KINGSTONE COMPANIES, INC. - Quarter Report: 2018 March (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 March 31, 2018
OR
☐
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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)
Delaware
(State or other jurisdiction of incorporation or
organization)
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36-2476480
(I.R.S. EmployerIdentification 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
May 9, 2018, there were 10,667,577 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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2
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2
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3
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4
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5
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6
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Item 2
—
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36
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Item 3
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62
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Item 4
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65
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PART II — OTHER INFORMATION
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66
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Item 1
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66
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Item 1A
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66
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Item 2
—
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66
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Item 3
—
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66
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Item 4
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66
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Item 5
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67
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Item 6
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67
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Signatures
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EXHIBIT
3(a)
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EXHIBIT
3(b)
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EXHIBIT
31(a)
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EXHIBIT
31(b)
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EXHIBIT
32
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EXHIBIT
101.INS XBRL Instance Document
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EXHIBIT
101.SCH XBRL Taxonomy Extension Schema
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EXHIBIT 101.CAL
XBRL Taxonomy Extension Calculation Linkbase
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EXHIBIT 101.DEF
XBRL Taxonomy Extension Definition Linkbase
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EXHIBIT
101.LAB XBRL Taxonomy Extension Label Linkbase
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EXHIBIT 101.PRE
XBRL Taxonomy Extension Presentation Linkbase
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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, 2017 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
KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
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Condensed Consolidated Balance
Sheets
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March
31,
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December
31,
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2018
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2017
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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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$5,062,065
at March 31, 2018 and $5,150,076 at December 31, 2017)
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$4,870,271
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$4,869,808
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Fixed-maturity
securities, available-for-sale, at fair value (amortized cost
of
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$130,912,757
at March 31, 2018 and $119,122,106 at December 31,
2017)
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129,149,201
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119,988,256
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Equity
securities, at fair value (cost of $16,383,342 at March 31, 2018
and
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$13,761,841
at December 31, 2017)
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16,600,485
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14,286,198
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Other
investments
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2,027,860
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-
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Total
investments
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152,647,817
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139,144,262
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Cash
and cash equivalents
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31,594,167
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48,381,633
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Investment
subscription receivable
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2,000,000
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Premiums
receivable, net
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13,065,874
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13,217,698
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Reinsurance
receivables, net
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31,895,480
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28,519,130
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Deferred
policy acquisition costs
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15,130,213
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14,847,236
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Intangible
assets, net
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925,000
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1,010,000
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Property
and equipment, net
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5,132,755
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4,772,577
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Other
assets
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4,020,364
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2,655,527
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Total assets
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$254,411,670
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$254,548,063
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Liabilities
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Loss
and loss adjustment expense reserves
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$56,272,113
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$48,799,622
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Unearned
premiums
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66,654,632
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65,647,663
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Advance
premiums
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2,216,603
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1,477,693
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Reinsurance
balances payable
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3,017,734
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2,563,966
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Deferred
ceding commission revenue
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4,347,812
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4,266,412
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Accounts
payable, accrued expenses and other liabilities
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4,501,593
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7,487,654
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Deferred
income taxes
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77,031
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600,342
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Long-term
debt, net
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29,163,116
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29,126,965
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Total
liabilities
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166,250,634
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159,970,317
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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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Common
stock, $.01 par value; authorized 20,000,000 shares; issued
11,679,334 shares
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at
March 31, 2018 and 11,618,646 at December 31, 2017;
outstanding
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10,666,665
shares at March 31, 2018 and 10,631,837 shares at December 31,
2017
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116,793
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116,186
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Capital
in excess of par
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68,163,744
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68,380,390
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Accumulated
other comprehensive (loss) income
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(1,391,063)
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1,100,647
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Retained
earnings
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23,780,755
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27,152,822
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90,670,229
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96,750,045
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Treasury
stock, at cost, 1,012,669 shares at March 31, 2018
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and
986,809 shares at December 31, 2017
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(2,509,193)
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(2,172,299)
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Total stockholders' equity
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88,161,036
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94,577,746
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Total liabilities and stockholders' equity
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$254,411,670
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$254,548,063
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See accompanying notes to condensed consolidated financial
statements.
2
KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
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Condensed Consolidated Statements of Operations and Comprehensive
Income (Loss) (Unaudited)
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Three months ended March 31,
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2018
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2017
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Revenues
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Net
premiums earned
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$22,837,617
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$16,369,748
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Ceding
commission revenue
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1,695,158
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3,184,452
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Net
investment income
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1,383,989
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857,800
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Net
losses on investments
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(523,127)
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(54,506)
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Other
income
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308,233
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289,700
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Total
revenues
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25,701,870
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20,647,194
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Expenses
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Loss
and loss adjustment expenses
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17,266,330
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8,292,996
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Commission
expense
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5,799,948
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4,888,978
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Other
underwriting expenses
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5,031,503
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4,212,417
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Other
operating expenses
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246,858
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755,804
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Depreciation
and amortization
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409,431
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318,698
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Interest
expense
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456,545
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-
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Total
expenses
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29,210,615
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18,468,893
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(Loss)
income from operations before income taxes
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(3,508,745)
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2,178,301
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Income
tax (benefit) expense
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(790,811)
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707,721
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Net (loss) income
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(2,717,934)
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1,470,580
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Other comprehensive (loss) income, net of tax
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Gross
change in unrealized (losses) gains
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on
available-for-sale-securities
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(2,873,479)
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524,822
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Reclassification
adjustment for losses
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included
in net income
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243,773
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54,506
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Net
change in unrealized (losses) gains
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(2,629,706)
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579,328
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Income
tax benefit (expense) related to items
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of
other comprehensive (loss) income
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552,238
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(196,972)
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Other comprehensive (loss) income, net of tax
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(2,077,468)
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382,356
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Comprehensive (loss) income
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$(4,795,402)
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$1,852,936
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(Loss) earnings per common share:
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Basic
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$(0.25)
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$0.15
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Diluted
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$(0.25)
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$0.15
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Weighted average common shares outstanding
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Basic
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10,669,992
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9,663,751
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Diluted
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10,669,992
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9,848,494
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Dividends declared and paid per common share
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$0.1000
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$0.0625
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3
KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
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Condensed Consolidated Statement of Stockholders' Equity
(Unaudited)
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Three months ended March 31, 2018
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Accumulated
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Capital
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Other
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Preferred Stock
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Common Stock
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in Excess
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Comprehensive
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Retained
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Treasury Stock
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Shares
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Amount
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Shares
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Amount
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of Par
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Income (Loss)
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Earnings
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Shares
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Amount
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Total
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Balance,
January 1, 2018, as reported
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-
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$-
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11,618,646
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$116,186
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$68,380,390
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$1,100,647
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$27,152,822
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986,809
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$(2,172,299)
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$94,577,746
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Cumulative
effect of adoption of updated
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accounting
guidance for equity
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financial
instruments at January 1, 2018
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-
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-
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-
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-
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-
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(414,242)
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414,242
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-
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-
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-
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Balance,
January 1, 2018, as adjusted
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-
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-
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11,618,646
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116,186
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68,380,390
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686,405
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27,567,064
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986,809
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(2,172,299)
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94,577,746
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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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108,368
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-
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-
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-
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-
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108,368
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Shares
deducted from exercise of stock
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options for
payment of withholding taxes
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-
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-
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(15,750)
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(158)
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(341,612)
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-
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-
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-
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-
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(341,770)
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Vesting of
restricted stock awards
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-
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-
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7,180
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72
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(72)
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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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awards for
payment of withholding taxes
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-
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-
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(618)
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(9)
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(12,205)
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-
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-
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-
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-
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(12,214)
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Exercise of
stock options
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-
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-
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69,876
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702
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28,875
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-
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-
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-
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-
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29,577
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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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-
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-
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25,860
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(336,894)
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(336,894)
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Dividends
|
-
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-
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-
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-
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-
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-
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(1,068,375)
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-
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-
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(1,068,375)
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Net
loss
|
-
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-
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-
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-
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-
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-
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(2,717,934)
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-
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-
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(2,717,934)
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Change in
unrealized losses on available-
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for-sale
securities, net of tax
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-
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-
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-
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-
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-
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(2,077,468)
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-
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-
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-
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(2,077,468)
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Balance,
March 31, 2018
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-
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$-
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11,679,334
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$116,793
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$68,163,744
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$(1,391,063)
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$23,780,755
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1,012,669
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$(2,509,193)
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$88,161,036
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See accompanying notes to condensed consolidated financial
statements.
4
KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
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Condensed Consolidated Statements of Cash Flows (Unaudited)
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Three months ended March 31,
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2018
|
2017
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Cash flows from operating
activities:
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Net
(loss) income
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$(2,717,934)
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$1,470,580
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Adjustments to reconcile net (loss) income to net cash flows
provided by operating activities:
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Net
losses on investments
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523,127
|
54,506
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Depreciation
and amortization
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409,431
|
318,698
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Amortization
of bond premium, net
|
118,841
|
124,054
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Amortization
of discount on issuance costs on long-term debt
|
36,151
|
-
|
Stock-based
compensation
|
108,368
|
59,055
|
Deferred
income tax benefit
|
28,927
|
32,504
|
(Increase)
decrease in operating assets:
|
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|
Premiums
receivable, net
|
151,824
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(79,045)
|
Reinsurance
receivables, net
|
(3,376,350)
|
(1,304,877)
|
Deferred
policy acquisition costs
|
(282,977)
|
(228,195)
|
Other
assets
|
(1,386,512)
|
11,563
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Increase
(decrease) in operating liabilities:
|
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Loss
and loss adjustment expense reserves
|
7,472,491
|
2,874,867
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Unearned
premiums
|
1,006,969
|
327,923
|
Advance
premiums
|
738,910
|
543,896
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Reinsurance
balances payable
|
453,768
|
(37,570)
|
Deferred
ceding commission revenue
|
81,400
|
(78,984)
|
Accounts
payable, accrued expenses and other liabilities
|
(2,986,061)
|
(2,032,832)
|
Net cash flows provided by operating activities
|
380,373
|
2,056,143
|
|
|
|
Cash flows from investing
activities:
|
|
|
Purchase
- fixed-maturity securities available-for-sale
|
(20,018,600)
|
(22,811,402)
|
Purchase
- equity securities
|
(6,004,614)
|
-
|
Sale
and redemption - fixed-maturity securities
held-to-maturity
|
-
|
200,000
|
Sale
or maturity - fixed-maturity securities
available-for-sale
|
7,891,145
|
2,706,202
|
Sale
- equity securities available-for-sale
|
3,378,515
|
132,091
|
Acquisition
of fixed assets
|
(684,609)
|
(597,761)
|
Net cash flows used in
investing activities
|
(15,438,163)
|
(20,370,870)
|
|
|
|
Cash flows from financing
activities:
|
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|
Net
proceeds from issuance of common stock
|
-
|
30,136,699
|
Proceeds
from exercise of stock options
|
29,577
|
33,000
|
Withholding
taxes paid on net exercise of stock options
|
(341,770)
|
-
|
Withholding
taxes paid on vested retricted stock awards
|
(12,214)
|
-
|
Purchase
of treasury stock
|
(336,894)
|
-
|
Dividends
paid
|
(1,068,375)
|
(663,837)
|
Net cash flows (used in)
provided by financing activities
|
(1,729,676)
|
29,505,862
|
|
|
|
(Decrease)
increase in cash and cash equivalents
|
$(16,787,466)
|
$11,191,135
|
Cash
and cash equivalents, beginning of period
|
48,381,633
|
12,044,520
|
Cash and cash equivalents, end of period
|
$31,594,167
|
$23,235,655
|
|
|
|
Supplemental disclosures of cash flow
information:
|
|
|
Cash
paid for income taxes
|
$-
|
$-
|
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, Massachusetts and Texas.
KICO is currently offering its property and casualty insurance
products in New York, New Jersey, Rhode Island and Pennsylvania.
Although New Jersey and Rhode Island are now growing expansion
markets for the Company, 97.2% of KICO’s direct written
premiums for the three months ended March 31, 2018 were written in
the State of New York. In February 2018, a homeowners rate, rule,
and form filing was made with the State of Massachusetts. KICO
anticipates writing business in Massachusetts in 2018.
The
accompanying unaudited condensed consolidated financial statements
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
10 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, 2017 and notes thereto
included in the Company’s Annual Report on Form 10-K filed
with the SEC on March 15, 2018. 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 three months ended March 31, 2018 may not be indicative of the
results that may be expected for the year ending December 31,
2018.
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. Actual results could differ
from these estimates and assumptions, which include the reserves
for losses and loss adjustment expenses and are subject to
estimation errors due to the inherent uncertainty in projecting
ultimate claim amounts that will be reported and settled over a
period of many years. In addition, estimates and assumptions
associated with receivables under reinsurance contracts related to
contingent ceding commission revenue require judgments by
management. On an on-going basis, management reevaluates its
assumptions and the methods for calculating these 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
2014, the Financial Accounting Standards Board (“FASB”)
issued Accounting Standards Update (“ASU”) 2014-09
– Revenue from Contracts with Customers (Topic 606)
(“ASU 2014-09”). 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. The Company adopted ASU 2014-09 effective January
1, 2018 and it did not have a material impact on the
Company’s condensed consolidated financial statements. The
standard excludes from its scope the accounting for insurance
contracts, financial instruments, and certain other agreements that
are governed under other GAAP guidance.
In
January 2016, the FASB issued ASU 2016-01 – Financial
Instruments – Overall (Subtopic 825-10): Recognition and
Measurement of Financial Assets and Financial Liabilities
(“ASU 2016-01”). Effective January 1, 2018, the Company
has adopted the provisions of ASU 2016-01. The updated guidance
requires equity investments, except those accounted for under the
equity method of accounting, that have readily determinable fair
value to be measured at fair value with any changes in fair value
recognized in net income. Equity securities that do not have
readily determinable fair values may be measured at estimated fair
value or cost less impairment, if any, adjusted for subsequent
observable price changes, with changes in the carrying value
recognized in net income. A qualitative assessment for impairment
is required forequity investments without readily determinable fair
values. The updated guidance also eliminates the requirement to
disclose the method and significant assumptions used to estimate
the fair value of financial instruments measured at amortized cost
on the balance sheet. The updated guidance was effective for the
quarter ended March 31, 2018. The adoption of this guidance
resulted in the recognition of approximately $414,000 of
net after-tax unrealized gains on equity investments as a
cumulative effect adjustment that increased retained earnings as of
January 1, 2018 and decreased accumulated other comprehensive
income (“AOCI”) by the same amount. The Company elected
to report changes in the fair value of equity investments in net
losses on investments in the condensed consolidated statements of
operations and comprehensive income (loss). At December 31, 2017,
equity investments were classified as available-for-sale on the
Company's balance sheet. However, upon adoption, the updated
guidance eliminated the available-for-sale balance sheet
classification for equity investments. Furthermore, the first
quarter 2018 net loss on investments of approximately $523,000 in
the condensed consolidated statements of operations and
comprehensive income (loss) included approximately $307,000 from
the fair value change of equity securities.
In May
2017, the FASB issued ASU 2017-09, Compensation - Stock
Compensation (Topic 718): Scope of Modification Accounting
(“ASU 2017-09”). ASU 2017-09 clarifies when to
account for a change to the terms or conditions of a share-based
payment award as a modification. Under the new guidance,
modification accounting is required only if the fair value, the
vesting conditions, or the classification of the award (as equity
or liability) changes as a result of the change in terms or
conditions. The amendment should be applied on a prospective basis.
The effective date of ASU 2017-09 is for interim and annual
reporting periods, beginning after December 15, 2017. The Company
adopted this ASU effective January 1, 2018 and it did not have a
material impact on the Company’s condensed consolidated
financial statements.
7
In
February 2018, the FASB issued ASU 2018-02 - Income Statement
– Reporting Comprehensive Income (Topic 220) –
Reclassification of Certain Tax Effects from Accumulated Other
Comprehensive Income (“ASU 2018-02”). The deferred
income tax liability for unrealized gains on available-for-sale
securities that were re-measured due to the reduction in corporate
income tax rates under the Tax Cuts and Jobs Act of 2017 (the
“Act”) resulted in a stranded tax effect within AOCI.
This is due to the effect of the tax rate change being recorded
through continuing operations as required under Accounting
Standards Codification 740 (“ASC 740”). The revised ASU
allows for the reclassification of the stranded tax effects as a
result of the Act from AOCI to retained earnings and requires
certain other disclosures. Effective December 31, 2017, the Company
chose to early adopt the provisions of ASU 2018-02 and recorded a
one-time reclassification of $182,912 from AOCI to retained
earnings for the stranded tax effects resulting from the newly
enacted corporate tax rate. The amount of the reclassification was
the difference between the historical corporate tax rate and the
newly enacted 21% corporate tax rate.
Accounting Pronouncements
In
February 2016, FASB issued ASU 2016-02 – Leases (Topic 842)
(“ASU 2016-02”). 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 does not expect the adoption of ASU
2016-02 to 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 (“ASU 2016-13”). 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.
8
In
August 2016, FASB issued ASU 2016-15 - Statement of Cash Flows
(Topic 230): Classification of Certain Cash Receipts and Cash
Payments (“ASU 2016-15”). 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.
Note 3 - Investments
Fixed Maturity Securities
The amortized cost and fair value of investments in fixed-maturity
securities classified as available-for-sale as of March 31,
2018 and December 31, 2017 are
summarized as follows:
|
March 31, 2018
|
|||||
|
|
|
|
|
|
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 |
|
|
|
|
|
|
U.S.
Treasury securities and
|
|
|
|
|
|
|
obligations
of U.S. government
|
|
|
|
|
|
|
corporations
and agencies
|
$4,964,012
|
$-
|
$(20,282)
|
$-
|
$4,943,730
|
$(20,282)
|
|
|
|
|
|
|
|
Political subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
6,591,252
|
48,955
|
(84,282)
|
-
|
6,555,925
|
(35,327)
|
|
|
|
|
|
|
|
Corporate and other bonds
|
|
|
|
|
|
|
Industrial
and miscellaneous
|
96,910,715
|
189,515
|
(1,436,598)
|
(369,216)
|
95,294,416
|
(1,616,299)
|
|
|
|
|
|
|
|
Residential mortgage and other
|
|
|
|
|
|
|
asset
backed securities (1)
|
22,446,778
|
325,807
|
(104,872)
|
(312,583)
|
22,355,130
|
(91,648)
|
Total
|
$130,912,757
|
$564,277
|
$(1,646,034)
|
$(681,799)
|
$129,149,201
|
$(1,763,556)
|
(1)
In
2017, KICO placed certain residential mortgage backed securities as
eligible collateral in a designated custodian account related to
its relationship with the Federal Home Loan Bank of New York
("FHLBNY") (See Note 7). The eligible collateral would be pledged
to FHLBNY if KICO draws an advance from the FHBLNY credit line. As
of March 31, 2018, the fair value of the eligible investments was
approximately $6,225,000. KICO will retain all rights regarding all
securities if pledged as collateral. As of March 31, 2018, there
was no outstanding balance on the credit line.
9
|
December 31, 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:
|
|
|
|
|
|
|
U.S.
Treasury securities and
|
|
|
|
|
|
|
obligations
of U.S. government
|
|
|
|
|
|
|
corporations
and agencies
|
$-
|
$-
|
$-
|
$-
|
$-
|
$-
|
|
|
|
|
|
|
|
Political subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
11,096,122
|
250,135
|
(30,814)
|
-
|
11,315,443
|
219,321
|
|
|
|
|
|
|
|
Corporate and other bonds
|
|
|
|
|
|
|
Industrial
and miscellaneous
|
87,562,631
|
1,189,207
|
(269,857)
|
(340,516)
|
88,141,465
|
578,834
|
|
|
|
|
|
|
|
Residential mortgage and other
|
|
|
|
|
|
|
asset
backed securities (1)
|
20,463,353
|
305,499
|
(48,482)
|
(189,022)
|
20,531,348
|
67,995
|
Total
|
$119,122,106
|
$1,744,841
|
$(349,153)
|
$(529,538)
|
$119,988,256
|
$866,150
|
(1)
In
2017, KICO placed certain residential mortgage backed securities as
eligible collateral in a designated custodian account related to
its relationship with the FHLBNY (see Note 7). The eligible
collateral would be pledged to FHLBNY if KICO draws an advance from
the FHBLNY credit line. As of December 31, 2017, the fair value of
the eligible investments was approximately $6,703,000. KICO will
retain all rights regarding all securities if pledged as
collateral. As of December 31, 2017, there was no outstanding
balance on the credit line.
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 March 31, 2018
and December 31, 2017 is shown
below:
|
March 31, 2018
|
December 31, 2017
|
||
|
Amortized
|
|
Amortized
|
|
Remaining Time to
Maturity
|
Cost
|
Fair Value
|
Cost
|
Fair Value
|
|
|
|
|
|
Less
than one year
|
$2,409,941
|
$2,412,121
|
$2,585,479
|
$2,595,938
|
One
to five years
|
37,226,594
|
37,045,335
|
31,716,345
|
32,065,197
|
Five
to ten years
|
66,817,711
|
65,430,615
|
62,702,945
|
63,129,543
|
More
than 10 years
|
2,011,733
|
1,906,000
|
1,653,984
|
1,666,230
|
Residential
mortgage and other asset backed securities
|
22,446,778
|
22,355,130
|
20,463,353
|
20,531,348
|
Total
|
$130,912,757
|
$129,149,201
|
$119,122,106
|
$119,988,256
|
The actual maturities may differ from contractual maturities
because certain borrowers have the right to call or prepay
obligations with or without penalties.
10
Equity Securities
In the
first quarter of 2018, the Company adopted ASU 2016-01, which
resulted in changes in the fair value of equity securities held at
March 31, 2018 being reported in net (loss) income instead of being
reported in comprehensive (loss) income. See Note 1, Accounting
Policies, for additional discussion. The cost and fair value of
investments in equity securities as of March 31, 2018 and December
31, 2017 are as follows:
|
March 31, 2018
|
|||||
|
|
|
|
|
|
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)
|
Equity Securities:
|
|
|
|
|
|
|
Preferred
stocks
|
$7,301,491
|
$25,807
|
$(97,834)
|
$(116,287)
|
$7,113,177
|
$(188,314)
|
Common
stocks and exchange
|
|
|
|
|
|
|
traded
mutual funds
|
9,081,851
|
683,494
|
(278,037)
|
-
|
9,487,308
|
405,457
|
Total
|
$16,383,342
|
$709,301
|
$(375,871)
|
$(116,287)
|
$16,600,485
|
$217,143
|
|
December 31, 2017
|
|||||
|
|
|
|
|
|
Net
|
|
|
Gross
|
Gross Unrealized Losses
|
|
Unrealized
|
|
|
|
Unrealized
|
Less than 12
|
More than 12
|
Fair
|
Gains/
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
(Losses)
|
|
|
|
|
|
|
|
Equity Securities:
|
|
|
|
|
|
|
Preferred
stocks
|
$7,081,099
|
$60,867
|
$(20,313)
|
$(120,712)
|
$7,000,941
|
$(80,158)
|
Common stocks and exchange
|
|
|
|
|
|
|
traded
mutual funds
|
6,680,742
|
841,250
|
(222,205)
|
(14,530)
|
7,285,257
|
604,515
|
Total
|
$13,761,841
|
$902,117
|
$(242,518)
|
$(135,242)
|
$14,286,198
|
$524,357
|
Other Investments
The
cost and fair value of the Company’s other investments as of
March 31, 2018 and December 31, 2017 are as follows:
|
March 31, 2018
|
December 31, 2017
|
||||
|
|
Fair
|
Unrealized
|
|
Fair
|
Unrealized
|
Category
|
Cost
|
Value
|
Gain
|
Cost
|
Value
|
Gain
|
|
|
|
|
|
||
Other Investments:
|
|
|
|
|
|
|
Hedge
fund
|
$2,000,000
|
$2,027,860
|
$27,860
|
$-
|
$-
|
$-
|
Total
|
$2,000,000
|
$2,027,860
|
$27,860
|
$-
|
$-
|
$-
|
11
Held-to-Maturity Securities
The amortized cost and fair value of investments in
held-to-maturity fixed-maturity securities as of March 31,
2018 and December 31, 2017 are
summarized as follows:
|
March 31, 2018
|
|||||
|
|
|
|
|
|
|
|
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
|
$729,476
|
$147,563
|
$(5,064)
|
$-
|
$871,975
|
$142,499
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
998,941
|
32,014
|
-
|
-
|
1,030,955
|
32,014
|
|
|
|
|
|
|
|
Corporate
and other bonds
|
|
|
|
|
|
|
Industrial
and miscellaneous
|
3,141,854
|
43,177
|
(15,741)
|
(10,155)
|
3,159,135
|
17,281
|
|
|
|
|
|
|
|
Total
|
$4,870,271
|
$222,754
|
$(20,805)
|
$(10,155)
|
$5,062,065
|
$191,794
|
|
December 31, 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
|
$729,466
|
$147,573
|
$(1,729)
|
$-
|
$875,310
|
$145,844
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
998,984
|
50,366
|
-
|
-
|
1,049,350
|
50,366
|
|
|
|
|
|
|
|
Corporate
and other bonds
|
|
|
|
|
|
|
Industrial
and miscellaneous
|
3,141,358
|
90,358
|
-
|
(6,300)
|
3,225,416
|
84,058
|
|
|
|
|
|
|
|
Total
|
$4,869,808
|
$288,297
|
$(1,729)
|
$(6,300)
|
$5,150,076
|
$280,268
|
Held-to-maturity U.S. Treasury securities are held in trust
pursuant to various states' minimum funds
requirements.
A summary of the amortized cost and fair value of the
Company’s investments in held-to-maturity securities by
contractual maturity as of March 31, 2018 and December 31, 2017 is
shown below:
|
March 31, 2018
|
December 31, 2017
|
||
|
Amortized
|
|
Amortized
|
|
Remaining Time to Maturity
|
Cost
|
Fair Value
|
Cost
|
Fair Value
|
|
|
|
||
Less
than one year
|
$123,000
|
$117,936
|
$-
|
$-
|
One
to five years
|
2,546,338
|
2,549,597
|
2,546,459
|
2,601,898
|
Five
to ten years
|
1,594,457
|
1,640,493
|
1,716,884
|
1,794,139
|
More
than 10 years
|
606,476
|
754,039
|
606,466
|
754,039
|
Total
|
$4,870,271
|
$5,062,065
|
$4,869,808
|
$5,150,076
|
12
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
|
|
|
March
31,
|
|
|
2018
|
2017
|
Income:
|
|
|
Fixed-maturity
securities
|
$1,150,293
|
$745,453
|
Equity
securities
|
200,497
|
136,485
|
Cash and
cash equivalents
|
73,259
|
6,169
|
Total
|
1,424,049
|
888,107
|
Expenses:
|
|
|
Investment
expenses
|
40,060
|
30,307
|
Net
investment income
|
$1,383,989
|
$857,800
|
Proceeds from the redemption of fixed-maturity securities
held-to-maturity were $-0- and $200,000 for the three months ended
March 31, 2018 and 2017, respectively.
Proceeds from the sale and maturity of fixed-maturity securities
available-for-sale were $7,891,145 and $2,706,202 for the three
months ended March 31, 2018 and 2017, respectively.
Proceeds from the sale of equity securities were $3,378,515 and
$132,091 for the three months ended March 31, 2018 and 2017,
respectively.
The Company’s net losses on investments are summarized as
follows:
|
Three
months ended
|
|
|
March
31,
|
|
|
2018
|
2017
|
Realized Losses
|
|
|
|
|
|
Fixed-maturity
securities:
|
|
|
Gross realized
gains
|
$117,469
|
$13,123
|
Gross realized
losses (1)
|
(334,969)
|
(36,120)
|
|
(217,500)
|
(22,997)
|
|
|
|
Equity
securities:
|
|
|
Gross realized
gains
|
210,558
|
-
|
Gross realized
losses
|
(236,831)
|
(31,509)
|
|
(26,273)
|
(31,509)
|
|
|
|
Net realized
losses
|
(243,773)
|
(54,506)
|
|
|
|
Unrealized Losses
|
|
|
|
|
|
Equity
securities:
|
|
|
Gross
gains
|
-
|
-
|
Gross
losses
|
(307,214)
|
-
|
|
(307,214)
|
-
|
|
|
|
Other
investments:
|
|
|
Gross
gains
|
27,860
|
-
|
Gross
losses
|
-
|
-
|
|
27,860
|
-
|
|
|
|
Net
unrealized losses
|
(279,354)
|
-
|
|
|
|
Net loss on
investments
|
$(523,127)
|
$(54,506)
|
(1)
Gross
realized losses for the three months ended March 31, 2017 include
$747 of loss from the redemption of fixed-maturity securities
held-to-maturity.
13
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 reviewed its equity securities
portfolios prior to January 1, 2018 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 comprehensive (loss) 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 comprehensive (loss) 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 operations and comprehensive income (loss) 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 March 31, 2018 and
December 31, 2017, there were 134 and 75 securities that accounted
for the gross unrealized loss, respectively. In December 2017, the
Company disposed of one of its held-to-maturity debt securities
that was previously included in OTTI, a 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 its first 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. In
September 2017, Hurricane Maria significantly affected Puerto Rico.
The impact of this event further contributed to the credit
deterioration of PR and, as a result, the Company recorded an
additional credit loss component of OTTI on this investment for the
amount of $50,000 during the quarter ended September 30, 2017. The
total of the two OTTI write-downs of this investment through
December 31, 2017 was $119,911. The Company determined that none of
the other unrealized losses were deemed to be OTTI for its
portfolio of fixed-maturity investments, equity securities in 2017,
and other investments for the three months ended March 31, 2018 and
2017. 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.
14
The Company held available-for-sale securities with unrealized
losses representing declines that were considered temporary at
March 31, 2018 as follows:
|
March 31, 2018
|
|||||||
|
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:
|
|
|
|
|
|
|
|
|
U.S. Treasury
securities
|
|
|
|
|
|
|
|
|
and
obligations of U.S.
|
|
|
|
|
|
|
|
|
government
corporations
|
|
|
|
|
|
|
|
|
and
agencies
|
$4,943,730
|
$(20,282)
|
3
|
$-
|
$-
|
-
|
$4,943,730
|
$(20,282)
|
|
|
|
|
|
|
|
|
|
Political
subdivisions of
|
|
|
|
|
|
|
|
|
States,
Territories and
|
|
|
|
|
|
|
|
|
Possessions
|
3,716,760
|
(84,282)
|
7
|
-
|
-
|
-
|
3,716,760
|
(84,282)
|
|
|
|
|
|
|
|
|
|
Corporate
and other
|
|
|
|
|
|
|
|
|
bonds
industrial and
|
|
|
|
|
|
|
|
|
miscellaneous
|
67,818,785
|
(1,436,598)
|
83
|
8,059,700
|
(369,216)
|
16
|
75,878,485
|
(1,805,814)
|
|
|
|
|
|
|
|
|
|
Residential
mortgage and other
|
|
|
|
|
|
|
|
|
asset
backed securities
|
8,791,842
|
(104,872)
|
10
|
9,776,165
|
(312,583)
|
15
|
18,568,007
|
(417,455)
|
|
|
|
|
|
|
|
|
|
Total
fixed-maturity
|
|
|
|
|
|
|
|
|
securities
|
$85,271,117
|
$(1,646,034)
|
103
|
$17,835,865
|
$(681,799)
|
31
|
$103,106,982
|
$(2,327,833)
|
15
The Company held available-for-sale securities with unrealized
losses representing declines that were considered temporary at
December 31, 2017 as follows:
|
December 31, 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
|
$1,549,839
|
$(30,814)
|
4
|
$-
|
$-
|
-
|
$1,549,839
|
$(30,814)
|
|
|
|
|
|
|
|
|
|
Corporate
and other
|
|
|
|
|
|
|
|
|
bonds
industrial and
|
|
|
|
|
|
|
|
|
miscellaneous
|
15,036,462
|
(269,857)
|
20
|
9,113,924
|
(340,516)
|
17
|
24,150,386
|
(610,373)
|
|
|
|
|
|
|
|
|
|
Residential
mortgage and other
|
|
|
|
|
|
|
|
|
asset
backed securities
|
6,956,371
|
(48,482)
|
6
|
7,867,572
|
(189,022)
|
15
|
14,823,943
|
(237,504)
|
|
|
|
|
|
|
|
|
|
Total
fixed-maturity
|
|
|
|
|
|
|
|
|
securities
|
$23,542,672
|
$(349,153)
|
30
|
$16,981,496
|
$(529,538)
|
32
|
$40,524,168
|
$(878,691)
|
|
|
|
|
|
|
|
|
|
Equity Securities:
|
|
|
|
|
|
|
|
|
Preferred
stocks
|
$1,605,217
|
$(20,313)
|
5
|
$1,776,675
|
$(120,712)
|
3
|
$3,381,892
|
$(141,025)
|
Common
stocks and
|
|
|
|
|
|
|
|
|
exchange
traded mutual funds
|
1,446,375
|
(222,205)
|
4
|
124,900
|
(14,530)
|
1
|
1,571,275
|
(236,735)
|
|
|
|
|
|
|
|
|
|
Total
equity securities
|
$3,051,592
|
$(242,518)
|
9
|
$1,901,575
|
$(135,242)
|
4
|
$4,953,167
|
$(377,760)
|
|
|
|
|
|
|
|
|
|
Total
|
$26,594,264
|
$(591,671)
|
39
|
$18,883,071
|
$(664,780)
|
36
|
$45,477,335
|
$(1,256,451)
|
16
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, as characterized by current market conditions,
the ability to observe prices and inputs may be reduced for many
instruments. This condition could cause a security to be
reclassified between levels.
17
The Company’s investments are allocated among pricing input
levels at March 31, 2018 and December 31, 2017 as
follows:
|
March 31,
2018
|
|||
|
Level
1
|
Level
2
|
Level
3
|
Total
|
|
|
|||
Fixed-maturity
securities available-for-sale
|
|
|
|
|
U.S. Treasury
securities
|
|
|
|
|
and obligations of
U.S.
|
|
|
|
|
government
corporations
|
|
|
|
|
and
agencies
|
$4,943,730
|
$-
|
$-
|
$4,943,730
|
|
|
|
|
|
Political
subdivisions of
|
|
|
|
|
States,
Territories and
|
|
|
|
|
Possessions
|
-
|
6,555,925
|
-
|
6,555,925
|
|
|
|
|
|
Corporate
and other
|
|
|
|
|
bonds
industrial and
|
|
|
|
|
miscellaneous
|
90,969,165
|
4,325,251
|
-
|
95,294,416
|
|
|
|
|
|
Residential
mortgage backed securities
|
-
|
22,355,130
|
-
|
22,355,130
|
Total fixed
maturities
|
95,912,895
|
33,236,306
|
-
|
129,149,201
|
Equity
securities
|
16,600,485
|
-
|
-
|
16,600,485
|
Total
investments
|
$112,513,380
|
$33,236,306
|
$-
|
$145,749,686
|
|
December 31,
2017
|
|||
|
Level
1
|
Level
2
|
Level
3
|
Total
|
|
|
|||
Fixed-maturity
securities available-for-sale
|
|
|
|
|
Political
subdivisions of
|
|
|
|
|
States,
Territories and
|
|
|
|
|
Possessions
|
$-
|
$11,315,443
|
$-
|
$11,315,443
|
|
|
|
|
|
Corporate
and other
|
|
|
|
|
bonds
industrial and
|
|
|
|
|
miscellaneous
|
83,597,300
|
4,544,165
|
-
|
88,141,465
|
|
|
|
|
|
Residential
mortgage backed securities
|
-
|
20,531,348
|
-
|
20,531,348
|
Total fixed
maturities
|
83,597,300
|
36,390,956
|
-
|
119,988,256
|
Equity
securities
|
14,286,198
|
-
|
-
|
14,286,198
|
Total
investments
|
$97,883,498
|
$36,390,956
|
$-
|
$134,274,454
|
18
The following table sets forth the Company’s investment in a
hedge fund investment subject to net asset valuation
(“NAV”) per share (or its equivalent) as of March 31,
2018. The Company measures this investment at fair value on a
recurring basis. As of March 31, 2018, the Company used net asset
value per share as a practical expedient for fair value. Fair value
using NAV per share is as follows as of the dates
indicated:
Category
|
March 31, 2018
|
December 31, 2017
|
Other Investments:
|
|
|
Hedge
fund
|
$2,027,860
|
$-
|
Total
|
$2,027,860
|
$-
|
The investment is generally redeemable with at least 45 days prior
written notice. The hedge fund investment is accounted for as a
limited partnership by the Company. Revenue is earned based upon
the Company’s allocated share of the partnership's changes in
unrealized gains and losses to its partners. Such amounts
have been included in the condensed consolidated statements of
operations and comprehensive income (loss) within net losses on
investments.
Note 5 - Fair Value of Financial Instruments and Real
Estate
The Company uses the following methods and assumptions in
estimating the fair value of financial instruments:
Equity securities, fixed income securities, and other investments
available-for-sale: Fair value disclosures for these investments are
included in “Note 3 -
Investments.”
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, reinsurance receivables, and investment
subscription receivable: The carrying values reported in the
condensed consolidated balance sheets for these financial
instruments approximate their fair values due to the short-term
nature of the assets.
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 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.
Long-term debt: The
carrying value reported in the condensed consolidated balance
sheets for these financial instruments approximates fair
value.
19
The
estimated fair values of the Company’s financial instruments
and real estate as of March 31,
2018 and December 31, 2017 are as follows:
|
March 31, 2018
|
December 31, 2017
|
||
|
Carrying Value
|
Fair Value
|
Carrying Value
|
Fair Value
|
|
|
|
|
|
Fixed-maturity
securities-held-to maturity
|
$4,870,271
|
$5,062,065
|
$4,869,808
|
$5,150,076
|
Cash
and cash equivalents
|
$31,594,167
|
$31,594,167
|
$48,381,633
|
$48,381,633
|
Investment
subscription receivable
|
$-
|
$-
|
$2,000,000
|
$2,000,000
|
Premiums
receivable, net
|
$13,065,874
|
$13,065,874
|
$13,217,698
|
$13,217,698
|
Reinsurance
receivables, net
|
$31,895,480
|
$31,895,480
|
$28,519,130
|
$28,519,130
|
Real
estate, net of accumulated depreciation
|
$2,231,999
|
$2,705,000
|
$2,261,829
|
$2,705,000
|
Reinsurance
balances payable
|
$3,017,734
|
$3,017,734
|
$2,563,966
|
$2,563,966
|
Long-term
debt, net
|
$29,163,116
|
$29,163,116
|
$29,126,965
|
$29,126,965
|
Note 6 – Property and Casualty Insurance
Activity
Premiums Earned
Premiums written, ceded and earned are as follows:
|
Direct
|
Assumed
|
Ceded
|
Net
|
Three
months ended March 31, 2018
|
|
|
|
|
Premiums
written
|
$31,526,283
|
$336
|
$(7,826,235)
|
$23,700,384
|
Change in
unearned premiums
|
(1,008,869)
|
1,901
|
144,201
|
(862,767)
|
Premiums
earned
|
$30,517,414
|
$2,237
|
$(7,682,034)
|
$22,837,617
|
|
|
|
|
|
Three
months ended March 31, 2017
|
|
|
|
|
Premiums
written
|
$26,125,467
|
$4,428
|
$(9,395,590)
|
$16,734,305
|
Change in
unearned premiums
|
(330,903)
|
2,981
|
(36,635)
|
(364,557)
|
Premiums
earned
|
$25,794,564
|
$7,409
|
$(9,432,225)
|
$16,369,748
|
Premium
receipts in advance of the policy effective date are recorded as
advance premiums. The balance of advance premiums as of
March 31, 2018 and December 31,
2017 was $2,216,603 and
$1,477,693, respectively.
20
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:
|
Three
months ended
|
|
|
March
31,
|
|
|
2018
|
2017
|
|
|
|
Balance at
beginning of period
|
$48,799,622
|
$41,736,719
|
Less reinsurance
recoverables
|
(16,748,908)
|
(15,776,880)
|
Net balance,
beginning of period
|
32,050,714
|
25,959,839
|
|
|
|
Incurred related
to:
|
|
|
Current
year
|
17,367,560
|
8,297,582
|
Prior
years
|
(101,230)
|
(4,586)
|
Total
incurred
|
17,266,330
|
8,292,996
|
|
|
|
Paid related
to:
|
|
|
Current
year
|
5,971,788
|
2,269,894
|
Prior
years
|
6,495,154
|
4,090,766
|
Total
paid
|
12,466,942
|
6,360,660
|
|
|
|
Net balance at end
of period
|
36,850,102
|
27,892,175
|
Add reinsurance
recoverables
|
19,422,011
|
16,719,411
|
Balance at end of
period
|
$56,272,113
|
$44,611,586
|
Incurred losses and LAE are net of reinsurance recoveries under
reinsurance contracts of $5,612,056 and $4,233,804 for the three
months ended March 31, 2018 and 2017, 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 three months ended March 31, 2018 and 2017 was $(101,230)
favorable and $(4,586) 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 quarterly 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 line of business and accident
year, in order to select the estimated year-end loss 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.
21
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.
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.
Incremental Claim-Based
Methods – historical
patterns of incremental incurred losses and paid LAE during various
stages of development are reviewed and assumptions are made
regarding average loss and LAE development applied to remaining
claims inventory. Such methods more properly reflect changes in the
speed of claims closure and the relative adequacy of case reserve
levels at various stages of development. These methods also provide
a more accurate estimate of IBNR for lines of business with
relatively few remaining open claims but for which significant
recent settlement activity has occurred.
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 March 31, 2015 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 March 31, 2018, net of reinsurance, as well as the cumulative
reported claims by accident year and total IBNR reserves as of
March 31, 2018 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, 2009 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.
22
All Lines of Business
|
||||||||||||
(in thousands, except reported claims data)
|
||||||||||||
|
|
|
|
|
|
|
|
|
|
|
As
of
|
|
|
Incurred Loss and Allocated Loss Adjustment Expenses, Net of
Reinsurance
|
March
31, 2018
|
||||||||||
Accident
|
For
the Years Ended December 31,
|
Three
Months Ended
March 31,
|
|
Cumulative Number of Reported Claims by
Accident
|
||||||||
Year
|
2009
|
2010
|
2011
|
2012
|
2013
|
2014
|
2015
|
2016
|
2017
|
2018
|
IBNR
|
Year
|
|
(Unaudited
2009 - 2015)
|
|
|
(Unaudited)
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
2009
|
$4,403
|
$4,254
|
$4,287
|
$4,384
|
$4,511
|
$4,609
|
$4,616
|
$4,667
|
$4,690
|
$4,689
|
$9
|
1,136
|
2010
|
|
5,598
|
5,707
|
6,429
|
6,623
|
6,912
|
6,853
|
6,838
|
6,840
|
6,840
|
(0)
|
1,616
|
2011
|
|
|
7,603
|
7,678
|
8,618
|
9,440
|
9,198
|
9,066
|
9,144
|
9,143
|
6
|
1,913
|
2012
|
|
|
|
9,539
|
9,344
|
10,278
|
10,382
|
10,582
|
10,790
|
10,777
|
31
|
4,702(1)
|
2013
|
|
|
|
|
10,728
|
9,745
|
9,424
|
9,621
|
10,061
|
10,030
|
220
|
1,558
|
2014
|
|
|
|
|
|
14,193
|
14,260
|
14,218
|
14,564
|
14,487
|
628
|
2,126
|
2015
|
|
|
|
|
|
|
22,340
|
21,994
|
22,148
|
22,065
|
1,007
|
2,535
|
2016
|
|
|
|
|
|
|
|
26,062
|
24,941
|
24,511
|
2,383
|
2,848
|
2017
|
|
|
|
|
|
|
|
|
31,605
|
32,125
|
4,605
|
3,268
|
2018
|
|
|
|
|
|
|
|
|
|
16,498
|
4,175
|
1,185
|
|
|
|
|
|
|
|
|
|
Total
|
$151,165
|
|
|
(1) Reported
claims for accident year 2012 includes 3,406 claims from Superstorm
Sandy.
|
All Lines of Business
|
|
|
||||||||||
(in thousands)
|
|
|
||||||||||
|
Cumulative Paid Loss and Allocated Loss Adjustment Expenses, Net of
Reinsurance
|
|
|
|||||||||
|
For
the Years Ended December 31,
|
Three
Months Ended
March 31,
|
|
|
||||||||
Accident Year
|
2009
|
2010
|
2011
|
2012
|
2013
|
2014
|
2015
|
2016
|
2017
|
2018
|
|
|
|
(Unaudited 2009 - 2015)
|
|
|
(Unaudited)
|
|
|
||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
2009
|
$2,298
|
$3,068
|
$3,607
|
$3,920
|
$4,134
|
$4,362
|
$4,424
|
$4,468
|
$4,487
|
$4,604
|
|
|
2010
|
|
2,566
|
3,947
|
4,972
|
5,602
|
6,323
|
6,576
|
6,720
|
6,772
|
6,772
|
|
|
2011
|
|
|
3,740
|
5,117
|
6,228
|
7,170
|
8,139
|
8,540
|
8,702
|
8,706
|
|
|
2012
|
|
|
|
3,950
|
5,770
|
7,127
|
8,196
|
9,187
|
10,236
|
10,290
|
|
|
2013
|
|
|
|
|
3,405
|
5,303
|
6,633
|
7,591
|
8,407
|
8,487
|
|
|
2014
|
|
|
|
|
|
5,710
|
9,429
|
10,738
|
11,770
|
12,038
|
|
|
2015
|
|
|
|
|
|
|
12,295
|
16,181
|
18,266
|
18,495
|
|
|
2016
|
|
|
|
|
|
|
|
15,364
|
19,001
|
19,294
|
|
|
2017
|
|
|
|
|
|
|
|
|
16,704
|
21,849
|
|
|
2018
|
|
|
|
|
|
|
|
|
|
5,641
|
|
|
|
|
|
|
|
|
|
|
|
Total
|
$116,176
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
|
Net
liability for unpaid loss and allocated loss adjustment expenses
for the accident years presented
|
$34,990
|
|
|
|||||||||
All
outstanding liabilities before 2009, net of
reinsurance
|
|
222
|
|
|
||||||||
Liabilities
for loss and allocated loss adjustment expenses, net of
reinsurance
|
$35,212
|
|
|
23
The
reconciliation of the net incurred and paid loss development tables
to the loss and LAE reserves in the consolidated balance sheet is
as follows:
Reconciliation
of the Disclosure of Incurred and Paid Loss
Development
|
|
to
the Liability for Loss and LAE Reserves
|
|
|
As
of
|
(in thousands)
|
March 31,
2018
|
Liabilities for
allocated loss and loss adjustment expenses, net of
reinsurance
|
$35,212
|
Total reinsurance
recoverable on unpaid losses
|
19,422
|
Unallocated loss
adjustment expenses
|
1,638
|
Total gross
liability for loss and LAE reserves
|
$56,272
|
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
three months ended March 31,
2018 for its personal lines business, which primarily
consists of homeowners’ policies, were covered under the July
1, 2017/June 30, 2018 treaty year (“2017/2019 Treaty”)
(two year treaty as described below). The Company’s quota
share reinsurance treaties in effect for the three months ended
March 31, 2017 were covered under the July 1, 2016/June 30, 2017
treaty year (“2016/2017 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 53%, from 52% in the 2016/2017 Treaty. The
2017/2019 Treaty covers a two year period from July 1, 2017 through
June 30, 2019.
24
The
Company’s 2016/2017 Treaty and 2017/2019 Treaty provide for
the following material terms:
|
Treaty
Year
|
|
|
July 1,
2017
|
July 1,
2016
|
|
to
|
to
|
Line of
Business
|
June 30,
2018
|
June 30,
2017
|
|
|
|
Personal Lines:
|
|
|
Homeowners,
dwelling fire and canine legal liability
|
|
|
Quota share
treaty:
|
|
|
Percent
ceded
|
20%
|
40%
|
Risk
retained
|
$800,000
|
$500,000
|
Losses per
occurrence subject to quota share reinsurance coverage
|
$1,000,000
|
$833,333
|
Excess of
loss coverage and facultative facility above quota share coverage
(1)
|
$9,000,000
|
$3,666,667
|
|
in excess
of
|
in excess
of
|
|
$1,000,000
|
$833,333
|
Total
reinsurance coverage per occurrence
|
$9,200,000
|
$4,000,000
|
Losses per
occurrence subject to reinsurance coverage
|
$10,000,000
|
$4,500,000
|
Expiration
date
|
June
30, 2019
|
June 30,
2017
|
|
|
|
Personal
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 Lines:
|
|
|
General
liability commercial policies
|
|
|
Quota share
treaty:
|
|
|
Percent
ceded
|
None
|
None
|
Risk
retained
|
$750,000
|
$500,000
|
Losses per
occurrence subject to quota share reinsurance coverage
|
None
|
None
|
Excess of
loss coverage above quota share coverage
|
$3,750,000
|
$4,000,000
|
|
in excess
of
|
in excess
of
|
|
$750,000
|
$500,000
|
Total
reinsurance coverage per occurrence
|
$3,750,000
|
$4,000,000
|
Losses per
occurrence subject to reinsurance coverage
|
$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
|
|
|
|
Catastrophe Reinsurance:
|
|
|
Initial loss
subject to personal lines quota share treaty
|
$5,000,000
|
$5,000,000
|
Risk retained
per catastrophe occurrence (2)
|
$4,000,000
|
$3,000,000
|
Catastrophe
loss coverage in excess of quota share coverage (3)
|
$315,000,000
|
$247,000,000
|
Reinstatement
premium protection (4)
|
Yes
|
Yes
|
(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)
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
catstrophe coverage in excess of $5,000,000.
25
The single maximum risks per occurrence to which the Company is
subject under the new treaties effective July 1, 2017 and under the
treaties that expired on June 30, 2017 are as follows:
|
|
July 1, 2017 -
June 30, 2018
|
|
July 1, 2016 -
June 30, 2017
|
||||
Treaty
|
|
Range of
Loss
|
|
Risk
Retained
|
|
Range of
Loss
|
|
Risk
Retained
|
Personal
Lines (1)
|
|
Initial
$1,000,000
|
|
$800,000
|
|
Initial
$833,333
|
|
$500,000
|
|
|
$1,000,000
- $10,000,000
|
|
None(2)
|
|
$833,333
- $4,500,000
|
|
None(3)
|
|
|
Over
$10,000,000
|
|
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
- $5,000,000
|
|
None
|
|
|
Over
$5,000,000
|
|
100%
|
|
Over
$5,000,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
Commercial
Lines
|
|
Initial
$750,000
|
|
$750,000
|
|
Initial
$500,000
|
|
$500,000
|
|
|
$750,000
- $4,500,000
|
|
None(3)
|
|
$500,000
- $4,500,000
|
|
None(3)
|
|
|
Over
$4,500,000
|
|
100%
|
|
Over
$4,500,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
Commercial
Umbrella
|
Initial
$1,000,000
|
|
$100,000
|
|
Initial
$1,000,000
|
|
$100,000
|
|
|
|
$1,000,000
- $5,000,000
|
|
None
|
|
$1,000,000
- $5,000,000
|
|
None
|
|
|
Over
$5,000,000
|
|
100%
|
|
Over
$5,000,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
Catastrophe
(4)
|
|
Initial
$5,000,000
|
|
$4,000,000
|
|
Initial
$5,000,000
|
|
$3,000,000
|
|
|
$5,000,000
- $320,000,000
|
None
|
|
$5,000,000
- $252,000,000
|
None
|
||
|
|
Over
$320,000,000
|
|
100%
|
|
Over
$252,000,000
|
|
100%
|
________________
(1)
Treaty
for July 1, 2017 – June 30, 2018 is a two year treaty with
expiration date of June 30, 2019.
(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.
26
The Company’s estimated ultimate treaty year loss ratios
(“Loss Ratio(s)”) for treaties in effect for the three
months ended March 31, 2018 are attributable to contracts for the
2017/2019 Treaty. The Company’s estimated ultimate treaty
year Loss Ratios for treaties in effect for the three months ended
March 31, 2017 are attributable to contracts for the 2016/2017
Treaty.
Treaty in effect for the three months ended March 31,
2018
Under
the 2017/2019 Treaty, the Company receives an upfront fixed
provisional rate that is subject to a sliding scale contingent
adjustment based upon Loss Ratio. Under this arrangement, the
Company earns and earned provisional ceding commissions that are
subject to later adjustment dependent on changes to the estimated
Loss Ratio for the 2017/2019 Treaty. The Company’s Loss
Ratios for the period July 1, 2017 through March 31, 2018
attributable to the 2017/2019 Treaty were higher than the
contractual Loss Ratio at which provisional ceding commissions were
earned. Accordingly, for the three months ended March 31, 2018, the
Company incurred negative contingent ceding commissions as a result
of the estimated Loss Ratio for the 2017/2019 Treaty, which reduced
contingent ceding commissions earned.
Treaty in effect for the three months ended March 31,
2017
Under
the 2016/2017 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 2016/2017 Treaty. The Company’s Loss Ratio for the
period July 1, 2016 through March 31, 2017 attributable to the
2016/2017 Treaty were consistent with the contractual Loss Ratio at
which provisional ceding commissions were earned and therefore no
additional contingent commission was recorded for the three months
ended March 31, 2017 with respect to this treaty.
In addition to the treaties that were in effect for the three
months ended March 31, 2018 and 2017, 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
|
|
|
March
31,
|
|
|
2018
|
2017
|
|
|
|
Provisional
ceding commissions earned
|
$2,067,505
|
$3,343,769
|
Contingent
ceding commissions earned
|
(372,347)
|
(159,317)
|
|
$1,695,158
|
$3,184,452
|
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. As of
March 31, 2018 and December 31, 2017, net contingent ceding
commissions payable to reinsurers under all treaties was
approximately $2,223,000 and $1,850,000,
respectively.
27
Note 7 – Debt
Short-term Debt
In July
2017, KICO became a member of, and invested in, the Federal Home
Loan Bank of New York (“FHLBNY”). The aggregate
investment in dividend bearing common stock was $22,500 as of March
31, 2018. 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 U.S. Treasury and
agency securities. See Note 3 – Investments for eligible
collateral held in a designated custodian account available for
future advances. Advances are limited to 5% of KICO’s net
admitted assets as of December 31 of the previous year and are due
and payable within one year of borrowing. The maximum allowable
advance as of March 31, 2018 was approximately $9,849,000 based on
KICO’s net admitted assets as of December 31, 2017. Advances
are limited to the amount of available collateral, which was
approximately $6,225,000 as of March 31, 2018. There were no
borrowings under this facility during the period ended March 31,
2018.
Long-term Debt
On December 19, 2017, the Company issued $30 million of its 5.50%
Senior Unsecured Notes due December 30, 2022 (the
“Notes”) in an underwritten public offering. Interest
is payable semi-annually in arrears on June 30 and December 30 of
each year, beginning on June 30 2018 at the rate of 5.50% per year
from December 19, 2017. The net proceeds of the issuance were
$29,121,630, net of discount of $163,200 and transaction costs of
$715,170, for an effective yield of 5.67%. The balance of long-term
debt as of March 31, 2018 is as follows:
5.50%
Senior Unsecured Notes
|
$30,000,000
|
Discount
|
(154,098)
|
Issuance
costs
|
(682,786)
|
Long-term
debt, net
|
$29,163,116
|
The Notes are unsecured obligations of the Company and are not the
obligations of or guaranteed by any of the Company's subsidiaries.
The Notes rank senior in right of payment to any of the Company's
existing and future indebtedness that is by its terms expressly
subordinated or junior in right of payment to the Notes. The Notes
rank equally in right of payment to all of the Company's existing
and future senior indebtedness, but will be effectively
subordinated to any secured indebtedness to the extent of the
value of the collateral securing such secured indebtedness. In
addition, the Notes will be structurally subordinated to the
indebtedness and other obligations of the Company's subsidiaries.
The Company may redeem the Notes, at any time in whole or from time
to time in part, at the redemption price equal to the greater of:
(i) 100% of the principal amount of the Notes to be redeemed; and
(ii) the sum of the present values of the remaining scheduled
payments of principal and interest on the Notes to be redeemed that
would be due if the Notes matured on the applicable redemption date
(exclusive of interest accrued to the applicable redemption date)
discounted to the redemption date on a semi-annual basis at the
Treasury Rate, plus 50 basis points.
On
December 20, 2017, the Company used $25,000,000 of the net proceeds
from the offering to contribute capital to KICO, to support
additional growth. The remainder of the net proceeds will be used
for general corporate purposes. A registration statement relating
to the debt issued in the offering was filed with the SEC and
became effective on November 28, 2017.
28
Note 8 – 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 and Paid
Dividends
declared and paid on Common Stock were $1,068,375 and $663,837 for
the three months ended March 31, 2018
and 2017, respectively. The Company’s Board of
Directors approved a quarterly dividend on May 9, 2018 of $.10 per
share payable in cash on June 15, 2018 to stockholders of record as
of May 31, 2018 (see Note 12).
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 the options granted
and restricted stock issued. Pursuant to 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 March 31, 2018 and
2017 include stock-based compensation expense related to stock
options totaling approximately $2,000 and $16,000, respectively.
Stock-based compensation expense related to stock options is net of
estimated forfeitures of 17% for the three months ended March 31,
2018 and 2017. Such amounts have been included in the condensed
consolidated statements of operations and comprehensive income
(loss) within other operating expenses.
Stock-based
compensation expense for the three months ended March 31, 2018 and
2017 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 three months ended March
31, 2018 and 2017.
29
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 three months ended March 31, 2018 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, 2018
|
341,150
|
$6.69
|
1.67
|
$4,131,028
|
|
|
|
|
|
Granted
|
-
|
$-
|
|
$-
|
Exercised
|
(90,500)
|
$6.40
|
-
|
$1,366,780
|
Forfeited
|
-
|
$-
|
|
$-
|
|
|
|
|
|
Outstanding
at March 31, 2018
|
250,650
|
$6.80
|
1.51
|
$2,507,198
|
|
|
|
|
|
Vested
and Exercisable at March 31, 2018
|
240,650
|
$6.73
|
1.43
|
$2,422,460
|
The
aggregate intrinsic value of options outstanding and options
exercisable at March 31, 2018
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 $16.80 closing price of the Company’s Common
Stock on March 31, 2018. The
total intrinsic value of options
exercised during the three months ended March 31, 2018 was
$1,366,780, determined as of the date of
exercise.
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”), or by
exchanging a number of shares owned for a period of greater than
one year having a fair market value equal to the exercise price of
the option being exercised (“Share Exchange”). The
Company received cash proceeds of $29,525 from the exercise of
options for the purchase of 4,000 shares of Common Stock during the
three months ended March 31, 2018. The Company received 4,860
shares from the exercise of options under a Share Exchange for the
purchase of 20,000 shares of Common Stock during the three months
ended March 31, 2018. The remaining 66,500 options exercised during the three months
ended March 31, 2018 were Net
Exercises, resulting in the issuance of 30,126 shares of Common
Stock. The Company received cash proceeds of $33,000 from
the exercise of options for the purchase of 5,000 shares of Common
Stock during the three months ended March 31, 2017. The remaining
250 options exercised during the three months ended March 31, 2017
were Net Exercises, resulting in the issuance of 166 shares of
Common Stock.
As of
March 31, 2018, the fair value
of unamortized compensation cost related to unvested stock option
awards was approximately $4,000. Unamortized compensation cost as
of March 31, 2018 is expected to be recognized over a remaining
weighted-average vesting period of 0.49 years.
30
As of
March 31, 2018, there were 487,137 shares reserved for grants under
the 2014 Plan.
Restricted Stock Awards
A summary of the restricted common stock activity under the
Company’s 2014 Plan for the three months ended March
31, 2018 is as
follows:
Restricted Stock
Awards
|
Shares
|
Weighted Average Grant Date Fair Value per Share
|
Aggregate Fair Value
|
|
|
|
|
Balance
at January 1, 2018
|
47,337
|
$14.35
|
$679,180
|
|
|
|
|
Granted
|
61,215
|
$20.68
|
$1,266,090
|
Vested
|
(7,180)
|
$12.90
|
$(92,652)
|
Forfeited
|
-
|
$-
|
$-
|
|
|
|
|
Balance at March
31, 2018
|
101,372
|
$18.28
|
$1,852,618
|
Fair value was calculated using the closing price of the
Company’s Common Stock on the grant date. For the three
months ended March 31, 2018, stock-based compensation of
approximately $106,000 for these grants is included in other
operating expenses in the condensed consolidated statements
of operations and comprehensive income (loss).
These amounts reflect the Company’s accounting expense and do
not correspond to the actual value that will be recognized by the
directors, executives and employees.
Note 9 – 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
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 sheets
reflect temporary differences between the carrying amounts of the
assets and liabilities for financial reporting purposes and income
tax purposes, tax effected at a various rates depending on whether
the temporary differences are subject to federal taxes, state
taxes, or both.
On December 22, 2017, the Tax Cuts and Jobs Act of 2017 (the
“Act”) was enacted by the U.S. federal government. The
Company has accounted for the material impacts of the Act by
re-measuring its deferred tax assets/(liabilities) at the 21%
enacted tax rate as of December 31, 2017. Upon completion of
the 2017 U.S. income tax return in 2018, the Company may identify
additional re-measurement adjustments to its recorded deferred tax
liabilities and the one-time transition tax. The Company will
continue to assess its provision for income taxes as future
guidance is issued, but does not currently anticipate significant
revisions will be necessary. Any such revisions will be treated in
accordance with the measurement period guidance outlined in Staff
Accounting Bulletin No. 118.
31
Significant components of the Company’s deferred tax assets
and liabilities are as follows:
|
March
31,
|
December
31,
|
|
2018
|
2017
|
|
|
|
Deferred tax
asset:
|
|
|
Net operating
loss carryovers (1)
|
$87,018
|
$103,655
|
Claims
reserve discount
|
344,928
|
300,005
|
Unearned
premium
|
2,498,571
|
2,431,301
|
Deferred
ceding commission revenue
|
913,041
|
895,947
|
Other
|
185,752
|
382,522
|
Total
deferred tax assets
|
4,029,310
|
4,113,430
|
|
|
|
Deferred tax
liability:
|
|
|
Investment in
KICO (2)
|
759,543
|
759,543
|
Deferred
acquisition costs
|
3,177,345
|
3,117,920
|
Intangibles
|
194,250
|
212,100
|
Depreciation
and amortization
|
285,371
|
328,735
|
Net
unrealized (loss) gains of securities - available for
sale
|
(310,168)
|
295,474
|
Total
deferred tax liabilities
|
4,106,341
|
4,713,772
|
|
|
|
Net deferred
income tax liability
|
$(77,031)
|
$(600,342)
|
_____________________________
(1)
The
deferred tax assets from net operating loss carryovers
(“NOL”) are as follows:
|
March 31,
|
December 31,
|
|
Type of
NOL
|
2018
|
2017
|
Expiration
|
State
only (A)
|
$924,217
|
$824,996
|
December
31, 2038
|
Valuation
allowance
|
(839,299)
|
(725,541)
|
|
State
only, net of valuation allowance
|
84,918
|
99,455
|
|
Amount
subject to Annual Limitation, federal only (B)
|
2,100
|
4,200
|
December
31, 2019
|
Total
deferred tax asset from net operating loss carryovers
|
$87,018
|
$103,655
|
|
(A) Kingstone generates operating losses for state
purposes and has prior year NOLs available. The state NOL as of
March 31, 2018 and December 31, 2017 was approximately
$14,219,000 and
$12,692,000, 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 operations and
comprehensive income (loss) 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
2038.
(B)
The Company has an NOL of $10,000 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 loss subject
to the Annual Limitation will expire on December 31,
2019.
32
(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 deferred tax liability was reduced to
$759,543 upon the reduction of federal income tax rates as of
December 31, 2017. The Company is required to maintain its deferred
tax liability of $759,543 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.
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 three months ended March
31, 2018 and 2017. 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, 2014
through December 31, 2017 remain subject to examination. In March
2018, the Company received a notice that its federal income tax
return for the year ended December 31, 2016 was selected for
examination by the Internal Revenue Service. As of May 10,
2018, the examination has not yet commenced.
Note
10 – (Loss) Earnings Per Common Share
Basic
net (loss) earnings per common share is computed by dividing income
available to common shareholders by the weighted-average number of
common shares outstanding. Diluted (loss) 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 (loss) 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 (loss) earnings
per common share excludes outstanding options in periods where the
exercise of such options would be anti-dilutive.
The
computation of diluted (loss) earnings per common share excludes
outstanding options in periods where the exercise of such options
would be anti-dilutive.
33
The
reconciliation of the weighted average number of common shares used
in the calculation of basic and diluted (loss) earnings per common
share follows:
|
Three
months ended
|
|
|
March
31,
|
|
|
2018
|
2017
|
|
|
|
Weighted average
number of shares outstanding
|
10,669,992
|
9,663,751
|
|
|
|
Effect of dilutive
securities, common share equivalents:
|
|
|
Stock
options
|
-
|
184,743
|
Restricted
stock awards
|
-
|
-
|
|
|
|
Weighted average
number of shares outstanding,
|
|
|
used for
computing diluted (losses) earnings per share
|
10,669,992
|
9,848,494
|
Note 11 - 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 is 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 March 31, 2018, cumulative rent expense exceeded
cumulative rent payments by $91,944. This difference is recorded as
deferred rent and is included in accounts payable, accrued expenses
and other liabilities in the condensed consolidated balance
sheets.
34
As of March 31, 2018, aggregate future minimum rental commitments
under the Company’s modified lease agreement are as
follows:
For the Year
|
|
Ending
|
|
December 31,
|
Total
|
2018
(nine months)
|
$124,137
|
2019
|
169,861
|
2020
|
175,806
|
2021
|
181,959
|
2022
|
188,328
|
Thereafter
|
244,064
|
Total
|
$1,084,155
|
Rent expense for the three months ended March 31, 2018 and 2017
amounted to $41,342 for both periods. Rent expense is
included in the condensed consolidated statements of operations and
comprehensive income (loss) within other underwriting expenses.
Employment Agreement
On
March 14, 2018, the Company and Dale A. Thatcher, a director of the
Company, entered into an employment agreement (the “Thatcher
Employment Agreement”) pursuant to which Mr. Thatcher serves
as the Company’s Chief Operating Officer. Mr. Thatcher
also serves as KICO’s President. The Thatcher
Employment Agreement became effective as of March 15, 2018 and
expires on December 31, 2018.
Pursuant
to the Thatcher Employment Agreement, Mr. Thatcher is entitled to
receive a base salary of $500,000 per annum and a minimum bonus
equal to 15% of his base salary. Concurrently with the
execution of the Thatcher Employment Agreement, the Company
granted to Mr. Thatcher 35,715 shares of restricted Common Stock
under the 2014 Plan. The shares granted will vest in three
equal installments on each of the three annual anniversaries
following the grant date, subject to the terms of the restricted
stock grant agreement between the Company and Mr.
Thatcher.
Note 12 – Subsequent Events
The
Company has evaluated events that occurred subsequent to
March 31, 2018 through the date
these condensed consolidated financial statements were issued for
matters that required disclosure or adjustment in these condensed
consolidated financial statements.
Dividends Declared
On May
9, 2018, the Company’s Board of Directors approved a
quarterly dividend of $.10 per share payable in cash on June 15,
2018 to stockholders of record as of the close of business on May
31, 2018 (see Note 8).
35
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 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,
Massachusetts and Texas. We are currently offering our property and
casualty insurance products in New York, New Jersey, Rhode Island
and Pennsylvania. Although New Jersey and Rhode Island are now
growing expansion markets for us, 97.2% of KICO’s direct
written premiums for the three months ended March 31, 2018 were
written in the State of New York. In February 2018, a homeowners
rate, rule, and form filing was made with the State of
Massachusetts. KICO anticipates writing business in Massachusetts
before the end of 2018.
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 written for a one year term.
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 can elapse from the receipt
of insurance premiums to 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 holding company earns investment income from
its cash holdings and may also generate net realized and unrealized
investment gains and losses on future 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.
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 smaller sized workforces.
In addition, we write special multi-peril policies for larger and
more specialized businessowners risks, including those with limited
residential exposures. Further, we 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.
36
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 the 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 condensed
consolidated financial statements and related notes. In preparing
these condensed consolidated financial statements, our management
has utilized information, including our past history, industry
standards, the current economic environment, and other factors, in
forming its estimates and judgments for certain amounts included in
the condensed consolidated financial statements, giving due
consideration to materiality. It is possible that the ultimate
outcome as anticipated by our management in formulating its
estimates in these financial statements may not materialize.
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 similar companies.
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 yet been reported prior to the reporting
date, amounts recoverable from 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.
37
Consolidated Results of Operations
Three Months Ended March 31, 2018 Compared to Three Months Ended
March 31, 2017
The
following table summarizes the changes in the results of our
operations (in thousands) for the periods indicated:
|
Three
months ended March 31,
|
|||
($
in thousands)
|
2018
|
2017
|
Change
|
Percent
|
Revenues
|
|
|
|
|
Direct
written premiums
|
$31,526
|
$26,125
|
$5,401
|
20.7%
|
Assumed
written premiums
|
-
|
4
|
(4)
|
(100.0)%
|
|
31,526
|
26,129
|
5,397
|
20.7%
|
Ceded
written premiums
|
|
|
|
|
Ceded
to quota share treaties
|
4,406
|
6,542
|
(2,136)
|
(32.7)%
|
Ceded
to excess of loss treaties
|
288
|
311
|
(23)
|
(7.4)%
|
Ceded
to catastrophe treaties
|
3,132
|
2,542
|
590
|
23.2%
|
Total
ceded written premiums
|
7,826
|
9,395
|
(1,569)
|
(16.7)%
|
|
|
|
|
|
Net
written premiums
|
23,700
|
16,734
|
6,966
|
41.6%
|
|
|
|
|
|
Change
in unearned premiums
|
|
|
|
|
Direct
and assumed
|
(1,007)
|
(328)
|
(679)
|
207.0%
|
Ceded
to quota share treaties
|
144
|
(37)
|
181
|
(489.2)%
|
Change
in net unearned premiums
|
(863)
|
(365)
|
(498)
|
136.4%
|
|
|
|
|
|
Premiums
earned
|
|
|
|
|
Direct
and assumed
|
30,520
|
25,802
|
4,718
|
18.3%
|
Ceded
to quota share treaties
|
(7,682)
|
(9,432)
|
1,750
|
(18.6)%
|
Net
premiums earned
|
22,838
|
16,370
|
6,468
|
39.5%
|
Ceding
commission revenue
|
|
|
|
|
Excluding
the effect of catastrophes
|
2,029
|
3,184
|
(1,155)
|
(36.3)%
|
Effect
of catastrophes
|
(334)
|
-
|
(334)
|
n/a
|
Total
ceding commission revenue
|
1,695
|
3,184
|
(1,489)
|
(46.8)%
|
Net
investment income
|
1,384
|
858
|
526
|
61.3%
|
Net
losses on investments
|
(523)
|
(55)
|
(468)
|
850.9%
|
Other
income
|
308
|
290
|
18
|
6.2%
|
Total
revenues
|
25,702
|
20,647
|
5,055
|
24.5%
|
Expenses
|
|
|
|
|
Loss
and loss adjustment expenses
|
|
|
|
|
Direct
and assumed:
|
|
|
|
|
Loss
and loss adjustment expenses excluding the effect of
catastrophes
|
12,541
|
12,527
|
14
|
0.1%
|
Losses
from catastrophes (1)
|
10,337
|
-
|
10,337
|
n/a
|
Total
direct and assumed loss and loss adjustment expenses
|
22,878
|
12,527
|
10,351
|
82.6%
|
|
|
|
|
|
Ceded
loss and loss adjustment expenses:
|
|
|
|
|
Loss
and loss adjustment expenses excluding the effect of
catastrophes
|
821
|
4,234
|
(3,413)
|
(80.6)%
|
Losses
from catastrophes (1)
|
4,791
|
-
|
4,791
|
n/a
|
Total
ceded loss and loss adjustment expenses
|
5,612
|
4,234
|
1,378
|
32.5%
|
|
|
|
|
|
Net
loss and loss adjustment expenses:
|
|
|
|
|
Loss
and loss adjustment expenses excluding the effect of
catastrophes
|
11,720
|
8,293
|
3,427
|
41.3%
|
Losses
from catastrophes (1)
|
5,546
|
-
|
5,546
|
n/a
|
Net
loss and loss adjustment expenses
|
17,266
|
8,293
|
8,973
|
108.2%
|
|
|
|
|
|
Commission
expense
|
5,800
|
4,889
|
911
|
18.6%
|
Other
underwriting expenses
|
5,031
|
4,212
|
819
|
19.4%
|
Other
operating expenses
|
247
|
756
|
(509)
|
(67.3)%
|
Depreciation
and amortization
|
409
|
319
|
90
|
28.2%
|
Interest
expense
|
457
|
-
|
457
|
n/a
|
Total
expenses
|
29,211
|
18,469
|
10,742
|
58.2%
|
|
|
|
|
|
(Loss)
income from operations before taxes
|
(3,509)
|
2,178
|
(5,687)
|
(261.1)%
|
Income
tax (benefit) expense
|
(791)
|
708
|
(1,499)
|
(211.7)%
|
Net (loss) income
|
$(2,718)
|
$1,470
|
$(4,188)
|
(284.9)%
|
(1)
The three months
ended March 31, 2018 includes catastrophe losses which we define as
losses from an event for which a catastrophe bulletin and related
serial number has been issued by the Property Claims Services (PCS)
unit of the Insurance Services Office (ISO). This is the primary
industry source for determination of a catastrophe event. PCS
catastrophe bulletins are issued for events that are likely to
cause more than $25 million in damage and affect a significant
number of policyholders and insurers.
38
|
Three months ended March 31,
|
|||
|
2018
|
2017
|
Percentage
Point Change
|
Percent
Change
|
|
|
|
|
|
Key ratios:
|
|
|
|
|
Net
loss ratio
|
75.6%
|
50.7%
|
24.9
|
49.1%
|
Net
underwriting expense ratio
|
38.7%
|
34.5%
|
4.2
|
12.2%
|
Net
combined ratio
|
114.3%
|
85.2%
|
29.1
|
34.2%
|
Direct Written Premiums(1)
Direct written premiums during the three months
ended March 31, 2018 (“2018”) were $31,526,000
compared to $26,125,000
during the three months ended March
31, 2017 (“2017”). The increase of
$5,401,000, or 20.7%, was primarily
due to an increase in policies in-force during 2018 as compared to
2017 driven by continued growth in new business. 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. During 2017, we started writing
homeowners policies in New Jersey and Rhode Island. We refer to our
New York business as our “Core” business and the
business outside of New York as our “Expansion”
business. Direct written premiums from our Expansion business were
$897,000 in 2018, compared to none in 2017. Policies in-force
increased by 19.3% as of March 31, 2018 compared to March 31,
2017.
Net Written Premiums(1) and Net Premiums Earned
The
following table describes the quota share reinsurance ceding rates
in effect during 2018 and 2017. For purposes of the discussion
herein, the change in quota share ceding rates on July 1, 2017 will
be referred to as “the Cut-off”. This table should be
referred to in conjunction with the discussions for net written
premiums, net premiums earned, ceding commission revenue and net
loss and loss adjustment expenses that follow.
|
Three
months ended March 31,
|
||||
|
|
2018
|
|
|
2017
|
|
|
("2017/2019
Treaty")
|
|
|
("2016/2017
Treaty")
|
|
|
|
|
|
|
Quota share reinsurance rates
|
|
|
|
|
|
Personal
lines
|
|
20%
|
|
|
40%
|
See
“Reinsurance” below for changes to our personal lines
quota share treaty effective July 1, 2017.
____________________________________
(1)
This
measure is not based on GAAP and is reconciled to the most directly
comparable GAAP measure of net premiums earned in the table on page
40.
39
Net written premiums increased
$6,966,000, or 41.6%, to
$23,700,000 in 2018 from
$16,734,000 in 2017. 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). Our personal lines business is
currently subject to a 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. The increase in net written
premiums is due to growth and the reduction of our personal lines
quota share reinsurance rate to 20% on July 1,
2017.
Excess of loss reinsurance treaties
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 2018, our ceded excess of loss reinsurance
premiums decreased by $23,000 over the comparable ceded premiums
for 2017. The decrease was due to more favorable reinsurance rates
in 2018, 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 2018, our catastrophe reinsurance premiums
increased by $590,000 over the comparable ceded premiums for 2017.
The increase was due to an increase in our catastrophe coverage and
an increase in premiums subject to catastrophe reinsurance,
partially offset by more favorable reinsurance rates in 2018. Our
ceded catastrophe premiums are paid based on the total direct
written premiums subject to the catastrophe reinsurance
treaty.
Net premiums earned
Net
premiums earned increased $6,468,000, or 39.5 %, to $22,838,000 in
2018 from $16,370,000 in 2017. The increase was due to the increase
in written premiums discussed above and our retaining more earned
premiums effective July 1, 2017, as a result of the reduction of
the quota share percentage in our personal lines quota share
treaty.
Ceding Commission Revenue
The
following table details the quota share provisional ceding
commission rates in effect during 2018 and 2017. This table should
be referred to in conjunction with the discussion for ceding
commission revenue that follows.
|
Three months
ended
|
||
|
March
31,
|
||
|
2018
|
|
2017
|
|
("2017/2019
Treaty")
|
|
("2016/2017
Treaty")
|
|
|
|
|
Provisional ceding commission rate on quota share
treaty
|
|
|
|
Personal
lines
|
53%
|
|
52%
|
40
The
following table summarizes the changes in the components of ceding
commission revenue (in thousands) for the periods
indicated:
|
Three months ended March 31,
|
|||
($ in thousands)
|
2018
|
2017
|
Change
|
Percent
|
|
|
|
|
|
Provisional
ceding commissions earned
|
$2,067
|
$3,343
|
$(1,276)
|
(38.2)%
|
|
|
|
|
|
Contingent
ceding commissions earned
|
|
|
|
|
Contingent
ceding commissions earned excluding
|
|
|
|
|
the
effect of catastrophes
|
(38)
|
(159)
|
121
|
(76.1)%
|
Effect
of catastrophes on ceding commissions earned
|
(334)
|
-
|
(334)
|
n/a
|
Contingent
ceding commissions earned
|
(372)
|
(159)
|
(213)
|
134.0%
|
|
|
|
|
|
Total
ceding commission revenue
|
$1,695
|
$3,184
|
$(1,489)
|
(46.8)%
|
Ceding commission revenue was $1,695,000
in 2018 compared to $3,184,000
in 2017. The decrease of
$1,489,000, or 46.8%, was due to a
decrease in provisional ceding commissions earned as well as a
decrease in contingent ceding commissions earned (see below for
discussion of provisional ceding commissions earned and contingent
ceding commissions earned).
Provisional Ceding Commissions
Earned
We
receive a provisional ceding commission based on ceded written
premiums. In 2018 our provisional ceding rate was 53% effective
July 1, 2017 under the 2017/2019 Treaty. In 2017 our provisional
ceding rate was 52% effective July 1, 2016 ender the 2016/2017
Treaty. The $1,276,000 decrease in provisional ceding commissions
earned is primarily due to the decrease in quota share ceding rate
effective July 1, 2017 to 20%, from the 40% rate in effect from
January 1, 2016 through June 30, 2017; thus there was less ceded
premiums in 2018 available to earn ceding commissions than there
was in 2017. The decrease was partially offset by an increase in
personal lines direct written premiums subject to the quota share
and by the increase 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 2017/2019 Treaty is subject to change
based on losses incurred from claims with accident dates beginning
July 1, 2017. 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, 2017.
The
2017/2019 Treaty and 2016/2017 Treaty structure limits the amount
of contingent ceding commissions that we can receive by setting a
higher provisional commission rate. 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 current “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. In 2018,
catastrophe losses of $1,387,000 were ceded under our personal
lines quota share treaty. Such catastrophe losses resulted in the
Loss Ratios for the period July 1, 2017 through March 31, 2018
(attributable to the 2017/2019 Treaty) to be higher than the
contractual Loss Ratio at which provisional ceding commissions were
earned. Accordingly, we incurred a negative adjustment to
contingent ceding commissions of $334,000. See
“Reinsurance” below for changes to our personal lines
quota share treaty effective July 1, 2017.
41
Net Investment Income
Net investment income was $1,384,000
in 2018 compared to $858,000
in 2017. The increase of
$526,000, or 61.3%, was due to an
increase in average invested assets in 2018. The average yield on
invested assets was 3.73% as of March 31, 2018 compared to 3.77% as
of March 31, 2017. The pre-tax equivalent yield on invested assets
was 3.38% and 4.03% as of March 31, 2018 and 2017,
respectively.
Cash and invested assets were $184,242,000 as of
March 31, 2018, compared to $138,921,000 as of March 31, 2017. The
$45,321,000 increase in cash and invested assets resulted primarily
from the net proceeds of approximately $29,122,000 that we received
in December 2017 from our debt offering and increased operating
cash flows for the period after March 31, 2017.
Net Losses on Investments
Net losses on investments was $523,000
in 2018 compared to $55,000
in 2017. The increased loss of
$468,000, or 850.9%, was attributable
to an accounting standard change (ASU 2016-01, see Note 2) with
respect to the changes in fair value of equity securities.
Historically, the change in unrealized gains (losses) for equity
securities would flow through other comprehensive income (loss). As
a result of the new accounting standard, the change in unrealized
gains (losses) for equity securities is now recorded in the
statements of operations and comprehensive income (loss).
Unrealized losses on our equity securities in 2018 was $307,000.
Realized losses on investments was $244,000 in 2018 compared to
$55,000 in 2017.
Other Income
Other
income was $308,000 in 2018 compared to $290,000 in 2017. The
increase of $18,000, or 6.2%, was primarily due to an increase in
installment and other fees earned in our insurance underwriting
business.
Net Loss and LAE
Net
loss and LAE was $17,266,000 in 2018 compared to $8,293,000 in
2017. The net loss ratio was 75.6% in 2018 compared to 50.7% in
2017, an increase of 24.9 percentage points.
The
following graph summarizes the changes in the components of net
loss ratio for the periods indicated:
42
During
2018, the net loss ratio increased compared to 2017 due primarily
to the impact from catastrophe losses related to severe winter
weather. We define catastrophe losses as losses from an event for
which a catastrophe bulletin and related serial number has been
issued by the Property Claims Services (PCS) unit of the Insurance
Services Office (ISO). We will only assign claims as
catastrophe-related if the PCS industry loss estimate is $25
million or greater for the applicable state in which our policies
are written. The 2018 winter season endured three
catastrophic events as defined. As a result of these events, we
recorded a 24.3 point catastrophe impact, resulting in an increase
in the overall loss ratio from 2017 to 2018 of 24.9 points.
In addition, we have recorded 0.4 points of favorable prior year
loss development in 2018 compared to no impact from favorable prior
year development in 2017, or an increase in the favorable impact of
0.4 points year to date. Finally, the core loss ratio excluding the
impact of catastrophes and prior year development was 51.8% in
2018, compared to 50.7% in 2017, an increase of 1.1 points.
Loss ratio excluding the impact of catastrophes increased slightly
due to higher claim severity during 2018. See table below under
“Additional Financial Information” summarizing net loss
ratios by line of business.
Commission Expense
Commission
expense was $5,800,000 in 2018 or 19.0% of direct earned premiums.
Commission expense was $4,889,000 in 2017 or 19.0% of direct earned
premiums. The increase of $911,000 is due to the increase in direct
earned premiums in 2018 as compared to 2017.
Other Underwriting Expenses
Other
underwriting expenses were $5,031,000 in 2018 compared to
$4,212,000 in 2017. The increase of $819,000, or 19.4%, was
primarily due to expenses related to growth in direct written
premiums. We are also incurring expenses related to expansion into
the states where we are newly licensed to write business
(“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 $390,000 in 2018
compared to $230,000 in 2017. The increase of $160,000 includes the
costs of salaries and employment costs, professional fees, IT and
data services specifically attributable to the expansion into new
states.
Core
salaries and employment costs were $1,981,000 in 2018 compared to
$1,727,000 in 2017. The increase of $254,000, or 14.7%, was less
than the 20.7% increase in total direct written premiums, which is
not yet materially affected by our Expansion business. The 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. Growth related
to our Expansion business creates a lag in net premiums earned
compared to direct written premiums for that business. This lag in
net premiums earned along with the reduction to quota share rates
distorts net underwriting expense ratio comparisons between
periods. Therefore, we believe that reviewing the ratio of Core
other underwriting expenses to Core net premiums earned offers a
more consistent comparison between periods and is a more accurate
indicator of our overall other underwriting expense efficiency. The
following table breaks out the Core and Expansion components of our
underwriting expense ratio for the periods indicated:
43
|
Three months ended
|
$ or
|
|
|
March 31,
|
Point
|
|
|
2018
|
2017
|
Change
|
|
|
|
|
Net
premiums earned
|
|
|
|
Core
|
$22,456
|
$16,370
|
$6,086
|
Expansion
|
382
|
-
|
382
|
Total
|
$22,838
|
$16,370
|
$6,468
|
|
|
|
|
Other
underwriting expenses
|
|
|
|
Core
|
$4,642
|
$3,982
|
$660
|
Expansion
|
390
|
230
|
160
|
Total
|
$5,032
|
$4,212
|
$820
|
|
|
|
|
Other
underwriting expenses as a percentage
|
|
|
|
of
net premiums earned
|
|
|
|
Core
|
20.7%
|
24.3%
|
-3.6%
|
Expansion
|
102.1%
|
na
|
na
|
Total
|
22.0%
|
25.7%
|
-3.7%
|
The
ratio of Core other underwriting expenses to Core net premiums
earned was 20.7% in 2018 compared to 24.3% in 2017, a decrease of
3.6 percentage points.
Our
net underwriting expense ratio in 2018 was 38.7% compared with
34.5% in 2017. The following table shows the individual components
of our net underwriting expense ratio for the periods
indicated:
|
Three months ended
|
|
|
|
March 31,
|
Percentage
|
|
|
2018
|
2017
|
Point Change
|
|
|
|
|
Ceding
commission revenue - provisional
|
(9.1)%
|
(20.4)%
|
11.3
|
Ceding
commission revenue - contingent
|
1.6
|
1.0
|
0.6
|
Other
income
|
(1.3)
|
(1.6)
|
0.3
|
Acquisition
costs and other underwriting expenses:
|
|
|
|
Commission
expense
|
25.4
|
29.9
|
(4.5)
|
|
16.6
|
8.9
|
7.7
|
Other
underwriting expenses
|
|
|
|
Core
|
|
|
|
Employment
costs
|
8.7
|
10.5
|
(1.8)
|
Other
Core Expenses
|
11.7
|
13.7
|
(2.0)
|
Total
Core Expenses
|
20.4
|
24.2
|
(3.8)
|
Expansion
Expenses
|
1.7
|
1.4
|
0.3
|
Total
other underwriting expenses
|
22.1
|
25.6
|
(3.5)
|
|
|
|
|
Net
underwriting expense ratio
|
38.7%
|
34.5%
|
4.2
|
The
decrease in our other underwriting expense ratio excluding the
impact of ceding commission revenue and commission expense was
driven by a decline of 3.8 points in the impact from employment
costs and other expenses attributable to our growing Core business,
partially offset by the impact from increased costs related to
Expansion business.
44
The
overall increase of 4.2 percentage points in the net underwriting
expense ratio was impacted by the change in our quota share ceding
rates and its impact on provisional ceding commission revenue as a
result of the additional retention resulting from the Cut-off to
our quota share treaties on July 1, 2017. The increase to the net
underwriting expense ratio was impacted more by reductions in the
reinsurance ceding commission revenue components than it was to
changes in the commission expense and other underwriting expense
components, each of which declined as a ratio to net premiums
earned.
Other Operating Expenses
Other
operating expenses, related to the expenses of our holding company,
were $247,000 in 2018 compared to $756,000 in 2017. The decrease in
2018 of $509,000, or 67.3%, was primarily due to decreases in
executive bonus compensation.
Depreciation and Amortization
Depreciation
and amortization was $409,000 in 2018 compared to $319,000 in 2017.
The increase of $90,000, or 28.2%, 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 improvements to the Kingston, New York
home office building from which we operate.
Interest Expense
Interest
expense in 2018 was $457,000 and -0- in 2017. We incurred
interest expense in connection with our $30.0 million issuance of
long-term debt in December 2017.
Income Tax (Benefit) Expense
Income
tax benefit in 2018 was $791,000, which resulted in an effective
tax rate of 22.5%. Income tax expense in 2017 was $708,000, which
resulted in an effective tax rate of 32.5%. The change in our
effective tax rate includes the change in the federal tax rate from
35% to 21%. Loss before taxes was $3,509,000 in 2018 compared to
income before taxes of $2,178,000 in 2017.
Net (Loss) Income
Net
loss was $2,718,000 in 2018 compared to net income of $1,470,000 in
2017. The decrease in net income of $4,188,000, or (284.9%), was
due to the circumstances described above, which caused the increase
in our net loss ratio, decrease in ceding commission revenue, net
losses on investments, increases in other underwriting expenses,
depreciation and amortization and interest expense, partially
offset by the increase in our net premiums earned, net investment
income and decrease in other operating expenses.
45
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.
|
For the three months ended
|
|
|
March 31,
|
|
|
2018
|
2017
|
|
|
|
Gross
premiums written:
|
|
|
Personal
lines
|
$24,825,452
|
$19,461,972
|
Commercial
lines
|
4,286,391
|
3,584,054
|
Livery
physical damage
|
2,354,070
|
3,026,483
|
Other(1)
|
60,706
|
57,386
|
Total
|
$31,526,619
|
$26,129,895
|
|
|
|
Net
premiums written:
|
|
|
Personal
lines
|
17,443,911
|
10,466,368
|
Commercial
lines
|
3,852,371
|
3,202,565
|
Livery
physical damage
|
2,354,070
|
3,026,483
|
Other(1)
|
50,032
|
38,889
|
Total
|
$23,700,384
|
$16,734,305
|
|
|
|
Net
premiums earned:
|
|
|
Personal
lines
|
$17,040,256
|
$10,690,583
|
Commercial
lines
|
3,229,970
|
2,842,580
|
Livery
physical damage
|
2,520,684
|
2,792,347
|
Other(1)
|
46,707
|
44,238
|
Total
|
$22,837,617
|
$16,369,748
|
|
|
|
Net
loss and loss adjustment expenses(2):
|
|
|
Personal
lines
|
$12,961,206
|
$5,352,112
|
Commercial
lines
|
2,449,598
|
1,528,796
|
Livery
physical damage
|
1,164,081
|
965,522
|
Other(1)
|
58,674
|
(52,074)
|
Unallocated
loss adjustment expenses
|
632,771
|
498,640
|
Total
|
$17,266,330
|
$8,292,996
|
|
|
|
Net
loss ratio(2):
|
|
|
Personal
lines
|
76.1%
|
50.1%
|
Commercial
lines
|
75.8%
|
53.8%
|
Livery
physical damage
|
46.2%
|
34.6%
|
Other(1)
|
125.6%
|
-117.7%
|
Total
|
75.6%
|
50.7%
|
__________________________________
(1)
“Other”
includes, among other things, premiums and loss and loss adjustment
expenses from our participation in a mandatory state joint
underwriting association and loss and loss adjustment expenses from
commercial auto.
(2)
See
discussions above with regard to “Net Loss and LAE”, as
to catastrophe losses in 2018.
46
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
|
|
|
March
31,
|
|
|
2018
|
2017
|
|
|
|
Revenues
|
|
|
Net
premiums earned
|
$22,837,617
|
$16,369,748
|
Ceding
commission revenue
|
1,695,158
|
3,184,452
|
Net
investment income
|
1,383,989
|
857,800
|
Net
losses on investments
|
(523,127)
|
(54,506)
|
Other
income
|
292,222
|
267,376
|
Total
revenues
|
25,685,860
|
20,624,870
|
|
|
|
Expenses
|
|
|
Loss
and loss adjustment expenses
|
17,266,330
|
8,292,996
|
Commission
expense
|
5,799,948
|
4,888,978
|
Other
underwriting expenses
|
5,031,503
|
4,212,417
|
Depreciation
and amortization
|
409,431
|
318,698
|
Total
expenses
|
28,507,212
|
17,713,089
|
|
|
|
(Loss)
income from operations
|
(2,821,353)
|
2,911,781
|
Income
tax (benefit) expense
|
(610,280)
|
955,141
|
Net (loss) income
|
$(2,211,073)
|
$1,956,640
|
|
|
|
Key Measures:
|
|
|
Net
loss ratio
|
75.6%
|
50.7%
|
Net
underwriting expense ratio
|
38.7%
|
34.5%
|
Net
combined ratio
|
114.3%
|
85.2%
|
|
|
|
Reconciliation
of net underwriting expense ratio:
|
|
|
Acquisition
costs and other
|
|
|
underwriting
expenses
|
$10,831,451
|
$9,101,395
|
Less:
Ceding commission revenue
|
(1,695,158)
|
(3,184,452)
|
Less:
Other income
|
(292,222)
|
(267,376)
|
Net
underwriting expenses
|
$8,844,071
|
$5,649,567
|
|
|
|
Net
premiums earned
|
$22,837,617
|
$16,369,748
|
|
|
|
Net
Underwriting Expense Ratio
|
38.7%
|
34.5%
|
47
An
analysis of our direct, assumed and ceded earned premiums, loss and
loss adjustment expenses, and loss ratios is shown
below:
|
Direct
|
Assumed
|
Ceded
|
Net
|
|
|
|
|
|
Three
months ended March 31, 2018
|
|
|
|
|
Written
premiums
|
$31,526,283
|
$336
|
$(7,826,235)
|
$23,700,384
|
Change in
unearned premiums
|
(1,008,869)
|
1,901
|
144,201
|
(862,767)
|
Earned
premiums
|
$30,517,414
|
$2,237
|
$(7,682,034)
|
$22,837,617
|
|
|
|
|
|
Loss and loss
adjustment expenses exluding
|
|
|
|
|
the effect of
catastrophes
|
$12,519,241
|
$21,415
|
$(821,175)
|
$11,719,481
|
Catastrophe
loss
|
10,337,730
|
-
|
(4,790,881)
|
5,546,849
|
Loss and loss
adjustment expenses
|
$22,856,971
|
$21,415
|
$(5,612,056)
|
$17,266,330
|
|
|
|
|
|
Loss ratio
excluding the effect of catastrophes
|
41.0%
|
957.3%
|
10.7%
|
51.3%
|
Catastrophe
loss
|
33.9%
|
0.0%
|
62.4%
|
24.3%
|
Loss
ratio
|
74.9%
|
957.3%
|
73.1%
|
75.6%
|
|
|
|
|
|
Three
months ended March 31, 2017
|
|
|
|
|
Written
premiums
|
$26,125,467
|
$4,428
|
$(9,395,590)
|
$16,734,305
|
Change in
unearned premiums
|
(330,903)
|
2,981
|
(36,635)
|
(364,557)
|
Earned
premiums
|
$25,794,564
|
$7,409
|
$(9,432,225)
|
$16,369,748
|
|
|
|
|
|
Loss and loss
adjustment expenses exluding
|
|
|
|
|
the effect of
catastrophes
|
$12,518,760
|
$8,040
|
$(4,233,804)
|
$8,292,996
|
Catastrophe
loss
|
-
|
-
|
-
|
-
|
Loss and loss
adjustment expenses
|
$12,518,760
|
$8,040
|
$(4,233,804)
|
$8,292,996
|
|
|
|
|
|
Loss ratio
excluding the effect of catastrophes
|
48.5%
|
108.5%
|
44.9%
|
50.7%
|
Catastrophe
loss
|
0.0%
|
0.0%
|
0.0%
|
0.0%
|
Loss
ratio
|
48.5%
|
108.5%
|
44.9%
|
50.7%
|
48
The key
measures for our insurance underwriting business for the periods
indicated are as follows:
|
Three months ended
|
|
|
March 31,
|
|
|
2018
|
2017
|
|
|
|
Net
premiums earned
|
$22,837,617
|
$16,369,748
|
Ceding
commission revenue
|
1,695,158
|
3,184,452
|
Other
income
|
292,222
|
267,376
|
|
|
|
Loss
and loss adjustment expenses (1)
|
17,266,330
|
8,292,996
|
|
|
|
Acquisition
costs and other underwriting expenses:
|
|
|
Commission
expense
|
5,799,948
|
4,888,978
|
Other
underwriting expenses
|
5,031,503
|
4,212,417
|
Total
acquisition costs and other
|
|
|
underwriting
expenses
|
10,831,451
|
9,101,395
|
|
|
|
Underwriting
income
|
$(3,272,784)
|
$2,427,185
|
|
|
|
Key
Measures:
|
|
|
Net
loss ratio excluding the effect of catastrophes
|
51.3%
|
50.7%
|
Effect
of catastrophe loss on net loss ratio (1)
|
24.3%
|
0.0%
|
Net
loss ratio
|
75.6%
|
50.7%
|
|
|
|
Net
underwriting expense ratio excluding the
|
|
|
effect
of catastrophes
|
37.4%
|
34.5%
|
Effect
of catastrophe loss on net underwriting
|
|
|
expense
ratio (2)
|
1.3%
|
0.0%
|
Net
underwriting expense ratio
|
38.7%
|
34.5%
|
|
|
|
Net
combined ratio excluding the effect
|
|
|
of
catastrophes
|
88.7%
|
85.2%
|
Effect
of catastrophe loss on net combined
|
|
|
ratio
(1) (2)
|
25.6%
|
0.0%
|
Net
combined ratio
|
114.3%
|
85.2%
|
|
|
|
Reconciliation
of net underwriting expense ratio:
|
|
|
Acquisition
costs and other
|
|
|
underwriting
expenses
|
$10,831,451
|
$9,101,395
|
Less:
Ceding commission revenue (2)
|
(1,695,158)
|
(3,184,452)
|
Less:
Other income
|
(292,222)
|
(267,376)
|
|
$8,844,071
|
$5,649,567
|
|
|
|
Net
earned premium
|
$22,837,617
|
$16,369,748
|
|
|
|
Net
Underwriting Expense Ratio
|
38.7%
|
34.5%
|
(1)
For the
three months ended March 31, 2018, includes the sum of net
catastrophe losses and loss adjustment expenses of $5,546,849
resulting from severe winter weather.
(2)
For the
three months ended March 31, 2018, the effect of catastrophe loss
from severe winter weather on our net underwriting expense ratio
includes the direct effect of reduced contingent ceding commission
revenue by $334,139 and does not include the indirect effects of a
$29,167decrease in other underwriting expenses.
49
Investments
Portfolio Summary
Fixed Maturity Securities
The following
table presents a breakdown of the amortized cost, fair value and
unrealized gains and losses by investment type as of March 31, 2018
and December 31, 2017:
|
March 31, 2018
|
|||||
|
|
|
|
|
|
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:
|
|
|
|
|
|
|
U.S.
Treasury securities and
|
|
|
|
|
|
|
obligations
of U.S. government
|
|
|
|
|
|
|
corporations
and agencies
|
$4,964,012
|
$-
|
$(20,282)
|
$-
|
$4,943,730
|
$(20,282)
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
6,591,252
|
48,955
|
(84,282)
|
-
|
6,555,925
|
(35,327)
|
|
|
|
|
|
|
|
Corporate
and other bonds
|
|
|
|
|
|
|
Industrial
and miscellaneous
|
96,910,715
|
189,515
|
(1,436,598)
|
(369,216)
|
95,294,416
|
(1,616,299)
|
|
|
|
|
|
|
|
Residential
mortgage and other
|
|
|
|
|
|
|
asset
backed securities (1)
|
22,446,778
|
325,807
|
(104,872)
|
(312,583)
|
22,355,130
|
(91,648)
|
Total
|
$130,912,757
|
$564,277
|
$(1,646,034)
|
$(681,799)
|
$129,149,201
|
$(1,763,556)
|
(1)
In 2017, KICO
placed certain residential mortgage backed securities as eligible
collateral in a designated custodian account related to its
relationship with the Federal Home Loan Bank of New York
("FHLBNY"). The eligible collateral would be pledged to FHLBNY if
KICO draws an advance from the FHBLNY credit line. As of March 31,
2018, the fair value of the eligible investments was $6,224,685.
KICO will retain all rights regarding all securities if pledged as
collateral. As of March 31, 2018, there was no outstanding balance
on the credit line.
50
|
December 31, 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:
|
|
|
|
|
|
|
U.S.
Treasury securities and
|
|
|
|
|
|
|
obligations
of U.S. government
|
|
|
|
|
|
|
corporations
and agencies
|
$-
|
$-
|
$-
|
$-
|
$-
|
$-
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
11,096,122
|
250,135
|
(30,814)
|
-
|
11,315,443
|
219,321
|
|
|
|
|
|
|
|
Corporate
and other bonds
|
|
|
|
|
|
|
Industrial
and miscellaneous
|
87,562,631
|
1,189,207
|
(269,857)
|
(340,516)
|
88,141,465
|
578,834
|
|
|
|
|
|
|
|
Residential
mortgage and other
|
|
|
|
|
|
|
asset
backed securities (1)
|
20,463,353
|
305,499
|
(48,482)
|
(189,022)
|
20,531,348
|
67,995
|
Total
|
$119,122,106
|
$1,744,841
|
$(349,153)
|
$(529,538)
|
$119,988,256
|
$866,150
|
(1)
In
2017, KICO placed certain residential mortgage backed securities as
eligible collateral in a designated custodian account related to
its relationship with the FHLBNY. The eligible collateral would be
pledged to FHLBNY if KICO draws an advance from the FHBLNY credit
line. As of December 31, 2017, the fair value of the eligible
investments was $6,702,538. KICO will retain all rights regarding
all securities if pledged as collateral. As of December 31, 2017,
there was no outstanding balance on the credit line.
Equity Securities
The
following table presents a breakdown of the cost, fair value and
unrealized gains and losses by investment type as of March
31, 2018 and December 31,
2017:
|
March 31, 2018
|
|||||
|
|
|
|
|
|
Net
|
|
|
Gross
|
Gross
Unrealized Losses
|
|
Unrealized
|
|
|
|
Unrealized
|
Less
than 12
|
More
than 12
|
Fair
|
Gains/
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
(Losses)
|
|
|
|||||
Equity Securities:
|
|
|
|
|
|
|
Preferred
stocks
|
$7,301,491
|
$25,807
|
$(97,834)
|
$(116,287)
|
$7,113,177
|
$(188,314)
|
Common
stocks and exchange
|
|
|
|
|
|
|
traded
mutual funds
|
9,081,851
|
683,494
|
(278,037)
|
-
|
9,487,308
|
405,457
|
Total
|
$16,383,342
|
$709,301
|
$(375,871)
|
$(116,287)
|
$16,600,485
|
$217,143
|
51
|
December 31, 2017
|
|||||
|
|
|
|
|
|
Net
|
|
|
Gross
|
Gross
Unrealized Losses
|
|
Unrealized
|
|
|
|
Unrealized
|
Less
than 12
|
More
than 12
|
Fair
|
Gains/
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
(Losses)
|
|
|
|||||
Equity Securities:
|
|
|
|
|
|
|
Preferred
stocks
|
$7,081,099
|
$60,867
|
$(20,313)
|
$(120,712)
|
$7,000,941
|
$(80,158)
|
Common
stocks and exchange
|
|
|
|
|
|
|
traded
mutual funds
|
6,680,742
|
841,250
|
(222,205)
|
(14,530)
|
7,285,257
|
604,515
|
Total
|
$13,761,841
|
$902,117
|
$(242,518)
|
$(135,242)
|
$14,286,198
|
$524,357
|
Other Investments
The
following table presents a breakdown of the cost, fair value and
unrealized gains by investment type as of March 31, 2018 and
December 31, 2017:
|
March 31, 2018
|
December 31, 2017
|
||||
|
|
|
|
|
|
|
|
|
Fair
|
Unrealized
|
|
Fair
|
Unrealized
|
Category
|
Cost
|
Value
|
Gain
|
Cost
|
Value
|
Gain
|
|
|
|
|
|
||
Other Investments:
|
|
|
|
|
|
|
Hedge
fund
|
$2,000,000
|
$2,027,860
|
$27,860
|
$-
|
$-
|
$-
|
Total
|
$2,000,000
|
$2,027,860
|
$27,860
|
$-
|
$-
|
$-
|
Held-to-Maturity Securities
The following
table presents a breakdown of the amortized cost, fair value and
unrealized gains and losses by investment type as of March 31, 2018
and December 31, 2017:
|
March 31, 2018
|
|||||
|
|
|
|
|
|
|
|
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
|
$729,476
|
$147,563
|
$(5,064)
|
$-
|
$871,975
|
$142,499
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
998,941
|
32,014
|
-
|
-
|
1,030,955
|
32,014
|
|
|
|
|
|
|
|
Corporate
and other bonds
|
|
|
|
|
|
|
Industrial
and miscellaneous
|
3,141,854
|
43,177
|
(15,741)
|
(10,155)
|
3,159,135
|
17,281
|
|
|
|
|
|
|
|
Total
|
$4,870,271
|
$222,754
|
$(20,805)
|
$(10,155)
|
$5,062,065
|
$191,794
|
52
|
December 31, 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
|
$729,466
|
$147,573
|
$(1,729)
|
$-
|
$875,310
|
$145,844
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories
and Possessions
|
998,984
|
50,366
|
-
|
-
|
1,049,350
|
50,366
|
|
|
|
|
|
|
|
Corporate
and other bonds
|
|
|
|
|
|
|
Industrial
and miscellaneous
|
3,141,358
|
90,358
|
-
|
(6,300)
|
3,225,416
|
84,058
|
|
|
|
|
|
|
|
Total
|
$4,869,808
|
$288,297
|
$(1,729)
|
$(6,300)
|
$5,150,076
|
$280,268
|
Held-to-maturity U.S. Treasury securities are held in trust
pursuant to various states’ minimum fund
requirements.
A summary of the amortized cost and fair value of the
Company’s investments in held-to-maturity securities by
contractual maturity as of March 31, 2018 and December 31, 2017 is
shown below:
|
March 31, 2018
|
December 31, 2017
|
||
|
Amortized
|
|
Amortized
|
|
Remaining Time to Maturity
|
Cost
|
Fair
Value
|
Cost
|
Fair
Value
|
|
|
|
||
Less
than one year
|
$123,000
|
$117,936
|
$-
|
$-
|
One
to five years
|
2,546,338
|
2,549,597
|
2,546,459
|
2,601,898
|
Five
to ten years
|
1,594,457
|
1,640,493
|
1,716,884
|
1,794,139
|
More
than 10 years
|
606,476
|
754,039
|
606,466
|
754,039
|
Total
|
$4,870,271
|
$5,062,065
|
$4,869,808
|
$5,150,076
|
53
Credit Rating of Fixed-Maturity
Securities
The
table below summarizes the credit quality of our available-for-sale
fixed-maturity securities as of March 31, 2018 and December 31, 2017 as rated by
Standard & Poor’s (or, if unavailable from Standard &
Poor’s, then Moody’s or Fitch):
|
March
31, 2018
|
December 31,
2017
|
||
|
|
Percentage
of
|
|
Percentage
of
|
|
Fair
Market
|
Fair
Market
|
Fair
Market
|
Fair
Market
|
|
Value
|
Value
|
Value
|
Value
|
|
|
|
||
Rating
|
|
|
|
|
U.S. Treasury
securities
|
$4,943,730
|
3.8%
|
$-
|
0.0%
|
|
|
|
|
|
Corporate and
municipal bonds
|
|
|
|
|
AAA
|
990,443
|
0.8%
|
1,358,143
|
1.1%
|
AA
|
7,873,523
|
6.1%
|
11,319,057
|
9.4%
|
A
|
17,384,332
|
13.5%
|
17,199,631
|
14.3%
|
BBB
|
75,602,043
|
58.5%
|
68,704,768
|
57.3%
|
BB
|
-
|
0.0%
|
875,310
|
0.7%
|
Total corporate
and municipal bonds
|
101,850,341
|
78.9%
|
99,456,909
|
82.8%
|
|
|
|
|
|
Residential
mortgage backed securities
|
|
|
|
|
AAA
|
2,009,760
|
1.6%
|
2,013,010
|
1.7%
|
AA
|
13,007,328
|
10.0%
|
11,021,144
|
9.2%
|
A
|
3,890,193
|
3.0%
|
3,902,768
|
3.3%
|
CCC
|
2,217,654
|
1.7%
|
1,420,296
|
1.2%
|
CC
|
-
|
0.0%
|
120,742
|
0.1%
|
C
|
-
|
0.0%
|
28,963
|
0.0%
|
D
|
886,918
|
0.7%
|
1,659,479
|
1.4%
|
Non
rated
|
343,277
|
0.3%
|
364,945
|
0.3%
|
Total residential mortgage backed securities
|
22,355,130
|
17.3%
|
20,531,347
|
17.2%
|
|
|
|
|
|
Total
|
$129,149,201
|
100.0%
|
$119,988,256
|
100.0%
|
54
The
table below summarizes the average yield by type of fixed-maturity
security as of March 31, 2018
and December 31, 2017:
Category
|
March 31, 2018
|
December 31,
2017
|
U.S.
Treasury securities and
|
|
|
obligations
of U.S. government
|
|
|
corporations
and agencies
|
2.05%
|
3.32%
|
|
|
|
Political
subdivisions of States,
|
|
|
Territories
and Possessions
|
3.63%
|
3.49%
|
|
|
|
Corporate
and other bonds
|
|
|
Industrial
and miscellaneous
|
3.91%
|
3.98%
|
|
|
|
Residential
mortgage and other asset backed securities
|
2.66%
|
1.83%
|
|
|
|
Total
|
3.61%
|
3.58%
|
The
table below lists the weighted average maturity and effective
duration in years on our fixed-maturity securities as of March
31, 2018 and December 31,
2017:
|
March 31, 2018
|
December 31, 2017
|
Weighted
average effective maturity
|
6.2
|
5.7
|
|
|
|
Weighted
average final maturity
|
8.0
|
7.8
|
|
|
|
Effective
duration
|
5.1
|
4.9
|
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 March 31, 2018 and December 31, 2017, 77% and 73%,
respectively, of the investment portfolio recorded at fair value
was priced based upon quoted market prices.
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 March 31, 2018 and December 31, 2017:
55
|
March 31,
2018
|
|||||||
|
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:
|
|
|
|
|
|
|
|
|
U.S.
Treasury securities
|
|
|
|
|
|
|
|
|
and
obligations of U.S.
|
|
|
|
|
|
|
|
|
government
corporations
|
|
|
|
|
|
|
|
|
and
agencies
|
$4,943,730
|
$(20,282)
|
3
|
$-
|
$-
|
-
|
$4,943,730
|
$(20,282)
|
|
|
|
|
|
|
|
|
|
Political
subdivisions of
|
|
|
|
|
|
|
|
|
States,
Territories and
|
|
|
|
|
|
|
|
|
Possessions
|
3,716,760
|
(84,282)
|
7
|
-
|
-
|
-
|
3,716,760
|
(84,282)
|
|
|
|
|
|
|
|
|
|
Corporate
and other
|
|
|
|
|
|
|
|
|
bonds
industrial and
|
|
|
|
|
|
|
|
|
miscellaneous
|
67,818,785
|
(1,436,598)
|
83
|
8,059,700
|
(369,216)
|
16
|
75,878,485
|
(1,805,814)
|
|
|
|
|
|
|
|
|
|
Residential
mortgage and other
|
|
|
|
|
|
|
|
|
asset
backed securities
|
8,791,842
|
(104,872)
|
10
|
9,776,165
|
(312,583)
|
15
|
18,568,007
|
(417,455)
|
|
|
|
|
|
|
|
|
|
Total
fixed-maturity
|
|
|
|
|
|
|
|
|
securities
|
$85,271,117
|
$(1,646,034)
|
103
|
$17,835,865
|
$(681,799)
|
31
|
$103,106,982
|
$(2,327,833)
|
56
|
December 31, 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
|
$1,549,839
|
$(30,814)
|
4
|
$-
|
$-
|
-
|
$1,549,839
|
$(30,814)
|
|
|
|
|
|
|
|
|
|
Corporate
and other
|
|
|
|
|
|
|
|
|
bonds
industrial and
|
|
|
|
|
|
|
|
|
miscellaneous
|
15,036,462
|
(269,857)
|
20
|
9,113,924
|
(340,516)
|
17
|
24,150,386
|
(610,373)
|
|
|
|
|
|
|
|
|
|
Residential
mortgage and other
|
|
|
|
|
|
|
|
|
asset
backed securities
|
6,956,371
|
(48,482)
|
6
|
7,867,572
|
(189,022)
|
15
|
14,823,943
|
(237,504)
|
|
|
|
|
|
|
|
|
|
Total
fixed-maturity
|
|
|
|
|
|
|
|
|
securities
|
$23,542,672
|
$(349,153)
|
30
|
$16,981,496
|
$(529,538)
|
32
|
$40,524,168
|
$(878,691)
|
|
|
|
|
|
|
|
|
|
Equity Securities:
|
|
|
|
|
|
|
|
|
Preferred
stocks
|
$1,605,217
|
$(20,313)
|
5
|
$1,776,675
|
$(120,712)
|
3
|
$3,381,892
|
$(141,025)
|
Common
stocks and
|
|
|
|
|
|
|
|
|
exchange
traded mutual funds
|
1,446,375
|
(222,205)
|
4
|
124,900
|
(14,530)
|
1
|
1,571,275
|
(236,735)
|
|
|
|
|
|
|
|
|
|
Total
equity securities
|
$3,051,592
|
$(242,518)
|
9
|
$1,901,575
|
$(135,242)
|
4
|
$4,953,167
|
$(377,760)
|
|
|
|
|
|
|
|
|
|
Total
|
$26,594,264
|
$(591,671)
|
39
|
$18,883,071
|
$(664,780)
|
36
|
$45,477,335
|
$(1,256,451)
|
57
There
were 134 securities at March 31, 2018 that accounted for the gross
unrealized loss, none of which were deemed by us to be other than
temporarily impaired. There were 75 securities at December 31, 2017
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.
On
December 19, 2017, we issued $30
million of our 5.50% Senior Unsecured Notes due December 30, 2022
pursuant to an underwritten public offering. The net proceeds to us
were approximately $29,121,000. On December 20, 2017, we
used $25,000,000 of the net proceeds from the debt offering to
contribute capital to KICO, to support additional growth. The
remainder of the net proceeds will be used for general corporate
purposes. Interest will be payable
semi-annually in arrears on June 30 and December 30 of each year,
beginning on June 30 2018 at the rate of 5.50% per year from
December 19, 2017.
For the
three months ended March 31, 2018, the primary source of cash flow
for our holding company were the dividends received from KICO,
subject to statutory restrictions. For the three months ended
March 31, 2018, KICO paid
dividends of $800,000 to us.
KICO is
a member of the Federal Home Loan Bank of New York
(“FHLBNY”), which provides additional access to
liquidity. 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 U.S. Treasury and
agency securities. See Note 3 to our Consolidated Financial
Statements, – “Investments”, for eligible
collateral held in a designated custodian account available for
future advances. Advances are limited to 5% of KICO’s net
admitted assets as of December 31, 2017 and are due and payable
within one year of borrowing. The maximum allowable advance as of
March 31, 2018, based on the net admitted assets as of December 31,
2017 was approximately $9,849,000. Advances are limited to the
amount of available collateral, which was approximately $6,225,000
as of March 31, 2018. There were no borrowings under this facility
during the three months ended March 31, 2018.
58
As of
March 31, 2018, the cash balance in our holding company was
approximately $8,745,000. 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.
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:
Three Months Ended March 31,
|
2018
|
2017
|
|
|
|
Cash
flows provided by (used in):
|
|
|
Operating
activities
|
$380,373
|
$2,056,143
|
Investing
activities
|
(15,438,163)
|
(20,370,870)
|
Financing
activities
|
(1,729,676)
|
29,505,862
|
Net (decrease) increase in cash and cash
equivalents
|
(16,787,466)
|
11,191,135
|
Cash
and cash equivalents, beginning of period
|
48,381,633
|
12,044,520
|
Cash and cash equivalents, end of period
|
$31,594,167
|
$23,235,655
|
Net
cash provided by operating activities was $380,000 in 2018 as
compared to $2,056,000 in 2017. The $1,676,000 decrease in cash
flows provided by operating activities in 2018 was primarily a
result of an 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,
and by a decrease in net income (adjusted for non-cash items) of
$3,552,000.
Net
cash used in investing activities was $15,438,000 in 2018 compared
to $20,371,000 in 2017. The $4,933,000 decrease in net cash used in
investing activities was the result of an $8,231,000 increase in
sales or maturities of invested assets, which offset the $3,212,000
increase in acquisitions of invested assets and the $87,000
increase in fixed asset acquisitions in 2018.
Net
cash used in financing activities was $1,730,000 in 2018 compared
to $29,506,000 provided in 2017. The $31,236,000 decrease in net
cash provided by financing activities was the result of the
$30,137,000 net proceeds we received from the public offering of
our common stock in January/February 2017.
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 2018 for our personal
lines business, which primarily consists of homeowners policies,
was covered under the 2017/2019 Treaty. 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.
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 53%, from the 52% in the 2016/2017 Treaty. The
new treaty covers a two year period from July 1, 2017 through June
30, 2019 (“2017/2019 Treaty”).
59
Our
2017/2019 Treaty and 2016/2017 Treaty provide for the following
material terms:
|
Treaty
Year
|
|
|
July 1,
2017
|
July 1,
2016
|
|
to
|
to
|
Line of
Business
|
June 30,
2018
|
June 30,
2017
|
|
|
|
Personal Lines:
|
|
|
Homeowners,
dwelling fire and canine legal liability
|
|
|
Quota share
treaty:
|
|
|
Percent
ceded
|
20%
|
40%
|
Risk
retained
|
$800,000
|
$500,000
|
Losses per
occurrence subject to quota share reinsurance coverage
|
$1,000,000
|
$833,333
|
Excess of
loss coverage and facultative facility above quota share coverage
(1)
|
$9,000,000
|
$3,666,667
|
|
in excess
of
|
in excess
of
|
|
$1,000,000
|
$833,333
|
Total
reinsurance coverage per occurrence
|
$9,200,000
|
$4,000,000
|
Losses per
occurrence subject to reinsurance coverage
|
$10,000,000
|
$4,500,000
|
Expiration
date
|
June
30, 2019
|
June 30,
2017
|
|
|
|
Personal
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 Lines:
|
|
|
General
liability commercial policies
|
|
|
Quota share
treaty:
|
|
|
Percent
ceded
|
None
|
None
|
Risk
retained
|
$750,000
|
$500,000
|
Losses per
occurrence subject to quota share reinsurance coverage
|
None
|
None
|
Excess of
loss coverage above quota share coverage
|
$3,750,000
|
$4,000,000
|
|
in excess
of
|
in excess
of
|
|
$750,000
|
$500,000
|
Total
reinsurance coverage per occurrence
|
$3,750,000
|
$4,000,000
|
Losses per
occurrence subject to reinsurance coverage
|
$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
|
|
|
|
Catastrophe Reinsurance:
|
|
|
Initial loss
subject to personal lines quota share treaty
|
$5,000,000
|
$5,000,000
|
Risk retained
per catastrophe occurrence (2)
|
$4,000,000
|
$3,000,000
|
Catastrophe
loss coverage in excess of quota share coverage (3)
|
$315,000,000
|
$247,000,000
|
Reinstatement
premium protection (4)
|
Yes
|
Yes
|
60
(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)
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 new treaties effective July 1, 2017 and under the
treaties that expired on June 30, 2017 are as follows:
|
|
July 1, 2017 -
June 30, 2018
|
|
July 1, 2016 -
June 30, 2017
|
||||
Treaty
|
|
Range of
Loss
|
|
Risk
Retained
|
|
Range of
Loss
|
|
Risk
Retained
|
Personal
Lines (1)
|
|
Initial
$1,000,000
|
|
$800,000
|
|
Initial
$833,333
|
|
$500,000
|
|
|
$1,000,000
- $10,000,000
|
|
None(2)
|
|
$833,333
- $4,500,000
|
|
None(3)
|
|
|
Over
$10,000,000
|
|
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
- $5,000,000
|
|
None
|
|
|
Over
$5,000,000
|
|
100%
|
|
Over
$5,000,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
Commercial
Lines
|
|
Initial
$750,000
|
|
$750,000
|
|
Initial
$500,000
|
|
$500,000
|
|
|
$750,000
- $4,500,000
|
|
None(3)
|
|
$500,000
- $4,500,000
|
|
None(3)
|
|
|
Over
$4,500,000
|
|
100%
|
|
Over
$4,500,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
Commercial
Umbrella
|
Initial
$1,000,000
|
|
$100,000
|
|
Initial
$1,000,000
|
|
$100,000
|
|
|
|
$1,000,000
- $5,000,000
|
|
None
|
|
$1,000,000
- $5,000,000
|
|
None
|
|
|
Over
$5,000,000
|
|
100%
|
|
Over
$5,000,000
|
|
100%
|
|
|
|
|
|
|
|
|
|
Catastrophe
(4)
|
|
Initial
$5,000,000
|
|
$4,000,000
|
|
Initial
$5,000,000
|
|
$3,000,000
|
|
|
$5,000,000
- $320,000,000
|
None
|
|
$5,000,000
- $252,000,000
|
None
|
||
|
|
Over
$320,000,000
|
|
100%
|
|
Over
$252,000,000
|
|
100%
|
________________
(1)
Treaty for
July 1, 2017 – June 30, 2018 is a two year treaty with
expiration date of June 30, 2019.
(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 inves
61
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, 2017 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.
Market Risk
The
fair value of our assets and liabilities is subject to market risk,
primarily interest rate, credit risk, and equity price risk related
to our investment portfolio as well as fluctuations in the value of
our alternative investment. The allocation of our portfolio was 88%
fixed income securities, 11% equity securities, and 1% other
investments as of March 31, 2018. We do not hold derivative or
commodity investments. Foreign investments are made on a limited
basis, and all fixed income transactions are denominated in U.S.
currency. We have minimal foreign currency fluctuation risk. For a
discussion of our investment mix and performance, see the
"Investments" section of Item 2. "Management's Discussion and
Analysis of Financial Condition and Results of Operations." of this
Form 10-Q.
The
primary objectives of the investment portfolio are the preservation
of capital and providing adequate liquidity to support our
underwriting activities and other operational needs. The
portfolio’s secondary investment objective is to provide a
total rate of return with an emphasis on investment
income.
Interest Rate Risk
We
invest in interest rate-sensitive securities, mainly fixed income
securities. Our fixed income securities portfolio is comprised of
primarily investment grade (investments receiving S&P or an
equivalent rating of BBB- or above) corporate securities, U.S.
government and agency securities, municipal obligations, CLO and
other ABS, and MBS. Our strategy to manage interest rate risk is to
purchase intermediate-term fixed income investments that are
attractively priced in relation to perceived credit
risks.
Our
exposure to interest rate risk relates primarily to the market
price and cash flow variability associated with changes in interest
rates. As our fixed income securities portfolio contains interest
rate-sensitive instruments, it may be adversely affected by changes
in interest rates resulting from governmental monetary policies,
domestic and international economic and political conditions, and
other factors beyond our control. Recent economic data points to
increased U.S. and global economic growth, continued low levels of
unemployment and signs of rising wages, which compounded with the
potential for the pro-growth benefits of the Tax Cuts and Jobs Act
of 2017 and the potential for higher Federal budget deficits, has
recently led to rising U.S. interest rates. A rise in interest
rates will decrease the fair value of our existing fixed income
investments and a decline in interest rates will result in an
increase in the fair value of our existing fixed income
investments. However, new and reinvested money used to purchase
fixed income securities would benefit from rising interest rates
and would be negatively impacted by falling interest
rates.
62
We seek
to mitigate our interest rate risk associated with holding fixed
income investments by monitoring and maintaining the effective
duration of our portfolio with a view toward achieving an adequate
after-tax return without subjecting the portfolio to an
unreasonable level of interest rate risk. The effective duration of
the fixed income securities portfolio at March 31, 2018 and
December 31, 2017 was 5.1 years and 4.9, respectively. The current
duration is within our historical range, and is monitored and
managed to maximize yield while managing interest rate risk at an
acceptable level.
We use
an interest rate sensitivity analysis to measure the potential loss
or gain in future earnings, fair values, or cash flows of market
sensitive fixed income securities. The sensitivity analysis
hypothetically assumes an instant parallel 200 basis point shift in
interest rates up and down in 100 basis point increments from the
date of our condensed consolidated financial statements. We use
fair values to measure the potential loss. This analysis is not
intended to provide a precise forecast of the effect of changes in
market interest rates and equity prices on our income or
stockholders’ equity. Further, the calculations do not take
into account any actions we may take in response to market
fluctuations, and do not take into account changes to credit
spreads, liquidity spreads, and other risk factors which may also
impact the value of the fixed income portfolio.
The
following table presents the sensitivity analysis of interest rate
risk as of March 31, 2018:
|
March 31,
2018
|
||||
|
Interest
Rate Shift in Basis Points
|
||||
|
|
|
|
|
|
Category
|
-200
|
-100
|
0
|
100
|
200
|
|
|||||
Held-to-Maturity Securities
|
|
|
|
|
|
Fair
value of held-to-maturity securities portfolio
|
$5,101,549
|
$5,081,807
|
$5,062,065
|
$5,042,323
|
$5,022,581
|
Fair
value change
|
39,484
|
19,742
|
|
(19,742)
|
(39,484)
|
Fair
value change from base percentage
|
0.78%
|
0.39%
|
|
-0.39%
|
-0.78%
|
|
|
|
|
|
|
Available-for-Sale Securities
|
|
|
|
|
|
Fair
value of available-for-sale securities portfolio
|
141,237,566
|
135,193,384
|
129,149,201
|
123,105,018
|
117,060,836
|
Fair
value change
|
12,088,365
|
6,044,183
|
|
(6,044,183)
|
(12,088,365)
|
Fair
value change from base percentage
|
9.36%
|
4.68%
|
|
-4.68%
|
-9.36%
|
Credit Risk
Our
most significant credit risk is within our fixed income security
portfolio, which had an overall credit quality of “BBB”
as of March 31, 2018 and December 31, 2017. Exposure to
non-investment grade bonds represented approximately 2.7% and 3.7%
of the total fixed income securities portfolio at March 31, 2018
and December 31, 2017 respectively.
63
The
following table summarizes the fair value, carrying value, net
unrealized gain (loss) balances, and weighted average credit
qualities of our fixed-maturity securities at March 31, 2018 and
December 31, 2017:
|
March 31,
2018
|
|||
|
|
|
|
Weighted
|
|
|
|
|
Average
|
|
Fair
Market
|
Carry
|
Unrealized
|
Credit
|
Category
|
Value
|
Value
|
Gain
(Loss)
|
Quality
|
|
|
|||
U.S.
Treasury securities and
|
|
|
|
|
obligations
of U.S. government
|
|
|
|
|
corporations
and agencies
|
$4,943,730
|
$4,964,012
|
$(20,282)
|
AAA
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
Territories
and Possessions
|
6,555,925
|
6,591,252
|
(35,327)
|
AA
|
|
|
|
|
|
Corporate
and other bonds
|
|
|
|
|
Industrial
and miscellaneous
|
95,294,416
|
96,910,715
|
(1,616,299)
|
BBB
|
|
|
|
|
|
Residential
mortgage and other asset
|
|
|
|
|
backed
securities (1)
|
22,355,130
|
22,446,778
|
(91,648)
|
A
|
Total
|
$129,149,201
|
$130,912,757
|
$(1,763,556)
|
A
|
(1)
In
2017, KICO placed certain residential mortgage backed securities as
eligible collateral in a designated custodian account related to
its relationship with the Federal Home Loan Bank of New York
("FHLBNY") (See Note 7). The eligible collateral would be pledged
to FHLBNY if KICO draws an advance from the FHBLNY credit line. As
of March 31, 2018, the fair value of the eligible investments was
approximately $6,225,000. KICO will retain all rights regarding all
securities if pledged as collateral. As of March 31, 2018, there
was no outstanding balance on the credit line.
|
December 31,
2017
|
|||
|
|
|
|
Weighted
|
|
|
|
|
Average
|
|
Fair
Market
|
Carry
|
Unrealized
|
Credit
|
Category
|
Value
|
Value
|
Gain
(Loss)
|
Quality
|
|
|
|||
U.S.
Treasury securities and
|
|
|
|
|
obligations
of U.S. government
|
|
|
|
|
corporations
and agencies
|
$-
|
$-
|
$-
|
n/a
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
Territories
and Possessions
|
11,315,443
|
11,096,122
|
219,321
|
AA
|
|
|
|
|
|
Corporate
and other bonds
|
|
|
|
|
Industrial
and miscellaneous
|
88,141,465
|
87,562,631
|
578,834
|
BBB
|
|
|
|
|
|
Residential
mortgage and other asset
|
|
|
|
|
backed
securities (1)
|
20,531,348
|
20,463,353
|
67,995
|
A
|
Total
|
$119,988,256
|
$119,122,106
|
$866,150
|
A
|
(1)
In 2017, KICO
placed certain residential mortgage backed securities as eligible
collateral in a designated custodian account related to its
relationship with the FHLBNY (see Note 7). The eligible collateral
would be pledged to FHLBNY if KICO draws an advance from the FHBLNY
credit line. As of December 31, 2017, the fair value of the
eligible investments was approximately $6,703,000. KICO will retain
all rights regarding all securities if pledged as collateral. As of
December 31, 2017, there was no outstanding balance on the credit
line.
64
Equity Price Risk
Our
equity securities portfolio is exposed to risk arising from
potential volatility in equity market prices. We strive to minimize
the exposure to equity price risk by maintaining a well-diversified
portfolio and limiting concentrations in any one company or
industry. The following table presents the hypothetical increases
and decreases in 10% increments in market value of the equity
portfolio as of March 31, 2018:
|
March 31,
2018
|
||||||
|
Change
in Equity Values in Percent
|
||||||
|
|
|
|
|
|
|
|
Category
|
(30)%
|
(20)%
|
(10)%
|
0%
|
10%
|
20%
|
30%
|
|
|
|
|||||
Equity Securities:
|
|
|
|
|
|
|
|
Fair
value of preferred stocks
|
4,979,224
|
5,690,542
|
6,401,859
|
7,113,177
|
7,824,495
|
8,535,812
|
9,247,130
|
Fair
value change
|
(2,133,953)
|
(1,422,635)
|
(711,318)
|
|
711,318
|
1,422,635
|
2,133,953
|
|
|
|
|
|
|
|
|
Fair
value of common stocks and
|
|
|
|
|
|
|
|
exchange
traded mutual funds
|
6,641,116
|
7,589,846
|
8,538,577
|
9,487,308
|
10,436,039
|
11,384,770
|
12,333,500
|
Fair
value change
|
(2,846,192)
|
(1,897,462)
|
(948,731)
|
|
948,731
|
1,897,462
|
2,846,192
|
In
addition to our equity securities, we invest in certain other
investments that are also subject to price risk. Our other
investments primarily include an alternative investment in a hedge
fund limited partnership, which engages in various strategies and
diversifies across multiple industries. As of March 31, 2018, other
investments represented 1.3% of our total invested assets. These
investments are subject to the risks arising from the fact that
their valuation is inherently subjective. The general partner of
the limited partnership usually reports the change in the value of
the interests in the partnership on a quarterly basis. Since this
partnership’s underlying investments consist primarily of
assets or liabilities for which there are no quoted prices in
active markets for the same or similar assets, the valuation of
interests in this partnership is subject to a higher level of
subjectivity and unobservable inputs than substantially all of our
other investments. The general partner is required to determine the
partnership value by the price obtainable for the sale of the
interest at the time of determination. Valuations based on
unobservable inputs are subject to greater scrutiny and
reconsideration from one reporting period to the next and,
therefore, may be subject to significant fluctuations, which could
lead to significant decreases from one reporting period to the
next. For additional information regarding this alternative investment, see Note
3. “Investments” in Item 1 “Financial Statements
and Supplementary Data.” of this Form 10-Q.
Item 4. Controls and
Procedures.
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 March
31, 2018.
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.
65
PART II. OTHER
INFORMATION
Item 1. Legal
Proceedings.
None
Item 1A. Risk Factors.
Our
risk factors have not changed materially since they were described
in our 2017 Annual Report on Form 10- K filed March 15, 2018 in
“Management’s Discussion and Analysis of Financial
Condition and Results of Operations – Factors That May Affect
Future Results and Financial Condition” in Item
7.
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 March 31,
2018:
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
|
|
|
|
|
|
1/1/18 –
1/31/18
|
-
|
-
|
-
|
-
|
2/1/18 –
2/28/18
|
-
|
-
|
-
|
-
|
3/1/18 –
3/31/18
|
60,885
|
$15.51
|
-
|
-
|
Total
|
60,885
|
$15.51
|
-
|
-
|
(1) Purchases
were made by us and “affiliated purchasers” in open
market transactions.
None
Item 4. Mine Safety
Disclosures.
Not
applicable
66
None
Item 6. Exhibits.
Restated
Certificate of Incorporation, as amended1
|
|
|
|
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.
|
67
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:
May 10, 2018
|
By:
|
/s/
Barry B.
Goldstein
|
|
|
|
Barry B.
Goldstein
|
|
|
|
President
|
|
|
|
|
|
|
|
|
|
Dated: May 10,
2018
|
By:
|
/s/
Victor
Brodsky
|
|
|
|
Victor
Brodsky
|
|
|
|
Chief
Financial Officer
|
|
68