SECURITIES AND EXCHANGE COMMISSION
Washington D.C. 20549
---------------------
FORM 10-Q
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
X For the quarterly period ended September 30, 1998
-----
OR
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE
SECURITIES EXCHANGE ACT OF 1934
-----
Commission File Number 0-16748
------------------------------
INTERCARGO CORPORATION
(Exact name of registrant as specified in its charter)
DELAWARE 36-3414667
(State or other jurisdiction of (IRS Employer Identification No.)
incorporation)
1450 East American Lane, 20th Floor, Schaumburg, Illinois 60173
(Address of principal executive office and zip code)
Registrant's telephone number, including area code: (847) 517-2510
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
--- ---
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date:
Class Outstanding at November 12, 1998
-------------------------- --------------------------------
Common Stock, $1 par value 7,293,581 shares
<PAGE>
INTERCARGO CORPORATION
FORM 10-Q
FOR THE QUARTER ENDED SEPTEMBER 30, 1998
INDEX
PAGE
PART I. FINANCIAL INFORMATION NUMBER
Item 1. Financial Statements
Consolidated Balance Sheets at September 30, 1998
(unaudited) and December 31, 1997 3
Consolidated Statements of Income for the three month
and nine month periods ended September 30, 1998
(unaudited) and September 30, 1997 (unaudited) 4
Consolidated Statements of Comprehensive Income
for the three month and nine month periods ended
September 30, 1998 (unaudited) and September 30,
1997 (unaudited) 5
Consolidated Statements of Stockholders' Equity
for the nine months ended September 30, 1998 (unaudited)
and September 30, 1997 (unaudited) 6
Consolidated Statements of Cash Flows for the nine
months ended September 30, 1998 (unaudited) and
September 30, 1997 (unaudited) 7
Notes to Consolidated Financial Statements (unaudited) 8
Item 2. Management's Discussion and Analysis of Results of
Operations and Financial Position 9
PART II. OTHER INFORMATION 12
SIGNATURES 16
EXHIBITS 17
2
<PAGE>
INTERCARGO CORPORATION AND SUBSIDIARIES
CONSOLIDATED BALANCE SHEETS
(in thousands)
<TABLE>
<CAPTION>
September 30, December 31,
1998 1997
------------- ------------
(unaudited)
<S> <C> <C>
ASSETS
Investments
Fixed maturities at fair value $63,309 60,676
Equity securities at fair value 5,146 4,234
-------- --------
Total investments 68,455 64,910
Cash and cash equivalents 41,205 49,400
Premiums receivable 19,360 15,677
Accrued investment income 1,029 1,023
Deferred policy acquisition costs 4,354 2,939
Reinsurance recoverable on loss and loss expense:
Paid claims 5,271 1,137
Unpaid claims 8,540 11,970
Prepaid reinsurance premiums 3,718 5,119
Notes receivable 3,598 99
Income tax recoverable 1,367 1,365
Deferred income tax 1,666 2,226
Equipment, at cost less accumulated depreciation 1,644 1,933
Goodwill 416 1,991
Other assets 4,625 5,623
-------- --------
Total assets $165,248 165,412
======== ========
LIABILITIES
Losses and loss adjustment expenses $49,452 55,355
Unearned premiums 20,850 17,948
Funds held by Company 185 372
Supplemental duty deposits 2,059 2,016
Accrued expenses and other liabilities 11,603 7,520
-------- --------
Total liabilities 84,149 83,211
-------- --------
Commitments and Contingencies -- --
STOCKHOLDERS' EQUITY
Common stock--$1 par value; authorized 20,000,000 shares; issued and
outstanding, 7,699,981 shares in 1998 and 1997 7,700 7,700
Additional paid-in capital 24,400 24,400
Treasury stock, at cost; 55,000 shares in 1998 (563) --
Net unrealized gain on foreign currency translation 4 23
Net unrealized gain on marketable securities 2,090 2,153
Retained earnings 47,468 47,925
-------- --------
Total stockholders' equity 81,099 82,201
-------- --------
Total liabilities and stockholders' equity $165,248 165,412
======== ========
</TABLE>
See accompanying notes to consolidated financial statements.
3
<PAGE>
INTERCARGO CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF INCOME
(in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
Three months ended September 30, Nine months ended September 30,
-------------------------------- -------------------------------
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
REVENUES
Insurance premium income $13,866 12,977 $38,653 40,537
Net investment income 1,463 49,934 5,824 52,069
Commission income 50 183 212 487
Other income 18 126 270 248
------- ------- ------- -------
Total 15,397 63,220 44,959 93,341
LOSSES AND EXPENSES
Losses and loss adjustment expenses 7,498 10,017 20,961 24,615
Policy acquisition costs 4,615 3,299 11,676 9,550
Other underwriting expenses 4,342 5,683 11,199 12,456
Interest expense - 114 - 488
------- ------- ------- -------
Total 16,455 19,113 43,836 47,109
------- ------- ------- -------
Operating income (loss) (1,058) 44,107 1,123 46,232
Income tax expense (benefit) (287) 17,129 194 17,818
------- ------- ------- -------
Net income (loss) before equity in net income
of investee (771) 26,978 929 28,414
Equity in net income of investee - 954 - 3,357
------- ------- ------- -------
NET INCOME (LOSS) $ (771) 27,932 $ 929 31,771
======= ======= ======= =======
Basic weighted average shares outstanding 7,694 7,663 7,698 7,661
Diluted weighted average shares outstanding 7,704 7,674 7,709 7,667
Net income (loss) per share, basic and diluted $ (0.10) 3.64 $ 0.12 4.14
======= ======= ======= =======
</TABLE>
See accompanying notes to consolidated financial statements.
4
<PAGE>
INTERCARGO CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
(in thousands, except per share data)
(unaudited)
<TABLE>
<CAPTION>
Three months ended September 30, Nine months ended September 30,
-------------------------------- -------------------------------
1998 1997 1998 1997
---- ---- ---- ----
<S> <C> <C> <C> <C>
Net income (loss) $(771) 27,932 $929 31,771
--------------------------- -------------------------
Other comprehensive income:
Unrealized holding gains (losses) arising during period,
net of tax 68 2,088 (63) 2,204
Less: Reclassification adjustment for (gains) losses
included in earnings, net of tax (1) 97 (280) 82
--------------------------- -------------------------
67 2,185 (343) 2,286
Foreign currency translation adjustments, net of tax (17) 999 (19) 955
--------------------------- -------------------------
Total other comprehensive income (loss) 50 3,184 (362) 3,241
--------------------------- -------------------------
Comprehensive income (loss) $(721) 31,116 $567 35,012
=========================== =========================
Comprehensive income per share, basic and diluted $(0.09) 4.06 $0.07 4.57
=========================== =========================
</TABLE>
5
<PAGE>
INTERCARGO CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF STOCKHOLDERS' EQUITY
(in thousands)
(unaudited)
<TABLE>
<CAPTION>
Net
Unrealized
Gain (Loss)
Additional On Foreign
Number of Common Paid-in Treasury Currency
Shares Stock Capital Stock Translation
----------------------------------------------------------
<S> <C> <C> <C> <C> <C>
Balance at December 31, 1997 7,700 $7,700 24,400 -- 23
Net Income -- -- -- -- --
Change in foreign currency translation -- -- -- -- (19)
Change in unrealized gain (loss) on marketable
securities -- -- -- -- --
Dividents paid to stockholders -- -- -- -- --
Purchases of treasury stock (55) -- -- (563) --
----- ------ ------ ---- ----
Balance at September 30, 1998 7,645 $7,700 24,400 (563) 4
===== ====== ====== ==== ====
Balance at December 31, 1996 7,660 7,660 24,180 -- (978)
Net income -- -- -- -- --
Change in foreign currency translation -- -- -- -- 955
Change in unrealized gain (loss) on marketable
securities -- -- -- -- --
Stock options exercised 40 40 220 -- --
Dividends paid to stockholders -- -- -- -- --
----- ------ ------ ---- ----
Balance at September 30, 1997 7,700 7,700 24,400 -- (23)
===== ======= ====== ==== ====
Net
Unrealized
Gain (Loss)
on Retained Stockholders'
Investments Earnings Equity
--------------------------------------------
Balance at December 31, 1997 2,153 47,925 82,201
Net Income -- 929 929
Change in foreign currency translation -- -- (19)
Change in unrealized gain (loss) on marketable
securities (63) -- (63)
Dividents paid to stockholders -- (1,386) (1,386)
Purchases of treasury stock -- -- (563)
------ ------ ------
Balance at September 30, 1998 2,090 47,468 81,099
====== ====== ======
Balance at December 31, 1996 (366) 17,516 48,012
Net income -- 31,771 31,771
Change in foreign currency translation -- -- 955
Change in unrealized gain (loss) on marketable
securities 2,204 -- 2,204
Stock options exercised -- -- 260
Dividends paid to stockholders -- (1,379) (1,379)
------ ------ ------
Balance at September 30, 1997 1,838 47,908 81,823
====== ====== ======
</TABLE>
See accompanying notes to consolidated financial statements.
6
<PAGE>
INTERCARGO CORPORATION AND SUBSIDIARIES
CONSOLIDATED STATEMENTS OF CASH FLOWS
(dollars in thousands)
(unaudited)
<TABLE>
<CAPTION>
Nine months ended September 30,
--------------------------------
1998 1997
----------- ----------
<S> <C> <C>
CASH FLOWS FROM OPERATING ACTIVITIES:
Net income $929 31,771
Adjustments to reconcile net income to net cash provided from
operating activities:
Realized gains (1,353) (48,861)
Depreciation and amortization 1,093 1,214
Amortization of premiums on investments 94 33
Undistributed earnings of affiliate - (3,357)
Decrease (increase) in premiums receivable (3,683) 928
Decrease (increase) in deferred policy acquisition costs (1,416) 201
Decrease (increase) in reinsurance recoverables 697 (8,546)
Change in income tax accounts 590 16,982
Increase (decrease) in liability for losses and loss
adjustment expenses (5,903) 4,673
Increase in unearned premiums 2,901 3,356
Decrease in funds held (187) (9)
Increase (decrease) in supplemental duty deposits 44 (280)
Increase in accrued expenses and other liabilities 1,121 3,014
Other, net 329 (1,341)
------- -------
Net cash used in operating activities (4,744) (222)
CASH FLOWS FROM INVESTING ACTIVITIES:
Fixed maturities:
Purchases (16,882) (13,025)
Sales 5,368 11,702
Maturities and calls 10,011 2,318
Equity securities:
Purchases (258) (498)
Sales 980 1,010
Net purchases of short-term investments - (2)
Sale of Kingsway common stock - 67,665
Sale of subsidiaries (338) --
Purchase of property and equipment, net (383) (247)
------- -------
Net cash provided from (used in) investing activities (1,502) 68,923
CASH FLOWS USED IN FINANCING ACTIVITIES:
Repayment of notes payable - (9,735)
Proceeds from exercise of stock options - 260
Purchase of treasury stock (563) --
Dividends paid to stockholders (1,386) (1,379)
------- -------
Net cash used in financing activities (1,949) (10,854)
------- -------
Net increase (decrease) in cash and cash equivalents (8,195) 57,847
Cash and cash equivalents:
Beginning of the period 49,400 18,492
------- ------
End of the period $41,205 76,339
==========================
</TABLE>
See accompanying notes to consolidated financial statements.
7
<PAGE>
INTERCARGO CORPORATION AND SUBSIDIARIES
NOTES TO CONSOLIDATED FINANCIAL STATEMENTS
(unaudited)
1. Basis of Presentation
The consolidated financial statements of the Company have been prepared
pursuant to the rules and regulations of the Securities and Exchange
Commission. Certain information and note disclosures normally included in
financial statements prepared in accordance with generally accepted
accounting principles have been condensed or omitted. The Company believes
that the accompanying consolidated financial statements contain all
adjustments (consisting of normal recurring accruals) necessary to present
fairly the Company's consolidated financial position as of September 30,
1998, and December 31, 1997, and the consolidated results of operations and
the consolidated cash flows for the nine month periods ended September 30,
1998, and 1997.
The results of operations for the nine month period ended September 30,
1998 are not necessarily indicative of the results to be expected for the
full year.
These consolidated unaudited interim financial statements should be read in
conjunction with the financial statements and notes thereto contained in
the December 31, 1997 Form 10-K filed by the Company.
2. Earnings per Share
Basic earnings per share are computed based on the weighted average number
of shares outstanding each period. Diluted earnings per share are computed
based on the weighted average number of shares of common stock and common
stock equivalents (to the extent dilutive) outstanding each period.
The Company's common stock at September 30, 1998 consisted of approximately
7.7 million shares outstanding $1.00 par value per share, less 55,000
shares of treasury stock. The Company also had outstanding stock options to
purchase in the aggregate 109 thousand shares of common stock.
8
<PAGE>
FOREWARD LOOKING STATEMENTS
This statement includes foreward-looking information as that term is defined in
the Private Securities Litigation Reform Act of 1995 and is therefore subject to
certain risks and uncertainties. There can be no assurance that actual results,
business conditions, business developments, losses and contingencies and local
and foreign factors will not differ materially from that suggested in the
foreward looking statements as a result of various factors including market
conditions, competition, reinsurance availability, foreign affairs, and natural
disasters.
Item 2.
MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS
OF OPERATIONS
RESULTS OF OPERATIONS
Consolidated earned premium for the third quarter of 1998 increased $889,000 or
6.9% to $13.9 million as compared to the third quarter of 1997. For the first
nine months of 1998, earned premiums decreased $1.9 million or 4.7% to $38.7
million from the comparable period in 1997. Surety earned premiums for the third
quarter were up $256,000 or 5.9%, while for the first nine months of 1998 surety
earned premiums were down $732,000 or 5.4%. Earned premiums on contract surety
were positively impacted by the discontinuation of a quota share reinsurance
treaty in 1998. However, highly competitive markets and the disruption in agency
operations of the Company following the departure of several employees to a
competing entity at the beginning of the year have negatively impacted the
earned premiums for the U.S. Customs bonds. Marine earned premium for the third
quarter of 1998 were down $10,000 or 0.1% as compared to the third quarter of
1997, and $2.1 million or 10.3% for the first nine months of 1998 as compared to
1997. Highly competitive markets and the previously noted disruption to the
agency operations negatively impacted the nine month marine premiums earned.
During the third quarter, the three recently opened regional offices began to
provide positive impact to the marine premium levels through the expanded use of
independent agents. Also, the alliance with The Roanoke Companies, Inc.,
described in previous filings, has also positively impacted premium volume.
Domestic professional liability premiums for the third quarter of 1998 were down
$177,000 or 24.4% as compared to the third quarter of 1997. Year-to-date, 1998
domestic professional liability premiums earned were down $566,000 or 25.0%
compared to the same period in 1997. The Company is continuing to re-underwrite
this line and has non-renewed certain historically unprofitable accounts in
order to improve the results for this product. Other property and casualty
earned premiums for the third quarter of 1998 increased $576,000 or 41.8% as
compared to the third quarter of 1997, due primarily to increased marketing
efforts through independent agents.
Consolidated investment income in the third quarter of 1998 was $1.46 million as
compared to $49.93 million in the third quarter of 1997. Investment income in
the third quarter of 1997 included a realized gain of $49.4 million from the
sale of substantially all of the shares of Kingsway Financial Services held by
the Company, partially offset by $559,000 in realized losses on disposition of
certain securities.
Commission and other income for the third quarter of 1998 were down $241,000 as
compared to the third quarter of 1997. This decline is attributable to the sale
of substantially all of the Company's agency operations earlier in 1998.
Consolidated loss and loss adjustment expenses for the third quarter of 1998
decreased $2.5 million or 25.2% as compared to the third quarter of 1997. During
the third quarter of 1997 the Company strengthened its loss reserves by $3.0
million. After taking this into consideration, the remaining difference is
attributable to the volume of earned premium. The loss ratio for the third
quarter of 1998 was 54.1%. After giving effect to the aforementioned reserve
strengthening the loss ratio for the third quarter of 1997 would also have been
54.1%. The loss ratios for the first
9
<PAGE>
nine months of 1998 and 1997 were 54.2% and 60.7%, respectively. Giving effect
to the aforementioned reserve strengthening, the loss ratio for the first nine
month of 1997 would have been 53.3%.
Policy acquisition costs for the third quarter of 1998 increased $1.3 million to
$4.6 million as compared to the third quarter of 1997. Included in the costs for
the third quarter of 1998 is $459,000 in additional premium taxes. Approximately
$350,000 of this is due to a premium tax examination covering the years 1994
through 1996. The remainder is due to accrual methodology changes. Policy
acquisition costs in 1997 included credits of $445,000 in the third quarter and
$1.9 million for the first nine months arising from reinsurance ceding
allowances for a crane liability program that were later reversed as a result of
the failure of the reinsurer. Adjusting for the effects of these items, the
ratios of acquisition costs to earned premiums were 29.9% and 28.9% for the
third quarter of 1998 and 1997, respectively, and 29.0% and 28.3% for the first
nine months of 1998 and 1997, respectively.
Consolidated other underwriting expenses decreased $1.3 million or 23.6% in the
third quarter of 1998 as compared to the third quarter of 1997. Such expenses
for the first nine months of 1998 also decreased $1.3 million, or 10.1%.
Included in 1997 third quarter and year-to-date expenses was $1,235,000 in write
offs of agent balances arising from the failures of two independent agencies.
Included in the expenses in 1998 are $223,000 in the third quarter and $619,000
in the first nine months related to legal and other outside services as a result
of the aforementioned departure of certain personnel. The reduction in agency
operations reduced other underwriting expenses by $777,000 in the third quarter
of 1998 and $1.2 million for the first nine months of 1998, as compared to the
similar periods in 1997.
During the third quarter of 1997 the company extinguished its outstanding debt.
Consequently, no interest expense was incurred in 1998.
Equity in net income of investee in 1997 arose due to the Company's investment
in Kingsway Financial Services, Inc. As a result of the sale of substantially
all of the Company's interest therein, equity in the income of the investee is
no longer recorded.
LIQUIDITY AND CAPITAL RESOURCES
The Company's total assets at September 30, 1998 of $165.25 million were down
$160,000 from the December 31, 1997 total of $165.41 million. Stockholders'
equity decreased to $81.1 million at September 30, 1998 from $82.2 million at
December 31, 1997. Dividends paid to shareholders, unrealized foreign currency
translation losses, unrealized losses on marketable securities and the cost of
treasury shares acquired exceeded net income for the year. As part of the
Company's stock repurchase program, 55,000 shares were acquired during the third
quarter. Through the date of this report, 406,400 shares have been repurchased.
The Company paid a dividend of $0.09 per share on September 15, 1998.
The company's operations required $4.7 million and $222 thousand of cash flow
for the nine months ended September 30, 1998 and 1997, respectively. In 1998,
this was due to a decrease in the liability for losses and loss adjustment
expenses and to an increase in the level of premiums receivable. As the Company
retains a higher than normal level of cash and cash equivalents as a result of
the disposition of holdings in Kingsway Financial Services in August 1997, it
has chosen to discontinue its bank line of credit at this time. The Company
believes that it can re-establish a line of credit should it be deemed prudent
to do so.
10
<PAGE>
YEAR 2000 ISSUES
The year 2000 issue is the result of computer programs being written using two
digits rather than four to define the applicable year. Any of the Company's
computer programs that have time sensitive software may recognize a date using
"00" as the year 1900 rather than the year 2000. This could result in a system
failure or miscalculations causing disruptions of operations, including, among
other things, a temporary inability to process transactions, send invoices,
calculate earned premiums, or engage in similar normal business activities.
The Company uses software that has been developed internally as well as that
developed by third party vendors. Most of the internally developed software had
addressed the year 2000 issue during development. The Company has received
written certification from its primary third party vendors that their software
is compliant with year 2000. The Company is continuing to test internally
developed software and third party software and has found that most systems
produce accurate results. The cost of testing software and systems and the
remediation of internally developed software is estimated at $170,000 and such
costs are considered part of the normal maintenance activity. Primary third
party vendors have indicated that any remediation costs associated with their
software will be considered part of normal maintenance and update fees. The
Company expects to complete this testing and remediation by the end of the
second quarter of 1999. However, there can be no guarantee that the systems of
other companies on which the Company's systems rely will be timely converted and
would not have an adverse effect on the Company's systems.
Should logistics service providers insured by the Company be unable to
adequately perform their services due to circumstances arising from year 2000
issues they may have failed to address, the Company may be adversely impacted.
This may include but not be limited to, such items as inability or failure of
customers to remit premiums and additional incurred claims under various
policies issued by the Company. While the company may seek to limit its exposure
to such claims, there is uncertainty as to the acceptance of these limitations
by regulators and the legal system. The economic impact of these uncertainties
cannot be determined at this time. The Company has initiated a program to inform
its customers of the potential impact that year 2000 issues may have on their
operations. The Company is assessing its business relationships to ascertain
those which may materially impact the Company if they are not ready for year
2000. The company intends to survey these parties to evaluate the potential
impact and to receive assurance of year 2000 readiness.
The Company is continuing to develop contingency plans in the event that year
2000 issues impact operations despite remediation efforts. The Company is
addressing areas such as premium collection, claims processing and financial
reporting. In some instances, manual processes can be used. The Company is
expecting to have a contingency plan in place by the end of the third quarter of
1999.
The costs of the year 2000 project and the date on which the Company believes it
will complete the year 2000 modifications are based on management's best
estimates, which were derived using numerous assumptions of future events,
including the continued availability of certain resources, third party
modification plans and other factors. However, there can be no guarantee that
these estimates will be achieved and actual results could differ materially from
those anticipated. Specific factors that might cause such material differences
include, but are not limited to, the availability and cost of personnel trained
in this area, the ability to locate and correct all relevant computer codes, and
similar uncertainties.
11
<PAGE>
RESULTS BY LINE
The following table illustrates the premium earned (dollars in thousands) for
each major line of business for the nine month periods ended September 30, 1998
and 1997. It also sets forth the combined ratios by line and in the aggregate
for the Company.
<TABLE>
<CAPTION>
-------------------------------------------------------------------
PROFESSIONAL
SURETY MARINE LIABILITY
-------------------------------------------------------------------
Earned Combined Earned Combined Earned Combined
Premium Ratio Premium Ratio Premium Ratio
- ---------------------------------------------------------------------------------------------------
<S> <C> <C> <C> <C> <C> <C>
Nine months ended September 30,
1998 $12,895 98.4 $18,507 113.5 $2,205 151.9
1997 13,627 102.2 20,640 116.2 2,429 151.6
- ---------------------------------------------------------------------------------------------------
Year ended December 31,
1997 $17,947 94.0 $27,906 112.9 $3,206 174.2
1996 25,846 85.2 26,932 113.8 2,644 151.3
1995 24,700 83.5 20,808 124.7 3,069 160.3
1994 23,019 80.4 14,996 114.2 2,377 195.4
1993 19,739 106.5 12,154 85.8 1,681 175.2
- ---------------------------------------------------------------------------------------------------
--------------------------------------------
OTHER
PROPERTY & CASUALTY TOTAL
--------------------------------------------
Earned Combined Earned Combined
Premium Ratio Premium Ratio
- ----------------------------------------------------------------------------
<C> <C> <C> <C> <C>
Nine months ended September 30,
1998 $5,046 120.8 $38,653 111.6
1997 3,841 122.5 40,537 114.2
- ----------------------------------------------------------------------------
Year ended December 31,
1997 $8,351 130.2 $57,410 112.9
1996 5,631 135.3 61,053 105.3
1995 5,498 146.8 54,075 110.2
1994 3,362 106.3 43,754 100.2
1993 772 156.2 34,346 103.6
- ----------------------------------------------------------------------------
</TABLE>
Net earned premium for the first nine months of 1998 has decreased approximately
$1.9 million over the comparable period of 1997, although the third quarter of
1998 by itself had increased $889 thousand over 1997. Earned premium for the
surety and marine lines were impacted by the short-term disruption in the
Company's agency operations prior to and after the departure of several
employees to a competing entity. Professional liability earned premiums were
impacted by the implementation of a re-underwriting strategy, resulting in the
non-renewal of certain historically unprofitable accounts. All lines are subject
to the highly competitive market in the insurance industry and its resultant
pressures on price levels.
12
<PAGE>
PART II - OTHER INFORMATION
Item 1. Legal Proceedings - There have been no material developments in
the legal proceedings addressed in the Company's Form 10-K or new
legal proceedings during the fiscal quarter covered by this report
on form 10-Q.
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 - Not
Applicable
Item 5. Other Information - Not Applicable.
Item 6(a) Exhibits - See Exhibit Index immediately following the signature
page.
Item 6(b) Reports on Form 8-K - The Company filed a Form 8-K on September 3,
1998. The report addressed the authorization by the Board of
Directors to make open market purchases of up to 1 million shares
of the Company's common stock.
13
<PAGE>
ITEM 6(A) EXHIBITS
EXHIBIT INDEX
-------------
11.0 Computation of Earnings per share.
27.0 Financial Data Schedule
14
<PAGE>
ITEM 6(B) REPORTS ON FORM 8-K
The Company filed a Form 8-K on September 3, 1998. The report indicated the
authorization by the Board of Directors to make open market purchases up to 1
million shares of the Company's common stock.
15
<PAGE>
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.
Date: November 12, 1998
(Registrant) INTERCARGO CORPORATION
By: /s/ Stanley A. Galanski
--------------------------------------
Stanley A. Galanski
President and Chief Executive Officer
By: /s/ Michael L. Rybak
-------------------------------------
Michael L. Rybak
Vice President
Chief Financial Officer, Treasurer
16
<TABLE> <S> <C>
<ARTICLE> 7
<MULTIPLIER> 1,000
<S> <C>
<PERIOD-TYPE> 9-MOS
<FISCAL-YEAR-END> DEC-31-1998
<PERIOD-START> JAN-01-1998
<PERIOD-END> SEP-30-1998
<DEBT-HELD-FOR-SALE> 63,309
<DEBT-CARRYING-VALUE> 0
<DEBT-MARKET-VALUE> 0
<EQUITIES> 5,146
<MORTGAGE> 0
<REAL-ESTATE> 0
<TOTAL-INVEST> 68,455
<CASH> 41,205
<RECOVER-REINSURE> 5,271
<DEFERRED-ACQUISITION> 4,354
<TOTAL-ASSETS> 165,248
<POLICY-LOSSES> 49,452
<UNEARNED-PREMIUMS> 20,850
<POLICY-OTHER> 0
<POLICY-HOLDER-FUNDS> 0
<NOTES-PAYABLE> 0
0
0
<COMMON> 7,700
<OTHER-SE> 73,399
<TOTAL-LIABILITY-AND-EQUITY> 165,248
38,653
<INVESTMENT-INCOME> 5,824
<INVESTMENT-GAINS> 0
<OTHER-INCOME> 482
<BENEFITS> 20,961
<UNDERWRITING-AMORTIZATION> 11,676
<UNDERWRITING-OTHER> 11,199
<INCOME-PRETAX> 1,123
<INCOME-TAX> 194
<INCOME-CONTINUING> 929
<DISCONTINUED> 0
<EXTRAORDINARY> 0
<CHANGES> 0
<NET-INCOME> 929
<EPS-PRIMARY> 0.12
<EPS-DILUTED> 0.12
<RESERVE-OPEN> 43,385
<PROVISION-CURRENT> 19,755
<PROVISION-PRIOR> 0
<PAYMENTS-CURRENT> 4,556
<PAYMENTS-PRIOR> 17,673
<RESERVE-CLOSE> 40,911
<CUMULATIVE-DEFICIENCY> 0
</TABLE>
EXHIBIT 11.0
INTERCARGO CORPORATION AND SUBSIDIARIES
COMPUTATION OF EARNINGS PER COMMON SHARE
(in thousands, except for per share data)
<TABLE>
<CAPTION>
For the nine months
ended September 30,
1998 1997
------ ------
<S> <C> <C>
BASIC EARNINGS PER SHARE:
Net income $929 31,771
Average common shares outstanding 7,698 7,661
Per common share amount $0.12 4.14
======================
DILUTED EARNINGS PER SHARE:
Net income $929 31,771
Average common shares outstanding 7,698 7,661
Incremental shares from assumed converstions at the average market
Prices of $11.989 and $10.868, respectively 11 6
----------------------
Weighted average number of common shares outstanding as adjusted 7,709 7,667
======================
Fully diluted earnings per share $0.12 4.14
======================
</TABLE>
17
