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Stockholders Equity
12 Months Ended
Dec. 31, 2017
Equity [Abstract]  
Stockholders' Equity

NOTE 10.  STOCKHOLDERS’ EQUITY

Our authorized share capital consists of 50 million common shares with a par value of $0.10 per share and 1 million preferred shares with a par value of $0.10 per share. Our Company has not issued any preferred shares as of December 31, 2017.

The following table represents changes in our Company’s issued and outstanding common shares for the periods indicated. We completed a two-for-one stock split on January 20, 2017. All share and per share data prior to January 20, 2017 has been retroactively restated on a post-split basis.

 

 

 

Years Ended December 31,

 

amounts in thousands

 

2017

 

 

2016

 

 

2015

 

Beginning Balance

 

 

29,124

 

 

 

28,862

 

 

 

28,562

 

Net Vested Stock Grants

 

 

343

 

 

 

220

 

 

 

254

 

Employee Stock Purchase Plan

 

 

40

 

 

 

42

 

 

 

42

 

Stock Options Exercised

 

 

 

 

 

 

 

 

4

 

Ending Balance

 

 

29,507

 

 

 

29,124

 

 

 

28,862

 

 

On December 6, 2016, our Board of Directors declared a two-for-one stock split of The Navigators Group, Inc. Common stock, to be effected in the form of a stock dividend. Stockholders of record at the close of business on December 30, 2016 received one additional share of Common stock for every share of Common stock held. All disclosures of shares and per share data have been retroactively adjusted to reflect the stock split for all periods presented.   

For the years ended December 31, 2017 and 2016, our Company paid total dividends of $0.225 and $0.135 per share, respectively, to stockholders of record of our Company’s Common Stock.     For the year ended December 31, 2015, our Company did not pay any dividends.

The declaration and amount of any future dividend will be at the discretion of the Board of Directors, and will depend upon our Company’s financial condition, results of operations, business requirements, regulatory and legal constraints and any other factors the Board of Directors deems relevant. Refer to Footnote 16 – Subsequent Events.

 

NIC may pay dividends to our Parent Company out of its statutory earned surplus pursuant to statutory restrictions imposed under the New York insurance law.  As of December 31, 2017, the maximum amount available for the payment of dividends by NIC without prior regulatory approval is $105.7 million.  NIC paid a dividend to our Parent Company of $19.0 million and $5.0 million in 2017 and 2016, respectively.  

NCUL may pay dividends to our Parent Company up to the extent of available profits that have been distributed from the Syndicate.  The Syndicate’s capital and surplus as filed with Lloyd’s consists of undistributed profits on closed and open UWYs.  In connection with the business plan approved in November 2017, NCUL posted all of the available undistributed profits on closed years of $218.3 million to support a portion of the FAL requirement and therefore that amount is not available for distribution to NCUL, which ultimately is not available to our Parent Company in the form of a dividend.  As of December 31, 2017, NCUL does not have the ability to pay dividends to the Parent Company. 

NIIC may pay dividends to our Parent Company out of its statutory profits subject to the restrictions imposed under UK Company law and Insurance regulation.  As of December 31, 2017, the maximum amount available for the payment of dividends by NIIC without prior regulatory approval is $8.4 million.

The amount and nature of net assets that are restricted from payment of dividends as of December 31, 2017 and 2016 are presented in the following table:

 

 

 

As of December 31,

 

amounts in thousands

 

2017

 

 

2016

 

Restricted Net Assets:

 

 

 

 

 

 

 

 

NIC and NSIC:

 

 

 

 

 

 

 

 

Fixed Maturities at Fair Value (Amortized Cost: 2017, $9,856; 2016, $9,820)

 

$

10,655

 

 

$

10,690

 

Short Term Investments, at Fair Value

 

 

290

 

 

 

290

 

Cash

 

 

1,242

 

 

 

7,168

 

Total NIC and NSIC (1)

 

$

12,187

 

 

$

18,148

 

NHUK:

 

 

 

 

 

 

 

 

Fixed Maturities at Fair Value (Amortized Cost: 2017, $472,701; 2016, $457,225)

 

$

471,831

 

 

$

452,053

 

Short Term Investments, at Fair Value

 

 

83,778

 

 

 

63,729

 

Total NHUK (2)

 

$

555,609

 

 

$

515,782

 

Total Restricted Net Assets

 

$

567,796

 

 

$

533,930

 

 

(1) - The restricted net assets for NIC and NSIC primarily consist of fixed maturities on deposit with various state insurance departments.  The cash as of December 31, 2017 and 2016, as presented in the table above, was on deposit with a U.K. bank to comply with the regulatory requirements of the Prudential Regulation Authority for the underwriting activities of the U.K. Branch.  

(2) - The restricted net assets for NHUK consists of fixed maturities and cash held in trust for the benefit of syndicate policyholders and short term investments primarily consisting of overseas deposits in various countries with Lloyd's to support underwriting activities in those countries.