EX-99.2 3 proformafinancialstateme.htm EX-99.2 proformafinancialstateme
Unaudited Pro Forma Condensed Financial Statements The accompanying unaudited pro forma condensed financial statements present the pro forma consolidated financial position and results of United Insurance Holdings Corporation (the “Company” or “UIHC”), after the de-consolidating of its wholly-owned subsidiary, United Property & Casualty Insurance Company, an insurance company organized under the laws of the State of Florida (“UPC”). The Company has determined that UPC is insolvent as defined by Section 631.011, Florida Statutes. Accordingly, UPC notified the Florida Office of Insurance Regulation (“OIR”) of its financial condition and admits that grounds exist for the appointment of a Receiver of UPC for rehabilitation or liquidation, pursuant to Sections 631.051 and 631.061, Florida Statutes. On February 16, 2023, the OIR issued a referral to the Florida Department of Financial Services, Division of Rehabilitation and Liquidation (“DFS”) to initiate delinquency proceedings against UPC. On February 27, 2023, the Circuit Court of the Second Judicial Circuit for Leon County, Florida issued a consent order appointing the DFS as receiver of UPC for purposes of liquidation, injunction and notice of automatic stay. As a result, UPC will be de-consolidated from the Company’s financial results on this date. The Company has presented the pro forma effect of de-consolidating UPC from its reported results on December 31, 2022. These pro forma results have also been adjusted to reflect the balance sheet and income statement impacts of the disposal of certain assets related to UPC, the tax impacts of these asset disposals and the re-classification of certain balances on the balance sheet to the proper financial statement presentation. Explanations of each adjustment can be found directly following these financial statements. All amounts presented in these pro forma financial statements are presented in thousands, except for share amounts and per share amounts. No other entities are involved in this transaction. UNITED INSURANCE HOLDINGS CORP.


 
Unaudited Pro Forma Condensed Balance Sheet As of December 31, 2022 Consolidated Less: UPC Plus: Pro Forma Adjustments Pro Forma Consolidated ASSETS Investments, at fair value: Fixed maturities, available-for-sale $ 376,463 $ 171,781 $ — $ 204,682 Equity securities 39,020 23,363 — 15,657 Other investments 16,628 12,952 — 3,676 Total investments $ 432,111 $ 208,096 $ — $ 224,015 Cash and cash equivalents 229,893 158,990 — 70,903 Restricted cash 53,717 7,730 — 45,987 Total cash, cash equivalents and restricted cash $ 283,610 $ 166,720 $ — $ 116,890 Accrued investment income 3,062 1,457 — 1,605 Property and equipment, net 19,591 — (96) a 19,495 Premiums receivable, net 86,036 46,735 — 39,301 Reinsurance recoverable on paid and unpaid losses, net 1,632,293 867,053 — 765,240 Ceded unearned premiums 213,028 122,532 — 90,496 Goodwill 59,476 — — 59,476 Deferred policy acquisition costs, net 58,933 (2,046) — 60,979 Intangible assets, net 12,770 — (200) b 12,570 Other assets, net 38,442 3,217 62 c 35,287 Total Assets $ 2,839,352 $ 1,413,764 $ (234) $ 1,425,354 LIABILITIES AND STOCKHOLDERS’ EQUITY Liabilities: Unpaid losses and loss adjustment expenses $ 1,946,938 $ 1,103,980 $ — $ 842,958 Unearned premiums 545,820 286,842 — 258,978 Reinsurance payable on premiums 59,896 29,394 — 30,502 Payments outstanding 215,057 213,058 — 1,999 Accounts payable and accrued expenses 74,503 (871) — 75,374 Operating lease liability 1,689 — — 1,689 Other liabilities 23,159 5,692 — 17,467 Notes payable, net 152,473 4,118 — 148,355 Total Liabilities $ 3,019,535 $ 1,642,213 $ — $ 1,377,322 Stockholders’ Equity: Preferred stock, $0.0001 par value $ — $ — $ — $ — Common stock, $0.0001 par value 4 — — 4 Additional paid-in capital 395,631 — — 395,631 Treasury shares, at cost (431) — — (431) Accumulated other comprehensive loss (30,947) 1,006 — (31,953) Retained earnings (deficit) (544,440) (229,455) (234) d (315,219) Total stockholders' equity attributable to United Insurance Holdings Corp. (UIHC) stockholders $ (180,183) $ (228,449) $ (234) $ 48,032 Noncontrolling interests (NCI) — — — — Total Stockholders’ Equity $ (180,183) $ (228,449) $ (234) $ 48,032 Total Liabilities and Stockholders’ Equity $ 2,839,352 $ 1,413,764 $ (234) $ 1,425,354 UNITED INSURANCE HOLDINGS CORP.


 
Unaudited Pro Forma Condensed Consolidated Statement of Comprehensive Income (Loss) Year Ended December 31, 2022 Consolidated Less: UPC Plus: Pro Forma Adjustments Pro Forma Consolidated REVENUE: Gross premiums written $ 1,124,063 $ 551,720 $ — $ 572,343 Change in gross unearned premiums 99,120 136,094 — (36,974) Gross premiums earned 1,223,183 687,814 — 535,369 Ceded premiums earned (760,557) (494,534) — (266,023) Net premiums earned 462,626 193,280 — 269,346 Net investment income 14,011 6,338 — 7,673 Net realized investment losses (32,082) (25,600) — (6,482) Net unrealized losses on equity securities (6,585) (4,617) — (1,968) Management Fee Income — (168,496) — 168,496 Other revenue 17,452 (12,155) — 29,607 Total revenues 455,422 (11,250) — 466,672 EXPENSES: Losses and loss adjustment expenses 637,647 478,725 — 158,922 Policy acquisition costs 154,233 (63,217) — 217,450 Operating expenses 43,632 7,466 — 36,166 General and administrative expenses 63,317 2,224 — 61,093 Interest expense 9,613 130 — 9,483 Total expenses 908,442 425,328 — 483,114 Loss before other income (453,020) (436,578) — (16,442) Other income (loss) 10,395 52 (296) e 10,047 Loss before income taxes (442,625) (436,526) (296) (6,395) Provision (benefit) for income taxes 25,485 7,813 (62) f 17,610 Net loss $ (468,110) $ (444,339) $ (234) $ (24,005) Less: Net loss attributable to NCI (111) — — (111) Net loss attributable to UIHC $ (467,999) $ (444,339) $ (234) $ (23,894) OTHER COMPREHENSIVE LOSS: Change in net unrealized losses on investments (56,600) (21,083) — (35,517) Reclassification adjustment for net realized investment loss 32,082 25,600 — 6,482 Income tax benefit (expense) related to items of other comprehensive loss 49 (82) — 131 Total comprehensive loss $ (492,579) $ (439,904) $ (234) $ (52,909) Less: Comprehensive loss attributable to NCI (164) — — (164) Comprehensive loss attributable to UIHC $ (492,415) $ (439,904) $ (234) $ (52,745) Basic & Diluted weighted average shares outstanding 43,052,070 43,052,070 Earnings Available to UIHC common stockholders per share (10.87) (0.56) UNITED INSURANCE HOLDINGS CORP.


 
Pro Forma Adjustments The pro forma adjustments included in the unaudited pro form condensed financial statements are as follows: December 31, 2022 Adjustments: a. To eliminate historical assets. b. To eliminate historical intangible assets. c. To recognize the deferred tax asset from disposals. d. To recognize the income statement impact of the disposals. e. To eliminate historical assets and intangible assets. f. To recognize the tax impact of the disposals. UNITED INSURANCE HOLDINGS CORP.