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 June 30, 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 31,947,613 shares of common stock, par value $.01 per share
of the issuer's common stock outstanding as of the close of business on
August 12, 1998.
INDEX
Part I - Financial Information Page No.
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets June 30, 1998
(Unaudited) and December 31, 1997 . . . . . . . . . . . . . . . . .3
Consolidated Statements of Income (Unaudited) - For
the Six Months Ended June 30, 1998 and 1997 . . . . . . . . . . . .4
Consolidated Statements of Income (Unaudited) - For
the Three Months Ended June 30, 1998 and 1997 . . . . . . . . . . .5
Consolidated Statements of Shareholders'
Equity (Unaudited) - For the Six Months Ended
June 30, 1998 and 1997. . . . . . . . . . . . . . . . . . . . . . .6
Consolidated Statements of Cash Flows (Unaudited) - For
the Six Months Ended June 30, 1998 and 1997 . . . . . . . . . . . .7
Notes to (Unaudited) Consolidated Financial Statements. . . . . 8-10
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations . . . . . .11-18
Item 3. Quantitative and Qualitative Disclosure About Market
Risk (Not Applicable)
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
<TABLE>
PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS (UNAUDITED)
(In thousands, except share data)
June 30, December 31,
1998 1997
<S> <C> <C>
ASSETS:
Investments:
Fixed maturities:
Available for sale at market (Cost of
$1,784,222 and $1,799,929, respectively) $1,890,301 $1,909,924
Common stocks (Cost of $37,975 and
$32,021, respectively) 62,957 45,773
Mortgage Loans 17,460 17,865
Real Estate 416 417
Policy Loans 17,738 18,120
Short-term investments 287,170 264,098
Other invested assets 265,643 208,162
Total investments 2,541,685 2,464,359
Cash and cash equivalents 0 13,480
Accrued investment income 19,787 28,167
Deferred policy acquisition costs 37,323 37,685
Furniture and equipment, net 545 567
Amounts due from reinsurers 8,095 8,249
Other assets 292 1,222
Assets held in separate account 4,660 4,612
TOTAL ASSETS $2,612,387 $2,558,341
LIABILITIES AND SHAREHOLDERS' EQUITY:
Liabilities:
Policy Liabilities:
Policyholders' account balances $1,287,940 $1,280,900
Future policy benefits:
Annuity 391,751 380,109
Life and accident and health 52,092 50,848
Other policy liabilities 3,077 3,124
Total policy liabilities 1,734,860 1,714,981
Dollar Repurchase Agreements 215,665 205,202
Note payable 50,000 50,000
Short term note payable 23,000 20,000
Deposits on policies to be issued 1,243 2,436
Federal income taxes payable 1,748 1,371
Deferred federal income taxes 46,571 46,575
General expenses and taxes accrued 7,489 7,074
Other liabilities 3,965 3,436
Liabilities related to separate account 4,660 4,612
Total liabilities 2,089,201 2,055,687
Shareholders' Equity:
Capital stock ($.01 par value, authorized
100,000,000 shares, issued and outstanding
31,987,550 shares in 1998 and 32,621,549
shares in 1997) 320 326
Additional paid in capital 5,747 18,274
Net unrealized investment gains 76,782 71,540
Retained earnings 440,337 412,514
Total Shareholders' Equity 523,186 502,654
TOTAL LIABILITIES AND SHAREHOLDERS'
EQUITY $2,612,387 $2,558,341
The accompanying notes are an integral part of these Unaudited
Consolidated Financial Statements.
</TABLE>
<TABLE>
PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share data)
SIX MONTHS ENDED
JUNE 30
(UNAUDITED)
1998 1997
<S> <C> <C>
REVENUES:
Insurance Revenues:
Premiums $ 1,153 $ 1,098
Annuity considerations 15,644 7,978
Universal life and investment
type policy fee income 1,140 956
Net investment income 110,076 98,022
Realized investment gains 9,069 11,013
Other income 2,357 2,995
TOTAL REVENUES 139,439 122,062
BENEFITS AND EXPENSES:
Death and other life insurance benefits 3,566 3,100
Annuity benefits 20,735 18,824
Interest credited to policyholders'
account balances 38,110 37,435
Interest expense on notes payable 3,833 2,780
Other interest and other charges 142 228
Increase in liability for future
policy benefits 12,572 7,116
Commissions to agents, net 2,337 1,896
General expenses and taxes 8,229 7,752
Decrease in deferred policy
acquisition costs 1,097 842
TOTAL BENEFITS AND EXPENSES 90,621 79,973
Income before income taxes 48,818 42,089
Provision (benefit) for income taxes
Current 19,475 15,308
Deferred (2,826) (2,139)
16,649 13,169
NET INCOME $ 32,169 $ 28,920
Income per share $ 1.00 $ .88
Weighted average number of shares
outstanding during the period 32,297,875 32,816,821
The accompanying notes are an integral part of these Unaudited
Consolidated Financial Statements.
</TABLE>
<TABLE>
PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(In thousands, except share data)
THREE MONTHS ENDED
JUNE 30
(UNAUDITED)
1998 1997
<S> <C> <C>
REVENUES:
Insurance Revenues:
Premiums $ 983 $ 862
Annuity considerations 7,977 3,078
Universal life and investment
type policy fee income 419 521
Net investment income 57,654 49,399
Realized investment gains 7,063 8,503
Other income 550 2,176
TOTAL REVENUES 74,646 64,539
BENEFITS AND EXPENSES:
Death and other life insurance benefits 1,658 1,607
Annuity benefits 10,420 9,604
Interest credited to policyholders'
account balances 19,210 18,915
Interest expense on notes payable 2,229 1,436
Other interest and other charges 68 110
Increase (decrease) in liability for
future policy benefits 6,353 3,312
Commissions to agents, net 1,081 856
General expenses and taxes 3,889 4,015
Decrease in deferred policy
acquisition costs 1,357 1,167
TOTAL BENEFITS AND EXPENSES 46,265 41,022
Income before income taxes 28,381 23,517
Provision (benefit) for income taxes
Current 12,073 8,138
Deferred (2,189) (993)
9,884 7,145
NET INCOME $ 18,497 $ 16,372
Income per share $ .58 $ .50
Weighted average number of shares
outstanding during the period 32,106,715 32,712,132
The accompanying notes are an integral part of these Unaudited
Consolidated Financial Statements.
</TABLE>
<TABLE>
PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF SHAREHOLDERS' EQUITY
FOR THE SIX MONTHS ENDED JUNE 30, 1998 AND 1997
(IN THOUSANDS, EXCEPT SHARE DATA)
(UNAUDITED)
Net
Additional Unrealized
Capital Paid-in- Investment Retained
Stock Capital Gains (Losses) Earnings Total
<S> <C> <C> <C> <C> <C>
Balance at
December 31,
1996 $330 $24,023 $40,294 $358,416 $423,063
Net Income 28,920 28,920
Issuance of
Shares Under
Stock Option
Plan 2 2
Purchase and
Retirement
of Stock (3) (4,298) (4,301)
Change in
Unrealized
Investment
Gains, Net 1,462 1,462
Dividends
paid to
Shareholders
(.10 per
share) (3,276) (3,276)
Balance at
June 30,
1997 $327 $19,727 $41,756 $384,060 $445,870
Balance at
December 31,
1997 $326 $18,274 $71,540 $412,514 $502,654
Net Income 32,169 32,169
Purchase and
Retirement
of Stock (6) (12,527) (12,533)
Change in
Unrealized
Investment
Gains, Net 5,242 5,242
Dividends
paid to
Shareholders
(.135 per
share) (4,346) (4,346)
Balance at
June 30,
1998 $320 $5,747 $76,782 $440,337 $523,186
The accompanying notes are an integral part of the Unaudited Consolidated
Financial Statements.
</TABLE>
<TABLE>
PRESIDENTIAL LIFE CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(In thousands)
SIX MONTHS ENDED
JUNE 30
(UNAUDITED)
1998 1997
<S> <C> <C>
OPERATING ACTIVITIES:
Net income $ 32,169 $ 28,920
Adjustments to reconcile net income to net cash
provided by operating activities:
Provision (benefit) for deferred income taxes (2,826) (2,139)
Depreciation and amortization 944 258
Net accrual of discount on fixed maturities (5,045) (376)
Realized investment losses (gains) (9,069) (11,013)
Changes in:
Accrued investment income 8,380 7,494
Deferred policy acquisition cost 1,097 842
Federal income tax recoverable 0 (1,130)
Liability for future policy benefits 12,886 6,695
Other items 1,491 (46)
Net Cash Provided by
Operating Activities 40,027 29,505
INVESTING ACTIVITIES:
Fixed Maturities:
Available for Sale:
Acquisitions (123,589) (122,852)
Sales 2,602 4,369
Maturities, calls and repayments 134,618 87,959
Common Stocks:
Acquisitions (7,787) (12,778)
Sales 18,030 26,702
Decrease (increase) in short term
investments and policy loans (22,690) 10,620
Other Invested Assets:
Additions to other invested assets (68,701) (67,870)
Distributions from other invested assets 11,221 40,337
Purchase of property and equipment (47) (189)
Mortgage loans on real estate 405 371
Net Cash Used in Investing Activities (55,938) (33,331)
FINANCING ACTIVITIES:
Proceeds from Dollar Repurchase Agreements 1,228,447 1,192,909
Repayment of Dollar Repurchase Agreements (1,217,984) (1,187,830)
Increase (decrease) in policyholders'
account balances 7,040 (3,179)
Repurchase of common stock (12,533) (4,301)
Proceeds from line of credit 3,000 7,500
Deposits on policies to be issued (1,193) 1,398
Dividends paid to shareholders (4,346) (3,276)
Net Cash Provided by Financing Activities 2,431 3,221
Decrease in Cash and Cash Equivalents (13,480) (605)
Cash and Cash Equivalents at Beginning of Year 13,480 819
Cash and Cash Equivalents at End of Period $ 0 $ 214
Supplemental Cash Flow Disclosure:
Income Taxes Paid $ 19,099 $ 16,939
Interest Paid $ 2,900 $ 2,534
The accompanying notes are an integral part of these Unaudited Consolidated
Financial Statements.
</TABLE>
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 annual 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 six months ended June 30, 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 and
losses, net of the effects of amortization of deferred policy
acquisition costs of approximately $12.9 million and $13.4 million, and
deferred Federal income taxes of approximately $32.3 million and $38.5
million at June 30, 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, 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. Limited partnership interests
usually are not registered and typically are illiquid. 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 June 30, 1998 and December 31, 1997. As of June
30, 1998, the Company was committed to contribute, if called upon, an
aggregate of approximately $53.9 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.
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
In June 1997, the Financial Accounting Standards Board ("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 June 30, 1998 and 1997 was $37.41 million and $30.38
million, respectively. The 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.
In February 1998, the FASB issued Statement of Financial Accounting
Standards No. 132, "Employers' Disclosure about Pensions and Other
Postretirement Benefits" (SFAS 132), which revises employers'
disclosures about pension and other postretirement benefit plans to
require standardized disclosures for pensions and other postretirement
benefits, additional disclosure of information on changes in the benefit
obligations and fair values of plan assets, and elimination of certain
disclosures that were deemed no longer useful. It does not change the
measurement or recognition of those plans. SFAS 132 is effective for
fiscal years beginning after December 15, 1997.
In June 1998, the FASB issued Statement of Financial
Accounting Standards No. 133, "Accounting for Derivative Instruments and
Hedging Activities" (SFAS 133). SFAS 133 establishes accounting and
reporting standards for derivative instruments, including certain
derivative instruments embedded in other contracts, and for hedging
activities. It requires that an entity recognize all derivatives as
either assets or liabilities in the statement of financial position and
measure those instruments at fair value. It also establishes specific
conditions that must be met in order for a derivative to be recognized
as a hedge of certain exposures. The Company has not yet completed its
analysis to determine the impact of this statement on the Company's
financial statements. SFAS 133 is effective for fiscal years beginning
after June 15, 1999.
2. INVESTMENTS
Investments in U.S. Government & Government Agencies with an
aggregate carrying value of $479,476,000 represent investments owned in
any one issuer that aggregate 10% or more of Shareholders' Equity as of
June 30, 1998.
Securities with a carrying value of approximately $5.6 million were
on deposit with various state insurance departments to comply with
applicable insurance laws.
3. NOTES PAYABLE
Notes payable at June 30, 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. The total
principal is due on December 15, 2000. The senior notes are callable after
December 14, 1998. The Company intends to call and refinance the senior
notes during the fourth quarter of 1998.
The Company has one bank line of credit in the amount of
$25,000,000 and provides for interest on borrowings based on market
indices. At June 30, 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 six months ended June 30, 1998 reflect
the reduction in the deferred tax asset as of June 30, 1998. The
Company's effective tax rates for the six months ended June 30, 1998 and
1997 were 34.1% and 31.3%, respectively.
Item 2. Management's Discussion and Analysis of Financial Condition
and Results of Operations
General
The Company operates 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)."
Results of Operations
Comparison of Six Months Ended June 30, 1998 to Six Months Ended
June 30, 1997.
Revenues
Annuity Considerations and Life Insurance Premiums
Total annuity considerations and life insurance premiums increased
to approximately $16.8 million for the six months ended June 30, 1998
from approximately $9.1 million for the six months ended June 30, 1997.
Of this amount, annuity considerations increased to approximately $15.6
million for the six months ended June 30, 1998 from approximately $8.0
million for the six months ended June 30, 1997. 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 $61.0 million for the six months ended June
30, 1998 compared to $50.0 million for the six months ended June 30,
1997. 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 $1,140 thousand for the six months ended June 30, 1998, as
compared to approximately $956 thousand for the six months ended June
30, 1997. 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 $110.1 million for the
six months ended June 30, 1998, as compared to approximately $98.0
million for the six months ended June 30, 1997. This represents an
increase of approximately 12.3%. Investment income from "other invested
assets" totaled approximately $30.1 million during the first six months
of 1998, as compared to $22.7 million during the first six months of
1997. The Company's ratio of net investment income to average cash and
invested assets less net investment income for the six months ended June
30, 1998 and June 30, 1997 were 9.32% and 8.81%, respectively.
Realized Investment Gains and Losses
Realized investment gains amounted to approximately $9.1 million
during the six months ended June 30, 1998, as compared to approximately
$11.0 million during the six months ended June 30, 1997. Realized
investment gains were partially offset by realized investment losses of
approximately $1.7 million and $2.1 million for the six months ended
June 30, 1998 and 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.
Other Income
The decrease in other income in the second quarter of 1998 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 six months ended June 30, 1998
aggregated approximately $90.6 million, as compared to approximately
$80.0 million for the six months ended June 30, 1997, an increase of
approximately 13.3%. 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 $75.1 million for the six months ended June 30, 1998, as
compared to approximately $66.7 million for the six months ended June
30, 1997. The increase is primarily attributable to the increase in the
liability for future policy benefits during the six months ended June
30, 1998 as a result of the increase in annuity considerations received
during the period.
The Insurance Company's average credited rate for reserves and
account balances for the six months ended June 30, 1998 and 1997 were
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 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 was
approximately $3.8 million for the six months ended June 30, 1998, as
compared to approximately $2.8 million for the six months ended June 30,
1997. The increase 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 note from BBB- to BBB.
General Expenses, Taxes and Commissions
General expenses, taxes and commissions to agents aggregated
approximately $10.6 million for the six months ended June 30, 1998, as
compared to approximately $9.6 million for the six months ended June 30,
1997, an increase of approximately 9.5%. The increase principally is
attributable to higher commissions and selling expenses incurred in the
first six months of 1998 associated with the higher level of sales in
the first six months of 1998.
Deferred Policy Acquisition Costs
Deferred Policy Acquisition Costs for the six months ended June 30,
1998 increased approximately $255 thousand resulting in a charge of $1.1
million, as compared to a charge of approximately $842 thousand for the
six months ended June 30, 1997. 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 $48.8 million for the six months ended June
30, 1998, as compared to approximately $42.1 million for the six months
ended June 30, 1997.
Income Taxes
Income tax expense was $16.6 million for the six months ended June
30, 1998 as compared to approximately $13.2 million for the six months
ended June 30, 1997. The increase is primarily attributable to higher
income from operations and realized capital gains for the six months
ended June 30, 1998.
Net Income
For the reasons discussed above, the Company had net income of
approximately $32.2 million during the six months ended June 30, 1998,
as compared to net income of approximately $28.9 million during the six
months ended June 30, 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 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 second quarter of 1998, the Company's Board of
Directors declared a quarterly cash dividend of $.075 per share payable
on July 1, 1998. During the second quarter of 1998 the Company
purchased and retired 329,500 shares of common stock. For the six
months ended June 30, 1998, the Company has purchased and retired
640,000 shares of common stock. The Company is authorized to purchase
an additional 592,000 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
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 six months of 1998,
the Insurance Company paid dividends to the Company of $29.4 million.
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 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 $40.0 million and $29.5 million during
the six months ended June 30, 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 $(55.9) million and $(33.3) million during the
six months ended June 30, 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 also are considered to be a
financing activity. Net cash provided by (used in) the Company's
financing activities amounted to approximately $2.4 million and $3.2
million during the six months ended June 30, 1998 and 1997,
respectively. This fluctuation primarily is attributable to the
increased activity in dollar roll repurchase agreements, repurchase of
common stock and amount outstanding under the bank line of credit during
the six months ended June 30, 1998.
The Company currently has one bank line of credit for $25 million
of which $23.0 million was used at June 30, 1998.
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. During the first quarter of 1998,
Standard & Poor's upgraded the senior note from BBB- to BBB. The
Company intends to call and refinance the senior notes during the fourth
quarter of 1998.
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 11.0% and 10.3% as of June 30, 1998 and
December 31, 1997, respectively). The McCaulay's duration of the
Company's investment portfolio was approximately 6 years as of June 30,
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 for various
reasons. 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 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, 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 June 30, 1998
and December 31, 1997, approximately 4.5% 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 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 June 30, 1998 and December 31, 1997, the
carrying value of these securities was approximately $160.2 million and
$164.6 million, respectively, (representing approximately 6.1% and 6.4%,
respectively, of the Company's total assets and 30.6% and 32.8%
respectively, of shareholders' equity).
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 is only 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 June 30, 1998, approximately 10.5% 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 1C to the Notes to
Consolidated Financial Statements." The Company is committed, if called
upon during a specified period, to contribute an aggregate of
approximately $53.9 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. Pursuant to
NYSDI regulations, the Company's investments in equity securities,
including limited partnership interests, may not exceed 20% of the
Company's total invested assets. Interests held by the Company in
limited partnerships usually are not registered with the Commission and
typically are illiquid. In addition, 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 and second quarters of
fiscal 1998 and in fiscal 1997, the Company participated in "dollar
roll" repurchase agreements. Amounts outstanding to repurchase
securities under such agreements were $215.6 million and $205.2 at June
30, 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%) 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 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 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 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 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
In June 1997, the Financial Accounting Standards Board ("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 June 30, 1998 and 1997 was $37.41 million and $30.38
million, respectively. The 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.
In February 1998, the FASB issued Statement of Financial Accounting
Standards No. 132, "Employers' Disclosure about Pensions and Other
Postretirement Benefits" (SFAS 132), which revises employers'
disclosures about pension and other postretirement benefit plans to
require standardized disclosures for pensions and other postretirement
benefits, additional disclosure of information on changes in the benefit
obligations and fair values of plan assets, and elimination of certain
disclosures that were deemed no longer useful. It does not change the
measurement or recognition of those plans. SFAS 132 is effective for
fiscal years beginning after December 15, 1997.
In June 1998, the FASB issued Statement of Financial
Accounting Standards No. 133, "Accounting for Derivative Instruments and
Hedging Activities" (SFAS 133). SFAS 133 establishes accounting and
reporting standards for derivative instruments, including certain
derivative instruments embedded in other contracts, and for hedging
activities. It requires that an entity recognize all derivatives as
either assets or liabilities in the statement of financial position and
measure those instruments at fair value. It also establishes specific
conditions that must be met in order for a derivative to be recognized
as a hedge of certain exposures. The Company has not yet completed its
analysis to determine the impact of this statement on the Company's
financial statements. SFAS 133 is effective for fiscal years beginning
after June 15, 1999.
Year 2000 Matters
In 1994, 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 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.
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 August 12, 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 June 30, 1998, the Company did
not file a current report on Form 8-K.
PRESIDENTIAL LIFE CORPORATION
JUNE 30, 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: August 12, 1998 /s/ Herbert Kurz
Herbert Kurz, President and Duly
Authorized Officer of the Registrant
Date: August 12, 1998 /s/ Michael V. Oporto
Michael V. Oporto, Principal
Accounting Officer of the Registrant
<TABLE> <S> <C>
<ARTICLE> 5
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 6-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-END> JUN-30-1998
<CASH> 0
<SECURITIES> 2,240,428
<RECEIVABLES> 0
<ALLOWANCES> 0
<INVENTORY> 0
<CURRENT-ASSETS> 0
<PP&E> 1,073
<DEPRECIATION> (432)
<TOTAL-ASSETS> 2,612,331
<CURRENT-LIABILITIES> 37,445
<BONDS> 50,000
0
0
<COMMON> 320
<OTHER-SE> 522,866
<TOTAL-LIABILITY-AND-EQUITY> 2,612,331
<SALES> 16,797
<TOTAL-REVENUES> 139,439
<CGS> 0
<TOTAL-COSTS> 0
<OTHER-EXPENSES> 90,621
<LOSS-PROVISION> 0
<INTEREST-EXPENSE> 3,833
<INCOME-PRETAX> 48,818
<INCOME-TAX> 16,649
<INCOME-CONTINUING> 32,169
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 32,169
<EPS-PRIMARY> 1.00
<EPS-DILUTED> 1.00
</TABLE>
