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 June 30, 2015.

 

¨	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 000-28249

 

 

AMERINST INSURANCE GROUP, LTD.

(Exact Name of Registrant as Specified in its Charter)

 

 

 

BERMUDA		98-0207447
(State or other jurisdiction of Incorporation or Organization)		(I.R.S. Employer Identification No.)
c/o Cedar Management Limited 25 Church Street, Continental Building P.O. Box HM 1601, Hamilton, Bermuda		HMGX
(Address of Principal Executive Offices)		(Zip Code)

(441) 295-6015

(Telephone number)

 

 

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 by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T (§232.405 of this chapter) during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).    Yes  x    No  ¨

Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, or a smaller reporting company. See the definitions of “accelerated filer,” “large accelerated filer” and “smaller reporting company” in Rule 12b-2 of the Exchange Act.

 

Large accelerated filer		¨		Accelerated filer		¨
Non-accelerated filer		¨  (Do not check if a smaller reporting company)		Smaller reporting company		x

Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act).    YES  ¨    NO  x.

As of August 1, 2015, the Registrant had 995,253 common shares, $1.00 par value per share, outstanding.

 

 

 

---

Introductory Note

Caution Concerning Forward-Looking Statements

Certain statements contained in this Form 10-Q, or otherwise made by our officers, including statements related to our future performance, our outlook for our businesses and respective markets, projections, statements of our management’s plans or objectives, forecasts of market trends and other matters, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, and contain information relating to us that is based on the beliefs of our management as well as assumptions made by, and information currently available to, our management. The words “expect,” “believe,” “may,” “could,” “should,” “would,” “estimate,” “anticipate,” “intend,” “plan,” “target,” “goal” and similar expressions as they relate to us or our management are intended to identify forward-looking statements. Such statements reflect our management’s current views with respect to future events and are subject to certain risks, uncertainties and assumptions that could cause actual results to differ materially from those reflected in any forward-looking statements. Our actual future results may differ materially from those set forth in our forward-looking statements. Factors that might cause such actual results to differ materially from those reflected in any forward-looking statements include, but are not limited to the factors discussed in detail in Item 2, “Management’s Discussion and Analysis of Financial Condition and Results of Operations” in this Form 10-Q, as well as:

 

•

our ability to generate increased revenues and positive earnings in future periods;

 

•

the occurrence of catastrophic events with a frequency or severity exceeding our expectations;

 

•

subjection of our non-U.S. companies to regulation and/or taxation in the United States;

 

•

a decrease in the level of demand for professional liability insurance and reinsurance or an increase in the supply of professional liability insurance and reinsurance capacity;

 

•

our ability to meet the performance goals and metrics set forth in our business plan without a significant depletion of our cash resources while maintaining sufficient capital levels;

 

•

a worsening of the current global economic market conditions and changing rates of inflation and other economic conditions;

 

•

the effects of security breaches, cyber-attacks or computer viruses that may affect our computer systems or those of our customers;

 

•

increased competitive pressures, including the consolidation and increased globalization of reinsurance providers;

 

•

actual losses and loss expenses exceeding our loss reserves, which are necessarily based on the actuarial and statistical projections of ultimate losses;

 

•

increased rate pressure on premiums;

 

•

adequacy of our risk management and loss limitation methods;

 

•

the successful integration of businesses we may acquire or new business ventures we may start;

 

•

acts of terrorism, political unrest, outbreak of war and other hostilities or other non-forecasted and unpredictable events;

 

•

compliance with and changes in the legal or regulatory environments in which we operate; and

 

•

other risks, including those risks identified in any of our other filings with the Securities and Exchange Commission.

The foregoing review of important factors should not be construed as exhaustive and should be read in conjunction with other cautionary statements that are included herein. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect our management’s analysis only as of the date they are made. We undertake no obligation to release publicly the results of any future revisions we may make to forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

 

2

---

Part I—FINANCIAL INFORMATION

 

Item 1.

Financial Statements.

AMERINST INSURANCE GROUP, LTD.

CONDENSED CONSOLIDATED BALANCE SHEETS

(Unaudited, expressed in U.S. dollars)

 

		As of June 30, 2015				As of December 31, 2014
ASSETS
INVESTMENTS
Fixed maturity investments, available for sale, at fair value (amortized cost $5,933,835 and $6,363,646)		$	6,021,929			$	6,442,549
Equity securities, available for sale, at fair value (cost $10,058,221 and $9,310,880)			14,742,078				14,497,958
TOTAL INVESTMENTS			20,764,007				20,940,507
Cash and cash equivalents			3,570,228				2,723,369
Restricted cash and cash equivalents			1,019,882				1,110,372
Other invested assets			1,470,000				1,470,000
Assumed reinsurance balances receivable			826,390				837,712
Accrued investment income			52,295				53,409
Property and equipment			207,786				291,983
Deferred policy acquisition costs			951,868				768,259
Prepaid expenses and other assets			927,375				834,067
TOTAL ASSETS		$	29,789,831			$	29,029,678
LIABILITIES AND SHAREHOLDERS’ EQUITY
LIABILITIES
Unpaid losses and loss adjustment expenses		$	5,409,289			$	4,177,277
Unearned premium			2,572,609				2,076,370
Assumed reinsurance balances payable			159,602				28,533
Accrued expenses and other liabilities			2,300,800				2,409,771
TOTAL LIABILITIES		$	10,442,300			$	8,691,951
SHAREHOLDERS’ EQUITY
Common shares, $1 par value, 2015 and 2014: 2,000,000 shares authorized, 995,253 issued and outstanding		$	995,253			$	995,253
Additional paid-in capital			6,287,293				6,287,293
Retained earnings			15,360,306				15,926,472
Accumulated other comprehensive income			4,771,951				5,265,981
Shares held by Subsidiary (337,587 and 339,862 shares) at cost			(8,067,272	)			(8,137,272	)
TOTAL SHAREHOLDERS’ EQUITY			19,347,531				20,337,727
TOTAL LIABILITIES AND SHAREHOLDERS’ EQUITY		$	29,789,831			$	29,029,678

 

See the accompanying notes to the unaudited condensed consolidated financial statements.

 

3

---

AMERINST INSURANCE GROUP, LTD.

CONDENSED CONSOLIDATED STATEMENTS OF

OPERATIONS, COMPREHENSIVE LOSS

AND RETAINED EARNINGS

(Unaudited, expressed in U.S. dollars)

 

		Six Months Ended June 30, 2015				Six Months Ended June 30, 2014				Three Months Ended June 30, 2015				Three Months Ended June 30, 2014
REVENUE
Net premiums earned		$	2,537,487			$	1,649,043			$	1,311,624			$	863,570
Commission income			1,456,816				959,935				717,998				460,809
Net investment income			130,477				144,209				77,815				79,519
Net realized gain (loss) on investments			457,196				1,021,893				(56,470	)			225,158
TOTAL REVENUE			4,581,976				3,775,080				2,050,967				1,629,056
LOSSES AND EXPENSES
Losses and loss adjustment expenses			1,662,054				1,047,142				859,114				548,367
Policy acquisition costs			938,874				610,148				485,303				319,522
Operating and management expenses			2,395,423				2,368,855				1,233,070				1,225,258
TOTAL LOSSES AND EXPENSES			4,996,351				4,026,145				2,577,487				2,093,147
NET LOSS BEFORE TAX			(414,375	)			(251,065	)			(526,520	)			(464,091	)
Income tax expense			—				—				—				—
NET LOSS AFTER TAX		$	(414,375	)		$	(251,065	)		$	(526,520	)		$	(464,091	)
OTHER COMPREHENSIVE (LOSS) INCOME
Net unrealized holding (losses) gains arising during the period			(36,834	)			1,108,873				(961	)			607,150
Reclassification adjustment for gains (losses) included in net loss			(457,196	)			(1,021,893	)			56,470				(225,158	)
OTHER COMPREHENSIVE (LOSS) INCOME			(494,030	)			86,980				55,509				381,992
COMPREHENSIVE LOSS		$	(908,405	)		$	(164,085	)		$	(471,011	)		$	(82,099	)
RETAINED EARNINGS, BEGINNING OF PERIOD		$	15,926,472			$	15,670,012			$	15,886,826			$	15,717,120
Net loss			(414,375	)			(251,065	)			(526,520	)			(464,091	)
Dividends			(151,791	)			(165,918	)			—				—
RETAINED EARNINGS, END OF PERIOD		$	15,360,306			$	15,253,029			$	15,360,306			$	15,253,029
Per share amounts
Basic and diluted (loss) income		$	(0.63	)		$	(0.38	)		$	(0.80	)		$	(0.70	)
Dividends		$	0.25			$	0.25			$	0.00			$	0.00
Weighted average number of shares outstanding for the entire period (for basic and diluted)			656,149				664,402				656,529				664,765

 

See the accompanying notes to the unaudited condensed consolidated financial statements.

 

4

---

AMERINST INSURANCE GROUP, LTD.

CONDENSED CONSOLIDATED STATEMENTS OF CASH FLOWS

(Unaudited, expressed in U.S. dollars)

 

		Six Months Ended June 30, 2015				Six Months Ended June 30, 2014
CASH FLOWS FROM OPERATING ACTIVITIES
Net Cash provided by (used in) Operating Activities		$	788,305			$	(468,773	)
CASH FLOWS FROM INVESTING ACTIVITIES
Movement in restricted cash and cash equivalents			90,490				(109,420	)
Purchases of property and equipment			—				(29,700	)
Purchases of available-for-sale securities			(2,106,939	)			(1,567,594	)
Proceeds from sales of available-for-sale securities			1,816,794				1,809,460
Proceeds from redemptions of fixed maturity investments			—				125,226
Proceeds from maturities of fixed maturity investments			410,000				445,000
Net Cash provided by Investing Activities			210,345				672,972
CASH FLOWS FROM FINANCING ACTIVITIES
Dividends paid			(151,791	)			(165,918	)
Net Cash used in Financing Activities			(151,791	)			(165,918	)
NET INCREASE IN CASH AND CASH EQUIVALENTS			846,859				38,281
CASH AND CASH EQUIVALENTS, BEGINNING OF PERIOD		$	2,723,369			$	2,333,806
CASH AND CASH EQUIVALENTS, END OF PERIOD		$	3,570,228			$	2,372,087

 

 

See the accompanying notes to the unaudited condensed consolidated financial statements.

 

5

---

AMERINST INSURANCE GROUP, LTD.

NOTES TO UNAUDITED CONDENSED CONSOLIDATED FINANCIAL STATEMENTS

June 30, 2015

1. BASIS OF PREPARATION AND CONSOLIDATION

The condensed consolidated financial statements included herein have been prepared by AmerInst Insurance Group, Ltd. (“AmerInst”) without audit, pursuant to the rules and regulations of the Securities and Exchange Commission (the “Commission”). These financial statements reflect all adjustments consisting of normal recurring accruals, which are, in the opinion of management, necessary for a fair presentation of our financial position and results of operations as of the end of and for the periods presented in accordance with accounting principles generally accepted in the United States of America (“U.S. GAAP”). All intercompany transactions and balances have been eliminated on consolidation. These statements are condensed and do not incorporate all the information required under U.S. GAAP to be included in a full set of financial statements. In these notes, the terms “we”, “us”, “our” or the “Company” refer to AmerInst and its subsidiaries. These condensed statements should be read in conjunction with the audited consolidated financial statements at and for the year ended December 31, 2014 and notes thereto, included in AmerInst’s Annual Report on Form 10-K for the year then ended.

New Accounting Pronouncements

There were no recently issued accounting pronouncements that had a material impact on the Company’s financial statements or disclosures.

 

6

---

2. INVESTMENTS

The cost or amortized cost, gross unrealized holding gains and losses, and estimated fair value of the Company’s fixed maturity investments, by major security type, and equity securities as of June 30, 2015 and December 31, 2014 are as follows:

 

		Cost or Amortized Cost				Gross Unrealized Gains				Gross Unrealized Losses				Estimated Fair Value
As of June 30, 2015
Fixed maturity investments:
U.S. government agency securities		$	447,980			$	6,795			$	—			$	454,775
Obligations of states and political subdivisions			5,174,835				81,597				(10,245	)			5,246,187
Corporate debt securities			311,020				9,947				—				320,967
Total fixed maturity investments			5,933,835				98,339				(10,245	)			6,021,929
Equity securities			9,058,221				4,105,644				(161,408	)			13,002,457
Hedge fund			1,000,000				739,621				—				1,739,621
Total equity securities			10,058,221				4,845,265				(161,408	)			14,742,078
Total investments		$	15,992,056			$	4,943,604			$	(171,653	)		$	20,764,007
		Cost or Amortized Cost				Gross Unrealized Gains				Gross Unrealized Losses				Estimated Fair Value
As of December 31, 2014
Fixed maturity investments:
U.S. government agency securities		$	447,722			$	3,637			$	—			$	451,359
Obligations of states and political subdivisions			5,601,616				85,978				(22,093	)			5,665,501
Corporate debt securities			314,308				11,381				—				325,689
Total fixed maturity investments			6,363,646				100,996				(22,093	)			6,442,549
Equity securities			8,310,880				4,559,699				(62,458	)			12,808,121
Hedge fund			1,000,000				689,837				—				1,689,837
Total equity securities			9,310,880				5,249,536				(62,458	)			14,497,958
Total investments		$	15,674,526			$	5,350,532			$	(84,551	)		$	20,940,507

 

7

---

The following tables summarize the Company’s fixed maturity and equity securities in an unrealized loss position and the aggregate fair value and gross unrealized loss by length of time the security has continuously been in an unrealized loss position:

 

		12 months or greater								Less than 12 months								Total
		Estimated Fair Value				Unrealized Losses				Estimated Fair Value				Unrealized Losses				Estimated Fair Value				Unrealized Losses
As of June 30, 2015
Fixed maturity investments:
U.S. government agency securities		$	—			$	—			$	—			$	—			$	—			$	—
Obligations of states and political subdivisions			1,713,522				(9,638	)			249,393				(607	)			1,962,915				(10,245	)
Corporate debt securities			—				—				—				—				—				—
Total fixed maturity investments			1,713,522				(9,638	)			249,393				(607	)			1,962,915				(10,245	)
Equity securities			—				—				1,978,975				(161,408	)			1,978,975				(161,408	)
Hedge fund			—				—				—				—				—				—
Total equity securities			—				—				1,978,975				(161,408	)			1,978,975				(161,408	)
Total investments		$	1,713,522			$	(9,638	)		$	2,228,368			$	(162,015	)		$	3,941,890			$	(171,653	)
		12 months or greater								Less than 12 months								Total
		Estimated Fair Value				Unrealized Losses				Estimated Fair Value				Unrealized Losses				Estimated Fair Value				Unrealized Losses
As of December 31, 2014
Fixed maturity investments:
U.S. government agency securities		$	—			$	—			$	—			$	—			$	—			$	—
Obligations of states and political subdivisions			2,373,133				(22,093	)			—				—				2,373,133				(22,093	)
Corporate debt securities			—				—				—				—				—				—
Total fixed maturity investments			2,373,133				(22,093	)			—				—				2,373,133				(22,093	)
Equity securities			—				—				1,159,287				(62,458	)			1,159,287				(62,458	)
Hedge fund			—				—				—				—				—				—
Total equity securities			—				—				1,159,287				(62,458	)			1,159,287				(62,458	)
Total investments		$	2,373,133			$	(22,093	)		$	1,159,287			$	(62,458	)		$	3,532,420			$	(84,551	)

As of June 30, 2015 and December 31, 2014, there were 31 and 23 securities in an unrealized loss position with an estimated fair value of $3,941,890 and $3,532,420, respectively. As of June 30, 2015 and December 31, 2014, six and nine of these securities had been in an unrealized loss position for 12 months or greater, respectively. As of June 30, 2015 and December 31, 2014, none of these securities were considered to be other-than-temporarily impaired. The Company has the intent to hold these securities to maturity and it is not more likely than not that the Company will be required to sell these securities before their fair values recover above the adjusted cost. The unrealized losses from these securities were not as a result of credit, collateral or structural issues.

At June 30, 2015 and December 31, 2014, the Company had investments in certificates of deposit (“CD”) in the amount of $1,470,000 comprised of fully insured time deposits placed with Federal Deposit Insurance Corporation (“FDIC”) insured commercial banks and savings associations. The FDIC, an independent agency of the United States government, protects depositors up to an amount of $250,000 per depositor, per insured institution. FDIC insurance is backed by the full faith and credit of the United States government. The stated interest rate of an FDIC insured CD varies greatly among commercial banks and savings associations, depending on the term of the CD and the institution’s need for funding. The liquidity of “marketable” CDs is marginal, even though they are assigned an FDIC number, a CUSIP number and are held in book-entry form through the Depository Trust Company. Depending on market liquidity and conditions, the bid price for an FDIC insured CD would reflect the supply of and the demand for deposits of the particular bank or savings association, as well as prevailing interest rates, the remaining term of the deposit, specific features of the CD, and compensation of the broker arranging the sale of the CD. These time deposits have maturities ranging from less than one to three years and are classified as other invested assets on the Company’s condensed consolidated balance sheet.

 

8

---

Other-Than-Temporary Impairment Process

The Company assesses whether declines in the fair value of its fixed maturity investments classified as available-for-sale represent impairments that are other-than-temporary by reviewing each fixed maturity investment that is impaired and (1) determining if the Company has the intent to sell the fixed maturity investment or if it is more likely than not that the Company will be required to sell the fixed maturity investment before its anticipated recovery; and (2) assessing whether a credit loss exists, that is, where the Company expects that the present value of the cash flows expected to be collected from the fixed maturity investment are less than the amortized cost basis of the investment.

The Company had no planned sales of its fixed maturity investments classified as available-for-sale that were in an unrealized loss position at June 30, 2015. In assessing whether it is more likely than not that the Company will be required to sell a fixed maturity investment before its anticipated recovery, the Company considers various factors including its future cash flow requirements, legal and regulatory requirements, the level of its cash, cash equivalents, short term investments and fixed maturity investments available for sale in an unrealized gain position, and other relevant factors. For the six months ended June 30, 2015, the Company did not recognize any other-than-temporary impairments due to sales.

In evaluating credit losses, the Company considers a variety of factors in the assessment of a fixed maturity investment including: (1) the time period during which there has been a significant decline below cost; (2) the extent of the decline below cost and par; (3) the potential for the fixed maturity investment to recover in value; (4) an analysis of the financial condition of the issuer; (5) the rating of the issuer; and (6) failure of the issuer of the fixed maturity investment to make scheduled interest or principal payments.

Equity securities are reviewed on a regular basis to determine if they have sustained an impairment of value that is considered to be other than temporary. Several factors are considered in the assessment of an investment, which include (i) the extent of the decline below cost, and (ii) the potential for the security to recover in value.

If we conclude a security is other-than-temporarily impaired, we write down the amortized cost of the security to fair value, with a charge to net realized investment gains (losses) in the Consolidated Statement of Operations. Gross unrealized losses on the investment portfolio as of June 30, 2015 and December 31, 2014, relating to seven and nine fixed maturity securities, amounted to $10,245 and $22,093, respectively, and 24 and 14 equity securities, amounted to $161,408 and $62,458, respectively. The unrealized losses on these available for sale fixed maturity securities were not as a result of credit, collateral or structural issues. During the six months ended and three months ended June 30, 2015, the Company recorded a total other-than-temporary impairment charge of $238,820 and $91,177 on three and two equity securities, respectively, as a result of the decline in fair value below cost. During the six months ended and three months ended June 30, 2014, the Company recorded a total other-than-temporary impairment charge of $2,236 and $1,890 on two and one equity securities, respectively, as a result of the decline in fair value below cost.

Fair Value of Investments

Under existing U.S. GAAP, we are required to recognize certain assets at their fair value in our consolidated balance sheets. This includes our fixed maturity investments and equity securities. In accordance with the Fair Value Measurements and Disclosures Topic of Financial Accounting Standards Board’s Accounting Standards Codification (“ASC”) 820, fair value is defined as the price that would be received to sell an asset or paid to transfer a liability in an orderly transaction between market participants at the measurement date. ASC 820 establishes a three-level valuation hierarchy for disclosure of fair value measurements. The valuation hierarchy is based upon whether the inputs to the valuation of an asset or liability are observable or unobservable in the market at the measurement date, with quoted market prices being the highest level (Level 1) and unobservable inputs being the lowest level (Level 3). A fair value measurement will fall within the level of the hierarchy based on the inputs that are significant to determining such measurement. The three levels are defined as follows:

 

•

Level 1: Observable inputs to the valuation methodology that are quoted prices (unadjusted) for identical assets or liabilities in active markets.

 

•

Level 2: Observable inputs to the valuation methodology other than quoted market prices (unadjusted) for identical assets or liabilities in active markets. Level 2 inputs include quoted prices for similar assets and liabilities in active markets, quoted prices for identical assets and liabilities in markets that are not active and inputs other than quoted prices that are observable for the asset or liability, either directly or indirectly, for substantially the full term of the asset or liability.

 

•

Level 3: Inputs to the valuation methodology that are unobservable for the asset or liability.

 

9

---

At each measurement date, we estimate the fair value of the security using various valuation techniques. We utilize, to the extent available, quoted market prices in active markets or observable market inputs in estimating the fair value of our investments. When quoted market prices or observable market inputs are not available, we utilize valuation techniques that rely on unobservable inputs to estimate the fair value of investments. The following describes the valuation techniques we used to determine the fair value of investments held as of June 30, 2015 and December 31, 2014 and what level within the fair value hierarchy each valuation technique resides:

 

•

U.S. government agency securities: Comprised primarily of bonds issued by the Federal Home Loan Bank, the Federal Home Loan Mortgage Corporation, Federal Farm Credit Bank and the Federal National Mortgage Association. The fair values of U.S. government agency securities are priced using the spread above the risk-free U.S. Treasury yield curve. As the yields for the risk-free U.S. Treasury yield curve are observable market inputs, the fair values of U.S. government agency securities are classified as Level 2 in the fair value hierarchy. AmerInst considers a liquid market to exist for these types of securities held. Broker quotes are not used for fair value pricing.

 

•

Obligations of state and political subdivisions: Comprised of fixed income obligations of state and local governmental municipalities. The fair values of these securities are based on quotes and current market spread relationships, and are classified as Level 2 in the fair value hierarchy. AmerInst considers a liquid market to exist for these types of securities held. Broker quotes are not used for fair value pricing.

 

•

Corporate debt securities: Comprised of bonds issued by corporations. The fair values of these securities are based on quotes and current market spread relationships, and are classified as Level 2 in the fair value hierarchy. AmerInst considers a liquid market to exist for these types of securities held. Broker quotes are not used for fair value pricing.

 

•

Equity securities, at fair value: Comprised primarily of investments in the common stock of publicly traded companies in the U.S. All of the Company’s equities are classified as Level 1 in the fair value hierarchy. The Company receives prices based on closing exchange prices from independent pricing sources to measure fair values for the equities.

 

•

Hedge fund: Comprised of a hedge fund whose objective is to seek attractive long-term returns with lower volatility by investing in a range of diversified investment strategies. The fund invests in a diversified pool of hedge fund managers, generally across six different strategies: long/short equities, long/short credit, macro, multi-strategy opportunistic, event-driven, and portfolio hedge. The fair value of the hedge fund is based on the net asset value of the fund as reported by the external fund manager. The use of net asset value as an estimate of the fair value for investments in certain entities that calculate net asset value is a permitted practical expedient. The fair value of our hedge fund is classified as Level 3 in the fair value hierarchy.

While we obtain pricing from independent pricing services, management is ultimately responsible for determining the fair value measurements for all securities. To ensure fair value measurement is applied consistently and in accordance with U.S. GAAP, we periodically update our understanding of the pricing methodologies used by the independent pricing services. We also undertake further analysis with respect to prices we believe may not be representative of fair value under current market conditions. Our review process includes, but is not limited to: (i) initial and ongoing evaluation of the pricing methodologies and valuation models used by outside parties to calculate fair value; (ii) quantitative analysis; (iii) a review of multiple quotes obtained in the pricing process and the range of resulting fair values for each security, if available, and (iv) randomly selecting purchased or sold securities and comparing the executed prices to the fair value estimates provided by the independent pricing sources.

There have been no material changes to our valuation techniques from what was used as of December 31, 2014. Since the fair value of a security is an estimate of what a willing buyer would pay for such security if we sold it, we cannot know the ultimate value of our securities until they are sold. We believe the valuation techniques utilized provide us with a reasonable estimate of the price that would be received if we were to sell our assets or transfer our liabilities in an orderly market transaction between participants at the measurement date. The following tables show the fair value of the Company’s investments in accordance with ASC 820 as of June 30, 2015 and December 31, 2014:

 

10

---

		Carrying amount				Total fair value				Fair value measurement using:
										Quoted prices in active markets (Level 1)				Significant other observable inputs (Level 2)				Significant unobservable inputs (Level 3)
As of June 30, 2015
U.S. government agency securities		$	454,775			$	454,775			$	—			$	454,775			$	—
Obligations of state and political subdivisions			5,246,187				5,246,187								5,246,187
Corporate debt securities			320,967				320,967								320,967
Total fixed maturity investments			6,021,929				6,021,929
Equity securities (excluding the hedge fund)			13,002,457				13,002,457				13,002,457
Hedge fund			1,739,621				1,739,621												1,739,621
Total equity securities			14,742,078				14,742,078
Total investments		$	20,764,007			$	20,764,007			$	13,002,457			$	6,021,929			$	1,739,621

 

		Carrying amount				Total fair value				Fair value measurement using:
										Quoted prices in active markets (Level 1)				Significant other observable inputs (Level 2)				Significant unobservable inputs (Level 3)
As of December 31, 2014
U.S. government agency securities		$	451,359			$	451,359			$	—			$	451,359			$	—
Obligations of state and political subdivisions			5,665,501				5,665,501								5,665,501
Corporate debt securities			325,689				325,689								325,689
Total fixed maturity investments			6,442,549				6,442,549
Equity securities (excluding the hedge fund)			12,808,121				12,808,121				12,808,121
Hedge fund			1,689,837				1,689,837												1,689,837
Total equity securities			14,497,958				14,497,958
Total investments		$	20,940,507			$	20,940,507			$	12,808,121			$	6,442,549			$	1,689,837

There were no transfers between Levels 1 and 2 during the six months ended June 30, 2015 and the year ended December 31, 2014.

The following table presents a reconciliation of the beginning and ending balance of investments measured at fair value on a recurring basis using significant unobservable (Level 3) inputs for the six months ended June 30, 2015 and 2014:

 

		Hedge Fund Investment Six Months ended
		June 30, 2015				June 30, 2014
Balance classified as Level 3, beginning of period		$	1,689,837			$	1,631,600
Total gains or losses included in earnings			—				—
Change in fair value of hedge fund investment			49,784				25,093
Purchases			—				—
Sales			—				—
Transfers in and/or out of Level 3			—				—
Ending balance, end of period		$	1,739,621			$	1,656,693

There were no transfers into or from Level 3 during the six months ended June 30, 2015 and 2014.

 

11

---

The following table presents a reconciliation of the beginning and ending balance of investments measured at fair value on a recurring basis using significant unobservable (Level 3) inputs for the three months ended June 30, 2015 and 2014:

 

		Hedge Fund Investment Three Months ended
		June 30, 2015				June 30, 2014
Balance classified as Level 3, beginning of period		$	1,723,154			$	1,659,295
Total gains or losses included in earnings			—				—
Change in fair value of hedge fund investment			16,467				(2,602	)
Purchases			—				—
Sales			—				—
Transfers in and/or out of Level 3			—				—
Ending balance, end of period		$	1,739,621			$	1,656,693

There were no transfers into or from Level 3 during the three months ended June 30, 2015 and 2014.

 

12

---

The cost or amortized cost and estimated fair value of fixed maturity investments as of June 30, 2015 and December 31, 2014 by contractual maturity are shown below. Expected maturities may differ from contractual maturities as borrowers may have the right to call or prepay obligations without penalties.

 

		Amortized Cost				Estimated Fair Value
As of June 30, 2015
Due in one year or less		$	954,913			$	961,355
Due after one year through five years			4,574,810				4,657,893
Due after five years through ten years			227,851				227,983
Due after ten years			176,261				174,698
Total		$	5,933,835			$	6,021,929
		Amortized Cost				Estimated Fair Value
As of December 31, 2014
Due in one year or less		$	660,269			$	665,201
Due after one year through five years			5,077,084				5,157,518
Due after five years through ten years			447,167				443,984
Due after ten years			179,126				175,846
Total		$	6,363,646			$	6,442,549

Information on sales and maturities of investments during the six months ended June 30, 2015 and 2014 are as follows:

 

		June 30, 2015				June 30, 2014
Total proceeds on sales of available-for-sale securities		$	1,816,794			$	1,809,460
Proceeds from redemptions of fixed maturity investments			—				125,226
Total proceeds from maturities of fixed maturity investments			410,000				445,000
Gross gains on sales			699,941				1,024,129
Gross losses on sales			(3,925	)			—
Impairment losses			(238,820	)			(2,236	)

Information on sales and maturities of investments during the three months ended June 30, 2015 and 2014 are as follows:

 

		June 30, 2015				June 30, 2014
Total proceeds on sales of available-for-sale securities		$	600,453			$	255,589
Proceeds from redemptions of fixed maturity investments			—				125,226
Total proceeds from maturities of fixed maturity investments			410,000				445,000
Gross gains on sales			38,632				227,048
Gross losses on sales			(3,925	)			—
Impairment losses			(91,177	)			(1,890	)

Major categories of net investment income during the six months ended June 30, 2015 and 2014 are summarized as follows:

 

		June 30, 2015				June 30, 2014
Interest earned:
Fixed maturity investments		$	88,041			$	124,569
Short term investments and cash and cash equivalents			908				266
Dividends earned			109,414				84,146
Investment expenses			(67,886	)			(64,772	)
Net investment income		$	130,477			$	144,209

 

13

---

Major categories of net investment income during the three months ended June 30, 2015 and 2014 are summarized as follows:

 

		June 30, 2015				June 30, 2014
Interest earned:
Fixed maturity investments		$	43,489			$	61,074
Short term investments and cash and cash equivalents			448				105
Dividends earned			68,192				51,150
Investment expenses			(34,314	)			(32,810	)
Net investment income		$	77,815			$	79,519

3. SEGMENT INFORMATION

AmerInst has two reportable segments: (1) reinsurance activity, which also includes investments and other activities, and (2) insurance activity, which offers professional liability solutions to professional service firms under the Agency Agreement with C&F, as defined in the “Overview” section below.

The tables below summarize the results of our reportable segments as of and for the six months ended June 30, 2015 and 2014.

 

		As of and for the Six Months Ended June 30,  2015
		Reinsurance Segment				Insurance Segment				Total
Revenues		$	3,124,314			$	1,457,662			$	4,581,976
Total losses and expenses			3,220,444				1,775,907				4,996,351
Segment loss			(96,130	)			(318,245	)			(414,375	)
Identifiable assets			—				207,786				207,786
		As of and for the Six Months Ended June 30,  2014
		Reinsurance Segment				Insurance Segment				Total
Revenues		$	2,814,898			$	960,182			$	3,775,080
Total losses and expenses			2,416,686				1,609,459				4,026,145
Segment income (loss)			398,212				(649,277	)			(251,065	)
Identifiable assets			—				403,697				403,697

The tables below summarize the results of our reportable segments as of and for the three months ended June 30, 2015 and 2014.

 

		As of and for the Three Months Ended June 30,  2015
		Reinsurance Segment				Insurance Segment				Total
Revenues		$	1,332,557			$	718,410			$	2,050,967
Total losses and expenses			1,696,402				881,085				2,577,487
Segment loss			(363,845	)			(162,675	)			(526,520	)
Identifiable assets			—				207,786				207,786
		As of and for the Three Months Ended June 30,  2014
		Reinsurance Segment				Insurance Segment				Total
Revenues		$	1,168,148			$	460,908			$	1,629,056
Total losses and expenses			1,279,625				813,522				2,093,147
Segment loss			(111,477	)			(352,614	)			(464,091	)
Identifiable assets			—				403,697				403,697

 

 

14

---

4. STOCK COMPENSATION

AmerInst Professional Services, Limited (“APSL”), a subsidiary of AmerInst, has employment agreements with four key members of senior management, including one of our named executive officers, Kyle Nieman, the President of APSL, which grant them phantom shares of the Company. Under these agreements, these employees were initially granted an aggregate of 75,018 phantom shares of the Company on the date of their employment, subject to certain vesting requirements. The phantom shares are eligible for phantom dividends payable at the same rate as regular dividends on the Company’s common shares. The phantom dividends may be used only to purchase additional phantom shares with the purchase price of such phantom shares being the net book value of the Company’s actual common shares as of the end of the previous quarter. During the three months ended June 30, 2015, no phantom shares were granted because no dividends were declared on the Company’s common shares. During the six months ended June 30, 2015, 659 phantom shares were granted, arising from the dividends declared on the Company’s common shares. 82,456 phantom shares were outstanding at June 30, 2015.

For three of these employees, including Mr. Nieman, the phantom shares initially granted, as well as any additional shares granted from dividends declared, vested on January 1, 2015. For the fourth employee, the phantom shares initially granted, as well as any additional shares granted from dividends declared, will vest on January 1, 2018. The liability payable to these employees under the phantom share agreements is equal to the value of the phantom shares based on the net book value of the Company’s actual common shares at the end of the previous quarter less the value of phantom shares initially granted and is payable in cash upon the earlier of the employee attaining 65 years of age or within 60 days of such employee’s death or permanent disability, including if such death or permanent disability occurred before January 1, 2015 for three of these employees and occurs before January 1, 2018 for the fourth employee.

The liability relating to these phantom shares is recalculated quarterly based on the net book value of the Company’s common shares at the end of each quarter. As a result of the overall decrease in the net book value of the Company’s common shares since the grant dates, no liability has been recorded by the Company relating to these phantom shares at June 30, 2015.

 

Item 2.

Management’s Discussion and Analysis of Financial Condition and Results of Operations

Management’s discussion and analysis (“MD&A”) provides supplemental information, which sets forth the major factors that have affected our financial condition and results of operation and should be read in conjunction with our condensed consolidated financial statements and notes thereto included in this Form 10-Q.

Certain statements contained in this Form 10-Q, including this MD&A section, are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995, and contain information relating to us that is based on the beliefs of our management as well as assumptions made by, and information currently available to, our management. The words “expect,” “believe,” “may,” “could,” “should,” “would,” “estimate,” “anticipate,” “intend,” “plan,” “target,” “goal” and similar expressions as they relate to us or our management are intended to identify forward-looking statements.

All forward-looking statements, by their nature, are subject to risks and uncertainties. Our actual future results may differ materially from those set forth in our forward-looking statements. Please see the Introductory Note and Item 1A “Risk Factors” of our 2014 Annual Report on Form 10-K, as updated in our subsequent quarterly reports filed on Form 10-Q, and in our other filings made from time to time with the Commission after the date of this report for a discussion of factors that could cause our actual results to differ materially from those in the forward-looking statements. However, the risk factors listed in Item 1A “Risk Factors” or discussed in this Form 10-Q should not be construed as exhaustive and should be read in conjunction with other cautionary statements that are included herein. Readers are cautioned not to place undue reliance on these forward-looking statements, which reflect our management’s analysis only as of the date they are made. We undertake no obligation to release publicly the results of any future revisions we may make to forward-looking statements to reflect events or circumstances after the date hereof or to reflect the occurrence of unanticipated events.

The following discussion addresses our financial condition and results of operations for the periods and as of the dates indicated.

OVERVIEW

Unless otherwise indicated by the context in this quarterly report, we refer to AmerInst Insurance Group, Ltd. and its subsidiaries as the “Company,” “AmerInst,” “we” or “us.” “AMIC Ltd.” means AmerInst’s wholly owned subsidiary, AmerInst Insurance Company, Ltd. “APSL” means AmerInst Professional Services, Limited, a Delaware corporation and wholly owned subsidiary of AmerInst Mezco, Ltd. which is a wholly owned subsidiary of AmerInst. “Investco” means AmerInst Investment Company, Ltd., a wholly owned subsidiary of AMIC Ltd. Our principal offices are c/o Cedar Management Limited, 25 Church Street, Continental Building, P.O. Box HM 1601, Hamilton, Bermuda, HM GX.

AmerInst Insurance Group, Ltd. is a Bermuda holding company formed in 1998 that provides insurance protection for professional service firms and engages in investment activities. AmerInst has two reportable segments: (1) reinsurance activity, which includes investments and other activities, and (2) insurance activity, which offers professional liability solutions to professional service firms. The revenues of the reinsurance activity reportable segment and the insurance activity reportable segment were $3,124,314 and $1,457,662 for the six months ended June 30, 2015 compared to $2,814,898 and $960,182 for the six months ended June 30, 2014, respectively. The revenues for both reportable segments were derived from business operations in the United States other than interest income on bank accounts maintained in Bermuda.

 

15

---

Entry into Agency Agreement

On September 25, 2009, APSL entered into an agency agreement (the “Agency Agreement”) with The North River Insurance Company, United States Fire Insurance Company, Crum & Forster Indemnity Company, Crum and Forster Insurance Company, and Crum & Forster Specialty Insurance Company (collectively, “C&F”) pursuant to which C&F appointed APSL as its exclusive agent for the purposes of soliciting, underwriting, quoting, binding, issuing, cancelling, non-renewing and endorsing accountants’ professional liability and lawyers’ professional liability insurance coverage in all 50 states of the United States and the District of Columbia. The initial term of the Agency Agreement was for four years with automatic one-year renewals thereafter. The Agency Agreement automatically renewed on September 25, 2014.

Entry into Reinsurance Agreement

We conduct our reinsurance business through AMIC Ltd., our subsidiary, which is a registered insurer in Bermuda. On September 25, 2009, AMIC Ltd. entered into a professional liability quota share agreement with C&F (the “Reinsurance Agreement”) pursuant to which C&F agreed to cede, and AMIC Ltd. agreed to accept as reinsurance, a 50% quota share of C&F’s liability under insurance written by APSL on behalf of C&F and classified by C&F as accountants’ professional liability and lawyers’ professional liability, subject to AMIC Ltd.’s surplus limitations. The term of the Reinsurance Agreement is continuous and may be terminated by either party for any reason on or not less than 120 days’ prior written notice.

Historical Relationship with CAMICO

From June 1, 2005 through May 31, 2009, we were a party to a reinsurance contract with CAMICO Mutual Insurance Company (“CAMICO”), a California-based writer of accountants’ professional liability business.

We decided not to renew the CAMICO contract and permitted the contract to expire pursuant to its terms on May 31, 2009. We remain potentially liable for claims related to coverage through May 31, 2009.

Third-party Managers and Service Providers

Cedar Management Limited provides the day-to-day services necessary for the administration of our business. Our agreement with Cedar Management Limited renewed for one year beginning January 1, 2015 and ending December 31, 2015. Mr. Stuart Grayston, our President, was formerly a director and officer of Cedar Management Limited. Mr. Thomas R. McMahon, our Treasurer and Chief Financial Officer, is a shareholder, officer, director and employee of Cedar Management Limited.

Mr. Lawrence Carlson, a certified public accountant and an independent contractor, provides the primary accounting functions to APSL. Our agreement with him, which was effective January 1, 2013, has no ending date but can be terminated by either party upon 30 days written notice.

The Country Club Bank of Kansas City, Missouri, provides portfolio management of fixed-income securities and directs our investments pursuant to guidelines approved by us. Harris Associates L.P., Aurora Investment Management, LLC and Tower Wealth Managers, Inc. provide discretionary investment advice with respect to our equity investments. We have retained Oliver Wyman, an independent casualty actuarial consulting firm, to render advice regarding actuarial matters.

RESULTS OF OPERATIONS

Six months ended June 30, 2015 compared to six months ended June 30, 2014

We recorded a net loss of $414,375 for the six months ended June 30, 2015 compared to a net loss of $251,065 for the same period in 2014. The decrease in net income was mainly attributable to the decrease in realized gains on investments net of impairment from $1,021,893 for the six months ended June 30, 2014 to $457,196 for the six months ended June 30, 2015 as a result of decreased sales of equity securities in an unrealized gain position during the first six months of 2015 compared to the same period in 2014 and to the increase in other-than-temporary impairment charges during the first six months of 2015 compared to the same period in 2014, partially offset by the increase in commission income from $959,935 for the six months ended June 30, 2014 to $1,456,816 for the six months ended June 30, 2015 as a result of a higher volume of premiums written under the Agency Agreement, as discussed in further detail below.

Our net premiums earned for the six months ended June 30, 2015 were $2,537,487 compared to $1,649,043 for the six months ended June 30, 2014, an increase of $888,444 or 53.9%. The net premiums earned for the six months ended June 30, 2015 and 2014 were attributable to cessions from C&F under the Reinsurance Agreement. The increase in net premiums earned under the Reinsurance Agreement during the first six months of 2015 compared to the same period in 2014 resulted from increased cessions from C&F in 2015, arising from a higher level of underwriting activity under the Agency Agreement due to the continued marketing of the program by APSL resulting in increasing penetration in targeted markets.

 

16

---

During the six months ended June 30, 2015 and 2014, we recorded commission income under the Agency Agreement of $1,456,816 and $959,935, respectively, an increase of $496,881 or 51.8%. This increase resulted from a higher volume of premiums written under the Agency Agreement in 2015.

We recorded net investment income of $130,477 for the six months ended June 30, 2015 compared to $144,209 for the six months ended June 30, 2014. The decline in net investment income is due primarily to (i) the reduction in the investment portfolio due to the disposition of certain fixed income and equity securities and (ii) lower yielding fixed income securities held in the Company’s investment portfolio during the six months ended June 30, 2015 compared to the same period in 2014. The annualized investment yield, calculated as total interest and dividends divided by the net average amount of total investments and cash and cash equivalents, was 1.0% for the six months ended June 30, 2015, compared to the 1.1% yield earned for the six months ended June 30, 2014.

Sales of securities during the six months ended June 30, 2015 resulted in realized gains on investments net of impairment of $457,196 compared to $1,021,893 for the six months ended June 30, 2014, a decrease of $564,697. The decrease in realized gains primarily related to decreased sales of equity securities in an unrealized gain position during the first six months of 2015 compared to the same period in 2014 and to the increase in other-than-temporary impairment charges during the first six months of 2015 compared to the same period in 2014. Increased positive cash flows attributable to the Reinsurance Agreement during 2015 has reduced the need to sell investments to fund operations.

For the six months ended June 30, 2015, we recorded loss and loss adjustment expenses of $1,662,054 derived by multiplying our estimated loss ratio of 65.5% and the net premiums earned under the Reinsurance Agreement of $2,537,487. For the six months ended June 30, 2014, we recorded loss and loss adjustment expenses of $1,047,142 derived by multiplying our estimated loss ratio of 63.5% and the net premiums earned under the Reinsurance Agreement of $1,649,043. The increase in the loss ratio is primarily the result of greater than expected loss emergence in the 2013 policy year under the Reinsurance Agreement.

We recorded policy acquisition costs of $938,874 for the six months ended June 30, 2015 compared to $610,148 for the same period in 2014. Policy acquisition costs, which are primarily ceding commissions paid to the ceding insurer, are established as a percentage of premiums earned; therefore, any increase or decrease in premiums earned will result in a similar increase or decrease in policy acquisition costs. The policy acquisition costs recorded during the six months ended June 30, 2015 and 2014 were 37% of the net premiums earned under the Reinsurance Agreement of $2,537,487 and $1,649,043, respectively.

We expensed operating and management expenses of $2,395,423 for the six months ended June 30, 2015 compared to $2,368,855 for the same period in 2014, an increase of $26,568 or 1.1%. The increase was primarily attributable to increased salaries and related costs associated with APSL’s hiring of additional producer personnel.

The tables below summarize the results of the following AmerInst reportable segments: (1) reinsurance activity, which also includes investments and other activities, and (2) insurance activity, which offers professional liability solutions to professional service firms under the Agency Agreement with C&F.

 

		As of and for the Six Months Ended June 30,  2015
		Reinsurance Segment				Insurance Segment				Total
Revenues		$	3,124,314			$	1,457,662			$	4,581,976
Total losses and expenses			3,220,444				1,775,907				4,996,351
Segment loss			(96,130	)			(318,245	)			(414,375	)
Identifiable assets			—				207,786				207,786
		As of and for the Six Months Ended June 30,  2014
		Reinsurance Segment				Insurance Segment				Total
Revenues		$	2,814,898			$	960,182			$	3,775,080
Total losses and expenses			2,416,686				1,609,459				4,026,145
Segment income (loss)			398,212				(649,277	)			(251,065	)
Identifiable assets			—				403,697				403,697

 

 

17

---

Three months ended June 30, 2015 compared to three months ended June 30, 2014

We recorded net loss of $526,520 during the second quarter of 2015 compared to a net loss of $464,091 for the same period in 2014. The decrease in net income was mainly attributable to the decrease in realized gains on investments net of impairment from a $225,158 realized gain in the second quarter of 2014 to a $56,470 realized loss in the second quarter of 2015 as a result of decreased sales of equity securities in an unrealized gain position during the second quarter of 2015 compared to the same period in 2014 and to the increase in other-than-temporary impairment charges during the second quarter of 2015 compared to the same period in 2014, partially offset by the increase in commission income from $460,809 in the second quarter of 2014 to $717,998 in the second quarter of 2015 as a result of a higher volume of premiums written under the Agency Agreement.

Our net premiums earned for the second quarter of 2015 were $1,311,624 compared to $863,570 for the second quarter of 2014, an increase of $448,054 or 51.9%. The net premiums earned during the quarters ended June 30, 2015 and 2014 were attributable to cessions from C&F under the Reinsurance Agreement. The increased cessions arose from a higher level of underwriting activity under the Agency Agreement due to the continued marketing of the program by APSL, which resulted in increased penetration in targeted markets.

For the quarters ended June 30, 2015 and 2014, we recorded commission income under the Agency Agreement of $717,998 and $460,809, respectively, an increase of $257,189 or 55.8%. This increase resulted from a higher volume of premiums written under the Agency Agreement in 2015.

We recorded net investment income of $77,815 for the quarter ended June 30, 2015 compared to $79,519 for the quarter ended June 30, 2014. The decline in net investment income was due to (i) the reduction in the fixed income security portion of the investment portfolio due to the disposition of certain fixed income securities and (ii) lower yielding fixed income securities held in the Company’s investment portfolio during the first quarter of 2015 compared to the same period in 2014. The annualized investment yield, calculated as total interest and dividends divided by the net average amount of total investments and cash and cash equivalents, was 1.2% for the quarter ended June 30, 2015, compared to the 1.3% yield earned for the quarter ended June 30, 2014.

Sales of securities for the quarter ended June 30, 2015 resulted in a realized loss on investments net of impairment of $56,470 compared to a gain of $225,158 during the quarter ended June 30, 2014, a decrease of $281,628 or 125.1%. The decrease in realized gains primarily related to decreased sales of equity securities in an unrealized gain position compared to 2014 and to the increase in other-than-temporary impairment charges compared to 2014. Increased positive cash flows attributable to the Reinsurance Agreement during 2015 has reduced the need to sell investments to fund operations.

For the quarter ended June 30, 2015, we recorded loss and loss adjustment expenses of $859,114 derived by multiplying our estimated loss ratio of 65.5% and the net premiums earned under the Reinsurance Agreement of $1,311,624. For the quarter ended June 30, 2014, we recorded loss and loss adjustment expenses of $548,367 derived by multiplying our estimated loss ratio of 63.5% and the net premiums earned under the Reinsurance Agreement of $863,570. The increase in the loss ratio is primarily the result of greater than expected loss emergence in the 2013 policy year under the Reinsurance Agreement.

We recorded policy acquisition costs of $485,303 in the second quarter of 2015 compared to $319,522 for the same period in 2014. Policy acquisition costs, which are primarily ceding commissions paid to the ceding insurer, are established as a percentage of premiums earned; therefore, any increase or decrease in premiums earned will result in a similar increase or decrease in policy acquisition costs. The policy acquisition costs recorded during the second quarter of 2015 and 2014 were 37% of the net premiums earned under the Reinsurance Agreement of $1,311,624 and $863,570, respectively.

We incurred operating and management expenses of $1,233,070 in the second quarter 2015 compared to $1,225,258 for the same period in 2014, an increase of $7,812 or 0.6%. The increase was primarily attributable to increased salaries and related costs associated with APSL’s hiring of additional producer personnel.

 

18

---

The tables below summarize the results of the following AmerInst reportable segments: (1) reinsurance activity, which also includes investments and other activities, and (2) insurance activity, which offers professional liability solutions to professional service firms under the Agency Agreement with C&F.

 

		As of and for the Three Months Ended June 30,  2015
		Reinsurance Segment				Insurance Segment				Total
Revenues		$	1,332,557			$	718,410			$	2,050,967
Total losses and expenses			1,696,402				881,085				2,577,487
Segment loss			(363,845	)			(162,675	)			(526,520	)
Identifiable assets			—				207,786				207,786
		As of and for the Three Months Ended June 30, 2014
		Reinsurance Segment				Insurance Segment				Total
Revenues		$	1,168,148			$	460,908			$	1,629,056
Total losses and expenses			1,279,625				813,522				2,093,147
Segment loss			(111,477	)			(352,614	)			(464,091	)
Identifiable assets			—				403,697				403,697

FINANCIAL CONDITION

As of June 30, 2015, our total investments were $20,764,007, a decrease of $176,500 from $20,940,507 at December 31, 2014. This was primarily due to the decrease in the fair value of certain equity securities as a result of unfavorable market conditions and to the maturity of fixed maturity investments, not reinvested. The cash and cash equivalents balance increased from $2,723,369 at December 31, 2014 to $3,570,228 at June 30, 2015, an increase of $846,859 or 31.1%. The amount of cash and cash equivalents varies depending on the maturities of fixed-term investments and on the level of funds invested in money market funds. The restricted cash and cash equivalents balance decreased from $1,110,372 at December 31, 2014 to $1,019,882 at June 30, 2015, a decrease of $90,490 or 8.1%. The decrease is due to the timing of sales and maturities of investments held as restricted cash at June 30, 2015 that have not yet been reinvested. Other invested assets remained unchanged at $1,470,000 as of June 30, 2015 and December 31, 2014. The ratio of cash, total investments and other invested assets to total liabilities at June 30, 2015 was 2.57:1, compared to a ratio of 3.02:1 at December 31, 2014. The decrease in the ratio was attributable to an increase in unpaid losses and loss adjustment expenses and unearned premium assumed under the Reinsurance Agreement.

The assumed reinsurance balances receivable represents the current assumed premiums receivable less commissions payable to the fronting carriers. As of June 30, 2015, the balance was $826,390 compared to $837,712 as of December 31, 2014. The decrease resulted from a marginally lower level of net premiums assumed under the Reinsurance Agreement during the quarter ended June 30, 2015 compared to the quarter ended December 31, 2014.

The assumed reinsurance payable represents current reinsurance losses payable to the fronting carriers. As of June 30, 2015, the balance was $159,602 compared to $28,533 as of December 31, 2014. This balance fluctuates due to the timing of reported losses under the policies we reinsure.

Deferred policy acquisition costs, which represent the deferral of ceding commission expense related to premiums not yet earned, increased from $768,259 at December 31, 2014 to $951,868 at June 30, 2015. The increase in deferred policy acquisition costs in 2015 was due to the increase in both net premiums written and unearned premiums assumed under the Reinsurance Agreement compared to the prior year. The ceding commission rate under the Reinsurance Agreement is 37%.

Prepaid expenses and other assets were $927,375 at June 30, 2015, an increase of 11.2% from December 31, 2014. The balance primarily relates to (1) prepaid directors’ and officers’ liability insurance costs, (2) prepaid directors’ retainers, (3) prepaid professional fees and (4) premiums due to APSL under the Agency Agreement. The increase in the balance was mainly attributable to the annual director fee payments to the Company’s directors made in May 2015 relating to the period from June 1, 2015 to May 31, 2016.

Accrued expenses and other liabilities primarily represent premiums payable by APSL to C&F under the Agency Agreement and expenses accrued relating largely to professional fees. The balance decreased from $2,409,771 at December 31, 2014 to $2,300,800 at June 30, 2015, a decrease of $108,971 or 4.5%. The decrease in the balance was attributable to a decrease in expenses accrued relating largely to professional fees. This balance fluctuates due to the timing of the payment of these fees.

 

19

---

LIQUIDITY AND CAPITAL RESOURCES

Our cash needs consist of settlement of losses and expenses under our reinsurance treaties and funding day-to-day operations. In continuing the implementation of our business plan, our management expects to meet these cash needs from cash flows arising from our investment portfolio. Because substantially all of our assets are marketable securities, we expect that we will have sufficient flexibility to provide for unbudgeted cash needs that may arise from time to time without resorting to borrowing, subject to Bermuda statutory limitations as discussed in our 2014 Form 10-K.

Total cash, investments and other invested assets increased from $26,244,248 at December 31, 2014 to $26,824,117 at June 30, 2015, an increase of $579,869 or 2.2%. The net increase resulted primarily from positive cash inflows in relation to net investment income and net premiums received under the Reinsurance Agreement in the amount of $1,747,387, partially offset by the decrease in the fair value of certain equity securities as a result of unfavorable market conditions and dividends of $151,791 paid during the year.

The Bermuda Monetary Authority has authorized Investco to purchase the Company’s common shares, on a negotiated basis, from shareholders who have died or retired from the practice of public accounting. During the six months ended June30, 2015, no such transactions occurred. Through June 30, 2015, Investco had repurchased 178,260 common shares from shareholders who had died or retired for a total purchase price of $5,042,417. From time to time, Investco has also purchased shares in privately negotiated transactions. Through June 30, 2015, Investco had purchased an additional 75,069 common shares in such privately negotiated transactions for a total purchase price of $1,109,025. During the six months ended June 30, 2015, no such transactions occurred.

Cash Dividends

We paid dividends of $0.25 per share during the first quarter of 2015, which amounted to total ordinary cash dividends of $163,847. The dividends paid in 2015 have been reduced by $12,056, which represents a write back of uncashed dividends issued prior to 2010 to shareholders that we have been unable to locate. Since we began paying dividends in 1995, our original shareholders have received $20.62 in cumulative dividends per share. When measured by a total rate of return calculation, this has resulted in an effective annual rate of return of approximately 9.0% from the inception of the Company, based on a per share purchase price of $8.33 paid by the original shareholders, and using an unaudited net book value of $29.42 per share as of June 30, 2015. Although we have paid cash dividends on a regular basis in the past, the declaration and payment of cash dividends in the future will be at the discretion of our board of directors and will depend on, among other things, our financial condition, results of operations, current and anticipated cash needs and other factors that our board of directors considers relevant.

OFF-BALANCE SHEET ARRANGEMENTS

AmerInst is not a party to any off-balance sheet arrangements.

CRITICAL ACCOUNTING POLICIES

The Company’s critical accounting policies are discussed in Management’s Discussion and Analysis of Financial Condition and Results of Operations contained in our Annual Report on Form 10-K for the year ended December 31, 2014 and is incorporated herein by reference.

Available Information

We file annual, quarterly, and current reports, proxy statements and other information with the Commission. You may read any public document we file with the Commission at the Commission’s public reference room at 100 F Street, NE, Washington, DC 20549. Please call the Commission at 1-800-SEC-0330 for information on the public reference room. The Commission maintains an internet site that contains annual, quarterly, and current reports, proxy and information statements and other information that issuers (including AmerInst) file electronically with the Commission. The Commission’s internet site is www.sec.gov.

Our internet site is www.amerinst.bm. We make available free of charge through our internet site our annual report on Form 10-K, quarterly reports on Form 10-Q, current reports on Form 8-K and any amendments to those reports filed or furnished pursuant to the Securities Exchange Act of 1934, as soon as reasonably practicable after such material is electronically filed with, or furnished to, the Commission. We also make available, through our internet site, via links to the Commission’s internet site, statements of beneficial ownership of our equity securities filed by our directors, officers, 10% or greater shareholders and others under Section 16 of the Securities Exchange Act. In addition, we post on www.amerinst.bm our Memorandum of Association, our Bye-Laws, our Statement of Share Ownership Policy, Charters for our Audit Committee and Governance and Nominations Committee, as well as our Code of Business Conduct and Ethics. You can request a copy of these documents, excluding exhibits, at no cost, by writing or telephoning us c/o Cedar Management Limited, 25 Church Street, Continental Building, P.O. Box HM 1601 Hamilton, Bermuda HM GX, Attention: Investor Relations (441) 295-6015. The information on our internet site is not incorporated by reference into this report.

 

20

---

Item 4.

Controls and Procedures

Evaluation of Disclosure Controls and Procedures

As of June 30, 2015, the end of the period covered by this Form 10-Q, our management, including our Principal Executive Officer and Principal Financial Officer, evaluated the effectiveness of our disclosure controls and procedures (as defined in Rule 13a-15(e) under the Securities Exchange Act of 1934). Based upon that evaluation, our Principal Executive Officer and Principal Financial Officer each concluded that as of June 30, 2015, the end of the period covered by this Form 10-Q, we maintained effective disclosure controls and procedures.

Changes in Internal Control over Financial Reporting

Our management, including our Principal Executive Officer and Principal Financial Officer, has reviewed our internal control over financial reporting (as defined in Rule 13a-15(f) under the Securities Exchange Act of 1934). There have been no significant changes in our internal control over financial reporting during our most recently completed fiscal quarter that have materially affected, or are reasonably likely to materially affect, our internal control over financial reporting.

Part II—OTHER INFORMATION

 

Item 1.

Legal Proceedings

We are party to various legal proceedings generally arising in the normal course of our business. While any proceeding contains an element of uncertainty, we do not believe that the eventual outcome of any litigation or arbitration proceeding to which we are presently a party will have a material adverse effect on our financial condition or business. Pursuant to our insurance and reinsurance agreements, disputes are generally required to be finally settled by arbitration.

 

21

---

Item	1A. Risk Factors

In addition to the other information set forth in this Quarterly Report on Form 10-Q, you should carefully consider the factors discussed in Part I, Item 1A. “Risk Factors” in our 2014 Annual Report on Form 10-K, as updated in our subsequent quarterly reports. The risks described in our 2014 Annual Report on Form 10-K are not the only risks facing us. Additional risks and uncertainties not currently known to us or that we currently deem to be immaterial also may materially adversely affect our business, financial condition or operating results.

 

22

---

Item 6.

Exhibits

(a) Exhibits

 

Exhibit Number		Description
31.1		Certification of Stuart H. Grayston pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of Thomas R. McMahon pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Stuart H. Grayston pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2		Certification of Thomas R. McMahon pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document

 

23

---

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.

 

Dated: August 13, 2015		AMERINST INSURANCE GROUP, LTD.
		(Registrant)
		By:		/S/ STUART H. GRAYSTON
				Stuart H. Grayston
				President (Principal Executive Officer, duly authorized to sign this Report in such capacity and on behalf of the Registrant)
		By:		/S/ THOMAS R. MCMAHON
				Thomas R. McMahon
				Chief Financial Officer (Principal Financial Officer, duly authorized to sign this Report in such capacity and on behalf of the Registrant)

 

24

---

AMERINST INSURANCE GROUP, LTD.

INDEX TO EXHIBITS

Filed with the Quarterly Report on Form 10-Q for the Quarter Ended June 30, 2015

 

Exhibit Number		Description
31.1		Certification of Stuart H. Grayston pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
31.2		Certification of Thomas R. McMahon pursuant to Section 302 of the Sarbanes-Oxley Act of 2002.
32.1		Certification of Stuart H. Grayston pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
32.2		Certification of Thomas R. McMahon pursuant to 18 U.S.C. Section 1350 as adopted pursuant to Section 906 of the Sarbanes-Oxley Act of 2002.
101.INS		XBRL Instance Document
101.SCH		XBRL Taxonomy Extension Schema Document
101.CAL		XBRL Taxonomy Extension Calculation Linkbase Document
101.LAB		XBRL Taxonomy Extension Label Linkbase Document
101.PRE		XBRL Taxonomy Extension Presentation Linkbase Document
101.DEF		XBRL Taxonomy Extension Definition Linkbase Document

 

25