-----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, Rp7wM3sSUdeKs0y7grHXeyqq0l6SJtAvnY67fWcZTw2Wnls5rUU0eQ9HuNCaKu0Z +DBjgw4pZqh2jV475hD7JA== 0000818155-97-000009.txt : 19970815 0000818155-97-000009.hdr.sgml : 19970815 ACCESSION NUMBER: 0000818155-97-000009 CONFORMED SUBMISSION TYPE: 10-Q PUBLIC DOCUMENT COUNT: 2 CONFORMED PERIOD OF REPORT: 19970630 FILED AS OF DATE: 19970814 SROS: NASD FILER: COMPANY DATA: COMPANY CONFORMED NAME: WALSHIRE ASSURANCE COMPANY CENTRAL INDEX KEY: 0000818155 STANDARD INDUSTRIAL CLASSIFICATION: FIRE, MARINE & CASUALTY INSURANCE [6331] IRS NUMBER: 232023240 STATE OF INCORPORATION: PA FISCAL YEAR END: 1231 FILING VALUES: FORM TYPE: 10-Q SEC ACT: 1934 Act SEC FILE NUMBER: 000-16267 FILM NUMBER: 97663338 BUSINESS ADDRESS: STREET 1: 3350 WHITEFORD RD STREET 2: PO BOX 3849 CITY: YORK STATE: PA ZIP: 17402 BUSINESS PHONE: 7177570000 MAIL ADDRESS: STREET 1: 3350 WHITEFORD RD STREET 2: PO BOX 3849 CITY: YORK STATE: PA ZIP: 174020138 10-Q 1 UNITED STATES SECURITIES AND EXCHANGE COMMISSION Washington, DC 20549 Form 10-Q (Mark One) (X) QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the quarterly period ended: June 30, 1997 OR ( ) TRANSITION REPORT PURSUANT TO SECTION 13 OR 15 (d) OF THE SECURITIES EXCHANGE ACT OF 1934 For the transition period from to Commission file number 0-16267 WALSHIRE ASSURANCE COMPANY (Exact name of registrant as specified in its charter) Pennsylvania 23-2023240 (State or other jurisdiction of (I.R.S. Employer incorporation or organization Identification Number) 3350 Whiteford Road, P. O. Box 3849, York, PA 17402-0138 (Address of principal executive offices) (Zip code) (717)757-0000 (Registrant s telephone number, including area code) (Former name, former address and former fiscal year, if changed since last report) Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes X No Indicate the number of shares outstanding of each of the issuer s classes of common stock, as of the latest practical date. Class: Outstanding at August 12, 1997: Common stock - $.01 Par Value 4,679,943 shares WALSHIRE ASSURANCE COMPANY AND SUBSIDIARIES INDEX PAGE NUMBER Part I FINANCIAL INFORMATION Item 1. Financial Statements Consolidated Balance Sheets as of June 30, 1997 (unaudited) and December 31, 1996. . . . . . . . . . 2 Consolidated Statements of Income for the three months ended June 30, 1997 and 1996 (unaudited). . . 4 Consolidated Statements of Income for the six months ended June 30, 1997 and 1996 (unaudited). . . 5 Consolidated Statements of Cash Flows for the six months ended June 30, 1997 and 1996 (unaudited). . . 6 Notes to Consolidated Financial Statements (unaudited) . . . . . . . . . . . . . . . . . . . . 7 Item 2. Management s Discussion and Analysis of Financial Condition and Results of Operations . . . . . . . . 9 Part II OTHER INFORMATION . . . . . . . . . . . . . . . . . 10 Item 1. Legal Proceedings . . . . . . . . . . . . . . . . . 10 Item 2. Changes in Securities . . . . . . . . . . . . . . . 10 Item 3. Defaults Upon Senior Securities . . . . . . . . . . 10 Item 4. Submission of Matters to Vote of Security Holders. . 11 Item 5. Other Information . . . . . . . . . . . . . . . . . 11 Item 6. Exhibits and Reports on Form 8-K . . . . . . . . . . 11 SIGNATURES . . . . . . . . . . . . . . . . . . . . . . . . . . . 12 1 WALSHIRE ASSURANCE COMPANY AND SUBSIDIARIES Consolidated Balance Sheets (In thousands, except per share data) June 30, December 31, Assets 1997 1996 (Unaudited) Investments: Held to maturity: Fixed maturities (fair value $19,360 and $18,158) . . . . . . . . . . . . . . . . $ 19,132 $ 17,923 Available for sale: Fixed maturities (cost $35,179 and $37,512) . . . . . . . . . . . . . . . . 35,135 37,356 Equity securities (cost $9,983 and $8,711). . . . . . . . . . . . . . . . . 10,065 8,930 Short-term investments . . . . . . . . . . . . 8,924 4,758 Other investments. . . . . . . . . . . . . . . 2,047 2,051 Total investments . . . . . . . . . . . . . 75,303 71,018 Cash. . . . . . . . . . . . . . . . . . . . . . . 764 637 Accrued investment income receivable. . . . . . . 846 847 Amounts receivable from reinsurers. . . . . . . . - 1,837 Amounts receivable from reinsured company . . . . 561 563 Agents balances (net of allowance for doubtful accounts of $120). . . . . . . . . . . . . . . 6,471 8,501 Installment premiums receivable . . . . . . . . . 10,029 8,514 Agents balances and installment premiums receivable from related parties. . . . . . . . 2,273 3,073 Premium finance receivables (net of unearned finance charges and allowance for credit losses of $113 and $109) . . . . . . . . . . . 4,658 4,836 Reinsurance receivable. . . . . . . . . . . . . . 26,376 19,699 Deferred acquisition costs. . . . . . . . . . . . 5,257 5,193 Property and equipment (net of accumulated depreciation of $1,980 and $1,725) . . . . . . 4,326 4,526 Other assets. . . . . . . . . . . . . . . . . . . 1,281 1,692 Total assets. . . . . . . . . . . . . . . . $138,145 $130,936 See accompanying notes to consolidated financial statements. 2 WALSHIRE ASSURANCE COMPANY AND SUBSIDIARIES Consolidated Balance Sheets, Continued (In thousands, except per share data) June 30 December 31, Liabilities and Shareholders Equity 1997 1996 (Unaudited) Liabilities: Unpaid claims and claim settlement expenses. $ 41,356 $ 36,551 Unearned premiums. . . . . . . . . . . . . . 31,814 33,250 Amounts payable to reinsurers. . . . . . . . 3,743 - Short-term notes payable . . . . . . . . . . 8,050 7,293 Long-term notes payable. . . . . . . . . . . 720 1,076 Deposits by insureds . . . . . . . . . . . . 2,382 2,380 Commissions payable to agents. . . . . . . . 1,806 1,681 Commissions payable to related parties . . . 274 401 Other liabilities. . . . . . . . . . . . . . _ 744 1,470 Total liabilities . . . . . . . . . . . . 90,889 84,102 Shareholders equity: Preferred stock, par value $.01 per share; 2,000 shares authorized; 128 shares issued and outstanding. . . . . . . . . . 1 1 Common stock, par value $.01 per share; 10,000 shares authorized; 4,678 and 4,651 shares issued and outstanding . . . 47 47 Additional paid-in capital . . . . . . . . . 38,764 38,648 Unrealized gains on investments available for sale (net of deferred taxes of $0 and $21). . . . . . . . . . . . . . . . . . . 38 42 Retained earnings. . . . . . . . . . . . . . 8,406 8,096 Shareholders equity. . . . . . . . . . . 47,256 46,834 Total liabilities and shareholders equity . $138,145 $130,936 See accompanying notes to consolidated financial statements. 3 WALSHIRE ASSURANCE COMPANY AND SUBSIDIARIES Consolidated Statements of Income (In thousands, except per share data) Three Months Ended June 30,_____ 1997 1996 (Unaudited)(Unaudited) Revenues: Premiums earned . . . . . . . . . . . . . . . . . $15,904 $ 14,386 Premiums ceded. . . . . . . . . . . . . . . . . . ( 4,726) ( 3,004) Net premiums earned . . . . . . . . . . . . . . . 11,178 11,382 Net investment income . . . . . . . . . . . . . . 1,069 742 Net realized gains on investments . . . . . . . . 757 702 Other . . . . . . . . . . . . . . . . . . . . . . 169 187 Total revenues . . . . . . . . . . . . . . . . 13,173 13,013 Expenses: Claims and claim settlement expenses. . . . . . . 11,879 8,380 Reinsurance recoveries. . . . . . . . . . . . . . ( 3,279) ( 952) Net claims and claim settlement expenses. . . . . 8,600 7,428 Amortization of deferred acquisition costs. . . . 1,728 1,724 Underwriting, general and administrative expenses. . . . . . . . . . . . . . . . . . . . 2,121 1,875 Dividends to policyholders. . . . . . . . . . . . - 117 Interest. . . . . . . . . . . . . . . . . . . . . 175 91 Total expenses . . . . . . . . . . . . . . . . 12,624 11,235 Income before income taxes . . . . . . . . . . . . . 549 1,778 Provision for income taxes . . . . . . . . . . . . . 92 377 Net income . . . . . . . . . . . . . . . . . . . . . 457 1,401 Less dividends on convertible preferred stock. . . . 104 108 Net income available for common stock. . . . . . . . $ 353 $ 1,293 Net income per common share and common equivalent share: Primary: Net income . . . . . . . . . . . . . . . . . . $ .07 $ .27 Weighted average shares outstanding. . . . . . 4,780 4,790 Fully diluted: Net income . . . . . . . . . . . . . . . . . . $ .07 $ .26 Weighted average shares outstanding. . . . . . 4,780 5,392 See accompanying notes to consolidated financial statements. 4 WALSHIRE ASSURANCE COMPANY AND SUBSIDIARIES Consolidated Statements of Income (In thousands, except per share data) Six Months Ended June 30,_____ 1997 1996 (Unaudited)(Unaudited) Revenues: Premiums earned . . . . . . . . . . . . . . . . . $31,550 $ 28,177 Premiums ceded. . . . . . . . . . . . . . . . . . ( 8,225) ( 6,059) Net premiums earned . . . . . . . . . . . . . . . 23,325 22,118 Net investment income . . . . . . . . . . . . . . 2,051 1,473 Net realized gains on investments . . . . . . . . 1,393 769 Other . . . . . . . . . . . . . . . . . . . . . . 332 362 Total revenues . . . . . . . . . . . . . . . . 27,101 24,722 Expenses: Claims and claim settlement expenses. . . . . . . 22,692 16,767 Reinsurance recoveries. . . . . . . . . . . . . . ( 4,999) ( 1,689) Net claims and claim settlement expenses. . . . . 17,693 15,078 Amortization of deferred acquisition costs. . . . 3,328 3,386 Underwriting, general and administrative expenses. . . . . . . . . . . . . . . . . . . . 4,357 3,688 Dividends to policyholders. . . . . . . . . . . . - 117 Interest. . . . . . . . . . . . . . . . . . . . . 365 173 Total expenses . . . . . . . . . . . . . . . . 25,743 22,442 Income before income taxes . . . . . . . . . . . . . 1,358 2,280 Provision for income taxes . . . . . . . . . . . . . 234 382 Net income . . . . . . . . . . . . . . . . . . . . . 1,124 1,898 Less dividends on convertible preferred stock. . . . 208 216 Net income available for common stock. . . . . . . . $ 916 $ 1,682 Net income per common share and common equivalent share: Primary: Net income . . . . . . . . . . . . . . . . . . $ .19 $ .35 Weighted average shares outstanding. . . . . . 4,811 4,775 Fully diluted: Net income . . . . . . . . . . . . . . . . . . $ .19 $ .35 Weighted average shares outstanding. . . . . . 4,811 5,372 See accompanying notes to consolidated financial statements. 5 WA LSHIRE ASSURANCE COMPANY AND SUBSIDIARIES Co nsolidated Statements of Cash Flows (In thousands) except per share data) Six Months Ended June 30, _______ 1997 1996 (Unaudited) (Unaudited) Cash flows from operating activities: Net income . . . . . . . . . . . . . . . . . . . . $ 1,124 $ 1,898 Adjustments to reconcile net income to net cash provided by operating activities Net realized gains on investments. . . . . . . ( 1,393) ( 769) Decrease (increase) in assets: Accrued investment income receivable. . . . . 1 3 Amounts receivable from reinsurers. . . . . . 1,837 1,227 Amounts receivable from reinsured company . . 2 ( 916) Agents balances and installment premiums receivable . . . . . . . . . . . . . . . . . 515 (4,382) Agents balances and installment premiums receivable from related parties. . . . . . . 800 191 Premium finance receivables . . . . . . . . . 178 698 Reinsurance receivables . . . . . . . . . . . ( 6,677) (4,454) Deferred acquisition costs. . . . . . . . . . ( 64) ( 345) Other, net. . . . . . . . . . . . . . . . . . 760 ( 721) (Decrease) increase in liabilities: Unpaid claims and claim settlement expenses . 4,805 7,132 Unearned premiums . . . . . . . . . . . . . . ( 1,436) 1,967 Amounts payable to reinsurers . . . . . . . . 3,743 - Deposits by insureds. . . . . . . . . . . . . 2 804 Other, net. . . . . . . . . . . . . . . . . . ( 739) ( 268) Net cash provided by operating activities. . . . . 3,458 2,065 Cash flows from investing activities: Purchase of investments: Held to maturity . . . . . . . . . . . . . . . . ( 2,340) (1,377) Available for sale . . . . . . . . . . . . . . . (15,750) (8,324) Sale of investments: Available for sale . . . . . . . . . . . . . . . 17,451 3,456 Maturity of investments. . . . . . . . . . . . . . 1,781 2,528 Net (purchase) sale of short term and other investments. . . . . . . . . . . . . . . . . . . ( 4,120) ( 494) Purchase of property and equipment . . . . . . . . ( 155) ( 772) Sale of property and equipment . . . . . . . . . . 12 9 Other, net . . . . . . . . . . . . . . . . . . . . 88 417 Net cash (used in) investing activities. . . . . ( 3,033) (4,557) Cash flows from financing activities: Cash dividends paid. . . . . . . . . . . . . . . . ( 815) ( 750) Issuance of common stock . . . . . . . . . . . . . 116 618 Proceeds from notes payable . . . . . . . . . . . 700 3,229 Payment of notes payable . . . . . . . . . . . . . ( 299) ( 240) Net cash provided by (used in) financing activities . . . . . . . . . . . . . . . . . . ( 298) 2,857 Net increase in cash . . . . . . . . . . . . . . . . 127 365 Cash at beginning of the period. . . . . . . . . . . 637 99 Cash at end of the period. . . . . . . . . . . . . . $ 764 $ 464 See accompanying notes to consolidated financial statements. 6 WALSHIRE ASSURANCE COMPANY AND SUBSIDIARIES NOTES TO CONSOLIDATED FINANCIAL STATEMENTS (UNAUDITED) 1. The consolidated balance sheet as of June 30, 1997, the consolidated statements of income for the three and six months ended June 30, 1997 and 1996, and the consolidated statements of cash flows for the six months then ended have been prepared by Walshire Assurance Company ( the Company ) without audit. In the opinion of management, all adjustments (which include only normal recurring adjustments) necessary to present fairly the financial position, results of operations and cash flows at June 30, 1997 and for all periods presented, have been made. 2. Certain information and footnote disclosures normally included in financial statements prepared in accordance with generally accepted accounting principles have been omitted. It is suggested that these unaudited consolidated financial statements be read in conjunction with the financial statements and notes thereto included in the Company s 1996 Annual Report. The results of operations for the period ended June 30, 1997 are not necessarily indicative of the results of operations for the full year. 3. Net income per common share is computed after recognition of preferred stock dividend requirements and is based on the weighted average number of shares of common stock and common stock equivalents outstanding. The number of common shares was increased by the number of shares issuable on the exercise of options when the market price of the common stock exceeds the exercise price of the options. This increase in the number of common shares was reduced by the number of common shares that are assumed to have been purchased with the proceeds from the exercise of the options; these purchases were assumed to have been made at the average price of the common stock during that part of the year when the market price of the common stock exceeded the exercise price of the options. Fully diluted net income per share was determined on the assumption that the convertible preferred stock was converted and the outstanding stock options were exercised on January 1, 1996. As to the preferred stock, net income was adjusted for dividends declared. As to the options, outstanding shares were increased as described above except that purchases of common stock are assumed to have been made at the higher of the period-end price or the average price of the common stock during that part of the year when the market price of the common stock exceeded the exercise price of the options. FASB Statement No. 128, Earnings Per Share (Statement 128) supersedes APB Opinion No. 15, Earnings Per Share, and specifies the computation, presentation, and disclosure requirements for earnings per share (EPS) for entities with publicly held common stock or potential common stock. Statement 128 was issued to simplify the computation of EPS and to make the U.S. standard more compatible with the EPS standards of other countries and that of the International Accounting Standards Committee (IASC). It also requires dual presentation of Basic EPS and Diluted EPS on the face of the income statement for all entities with complex capital structures and requires a reconciliation of the numerator and denominator of the Basic EPS computation to the numerator and denominator of the Diluted EPS computation. Basic EPS, unlike Primary EPS, excludes all dilution while Diluted EPS, like Fully Diluted EPS, reflects the potential dilution that could occur if securities or other contracts to issue common stock were exercised or converted into common stock or resulted in the issuance of common stock that then shared in the earnings of the entity. For many entities Basic EPS will be higher than Primary EPS and Diluted EPS will be approximately the same as Fully Diluted EPS. 7 Statement 128 is effective for financial statements for both interim and annual periods ending after December 15, 1997. Management does not expect that the adoption of Statement 128 will have a material impact on its earnings per share. FASB Statement No. 130, "Comprehensive Income", was issued and established standards for the reporting and disclosure of comprehensive income and its components (revenues, expenses, gains and losses). The statement requires that all items that are required to be recognized under accounting standards as components of comprehensive income be reported in a financial statement that is displayed with the same prominence as other financial statements. The statement requires that an enterprise (a) classify items of other comprehensive income by their nature in a financial statement and (b) display the accumulated balance of other comprehensive income separately from retained earnings and additional paid- in capital in the equity section of a statement of financial position. The statement is effective for fiscal years beginning after December 15, 1997. The Company will adopt the statement in 1998. FASB Statement No. 131, "Disclosures about Segments of an Enterprise and Related Information", was issued and established standards for the way that public business enterprises report information about operating segments in annual financial statements. The statement requires that those enterprises report selected information about operating segments in interim financial reports issued to stockholders. It also establishes standards for related disclosures about products and services, geographic areas and major customers. The statement is effective for fiscal years beginning after December 15, 1997. The Company is in the process of determining the effect of this statement upon its financial reporting requirements. 5. Forward Looking Statements. The information contained in this Quarterly Report contains forward looking statements (as such term is defined in the Securities Exchange Act of 1934 and the regulations thereunder), including without limitation, statements as to the allowances for doubtful accounts and credit losses, reserves for unpaid claims and claim settlement expenses, the classification of the Company's investment portfolio and other statements as to management's beliefs, expectations or opinions. Such forward looking statements are subject to risks and uncertainties and may be affected by various factors which may cause actual results to differ materially from those in the forward looking statements. Certain of these risks, uncertainties and other factors are discussed in this Quarterly Report or in the Company's Annual Report on Form 10-K for the year ended December 31, 1996, a copy of which may be obtained from the Company upon request and without charge (except for the exhibits thereto). 6. Investment Considerations. In analyzing whether to make, or to continue, an investment in the Company, investors should consider, among other factors, certain investment considerations more particularly described in the Company's Annual Report on Form 10-K for the year ended December 31, 1996. 8 Item 2. Management s Discussion and Analysis of Financial Condition and Results of Operations Revenues for the three month period ended June 30, 1997 increased $.2 million, or 1.2%, from revenues for the three month period ended June 30, 1996. This increase was primarily the result of an increase in net investment income. Direct premiums written decreased $.6 million, or 3.8%, in the three month period ended June 30, 1997 when compared to the same period in 1996. Decreases in auto liability, auto physical damage, workers' compensation and inland marine direct premiums written resulted from additional competition as well as rate reductions. Increases in homeowners and other lines were primarily the result of the acquisition of Yorktowne Insurance Company in September of 1996. The following table sets forth the direct premiums written by the Company for the three month periods ended June 30, 1997 and 1996 by line of business. (In thousands) Three months ended June 30, 1997 1996 %Change Auto liability $ 6,632 $ 6,954 ( 4.6)% Auto physical damage 4,637 5,878 ( 21.1)% Workers compensation 777 1,323 ( 41.2)% Inland marine 735 883 ( 16.8)% Homeowners 749 - N/M Other 1,201 267 349.8 % Total $14,731 $15,305 ( 3.8)% Expenses for the three month period ended June 30, 1997 increased $1.4 million, or 12.4%, over expenses for the three month period ended June 30, 1996. The increase was the result of increases in net claims and claim settlement expenses and underwriting, general and administrative expenses. Increases in net claims and claim settlement expenses were the result of an increase in the statutory loss ratio from 66.5% in 1996 to 78.4% in 1997. The increase in the loss ratio was due primarily to an increase in the loss ratio of the Company's auto liability and auto physical damage products. Increases in underwriting, general and administrative expenses were primarily the result of the additional operating expenses of Yorktowne Insurance Company, which was acquired in September of 1996. The statutory combined ratio for the three month period ended June 30, 1997 was 117.5%, an increase from 94.4% for the three month period ended June 30, 1996. Revenues for the six month period ended June 30, 1997 increased $2.4 million, or 9.6%, from revenues for the six month period ended June 30, 1996. This increase was primarily the result of increases in premiums earned, net investment income and net realized gains on investments. Direct premiums written increased $1.4 million, or 4.6%, in the six month period ended June 30, 1997 when compared to the same period in 1996. The following table sets forth the direct premiums written by the Company for the six month periods ended June 30, 1997 and 1996 by line of business. (In thousands) Six months ended June 30, 1997 1996 %Change Auto liability $14,258 $13,119 8.7 % Auto physical damage 9,535 11,410 ( 16.4)% Workers compensation 1,955 3,111 ( 37.2)% Inland marine 1,759 1,739 1.2 % Homeowners 1,339 - N/M Other 2,265 365 520.6 % Total $31,111 $29,744 4.6 % 9 Expenses for the six month period ended June 30, 1997 increased $3.3 million, or 14.7%, over expenses for the six month period ended June 30, 1996. The increase was primarily the result of increases in net claims and claim settlement expenses and underwriting, general and administrative expenses. Increases in net claims and claim settlement expenses were the result of increases in earned premiums, and an increase in the statutory loss ratio from 69.5% in 1996 to 77.4% in 1997. The increase in the loss ratio was due primarily to an increase in the loss ratio of the Company's auto liability and auto physical damage products. Increases in underwriting, general and administrative expenses were primarily the result of the additional operating expenses of Yorktowne Insurance Company, which was acquired in September of 1996. The statutory combined ratio for the six month period ended June 30, 1997 was 111.1%, an increase from 98.1% for the six month period ended June 30, 1996. Liquidity and Capital Resources Historically, the Company has generated funds sufficient to support its operations and has maintained a high degree of liquidity in its investment portfolio. The primary sources of funds to meet the demands of claim settlements and operating expenses are premiums, ceding commissions, investment income and existing lines of credit. The Company s funds generally are invested in securities with maturities intended to provide adequate funds to pay claims and expenses without the forced sale of investments. The Company believes that its current cash and short term investments, together with funds generated from operations, will be sufficient to meet its operating and capital requirements for the foreseeable future. Part II OTHER INFORMATION Item 1. Legal Proceedings None Item 2. Changes in Securities None Item 3. Defaults Upon Senior Securities None 10 Item 4. Submission of Matter to a Vote of Security Holders The Annual Meeting of Shareholders was held on May 21, 1997. The only matter to be voted upon at the meeting was the election of two directors for a term of three years. The results of the election were as follows: Charles W. Hash, Jr. Kenneth R. Taylor Voting For 3,327,767 3,094,170 Voting against or withheld 39,071 272,668 Abstentions and Broker non-votes 1,295,688 1,295,688 The terms of the following directors will expire in: (a) 1998 1. L. Edward Sausman 2. William R. Tierney, Jr. (b) 1999 1. Peter D. Bennett 2. John J. Buchan, Jr. 3. Gary J. Orndorff Item 5. Other Information None Item 6. Exhibits and Reports on Form 8-K Exhibits (a) Exhibit 27.1 Financial data schedule Reports on Form 8-K None 11 SIGNA TURES Pursuant to the requirements of Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. WALSHIRE ASSURANCE COMPANY (Registrant) DATE: August 13, 1997 /s/ Kenneth R. Taylor Kenneth R. Taylor Chairman, President and Chief Executive Officer DATE: August 13, 1997 /s/ Gary J. Orndorff Gary J. Orndorff Vice President/Treasurer and Chief Financial Officer 12 SIGNATURES Pursuant to the requirements of Securities Exchange Act of 1934, the registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. WALSHIRE ASSURANCE COMPANY (Registrant) DATE: August 13, 1997 __________________________ Kenneth R. Taylor Chairman, President and Chief Executive Officer DATE: August 13, 1997 __________________________ Gary J. Orndorff Vice President/Treasurer and Chief Financial Officer 12 EX-27 2
7 6-MOS DEC-31-1997 JUN-30-1997 35,135 19,132 19,360 10,065 103 0 75,303 764 561 5,257 138,145 41,356 31,814 0 2,382 8,770 47 0 1 47,208 138,145 23,325 2,051 1,393 332 17,693 3,328 4,357 1,358 234 0 0 0 0 1,124 .19 .19 36,552 16,111 1,420 6,905 7,961 41,356 0
-----END PRIVACY-ENHANCED MESSAGE-----