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UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D. C. 20549
FORM 10-Q
(Mark One)
(X) Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934 For the Period Ended September 30, 1997
or
( ) Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the Transition Period From ________________to____________
Commission file number 0-21230
Midwest Medical Insurance Holding Company
- ----------------------------------------------------------------------
(Exact name of registrant as specified in its charter)
Minnesota 41-1625287
- ----------------------------------- ---------------------------
(State or other jurisdiction (I.R.S. Employer of
incorporation or organization) Identification No.)
6600 France Ave., So., Suite 245
Minneapolis, Minnesota 55435-1891
- ----------------------------------- ---------------------------
(Address of principal executive offices) (Zip Code)
612-922-5445
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(Registrant's telephone number, including area code)
Not applicable
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(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 periods 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 of the issuer's classes of common
stock, as of September 30, 1997:
Class A Common Stock $.01 Par Value 120,323 shares
Class B Common Stock $1,000 Par Value-1 share
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INDEX
Midwest Medical Insurance Holding Company
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Condensed consolidated balance sheets-September 30, 1997 and
December 31, 1996
Condensed consolidated statements of income-Three months ended
September 30, 1997 and 1996; Nine months ended September 30, 1997
and 1996
Condensed consolidated statements of cash flows-Nine months ended
September 30, 1997 and 1996
Notes to condensed consolidated financial statements-September 30, 1997
Item 2. Management's Discussion and Analysis of Financial
Condition and Results of Operations
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
Signatures
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Part I. Financial Information
Item 1. - Financial Statements
MIDWEST MEDICAL INSURANCE HOLDING COMPANY and SUBSIDIARY
Condensed Consolidated Balance Sheet
(Dollars in thousands)
<TABLE>
<CAPTION>
September 30 December 31
1997 1996
------------ -----------
ASSETS (Unaudited) (Note)
<S> <C> <C>
Fixed maturity investments at fair value
(Amortized cost: 1997 $130,610;
1996 $179,979) $133,104 $183,561
Equity securities at fair value(cost:
1997 $20,642; 1996 $20,237) 50,729 38,001
Other invested assets(cost: 1997 $10,000) 10,000 0
Short-term investments 52,125 7,898
Cash (1,123) 0
Uncollected premiums - Note C 7,577 584
Ceded unearned premium 1,503 0
Accrued investment income 2,039 2,778
Reinsurance recoverable 16,722 22,174
Deferred income tax (2,803) 1,130
Other assets 4,339 5,867
-------- --------
$274,212 $261,993
-------- --------
-------- --------
LIABILITIES, REDEEMABLE STOCK AND OTHER
SHAREHOLDERS' EQUITY
LIABILITIES
Unpaid losses and loss adjust. expenses $109,718 $110,037
Unearned premiums - Note C 16,620 6,860
Amounts due reinsurers 7,478 7,274
Retrospective premiums 10,167 10,838
Other liabilities 3,524 8,102
-------- --------
$147,507 $143,111
-------- --------
-------- --------
REDEEMABLE STOCK
Class A Common Stock 7,286 7,603
Class B Common Stock 1 1
-------- --------
7,287 7,604
-------- --------
OTHER SHAREHOLDERS' EQUITY 119,418 111,278
-------- --------
$274,212 $261,993
-------- --------
-------- --------
</TABLE>
Note: The balance sheet at December 31, 1996 has been derived from the
audited financial statements at that date but does not include all of the
information and footnotes required by generally accepted accounting
principles for complete financial statements.
See notes to condensed consolidated financial statements.
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MIDWEST MEDICAL INSURANCE HOLDING COMPANY and SUBSIDIARY
Condensed Consolidated Statements of Income
(Dollars in thousands, except per share dollars)
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended Three Months Ended
September 30 September 30
------------------------ ------------------------
1997 1996 1997 1996
-------- -------- -------- ---------
<S> <C> <C> <C> <C>
Revenues:
Net premiums earned $ 20,818 $ 23,479 $ 3,029 $ 2,794
Net investment income 8,931 9,085 2,901 2,977
Realized capital gains(loss) 2,124 1,704 2,147 751
-------- -------- -------- ---------
$ 31,873 $ 34,268 $ 8,077 $ 6,522
Losses and expenses
Losses and loss adj. exp. $ 26,285 $ 21,484 $ 9,110 $ 4,336
Other underwriting expenses 4,222 4,987 1,280 1,558
-------- -------- -------- ---------
$ 30,507 $ 26,471 $ 10,390 $ 5,894
-------- -------- -------- ---------
Income before income taxes $ 1,366 $ 7,797 $ (2,313) $ 628
Income taxes - Note B $ 518 $ 1,110 $ (818) $ (1,610)
-------- -------- -------- ---------
Net income $ 848 $ 6,687 $ (1,495) $ 2,238
-------- -------- -------- ---------
-------- -------- -------- ---------
Income per common share and
common share equivalent $ 6.43 $ 52.43 $ (11.30) $ 17.45
-------- -------- -------- ---------
-------- -------- -------- ---------
Number of shares used in per
share calculation 131,790 127,553 132,349 128,241
-------- -------- -------- ---------
-------- -------- -------- ---------
</TABLE>
See notes to condensed consolidated financial statements.
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MIDWEST MEDICAL INSURANCE HOLDING COMPANY and SUBSIDIARY
Condensed Consolidated Statements of Cash Flows
(Dollars in thousands)
(Unaudited)
<TABLE>
<CAPTION>
Nine Months Ended
September 31
-------------------------
1997 1996
--------- --------
<S> <C> <C>
NET CASH PROVIDED BY OPERATING ACTIVITIES $ (7,495) $ (1,693)
--------- --------
INVESTING ACTIVITIES
Purchases of fixed maturity investments and equity
securities (132,019) (50,863)
Sales of fixed maturity investments and equity
securities 179,638 29,781
Maturities of fixed maturity investments 4,200 15,950
Purchases of short-term investments, net (44,228) 5,736
--------- --------
7,591 604
--------- --------
FINANCING ACTIVITIES
Redemption of Class A Common Stock (324) (606)
--------- --------
INCREASE (DECREASE) IN CASH (228) (1,695)
Cash at beginning of year (895) 704
--------- --------
CASH AT SEPTEMBER 30 $ (1,123) $ (991)
--------- --------
--------- --------
</TABLE>
See notes to condensed consolidated financial statements.
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MIDWEST MEDICAL INSURANCE HOLDING COMPANY and SUBSIDIARY
Notes to Condensed Consolidated Financial Statements
(Unaudited)
September 30, 1997
NOTE A--BASIS OF PRESENTATION
On June 5, 1996 the Company completed a merger with Medical Liability
Mutual Insurance Company of Nebraska (MLM). MLM was merged with and into
Midwest Medical Insurance Company (MMIC) which is owned 100% by the
Company. The merger was accounted for on a pooling of interests basis.
All prior period financial statements have been restated to reflect the
pooling. MLM represented less than five percent of the assets, revenue and
equity of the Company.
The accompanying unaudited condensed consolidated financial statements have
been prepared in accordance with generally accepted accounting principles
for interim financial information and with the instructions to Form 10-Q
and Article 10 of Regulation S-X. Accordingly, they do not include all of
the information and footnotes required by generally accepted accounting
principles for complete financial statements. In the opinion of
management, all adjustments (consisting of normal recurring accruals)
considered necessary for a fair presentation have been included. Operating
results for the nine month period ended September 30, 1997 are not
necessarily indicative of the results that may be expected for the year
ended December 31, 1997. For further information, refer to the
consolidated financial statements and footnotes thereto included in the
Registrant Company and Subsidiaries' annual report on Form 10-K for the
year ended December 31, 1996.
NOTE B--INCOME TAXES
The Company calculates its income tax provision for interim periods by
estimating its annual effective tax rate and applying this rate to the
income of the interim period. The annual effective tax rate for the nine
months ended September 30, 1997 and 1996 is approximately 38% for both
periods, and is due primarily to the effects of tax-exempt income and state
income taxes, net of federal tax benefit. The nine months 1996 tax
provision on the Statement of Income was reduced by a $1,852,000 refund
received in May of 1996 due to the filing of an amended 1992 federal income
tax return.
NOTE C--UNEARNED PREMIUM and UNCOLLECTED PREMIUM
The majority, 95%, of the Company's insurance policies expire at December
31 and renew on January 1 of each year. The majority of the unearned
premium amount at September 30, 1997 represents three months of unearned
premium for every active policy renewed or newly written from January 1,
1997 through September 30, 1997. Since most active policies expired on
December 31, 1996, there was no unearned premium at that date for those
expired policies.
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Of the total unearned premium balance $6,860,000 at December 31, 1996, the
majority $6,174,000, is a reserve for the issuance of free reporting
endorsements for policyholders at death, disability or retirement. That
same amount is also included in the unearned premium balance at September
30, 1997.
The increase in uncollected premium from December 31, 1996 to September 30,
1997, $6,993,000, is due to the renewal of most active policies on January
1. The full years premium is recorded as written and collectible at
January 1. Premiums may be paid annually or quarterly. The majority of
each years' premium is collected during the year with very little
uncollected at each December 31.
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Item 2. -
Management's Discussion and Analysis of Financial Condition and Results of
Operations
CAPITAL RESOURCES AND LIQUIDITY
The majority of the Company's assets, 86%, continue to be invested in
bonds, stocks and short-term instruments. The Company has adopted
Statement of Financial Accounting Standards (SFAS) No. 115 "Accounting for
Certain Investments in Debt and Equity Securities." The Company's
investments in debt and equity securities are classified as available for
sale and therefore carried at fair value with unrealized gains and losses,
net of applicable taxes, reflected as a separate component of equity.
Ninety-five percent of the Company's insurance policies renew on January 1
of each year and expire on December 31. Premiums can be paid in full on
January 1 or one-fourth at the beginning of each calendar quarter. At
December 31 the uncollected premiums are relatively low. The uncollected
premium of $7,577,000 at September 30, 1997 represents that amount of the
calendar year 1997 premium for each policy renewed for one year on January
1, or newly written during January, - September, 1997 which is not yet
collected. Full 1997 premium for all policies written as of September 30,
1997 totaled $43,071,000.
The increase in unearned premium of $9,760,000 represents three months of
premium on all of the January 1 insurance policies written from January 1
through September 30, 1997. Since most policies expire at December 31 each
year, there was only $686,000 of unearned premium at December 31 for
policies written during 1996. An estimated unearned premium reserve for
free reporting endorsements provided to certain insureds at death,
disability and retirement amounting to $6,174,000 is the majority of the
unearned premium balance at December 31, 1996. The same $6,174,000 is
included in the September 30, 1997 unearned premium total.
The retrospective premium liabilities of $10,167,000 at September 30, 1997
and $10,838,000 at December 31, 1996 were both made up of two major items.
One represents amounts due to Iowa policyholders under terms of the Midwest
Medical Insurance Company/Iowa Physicians Mutual Insurance Trust
(MMIC/IPMIT) July 1, 1993 merger agreement. That agreement provides if
financial results for years prior to 1993 are more favorable than expected,
the favorable development must be returned to former IPMIT policyholders
who were insured by IPMIT on December 31, 1992 and who renew their coverage
with MMIC. This liability was $5,167,000 at September 30, 1997 and
$6,235,000 at December 31, 1996. The second is a liability to Minnesota
policyholders under a retrospective premium rating plan. The second
liability totaled $5,000,000 at September 30, 1997 and $4,603,000 December
31, 1996. In March of 1997, $4,603,000 of the Minnesota retrospective
premium liability and $2,500,000 of the Iowa merger agreement liability was
paid to policyholders.
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CAPITAL RESOURCES AND LIQUIDITY CON'T.
Cash flow from operations for the first nine months of both 1997
and 1996 has been depressed by the payment, in March of both years,
of the retrospective premium credit to Minnesota policyholders and
the premium credit to Iowa policyholders under terms of the
MMIC/IPMIT merger agreement. These payments totaled $7,103,000 in
1997 and $7,500,000 in 1996.
Net income for the first nine months of 1997 and 1996 was $848,000
and $6,687,000 respectively. These amounts were added to the
Company's retained earnings.
Total equity consisting of redeemable stock and other shareholder's
equity, increased by $7,823,000 during the first nine months of
1997. This increase came from the net income of $848,000 and
primarily from the increase in the fair value of investments, net
of deferred taxes, which totaled $6,975,000.
RESULTS OF OPERATIONS
Net premiums earned were $2,661,000 lower during the first nine
months of 1997 than for the same period in 1996. The primary
reason is three adjustments to prior years reinsurance costs which
increased 1996 net premium with no counter part increase in 1997.
The three 1996 items were 1) Receipt of $2,194,000 from the
commutation of a reinsurance treaty for the period January 1 -
December 31, 1990. 2) A $194,000 reduction in reinsurance costs
for the period January 1, 1993 - July 1, 1993 under a former Iowa
Physician Mutual Insurance Trust Treaty, 3) Correction to 1995
excess reinsurance premium under a current treaty which reduced
reinsurance costs by $771,000. These items which caused 1997 net
premium to be lower were offset by increased premium from 283 new
policyholders in 1997.
Losses and loss adjustment expenses recorded were $4,803,000 larger
during the first nine months of 1997 than for the same period in
1996. The primary factors contributing to this increase were 1)
increase in policyholders insured of 283 since December 31, 1996,
approximately $700,000, 2) recording a slightly increased estimated
overall loss ratio for all business, $2,000,000, and 3) increase
unallocated loss adjustment expense of $2,000,000, partially from
larger ULAE reserves and partially from allocating a larger amount
of total operating expense paid to ULAE (vs. allocating to
Underwriting expense).
Other underwriting expenses were lower in 1997 than 1996 because of
one-time expenses incurred in connection with the merger of Medical
Liability Mutual Insurance Company of Nebraska into the Company
incurred in 1996 and a lower allocation of total operating expense
to Underwriting in 1997.
Net income for the first nine months of 1997 was $5,839,000 lower
than the same period of 1996. This smaller net income was
primarily the result of the lower reinsurance premium expense in
1996 discussed under premiums above and the larger loss and loss
adjustments expenses in 1997 referred to in the prior paragraph.
9
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Part II. Other Information
Item 6 Exhibits
None
Reports on Form 8-K
No reports on Form 8-K have been filed.
10
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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.
Midwest Medical Insurance Holding Company
-----------------------------------------
(Registrant)
Date November 12, 1997 /S/ DAVID P. BOUNK
------------------------------------
David P. Bounk
President and Chief Executive Officer
Date November 12, 1997 /S/ MERLIN R. BRETZMAN
------------------------------------
Merlin R. Bretzman
Sr. Vice President and
Principal Financial Officer
And Principal Accounting Officer
11
<TABLE> <S> <C>
<PAGE>
<ARTICLE> 7
<S> <C> <C>
<PERIOD-TYPE> 9-MOS YEAR
<FISCAL-YEAR-END> DEC-31-1997 DEC-31-1996
<PERIOD-START> JAN-01-1997 JAN-01-1996
<PERIOD-END> SEP-30-1997 SEP-10-1996
<DEBT-HELD-FOR-SALE> 133,104 183,561
<DEBT-CARRYING-VALUE> 0 0
<DEBT-MARKET-VALUE> 0 0
<EQUITIES> 60,729 38,001
<MORTGAGE> 0 0
<REAL-ESTATE> 0 0
<TOTAL-INVEST> 193,833 221,562
<CASH> 51,002 7,003
<RECOVER-REINSURE> 16,722 22,174
<DEFERRED-ACQUISITION> 0 0
<TOTAL-ASSETS> 274,212 261,993
<POLICY-LOSSES> 109,718 110,037
<UNEARNED-PREMIUMS> 16,620 6,860
<POLICY-OTHER> 0 0
<POLICY-HOLDER-FUNDS> 0 0
<NOTES-PAYABLE> 0 0
0 0
0 0
<COMMON> 7,287 7,604
<OTHER-SE> 119,418 111,278
<TOTAL-LIABILITY-AND-EQUITY> 274,212 261,993
20,818 23,479
<INVESTMENT-INCOME> 8,931 9,085
<INVESTMENT-GAINS> 2,124 1,704
<OTHER-INCOME> 0 0
<BENEFITS> 26,285 21,484
<UNDERWRITING-AMORTIZATION> 0 0
<UNDERWRITING-OTHER> 4,222 4,987
<INCOME-PRETAX> 1,366 7,797
<INCOME-TAX> 518 1,110
<INCOME-CONTINUING> 848 6,687
<DISCONTINUED> 0 0
<EXTRAORDINARY> 0 0
<CHANGES> 0 0
<NET-INCOME> 848 6,687
<EPS-PRIMARY> 6.43 52.43
<EPS-DILUTED> 6.43 52.43
<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>
