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| MHLD > SEC Filings for MHLD > Form 8-K on 11-Mar-2013 | All Recent SEC Filings |
11-Mar-2013
Entry into a Material Definitive Agreement, Financial Statements and Exhibi
In 2007, Maiden Holdings, Ltd. (the "Company") entered into a master agreement with AmTrust Financial Services, Inc. ("AmTrust") by which the Company's Bermuda subsidiary, Maiden Insurance Company Ltd. ("Maiden Bermuda"), and AmTrust's Bermuda subsidiary, AmTrust International Insurance Ltd. ("AII"), entered into a quota share reinsurance agreement (the "Quota Share"). Under this agreement, AII retrocedes to Maiden Bermuda an amount equal to 40% of the premium written by AmTrust's U.S., Irish and U.K. insurance companies (the "AmTrust Ceding Insurers"), net of the cost of unaffiliated inuring reinsurance (and in the case of AmTrust's U.K. insurance subsidiary, AEL, net of commissions), and 40% of losses excluding certain specialty risk programs that AmTrust commenced writing after the effective date, such as AmTrust's European medical liability business, and risks, other than workers' compensation risks and certain business written by AmTrust's Irish subsidiary, AmTrust International Underwriters Limited ("AIU"), for which the AmTrust Ceding Insurers' net retention exceeds $5,000,000 ("Covered Business").
The existing terms of the Quota Share provide that AII receives a ceding commission based on a percentage of ceded written premiums with respect to all Covered Business. The ceding commission with respect to all Covered Business, other than the retail commercial package business, is adjusted on a quarterly basis to between 30% and 31% of ceded premium depending on the percentage of the total Subject Premium that is derived from AmTrust's Specialty Risk and Extended Warranty segment, exclusive of European medical liability business included within that segment. The ceding commission for AmTrust's retail commercial package business is 34.375% of ceded premium. The Quota Share, which had an initial term of three years, was renewed through June 30, 2014.
On March 7, 2013, after receipt of approval from each of the Company's and AmTrust's Audit Committee, the Company and AmTrust executed an amendment to the Quota Share, which provides for the extension of the term of the Quota Share to July 1, 2016. The amendment further provides that, effective January 1, 2013, AII will receive a ceding commission of 31% of ceded written premiums with respect to all Covered Business other than retail commercial package business, for which the ceding commission will remain 34.375%. Though this commission adjustment eliminates its variable feature, the Company anticipates operating for the foreseeable future at that commission rate. Lastly, with regards to the Specialty Program portion of Covered Business only, excluding workers' compensation business included in the AmTrust's Specialty Program segment from July 1, 2007 through December 31, 2012, AmTrust will be responsible for ultimate net loss otherwise recoverable from Maiden Bermuda to the extent that the loss ratio to Maiden Bermuda, which shall be determined on an inception to date basis from July 1, 2007 through the date of calculation, is between 81.5% and 95%. Above and below the defined corridor, the Company will continue to reinsure losses at its proportional 40% share per the Quota Share. The Company believes that these contract revisions will help to maintain the stability of the overall performance for the Quota Share.
The description of the amendment is qualified in its entirety by reference to the full text of the amendment.
Exhibit No. Description
Endorsement No.2 to the Amended and Restated Quota Share
Reinsurance Agreement, dated March 7, 2013, between Maiden
Insurance Company Ltd. and AmTrust International Insurance, Ltd.
(incorporated by reference to the filing of such exhibit with the
registrant's Annual Report on Form 10-K for the fiscal year ended
December 31, 2012 filed with the SEC on March 11, 2013 (File No.
10.21 001-34042))
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