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 September 30, 1999
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, 333-77385
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 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 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 November 8, 1999.
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 PURSUANT TO
GENERAL INSTRUCTION H(2).
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 Operations (Unaudited):
<TABLE>
<CAPTION>
For the Three For the Three
Months Ended Months Ended
September 30, 1999 September 30, 1998
_____________________________________
(Dollars in thousands)
<S> <C> <C>
Revenues:
Annuity product charges $146 $79
Net investment income 491 462
Realized gains (losses) on investments (43) --
Other income (2) --
_____________________________________
592 541
Insurance benefits and expenses:
Annuity benefits:
Interest credited to account balances 142 87
Underwriting, acquisition, and
insurance expenses:
Commissions 191 367
General expenses 216 228
Insurance taxes, state licenses, and
fees 43 (31)
Policy acquisition costs deferred (277) (500)
Amortization:
Deferred policy acquisition costs 69 34
Value of purchased insurance in force 3 2
Goodwill 1 1
_____________________________________
388 188
_____________________________________
Income before income taxes 204 353
Income taxes 94 124
_____________________________________
Net income $110 $229
=====================================
</TABLE>
See accompanying notes.
Condensed Statements of Operations (Unaudited):
<TABLE>
<CAPTION>
For the Nine For the Nine
Months Ended Months Ended
September 30, 1999 September 30, 1998
_____________________________________
(Dollars in thousands)
<S> <C> <C>
Revenues:
Annuity product charges $377 $156
Net investment income 1,537 1,329
Realized gains (losses) on investments (73) 24
Other income 14 --
_____________________________________
1,855 1,509
Insurance benefits and expenses:
Annuity benefits:
Interest credited to account balances 460 215
Underwriting, acquisition, and
insurance expenses:
Commissions 500 1,131
General expenses 558 492
Insurance taxes, state licenses, and
fees 196 63
Policy acquisition costs deferred (823) (1,453)
Amortization:
Deferred policy acquisition costs 192 60
Value of purchased insurance in force 7 10
Goodwill 2 2
_____________________________________
1,092 520
_____________________________________
Income before income taxes 763 989
Income taxes 290 347
_____________________________________
Net income $473 $642
=====================================
</TABLE>
See accompanying notes.
Condensed Balance Sheets (Unaudited):
<TABLE>
<CAPTION>
September 30, 1999 December 31, 1998
_______________________________________
(Dollars in thousands,
except per share data)
<S> <C> <C>
ASSETS
Investments:
Fixed maturities, available for sale,
at fair value (cost: 1999 - $30,810;
1998 - $30,431) $30,109 $30,994
Short-term investments 3,950 3,231
_______________________________________
Total investments 34,059 34,225
Cash and cash equivalents 1,496 1,932
Due from affiliates 48 37
Accrued investment income 596 414
Deferred policy acquisition costs 3,094 2,347
Value of purchased insurance in force 122 117
Current income taxes recoverable -- 89
Property and equipment, less
allowances for depreciation of
$27 in 1999 and $16 in 1998 45 48
Goodwill, less accumulated amortization
of $5 in 1999 and $3 in 1998 91 93
Other assets 2,203 15
Separate account assets 37,063 26,717
_______________________________________
Total assets $78,817 $66,034
=======================================
</TABLE>
See accompanying notes.
<TABLE>
<CAPTION>
September 30, 1999 December 31, 1998
_______________________________________
(Dollars in thousands,
except per share data)
<S> <C> <C>
LIABILITIES AND STOCKHOLDER'S EQUITY
Policy liabilities and accruals:
Future policy benefits:
Annuity products $8,912 $10,830
Current income tax liability 63 --
Deferred income tax liability 737 850
Due to affiliates 145 17
Other liabilities 5,045 510
Separate account liabilities 37,063 26,717
_______________________________________
51,965 38,924
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 other comprehensive
income (loss) (395) 336
Retained earnings 1,311 838
_______________________________________
Total stockholder's equity 26,852 27,110
_______________________________________
Total liabilities and stockholder's
equity $78,817 $66,034
=======================================
</TABLE>
See accompanying notes.
Condensed Statements of Cash Flows (Unaudited):
<TABLE>
<CAPTION>
For the Nine For the Nine
Months Ended Months Ended
September 30, 1999 September 30, 1998
_____________________________________
(Dollars in thousands)
<S> <C> <C>
NET CASH PROVIDED BY (USED IN) OPERATING
ACTIVITIES $3,188 ($413)
INVESTING ACTIVITIES
Sale, maturity, or repayment of fixed
maturities - available for sale 4,802 1,084
Acquisition of fixed maturities -
available for sale (5,314) --
Short-term investments - net (719) (3,636)
Purchase of property and equipment (8) --
_____________________________________
Net cash used in investing activities (1,239) (2,552)
FINANCING ACTIVITIES
Receipts from investment contracts
credited to account balances 664 3,935
Return of account balances on
investment contracts (106) (141)
Net reallocations to Separate Account (2,943) (492)
_____________________________________
Net cash provided by (used in)financing
activities (2,385) 3,302
_____________________________________
Increase (decrease) in cash and cash
equivalents (436) 337
Cash and cash equivalents at beginning
of period 1,932 621
_____________________________________
Cash and cash equivalents at end of
period $1,496 $958
=====================================
SUPPLEMENTAL DISCLOSURE OF CASH FLOW
INFORMATION
Cash paid during the period for income
taxes $10 $80
</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. Accordingly, the financial statements 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. Operating results for the nine months ended September 30, 1999
are not necessarily indicative of the results that may be expected for the
year ending December 31, 1999. 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,
1998.
ORGANIZATION
First Golden is a stock life insurance company organized under the laws of
the State of New York and is a wholly owned subsidiary of Golden American
Life Insurance Company ("Golden American"). Golden American is a wholly
owned subsidiary of Equitable of Iowa Companies, Inc.
On October 24, 1997, PFHI Holdings, Inc. ("PFHI"), a Delaware corporation,
acquired all of the outstanding capital stock of Equitable of Iowa Companies
("Equitable") according to the terms of an Agreement and Plan of Merger dated
July 7, 1997 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 this transaction, Equitable was
merged into PFHI, which was simultaneously renamed Equitable of Iowa
Companies, Inc., a Delaware corporation.
FAIR VALUES
Estimated fair values of publicly traded fixed maturities for 1999 are as
reported by an independent pricing service.
STATUTORY
Net income for First Golden as determined in accordance with statutory
accounting practices was $732,000 and $32,000 for the nine months ended
September 30, 1999 and 1998, respectively. Total statutory capital and
surplus was $25,072,000 at September 30, 1999 and $24,377,000 at December 31,
1998.
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 sale
securities (net of adjustments for value of purchased insurance in force
("VPIF"), deferred policy acquisition costs ("DPAC"), and deferred income
taxes) to be included in other comprehensive income.
Other comprehensive income (loss) for the third quarter of 1999 and 1998
amounted to $(14,000) and $601,000, respectively. During the first nine
months of 1999 and 1998, other comprehensive income (loss) amounted to
$(258,000) and $1,174,000, respectively. Other comprehensive income (loss)
excludes net investment gains (losses) included in net income which merely
represent transfers from unrealized to realized gains and losses. These
amounts totaled $(99,000) and $32,000 during the first nine months of 1999
and 1998, respectively. Such amounts, which have been measured through the
date of sale, are net of income taxes and adjustments for VPIF and DPAC
totaling $26,000 and $(8,000) for the first nine months of 1999 and 1998,
respectively.
NOTE 3 -- RELATED PARTY TRANSACTIONS
Directed Services, Inc. ("DSI"), an affiliate, acts as the principal
underwriter (as defined in the Securities Act of 1933 and the Investment
Company Act of 1940, as amended) and distributor of the variable insurance
products issued by the Company. DSI is authorized to enter into agreements
with broker/dealers to distribute the Company's variable insurance products
and appoint the broker/dealers as agents. The Company paid commissions and
expenses to DSI totaling $191,000 in the third quarter and $500,000 for the
first nine months of 1999. For the third quarter and first nine months of
1998, the commissions and expenses were $367,000 and $1,131,000,
respectively.
The Company has an asset management agreement with ING Investment Management
LLC ("ING IM"), an affiliate, 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 third quarters of 1999 and 1998, the Company incurred fees of $18,000 and
$13,000, respectively, under this agreement. The Company incurred fees of
$51,000 and $41,000 under this agreement for the nine months ending September
30, 1999 and 1998, respectively.
The Company has service agreements with Golden American and Equitable Life
Insurance Company of Iowa ("Equitable Life"), an affiliate, in which Golden
American and Equitable Life provide administrative and financial related
services. Under the agreement with Golden American, the Company incurred
expenses of $35,000 and $29,000 for the third quarters of 1999 and 1998,
respectively and $51,000 and $60,000 for the nine months ended September 30,
1999 and 1998, respectively. Under the agreement with Equitable Life, the
Company incurred expenses of $11,000 and $41,000 for the third quarters of
1999 and 1998, respectively and $109,000 and $123,000 for the nine months
ended September 30, 1999 and 1998, respectively.
The Company provides resources and services to DSI. Revenues for these
services, which reduce general expenses incurred by the Company, totaled
$49,000 and $19,000 for the third quarters of 1999 and 1998, respectively.
For the nine months ended September 30, 1999 and 1998, these revenues were
$103,000 and $57,000, respectively.
The Company had premiums, net of reinsurance, for variable products for the
nine months ended September 30, 1999 and 1998 that totaled $2,000 and
$83,000, respectively, from Locust Street Securities, Inc., an affiliate.
NOTE 4 -- COMMITMENTS AND CONTINGENCIES
REINSURANCE: At September 30, 1999, First Golden had a reinsurance treaty
with an unaffiliated reinsurer covering a significant portion of the
mortality risks under its variable contracts. First Golden remains liable to
the extent its reinsurer does not meet its obligations under the reinsurance
agreement. At September 30, 1999 and 1998, the Company had a payable of
$3,000 and $1,000, respectively, for reinsurance premiums. Included in the
accompanying financial statements are net considerations to the reinsurer of
$7,000 in the third quarter of 1999 and $15,000 for the first nine months of
1999. Also included are net considerations to the reinsurer of $3,000 in the
third quarter of 1998 and $6,000 for the first nine months of 1998.
LITIGATION: The Company, like other insurance companies, may be named or
otherwise involved in lawsuits, including class action lawsuits and
arbitrations. In some class action and other actions involving insurers,
substantial damages have been sought and/or material settlement or award
payments have been made. The Company currently believes no pending or
threatened lawsuits or actions exist that are reasonably likely to have a
material adverse impact on the Company.
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 annuities and
associated future policy benefits. Substantial changes in tax laws that
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 have a severe impact to the
Company's financial condition. Three broker/dealers, each having at least
ten percent of total sales, generated 89% of the Company's sales in the nine
months ended September 30, 1999 (94% by three broker/dealers during the same
period in 1998). During 1998, 70% of the Company's sales resulted from a
relationship with one distributor. This relationship was discontinued as of
July, 1999 for new business.
REVOLVING NOTE PAYABLE: To enhance short-term liquidity, the Company has
established a revolving note payable effective July 31, 1999 and expiring
July 31, 2000 with SunTrust Bank, Atlanta (the "Bank"). The total amount the
Company may have outstanding is $10,000,000. The note accrues interest at an
annual rate equal to: (1) the cost of funds for the Bank for the period
applicable for the advance plus 0.25% or (2) a rate quoted by the Bank to the
Company for the advance. The terms of the agreement require the Company to
maintain the minimum level of Company Action Level Risk Based Capital as
established by applicable state law or regulation. At September 30, 1999,
the Company did not have any borrowings under this agreement.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF RESULTS OF OPERATIONS
The purpose of this section is to discuss and analyze First Golden American
Life Insurance Company of New York's ("First Golden" or the "Company")
condensed results of operations. In addition, some analysis and information
regarding financial condition and liquidity and capital resources is also
provided. This analysis should be read jointly with the condensed financial
statements, the related notes, and the Cautionary Statement Regarding Forward-
Looking Statements, which appear elsewhere in this report.
First Golden, 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 variable
insurance products in the states of New York and Delaware. First Golden
became licensed as a life insurance company in New York on January 2, 1997
and Delaware on December 23, 1997.
On October 24, 1997, PFHI Holdings, Inc. ("PFHI"), a Delaware corporation,
acquired all of the outstanding capital stock of Equitable of Iowa Companies
("Equitable") according to the terms of an Agreement and Plan of Merger dated
July 7, 1997 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 this transaction, Equitable was
merged into PFHI, which was simultaneously renamed Equitable of Iowa
Companies, Inc., a Delaware corporation.
RESULTS OF OPERATIONS
_____________________
PREMIUMS
The Company reported $8.5 million in variable annuity premiums during the
first nine months of 1999 compared to $18.8 million for the first nine months
of 1998. This decrease was mainly due to the discontinuance of new business
with a distributor that sold 70% of the Company's products during 1998. For
the Company's variable contracts, premiums collected are not reported as
revenues, but as deposits to insurance liabilities. Revenues for these
products are recognized over time in the form of investment income and
product charges.
Premiums, net of reinsurance, for variable products from three significant
broker/dealers, each having at least ten percent of total sales, for the nine
months ended September 30, 1999 totaled $7.6 million, or 89% of total
premiums ($17.6 million, or 94%, from three significant broker/dealers for
the nine months ended September 30, 1998).
REVENUES
During the first nine months of 1999 and 1998, product charges totaled
$377,000 and $156,000, respectively. This increase is due to higher account
balances associated with the Company's fixed account option. Net investment
income was $1.5 million for the first nine months of 1999. This is an
increase of 15.6% compared to net investment income of $1.3 million for the
first nine months of 1998 due to growth in invested assets from September 30,
1998. The Company recognized realized losses of $73,000 during the first
nine months of 1999 compared to $24,000 of realized gains recognized during
the first nine months of 1998.
EXPENSES
The Company reported total insurance benefits and expenses of $1.1 million
during the first nine months of 1999 compared to $520,000 for first nine
months of 1998. Interest credited to account balances totaled $460,000
during the first nine months of 1999 and $215,000 for the same period in
1998. The increase in interest credited relates to higher account balances
associated with the Company's fixed account option within the variable
product.
Commissions decreased $631,000 in the first nine months of 1999 from $1.1
million during the first nine months of 1998. Changes in commissions are
generally related to changes in the level of variable product sales. General
expenses were $558,000 and $492,000 for the first nine months of 1999 and
1998, respectively. Most costs incurred as the result of sales have been
deferred, thus having very little impact on current earnings.
The Company's deferred policy acquisition costs ("DPAC") was eliminated and
an asset of $132,000 representing value of purchased insurance in force
("VPIF") was established for policies in force at the merger date. First
Golden deferred $823,000 of expenses associated with the sale of variable
annuity contracts for the nine months ended September 30, 1999. Expenses of
$1.5 million were deferred for the nine months ended September 30, 1998.
These acquisition costs are amortized in proportion to the expected gross
profits. Amortization of DPAC was $192,000 for the nine months ended
September 30, 1999 and $60,000 for the nine months ended September 30, 1998.
The amortization of VPIF was $7,000 and $10,000 for the nine months ended
September 30, 1999 and 1998, respectively. During the first nine months of
1999, VPIF was adjusted to reduce amortization by $1,000 to reflect changes
in the assumptions related to the timing of future gross profits. During the
third quarter of 1998, VPIF was unlocked by $2,000 to reflect changes in the
assumptions related to the timing of future gross profits. Based on current
conditions and assumptions as to the impact of future events on acquired
policies in force, the expected approximate net amortization relating to VPIF
as of September 30, 1999 is $3,000 for the remainder of 1999, $11,000 in
2000, $13,000 in 2001, $13,000 in 2002, $13,000 in 2003, and $11,000 in 2004.
Actual amortization may vary based upon changes in assumptions and
experience.
Amortization of goodwill totaled $2,000 for the nine months ended September
30, 1999, unchanged from the same period in 1998. Goodwill is being
amortized on a straight-line basis over 40 years.
INCOME
Net income was $473,000 for the first nine months of 1999, a decrease of
$169,000, or 26.4%, from the same period in 1998.
Comprehensive loss for the first nine months of 1999 was $258,000, a decrease
of $1.4 million from comprehensive income of $1.2 million during the first
nine months of 1998.
FINANCIAL CONDITION
___________________
INVESTMENTS
All of the Company's investments are carried at fair value in the Company's
financial statements. The change in the carrying value of the Company's
investment portfolio included changes in unrealized appreciation and
depreciation of fixed maturities as well as a decline in the cost basis of
these securities due to scheduled principal payments.
FIXED MATURITIES: At September 30, 1999, the Company had fixed maturities
with an amortized cost of $30.8 million and an estimated fair value of $30.1
million. The Company classifies 100% of its securities as available for
sale. Net unrealized depreciation on fixed maturities of $701,000 was
comprised of gross appreciation of $5,000 and gross depreciation of $706,000.
Net unrealized holding losses on these securities, net of adjustments for
VPIF, DPAC, and deferred income taxes of $395,000, was included in
stockholder's equity at September 30, 1999.
The individual securities in the Company's fixed maturities portfolio (at
amortized cost) include investment grade securities, which include securities
issued by the U.S. government, its agencies, and corporations, that are rated
at least A- by Standard & Poor's Rating Services ("Standard & Poor's") ($18.8
million or 60.9%), that are rated BBB+ to BBB- by Standard & Poor's ($9.1
million or 29.6%), and below investment grade securities, which are
securities issued by corporations that are rated BB+ to BB- by Standard &
Poor's ($1.0 million or 3.4%). Securities not rated by Standard & Poor's had
a National Association of Insurance Commissioners ("NAIC") rating of 1 ($1.9
million or 6.1%).
Fixed maturities rated BBB+ to BBB- may have speculative characteristics and
changes in economic conditions or other circumstances are more likely to lead
to a weakened capacity of the issuer to make principal and interest payments
than is the case with higher rated fixed maturities.
At September 30, 1999, the amortized cost value of the Company's total
investment in below investment grade securities was $1.0 million, or 3.4%, 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 such securities to exceed 10% of its
investment portfolio. At September 30, 1999, the yield at amortized cost on
the Company's below investment grade portfolio was 8.1% compared to 6.4% for
the Company's investment grade corporate bond portfolio. The Company
estimates the fair value of its below investment grade portfolio was
$995,000, or 95.4% of amortized cost value, at September 30, 1999.
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 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 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 nine months ended September 30, 1999, the amortized cost basis of
the Company's fixed maturities portfolio was reduced by $1.8 million as a
result of scheduled principal repayments. In total, net pre-tax losses from
sales, calls, and repayments of fixed maturity investments amounted to
$73,000 in the first nine months of 1999.
At September 30, 1999, no fixed maturities were deemed to have impairments in
value that are other than temporary. At September 30, 1999, the Company had
no investment in default. The Company's fixed maturities portfolio had a
combined yield at amortized cost of 6.4% at September 30, 1999.
OTHER ASSETS
DPAC represents certain deferred costs of acquiring insurance business,
principally first year commissions and interest bonuses and other expenses
related to the production of new business after the merger. The Company's
DPAC was eliminated as of the merger date and an asset of $132,000
representing VPIF was established for all policies in force at the merger
date. VPIF is amortized into income in proportion to the expected gross
profits of in force acquired in a manner similar to DPAC amortization. Any
expenses which vary directly with the sales of the Company's products are
deferred and amortized. At September 30, 1999, the Company had VPIF and DPAC
balances of $122,000 and $3.1 million, 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. Accumulated amortization of goodwill as of September 30, 1999 was
approximately $5,000.
Other assets increased $2.2 million from December 31, 1998. The increase is
primarily due to securities receivable at September 30, 1999.
At September 30, 1999, the Company had $37.1 million of separate account
assets compared to $26.7 million at December 31, 1998. The increase in
separate account assets resulted from market appreciation, increased transfer
activity, and sales of the Company's variable products, net of redemptions.
At September 30, 1999, the Company had total assets of $78.8 million, an
increase of 19.4% from December 31, 1998.
LIABILITIES
Future policy benefits decreased $1.9 million in the first nine months of
1999 to $8.9 million due mainly to net reallocations to the Company's
separate account. Policy reserves represent the premiums received plus
accumulated interest less mortality and administration charges. At September
30, 1999, the Company had $37.1 million of separate account liabilities.
This is an increase of 38.7% over separate account liabilities as of December
31, 1998, and is primarily related to market appreciation, increased transfer
activity, and sales of the Company's variable products, net of redemptions.
Other liabilities increased $4.5 million from December 31, 1998. The
increase results primarily from securities payable at September 30, 1999.
The Company's total liabilities increased $13.0 million, or 33.5%, during the
first nine months of 1999 and totaled $52.0 million at September 30, 1999.
The increase is primarily the result of an increase in separate account
liabilities.
The effects of inflation and changing prices on the Company's financial
position are not material since insurance assets and liabilities are both
primarily monetary and remain in balance. An effect of inflation, which has
been low in recent years, is a decline in stockholder's equity when monetary
assets exceed monetary liabilities.
LIQUIDITY AND CAPITAL RESOURCES
_______________________________
Liquidity is the ability of the Company to generate sufficient cash flows to
meet the cash requirements of its operating, investing, and financing
activities. The Company's principal sources of cash are variable annuity
premiums and product charges, investment income, and maturing investments.
Primary uses of these funds are payments of commissions and operating
expenses, investment purchases, as well as withdrawals and surrenders.
Net cash provided by operating activities was $3.2 million in the first nine
months of 1999 compared to net cash used in operations of $413,000 in the
same period of 1998. The operating cash flows result primarily from an
increase in annuity product charges, net investment income, and decreased
commission expense.
Net cash used in investing activities was $1.2 million during the first nine
months of 1999 compared to net cash used in investing activities of $2.6
million in the same period of 1998. The decrease results primarily due to
increased net purchases of fixed maturities of $0.5 million for the first
nine months of 1999 compared to redemptions of $1.1 million in the same
period of 1998. Net purchases of short-term investments were $719,000 in the
first nine months of 1999 versus $3.6 million in the first nine months of
1998.
Net cash used in financing activities was $2.4 million during the first nine
months of 1999 compared to cash provided by financing activities of $3.3
million during the same period in the prior year, a decrease of $5.7 million.
In the first nine months of 1999, net fixed account deposits were $664,000
compared to $3.9 million in the first nine months of 1998. In addition, net
reallocations to the Company's separate account increased to $2.9 million
from $492,000 during the same period in 1998.
The Company's liquidity position is managed by maintaining adequate levels of
liquid assets, such as cash or cash equivalents and short-term investments.
Additional sources of liquidity include borrowing facilities to meet short-
term cash requirements. The Company has a $10.0 million revolving note
facility with SunTrust Bank, Atlanta, which expires on July 31, 2000.
Management believes these sources of liquidity are adequate to meet the
Company's short-term cash obligations.
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.
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. It is ING's policy
to ensure adequate capital and surplus is provided for the Company and, if
necessary, additional funds will be contributed.
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 for a rating 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
the first nine months of 1999 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, Golden American,
unless a notice of its intent to declare a dividend and the amount of the
dividend has been filed with the New York Insurance Department at least
thirty days in advance of the proposed declaration. If the Superintendent of
the New York Insurance Department finds the financial condition of First
Golden does not warrant the distribution, the Superintendent may disapprove
the distribution by giving written notice to the Company within thirty days
after the filing. The management of First Golden does not anticipate paying
any dividends to its Parent during 1999.
The 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 monitor the
capitalization of insurance companies based upon the type and mixture of
risks inherent in a 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 well above all required capital levels.
VULNERABILITY FROM CONCENTRATIONS: 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 the first nine months of
1999. All premiums are generated from consumers and corporations in the
states of New York and Delaware.
REINSURANCE: At September 30, 1999, First Golden had a reinsurance treaty
with an unaffiliated reinsurer covering a significant portion of the
mortality risks under its variable contracts. First Golden remains liable to
the extent its reinsurer does not meet its obligations under the reinsurance
agreement.
YEAR 2000 READINESS DISCLOSURE: Based on and in conjunction with a 1997 study
and an ongoing analysis of computer software and hardware, Golden American
has assessed the Company's exposure to the Year 2000 change of the century
date issue. Some of the Company's computer programs were originally written
using two digits rather than four to define a particular year. As a result,
these computer programs contain "time sensitive" software that may recognize
"00" as the year 1900 rather than the year 2000, which could cause system
failure or miscalculations resulting in disruptions to operations. These
disruptions could include, but are not limited to, a temporary inability to
process transactions. To a lesser extent, the Company depends on various non-
information technology systems, which could also fail or malfunction as a
result of the Year 2000.
Golden American has developed a plan for the Company to address the Year 2000
issue in a timely manner. The following schedule details the plan's phases
and completion dates:
<TABLE>
<CAPTION>
Phases % Complete Completion Dates
______________________________________________________________________________
<S> <C> <C>
ASSESSMENT AND DEVELOPMENT of the steps to
be taken to address Year 2000 systems
issues 100% 12/31/1997
REMEDIATION of business critical systems
to address Year 2000 issues 100% 2/28/1999
REMEDIATION of non-critical systems
to address Year 2000 issues 100% 9/30/1999
TESTING of business critical systems 100% 3/05/1999
TESTING of non-critical systems and
integrated testing of hardware and
infrastructure 100% 9/30/1999
POINT-TO-POINT TESTING of external
interfaces with third party computer
systems that communicate with
Company systems 100% 9/30/1999
IMPLEMENTATION of tested business
critical software addressing Year 2000
systems issues 100% 3/05/1999
IMPLEMENTATION of tested non-critical
software addressing Year 2000
systems issues 100% 9/30/1999
CONTINGENCY PLAN 100% 6/30/1999
</TABLE>
The Company's operations could be adversely affected if significant
customers, suppliers, and other third parties, including underlying mutual
funds available through the Company's variable products, would be unable to
transact business in the Year 2000 and thereafter as a result of the Year
2000 issue. To mitigate the effect of outside influences and other
dependencies relative to the Year 2000, Golden American has identified and
contacted these third parties on behalf of the Company to obtain assurances
that necessary steps are being taken to prepare for the Year 2000. Golden
American will continue these communications through the Year 2000 transition.
Management believes the Company's systems are compliant. Golden American will
bear all systems upgrade costs to make the Company's system Year 2000
compliant. Management expects some of Golden American's resources to be
utilized in the fourth quarter of 1999 to manage the year end transition.
Despite Golden American's efforts on behalf of the Company to modify or
replace "time sensitive" computer and information systems, the Company could
experience a disruption to its operations as a result of the Year 2000. On
June 30, 1999, Golden American completed a contingency plan for the Company
to address any systems that may malfunction despite the testing being
performed.
The Year 2000 project's progress is based on management's best estimates.
These estimates were derived using numerous assumptions of future events,
including the continued availability of resources, third party Year 2000
compliance, and other factors. There is no guarantee these estimates will be
achieved and actual results could materially differ from those anticipated.
Specific factors that might cause such material differences include, but are
not limited to, the availability and cost of trained personnel, the ability
to locate and correct all relevant computer codes, and other uncertainties.
It is the Company's intention to make every reasonable effort to achieve
business continuity through appropriate planning, testing, and establishing
contingency scenarios; however, the Company does not make any representations
because of many unknown factors beyond the control of the Company.
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, among other risks and uncertainties
inherent in the Company's business, due to the following important factors:
1. Prevailing interest rate levels and stock market performance, which may
affect the ability of the Company to sell its products, the market value
and liquidity 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 tax status 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 that could affect the performance of the Company,
including, but not limited to, market conduct claims, litigation,
insurance industry insolvencies, availability of competitive reinsurance
on new business, 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.
6. To the extent third parties would be unable to transact business in the
Year 2000 and thereafter, the Company's operations could be adversely
affected.
PART II. OTHER INFORMATION
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: November 12, 1999 FIRST GOLDEN AMERICAN LIFE INSURANCE
COMPANY OF NEW YORK
By/s/ Barnett Chernow
______________________________________
Barnett Chernow
President and Director
(Principal Executive Officer)
By/s/ Mary Bea Wilkinson
______________________________________
Mary Bea Wilkinson
Senior Vice President and Treasurer
(Principal Financial Officer)
INDEX
Exhibits to Form 10-Q
Nine Months ended September 30, 1999
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 of
Iowa Companies ("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" or "First Golden") (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 (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 a Registration
Statement for First Golden on Form S-1 filed with the SEC on or about
April 23, 1999 (File No. 333-77385))
(b) Individual Deferred Combination Variable and Fixed Annuity Contract
Application (incorporated by reference from Exhibit 4(b) to a
Registration Statement for First Golden on Form S-1 filed with the SEC
on or about April 23, 1999 (File No. 333-77385))
10 MATERIAL CONTRACTS
(a) Services Agreement, dated November 8, 1996, between Directed Services,
Inc. and First Golden (incorporated by 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 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 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
Nine Months ended September 30, 1999
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) Participation Agreement between First Golden and the Travelers
Series Fund Inc. (incorporated by reference from Exhibit 10(e) to a
Registration Statement for First Golden on Form S-1 filed with the SEC
on or about April 23, 1999 (File No. 333-77385))
(f) Participation Agreement between First Golden and the Greenwich
Street Series Fund Inc., (incorporated by reference from Exhibit 10(f)
to a Registration Statement for First Golden on Form S-1 filed with the
SEC on or about April 23, 1999 (File No. 333-77385))
(g) Participation Agreement between First Golden and the Smith Barney
Concert Allocation Series Inc. (incorporated by reference from Exhibit
10(g) to a Registration Statement for First Golden on Form S-1 filed
with the SEC on or about April 23, 1999 (File No. 333-77385))
(h) Form of Participation Agreement between First Golden and PIMCO
Variable Insurance Trust (incorporated by reference from Exhibit 10(h)
to a Registration Statement for First Golden on Form S-1 filed with the
SEC on or about April 23, 1999 (File No. 333-77385))
(i) Asset Management Agreement, dated March 30, 1998, between First Golden
and ING Investment Management LLC (incorporated by reference from
Exhibit 10(g) to First Golden's Form 10-Q filed with the SEC on
August 14, 1998 (File No. 333-77385))
(j) Underwriting Agreement between First Golden and Directed Services,
Inc. (incorporated by reference from Exhibit 1 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))
(k) Revolving Note Payable, dated July 27, 1998, between First Golden
and SunTrust Bank, Atlanta (incorporated by reference from Exhibit
10(i) to First Golden's Form 10-Q filed with the SEC on November
12, 1998 (File No. 333-16279))
(l) Revolving Note Payable, dated July 31, 1999, between First Golden
and SunTrust Bank, Atlanta (incorporated by reference from Exhibit
10(i) to First Golden's Form 10-Q filed with the SEC on August 13,
1999 (File No. 333-16279))
27 FINANCIAL DATA SCHEDULE (ELECTRONIC FILING ONLY)
<TABLE> <S> <C>
<ARTICLE> 7
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY INFORMATION EXTRACTED FROM THE CONDENSED
STATEMENTS OF OPERATIONS AND CONDENSED BALANCE SHEETS (UNAUDITED) AND IS
QUALIFIED IN ITS ENTIRETY BY REFERENCE TO SUCH FINANCIAL STATEMENTS
</LEGEND>
<MULTIPLIER> 1,000
<CURRENCY> U.S. DOLLARS
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> SEP-30-1999
<EXCHANGE-RATE> 1
<DEBT-HELD-FOR-SALE> 30,109
<DEBT-CARRYING-VALUE> 0
<DEBT-MARKET-VALUE> 0
<EQUITIES> 0
<MORTGAGE> 0
<REAL-ESTATE> 0
<TOTAL-INVEST> 34,059
<CASH> 1,496
<RECOVER-REINSURE> 0
<DEFERRED-ACQUISITION> 3,094
<TOTAL-ASSETS> 78,817
<POLICY-LOSSES> 8,912
<UNEARNED-PREMIUMS> 0
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 0
<NOTES-PAYABLE> 0
0
0
<COMMON> 2,000
<OTHER-SE> 24,852
<TOTAL-LIABILITY-AND-EQUITY> 78,817
0
<INVESTMENT-INCOME> 1,537
<INVESTMENT-GAINS> (73)
<OTHER-INCOME> 391
<BENEFITS> 460
<UNDERWRITING-AMORTIZATION> 192
<UNDERWRITING-OTHER> 440
<INCOME-PRETAX> 763
<INCOME-TAX> 290
<INCOME-CONTINUING> 473
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 473
<EPS-BASIC> 0
<EPS-DILUTED> 0
<RESERVE-OPEN> 0
<PROVISION-CURRENT> 0
<PROVISION-PRIOR> 0
<PAYMENTS-CURRENT> 0
<PAYMENTS-PRIOR> 0
<RESERVE-CLOSE> 0
<CUMULATIVE-DEFICIENCY> 0
</TABLE>
