UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
FORM 10-Q
{X} Quarterly Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the period ended June 30, 1997
or
{ } Transition Report Pursuant to Section 13 or 15(d) of the Securities
Exchange Act of 1934
For the transition period from _____________ to ________________
Commission File Number: 000-22142
OMNI INSURANCE GROUP, INC.
(Exact name of registrant as specified in its charter)
Georgia 58-1680624
(State or other jurisdiction of (IRS Employer
incorporation or organization) Identification No.)
1000 Parkwood Circle, Atlanta, Georgia 30339
(Address of principal executive offices) (Zip Code)
(770) 952-4500
(Registrant's telephone number, including area code)
Indicate by check mark whether the registrant (1) has filed all reports
required to be filed by Section 13 or 15(d) of the Securities Exchange Act of
1934 during the preceding 12 months (or for such period that the registrant was
required to file such reports), and (2) has been subject to such filing
requirements for the past 90 days.
Yes X No
------------- -------------
APPLICABLE ONLY TO CORPORATE ISSUERS:
Indicate the number of shares outstanding of each of the issuer's classes of
common stock, as of the latest practicable date.
Class: Common Stock, par value $.01
Issued and outstanding as of: June 30, 1997 - 5,704,958 shares
OMNI INSURANCE GROUP, INC.
Form 10-Q
June 30, 1997
Table of Contents
Page
PART I. Financial Information Number
------
Item 1. Consolidated Financial Statements
Consolidated Balance Sheets at
June 30, 1997 and December 31, 1996 3
Consolidated Statements of Earnings - Three and
six months ended June 30, 1997 and 1996 4
Consolidated Statements of Cash Flows -
Six months ended June 30, 1997 and 1996 5
Notes to Consolidated Financial Statements 6
Item 2. Management's Discussion and Analysis of
Financial Condition and Results of Operations 7
PART II. Other Information
Item 1. Legal Proceedings 10
Item 2. Changes in Securities 10
Item 3. Defaults Upon Senior Securities 10
Item 4. Submission of Matters to a Vote of Security Holders 10
Item 5. Other Information 10
Item 6. Exhibits and Reports on Form 8-K 11
Signatures 14
2
PART I - FINANCIAL INFORMATION
Item 1. Consolidated Financial Statements
OMNI INSURANCE GROUP, INC.
Consolidated Balance Sheets
June 30, December 31,
1997 1996
------------- -------------
(Unaudited)
Assets
Investments:
Available for sale:
Fixed maturities, at fair value $ 79,549,639 $ 79,042,789
Equity securities, at fair value 255,500 212,063
Invested cash 10,780,102 5,264,275
------------- -------------
Total investments 90,585,241 84,519,127
Accrued investment income 1,611,492 1,525,704
Accounts receivable, principally premiums 54,359,274 43,696,603
Reinsurance recoverables 2,893,860 1,548,971
Prepaid reinsurance premiums 6,402,322 5,028,048
Federal income taxes receivable 492,920 27,942
Deferred policy acquisition costs 10,957,366 9,542,558
Deferred income taxes 1,848,000 1,250,000
Property and equipment, net 2,401,334 2,084,533
------------- -------------
Total assets $ 171,551,809 $ 149,223,486
============= =============
Liabilities and Stockholders' Equity
Liabilities:
Unpaid losses and loss adjustment expenses $ 39,848,204 $ 33,176,563
Unearned premiums 63,137,250 49,722,892
Accounts payable and accrued expenses 5,233,603 6,543,261
Drafts payable 6,346,872 5,669,661
Reserve for premium tax assessment 1,460,000 1,460,000
Other liabilities 559,381 469,997
------------- -------------
Total liabilities 116,585,310 97,042,374
------------- -------------
Stockholders' equity:
Common stock, par value $.01, authorized 15,000,000
shares; issued and outstanding 5,704,958 and
5,700,150 shares, respectively 57,050 57,002
Additional paid-in capital 28,986,407 28,937,173
Net unrealized depreciation on investment
securities (71,796) (5,245)
Retained earnings 25,994,838 23,192,182
------------- -------------
Total stockholders' equity 54,966,499 52,181,112
Commitments and contingencies (note 2)
------------- -------------
Total liabilities and stockholders' equity $ 171,551,809 $ 149,223,486
============= =============
See accompanying notes to consolidated financial statements.
3
OMNI INSURANCE GROUP, INC.
Consolidated Statements of Earnings
Unaudited
Three months ended June 30, Six months ended June 30,
1997 1996 1997 1996
------------ ------------ ------------ ------------
Gross premiums written $ 40,292,346 $ 25,759,536 $ 81,249,714 $ 50,369,669
============ ============ ============ ============
Net premiums written $ 36,224,927 $ 23,395,083 $ 73,120,949 $ 43,642,767
============ ============ ============ ============
Revenues:
Net premiums earned $ 32,674,850 $ 21,505,966 $ 61,080,865 $ 41,793,434
Net investment income 1,078,285 1,008,896 2,162,953 2,031,076
Realized capital gains (losses) (24,912) - (26,405) 27,538
Other income (loss) (2,937) - (2,937) 4,046
------------ ------------ ------------ ------------
Total revenues 33,725,286 22,514,862 63,214,476 43,856,094
------------ ------------ ------------ ------------
Losses and expenses:
Losses and loss adjustment expenses, net 25,198,715 15,476,749 47,232,758 30,516,534
Acquisition and operating expenses, net 6,554,302 5,392,298 12,331,062 10,112,154
------------ ------------ ------------ ------------
Total losses and expenses 31,753,017 20,869,047 59,563,820 40,628,688
------------ ------------ ------------ ------------
Earnings before income taxes 1,972,269 1,645,815 3,650,656 3,227,406
------------ ------------ ------------ ------------
Income taxes (benefit):
Current 654,000 365,000 1,411,000 974,000
Deferred (142,000) 73,000 (563,000) (112,000)
------------ ------------ ------------ ------------
Total income taxes 512,000 438,000 848,000 862,000
------------ ------------ ------------ ------------
Net earnings $ 1,460,269 $ 1,207,815 $ 2,802,656 $ 2,365,406
============ ============ ============ ============
Net earnings per share $ 0.26 $ 0.21 $ 0.49 $ 0.41
============ ============ ============ ============
Weighted average shares outstanding 5,704,958 5,700,150 5,703,762 5,700,150
============ ============ ============ ============
See accompanying notes to consolidated financial statements.
4
OMNI INSURANCE GROUP, INC.
Consolidated Statements of Cash Flows
Unaudited
Six months ended June 30,
1997 1996
------------ ------------
Cash flows from operating activities:
Net earnings $ 2,802,656 $ 2,365,406
Adjustments to reconcile net earnings to net cash
provided from operating activities:
Amortization and depreciation 659,148 608,584
Deferred income taxes (563,000) (112,000)
Changes in:
Accounts receivable, principally premiums (10,662,671) (2,928,721)
Reinsurance recoverables (1,344,889) (201,623)
Prepaid reinsurance premiums (1,374,274) (2,549,693)
Federal income taxes (464,978) (326,000)
Deferred policy acquisition costs (1,414,808) 164,517
Unpaid losses and loss adjustment expenses 6,671,641 (1,939,294)
Unearned premiums 13,414,358 4,399,025
Funds held for reinsurance - (4,832)
Accounts payable and accrued expenses (96,441) 196,219
Drafts payable 677,211 423,080
Other, net 29,914 (28,977)
------------ ------------
Net cash provided from operating activities 8,333,867 65,691
------------ ------------
Cash flows from investing activities:
Purchases of investments (13,969,108) (5,336,694)
Maturities, calls and paydowns of fixed maturities 2,196,002 3,415,658
Sales of investments 10,769,385 3,157,068
Change in invested cash (5,515,827) (1,218,770)
Purchases of property and equipment (697,689) (239,715)
Sales of property and equipment 47,305 47,529
------------ ------------
Net cash used in investing activities (7,169,932) (174,924)
------------ ------------
Cash flows from financing activities:
Issuance of common stock 49,282 -
Cash overdraft (1,213,217) 109,233
------------ ------------
Net cash (used in) provided by financing activities (1,163,935) 109,233
------------ ------------
Net decrease in cash - -
Cash at beginning of period - -
------------ ------------
Cash at end of period $ - $ -
============ ============
Supplemental cash flow information - cash payments
during year for:
Income taxes $ 1,800,000 $ 1,300,000
============ ============
See accompanying notes to consolidated financial statements.
5
OMNI INSURANCE GROUP, INC.
Notes to Consolidated Financial Statements
June 30, 1997
(1) Basis of Presentation
The unaudited consolidated financial statements include the accounts of Omni
Insurance Group, Inc. (Company), a holding company, and its wholly owned
insurance subsidiary, Omni Insurance Company (Omni Insurance). Omni Insurance
owns all the issued and outstanding common stock of Omni Indemnity Company and
Omni General Agency, Inc. All significant intercompany balances and
transactions have been eliminated in consolidation.
The unaudited consolidated financial statements have been prepared in
conformity with generally accepted accounting principles (GAAP). However, all
of the footnotes required by GAAP have not been included and reference should
be made to the "Notes to Consolidated Financial Statements" included in the
Company's 1996 Annual Report. In the opinion of management, all necessary
adjustments have been reflected for a fair presentation of the results of
operations, financial position and cash flows in the accompanying unaudited
consolidated financial statements. The results for the periods are not
necessarily indicative of the results for the entire year.
Certain items in the prior period financial statements have been reclassified
to conform to the current presentation.
(2) Contingencies
As previously disclosed, the Florida Department of Revenue (Department) has
conducted an audit of the premium tax returns filed by Omni Insurance for the
years 1987 through 1991. The Department made adjustments to these returns that
increase the premium tax liability, including penalties and interest. No audit
has been conducted for years 1992 and 1993; however, similar issues may exist
for these two years which could result in an additional assessment. Due to the
redomestication of Omni Insurance, no similar exposure exists after 1993.
Omni Insurance administratively protested the assessment proposed by the
Department for the years 1987 through 1991. In May 1995, Omni Insurance
received notice from the Department that it had denied Omni Insurance's protest
and issued a notice of final assessment. As a result, Omni Insurance filed
suit against the Department to further contest the assessment. Following the
July 1995 filing of such suit, a Florida trial court rendered a decision in
another case involving similar issues. This decision was adverse to the
taxpayer, after the taxpayer had initially been granted summary judgment in its
favor. The taxpayer appealed that case and filed a brief on appeal of the
verdict previously rendered. During the quarter ended June 30, 1996, the
Appeals Court rendered a decision that was adverse to the taxpayer, denied its
claim for rehearing and denied its request to be heard by the Florida Supreme
Court.
Omni Insurance strongly disagreed with the decision of the trial court and
filed an Amicus Brief supporting the unrelated taxpayer's position. Based on
the trial court verdict, Omni management considered it prudent and necessary
to establish a reserve to cover any possible loss exposure related to this
issue. Accordingly, a reserve of $1,460,000 was established during 1995.
Omni Insurance's suit is still pending.
6
Item 2. Management's Discussion and Analysis of Financial Condition and
Results of Operations
Some matters discussed in this report constitute forward-looking statements
within the meaning of Section 27A of the Securities Act of 1933, as amended,
and Section 21E of the Securities Exchange Act of 1934, as amended. The
Company notes that a variety of risk factors could cause the Company's actual
results and experience to differ materially from the anticipated results or
other expectations expressed in the Company's forward-looking statements.
Reference is made in particular to the discussion of such risk factors set
forth as Exhibit 99.1 to the Company's Annual Report on Form 10-K dated
December 31, 1996, on file with the Securities and Exchange Commission.
Financial Condition
June 30, 1997, Compared to December 31, 1996
Total investments increased to $90.6 million at June 30, 1997 from $84.5
million at December 31, 1996. This increase was primarily the result of
positive operating cash flow for the first six months of 1997. Partially
offsetting this increase was a decline in the Company's unrealized gain in the
investment portfolio to approximately $650,000 from $750,000 at year-end 1996.
This decline was primarily the result of changes in interest rates.
The increase in accounts receivable by 24.4% to $54.4 million and unearned
premiums by 27.0% to $63.1 million at June 30, 1997 was the result of the
increase in gross premiums written compared to December 31, 1996.
The increase in deferred policy acquisition costs to $11.0 million at
June 30, 1997 from $9.5 million at December 31, 1996 was primarily the result
of the increase in deferrable acquisition expenses resulting from the larger
volume of gross premiums written for the six months ended June 30, 1997,
compared to December 31, 1996.
Unpaid losses and loss adjustment expenses increased to $39.8 million at
June 30, 1997 from $33.2 million at December 31, 1996. This increase is the
result of the growth in business and the increase in the average liability
for outstanding bodily injury claims.
Results of Operations
Three Months Ended June 30, 1997, Compared to Three Months Ended June 30, 1996
Gross premiums written increased 56.4% to $40.3 million for the three months
ended June 30, 1997 from $25.8 million for the three months ended
June 30, 1996. The Company's three largest states are Florida at
$10.0 million, Virginia at $8.5 million and Texas at $6.6 million. A sizable
portion of the Texas business has been written through an agency which has
multiple branch offices controlled by a common ownership.
Net premiums written increased 54.8% to $36.2 million for the three months
ended June 30, 1997 from $23.4 million for the three months ended June 30,
1996. The increase in net premiums earned to $32.7 million during the three
months ended June 30, 1997 from $21.5 million during the three months ended
June 30, 1996 was the result of the increase in gross premiums written in the
latter half of 1996 and the first half of 1997.
Net investment income increased slightly to $1.1 million for the three months
ended June 30, 1997 from $1.0 million for the three months ended June 30, 1996.
This was primarily the result of an increase in average investable assets. The
average investment yield before investment expenses decreased slightly due to
an increase in the proportion of tax exempt securities in the Company's
investment portfolio.
Losses and loss adjustment expenses were $25.2 million for the three months
ended June 30, 1997 with a net loss ratio of 77.1%, compared to $15.5 million
for the three months ended June 30, 1996 with a net loss ratio of 72.0%. With
the increase in premium volume in the first half of 1997, the Company's ratio
of new business to renewals has increased. Since new business typically has
a higher loss experience than renewals, this increase in new business has in
turn increased the Company's loss and loss adjustment expense ratio. In
addition, second quarter 1997 had adverse development on first quarter 1997
accident quarter reserves. This prior-quarter adverse development was not
present in the 1996 results. The Company continues to closely monitor the
adequacy of its rates and loss reserves and takes action when it believes
necessary.
7
Acquisition and operating expenses increased to $6.6 million for the three
months ended June 30, 1997 from $5.4 million for the three months ended
June 30, 1996. The net expense ratio decreased to 20.1% from 25.1% for these
same periods, dueprimarily to the increase in earned premiums without a
corresponding increase in expenses. Also, the net expense ratio has benefitted
from reinsurance treaty results.
The effective income tax rate for the three months ended June 30, 1997 was
relatively constant at 26.0% compared to 26.6% for the three months ended
June 30, 1996. The slight decrease is primarily attributable to an increase
in tax exempt interest as a percentage of total earnings before tax.
As a result of the foregoing factors, net earnings increased 20.9% to $1.5
million for the three months ended June 30, 1997 from $1.2 million for the
three months ended June 30, 1996, and earnings per share increased to $0.26
per share from $0.21 per share for the same periods, respectively.
Six Months Ended June 30, 1997, Compared to Six Months Ended June 30, 1996
Gross premiums written increased 61.3% to $81.3 million for the six months
ended June 30, 1997 from $50.4 million for the six months ended June 30, 1996.
The Company's three largest states are Florida at $19.0 million, Virginia at
$17.0 million and Texas at $16.0 million. A sizable portion of the Texas
business has been written through an agency which has multiple branch offices
controlled by a common ownership. Illinois became operational during the first
quarter with minimal writings in line with our modest expectations.
Net premiums written increased 67.5% to $73.1 million for the six months ended
June 30, 1997 from $43.6 million for the six months ended June 30, 1996. The
increase in net premiums earned to $61.1 million during the six months ended
June 30, 1997 from $41.8 million during the six months ended June 30, 1996
is the result of the increase in gross premiums written in the latter half of
1996 and the first half of 1997.
Net investment income increased slightly to $2.2 million for the six months
ended June 30, 1997 from $2.0 million for the six months ended June 30, 1996.
This was due to an increase in average investable assets while the average
investment yield before investment expenses remained relatively constant.
Losses and loss adjustment expenses were $47.2 million for the six months ended
June 30, 1997 with a net loss ratio of 77.3%, compared to $30.5 million for the
six months ended June 30, 1996 with a net loss ratio of 73.0%. With the
increase in premium volume in the first half of 1997, the Company's ratio of
new business to renewals has increased. Since new business typically has a
higher loss experience than renewals, this increase in new business has in turn
increased the Company's loss and loss adjustment expense ratio. In addition,
during the first quarter of 1997, the Company had approximately $2.5 million
of adverse development on the reserves established at year-end 1996. This
development is primarily attributable to the increase in the liability for
outstanding bodily injury claims mentioned earlier. In the second quarter of
1997, the Company had an additional $0.8 million of adverse development on
prior years, primarily on reserves established for the 1996 accident year.
The Company continues to closely monitor the adequacy of its rates and loss
reserves and takes action when it believes necessary.
Acquisition and operating expenses increased to $12.3 million for the six
months ended June 30, 1997 from $10.1 million for the six months ended June 30,
1996. The net expense ratio decreased to 20.2% from 24.2% for these same
periods, due primarily to the increase in earned premiums without a
corresponding increase in expenses. Also, the net expense ratio has benefitted
from reinsurance treaty results.
Settlement of the 1992-1993 Internal Revenue Service audit occurred during
the first quarter. Consequently, $80,000 of the amount previously reserved was
released, resulting in a tax rate of 23.2% for the six months ended June 30,
1997 compared to 26.7% for the six months ended June 30, 1996.
As a result of the foregoing factors, net earnings increased 18.5% to $2.8
million for the six months ended June 30, 1997 from $2.4 million for the six
months ended June 30, 1996, and earnings per share increased to $0.49 per share
from $0.41 per share for the same periods, respectively.
8
Liquidity and Capital Resources
The Company's major sources of operating funds are dividends from Omni
Insurance Company (Omni Insurance) and payments received pursuant to a
tax-sharing agreement between the Company and its subsidiaries. Therefore,
the Company's liquidity will be dependent upon the earnings of Omni Insurance
and the subsidiaries' ability to pay dividends and make tax-sharing payments
to the Company.
The principal sources of funds for the insurance subsidiaries are net premiums
collected, investment income and proceeds from investments that have been sold,
matured or repaid. The Company's principal uses of funds are the payment of
general corporate expenses. The principal uses of funds for the insurance
subsidiaries are the payment of claims, acquisition and operating expenses and
the purchase of investments.
Net cash flows provided by operating activities were $8.3 million for the six
months ended June 30, 1997 compared with net cash provided of $66,000 for the
six months ending June 30, 1996. This improvement in cash flow was due to the
increase in gross premiums written and improved profitability.
Net funds used in investing activities were $7.2 million for the six months
ended June 30, 1997 compared to $175,000 for the six months ended June 30,
1996. Company estimates of policy liabilities generally develop and are
resolved over a period of less than three years; therefore, the Company has a
relatively predictable schedule of cash needs. The Company also manages its
investment activities to maintain adequate liquidity for operating purposes and
to protect its policyholders and stockholders (that is, by attempting to match
its liquidity with cash requirements). The Company's portfolio is heavily
weighted toward intermediate fixed maturity securities, substantially all of
which are investment grade. The Company has no real estate investments or
mortgage loans. Historically, the Company has not experienced any "mismatches"
related to liquidity management and none are anticipated. The Company does not
presently anticipate any requirements which would cause liquidation of any
investments prior to their scheduled maturities.
Illinois (Omni Insurance's state of domicile) insurance laws and regulations
impose certain restrictions on the amount of dividends that a company domiciled
in the state may pay without prior regulatory approval. As a result, the
maximum amount of dividends that Omni Insurance may pay without prior
regulatory approval is the greater of (i) ten percent of the statutory
policyholders' surplus as of the preceding December 31, or (ii) the statutory
net income for the preceding calendar year, including a portion of its capital
gains for such year, provided that dividends may only be paid to the extent of
earned surplus. Omni Insurance has the ability to pay approximately $3.7
million of dividends to the Company during 1997.
Effective with the 1994 statutory annual statement which is filed with the
state Departments of Insurance, property/casualty insurers must disclose their
risk-based capital (RBC) position. RBC prescribes the level of capital and
surplus which regulators deem necessary in order for an insurance company to
prudently support its business and investments risks. For 1996, Omni Insurance
and its insurance subsidiary, Omni Indemnity Company, each had total adjusted
capital in excess of any current requirement.
9
PART II - OTHER INFORMATION
Item 1. Legal Proceedings
Omni Insurance is a party to a legal proceeding with the Florida Department of
Revenue. See Note 2 to the Company's financial statements set forth in Part I
of this Report.
Item 2. Changes in Securities
None
Item 3. Defaults Upon Senior Securities
None
Item 4. Submission of Matters to a Vote of Security Holders
On May 13, 1997, the Company held its Annual Meeting of Stockholders. The
following items were submitted to vote by all shares of Common Stock held of
record on March 28, 1997:
(1) Election of Directors to serve as Director until the next annual meeting:
For Against Abstain Non-Vote Total
--------- ------- ------- -------- ---------
John E. Cay, III 4,980,049 - 110 719,991 5,700,150
Don L. Chapman 4,980,049 - 110 719,991 5,700,150
J. Paul Kennedy 4,980,049 - 110 719,991 5,700,150
Dudley L. Moore, Jr. 4,980,049 - 110 719,991 5,700,150
John W. Rooker 4,980,049 - 110 719,991 5,700,150
S. Stephen Selig, III 4,980,049 - 110 719,991 5,700,150
Mr. Moore (Chairman of the Board) also serves as the Company's Chief Executive
Officer and Mr. Kennedy also serves as the Company's President and Chief
Operating Officer.
(2) Proposal to ratify the appointment of the independent public accountants
of the Company:
For Against Abstain Non-Vote Total
--------- ------- ------- -------- ---------
KPMG Peat Marwick LLP 4,979,749 110 300 719,991 5,700,150
Item 5. Other Information
None
10
Item 6. Exhibits and Reports on Form 8-K
(a) Exhibits
Filed Herewith (*),
Nonapplicable (NA), or
Incorporated by Reference from
OMGR
Exhibit Registration No. Exhibit
Number or Report Number
-------- ---------------- -------
2.0 Plan of acquisition, reorganization, arrangement, liquidation or succession NA
3.1 Articles of Incorporation of the Company, as amended 33-64346 3.1
3.2 By-laws of the Company, as amended 33-64346 3.2
3.2A By-laws of the Company, as amended and adopted April 1, 1997 *
4.1 Specimen certificate of the Registrant's Common Stock 33-64346 4.1
10.1 Charter of Omni Insurance Company 33-64346 10.1
10.2 By-laws of Omni Insurance Company 33-64346 10.2
10.3 Amended and Restated Loan Agreement between Omni Insurance
Group, Inc. and Dresdner Bank A.G., Grand Cayman Branch, dated
September 8, 1988 33-64346 10.3
10.4 Promissory Note in the original principal amount of $5,500,000 payable
by the Company, Dudley L. Moore, Jr. and Hannover Holdings, Inc. to
Dresdner Bank A.G., Grand Cayman Branch dated September 8, 1988 33-64346 10.4
10.5 Lease Agreement between Omni Insurance Group, Inc. and Boston
Parkwood Company dated August 21, 1991, as amended by letter
agreement dated January 30, 1992 33-64346 10.5
10.5A First Amendment to Lease between Omni Insurance Group, Inc. and
Boston Parkwood Company dated August 21, 1991, and amended by
letter agreement dated January 30, 1992 1994 Form 10-K 10.5A
10.5B Second Amendment to Lease between Omni Insurance Group, Inc. and
Boston Parkwood Company dated August 21, 1991, and amended by
letter agreement dated January 30, 1992 1994 Form 10-K 10.5B
10.5C Sublease between Omni Insurance Company and Suburban Lodges of September 30, 1996
America, Inc. Form 10-Q 10.5C
10.6 Employment Agreement between Omni Insurance Group, Inc. and
J. Paul Kennedy dated April 28, 1986 as amended 33-64346 10.6
10.7 Stock Purchase Agreement among the Company, Dudley L. Moore, Jr.
and Hannover Holdings, Inc. dated May 19, 1993 33-64346 10.7
10.8 Promissory Note of the Company payable to First Union National
Bank of North Carolina in the principal amount of $10,500,000
dated June 8, 1993 33-64346 10.8
11
10.9 Loan Agreement between Omni Insurance Group, Inc. and First
Union National Bank of North Carolina dated June 8, 1993 33-64346 10.9
10.10 Pledge Agreement between Dudley L. Moore, Jr. and First Union
National Bank of North Carolina dated June 8, 1993 33-64346 10.10
10.11 Pledge Agreement between J. Paul Kennedy and First Union
National Bank of North Carolina dated June 8, 1993 33-64346 10.11
10.12 Share Transfer Agreement effective March 31, 1993 among
Dudley L. Moore, Jr., J. Paul Kennedy and the Company 33-64346 10.12
10.13 Omni Insurance Group 401(k) Retirement Plan 33-64346 10.13
10.14 1993 Incentive Stock Option Plan of the Company 33-64346 10.14
10.15 1993 Nonqualified Stock Option Plan of the Company 33-64346 10.15
10.16 1993 Nonemployee Director Nonqualified Stock Option Plan of
the Company 33-64346 10.16
10.17 Executive Split-Dollar Insurance Plan of the Company 33-64346 10.17
10.18 Agreement of Reinsurance between General Reinsurance Corporation
and Omni Insurance Company 33-64346 10.18
10.18A Endorsements Nos. 4, 5 and 6 to the Agreement of Reinsurance between
General Reinsurance Corporation and Omni Insurance Company 1996 Form 10-K 10.18A
10.19 Private Passenger Automobile Quota Share Reinsurance Agreement between
Omni Insurance Company and Transatlantic Reinsurance Company 33-64346 10.19
10.20 Cover Note No. CT 1297-95 regarding reinsurance agreements between
Omni Insurance Company and Reliance Insurance Company 1994 Form 10-K 10.20
10.20A Quota Share Reinsurance Agreement between Omni Insurance
Company and Reliance Insurance Company 1995 Form 10-K 10.20A
10.21 Not used
10.22 Agency Agreement between Omni General Agency, Inc. and September 30, 1995
Gainsco County Mutual Insurance Company Form 10-Q 10.22
10.22A Amendment 1 to the Agency Agreement between Omni General June 30, 1996
Agency, Inc. and Gainsco County Mutual Insurance Company Form 10-Q 10.22A
10.23 Quota Share Reinsurance Agreement between Gainsco County September 30,1 995
Mutual Insurance Company and Omni Insurance Company Form 10-Q 10.23
10.23A Amendment 2 to the Quota Share Reinsurance Agreement between Gainsco June 30, 1996
County Mutual Insurance Company and Omni Insurance Company Form 10-Q 10.23A
10.24 Management and Service Agreement between Omni General Agency, September 30, 1995
Inc. and Omni Insurance Company Form 10-Q 10.24
10.25 Trust Agreement between Gainsco County Mutual Insurance September 30, 1995
Company, Omni Insurance Company and The Northern Trust Company Form 10-Q 10.25
12
10.26 Split-Dollar Insurance Agreement between Omni Insurance Company March 31,1996
and D. Jack Sawyer, Jr. as Trustee under The DLMB Family Trust Form 10-Q 10.26
10.27 Cover Note CT1350-96 regarding reinsurance agreement between Omni March 31, 1996
Insurance Company and Transatlantic Reinsurance Company Form 10-Q 10.27
10.27A Automobile Physical Damage Quota Share Reinsurance Agreement between
Omni Insurance Company, Omni Indemnity Company and Transatlantic June 30, 1996
Reinsurance Company Form 10-Q 10.27A
10.28 Executive Incentive Common Stock Plan of Omni Insurance Group, Inc. June 30, 1996
Form 10-Q 10.28
11.0 Statement regarding computation of per share earnings NA
15.0 Letter regarding unaudited interim financial information NA
18.0 Letter regarding change in accounting principles NA
19.0 Report furnished to security holders NA
22.0 Published report regarding matters submitted to vote of security holders NA
23.0 Consents of accountants, experts and counsel NA
24.0 Power of attorney NA
27.1 Financial data schedule (electronic filers only) *
99.1 Forward Looking Statements 1996 Form 10-K 99.1
(b) Reports on Form 8-K.
None
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SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the
Registrant has duly caused this report to be signed on its behalf by the
undersigned thereunto duly authorized.
OMNI INSURANCE GROUP, INC.
Registrant
Date: August 12, 1997 /s/ J. Paul Kennedy
-----------------------------------
J. Paul Kennedy, President & Chief
Operating Officer
Date: August 12, 1997 /s/ Susan H. Scalf
-----------------------------------
Susan H. Scalf, Senior Vice
President & Treasurer
14