-----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, D0DL0nPSzaHRdFvbSKBjKEZjkPdPmCk6wyLsN5t+A0phMUexnN6Ft2bvd7g7Z0QE 3bj9nOKHth6BcS7xoe91mQ== 0001171843-10-001650.txt : 20100812 0001171843-10-001650.hdr.sgml : 20100812 20100812140033 ACCESSION NUMBER: 0001171843-10-001650 CONFORMED SUBMISSION TYPE: 8-K PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 20100812 ITEM INFORMATION: Results of Operations and Financial Condition ITEM INFORMATION: Financial Statements and Exhibits FILED AS OF DATE: 20100812 DATE AS OF CHANGE: 20100812 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: 101010589 BUSINESS ADDRESS: STREET 1: 3661 WEST OAKLAND PARK BLVD STREET 2: SUITE 300 CITY: LAUDERDALE LAKES STATE: FL ZIP: 33311 BUSINESS PHONE: 9545819993 MAIL ADDRESS: STREET 1: 3661 WEST OAKLAND PARK BLVD STREET 2: SUITE 300 CITY: LAUDERDALE LAKES STATE: FL ZIP: 33311 8-K 1 document.htm FORM 8-K FILING DOCUMENT Form 8-K Filing

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 Exchange Act of 1934

Date of Report (Date of earliest event reported) August 12, 2010


21st Century Holding Company
(Exact name of registrant as specified in its charter)

Florida   0-2500111   65-0248866
(State or other jurisdiction
of incorporation)
  (Commission File Number)   (IRS Employer Identification No.)


  3661 West Oakland Park Blvd., Suite 300
Lauderdale Lakes, FL
  33311  
  (Address of principal executive offices)   (Zip Code)  

Registrant's telephone number, including area code:   (954) 581-9993



NOT APPLICABLE
(Former name or former address, if changed since last report)



Check the appropriate box below if the Form 8-K filing is intended to simultaneously satisfy the filing obligation of the registrant under any of the following provisions (see General Instruction A.2. below):
  [   ] Written communications pursuant to Rule 425 under the Securities Act (17 CFR 230.425)
  [   ] Soliciting material pursuant to Rule 14a-12 under the Exchange Act (17 CFR 240.14a-12)
  [   ] Pre-commencement communications pursuant to Rule 14d-2(b) under the Exchange Act (17 CFR 240.14d-2(b))
  [   ] Pre-commencement communications pursuant to Rule 13e-4(c) under the Exchange Act (17 CFR 240.13e-4(c))

Item 2.02. Results of Operations and Financial Condition.

On August 12, 2010, 21st Century Holding Company (the "Company") issued a press release to report its results for its fiscal quarter ended June 30, 2010. A copy of the press release is attached to this current report on Form 8-K as Exhibit 99.1 and incorporated herein by reference.

The information in this Current Report on Form 8-K and Exhibit 99.1 attached hereto is hereby intended to be furnished pursuant to Item 2.02, "Results of Operations and Financial Condition." As provided in General Instruction B.6 of SEC Form 8-K, such information shall not be deemed "filed" for purposes of Section 18 of the Securities Exchange Act of 1934, as amended (the "Exchange Act"), or otherwise subject to the liabilities of that section, and it shall not be deemed incorporated by reference in any filing under the Securities Act of 1933, as amended, or under the Exchange Act, whether made before or after the date hereof, except as expressly set forth by specific reference in such filing to this Current Report on Form 8-K.

Item 9.01. Financial Statements and Exhibits.

(c)

Exhibits

99.1

21st Century Holding Company Press Release, dated August 12, 2010.


SIGNATURE

    Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the Registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized.

    21st Century Holding Company


Date: August 12, 2010
  By: /s/ PETER J. PRYGELSKI, III
Name: Peter J. Prygelski, III
Title: Chief Financial Officer
(Principal Accounting and Financial Officer)


EXHIBIT INDEX

Exhibit No. Exhibit Title
99.1
21st Century Holding Company Press Release, dated August 12, 2010.
EX-99.1 2 newsrelease.htm PRESS RELEASE 21st Century Holding Company Reports Second Quarter 2010 Financial Results

EXHIBIT 99.1

21st Century Holding Company Reports Second Quarter 2010 Financial Results

LAUDERDALE LAKES, Fla., Aug. 12, 2010 (GLOBE NEWSWIRE) -- 21st Century Holding Company (the "Company") (Nasdaq:TCHC), today reported results for the quarter ended June 30, 2010 (see attached tables).

For the three months ended June 30, 2010, the Company reported a net loss of $2.3 million, or $0.30 per share on 7.95 million average undiluted and diluted shares outstanding, compared with net income of $0.8 million, or $0.10 per share on 8.01 million average undiluted and diluted shares outstanding in the same three-month period last year.

For the six months ended June 30, 2010, the Company reported a net loss of $3.3 million, or $0.42 per share on 7.95 million average undiluted and diluted shares outstanding, compared with net income of $1.1 million, or $0.14 per share on 8.01 million average undiluted and diluted shares in the same six-month period last year.

Mr. Michael H. Braun, the Company's Chief Executive Officer and President, said, "We have been taking a disciplined approach to writing new business in the current unfavorable rate environment. As we head into the second half of 2010, we expect our financial results to reflect the improving environment and the effects of the actions we have taken over the past 12 months. We expect that our reduced reinsurance expenses and our rate increases will yield greater returns from our existing portfolio of policies as well as allow us to more actively write new policies on favorable terms. Demand remains strong in the Florida market, and we are well-positioned to capitalize on the opportunities available."

Gross premiums written decreased $6.0 million, or 17.9%, to $27.6 million for the three months ended June 30, 2010, compared with $33.6 million for the same three-month period last year. Voluntary homeowners' gross written premium decreased $0.09 million, or 0.4%, to $21.6 million for the three months ended June 30, 2010, compared with $21.7 million for the same three-month period last year. The decrease in gross written premiums can be attributed to higher reinsurance costs in the second quarter of 2010 as compared with the second quarter of 2009.

Gross premiums written decreased $7.4 million, or 12.0%, to $54.6 million for the six months ended June 30, 2010, compared with $62.0 million for the same six-month period last year. Voluntary homeowners' gross written premium increased $6.9 million, or 18.3%, to $44.3 million for the six months ended June 30, 2010, compared with $37.4 million for the same six-month period last year.

Unearned premiums increased $4.2 million, or 8.4%, to $55.1 million as of June 30, 2010, compared with $50.9 million as of December 31, 2009.

Net premiums earned decreased $3.4 million, or 23.7%, to $10.9 million for the three months ended June 30, 2010, compared with $14.3 million for the same three-month period last year. Net premiums earned decreased $6.3 million, or 22.2%, to $21.9 million for the six months ended June 30, 2010, compared with $28.2 million for the same six-month period last year.

Total revenues decreased $2.3 million, or 13.2%, to $15.0 million for the three months ended June 30, 2010, compared with $17.3 million for the same three-month period last year. Total revenues decreased 2.2 million, or 6.6%, to $30.8 million for the six months ended June 30, 2010, as compared with $33.0 million for the same six-month period last year.

The Company will hold an investor conference call at 4:30 PM (ET) today, August 12, 2010. The Company's CEO and its CFO, Peter J. Prygelski, III, will discuss the financial results and review the outlook for the Company. Messrs. Braun and Prygelski invite interested parties to participate in the conference call. A live webcast of the call will be available online at http://www.21stcenturyholding.com (in the Conference Calls section). Listeners interested in participating in the Q&A session can access the conference call by dialing toll free 866-501-5542. Please call at least five minutes in advance to ensure that you are connected prior to the presentation. A webcast replay of the conference call will be available shortly after the live webcast is completed and may be accessed via the Company's website.

About the Company

The Company, through its subsidiaries, underwrites homeowners' property and casualty, commercial general liability, commercial residential property, flood, personal automobile, commercial automobile and inland marine insurance in the state of Florida. The Company underwrites general liability coverage as an admitted carrier in the states of Alabama, Georgia, Louisiana and Texas for more than 300 classes of business, including special events. The Company is approved to operate as a surplus lines/non-admitted carrier in the states of Arkansas, California, Georgia, Kentucky, Maryland, Missouri, Nevada, Oklahoma, South Carolina, Tennessee, and Virginia and offering the same general liability products. The Company is licensed and has the facilities to market and underwrite other insurance carriers' lines of business, as well as to process and adjust claims for third party insurance carriers. In addition to insurance services, the Company offers premium finance services to its insureds as well as insureds of cert ain third party insurance companies.

Safe harbor statements 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 other negative variations thereof or comparable terminology are intended to identify forward-looking statements. The risks and uncertainties include, without limitation, the costs of reinsurance and the collectability or reinsurance; the success of the Company's growth and marketing initiatives and introduction of its new product lines, inflation and other changes in economic conditions (including changes in interest rates and financial markets); the impact of new regulations adopted in Florida and the other states in which we do business which affect the property and casualty insurance market; assessments charged by various governmental agencies; pricing competition and other initiatives by competitors; our ability to obtain regulatory approval for requested rate changes and/or changes in our capital structure, and the timing thereof; legislative and regulatory developments; the outcome of litigation pending against us or which is commenced against the Company after the date hereof, including the terms of any settlements; risks related to the nature of our business; dependence on investment income and the composition of our investment portfolio; the adequacy of our liability for loss and loss adjustment expense; insurance agents; claims experience; ratings by industry services (a withdrawal or reduction of our rating(s) could limit us from writing or renewing policies and could cause the Company's insurance policies to no longer be acceptable to the secondary marketplace and mortgage lenders); catastrophe loss es; 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 us in our filings with the SECAdditional risk factors are also set forth in the Company's Form 10-K for the fiscal year ended December 31, 2009, which was filed with the SEC on March 26, 2010. 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. The Company undertakes no obligations to update, chan ge or revise any forward-looking statement, whether as a result of new information, additional or subsequent developments or otherwise.

21st CENTURY HOLDING COMPANY
Consolidated Statements of Operations
(Unaudited)
     
  Three Months Ended June 30, Six Months Ended June 30,
Revenue: 2010 2009 2010 2009
Gross premiums written $ 27,597,438  $ 33,601,093  $ 54,618,711 $ 62,032,021
Gross premiums ceded  (20,907,193)  (19,588,159)  (21,825,271)  (19,916,236)
         
Net premiums written  6,690,245  14,012,934  32,793,440  42,115,785
         
Increase (decrease) in prepaid reinsurance premiums  6,421,547  10,305,109  (6,639,473)  2,235,663
Increase in unearned premiums  (2,220,965)  (10,053,372)  (4,246,706)  (16,181,929)
Net change in prepaid reinsurance premiums and  
unearned premiums
 4,200,582  251,737  (10,886,179)  (13,946,266)
         
Net premiums earned  10,890,827  14,264,671  21,907,261  28,169,519
Commission income  557,896  382,994  944,113  620,912
Finance revenue  103,479  91,250  175,766  174,009
Managing general agent fees  438,925  478,140  933,075  908,764
Net investment income 1,010,730 782,439 1,945,338 1,463,391
Net realized investment gains (losses)  1,599,259  68,519  3,824,164  (468,022)
Regulatory assessments recovered  51,315  1,188,274  566,622  1,735,783
Other income  381,373  69,771  518,203  381,829
         
Total revenue  15,033,804  17,326,058  30,814,542  32,986,185
         
Expenses:        
Loss and loss adjustment expenses  10,195,828  8,973,810  19,260,560  17,846,775
Operating and underwriting expenses  3,012,768  2,505,767  5,729,326  4,458,907
Salaries and wages  2,175,922  1,896,983  4,247,885  3,805,740
Policy acquisition costs, net of amortization  3,035,019  2,915,107  6,494,823  5,659,316
         
Total expenses  18,419,537  16,291,667  35,732,594  31,770,738
         
(Loss) income before provision for income tax (benefit) expense  (3,385,733)  1,034,391  (4,918,052)  1,215,447
Provision for income tax (benefit) expense  (1,036,995)  250,137  (1,642,308)  127,973
Net (loss) income $ (2,348,738)  $ 784,254  $ (3,275,744)  $ 1,087,474 
Basic net (loss) income per share $ (0.30)  $ 0.10  $ (0.42)  $ 0.14 
Fully diluted net (loss) income per share $ (0.30)  $ 0.10  $ (0.42)  $ 0.14 
         
Weighted average number of common shares outstanding  7,946,384   8,013.894   7,946,384   8,013,894 
         
Weighted average number of common shares outstanding
(assuming dilution)
 7,946,384   8,013,894   7,946,384   8,013,894 
         
Dividends paid per share $ 0.00  $ 0.06  $ 0.06 $ 0.24
 
 
                                                   21st CENTURY HOLDING COMPANY
                                                Other Selected Data
                                                (Unaudited)
         
Balance Sheet  
  Period Ending
  06/30/10 12/31/09
Total Cash & Investments $147,793,567 $142,416,020
Total Assets $196,568,315  $202,889,375 
Unpaid Loss and Loss Adjustment Expense                                                       $66,366,093  $70,610,480 
Total Liabilities $134,275,332  $135,447,779 
Total Shareholders' Equity $62,292,983  $67,441,596 
Common Stock Outstanding 7,946,384 7,953,384
Book Value Per Share $7.84 $8.48
     
Premium Breakout        
  3 Months Ending 6 Months Ending
Line of Business 6/30/2010 6/30/2009 6/30/2010 6/30/2009
  (Dollars in thousands) (Dollars in thousands)
Homeowners' $22,205 $28,660 $43,304 $51,688
Commercial General Liability 3,240 3,895 6,739 8,418
Federal Flood 1,052 1,018 1,862 1,754
Automobile 1,100 28 2,714 172
         
Gross Written Premiums $27,597 $33,601 $54,619 $62,032
         
Commercial General Liability Written Premium by State        
  3 Months Ending 6 Months Ending
State 6/30/2010 6/30/2009 6/30/2010 6/30/2009
  (Dollars in thousands) (Dollars in thousands)
Alabama $12 $23 $29 $47
Arkansas -- 1 1 3
California 7 9 8 54
Florida 2,650 3,040 5,558 6,452
Georgia 27 68 49 154
Kentucky -- 1 -- 1
Louisiana 298 435 685 1,227
Oklahoma 3 -- 4 --
South Carolina -- 2 1 3
Texas 242 314 403 476
Virginia 1 2 1 1
         
Gross Written Premiums $3,240 $3,895 $6,739 $8,418
         
Loss Ratios        
  3 Months Ending 6 Months Ending
Line of Business 6/30/2010 6/30/2009 6/30/2010 6/30/2009
Homeowners' 103.34% 65.58% 96.72% 63.89%
Commercial General Liability 58.32% 60.32% 64.05% 63.31%
Automobile 235.77% (65.35)% 159.03% 18.71%
Fire 16.37% 0.00% 15.69% 0.00%
Inland Marine 54.58% 0.00% 51.49% 0.00%
All Lines 92.62% 62.91% 87.02% 63.35%
         
The loss ratio is calculated as losses and loss adjustment expense divided by net premiums earned for each line of business in the given measured period.
CONTACT:  21st Century Holding Company
          Peter J. Prygelski, CFO
          (954) 308-1252
          (954) 581-9993
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