Presurance Holdings, Inc.
For the period ended Dec 31, 2025. Filed Mar 27, 2026.
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FY2025 · Filed Mar 27, 2026
Extracted filing text, with the paragraph anchors used by the comparison.
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Schedule II – Condensed Financial Information of Registrant
Balance Sheets – Parent Company Only
| December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Assets | ||
| Investment in subsidiaries | $34,387 | $27,789 |
| Cash | 6,656 | 6,816 |
| Receivable from contingent considerations | 4,290 | 8,070 |
| Other assets | 689 | 759 |
| Total assets | $46,022 | $43,434 |
| Liabilities and Shareholders' Equity | ||
| Liabilities: | ||
| Debt | $16,187 | $15,932 |
| Mandatorily redeemable preferred stock | 14,380 | — |
| Due to subsidiaries | 124 | 348 |
| Income tax payable | 4,765 | 4,905 |
| Other liabilities | 2,728 | 1,044 |
| Total liabilities | 38,184 | 22,229 |
| Shareholders' equity: | ||
| Common stock, no par value (100,000,000 shares authorized; 12,222,881 issued and outstanding, respectively) | 100,158 | 98,178 |
| Accumulated deficit | (81,591) | (63,153) |
| Accumulated other comprehensive income (loss) | (10,729) | (13,820) |
| Total shareholders' equity | 7,838 | 21,205 |
| Total liabilities and shareholders' equity | $46,022 | $43,434 |
Statements of Comprehensive Income (Loss) – Parent Company Only
| Year Ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Revenue | ||
| Management fees from subsidiaries | $— | $— |
| Other gains | — | 500 |
| Change in fair value of contingent considerations | 6,220 | 146 |
| Other income | 128 | 355 |
| Total revenue | 6,348 | 1,001 |
| Expenses | ||
| Operating expenses | 7,823 | 10,152 |
| Interest expense | 3,573 | 5,272 |
| Total expenses | 11,396 | 15,424 |
| Income (loss) before equity in earnings (losses) of subsidiaries and income tax expense (benefit) | (5,048) | (14,423) |
| Income tax expense (benefit) | (2) | 4,785 |
| Income (loss) before equity earnings (losses) of subsidiaries | (5,046) | (19,208) |
| Equity earnings (losses) in subsidiaries | (13,392) | (11,692) |
| Net income (loss) from continuing operations | (18,438) | (30,900) |
| Net income from discontinued operations | — | 55,247 |
| Net income (loss) | (18,438) | 24,347 |
| Series A Preferred Stock dividends | — | 817 |
| Net income (loss) allocable to common shareholders | (18,438) | 23,530 |
| Other Comprehensive Income | ||
| Equity in other comprehensive income (loss) of subsidiaries | 3,091 | 2,071 |
| Total Comprehensive income (loss) | $(15,347) | $26,418 |
Statement of Cash Flows – Parent Company Only
| Year Ended December 31, | ||
|---|---|---|
| 2025 | 2024 | |
| Cash Flows from Operating Activities | ||
| Net income (loss) from continuing operations | $(18,438) | $(30,900) |
| Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
| Depreciation and amortization | 255 | 1,671 |
| Accretion of Series B Preferred Stock | 804 | — |
| Equity in undistributed (income) loss of subsidiaries | 13,392 | 11,692 |
| Stock-based compensation expense | 56 | 78 |
| Deferred income tax expense | (140) | 4,731 |
| Change in fair value of contingent considerations | (6,220) | (146) |
| Other (gain) loss | — | (500) |
| Changes in operating assets and liabilities: | ||
| Due from subsidiaries | (224) | (3,088) |
| Due from Affiliate | — | 33 |
| Current income tax recoverable | — | — |
| Other assets | 70 | 1,055 |
| Other liabilities | 1,684 | (2,080) |
| Net cash provided by (used in) operating activities - discontinued operations | — | (3,527) |
| Net cash provided by (used in) operating activities | (8,761) | (20,981) |
| Cash Flows From Investing Activities | ||
| Contributions to subsidiaries | (20,899) | (14,400) |
| Return of capital from subsidiaries | 4,000 | — |
| Proceeds from contingent consideration in CIS sale | 10,000 | — |
| Dividends received from subsidiaries | — | 8,257 |
| Proceeds from CIS Sale | — | 51,778 |
| Disposal of Fixed Assets, net | — | 74 |
| Net cash provided by (used in) investing activities | (6,899) | 45,709 |
| Cash Flows From Financing Activities | ||
| Issuance of Series B Preferred Stock | 5,576 | — |
| Issuance of Series C Preferred Stock | 8,000 | — |
| Issuance of stock warrants | 1,924 | — |
| Repayment of Series A Preferred Stock | — | (6,000) |
| Paydown of long-term debt | — | (14,250) |
| Dividends paid on Series A Preferred Stock | — | (439) |
| Redemption premium on Series A Preferred Stock | — | (397) |
| Net cash provided by financing activities | 15,500 | (21,086) |
| Net increase (decrease) in cash | (160) | 3,642 |
| Cash at beginning of period | 6,816 | 3,174 |
| Cash at end of period | $6,656 | $6,816 |
| Supplemental Disclosure of Cash Flow Information: | ||
| Interest paid | 2,739 | 4,649 |
| PHI Capital Contribution of WPIC to TIC | 7,587 | — |
| Senior Secured Notes Call Premium | — | 753 |
Parent Company Only
Notes to Condensed Financial Statements
- Accounting Policies
Organization
Presurance Holdings, Inc. (the “Parent Company”) is a Michigan‑domiciled holding company organized for the purpose of managing its insurance entities. The Parent Company conducts its principal operations through these entities.
Basis of Presentation
The accompanying condensed financial information should be read in conjunction with the Consolidated Financial Statements and related Notes of Presurance Holdings, Inc. and Subsidiaries. Investments in subsidiaries are accounted for using the equity method. Under the equity method, the investment in subsidiaries is stated at cost plus contributions and equity in undistributed income (loss) of consolidated subsidiaries less dividends received since the date of acquisition.
The Parent Company's operations consist of income earned from management and administrative services performed for the insurance entities pursuant to intercompany services agreements. These management and administrative services include providing management, marketing, offices and equipment, and premium collection, for which the insurance companies pay fees based on a percentage of gross premiums written. The primary operating costs of the Parent Company are salaries and related costs of personnel, information technology, administrative expenses, and professional fees. The income received from the management and administrative services is used to cover operating costs, meet debt service requirements and cover other holding company obligations.
Estimates and Assumptions
Preparation of the condensed financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the amounts reported in the condensed financial statements and accompanying disclosures. Those estimates are inherently subject to change, and actual results may ultimately differ from those estimates.
Dividends
The Parent Company received $8.3 million of cash dividends in 2024 from its agency subsidiaries.
Return of Capital
There was a $4.0 million return-of-capital payment made by WPIC to the Parent Company in 2025.
- Guarantees
The Parent Company had guaranteed the principal and interest obligations of a $4.0 million surplus note issued by Triassic Insurance Company to White Pine Insurance Company (both wholly owned subsidiaries). The note paid interest annually at a per annum rate of 4% and has no maturity.
On August 7, 2025, the $4.0 million surplus note was paid off by TIC to WPIC. The Parent Company provided a $4.0 million contribution to TIC to fund the pay off. WPIC utilized those funds to make a return-of-capital payment of $4.0 million to the Parent Company, which is disclosed above under "Return of Capital."
As of December 31, 2024, the surplus note was adjusted to a fair value of $2.5 million as a result of TIC not having a KBRA rating at December 31, 2024.
- Subsequent Events
On February 27, 2026, the Parent Company issued $14.0 million of common stock through a backstopped rights offering for 14,000,000 shares of common stock priced at $1.00 pershare. A portion of the proceeds were used to redeem all of the
$7.5 million of the Parent Company's outstanding Series B Preferred Stock and also for the Parent Company to contribute $3.0 million of cash to TIC on February 27, 2026. The remaining proceeds will be used for working capital and general corporate purposes.
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