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 March 31, 1998
OR
[ ] TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d)
OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from ................ to ................
Commission File Number 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 32,129,612 shares of common stock, par value $.01 per share
of the issuer's common stock outstanding as of the close of business on
May 11, 1998.
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INDEX
Part I - Financial Information Page No.
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets March 31, 1998
(Unaudited) and December 31, 1997............................. 3
Consolidated Statements of Income (Unaudited) - For
the Three Months Ended March 31, 1998 and 1997................ 4
Consolidated Statements of Shareholders'
Equity (Unaudited) - For the Three Months Ended
March 31, 1998 and 1997....................................... 5
Consolidated Statements of Cash Flows (Unaudited) - For
the Three Months Ended March 31, 1998 and 1997................ 6
Notes to (Unaudited) Consolidated Financial Statements........ 7-9
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations........... 10-18
Part II - Other Information........................................ 19
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......................................................... 20
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PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(In thousands, except share data)
March 31, December 31,
1998 1997
(UNAUDITED)
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ASSETS:
Investments:
Fixed maturities:
Available for sale at market (Cost of
$1,816,548 and $1,799,929, respectively) $1,929,095 $1,909,924
Common stocks (Cost of $35,243
and $32,021, respectively) 56,639 45,773
Mortgage Loans 17,663 17,865
Real Estate 417 417
Policy Loans 17,742 18,120
Short-term investments 260,656 264,098
Other invested assets 230,369 208,162
Total investments 2,512,581 2,464,359
Cash and cash equivalents 4,839 13,480
Accrued investment income 33,236 28,167
Deferred policy acquisition costs 37,624 37,685
Furniture and equipment, net 539 567
Amounts due from reinsurers 7,963 8,249
Other assets 1,105 1,222
Assets held in separate account 4,770 4,612
TOTAL ASSETS $2,602,657 $2,558,341
LIABILITIES AND SHAREHOLDERS' EQUITY:
Liabilities:
Policy Liabilities:
Policyholders' account balances $1,289,879 $1,280,900
Future policy benefits:
Annuity 386,245 380,109
Life and accident and health 51,142 50,848
Other policy liabilities 3,081 3,124
Total policy liabilities 1,730,347 1,714,981
Dollar Repurchase Agreements 206,412 205,202
Note payable 50,000 50,000
Short term note payable 23,000 20,000
Deposits on policies to be issued 3,193 2,436
Federal income taxes payable 8,578 1,371
Deferred federal income taxes 49,394 46,575
General expenses and taxes accrued 8,611 7,074
Other liabilities 3,499 3,436
Liabilities related to separate account 4,770 4,612
Total liabilities 2,087,804 2,055,687
Shareholders' Equity:
Capital stock ($.01 par value, authorized
100,000,000 shares, issued and outstanding
32,311,162 shares in 1998 and 32,621,549
shares in 1997) 323 326
Additional paid-in-capital 12,331 18,274
Net unrealized investment gains 77,960 71,540
Retained earnings 424,239 412,514
Total Shareholders' Equity 514,853 502,654
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY $2,602,657 $2,558,341
The accompanying notes are an integral part of these Unaudited Consolidated
Financial Statements.
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PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share data)
THREE MONTHS ENDED
MARCH 31
(UNAUDITED)
1998 1997
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REVENUES:
Insurance Revenues:
Premiums $ 170 $ 237
Annuity considerations 7,668 4,900
Universal life and investment
type policy fee income 721 435
Net investment income 52,422 48,623
Realized investment gains 2,006 2,510
Other income 1,807 818
TOTAL REVENUES 64,794 57,523
BENEFITS AND EXPENSES:
Death and other life insurance benefits 1,908 1,494
Annuity benefits 10,315 9,220
Interest credited to policyholders'
account balances 18,900 18,519
Interest expense on notes payable 1,604 1,344
Other interest and other charges 74 118
Increase (decrease) in liability
for future policy benefits 6,219 3,804
Commissions to agents, net 1,257 1,040
General expenses and taxes 4,340 3,737
Decrease (increase) in deferred
policy acquisition costs (260) (325)
TOTAL BENEFITS AND EXPENSES 44,357 38,951
Income before income taxes 20,437 18,572
Provision (benefit) for income taxes
Current 7,402 7,171
Deferred (637) (1,147)
6,765 6,024
NET INCOME $ 13,672 $ 12,548
Income per share $ .42 $ .38
Weighted average number of shares
outstanding during the period 32,491,158 32,922,674
The accompanying notes are an integral part of these Unaudited Consolidated
Financial Statements.
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PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
FOR THE THREE MONTHS ENDED MARCH 31, 1998 AND 1997
(IN THOUSANDS, EXCEPT SHARE DATA)
(UNAUDITED)
Net
Additional Unrealized
Capital Paid-in- Investment Retained
Stock Capital Gains Earnings Total
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Balance at
December 31,
1996 $330 $24,023 $ 40,294 $358,416 $423,063
Net Income 12,548 12,548
Purchase and
Retirement of
Stock (2) (2,755) (2,757)
Change in
Unrealized
Investment
Gains, Net (25,498) (25,498)
Dividends
Paid to
Shareholders
($.05 per
share) (1,642) (1,642)
Balance at
March 31,
1997 $328 $21,268 $ 14,796 $369,322 $405,714
Balance at
December 31,
1997 $326 $18,274 $ 71,540 $412,514 $502,654
Net Income 13,672 13,672
Purchase and
Retirement of
Stock (3) (5,943) (5,946)
Change in
Unrealized
Investment
Gains, Net 6,420 6,420
Dividends
Paid to
Shareholders
($.06 per
share) (1,947) (1,947)
Balance at
March 31,
1998 $323 $12,331 $ 77,960 $424,239 $514,853
The accompanying notes are an integral part of the Unaudited Consolidated
Financial Statements.
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PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
THREE MONTHS ENDED
MARCH 31
(UNAUDITED)
1998 1997
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OPERATING ACTIVITIES:
Net income $ 13,672 $ 12,548
Adjustments to reconcile net income
to net cash provided by operating
activities:
Benefit for deferred income taxes (637) (1,147)
Depreciation and amortization 110 157
Net accrual of discount on fixed maturities (2,507) (195)
Realized investment gains (2,006) (2,510)
Changes in:
Accrued investment income (5,069) (9,591)
Deferred policy acquisition costs (260) (325)
Federal income tax recoverable 0 5,475
Liability for future policy benefits 6,430 3,877
Other items 9,092 869
Net Cash Provided By Operating Activities 18,825 9,158
INVESTING ACTIVITIES:
Fixed Maturities:
Available for Sale:
Acquisitions (73,485) (85,026)
Maturities, calls and repayments 56,340 67,408
Common Stocks:
Acquisitions (4,362) (7,388)
Sales 6,180 10,433
Decrease (Increase) in short term
investments and policy loans 3,820 6,463
Other Invested Assets:
Additions to other invested assets (27,329) (10,261)
Distributions from other invested assets 5,123 8,582
Purchase of property and equipment (8) (1)
Mortgage loan on real estate 202 186
Net Cash Used In Investing Activities (33,519) (9,604)
FINANCING ACTIVITIES:
Proceeds from Dollar Repurchase Agreements 603,380 583,620
Repayment of Dollar Repurchase Agreements (602,170) (580,051)
Proceeds from line of credit 3,000 1,000
Repurchase of Common Stock (5,946) (2,757)
Increase (decrease) in policyholders'
account balances 8,979 (2,179)
Deposits on policies to be issued 757 620
Dividends paid to shareholders (1,947) (1,642)
Net Cash Provided By (Used In)
Financing Activities 6,053 (1,389)
Increase (decrease) in Cash and Cash
Equivalents (8,641) (1,835)
Cash and Cash Equivalents at Beginning of Period 13,480 819
Cash and Cash Equivalents at End of Period $ 4,839 $ (1,016)
Supplemental Cash Flow Disclosure:
Income Taxes Paid $ 4,356 $ 2,196
Interest Paid $ 164 $ 78
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 ("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 three months ended March 31, 1998 are
not necessarily indicative of the results that may be expected for the
year ending December 31, 1998. 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, 1997.
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 market value and
unrealized gains (losses), net of the effects of amortization of
deferred policy acquisition costs of approximately $14 million and $13.4
million, and deferred Federal income taxes of approximately $34.3
million and $38.5 million, at March 31, 1998 and December 31, 1997,
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 March 31, 1998 and December 31, 1997. As of
March 31, 1998, the Company was committed to contribute, if called upon,
an aggregate of approximately $62.2 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%) stake 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 had 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.
D. Federal Income Taxes
The Company and its subsidiaries file a consolidated federal
income tax return. The asset and liability method in recording income
taxes on all transactions that have been recognized in the financial
statements is used. Deferred taxes are adjusted to reflect tax rates at
which future tax liabilities or assets are expected to be settled or
realized.
E. New Accounting Pronouncements
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. SFAS No. 127 is
effective for certain transactions occurring after December 31, 1997,
and must be applied prospectively. The Company adopted SFAS 125 and 127
effective January 1998. There was no effect on the Company's financial
position from the adoption of SFAS 125 and 127.
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.
Effective January 1998, the Company adopted SFAS 130. Total
comprehensive income (loss) for the periods ended March 31, 1998 and
1997 was $20.09 million and $(12.95) million, respectively. The primary
difference between net income and comprehensive income (loss) was the
change in unrealized investment gains (losses) which arose during the period.
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.
The Company's current definition of its operating segments did not change.
2. INVESTMENTS
Investments in U.S. Government & Government Agencies with an
aggregate carrying value of $505,048,373 represents investments owned in
any one issuer that aggregate 10% or more of Shareholders' Equity at
March 31, 1998.
Securities with a carrying value of approximately $5.5 million were
on deposit with various state insurance departments to comply with
applicable insurance laws.
3. NOTES PAYABLE
Notes payable at March 31, 1998 and December 31, 1997 consist of $50
million, 9 1/2% Senior Notes ("Senior Notes") 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
March 31, 1998, such unamortized costs were $800 thousand. The total
principal is due on December 15, 2000. The senior notes are callable
after December 14, 1998.
The Company has one line of credit in the amount of $25,000,000 and
provides for interest on borrowings based on market indices. At March
31, 1998 the Company had $23,000,000 outstanding under the line of credit.
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 (c) 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 three months ended March 31, 1998 reflect
the reduction in the deferred tax asset as of March 31, 1998. The
Company's effective tax rate for the three months ended March 31, 1998
and 1997 was 33.1% and 32.4%, 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 life insurance and individual
annuities. 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)."
Results of Operations
Comparison of three months ended March 31, 1998 compared to three
months ended March 31, 1997.
Revenues
Annuity Considerations and Life Insurance Premiums
Total annuity considerations and life insurance premiums increased
to approximately $7.8 million for the three months ended March 31, 1998
from approximately $5.1 million for the three months ended March 31,
1997, an increase of approximately $2.7 million. Of this amount,
annuity considerations increased to approximately $7.7 million for the
three months ended March 31, 1998 from approximately $4.9 million for
the three months ended March 31, 1997, an increase of approximately $2.8
million. In accordance with generally accepted accounting principles,
sales of single premium deferred annuities are not reported as insurance
revenues, but rather as additions to policyholder account balances.
Sales of single premium annuities were approximately $33.1 million and
approximately $28.3 million during the three months ended March 31, 1998
and March 31, 1997, respectively. 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
$721 thousand for the three months ended March 31, 1998, as compared to
approximately $435 thousand for the three months ended March 31, 1997.
This represents approximately a $286 thousand increase.
Net Investment Income
Net investment income totaled approximately $52.4 million during the
first three months of 1998, as compared to approximately $48.6 million
during the first three months of 1997. This represents an increase of
approximately $3.8 million. Investment income from "other invested
assets" totaled approximately $13.82 million during the first three
months of 1998, as compared to approximately $10.95 million during the
first three months of 1997. The Company's ratio of net investment income
to average cash and invested assets less net investment income for the
periods ended March 31, 1998 and March 31, 1997 was approximately 9.4%
and 9.5%, respectively.
Realized Investment Gains and Losses
Realized investment gains amounted to approximately $2.0 million
during the first three months of 1998, as compared to approximately $2.5
million during the first three months of 1997. Realized investment
gains were partially offset by realized investment losses of
approximately $299.1 thousand and $1.75 million for the three months
ended March 31, 1998 and March 31, 1997, 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.
Total Benefits and Expenses
Total benefits and expenses for the three months ended March 31,
1998 aggregated approximately $44.4 million, as compared to
approximately $39.0 million for the three months ended March 31, 1997.
This represents an increase of $5.4 million from the first quarter of 1997.
Interest Credited and Benefits to Policyholders
Interest credited and other benefits to policyholders amounted to
approximately $31.2 million for the three months ended March 31, 1998,
as compared to approximately $29.4 million for the three months ended
March 31, 1997. The increase is attributable to a higher level of
policyholder account balances as a result of the increase in annuity sales.
The Insurance Company's average credited rate for reserves and
account balances for the three months ended March 31, 1998 and 1997 were
less than the Company's ratio of net investment income to mean assets
for the same period 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 average 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 amounted to
approximately $1.6 million for the three months ended March 31, 1998,
and approximately $1.3 million for the three months ended March 31,
1997. The increase in interest expense in the first quarter of 1998 is
attributable to the increase in the Company's short term note payable.
During the first quarter of 1998, Standard & Poor's upgraded the senior
notes from BBB- to BBB. 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 totaled
approximately $5.6 million for the three months ended March 31, 1998, as
compared to approximately $4.8 million for the three months ended March
31, 1997. This represents approximately an increase of $820 thousand.
The increase principally is attributable to higher commissions and
related expenses incurred in the first quarter of 1998 associated with
the higher level of sales in 1998.
Deferred Policy Acquisition Costs
The change in Deferred Policy Acquisition Costs for the three months
ended March 31, 1998 resulted in a credit of approximately $260
thousand, as compared to a credit of approximately $325 thousand for the
three months ended March 31, 1997.
Income Before Income Taxes
For the reasons discussed above, income before income taxes amounted
to approximately $20.4 million for the three months ended March 31,
1998, as compared to approximately $18.6 million for the three months
ended March 31, 1997.
Income Taxes
Income tax expense was $6.8 million for the first three months of
1998 as compared to approximately $6.0 million for the first three
months of 1997. This increase is primarily attributable to higher
income before income taxes and realized capital gains for the three
months ended March 31, 1998.
Net Income
For the reasons discussed above, the Company had net income of
approximately $13.7 million during the three months ended March 31, 1998
and net income of approximately $12.5 million during the three months
ended March 31, 1997.
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 source of cash is rent from its real
estate, interest on its investments and dividends from the Insurance
Company. During the first quarter of 1998, the Company's Board of
Directors declared a quarterly cash dividend of $.06 per share payable
on April 2, 1998. During the first quarter of 1998 the Company
purchased and retired 310,500 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 law. New York 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 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 quarter of 1998 and 1997, the Insurance
Company did not pay dividends to the Company. During the fiscal year
1997, the Insurance Company paid dividends of $24.8 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 life
insurance policies and annuity contracts, 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 $18.8 million and $9.2
million during the three months ended March 31, 1998 and 1997,
respectively. Net cash provided by (used in) the Company's investing
activities (principally reflecting investments purchased less
investments called, redeemed or sold) was approximately $(33.5) million,
and $(9.6) million during the three months ended March 31, 1998 and
1997, 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 are also considered to be a financing activity.
In addition, as previously discussed, the Company participates in dollar
roll repurchase agreements which are considered to be a financing activity.
Net cash provided by (used in) the Company's financing activities amounted
to approximately $6 million, and $(1.4) million during the three months
ended March 31, 1998 and 1997, respectively. This fluctuation primarily
is attributable to higher policyholder account balances, an increase in
borrowings under the Company's line of credit and the increase in dollar
roll repurchase agreements outstanding at March 31, 1998.
The Company currently has one bank line of credit for $25 million
of which $23 million is used at March 31, 1998.
The indenture governing the senior notes 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. During the first quarter of 1998,
Standard & Poor's upgraded the senior notes from BBB- to BBB. On May 6,
1997, Moody's Investors Service upgraded the senior notes 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 10.0% and 9.8% as of March 31, 1998, and
December 31, 1997, respectively). The weighted average duration of the
Company's debt portfolio was approximately six years as of March 31,
1998. 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. 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 and
deferred federal income taxes, are 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, with the related unrealized gains and losses, net
of federal income taxes, if any, 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 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 March 31, 1998
and December 31, 1997, approximately 6.38% and 5.4%, respectively of the
Insurance Company's total admitted assets were invested in below investment
grade debt securities.
The Company maintains a portfolio which includes below investment
grade fixed maturity 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 March 31, 1998 and
December 31, 1997, the carrying value of these securities was
approximately $168.7 million and $164.6 million, respectively
(representing approximately 6.5% and 6.4% of the Company's total assets
and 32.8% and 32.8%, respectively of shareholders' equity).
Investments in below investment grade 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 securities than with
other corporate debt securities because below investment grade
securities generally are unsecured and often are subordinated to other
creditors of the issuer. Also, issuers of below investment grade
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 March 31, 1998, approximately 9.17% 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 2 to the Notes to
Consolidated Financial Statements." The Company is committed, if called
upon during a specified period, to contribute an aggregate of
approximately $62.2 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. Pursuant to NYSID regulations, the Company's
investments in equity securities, including limited partnership
interests, may not exceed 20% of the Company's total invested assets.
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, the Company participates in "dollar roll"
repurchase agreements. Amounts outstanding to repurchase securities
under such agreements were $206.4 million and $204.5 million at March
31, 1998 and December 31, 1997, 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%) stake 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 had 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 jurisdiction 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 seeks to manage 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 the portion of the Company's investments which
are designated as available for sale in the Company's consolidated
balance sheet 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
low 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 low 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, 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
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. SFAS No. 127 is
effective for certain transactions occurring after December 31, 1997,
and must be applied prospectively. The Company adopted SFAS 125 and 127
effective January 1998. There was no effect on the Company's financial
position from the adoption of SFAS 125 and 127.
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.
Effective January 1998, the Company adopted SFAS 130. Total
comprehensive income (loss) for the periods ended March 31, 1998 and
1997 was $20.09 million and $(12.95) million, respectively. The primary
difference between net income and comprehensive income (loss) was the
change in unrealized investment gains (losses) which arose during the period.
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. The
Company's current definition of its operating segments did not change.
Year 2000 Matters
The Company initiated the process of preparing its computer systems
and applications for the Year 2000 in 1994. This process involves
modifying or replacing certain hardware and software maintained by the
Company as well as communicating with external service providers to
ensure that they are taking the appropriate action to remedy their Year
2000 issues. The modification process of all significant applications
will be completed by December 31, 1998. Management expects to have
substantially all of the system and application changes completed during
the second half of 1999.
Purchased hardware will be capitalized in accordance with normal
policy. Personnel and all other costs related to the project are being
expensed as incurred. The total cost to the Company of these Year 2000
compliance activities has not been and is not anticipated to be material
to its financial position or results of operations in any given year.
The costs of the project and the expected completion dates are based
on management's best estimates.
Forward Looking Information
The Company cautions readers regarding certain forward-looking
statements contained in this report and in any other statements made by,
or on behalf of, the Company, whether or not in future filings with the
Securities and Exchange Commission (the "SEC"). Forward-looking
statements are statements not based on historical information and which
relate to future operations, strategies, financial results, or other
developments. Statements using verbs such as "expect," "anticipate,"
"believe" or words of similar import generally involve forward-looking
statements. Without limiting the foregoing, forward-looking statements
include statements which represent the Company's beliefs concerning
future levels of sales and redemptions of the Company's products,
investment spreads and yields, or the earnings and profitability of the
Company's activities.
Forward-looking statements are necessarily based on estimates and
assumptions that are inherently subject to significant business,
economic and competitive uncertainties and contingencies, many of which
are beyond the Company's control and many of which are subject to
change. These uncertainties and contingencies could cause actual
results to differ materially from those expressed in any forward-looking
statements made by, or on behalf of, the Company. Whether or not actual
results differ materially from forward-looking statements may depend on
numerous foreseeable and unforeseeable developments. Some may be
national in scope, such as general economic conditions, changes in tax
law and changes in interest rates. Some may be related to the insurance
industry generally, such as pricing competition, regulatory developments
and industry consolidation. Others may relate to the Company
specifically, such as credit, volatility and other risks associated with
the Company's investment portfolio. The Company disclaims any obligation
to update forward-looking information.
<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 May 11, 1998, 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
During the quarter ended March 31, 1998, the Company did not file
a current report on Form 8-K.
<PAGE>
PRESIDENTIAL LIFE CORPORATION
MARCH 31, 1998
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: May 11, 1998 /s/ Herbert Kurz
Herbert Kurz, President and Duly
Authorized Officer of the Registrant
Date: May 11, 1998 /s/ Michael V. Oporto
Michael V. Oporto, Principal
Accounting Officer of the Registrant
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<PERIOD-END> MAR-31-1998
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