<PAGE> 1
FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
Quarterly Report Under Section 13 or 15(d)
of the Securities Exchange Act of 1934
For Quarter Ended March 31, 1997 Commission File No. 0-6764
MOBILE AMERICA CORPORATION
- --------------------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Florida 59-1218935
- --------------------------------------------------------------------------------
(State or other jurisdiction of (I.R.S. Employer
incorporation or organization) Identification No.)
100 Fortune Parkway, Jacksonville, Florida 32256
- --------------------------------------------------------------------------------
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code (904) 363-6339
----------------
N/A
- -------------------------------------------------------------------------------
Former name, former address and former fiscal year,
if changed since last report
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such shorter period that the
registrant was required to file such reports), and (2) has been subject to such
filing requirements for the past 90 days.
Yes X . No .
--- ---
(APPLICABLE ONLY TO CORPORATE ISSUERS)
There were 6,236,316 shares of common stock, par value $.025 per share,
outstanding as of the close of business on May 10, 1997.
<PAGE> 2
PART I
MOBILE AMERICA CORPORATION
INDEX
<TABLE>
<CAPTION>
Financial Statements: Page
Part I
<S> <C>
Unaudited Consolidated Balance Sheets 1
Unaudited Consolidated Statements of Operations 2
Unaudited Consolidated Statements of Cash Flows 3
Unaudited Consolidated Statements of Changes in
Stockholders' Equity 4
Notes to Financial Statements 5-7
Management's Discussion and Analysis
of the Unaudited Consolidated Statements of Operations 8
Part II
Other Information, and Signatures 9
</TABLE>
<PAGE> 3
MOBILE AMERICA CORPORATION AND SUBSIDIARIES
UNAUDITED CONSOLIDATED BALANCE SHEETS
March 31, 1997 and December 31, 1996
<TABLE>
<CAPTION>
ASSETS 1997 1996
- ---------------------------------------------------------------------
<S> <C> <C>
Investments:
Securities held to maturity
at amortized cost (fair value
$49,387,763 and $48,991,063) $49,929,973 $49,094,824
Securities available for
sale at fair value
(amortized cost $37,644,411
and $38,651,393) 37,608,061 38,955,502
Notes receivable less unearned
discount 157 157
Short-term investments 13,516,487 22,231,475
---------------------------
Total investments 101,054,678 110,281,958
---------------------------
Cash 4,737,634 1,802,644
Receivables:
Insurance premiums 3,351,583 3,916,439
Accrued investment income and other 1,675,917 1,601,798
Reinsurance on paid losses 69,600 31,935
Reinsurance 22,085,239 27,638,632
---------------------------
Total receivables 27,182,339 33,188,804
---------------------------
Deferred income tax 2,071,526 2,043,257
Prepaid reinsurance premiums 20,175,829 20,347,436
Inventory of mobile homes 27,878 27,878
Deferred policy acquisition costs (2,569,814) (2,734,995)
Property and Equipment:
Land, at cost 524,043 524,043
Modular office equipment, at cost less
accumulated depreciation of $7,982
and $7,982 3,000 3,000
Equipment and leasehold improvements
at cost less accumulated
depreciation and amortization of
$2,114,396 and $2,070,009 635,989 544,663
---------------------------
Total property and equipment: 1,163,032 1,071,706
---------------------------
Equity in Pools and Associations 1,185,843 1,185,843
Other Assets 733,426 872,370
---------------------------
$155,762,371 $168,086,901
===========================
</TABLE>
<TABLE>
<CAPTION>
LIABILITIES AND STOCKHOLDERS' EQUITY 1997 1996
- --------------------------------------------------------------------------
<S> <C> <C>
Insurance loss reserves, including
future policy benefits $40,038,179 $47,695,655
Unearned premium 38,485,533 38,118,629
Reinsurance funds withheld and
balances payable 11,942,819 17,353,367
Accrued expenses and other liabilities 17,111,656 15,636,751
Deferred income tax on net unrealized gains
on securities available for sale 0 103,397
Unearned service fee 1,117,020 1,329,632
Note payable 12,000,000 12,000,000
Current income taxes payable 265,140 (327,551)
---------------------------
Total liabilities 120,960,347 131,909,880
---------------------------
Stockholders' equity:
Common stock, $.025 par value per share
Authorized - 18,000,000 shares
Issued - 6,720,396 shares 168,010 168,010
Capital in excess of par value 2,729,588 2,729,588
Net unrealized gain (loss) on securities
available for sale net of deferred
income taxes (36,351) 200,712
Treasury Stock at cost, 484,080 and
465,356 shares (740,332) (510,122)
Retained Earnings 32,681,109 33,588,833
---------------------------
Total stockholders' equity 34,802,024 36,177,021
---------------------------
$155,762,371 $168,086,901
===========================
</TABLE>
See notes to consolidated financial statements.
<PAGE> 4
MOBILE AMERICA CORPORATION AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF OPERATIONS
QUARTERS ENDED MARCH 31, 1997 AND 1996
<TABLE>
<CAPTION>
1997 1996
------------- -----------
<S> <C> <C>
Revenues:
Insurance premiums earned net of
premiums ceded of $12,452,172 and
$13,691,933 $11,427,003 $9,610,837
Service fees earned 2,283,061 2,514,566
Investment income 1,519,520 1,637,385
Other 4,540 11,499
Net realized gains on investments 15,496 141,239
----------- ----------
Total revenues 15,249,620 13,915,526
----------- ----------
Expenses:
Losses and loss adjustment expenses, net of
reinsurance recoveries of $9,380,374 and
$9,865,361 8,621,388 7,070,196
Policy acquisition costs 1,090,490 1,688,494
Salaries and wages 2,083,021 1,775,077
General and administrative 981,862 1,207,869
Interest expense 250,094 255,500
----------- ----------
Total expenses 13,026,855 11,997,136
----------- ----------
Income before provision for income taxes 2,222,765 1,918,390
----------- ----------
Provision (benefit) for income taxes:
Current 684,342 510,000
Deferred (28,269) (25,000)
----------- ----------
Total provision for income taxes 656,073 485,000
----------- ----------
Net income $1,566,692 $1,433,390
=========== ==========
Earnings per share:
Net income $0.25 $0.23
=========== ==========
Weighted average number of common stock and
common stock equivalents 6,236,316 6,260,040
=========== ==========
</TABLE>
See notes to consolidated financial statements.
-2-
<PAGE> 5
MOBILE AMERICA CORPORATION AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
QUARTERS ENDED MARCH 31, 1997 AND 1996
<TABLE>
<CAPTION>
1997 1996
------------ ------------
<S> <C> <C>
Cash Flows from Operating Activities:
Net Income $ 1,566,692 $ 1,433,390
Adjustments to reconcile net income to
net cash used by operating activities:
Provision for depreciation 35,434 48,506
Gain on sale of investments (15,496) (141,239)
Decrease (Increase) in insurance premiums receivable 564,856 (137,624)
Increase in accrued investment
income and other (74,119) (198,302)
Decrease in prepaid reinsurance
premiums 171,607 2,500,055
Decrease in reinsurance receivable 5,515,728 2,674,954
Increase in deferred policy
acquisition costs (165,181) (1,099,873)
Decrease in prepaid expenses and other assets 138,944 15,572
Decrease in insurance loss reserves (7,657,476) (3,517,561)
Increase (decrease) in unearned premium 366,904 (2,579,044)
Decrease in reinsurance funds held and
balances payable (5,410,548) (2,551,617)
Increase in accrued expenses
and other liabilities 1,474,905 2,437,809
Increase (Decrease) in current income taxes 592,691 (51,000)
Increase in deferred income taxes (28,269) (25,000)
(Decrease) Increase in unearned service fees (212,612) 14,160
------------ ------------
Net cash used by
operating activities ($ 3,135,940) ($ 1,176,814)
------------ ------------
Cash Flows from Investing Activities:
Net change in short term investments 8,714,988 6,766,341
Purchase of investments (4,874,297) (17,558,439)
Proceeds from sale and maturity of investments 5,061,625 10,319,223
Purchase of property and equipment (126,760) 31,594
Sale of modular offices and equipment 0 (4,600)
Notes receivable 0 474
------------ ------------
Net cash provided (used) in
investing activities 8,775,556 (445,407)
------------ ------------
Cash Flows from Financing Activities:
Purchase of Treasury Stock (230,210) 0
Dividends paid to stockholders (2,474,416) (2,171,236)
------------ ------------
Net cash used in
financing activities (2,704,626) (2,171,236)
------------ ------------
Net increase in cash 2,934,990 (3,793,457)
Cash, beginning year 1,802,644 6,510,457
------------ ------------
Cash, end of year $ 4,737,634 $ 2,717,000
============ ============
</TABLE>
See notes to consolidated financial statements.
-3-
<PAGE> 6
MOBILE AMERICA CORPORATION AND SUBSIDIARIES
UNAUDITED CONSOLIDATED STATEMENTS OF CHANGES IN STOCKHOLDERS' EQUITY
QUARTERS ENDED MARCH 31, 1997 AND 1996
<TABLE>
<CAPTION>
1997 1996
------------ ------------
<S> <C> <C>
Common Stock:
No change during period $ 168,010 $ 168,010
------------ ------------
Capital in excess of par value:
No change during period 2,729,588 2,686,060
------------ ------------
Net unrealized gain (loss) on securities
available for sale:
Balance at beginning of period 200,712 691,185
Increase (decrease) (340,460) (501,483)
Deferred taxes on unrealized gains 103,397 170,000
------------ ------------
Balance at end of period (36,351) 359,702
------------ ------------
Treasury Stock:
Balance at beginning of period (510,122) (420,944)
Purchases of 18,724
and 0 shares (230,210) 0
------------ ------------
Balance at end of period (740,332) (420,944)
------------ ------------
Retained earnings:
Balance at beginning of period 33,588,833 28,188,679
Net income 1,566,692 1,433,390
Cash dividends $.40, and $.35
per share (2,474,416) (2,171,236)
------------ ------------
Balance at end of period 32,681,109 27,450,833
------------ ------------
Total stockholders' equity at end of period $ 34,802,024 $ 30,243,661
============ ============
</TABLE>
See notes to consolidated financial statements.
-4-
<PAGE> 7
MOBILE AMERICA CORPORATION
NOTES TO FINANCIAL STATEMENTS
QUARTERS ENDED MARCH 31, 1997 AND 1996
Note 1
In the opinion of the Registrant, the accompanying unaudited, consolidated,
condensed financial statements contain all adjustments (consisting of only
normal occurring accruals) necessary to present fairly its financial position as
of March 31, 1997, and the results of its operations and statement of cash flow
for the three months ended March 31, 1997.
Note 2
The results of operations for the three months ended March 31, 1997 are not
necessarily indicative of the results to be expected for the full year.
Note 3 - Summary of Significant Accounting Policies
(a) Basis of Financial Statement Presentation
The consolidated financial statements have been prepared on the basis of
generally accepted accounting principles which vary from statutory reporting
practices prescribed or permitted for insurance companies by regulatory
authorities.
(b) Principles of Consolidation
The accompanying consolidated financial statements include Mobile America
Corporation (the Registrant) and its subsidiaries, all of which are
wholly-owned. All significant intercompany transactions have been eliminated in
consolidation.
(c) Method for Valuing Investments
Investments in debt and equity securities are accounted for in accordance
with Statement of Financial Accounting Standards No. 115 "Accounting for Certain
Investments in Debt and Equity Securities". Management determines the
appropriated classification of its investments at time of purchase. Debt
securities are classified as held to maturity when the Company has the positive
intent and ability to hold the securities to maturity. Held to maturity
securities are stated at amortized cost. Debt securities for which the Company
does not have the intent or ability to hold to maturity are classified as
available for sale, along with investments in equity securities. Securities
available for sale are carried at fair value, with unrealized gains and losses,
net of income taxes, reported as a separate component of Shareholders' Equity.
The company has no investments which qualify as
-5-
<PAGE> 8
trading. Fair values are based on quoted market prices or dealer quotes, if
available. If a quoted market price is not available, fair value is estimated
using quoted market prices for similar securities.
(d) Realized Investment Gains and Losses
The cost of securities sold is based upon the specific identification
method and any gains or losses are reflected in the accompanying statements of
operations.
(e) Deferred Policy Acquisition Costs
The costs, primarily commissions, associated with acquiring new insurance
contracts have been deferred. Such costs are being amortized in proportion to
premiums earned on the underlying contracts or over the contracts premium paying
period.
(f) Depreciation and Amortization
Depreciation and amortization of properties, equipment and leasehold
improvements are calculated principally under the straight-line method based on
the estimated useful life of the asset for financial reporting purposes.
Maintenance and repairs are charged to expenses as incurred; additions and
major betterment's are capitalized and depreciated. At the time of retirement or
other disposition of property, equipment or leasehold improvements, the accounts
are relieved of the cost and the related accumulated depreciation and any gains
or losses are reflected in income.
(g) Insurance Contracts
The insurance contracts accounted for in these financial statements include
both short-duration contracts and long-duration contracts. Short-duration
contracts provide insurance protection for a fixed period of short duration and
enable the insurer to cancel the contract or to adjust the provisions at the end
of any contract period. Most property-liability insurance contracts and certain
term life insurance contracts are short-duration contracts. Long-duration
contracts generally are not subject to unilateral changes in their provisions
and require the performance of various functions and services, including
insurance protection, for an extended period. Long-duration contracts include
whole-life contracts and guaranteed renewable term life contracts The Company
has not issued any participating policies.
-6-
<PAGE> 9
(h) Insurance Loss Reserves
The liability for future policy benefits of long-duration contracts has
been provided for on a net level premium method based on estimated investment
yields, withdrawals, mortality, terminations, morbidity, and other assumptions
which were appropriate at the time the contracts were issued. Such estimates
were based on past experience as adjusted to provide for possible adverse
deviation from the estimates. Interest assumptions are based on historical
assumptions and experience, and range from 3% to 4.5%.
The liabilities for unpaid claims of short-duration contracts and related
adjustment expenses are determined using case basis evaluations and statistical
analysis and represent estimates of the ultimate net cost of all reported and
unreported claims relating to insured events which are unpaid at year-end. The
liabilities include estimates of future trends in claims severity and frequency
and other factors which could vary as the claims are ultimately settled.
Although such estimates may vary, management believes that the liabilities for
unpaid claims and related adjustment expenses are adequate. The estimates are
continually reviewed, and as adjustments to these liabilities become necessary,
they are reflected in current operations.
(i) Recognition of Premium Revenues and Costs
Premiums for long-duration contracts are recognized as revenues when due
from the policyholders. A liability for the expected costs relating to such
long-duration contracts is accrued over the current and expected renewal
periods.
Premiums for short-duration contracts are recognized as revenues over the
period of the contract in proportion to the amount and duration of insurance
protection provided.
(j) Recognition of Service Fee
Service fees represent proceeds from servicing insurance policies for third
parties on a fee-for-service basis. Fees are recognized as revenue over the
expected service life of the underlying insurance policies.
(k) Estimates
The preparation of consolidated financial statements in conformity with
generally accepted accounting principles requires management to make estimates
and assumptions that affect certain reported amounts and disclosures.
Accordingly, actual results could differ from those estimates.
(l) Reclassifications
Certain expenses, previously reported as general and administrative, were
reclassified as loss adjustment expenses in the 1996 statement of operations to
conform to 1997 presentation. This reclassification had no effect on net income
or shareholders' equity, as previously reported.
-7-
<PAGE> 10
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF
OPERATIONS MARCH 31, 1997.
Consolidated revenues totaled $15,249,620 for the first quarter of 1997, a 9.6%
increase over the $13,915,526 reported in the first quarter of 1996.
Insurance premiums earned increased 18.9% to $11,427,003 in 1997 from $9,610,837
reported in 1996. This increase is due to premium rate increases on personal
injury protection and property damage liability business instituted in late 1995
and 1996. Investment income decreased 7.7% to $1,519,520 from $1,637,385
reported during the same period in 1996 primarily due to a reduction of assets
to meet claim payment requirements offset somewhat by a shift to higher yielding
investments with average maturity of three to four years, and a overall increase
in investment yields. Service fees earned decreased 10.1% to $2,283,061 in 1997
compared to $2,514,566 reported in 1996 the result of the termination of certain
service agreements offset by the start-up of new business relationships. The
Company continues to seek opportunities in this area.
Consolidated expenses increased 8.6% to $13,026,855 during the first quarter of
1997 from $11,997,136 reported during the comparable period of 1996.
Loss and loss adjustment expenses increased 21.9% due to continued strengthening
of loss and loss expense reserves relating to minimum limits automobile personal
injury protection business. The Registrant believes that its current reserves
are adequate and proper, however, additional reserve increases may be required
in the future. In its efforts to reduce loss and loss expenses, as it relates to
earned premium, the Registrant initiated a significant rate increase in the
minimum limits personal injury protection line of business during the fourth
quarter of 1996. This increase follows closely behind a similar sized rate
increase in the fourth quarter of 1995. These rate increases have not had a
material adverse affect on premium production or market position. Due to the
inherent uncertainty in estimating reserves for losses and loss adjustment
expenses there can be no assurance that the ultimate liability will not exceed
the amounts reserved, resulting in an adverse effect on the Registrant.
The increase in salary and wages results from additional costs associated with
administering the fee-for-service business , which the Company plans to expand,
and the increase in business within the Company's core insurance business. The
decrease in general and administrative expense of 23% results from the
allocation of overhead expenses to the claims function. At March 31, 1997 and
1996 $644,000 and $353,000, respectively, in overhead expense are included in
loss adjustment expense. Interest expense relates to a $12,000,000 loan
consummated during the fourth quarter of 1995. The note accrues interest at the
30 day LIBOR rate plus 275 basis points and is paid monthly.
Cash flow from operations was negative during the first quarter of 1997 as loss
and loss adjustment expense payments and consolidated operating expense payments
exceeded premium and investment revenues. Such negative cash flow resulted in
part from continued poor loss development in the minimum limit automobile
personal injury protection line of business combined with an acceleration of
loss payments designed to realize loss adjustment expense savings through a
reduction in legal costs. The Registrant's practice of maintaining a highly
liquid investment portfolio allowed the Registrant to meet cash demands with no
adverse impact on operating performance. Management is optimistic that cash flow
will improve during 1997 as rate icnreases take affect and the settlement of
losses returns to a more normal pattern.
The Registrant maintains sufficient liquidity to meet operational needs. Cash
dividends and capital expenditure requirements are provided by investing
activities. The investment policy continues to empathize higher quality
securities matched closely with the Registrant's short liability duration.
-8-
<PAGE> 11
Part II
OTHER INFORMATION
Item 6 - Exhibits and Reports on Form 8-K
(a) Exhibits:
11. Unaudited computations of earnings per share.
27. Financial Data Schedule (for SEC use only).
(b) Reports on Form 8K
No reports on Form 8K were filed for the quarter ended March
31, 1997.
SIGNATURES
Pursuant to the requirements of the Securities Act of 1934, the Registrant
has duly caused this report to be signed on its behalf by the undersigned
thereunto duly authorized.
MOBILE AMERICA CORPORATION
-----------------------------
Registrant
May 13, 1997 By/s/ Thomas L. Stinson
- ------------ -----------------------------
Date Thomas L. Stinson
Senior Vice President and CFO
and Chief Financial Officer
-9-
<PAGE> 1
EXHIBIT 11
MOBILE AMERICA CORPORATION AND SUBSIDIARIES
UNAUDITED COMPUTATIONS OF EARNINGS PER SHARE
QUARTERS ENDED MARCH 31, 1997 AND 1996
<TABLE>
<CAPTION>
1997 1996
---------- ----------
<S> <C> <C>
Net Income $1,566,692 $1,433,390
========== ==========
Common shares outstanding 6,236,316 6,260,040
Effect of weighting treasury stock acquired 0 0
---------- ----------
Common and common equivalent shares
used in computing earnings per share 6,236,316 6,260,040
========== ==========
Earnings per share $0.25 $0.23
========== ==========
</TABLE>
<TABLE> <S> <C>
<ARTICLE> 7
<LEGEND>
THIS SCHEDULE CONTAINS SUMMARY FINANCIAL INFORMATION EXTRACTED FROM THE
10Q OF THE MOBILE AMERICA CORPORATION FOR THE THREE MONTHS ENDED MARCH 31, 1997
AND IS QUALIFIED IN ITS ENTIREY BY REFERENCE TO SUCH FINANCIAL STATEMENTS.
</LEGEND>
<S> <C>
<PERIOD-TYPE> 3-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-START> JAN-01-1997
<PERIOD-END> MAR-31-1997
<DEBT-HELD-FOR-SALE> 35,603,874
<DEBT-CARRYING-VALUE> 49,929,973
<DEBT-MARKET-VALUE> 49,387,763
<EQUITIES> 2,004,187
<MORTGAGE> 0
<REAL-ESTATE> 0
<TOTAL-INVEST> 101,054,677
<CASH> 4,737,634
<RECOVER-REINSURE> 69,600
<DEFERRED-ACQUISITION> (2,569,814)
<TOTAL-ASSETS> 155,762,371
<POLICY-LOSSES> 40,038,179
<UNEARNED-PREMIUMS> 38,485,533
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 0
<NOTES-PAYABLE> 12,000,000
0
0
<COMMON> 168,010
<OTHER-SE> 34,634,015
<TOTAL-LIABILITY-AND-EQUITY> 155,762,371
11,427,003
<INVESTMENT-INCOME> 1,519,520
<INVESTMENT-GAINS> 15,496
<OTHER-INCOME> 2,287,601
<BENEFITS> 8,621,388
<UNDERWRITING-AMORTIZATION> 1,090,490
<UNDERWRITING-OTHER> 3,314,977
<INCOME-PRETAX> 2,222,765
<INCOME-TAX> 656,073
<INCOME-CONTINUING> 1,566,692
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 1,566,692
<EPS-PRIMARY> .25
<EPS-DILUTED> .25
<RESERVE-OPEN> 20,040,739
<PROVISION-CURRENT> 10,447,638
<PROVISION-PRIOR> (1,826,250)
<PAYMENTS-CURRENT> 1,975,456
<PAYMENTS-PRIOR> 8,750,971
<RESERVE-CLOSE> 17,936,649
<CUMULATIVE-DEFICIENCY> (1,825,301)
</TABLE>
