KINGSTONE COMPANIES, INC. - Quarter Report: 2019 March (Form 10-Q)
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 10-Q
(Mark one)
☑ QUARTERLY
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
For the quarterly period ended March 31, 2019
OR
☐ TRANSITION
REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE
ACT OF 1934
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)
|
|
36-2476480
(I.R.S. EmployerIdentification Number)
|
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
every Interactive Data File required to be submitted 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 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
|
☐
|
Accelerated filer
|
☑
|
Non-accelerated
filer
|
☐
|
Smaller reporting company
|
☑
|
|
|
Emerging
growth company
|
☐
|
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 ☑
Securities
registered pursuant to Section 12(b) of the Act:
Title
of each class
|
Trading
Symbol(s)
|
Name of
each exchange on which registered
|
Common
Stock, $0.01 par value per share
|
KINS
|
Nasdaq
Global Select Market
|
As of
May 9, 2019, there were 10,769,372 shares of the registrant’s
common stock outstanding.
KINGSTONE COMPANIES, INC.
INDEX
|
|
|
PAGE
|
|
|
|
|
PART I — FINANCIAL INFORMATION
|
|
4
|
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4
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||
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4
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||
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5
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||
|
6
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||
|
8
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||
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9
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||
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39
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||
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67
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||
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67
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||
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PART II — OTHER INFORMATION
|
|
68
|
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|
68
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||
|
68
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||
|
68
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||
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68
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||
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68
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||
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68
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||
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69
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70
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EXHIBIT
3(a)
EXHIBIT
3(b)
EXHIBIT
10(a)
EXHIBIT
10(b)
EXHIBIT
31(a)
EXHIBIT
31(b)
EXHIBIT
32
EXHIBIT
101.INS XBRL Instance Document
EXHIBIT
101.SCH XBRL Taxonomy Extension Schema
EXHIBIT
101.CAL XBRL Taxonomy Extension Calculation Linkbase
EXHIBIT
101.DEF XBRL Taxonomy Extension Definition Linkbase
EXHIBIT
101.LAB XBRL Taxonomy Extension Label Linkbase
EXHIBIT
101.PRE XBRL Taxonomy Extension Presentation Linkbase
2
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 except as required by
law.
3
PART I. FINANCIAL
INFORMATION
KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
Condensed Consolidated Balance Sheets
|
March
31,
|
December
31,
|
|
2019
|
2018
|
|
(unaudited)
|
|
Assets
|
|
|
Fixed-maturity
securities, held-to-maturity, at amortized cost (fair value
of $4,076,611 at
March 31, 2019 and $4,426,416 at December 31, 2018)
|
$3,824,620
|
$4,222,855
|
Fixed-maturity
securities, available-for-sale, at fair value (amortized cost
of $159,919,750 at
March 31, 2019 and $155,431,261 at December 31, 2018)
|
160,477,152
|
151,777,516
|
Equity securities,
at fair value (cost of $19,646,481 at March 31, 2019 and
$18,305,986 at
December 31, 2018)
|
19,663,987
|
16,572,616
|
Other
investments
|
2,147,945
|
1,855,225
|
Total
investments
|
186,113,704
|
174,428,212
|
Cash and cash
equivalents
|
15,764,480
|
21,138,403
|
Premiums
receivable, net
|
14,211,748
|
13,961,599
|
Reinsurance
receivables, net
|
26,157,637
|
26,367,115
|
Deferred policy
acquisition costs
|
18,154,281
|
17,907,737
|
Intangible assets,
net
|
585,000
|
670,000
|
Property and
equipment, net
|
6,875,934
|
6,056,929
|
Deferred income
taxes, net
|
-
|
354,233
|
Other
assets
|
9,525,151
|
5,867,850
|
Total assets
|
$277,387,935
|
$266,752,078
|
|
|
|
Liabilities
|
|
|
Loss and loss
adjustment expense reserves
|
$69,110,271
|
$56,197,106
|
Unearned
premiums
|
79,660,003
|
79,032,131
|
Advance
premiums
|
3,064,413
|
2,107,629
|
Reinsurance
balances payable
|
1,201,931
|
1,933,376
|
Deferred ceding
commission revenue
|
2,745,387
|
2,686,677
|
Accounts payable,
accrued expenses and other liabilities
|
7,450,822
|
6,819,231
|
Income taxes
payable
|
-
|
15,035
|
Deferred income
taxes, net
|
1,040,641
|
-
|
Long-term debt,
net
|
29,339,296
|
29,295,251
|
Total liabilities
|
193,612,764
|
178,086,436
|
|
|
|
Commitments and Contingencies
|
|
|
|
|
|
Stockholders' Equity
|
|
|
Preferred stock,
$.01 par value; authorized 2,500,000 shares
|
-
|
-
|
Common stock, $.01
par value; authorized 20,000,000 shares; issued 11,796,188
shares at March 31, 2019
and 11,775,148 at December 31, 2018; outstanding
10,768,749
shares at March 31, 2019 and 10,747,709 shares at December 31,
2018
|
117,962
|
117,751
|
Capital in excess
of par
|
67,957,604
|
67,763,940
|
Accumulated other
comprehensive income (loss)
|
442,493
|
(2,884,313)
|
Retained
earnings
|
17,969,664
|
26,380,816
|
|
86,487,723
|
91,378,194
|
Treasury stock, at
cost, 1,027,439 shares at March 31, 2019 and at December
31, 2018
|
(2,712,552)
|
(2,712,552)
|
Total stockholders' equity
|
83,775,171
|
88,665,642
|
|
|
|
Total liabilities and stockholders' equity
|
$277,387,935
|
$266,752,078
|
See accompanying notes to condensed consolidated financial
statements.
4
KINGSTONE COMPANIES, INC. AND
SUBSIDIARIES
Condensed Consolidated Statements of Operations and Comprehensive
Loss (Unaudited)
Three months ended March 31,
|
2019
|
2018
|
|
|
|
Revenues
|
|
|
Net premiums
earned
|
$29,595,889
|
$22,837,617
|
Ceding commission
revenue
|
1,277,683
|
1,695,158
|
Net investment
income
|
1,623,712
|
1,383,989
|
Net gains (losses)
on investments
|
2,035,363
|
(523,127)
|
Other
income
|
365,901
|
308,233
|
Total
revenues
|
34,898,548
|
25,701,870
|
|
|
|
Expenses
|
|
|
Loss and loss
adjustment expenses
|
29,134,224
|
17,266,330
|
Commission
expense
|
6,853,416
|
5,799,948
|
Other underwriting
expenses
|
6,135,991
|
5,031,503
|
Other operating
expenses
|
971,172
|
246,858
|
Depreciation and
amortization
|
602,332
|
409,431
|
Interest
expense
|
456,545
|
456,545
|
Total
expenses
|
44,153,680
|
29,210,615
|
|
|
|
Loss from
operations before income taxes
|
(9,255,132)
|
(3,508,745)
|
Income tax
benefit
|
(1,919,942)
|
(790,811)
|
Net loss
|
(7,335,190)
|
(2,717,934)
|
|
|
|
Other comprehensive (loss) income, net of tax
|
|
|
Gross change in
unrealized gains (losses) on
available-for-sale-securities
|
4,188,716
|
(2,873,479)
|
Reclassification
adjustment for losses included in net
income
|
22,431
|
243,773
|
Net change in
unrealized gains (losses)
|
4,211,147
|
(2,629,706)
|
Income tax
(expense) benefit related to items of other
comprehensive (loss) income
|
(884,341)
|
552,238
|
Other comprehensive income
(loss), net of tax
|
3,326,806
|
(2,077,468)
|
|
|
|
Comprehensive loss
|
$(4,008,384)
|
$(4,795,402)
|
|
|
|
Loss per common share:
|
|
|
Basic
|
$(0.68)
|
$(0.25)
|
Diluted
|
$(0.68)
|
$(0.25)
|
|
|
|
Weighted average common shares outstanding
|
|
|
Basic
|
10,757,843
|
10,669,992
|
Diluted
|
10,757,843
|
10,669,992
|
|
|
|
Dividends declared and paid per common share
|
$0.1000
|
$0.1000
|
See accompanying notes to condensed consolidated financial
statements.
5
Condensed Consolidated Statements of Stockholders' Equity
(Unaudited)
Three months ended March 31, 2019 and 2018
|
|
|
|
|
|
Accumulated
|
|
|
|
|
|
|
|
|
|
Capital
|
Other
|
|
|
|
|
|
Preferred Stock
|
Common Stock
|
in Excess
|
Comprehensive
|
Retained
|
Treasury Stock
|
|
|||
|
Shares
|
Amount
|
Shares
|
Amount
|
of Par
|
Income (Loss)
|
Earnings
|
Shares
|
Amount
|
Total
|
Balance,
January 1, 2018, as reported
|
-
|
$-
|
11,618,646
|
$116,186
|
$68,380,390
|
$1,100,647
|
$27,152,822
|
986,809
|
$(2,172,299)
|
$94,577,746
|
Cumulative
effect of adoption of updated
|
|
|
|
|
|
|
|
|
|
|
accounting
guidance for equity
|
|
|
|
|
|
|
|
|
|
|
financial
instruments at January 1, 2018
|
-
|
-
|
-
|
-
|
-
|
(414,242)
|
414,242
|
-
|
-
|
-
|
Balance,
January 1, 2018, as adjusted
|
-
|
-
|
11,618,646
|
116,186
|
68,380,390
|
686,405
|
27,567,064
|
986,809
|
(2,172,299)
|
94,577,746
|
Stock-based
compensation
|
-
|
-
|
-
|
-
|
108,368
|
-
|
-
|
-
|
-
|
108,368
|
Shares
deducted from exercise of stock
|
|
|
|
|
|
|
|
|
|
|
options for
payment of withholding taxes
|
-
|
-
|
(15,750)
|
(158)
|
(341,612)
|
-
|
-
|
-
|
-
|
(341,770)
|
Vesting of
restricted stock awards
|
-
|
-
|
7,180
|
72
|
(72)
|
-
|
-
|
-
|
-
|
-
|
Shares
deducted from restricted stock
|
|
|
|
|
|
|
|
|
|
|
awards for
payment of withholding taxes
|
-
|
-
|
(618)
|
(9)
|
(12,205)
|
-
|
-
|
-
|
-
|
(12,214)
|
Exercise of
stock options
|
-
|
-
|
69,876
|
702
|
28,875
|
-
|
-
|
-
|
-
|
29,577
|
Acquisition of
treasury stock
|
-
|
-
|
-
|
-
|
-
|
-
|
-
|
25,860
|
(336,894)
|
(336,894)
|
Dividends
|
-
|
-
|
-
|
-
|
-
|
-
|
(1,068,375)
|
-
|
-
|
(1,068,375)
|
Net
loss
|
-
|
-
|
-
|
-
|
-
|
-
|
(2,717,934)
|
-
|
-
|
(2,717,934)
|
Change in
unrealized losses on available-
|
|
|
|
|
|
|
|
|
|
|
for-sale
securities, net of tax
|
-
|
-
|
-
|
-
|
-
|
(2,077,468)
|
-
|
-
|
-
|
(2,077,468)
|
Balance, March
31, 2018
|
-
|
$-
|
11,679,334
|
$116,793
|
$68,163,744
|
$(1,391,063)
|
$23,780,755
|
1,012,669
|
$(2,509,193)
|
$88,161,036
|
See accompanying notes to condensed consolidated financial
statements.
6
KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Stockholders' Equity
(Unaudited)
Three months ended March 31, 2019 and 2018 Continued
|
|
|
|
|
|
Accumulated
|
|
|
|
|
|
|
|
|
|
Capital
|
Other
|
|
|
|
|
|
Preferred Stock
|
Common Stock
|
in Excess
|
Comprehensive
|
Retained
|
Treasury Stock
|
|
|||
|
Shares
|
Amount
|
Shares
|
Amount
|
of Par
|
Income (Loss)
|
Earnings
|
Shares
|
Amount
|
Total
|
Balance,
January 1, 2019
|
|
$-
|
11,775,148
|
$117,751
|
$67,763,940
|
$(2,884,313)
|
$26,380,816
|
1,027,439
|
$(2,712,552)
|
$88,665,642
|
Stock-based
compensation
|
-
|
-
|
-
|
-
|
309,882
|
-
|
-
|
-
|
-
|
309,882
|
Vesting of
restricted stock awards
|
-
|
-
|
27,593
|
275
|
(275)
|
-
|
-
|
-
|
-
|
-
|
Shares
deducted from restricted stock
|
|
|
|
|
|
|
|
|
|
|
awards for
payment of withholding taxes
|
-
|
-
|
(6,553)
|
(64)
|
(115,943)
|
-
|
-
|
-
|
-
|
(116,007)
|
Dividends
|
-
|
-
|
-
|
-
|
-
|
-
|
(1,075,962)
|
-
|
-
|
(1,075,962)
|
Net
loss
|
-
|
-
|
-
|
-
|
-
|
-
|
(7,335,190)
|
-
|
-
|
(7,335,190)
|
Change in
unrealized losses on available-
|
|
|
|
|
|
|
|
|
|
|
for-sale
securities, net of tax
|
-
|
-
|
-
|
-
|
-
|
3,326,806
|
-
|
-
|
-
|
3,326,806
|
Balance, March
31, 2019
|
-
|
$-
|
11,796,188
|
$117,962
|
$67,957,604
|
$442,493
|
$17,969,664
|
1,027,439
|
$(2,712,552)
|
$83,775,171
|
See accompanying notes to condensed consolidated financial
statements.
7
KINGSTONE COMPANIES, INC. AND SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(Unaudited)
Three months ended March 31,
|
2019
|
2018
|
|
|
|
Cash flows from operating activities:
|
|
|
Net
loss
|
$(7,335,190)
|
$(2,717,934)
|
Adjustments to
reconcile net income to net cash flows provided by operating
activities:
|
|
|
Net (gains) losses
on sale of investments
|
25,192
|
243,773
|
Net unrealized
(gains) losses of equity investments
|
(1,767,835)
|
307,214
|
Net unrealized
(gains) losses of other investments
|
(292,720)
|
(27,860)
|
Depreciation and
amortization
|
602,332
|
409,431
|
Amortization of
bond premium, net
|
118,568
|
118,841
|
Amortization of
discount and issuance costs on long-term debt
|
44,045
|
36,151
|
Stock-based
compensation
|
309,882
|
108,368
|
Deferred income
tax expense
|
510,533
|
28,927
|
(Increase)
decrease in operating assets:
|
|
|
Premiums
receivable, net
|
(250,149)
|
151,824
|
Reinsurance
receivables, net
|
209,478
|
(3,376,350)
|
Deferred policy
acquisition costs
|
(246,544)
|
(282,977)
|
Other
assets
|
(3,666,830)
|
(1,386,512)
|
Increase
(decrease) in operating liabilities:
|
|
|
Loss and loss
adjustment expense reserves
|
12,913,165
|
7,472,491
|
Unearned
premiums
|
627,872
|
1,006,969
|
Advance
premiums
|
956,784
|
738,910
|
Reinsurance
balances payable
|
(731,445)
|
453,768
|
Deferred ceding
commission revenue
|
58,710
|
81,400
|
Accounts payable,
accrued expenses and other liabilities
|
616,556
|
(2,986,061)
|
Net cash flows provided by operating activities
|
2,702,404
|
380,373
|
|
|
|
Cash flows from investing activities:
|
|
|
Purchase -
fixed-maturity securities available-for-sale
|
(6,094,835)
|
(20,018,600)
|
Purchase - equity
securities
|
(1,604,615)
|
(6,004,614)
|
Sale and
redemption - fixed-maturity securities
held-to-maturity
|
400,000
|
-
|
Sale or maturity -
fixed-maturity securities available-for-sale
|
1,505,382
|
7,891,145
|
Sale - equity
securities
|
246,047
|
3,378,515
|
Acquisition of
property and equipment
|
(1,048,604)
|
(684,609)
|
Other investing
activities
|
(287,733)
|
-
|
Net cash flows used in investing activities
|
(6,884,358)
|
(15,438,163)
|
|
|
|
Cash flows from financing activities:
|
|
|
Proceeds from
exercise of stock options
|
-
|
29,577
|
Withholding taxes
paid on net exercise of stock options
|
-
|
(341,770)
|
Withholding taxes
paid on vested retricted stock awards
|
(116,007)
|
(12,214)
|
Purchase of
treasury stock
|
-
|
(336,894)
|
Dividends
paid
|
(1,075,962)
|
(1,068,375)
|
Net cash flows used in financing activities
|
(1,191,969)
|
(1,729,676)
|
|
|
|
Decrease in cash
and cash equivalents
|
$(5,373,923)
|
$(16,787,466)
|
Cash and cash
equivalents, beginning of period
|
21,138,403
|
48,381,633
|
Cash and cash equivalents, end of period
|
$15,764,480
|
$31,594,167
|
|
|
|
Supplemental disclosures of cash flow information:
|
|
|
Cash paid for
income taxes
|
$-
|
$-
|
Cash paid for
interest
|
$-
|
$-
|
See accompanying notes to condensed consolidated financial
statements.
8
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 agents and brokers. KICO is a licensed
insurance company in the States of New York, New Jersey, Rhode
Island, Massachusetts, Pennsylvania, Connecticut, Maine and New
Hampshire. KICO is currently offering its property and casualty
insurance products in New York, New Jersey, Rhode Island,
Massachusetts, Connecticut and Pennsylvania. Although New Jersey,
Rhode Island, Massachusetts and Connecticut are now growing
expansion markets for the Company, 91.4% and 97.2% of KICO’s
direct written premiums for the three months ended March 31, 2019
and 2018, respectively, came from the New York
policies.
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,
2018 and notes thereto included in the Company’s Annual
Report on Form 10-K filed with the SEC on March 18, 2019. 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, 2019
may not be indicative of the results that may be expected for the
year ending December 31, 2019.
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.
Principles of Consolidation
The
condensed consolidated financial statements consist of Kingstone
and its wholly owned subsidiaries, as well as 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
August 2018, the SEC adopted the final rule under SEC Release
No. 33-10532, “Disclosure Update and
Simplification,” amending certain disclosure requirements
that were redundant, duplicative, overlapping, outdated or
superseded. In addition, the amendments expanded the disclosure
requirements on the analysis of stockholders' equity for interim
financial statements. Under the amendments, an analysis of changes
in each caption of stockholders' equity presented in the balance
sheet must be provided in a note or separate statement. The
analysis should present a reconciliation of the beginning balance
to the ending balance of each period for which a statement of
comprehensive income is required to be filed. This final rule was
effective on November 5, 2018. The Company adopted the provisions
of this Release effective January 1, 2019, and included the
required presentation of changes in stockholders’ equity for
the months ended March 31, 2019 and 2018.
9
In
February 2016, the FASB issued ASU 2016-02 – Leases (Topic
842) (“ASU 2016-02”). Under this ASU, the Company
recognized 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 has been measured at 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 Company’s incremental borrowing rate.
The Company adopted ASU 2016-02 effective January 1, 2019 using the
cumulative effect adjustment transition method, which applies the
provision of the standard at the effective date without adjusting
the comparative periods presented. The adoption of the updated
guidance resulted in the Company recognizing a right-of-use asset
of $855,000 as part of other assets and a lease liability of
$855,000 as part of accounts payable, accrued expenses and other
liabilities in the condensed consolidated balance sheet. The
right-of use-asset is amortized as rent expense on a straight line
basis. The adoption of this ASU did not have a material effect on
the Company's results of operations or liquidity.
Accounting Pronouncements
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.
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, estimated fair value, and unrealized gains and
losses of investments in fixed-maturity securities classified as
available-for-sale as of March 31, 2019 and December 31, 2018 are
summarized as follows:
|
March 31,
2019
|
|||||
|
|
|
|
|
|
Net
|
|
Cost
or
|
Gross
|
Gross Unrealized
Losses
|
Estimated
|
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
|
$8,229,100
|
$70,628
|
$-
|
$(9,784)
|
$8,289,944
|
$60,844
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories and
Possessions
|
5,688,302
|
117,032
|
-
|
(6,230)
|
5,799,104
|
110,802
|
|
|
|
|
|
|
|
Corporate and
other bonds
|
|
|
|
|
|
|
Industrial and
miscellaneous
|
124,354,135
|
1,368,129
|
(57,955)
|
(710,936)
|
124,953,373
|
599,238
|
|
|
|
|
|
|
|
Residential
mortgage and other
|
|
|
|
|
|
|
asset backed
securities (1)
|
21,648,213
|
271,364
|
(95,026)
|
(389,820)
|
21,434,731
|
(213,482)
|
Total
|
$159,919,750
|
$1,827,153
|
$(152,981)
|
$(1,116,770)
|
$160,477,152
|
$557,402
|
(1)
In 2017, KICO
placed certain residential mortgage backed securities as eligible
collateral in a designated custodian account related to its
membership in 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,
2019, the estimated fair value of the eligible investments was
approximately $5,553,000. KICO will retain all rights regarding all
securities if pledged as collateral. As of March 31, 2019, there
was no outstanding balance on the FHLBNY credit line.
10
|
December 31,
2018
|
|||||
|
|
|
|
|
|
Net
|
|
Cost
or
|
Gross
|
Gross Unrealized
Losses
|
Estimated
|
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
|
$8,222,050
|
$26,331
|
$(28,000)
|
$-
|
$8,220,381
|
$(1,669)
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories and
Possessions
|
6,339,540
|
50,903
|
(12,327)
|
(36,508)
|
6,341,608
|
2,068
|
|
|
|
|
|
|
|
Corporate and
other bonds
|
|
|
|
|
|
|
Industrial and
miscellaneous
|
119,078,698
|
123,740
|
(2,775,540)
|
(676,605)
|
115,750,293
|
(3,328,405)
|
|
|
|
|
|
|
|
Residential
mortgage and other
|
|
|
|
|
|
|
asset backed
securities (1)
|
21,790,973
|
236,502
|
(231,229)
|
(331,012)
|
21,465,234
|
(325,739)
|
Total
|
$155,431,261
|
$437,476
|
$(3,047,096)
|
$(1,044,125)
|
$151,777,516
|
$(3,653,745)
|
(1)
In 2017, KICO
placed certain residential mortgage backed securities as eligible
collateral in a designated custodian account related to its
membership in 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, 2018, the estimated fair value of
the eligible investments was approximately $5,116,000. KICO will
retain all rights regarding all securities if pledged as
collateral. As of December 31, 2018, there was no outstanding
balance on the FHLBNY credit line.
A
summary of the amortized cost and estimated fair value of the
Company’s investments in available-for-sale fixed-maturity
securities by contractual maturity as of March 31, 2019 and
December 31, 2018 is shown below:
|
March 31,
2019
|
December 31,
2018
|
||
|
Amortized
|
Estimated
|
Amortized
|
Estimated
|
Remaining Time to
Maturity
|
Cost
|
Fair
Value
|
Cost
|
Fair
Value
|
|
|
|
||
Less than one
year
|
$14,232,940
|
$14,242,115
|
$6,742,519
|
$6,738,014
|
One to five
years
|
43,224,501
|
43,505,313
|
47,038,838
|
46,640,012
|
Five to ten
years
|
77,839,224
|
78,416,804
|
76,884,505
|
74,290,076
|
More than
10 years
|
2,974,872
|
2,878,189
|
2,974,426
|
2,644,180
|
Residential
mortgage and other asset backed securities
|
21,648,213
|
21,434,731
|
21,790,973
|
21,465,234
|
Total
|
$159,919,750
|
$160,477,152
|
$155,431,261
|
$151,777,516
|
11
The
actual maturities may differ from contractual maturities because
certain borrowers have the right to call or prepay obligations with
or without penalties.
Equity Securities
The
cost, estimated fair value, and gross gains and losses of
investments in equity securities as of March 31, 2019 and December
31, 2018 are as follows:
|
March 31,
2019
|
|||
|
|
Gross
|
Gross
|
Estimated
|
Category
|
Cost
|
Gains
|
Losses
|
Fair
Value
|
|
|
|||
Equity Securities:
|
|
|
|
|
Preferred
stocks
|
$7,882,618
|
$109,135
|
$(101,961)
|
$7,889,792
|
Common stocks and
exchange
|
|
|
|
|
traded mutual
funds
|
11,763,863
|
679,795
|
(669,463)
|
11,774,195
|
Total
|
$19,646,481
|
$788,930
|
$(771,424)
|
$19,663,987
|
|
December 31,
2018
|
|||
|
|
Gross
|
Gross
|
Estimated
|
Category
|
Cost
|
Gains
|
Losses
|
Fair
Value
|
|
|
|||
Equity Securities:
|
|
|
|
|
Preferred
stocks
|
$6,694,754
|
$-
|
$(541,798)
|
$6,152,956
|
Common stocks and
exchange
|
|
|
|
|
traded mutual
funds
|
11,611,232
|
99,817
|
(1,291,389)
|
10,419,660
|
Total
|
$18,305,986
|
$99,817
|
$(1,833,187)
|
$16,572,616
|
Other Investments
The
cost, estimated fair value, and gross gains of the Company’s
other investments as of March 31, 2019 and December 31, 2018 are as
follows:
|
March 31,
2019
|
December 31,
2018
|
||||
|
|
Gross
|
Estimated
|
|
Gross
|
Estimated
|
Category
|
Cost
|
Gains
|
Fair
Value
|
Cost
|
Gains
|
Fair
Value
|
|
|
|
|
|
||
Other Investments:
|
|
|
|
|
|
|
Hedge
fund
|
$1,999,381
|
$148,564
|
$2,147,945
|
$1,999,381
|
$(144,156)
|
$1,855,225
|
Total
|
$1,999,381
|
$148,564
|
$2,147,945
|
$1,999,381
|
$(144,156)
|
$1,855,225
|
12
Held-to-Maturity Securities
The
amortized cost, estimated fair value, and unrealized gains and
losses of investments in held-to-maturity fixed-maturity securities
as of March 31, 2019 and December 31, 2018 are summarized as
follows:
|
March 31,
2019
|
|||||
|
|
|
|
|
|
|
|
Cost
or
|
Gross
|
Gross Unrealized
Losses
|
Estimated
|
Net
|
|
|
Amortized
|
Unrealized
|
Less than
12
|
More than
12
|
Fair
|
Unrealized
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
Gains
|
|
|
|||||
Held-to-Maturity Securities:
|
|
|
|
|
|
|
U.S. Treasury
securities
|
$729,517
|
$147,522
|
$(1,177)
|
$-
|
$875,862
|
$146,345
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories and
Possessions
|
998,759
|
45,676
|
-
|
-
|
1,044,435
|
45,676
|
|
|
|
|
|
|
|
Corporate and
other bonds
|
|
|
|
|
|
|
Industrial and
miscellaneous
|
2,096,344
|
65,540
|
-
|
(5,570)
|
2,156,314
|
59,970
|
|
|
|
|
|
|
|
Total
|
$3,824,620
|
$258,738
|
$(1,177)
|
$(5,570)
|
$4,076,611
|
$251,991
|
|
December 31,
2018
|
|||||
|
|
|
|
|
|
|
|
Cost
or
|
Gross
|
Gross Unrealized
Losses
|
Estimated
|
Net
|
|
|
Amortized
|
Unrealized
|
Less than
12
|
More than
12
|
Fair
|
Unrealized
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
Gains
|
|
|
|||||
Held-to-Maturity Securities:
|
|
|
|
|
|
|
U.S. Treasury
securities
|
$729,507
|
$147,532
|
$(3,964)
|
$-
|
$873,075
|
$143,568
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories and
Possessions
|
998,803
|
33,862
|
-
|
-
|
1,032,665
|
33,862
|
|
|
|
|
|
|
|
Corporate and
other bonds
|
|
|
|
|
|
|
Industrial and
miscellaneous
|
2,494,545
|
38,461
|
(1,425)
|
(10,905)
|
2,520,676
|
26,131
|
|
|
|
|
|
|
|
Total
|
$4,222,855
|
$219,855
|
$(5,389)
|
$(10,905)
|
$4,426,416
|
$203,561
|
Held-to-maturity
U.S. Treasury securities are held in trust pursuant to various
states’ minimum funds requirements.
13
A
summary of the amortized cost and estimated fair value of the
Company’s investments in held-to-maturity securities by
contractual maturity as of March 31, 2019 and December 31, 2018 is
shown below:
|
March 31,
2019
|
December 31,
2018
|
||
|
Amortized
|
Estimated
|
Amortized
|
Estimated
|
Remaining Time to
Maturity
|
Cost
|
Fair
Value
|
Cost
|
Fair
Value
|
|
|
|
||
Less than one
year
|
$-
|
$-
|
$-
|
$-
|
One to five
years
|
2,598,323
|
2,676,159
|
2,996,685
|
3,036,531
|
Five to ten
years
|
619,780
|
646,413
|
619,663
|
635,846
|
More than
10 years
|
606,517
|
754,039
|
606,507
|
754,039
|
Total
|
$3,824,620
|
$4,076,611
|
$4,222,855
|
$4,426,416
|
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,
|
|
|
2019
|
2018
|
|
|
|
Income:
|
|
|
Fixed-maturity
securities
|
$1,526,870
|
$1,150,293
|
Equity
securities
|
207,144
|
200,497
|
Cash and cash
equivalents
|
40,401
|
73,259
|
Total
|
1,774,415
|
1,424,049
|
Expenses:
|
|
|
Investment
expenses
|
150,703
|
40,060
|
Net investment
income
|
$1,623,712
|
$1,383,989
|
Proceeds
from the sale and redemption of fixed-maturity securities
held-to-maturity were $400,000 and $-0- for the three months ended
March 31, 2019 and 2018, respectively.
Proceeds
from the sale or maturity of fixed-maturity securities
available-for-sale were $1,505,382 and $7,891,145 for the three
months ended March 31, 2019 and 2018, respectively.
Proceeds
from the sale of equity securities were $246,047 and $3,378,515 for
the three months ended March 31, 2019 and 2018,
respectively.
14
The
Company’s net gains (losses) on investments are summarized as
follows:
|
Three months
ended
|
|
|
March
31,
|
|
|
2019
|
2018
|
Realized Losses
|
|
|
|
|
|
Fixed-maturity securities:
|
|
|
Gross realized
gains
|
$6,002
|
$117,469
|
Gross realized
losses
|
(28,433)
|
(334,969)
|
|
(22,431)
|
(217,500)
|
|
|
|
Equity securities:
|
|
|
Gross realized
gains
|
3,200
|
210,558
|
Gross realized
losses
|
(5,961)
|
(236,831)
|
|
(2,761)
|
(26,273)
|
|
|
|
Net realized
losses
|
(25,192)
|
(243,773)
|
|
|
|
Unrealized Gains (Losses)
|
|
|
|
|
|
Equity securities:
|
|
|
Gross
gains
|
1,767,835
|
-
|
Gross
losses
|
-
|
(307,214)
|
|
1,767,835
|
(307,214)
|
|
|
|
Other investments:
|
|
|
Gross
gains
|
292,720
|
27,860
|
Gross
losses
|
-
|
-
|
|
292,720
|
27,860
|
|
|
|
Net unrealized
gains (losses)
|
2,060,555
|
(279,354)
|
|
|
|
Net gains (losses)
on investments
|
$2,035,363
|
$(523,127)
|
15
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 to evaluate
the necessity of recording impairment losses for
other-than-temporary declines in the estimated 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). 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) 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 (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, 2019 and
December 31, 2018, there were 94 and 156 fixed-maturity securities,
respectively that accounted for the gross unrealized loss. The
Company determined that none of the other unrealized losses were
deemed to be OTTI for its portfolio of investments for the three
months ended March 31, 2019 and 2018. 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 estimated fair value to the Company’s
cost basis.
16
The
Company held available-for-sale securities with unrealized losses
representing declines that were considered temporary at March 31,
2019 as follows:
|
March 31,
2019
|
|||||||
|
Less than 12
months
|
12 months or
more
|
Total
|
|||||
|
Estimated
|
|
No.
of
|
Estimated
|
|
No.
of
|
Estimated
|
|
|
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
|
$-
|
$-
|
-
|
$3,972,480
|
(9,784)
|
2
|
$3,972,480
|
$(9,784)
|
|
|
|
|
|
|
|
|
|
Political
subdivisions of States,
Territories and Possessions
|
-
|
-
|
-
|
825,878
|
(6,230)
|
2
|
825,878
|
(6,230)
|
|
|
|
|
|
|
|
|
|
Corporate and
other bonds industrial
and miscellaneous
|
9,045,064
|
(57,955)
|
11
|
40,520,044
|
(710,936)
|
52
|
49,565,108
|
(768,891)
|
|
|
|
|
|
|
|
|
|
Residential
mortgage and other asset backed
securities
|
2,666,892
|
(95,026)
|
4
|
15,432,106
|
(389,820)
|
23
|
18,098,998
|
(484,846)
|
|
|
|
|
|
|
|
|
|
Total
fixed-maturity securities
|
$11,711,956
|
$(152,981)
|
15
|
$60,750,508
|
$(1,116,770)
|
79
|
$72,462,464
|
$(1,269,751)
|
17
The
Company held available-for-sale securities with unrealized losses
representing declines that were considered temporary at December
31, 2018 as follows:
|
December 31,
2018
|
|||||||
|
Less than 12
months
|
12 months or
more
|
Total
|
|||||
|
Estimated
|
|
No.
of
|
Estimated
|
|
No.
of
|
Estimated
|
|
|
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
|
$4,948,530
|
$(28,000)
|
3
|
$-
|
$-
|
-
|
$4,948,530
|
$(28,000)
|
|
|
|
|
|
|
|
|
|
Political
subdivisions of States,
Territories and Possessions
|
555,375
|
(12,327)
|
1
|
1,436,242
|
(36,508)
|
3
|
1,991,617
|
(48,835)
|
|
|
|
|
|
|
|
|
|
Corporate and
other bonds industrial
and miscellaneous
|
81,004,459
|
(2,775,540)
|
97
|
13,424,888
|
(676,605)
|
24
|
94,429,347
|
(3,452,145)
|
|
|
|
|
|
|
|
|
|
Residential
mortgage and other asset backed
securities
|
7,002,713
|
(231,229)
|
9
|
11,928,425
|
(331,012)
|
19
|
18,931,138
|
(562,241)
|
|
|
|
|
|
|
|
|
|
Total
fixed-maturity securities
|
$93,511,077
|
$(3,047,096)
|
110
|
$26,789,555
|
$(1,044,125)
|
46
|
$120,300,632
|
$(4,091,221)
|
18
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.
19
The
following table presents information about the Company’s
investments that are measured at fair value on a recurring basis at
March 31, 2019 and December 31, 2018 indicating the fair value
hierarchy of the valuation inputs the Company utilized to determine
such fair value:
|
March 31,
2019
|
|||
|
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
|
$8,289,944
|
$-
|
$-
|
$8,289,944
|
|
|
|
|
|
Political
subdivisions of States,
Territories and Possessions
|
-
|
5,799,104
|
-
|
5,799,104
|
|
|
|
|
|
Corporate and
other bonds industrial
and miscellaneous
|
121,238,077
|
3,715,296
|
-
|
124,953,373
|
|
|
|
|
|
Residential
mortgage backed securities
|
-
|
21,434,731
|
-
|
21,434,731
|
Total fixed
maturities
|
129,528,021
|
30,949,131
|
-
|
160,477,152
|
Equity securities
|
19,663,987
|
-
|
-
|
19,663,987
|
Total
investments
|
$149,192,008
|
$30,949,131
|
$-
|
$180,141,139
|
|
December 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
|
$8,220,381
|
$-
|
$-
|
$8,220,381
|
|
|
|
|
|
Political
subdivisions of States,
Territories and Possessions
|
-
|
6,341,608
|
-
|
6,341,608
|
|
|
|
|
|
Corporate and
other bonds industrial
and miscellaneous
|
112,076,270
|
3,674,023
|
-
|
115,750,293
|
|
|
|
|
|
Residential
mortgage backed securities
|
-
|
21,465,234
|
-
|
21,465,234
|
Total fixed
maturities
|
120,296,651
|
31,480,865
|
-
|
151,777,516
|
Equity securities
|
16,572,616
|
-
|
-
|
16,572,616
|
Total
investments
|
$136,869,267
|
$31,480,865
|
$-
|
$168,350,132
|
20
Pursuant to ASC 820 “Fair Value Measurement,” an entity
is permitted, as a practical expedient, to estimate the fair value
of an investment within the scope of ASC 820 using the net asset
value (“NAV”) per share of the investment. The
following table sets forth the Company’s investment in a
hedge fund investment measured at NAV per share as of March 31,
2019 and December 31, 2018. The Company measures this investment at
fair value on a recurring basis. Fair value using NAV per share is
as follows as of the dates indicated:
Category
|
March 31,
2019
|
December
31,
2018
|
Other
Investments:
|
|
|
Hedge fund
|
$2,147,945
|
$1,855,225
|
Total
|
$2,147,945
|
$1,855,225
|
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
recorded in the condensed consolidated statements of operations and
comprehensive (loss) within net gains (losses) on
investments.
The
estimated fair value and the level of the fair value hierarchy of
the Company’s long-term debt as of March 31, 2019 and
December 31, 2018 not measured at fair value is as
follows:
|
March 31,
2019
|
|||
|
Level
1
|
Level
2
|
Level
3
|
Total
|
Long-term debt
|
|
|||
|
|
|
|
|
Senior Notes due
2022
|
$-
|
$28,485,329
|
$-
|
$28,485,329
|
|
December 31,
2018
|
|||
|
Level
1
|
Level
2
|
Level
3
|
Total
|
Long-term debt
|
|
|||
|
|
|
|
|
Senior Notes due
2022
|
$-
|
$28,521,734
|
$-
|
$28,521,734
|
21
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 and real
estate:
Equity securities, available-for-sale fixed income securities, and
other investments: Fair value disclosures for
these investments are included in “Note 3 -
Investments” and “Note 4 – Fair Value
Measurements”.
Cash and cash equivalents: The carrying values of cash and
cash equivalents approximate their fair values because of the
short-term nature of these instruments.
Premiums receivable and reinsurance
receivables: The carrying values reported in the
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 estimated fair value of
long-term debt is based on observable market interest rates when
available. When observable market interest rates were not
available, the estimated fair values of debt were based on
observable market interest rates of comparable instruments adjusted
for differences between the observed instruments and the
instruments being valued or estimated using discounted cash flow
analyses, based on current incremental borrowing rates for similar
types of borrowing arrangements.
The
estimated fair values of the Company’s financial instruments
and real estate as of March 31, 2019 and December 31, 2018 are as
follows:
|
March 31,
2019
|
December 31,
2018
|
||
|
Carrying
|
Estimated
|
Carrying
|
Estimated
|
|
Value
|
Fair
Value
|
Value
|
Fair
Value
|
|
|
|
|
|
Fixed-maturity
securities-held-to maturity
|
$3,824,620
|
$4,076,611
|
$4,222,855
|
$4,426,416
|
Cash and cash
equivalents
|
$15,764,480
|
$15,764,480
|
$21,138,403
|
$21,138,403
|
Premiums
receivable, net
|
$14,211,748
|
$14,211,748
|
$13,961,599
|
$13,961,599
|
Reinsurance
receivables, net
|
$26,157,637
|
$26,157,637
|
$26,367,115
|
$26,367,115
|
Real estate, net
of accumulated depreciation
|
$2,285,933
|
$2,705,000
|
$2,300,827
|
$2,705,000
|
Reinsurance
balances payable
|
$1,201,931
|
$1,201,931
|
$1,933,376
|
$1,933,376
|
Long-term debt,
net
|
$29,339,296
|
$28,485,329
|
$29,295,251
|
$28,521,734
|
22
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, 2019
|
|
|
|
|
Premiums
written
|
$37,488,548
|
$(34)
|
$(7,127,909)
|
$30,360,605
|
Change in unearned
premiums
|
(628,067)
|
195
|
(136,844)
|
(764,716)
|
Premiums
earned
|
$36,860,481
|
$161
|
$(7,264,753)
|
$29,595,889
|
|
|
|
|
|
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
|
Premium
receipts in advance of the policy effective date are recorded as
advance premiums. The balance of advance premiums as of March 31,
2019 and December 31, 2018 was $3,064,413 and $2,107,629,
respectively.
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,
|
|
|
2019
|
2018
|
|
|
|
Balance at
beginning of period
|
$56,197,106
|
$48,799,622
|
Less reinsurance
recoverables
|
(15,671,247)
|
(16,748,908)
|
Net balance,
beginning of period
|
40,525,859
|
32,050,714
|
|
|
|
Incurred related
to:
|
|
|
Current
year
|
24,655,975
|
17,367,560
|
Prior
years
|
4,478,249
|
(101,230)
|
Total
incurred
|
29,134,224
|
17,266,330
|
|
|
|
Paid related
to:
|
|
|
Current
year
|
7,731,086
|
5,971,788
|
Prior
years
|
8,405,440
|
6,495,154
|
Total
paid
|
16,136,526
|
12,466,942
|
|
|
|
Net balance at end
of period
|
53,523,557
|
36,850,102
|
Add reinsurance
recoverables
|
15,586,714
|
19,422,011
|
Balance at end of
period
|
$69,110,271
|
$56,272,113
|
Incurred
losses and LAE are net of reinsurance recoveries under reinsurance
contracts of $3,135,894 and $5,612,056 for the three months ended
March 31, 2019 and 2018, respectively.
23
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, 2019
and 2018 was $4,478,249 unfavorable and $(101,230), favorable,
respectively. During the three
months ended March 31, 2019, the Company increased case reserves
for certain older open liability claims, which primarily affected
the ultimate loss projections for commercial lines
business. 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.
The
reserving process for loss and LAE reserves provides for the
Company’s best estimate at a particular point in time of the
ultimate unpaid cost of all losses and LAE incurred, including
settlement and administration of losses, and is based on facts and
circumstances then known including losses that have occurred but
that have not yet been reported. The process relies on standard
actuarial reserving methodologies, judgments relative to estimates
of ultimate claims’ severity and frequency, the length of
time before losses will develop to their ultimate level
(‘tail’ factors), and the likelihood of changes in the
law or other external factors that are beyond the Company’s
control. Several actuarial reserving methodologies are used to
estimate required loss reserves. The process produces carried
reserves set by management based upon the actuaries’ best
estimate and is the cumulative combination of the best estimates
made by line of business, accident year, and loss and LAE. The
amount of loss and LAE reserves for individual reported claims (the
“case reserve”) is determined by the claims department
and changes over time as new information is gathered. Such
information includes a review of coverage applicability,
comparative liability on the part of the insured, injury severity,
property damage, replacement cost estimates, and any other
information considered pertinent to estimating the exposure
presented by the claim. The amounts of loss and LAE reserves for
unreported claims and development on known claims (IBNR reserves)
are determined using historical information aggregated by line of
insurance as adjusted to current conditions. Since this process
produces loss reserves set by management based upon the
actuaries’ best estimate, there is no explicit or implicit
provision for uncertainty in the carried loss
reserves.
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
period’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 periods.
Several methods are used, varying by line of business and accident
year, in order to select the estimated period-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.
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.
24
The
Company is not aware of any claim 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, 2016 and prior is limited,
although there remains the possibility of adverse development on
reported claims (“case development” IBNR). In certain
rare circumstances states have retroactively revised a statute of
limitations. The Company is not aware of any such effort that would
have a material impact on the Company’s results.
The
following is information about incurred and paid claims development
as of March 31, 2019, net of reinsurance, as well as the cumulative
reported claims by accident year and total IBNR reserves as of
March 31, 2019 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, 2010 to
December 31, 2018 is presented as supplementary unaudited
information.
25
All Lines of Business
(in thousands, except reported claims data)
|
|
|
|
|
|
|
|
|
|
|
As
of
|
|
|
Incurred Loss
and Allocated Loss Adjustment Expenses, Net of
Reinsurance
|
|
March 31,
2019
|
|||||||||
Accident
|
For the Years
Ended December 31,
|
Three
Months
Ended
March
31,
|
|
Cumulative
Number of Reported Claims by Accident
|
||||||||
Year
|
2010
|
2011
|
2012
|
2013
|
2014
|
2015
|
2016
|
2017
|
2018
|
2019
|
IBNR
|
Year
|
|
(Unaudited 2010
- 2018)
|
(Unaudited)
|
|
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
|
|
2010
|
$5,598
|
$5,707
|
$6,429
|
$6,623
|
$6,912
|
$6,853
|
$6,838
|
$6,840
|
$6,787
|
$6,787
|
$-
|
1,617
|
2011
|
|
7,603
|
7,678
|
8,618
|
9,440
|
9,198
|
9,066
|
9,144
|
9,171
|
9,175
|
-
|
1,914
|
2012
|
|
|
9,539
|
9,344
|
10,278
|
10,382
|
10,582
|
10,790
|
10,791
|
10,831
|
1
|
4,704(1)
|
2013
|
|
|
|
10,728
|
9,745
|
9,424
|
9,621
|
10,061
|
10,089
|
10,068
|
35
|
1,560
|
2014
|
|
|
|
|
14,193
|
14,260
|
14,218
|
14,564
|
15,023
|
15,925
|
261
|
2,132
|
2015
|
|
|
|
|
|
22,340
|
21,994
|
22,148
|
22,491
|
22,598
|
497
|
2,553
|
2016
|
|
|
|
|
|
|
26,062
|
24,941
|
24,789
|
25,658
|
1,188
|
2,867
|
2017
|
|
|
|
|
|
|
|
31,605
|
32,169
|
33,597
|
2,920
|
3,350
|
2018
|
|
|
|
|
|
|
|
|
54,455
|
55,591
|
7,322
|
4,090
|
2019
|
|
|
|
|
|
|
|
|
|
23,359
|
8,904
|
962
|
Total
|
$213,589
|
|
|
(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
|
|||||||||
Accident
|
For the Years
Ended December 31,
|
Three
Months
Ended
March
31,
|
||||||||
Year
|
2010
|
2011
|
2012
|
2013
|
2014
|
2015
|
2016
|
2017
|
2018
|
2019
|
|
(Unaudited 2010
- 2018)
|
(Unaudited)
|
||||||||
|
|
|
|
|
|
|
|
|
|
|
2009
|
$2,566
|
$3,947
|
$4,972
|
$5,602
|
$6,323
|
$6,576
|
$6,720
|
$6,772
|
$6,780
|
$6,780
|
2010
|
|
3,740
|
5,117
|
6,228
|
7,170
|
8,139
|
8,540
|
8,702
|
8,727
|
8,733
|
2011
|
|
|
3,950
|
5,770
|
7,127
|
8,196
|
9,187
|
10,236
|
10,323
|
10,412
|
2012
|
|
|
|
3,405
|
5,303
|
6,633
|
7,591
|
8,407
|
9,056
|
9,155
|
2013
|
|
|
|
|
5,710
|
9,429
|
10,738
|
11,770
|
13,819
|
13,860
|
2014
|
|
|
|
|
|
12,295
|
16,181
|
18,266
|
19,984
|
20,193
|
2015
|
|
|
|
|
|
|
15,364
|
19,001
|
21,106
|
21,306
|
2016
|
|
|
|
|
|
|
|
16,704
|
24,820
|
25,426
|
2017
|
|
|
|
|
|
|
|
|
32,383
|
39,136
|
2018
|
|
|
|
|
|
|
|
|
|
7,320
|
Total
|
$162,321
|
|||||||||
|
|
|
|
|
|
|
|
|
|
|
Net
liability for unpaid loss and allocated loss adjustment expenses
for the accident years presented
|
$51,268
|
|||||||||
All outstanding
liabilities before 2009, net of reinsurance
|
108
|
|||||||||
Liabilities for
loss and allocated loss adjustment expenses, net of
reinsurance
|
$51,376
|
26
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.
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:
|
As
of
|
(in thousands)
|
March
31,
2019
|
Liabilities for
loss and loss adjustment expenses, net of reinsurance
|
$51,376
|
Total reinsurance
recoverable on unpaid losses
|
15,587
|
Unallocated loss
adjustment expenses
|
2,147
|
Total gross
liability for loss and LAE reserves
|
$69,110
|
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, 2019 and 2018 for its personal lines
business, which primarily consists of homeowners’ policies,
were covered under a treaty covering a two-year period from July 1,
2017 through June 30, 2019 (“2017-2019 Treaty”). The
treaty in effect for the three months ended March 31, 2019 is
covered under the July 1, 2018 through June 30, 2019 treaty year
(“2018/2019 Treaty Year”) and the treaty in effect for
the three months ended March 31, 2018 was covered under the July 1,
2017 through June 30, 2018 treaty year (“2017/2018 Treaty
Year”).
In
August 2018, the Company terminated its contract with one of the
reinsurers that was a party to the 2017/2019 Treaty. This
termination was retroactive to July 1, 2018 and had the effect of
reducing the quota share ceding rate to 10% under the 2018/2019
Treaty Year from 20% under the 2017/2018 Treaty Year.
27
The
Company entered into new excess of loss and catastrophe reinsurance
treaties effective July 1, 2018. Material terms for reinsurance
treaties in effect for the treaty years shown below are as
follows:
|
Treaty
Year
|
||
|
July 1,
2018
|
July 1,
2017
|
July 1,
2016
|
|
to
|
to
|
to
|
Line of
Busines
|
June 30,
2019
|
June 30,
2018
|
June 30,
2017
|
|
|
|
|
Personal Lines:
|
|
|
|
Homeowners,
dwelling fire and canine legal liability
|
|
|
|
Quota share
treaty:
|
|
|
|
Percent
ceded
|
10%
|
20%
|
40%
|
Risk
retained
|
$900,000
|
$800,000
|
$500,000
|
Losses per
occurrence subject to quota share reinsurance coverage
|
$1,000,000
|
$1,000,000
|
$833,333
|
Excess of loss
coverage and facultative facility above quota share coverage
(1)
|
$9,000,000
|
$9,000,000
|
$3,666,667
|
|
in excess of
|
in excess of
|
in excess of
|
|
$1,000,000
|
$1,000,000
|
$833,333
|
Total reinsurance
coverage per occurrence
|
$9,100,000
|
$9,200,000
|
$4,000,000
|
Losses per
occurrence subject to reinsurance coverage
|
$10,000,000
|
$10,000,000
|
$4,500,000
|
Expiration
date
|
June 30, 2019
|
June 30, 2019
|
June 30, 2017
|
|
|
|
|
Personal
Umbrella
|
|
|
|
Quota share
treaty:
|
|
|
|
Percent ceded -
first $1,000,000 of coverage
|
90%
|
90%
|
90%
|
Percent ceded -
excess of $1,000,000 dollars of coverage
|
100%
|
100%
|
100%
|
Risk
retained
|
$100,000
|
$100,000
|
$100,000
|
Total reinsurance
coverage per occurrence
|
$4,900,000
|
$4,900,000
|
$4,900,000
|
Losses per
occurrence subject to quota share reinsurance coverage
|
$5,000,000
|
$5,000,000
|
$5,000,000
|
Expiration
date
|
June 30, 2019
|
June 30, 2018
|
June 30, 2017
|
|
|
|
|
Commercial Lines:
|
|
|
|
General liability
commercial policies
|
|
|
|
Quota share
treaty
|
None
|
None
|
None
|
Risk
retained
|
$750,000
|
$750,000
|
$500,000
|
Excess of loss
coverage above risk retained
|
$3,750,000
|
$3,750,000
|
$4,000,000
|
|
in excess of
|
in excess of
|
in excess of
|
|
$750,000
|
$750,000
|
$500,000
|
Total reinsurance
coverage per occurrence
|
$3,750,000
|
$3,750,000
|
$4,000,000
|
Losses per
occurrence subject to reinsurance coverage
|
$4,500,000
|
$4,500,000
|
$4,500,000
|
|
|
|
|
Commercial
Umbrella
|
|
|
|
Quota share
treaty:
|
|
|
|
Percent ceded -
first $1,000,000 of coverage
|
90%
|
90%
|
90%
|
Percent ceded -
excess of $1,000,000 of coverage
|
100%
|
100%
|
100%
|
Risk
retained
|
$100,000
|
$100,000
|
$100,000
|
Total reinsurance
coverage per occurrence
|
$4,900,000
|
$4,900,000
|
$4,900,000
|
Losses per
occurrence subject to quota share reinsurance coverage
|
$5,000,000
|
$5,000,000
|
$5,000,000
|
Expiration
date
|
June 30, 2019
|
June 30, 2018
|
June 30, 2017
|
|
|
|
|
Catastrophe
Reinsurance:
|
|
|
|
Initial loss
subject to personal lines quota share treaty
|
$5,000,000
|
$5,000,000
|
$5,000,000
|
Risk retained per
catastrophe occurrence (2)
|
$4,500,000
|
$4,000,000
|
$3,000,000
|
Catastrophe loss
coverage in excess of quota share coverage (3) (4)
|
$445,000,000
|
$315,000,000
|
$247,000,000
|
Reinstatement
premium protection (5)
|
Yes
|
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,
2018, the top $50,000,000 layer of catastrophe reinsurance coverage
has a two-year term expiring on June 30, 2020.
(5)
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.
Effective July 1,
2018, reinstatement premium protection for $210,000,000 of
catastrophe coverage in excess of
$5,000,000.
28
The
single maximum risks per occurrence to which the Company is subject
under the treaties effective July 1, 2018 are as
follows:
|
|
July 1, 2018 -
June 30, 2019
|
|||
Treaty
|
|
Extent of
Loss
|
|
Risk
Retained
|
|
Personal
Lines (1)
|
|
Initial
$1,000,000
|
|
$900,000
|
|
|
|
$1,000,000
- $10,000,000
|
|
None
|
(2)
|
|
|
Over
$10,000,000
|
|
100%
|
|
|
|
|
|
|
|
Personal
Umbrella
|
|
Initial
$1,000,000
|
|
$100,000
|
|
|
|
$1,000,000
- $5,000,000
|
|
None
|
|
|
|
Over
$5,000,000
|
|
100%
|
|
|
|
|
|
|
|
Commercial
Lines
|
|
Initial
$750,000
|
|
$750,000
|
|
|
|
$750,000
- $4,500,000
|
|
None
|
(3)
|
|
|
Over
$4,500,000
|
|
100%
|
|
|
|
|
|
|
|
Commercial
Umbrella
|
|
Initial
$1,000,000
|
|
$100,000
|
|
|
|
$1,000,000
- $5,000,000
|
|
None
|
|
|
|
Over
$5,000,000
|
|
100%
|
|
|
|
|
|
|
|
Catastrophe
(4)
|
|
Initial
$5,000,000
|
|
$4,500,000
|
|
|
|
$5,000,000
- $450,000,000
|
|
None
|
|
|
|
Over
$450,000,000
|
|
100%
|
|
(1)
Treaty for July 1,
2018 – June 30, 2019 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
single maximum risks per occurrence to which the Company is subject
under the treaty years shown below 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.
29
The
Company’s reinsurance program is structured to enable the
Company to significantly grow its premium volume while maintaining
regulatory capital and other financial ratios generally within or
below the expected ranges used for regulatory oversight purposes.
The reinsurance program also provides income as a result of ceding
commissions earned pursuant to the quota share reinsurance
contracts. The Company’s participation in reinsurance
arrangements does not relieve the Company of its obligations to
policyholders.
Ceding Commission Revenue
The
Company earns ceding commission revenue under its quota share
reinsurance agreements based on: (i) a fixed provisional commission
rate at which provisional ceding commissions are earned, and (ii) a
sliding scale of commission rates and ultimate treaty year loss
ratios on the policies reinsured under each of these agreements
based upon which contingent ceding commissions are earned. The
sliding scale includes minimum and maximum commission rates in
relation to specified ultimate loss ratios. The commission rate and
contingent ceding commissions earned increases when the estimated
ultimate loss ratio decreases and, conversely, the commission rate
and contingent ceding commissions earned decreases when the
estimated ultimate loss ratio increases.
The
Company’s estimated ultimate treaty year loss ratios (the
“Loss Ratio(s)”) for treaties in effect for the three
months ended March 31, 2019 are attributable to contracts under the
2017/2019 Treaty for the 2018/2019 Treaty Year. The Loss Ratios for
treaties in effect for the three months ended March 31, 2018 are
attributable to contracts under the 2017/2019 Treaty for the
2017/2018 Treaty Year.
Treaty in effect for the three months ended March 31,
2019
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, 2018 through March 31, 2019
attributable to the 2017/2019 Treaty were consistent with the
contractual Loss Ratio at which provisional ceding commissions were
earned, and therefore no contingent commission adjustment was
recorded for the three months ended March 31, 2019.
Treaty in effect for the three months ended March 31,
2018
The
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.
In
addition to the treaties that were in effect for the three months
ended March 31, 2019 and 2018, 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,
|
|
|
2019
|
2018
|
|
|
|
Provisional ceding
commissions earned
|
$1,317,751
|
$2,067,505
|
Contingent ceding
commissions earned
|
(40,068)
|
(372,347)
|
|
$1,277,683
|
$1,695,158
|
30
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, 2019 and December 31, 2018, net
contingent ceding commissions payable to reinsurers under all
treaties was approximately $1,643,000 and $1,581,000, respectively,
which is recorded in reinsurance balances payable on the
accompanying condensed consolidated balance sheets.
Note 7 –
Debt
Federal Home Loan Bank
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 $18,079 as of March
31, 2019. FHLBNY members have access to a variety of flexible, low
cost funding through FHLBNY’s credit products, enabling
members to customize advances, which 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 December 31, 2018 was approximately
$9,849,000. Advances are limited to the amount of available
collateral, which was approximately $5,553,000 as of March 31,
2019. There were no borrowings under this facility during the three
months ended March 31, 2019.
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, which began on June 30, 2018 at the rate of 5.50%. 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, 2019 and
December 31, 2018 is as follows:
|
March
31,
|
December
31,
|
|
2019
|
2018
|
|
|
|
5.50% Senior
Unsecured Notes
|
$30,000,000
|
$30,000,000
|
Discount
|
(121,656)
|
(129,796)
|
Issuance
costs
|
(539,048)
|
(574,953)
|
Long-term debt,
net
|
$29,339,296
|
$29,295,251
|
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 are being used
for general corporate purposes. A registration statement relating
to the debt issued in the offering was filed with the SEC, which
became effective on November 28, 2017.
31
Note 8 – Stockholders’
Equity
Dividends Declared and Paid
Dividends
declared and paid on common stock were $1,075,962 and $1,068,375
for the three months ended March 31, 2019 and 2018, respectively.
The Company’s Board of Directors approved a quarterly
dividend on May 8, 2019 of $0.10 per share payable in cash on June
14, 2019 to stockholders of record as of May 31, 2019 (see Note
13).
Stock Options
Pursuant
to the Company’s 2005 Equity Participation Plan (the
“2005 Plan”), which provides for the issuance of
incentive stock options, non-statutory stock options and restricted
stock, a maximum of 700,000 shares of the Company’s Common
Stock are permitted to be issued pursuant to options granted and
restricted stock issued. Effective August 12, 2014, the Company
adopted the 2014 Equity Participation Plan (the “2014
Plan”) pursuant to which, 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 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, 2019 and
2018 include stock-based compensation expense totaling
approximately $1,000 and $2,000, respectively. Stock-based
compensation expense related to stock options is net of estimated
forfeitures of approximately 17% for the three months ended March
31, 2019 and 2018. Such amounts have been included in the
consolidated statements of operations and comprehensive (loss)
within other operating expenses.
Stock-based
compensation expense for the three months ended March 31, 2019 and
2018 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, 2019 and 2018.
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.
32
A
summary of stock option activity under the Company’s 2014
Plan and 2005 Plan for the three months ended March 31, 2019 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, 2019
|
37,500
|
$8.36
|
2.24
|
$349,950
|
|
|
|
|
|
Granted
|
-
|
$-
|
-
|
$-
|
Exercised
|
-
|
$-
|
-
|
$-
|
Forfeited
|
(1,250)
|
$7.85
|
2.04
|
$11,413
|
|
|
|
|
|
Outstanding at
March 31, 2019
|
36,250
|
$8.36
|
2.00
|
$230,713
|
|
|
|
|
|
Vested and
Exercisable at March 31, 2019
|
33,750
|
$8.27
|
1.95
|
$218,250
|
The
aggregate intrinsic value of options outstanding and options
exercisable at March 31, 2019 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 $14.74 closing price of
the Company’s Common Stock on March 31, 2019. The total
intrinsic value of options forfeited during the three months ended
March 31, 2019 was $11,413, determined as of the date of
forfeiture.
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”).
As of
March 31, 2019, there were no unamortized compensation costs
related to unvested stock option awards.
As of
March 31, 2019, there were 426,822 shares reserved for grants under
the 2014 Plan.
33
Restricted Stock Awards
A
summary of the restricted common stock activity under the
Company’s 2014 Plan for the three months ended March 31, 2019
is as follows:
Restricted Stock
Awards
|
Shares
|
Weighted Average
Grant Date Fair Value per Share
|
Aggregate Fair
Value
|
|
|
|
|
Balance at January
1, 2019
|
120,499
|
$17.66
|
$2,129,175
|
|
|
|
|
Granted
|
51,242
|
$17.76
|
$910,058
|
Vested
|
(27,501)
|
$18.67
|
$(513,446)
|
Forfeited
|
(3,804)
|
$15.51
|
$(59,011)
|
|
|
|
|
Balance at March
31, 2019
|
140,436
|
$17.58
|
$2,466,776
|
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, 2019 and 2018, stock-based compensation for these grants was
approximately $309,000 and $106,000, respectively, which is
included in other operating expenses on the accompanying
consolidated statements of operations and comprehensive 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 various rates depending on whether the
temporary differences are subject to federal taxes, state taxes, or
both.
34
Significant
components of the Company’s deferred tax assets and
liabilities are as follows:
|
March
31,
|
December
31,
|
|
2019
|
2018
|
|
|
|
Deferred tax
asset:
|
|
|
Net operating loss
carryovers (1)
|
$70,381
|
$90,438
|
Claims reserve
discount
|
454,206
|
343,905
|
Unearned
premium
|
3,217,985
|
3,145,682
|
Deferred ceding
commission revenue
|
576,531
|
564,202
|
Other
|
874
|
383,733
|
Total deferred tax
assets
|
4,319,977
|
4,527,960
|
|
|
|
Deferred tax
liability:
|
|
|
Investment in KICO
(2)
|
759,543
|
759,543
|
Deferred
acquisition costs
|
3,812,399
|
3,760,625
|
Intangibles
|
122,850
|
140,700
|
Depreciation and
amortization
|
626,962
|
664,194
|
Net unrealized
gains (losses) of securities - available for sale
|
38,864
|
(1,151,335)
|
Total deferred tax
liabilities
|
5,360,618
|
4,173,727
|
|
|
|
Net deferred
income tax (liability) asset
|
$(1,040,641)
|
$354,233
|
(1)
The deferred tax
assets from net operating loss carryovers (“NOL”) are
as follows:
Type of NOL
|
March 31,
2019
|
December 31,
2018
|
Expiration
|
State only
(A)
|
$1,436,689
|
$1,305,365
|
December 31,
2039
|
Valuation
allowance
|
(1,366,308)
|
(1,217,027)
|
|
State only, net of
valuation allowance
|
70,381
|
88,338
|
|
Amount subject to
Annual Limitation, federal only
|
-
|
2,100
|
December 31,
2019
|
Total deferred tax
asset from net operating loss carryovers
|
$70,381
|
$90,438
|
|
|
|
|
|
35
(A)
Kingstone generates operating losses for state purposes and has
prior year NOLs available. The state NOL as of March 31, 2019 and
December 31, 2018 was approximately $22,103,000 and $20,083,000,
respectively. KICO 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 (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 2039.
(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, 2019 and
2018. 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, 2015 through December 31,
2018 remain subject to examination. The Company’s federal
income tax return for the year ended December 31, 2016 has been
examined by the Internal Revenue Service and was accepted as
filed.
Note
10 – (Loss)/Earnings Per Common Share
Basic
net (loss)/earnings per common share is computed by dividing
(loss)/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 as well as non-vested restricted stock
awards. 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. For the three months ended March 31, 2019
and 2018, no options were included in the computation of diluted
(loss)/earnings per common share would have been anti-dilutive for
the relevant periods and, as a result, the weighted average number
of common shares used in the calculation of diluted earnings per
common share has not been adjusted for the effect of such
options.
36
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,
|
|
|
2019
|
2018
|
|
|
|
Weighted average
number of shares outstanding
|
10,757,843
|
10,669,992
|
|
|
|
Effect of dilutive
securities, common share equivalents:
|
|
|
Stock
options
|
-
|
-
|
Restricted stock
awards
|
-
|
-
|
|
|
|
Weighted average
number of shares outstanding,
|
|
|
used for computing
diluted (losses)/earnings per share
|
10,757,843
|
10,669,992
|
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 enters into lease agreements for real estate that is
primarily used for office space in the ordinary course of business.
These leases are accounted for as operating leases, whereby lease
expense is recognized on a straight-line basis over the term of the
lease. See note 2 - Accounting Policies for additional information
regarding the accounting for leases.
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. This lease is
accounted for as an operating lease, whereby lease expense is
recognized on a straight-line basis over the term of the
lease.
37
Additional
information regarding the Company's real estate operating lease is
as follows:
Lease
cost
|
March 31,
2019
|
Operating lease
|
$41,342
|
Short-term leases
|
-
|
Total lease cost (1)
|
$41,342
|
|
|
Other
information on operating lease
|
|
Cash payments included in the measurement of
lease
|
|
liability reported in operating cash
flows
|
$41,379
|
Discount rate
|
5.50%
|
Remaining lease term in years
|
5 years
|
(1)
Included in the condensed consolidated statements of operations and
comprehensive loss within other underwriting
expenses.
The
following table presents contractual maturities of the Company's
lease liabilities as of March 31, 2019:
For the
Year
|
|
Ending
|
|
December
31,
|
Total
|
2019 (remainder of
2019)
|
$128,482
|
2020
|
175,806
|
2021
|
181,959
|
2022
|
188,328
|
2023
|
194,919
|
Thereafter
|
49,145
|
Total undiscounted
lease payments
|
918,639
|
Less: present value
adjustment
|
76,904
|
Operating lease
liability
|
$841,735
|
Rent
expense for the three months ended March 31, 2018 amounted to
$41,342, and is included in the condensed consolidated statements
of operations and comprehensive loss within other underwriting
expenses.
Note 12 – Deferred Compensation Plan
On June
18, 2018, the Company adopted the Kingstone Companies, Inc.
Deferred Compensation Plan (the "Deferred Compensation Plan"). The
Deferred Compensation Plan is offered to a select group
(“Participants”), consisting of management and highly
compensated employees as a method of recognizing and retaining such
Participants. The Deferred Compensation Plan provides for eligible
Participants to elect to defer up to 75% of their base compensation
and up to 100% of bonuses and other compensation and to have such
deferred amounts deemed to be invested in specified investment
options. In addition to the Participant deferrals, the Company
may choose to make matching contributions to some or all of the
Participants in the Deferred Compensation Plan to the extent the
Participant did not receive the maximum matching or non-elective
contributions permissible under the Company’s 401(k) Plan due
to limitations under the Internal Revenue Code or the 401(k) Plan.
Participants may elect to receive payment of their account balances
in a single cash payment or in annual installments for a period of
up to ten years. The first payroll subject to the Deferred
Compensation Plan was in July 2018. The deferred compensation
liability as of March 31, 2019 and December 31, 2018 amounted to
$440,045 and $298,638, respectively and is recorded in accounts
payable, accrued expenses and other liabilities in the consolidated
balance sheets. The Company did not make any voluntary
contributions for the three months ended March 31,
2019.
Note 13 – Subsequent Events
The
Company has evaluated events that occurred subsequent to March 31,
2019 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
8, 2019, the Company’s Board of Directors approved a
quarterly dividend of $0.10 per share payable in cash on June 14,
2019 to stockholders of record as of the close of business on May
31, 2019 (see Note 8).
38
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, although we are actively
writing business in New Jersey, Rhode Island, Massachusetts,
Connecticut and Pennsylvania. We are licensed in the States of New
York, New Jersey, Rhode Island, Massachusetts, Pennsylvania,
Connecticut, Maine, and New Hampshire. For the three months ended
March 31, 2019 and 2018, 91.4% and 97.2% of KICO’s direct
written premiums came from the New York policies.
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, with limited
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.
Other: We write
canine legal liability policies and 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.
39
Net underwriting expense
ratio: The net underwriting expense ratio is a
measure of an insurance company’s operational efficiency in
administering its business. Expressed as a percentage, this is the
ratio of the sum of acquisition costs (the most significant being
commissions paid to our producers) and other underwriting expenses
less ceding commission revenue less other income to net premiums
earned.
Net combined
ratio: The net combined ratio is a measure of an
insurance company’s overall underwriting profit. This is the
sum of the net loss and net underwriting expense ratios. If the net
combined ratio is at or above 100 percent, an insurance company
cannot be profitable without investment income, and may not be
profitable if investment income is insufficient.
Underwriting income:
Underwriting income is net pre-tax income attributable to our
insurance underwriting business before investment activity. It
excludes net investment income, net realized gains from
investments, and depreciation and amortization (net premiums earned
less expenses included in combined ratio). Underwriting income is a
measure of an insurance company’s overall operating
profitability before items such as investment income, depreciation
and amortization, interest expense and income taxes.
Critical Accounting Policies and Estimates
Our
condensed consolidated financial statements include the accounts of
Kingstone Companies, Inc. and all majority-owned and controlled
subsidiaries. The preparation of financial statements in conformity
with accounting principles generally accepted in the United States
requires our management to make estimates and assumptions in
certain circumstances that affect amounts reported in our 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.
Outlook
Although first
quarter results were disappointing due to weather related
catastrophe events and a re-evaluation of our claims reserves, we
were pleased with our continuing year over year growth. We
anticipate launching homeowners products in Maine during 2019,
which will add to our already expanding market share in the
Northeast.
Turning
to fiscal year 2019 expectations, based on our current view of the
marketplace, and including the disappointing first quarter results,
we expect the following:
A GAAP
combined ratio, excluding catastrophe losses, between 88% and
91%.
●
This assumes no
additional prior-year casualty reserve development;
and
●
Catastrophe losses
of approximately 4.0 to 5.0 points.
40
Consolidated Results of Operations
Three Months Ended March 31, 2019 Compared to Three Months Ended
March 31, 2018
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)
|
2019
|
2018
|
Change
|
Percent
|
Revenues
|
|
|
|
|
Direct written
premiums
|
$37,489
|
$31,526
|
$5,963
|
18.9%
|
Assumed written
premiums
|
-
|
-
|
-
|
n/a%
|
|
37,489
|
31,526
|
5,963
|
18.9%
|
Ceded written
premiums
|
|
|
|
|
Ceded to quota
share treaties (1)
|
2,659
|
4,406
|
(1,747)
|
(39.7)%
|
Ceded to excess of
loss treaties
|
404
|
288
|
116
|
40.3%
|
Ceded to
catastrophe treaties
|
4,065
|
3,132
|
933
|
29.8%
|
Total ceded written
premiums
|
7,128
|
7,826
|
(698)
|
(8.9)%
|
|
|
|
|
|
Net written
premiums
|
30,361
|
23,700
|
6,661
|
28.1%
|
|
|
|
|
|
Change in unearned
premiums
|
|
|
|
|
Direct and
assumed
|
(628)
|
(1,007)
|
379
|
(37.6)%
|
Ceded to quota
share treaties
|
(137)
|
144
|
(281)
|
(195.1)%
|
Change in net
unearned premiums
|
(765)
|
(863)
|
98
|
(11.4)%
|
|
|
|
|
|
Premiums
earned
|
|
|
|
|
Direct and
assumed
|
36,861
|
30,520
|
6,341
|
20.8%
|
Ceded to
reinsurance treaties
|
(7,265)
|
(7,682)
|
417
|
(5.4)%
|
Net premiums
earned
|
29,596
|
22,838
|
6,758
|
29.6%
|
Ceding commission
revenue
|
|
|
|
|
Excluding the
effect of catastrophes
|
1,278
|
2,029
|
(751)
|
(37.0)%
|
Effect of
catastrophes
|
-
|
(334)
|
334
|
n/a%
|
Total ceding
commission revenue
|
1,278
|
1,695
|
(417)
|
(24.6)%
|
Net investment
income
|
1,624
|
1,384
|
240
|
17.3%
|
Net gains (losses)
on investments
|
2,035
|
(523)
|
2,558
|
(489.1)%
|
Other
income
|
366
|
308
|
58
|
18.8%
|
Total
revenues
|
34,899
|
25,702
|
9,197
|
35.8%
|
Expenses
|
|
|
|
|
Loss and loss
adjustment expenses
|
|
|
|
|
Direct and
assumed:
|
|
|
|
|
Loss and loss
adjustment expenses excluding the effect of
catastrophes
|
26,643
|
12,541
|
14,102
|
112.4%
|
Losses from
catastrophes (2)
|
5,627
|
10,337
|
(4,710)
|
(45.6)%
|
Total direct and
assumed loss and loss adjustment expenses
|
32,270
|
22,878
|
9,392
|
41.1%
|
|
|
|
|
|
Ceded loss and loss
adjustment expenses:
|
|
|
|
|
Loss and loss
adjustment expenses excluding the effect of
catastrophes
|
2,572
|
821
|
1,751
|
213.3%
|
Losses from
catastrophes (2)
|
564
|
4,791
|
(4,227)
|
(88.2)%
|
Total ceded loss
and loss adjustment expenses
|
3,136
|
5,612
|
(2,476)
|
(44.1)%
|
|
|
|
|
|
Net loss and loss
adjustment expenses:
|
|
|
|
|
Loss and loss
adjustment expenses excluding the effect of
catastrophes
|
24,071
|
11,720
|
12,351
|
105.4%
|
Losses from
catastrophes (2)
|
5,063
|
5,546
|
(483)
|
(8.7)%
|
Net loss and loss
adjustment expenses
|
29,134
|
17,266
|
11,868
|
68.7%
|
|
|
|
|
|
Commission
expense
|
6,853
|
5,800
|
1,053
|
18.2%
|
Other underwriting
expenses
|
6,136
|
5,032
|
1,104
|
21.9%
|
Other operating
expenses
|
972
|
247
|
725
|
293.5%
|
Depreciation and
amortization
|
602
|
409
|
193
|
47.2%
|
Interest
expense
|
457
|
457
|
-
|
-%
|
Total
expenses
|
44,154
|
29,211
|
14,943
|
51.2%
|
|
|
|
|
|
Loss from
operations before taxes
|
(9,255)
|
(3,509)
|
(5,746)
|
163.8%
|
Income tax
benefit
|
(1,920)
|
(791)
|
(1,129)
|
142.7%
|
Net
loss
|
$(7,335)
|
$(2,718)
|
$(4,617)
|
169.9%
|
(1)
Effective July 1, 2018, we decreased the quota share ceding rate in
our personal lines quota share treaty from 20% to 10% (the
“2018 cut-off”).
(2) The
three months ended March 31, 2019 and 2018 includes catastrophe
losses, which are defined 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). PCS catastrophe bulletins are issued for events that
cause more than $25 million in total insured losses and affect a
significant number of policyholders and insurers.
41
|
Three months
ended March 31,
|
|||
|
2019
|
2018
|
Percentage Point
Change
|
Percent
Change
|
|
|
|
|
|
Key ratios:
|
|
|
|
|
Net loss
ratio
|
98.4%
|
75.6%
|
22.8
|
30.2%
|
Net underwriting
expense ratio
|
38.5%
|
38.7%
|
(0.2)
|
(0.5)%
|
Net combined
ratio
|
136.9%
|
114.3%
|
22.6
|
19.8%
|
Direct
Written Premiums
Direct
written premiums during the three months ended March 31, 2019
(“Three Months 2019”) were $37,489,000 compared to
$31,526,000 during the three months ended March 31, 2018
(“Three Months 2018”). The increase of $5,963,000, or
18.9%, was primarily due to an increase in policies in-force during
Three Months 2019 as compared to Three Months 2018. We wrote more
new policies as a result of continued demand for our products in
the markets that we serve. Policies in-force increased by 19.0% as
of March 31, 2019 compared to March 31, 2018.
In
2017, we started writing homeowners’ policies in New Jersey
and Rhode Island, Massachusetts in 2018 and Connecticut in March of
2019. 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 $3,232,000 in Three Months 2019, compared
to $897,000 in Three Months 2018.
Net Written Premiums and Net Premiums Earned
The
following table describes the quota share reinsurance ceding rates
in effect during Three Months 2019 and Three Months 2018,
respectively. 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,
|
|
|
2019
|
2018
|
|
("2017/2019
Treaty")
|
("2017/2019
Treaty")
|
|
|
|
Quota share reinsurance rates
|
|
|
Personal
lines
|
10%(1)
|
20%(1)
|
(1)
2017/2019 Treaty
is a two-year treaty, quota share reinsurance rate was reduced to
10% effective July 1, 2018.
See
“Reinsurance” below for changes to our personal lines
quota share treaties effective July 1, 2018 and 2017.
42
Net
written premiums increased $6,661,000, or 28.1%, to $30,361,000 in
Three Months 2019 from $23,700,000 in Three Months 2018. 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 reductions of our
personal lines quota share reinsurance rate from 20% to 10% on July
1, 2018.
Excess of loss reinsurance treaties
An
increase in written premiums will increase the premiums ceded under
our excess of loss treaties. In Three Months 2019, our ceded excess
of loss reinsurance premiums increased by $116,000 over the
comparable ceded premiums for Three Months 2018. The increase was
due to an increase in premiums subject to excess of loss
reinsurance.
Catastrophe reinsurance treaties
Most
of the premiums written under our personal lines are also subject
to our catastrophe treaties. An increase in our personal lines
business gives rise to more property exposure, which increases our
exposure to catastrophe risk; therefore, our premiums ceded under
catastrophe treaties will increase. This results in an increase in
premiums ceded under our catastrophe treaties provided that
reinsurance rates are stable or are increasing. In Three Months
2019, our premiums ceded under catastrophe treaties increased by
$933,000 over the comparable ceded premiums for Three Months 2018.
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 Three
Months 2019. 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 $6,758,000, or 29.6%, to $29,596,000 in
Three Months 2019 from $22,838,000 in Three Months 2018. The
increase was due to the increase in written premiums discussed
above and our retaining more earned premiums effective July 1,
2018, as a result of the reduction of the quota share.
Ceding Commission Revenue
The
following table details the quota share provisional ceding
commission rates in effect during Three Months 2019 and Three Month
2018. This table should be referred to in conjunction with the
discussion for ceding commission revenue that follows.
|
Three months
ended
|
|
|
March
31,
|
|
|
2019
|
2018
|
|
("2017/2019
Treaty")
|
("2017/2019
Treaty")
|
|
||
Provisional ceding commission rate on quota share
treaty
|
||
Personal
lines
|
53%
|
53%
|
43
The
following table summarizes the changes in the components of ceding
commission revenue (in thousands) for the periods
indicated:
|
Three months
ended March 31,
|
|||
($ in thousands)
|
2019
|
2018
|
Change
|
Percent
|
|
|
|
|
|
Provisional ceding
commissions earned
|
$1,318
|
$2,067
|
$(749)
|
(36.2)%
|
|
|
|
|
|
Contingent ceding
commissions earned
|
|
|
|
|
Contingent ceding
commissions earned excluding
|
|
|
|
|
the effect of
catastrophes
|
(40)
|
(38)
|
(2)
|
5.3%
|
Effect of
catastrophes on ceding commissions earned
|
-
|
(334)
|
334
|
n/a
|
Contingent ceding
commissions earned
|
(40)
|
(372)
|
332
|
(89.2)%
|
|
|
|
|
|
Total ceding
commission revenue
|
$1,278
|
$1,695
|
$(417)
|
(24.6)%
|
Ceding
commission revenue was $1,278,000 in Three Months 2019 compared to
$1,695,000 in Three Months 2018. The decrease of $417,000, or
24.6%, was due to a decrease in provisional ceding commissions
earned, partially offset by an increase in contingent ceding
commissions earned. The reduction in provisional ceding commissions
occurred due to the decision to retain more of our profitable
business (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. The $749,000 decrease in provisional ceding commissions
earned is primarily due to the decrease in the quota share ceding
rate effective July 1, 2018 to 10%, from the 20% rate in effect
from July 1, 2017 through June 30, 2018; thus there were fewer
ceded premiums in Three Months 2019 available to earn ceding
commissions than there were in Three Months 2018. The decrease was
partially offset by an increase in personal lines direct written
premiums subject to the quota.
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 structure limits the amount of contingent ceding
commissions that we can receive by setting a higher provisional
commission rate than the rates received in prior years. As a result
of the higher upfront provisional ceding commissions that we
receive under the 2017/2019 Treaty, there is not an opportunity to
earn additional contingent ceding commissions under this treaty.
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 Three Months 2018, catastrophe
losses of $1,387,000 were ceded under our personal lines quota
share treaty. These catastrophe losses resulted in the Loss Ratios
for the period July 1, 2017 through March 31, 2018 (attributable to
the 2017/2019 Treaty) being higher than the contractual Loss Ratio
at which provisional ceding commissions were being earned. As a
result, we incurred a negative adjustment or reduction to the
contingent ceding commissions of $334,000 relative to what would
have been earned had the catastrophe losses not occurred. Effective
July 1, 2018, the provisional ceding commission rate was a fixed
rate with no downward adjustment required related to Loss Ratio,
accordingly, in Three Months 2019, catastrophe losses of $564,000
that were ceded under our personal lines quota share treaty did not
have an effect on contingent ceding commissions. See
“Reinsurance” below for changes to our personal lines
quota share treaty effective July 1, 2018.
44
Net Investment Income
Net
investment income was $1,624,000 in Three Months 2019 compared to
$1,384,000 in Three Months 2018. The increase of $241,000, or
17.4%, was due to an increase in average invested assets in Three
Months 2019. The average yield on invested assets was 3.67% as of
March 31, 2019 compared to 3.73% as of March 31, 2018. The pre-tax
equivalent yield on invested assets was 3.41% and 3.38% as of March
31, 2019 and 2018, respectively.
Cash
and invested assets were $201,878,000 as of March 31, 2019,
compared to $184,242,000 as of March 31, 2018. The $17,636,000
increase in cash and invested assets resulted primarily from
increased operating cash flows for the period after March 31,
2018.
Net Gains and Losses on Investments
Net
gains on investments were $2,035,000 in Three Months 2019 compared
to a net loss of $523,000 in Three Months 2018. Unrealized gains on
our equity securities and other investments in Three Months 2019
were $2,061,000, compared to unrealized loss of $279,000 in Three
Months 2018. Realized losses on investments was $25,000 in Three
Months 2019 compared to realized losses of $244,000 in Three Months
2018.
Other Income
Other
income was $366,000 in Three Months 2019 compared to $308,000 in
Three Months 2018. The increase of $57,000, or 18.5%, 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 $29,134,000 for Three Months 2019 compared to
$17,266,000 for Three Months 2018. The net loss ratio was 98.4% in
Three Months 2019 compared to 75.6% in Three Months 2018, an
increase of 22.8 percentage points.
The following graphs summarize the changes in
the components of net loss ratio for the periods
indicated:
(Components may not sum to totals due to rounding)
45
During
Three Months 2019, the loss ratio was abnormally high due to three
factors. First, there were three winter weather events classified
as a catastrophe with a net impact of $5.1 million, having a
17.2-point impact on the loss ratio. These included two severe
freeze events in January where temperatures in the New York
metropolitan area fell into the single digits for several days.
None of the events reached the per occurrence catastrophe
reinsurance retention of $5 million, so unlike the catastrophes
affecting Three Months 2018, there was no recovery from our
catastrophe reinsurance treaty. The 17.2-point catastrophe impact
for Three Months 2019 compares to the 24.3-point impact for Three
Months 2018, or a decrease in the impact from catastrophes of 7.1
points.
The
second major impact on the loss ratio was reserve strengthening for
prior years of $4.5 million, having a 15.1-point impact. This
compares to 0.4 points of favorable development in Three Months
2018, or an increase of 15.5 points in the impact of prior year
loss development.
During
Three Months 2019, we completed an outside review of our claims
practices that revealed several areas of opportunity to improve
claim outcomes. As a result, it was determined that significant
case reserve strengthening was required for older liability claims,
primarily affecting the ultimate loss projections for commercial
lines business in accident years 2014, 2016, and 2017.
Finally, the
underlying loss ratio excluding the impact of catastrophes and
prior year development was 66.1% for Three Months 2019, an increase
of 14.3 points from the 51.8% underlying loss ratio recorded for
Three Months 2018. The underlying loss ratio increased
compared to Three Months 2018 due to higher average claim severity
driven by property claims from fires and non-weather water damage.
In addition, the core loss ratio for Three Months 2019 was impacted
by re-estimation of loss ratios for the current year as a result of
increases in our prior year loss ratio estimates for commercial
lines and other liability lines. See table below under
“Additional Financial Information” summarizing net loss
ratios by line of business.
Beginning in March
2019, we took steps to dramatically improve our claims operations
by hiring additional professional staff, strengthened claims
reserves as described above and made changes to practices and
procedures. These steps leave us well positioned to most
effectively handle our expansion and
growth.
Commission Expense
Commission expense
was $6,853,000 in Three Months 2019 or 18.2% of direct earned
premiums. Commission expense was $5,800,000 in Three Months 2018 or
19.0% of direct earned premiums. The increase of $1,053,000 is
primarily due to the increase in direct earned premiums in Three
Months 2019 as compared to Three Months 2018.
Other Underwriting Expenses
Other
underwriting expenses were $6,136,000 in Three Months 2019 compared
to $5,032,000 in Three Months 2018. The increase of $1,104,000, or
21.9%, was primarily due to expenses related to growth in direct
written premiums and professional fees. 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. Professional fees increased by $238,000, or
77.5%. The increase was due to fees paid for an outside review of
our claims practices as discussed in Net Loss and LAE above. The
percentage increase of other underwriting expenses without
professional fees was 18.3%, which is less than the 18.9% increase
in total direct written premiums.
Our
largest component of other underwriting expenses is salaries and
employment, which costs were $2,551,000 in Three Months 2019
compared to $2,186,000 in Three Months 2018. The increase of
$365,000, or 16.7%, was less than the 18.9% increase in total
direct written premiums. 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
increases in salaries.
Our
net underwriting expense ratio in Three Months 2019 was 38.5%
compared to 38.7% in Three Months 2018. The following table shows
the individual components of our net underwriting expense ratio for
the periods indicated:
|
Three months
ended
|
|
|
|
March
31,
|
Percentage
Point
Change
|
|
|
2019
|
2018
|
|
Ceding commission
revenue - provisional
|
(4.5)%
|
(9.1)%
|
4.6
|
Ceding commission
revenue - contingent
|
0.1
|
1.6
|
(1.5)
|
Other
income
|
(1.1)
|
(1.3)
|
0.2
|
Acquisition costs
and other underwriting expenses:
|
|
|
|
Commission
expense
|
23.2
|
25.4
|
(2.2)
|
|
17.7
|
16.6
|
1.1
|
Other
underwriting expenses
|
|
|
|
Employment
costs
|
8.6
|
9.6
|
(1.0)
|
Professional
fees
|
1.8
|
1.3
|
0.5
|
Other
expenses
|
10.4
|
11.2
|
(0.8)
|
Total other
underwriting expenses
|
20.8
|
22.1
|
(1.3)
|
|
|
|
|
Net underwriting
expense ratio
|
38.5%
|
38.7%
|
(0.2)
|
46
The
overall 4.6 percentage point increase in provisional ceding
commissions was driven entirely by the change in our quota share
ceding rates and its impact on provisional ceding commission
revenue due to the additional retention resulting from the cut-off
to our quota share treaty on July 1, 2018. The components of our
net underwriting expense ratio related to commissions and other
underwriting expenses improved in nearly all categories, resulting
in an overall 0.2 percentage point decrease in the net underwriting
expense ratio.
The
1.3 percentage point decrease in our other underwriting expense
ratio excluding the impact of ceding commission revenue and
commission expense was driven by a decline of 1.8 percentage points
from the impact of employment costs and other expenses, partially
offset by a 0.5-point increase in professional fees as described
above.
Other Operating Expenses
Other
operating expenses, related to the expenses of our holding company,
were $972,000 in Three Months 2019 compared to $247,000 in Three
Months 2018. The increase in Three Months 2019 of 725,000, or
293.5%, was primarily due to an absence of change to accrued
executive bonus compensation in Three Months 2019, compared to a
decrease in Three Months 2018. Executive bonus compensation is
accrued pursuant to the employment agreement effective January 1,
2017 with Barry B. Goldstein, our Executive Chairman. The bonus is
a one-time payment computed at the end of the three-year period
ended December 31, 2019, and the amount accrued through March 31,
2019 will only be paid if the three-year computation meets the
required terms of profitability. In addition, there was an increase
in salary and equity compensation due to the hiring of Dale A.
Thatcher at the end of Three Months 2018, our new Chief Operating
Officer, before he assumed the role of Chief Executive Officer
effective January 1, 2019.
Depreciation and Amortization
Depreciation and
amortization was $602,000 in Three Months 2019 compared to $409,000
in Three Months 2018. The increase of $193,000, or 47.2%, in
depreciation and amortization was primarily due to depreciation of
our new system platform for processing business being written in
Expansion states and 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 Three Months 2019 and Three Months 2018 was $457,000. We
incurred interest expense in connection with our $30.0 million
issuance of long-term debt in December 2017.
Income Tax Expense
Income
tax benefit in Three Months 2019 was $1,920,000, which resulted in
an effective tax rate of 20.7%. Income tax benefit in Three Months
2018 was $791,000, which resulted in an effective tax rate of
22.5%. Loss before taxes was $9,255,000 in Three Months 2019
compared to loss before taxes of $3,509,000 in Three Months
2018.
Net Loss
Net
loss was $7,335,000 in Three Months 2019 compared to net loss of
$2,718,000 in Three Months 2018. The increase in net loss of
$4,617,000, (or 169.9%), was due to the circumstances described
above, which caused the increase in our net loss ratio, decrease in
ceding commission revenue, increases in other underwriting and
operating expenses, and depreciation and amortization, partially
offset by the increase in our net premiums earned, net investment
income, and net gains on investments.
47
Additional Financial Information
We
operate our business as one segment, property and casualty
insurance. Within this segment, we offer an 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,
|
|
|
2019
|
2018
|
|
|
|
Gross premiums
written:
|
|
|
Personal
lines
|
$30,098,969
|
$24,825,452
|
Commercial
lines
|
4,586,388
|
4,286,391
|
Livery physical
damage
|
2,730,086
|
2,354,070
|
Other(1)
|
73,071
|
60,706
|
Total
|
$37,488,514
|
$31,526,619
|
|
|
|
Net premiums
written:
|
|
|
Personal
lines(2)
|
$23,503,863
|
$17,443,911
|
Commercial
lines
|
4,060,361
|
3,852,371
|
Livery physical
damage
|
2,730,086
|
2,356,070
|
Other(1)
|
66,295
|
50,032
|
Total
|
$30,360,605
|
$23,702,384
|
|
|
|
Net premiums
earned:
|
|
|
Personal
lines(2)
|
$23,420,874
|
$17,040,256
|
Commercial
lines
|
3,599,316
|
3,229,970
|
Livery physical
damage
|
2,517,682
|
2,520,684
|
Other(1)
|
58,017
|
46,707
|
Total
|
$29,595,889
|
$22,837,617
|
|
|
|
Net loss and loss
adjustment expenses(3):
|
|
|
Personal
lines
|
$20,402,544
|
$12,961,206
|
Commercial
lines
|
6,669,223
|
2,449,598
|
Livery physical
damage
|
1,217,303
|
1,164,081
|
Other(1)
|
150,504
|
58,674
|
Unallocated loss
adjustment expenses
|
694,650
|
632,771
|
Total
|
$29,134,224
|
$17,266,330
|
|
|
|
Net loss
ratio(3):
|
|
|
Personal
lines
|
87.1%
|
76.1%
|
Commercial
lines
|
185.3%
|
75.8%
|
Livery physical
damage
|
48.4%
|
46.2%
|
Other(1)
|
259.4%
|
125.6%
|
Total
|
98.4%
|
75.6%
|
(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 Written Premiums and Net Premiums
Earned”, as to changes in quota share ceding rates, effective
July 1, 2018 and 2017.
(3)
See discussions
above with regard to “Net Loss and LAE”, as to
catastrophe losses in 2019 and 2018.
48
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,
|
|
|
2019
|
2018
|
|
|
|
Revenues
|
|
|
Net premiums
earned
|
$29,595,889
|
$22,837,617
|
Ceding commission
revenue
|
1,277,683
|
1,695,158
|
Net investment
income
|
1,599,932
|
1,383,989
|
Net gains (losses)
on investments
|
1,993,563
|
(523,127)
|
Other
income
|
314,738
|
292,222
|
Total
revenues
|
34,781,805
|
25,685,859
|
|
|
|
Expenses
|
|
|
Loss and loss
adjustment expenses
|
29,134,224
|
17,266,330
|
Commission
expense
|
6,853,416
|
5,799,948
|
Other underwriting
expenses
|
6,135,991
|
5,031,503
|
Depreciation and
amortization
|
578,353
|
409,431
|
Total
expenses
|
42,701,984
|
28,507,212
|
|
|
|
Loss from
operations
|
(7,920,179)
|
(2,821,353)
|
Income
benefit
|
(1,702,971)
|
(610,280)
|
Net loss
|
$(6,217,208)
|
$(2,211,073)
|
|
|
|
Key Measures:
|
|
|
Net loss
ratio
|
98.4%
|
75.6%
|
Net underwriting
expense ratio
|
38.5%
|
38.7%
|
Net combined
ratio
|
136.9%
|
114.3%
|
|
|
|
Reconciliation of
net underwriting expense ratio:
|
|
|
Acquisition costs
and other
|
|
|
underwriting
expenses
|
$12,989,407
|
$10,831,451
|
Less: Ceding
commission revenue
|
(1,277,683)
|
(1,695,158)
|
Less: Other
income
|
(314,738)
|
(292,222)
|
Net underwriting
expenses
|
$11,396,986
|
$8,844,071
|
|
|
|
Net premiums
earned
|
$29,595,889
|
$22,837,617
|
|
|
|
Net Underwriting
Expense Ratio
|
38.5%
|
38.7%
|
49
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, 2019
|
|
|
|
|
Written
premiums
|
$37,488,548
|
$(34)
|
$(7,127,909)
|
$30,360,605
|
Change in unearned
premiums
|
(628,067)
|
195
|
(136,844)
|
(764,716)
|
Earned
premiums
|
$36,860,481
|
$161
|
$(7,264,753)
|
$29,595,889
|
|
|
|
|
|
Loss and loss
adjustment expenses exluding
|
|
|
|
|
the effect of
catastrophes
|
$26,645,777
|
$(3,002)
|
$(2,571,747)
|
$24,071,028
|
Catastrophe
loss
|
5,627,343
|
-
|
(564,147)
|
5,063,196
|
Loss and loss
adjustment expenses
|
$32,273,120
|
$(3,002)
|
$(3,135,894)
|
$29,134,224
|
|
|
|
|
|
Loss ratio
excluding the effect of catastrophes
|
72.3%
|
-1864.6%
|
35.4%
|
81.3%
|
Catastrophe
loss
|
15.3%
|
0.0%
|
7.8%
|
17.1%
|
Loss
ratio
|
87.6%
|
-1864.6%
|
43.2%
|
98.4%
|
|
|
|
|
|
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%
|
50
The key
measures for our insurance underwriting business for the periods
indicated are as follows:
|
Three months
ended
|
|
|
March
31,
|
|
|
2019
|
2018
|
|
|
|
Net premiums
earned
|
$29,595,889
|
$22,837,617
|
Ceding commission
revenue
|
1,277,683
|
1,695,158
|
Other
income
|
314,738
|
292,222
|
|
|
|
Loss and loss
adjustment expenses (1)
|
29,134,224
|
17,266,330
|
|
|
|
Acquisition costs
and other underwriting expenses:
|
|
|
Commission
expense
|
6,853,416
|
5,799,948
|
Other underwriting
expenses
|
6,135,991
|
5,031,503
|
Total acquisition
costs and other
|
|
|
underwriting
expenses
|
12,989,407
|
10,831,451
|
|
|
|
Underwriting
income
|
$(10,935,321)
|
$(3,272,784)
|
|
|
|
Key
Measures:
|
|
|
Net loss ratio
excluding the effect of catastrophes
|
81.3%
|
51.3%
|
Effect of
catastrophe loss on net loss ratio (1)
|
17.1%
|
24.3%
|
Net loss
ratio
|
98.4%
|
75.6%
|
|
|
|
Net underwriting
expense ratio excluding the
|
|
|
effect of
catastrophes
|
38.5%
|
37.4%
|
Effect of
catastrophe loss on net underwriting
|
|
|
expense ratio
(2)
|
0.0%
|
1.3%
|
Net underwriting
expense ratio
|
38.5%
|
38.7%
|
|
|
|
Net combined ratio
excluding the effect
|
|
|
of
catastrophes
|
119.8%
|
88.7%
|
Effect of
catastrophe loss on net combined
|
|
|
ratio (1)
(2)
|
17.1%
|
25.6%
|
Net combined
ratio
|
136.9%
|
114.3%
|
|
|
|
Reconciliation of
net underwriting expense ratio:
|
|
|
Acquisition costs
and other
|
|
|
underwriting
expenses
|
$12,989,407
|
$10,831,451
|
Less: Ceding
commission revenue (2)
|
(1,277,683)
|
(1,695,158)
|
Less: Other
income
|
(314,738)
|
(292,222)
|
|
$11,396,986
|
$8,844,071
|
|
|
|
Net earned
premium
|
$29,595,889
|
$22,837,617
|
|
|
|
Net Underwriting
Expense Ratio
|
38.5%
|
38.7%
|
(1) For
the three months ended March 31, 2019 and 2018, includes the sum of
net catastrophe losses and loss adjustment expenses of $5,063,196
and $5,546,849, respectively.
(2) For
the three months ended March 31, 2018, the effect of catastrophe
loss on our net underwriting expense ratio includes the effect of
reduced contingent ceding commission revenue by $334,139 and does
not include the indirect effects of a $29,167 decrease in other
underwriting expenses.
51
Investments
Portfolio Summary
Fixed-Maturity Securities
The
following table presents a breakdown of the amortized cost,
estimated fair value, and unrealized gains and losses of our
investments in fixed-maturity securities classified as
available-for-sale as of March 31, 2019 and December 31,
2018:
|
March 31,
2019
|
|||||
|
|
|
|
|
|
|
|
Cost
or
|
Gross
|
Gross Unrealized
Losses
|
Estimated
|
%
of
|
|
|
Amortized
|
Unrealized
|
Less than
12
|
More than
12
|
Fair
|
Estimated
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
Fair
Value
|
U.S. Treasury
securities and obligations of
U.S. government corporations and
agencies
|
$8,229,100
|
$70,628
|
$-
|
$(9,784)
|
$8,289,944
|
5.2%
|
|
|
|
|
|
|
|
Political
subdivisions of States, Territories and
Possessions
|
5,688,302
|
117,032
|
-
|
(6,230)
|
5,799,104
|
3.6%
|
|
|
|
|
|
|
|
Corporate and
other bonds
|
|
|
|
|
|
|
Industrial and
miscellaneous
|
124,354,135
|
1,368,129
|
(57,955)
|
(710,936)
|
124,953,373
|
77.8%
|
|
|
|
|
|
|
|
Residential
mortgage and other asset backed
securities (1)
|
21,648,213
|
271,364
|
(95,026)
|
(389,820)
|
21,434,731
|
13.4%
|
Total
fixed-maturity securities
|
$159,919,750
|
$1,827,153
|
$(152,981)
|
$(1,116,770)
|
$160,477,152
|
100.0%
|
(1)
In 2017, KICO
placed certain residential mortgage backed securities as eligible
collateral in a designated custodian account related to its
membership in 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, 2019, the
estimated fair value of the eligible investments was approximately
$5,553,000. KICO will retain all rights regarding all securities if
pledged as collateral. As of March 31, 2019, there was no
outstanding balance on the FHLBNY credit line.
52
|
December 31,
2018
|
|||||
|
|
|
|
|
|
|
|
Cost
or
|
Gross
|
Gross Unrealized
Losses
|
Estimated
|
%
of
|
|
|
Amortized
|
Unrealized
|
Less than
12
|
More than
12
|
Fair
|
Estimated
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
Fair
Value
|
|
|
|||||
U.S. Treasury
securities and obligations of
U.S. government corporations and
agencies
|
$8,222,050
|
$26,331
|
$(28,000)
|
$-
|
$8,220,381
|
5.4%
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories and
Possessions
|
6,339,540
|
50,903
|
(12,327)
|
(36,508)
|
6,341,608
|
4.2%
|
|
|
|
|
|
|
|
Corporate and
other bonds
|
|
|
|
|
|
|
Industrial and
miscellaneous
|
119,078,698
|
123,740
|
(2,775,540)
|
(676,605)
|
115,750,293
|
76.3%
|
|
|
|
|
|
|
|
Residential
mortgage and other asset backed
securities (1)
|
21,790,973
|
236,502
|
(231,229)
|
(331,012)
|
21,465,234
|
14.1%
|
Total
fixed-maturity securities
|
$155,431,261
|
$437,476
|
$(3,047,096)
|
$(1,044,125)
|
$151,777,516
|
100.0%
|
(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 FHBLNY. As of December 31, 2018, the
estimated fair value of the eligible investments was $5,116,000.
KICO will retain all rights regarding all securities if pledged as
collateral. As of December 31, 2018, there was no outstanding
balance on the FHLBNY credit line.
53
Equity Securities
The
following table presents a breakdown of the cost, estimated fair
value, and gross gains and losses of investments in equity
securities as of March 31, 2019 and December 31,
2018:
|
March 31,
2019
|
||||
|
|
|
|
Estimated
|
%
of
|
|
|
Gross
|
Gross
|
Fair
|
Estimated
|
Category
|
Cost
|
Gains
|
Losses
|
Value
|
Fair
Value
|
|
|
||||
Equity Securities:
|
|
|
|
|
|
Preferred
stocks
|
$7,882,618
|
$109,135
|
$(101,961)
|
$7,889,792
|
40.1%
|
Common stocks and
exchange
|
|
|
|
|
|
traded mutual
funds
|
11,763,863
|
679,795
|
(669,463)
|
11,774,195
|
59.9%
|
Total
|
$19,646,481
|
$788,930
|
$(771,424)
|
$19,663,987
|
100.0%
|
|
December 31,
2018
|
||||
|
|
|
|
Estimated
|
%
of
|
|
|
Gross
|
Gross
|
Fair
|
Estimated
|
Category
|
Cost
|
Gains
|
Losses
|
Value
|
Fair
Value
|
|
|
||||
Equity Securities:
|
|
|
|
|
|
Preferred
stocks
|
$6,694,754
|
$-
|
$(541,798)
|
$6,152,956
|
37.1%
|
Common stocks and
exchange
|
|
|
|
|
|
traded mutual
funds
|
11,611,232
|
99,817
|
(1,291,389)
|
10,419,660
|
62.9%
|
Total
|
$18,305,986
|
$99,817
|
$(1,833,187)
|
$16,572,616
|
100.0%
|
54
Other Investments
Pursuant to ASC 820
“Fair Value Measurement,” an entity is permitted, as a
practical expedient, to estimate the fair value of an investment
within the scope of ASC 820 using the net asset value
(“NAV”) per share (or its equivalent) of the
investment. The following table presents a breakdown of the cost,
estimated fair value, and gross gains of our other investments as
of March 31, 2019 and December 31, 2018:
|
March 31,
2019
|
December 31,
2018
|
|
|||
|
|
Gross
|
Estimated
|
|
Gross
|
Estimated
|
Category
|
Cost
|
Gains
|
Fair
Value
|
Cost
|
Losses
|
Fair
Value
|
|
|
|
|
|
||
Other Investments:
|
|
|
|
|
|
|
Hedge
fund
|
$1,999,381
|
$148,564
|
$2,147,945
|
$1,999,381
|
$(144,156)
|
$1,855,225
|
Total
|
$1,999,381
|
$148,564
|
$2,147,945
|
$1,999,381
|
$(144,156)
|
$1,855,225
|
Held-to-Maturity Securities
The
following table presents a breakdown of the amortized cost,
estimated fair value, and unrealized gains and losses of
investments in held-to-maturity securities as of March 31, 2019 and
December 31, 2018:
|
March 31,
2019
|
|||||
|
|
|
|
|
|
|
|
Cost
or
|
Gross
|
Gross Unrealized
Losses
|
Estimated
|
%
of
|
|
|
Amortized
|
Unrealized
|
Less than
12
|
More than
12
|
Fair
|
Estimated
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
Fair
Value
|
|
|
|||||
U.S. Treasury
securities
|
$729,517
|
$147,522
|
$(1,177)
|
$-
|
$875,862
|
21.5%
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories and
Possessions
|
998,759
|
45,676
|
-
|
-
|
1,044,435
|
25.6%
|
|
|
|
|
|
|
|
Corporate and
other bonds
|
|
|
|
|
|
|
Industrial and
miscellaneous
|
2,096,344
|
65,540
|
-
|
(5,570)
|
2,156,314
|
52.9%
|
|
|
|
|
|
|
|
Total
|
$3,824,620
|
$258,738
|
$(1,177)
|
$(5,570)
|
$4,076,611
|
100.0%
|
55
|
December 31,
2018
|
|||||
|
|
|
|
|
|
|
|
Cost
or
|
Gross
|
Gross Unrealized
Losses
|
Estimated
|
%
of
|
|
|
Amortized
|
Unrealized
|
Less than
12
|
More than
12
|
Fair
|
Estimated
|
Category
|
Cost
|
Gains
|
Months
|
Months
|
Value
|
Fair
Value
|
|
|
|||||
U.S. Treasury
securities
|
$729,507
|
$147,532
|
$(3,964)
|
$-
|
$873,075
|
19.7%
|
|
|
|
|
|
|
|
Political
subdivisions of States,
|
|
|
|
|
|
|
Territories and
Possessions
|
998,803
|
33,862
|
-
|
-
|
1,032,665
|
23.3%
|
|
|
|
|
|
|
|
Corporate and
other bonds
|
|
|
|
|
|
|
Industrial and
miscellaneous
|
2,494,545
|
38,461
|
(1,425)
|
(10,905)
|
2,520,676
|
57.0%
|
|
|
|
|
|
|
|
Total
|
$4,222,855
|
$219,855
|
$(5,389)
|
$(10,905)
|
$4,426,416
|
100.0%
|
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 our investments in
held-to-maturity securities by contractual maturity as of March 31,
2019 and December 31, 2018 is shown below:
|
March 31,
2019
|
December 31,
2018
|
||
|
Amortized
|
Estimated
|
Amortized
|
Estimated
|
Remaining Time to
Maturity
|
Cost
|
Fair Value
|
Cost
|
Fair Value
|
|
|
|
||
Less than one
year
|
$-
|
$-
|
$-
|
$-
|
One to five
years
|
2,598,323
|
2,676,159
|
2,996,685
|
3,036,531
|
Five to ten
years
|
619,780
|
646,413
|
619,663
|
635,846
|
More than
10 years
|
606,517
|
754,039
|
606,507
|
754,039
|
Total
|
$3,824,620
|
$4,076,611
|
$4,222,855
|
$4,426,416
|
|
|
|
|
|
56
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, 2019 and
December 31, 2018 as rated by Standard & Poor’s (or,
if unavailable from Standard & Poor’s, then Moody’s
or Fitch):
|
March 31,
2019
|
December 31,
2018
|
||
|
Estimated
|
Percentage
of
|
Estimated
|
Percentage
of
|
|
Fair
Market
|
Fair
Market
|
Fair
Market
|
Fair
Market
|
|
Value
|
Value
|
Value
|
Value
|
|
|
|
|
|
Rating
|
|
|
|
|
U.S.
Treasury securities
|
$8,289,944
|
5.2%
|
$8,220,381
|
5.4%
|
|
|
|
|
|
Corporate
and municipal bonds
|
|
|
|
|
AAA
|
979,734
|
0.6%
|
979,123
|
0.6%
|
AA
|
7,843,795
|
4.9%
|
8,350,910
|
5.5%
|
A
|
33,549,454
|
20.9%
|
27,665,961
|
18.2%
|
BBB
|
88,379,494
|
55.1%
|
85,095,907
|
56.1%
|
Total
corporate and municipal bonds
|
130,752,477
|
81.5%
|
122,091,901
|
80.4%
|
|
|
|
|
|
Residential
mortgage backed securities
|
|
|
|
|
AAA
|
1,000,884
|
0.6%
|
999,640
|
0.7%
|
AA
|
12,781,194
|
8.0%
|
12,743,906
|
8.5%
|
A
|
4,785,217
|
3.0%
|
4,777,356
|
3.1%
|
CCC
|
1,460,455
|
0.9%
|
1,440,825
|
0.9%
|
CC
|
-
|
0.0%
|
109,648
|
0.1%
|
C
|
22,906
|
0.0%
|
24,050
|
0.0%
|
D
|
375,464
|
0.2%
|
390,542
|
0.3%
|
Non
rated
|
1,008,611
|
0.6%
|
979,267
|
0.6%
|
Total
residential mortgage backed securities
|
21,434,731
|
13.3%
|
21,465,234
|
14.2%
|
|
|
|
|
|
Total
|
$160,477,152
|
100.0%
|
$151,777,516
|
100.0%
|
57
The
table below summarizes the average yield by type of fixed-maturity
security as of March 31, 2019 and December 31,
2018:
Category
|
March
31,
2019
|
December
31,
2018
|
U.S. Treasury
securities and obligations of
U.S. government corporations and
agencies
|
2.15%
|
2.20%
|
|
|
|
Political
subdivisions of States,
|
|
|
Territories and
Possessions
|
3.51%
|
3.62%
|
|
|
|
Corporate and
other bonds
|
|
|
Industrial and
miscellaneous
|
3.95%
|
4.11%
|
|
|
|
Residential
mortgage and other asset backed securities
|
1.98%
|
1.94%
|
|
|
|
Total
|
3.58%
|
3.68%
|
The
table below lists the weighted average maturity and effective
duration in years on our fixed-maturity securities as of March 31,
2019 and December 31, 2018:
|
March
31,
2019
|
December
31,
2018
|
Weighted average
effective maturity
|
5.4
|
5.6
|
|
|
|
Weighted average
final maturity
|
6.7
|
6.9
|
|
|
|
Effective
duration
|
4.5
|
4.6
|
58
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, 2019 and December 31,
2018, 83% and 81%, 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, 2019 and December 31,
2018:
59
|
March 31,
2019
|
|||||||
|
Less than 12
months
|
12 months or
more
|
Total
|
|||||
|
Estimated
|
|
No.
of
|
Estimated
|
|
No.
of
|
Estimated
|
|
|
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
|
$-
|
$-
|
-
|
$3,972,480
|
$(9,784)
|
2
|
$3,972,480
|
$(9,784)
|
|
|
|
|
|
|
|
|
|
Political
subdivisions of States,
Territories and Possessions
|
-
|
-
|
-
|
825,878
|
(6,230)
|
2
|
825,878
|
(6,230)
|
|
|
|
|
|
|
|
|
|
Corporate and
other bonds industrial
and miscellaneous
|
9,045,064
|
(57,955)
|
11
|
40,520,044
|
(710,936)
|
52
|
49,565,108
|
(768,891)
|
|
|
|
|
|
|
|
|
|
Residential
mortgage and other asset backed
securities
|
2,666,892
|
(95,026)
|
4
|
15,432,106
|
(389,820)
|
23
|
18,098,998
|
(484,846)
|
|
|
|
|
|
|
|
|
|
Total
fixed-maturity securities
|
$11,711,956
|
$(152,981)
|
15
|
$60,750,508
|
$(1,116,770)
|
79
|
$72,462,464
|
$(1,269,751)
|
60
|
December 31,
2018
|
|||||||
|
Less than 12
months
|
12 months or
more
|
Total
|
|||||
|
Estimated
|
|
No.
of
|
Estimated
|
|
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
|
$4,948,530
|
$(28,000)
|
3
|
$-
|
$-
|
-
|
$4,948,530
|
$(28,000)
|
|
|
|
|
|
|
|
|
|
Political
subdivisions of States,
Territories and Possessions
|
555,375
|
(12,327)
|
1
|
1,436,242
|
(36,508)
|
3
|
1,991,617
|
(48,835)
|
|
|
|
|
|
|
|
|
|
Corporate and
other bonds industrial
and miscellaneous
|
81,004,459
|
(2,775,540)
|
97
|
13,424,888
|
(676,605)
|
24
|
94,429,347
|
(3,452,145)
|
|
|
|
|
|
|
|
|
|
Residential
mortgage and other asset backed
securities
|
7,002,713
|
(231,229)
|
9
|
11,928,425
|
(331,012)
|
19
|
18,931,138
|
(562,241)
|
|
|
|
|
|
|
|
|
|
Total
fixed-maturity securities
|
$93,511,077
|
$(3,047,096)
|
110
|
$26,789,555
|
$(1,044,125)
|
46
|
$120,300,632
|
$(4,091,221)
|
61
There were 94
securities at March 31, 2019 that accounted for the gross
unrealized loss of our fixed-maturity securities
available-for-sale, none of which were deemed by us to be other
than temporarily impaired. There were 156 securities at December
31, 2018 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.
For the
three months ended March 31, 2019, the primary source of cash flow
for our holding company was the dividends received from KICO,
subject to statutory restrictions. For the three months March 31,
2019, KICO paid dividends of $2,000,000 to us.
KICO is
a member of the Federal Home Loan Bank of New York, 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, 2018 and are due and payable within one
year of borrowing. The maximum allowable advance as of March 31,
2019, based on the net admitted assets as of December 31, 2018, was
approximately $9,849,000. Advances are limited to the amount of
available collateral, which was approximately $5,553,000 as of
March 31, 2019. There were no borrowings under this facility during
the three months ended March 31, 2019.
As of
March 31, 2019, invested assets and cash in our holding company was
approximately $4,497,000. 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,
|
2019
|
2018
|
|
|
|
Cash flows
provided by (used in):
|
|
|
Operating
activities
|
$2,702,404
|
$380,373
|
Investing
activities
|
(6,884,358)
|
(15,438,163)
|
Financing
activities
|
(1,191,969)
|
(1,729,676)
|
Net decrease in cash and cash equivalents
|
(5,373,923)
|
(16,787,466)
|
Cash and cash
equivalents, beginning of period
|
21,138,403
|
48,381,633
|
Cash and cash equivalents, end of period
|
$15,764,480
|
$31,594,167
|
62
Net
cash provided by operating activities was $2,702,000 in 2019 as
compared to $380,000 in 2018. The $2,283,000 increase in cash flows
provided by operating activities in 2019 was primarily a result of
a decrease in net income (adjusted for non-cash items) of
$6,292,000, partially offset by an increase 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.
Net
cash used in investing activities was $6,884,000 in 2019 compared
to $15,438,000 in 2018. The $8,554,000 decrease in net cash used in
investing activities was the result of a $9,118,000 decrease in
sales or maturities of invested assets, which offset the
$18,324,000 increase in acquisitions of invested assets and the
$364,000 increase in fixed asset acquisitions in 2019.
Net
cash used in financing activities was $1,192,000 in 2019 compared
to $1,730,000 provided in 2018. The $538,000 decrease in net cash
used in financing activities was primarily attributable to the
purchase of $337,000 in treasury stock in 2018.
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 treaties in effect for the three months
ended March 31, 2019 and 2018 for our personal lines business,
which primarily consists of homeowners’ policies, were
covered under a treaty covering a two-year period from July 1, 2017
through June 30, 2019 (“2017-2019 Treaty”). The treaty
in effect for the three months ended March 31, 2019 is covered
under the July 1, 2018 through June 30, 2019 treaty year
(“2018/2019 Treaty Year”) and the treaty in effect for
the three months ended March 31, 2018 was covered under the July 1,
2017 through June 30, 2018 treaty year (“2017/2018 Treaty
Year”).
In
August 2018, we terminated our contract with one of the reinsurers
that was a party to the 2017/2019 Treaty. This termination was
retroactive to July 1, 2018 and had the effect of reducing the
quota share ceding rate to 10% under the 2018/2019 Treaty Year from
20% under the 2017/2018 Treaty Year.
63
We
entered into new excess of loss and catastrophe reinsurance
treaties effective July 1, 2018. Material terms for our reinsurance
treaties in effect for the treaty years shown below are as
follows:
|
Treaty
Year
|
||
|
July 1,
2018
|
July 1,
2017
|
July 1,
2016
|
|
to
|
to
|
to
|
Line of Busines
|
June 30,
2019
|
June 30,
2018
|
June 30,
2017
|
|
|
|
|
Personal Lines:
|
|
|
|
Homeowners,
dwelling fire and canine legal liability
|
|
|
|
Quota share
treaty:
|
|
|
|
Percent
ceded
|
10%
|
20%
|
40%
|
Risk
retained
|
$900,000
|
$800,000
|
$500,000
|
Losses per
occurrence subject to quota share reinsurance coverage
|
$1,000,000
|
$1,000,000
|
$833,333
|
Excess of loss
coverage and facultative facility above quota share coverage
(1)
|
$9,000,000
|
$9,000,000
|
$3,666,667
|
|
in excess of
|
in excess of
|
in excess of
|
|
$1,000,000
|
$1,000,000
|
$833,333
|
Total reinsurance
coverage per occurrence
|
$9,100,000
|
$9,200,000
|
$4,000,000
|
Losses per
occurrence subject to reinsurance coverage
|
$10,000,000
|
$10,000,000
|
$4,500,000
|
Expiration
date
|
June 30, 2019
|
June 30, 2019
|
June 30, 2017
|
|
|
|
|
Personal
Umbrella
|
|
|
|
Quota share
treaty:
|
|
|
|
Percent ceded -
first $1,000,000 of coverage
|
90%
|
90%
|
90%
|
Percent ceded -
excess of $1,000,000 dollars of coverage
|
100%
|
100%
|
100%
|
Risk
retained
|
$100,000
|
$100,000
|
$100,000
|
Total reinsurance
coverage per occurrence
|
$4,900,000
|
$4,900,000
|
$4,900,000
|
Losses per
occurrence subject to quota share reinsurance coverage
|
$5,000,000
|
$5,000,000
|
$5,000,000
|
Expiration
date
|
June 30, 2019
|
June 30, 2018
|
June 30, 2017
|
|
|
|
|
Commercial Lines:
|
|
|
|
General liability
commercial policies
|
|
|
|
Quota share
treaty
|
None
|
None
|
None
|
Risk
retained
|
$750,000
|
$750,000
|
$500,000
|
Excess of loss
coverage above risk retained
|
$3,750,000
|
$3,750,000
|
$4,000,000
|
|
in excess of
|
in excess of
|
in excess of
|
|
$750,000
|
$750,000
|
$500,000
|
Total reinsurance
coverage per occurrence
|
$3,750,000
|
$3,750,000
|
$4,000,000
|
Losses per
occurrence subject to reinsurance coverage
|
$4,500,000
|
$4,500,000
|
$4,500,000
|
|
|
|
|
Commercial
Umbrella
|
|
|
|
Quota share
treaty:
|
|
|
|
Percent ceded -
first $1,000,000 of coverage
|
90%
|
90%
|
90%
|
Percent ceded -
excess of $1,000,000 of coverage
|
100%
|
100%
|
100%
|
Risk
retained
|
$100,000
|
$100,000
|
$100,000
|
Total reinsurance
coverage per occurrence
|
$4,900,000
|
$4,900,000
|
$4,900,000
|
Losses per
occurrence subject to quota share reinsurance coverage
|
$5,000,000
|
$5,000,000
|
$5,000,000
|
Expiration
date
|
June 30, 2019
|
June 30, 2018
|
June 30, 2017
|
|
|
|
|
Catastrophe
Reinsurance:
|
|
|
|
Initial loss
subject to personal lines quota share treaty
|
$5,000,000
|
$5,000,000
|
$5,000,000
|
Risk retained per
catastrophe occurrence (2)
|
$4,500,000
|
$4,000,000
|
$3,000,000
|
Catastrophe loss
coverage in excess of quota share coverage (3) (4)
|
$445,000,000
|
$315,000,000
|
$247,000,000
|
Reinstatement
premium protection (5)
|
Yes
|
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,
2018, the top $50,000,000 layer of catastrophe reinsurance coverage
has a two-year term expiring on June 30, 2020.
(5)
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.
Effective July 1,
2018, reinstatement premium protection for $210,000,000 of
catastrophe coverage in excess of
$5,000,000.
64
The
single maximum risks per occurrence to which the Company is subject
under the treaties effective July 1, 2018 are as
follows:
|
|
July 1, 2018 -
June 30, 2019
|
||
Treaty
|
|
Extent of
Loss
|
|
Risk
Retained
|
Personal
Lines (1)
|
Initial
$1,000,000
|
|
$900,000
|
|
|
|
$1,000,000
- $10,000,000
|
|
None(2)
|
|
|
Over
$10,000,000
|
|
100%
|
|
|
|
|
|
Personal
Umbrella
|
|
Initial
$1,000,000
|
|
$100,000
|
|
|
$1,000,000
- $5,000,000
|
|
None
|
|
|
Over
$5,000,000
|
|
100%
|
|
|
|
|
|
Commercial
Lines
|
|
Initial
$750,000
|
|
$750,000
|
|
|
$750,000
- $4,500,000
|
|
None(3)
|
|
|
Over
$4,500,000
|
|
100%
|
|
|
|
|
|
Commercial
Umbrella
|
Initial
$1,000,000
|
|
$100,000
|
|
|
|
$1,000,000
- $5,000,000
|
|
None
|
|
|
Over
$5,000,000
|
|
100%
|
|
|
|
|
|
Catastrophe
(4)
|
|
Initial
$5,000,000
|
|
$4,500,000
|
|
|
$5,000,000
- $450,000,000
|
|
None
|
|
|
Over
$450,000,000
|
|
100%
|
(1)
Treaty for July 1,
2018 – June 30, 2019 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.
65
The
single maximum risks per occurrence to which the Company is subject
under the treaty years shown below 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 investors.
Factors That May Affect Future Results and Financial
Condition
Based
upon the factors set forth under “Factors That May Affect
Future Results and Financial Condition” in Item 7 of our
Annual Report on Form 10-K for the year ended December 31, 2018 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.
66
Item 3. Quantitative and
Qualitative Disclosures About Market Risk.
This
item is not applicable to smaller reporting companies.
Item 4. Controls and
Procedures.
Evaluation of Disclosure Controls and Procedures
We
maintain a system of disclosure controls and procedures as defined
in Rule 13a-15(e) under the Exchange Act that are designed to
assure that information required to be disclosed in the reports we
file or submit under the Exchange Act 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. Based on
this evaluation, our Chief Executive Officer and Chief Financial
Officer have concluded that, as of the end of such period, our
disclosure controls and procedures are: (i) effective in recording,
processing, summarizing, and reporting information on a timely
basis that we are required to disclose in the reports that we file
or submit under the Exchange Act, and (ii) effective in ensuring
that information that we are required to disclose in the reports
that we file or submit under the Exchange Act is accumulated and
communicated to our management, including our Chief Executive
Officer and Chief Financial Officer, as appropriate, to allow
timely decisions regarding required disclosure.
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, 2019.
Changes in Internal Control over Financial Reporting
There
was no change in our internal control over financial reporting
during our most recently completed fiscal quarter that has
materially affected, or is reasonably likely to materially affect,
our internal control over financial reporting.
67
PART II. OTHER
INFORMATION
None.
Item 1A. Risk
Factors.
There have been no
material changes from the risk factors previously disclosed in Part
I Item 1A of our Annual Report on Form 10-K for the year ended
December 31, 2018.
Item 2. Unregistered Sales of Equity
Securities and Use of Proceeds.
(a) None.
(b) Not
applicable.
(c) There were
no purchases of common stock made by us or any “affiliated
purchaser” during the quarter ended March 31,
2019.
Item 3. Defaults Upon Senior
Securities.
None.
Item 4. Mine Safety Disclosures.
Not
applicable.
Item 5. Other Information.
None.
68
Item 6. Exhibits.
|
Restated
Certificate of Incorporation, as amended (incorporated by reference
to Exhibit 3(a) to the Company’s Quarterly Report on Form
10-Q for the period ended March 31, 2014 filed on May 15,
2014).
|
|
|
|
|
|
By-laws, as amended
(incorporated by reference to Exhibit 3.1 to the Company’s
current Report on Form 8-K filed on November 9, 2009).
|
|
|
|
|
|
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.
|
|
|
|
+
|
|
This exhibit will
not be deemed “filed” for purposes of Section 18 of the
Securities Exchange Act of 1934, as amended, or otherwise subject
to the liability of that section. Such exhibit shall not be deemed
incorporated into any filing under the Securities Act of 1933, as
amended, or the Securities Act of 1934, as
amended.
|
69
SIGNATURES
Pursuant to the
requirements of the Securities Exchange Act of 1934, the registrant
has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
|
KINGSTONE
COMPANIES, INC.
|
|
|
|
|
|
|
Dated: May 10,
2019
|
By:
|
/s/
Dale A.
Thatcher
|
|
|
|
Dale A.
Thatcher
|
|
|
|
Chief Executive
Officer
|
|
|
|
|
|
Dated:
May 10, 2019
|
By:
|
/s/
Victor
Brodsky
|
|
|
|
Victor
Brodsky
|
|
|
|
Chief Financial
Officer
|
|
70