OXBR 8-K
OXBRIDGE RE HOLDINGS Ltd (OXBR)
8-K
2021-05-14
For: 2021-05-14
View Original
Added on
April 06, 2026
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
WASHINGTON, D.C. 20549
FORM 8-K
CURRENT REPORT
Pursuant to Section 13 or 15(d) of the
Securities Exchange Act of 1934
Date of Report (Date of earliest event reported): May 14,
2021
_________________
OXBRIDGE RE HOLDINGS LIMITED
(Exact
Name of Registrant as Specified in Charter)
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Cayman Islands
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001-36346
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98-1150254
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(State
or Other Jurisdiction of Incorporation)
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(Commission
File Number)
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(I.R.S.
EmployerIdentification No.)
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Suite 201,
42 Edward Street, Georgetown
P.O. Box 469
Grand Cayman, Cayman Islands
(Address
of Principal Executive Office)
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KY1-9006
(Zip
Code)
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Registrant’s
telephone number, including area code: (345) 749-7570
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Check
the appropriate box below if the Form 8-K filing is intended to
simultaneously satisfy the filing obligation of the registrant
under any of the following provisions:
[__]
Written communications pursuant to Rule 425 under the Securities
Act (17 CFR 230.425)
[__]
Soliciting material pursuant to Rule 14a-12 under the Exchange Act
(17 CFR 240.14a-12)
[__]
Pre-commencement communications pursuant to Rule 14d-2(b) under the
Exchange Act (17 CFR 240.14d-2(b))
[__]
Pre-commencement communications pursuant to Rule 13e-4(c) under the
Exchange Act (17 CFR 240.13e-4(c))
Item 2.02 Results of Operations and Financial
Condition
On
May 14, 2021, Oxbridge Re
Holdings Limited issued a press release announcing its financial
results for the quarter ending
March 31, 2021. A copy of the press release is attached hereto as
Exhibit 99.1 to this Form 8-K and incorporated herein by
reference.
The
information in this item shall not be deemed “filed”
for purposes of Section 18 of the Securities Exchange Act of 1934
(the “Exchange Act”), or otherwise subject to the
liabilities of Section 18, nor shall it be deemed incorporated by
reference in any of the Company’s filings under the
Securities Act of 1933, as amended or the Exchange Act, except to
the extent, if any, expressly set forth by specific reference in
such filing.
Item 9.01 Financial Statements and Exhibits.
See the
Exhibit Index set forth below for a list of exhibits included with
this Form 8-K.
SIGNATURE
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 hereunto duly authorized.
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OXBRIDGE
RE HOLDINGS LIMITED
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Date: May 14,
2021
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By:
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/s/ Wrendon
Timothy
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Wrendon
Timothy
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Chief
Financial Officer and Secretary
(Principal
Accounting Officer and
Principal Financial
Officer) |
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A signed original of this Form 8-K has been provided to Oxbridge Re
Holdings Limited and will be retained by Oxbridge Re Holdings
Limited and furnished to the Securities and Exchange Commission or
its staff upon request.
EXHIBIT
INDEX
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Exhibit No.
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Description
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Press
Release, dated May 14, 2021
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Company Contact:
Oxbridge
Re Holdings Limited
Jay
Madhu, CEO
345-749-7570
Oxbridge Re Holdings Limited Reports Improved Q1 2021
Results
GRAND CAYMAN, Cayman Islands (May 14, 2021) -- Oxbridge
Re Holdings Limited (NASDAQ: OXBR),
a provider of reinsurance solutions primarily to property and
casualty insurers, reported improved results for the three months
ended March 31, 2021.
FIRST QUARTER 2021 HIGHLIGHTS:
●
Improved results
due to positive change in fair value of equity
securities.
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Net income of
$28,000 compared to net loss of $364,000 last year.
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No losses incurred
in period.
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Lower capital
deployed compared to prior year.
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Projected
double-digit return for sidecar investors in Series 2020-1
participating notes
“We
fared well despite 2020 setting a record for being the most active
hurricane season. In addition, our sidecar investors SPV investors
are on track to receive a double digit return for the contract year
ending May 31, 2021 following an attractive 36% return in the prior
year,” said Oxbridge Re Holdings President and Chief
Executive Officer Jay Madhu. “We remain positive about our
long-term prospects and continue to evaluate new growth
opportunities while further mitigating risk
Financial Performance
For the
three months ended March 31, 2021 the Company generated net income
of $28,000 or $0.00 per basic and diluted common share compared to
a net loss of $364,000 or a loss of $0.06 per basic and diluted
common share in the first quarter of 2020. The significant
improvement in the first quarter of 2021 was due primarily to the
positive change in the fair value of equity securities compared to
the depressed financial markets in the first quarter of the prior
year resulting from the onset of the COVID-19
pandemic.
Net premiums earned for the three months ended March 31, 2021
decreased marginally to $181,000 from $264,000 in the prior year
due to lower capital deployed in the current year.
Total
expenses, including policy acquisition costs and underwriting
expenses and general and administrative expenses were $272,000 in
the first quarter of 2021 compared to $275,000 in the first quarter
of 2020. Policy acquisition costs were lower due to lower capital deployed than in the prior
year period. General and administrative costs were marginally lower
compared to the prior year due to expense
fluctuations.
At
March 31, 2021, cash and cash equivalents, and restricted cash and
cash equivalents, totaled $6.8 million compared to $7.5 million at
December 31, 2020.
Financial Ratios
Loss
ratio, which measures underwriting profitability, is the ratio of
losses and loss adjustment expenses incurred to net premiums
earned. For the three months ended March 31, 2021 and 2020 the loss
ratios were 0.0%
due to no loss and loss adjustment expenses in
either period.
Acquisition
cost ratio, which measures operational efficiency, compares policy
acquisition costs and other underwriting expenses with net premiums
earned. The acquisition cost ratio for the three months ended March
31, 2021 was 11.0%, consistently with the same period last
year.
Expense
ratio, which measures operating performance, compares policy
acquisition costs, other underwriting expenses and general and
administrative expenses with net premiums earned. The expense ratio
for the three months ended March 31, 2021 was 150.3% compared to
104.2% for the same period in 2020. The increase was due to the
lower denominator in net premiums earned resulting from lower
capital deployed when compared with the first quarter of
2020.
Combined
ratio, which is used to measure underwriting performance, is the
sum of the loss ratio and the expense ratio. If the combined ratio
is at or above 100%, underwriting is not profitable. The combined
ratio for the three months ended March 31, 2021 increased to 150.3%
from 104.2% last year. The change is due to a lower denominator in
net premiums earned resulting from lower capital deployed compared
with the prior year.
Conference Call (this section needs
updating for the Q1 call details)
Management
will host a conference call later today to discuss these financial
results, followed by a question-and-answer session. President and
Chief Executive Officer Jay Madhu and Chief Financial Officer
Wrendon Timothy will host the call starting at 4:30 p.m. Eastern
time. The live presentation can be accessed by dialing the number
below or by clicking the webcast link available on the Investor
Information section of the company's website at www.oxbridgere.com.
Date:
May 14, 2021
Time:
4:30 p.m. Eastern time
Listen-only
toll-free number: 888-506-0062
Listen-only
international number: 973-528-0011
Please
call the conference telephone number 10 minutes before the start
time. An operator will register your name and organization. If you
have any difficulty connecting with the conference call, please
contact Issuer Direct at 919-481-4000 or [email protected].
A
replay of the call will be available by telephone after 4:30 p.m.
Eastern time on the same day of the call and via the Investor
Information section of Oxbridge's website at www.oxbridgere.com
until June 13, 2021.
Toll-free
replay number: 877-481-4010
International
replay number: 919-882-2331
Conference
ID: 41166
About Oxbridge Re Holdings Limited
Oxbridge Re (www.oxbridgere.com)
is a Cayman Islands exempted company that was organized in April
2013 to provide reinsurance business solutions primarily to
property and casualty insurers in the Gulf Coast region of the
United States. Through Oxbridge Re's licensed reinsurance
subsidiaries, Oxbridge Reinsurance Limited and Oxbridge RE NS, it
writes fully collateralized policies to cover property losses from
specified catastrophes. Oxbridge Re specializes in underwriting
medium frequency, high severity risks, where it believes sufficient
data exists to analyze effectively the risk/return profile of
reinsurance contracts. The company's ordinary shares and warrants
trade on the NASDAQ Capital Market under the symbols
"OXBR"
and "OXBRW,"
respectively. The company's ordinary shares are included in the
Russell Microcap Index.
Forward-Looking Statements
This
press release may contain forward-looking statements made pursuant
to the Private Securities Litigation Reform Act of 1995. Words such
as "anticipate," "estimate," "expect," "intend," "plan," "project"
and other similar words and expressions are intended to signify
forward-looking statements. Forward-looking statements are not
guarantees of future results and conditions but rather are subject
to various risks and uncertainties. Some of these risks and
uncertainties are identified in the Company's filings with the SEC.
The occurrence of any of these risks and uncertainties could have a
material adverse effect on the Company's business, financial
condition and results of operations. Any forward-looking statements
made in this press release speak only as of the date of this press
release and, except as required by law, the Company undertakes no
obligation to update any forward-looking statement contained in
this press release, even if the Company's expectations or any
related events, conditions or circumstances change.
On
March 11, 2020, the World Health Organization characterized the
outbreak of COVID-19 as a global pandemic. The pandemic has had and is expected to continue
to have a significant effect on the reinsurance industry. The
industry is currently being impacted by a number of factors
including: uncertainties with respect to current and future losses,
reduction in interest rates, equity market volatility and ongoing
business and financial market impacts of an economic downturn. The
insurance industry is likely to experience material losses
resulting from COVID-19, which will reduce available capital
and we expect will help to sustain the upward pricing trend for
reinsurers that we were seeing across many lines of business
before COVID-19. However, the ultimate impact on current
business in force as well as risks and potential opportunities on
future business remains highly uncertain.
OXBRIDGE RE HOLDINGS LIMITED AND SUBSIDIARIES
Consolidated Balance Sheets
(expressed in thousands of U.S. Dollars, except per share and share
amounts)
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At March 31,
2021
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At December 31,
2020
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(Unaudited)
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Assets
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Equity securities,
at fair value (cost : $1,611 and $965)
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$1,557
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787
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Cash
and cash equivalents
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4,629
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5,562
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Restricted
cash and cash equivalents
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2,134
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1,914
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Accrued
interest and dividend receivable
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3
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1
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Premiums
receivable
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138
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464
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Deferred
policy acquisition costs
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13
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45
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Operating
lease right-of-use assets
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200
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222
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Prepayment
and other assets
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128
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75
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Property
and equipment, net
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10
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13
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Total
assets
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$8,812
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9,083
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Liabilities and Shareholders’ Equity
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Liabilities:
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Notes
payable to noteholders
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216
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216
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Unearned
premiums reserve
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120
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411
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Operating
lease liabilities
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200
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222
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Accounts
payable and other liabilities
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208
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209
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Total
liabilities
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744
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1,058
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Shareholders’
equity:
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Ordinary
share capital, (par value $0.001, 50,000,000 shares authorized;
5,733,587 shares issued and outstanding)
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6
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6
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Additional
paid-in capital
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32,309
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32,294
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Accumulated
Deficit
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(24,247)
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(24,275)
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Total
shareholders’ equity
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8,068
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8,025
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Total
liabilities and shareholders’ equity
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$8,812
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9,083
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OXBRIDGE RE HOLDINGS LIMITED AND SUBSIDIARIES
Consolidated Statements of Operations
(Unaudited)
(expressed in thousands of U.S. Dollars, except per share
amounts)
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Three Months Ended
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March 31,
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2021
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2020
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Revenue
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Net
premiums earned
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$181
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264
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Net
investment income
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14
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33
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Net
realized investment gains
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-
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6
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Change
in fair value of equity securities
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124
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(326)
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Total
revenue
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319
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(23)
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Expenses
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Policy
acquisition costs and underwriting expenses
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20
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29
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General
and administrative expenses
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252
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246
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Total
expenses
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272
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275
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Income
(loss) before income attributable to noteholders
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$47
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(298)
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Income
attributable to noteholders
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(19)
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(66)
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Net
income (loss)
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$28
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(364)
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Basic loss per share
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$0.00
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(0.06)
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Diluted loss per share
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$0.00
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(0.06)
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Weighted-average shares outstanding
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Basic
and Diluted
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5,733,587
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5,733,587
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Performance
ratios to net premiums earned:
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Loss
ratio
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0.0%
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0%
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Acquisition
cost ratio
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11.0%
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11.0%
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Expense
ratio
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150.3%
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104.2%
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Combined
ratio
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150.3%
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104.2%
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