-----BEGIN PRIVACY-ENHANCED MESSAGE----- Proc-Type: 2001,MIC-CLEAR Originator-Name: webmaster@www.sec.gov Originator-Key-Asymmetric: MFgwCgYEVQgBAQICAf8DSgAwRwJAW2sNKK9AVtBzYZmr6aGjlWyK3XmZv3dTINen TWSM7vrzLADbmYQaionwg5sDW3P6oaM5D3tdezXMm7z1T+B+twIDAQAB MIC-Info: RSA-MD5,RSA, E7BEzhpiVn2FAlfJDGneDVxexqkUlAjEB7SrVul9ERGrbfbj72op753b797dXjL8 VdMyiLxu0AA4ho+lSS1qFw== 0001116502-03-000775.txt : 20030505 0001116502-03-000775.hdr.sgml : 20030505 20030505134506 ACCESSION NUMBER: 0001116502-03-000775 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20030503 ITEM INFORMATION: Financial statements and exhibits ITEM INFORMATION: Regulation FD Disclosure FILED AS OF DATE: 20030505 FILER: COMPANY DATA: COMPANY CONFORMED NAME: 21ST CENTURY HOLDING CO CENTRAL INDEX KEY: 0001069996 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 650248866 STATE OF INCORPORATION: FL FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 8-K SEC ACT: 1934 Act SEC FILE NUMBER: 000-25001 FILM NUMBER: 03681775 BUSINESS ADDRESS: STREET 1: 4161 N W 5TH STREET CITY: PLANTATION STATE: FL ZIP: 33317 BUSINESS PHONE: 9545819993 MAIL ADDRESS: STREET 1: 4161 N W 5TH STREET CITY: PLANTATION STATE: FL ZIP: 33317 8-K 1 century21-8k.txt CURRENT REPORT UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, D.C. 20549 FORM 8-K CURRENT REPORT PURSUANT TO SECTION 13 OR 15(D) OF THE SECURITIES ACT OF 1934 MAY 5, 2003 ----------- (Date of earliest event reported) 21st CENTURY HOLDING COMPANY ---------------------------- (Exact name of registrant as specified in its charter) Florida 000-25001 65-0248866 - ------------------------------- ------------------------ ------------------ (State or other jurisdiction of (Commission File Number) I.R.S. Employer of incorporation) Identification No. 4161 N.W. 5th Street, Plantation, Florida 33317 ----------------------------------------------- (Address of Principal Executive Offices)(Zip Code) (954) 581-9993 -------------- (Registrant's telephone number, including area code) ITEM 7. FINANCIAL STATEMENTS, PRO FORMA FINANCIAL INFORMATION AND EXHIBITS. (a) Exhibits 99.1 Press Release of Twenty First Century Holding Company, dated May 5, 2003, reporting financial results for the first quarter of 2003. ITEM 9. REGULATION FD DISCLOSURE On May 5, 2003, 21st Century Holding Company issued a press release reporting its 2003 first quarter financial results. A copy of this press release is attached hereto as Exhibit 99.1, and is incorporated by reference herein. This press release may also be found on the company's web site at www.fedusa.com on the Investor Relations page. This information is furnished as an exhibit to this report on Form 8-K, pursuant to Item 12, "Disclosure of Results of Operations and Financial Condition" under Item 9, "Regulation FD Disclosure" of Form 8-K, as directed by the Securities and Exchange Commission in Release No. 34-47583. 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 hereunto duly authorized. 21ST CENTURY HOLDING COMPANY Date: May 5, 2003 By: /s/ Edward J. Lawson Edward J. Lawson Title: President and Chief Executive Officer (Principal Executive Officer) Date: May 5, 2003 By: /s/ J.G. Jennings, III J.G. Jennings, III Title: Chief Financial Officer (Principal Accounting and Financial Officer) EXHIBIT INDEX EXHIBIT NO. DESCRIPTION - ---------- -------------- 99.1 Press Release of 21st Century Holding Company, dated May 5, 2002, reporting financial results for the first quarter of 2003. EX-99.1 3 pressrelease.txt PRESS RELEASE EXHIBIT 99.1 FOR IMMEDIATE RELEASE CONTACT: EDWARD J. LAWSON, PRESIDENT AND CEO, 21ST CENTURY HOLDING COMPANY (954) 308-1257 OR (954) 581-9993 21ST CENTURY HOLDING COMPANY REPORTS RECORD EARNINGS OF $.77 PER SHARE PLANTATION, FLORIDA, MAY 5, 2003 - 21st Century Holding Company (Nasdaq: TCHC), a vertically integrated financial services holding company, today reported record earnings of $2,305,000 or $0.77 per share on 3,004,620 average shares outstanding in its fiscal quarter ending March 31, 2003. This compares to $991,370 or $0.33 per share on 3,028,926 average shares outstanding in the same quarter in 2002. Edward J. Lawson, President & CEO, said, "These results exceeded company guidance of $.50 per share by $.27 and represent our 5th consecutive record quarter either on an operational or GAAP basis. Going forward we expect continued growth and profitability. The Board of Directors' next meeting is set for the second week of June and dividend action will be discussed at that time. I'd like to personally thank all of our employees and management team for their hard work and effort and I want to congratulate our shareholders for their wisdom and support. Our company's future is bright and we've really and truly only just begun to demonstrate our earnings potential. We will continue to work today with a clear vision of tomorrow." 21st Century Holding Company manages its insurance underwriting, distribution and claims process through its subsidiaries. o The Company's wholly owned subsidiaries, Federated National Insurance Company and American Vehicle Insurance Company, underwrite standard and non-standard personal automobile insurance in the state of Florida. Federated National also has authority to underwrite flood insurance, mobile home insurance, and homeowners property and casualty insurance in the state of Florida. o The Company's wholly owned managing general agent, Assurance Managing General Agents, Inc., has underwriting authority for Federated National, American Vehicle, and third-party insurance companies. o The Company's wholly owned claims adjusting company, Superior Adjusting, Inc., processes claims made by the insureds of Federated National, American Vehicle, and third party insurance companies which contract with Superior. o Federated Premium Finance, Inc., another wholly owned subsidiary, offers premium financing to insureds of Federated National and American Vehicle, as well as to third party insureds. o Express Tax Service, Inc., an 80% owned subsidiary, licenses its tax preparation software products to retail tax preparers nationwide. o EXPRESSTAX(R) Franchise Corporation, a wholly owned franchiser subsidiary of Express Tax Service, Inc., offers franchise opportunities to individuals to own and operate their own business under the name and support of EXPRESSTAX(R). o The Company offers other ancillary services including electronic income tax filing, tax preparation and tag & title transfer services through Federated Agency Group, Inc., also a wholly owned subsidiary. o Fed USA, Inc., a wholly owned franchiser company, offers single and master franchise opportunities to individuals to own and operate their own business under the name and support of Fed USA Insurance / Financial Services. Safe Harbor statement under the Private Securities litigation Reform Act of 1995: Statements in this press release that are not historical fact are forward-looking statements that are subject to certain risks and uncertainties that could cause actual events and results to differ materially from those discussed herein. Without limiting the generality of the foregoing, words such as "may", "will", "expect", "believe", "anticipate", "intend", "could", "would", "estimate", or "continue" or the negative other variations thereof or comparable terminology are intended to identify forward-looking statements. The risks and uncertainties include, without limitation, uncertainties related to estimates, assumptions and projections generally; inflation and other changes in economic conditions (including changes in interest rates and financial markets); pricing competition and other initiatives by competitors; ability to obtain regulatory approval for requested rate changes and the timing thereof; legislative and regulatory developments; the outcome of litigation pending against the Company; risks related to the nature of the Company's business; dependence on investment income and the composition of the Company's investment portfolio; the adequacy of its liability for loss and loss adjustment expense ("LAE"); insurance agents; claims experience; limited experience in the insurance industry; ratings by industry services; catastrophe losses; reliance on key personnel; weather conditions (including the severity and frequency of storms, hurricanes, tornadoes and hail); changes in driving patterns and loss trends; acts of war and terrorist activities; court decisions and trends in litigation and health care and auto repair costs; and other matters described from time to time by the Company in releases and publications, and in periodic reports and other documents filed with the United States Securities and Exchange Commission. In addition, investors should be aware that generally accepted accounting principles prescribe when a company may reserve for particular risks, including litigation exposures. Accordingly results for a given reporting period could be significantly affected if and when a reserve is established for a major contingency. Reported results may therefore appear to be volatile in certain accounting periods. ##### 21st CENTURY HOLDING COMPANY Financial Highlights (Unaudited) For the Three Months Ended, --------------------------- 3/31/03 3/31/02 ------- ------- Pretax Income 3,778,000 1,544,236 Income tax expense 1,473,000 552,866 Net income 2,305,000 991,370 Net income per share $ 0.77 $ 0.33 Weighted average shares outstanding 3,004,620 3,028,926 -----END PRIVACY-ENHANCED MESSAGE-----