SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 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 March 31, 1998
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 333-16279
First Golden American Life Insurance Company of New York
(Exact name of registrant as specified in its charter)
New York 13-3919096
(State or other jurisdiction of (IRS employer identification no.)
incorporation or organization)
230 Park Avenue, Suite 966, New York, New York 10169-0999
(Address of principal executive offices) (Zip code)
Registrant's telephone number, including area code (212) 973-9647
__________________________________________________________________________
Former name, former address and formal 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 / /
APPLICABLE ONLY TO ISSUERS INVOLVED IN BANKRUPTCY
PROCEEDINGS DURING THE PRECEDING FIVE YEARS:
Indicate by check mark whether the registrant has filed all documents and
reports required to be filed by Section 12, 13 or 15(d) of the Securities
Exchange Act of 1934 subsequent to the distribution of securities under a
plan confirmed by a court. Yes / / No / /
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date: 200,000 shares of Common
Stock as of May 8, 1998.
NOTE: WHEREAS FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK MEETS
THE CONDITIONS SET FORTH IN GENERAL INSTRUCTION H (1)(a) AND (b) OF FORM 10Q,
THIS FORM IS BEING FILED WITH THE REDUCED DISCLOSURE FORMAT.
FINANCIAL INFORMATION
Item 1. FINANCIAL STATEMENTS
_____________________________
Person for whom the Financial Information is given: First Golden American
Life Insurance Company
of New York
Condensed Statements of Income (Unaudited):
<TABLE> POST-MERGER PRE-MERGER
<CAPTION> _________________________________
For the Three | For the Three
Months Ended | Months Ended
March 31, 1998 | March 31, 1997
________________|________________
(Dollars in thousands)
<S> <C> | <C>
REVENUES: |
Annuity product charges $23 | --
Net investment income 433 | $422
________________|________________
456 | 422
|
INSURANCE BENEFITS AND EXPENSES: |
Annuity benefits: |
Interest credited to account balances 50 | --
Underwriting, acquisition and |
insurance expenses: |
Commissions 178 | --
General expenses 264 | 54
Insurance taxes 34 | --
Policy acquisition costs deferred (397)| --
Amortization: |
Deferred policy acquisition costs 12 | --
Present value of in force acquired 4 | --
Goodwill 1 | --
________________|________________
146 | 54
________________|________________
310 | 368
|
Income taxes 109 | 129
________________|________________
|
NET INCOME $201 | $239
=================================
</TABLE>
See accompanying notes.
Condensed Balance Sheets (Unaudited):
<TABLE> POST-MERGER
<CAPTION> ____________________________________
March 31, 1998 | December 31, 1997
_________________| _________________
(Dollars in thousands,
except per share data)
<S> <C> | <C>
ASSETS |
|
Investments: |
Fixed maturities, available for sale, |
at fair value (cost: 1998 - $26,486; |
1997 - $26,570) $26,629 | $26,721
Short-term investments 1,698 | 799
_________________| _________________
TOTAL INVESTMENTS 28,327 | 27,520
|
Cash and cash equivalents 1,745 | 621
Accrued investment income 456 | 376
Deferred policy acquisition costs 572 | 189
Present value of in force acquired 122 | 126
Current income taxes recoverable 21 | 63
Property and equipment, less |
allowances for depreciation of |
$6 in 1998 and $3 in 1997 54 | 57
Goodwill, less accumulated amortization |
of $2 in 1998 and $1 in 1997 94 | 95
Other assets 24 | 2
Separate account assets 9,237 | 4,878
_________________| _________________
TOTAL ASSETS $40,652 | $33,927
====================================
</TABLE>
See accompanying notes.
Condensed Balance Sheets (Unaudited) (Continued):
<TABLE> POST-MERGER
<CAPTION> ____________________________________
March 31, 1998 | December 31, 1997
_________________| _________________
(Dollars in thousands,
except per share data)
<S> <C> | <C>
LIABILITIES AND STOCKHOLDER'S EQUITY |
|
Policy liablities and accruals: |
Future policy benefits: |
Annuity products $3,725 | $2,506
Deferred income tax liability 310 | 247
Due to affiliates 52 | 61
Other liabilities 1,040 | 140
Separate account liabilities 9,237 | 4,878
_________________| _________________
TOTAL LIABILITIES 14,364 | 7,832
|
Commitments and contingencies |
|
Stockholder's equity: |
Preferred stock, par value $5,000 per share, |
authorized 6,000 shares -- | --
Common stock, par value $10 per share, |
authorized, issued and outstanding |
200,000 shares 2,000 | 2,000
Additional paid-in capital 23,936 | 23,936
Accumulated comprehensive income 88 | 96
Retained earnings 264 | 63
_________________| _________________
TOTAL STOCKHOLDER'S EQUITY 26,288 | 26,095
_________________| _________________
TOTAL LIABILITIES AND STOCKHOLDER'S |
EQUITY $40,652 | $33,927
====================================
</TABLE>
See accompanying notes.
Condensed Statements of Cash Flows (Unaudited):
<TABLE> POST-MERGER PRE-MERGER
<CAPTION> __________________________________
For the Three | For the Three
Months Ended | Months Ended
March 31, 1998 | March 31, 1997
________________|_________________
(Dollars in thousands)
<S> <C> | <C>
NET CASH PROVIDED BY OPERATING ACTIVITIES $786 | $321
|
INVESTING ACTIVITIES |
Sales of fixed maturities - available for |
sale 70 | 54
Short-term investments - net (899)| (335)
Purchase of property and equipment -- | (16)
________________|_________________
NET CASH USED IN INVESTING ACTIVITIES (829)| (297)
|
FINANCING ACTIVITIES |
Receipts from investment contracts credited to |
policyholder account balances 1,305 | --
Return of policyholder account balances on |
investment contracts (94)| --
Net reallocations to Separate Account (44)| --
________________|_________________
NET CASH PROVIDED BY FINANCING ACTIVITIES 1,167 | --
________________|_________________
INCREASE IN CASH AND CASH EQUIVALENTS 1,124 | 24
|
CASH AND CASH EQUIVALENTS AT BEGINNING |
OF PERIOD 621 | 5
________________|_________________
|
CASH AND CASH EQUIVALENTS AT END OF PERIOD $1,745 | $29
================|=================
</TABLE>
See accompanying notes.
NOTE 1 -- BASIS OF PRESENTATION
The accompanying unaudited condensed financial statements have been prepared
in accordance with generally accepted accounting principles for interim
financial information and the instructions to Form 10-Q and Article 10 of
Regulation S-X. This form is being filed with the reduced disclosure format
specified in General Instruction H (1)(a) and (b) of Form 10-Q. Accordingly,
they do not include all of the information and footnotes required by generally
accepted accounting principles for complete financial statements. In the
opinion of management, all adjustments considered necessary for a fair
presentation have been included. All adjustments were of a normal recurring
nature, unless otherwise noted in Management's Discussion and Analysis and
the Notes to Financial Statements. These financial statements should be read
in conjunction with the financial statements and the related notes included
in First Golden American Life Insurance Company of New York's ("First Golden"
or the "Company") annual report on Form 10-K for the year ended December 31,
1997. Operating results for the three months ended March 31, 1998, are not
necessarily indicative of the results that may be expected for the year
ending December 31, 1998.
On October 24, 1997, PFHI Holdings, Inc. ("PFHI"), a Delaware corporation,
acquired all of the outstanding capital stock of Equitable of Iowa Companies
("Equitable") pursuant to the terms of the Agreement and Plan of Merger among
Equitable, PFHI and ING Groep N.V. ("ING"). PFHI is a wholly owned
subsidiary of ING, a global financial services holding company based in The
Netherlands. As a result of the merger, Equitable was merged into PFHI which
was simultaneously renamed Equitable of Iowa Companies, Inc., a Delaware
corporation.
For financial statement purposes, the merger was accounted for as a purchase
effective October 25, 1997. The merger resulted in a new basis of accounting
reflecting estimated fair values of assets and liabilities. As a result, the
Company's financial statements for the period subsequent to October 24, 1997
are presented on the Post-Merger new basis of accounting, and financial
statements for October 24, 1997 and prior periods are presented on the Pre-
Merger historical cost basis of accounting.
FAIR VALUES: Estimated fair values of investment grade public bonds are
estimated using a third party pricing system. This pricing system uses a
matrix calculation assuming a spread over the U.S. Treasury bonds based upon
the expected average lives of the securities.
NOTE 2 -- COMPREHENSIVE INCOME
As of January 1, 1998, the Company adopted the Statement of Financial
Accounting Standard ("SFAS") No. 130, "Reporting Comprehensive Income." SFAS
No. 130 establishes new rules for the reporting and display of comprehensive
income and its components; however, the adoption of this statement had no
impact on the Company's net income or stockholder's equity. SFAS No. 130
requires unrealized gains or losses on the Company's available for sales
securities (net of deferred income taxes, deferred policy acquisition costs
and present value of in force acquired), which prior to adoption were
reported separately in stockholder's equity, to be included in other
comprehensive income. Prior year financial statements have been reclassified
to conform to the requirements of SFAS No. 130.
During the first quarter of 1998 and 1997, total comprehensive income (loss)
amounted to $194,000 and $(138,000), respectively.
NOTE 3 -- RELATED PARTY TRANSACTIONS
Directed Services, Inc. ("DSI") acts as the principal underwriter (as defined
in the Securities Act of 1933 and the Investment Company Act of 1940, as
amended) of the variable insurance products issued by the Company which as of
March 31, 1998 are sold primarily through three broker/dealer institutions.
For the first quarter of 1998, the Company paid commissions and expenses to
DSI totaling $307,000.
The Company has service agreements with Golden American Life Insurance
Company ("Golden American") and Equitable Life Insurance Company of Iowa
("Equitable Life") in which Golden American and Equitable Life provide
administrative and financial related services. For the first quarter of
1998, the Company incurred expenses of $40,000 and $14,000, respectively,
from Equitable Life and Golden American under these agreements. For the
first quarter of 1997, these expenses were $1,000.
The Company provides resources and services to Golden American and DSI.
Revenues for these services which reduce general expenses incurred by the
Company totaled $18,000 and $19,000 for Golden American and DSI,
respectively, for the first quarter of 1998.
Effective January 1, 1998, the Company has an asset management agreement with
ING Investment Management LLC ("ING-IM"), an affiliated company, in which ING-
IM provides asset management and accounting services. Under the agreement
the Company records a fee based on the value of the assets under management.
The fee is payable quarterly. For the quarter ending March 31, 1998, the
Company incurred fees of $14,000 under this agreement.
NOTE 4 -- COMMITMENTS AND CONTINGENCIES
REINSURANCE: At March 31, 1998, First Golden had a reinsurance treaty with a
reinsurer covering a significant portion of the mortality risks under its
variable contracts with an unaffiliated reinsurer. First Golden remains
liable to the extent its reinsurer does not meet its obligation under the
reinsurance agreement. At March 31, 1998, the Company has a payable of
$1,000 for reinsurance premiums.
LITIGATION: The Company is not involved in any legal proceeding as of the
date of this report.
VULNERABILITY FROM CONCENTRATIONS: The Company has various concentrations in
its investment portfolio. The Company's asset growth, net investment income
and cash flow are primarily generated from the sale of variable products and
associated future policy benefits. Three broker/dealers generated 89% of the
Company's sales in the first quarter of 1998. One of these distributors sold
65% of the Company's products in the first quarter of 1998. This distributor
has indicated that it may discontinue the sales relationship by the end of
1998. Substantial changes in tax laws would make these products less
attractive to consumers, and extreme fluctuations in interest rates or stock
market returns which may result in higher lapse experience than assumed,
could cause a severe impact to the Company's financial condition.
YEAR 2000 PROJECT: Based on a study of its computer software and hardware,
First Golden's parent, Golden American, has determined its exposure to the
Year 2000 change of the century date issue. Management believes the
Company's systems are or will be substantially compliant by Year 2000, and
Golden American has engaged external consultants to validate this assumption.
The only system known to be affected by this issue is a system maintained by
an affiliate who will incur the related costs to make the system compliant.
To mitigate the effect of outside influences and other dependencies relative
to the Year 2000, Golden American will continue to contact significant
customers, suppliers and other third parties. To the extent these third
parties would be unable to transact business in the Year 2000 and thereafter,
the Company's operations could be adversely affected.
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
The purpose of this section is to discuss and analyze the Company's condensed
results of operations. In addition, some analysis and information regarding
financial condition and liquidity and capital resources has also been
provided. This analysis should be read in conjunction with the condensed
financial statements and related notes which appear elsewhere in this report.
First Golden American Life Insurance Company of New York ("First Golden", or
the "Company"), a wholly owned subsidiary of Golden American Life Insurance
Company ("Golden American" or the "Parent"), was incorporated on May 24,
1996. Golden American is a wholly owned subsidiary of Equitable of Iowa
Companies, Inc. First Golden's primary purpose is to offer insurance
products in the states of New York and Delaware. On January 2, 1997 and
December 23, 1997, First Golden became licensed as a life insurance company
in New York and Delaware, respectively.
RESULTS OF OPERATIONS
_____________________
MERGER
On October 23, 1997, Equitable of Iowa Companies ("Equitable") shareholders
approved the Agreement and Plan of Merger ("Merger Agreement") dated as of
July 7, 1997, among Equitable, PFHI Holdings, Inc., ("PFHI") and ING Groep
N.V. ("ING"). On October 24, 1997, PFHI, a Delaware corporation, acquired
all of the outstanding capital stock of Equitable pursuant to the Merger
Agreement. PFHI is a wholly owned subsidiary of ING, a global financial
services holding company based in The Netherlands. Equitable, an Iowa
corporation, in turn, owned all the outstanding capital stock of Equitable
Life Insurance Company of Iowa and Golden American and their wholly owned
subsidiaries. Equitable also owned all the outstanding capital stock of
Locust Street Securities, Inc., Equitable Investment Services, Inc., Directed
Services, Inc., Equitable of Iowa Companies Capital Trust, Equitable of Iowa
Companies Capital Trust II and Equitable of Iowa Securities Network, Inc. In
exchange for the outstanding capital stock of Equitable, ING paid total
consideration of approximately $2.1 billion in cash and stock plus the
assumption of approximately $400 million in debt according to the Merger
Agreement. As a result of the merger, Equitable was merged into PFHI which
was simultaneously renamed Equitable of Iowa Companies, Inc. ("EIC"), a
Delaware corporation.
For financial statement purposes, the change in control of the Company
through the ING merger with EIC, was accounted for as a purchase effective
October 25, 1997. This merger resulted in a new basis of accounting
reflecting estimated fair values of assets and liabilities at that date. As
a result, the Company's financial statements for the periods subsequent to
October 24, 1997, are presented on the Post-Merger new basis of accounting,
while the financial statements for October 24, 1997 and prior periods are
presented on the Pre-Merger historical cost basis of accounting.
The purchase price was allocated to the companies mentioned previously.
Goodwill of $1.4 billion was established for the excess of the merger cost
over the fair value of the assets and liabilities of EIC with $96,000 pushed
down to the Company. The allocation of the purchase price to the Company was
$25.9 million. The cost of the acquisition is preliminary as it relates to
estimated expenses, and as a result, the allocation of the purchase price to
the Company may change. Goodwill resulting from the merger is being
amortized over 40 years on a straight-line basis. The carrying value will be
reviewed periodically for any indication of impairment in value.
PREMIUMS
On March 25, 1997 and December 23, 1997, First Golden received policy
approvals in New York and Delaware, respectively. The Company reported $5.2
million in variable annuity premiums during the first three months of 1998.
Premiums, net of reinsurance, for variable products from three significant
broker/dealers for the three months ended March 31, 1998, totaled $4.6
million, or 89% of premiums. One of these distributors sold 65% of the
Company's products during this period. This distributor has indicated that
it may discontinue the sales relationship by the end of 1998.
REVENUES
During the first three months of 1998, product charges totaled $23,000. Net
investment income was $433,000 for the first three months of 1998. This is
an increase of 2.3% compared to net investment income of $422,000 for the
first three months of 1997.
EXPENSES
The Company reported total insurance benefits and expenses of $146,000 during
the first three months of 1998. Interest credited to annuity benefits
totaled $50,000 during this period. Commissions, general expenses and
insurance taxes were $178,000, $264,000 and $34,000, respectively, for the
first three months of 1998. Amortization of goodwill totaled $1,000 for the
quarter ending March 31, 1998. Goodwill is being amortized on a straight-
line basis over 40 years.
The Company's deferred policy acquisition costs ("DPAC") was eliminated and
an asset of $132,000 representing present value of in force acquired ("PVIF")
was established for policies in force at the merger date. First Golden
deferred $397,000 of expenses associated with the sale of variable annuity
contracts for the quarter ending March 31, 1998. These acquisition costs are
amortized in proportion to the expected gross profits. Amortization of DPAC
was $12,000 for the quarter ending March 31, 1998. The amortization of PVIF
for the period was $4,000. Based on current conditions and assumptions as to
the impact of future events on acquired policies in force, the expected
approximate net amortization is $14,000 for the remainder of 1998, $18,000 in
1999, $17,000 in 2000, $15,000 in 2001, $13,000 in 2002 and $10,000 in 2003.
Certain expense estimates inherent in the cost of the merger may change
resulting in changes of the allocation of the purchase price. If changes
occur, the impact could result in changes to PVIF and the related amortization
and deferred taxes. Actual amortization may vary based upon final purchase
price allocation and changes in assumptions and experience.
NET INCOME
Net income was $201,000 for the first quarter of 1998, a decrease of $38,000
or 16.0% from the first quarter of 1997.
FINANCIAL CONDITION
___________________
INVESTMENTS
First Golden's assets are invested in accordance with applicable laws. These
laws govern the nature and the quality of investments that may be made by
life insurance companies and the percentage of their assets that may be
committed to any particular type of investment. In general, these laws
permit investments, within specified limits subject to certain
qualifications, in federal, state, and municipal obligations, corporate
bonds, preferred or common stocks, real estate mortgages, real estate and
certain other investments.
First Golden purchases investments in accordance with investment guidelines
that take into account investment quality, liquidity and diversification, and
invests primarily in investment grade securities. All of First Golden's
assets except for variable separate account assets are available to meet its
obligations under the Contracts.
The Company's total investment portfolio remained stable during the first
quarter of 1998 compared to December 31, 1997. All of the Company's
investments are carried at fair value in the Company's financial statements.
The increase in the carrying value of the Company's investment portfolio
included changes in unrealized appreciation and depreciation of fixed
maturity securities as well as a decline in the cost basis of these
securities due to scheduled principal payments.
FIXED MATURITY SECURITIES: At March 31, 1998, the Company had fixed
maturities with an amortized cost of $26.5 million and an estimated fair
value of $26.6 million. The individual securities in the Company's fixed
maturities portfolio (at amortized cost) include investment grade securities
($24.9 million or 94.0%), which include securities issued by the U.S.
Government, agencies and corporations that are rated at least BBB- by
Standard & Poor's Rating Services ("Standard & Poor's"), and below investment
grade securities ($1.6 million or 6.0%), which are securities issued by
corporations that are rated BB+ to BB- by Standard & Poor's.
The Company classifies 100% of its securities as available for sale. Net
unrealized appreciation on fixed maturity securities of $143,000 was
comprised of gross appreciation of $149,000 and gross depreciation of $6,000.
Net unrealized holding gains on these securities, net of adjustments to DPAC,
PVIF and deferred income taxes, increased stockholder's equity by $88,000 at
March 31, 1998.
At March 31, 1998, the amortized cost value of the Company's total investment
in below investment grade securities was $1.6 million, or 6.0%, of the
Company's investment portfolio. The Company intends to purchase additional
below investment grade securities, but it does not expect the percentage of
its portfolio invested in below investment grade securities to exceed 10% of
its investment portfolio. At March 31, 1998, the yield at amortized cost on
the Company's below investment grade portfolio was 7.9% compared to 6.5% for
the Company's investment grade corporate bond portfolio. The Company
estimates the fair value of its below investment grade portfolio was $1.62
million, or 101.9% of amortized cost value, at March 31, 1998.
Below investment grade securities have different characteristics than
investment grade corporate debt securities. Risk of loss upon default by the
borrower is significantly greater with respect to below investment grade
securities than with other corporate debt securities. Below investment grade
securities are generally unsecured and are often subordinated to other
creditors of the issuer. Also, issuers of below investment grade securities
usually have higher levels of debt and are more sensitive to adverse economic
conditions, such as recession or increasing interest rates, than are issuers
of investment grade securities. The Company attempts to reduce the overall
risk in its below investment grade portfolio, as in all of its investments,
through careful credit analysis, strict investment policy guidelines, and
diversification by company and by industry.
The Company analyzes its investment portfolio, including below investment
grade securities, at least quarterly in order to determine if its ability to
realize its carrying value on any investment has been impaired. For debt
securities, if impairment in value is determined to be other than temporary
(i.e. if it is probable that the Company will be unable to collect all
amounts due according to the contractual terms of the security), the cost
basis of the impaired security is written down to fair value, which becomes
the security's new cost basis. The amount of the write-down is included in
earnings as a realized loss. Future events may occur, or additional or
updated information may be received, which may necessitate future write-downs
of securities in the Company's portfolio. Significant write-downs in the
carrying value of investments could materially adversely affect the Company's
net income in future periods.
During the three months ended March 31, 1998, the amortized cost basis of the
Company's fixed maturity portfolio was reduced by $70,000 as a result of
scheduled principal repayments.
At March 31, 1998, no fixed maturity securities were deemed to have
impairments in value that are other than temporary. The Company's fixed
maturity investment portfolio had a combined yield at amortized cost of 6.6%
at March 31, 1998.
OTHER ASSETS
DPAC represents certain deferred costs of acquiring new insurance business,
principally commissions and other expenses related to the production of new
business subsequent to the merger. The Company's DPAC was eliminated as of
the merger date and an asset of $132,000 representing PVIF was established
for all policies in force at the merger date. PVIF is amortized into income
in proportion to the expected gross profits of in force acquired in a manner
similar to DPAC amortization. At March 31,1998, PVIF and DPAC were $122,000
and $572,000, respectively.
Goodwill totaling $96,000, representing the excess of the acquisition cost
over the fair value of net assets acquired, was established at the merger
date. Amortization of goodwill during the first quarter of 1998 was
approximately $1,000.
At March 31, 1998, the Company had $9.2 million of separate account assets
compared to $4.9 million at December 31, 1997. The increase in separate
account assets is due to growth in the sales of the Company's variable
products and market appreciation.
At March 31, 1998, the Company had total assets of $40.7 million, an increase
of 19.7% over total assets at December 31, 1997.
LIABILITIES
Future policy benefits increased $1.2 million in the first quarter of 1998 to
$3.7 million. Policy reserves represent the premiums received plus
accumulated interest less mortality and administration charges. At March 31,
1998, the Company had $9.2 million of separate account liabilities. This is
an increase of 89.4% over separate account liabilities as of December 31,
1997, and is primarily related to increased sales of the Company's products
and market appreciation.
Other liabilities increased $900,000 during the first quarter of 1998
primarily from an increase in outstanding checks.
The Company's total liabilities increased $6.5 million, or 83.4%, during the
first three months of 1998 and totaled $14.4 million at March 31, 1998. The
increase is primarily the result of an increase in future policy benefits,
separate account liabilities and other liabilities. Liabilities will
continue to show significant growth as the Company increases its variable
annuity sales.
LIQUIDITY AND CAPITAL RESOURCES
_______________________________
The liquidity requirements of the Company are met by cash flow from
investment income and premiums. The Company primarily uses funds for the
payment of annuity benefits, commissions, operating expenses and the purchase
of new investments. Additional sources of future cash flows will include
maturities of fixed maturity investments.
First Golden's principal office is located in New York, New York, where
certain of the Company's records are maintained. The 2,568 square feet of
office space is leased through 2001.
On December 17, 1996, Golden American made capital contributions to First
Golden of $25.0 million. Of this amount, $2.0 million represented 200,000
shares of common stock with a par value of $10.00 per share. The remaining
$23.0 million was contributed as additional paid-in capital. First Golden
believes it will be able to fund the capital required for projected new
business primarily with existing capital and future capital contributions
from its Parent. First Golden expects to continue to receive capital
contributions from Golden American if necessary.
The Golden American board of directors has agreed by resolution to provide
funds as needed for the Company to maintain policyholders' surplus that meets
or exceeds the greater of: (1) the minimum capital adequacy standards to
maintain a level of capitalization necessary to meet A.M. Best Company's
guidelines or one level less than the one originally given to First Golden,
or (2) the New York State Insurance Department risk-based capital minimum
requirements as determined in accordance with New York statutory accounting
principles. No funds were transferred from Golden American during 1997 or
1998.
First Golden is required to maintain a minimum capital and surplus of not
less than $4 million under the provisions of the insurance laws of the State
of New York in which it became licensed to sell insurance products on January
2, 1997.
Under the provisions of the insurance laws of the State of New York, First
Golden cannot distribute any dividends to its stockholder unless a notice of
its intention to declare a dividend and the amount of the dividend has been
filed not less than thirty days in advance of the proposed declaration. The
superintendent may disapprove the distribution by giving written notice to
the Company within thirty days after the filing should the superintendent
find that the financial condition of the Company does not warrant the
distribution.
The National Association of Insurance Commissioners' ("NAIC's") risk-based
capital requirements require insurance companies to calculate and report
information under a risk-based capital formula. These requirements are
intended to allow insurance regulators to identify inadequately capitalized
insurance companies based upon the type and mixture of risks inherent in the
Company's operations. The formula includes components for asset risk,
liability risk, interest rate exposure and other factors. The Company has
complied with the NAIC's risk-based capital reporting requirements. Amounts
reported indicate the Company has total adjusted capital which is above all
required capital levels.
SEGMENT INFORMATION
First Golden's operations consist of one business segment, the sale of
insurance products. First Golden is not dependent upon any single customer,
however, three broker/dealers accounted for a significant portion of its
sales volume in 1998. One of these distributors sold 65% of the Company's
products in the first quarter of 1998. This distributor has indicated that
it may discontinue the sales relationship by the end of 1998. All premiums
are generated from consumers in the states of New York and Delaware.
REINSURANCE
At March 31, 1998, First Golden had a reinsurance treaty with a reinsurer
covering a significant portion of the mortality risks under its variable
contracts with an unaffiliated reinsurer. First Golden remains liable to the
extent its reinsurer does not meet its obligation under the reinsurance
agreement.
YEAR 2000 PROJECT
Based on a study of its computer software and hardware, First Golden's
parent, Golden American, has determined its exposure to the Year 2000 change
of the century date issue. Management believes the Company's systems are or
will be substantially compliant by Year 2000, and Golden American has engaged
external consultants to validate this assumption. The only system known to
be affected by this issue is a system maintained by an affiliate who will
incur the related costs to make the system compliant. To mitigate the effect
of outside influences and other dependencies relative to the Year 2000,
Golden American will continue to contact significant customers, suppliers and
other third parties. To the extent these third parties would be unable to
transact business in the Year 2000 and thereafter, the Company's operations
could be adversely affected.
CAUTIONARY STATEMENT REGARDING FORWARD-LOOKING STATEMENTS
Any forward-looking statements contained herein or in any other oral or
written statement by the Company or any of its officers, directors or
employees is qualified by the fact that actual results of the Company may
differ materially from such statement due to the following important factors,
among other risks and uncertainties inherent in the Company's business:
1. Prevailing interest rate levels and stock market performance, which may
affect the ability of the Company to sell its products, the market value
of the Company's investments and the lapse rate of the Company's
policies, notwithstanding product design features intended to enhance
persistency of the Company's products.
2. Changes in the federal income tax laws and regulations which may affect
the relative tax advantages of the Company's products.
3. Changes in the regulation of financial services, including bank sales
and underwriting of insurance products, which may affect the competitive
environment for the Company's products.
4. Increasing competition in the sale of the Company's products.
5. Other factors affecting the performance of the Company, including, but
not limited to, market conduct claims, litigation, insurance industry
insolvencies, investment performance of the underlying portfolios of the
variable products, variable product design and sales volume by
significant sellers of the Company's variable products.
PART II. OTHER INFORMATION
Items 2-4. CHANGES IN SECURITIES, DEFAULTS UPON SENIOR SECURITIES AND
SUBMISSION OF MATTERS TO A VOTE OF SECURITY HOLDERS
Information called for by items 2 through 4 of this part is
omitted pursuant to General Instruction H (2)(b) of Form 10-Q.
Item 6. EXHIBITS AND REPORTS ON FORM 8-K
(a) Exhibits
A list of exhibits included as part of this report is set
forth in the Exhibit Index which immediately precedes such
exhibits and is hereby incorporated by reference herein.
(b) Reports on Form 8-K
None
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
DATE: May 14, 1998 FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF
NEW YORK
By/s/ Mary Bea Wilkinson
_________________________________
Mary Bea Wilkinson
Senior Vice President and Treasurer
(Principal Financial Officer)
By/s/ Michellen A. Wildin
_________________________________
Michellen A. Wildin
Assistant Vice President and
Chief Accounting Officer
(Principal Accounting Officer)
INDEX
Exhibits to Form 10-Q
Three Months ended March 31, 1998
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
2 PLAN OF ACQUISITION
(a) Agreement and Plan of Merger dated July 7, 1997, among Equitable,
ING Groep N.V. and PFHI Holdings, Inc. (incorporated by
reference from Exhibit 2 in Equitable's Form 8-K filed July 11,
1997)
3 ARTICLES OF INCORPORATION AND BY-LAWS
(a) Articles of Incorporation of First Golden American Life Insurance
Company of New York ("Registrant") (incorporated by reference
from Exhibit 3(i) to Amendment No. 1 to Registrant's Registration
Statement on Form S-1 filed with the Securities and Exchange
Commission ("the SEC") on or about March 18, 1997
(File No. 333-16279))
(b) By-laws of First Golden American Life Insurance Company of New York
(incorporated by reference from Exhibit 3(ii) to Amendment No. 1
to Registrant's Registration Statement on Form S-1 filed with the
SEC on or about March 18, 1997 (File No. 333-16279))
4 INSTRUMENTS DEFINING THE RIGHTS OF SECURITY HOLDERS, INCLUDING INDENTURES
(a) Individual Deferred Combination Variable and Fixed Annuity
Contract (incorporated by reference from Exhibit 4(a) to Amendment
No. 1 to Registrant's Registration Statement on Form S-1 filed
with the SEC on or about March 18, 1997 (File No. 333-16279))
(b) Individual Deferred Combination Variable and Fixed Annuity
Contract Application (incorporated by reference from Exhibit 4(b)
to Amendment No. 1 to Registrant's Registration Statement on
Form S-1 filed with the SEC on or about March 18, 1997
(File No. 333-16279))
10 MATERIAL CONTRACTS
(a) Services Agreement, dated November 8, 1996, between Directed
Services, Inc. and First Golden American Life Insurance Company
of New York (incorporated be reference from Exhibit 10(a) to
Amendment No. 1 to Registrant's Registration Statement on Form
S-1 filed with the SEC on or about March 18, 1997
(File No. 333-16279))
(b) Administrative Services Agreement, dated November 8, 1996,
between First Golden American Life Insurance Company of New York
and Golden American Life Insurance Company (incorporated by
reference from Exhibit 10(b) to Amendment No. 1 to Registrant's
Registration Statement on Form S-1 filed with the SEC on or about
March 18, 1997 (File No. 333-16279))
(c) Form of Administrative Services Agreement between First Golden
American Life Insurance Company of New York and Equitable Life
Insurance Company of Iowa (incorporated by reference from Exhibit
10(c) to Amendment No. 1 to Registrant's Registration Statement
on Form S-1 filed with the SEC on or about March 18, 1997
(File No. 333-16279))
INDEX
Exhibits to Form 10-Q
Three Months ended March 31, 1998
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
(d) Form of Custodial Agreement between Registrant and The Bank of
New York (incorporated by reference from Exhibit 10(d) to
Amendment No. 1 to Registrant's Registration Statement on Form
S-1 filed with the SEC on or about March 18, 1997
(File No. 333-16279))
(e) Form of Participation Agreement between: Depositor and the
Travelers Series Fund, Inc.; Depositor and the Smith Barney Series
Fund, Inc.; Depositor and the Smith Barney Concert Allocation
Series, Inc. (incorporated by reference from Exhibit 10(e) to
Amendment No. 1 to Registrant's Registration Statement on Form
S-1 filed with the SEC on or about March 18, 1997
(File No. 333-16279))
27 FINANCIAL DATA SCHEDULE (ELECTRONIC FILING ONLY)
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THIS SCHEDULE CONTAINS SUMMARY INFORMATION EXTRACTED FROM THE CONDENSED
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<MULTIPLIER> 1,000
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