PENN TREATY AMERICAN CORP
10-Q, 1996-05-15
LIFE INSURANCE
Previous: ASSOCIATED PLANNERS REALTY GROWTH FUND, 10-Q, 1996-05-15
Next: TCF FINANCIAL CORP, 10-Q, 1996-05-15



                                    FORM 10-Q
                       SECURITIES AND EXCHANGE COMMISSION
                              WASHINGTON, DC 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, 1996

                                       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 0-13972

                        PENN TREATY AMERICAN CORPORATION
             (Exact name of registrant as specified in its charter)

   PENNSYLVANIA                                23-1664166
(State or other juris-                     (I.R.S. Employer Identi-
diction of incorporation                    fication No.)
of organization)

                     3440 Lehigh Street, Allentown, PA 18103
          (Address, including zip code, of principal executive offices)

                                 (610) 965-2222
              (Registrant's telephone number, including area code)

                                 Not Applicable
              (Former name, former address and former fiscal year,
                          if change 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 [ ]

The number of shares  outstanding on the  Registrant's  common stock,  par value
$.10 per share, as of May 9, 1996 was 6,990,084.
<PAGE>
                          PART I FINANCIAL INFORMATION

Item I.  Financial Statements

The registrant's Unaudited Consolidated Balance Sheets, Statements of Operations
and  Statements  of Cash Flows and Notes  thereto  required  under this item are
contained on pages 3 through 9 of this report, respectively.

<PAGE>
<TABLE>
<CAPTION>
                          PENN TREATY AMERICAN CORPORATION
                                  AND SUBSIDIARIES

                             CONSOLIDATED BALANCE SHEETS


                                                 MARCH 31, 1996   DECEMBER 31, 1995
                                                 --------------   -----------------
                                                   (UNAUDITED)
<S>                                                 <C>              <C>        
                              ASSETS

Investments:
  Bonds, available for sale at market,
    (amortized cost $145,354,697 and
    $136,600,775, respectively) ...............   $ 146,747,870    $ 142,243,341
  Equity securities at market value, (cost
    $2,826,441 and $2,102,529, respectively) ..       3,515,637        2,605,612
  Policy loans ................................          79,567           79,404
                                                  -------------    -------------
    Total Investments .........................     150,343,074      144,928,357
                                                  -------------    -------------

Cash and cash equivalents .....................       8,349,672        8,881,061
Property and equipment, at cost, less
  accumulated depreciation of $1,939,365
  and $1,854,065, respectively ................       6,007,713        5,740,353
Unamortized policy acquisition costs ..........      67,303,615       63,133,759
Receivables from agents, less allowance for
  uncollectable amounts of $231,226 ...........       1,354,377        1,275,481
Accrued investment income .....................       2,333,406        2,436,435
Cost in excess of net assets acquired, less
  accumulated amortization of $240,766 and
  $231,826, respectively ......................       1,188,634        1,197,574
Receivable from reinsurers ....................       8,042,085        7,730,828
Other assets ..................................       3,062,556        2,420,422
                                                  -------------    -------------
    Total Assets ..............................     247,985,132      237,744,270
                                                  =============    =============

                   LIABILITIES

Policy reserves:
  Accident and health .........................      68,774,532       62,007,433
  Life ........................................       7,360,838        7,118,848
Unearned premium reserve ......................          30,719           26,503
Policy and contract claims ....................      53,075,354       50,206,608
Accounts payable and other liabilities ........       3,690,181        2,681,499
Mortgages and other debts .....................       2,165,672        2,206,117
Federal income taxes payable ..................         175,000          183,249
Deferred income taxes .........................      15,437,352       16,206,959
                                                  -------------    -------------
    Total Liabilities .........................     150,709,648      140,637,216
                                                  -------------    -------------
(Continued)
<PAGE>
<CAPTION>
                          PENN TREATY AMERICAN CORPORATION
                                  AND SUBSIDIARIES

                    CONSOLIDATED BALANCE SHEETS -- Continued


                                                 MARCH 31, 1996   DECEMBER 31, 1995
                                                 --------------   -----------------
                                                   (UNAUDITED)
<S>                                                 <C>              <C>        
Commitments and contingencies

              SHAREHOLDERS' EQUITY

Preferred stock, par value $1.00; 5,000,000
  shares authorized, none outstanding .........            --               --
Common stock, par value $.10; 10,000,000
  shares authorized, 7,595,713 and
  7,576,913 shares issued .....................         759,571          757,691
Additional paid-in capital ....................      41,301,234       41,146,594
Net unrealized appreciation (depreciation)
  of securities ...............................       1,374,364        4,055,788
Retained earnings .............................      55,546,189       52,852,855
                                                  -------------    -------------
                                                     98,981,358       98,812,928
Less 605,629 common shares held in treasury,
  at cost .....................................      (1,705,874)      (1,705,874)
                                                  -------------    -------------
    Total Shareholders' Equity ................      97,275,484       97,107,054
                                                  -------------    -------------
    Total Liabilities and Shareholders' Equity    $ 247,985,132    $ 237,744,270
                                                  =============    =============



           SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                        PENN TREATY AMERICAN CORPORATION
                                AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF OPERATIONS
                                   (UNAUDITED)

                                                        THREE MONTHS ENDED
                                                             MARCH 31,
                                                   ----------------------------
                                                       1996            1995
                                                   ------------    ------------
<S>                                                <C>             <C>         
Revenue:
  Accident and health premiums .................   $ 29,523,797    $ 22,561,821
  Life premiums ................................        946,097         846,371
                                                   ------------    ------------
                                                     30,469,894      23,408,192

  Net investment income ........................      2,386,069       1,682,466
  Net realized capital gains ...................         51,221          13,123
  Other income .................................         85,750          61,274
                                                   ------------    ------------
                                                     32,992,934      25,165,055
                                                   ------------    ------------
Benefits and expenses:
  Benefits to policyholders ....................     19,786,654      14,699,128
  Commissions ..................................     10,186,871       7,399,866
  Net policy acquisition costs deferred ........     (4,169,856)     (2,425,042)
  General and administrative ...................      3,305,716       2,717,166
  Interest .....................................         36,215         136,512
                                                   ------------    ------------
                                                     29,145,600      22,527,630
                                                   ------------    ------------

Income before federal income taxes .............      3,847,334       2,637,425
Provision for federal income taxes .............      1,154,000         795,000
                                                   ------------    ------------
    Net Income .................................   $  2,693,334    $  1,842,425
                                                   ============    ============


Earnings per share .............................           0.39            0.39


Weighted average number of shares outstanding ..      6,985,988       4,671,284
                                                   ============    ============


           SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
</TABLE>
<PAGE>
<TABLE>
<CAPTION>
                        PENN TREATY AMERICAN CORPORATION
                                AND SUBSIDIARIES

                      CONSOLIDATED STATEMENTS OF CASH FLOW
                                   (UNAUDITED)
                                                         THREE MONTHS ENDED
                                                             MARCH 31,
                                                   ----------------------------
                                                       1996            1995
                                                   ------------    ------------
<S>                                                <C>             <C>         
Net cash flow from operating activities:
  Net income ...................................   $  2,693,334    $  1,842,425
  Adjustments to reconcile net income to cash
    provided by operations:
    Amortization of intangible assets ..........          8,940           8,940
    Policy acquisition costs, net ..............     (4,169,856)     (2,425,042)
    Deferred income taxes ......................        612,248         422,964
    Depreciation expense .......................         70,665          65,135
    Net realized capital gains .................        (51,221)        (13,123)
  Increase (decrease) due to change in:
    Receivables from agents ....................        (78,896)        (35,301)
    Receivable from reinsurers .................       (311,257)       (331,210)
    Policy and contract claims .................      2,868,746       2,647,744
    Policy and unearned premium reserves .......      7,013,305       3,954,983
    Accounts payable and other liabilities .....      1,008,682         814,688
    Federal income taxes recoverable ...........              0         372,036
    Federal income tax payable .................         (8,249)              0
    Accrued investment income ..................        103,029        (159,868)
    Other, net .................................       (642,134)       (395,142)
                                                   ------------    ------------
      Cash provided by operations ..............      9,117,336       6,769,229
                                                   ------------    ------------
Cash flow from (used in) investing activities:
  Proceeds from sales of investments ...........      2,549,725       3,663,123
  Maturities of investments ....................      2,140,771         454,696
  Purchase of investments ......................    (14,117,271)     (9,989,361)
  Acquisition of property and equipment ........       (338,025)       (109,414)
                                                   ------------    ------------
      Cash used in investing ...................     (9,764,800)     (5,980,956)
                                                   ------------    ------------
Cash flow from (used in) financing activities:
  Proceeds from excerise of options ............        156,520               0
  Repayments of mortgages and other debts ......        (40,445)         (6,952)
                                                   ------------    ------------
      Cash provided by (used in) financing .....        116,075          (6,952)
                                                   ------------    ------------

Decreases in cash ..............................       (531,389)        781,321

Cash balances:
  Beginning of period ..........................      8,881,061       7,226,769
                                                   ------------    ------------
  End of period ................................   $  8,349,672    $  8,008,090
                                                   ============    ============

           SEE ACCOMPANYING NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
</TABLE>
<PAGE>
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
March 31, 1996
(unaudited)

The Consolidated  Financial  Statements  should be read in conjunction with this
note and with the Notes to Consolidated  Financial  Statements  included in Penn
Treaty American  Corporation's  ("the Company's") Annual Report on Form 10-K for
the year ended December 31, 1995.

In the opinion of management,  the summarized financial information reflects all
adjustments   (consisting  only  of  normal  recurring  adjustments)  which  are
necessary  for  a  fair  presentation  of  financial  position  and  results  of
operations  for the interim  periods.  Certain  prior  period  amounts have been
reclassified to conform with current period presentation.

1.  Investments

         Management  has  categorized  all  of  its  investment   securities  as
         available  for sale  since they may be sold in  response  to changes in
         interest rates, prepayments,  and similar factors.  Investments in this
         classification  are  reported  at the  current  market  value  with net
         unrealized gains and losses, net of the applicable  deferred income tax
         effect,   being  added  to  or  deducted  from  the   Company's   total
         shareholders'  equity  on the  balance  sheet.  As of March  31,  1996,
         shareholders'  equity was  increased by  $1,374,364  due to  unrealized
         gains of $2,082,369  in the  investment  portfolio.  As of December 31,
         1995 shareholders  equity was increased by $4,055,788 due to unrealized
         gains of $6,145,649 in the investment portfolio.
<PAGE>
         The amortized cost and estimated market value of investments  available
         for sale as of March 31, 1996 and December 31, 1995 are as follows:
<TABLE>
<CAPTION>
                                            March 31, 1996                              December 31, 1995
                                            --------------                              -----------------

                                      Amortized          Estimated                 Amortized         Estimated
                                        Cost           Market Value                 Cost           Market Value
                                        ----           ------------                 ----           ------------
<S>                                   <C>                <C>                      <C>                <C>         
U.S. Treasury securities
   and obligations of
   U.S. Government
   corporations and
   agencies                           $113,497,522       $113,983,203             $103,119,270       $107,160,841

Obligations of states
   and political
   sub-divisions                        24,952,467         25,771,483               24,952,467         26,147,000

Debt securities issued by
   foreign governments                     424,055            450,059                  449,055            480,500

Corporate securities                     4,020,169          4,008,915                5,619,499          5,820,000

Other debt securities                    2,460,484          2,534,210                2,460,484          2,635,000

Equities                                 2,826,441          3,515,637                2,102,529          2,605,612

Policy Loans                                79,567             79,567                   79,404             79,404
                                          --------           --------                  -------            -------

Total Investments                     $148,260,705       $150,343,074             $138,782,708       $144,928,357
                                      ============       ============             ============       ============

Net unrealized gain (loss)              $2,082,369                                  $6,145,649
                                       -----------                                  ----------

                                      $150,343,074                                $144,928,357
                                      ============                                ============
</TABLE>
<PAGE>
         2.  Reinsurance

         The  Company  has assumed  and ceded  reinsurance  on certain  life and
         accident and health  contracts  under  various  agreements.  The tables
         below  highlight  the amounts  shown in the  accompanying  consolidated
         statements of operations which are net of reinsurance activity:
<TABLE>
<CAPTION>
                                                                                         Assumed                
                                                                                        Assumed
         Three Months Ended                 Gross                Ceded to               from Other         Net
         March 31, 1995                     Amount            Other Companies           Companies         Amount
         ------------------                 ------            ---------------           ---------         ------
<S>                                      <C>                      <C>                     <C>            <C>        
Ordinary Life Insurance
   In-Force                              $68,709,000              $18,862,000                    -       $49,847,000

Premiums:
   Accident and Health                   $30,136,962                 $736,315             $123,150       $29,523,797
   Life                                    1,183,024                  236,927                    0           946,097

Benefits to Policyholders:
   Accident and Health                    13,064,577                  418,440               57,880        12,704,017
   Life                                      466,426                  186,394                    -           280,032

Increase (decrease) in Policy
   Reserves:
   Accident and Health                     6,550,602                 (34,918)              (1,842)         6,583,678
   Life                                      241,990                   23,063                    -           218,927
Commissions                               10,485,378                  316,980               18,473        10,186,871


<CAPTION>
                                                                                        Assumed
         Three Months Ended                 Gross                Ceded to               from Other         Net
         March 31, 1995                     Amount            Other Companies           Companies         Amount
         ------------------                 ------            ---------------           ---------         ------
<S>                                      <C>                      <C>                     <C>            <C>        
Ordinary Life Insurance
   In-Force                               55,732,000               15,421,000                    -        40,311,000

Premiums:
   Accident and Health                   $22,992,556                 $584,672             $153,937       $22,561,821
   Life                                    1,307,661                  461,290                    0           846,371

Benefits to Policyholders:
   Accident and Health                    11,339,958                  653,865               72,350        10,758,443
   Life                                      253,694                   82,391                    0           171,303
Increase (decrease in
   Policy Reserves:
   Accident and Health                     3,862,401                  242,527              (1,267)         3,618,607
   Life                                    1,128,151                  977,376                    0           150,775
Commissions                                7,640,358                  263,583               23,091         7,399,866
</TABLE>
<PAGE>
         3.  Merger Agreement

         On March  15,  1996,  the  Company  signed  an  agreement  with  Health
         Insurance of Vermont,  Inc.  ("HIVT")  providing  that the Company will
         acquire HIVT by means of a statutory  merger with a  subsidiary  of the
         Company.  Completion of the merger is subject to approval of regulatory
         authorities,  and to certain  other  conditions.  HIVT is  licensed  to
         conduct  business in 46 states,  including New Jersey,  West  Virginia,
         Kansas,  Maine and  Massachusetts.  Upon  completion  of the merger the
         Company would be licensed in all states with the exception of New York.
         The Company currently has a license application pending in New York.
<PAGE>
Item 2.  Management's Discussion and Analysis of Financial
Condition and Results of Operations.

Three Months Ended March 31, 1996 and 1995:

 Accident and Health Premiums. First year accident and health premiums earned by
the Company in the three month period ended March 31, 1996,  including long-term
care and  Medicare  supplement,  increased  44.9% to  $10,013,934,  compared  to
$6,911,074 in the same period in 1995.

         First year long-term  care premiums  earned by the Company in the three
month period ended March 31, 1996  increased  43.0% to  $9,792,244,  compared to
$6,847,645 in the same period in 1995. This increase was primarily  attributable
to increased  sales of home health care policies,  which increased to $4,648,039
for the three month  period  ended March 31, 1996 from  $1,759,499  for the same
period in 1995. Premiums from sales of nursing home care policies also increased
from  $5,088,146 in the three month period ended March 31, 1995 to $5,144,205 in
the same period in 1996. These results reflect  increasing market demand for the
Company's  home health care  policies  relative to its nursing home policies and
the Company's  marketing focus on its Independent Living policy first introduced
in the fourth quarter of 1994. First year Medicare supplement premiums earned by
the Company in the three month period ended March 31, 1996 increased to $221,690
from  $63,429 in the same period in 1995.  Total new  business  for this product
remains  low  due  to  the  Company's  continued  de-emphasis  of  its  Medicare
supplement products because of lower profit margins associated with this line of
business.

         Renewal accident and health premiums earned by the Company in the three
month  period  ended  March  31,  1996  including  long-term  care and  Medicare
supplement, increased 24.7% to $19,509,862,  compared to $15,650,747 in the same
period in 1995.

         Renewal  long-term  care  premiums  earned by the  Company in the three
month period ended March 31, 1996 increased  26.6% to  $18,788,224,  compared to
$14,841,115  in the same period in 1995.  This increase  reflects  renewals of a
larger base of in-force  policies  as well as the effect of rate  increases  the
Company received in various states. The Company believes that this increase also
reflects an increase in persistency. Renewal Medicare supplement premiums earned
by the Company in the three month period ended March 31, 1996 decreased 10.9% to
$721,638,  compared to $809,632 in the same period in 1995,  consistent with the
Company's de-emphasis in marketing this product discussed above.

 Life  Premiums.  First year life  premiums  earned by the  Company in the three
month  period  ended  March 31, 1996  decreased  6.4% to  $387,036,  compared to
$413,568 in the same period in 1995.  The  Company's  life business has remained
stable as the Company is focusing its marketing  efforts on its new  Independent
Living policy and its other long-term care products.

         Renewal life  premiums  earned by the Company in the three month period
ended March 31, 1996  increased  to  $559,061,  compared to $432,803 in the same
period in 1995. This increase was primarily the result of renewals of first-year
policies written in 1995.
<PAGE>
 Net  Investment  Income.  Net  investment  income earned by the Company for the
three month  period ended March 31, 1996  increased  41.8% to  $2,386,069,  from
$1,682,466  for the same period in 1995.  This increase was primarily the result
of growth in the Company's investment assets due to continued premium growth and
additional  funds of $22,500,000 from the Company's public offering in July 1995
which  were  offset  by a  decrease  in  the  average  yield  on  the  Company's
investments  to 6.5% for the three month  period  ended March 31, 1996 from 7.0%
for the same period in 1995.

 Benefits to Policyholders. Accident and health benefits to policyholders in the
three month period ended March 31, 1996 increased 34.2% to $19,287,695  compared
to  $14,377,050  in the same period in 1995.  The Company's  accident and health
loss ratio (the ratio of benefits to  policyholders to total accident and health
premiums) was 65.3% in the three month period ended March 31, 1996,  compared to
63.7% in the same period in 1995.  This increase in loss ratio was due, in part,
to the increase in premium of the Company's  Independent  Living policy which is
reserved for at a higher rate, and also to improved persistency.

         Life  benefits to  policyholders  in the three month period ended March
31, 1996  increased  to  $498,959,  compared to $322,078  for the same period in
1995.  The life loss ratio  (the ratio of claims  experience  and  increases  in
policy  reserves to total life  premiums)  was 52.7% in the three  month  period
ended  March  31,  1996,  compared  to 38.1% for the same  period in 1995.  This
increase  relates to the maturing of the life  products  that the Company  first
introduced in August 1993.

 Net Policy  Acquisition  Costs Deferred.  The net deferred  policy  acquisition
costs in the  three  month  period  ended  March  31,  1996  increased  71.9% to
$4,169,856  compared to $2,425,042 in the same period in 1995,  consistent  with
the growth of the  Company's  business.  This  deferral is net of  amortization,
which  decreases or increases as the Company's  actual  persistency is better or
worse than the  persistency  assumed for  reserving  purposes.  The  deferral of
policy acquisition costs has remained consistent with the growth of premiums and
the growth in  amortization  of policy  acquisition  costs has been  modified by
improved persistency.

 General and Administrative Expenses. General and administrative expenses in the
three month period ended March 31, 1996 increased 21.7% to $3,305,716,  compared
to $2,717,166 in the same period in 1995.  This increase was due to the increase
in the growth of the Company's business. The ratio of general and administrative
expenses to total  revenues  decreased  to 10.0% in the three month period ended
March 31, 1996 compared to 10.8% in the same period during 1995.

 First Year Commissions.  First year commissions on accident and health business
in the three month period ended March 31, 1996  increased  46.9% to  $6,756,482,
compared to $4,599,040 in the same period in 1995, corresponding to the increase
in first year accident and health premiums. The ratio of first year accident and
health  commissions to first year accident and health  premiums was 67.5% in the
three month period ended March 31, 1996, compared to 66.6% in the same period in
1995.

         First year commissions on life business in the three month period ended
March 31,  1996  decreased  4.4% to  $310,272,  compared to $324,441 in the same
period in 1995,  corresponding to the decrease in first year life premiums.  The
ratio of first year life  commissions  to first year life  premiums was 80.2% in
the three month period ended March 31, 1996 compared to 78.5% in the same period
in 1995, reflecting a commission structure which varies with the premium payment
terms of policies.

 Renewal Commissions. Renewal commissions on accident and health business in the
three month period ended March 31, 1996 increased 25.3% to $3,060,449,  compared
to  $2,443,023  in the same  period in 1995,  consistent  with the  increase  in
renewal  premiums  discussed  above.  The ratio of renewal  accident  and health
commissions to renewal accident and health premiums was 15.6% in the three month
period ended March 31, 1996  compared to 15.4% in the same period in 1995.  This
ratio  fluctuates  in relation to the age of the policies in force and the rates
of commissions paid to the agents.
<PAGE>
 Provision  for Federal  Income Taxes.  The  provision for federal  income taxes
recorded by the Company in the three month period ended March 31, 1996 increased
45.2% to  $1,154,000,  compared  to  $795,000  in the same  period in 1995.  The
effective  tax rate  remained at 30% in the three month  period  ended March 31,
1996 as in the same period in 1995.  The Company's  effective tax rate was below
the normal federal  corporate  rate as a result of deductions  allowed for small
life insurance companies as well as the Company's tax-exempt investment income.

         Liquidity and Capital Resources.  The Company's  consolidated liquidity
requirements  have  historically been created and met from the operations of the
Insurers.  The  Company's  primary  sources of cash are premiums and  investment
income.  The  primary  uses of cash are policy  acquisition  costs  (principally
commissions),  payments to policyholders,  investment  purchases and general and
administrative expenses.

The Company invests in securities and other investments authorized by applicable
state laws and regulations and follows an investment policy designed to maximize
yield to the extent  consistent with liquidity  requirements and preservation of
assets.  At December  31,  1995,  the average  maturity  of the  Company's  bond
portfolio  was  6.4  years  and  its  market  value  exceeded  cost  by  4.1% or
approximately  $5,643,000.  At March  31,  1996,  the  average  maturity  of the
Company's  bond  portfolio  was 6.3 years and its market value  exceeded cost by
1.0% or approximately $1,393,000.

On December 28, 1994,  the Company  entered  into an agreement  with  CoreStates
Bank,  N.A.,  whereby  a loan  was  extended  to the  Company  in an  amount  of
$4,000,000. The proceeds of the loan were contributed to the surplus of PTLIC in
the form of cash to strengthen its overall capital position.  The Company repaid
this loan as required by the loan  agreement,  with a portion of the proceeds of
the Company's  recent public offering of 2,300,000  shares of common stock.  The
public  offering was  consummated  on July 6, 1995 and the Company  realized net
proceeds  of  $26,165,000,  including  the  proceeds  from the  exercise  of the
underwriters' over-allotment option.

Management has  categorized  all of its  investment  securities as available for
sale  since  they  may be  sold  in  response  to  changes  in  interest  rates,
prepayments,  and  similar  factors.  Investments  in  this  classification  are
reported at the current market value with net unrealized  gains and losses,  net
of the applicable  deferred  income tax effect,  being added to or deducted from
the Company's total  shareholders'  equity on the balance sheet. As of March 31,
1996,  shareholders'  equity was increased by $1,374,364 due to unrealized gains
of $2,082,369 in the investment portfolio.  As of December 31, 1995 shareholders
equity was increased by $4,055,788 due to unrealized  gains of $6,145,649 in the
investment portfolio.

The  Company's  continued  growth is dependent  upon its ability to (i) continue
marketing efforts to expand its historical markets,  (ii) continue to expand its
network  of agents  and  effectively  market its  products  in states  where the
Insurers are  currently  licensed and (iii) fund such  marketing  and  expansion
while at the same time  maintaining  minimum  statutory  levels of  capital  and
surplus  required to support such  growth.  Management  believes  that the funds
necessary to accomplish  the  foregoing,  including  funds  required to maintain
adequate  levels of statutory  surplus in the Insurers,  can be met for at least
the next 24 months by funds generated from the Company's  recent public offering
and from operations.
<PAGE>
PTLIC's capital  position was improved by the contribution of $14,000,000 of the
net  proceeds  of the recent  public  offering to the capital and surplus of the
Insurers  during the third  quarter of 1995.  The  Insurers  are,  on a combined
basis, currently licensed in all states except Kansas, Maine, Massachusetts, New
Jersey,  New York and West  Virginia.  The Company  believes  that the Insurers'
capital  and  surplus  presently  meets  or  exceeds  the  requirements  in  all
jurisdictions in which they each are licensed.

The long-term  care  insurance  industry is a subject of pending  legislation in
Congress which, in its present form,  provides for a number of  modifications of
existing  law,  including  the tax  deductibility  of long-term  care  insurance
premiums and the implementation of minimum consumer  protection  standards to be
included in all long-term  care  insurance  policies.  There can be no assurance
that such legislation will be enacted or, if enacted, that the current proposals
will be included.

The Company regularly  evaluates potential  acquisition  opportunities and often
makes  preliminary   inquiries  to  determine   whether  potential   acquisition
candidates  might be  interested in being  acquired by the Company.  The Company
periodically enters into negotiations with respect to such potential acquisition
opportunities.  On March 15, 1996,  the Company  signed an agreement with Health
Insurance of Vermont, Inc. ("HIVT") providing that the Company will acquire HIVT
by means of a statutory  merger with a subsidiary of the Company.  Completion of
the merger is subject to  approval  of  regulatory  authorities,  and to certain
other conditions.  HIVT is licensed to conduct business in 46 states,  including
New Jersey, West Virginia,  Kansas, Maine and Massachusetts.  Upon completion of
the merger the Company would be licensed in all states with the exception of New
York. The Company currently has a license application pending in New York.

In the event the Company (i) fails to maintain minimum loss ratios calculated in
accordance  with  statutory  guidelines,  (ii) fails to meet other  requirements
mandated  and  enforced  by  regulatory  authorities,  (iii) has  adverse  claim
experience  in the  future,  (iv) is unable to obtain  additional  financing  to
support future growth,  or (v) the economy  continues to effect the buying power
of senior citizens,  the Company's results of operations,  liquidity and capital
resources could be adversely affected.
<PAGE>
                            PART II OTHER INFORMATION

Item 1.  Legal Proceedings

The Insurers  are parties to various  lawsuits  generally  arising in the normal
course of their  insurance  business.  The  Company  does not  believe  that the
eventual outcome of any of the suits to which the Insurers are currently a party
will have a material  effect on the financial  condition or result of operations
of the Company.

Item 2.  Changes in Securities

Not Applicable

Item 3.  Defaults Upon Senior Securities

Not Applicable

Item 4.  Submission of Matters to a Vote of Security Holders

None

Item 5.  Other Information

Not Applicable

Item 6.  Exhibits and Reports on Form 8-K

(a)      Exhibits:  Exhibit 11

(b)      Reports on Form 8-K:  The  Company  filed one report on Form 8-K during
         the quarter ending March 31, 1996,  pursuant to Item 5 of that form. No
         financial statements were filed as part of that report.
<PAGE>
                                   SIGNATURES


Pursuant  to the  requirements  of the  Securities  Exchange  Act of  1934,  the
Registrant  had duly  caused  this  report  to be  signed  on its  behalf by the
undersigned thereunto duly authorized.

                                PENN TREATY AMERICAN CORPORATION
                                           Registrant



Date     May 9, 1996            /s/Irving Levit
     -------------------       -----------------------------------------
                                  Irving Levit
                                  President


Date     May 9, 1996            /s/Michael F. Grill
     -------------------       -----------------------------------------
                                  Michael F. Grill
                                  Treasurer

                                   EXHIBIT 11

                        PENN TREATY AMERICAN CORPORATION
                        COMPUTATION OF EARNINGS PER SHARE
                                   (unaudited)
<TABLE>
<CAPTION>
                                                                  Three months
                                                                ended March 31,
                                                                ---------------
                                                       1996 (1)                  1995 (1)
                                                       --------                  --------

<S>                                                  <C>                        <C>      
Shares outstanding                                   6,971,284                  4,671,284
   beginning of period

Weighted average shares of
   exercised stock options                             14,704                        --

Weighted average primary
   shares outstanding                               6,985,988                  4,671,284

Net income for primary
   earnings per share                               2,693,334                  1,842,425

Net income per common
   primary share                                        $0.39                      $0.39
</TABLE>


(1)      Shares  outstanding  at the beginning of the period are net of Treasury
         Shares held at January 1, 1995 and 1994 of 605,629.

<TABLE> <S> <C>

<ARTICLE> 7
       
<S>                             <C>                     <C>
<PERIOD-TYPE>                   3-MOS                   3-MOS
<FISCAL-YEAR-END>                          DEC-31-1995             DEC-31-1994
<PERIOD-START>                             JAN-01-1996             JAN-01-1995
<PERIOD-END>                               MAR-31-1996             MAR-31-1995
<DEBT-HELD-FOR-SALE>                       146,747,870                       0
<DEBT-CARRYING-VALUE>                                0                       0
<DEBT-MARKET-VALUE>                                  0                       0
<EQUITIES>                                   3,515,637                       0
<MORTGAGE>                                           0                       0
<REAL-ESTATE>                                        0                       0
<TOTAL-INVEST>                             150,343,074                       0
<CASH>                                       8,349,672                       0
<RECOVER-REINSURE>                           8,042,085                       0
<DEFERRED-ACQUISITION>                      67,303,615                       0
<TOTAL-ASSETS>                             247,985,132                       0
<POLICY-LOSSES>                             53,075,354                       0
<UNEARNED-PREMIUMS>                             30,719                       0
<POLICY-OTHER>                              76,135,370                       0
<POLICY-HOLDER-FUNDS>                                0                       0
<NOTES-PAYABLE>                                      0                       0
                          759,571                       0
                                          0                       0
<COMMON>                                             0                       0
<OTHER-SE>                                  96,515,913                       0
<TOTAL-LIABILITY-AND-EQUITY>               247,985,132                       0
                                  30,469,894              23,408,192
<INVESTMENT-INCOME>                          2,386,069               1,682,466
<INVESTMENT-GAINS>                              51,221                  13,123
<OTHER-INCOME>                                  85,750                  61,274
<BENEFITS>                                  19,786,654              14,699,128
<UNDERWRITING-AMORTIZATION>                (4,169,856)             (2,425,042)
<UNDERWRITING-OTHER>                        13,528,802              10,253,544
<INCOME-PRETAX>                              3,874,334               2,637,425
<INCOME-TAX>                                 1,154,000                 795,000
<INCOME-CONTINUING>                          2,693,334               1,842,425
<DISCONTINUED>                                       0                       0
<EXTRAORDINARY>                                      0                       0
<CHANGES>                                            0                       0
<NET-INCOME>                                 2,693,334               1,842,425
<EPS-PRIMARY>                                      .39                     .39
<EPS-DILUTED>                                      .39                     .39
<RESERVE-OPEN>                                       0                       0
<PROVISION-CURRENT>                                  0                       0
<PROVISION-PRIOR>                                    0                       0
<PAYMENTS-CURRENT>                                   0                       0
<PAYMENTS-PRIOR>                                     0                       0
<RESERVE-CLOSE>                                      0                       0
<CUMULATIVE-DEFICIENCY>                              0                       0
        

</TABLE>


© 2022 IncJournal is not affiliated with or endorsed by the U.S. Securities and Exchange Commission