FORM 10-Q
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
[X] QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended September 30, 1997
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ................ to ................
Commission File Number 0-5486
PRESIDENTIAL LIFE CORPORATION
(Exact name of registrant as specified in its charter)
Delaware 13-2652144
(State or other jurisdiction of (I.R.S. Employer Identification No.)
incorporation or organization)
69 Lydecker Street, Nyack, New York 10960
(Address of principal executive offices) (Zip Code)
Registrant's telephone number, including area code 914 - 358-2300
(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
There were 32,621,161 shares of common stock, par value $.01 per share of
the issuer's common stock outstanding as of the close of business on November 5,
1997.
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INDEX
Part I - Financial Information Page No.
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets September 30, 1997
(Unaudited) and December 31, 1996............................. 3
Consolidated Statements of Income (Unaudited) - For
the Nine Months Ended September 30, 1997 and 1996............. 4
Consolidated Statements of Income (Unaudited) - For
the Three Months Ended September 30, 1997 and 1996............ 5
Consolidated Statements of Shareholders'
Equity (Unaudited) - For the Nine Months Ended
September 30, 1997 and 1996................................... 6
Consolidated Statements of Cash Flows (Unaudited) - For
the Nine Months Ended September 30, 1997 and 1996............. 7
Notes to (Unaudited) Consolidated Financial Statements........ 8-10
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations.............. 11-17
Part II - Other Information......................................... 18
Item 1. Legal Proceedings
Item 2. Changes in Securities
Item 3. Defaults Upon Senior Securities
Item 4. Submission of Matters to a Vote of Security Holders
Item 5. Other Information
Item 6. Exhibits and Reports on Form 8-K
Signatures.......................................................... 19
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<TABLE>
PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
September 30, December 31,
1997 1996
(UNAUDITED)
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ASSETS:
Investments:
Fixed maturities:
Available for sale at market (Cost of
$1,803,859 and $1,761,417, respectively) $1,906,457 $1,823,349
Common stocks (Cost of $39,602 and
$33,621, respectively) 59,454 42,059
Mortgage Loans 18,061 18,622
Real Estate 418 426
Policy Loans 18,124 18,068
Short-term investments 238,918 240,038
Other invested assets 212,226 176,103
Total investments 2,453,658 2,274,408
Cash and cash equivalents (1,534) 819
Accrued investment income 29,354 32,474
Deferred policy acquisition costs 35,263 39,783
Furniture and equipment, net 541 329
Amounts due from reinsurers 7,696 7,775
Other assets 1,561 1,532
Assets held in separate account 5,363 5,548
TOTAL ASSETS $2,531,902 $2,406,925
LIABILITIES AND SHAREHOLDERS' EQUITY:
Liabilities:
Policy Liabilities:
Policyholders' account balances $1,270,635 $1,260,545
Future policy benefits:
Annuity 377,376 365,321
Life and accident and health 50,463 49,859
Other policy liabilities 3,691 2,690
Total policy liabilities 1,702,165 1,678,415
Dollar Repurchase Agreements 206,585 200,883
Note payable 50,000 50,000
Short-term note payable 21,500 5,000
Deposits on policies to be issued 3,802 1,270
Deferred federal income taxes 46,100 31,649
General expenses and taxes accrued 8,388 7,294
Other liabilities 700 3,803
Liabilities related to separate account 5,363 5,548
Total liabilities 2,044,603 1,983,862
Shareholders' Equity:
Capital stock ($.01 par value, authorized
100,000,000 shares, issued and outstanding
32,620,986 shares in 1997 and 32,992,835
shares in 1996) 326 330
Additional paid in capital 18,269 24,023
Net unrealized investment gains 70,588 40,294
Retained earnings 398,116 358,416
Total Shareholders' Equity 487,299 423,063
TOTAL LIABILITIES AND SHAREHOLDERS' EQUITY $2,531,902 $2,406,925
The accompanying notes are an integral part of these Unaudited
Consolidated Financial Statements.
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<TABLE>
PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share data)
NINE MONTHS ENDED
SEPTEMBER 30
(UNAUDITED)
1997 1996
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REVENUES:
Insurance revenues:
Premiums $ 1,982 $ 2,138
Annuity considerations 14,808 5,663
Universal life and investment
type policy fee income 1,522 1,485
Net investment income 142,466 136,899
Realized investment gains 20,531 17,212
Other income 3,739 2,385
TOTAL REVENUES 185,048 165,782
BENEFITS AND EXPENSES:
Death and other life insurance benefits 5,126 4,698
Annuity benefits 28,299 27,155
Interest credited to policyholders'
account balances 56,638 55,820
Interest expense on notes payable 4,415 3,774
Other interest and other charges 371 358
Change in liability for future
policy benefits 12,420 2,855
Commissions to agents, net 3,442 2,213
General expenses and taxes 10,016 9,216
Change in deferred policy
acquisition costs (627) 2,243
TOTAL BENEFITS AND EXPENSES 120,100 108,332
Income before income taxes 64,948 57,450
Provision (benefit) for income taxes
Current 21,871 20,684
Deferred (1,861) (1,992)
20,010 18,692
NET INCOME $ 44,938 $ 38,758
Income per share $ 1.37 $ 1.16
Weighted average number of shares
outstanding during the period 32,772,968 33,254,751
The accompanying notes are an integral part of these Unaudited
Consolidated Financial Statements.
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<TABLE>
PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share data)
THREE MONTHS ENDED
SEPTEMBER 30
(UNAUDITED)
1997 1996
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REVENUES:
Insurance revenues:
Premiums $ 884 $ 861
Annuity considerations 6,831 3,344
Universal life and investment
type policy fee income 566 494
Net investment income 44,444 42,958
Realized investment gains 9,518 7,484
Other income 743 834
TOTAL REVENUES 62,986 55,975
BENEFITS AND EXPENSES:
Death and other life insurance benefits 2,026 1,590
Annuity benefits 9,475 9,162
Interest credited to policyholders'
account balances 19,204 18,439
Interest expense on notes payable 1,634 1,262
Other interest and other charges 143 113
Change in liability for future
policy benefits 5,304 1,855
Commissions to agents, net 1,546 1,004
General expenses and taxes 2,264 2,258
Change in deferred policy
acquisition costs (1,468) 366
TOTAL BENEFITS AND EXPENSES 40,128 36,049
Income before income taxes 22,858 19,926
Provision (benefit) for income taxes
Current 6,563 6,656
Deferred 277 (814)
6,840 5,842
NET INCOME $ 16,018 $ 14,084
Income per share $ .49 $ .42
Weighted average number of shares
outstanding during the period 32,686,691 33,066,495
The accompanying notes are an integral part of these Unaudited
Consolidated Financial Statements.
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<TABLE>
PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
FOR THE NINE MONTHS ENDED SEPTEMBER 30, 1997 AND 1996
(IN THOUSANDS, EXCEPT SHARE DATA)
(UNAUDITED)
Net
Additional Unrealized
Capital Paid-in- Investment Retained
Stock Capital Gains (Losses) Earnings Total
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Balance at
December
31, 1995 $335 $30,130 $61,732 $308,863 $401,060
Net income 38,758 38,758
Issuance of
Shares Under
Stock Option
Plan 193 193
Purchase and
Retirement
of Stock (6) (6,231) (6,237)
Change in
Unrealized
Investment
Gains, Net (38,128) (38,128)
Dividends
Paid to
Shareholders
(.07 per
share) (2,327) (2,327)
Balance at
September
30, 1996 $329 $24,092 $23,604 $345,294 $393,319
Balance at
December
31, 1996 $330 $24,023 $40,294 $358,416 $423,063
Net Income 44,938 44,938
Issuance of
Shares Under
Stock Option
Plan 4 4
Purchase and
Retirement
of Stock (4) (5,758) (5,762)
Change in
Unrealized
Investment
Gains, Net 30,294 30,294
Dividends
paid to
Shareholders
(.16 per
share) (5,238) (5,238)
Balance at
September
30, 1997 $326 $18,269 $70,588 $398,116 $487,299
The accompanying notes are an integral part of the Unaudited Consolidated
Financial Statements.
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<TABLE>
PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
NINE MONTHS ENDED
SEPTEMBER 30
(UNAUDITED)
1997 1996
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OPERATING ACTIVITIES:
Net income $ 44,938 $ 38,758
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Provision (benefit) for deferred income taxes (1,861) (1,992)
Depreciation and amortization 361 370
Net accrual of discount on fixed maturities (1,800) (1,009)
Realized investment losses (gains) (20,531) (17,212)
Changes in:
Accrued investment income 3,120 (409)
Deferred policy acquisition costs (627) 2,243
Federal income tax payable (2,838) 477
Liabilities for future policy benefits 12,659 3,123
Other items 1,220 2,490
Net Cash Provided by
Operating Activities 34,641 26,839
INVESTING ACTIVITIES:
Fixed Maturities:
Available For Sale:
Acquisitions (285,667) (236,274)
Sales 10,363 11,682
Maturities, calls and repayments 221,804 216,202
Common Stocks:
Acquisitions (15,558) (9,552)
Sales 43,090 39,408
Decrease (increase) in short term investments
and policy loans 1,064 (22,532)
Other Invested Assets:
Additions to other invested assets (80,899) (47,695)
Distributions from other invested assets 44,776 23,700
Purchase of property and equipment (352) (152)
Mortgage loans on real estate 561 214
Net Cash (Used in)
Investing Activities (60,818) (24,999)
FINANCING ACTIVITIES:
Proceeds from Dollar Repurchase Agreements 1,814,159 1,644,739
Repayment of Dollar Repurchase Agreements (1,808,457) (1,618,662)
Increase (decrease) in policyholders'
account balances 10,090 (19,671)
Proceeds from line of credit 16,500 0
Repurchase of common stock (5,762) (6,238)
Deposits on policies to be issued 2,532 (439)
Dividends paid to shareholders (5,238) (2,327)
Net Cash Provided by (Used in)
Financing Activities 23,824 (2,598)
Decrease in Cash and Cash Equivalents (2,353) (758)
Cash and Cash Equivalents at Beginning of Year 819 (1,874)
Cash and Cash Equivalents at End of Period $ (1,534) $ (2,632)
Supplemental Cash Flow Disclosure:
Income Taxes Paid $ 24,710 $ 17,073
Interest Paid $ 2,540 $ 2,375
The accompanying notes are an integral part of these Unaudited Consolidated
Financial Statements.
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PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
NOTES TO UNAUDITED CONSOLIDATED FINANCIAL STATEMENTS
1. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES
A. Business
Presidential Life Corporation ("the Company"), through its
wholly-owned subsidiary Presidential Life Insurance Company ("the
Insurance Company"), is engaged in the sale of life insurance and
annuities.
B. Basis of Presentation and Principles of Consolidation
The accompanying unaudited consolidated financial statements have
been prepared in accordance with generally accepted accounting
principles ("GAAP") applicable to stock life insurance companies for
interim financial statements and with the requirements of Form 10-Q.
Accordingly, they do not include all of the information and footnotes
required by generally accepted accounting principles applicable to stock
life insurance companies for complete financial statements. In the
opinion of management, all adjustments, consisting of normal recurring
accruals, considered necessary for a fair presentation have been
included. Interim results for the nine months ended September 30, 1997
are not necessarily indicative of the results that may be expected for
the year ending December 31, 1997. Management believes that, although
the disclosures are adequate to make the information presented not
misleading, the consolidated financial statements should be read in
conjunction with the footnotes contained in the Company's audited
consolidated financial statements for the year ended December 31, 1996.
C. Investments
Fixed maturity investments available for sale represent investments
which may be sold in response to changes in various economic conditions.
These investments are carried at estimated market value and unrealized
gains and losses, net of the effects of amortization of deferred policy
acquisition costs of approximately $13.8 million and $8.4 million, and
deferred Federal income taxes of approximately $31.1 million and $18.6
million at September 30, 1997 and December 31, 1996, respectively, are
credited or charged directly to shareholders' equity, unless a decline
in market value is considered to be other than temporary in which case
the investment is reduced to its net realizable value. Equity
securities include common stocks and non-redeemable preferred stocks and
are carried at market, with the related unrealized gains and losses, net
of deferred income taxes, if any, credited or charged directly to
shareholders' equity, unless a decline in market value is deemed to be
other than temporary in which case the investment is reduced to its net
realizable value.
"Other invested assets" are recorded at the lower of cost or
market, or equity as appropriate, and primarily include interests in
limited partnerships, which principally are engaged in real estate,
international opportunities, acquisitions of private growth companies,
debt restructuring and merchant banking. In general, risks associated
with such limited partnerships include those related to their underlying
investments (i.e., equity securities, debt securities and real estate),
plus a level of illiquidity, which is mitigated by the ability of the
Company to take annual distributions of partnership earnings. To
evaluate the appropriateness of the carrying value of a limited
partnership interest, management maintains ongoing discussions with the
investment manager and considers the limited partnership's operation,
its current and near term projected financial condition, earnings
capacity and distributions received by the Company during the year.
Because it is not practicable to obtain an independent valuation for
each limited partnership interest, for purposes of disclosure, the
market value of a limited partnership interest is estimated at book
value. Management believes that the net realizable value of such
limited partnership interests, in the aggregate, exceeds their related
carrying value as of September 30, 1997 and December 31, 1996. As of
September 30, 1997, the Company was committed to contribute, if called
upon, an aggregate of approximately $82.6 million of additional capital
to certain of these limited partnerships.
In evaluating whether an investment security or other investment
has suffered an impairment in value which is deemed to be "other than
temporary", management considers all available evidence. When a decline
in the value of an investment security or other investment is considered
to be other than temporary, the investment is reduced to its net
realizable value, which becomes the new cost basis. The amount of
reduction is recorded as a realized loss. A recovery from the adjusted
cost basis is recognized as a realized gain only at sale.
The Company participates in "dollar roll" repurchase agreement
transactions to enhance investment income. Dollar roll transactions
involve the sale of certain mortgage backed securities to a holding
institution and a simultaneous agreement to purchase substantially
similar securities for forward settlement at a lower dollar price. The
proceeds are invested in short-term securities at a positive spread
until the settlement date of the similar securities. During this
period, the holding institution receives all income and prepayments for
the security. Dollar roll repurchase agreement transactions are treated
as financing transactions for financial reporting purposes.
As part of a proposed rehabilitation plan for Fidelity Mutual Life
Insurance Company ("Fidelity"), on January 11, 1995 the Insurance
Company signed a definitive purchase agreement with the Pennsylvania
Insurance Commissioner and Fidelity to invest up to $45 million for a
minority (49.9%) interest in a Fidelity subsidiary insurance holding
company. In addition, the Company had agreed to purchase $25 million of
Senior Notes of such company. The Company was informed by the
Pennsylvania Insurance Commissioner, that in response to the significant
improvement in the invested assets of Fidelity, she has reopened the
process to select an equity investor for the recapitalization and
rehabilitation of Fidelity. The Company disagreed with the
Commissioner's actions and commenced litigation which was settled in the
second quarter of 1997. As part of the settlement, the Company received
$1.7 million. Such amount is included in other income in the
accompanying financial statements.
D. Federal Income Taxes
The Company accounts for income taxes in accordance with SFAS No.
109, "Accounting for Income Taxes" ("SFAS 109") which requires an asset
and liability method in recording income taxes on all transactions that
have been recognized in the financial statements. SFAS 109 provides that
deferred taxes be adjusted to reflect tax rates at which future tax
liabilities or assets are expected to be settled or realized.
E. New Accounting Pronouncements
Statement of Financial Accounting Standards No. 125, "Accounting
for Transfers and Servicing of Financial Assets and Extinguishments of
Liabilities" ("SFAS No. 125"), was issued in June of 1996 and requires
adoption not later than fiscal years that begin after December 31, 1996.
SFAS 125 establishes financial accounting and reporting standards for
transfers and servicing of financial assets and extinguishments of
liabilities.
In December 1996, the Financial Accounting Standards Board ("FASB")
issued SFAS No. 127, "Deferral of the Effective Date of Certain
Provisions of FASB Statement No. 125". SFAS No. 127 amends SFAS No. 125
by deferring for one year the effective date of paragraph 15 of SFAS No.
125, addressing secured borrowings and collateral, and for repurchase
agreement, dollar roll, security lending and similar transactions, of
paragraphs 9 through 12 and 237(b) of SFAS No. 125. Management is
evaluating the impact of SFAS No. 125 and 127 on the Company.
In March 1997, the Financial Accounting Standards Board ("FASB")
issued Statement of Financial Accounting Standards No. 128, "Earnings
per Share" (SFAS 128), which establishes new standards for computing and
presenting income per share data. SFAS 128, which is effective for
financial statements issued for periods ending after December 15, 1997,
requires restatement of all prior-period income per share data
presented. The adoption of SFAS 128 is not expected to have an impact
on the Company's current and prior period income per share data.
In June 1997, the FASB issued Statement of Financial Accounting
Standards No. 130, "Reporting Comprehensive Income" (SFAS 130), which
establishes standards for displaying comprehensive income and its
components in a full set of general-purpose financial statements. SFAS
130 is effective for fiscal years beginning after December 15, 1997.
Also in June 1997, the FASB issued Statement of Financial
Accounting Standards No. 131, "Disclosures about Segments of an
Enterprise and Related Information" (SFAS 131). SFAS 131 establishes
standards for reporting information about operating segments in annual
financial statements and requires reporting selected information about
operating segments in interim financial reports issued to shareholders.
SFAS 131 is effective for fiscal years beginning after December 15,
1997.
2. INVESTMENTS
Investments in U.S. Government & Government Agencies with an
aggregate carrying value of $481,826,000 represent investments owned in
any one issuer that aggregate 10% or more of Shareholders' Equity as of
September 30, 1997.
Securities with a carrying value of approximately $5.3 million were
on deposit with various state insurance departments to comply with
applicable insurance laws.
3. NOTES PAYABLE
Notes payable at September 30, 1997 and December 31, 1996 consist
of a $50 million, 9 1/2% Senior Note ("Senior Note") due December 15,
2000. Interest is payable June 15 and December 15. Debt issue costs
are being amortized on the interest method over the term of the notes.
As of September 30, 1997, such unamortized costs were $947 thousand.
There are no principal payments required for the senior notes over the
next three years and the total principal is due on December 15, 2000.
The senior note is callable after December 14, 1998.
Covenants
The indenture governing the senior note contains covenants relating
to limitations on additional indebtedness, restricted payments, liens
and sale or issuance of capital stock of the Insurance Company. In the
event the Company violates such covenants as defined in the indenture,
the Company is obligated to offer to repurchase 25% of the outstanding
principal amount of such notes. The Company believes that it is in
compliance with all of the covenants.
The short-term note payable is a bank line of credit in the amount
of $25,000,000 which provides for interest on borrowings based on market
indices. At September 30, 1997 the Company had $21,500,000 outstanding
under the line of credit of which $4,000,000 was repaid on October 1,
1997.
4. INCOME TAXES
Deferred income taxes reflect the net tax effects of (a) temporary
differences between the carrying amounts of assets and liabilities for
financial reporting purposes and the amounts used for income tax
purposes, (b) operating loss carryforwards and a valuation allowance.
The valuation allowance relates principally to investment
writedowns recorded for financial reporting purposes, which have not
been recognized for income tax purposes due to the uncertainty
associated with their realizability for income tax purposes. Changes in
the valuation allowance for the nine months ended September 30, 1997
reflect the reduction in the deferred tax asset as of September 30,
1997. The Company's effective tax rates for the nine months ended
September 30, 1997 and 1996 were 30.8% and 32.5%, respectively.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
General
The Company operates principally in a single business segment with
two primary lines of business--individual annuities and individual life
insurance. Premiums shown on the Company's consolidated financial
statements in accordance with GAAP consist of premiums received for
whole or term life insurance products, as well as that portion of the
Company's single premium immediate annuities which have life
contingencies. With respect to that portion of single premium annuity
contracts without life contingencies, as well as single premium deferred
annuities and universal life insurance products, premiums collected by
the Company are not reported as premium revenues, but rather are
reported as additions to policyholder account balances. With respect to
products that are accounted for as policyholder account balances,
revenues are recognized over time in the form of policy fee income,
surrender charges and mortality and other charges deducted from the
policyholder's account balance. The Company's operating earnings are
derived primarily from these revenues, plus the Company's investment
results, including realized gains (losses), less interest credited,
benefits to policyholders and expenses.
Certain costs related to the sale of new business are deferred as
"deferred policy acquisition costs" ("DAC") and amortized into expenses
in proportion to the recognition of earned revenues. Costs deferred
include principally commissions, certain expenses of the policy issue
and underwriting departments and certain variable sales expenses. Under
certain circumstances, DAC will be expensed earlier than originally
estimated, including those circumstances where the policy terminations
are higher than originally estimated with respect to certain annuity
products. Most of the Company's annuity products have surrender charges
which are designed to discourage and mitigate the effect of early
terminations.
In June, 1997 the Insurance Company was notified that its A.M. Best
rating was reaffirmed at "A- (Excellent)." During the second quarter of
1997, the Insurance Company was notified that its Standard & Poor's
claims-paying rating was upgraded from BBBq to Aq and that its Moody's
Investors Financial strength rating was upgraded from Baa3 to Baa2.
Results of Operations
Comparison of Nine Months Ended September 30, 1997 to Nine Months
Ended September 30, 1996.
Revenues
Annuity Considerations and Life Insurance Premiums
Total annuity considerations and life insurance premiums increased
to approximately $16.8 million for the nine months ended September 30,
1997 from approximately $7.8 million for the nine months ended September
30, 1996, an increase of approximately 115.2%. Of this amount, annuity
considerations increased to approximately $14.8 million for the nine
months ended September 30, 1997 from approximately $5.7 million for the
nine months ended September 30, 1996, an increase of approximately
161.5%. In accordance with generally accepted accounting principles,
sales of single premium deferred annuities and universal life products
are not reported as insurance revenues, but rather as additions to
policyholder account balances. Sales of single premium deferred
annuities were approximately $94.9 million for the nine months ended
September 30, 1997 compared to $60.6 million for the nine months ended
September 30, 1996. Management believes the increase in annuity
considerations is due to the successful expansion of our Marketing
Department.
Policy Fee Income
Universal life and investment type policy fee income was
approximately $1.5 million for the nine months ended September 30, 1997,
as compared to approximately $1.5 million for the nine months ended
September 30, 1996. Policy fee income consists principally of amounts
assessed during the period against policyholders' account balances for
mortality charges and surrender charges.
Net Investment Income
Net investment income totaled approximately $142.5 million for the
nine months ended September 30, 1997, as compared to approximately
$136.9 million for the nine months ended September 30, 1996. This
represents an increase of approximately 4.1%. Investment income from
"other invested assets" totaled approximately $29.7 million during the
nine months ended September 30, 1997, as compared to approximately $23.7
million during the nine months ended September 30, 1996. The Company's
ratio of net investment income to average cash and invested assets less
net investment income for the nine months ended September 30, 1997 was
8.67% and for the nine months ended September 30, 1996 was 9.0%,
respectively.
Realized Investment Gains and Losses
Realized investment gains amounted to approximately $20.5 million
during the nine months ended September 30, 1997, as compared to
approximately $17.2 million of gains during the nine months ended
September 30, 1996. Realized investment gains for the nine months ended
September 30, 1997 and 1996 were partially offset by realized investment
losses of approximately $2.1 million and $0.9 million, respectively,
attributable to other than temporary impairments in the value of certain
securities contained in the Company's investment portfolio. There can
be no assurance that the Company's investment portfolio will yield
comparable investment gains in future periods.
Other Income
The increase in other income is the result of the settlement in the
second quarter of 1997 of the litigation with Fidelity Mutual Life
Insurance Company.
Total Benefits and Expenses
Total benefits and expenses for the nine months ended September 30,
1997 aggregated approximately $120.1 million, as compared to
approximately $108.3 million for the nine months ended September 30,
1996, an increase of approximately 10.9%. The reasons for this increase
are discussed under the respective components below.
Interest Credited and Benefits to Policyholders
Interest credited and benefits to policyholders aggregated
approximately $90.1 million for the nine months ended September 30,
1997, as compared to approximately $87.7 million for the nine months
ended September 30, 1996. This represents an increase of approximately
2.7%. The increase is attributable to the increase in policyholders'
account balances as of September 30, 1997. As a result of the interest
rate environment during the third quarter of 1997, the Insurance Company
decreased its credited rate of interest on its newly issued deferred
annuity products and decreased rates overall on its other
interest-sensitive products. In addition, the renewal rates on existing
policies were decreased on their respective renewal dates.
The Insurance Company's average credited rate for reserves and
account balances for the nine months ended September 30, 1997 and 1996
was less than the Company's ratio of net investment income to mean
invested assets for the same periods as noted above under "Net
Investment Income". Although management does not currently expect
material declines in the spread between the Company's average credited
rate for reserves and account balances and the Company's ratio of net
investment income to mean assets (the "Spread"), there can be no
assurance that the Spread will not decline in future periods or that
such decline will not have a material adverse effect on the Company's
financial condition and results of operations. Depending, in part, upon
competitive factors affecting the industry in general, and the Company,
in particular, the Company may, from time to time, change the credited
rates on certain of its products. There can be no assurance that the
Company will reduce such rates or that any such reductions will broaden
the Spread.
Interest Expense on Notes Payable
The interest expense on the Company's notes payable was
approximately $4.4 million for the nine months ended September 30, 1997,
as compared to approximately $3.8 million for the nine months ended
September 30, 1996. The increase is attributable to the increase in the
Company's short term note payable. On May 6, 1997, Moody's Investors
Service upgraded the senior note from Ba2 to Ba1.
General Expenses, Taxes and Commissions
General expenses, taxes and commissions to agents aggregated
approximately $13.5 million for the nine months ended September 30,
1997, as compared to approximately $11.4 million for the nine months
ended September 30, 1996, an increase of approximately 17.8%. The
increase principally is attributable to higher commissions and selling
expenses incurred in the first nine months of 1997 associated with the
higher level of sales in the first nine months of 1997. In addition,
the Company incurred higher guaranty fund assessments during the second
quarter of 1997.
Deferred Policy Acquisition Costs
The change in the net Deferred Policy Acquisition Costs for the
nine months ended September 30, 1997 resulted in a credit of approximately
$0.6 million, as compared to a charge of approximately $2.2 million for
the nine months ended September 30, 1996. This change is primarily
attributable to an increase in the costs associated with new product
sales which will be deferred and amortized in proportion to the recognition
of earned revenue.
Income Before Income Taxes
For the reasons discussed above, income before income taxes
amounted to approximately $64.9 million for the nine months ended
September 30, 1997, as compared to approximately $57.5 million for the
nine months ended September 30, 1996.
Income Taxes
Income tax expense was $20.0 million for the nine months ended
September 30, 1997 as compared to approximately $18.7 million for the
nine months ended September 30, 1996. The increase is primarily
attributable to higher income from operations and realized capital gains
for the nine months ended September 30, 1997.
Net Income
For the reasons discussed above, the Company had net income of
approximately $44.9 million during the nine months ended September 30,
1997, as compared to net income of approximately $38.8 million during
the nine months ended September 30, 1996.
Liquidity and Capital Resources
The Company is an insurance holding company and its primary uses of
cash are debt service obligations, operating expenses and dividend
payments. The Company's principal sources of cash are dividends from
the Insurance Company, sales of and interest on its investments
(exclusive of those held by the Insurance Company) and rent from its
real estate. During the third quarter of 1997, the Company's Board of
Directors increased the quarterly dividend rate to $.06 per share
payable on October 1, 1997. During the third quarter of 1997 the
Company purchased and retired 76,800 shares of common stock. For the
nine months ended September 30, 1997, the Company has purchased and
retired 372,300 shares of common stock. The Company is authorized to
purchase an additional 232,000 shares of common stock.
The Insurance Company is subject to various regulatory restrictions
on the maximum amount of payments, including loans or cash advances,
that it may make to the Company without obtaining prior regulatory
approval. As a New York domiciled insurance company, the Insurance
Company is subject to restrictions on the payment of dividends under New
York State law. New York State law states that no domestic stock life
insurance company shall distribute any dividend to its shareholders
unless a notice of its intention to declare such dividend and the amount
thereof shall have been filed with the Superintendent of the New York
State Insurance Department ("Superintendent") not less than 30 days in
advance of such proposed declaration. The Superintendent may disapprove
such distribution by giving written notice to such company within 30
days after such filing that he or she finds that the financial condition
of the company does not warrant such distribution. The New York State
Insurance Department has established informal guidelines for the
Superintendent's findings which focus upon, among other things, the
overall financial condition and profitability of the insurer under
statutory accounting practices. During the first nine months of 1997,
the Insurance Company paid dividends to the Company of $24.8 million.
During the fiscal year 1996, the Insurance Company paid dividends of $15
million to the Company.
Principal sources of funds at the Insurance Company are premiums
and other considerations paid, contract charges earned, net investment
income received and proceeds from investments called, redeemed or sold.
The principal uses of these funds are the payment of benefits on annuity
contracts and life insurance policies (including withdrawals and
surrender payments), operating expenses and the purchase of investments.
Net cash provided by the Company's operating activities (reflecting
principally: (i) premiums and contract charges collected less (ii)
benefits paid on life insurance and annuity products plus (iii) income
collected on invested assets less (iv) commissions and other general
expenses paid) was approximately $34.6 million and $26.8 million during
the nine months ended September 30, 1997 and 1996, respectively. Net
cash provided by (used in) the Company's investing activities
(principally reflecting investments purchased less investments called,
redeemed or sold) was approximately $(60.8) million and $(25.0) million
during the nine months ended September 30, 1997 and 1996, respectively.
For purposes of the Company's consolidated statements of cash
flows, financing activities relate primarily to sales and surrenders of
the Company's universal life insurance and annuity products. The
payment of dividends by the Company also are considered to be a
financing activity. Net cash provided by (used in) the Company's
financing activities amounted to approximately $23.8 million and $(2.6)
million during the nine months ended September 30, 1997 and 1996,
respectively. This fluctuation primarily is attributable to the
increased activity in dollar roll repurchase agreements, higher
policyholder account balances (as a result of increased sales) and an
increase in borrowings under the Company's line of credit during the
nine months ended September 30, 1997.
The Company currently has one bank line of credit for $25 million
of which $21.5 million was used at September 30, 1997. On October 1,
1997 the Company repaid $4 million on the bank line of credit.
The indenture governing the Senior Notes contains covenants
relating to limitations on additional indebtedness, restricted payments,
liens, sale or issuance of capital stock of the Insurance Company,
certain asset sales and the ability to engage in mergers or similar
transactions. In the event the Company violates such covenants as
defined in the Indenture, the Company is obligated to repurchase 25% of
the outstanding principal amount of such notes. Management believes
that the Company is in compliance with all of the covenants. On May 6,
1997, Moody's Investors Service upgraded the senior note from Ba2 to
Ba1.
Given the Insurance Company's historic cash flow and current
financial results, management believes that for the next twelve months
and for the reasonably foreseeable future, the Insurance Company's cash
flow from operating activities will provide sufficient liquidity for the
operations of the Insurance Company, as well as provide sufficient funds
to the Company, so that the Company will be able to make dividend
payments, satisfy its debt service obligations and pay its other
operating expenses.
To meet its anticipated liquidity requirements, the Company
purchases investments taking into account the anticipated future cash
flow requirements of its underlying liabilities. In managing the
relationship between assets and liabilities, the Company analyzes the
cash flows necessary to correspond with the expected cash needs on the
underlying liabilities under various interest rate scenarios. In
addition, the Company invests a portion of its total assets in short-term
investments (approximately 9.4% and 9.97% as of September 30, 1997
and December 31, 1996, respectively). The McCaulay's duration to
maturity at market value of the Company's investment portfolio was
approximately six years as of September 30, 1997. The Company's fixed
maturity investments are all classified as available for sale and
includes those securities available to be sold in response to, among
other things, changes in market interest rates, changes in the
security's prepayment risk, the Company's need for liquidity and other
similar factors. These investments are carried at market value and
unrealized gains and losses, net of the effects of amortization of
deferred policy acquisition costs and deferred federal income taxes, are
credited or charged directly to shareholders' equity, unless a decline
in market value is considered to be other than temporary, in which
event, the Company recognizes a loss. Equity securities include common
stocks and non-redeemable preferred stocks and are carried at market
value, with the related unrealized gains and losses, net of federal
income taxes, if any, credited or charged directly to shareholders'
equity, unless a decline in market value is considered to be other than
temporary, in which event, the Company recognizes a loss.
The Company maintains a portfolio which includes below investment
grade debt securities which were purchased to achieve a more favorable
investment yield all of which are classified as available for sale and
reported at fair value. As of September 30, 1997 and December 31, 1996,
the carrying value of these securities was approximately $132.4 million
and $119.8 million, respectively, (representing approximately 5.2% and
5.0%, respectively, of the Company's total assets and 27.2% and 28.5%,
respectively, of shareholder's equity). The increase in the carrying
value of these securities is attributable to an increase in their fair
value.
The Insurance Company is subject to Regulation 130 adopted and
promulgated by the New York State Insurance Department ("NYSID"). Under
this Regulation, the Insurance Company's ownership of below investment
grade debt securities is limited to 20.0% of total admitted assets, as
calculated under statutory accounting practices. As of September 30,
1997 and December 31, 1996, approximately 4.8% and 5.4%, respectively,
of the Insurance Company's total admitted assets were invested in below
investment grade debt securities.
Investments in below investment grade debt securities have
different risks than investments in corporate debt securities rated
investment grade. Risk of loss upon default by the borrower is
significantly greater with respect to below investment grade debt
securities because below investment grade debt securities generally are
unsecured and often are subordinated to other creditors of the issuer.
Also, issuers of below investment grade debt securities usually have
high levels of indebtedness and often are more sensitive to adverse
economic conditions, such as recession or increasing interest rates,
than are investment grade issuers. Typically, there only is a thinly
traded market for such securities and recent market quotations may not
be available for some of these securities. Market quotes generally are
available only from a limited number of dealers and may not represent
firm bids of such dealers or prices for actual sales. The Company
attempts to reduce the overall risk in its below investment grade
portfolio, as in all of its investments, through careful credit
analysis, investment policy limitations, and diversification by company
and by industry.
As of September 30, 1997, approximately 8.6% of the Company's total
invested assets were invested in limited partnerships. Such investments
are included in the Company's consolidated balance sheet under the
heading "Other invested assets." See "Note 1.C. to the Notes to
Unaudited Consolidated Financial Statements." The Company is committed,
if called upon during a specified period, to contribute an aggregate of
approximately $82.6 million of additional capital to certain of these
limited partnerships. However, management does not expect the entire
amount to be drawn down as certain of these limited partnerships are
nearing the end of the period during which investors are required to
make contributions. The Company may make selective investments in
additional limited partnerships as opportunities arise. In general,
risks associated with such limited partnerships include those related to
their underlying investments (i.e., equity securities, debt securities
and real estate), plus a level of illiquidity, which is mitigated by the
ability of the Company to take annual distributions of partnership
earnings. There can be no assurance that the Company will continue to
achieve the same level of returns on its investments in limited
partnerships as it has historically or that the Company will achieve any
returns on such investments at all. Further, there can be no assurance
that the Company will receive a return of all or any portion of its
current or future capital investments in limited partnerships. The
failure of the Company to receive the return of a material portion of
its capital investments in limited partnerships, or to achieve historic
levels of return on such investments, could have a material adverse
effect on the Company's financial condition and results of operations.
As previously discussed, during the first three quarters of fiscal
1997 and in fiscal 1996, the Company participated in "dollar roll"
repurchase agreements. Amounts outstanding to repurchase securities
under such agreements were $206.6 million and $200.9 at September 30,
1997 and December 31, 1996, respectively. The Company may engage in
selected "dollar roll" transactions as market opportunities arise.
As part of a proposed rehabilitation plan for Fidelity Mutual Life
Insurance Company ("Fidelity"), on January 11, 1995 the Insurance
Company signed a definitive purchase agreement with the Pennsylvania
Insurance Commissioner and Fidelity to invest up to $45 million for a
minority (49.9%) interest in a Fidelity subsidiary insurance holding
company. In addition, the Company had agreed to purchase $25 million of
Senior Notes of such company. The Company was informed by the
Pennsylvania Insurance Commissioner, that in response to the significant
improvement in the invested assets of Fidelity, she has reopened the
process to select an equity investor for the recapitalization and
rehabilitation of Fidelity. The Company disagreed with the
Commissioner's actions and commenced litigation which was settled in the
second quarter of 1997. As part of the settlement, the Company received
$1.7 million.
All 50 states of the United States, the District of Columbia and
Puerto Rico have insurance guaranty fund laws requiring all life
insurance companies doing business within the jurisdictions to
participate in guaranty associations, which are organized to pay
contractual obligations under insurance policies (and certificates
issued under group insurance policies) issued by impaired or insolvent
life insurance companies. These associations levy assessments (up to
prescribed limits) on all member insurers in a particular state on the
basis of the proportionate share of the premiums written by member
insurers in the lines of business in which the impaired or insolvent
insurer is engaged. Some states permit member insurers to recover
assessments paid through full or partial premium tax offsets. These
assessments may be deferred or forgiven under most guaranty laws if they
would threaten an insurer's solvency. The amount of these assessments
in prior years has not been material, however, the amount and timing of
any future assessment on the Insurance Company under these laws cannot
be reasonably estimated and are beyond the control of the Company and
the Insurance Company. Recent failures of substantially larger
insurance companies could result in future assessments in material
amounts.
Effects of Inflation and Interest Rate Changes
Management does not believe that inflation has had a material
adverse effect on the Company's consolidated results of operations. The
Company manages its investment portfolio in part to reduce its exposure
to interest rate fluctuations. In general, the market value of the
Company's fixed maturity portfolio increases or decreases in an inverse
relationship with fluctuations in interest rates, and the Company's net
investment income increases or decreases in direct relationship with
interest rate changes. For example, if interest rates decline, the
Company's fixed maturity investments generally will increase in market
value, while net investment income will decrease as fixed income
investments mature or are sold and proceeds are reinvested at the
declining rates, and vice versa. Management is aware that prevailing
market interest rates frequently shift and, accordingly, the Company has
adopted strategies which are designed to address either an increase or
decrease in prevailing rates. In a rising interest rate environment,
the Company's average cost of funds would be expected to increase over
time as it prices its new and renewing annuities to maintain a generally
competitive market rate. Concurrently, the Company would attempt to
place new funds in investments which were matched in duration to, and
higher yielding than, the liabilities assumed. Management believes that
liquidity necessary to fund withdrawals would be available through
income, cash flow, the Company's cash reserves or from the sale of
short-term investments. In a declining interest rate environment, the
Company's cost of funds would be expected to decrease over time,
reflecting lower interest crediting rates on its fixed annuities.
Should increased liquidity be required for withdrawals, management
believes that since all of the Company's investments are designated as
available for sale in the Company's consolidated balance sheet that they
could be sold without materially adverse consequences in light of the
general strengthening which would be expected in the fixed maturity
security market.
Interest rate changes also may have temporary effects on the sale
and profitability of the universal life and annuity products offered by
the Company. For example, if interest rates rise, competing investments
(such as annuity or life insurance products offered by the Company's
competitors, certificates of deposit, mutual funds and similar
instruments) may become more attractive to potential purchasers of the
Company's products until the Company increases the rates credited to
holders of its universal life and annuity products. In contrast, as
interest rates fall, the Company attempts to lower its credited rates to
compensate for the corresponding decline in its net investment income.
As a result, changes in interest rates could materially adversely effect
the financial condition and results of operations of the Company
depending on the attractiveness of alternative investments
available to the Company's customers. In that regard, in the current
interest rate environment, the Company has attempted to maintain its
credited rates at competitive levels which are designed to discourage
surrenders and which may be considered attractive to purchasers of new
annuity products. In addition, because the level of prevailing interest
rates impacts the Company as well as its competition, management does
not believe that the current interest rate environment has materially
affected the Company's competitive position vis a vis other life
insurance companies that emphasize the sale of annuity products.
Notwithstanding the foregoing, if interest rates continue at current
levels or decline further, there can be no assurance that this segment
of the life insurance industry, including the Company, would not
experience increased levels of surrenders and reduced sales and thereby
be materially adversely affected.
Recent Accounting Pronouncements
Statement of Financial Accounting Standards ("SFAS") No. 125,
"Accounting for Transfers and Servicing of Financial Assets and
Extinguishments of Liabilities", was issued in June of 1996 and requires
adoption not later than fiscal years that begin after December 31, 1996.
SFAS 125 establishes financial accounting and reporting standards for
transfers and servicing of financial assets and extinguishments of
liabilities.
In December 1996, the Financial Accounting Standards Board ("FASB")
issued SFAS No. 127, "Deferral of the Effective Date of Certain
Provisions of FASB Statement No. 125". SFAS No. 127 amends SFAS No. 125
by deferring for one year the effective date of paragraph 15 of SFAS No.
125, addressing secured borrowings and collateral, and for repurchase
agreement, dollar roll, security lending and similar transactions, of
paragraphs 9 through 12 and 237(b) of SFAS No. 125. Management is
evaluating the impact of SFAS No. 125 and 127 on the Company.
In March 1997, the Financial Accounting Standards Board ("FASB")
issued Statement of Financial Accounting Standards No. 128, "Earnings
per Share" (SFAS 128), which establishes new standards for computing and
presenting income per share data. SFAS 128, which is effective for
financial statements issued for periods ending after December 15, 1997,
requires restatement of all prior-period income per share data
presented. The adoption of SFAS 128 is not expected to have an impact
on the Company's current and prior period income per share data.
In June 1997, the FASB issued Statement of Financial Accounting
Standards No. 130, "Reporting Comprehensive Income" (SFAS 130), which
establishes standards for displaying comprehensive income and its
components in a full set of general-purpose financial statements. SFAS
130 is effective for fiscal years beginning after December 15, 1997.
Also in June 1997, the FASB issued Statement of Financial
Accounting Standards No. 131, "Disclosures about Segments of an
Enterprise and Related Information" (SFAS 131). SFAS 131 establishes
standards for reporting information about operating segments in annual
financial statements and requires reporting selected information about
operating segments in interim financial reports issued to shareholders.
SFAS 131 is effective for fiscal years beginning after December 15,
1997.
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
From time to time, the Company is involved in litigation relating
to claims arising out of its operations in the normal course of
business. As of November 5, 1997, the Company is not a party to any
legal proceedings, the adverse outcome of which, in management's
opinion, individually or in the aggregate, would have a material adverse
effect on the Company's financial condition or results of operations.
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
None
Item 5. Other Information
None
Item 6. Exhibits and Reports on Form 8-K
a) Exhibits
None
b) Reports on Form 8-K
None
<PAGE>
PRESIDENTIAL LIFE CORPORATION
SEPTEMBER 30, 1997
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.
Presidential Life Corporation
(Registrant)
Date: November 5, 1997 /s/ Herbert Kurz
Herbert Kurz,
President and Duly Authorized
Officer of the Registrant
Date: November 5, 1997 /s/ Michael V. Oporto
Michael V. Oporto, Principal
Accounting Officer of the Registrant
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<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1997
<PERIOD-END> SEP-30-1997
<CASH> (1,534)
<SECURITIES> 2,204,829
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 964
<DEPRECIATION> (385)
<TOTAL-ASSETS> 2,531,902
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<BONDS> 50,000
0
0
<COMMON> 326
<OTHER-SE> 486,972
<TOTAL-LIABILITY-AND-EQUITY> 2,531,902
<SALES> 16,790
<TOTAL-REVENUES> 185,048
<CGS> 0
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<OTHER-EXPENSES> 120,100
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<INTEREST-EXPENSE> 4,415
<INCOME-PRETAX> 64,948
<INCOME-TAX> 20,010
<INCOME-CONTINUING> 44,938
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