10-Q 1 d10q.txt FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 10-Q [X] Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934. For the Quarterly period ended September 30, 2001. [_] 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 000-28249 AMERINST INSURANCE GROUP, LTD. ------------------------------ (Exact Name of Registrant as Specified in its Charter) BERMUDA 98-020-7447 (State or other jurisdiction of (I.R.S. Employer Incorporation or Organization) Identification No.) C/O USA Offshore Management, The Vallis Building, 58 Par-la-Ville Road, PO Box HM 1838, Hamilton HMHX, Bermuda (Address of Principal Executive Offices) (Zip Code) Registrant's telephone number, including area code: (441) 292-4364 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. [X] YES [_] NO Number of shares of common stock outstanding: Number outstanding Class as of November 5, 2001 ----- ---------------------- COMMON SHARES, PAR VALUE $1.00 PER SHARE 312,710 Part I, Item 1 AMERINST INSURANCE GROUP, LTD. CONDENSED CONSOLIDATED BALANCE SHEETS
(Unaudited) As of As of September 30, December 31, ASSETS 2001 2000 ------------- ------------ INVESTMENTS Fixed maturity investments, at market value ........... $31,257,057 $30,355,101 Equity securities, at market value .................... 14,915,689 15,472,304 ----------- ----------- TOTAL INVESTMENTS .................................... 46,172,746 45,827,405 Cash and cash equivalents ............................. 1,260,473 2,061,333 Assumed reinsurance premiums receivable ............... 1,934,702 115,256 Reinsurance balances recoverable ...................... 674,223 674,223 Fund deposit with a reinsurer ......................... 108,000 108,000 Accrued investment income ............................. 345,711 460,285 Deferred policy acquisition costs ..................... 782,272 795,007 Federal income taxes receivable ....................... 504,658 529,429 Prepaid expenses and other assets ..................... 143,334 159,800 ----------- ----------- TOTAL ASSETS ......................................... $51,926,119 $50,730,738 =========== =========== LIABILITIES AND SHAREHOLDERS' EQUITY LIABILITIES Unpaid losses and loss adjustment expenses ............ $28,883,217 $27,703,085 Unearned premiums ..................................... 2,744,813 2,789,499 Reinsurance balances payable .......................... 1,524,781 306,529 Accrued expenses and other liabilities ................ 500,176 543,793 Due to broker ......................................... -- 412,680 ----------- ----------- TOTAL LIABILITIES .................................... 33,652,987 31,755,586 ----------- ----------- SHAREHOLDERS' EQUITY Common shares, $1 par value, 500,000 shares authorized, 2001 and 2000: 331,751 issued and outstanding ....... 331,751 331,751 Additional paid-in capital ............................ 6,801,870 6,801,870 Retained earnings ..................................... 9,324,897 9,818,445 Accumulated other comprehensive income ................ 2,452,689 2,375,234 Treasury Stock (17,758 and 9,758 shares) at cost ...... (638,075) (352,148) ----------- ----------- TOTAL SHAREHOLDERS' EQUITY ........................... 18,273,132 18,975,152 ----------- ----------- TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY ........... $51,926,119 $50,730,738 =========== ===========
See the accompanying notes to the condensed consolidated financial statements. 2 AMERINST INSURANCE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF OPERATIONS, COMPREHENSIVE INCOME AND RETAINED EARNINGS (Unaudited)
Nine Months Nine Months Three Months Three Months Ended Ended Ended Ended Sept. 30, 2001 Sept.30, 2000 Sept.30, 2001 Sept.30, 2000 -------------- -------------- ------------- ------------- Revenue Premiums earned ...................................... $ 4,756,478 $ 4,808,861 $ 1,600,860 $ 1,496,264 Net investment income ................................ 1,702,203 1,742,837 485,599 614,174 Net realized capital gain ............................ 367,480 363,170 118,211 38,479 ------------ ------------ ------------ ------------- Total Revenue ..................................... 6,826,161 6,914,868 2,204,670 2,148,917 Losses And Expenses Losses and loss adjustment expenses .................. 4,667,550 5,289,341 1,518,407 1,645,486 Commissions expense .................................. 1,402,714 1,370,596 473,937 426,435 Other operating and management expenses .............. 630,394 959,660 114,567 313,337 ------------ ------------ ------------ ------------- Total Losses And Expenses ......................... 6,700,658 7,619,597 2,106,911 2,385,258 ------------ ------------ ------------ ------------- Net Income (Loss) before income taxes ................. 125,503 (704,729) 97,759 (236,341) Provision for income tax benefit ...................... -- (4,404) -- (4,404) ------------ ------------ ------------ ------------- Net Income (Loss) ..................................... $ 125,503 $ (700,325) $ 97,759 $ (231,937) Other Comprehensive Income (Loss) Net unrealized holding gain (loss) arising during the period ......................... 444,935 1,041,533 (889,876) 982,393 Less: reclassification adjustment for gains included in net income ............................ (367,480) (363,170) (118,211) (38,479) ------------ ------------ ------------ ------------- Other Comprehensive Income(Loss) ..................... 77,455 678,363 (1,008,087) 943,914 ------------ ------------ ------------ ------------- Comprehensive Income (Loss) ........................... $ 202,958 $ (21,962) $ (910,328) $ 711,977 ============ ============ ============ ============= Retained Earnings, Beginning Of Period ................ $ 9,818,445 $ 11,322,139 $ 9,432,012 $ 10,404,190 Net income (loss) ..................................... 125,503 (700,325) 97,759 (231,937) Dividends paid ........................................ (619,051) (646,846) (204,874) (215,615) Excess of purchase price on stock redemptions ......... -- -- -- 18,330 ------------ ------------ ------------ ------------- Retained Earnings, End Of Period ...................... $ 9,324,897 $ 9,974,968 $ 9,324,897 $ 9,974,968 ============ ============ ============ ============= Net earnings (loss) per share ......................... $ 0.39 $ (2.13) $ 0.31 $ (0.70) ============ ============ ============ ============= Dividends paid ........................................ $ 1.95 $ 1.95 $ 0.65 $ 0.65 ============ ============ ============ ============= Weighted average number of shares outstanding for the entire period ................... 317,993 329,060 315,105 329,060 ============ ============ ============ =============
See the accompanying notes to the condensed consolidated financial statements. 3 AMERINST INSURANCE GROUP, LTD. CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS (Unaudited)
Nine Months Nine Months Ended Ended Sept. 30, Sept. 30, 2001 2000 ------------ ------------ OPERATING ACTIVITIES Net Cash Provided by Operating Activities ............. $ (367,559) $ 528,283 ------------ ------------ INVESTING ACTIVITIES Purchases of investments ............................ (11,602,618) (43,400,375) Proceeds from sales and maturities of investments ... 11,867,264 39,858,253 ------------ ------------ Net Cash Provided by (Used by) Investing Activities ... 264,646 (3,542,122) ------------ ------------ FINANCING ACTIVITIES Purchase of treasury stock .......................... (78,896) -- Dividends paid ...................................... (619,051) (646,846) ------------ ------------ Net Cash Used by Financing Activities ................. (697,947) (646,846) ------------ ----------- DECREASE IN CASH ...................................... $ (800,860) $ (3,660,685) ============ ============
See the accompanying notes to the condensed consolidated financial statements. 4 AMERINST INSURANCE GROUP, LTD. NOTES TO CONDENSED CONSOLIDATED FINANCIAL STATEMENTS (Unaudited) September 30, 2001 Basis of Presentation The condensed consolidated financial statements included herein have been prepared by the Company without audit, pursuant to the rules and regulations of the Securities and Exchange Commission and reflect all adjustments consisting of normal recurring accruals, which are, in the opinion of management, necessary for a fair presentation of the results of operations for the periods shown. These statements are condensed and do not incorporate all the information required under generally accepted accounting principles to be included in a full set of financial statements. It is suggested that these condensed statements be read in conjunction with the consolidated financial statements at and for the year ended December 31, 2000 and notes thereto, included in the Registrant's annual report as of that date. In June 1998, The Financial Accounting Standards Board issued Statement of Financial Accounting Standards No. 133, "Accounting for Derivative Instruments and Hedging Activities" (SFAS 133). SFAS 133 became effective in the first quarter of 2001 and established accounting and reporting standards for derivative instruments, including certain derivative instruments embedded in other contracts, and hedging activities. It requires that an entity recognize all derivatives as either assets or liabilities in the statement of financial position and measure those instruments at fair value. Management believes that SFAS 133 does not have a material impact on the Company's financial position or results of operations. OVERVIEW The primary purpose of AmerInst Insurance Group, Ltd. ("AIG" or the "Company") and its subsidiaries is to establish, for the benefit of accounting firms which are shareholders of the Company, an insurance company which over time could exert a stabilizing influence on the design, pricing, and availability of accountant's professional liability insurance. The sole business activity of the Company's wholly owned subsidiary, AmerInst Insurance Company Ltd. ("AIC Ltd.") is to act as a reinsurer of professional liability insurance policies that are issued under the AICPA Plan. On December 2, 1999, the Company and its predecessor entity, AmerInst Insurance Group, Inc. ("AIIG"), consummated an exchange transaction pursuant to an Exchange Agreement, in which AIIG transferred all of its assets and liabilities to the Company in exchange for newly issued Common Shares of the Company. AIIG was then liquidated and AIIG shareholders received, on a share-for-share basis, the newly issued Common Shares of the Company. As discussed in more depth in our Annual Report on Form 10-K for the fiscal year ending December 31, 1999, the principal purpose for the formation and operation of the Company and its wholly owned subsidiaries, including AIC Ltd., was to restructure AIIG's operations and change AIIG's domicile from Delaware to Bermuda. Part I, Item 2 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS OPERATIONS Three months ended September 30, 2001 to three months ended September 30, 2000: A net income of $97,759 was recorded for the third quarter of 2001 in comparison to a net loss of $(231,937) for the same period of 2000. The increase in the net income is primarily due to a decrease in incurred losses and an increase in premiums earned. Earned premiums for the third quarter of 2001 amounted to $1,600,860 as compared to $1,496,264 for the third quarter of 2000, an increase of $104,596 or 7.0%. Premiums written for the three months ended September 30, 2001 were $1,769,244, as compared to $1,642,199 for the third quarter of 2000, an increase of $127,045 or 7.7%. The loss ratio for the third quarter of 2001 was 94.8% as compared to 110% for the same period of 2000. The loss ratio of 94.8% represents management's current estimated effective loss rate selected in consultation with the Company's independent consulting actuary. Losses recorded in the third quarter of 2001 do not reflect any development of prior year reserves. The Company's overall loss ratio for the year ended December 31, 2000 was 95%. 5 AMERINST INSURANCE GROUP, LTD. OPERATIONS--(Continued) Policy acquisition costs of $473,937 were expensed in the third quarter of 2001 as compared to $426,435 for the same period of 2000, an increase of $47,502 or 11.1%. Such costs as a percentage of premiums earned are 29.5% and 28.5% for the quarters ended September 30, 2001 and 2000, respectively. Policy acquisition costs result from ceding commissions paid to ceding companies determined contractually pursuant to reinsurance agreements, plus federal excise taxes at 1% of gross premium assumed. The federal excise taxes were included in operating and management expenses in the quarter ended September 30, 2000, whereas they are included in the policy acquisition costs for the quarter ended September 30, 2001. These fluctuations in premiums, losses and expenses combined to result in a net underwriting loss of $(506,051) for the third quarter of 2001 as compared to $(888,994) for the same period of 2000, a decrease of $382,943 or 43.1%. The decrease is due to a decrease in the recorded losses and other operating and management expenses, as well as an increase in premiums earned. Investment yield for the third quarter of 2001 was 4.1%, consisting of interest and dividend income, and represents a decrease from the 5.2% return earned in the third quarter of 2000. Sales of securities during the third quarter of 2001 resulted in realized capital gains of $118,211, as compared to gains of $38,479 in the third quarter of 2000. Gains recorded in the third quarter of 2001 primarily related to sales of equities. Proceeds from these sales were subsequently reinvested in other equity securities. Nine months ended September 30, 2001 compared to nine months ended September 30, 2000: Net income of $125,503 was recorded for the nine months ended September 30, 2001 in comparison to a net loss of $(700,325) for the nine months ended September 30, 2000. The improved results are due to a decrease of incurred losses and other operating and management expenses. Sales of securities during the nine months ended September 30, 2001 resulted in realized capital gains of $367,480 as compared to $363,170 in the same period of 2000. Gains recorded in 2001 primarily related to sales of equities, which were reinvested in other equity securities. Net investment income through September 30, 2001 was $1,702,203 compared to $1,742,837 for the same period of 2000. Investment yield for the nine month period was approximately 4.8% as compared to 4.9% for the first nine months of 2000. Earned premiums for the first nine months of 2001 amounted to $4,756,478 as compared to $4,808,861 for 2000. The change of $52,383 represents a 1.1% decrease. The decrease in earned premiums is attributable to the fluctuation of effective dates of policies written in the comparative periods. Premiums written in the nine months ended September 30, 2001 were $4,711,792 as compared to $4,518,957 for the same period in 2000, an increase of $192,835 or 4.3%. The increase is due to the continued growth of the AICPA Professional Liability Insurance Plan ("AICPA Plan"), an increase in the number of insureds under the AICPA Plan, and certain rate increases associated with a "step plan" that was initiated during 1995. Under the step plan, insureds are offered discounted premium rates for favorable loss experience. However, as these insureds experience losses their premiums are "stepped up" accordingly. Because of the use of claims-made policies, as the number of years of coverage provided increases, CNA's (and AIG's) exposure increases. This additional exposure results in an increase in premiums charged. The loss ratio through the first nine months of 2001 was 98.1% as compared to 110% for the same period of 2000. The loss ratio of 98.1% represents management's current estimated effective loss ratio selected in consultation with the Company's independent consulting actuary. 6 AMERINST INSURANCE GROUP, LTD. OPERATIONS--(Continued) Losses recorded through September 30, 2001 do not reflect any development of prior year reserves. Management expects to make a determination in the fourth quarter whether an adjustment to reserves for prior years is appropriate. Policy acquisition costs of $1,402,714 were expensed in the first nine months of 2001 as compared to $1,370,596 for the same period of 2000, an increase of 2.3%. Such costs as a percentage of premiums earned are 29.5% and 28.5% for the nine month periods ended September 30, 2001 and 2000, respectively. Policy acquisition costs result from ceding commissions paid to ceding companies, which are determined contractually pursuant to reinsurance agreements, plus federal excise taxes at 1% of gross premium assumed. The federal excise taxes were included in operating and management expenses in the nine months ended September 30, 2000, whereas they are included in the policy acquisition costs for the nine months ended September 30, 2001. These fluctuations combined to result in a net underwriting loss of $(1,944,180) for the nine month period as compared to $(2,810,736) for the same period in 2000, a decrease of $866,556 or 30.8%. The more favorable underwriting results in 2001 are due to the loss ratio of 98.1% in 2001, compared to 110% in 2000. FINANCIAL CONDITION AND LIQUIDITY As of September 30, 2001, total invested assets amounted to $46,172,746, an increase of $345,341 or 0.8% from $45,827,405 at December 31, 2000. Cash balances decreased from $2,061,333 at December 31, 2000 to $1,260,473 at September 30, 2001, a decrease of $800,860, or 38.9%. The amount of cash on hand fluctuates based on the timing of bond maturities. As bonds mature, the proceeds are temporarily placed in cash until they are reinvested. The ratio of cash and invested assets to total liabilities at September 30, 2001 was 1.41:1, compared to a ratio of 1.51:1 at December 31, 2000. Assumed reinsurance premiums receivable represents current assumed premiums receivable less commissions payable to the fronting carriers. At September 30, 2001 the balance was $1,934,702, and at December 31, 2000 the balance was $115,256. Reinsurance balances payable represents current losses payable to the reinsurer. At December 31, 2000 the balance was $306,529 and at September 30, 2001, the balance was $1,524,781. These balances fluctuate due to timing of renewal premiums written, as well as remittances and receipts. On June 1, 2000, the Board of Directors of the Company's subsidiary, AmerInst Investment Company Ltd. ("Investco"), which holds almost all of the Company's investment portfolio, authorized Investco to spend up to $1 million to repurchase outstanding Common Shares of the Company. On September 8, 2000, the Bermuda Monetary Authority authorized the purchase of up to 15,000 Common Shares pursuant to the June 1 Board authorization, of which 10,233 have been purchased to date at a cost of $313,883. Such purchases are affected through privately negotiated transactions. In addition, the Company had a policy of purchasing shares of individuals who have died or retired from the practice of public accounting. On November 11, 2000, the Bermuda Monetary Authority authorized, on an on-going basis, for Investco to purchase Company shares from shareholders who are deceased or retired. To date 7,525 shares have been purchased under this policy at a cost of $324,192. To date, Investco has purchased a combined total of 17,758 Common Shares for an aggregate purchase price of $638,075, under these programs. In addition, the Company paid its twenty-fifth consecutive quarterly dividend of $0.65 per share during the third quarter of 2001. 7 AMERINST INSURANCE GROUP, LTD. INFLATION The Company does not believe its operations have been materially affected by inflation. The potential adverse impacts of inflation include: (a) a decline in the market value of the Company's fixed maturity investment portfolio; (b) an increase in the ultimate cost of settling claims which remain unresolved for a significant period of time; and (c) an increase in the Company's operating expenses. However, the Company generally holds its fixed maturity investments to maturity and currently believes that the yield is adequate to compensate the Company for the risk of inflation. In addition, the Company anticipates any increase from inflation in the ultimate cost of settling unpaid claims generally will be offset by investment income earned for the benefit of the client during the period that the claim is outstanding. Finally, the increase in operating expenses resulting from inflation should generally be matched by similar inflationary increases in the premium rates. Part I, Item 3 QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK Market Sensitive Instruments Market risk generally represents the risk of loss that may result from potential change in the value of a financial instrument due to a variety of market conditions. The Company's exposure to market risk is generally limited to potential losses arising from changes in the level of volatility of interest rates on market values of investment holdings. The Company does not hold or issue derivative financial instruments for either trading or hedging purposes. a) Interest Rate Risk. Interest rate risk results from the Company's holdings in interest-rate-sensitive instruments. The Company is exposed to potential losses arising from changes in the level of volatility of interest rates on fixed rate instruments held. The Company is also exposed to credit spread risk resulting from possible changes in the issuer's credit rating. To manage its exposure to interest rate risk the Company attempts to select investments with characteristics that match the characteristics of the related insurance liabilities. Additionally, the Company generally only invests in higher-grade interest bearing instruments. b) Foreign Exchange Risk. The Company only invests in U.S. dollar denominated financial instruments and does not believe it has any exposure to foreign exchange risk. c) Equity Price Risk Equity price risk arises from fluctuations in the value of securities held. The Company invests in equity securities in order to diversify its investment portfolio, which management believes will assist the Company to achieve its goal of long-term growth of capital. Management has adopted investment guidelines that set out rate of return and asset allocation targets, as well as degree of risk and equity investment restrictions to minimize exposure to material risk from changes in equity prices. The tables below provide information about the Company's available for sale investments that are sensitive to change in interest rates at September 30, 2001 and December 31, 2000 respectively. Market Value Market Value 09/30/2001 12/31/2000 ------------ ------------ Fixed Income Portfolio ------------------------ Due in 1 year or less $ 1,532,789 $ 1,243,600 Due after 1 year through 5 years 4,780,107 4,263,499 Due after 5 years through 10 years 3,763,725 3,485,064 Due after 10 years 1,436,527 1,149,284 ----------- ----------- Sub-total $11,513,148 $10,141,447 Mortgage backed securities and obligations of U.S. government corporations and agencies $19,743,909 $20,213,654 ----------- ----------- Total Fixed-Income $31,257,057 $30,355,101 =========== =========== Total Equities $14,915,689 $15,472,304 =========== =========== Total Investments $46,172,746 $45,827,405 =========== =========== 8 AMERINST INSURANCE GROUP, LTD. Part II, Item 2 Forward-Looking Statements Certain statements contained in this Form 10-Q, or otherwise made by officers of the Company, including statements related to the Company's future performance and our outlook for our businesses and respective markets, projections, statements of management's plans or objectives, forecasts of market trends and other matters, are forward-looking statements, and contain information relating to us that is based on the beliefs of management as well as assumptions, made by, and information currently available to, management. The words "goal", "anticipate", "expect", "believe" and similar expressions as they relate to us or our management, are intended to identify forward-looking statements. No assurance can be given that the results in any forward-looking statement will be achieved. For the forward-looking statements, we claim the protection of the safe harbor for forward-looking statements provided for in the Private Securities Litigation Act of 1995. Such statements reflect the management's current views with respect to future events and are subject to certain risks, uncertainties and assumptions that could cause actual results to differ materially from those reflected in the forward-looking statements. Factors that might cause such actual results to differ materially from those reflected in any forward looking statements include, but are not limited to (i) the occurrence of catastrophic events with a frequency or severity exceeding the Company's expectations; (ii) a decrease in the level of demand for reinsurance and or an increase in the supply of reinsurance capacity; (iii) increased competitive pressures, including the consolidation and increased globalization of reinsurance providers; (iv) actual losses and loss expenses exceeding the Company's loss reserves, which is necessarily based on actuarial and statistical projections of ultimate losses; (v) changing rates of inflation and other economic conditions; (vi) losses due to foreign currency exchange rate fluctuations; (vii) changes in the legal or regulatory environments in which the Company operates; and (viii) other risks including those risks identified in any of our other filings with the Securities and Exchange Commission. The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with other cautionary statements that are included herein. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect management's analysis only as of the date they are made. The Company undertakes no obligation to release publicly the results of any future revisions it may make to forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events. Part II, Item 6. EXHIBITS AND REPORTS ON FORM 8-K (a) Exhibits See Index to Exhibits immediately following the signature page. (b) Reports on Form 8-K No reports on Form 8-K were filed during the quarter ended September 30, 2001. 9 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. AMERINST INSURANCE GROUP, LTD. ------------------------------ (Registrant) November 14, 2001 /s/ Richard Lowther -------------------------------- Richard Lowther (Vice President and Chief Financial Officer, duly authorized to sign this Report in such capacity and on behalf of the Registrant.) 10