KINGSTONE COMPANIES, INC. - Quarter Report: 2017 June (Form 10-Q)
UNITED STATES
SECURITIES
AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark one)
☑
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QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
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For the quarterly period ended June 30, 2017
OR
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☐
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TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES
EXCHANGE ACT OF 1934
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For the transition period from _________to _________
Commission File Number 0-1665
KINGSTONE COMPANIES,
INC.
(Exact name of registrant as specified in its charter)
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Delaware
(State or other jurisdiction of incorporation or
organization)
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36-2476480
(I.R.S. Employer Identification Number)
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15 Joys Lane
Kingston, NY 12401
(Address of principal executive offices)
(845) 802-7900
(Registrant’s telephone number, including area
code)
Indicate
by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities
Exchange Act of 1934 during the preceding 12 months (or for
such shorter period that the registrant was required to file such
reports), and (2) has been subject to such filing requirements
for the past 90 days. Yes ☑
No ☐
Indicate
by check mark whether the registrant has submitted electronically
and posted on its corporate Web site, if any, every Interactive
Data File required to be submitted and posted pursuant to Rule 405
of Regulation S-T (§ 232.405 of this chapter) during the
preceding 12 months (or for such shorter period that the registrant
was required to submit and post such files). Yes ☑
No ☐
Indicate
by check mark whether the registrant is a large accelerated filer,
an accelerated filer, a non-accelerated filer or a smaller
reporting company. See the definitions of “large accelerated
filer”, “accelerated filer”, and “smaller
reporting company” in Rule 12b-2 of the Exchange Act. (Check
one):
Large accelerated filer
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☐
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Accelerated filer
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☐
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Non-accelerated filer
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☐ (Do
not check if a smaller reporting company)
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Smaller reporting company
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☑
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Emerging growth company
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☐
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If an emerging growth company, indicate by check mark if the
registrant has elected not to use the extended transition period
for complying with any new or revised financial accounting
standards provided pursuant to Section 13(a) of the Exchange
Act. ☐
Indicate
by check mark whether the registrant is a shell company (as defined
in Rule 12b-2 of the Exchange Act).
Yes ☐ No ☑
As of
August 10, 2017 there were 10,630,492 shares of the
registrant’s common stock outstanding.
KINGSTONE COMPANIES, INC.
INDEX
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PAGE
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PART I — FINANCIAL INFORMATION
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2
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Item 1
—
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Financial
Statements
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2
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Condensed
Consolidated Balance Sheets at June 30, 2017 (Unaudited) and
December 31, 2016
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2
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Condensed
Consolidated Statements of Income and Comprehensive Income for the
three months and six months ended June 30, 2017 (Unaudited) and
2016 (Unaudited)
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3
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Condensed
Consolidated Statement of Stockholders’ Equity for the six
months ended June 30, 2017 (Unaudited)
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4
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Condensed
Consolidated Statements of Cash Flows for the three months and six
months ended June 30, 2017 (Unaudited) and 2016
(Unaudited)
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5
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Notes
to Condensed Consolidated Financial Statements
(Unaudited)
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6
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Item 2
—
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Management’s
Discussion and Analysis of Financial Condition and Results of
Operations
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34
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Item 3
—
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Quantitative
and Qualitative Disclosures About Market Risk
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66
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Item 4
—
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Controls
and Procedures
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66
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PART II — OTHER INFORMATION
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68
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Item 1
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Legal
Proceedings
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68
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Item 1A
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Risk
Factors
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68
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Item 2
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Unregistered
Sales of Equity Securities and Use of Proceeds
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68
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Item 3
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Defaults
Upon Senior Securities
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68
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Item 4
—
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Mine
Safety Disclosures
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68
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Item 5
—
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Other
Information
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68
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Item 6
—
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Exhibits
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69
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Signatures
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70
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EXHIBIT
3(a)
EXHIBIT
3(b)
EXHIBIT
31(a)
EXHIBIT
31(b)
EXHIBIT
32
EXHIBIT 101.INS
XBRL Instance Document
EXHIBIT 101.SCH
XBRL Taxonomy Extension Schema
EXHIBIT 101.CAL
XBRL Taxonomy Extension Calculation Linkbase
EXHIBIT 101.DEF
XBRL Taxonomy Extension Definition Linkbase
EXHIBIT 101.LAB
XBRL Taxonomy Extension Label Linkbase
EXHIBIT 101.PRE
XBRL Taxonomy Extension Presentation Linkbase
Forward-Looking Statements
This
Quarterly Report on Form 10-Q contains forward-looking statements
as that term is defined in the federal securities laws. The events
described in forward-looking statements contained in this Quarterly
Report may not occur. Generally, these statements relate to
business plans or strategies, projected or anticipated benefits or
other consequences of our plans or strategies, projected or
anticipated benefits from acquisitions to be made by us, or
projections involving anticipated revenues, earnings or other
aspects of our operating results. The words "may," "will,"
"expect," "believe," "anticipate," "project," "plan," "intend,"
"estimate," and "continue," and their opposites and similar
expressions are intended to identify forward-looking statements. We
caution you that these statements are not guarantees of future
performance or events and are subject to a number of uncertainties,
risks and other influences, many of which are beyond our control
that may influence the accuracy of the statements and the
projections upon which the statements are based. Factors which may
affect our results include, but are not limited to, the risks and
uncertainties discussed in Item 7 of our Annual Report on Form 10-K
for the year ended December 31, 2016 under “Factors That May
Affect Future Results and Financial Condition.”
Any one
or more of these uncertainties, risks and other influences could
materially affect our results of operations and whether
forward-looking statements made by us ultimately prove to be
accurate. Our actual results, performance and achievements could
differ materially from those expressed or implied in these
forward-looking statements. We undertake no obligation to publicly
update or revise any forward-looking statements, whether from new
information, future events or otherwise.
1
PART I. FINANCIAL
INFORMATION
Item 1.
Financial
Statements.
KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
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Condensed Consolidated Balance Sheets
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June
30,
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December
31,
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2017
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2016
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(unaudited)
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Assets
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Fixed-maturity
securities, held-to-maturity, at amortized cost (fair value
of
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$5,193,772
at June 30, 2017 and $5,298,119 at December 31, 2016)
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$4,895,894
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$5,094,902
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Fixed-maturity
securities, available-for-sale, at fair value (amortized cost
of
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$111,374,779
at June 30, 2017 and $80,596,628 at December 31, 2016)
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112,423,511
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80,428,828
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Equity
securities, available-for-sale, at fair value (cost of
$11,311,097
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at
June 30, 2017 and $9,709,385 at December 31, 2016)
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11,772,818
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9,987,686
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Total
investments
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129,092,223
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95,511,416
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Cash
and cash equivalents
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14,357,465
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12,044,520
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Premiums
receivable, net
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13,126,077
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11,649,398
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Reinsurance
receivables, net
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34,543,843
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32,197,765
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Deferred
policy acquisition costs
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13,284,665
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12,239,781
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Intangible
assets, net
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1,180,000
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1,350,000
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Property
and equipment, net
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3,838,351
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3,011,373
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Other
assets
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1,268,699
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1,442,209
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Total assets
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$210,691,323
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$169,446,462
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Liabilities
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Loss
and loss adjustment expense reserves
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$44,196,576
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$41,736,719
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Unearned
premiums
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59,034,845
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54,994,375
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Advance
premiums
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2,169,979
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1,421,560
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Reinsurance
balances payable
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2,803,939
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2,146,017
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Deferred
ceding commission revenue
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7,228,966
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6,851,841
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Accounts
payable, accrued expenses and other liabilities
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4,598,774
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5,448,448
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Deferred
income taxes
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339,840
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166,949
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Total liabilities
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120,372,919
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112,765,909
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Commitments and Contingencies
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Stockholders' Equity
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Preferred
stock, $.01 par value; authorized 2,500,000 shares
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-
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-
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Common
stock, $.01 par value; authorized 20,000,000 shares; issued
11,600,288 shares
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at
June 30, 2017 and 8,896,335 at December 31, 2016;
outstanding
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10,622,491
shares at June 30, 2017 and 7,921,866 shares at December 31,
2016
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116,002
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88,963
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Capital
in excess of par
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68,218,302
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37,950,401
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Accumulated
other comprehensive income
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996,899
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72,931
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Retained
earnings
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23,031,059
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20,563,720
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92,362,262
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58,676,015
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Treasury
stock, at cost, 977,797 shares at June 30, 2017
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and
974,469 shares at December 31, 2016
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(2,043,858)
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(1,995,462)
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Total stockholders' equity
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90,318,404
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56,680,553
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Total liabilities and stockholders' equity
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$210,691,323
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$169,446,462
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See accompanying notes to condensed consolidated financial
statements.
2
KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Income and Comprehensive
Income (Unaudited)
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For the Three Months Ended
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For the Six Months Ended
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June 30,
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June 30,
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2017
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2016
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2017
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2016
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Revenues
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Net
premiums earned
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$16,953,727
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$15,010,875
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$33,323,475
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$29,542,550
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Ceding
commission revenue
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3,305,938
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2,569,025
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6,490,390
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5,339,362
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Net
investment income
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1,026,004
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764,070
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1,883,804
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1,577,127
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Net
realized gains on investments
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130,423
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283,432
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75,917
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363,868
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Other
income
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308,159
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284,508
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597,859
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533,855
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Total
revenues
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21,724,251
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18,911,910
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42,371,445
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37,356,762
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Expenses
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Loss
and loss adjustment expenses
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7,454,922
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5,786,836
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15,747,918
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15,270,691
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Commission
expense
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5,101,566
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4,526,208
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9,990,544
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8,796,274
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Other
underwriting expenses
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4,199,616
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3,596,134
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8,412,033
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6,942,575
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Other
operating expenses
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906,690
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432,696
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1,662,494
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761,935
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Depreciation
and amortization
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326,174
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289,173
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644,872
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573,001
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Total
expenses
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17,988,968
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14,631,047
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36,457,861
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32,344,476
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Income
from operations before taxes
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3,735,283
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4,280,863
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5,913,584
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5,012,286
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Income
tax expense
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1,224,891
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1,438,602
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1,932,612
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1,628,993
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Net income
|
2,510,392
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2,842,261
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3,980,972
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3,383,293
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Other comprehensive income, net of tax
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Gross
change in unrealized gains
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on
available-for-sale-securities
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951,047
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873,850
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1,475,869
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2,357,914
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Reclassification
adjustment for gains
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included
in net income
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(130,423)
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(283,432)
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(75,917)
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(363,868)
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Net
change in unrealized gains
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820,624
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590,418
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1,399,952
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1,994,046
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Income
tax expense related to items
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of
other comprehensive income
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(279,012)
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(200,742)
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(475,984)
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(677,976)
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Other comprehensive income, net of tax
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541,612
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389,676
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923,968
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1,316,070
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Comprehensive income
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$3,052,004
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$3,231,937
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$4,904,940
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$4,699,363
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Earnings per common share:
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Basic
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$0.24
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$0.36
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$0.39
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$0.45
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Diluted
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$0.23
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$0.36
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$0.39
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$0.44
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Weighted average common shares outstanding
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Basic
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10,622,496
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7,794,347
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10,145,772
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7,558,366
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Diluted
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10,822,577
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7,853,284
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10,337,213
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7,607,231
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Dividends declared and paid per common share
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$0.0800
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$0.0625
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$0.1425
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$0.1250
|
See accompanying notes to condensed consolidated financial
statements.
3
KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
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Condensed Consolidated Statement of Stockholders' Equity
(Unaudited)
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Six months ended June 30, 2017
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Accumulated
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Capital
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Other
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Preferred Stock
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Common Stock
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in Excess
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Comprehensive
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Retained
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Treasury Stock
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Shares
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Amount
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Shares
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Amount
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of Par
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Income
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Earnings
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Shares
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Amount
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Total
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Balance,
January 1, 2017
|
-
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$-
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8,896,335
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$88,963
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$37,950,401
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$72,931
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$20,563,720
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974,469
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$(1,995,462)
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$56,680,553
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Proceeds from
public offering, net of
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offering costs
of $2,173,000
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-
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-
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2,692,500
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26,925
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30,109,774
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-
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-
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-
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-
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30,136,699
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Stock-based
compensation
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-
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-
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-
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-
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127,768
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-
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-
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-
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-
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127,768
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Vesting of
restricted stock awards
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-
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-
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5,621
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56
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(56)
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-
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-
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-
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-
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-
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Shares
deducted from restricted stock
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|
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awards for
payment of withholding taxes
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(584)
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(6)
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(8,882)
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(8,888)
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Exercise of
stock options
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-
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-
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6,416
|
64
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39,297
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-
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-
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-
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-
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39,361
|
Acquisition of
treasury stock
|
-
|
-
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-
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-
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-
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-
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-
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3,328
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(48,396)
|
(48,396)
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Dividends
|
-
|
-
|
-
|
-
|
-
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-
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(1,513,633)
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-
|
-
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(1,513,633)
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Net
income
|
-
|
-
|
-
|
-
|
-
|
-
|
3,980,972
|
-
|
-
|
3,980,972
|
Change in
unrealized gains on available-
|
|
|
|
|
|
|
|
|
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|
for-sale
securities, net of tax
|
-
|
-
|
-
|
-
|
-
|
923,968
|
-
|
-
|
-
|
923,968
|
Balance, June
30, 2017
|
-
|
$-
|
11,600,288
|
$116,002
|
$68,218,302
|
$996,899
|
$23,031,059
|
977,797
|
$(2,043,858)
|
$90,318,404
|
See accompanying notes to condensed consolidated financial
statements.
4
KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
|
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|
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Condensed Consolidated Statements of Cash Flows
(Unaudited)
|
|
|
Six months ended June 30,
|
2017
|
2016
|
|
|
|
Cash flows from operating activities:
|
|
|
Net
income
|
$3,980,972
|
$3,383,293
|
Adjustments
to reconcile net income to net cash flows provided by operating
activities:
|
|
|
Net
realized gains on sale of investments
|
(75,917)
|
(363,868)
|
Depreciation
and amortization
|
644,872
|
573,001
|
Amortization
of bond premium, net
|
258,269
|
167,488
|
Stock-based
compensation
|
127,768
|
66,326
|
Deferred
income tax expense
|
(303,093)
|
(125,559)
|
(Increase)
decrease in operating assets:
|
|
|
Premiums
receivable, net
|
(1,476,679)
|
(628,529)
|
Reinsurance
receivables, net
|
(2,346,078)
|
(4,084,209)
|
Deferred
policy acquisition costs
|
(1,044,884)
|
(712,750)
|
Other
assets
|
173,510
|
(196,719)
|
Increase
(decrease) in operating liabilities:
|
|
|
Loss
and loss adjustment expense reserves
|
2,459,857
|
4,458,724
|
Unearned
premiums
|
4,040,470
|
2,570,009
|
Advance
premiums
|
748,419
|
589,746
|
Reinsurance
balances payable
|
657,922
|
2,216,854
|
Deferred
ceding commission revenue
|
377,125
|
227,921
|
Accounts
payable, accrued expenses and other liabilities
|
(849,674)
|
(329,177)
|
Net cash flows provided by operating activities
|
7,372,859
|
7,812,551
|
|
|
|
Cash flows from investing activities:
|
|
|
Purchase
- fixed-maturity securities available-for-sale
|
(36,818,402)
|
(23,339,058)
|
Purchase
- equity securities available-for-sale
|
(2,275,929)
|
(5,585,777)
|
Redemption
- fixed-maturity securities held-to-maturity
|
200,000
|
-
|
Sale
or maturity - fixed-maturity securities
available-for-sale
|
5,732,151
|
14,314,798
|
Sale
- equity securities available-for-sale
|
798,973
|
4,212,336
|
Acquisition
of fixed assets
|
(1,301,850)
|
(326,575)
|
Other
investing activities
|
-
|
250,448
|
Net cash flows used in investing activities
|
(33,665,057)
|
(10,473,828)
|
|
|
|
Cash flows from financing activities:
|
|
|
Net
proceeds from issuance of common stock
|
30,136,699
|
4,813,574
|
Proceeds
from exercise of stock options
|
39,361
|
-
|
Purchase
of treasury stock
|
(48,396)
|
(113,267)
|
Withholding
taxes paid on vested retricted stock awards
|
(8,888)
|
-
|
Dividends
paid
|
(1,513,633)
|
(952,128)
|
Net cash flows provided by financing activities
|
28,605,143
|
3,748,179
|
|
|
|
Increase
in cash and cash equivalents
|
$2,312,945
|
$1,086,902
|
Cash
and cash equivalents, beginning of period
|
12,044,520
|
13,551,372
|
Cash and cash equivalents, end of period
|
$14,357,465
|
$14,638,274
|
|
|
|
Supplemental disclosures of cash flow information:
|
|
|
Cash
paid for income taxes
|
$1,762,000
|
$1,747,466
|
See accompanying notes to condensed consolidated financial
statements.
5
KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS
(Unaudited)
Note 1 - Nature of Business and Basis of Presentation
Kingstone
Companies, Inc. (referred to herein as "Kingstone" or the
“Company”), through its wholly owned subsidiary,
Kingstone Insurance Company (“KICO”), underwrites
property and casualty insurance to small businesses and individuals
exclusively through independent agents and brokers. KICO is a
licensed insurance company in the States of New York, New Jersey,
Connecticut, Pennsylvania, Rhode Island and Texas. KICO is
currently offering its property and casualty insurance products in
New York, New Jersey and Pennsylvania; although New Jersey is now a
growing expansion market for the Company, KICO currently writes
substantially all of its business in New York.
The
accompanying unaudited condensed consolidated financial statements
included in this report have been prepared in accordance with
accounting principles generally accepted in the United States
(“GAAP”) for interim financial information and the
instructions to Securities and Exchange Commission
(“SEC”) Form 10-Q and Article 8-03 of SEC
Regulation S-X. The principles for condensed interim financial
information do not require the inclusion of all the information and
footnotes required by generally accepted accounting principles for
complete financial statements. Therefore, these condensed
consolidated financial statements should be read in conjunction
with the consolidated financial statements as of and for the year
ended December 31, 2016 and notes thereto included in the
Company’s Annual Report on Form 10-K filed with the SEC on
March 16, 2017. The accompanying condensed consolidated financial
statements have not been audited by an independent registered
public accounting firm in accordance with standards of the Public
Company Accounting Oversight Board (United States) but, in the
opinion of management, such financial statements include all
adjustments, consisting only of normal recurring adjustments,
necessary for a fair statement of the Company’s financial
position and results of operations. The results of operations for
the six months ended June 30,
2017 may not be indicative of the results that may be
expected for the year ending December 31, 2017.
Note 2 – Accounting Policies
Use of Estimates
The preparation of financial statements in conformity with GAAP
requires management to make estimates and assumptions that affect
the reported amounts of assets and liabilities and disclosure of
contingent assets and liabilities at the date of the consolidated
financial statements and the reported amounts of revenues and
expenses during the reporting period. Such estimates and
assumptions, which include the reserves for losses and loss
adjustment expenses, are subject to considerable estimation error
due to the inherent uncertainty in projecting ultimate claim
amounts that will be reported and settled over a period of several
years. In addition, estimates and assumptions associated with
receivables under reinsurance contracts related to contingent
ceding commission revenue require considerable judgment by
management. On an on-going basis, management reevaluates its
assumptions and the methods of calculating its estimates. Actual
results may differ significantly from the estimates and assumptions
used in preparing the consolidated financial
statements.
6
Principles of Consolidation
The
consolidated financial statements consist of Kingstone and its
wholly owned subsidiaries: KICO and its wholly owned subsidiaries,
CMIC Properties, Inc. (“Properties”) and 15 Joys Lane,
LLC (“15 Joys Lane”), which together own the land and
building from which KICO operates. All significant inter-company
account balances and transactions have been eliminated in
consolidation.
Accounting Changes
In May
2015, the Financial Accounting Standards Board (“FASB”)
issued Accounting Standards Update (“ASU”) 2015-09,
Financial Services – Insurance (Topic 944): Disclosures About
Short-Duration Contracts. The updated accounting guidance requires
expanded disclosures for insurance entities that issue
short-duration contracts. The expanded disclosures are designed to
provide additional insight into an insurance entity’s ability
to underwrite and anticipate costs associated with insurance
claims. The disclosures include information about incurred and paid
claims development by accident year, on a net basis after
reinsurance, for the number of years claims incurred that typically
remain outstanding, not to exceed ten years. Each period presented
in the disclosure about claims development that precedes the
current reporting period is considered required supplementary
information. The expanded disclosures also include information
about significant changes in methodologies and assumptions, a
reconciliation of incurred and paid claims development to the
carrying amount of the liability for unpaid claims and claim
adjustment expenses, the total amount of incurred but not reported
liabilities plus expected development, claims frequency information
including the methodology used to determine claim frequency and any
changes to that methodology, and claim duration. The guidance
became effective for annual periods beginning after December 15,
2015, and interim periods beginning after December 15, 2016, and
has been applied retrospectively. The new guidance affected
disclosures only and had no impact on the Company’s results
of operations or financial position.
Effective
January 1, 2017, the Company has adopted the provisions of ASU
2016-09 – Compensation - Stock Compensation (Topic 718):
Improvements to Employee Share-Based Payment Accounting, which
requires recognition of all income tax effects from share-based
payments arising on or after January 1, 2017 (the Company’s
adoption date) in income tax expense. As a result, the Company
realized windfall tax benefits in the interim period of adoption of
approximately $5,000, which was recognized as a discrete period
income tax benefit as required by this ASU. This benefit resulted
in lowering the Company’s effective tax rate for the interim
period by 0.1%.
Accounting Pronouncements
In May
2014, FASB issued ASU 2014-09 – Revenue from Contracts with
Customers (Topic 606). The standard excludes from its scope the
accounting for insurance contracts, financial instruments, and
certain other agreements that are governed under other GAAP
guidance. The core principle of the new guidance is that an entity
should recognize revenue to reflect the transfer of goods and
services to customers in an amount equal to the consideration the
entity receives or expects to receive. ASU 2014-09, as amended by
ASU 2015-14, ASU 2016-08, ASU 2016-10 and ASU 2016-20, is effective
for annual reporting periods beginning after December 15, 2017,
including interim periods within that reporting period. Early
adoption is permitted for annual reporting periods beginning after
December 15, 2016. The Company will apply the guidance using a
modified retrospective approach. The Company does not expect these
amendments to have a material effect on its consolidated financial
statements.
In
January 2016, FASB issued ASU 2016-01 – Financial Instruments
– Overall (Subtopic 825-10): Recognition and Measurement of
Financial Assets and Financial Liabilities. The updated accounting
guidance requires changes to the reporting model for financial
instruments. The primary change for the Company is expected to be
the requirement for equity investments (except those accounted for
under the equity method of accounting or those that result in
consolidation of the investee) to be measured at fair value with
changes in fair value recognized in net income. The updated
guidance is effective for fiscal years beginning after December 15,
2017, including interim periods within those fiscal years. The
Company is currently evaluating the effect the updated guidance
will have on its consolidated financial statements.
7
In
February 2016, FASB issued ASU 2016-02 – Leases (Topic 842).
Under this ASU, lessees will recognize a right-of-use-asset and
corresponding liability on the balance sheet for all leases, except
for leases covering a period of fewer than 12 months. The liability
is to be measured as the present value of the future minimum lease
payments taking into account renewal options if applicable plus
initial incremental direct costs such as commissions. The minimum
payments are discounted using the rate implicit in the lease or, if
not known, the lessee’s incremental borrowing rate. The
lessee’s income statement treatment for leases will vary
depending on the nature of what is being leased. A financing type
lease is present when, among other matters, the asset is being
leased for a substantial portion of its economic life or has an
end-of-term title transfer or a bargain purchase option as in
today’s practice. The payment of the liability set up for
such leases will be apportioned between interest and principal; the
right-of use asset will be generally amortized on a straight-line
basis. If the lease does not qualify as a financing type lease, it
will be accounted for on the income statement as rent on a
straight-line basis. The guidance will be effective for the Company
for interim and annual reporting periods beginning after December
15, 2018. The Company will apply the guidance using a modified
retrospective approach. Early application is permitted. The Company
is evaluating whether the adoption of ASU 2016-02 will have a
significant impact on its consolidated results of operations,
financial position or cash flows.
In June
2016, FASB issued ASU 2016-13 - Financial Instruments - Credit
Losses (Topic 326): Measurement of Credit Losses on Financial
Instruments. The revised accounting guidance requires the
measurement of all expected credit losses for financial assets held
at the reporting date based on historical experience, current
conditions, and reasonable and supportable forecasts and requires
enhanced disclosures related to the significant estimates and
judgments used in estimating credit losses, as well as the credit
quality and underwriting standards of an organization’s
portfolio. In addition, ASU 2016-13 amends the accounting for
credit losses of available-for-sale debt securities and purchased
financial assets with credit deterioration. ASU 2016-13 will be
effective on January 1, 2020. The Company is currently evaluating
the effect the updated guidance will have on its consolidated
financial statements.
In
August 2016, FASB issued ASU 2016-15 - Statement of Cash Flows
(Topic 230): Classification of Certain Cash Receipts and Cash
Payments. The revised ASU provides accounting guidance for eight
specific cash flow issues. FASB issued the standard to clarify
areas where GAAP has been either unclear or lacking in specific
guidance. ASU 2016-15 will be effective for the Company for interim
and annual reporting periods beginning after December 15,
2018. Early adoption is
permitted, including adoption in an interim period. The Company is
currently evaluating the effect the updated guidance will have on
its consolidated statement of cash flows.
The
Company has determined that all other recently issued
accounting pronouncements will not have a material impact on its
consolidated financial position, results of operations and cash
flows, or do not apply to its operations.
8
Note 3 - Investments
Available-for-Sale Securities
The amortized cost and fair value of investments in
available-for-sale fixed-maturity securities and equity securities
as of June 30, 2017 and
December 31, 2016 are summarized as follows:
|
June 30, 2017
|
|||||
|
|
|
|
|
|
Net
|
|
Cost or
|
Gross
|
Gross Unrealized Losses
|
|
Unrealized
|
|
|
Amortized
|
Unrealized
|
Less than 12
|
More than 12
|
Fair
|
Gains/
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
(Losses)
|
|
|
|||||
Fixed-Maturity Securities:
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
$12,080,402
|
$269,275
|
$(40,955)
|
$(23,057)
|
$12,285,665
|
$205,263
|
|
|
|
|
|
|
|
Corporate and
other bonds
|
|
|
|
|
|
|
Industrial and
miscellaneous
|
77,041,418
|
1,202,532
|
(371,550)
|
(5,946)
|
77,866,454
|
825,036
|
|
|
|
|
|
|
|
Residential
mortgage and other
|
|
|
|
|
|
|
asset backed
securities
|
22,252,959
|
233,063
|
(190,684)
|
(23,946)
|
22,271,392
|
18,433
|
Total
fixed-maturity securities
|
111,374,779
|
1,704,870
|
(603,189)
|
(52,949)
|
112,423,511
|
1,048,732
|
|
|
|
|
|
|
|
Equity Securities:
|
|
|
|
|
|
|
Preferred
stocks
|
6,512,399
|
59,812
|
(77,538)
|
(88,073)
|
6,406,600
|
(105,799)
|
Common
stocks
|
4,798,698
|
656,319
|
(10,131)
|
(78,668)
|
5,366,218
|
567,520
|
Total equity
securities
|
11,311,097
|
716,131
|
(87,669)
|
(166,741)
|
11,772,818
|
461,721
|
|
|
|
|
|
|
|
Total
|
$122,685,876
|
$2,421,001
|
$(690,858)
|
$(219,690)
|
$124,196,329
|
$1,510,453
|
9
|
December 31, 2016
|
|||||
|
|
|
|
|
|
Net
|
|
Cost or
|
Gross
|
Gross Unrealized Losses
|
|
Unrealized
|
|
|
Amortized
|
Unrealized
|
Less than 12
|
More than 12
|
Fair
|
Gains/
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
(Losses)
|
|
|
|||||
Fixed-Maturity Securities:
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
$8,053,449
|
$199,028
|
$(46,589)
|
$-
|
$8,205,888
|
$152,439
|
|
|
|
|
|
|
|
Corporate and
other bonds
|
|
|
|
|
|
|
Industrial and
miscellaneous
|
53,728,395
|
600,519
|
(638,113)
|
(5,612)
|
53,685,189
|
(43,206)
|
|
|
|
|
|
|
|
Residential
mortgage backed
|
|
|
|
|
|
|
securities
|
18,814,784
|
70,682
|
(309,273)
|
(38,442)
|
18,537,751
|
(277,033)
|
Total
fixed-maturity securities
|
80,596,628
|
870,229
|
(993,975)
|
(44,054)
|
80,428,828
|
(167,800)
|
|
|
|
|
|
|
|
Equity Securities:
|
|
|
|
|
|
|
Preferred
stocks
|
5,986,588
|
10,317
|
(241,333)
|
(70,571)
|
5,685,001
|
(301,587)
|
Common
stocks
|
3,722,797
|
691,324
|
(13,968)
|
(97,468)
|
4,302,685
|
579,888
|
Total equity
securities
|
9,709,385
|
701,641
|
(255,301)
|
(168,039)
|
9,987,686
|
278,301
|
|
|
|
|
|
|
|
Total
|
$90,306,013
|
$1,571,870
|
$(1,249,276)
|
$(212,093)
|
$90,416,514
|
$110,501
|
A summary of the amortized cost and fair value of the
Company’s investments in available-for-sale fixed-maturity
securities by contractual maturity as of June 30, 2017
and December 31, 2016 is shown
below:
|
June 30, 2017
|
December 31, 2016
|
||
|
Amortized
|
|
Amortized
|
|
Remaining Time to Maturity
|
Cost
|
Fair Value
|
Cost
|
Fair Value
|
|
|
|
||
Less
than one year
|
$2,377,970
|
$2,391,524
|
$1,752,501
|
$1,765,795
|
One
to five years
|
31,548,682
|
32,100,717
|
29,541,568
|
29,913,308
|
Five
to ten years
|
50,427,456
|
50,883,126
|
30,487,775
|
30,211,974
|
More
than 10 years
|
4,767,712
|
4,776,752
|
-
|
-
|
Residential
mortgage and other asset backed securities
|
22,252,959
|
22,271,392
|
18,814,784
|
18,537,751
|
Total
|
$111,374,779
|
$112,423,511
|
$80,596,628
|
$80,428,828
|
|
|
|
|
|
The actual maturities may differ from contractual maturities
because certain borrowers have the right to call or prepay
obligations with or without penalties.
10
Held-to-Maturity Securities
The amortized cost and fair value of investments in
held-to-maturity fixed-maturity securities as of June 30,
2017 and December 31, 2016 are
summarized as follows:
|
June 30, 2017
|
|||||
|
|
|
|
|
|
|
|
Cost or
|
Gross
|
Gross Unrealized Losses
|
|
Net
|
|
|
Amortized
|
Unrealized
|
Less than 12
|
More than 12
|
Fair
|
Unrealized
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
Gains
|
|
|
|||||
|
|
|
|
|
|
|
U.S.
Treasury securities
|
$606,446
|
$147,593
|
$-
|
$-
|
$754,039
|
$147,593
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
1,149,077
|
55,703
|
(2,500)
|
-
|
1,202,280
|
53,203
|
|
|
|
|
|
|
|
Corporate
and other bonds
|
|
|
|
|
|
|
Industrial
and miscellaneous
|
3,140,371
|
117,338
|
(5,025)
|
(15,231)
|
3,237,453
|
97,082
|
|
|
|
|
|
|
|
Total
|
$4,895,894
|
$320,634
|
$(7,525)
|
$(15,231)
|
$5,193,772
|
$297,878
|
|
December 31, 2016
|
|||||
|
|
|
|
|
|
|
|
Cost or
|
Gross
|
Gross Unrealized Losses
|
|
Net
|
|
|
Amortized
|
Unrealized
|
Less than 12
|
More than 12
|
Fair
|
Unrealized
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
Gains
|
|
|
|||||
|
|
|
|
|
|
|
U.S.
Treasury securities
|
$606,427
|
$147,612
|
$-
|
$-
|
$754,039
|
$147,612
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
1,349,916
|
37,321
|
-
|
-
|
1,387,237
|
37,321
|
|
|
|
|
|
|
|
Corporate
and other bonds
|
|
|
|
|
|
|
Industrial
and miscellaneous
|
3,138,559
|
72,784
|
(7,619)
|
(46,881)
|
3,156,843
|
18,284
|
|
|
|
|
|
|
|
Total
|
$5,094,902
|
$257,717
|
$(7,619)
|
$(46,881)
|
$5,298,119
|
$203,217
|
Held-to-maturity U.S. Treasury securities are held in trust
pursuant to the New York State Department of Financial
Services’ minimum funds requirement.
11
A summary of the amortized cost and fair value of the
Company’s investments in held-to-maturity securities by
contractual maturity as of June 30, 2017 and December 31, 2016 is
shown below:
|
June 30, 2017
|
December 31, 2016
|
||
|
Amortized
|
|
Amortized
|
|
Remaining Time to Maturity
|
Cost
|
Fair Value
|
Cost
|
Fair Value
|
|
|
|
||
Less
than one year
|
$-
|
$-
|
$-
|
$-
|
One
to five years
|
1,300,771
|
1,327,098
|
650,000
|
642,455
|
Five
to ten years
|
2,988,677
|
3,112,635
|
3,838,475
|
3,901,625
|
More
than 10 years
|
606,446
|
754,039
|
606,427
|
754,039
|
Total
|
$4,895,894
|
$5,193,772
|
$5,094,902
|
$5,298,119
|
The actual maturities may differ from contractual maturities
because certain borrowers have the right to call or prepay
obligations with or without penalties.
Investment Income
Major categories of the Company’s net investment income are
summarized as follows:
|
Three months ended
|
Six months ended
|
||
|
June 30,
|
June 30,
|
||
|
2017
|
2016
|
2017
|
2016
|
|
|
|
||
Income:
|
|
|
|
|
Fixed-maturity
securities
|
$935,543
|
$685,776
|
$1,680,996
|
$1,350,252
|
Equity
securities
|
128,501
|
104,652
|
264,986
|
280,603
|
Cash
and cash equivalents
|
2,505
|
2,732
|
8,674
|
9,178
|
Total
|
1,066,549
|
793,160
|
1,954,656
|
1,640,033
|
Expenses:
|
|
|
|
|
Investment
expenses
|
40,545
|
29,090
|
70,852
|
62,906
|
Net
investment income
|
$1,026,004
|
$764,070
|
$1,883,804
|
$1,577,127
|
Proceeds from the redemption of fixed-maturity securities
held-to-maturity were $200,000 and $-0- for the six months ended
June 30, 2017 and 2016, respectively.
Proceeds from the sale and maturity of fixed-maturity securities
available-for-sale were $5,732,151 and $14,314,798 for the six
months ended June 30, 2017 and 2016, respectively.
Proceeds from the sale of equity securities available-for-sale were
$798,973 and $4,212,336 for the six months ended June 30, 2017 and
2016, respectively.
12
The Company’s net realized gains (losses) on investments are
summarized as follows:
|
Three months ended
|
Six months ended
|
||
|
June 30,
|
June 30,
|
||
|
2017
|
2016
|
2017
|
2016
|
|
|
|
||
Fixed-maturity securities:
|
|
|
|
|
Gross
realized gains
|
$48,595
|
$205,476
|
$61,718
|
$311,893
|
Gross
realized losses (1)
|
(74,437)
|
(65,428)
|
(110,557)
|
(170,971)
|
|
(25,842)
|
140,048
|
(48,839)
|
140,922
|
|
|
|
|
|
Equity securities:
|
|
|
|
|
Gross
realized gains
|
156,265
|
232,929
|
156,265
|
315,617
|
Gross
realized losses
|
-
|
(19,634)
|
(31,509)
|
(22,760)
|
|
156,265
|
213,295
|
124,756
|
292,857
|
|
|
|
|
|
Other-than-temporary impairment losses:
|
|
|
|
|
Fixed-maturity
securities
|
-
|
(69,911)
|
-
|
(69,911)
|
|
|
|
|
|
Net
realized gains
|
$130,423
|
$283,432
|
$75,917
|
$363,868
|
(1)
Gross
realized losses for the six months ended June 30, 2017 include $747
of loss from the redemption of fixed-maturity securities
held-to-maturity.
Impairment Review
Impairment of investment securities results in a charge to
operations when a market decline below cost is deemed to be
other-than-temporary. The Company regularly reviews its
fixed-maturity securities and equity securities portfolios to
evaluate the necessity of recording impairment losses for
other-than-temporary declines in the fair value of investments. In
evaluating potential impairment, GAAP specifies (i) if the Company
does not have the intent to sell a debt security prior to recovery
and (ii) it is more likely than not that it will not have to sell
the debt security prior to recovery, the security would not be
considered other-than-temporarily impaired unless there is a credit
loss. When the Company does not intend to sell the security
and it is more likely than not that the Company will not have to
sell the security before recovery of its cost basis, it will
recognize the credit component of an other-than-temporary
impairment (“OTTI”) of a debt security in earnings and
the remaining portion in other comprehensive income. The
credit loss component recognized in earnings is identified as the
amount of principal cash flows not expected to be received over the
remaining term of the security as projected based on cash flow
projections. For held-to-maturity debt securities, the amount
of OTTI recorded in other comprehensive income for the noncredit
portion of a previous OTTI is amortized prospectively over the
remaining life of the security on the basis of timing of future
estimated cash flows of the security.
OTTI losses are recorded in the condensed consolidated statements
of income and comprehensive income as net realized losses on
investments and result in a permanent reduction of the cost basis
of the underlying investment. The determination of OTTI is a
subjective process and different judgments and assumptions could
affect the timing of loss realization. At June 30, 2017 and
December 31, 2016, there were 75 and 85 securities, respectively,
that accounted for the gross unrealized loss. As of June 30, 2017,
the Company’s held-to-maturity debt securities included an
investment in one bond issued by the Commonwealth of Puerto Rico
(“PR”). In July 2016, PR defaulted on its interest
payment to bondholders. Due to the credit deterioration of PR, the
Company recorded a credit loss component of OTTI on this investment
as of June 30, 2016. As of December 31, 2016, the full amount of
the write-down was recognized as a credit component of OTTI in the
amount of $69,911. The Company determined that none of the other
unrealized losses were deemed to be OTTI for its portfolio of
fixed-maturity investments and equity securities for the six months
ended June 30, 2017 and 2016. Significant factors influencing the
Company’s determination that unrealized losses were temporary
included the magnitude of the unrealized losses in relation to each
security’s cost, the nature of the investment and
management’s intent and ability to retain the investment for
a period of time sufficient to allow for an anticipated recovery of
fair value to the Company’s cost basis.
13
The Company held securities with unrealized losses representing
declines that were considered temporary at June 30, 2017 and
December 31, 2016 as follows:
|
June 30, 2017
|
|||||||
|
Less than 12 months
|
12 months or more
|
Total
|
|||||
|
|
|
No. of
|
|
|
No. of
|
Aggregate
|
|
|
Fair
|
Unrealized
|
Positions
|
Fair
|
Unrealized
|
Positions
|
Fair
|
Unrealized
|
Category
|
Value
|
Losses
|
Held
|
Value
|
Losses
|
Held
|
Value
|
Losses
|
|
|
|||||||
Fixed-Maturity Securities:
|
|
|
|
|
|
|
|
|
Political
subdivisions of
|
|
|
|
|
|
|
|
|
States,
Territories and
|
|
|
|
|
|
|
|
|
Possessions
|
$4,767,571
|
$(40,9554)
|
8
|
$307,632
|
$(23,057)
|
1
|
$5,075,203
|
$(64,012)
|
|
|
|
|
|
|
|
|
|
Corporate and
other
|
|
|
|
|
|
|
|
|
bonds
industrial and
|
|
|
|
|
|
|
|
|
miscellaneous
|
16,347,328
|
(371,550)
|
30
|
240,000
|
(5,946)
|
1
|
16,587,328
|
(377,496)
|
|
|
|
|
|
|
|
|
|
Residential
mortgage and other
|
|
|
|
|
|
|
|
|
asset backed
securities
|
15,639,089
|
(190,684)
|
20
|
168,088
|
(23,946)
|
3
|
15,807,177
|
(214,630)
|
|
|
|
|
|
|
|
|
|
Total
fixed-maturity
|
|
|
|
|
|
|
|
|
securities
|
$36,753,988
|
$(603,189)
|
58
|
$715,720
|
$(52,949)
|
5
|
$37,469,708
|
$(656,138)
|
|
|
|
|
|
|
|
|
|
Equity Securities:
|
|
|
|
|
|
|
|
|
Preferred
stocks
|
$3,033,150
|
$(77,538)
|
7
|
$1,158,400
|
$(88,073)
|
2
|
$4,191,550
|
$(165,611)
|
Common
stocks
|
725,031
|
(10,131)
|
2
|
279,750
|
(78,668)
|
1
|
1,004,781
|
(88,799)
|
|
|
|
|
|
|
|
|
|
Total equity
securities
|
$3,758,181
|
$(87,669)
|
9
|
$1,438,150
|
$(166,741)
|
3
|
$5,196,331
|
$(254,410)
|
|
|
|
|
|
|
|
|
|
Total
|
$40,512,169
|
$(690,858)
|
67
|
$2,153,870
|
$(219,690)
|
8
|
$42,666,039
|
$(910,548)
|
14
|
December 31, 2016
|
|||||||
|
Less than 12 months
|
12 months or more
|
Total
|
|||||
|
|
|
No. of
|
|
|
No. of
|
Aggregate
|
|
|
Fair
|
Unrealized
|
Positions
|
Fair
|
Unrealized
|
Positions
|
Fair
|
Unrealized
|
Category
|
Value
|
Losses
|
Held
|
Value
|
Losses
|
Held
|
Value
|
Losses
|
|
|
|||||||
Fixed-Maturity Securities:
|
|
|
|
|
|
|
|
|
Political
subdivisions of
|
|
|
|
|
|
|
|
|
States,
Territories and
|
|
|
|
|
|
|
|
|
Possessions
|
$1,067,574
|
$(46,589)
|
3
|
$-
|
$-
|
-
|
$1,067,574
|
$(46,589)
|
|
|
|
|
|
|
|
|
|
Corporate and
other
|
|
|
|
|
|
|
|
|
bonds
industrial and
|
|
|
|
|
|
|
|
|
miscellaneous
|
19,859,293
|
(638,113)
|
34
|
239,970
|
(5,612)
|
1
|
20,099,263
|
(643,725)
|
|
|
|
|
|
|
|
|
|
Residential
mortgage
|
|
|
|
|
|
|
|
|
backed
securities
|
15,918,090
|
(309,273)
|
30
|
675,316
|
(38,442)
|
6
|
16,593,406
|
(347,715)
|
|
|
|
|
|
|
|
|
|
Total
fixed-maturity
|
|
|
|
|
|
|
|
|
securities
|
$36,844,957
|
$(993,975)
|
67
|
$915,286
|
$(44,054)
|
7
|
$37,760,243
|
$(1,038,029)
|
|
|
|
|
|
|
|
|
|
Equity Securities:
|
|
|
|
|
|
|
|
|
Preferred
stocks
|
$3,759,850
|
$(241,333)
|
8
|
$660,750
|
$(70,571)
|
1
|
$4,420,600
|
$(311,904)
|
Common
stocks
|
288,075
|
(13,968)
|
1
|
424,550
|
(97,468)
|
1
|
712,625
|
(111,436)
|
|
|
|
|
|
|
|
|
|
Total equity
securities
|
$4,047,925
|
$(255,301)
|
9
|
$1,085,300
|
$(168,039)
|
2
|
$5,133,225
|
$(423,340)
|
|
|
|
|
|
|
|
|
|
Total
|
$40,892,882
|
$(1,249,276)
|
76
|
$2,000,586
|
$(212,093)
|
9
|
$42,893,468
|
$(1,461,369)
|
15
Note 4 - Fair Value Measurements
Fair value is the price that would be received upon sale of an
asset or paid to transfer a liability in an orderly transaction
between market participants at the measurement date. The valuation
technique used by the Company to fair value its financial
instruments is the market approach which uses prices and other
relevant information generated by market transactions involving
identical or comparable assets.
The fair value hierarchy gives the highest priority to quoted
prices in active markets for identical assets or liabilities
(Level 1) and the lowest priority to unobservable inputs
(Level 3). If the inputs used to measure the assets or
liabilities fall within different levels of the hierarchy, the
classification is based on the lowest level input that is
significant to the fair value measurement of the asset or
liability. Classification of assets and liabilities within the
hierarchy considers the markets in which the assets and liabilities
are traded, including during period of market disruption, and the
reliability and transparency of the assumptions used to determine
fair value. The hierarchy requires the use of observable market
data when available. The levels of the hierarchy and those
investments included in each are as follows:
Level 1—Inputs to
the valuation methodology are quoted prices (unadjusted) for
identical assets or liabilities traded in active markets. Included
are those investments traded on an active exchange (such as the
NASDAQ Global Select Market), U.S. Treasury securities and
obligations of U.S. government agencies, together with
corporate debt securities that are generally investment
grade.
Level 2—Inputs to
the valuation methodology include quoted prices for similar assets
or liabilities in active markets, quoted prices for identical or
similar assets or liabilities in markets that are not active,
inputs other than quoted prices that are observable for the asset
or liability and market-corroborated inputs. Municipal and
corporate bonds, and residential mortgage-backed securities, that
are traded in less active markets are classified as Level 2.
These securities are valued using market price quotations for
recently executed transactions.
Level 3—Inputs to
the valuation methodology are unobservable for the asset or
liability and are significant to the fair value measurement.
Material assumptions and factors considered in pricing investment
securities and other assets may include appraisals, projected cash
flows, market clearing activity or liquidity circumstances in the
security or similar securities that may have occurred since the
prior pricing period.
The availability of observable inputs varies and is affected by a
wide variety of factors. When the valuation is based on models or
inputs that are less observable or unobservable in the market, the
determination of fair value requires significantly more judgment.
The degree of judgment exercised by management in determining fair
value is greatest for investments categorized as Level 3. For
investments in this category, the Company considers prices and
inputs that are current as of the measurement date. In periods of
market dislocation, the ability to observe prices and inputs may be
reduced for many instruments. This condition could cause a security
to be reclassified between levels.
16
The Company’s investments are allocated among pricing input
levels at June 30, 2017 and December 31, 2016 as
follows:
|
June 30, 2017
|
|||
|
Level 1
|
Level 2
|
Level 3
|
Total
|
|
|
|||
Fixed-maturity securities available-for-sale
|
|
|
|
|
Political
subdivisions of
|
|
|
|
|
States,
Territories and
|
|
|
|
|
Possessions
|
$-
|
$12,285,665
|
$-
|
$12,285,665
|
|
|
|
|
|
Corporate
and other
|
|
|
|
|
bonds
industrial and
|
|
|
|
|
miscellaneous
|
73,039,798
|
4,826,656
|
-
|
77,866,454
|
|
|
|
|
|
Residential
mortgage and other asset backed securities
|
-
|
22,271,392
|
-
|
22,271,392
|
Total
fixed maturities
|
73,039,798
|
39,383,713
|
-
|
112,423,511
|
Equity securities
|
11,772,818
|
-
|
-
|
11,772,818
|
Total
investments
|
$84,812,616
|
$39,383,713
|
$-
|
$124,196,329
|
|
December 31, 2016
|
|||
|
Level 1
|
Level 2
|
Level 3
|
Total
|
|
|
|||
Fixed-maturity securities available-for-sale
|
|
|
|
|
Political
subdivisions of
|
|
|
|
|
States,
Territories and
|
|
|
|
|
Possessions
|
$-
|
$8,205,888
|
$-
|
$8,205,888
|
|
|
|
|
|
Corporate
and other
|
|
|
|
|
bonds
industrial and
|
|
|
|
|
miscellaneous
|
48,356,317
|
5,328,872
|
-
|
53,685,189
|
|
|
|
|
|
Residential
mortgage backed securities
|
-
|
18,537,751
|
-
|
18,537,751
|
Total
fixed maturities
|
48,356,317
|
32,072,511
|
-
|
80,428,828
|
Equity securities
|
9,987,686
|
-
|
-
|
9,987,686
|
Total
investments
|
$58,344,003
|
$32,072,511
|
$-
|
$90,416,514
|
Note 5 - Fair Value of Financial Instruments and Real
Estate
The Company uses the following methods and assumptions in
estimating its fair value disclosures for financial instruments and
real estate:
Equity securities and fixed income securities: Fair value is based on quoted market prices from a
recognized pricing service.
Cash and cash equivalents: The carrying values of cash and
cash equivalents approximate their fair values because of the
short-term nature of these instruments.
Premiums receivable and reinsurance receivables: The carrying values reported in the
accompanying condensed consolidated balance sheets for these
financial instruments approximate their fair values due to the
short-term nature of the assets.
17
Real estate: The fair value of the land and building
included in property and equipment, which is used in the
Company’s operations, approximates the carrying value. The
fair value was based on an appraisal prepared using the sales
comparison approach and income approach, and accordingly the real
estate is a Level 3 asset under the fair value
hierarchy.
Reinsurance balances payable: The carrying value reported in the
condensed consolidated balance sheets for these financial
instruments approximates fair value.
The
estimated fair values of the Company’s financial instruments
and real estate as of June 30,
2017 and December 31, 2016 are as follows:
|
June 30, 2017
|
December 31, 2016
|
||
|
Carrying Value
|
Fair Value
|
Carrying Value
|
Fair Value
|
|
|
|
|
|
Fixed-maturity
securities held-to-maturity
|
$4,895,894
|
$5,193,772
|
$5,094,902
|
$5,298,119
|
Cash
and cash equivalents
|
$14,357,465
|
$14,357,465
|
$12,044,520
|
$12,044,520
|
Premiums
receivable
|
$13,126,077
|
$13,126,077
|
$11,649,398
|
$11,649,398
|
Reinsurance
receivables
|
$34,543,843
|
$34,543,843
|
$32,197,765
|
$32,197,765
|
Real
estate, net of accumulated depreciation
|
$1,828,350
|
$1,925,000
|
$1,659,405
|
$1,925,000
|
Reinsurance
balances payable
|
$2,803,939
|
$2,803,939
|
$2,146,017
|
$2,146,017
|
Note 6 – Property and Casualty Insurance
Activity
Premiums Earned
Premiums written, ceded and earned are as follows:
|
Direct
|
Assumed
|
Ceded
|
Net
|
|
|
|
|
|
Six months ended June 30, 2017
|
|
|
|
|
Premiums
written
|
$56,583,867
|
$6,293
|
$(20,128,555)
|
$36,461,605
|
Change
in unearned premiums
|
(4,048,796)
|
8,327
|
902,339
|
(3,138,130)
|
Premiums
earned
|
$52,535,071
|
$14,620
|
$(19,226,216)
|
$33,323,475
|
|
|
|
|
|
Six months ended June 30, 2016
|
|
|
|
|
Premiums
written
|
$49,204,416
|
$15,998
|
$(17,605,857)
|
$31,614,557
|
Change
in unearned premiums
|
(2,573,545)
|
3,537
|
498,001
|
$(2,072,007)
|
Premiums
earned
|
$46,630,871
|
$19,535
|
$(17,107,856)
|
$29,542,550
|
|
|
|
|
|
Three months ended June 30, 2017
|
|
|
|
|
Premiums
written
|
$30,458,400
|
$1,865
|
$(10,732,965)
|
$19,727,300
|
Change
in unearned premiums
|
(3,717,893)
|
5,346
|
938,974
|
(2,773,573)
|
Premiums
earned
|
$26,740,507
|
$7,211
|
$(9,793,991)
|
$16,953,727
|
|
|
|
|
|
Three months ended June 30, 2016
|
|
|
|
|
Premiums
written
|
$26,161,091
|
$10,920
|
$(9,219,329)
|
$16,952,682
|
Change
in unearned premiums
|
(2,447,117)
|
(34)
|
505,344
|
(1,941,807)
|
Premiums
earned
|
$23,713,974
|
$10,886
|
$(8,713,985)
|
$15,010,875
|
Premium
receipts in advance of the policy effective date are recorded as
advance premiums. The balance of advance premiums as of
June 30, 2017 and December 31,
2016 was approximately $2,170,000 and $1,422,000,
respectively.
18
Loss and Loss Adjustment Expense Reserves
The following table provides a reconciliation of the beginning and
ending balances for unpaid losses and loss adjustment expense
(“LAE”) reserves:
|
Six months ended
|
|
|
June 30,
|
|
|
2017
|
2016
|
|
|
|
Balance
at beginning of period
|
$41,736,719
|
$39,876,500
|
Less
reinsurance recoverables
|
(15,776,880)
|
(16,706,364)
|
Net
balance, beginning of period
|
25,959,839
|
23,170,136
|
|
|
|
Incurred
related to:
|
|
|
Current
year
|
15,958,020
|
15,378,670
|
Prior
years
|
(210,102)
|
(107,979)
|
Total
incurred
|
15,747,918
|
15,270,691
|
|
|
|
Paid
related to:
|
|
|
Current
year
|
7,462,585
|
7,554,317
|
Prior
years
|
6,295,577
|
5,870,254
|
Total
paid
|
13,758,162
|
13,424,571
|
|
|
|
Net
balance at end of period
|
27,949,595
|
25,016,256
|
Add
reinsurance recoverables
|
16,246,981
|
19,318,968
|
Balance
at end of period
|
$44,196,576
|
$44,335,224
|
Incurred losses and LAE are net of reinsurance recoveries under
reinsurance contracts of $7,426,541 and $7,103,935 for the six
months ended June 30, 2017 and 2016, respectively.
Prior
year incurred loss and LAE development is based upon estimates by
line of business and accident year. Prior year loss and LAE
development incurred during the six months ended June 30, 2017 and 2016 was $(210,102)
favorable and $(107,979) favorable, respectively. The
Company’s management continually monitors claims activity to
assess the appropriateness of carried case and incurred but not
reported (“IBNR”) reserves, giving consideration to Company and industry
trends.
Due to the inherent uncertainty associated with the reserving
process, the ultimate liability may differ, perhaps substantially,
from the original estimate. Such estimates are regularly reviewed
and updated and any resulting adjustments are included in the
current year’s results. Reserves are closely monitored and
are recomputed periodically using the most recent information on
reported claims and a variety of statistical techniques. On at
least a monthly basis, the Company reviews by line of business
existing reserves, new claims, changes to existing case reserves
and paid losses with respect to the current and prior years.
Several methods are used, varying by product line and accident
year, in order to determine the required IBNR reserves. These
methods include the following:
Paid Loss Development
– historical patterns of paid
loss development are used to project future paid loss emergence in
order to estimate required reserves.
Incurred Loss
Development – historical
patterns of incurred loss development, reflecting both paid losses
and changes in case reserves, are used to project future incurred
loss emergence in order to estimate required
reserves.
Paid Bornhuetter-Ferguson
(“BF”) – an
estimated loss ratio for a particular accident year is determined,
and is weighted against the portion of the accident year claims
that have been paid, based on historical paid loss development
patterns. The estimate of required reserves assumes that the
remaining unpaid portion of a particular accident year will pay out
at a rate consistent with the estimated loss ratio for that year.
This method can be useful for situations where an unusually high or
low amount of paid losses exists at the early stages of the claims
development process.
19
Incurred Bornhuetter-Ferguson
(“BF”) - an
estimated loss ratio for a particular accident year is determined,
and is weighted against the portion of the accident year claims
that have been reported, based on historical incurred loss
development patterns. The estimate of required reserves assumes
that the remaining unreported portion of a particular accident year
will pay out at a rate consistent with the estimated loss ratio for
that year. This method can be useful for situations where an
unusually high or low amount of reported losses exists at the early
stages of the claims development process.
Management’s best estimate of required reserves is generally
based on an average of the methods above, with appropriate
weighting of the various methods based on the line of business and
accident year being projected. In some cases, additional methods or
historical data from industry sources are employed to supplement
the projections derived from the methods listed above.
Two key assumptions that materially affect the estimate of loss
reserves are the loss ratio estimate for the current accident year
used in the BF methods described above, and the loss development
factor selections used in the loss development methods described
above. The loss ratio estimates used in the BF methods are selected
after reviewing historical accident year loss ratios adjusted for
rate changes, trend, and mix of business.
The Company is not aware of any claims trends that have emerged or
that would cause future adverse development that have not already
been considered in existing case reserves and in its current loss
development factors.
In New York State, lawsuits for negligence are subject to certain
limitations and must be commenced within three years from the date
of the accident or are otherwise barred. Accordingly, the
Company’s exposure to unreported claims (‘pure’
IBNR) for accident dates of June 30, 2014 and prior is limited
although there remains the possibility of adverse development on
reported claims (‘case development’ IBNR).
The
following is information about incurred and paid claims development
as of June 30, 2017, net of reinsurance, as well as the cumulative
reported claims by accident year and total IBNR reserves as of June
30, 2017 included in the net incurred loss and allocated expense
amounts. The historical information regarding incurred and paid
claims development for the years ended December 31, 2008 to
December 31, 2015 is presented as supplementary unaudited
information.
Reported
claim counts are measured on an occurrence or per event basis.
A single claim occurrence could result in more than one loss
type or claimant; however the Company counts claims at the
occurrence level as a single claim regardless of the number of
claimants or claim features involved.
20
All Lines of Business
(in thousands, except reported claims data)
|
Incurred Claims and Allocated Claim Adjustment Expenses, Net of
Reinsurance
|
|
As of June 30, 2017
|
|
||||||||||
|
For the Years Ended December 31,
|
Six
Months
Ended
June 30,
|
IBNR
|
Cumulative Number of Reported Claims by Accident
Year
|
||||||||||
Accident Year
|
2008
|
2009
|
2010
|
2011
|
2012
|
2013
|
2014
|
2015
|
2016
|
2017
|
|
|
|
|
|
(Unaudited 2008 - 2015)
|
|
(Unaudited)
|
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
2008
|
$
4,505
|
$
4,329
|
$
4,223
|
$
4,189
|
$
4,068
|
$
4,055
|
$
4,056
|
$
4,040
|
$
4,038
|
$
4,038
|
|
$
2
|
1,133
|
|
2009
|
|
4,403
|
4,254
|
4,287
|
4,384
|
4,511
|
4,609
|
4,616
|
4,667
|
4,667
|
|
7
|
1,136
|
|
2010
|
|
|
5,598
|
5,707
|
6,429
|
6,623
|
6,912
|
6,853
|
6,838
|
6,848
|
|
11
|
1,616
|
|
2011
|
|
|
|
7,603
|
7,678
|
8,618
|
9,440
|
9,198
|
9,066
|
9,121
|
|
57
|
1,913
|
|
2012
|
|
|
|
|
9,539
|
9,344
|
10,278
|
10,382
|
10,582
|
10,703
|
|
128
|
4,702
|
(1)
|
2013
|
|
|
|
|
|
10,728
|
9,745
|
9,424
|
9,621
|
9,666
|
|
341
|
1,556
|
|
2014
|
|
|
|
|
|
|
14,193
|
14,260
|
14,218
|
14,368
|
|
938
|
2,123
|
|
2015
|
|
|
|
|
|
|
|
22,340
|
21,994
|
21,933
|
|
1,931
|
2,518
|
|
2016
|
|
|
|
|
|
|
|
|
26,062
|
25,444
|
|
3,835
|
2,815
|
|
2017
|
|
|
|
|
|
|
|
|
|
14,960
|
|
4,001
|
1,461
|
|
|
|
|
|
|
|
|
|
|
Total
|
$
121,748
|
|
|
|
|
(1) Reported claims for accident year 2012 includes 3,406 claims
from Superstorm Sandy.
All Lines of Business
(in thousands)
|
|
|
|
|
|
|
|
|
|
|
|
|
||||
|
Cumulative Paid Claims and Allocated Claim Adjustment Expenses, Net
of Reinsurance
|
|
|
|
|
|||||||||||
|
For the Years Ended December 31,
|
Six Months Ended June 30,
|
|
|
|
|
||||||||||
Accident Year
|
2008
|
2009
|
2010
|
2011
|
2012
|
2013
|
2014
|
2015
|
2016
|
2017
|
|
|
|
|
||
|
(Unaudited 2008 - 2015)
|
|
(Unaudited)
|
|
|
|
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
2008
|
$2,406
|
$3,346
|
$3,730
|
$3,969
|
$4,003
|
$4,029
|
$4,028
|
$4,031
|
$4,031
|
$4,031
|
|
|
|
|
||
2009
|
|
2,298
|
3,068
|
3,607
|
3,920
|
4,134
|
4,362
|
4,424
|
4,468
|
4,472
|
|
|
|
|
||
2010
|
|
|
2,566
|
3,947
|
4,972
|
5,602
|
6,323
|
6,576
|
6,720
|
6,767
|
|
|
|
|
||
2011
|
|
|
|
3,740
|
5,117
|
6,228
|
7,170
|
8,139
|
8,540
|
8,623
|
|
|
|
|
||
2012
|
|
|
|
|
3,950
|
5,770
|
7,127
|
8,196
|
9,187
|
9,762
|
|
|
|
|
||
2013
|
|
|
|
|
|
3,405
|
5,303
|
6,633
|
7,591
|
7,852
|
|
|
|
|
||
2014
|
|
|
|
|
|
|
5,710
|
9,429
|
10,738
|
11,080
|
|
|
|
|
||
2015
|
|
|
|
|
|
|
|
12,295
|
16,181
|
17,242
|
|
|
|
|
||
2016
|
|
|
|
|
|
|
|
|
15,364
|
18,749
|
|
|
|
|
||
2017
|
|
|
|
|
|
|
|
|
|
6,954
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
Total
|
$95,532
|
|
|
|
|
||
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
||
Net liability
for unpaid claim and allocated claim adjustment expenses for the
accident years presented
|
$26,216
|
|
|
|
|
|||||||||||
All
outstanding liabilities before 2008, net of
reinsurance
|
589
|
|
|
|
|
|||||||||||
Liabilities
for claims and allocted claim adjustment expenses, net of
reinsurance
|
$26,805
|
|
|
|
|
21
The reconciliation of the net incurred and paid claims development
tables to the loss and LAE reserves in the consolidated balance
sheet is as follows:
|
As of
|
(in thousands)
|
June 30, 2017
|
Liabilities
for claims and claim adjustment expenses, net of
reinsurance
|
$26,805
|
Total
reinsurance recoverable on unpaid claims
|
16,247
|
Unallocated
claims adjustment expenses
|
1,145
|
Total
gross liability for loss and LAE reserves
|
$44,197
|
Commercial Auto Line of Business
Effective
October 1, 2014 the Company decided that it would no longer accept
applications for new commercial auto policies. The action was taken
following a series of underwriting and pricing measures which were
intended to improve the profitability of this line of business. The
actions taken did not yield the hoped for results. In February
2015, the Company made the decision that it would no longer offer
renewals on its existing commercial auto policies beginning with
those that expired on or after May 1, 2015. The Company had no
commercial auto policies in force as of June 30, 2017 and 2016. As of June 30, 2017 and
2016, the Company had 23 and 44 open commercial auto claims
outstanding, respectively.
Reinsurance
The
Company’s quota share reinsurance treaties are on a July 1
through June 30 fiscal year basis; therefore, for year to date
fiscal periods after June 30, two separate treaties will be
included in such periods.
The
Company’s quota share reinsurance treaties in effect for the
six months ended June 30, 2017
for its personal lines business, which primarily consists of
homeowners’ policies, were covered under the July 1,
2016/June 30, 2017 treaty year (“2016/2017 Treaty”).
The Company’s quota share reinsurance treaties in effect for
the six months ended June 30,
2016 were covered under the July 1, 2015/June 30, 2016
treaty year (“2015/2016 Treaty”).
In
March 2017, the Company bound its personal lines quota share
reinsurance treaty effective July 1, 2017. The treaty provides for
a reduction in the quota share ceding rate to 20%, from 40% in the
2016/2017 Treaty, and an increase in the provisional ceding
commission rate to 52.5%, from 52.0% in the 2016/2017 Treaty. The
new treaty covers a two year period from July 1, 2017 through June
30, 2019 (“2017/2019 Treaty”). The Company has the
option under certain circumstances to reduce the quota share ceding
rate or terminate the 2017/2019 Treaty effective July 1, 2018 by
giving advance notice to the two reinsurers who participate in the
quota share reinsurance treaty. Such two reinsurers who participate
in the treaty have the option under certain limited circumstances
to reduce the quota share ceding rate or terminate the 2017/2019
Treaty effective July 1, 2018 by giving advance notice to the
Company.
The
Company’s 2015/2016 Treaty, 2016/2017 Treaty, and 2017/2019
Treaty provide for the following material terms:
22
|
|
Treaty Year
|
|
|
July 1, 2017
|
July 1, 2016
|
July 1, 2015
|
|
to
|
to
|
to
|
Line of Busines
|
June 30, 2018
|
June 30, 2017
|
June 30, 2016
|
|
|
|
|
Personal Lines:
|
|
|
|
Homeowners,
dwelling fire and canine legal liability
|
|
|
|
Quota
share treaty:
|
|
|
|
Percent
ceded
|
20%
|
40%
|
40%
|
Risk
retained
|
$800,000
|
$500,000
|
$450,000
|
Losses
per occurrence subject to quota share reinsurance
coverage
|
$1,000,000
|
$833,333
|
$750,000
|
Excess
of loss coverage and facultative facility above quota share
coverage (1)
|
$9,000,000
|
$3,666,667
|
$3,750,000
|
|
in excess of
|
in excess of
|
in excess of
|
|
$1,000,000
|
$833,333
|
$750,000
|
Total
reinsurance coverage per occurrence
|
$9,200,000
|
$4,000,000
|
$4,050,000
|
Losses
per occurrence subject to reinsurance coverage
|
$10,000,000
|
$4,500,000
|
$4,500,000
|
Expiration
date
|
June
30, 2019
|
June
30, 2017
|
June
30, 2016
|
|
|
|
|
Personal
Umbrella
|
|
|
|
Quota
share treaty:
|
|
|
|
Percent
ceded - first $1,000,000 of coverage
|
90%
|
90%
|
90%
|
Percent
ceded - excess of $1,000,000 dollars of coverage
|
100%
|
100%
|
100%
|
Risk
retained
|
$100,000
|
$100,000
|
$100,000
|
Total
reinsurance coverage per occurrence
|
$4,900,000
|
$4,900,000
|
$2,900,000
|
Losses
per occurrence subject to quota share reinsurance
coverage
|
$5,000,000
|
$5,000,000
|
$3,000,000
|
Expiration
date
|
June
30, 2018
|
June
30, 2017
|
June
30, 2016
|
|
|
|
|
Commercial Lines:
|
|
|
|
General
liability commercial policies, except for commercial
auto
|
|
|
|
Quota
share treaty:
|
|
|
|
Percent
ceded (terminated effective July 1, 2014)
|
None
|
None
|
None
|
Risk
retained
|
$750,000
|
$500,000
|
$425,000
|
Losses
per occurrence subject to quota share reinsurance
coverage
|
None
|
None
|
None
|
Excess
of loss coverage above quota share coverage
|
$3,750,000
|
$4,000,000
|
$4,075,000
|
|
in excess of
|
in excess of
|
in excess of
|
|
$750,000
|
$500,000
|
$425,000
|
Total
reinsurance coverage per occurrence
|
$3,750,000
|
$4,000,000
|
$4,075,000
|
Losses
per occurrence subject to reinsurance coverage
|
$4,500,000
|
$4,500,000
|
$4,500,000
|
|
|
|
|
Commercial
Umbrella
|
|
|
|
Quota
share treaty:
|
|
|
|
Percent
ceded - first $1,000,000 of coverage
|
90%
|
90%
|
|
Percent
ceded - excess of $1,000,000 of coverage
|
100%
|
100%
|
|
Risk
retained
|
$100,000
|
$100,000
|
|
Total
reinsurance coverage per occurrence
|
$4,900,000
|
$4,900,000
|
|
Losses
per occurrence subject to quota share reinsurance
coverage
|
$5,000,000
|
$5,000,000
|
|
Expiration
date
|
June
30, 2018
|
June
30, 2017
|
|
|
|
|
|
Commercial
Auto:
|
|
|
|
Risk
retained
|
|
|
$300,000
|
Excess
of loss coverage in excess of risk retained
|
|
|
$1,700,000
|
|
in excess of
|
||
|
$300,000
|
||
Catastrophe
Reinsurance:
|
|
|
|
Initial
loss subject to personal lines quota share treaty
|
$5,000,000
|
$5,000,000
|
$4,000,000
|
Risk
retained per catastrophe occurrence (2)
|
$4,000,000
|
$3,000,000
|
$2,400,000
|
Catastrophe
loss coverage in excess of quota share coverage (3)
(4)
|
$315,000,000
|
$247,000,000
|
$176,000,000
|
Severe
winter weather aggregate (4)
|
No
|
No
|
Yes
|
Reinstatement
premium protection (5)
|
Yes
|
Yes
|
Yes
|
23
(1)
For
personal lines, the 2017/2019 Treaty includes the addition of an
automatic facultative facility allowing KICO to obtain homeowners
single risk coverage up to $10,000,000 in total insured value,
which covers direct losses from $3,500,000 to
$10,000,000.
(2)
Plus
losses in excess of catastrophe coverage.
(3)
Catastrophe
coverage is limited on an annual basis to two times the per
occurrence amounts. Effective July 1,
2016, the duration of a catastrophe occurrence from windstorm,
hail, tornado, hurricane and cyclone was extended to 168
consecutive hours from 120 consecutive hours.
(4)
From
July 1, 2015 through June 30, 2016, catastrophe treaty also covered
losses caused by severe winter weather during any consecutive 28
day period.
(5)
Effective July 1,
2015, reinstatement premium protection for $16,000,000 of
catastrophe coverage in excess of $4,000,000. Effective July 1,
2016, reinstatement premium protection for $20,000,000 of
catastrophe coverage in excess of $5,000,000.
Effective July 1,
2017, reinstatement premium protection for $145,000,000 of
catastrophe coverage in excess of $5,000,000.
The single maximum risks per occurrence to which the Company is
subject under the treaties that expired on June 30, 2017 and 2016
are as follows:
|
|
July 1, 2016 - June 30, 2017
|
|
July 1, 2015 - June 30, 2016
|
|||||
Treaty
|
|
Extent of Loss
|
|
Risk Retained
|
|
Extent of Loss
|
|
Risk Retained
|
|
Personal Lines
|
|
Initial $833,333
|
|
$500,000
|
|
Initial $750,000
|
|
$450,000
|
|
|
|
$833,333 - $4,500,000
|
|
None(1)
|
|
$750,000 - $4,500,000
|
|
None(1)
|
|
|
|
Over $4,500,000
|
|
100%
|
|
Over $4,500,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
|
|
Personal Umbrella
|
|
Initial $1,000,000
|
|
$100,000
|
|
Initial $1,000,000
|
|
$100,000
|
|
|
|
$1,000,000 - $5,000,000
|
|
None
|
|
$1,000,000 - $3,000,000
|
|
None
|
|
|
|
Over $5,000,000
|
|
100%
|
|
Over $3,000,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
|
|
Commercial Lines
|
|
Initial $500,000
|
|
$500,000
|
|
Initial $425,000
|
|
$425,000
|
|
|
|
$500,000 - $4,500,000
|
|
None(1)
|
|
$425,000 - $4,500,000
|
|
None(1)
|
|
|
|
Over $4,500,000
|
|
100%
|
|
Over $4,500,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
|
|
Commercial Umbrella
|
|
Initial $1,000,000
|
|
$100,000
|
|
|
|
|
|
|
|
$1,000,000 - $5,000,000
|
|
None
|
|
|
|
|
|
|
|
Over $5,000,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Catastrophe (2)
|
|
Initial $5,000,000
|
|
$3,000,000
|
|
Initial $4,000,000
|
|
$2,400,000
|
|
|
|
$5,000,000 - $252,000,000
|
|
None
|
|
$4,000,000 - $180,000,000
|
|
None
|
|
|
|
Over $252,000,000
|
|
100%
|
|
Over $180,000,000
|
|
100%
|
|
(1)
Covered by excess
of loss treaties.
(2)
Catastrophe
coverage is limited on an annual basis to two times the per
occurrence amounts.
24
The single maximum risks per occurrence to which the Company is
subject under the new treaties effective July 1, 2017 are as
follows:
|
|
July 1, 2017 - June 30, 2018
|
||
Treaty
|
|
Extent of Loss
|
|
Risk Retained
|
Personal Lines (1)
|
|
Initial $1,000,000
|
|
$800,000
|
|
|
$1,000,000 - $10,000,000
|
|
None(2)
|
|
|
Over $10,000,000
|
|
100%
|
|
|
|
|
|
Personal Umbrella
|
|
Initial $1,000,000
|
|
$100,000
|
|
|
$1,000,000 - $5,000,000
|
|
None
|
|
|
Over $5,000,000
|
|
100%
|
|
|
|
|
|
Commercial Lines
|
|
Initial $750,000
|
|
$750,000
|
|
|
$750,000 - $4,500,000
|
|
None(3)
|
|
|
Over $4,500,000
|
|
100%
|
|
|
|
|
|
Commercial Umbrella
|
|
Initial $1,000,000
|
|
$100,000
|
|
|
$1,000,000 - $5,000,000
|
|
None
|
|
|
Over $5,000,000
|
|
100%
|
|
|
|
|
|
Catastrophe (4)
|
|
Initial $5,000,000
|
|
$4,000,000
|
|
|
$5,000,000 - $320,000,000
|
|
None
|
|
|
Over $320,000,000
|
|
100%
|
(1)
Two
year treaty with expiration date of June 30, 2019. The Company and
the reinsurers have the option to reduce quota share rate or
terminate on June 30, 2018 as discussed above.
(2)
Covered
by excess of loss treaties up to $3,500,000 and by facultative
facility from $3,500,000 to $10,000,000.
(3)
Covered by excess
of loss treaties.
(4)
Catastrophe
coverage is limited on an annual basis to two times the per
occurrence amounts.
The Company’s reinsurance program is structured to enable the
Company to significantly grow its premium volume while maintaining
regulatory capital and other financial ratios generally within or
below the expected ranges used for regulatory oversight purposes.
The reinsurance program also provides income as a result of ceding
commissions earned pursuant to the quota share reinsurance
contracts. The Company’s participation in reinsurance
arrangements does not relieve the Company of its obligations to
policyholders.
Ceding Commission Revenue
The Company earns ceding commission revenue under its quota share
reinsurance agreements based on: (i) a fixed provisional commission
rate at which provisional ceding commissions are earned, and (ii) a
sliding scale of commission rates and ultimate treaty year loss
ratios on the policies reinsured under each of these agreements
based upon which contingent ceding commissions are earned. The
sliding scale includes minimum and maximum commission rates in
relation to specified ultimate loss ratios. The commission rate and
contingent ceding commissions earned increases when the estimated
ultimate loss ratio decreases and, conversely, the commission rate
and contingent ceding commissions earned decreases when the
estimated ultimate loss ratio increases.
The Company’s estimated ultimate treaty year loss ratios
(“Loss Ratio(s)”) for treaties in effect for the three
months and six months ended June 30, 2017 are attributable to
contracts for the 2016/2017 Treaty. The Company’s Loss Ratios
for treaties in effect for the three months and six months ended
June 30, 2016 are attributable to contracts for the 2015/2016
Treaty.
25
Treaties in effect for the three months and six months ended June
30, 2017
Under
the 2016/2017 Treaty, the Company received an upfront fixed
provisional rate that was subject to a sliding scale contingent
adjustment based upon Loss Ratio. Under this arrangement, the
Company earned provisional ceding commissions that were subject to
later adjustment dependent on changes to the estimated Loss Ratio
for the 2016/2017 Treaty. The Company’s Loss Ratios for the
period July 1, 2016 through June 30, 2017 (attributable to the
2016/2017 Treaty) were consistent with the contractual Loss Ratio
at which the provisional ceding commissions were earned and
therefore no contingent commission was recorded for the three
months and six months ended June 30, 2017.
Treaties in effect for the three
months and six months ended June 30, 2016
Under
the 2015/2016 Treaty, the Company received an upfront fixed
provisional rate that was subject to a sliding scale contingent
rate adjustment based on Loss Ratio. Under this arrangement, the
Company earned provisional ceding commissions that were subject to
later adjustment dependent on changes to the estimated Loss Ratio
for the 2015/2016 Treaty. The Company’s Loss Ratio for the
period July 1, 2015 through June 30, 2016, which were attributable
to the 2015/2016 Treaty, was higher than the contractual Loss Ratio
at which provisional ceding commissions were earned. Accordingly,
for the three months and six months ended June 30, 2016, the
Company’s contingent ceding commission earned was reduced as
a result of the estimated Loss Ratio for the 2015/2016
Treaty.
In addition to the treaties that were in effect for the three
months and six months ended June 30, 2017 and 2016, the Loss Ratios
from prior years’ treaties are subject to change as incurred
losses from those periods increase or decrease, resulting in an
increase or decrease in the commission rate and contingent ceding
commissions earned.
Ceding commission revenue consists of the following:
|
Three months ended
|
Six months ended
|
||
|
June 30,
|
June 30,
|
||
|
2017
|
2016
|
2017
|
2016
|
|
|
|
||
Provisional
ceding commissions earned
|
$3,424,577
|
$3,222,851
|
$6,768,346
|
$6,322,465
|
Contingent
ceding commissions earned
|
(118,639)
|
(653,826)
|
(277,956)
|
(983,103)
|
|
$3,305,938
|
$2,569,025
|
$6,490,390
|
$5,339,362
|
Provisional ceding commissions are settled
monthly. Balances due from reinsurers for contingent ceding
commissions on quota share treaties are settled annually based on
the loss ratio of each treaty year that ends on June 30. As
discussed above, the Loss Ratios from
prior years’ treaties are subject to change as incurred
losses from those periods develop, resulting in an increase or
decrease in the commission rate and contingent ceding commissions
earned. Contingent ceding commissions earned in any period include
the combined effect of changes recorded for all active treaties. As
of June 30, 2017 and December 31, 2016, net contingent ceding
commissions payable to reinsurers under all treaties was
approximately $1,170,000 and $773,000, respectively, which are
recorded in reinsurance balances payable in the accompanying
condensed consolidated balance
sheets.
26
Note 7 – Stockholders’
Equity
Public Offering of Common Stock
On
January 31, 2017, the Company closed on an underwritten public
offering of 2,500,000 shares of its Common Stock. On February 14,
2017, the Company closed on the underwriters’ purchase option
for an additional 192,500 shares of its Common Stock. The public
offering price for the 2,692,500 shares sold was $12.00 per share.
The aggregate net proceeds to the Company were approximately
$30,137,000, after deducting underwriting discounts and commissions
and other offering expenses in the aggregate amount of
approximately $2,173,000.
On
March 1, 2017, the Company used $23,000,000 of the net proceeds
from the offering to contribute capital to its insurance
subsidiary, KICO, to support its ratings upgrade plan and
additional growth. The remainder of the net proceeds will be used
for general corporate purposes. A shelf registration statement
relating to the shares sold in the offering was filed with the SEC
and became effective on January 19, 2017.
Dividends Declared
Dividends
declared and paid on Common Stock were $1,513,633 and $952,128 for
the six months ended June 30, 2017 and
2016, respectively. The Company’s Board of Directors
approved a quarterly dividend on August 9, 2017 of $.08 per share
payable in cash on September 15, 2017 to stockholders of record as
of August 31, 2017 (see Note 11).
Stock Options
Pursuant
to the Company’s 2005 Equity Participation Plan (the
“2005 Plan”), which provides for the issuance of
incentive stock options, non-statutory stock options and restricted
stock, a maximum of 700,000 shares of the Company’s Common
Stock are permitted to be issued pursuant to options granted and
restricted stock issued. Pursuant to the Company’s 2014
Equity Participation Plan (the “2014 Plan”), a maximum
of 700,000 shares of Common Stock of the Company are authorized to
be issued pursuant to the grant of incentive stock options,
non-statutory stock options, stock appreciation rights, restricted
stock and stock bonuses. Incentive stock options granted under the
2014 Plan and 2005 Plan expire no later than ten years from the
date of grant (except no later than five years for a grant to a 10%
stockholder). The Board of Directors or the Compensation Committee
of the Board determines the expiration date with respect to
non-statutory stock options and the vesting provisions for
restricted stock granted under the 2014 Plan and 2005
Plan.
The
results of operations for the three months ended June 30, 2017 and 2016 include stock-based
stock option compensation expense totaling approximately $14,000
and $34,000, respectively. The results of operations for the six
months ended June 30, 2017 and
2016 include stock-based stock option compensation expense totaling
approximately $30,000 and $66,000, respectively. Stock-based
compensation expense related to stock options is net of estimated
forfeitures of 17% for the three months and six months ended June
30, 2017 and 2016. Such amounts have been included in the condensed
consolidated statements of income and comprehensive income within
other operating expenses.
Stock-based
compensation expense for the six months ended June 30, 2017 and
2016 is the estimated fair value of options granted amortized on a
straight-line basis over the requisite service period for the
entire portion of the award less an estimate for anticipated
forfeitures. The Company uses the “simplified” method
to estimate the expected term of the options because the
Company’s historical share option exercise experience does
not provide a reasonable basis upon which to estimate expected
term. No options were granted during the six months ended June 30,
2017. The weighted average estimated fair value of stock options
granted during the six months ended June 30, 2016 was $1.87 per share. The fair
value of stock options at the grant date was estimated using the
Black-Scholes option-pricing model. The following weighted average
assumptions were used for grants during the following
periods:
27
|
Six months ended
|
||
|
June 30,
|
||
|
2017
|
|
2016
|
|
|
|
|
Dividend Yield
|
n/a
|
|
2.74% - 3.18%
|
Volatility
|
n/a
|
|
31.61% - 31.81%
|
Risk-Free Interest Rate
|
n/a
|
|
1.01% - 1.11%
|
Expected Life
|
n/a
|
|
3.25 years
|
The
Black-Scholes option valuation model was developed for use in
estimating the fair value of traded options, which have no vesting
restrictions and are fully transferable. In addition, option
valuation models require the input of highly subjective assumptions
including the expected stock price volatility. Because our stock
options have characteristics significantly different from those of
traded options, and because changes in the subjective input
assumptions can materially affect the fair value estimate, in
management's opinion, the existing models do not necessarily
provide a reliable single measure of the fair value of our stock
options.
A
summary of stock option activity under the Company’s 2014
Plan and 2005 Plan for the six months ended June 30, 2017 is as follows:
Stock Options
|
Number of Shares
|
Weighted Average Exercise Price per
Share
|
Weighted Average Remaining Contractual
Term
|
Aggregate Intrinsic Value
|
|
|
|
|
|
Outstanding
at January 1, 2017
|
362,750
|
$6.62
|
2.61
|
$2,586,748
|
|
|
|
|
|
Granted
|
-
|
$-
|
|
$-
|
Exercised
|
(6,500)
|
$6.26
|
|
$50,188
|
Forfeited
|
-
|
$-
|
|
$-
|
|
|
|
|
|
Outstanding
at June 30, 2017
|
356,250
|
$6.63
|
2.12
|
$3,090,223
|
|
|
|
|
|
Vested
and Exercisable at June 30, 2017
|
273,750
|
$6.48
|
1.96
|
$2,415,123
|
The
aggregate intrinsic value of options outstanding and options
exercisable at June 30, 2017 is
calculated as the difference between the exercise price of the
underlying options and the market price of the Company’s
Common Stock for the options that had exercise prices that were
lower than the $15.30 closing price of the Company’s Common
Stock on June 30,
2017.
Participants in the 2005 and 2014 Plans may exercise their
outstanding vested options, in whole or in part, by having the
Company reduce the number of shares otherwise issuable by a number
of shares having a fair market value equal to the exercise price of
the option being exercised (“Net Exercise”). The
Company received cash proceeds of $39,361 from the exercise of
options for the purchase of 6,250 shares of Common Stock during the
six months ended June 30, 2017. The remaining 250 options exercised during the six months ended June
30, 2017 were Net Exercises, resulting in the issuance of 166
shares of Common Stock. No options were exercised during the six
months ended June 30, 2016.
28
As of
June 30, 2017, the fair value
of unamortized compensation cost related to unvested stock option
awards was approximately $14,000. Unamortized compensation cost as
of June 30, 2017 is expected to
be recognized over a remaining weighted-average vesting period of
0.78 years.
As of
June 30, 2017, there were
556,573 shares reserved for grants under the 2014
Plan.
Other Equity Compensation
In January 2017, the Company granted a total of 8,000 shares of
restricted Common Stock under the 2014 Plan to its four
non-employee directors. In January 2016, the Company granted a
total of 6,000 shares of restricted Common Stock under the 2014
Plan to its three then non-employee directors. In March 2016, the
Company granted 1,500 shares of restricted Common Stock under the
2014 Plan to a newly elected non-employee director. One-third of
the shares granted will vest on each of the three annual
anniversaries following the grant date.
In February 2017, the Company granted a total of 16,000 shares of
restricted Common Stock under the 2014 Plan to two executive
officers. In April 2017 the Company granted a total of 24,010
shares of restricted Common Stock under the 2014 Plan to four
executive officers and thirteen employees. The shares granted to
executives and employees will vest on a monthly basis over the
three year period following the grant date.
Fair value was calculated using the
closing price of our Common Stock on the grant date. For the three
months and six months ended June 30, 2017, stock-based compensation
of approximately $55,000 and $97,000, respectively, for these
grants is included in the condensed consolidated statements
of income and comprehensive income.
These amounts reflect the Company’s accounting expense and do
not correspond to the actual value that will be recognized by the
executives and employees.
Note 8 – Income Taxes
The Company files a consolidated U.S. federal income tax return
that includes all wholly owned subsidiaries. State tax returns are
filed on a consolidated or separate return basis depending on
applicable laws. The Company records adjustments related to prior
years’ taxes during the period when they are identified,
generally when the tax returns are filed. The effect of
these adjustments on the current and prior periods (during which
the differences originated) is evaluated based upon quantitative
and qualitative factors and are considered in relation to the
condensed consolidated financial statements taken as a whole for
the respective periods.
Deferred tax assets and liabilities are determined using the
enacted tax rates applicable to the period the temporary
differences are expected to be recovered. Accordingly, the current
period income tax provision can be affected by the enactment of new
tax rates. The net deferred income taxes on the balance sheet
reflect temporary differences between the carrying amounts of the
assets and liabilities for financial reporting purposes and income
tax purposes, tax effected at various rates depending on whether
the temporary differences are subject to federal taxes, state
taxes, or both.
29
Significant components of the Company’s deferred tax assets
and liabilities are as follows:
|
June 30,
|
December 31,
|
|
2017
|
2016
|
|
|
|
Deferred
tax asset:
|
|
|
Net
operating loss carryovers (1)
|
$112,760
|
$131,626
|
Claims
reserve discount
|
449,361
|
417,349
|
Unearned
premium
|
3,141,650
|
2,877,365
|
Deferred
ceding commission revenue
|
2,457,848
|
2,329,626
|
Other
|
372,142
|
188,675
|
Total
deferred tax assets
|
6,533,761
|
5,944,641
|
|
|
|
Deferred
tax liability:
|
|
|
Investment
in KICO (2)
|
1,169,000
|
1,169,000
|
Deferred
acquisition costs
|
4,516,786
|
4,161,526
|
Intangibles
|
401,200
|
459,000
|
Depreciation
and amortization
|
267,447
|
265,671
|
Net
unrealized appreciation of securities - available for
sale
|
519,168
|
56,393
|
Total
deferred tax liabilities
|
6,873,601
|
6,111,590
|
|
|
|
Net
deferred income tax liability
|
$(339,840)
|
$(166,949)
|
(1)
The
deferred tax assets from net operating loss carryovers
(“NOL”) are as follows:
Type of NOL
|
2017
|
2016
|
Expiration
|
State
only (A)
|
$730,737
|
$655,719
|
December
31, 2037
|
Valuation
allowance
|
(624,777)
|
(534,293)
|
|
State
only, net of valuation allowance
|
105,960
|
121,426
|
|
Amount
subject to Annual Limitation, federal only (B)
|
6,800
|
10,200
|
December
31, 2019
|
Total
deferred tax asset from net operating loss carryovers
|
$112,760
|
$131,626
|
|
(A) Kingstone generates operating losses for state purposes and has
prior year NOLs available. The state NOL as of June 30, 2017 and
December 31, 2016 was approximately $11,242,000 and $10,088,000, respectively. KICO, the
Company’s insurance underwriting subsidiary, is not subject
to state income taxes. KICO’s state tax obligations are paid
through a gross premiums tax, which is included in the
condensed consolidated statements of income and comprehensive
income within other underwriting expenses. A valuation allowance has been recorded due to
the uncertainty of generating enough state taxable income to
utilize 100% of the available state NOLs over their remaining
lives, which expire between 2027 and 2037.
(B) The Company has an NOL of $20,000 that is subject to Internal
Revenue Code Section 382, which places a limitation on the
utilization of the federal NOL loss to approximately $10,000 per
year (“Annual Limitation”) as a result of a greater
than 50% ownership change of the Company in 1999. The losses
subject to the Annual Limitation will be available for future
years, expiring through December 31, 2019.
(2)
Deferred
tax liability – Investment in KICO
On July 1, 2009, the Company completed the acquisition of 100% of
the issued and outstanding common stock of KICO (formerly known as
Commercial Mutual Insurance Company (“CMIC”)) pursuant
to the conversion of CMIC from an advance premium cooperative to a
stock property and casualty insurance company. Pursuant to the plan
of conversion, the Company acquired a 100% equity interest in KICO,
in consideration for the exchange of $3,750,000 principal amount of
surplus notes of CMIC. In addition, the Company forgave all accrued
and unpaid interest on the surplus notes as of the date of
conversion. As of the date of acquisition, unpaid accrued interest
on the surplus notes along with the accretion of the discount on
the original purchase of the surplus notes totaled $2,921,319
(together “Untaxed Interest”). As of the date of
acquisition, the deferred tax liability on the Untaxed Interest was
$1,169,000. A temporary difference with an indefinite life exists
when the parent has a lower carrying value of its subsidiary for
income tax purposes. The Company is required to maintain its
deferred tax liability of $1,169,000 related to this temporary
difference until the stock of KICO is sold, or the assets of KICO
are sold or KICO and the parent are merged.
30
In assessing the valuation of deferred tax assets, the Company
considers whether it is more likely than not that some portion or
all of the deferred tax assets will not be realized. The ultimate
realization of deferred tax assets is dependent upon the generation
of future taxable income during the periods in which those
temporary differences become deductible. No valuation allowance
against deferred tax assets has been established, except for NOL
limitations, as the Company believes it is more likely than not the
deferred tax assets will be realized based on the historical
taxable income of KICO, or by offset to deferred tax
liabilities.
The Company had no material unrecognized tax benefit and no
adjustments to liabilities or operations were required. There were
no interest or penalties related to income taxes that have been
accrued or recognized as of and for the six months ended June 30,
2017 and 2016. If any had been recognized these would have been
reported in income tax expense.
Generally, taxing authorities may examine the Company’s tax
returns for the three years from the date of filing. The
Company’s tax returns for the years ended December 31 2013
through December 31, 2016 remain subject to
examination.
Note
9 – Earnings Per Common Share
Basic
net earnings per common share is computed by dividing income
available to common shareholders by the weighted-average number of
common shares outstanding. Diluted earnings per common share
reflect, in periods in which they have a dilutive effect, the
impact of common shares issuable upon exercise of stock options.
The computation of diluted earnings per common share excludes those
options with an exercise price in excess of the average market
price of the Company’s common shares during the periods
presented.
The
computation of diluted earnings per common share excludes
outstanding options in periods where the exercise of such options
would be anti-dilutive. For the three months ended June
30, 2017 and 2016, the
inclusion of -0- and 29,794 options, respectively, in the
computation of diluted earnings per common share would have been
anti-dilutive for the periods and, as a result, the weighted
average number of common shares used in the calculation of diluted
earnings per common share has not been adjusted for the effect of
such options. For the six months ended June 30, 2017 and 2016, the inclusion of -0- and
17,060 options, respectively, in the computation of diluted
earnings per common share would have been anti-dilutive for the
periods and, as a result, the weighted average number of common
shares used in the calculation of diluted earnings per common share
has not been adjusted for the effect of such options.
31
The
reconciliation of the weighted average number of common shares used
in the calculation of basic and diluted earnings per common share
follows:
|
Three months ended
|
Six months ended
|
||
|
June 30,
|
June 30,
|
||
|
2017
|
2016
|
2017
|
2016
|
|
|
|
|
|
Weighted
average number of shares outstanding
|
10,622,496
|
7,794,347
|
10,145,772
|
7,558,366
|
Effect
of dilutive securities, common share equivalents
|
200,081
|
58,937
|
191,441
|
48,865
|
|
|
|
|
|
Weighted
average number of shares outstanding,
|
|
|
|
|
used
for computing diluted earnings per share
|
10,822,577
|
7,853,284
|
10,337,213
|
7,607,231
|
Note 10 - Commitments and Contingencies
Litigation
From time to time, the Company is involved in various legal
proceedings in the ordinary course of business. For example, to the
extent a claim asserted by a third party in a lawsuit against one
of the Company’s insureds covered by a particular policy, the
Company may have a duty to defend the insured party against the
claim. These claims may relate to bodily injury, property damage or
other compensable injuries as set forth in the policy. Such
proceedings are considered in estimating the liability for loss and
LAE expenses. The Company is not subject to any other pending legal
proceedings that management believes are likely to have a material
adverse effect on the condensed consolidated financial
statements.
Office Lease
The Company is a party to a non-cancellable operating lease, dated
March 27, 2015, for its office facility for KICO located in Valley
Stream, New York. In June 2016, the Company entered into a lease
modification agreement. The original lease had a term of seven
years and nine months. The lease modification increased the space
occupied by KICO and extended the lease term to seven years and
nine months to be measured from the additional premises
commencement date. The additional premises commencement date was
September 19, 2016, and additional rent was payable beginning March
19, 2017. The original lease commencement date was July 1, 2015 and
rent commencement began January 1, 2016.
In addition to the base rental costs, occupancy lease agreements
generally provide for rent escalations resulting from increased
assessments from real estate taxes and other charges. Rent expense
under the lease is recognized on a straight-line basis over the
lease term. At June 30, 2017, cumulative rent expense exceeded
cumulative rent payments by $87,857. This difference is recorded as
deferred rent and is included in accounts payable, accrued expenses
and other liabilities in the accompanying condensed consolidated
balance sheets.
32
As of June 30, 2017, aggregate future minimum rental commitments
under the Company’s modified lease agreement are as
follows:
For the Year
|
|
Ending
|
|
December 31,
|
Total
|
2017 (six months)
|
$79,959
|
2018
|
164,117
|
2019
|
169,861
|
2020
|
175,806
|
2021
|
181,959
|
Thereafter
|
432,392
|
Total
|
$1,204,094
|
Rent expense for the three months ended June 30, 2017 and 2016
amounted to $41,342 and $26,126, respectively. Rent expense for the
six months ended June 30, 2017 and 2016 amounted to $82,684 and
$52,252 respectively. Rent expense is included in the
condensed consolidated statements of income and comprehensive
income within other underwriting
expenses.
Note 11 – Subsequent Events
The
Company has evaluated events that occurred subsequent to
June 30, 2017 through the date
these condensed consolidated financial statements were issued for
matters that required disclosure or adjustment in these condensed
consolidated financial statements.
Investments
In July
2017, KICO became a member of the Federal Home Loan Bank of New
York (“FHLBNY”). Members have
access to a variety of flexible, low cost funding through
FHLBNY’s credit products, enabling members to customize
advances. Advances are to be fully collateralized; eligible
collateral to pledge to FHLBNY includes residential and commercial
mortgage backed securities, along with US Treasury and agency
securities.
Dividends Declared and Paid
On
August 9, 2017, the Company’s Board of Directors approved a
quarterly dividend of $.08 per share payable in cash on September
15, 2017 to stockholders of record as of the close of business on
August 31, 2017.
Reinsurance
KICO
entered into new annual reinsurance treaties with different terms
effective July 1, 2017. See Note 6, Property and Casualty Insurance
Activity – Reinsurance.
33
ITEM 2. MANAGEMENT’S
DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS.
Overview
We
offer property and casualty insurance products to individuals and
small businesses in New York State and other markets through our
wholly owned subsidiary, Kingstone Insurance Company
(“KICO”). KICO’s insureds are located primarily
in downstate New York, consisting of New York City, Long Island and
Westchester County. We are also licensed in the States of New
Jersey, Connecticut, Pennsylvania, Rhode Island and Texas. We began
writing homeowners business in New Jersey on May 4, 2017. Although
New Jersey is now a growing expansion market for us, KICO currently
writes substantially all of its business in New York.
In
November 2016, we commenced a plan of action to upgrade
KICO’s A. M. Best rating. In April 2017, A.M. Best upgraded
the Financial Strength Rating (FSR) of KICO to A- (Excellent) from
B++ (Good). We believe that an A.M. Best rating of A- will open new
growth opportunities for KICO. The plan called for us to raise
capital with the intent to contribute a portion of the proceeds to
KICO and to reduce KICO’s reliance on quota share
reinsurance. On January 31, 2017, we closed on an underwritten
public offering of 2,500,000 shares of our common stock. On
February 14, 2017, we closed on the underwriters’ purchase
option for an additional 192,500 shares of our common stock. The
public offering price for the 2,692,500 shares sold was $12.00 per
share. The aggregate net proceeds to us were approximately
$30,137,000. On March 1, 2017, we used $23,000,000 of the net
proceeds from the offering to contribute capital to KICO, to
support its ratings upgrade plan and additional growth. The
remainder of the net proceeds will be used for general corporate
purposes. In March 2017, KICO bound its personal lines quota share
treaty effective July 1, 2017, reducing the quota share rate to 20%
from the current 40%.
We
derive substantially all of our revenue from KICO, which includes
revenues from earned premiums, ceding commissions from quota share
reinsurance, net investment income generated from its portfolio,
and net realized gains and losses on investment securities. All of
KICO’s insurance policies are for a one year period. Earned
premiums represent premiums received from insureds, which are
recognized as revenue over the period of time that insurance
coverage is provided (i.e., ratably over the one year life of the
policy). A significant period of time normally elapses between the
receipt of insurance premiums and the payment of insurance claims.
During this time, KICO invests the premiums, earns investment
income and generates net realized and unrealized investment gains
and losses on investments.
Our
expenses include the insurance underwriting expenses of KICO and
other operating expenses. Insurance companies incur a significant
amount of their total expenses from losses incurred by
policyholders, which are commonly referred to as claims. In
settling these claims, various loss adjustment expenses
(“LAE”) are incurred such as insurance adjusters’
fees and legal expenses. In addition, insurance companies incur
policy acquisition costs. Policy acquisition costs include
commissions paid to producers, premium taxes, and other expenses
related to the underwriting process, including employees’
compensation and benefits.
Other
operating expenses include our corporate expenses as a holding
company. These expenses include legal and auditing fees, executive
employment costs, and other costs directly associated with being a
public company.
34
Product Lines
Our
active product lines include the following:
Personal lines: Our
largest line of business is personal lines, consisting of
homeowners, dwelling fire, cooperative/condominium, renters, and
personal umbrella policies.
Commercial
liability: We
offer businessowners policies, which consist primarily of small
business retail, service, and office risks without a residential
exposure. We also write artisan’s liability policies for
small independent contractors with seven or fewer employees.
In addition, we write special multi-peril policies for larger and
more specialized businessowners risks, including those with limited
residential exposures. We also offer commercial umbrella policies
written above our supporting commercial lines
policies.
Livery physical
damage: We
write for-hire vehicle physical damage only policies for livery and
car service vehicles and taxicabs. These policies insure only the
physical damage portion of insurance for such vehicles, with no
liability coverage included.
Other: We write
canine legal liability policies and also have a small participation
in mandatory state joint underwriting associations.
Key Measures
We
utilize the following key measures in analyzing the results of our
insurance underwriting business:
Net loss ratio: The
net loss ratio is a measure of the underwriting profitability of an
insurance company’s business. Expressed as a percentage, this
is the ratio of net losses and loss adjustment expenses
(“LAE”) incurred to net premiums earned.
Net underwriting expense
ratio: The net underwriting expense ratio is a
measure of an insurance company’s operational efficiency in
administering its business. Expressed as a percentage, this is the
ratio of the sum of acquisition costs (the most significant being
commissions paid to our producers) and other underwriting expenses
less ceding commission revenue less other income to net premiums
earned.
Net combined
ratio: The net combined ratio is a measure of an
insurance company’s overall underwriting profit. This is the
sum of the net loss and net underwriting expense ratios. If the net
combined ratio is at or above 100 percent, an insurance company
cannot be profitable without investment income, and may not be
profitable if investment income is insufficient.
Underwriting income:
Underwriting income is net pre-tax income attributable to our
insurance underwriting business before investment activity. It
excludes net investment income, net realized gains from
investments, and depreciation and amortization (net premiums earned
less expenses included in combined ratio). Underwriting income is a
measure of an insurance company’s overall operating
profitability before items such as investment income, depreciation
and amortization, interest expense and income taxes.
Critical Accounting Policies and Estimates
Our
condensed consolidated financial statements include the accounts of
Kingstone Companies, Inc. and all majority-owned and controlled
subsidiaries. The preparation of financial statements in conformity
with accounting principles generally accepted in the United States
requires our management to make estimates and assumptions in
certain circumstances that affect amounts reported in our
consolidated financial statements and related notes. In preparing
these condensed consolidated financial statements, our management
has utilized information available including our past history,
industry standards and the current economic environment, among
other factors, in forming its estimates and judgments of certain
amounts included in the consolidated financial statements, giving
due consideration to materiality. It is possible that the ultimate
outcome as anticipated by our management in formulating its
estimates inherent in these financial statements might not
materialize. However, application of the critical accounting
policies involves the exercise of judgment and use of assumptions
as to future uncertainties and, as a result, actual results could
differ from these estimates. In addition, other companies may
utilize different estimates, which may impact the comparability of
our results of operations to those of companies in similar
businesses.
We
believe that the most critical accounting policies relate to the
reporting of reserves for loss and LAE, including losses that have
occurred but have not been reported prior to the reporting date,
amounts recoverable from third party reinsurers, deferred ceding
commission revenue, deferred policy acquisition costs, deferred
income taxes, the impairment of investment securities, intangible
assets and the valuation of stock-based compensation. See Note 2 to
the condensed consolidated financial statements - “Accounting
Policies” for information related to updated accounting
policies.
35
Consolidated Results of Operations
Six Months Ended June 30, 2017 Compared to Six Months Ended June
30, 2016
The
following table summarizes the changes in the results of our
operations (in thousands) for the periods indicated:
|
Six months ended June 30,
|
|||
($ in thousands)
|
2017
|
2016
|
Change
|
Percent
|
Revenues
|
|
|
|
|
Direct
written premiums
|
$56,584
|
$49,204
|
$7,380
|
15.0%
|
Assumed
written premiums
|
6
|
16
|
(10)
|
(62.5)%
|
|
56,590
|
49,220
|
7,370
|
15.0%
|
Ceded
written premiums
|
|
|
|
|
Ceded
to quota share treaties
|
14,308
|
12,381
|
1,927
|
15.6%
|
Ceded
to excess of loss treaties
|
636
|
649
|
(13)
|
(2.0)%
|
Total
ceded to catastrophe treaties
|
5,184
|
4,575
|
609
|
13.3%
|
Total
ceded written premiums
|
20,128
|
17,605
|
2,523
|
14.3%
|
|
|
|
|
|
Net
written premiums
|
36,462
|
31,615
|
4,847
|
15.3%
|
|
|
|
|
|
Change
in unearned premiums
|
|
|
|
|
Direct
and assumed
|
(4,040)
|
(2,570)
|
(1,470)
|
57.2%
|
Ceded
to quota share treaties
|
902
|
498
|
404
|
81.1%
|
Change
in net unearned premiums
|
(3,138)
|
(2,072)
|
(1,066)
|
51.4%
|
|
|
|
|
|
Premiums
earned
|
|
|
|
|
Direct
and assumed
|
52,549
|
46,650
|
5,899
|
12.6%
|
Ceded
to quota share treaties
|
(19,226)
|
(17,107)
|
(2,119)
|
12.4%
|
Net
premiums earned
|
33,323
|
29,543
|
3,780
|
12.8%
|
Ceding
commission revenue
|
6,490
|
5,339
|
1,151
|
21.6%
|
Net
investment income
|
1,884
|
1,577
|
307
|
19.5%
|
Net
realized gain on investments
|
76
|
364
|
(288)
|
(79.1)%
|
Other
income
|
598
|
533
|
65
|
12.2%
|
Total
revenues
|
42,371
|
37,356
|
5,015
|
13.4%
|
36
|
Six months ended June 30,
|
|||
($ in thousands)
|
2017
|
2016
|
Change
|
Percent
|
|
|
|
|
|
Total revenues
|
42,371
|
37,356
|
5,015
|
13.4%
|
|
|
|
|
|
Expenses
|
|
|
|
|
Loss
and loss adjustment expenses
|
|
|
|
|
Direct
and assumed:
|
|
|
|
|
Loss
and loss adjustment expenses excluding the effect of
catastrophes
|
23,174
|
20,037
|
3,137
|
15.7%
|
Losses
from catastrophes (1)
|
-
|
2,337
|
(2,337)
|
(100.0)%
|
Total
direct and assumed loss and loss adjustment expenses
|
23,174
|
22,374
|
800
|
3.6%
|
|
|
|
|
|
Ceded
loss and loss adjustment expenses:
|
|
|
|
|
Loss
and loss adjustment expenses excluding the effect of
catastrophes
|
7,426
|
6,169
|
1,257
|
20.4%
|
Losses
from catastrophes (1)
|
-
|
935
|
(935)
|
(100.0)%
|
Total
ceded loss and loss adjustment expenses
|
7,426
|
7,104
|
322
|
4.5%
|
|
|
|
|
|
Net
loss and loss adjustment expenses:
|
|
|
|
|
Loss
and loss adjustment expenses excluding the effect of
catastrophes
|
15,748
|
13,868
|
1,880
|
13.6%
|
Losses
from catastrophes (1)
|
-
|
1,402
|
(1,402)
|
(100.0)%
|
Net
loss and loss adjustment expenses
|
15,748
|
15,270
|
478
|
3.1%
|
|
|
|
|
|
Commission
expense
|
9,991
|
8,796
|
1,195
|
13.6%
|
Other
underwriting expenses
|
8,412
|
6,943
|
1,469
|
21.2%
|
Other
operating expenses
|
1,662
|
762
|
900
|
118.1%
|
Depreciation
and amortization
|
645
|
573
|
72
|
12.6%
|
Total
expenses
|
36,458
|
32,344
|
4,114
|
12.7%
|
|
|
|
|
|
Income
from operations before taxes
|
5,913
|
5,012
|
901
|
18.0%
|
Provision
for income tax
|
1,932
|
1,629
|
303
|
18.6%
|
Net income
|
$3,981
|
$3,383
|
$598
|
17.7%
|
(1) For
the six months ended June 30, 2016, includes the effects of severe
winter weather (which we define as a catastrophe). We define a
“catastrophe” as an event or series of related events
that involve multiple first party policyholders, or an event or
series of events that produce a number of claims in excess of a
preset, per-event threshold of average claims in a specific area,
occurring within a certain amount of time constituting the event or
series of events. Catastrophes are caused by various natural
events including high winds, excessive rain, winter storms, severe
winter weather, tornadoes, hailstorms, wildfires, tropical storms,
and hurricanes.
|
Six months ended June 30,
|
|||
|
2017
|
2016
|
Percentage Point Change
|
Percent Change
|
|
|
|
|
|
Key ratios:
|
|
|
|
|
Net
loss ratio
|
47.3%
|
51.7%
|
(4.4)
|
(8.5)%
|
Net
underwriting expense ratio
|
34.1%
|
33.4%
|
0.7
|
2.1%
|
Net
combined ratio
|
81.4%
|
85.1%
|
(3.7)
|
(4.3)%
|
Direct Written Premiums
Direct written premiums during the six months
ended June 30, 2017 (“2017”) were $56,584,000
compared to $49,204,000
during the six months ended June
30, 2016 (“2016”).
The increase of $7,380,000, or
15%, was primarily due to an increase in policies in-force during
2017 as compared to 2016, and from writing policies with higher
average premiums. We wrote more new policies as a result of
continued demand for our products in the markets that we serve. We
believe that a portion of our growth in new policies is
attributable to our upgraded A.M. Best rating of A- that we
received in April 2017. Policies in-force increased by 11.8% as of
June 30, 2017 compared to June 30, 2016.
37
Net Written Premiums and Net Premiums Earned
Net written premiums increased
$4,847,000, or 15.3%, to
$36,462,000 in 2017 from
$31,615,000 in 2016. Net written
premiums include direct and assumed premiums, less the amount of
written premiums ceded under our reinsurance treaties (quota share,
excess of loss, and catastrophe). During 2017, our personal lines
business was subject to a 40% quota share treaty. A reduction to
the quota share percentage or elimination of a quota share treaty
will reduce our ceded written premiums, which will result in a
corresponding increase to our net written premiums. In March 2017,
we bound a new personal lines quota share treaty effective July 1,
2017, reducing the quota share rate to 20%.
Excess of loss reinsurance treaty
An
increase in written premiums will also increase the premiums ceded
under our excess of loss treaties, which incrementally reduces our
net written premiums. In 2017, our ceded excess of loss reinsurance
premiums decreased by $13,000 over the comparable ceded premiums
for 2016. The decrease was due to more favorable reinsurance rates
in 2017, partially offset by an increase in premiums subject to
excess of loss reinsurance.
Catastrophe reinsurance treaty
Most
of the premiums written under our personal lines are also subject
to our catastrophe treaty. An increase in our personal lines
business gives rise to more property exposure, which increases our
exposure to catastrophe risk; therefore, our premiums for
catastrophe insurance will increase. This results in an increase in
premiums ceded under our catastrophe treaty, which reduces net
written premiums. In 2017, our catastrophe reinsurance premiums
increased by $609,000 over the comparable ceded premiums for
2016.
With
the inception of our personal lines quota share treaty being on a
“net” basis effective July 1, 2015, our catastrophe
premiums are paid based on total direct written premiums subject to
the catastrophe reinsurance treaty, not just those retained after
quota share reinsurance as was the case under the prior
“gross” basis.
Net premiums earned
Net premiums earned increased $3,780,000,
or 12.8%, to $33,323,000
in 2017 from $29,543,000
in 2016. As premiums written earn
ratably over a twelve months period, net premiums earned in 2017
increased due to the growth in net written premiums for the twelve
months ended June 30, 2017 compared to the twelve months
ended June 30,
2016.
Ceding Commission Revenue
The
following table details the quota share provisional ceding
commission rates in effect during 2017 and 2016. This table should
be referred to in conjunction with the discussion for ceding
commission revenue that follows.
38
|
Six months ended
|
||
|
June 30,
|
||
|
2017
|
|
2016
|
|
("2016/2017 Treaty")
|
|
("2015/2016 Treaty")
|
|
|
|
|
Provisional ceding commission rate on quota share
treaty
|
|
|
|
Personal
lines
|
52%
|
|
55%
|
The
following table summarizes the changes in the components of ceding
commission revenue (in thousands) for the periods
indicated:
|
Six months ended June 30,
|
|||
($ in thousands)
|
2017
|
2016
|
Change
|
Percent
|
|
|
|
|
|
Provisional
ceding commissions earned
|
$6,768
|
$6,322
|
$446
|
7.1%
|
Contingent
ceding commissions earned
|
(278)
|
(983)
|
705
|
(71.7)%
|
|
|
|
|
|
Total
ceding commission revenue
|
$6,490
|
$5,339
|
$1,151
|
21.6%
|
Ceding commission revenue was $6,490,000
in 2017 compared to $5,339,000
in 2016. The increase of
$1,151,000, or 21.6%, was due to an
increase in provisional ceding commissions earned and a reduction
in negative contingent ceding commissions
earned.
Provisional Ceding Commissions Earned
We
receive a provisional ceding commission based on ceded written
premiums. In 2017 our provisional ceding rate was 52% effective
July 1, 2016 under the 2016/2017 Treaty. In 2016 our provisional
ceding rate was 55% effective July 1, 2015 under the 2015/2016
Treaty. The $446,000 increase in provisional ceding commissions
earned is due to an increase in personal lines direct written
premiums subject to the quota share, partially offset by the
decrease in our provisional ceding commission rate as discussed
above.
Contingent Ceding Commissions Earned
We
receive a contingent ceding commission based on a sliding scale in
relation to the losses incurred under our quota share treaties. The
lower the ceded loss ratio, the more contingent commission we
receive. The amount of contingent ceding commissions we are
eligible to receive under the personal lines quota share treaties
detailed in the table above that were in effect during 2017 are
subject to change based on losses incurred from claims with
accident dates beginning July 1, 2016. The amount of contingent
ceding commissions we are eligible to receive under our prior
years’ quota share treaties is subject to change based on
losses incurred related to claims with accident dates before July
1, 2016 under those treaties.
The
2016/2017 Treaty and 2015/2016 Treaty structure limits the amount
of contingent ceding commissions that we can receive by setting the
provisional commission rate higher than the rates we received in
prior years. As a result of the higher upfront provisional ceding
commissions that we receive, there is only a limited opportunity to
earn contingent ceding commissions under these treaties. Under our
“net” treaty structure, catastrophe losses in excess of
the $5,000,000 retention will fall outside of the quota share
treaty and such losses will not have an impact on contingent ceding
commissions, as was the case under previous “gross”
treaties. The “net” structure eliminates the adverse
impact that catastrophe losses can have on contingent ceding
commissions. See “Reinsurance” below for changes to our
personal lines quota share treaty to take effect on July 1,
2017.
39
Net Investment Income
Net investment income was $1,884,000
in 2017 compared to $1,577,000
in 2016. The increase of
$307,000, or 19.5%, was due to an
increase in average invested assets in 2017. The average investment
yield on invested assets was 3.80% as of June 30, 2017 compared to
3.74% as of June 30, 2016. The pre-tax equivalent investment yield
on invested assets was 4.00% and 4.04% as of June 30, 2017 and
2016, respectively.
Cash and invested assets were $143,450,000 as of
June 30, 2017, compared to $104,072,000 as of June 30, 2016. The
$39,378,000 increase in cash and invested assets resulted primarily
from the net proceeds of $30,137,000 that we received in January
and February of 2017 from our public offering and increased
operating cash flows for the period after June 30,
2016. The net proceeds of the public
offering were invested in cash equivalents until we received
approval from the New York State Department of Financial Services
to contribute $23,000,000 to KICO.
Other Income
Other
income was $598,000 in 2017 compared to $533,000 in 2016. The
increase of $65,000, or 12.2%, was primarily due to an increase in
installment and finance fees earned in our insurance underwriting
business.
Net Loss and LAE
Net
loss and LAE was $15,748,000 in 2017 compared to $15,270,000 in
2016. The net loss ratio was 47.3% in 2017 compared to 51.7% in
2016, a decrease of 4.4 percentage points.
40
The following graphs summarize
the changes in the components of net loss ratio for the periods
indicated:
During
2017, the net loss ratio decreased compared to 2016 due to a
combination of several factors. First, due to a relatively mild
winter season, there was a reduction in the impact of severe winter
weather. We record a catastrophe impact for this component if
losses incurred from winter weather claims exceed those expected in
an average winter. Since 2017 exhibited milder than average
winter weather, we did not record a catastrophe impact from severe
winter weather. In 2016 through two quarters we recorded a 4.8
point impact, which resulted in a decrease of 4.8 points year to
date related to the impact of severe winter weather. Second,
we have recorded 0.6 points of favorable prior year loss
development in 2017 compared to 0.4 points of favorable prior year
development in 2016, or an increase in the favorable impact of 0.2
points year to date. Finally, the core loss ratio excluding the
impact of severe winter weather and prior year development is 47.9%
in 2017, compared to 47.3% in 2016, an increase of 0.6
points. The increase is driven by higher claim severity
observed in the second quarter of 2017 compared to the second
quarter of 2016. See table below under “Additional Financial
Information” summarizing net loss ratios by line of
business.
Commercial Auto Line of Business
Effective October
1, 2014 we decided to no longer accept applications for new
commercial auto coverage. The action was taken following a series
of underwriting and pricing measures which were intended to improve
the profitability of this line of business. The actions taken did
not yield the hoped for results. In February 2015, we decided to no
longer offer renewals to our existing commercial auto policies
beginning with those that expired on or after May 1,
2015.
41
The
decision to exit this line of business has significantly reduced
the adverse impact that associated commercial auto liability claims
will have on our overall results. The following table
displays the impact that this decision has had on our loss and LAE
reserves over time:
|
Commercial Auto
|
|
Commercial Auto as a
|
|
As of
|
Number of Open Claims
|
Loss and LAE Reserves
|
Total Loss and LAE Reserves
|
Percentage of Total Loss and LAE Reserves
|
(in
thousands except number of open claims and
percentages)
|
|
|
|
|
|
|
|
|
|
December
31, 2013
|
170
|
$9,185
|
$34,503
|
26.6%
|
December
31, 2014
|
114
|
$8,126
|
$39,613
|
20.5%
|
December
31, 2015
|
68
|
$4,971
|
$39,877
|
12.5%
|
December
31, 2016
|
34
|
$2,434
|
$41,737
|
5.8%
|
June
30, 2017
|
23
|
$2,289
|
$44,197
|
5.2%
|
Commercial
auto liability loss and LAE reserves account for a rapidly
decreasing percentage of our total loss and LAE reserves, and as of
June 30, 2017 comprise 5.2% of our total loss and LAE
reserves. This line of business was historically subject to a
high level of uncertainty and volatility in claim emergence and
loss development. The exit from this line therefore
significantly decreases the uncertainty surrounding our overall
reserve levels and reduces the associated volatility in financial
results.
Commission Expense
Commission
expense was $9,991,000 in 2017 or 19.0% of direct earned premiums.
Commission expense was $8,796,000 in 2016 or 18.9% of direct earned
premiums. The increase of $1,195,000 is due to the increase in
direct earned premiums in 2017 as compared to 2016. The higher
average commission rate in 2017 is due to growth in premiums
written by certain producers, which made them eligible for an
increase in commission rates in 2017. In addition, average
commission rates increased due to a change in the mix of business
to lines of business with higher commission rates.
Other Underwriting Expenses
Other
underwriting expenses were $8,412,000 in 2017 compared to
$6,943,000 in 2016. The increase of $1,469,000, or 21.2%, was
primarily due to expenses directly and indirectly related to growth
in direct written premiums. We are also incurring expenses related
to our efforts to expand into the other states in which we recently
obtained licensing (“Expansion Expenses”). Expenses
directly related to the increase in direct written premiums
primarily consist of underwriting expenses, software usage fees and
state premium taxes. Expenses indirectly related to the increase in
direct written premiums primarily consist of salaries along with
related other employment costs. Expansion Expenses were $498,000 in
2017 compared to $112,000 in 2016. The increase of $386,000
includes the costs of salaries and employment costs, professional
fees, IT and data services specifically attributable to the
expansion into new states.
Salaries
and employment costs, excluding Expansion Expenses costs discussed
above, were $3,505,000 in 2017 compared to $3,190,000 in 2016. The
increase of $315,000, or 9.9%, was less than the 12.8% increase in
overall net premiums earned, which is not yet materially affected
by our expansion business. Our employee bonus plan is aligned with
our combined ratio. The lower the combined ratio, the greater the
bonus percentage that our employees receive on their annual
salaries. The combined ratio has decreased by 3.7 percentage points
in 2017, resulting in a $159,000 increase in the 2017 accrued
bonus. The remaining increase in employment costs was due to hiring
of additional staff to service our current level of business and
anticipated growth in volume as well as annual rate increases in
salaries.
42
Other
underwriting expenses as a percentage of net premiums earned was
25.3% in 2017 compared to 23.5% in 2016. The table below provides
an analysis of the significant components of the 1.8 percentage
point increase. Our net underwriting expense ratio in 2017 was
34.1% compared with 33.4% in 2016. The following table shows the
individual components of our net underwriting expense ratio for the
periods indicated:
|
Six months ended
|
|
|
|
June 30,
|
Percentage
|
|
|
2017
|
2016
|
Point Change
|
|
|
|
|
Ceding
commission revenue - provisional
|
(20.3)%
|
(21.4)%
|
1.1
|
Ceding
commission revenue - contingent
|
0.8
|
3.3
|
(2.5)
|
Other
income
|
(1.7)
|
(1.8)
|
0.1
|
Acquistion
costs and other underwriting expenses:
|
|
|
|
Commission
expense
|
30.0
|
29.8
|
0.2
|
|
8.8
|
9.9
|
(1.1)
|
Other
underwriting expenses
|
|
|
|
Employment
costs attributable to core NY business
|
10.5
|
10.8
|
(0.3)
|
Expansion
Expenses
|
1.5
|
0.4
|
1.1
|
IT
expenses
|
2.1
|
1.6
|
0.5
|
Adjustment
to state premium tax rate
|
-
|
(0.4)
|
0.4
|
Other
expenses
|
11.2
|
11.1
|
0.1
|
Total
other underwriting expenses
|
25.3
|
23.5
|
1.8
|
|
|
|
|
Net
underwriting expense ratio
|
34.1%
|
33.4%
|
0.7
|
Other Operating Expenses
Other
operating expenses, related to the expenses of our holding company,
were $1,662,000 in 2017 compared to $762,000 in 2016. The increase
in 2017 of $900,000, or 118.1%, was primarily due to increases in
executive bonus compensation, executive compensation due to annual
rate increases and hiring of additional staff, equity compensation,
and professional fees. The increase in executive bonus compensation
includes $473,000 of accrued long-term bonus compensation pursuant
to the three year employment agreement effective January 1, 2017
with our Chief Executive Officer. In 2016 there was no long-term
bonus compensation plan in place.
Depreciation and Amortization
Depreciation
and amortization was $645,000 in 2017 compared to $573,000 in 2016.
The increase of $72,000, or 12.6%, in depreciation and amortization
was primarily due to depreciation of our new system platform for
handling business being written in expansion states. The increase
was also impacted by newly purchased assets used to upgrade our
systems infrastructure and the Kingston, New York home office
building from which we operate.
Income Tax Expense
Income
tax expense in 2017 was $1,932,000, which resulted in an effective
tax rate of 32.7%. Income tax expense in 2016 was $1,629,000, which
resulted in an effective tax rate of 32.5%. Income before taxes was
$5,913,000 in 2017 compared to $5,012,000 in 2016.
43
Net Income
Net
income was $3,981,000 in 2017 compared to $3,383,000 in 2016. The
increase in net income of $598,000, or 17.7%, was due to the
circumstances described above that caused the increase in our net
premiums earned, ceding commission revenue, net investment income,
other income and a decrease in our net loss ratio, partially offset
by a decrease in net realized gains on investments, and increases
in other underwriting expenses related to premium growth, other
operating expenses, and depreciation and amortization.
Three Months Ended June 30, 2017 Compared to Three Months Ended
June 30, 2016
The
following table summarizes the changes in the results of our
operations (in thousands) for the periods indicated:
|
Three months ended June 30,
|
|||
($ in thousands)
|
2017
|
2016
|
Change
|
Percent
|
Revenues
|
|
|
|
|
Direct
written premiums
|
$30,458
|
$26,161
|
$4,297
|
16.4%
|
Assumed
written premiums
|
2
|
11
|
(9)
|
(81.8)%
|
|
30,460
|
26,172
|
4,288
|
16.4%
|
Ceded
written premiums
|
|
|
|
|
Ceded
to quota share treaties
|
7,766
|
6,558
|
1,208
|
18.4%
|
Ceded
to excess of loss treaties
|
325
|
330
|
(5)
|
(1.5)%
|
Total
ceded to catastrophe treaties
|
2,642
|
2,331
|
311
|
13.3%
|
Total
ceded written premiums
|
10,733
|
9,219
|
1,514
|
16.4%
|
|
|
|
|
|
Net
written premiums
|
19,727
|
16,953
|
2,774
|
16.4%
|
|
|
|
|
|
Change
in unearned premiums
|
|
|
|
|
Direct
and assumed
|
(3,713)
|
(2,447)
|
(1,266)
|
51.7%
|
Ceded
to quota share treaties
|
939
|
505
|
434
|
85.9%
|
Change
in net unearned premiums
|
(2,774)
|
(1,942)
|
(832)
|
42.8%
|
|
|
|
|
|
Premiums
earned
|
|
|
|
|
Direct
and assumed
|
26,748
|
23,724
|
3,024
|
12.7%
|
Ceded
to quota share treaties
|
(9,794)
|
(8,713)
|
(1,081)
|
12.4%
|
Net
premiums earned
|
16,954
|
15,011
|
1,943
|
12.9%
|
Ceding
commission revenue
|
3,306
|
2,569
|
737
|
28.7%
|
Net
investment income
|
1,026
|
764
|
262
|
34.3%
|
Net
realized gain on investments
|
130
|
283
|
(153)
|
(54.1)%
|
Other
income
|
308
|
285
|
23
|
8.1%
|
Total
revenues
|
21,724
|
18,912
|
2,812
|
14.9%
|
44
|
Three months ended June 30,
|
|||
($ in thousands)
|
2017
|
2016
|
Change
|
Percent
|
|
|
|
|
|
Total revenues
|
21,724
|
18,912
|
2,812
|
14.9%
|
|
|
|
|
|
Expenses
|
|
|
|
|
Loss
and loss adjustment expenses
|
|
|
|
|
Direct
and assumed
|
10,647
|
8,577
|
2,070
|
24.1%
|
Ceded
|
3,192
|
2,790
|
402
|
14.4%
|
Net
loss and loss adjustment expenses
|
7,455
|
5,787
|
1,668
|
28.8%
|
Commission
expense
|
5,101
|
4,526
|
575
|
12.7%
|
Other
underwriting expenses
|
4,200
|
3,596
|
604
|
16.8%
|
Other
operating expenses
|
907
|
433
|
474
|
109.5%
|
Depreciation
and amortization
|
326
|
289
|
37
|
12.8%
|
Total
expenses
|
17,989
|
14,631
|
3,358
|
23.0%
|
|
|
|
|
|
Income
from operations before taxes
|
3,735
|
4,281
|
(546)
|
(12.8)%
|
Provision
for income tax
|
1,225
|
1,439
|
(214)
|
(14.9)%
|
Net income
|
$2,510
|
$2,842
|
$(332)
|
(11.7)%
|
|
Three months ended June 30,
|
|||
|
2017
|
2016
|
Percentage Point Change
|
Percent
Change
|
|
|
|
|
|
Key ratios:
|
|
|
|
|
Net
loss ratio
|
44.0%
|
38.6%
|
5.4
|
14.0%
|
Net
underwriting expense ratio
|
33.6%
|
35.1%
|
(1.5)
|
(4.3)%
|
Net
combined ratio
|
77.6%
|
73.7%
|
3.9
|
5.3%
|
Direct Written Premiums
Direct
written premiums during the three months ended June 30, 2017
(“Q2-2017”) were $30,458,000 compared to $26,161,000
during the three months ended June 30, 2016
(“Q2-2016”). The increase of $4,297,000, or 16.4%, was
primarily due to an increase in policies in-force during Q2-2017 as
compared to Q2-2016, and from writing policies with higher average
premiums. We wrote more new policies as a result of continued
demand for our products in the markets that we serve. We believe
that a portion of our growth in new policies is attributable to our
upgraded A.M. Best rating of A- that we received in April 2017.
Policies in-force increased by 11.8% as of June 30, 2017 compared
to June 30, 2016.
Net Written Premiums and Net Premiums Earned
Net
written premiums increased $2,774,000, or 16.4%, to $19,727,000 in
Q2-2017 from $16,953,000 in Q2-2016. Net written premiums include
direct and assumed premiums, less the amount of written premiums
ceded under our reinsurance treaties (quota share, excess of loss,
and catastrophe). During Q2-2017 our personal lines business was
currently subject to a 40% quota share treaty. A reduction to the
quota share percentage or elimination of a quota share treaty will
reduce our ceded written premiums, which will result in a
corresponding increase to our net written premiums. In March 2017,
we bound a new personal lines quota share treaty effective July 1,
2017, reducing the quota share rate to 20%.
45
Excess of loss reinsurance treaty
An
increase in written premiums will also increase the premiums ceded
under our excess of loss treaties, which incrementally reduces our
net written premiums. In Q2-2017, our ceded excess of loss
reinsurance premiums decreased by $5,000 over the comparable ceded
premiums for Q2-2016. The decrease was due to more favorable
reinsurance rates in Q2-2017, partially offset by an increase in
premiums subject to excess of loss reinsurance.
Catastrophe reinsurance treaty
Most
of the premiums written under our personal lines are also subject
to our catastrophe treaty. An increase in our personal lines
business gives rise to more property exposure, which increases our
exposure to catastrophe risk; therefore, our premiums for
catastrophe insurance will increase. This results in an increase in
premiums ceded under our catastrophe treaty, which reduces net
written premiums. In Q2-2017, our catastrophe reinsurance premiums
increased by $311,000 over the comparable ceded premiums for
Q2-2016.
With
the inception of our personal lines quota share treaty being on a
“net” basis effective July 1, 2015, our catastrophe
premiums are paid based on total direct written premiums subject to
the catastrophe reinsurance treaty, not just those retained after
quota share reinsurance as was the case under the prior
“gross” basis.
Net premiums earned
Net
premiums earned increased $1,943,000, or 12.9%, to $16,954,000 in
Q2-2017 from $15,011,000 in Q2-2016. As premiums written earn
ratably over a twelve month period, net premiums earned in Q2-2017
increased due to the growth in net written premiums for the twelve
months ended June 30, 2017 compared to the twelve months ended June
30, 2016.
Ceding Commission Revenue
The
following table details the quota share provisional ceding
commission rates in effect during Q2-2017 and Q2-2016. This table
should be referred to in conjunction with the discussion for ceding
commission revenue that follows.
|
Three months ended
|
||
|
June 30,
|
||
|
2017
|
|
2016
|
|
("2016/2017 Treaty")
|
|
("2015/2016 Treaty")
|
|
|
|
|
Provisional ceding commission rate on quota share
treaty
|
|
|
|
Personal
lines
|
52%
|
|
55%
|
46
The
following table summarizes the changes in the components of ceding
commission revenue (in thousands) for the periods
indicated:
|
Three months ended June 30,
|
|||
($ in thousands)
|
2017
|
2016
|
Change
|
Percent
|
|
|
|
|
|
Provisional
ceding commissions earned
|
$3,425
|
$3,223
|
$202
|
6.3%
|
Contingent
ceding commissions earned
|
(119)
|
(654)
|
535
|
(81.8)%
|
|
|
|
|
|
Total
ceding commission revenue
|
$3,306
|
$2,569
|
$737
|
28.7%
|
Ceding
commission revenue was $3,306,000 in Q2-2017 compared to $2,569,000
in Q2-2016. The increase of $737,000, or 28.7%, was due to an
increase in provisional ceding commissions earned and a reduction
in negative contingent ceding commissions earned.
Provisional Ceding Commissions
Earned
We
receive a provisional ceding commission based on ceded written
premiums. In Q2-2017 our provisional ceding rate was 52% effective
July 1, 2016 under the 2016/2017 Treaty. In Q2-2016 our provisional
ceding rate was 55% effective July 1, 2015 under the 2015/2016
Treaty. The $202,000 increase in provisional ceding commissions
earned is due to an increase in personal lines direct written
premiums subject to the quota share, partially offset by the
decrease in our provisional ceding commission rate as discussed
above.
Contingent Ceding Commissions Earned
We
receive a contingent ceding commission based on a sliding scale in
relation to the losses incurred under our quota share treaties. The
lower the ceded loss ratio, the more contingent commission we
receive. The amount of contingent ceding commissions we are
eligible to receive under the personal lines quota share treaties
detailed in the table above that were in effect during Q2-2017 are
subject to change based on losses incurred from claims with
accident dates beginning July 1, 2016. The amount of contingent
ceding commissions we are eligible to receive under our prior
years’ quota share treaties is subject to change based on
losses incurred related to claims with accident dates before July
1, 2016 under those treaties.
The
2016/2017 Treaty and 2015/2016 Treaty structure limits the amount
of contingent ceding commissions that we can receive by setting the
provisional commission rate higher than the rates we received in
prior years. As a result of the higher upfront provisional ceding
commissions that we receive, there is only a limited opportunity to
earn contingent ceding commissions under these treaties. Under our
“net” treaty structure, catastrophe losses in excess of
the $5,000,000 retention will fall outside of the quota share
treaty and such losses will not have an impact on contingent ceding
commissions, as was the case under previous “gross”
treaties. The “net” structure eliminates the adverse
impact that catastrophe losses can have on contingent ceding
commissions. See “Reinsurance” below for changes to our
personal lines quota share treaty to take effect on July 1,
2017.
Net Investment Income
Net
investment income was $1,026,000 in Q2-2017 compared to $764,000 in
Q2-2016. The increase of $262,000, or 34.3%, was due to an increase
in average invested assets in Q2-2017. The average investment yield
on invested assets was 3.80% as of June 30, 2017 compared to 3.74%
as of June 30, 2016. The pre-tax equivalent investment yield on
invested assets was 4.00% and 4.04% as of June 30, 2017 and 2016,
respectively.
47
Cash
and invested assets were $143,450,000 as of June 30, 2017, compared
to $104,072,000 as of June 30, 2016. The $39,378,000 increase in
cash and invested assets resulted primarily from the net proceeds
of $30,137,000 that we received in January and February of 2017
from our public offering and increased operating cash flows for the
period after June 30, 2016.
Other Income
Other
income was $308,000 in Q2-2017 compared to $285,000 in Q2-2016. The
increase of $23,000, or 8.1%, was primarily due to an increase in
installment and finance fees earned in our insurance underwriting
business.
Net Loss and LAE
Net
loss and LAE was $7,455,000 in Q2-2017 compared to $5,787,000 in
Q2-2016. The net loss ratio was 44.0% in Q2-2017 compared to 38.6%
in Q2-2016, an increase of 5.4 percentage points.
The
following graphs summarize the changes in the components of net
loss ratio for the periods indicated:
During
Q2-2017, the net loss ratio increased to 44.0% compared to 38.6%
for Q2-2016, due primarily to a higher core loss ratio excluding
the impact of prior year loss development and severe winter
weather. The core loss ratio increased to 45.2% in Q2-2017 from
36.5% in Q2-2016, or an increase of 8.7 points. The increase in
Q2-2017 was primarily driven by an increase in fire claims in our
personal lines business, compared to Q2-2016 which had an
abnormally low number of such claims. Offsetting some of the
increase in the core loss ratio was a favorable impact from prior
year loss development. In Q2-2017, we recorded 1.2 points of
favorable prior year loss development compared to 2.1 points of
unfavorable development in Q2-2016, or an improvement of 3.3 points
quarter over quarter. There was no impact from severe winter
weather recorded in either Q2-2017 or Q2-2016.
48
Commercial Auto Line of Business
Effective
October 1, 2014 we decided to no longer accept applications for new
commercial auto coverage. The action was taken following a series
of underwriting and pricing measures which were intended to improve
the profitability of this line of business. The actions taken did
not yield the hoped for results. In February 2015, we decided to no
longer offer renewals to our existing commercial auto policies
beginning with those that expired on or after May 1,
2015.
The
decision to exit this line of business has significantly reduced
the adverse impact that associated commercial auto liability claims
will have on our overall results. The following table
displays the impact that this decision has had on our loss and LAE
reserves over time:
|
Commercial Auto
|
|
Commercial
Auto as a
|
|
As of
|
Number of Open Claims
|
Loss and LAE Reserves
|
Total Loss and LAE Reserves
|
Percentage of Total Loss and LAE Reserves
|
(in
thousands except number of open claims and
percentages)
|
|
|
|
|
|
|
|
|
|
December
31, 2013
|
170
|
$9,185
|
$34,503
|
26.6%
|
December
31, 2014
|
114
|
$8,126
|
$39,613
|
20.5%
|
December
31, 2015
|
68
|
$4,971
|
$39,877
|
12.5%
|
December
31, 2016
|
34
|
$2,434
|
$41,737
|
5.8%
|
June
30, 2017
|
23
|
$2,289
|
$44,197
|
5.2%
|
Commercial
auto liability loss and LAE reserves account for a rapidly
decreasing percentage of our total loss and LAE reserves, and as of
June 30, 2017 comprise 5.2% of our total loss and LAE
reserves. This line of business was historically subject to a
high level of uncertainty and volatility in claim emergence and
loss development. The exit from this line therefore
significantly decreases the uncertainty surrounding our overall
reserve levels and reduces the associated volatility in financial
results.
Commission Expense
Commission
expense was $5,101,000 in Q2-2017, compared to $4,526,000 in
Q2-2016. Commission expense was 19.1% of direct earned premiums in
both periods. The increase of $575,000, or 12.7%, is due to the
12.7% increase in direct earned premiums in Q2-2017 as compared to
Q2-2016.
Other Underwriting Expenses
Other
underwriting expenses were $4,200,000 in Q2-2017 compared to
$3,596,000 in Q2-2016. The increase of $604,000, or 16.8%, was
primarily due to expenses directly and indirectly related to growth
in direct written premiums. We are also incurring expenses related
to our efforts to expand into the other states in which we recently
obtained licensing (“Expansion Expenses”). Expenses
directly related to the increase in direct written premiums
primarily consist of underwriting expenses, software usage fees and
state premium taxes. Expenses indirectly related to the increase in
direct written premiums primarily consist of salaries along with
related other employment costs. Expansion Expenses were $228,000 in
2017 compared to $25,000 in 2016. The increase of $203,000 includes
the costs of salaries and employment costs, professional fees, IT
and data services specifically attributable to the expansion into
new states.
49
Salaries
and employment costs, excluding Expansion Expenses costs discussed
above, were $1,778,000 in Q2-2017 compared to $1,674,000 in
Q2-2016. The increase of $104,000, or 6.2%, was less than the 12.9%
increase in overall net premiums earned, which is not yet
materially affected by our expansion business. Our employee bonus
plan is aligned with our year to date combined ratio. The lower the
year to date combined ratio, the greater the bonus percentage that
our employees receive on their annual salaries. The year to date
combined ratio has decreased by 3.7 percentage points through
Q2-2017, resulting in a $65,000 increase in the Q2-2017 accrued
bonus. The remaining increase in employment costs was due to hiring
of additional staff to service our current level of business and
anticipated growth in volume as well as annual rate increases in
salaries.
Other
underwriting expenses as a percentage of net premiums earned was
24.8% in Q2-2017 compared to 24.0% in Q2-2016. The table below
provides an analysis of the significant components of the 0.8
percentage point increase. Our net underwriting expense ratio in
Q2-2017 was 33.6% compared with 35.1% in Q2-2016. The following
table shows the individual components of our net underwriting
expense ratio for the periods indicated:
|
Three months ended
|
|
|
|
June 30,
|
Percentage
|
|
|
2017
|
2016
|
Point Change
|
|
|
|
|
Ceding
commission revenue - provisional
|
(20.3)%
|
(21.7)%
|
1.4
|
Ceding
commission revenue - contingent
|
0.7
|
4.4
|
(3.7)
|
Other
income
|
(1.7)
|
(1.8)
|
0.1
|
Acquistion costs and other underwriting
expenses:
|
|
||
Commission
expense
|
30.1
|
30.2
|
(0.1)
|
|
8.8
|
11.1
|
(2.3)
|
Other
underwriting expenses
|
|
|
|
Employment
costs attributable to core NY business
|
10.5
|
11.2
|
(0.7)
|
Expansion
Expenses
|
1.6
|
0.6
|
1.0
|
IT
expenses
|
2.2
|
1.7
|
0.5
|
Adjustment
to state premium tax rate
|
-
|
-
|
-
|
Other
expenses
|
10.5
|
10.5
|
-
|
Total
other underwriting expenses
|
24.8
|
24.0
|
0.8
|
|
|
|
|
Net
underwriting expense ratio
|
33.6%
|
35.1
% |
(1.5)
|
Other Operating Expenses
Other
operating expenses, related to the expenses of our holding company,
were $907,000 in Q2-2017 compared to $433,000 in Q2-2016. The
increase in Q2-2017 of $474,000, or 109.5%, was primarily due to
increases in executive bonus compensation, executive compensation
due to annual rate increases and hiring of additional staff, equity
compensation, and consulting fees. The increase in executive bonus
compensation includes $315,000 of accrued long-term bonus
compensation pursuant to the three year employment agreement
effective January 1, 2017 with our Chief Executive Officer. In
Q2-2016 there was no long-term bonus compensation plan in
place.
50
Depreciation and Amortization
Depreciation
and amortization was $326,000 in Q2-2017 compared to $289,000 in
Q2-2016. The increase of $37,000, or 12.8%, in depreciation and
amortization was primarily due to depreciation of our new system
platform for handling business being written in expansion states.
The increase was also impacted by newly purchased assets used to
upgrade our systems infrastructure and the Kingston, New York home
office building from which we operate.
Income Tax Expense
Income
tax expense in Q2-2017 was $1,225,000, which resulted in an
effective tax rate of 32.8%. Income tax expense in Q2-2016 was
$1,439,000, which resulted in an effective tax rate of 33.6%.
Income before taxes was $3,735,000 in Q2-2017 compared to
$4,281,000 in Q2-2016.
Net Income
Net
income was $2,510,000 in Q2-2017 compared to $2,842,000 in Q2-2016.
The decrease in net income of $332,000, or 11.7%, was due to the
circumstances described above that caused the increase in our net
loss ratio, decrease in net realized gains on investments, and
increases in other underwriting expenses related to premium growth,
other operating expenses, and depreciation and amortization,
partially offset by increases in our net premiums earned, ceding
commission revenue, net investment income, and other
income.
Additional Financial Information
We
operate our business as one segment, property and casualty
insurance. Within this segment, we offer a wide array of property
and casualty policies to our producers. The following table
summarizes gross and net written premiums, net premiums earned, and
net loss and loss adjustment expenses by major product type, which
were determined based primarily on similar economic characteristics
and risks of loss.
51
|
For the Three Months Ended
|
For the Six Months Ended
|
||
|
June 30,
|
June 30,
|
||
|
2017
|
2016
|
2017
|
2016
|
|
|
|
|
|
Gross
premiums written:
|
|
|
|
|
Personal
lines
|
$23,139,479
|
$19,697,839
|
$42,601,451
|
$37,138,925
|
Commercial
lines
|
4,162,821
|
3,677,159
|
7,746,875
|
6,805,297
|
Livery
physical damage
|
3,101,043
|
2,720,538
|
6,127,526
|
5,152,453
|
Other(1)
|
56,922
|
76,475
|
114,308
|
123,739
|
Total
|
$30,460,265
|
$26,172,011
|
$56,590,160
|
$49,220,414
|
|
|
|
|
|
Net
premiums written:
|
|
|
|
|
Personal
lines
|
$12,844,104
|
$10,831,897
|
$23,310,472
|
$20,217,335
|
Commercial
lines
|
3,743,568
|
3,343,859
|
6,946,133
|
6,158,764
|
Livery
physical damage
|
3,101,043
|
2,720,538
|
6,127,526
|
5,152,453
|
Other(1)
|
38,585
|
56,388
|
77,474
|
86,005
|
Total
|
$19,727,300
|
$16,952,682
|
$36,461,605
|
$31,614,557
|
|
|
|
|
|
Net
premiums earned:
|
|
|
|
|
Personal
lines
|
$11,039,025
|
$9,826,564
|
$21,729,608
|
$19,290,460
|
Commercial
lines
|
2,985,759
|
2,772,822
|
5,828,339
|
5,453,547
|
Livery
physical damage
|
2,884,986
|
2,362,889
|
5,677,333
|
4,618,743
|
Other(1)
|
43,957
|
48,600
|
88,195
|
179,800
|
Total
|
$16,953,727
|
$15,010,875
|
$33,323,475
|
$29,542,550
|
|
|
|
|
|
Net
loss and loss adjustment expenses:
|
|
|
|
|
Personal
lines
|
$4,399,735
|
$3,137,613
|
$9,751,847
|
$10,686,164
|
Commercial
lines
|
1,229,782
|
1,181,456
|
2,758,578
|
2,092,290
|
Livery
physical damage
|
1,260,153
|
946,101
|
2,225,675
|
1,934,654
|
Other(1)
|
74,672
|
95,470
|
22,598
|
(284,937)
|
Unallocated
loss adjustment expenses
|
490,580
|
426,196
|
989,220
|
842,520
|
Total
|
$7,454,922
|
$5,786,836
|
$15,747,918
|
$15,270,691
|
|
|
|
|
|
Net
loss ratio:
|
|
|
|
|
Personal
lines
|
39.9%
|
31.9%
|
44.9%
|
55.4%
|
Commercial
lines
|
41.2%
|
42.6%
|
47.3%
|
38.4%
|
Livery
physical damage
|
43.7%
|
40.0%
|
39.2%
|
41.9%
|
Other(1)
|
169.9%
|
196.4%
|
25.6%
|
-158.5%
|
Total
|
44.0%
|
38.6%
|
47.3%
|
51.7%
|
(1)
“Other”
includes, among other things, premiums and loss and loss adjustment
expenses from commercial auto and our participation in a mandatory
state joint underwriting association. Effective October 1, 2014 we
decided to no longer accept applications for new commercial auto
coverage. In February 2015, we decided to no longer offer renewals
to our existing commercial auto policies beginning with those that
expired on or after May 1, 2015
52
Insurance Underwriting Business on a Standalone Basis
Our
insurance underwriting business reported on a standalone basis
for the periods indicated is as
follows:
|
Three months ended
|
Six months ended
|
||
|
June 30,
|
June 30,
|
||
|
2017
|
2016
|
2017
|
2016
|
|
|
|
|
|
Revenues
|
|
|
|
|
Net
premiums earned
|
$16,953,727
|
$15,010,875
|
$33,323,475
|
$29,542,550
|
Ceding
commission revenue
|
3,305,938
|
2,569,025
|
6,490,390
|
5,339,362
|
Net
investment income
|
1,026,004
|
764,070
|
1,883,804
|
1,577,127
|
Net
realized gain (loss) on investments
|
130,423
|
283,432
|
75,917
|
363,868
|
Other
income
|
296,285
|
277,101
|
563,661
|
526,099
|
Total
revenues
|
21,712,377
|
18,904,503
|
42,337,247
|
37,349,006
|
|
|
|
|
|
Expenses
|
|
|
|
|
Loss
and loss adjustment expenses
|
7,454,922
|
5,786,836
|
15,747,918
|
15,270,691
|
Commission
expense
|
5,101,566
|
4,526,208
|
9,990,544
|
8,796,274
|
Other
underwriting expenses
|
4,199,616
|
3,596,134
|
8,412,033
|
6,942,575
|
Depreciation
and amortization
|
326,174
|
288,884
|
644,872
|
572,422
|
Total
expenses
|
17,082,278
|
14,198,062
|
34,795,367
|
31,581,962
|
|
|
|
|
|
Income
from operations
|
4,630,099
|
4,706,441
|
7,541,880
|
5,767,044
|
Income
tax expense
|
1,557,801
|
1,494,778
|
2,512,929
|
1,767,216
|
Net income
|
$3,072,298
|
$3,211,663
|
$5,028,951
|
$3,999,828
|
|
|
|
|
|
|
|
|
|
|
Key Measures:
|
|
|
|
|
Net
loss ratio
|
44.0%
|
38.6%
|
47.3%
|
51.7%
|
Net
underwriting expense ratio
|
33.6%
|
35.1%
|
34.1%
|
33.4%
|
Net
combined ratio
|
77.6%
|
73.7%
|
81.4%
|
85.1%
|
|
|
|
|
|
Reconciliation
of net underwriting expense ratio:
|
|
|
|
|
Acquisition
costs and other
|
|
|
|
|
underwriting
expenses
|
$9,301,182
|
$8,122,342
|
$18,402,577
|
$15,738,849
|
Less:
Ceding commission revenue
|
(3,305,938)
|
(2,569,025)
|
(6,490,390)
|
(5,339,362)
|
Less:
Other income
|
(296,285)
|
(277,101)
|
(563,661)
|
(526,099)
|
Net
underwriting expenses
|
$5,698,959
|
$5,276,216
|
$11,348,526
|
$9,873,388
|
|
|
|
|
|
Net
premiums earned
|
$16,953,727
|
$15,010,875
|
$33,323,475
|
$29,542,550
|
|
|
|
|
|
Net
Underwriting Expense Ratio
|
33.6%
|
35.1%
|
34.1%
|
33.4%
|
An
analysis of our direct, assumed and ceded earned premiums, loss and
loss adjustment expenses, and loss ratios is shown
below:
53
|
Direct
|
Assumed
|
Ceded
|
Net
|
|
|
|
|
|
Six months ended June 30, 2017
|
|
|
|
|
Written
premiums
|
$56,583,867
|
$6,293
|
$(20,128,555)
|
$36,461,605
|
Change
in unearned premiums
|
(4,048,796)
|
8,327
|
902,339
|
(3,138,130)
|
Earned
premiums
|
$52,535,071
|
$14,620
|
$(19,226,216)
|
$33,323,475
|
|
|
|
|
|
Loss and loss adjustment expenses exluding
|
|
|
|
|
the
effect of catastrophes
|
$23,158,126
|
$16,333
|
$(7,426,541)
|
$15,747,918
|
Catastrophe
loss
|
-
|
-
|
-
|
-
|
Loss
and loss adjustment expenses
|
$23,158,126
|
$16,333
|
$(7,426,541)
|
$15,747,918
|
|
|
|
|
|
Loss
ratio excluding the effect of catastrophes
|
44.1%
|
111.7%
|
38.6%
|
47.3%
|
Catastrophe
loss
|
0.0%
|
0.0%
|
0.0%
|
0.0%
|
Loss
ratio
|
44.1%
|
111.7%
|
38.6%
|
47.3%
|
|
|
|
|
|
Six months ended June 30, 2016
|
|
|
|
|
Written
premiums
|
$49,204,416
|
$15,998
|
$(17,605,857)
|
$31,614,557
|
Change
in unearned premiums
|
(2,573,545)
|
3,537
|
498,001
|
(2,072,007)
|
Earned
premiums
|
$46,630,871
|
$19,535
|
$(17,107,856)
|
$29,542,550
|
|
|
|
|
|
Loss
and loss adjustment expenses exluding
|
|
|
|
|
the
effect of catastrophes
|
$20,006,890
|
$30,295
|
$(6,168,971)
|
$13,868,214
|
Catastrophe
loss
|
2,337,461
|
-
|
(934,984)
|
1,402,477
|
Loss
and loss adjustment expenses
|
$22,344,351
|
$30,295
|
$(7,103,955)
|
$15,270,691
|
|
|
|
|
|
Loss
ratio excluding the effect of catastrophes
|
42.9%
|
155.1%
|
36.1%
|
46.9%
|
Catastrophe
loss
|
5.0%
|
0.0%
|
5.4%
|
4.8%
|
Loss
ratio
|
47.9%
|
155.1%
|
41.5%
|
51.7%
|
|
|
|
|
|
Three months ended June 30, 2017
|
|
|
|
|
Written
premiums
|
$30,458,400
|
$1,865
|
$(10,732,965)
|
$19,727,300
|
Change
in unearned premiums
|
(3,717,893)
|
5,346
|
938,974
|
(2,773,573)
|
Earned
premiums
|
$26,740,507
|
$7,211
|
$(9,793,991)
|
$16,953,727
|
|
|
|
|
|
Loss
and loss adjustment expenses exluding
|
|
|
|
|
the
effect of catastrophes
|
$10,639,366
|
$8,293
|
$(3,192,737)
|
$7,454,922
|
Catastrophe
loss
|
-
|
-
|
-
|
-
|
Loss
and loss adjustment expenses
|
$10,639,366
|
$8,293
|
$(3,192,737)
|
$7,454,922
|
|
|
|
|
|
Loss
ratio excluding the effect of catastrophes
|
39.8%
|
115.0%
|
32.6%
|
44.0%
|
Catastrophe
loss
|
0.0%
|
0.0%
|
0.0%
|
0.0%
|
Loss
ratio
|
39.8%
|
115.0%
|
32.6%
|
44.0%
|
|
|
|
|
|
Three months ended June 30, 2016
|
|
|
|
|
Written
premiums
|
$26,161,091
|
$10,920
|
$(9,219,329)
|
$16,952,682
|
Change
in unearned premiums
|
(2,447,117)
|
(34)
|
505,344
|
(1,941,807)
|
Earned
premiums
|
$23,713,974
|
$10,886
|
$(8,713,985)
|
$15,010,875
|
|
|
|
|
|
Loss and loss adjustment expenses exluding
|
|
|
|
|
the
effect of catastrophes
|
$8,569,126
|
$7,998
|
$(2,790,288)
|
$5,786,836
|
Catastrophe
loss
|
-
|
-
|
-
|
-
|
Loss
and loss adjustment expenses
|
$8,569,126
|
$7,998
|
$(2,790,288)
|
$5,786,836
|
|
|
|
|
|
Loss
ratio excluding the effect of catastrophes
|
36.1%
|
73.5%
|
32.0%
|
38.6%
|
Catastrophe
loss
|
0.0%
|
0.0%
|
0.0%
|
0.0%
|
Loss
ratio
|
36.1%
|
73.5%
|
32.0%
|
38.6%
|
54
The key
measures for our insurance underwriting business for the periods
indicated are as follows:
|
Three months ended
|
Six months ended
|
||
|
June 30,
|
June 30,
|
||
|
2017
|
2016
|
2017
|
2016
|
|
|
|
|
|
Net
premiums earned
|
$16,953,727
|
$15,010,875
|
$33,323,475
|
$29,542,550
|
Ceding
commission revenue
|
3,305,938
|
2,569,025
|
6,490,390
|
5,339,362
|
Other
income
|
296,285
|
277,101
|
563,661
|
526,099
|
|
|
|
|
|
Loss
and loss adjustment expenses (1)
|
7,454,922
|
5,786,836
|
15,747,918
|
15,270,691
|
|
|
|
|
|
Acquistion
costs and other underwriting expenses:
|
|
|
|
|
Commission
expense
|
5,101,566
|
4,526,208
|
9,990,544
|
8,796,274
|
Other
underwriting expenses
|
4,199,616
|
3,596,134
|
8,412,033
|
6,942,575
|
Total
acquistion costs and other
|
|
|
|
|
underwriting
expenses
|
9,301,182
|
8,122,342
|
18,402,577
|
15,738,849
|
|
|
|
|
|
Underwriting
income
|
$3,799,846
|
$3,947,823
|
$6,227,031
|
$4,398,471
|
|
|
|
|
|
Key
Measures:
|
|
|
|
|
Net
loss ratio excluding the effect of catastrophes
|
44.0%
|
38.6%
|
47.3%
|
46.9%
|
Effect
of catastrophe loss on net loss ratio (1) (2)
|
0.0%
|
0.0%
|
0.0%
|
4.8%
|
Net
loss ratio
|
44.0%
|
38.6%
|
47.3%
|
51.7%
|
|
|
|
|
|
Net
underwriting expense ratio excluding the
|
|
|
|
|
effect
of catastrophes
|
33.6%
|
35.1%
|
34.1%
|
33.4%
|
Effect
of catastrophe loss on net underwriting
|
|
|
|
|
expense
ratio (2)
|
0.0%
|
0.0%
|
0.0%
|
0.0%
|
Net
underwriting expense ratio
|
33.6%
|
35.1%
|
34.1%
|
33.4%
|
|
|
|
|
|
Net
combined ratio excluding the effect
|
|
|
|
|
of
catastrophes
|
77.6%
|
73.7%
|
81.4%
|
80.3%
|
Effect
of catastrophe loss on net combined
|
|
|
|
|
ratio
(1) (2)
|
0.0%
|
0.0%
|
0.0%
|
4.8%
|
Net
combined ratio
|
77.6%
|
73.7%
|
81.4%
|
85.1%
|
|
|
|
|
|
Reconciliation
of net underwriting expense ratio:
|
|
|
|
|
Acquisition
costs and other
|
|
|
|
|
underwriting
expenses
|
$9,301,182
|
$8,122,342
|
$18,402,577
|
$15,738,849
|
Less:
Ceding commission revenue
|
(3,305,938)
|
(2,569,025)
|
(6,490,390)
|
(5,339,362)
|
Less:
Other income
|
(296,285)
|
(277,101)
|
(563,661)
|
(526,099)
|
|
$5,698,959
|
$5,276,216
|
$11,348,526
|
$9,873,388
|
|
|
|
|
|
Net
earned premium
|
$16,953,727
|
$15,010,875
|
$33,323,475
|
$29,542,550
|
|
|
|
|
|
Net
Underwriting Expense Ratio
|
33.6%
|
35.1%
|
34.1%
|
33.4%
|
(1) For
the six months ended June 30, 2017 and 2016, includes the sum of
net catastrophe losses and loss adjustment expenses of $-0- and
$1,402,477, respectively, resulting from severe winter
weather.
(2) For
the six months ended June 30, 2016, the effect of catastrophe loss
from severe winter weather on our net combined ratio includes the
direct effects of loss and loss adjustment expenses and there were
no indirect effects in other underwriting expenses.
55
Investments
Portfolio Summary
The
following table presents a breakdown of the amortized cost, fair
value and unrealized gains and losses by investment type as of June
30, 2017 and December 31,
2016:
Available-for-Sale Securities
|
June 30, 2017
|
|||||
|
|
|
|
|
|
|
|
Cost or
|
Gross
|
Gross Unrealized Losses
|
|
% of
|
|
|
Amortized
|
Unrealized
|
Less than 12
|
More than 12
|
Fair
|
Fair
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
Value
|
|
|
|||||
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
$12,080,402
|
$269,275
|
$(40,955)
|
$(23,057)
|
$12,285,665
|
9.9%
|
|
|
|
|
|
|
|
Corporate and
other bonds
|
|
|
|
|
|
|
Industrial and
miscellaneous
|
77,041,418
|
1,202,532
|
(371,550)
|
(5,946)
|
77,866,454
|
62.7%
|
|
|
|
|
|
|
|
Residential
mortgage and other
|
|
|
|
|
|
|
asset backed
securities
|
22,252,959
|
233,063
|
(190,684)
|
(23,946)
|
22,271,392
|
17.9%
|
Total
fixed-maturity securities
|
111,374,779
|
1,704,870
|
(603,189)
|
(52,949)
|
112,423,511
|
90.5%
|
Equity
Securities
|
11,311,097
|
716,131
|
(87,669)
|
(166,741)
|
11,772,818
|
9.5%
|
Total
|
$122,685,876
|
$2,421,001
|
$(690,858)
|
$(219,690)
|
$124,196,329
|
100.0%
|
|
December 31, 2016
|
|||||
|
|
|
|
|
|
|
|
Cost or
|
Gross
|
Gross Unrealized Losses
|
|
% of
|
|
|
Amortized
|
Unrealized
|
Less than 12
|
More than 12
|
Fair
|
Fair
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
Value
|
|
|
|||||
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
$8,053,449
|
$199,028
|
$(46,589)
|
$-
|
$8,205,888
|
9.1%
|
|
|
|
|
|
|
|
Corporate and
other bonds
|
|
|
|
|
|
|
Industrial and
miscellaneous
|
53,728,395
|
600,519
|
(638,113)
|
(5,612)
|
53,685,189
|
59.4%
|
|
|
|
|
|
|
|
Residential
mortgage backed
|
|
|
|
|
|
|
securities
|
18,814,784
|
70,682
|
(309,273)
|
(38,442)
|
18,537,751
|
20.5%
|
Total
fixed-maturity securities
|
80,596,628
|
870,229
|
(993,975)
|
(44,054)
|
80,428,828
|
89.0%
|
Equity
Securities
|
9,709,385
|
701,641
|
(255,301)
|
(168,039)
|
9,987,686
|
11.0%
|
Total
|
$90,306,013
|
$1,571,870
|
$(1,249,276)
|
$(212,093)
|
$90,416,514
|
100.0%
|
56
Held-to-Maturity Securities
|
June 30, 2017
|
|||||
|
|
|
|
|
|
|
|
Cost or
|
Gross
|
Gross Unrealized Losses
|
|
% of
|
|
|
Amortized
|
Unrealized
|
Less than 12
|
More than 12
|
Fair
|
Fair
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
Value
|
|
|
|||||
U.S.
Treasury securities
|
$606,446
|
$147,593
|
$-
|
$-
|
$754,039
|
14.5%
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
1,149,077
|
55,703
|
(2,500)
|
-
|
1,202,280
|
23.1%
|
|
|
|
|
|
|
|
Corporate
and other bonds
|
|
|
|
|
|
|
Industrial
and miscellaneous
|
3,140,371
|
117,338
|
(5,025)
|
(15,231)
|
3,237,453
|
62.4%
|
|
|
|
|
|
|
|
Total
|
$4,895,894
|
$320,634
|
$(7,525)
|
$(15,231)
|
$5,193,772
|
100.0%
|
|
December 31, 2016
|
|||||
|
|
|
|
|
|
|
|
Cost or
|
Gross
|
Gross Unrealized Losses
|
|
% of
|
|
|
Amortized
|
Unrealized
|
Less than 12
|
More than 12
|
Fair
|
Fair
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
Value
|
|
|
|||||
U.S.
Treasury securities
|
$606,427
|
$147,612
|
$-
|
$-
|
$754,039
|
14.2%
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
1,349,916
|
37,321
|
-
|
-
|
1,387,237
|
26.2%
|
|
|
|
|
|
|
|
Corporate
and other bonds
|
|
|
|
|
|
|
Industrial
and miscellaneous
|
3,138,559
|
72,784
|
(7,619)
|
(46,881)
|
3,156,843
|
59.6%
|
|
|
|
|
|
|
|
Total
|
$5,094,902
|
$257,717
|
$(7,619)
|
$(46,881)
|
$5,298,119
|
100.0%
|
U.S. Treasury securities included in held-to-maturity securities
are held in trust pursuant to the New York State Department of
Financial Services’ minimum funds requirement.
A summary of the amortized cost and fair value of the
Company’s investments in held-to-maturity securities by
contractual maturity as of June 30, 2017 and December 31, 2016 is
shown below:
|
June 30, 2017
|
|
December 31, 2016
|
||
|
Amortized
|
|
|
Amortized
|
|
Remaining Time to
Maturity
|
Cost
|
Fair
Value
|
|
Cost
|
Fair
Value
|
|
|
|
|
||
Less
than one year
|
$-
|
$-
|
$-
|
$-
|
$-
|
One
to five years
|
1,300,771
|
1,327,098
|
-
|
650,000
|
642,455
|
Five
to ten years
|
2,988,677
|
3,112,635
|
-
|
3,838,475
|
3,901,625
|
More
than 10 years
|
606,446
|
754,039
|
-
|
606,427
|
754,039
|
Total
|
$4,895,894
|
$5,193,772
|
|
$5,094,902
|
$5,298,119
|
|
|
|
|
|
|
57
Credit Rating of Fixed-Maturity
Securities
The
table below summarizes the credit quality of our available-for-sale
fixed-maturity securities as of June 30, 2017 and December 31, 2016 as rated by
Standard & Poor’s (or, if unavailable from Standard &
Poor’s, then Moody’s or Fitch):
|
June 30, 2017
|
December 31, 2016
|
||
|
|
Percentage of
|
|
Percentage of
|
|
Fair Market
|
Fair Market
|
Fair Market
|
Fair Market
|
|
Value
|
Value
|
Value
|
Value
|
|
|
|
||
Rating
|
|
|
|
|
U.S. Treasury securities
|
$-
|
0.0%
|
$-
|
0.0%
|
|
|
|
|
|
Corporate and municipal bonds
|
|
|
|
|
AAA
|
1,580,507
|
1.4%
|
1,801,106
|
2.2%
|
AA
|
12,323,495
|
11.0%
|
7,236,457
|
9.0%
|
A
|
29,387,924
|
26.1%
|
13,944,784
|
17.3%
|
BBB
|
46,552,560
|
41.4%
|
38,908,731
|
48.4%
|
BB
|
307,632
|
0.3%
|
-
|
0.0%
|
Total corporate and municipal bonds
|
90,152,118
|
80.2%
|
61,891,078
|
76.9%
|
|
|
|
|
|
Residential mortgage and other asset backed securities
|
|
|
|
|
AAA
|
15,178,424
|
13.5%
|
-
|
0.0%
|
AA
|
-
|
0.0%
|
14,143,828
|
17.7%
|
A
|
3,168,034
|
2.8%
|
173,973
|
0.2%
|
CCC
|
2,687,007
|
2.4%
|
513,369
|
0.6%
|
CC
|
133,549
|
0.1%
|
-
|
0.0%
|
C
|
-
|
0.0%
|
112,136
|
0.1%
|
D
|
707,112
|
0.6%
|
3,594,444
|
4.5%
|
Not rated
|
397,267
|
0.4%
|
-
|
0.0%
|
Total residential mortgage and other asset backed
securities
|
22,271,393
|
19.8%
|
18,537,750
|
23.1%
|
|
|
|
|
|
Total
|
$112,423,511
|
100.0%
|
$80,428,828
|
100.0%
|
The
table below summarizes the average yield by type of fixed-maturity
security as of June 30, 2017
and December 31, 2016:
Category
|
June 30, 2017
|
December 31, 2016
|
U.S.
Treasury securities and
|
|
|
obligations
of U.S. government
|
|
|
corporations
and agencies
|
3.44%
|
3.44%
|
|
|
|
Political
subdivisions of States,
|
|
|
Territories
and Possessions
|
2.57%
|
3.87%
|
|
|
|
Corporate
and other bonds
|
|
|
Industrial
and miscellaneous
|
4.12%
|
3.86%
|
|
|
|
Residential
mortgage and other asset backed securities
|
2.81%
|
3.83%
|
|
|
|
Total
|
3.69%
|
3.85%
|
58
The
table below lists the weighted average maturity and effective
duration in years on our fixed-maturity securities as of June
30, 2017 and December 31,
2016:
|
June 30, 2017
|
December 31, 2016
|
Weighted
average effective maturity
|
5.7
|
5.0
|
|
|
|
Weighted
average final maturity
|
8.1
|
8.3
|
|
|
|
Effective
duration
|
4.9
|
4.4
|
Fair Value Consideration
As
disclosed in Note 4 to the Condensed Consolidated Financial
Statements, with respect to “Fair Value Measurements,”
we define fair value as the price that would be received to sell an
asset or paid to transfer a liability in a transaction involving
identical or comparable assets or liabilities between market
participants (an “exit price”). The fair value
hierarchy distinguishes between inputs based on market data from
independent sources (“observable inputs”) and a
reporting entity’s internal assumptions based upon the best
information available when external market data is limited or
unavailable (“unobservable inputs”). The fair value
hierarchy prioritizes fair value measurements into three levels
based on the nature of the inputs. Quoted prices in active markets
for identical assets have the highest priority (“Level
1”), followed by observable inputs other than quoted prices
including prices for similar but not identical assets or
liabilities (“Level 2”), and unobservable inputs,
including the reporting entity’s estimates of the assumption
that market participants would use, having the lowest priority
(“Level 3”). As of June 30, 2017 and December 31, 2016, 68% and 65%,
respectively, of the investment portfolio recorded at fair value
was priced based upon quoted market prices.
As more
fully described in Note 3 to our Condensed Consolidated Financial
Statements, “Investments—Impairment Review,” we
completed a detailed review of all our securities in a continuous
loss position as of June 30,
2017 and December 31, 2016. As
of June 30, 2017 our held-to-maturity debt securities included an
investment in one bond issued by the Commonwealth of Puerto Rico
(“PR”). In July 2016, PR defaulted on its interest
payment to bondholders. Due to the credit deterioration of PR, we
recorded a credit loss component of other-than-temporary impairment
(“OTTI”) on this investment as of June 30, 2016. As of
December 31, 2016, the full amount of the write-down was recognized
as a credit component of OTTI in the amount of $69,911. We
concluded that the other unrealized losses in these asset classes
are temporary in nature and the result of a decrease in value due
to technical spread widening and broader market sentiment, rather
than fundamental collateral deterioration.
The
table below summarizes the gross unrealized losses of our
fixed-maturity securities available-for-sale and equity securities
by length of time the security has continuously been in an
unrealized loss position as of June 30, 2017 and December 31, 2016:
59
|
June 30, 2017
|
|||||||
|
Less than 12 months
|
12 months or more
|
Total
|
|||||
|
|
|
No. of
|
|
|
No. of
|
Aggregate
|
|
|
Fair
|
Unrealized
|
Positions
|
Fair
|
Unrealized
|
Positions
|
Fair
|
Unrealized
|
Category
|
Value
|
Losses
|
Held
|
Value
|
Losses
|
Held
|
Value
|
Losses
|
|
|
|||||||
Fixed-Maturity Securities:
|
|
|
|
|
|
|
|
|
Political
subdivisions of
|
|
|
|
|
|
|
|
|
States,
Territories and
|
|
|
|
|
|
|
|
|
Possessions
|
$4,767,571
|
$(40,955)
|
8
|
$307,632
|
$(23,057)
|
1
|
$5,075,203
|
$(64,012)
|
|
|
|
|
|
|
|
|
|
Corporate
and other
|
|
|
|
|
|
|
|
|
bonds
industrial and
|
|
|
|
|
|
|
|
|
miscellaneous
|
16,347,328
|
(371,550)
|
30
|
240,000
|
(5,946)
|
1
|
16,587,328
|
(377,496)
|
|
|
|
|
|
|
|
|
|
Residential
mortgage and other
|
|
|
|
|
|
|
|
|
asset
backed securities
|
15,639,089
|
(190,684)
|
20
|
168,088
|
(23,946)
|
3
|
15,807,177
|
(214,630)
|
|
|
|
|
|
|
|
|
|
Total
fixed-maturity
|
|
|
|
|
|
|
|
|
securities
|
$36,753,988
|
$(603,189)
|
58
|
$715,720
|
$(52,949)
|
5
|
$37,469,708
|
$(656,138)
|
|
|
|
|
|
|
|
|
|
Equity Securities:
|
|
|
|
|
|
|
|
|
Preferred
stocks
|
$3,033,150
|
$(77,538)
|
7
|
$1,158,400
|
$(88,073)
|
2
|
$4,191,550
|
$(165,611)
|
Common
stocks
|
725,031
|
(10,131)
|
2
|
279,750
|
(78,668)
|
1
|
1,004,781
|
(88,799)
|
|
|
|
|
|
|
|
|
|
Total
equity securities
|
$3,758,181
|
$(87,669)
|
9
|
$1,438,150
|
$(166,741)
|
3
|
$5,196,331
|
$(254,410)
|
|
|
|
|
|
|
|
|
|
Total
|
$40,512,169
|
$(690,858)
|
67
|
$2,153,870
|
$(219,690)
|
8
|
$42,666,039
|
$(910,548)
|
60
|
December 31, 2016
|
|||||||
|
Less than 12 months
|
12 months or more
|
Total
|
|||||
|
|
|
No. of
|
|
|
No. of
|
Aggregate
|
|
|
Fair
|
Unrealized
|
Positions
|
Fair
|
Unrealized
|
Positions
|
Fair
|
Unrealized
|
Category
|
Value
|
Losses
|
Held
|
Value
|
Losses
|
Held
|
Value
|
Losses
|
|
|
|||||||
Fixed-Maturity Securities:
|
|
|
|
|
|
|
|
|
Political
subdivisions of
|
|
|
|
|
|
|
|
|
States,
Territories and
|
|
|
|
|
|
|
|
|
Possessions
|
$1,067,574
|
$(46,589)
|
3
|
$-
|
$-
|
-
|
$1,067,574
|
$(46,589)
|
|
|
|
|
|
|
|
|
|
Corporate
and other
|
|
|
|
|
|
|
|
|
bonds
industrial and
|
|
|
|
|
|
|
|
|
miscellaneous
|
19,859,293
|
(638,113)
|
34
|
239,970
|
(5,612)
|
1
|
20,099,263
|
(643,725)
|
|
|
|
|
|
|
|
|
|
Residential
mortgage
|
|
|
|
|
|
|
|
|
backed
securities
|
15,918,090
|
(309,273)
|
30
|
675,316
|
(38,442)
|
6
|
16,593,406
|
(347,715)
|
|
|
|
|
|
|
|
|
|
Total
fixed-maturity
|
|
|
|
|
|
|
|
|
securities
|
$36,844,957
|
$(993,975)
|
67
|
$915,286
|
$(44,054)
|
7
|
$37,760,243
|
$(1,038,029)
|
|
|
|
|
|
|
|
|
|
Equity Securities:
|
|
|
|
|
|
|
|
|
Preferred
stocks
|
$3,759,850
|
$(241,333)
|
8
|
$660,750
|
$(70,571)
|
1
|
$4,420,600
|
$(311,904)
|
Common
stocks
|
288,075
|
(13,968)
|
1
|
424,550
|
(97,468)
|
1
|
712,625
|
(111,436)
|
|
|
|
|
|
|
|
|
|
Total
equity securities
|
$4,047,925
|
$(255,301)
|
9
|
$1,085,300
|
$(168,039)
|
2
|
$5,133,225
|
$(423,340)
|
|
|
|
|
|
|
|
|
|
Total
|
$40,892,882
|
$(1,249,276)
|
76
|
$2,000,586
|
$(212,093)
|
9
|
$42,893,468
|
$(1,461,369)
|
61
There
were 75 securities at June 30,
2017 that accounted for the gross unrealized loss, none of
which were deemed by us to be other than temporarily impaired.
There were 85 securities at December 31, 2016 that accounted for
the gross unrealized loss, none of which were deemed by us to be
other than temporarily impaired. Significant factors influencing
our determination that unrealized losses were temporary included
the magnitude of the unrealized losses in relation to each
security’s cost, the nature of the investment and
management’s intent not to sell these securities and it being
not more likely than not that we will be required to sell these
investments before anticipated recovery of fair value to our cost
basis.
Liquidity and Capital Resources
Cash Flows
The
primary sources of cash flow are from our insurance underwriting
subsidiary, KICO, and include direct premiums written, ceding
commissions from our quota share reinsurers, loss recovery payments
from our reinsurers, investment income and proceeds from the sale
or maturity of investments. Funds are used by KICO for ceded
premium payments to reinsurers, which are paid on a net basis after
subtracting losses paid on reinsured claims and reinsurance
commissions. KICO also uses funds for loss payments and loss
adjustment expenses on our net business, commissions to producers,
salaries and other underwriting expenses as well as to purchase
investments and fixed assets.
On
January 31, 2017, we closed on an underwritten public offering of
2,500,000 shares of our common stock. On February 14, 2017, we
closed on the underwriters’ purchase option for an additional
192,500 shares of our common stock. The public offering price for
the 2,692,500 shares sold was $12.00 per share. The aggregate net
proceeds to us were approximately $30,137,000. On March 1, 2017, we
used $23,000,000 of the net proceeds of the offering to contribute
capital to KICO, to support its ratings upgrade plan and additional
growth. The remainder of the net proceeds will be used for general
corporate purposes.
Through
the quarter ended June 30,
2017, the primary source of cash flow for our holding
company are dividends received from KICO, subject to statutory
restrictions. For the six months ended June 30, 2017, KICO paid dividends of
$1,300,000 to us.
If the
aforementioned sources of cash flow currently available are
insufficient to cover our holding company cash requirements, we
will seek to obtain additional financing.
Our
reconciliation of net income to net cash provided by operations is
generally influenced by the collection of premiums in advance of
paid losses, the timing of reinsurance, issuing company settlements
and loss payments.
62
Cash
flow and liquidity are categorized into three sources:
(1) operating activities; (2) investing activities; and
(3) financing activities, which are shown in the following
table:
Six Months Ended June 30,
|
2017
|
2016
|
|
|
|
Cash
flows provided by (used in):
|
|
|
Operating
activities
|
$7,372,859
|
$7,812,551
|
Investing
activities
|
(33,665,057)
|
(10,473,828)
|
Financing
activities
|
28,605,143
|
3,748,179
|
Net increase in cash and cash equivalents
|
2,312,945
|
1,086,902
|
Cash
and cash equivalents, beginning of period
|
12,044,520
|
13,551,372
|
Cash and cash equivalents, end of period
|
$14,357,465
|
$14,638,274
|
Net cash provided by
operating activities was $7,373,000 in 2017 as compared to
$7,813,000 in 2016. The $440,000 decrease in cash flows provided by
operating activities in 2017 was primarily a result of a decrease
in cash arising from net fluctuations in assets and liabilities
relating to operating activities of KICO as affected by the growth
in its operations which are described above, partially offset by an
increase in net income (adjusted for non-cash items) of $932,000.
We had a greater amount of payables and accrued liabilities
including commissions and employee bonuses as of December 31, 2016
compared to December 31, 2015, which were paid in the subsequent
six months ended in 2017 and 2016.
Net
cash used in investing activities was $33,665,000 in 2017 compared
to $10,474,000 in 2016. The $23,191,000 increase in net cash used
in investing activities is the result of a $10,169,000 increase in
acquisitions of invested assets, an $11,796,000 decrease in sales
or maturities of invested assets and a $975,000 increase in the
amount of fixed asset acquisitions in 2017.
Net
cash provided by financing activities was $28,605,000 in 2017
compared to $3,748,000 provided in 2016. The $24,857,000 increase
in net cash provided by financing activities is the result of the
$30,137,000 net proceeds we received from the public offering of
our common stock in January/February 2017, offset partially by the
$4,814,000 net proceeds we received from the private placement of
our common stock in April 2016 and a $562,000 increase in dividends
paid due to an increase in the shares outstanding and dividend paid
per share.
Reinsurance
Our
quota share reinsurance treaties are on a July 1 through June 30
fiscal year basis; therefore, for year to date fiscal periods after
June 30, two separate treaties will be included in such
periods.
Our
quota share reinsurance treaty in effect for 2017 for our personal
lines business, which primarily consists of homeowners’
policies, was covered under the 2016/2017 Treaty. Our quota share
reinsurance treaty in effect for 2016 for our personal lines
business, which primarily consists of homeowners’ policies,
was covered under the 2015/2016 Treaty.
In
March 2017, we bound our personal lines quota share reinsurance
treaty effective July 1, 2017. The treaty provides for a reduction
in the quota share ceding rate to 20%, from the 40% in the
2016/2017 Treaty, and an increase in the provisional ceding
commission rate to 52.5%, from the 52.0% in the 2016/2017 Treaty.
The new treaty covers a two year period from July 1, 2017 through
June 30, 2019 (“2017/2019 Treaty”). We have the option
under certain circumstances to reduce the quota share ceding rate
or terminate the 2017/2019 Treaty effective July 1, 2018 by giving
advance notice to the two reinsurers who participate in the quota
share reinsurance treaty. Such two reinsurers who participate in
the quota share reinsurance treaty have the option under limited
circumstances to reduce the quota share ceding rate or terminate
the 2017/2019 Treaty effective July 1, 2018 by giving advance
notice to us.
Our 2015/2016 Treaty, 2016/2017 Treaty, and 2017/2019 Treaty provide for
the following material terms:
63
|
Treaty Year
|
||
|
July 1, 2017
|
July 1, 2016
|
July 1, 2015
|
|
to
|
to
|
to
|
Line of Busines
|
June 30, 2018
|
June 30, 2017
|
June 30, 2016
|
|
|
|
|
Personal Lines:
|
|
|
|
Homeowners,
dwelling fire and canine legal liability
|
|
|
|
Quota
share treaty:
|
|
|
|
Percent
ceded
|
20%
|
40%
|
40%
|
Risk
retained
|
$800,000
|
$500,000
|
$450,000
|
Losses
per occurrence subject to quota share reinsurance
coverage
|
$1,000,000
|
$833,333
|
$750,000
|
Excess
of loss coverage and facultative facility above quota share
coverage (1)
|
$9,000,000
|
$3,666,667
|
$3,750,000
|
|
in excess
of
|
in excess
of
|
in excess of
|
|
$1,000,000
|
$833,333
|
$750,000
|
Total
reinsurance coverage per occurrence
|
$9,200,000
|
$4,000,000
|
$4,050,000
|
Losses
per occurrence subject to reinsurance coverage
|
$10,000,000
|
$4,500,000
|
$4,500,000
|
Expiration
date
|
June
30, 2019
|
June
30, 2017
|
June
30, 2016
|
|
|
|
|
Personal
Umbrella
|
|
|
|
Quota
share treaty:
|
|
|
|
Percent
ceded - first $1,000,000 of coverage
|
90%
|
90%
|
90%
|
Percent
ceded - excess of $1,000,000 dollars of coverage
|
100%
|
100%
|
100%
|
Risk
retained
|
$100,000
|
$100,000
|
$100,000
|
Total
reinsurance coverage per occurrence
|
$4,900,000
|
$4,900,000
|
$2,900,000
|
Losses
per occurrence subject to quota share reinsurance
coverage
|
$5,000,000
|
$5,000,000
|
$3,000,000
|
Expiration
date
|
June
30, 2018
|
June
30, 2017
|
June
30, 2016
|
|
|
|
|
Commercial Lines:
|
|
|
|
General
liability commercial policies, except for commercial
auto
|
|
|
|
Quota
share treaty:
|
|
|
|
Percent
ceded (terminated effective July 1, 2014)
|
None
|
None
|
None
|
Risk
retained
|
$750,000
|
$500,000
|
$425,000
|
Losses
per occurrence subject to quota share reinsurance
coverage
|
None
|
None
|
None
|
Excess
of loss coverage above quota share coverage
|
$3,750,000
|
$4,000,000
|
$4,075,000
|
|
in excess of
|
in excess of
|
in excess of
|
|
$750,000
|
$500,000
|
$425,000
|
Total
reinsurance coverage per occurrence
|
$3,750,000
|
$4,000,000
|
$4,075,000
|
Losses
per occurrence subject to reinsurance coverage
|
$4,500,000
|
$4,500,000
|
$4,500,000
|
|
|
|
|
Commercial
Umbrella
|
|
|
|
Quota
share treaty:
|
|
|
|
Percent
ceded - first $1,000,000 of coverage
|
90%
|
90%
|
|
Percent
ceded - excess of $1,000,000 of coverage
|
100%
|
100%
|
|
Risk
retained
|
$100,000
|
$100,000
|
|
Total
reinsurance coverage per occurrence
|
$4,900,000
|
$4,900,000
|
|
Losses per occurrence subject to quota share reinsurance
coverage
|
$5,000,000
|
$5,000,000
|
|
Expiration
date
|
June
30, 2018
|
June
30, 2017
|
|
|
|
|
|
Commercial
Auto:
|
|
|
|
Risk
retained
|
|
|
$300,000
|
Excess
of loss coverage in excess of risk retained
|
|
|
$1,700,000
|
|
in excess of
|
||
|
$300,000
|
||
Catastrophe
Reinsurance:
|
|
|
|
Initial
loss subject to personal lines quota share treaty
|
$5,000,000
|
$5,000,000
|
$4,000,000
|
Risk
retained per catastrophe occurrence (2)
|
$4,000,000
|
$3,000,000
|
$2,400,000
|
Catastrophe
loss coverage in excess of quota share coverage (3)
(4)
|
$315,000,000
|
$247,000,000
|
$176,000,000
|
Severe
winter weather aggregate (4)
|
No
|
No
|
Yes
|
Reinstatement
premium protection (5)
|
Yes
|
Yes
|
Yes
|
64
(1)
For
personal lines, the 2017/2019 Treaty includes the addition of an
automatic facultative facility allowing KICO to obtain homeowners
single risk coverage up to $10,000,000 in total insured value,
which covers direct losses from $3,500,000 to
$10,000,000.
(2)
Plus
losses in excess of catastrophe coverage.
(3)
Catastrophe
coverage is limited on an annual basis to two times the per
occurrence amounts. Effective July 1,
2016, the duration of a catastrophe occurrence from windstorm,
hail, tornado, hurricane and cyclone was extended to 168
consecutive hours from 120 consecutive hours.
(4)
From
July 1, 2015 through June 30, 2016, catastrophe treaty also covered
losses caused by severe winter weather during any consecutive 28
day period.
(5)
Effective July 1,
2015, reinstatement premium protection for $16,000,000 of
catastrophe coverage in excess of $4,000,000. Effective July 1, 2016,
reinstatement premium protection for $20,000,000 of catastrophe
coverage in excess of $5,000,000. Effective July 1, 2017,
reinstatement premium protection for $145,000,000 of catastrophe
coverage in excess of $5,000,000.
The single maximum risks per occurrence to which we are subject
under the new treaties that expired on June 30, 2017 and 2016 are
as follows:
|
|
July 1, 2016 - June 30, 2017
|
|
July 1, 2015 - June 30, 2016
|
|||||
Treaty
|
|
Extent of Loss
|
|
Risk Retained
|
|
Extent of Loss
|
|
Risk Retained
|
|
Personal Lines
|
|
Initial $833,333
|
|
$500,000
|
|
Initial $750,000
|
|
$450,000
|
|
|
|
$833,333 - $4,500,000
|
|
None(1)
|
|
$750,000 - $4,500,000
|
|
None(1)
|
|
|
|
Over $4,500,000
|
|
100%
|
|
Over $4,500,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
|
|
Personal Umbrella
|
|
Initial $1,000,000
|
|
$100,000
|
|
Initial $1,000,000
|
|
$100,000
|
|
|
|
$1,000,000 - $5,000,000
|
|
None
|
|
$1,000,000 - $3,000,000
|
|
None
|
|
|
|
Over $5,000,000
|
|
100%
|
|
Over $3,000,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
|
|
Commercial Lines
|
|
Initial $500,000
|
|
$500,000
|
|
Initial $425,000
|
|
$425,000
|
|
|
|
$500,000 - $4,500,000
|
|
None(1)
|
|
$425,000 - $4,500,000
|
|
None(1)
|
|
|
|
Over $4,500,000
|
|
100%
|
|
Over $4,500,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
|
|
Commercial Umbrella
|
|
Initial $1,000,000
|
|
$100,000
|
|
|
|
|
|
|
|
$1,000,000 - $5,000,000
|
|
None
|
|
|
|
|
|
|
|
Over $5,000,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Catastrophe (2)
|
|
Initial $5,000,000
|
|
$3,000,000
|
|
Initial $4,000,000
|
|
$2,400,000
|
|
|
|
$5,000,000 - $252,000,000
|
|
None
|
|
$4,000,000 - $180,000,000
|
|
None
|
|
|
|
Over $252,000,000
|
|
100%
|
|
Over $180,000,000
|
|
100%
|
|
(1)
Covered by excess
of loss treaties.
(2)
Catastrophe
coverage is limited on an annual basis to two times the per
occurrence amounts.
65
The
single maximum risks per occurrence to which we are subject under
the new treaties that effective July 1, 2017 are as
follows:
|
|
July 1, 2017 - June 30, 2018
|
||
Treaty
|
|
Extent of Loss
|
|
Risk Retained
|
Personal Lines (1)
|
|
Initial $1,000,000
|
|
$800,000
|
|
|
$1,000,000 - $10,000,000
|
|
None(2)
|
|
|
Over $10,000,000
|
|
100%
|
|
|
|
|
|
Personal Umbrella
|
|
Initial $1,000,000
|
|
$100,000
|
|
|
$1,000,000 - $5,000,000
|
|
None
|
|
|
Over $5,000,000
|
|
100%
|
|
|
|
|
|
Commercial Lines
|
|
Initial $750,000
|
|
$750,000
|
|
|
$750,000 - $4,500,000
|
|
None(3)
|
|
|
Over $4,500,000
|
|
100%
|
|
|
|
|
|
Commercial Umbrella
|
|
Initial $1,000,000
|
|
$100,000
|
|
|
$1,000,000 - $5,000,000
|
|
None
|
|
|
Over $5,000,000
|
|
100%
|
|
|
|
|
|
Catastrophe (4)
|
|
Initial $5,000,000
|
|
$4,000,000
|
|
|
$5,000,000 - $320,000,000
|
|
None
|
|
|
Over $320,000,000
|
|
100%
|
(1)
Two
year treaty with expiration date of June 30, 2019. We and the
reinsurers have the option to reduce quota share rate or terminate
on June 30, 2018 as discussed above.
(2)
Covered
by excess of loss treaties up to $3,500,000 and by facultative
facility from $3,500,000 to $10,000,000.
(3)
Covered by excess
of loss treaties.
(4)
Catastrophe
coverage is limited on an annual basis to two times the per
occurrence amounts.
Off-Balance Sheet Arrangements
We have
no off-balance sheet arrangements that have or are reasonably
likely to have a current or future effect on our financial
condition, changes in financial condition, revenues or expenses,
results of operations, liquidity, capital expenditures or capital
resources that is material to investors.
Factors That May Affect Future Results and Financial
Condition
Based
upon the factors set forth under “Factors That May Affect
Future Results and Financial Condition” in Item 7 of our
Annual Report on Form 10-K for the year ended December 31, 2016 as
well as other factors affecting our operating results and financial
condition, past financial performance should not be considered to
be a reliable indicator of future performance, and investors should
not use historical trends to anticipate results or trends in future
periods. In addition, such factors, among others, may affect
the accuracy of certain forward-looking statements contained in our
periodic reports, including this Quarterly Report.
Item 3. Quantitative and
Qualitative Disclosures About Market Risk.
Not
applicable
Item 4. Controls and
Procedures.
66
Evaluation of Disclosure Controls and Procedures
We
maintain disclosure controls and procedures (as defined in Exchange
Act Rule 13a-15(e)) that are designed to assure that information
required to be disclosed in our Exchange Act reports is recorded,
processed, summarized and reported within the time periods
specified in the SEC’s rules and forms, and that such
information is accumulated and communicated to management,
including our Chief Executive Officer and Chief Financial Officer,
as appropriate, to allow timely decisions regarding required
disclosures.
As
required by Exchange Act Rule 13a-15(b), as of the end of the
period covered by this Quarterly Report, under the supervision and
with the participation of our Chief Executive Officer and Chief
Financial Officer, we evaluated the effectiveness of our disclosure
controls and procedures. Based on this evaluation, our
Chief Executive Officer and Chief Financial Officer concluded that
our disclosure controls and procedures were effective as of June
30, 2017.
Changes in Internal Control over Financial Reporting
There
was no change in our internal control over financial reporting
during our most recently completed fiscal quarter that has
materially affected, or is reasonably likely to materially affect,
our internal control over financial reporting.
67
PART II. OTHER
INFORMATION
Item 1. Legal
Proceedings.
None
Item 1A. Risk
Factors.
Not
applicable
Item 2. Unregistered Sales
of Equity Securities and Use of Proceeds.
(a) None
(b) Not
applicable
(c) The
following table sets forth certain information with respect to
purchases of common stock made by us or any “affiliated
purchaser” during the quarter ended June 30,
2017:
Period
|
Total
Number of Shares
Purchased(1)
|
Average
Price
Paid
per
Share
|
Total Number of
Shares Purchased as Part of Publicly Announced Plans or
Programs
|
Maximum Number
of Shares that May Be Purchased Under the Plans or
Programs
|
|
|
|
|
|
4/1/17 –
4/30/17
|
-
|
-
|
-
|
-
|
5/1/17 –
5/31/17
|
1,225
|
$14.65
|
-
|
-
|
6/1/17 –
6/30/17
|
2,103
|
$14.40
|
-
|
-
|
Total
|
3,328
|
$14.49
|
-
|
-
|
(1)
Purchases were made
by us in open market transactions.
Item 3. Defaults Upon
Senior Securities.
None
Item 4. Mine Safety
Disclosures.
Not
applicable
Item 5. Other
Information.
None
68
Item 6. Exhibits.
3(a)
|
Restated
Certificate of Incorporation, as amended1
|
|
|
3(b)
|
By-laws,
as amended2
|
|
|
Rule
13a-14(a)/15d-14(a) Certification of Principal Executive Officer as
adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002
|
|
|
|
Rule
13a-14(a)/15d-14(a) Certification of Principal Financial Officer as
adopted pursuant to Section 302 of the Sarbanes-Oxley Act of
2002
|
|
|
|
Certification
of Chief Executive Officer and Chief Financial Officer Pursuant to
18 U.S.C. Section 1350, as Adopted Pursuant to Section 906 of the
Sarbanes-Oxley Act of 2002
|
|
|
|
101.INS
|
XBRL
Instance Document
|
|
|
101.SCH
|
101.SCH
XBRL Taxonomy Extension Schema.
|
|
|
101.CAL
|
101.CAL
XBRL Taxonomy Extension Calculation Linkbase.
|
|
|
101.DEF
|
101.DEF
XBRL Taxonomy Extension Definition Linkbase.
|
|
|
101.LAB
|
101.LAB
XBRL Taxonomy Extension Label Linkbase.
|
|
|
101.PRE
|
101.PRE
XBRL Taxonomy Extension Presentation Linkbase.
|
1 Denotes document filed as Exhibit 3 (a) to our
Quarterly Report on Form 10-Q for the period ended March 31, 2014
and incorporated herein by reference.
2 Denotes document filed Exhibit 3.1 to our Current
Report on Form 8-K for an event dated November 5, 2009 and
incorporated herein by reference.
69
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
|
KINGSTONE
COMPANIES, INC.
|
|
|
|
|
|
|
Dated:
August
10, 2017
|
By:
|
/s/
Barry
B. Goldstein
|
|
|
|
Barry B.
Goldstein
|
|
|
|
President
|
|
|
|
|
|
Dated:
August
10, 2017
|
By:
|
/s/
Victor
Brodsky
|
|
|
|
Victor
Brodsky
|
|
|
|
Chief
Financial Officer
|
|
70