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, 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 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 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 12, 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
March 31, 1999 March 31, 1998
______________________________________
(Dollars in thousands)
<S> <C> <C>
Revenues:
Annuity product charges $112 $23
Net investment income 535 433
Other income 15 --
______________________________________
662 456
Insurance benefits and expenses:
Annuity benefits:
Interest credited to account balances 167 50
Underwriting, acquisition and
insurance expenses:
Commissions 199 307
General expenses 168 135
Insurance taxes 23 34
Policy acquisition costs deferred (321) (397)
Amortization:
Deferred policy acquisition costs 60 12
Value of purchased insurance in force 1 4
Goodwill 1 1
______________________________________
298 146
______________________________________
364 310
Income taxes 132 109
______________________________________
Net income $232 $201
======================================
</TABLE>
See accompanying notes.
Condensed Balance Sheets (Unaudited):
<TABLE>
<CAPTION>
March 31, 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 - $29,787;
1998 - $30,431) $29,912 $30,994
Short-term investments 3,276 3,231
_______________________________________
Total investments 33,188 34,225
Cash and cash equivalents 1,651 1,932
Due from affiliates 46 37
Accrued investment income 518 414
Deferred policy acquisition costs 2,645 2,347
Value of purchased insurance in force 120 117
Current income taxes recoverable 89 89
Property and equipment, less
allowances for depreciation of
$20 in 1999 and $16 in 1998 52 48
Goodwill, less accumulated amortization
of $4 in 1999 and $3 in 1998 92 93
Other assets 27 15
Separate account assets 30,968 26,717
_______________________________________
Total assets $69,396 $66,034
=======================================
</TABLE>
See accompanying notes.
Condensed Balance Sheets (Unaudited) (Continued):
<TABLE>
<CAPTION>
March 31, 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 $10,150 $10,830
Deferred income tax liability 838 850
Due to affiliates 122 17
Other liabilities 226 510
Separate account liabilities 30,968 26,717
_______________________________________
42,304 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 86 336
Retained earnings 1,070 838
_______________________________________
Total stockholder's equity 27,092 27,110
_______________________________________
Total liabilities and stockholder's
equity $69,396 $66,034
=======================================
</TABLE>
See accompanying notes.
Condensed Statements of Cash Flows (Unaudited):
<TABLE>
<CAPTION>
For the Three For the Three
Months Ended Months Ended
March 31, 1999 March 31, 1998
_____________________________________
(Dollars in thousands)
<S> <C> <C>
NET CASH PROVIDED BY (USED IN) OPERATING
ACTIVITIES ($7) $786
INVESTING ACTIVITIES
Sale, maturity or repayment of fixed
maturities - available for sale 626 70
Short-term investments - net (45) (899)
Purchase of property and equipment (8) --
_____________________________________
Net cash provided by (used in) investing
activities 573 (829)
FINANCING ACTIVITIES
Receipts from investment contracts
credited to account balances 26 1,305
Return of account balances on
investment contracts (52) (94)
Net reallocations to Separate Account (821) (44)
_____________________________________
Net cash provided by (used in) financing
activities (847) 1,167
_____________________________________
Increase (decrease) in cash and cash
equivalents (281) 1,124
Cash and cash equivalents at beginning
of period 1,932 621
_____________________________________
Cash and cash equivalents at end of
period $1,651 $1,745
=====================================
</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,
1998. Operating results for the three months ended March 31, 1999, are not
necessarily indicative of the results that may be expected for the year
ending December 31, 1999.
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. ("EIC").
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.
RECLASSIFICATIONS
Certain amounts in the March 31, 1998 and December 31, 1998 financial
statements have been reclassified to conform to the March 31, 1999 financial
statement presentation.
STATUTORY
Net income for First Golden as determined in accordance with statutory
accounting practices was $206,000 and $20,000 for the three months ended
March 31, 1999 and 1998, respectively. Total statutory capital and surplus
was $24,553,000 at March 31, 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,
deferred policy acquisition costs and deferred income taxes) to be included
in other comprehensive income.
Total comprehensive income (loss) for the first quarter of 1999 and 1998
amounted to $(18,000) and $194,000, respectively. Other comprehensive income
excludes net investment gains (losses) included in net income which merely
represent transfers from unrealized to realized gains and losses. There was
no such amount excluded for the first quarters of 1999 and 1998.
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. As of March 31, 1999, the
Company's variable insurance products were sold primarily through two
broker/dealer institutions. The Company paid commissions and expenses to DSI
totaling $199,000 and $307,000 in the first quarters of 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. For the first quarter of 1999 and 1998, the Company incurred
expenses of $4,000 and $14,000, respectively, from Golden American under
these agreements. The Company incurred expenses of $40,000 from Equitable
Life for the three months ended March 31, 1999, unchanged from the same
period in 1998.
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 first quarters of 1999 and 1998, the Company incurred fees of $17,000 and
$14,000, respectively, under this agreement.
The Company received premiums, net of reinsurance, for variable products for
the three months ended March 31, 1999 that totaled $2,000 from Locust Street
Securities, Inc., an affiliate.
NOTE 4 -- COMMITMENTS AND CONTINGENCIES
REINSURANCE: At March 31, 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 obligation under the reinsurance
agreement. At March 31, 1999 and 1998, the Company had a payable of $2,000
and $1,000, respectively, for reinsurance premiums. Included in the
accompanying financial statements are net considerations to the reinsurer of
$2,000 in the first quarter of 1999.
LITIGATION: The Company, like other insurance companies, may be named or
otherwise involved in lawsuits, including class action lawsuits. In some
class action and other lawsuits involving insurers, substantial damages have
been sought and/or material settlement payments have been made. The Company
currently believes no pending or threatened lawsuits 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 products 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. Two broker/dealers generated 83% of the
Company's sales in the three months ended March 31, 1999 (89% by three
broker/dealers during the same period in 1998).
REVOLVING NOTE PAYABLE: To enhance short-term liquidity, the Company has
established a revolving note payable effective July 27, 1998 and expiring
July 31, 1999, with SunTrust Bank, Atlanta (the "Bank"). The note was
approved by the Company's Board of Directors on September 29, 1998. 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 March 31, 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 the 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
has also been 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 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
On March 25, 1997 and December 23, 1997, First Golden received policy
approvals in New York and Delaware, respectively. The Company reported $3.3
million in variable annuity premiums during the first three months of 1999
compared to $5.2 million for the first three months of 1998. This decrease
was due in part to the discontinuance of a sales relationship with a
distributor that sold 62% of the Company's products during 1998. The sales
made by this distributor are anticipated to be absorbed by other distributors
during 1999.
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 two significant
broker/dealers for the three months ended March 31, 1999 totaled $2.7
million, or 83% of total premiums ($4.6 million, or 89%, from three
significant broker/dealers for the three months ended March 31, 1998).
REVENUES
During the first three months of 1999 and 1998, product charges totaled
$112,000 and $23,000, respectively. This increase is due to higher account
balances associated with the Company's fixed account option. Net investment
income was $535,000 for the first three months of 1999. This is an increase
of 23.8% compared to net investment income of $433,000 for the first three
months of 1998 due to growth in invested assets.
EXPENSES
The Company reported total insurance benefits and expenses of $298,000 during
the first three months of 1999 compared to $146,000 for first three months of
1998. Interest credited to account balances totaled $167,000 during this
period and $50,000 for the same period in 1998. This increase is due to
higher account balances associated with the Company's fixed account option.
Commissions decreased $108,000 in the first quarter of 1999 from $307,000
during the first quarter of 1998. Insurance taxes decreased $11,000 in the
first quarter of 1999 from $34,000 during the first quarter of 1998. Changes
in commissions and insurance taxes are generally related to changes in the
level of variable product sales. General expenses were $168,000 and $135,000
for the first three months of 1999 and 1998, respectively. Most costs
incurred as the result of new sales have been deferred, thus having very
little impact on current earnings.
At the merger date, 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 $321,000 of expenses associated with the
sale of variable annuity contracts for the three months ended March 31, 1999.
Expenses of $397,000 were deferred for the three months ended March 31, 1998.
These acquisition costs are amortized in proportion to the expected gross
profits. Amortization of DPAC was $60,000 for the three months ended March
31, 1999 and $12,000 for the three months ended March 31, 1998. The
amortization of VPIF was $1,000 and $4,000 for the three months ended March
31, 1999 and 1998, respectively. During the first quarter 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. 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 March 31, 1999 is $9,000 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 $1,000 for the three months ended March 31,
1999, unchanged from the same period in 1998. Goodwill is being amortized on
a straight-line basis over 40 years.
INCOME
Net income was $232,000 for the first three months of 1999, an increase of
$31,000 or 15.5% from the same period in 1998.
Comprehensive loss for the first quarter of 1999 was $18,000, a decrease of
$212,000 from comprehensive income of $194,000 during the first quarter of
1998.
FINANCIAL CONDITION
___________________
INVESTMENTS
The Company's total investment portfolio remained stable during the first
three months of 1999 compared to December 31, 1998. 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 March 31, 1999, the Company had fixed maturities with
an amortized cost of $29.8 million and an estimated fair value of $29.9
million. 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, agencies and corporations
that are rated at least A- by Standard & Poor's Rating Services ("Standard &
Poor's") ($17.5 million or 58.8%), that are rated BBB+ to BBB- by Standard &
Poor's ($9.2 million or 30.8%) 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 3.5%). Securities not rated by Standard & Poor's had
a National Association of Insurance Commissioners rating of 1 ($2.1 million
or 6.9%).
The Company classifies 100% of its securities as available for sale. Net
unrealized appreciation on fixed maturities of $125,000 was comprised of
gross appreciation of $275,000 and gross depreciation of $150,000. Net
unrealized holding gains on these securities, net of adjustments for VPIF,
DPAC and deferred income taxes of $86,000, was included in stockholder's
equity at March 31, 1999.
Fixed maturities rated 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 March 31, 1999, the amortized cost value of the Company's total investment
in below investment grade securities was $1.05 million, or 3.5%, 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 March 31, 1999, the yield at amortized cost on the Company's
below investment grade portfolio was 8.1% compared to 6.3% for the Company's
investment grade corporate bond portfolio. The Company estimates the fair
value of its below investment grade portfolio was $1.06 million, or 100.9% of
amortized cost value, at March 31, 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 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 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, 1999, the amortized cost basis of the
Company's fixed maturities portfolio was reduced by $626,000 as a result of
scheduled principal repayments.
At March 31, 1999, no fixed maturities were deemed to have impairments in value
that are other than temporary. At March 31, 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 March 31, 1999.
OTHER ASSETS
DPAC represents certain deferred costs of acquiring insurance business,
principally commissions 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 business in a
manner similar to DPAC amortization. Any expenses which vary with the sales
of the Company's products are deferred and amortized. At March 31, 1999, the
Company had VPIF and DPAC balances of $120,000 and $2.6 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 March 31, 1999 was
approximately $4,000.
At March 31, 1999, the Company had $31.0 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 March 31, 1999, the Company had total assets of $69.4 million, an increase
of 5.1% from December 31, 1998.
LIABILITIES
Future policy benefits decreased $680,000 in the first three months of 1999
to $10.2 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 March 31, 1999, the
Company had $31.0 million of separate account liabilities. This is an
increase of 15.9% 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.
The Company's total liabilities increased $3.4 million, or 8.7%, during the
first three months of 1999 and totaled $42.3 million at March 31, 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, interest, investment purchases, as well as withdrawals and
surrenders.
Net cash used in operating activities was $7,000 in the first quarter of 1999
compared to net cash provided by operations of $0.8 million in the same
period of 1998. The negative operating cash flows result primarily from the
funding of commissions and other deferrable expenses related to the growth in
the variable annuity products of the Company.
Net cash provided by investing activities was $0.6 million during the first
quarter of 1999 compared to net cash used in investing activities of $0.8
million in the same period of 1998. This increase is primarily due to greater
redemptions of fixed maturities and decreased net purchases of short-term
investments during the first quarter of 1999. Redemptions of fixed maturities
reached $0.6 million in the first quarter of 1999 versus net purchases of
$70,000 in the same period of 1998. Net purchases of short-term investments
were $45,000 in the first quarter of 1999 versus $0.9 million in the first
quarter of 1998.
Net cash used in financing activities was $0.8 million during the first
quarter of 1999 compared to cash provided by financing activities of $1.2
million during the same period in the prior year. In the first quarter of
1999, net cash used in financing activities was impacted by net fixed account
deposits of $(26,000) compared to $1.2 million in the first quarter of 1998.
This decrease was also affected by net reallocations to the Company's
separate account, which increased to $0.8 million from $44,000 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 established a $10.0 million revolving
note facility with SunTrust Bank, Atlanta. Management believes that 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 quarters 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, two broker/dealers accounted for
a significant portion of its sales volume in the first quarter of 1999. All
premiums are generated from consumers and corporations in the states of New
York and Delaware.
REINSURANCE: At March 31, 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 obligation 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,
progress towards completion and estimated completion dates as of April 30,
1999:
<TABLE>
<CAPTION>
% Complete as of Actual/Estimated
Phases April 30, 1999 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 76-99% 6/01/1999
TESTING of business critical systems 100% 3/05/1999
TESTING of non-critical systems and
integrated testing of hardware and
infrastructure 51-75% 6/15/1999
POINT-TO-POINT TESTING of external
interfaces with third party computer
systems that communicate with
Company systems 51-75% 5/31/1999
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 51-75% 6/30/1999
CONTINGENCY PLAN 76-99% 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 and establish compliance
checkpoints through the Year 2000 transition.
Management believes the Company's systems are or will be substantially
compliant by Year 2000. 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 early 1999 to complete system
upgrades and finalize the contingency plan.
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.
Golden American is currently developing a contingency plan for the Company to
address any systems that may malfunction despite the testing being performed.
The contingency plan is anticipated to be completed by June 30, 1999.
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: May 14, 1999 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, 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))
(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))
INDEX
Exhibits to Form 10-Q
Three Months ended March 31, 1999
FIRST GOLDEN AMERICAN LIFE INSURANCE COMPANY OF NEW YORK
(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 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))
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> 3-MOS
<FISCAL-YEAR-END> DEC-31-1999
<PERIOD-START> JAN-01-1999
<PERIOD-END> MAR-31-1999
<EXCHANGE-RATE> 1
<DEBT-HELD-FOR-SALE> 29,912
<DEBT-CARRYING-VALUE> 0
<DEBT-MARKET-VALUE> 0
<EQUITIES> 0
<MORTGAGE> 0
<REAL-ESTATE> 0
<TOTAL-INVEST> 33,188
<CASH> 1,651
<RECOVER-REINSURE> 0
<DEFERRED-ACQUISITION> 2,645
<TOTAL-ASSETS> 69,396
<POLICY-LOSSES> 10,150
<UNEARNED-PREMIUMS> 0
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 0
<NOTES-PAYABLE> 0
0
0
<COMMON> 2,000
<OTHER-SE> 25,092
<TOTAL-LIABILITY-AND-EQUITY> 69,396
0
<INVESTMENT-INCOME> 535
<INVESTMENT-GAINS> 0
<OTHER-INCOME> 127
<BENEFITS> 167
<UNDERWRITING-AMORTIZATION> 60
<UNDERWRITING-OTHER> 71
<INCOME-PRETAX> 364
<INCOME-TAX> 132
<INCOME-CONTINUING> 232
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 232
<EPS-PRIMARY> 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>
