|
|
Delaware
|
|
75-3241967
|
|
|
(State of Incorporation)
|
|
(IRS Employer Identification Number)
|
|
Large accelerated filer
|
£
|
|
Accelerated filer
|
£
|
Non-accelerated filer
|
£
|
|
Smaller reporting company
|
þ
|
|
P
ART I. FINANCIAL INFORMATION
|
|
|
|
Item 1. Financial Statements
|
|
|
Consolidated Balance Sheets
|
|
|
Unaudited Consolidated Statements of Income
|
|
|
Unaudited Consolidated Statements of Cash Flows
|
|
|
Notes to Unaudited Consolidated Financial Statements
|
|
|
Item 2. Management's Discussion and Analysis of Financial Condition and Results of Operations
|
|
|
Item 3. Quantitative and Qualitative Disclosures About Market Risk
|
|
|
Item 4. Controls and Procedures
|
|
PART II. OTHER INFORMATION
|
|
|
|
Item 1. Legal Proceedings
|
|
|
Item 1A. Risk Factors
|
|
|
Item 2. Unregistered Sales of Equity Securities and Use of Proceeds
|
|
|
Item 3. Defaults Upon Senior Securities
|
|
|
Item 4. Mine Safety Disclosures
|
|
|
Item 5. Other Information
|
|
|
Item 6. Exhibit Index
|
|
Signatures
|
|
|
June 30, 2012
|
|
December 31, 2011
|
||||
ASSETS
|
|
(Unaudited)
|
|
|
||||
Investments available for sale, at fair value:
|
|
|
|
|
||||
Fixed maturities (amortized cost of $118,373 and $116,863, respectively)
|
|
$
|
123,277
|
|
|
$
|
120,378
|
|
Equity securities (adjusted cost of $3,406 and $3,284, respectively)
|
|
3,794
|
|
|
3,581
|
|
||
Other long-term investments
|
|
300
|
|
|
300
|
|
||
Total investments
|
|
$
|
127,371
|
|
|
$
|
124,259
|
|
Cash and cash equivalents
|
|
92,130
|
|
|
41,639
|
|
||
Accrued investment income
|
|
983
|
|
|
986
|
|
||
Premiums receivable, net of allowances for credit losses of $86 and $77, respectively
|
|
17,938
|
|
|
11,205
|
|
||
Reinsurance recoverable on paid and unpaid losses
|
|
3,470
|
|
|
4,458
|
|
||
Prepaid reinsurance premiums
|
|
103,834
|
|
|
40,968
|
|
||
Deferred policy acquisition costs
|
|
16,779
|
|
|
12,324
|
|
||
Other assets
|
|
3,524
|
|
|
4,376
|
|
||
Total Assets
|
|
$
|
366,029
|
|
|
$
|
240,215
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
||||
Liabilities:
|
|
|
|
|
||||
Unpaid losses and loss adjustment expenses
|
|
$
|
33,150
|
|
|
$
|
33,600
|
|
Unearned premiums
|
|
130,929
|
|
|
100,130
|
|
||
Reinsurance payable
|
|
106,263
|
|
|
16,571
|
|
||
Other liabilities
|
|
16,095
|
|
|
17,866
|
|
||
Notes payable
|
|
16,471
|
|
|
17,059
|
|
||
Total Liabilities
|
|
$
|
302,908
|
|
|
$
|
185,226
|
|
Commitments and contingencies (
Note 7
)
|
|
|
|
|
|
|
||
Stockholders' Equity:
|
|
|
|
|
||||
Common stock, $0.0001 par value; 50,000,000 shares authorized; 10,573,932 issued; 10,361,849 outstanding
|
|
1
|
|
|
1
|
|
||
Additional paid-in capital
|
|
75
|
|
|
75
|
|
||
Treasury shares, at cost; 212,083 shares
|
|
(431
|
)
|
|
(431
|
)
|
||
Accumulated other comprehensive income
|
|
3,252
|
|
|
2,341
|
|
||
Retained earnings
|
|
60,224
|
|
|
53,003
|
|
||
Total Stockholders' Equity
|
|
$
|
63,121
|
|
|
$
|
54,989
|
|
Total Liabilities and Stockholders' Equity
|
|
$
|
366,029
|
|
|
$
|
240,215
|
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
||||||||
REVENUE:
|
|
|
|
|
|
|
|
|
||||||||
Gross premiums written
|
|
$
|
77,928
|
|
|
$
|
65,296
|
|
|
$
|
135,924
|
|
|
$
|
116,071
|
|
Increase in gross unearned premiums
|
|
(23,479
|
)
|
|
(21,037
|
)
|
|
(30,799
|
)
|
|
(31,446
|
)
|
||||
Gross premiums earned
|
|
54,449
|
|
|
44,259
|
|
|
105,125
|
|
|
84,625
|
|
||||
Ceded premiums earned
|
|
(24,727
|
)
|
|
(21,960
|
)
|
|
(47,613
|
)
|
|
(43,218
|
)
|
||||
Net premiums earned
|
|
$
|
29,722
|
|
|
$
|
22,299
|
|
|
57,512
|
|
|
41,407
|
|
||
Net investment income
|
|
777
|
|
|
700
|
|
|
1,524
|
|
|
1,234
|
|
||||
Net realized gains
|
|
37
|
|
|
112
|
|
|
118
|
|
|
112
|
|
||||
Other revenue
|
|
1,028
|
|
|
884
|
|
|
1,913
|
|
|
1,710
|
|
||||
Total revenue
|
|
$
|
31,564
|
|
|
$
|
23,995
|
|
|
61,067
|
|
|
44,463
|
|
||
EXPENSES:
|
|
|
|
|
|
|
|
|
||||||||
Losses and loss adjustment expenses
|
|
12,969
|
|
|
12,601
|
|
|
22,451
|
|
|
20,985
|
|
||||
Policy acquisition costs
|
|
8,878
|
|
|
7,181
|
|
|
17,131
|
|
|
13,725
|
|
||||
Operating expenses
|
|
1,757
|
|
|
1,503
|
|
|
3,190
|
|
|
2,800
|
|
||||
General and administrative expenses
|
|
2,300
|
|
|
2,054
|
|
|
5,093
|
|
|
4,417
|
|
||||
Interest expense
|
|
129
|
|
|
157
|
|
|
212
|
|
|
311
|
|
||||
Total expenses
|
|
$
|
26,033
|
|
|
$
|
23,496
|
|
|
48,077
|
|
|
42,238
|
|
||
Income before other expenses
|
|
5,531
|
|
|
499
|
|
|
12,990
|
|
|
2,225
|
|
||||
Other expenses
|
|
293
|
|
|
279
|
|
|
269
|
|
|
279
|
|
||||
Income before income taxes
|
|
$
|
5,238
|
|
|
$
|
220
|
|
|
12,721
|
|
|
1,946
|
|
||
Provision for income taxes
|
|
2,247
|
|
|
131
|
|
|
4,982
|
|
|
733
|
|
||||
Net income
|
|
$
|
2,991
|
|
|
$
|
89
|
|
|
$
|
7,739
|
|
|
$
|
1,213
|
|
OTHER COMPREHENSIVE INCOME:
|
|
|
|
|
|
|
|
|
||||||||
Change in net unrealized gain on investments
|
|
966
|
|
|
1,091
|
|
|
1,600
|
|
|
1,029
|
|
||||
Reclassification adjustment for net realized investment gains
|
|
(37
|
)
|
|
(112
|
)
|
|
(118
|
)
|
|
(112
|
)
|
||||
Income tax expense related to items of other comprehensive income
|
|
(359
|
)
|
|
(377
|
)
|
|
(572
|
)
|
|
(354
|
)
|
||||
Total comprehensive income
|
|
$
|
3,561
|
|
|
$
|
691
|
|
|
$
|
8,649
|
|
|
$
|
1,776
|
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average shares outstanding
|
|
|
|
|
|
|
|
|
||||||||
Basic and Diluted
|
|
10,361,849
|
|
|
10,473,717
|
|
|
10,361,849
|
|
|
10,523,548
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Earnings per share
|
|
|
|
|
|
|
|
|
||||||||
Basic and Diluted
|
|
$
|
0.29
|
|
|
$
|
0.01
|
|
|
$
|
0.75
|
|
|
$
|
0.12
|
|
|
|
|
|
|
|
|
|
|
||||||||
Dividends declared per share
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.05
|
|
|
$
|
—
|
|
|
|
Six months ended
June 30,
|
||||||
|
|
2012
|
|
2011
|
||||
OPERATING ACTIVITIES
|
|
|
|
|
||||
Net income
|
|
$
|
7,739
|
|
|
$
|
1,213
|
|
Adjustments to reconcile net income to net cash provided by operating activities:
|
|
|
|
|
||||
Depreciation and amortization
|
|
641
|
|
|
601
|
|
||
Net realized gains
|
|
(118
|
)
|
|
(112
|
)
|
||
Provision for uncollectible premiums/over and short
|
|
16
|
|
|
8
|
|
||
Deferred income taxes, net
|
|
323
|
|
|
(684
|
)
|
||
Changes in operating assets and liabilities:
|
|
|
|
|
||||
Accrued investment income
|
|
3
|
|
|
(515
|
)
|
||
Premiums receivable
|
|
(6,749
|
)
|
|
(7,028
|
)
|
||
Reinsurance recoverable on paid and unpaid losses
|
|
988
|
|
|
7,376
|
|
||
Prepaid reinsurance premiums
|
|
(62,866
|
)
|
|
(45,923
|
)
|
||
Deferred policy acquisition costs, net
|
|
(4,455
|
)
|
|
(4,290
|
)
|
||
Other assets
|
|
(389
|
)
|
|
(4,077
|
)
|
||
Unpaid losses and loss adjustment expenses
|
|
(450
|
)
|
|
(3,357
|
)
|
||
Unearned premiums
|
|
30,799
|
|
|
31,446
|
|
||
Reinsurance payable
|
|
89,692
|
|
|
71,061
|
|
||
Other liabilities
|
|
(1,914
|
)
|
|
3,856
|
|
||
Net cash provided by operating activities
|
|
$
|
53,260
|
|
|
$
|
49,575
|
|
INVESTING ACTIVITIES
|
|
|
|
|
||||
Proceeds from sales and maturities of investments available for sale
|
|
25,527
|
|
|
21,271
|
|
||
Purchases of investments available for sale
|
|
(27,333
|
)
|
|
(97,400
|
)
|
||
Cost of capitalized software acquired
|
|
—
|
|
|
(15
|
)
|
||
Net cash used in investing activities
|
|
$
|
(1,806
|
)
|
|
$
|
(76,144
|
)
|
FINANCING ACTIVITIES
|
|
|
|
|
||||
Repayments of borrowings
|
|
(588
|
)
|
|
(588
|
)
|
||
Repurchases of common stock
|
|
—
|
|
|
(431
|
)
|
||
Dividends
|
|
(518
|
)
|
|
—
|
|
||
Bank overdrafts
|
|
143
|
|
|
2,904
|
|
||
Net cash provided by (used in) financing activities
|
|
$
|
(963
|
)
|
|
$
|
1,885
|
|
Increase (decrease) in cash
|
|
50,491
|
|
|
(24,684
|
)
|
||
Cash and cash equivalents at beginning of period
|
|
41,639
|
|
|
71,644
|
|
||
Cash and cash equivalents at end of period
|
|
$
|
92,130
|
|
|
$
|
46,960
|
|
|
|
|
|
|
||||
Supplemental Cash Flows Information
|
|
|
|
|
||||
Interest paid
|
|
$
|
175
|
|
|
$
|
322
|
|
Income taxes paid
|
|
$
|
6,482
|
|
|
$
|
1,580
|
|
|
Cost or Adjusted/Amortized Cost
|
|
Gross Unrealized Gains
|
|
Gross Unrealized Losses
|
|
Fair Value
|
||||||||
June 30, 2012
|
|
|
|
|
|
|
|
||||||||
U.S. government and agency securities
|
$
|
46,360
|
|
|
$
|
285
|
|
|
$
|
196
|
|
|
$
|
46,449
|
|
States, municipalities and political subdivisions
|
17,138
|
|
|
1,696
|
|
|
—
|
|
|
18,834
|
|
||||
Corporate securities
|
54,445
|
|
|
3,139
|
|
|
19
|
|
|
57,565
|
|
||||
Redeemable preferred stocks
|
430
|
|
|
—
|
|
|
1
|
|
|
429
|
|
||||
Total fixed maturities
|
$
|
118,373
|
|
|
$
|
5,120
|
|
|
$
|
216
|
|
|
$
|
123,277
|
|
Common stocks
|
2,929
|
|
|
441
|
|
|
42
|
|
|
3,328
|
|
||||
Nonredeemable preferred stocks
|
477
|
|
|
—
|
|
|
11
|
|
|
466
|
|
||||
Total equity securities
|
$
|
3,406
|
|
|
$
|
441
|
|
|
$
|
53
|
|
|
$
|
3,794
|
|
Other long-term investments
|
300
|
|
|
—
|
|
|
—
|
|
|
300
|
|
||||
Total investments
|
$
|
122,079
|
|
|
$
|
5,561
|
|
|
$
|
269
|
|
|
$
|
127,371
|
|
|
|
|
|
|
|
|
|
||||||||
December 31, 2011
|
|
|
|
|
|
|
|
||||||||
U.S. government and agency securities
|
$
|
48,011
|
|
|
$
|
219
|
|
|
$
|
111
|
|
|
$
|
48,119
|
|
States, municipalities and political subdivisions
|
17,159
|
|
|
1,207
|
|
|
—
|
|
|
18,366
|
|
||||
Corporate securities
|
51,135
|
|
|
2,366
|
|
|
145
|
|
|
53,356
|
|
||||
Redeemable preferred stocks
|
558
|
|
|
—
|
|
|
21
|
|
|
537
|
|
||||
Total fixed maturities
|
$
|
116,863
|
|
|
$
|
3,792
|
|
|
$
|
277
|
|
|
$
|
120,378
|
|
Common stocks
|
2,807
|
|
|
359
|
|
|
43
|
|
|
3,123
|
|
||||
Nonredeemable preferred stocks
|
477
|
|
|
—
|
|
|
19
|
|
|
458
|
|
||||
Total equity securities
|
$
|
3,284
|
|
|
$
|
359
|
|
|
$
|
62
|
|
|
$
|
3,581
|
|
Other long-term investments
|
300
|
|
|
—
|
|
|
—
|
|
|
300
|
|
||||
Total investments
|
$
|
120,447
|
|
|
$
|
4,151
|
|
|
$
|
339
|
|
|
$
|
124,259
|
|
|
2012
|
|
2011
|
||||||||||||
|
Gains
(Losses)
|
|
Fair Value at Sale
|
|
Gains
(Losses)
|
|
Fair Value at Sale
|
||||||||
Three Months Ended June 30,
|
|
|
|
|
|
|
|
||||||||
Fixed maturities
|
$
|
156
|
|
|
$
|
4,016
|
|
|
$
|
110
|
|
|
$
|
12,046
|
|
Realized gains on equity securities
|
29
|
|
|
150
|
|
|
10
|
|
|
65
|
|
||||
Total realized gains
|
$
|
185
|
|
|
$
|
4,166
|
|
|
$
|
120
|
|
|
$
|
12,111
|
|
Fixed maturities
|
(141
|
)
|
|
9,243
|
|
|
(8
|
)
|
|
2,990
|
|
||||
Realized losses on equity securities
|
(7
|
)
|
|
38
|
|
|
—
|
|
|
—
|
|
||||
Total realized losses
|
$
|
(148
|
)
|
|
$
|
9,281
|
|
|
$
|
(8
|
)
|
|
$
|
2,990
|
|
Net realized investment gains
|
$
|
37
|
|
|
$
|
13,447
|
|
|
$
|
112
|
|
|
$
|
15,101
|
|
|
|
|
|
|
|
|
|
||||||||
Six Months Ended June 30,
|
|
|
|
|
|
|
|
||||||||
Fixed maturities
|
$
|
156
|
|
|
$
|
4,274
|
|
|
$
|
110
|
|
|
$
|
12,046
|
|
Equity securities
|
119
|
|
|
887
|
|
|
10
|
|
|
65
|
|
||||
Total realized gains
|
$
|
275
|
|
|
$
|
5,161
|
|
|
$
|
120
|
|
|
$
|
12,111
|
|
Fixed maturities
|
(141
|
)
|
|
9,243
|
|
|
(8
|
)
|
|
2,990
|
|
||||
Equity securities
|
(16
|
)
|
|
191
|
|
|
—
|
|
|
96
|
|
||||
Total realized losses
|
$
|
(157
|
)
|
|
$
|
9,434
|
|
|
$
|
(8
|
)
|
|
$
|
3,086
|
|
Net realized investment gains
|
$
|
118
|
|
|
$
|
14,595
|
|
|
$
|
112
|
|
|
$
|
15,197
|
|
|
June 30, 2012
|
||||||||||||
|
Cost or Amortized Cost
|
|
Percent of Total
|
|
Fair Value
|
|
Percent of Total
|
||||||
Due in one year or less
|
$
|
38,295
|
|
|
32.3
|
%
|
|
$
|
38,181
|
|
|
31.0
|
%
|
Due after one year through five years
|
23,501
|
|
|
19.9
|
|
|
24,041
|
|
|
19.6
|
|
||
Due after five years through ten years
|
38,205
|
|
|
32.3
|
|
|
41,217
|
|
|
33.4
|
|
||
Due after ten years
|
18,372
|
|
|
15.5
|
|
|
19,838
|
|
|
16.0
|
|
||
Total
|
$
|
118,373
|
|
|
100.0
|
%
|
|
$
|
123,277
|
|
|
100.0
|
%
|
|
Three months ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
2012
|
|
2011
|
|
2012
|
|
2011
|
||||||||
Fixed maturities
|
$
|
737
|
|
|
$
|
608
|
|
|
$
|
1,445
|
|
|
$
|
1,102
|
|
Equity securities
|
36
|
|
|
40
|
|
|
70
|
|
|
76
|
|
||||
Cash, cash equivalents and short-term investments
|
4
|
|
|
52
|
|
|
9
|
|
|
56
|
|
||||
Net investment income
|
$
|
777
|
|
|
$
|
700
|
|
|
$
|
1,524
|
|
|
$
|
1,234
|
|
Investment expenses
|
(23
|
)
|
|
(32
|
)
|
|
(94
|
)
|
|
(92
|
)
|
||||
Net investment income, less investment expenses
|
$
|
754
|
|
|
$
|
668
|
|
|
$
|
1,430
|
|
|
$
|
1,142
|
|
|
Less Than Twelve Months
|
|
Twelve Months or More
|
||||||||||||||||||
|
Number of Securities*
|
|
Gross Unrealized Losses
|
|
Fair Value
|
|
Number of Securities*
|
|
Gross Unrealized Losses
|
|
Fair Value
|
||||||||||
June 30, 2012
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. government and agency securities
|
5
|
|
|
$
|
196
|
|
|
$
|
11,351
|
|
|
—
|
|
|
$
|
—
|
|
|
$
|
—
|
|
Corporate securities
|
2
|
|
|
19
|
|
|
3,027
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Redeemable preferred stocks
|
1
|
|
|
—
|
|
|
204
|
|
|
1
|
|
|
1
|
|
|
102
|
|
||||
Total fixed maturities
|
8
|
|
|
$
|
215
|
|
|
$
|
14,582
|
|
|
1
|
|
|
$
|
1
|
|
|
$
|
102
|
|
Common stocks
|
9
|
|
|
42
|
|
|
379
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Nonredeemable preferred stocks
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
11
|
|
|
465
|
|
||||
Total equity securities
|
9
|
|
|
$
|
42
|
|
|
$
|
379
|
|
|
3
|
|
|
$
|
11
|
|
|
$
|
465
|
|
Total
|
17
|
|
|
$
|
257
|
|
|
$
|
14,961
|
|
|
4
|
|
|
$
|
12
|
|
|
$
|
567
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
December 31, 2011
|
|
|
|
|
|
|
|
|
|
|
|
||||||||||
U.S. government and agency securities
|
2
|
|
|
$
|
90
|
|
|
$
|
16,915
|
|
|
1
|
|
|
$
|
21
|
|
|
$
|
1,627
|
|
Corporate securities
|
3
|
|
|
145
|
|
|
3,924
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Redeemable preferred stocks
|
—
|
|
|
—
|
|
|
—
|
|
|
4
|
|
|
21
|
|
|
537
|
|
||||
Total fixed maturities
|
5
|
|
|
$
|
235
|
|
|
$
|
20,839
|
|
|
5
|
|
|
$
|
42
|
|
|
$
|
2,164
|
|
Common stocks
|
12
|
|
|
40
|
|
|
740
|
|
|
1
|
|
|
3
|
|
|
9
|
|
||||
Nonredeemable preferred stocks
|
—
|
|
|
—
|
|
|
—
|
|
|
3
|
|
|
19
|
|
|
458
|
|
||||
Total equity securities
|
12
|
|
|
$
|
40
|
|
|
$
|
740
|
|
|
4
|
|
|
$
|
22
|
|
|
$
|
467
|
|
Total
|
17
|
|
|
$
|
275
|
|
|
$
|
21,579
|
|
|
9
|
|
|
$
|
64
|
|
|
$
|
2,631
|
|
June 30, 2012
|
Total
|
|
Level 1
|
|
Level 2
|
||||||
U.S. government and agency securities
|
$
|
46,449
|
|
|
$
|
31,702
|
|
|
$
|
14,747
|
|
States, municipalities and political subdivisions
|
18,834
|
|
|
—
|
|
|
18,834
|
|
|||
Corporate securities
|
57,565
|
|
|
—
|
|
|
57,565
|
|
|||
Redeemable preferred stocks
|
429
|
|
|
429
|
|
|
—
|
|
|||
Total fixed maturities
|
$
|
123,277
|
|
|
$
|
32,131
|
|
|
$
|
91,146
|
|
Common stocks
|
3,328
|
|
|
3,328
|
|
|
—
|
|
|||
Nonredeemable preferred stocks
|
466
|
|
|
466
|
|
|
—
|
|
|||
Total equity securities
|
$
|
3,794
|
|
|
$
|
3,794
|
|
|
$
|
—
|
|
Other long-term investments
|
300
|
|
|
300
|
|
|
—
|
|
|||
Total investments
|
$
|
127,371
|
|
|
$
|
36,225
|
|
|
$
|
91,146
|
|
|
|
|
|
|
|
||||||
December 31, 2011
|
|
|
|
|
|
||||||
U.S. government and agency securities
|
$
|
48,119
|
|
|
$
|
24,176
|
|
|
$
|
23,943
|
|
States, municipalities and political subdivisions
|
18,366
|
|
|
—
|
|
|
18,366
|
|
|||
Corporate securities
|
53,356
|
|
|
—
|
|
|
53,356
|
|
|||
Redeemable preferred stocks
|
537
|
|
|
537
|
|
|
—
|
|
|||
Total fixed maturities
|
$
|
120,378
|
|
|
$
|
24,713
|
|
|
$
|
95,665
|
|
Common stocks
|
3,123
|
|
|
3,123
|
|
|
—
|
|
|||
Nonredeemable preferred stocks
|
458
|
|
|
458
|
|
|
—
|
|
|||
Total equity securities
|
$
|
3,581
|
|
|
$
|
3,581
|
|
|
$
|
—
|
|
Other long-term investments
|
300
|
|
|
300
|
|
|
—
|
|
|||
Total investments
|
$
|
124,259
|
|
|
$
|
28,594
|
|
|
$
|
95,665
|
|
•
|
Below FHCF - provides coverage on
$138,332,000
of losses in excess of
$15,000,000
and is
100%
placed. The first reinstatement of limits is prepaid and the second and final reinstatement requires additional premium.
|
•
|
Mandatory FHCF - provides
90%
of
$392,334,000
excess of
$153,332,000
with no reinstatement of limits.
|
•
|
Excess - provides coverage on
$45,886,000
of losses in excess of the private and FHCF reinsurance coverage and is
100%
placed.
|
•
|
Statutory accounting requires that we exclude certain assets, called non-admitted assets, from the balance sheet.
|
•
|
Statutory accounting requires us to expense policy acquisition costs when incurred, while GAAP allows us to defer and amortize policy acquisition costs over the estimated life of the policies.
|
•
|
Statutory accounting dictates how much of a deferred income tax asset that we can admit on a statutory balance sheet.
|
•
|
Statutory accounting requires that we record certain investments at cost or amortized cost, while we record other investments at fair value; however, GAAP requires that we record all investments at fair value.
|
•
|
Statutory accounting requires that surplus notes, also known as surplus debentures, be recorded in statutory surplus, while GAAP requires us to record surplus notes as a liability.
|
|
Pre-Tax Amount
|
|
Tax (Expense)Benefit
|
|
Net-of-Tax Amount
|
||||||
December 31, 2011
|
$
|
3,812
|
|
|
$
|
(1,471
|
)
|
|
$
|
2,341
|
|
Changes in net unrealized gain (loss) on investments
|
1,600
|
|
|
(617
|
)
|
|
983
|
|
|||
Reclassification adjustment for realized gains
|
(118
|
)
|
|
46
|
|
|
(72
|
)
|
|||
June 30, 2012
|
$
|
5,294
|
|
|
$
|
(2,042
|
)
|
|
$
|
3,252
|
|
|
Three Months Ended June 30, 2012
|
||||
|
Non-Vested Shares
|
||||
|
Number of Shares
|
Weighted Average Grant Date Fair Value
|
|||
Outstanding as of December 31, 2011
|
—
|
|
—
|
|
|
Granted
|
86,960
|
|
$
|
5.25
|
|
Outstanding as of June 30, 2012
|
86,960
|
|
$
|
5.25
|
|
•
|
Below FHCF - provides coverage on $138,332,000 of losses in excess of $15,000,000 and is 100% placed. The first reinstatement of limits is prepaid and the second and final reinstatement requires additional premium.
|
•
|
Mandatory FHCF - provides 90% of $392,334,000 excess of $153,332,000 with no reinstatement of limits.
|
•
|
Excess - provides coverage on $45,886,000 of losses in excess of the private and FHCF reinsurance coverage and is 100% placed.
|
1.
|
the lesser of:
|
a.
|
ten percent of capital surplus, or
|
b.
|
net gain from operations, or
|
c.
|
net income, not including realized capital gains, plus a two-year carryforward,
|
2.
|
ten percent of capital surplus with dividends payable constrained to unassigned funds minus 25% of unrealized capital gains, or
|
3.
|
the lesser of:
|
a.
|
ten percent of capital surplus, or
|
b.
|
net investment income plus a three-year carryforward with dividends payable constrained to unassigned funds minus 25% of unrealized capital gains.
|
1.
|
the dividend is equal to or less than the greater of:
|
a.
|
ten percent of the insurer’s surplus as to policyholders derived from realized net operating profits on its business and net realized capital gains, or
|
b.
|
the insurer’s entire net operating profits and realized net capital gains derived during the immediately preceding calendar year, and:
|
i.
|
the insurer will have surplus as to policyholders equal to or exceeding 115% of the minimum required statutory surplus as to policyholders after the dividend or distribution is made, and
|
ii.
|
the insurer files a notice of the dividend or distribution with the insurance regulatory authority at least ten business days prior to the dividend payment or distribution, and
|
iii.
|
the notice includes a certification by an officer of the insurer attesting that, after the payment of the dividend or distribution, the insurer will have at least 115% of required statutory surplus as to policyholders.
|
Exhibit
|
|
Description
|
|
|
|
3.1
|
|
Certificate of Designations, Powers, Preferences and Rights of Series A Junior Participating Preferred Stock of United Insurance Holdings Corp. and Second Amended and Restated Certificate of Incorporation
|
|
|
|
4.1
|
|
Rights Agreement, dated as of July 20, 2012, between United Insurance Holdings Corp. and Continental Stock Transfer & Trust Company (incorporated herein by reference to exhibit 4.1 to the Registration Statement on Form 8-A of United Insurance Holdings Corp. dated as of July 23, 2012).
|
|
|
|
10.1
|
|
Termination Agreement and Release, dated as of April 2, 2012, between 1347 Advisors LLC, and United Insurance Management, L.C. (included as exhibit 10.1 to the Form 8-K filed on April 4, 2012, and incorporated herein by reference)
|
|
|
|
10.2
|
|
Employment Agreement between United Insurance Holdings Corp. and Mr. John Forney, dated June 8, 2012 (included as exhibit 10.1 to the Form 8-K filed on June 8, 2012, and incorporated herein by reference).
|
|
|
|
10.3
|
|
First Amendment to Employment Agreement between United Insurance Holdings Corp. and Mr. John Forney, dated June 12, 2012 (included as exhibit 10.2 to the Form 8-K filed on June 8, 2012, and incorporated herein by reference).
|
|
|
|
10.4
|
|
Florida Hurricane Catastrophe Fund Reimbursement Contract between United Property & Casualty Insurance Company and the State Board of Administration of Florida and including Addenda 1, effective June 1, 2012 (included as exhibit 10.1 to the Form 8-K filed on June 26, 2012, and incorporated herein by reference).
|
|
|
|
10.5
|
|
Form of INCR Property Catastrophe Excess of Loss Reinsurance Agreement between United Property & Casualty Insurance Company and Various Reinsurance Companies, effective June 1, 2012 (included as exhibit 10.2 to the Form 8-K filed on June 26, 2012, and incorporated herein by reference).
|
|
|
|
10.6
|
|
Form of Combined Coverage Property Catastrophe Excess of Loss Reinsurance Agreement between United Property & Casualty Insurance Company and Various Reinsurance Companies, effective June 1, 2012 (included as exhibit 10.3 to the Form 8-K filed on June 26, 2012, and incorporated herein by reference).
|
|
|
|
10.7
|
|
Form of Property Catastrophe Excess of Loss Reinsurance Agreement between United Property & Casualty Insurance Company and Various Reinsurance Companies, effective June 1, 2012 (included as exhibit 10.4 to the Form 8-K filed on June 26, 2012, and incorporated herein by reference).
|
|
|
|
10.8
|
|
Form of Reinstatement Premium Protection Reinsurance Agreement between United Property & Casualty Insurance Company and Various Reinsurance Companies, effective June 1, 2012 (included as exhibit 10.5 to the Form 8-K filed on June 26, 2012, and incorporated herein by reference).
|
|
|
|
10.9
|
|
Form of Multi-Line Per Risk Excess of Loss Reinsurance Agreement between United Property & Casualty Insurance Company and Various Reinsurance Companies, effective June 1, 2012 (included as exhibit 10.6 to the Form 8-K filed on June 26, 2012, and incorporated herein by reference).
|
|
|
|
10.10
|
|
Form of Property Catastrophe Excess of Loss Reinsurance Agreement between United Property & Casualty Insurance Company and UPC Re, effective June 1, 2012 (included as exhibit 10.7 to the Form 8-K filed on June 26, 2012, and incorporated herein by reference).
|
|
|
|
10.11
|
|
Federal Income Tax Allocation Agreement between United Insurance Holdings Corp., United Insurance Management, L.C., Skyway Claims Services, LLC, United Property & Casualty Insurance Company, and UPC Re dated July 1, 2012.
|
|
|
|
31.1
|
|
Certification of Principal Executive Officer pursuant to Section 302 of the Sarbanes-Oxley Act.
|
|
|
|
31.2
|
|
Certification of Principal Financial Officer pursuant to Section 302 of the Sarbanes-Oxley Act.
|
|
|
|
32.1
|
|
Certification of Principal Executive Officer pursuant to Section 906 of the Sarbanes-Oxley Act.
|
|
|
|
32.2
|
|
Certification of Principal Financial Officer pursuant to Section 906 of the Sarbanes-Oxley Act.
|
|
|
|
101.INS
|
|
XBRL Instance Document
|
|
|
|
101.SCH
|
|
XBRL Taxonomy Extension Schema
|
|
|
|
101.CAL
|
|
XBRL Taxonomy Extension Calculation Linkbase
|
|
|
|
101.DEF
|
|
XBRL Taxonomy Extension Definition Linkbase
|
|
|
|
101.LAB
|
|
XBRL Taxonomy Extension Label Linkbase
|
|
|
|
101.PRE
|
|
XBRL Taxonomy Extension Presentation Linkbase
|
|
|
UNITED INSURANCE HOLDINGS CORP.
|
|
|
|
August 8, 2012
|
By:
|
/s/ John L. Forney
|
|
|
John L. Forney, Chief Executive Officer
(principal executive officer and duly authorized officer)
|
August 8, 2012
|
By:
|
/s/ John F. Rohloff
|
|
|
John F. Rohloff, Interim Chief Financial Officer
(principal financial officer and principal accounting officer)
|
|
|
|
FMG ACQUISITION CORP.
|
||
|
|
|
By:
|
|
___________________________
|
|
|
Name: Donald J. Cronin
|
|
|
Title: Chief Executive Officer
|
1.
|
Consolidated Return Election.
If at any time and from time to time Parent so elects, all Members will join in the filing of a consolidated federal income tax return for the Affiliated Group for such initial period, and for any subsequent taxable period for which the Affiliated Group is required or permitted to file such a return. Each Member agrees to file such consents, elections and other documents and take such other action as may be necessary or appropriate to carry out the purpose of this Paragraph 1. Any period for which a Member is included in a consolidated federal income tax return filed by the Affiliated Group is referred to in this Agreement as a "Consolidated Return Year."
|
2.
|
Appointment of Parent as Agent.
Parent is hereby appointed as agent for the Subsidiaries in the preparing and filing of tax returns and payment of consolidated federal income taxes, pursuant to the applicable provisions of the Code for the initial tax year, and any tax year thereafter where 80 percent or more of the issued and outstanding stock of a Subsidiary as defined in Code Section 1504(a)(2) and the related Regulations is owned directly or indirectly by the Parent for all or any portion of such year.
|
3.
|
Payment to Parent by Subsidiary.
The Subsidiaries agree to pay Parent for all years or portions of years where the Subsidiary is included in the consolidated federal income tax return with Parent the portions of the consolidated federal income tax liability attributable to the Subsidiary as determined in accordance with Paragraph 4 below. All tax payments are to be settled within 90 days of filing the tax return.
|
4.
|
Computation of Tax Liability to Parent for Consolidated Return Year.
|
a.
|
Each Subsidiary agrees to pay to Parent, at the times specified in Paragraphs 5 and 6, the amount (if any) of the consolidated federal income tax liability attributable to the Subsidiary determined under the methods prescribed in Regulation Sections 1.1552-1(a)(1) and 1.1502-33(d)(3). The percentage method compensates a Member for the use of its losses in the year a Member's losses are absorbed by the Affiliated Group.
|
b.
|
The absorption of losses under the percentage method shall first be determined by the year in which such losses were generated. All losses, with the exception of losses generated by UPC Re, shall be absorbed in the order in which they were generated.
|
c.
|
Parent shall calculate the payments due to it from the Subsidiaries under this Paragraph 4, and Paragraphs 5 and 6, in a manner consistent with the tax elections, methods of accounting, and other positions taken by Parent on the Affiliated Group's consolidated federal income tax return.
|
d.
|
Any consolidated alternative minimum tax (“AMT”) will be allocated among the Parent and the Subsidiaries in accordance with the provisions of Proposed Regulation Section 1.1552-1(g).
|
5.
|
Interim Estimated Payments.
The Subsidiaries shall advance to Parent amounts necessary to reimburse Parent for that portion of any estimated federal income tax payments attributable to the inclusion of such Subsidiary in the Affiliated Group. These amounts shall be computed on an interim basis as described in Paragraph 4. The Subsidiaries shall pay Parent within 30 days of receiving notice from the Parent of the amount due. Any amounts so paid for any year shall be credited against the amounts payable to Parent for such year pursuant to Paragraph 4, and any excess resulting from such payments, at the option of the Parent, shall either be refunded by Parent to such Subsidiary within 30 days of a determination that such excess exists or shall be applied to future interim estimated payments due from such Subsidiary.
|
6.
|
Tax Adjustments.
|
a.
|
In the event of any adjustment to the tax returns of the Affiliated Group as filed (by reason of an amended return, claim for refund, or an audit by the Internal Revenue Service (IRS)), the liabilities of the Members, including Parent, under Paragraphs 4 and 5, shall be re-determined to give effect to any such adjustment as if it was made as part of the original computation of tax liability. Corresponding adjusting payments among Members will be made within 30 days after any such payments are made to or
refunds are received from the IRS or, in the case of contested proceedings, within 30 days after a final resolution of the dispute. To the extent that the IRS imposes interest and penalties or interest is included in any refund, any adjusting payment among the Members shall reflect the same in an equitable manner.
|
b.
|
It
is agreed that Parent shall be responsible for coordinating and overseeing any IRS examinations. All expenses of the examination and of defending any final or proposed adjustments directly identifiable with a Member shall be borne by that Member. All costs and expenses not specifically identifiable with a Member shall be allocated based upon relevant facts and circumstances as Parent deems just and proper.
|
c.
|
The Subsidiaries agree that they will inform Parent promptly of all questions raised by the IRS in conducting an examination of federal income tax returns and shall cooperate with Parent's accountants, tax advisors, and counsel in preparing responses to IRS information requests and proposed adjustments.
|
d.
|
The Subsidiaries agree that any adjustments to its tax liabilities arising out of an examination by the IRS shall be computed on the basis of agreement reached by Parent and the IRS, or on the basis of the decision of a court of applicable jurisdiction.
|
e.
|
The Subsidiaries hereby waive any and all present and future claims against Parent relating to a compromise, arrangement or agreement between Parent and the IRS based upon an allegation that such compromise, arrangement or agreement improperly causes overstatements of their liabilities to Parent, or that such Subsidiary could have reached more favorable agreements with the IRS on a separate company basis, unless such overstatements result from gross negligence or fraudulent conduct on the part of Parent, its agents, or representatives.
|
7.
|
New Members.
Any subsidiary of Parent from time to time shall be subject to this Agreement. If at any time Parent acquires or creates one or more subsidiary corporations that become members of the Affiliated Group, they shall be subject to this Agreement, and the term Affiliated Group as used herein shall be deemed to include such subsidiaries.
|
8.
|
Successors.
This Agreement shall be binding on and inure to the benefit of successors to all the parties hereto (including without limit any successor of any Member succeeding to the tax attributes of such Member under Section 381 of the Code), to the same extent as if such successor had been an original party to the Agreement.
|
9.
|
Execution of Documents.
Each Member agrees to cause its proper officers to execute the documents, including, but not limited to, statements, elections, certificates, and schedules deemed necessary by the Parent's tax advisors to the Affiliated Group's federal income tax return in order to carry out the intent of the provisions of the applicable law and regulations thereunder in effect from time to time.
|
10.
|
Termination.
This Agreement shall be terminated if:
|
a.
|
All Members agree in writing to such termination; or
|
b.
|
The Affiliated Group fails to file a consolidated federal income tax return for any taxable year; or
|
c.
|
A Subsidiary ceases to be a member of the Affiliated Group but, then, termination of this Agreement is only with respect to such Subsidiary. Termination of this Agreement shall not affect the obligations of the Members for any taxable year ending on or prior to termination, except that no carryback from a year to which this Agreement does not apply shall be taken into account in applying this Agreement to any taxable year ending on or prior to termination.
|
11.
|
Departing Members.
|
a.
|
Except as provided in Paragraph 11, a Member whose membership in the Affiliated Group ceases or is terminated for any reason whatsoever shall not have any further remedies, rights, or obligations under this Agreement.
|
b.
|
Notwithstanding the termination of a Member, the provisions of this Agreement will remain in effect with respect to such Member, with respect to any period of time during the tax year in which the departure occurs, for which the income of the departing member must be included in the consolidated federal income tax return.
|
12.
|
Availability of Records.
Notwithstanding termination of this Agreement, all material including, but not limited to, returns, supporting schedules, work papers, correspondence and other documents relating to the consolidated return shall be available to any Member during regular business hours.
|
13.
|
Assignability.
No Member shall assign this Agreement without the prior written consent of the other Members.
|
14.
|
Applicable Law.
Tax calculations shall be made pursuant to the Code and Regulations. In all other respects this Agreement shall be construed in accordance with the laws of the State of Florida without regard to conflict of law provisions.
|
15.
|
Modification.
The Subsidiaries agree that Parent shall have the authority to make any necessary alterations to this Agreement to comply with any changes or amendments in the provisions of the Code or Regulations enacted thereunder relating to consolidated federal income tax returns. The Members hereby consent to the application of all Code and Regulations sections relating to the filing of consolidated federal income tax returns. Subject to the rights of Parent to modify the provisions of this Agreement for purposes of conforming with the applicable provisions of the Code related to filing consolidated federal income tax returns, and the Regulations thereunder, all alterations, modifications, and amendments of this Agreement shall be in writing and signed by all Members.
|
/s/ John L. Forney
|
|
|
|
John L. Forney
Chief Executive Officer
(principal executive officer)
|
|
|
|
August 8, 2012
|
|
/s/ John F. Rohloff
|
|
|
|
John F. Rohloff
Interim Chief Financial Officer
(principal financial officer and principal accounting officer)
|
|
|
|
August 8, 2012
|
|
1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of United Insurance Holdings Corp.
|
By:
|
/s/ John L. Forney
|
|
|
|
|
John L. Forney
Chief Executive Officer
(principal executive officer)
|
August 8, 2012
|
1)
|
The Report fully complies with the requirements of Section 13(a) or 15(d) of the Securities Exchange Act of 1934; and
|
2)
|
The information contained in the Report fairly presents, in all material respects, the financial condition and results of operations of United Insurance Holdings Corp.
|
By:
|
/s/ John F. Rohloff
|
|
|
|
|
John F. Rohloff
Interim Chief Financial Officer
(principal financial officer and
principal accounting officer)
|
August 8, 2012
|
•
|
Second quarter 2012 net income of
$3.0 million
, or
$0.29
per share
|
•
|
Year-to-date 2012 net income of
$7.7 million
, or
$0.75
per share
|
•
|
Second quarter 2012 gross premiums written increased
19%
to
$77.9 million
|
•
|
Homeowners policies in force totaling
114,800
at
June 30, 2012
|
•
|
Cash and investment holdings of
$219.5 million
at
June 30, 2012
|
•
|
Book value per share of
$6.09
at
June 30, 2012
|
Webcast:
|
To listen to the live webcast, please go to
www.upcic.com
(Events and Presentations) and click on the conference call link, or go to
:
http://www.investorcalendar.com/IC/CEPage.asp?ID=169262.
|
CONTACT:
|
|
OR
|
|
INVESTOR RELATIONS:
|
United Insurance Holdings Corp.
|
|
|
|
The Equity Group
|
John Rohloff
|
|
|
|
Adam Prior
|
Interim Chief Financial Officer
|
|
|
|
Vice President
|
(727) 895-7737 / jrohloff@upcic.com
|
|
|
|
(212) 836-9606 / aprior@equityny.com
|
|
|
|
|
|
|
|
|
|
Terry Downs
|
|
|
|
|
Account Executive
|
|
|
|
|
(212) 836-9615 / tdowns@equityny.com
|
|
|
Three Months Ended June 30,
|
|
Six Months Ended June 30,
|
||||||||||||
|
|
2012
|
|
2011
|
|
2012
|
|
2011
|
||||||||
REVENUE:
|
|
|
|
|
|
|
|
|
||||||||
Gross premiums written
|
|
$
|
77,928
|
|
|
$
|
65,296
|
|
|
$
|
135,924
|
|
|
$
|
116,071
|
|
Increase in gross unearned premiums
|
|
(23,479
|
)
|
|
(21,037
|
)
|
|
(30,799
|
)
|
|
(31,446
|
)
|
||||
Gross premiums earned
|
|
54,449
|
|
|
44,259
|
|
|
105,125
|
|
|
84,625
|
|
||||
Ceded premiums earned
|
|
(24,727
|
)
|
|
(21,960
|
)
|
|
(47,613
|
)
|
|
(43,218
|
)
|
||||
Net premiums earned
|
|
$
|
29,722
|
|
|
$
|
22,299
|
|
|
57,512
|
|
|
41,407
|
|
||
Net investment income
|
|
777
|
|
|
700
|
|
|
1,524
|
|
|
1,234
|
|
||||
Net realized gains
|
|
37
|
|
|
112
|
|
|
118
|
|
|
112
|
|
||||
Other revenue
|
|
1,028
|
|
|
884
|
|
|
1,913
|
|
|
1,710
|
|
||||
Total revenue
|
|
$
|
31,564
|
|
|
$
|
23,995
|
|
|
61,067
|
|
|
44,463
|
|
||
EXPENSES:
|
|
|
|
|
|
|
|
|
||||||||
Losses and loss adjustment expenses
|
|
12,969
|
|
|
12,601
|
|
|
22,451
|
|
|
20,985
|
|
||||
Policy acquisition costs
|
|
8,878
|
|
|
7,181
|
|
|
17,131
|
|
|
13,725
|
|
||||
Operating expenses
|
|
1,757
|
|
|
1,503
|
|
|
3,190
|
|
|
2,800
|
|
||||
General and administrative expenses
|
|
2,300
|
|
|
2,054
|
|
|
5,093
|
|
|
4,417
|
|
||||
Interest expense
|
|
129
|
|
|
157
|
|
|
212
|
|
|
311
|
|
||||
Total expenses
|
|
$
|
26,033
|
|
|
$
|
23,496
|
|
|
48,077
|
|
|
42,238
|
|
||
Income before other expenses
|
|
5,531
|
|
|
499
|
|
|
12,990
|
|
|
2,225
|
|
||||
Other expenses
|
|
293
|
|
|
279
|
|
|
269
|
|
|
279
|
|
||||
Income before income taxes
|
|
$
|
5,238
|
|
|
$
|
220
|
|
|
12,721
|
|
|
1,946
|
|
||
Provision for income taxes
|
|
2,247
|
|
|
131
|
|
|
4,982
|
|
|
733
|
|
||||
Net income
|
|
$
|
2,991
|
|
|
$
|
89
|
|
|
$
|
7,739
|
|
|
$
|
1,213
|
|
OTHER COMPREHENSIVE INCOME:
|
|
|
|
|
|
|
|
|
||||||||
Change in net unrealized gain on investments
|
|
966
|
|
|
1,091
|
|
|
1,600
|
|
|
1,029
|
|
||||
Reclassification adjustment for net realized investment gains
|
|
(37
|
)
|
|
(112
|
)
|
|
(118
|
)
|
|
(112
|
)
|
||||
Reclassification adjustment for note impairment
|
|
—
|
|
|
—
|
|
|
—
|
|
|
—
|
|
||||
Income tax expense related to items of other comprehensive income
|
|
(359
|
)
|
|
(377
|
)
|
|
(572
|
)
|
|
(354
|
)
|
||||
Total comprehensive income
|
|
$
|
3,561
|
|
|
$
|
691
|
|
|
$
|
8,649
|
|
|
$
|
1,776
|
|
|
|
|
|
|
|
|
|
|
||||||||
Weighted average shares outstanding
|
|
|
|
|
|
|
|
|
||||||||
Basic and Diluted
|
|
10,361,849
|
|
|
10,473,717
|
|
|
10,361,849
|
|
|
10,523,548
|
|
||||
|
|
|
|
|
|
|
|
|
||||||||
Earnings per share
|
|
|
|
|
|
|
|
|
||||||||
Basic and Diluted
|
|
$
|
0.29
|
|
|
$
|
0.01
|
|
|
$
|
0.75
|
|
|
$
|
0.12
|
|
|
|
|
|
|
|
|
|
|
||||||||
Dividends declared per share
|
|
$
|
—
|
|
|
$
|
—
|
|
|
$
|
0.05
|
|
|
$
|
—
|
|
|
|
June 30, 2012
|
|
December 31, 2011
|
||||
ASSETS
|
|
(Unaudited)
|
|
|
||||
Investments available for sale, at fair value:
|
|
|
|
|
||||
Fixed maturities (amortized cost of $118,373 and $116,863, respectively)
|
|
$
|
123,277
|
|
|
$
|
120,378
|
|
Equity securities (adjusted cost of $3,406 and $3,284, respectively)
|
|
3,794
|
|
|
3,581
|
|
||
Other long-term investments
|
|
300
|
|
|
300
|
|
||
Total investments
|
|
$
|
127,371
|
|
|
$
|
124,259
|
|
Cash and cash equivalents
|
|
92,130
|
|
|
41,639
|
|
||
Accrued investment income
|
|
983
|
|
|
986
|
|
||
Premiums receivable, net of allowances for credit losses of $86 and $77, respectively
|
|
17,938
|
|
|
11,205
|
|
||
Reinsurance recoverable on paid and unpaid losses
|
|
3,470
|
|
|
4,458
|
|
||
Prepaid reinsurance premiums
|
|
103,834
|
|
|
40,968
|
|
||
Deferred policy acquisition costs
|
|
16,779
|
|
|
12,324
|
|
||
Other assets
|
|
3,524
|
|
|
4,376
|
|
||
Total Assets
|
|
$
|
366,029
|
|
|
$
|
240,215
|
|
LIABILITIES AND STOCKHOLDERS' EQUITY
|
|
|
|
|
||||
Liabilities:
|
|
|
|
|
||||
Unpaid losses and loss adjustment expenses
|
|
$
|
33,150
|
|
|
$
|
33,600
|
|
Unearned premiums
|
|
130,929
|
|
|
100,130
|
|
||
Reinsurance payable
|
|
106,263
|
|
|
16,571
|
|
||
Other liabilities
|
|
16,095
|
|
|
17,866
|
|
||
Notes payable
|
|
16,471
|
|
|
17,059
|
|
||
Total Liabilities
|
|
$
|
302,908
|
|
|
$
|
185,226
|
|
Commitments and contingencies
|
|
|
|
|
|
|
||
Stockholders' Equity:
|
|
|
|
|
||||
Common stock, $0.0001 par value; 50,000,000 shares authorized; 10,573,932 issued; 10,361,849 outstanding
|
|
1
|
|
|
1
|
|
||
Additional paid-in capital
|
|
75
|
|
|
75
|
|
||
Treasury shares, at cost; 212,083 shares
|
|
(431
|
)
|
|
(431
|
)
|
||
Accumulated other comprehensive income
|
|
3,252
|
|
|
2,341
|
|
||
Retained earnings
|
|
60,224
|
|
|
53,003
|
|
||
Total Stockholders' Equity
|
|
$
|
63,121
|
|
|
$
|
54,989
|
|
Total Liabilities and Stockholders' Equity
|
|
$
|
366,029
|
|
|
$
|
240,215
|
|