Investments | Note 3 – Investments Available-for-Sale Securities The Company holds investments in fixed-maturity securities and equity securities that are classified as available-for-sale. At September 30, 2015 and December 31, 2014, the cost or amortized cost, gross unrealized gains and losses, and estimated fair value of the Company’s available-for-sale securities by security type were as follows: Cost or Cost Gross Gain Gross Loss Estimated Value As of September 30, 2015 Fixed-maturity securities U.S. Treasury and U.S. government agencies $ 108 $ 7 $ — $ 115 Corporate bonds 43,881 93 (3,252 ) 40,722 State, municipalities, and political subdivisions 75,269 1,076 (309 ) 76,036 Redeemable preferred stock 10,249 254 (272 ) 10,231 Total 129,507 1,430 (3,833 ) 127,104 Equity securities 54,743 1,305 (2,512 ) 53,536 Total available-for-sale securities $ 184,250 $ 2,735 $ (6,345 ) $ 180,640 As of December 31, 2014 Fixed-maturity securities U.S. Treasury and U.S. government agencies $ 2,881 $ 5 $ (8 ) $ 2,878 Corporate bonds 23,645 57 (430 ) 23,272 Asset-backed securities 697 — — 697 Mortgage-backed securities 3,004 8 (3 ) 3,009 State, municipalities, and political subdivisions 56,336 1,205 (38 ) 57,503 Redeemable preferred stock 9,433 178 (54 ) 9,557 Other 167 1 — 168 Total 96,163 1,454 (533 ) 97,084 Equity securities 45,387 1,694 (1,531 ) 45,550 Total available-for-sale securities $ 141,550 $ 3,148 $ (2,064 ) $ 142,634 As of September 30, 2015 and December 31, 2014, $115 and $113, respectively, of U.S. Treasury securities relate to a statutory deposit held in trust for the Treasurer of Alabama. Expected maturities will differ from contractual maturities as borrowers may have the right to call or prepay obligations with or without penalties. The scheduled contractual maturities of fixed-maturity securities as of September 30, 2015 and December 31, 2014 are as follows: Amortized Cost Estimated Fair Value As of September 30, 2015 Available-for-sale Due in one year or less $ 4,490 $ 4,493 Due after one year through five years 30,955 30,991 Due after five years through ten years 73,942 71,210 Due after ten years 20,120 20,410 $ 129,507 $ 127,104 Amortized Cost Estimated Fair As of December 31, 2014 Available-for-sale Due in one year or less $ 715 $ 721 Due after one year through five years 25,973 26,093 Due after five years through ten years 56,448 56,847 Due after ten years 10,023 10,414 Mortgage-backed securities 3,004 3,009 $ 96,163 $ 97,084 Sales of Available-for-Sale Securities Proceeds received, and the gross realized gains and losses from sales of available-for-sale securities, for the three and nine months ended September 30, 2015 and 2014 were as follows: Proceeds Gross Gains Gross Losses Three months ended September 30, 2015 Fixed-maturity securities $ 48,225 $ 31 $ (436 ) Equity securities $ 6,117 $ 515 $ (406 ) Three months ended September 30, 2014 Fixed-maturity securities $ 47,557 $ 2,759 $ — Equity securities $ 3,302 $ 623 $ (88 ) Nine months ended September 30, 2015 Fixed-maturity securities $ 51,510 $ 90 $ (466 ) Equity securities $ 14,111 $ 844 $ (1,031 ) Nine months ended September 30, 2014 Fixed-maturity securities $ 67,519 $ 3,623 $ (9 ) Equity securities $ 9,232 $ 1,131 $ (280 ) Other-than-temporary Impairment The Company regularly reviews individual impaired investment securities for other-than-temporary impairment. The Company considers various factors in determining whether each individual security is other-than-temporarily impaired, including: • the financial condition and near-term prospects of the issuer, including any specific events that may affect its operations or earnings; • the length of time and the extent to which the market value of the security has been below its cost or amortized cost; • general market conditions and industry or sector specific factors; • nonpayment by the issuer of its contractually obligated interest and principal payments; and • the Company’s intent and ability to hold the investment for a period of time sufficient to allow for the recovery of costs. When reviewing the impaired fixed-maturity securities, the Company considers its ability and intent to hold these securities and whether it is probable that the Company will be required to sell these securities prior to their anticipated recovery or maturity. For the fixed-maturity securities that the Company intends to sell or it is probable that the Company will have to sell the fixed-maturity securities before recovery or maturity, the unrealized losses are recognized as other-than-temporary losses in income. In instances where there are credit related losses associated with the impaired fixed-maturity securities for which the Company asserts that it does not have the intent to sell, and it is probable that the Company will not be required to sell until a market price recovery or maturity, the amount of the other-than-temporary impairment loss related to credit losses is recognized in income, and the amount of the other-than-temporary impairment loss related to other non-credit factors such as changes in interest rates or market conditions is recorded as a component of other comprehensive income. When determining impairment due to a credit related loss, the Company carefully considers factors such as the issuer’s financial ratios and condition, the security’s current ratings and maturity date, and overall market conditions in estimating the cash flows expected to be collected. The expected cash flows discounted at the effective interest rate of the security implicit at the date of acquisition is then compared with the security’s amortized cost at the measurement date. A credit loss incurs when the present value of the expected cash flows is less than the security’s amortized cost. During the quarter ended September 30, 2015, the Company determined that two fixed-maturity securities the Company intends to hold until maturity had credit related losses. For the three and nine months ended September 30, 2015, the Company recorded $705 of impairment losses on these fixed-maturity securities, of which $109 was related to credit losses, with the remaining amount of $596 related to non-credit factors. The Company did not consider any of its fixed-maturity securities to be other-than-temporarily impaired at December 31, 2014. The following table presents a rollforward of the cumulative credit losses in other-than-temporary impairments recognized in income for available for sale fixed-maturity securities: Balance at July 1, 2015 $ — Credit impairments on securities during the period 109 Balance at September 30, 2015 $ 109 In determining whether equity securities are other than temporarily impaired, the Company considers its intent and ability to hold a security for a period of time sufficient to allow for the recovery of cost. In the three and nine months ended September 30, 2015, the Company determined that five and eight equity securities, respectively, were other-than-temporarily impaired after considering the length of time each security had been in an unrealized loss position, the extent of the decline and the near term prospect for recovery. As a result, the Company recognized impairment losses of $1,777 and $3,760 for the three and nine months, respectively, ended September 30, 2015. There were no impairment losses recorded in the three and nine months ended September 30, 2014. Securities with gross unrealized loss positions at September 30, 2015 and December 31, 2014, aggregated by investment category and length of time the individual securities have been in a continuous loss position, are as follows: Less Than Twelve Twelve Months or Total As of September 30, 2015 Gross Unrealized Loss Estimated Fair Value Gross Unrealized Loss Estimated Fair Value Gross Unrealized Loss Estimated Fair Value Fixed-maturity securities Corporate bonds $ (2,423 ) $ 25,437 $ (829 ) $ 2,242 $ (3,252 ) $ 27,679 State, municipalities, and political subdivisions (287 ) 18,552 (22 ) 414 (309 ) 18,966 Redeemable preferred stock (272 ) 2,909 — — (272 ) 2,909 Total fixed-maturity securities (2,982 ) 46,898 (851 ) 2,656 (3,833 ) 49,554 Equity securities (2,345 ) 28,596 (167 ) 2,650 (2,512 ) 31,246 Total available-for-sale securities $ (5,327 ) $ 75,494 $ (1,018 ) $ 5,306 $ (6,345 ) $ 80,800 At September 30, 2015, there were 123 securities in an unrealized loss position. Of these securities, ten securities had been in an unrealized loss position for 12 months or greater. The gross unrealized loss of corporate bonds in an unrealized loss position for twelve months or more included $588 of the other-than-temporary impairment loss related to non-credit factors. Less Than Twelve Twelve Months or Total As of December 31, 2014 Gross Unrealized Loss Estimated Fair Value Gross Unrealized Loss Estimated Fair Value Gross Unrealized Loss Estimated Fair Value Fixed-maturity securities U.S. Treasury and U.S. government agencies $ (8 ) $ 2,485 $ — $ — $ (8 ) $ 2,485 Corporate bonds (428 ) 12,720 (2 ) 998 (430 ) 13,718 Asset-backed securities — 209 — — — 209 Mortgage-backed securities (3 ) 1,018 — — (3 ) 1,018 State, municipalities, and political subdivisions (19 ) 3,144 (19 ) 202 (38 ) 3,346 Redeemable preferred stock (54 ) 2,586 — — (54 ) 2,586 Total fixed-maturity securities (512 ) 22,162 (21 ) 1,200 (533 ) 23,362 Equity securities (1,449 ) 18,848 (82 ) 4,619 (1,531 ) 23,467 Total available-for-sale securities $ (1,961 ) $ 41,010 $ (103 ) $ 5,819 $ (2,064 ) $ 46,829 At December 31, 2014, there were 94 securities in an unrealized loss position. Of these securities, nine securities had been in an unrealized loss position for 12 months or greater. Limited Partnership Investments The Company has interests in limited partnerships that are not registered under the United States Securities Act of 1933, as amended, the securities laws of any state or the securities laws of any other jurisdictions. These partnerships are private equity funds managed by general partners who make decisions with regard to financial policies and operations. As such, the Company is not the primary beneficiary and does not consolidate these partnerships. The following table provides information related to the Company’s investments in limited partnerships. September 30, 2015 December 31, 2014 Investment Strategy Carrying Value Unfunded Balance (%)(a) Carrying Value Unfunded Balance (%)(a) Primarily in senior secured loans and, to a limited extent, in other debt and equity securities of private U.S. lower-middle-market companies. (b)(c)(e) $ 4,621 $ 7,888 16.50 $ 2,550 $ 9,860 16.50 Value creation through active distressed debt investing primarily in bank loans, public and private corporate bonds, asset-backed securities, and equity securities received in connection with debt restructuring. (b)(d)(e) 3,605 4,320 0.65 — — — Maximum long-term capital appreciation through long and short positions in equity and/or debt securities of publicly traded U.S. and non-U.S. issuers, derivative instruments and certain other financial instruments. (f) 12,222 — 65.82 — — — High returns and long-term capital appreciation through investments in the power, utility and energy industries, and in the infrastructure sector. (b)(g)(h) 1,714 8,165 (i) — — — Total $ 22,162 $ 20,373 $ 2,550 $ 9,860 (a) Represents the Company’s percentage investment in the fund at the balance sheet date. (b) Except under certain circumstances, withdrawals from the funds or any assignments are not permitted. Distributions, except income from late admission of a new limited partner, will be received when underlying investments of the funds are liquidated. (c) Expected to have a 10-year term and the capital commitment is expected to expire on September 3, 2019. (d) Expected to have a three-year term from the end of the capital commitment period, which is March 31, 2018. (e) At the fund manager’s discretion, the term of the fund may be extended for up to two additional one-year periods. (f) Withdrawal is permitted upon at least 45 days’ written notice to the general partner, provided that the Company has been a limited partner for at least 12 months. (g) Expected to have a 10-year term and the capital commitment is expected to expire on June 30, 2020. (h) With the consent of a super majority, the term of the fund may be extended for up to three additional one-year periods. (i) The initial funding occurred in August 2015. The general partner reports quarterly information on a 45-day lag and, as such, had not yet provided the limited partners with their investment percentage as of September 30, 2015. The following is the aggregated summarized unaudited financial information of limited partnerships, which in certain cases is presented on a three-month lag due to the unavailability of information at the Company’s respective balance sheet dates. In applying the equity method of accounting, the Company uses the most recently available financial information provided by the general partner of each of these partnerships. The financial statements of these limited partnerships are audited annually. Three Months Ended September 30, 2015 Nine Months Ended September 30, 2015 Operating results: Total income (loss) $ 82 $ (4,756 ) Total expenses 386 1,343 Net loss $ (304 ) $ (6,099 ) September 30, 2015 December 31, 2014 Balance Sheet: Total assets $ 250,353 $ 15,940 Total liabilities $ 19,280 $ 513 For the three and nine months ended September 30, 2015, the Company recognized net investment losses of $2,400 and $2,862, respectively, for these investments. At September 30, 2015 and December 31, 2014, the Company’s cumulative contributed capital to the partnerships totaled $25,126 and $2,640, respectively, and the Company’s maximum exposure to loss aggregated $22,162 and $2,550, respectively. There were no limited partnership investments in the nine months ended September 30, 2014. Investment in Joint Venture The Company has a 90% equity interest in FMKT Mel JV, LLC, a joint venture company that owns land on which a retail shopping center is being constructed for lease or for sale in Melbourne, Florida. In March 2015, the Company contributed additional cash of $270 to the joint venture. The joint venture used the additional funds in surveying additional land for development. In September 2015, part of the construction project was completed and leased to a regional supermarket chain. At September 30, 2015 and December 31, 2014, the Company’s maximum exposure to loss relating to the joint venture was $4,751 and $4,477, respectively, representing the carrying value of the investment. At September 30, 2015 and December 31, 2014, undistributed losses of $19 and $23, respectively, from this equity method investment were included in the Company’s consolidated retained income. The joint venture partners have received no distributions during 2015. The following tables provide summarized unaudited financial results for the three months and nine months ended September 30, 2015 and the unaudited financial positions of the joint venture at September 30, 2015 and December 31, 2014: Three Months Ended September 30, 2015 Nine Months Ended September 30, 2015 Operating results: Total revenues $ 17 $ 17 Total expenses (11 ) (12 ) Net income $ 6 $ 5 The Company’s share of net income* $ 5 $ 4 * Included in net investment income in the Company’s consolidated statements of income. September 30, 2015 December 31, 2014 Balance Sheet: Construction in progress – real estate $ 9,959 $ 3,612 Building 1,730 — Cash 502 1,323 Accounts receivable 18 — Other 368 40 Total assets $ 12,577 $ 4,975 Accounts payable $ 87 $ — Construction loan 7,176 — Other liabilities 35 — Members’ capital 5,279 4,975 Total liabilities and members’ capital $ 12,577 $ 4,975 Investment in joint venture, at equity $ 4,751 $ 4,477 Real Estate Investments The Company’s real estate investments include one Acquisition, Development and Construction Loan Arrangement (“ADC Arrangement”), office and retail space that is leased to tenants, wet and dry boat storage, one restaurant, and fuel services with respect to marina clients and recreational boaters. Real estate investments consisted of the following as of September 30, 2015 and December 31, 2014: September 30, 2015 December 31, 2014 Land $ 11,476 $ 11,476 Land improvements 1,504 1,425 Buildings 3,116 3,097 Other 1,515 1,359 Total, at cost 17,611 17,357 Less: accumulated depreciation and amortization (1,340 ) (1,107 ) Real estate, net 16,271 16,250 ADC Arrangement classified as real estate investment 9,392 2,888 Real estate investments $ 25,663 $ 19,138 Depreciation and amortization expense related to real estate investments was $87 and $100 for the three months ended September 30, 2015 and 2014, respectively, and $280 and $298 for the nine months ended September 30, 2015 and 2014, respectively. ADC Arrangement During the first quarter of 2015, the Company amended the maximum loan amount under the ADC Arrangement from $9,785 to $10,200. The increased financing is intended for use in acquiring additional land. In September 2015, the Company provided the property developer with a $550 bridge loan in addition to the ADC Arrangement at an annual interest rate of 11% to finance its operations. The loan principal and interest is due and payable on or before January 31, 2016. At September 30, 2015 and December 31, 2014, the Company’s maximum exposure to loss relating to this variable interest was $9,392 and $2,888, respectively, representing the carrying value of the ADC Arrangement. Real Estate Development in Progress During the second quarter of 2015, the Company deposited a total of $70 to secure the right to purchase land in Riverview, Florida where a retail center will be constructed for lease or for sale. The land acquisition and the development project will be operated and managed through a joint venture in which the Company’s subsidiary, Greenleaf Essence LLC, has a controlling financial interest and of which it is the primary beneficiary. As such, the joint venture, a limited liability company, is consolidated with the Company’s operations. In addition, the assets of the consolidated joint venture are not permitted to be used to settle obligations of other entities within the consolidated group. In October 2015, the Company completed the acquisition of 2.32 acres of land for a total purchase price of $2,747. Net Investment Income Net investment (loss) income, by source, is summarized as follows: Three Months Ended September 30, Nine Months Ended September 30, 2015 2014 2015 2014 Available-for-sale securities: Fixed-maturity securities $ 1,123 $ 697 $ 3,000 $ 2,749 Equity securities 914 670 2,710 1,411 Investment expense (199 ) (120 ) (511 ) (329 ) Limited partnership investments (2,400 ) — (2,862 ) — Real estate investments (130 ) (253 ) (151 ) (656 ) Cash and cash equivalents 158 219 455 578 Other 15 — 44 — Net investment (loss) income $ (519 ) $ 1,213 $ 2,685 $ 3,753 |