sufficient rate increases granted over the years and losses from mandatory participation in New York's medical malpractice Improper, unskilled, or negligent treatment of a patient by a physician, dentist, nurse, pharmacist, or other health care professional. insurance pool. These financial pressures on the New York medical professional liability market in turn create political and regulatory risks and uncertainties, as the New York legislature The New York Legislature is the state legislature of the U.S. state of New York. It is a bicameral legislature, consisting of the lower house New York State Assembly and the upper house New York Senate. The legislature is seated at the New York State Capitol in Albany. and regulators are forced to deal with the issue." "Over the years," continued Mr. Byers, "we've demonstrated our ability to convert our business strategies into strong financial results. The approximately forty-six million dollars in cash we received enhances our balance sheet strength and will be available to enhance our business. This includes supporting the growth in our core underwriting business. We remain confident that our strong capital position and long-standing expertise and relationships in the medical professional liability insurance industry will continue to afford us opportunities for profitable growth in attractive markets." "While we've chosen to exit the New York market based on its unique circumstances CIRCUMSTANCES, evidence. The particulars which accompany a fact. 2. The facts proved are either possible or impossible, ordinary and probable, or extraordinary and improbable, recent or ancient; they may have happened near us, or afar off; they are public or ," continued Byers, "we generally view management business as attractive, and the capital from the sale of our New York operations will also be available to support our ongoing strategic initiative of providing management services to self insured and other insurance organizations in Florida and other markets. Furthermore, the capital will be available for other corporate purposes beneficial to our shareholders, including possible share repurchases Share Repurchase A program by which a company buys back its own shares from the marketplace, reducing the number of outstanding shares. This is usually an indication that the company's management thinks the shares are undervalued. . We've repurchased shares from time to time in the past when we've had the opportunity to do so on terms beneficial to our shareholders, and we'll continue to assess and take advantage of this strategy to the extent it serves our shareholders' interests." "With our strong market and capital positions," Byers concluded, "our opportunities and our committed management team and Board, we remain confident in our ability to continue to execute our business strategies and to build long-term Long-term Three or more years. In the context of accounting, more than 1 year. long-term 1. Of or relating to a gain or loss in the value of a security that has been held over a specific length of time. Compare short-term. shareholder value." In connection with the transaction, among other things, FPIC agreed to a two-year noncompetition agreement with respect to insurance management in New York and Pennsylvania. For a description of certain other arrangements entered into in connection with the transaction, please see FPIC's Current Report on Form 8-K Form 8-K The form required by the SEC when a publicly held company incurs any event that might affect its financial situation or the share value of its stock. Form 8-K See 8-K. filed with the Securities and Exchange Commission on October 2, 2006. Following the transaction, FPIC's operations will consist of its insurance segment, which through FPIC's insurance and other subsidiaries provides medical professional liability insurance and related risk management services for physicians, dentists Dentists can refer to one of the following:
Conference Call Information We will host a conference call at 11:30 a.m., Eastern Time, Tuesday, October 3, 2006, to review this transaction. To access the conference call, please dial (866) 825-3209 (USA) or (617) 213-8061 (International) and use the access code 13257769. The conference call will also be broadcast live over the Internet Internet Publicly accessible computer network connecting many smaller networks from around the world. It grew out of a U.S. Defense Department program called ARPANET (Advanced Research Projects Agency Network), established in 1969 with connections between computers at the in a listen-only format via our corporate website at http://www.fpic.com. To access the call from FPIC's home page, click on "Investor Relations Investor relations The process by which the corporation communicates with its investors. " and a conference call link will be provided to connect to the broadcast. Questions can be submitted in advance of the call until 10:30 a.m., Eastern Time, Tuesday, October 3, 2006, via e-mail at ir@fpic.com or through our corporate website at http://www.fpic.com, where a link on the "Investor Relations" page has been provided. For individuals unable to participate in the conference call, a telephone replay will be available beginning at 1:30 p.m., Eastern Time, Tuesday, October 3, 2006, and ending at 1:30 p.m., Eastern Time, Thursday, October 5, 2006. To access the telephone replay, dial (888) 286-8010 (USA) or (617) 801-6888 (International) and use the access code 65639158. A replay of the conference call webcast will also be available beginning at 1:30 p.m., Eastern Time, Tuesday, October 3, 2006, on FPIC's website. Cautionary Statement Regarding Forward-Looking Statements forward-looking statement A projected financial statement based on management expectations. A forward-looking statement involves risks with regard to the accuracy of assumptions underlying the projections. This press release contains forward-looking statements that involve risks and uncertainties, as well as assumptions that, if they do not materialize ma·te·ri·al·ize v. ma·te·ri·al·ized, ma·te·ri·al·iz·ing, ma·te·ri·al·iz·es v.tr. 1. To cause to become real or actual: By building the house, we materialized a dream. or prove correct, could cause our results to differ materially from those expressed or implied by such forward-looking statements. Such statements are made in reliance upon the safe harbor Safe Harbor 1. A legal provision to reduce or eliminate liability as long as good faith is demonstrated. 2. A form of shark repellent implemented by a target company acquiring a business that is so poorly regulated that the target itself is less attractive. provisions of Section 27A of the Securities Act of 1933 and Section 21E of the Securities Exchange Act of 1934. All statements other than statements of historical fact are statements that could be deemed forward-looking statements, including statements: of our plans, strategies and objectives for future operations; concerning new products, services or developments; regarding future economic conditions, performance or outlook; as to the outcome of contingencies Contingencies (ISSN 1048-9851) is the bimonthly magazine of the American Academy of Actuaries, providing a large and diverse readership with general interest and technical articles on a wide range of issues related to the actuarial profession. ; as to the value of our contract awards and programs; of beliefs or expectations; and of assumptions underlying any of the foregoing. Forward-looking statements may be identified by their use of forward-looking terminology, such as "believes," "expects," "may," "should," "would," "will," "intends," "plans," "estimates," "anticipates," "projects" and similar words or expressions. You should not place undue reliance on these forward-looking statements, which reflect our management's opinions only as of the date of this press release. Factors that might cause our results to differ materially from those expressed or implied by these forward-looking statements include, but are not limited to:
i) The effect on our insurance subsidiaries of changing market
conditions that result from fluctuating cyclical patterns of
the medical professional liability insurance business;
ii) The competitive environment in which we operate, including
reliance on agents to place insurance, physicians electing to
self-insure or to practice without insurance coverage, related
trends and associated pricing pressures and developments;
iii) Business risks that result from our size, products, and
geographic concentration;
iv) The rates we charge for our products and services being subject
to or mandated by legal requirements and regulatory approval,
which could affect our business or reinsurance arrangements;
v) The actual amount of new and renewal business;
vi) The uncertainties of the loss reserving process, including the
occurrence of insured or reinsured events with a frequency or
severity exceeding our estimates;
vii) Business and financial risks associated with the
unpredictability of court decisions;
viii) Legal developments, including claims for extra-contractual
obligations or in excess of policy limits, in connection with
the administration of insurance claims;
ix) Developments in reinsurance markets that could affect our
reinsurance programs or our ability to collect reinsurance
recoverables;
x) Developments in financial and securities markets that could
affect our investment portfolio;
xi) The impact of rising interest rates on the market value of our
investments and our interest costs associated with our
long-term debt;
xii) The loss of the services of any key members of senior
management;
xiii) Risks of impairment of assets, generally, including the risk of
impairment or inability to continue to recognize deferred
acquisition costs, deferred tax assets, goodwill and other
deferred or intangible assets;
xiv) Assessments imposed by state financial guarantee associations
or other insurance regulatory bodies;
xv) Uncertainties relating to government and regulatory policies
(such as subjecting us to insurance regulation or taxation in
additional jurisdictions or amending, revoking or enacting any
laws, regulations or treaties affecting our current
operations);
xvi) General economic conditions, either nationally or in our market
areas, that are worse than expected;
xvii) Changes in our financial ratings resulting from one or more of
these uncertainties or other factors and the potential impact
on our agents' ability to place insurance business on our
behalf;
xviii) Other factors discussed in our Annual Report on Form 10-K for
the year ended December 31, 2005, including Item 1A. Risk
Factors, and Item 7. Management's Discussion and Analysis of
Financial Condition and Results of Operations, filed with the
SEC on March 16, 2006; and
xix) Other factors discussed within our Form 10-Q for the quarter
ended June 30, 2006, filed with the SEC on August 8, 2006.
Readers are cautioned not to place undue reliance on forward-looking statements, which speak only as of their dates. We undertake no obligation to publicly update or revise any forward-looking statements, whether as a result of new information, future events or otherwise, except as required by law. Corporate Profile FPIC Insurance Group, Inc., through its subsidiary companies, is a leading provider of medical professional liability insurance for physicians, dentists and other healthcare providers. For all your investor needs, FPIC is on the Internet at http://www.fpic.com. You can also e-mail us at ir@fpic.com. |
|
||||||||||||||

Printer friendly
Cite/link
Email
Feedback
Reader Opinion