EX-99.2 5 cross992.htm FINANCIALS JAMESTOWN INDEMNITY, LTD

EXHIBIT 99.2




JAMESTOWN INDEMNITY, LTD.

FINANCIAL STATEMENTS AND INDEPENDENT AUDITORS’ REPORT

DECEMBER 31, 2007 AND 2006





JAMESTOWN INDEMNITY, LTD.


CONTENTS


Independent Auditors’ Report

1

Balance Sheets

2

Statements Of Earnings

3

Statements Of Changes In Shareholder’s Equity

4

Statements Of Cash Flows

5

Notes To The Financial Statements

6-8





INDEPENDENT AUDITORS’ REPORT

To the Shareholder of Jamestown Indemnity, Ltd.

We have audited the balance sheets of Jamestown Indemnity, Ltd. (the “Company”) as at December 31, 2007 and 2006 and the related statements of earnings, changes in shareholder’s equity and cash flows for the years then ended. These financial statements are the responsibility of the Company’s management. Our responsibility is to express an opinion on these financial statements based on our audits.

We conducted our audits in accordance with auditing standards generally accepted in the United States of America as established by the Auditing Standards Board of the American Institute of Certified Public Accountants. Those standards require that we plan and perform the audits to obtain reasonable assurance about whether the financial statements are free of material misstatement. An audit includes consideration of internal controls over financial reporting as a basis for designing audit procedures that are appropriate in the circumstances, but not for the purpose of expressing an opinion on the effectiveness of the Company’s internal control over financial reporting. Accordingly, we express no such opinion. An audit also includes examining on a test basis, evidence supporting the amounts and disclosures in the financial statements, assessing the accounting principles used and significant estimates made by management, as well as evaluating the overall financial statement presentation. We believe that our audits provide a reasonable basis for our opinion.

In our opinion, the financial statements referred to above present fairly, in all material respects, the financial position of Jamestown Indemnity, Ltd. as at December 31, 2007 and 2006 and the results of its operations, changes in shareholder equity’s and its cash flows for the years then ended in conformity with accounting principles generally accepted in the United States of America.

This report, including the opinion, has been prepared for and only for the Company’s directors and shareholder as a body and for no other purpose. We do not, in giving this opinion, accept or assume responsibility for any other purpose or to any other person to whom this report is shown or into whose hands it may come except where expressly agreed by our prior consent in writing.

[cross992002.gif]

Grand Cayman, Cayman Islands

November 19, 2008



1



JAMESTOWN INDEMNITY, LTD.

BALANCE SHEETS

AS AT DECEMBER 31, 2007 AND 2006



(Expressed in United States dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2007

 

 

2006

 

 

 

Note

 

 

US$

 

 

US$

 

ASSETS

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents

 

 

 

 

 

4,628,149

 

 

 

2,411,988

 

Restricted cash

 

 

3

 

 

 

5,000,000

 

 

 

5,000,000

 

Insurance balance receivable

 

 

 

 

 

 

819,500

 

 

 

––

 

Prepayments

 

 

 

 

 

 

10,919

 

 

 

11,466

 

 

 

 

 

 

 

 

 

 

 

 

Total Assets

 

 

 

 

 

US$

10,458,568

 

 

US$

7,423,454

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES AND SHAREHOLDER’S EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

LIABILITIES

 

 

 

 

 

 

 

 

 

 

 

 

Accounts payable and accruals

 

 

 

 

 

 

37,138

 

 

 

39,750

 

Unearned premium reserve

 

 

 

 

 

 

819,500

 

 

 

787,000

 

Losses payable

 

 

 

 

 

 

62,029

 

 

 

78,911

 

Outstanding loss reserves

 

 

4

 

 

 

6,941,365

 

 

 

5,085,693

 

 

 

 

 

 

 

 

 

 

 

 

Total liabilities

 

 

 

 

 

 

7,860,032

 

 

 

5,991,354

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

SHAREHOLDER’S EQUITY

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Share capital

 

 

5

 

 

 

250

 

 

 

250

 

Contributed surplus

 

 

7

 

 

 

765,000

 

 

 

765,000

 

Share premium

 

 

6

 

 

 

249,750

 

 

 

249,750

 

Retained earnings

 

 

 

 

 

 

1,583,536

 

 

 

417,100

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Total shareholder’s equity

 

 

 

 

 

 

2,598,536

 

 

 

1,432,100

 

 

 

 

 

 

 

 

 

 

 

 

Total liabilities and shareholder’s equity

 

 

 

 

 

US$

10,458,568

 

 

US$

7,423,454 

 


See accompanying notes to the financial statements.





2



JAMESTOWN INDEMNITY, LTD.

STATEMENTS OF EARNINGS

FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006



(Expressed in United States dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

2007

 

 

2006

 

 

 

Note

 

 

US$

 

 

US$

 

 

 

 

 

 

 

 

 

 

 

UNDERWRITING INCOME

 

 

 

 

 

 

 

 

 

Premiums written

 

 

 

 

 

3,278,000

 

 

 

3,148,000

 

Movement in unearned premiums

 

 

 

 

 

(32,500

)

 

 

13,000

 

 

 

 

 

 

 

 

 

 

 

Total underwriting income

 

 

 

 

 

3,245,500

 

 

 

3,161,000

 

 

 

 

 

 

 

 

 

 

 

UNDERWRITING EXPENSES

 

 

 

 

 

 

 

 

 

 

 

Claims paid and expenses

 

 

4

 

 

 

567,489

 

 

 

98,776

 

Change in outstanding loss reserves

 

 

 

 

 

 

1,855,672

 

 

 

2,764,665

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

4

 

 

 

2,423,161

 

 

 

2,863,441

 

 

 

 

 

 

 

 

 

 

 

 

Net underwriting income

 

 

 

 

 

 

822,339

 

 

 

297,559

 

 

 

 

 

 

 

 

 

 

 

 

ADMINISTRATION EXPENSES

 

 

 

 

 

 

 

 

 

 

 

 

Management fees

 

 

 

 

 

 

35,000

 

 

 

35,000

 

Actuarial fees

 

 

 

 

 

 

18,934

 

 

 

43,765

 

Letter of credit charges

 

 

 

 

 

 

17,906

 

 

 

9,135

 

Audit fees

 

 

 

 

 

 

12,057

 

 

 

12,068

 

Government fees

 

 

 

 

 

 

9,750

 

 

 

9,354

 

Registered office fees

 

 

 

 

 

 

1,200

 

 

 

800

 

Bank charges

 

 

 

 

 

 

620

 

 

 

700

 

Communication expenses

 

 

 

 

 

 

518

 

 

 

661

 

Legal fees

 

 

 

 

 

 

––

 

 

 

3,985

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

95,985

 

 

 

115,468

 

 

 

 

 

 

 

 

 

 

 

 

Bank interest income

 

 

 

 

 

 

440,082

 

 

 

198,391

 

 

 

 

 

 

 

 

 

 

 

 

NET PROFIT

 

 

 

 

 

 

1,166,436

 

 

 

380,482

 


See accompanying notes to the financial statements.



3



JAMESTOWN INDEMNITY, LTD.

STATEMENTS OF CHANGES IN SHAREHOLDER’S EQUITY

FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006



(Expressed in United States dollars)

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Retained

 

 

Share

 

 

 Contributed

 

 

Share

 

 

Total

 

 

earnings

 

 

premium

 

 

surplus

 

 

capital

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

US$

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at
December 31, 2005

 

 

801,618

 

 

 

36,618

 

 

 

249,750

 

 

 

515,000

 

 

 

250

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Contributed surplus

 

 

250,000

 

 

 

––

 

 

 

––

 

 

 

250,000

 

 

 

––

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net profit for year

 

 

380,482

 

 

 

380,482

 

 

 

––

 

 

 

––

 

 

 

––

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at
December 31, 2006

 

 

1,432,100

 

 

 

417,100

 

 

 

249,750

 

 

 

765,000

 

 

 

250

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Net profit for year

 

 

1,166,436

 

 

 

1,166,436

 

 

 

––

 

 

 

––

 

 

 

––

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance as at
December 31, 2007

 

US$

2,598,536

 

 

US$

1,583,536

 

 

US$

249,750

 

 

US$

765,000

 

 

US$

250


See accompanying notes to the financial statements.



4



JAMESTOWN INDEMNITY, LTD.

STATEMENTS OF CASH FLOWS

FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006



(Expressed in United States dollars)

 

2007

 

 

2006

 

 

 

US$

 

 

US$

 

Operating activities

 

 

 

 

 

 

Net profit

 

 

1,166,436

 

 

 

380,482

 

 

 

 

 

 

 

 

 

 

Adjustments to reconcile net income to net cash
provided by operating activities:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Restricted cash

 

 

––

 

 

 

(2,500,000

)

Insurance balance receivable

 

 

(819,500

)

 

 

––

 

Prepayments

 

 

547

 

 

 

(2,356

)

Accounts payable and accruals

 

 

(2,612

)

 

 

29,250

 

Unearned premium reserve

 

 

32,500

 

 

 

(13,000

)

Losses payable

 

 

(16,882

)

 

 

78,655

 

Outstanding loss reserves

 

 

1,855,672

 

 

 

2,764,665

 

 

 

 

 

 

 

 

 

 

Cash provided by operating activities

 

 

2,216,161

 

 

 

737,696

 

 

 

 

 

 

 

 

Financing activities

 

 

 

 

 

 

 

 

Addition to contributed surplus

 

 

––

 

 

 

250,000

 

 

 

 

 

 

 

 

Cash provided by financing activities

 

 

––

 

 

 

250,000

 

 

 

 

 

 

 

 

Net increase in cash and cash equivalents

 

 

2,216,161

 

 

 

987,696

 

 

 

 

 

 

 

 

 

 

Cash and cash equivalents at beginning of year

 

 

2,411,988

 

 

 

1,424,292

 

 

 

 

 

 

 

 

Cash and cash equivalents at end of year

 

US$

4,628,149

 

 

US$

2,411,988

 


See accompanying notes to the financial statements.



5



JAMESTOWN INDEMNITY, LTD.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006



(Expressed in United States dollars)

1.

INCORPORATION AND PRINCIPAL ACTIVITY

Jamestown Indemnity, Ltd (the “Company”) was originally incorporated as Caduceus Ltd on April 29, 2005 under the Companies Law of the Cayman Islands. The Company changed its name and on September 6, 2005 and obtained an Unrestricted Class “B” Insurer’s License, subject to the provisions of the Cayman Islands Insurance Law.

The Company is a wholly owned subsidiary of Medical Doctors Association, Inc (the “Parent”), a national solution provider to hospitals and healthcare organizations, based in the United States of America. The Parent company provides locum tenens and contract staffing for all specialties with an emphasis on pediatrics, primary care, surgical specialties, psychiatry, anesthesiology, radiology, and emergency medicine. The Parent conducts business throughout the United States of America.

The Company provides medical professional liability reinsurance, which follows the fortunes of an underlying insurance policy of its Parent and its Parent’s controlled or associated entities for medical professional liability insurance. In most states of the USA the underlying policy has a deductible of the first US$500,000 of each occurrence, inclusive of defense costs, and it reinsures that risk with the Company. The Company’s reinsurance policy is a deductible buy-back reinsurance policy. The Company’s reinsurance policies cover the periods from April 1, 2006 to April 1, 2007 and for the period from April 1, 2007 to April 1, 2008.

2.

PRINCIPAL ACCOUNTING POLICIES

The financial statements have been prepared in accordance with accounting principles generally accepted in the United States of America. The preparation of financial statements in conformity with accounting principles generally accepted in the United States of America requires management to make estimates and assumptions that affect the reported amount of assets and liabilities and disclosure of contingent assets and liabilities at the date of the financial statements and the reported amounts of revenues and expenses during the reporting period. While management believes that the amounts included in the financial statements reflect the Company’s best estimates and assumptions, actual results could differ from these estimates. The principal accounting policies are as follows:

Insurance premiums written

Insurance premiums are recognized as income over the period covered by the insurance policy. The portion of insurance premiums that will be carried in the future are deferred and reported as unearned premium reserve.

Outstanding loss reserves

The Company provides medical professional liability insurance, the nature of which produces an inherent difficulty in quantifying the ultimate cost of settlement of losses which may result from claims on the Company.

The provision for outstanding loss reserves includes an amount for outstanding claims determined from reports and individual cases and an amount based upon estimates by the directors and management for losses incurred but not reported. Such liabilities are necessarily based on estimates and the ultimate cost may be in excess of, or less than, the amounts provided. The methods of making such estimates and for establishing the resulting provision are continually reviewed and any resulting adjustments are reflected in earnings at the time the adjustments are known.

The Company’s liability for losses is ultimately based on management’s expectations of future events, supported by an actuarial review. It is reasonably possible that the expectations associated with these amounts could change in the near term (i.e., within one year) and that the effect of such changes could be material to the financial statements.



6



JAMESTOWN INDEMNITY, LTD.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006



(Expressed in United States dollars)

2.

PRINCIPAL ACCOUNTING POLICIES (continued)

Cash and cash equivalents

The Company considers all highly liquid investments with a maturity of three months or less when purchased, to be cash equivalents.

3.

RESTRICTED CASH

Under the terms of the Company’s reinsurance policy it is required to guarantee the payment of claims to its insured parties via a letter of credit. At December 31, 2007 the value of this letter of credit amounted to US$5,000,000 (2006: US$5,000,000) which is secured against the cash held in a restricted account.

4.

OUTSTANDING LOSS RESERVES

 

 

2007

 

 

2006

 

 

 

US$

 

 

US$

 

Provision for losses incurred

     

 

 

 

     

 

 

 

Outstanding case reserves

 

 

558,970

 

 

 

77,528

 

Incurred but not reported reserve

 

 

6,382,395

 

 

 

5,008,165

 

 

 

 

 

 

 

 

 

 

 

 

 

6,941,365

 

 

 

5,085,693

 

 

 

 

 

 

 

 

 

 

Activity for the outstanding loss provision is summarized as follows:

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

 

Balance at beginning of year

 

 

5,085,693

 

 

 

2,321,028

 

 

 

 

 

 

 

 

 

 

Incurred related to:

 

 

 

 

 

 

 

 

Current period

 

 

1,766,134

 

 

 

2,412,593

 

Prior period

 

 

657,027

 

 

 

450,848

 

 

 

 

2,423,161

 

 

 

2,863,441

 

Paid related to:

 

 

 

 

 

 

 

 

Current period

 

 

(58,321

)

 

 

––

 

Prior period

 

 

(509,168

)

 

 

(98,776

)

 

 

 

 

 

 

 

 

 

 

 

 

(567,489

)

 

 

(98,776

)

 

 

 

 

 

 

 

 

 

 

 

US$

6,941,365

 

 

US$

5,085,693

 


5.

SHARE CAPITAL

 

2007

 

2006

 

US$

 

US$

Authorized

 

 

 

 

 

50,000 shares of US$1.00 each

US$

50,000

 

US$

50,000

 

 

 

 

 

 

Issued and fully paid

 

 

 

 

 

250 shares of US$1.00 each

US$

250

 

US$

250



7



JAMESTOWN INDEMNITY, LTD.

NOTES TO THE FINANCIAL STATEMENTS

FOR THE YEARS ENDED DECEMBER 31, 2007 AND 2006



(Expressed in United States dollars)

6.

SHARE PREMIUM

This balance represents the excess of the proceeds of issuing shares acquired over and above the par value of the shares.

7.

CONTRIBUTED SURPLUS

This balance represents additional funds paid into the Company by its Parent, in order to increase the Company’s capitalization, and therefore enable it to write a larger policy premium.

8.

FAIR VALUE DISCLOSURE OF FINANCIAL INSTRUMENTS

United States accounting standards require all entities to disclose the fair value of financial instruments, both assets and liabilities that are recognized and not recognized in the balance sheet for which it is practicable to estimate fair value.

Fair value estimates are made at a specific point in time, based on market conditions and information about the financial instruments. These estimates are subjective in nature and involve uncertainties and matters of significant judgement and therefore, cannot be determined with precision. Changes in assumptions could significantly affect the estimates.

Financial instruments which potentially subject the Company to concentrations of credit risk consist primarily of cash and cash equivalents, restricted cash, insurance balances receivable, accounts payable, accruals, losses payable and outstanding loss reserves. Management does not anticipate any material losses from any concentrations of credit risk and has mitigated its risk by choosing two major international banks located in the United States of America and the Cayman Islands.

9.

TAXATION

Presently no taxation is imposed on income or capital gains the Cayman Islands. Accordingly, no taxation has been recorded in the financial statements.

10.

RELATED PARTIES

The Company’s directors hold positions with the Company’s Parent in the roles of executive vice president, chief financial officer, and as a board member.

11.

CONCENTRATION OF RISK AND ECONOMIC DEPENDENCE

As described in Note 1, the premium written is in respect of related parties. The Company is considered to be economically dependent on its Parent.

12.

SUBSEQUENT EVENTS

On September 9, 2008, 100% of the share capital of the Company was transferred from MDA Holdings, Inc. (formerly known as Medical Doctor Associates, Inc.) to StoneCo H, Inc. StoneCo H, Inc. was subsequently renamed as MDA Holdings, Inc. MDA Holdings, Inc. (formerly known as StoneCo H, Inc.) is 100% owned by the new ultimate parent, Cross Country Healthcare, Inc.




8