Document and Entity Information
Document and Entity Information - shares | 9 Months Ended | |
Sep. 30, 2017 | Nov. 01, 2017 | |
Document And Entity Information [Abstract] | ||
Document Type | 10-Q | |
Amendment Flag | false | |
Document Period End Date | Sep. 30, 2017 | |
Document Fiscal Year Focus | 2,017 | |
Document Fiscal Period Focus | Q3 | |
Trading Symbol | HRTG | |
Entity Registrant Name | HERITAGE INSURANCE HOLDINGS, INC. | |
Entity Central Index Key | 1,598,665 | |
Current Fiscal Year End Date | --12-31 | |
Entity Filer Category | Accelerated Filer | |
Entity Common Stock, Shares Outstanding | 24,400,174 |
Condensed Consolidated Balance
Condensed Consolidated Balance Sheets - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
ASSETS | ||
Fixed maturity securities, available for sale, at fair value (amortized cost of $492,794 and $576,911 in 2017 and 2016, respectively) | $ 494,484 | $ 571,011 |
Equity securities, available for sale, at fair value (cost of $27,728 and $34,190 in 2017 and 2016, respectively) | 25,396 | 31,971 |
Total investments | 519,880 | 602,982 |
Cash and cash equivalents | 352,321 | 105,817 |
Restricted cash | 19,853 | 20,910 |
Accrued investment income | 4,635 | 4,764 |
Premiums receivable, net | 35,326 | 42,720 |
Reinsurance recoverable on paid and unpaid claims | 370,751 | |
Prepaid reinsurance premiums | 153,955 | 106,609 |
Income taxes receivable | 1,649 | 10,713 |
Deferred policy acquisition costs, net | 41,888 | 42,779 |
Property and equipment, net | 16,198 | 17,179 |
Intangibles, net | 22,967 | 26,542 |
Goodwill | 46,454 | 46,454 |
Other assets | 13,107 | 5,775 |
Total Assets | 1,598,984 | 1,033,244 |
LIABILITIES AND STOCKHOLDERS' EQUITY | ||
Unpaid losses and loss adjustment expenses | 489,580 | 140,137 |
Unearned premiums | 313,843 | 318,024 |
Reinsurance payable | 158,122 | 96,667 |
Long-term debt | 188,634 | 72,905 |
Deferred income taxes | 4,493 | 3,003 |
Funds held by company under reinsurance treaties | 61,732 | |
Advance premiums | 20,397 | 18,565 |
Accrued compensation | 6,955 | 4,303 |
Derivative liability, accounts payable and other liabilities | 53,547 | 21,681 |
Total Liabilities | 1,297,303 | 675,285 |
Commitments and contingencies (Note 15) | ||
Stockholders’ Equity: | ||
Common stock, $0.0001 par value, 50,000,000 shares authorized, 24,400,176 shares issued and 23,500,174 outstanding at September 30, 2017 and 29,740,441 shares issued and 28,840,443 outstanding at December 31, 2016 | 2 | 3 |
Additional paid-in capital | 209,338 | 205,727 |
Accumulated other comprehensive loss | (422) | (5,018) |
Treasury stock, at cost, 7,099,597 shares at September 30, 2017 and 1,759,330 shares at December 31, 2016 | (87,185) | (25,562) |
Retained earnings | 179,948 | 182,809 |
Total Stockholders' Equity | 301,681 | 357,959 |
Total Liabilities and Stockholders' Equity | $ 1,598,984 | $ 1,033,244 |
Condensed Consolidated Balance3
Condensed Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Statement Of Financial Position [Abstract] | ||
Fixed maturities available for sale, at amortized cost | $ 492,794 | $ 576,911 |
Equity securities, cost | $ 27,728 | $ 34,190 |
Common stock, par value | $ 0.0001 | $ 0.0001 |
Common stock, shares authorized | 50,000,000 | 50,000,000 |
Common stock, shares issued | 24,400,176 | 29,740,441 |
Common stock, shares outstanding | 23,500,174 | 28,840,443 |
Treasury stock, shares | 7,099,597 | 1,759,330 |
Condensed Consolidated Statemen
Condensed Consolidated Statements of Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
REVENUE: | ||||
Gross premiums written | $ 154,355 | $ 147,232 | $ 455,845 | $ 471,793 |
Change in gross unearned premiums | (1,292) | 17,464 | 4,180 | 8,483 |
Gross premiums earned | 153,063 | 164,696 | 460,025 | 480,276 |
Ceded premiums | (57,855) | (63,141) | (182,189) | (163,461) |
Net premiums earned | 95,208 | 101,555 | 277,836 | 316,815 |
Net investment income | 2,735 | 2,326 | 8,210 | 6,586 |
Net realized gains | 365 | 1,119 | 1,011 | 1,762 |
Other revenue | 3,466 | 4,306 | 10,948 | 10,988 |
Total revenue | 101,774 | 109,306 | 298,005 | 336,151 |
OPERATING EXPENSES: | ||||
Losses and loss adjustment expenses | 64,035 | 53,906 | 156,728 | 169,663 |
Policy acquisition costs | 20,906 | 22,597 | 66,086 | 61,478 |
General and administrative expenses | 15,420 | 14,191 | 48,826 | 44,602 |
Total operating expenses | 100,361 | 90,694 | 271,640 | 275,743 |
Operating income | 1,413 | 18,612 | 26,365 | 60,408 |
Interest expense, net | 3,076 | 7,010 | ||
Amortization of debt issuance costs | 675 | 1,153 | ||
Other non-operating expense, net | 6,883 | 6,883 | ||
(Loss) income before income taxes | (9,221) | 18,612 | 11,319 | 60,408 |
(Benefit) provision for income taxes | (525) | 7,682 | 7,390 | 23,688 |
Net (loss) income | $ (8,696) | $ 10,930 | $ 3,929 | $ 36,720 |
Weighted average shares outstanding | ||||
Basic | 25,883,267 | 29,213,222 | 27,647,146 | 29,742,984 |
Diluted | 25,883,267 | 29,213,222 | 27,647,146 | 29,786,156 |
(Loss) earnings per share | ||||
Basic | $ (0.34) | $ 0.37 | $ 0.14 | $ 1.23 |
Diluted | $ (0.34) | $ 0.37 | $ 0.14 | $ 1.23 |
Condensed Consolidated Stateme5
Condensed Consolidated Statements of Other Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Statement Of Other Comprehensive Income [Abstract] | ||||
Net (loss) income | $ (8,696) | $ 10,930 | $ 3,929 | $ 36,720 |
OTHER COMPREHENSIVE INCOME: | ||||
Change in net unrealized (losses) gains on investments | 593 | (1,237) | 8,473 | 11,773 |
Reclassification of gains included in net income | (365) | (1,119) | (1,011) | (1,762) |
Income tax benefit (expense) related to items of other comprehensive income | (81) | 908 | (2,866) | (3,862) |
Total comprehensive (loss) income | $ (8,549) | $ 9,482 | $ 8,525 | $ 42,869 |
Condensed Consolidated Stateme6
Condensed Consolidated Statements of Stockholders' Equity (Unaudited) - USD ($) $ in Thousands | Total | Common Shares [Member] | Additional Paid-In Capital [Member] | Retained Earnings (Deficit) [Member] | Treasury Shares | Accumulated Other Comprehensive Income (Loss) [Member] |
Beginning Balance at Dec. 31, 2015 | $ 356,553 | $ 3 | $ 202,628 | $ 155,955 | $ (2,033) | |
Beginning Balance, Shares at Dec. 31, 2015 | 30,441,410 | |||||
Stock buy-back | (20,562) | $ (20,562) | ||||
Stock buy-back, Shares | (1,424,666) | |||||
Stock-based compensation | 3,612 | 3,612 | ||||
Dividends declared on common stock | (5,228) | (5,228) | ||||
Net unrealized change in investments, net of tax | 6,149 | 6,149 | ||||
Net (loss) income | 36,720 | 36,720 | ||||
Ending balance at Sep. 30, 2016 | 377,244 | $ 3 | 206,240 | 187,447 | (20,562) | 4,116 |
Ending balance, Shares at Sep. 30, 2016 | 29,016,744 | |||||
Beginning Balance at Dec. 31, 2016 | 357,959 | $ 3 | 205,727 | 182,809 | (25,562) | (5,018) |
Beginning Balance, Shares at Dec. 31, 2016 | 28,840,443 | |||||
Stock buy-back | (61,624) | $ (1) | (61,623) | |||
Stock buy-back, Shares | (5,340,267) | |||||
Stock-based compensation | 3,611 | 3,611 | ||||
Dividends declared on common stock | (6,790) | (6,790) | ||||
Net unrealized change in investments, net of tax | 4,596 | 4,596 | ||||
Net (loss) income | 3,929 | 3,929 | ||||
Ending balance at Sep. 30, 2017 | $ 301,681 | $ 2 | $ 209,338 | $ 179,948 | $ (87,185) | $ (422) |
Ending balance, Shares at Sep. 30, 2017 | 23,500,176 |
Condensed Consolidated Stateme7
Condensed Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
OPERATING ACTIVITIES | ||
Net (loss) income | $ 3,929 | $ 36,720 |
Adjustments to reconcile net income to net cash provided by operating activities: | ||
Stock-based compensation | 3,611 | 3,612 |
Amortization of bond discount | 6,810 | 5,924 |
Depreciation and amortization | 5,904 | 6,075 |
Change in fair value of long-term debt conversion feature | 6,883 | |
Net realized investment gains | (1,011) | (1,762) |
Deferred income taxes, net of acquired | (1,376) | 11,069 |
Changes in operating assets and liabilities: | ||
Accrued investment income | 129 | (1,215) |
Premiums receivable, net | 7,394 | (3,194) |
Restricted cash | 1,057 | (6,176) |
Prepaid reinsurance premiums | (47,346) | (85,341) |
Reinsurance recoverable | (370,751) | |
Income taxes receivable | 9,064 | (5,280) |
Deferred policy acquisition costs, net | 891 | (7,329) |
Other assets | (7,332) | 225 |
Unpaid losses and loss adjustment expenses | 349,443 | 41,973 |
Unearned premiums | (4,180) | (8,483) |
Reinsurance payable | 61,455 | 117,657 |
Funds held by company under reinsurance treaties | 61,732 | |
Accrued interest | (1,363) | |
Income taxes payable | (2,092) | |
Accrued compensation | 2,652 | 1,977 |
Advance premiums | 1,832 | 6,153 |
Other liabilities | 9,276 | (10,918) |
Net cash provided by operating activities | 98,703 | 99,595 |
INVESTING ACTIVITIES | ||
Proceeds from sales and maturities of investments available for sale | 96,467 | 135,802 |
Purchases of investments available for sale | (11,702) | (203,091) |
Acquisition of a business, net of cash acquired | (110,319) | |
Cost of property and equipment acquired | (195) | (1,639) |
Net cash provided by (used in) investing activities | 84,570 | (179,247) |
FINANCING ACTIVITIES | ||
Proceeds from issuance of secured convertible debt | 136,750 | |
Debt acquisition costs | (5,105) | |
Dividends | (6,790) | (5,228) |
Purchase of treasury stock | (61,624) | (20,562) |
Net cash provided by (used in) financing activities | 63,231 | (25,790) |
Increase (decrease) in cash, cash equivalents and restricted cash | 246,504 | (105,442) |
Cash, cash equivalents and restricted cash at beginning of period | 105,817 | 236,277 |
Cash, cash equivalents and restricted cash at end of period | 352,321 | 130,835 |
Supplemental Cash Flows Disclosures: | ||
Income taxes paid, net | $ 27,912 | |
Interest paid | $ 5,969 |
Basis of Presentation and Signi
Basis of Presentation and Significant Accounting Policies | 9 Months Ended |
Sep. 30, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation and Significant Accounting Policies | NOTE 1. BASIS OF PRESENTATION AND SIGNIFICANT ACCOUNTING POLICIES Basis of Presentation The condensed consolidated financial statements as of and for the three and nine months ended September 30, 2017 and 2016 include Heritage Insurance Holdings, Inc. (“Parent Company”) and its wholly-owned subsidiaries: Heritage Property & Casualty Insurance Company (“Heritage P&C”), which provides personal and commercial residential insurance; Heritage MGA, LLC, the managing general agent that manages substantially all aspects of our Florida insurance subsidiary’s business; Contractors’ Alliance Network, LLC (“CAN”), our vendor network manager for Florida claims which includes BRC Restoration Specialists, Inc. (“BRC”), our provider of restoration, emergency and recovery services; Zephyr Acquisition Company (“ZAC”) and its wholly-owned subsidiary, Zephyr Insurance Company, Inc. (“Zephyr”), our provider for writing insurance policies for residential wind insurance within the State of Hawaii; Skye Lane Properties, LLC, our property management subsidiary; First Access Insurance Group, LLC, our retail agency; Osprey Re Ltd. (“Osprey”), our reinsurance subsidiary that may provide a portion of the reinsurance protection purchased by our insurance subsidiaries; and Heritage Insurance Claims, LLC, an inactive subsidiary reserved for future development. The assets of BRC, a building restoration company, were acquired and merged into CAN in 2015. The assets of SVM Restoration Services Inc. (“SVM”), a water mitigation company, were acquired and merged into CAN in 2014. In September 2017, in connection with the pending acquisition of Narragansett Bay Insurance, Inc. (“NBIC”) a wholly-owned subsidiary of NBIC Holdings, Inc., the Company formed Gator Acquisition Merger Sub, Inc., a wholly-owned subsidiary of the Parent Company. Through our insurance subsidiaries, Heritage P&C and Zephyr, we write personal residential insurance for single-family homeowners and condominium owners, and rental property insurance in the states of Florida, Hawaii, North Carolina, South Carolina, Alabama and Georgia. We also provide commercial residential insurance for Florida properties and are also licensed in the state of Mississippi. We are vertically integrated and control or manage substantially all aspects of insurance underwriting, customer service, actuarial analysis, distribution and claims processing and adjusting. We conduct our operations under a single reporting segment. The condensed consolidated financial information included herein as of and for the three and nine months ended September 30, 2017 and 2016 does not include all of the information and footnotes required by U.S. generally accepted accounting principles (“GAAP”) for complete financial statements. However, such information reflects all adjustments consisting of normal recurring accruals which are, in the opinion of management, necessary for a fair statement of the financial condition and results of operations for the interim periods. The results for the three and nine months ended September 30, 2017 and 2016 are not indicative of annual results. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. The December 31, 2016 consolidated balance sheet was derived from the Company’s audited consolidated financial statements as of and for the year ended December 31, 2016. For further information, refer to the consolidated financial statements and footnotes thereto included in Heritage Insurance Holdings, Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016. References to “we,” “us,” “our,” or the “Company” refer to Heritage Insurance Holdings, Inc. and its consolidated subsidiaries. The Company qualifies as an “emerging growth company” as defined in Section 2(a)(19) of the Securities Act of 1933, as amended, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). As a result, the Company is eligible to take advantage of certain exemptions from various reporting requirements applicable to other public companies that are not emerging growth companies. The Company intends to continue to take advantage of some, but not all, of the exemptions available to emerging growth companies until such time that it is no longer an emerging growth company. The Company has, however, irrevocably elected not to take advantage of the extended transition period afforded by the JOBS Act for the implementation of new or revised accounting standards. As a result, the Company will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for non-emerging growth companies. Changes to significant accounting policies We have added one new policy to our significant accounting policies as reported in our Annual Report on Form 10-K for the year ended December 31, 2016. New Accounting Policy Long-term debt instrument with embedded features such as conversion and redemption options is evaluated to determine whether bifurcation and derivative accounting is applicable. If such instrument is not subject to derivative accounting, it is further evaluated to determine if the Company is required to separately account for the liability and equity components. To determine the carrying values of the debt and derivative components at issuance, the Company measures the fair value of a similar liability, including any embedded features other than the conversion option, and assigns such value to the liability or equity component. The liability component’s fair value is then subtracted from the initial proceeds to determine the carrying value of the debt instrument’s derivative component. The conversion option liability is revalued each quarter. Any gain or loss is recorded as a non-operating expense on the Condensed Consolidated Statements of Income (Loss) and Other Comprehensive Income (Loss). Recently Adopted Accounting Pronouncements In March 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-09, Improvements to Employee Share-Based Payment Accounting Accounting Pronouncements The Company describes below recent pronouncements that may have a significant effect on its financial statements or on its disclosures upon future adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on, or are unrelated to, its financial condition, results of operations, or related disclosures. In May 2017, the FASB issued ASU No. 2017-09, Compensation–Stock Compensation (Topic 718): Scope of Modification Accounting In March 2017, the FASB issued ASU No 2017-08, Receivables – Nonrefundable Fees and Other Costs subtopic 310-20 In January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses Measurement of Credit Losses on Financial Instruments In January 2016, the FASB issued ASU 2016-01 , Recognition and Measurement of Financial Assets and Financial Liabilities. Company’s Consolidated Financial Statements In May 2014, the FASB issued ASU Topic 2014-09, Revenue from Contracts with Customers This guidance is not applicable to insurance contracts. . The updated guidance requires an entity to recognize revenue as performance obligations are met, in order to reflect the transfer of promised goods or services to customers in an amount that reflects the consideration the entity is entitled to receive for those goods or services. The standard is effective for the Company in the first quarter of 2018 with early adoption permitted. The Company has determined that this pronouncement is not applicable to its insurance contracts and will not be material to the Company’s Consolidated Financial Statements. There are no other recently issued accounting standards that apply to the Company or that are expected to have a material impact on the Company’s results of operations, financial condition, or cash flows. |
Acquisition
Acquisition | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Acquisition | NOTE 2. ACQUISITION Pending Acquisitions On August 8, 2017, the Company entered into an Agreement and Plan of Merger (the “Merger Agreement”) by and among the Company, Gator Acquisition Merger Sub, Inc., a wholly-owned subsidiary of the Company (“Merger Sub”), and NBIC Holdings, Inc. (“NBIC”) and PBRA, LLC, in its capacity as Stockholder Representative. Upon the terms and subject to the conditions set forth in the Merger Agreement, Merger Sub will be merged with and into NBIC, resulting in NBIC becoming a wholly-owned subsidiary of the Company (the “Acquisition”). NBIC owns 100% of the stock of Narragansett Bay Insurance Company, a provider of homeowners’ insurance in the northeast, with a presence in New York, New Jersey, Connecticut, Rhode Island and Massachusetts. The purchase price for the Acquisition will consist of $210 million in cash (the “Cash Consideration”), plus approximately $40 million of the Company’s common stock (the “Stock Consideration”), subject to a post-closing book value adjustment. The value of each share of the Company’s common stock will be based on the volume-weighted average price of the Company’s common stock during the five business-day period ending on the business day immediately preceding closing. The Stock Consideration will be issued at closing in an exempt private placement pursuant to Section 4(a)(2) of the Securities Act of 1933, as amended (the “Securities Act”). Following the closing of the Acquisition, the Company intends to file a shelf registration statement on Form S-3 with the SEC providing for the registered resale of the Stock Consideration. In accordance with the Merger Agreement, a certain portion of the Stock Consideration will be placed in an escrow account at closing to secure any amounts payable pursuant to the post-closing book value adjustment provisions set forth in the Merger Agreement. The size of this escrow will be either $12.5 million or $25.0 million of the Stock Consideration (depending on the preliminary, pre-closing estimate of the closing book value of NBIC and its subsidiaries, and subject to further potential adjustment depending on whether there are any disputes between the Company and NBIC with respect to this pre-closing estimate that remain unresolved as of the closing). The Company estimates completion of the Acquisition to occur in the fourth quarter of 2017. Completed Acquisitions On March 21, 2016, the Company completed its acquisition of ZAC and acquired 100% of its outstanding stock and its wholly-owned subsidiary, Zephyr, in exchange for approximately $110.3 million in cash, net of cash acquired. Zephyr is a specialty property insurance provider that offers policies for residential customers in Hawaii that only cover the peril of windstorm-hurricane events. The purchase consideration for this acquisition has been allocated to the estimated fair market value of the net assets acquired, including approximately $31.8 million in identifiable intangible assets (primarily value of business acquired (“VOBA”), brand, customer relationships and trade name), and a residual amount of goodwill of approximately $38.4 million. This acquisition furthers the Company’s strategic push to diversify business operations and achieve potential reinsurance synergies while expanding growth opportunities outside of Florida. The following table sets forth the allocation of the purchase consideration for the acquisition of ZAC. Purchase Consideration Cash, net of cash acquired $ 110,319 Assets acquired Investments $ 76,543 Premiums and agent's receivable 1,403 Other assets 526 Prepaid reinsurance premiums 4,792 Intangible assets – value of business acquired 7,600 Intangible assets 24,245 Total assets acquired $ 115,109 Total liabilities assumed $ (43,216 ) Net assets acquired $ 71,893 Goodwill 38,426 Total purchase price $ 110,319 Pro Forma Information The following table presents selected pro forma information, assuming the acquisition of ZAC had occurred on January 1, 2016. The unaudited pro forma information is not necessarily indicative of the results that the Company would have achieved had the transaction taken place on January 1, 2016 and the unaudited pro forma information does not purport to be indicative of future financial results. Three Months Ended September 30, Nine Months Ended September 30, 2016 2016 (In thousands, except per share) Revenue $ 109,306 $ 344,972 Net income $ 10,930 $ 38,673 Basic, earnings per share $ 0.37 $ 1.33 Diluted, earnings per share $ 0.37 $ 1.33 |
Investments
Investments | 9 Months Ended |
Sep. 30, 2017 | |
Investments Debt And Equity Securities [Abstract] | |
Investments | NOTE 3. INVESTMENTS The following table details the difference between cost or adjusted/amortized cost and estimated fair value, by major investment category, at September 30, 2017 and December 31, 2016: Cost or Adjusted / Amortized Cost Gross Gains Gross Losses Fair Value (In thousands) September 30, 2017 U.S. government and agency securities $ 30,369 $ 15 $ 381 $ 30,003 States, municipalities and political subdivisions 274,468 2,276 1,077 275,667 Special revenue 55,103 53 416 54,740 Industrial and miscellaneous 128,182 1,451 227 129,406 Redeemable preferred stocks 4,672 21 25 4,668 Total fixed maturities 492,794 3,816 2,126 494,484 Nonredeemable preferred stocks 14,305 60 85 14,280 Equity securities 13,423 442 2,749 11,116 Total equity securities 27,728 502 2,834 25,396 Total Investments $ 520,522 $ 4,318 $ 4,960 $ 519,880 Cost or Adjusted / Amortized Cost Gross Gains Gross Losses Fair Value (In thousands) December 31, 2016 U.S. government and agency securities $ 107,968 $ 29 $ 449 $ 107,548 States, municipalities and political subdivisions 281,935 298 4,872 277,361 Special revenue 53,726 29 759 52,996 Industrial and miscellaneous 129,687 535 577 129,645 Redeemable preferred stocks 3,595 15 149 3,461 Total fixed maturities 576,911 906 6,806 571,011 Nonredeemable preferred stocks 14,935 40 460 14,515 Equity securities 19,255 1,197 2,996 17,456 Total equity securities 34,190 1,237 3,456 31,971 Total Investments $ 611,101 $ 2,143 $ 10,262 $ 602,982 The Company calculates the gain or loss realized on the sale of investments by comparing the sales price (fair value) to the cost or adjusted/amortized cost of the security sold. The Company determines the cost or adjusted/amortized cost of the security sold using the specific-identification method. The following tables detail the Company’s net realized gains (losses) by major investment category for the three and nine months ended September 30, 2017 and 2016. 2017 2016 Gains (Losses) Fair Value at Sale Gains (Losses) Fair Value at Sale (In thousands) Three Months Ended September 30, Fixed maturities $ 413 $ 253,673 $ 1,091 $ 17,301 Equity securities 1,260 16,454 289 1,739 Total realized gains 1,673 270,127 1,380 19,040 Fixed maturities (23 ) 26,602 (232 ) 575 Equity securities (1,285 ) 6,781 (29 ) 445 Total realized losses (1,308 ) 33,383 (261 ) 1,020 Net realized gain $ 365 $ 303,510 $ 1,119 $ 20,060 2017 2016 Gains (Losses) Fair Value at Sale Gains (Losses) Fair Value at Sale (In thousands) Nine Months Ended September 30, Fixed maturities $ 448 $ 463,538 $ 2,668 $ 166,350 Equity securities 2,231 22,848 46 7,855 Total realized gains 2,679 486,386 2,714 174,205 Fixed maturities (197 ) 40,192 (66 ) 12,973 Equity securities (1,471 ) 10,610 (886 ) 2,948 Total realized losses (1,668 ) 50,802 (952 ) 15,921 Net realized gain $ 1,011 $ 537,188 $ 1,762 $ 190,126 The table below summarizes the Company’s fixed maturities at September 30, 2017 by contractual maturity periods. Actual results may differ as issuers may have the right to call or prepay obligations, with or without penalties, prior to the contractual maturity of those obligations. September 30, 2017 Cost or Amortized Cost Percent of Total Fair Value Percent of Total (In thousands) (In thousands) Due one year or less $ 65,863 13 % $ 65,879 13 % Due after one year through five years 142,019 29 % 142,550 29 % Due after five years through ten years 160,873 33 % 161,468 33 % Due after ten years 124,039 25 % 124,587 25 % Total $ 492,794 100 % $ 494,484 100 % The following table summarizes the Company’s net investment income by major investment category for the three and nine months ended September 30, 2017 and 2016, respectively: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (In thousands) (In thousands) Fixed maturities $ 2,479 $ 2,338 $ 7,640 $ 6,368 Equity securities 479 495 1,458 1,465 Cash, cash equivalents and short-term Investments 441 79 544 215 Other investments (24 ) 14 (24 ) (96 ) Net investment income 3,375 2,926 9,618 7,952 Investment expenses 640 600 1,408 1,366 Net investment income, less investment expenses $ 2,735 $ 2,326 $ 8,210 $ 6,586 The following tables present an aging of our unrealized investment losses by investment class as of September 30, 2017 and December 31, 2016: Less Than Twelve Months Twelve Months or More Number of Securities Gross Unrealized Losses Fair Value Number of Securities Gross Unrealized Losses Fair Value (In thousands) September 30, 2017 U.S. government and agency securities 68 $ 353 $ 27,694 6 $ 28 $ 874 States, municipalities and political subdivisions 104 902 98,619 18 174 16,142 Special revenue 155 162 38,331 14 65 2,244 Industrial and miscellaneous 200 339 40,090 51 78 4,841 Redeemable preferred stocks 20 21 2,416 5 4 61 Total fixed maturities 547 1,777 207,150 94 349 24,162 Nonredeemable preferred stocks 123 78 7,847 17 8 208 Equity securities 32 296 1,913 74 2,452 5,564 Total equity securities 155 374 9,760 91 2,460 5,772 Total Investments 702 $ 2,151 $ 216,910 185 $ 2,809 $ 29,934 Less Than Twelve Months Twelve Months or More Number of Securities Gross Unrealized Losses Fair Value Number of Securities Gross Unrealized Losses Fair Value (In thousands) December 31, 2016 U.S. government and agency securities 35 $ 448 $ 24,649 2 $ 1 $ 200 States, municipalities and political subdivisions 265 4,869 220,034 2 3 1,497 Special revenue 161 571 56,996 2 6 974 Industrial and miscellaneous 189 631 44,712 11 129 1,828 Redeemable preferred stocks 19 143 2,425 1 6 212 Total fixed maturities 669 6,662 348,816 18 145 4,711 Nonredeemable preferred stocks 77 439 11,298 5 20 234 Equity securities 26 191 2,542 29 2,805 7,317 Total equity securities 103 630 13,840 34 2,825 7,551 Total Investments 772 $ 7,292 $ 362,656 52 $ 2,970 $ 12,262 |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Fair Value of Financial Instruments | NOTE 4. FAIR VALUE OF FINANCIAL INSTRUMENTS For the Company’s investments in U.S government securities that do not have prices in active markets, agency securities, state and municipal governments, and corporate bonds, the Company obtains the fair value from its third-party valuation service and we evaluate the relevant inputs, assumptions, methodologies and conclusions associated with such valuations. The valuation service calculates prices for the Company’s investments in the aforementioned security types on a month-end basis by using several matrix-pricing methodologies that incorporate inputs from various sources. The model the valuation service uses to price U.S. government securities and securities of states and municipalities incorporates inputs from active market makers and inter-dealer brokers. To price corporate bonds and agency securities, the valuation service calculates non-call yield spreads on all issuers, uses option-adjusted yield spreads to account for any early redemption features, then adds final spreads to the U.S. Treasury curve as of quarter end. The inputs the valuation service uses in its calculations are not quoted prices in active markets, but are observable inputs, and therefore represent Level 2 inputs. The following tables present information about the Company’s assets measured at fair value on a recurring basis. The Company assesses the levels for the investments at each measurement date, and transfers between levels are recognized on the actual date of the event or change in circumstances that caused the transfer in accordance with the Company’s accounting policy regarding the recognitions of transfers between levels of the fair value hierarchy. For the nine months ended September 30, 2017 and the year ended December 31, 2016, there were no transfers in or out of Level 1, 2, and 3. September 30, 2017 Total Level 1 Level 2 Level 3 (In thousands ) Fixed maturities Investments: U.S. government and agency securities $ 30,003 $ 2,844 $ 27,159 $ — States, municipalities and political subdivisions 275,667 — 275,667 — Special revenue 54,740 27,427 27,313 — Industrial and miscellaneous 129,406 — 129,406 — Redeemable preferred stocks 4,668 4,668 — — Total fixed maturities Investments $ 494,484 $ 34,939 $ 459,545 $ — Nonredeemable preferred stocks 14,280 14,280 — — Equity securities 11,116 11,116 — — Total equity securities $ 25,396 $ 25,396 $ — $ — Total Investments $ 519,880 $ 60,335 $ 459,545 $ — December 31, 2016 Total Level 1 Level 2 Level 3 (In thousands) Fixed maturities Investments: U.S. government and agency securities $ 107,548 $ 103,997 $ 3,551 $ — States, municipalities and political subdivisions 277,361 — 277,361 — Special revenue 52,996 — 52,996 — Industrial and miscellaneous 129,645 — 129,645 — Redeemable preferred stocks 3,461 3,461 — — Total fixed maturities Investments $ 571,011 $ 107,458 $ 463,553 $ — Nonredeemable preferred stocks 14,515 14,515 — — Equity securities 17,456 17,456 — — Total equity securities $ 31,971 $ 31,971 $ — $ — Total Investments $ 602,982 $ 139,429 $ 463,553 $ — |
Property and Equipment, Net
Property and Equipment, Net | 9 Months Ended |
Sep. 30, 2017 | |
Property Plant And Equipment [Abstract] | |
Property and Equipment, Net | NOTE 5. PROPERTY AND EQUIPMENT, NET Property and equipment, net consisted of the following at September 30, 2017 and December 31, 2016: September 30, 2017 December 31, 2016 (In thousands) Land $ 2,582 $ 2,582 Building 10,301 10,301 Computer hardware and software 3,122 3,113 Office furniture and equipment 759 759 Tenant and leasehold improvements 3,547 3,334 Vehicle fleet 815 842 Total, at cost 21,126 20,931 Less: accumulated depreciation and amortization 4,928 3,752 Property and equipment, net $ 16,198 $ 17,179 Depreciation expense for property and equipment was $394 thousand and $797 thousand for the three months ended September 30, 2017 and 2016, and for the nine months ended $ 1.2 million and $1.2 million, respectively. The Company’s real estate consists of 14 acres of land and four buildings with a gross area of 191 thousand square feet. |
Goodwill and Other Intangible A
Goodwill and Other Intangible Assets | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Goodwill and Other Intangible Assets | NOTE 6. GOODWILL AND OTHER INTANGIBLE ASSETS Goodwill and Intangible Assets As of September 30, 2017, and December 31, 2016 goodwill was $46.5 million and intangible assets were $23.0 million and $26.5 million, respectively. The Company has determined the useful life of the value of the business acquired (see Note 2) to be one year. The Company has determined the useful life of the other intangible assets to range between 2.5-15 years. The Company has recorded $175 thousand relating to an insurance license and classified as an indefinite lived intangible which is subject to annual impairment testing. Other Intangible Assets Our intangible assets resulted primarily from the acquisition of Zephyr and consists of brand, agent relationships, renewal rights, customer relations, trade names, non-compete and insurance licenses. Finite-lived intangible assets are amortized over their useful lives from one to fifteen years. Amortization expense of our intangible assets was $55 thousand and $3.6 million for the three and nine months ended September 30, 2017, respectively. Amortization expense of our intangible assets was $2.1 million and $4.9 million for the three and nine months ended September 30, 2016, respectively. No impairment in the value of amortizing or non-amortizing intangibles assets was recognized during the three and nine months ended September 30, 2017. The tables below detail the finite-lived intangibles assets, net as of September 30, 2017 and December 31, 2016, respectively (in thousands). September 30, 2017 Weighted -average Amortization (years) Gross Carrying Amount Accumulated Amortization Intangible Assets, net Amortizing intangible assets Brand 15 $ 1,210 $ (174 ) $ 1,036 Agent relationships 12 4,800 (600 ) 4,200 Renewal rights 15 16,600 (1,660 ) 14,940 Customer relations 10 870 (188 ) 682 Trade names 10 2,000 (300 ) 1,700 Value of business acquired 1 7,600 (7,600 ) — Non-compete 2.5 790 (556 ) 234 Non-amortizing intangible assets License acquired 175 — 175 Total intangible assets $ 34,045 $ (11,078 ) $ 22,967 December 31, 2016 Weighted -average Amortization (years) Gross Carrying Amount Accumulated Amortization Intangible Assets, net Amortizing intangible assets Brand 15 $ 1,210 $ (114 ) $ 1,096 Agent relationships 12 4,800 (300 ) 4,500 Renewal rights 15 16,600 (830 ) 15,770 Customer relations 10 870 (123 ) 747 Trade names 10 2,000 (150 ) 1,850 Value of business acquired 1 7,600 (5,700 ) 1,900 Non-compete 2.5 790 (286 ) 504 Non-amortizing intangible assets (1) License acquired 175 — 175 Total intangible assets $ 34,045 $ (7,503 ) $ 26,542 Estimated annual pretax amortization of intangible assets for remainder of 2017 and each of the next five years and thereafter (in thousands): Year Amount 2017 $ 558 2018 $ 1,982 2019 $ 1,898 2020 $ 1,888 2021 $ 1,875 2022 $ 1,875 Thereafter $ 12,716 $ 22,792 |
(Loss) Earnings Per Share
(Loss) Earnings Per Share | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
(Loss) Earnings Per Share | NOTE 7. (LOSS) EARNINGS PER SHARE The following table sets forth the computation of basic and diluted (loss) earnings per share (“EPS”) for the periods indicated. Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Basic (loss) earnings per share: Net (loss) income attributable to common stockholders (000's) $ (8,696 ) $ 10,930 $ 3,929 $ 36,720 Weighted average shares outstanding 25,883,267 29,213,222 27,647,146 29,742,984 Basic (loss) earnings per share: $ (0.34 ) $ 0.37 $ 0.14 $ 1.23 Diluted (loss) earnings per share: Net (loss) income attributable to common stockholders (000's) $ (8,696 ) $ 10,930 $ 3,929 $ 36,720 Weighted average shares outstanding 25,883,267 29,213,222 27,647,146 29,742,984 Weighted average dilutive shares — — — 43,172 Total weighted average dilutive shares 25,883,267 29,213,222 27,647,146 29,786,156 Diluted (loss) earnings per share: $ (0.34 ) $ 0.37 $ 0.14 $ 1.23 |
Deferred Policy Acquisition Cos
Deferred Policy Acquisition Costs | 9 Months Ended |
Sep. 30, 2017 | |
Insurance [Abstract] | |
Deferred Policy Acquisition Costs | NOTE 8. DEFERRED POLICY ACQUISITION COSTS The Company defers certain costs in connection with written policies, called deferred policy acquisition Costs (“DPAC”), net of corresponding amounts of ceded reinsurance commissions, called deferred reinsurance ceding commissions (“DRCC”). Net DPAC is amortized over the effective period of the related insurance policies. The Company anticipates that its DPAC costs will be fully recoverable in the near term. The table below depicts the activity with regard to DPAC during the three and nine month periods ended September 30, 2017 and 2016: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (In thousands) Beginning Balance $ 41,792 $ 42,568 $ 42,779 $ 34,800 Policy acquisition costs deferred 21,002 22,158 65,195 68,807 Amortization (20,906 ) (22,597 ) (66,086 ) (61,478 ) Ending Balance $ 41,888 $ 42,129 $ 41,888 $ 42,129 |
Income Taxes
Income Taxes | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Income Taxes | NOTE 9. INCOME TAXES During the nine months ended September 30, 2017 and 2016, the Company recorded $7.4 million and $23.7 million, respectively, of income tax expense which corresponds to an estimated annual effective tax rate of 65.2% and 39.2%, respectively. The increase in the effective tax rate in 2017 primarily relates to certain non-deductible financial charges related to the issuance of convertible notes during the current quarter coupled with the write off of the deferred tax asset related to non-qualified stock options upon the expiration of the Company’s stock options occurring in the current quarter. The table below summarizes the significant components of our net deferred tax assets (liabilities): September 30, 2017 December 31, 2016 Deferred tax assets: (In thousands) Unearned premiums $ 16,730 $ 17,209 Tax-related discount on loss reserve 1,677 1,829 Unrealized loss 246 3,113 Stock-based compensation 2,363 1,604 Prepaid expenses 1,438 1,482 Convertible notes option liability 6,446 — Other 304 312 Total deferred tax asset 29,204 25,549 Deferred tax liabilities: Deferred acquisition costs 15,898 16,377 Convertible notes option discount 6,446 — Property and equipment 355 355 Basis in purchased investments 1,600 1,697 Basis in purchased intangibles 9,066 9,791 Other 332 332 Total deferred tax liabilities 33,697 28,552 Less: valuation allowance — — Net deferred tax liability $ (4,493 ) $ (3,003 ) In assessing the net realizable value of deferred tax assets, the Company considered whether it is more likely than not that it will not realize some portion or all of the deferred tax assets. The ultimate realization of deferred tax assets depends upon the generation of future taxable income during the periods in which those temporary differences become deductible. The Company considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. The statute of limitations related to our federal and state income tax returns remains open from our first filings for 2013 through 2016. For the 2014 tax year, the federal income tax return was examined by the tax authority resulting in no material adjustment. Currently, no taxing authorities are examining any of our federal or state income tax returns. As of September 30, 2017, and December 31, 2016, we had no significant uncertain tax positions. |
Reinsurance
Reinsurance | 9 Months Ended |
Sep. 30, 2017 | |
Insurance [Abstract] | |
Reinsurance | NOTE 10. REINSURANCE The Company’s reinsurance program is designed, utilizing the Company’s risk management methodology, to address its exposure to catastrophes or large non-catastrophic losses. The Company’s program provides reinsurance protection for catastrophes including hurricanes, tropical storms and tornadoes. The Company’s reinsurance agreements are part of its catastrophe management strategy, which is intended to provide its stockholders an acceptable return on the risks assumed in its property business, and to reduce variability of earnings, while providing protection to the Company’s policyholders. 2017 - 2018 Reinsurance Program The Company placed its reinsurance program for the period from June 1, 2017 through May 31, 2018 during the second quarter of 2017. This reinsurance program incorporates the catastrophe risk of our two insurance subsidiaries, Heritage P&C, a Florida based insurer writing property insurance in multiple states, and Zephyr, a Hawaii based insurer. The programs are allocated amongst traditional reinsurers, catastrophe bonds issued by Citrus Re Ltd., a Bermuda special purpose insurer formed in 2014 (“Citrus Re”), and the Florida Hurricane Catastrophe Fund (“FHCF”). Coverage is specific to each insurer unless otherwise noted. The 2017-2018 reinsurance program provides, including retention, first event coverage up to $1.75 billion in Florida, first event coverage up to $731 million in Hawaii, and multiple event coverage up to $2.6 billion. This coverage exceeds the requirements established by the Company’s rating agency, Demotech, Inc., the Florida Office of Insurance Regulation, and the Hawaii Insurance Division. The reinsurance program, which is segmented into layers of coverage, protects the Company for excess property catastrophe losses and loss adjustment expenses. The Company’s 2017-2018 reinsurance program incorporates the mandatory coverage required by law to be placed with FHCF, which is available only for Florida catastrophe risk. For the 2017 hurricane season, the Company maintained the prior year selected participation percentage in the FHCF at 45%. The Company also purchased private reinsurance below and alongside the FHCF layer, as well as aggregate reinsurance coverage. The Company is not utilizing its captive, Osprey, for any catastrophe risk for the 2017 hurricane season. The Company has a primary retention of the first $20 million of losses and loss adjustment expenses. Additionally, the December 1, 2016 treaty between Heritage P&C and Osprey was commuted effective June 1, 2017. Heritage P&C provides property insurance coverage for states other than Hawaii. The following describes the various layers of its June 1, 2017 to May 31, 2018 reinsurance program: • Heritage P&C’s Retention . If a first catastrophic event strikes a Heritage P&C risk, its primary retention is the first $20 million ($15 million plus $5 million co-participation on the Top and Aggregate layer described below) of losses and loss adjustment expenses. If a second catastrophic event strikes a Heritage P&C risk, its primary retention decreases to $16 million and the remainder of the losses are ceded to third parties. In a first event exceeding approximately $878 million, there is an additional co-participation of 20% subject to a maximum co-participation of $727,000. Assuming a 1-100yr 1 st st • Shared Layers . Immediately above the retention, the Company has purchased $372 million of reinsurance from third party reinsurers . This coverage includes the following layers: Top and Aggregate layer, Underlying layer, Layer 1, Layer 2 and a private sliver alongside those layers. Through the payment of a reinstatement premium, Heritage P&C and Zephyr are able to reinstate $352 million of this reinsurance one time. There is $20 million of shared coverage subject to a seasonal aggregate of $68 million. • FHCF Layer . Heritage P&C’s FHCF program provides coverage for Florida events only and includes an estimated maximum provisional limit of 45% of $1.3 billion, in excess of its retention of $414 million. The limit and retention of the FHCF coverage is subject to upward or downward adjustment based on, among other things, submitted exposures to FHCF by all participants. Heritage P&C has purchased coverage alongside from third party reinsurers and through reinsurance agreements with Citrus Re. To the extent the FHCF coverage is adjusted, this private reinsurance with third party reinsurers and Citrus Re will adjust to fill in any gaps in coverage up to the reinsurers’ aggregate limits for this layer. The FHCF coverage cannot be reinstated once exhausted, but it does provide coverage for multiple events. • Layers alongside the FHCF. The Heritage P&C reinsurance program includes third party layers alongside the FHCF. These include 2015 B and 2015 C series catastrophe bonds, 2016 D and 2016 E catastrophe bonds and 2017-2 catastrophe bonds issued by Citrus Re, which total $412.5 million of coverage, as discussed below, as well as a traditional reinsurance layer providing $5 million of coverage. • 2017-2 Notes: During May 2017, Heritage P&C entered into a catastrophe reinsurance agreement with Citrus Re. The agreements provide for three years of coverage from catastrophic losses caused by named storms, including hurricanes, beginning on June 1, 2017. Heritage P&C pays a periodic premium to Citrus Re during this three-year risk period. Citrus Re issued an aggregate of $35 million of principal-at-risk variable notes due March 2020 to fund the reinsurance trust account and its obligations to Heritage P&C for $35 million of coverage under the reinsurance agreements. The limit of coverage is fully collateralized by a reinsurance trust account for the benefit of Heritage P&C. The maturity date of the notes may be extended up to two additional years to satisfy claims for catastrophic events occurring during the three-year term of the reinsurance agreements. • 2016 Class D and E Notes: During February 2016, Heritage P&C and Zephyr entered into two catastrophe reinsurance agreements with Citrus Re. The agreements provide for three years of coverage from catastrophic losses caused by named storms, including hurricanes, beginning on June 1, 2016. For the 2017 hurricane seasons these notes provide coverage only to Heritage P&C who pays a periodic premium to Citrus Re during this three-year risk period. Citrus Re issued an aggregate of $250 million of principal-at-risk variable notes due February 2019 to fund the reinsurance trust account and its obligations to Heritage P&C under the reinsurance agreements. The Class D notes provide $150 million of coverage and the Class E notes provide $100 million of coverage. The Class D and Class E notes provide reinsurance coverage for a sliver of the catastrophe coverage that had previously been provided by the FHCF. The limit of coverage is fully collateralized by a reinsurance trust account for the benefit of Heritage P&C. The maturity date of the notes may be extended up to two additional years to satisfy claims for catastrophic events occurring during the three-year term of the reinsurance agreements. • 2015 Class B and C Notes : During April 2015, Heritage P&C entered into catastrophe reinsurance agreements with Citrus Re. The agreements provide for three years of coverage from catastrophic losses caused by named storms, including hurricanes, beginning on June 1, 2015. Heritage P&C pays a periodic premium to Citrus Re during this three-year risk period. Citrus Re issued principal-at-risk variable notes due April 2018 to fund the reinsurance trust account and its obligations to Heritage P&C under the reinsurance agreements. The Class B notes provide $97.5 million of coverage, and the Class C notes provide $30 million of coverage. The Class B and Class C notes provide reinsurance coverage for a sliver of the catastrophe coverage that had previously been provided by the FHCF. The limit of coverage is fully collateralized by a reinsurance trust account for the benefit of Heritage P&C. The maturity date of the notes may be extended up to two additional years to satisfy claims for catastrophic events occurring during the three-year term of the reinsurance agreements. Layers above the FHCF - Florida program • 2017-1 Notes: During March 2017, Heritage P&C entered into catastrophe reinsurance agreements with Citrus Re. The agreements provide for three years of coverage from catastrophic losses caused by named storms, including hurricanes, beginning on June 1, 2017. Heritage P&C pays a periodic premium to Citrus Re during this three-year risk period. Citrus Re issued principal-at-risk variable notes due March 2020 to fund the reinsurance trust account and its obligations to Heritage P&C under the reinsurance agreements. The notes provide $125 million of coverage for a layer above the FHCF. The limit of coverage is fully collateralized by a reinsurance trust account for the benefit of Heritage P&C. The maturity date of the notes may be extended up to two additional years to satisfy claims for catastrophic events occurring during the three-year term of the reinsurance agreements. • 2015 Class A Notes: During April 2015, Heritage P&C entered into catastrophe reinsurance agreements with Citrus Re. The agreements provide for three years of coverage from catastrophic losses caused by named storms, including hurricanes, beginning on June 1, 2015. Heritage P&C pays a periodic premium to Citrus Re during this three-year risk period. Citrus Re issued principal-at-risk variable notes due April 2018 to fund the reinsurance trust account and its obligations to Heritage P&C under the reinsurance agreements. The Class A notes provide $150 million of coverage for a layer above the FHCF. The limit of coverage is fully collateralized by a reinsurance trust account for the benefit of Heritage P&C. The maturity date of the notes may be extended up to two additional years to satisfy claims for catastrophic events occurring during the three-year term of the reinsurance agreements. • Multi-Zonal Layers. The Company purchased additional layers which provide coverage for Heritage P&C for a second event and both first and second event coverage for Hawaii. The first event coverage for Hawaii is a counterpart to the multi-state catastrophe bond layers and FHCF layer. There is a total of $254 million of reinsurance coverage purchased on this basis, for which the Company has a prepaid reinstatement. • Aggregate Coverage . In addition to what is described above, much of the reinsurance is structured in a way to provide aggregate coverage. $984 million of limit is structured on this basis (Top and Aggregate, Underlying, Layer 1, Layer 2, Private layers, Multi-Zonal, 2017-1 Notes, 2017-2 Notes, and 2015 Class A Notes). To the extent that this coverage is not fully exhausted in the first catastrophic event, it provides coverage commencing at its reduced retention for second and subsequent events where underlying coverage has been previously exhausted. $606 million has a reinstatement, which is prepaid. Layers (with exception to FHCF, 2016 Class D & E Notes, and 2015 Class B & C Notes) are “net” of a $40 million attachment point. Layers inure to the subsequent layers if the aggregate limit of the preceding layer(s) is exhausted, and the subsequent layer cascades down in its place. Zephyr provides property insurance coverage for Hawaii. The various layers of its 2017-2018 reinsurance program area as follows: • Zephyr’s Retention . If a first catastrophic event strikes Hawaii, Zephyr has a primary retention of the first $20 million ($15 million plus $5 million co-participation on the Top and Aggregate layer) of losses and loss adjustment expenses. If a second event strikes Hawaii, Zephyr’s primary retention decreases to $16 million and the remainder of losses are ceded to third parties. In a first event exceeding approximately $386 million, there is an additional co-participation of 3.8% subject to a maximum co-participation of $12 million. Assuming a 1-100-year event, a second event exceeding approximately $386 million results in an additional co-participation of 117.7%, subject to a maximum co-participation of $56 million. Zephyr has a $16 million primary retention for events beyond the second catastrophic event. • Shared Layers above retention . Immediately above the retention, the Company has purchased $372 million of reinsurance from third party reinsurers. This coverage includes the following layers: Top and Aggregate layer, Underlying layer, Layer 1, Layer 2 and a private sliver alongside those layers. Through the payment of a reinstatement premium, Heritage P&C and Zephyr are able to reinstate $352 million of this reinsurance one time. There is $20 million of shared coverage subject to a seasonal aggregate of $68 million. • Multi-Zonal Layers. The Company purchased additional layers which provide coverage for Florida for a second event and both first and second event coverage for Hawaii. The first event coverage for Hawaii is a counterpart to the multi-state catastrophe bond layers and FHCF layer. There is a total of $302 million of reinsurance coverage purchased on this basis, with $254 million having a prepaid reinstatement. The multi-zonal occurrence layer provides first and second event coverage of $254 million for Hawaii and second event coverage of $254 million for Florida. A Top and Aggregate multi-zonal layer provides first event coverage of $48 million for Hawaii and second or subsequent event coverage of $48 million for Florida. • Top Hawaii only layer. Zephyr has an additional layer purchased from third party reinsurers which provides $26 million of coverage for Hawaii only losses. This layer has one free reinstatement. • Aggregate Coverage . In addition to what is described above, much of the reinsurance is structured in a way to provide aggregate coverage. An aggregate of $700 million of limit is structured on this basis (Top and Aggregate, Underlying, Layer 1, Layer 2, Private Layers, Multi-Zonal, Hawaii Only). To the extent that this coverage is not fully exhausted in the first catastrophic event, it provides coverage commencing at its reduced retention for second and subsequent events where underlying coverage has been previously exhausted. $632 million has a reinstatement, which is prepaid or free. For a first catastrophic event striking Florida, our reinsurance program provides coverage up to $1.75 billion of losses and loss adjustment expenses, including our retention, and we are responsible for all losses and loss adjustment expenses in excess of such amount. For a first catastrophic event striking Hawaii, our reinsurance program provides coverage up to $731 million of losses and loss adjustment expenses, including our retention, and we are responsible for all losses and loss adjustment expenses in excess of such amount. For subsequent catastrophic events, our total available coverage depends on the magnitude of the first event, as we may have coverage remaining from layers that were not previously fully exhausted. An aggregate of $632 million of limit purchased in 2017 includes a reinstatement, all of which is prepaid or free. In total, we have purchased $2.6 billion of potential reinsurance coverage, including our retention, for multiple catastrophic events. Our ability to access this coverage, however, will be subject to the severity and frequency of such events. Hurricane losses in states other than Hawaii would be covered under the Heritage P&C program with the exception of the FHCF and the series 2015, 2016 and 2017 catastrophe bonds. Management deemed this reinsurance protection to be sufficient given the level of catastrophe exposure in 2017 for North Carolina, South Carolina, Georgia and Alabama. In placing our 2017-2018 reinsurance program, we sought to capitalize on favorable reinsurance pricing and mitigate uncertainty surrounding the future cost of our reinsurance by negotiating multi-year arrangements. The $687.5 million of aggregate coverage we have purchased from Citrus Re Ltd, which includes the 2015 Class A, B, and C notes, the 2016 Class D & E notes, and the 2017 Series notes extends $277.5 million of coverage until May 2018, $250 million of coverage for another two-year period and $160 million of coverage for a three-year period. To the extent coverage is all or partially exhausted before the end of three years, it cannot be reinstated. In the aggregate, multi-year coverage from Citrus Re Ltd accounts for approximately 26% of our purchases of private reinsurance for the 2017 hurricane season. The terms of each of the multi-year coverage arrangements described above are subject to adjustment depending on, among other things, the size and composition of our portfolio of insured risks in future periods. 2016 - 2017 Reinsurance Program The Company placed its reinsurance program for the period from June 1, 2016 through May 31, 2017 during the second quarter of 2016. This reinsurance program incorporated the catastrophe risk of our two insurance subsidiaries, Heritage P&C, a Florida based insurer and Zephyr, a Hawaii based insurer, into one reinsurance structure. The programs were incorporated into one reinsurance structure and are allocated amongst traditional reinsurers, catastrophe bonds issued by Citrus Re and the FHCF. Coverage was shared by both insurers unless otherwise noted. The 2016-2017 reinsurance program provided, including retention, first event coverage up to $1.9 billion in Florida, first event coverage up to $1.1 billion in Hawaii, and multiple event coverage up to $3 billion. The reinsurance program, which was segmented into layers of coverage, protected the Company for excess property catastrophe losses and loss adjustment expenses. The Company’s 2016-2017 reinsurance program incorporates the mandatory coverage required by law to be placed with FHCF, which was available only for Florida catastrophe risk. For the 2016 hurricane season, the Company reduced its selected participation percentage in the FHCF from 75% to 45%. The Company also purchased private reinsurance below, alongside and above the FHCF layer, as well as aggregate reinsurance coverage. The following describes the various layers of the Company’s June 1, 2016 to May 31, 2017 reinsurance program. • The Company’s Retention . If a first catastrophic event struck Florida, the Company had a primary retention of the first $40 million of losses and loss adjustment expenses, of which Osprey was responsible for $20 million. If a first catastrophic event struck Hawaii, the Company had a primary retention of the first $30 million of losses and loss adjustment expenses, of which Osprey was responsible for $15 million. If a second catastrophic event struck Florida, Heritage P&C’s primary retention decreased to $15 million and the remainder of the losses were ceded to third parties. If a second event struck Hawaii, Zephyr’s primary retention decreased to $5 million. In the second event only for a loss exceeding $190 million, there was an additional Company co-participation of 5.4% subject to a maximum co-participation of $11.6 million. Heritage P&C and Zephyr each had a $5 million primary retention for events beyond the second catastrophic event. Osprey had no primary retention beyond the first catastrophic event in Florida or Hawaii. Additionally, Osprey was responsible for payment of up to $5.3 million of reinstatement premium, depending on the amount of losses incurred. • Shared Layers above retention and below FHCF . Immediately above the retention, the Company purchased $374 million of reinsurance from third party reinsurers. Through the payment of a reinstatement premium, the Company was able to reinstate the full amount of this reinsurance one time. To the extent that $374 million or a portion thereof was exhausted in a first catastrophic event, the Company purchased reinstatement premium protection insurance to pay the required premium necessary for the reinstatement of this coverage. • FHCF Layer . The Company’s FHCF program provided coverage for Florida events only and included an estimated maximum provisional limit of 45% of $1.5 billion, in excess of its retention of $460 million. The limit and retention of the FHCF coverage was subject to upward or downward adjustment based on, among other things, submitted exposures to FHCF by all participants. The Company purchased coverage alongside from third party reinsurers and through reinsurance agreements with Citrus Re. To the extent the FHCF coverage was adjusted, this private reinsurance with third party reinsurers and Citrus Re would adjust to fill in any gaps in coverage up to the reinsurers’ aggregate limits for this layer. The FHCF coverage could be reinstated once exhausted, but it did provide coverage for multiple events. • Layers alongside the FHCF. The Florida reinsurance program included third party layers alongside the FHCF. These included 2015 C and 2015 B series catastrophe bonds, which covered Florida only for the 2016 season, and 2016 D and 2016 E catastrophe bond series issued by Citrus Re, which total $377.5 million of coverage, as discussed below, as well as a traditional reinsurance layer providing $200 million of coverage. Through a reinstatement, the Company was able to reinstate the full amount of the $200 million of reinsurance one time. These 2016 catastrophe bonds and the traditional reinsurance layer provided coverage for both Florida and Hawaii catastrophe losses. • 2016 Class D and E Notes: During February 2016, Heritage P&C and Zephyr entered into two catastrophe reinsurance agreements with Citrus Re. The agreements provided for three years of coverage from catastrophic losses caused by named storms, including hurricanes, beginning on June 1, 2016. Heritage P&C and Zephyr pays a periodic premium to Citrus Re during this three-year risk period. Citrus Re issued an aggregate of $250 million of principal-at-risk variable notes due February 2019 to fund the reinsurance trust account and its obligations to Heritage P&C and Zephyr under the reinsurance agreements. The Class D notes provided $150 million of coverage and the Class E notes provided $100 million of coverage. The Class D and Class E notes provided reinsurance coverage for a sliver of the catastrophe coverage that had previously been provided by the FHCF. The limit of coverage was fully collateralized by a reinsurance trust account for the benefit of Heritage P&C and Zephyr. The maturity date of the notes may be extended up to two additional years to satisfy claims for catastrophic events occurring during the three-year term of the reinsurance agreements. • 2015 Class B and C Notes : During April 2015, Heritage P&C entered into catastrophe reinsurance agreements with Citrus Re. The 2015 notes did not provide coverage for Zephyr for the 2016 hurricane season. The agreements provided for three years of coverage from catastrophic losses caused by named storms, including hurricanes, beginning on June 1, 2015. Heritage P&C pays a periodic premium to Citrus Re during this three-year risk period. Citrus Re issued principal-at-risk variable notes due April 2018 to fund the reinsurance trust account and its obligations to Heritage P&C under the reinsurance agreements. The Class B notes provided $97.5 million of coverage, and the Class C notes provided $30 million of coverage. The Class B and Class C notes provided reinsurance coverage for a sliver of the catastrophe coverage that had previously been provided by the FHCF. The limit of coverage is fully collateralized by a reinsurance trust account for the benefit of Heritage P&C. The maturity date of the notes may be extended up to two additional years to satisfy claims for catastrophic events occurring during the three-year term of the reinsurance agreements. Layers above the FHCF - Florida program • 2015 Class A Notes: During April 2015, Heritage P&C entered into catastrophe reinsurance agreements with Citrus Re. The 2015 notes did not provide coverage for Zephyr for the 2016 hurricane season. The agreements provided for three years of coverage from catastrophic losses caused by named storms, including hurricanes, beginning on June 1, 2015. Heritage P&C paid a periodic premium to Citrus Re during this three-year risk period. Citrus Re issued principal-at-risk variable notes due April 2018 to fund the reinsurance trust account and its obligations to Heritage P&C under the reinsurance agreements. The Class A notes provided $150 million of coverage for a layer above the FHCF. The limit of coverage is fully collateralized by a reinsurance trust account for the benefit of Heritage P&C. The maturity date of the notes may be extended up to two additional years to satisfy claims for catastrophic events occurring during the three-year term of the reinsurance agreements. • 2014 Class A Notes: Coverage immediately below and above the 2015 Class A notes was provided by the 2014 reinsurance agreements entered into with Citrus Re. The first contract with Citrus Re provided $150 million of coverage immediately below 2015 Class A, and the second contract provided an additional $50 million of coverage which sits immediately above 2015 Class A. During April 2014, Heritage P&C entered into two catastrophe reinsurance agreements with Citrus Re. The 2014 notes did not provide coverage for Zephyr for the 2016 hurricane season. The agreements provide for three years of coverage from catastrophe losses caused by certain named storms, including hurricanes, beginning on June 1, 2014. The limit of coverage of $200 million is fully collateralized by a reinsurance trust account for the benefit of Heritage P&C. Heritage P&C pays a periodic premium to Citrus Re during this three-year risk period. Citrus Re issued $200 million of principal-at-risk variable notes due April 2017 to fund the reinsurance trust account and its obligations to Heritage P&C under the reinsurance agreements. The maturity date of the notes may be extended up to two additional years to satisfy claims for catastrophic events occurring during the three-year term of the reinsurance agreements. • Multi-Zonal Layers. The Company purchased additional layers which provided coverage for Florida for a second event and both first and second event coverage for Hawaii. The first event coverage for Hawaii was a counterpart to the Florida-only catastrophe bond layers and FHCF layer. There was a total of $282 million of reinsurance coverage purchased on this basis, with $260 million having a prepaid reinstatement. The multi-zonal occurrence layer provides first and second event coverage of $260 million for Hawaii and second event coverage of $260 million for Florida. A top and drop multi-zonal layer provides first and subsequent event coverage of $22 million for Hawaii and second or subsequent event coverage of $22 million for Florida. • Aggregate Coverage . In addition to what is described above, much of the reinsurance is structured in a way to provide aggregate coverage. An aggregate of $682 million of limit is structured on this basis. To the extent that this coverage was not fully exhausted in the first catastrophic event, it provided coverage commencing at its reduced retention for second and subsequent events where underlying coverage had been previously exhausted. An aggregate of $460 million had a reinstatement, which was prepaid. For a first catastrophic event striking Florida, our reinsurance program provided coverage for $2 billion of losses and loss adjustment expenses, including our retention, and we are responsible for all losses and loss adjustment expenses in excess of such amount. For a first catastrophic event striking Hawaii, our reinsurance program provides coverage for $1.1 billion of losses and loss adjustment expenses, including our retention, and we were responsible for all losses and loss adjustment expenses in excess of such amount. For subsequent catastrophic events, our total available coverage depended on the magnitude of the first event, as we may have coverage remaining from layers that were not previously fully exhausted. An aggregate of $860 million of limit purchased in 2016 included a reinstatement, with $825 million being prepaid. In total, we purchased $3.1 billion of potential reinsurance coverage, including our retention, for multiple catastrophic events. Our ability to access this coverage, however, was subject to the severity and frequency of such events. Hurricane losses in states other than Hawaii would have been covered under the Heritage P&C program with the exception of the FHCF and the series 2015 and 2016 catastrophe bonds. Management deemed this reinsurance protection to be sufficient given the level of catastrophe exposure in 2017 for North Carolina and South Carolina. In placing our 2016-2017 reinsurance program, we sought to capitalize on favorable reinsurance pricing and mitigate uncertainty surrounding the future cost of our reinsurance by negotiating multi-year arrangements. The $727.5 million of aggregate coverage we have purchased from Citrus Re Ltd, which included the 2014 Class A & B notes, the 2015 Class A, B, and C notes, and the 2016 Class D & E notes extends $200 million until May of 2017, $277.5 million for another two-year period and $250 million for a three-year period. To the extent coverage is all or partially exhausted before the end of three years, it cannot be reinstated. In the aggregate, multi-year coverage from Citrus Re Ltd accounts for approximately 42% of our purchases of private reinsurance for the 2016 hurricane season. The terms of each of the multi-year coverage arrangements described above are subject to adjustment depending on, among other things, the size and composition of our portfolio of insured risks in future periods. 2015 – 2016 Reinsurance Program During the second quarter of 2015, the Company placed its reinsurance program for the period from June 1, 2015 through May 31, 2016. The Company’s reinsurance program, which was segmented into layers of coverage, protected it for excess property catastrophe losses and loss adjustment expenses. The Company’s 2015-2016 reinsurance program incorporated the mandatory coverage required by law to be placed with FHCF. For the 2015 hurricane season, the Company selected 75% participation in the FHCF. The Company also purchased private reinsurance below, alongside and above the FHCF layer, as well as aggregate reinsurance coverage. The following describes the various layers of the Company’s June 1, 2015 to May 31, 2016 reinsurance program. • The Company’s Retention . For the first catastrophic event, the Company had a primary retention of the first $35 million of losses and loss adjustment expenses, of Osprey was responsible for $20 million. For a second event, Heritage P&C’s primary retention decreases to $5 million and Osprey was responsible for $10 million. To the extent that there was reinsurance coverage remaining, Heritage P&C has a $5 million primary retention for events beyond the second catastrophic event. Osprey has no primary retention beyond the second catastrophic event. • Layers Below FHCF . Immediately above the Company’s retention, the Company purchased $440 million of reinsurance from third party reinsurers. Through the payment of a reinstatement premium, the Company was able to reinstate the full amount of this reinsurance one time. To the extent that $440 million or a portion thereof was exhausted in a first catastrophic event, the Company purchased reinstatement premium protection insurance to pay the required premium necessary for the reinstatement of this coverage. A portion of this coverage wrapped around the FHCF and provided coverage alongside and above the FHCF. • FHCF Layer • CAT Bond Layer alongside the FHCF • CAT Bond Layer above the FHCF • Aggregate Coverage For a first catastrophic event, our reinsurance program provided coverage for $1.8 billion of losses and loss adjustment expenses, including our retention, and we were responsible for all losses and loss adjustment expenses in excess of such amount. For subsequent catastrophic events, our total available coverage depended on the magnitude of the first event, as we may have had coverage remaining from layers that were not previously fully exhausted. We also have purchased reinstatement premium protection insurance to provide an additional $440.0 million of coverage. Our aggregate reinsurance layer also provided coverage for second and subsequent events to the extent not exhausted in prior events. In total, we purchased $2.3 billion of potential reinsurance coverage, including our retention, for multiple catastrophic events. |
Reserve For Unpaid Losses
Reserve For Unpaid Losses | 9 Months Ended |
Sep. 30, 2017 | |
Insurance [Abstract] | |
Reserve for Unpaid Losses | NOTE 11. RESERVE FOR UNPAID LOSSES The Company determines the reserve for unpaid losses on an individual-case basis for all incidents reported. The liability also includes amounts which are commonly referred to as incurred but not reported, or “IBNR”, claims as of the balance sheet date. The table below summarizes the activity related to the Company’s reserve for unpaid losses: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (In thousands) (In thousands) Balance, beginning of period $ 122,785 $ 117,485 $ 140,137 $ 83,722 Less: reinsurance recoverable on paid losses 2,499 — 589 — Net balance, beginning of period 120,286 117,485 139,548 83,722 Incurred related to: Current year 60,436 50,746 155,255 152,372 Prior years 3,599 3,160 1,473 17,291 Total incurred 64,035 53,906 156,728 169,663 Paid related to: Current year 62,842 33,330 102,079 71,383 Prior years 16,198 12,366 88,917 56,307 Total paid 79,040 45,696 190,996 127,690 Unpaid claim liabilities from Sawgrass 15,991 15,991 Net balance, end of period 121,270 125,695 121,270 125,695 Plus: reinsurance recoverable on unpaid losses 368,310 — 368,310 — Balance, end of period $ 489,580 $ 125,695 $ 489,580 $ 125,695 As of September 30, 2017, we reported $121.3 million in unpaid losses and loss adjustment expenses, net of reinsurance. We reported IBNR of $173.4 million of which $75.6 million relates to non-Irma claims. The Company’s losses incurred for the nine months ended September 30, 2017 and 2016 reflect a prior year deficiency of $1.5 million and a deficiency of $17.3 million, respectively, associated with management’s best estimate of the actuarial loss and LAE reserves with consideration given to Company specific historical loss experience. The $1.5 million of unfavorable development for the nine months ended September 30, 2017 resulted from $6.1 million of unfavorable development from catastrophe losses related to Hurricane Matthew, offset by $4.6 million favorable development non-catastrophe losses. Most of the unfavorable development during the nine months ended September 30, 2016 was from personal lines. Additionally, most of the unfavorable emergence came from the second, third and fourth quarters of 2015, primarily related to claims involving litigation and claims that were represented by attorneys, public adjusters or others (sometimes referred to as Assignment of Benefits). Also, a majority of the unfavorable development in the nine months ended September 30, 2016 was isolated to the tri-county region of Florida (the counties of Miami-Dade, Broward and Palm Beach). The favorable development recorded in the first nine months ended September 30, 2017 is generally related to lower expected loss adjustment expenses. Catastrophe Management The Company writes insurance in the states of Florida, North Carolina, South Carolina, Hawaii, Alabama and Georgia, any of which could be exposed to hurricanes or other natural catastrophes. Although the occurrence of a major catastrophe could have a significant effect on our monthly or quarterly results, such an event is unlikely to be so material as to disrupt our overall normal operations. However, the Company is unable to predict the frequency or severity of any such events that may occur in the near term or thereafter. The Company believes that the reserve for unpaid losses reasonably represents the amount necessary to pay all claims and related expenses which may arise from incidents that have occurred as of the September 30, 2017. The Company actively monitors its catastrophe risk within the United States. Current year catastrophe losses by the event and magnitude are shown in the following table for the nine months ended September 30, 2017 and 2016, respectively. 2017 2016 Number of Events Incurred Loss and LAE (1) Combined Ratio Impact Number of Events Incurred Loss and LAE (1) Combined Ratio Impact (In thousands) (In thousands) Nine Months Ended September 30, Current period catastrophe losses incurred $10 million to $50 million (2) 1 $ 20,000 — — $ — — $1 million to $10 million (3) — — — 1 4,094 — Total 1 $ 20,000 — 1 $ 4,094 — (1) Incurred loss and LAE is equal to losses and LAE paid plus the change in case and incurred but not reported reserve, net of losses ceded to reinsurers. During the third quarter of 2017, we incurred losses and LAE from one named storm, Hurricane Irma. (2) Reflects 2017 losses from hurricane Irma in September 2017, net of reinsurance recoverables. (3) Reflects 2016 losses from Hurricane Hermine. |
Long-Term Debt
Long-Term Debt | 9 Months Ended |
Sep. 30, 2017 | |
Debt Disclosure [Abstract] | |
Long-Term Debt | NOTE 12. LONG-TERM DEBT Long-term debt as September 30, 2017, consisted of the following: Principal Unamortized Debt Issuance Costs (In thousands) Senior Secured Notes, due December 15, 2023 (interest computed at 8.75% plus 3 month Libor average, at September 30, 2017) $ 79,500 $ 5,985 Convertible Senior Notes, due August 1, 2037 (interest computed at 5.875% per annum, at September 30, 2017) $ 136,750 $ 5,105 Senior Secured Notes On December 15, 2016, we issued $79.5 million aggregate amounts of Senior Secured Notes (“Secured Notes”) to six accredited investors. The Secured Notes bear interest of 8.75% per annum plus the three month average of LIBOR. Principal and interest is paid quarterly. Interest payments commenced on March 15, 2017 and the quarterly principal payments commence on December 31, 2018. At September 30, 2017, we owed $73.3 million on the Secured Notes, net of issuance costs which totaled approximately $6.2 million. For the nine-month period ended September 30, 2017, the Company made interest payments of approximately $3.9 million. The Secured Notes contain customary restrictive covenants relating to merger, modification of the indenture, subordination, issuance of debt securities and sale of assets, the most significant of which include limitations with respect to certain designated subsidiaries on the incurrence of additional indebtedness or guarantees secured by any security interest on any shares of their capital stock. The Secured Notes covenants also limit the Company’s ability to sell or otherwise dispose of any shares of capital stock of such designated subsidiaries. The Secured Notes do not have the benefit of any sinking funds. They also contain customary limitations and lien provisions as well as customary events of default provisions, which if breached, could result in the accelerated maturity of the Secured Notes. The Company was in compliance with the Senior Notes covenants for the three and nine months ended September 30, 2017. Subject to the replacement capital covenant, the Secured Notes may be redeemed, in whole or in part, at any time on or after December 15, 2018, based on the quarterly payment date, at the following redemption prices (as a percentage of outstanding principal amount of the notes to be redeemed) plus accrued and unpaid interest and principal: 2018 – 103%; 2019 – 102%; 2020 – 101%; and thereafter at 100%. If there is a change in control, a holder has the right to require the Company to purchase such holder’s Secured Notes at a price in cash equal to 101% of the principal amount thereof, plus accrued and unpaid interest, if any. At September 30, 2017, the effective interest rate, taking into account the stated interest expense and amortization of debt issuance costs, approximates 10%. Convertible Senior Notes On August 16, 2017, the Company issued $125.0 million aggregate principal amount of 5.875% Convertible Senior Notes due 2037 (the “Convertible Notes”) under an Indenture (the “Indenture”) by and among the Company, as issuer, Heritage MGA, LLC, as guarantor, and Wilmington Trust, National Association, as trustee (the “Trustee”). The Convertible Notes were issued in a private placement transaction pursuant to Rule 144A under the Securities Act, as amended. On September 7, 2017, the Company issued an additional $11.75 million aggregate principal amount of Convertible Notes pursuant to the initial purchaser’s option. The Convertible Notes bear interest at a rate of 5.875% per year. Interest accrues from August 16, 2017 and will be payable semi-annually in arrears, on February 1 and August 1 of each year, beginning on February 1, 2018. The Convertible Notes are senior unsecured obligations of the Company that will rank senior in right of payment to the Company’s future indebtedness that is expressly subordinated in right of payment to the Convertible Notes; equal in right of payment to the Company’s unsecured indebtedness that is not so subordinated; effectively junior to any of the Company’s secured indebtedness to the extent of the value of the assets securing such indebtedness; and structurally junior to all indebtedness or other liabilities incurred by the Company’s subsidiaries other than the Guarantor, which will fully and unconditionally guarantee the Convertible Notes on a senior unsecured basis. The Convertible Notes will mature on August 1, 2037 (the “Maturity Date”), unless earlier repurchased, redeemed or converted. Holders may convert their Convertible Notes at any time prior to the close of business on the business day immediately preceding February 1, 2037, other than during the period from, and including, February 1, 2022 to the close of business on the second business day immediately preceding August 5, 2022, only under the following circumstances: (1) during any calendar quarter commencing after the calendar quarter ending on September 30, 2017, if the closing sale price of the Company’s common stock, for at least 20 trading days (whether or not consecutive) in the period of 30 consecutive trading days ending on the last trading day of the calendar quarter immediately preceding the calendar quarter in which the conversion occurs, is more than 130% of the conversion price of the Convertible Notes in effect on each applicable trading day; (2) during the ten consecutive business-day period following any five consecutive trading-day period in which the trading price for the Convertible Notes for each such trading day was less than 98% of the closing sale price of the Company’s common stock on such date multiplied by the then-current conversion rate; (3) if the Company calls any or all of the Convertible Notes for redemption, at any time prior to the close of business on the second business day immediately preceding the redemption date; or (4) upon the occurrence of specified corporate events. During the period from, and including, February 1, 2022 to the close of business on the second business day immediately preceding August 5, 2022, and on or after February 1, 2037 until the close of business on the second business day immediately preceding the Maturity Date, holders may surrender their Convertible Notes for conversion at any time, regardless of the foregoing circumstances. Unless and until the Company obtains shareholder approval under Rule 312.03 of The New York Stock Exchange Listed Company Manual for the issuance of the Company’s common stock in excess of the limitations set forth therein, the Company will pay to any converting holder in respect of each $1,000 principal amount of Convertible Notes being converted solely cash in an amount equal to the sum of the daily conversion values (as defined in the Indenture) for each of the 40 consecutive trading days during the related conversion period (as defined in the Indenture). Following the Company’s receipt of shareholder approval, the Company will settle conversions of Convertible Notes through payment or delivery, as the case may be, of cash, shares of its common stock or a combination of cash and shares of its common stock, at its election, based on such daily conversion values (other than for settlement only in shares). The conversion rate for the Convertible Notes is initially 67.0264 shares of common stock per $1,000 principal amount of Convertible Notes (equivalent to an initial conversion price of approximately $14.92 per share of common stock). The conversion rate is subject to adjustment in certain circumstances, and is subject to increase for holders that elect to convert their Convertible Notes in connection with certain corporate transactions (but not, at the Company’s election, a public acquirer change of control (as defined in the Indenture)) that occur prior to August 5, 2022. Upon the occurrence of a fundamental change (as defined in the Indenture) (but not, at the Company’s election, a public acquirer change of control (as defined in the Indenture)), holders of the Convertible Notes may require the Company to repurchase for cash all or a portion of their Convertible Notes at a fundamental change repurchase price equal to 100% of the principal amount of the Convertible Notes to be repurchased, plus accrued and unpaid interest to, but excluding, the fundamental change repurchase date. Except as described below, the Company may not redeem the Convertible Notes prior to August 5, 2022. If the NBIC Acquisition is not consummated for any reason by June 8, 2018, or if the acquisition agreement relating to the NBIC Acquisition is terminated for any reason (other than by consummation of the NBIC Acquisition), the Company may redeem all, but not less than all, of the outstanding Convertible Notes for cash on a redemption date to occur on or prior to August 31, 2018 for a redemption price for each $1,000 principal amount of Convertible Notes equal to the sum of (i) $1,010, (ii) accrued and unpaid interest on such Convertible Notes to, but excluding, the redemption date and (iii) 75% of the excess, if any, of the redemption conversion value (as defined in the Indenture) over the initial conversion value (as defined in the Indenture). On or after August 5, 2022 but prior to February 1, 2037, the Company may redeem for cash all or any portion of the Convertible Notes, at the Company’s option, at a redemption price equal to 100% of the principal amount of the Convertible Notes to be redeemed, plus accrued and unpaid interest to, but excluding, the redemption date. No sinking fund is provided for the Convertible Notes, which means that the Company is not required to redeem or retire the Convertible Notes periodically. Holders of the Convertible Notes will be able to cause the Company to repurchase their Convertible Notes for cash on any of August 1, 2022, August 1, 2027 and August 1, 2032, in each case at 100% of their principal amount, plus accrued and unpaid interest to, but excluding, the relevant repurchase date. The Indenture contains customary terms and covenants and events of default. If an Event of Default (as defined in the Indenture) occurs and is continuing, the Trustee by notice to the Company, or the holders of at least 25% in aggregate principal amount of the Convertible Notes then outstanding by notice to the Company and the Trustee, may declare 100% of the principal of, and accrued and unpaid interest, if any, on, all the Convertible Notes to be immediately due and payable. In the case of certain events of bankruptcy, insolvency or reorganization (as set forth in the Indenture) with respect to the Company, 100% of the principal of, and accrued and unpaid interest, if any, on, the Convertible Notes will automatically become immediately due and payable. The following table summarizes the Company’s long-term debt. September 30, 2017 December 31, 2016 (In thousands) 5.85% Convertible Senior Notes, due August 2037 $ 136,750 $ — Senior Secured Note, due December 15, 2023 79,500 79,500 Total principal amount 216,250 79,500 Less: unamortized discount and issuance costs 27,616 6,595 Total long-term debt $ 188,634 $ 72,905 The trading price of the underlying Secured Note as of September 30, 2017 was approximately 1.07 of par value. Debt issuance costs are capitalized and presented as a deduction from the carrying value of the debt. The debt discount and issuance costs are amortized to interest expense over the expected life of the underlying debt of 5 years. As there are offsetting puts and calls on the debt security in August 2022 at par, it will be economically beneficial for one party, either the company or the noteholders to exercise their option . The Company records the fair value of these derivatives on its balance sheet at fair value with changes in the values of these derivatives reflected in the consolidated statement of operations. The embedded derivatives are valued using the Convertible Lattice model at issuance and at the end of each quarter and marked to fair value with corresponding adjustment as “gain or loss” on change in fair values included in Other Non-Operating expense in the condensed consolidated statements of operations. For the three and nine month periods ended September 30, 2017, the Company recognized a loss on change in the fair value totaling $6.9 million. The valuation of the embedded derivatives within the convertible note was completed with the following assumptions. Assumptions August 10, 2017 September 30, 2017 Dividend yield 2.13 % 1.82 % Yield 10.2 % 8.5 % Risk-free rate 2.55 % 2.63 % Volatility 25.8 % 20.5 % Remaining Term (years) 4.98 4.84 Stock price $ 11.26 $ 13.21 The following table summarizes the derivative liability activity for the period ending September 30, 2017. See Note 13 Description Derivative Liabilities (In thousands) Fair value at issuance $ 16,838 Change due to issuances — Change in fair value 6,883 Fair value at September 30, 2017 $ 23,721 The following table summarizes the Company’s interest expense in relation to the long-term debt for the periods stated: Three Months Ended September 30 Nine Months Ended September 30 2017 2016 2017 2016 Interest Expense: (In thousands) Contractual interest $ 3,076 $ — $ 7,010 $ — Non-cash expense (1) 675 — 1,153 — Total interest expense $ 3,751 $ — $ 8,163 $ — (1) Represents amortization of debt issuance costs and debt discount. |
Other Liabilities
Other Liabilities | 9 Months Ended |
Sep. 30, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Derivative Liability, Accounts Payable and Other Liabilities | NOTE 13. DERIVATIVE LIABILTY, ACCOUNTS PAYABLE AND OTHER LIABILITIES Other liabilities consist of the following as of September 30, 2017 and December 31, 2016: Description September 30, 2017 December 31, 2016 (In thousands) Accounts payable and other payables $ 20,982 $ 6,804 Accrued interest and issuance costs 1,363 5,704 Accrued dividends 1,784 1,784 Escrow 1,210 1,210 Conversion option liability 23,721 — Commission payables 4,487 6,179 Total other liabilities $ 53,547 $ 21,681 |
Statutory Accounting and Regula
Statutory Accounting and Regulations | 9 Months Ended |
Sep. 30, 2017 | |
Text Block [Abstract] | |
Statutory Accounting and Regulations | NOTE 14. STATUTORY ACCOUNTING AND REGULATIONS State laws and regulations, as well as national regulatory agency requirements, govern the operations of all insurers such as our insurance subsidiaries. The various laws and regulations require that insurers maintain minimum amounts of statutory surplus and risk-based capital, restrict insurers’ ability to pay dividends, restrict the allowable investment types and investment mixes, and subject the Company’s insurers to assessments. The Company’s insurance subsidiaries are required to file with state insurance regulatory authorities an “Annual Statement” which reports, among other items, net income and surplus as regards policyholders, which is called stockholders’ equity under GAAP. On a combined basis, the Company’s insurance subsidiaries reported statutory net loss of $12.1 million and a net income of $24 thousand for the nine months ended September 30, 2017 and 2016, respectively. The Company’s insurance subsidiaries must maintain capital and surplus ratios or balances as determined by the regulatory authority of the states in which they are domiciled. Heritage P&C is required to maintain capital and surplus equal to the greater of $15 million or 10% of its respective liabilities. Zephyr is required to maintain a deposit of $750 thousand in a federally insured financial institution. The insurance subsidiaries combined statutory surplus was $257.6 million and $276.1 million at September 30, 2017 and December 31, 2016, respectively. State law also requires the Company’s insurance subsidiaries to adhere to prescribed premium-to-capital surplus ratios, with which the Company is in compliance. At September 30, 2017, our insurance subsidiaries met the financial and regulatory requirements of the states in which they do business. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended |
Sep. 30, 2017 | |
Commitments And Contingencies Disclosure [Abstract] | |
Commitments and Contingencies | NOTE 15. COMMITMENTS AND CONTINGENCIES The Company is involved in claims-related legal actions arising in the ordinary course of business. The Company accrues amounts resulting from claims-related legal actions in unpaid losses and loss adjustment expenses during the period that it determines an unfavorable outcome becomes probable and it can estimate the amounts. Management makes revisions to its estimates based on its analysis of subsequent information that the Company receives regarding various factors, including: (i) per claim information; (ii) company and industry historical loss experience; (iii) judicial decisions and legal developments in the awarding of damages; and (iv) trends in general economic conditions, including the effects of inflation. When determinable, the Company discloses the range of possible losses in excess of those accrued and for reasonably possible losses. At September 30, 2017, the Company was not involved in any material non-claims-related legal actions. See Note 12 |
Related Party Transactions
Related Party Transactions | 9 Months Ended |
Sep. 30, 2017 | |
Related Party Transactions [Abstract] | |
Related Party Transactions | NOTE 16. RELATED PARTY TRANSACTIONS The Company has been party to various related party transactions involving certain of its officers, directors and significant stockholders as set forth below. The Company has entered into each of these arrangements without obligation to continue its effect in the future and the associated expense was immaterial to its results of operations or financial position as of September 30, 2017 and 2016. • The Company has entered into an agreement with a real estate management company controlled by one of its directors to manage its Clearwater office space. Management services are provided at a fixed fee, plus ordinary and necessary out of pocket expenses. Fees for additional services, such as the oversight of construction activity, are provided for on an as-needed basis. For the nine month periods ended September 30, 2017 and 2016, the Company paid the management service company approximately $75 thousand and $86 thousand, respectively. • In January 2017, the Company entered into a consulting agreement with Mrs. Shannon Lucas, the wife of the Chairman and CEO, in which she agreed to provide consulting services related to the Company’s catastrophe reinsurance and risk management program at a rate of $400 per hour. The consulting agreement has no specific term and either party may terminate the agreement upon providing written notice. Additionally, she serves as a director of Heritage P&C with an annual compensation of $150 thousand. For the nine-month period ended September 30, 2017, the Company paid consulting fees to Ms. Lucas of approximately $371 thousand. |
Employee Benefit Plan
Employee Benefit Plan | 9 Months Ended |
Sep. 30, 2017 | |
Compensation And Retirement Disclosure [Abstract] | |
Employee Benefit Plan | NOTE 17. EMPLOYEE BENEFIT PLAN The Company provides a 401(k) plan for substantially all of its employees. The Company contributes 3% of employees’ salary, up to the maximum allowable contribution, regardless of the employees’ level of participation in the plan. For the nine-month periods ended September 30, 2017 and 2016, the Company’s contributions to the plan on behalf of the participating employees were $478 thousand and $408 thousand, respectively. The Company provides for its employees a partially self-insured healthcare plan and benefits. For the nine months ended September 30, 2017 and 2016, the Company incurred medical premium costs in the aggregate of $2.2 million and $1.4 million, respectively. The Company also recorded approximately $298 thousand as unpaid claims as of September 30, 2017. A stop loss reinsurance policy caps the maximum loss that could be incurred by the Company under the self-insured plan. The Company’s stop loss coverage per employee is $60 thousand, for which any excess cost would be covered by the reinsurer subject to an aggregate limit for losses in excess of $1.5 million which would provide up to $1.0 million of coverage. Any excess of the $1.5 million retention and the $1 million of aggregate coverage would be borne by the Company. The aggregate stop loss commences once our expenses exceed 125% of the annual aggregate expected claims. |
Equity
Equity | 9 Months Ended |
Sep. 30, 2017 | |
Equity [Abstract] | |
Equity | NOTE 18. EQUITY The total amount of authorized capital stock consists of 50,000,000 shares of common stock and 5,000,000 shares of preferred stock. As of September 30, 2017, the Company had 23,500,174 shares of common stock outstanding, 7,099,597 treasury shares of common stock and 900,000 unvested shares of restricted common stock issued, reflecting total paid-in capital of $209.3 million as of such date. As more fully disclosed in our audited consolidated financial statements for the year ended December 31, 2016, there were 28,840,443 shares of common stock outstanding, 1,149,923 stock options outstanding, and 900,000 unvested restricted stock grants, representing $205.7 million of additional paid-in capital at December 31, 2016. Common Stock Holders of common stock are entitled to one vote for each share held on all matters subject to a vote of stockholders, subject to the rights of holders of any outstanding preferred stock. Accordingly, holders of a majority of the shares of common stock entitled to vote in any election of directors may elect all of the directors standing for election, subject to the rights of holders of any outstanding preferred stock. Holders of common stock will be entitled to receive ratably any dividends that the board of directors may declare out of funds legally available therefor, subject to any preferential dividend rights of outstanding preferred stock. Upon the Company’s liquidation, dissolution or winding up, the holders of common stock will be entitled to receive ratably its net assets available after the payment of all debts and other liabilities and subject to the prior rights of holders of any outstanding preferred stock. Holders of common stock have no preemptive, subscription, redemption or conversion rights. There is no redemption or sinking fund provisions applicable to the common stock. All outstanding shares of the Company’s capital stock are fully paid and nonassessable. Stock Repurchase Program On May 4, 2016, the Company announced that the Company’s Board of Directors authorized a stock repurchase program authorizing the Company to repurchase up to $70 million of the Company’s common stock. The stock repurchase program expires on December 31, 2017. During the quarter ended March 31, 2017, the Company repurchased an aggregate of 361,211 shares at a cost of $4.5 million through open market or private transactions. During the quarter ended June 30, 2017, the Company repurchased an aggregate of 322,811 shares of the Company’s stock in open market transactions for $4.1 million. During the quarter ended September 30, 2017, the Company repurchased an aggregate of 1,103,848 shares of the Company’s common stock in open market transactions for $13.0 million. As of September 30, 2017, the Company had $22.8 million remaining to purchase shares under its authorized $70 million shares repurchase plan. See Part II, Item 2, “Unregistered Sales of Equity Securities and Use of Proceeds” of this report for additional information. In connection with the issuance of the Convertible Notes as described in Note 12 Long-Term Debt Dividends On November 8, 2016, the Company announced that its Board of Directors declared a $0.06 per share quarterly dividend payable on January 4, 2017 to stockholders of record as of December 15, 2016. On March 2, 2017, the Company’s Board of Directors declared a $0.06 per share quarterly dividend payable on April 4, 2017, to stockholders of record March 15, 2017. On May 2, 2017, the Company’s Board of Directors declared a $0.06 per share quarterly dividend payable on July 5, 2017, to stockholders of record June 15, 2017. The declaration and payment of any future dividends will be subject to the discretion of the Board of Directors and will depend on a variety of factors including the Company’s financial condition and results of operations. |
Stock-Based Compensation
Stock-Based Compensation | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Stock-Based Compensation | NOTE 19. STOCK-BASED COMPENSATION The Company has adopted the Heritage Insurance Holdings, Inc., Omnibus Incentive Plan (the “Plan”) effective on May 22, 2014. The Plan authorized 2,981,737 shares of common stock for issuance under the Plan for future grants. At September 30, 2017 and December 31, 2016, there were 413,814 and 170,814 shares available for grant under the Plan, respectively. The Company recognizes compensation expense under ASC 718 for its stock-based payments based on the fair value of the awards. The Company grants stock options at exercise prices equal to the fair market value of the Company’s stock on the dates the options are granted. The options have a maximum term of ten years from the date of grant and vest primarily in equal annual installments over a range of one to five years periods following the date of grant for employee options. If a participant’s employment relationship ends, the participant’s vested awards will remain exercisable for the shorter of a period of 30 days or the period ending on the latest date on which such award could have been exercisable. The fair value of each option grant is separately estimated for each grant date. The fair value of each option is amortized into compensation expense on a straight-line basis between the grant date for the award and each vesting date. The Company estimates the fair value of all stock option awards as of the date of the grant by applying the Black-Scholes-Merton multiple-option pricing valuation model (“Black-Scholes model”). The application of this valuation model involves assumptions that are judgmental and highly sensitive in the determination of compensation expense. Stock Options and Restricted Stock Stock Options A summary of information related to stock options and restricted stock outstanding at September 30, 2017 is as follows: Stock Options Weighted-Average Grant Date Fair Value Balance at December 31, 2016 1,149,923 $ 2.99 Granted — Expired (243,000 ) $ 2.70 Exercised — Balance at September 30, 2017 906,923 $ 3.07 Vested and exercisable as of September 30, 2017 906,923 $ 3.07 No compensation expense was recognized for stock options granted above for the three and nine months ended September 30, 2017 and 2016. Restricted Stock The Company has also granted shares of its common stock subject to certain restrictions under the Plan. Restricted stock awards granted to employees vest in equal installments, generally over a five-year period from the grant date, subject to the recipient’s continued employment. The fair values of restricted stock awards are estimated by the market price at the date of grant and amortized on a straight-line basis to expense over the period of vesting. Recipients of restricted stock awards have the right to receive dividends. No restricted stock was granted as of September 30, 2017. Restricted stock activity during the nine months ended September 30, 2017 is as follows: Weighted-Average Grant-Date Fair Number of shares Value per Share Non-vested, at December 31, 2016 900,000 $ 18.82 Granted — Vested — Canceled and forfeited — Non-vested, at September 30, 2017 900,000 $ 18.82 Awards are being amortized to expense over the five year vesting period. The Company recognized $3.6 million and $3.6 million of compensation expense for the nine months ended September 30, 2017 and 2016, respectively. There was approximately $14.9 million of unrecognized compensation expense related to the non-vested restricted stock at September 30, 2017. The Company expects to recognize the remaining compensation expense over a weighted average period of 3.2 years. |
Subsequent Events
Subsequent Events | 9 Months Ended |
Sep. 30, 2017 | |
Subsequent Events [Abstract] | |
Subsequent Events | NOTE 20. SUBSEQUENT EVENTS On October 31, 2017, the Company announced that its Board of Directors declared a fourth quarter dividend of $0.06 per common share. The dividend is payable on December 15, 2017 to stockholders of record on November 17, 2017. On October 30, 2017, the Company entered into a ten-year term, 25-year amortization Term-Loan for $12.7 million. The interest rate is fixed at 4.95% for the first five years with the remaining years repriced at the 5-year Treasury Security plus 3.10%. The loan is collateralized by our real estate located at 2600 and 2650 McCormick Drive, Clearwater, FL. 33759, including assignment of leases, rents and profits. |
Basis of Presentation and Sig28
Basis of Presentation and Significant Accounting Policies (Policies) | 9 Months Ended |
Sep. 30, 2017 | |
Organization Consolidation And Presentation Of Financial Statements [Abstract] | |
Basis of Presentation | Basis of Presentation The condensed consolidated financial statements as of and for the three and nine months ended September 30, 2017 and 2016 include Heritage Insurance Holdings, Inc. (“Parent Company”) and its wholly-owned subsidiaries: Heritage Property & Casualty Insurance Company (“Heritage P&C”), which provides personal and commercial residential insurance; Heritage MGA, LLC, the managing general agent that manages substantially all aspects of our Florida insurance subsidiary’s business; Contractors’ Alliance Network, LLC (“CAN”), our vendor network manager for Florida claims which includes BRC Restoration Specialists, Inc. (“BRC”), our provider of restoration, emergency and recovery services; Zephyr Acquisition Company (“ZAC”) and its wholly-owned subsidiary, Zephyr Insurance Company, Inc. (“Zephyr”), our provider for writing insurance policies for residential wind insurance within the State of Hawaii; Skye Lane Properties, LLC, our property management subsidiary; First Access Insurance Group, LLC, our retail agency; Osprey Re Ltd. (“Osprey”), our reinsurance subsidiary that may provide a portion of the reinsurance protection purchased by our insurance subsidiaries; and Heritage Insurance Claims, LLC, an inactive subsidiary reserved for future development. The assets of BRC, a building restoration company, were acquired and merged into CAN in 2015. The assets of SVM Restoration Services Inc. (“SVM”), a water mitigation company, were acquired and merged into CAN in 2014. In September 2017, in connection with the pending acquisition of Narragansett Bay Insurance, Inc. (“NBIC”) a wholly-owned subsidiary of NBIC Holdings, Inc., the Company formed Gator Acquisition Merger Sub, Inc., a wholly-owned subsidiary of the Parent Company. Through our insurance subsidiaries, Heritage P&C and Zephyr, we write personal residential insurance for single-family homeowners and condominium owners, and rental property insurance in the states of Florida, Hawaii, North Carolina, South Carolina, Alabama and Georgia. We also provide commercial residential insurance for Florida properties and are also licensed in the state of Mississippi. We are vertically integrated and control or manage substantially all aspects of insurance underwriting, customer service, actuarial analysis, distribution and claims processing and adjusting. We conduct our operations under a single reporting segment. The condensed consolidated financial information included herein as of and for the three and nine months ended September 30, 2017 and 2016 does not include all of the information and footnotes required by U.S. generally accepted accounting principles (“GAAP”) for complete financial statements. However, such information reflects all adjustments consisting of normal recurring accruals which are, in the opinion of management, necessary for a fair statement of the financial condition and results of operations for the interim periods. The results for the three and nine months ended September 30, 2017 and 2016 are not indicative of annual results. The accompanying unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles for interim financial information and with the instructions to Form 10-Q and Article 10 of Regulation S-X. The December 31, 2016 consolidated balance sheet was derived from the Company’s audited consolidated financial statements as of and for the year ended December 31, 2016. For further information, refer to the consolidated financial statements and footnotes thereto included in Heritage Insurance Holdings, Inc.’s Annual Report on Form 10-K for the fiscal year ended December 31, 2016. References to “we,” “us,” “our,” or the “Company” refer to Heritage Insurance Holdings, Inc. and its consolidated subsidiaries. The Company qualifies as an “emerging growth company” as defined in Section 2(a)(19) of the Securities Act of 1933, as amended, as modified by the Jumpstart Our Business Startups Act of 2012 (the “JOBS Act”). As a result, the Company is eligible to take advantage of certain exemptions from various reporting requirements applicable to other public companies that are not emerging growth companies. The Company intends to continue to take advantage of some, but not all, of the exemptions available to emerging growth companies until such time that it is no longer an emerging growth company. The Company has, however, irrevocably elected not to take advantage of the extended transition period afforded by the JOBS Act for the implementation of new or revised accounting standards. As a result, the Company will comply with new or revised accounting standards on the relevant dates on which adoption of such standards is required for non-emerging growth companies. |
Long-Term Debt | New Accounting Policy Long-term debt instrument with embedded features such as conversion and redemption options is evaluated to determine whether bifurcation and derivative accounting is applicable. If such instrument is not subject to derivative accounting, it is further evaluated to determine if the Company is required to separately account for the liability and equity components. To determine the carrying values of the debt and derivative components at issuance, the Company measures the fair value of a similar liability, including any embedded features other than the conversion option, and assigns such value to the liability or equity component. The liability component’s fair value is then subtracted from the initial proceeds to determine the carrying value of the debt instrument’s derivative component. The conversion option liability is revalued each quarter. Any gain or loss is recorded as a non-operating expense on the Condensed Consolidated Statements of Income (Loss) and Other Comprehensive Income (Loss). |
Recent Accounting Pronouncements | Recently Adopted Accounting Pronouncements In March 2016, the FASB issued Accounting Standards Update (“ASU”) No. 2016-09, Improvements to Employee Share-Based Payment Accounting Accounting Pronouncements The Company describes below recent pronouncements that may have a significant effect on its financial statements or on its disclosures upon future adoption. The Company does not discuss recent pronouncements that are not anticipated to have an impact on, or are unrelated to, its financial condition, results of operations, or related disclosures. In May 2017, the FASB issued ASU No. 2017-09, Compensation–Stock Compensation (Topic 718): Scope of Modification Accounting In March 2017, the FASB issued ASU No 2017-08, Receivables – Nonrefundable Fees and Other Costs subtopic 310-20 In January 2017, the FASB issued ASU No. 2017-04, Intangibles-Goodwill and Other In January 2017, the FASB issued ASU No. 2017-01, Business Combinations (Topic 805): Clarifying the Definition of a Business, In August 2016, the FASB issued ASU 2016-15, Classification of Certain Cash Receipts and Cash Payments In June 2016, the FASB issued ASU 2016-13, Financial Instruments – Credit Losses Measurement of Credit Losses on Financial Instruments In January 2016, the FASB issued ASU 2016-01 , Recognition and Measurement of Financial Assets and Financial Liabilities. Company’s Consolidated Financial Statements In May 2014, the FASB issued ASU Topic 2014-09, Revenue from Contracts with Customers This guidance is not applicable to insurance contracts. . The updated guidance requires an entity to recognize revenue as performance obligations are met, in order to reflect the transfer of promised goods or services to customers in an amount that reflects the consideration the entity is entitled to receive for those goods or services. The standard is effective for the Company in the first quarter of 2018 with early adoption permitted. The Company has determined that this pronouncement is not applicable to its insurance contracts and will not be material to the Company’s Consolidated Financial Statements. There are no other recently issued accounting standards that apply to the Company or that are expected to have a material impact on the Company’s results of operations, financial condition, or cash flows. |
Acquisition (Tables)
Acquisition (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Business Combinations [Abstract] | |
Schedule of Purchase Consideration for the Acquisition and Allocation of Assets and Liabilities Assumed | The following table sets forth the allocation of the purchase consideration for the acquisition of ZAC. Purchase Consideration Cash, net of cash acquired $ 110,319 Assets acquired Investments $ 76,543 Premiums and agent's receivable 1,403 Other assets 526 Prepaid reinsurance premiums 4,792 Intangible assets – value of business acquired 7,600 Intangible assets 24,245 Total assets acquired $ 115,109 Total liabilities assumed $ (43,216 ) Net assets acquired $ 71,893 Goodwill 38,426 Total purchase price $ 110,319 |
Summary of Pro Forma Information | The following table presents selected pro forma information, assuming the acquisition of ZAC had occurred on January 1, 2016. The unaudited pro forma information is not necessarily indicative of the results that the Company would have achieved had the transaction taken place on January 1, 2016 and the unaudited pro forma information does not purport to be indicative of future financial results. Three Months Ended September 30, Nine Months Ended September 30, 2016 2016 (In thousands, except per share) Revenue $ 109,306 $ 344,972 Net income $ 10,930 $ 38,673 Basic, earnings per share $ 0.37 $ 1.33 Diluted, earnings per share $ 0.37 $ 1.33 |
Investments (Tables)
Investments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Investments Debt And Equity Securities [Abstract] | |
Schedule of Amortized Cost and Fair Value of Investment Securities | The following table details the difference between cost or adjusted/amortized cost and estimated fair value, by major investment category, at September 30, 2017 and December 31, 2016: Cost or Adjusted / Amortized Cost Gross Gains Gross Losses Fair Value (In thousands) September 30, 2017 U.S. government and agency securities $ 30,369 $ 15 $ 381 $ 30,003 States, municipalities and political subdivisions 274,468 2,276 1,077 275,667 Special revenue 55,103 53 416 54,740 Industrial and miscellaneous 128,182 1,451 227 129,406 Redeemable preferred stocks 4,672 21 25 4,668 Total fixed maturities 492,794 3,816 2,126 494,484 Nonredeemable preferred stocks 14,305 60 85 14,280 Equity securities 13,423 442 2,749 11,116 Total equity securities 27,728 502 2,834 25,396 Total Investments $ 520,522 $ 4,318 $ 4,960 $ 519,880 Cost or Adjusted / Amortized Cost Gross Gains Gross Losses Fair Value (In thousands) December 31, 2016 U.S. government and agency securities $ 107,968 $ 29 $ 449 $ 107,548 States, municipalities and political subdivisions 281,935 298 4,872 277,361 Special revenue 53,726 29 759 52,996 Industrial and miscellaneous 129,687 535 577 129,645 Redeemable preferred stocks 3,595 15 149 3,461 Total fixed maturities 576,911 906 6,806 571,011 Nonredeemable preferred stocks 14,935 40 460 14,515 Equity securities 19,255 1,197 2,996 17,456 Total equity securities 34,190 1,237 3,456 31,971 Total Investments $ 611,101 $ 2,143 $ 10,262 $ 602,982 |
Schedule of Net Realized Gains (Losses) by Major Investment Category | The Company calculates the gain or loss realized on the sale of investments by comparing the sales price (fair value) to the cost or adjusted/amortized cost of the security sold. The Company determines the cost or adjusted/amortized cost of the security sold using the specific-identification method. The following tables detail the Company’s net realized gains (losses) by major investment category for the three and nine months ended September 30, 2017 and 2016. 2017 2016 Gains (Losses) Fair Value at Sale Gains (Losses) Fair Value at Sale (In thousands) Three Months Ended September 30, Fixed maturities $ 413 $ 253,673 $ 1,091 $ 17,301 Equity securities 1,260 16,454 289 1,739 Total realized gains 1,673 270,127 1,380 19,040 Fixed maturities (23 ) 26,602 (232 ) 575 Equity securities (1,285 ) 6,781 (29 ) 445 Total realized losses (1,308 ) 33,383 (261 ) 1,020 Net realized gain $ 365 $ 303,510 $ 1,119 $ 20,060 2017 2016 Gains (Losses) Fair Value at Sale Gains (Losses) Fair Value at Sale (In thousands) Nine Months Ended September 30, Fixed maturities $ 448 $ 463,538 $ 2,668 $ 166,350 Equity securities 2,231 22,848 46 7,855 Total realized gains 2,679 486,386 2,714 174,205 Fixed maturities (197 ) 40,192 (66 ) 12,973 Equity securities (1,471 ) 10,610 (886 ) 2,948 Total realized losses (1,668 ) 50,802 (952 ) 15,921 Net realized gain $ 1,011 $ 537,188 $ 1,762 $ 190,126 |
Schedule of Amortized Cost and Fair Value of Investment Securities by Contractual Maturity | The table below summarizes the Company’s fixed maturities at September 30, 2017 by contractual maturity periods. Actual results may differ as issuers may have the right to call or prepay obligations, with or without penalties, prior to the contractual maturity of those obligations. September 30, 2017 Cost or Amortized Cost Percent of Total Fair Value Percent of Total (In thousands) (In thousands) Due one year or less $ 65,863 13 % $ 65,879 13 % Due after one year through five years 142,019 29 % 142,550 29 % Due after five years through ten years 160,873 33 % 161,468 33 % Due after ten years 124,039 25 % 124,587 25 % Total $ 492,794 100 % $ 494,484 100 % |
Summary of Net Investment Income | The following table summarizes the Company’s net investment income by major investment category for the three and nine months ended September 30, 2017 and 2016, respectively: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (In thousands) (In thousands) Fixed maturities $ 2,479 $ 2,338 $ 7,640 $ 6,368 Equity securities 479 495 1,458 1,465 Cash, cash equivalents and short-term Investments 441 79 544 215 Other investments (24 ) 14 (24 ) (96 ) Net investment income 3,375 2,926 9,618 7,952 Investment expenses 640 600 1,408 1,366 Net investment income, less investment expenses $ 2,735 $ 2,326 $ 8,210 $ 6,586 |
Aging of Gross Unrealized Investment Losses | The following tables present an aging of our unrealized investment losses by investment class as of September 30, 2017 and December 31, 2016: Less Than Twelve Months Twelve Months or More Number of Securities Gross Unrealized Losses Fair Value Number of Securities Gross Unrealized Losses Fair Value (In thousands) September 30, 2017 U.S. government and agency securities 68 $ 353 $ 27,694 6 $ 28 $ 874 States, municipalities and political subdivisions 104 902 98,619 18 174 16,142 Special revenue 155 162 38,331 14 65 2,244 Industrial and miscellaneous 200 339 40,090 51 78 4,841 Redeemable preferred stocks 20 21 2,416 5 4 61 Total fixed maturities 547 1,777 207,150 94 349 24,162 Nonredeemable preferred stocks 123 78 7,847 17 8 208 Equity securities 32 296 1,913 74 2,452 5,564 Total equity securities 155 374 9,760 91 2,460 5,772 Total Investments 702 $ 2,151 $ 216,910 185 $ 2,809 $ 29,934 Less Than Twelve Months Twelve Months or More Number of Securities Gross Unrealized Losses Fair Value Number of Securities Gross Unrealized Losses Fair Value (In thousands) December 31, 2016 U.S. government and agency securities 35 $ 448 $ 24,649 2 $ 1 $ 200 States, municipalities and political subdivisions 265 4,869 220,034 2 3 1,497 Special revenue 161 571 56,996 2 6 974 Industrial and miscellaneous 189 631 44,712 11 129 1,828 Redeemable preferred stocks 19 143 2,425 1 6 212 Total fixed maturities 669 6,662 348,816 18 145 4,711 Nonredeemable preferred stocks 77 439 11,298 5 20 234 Equity securities 26 191 2,542 29 2,805 7,317 Total equity securities 103 630 13,840 34 2,825 7,551 Total Investments 772 $ 7,292 $ 362,656 52 $ 2,970 $ 12,262 |
Fair Value of Financial Instr31
Fair Value of Financial Instruments (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Fair Value Disclosures [Abstract] | |
Schedule of Fair Value of Financial Instruments | The following tables present information about the Company’s assets measured at fair value on a recurring basis. The Company assesses the levels for the investments at each measurement date, and transfers between levels are recognized on the actual date of the event or change in circumstances that caused the transfer in accordance with the Company’s accounting policy regarding the recognitions of transfers between levels of the fair value hierarchy. For the nine months ended September 30, 2017 and the year ended December 31, 2016, there were no transfers in or out of Level 1, 2, and 3. September 30, 2017 Total Level 1 Level 2 Level 3 (In thousands ) Fixed maturities Investments: U.S. government and agency securities $ 30,003 $ 2,844 $ 27,159 $ — States, municipalities and political subdivisions 275,667 — 275,667 — Special revenue 54,740 27,427 27,313 — Industrial and miscellaneous 129,406 — 129,406 — Redeemable preferred stocks 4,668 4,668 — — Total fixed maturities Investments $ 494,484 $ 34,939 $ 459,545 $ — Nonredeemable preferred stocks 14,280 14,280 — — Equity securities 11,116 11,116 — — Total equity securities $ 25,396 $ 25,396 $ — $ — Total Investments $ 519,880 $ 60,335 $ 459,545 $ — December 31, 2016 Total Level 1 Level 2 Level 3 (In thousands) Fixed maturities Investments: U.S. government and agency securities $ 107,548 $ 103,997 $ 3,551 $ — States, municipalities and political subdivisions 277,361 — 277,361 — Special revenue 52,996 — 52,996 — Industrial and miscellaneous 129,645 — 129,645 — Redeemable preferred stocks 3,461 3,461 — — Total fixed maturities Investments $ 571,011 $ 107,458 $ 463,553 $ — Nonredeemable preferred stocks 14,515 14,515 — — Equity securities 17,456 17,456 — — Total equity securities $ 31,971 $ 31,971 $ — $ — Total Investments $ 602,982 $ 139,429 $ 463,553 $ — |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Property Plant And Equipment [Abstract] | |
Schedule of Property and Equipment, Net | Property and equipment, net consisted of the following at September 30, 2017 and December 31, 2016: September 30, 2017 December 31, 2016 (In thousands) Land $ 2,582 $ 2,582 Building 10,301 10,301 Computer hardware and software 3,122 3,113 Office furniture and equipment 759 759 Tenant and leasehold improvements 3,547 3,334 Vehicle fleet 815 842 Total, at cost 21,126 20,931 Less: accumulated depreciation and amortization 4,928 3,752 Property and equipment, net $ 16,198 $ 17,179 |
Goodwill and Other Intangible33
Goodwill and Other Intangible Assets (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Goodwill And Intangible Assets Disclosure [Abstract] | |
Schedule of Amortizing and Non-amortizing Intangible Assets | September 30, 2017 Weighted -average Amortization (years) Gross Carrying Amount Accumulated Amortization Intangible Assets, net Amortizing intangible assets Brand 15 $ 1,210 $ (174 ) $ 1,036 Agent relationships 12 4,800 (600 ) 4,200 Renewal rights 15 16,600 (1,660 ) 14,940 Customer relations 10 870 (188 ) 682 Trade names 10 2,000 (300 ) 1,700 Value of business acquired 1 7,600 (7,600 ) — Non-compete 2.5 790 (556 ) 234 Non-amortizing intangible assets License acquired 175 — 175 Total intangible assets $ 34,045 $ (11,078 ) $ 22,967 December 31, 2016 Weighted -average Amortization (years) Gross Carrying Amount Accumulated Amortization Intangible Assets, net Amortizing intangible assets Brand 15 $ 1,210 $ (114 ) $ 1,096 Agent relationships 12 4,800 (300 ) 4,500 Renewal rights 15 16,600 (830 ) 15,770 Customer relations 10 870 (123 ) 747 Trade names 10 2,000 (150 ) 1,850 Value of business acquired 1 7,600 (5,700 ) 1,900 Non-compete 2.5 790 (286 ) 504 Non-amortizing intangible assets (1) License acquired 175 — 175 Total intangible assets $ 34,045 $ (7,503 ) $ 26,542 |
Schedule of Estimated Amortization of Intangible Assets | Estimated annual pretax amortization of intangible assets for remainder of 2017 and each of the next five years and thereafter (in thousands): Year Amount 2017 $ 558 2018 $ 1,982 2019 $ 1,898 2020 $ 1,888 2021 $ 1,875 2022 $ 1,875 Thereafter $ 12,716 $ 22,792 |
(Loss) Earnings Per Share (Tabl
(Loss) Earnings Per Share (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Earnings Per Share [Abstract] | |
Schedule of Computation of Basic and Diluted (Loss) Earnings Per Share (EPS) | The following table sets forth the computation of basic and diluted (loss) earnings per share (“EPS”) for the periods indicated. Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 Basic (loss) earnings per share: Net (loss) income attributable to common stockholders (000's) $ (8,696 ) $ 10,930 $ 3,929 $ 36,720 Weighted average shares outstanding 25,883,267 29,213,222 27,647,146 29,742,984 Basic (loss) earnings per share: $ (0.34 ) $ 0.37 $ 0.14 $ 1.23 Diluted (loss) earnings per share: Net (loss) income attributable to common stockholders (000's) $ (8,696 ) $ 10,930 $ 3,929 $ 36,720 Weighted average shares outstanding 25,883,267 29,213,222 27,647,146 29,742,984 Weighted average dilutive shares — — — 43,172 Total weighted average dilutive shares 25,883,267 29,213,222 27,647,146 29,786,156 Diluted (loss) earnings per share: $ (0.34 ) $ 0.37 $ 0.14 $ 1.23 |
Deferred Policy Acquisition C35
Deferred Policy Acquisition Costs (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Insurance [Abstract] | |
Summary of Activity in Deferred Policy Acquisition Costs (DPAC) | The table below depicts the activity with regard to DPAC during the three and nine month periods ended September 30, 2017 and 2016: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (In thousands) Beginning Balance $ 41,792 $ 42,568 $ 42,779 $ 34,800 Policy acquisition costs deferred 21,002 22,158 65,195 68,807 Amortization (20,906 ) (22,597 ) (66,086 ) (61,478 ) Ending Balance $ 41,888 $ 42,129 $ 41,888 $ 42,129 |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Income Tax Disclosure [Abstract] | |
Components of Deferred Tax Assets (Liabilities) | The table below summarizes the significant components of our net deferred tax assets (liabilities): September 30, 2017 December 31, 2016 Deferred tax assets: (In thousands) Unearned premiums $ 16,730 $ 17,209 Tax-related discount on loss reserve 1,677 1,829 Unrealized loss 246 3,113 Stock-based compensation 2,363 1,604 Prepaid expenses 1,438 1,482 Convertible notes option liability 6,446 — Other 304 312 Total deferred tax asset 29,204 25,549 Deferred tax liabilities: Deferred acquisition costs 15,898 16,377 Convertible notes option discount 6,446 — Property and equipment 355 355 Basis in purchased investments 1,600 1,697 Basis in purchased intangibles 9,066 9,791 Other 332 332 Total deferred tax liabilities 33,697 28,552 Less: valuation allowance — — Net deferred tax liability $ (4,493 ) $ (3,003 ) |
Reinsurance (Tables)
Reinsurance (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Insurance [Abstract] | |
Schedule of Reinsurance Transactions on Components of Condensed Consolidated Statements of Income (Loss) | The following table depicts written premiums, earned premiums and losses, showing the effects that the Company’s assumption transactions have on these components of the Company’s consolidated statements of income (loss): Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (In thousands) (In thousands) Premium written: Direct $ 154,355 $ 147,691 $ 455,900 $ 463,778 Assumed — (459 ) (55 ) 8,015 Ceded 1,199 (5,164 ) (229,535 ) (248,823 ) Net premium written $ 155,554 $ 142,068 $ 226,310 $ 222,970 Change in unearned premiums: Direct $ (1,292 ) $ 8,538 $ 3,735 $ (32,143 ) Assumed — 8,926 445 40,626 Ceded (59,054 ) (57,977 ) 47,346 85,362 Net increase $ (60,346 ) $ (40,513 ) $ 51,526 $ 93,845 Premiums earned: Direct $ 153,063 $ 156,229 $ 459,635 $ 431,635 Assumed — 8,467 390 48,641 Ceded (57,855 ) (63,141 ) (182,189 ) (163,461 ) Net premiums earned $ 95,208 $ 101,555 $ 277,836 $ 316,815 Losses and LAE incurred: Direct $ 416,842 $ 59,381 $ 513,233 $ 141,181 Assumed 15,501 (3,753 ) 18,508 30,208 Ceded (368,308 ) (1,722 ) (375,013 ) (1,726 ) Net losses and LAE incurred $ 64,035 $ 53,906 $ 156,728 $ 169,663 |
Effects of Reinsurance Transactions on Unpaid Losses and Loss Adjustment Expenses and Unearned Premiums | The following table highlights the effects that the Company’s assumption transactions have on unpaid losses and loss adjustment expenses and unearned premiums: September 30, 2017 December 31, 2016 (In thousands) Unpaid losses and loss adjustment expenses: Direct $ 460,616 $ 119,339 Assumed 28,964 20,798 Gross unpaid losses and LAE 489,580 140,137 Ceded (368,310 ) — Net unpaid losses and LAE $ 121,270 $ 140,137 Unearned premiums: Direct $ 313,843 $ 317,579 Assumed — 445 Gross unearned premiums 313,843 318,024 Ceded (153,955 ) (106,609 ) Net unearned premiums $ 159,888 $ 211,415 |
Reserve for Unpaid Losses (Tabl
Reserve for Unpaid Losses (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Insurance [Abstract] | |
Summary of Reserve for Unpaid Losses | The table below summarizes the activity related to the Company’s reserve for unpaid losses: Three Months Ended September 30, Nine Months Ended September 30, 2017 2016 2017 2016 (In thousands) (In thousands) Balance, beginning of period $ 122,785 $ 117,485 $ 140,137 $ 83,722 Less: reinsurance recoverable on paid losses 2,499 — 589 — Net balance, beginning of period 120,286 117,485 139,548 83,722 Incurred related to: Current year 60,436 50,746 155,255 152,372 Prior years 3,599 3,160 1,473 17,291 Total incurred 64,035 53,906 156,728 169,663 Paid related to: Current year 62,842 33,330 102,079 71,383 Prior years 16,198 12,366 88,917 56,307 Total paid 79,040 45,696 190,996 127,690 Unpaid claim liabilities from Sawgrass 15,991 15,991 Net balance, end of period 121,270 125,695 121,270 125,695 Plus: reinsurance recoverable on unpaid losses 368,310 — 368,310 — Balance, end of period $ 489,580 $ 125,695 $ 489,580 $ 125,695 |
Summary of Current year Catastrophe Losses | Current year catastrophe losses by the event and magnitude are shown in the following table for the nine months ended September 30, 2017 and 2016, respectively. 2017 2016 Number of Events Incurred Loss and LAE (1) Combined Ratio Impact Number of Events Incurred Loss and LAE (1) Combined Ratio Impact (In thousands) (In thousands) Nine Months Ended September 30, Current period catastrophe losses incurred $10 million to $50 million (2) 1 $ 20,000 — — $ — — $1 million to $10 million (3) — — — 1 4,094 — Total 1 $ 20,000 — 1 $ 4,094 — (1) Incurred loss and LAE is equal to losses and LAE paid plus the change in case and incurred but not reported reserve, net of losses ceded to reinsurers. During the third quarter of 2017, we incurred losses and LAE from one named storm, Hurricane Irma. (2) Reflects 2017 losses from hurricane Irma in September 2017, net of reinsurance recoverables. (3) Reflects 2016 losses from Hurricane Hermine. |
Long-Term Debt (Tables)
Long-Term Debt (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Schedule of Long-Term Debt | Long-term debt as September 30, 2017, consisted of the following: Principal Unamortized Debt Issuance Costs (In thousands) Senior Secured Notes, due December 15, 2023 (interest computed at 8.75% plus 3 month Libor average, at September 30, 2017) $ 79,500 $ 5,985 Convertible Senior Notes, due August 1, 2037 (interest computed at 5.875% per annum, at September 30, 2017) $ 136,750 $ 5,105 |
Schedule of Company's Long-Term Debt | The following table summarizes the Company’s long-term debt. September 30, 2017 December 31, 2016 (In thousands) 5.85% Convertible Senior Notes, due August 2037 $ 136,750 $ — Senior Secured Note, due December 15, 2023 79,500 79,500 Total principal amount 216,250 79,500 Less: unamortized discount and issuance costs 27,616 6,595 Total long-term debt $ 188,634 $ 72,905 |
Schedule of Company's Interest Expense Relation to Long-Term Debt | The following table summarizes the Company’s interest expense in relation to the long-term debt for the periods stated: Three Months Ended September 30 Nine Months Ended September 30 2017 2016 2017 2016 Interest Expense: (In thousands) Contractual interest $ 3,076 $ — $ 7,010 $ — Non-cash expense (1) 675 — 1,153 — Total interest expense $ 3,751 $ — $ 8,163 $ — (1) Represents amortization of debt issuance costs and debt discount. |
Convertible Senior Notes [Member] | |
Valuation of Embedded Derivatives within Convertible Note | The valuation of the embedded derivatives within the convertible note was completed with the following assumptions. Assumptions August 10, 2017 September 30, 2017 Dividend yield 2.13 % 1.82 % Yield 10.2 % 8.5 % Risk-free rate 2.55 % 2.63 % Volatility 25.8 % 20.5 % Remaining Term (years) 4.98 4.84 Stock price $ 11.26 $ 13.21 |
Summary of Derivative Liability Activity | The following table summarizes the derivative liability activity for the period ending September 30, 2017. See Note 13 Description Derivative Liabilities (In thousands) Fair value at issuance $ 16,838 Change due to issuances — Change in fair value 6,883 Fair value at September 30, 2017 $ 23,721 |
Other Liabilities (Tables)
Other Liabilities (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Other Liabilities Disclosure [Abstract] | |
Schedule of Other Liabilities | Other liabilities consist of the following as of September 30, 2017 and December 31, 2016: Description September 30, 2017 December 31, 2016 (In thousands) Accounts payable and other payables $ 20,982 $ 6,804 Accrued interest and issuance costs 1,363 5,704 Accrued dividends 1,784 1,784 Escrow 1,210 1,210 Conversion option liability 23,721 — Commission payables 4,487 6,179 Total other liabilities $ 53,547 $ 21,681 |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 9 Months Ended |
Sep. 30, 2017 | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Summary of Information Related to Stock Option | A summary of information related to stock options and restricted stock outstanding at September 30, 2017 is as follows: Stock Options Weighted-Average Grant Date Fair Value Balance at December 31, 2016 1,149,923 $ 2.99 Granted — Expired (243,000 ) $ 2.70 Exercised — Balance at September 30, 2017 906,923 $ 3.07 Vested and exercisable as of September 30, 2017 906,923 $ 3.07 |
Schedule of Restricted Stock Activity | Restricted stock activity during the nine months ended September 30, 2017 is as follows: Weighted-Average Grant-Date Fair Number of shares Value per Share Non-vested, at December 31, 2016 900,000 $ 18.82 Granted — Vested — Canceled and forfeited — Non-vested, at September 30, 2017 900,000 $ 18.82 |
Acquisition - Additional Inform
Acquisition - Additional Information (Detail) - USD ($) $ in Thousands | Aug. 08, 2017 | Mar. 21, 2016 | Sep. 30, 2016 | Sep. 30, 2017 | Dec. 31, 2016 |
Business Acquisition [Line Items] | |||||
Acquisition of a business, net of cash acquired | $ 110,319 | ||||
Goodwill | $ 46,454 | $ 46,454 | |||
NBIC [Member] | |||||
Business Acquisition [Line Items] | |||||
Purchase price for the acquisition in cash | $ 210,000 | ||||
Purchase price for the acquisition, common stock value | 40,000 | ||||
ZAC Business Acquisition [Member] | |||||
Business Acquisition [Line Items] | |||||
Percentage of outstanding stock acquired | 100.00% | ||||
Acquisition of a business, net of cash acquired | $ 110,319 | ||||
Intangible assets value of business acquired | 31,800 | ||||
Goodwill | $ 38,426 | ||||
Minimum [Member] | |||||
Business Acquisition [Line Items] | |||||
Value of stock consideration placed in an escrow account | 12,500 | ||||
Maximum [Member] | |||||
Business Acquisition [Line Items] | |||||
Value of stock consideration placed in an escrow account | $ 25,000 | ||||
NBIC [Member] | Narragansett Bay Insurance Company [Member] | |||||
Business Acquisition [Line Items] | |||||
Ownership percentage | 100.00% |
Acquisition - Schedule of Purch
Acquisition - Schedule of Purchase Consideration for the Acquisition and Allocation of Assets and Liabilities Assumed (Detail) - USD ($) $ in Thousands | Mar. 21, 2016 | Sep. 30, 2016 | Sep. 30, 2017 | Dec. 31, 2016 |
Purchase Consideration | ||||
Cash, net of cash acquired | $ 110,319 | |||
Assets acquired | ||||
Goodwill | $ 46,454 | $ 46,454 | ||
ZAC Business Acquisition [Member] | ||||
Purchase Consideration | ||||
Cash, net of cash acquired | $ 110,319 | |||
Assets acquired | ||||
Investments | 76,543 | |||
Premiums and agent's receivable | 1,403 | |||
Other assets | 526 | |||
Prepaid reinsurance premiums | 4,792 | |||
Intangible assets value of business acquired | 31,800 | |||
Total assets acquired | 115,109 | |||
Total liabilities assumed | (43,216) | |||
Net assets acquired | 71,893 | |||
Goodwill | 38,426 | |||
Total purchase price | 110,319 | |||
ZAC Business Acquisition [Member] | Customer Relationships And Trade Name [Member] | ||||
Assets acquired | ||||
Intangible assets value of business acquired | 7,600 | |||
ZAC Business Acquisition [Member] | Primarily Value Of Business Acquired [Member] | ||||
Assets acquired | ||||
Intangible assets value of business acquired | $ 24,245 |
Acquisition - Summary of Pro Fo
Acquisition - Summary of Pro Forma Information (Detail) - ZAC Business Acquisition [Member] - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended |
Sep. 30, 2016 | Sep. 30, 2016 | |
Business Acquisition [Line Items] | ||
Revenue | $ 109,306 | $ 344,972 |
Net income | $ 10,930 | $ 38,673 |
Basic, earnings per share | $ 0.37 | $ 1.33 |
Diluted, earnings per share | $ 0.37 | $ 1.33 |
Investments - Schedule of Amort
Investments - Schedule of Amortized Cost and Fair Value of Investment Securities (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Schedule of Available-for-sale Securities [Line Items] | ||
Cost or Adjusted / Amortized Cost | $ 492,794 | $ 576,911 |
Gross Unrealized Gains | 4,318 | 2,143 |
Gross Unrealized Losses | 4,960 | 10,262 |
Fair Value | 519,880 | 602,982 |
Investments | 520,522 | 611,101 |
Fair Value | 519,880 | 602,982 |
Fixed Maturities Excluding Certificate of Deposits [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost or Adjusted / Amortized Cost | 492,794 | 576,911 |
Gross Unrealized Gains | 3,816 | 906 |
Gross Unrealized Losses | 2,126 | 6,806 |
Fair Value | 494,484 | 571,011 |
Equity Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost or Adjusted / Amortized Cost | 27,728 | 34,190 |
Gross Unrealized Gains | 502 | 1,237 |
Gross Unrealized Losses | 2,834 | 3,456 |
Fair Value | 25,396 | 31,971 |
U.S. government and agency securities [Member] | Fixed Maturity [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost or Adjusted / Amortized Cost | 30,369 | 107,968 |
Gross Unrealized Gains | 15 | 29 |
Gross Unrealized Losses | 381 | 449 |
Fair Value | 30,003 | 107,548 |
States, Municipalities and Political Subdivisions [Member] | Fixed Maturity [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost or Adjusted / Amortized Cost | 274,468 | 281,935 |
Gross Unrealized Gains | 2,276 | 298 |
Gross Unrealized Losses | 1,077 | 4,872 |
Fair Value | 275,667 | 277,361 |
Special Revenue [Member] | Fixed Maturity [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost or Adjusted / Amortized Cost | 55,103 | 53,726 |
Gross Unrealized Gains | 53 | 29 |
Gross Unrealized Losses | 416 | 759 |
Fair Value | 54,740 | 52,996 |
Industrial and Miscellaneous [Member] | Fixed Maturity [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost or Adjusted / Amortized Cost | 128,182 | 129,687 |
Gross Unrealized Gains | 1,451 | 535 |
Gross Unrealized Losses | 227 | 577 |
Fair Value | 129,406 | 129,645 |
Redeemable Preferred Stocks [Member] | Fixed Maturity [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost or Adjusted / Amortized Cost | 4,672 | 3,595 |
Gross Unrealized Gains | 21 | 15 |
Gross Unrealized Losses | 25 | 149 |
Fair Value | 4,668 | 3,461 |
Nonredeemable Preferred Stocks [Member] | Equity Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost or Adjusted / Amortized Cost | 14,305 | 14,935 |
Gross Unrealized Gains | 60 | 40 |
Gross Unrealized Losses | 85 | 460 |
Fair Value | 14,280 | 14,515 |
Common Stock [Member] | Equity Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Cost or Adjusted / Amortized Cost | 13,423 | 19,255 |
Gross Unrealized Gains | 442 | 1,197 |
Gross Unrealized Losses | 2,749 | 2,996 |
Fair Value | $ 11,116 | $ 17,456 |
Investments - Schedule of Net R
Investments - Schedule of Net Realized Gains (Losses) by Major Investment Category (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Schedule of Available-for-sale Securities [Line Items] | ||||
Total realized gains | $ 1,673 | $ 1,380 | $ 2,679 | $ 2,714 |
Total realized losses | (1,308) | (261) | (1,668) | (952) |
Net realized gain | 365 | 1,119 | 1,011 | 1,762 |
Total realized gains, Fair Value at Sale | 270,127 | 19,040 | 486,386 | 174,205 |
Total realized losses, Fair Value at Sale | 33,383 | 1,020 | 50,802 | 15,921 |
Net realized gain, Fair Value at Sale | 303,510 | 20,060 | 537,188 | 190,126 |
Fixed Maturity [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Total realized gains | 413 | 1,091 | 448 | 2,668 |
Total realized losses | (23) | (232) | (197) | (66) |
Total realized gains, Fair Value at Sale | 253,673 | 17,301 | 463,538 | 166,350 |
Total realized losses, Fair Value at Sale | 26,602 | 575 | 40,192 | 12,973 |
Equity Securities [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Total realized gains | 1,260 | 289 | 2,231 | 46 |
Total realized losses | (1,285) | (29) | (1,471) | (886) |
Total realized gains, Fair Value at Sale | 16,454 | 1,739 | 22,848 | 7,855 |
Total realized losses, Fair Value at Sale | $ 6,781 | $ 445 | $ 10,610 | $ 2,948 |
Investments - Schedule of Amo47
Investments - Schedule of Amortized Cost and Fair Value of Investment Securities by Contractual Maturity (Detail) - USD ($) $ in Thousands | 9 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | |
Investments Debt And Equity Securities [Abstract] | ||
Due one year or less, Cost or Amortized Cost | $ 65,863 | |
Due after one year through five years, Cost or Amortized Cost | 142,019 | |
Due after five years through ten years, Cost or Amortized Cost | 160,873 | |
Due after ten years, Cost or Amortized Cost | 124,039 | |
Cost or Adjusted / Amortized Cost | $ 492,794 | $ 576,911 |
Due one year or less, Percentage of Total | 13.00% | |
Due after one year through five years, Percentage of Total | 29.00% | |
Due after five years through ten years, Percentage of Total | 33.00% | |
Due after ten years, Percentage of Total | 25.00% | |
Total, Percentage | 100.00% | |
Due one year or less, Fair Value | $ 65,879 | |
Due after one year through five years, Fair Value | 142,550 | |
Due after five years through ten years, Fair Value | 161,468 | |
Due after ten years, Fair Value | 124,587 | |
Total, Fair Value | $ 494,484 | $ 571,011 |
Due one year or less, Percentage of Total | 13.00% | |
Due after one year through five years, Percentage of Total | 29.00% | |
Due after five years through ten years, Percentage of Total | 33.00% | |
Due after ten years, Percentage of Total | 25.00% | |
Total, Percentage | 100.00% |
Investments - Summary of Net In
Investments - Summary of Net Investment Income (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Schedule of Available-for-sale Securities [Line Items] | ||||
Gross investment income (loss) | $ 3,375 | $ 2,926 | $ 9,618 | $ 7,952 |
Investment expenses | 640 | 600 | 1,408 | 1,366 |
Net investment income, less investment expenses | 2,735 | 2,326 | 8,210 | 6,586 |
Fixed Maturity [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Gross investment income (loss) | 2,479 | 2,338 | 7,640 | 6,368 |
Equity Securities [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Gross investment income (loss) | 479 | 495 | 1,458 | 1,465 |
Cash and Cash Equivalents [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Gross investment income (loss) | 441 | 79 | 544 | 215 |
Other Investments [Member] | ||||
Schedule of Available-for-sale Securities [Line Items] | ||||
Gross investment income (loss) | $ (24) | $ 14 | $ (24) | $ (96) |
Investments - Aging of Gross Un
Investments - Aging of Gross Unrealized Investment Losses (Detail) $ in Thousands | Sep. 30, 2017USD ($)Security | Dec. 31, 2016USD ($)Security |
Schedule of Available-for-sale Securities [Line Items] | ||
Number of Securities, Less Than Twelve Months | Security | 702 | 772 |
Gross Unrealized Losses, Less Than Twelve Months | $ 2,151 | $ 7,292 |
Fair Value, Less Than Twelve Months | $ 216,910 | $ 362,656 |
Number of Securities, Twelve Months or Greater | Security | 185 | 52 |
Gross Unrealized Losses, Twelve Months or Greater | $ 2,809 | $ 2,970 |
Fair Value, Twelve Months or Greater | $ 29,934 | $ 12,262 |
Fixed Maturity [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Number of Securities, Less Than Twelve Months | Security | 547 | 669 |
Gross Unrealized Losses, Less Than Twelve Months | $ 1,777 | $ 6,662 |
Fair Value, Less Than Twelve Months | $ 207,150 | $ 348,816 |
Number of Securities, Twelve Months or Greater | Security | 94 | 18 |
Gross Unrealized Losses, Twelve Months or Greater | $ 349 | $ 145 |
Fair Value, Twelve Months or Greater | $ 24,162 | $ 4,711 |
Equity Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Number of Securities, Less Than Twelve Months | Security | 155 | 103 |
Gross Unrealized Losses, Less Than Twelve Months | $ 374 | $ 630 |
Fair Value, Less Than Twelve Months | $ 9,760 | $ 13,840 |
Number of Securities, Twelve Months or Greater | Security | 91 | 34 |
Gross Unrealized Losses, Twelve Months or Greater | $ 2,460 | $ 2,825 |
Fair Value, Twelve Months or Greater | $ 5,772 | $ 7,551 |
U.S. government and agency securities [Member] | Fixed Maturity [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Number of Securities, Less Than Twelve Months | Security | 68 | 35 |
Gross Unrealized Losses, Less Than Twelve Months | $ 353 | $ 448 |
Fair Value, Less Than Twelve Months | $ 27,694 | $ 24,649 |
Number of Securities, Twelve Months or Greater | Security | 6 | 2 |
Gross Unrealized Losses, Twelve Months or Greater | $ 28 | $ 1 |
Fair Value, Twelve Months or Greater | $ 874 | $ 200 |
States, Municipalities and Political Subdivisions [Member] | Fixed Maturity [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Number of Securities, Less Than Twelve Months | Security | 104 | 265 |
Gross Unrealized Losses, Less Than Twelve Months | $ 902 | $ 4,869 |
Fair Value, Less Than Twelve Months | $ 98,619 | $ 220,034 |
Number of Securities, Twelve Months or Greater | Security | 18 | 2 |
Gross Unrealized Losses, Twelve Months or Greater | $ 174 | $ 3 |
Fair Value, Twelve Months or Greater | $ 16,142 | $ 1,497 |
Special Revenue [Member] | Fixed Maturity [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Number of Securities, Less Than Twelve Months | Security | 155 | 161 |
Gross Unrealized Losses, Less Than Twelve Months | $ 162 | $ 571 |
Fair Value, Less Than Twelve Months | $ 38,331 | $ 56,996 |
Number of Securities, Twelve Months or Greater | Security | 14 | 2 |
Gross Unrealized Losses, Twelve Months or Greater | $ 65 | $ 6 |
Fair Value, Twelve Months or Greater | $ 2,244 | $ 974 |
Industrial and Miscellaneous [Member] | Fixed Maturity [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Number of Securities, Less Than Twelve Months | Security | 200 | 189 |
Gross Unrealized Losses, Less Than Twelve Months | $ 339 | $ 631 |
Fair Value, Less Than Twelve Months | $ 40,090 | $ 44,712 |
Number of Securities, Twelve Months or Greater | Security | 51 | 11 |
Gross Unrealized Losses, Twelve Months or Greater | $ 78 | $ 129 |
Fair Value, Twelve Months or Greater | $ 4,841 | $ 1,828 |
Redeemable Preferred Stocks [Member] | Fixed Maturity [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Number of Securities, Less Than Twelve Months | Security | 20 | 19 |
Gross Unrealized Losses, Less Than Twelve Months | $ 21 | $ 143 |
Fair Value, Less Than Twelve Months | $ 2,416 | $ 2,425 |
Number of Securities, Twelve Months or Greater | Security | 5 | 1 |
Gross Unrealized Losses, Twelve Months or Greater | $ 4 | $ 6 |
Fair Value, Twelve Months or Greater | $ 61 | $ 212 |
Nonredeemable Preferred Stocks [Member] | Equity Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Number of Securities, Less Than Twelve Months | Security | 123 | 77 |
Gross Unrealized Losses, Less Than Twelve Months | $ 78 | $ 439 |
Fair Value, Less Than Twelve Months | $ 7,847 | $ 11,298 |
Number of Securities, Twelve Months or Greater | Security | 17 | 5 |
Gross Unrealized Losses, Twelve Months or Greater | $ 8 | $ 20 |
Fair Value, Twelve Months or Greater | $ 208 | $ 234 |
Common Shares [Member] | Equity Securities [Member] | ||
Schedule of Available-for-sale Securities [Line Items] | ||
Number of Securities, Less Than Twelve Months | Security | 32 | 26 |
Gross Unrealized Losses, Less Than Twelve Months | $ 296 | $ 191 |
Fair Value, Less Than Twelve Months | $ 1,913 | $ 2,542 |
Number of Securities, Twelve Months or Greater | Security | 74 | 29 |
Gross Unrealized Losses, Twelve Months or Greater | $ 2,452 | $ 2,805 |
Fair Value, Twelve Months or Greater | $ 5,564 | $ 7,317 |
Fair Value of Financial Instr50
Fair Value of Financial Instruments - Schedule of Fair Value of Financial Instruments (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | $ 494,484 | $ 571,011 |
Available for sale equity securities | 25,396 | 31,971 |
Available for sale securities | 519,880 | 602,982 |
Nonredeemable Preferred Stocks [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale equity securities | 14,280 | 14,515 |
Equity Investment [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale equity securities | 11,116 | 17,456 |
Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale equity securities | 25,396 | 31,971 |
Available for sale securities | 60,335 | 139,429 |
Level 1 [Member] | Nonredeemable Preferred Stocks [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale equity securities | 14,280 | 14,515 |
Level 1 [Member] | Equity Investment [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale equity securities | 11,116 | 17,456 |
Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale securities | 459,545 | 463,553 |
Fixed Maturity [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 494,484 | 571,011 |
Fixed Maturity [Member] | U.S. government and agency securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 30,003 | 107,548 |
Available for sale securities | 30,003 | 107,548 |
Fixed Maturity [Member] | States, Municipalities and Political Subdivisions [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 275,667 | 277,361 |
Available for sale securities | 275,667 | 277,361 |
Fixed Maturity [Member] | Special Revenue [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 54,740 | 52,996 |
Available for sale securities | 54,740 | 52,996 |
Fixed Maturity [Member] | Industrial and Miscellaneous [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 129,406 | 129,645 |
Available for sale securities | 129,406 | 129,645 |
Fixed Maturity [Member] | Redeemable Preferred Stocks [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 4,668 | 3,461 |
Available for sale securities | 4,668 | 3,461 |
Fixed Maturity [Member] | Level 1 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 34,939 | 107,458 |
Fixed Maturity [Member] | Level 1 [Member] | U.S. government and agency securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 2,844 | 103,997 |
Fixed Maturity [Member] | Level 1 [Member] | Special Revenue [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 27,427 | |
Fixed Maturity [Member] | Level 1 [Member] | Redeemable Preferred Stocks [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 4,668 | 3,461 |
Fixed Maturity [Member] | Level 2 [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 459,545 | 463,553 |
Fixed Maturity [Member] | Level 2 [Member] | U.S. government and agency securities [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 27,159 | 3,551 |
Fixed Maturity [Member] | Level 2 [Member] | States, Municipalities and Political Subdivisions [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 275,667 | 277,361 |
Fixed Maturity [Member] | Level 2 [Member] | Special Revenue [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | 27,313 | 52,996 |
Fixed Maturity [Member] | Level 2 [Member] | Industrial and Miscellaneous [Member] | ||
Fair Value, Balance Sheet Grouping, Financial Statement Captions [Line Items] | ||
Available for sale debt securities | $ 129,406 | $ 129,645 |
Property and Equipment, Net - S
Property and Equipment, Net - Schedule of Property and Equipment (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Property, Plant and Equipment [Line Items] | ||
Total, at cost | $ 21,126 | $ 20,931 |
Less: accumulated depreciation and amortization | 4,928 | 3,752 |
Property and equipment, net | 16,198 | 17,179 |
Land [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total, at cost | 2,582 | 2,582 |
Building [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total, at cost | 10,301 | 10,301 |
Computer Hardware and Software [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total, at cost | 3,122 | 3,113 |
Office Furniture and Equipment [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total, at cost | 759 | 759 |
Tenant and Leasehold Improvements [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total, at cost | 3,547 | 3,334 |
Vehicle Fleet [Member] | ||
Property, Plant and Equipment [Line Items] | ||
Total, at cost | $ 815 | $ 842 |
Property and Equipment, Net - A
Property and Equipment, Net - Additional Information (Detail) ft² in Thousands, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($)Building | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)aft²Building | Sep. 30, 2016USD ($) | |
Property Plant And Equipment Useful Life And Values [Abstract] | ||||
Depreciation and amortization expense | $ | $ 394 | $ 797 | $ 1,200 | $ 1,200 |
Number of acres of land purchased | a | 14 | |||
Number of buildings | Building | 4 | 4 | ||
Gross area of acquired property | ft² | 191 |
Goodwill and Other Intangible53
Goodwill and Other Intangible Assets - Additional Information (Details) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Finite Lived Intangible Assets [Line Items] | |||||
Goodwill | $ 46,454,000 | $ 46,454,000 | $ 46,454,000 | ||
Intangibles, net | 22,967,000 | $ 22,967,000 | $ 26,542,000 | ||
Estimated value of business acquired | 1 year | ||||
Indefinite lived intangible, insurance license | 175,000 | $ 175,000 | |||
Amortization of intangible assets | 55,000 | $ 2,100,000 | 3,600,000 | $ 4,900,000 | |
Impairment of amortizing intangible assets | 0 | 0 | |||
Impairment of non-amortizing intangible assets | $ 0 | $ 0 | |||
Minimum [Member] | |||||
Finite Lived Intangible Assets [Line Items] | |||||
Useful life of intangible asset | 2 years 6 months | ||||
Finite-lived intangible assets useful lives | 1 year | ||||
Maximum [Member] | |||||
Finite Lived Intangible Assets [Line Items] | |||||
Useful life of intangible asset | 15 years | ||||
Finite-lived intangible assets useful lives | 15 years |
Goodwill and Other Intangible54
Goodwill and Other Intangible Assets - Schedule of Amortizing and Non-amortizing Intangible Assets (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Schedule of Finite-Lived and Indefinite-Lived Assets [Line Items] | ||
Amortizing intangible assets, Accumulated Amortization | $ (11,078) | $ (7,503) |
Intangible Assets, net | 22,792 | |
Intangible assets, Gross Carrying Amount | 34,045 | 34,045 |
Intangible Assets, net | $ 22,967 | $ 26,542 |
Brand [Member] | ||
Schedule of Finite-Lived and Indefinite-Lived Assets [Line Items] | ||
Amortizing intangible aseets, Weighted - average Amortization (years) | 15 years | 15 years |
Amortizing intangible assets, Gross Carrying Amount | $ 1,210 | $ 1,210 |
Amortizing intangible assets, Accumulated Amortization | (174) | (114) |
Intangible Assets, net | $ 1,036 | $ 1,096 |
Agent Relationships [Member] | ||
Schedule of Finite-Lived and Indefinite-Lived Assets [Line Items] | ||
Amortizing intangible aseets, Weighted - average Amortization (years) | 12 years | 12 years |
Amortizing intangible assets, Gross Carrying Amount | $ 4,800 | $ 4,800 |
Amortizing intangible assets, Accumulated Amortization | (600) | (300) |
Intangible Assets, net | $ 4,200 | $ 4,500 |
Renewal Rights [Member] | ||
Schedule of Finite-Lived and Indefinite-Lived Assets [Line Items] | ||
Amortizing intangible aseets, Weighted - average Amortization (years) | 15 years | 15 years |
Amortizing intangible assets, Gross Carrying Amount | $ 16,600 | $ 16,600 |
Amortizing intangible assets, Accumulated Amortization | (1,660) | (830) |
Intangible Assets, net | $ 14,940 | $ 15,770 |
Customer Relations [Member] | ||
Schedule of Finite-Lived and Indefinite-Lived Assets [Line Items] | ||
Amortizing intangible aseets, Weighted - average Amortization (years) | 10 years | 10 years |
Amortizing intangible assets, Gross Carrying Amount | $ 870 | $ 870 |
Amortizing intangible assets, Accumulated Amortization | (188) | (123) |
Intangible Assets, net | $ 682 | $ 747 |
Trade Names [Member] | ||
Schedule of Finite-Lived and Indefinite-Lived Assets [Line Items] | ||
Amortizing intangible aseets, Weighted - average Amortization (years) | 10 years | 10 years |
Amortizing intangible assets, Gross Carrying Amount | $ 2,000 | $ 2,000 |
Amortizing intangible assets, Accumulated Amortization | (300) | (150) |
Intangible Assets, net | $ 1,700 | $ 1,850 |
Value of Business Acquired [Member] | ||
Schedule of Finite-Lived and Indefinite-Lived Assets [Line Items] | ||
Amortizing intangible aseets, Weighted - average Amortization (years) | 1 year | 1 year |
Amortizing intangible assets, Gross Carrying Amount | $ 7,600 | $ 7,600 |
Amortizing intangible assets, Accumulated Amortization | $ (7,600) | (5,700) |
Intangible Assets, net | $ 1,900 | |
Non-compete [Member] | ||
Schedule of Finite-Lived and Indefinite-Lived Assets [Line Items] | ||
Amortizing intangible aseets, Weighted - average Amortization (years) | 2 years 6 months | 2 years 6 months |
Amortizing intangible assets, Gross Carrying Amount | $ 790 | $ 790 |
Amortizing intangible assets, Accumulated Amortization | (556) | (286) |
Intangible Assets, net | 234 | 504 |
License Acquired [Member] | ||
Schedule of Finite-Lived and Indefinite-Lived Assets [Line Items] | ||
Non-amortizing Intangible Assets, net | $ 175 | $ 175 |
Goodwill and Other Intangible55
Goodwill and Other Intangible Assets - Schedule of Estimated Amortization of Intangible Assets (Details) $ in Thousands | Sep. 30, 2017USD ($) |
Goodwill And Intangible Assets Disclosure [Abstract] | |
2,017 | $ 558 |
2,018 | 1,982 |
2,019 | 1,898 |
2,020 | 1,888 |
2,021 | 1,875 |
2,022 | 1,875 |
Thereafter | 12,716 |
Intangible Assets, net | $ 22,792 |
(Loss) Earnings Per Share - Sch
(Loss) Earnings Per Share - Schedule of Computation of Basic and Diluted (Loss) Earnings Per Share (EPS) (Detail) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Basic (loss) earnings per share: | ||||
Net (loss) income attributable to common stockholders (000's) | $ (8,696) | $ 10,930 | $ 3,929 | $ 36,720 |
Weighted average shares outstanding | 25,883,267 | 29,213,222 | 27,647,146 | 29,742,984 |
Basic (loss) earnings per share: | $ (0.34) | $ 0.37 | $ 0.14 | $ 1.23 |
Diluted (loss) earnings per share: | ||||
Net (loss) income attributable to common stockholders (000's) | $ (8,696) | $ 10,930 | $ 3,929 | $ 36,720 |
Weighted average shares outstanding | 25,883,267 | 29,213,222 | 27,647,146 | 29,742,984 |
Weighted average dilutive shares | 43,172 | |||
Total weighted average dilutive shares | 25,883,267 | 29,213,222 | 27,647,146 | 29,786,156 |
Diluted (loss) earnings per share: | $ (0.34) | $ 0.37 | $ 0.14 | $ 1.23 |
Deferred Policy Acquisition C57
Deferred Policy Acquisition Costs - Summary of Activity in Deferred Policy Acquisition Costs (DPAC) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Insurance [Abstract] | ||||
Beginning Balance | $ 41,792 | $ 42,568 | $ 42,779 | $ 34,800 |
Policy acquisition costs deferred | 21,002 | 22,158 | 65,195 | 68,807 |
Amortization | (20,906) | (22,597) | (66,086) | (61,478) |
Ending Balance | $ 41,888 | $ 42,129 | $ 41,888 | $ 42,129 |
Income Taxes - Additional Infor
Income Taxes - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | |||||
(Benefit) provision for income taxes | $ (525,000) | $ 7,682,000 | $ 7,390,000 | $ 23,688,000 | |
Annual effective tax rate | 65.20% | 39.20% | |||
Uncertain tax positions | $ 0 | $ 0 | $ 0 |
Income Taxes - Components of De
Income Taxes - Components of Deferred Tax Assets (Liabilities) (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Deferred tax assets: | ||
Unearned premiums | $ 16,730 | $ 17,209 |
Tax-related discount on loss reserve | 1,677 | 1,829 |
Unrealized loss | 246 | 3,113 |
Stock-based compensation | 2,363 | 1,604 |
Prepaid expenses | 1,438 | 1,482 |
Convertible notes option liability | 6,446 | |
Other | 304 | 312 |
Total deferred tax asset | 29,204 | 25,549 |
Deferred tax liabilities: | ||
Deferred acquisition costs | 15,898 | 16,377 |
Convertible notes option discount | 6,446 | |
Property and equipment | 355 | 355 |
Basis in purchased investments | 1,600 | 1,697 |
Basis in purchased intangibles | 9,066 | 9,791 |
Other | 332 | 332 |
Total deferred tax liabilities | 33,697 | 28,552 |
Net deferred tax liability | $ (4,493) | $ (3,003) |
Reinsurance - Additional inform
Reinsurance - Additional information (Detail) | Feb. 29, 2016USD ($) | Apr. 30, 2015USD ($) | May 31, 2017USD ($) | Mar. 31, 2017USD ($) | Apr. 30, 2015USD ($) | Sep. 30, 2017USD ($) | Jun. 30, 2017USD ($)Reinsurer | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)Reinsurer | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($)Reinsurer | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Jun. 30, 2016USD ($) |
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Number of reinstatements available | Reinsurer | 2 | 2 | 2 | |||||||||||
Primary retention | $ 2,600,000,000 | $ 3,000,000,000 | ||||||||||||
Percentage comprising aggregate participation | 5.40% | |||||||||||||
Primary retention of losses and loss adjustment expenses | $ 20,000,000 | $ 20,000,000 | $ 190,000,000 | |||||||||||
Aggregate participation, losses and loss adjustment expenses | 3,599,000 | $ 3,160,000 | 1,473,000 | $ 17,291,000 | ||||||||||
Purchase of reinsurance from third party | 57,855,000 | 63,141,000 | 182,189,000 | 163,461,000 | ||||||||||
Agreement of coverage | 3 years | |||||||||||||
Additional maturity period of collateral notes | 2 years | 2 years | ||||||||||||
Reinsurance agreement | 3 years | |||||||||||||
Prepaid reinsurance premiums | 153,955,000 | 153,955,000 | 106,609,000 | |||||||||||
Net of prepaid reinsurrance premium as attachement point | 370,751,000 | 370,751,000 | ||||||||||||
Unpaid losses and loss adjustment expenses | 489,580,000 | 122,785,000 | $ 125,695,000 | 489,580,000 | $ 125,695,000 | 140,137,000 | $ 83,722,000 | $ 117,485,000 | ||||||
Reinsurance payable | 158,122,000 | 158,122,000 | 96,667,000 | |||||||||||
Insurance Claims [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Unpaid losses and loss adjustment expenses | 1,000,000 | 1,000,000 | ||||||||||||
Notes Due February 2019 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | $ 250,000,000 | |||||||||||||
Class D Notes Due February 2019 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | 150,000,000 | |||||||||||||
Class E Notes Due February 2019 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | $ 100,000,000 | |||||||||||||
Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | 2,300,000,000 | |||||||||||||
Reinsurance purchase limit | 632,000,000 | 632,000,000 | 860,000,000 | |||||||||||
Reinsurance prepaid amount | 825,000,000 | |||||||||||||
Catastrophe [Member] | 2014 Class A Notes [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | $ 200,000,000 | |||||||||||||
Additional coverage of second catastrophe reinsurance agreement | $ 50,000,000 | |||||||||||||
Reinsurance agreement | 3 years | |||||||||||||
Coverage of first catastrophe reinsurance agreement | $ 150,000,000 | |||||||||||||
Maximum [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Aggregate participation, losses and loss adjustment expenses | 11,600,000 | |||||||||||||
Purchased reinstatement premium | 5,300,000 | |||||||||||||
Heritage P&C [Member] | Two Thousand Fifteen Class B And C Notes [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Agreement of coverage | 3 years | |||||||||||||
Heritage P&C [Member] | Class B Notes Due April 2017 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | $ 97,500,000 | $ 97,500,000 | ||||||||||||
Heritage P&C [Member] | Class C Notes Due April 2017 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | 30,000,000 | 30,000,000 | ||||||||||||
Zephyr [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Catastrophe excess of loss reinsurance | 5,000,000 | |||||||||||||
Osprey [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Catastrophe excess of loss reinsurance | 0 | |||||||||||||
Property Per Risk Coverage [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Primary retention of losses and loss adjustment expenses | 35,000,000 | |||||||||||||
Coverage limit | 9,000,000 | |||||||||||||
Reinsurance payable | 27,000,000 | $ 27,000,000 | ||||||||||||
Property Per Risk Coverage [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchased reinstatement premium | 440,000,000 | |||||||||||||
Unpaid losses and loss adjustment expenses | 1,800,000,000 | |||||||||||||
Property Per Risk Coverage [Member] | Heritage P&C [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Primary retention | 5,000,000 | |||||||||||||
Catastrophe excess of loss reinsurance | 5,000,000 | |||||||||||||
Property Per Risk Coverage [Member] | Citrus [Member] | Catastrophe [Member] | Two Thousand Fifteen C And B Series Bond And Two Thousand Sixteen Bond [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | 377,500,000 | |||||||||||||
Additional coverage of second catastrophe reinsurance agreement | $ 200,000,000 | |||||||||||||
Property Per Risk Coverage [Member] | Osprey [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Primary retention | 10,000,000 | |||||||||||||
Primary retention of losses and loss adjustment expenses | $ 20,000,000 | |||||||||||||
FHCF Layer [Member] | Property Per Risk Coverage [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Percentage comprising aggregate participation | 45.00% | 45.00% | 75.00% | |||||||||||
Catastrophe excess of loss reinsurance | $ 460,000,000 | $ 336,000,000 | ||||||||||||
Percentage of maximum provisional limit | 45.00% | 75.00% | ||||||||||||
Estimated provisional limit percentage calculation base amount | $ 1,500,000,000 | $ 920,000,000 | ||||||||||||
FHCF Layer [Member] | Property Per Risk Coverage [Member] | Maximum [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Estimated maximum provisional limit, amount | 690,000,000 | |||||||||||||
Shared Layers [Member] | Property Per Risk Coverage [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | $ 372,000,000 | |||||||||||||
Shared coverage amount available subject to seasonal aggregate | 20,000,000 | |||||||||||||
Seasonal aggregate amount | 68,000,000 | |||||||||||||
Shared Layers [Member] | Property Per Risk Coverage [Member] | Heritage P&C and Zephyr [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchased reinstatement premium | 352,000,000 | |||||||||||||
Multi-Zonal Layers [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Coverage of first catastrophe reinsurance agreement | 282,000,000 | |||||||||||||
Prepaid reinsurance premiums | 260,000,000 | |||||||||||||
Multi-Zonal Layers [Member] | Property Per Risk Coverage [Member] | Zephyr [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Coverage of first catastrophe reinsurance agreement | 302,000,000 | |||||||||||||
Prepaid reinsurance premiums | 254,000,000 | 254,000,000 | ||||||||||||
Aggregate Coverage [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Aggregate participation, losses and loss adjustment expenses | 1,648,000,000 | |||||||||||||
Purchase of reinsurance from third party | 125,000,000 | |||||||||||||
Purchased reinstatement premium | 700,000,000 | 682,000,000 | ||||||||||||
Prepaid reinsurance premiums | 632,000,000 | 632,000,000 | 460,000,000 | |||||||||||
Top Hawaii Only Layer [Member] | Property Per Risk Coverage [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | 26,000,000 | |||||||||||||
2017 - 2018 Reinsurance Program [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | $ 2,600,000,000 | |||||||||||||
Description of hurricane losses coverage and protection | Hurricane losses in states other than Hawaii would be covered under the Heritage P&C program with the exception of the FHCF and the series 2015, 2016 and 2017 catastrophe bonds. Management deemed this reinsurance protection to be sufficient given the level of catastrophe exposure in 2017 for North Carolina, South Carolina, Georgia and Alabama. | |||||||||||||
2017 - 2018 Reinsurance Program [Member] | Citrus Re Ltd [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Percentage comprising aggregate participation | 26.00% | |||||||||||||
Purchase of reinsurance from third party | $ 687,500,000 | |||||||||||||
Coverage arrangements, period | multi-year | |||||||||||||
2017 - 2018 Reinsurance Program [Member] | Citrus Re Ltd [Member] | Class A and B and C Due in May 2018 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | $ 277,500,000 | |||||||||||||
Notes maturity date | May 31, 2018 | |||||||||||||
2017 - 2018 Reinsurance Program [Member] | Citrus Re Ltd [Member] | Class D and E Due in Two-year Period [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | $ 250,000,000 | |||||||||||||
Additional maturity period of collateral notes | 2 years | |||||||||||||
2017 - 2018 Reinsurance Program [Member] | Citrus Re Ltd [Member] | Notes Due in Three-year Period [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | $ 160,000,000 | |||||||||||||
Notes maturity period | 3 years | |||||||||||||
Shared Layers Above Retention And Below FHCF [Member] | Property Per Risk Coverage [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | 374,000,000 | |||||||||||||
Layers Below FHCF [Member] | Heritage P&C [Member] | Class A Notes Due April Two Thousand Seventeen [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | 150,000,000 | $ 150,000,000 | ||||||||||||
Agreement of coverage | 3 years | |||||||||||||
Reinsurance agreement | 3 years | |||||||||||||
Layers Below FHCF [Member] | Property Per Risk Coverage [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | $ 440,000,000 | |||||||||||||
2016-2017 Reinsurance Program [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | $ 3,100,000,000 | |||||||||||||
Description of hurricane losses coverage and protection | Hurricane losses in states other than Hawaii would have been covered under the Heritage P&C program with the exception of the FHCF and the series 2015 and 2016 catastrophe bonds. Management deemed this reinsurance protection to be sufficient given the level of catastrophe exposure in 2017 for North Carolina and South Carolina. | |||||||||||||
2016-2017 Reinsurance Program [Member] | Citrus Re Ltd [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Percentage comprising aggregate participation | 42.00% | |||||||||||||
Purchase of reinsurance from third party | $ 727,500 | |||||||||||||
Additional maturity period of collateral notes | 2 years | |||||||||||||
Notes maturity date | May 31, 2017 | |||||||||||||
Notes maturity period | 3 years | |||||||||||||
Coverage arrangements, period | multi-year | |||||||||||||
2016-2017 Reinsurance Program [Member] | Citrus Re Ltd [Member] | 2014 Class A & B Notes [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | $ 200,000 | |||||||||||||
2016-2017 Reinsurance Program [Member] | Citrus Re Ltd [Member] | 2015 Class A, B, and C Notes [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | 277,500 | |||||||||||||
2016-2017 Reinsurance Program [Member] | Citrus Re Ltd [Member] | 2016 Class D & E Notes [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | 250,000 | |||||||||||||
Cat Bond Layer Alongside FHCF [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Agreement of coverage | 3 years | |||||||||||||
Reinsurance agreement | 3 years | |||||||||||||
Cat Bond Layer Alongside FHCF [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | Class B Notes Due April 2017 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | 97,500,000 | $ 97,500,000 | ||||||||||||
Cat Bond Layer Alongside FHCF [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | Class C Notes Due April 2017 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | 30,000,000 | 30,000,000 | ||||||||||||
Cat Bond Layer Alongside FHCF [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | Class A Notes Due April Two Thousand Seventeen [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | 150,000,000 | 150,000,000 | ||||||||||||
Cat Bond Layer Alongside FHCF [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | Notes Due April 2017 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | $ 277,500,000 | 277,500,000 | ||||||||||||
Cat Bond Layer Above FHCF [Member] | Property Per Risk Coverage [Member] | Citrus [Member] | Class A Notes [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | $ 150,000,000 | |||||||||||||
Additional coverage of second catastrophe reinsurance agreement | 50,000,000 | |||||||||||||
Coverage of first catastrophe reinsurance agreement | $ 150,000,000 | |||||||||||||
Facultative Reinsurance [Member] | Maximum [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Reinsurance payable | 10,000,000 | $ 10,000,000 | ||||||||||||
Facultative Reinsurance [Member] | Minimum [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Facultative reinsurance purchase amount | 10,000,000 | |||||||||||||
Florida [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Primary retention | 1,750,000,000 | 1,900,000,000 | ||||||||||||
Primary retention of losses and loss adjustment expenses | 40,000,000 | |||||||||||||
Florida [Member] | Heritage P&C [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Primary retention | 15,000,000 | |||||||||||||
Florida [Member] | Osprey [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Primary retention of losses and loss adjustment expenses | 20,000,000 | |||||||||||||
Florida [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Unpaid losses and loss adjustment expenses | 1,750,000,000 | 1,750,000,000 | 2,000,000,000 | |||||||||||
Florida [Member] | Multi-Zonal Layers [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchased reinstatement premium | 260,000,000 | |||||||||||||
Florida [Member] | Multi-Zonal Layers [Member] | Property Per Risk Coverage [Member] | Zephyr [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchased reinstatement premium | 254,000,000 | |||||||||||||
Florida [Member] | A Top And Aggregate Multi Zonal Layer [Member] | Property Per Risk Coverage [Member] | Zephyr [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchased reinstatement premium | 48,000,000 | |||||||||||||
Florida [Member] | A Top And Drop Multi-Zonal Layer [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchased reinstatement premium | 22,000,000 | |||||||||||||
Hawaii [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Primary retention | $ 731,000,000 | 1,100,000,000 | ||||||||||||
Primary retention of losses and loss adjustment expenses | 30,000,000 | |||||||||||||
Hawaii [Member] | Zephyr [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Primary retention | 16,000,000 | 5,000,000 | ||||||||||||
Primary retention of losses and loss adjustment expenses | 20,000,000 | 20,000,000 | ||||||||||||
Catastrophe excess of loss reinsurance | $ 16,000,000 | |||||||||||||
Hawaii [Member] | Zephyr [Member] | First Catastrophic Event [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Percentage comprising aggregate participation | 3.80% | |||||||||||||
Primary retention of losses and loss adjustment expenses | 386,000,000 | $ 386,000,000 | ||||||||||||
Hawaii [Member] | Zephyr [Member] | Second Catastrophic Event [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Percentage comprising aggregate participation | 117.70% | |||||||||||||
Primary retention of losses and loss adjustment expenses | 386,000,000 | $ 386,000,000 | ||||||||||||
Hawaii [Member] | Zephyr [Member] | Top and Aggregate Layer [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Primary retention of losses and loss adjustment expenses | 15,000,000 | 15,000,000 | ||||||||||||
Aggregate participation, losses and loss adjustment expenses | 5,000,000 | |||||||||||||
Hawaii [Member] | Zephyr [Member] | Maximum [Member] | First Catastrophic Event [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Aggregate participation, losses and loss adjustment expenses | 12,000,000 | |||||||||||||
Hawaii [Member] | Zephyr [Member] | Maximum [Member] | Second Catastrophic Event [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Aggregate participation, losses and loss adjustment expenses | 56,000,000 | |||||||||||||
Hawaii [Member] | Osprey [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Primary retention of losses and loss adjustment expenses | 15,000,000 | |||||||||||||
Hawaii [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Unpaid losses and loss adjustment expenses | 731,000,000 | 731,000,000 | 1,100,000,000 | |||||||||||
Hawaii [Member] | Shared Layers [Member] | Property Per Risk Coverage [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchase of reinsurance from third party | 372,000,000 | |||||||||||||
Shared coverage amount available subject to seasonal aggregate | 20,000,000 | |||||||||||||
Seasonal aggregate amount | 68,000,000 | |||||||||||||
Hawaii [Member] | Shared Layers [Member] | Property Per Risk Coverage [Member] | Heritage P&C and Zephyr [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchased reinstatement premium | 352,000,000 | |||||||||||||
Hawaii [Member] | Multi-Zonal Layers [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchased reinstatement premium | 260,000,000 | |||||||||||||
Hawaii [Member] | Multi-Zonal Layers [Member] | Property Per Risk Coverage [Member] | Zephyr [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchased reinstatement premium | 254,000,000 | |||||||||||||
Hawaii [Member] | A Top And Aggregate Multi Zonal Layer [Member] | Property Per Risk Coverage [Member] | Zephyr [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchased reinstatement premium | 48,000,000 | |||||||||||||
Hawaii [Member] | A Top And Drop Multi-Zonal Layer [Member] | Property Per Risk Coverage [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchased reinstatement premium | $ 22,000,000 | |||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Primary retention | $ 16,000,000 | |||||||||||||
Percentage comprising aggregate participation | 20.00% | |||||||||||||
Primary retention of losses and loss adjustment expenses | 20,000,000 | $ 20,000,000 | ||||||||||||
Catastrophe excess of loss reinsurance | $ 16,000,000 | |||||||||||||
Agreement of coverage | 3 years | 3 years | ||||||||||||
Additional maturity period of collateral notes | 2 years | 2 years | ||||||||||||
Reinsurance agreement | 3 years | 3 years | ||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | Notes Due March 2020 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | $ 35,000,000 | |||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | Notes Due February 2019 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | $ 250,000,000 | |||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | Class D Notes Due February 2019 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | 150,000,000 | |||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | Class E Notes Due February 2019 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | $ 100,000,000 | |||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | Two Thousand Fifteen Class B And C Notes [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Agreement of coverage | 3 years | |||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | Class B Notes Due April 2017 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | $ 97,500,000 | 97,500,000 | ||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | Class C Notes Due April 2017 [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | 30,000,000 | 30,000,000 | ||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | First Catastrophic Event [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Percentage comprising aggregate participation | 20.00% | |||||||||||||
Primary retention of losses and loss adjustment expenses | 878,000,000 | $ 878,000,000 | ||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | Second Catastrophic Event [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Percentage comprising aggregate participation | 11.50% | |||||||||||||
Primary retention of losses and loss adjustment expenses | 420,000,000 | $ 420,000,000 | ||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | Top and Aggregate Layer [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Primary retention of losses and loss adjustment expenses | 15,000,000 | 15,000,000 | ||||||||||||
Aggregate participation, losses and loss adjustment expenses | 5,000,000 | |||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | Maximum [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Aggregate participation, losses and loss adjustment expenses | 36,000,000 | |||||||||||||
States Other Than Hawaii [Member] | Heritage P&C [Member] | Maximum [Member] | First Catastrophic Event [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Aggregate participation, losses and loss adjustment expenses | 727,000 | |||||||||||||
States Other Than Hawaii [Member] | Property Per Risk Coverage [Member] | Citrus [Member] | Catastrophe [Member] | Two Thousand Fifteen C And C Series Bond And Two Thousand Sixteen D and E Bond And Two Thousand Seventeen Two Bond [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | 412,500,000 | 412,500,000 | ||||||||||||
Additional coverage of second catastrophe reinsurance agreement | 5,000,000 | |||||||||||||
States Other Than Hawaii [Member] | FHCF Layer [Member] | Property Per Risk Coverage [Member] | Heritage P&C [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Catastrophe excess of loss reinsurance | $ 414,000,000 | |||||||||||||
Percentage of maximum provisional limit | 45.00% | |||||||||||||
Estimated provisional limit percentage calculation base amount | $ 1,300,000,000 | |||||||||||||
States Other Than Hawaii [Member] | Layers Above FHCF -Florida Program [Member] | Heritage P&C [Member] | 2017-1 Notes [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | $ 125,000,000 | |||||||||||||
Agreement of coverage | 3 years | |||||||||||||
Additional maturity period of collateral notes | 2 years | |||||||||||||
Reinsurance agreement | 3 years | |||||||||||||
States Other Than Hawaii [Member] | Layers Above FHCF -Florida Program [Member] | Heritage P&C [Member] | Class A Notes Due April Two Thousand Seventeen [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Collateralized by a reinsurance trust | $ 150,000,000 | $ 150,000,000 | ||||||||||||
Agreement of coverage | 3 years | |||||||||||||
Additional maturity period of collateral notes | 2 years | |||||||||||||
Reinsurance agreement | 3 years | |||||||||||||
States Other Than Hawaii [Member] | Multi-Zonal Layers [Member] | Property Per Risk Coverage [Member] | Heritage P&C [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Coverage of first catastrophe reinsurance agreement | 254,000 | |||||||||||||
States Other Than Hawaii [Member] | Aggregate Coverage [Member] | Property Per Risk Coverage [Member] | Heritage P&C [Member] | Catastrophe [Member] | ||||||||||||||
Reinsurance Premiums For Insurance Companies By Product Segment [Line Items] | ||||||||||||||
Purchased reinstatement premium | 984,000,000 | |||||||||||||
Prepaid reinsurance premiums | 606,000,000 | 606,000,000 | ||||||||||||
Net of prepaid reinsurrance premium as attachement point | $ 40,000,000 | $ 40,000,000 |
Reinsurance - Schedule of Reins
Reinsurance - Schedule of Reinsurance Transactions on Components of Condensed Consolidated Statements of Income (Loss) (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Premium written: | ||||
Direct | $ 154,355 | $ 147,691 | $ 455,900 | $ 463,778 |
Assumed | (459) | (55) | 8,015 | |
Ceded | 1,199 | (5,164) | (229,535) | (248,823) |
Net premium written | 155,554 | 142,068 | 226,310 | 222,970 |
Change in unearned premiums: | ||||
Direct | (1,292) | 8,538 | 3,735 | (32,143) |
Assumed | 8,926 | 445 | 40,626 | |
Ceded | (59,054) | (57,977) | 47,346 | 85,362 |
Net increase | (60,346) | (40,513) | 51,526 | 93,845 |
Premiums earned: | ||||
Direct | 153,063 | 156,229 | 459,635 | 431,635 |
Assumed | 8,467 | 390 | 48,641 | |
Ceded | (57,855) | (63,141) | (182,189) | (163,461) |
Net premiums earned | 95,208 | 101,555 | 277,836 | 316,815 |
Losses and LAE incurred: | ||||
Direct | 416,842 | 59,381 | 513,233 | 141,181 |
Assumed | 15,501 | (3,753) | 18,508 | 30,208 |
Ceded | (368,308) | (1,722) | (375,013) | (1,726) |
Net losses and LAE incurred | $ 64,035 | $ 53,906 | $ 156,728 | $ 169,663 |
Reinsurance - Effects of Reinsu
Reinsurance - Effects of Reinsurance Transactions on Unpaid Losses and Loss Adjustment Expenses and Unearned Premiums (Detail) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Unpaid losses and loss adjustment expenses: | ||
Direct | $ 460,616 | $ 119,339 |
Assumed | 28,964 | 20,798 |
Gross unpaid losses and LAE | 489,580 | 140,137 |
Ceded | (368,310) | |
Net unpaid losses and LAE | 121,270 | 140,137 |
Unearned premiums: | ||
Direct | 313,843 | 317,579 |
Assumed | 445 | |
Gross unearned premiums | 313,843 | 318,024 |
Ceded | (153,955) | (106,609) |
Net unearned premiums | $ 159,888 | $ 211,415 |
Reserve for Unpaid Losses - Sum
Reserve for Unpaid Losses - Summary of Reserve for Unpaid Losses (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Insurance [Abstract] | |||||
Balance, beginning of period | $ 122,785 | $ 117,485 | $ 140,137 | $ 83,722 | $ 83,722 |
Less: reinsurance recoverable on paid losses | 2,499 | 0 | 589 | 0 | 0 |
Net balance, beginning of period | 120,286 | 117,485 | 139,548 | 83,722 | 83,722 |
Incurred related to: | |||||
Current year | 60,436 | 50,746 | 155,255 | 152,372 | |
Prior years | 3,599 | 3,160 | 1,473 | 17,291 | |
Total incurred | 64,035 | 53,906 | 156,728 | 169,663 | |
Paid related to: | |||||
Current year | 62,842 | 33,330 | 102,079 | 71,383 | |
Prior years | 16,198 | 12,366 | 88,917 | 56,307 | |
Total paid | 79,040 | 45,696 | 190,996 | 127,690 | |
Unpaid claim liabilities from Sawgrass | 15,991 | 15,991 | |||
Net balance, end of period | 121,270 | 125,695 | 121,270 | 125,695 | 139,548 |
Plus: reinsurance recoverable on unpaid losses | 368,310 | 0 | 368,310 | 0 | |
Balance, end of period | $ 489,580 | $ 125,695 | $ 489,580 | $ 125,695 | $ 140,137 |
Reserve for Unpaid Losses - Add
Reserve for Unpaid Losses - Additional Information (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||||||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Jun. 30, 2017 | Dec. 31, 2016 | Jun. 30, 2016 | Dec. 31, 2015 | |
Liability For Claims And Claims Adjustment Expense [Line Items] | ||||||||
Unpaid losses and loss adjustment expenses | $ 121,270 | $ 125,695 | $ 121,270 | $ 125,695 | $ 120,286 | $ 139,548 | $ 117,485 | $ 83,722 |
Unpaid losses and loss adjustment expenses attributable to IBNR | 173,400 | 173,400 | ||||||
Losses incurred related to the prior year (redundancy) and deficiency | 3,599 | $ 3,160 | 1,473 | $ 17,291 | ||||
Hurricane Matthew [Member] | ||||||||
Liability For Claims And Claims Adjustment Expense [Line Items] | ||||||||
Losses incurred related to the prior year (redundancy) and deficiency | 6,100 | |||||||
non-Irma claims [Member] | ||||||||
Liability For Claims And Claims Adjustment Expense [Line Items] | ||||||||
Unpaid losses and loss adjustment expenses attributable to IBNR | $ 75,600 | 75,600 | ||||||
Catastrophe [Member] | ||||||||
Liability For Claims And Claims Adjustment Expense [Line Items] | ||||||||
Losses incurred related to the prior year (redundancy) and deficiency | $ 4,600 |
Reserve for Unpaid Losses - S65
Reserve for Unpaid Losses - Summary of Current year Catastrophe Losses (Detail) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Sep. 30, 2017USD ($)Event | Sep. 30, 2016USD ($)Event | |
Liability For Unpaid Claims And Claims Adjustment Expenses Adjustment Of Opening Balance [Line Items] | ||||
Losses and loss adjustment expenses | $ 64,035 | $ 53,906 | $ 156,728 | $ 169,663 |
Catastrophe [Member] | ||||
Liability For Unpaid Claims And Claims Adjustment Expenses Adjustment Of Opening Balance [Line Items] | ||||
Number of Events | Event | 1 | 1 | ||
Losses and loss adjustment expenses | $ 20,000 | $ 4,094 | ||
$10 million to $50 million [Member] | Catastrophe [Member] | ||||
Liability For Unpaid Claims And Claims Adjustment Expenses Adjustment Of Opening Balance [Line Items] | ||||
Number of Events | Event | 1 | |||
Losses and loss adjustment expenses | $ 20,000 | |||
$1 million to $10 million [Member] | Catastrophe [Member] | ||||
Liability For Unpaid Claims And Claims Adjustment Expenses Adjustment Of Opening Balance [Line Items] | ||||
Number of Events | Event | 1 | |||
Losses and loss adjustment expenses | $ 4,094 |
Reserve for Unpaid Losses - S66
Reserve for Unpaid Losses - Summary of Current year Catastrophe Losses (Parenthetical) (Detail) - USD ($) $ in Millions | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Range One Minimum [Member] | ||
Liability For Catastrophe Claims [Line Items] | ||
Current period catastrophe losses | $ 10 | $ 10 |
Range One Maximum [Member] | ||
Liability For Catastrophe Claims [Line Items] | ||
Current period catastrophe losses | 50 | 50 |
Range Two Minimum [Member] | ||
Liability For Catastrophe Claims [Line Items] | ||
Current period catastrophe losses | 1 | 1 |
Range Two Maximum [Member] | ||
Liability For Catastrophe Claims [Line Items] | ||
Current period catastrophe losses | $ 10 | $ 10 |
Long-Term Debt - Schedule of Lo
Long-Term Debt - Schedule of Long-Term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Dec. 15, 2016 |
Debt Instrument [Line Items] | |||
Senior Notes, Principal | $ 216,250 | $ 79,500 | |
Senior Secured Notes [Member] | |||
Debt Instrument [Line Items] | |||
Senior Notes, Principal | 79,500 | $ 79,500 | |
Senior Notes, Unamortized Debt Issuance Costs | 5,985 | ||
Convertible Senior Notes [Member] | |||
Debt Instrument [Line Items] | |||
Senior Notes, Principal | 136,750 | ||
Senior Notes, Unamortized Debt Issuance Costs | $ 5,105 |
Long-Term Debt - Schedule of 68
Long-Term Debt - Schedule of Long-Term Debt (Parenthetical) (Detail) | Aug. 16, 2017 | Sep. 30, 2017 |
Senior Secured Notes [Member] | ||
Debt Instrument [Line Items] | ||
Maturity date | Dec. 15, 2023 | |
Interest rate | 8.75% | |
Convertible Senior Notes [Member] | ||
Debt Instrument [Line Items] | ||
Maturity date | Aug. 1, 2037 | Aug. 1, 2037 |
Interest rate | 5.875% | 5.875% |
Long-Term Debt - Additional Inf
Long-Term Debt - Additional Information (Detail) | Aug. 16, 2017USD ($) | Sep. 30, 2017USD ($)$ / shares | Sep. 30, 2017USD ($)d$ / shares | Sep. 07, 2017USD ($) | Dec. 31, 2016USD ($) | Dec. 15, 2016USD ($)Investor |
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 216,250,000 | $ 216,250,000 | $ 79,500,000 | |||
Net of issuance costs | 188,634,000 | 188,634,000 | $ 72,905,000 | |||
Interest payments | $ 5,969,000 | |||||
Debt discount and deferred issuance costs, amortization period | 5 years | |||||
Trading price of the underlying secured note as percentage of par value | 107.00% | |||||
Change in fair value of long-term debt conversion feature | 6,900,000 | $ 6,883,000 | ||||
Senior Secured Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 79,500,000 | $ 79,500,000 | $ 79,500,000 | |||
Number of accredited investors | Investor | 6 | |||||
Interest rate | 8.75% | 8.75% | ||||
Frequency of periodic principal and interest payments | quarterly | |||||
Interest payment commencement date | Mar. 15, 2017 | |||||
Principal payment commencement date | Dec. 31, 2018 | |||||
Net of issuance costs | $ 73,300,000 | $ 73,300,000 | ||||
Issuance costs | $ 6,200,000 | 6,200,000 | ||||
Interest payments | $ 3,900,000 | |||||
Debt instrument redemption price in cash due to change in control, percentage | 101.00% | |||||
Effective interest rate | 10.00% | 10.00% | ||||
Notes maturity date | Dec. 15, 2023 | |||||
Senior Secured Notes [Member] | 2018 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument redemption price, percentage | 103.00% | |||||
Senior Secured Notes [Member] | 2019 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument redemption price, percentage | 102.00% | |||||
Senior Secured Notes [Member] | 2020 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument redemption price, percentage | 101.00% | |||||
Senior Secured Notes [Member] | Thereafter [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument redemption price, percentage | 100.00% | |||||
Convertible Senior Notes [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Long-term debt | $ 136,750,000 | $ 136,750,000 | ||||
Interest rate | 5.875% | 5.875% | 5.875% | |||
Debt Instrument redemption price, percentage | 100.00% | |||||
Aggregate principal amount | $ 125,000,000 | $ 11,750,000 | ||||
Interest payments term | Interest accrues from August 16, 2017 and will be payable semi-annually in arrears, on February 1 and August 1 of each year, beginning on February 1, 2018 | |||||
Notes maturity date | Aug. 1, 2037 | Aug. 1, 2037 | ||||
Convertible debt, threshold consecutive trading days | d | 40 | |||||
Principal amount of each convertible note | $ 1,000 | $ 1,000 | ||||
Rate of conversion | 67.0264 | |||||
Initial conversion price | $ / shares | $ 14.92 | $ 14.92 | ||||
Debt instrument repurchase price due to fundamental change, percentage | 100.00% | 100.00% | ||||
Debt instrument convertible conversion accrued and unpaid interest | $ 1,010 | |||||
Debt instrument convertible, if redeemed percentage in excess of initial conversion | 75.00% | |||||
Sinking fund for convertible notes | $ 0 | |||||
Debt event of default, minimum percentage of notice to note holders | 25.00% | |||||
Debt instrument covenant, principal, accrued and unpaid interest due and payable, percentage | 100.00% | 100.00% | ||||
Convertible Senior Notes [Member] | Debt Redemption Period One [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Convertible debt, threshold trading days | d | 20 | |||||
Convertible debt, threshold consecutive trading days | d | 30 | |||||
Convertible debt, threshold percentage of stock price trigger | 130.00% | |||||
Convertible Senior Notes [Member] | Debt Redemption Period Two [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Convertible debt, threshold trading days | d | 10 | |||||
Convertible debt, threshold consecutive trading days | d | 5 | |||||
Convertible debt, threshold percentage of stock price trigger | 98.00% | |||||
Convertible Senior Notes [Member] | August 1, 2022 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument redemption price, percentage | 100.00% | |||||
Convertible Senior Notes [Member] | August 1, 2027 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument redemption price, percentage | 100.00% | |||||
Convertible Senior Notes [Member] | August 1, 2032 [Member] | ||||||
Debt Instrument [Line Items] | ||||||
Debt Instrument redemption price, percentage | 100.00% |
Long-Term Debt - Schedule of Co
Long-Term Debt - Schedule of Company's Long-Term Debt (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Debt Instrument [Line Items] | ||
Principal amount | $ 216,250 | $ 79,500 |
Less: unamortized discount and issuance costs | 27,616 | 6,595 |
Total long-term debt | 188,634 | 72,905 |
5.85% Convertible Senior Notes, due August 2037 [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount | 136,750 | |
Senior Secured Note, due December 15, 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Principal amount | $ 79,500 | $ 79,500 |
Long-Term Debt - Schedule of 71
Long-Term Debt - Schedule of Company's Long-Term Debt (Parenthetical) (Detail) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
5.85% Convertible Senior Notes, due August 2037 [Member] | ||
Debt Instrument [Line Items] | ||
Maturity date | Aug. 1, 2037 | |
Interest rate | 5.85% | |
Senior Secured Note, due December 15, 2023 [Member] | ||
Debt Instrument [Line Items] | ||
Maturity date | Dec. 15, 2023 | Dec. 15, 2023 |
Long-Term Debt - Valuation of E
Long-Term Debt - Valuation of Embedded Derivatives within Convertible Note (Detail) - Convertible Senior Notes [Member] - $ / shares | Sep. 30, 2017 | Aug. 10, 2017 |
Fair Value Assets And Liabilities Measured On Recurring And Nonrecurring Basis Valuation Techniques [Line Items] | ||
Dividend yield | 1.82% | 2.13% |
Yield | 8.50% | 10.20% |
Risk-free rate | 2.63% | 2.55% |
Volatility | 20.50% | 25.80% |
Remaining Term (years) | 4 years 10 months 3 days | 4 years 11 months 23 days |
Stock price | $ 13.21 | $ 11.26 |
Long-Term Debt - Summary of Der
Long-Term Debt - Summary of Derivative Liability Activity (Detail) - Convertible Senior Notes [Member] - Level 3 [Member] $ in Thousands | 9 Months Ended |
Sep. 30, 2017USD ($) | |
Fair Value Liabilities Measured On Recurring Basis Unobservable Input Reconciliation [Line Items] | |
Fair value at issuance | $ 16,838 |
Change in fair value | 6,883 |
Fair value at September 30, 2017 | $ 23,721 |
Long-Term Debt - Schedule of 74
Long-Term Debt - Schedule of Company's Interest Expense Relation to Long-Term Debt (Detail) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | ||
Debt Disclosure [Abstract] | |||||
Contractual interest | $ 3,076 | $ 0 | $ 7,010 | $ 0 | |
Non-cash expense | [1] | 675 | 0 | 1,153 | 0 |
Total interest expense | $ 3,751 | $ 0 | $ 8,163 | $ 0 | |
[1] | Represents amortization of debt issuance costs and debt discount. |
Other Liabilities - Schedule of
Other Liabilities - Schedule of Other Liabilities (Detail) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Other Liabilities Disclosure [Abstract] | ||
Accounts payable and other payables | $ 20,982 | $ 6,804 |
Accrued interest and issuance costs | 1,363 | 5,704 |
Accrued dividends | 1,784 | 1,784 |
Escrow | 1,210 | 1,210 |
Conversion option liability | 23,721 | |
Commission payables | 4,487 | 6,179 |
Total other liabilities | $ 53,547 | $ 21,681 |
Statutory Accounting and Regu76
Statutory Accounting and Regulations - Additional Information (Detail) - USD ($) | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | |
Statutory Accounting Practices [Line Items] | |||
Statutory net income (loss) of insurance subsidiary | $ (12,100,000) | $ 24,000 | |
Statutory capital and surplus | $ 257,600,000 | $ 276,100,000 | |
Heritage P&C [Member] | |||
Statutory Accounting Practices [Line Items] | |||
Statutory accounting practices, capital and surplus requirements of insurance subsidiary | Greater of $15 million or 10% of its respective liabilities. | ||
Minimum required amount of capital and surplus maintained by the insurance subsidiary | $ 15,000,000 | ||
Statutory capital and surplus requirements, percentage | 10.00% | ||
Zephyr [Member] | |||
Statutory Accounting Practices [Line Items] | |||
Deposits held | $ 750,000 |
Related Party Transactions - Ad
Related Party Transactions - Additional Information (Detail) - USD ($) | 1 Months Ended | 9 Months Ended | |
Jan. 31, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | |
Immediate Family Member Of Management Or Principal Owner [Member] | |||
Related Party Transaction [Line Items] | |||
Payments for management services | $ 75,000 | $ 86,000 | |
Consulting fees hourly rate | $ 400 | ||
Consulting fees | $ 371,000 | ||
Heritage P&C [Member] | Director [Member] | |||
Related Party Transaction [Line Items] | |||
Director annual compensation | $ 150,000 |
Employee Benefit Plan - Additio
Employee Benefit Plan - Additional Information (Detail) - USD ($) | 9 Months Ended | |
Sep. 30, 2017 | Sep. 30, 2016 | |
Defined Contribution Plan Disclosure [Line Items] | ||
Percentage of contribution on employee salary | 3.00% | |
Contribution for participating employees | $ 478,000 | $ 408,000 |
Medical premium cost | 2,200,000 | $ 1,400,000 |
Unpaid claims | 298,000 | |
Stop loss coverage per employee | 60,000 | |
Defined contribution plan, aggregate limit for losses | $ 1,500,000 | |
Defined contribution plan, aggregate stop loss commences threshold percentage | 125.00% | |
Maximum [Member] | ||
Defined Contribution Plan Disclosure [Line Items] | ||
Defined contribution plan, aggregate limit for losses in provided amount | $ 1,000,000 |
Equity - Additional Information
Equity - Additional Information (Detail) - USD ($) | Aug. 03, 2017 | May 02, 2017 | Mar. 02, 2017 | Nov. 08, 2016 | May 04, 2016 | Sep. 30, 2017 | Jun. 30, 2017 | Mar. 31, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 |
Class Of Stock [Line Items] | |||||||||||
Common stock, shares authorized | 50,000,000 | 50,000,000 | 50,000,000 | ||||||||
Preferred stock, shares authorized | 5,000,000 | 5,000,000 | |||||||||
Common stock, shares outstanding | 23,500,174 | 23,500,174 | 28,840,443 | ||||||||
Treasury stock, shares | 7,099,597 | 7,099,597 | 1,759,330 | ||||||||
Additional paid-in capital | $ 209,338,000 | $ 209,338,000 | $ 205,727,000 | ||||||||
Stock options, outstanding | 906,923 | 906,923 | 1,149,923 | ||||||||
Common stock voting rights | one vote | ||||||||||
Stock Repurchase Program, Authorized Amount | $ 70,000,000 | $ 70,000,000 | $ 70,000,000 | ||||||||
Stock Repurchase Program Expiration Date | Dec. 31, 2017 | ||||||||||
Treasury shares repurchased, shares | 1,103,848 | 322,811 | 361,211 | ||||||||
Treasury shares repurchased, value | $ 13,000,000 | $ 4,100,000 | $ 4,500,000 | 61,624,000 | $ 20,562,000 | ||||||
Stock repurchase program remaining authorized repurchase amount | 22,800,000 | 22,800,000 | |||||||||
Cash dividend per common share | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | |||||||
Cash dividend, payable date | Oct. 2, 2017 | Jul. 5, 2017 | Apr. 4, 2017 | Jan. 4, 2017 | |||||||
Dividend payable, record date | Sep. 15, 2017 | Jun. 15, 2017 | Mar. 15, 2017 | Dec. 15, 2016 | |||||||
Cash dividend, declared date | Aug. 3, 2017 | May 2, 2017 | Mar. 2, 2017 | Nov. 8, 2016 | |||||||
Convertible Senior Notes [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Stock Repurchase Program, Authorized Amount | $ 40,000,000 | $ 40,000,000 | |||||||||
Treasury shares repurchased, shares | 3,552,397 | ||||||||||
Treasury shares repurchased, price per share | $ 11.26 | ||||||||||
Restricted Stock [Member] | |||||||||||
Class Of Stock [Line Items] | |||||||||||
Unvested shares of restricted common stock issued | 900,000 | 900,000 | 900,000 | ||||||||
Unvested restricted stock grants | 0 | 900,000 |
Stock-Based Compensation - Addi
Stock-Based Compensation - Additional Information (Detail) - USD ($) | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | May 22, 2014 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Maximum tenure of stock option from the date of grant | 10 years | |||||
Exercisable period of vested awards | 30 days | |||||
Stock Options [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock-based compensation expense | $ 0 | $ 0 | $ 0 | $ 0 | ||
Restricted Stock [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock options, Vesting period | 5 years | |||||
Unvested restricted stock grants | 0 | 900,000 | ||||
Stock-based compensation expense | $ 3,600,000 | $ 3,600,000 | ||||
Unrecognized stock compensation expense | $ 14,900,000 | $ 14,900,000 | ||||
Unrecognized stock compensation expense, weighted average period | 3 years 2 months 13 days | |||||
Minimum [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock options, Vesting period | 1 year | |||||
Maximum [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Stock options, Vesting period | 5 years | |||||
Omnibus Incentive Plan [Member] | ||||||
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||||||
Common stock reserved for issuance | 2,981,737 | |||||
Shares available for grant | 413,814 | 413,814 | 170,814 |
Stock-Based Compensation - Summ
Stock-Based Compensation - Summary of Information Related to Stock Option (Detail) | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Disclosure Of Compensation Related Costs Sharebased Payments [Abstract] | |
Beginning Balance, Shares | shares | 1,149,923 |
Granted, Shares | shares | |
Expired, Shares | shares | (243,000) |
Exercised, Shares | shares | |
Ending Balance, Shares | shares | 906,923 |
Vested and exercisable, Shares | shares | 906,923 |
Weighted-Average Grant Date Fair Value, Beginning Balance | $ / shares | $ 2.99 |
Weighted-Average Grant Date Fair Value, Granted | $ / shares | |
Weighted-Average Grant Date Fair Value, Expired | $ / shares | 2.70 |
Weighted-Average Grant Date Fair Value, Exercised | $ / shares | |
Weighted-Average Grant Date Fair Value, Ending Balance | $ / shares | 3.07 |
Weighted-Average Grant Date Fair Value, Vested and exercisable | $ / shares | $ 3.07 |
Stock-Based Compensation - Sche
Stock-Based Compensation - Schedule of Restricted Stock Activity (Detail) - Restricted Stock [Member] - $ / shares | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Share Based Compensation Arrangement By Share Based Payment Award [Line Items] | ||
Beginning balance, Number of shares | 900,000 | |
Granted, Number of shares | 0 | 900,000 |
Ending balance, Number of shares | 900,000 | 900,000 |
Beginning balance, Weighted-Average Grant-Date Fair Value per Share | $ 18.82 | |
Ending balance, Weighted-Average Grant-Date Fair Value per Share | $ 18.82 | $ 18.82 |
Subsequent Events - Additional
Subsequent Events - Additional Information (Detail) - USD ($) $ / shares in Units, $ in Millions | Oct. 31, 2017 | Oct. 30, 2017 | Aug. 03, 2017 | May 02, 2017 | Mar. 02, 2017 | Nov. 08, 2016 |
Subsequent Event [Line Items] | ||||||
Cash dividend, declared date | Aug. 3, 2017 | May 2, 2017 | Mar. 2, 2017 | Nov. 8, 2016 | ||
Cash dividend per common share | $ 0.06 | $ 0.06 | $ 0.06 | $ 0.06 | ||
Cash dividend, payable date | Oct. 2, 2017 | Jul. 5, 2017 | Apr. 4, 2017 | Jan. 4, 2017 | ||
Dividend payable, record date | Sep. 15, 2017 | Jun. 15, 2017 | Mar. 15, 2017 | Dec. 15, 2016 | ||
Subsequent Event [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Cash dividend, declared date | Oct. 31, 2017 | |||||
Cash dividend per common share | $ 0.06 | |||||
Cash dividend, payable date | Dec. 15, 2017 | |||||
Dividend payable, record date | Nov. 17, 2017 | |||||
Subsequent Event [Member] | Term-Loan [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Notes maturity period | 10 years | |||||
Term loan amortization period | 25 years | |||||
Aggregate principal amount | $ 12.7 | |||||
Debt instrument, fixed interest rate for first five years | 4.95% | |||||
Subsequent Event [Member] | 5-year Treasury Security [Member] | Term-Loan [Member] | ||||||
Subsequent Event [Line Items] | ||||||
Debt instrument, basis spread on variable rate | 3.10% |