Cover
Cover - USD ($) | 12 Months Ended | ||
Dec. 31, 2021 | Mar. 30, 2022 | Jun. 30, 2021 | |
Document Information Line Items | |||
Entity Registrant Name | OXBRIDGE RE HOLDINGS LIMITED | ||
Entity Central Index Key | 0001584831 | ||
Document Type | 10-K | ||
Amendment Flag | false | ||
Entity Voluntary Filers | No | ||
Current Fiscal Year End Date | --12-31 | ||
Entity Well Known Seasoned Issuer | No | ||
Entity Small Business | true | ||
Entity Shell Company | false | ||
Entity Emerging Growth Company | false | ||
Entity Current Reporting Status | Yes | ||
Document Period End Date | Dec. 31, 2021 | ||
Entity Filer Category | Non-accelerated Filer | ||
Document Fiscal Period Focus | FY | ||
Document Fiscal Year Focus | 2022 | ||
Entity Common Stock Shares Outstanding | 5,749,587 | ||
Entity Public Float | $ 1,134,782 | ||
Document Annual Report | true | ||
Document Transition Report | false | ||
Entity File Number | 1-36346 | ||
Entity Incorporation State Country Code | E9 | ||
Entity Tax Identification Number | 98-1150254 | ||
Entity Interactive Data Current | Yes | ||
Entity Address Address Line 1 | Suite 201 | ||
Entity Address Address Line 2 | 42 Edward Street | ||
Entity Address Address Line 3 | P.O. Box 469 | ||
Entity Address City Or Town | Grand Cayman | ||
Entity Address Country | KY | ||
Entity Address Postal Zip Code | KY1-9006 | ||
City Area Code | 345 | ||
Local Phone Number | 749-7570 | ||
Security 12b Title | Ordinary Shares, par value $0.001 (USD) per share | ||
Trading Symbol | OXBR | ||
Security Exchange Name | NASDAQ | ||
Auditor Name | HACKER, JOHNSON & SMITH PA | ||
Auditor Location | Tampa, Florida | ||
Auditor Firm Id | 400 | ||
Icfr Auditor Attestation Flag | false | ||
OXBRIDGE RE HOLDINGS LIMITED | |||
Document Information Line Items | |||
Security 12b Title | Warrants | ||
Trading Symbol | OXBRW | ||
Security Exchange Name | NASDAQ |
Consolidated Balance Sheets
Consolidated Balance Sheets - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Investments: | ||
Equity securities, at fair value (cost : $965 and $715) | $ 577 | $ 787 |
Cash and cash equivalents | 3,527 | 5,562 |
Restricted cash and cash equivalents | 1,891 | 1,914 |
Accrued interest and dividend receivable | 0 | 1 |
Premiums receivable (net of allowance for uncollectible receivables) | 284 | 464 |
Other investments | 11,173 | 0 |
Due from related party | 5 | 0 |
Deferred policy acquisition costs | 38 | 45 |
Operating lease right-of-use assets | 135 | 222 |
Prepayment and other assets | 50 | 75 |
Property and equipment, net | 9 | 13 |
Total assets | 17,689 | 9,083 |
Liabilities: | ||
Notes payable to noteholders | 216 | 216 |
Unearned premiums reserve | 350 | 411 |
Operating lease liabilities | 135 | 222 |
Accounts payable and other liabilities | 337 | 209 |
Total liabilities | 1,038 | 1,058 |
Shareholders' equity: | ||
Ordinary share capital, (par value $0.001, 50,000,000 shares authorized; 5,749,587 and 5,733,587 shares issued and outstanding) | 6 | 6 |
Additional paid-in capital | 32,355 | 32,294 |
Accumulated Deficit | (15,710) | (24,275) |
Total shareholders' equity | 16,651 | 8,025 |
Total liabilities and shareholders' equity | $ 17,689 | $ 9,083 |
Consolidated Balance Sheets (Pa
Consolidated Balance Sheets (Parenthetical) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Consolidated Balance Sheets | ||
Equity securities, at fair value cost | $ 1,522 | $ 965 |
Ordinary share, par value | $ 0.001 | $ 0.001 |
Ordinary shares, authorized | 50,000,000 | 50,000,000 |
Ordinary shares, outstanding | 5,749,587 | 5,733,587 |
Ordinary shares, issued | 5,749,587 | 5,733,587 |
Consolidated Statements of Inco
Consolidated Statements of Income - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Revenue | ||
Assumed premiums | $ 904 | $ 864 |
Change in unearned premiums reserve | 61 | 29 |
Net premiums earned | 965 | 893 |
Net investment and other income | 99 | 102 |
Net realized investment gain | 755 | 374 |
Unrealized gain on other investments | 9,173 | 0 |
Change in fair value of equity securities | (767) | (155) |
Total revenue | 10,225 | 1,214 |
Expenses | ||
Losses and loss adjustment expenses | 158 | 0 |
Policy acquisition costs and underwriting expenses | 106 | 98 |
General and administrative expenses | 1,305 | 1,028 |
Total expenses | 1,569 | 1,126 |
Income before income attributable to noteholders | 8,656 | 88 |
Income attributable to noteholders | (91) | (138) |
Net income (loss) | $ 8,565 | $ (50) |
Earnings (Loss) per share | ||
Basic and Diluted | $ 1.49 | $ (0.01) |
Weighted-average shares outstanding | ||
Basic and Diluted | 5,735,779 | 5,733,587 |
Consolidated Statements of Comp
Consolidated Statements of Comprehensive Income - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Consolidated Statements of Comprehensive Income | ||
Net income (loss) | $ 8,565 | $ (50) |
Other comprehensive income (loss): | ||
Total other comprehensive income (loss) | 0 | 0 |
Comprehensive income (loss) | $ 8,565 | $ (50) |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating activities | ||
Net income (loss) | $ 8,565,000 | $ (50,000) |
Adjustments to reconcile net income (loss) to net cash used in operating activities: | ||
Stock-based compensation | 61,000 | 32,000 |
Depreciation and amortization | 7,000 | 10,000 |
Net realized investment gains | (755,000) | (374,000) |
Change in fair value of equity securities | 767,000 | 155,000 |
Change in fair value of other investments | (9,173,000) | 0 |
Change in operating assets and liabilities: | ||
Accrued interest and dividend receivable | 1,000 | 11,000 |
Premiums receivable | (180,000) | 42,000 |
Due from related party | (5,000) | 0 |
Deferred policy acquisition costs | 7,000 | 3,000 |
Prepayment and other assets | 25,000 | 4,000 |
Unearned premiums reserve | (61,000) | (29,000) |
Accounts payable and other liabilities | 128,000 | (70,000) |
Net cash used in operating activities | (253,000) | (266,000) |
Investing activities | ||
Purchase of equity securities | (1,148,000) | (2,592,000) |
Purchase of other investments | (2,000,000) | 0 |
Proceeds from sale of equity securities | 1,346,000 | 2,716,000 |
Purchase of property and equipment | (3,000) | (14,000) |
Net cash (used in) / provided by investing activities | (1,805,000) | 110,000 |
Financing activities | ||
Proceeds on issuance of notes payable | 0 | 216,000 |
Redemption of notes payable | 0 | (600,000) |
Net cash used in by financing activities | 0 | (384,000) |
Net change during the year | (2,058) | (540) |
Cash and cash equivalents, and restricted cash and cash equivalents at beginning of year | 7,476 | 8,016 |
Cash and cash equivalents, and restricted cash and cash equivalents at end of year | 5,418 | 7,476 |
Supplemental disclosure of cash flow information | ||
Interest paid | 0 | 0 |
Income taxes paid | 0 | 0 |
Non-cash investing activities | ||
Operating lease right-of-use assets | 0 | 169 |
Operating lease liabilities | $ 0 | $ 169 |
Consolidated Statements of Chan
Consolidated Statements of Changes in Shareholders' Equity - USD ($) $ in Thousands | Total | Common Stock | Additional Paid-In Capital | Retained Earnings (Accumulated Deficit) |
Balance, shares at Dec. 31, 2019 | 5,733,587 | |||
Balance, amount at Dec. 31, 2019 | $ 8,043 | $ 6 | $ 32,262 | $ (24,225) |
Net income (loss) | (50) | 0 | 0 | (50) |
Stock-based compensation | 32 | $ 0 | 32 | 0 |
Balance, shares at Dec. 31, 2020 | 5,733,587 | |||
Balance, amount at Dec. 31, 2020 | 8,025 | $ 6 | 32,294 | (24,275) |
Net income (loss) | 8,565 | 0 | 0 | 8,565 |
Stock-based compensation | 61 | $ 0 | 61 | 0 |
Issuance of restricted stock, shares | 16,000 | |||
Issuance of restricted stock, amount | 0 | $ 0 | 0 | 0 |
Balance, shares at Dec. 31, 2021 | 5,749,587 | |||
Balance, amount at Dec. 31, 2021 | $ 16,651 | $ 6 | $ 32,355 | $ (15,710) |
ORGANIZATION AND BASIS OF PRESE
ORGANIZATION AND BASIS OF PRESENTATION | 12 Months Ended |
Dec. 31, 2021 | |
ORGANIZATION AND BASIS OF PRESENTATION | |
ORGANIZATION AND BASIS OF PRESENTATION | 1. ORGANIZATION AND BASIS OF PRESENTATION (a) Organization Oxbridge Re Holdings Limited (the “Company”) was incorporated as an exempted company on April 4, 2013 under the laws of the Cayman Islands. Oxbridge Re Holdings Limited owns 100% of the equity interest in Oxbridge Reinsurance Limited, an exempted entity incorporated on April 23, 2013 under the laws of the Cayman Islands and for which a Class “C” Insurer’s license was granted on April 29, 2013 under the provisions of the Cayman Islands Insurance Law. Oxbridge Re Holdings Limited also owns 100% of the equity interest in Oxbridge Re NS, an entity incorporated as an exempted company on December 22, 2017 under the laws of the Cayman Islands to function as a reinsurance sidecar facility and to increase the underwriting capacity of Oxbridge Reinsurance Limited. The Company, through its subsidiaries (collectively “Oxbridge Re”) provides collateralized reinsurance in the property catastrophe market and invests in various insurance-linked securities. The Company operates as a single business segment through its wholly-owned subsidiaries. The Company’s headquarters and principal executive offices are located at Suite 201, 42 Edward Street, Georgetown, Grand Cayman, Cayman Islands, and have their registered offices at P.O. Box 309, Ugland House, Grand Cayman, Cayman Islands. The Company’s ordinary shares and warrants are listed on The NASDAQ Capital Market under the symbols “OXBR” and “OXBRW,” respectively. (b) Basis of Presentation and Consolidation The accompanying consolidated financial statements for the Company have been prepared in accordance with accounting principles generally accepted in the United States of America (“GAAP”). All significant intercompany transactions and balances have been eliminated upon consolidation. The Company consolidates in these consolidated financial statements the results of operations and financial position of all voting interest entities (“VOE”) in which the Company has a controlling financial interest and all variable interest entities (“VIE”) in which the Company is considered to be the primary beneficiary. The consolidation assessment, including the determination as to whether an entity qualifies as a VIE or VOE, depends on the facts and circumstances surrounding each entity. |
SUMMARY OF SIGNIFICANT ACCOUNTI
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 12 Months Ended |
Dec. 31, 2021 | |
ORGANIZATION AND BASIS OF PRESENTATION | |
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES | 2. SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES Use of Estimates : These estimates are continually reviewed and adjusted if necessary. Such adjustments are reflected in current operations. Cash and cash equivalents: Restricted cash and cash equivalents: Investments : Unrealized gains or losses are determined by comparing the fair market value of the securities with their cost or amortized cost. Realized gains and losses on investments are recorded on the trade date and are included in the consolidated statements of operations. The cost of securities sold is based on the specified identification method. Investment income is recognized as earned and discounts or premiums arising from the purchase of debt securities are recognized in investment income using the interest method over the remaining term of the security. Fair value measurement Level 1 Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; Level 2 Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active; and Level 3 Inputs that are unobservable. Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions, including assumptions about risk. For fixed maturity securities, inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, broker quotes for similar securities and other factors. The fair value of investments in stocks and exchange-traded funds is based on the last traded price. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Company’s investment custodians and management. The investment custodians consider observable data to be market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant markets. The categorization of a financial instrument within the hierarchy is based upon the pricing transparency of the instrument, as well as the marketability of the instrument and the inherent risk of forfeiture of such instrument. Management utilizes the services of an independent valuation specialist to estimate the fair value of Level 3 securities. Deferred policy acquisition costs (“DAC”): Property and equipment: Allowance for uncollectible receivables: Reserves for losses and loss adjustment expenses: Loss experience refund payable: Premiums assumed: Subsequent adjustments of premiums assumed, based on reports of actual premium by the ceding companies, or revisions in estimates of ultimate premium, are recorded in the period in which they are determined. Such adjustments are generally determined after the associated risk periods have expired, in which case the premium adjustments are fully earned when assumed. Certain contracts allow for reinstatement premiums in the event of a full limit loss prior to the expiration of the contract. A reinstatement premium is not due until there is a full limit loss event and therefore, in accordance with GAAP, the Company records a reinstatement premium as written only in the event that the reinsured incurs a full limit loss on the contract and the contract allows for a reinstatement of coverage upon payment of an additional premium. For catastrophe contracts which contractually require the payment of a reinstatement premium equal to or greater than the original premium upon the occurrence of a full limit loss, the reinstatement premiums are earned over the original contract period. Reinstatement premiums that are contractually calculated on a pro-rata basis of the original premiums are earned over the remaining coverage period. Unearned Premiums Ceded: Ceded premiums are written during the period in which the risk incept and are expensed over the contract period in proportion to the period of protection. Unearned premiums ceded consist of the unexpired portion of the reinsurance obtained. There were no unearned premiums ceded at December 31, 2021 and 2020. Uncertain income tax positions: Earnings (Loss) Per Share: Stock-Based Compensation : Additionally, the Company uses the guidance in the SEC’s Staff Accounting Bulletin No. 107 to determine the estimated life of options issued and has assumed no forfeitures during the life of the options. The Company uses the straight-line attribution method for all grants that include only a service condition. Compensation expense related to all awards is included in general and administrative expenses. Pending Accounting Updates: Accounting Standards Update No. 2016-13. . Segment Information : Reclassifications: |
CASH AND CASH EQUIVALENTS AND R
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AND CASH EQUIVALENTS | 12 Months Ended |
Dec. 31, 2021 | |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AND CASH EQUIVALENTS | |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AND CASH EQUIVALENTS | 3. CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AND CASH EQUIVALENTS December 31, 2021 2020 (in thousands) Cash held on deposit $ 3,527 $ 5,562 Restricted cash held in trust 1,891 1,914 Total $ 5,418 $ 7,476 Cash and cash equivalents are held by large and reputable counterparties in the United States of America and in the Cayman Islands. Restricted cash held in trust is custodied with Truist Bank, f/k/a SunTrust Bank and is held in accordance with the Company’s trust agreements with the ceding insurers and trustees, which require that the Company provide collateral having a market value greater than or equal to the limit of liability, less unpaid premium. |
INVESTMENTS
INVESTMENTS | 12 Months Ended |
Dec. 31, 2021 | |
INVESTMENTS | |
INVESTMENTS | 4. INVESTMENTS The Company from time to time invests in fixed-maturity securities and equity securities, with its fixed-maturity securities classified as available-for-sale. At December 31, 2021 and 2020, the Company did not hold any available-for-sale securities. Proceeds received, and the gross realized gains and losses from sale of equity securities, for the years ended December 31, 2021 and 2020 are as follows: Gross Gross Gross proceeds from Realized Realized sales Gains Losses ($ in thousands) Year ended December 31, 2021 Equity securities $ 1,346 $ 755 $ - Year ended December 31, 2020 Equity securities $ 2,716 $ 377 $ (3 ) Other Investments In connection with Oxbridge Acquisition Corp. (“OXAC”) initial public offering (“IPO”) in August 2021, the Company’s affiliate OAC Sponsor Ltd. (“Sponsor”) purchased an aggregate 4,897,500 private placement warrants from OXAC (“Private Placement Warrants”) at a price of $1.00 per warrant. Each Private Placement Warrant is exercisable for one of OXAC’s Class A ordinary share at a price of $ 11.50 per share, and as such meets the definition of a derivative as outlined within ASC 815, Derivatives and Hedging. The Sponsor also purchased an aggregate of 2,875,000 of OXAC’s Class B ordinary shares (the “Class B shares”) par value $0.0001 per share for $25,000. The Class B shares and Private Placement Warrants were issued to and are held by Sponsor. The Class B shares of OXAC held by Sponsor will automatically convert into shares of OXAC’s Class A ordinary shares on a one-for- one basis at the time of OXAC’s initial business combination and are subject to certain transfer restrictions. On August 11, 2021, the Company acquired an aggregate of 1,500,000 ordinary shares and 3,094,999 preferred shares of Sponsor for an aggregate purchase price of $2,000,000. In connection with the organization of Sponsor, the Company placed approximately 34.7% of the risk capital and owns approximately 49.6% and 63.1% of the ordinary shares and preferred shares, respectively, of the Sponsor (the “Sponsor Equity Interest”). The preferred shares of Sponsor are nonvoting shares and generally entitle the holders thereof to receive the net proceeds, if any, received by Sponsor from the sale, exchange, or disposition of the Private Placement Warrants or the shares issuable upon the exercise thereof, and the ordinary shares of Sponsor (which are voting shares in Sponsor) are equivalent to the value of the Class B Shares of OXAC held by Sponsor. The registration statement for OXAC’s IPO was declared effective on August 11, 2021 and on August 16, 2021, OXAC consummated the IPO with the sale of 11,500,000 units (the “Units”) at $10.00 per Unit, generating gross proceeds of $115,000,000. The Units trade on the NASDAQ Capital Market under the ticker symbol “OXACU”. After the securities comprising the units began separate trading on October 1, 2021, the Class A ordinary shares and public warrants were listed on NASDAQ under the symbols “OXAC” and “OXACW,” respectively. The Company’s beneficial interests in OXAC’s Class B shares and the Private Placement Warrants are recorded at fair value and are classified in “Other Investments” on the consolidated balance sheets. The fair value calculation of the Company’s beneficial interest in OXAC’s Class B shares and Private Placement Warrants is dependent on company- specific adjustments applied to the observable trading prices of OXAC Class A shares and public warrants. The Company’s management estimates that a specific discount range of 20% to 40% sufficiently captures the risk or profit that a market participant would require as compensation for assuming the inherent risk of forfeiture if a business combination doesn’t occur and the lack of marketability of the Company’s beneficial interests in the OXAC. The Company has selected a discount of 30% based on fair value measurements by an independent valuation expert, and due to the unobservable nature of this company-specific adjustment, the Company classifies the Other Investment as Level 3 in the fair value hierarchy. Subsequent changes in fair value will be recorded in the consolidated statement of operations during the period of the change. As a result of the re-measurement of our investment in OXAC, we recognize for the year ended December 31, 2021, an unrealized gain on securities of $9,173,349 within our consolidated statement of operations. Other investments as of December 31, 2021 consist of the following (in thousands): December 31, 2021 Oxbridge Acquisition Corp. Private Placement Warrants $ 1,300 Oxbridge Acquisition Corp. Class B Ordinary Shares 9,873 Total $ 11,173 Year Ended December 31, 2021 Beginning of year $ - Investments in affiliate 2,000 Unrealized gain on investment in affiliate 9,173 End of year $ 11,173 If OXAC does not complete a business combination by November 16, 2022 (or through to May 16, 2023 if OXAC extends the period of time to consummate a business), the proceeds from the sale of the Private Placement Warrants (after OXAC IPO transaction costs) will be used to fund the redemption of the shares sold in the OXAC IPO (subject to the requirements of applicable law), and the Private Placement Warrants will expire without value. The Sponsor holds approximately 20% of the total ordinary shares (Class A and Class B) in OXAC along with the 4,897,500 Private Placement Warrants, and OXAC is managed by the Company’s executive officers. Assets Measured at Estimated Fair Value on a Recurring Basis The following table presents information about the Company’s financial assets measured at estimated fair value on a recurring basis that is reflected in the consolidated balance sheets at carrying value. The table indicates the fair value hierarchy of the valuation techniques utilized by the Company to determine such fair value as of December 31, 2021 and 2020: Fair Value Measurements Using (Level 1) (Level 2) (Level 3) Total As of December 31, 2021 ($ in thousands) Financial Assets: Cash and cash equivalents $ 3,527 $ - $ - $ 3,527 Restricted cash and cash equivalents $ 1,891 $ - $ - $ 1,891 Other investments $ - $ - $ 11,173 $ 11,173 Equity securities $ 577 $ - $ - $ 577 Total $ 5,995 $ - $ 11,173 $ 17,168 Fair Value Measurements Using (Level 1) (Level 2) (Level 3) Total As of December 31, 2020 ($ in thousands) Financial Assets: Cash and cash equivalents $ 5,562 $ - $ - $ 5,562 Restricted cash and cash equivalents $ 1,914 $ - $ - $ 1,914 Equity securities 787 - - 787 Total $ 8,263 $ - $ - $ 8,263 Assets Measured at Estimated Fair Value on a Recurring Basis The Company utilizes the services of an independent valuation expert (“Valuation Expert”) to determine the fair value of the Company’s indirect investment in OXAC. The Valuation Expert observed that the Class A shares of OXAC trades in a relatively liquid market at the measurement date, and the Company’s share of OXAC’s Class B shares were convertible to OXAC’s Class A Shares on a 1 to 1 basis. The Valuation Expert applied this ratio to the value of OXAC’s Class A shares and then applied an additional 30% discount to account for the lack of marketability and the inherent risk of forfeiture should a business combination not occur. The Valuation Expert relied on the Black-Scholes option pricing model to determine the fair value of the Company’s beneficial interest in OXAC’s private placement warrants with a strike price of $11.50. The Valuation Expert observed volatility at 24%, expected dividend yield of 0% and the risk-free rate of 0.54%. There were no transfers between Levels 1, 2 or 3 during the quarter and year ended December 31, 2021. The following table provides a reconciliation of changes in fair value of the beginning and ending balances for the other investments classified as Level 3: Other Investments (in thousands Fair value of Level 3 other investment at January 1, 2021 $ - Initial fair value as of August 11, 2021 2,000 Change in valuation inputs or other assumptions 9,173 Fair value of Level 3 other investment at December 31, 2021 $ 11,173 |
TAXATION
TAXATION | 12 Months Ended |
Dec. 31, 2021 | |
TAXATION | |
TAXATION | 5. TAXATION Under current Cayman Islands law, no corporate entity, including the Company and the subsidiaries, is obligated to pay taxes in the Cayman Islands on either income or capital gains. The Company and Oxbridge Reinsurance Limited have an undertaking from the Governor-in-Cabinet of the Cayman Islands, pursuant to the provisions of the Tax Concessions Law, as amended, that, in the event that the Cayman Islands enacts any legislation that imposes tax on profits, income, gains or appreciations, or any tax in the nature of estate duty or inheritance tax, such tax will not be applicable to the Company and Oxbridge Reinsurance Limited, or their operations, or to the ordinary shares or related obligations, until April 23, 2033 and May 17, 2033, respectively. The Company and its subsidiaries intend to conduct substantially all of their operations in the Cayman Islands in a manner such that they will not be engaged in a trade or business in the U.S. However, because there is no definitive authority regarding activities that constitute being engaged in a trade or business in the U.S. for federal income tax purposes, the Company cannot assure that the U.S. Internal Revenue Service will not contend, perhaps successfully, that the Company or its subsidiaries are engaged in a trade or business in the U.S. A foreign corporation deemed to be so engaged would be subject to U.S. federal income tax, as well as branch profits tax, on its income that is treated as effectively connected with the conduct of that trade or business unless the corporation is entitled to relief under an applicable tax treaty. |
VARIABLE INTEREST ENTITIES
VARIABLE INTEREST ENTITIES | 12 Months Ended |
Dec. 31, 2021 | |
VARIABLE INTEREST ENTITIES | |
VARIABLE INTEREST ENTITIES | 6. VARIABLE INTEREST ENTITIES Oxbridge Re NS. The Company has determined that Oxbridge Re NS meets the definition of a VIE as it does not have sufficient equity capital to finance its activities. The Company concluded that it is the primary beneficiary and has consolidated the subsidiary upon its formation, as it owns 100% of the voting shares, 100% of the issued share capital and has a significant financial interest and the power to control the activities of Oxbridge Re NS that most significantly impacts its economic performance. The Company has no other obligation to provide financial support to Oxbridge Re NS. Neither the creditors nor beneficial interest holders of Oxbridge Re NS have recourse to the Company’s general credit. Upon issuance of a series of participating notes by Oxbridge Re NS, all of the proceeds from the issuance are deposited into collateral accounts, to fund any potential obligation under the reinsurance agreements entered into with Oxbridge Reinsurance Limited underlying such series of notes. The outstanding principal amount of each series of notes generally is expected to be returned to holders of such notes upon the expiration of the risk period underlying such notes, unless an event occurs which causes a loss under the applicable series of notes, in which case the amount returned is expected to be reduced by such noteholder’s pro rata share of such loss, as specified in the applicable governing documents of such notes. In addition, holders of such notes are generally entitled to interest payments, payable annually, as determined by the applicable governing documents of each series of notes.Oxbridge Re Holdings Limited receives an origination and structuring fee in connection with the formation, operation and management of Oxbridge Re NS. Notes Payable to Series 2020-1 noteholders Oxbridge Re NS entered into a retrocession agreement with Oxbridge Reinsurance Ltd on June 1, 2020 and issued $216 thousand of participating notes which provides quota share support for Oxbridge Re’s global property catastrophe excess of loss reinsurance business. The participating notes have been assigned Series 2020-1 and are due to mature on June 1, 2023. None of the participating notes were redeemed during the year ended December 31, 2021 or 2020. No new participating notes were issued during the year ended December 31, 2021. The income from Oxbridge Re NS operations that are attributable to the participating notes noteholders for year ended December 31, 2021 was $91,000, and are included within accounts payable and other liabilities as at December 31, 2021. The income from Oxbridge Re NS operations that are attributable to the participating notes noteholders for the year ended December 31, 2020 was $60,000 and are included within accounts payable and other liabilities at December 31, 2020. Notes Payable to Series 2019-1 noteholders Oxbridge Re NS entered into a retrocession agreement with Oxbridge Reinsurance Ltd on June 1, 2019 and issued $600 thousand of participating notes which provides quota share support for Oxbridge Re’s global property catastrophe excess of loss reinsurance business. The participating notes have been assigned Series 2019-1 and were due to mature on June 1, 2022. However, the participating notes were all redeemed during the period ending June 30, 2020. The income from Oxbridge Re NS operations that are attributable to the participating notes noteholders for the year ended December 31, 2020 was $78,000. |
RESERVE FOR LOSSES AND LOSS ADJ
RESERVE FOR LOSSES AND LOSS ADJUSTMENT EXPENSES | 12 Months Ended |
Dec. 31, 2021 | |
RESERVE FOR LOSSES AND LOSS ADJUSTMENT EXPENSES | |
RESERVE FOR LOSSES AND LOSS ADJUSTMENT EXPENSES | 7. RESERVE FOR LOSSES AND LOSS ADJUSTMENT EXPENSES The following table summarizes the Company’s loss and loss adjustment expenses (“LAE”) and the reserve for loss and LAE reserve movements for the years ended December 31, 2021 and 2020 Year ended December 31, 2021 2020 ($ in thousands Gross balance, beginning of year $ - - Incurred, net of reinsurance, related to: Current year 158 - Prior year - - Total incurred 158 - Paid related to: Current year (158 ) - Prior year - - Total paid (158 ) - Balance, end of year $ - - When losses occur, the reserves for losses and LAE are typically comprised of case reserves (which are based on claims that have been reported) and IBNR reserves (which are based on losses that are believed to have occurred but for which claims have not yet been reported and include a provision for expected future development on existing case reserves). The Company uses the assistance of an independent actuary in the determination of IBNR and expected future development of existing case reserves. The uncertainties inherent in the reserving process and potential delays by cedants and brokers in the reporting of loss information, together with the potential for unforeseen adverse developments, may result in the reserve for losses and LAE ultimately being significantly greater or less than the reserve provided at the end of any given reporting period. The degree of uncertainty is further increased when a significant loss event takes place near the end of a reporting period. Reserve for losses and LAE estimates are reviewed periodically on a contract by contract basis and updated as new information becomes known. Any resulting adjustments are reflected in income in the period in which they become known. The Company’s reserving process is highly dependent on the timing of loss information received from its cedants and related brokers. The losses incurred during the year ended December 31, 2021 related to the a first limit loss suffered by the Company as a result of underwriting exposure to Hurricane Ida, which made landfall in Louisiana on August 29, 2021. Reserving methodologies and assumptions Loss reserves are generally established based on loss payments and case reserves reported by clients when, and if, received. Estimates for IBNR losses are added to the case reserves. To establish IBNR loss estimates, the Company uses quarterly actuarial estimates from its independent actuary, who utilizes loss data reported by the Company along with industry loss data and information, knowledge of the business written and actuary’s own professional judgment. The independent actuary employs · Reported Loss Development Method. · Expected Loss Ratio Method. · Bornhuetter-Ferguson Reported Loss Method. · Frequency / Severity Method. The approach is valuable because sometimes there is more inherent stability in the frequency and severity data when viewed separately rather than in the total losses Reserving methodologies and assumptions (continued In addition, the Company may supplement its analysis with other reserving methodologies that are deemed to be relevant to specific contracts. For each contract, the Company’s independent actuary utilizes reserving methodologies that are deemed appropriate to calculate a best estimate, or point estimate, of reserves. The decision of whether to use a single methodology or a combination of multiple methodologies depends upon the judgment of the independent actuary. The Company’s reserving methodology does not require a fixed weighting of the various methods used. Certain methods are considered more appropriate depending on the type and structure of the contract, the age and maturity of the contract, and the duration of the expected paid losses on the contract. The Company’s gross aggregate reserves are the sum of the point estimate reserves of all portfolio exposures. Generally, IBNR loss reserves are calculated by estimating the ultimate incurred losses at any point in time and subtracting cumulative paid claims and case reserves, which incorporate specific exposures, loss payment and reporting patterns and other relevant factors. There were no significant changes in the actuarial methodology or assumptions relating to the Company’s reserve for loss and loss adjustment expenses for the year ended December 31, 2021 or 2020. Claims Development Tables, IBNR Reserves and Claims Frequency The following table discloses information about the Company’s incurred and paid claims development as of December 31, 2021, as well as cumulative claim frequency and the total of incurred-but-not-reporting and expected development on reported claims included within the net incurred claims amounts. A claim is defined as a reported loss from a cedant on an excess-of-loss reinsurance contract arising from a loss event for which the Company records a paid loss or case reserve. The Company operates a single business segment, being property catastrophe reinsurance. Property Catastrophe Reinsurance (in thousands) Incurred Losses and Loss Adjustment Expenses As of December 31, 2021 Total of Incurred-but-Not-Reported Liabilities Plus Expected Development on Reported Claims Cumulative Number of Reported Claims (dollars in thousands) Accident Year 2016 2017 2018 2019 2020 2021 2016 $ 14,775 $ 18,801 $ 17,795 $ 17,689 $ 17,689 $ 17,689 $ - 5 2017 $ 38,401 $ 38,401 $ 38,401 $ 38,401 $ 38,401 $ - 8 2018 $ 10,000 $ 10,000 $ 10,000 $ 10,000 $ - 2 2019 $ - $ - $ - $ - - 2020 $ - $ - $ - - 2021 $ 158 $ - 1 Total $ 66,248 $ - Cumulative Paid Losses and Loss Adjustment Expenses For the Years Ended December 31, (in thousands) Accident Year 2016 2017 2018 2019 2020 2021 2016 $ 6,073 $ 16,073 $ 17,687 $ 17,689 $ 17,689 $ 17,689 2017 $ 36,293 $ 38,401 $ 38,401 $ 38,401 $ 38,401 2018 $ 6,000 $ 10,000 $ 10,000 $ 10,000 2019 $ - $ - $ - 2020 $ - $ - 2021 $ 158 Total $ 66,248 Reserve for loss and loss adjustment expenses at December 31, 2021, net of reinsurance $ - The following table shows the historical average annual percentage payout of claims at December 31, 2021. Average Annual Percentage Payout of Incurred Claims by Age Years 1 2 3 4 5 6 Property Catastrophe Reinsurance 72.2 % 34.0 % 9.1 % 0.0 % 0.0 % 0 % |
EARNINGS (LOSS) PER SHARE
EARNINGS (LOSS) PER SHARE | 12 Months Ended |
Dec. 31, 2021 | |
EARNINGS (LOSS) PER SHARE | |
EARNINGS (LOSS) PER SHARE | 8. EARNINGS (LOSS) PER SHARE A summary of the numerator and denominator of the basic and diluted earnings (loss) per share is presented below (dollars in thousands except per share amounts): Years ended December 31 2021 2020 Numerator: Net earnings (loss) $ 8,565 (50 ) Denominator: Weighted average shares - basic 5,735,779 5,733,587 Effect of dilutive securities - Stock options - - Shares issuable upon conversion of warrants - - Weighted average shares - diluted 5,735,779 5,733,587 Earnings (loss) per share - basic $ 1.49 (0.01 ) Earnings (loss) per share - diluted $ 1.49 (0.01 ) For the year ended December 31, 2021, options to purchase 896,250 ordinary shares were anti-dilutive due to the sum of the proceeds, including unrecognized compensation expense, exceeded the average market price of the Company’s ordinary share during the year. For the year ended December 31, 2020, options to purchase 540,000 ordinary shares were anti-dilutive due to net loss during the year. GAAP requires the Company to use the two-class method in computing basic earnings (loss) per share since holders of the Company’s restricted stock have the right to share in dividends, if declared, equally with common stockholders. These participating securities effect the computation of both basic and diluted earnings (loss) per share during the years ended December 31, 2021 and 2020. |
WARRANTS
WARRANTS | 12 Months Ended |
Dec. 31, 2021 | |
WARRANTS | |
WARRANTS | 9. WARRANTS There were 8,230,700 warrants outstanding at December 31, 2021 and 2020. One warrant may be exercised to acquire one ordinary share at an exercise price equal to $7.50 per share on or before March 26, 2024. The Company at its option may cancel the warrants in whole or in part, provided that the closing price per ordinary share has exceeded $9.38 for at least ten trading days within any period of twenty consecutive trading days, including the last trading day of the period. No warrants were exercised during the years ended December 31, 2021 and 2020. |
DIVIDENDS
DIVIDENDS | 12 Months Ended |
Dec. 31, 2021 | |
DIVIDENDS | |
DIVIDENDS | 10. DIVIDENDS As of December 31, 2021, none of the Company’s retained earnings were restricted from payment of dividends to the company’s shareholders. However, since most of the Company’s capital and retained earnings may be invested in its subsidiaries, a dividend from the subsidiaries would likely be required in order to fund a dividend to the Company’s shareholders and would require notification to the Cayman Islands Monetary Authority (“CIMA”). Under Cayman Islands law, the use of additional paid-in capital is restricted, and the Company will not be allowed to pay dividends out of additional paid-in capital if such payments result in breaches of the prescribed and minimum capital requirement. |
SHARE-BASED COMPENSATION
SHARE-BASED COMPENSATION | 12 Months Ended |
Dec. 31, 2021 | |
SHARE-BASED COMPENSATION | |
SHARE-BASED COMPENSATION | 11. SHARE-BASED COMPENSATION The Company currently has outstanding stock-based awards granted under the 2014 Omnibus Incentive Plan (the “Plan”). Under the Plan, the Company has discretion to grant equity and cash incentive awards to eligible individuals, including the issuance of up to 1,000,000 of the Company’s ordinary shares. At December 31, 2021, there were 27,750 shares available for grant under the Plan. During the year ended December 31, 2021, the Company’s shareholder approved the 2021 Omnibus Incentive Plan (the “2021 Plan”). Under the 2021 Plan, the Company has discretion to grant equity and cash incentive awards to eligible individuals. At December 31, 2021, there were 1,000,000 shares available for grant under the 2021 Plan (collectively, the “Plans”). Stock options Stock options granted and outstanding under the Plan vests quarterly over four years and are exercisable over the contractual term of ten years. A summary of the stock option activity for the years ended December 31, 2021 and 2020 is as follows (option amounts not in thousands): Weighted- Weighted- Average Number Average Remaining Aggregate of Exercise Contractual Intrinsic Options Price Term Value Outstanding at January 1, 2020 540,000 $ 3.86 7.4 years Outstanding at December 31, 2020 540,000 $ 3.86 6.4 years Granted 400,000 $ 6.00 Forfeited (43,750 ) $ 6.00 Outstanding at December 31, 2021 896,250 $ 4.71 6.9 years $ - Exercisable at December 31, 2021 561,250 $ 4.45 5.8 years $ - Compensation expense recognized for the years ended December 31, 2021 and 2020 totaled $57,000 and $33,000, respectively, and is included in general and administrative expenses. At December 31, 2021 and 2020, there was approximately $112,000 and $53,000, respectively, of total unrecognized compensation expense related to non-vested stock options granted under the Plan. The Company expects to recognize the remaining compensation expense over a weighted-average period of twenty-six (26) months. No options were granted during the year ended December 31, 2020. During the year ended December 31, 2021, 400,000 options were granted with fair value estimated on the date of grant using the following assumptions and the Black-Scholes option pricing model: 2021 Expected dividend yield 0 % Expected volatility 31 % Risk-free interest rate 0.92 % Expected life (in years) 6.25 Per share grant date fair value of options issued $ 0.32 Restricted Stock Awards The Company may grant restricted stock awards to eligible individuals in connection with their service to the Company. The terms of the Company’s outstanding restricted stock grants may include service, performance and market-based conditions. The fair value of the awards with market-based conditions is determined using a Monte Carlo simulation method, which calculates many potential outcomes for an award and then establishes fair value based on the most likely outcome. The determination of fair value with respect to the awards with only performance or service-based conditions is based on the value of the Company’s stock on the grant date. Information with respect to the activity of unvested restricted stock awards during the year ended December 31, 2021 is as follows (share amounts not in thousands): Weighted- Number of Weighted- Restricted Average Stock Grant Date Awards Fair Value Nonvested at January 1, 2021 - Granted 16,000 $ 3.57 Vested (1,000 ) Nonvested at December 31, 2021 15,000 Compensation expense recognized for the year ended December 31, 2021 totaled $4,000, and is included in general and administrative expenses. At December 31, 2021, there was approximately $54,000 unrecognized compensation expense related to non-vested restricted stock granted under the Plan, which the Company expects to recognize over a weighted-average period of forty-five (45) months. |
NET WORTH FOR REGULATORY PURPOS
NET WORTH FOR REGULATORY PURPOSES | 12 Months Ended |
Dec. 31, 2021 | |
NET WORTH FOR REGULATORY PURPOSES | |
NET WORTH FOR REGULATORY PURPOSES | 12. NET WORTH FOR REGULATORY PURPOSES The subsidiaries are subject to a minimum and prescribed capital requirement as established by CIMA. Under the terms of their respective licenses, Oxbridge Reinsurance Limited and Oxbridge Re NS are required to maintain a minimum and prescribed capital requirement of $500 in accordance with the relevant subsidiary’s approved business plan filed with CIMA. At December 31, 2021, the Oxbridge Reinsurance Limited’s net worth of $10.7 million exceeded the minimum and prescribed capital requirement. For the years ended December 31, 2021 and 2020, Oxbridge Reinsurance Ltd.’s net income (loss) was approximately $8.18 million and ($658) thousand, respectively. At December 31, 2021, the Oxbridge Re NS’ net worth of $176 thousand exceeded the minimum and prescribed capital requirement. For the years ended December 31, 2021 and 2020, Oxbridge Re NS’ net income was approximately $24 thousand and $47 thousand, respectively. The Subsidiaries are not required to prepare separate statutory financial statements for filing with CIMA, and there were no material differences between the Subsidiaries’ GAAP capital, surplus and net income, and its statutory capital, surplus and net income as of December 31, 2021 or for the year then ended. |
FAIR VALUE AND CERTAIN RISKS AN
FAIR VALUE AND CERTAIN RISKS AND UNCERTAINTIES | 12 Months Ended |
Dec. 31, 2021 | |
FAIR VALUE AND CERTAIN RISKS AND UNCERTAINTIES | |
FAIR VALUE AND CERTAIN RISKS AND UNCERTAINTIES | 13. FAIR VALUE AND CERTAIN RISKS AND UNCERTAINTIES Fair values With the exception of balances in respect of insurance contracts (which are specifically excluded from fair value disclosures under GAAP) and investment securities as disclosed in Note 4 of these consolidated financial statements, the carrying amounts of all other financial instruments, which consist of cash and cash equivalents, restricted cash and cash equivalents, accrued interest and dividends receivable, premiums receivable and other assets, notes payable, and accounts payable and other liabilities, approximate their fair values due to their short-term nature. Concentration of underwriting risk A substantial portion of the Company’s current reinsurance business ultimately relates to the risks of a limited number of entities; accordingly, the Company’s underwriting risks are not diversified. Concentrations of Credit and Counterparty Risk The Company markets retrocessional and reinsurance policies worldwide through its brokers. Credit risk exists to the extent that any of these brokers may be unable to fulfill their contractual obligations to the Company. For example, the Company is required to pay amounts owed on claims under policies to brokers, and these brokers, may fail to pay over the money to the cedants. In some jurisdictions, if a broker fails to make such a payment, the Company might remain liable to the ceding company for the deficiency. In addition, in certain jurisdictions, when the ceding company pays premiums for these policies to brokers, these premiums are considered to have been paid and the ceding insurer is no longer liable to the Company for those amounts, whether or not the premiums have actually been received. The Company remains liable for losses it incurs to the extent that any third-party reinsurer is unable or unwilling to make timely payments under reinsurance agreements. The Company would also be liable in the event that its ceding companies were unable to collect amounts due from underlying third-party reinsurers. The Company mitigates its concentrations of credit and counterparty risk by using reputable and several counterparties which decreases the likelihood of any significant concentration of credit risk with any one counterparty. Market risk Market risk exists to the extent that the values of the Company’s monetary assets fluctuate as a result of changes in market prices. Changes in market prices can arise from factors specific to individual securities or their respective issuers, or factors affecting all securities traded in a particular market. Relevant factors for the Company are both volatility and liquidity of specific securities and markets in which the Company holds investments. The Company has established investment guidelines that seek to mitigate significant exposure to market risk. |
LEASES
LEASES | 12 Months Ended |
Dec. 31, 2021 | |
LEASES | |
LEASES | 14. LEASES Operating lease right-of-use assets and operating lease liabilities are disclosed as line in the consolidated balance sheet. We determine if a contract contains a lease at inception and recognize operating lease right-of-use assets and operating lease liabilities based on the present value of the future minimum lease payments at the commencement date. As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of future payments. Lease agreements that have lease and non-lease components, are accounted for as a single lease component. Lease expense is recognized on a straight-line basis over the lease term. The Company has two operating lease obligations namely for the Company’s office facilities located at Suite 201, 42 Edward Street Grand Cayman, Cayman Islands and residential space at Turnberry Villas in Grand Cayman, Cayman Islands. The office lease has a remaining lease term of approximately twenty-six (26) months and includes an option to extend the lease. Under the terms of the lease, the Company also has the right to terminate the lease after thirty-six (36) months upon giving appropriate notice in writing to the Lessor. The residential lease has a remaining lease term of approximately twelve (12) months. The components of lease expense and other lease information as of and during the year ended December 31, 2021 and 2020 are as follows: Year Year (in thousands) Ended December 31, 2021 Ended December 31, 2020 Operating Lease Cost (1) $ 96 $ 94 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 96 $ 96 (1) (in thousands) At December 31, 2021 At December 31, 2020 Operating lease right-of-use assets $ 135 $ 222 Operating lease liabilities $ 135 $ 222 Weighted-average remaining lease term - operating leases 1.68 years 2.58 years Weighted-average discount rate - operating leases 5.49 % 5.29 % Future minimum lease payments under non-cancellable leases as of December 31, 2021 and 2020, reconciled to our discounted operating lease liability presented on the consolidated balance sheets are as follows: (in thousands) At December 31, 2021 At December 31, 2020 2021 $ - $ 96 2022 97 97 2023 40 40 Thereafter 6 6 Total future minimum lease payments $ 143 $ 239 Less imputed interest (8 ) (17 ) Total operating lease liabilities $ 135 222 |
RELATED PARTY TRANSACTIONS
RELATED PARTY TRANSACTIONS | 12 Months Ended |
Dec. 31, 2021 | |
RELATED PARTY TRANSACTIONS | |
RELATED PARTY TRANSACTIONS | 15. RELATED PARTY TRANSACTIONS Promissory Note Agreement During the year ended December 31, 2021, Oxbridge Reinsurance Limited entered into a Promissory Note Agreement (the “Note”) with OAC Sponsor Ltd. (the “Sponsor”). The Sponsor is a Cayman Islands exempted company that was the sole parent of Oxbridge Acquisition Corp., a special purpose acquisition company (the “SPAC”) prior to the SPAC initial public offering on August 11, 2021. The Company’s executive officers serve as directors and executive officers of the Sponsor and the SPAC, and Oxbridge Reinsurance Limited is the lead investor in the Sponsor. Under the terms of the promissory note, Oxbridge Reinsurance Limited had agreed to lend up to $300,000 to the Sponsor interest-free for the purposes of covering the initial public offering costs of the SPAC. The entire unpaid principal balance of Note was payable on the earlier of: (i) September 30, 2021, or (ii) the date on which the SPAC consummates an initial public offering of its securities (such earlier date, the “Maturity Date”). The Sponsor drew down approximately $177,000 under the Note and repaid the Note in full out of the proceeds of the initial public offering. Administrative Services Agreement Commencing on the effective date of the SPAC’s IPO, the Sponsor agreed to pay the Company a total of up to $10,000 per month, through to November 16, 2022, for office space, utilities, secretarial and administrative support to the Sponsor and the SPAC. Upon completion of the SPAC’s initial Business Combination or the SPAC’s liquidation, the Sponsor will cease paying these monthly fees. For the year ended December 31, 2021, the Company received $50,000 from the Sponsor under the Administrative Services Agreement, which is included in “net investment and other income” in the consolidated statements of operations. Included within “due from related party” on the consolidated balance sheets is a balance of $5 thousand representing reimbursable expenses relating to government fees that the Company paid on behalf of the SPAC and the Sponsor. Participating Notes During the year ending December 31, 2020, Mr. Jay Madhu, a director and officer of the Company and its subsidiaries, invested a principal amount of $68 thousand in Series 2020-1 participating notes. During the years ended December 31, 2021, Jay Madhu received $12 thousand return on the investment. The principal balance is included in notes payable at December 31, 2021 and December 31, 2020. |
PROPERTY AND EQUIPMENT NET
PROPERTY AND EQUIPMENT NET | 12 Months Ended |
Dec. 31, 2021 | |
PROPERTY AND EQUIPMENT NET | |
PROPERTY AND EQUIPMENT NET | 16. PROPERTY AND EQUIPMENT, NET Property and equipment, net consist of the following (in thousands): At December 31, 2021 2020 Leasehold improvements $ 21 21 Furniture and Fixtures 38 38 Motor vehicle 34 34 Computer equipment and software 37 34 Total, at cost 130 127 less accumulated depreciation and amortization (121 ) (114 ) Property and equipment, net $ 9 13 |
SUBSEQUENT EVENTS
SUBSEQUENT EVENTS | 12 Months Ended |
Dec. 31, 2021 | |
SUBSEQUENT EVENTS | |
SUBSEQUENT EVENTS | 17. SUBSEQUENT EVENTS We evaluate all subsequent events and transactions for potential recognition or disclosure in our consolidated financial statements. On March 14, 2022, one of the Company’s ceding insurers was ordered into receivership for purposes of liquidation by the Second Judicial Circuit Court in Leon County, Florida. The Florida Department of Financial Services is the court appointed Receiver of the cedant. At December 31, 2021, premiums receivable of $370 thousand was due from the ceding insurer, for which $189 thousand was subsequently received. The Company has made an allowance for uncollectible receivables of $181,000 as the amount is considered to be impaired. There were no other events subsequent to December 31, 2021, other than stated above, for which disclosure was required. |
Schedule I - Summary of Investm
Schedule I - Summary of Investments - Other Than Investments in Related Parties | 12 Months Ended |
Dec. 31, 2021 | |
Schedule I - Summary of Investments - Other Than Investments in Related Parties | |
Schedule I - Summary of Investments - Other Than Investments in Related Parties | Cost or Amortized Fair Balance Sheet Type of investment Cost Value Value Equity securities 1,522 577 577 Total investments $ 1,522 $ 577 577 |
Schedule II - Condensed Financi
Schedule II - Condensed Financial Information of Registrant | 12 Months Ended |
Dec. 31, 2021 | |
Schedule II - Condensed Financial Information of Registrant | |
Schedule II - Condensed Financial Information of Registrant | OXBRIDGE RE HOLDINGS LIMITED CONDENSED FINANCIAL INFORMATION OF REGISTRANT CONDENSED BALANCE SHEET - PARENT COMPANY ONLY (expressed in thousands of U.S. Dollars) At December 31, 2021 2020 Assets Cash and cash equivalents 3,227 4,295 Equity securities 577 787 Investment in subsidiaries 10,884 927 Due from subsidiaries 2,109 2,061 Due from related party 5 - Prepayment and other assets 50 75 Operating lease right-of-use assets 135 222 Property and equipment, net 9 13 Total assets $ 16,996 8,380 Liabilities and Shareholders’ Equity Liabilities: Operating lease liabilities 135 222 Accounts payable and other liabilities 210 133 Total liabilities 345 355 Shareholders’ equity: Ordinary share capital 6 6 Additional paid-in capital 32,355 32,294 Accumulated Deficit (15,710 ) (24,275 ) Total shareholders’ equity 16,651 8,025 Total liabilities and shareholders’ equity $ 16,996 8,380 OXBRIDGE RE HOLDINGS LIMITED CONDENSED FINANCIAL INFORMATION OF REGISTRANT CONDENSED STATEMENTS OF OPERATIONS - PARENT COMPANY ONLY (expressed in thousands of U.S. Dollars) Years Ended December 31, 2021 2020 Revenue Net investment income $ 29 57 Change in fair value of equity securities (767 ) (155 ) Net realized investment gain 755 374 Management fees and other income 1,465 1,313 Operating expenses (1,124 ) (1,028 ) Income before equity in earnings (loss) of subsidiaries 358 561 Equity in income (loss) of subsidiaries 8,207 (611 ) Net income (loss) $ 8,565 (50 ) OXBRIDGE RE HOLDINGS LIMITED CONDENSED FINANCIAL INFORMATION OF REGISTRANT CONDENSED STATEMENT OF CASH FLOWS - PARENT COMPANY ONLY (expressed in thousands of U.S. Dollars) Years Ended December 31, 2021 2020 Operating activities Net income (loss) $ 8,565 (50 ) Adjustments to reconcile net income (loss) to net cash provided by operating activities: Equity in (gain) loss of subsidiaries (8,207 ) 611 Stock-based compensation 61 32 Depreciation 7 10 Net realized investment gain (755 ) (374 ) Change in fair value of equity securities 767 155 Change in operating assets and liabilities: Accrued interest and dividend receivable - 4 Due from subsidiary (48 ) 333 Due from related party (5 ) - Prepayment and other assets 25 - Accounts payable and other liabilities 77 9 Net cash provided by operating activities $ 487 730 Investing activities Purchase of equity securities (1,148 ) (2,592 ) Investment in subsidiary (1,750 ) - Proceeds from sale of equity securities 1,346 2,716 Purchase of property and equipment (3 ) (14 ) Net cash (used in) / provided by investing activities $ (1,555 ) 110 Net change in cash and cash equivalents (1,068 ) 840 Cash and cash equivalents at beginning of year 4,295 3,455 Cash and cash equivalents at end of year $ 3,227 4,295 |
Schedule III - Supplementary In
Schedule III - Supplementary Insurance Information | 12 Months Ended |
Dec. 31, 2021 | |
Schedule III - Supplementary Insurance Information | |
Schedule III - Supplementary Insurance Information | OXBRIDGE RE HOLDINGS LIMITED AND SUBSIDIARIES SUPPLEMENTARY INSURANCE INFORMATION FOR THE YEARS ENDED DECEMBER 31, 2021 AND 2020 (expressed in thousands of U.S. dollars) Reserves for losses and loss Net losses, Amortization Deferred adjustment Unearned Net and loss of deferred Gross acquisition expenses premiums premiums Investment adjustment acquisition Operating premiums Year Segment costs, net – gross – gross earned income (loss) expenses costs expenses written 2021 Property & Casualty $ 38 $ - $ 350 $ 965 $ 755 $ 158 $ 106 $ 1,305 $ 904 2020 Property & Casualty $ 45 $ - $ 411 $ 893 $ 374 $ - $ 98 $ 1,028 $ 864 |
Schedule IV - Reinsurance Infor
Schedule IV - Reinsurance Information | 12 Months Ended |
Dec. 31, 2021 | |
Schedule IV - Reinsurance Information | |
Schedule IV - Reinsurance Information | Year Segment Direct Gross Premiums Premiums ceded to other companies Premiums assumed from other companies Net amount Percentage of amount assumed to net 2021 Property & Casualty $ - $ - $ 904 $ 904 100 % 2020 Property & Casualty $ - $ - $ 864 $ 864 100 % |
Summary of Significant Accoun_2
Summary of Significant Accounting Policies (Policies) | 12 Months Ended |
Dec. 31, 2021 | |
ORGANIZATION AND BASIS OF PRESENTATION | |
Use of estimates | Use of Estimates : |
Cash and cash equivalents | Cash and cash equivalents: |
Restricted cash and cash equivalents | Restricted cash and cash equivalents: |
Investments | Investments : Unrealized gains or losses are determined by comparing the fair market value of the securities with their cost or amortized cost. Realized gains and losses on investments are recorded on the trade date and are included in the consolidated statements of operations. The cost of securities sold is based on the specified identification method. Investment income is recognized as earned and discounts or premiums arising from the purchase of debt securities are recognized in investment income using the interest method over the remaining term of the security. |
Fair value measurement | Fair value measurement Level 1 Inputs that reflect unadjusted quoted prices in active markets for identical assets or liabilities that the Company has the ability to access at the measurement date; Level 2 Inputs other than quoted prices that are observable for the asset or liability either directly or indirectly, including inputs in markets that are not considered to be active; and Level 3 Inputs that are unobservable. Inputs are used in applying the various valuation techniques and broadly refer to the assumptions that market participants use to make valuation decisions, including assumptions about risk. For fixed maturity securities, inputs may include price information, volatility statistics, specific and broad credit data, liquidity statistics, broker quotes for similar securities and other factors. The fair value of investments in stocks and exchange-traded funds is based on the last traded price. A financial instrument’s level within the fair value hierarchy is based on the lowest level of any input that is significant to the fair value measurement. However, the determination of what constitutes “observable” requires significant judgment by the Company’s investment custodians and management. The investment custodians consider observable data to be market data which is readily available, regularly distributed or updated, reliable and verifiable, not proprietary, and provided by independent sources that are actively involved in the relevant markets. The categorization of a financial instrument within the hierarchy is based upon the pricing transparency of the instrument, as well as the marketability of the instrument and the inherent risk of forfeiture of such instrument. Management utilizes the services of an independent valuation specialist to estimate the fair value of Level 3 securities. |
Deferred policy acquisition costs ("DAC") | Deferred policy acquisition costs (“DAC”): |
Property and equipment | Property and equipment: |
Allowance for uncollectible receivables | Allowance for uncollectible receivables: |
Reserves for losses and loss adjustment expenses | Reserves for losses and loss adjustment expenses: |
Premiums assumed | Premiums assumed: Subsequent adjustments of premiums assumed, based on reports of actual premium by the ceding companies, or revisions in estimates of ultimate premium, are recorded in the period in which they are determined. Such adjustments are generally determined after the associated risk periods have expired, in which case the premium adjustments are fully earned when assumed. Certain contracts allow for reinstatement premiums in the event of a full limit loss prior to the expiration of the contract. A reinstatement premium is not due until there is a full limit loss event and therefore, in accordance with GAAP, the Company records a reinstatement premium as written only in the event that the reinsured incurs a full limit loss on the contract and the contract allows for a reinstatement of coverage upon payment of an additional premium. For catastrophe contracts which contractually require the payment of a reinstatement premium equal to or greater than the original premium upon the occurrence of a full limit loss, the reinstatement premiums are earned over the original contract period. Reinstatement premiums that are contractually calculated on a pro-rata basis of the original premiums are earned over the remaining coverage period. |
Unearned premiums ceded | Unearned Premiums Ceded: Ceded premiums are written during the period in which the risk incept and are expensed over the contract period in proportion to the period of protection. Unearned premiums ceded consist of the unexpired portion of the reinsurance obtained. There were no unearned premiums ceded at December 31, 2021 and 2020. |
Uncertain income tax positions | Uncertain income tax positions: |
Earning (loss) per share | Earnings (Loss) Per Share: |
Stock-based compensation | Stock-Based Compensation : Additionally, the Company uses the guidance in the SEC’s Staff Accounting Bulletin No. 107 to determine the estimated life of options issued and has assumed no forfeitures during the life of the options. The Company uses the straight-line attribution method for all grants that include only a service condition. Compensation expense related to all awards is included in general and administrative expenses. |
Recent accounting pronouncements | Accounting Standards Update No. 2016-13. . |
Segment information | Segment Information : |
Reclassifications | Reclassifications: |
Cash and Cash Equivalents and_2
Cash and Cash Equivalents and Restricted Cash and Cash Equivalents (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AND CASH EQUIVALENTS | |
Summary of cash and cash equivalents and restricted cash and cash equivalents | December 31, 2021 2020 (in thousands) Cash held on deposit $ 3,527 $ 5,562 Restricted cash held in trust 1,891 1,914 Total $ 5,418 $ 7,476 |
Investments (Tables)
Investments (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
INVESTMENTS | |
Schedule of contractual maturities of fixed-maturity securities | Gross Gross Gross proceeds from Realized Realized sales Gains Losses ($ in thousands) Year ended December 31, 2021 Equity securities $ 1,346 $ 755 $ - Year ended December 31, 2020 Equity securities $ 2,716 $ 377 $ (3 ) December 31, 2021 Oxbridge Acquisition Corp. Private Placement Warrants $ 1,300 Oxbridge Acquisition Corp. Class B Ordinary Shares 9,873 Total $ 11,173 Year Ended December 31, 2021 Beginning of year $ - Investments in affiliate 2,000 Unrealized gain on investment in affiliate 9,173 End of year $ 11,173 Fair Value Measurements Using (Level 1) (Level 2) (Level 3) Total As of December 31, 2021 ($ in thousands) Financial Assets: Cash and cash equivalents $ 3,527 $ - $ - $ 3,527 Restricted cash and cash equivalents $ 1,891 $ - $ - $ 1,891 Other investments $ - $ - $ 11,173 $ 11,173 Equity securities $ 577 $ - $ - $ 577 Total $ 5,995 $ - $ 11,173 $ 17,168 Fair Value Measurements Using (Level 1) (Level 2) (Level 3) Total As of December 31, 2020 ($ in thousands) Financial Assets: Cash and cash equivalents $ 5,562 $ - $ - $ 5,562 Restricted cash and cash equivalents $ 1,914 $ - $ - $ 1,914 Equity securities 787 - - 787 Total $ 8,263 $ - $ - $ 8,263 Other Investments (in thousands Fair value of Level 3 other investment at January 1, 2021 $ - Initial fair value as of August 11, 2021 2,000 Change in valuation inputs or other assumptions 9,173 Fair value of Level 3 other investment at December 31, 2021 $ 11,173 |
Reserve for Losses and Loss A_2
Reserve for Losses and Loss Adjustment Expenses (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
RESERVE FOR LOSSES AND LOSS ADJUSTMENT EXPENSES | |
Schedule of loss adjustment expense | Year ended December 31, 2021 2020 ($ in thousands Gross balance, beginning of year $ - - Incurred, net of reinsurance, related to: Current year 158 - Prior year - - Total incurred 158 - Paid related to: Current year (158 ) - Prior year - - Total paid (158 ) - Balance, end of year $ - - |
Incurred and paid claims development, net of reinsurance | Property Catastrophe Reinsurance (in thousands) Incurred Losses and Loss Adjustment Expenses As of December 31, 2021 Total of Incurred-but-Not-Reported Liabilities Plus Expected Development on Reported Claims Cumulative Number of Reported Claims (dollars in thousands) Accident Year 2016 2017 2018 2019 2020 2021 2016 $ 14,775 $ 18,801 $ 17,795 $ 17,689 $ 17,689 $ 17,689 $ - 5 2017 $ 38,401 $ 38,401 $ 38,401 $ 38,401 $ 38,401 $ - 8 2018 $ 10,000 $ 10,000 $ 10,000 $ 10,000 $ - 2 2019 $ - $ - $ - $ - - 2020 $ - $ - $ - - 2021 $ 158 $ - 1 Total $ 66,248 $ - Cumulative Paid Losses and Loss Adjustment Expenses For the Years Ended December 31, (in thousands) Accident Year 2016 2017 2018 2019 2020 2021 2016 $ 6,073 $ 16,073 $ 17,687 $ 17,689 $ 17,689 $ 17,689 2017 $ 36,293 $ 38,401 $ 38,401 $ 38,401 $ 38,401 2018 $ 6,000 $ 10,000 $ 10,000 $ 10,000 2019 $ - $ - $ - 2020 $ - $ - 2021 $ 158 Total $ 66,248 Reserve for loss and loss adjustment expenses at December 31, 2021, net of reinsurance $ - |
Historical average annual percentage payout | Average Annual Percentage Payout of Incurred Claims by Age Years 1 2 3 4 5 6 Property Catastrophe Reinsurance 72.2 % 34.0 % 9.1 % 0.0 % 0.0 % 0 % |
Loss Per Share (Tables)
Loss Per Share (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
EARNINGS (LOSS) PER SHARE | |
Schedule of earnings per share, basic and diluted | Years ended December 31 2021 2020 Numerator: Net earnings (loss) $ 8,565 (50 ) Denominator: Weighted average shares - basic 5,735,779 5,733,587 Effect of dilutive securities - Stock options - - Shares issuable upon conversion of warrants - - Weighted average shares - diluted 5,735,779 5,733,587 Earnings (loss) per share - basic $ 1.49 (0.01 ) Earnings (loss) per share - diluted $ 1.49 (0.01 ) |
Stock-Based Compensation (Table
Stock-Based Compensation (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Stock-Based Compensation (Tables) | |
Summary of stock option activity | Weighted- Weighted- Average Number Average Remaining Aggregate of Exercise Contractual Intrinsic Options Price Term Value Outstanding at January 1, 2020 540,000 $ 3.86 7.4 years Outstanding at December 31, 2020 540,000 $ 3.86 6.4 years Granted 400,000 $ 6.00 Forfeited (43,750 ) $ 6.00 Outstanding at December 31, 2021 896,250 $ 4.71 6.9 years $ - Exercisable at December 31, 2021 561,250 $ 4.45 5.8 years $ - Weighted- Number of Weighted- Restricted Average Stock Grant Date Awards Fair Value Nonvested at January 1, 2021 - Granted 16,000 $ 3.57 Vested (1,000 ) Nonvested at December 31, 2021 15,000 |
Schedule of stock options, valuation assumptions | 2021 Expected dividend yield 0 % Expected volatility 31 % Risk-free interest rate 0.92 % Expected life (in years) 6.25 Per share grant date fair value of options issued $ 0.32 |
Leases (Tables)
Leases (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
LEASES | |
Operating lease obligations | Year Year (in thousands) Ended December 31, 2021 Ended December 31, 2020 Operating Lease Cost (1) $ 96 $ 94 Cash paid for amounts included in the measurement of lease liabilities Operating cash flows from operating leases $ 96 $ 96 (1) (in thousands) At December 31, 2021 At December 31, 2020 Operating lease right-of-use assets $ 135 $ 222 Operating lease liabilities $ 135 $ 222 Weighted-average remaining lease term - operating leases 1.68 years 2.58 years Weighted-average discount rate - operating leases 5.49 % 5.29 % (in thousands) At December 31, 2021 At December 31, 2020 2021 $ - $ 96 2022 97 97 2023 40 40 Thereafter 6 6 Total future minimum lease payments $ 143 $ 239 Less imputed interest (8 ) (17 ) Total operating lease liabilities $ 135 222 |
Property and Equipment, Net (Ta
Property and Equipment, Net (Tables) | 12 Months Ended |
Dec. 31, 2021 | |
Property and Equipment, Net (Tables) | |
Property and equipment, net | At December 31, 2021 2020 Leasehold improvements $ 21 21 Furniture and Fixtures 38 38 Motor vehicle 34 34 Computer equipment and software 37 34 Total, at cost 130 127 less accumulated depreciation and amortization (121 ) (114 ) Property and equipment, net $ 9 13 |
ORGANIZATION AND BASIS OF PRE_2
ORGANIZATION AND BASIS OF PRESENTATION (Details Narrative) | Apr. 04, 2013 |
Oxbridge Reinsurance Limited [Member] | |
Ownership percentage | 100.00% |
SUMMARY OF SIGNIFICANT ACCOUN_3
SUMMARY OF SIGNIFICANT ACCOUNTING POLICIES (Details Narrative) | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Allowance for uncollectable receivables impaired | $ 181,000 |
Computer Equiment | |
Estimated useful life | five years |
Furniture and Fixtures | |
Estimated useful life | five years |
Motor Vehicles | |
Estimated useful life | four years |
CASH AND CASH EQUIVALENTS AND_3
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AND CASH EQUIVALENTS (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
CASH AND CASH EQUIVALENTS AND RESTRICTED CASH AND CASH EQUIVALENTS | ||
Cash held on deposit | $ 3,527 | $ 5,562 |
Restricted cash held in trust | 1,891 | 1,914 |
Total | $ 5,418 | $ 7,476 |
INVESTMENTS (Details)
INVESTMENTS (Details) - Equity Securities - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Gross proceeds from sales | $ 1,346,000 | $ 2,716,000 |
Gross realized gains | 755,000 | 377,000 |
Gross realized losses | $ 0 | $ (3,000) |
INVESTMENTS (Details 1)
INVESTMENTS (Details 1) | 12 Months Ended |
Dec. 31, 2021USD ($) | |
Beginning of year | $ 0 |
Investments in affiliate | 2,000,000 |
Unrealized gain on investment in affiliate | 9,173 |
End of period | 11,173,000 |
Long-Term Investments | 11,173,000 |
Oxbridge Acquisition Corp. Private Placement Warrants [Member] | |
Long-Term Investments | 1,300 |
Oxbridge Acquisition Corp. Class B Ordinary Shares [Member] | |
Long-Term Investments | $ 9,873 |
INVESTMENTS (Details 2)
INVESTMENTS (Details 2) - USD ($) | Dec. 31, 2021 | Dec. 31, 2020 |
Cash and cash equivalents | $ 3,527,000 | $ 5,562,000 |
Restricted cash and cash equivalents | 1,891,000 | 1,914,000 |
Long-term investments | 11,173,000 | |
Total equity securities | 577,000 | 787,000 |
Total | 17,168,000 | 8,263,000 |
Fair Value, Inputs, Level 1 | ||
Cash and cash equivalents | 3,527,000 | 5,562,000 |
Restricted cash and cash equivalents | 1,891,000 | 1,914,000 |
Long-term investments | 0 | |
Total equity securities | 577,000 | 787,000 |
Total | 5,995,000 | 8,263,000 |
Fair Value, Inputs, Level 2 | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash and cash equivalents | 0 | 0 |
Long-term investments | 0 | |
Total equity securities | 0 | 0 |
Total | 0 | 0 |
Fair Value, Inputs, Level 3 | ||
Cash and cash equivalents | 0 | 0 |
Restricted cash and cash equivalents | 0 | 0 |
Long-term investments | 11,173,000 | |
Total equity securities | 0 | 0 |
Total | $ 11,173,000 | $ 0 |
INVESTMENTS (Details 3)
INVESTMENTS (Details 3) - Fair Value, Inputs, Level 3 - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Fair value of Level 3 other Investment | $ 11,173 | $ 0 |
Initial fair value | 2,000 | |
Change in valuation inputs or other assumption | $ 9,173 |
INVESTMENTS (Details Narrative)
INVESTMENTS (Details Narrative) | Aug. 11, 2021USD ($)shares | Aug. 31, 2021USD ($)$ / sharesshares | Aug. 16, 2021USD ($)$ / sharesshares | Dec. 31, 2021USD ($)shares |
Ordinary shares | 1,500,000 | |||
Preferred shares | 3,094,999 | |||
Aggregate purchase price | $ | $ 2,000,000 | |||
Preferred shares percentage | 63.10% | |||
Ordinary shares percentage | 49.60% | |||
Capital risk percentage | 34.70% | |||
Unrealized gain on investments in affiliate | $ | $ 9,173,349 | |||
Oxbridge Acquisition Corp. Class B Ordinary Shares [Member] | ||||
Ordinary shares | 2,875,000 | |||
Ordinary shares price per share | $ / shares | $ 11.50 | |||
Ordinary share par value | $ / shares | $ 0.0001 | |||
Ordinary shares purchased value | $ | $ 25,000 | |||
Basis conversion | 1 to 1 basis | |||
Oxbridge Acquisition Corp. Private Placement Warrants [Member] | ||||
Purchased shares of warrants | 4,897,500 | |||
Price per warrants | $ / shares | $ 1 | |||
Strike price | $ | 11.50 | |||
Volatility rate | 24.00% | |||
Dividend yield | 0.00% | |||
Risk free rate | 0.54% | |||
Oxbridge Acquisition Corp [Member] | ||||
Initial public offering, Closing shares | 4,897,500 | |||
Offerning price per unit | $ / shares | $ 10 | |||
Outstanding shares percentage | 20.00% | |||
Total gross proceeds | $ | $ 115,000,000 | |||
Initial public offering, shares | 11,500,000 | |||
Additional discount rate | 30.00% |
VARIABLE INTEREST ENTITIES (Det
VARIABLE INTEREST ENTITIES (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Percentages of voting shares | 100.00% | |
Percentages of issued share capital | 100.00% | |
Income attributable to noteholders | $ (91,000) | $ (138,000) |
Notes Payable to Series 2019-1 noteholders [Member] | ||
Income attributable to noteholders | 78,000 | |
Accounts payable | 600 | |
Notes Payable to Series 2020-1 noteholders [Member] | ||
Income attributable to noteholders | 91,000 | $ 60,000 |
Accounts payable | $ 216,000 |
RESERVE FOR LOSSES AND LOSS A_3
RESERVE FOR LOSSES AND LOSS ADJUSTMENT EXPENSES (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
RESERVE FOR LOSSES AND LOSS ADJUSTMENT EXPENSES (Details) | ||
Balance, beginning of period | $ 0 | $ 0 |
Incurred, net of reinsurance, related to: Current period | 158 | 0 |
Incurred, net of reinsurance, related to: Prior period | 0 | 0 |
Total incurred, net of reinsurance | 158 | 0 |
Paid, net of reinsurance, related to: Current period | (158) | 0 |
Paid, net of reinsurance, related to: Prior period | 0 | 0 |
Total paid, net of reinsurance | (158) | 0 |
Balance, end of period | $ 0 | $ 0 |
RESERVE FOR LOSSES AND LOSS A_4
RESERVE FOR LOSSES AND LOSS ADJUSTMENT EXPENSES (Details 1) | Dec. 31, 2021USD ($)integer | Dec. 31, 2020USD ($)integer | Dec. 31, 2019USD ($) | Dec. 31, 2018USD ($) | Dec. 31, 2017USD ($) | Dec. 31, 2016USD ($) |
Total of Incurred but Not Reported Liabilities Plus Expected Development on Reported Claims | $ 0 | |||||
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance | 66,248,000 | |||||
Cumulative Paid Losses and Loss Adjustment Expenses, Net of Reinsurance | 66,248,000 | |||||
Reserve for loss and loss adjustment expenses, net of reinsurance | 0 | |||||
Accident Year 2020 | ||||||
Total of Incurred but Not Reported Liabilities Plus Expected Development on Reported Claims | 0 | |||||
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance | 0 | $ 0 | ||||
Cumulative Paid Losses and Loss Adjustment Expenses, Net of Reinsurance | $ 0 | $ 0 | ||||
Cumulative Number of Reported Claims | Claims | integer | 0 | 0 | ||||
Accident Year 2019 | ||||||
Total of Incurred but Not Reported Liabilities Plus Expected Development on Reported Claims | $ 0 | |||||
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance | 0 | $ 0 | $ 0 | |||
Cumulative Paid Losses and Loss Adjustment Expenses, Net of Reinsurance | $ 0 | 0 | 0 | |||
Cumulative Number of Reported Claims | Claims | integer | 0 | |||||
Accident Year 2016 | ||||||
Total of Incurred but Not Reported Liabilities Plus Expected Development on Reported Claims | $ 0 | |||||
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance | 17,689,000 | 17,689,000 | 17,689,000 | $ 17,795,000 | $ 18,801,000 | $ 14,775,000 |
Cumulative Paid Losses and Loss Adjustment Expenses, Net of Reinsurance | $ 17,689,000 | 17,689,000 | 17,689,000 | 17,687,000 | 16,073,000 | $ 6,073,000 |
Cumulative Number of Reported Claims | Claims | integer | 5 | |||||
Accident Year 2017 | ||||||
Total of Incurred but Not Reported Liabilities Plus Expected Development on Reported Claims | $ 0 | |||||
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance | 38,401,000 | 38,401,000 | 38,401,000 | 38,401,000 | 38,401,000 | |
Cumulative Paid Losses and Loss Adjustment Expenses, Net of Reinsurance | $ 38,401,000 | 38,401,000 | 38,401,000 | 38,401,000 | $ 36,293,000 | |
Cumulative Number of Reported Claims | Claims | integer | 8 | |||||
Accident Year 2018 | ||||||
Total of Incurred but Not Reported Liabilities Plus Expected Development on Reported Claims | $ 0 | 0 | ||||
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance | 10,000,000 | 10,000,000 | 10,000,000 | 10,000,000 | ||
Cumulative Paid Losses and Loss Adjustment Expenses, Net of Reinsurance | $ 10,000,000 | $ 10,000,000 | $ 10,000,000 | $ 6,000,000 | ||
Cumulative Number of Reported Claims | Claims | integer | 2 | 2 | ||||
Accident Year 2021 | ||||||
Total of Incurred but Not Reported Liabilities Plus Expected Development on Reported Claims | $ 0 | |||||
Incurred Losses and Loss Adjustment Expenses, Net of Reinsurance | 158,000 | |||||
Cumulative Paid Losses and Loss Adjustment Expenses, Net of Reinsurance | $ 158 | |||||
Cumulative Number of Reported Claims | Claims | integer | 1 |
RESERVE FOR LOSSES AND LOSS A_5
RESERVE FOR LOSSES AND LOSS ADJUSTMENT EXPENSES (Details 2) - Property Catastrophe Reinsurance | Dec. 31, 2021 |
Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance, Year 1 | 72.20% |
Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance, Year 2 | 34.00% |
Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance, Year 3 | 9.10% |
Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance, Year 4 | 0.00% |
Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance, Year 5 | 0.00% |
Average Annual Percentage Payout of Incurred Claims by Age, Net of Reinsurance, Year 6 | 0.00% |
LOSS PER SHARE (Details)
LOSS PER SHARE (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Numerator: | ||
Net earnings (loss) | $ 8,565 | $ (50) |
Denominator: | ||
Weighted average shares - basic | 5,735,779 | 5,733,587 |
Effect of dilutive securities - Stock options | 0 | 0 |
Shares issuable upon conversion of warrants | 0 | 0 |
Weighted average shares - diluted | 5,735,779 | 5,733,587 |
Loss per share - basic | $ 1.49 | $ (0.01) |
Loss per share - diluted | $ 1.49 | $ (0.01) |
LOSS PER SHARE (Details Narrati
LOSS PER SHARE (Details Narrative) - shares | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Options | ||
Antidilutive Securities Excluded from Computation of Earnings Per Share | 896,250 | 540,000 |
WARRANTS (Details Narrative)
WARRANTS (Details Narrative) - $ / shares | 12 Months Ended | ||
Dec. 31, 2021 | Dec. 31, 2020 | Sep. 30, 2021 | |
WARRANTS (Details Narrative) | |||
Warrant outstanding | 8,230,700 | 8,230,700 | |
Warrants exercised | 0 | 0 | |
Exercise price | $ 7.50 | ||
Closing price per ordinary share | $ 9.38 |
SHARE-BASED COMPENSATION (Detai
SHARE-BASED COMPENSATION (Details) - USD ($) $ / shares in Units, $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Stock-Based Compensation (Tables) | ||
Number of Options Outstanding, Beginning Balance | 540,000 | 540,000 |
Number of Options, Granted | 400,000 | 0 |
Number of options, forfeited | (43,750) | |
Number of Options Outstanding, Ending Balance | 896,250 | 540,000 |
Number of Options Exercisable, Ending Balance | 561,250 | 540,000 |
Weighted-Average Exercise Price Outstanding, Beginning Balance | $ 3.86 | $ 3.86 |
Weighted-average exercise price, forfeited | 6 | |
Weighted-Average Exercise Price, Granted | 6 | |
Weighted-Average Exercise Price Outstanding, Ending Balance | 4.71 | $ 3.86 |
Weighted-Average Exercise Price Exercisable, Ending Balance | $ 4.45 | |
Weighted-Average Remaining Contractual Term, Outstanding Ending Balance | 6 years 4 months 24 days | 7 years 4 months 24 days |
Weighted-Average Remaining Contractual Term, Exercisable Ending Balance | 5 years 9 months 18 days | 6 years 10 months 24 days |
Aggregate Intrinsic Value, Outstanding Ending Balance | $ 0 | |
Aggregate Intrinsic Value, Exercisable Ending Balance | $ 0 |
SHARE-BASED COMPENSATION (Det_2
SHARE-BASED COMPENSATION (Details 1) - Stock Option | 12 Months Ended |
Dec. 31, 2021$ / shares | |
Expected dividend yield | 0.00% |
Expected volatility | 31.00% |
Risk-free interest rate | 0.92% |
Expected life (in years) | 6 years 3 months |
Per share grant date fair value of options issued | $ 0.32 |
SHARE-BASED COMPENSATION (Det_3
SHARE-BASED COMPENSATION (Details 2) | 12 Months Ended |
Dec. 31, 2021$ / sharesshares | |
Number of options, forfeited | (43,750) |
General and Administrative Expense | Restricted Stock Awards [Member] | |
Weighted Number of Restricted Stocks Award, Beginning Balance | 0 |
Weighted Number of Restricted Stocks Award, Granted | 16,000 |
Number of options, forfeited | (1,000) |
Weighted Number of Restricted Stocks Award, Ending Balance | 15,000 |
Weighted Average Grant Date Fair Value, Granted | $ / shares | $ 3.57 |
SHAREBASED COMPENSATION (Detail
SHAREBASED COMPENSATION (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Unrecognized compensation expense, non-vested stock options | $ 112,000 | $ 53,000 |
Stock options granted and outstanding under the Plan vests | 4 years | |
Exercisable contractual term | 10 years | |
Options granted | 400,000 | 0 |
Unrecognized compensation cost, weighted average recognition period | 26 years | |
2014 Plan [Member] | ||
Options granted | 27,750 | |
Issuance of ordinary shares | 1,000,000 | |
2021 Omnibus Incentive Plan [Member] | ||
Options granted | 1,000,000 | |
General and Administrative Expense | ||
Stock compensation expense recgnized | $ 57,000 | $ 33,000 |
General and Administrative Expense | Restricted Stock Awards [Member] | ||
Unrecognized compensation expense, non-vested stock options | $ 54,000 | |
Unrecognized compensation cost, weighted average recognition period | 45 years | |
Stock compensation expense recgnized | $ 4,000 |
NET WORTH FOR REGULATORY PURP_2
NET WORTH FOR REGULATORY PURPOSES (Details Narrative) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Minimum prescribed capital requirement | Under the terms of their respective licenses, Oxbridge Reinsurance Limited and Oxbridge Re NS are required to maintain a minimum and prescribed capital requirement of $500 in accordance with the relevant subsidiary’s approved business plan filed with CIMA. | |
Oxbridge Reinsurance Limited [Member] | ||
Subsidiary net worth | $ 10,700 | |
Subsidiary's net (loss) income | 8,180 | $ 658 |
Oxbridge Re NS [Member] | ||
Subsidiary net worth | 176 | |
Subsidiary's net (loss) income | $ 24 | $ 47 |
Leases (Details)
Leases (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
LEASES | ||
Operating lease cost | $ 96 | $ 94 |
Cash paid for amounts included in the measurement of lease liabilities - operating cash flows from operating leases | 96 | 96 |
Operating lease right-of-use assets | 135 | 222 |
Operating lease liabilities | $ 135 | $ 222 |
Weighted-average remaining lease term - operating leases | 1 year 8 months 4 days | 2 years 6 months 29 days |
Weighted-average discount rate - operating leases | 5.49% | 5.29% |
Leases (Details 1)
Leases (Details 1) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
LEASES | ||
2021 | $ 0 | $ 96 |
2022 | 97 | 97 |
2023 | 40 | 40 |
Thereafter | 6 | 6 |
Total future minimum lease payments | 143 | 239 |
Less imputed interest | (8) | (17) |
Total operating lease liability | $ 135 | $ 222 |
RELATED PARTY TRANSACTIONS (Det
RELATED PARTY TRANSACTIONS (Details Narrative) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Oxbridge Reinsurance Limited [Member] | ||
Initial public offering costs | $ 300,000 | |
Related party note receivable | 177,000 | |
Mr. Jay Madhu [Member] | ||
Principal amount | $ 68,000 | |
Proceeds from related party | 12,000 | |
Administrative Services Agreement [Member] | ||
Proceeds from related party | 50,000 | |
Payment to related party | 10,000 | |
Due from related party | $ 5,000 | |
Administrative services agreement description | Commencing on the effective date of the SPAC’s IPO, the Sponsor agreed to pay the Company a total of up to $10,000 per month, for up to 15 months, for office space, utilities, secretarial and administrative support to the Sponsor and the SPAC |
PROPERTY AND EQUIPMENT NET (Det
PROPERTY AND EQUIPMENT NET (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 |
Property plant and equipment gross | $ 130 | $ 127 |
Less accumulated depreciation and amortization | (121) | (114) |
Property and equipment, net | 9 | 13 |
Furniture and Fixtures | ||
Property plant and equipment gross | 38 | 38 |
Computer Equiment | ||
Property plant and equipment gross | 37 | 34 |
Leasehold Improvements | ||
Property plant and equipment gross | 21 | 21 |
Motor Vehicles | ||
Property plant and equipment gross | $ 34 | $ 34 |
SUBSEQUENT EVENTS (Details Narr
SUBSEQUENT EVENTS (Details Narrative) - USD ($) | Mar. 14, 2022 | Dec. 31, 2021 |
Premiums Receivable, Gross | $ 370,000 | |
Premium Receivable, Allowance for Credit Loss | $ 181,000 | |
Subsequent Event [Member] | ||
Premiums Receivable, Gross | $ 189,000 |
Schedule I Summary Of Investmen
Schedule I Summary Of Investments Other Than Investments in Related Parties (Details) $ in Thousands | Dec. 31, 2021USD ($) |
Equity Securities [Member] | |
Cost or amortized cost | $ 1,522 |
Fair value | 577 |
Balance sheet value | 577 |
Total Investments | |
Cost or amortized cost | 1,522 |
Fair value | 577 |
Balance sheet value | $ 577 |
Schedule II Condensed Balance S
Schedule II Condensed Balance Sheet Parent Company Only (Details) - USD ($) $ in Thousands | Dec. 31, 2021 | Dec. 31, 2020 | Dec. 31, 2019 |
Cash and cash equivalents | $ 3,527 | $ 5,562 | |
Equity securities | 577 | 787 | |
Prepayment and other assets | 50 | 75 | |
Operating lease right-of-use assets | 135 | 222 | |
Property and equipment, net | 9 | 13 | |
Total assets | 17,689 | 9,083 | |
Liabilities: | |||
Total operating lease liability | 135 | 222 | |
Accounts payable and other liabilities | 337 | 209 | |
Shareholders' equity: | |||
Ordinary share capital | 6 | 6 | |
Accumulated Deficit | (15,710) | (24,275) | |
Total shareholders' equity | 16,651 | 8,025 | $ 8,043 |
Total liabilities and shareholders' equity | 17,689 | 9,083 | |
Parent Company | |||
Cash and cash equivalents | 3,227 | 4,295 | |
Equity securities | 577 | 787 | |
Investment in subsidiaries | 10,884 | 927 | |
Due from subsidiaries | 2,109 | 2,061 | |
Due from related party | 5 | 0 | |
Prepayment and other assets | 50 | 75 | |
Operating lease right-of-use assets | 135 | 222 | |
Property and equipment, net | 9 | 13 | |
Total assets | 16,996 | 8,380 | |
Liabilities: | |||
Total operating lease liability | 135 | 222 | |
Accounts payable and other liabilities | 210 | 133 | |
Total liabilities | 345 | 355 | |
Shareholders' equity: | |||
Ordinary share capital | 6 | 6 | |
Additional paid-in capital | 32,355 | 32,294 | |
Accumulated Deficit | (15,710) | (24,275) | |
Total shareholders' equity | 16,651 | 8,025 | |
Total liabilities and shareholders' equity | $ 16,996 | $ 8,380 |
Schedule II Condensed Statement
Schedule II Condensed Statements of Income Parent Company Only (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Net investment income | $ 8,565 | $ (50) |
Net realized investment losses | 755 | 374 |
Operating expenses | 1,569 | 1,126 |
Net earnings (loss) | 8,565 | (50) |
Parent Company | ||
Net investment income | 29 | 57 |
Change in fair value of equity securities | (767) | (155) |
Net realized investment losses | 755 | 374 |
Management fees and other income | 1,465 | 1,313 |
Operating expenses | (1,124) | (1,028) |
Income before equity in earnings (loss) of subsidiaries | 358 | 561 |
Equity in income (loss) of subsidiary | 8,207 | (611) |
Net earnings (loss) | $ 8,565 | $ (50) |
Schedule II Condensed Stateme_2
Schedule II Condensed Statement of Cash Flows - Parent Company Only (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Operating activities | ||
Net earnings (loss) | $ 8,565,000 | $ (50,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Stock-based compensation | 61,000 | 32,000 |
Depreciation | 7,000 | 10,000 |
Net realized investment gain | 755,000 | 374,000 |
Change in operating assets and liabilities: | ||
Accrued interest and dividend receivable | (1,000) | (11,000) |
Due from related party | 5,000 | 0 |
Prepayment and other assets | 25,000 | 4,000 |
Accounts payable and other liabilities | 128,000 | (70,000) |
Net cash used in operating activities | (253,000) | (266,000) |
Investing activities | ||
Purchase of property and equipment | (3,000) | (14,000) |
Net cash provided by investing activities | (1,805,000) | 110,000 |
Net change during the year | (2,058) | (540) |
Cash and cash equivalents, and restricted cash and cash equivalents at beginning of year | 7,476 | 8,016 |
Cash and cash equivalents, and restricted cash and cash equivalents at end of year | 5,418 | 7,476 |
Parent Company | ||
Operating activities | ||
Net earnings (loss) | 8,565,000 | (50,000) |
Adjustments to reconcile net loss to net cash used in operating activities: | ||
Equity in (gain) of subsidiaries | (8,207,000) | 611,000 |
Stock-based compensation | 61,000 | 32,000 |
Depreciation | 7,000 | 10,000 |
Net realized investment gain | 755,000 | 374,000 |
Change in fair value of equity securities | 767,000 | 155,000 |
Change in operating assets and liabilities: | ||
Accrued interest and dividend receivable | 0 | 4,000 |
Due from subsidiary | (48,000) | 333,000 |
Due from related party | (5,000) | 0 |
Prepayment and other assets | (25,000) | 0 |
Accounts payable and other liabilities | 77,000 | 9,000 |
Net cash used in operating activities | 487,000 | 730,000 |
Investing activities | ||
Purchase of available for sale securities | (1,148,000) | (2,592,000) |
Investment in subsidiary | (1,750,000) | 0 |
Proceeds from sale of available for sale securities | 1,346,000 | 2,716,000 |
Purchase of property and equipment | (3,000) | (14,000) |
Net cash provided by investing activities | (1,555,000) | 110,000 |
Net change during the year | (1,068,000) | 840,000 |
Cash and cash equivalents, and restricted cash and cash equivalents at beginning of year | 4,295,000 | 3,455,000 |
Cash and cash equivalents, and restricted cash and cash equivalents at end of year | $ 3,227,000 | $ 4,295,000 |
Schedule III Supplementary Insu
Schedule III Supplementary Insurance Information (Details) - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Net losses, and loss adjustment expenses | $ 158 | $ 0 |
Property, Liability and Casualty Insurance Product Line | ||
Deferred acquisition costs, net | 38 | 45 |
Reserves for losses and loss adjustment expenses - gross | 0 | 0 |
Unearned premiums - gross | 350 | 411 |
Net premiums earned | 965 | 893 |
Investment income (loss) | 755 | 374 |
Net losses, and loss adjustment expenses | 158 | 0 |
Amortization of deferred acquisition costs | 106 | 98 |
Operating expenses | 1,305 | 1,028 |
Gross premiums written | $ 904 | $ 864 |
Schedule IV Reinsurance Informa
Schedule IV Reinsurance Information (Details) - USD ($) | 12 Months Ended | |
Dec. 31, 2021 | Dec. 31, 2020 | |
Premiums assumed from other companies | $ 904,000 | $ 864,000 |
Net premiums earned | 965,000 | 893,000 |
Property, Liability and Casualty Insurance Product Line | ||
Premiums assumed from other companies | 904,000 | 864,000 |
Net premiums earned | 904,000 | 864,000 |
Direct Gross Premiums | 0 | 0 |
Premiums ceded to other companies | $ 0 | $ 0 |
Percentage of amount assumed to net | 100.00% | 100.00% |