UNIVERSAL INSURANCE HOLDINGS INC
For the period ended Dec 31, 2023. Filed Feb 28, 2024.
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FY2023 · Filed Feb 28, 2024
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Signatures
Pursuant to the requirements of Section 13 or 15(d) 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.
UNIVERSAL INSURANCE HOLDINGS, INC.
| Date: February 28, 2024 | By: | /s/ Stephen J. Donaghy |
|---|---|---|
| Stephen J. Donaghy, Chief Executive Officer | ||
Pursuant to the requirements of the Securities Exchange Act of 1934, this report has been signed below by the following persons on behalf of the registrant and in the capacities and on the dates indicated.
| /s/ Stephen J. Donaghy | Chief Executive Officer and Director | February 28, 2024 |
|---|---|---|
| Stephen J. Donaghy | ||
| /s/ Frank C. Wilcox | Chief Financial Officer | February 28, 2024 |
| Frank C. Wilcox | ||
| /s/ Gary L. Ropiecki | Corporate Secretary and Principal Accounting Officer | February 28, 2024 |
| Gary L. Ropiecki | ||
| /s/ Sean P. Downes | Executive Chairman | February 28, 2024 |
| Sean P. Downes | ||
| /s/ Kimberly D. Campos | Chief Information Officer, Chief Administrative Officer and | February 28, 2024 |
| Kimberly D. Campos | Director | |
| /s/ Shannon A. Brown | Director | February 28, 2024 |
| Shannon A. Brown | ||
| /s/ Scott P. Callahan | Director | February 28, 2024 |
| Scott P. Callahan | ||
| /s/ Marlene M. Gordon | Director | February 28, 2024 |
| Marlene M. Gordon | ||
| /s/ Francis X. McCahill, III | Director | February 28, 2024 |
| Francis X. McCahill, III | ||
| /s/ Richard D. Peterson | Director | February 28, 2024 |
| Richard D. Peterson | ||
| /s/ Michael A. Pietrangelo | Director | February 28, 2024 |
| Michael A. Pietrangelo | ||
| /s/ Ozzie A. Schindler | Director | February 28, 2024 |
| Ozzie A. Schindler | ||
| /s/ Jon W. Springer | Director | February 28, 2024 |
| Jon W. Springer | ||
| /s/ Joel M. Wilentz | Director | February 28, 2024 |
| Joel M. Wilentz | ||
CONDENSED BALANCE SHEETS
| As of December 31, | ||
|---|---|---|
| 2023 | 2022 | |
| ASSETS | ||
| Cash and cash equivalents | $164,855 | $83,022 |
| Investments in subsidiaries and undistributed earnings | 153,329 | 139,386 |
| Available-for-sale debt securities, at fair value | 5,950 | 3,997 |
| Equity securities, at fair value | 2,486 | 13,946 |
| Income taxes recoverable | — | 1,507 |
| Deferred income tax asset, net | (2,211) | 1,539 |
| Intercompany note receivable | 157,711 | 143,792 |
| Other assets | 769 | 398 |
| Total assets | $482,889 | $387,587 |
| LIABILITIES AND STOCKHOLDERS’ EQUITY | ||
| LIABILITIES: | ||
| Accounts payable | $— | $50 |
| Income taxes payable | 5,953 | — |
| Book overdraft | 2 | — |
| Dividends payable | 658 | 360 |
| Long-term debt, net | 97,962 | 97,254 |
| Other accrued expenses | 37,017 | 2,027 |
| Total liabilities | 141,592 | 99,691 |
| STOCKHOLDERS’ EQUITY: | ||
| Cumulative convertible preferred stock, $.01 par value | — | — |
| Minimum liquidation preference - $9.99 and $9.99 per share | ||
| Common stock, $.01 par value | 472 | 472 |
| Treasury shares, at cost - 18,303 and 16,790 | (260,779) | (238,758) |
| Additional paid-in capital | 115,086 | 112,509 |
| Accumulated other comprehensive income (loss), net of taxes | (74,172) | (103,782) |
| Retained earnings | 560,690 | 517,455 |
| Total stockholders’ equity | 341,297 | 287,896 |
| Total liabilities and stockholders’ equity | $482,889 | $387,587 |
CONDENSED STATEMENTS OF INCOME
| For the Years Ended December 31, | |||
|---|---|---|---|
| 2023 | 2022 | 2021 | |
| REVENUES | |||
| Net investment income | $3,755 | $930 | $2 |
| Net realized gains (losses) on investments | 943 | 1,462 | 405 |
| Net change in unrealized gains (losses) on investments | 810 | (518) | — |
| Management fee | 119 | 123 | 137 |
| Interest income on intercompany note receivable | 13,919 | 9,686 | 415 |
| Other revenue | 18 | 1 | — |
| Total revenues | 19,564 | 11,684 | 959 |
| OPERATING COSTS AND EXPENSES | |||
| General and administrative expenses | 13,997 | 12,223 | 10,552 |
| Total operating cost and expenses | 13,997 | 12,223 | 10,552 |
| Interest and amortization of debt issuance costs | 6,333 | 6,437 | 525 |
| LOSS BEFORE INCOME TAX EXPENSE (BENEFIT) AND EQUITY IN NET EARNINGS (LOSS) OF SUBSIDIARIES | (766) | (6,976) | (10,118) |
| Income tax expense (benefit) | 1,038 | (670) | (2,800) |
| LOSS BEFORE EQUITY IN NET EARNINGS (LOSS) OF SUBSIDIARIES | (1,804) | (6,306) | (7,318) |
| Equity in net income (loss) of subsidiaries | 68,627 | (15,951) | 27,712 |
| CONSOLIDATED NET INCOME (LOSS) | $66,823 | $(22,257) | $20,394 |
CONDENSED STATEMENTS OF CASH FLOWS
| For the Years Ended December 31, | |||
|---|---|---|---|
| 2023 | 2022 | 2021 | |
| Cash flows from operating activities: | |||
| Net cash provided by (used in) operating activities | $205,614 | $210,368 | $151,952 |
| Cash flows from investing activities: | |||
| Capital contributions to affiliates (1) | (89,490) | (129,490) | (95,498) |
| Issuance of intercompany note receivable (1) | — | (114,000) | (20,000) |
| Purchases of equity securities | (6,300) | (33,189) | — |
| Purchase of available-for-sale debt securities | (1,854) | (4,026) | — |
| Proceeds from sales of equity securities | 19,512 | 20,187 | — |
| Net cash provided by (used in) investing activities | (78,132) | (260,518) | (115,498) |
| Cash flows from financing activities: | |||
| Proceeds from issuance of long-term debt | — | — | 100,000 |
| Debt issuance costs paid | — | (140) | (3,365) |
| Preferred stock dividend | (10) | (10) | (10) |
| Common stock dividend | (23,279) | (23,774) | (24,191) |
| Purchase of treasury stock | (22,021) | (11,643) | (1,609) |
| Payments related to tax withholding for share-based compensation | (339) | (418) | (1,056) |
| Net cash provided by (used in) financing activities | (45,649) | (35,985) | 69,769 |
| Net increase (decrease) in cash and cash equivalents | 81,833 | (86,135) | 106,223 |
| Cash and cash equivalents at beginning of period | 83,022 | 169,157 | 62,934 |
| Cash and cash equivalents at end of period | $164,855 | $83,022 | $169,157 |
| Supplemental information: | |||
|---|---|---|---|
| Interest paid | $5,625 | $5,625 | $— |
(1) Eliminated in consolidation.
NOTE 1 – GENERAL
The financial statements of the Registrant should be read in conjunction with the consolidated financial statements in “Item 8.”
Nature of Operations and Basis of Presentation
Universal Insurance Holdings, Inc. is a Delaware corporation incorporated in 1990. The Parent Company is an insurance holding company whose wholly-owned subsidiaries perform all aspects of insurance underwriting, distribution and claims. Through its wholly-owned subsidiaries, including Universal Property & Casualty Insurance Company (“UPCIC”) and American Platinum Property and Casualty Insurance Company (“APPCIC”), the Parent Company is principally engaged in the property and casualty insurance business offered primarily through a network of independent agents. Risk from catastrophic losses is managed through the use of reinsurance agreements.
The Parent Company generates revenues from earnings on investments and management fees. The Parent Company also receives distributions of earnings from its insurance and non-insurance subsidiaries.
Certain amounts in the prior periods’ consolidated financial statements have been reclassified in order to conform to current period presentation. Such reclassifications had no effect on net income or stockholders’ equity.
Capital Contributions to Subsidiaries
During the years ended December 31, 2023, 2022, and 2021, the Parent Company made capital contributions of $72.0 million, $84.0 million and $92.0 million, respectively, to UPCIC to increase UPCIC’s statutory capital and surplus.
During the year ended December 31, 2023, the Parent Company didnot make a capital contribution to APPCIC. During the year ended December 31, 2022, the Parent Company made capital contributions of $3.0 million to increase APPCIC’s statutory capital and surplus. There wereno capital contributions by the Parent Company to APPCIC during 2021.
Dividends received from Subsidiaries
The Parent Company received distributions from the earnings of its non-insurance consolidated subsidiaries of $164.1 million, $231.9 million, and $149.9 million during the years ended December 31, 2023, 2022, and 2021, respectively. There wereno dividends paid by UPCIC and APPCIC to the Parent Company during the years ended December 31, 2023, 2022, and 2021.
NOTE 2 - INTERCOMPANY NOTE RECEIVABLE
During the years ended December 31, 2023, the Parent Company didnot fund Subordinated Surplus Debentures (“Surplus Debentures”) to UPCIC. During the year ended December 31, 2022, the Parent Company funded $110.0 million of surplus debentures through PSI, the Insurance Entities’ parent company, to UPCIC to increase UPCIC’s statutory capital and surplus.
During the year ended December 31, 2023 the Parent Company didnot fund surplus debentures to APPCIC. During the year ended December 31, 2022, the Parent Company funded $4.0 million Surplus Debenture through PSI to APPCIC to increase APPCIC statutory capital and surplus. Intercompany note receivable is stated separately in the accompanying Condensed Consolidated Balance Sheets.
Effective in 2021 for UPCIC and 2022 for APPCIC, the holding company has put in place an ongoing surplus note arrangement with the Insurance Entities, which has been approved by the Florida Office of Insurance Regulation (“FLOIR”) as the Insurance Entities’ domestic regulator. Surplus debentures are unsecured debt issued by the Insurance Entities that are subordinated to all claims by policyholders and creditors, with interest and principal payments on the surplus note to the holding company being made only upon the FLOIR’s express approval. Surplus debentures are considered bonds in function and payout structure, but are accounted for as equity in the statutory reporting of the Insurance Entities. The holding company has outstanding with the Insurance Entities $134.0 million in surplus notes. Under the arrangement, interest accrues at a variable rate (currently 10.54%) on the outstanding surplus note balances and, if approved by the FLOIR, is payable annually to the holding company. In 2023, UPCIC received approval from its Florida regulator to permit UPCIC to pay interest accruing from surplus notes outstanding during 2023.
NOTE 3 – LONG-TERM DEBT
See “Part II—Item 8—Note 7 (Long-term debt)” for information relating to long-term debt.
NOTE 4 – SUBSEQUENT EVENTS
The Parent Company performed an evaluation of subsequent events through the date the financial statements were issued and determined there were no recognized or unrecognized subsequent events that would require an adjustment or additional disclosure in the consolidated financial statements as of December 31, 2023.
In February 2024, the Parent Company declared a quarterly cash dividend of $0.16 per share of common stock payable March 15, 2024, to shareholders of record on March 8, 2024.
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