Frank O'Neil - SVP and CCO W. Stancil Starnes - Chairman, President and CEO Ned Rand - EVP and CFO Howard Friedman - President, Healthcare Professional Liability Group Mike Boguski - resident, Alliance Insurance Group.

Amit Kumar - Macquarie Mark Hughes - SunTrust Ryan Byrnes - Janney Capital Ron Bobman - Capital Returns Paul Newsome - Sandler O'Neill.

Good morning, everyone and welcome to the Conference Call to discuss ProAssurance’s results for First Quarter of 2015. These results were reported in a news release on May 7, 2015.

That release along with the Company’s other SEC filings, including the 10-Q, filed on May 7, 2015 are intended to provide you with important information about the significant risks and other factors that could affect ProAssurance’s business and alter expected results.

Also, management expects to make statements on this call dealing with projections, estimates and expectations and explicitly identifies these as forward-looking statements subject to applicable Safe Harbor protections.

The content of this call is accurate only on May 8, 2015 and except as required by law or regulation, ProAssurance will not undertake and expressly disclaims any obligation to update or alter information disclosed as part of these forward-looking statements. Now I would like to turn the call over to Mr. Frank O’Neil..

Thanks [Lauren] and good morning everyone Please note we will reference non-GAAP items in our call. Our recent news release provides a reconciliation of those non-GAAP numbers to their GAAP counterparts.

Participating in today’s call are Chairman and CEO, Stancil Starnes; Howard Friedman, the President of our Healthcare Professional Liability Group; Chief Financial Officer and Executive Vice President, Ned Rand; and Mike Boguski, the President of our Workers Compensation Business. I’d like to Stan to offer some opening thoughts. Stan..

Thanks Frank and my thanks to everyone on the call for taking the time to be with us this morning. We are focus today on the solid quarter of ProAssurance and we will be highlighting a $35 million operating profit and increase in gross return premium driven by our workers compensations segment.

A significant amount of new business as well as early success in our cross selling initiatives. I also want to underscore for ProAssurance's continuing commitment to delivering value to our shareholders, to dividends and a steady impactful stock repurchase program. Frank. .

Thanks Stan. We are going to begin today with our Chief Financial Officer Ned Rand for an overview of consolidated results and we'll go into each of our operating segment. First, Ned..

Thanks Frank. Starting at top of the income statement. A highlighted increase in gross return premium in the quarter again driven by an increase in Workers Compensation which was up 15% year-over-year and a small contribution from pir Lloyd's segment. Those gains were offset somewhat by a decline in top line in our specialty P&C segment.

We have said many times before that we see terrific opportunities in bringing together our NPL and Workers Comp product and there over the course of last year, we were laying to ground work to enable those.

We have begun to see early in our efforts in cross marketing with $735,000 in gross premiums return that is directly attributable to these efforts. We continue to be very encouraged by the potential to leverage these two lines of business and they are so critical to those operating in the healthcare arena..

Net premiums return were $198 million, down a fraction of a point from last year's first quarter on a 23% increase in ceded premiums which are higher because of our session after in our company eliminations of $2 million to Lloyd's Syndicate 1729 and the podiatry business within our Specialty P&C segment and increased ceded premium from our workers compensation segment.

Net premiums earned were $172 million in the quarter essentially unchanged from Q1 of 2014. The decline in Specialty P&C premiums earned of $11 million was offset by increases of almost $6 million each from our Workers Compensation and Lloyd's segments.

The increase in Lloyd's is due to the one quarter lag in reporting the result to this indicate as there is no comparable premium in the first quarter of last year. Total revenues for $208 million virtually unchanged from a year ago. Our expense ratio was 29.9% in the quarter compared to 30.6% in year ago quarter.

Last year's Q1 expense ratio was increased by approximately 1.7 percentage points in transaction related and other onetime expenses and this is offset somewhat by the addition of Syndicate 1729 in the first quarter of 2015. Our current accident year net loss ratio for the quarter was 80.7% about half a point higher than last year's first quarter.

The current accident year loss ratio on a Specialty book is up just under 2.5 points driven largely by higher accruals for internal clients suggesting expenses on lower total premiums. Results from our workers compensation and Lloyd segment together provided a benefit of about seven points.

We recognize $33.5 million of favorable development in the quarter and continue to see claims trends falling relatively steady.

As we previously have discussed, while we continue to take a prudent and conservative approach to reserving, given the volatile nature of the lines we underwrite, we would not expect favorable development if it occurs to occur at the same level as in the past.

Premium volumes in our healthcare professional liability line which makes up the bulk of our favorable development have declined over the last several years. And while pricing has remained relatively stable, as has frequency, we continue to see an upward sloping severity trend.

We remain very confident in the adequacy of our reserves and continue to approach the favorable trends we're seeing [indiscernible]. So in all we continue to ride at an enviable combined ratio of 91.1% and we're solidly profitable earning operating income of $34.7 million or $0.61 per diluted share in the quarter.

We remain committed to effective capital management and so along with our profitable operations enhances the long term value we create for our investors. In the first quarter we spent [$57] million to purchase $1.3 million shares of common stock, much of it under the terms of our 10b5-1 plan.

As a rate of 30 our repurchase activity for 2015 totaled $1.7 million shares at a cost of $77 million. In year-to-date we have paid $35 million in regular cash dividends to shareholders in addition to the $150 million special dividend paid in January. Our present intention is to return at least 100% of net income to shareholders this year.

We expect to do this primarily for share repurchases and our ordinary dividends, but we are sensitive to the price at which we buy, and we may consider other means of returning capital if needed. Just a couple of final notes on the quarter. Book value per share was $38.39, up from $38.17 at year end.

Our share buybacks during the quarter did dampen the growth in book value per share. But we view this as a short term sacrifice to accomplish our goals to delivering superiority for long term returns.

Change over book value per share was $33.81 and at March 31, 2015 we held $137 million in cash and short term investments outside our insurance subsidiaries and available for use by the holding company.

And we have just received regulatory approval to upstream $124 million in cash and securities from an operating subsidiary to the holding company; that will happen next week.

Frank?.

Thanks Ned. We're going to check back with you in a minute to hear about the corporate segment, right now we're going to switch to Howard Friedman for comments on special competency.

Howard?.

Thanks Frank. In Specialty P&C gross premiums written were $144 million in the quarter, down 6% year-over-year, which was almost entirely the result of a decline in physician professional liability premiums.

Offsetting net decline, were gains in premium for healthcare facilities up 11%, medical technology and life science is up 3% and legal professional liability up 8%. The drop in physician premium is due to consolidation of physician practices into hospital self-insurance arrangements and competitive market pressures.

There continue to be risks we simply won't write due to our underwriting discipline and expectations from profitability. That doesn't mean we are unable to attract and write new business.

Our ability to deliver superior service and security while responding creatively to emerging risks has allowed us to generate almost $13 million of new premium in Specialty P&C in the first quarter, significantly more than in any quarter in recent memory.

The recent example of our ability to respond to unique liability needs came through our ProAssurance complex medicine initiatives.

We were able to use a combination of the proprietary Pro-Praxis underwriting methodology and the creativity of our underwriting department and excess in surplus line subsidiary to solve our reinsurance problem for a national, not so profit healthcare organization that has been searching for such a solution for several years.

That is with another illustration of the need to be broader in our approach to emerging risks and we are confident our acquisitions and internal business development have put us on a right way for the future in this regard. While we see opportunities such as these, we continue to see challenges as well.

One of those challenges continues to be physician consolidation which seems to be slowing in some areas but remains very active in others. We lost three large physician groups in the quarter, two of which were brought into the self-insurance vehicles of our hospitals that acquire the groups.

The loss of these accounts, have an outsized effect on physician retention which was 85% in the quarter down two points year-over-year. Renewal pricing on physician business was down 1% year-over-year. Turning to losses, the loss environment remains benign. There was no change in overall loss trends in the Specialty P&C segment.

Within the largest portion of the segment healthcare professional liability, frequency is essentially flat and severity continues to increase at 2% or 3% a year which is manageable. First quarter net favorable reserve development in the Specialty P&C segment was $32 million as compared to $47 million in the year ago quarter.

This moved our net loss ratio up to 60.1%.

Frank?.

Thanks Howard. Now it might be a good time there, if you could handle our Lloyd segment as well..

Sure. Remember that we are reporting on a one quarter lag, with the exception of investment results associated with our friends at Lloyd's which are held as an investment and certain U.S.

based administrative expenses, so it will be next quarter before we begin to see year-over-year comparable financial results, our 58% participation in the gross premiums written of the Syndicate $4.7 million in its fourth quarter.

Underwriting expenses were $3.6 million in the quarter primarily related to salaries and benefits, professional fees and amortization of policy acquisition costs. I will remind you we have viewed the internal cost of the Syndicate startup expenses and we have elected not to defer them.

We're confident the expense ratio will trend downward as the Syndicate life additional business and we can begin to match these costs against the associated premium. As we're reporting the results for 1729 on a one quarter lag, this quarter represents the end of first full year of the Syndicate's operations.

For the year, the syndicate wrote a broad book of property and liability business and our 58% participation in the U.S. gross premiums written total $38.4 million. The mix of business for calendar year 2014 was approximately 61% casualty reinsurance, majority of its U.S.

based, 15% catastrophe reinsurance, 19% direct property coverage mostly in the U.S. market, and 5% property reinsurance again primarily U.S. based. The net loss ratio for the year was 68.3% very much in line with our expectations for the startup operation.

The expense ratio for year was 72% and 66.4% if you excluded transaction related expenses which totaled approximately $1 million for the year. Duncan Dale continues to report a strong flow recognition, which we expected given its standing and reputation in the London market. We're confident in the future of the Syndicate and the segment.

Frank?.

Thanks, Howard, next up workers compensation and Mike Boguski, President of Eastern, Mike?.

Thank you, Frank. During the first quarter our workers compensation segment benefited from favorable production results across all operating territories, prudent expense management continued payroll growth and consistent loss trends.

Despite experiencing competitive pressures, gross premiums written increased to 76 million in the quarter compared to 66 million in the first quarter of 2014, an increase of 15%. This included new business ratings of 12.4 million in the quarter.

Premium retention improved five points quarter-over-quarter to 87%, enhanced by the renewal of all nine of the available operative markets programs and premium retention of 95% in that sector of our business. Pricing on renewal business increased 1% during the quarter.

Audit premium increased to $1.4 million in the quarter compared to $300,000 in the first quarter of 2014 as a result of improved economic conditions and strong financial underlining. We estimate year net loss ratio was 65.9% essentially unchanged from the first quarter 2014.

Both quarters included severity related claim activity from extreme winter weather conditions. We were successful on closing 19% of 2014 in prior claims in the first quarter of 2015 in our traditional book of business, which is the best first quarter closing rate in our history and represents a good start to the year in this important area.

Net favorable reserve development was 1.7 million in the quarter primarily related to our all kind of markets business. The favorable reserve development reduced the net loss ratio to 62.6% which is essentially unchanged from the first quarter of 2014.

The combined ratio for the quarter was 92.6% including 2.5 percentage points of intangible asset amortization and 1.1 points from the initiation of a corporate management fee.

The expense ratio reduction in the quarter was primarily driven by 4.3 points of transaction related and non-occurring expenses incurred in the first quarter 2014 that we did not experience in the first quarter of 2015.

Frank?.

Thanks Mike, let's go back to Ned now for discussion of corporate segment results.

Ned?.

Thanks Frank. Our corporate segment brings together a number of unrelated activities so as in past quarters our view each individually. On the revenue side of the equation we experienced a $2.6 million year-over-year decrease in investment income and there were several reasons for this decline.

The interest income from our fixed income portfolio declined because of a negative coupon on our guest portfolio and the impact of lower average balances in the portfolio.

In addition we continue to favor equities and alternative investments over fixed income investments in the current investment environment and as a result we have allocated a larger portion of the overall portfolio to these investments.

Our expectation is that these investments will provide superior returns over the long-term and in the short-term they add quarter-to-quarter volatility to our investment result. At the same time, we saw a $2.1 million increase in net realized investment gains despite a $1.8 million other than temporary impairment related to energy investments.

Starting in the first quarter of 2015, we're charging a management fee to each of our operating subsidiaries to cover cost of services provided by the corporate segment. This allows to better track operating performance in each subsidiary while focusing on expense control throughout the organization.

In the past, the bulk of these expenses had been warned by the Specialty P&C segment and that is why operating expenses are down in that segment and up in the corporate segment.

Taxes are down $7 million and this is largely attributable to the decline in the pretax income and the impact of both our tax credit investments and our allocations to other tax favored investments..

Thanks, Ned, and Stan some final follow ups from you before we take questions..

Like our focus continues to be on the long-term and not only on any single quarters result.

We are transitioning ProAssurance from a best-in-class well capitalized monocline carrier into an integrated family of healthcare centric specialty companies with the capitalization and unrivaled expertise focused on the broad spectrum of risk faced by healers, innovators, employers and professionals.

This transition requires an enduring commitment to our insurers and agents and an equal commitment to our shareholders. Like all others in our specialty line, we face the challenges posed by the combination of evolving changes in our healthcare system and a very soft pricing environment.

Unlike others we're uniquely positioned to convert these challenges to opportunities. To this point we have successfully navigated the course that is taken us a long way towards becoming the organization we must become in order to take advantage of all that lies ahead of us.

Given our discipline and our long-term outlook, we believe we're assured of a very bright future..

Thank you Stan Starnes and that concludes our prepared remarks we're ready for question..

[Operator Instructions] Our first question comes from Amit Kumar with Macquarie..

Just a few quick questions, the first question regards to the positive moment and the discussion on cost selling and clearly we're seeing some good results there, is there any way that's got a broadly talk about it and does it get to a level where it sort of offset any pressures from competition i.e.

does it make up for the business which is being lost due to competition?.

Amit, it's Howard, I'll start I mean others may want to join in, I think it has a lot of potential and I think it does and eventually will make up a portion of the business that we lose to competition because it opens up new channels for us, new opportunities to approach existing insured say on the workers compensation side for their professional liability coverage and we might not be able to get that entrée normally to our direct sales efforts or through our agents depending on the [state].

So over a period of time, we do think it has potential. We have one program in place now that is really just beginning that would open up potentially for us a network of healthcare facilities in the Southeast. So it has opportunities for us and maybe Mike or Stan want to put comment further..

I think just add to Howard's comments really for specific strategies that we can execute on -- there is the cross referral of agents between ProAssurance and Eastern and all of our other operating entities which is attractive.

The cross selling of additional customers as Howard mentioned, both in our traditional business, but very uniquely in our ANOVA business where we would be able to take the NPL and workers comp lines within our alternative market segment of our business which we believe is going to be unique in both the short-term and long-term, and then I think a four strategy for us both to consider which we had one success story this quarter was to really look at the national broker relationships across our organization and the specific healthcare units within those national brokers and to bring our various production lines within today's shops.

And I think those are four areas that I think will be helpful in filling revenue down the road..

I think Mike and Howard have it exactly right, Amit, these accounts come up for a new or only once the year so can't do anything overnight, but there is an element of excitement among our agents and brokers over having on market in which they can easily place the two most difficult place coverage than any healthcare organization encounters the NPL and the workers comp.

So I think we're seeing the first fruit, we're seeing early success. We remain very committed to the strategy and we've seen nothing that deters us from continuing down this path..

That's helpful, the other question and maybe switching gears and going back to the court NPL work, and Howard, I was sort of comparing your commentary on position consolidation and its impact, and I got the sense that after many quarters the language has changed I think you played in some areas as an act in others and I think previously we were just talking about the impact.

Can you expand on that comment or we have across that Hopper or how should we think about the impact?.

I think what I was trying to point was how large accounts particularly as the physician consolidation continues among physician groups and then in some instances large accounts or large physician groups are required by hospitals how that can create volatility in our retention numbers.

And departure from our normal 87-88% retention in the first quarter was really attributable to free accounts and five or ten years ago, we would not have seen that type of volatility as the result of just a few accounts moving. That was the main point I was trying to make, not so much that we've cross the threshold over Hopper anything like that.

It's really more type of larger accounts when you require them, you can certainly have a big quarter for new business and when you retain them they have a very stabilizing effect on retention but if you lose a fuel and particularly in a short period of time, it can create volatility, almost like large plans [during the offset]..

Got it and just finally, on the final piece of the business on the Lloyd's piece -- as on the last call we have spent some time discussing what the future might look like and at that time your comments had indicated that things are ramping up, you will get into the point where you will have a clearer sense as towards the market places coming you; going forward.

Do we have that sense now as to -- or how we should be thinking about it or it is still too early?.

Well I think, if you look at the numbers that still too early because 2014 obviously was not, even though as a full year of operation for the Syndicate. It was not a full year of operation for the Syndicate it was not a full year of operation for the entire team; particularly the property team that didn’t join until, basically the third quarter.

Now that the whole team is there, we need to go and look at the renewal cycle of fourth quarter at Lloyd's in the property businesses; the very small relatively speaking portion of the business and even on the casualty side, a lot of businesses either January 1 or July 1.

So, I think we're very comfortable with the group we have, we're very comfortable with the submissions that are there and as we go through this year, I think it will be much more represented above the full year operation. So, no concern or complaints or anything on our part, but we really don’t have base to compare to it right now..

We take our next question from Mark Hughes with SunTrust..

On the Lloyd's segment since you reporting at a quarter behind and your assumption towards the ramp, how to look like when -- with your next report, just in terms of the [indiscernible] trends from Q1 and Q2 again as reported..

Alright. The first quarter will have a -- as it did last year significant amount of casualty business in part; after the Syndicate as a whole impart because of the business set up [indiscernible] subsidiaries feeds to the syndicate and that gets all recorded in the first quarter because of the January 1, effective date.

We'll also see certainly more property business, we believe in the first quarter because last year we didn’t have it. I'm not really either ready or able to layout, what the year is going to look like quarter-by-quarter but I think the first and the second quarters are probably going to be heavier than the third and the fourth..

The tax rate you had described the number of book intakes, how should we think about that on a go forward basis? The influence by level of profitability but should we assume that's back up to more normal historical level or should we think of unlisted thing at the lower?.

I think short answer is think about it being a little lower and for a couple of reasons, when you see a considered proportion of tax exempt income, the total taxable income which is up -- then you have to consider the impact of the investments that we are making in tax credits.

And we have tax credits and have had tax credits in low income housing tax credits for a number of years.

We are in the process of making an investment into some historic tax credits and the historic tax credits turn much faster than the low income housing tax credits whereas the low income housing tax credits we may see the benefit of that tax credit over solid of a five or eight year time frame.

The historic tax credits are more like 12 to 24 months and we'll begin to see the impact of that more materially as the year progresses and that will again an effective tax rate..

Yes, I think you can throw out, maybe a range perhaps or you think that might end up for next couple of quarters?.

No there is just there is a lot of moving parts and really [indiscernible] Mark, I'm sorry..

Okay.

I think that I heard correctly that you had suggested part of the reason for an accident year loss and especially being fuels up, taxes related to the for a loss adjustment expense, did I hear that correctly and just elaborate on that?.

We had said that it was up because the internal cost used to be called unallocated loss adjustment expense adjusting in other now on the statutory side are somewhat higher and then the premium base certainly has -- the earned premium has moved downward so that was primarily the cause of the increased loss ratio in the quarter..

Of those two factors is it 50-50?.

And Mark, it's Ned. I think the majority of it is driven by the decline in net earned premium. I think the actual costs being allocated at the [GOV] costs are not up substantially and it's really being driven by the decline in net earned premium..

Right, the underlying loss is -- in that environment has changed for internal invalidation are leveraging issue?.

Yes, we've got a fixed internal claim costs. We think it's important to maintain the capabilities that we have there so we're not looking to shrink back and that's going to cause a little bit of increase in the yearly ratio..

Our next question comes from Ryan Byrnes with Janney Capital..

The first question is a follow-up little bit on the tax credit increase in the quarter, it moved to in the Q at 5.2 million from 4.4 million a year ago and it's kind of been tempering in that mid four range, I am just trying to figure out what kind of impact the addition of these historic tax credits will meet on an absolute basis going forward?.

A lot of that has to do with when the historic tax credits come online and we don't really have complete control over that. It's the development and kind of when they get whatever it is it's been renovated kind of finally approved, so it's hard to say, it's probably 2 million this year.

We project out an effective tax rate from the organization and so we give some credit to that even in the first quarter although we haven’t seen the benefit of those yet. A lot of it will just depend on how quickly the tax credits come online..

Okay and just want to confirm, did those historic ones, did or did not impact the first quarter this year?.

They do have an impact in the first quarter..

Great and also then just shifting to the fee investment income side, could you guys maybe talk about or break out the tips impact on the fixed maturity side?.

Later it was about negative 850,000. So the swing in tips was about a negative $850,000 negative and negative $200,000 investment income from tips. So the swing for the quarter given that positive about 1.3 million compared to last year, so we had $1 million positive investment income in our tips Q1 of 14 and negative 200,000 in Q1 of this year..

Okay great perfect thank you.

And then just my one, I guess obviously it seems like the ROE profile again it seems like it's continuing to contract a little bit here, just want to see does that impact where you guys think about buyback specially buying back above book value as the ROE kind of gets into the mid-single digit range?.

So our view on buyback is we look at kind of what we do as recruitment period of the dilution in book value and as long as that's within a reasonable timeframe which we would say today is two to three years, we're comfortable buying it at those levels..

Our next question comes from Ron Bobman with Capital Returns..

I had a question for Michael, Michael in your prepared remarks you mentioned additional audit premium collections and you described it is as a result of good financial underwriting, is that candidly simply your insured has had good payroll growth and you sort of go back in your audit the growth in payroll and any voice for some addition premium?.

That's start on correct. We have a disciplined financial underwriting cost and typically those customers are the customers they continue to add employees and growth their businesses and we've had a pretty good track record there Ron on the audit premium side.

2014 we secured about additional $3 million in audit premium, 2013 2.5, 2012 4.3 million and 2011 2.5 million. So we've had some pretty consistent trends on the audit premium side as we go back look at our historical book of business..

Got you, I am surprised [indiscernible] sort of a trend where '14 is better than '13, '13 is better than '12 and '12 is sort of better '11 given sort of underlying economic, what am I missing that sort of makes it sort of erratic..

It's really the class of business in economic trends, so that will be more in the profile, the book of business. For example in 2011 going into 2012, we've probably had more customers than were in the growth market in say the healthcare sector, education and other areas, so it really comes down to the profile of the book.

And to some degree operating region, because one of our strategies over time has always been to be diversified on the geographic side and you do see upticks and downticks in certain regions over a period of time so that would also have some factor into it..

Let me ask, just simple buyback question.

Assuming some portion of the buyback is systematized, what about you are going to [indiscernible] 10b5-1 in our certain plan of vision you buy at a certain pace depending upon the parameters being met, but also you've a certain invariable component near the stand where about, when opportunity presents yourself, you can sort of lean on the accelerator or pull back?.

We normally use a 10b5-1plan and the way that the instructions under the 10b5-1 plan are set up and it allows the individual who is administering that, that can be a 5-1 plan to do exactly that.

And then from time to time we will also see opportunities to buy blocks of business -- our blocks of shares excuse me and if those opportunities present themselves, we have the ability to take advantage of them. If and when we have a 10b5-1 plan in place it is our view that we should not independently be in the market. .

Okay. But you can incorporate variability in it depending on what is stock price. .

Absolutely..

Okay, thanks gentlemen, best of luck..

Ryan, we got one thing just on your effective tips, one thing going forward..

Yes, just one thing, I saw[indiscernible] talking about investments, you mentioned that the impact of the tip portfolio, we actually have divested that portfolio with about $78 million, given the kind of the underperformance and volatility it is provided in end results, that happened here during the early in the second quarter..

We'll take our next question from Paul Newsome with Sandler O'Neill..

Just a real quick question.

When you are thinking about the increase in number of customers that you are selling multiple products, are you looking to price your products on a byproduct basis or you're doing at on an account basis?.

Byproduct. In other words, the comp coverage is separately underwritten and priced from the NPL coverage which is separately underwritten and priced. It's very important to us to maintain this discipline of the pricing so that whatever the risk we're assuming are separately priced correctly..

It appears, we have no further phone questions. I'd like to turn the call back to our presenters for any additional or closing remarks..

Thank you Lauren, we will speak to everybody next in August. Thanks for joining us this morning..

Thank you. And that does conclude today's conference. [So] thank you for your participation..