Skip to main content

Presurance Holdings, Inc.

For the period ended Dec 31, 2025. Filed Mar 27, 2026.

View on SEC.gov

About this filing

A company's yearly report to the SEC, with audited financial statements. It is the fullest account a company gives of its business, its finances and the risks it sees.

FY2025 · Filed Mar 27, 2026

PRHI$7.25+2.3%Stored close · as of Nov 10, 2026

Extracted filing text, with the paragraph anchors used by the comparison.

See the whole filing, with its images and exhibits
Contents

Schedule II – Condensed Financial Information of Registrant

Balance Sheets – Parent Company Only

December 31,
20252024
Assets
Investment in subsidiaries$34,387$27,789
Cash6,6566,816
Receivable from contingent considerations4,2908,070
Other assets689759
Total assets$46,022$43,434
Liabilities and Shareholders' Equity
Liabilities:
Debt$16,187$15,932
Mandatorily redeemable preferred stock14,380—
Due to subsidiaries124348
Income tax payable4,7654,905
Other liabilities2,7281,044
Total liabilities38,18422,229
Shareholders' equity:
Common stock, no par value (100,000,000 shares authorized; 12,222,881 issued and outstanding, respectively)100,15898,178
Accumulated deficit(81,591)(63,153)
Accumulated other comprehensive income (loss)(10,729)(13,820)
Total shareholders' equity7,83821,205
Total liabilities and shareholders' equity$46,022$43,434

Statements of Comprehensive Income (Loss) – Parent Company Only

Year Ended December 31,
20252024
Revenue
Management fees from subsidiaries$—$—
Other gains—500
Change in fair value of contingent considerations6,220146
Other income128355
Total revenue6,3481,001
Expenses
Operating expenses7,82310,152
Interest expense3,5735,272
Total expenses11,39615,424
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 subsidiaries3,0912,071
Total Comprehensive income (loss)$(15,347)$26,418

Statement of Cash Flows – Parent Company Only

Year Ended December 31,
20252024
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 amortization2551,671
Accretion of Series B Preferred Stock804—
Equity in undistributed (income) loss of subsidiaries13,39211,692
Stock-based compensation expense5678
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 assets701,055
Other liabilities1,684(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 subsidiaries4,000—
Proceeds from contingent consideration in CIS sale10,000—
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 Stock5,576—
Issuance of Series C Preferred Stock8,000—
Issuance of stock warrants1,924—
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 activities15,500(21,086)
Net increase (decrease) in cash(160)3,642
Cash at beginning of period6,8163,174
Cash at end of period$6,656$6,816
Supplemental Disclosure of Cash Flow Information:
Interest paid2,7394,649
PHI Capital Contribution of WPIC to TIC7,587—
Senior Secured Notes Call Premium—753

Parent Company Only

Notes to Condensed Financial Statements

  1. 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.

  1. 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.

  1. 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.

ContentsView on SEC.gov

The text of this filing, as the company filed it with the SEC, without its images or exhibits. This is not investment advice.