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| WSC > SEC Filings for WSC > Form 10-Q on 7-Aug-2009 | All Recent SEC Filings |
7-Aug-2009
Quarterly Report
contractual obligations which, at June 30, 2009, were essentially unchanged from
the $142.2 million included in the table of off-balance sheet arrangements and
contractual obligations appearing on page 32 of Wesco's 2008 10-K.
Wesco's shareholders' equity at June 30, 2009 was $2.3 billion ($328.56 per
share), down $38.4 million from the $2.4 billion ($333.96 per share) reported at
December 31, 2008, but up $221.6 million during the second quarter. Wesco
carries its investments on its consolidated balance sheet at fair value, with
net unrealized appreciation or depreciation included as a component of
shareholders' equity, net of deferred taxes, without being reflected in
earnings. The decrease in shareholders' equity for the six-month period, as well
as the increase in the figure for the second quarter, reflected principally the
fluctuations in fair values of Wesco's equity investments since yearend 2008.
Because unrealized appreciation or depreciation is recorded based upon market
quotations and, in some cases, upon other inputs that are affected by economic
and market conditions as of the balance sheet date, gains or losses ultimately
realized upon sale of investments could differ substantially from unrealized
appreciation or depreciation recorded on the balance sheet at any given time.
In response to the crises in the financial and capital markets and the global
recession, the U.S. and other governments around the world are taking measures
to stabilize financial institutions, regulate markets and stimulate economic
activity. While management hopes such actions will prove successful, the
potential impact on Wesco is not clear at this time. It is expected that the
current economic conditions will persist at least through 2009 before meaningful
improvements become evident. Wesco's subsidiaries have taken and will continue
to take cost-reduction actions to manage through the current economic situation.
RESULTS OF OPERATIONS
Wesco's reportable business segments are organized in a manner that reflects
how Wesco's senior management views those business activities. Wesco's
management views insurance businesses as possessing two distinct operations -
underwriting and investing - and believes that "underwriting gain or loss" is an
important measure of their financial performance. Underwriting gain or loss
represents the simple arithmetic difference between the following line items
appearing on the consolidated statement of income: (1) insurance premiums
earned, less (2) insurance losses and loss adjustment expenses, and insurance
underwriting expenses. Management's goal is to generate underwriting gains over
the long term. Underwriting results are evaluated without allocation of
investment income.
The condensed consolidated income statement appearing on page 5 has been
prepared in accordance with generally accepted accounting principles in the
United States of America ("GAAP"). Revenues, including realized net investment
gains, if any, are followed by costs and expenses, and a provision for income
taxes, to arrive at net income. The following summary sets forth the after-tax
contribution to GAAP net income of each business segment - insurance, furniture
rental and industrial - as well as activities not considered related to such
segments. Realized net investment gains, if any, are excluded from segment
activities, consistent with the way Wesco's management views the business
operations. (Amounts are in thousands, all after income tax effect.)
Three Months Ended Six Months Ended
June 30, June 30, June 30, June 30,
2009 2008 2009 2008
Insurance segment:
Underwriting $ (1,940 ) $ 364 $ 3,109 $ 2,075
Investment income 13,822 14,552 30,038 29,873
Furniture rental segment 1,530 6,119 574 9,652
Industrial segment (285 ) 599 (673 ) 895
Other (197 ) (61 ) (159 ) (205 )
Consolidated net income $ 12,930 $ 21,573 $ 32,889 $ 42,290
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Insurance Segment
The insurance segment comprises Wesco-Financial Insurance Company ("Wes-FIC")
and The Kansas Bankers Surety Company ("KBS"). Their operations are conducted or
supervised by wholly owned subsidiaries of Berkshire Hathaway Inc.
("Berkshire"), Wesco's ultimate parent company. Following is a summary of the
results of segment operations, which represents the combination of underwriting
results with dividend and interest income. (Amounts are in thousands.)
Three Months Ended Six Months Ended
June 30, June 30, June 30, June 30,
2009 2008 2009 2008
Insurance premiums written -
Reinsurance $ 67,212 $ 106,796 $ 192,162 $ 187,975
Primary 2,250 5,262 5,062 11,188
Total $ 69,462 $ 112,058 $ 197,224 $ 199,163
Insurance premiums earned -
Reinsurance $ 74,286 $ 65,027 $ 149,870 $ 86,436
Primary 3,016 5,151 6,729 10,122
Total 77,302 70,178 156,599 96,558
Insurance losses, loss adjustment
expenses and underwriting expenses 80,286 69,619 151,815 93,366
Underwriting gain (loss), before income
taxes:
Reinsurance ( 192 ) (1,094 ) 7,446 (1,042 )
Primary (2,792 ) 1,653 (2,662 ) 4,234
Total (2,984 ) 559 4,784 3,192
Income taxes (1,044 ) 195 1,675 1,117
Underwriting gain (loss), after taxes $ (1,940 ) $ 364 $ 3,109 $ 2,075
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At June 30, 2009, in-force reinsurance business consisted of the participation in two distinctive arrangements with wholly owned subsidiaries of Berkshire. The first is a quota-share retrocession agreement with NICO to assume 2% part of NICO's 20% quota share reinsurance of Swiss Re incepting over the five-year period which began January 1, 2008, on the same terms as NICO's agreement with Swiss Re (the "Swiss Re contract"). The second is Wes-FIC's participation, since 2001, in aviation-related risks (hull, liability and workers' compensation) through aviation insurance pools, whose underwriting and claims are managed by United States Aviation Underwriters, Inc. (the "aviation business").
Contractual delays in reporting, and limitations in details reported, by the
ceding companies necessitate that estimates be made of reinsurance premiums
written and earned, as well as reinsurance losses and expenses. Under the Swiss
Re contract, for example, estimates of premiums, claims and expenses are
generally reported to NICO and Wes-FIC 45 days after the end of each quarterly
period. Estimates are therefore made each reporting period by management for the
activity not yet reported. Such estimates are developed by NICO based on
information publicly available and adjusted for the impact of its, as well as
Wes-FIC's management's, assessments of prevailing market conditions and other
factors with respect to the underlying reinsured business. The relative
importance of the Swiss Re contract to Wesco's results of operations causes
those results to be particularly sensitive to this estimation process. However,
increases or decreases in premiums earned as a result of the estimation process
related to the reporting lag are typically substantially offset by related
increases or decreases in claim and expense estimates. Periodic underwriting
results can also be affected significantly by changes in estimates for unpaid
losses and loss adjustment expenses, including amounts established for
occurrences in prior years.
Written reinsurance premiums for the second quarter of 2009 included
$56.7 million relating to the Swiss Re contract, versus $96.1 million for the
second quarter of 2008. Inasmuch as the Swiss Re contract incepted as of the
beginning of 2008, data for the first quarter of that year was based entirely on
estimates determined from publicly available information related to periods
prior to inception of the contract. When Swiss Re reported its actual first
quarter data in the second quarter of 2008, Wes-FIC learned that a
disproportionately large amount of Swiss Re's annual premiums are written in the
first quarter, and recorded an adjustment in the second quarter to reflect the
amount by which written premiums had been underestimated for the first quarter.
By 2009, management had gained a year's working knowledge in projecting Swiss
Re's written premiums under the contract, causing it to increase its estimate to
a significantly higher amount of written premium volume for the first quarter of
2009 than it had estimated for the first quarter of 2008. Thus, written premiums
under the contract for the second quarter of 2009 did not include as significant
a "true up" as was required in the second quarter of 2008. Written reinsurance
premiums under the Swiss Re contract for the first six months of 2009 were
$173.6 million, 2.1% higher than those for the corresponding period of 2008. The
increase in Swiss Re premiums for the 2009 period was the result of taking into
account Swiss Re's published projection of additional premium growth for 2009 in
development of the estimate of 2009 written premium volume, further adjusted
with respect to the fluctuation of the value of the U.S. Dollar relative to the
foreign currencies in which Swiss Re does a significant portion of its business.
Written aviation-related reinsurance premiums were $10.5 million for the second
quarter of 2009, a decrease of $0.3 million (2.3%) from the corresponding 2008
figure. For the first six months of 2009, written aviation-related reinsurance
premiums of $18.6 million were $0.7 million (3.8%) higher than the corresponding
2008 figure. These fluctuations were attributed principally to premiums written
by the workers' compensation pool. The aviation pool manager has purchased less
hull and liability reinsurance in 2009 than in 2008, with the result that
premium volume of those pools has remained relatively unchanged in the current
year, in spite of increased competitive pressures.
Earned premiums under the Swiss Re contract were $65.2 million for the second
quarter of 2009 and $53.4 million for the second quarter of 2008, and
$131.7 million and $67.3 million for the respective six-month periods. These
figures represent increases of $11.8 million (22.1%) for the second quarter and
$64.4 million (95.6%) for the first six months of 2009 as compared with the
corresponding 2008 figures. Earned premiums for a fiscal quarter typically
include two components: (1) amortization of the portion of that quarter's
written premiums relating to the insurance coverages provided during the period,
and (2) amortization of unearned premiums as of the beginning of that quarter
relating to the coverages provided during the quarter. Because the contract
incepted as of the beginning of 2008, there were no unearned
premiums at inception to be amortized into earned revenues for the first quarter
of 2008. By yearend, however, Wes-FIC had accumulated $82.1 million of unearned
premiums, a portion of which was amortized into earned premium revenues during
each of the 2009 periods. In addition, the volume of premiums written during the
2009 periods was slightly higher than in the comparable 2008 periods. Earned
premiums of the aviation business were $9.1 million and $18.2 million for the
second quarter and first six months of 2009 and $11.6 million and $19.1 million
for the corresponding periods of 2008, declining $2.5 million (21.1%) and
$0.9 million (4.7%), respectively, from period to period. These figures reflect
not only the fluctuations in written premiums explained above, but the figure
for the second quarter of 2008 also included an adjustment reflecting the amount
by which earned premiums for earlier periods had been underestimated. Although
the changes in estimated premiums affected the comparability of earned premiums
from period to period, they did not significantly affect pre-tax or after-tax
underwriting results.
Written primary insurance premiums decreased by $3.0 million (57.2%) for the
second quarter and $6.1 million (54.8%) for the first six months of 2009 from
those of the corresponding periods of 2008. Earned primary insurance premiums
decreased by $2.1 million (41.5%) for the second quarter and $3.4 million
(33.5%) for the six-month period. The decreases were attributable principally to
KBS's decision late in 2008 to discontinue its bank deposit guarantee bond line
of insurance, which insures deposits above FDIC limits for specific customers of
mainly Midwestern banks, and which represented approximately half of KBS's
premium volume for 2008. Wesco reported in its Quarterly Report on Form 10-Q for
the quarter ended September 30, 2008, that events in the banking industry,
including a number of bank failures, had caused management to become less
confident in the long-term profitability of this line of business. In
September 2008, KBS notified its customers of its decision to exit this line of
insurance as rapidly as feasible and stopped renewing bond coverages. In
mid-November 2008, it began to issue 90-day notices of non-voluntary bond
cancellation. As a result, the aggregate face amount of outstanding bonds has
been reduced, from $9.7 billion at September 30, 2008, when 1,671 separate
institutions were insured, to $1.0 billion, insuring deposits in 270
institutions, at June 30, 2009, and $0.6 billion, insuring deposits in 166
institutions as of July 31, 2009. KBS anticipates that outstanding deposit
guaranty bonds will decline to approximately $106 million, insuring 34
institutions, by September 30, 2009; $50 million, insuring 21 institutions by
December 31, 2009; $11 million deposited in three institutions by June 30, 2010;
$3 million deposited in one institution by December 31, 2010, and zero, in
July 2011.
KBS management maintains familiarity with its customers and endeavors to
avoid insuring deposits of banks deemed to present unacceptable risks. In order
to limit exposure to loss from deposit guarantee bonds, KBS management regularly
updates its list ranking the banks it believes to be the 250 weakest in the
nation based on data obtained from quarterly financial "Call" reports filed by
all domestic banks with their banking regulators. Data by which banks are rated
includes, capital to asset ratio, brokered deposits, loan to deposit ratio,
loans to insiders, loan delinquencies and non-accruing loans. Procedures
followed by KBS management with respect to customer banks whose names are on the
list might include the issuance of 90-day notices of non-voluntary cancellation.
As of July 31, 2009, of the 166 banks for which deposit guarantee bonds were
outstanding, four banks, whose outstanding deposit guarantee bonds aggregated
$23.2 million, were included on KBS's "watch" list. All four of those banks are
believed to have adequate capital and liquidity to pose little danger of failure
before the outstanding deposit guarantee bonds expire in August and September,
2009. KBS management believes that few of the institutions for which deposit
guarantee bonds are outstanding, whose names are not included on its list of the
weaker banks, are facing a significant risk of failure, and through policy
limits and reinsurance, KBS has effectively limited its exposure per bank (or
group of affiliated banks) to $7.6 million, after taxes.
In previous reports on Forms 10-K and 10-Q it was reported that that some
portion of deposit guarantee losses KBS has incurred may eventually be recovered
as the FDIC liquidates each failed bank's assets and distributes funds to the
bank's creditors and owners of deposits in excess of FDIC insurance limits,
including KBS (by right of subrogation). Early in the second quarter of 2009 KBS
received $0.5 million in partial recovery of the loss of $4.7 million sustained
in the third quarter of 2008. Additional recoveries, if any, with regard to that
loss or others, will be recorded when received. As noted above, KBS has stopped
writing coverage for excess bank deposits and is taking steps to lessen its
exposure to losses from bank failures as rapidly as feasible.
Management believes that "underwriting gain or loss" is an important measure
of the financial performance of an insurance company. Underwriting results of
Wesco's insurance segment fluctuate from period to period and have generally
been favorable. Wesco reported in its 10-Q for the first quarter of 2009 that
underwriting results under the Swiss Re contract for the quarter had benefited
by $6.0 million, before taxes, reflecting an adjustment in recognition of more
favorable underwriting results reported by Swiss Re for calendar 2008 than had
been reflected in Wes-FIC's estimate of Swiss Re's results under the contract
during 2008. Swiss Re conducts a significant amount of its business in
currencies other than the U.S. Dollar. Wes-FIC recognized pre-tax underwriting
losses of $1.5 million under the Swiss Re contract for the second quarter of
2009 and $1.9 million, before taxes, under the contract, for the second quarter
of 2008. The underwriting loss for the second quarter of 2009 reflected mainly
the declining value of the U.S. Dollar relative to other currencies in which
Swiss Re conducts its business. Wesco does not view these currency fluctuations
as material to its arrangement under the contract and does not hedge against
such fluctuations. The underwriting loss under the contract for the second
quarter of 2008 resulted mainly from Wes-FIC's use of less favorable percentages
for loss and expense reserving in the earlier year. Underwriting gains under the
aviation-related reinsurance contracts were $1.4 million and $0.9 million,
before taxes, for the quarters ended June 30, 2009 and 2008, and $3.1 million
and $1.3 million, before taxes, for the six-month periods then ended. The
frequency and severity of aviation-related losses tend to be volatile, and
experience was more favorable during the 2009 periods than for those of 2008.
Primary insurance activities resulted in pre-tax underwriting losses of
$2.8 million for the second quarter and $2.7 million for the first six months of
2009, versus underwriting gains of $1.6 million and $4.2 million, before taxes,
for the respective 2008 periods. Not only had the line of deposit guarantee
bonds been a source of underwriting gains in the year-earlier periods, but KBS
operates with few employees and from modest facilities, thus limiting its
ability to reduce operating and other expenses as a consequence of exiting the
deposit guarantee bond line of insurance. Losses incurred by Wesco's insurance
segment, by their very nature, fluctuate from period to period in both frequency
and magnitude. Losses incurred by KBS in the first half of 2009 were
significantly higher than those incurred in the first half of 2008. In the first
six months of 2009, KBS recorded pre-tax losses of $4.2 million relating to two
bank failures, including $3.2 million in the second quarter, less $0.5 million
received from the FDIC in connection with a loss incurred in the third quarter
of 2008, discussed above.
The profitability of any reinsurance or insurance arrangement is best
assessed after all losses and expenses have been realized, perhaps many years
after the coverage period, rather than for any given reporting period.
Following is a summary of investment income produced by Wesco's insurance segment (in thousands of dollars).
Three Months Ended Six Months Ended
June 30, June 30, June 30, June 30,
2009 2008 2009 2008
Investment income, before taxes $ 16,243 $ 17,732 $ 35,267 $ 36,766
Income taxes 2,421 3,180 5,229 6,893
Investment income, after taxes $ 13,822 $ 14,552 $ 30,038 $ 29,873
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Investment income of the insurance segment comprises dividends and interest
earned principally from the investment of shareholder capital (including
reinvested earnings) as well as float (principally premiums received before
payment of related claims and expenses). In the latter part of 2008 Wesco
invested $205 million, at cost, in shares of newly issued 10% cumulative
perpetual preferred stock of The Goldman Sachs Group, Inc. in connection with an
investment by other Berkshire subsidiaries. The amount had previously been
invested principally in cash-equivalent investments with respect to which
interest rates have been declining for more than one year. For the second
quarter and first six months of 2009, dividend income increased by $1.1 million
and $5.5 million, and interest income decreased by $2.6 million and
$7.0 million, as compared with the components of investment income for the
corresponding periods of 2008.
The income tax provisions, expressed as percentages of pre-tax investment
income, shown in the foregoing table, amounted to 14.9% and 17.9% for the
quarters ended June 30, 2009 and 2008, and 14.8% and 18.7% for the six-month
periods then ended. The fluctuations in the percentages reflect the relation of
dividend income, which is substantially exempt from income taxes, to interest
income, which is fully taxable.
Management continues to seek to invest in the purchase of businesses and in
long-term equity holdings.
Furniture Rental Segment
The furniture rental segment consists of CORT Business Services Corporation
("CORT"). Following is a summary of segment operating results. (Amounts are in
thousands.)
Three Months Ended Six Months Ended
June 30, June 30, June 30, June 30,
2009 2008 2009 2008
Revenues:
Furniture rentals $ 81,365 $ 87,827 $ 164,064 $ 168,543
Furniture sales 15,364 14,706 32,510 30,329
Service fees 2,048 2,756 3,397 4,197
Total revenues 98,777 105,289 199,971 203,069
Cost of rentals, sales and fees 24,872 23,750 51,631 46,394
Selling, general and administrative expenses 71,268 70,875 147,149 139,710
Interest expense 205 412 460 939
96,345 95,037 199,240 187,043
Income before income taxes 2,432 10,252 731 16,026
Income taxes 902 4,133 157 6,374
Segment net income $ 1,530 $ 6,119 $ 574 $ 9,652
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