Back to GetFilings.com
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 quarterly period ended March 31, 2003.
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 of (I.R.S. Employer
incorporation or organization) Identification No.)
7650 Edinborough Way, Suite 400, Minneapolis, Minnesota 55435-5978
- ------------------------------------------------------- ------------
(Address of principal executive offices) (Zip Code)
952-838-6700
-------------
(Registrant's telephone number, including area code)
Not applicable
----------------------------------------------------
(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 [ ]
Indicate by check mark whether the registrant is an accelerated filer (as
defined in Rule 12b-2 of the Exchange Act). Yes [ ] No [X]
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practical date.
As of March 31, 2003, the registrant had the following shares outstanding:
Class B Common Stock, $1,000 par value - 1 share
Class C Common Stock, no par value - 10,992 shares
1
INDEX
Midwest Medical Insurance Holding Company
PART I. FINANCIAL INFORMATION
Item 1. Financial Statements (Unaudited)
Condensed consolidated balance sheets - March 31, 2003 and
December 31, 2002
Condensed consolidated statements of income - three
months ended March 31, 2003 and 2002
Condensed consolidated statements of cash flows -
three months ended March 31, 2003 and 2002
Notes to condensed consolidated financial statements -
March 31, 2003
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Item 3. Quantitative and Qualitative Disclosures About Market Risk
Item 4. Controls and Procedures
PART II. OTHER INFORMATION
Item 6. Exhibits and Reports on Form 8-K
SIGNATURES
CERTIFICATIONS
2
Part I. Financial Information
Item 1.- Financial Statements
MIDWEST MEDICAL INSURANCE HOLDING COMPANY and SUBSIDIARIES
Condensed Consolidated Balance Sheets
(Dollars in thousands)
March 31 December 31
2003 2002
-------- --------
(Unaudited) (Note A)
ASSETS
Fixed maturities at fair value (amortized cost:
2003 $156,932; 2002 $143,633) $155,998 $144,323
Equity securities at fair value (cost:
2003 $28,575; 2002 $27,932) 31,851 32,153
Short-term investments 43,293 41,025
Other investments at fair value (cost:
2003 $40,439; 2002 $40,297) 38,441 38,201
-------- --------
269,583 255,702
Cash 2,780 1,105
Accrued investment income 1,586 1,774
Premiums receivable - Note C 38,691 9,648
Reinsurance recoverable on paid and unpaid losses 18,471 17,020
Amounts due from reinsurers 12,591 3,991
Deferred income taxes 7,866 6,873
Receivable for securities in course of settlement 5,403 -
Other assets 10,070 8,205
-------- --------
Total assets $367,041 $304,318
======== ========
LIABILITIES AND SHAREHOLDERS' EQUITY
LIABILITIES
Unpaid losses and loss adjustment expenses $159,997 $148,763
Unearned premiums - Note C 66,452 19,724
Amounts due to reinsurers 7,638 6,843
Payable for securities in course of settlement 15,703 -
Other liabilities - Note C 9,362 17,973
-------- --------
259,152 193,303
SHAREHOLDERS' EQUITY
Class B Common Stock; authorized, issued and
outstanding 1 share; $1,000 par value 1 1
Class C Common Stock; authorized 300,000 shares,
issued and outstanding 10,992 shares in 2003
and 10,847 shares in 2002; no par value - -
Paid-in capital 12,789 12,789
Retained earnings 95,171 96,367
Accumulated other comprehensive income:
Net unrealized appreciation of investments 227 1,858
Minimum pension liability (299) -
-------- --------
107,889 111,015
-------- --------
Total liabilities and shareholders' equity $367,041 $304,318
======== ========
See notes to condensed consolidated financial statements (unaudited).
3
MIDWEST MEDICAL INSURANCE HOLDING COMPANY and SUBSIDIARIES
Condensed Consolidated Statements of Income
(Dollars in thousands)
(Unaudited)
Three months ended
March 31
-------------------------------
2003 2002
-------- --------
Revenues:
Net premiums earned $ 20,227 $ 16,745
Net investment income 2,282 2,918
Net realized capital gains 1,421 544
Other 1,008 1,245
-------- --------
24,938 21,452
Losses and expenses:
Losses and loss adjustment expenses 21,076 18,083
Underwriting, acquisition and
insurance expenses 3,361 3,132
Other operating expenses 2,289 2,116
-------- --------
26,726 23,331
-------- --------
Loss before income taxes (1,788) (1,879)
Income tax benefit - Note B (592) (623)
-------- --------
Net loss $ (1,196) $ (1,256)
======== ========
See notes to condensed consolidated financial statements (unaudited).
4
MIDWEST MEDICAL INSURANCE HOLDING COMPANY and SUBSIDIARIES
Condensed Consolidated Statements of Cash Flows
(Dollars in thousands)
(Unaudited)
Three months ended
March 31
-----------------------------
2003 2002
------- -------
OPERATING ACTIVITIES
Net income $(1,196) $(1,256)
Adjustments to reconcile net income to net cash
provided by (used in) operating activities:
Increase in premiums receivable (29,043) (24,706)
Increase in amounts due from reinsurers (8,600) (6,620)
Increase in other assets (1,565) (1,447)
Increase in unpaid losses and loss adjustment expenses 11,234 7,507
Increase in unearned premiums 46,728 39,694
Decrease in other liabilities (9,364) (8,219)
Net realized capital gains (1,421) (544)
Other changes, net (507) 444
------- -------
6,266 4,853
INVESTING ACTIVITIES
Purchases of fixed maturity investments and
equity securities (70,014) (50,253)
Purchases of other investments (566) -
Sales of fixed maturity investments and equity
securities 57,344 34,823
Receivable for securities in course of settlement (5,403) -
Payable for securities in course of settlement 15,703 -
Net (purchases) sales of short-term investments (2,268) 10,328
------- -------
(5,204) (5,102)
FINANCING ACTIVITIES
Debt financing 613 -
------- -------
Increase (decrease) in cash 1,675 (249)
Cash at beginning of year 1,105 1,018
------- -------
CASH AT MARCH 31 $ 2,780 $ 769
======= =======
Non-cash transaction:
The recording of a minimum pension liability for the Supplemental Executive
Retirement Plan (SERP) is a non-cash transaction that impacted other assets by
$299,000, deferred taxes by $154,000, other liabilities by $752,000 and other
comprehensive income by $299,000.
See notes to condensed consolidated financial statements (unaudited).
5
MIDWEST MEDICAL INSURANCE HOLDING COMPANY and SUBSIDIARIES
Notes to Condensed Consolidated Financial Statements
(Unaudited)
March 31, 2003
NOTE A - BASIS OF PRESENTATION
The accompanying unaudited interim condensed consolidated financial statements
of Midwest Medical Insurance Holding Company and its subsidiaries have been
prepared in accordance with accounting principles generally accepted in the
United States 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 notes required by accounting principles generally
accepted in the United States 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 any interim period are not necessarily indicative of the results
that may occur for the full year. These interim financial statements should be
read in conjunction with the 2002 consolidated financial statements and notes
thereto included in Midwest Holding's Annual Report on Form 10-K as filed with
the Securities and Exchange Commission.
The balance sheet at December 31, 2002 has been derived from the audited
financial statements at that date but does not include all of the information
and notes required by accounting principles generally accepted in the United
States for complete financial statements.
All transactions between Midwest Holding and its subsidiaries have been
eliminated in consolidation.
NOTE B - INCOME TAXES
The Company calculates its federal income tax provision for interim periods by
estimating its annual federal effective tax rate and applying this rate to the
income of the interim period. The estimated annual federal effective tax rate
used for the three-month periods ended March 31, 2003 and 2002 was 34%. An
estimate for state income taxes is also made for each entity.
NOTE C - UNEARNED PREMIUMS, PREMIUMS RECEIVABLE and OTHER LIABILITIES
The majority of Midwest Medical's insurance policies expire at December 31 and
renew on January 1 of each year. As a result, the majority of the unearned
premium amount at March 31, 2003 represents nine months of unearned premium for
every active policy renewed or newly written on January 1, 2003 with an
expiration date of December 31, 2003. At December 31, 2002, most active 2002
policies expired and therefore had no unearned premium.
The total unearned premium balance of $19,724,000 at December 31, 2002 includes
$5,800,000 that is reserved to recognize Midwest Medical's obligation to provide
reporting endorsement coverage without additional premium upon the death,
disability or retirement of policyholders. This amount represents an actuarial
estimate of the present value of future benefits to be provided less the present
value of future revenues to be received. The unearned premium balance at March
31, 2003 includes a $6,175,000 estimate for this obligation.
6
NOTE C - UNEARNED PREMIUMS, PREMIUMS RECEIVABLE and OTHER LIABILITIES
(continued)
The increase of $29,043,000 in premiums receivable from December 31, 2002 to
March 31, 2003 is primarily due to the renewal of most active policies on
January 1. The full year's premium is recorded as written and collectible at
January 1. Premiums may be paid annually or quarterly and each year's premium is
nearly all collected during the year. The receivable balance remaining at the
end of the year primarily relates to the small number of policies underwritten
by Midwest Medical that have other than December 31 expiration dates.
The total other liabilities balance of $17,973,000 at December 31, 2002 includes
$8,450,000 for premium payments received from policyholders in advance of their
January 1, 2003 policy renewal. No advance premium payments were recorded at
March 31, 2003.
NOTE D - SECURITIES IN COURSE OF SETTLEMENT
Sales and purchases of investment securities are accounted based on their trade
date. Receivables and payables for securities in the course of settlement arise
when the sale or purchase of investment securities occur before the end of the
period based on the trade date but are not settled until after the end of the
period.
NOTE E - COMPREHENSIVE INCOME (LOSS)
The components of Midwest Holding's comprehensive income (loss) are net income
(loss), changes in net unrealized appreciation of investments and changes in a
minimum pension liability. Total comprehensive income (loss) was $(3,126,000)
and $(3,811,000) for the three months ended March 31, 2003 and 2002,
respectively.
NOTE F - SEGMENT INFORMATION
The Company's operations are organized into five legal entity business segments.
Management uses these business segments to organize information on which to base
operating decisions and assess financial performance. The five segments are
described in the "Background" section under Item 1 of the 2002 Annual Report on
Form 10-K. The following financial information summarizes the results of
operations and total assets reported by the Company's five business segments for
the three-month periods ended March 31, 2003 and 2002 (in thousands).
7
NOTE F - SEGMENT INFORMATION (continued)
Three months ended March 31, 2003
--------------------------------------------------------------------------------------------------
Midwest Midwest Medical Office
Holding Medical Benefits Solutions Solutions Eliminations(1) Consolidated
--------------------------------------------------------------------------------------------------
Revenues:
External customers $ - $ 20,227 $ 583 $ 400 $ 35 $ - $ 21,245
Intersegment 4,386 - - 119 - (4,505) -
Net investment income 2 2,299 1 3 - (23) 2,282
Other(2) - 1,411 - - - - 1,411
-------- -------- ------ ------ ----- --------- --------
4,388 23,937 584 522 35 (4,528) 24,938
Total expenses 4,805 24,437 657 1,281 74 (4,528) 26,726
-------- -------- ------ ------ ----- --------- --------
Loss before income taxes (417) (500) (73) (759) (39) - (1,788)
Income tax benefit (137) (160) (24) (258) (13) - (592)
-------- -------- ------ ------ ----- --------- --------
Net loss $ (280) $ (340) $ (49) $ (501) $ (26) $ - $ (1,196)
======== ======== ====== ====== ===== ========= ========
Total assets $113,826 $354,459 $3,063 $3,968 $ 145 $(108,420) $367,041
======== ======== ====== ====== ===== ========= ========
(1) Intersegment eliminations for revenues and expenses are primarily for
management and administrative services provided by Midwest Holding.
Eliminations for assets consist primarily of investments in
wholly-owned subsidiaries, intersegment receivables and payables for
management fees and an intercompany loan, and reclassifications between
assets and liabilities primarily for taxes.
(2) Other revenues consist primarily of net realized capital losses on
investment sales.
8
NOTE F - SEGMENT INFORMATION (continued)
Three months ended March 31, 2002
--------------------------------------------------------------------------------------------------
Midwest Midwest Medical Office
Holding Medical Benefits Solutions Solutions Eliminations(1) Consolidated
--------------------------------------------------------------------------------------------------
Revenues:
External customers $ - $ 16,745 $ 535 $ 726 $ - $ - $ 18,006
Intersegment 3,988 - - 71 - (4,059) -
Net investment income 2 2,914 1 1 - - 2,918
Other(2) 8 520 - - - - 528
-------- -------- ------ ------ ----- --------- --------
3,998 20,179 536 798 - (4,059) 21,452
Total expenses 4,281 21,215 673 1,165 56 (4,059) 23,331
-------- -------- ------ ------ ----- --------- --------
Loss before income taxes (283) (1,036) (137) (367) (56) - (1,879)
Income tax benefit (91) (342) (46) (125) (19) - (623)
-------- -------- ------ ------ ----- --------- --------
Net loss $ (192) $ (694) $ (91) $ (242) $ (37) $ - $ (1,256)
======== ======== ====== ====== ===== ========= ========
Total assets $127,789 $315,709 $2,969 $1,776 $ 105 $(127,395) $320,953
======== ======== ====== ====== ===== ========= ========
(1) Intersegment eliminations for revenues and expenses are primarily for
management and administrative services provided by Midwest Holding.
Eliminations for assets consist primarily of investments in
wholly-owned subsidiaries, intersegment receivables and payables for
management fees and reclassifications between assets and liabilities
primarily for taxes.
(2) Other revenues consist primarily of net realized capital gains on
investment sales.
9
Item 2. - Management's Discussion and Analysis of Financial Condition and
Results of Operations
General
The following analysis of the financial condition and results of operations of
Midwest Holding and its wholly-owned subsidiaries, Midwest Medical Insurance
Company, MMIC Benefits, Inc., Midwest Medical Solutions, Inc., and MMIC Business
Office Solutions, Inc. should be read in conjunction with the condensed
consolidated financial statements and notes included in this report. Midwest
Holding and its subsidiaries are collectively referred to as the Company unless
the reference pertains to a specific entity.
Capital Resources and Liquidity
The majority of the Company's assets, 74% at March 31, 2003 and 84% at December
31, 2002, are invested in fixed maturities, equities, an international equity
limited partnership, real estate investment trust funds, and short-term
investments. The table below shows how the Company's portfolio was invested at
March 31, 2003 and December 31, 2002, respectively.
March 31, 2003 December 31, 2002
------------------- -------------------
Fair Fair
Investments Value % Value %
----------- -------- ----- -------- -----
(In Thousands, Except Percentage Data)
Fixed maturities $155,998 57.9% $144,323 56.4%
Equity securities 31,851 11.8 32,153 12.6
International equity limited partnership 15,743 5.8 16,779 6.6
Real estate investment trusts 22,698 8.4 21,422 8.4
Short-term investments 43,293 16.1 41,025 16.0
-------- ----- -------- -----
Total investments $269,583 100.0% $255,702 100.0%
======== ===== ======== =====
Operations generated $6,266,000 of positive cash flow during the first three
months of 2003 compared to $4,853,000 of positive cash flow for the same period
of 2002. Rate increases and underwriting actions caused written premium to grow
approximately 20% on average per renewed account driving greater cash receipts
in the first three months of 2003. Growth in new business volume of
approximately $2,291,000 and no policyholder dividend payments also contributed
to the positive cash flow. Increased reinsurance costs due to volume growth and
reinsurance rate increases partially offset the above positive cash flows. New
business, premium rate increases and lower policyholder dividend payments also
drove the positive operating cash flow in the first three months of 2002.
The Company believes that its cash, internally generated funds and investments
will be sufficient to meet normal operating requirements. The principal
operating requirement is the payment of insurance claims. Loss and operating
expense payments were met from policyholder premium receipts during the first
three months of 2003. Cash receipts in excess of operating requirements were
invested primarily in fixed maturities and short-term investments during the
quarter.
Shareholders' equity decreased $(3,126,000) during the first three months of
2003. The decrease consisted of a net loss from operations of $(1,196,000), net
unrealized losses in the fair value of investments, net of deferred taxes, of
$(1,631,000) and a minimum pension liability adjustment, net of deferred taxes,
of $(299,000).
10
Results of Operations
Net premiums earned increased $3,482,000 for the first three months of
2003 compared to the same period of 2002. Base rate increases and fewer
premium discounts resulted in an average written premium increase of
approximately 20% on policies that renewed in the first three months of
2003. New business generated an additional $573,000 of earned premium.
Although competitive conditions continue to be favorable in most of its
markets, Midwest Medical remains selective in assuming new risks.
Greater reinsurance costs partially offset the above favorable factors.
The greater premium volume coupled with an increase in 2003 reinsurance
rates primarily on the excess reinsurance component caused current year
reinsurance costs to increase from $3,253,000 in 2002 to $5,411,000 in
2003. The following provides further detail on premiums written and
earned for the three months ended March 31, 2003 and 2002:
Three months ended March 31
--------------------------------------------------------------------
2003 2002
--------------------------- --------------------------
Written Earned Written Earned
------- ------- ------- -------
(In Thousands) (In Thousands)
Current Year:
Direct $72,366 $25,589 $59,994 $20,283
Assumed - 49 13 30
Ceded (14,011) (5,411) (9,873) (3,253)
------- ------- ------- -------
58,355 20,227 50,134 17,060
Prior Years:
Ceded - - (315) (315)
------- ------- ------- -------
Net $58,355 $20,227 $49,819 $16,745
======= ======= ======= =======
Net investment income decreased $636,000 in first three months of 2003 compared
to the same period of 2002. The declining interest rate environment of the past
two years continues to adversely impact yields on fixed maturity and short-term
investments.
Net capital gains of $1,421,000 were realized during the first three months of
2003, an increase of $877,000 over the same period in 2002. The capital gains
for both three-month periods of 2003 and 2002 were realized primarily on sales
of fixed maturities. These sales were initiated by the investment manager who
attempts to maximize pre-tax total return on the portfolio while adhering to the
Company's investment policy guidelines. Future levels of realized capital gains
or losses are difficult to predict as investment managers purchase and sell
securities in response to changing market conditions.
Other revenues were $1,008,000 for the first three months of 2003, a decrease of
$237,000 from the same period of 2002. Most of this decrease was due to lower
revenues from the sale, installation and support of electronic practice
management (EPM) and electronic medical records (EMR) systems. A large client
installed the EPM system in the first quarter of 2002 generating over $550,000
of revenues a year ago.
Losses and loss adjustment expenses increased $2,993,000 for the first three
months of 2003 versus 2002. Management estimates incurred losses during the
interim using historical company data, known trends and internal loss analyses.
The increase in 2003 incurred losses was in line with management's expectations
due to Midwest Medical's growth in business and the corresponding exposure as
well as an upward trend in claims severity. Nothing came to management's
attention during this period that would materially alter loss expectations for
the remainder of the year.
11
Results of Operations (continued)
Underwriting, acquisition and insurance expenses increased $229,000 for the
first three months of 2003 compared to the same period in 2002. The greater
premium volume drove additional commission and premium tax expenses. This was
partially offset by greater ceding commissions earned by Midwest Medical on the
increase in premiums ceded to the excess component of the 2003 treaty
reinsurance contract.
Other operating expenses increased $173,000 for the first three months of 2003
compared to the same period in 2002. The increase was primarily due to the
hiring of additional sales and marketing representatives for Medical Solutions
to pursue its aggressive growth plan.
The first three months of 2003 incurred an income tax benefit of $592,000
compared to an income tax benefit of $623,000 for the same period in 2002. The
effective tax rate was 33% for both three-month periods. State income tax
estimates caused the difference from the estimated annual federal effective tax
rate of 34%.
As a result of the factors discussed above, the Company recorded a net loss of
$1,196,000 for the three months ended March 31, 2003 compared to a net loss of
$1,256,000 for the same period of 2002.
Critical Accounting Policies
The discussion and analysis of the Company's consolidated financial position and
results of operations are based upon the Company's consolidated financial
statements, which have been prepared in accordance with accounting principles
generally accepted in the United States. The preparation of these financial
statements requires estimation and judgment that affect the reported amounts of
assets, liabilities, revenues and expenses. Management bases its estimates on
historical experience, outside actuarial analyses and on various other
assumptions that are believed to be reasonable under the circumstances. The
results form the basis for making judgments about the carrying values of assets
and liabilities that are not readily apparent from other sources. Following are
the Company's most critical accounting policies that affect significant areas
and involve judgment and estimates. If these estimates differ materially from
actual results, the impact to the consolidated financial statements may be
material.
Premium Revenue Recognition
Premiums written are primarily earned on a daily pro rata basis over the terms
of the policies to which they apply. A portion of premiums written is deferred
to recognize Midwest Medical's obligation to provide reporting endorsement
coverage without additional premium upon the death, disability or retirement of
policyholders. This amount is recorded as an unearned premium reserve and
represents an actuarial estimate of the present value of future benefits to be
provided less the present value of future revenues to be received. The actuarial
estimate involves making assumptions with respect to the Company's physician
population including mortality and future premium costs.
12
Critical Accounting Policies (continued)
Unpaid Losses and Loss Adjustment Expenses
The liability for unpaid losses and loss adjustment expenses represents
management's best estimate of the ultimate cost of all such amounts that are
unpaid at the balance sheet dates. The liability is based on both case-by-case
estimates and statistical analysis and projections using the historical loss
experience of Midwest Medical and gives effect to estimates of trends in claim
severity and frequency. Midwest Medical utilizes an independent actuary in
establishing its liability for unpaid losses and loss adjustment expenses at the
end of the year. Establishing an appropriate liability is an inherently
uncertain process as the ultimate liability may be greater or less than the
amount provided. Any increase in the amount, including liabilities for insured
events of prior years, could have a material adverse effect on the results of
operations for the period in which any adjustment is made.
Investments
Although management believes the Company has the ability to hold its fixed
maturity investment portfolio to maturity, all investments, including fixed
maturities, are classified as "available for sale," as management may take
advantage of opportunities to increase total return through sales of selected
securities in response to changing market conditions. As a result, the Company's
investments are carried at fair value, with unrealized holding gains and losses
reflected as a component of other comprehensive income, net of applicable
deferred taxes. Fair values for fixed maturities and equity securities are based
on quoted market prices or independent pricing services. The international
equity limited partnership is recorded at its net asset value and the real
estate investment trust is recorded at its appraised value.
Realized gains and losses on sales of investments are reported on a pretax basis
as a component of income and are determined on the specific identification
basis. When evidence indicates a decline, judged to be other-than-temporary, in
the underlying value or earning power of individual investments, such
investments are written down to fair value by recording a realized investment
loss. Factors that management may consider in determining whether an
other-than-temporary impairment condition exists include:
- whether a market decline is attributable to specific adverse
conditions for a particular investment
- whether a market decline is attributable to general market
conditions that reflect prospects of the economy as a whole or
prospects of a particular industry
- the length of time and the extent to which fair value has been
less than amortized cost
- the financial condition of the issuer
- the intent and ability of management to retain the investment
for a period of time sufficient to allow for prudent
anticipation of a recovery in market value
- whether dividends have been reduced or eliminated or scheduled
interest payments on debt securities have not been made
13
Critical Accounting Policies (continued)
Income Taxes
Accounting for income taxes involves estimating the Company's current tax
exposure together with assessing temporary differences resulting from differing
treatment of items for tax and accounting purposes. These differences result in
deferred tax assets and liabilities, which are included in the consolidated
balance sheets. Management must then assess the likelihood that the deferred tax
assets will be recovered from future taxable income. To the extent that a
recovery is believed to be not likely, management is required to establish a
valuation allowance. To the extent a valuation allowance is established or
changed in a period, an expense or benefit is recognized within the provision
for income taxes in the consolidated statements of income.
Significant judgment is required in determining the provision for income taxes,
deferred tax assets and liabilities and any valuation allowance recorded against
the deferred tax assets. Based on estimates of future taxable income, management
has judged that it is more likely than not that the Company will realize the
benefit of the deferred tax assets and therefore has not established a valuation
allowance. In the event that actual results differ from these estimates or these
estimates are adjusted in future periods, a valuation allowance may need to be
established, which could materially affect the Company's financial position and
results of operations.
Reinsurance
Midwest Medical purchases reinsurance in order to reduce its liability on
individual risks and to enable it to write business at limits it otherwise would
be unable to accept. Reinsurance contracts are principally excess-of-loss
contracts, which indemnify Midwest Medical for losses in excess of a stated
retention limit up to the policy limits. Reinsurance costs are recorded as a
reduction of premium, which is referred to as ceded premium.
Midwest Medical, with the assistance of its reinsurance broker, analyzes the
credit quality of its reinsurers. To date, Midwest Medical has not experienced
any material difficulties in collecting reinsurance recoverables. No assurances
can be given, however, regarding the future ability of any of Midwest Medical's
reinsurers to meet their obligations. To the extent any reinsurer is unable to
meet their obligations, Midwest Medical would become liable for the reinsuring
company's losses under the reinsurance agreement. This possibility is mitigated
by collateral that Midwest Medical holds in the form of letters of credit under
the related reinsurance agreement. Midwest Medical can draw upon the letters of
credit in the event the applicable reinsuring company is unable to pay its
obligation.
Cautionary Note Regarding Forward-Looking Statements
This Report on Form 10-Q contains "forward-looking statements" made by the
Company's management within the meaning of Section 27A of the Securities Act of
1933, as amended, and Section 21E of the Securities Act of 1934, as amended.
These forward-looking statements are not historical facts, but rather are based
on management's current expectations, estimates, projections, beliefs and
assumptions about the Company's industry and businesses. These statements are
not guarantees of future performance and are subject to risks, uncertainties and
other factors, some of which are
14
Cautionary Note Regarding Forward-Looking Statements (continued)
beyond management's control and are difficult to predict. These factors could
cause actual results to differ materially from those expressed in the
forward-looking statements. The reader is therefore cautioned not to place undue
reliance on these forward-looking statements, which reflect management's view
only as of the date of this Report on Form 10-Q. The significant factors that
could affect forward-looking statements can change and the Company is not
obligated to update any forward-looking statement or publicly release the result
of any revisions to them to reflect events or circumstances after the date of
this Report on Form 10-Q or to reflect the occurrence of unanticipated events.
By this cautionary note, the Company intends to avail itself of the safe harbor
from liability with respect to forward-looking statements provided by Section
27A and Section 21E referred to previously.
Item 3. - Quantitative and Qualitative Disclosures About Market Risk
Market risk is the risk of loss that may occur when fluctuations in interest and
foreign currency exchange rates and equity and commodity prices change the value
of a financial instrument. Both derivative and nonderivative financial
instruments have market risk. The Company is primarily exposed to interest rate
risk on its investment in fixed maturities, equity price risk on its investments
in equity securities and the international equity limited partnership, and
foreign currency exchange rate risk on its investment in the international
equity limited partnership.
No material changes occurred in the Company's market risks since the year ended
December 31, 2002.
Item 4. - Controls and Procedures
(a) Evaluation of disclosure controls and procedures.
Based on their evaluation as of a date within 90 days of the
filing date of this report, the Company's principal executive
officer and principal financial officer have concluded that
the Company's disclosure controls and procedures (as defined
in Rules 13a-14(c) and 15d-14(c) under the Securities Exchange
Act of 1934, as amended) were effective as of the date of such
evaluation to ensure that the information the Company is
required to disclose in reports filed under the Securities
Exchange Act of 1934 is recorded, processed, summarized and
reported in a timely manner.
(b) Changes in internal control.
There have been no significant changes in the Company's
internal controls or in other factors that could significantly
affect these controls subsequent to the date of their
evaluation, nor were there any significant deficiencies or
material weaknesses in the Company's internal controls. As a
result, no corrective actions were required or undertaken.
15
Part II. Other Information
Item 6. - Exhibits and Reports on Form 8-K
(a) Exhibits
99 Certifications pursuant to 18 U.S.C. Section 1350, as
adopted pursuant to Section 906 of the Sarbanes-Oxley
Act of 2002.
(b) Reports on Form 8-K
None
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: May 12, 2003 /s/ David P. Bounk
--------------------- -------------------------------------
David P. Bounk
President and Chief Executive Officer
Date: May 12, 2003 /s/ Niles Cole
---------------------- -------------------------------------
Niles Cole
Vice President and
Principal Financial Officer and
Principal Accounting Officer
CERTIFICATIONS
I, David P. Bounk, certify that:
(1) I have reviewed this quarterly report on Form 10-Q;
(2) Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
16
(3) Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;
(4) The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this quarterly report
is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;
(5) The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit committee
of registrant's board of directors (or persons performing the equivalent
function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have
identified for the registrant's auditors any material weaknesses in
internal controls; and
b) any fraud, whether material or not material, that involves management
or other employees who have a significant role in the registrant's
internal controls; and
(6) The registrant's other certifying officers and I have indicated in this
quarterly report whether or not there was significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: May 12, 2003 /s/ David P. Bounk
---------------------- ---------------------------
David P. Bounk
President and Chief Executive Officer
CERTIFICATIONS
I, Niles Cole, certify that:
(1) I have reviewed this quarterly report on Form 10-Q;
17
(2) Based on my knowledge, this quarterly report does not contain any untrue
statement of a material fact or omit to state a material fact necessary to make
the statements made, in light of the circumstances under which such statements
were made, not misleading with respect to the period covered by this quarterly
report;
(3) Based on my knowledge, the financial statements, and other financial
information included in this quarterly report, fairly present in all material
respects the financial condition, results of operations and cash flows of the
registrant as of, and for, the periods presented in this quarterly report;
(4) The registrant's other certifying officers and I are responsible for
establishing and maintaining disclosure controls and procedures (as defined in
Exchange Act Rules 13a-14 and 15d-14) for the registrant and we have:
a) designed such disclosure controls and procedures to ensure that
material information relating to the registrant, including its
consolidated subsidiaries, is made known to us by others within those
entities, particularly during the period in which this quarterly report
is being prepared;
b) evaluated the effectiveness of the registrant's disclosure controls and
procedures as of a date within 90 days prior to the filing date of this
quarterly report (the "Evaluation Date"); and
c) presented in this quarterly report our conclusions about the
effectiveness of the disclosure controls and procedures based on our
evaluation as of the Evaluation Date;
(5) The registrant's other certifying officers and I have disclosed, based on
our most recent evaluation, to the registrant's auditors and the audit committee
of registrant's board of directors (or persons performing the equivalent
function):
a) all significant deficiencies in the design or operation of internal
controls which could adversely affect the registrant's ability to
record, process, summarize and report financial data and have
identified for the registrant's auditors any material weaknesses in
internal controls; and
b) any fraud, whether material or not material, that involves management
or other employees who have a significant role in the registrant's
internal controls; and
(6) The registrant's other certifying officers and I have indicated in this
quarterly report whether or not there was significant changes in internal
controls or in other factors that could significantly affect internal controls
subsequent to the date of our most recent evaluation, including any corrective
actions with regard to significant deficiencies and material weaknesses.
Date: May 12, 2003 /s/ Niles Cole
-------------------- --------------------------------
Niles Cole
Vice President and
Principal Financial Officer and
Principal Accounting Officer
18