OXBR 8-K
OXBRIDGE RE HOLDINGS Ltd (OXBR)
8-K
2020-08-10
For: 2020-08-10
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): August 10,
2020
_________________
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
August 10, 2020, Oxbridge Re
Holdings Limited issued a press release announcing its financial
results for the quarter and six months
ending June 30, 2020. 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: August 10,
2020
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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
Financial Officer and
Principal
Accounting 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 August 10, 2020
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Exhibit 99.1
Company Contact:
Oxbridge
Re Holdings Limited
Jay
Madhu, CEO
345-749-7570
Media contact:
Suzie
Boland
RFB
Communications Group
813-259-0345
Oxbridge Re Holdings Limited Reports Second Quarter 2020
Results
GRAND CAYMAN, Cayman Islands (August 10, 2020) --
Oxbridge
Re Holdings Limited (NASDAQ: OXBR),
a provider of reinsurance solutions primarily to property and
casualty insurers, reported improved results for the three and six
months ended June 30, 2020.
2020 HIGHLIGHTS:
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Net income of
$165,000 in second quarter of 2020 compared to loss of $(205,000)
last year
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Premium income
rises on normalized recognition in current year
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No losses incurred
to date in 2020
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G&A expenses
continue to decline due to cost savings initiatives
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Operations back to
normal
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Book value stands
at $1.37 per common share
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Sidecar investors
in Series 2019-1 participating notes earned a 36%
return
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Operations not
materially impacted by COVID-19
“We
remain optimistic about the long-term prospects of our core
reinsurance business as well as the prospects of the side car. In
addition, we continue to evaluate additional opportunities for
growth as well as diversification of risk.” said Oxbridge Re
Holdings President and Chief Executive Officer Jay Madhu. “We
are also pleased that our sidecar investors earned a strong 36%
return for the treaty year ended May 31, 2020, and we anticipate
growing this portion of the business in the future,” Mr.
Madhu concluded.
Financial Performance
For the
three months ended June 30, 2020 the Company generated net income
of $165,000 or $0.03 per basic and diluted common share compared
with a net loss of $205,000 or $(0.04) per basic and diluted common
share in the second quarter of 2019. For the six months ended June
30, 2020 the Company incurred an improved net loss of $199,000 or
($0.03) per basic and diluted common share compared with a net loss
of $351,000 or $(0.06) per basic and diluted common share in the
same period last year. The improvements were due primarily to
higher net premiums earned coupled with net realized gains on
investments generated through the three and six months ended June
30, 2020.
Net premiums earned for the three months ended June 30, 2020
increased to $135,000 from $93,000 in the prior year. For the first
six months of 2020 net premiums earned increased to $400,000 from
$93,000 in the prior year. The increases are due to only one month
premium being recognized through the first six months of the prior
year as a result of previous accelerated premium recognition
compared to normal premium recognition in 2020.
Total
expenses, including policy acquisition costs and underwriting
expenses and general and administrative expenses were $297,000 in
the second quarter of 2020 compared to $290,000 in the second
quarter of 2019. For the first six months of 2020 total expenses
were $572,000, up from $554,000 last year. Policy acquisition costs
increased in 2020 due to the normal
recognition of policy acquisition costs during the current year
compared with no recognition in the prior year due to the previous
acceleration of such costs upon suffering limit losses on
reinsurance contracts. General and administrative costs continued
to be stable in the second quarter of 2020, and lower in the six
months ended June 30, 2020, due to cost savings initiatives
implemented by the Company.
At June
30, 2020, cash and cash equivalents, and restricted cash and cash
equivalents, totaled $7.0 million compared with $8.0 million at
December 31, 2019.
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 and six months ended June 30, 2020 the loss
ratio was 0.0%
due to no loss and loss adjustment expenses
incurred to date.
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 and six months
ended June 30, 2020 increased to 11.1% and 11.0%, respectively,
from 10.8% in the same periods in 2019. The increase is due to
marginally higher weighted-average acquisition costs on reinsurance
contracts in force compared with the same period in
2019.
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 and six months ended June 30, 2020 improved to 220.0%
and 143.0%, respectively, from 311.8% and 595.7%, respectively, for
the same periods in 2019. The improvement is due to the reduced
general and administrative expenses in the current year, and a
higher denominator in net premiums earned as recorded to date in
2020, when compared with the same periods in 2019.
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 and six months ended June 30, 2020 was 220.0%
and 143.0%, respectively, compared to 311.8% and 595.7%,
respectively, in 2019. The improvement is due to a higher
denominator in net premiums earned and reduced total expenses in
2020 compared with the prior year.
Conference Call
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:
August 10, 2020
Time:
4:30 p.m. Eastern time
Listen-only
toll-free number: 844-602-0380
Listen-only
international number: 862-298-0970
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 September 9, 2020.
Toll-free
replay number: 877-481-4010
International
replay number: 919-882-2331
Conference
ID: 36473
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.
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OXBRIDGE RE HOLDINGS LIMITED AND SUBSIDIARIES
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Consolidated Balance Sheets
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(expressed in thousands of U.S. Dollars, except per share and share
amounts)
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At June
30,
2020
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At
December 31,
2019
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(Unaudited)
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Assets
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Equity securities,
at fair value (cost : $1,297 and $715 respectively)
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$949
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692
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Cash
and cash equivalents
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5,567
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5,962
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Restricted
cash and cash equivalents
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1,473
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2,054
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Accrued
interest and dividend receivable
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1
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12
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Premiums
receivable
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923
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506
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Deferred
policy acquisition costs
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100
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48
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Operating
lease right-of-use assets
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263
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133
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Prepayment
and other assets
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108
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79
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Property
and equipment, net
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19
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9
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Total
assets
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$9,403
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9,495
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Liabilities and Shareholders’ Equity
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Liabilities:
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Notes
payable
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$216
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600
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Unearned
premiums reserve
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905
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440
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Operating
lease liabilities
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263
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133
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Accounts
payable and other liabilities
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159
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279
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Total
liabilities
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1,543
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1,452
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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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32,278
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32,262
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Accumulated
Deficit
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(24,424)
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(24,225)
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Total
shareholders’ equity
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7,860
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8,043
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Total
liabilities and shareholders’ equity
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$9,403
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9,495
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OXBRIDGE RE HOLDINGS LIMITED AND SUBSIDIARIES
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Consolidated Statements of Income (unaudited)
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(expressed in thousands of U.S. Dollars, except per share and share
amounts)
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Three
Months Ended
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Six
Months Ended
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June
30,
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June
30,
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2020
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2019
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2020
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2019
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(unaudited)
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(unaudited)
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Revenue
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Assumed
premiums
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$864
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1,116
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864
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1,116
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Change
in unearned premiums reserve
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(729)
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(1,023)
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(464)
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(1,023)
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Net
premiums earned
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135
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93
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400
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93
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Net
investment and other income
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25
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64
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57
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128
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Net
realized investment gains
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320
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-
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326
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3
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Change
in fair value of equity securities
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2
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(48)
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(324)
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3
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Total
revenue
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482
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109
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459
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227
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Expenses
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Policy
acquisition costs and underwriting expenses
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15
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10
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44
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10
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General
and administrative expenses
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282
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280
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528
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544
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Total
expenses
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297
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290
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572
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554
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Income
(loss) before income attributable to noteholders
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$185
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(181)
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(113)
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(327)
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Income
attributable to noteholders
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(20)
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(24)
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(86)
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(24)
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Net
income (loss)
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$165
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(205)
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(199)
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(351)
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Earnings (Loss) per share
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Basic
and Diluted
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$0.03
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(0.04)
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(0.03)
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(0.06)
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Dividends paid per share
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$-
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-
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-
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-
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