1 FORM 10-Q SECURITIES AND EXCHANGE COMMISSION Washington, D. C. 20549 Quarterly Report Under Section 13 or 15(d) of the Securities Exchange Act of 1934 For Quarter Ended June 30, 1995 Commission File No. 0-6764 ------------------- MOBILE AMERICA CORPORATION -------------------------------------------------------------------------------- (Exact name of registrant as specified in its charter) Florida 59-1218935 -------------------------------------------------------------------------------- (State or other jurisdiction of (I.R.S. Employer incorporation or organization) Identification No.) 100 Fortune Parkway, Jacksonville, Florida 32256 -------------------------------------------------------------------------------- (Address of principal executive offices) (Zip Code) Registrant's telephone number, including area code (904) 363-6339 ----------------------------- N/A -------------------------------------------------------------------------------- Former name, former address and former fiscal year, if changed since last report Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter 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) There were 6,264,040 shares of common stock, par value $.025 per share, outstanding as of the close of business on June 30, 1995. 2 PART I MOBILE AMERICA CORPORATION INDEX Financial Statements: Page Part I ------ Consolidated Balance Sheet 1 Consolidated Statement of Operations 2 Consolidated Statements of Cash Flows 3 Consolidated Statement of Changes in Stockholders' Equity 4 Notes to Financial Statements 5-8 Management's Discussion and Analysis of the Consolidated Statements of Income 9 Exhibit 11 - Computations of Earnings Per Share 10 Part II ------- Other Information, and Signatures 11 3 MOBILE AMERICA CORPORATION AND SUBSIDIARIES CONSOLIDATED BALANCE SHEET June 30, 1995 AND DECEMBER 31, 1994 ASSETS 1995 1994 ------ ---- ---- Investments: Fixed maturities held to maturity $ 73,852,325 $ 70,287,568 at amortized cost (fair value $74,160,103 and $69,817,915) Equity Securities, at market 2,871,100 1,929,557 (cost $2,801,720 and $2,087,656) Notes receivable less unearned 3,684 5,012 discount of $312 and $379 Short-term investments 16,477,345 14,369,810 ------------ ------------ Total investments 93,204,454 86,591,947 ------------ ------------ Cash 4,025,123 5,479,899 Receivables: Insurance premiums 3,781,758 712,658 Accrued investment income and other 2,552,485 1,460,572 Reinsurance 24,842,031 24,832,401 ------------ ------------ Total receivables 31,176,274 27,005,631 ------------ ------------ Income taxes: Currently receivable (1,460,631) 178,413 Deferred 641,398 607,398 ------------ ------------ Total income taxes (819,233) 785,811 ------------ ------------ Prepaid reinsurance premiums 21,715,732 22,412,328 Inventory of mobile homes 39,545 39,545 Deferred policy acquisition costs (3,845,648) (3,774,978) Property and Equipment: Land, at cost 356,970 356,970 Modular office equipment, at cost less accumulated depreciation of $308,090 and $320,470 11,602 12,883 Equipment and leasehold improvements at cost less accumulated depreciation and amortization of $1,821,280 and $1,725,426 783,963 727,104 ------------ ------------ Total property and equipment: 1,152,535 1,096,957 ------------ ------------ Prepaid expenses and other assets - 100,693 Equity in Pools and Associations 4,077,462 4,077,462 ------------ ------------ $150,726,244 $143,815,295 ============ ============ LIABILITIES AND STOCKHOLDERS' EQUITY 1995 1994 ------------------------------------ ---- ---- Insurance loss reserves, including future policy benefits $ 41,818,900 $ 43,950,469 Unearned premiums 36,308,028 34,639,680 Reinsurance funds held and balances payable 27,846,645 29,061,872 Accrued expenses and other liabilities 15,146,142 9,351,078 Income taxes payable - - Unearned service fees 1,793,020 1,197,905 ------------ ------------ Total liabilities $122,912,735 $118,201,004 ------------ ------------ Stockholders' equity: Common stock, $.025 par value per share Authorized - 18,000,000 shares Issued 6,720,396 shares 168,010 168,010 Preferred stock, $.10 par value per share Authorized - 500,000 shares Issued and outstanding - none - - Capital in excess of par value 2,686,060 2,686,060 Net unrealized losses on equity securities 69,380 (158,099) Treasury Stock at Cost, 456,356 and 456,356 shares (388,441) (388,441) Retained Earnings 25,278,500 23,306,761 ------------ ------------ Total stockholders' equity 27,813,509 25,614,291 ------------ ------------ $150,726,244 $143,815,295 ============ ============ See notes to consolidated financial statements 4 MOBILE AMERICA CORPORATION AND SUBSIDIARIES UNAUDITED STATEMENT OF OPERATIONS QUARTERS ENDED JUNE 30, 1995 AND 1994, SIX MONTHS ENDED JUNE 30, 1995 AND 1994 Six Months Ended Quarters Ended June 30, June 30, -------------------------- ------------------------ 1995 1994 1995 1994 ---- ---- ---- ---- Revenues: Insurance premiums earned (net of premiums ceded of $14,906,650, $11,795,895, $28,877,173 and $23,181,930) $ 6,986,398 $ 9,951,653 $14,196,275 $18,997,590 Investment income 1,340,321 1,046,774 2,564,956 2,165,889 Equipment rentals 18,179 17,163 39,538 41,931 Service fees earned 2,397,195 1,115,850 4,132,062 1,794,143 Other 26,817 8,350 26,817 10,057 Sales of modular office equipment 4,000 19,003 8,600 29,809 Net realized gains on investments 69,299 313,272 104,553 823,096 ----------- ----------- ----------- ----------- Total revenues 10,842,209 12,472,065 21,072,801 23,862,515 ----------- ----------- ----------- ----------- Expenses: Losses and loss adjustment expenses (net of reinsurance recoveries of $10,236,917, $9,608,102, $19,909,174 and $16,928,259) 6,374,375 6,539,360 12,226,792 12,703,095 Policy acquisition costs (1,095,173) 1,286,571 (757,869) 1,906,457 Salaries and wages 1,228,736 1,034,782 2,587,856 2,273,372 General and administrative 1,490,392 1,081,609 2,651,913 2,173,656 Cost of sales of modular office equipment - 1,312 44 1,596 ----------- ----------- ----------- ----------- Total expenses 7,998,330 9,943,634 16,708,736 19,058,176 ----------- ----------- ----------- ----------- Income before provision for income taxes 2,843,879 2,528,431 4,364,065 4,804,339 Provision for income taxes: Current 879,444 1,042,950 1,480,103 1,743,000 Deferred 175,000 (132,000) (34,000) (163,000) ----------- ----------- ----------- ----------- Total provision for income taxes 1,054,444 910,950 1,446,103 1,580,000 ----------- ----------- ----------- ----------- Net income $ 1,789,435 $ 1,617,481 $ 2,917,962 $ 3,224,339 =========== =========== =========== =========== Earnings per share: Net income $ .29 $ .26 $ .47 $ .51 =========== =========== =========== =========== Weighted average number of common stock and common stock equivalents 6,264,040 6,264,040 6,264,040 6,264,040 =========== =========== =========== =========== See accompanying notes to financial statements. 2 5 MOBILE AMERICA CORPORATION AND SUBSIDIARIES UNAUDITED STATEMENTS OF CASH FLOWS SIX MONTHS ENDED JUNE 30, 1995 AND 1994 1995 1994 ---- ---- Cash Flows from Operating Activities: Net Income $ 2,917,962 $ 3,224,339 Adjustments to reconcile net income to net cash provided by operating activities: Provisions for depreciation 109,814 150,943 (Gain) loss on sale of investments (104,553) (823,096) (Increase) decrease in insurance premiums receivable (3,069,100) 120,469 (Increase) in accrued investment income and other (1,091,913) (418,288) (Increase) decrease in deferred policy acquisition costs 70,670 (91,872) (Increase) decrease in prepaid expenses and other assets 100,693 895 Increase (decrease) in insurance loss reserves 2,131,569 (3,728,980) Increase in unearned premiums 2,263,463 158,149 Increase (decrease) in reinsurance funds held and balances payable (1,215,227) (1,810,328) Increase (decrease) in accrued expenses and other liabilities 5,795,064 1,047,918 Increase (decrease) in current income taxes 1,639,044 2,260,527 Increase (decrease) in deferred income taxes (34,000) (163,000) (Increase) decrease in reinsurance premiums receivable (9,630) 3,262,814 (Increase) decreases in prepaid reinsurance premiums 696,596 (2,378,469) ------------ ------------ Net cash provided by operating activities 10,200,452 812,021 ------------ ------------ Cash Flows from Investing Activities: Net change in short term investments (2,107,535) (12,205) Purchase of equity securities (2,087,390) (1,310,867) Sale of equity securities 1,082,553 2,781,677 Purchase of modular offices, equipment and leasehold improvements 158,326 (119,253) Purchase of fixed maturities (11,628,022) (12,006,169) Sales of fixed maturities 6,781,287 10,521,827 Notes receivable 1,328 2,590 ------------ ------------ Net cash used in investing activities (7,799,453) (142,400) ------------ ------------ Cash Flows from Financing Activities: Purchase of Treasury Stock (51,875) Dividends paid to shareholders (946,223) (1,304,142) ------------ ------------ Net cash used in financing activities (946,223) (1,356,017) ------------ ------------ Net increase (decrease) in cash (1,454,776) (686,396) Cash, beginning year 5,479,899 4,662,848 ------------ ------------ Cash, end of period $ 4,025,123 $ 3,976,452 ============ ============ See notes to consolidated financial statements. 3 6 MOBILE AMERICA CORPORATION AND SUBSIDIARIES UNAUDITED CONSOLIDATED STATEMENT OF CHANGES IN STOCKHOLDERS' EQUITY SIX MONTHS ENDED JUNE 30, 1995 AND 1994 1995 1994 ----------- ----------- Common Stock: No change during period $ 168,010 $ 168,010 ----------- ----------- Preferred Stock: No change during period - - ----------- ----------- Capital in excess of par value: No change during period 2,686,060 2,686,060 ----------- ----------- Net unrealized investment gains (losses) 69,380 (201,783) ----------- ----------- Treasury Stock (388,441) (388,441) ----------- ----------- Retained earnings: Balance at beginning of period 23,306,761 20,562,457 Net income 2,917,962 3,224,339 Cash Dividends $.18 and $.21 per share (946,223) (1,304,142) ----------- ----------- Balance at end of period 25,278,500 22,482,654 ----------- ----------- Total stockholders' equity at end of period $27,813,509 $24,746,500 =========== =========== See accompanying notes to financial statements. 4 7 MOBILE AMERICA CORPORATION NOTES TO FINANCIAL STATEMENTS QUARTERS ENDED JUNE 30, 1995 AND 1994 Note 1 In the opinion of the Registrant, the accompanying unaudited, consolidated, condensed financial statements contain all adjustments (consisting of only normal occurring accruals) necessary to present fairly its financial position as of June 30, 1995, and the results of its operations and statement of cash flow for the six months ended June 30, 1995. Note 2 The results of operations for the six months ended June 30, 1995 are not necessarily indicative of the results to be expected for the full year. Note 3 - Summary of Significant Accounting Policies (a) Basis of Financial Statement Presentation The consolidated financial statements have been prepared on the basis of generally accepted accounting principles which vary from statutory reporting practices prescribed or permitted for insurance companies by regulatory authorities. (b) Principles of Consolidation The accompanying consolidated financial statements include Mobile America Corporation (the Company) and its subsidiaries, all of which are wholly-owned. All significant intercompany transactions have been eliminated in consolidation. (c) Basis of Inventory Valuation Inventories are valued at the lower of cost or market, with cost being determined primarily under the specific identification method. 5 8 (d) Investments The portfolio of marketable equity securities available for sale is carried at fair value. Fixed maturity investments are all classified as held to maturity and are recorded at amortized cost. The cost of securities sold is based upon the specific identification method and any gains or losses are reflected in earnings. (e) Deferred Policy Acquisition Costs The costs associated with acquiring new insurance contracts have been deferred. Such costs are being amortized over the premium paying period or in proportion to premiums earned on those contracts. (f) Depreciation and Amortization Depreciation and amortization of properties, equipment and leasehold improvements are calculated principally under the straight-line method based on the estimated useful life of the asset for financial reporting purposes. Maintenance and repairs are charged to expenses as incurred; additions and major betterments are capitalized and depreciated. At the time of retirement or other disposition of property, equipment or leasehold improvements, the accounts are relieved of the cost and the related accumulated depreciation and any gains or losses are reflected in income. (g) Insurance Contracts The insurance contracts accounted for in these financial statements include both short-duration contracts and long-duration contracts. Short-duration contracts provide insurance protection for a fixed period of short duration and enable the insurer to cancel the contract or to adjust the provisions at the end of any contract period. Most property- liability insurance contracts and certain term life insurance contracts, 6 9 such as credit life insurance, are short-duration contracts. Long-duration contracts generally are not subject to unilateral changes in their provisions and require the performance of various functions and services, including insurance protection, for an extended period. Long-duration contracts include whole-life contracts and guaranteed renewable term life contracts. Accident and health insurance contracts may be short-duration or long-duration depending on whether the contracts are expected to remain in force for an extended period. The Company has not issued any participating policies. (h) Insurance Loss Reserves The liability for future policy benefits of long-duration contracts has been provided for on a net level premium method based on estimated investment yields, withdrawals, mortality, terminations, morbidity, and other assumptions which were appropriate at the time the contracts were issued. Such estimates were based on past experience as adjusted to provide for possible adverse deviation from the estimates. Interest assumptions are based on historical assumptions and experience, and range from 3% to 4.5% at June 30, 1995. The liabilities for unpaid claims of short-duration contracts and related adjustment expenses are determined using case basis evaluations and statistical analysis and represent estimates of the ultimate net cost of all reported and unreported claims relating to insured events which are unpaid at the statement date. The liabilities include estimates of future trends in claims severity and frequency and other factors which could vary as the claims are ultimately settled. Although such estimates may vary, management believes that the liabilities for unpaid claims and related adjustment expenses are adequate. The estimates are continually reviewed, and as adjustments to these liabilities become necessary, they are reflected in current operations. 7 10 (i) Recognition of Premium Revenues and Costs Premiums for long-duration contracts are recognized as revenues when due from the policyholders. A liability for the expected costs relating to such long-duration contracts is accrued over the current and expected renewal periods. Premiums for short-duration contracts are recognized as revenues over the period of the contract in proportion to the amount and duration of insurance protection provided. (j) Commitments and Contingencies The IRS recently concluded its examination of the company's 1993 tax return. The result of this examination was an adjustment in the timing of revenue recognition for that year. Accordingly, while revenue was under reported in 1992, this effect has reversed in subsequent periods. The net impact on the Company's financial statement was deemed to be immaterial. Note 4 Service fees earned of $2,397,195 in the second quarter of 1995 and $4,132,064 in the first six months of 1995 as well as $1,115,850 in the second quarter of 1994 and $1,794,143 in the first six months of 1994 reflect a reclassification of fees earned by the company's managing general agency for the servicing of insurance policies. In prior periods those amounts were reported as a reduction to policy acquisition costs. The amounts reclassified from policy acquisition costs to service fees earned are as follows: Quarter Ended June 30, Six Months Ended June 30, 1994 1995 1994 1995 ----------- ----------- ----------- ----------- $ 717,656 $ 1,315,458 $ 1,296,100 $ 2,173,798 8 11 MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS. Operations Total consolidated revenues decreased by 12% from $23,862,515 for the first six months of 1994 to $21,072,801 for the first six months of 1995. Correspondingly, total consolidated expenses decreased 12% from $19,058,176 for the first six months of 1994 to $16,708,736 for the first six months of 1995. While insurance premiums earned declined 25% from $18,997,590 in the first six months of 1994 to $14,196,275 for the first six months of 1995, principally due to the classification of certain premiums as fees, service fees earned increased over 700% from $1,794,143 during the first six months of 1994 to $4,132,062 during the first six months of 1995. The service fee growth is due to a strong volume of policies administered for the State of Florida's joint underwriting associations as well as growth of the company's premium finance business unit. Investment income increased from $2,165,889 for the first six months of 1994 to $2,564,956 during the first six months of 1995, an increase of 18%. The increase in investment income was offset by a decline in net realized capital gains from $823,096 in the first six months of 1994 to $104,553 during the first six months of 1995. Loss and loss adjustment expenses as a percentage of earned premium increased from 67% for the first six months of 1994 to 86% for the first six months of 1995. This is the result of the company's continuing efforts to strengthen reserves in the private passenger personal injury protection line of business. Salaries and wages and general and administrative expenses increased from $4,447,028 during the first six months of 1994 to $5,239,769 during the first six months of 1995. Financial Condition Cash dividend and any capital expenditure requirements continue to be provided by funds generated from operations. Liquidity remains substantial as emphasis continues to be placed on investment portfolio strength and flexibility so as to take advantage of investment yield opportunities as well as the timely payment of claims. 9 12 Part II OTHER INFORMATION Item 6 - Exhibits and Reports on Form 8-K (a) Exhibits: 11. Unaudited computations of earnings per share. 27. Financial Data Schedule (for SEC use only) (b) Reports on Form 8K No reports on Form 8K were filed for the quarter ended June 30, 1995. SIGNATURES Pursuant to the requirements of the Securities Act of 1934, the Registrant has duly caused this report to be signed on its behalf by the undersigned thereunto duly authorized. MOBILE AMERICA CORPORATION -------------------------- Registrant August 14, 1995 By/s/ Joseph M. Bost --------------- -------------------------- Date Joseph M. Bost Chief Financial Officer By/s/ Thomas L. Stinson ----------------------- Thomas L. Stinson Vice President 10