Primus Guaranty, Ltd. ("Primus Guaranty” or "the Company”) (NYSE:PRS)
today announced GAAP net income available to common shares of $295.0
million, or $7.21 per diluted share, for the fourth quarter of 2009,
compared with a GAAP net loss available to common shares of $918.5
million, or $21.20 per diluted share, for the fourth quarter of 2008.
For the year ended December 31, 2009, GAAP net income available to
common shares was $1.5 billion, or $35.26 per diluted share, compared
with a GAAP net loss available to common shares of $1.7 billion, or
$38.37 per diluted share, for the year ended 2008.
Economic Results
In managing its business and assessing its growth and profitability
from a strategic and financial planning perspective, the Company
believes it is appropriate to consider both its U.S. GAAP financial
results as well as the impact on those results of fair value accounting
and the early termination of credit default swaps ("CDS” or "credit
swaps”). Therefore, the Company evaluates what its financial results
would have been if it excluded from revenue (1) the amounts of any
unrealized gains and losses on Primus Financial Products, LLC and its
subsidiaries ("Primus Financial”)’s
portfolio of credit swaps
sold and (2) any realized gains from terminations of credit swaps sold
prior to maturity (although Primus Financial amortizes those gains over
the remaining original lives of the terminated contracts, except for
credit swaps undertaken to offset credit risk). It refers to this
evaluation as its "Economic Results.”
Economic Results also
includes provisions for credit events caused by downgrades below
CCC/Caa2 (S&P/Moody's) on CDS on asset-backed securities ("ABS”). The
Company believes that quarterly fluctuations in the fair market value of
Primus Financial’s CDS portfolio have little or no effect on the
Company's operations and that Economic Results provides a useful,
alternative view of the Company’s economic performance.
For the fourth quarter of 2009, Economic Results was a loss of $35.5
million, or $0.87 per diluted share, compared with an Economic Results
loss of $60.2 million, or $1.39 per diluted share, for the fourth
quarter of 2008.
For the year ended December 31, 2009, Economic Results was a loss of
$3.7 million, or $0.09 per diluted share, compared with an Economic
Results loss of $81.7 million, or $1.83 per diluted share, for the year
ended 2008.
"Although disappointed with the Economic Results loss for the fourth
quarter, Primus made solid progress in our strategy to build the value
of our company during 2009,” said Thomas W. Jasper, Chief Executive
Officer. "We completed three substantial repositioning transactions that
reduced the risk in our credit swap portfolio. Additionally, we grew our
asset management business and enhanced shareholder value through share
and debt repurchases. During 2010, our goal is to take advantage of
improving market conditions by continuing to grow our asset management
business, while actively managing our existing credit protection
business in amortization and conserving its value.”
Fourth Quarter GAAP Revenues/(Losses)
GAAP revenues/(losses) for the fourth quarter of 2009 were $310.1
million, compared with $(905.7) million for the fourth quarter of 2008.
GAAP revenues during the fourth quarter of 2009 were driven by a net
unrealized mark-to-market gain of $336.8 million on Primus Financial’s
consolidated credit swap portfolio. In the fourth quarter of 2009,
Primus Financial incurred $44.1 million of net realized credit event and
credit mitigation costs in its consolidated credit swap portfolio and
made a payment of $10 million associated with a portfolio repositioning
transaction. The GAAP loss during the fourth quarter of 2008 chiefly
comprised unrealized mark-to-market losses of $859.7 million on Primus
Financial’s credit swap portfolio and net realized credit event and
credit mitigation costs of $72.5 million.
Primus Financial’s credit swap premium income for the fourth quarter of
2009 was $18.5 million, compared with $23.6 million for the fourth
quarter of 2008. The decline in credit swap premiums was attributable to
the reduction in notional principal of Primus Financial’s consolidated
credit swap portfolio to $17.5 billion at December 31, 2009 from $22.5
billion at December 31, 2008. Premium income in these quarters excludes
credit swap premiums on Primus Financial’s credit swap transactions with
Lehman Brothers Special Financing Inc. ("LBSF”), a counterparty that has
filed for bankruptcy.
Asset management fees for the fourth quarter of 2009 from collateralized
loan obligations ("CLOs”) and collateralized swap obligations ("CSOs”)
were $3.0 million, compared with $776 thousand for the fourth quarter of
2008. The increase in fee income was partly attributable to the addition
of CLO and CSO fees following the acquisition of CypressTree Investment
Management LLP ("CypressTree”) in July 2009. In addition, the Company
earned $1.8 million in CLO subordinated fee income on one of its CLOs
under its management in the fourth quarter of 2009, whereas
approximately $411 thousand of CLO subordinated fee income was earned in
the fourth quarter of 2008. Subordinated fees on the Company’s other
CLOs have been deferred until certain tests within those CLOs are
satisfied.
Interest income for the fourth quarter of 2009 was $2.0 million,
compared with $4.9 million for the fourth quarter of 2008. The decrease
in interest income was the result of a decline in short-term interest
rates and lower Investment Balances (the Company defines "Investment
Balances” as Cash and cash equivalents and Investments). The average
yield in the fourth quarter of 2009 decreased to 1.20% from 2.39% in the
same quarter of 2008. Average Investment Balances were $677.6 million in
the fourth quarter of 2009, compared with $813.9 million in the fourth
quarter of 2008. The decrease in Investment Balances was attributable
primarily to credit mitigation and credit event payments on Primus
Financial’s consolidated credit swap portfolio and payments for the
Company’s debt and common equity repurchase programs.
During the fourth quarter of 2009, Primus Financial purchased $7.8
million principal amount of its subordinated deferrable interest notes.
This transaction resulted in a net realized gain for the Company on
retirement of long-term debt of $3.6 million. Primus Financial did not
purchase any of its subordinated deferrable interest notes in the fourth
quarter of 2008.
Fourth Quarter Economic Results Revenues/(Losses)
Economic Results revenues/(losses), before operating and financing
costs, for the fourth quarter of 2009 were ($20.5) million, which
included credit swap premium revenue of $18.5 million, a gain on
retirement of long-term debt of $3.6 million, asset management fees of
$3.0 million, interest income of $2.0 million, credit event and credit
mitigation costs of $38.2 million and a payment of $10 million
associated with a portfolio repositioning transactions.
Economic Results revenues/(losses), before operating and financing
costs, for the fourth quarter of 2008 were $(47.4) million, which
included credit swap premium revenue of $23.6 million, a gain on
retirement of long-term debt of $9.7 million, interest income of $4.9
million, credit event payments of $74.3 million and an impairment on
available-for-sale investments of $11.9 million.
Please refer to "Regulation G and Other Disclosure” below for the
reconciliation between GAAP revenues and Economic Results revenues.
Fourth Quarter Operating and Financing Costs
Operating expenses, excluding financing costs, were $12.3 million for
the fourth quarter of 2009, compared with $7.1 million for the fourth
quarter of 2008. The increase in operating expenses mainly was
attributable to provisions for contingent purchase payments for the
CypressTree acquisition, a higher provision for incentive compensation
and legal and professional fees associated with the repositioning
transactions on Primus Financial’s credit swap portfolio.
Financing costs, which include debt interest expense and distributions
on preferred securities, were $2.7 million for the fourth quarter of
2009, compared with $5.7 million for the fourth quarter of 2008. The
decrease in financing costs primarily was attributable to lower London
Interbank Offered Rates ("LIBOR”) and a reduction in consolidated debt
and preferred securities outstanding. The blended average financing rate
on Primus Guaranty’s debt and Primus Financial’s debt and preferred
securities was 3.12% in the fourth quarter of 2009, compared with 5.46%
in the fourth quarter of 2008. The consolidated average balance of debt
and preferred securities outstanding during the fourth quarter of 2009
was $346.5 million, compared with $417.1 million outstanding during the
fourth quarter of 2008. The decline in the average balances outstanding
is attributable to the repurchase of debt and preferred securities.
Year Ended December 31, 2009 GAAP Revenues/(Losses)
GAAP revenues/(losses) for the year ended December 31, 2009 were $1.5
billion, compared with $(1.7) billion for the year ended 2008. GAAP
revenues during 2009 were driven by a net unrealized mark-to-market gain
of $1.5 billion on Primus Financial’s consolidated credit swap
portfolio. During 2009, Primus Financial incurred $81.6 million of net
realized credit event and credit mitigation costs in its consolidated
credit swap portfolio and made payments of $31.5 million associated with
portfolio repositioning transactions. The GAAP loss for 2008 chiefly
comprised net unrealized mark-to-market losses of $1.6 billion on Primus
Financial’s credit swap portfolio and net realized credit event and
credit mitigation costs of $162.7 million.
Credit swap premium income for the year ended December 31, 2009 was
$85.1 million, compared with $102.6 million for the year ended 2008. The
decline in credit swap premiums was attributable to the reduction in
notional principal of Primus Financial’s consolidated credit swap
portfolio.
Asset management fees for the year ended December 31, 2009 were $5.1
million, compared with $4.1 million for the year ended 2008. The
increase is primarily attributable to additional CLO and CSO fees earned
as a result of the acquisition of CypressTree in July 2009. Third party
assets under management were $3.7 billion at December 31, 2009, compared
with $1.4 billion at December 31, 2008.
Interest income for the year ended December 31, 2009 was $6.7 million,
compared with $26.6 million for the year ended 2008. The decrease in
interest income was driven primarily by lower investment yields and
lower Investment Balances. The average yield in 2009 decreased to 0.94%
from 3.11% in 2008. Average Investment Balances were $718.1 million for
2009, compared with $855.4 million for 2008.
Year Ended December 31 Economic Results Revenues/(Losses)
Economic Results revenues/(losses), before operating and financing
costs, for the year ended December 31, 2009 were $49.3 million, which
included credit swap premium revenue of $85.1 million, a gain on
retirement of long-term debt of $43.2 million, interest income of $6.7
million, asset management fees of $5.1 million, credit event and credit
mitigation costs of $63.2 million and payments of $31.5 million
associated with portfolio repositioning transactions.
Economic Results revenues/(losses), before operating and financing
costs, for the year ended December 31, 2008 were $(26.8) million, which
included credit swap premium revenue of $102.6 million, a gain on
retirement of long-term debt of $9.7 million, interest income of $26.6
million, asset management fees of $4.1 million and credit event payments
of $159.8 million.
Please refer to "Regulation G and Other Disclosure” below for the
reconciliation between GAAP revenues and Economic Results Revenues.
Year Ended December 31 Operating and Financing Costs
Operating expenses, excluding financing costs, were $40.3 million for
the year ended December 31, 2009, compared with $31.1 million for the
year ended 2008. The increase in operating expenses mainly was
attributable to provisions for contingent purchase payments for the
CypressTree acquisition, a higher provision for incentive compensation
and legal and professional fees associated with the repositioning
transactions on Primus Financial’s credit swap portfolio.
Financing costs, which include debt interest expense and distributions
on preferred securities, were $12.5 million for the year ended December
31, 2009, compared with $23.7 million for the year ended 2008. The
decrease in financing costs primarily was a result of lower LIBOR rates
and a reduction in consolidated debt and preferred securities
outstanding. The blended average financing rate on Primus Guaranty’s
debt and Primus Financial’s debt and preferred securities was 3.39% in
the year ended December 31, 2009, compared with 5.61% for the year ended
2008. The consolidated average balance of debt and preferred securities
outstanding during 2009 was $369.2 million, compared with $422.1 million
outstanding during 2008. The decline in the average balance outstanding
is attributable to the repurchase of debt and preferred securities.
Balance Sheet
At December 31, 2009, total assets, on a GAAP basis, were $732.7
million, compared with $794.2 million at December 31, 2008.
At December 31, 2009, GAAP shareholders’ deficit of Primus Guaranty,
Ltd. was $342.5 million, compared with a deficit of $1.8 billion at
December 31, 2008.
Economic Results shareholders’ equity was $324.5 million at December 31,
2009, compared with $329.3 million at December 31, 2008. Economic
Results book value per share issued and outstanding was $8.48 at
December 31, 2009, compared with $8.07 at December 31, 2008.
Total cash, cash equivalents and investments at December 31, 2009 were
$701.1 million, compared with $767.8 million at December 31, 2008.
Unrealized losses on credit swaps, at fair value on Primus Financial’s
consolidated portfolio, were $691.9 million at December 31, 2009,
compared with $2.2 billion at December 31, 2008. This includes a
nonperformance risk adjustment of $214.5 million and $1.3 billion at
December 31, 2009 and December 31, 2008, respectively.
Credit Swap Portfolio - Primus Financial
At December 31, 2009, the notional principal of Primus Financial’s
consolidated credit swap portfolio totaled $17.5 billion, comprised of
$13.4 billion of single name credit swaps, $4.1 billion of bespoke
tranches and $31.7 million of credit default swaps on asset-backed
securities. At December 31, 2008, Primus Financial’s portfolio of credit
swaps sold totaled $22.5 billion. As previously announced, Primus
Financials’ portfolio of credit swaps was voluntarily placed in
amortization in the fourth quarter of 2008. The decline in principal
notional of the portfolio over the course of 2009 was attributable to
$1.9 billion of swap maturities and approximately $2.5 billion of
terminations associated with portfolio repositioning transactions.
At December 31, 2009, the portfolio had a weighted average premium of
42.3 basis points, a weighted average credit rating of A-/Baa3, and an
average remaining tenor of 2.4 years. Weighted average original premiums
noted in this press release exclude Primus Financial’s credit swap
transactions with LBSF, which declared bankruptcy in the fourth quarter
of 2008.
Repurchase Program
During the fourth quarter of 2009, the Company purchased and retired
approximately 1.5 million shares of its common equity at a cost of
approximately $4.9 million. Since the inception of the share buyback
program in 2008 through December 31, 2009, the Company purchased 7.9
million shares of its common equity at a cost of approximately $13.2
million.
The Company did not purchase any of its 7% senior notes in the fourth
quarter of 2009. Since the inception of the debt purchase program in
2008 through December 31, 2009, the Company paid approximately $11.5
million to retire $30.4 million in face value of its 7% senior notes.
Subsequent Events
Today, the Company announces that its Board of Directors has authorized
an additional expenditure of up to $15 million of available cash for the
purchase of the Company’s common shares and/or 7% senior notes.
Purchases will be made at management’s discretion.
On January 28, 2010, a counterparty presented Primus Financial with a
credit event notice for one residential mortgage-backed security,
referenced by credit swaps written by Primus Financial. The Company will
make a provision of approximately $3.7 million for this credit event in
its first quarter 2010 Economic Results.
Earnings Conference Call
Primus Guaranty will host a conference call on Wednesday, February 3,
2010, at 11 a.m. Eastern Time to discuss its fourth quarter 2009 and
year-end financial results. A copy of this press release and the
financial supplement, including additional credit swap portfolio and
historical data, will be available in the Investor Relations section of
the Company’s Web site, located at www.primusguaranty.com,
prior to the call.
The conference call will be available via live or archived webcast at http://ir.primusguaranty.com/
or by dialing 866.788.0539 (domestic)/ 857.350.1677 (international),
Passcode 90930960.
A replay of the call will be available from Wednesday, February 3, 2010,
at 2 p.m. Eastern Time until Wednesday, February 24, 2010, at 5 p.m.
Eastern Time. To listen to the replay, dial 888.286.8010 (domestic) or
617.801.6888 (international), Passcode 16622148.
About Primus Guaranty
Primus Guaranty, Ltd. is a Bermuda company with operations in New York,
Boston and London. Through its subsidiaries, the company is a leading
manager of corporate credit assets and provider of credit protection.
Primus manages assets in structured credit funds and operating
companies, across a range of asset classes – including investment grade,
high yield and leveraged loans – using both cash and synthetic
instruments.
Safe Harbor Statement
Some of the statements included in this press release and other
statements Primus Guaranty may make, particularly those anticipating
future financial performance, business prospects, growth and operating
strategies, market performance, valuations and similar matters, are
forward-looking statements that involve a number of assumptions, risks
and uncertainties, which change over time. For those statements, Primus
Guaranty claims the protection of the safe harbor for forward-looking
statements contained in the U.S. Private Securities Litigation Reform
Act of 1995. Any such statements speak only as of the date they are
made, and Primus Guaranty assumes no duty to, and does not undertake to,
update any forward-looking statements. Actual results could differ
materially from those anticipated in forward-looking statements, and
future results could differ materially from historical performance. For
a discussion of the factors that could affect the Company's actual
results please refer to the risk factors identified from time to time in
the Company's SEC reports, including, but not limited to, Primus
Guaranty's Annual Report on Form 10-K, as filed with the U.S. Securities
and Exchange Commission.
|
|
|
|
|
|
|
|
Primus Guaranty, Ltd.
Consolidated Statements of Financial Condition
(Unaudited)
(in thousands except share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
2009
|
|
2008
|
|
|
|
|
|
|
|
|
|
|
Assets
|
|
|
|
|
|
|
|
|
Cash and cash equivalents
|
|
|
$
|
300,124
|
|
|
$
|
280,912
|
|
|
Investments
|
|
|
|
400,950
|
|
|
|
486,870
|
|
|
Accrued interest receivable
|
|
|
|
3,914
|
|
|
|
3,704
|
|
|
Accrued premiums and receivables on credit swaps
|
|
|
|
2,249
|
|
|
|
2,764
|
|
|
Unrealized gain on credit swaps, at fair value
|
|
|
|
2,207
|
|
|
|
-
|
|
|
Fixed assets and software costs, net
|
|
|
|
1,838
|
|
|
|
3,308
|
|
|
Debt issuance costs, net
|
|
|
|
4,736
|
|
|
|
6,153
|
|
|
Goodwill
|
|
|
|
3,922
|
|
|
|
-
|
|
|
Intangible assets, net
|
|
|
|
4,095
|
|
|
|
-
|
|
|
Other assets
|
|
|
|
8,712
|
|
|
|
10,520
|
|
|
Total assets
|
|
|
$
|
732,747
|
|
|
$
|
794,231
|
|
|
|
|
|
|
|
|
|
|
|
Liabilities and Equity (deficit)
|
|
|
|
|
|
|
|
|
Liabilities
|
|
|
|
|
|
|
|
|
Accounts payable and accrued expenses
|
|
|
$
|
2,855
|
|
|
$
|
1,737
|
|
|
Accrued compensation
|
|
|
|
5,000
|
|
|
|
1,768
|
|
|
Unrealized loss on credit swaps, at fair value
|
|
|
|
691,905
|
|
|
|
2,173,461
|
|
|
Payable for credit events
|
|
|
|
28,596
|
|
|
|
3,186
|
|
|
Long-term debt
|
|
|
|
244,051
|
|
|
|
317,535
|
|
|
Other liabilities
|
|
|
|
9,787
|
|
|
|
979
|
|
|
Total liabilities
|
|
|
|
982,194
|
|
|
|
2,498,666
|
|
|
|
|
|
|
|
|
|
|
|
Equity (deficit)
|
|
|
|
|
|
|
|
|
Common shares, $0.08 par value, 62,500,000 shares authorized,
38,267,546 and 40,781,538 shares issued and outstanding at December
31, 2009 and 2008, respectively
|
|
|
|
3,061
|
|
|
|
3,263
|
|
|
Additional paid-in capital
|
|
|
|
280,685
|
|
|
|
281,596
|
|
|
Accumulated other comprehensive income
|
|
|
|
2,148
|
|
|
|
908
|
|
|
Retained earnings (deficit)
|
|
|
|
(628,443
|
)
|
|
|
(2,088,723
|
)
|
|
Total shareholders’ equity (deficit) of Primus Guaranty, Ltd
|
|
|
|
(342,549
|
)
|
|
|
(1,802,956
|
)
|
|
Preferred securities of subsidiary
|
|
|
|
93,102
|
|
|
|
98,521
|
|
|
Total equity (deficit)
|
|
|
|
(249,447
|
)
|
|
|
(1,704,435
|
)
|
|
Total liabilities and equity (deficit)
|
|
|
$
|
732,747
|
|
|
$
|
794,231
|
|
|
|
|
|
|
|
|
|
Primus Guaranty, Ltd.
Consolidated Statements of Operations
(Unaudited)
(in thousands except per share amounts)
|
|
|
|
|
|
|
|
|
|
|
|
Three Months Ended
December 31,
|
|
Year Ended
December 31,
|
|
|
|
|
2009
|
|
2008
|
|
2009
|
|
2008
|
|
|
|
|
|
|
|
|
|
|
Revenues
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net credit swap revenue (loss)
|
|
|
$
|
301,203
|
|
$
|
(908,564
|
)
|
|
$
|
1,455,802
|
|
|
$
|
(1,688,872
|
)
|
|
Asset management and advisory fees
|
|
|
|
3,042
|
|
|
776
|
|
|
|
5,118
|
|
|
|
4,052
|
|
|
Interest income
|
|
|
|
2,031
|
|
|
4,861
|
|
|
|
6,747
|
|
|
|
26,586
|
|
|
Gain on retirement of long-term debt
|
|
|
|
3,560
|
|
|
9,716
|
|
|
|
43,151
|
|
|
|
9,716
|
|
|
Impairment losses on investments
|
|
|
|
-
|
|
|
(11,896
|
)
|
|
|
(761
|
)
|
|
|
(11,896
|
)
|
|
Other income (loss)
|
|
|
|
218
|
|
|
(598
|
)
|
|
|
3,240
|
|
|
|
(865
|
)
|
|
Total revenues (losses)
|
|
|
|
310,054
|
|
|
(905,705
|
)
|
|
|
1,513,297
|
|
|
|
(1,661,279
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Expenses
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Compensation and employee benefits
|
|
|
|
4,506
|
|
|
2,476
|
|
|
|
20,205
|
|
|
|
16,370
|
|
|
Professional and legal fees
|
|
|
|
2,052
|
|
|
1,231
|
|
|
|
7,683
|
|
|
|
4,331
|
|
|
Depreciation and amortization
|
|
|
|
397
|
|
|
330
|
|
|
|
1,250
|
|
|
|
1,329
|
|
|
Technology and data
|
|
|
|
868
|
|
|
925
|
|
|
|
3,265
|
|
|
|
3,790
|
|
|
Interest expense
|
|
|
|
2,022
|
|
|
4,194
|
|
|
|
9,116
|
|
|
|
17,032
|
|
|
Other
|
|
|
|
4,498
|
|
|
2,093
|
|
|
|
7,896
|
|
|
|
5,312
|
|
|
Total expenses
|
|
|
|
14,343
|
|
|
11,249
|
|
|
|
49,415
|
|
|
|
48,164
|
|
|
Income (loss) before provision for income taxes
|
|
|
|
295,711
|
|
|
(916,954
|
)
|
|
|
1,463,882
|
|
|
|
(1,709,443
|
)
|
|
Provision for income taxes
|
|
|
|
33
|
|
|
-
|
|
|
|
185
|
|
|
|
61
|
|
|
Net income (loss)
|
|
|
|
295,678
|
|
|
(916,954
|
)
|
|
|
1,463,697
|
|
|
|
(1,709,504
|
)
|
|
Distributions on preferred securities of subsidiary
|
|
|
|
677
|
|
|
1,498
|
|
|
|
3,417
|
|
|
|
6,642
|
|
|
Net income (loss) available to common shares
|
|
|
$
|
295,001
|
|
$
|
(918,452
|
)
|
|
$
|
1,460,280
|
|
|
$
|
(1,716,146
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Income (loss) per common share:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
$
|
7.51
|
|
$
|
(21.20
|
)
|
|
$
|
36.38
|
|
|
$
|
(38.37
|
)
|
|
Diluted
|
|
|
$
|
7.21
|
|
$
|
(21.20
|
)
|
|
$
|
35.26
|
|
|
$
|
(38.37
|
)
|
|
Weighted average common shares outstanding:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Basic
|
|
|
|
39,276
|
|
|
43,324
|
|
|
|
40,142
|
|
|
|
44,722
|
|
|
Diluted
|
|
|
|
40,908
|
|
|
43,324
|
|
|
|
41,414
|
|
|
|
44,722
|
|
|
|
|
|
|
|
|
|
|
|
|
Primus Guaranty, Ltd.
|
|
|
|
|
|
|
|
|
|
Regulation G and Other Disclosure
|
|
|
|
|
|
|
|
|
|
Economic Results
|
|
|
|
|
|
|
|
|
|
December 31, 2009
|
|
|
|
|
|
|
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
In managing its business and assessing its growth and
profitability from a strategic and financial planning perspective,
the Company believes it is appropriate to consider both its U.S.
GAAP financial results as well as the impact on those results of
fair value accounting and the early termination of credit default
swaps ("CDS” or "credit swaps”). Therefore, the Company evaluates
what its financial results would have been if it excluded from
revenue (1) the amounts of any unrealized gains and losses on
Primus Financial Products, LLC and its subsidiaries ("Primus
Financial”)'s portfolio of credit swaps sold and (2) any realized
gains from terminations of credit swaps sold prior to maturity
(although Primus Financial amortizes those gains over the
remaining original lives of the terminated contracts, except for
credit swaps undertaken to offset credit risk). It refers to this
evaluation as its "Economic Results.”
|
|
Economic Results also includes provisions for credit events
caused by downgrades below CCC/Caa2 (S&P/Moody's) on CDS on
asset-backed securities ("ABS”). The Company believes that
quarterly fluctuations in the fair market value of Primus
Financial’s CDS portfolio have little or no effect on the
Company's operations and that Economic Results provides a useful,
alternative view of the Company’s economic performance.
|
|
|
|
|
|
|
|
|
|
|
|
Economic Results per GAAP Diluted Share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in 000's except per share amounts)
|
|
Three Months Ended
December 31,
|
|
Year Ended
December 31,
|
|
|
|
2009
|
|
2008
|
|
2009
|
|
2008
|
|
GAAP Net income (loss) available to common shares
|
|
$
|
295,001
|
|
|
$
|
(918,452
|
)
|
|
$
|
1,460,280
|
|
|
$
|
(1,716,146
|
)
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
Less: Change in unrealized fair value of credit swaps sold (gain)
loss by Primus Financial
|
|
(336,799
|
)
|
|
|
859,662
|
|
|
|
(1,483,763
|
)
|
|
|
1,629,432
|
|
|
Less: Realized gains from early termination of credit swaps sold by
Primus Financial
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(28
|
)
|
|
Add: Amortization of realized gains from the early termination of
credit swaps sold by Primus Financial
|
|
314
|
|
|
|
427
|
|
|
|
1,414
|
|
|
|
2,173
|
|
|
Less: Provision for CDS on ABS credit events
|
|
|
(966
|
)
|
|
|
(9,139
|
)
|
|
|
(16,208
|
)
|
|
|
(9,328
|
)
|
|
Add: Reduction in provision for CDS on ABS credit events upon
termination of credit swaps
|
|
|
6,912
|
|
|
|
7,341
|
|
|
|
34,540
|
|
|
|
12,216
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Economic Results (loss)
|
|
$
|
(35,538
|
)
|
|
$
|
(60,161
|
)
|
|
$
|
(3,737
|
)
|
|
$
|
(81,682
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Economic Results earnings per GAAP diluted share
|
|
$
|
(0.87
|
)
|
|
$
|
(1.39
|
)
|
|
$
|
(0.09
|
)
|
|
$
|
(1.83
|
)
|
|
Economic Results weighted average common shares - GAAP diluted
|
|
|
|
|
|
|
|
|
|
|
|
|
40,908
|
|
|
|
43,324
|
|
|
|
41,414
|
|
|
|
44,722
|
|
|
|
|
|
|
|
|
|
|
|
|
Economic Results Book Value per Share
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
December 31,
|
|
December 31,
|
|
|
|
|
|
|
|
2009
|
|
2008
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Shareholders' equity (deficit) of Primus Guaranty, Ltd.
|
|
$
|
(342,549
|
)
|
|
$
|
(1,802,956
|
)
|
|
|
|
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Add: Accumulated other comprehensive (income) loss
|
|
|
(2,148
|
)
|
|
|
(908
|
)
|
|
|
|
|
|
Less: Unrealized fair value of credit swaps sold (gain) loss by
Primus Financial
|
|
|
689,698
|
|
|
|
2,173,461
|
|
|
|
|
|
|
Less: Realized gains from early termination of credit swaps sold by
Primus Financial
|
|
(33,574
|
)
|
|
|
(33,574
|
)
|
|
|
|
|
|
Add: Amortized realized gains from the early termination of credit
swaps sold by Primus Financial
|
|
32,633
|
|
|
|
31,219
|
|
|
|
|
|
|
Less: Provision for CDS on ABS credit events
|
|
|
(66,417
|
)
|
|
|
(37,992
|
)
|
|
|
|
|
|
Add: Reduction in provision for CDS on ABS credit events upon
termination of credit swaps
|
|
46,844
|
|
|
|
-
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Economic Results Shareholders' Equity
|
|
$
|
324,487
|
|
|
$
|
329,250
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Economic Results book value per share issued and outstanding
|
|
$
|
8.48
|
|
|
$
|
8.07
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP book value per share issued and outstanding
|
|
$
|
(8.95
|
)
|
|
$
|
(44.21
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Common shares issued and outstanding
|
|
|
38,268
|
|
|
|
40,782
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Primus Guaranty, Ltd.
|
|
|
|
|
|
|
|
|
|
GAAP Net Credit Swap Revenue and Economic Results Revenue
|
|
|
|
|
|
|
|
|
|
December 31, 2009
|
|
|
|
|
|
|
|
|
|
(Unaudited)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
GAAP Net Credit Swap Revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in 000's)
|
|
Three Months Ended
December 31,
|
|
Year Ended
December 31,
|
|
|
|
2009
|
|
2008
|
|
2009
|
|
2008
|
|
Net credit swap revenue components
|
|
|
|
|
|
|
|
|
|
Credit swaps sold - single name (Primus Financial)
|
|
|
|
|
|
|
|
|
|
Net premium income
|
|
$
|
13,994
|
|
|
$
|
18,178
|
|
|
$
|
64,824
|
|
|
$
|
80,830
|
|
|
Realized gains
|
|
|
-
|
|
|
|
-
|
|
|
|
25
|
|
|
|
28
|
|
|
Realized losses
|
|
|
(37,711
|
)
|
|
|
(65,150
|
)
|
|
|
(68,475
|
)
|
|
|
(152,661
|
)
|
|
Change in unrealized gains/(losses)
|
|
|
127,482
|
|
|
|
(301,562
|
)
|
|
|
658,245
|
|
|
|
(670,152
|
)
|
|
Credit swaps sold - tranches (Primus Financial)
|
|
|
|
|
|
|
|
|
|
Net premium income
|
|
|
4,453
|
|
|
|
5,201
|
|
|
|
19,884
|
|
|
|
20,673
|
|
|
Realized gains
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
Realized losses
|
|
|
(9,998
|
)
|
|
|
-
|
|
|
|
(9,998
|
)
|
|
|
-
|
|
|
Change in unrealized gains/(losses)
|
|
|
204,385
|
|
|
|
(561,163
|
)
|
|
|
800,833
|
|
|
|
(956,462
|
)
|
|
Credit swaps undertaken to offset credit risk (Primus
Financial)
|
|
|
|
|
|
|
|
|
|
Net premium income (expense)
|
|
|
-
|
|
|
|
(32
|
)
|
|
|
11
|
|
|
|
(59
|
)
|
|
Net realized gains (losses)
|
|
|
497
|
|
|
|
-
|
|
|
|
(89
|
)
|
|
|
2,196
|
|
|
Change in unrealized gains/(losses)
|
|
|
(430
|
)
|
|
|
(76
|
)
|
|
|
(1,973
|
)
|
|
|
1,919
|
|
|
Credit swaps sold - ABS (Primus Financial)
|
|
|
|
|
|
|
|
|
|
Net premium income
|
|
|
81
|
|
|
|
242
|
|
|
|
397
|
|
|
|
1,057
|
|
|
Realized gains
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
Realized losses
|
|
|
(6,912
|
)
|
|
|
(7,341
|
)
|
|
|
(34,540
|
)
|
|
|
(12,216
|
)
|
|
Change in unrealized gains/(losses)
|
|
|
5,362
|
|
|
|
3,139
|
|
|
|
26,658
|
|
|
|
(4,737
|
)
|
|
Net credit swaps (PRS Trading/ Harrier)
|
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
712
|
|
|
Net credit swap revenue (loss)
|
|
$
|
301,203
|
|
|
$
|
(908,564
|
)
|
|
$
|
1,455,802
|
|
|
$
|
(1,688,872
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Reconciliation from GAAP Revenue to Economic Results Revenue
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
(in 000's except per share amounts)
|
|
Three Months Ended
December 31,
|
|
Year Ended
December 31,
|
|
|
|
2009
|
|
2008
|
|
2009
|
|
2008
|
|
GAAP revenues (losses)
|
|
$
|
310,054
|
|
|
$
|
(905,705
|
)
|
|
$
|
1,513,297
|
|
|
$
|
(1,661,279
|
)
|
|
Adjustments:
|
|
|
|
|
|
|
|
|
|
Less: Change in unrealized fair value of credit swaps sold (gain)
loss by Primus Financial
|
|
(336,799
|
)
|
|
|
859,662
|
|
|
|
(1,483,763
|
)
|
|
|
1,629,432
|
|
|
Less: Realized gains from early termination of credit swaps sold by
Primus Financial
|
|
-
|
|
|
|
-
|
|
|
|
-
|
|
|
|
(28
|
)
|
|
Add: Amortization of realized gains from the early termination of
credit swaps sold by Primus Financial
|
|
314
|
|
|
|
427
|
|
|
|
1,414
|
|
|
|
2,173
|
|
|
Less: Provision for CDS on ABS credit events
|
|
|
(966
|
)
|
|
|
(9,139
|
)
|
|
|
(16,208
|
)
|
|
|
(9,328
|
)
|
|
Add: Reduction in provision for CDS on ABS credit events upon
termination of credit swaps
|
|
|
6,912
|
|
|
|
7,341
|
|
|
|
34,540
|
|
|
|
12,216
|
|
|
|
|
|
|
|
|
|
|
|
|
Economic Results revenues (loss)
|
|
$
|
(20,485
|
)
|
|
$
|
(47,414
|
)
|
|
$
|
49,280
|
|
|
$
|
(26,814
|
)
|
|
|
|
|
|
|
|
|
|
|
|
Operating expenses
|
|
|
12,321
|
|
|
|
7,055
|
|
|
|
40,299
|
|
|
|
31,132
|
|
|
Financing costs
|
|
|
2,699
|
|
|
|
5,692
|
|
|
|
12,533
|
|
|
|
23,674
|
|
|
Income tax expense (benefit)
|
|
|
33
|
|
|
|
-
|
|
|
|
185
|
|
|
|
61
|
|
|
|
|
|
|
|
|
|
|
|
|
Economic Results (loss)
|
|
$
|
(35,538
|
)
|
|
$
|
(60,161
|
)
|
|
$
|
(3,737
|
)
|
|
$
|
(81,682
|
)
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|