Document and Entity Information
Document and Entity Information | 9 Months Ended |
Sep. 30, 2017 | |
Document And Entity Information | |
Entity Registrant Name | 1347 Property Insurance Holdings, Inc. |
Entity Central Index Key | 1,591,890 |
Document Type | S-1/A |
Document Period End Date | Sep. 30, 2017 |
Amendment Flag | true |
Amendment Description | Amendment No. 2 |
Entity Filer Category | Smaller Reporting Company |
Consolidated Balance Sheets (Un
Consolidated Balance Sheets (Unaudited) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Investments: | |||
Fixed income securities, at fair value (amortized cost of $45,252, $26,793 and $20,332, respectively) | $ 45,207 | $ 26,559 | $ 20,238 |
Equity investments, at fair value (cost of $1,682, $1,000 and $0, respectively) | 1,771 | 1,136 | |
Short-term investments, at cost | 1,779 | 196 | 1,149 |
Other investments, at cost | 945 | 505 | 248 |
Total investments | 49,702 | 28,396 | 21,635 |
Cash and cash equivalents | 25,679 | 43,045 | 47,957 |
Deferred policy acquisition costs, net | 6,192 | 4,389 | 4,030 |
Premiums receivable, net of allowance for credit losses of $39, $38 and $3, respectively | 2,220 | 2,923 | 2,395 |
Ceded unearned premiums | 3,836 | 4,847 | 2,805 |
Reinsurance recoverable on paid losses | 7,767 | 444 | |
Reinsurance recoverable on loss and loss adjustment expense reserves | 17,560 | 3,652 | 120 |
Funds deposited with reinsured companies | 500 | 725 | |
Current income taxes recoverable | 632 | 1,195 | 965 |
Deferred tax asset, net | 855 | 420 | 506 |
Property and equipment, net | 213 | 250 | 234 |
Intangible assets, net of accumulated amortization of $0 and $3, respectively | 6 | ||
Other assets | 867 | 788 | 705 |
Total assets | 115,523 | 90,849 | 82,083 |
LIABILITIES | |||
Loss and loss adjustment expense reserves | 22,091 | 6,971 | 2,123 |
Unearned premium reserves | 32,170 | 25,821 | 23,442 |
Ceded reinsurance premiums payable | 5,786 | 5,229 | 3,283 |
Agency commissions payable | 716 | 497 | 403 |
Premiums collected in advance | 1,887 | 1,128 | 870 |
Funds held under reinsurance treaties | 48 | 73 | |
Accounts payable and other accrued expenses | 4,483 | 2,065 | 1,863 |
Series B Preferred Shares, $25.00 par value, 1,000,000 shares authorized, 120,000 shares issued and outstanding at September 30, 2017, December 31, 2016 and 2015, respectively | 2,744 | 2,708 | 2,593 |
Total liabilities | 69,925 | 44,492 | 34,577 |
Commitments and contingencies | |||
SHAREHOLDERS’ EQUITY | |||
Common stock, $0.001 par value; 10,000,000 shares authorized; 6,136,125, 6,108,125 and 6,358,125 shares issued and 5,984,766, 5,956,766 and 6,358,125 shares outstanding as of September 30, 2017, December 31, 2016 and December 31, 2015 respectively | 6 | 6 | 6 |
Additional paid-in capital | 47,052 | 46,809 | 48,688 |
Retained (deficit) earnings | (480) | 616 | 605 |
Accumulated other comprehensive income (loss) | 29 | (65) | (62) |
Stockholders equity before treasury stock | 46,607 | 47,366 | 49,237 |
Less: treasury stock at cost; 151,359, 151,359 and 223,851 shares as of September 30, 2017, December 31, 2016 and 2015, respectively | (1,009) | (1,009) | (1,731) |
Total shareholders’ equity | 45,598 | 46,357 | 47,506 |
Total liabilities and shareholders’ equity | $ 115,523 | $ 90,849 | $ 82,083 |
Consolidated Balance Sheets (U3
Consolidated Balance Sheets (Unaudited) (Parenthetical) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Amortized cost of fixed income securities | $ 45,252 | $ 26,793 | $ 20,332 |
Equity investments, cost | 1,682 | 1,000 | 0 |
Allowance for doubtful accounts of premiums receivable | 39 | 38 | 3 |
Accumulated amortization | $ 0 | $ 3 | |
Common stock, par value | $ 0.001 | $ 0.001 | $ 0.001 |
Common stock shares, authorized | 10,000,000 | 10,000,000 | 10,000,000 |
Common stock shares, issued | 6,136,125 | 6,108,125 | 6,358,125 |
Common stock shares, outstanding | 5,984,766 | 5,956,766 | 6,358,125 |
Treasury stock, shares | 151,359 | 151,359 | 223,851 |
Series B Preferred Stock [Member] | |||
Preferred stock, par value | $ 25 | $ 25 | $ 25 |
Preferred stock, authorized shares | 1,000,000 | 1,000,000 | 1,000,000 |
Preferred stock shares, issued | 120,000 | 120,000 | 120,000 |
Preferred stock shares,outstanding | 120,000 | 120,000 | 120,000 |
Consolidated Statements of Oper
Consolidated Statements of Operations and Comprehensive Income (Loss) (Unaudited) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Revenue: | ||||||
Net premiums earned | $ 8,632 | $ 7,136 | $ 25,032 | $ 22,869 | $ 30,448 | $ 25,934 |
Net investment income | 248 | 151 | 700 | 393 | 544 | 362 |
Other income | 474 | 345 | 1,262 | 862 | 1,264 | 834 |
Total revenue | 9,354 | 7,632 | 26,994 | 24,124 | 32,256 | 27,130 |
Expenses: | ||||||
Net losses and loss adjustment expenses | 7,795 | 6,443 | 13,809 | 14,917 | 16,372 | 9,939 |
Amortization of deferred policy acquisition costs | 2,755 | 2,095 | 7,867 | 6,148 | 8,492 | 6,571 |
General and administrative expenses | 2,145 | 1,658 | 6,535 | 4,982 | 6,918 | 7,253 |
Loss on termination of Management Services Agreement | 5,421 | |||||
Accretion of discount on Series B Preferred Shares | 93 | 89 | 276 | 263 | 355 | 282 |
Total expenses | 12,788 | 10,285 | 28,487 | 26,310 | 32,137 | 29,466 |
Loss before income tax benefit | (3,434) | (2,653) | (1,493) | (2,186) | 119 | (2,336) |
Income tax benefit | (1,171) | (847) | (397) | (605) | 108 | (663) |
Net loss | $ (2,263) | $ (1,806) | $ (1,096) | $ (1,581) | $ 11 | $ (1,673) |
Net loss per common share: | ||||||
Basic and diluted | $ (0.38) | $ (0.30) | $ (0.18) | $ (0.26) | ||
Basic | $ (0.27) | |||||
Diluted | $ (0.27) | |||||
Weighted average common shares outstanding: | ||||||
Basic and diluted | 5,961,636 | 6,022,983 | 5,958,407 | 6,076,838 | ||
Basic | 6,047,979 | 6,286,706 | ||||
Diluted | 6,047,979 | 6,286,706 | ||||
Consolidated Statements of Comprehensive Income (Loss) | ||||||
Net loss | $ (2,263) | $ (1,806) | $ (1,096) | $ (1,581) | $ 11 | $ (1,673) |
Unrealized gains (losses) on investments available for sale, net of income taxes | 25 | (11) | 94 | 310 | (3) | (61) |
Comprehensive loss | $ (2,238) | $ (1,817) | $ (1,002) | $ (1,271) | $ 8 | $ (1,734) |
Consolidated Statement of Chang
Consolidated Statement of Changes in Shareholders’ Equity - USD ($) $ in Thousands | Preferred Stock [Member] | Common Stock [Member] | Treasury Stock [Member] | Additional Paid-in Capital [Member] | Retained Earnings [Member] | Accumulated Other Comprehensive Income (Loss) [Member] | Total |
Balance at Dec. 31, 2014 | $ 6 | $ 47,631 | $ 2,278 | $ (1) | $ 49,914 | ||
Balance, shares at Dec. 31, 2014 | 6,358,125 | ||||||
Stock compensation expense | 47 | 47 | |||||
Issuance of performance shares and warrants pursuant to MSA termination transaction | 1,010 | 1,010 | |||||
Repurchases of common stock | $ (1,731) | (1,731) | |||||
Repurchases of common stock (shares) | (223,851) | 223,851 | |||||
Net income | (1,673) | (1,673) | |||||
Other comprehensive loss | (61) | (61) | |||||
Balance at Dec. 31, 2015 | $ 6 | $ (1,731) | 48,688 | 605 | (62) | 47,506 | |
Balance, shares at Dec. 31, 2015 | 6,134,274 | 223,851 | |||||
Stock compensation expense | 38 | 38 | |||||
Purchase of treasury stock | $ (1,195) | (1,195) | |||||
Purchase of treasury stock, shares | (177,508) | 177,508 | |||||
Retirement of treasury shares | $ 1,917 | (1,917) | |||||
Retirement of treasury shares, shares | (250,000) | ||||||
Net income | 11 | 11 | |||||
Other comprehensive loss | (3) | (3) | |||||
Balance at Dec. 31, 2016 | $ 6 | $ (1,009) | 46,809 | 616 | (65) | 46,357 | |
Balance, shares at Dec. 31, 2016 | 5,956,766 | 151,359 | |||||
Stock compensation expense | 19 | 19 | |||||
Issuance of common shares | 224 | 224 | |||||
Issuance of common shares, shares | 28,000 | ||||||
Net income | (1,096) | (1,096) | |||||
Other comprehensive loss | 94 | 94 | |||||
Balance at Sep. 30, 2017 | $ 6 | $ (1,009) | $ 47,052 | $ (480) | $ 29 | $ 45,598 | |
Balance, shares at Sep. 30, 2017 | 5,984,766 | 151,359 |
Consolidated Statements of Cash
Consolidated Statements of Cash Flows (Unaudited) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Cash provided by Operating activities: | ||||
Net loss | $ (1,096) | $ (1,581) | $ 11 | $ (1,673) |
Adjustments to reconcile net income to net cash provided by operating activities: | ||||
Issuance of Preferred Shares, Performance Shares, and Warrants pursuant to MSA termination transaction | 3,321 | |||
Accretion of discount on Series B Preferred Shares | 276 | 263 | 355 | 282 |
Charge for impairment of goodwill and other intangible assets | 251 | |||
Net deferred income taxes | (483) | (209) | 87 | (243) |
Stock compensation expense | 19 | 30 | 38 | 47 |
Depreciation expense | 55 | 49 | 67 | 53 |
Changes in operating assets and liabilities: | ||||
Premiums receivable | 703 | 293 | (528) | (309) |
Reinsurance recoverable on paid losses and loss reserves | (21,231) | (7,866) | (3,976) | 243 |
Amounts held on deposit with reinsured companies | 500 | 725 | 225 | (725) |
Ceded unearned premiums | 1,011 | (1,646) | (2,042) | (1,244) |
Deferred policy acquisition costs, net | (1,803) | (339) | (359) | (939) |
Loss and loss adjustment expense reserves | 15,120 | 6,504 | 4,848 | 912 |
Premiums collected in advance | 759 | 819 | 258 | 310 |
Due to related party | (145) | |||
Unearned premium reserves | 6,349 | 2,902 | 2,379 | 5,739 |
Ceded reinsurance premiums payable | 557 | 2,333 | 1,946 | 724 |
Current income taxes recoverable | 563 | (606) | (230) | (1,227) |
Other, net | 2,533 | (12) | 293 | 40 |
Net cash provided by operating activities | 3,832 | 1,659 | 3,372 | 5,417 |
Cash provided by Investing activities: | ||||
Purchases of furniture and equipment | (18) | (81) | (83) | (48) |
Acquisition of entity, net of cash acquired | (305) | |||
Purchases of fixed income securities | (18,459) | (7,424) | (6,461) | (9,817) |
Purchase of equity investments | (682) | (1,000) | (1,000) | |
Purchase of other investments | (440) | (139) | (258) | (248) |
Net purchases of short-term investments | (1,583) | (784) | 953 | 1,050 |
Net cash used in investing activities | (21,182) | (9,428) | (6,849) | (9,368) |
Cash provided by Financing activities: | ||||
Payment of dividends on preferred shares | (240) | (240) | (240) | |
Proceeds from sale of common stock | 224 | |||
Purchases of treasury stock | (1,022) | (1,195) | (1,731) | |
Net cash used in financing activities | (16) | (1,262) | (1,435) | (1,731) |
Net decrease in cash and cash equivalents | (17,366) | (9,031) | (4,912) | (5,682) |
Cash and cash equivalents at beginning of period | 43,045 | 47,957 | 47,957 | 53,639 |
Cash and cash equivalents at end of period | 25,679 | 38,926 | 43,045 | 47,957 |
Cash paid during the period for: | ||||
Income taxes | $ 35 | $ 293 | $ 128 | $ 775 |
Nature of Business
Nature of Business | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Organization, Consolidation and Presentation of Financial Statements [Abstract] | ||
Nature of Business | 1. Nature of Business Maison Insurance Holdings, Inc. was incorporated on October 2, 2012 in the State of Delaware. On November 19, 2013, its legal name was changed from Maison Insurance Holdings, Inc. to 1347 Property Insurance Holdings, Inc. (“PIH”). PIH is a holding company and is engaged, through its subsidiaries, in the property and casualty insurance business. Unless context denotes otherwise, the terms “Company,” “we,” “us,” and “our” refer to 1347 Property Insurance Holdings, Inc., and its subsidiaries. Prior to March 31, 2014, PIH was a wholly owned subsidiary of Kingsway America Inc. (“KAI”). KAI, in turn, is a wholly owned subsidiary of Kingsway Financial Services Inc. (“KFSI”), a publicly owned holding company based in Toronto, Ontario, Canada. On March 31, 2014, PIH completed an initial public offering (“IPO”) of its common stock. On June 13, 2014, PIH completed a follow-on offering of its common stock to the public. Through the combination of the IPO and follow-on offering, PIH issued approximately five million shares of its common stock, while KAI, and entities affiliated with KAI retained one million shares of PIH. On October 25, 2017, KAI entered into a purchase agreement with Fundamental Global Investors, LLC (“FGI”) pursuant to which KAI agreed to sell 900,000 shares of our common stock to FGI or to one of FGI’s affiliate companies in two separate transactions. The first transaction, for the sale of 475,428 shares of our common stock, occurred on November 1, 2017. The second transaction, for the sale of 424,572 shares of our common stock is conditioned on approval of the transaction by both the LDI and FL OIR by January 23, 2018. FGI is affiliated with D. Kyle Cerminara, where he serves as Chief Executive Officer, Co-Founder and Partner, and Lewis M. Johnson, where he serves as President, Co-Founder and Partner. Messrs. Cerminara and Johnson are also members of our Board of Directors. Should the second transaction be consummated, FGI, and entities affiliated with FGI, would own 43% of our outstanding common shares. PIH has three wholly-owned subsidiaries; Maison Insurance Company (“Maison”), a Louisiana-domiciled property and casualty insurance company, Maison Managers, Inc. (“MMI”), a managing general agent, incorporated in the State of Delaware, and ClaimCor, LLC (“ClaimCor”), a Florida based claims and underwriting solutions company. Maison processes claims made by its policyholders through ClaimCor, and also through various third-party claims adjusting companies. MMI has ultimate authority over the claims handling process, while the agencies that we appoint have no authority to settle our claims or otherwise exercise control over the claims process. Maison began providing homeowners insurance, manufactured home insurance and dwelling fire insurance to individuals in Louisiana in December 2012. Maison writes both full peril property policies as well as wind/hail only exposures in Louisiana and distributes its policies through a network of independent insurance agencies. Maison began assuming wind/hail only insurance for commercial properties in Texas beginning in June 2015. In September 2015, Maison began writing manufactured home policies in the State of Texas on a direct basis, and in March 2016, Maison began writing homeowner policies in Texas. In addition to the voluntary policies that Maison writes, Maison has participated in the last five rounds of take-outs from Louisiana Citizens Property Insurance Company (“LA Citizens”), occurring on December 1 st On March 1, 2017, Maison received a certificate of authority from the Florida Office of Insurance Regulation (“FL OIR”) which authorizes Maison to write personal lines insurance in the State of Florida. Pursuant to the consent order issued, Maison has agreed to comply with certain requirements as outlined by the FL OIR until Maison can demonstrate three consecutive years of net income following the Company’s admission into Florida as evidenced by its Annual Statement filed with the FL OIR via the National Association of Insurance Commissioners electronic filing system. Among other requirements, the FL OIR requires the following as conditions related to the issuance of Maison’s certificate of authority: ● Although domiciled in the State of Louisiana, Maison has agreed to comply with the Florida Insurance Code as if Maison were a domestic insurer within the State of Florida; ● Maison has agreed to maintain capital and surplus as to policyholders of no less than $35,000; ● Maison has agreed to receive prior approval from the FL OIR prior to the payment of any dividends; and ● Maison has agreed to receive written approval from the FL OIR regarding any form of policy issued or rate charged to its policyholders prior to utilizing any such form or rate for policies written in the State of Florida. To comply with the consent order, on March 31, 2017, Maison received a capital contribution from PIH in the amount of $16,000. As of September 30, 2017, Maison has not written any insurance policies covering risks in the State of Florida. On September 29, 2017, Maison received authorization from the FL OIR to assume personal lines policies from Florida Citizens Property Insurance Corporation (“FL Citizens”) pursuant to a proposal of depopulation which Maison filed with FL Citizens on August 18, 2017. Accordingly, Maison plans to enter the Florida market via the assumption of policies from FL Citizens in December, 2017. The order approving Maison’s assumption of policies limits the number of policies which Maison may assume in 2017, and also stipulates that Maison maintain catastrophe reinsurance at such levels as deemed appropriate by the FL OIR. MMI serves as the Company’s management services subsidiary, known as a managing general agency, and provides underwriting, policy administration, claims administration, marketing, accounting, and other management services to Maison. MMI contracts primarily with independent agencies for policy sales and services, and also contracts with an independent third-party for policy administration services. As a managing general agency, MMI is licensed by and subject to the regulatory oversight of the Louisiana Department of Insurance (“LDI”), Texas Department of Insurance (“TDI”) and the FL OIR. | 1. Nature of Business Maison Insurance Holdings, Inc. was incorporated on October 2, 2012 in the State of Delaware. On November 19, 2013, the Company changed its legal name from Maison Insurance Holdings, Inc. to 1347 Property Insurance Holdings, Inc. (“PIH”). PIH is a holding company and is engaged, through its subsidiaries, in the property and casualty insurance business. Unless context denotes otherwise, the terms “Company,” “we,” “us,” and “our,” refer to 1347 Property Insurance Holdings, Inc., and its subsidiaries. Prior to March 31, 2014, the Company was a wholly owned subsidiary of Kingsway America Inc. (“KAI”). KAI in turn, is a wholly owned subsidiary of Kingsway Financial Services Inc. (“KFSI”), a publicly owned holding company based in Toronto, Ontario, Canada. On March 31, 2014, the Company completed an initial public offering of its common stock and then on June 13, 2014, the Company completed a follow-on offering. Through the combination of the Company’s IPO and follow-on offering, we issued approximately five million shares of our common stock. As of December 31, 2016 KAI and companies affiliated with KAI held approximately 975,000 shares of our common stock, equivalent to 16.4% of our outstanding shares. PIH has three wholly-owned subsidiaries; Maison Insurance Company (“Maison”), a Louisiana-domiciled property and casualty insurance company, Maison Managers, Inc. (“MMI”), a managing general agent, incorporated in the State of Delaware, and ClaimCor, LLC (“ClaimCor”), a Florida based claims solutions company. Maison began providing homeowners insurance, manufactured home insurance and dwelling fire insurance to individuals in Louisiana in December 2012. Maison writes both full peril property policies as well as wind/hail only exposures in Louisiana and distributes its policies through independent insurance agents. Maison began assuming wind/hail only insurance for commercial properties in Texas beginning in June 2015. In September 2015, Maison began writing manufactured home policies in the State of Texas on a direct basis. In addition to the voluntary policies Maison writes, we have participated in the last five rounds of depopulation programs implemented by Louisiana Citizens Property Insurance Company (“Citizens”), occurring on December 1 st MMI serves as the Company’s management services subsidiary as a general agency providing underwriting, policy administration, claims administration, marketing, financial and other management services to Maison. MMI contracts with independent agents for policy sales and services, and contracts with an independent third-party for policy administration services. As a managing general agency, MMI is licensed by, and subject to the regulatory oversight of both the Louisiana and Texas Departments of Insurance (“LDI” and “TDI”, respectively). On January 2, 2015, the Company completed its acquisition of 100% of the membership interest of ClaimCor, a claims and underwriting technical solutions company. Maison processes claims made by its policyholders through ClaimCor, and also through various third-party claims adjusting companies. |
Significant Accounting Policies
Significant Accounting Policies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Accounting Policies [Abstract] | ||
Significant Accounting Policies | 2. Significant Accounting Policies Basis of Presentation: These statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Principles of Consolidation: The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated upon consolidation. The Use of Estimates in the Preparation of Consolidated Financial Statements: The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures about contingent assets and liabilities at the dates of the consolidated financial statements and the reported amounts of revenues and expenses during the period reported. Actual results could differ from those estimates. Changes in estimates are recorded in the accounting period in which the change is determined. The critical accounting estimates and assumptions in the accompanying consolidated financial statements include the provision for loss and loss adjustment expense reserves (as well as the associated reinsurance recoverable on those reserves), the valuation of fixed income and equity securities, the valuation of net deferred income taxes, the valuation of various securities that we have issued in conjunction with the termination of the management services agreement with 1347 Advisors, LLC, and the valuation of deferred policy acquisition costs. Investments: Investments in fixed income and equity securities are classified as available-for-sale and reported at estimated fair value. Unrealized gains and losses are included in accumulated other comprehensive income (loss), net of tax, until sold or an other-than-temporary impairment is recognized, at which point the cumulative unrealized gains or losses are transferred to the consolidated statement of operations. Other investments include investments in limited liability companies in which the Company’s interests are deemed minor and, therefore, are accounted for under the cost method of accounting, which approximates their fair value. Also included in other investments is a fixed rate certificate of deposit with an original maturity of 15 months. Short-term investments, which consist of investments with maturities between three months and one year, are reported at cost, which approximates fair value due to their short-term nature. Realized gains and losses on sales of investments are determined on a first-in, first-out basis, and are included in net investment income. Interest income is included in net investment income and is recorded as it accrues. The Company accounts for its investments using trade date accounting. The Company conducts a quarterly review to identify and evaluate investments that show objective indications of possible impairment. Impairment is charged to the statement of operations if the fair value of the instrument falls below its amortized cost and the decline is considered other-than-temporary. Factors considered in determining whether a loss is other-than-temporary include the length of time and extent to which fair value has been below cost, the financial condition and near-term prospects of the issuer, and the Company’s ability and intent to hold the investment for a period of time sufficient to allow for any anticipated recovery. Cash and Cash Equivalents: Cash and cash equivalents include cash and highly liquid investments with original maturities of 90 days or less. Premiums Receivable: Premiums receivable include premium balances due and uncollected as well as installment premiums not yet due from our independent agencies and insureds. Premiums receivable are reported net of an estimated allowance for credit losses. Reinsurance: Reinsurance premiums, losses, and loss adjustment expenses are accounted for on a basis consistent with those used in accounting for the original policies issued and the terms of the reinsurance contracts. Premiums and losses ceded to other companies have been reported as a reduction of premium revenue and incurred net losses and loss adjustment expenses. A reinsurance recoverable is recorded for that portion of paid and unpaid losses and loss adjustment expenses that are ceded to other companies. Deferred Policy Acquisition Costs: The Company defers commissions, premium taxes, assessments and other underwriting and agency expenses that are directly related to successful efforts to acquire new or existing insurance policies to the extent they are considered recoverable. Costs deferred on insurance products are amortized over the period in which premiums are earned. Costs associated with unsuccessful efforts or costs that cannot be tied directly to a successful policy acquisition are expensed as incurred, as opposed to being deferred and amortized as the corresponding premium is earned. The method followed in determining the deferred policy acquisition costs limits the deferral to its realizable value by giving consideration to estimated future loss and loss adjustment expenses to be incurred as revenues are earned. Anticipated investment income is included in determining the realizable value of the deferred policy acquisition costs. Changes in estimates, if any, are recorded in the accounting period in which they are determined. Income Taxes: The Company follows the asset and liability method of accounting for income taxes, whereby deferred income tax assets and liabilities are recognized for (i) the differences between the financial statement carrying amount of existing assets and liabilities and their respective tax bases and (ii) loss and tax credit carry-forwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment. Future tax benefits are recognized to the extent that realization of such benefits is more likely than not and a valuation allowance is established for any portion of a deferred tax asset that management believes will not be realized. Current federal income taxes are charged or credited to operations based upon amounts estimated to be payable or recoverable as a result of taxable operations for the current year. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense (benefit). Property and Equipment: Property and equipment is reported at historical cost less accumulated depreciation. Depreciation of property and equipment is recorded on a straight-line basis over estimated useful life which range from seven years for furniture, five years for vehicles, three years for computer equipment, and the shorter of estimated useful life or the term of the lease for leasehold improvements. Property and equipment is estimated to have no salvage value at its useful life-end. Rent expense for the Company’s office leases is recognized on a straight-line basis over the term of the lease. Rent expense was $255 and $258 for the nine months ended September 30, 2017 and 2016, respectively. Loss and Loss Adjustment Expense Reserves: Loss and loss adjustment expense reserves represent the estimated liabilities for reported loss events, incurred but not yet reported loss events and the related estimated loss adjustment expenses. The Company performs a continuing review of its loss and loss adjustment expense reserves, including its reserving techniques as well as the impact of reinsurance on our loss reserves. The loss and loss adjustment expense reserves are also reviewed, at minimum, on an annual basis by qualified third party actuaries. Since the loss and loss adjustment expense reserves are based on estimates, the ultimate liability may be more or less than such reserves. The effects of changes in such estimated reserves are included in the results of income in the period in which the estimates are changed. Such changes in estimates could occur in a future period and may be material to the Company’s results of operations and financial position in such period. Concentration of Credit Risk: Financial instruments which potentially expose the Company to concentrations of credit risk include investments, cash, premiums receivable, and amounts due from reinsurers on losses incurred. The Company maintains its cash with two major U.S. domestic banking institutions and two regional banks headquartered in the Southeastern United States. Such amounts are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250 per institution. At September 30, 2017, the Company held funds on deposit at these institutions in excess of these FDIC insured amounts. The terms of these deposits are on demand to mitigate some of the associated risk. The Company has not incurred losses related to these deposits. The Company has not experienced significant losses related to premiums receivable from its policyholders and management believes that amounts provided as an allowance for credit losses is adequate. The Company has not experienced any losses on amounts due from reinsurers. In order to limit the credit risk associated with amounts potentially due from reinsurers, the Company uses several different reinsurers, all of which have an A.M. Best Rating of A- (Excellent) or better. Absent such rating, the Company has required its reinsurers to place collateral on deposit with an independent institution under a trust agreement for the Company’s benefit. The Company also has risk associated with the lack of geographic diversification due to the fact that through September 30, 2017, Maison exclusively underwrote policies in Louisiana and Texas. The Company insures personal property located in 63 of the 64 parishes in the State of Louisiana. As of September 30, 2017, these policies are concentrated within these parishes, presented as a percentage of our total policies in force in all states, as follows: Jefferson Parish 12.6%, Saint Tammany Parish 12.5%, East Baton Rouge Parish 7.2%, and Livingston Parish 5.1%. No other parish individually has over 5.0% of the policies in force as of September 30, 2017. On a direct basis, Maison writes in 150 of the 254 counties that comprise the State of Texas; however, no single county represents over 5.0% of the Company’s total policies in force as of September 30, 2017. Revenue Recognition: Premium revenue is recognized on a pro rata basis over the term of the respective policy contract. Unearned premium reserves represent the portion of premium written that is applicable to the unexpired term of policies in force. Service charges on installment premiums are recognized as income upon receipt of related installment payments and are reflected in other income. Revenue from other policy fees is deferred and recognized over the terms of the respective policy period, with revenue reflected in other income. Any customer payment received is applied first to any service charge or policy fee due, with the remaining amount applied toward any premium due. Ceded premiums are charged to income over the applicable term of the various reinsurance contracts with third party reinsurers. Ceded unearned premiums represent the unexpired portion of premiums ceded to reinsurers and are reported as an asset on the Company’s consolidated balance sheets. Premiums collected in advance occur when the policyholder premium is paid in advance of the effective commencement period of the policy and are recorded as a liability on the Company’s consolidated balance sheets. Stock-Based Compensation: The Company has accounted for stock-based compensation under the provisions of ASC Topic 718 – Stock Compensation, The Company has also issued restricted stock units (“RSUs”) to certain of its employees which have been accounted for as equity based awards since, upon vesting, they are required to be settled in the Company’s common shares. The Company used a Monte Carlo valuation model to estimate the fair value of these awards upon grant date as the vesting of these RSUs occurs solely upon market-based conditions. The fair value of each RSU is recorded as compensation expense over the derived service period, as determined by the valuation model. Should the market-based condition be achieved prior to the expiration of the derived service period, any unrecognized cost will be recorded as compensation expense in the period in which the RSUs actually vest. Fair Value of Financial Instruments: The carrying values of certain financial instruments, including cash, short-term investments, premiums receivable and accounts payable, approximate fair value due to their short-term nature. The Company measures the fair value of financial instruments in accordance with GAAP, which defines fair value as the exchange price that would be received for an asset (or paid to transfer a liability) in the principal or most advantageous market for the asset (or liability) in an orderly transaction between market participants on the measurement date. GAAP also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. Earnings Per Common Share: Basic earnings per common share is computed using the weighted average number of shares outstanding during the respective period. Diluted earnings per common share assumes conversion of all potentially dilutive outstanding stock options, warrants or other convertible financial instruments. Potential common shares outstanding are excluded from the calculation of diluted earnings per share if their effect is anti-dilutive. Operating Segments: The Company operates in a single segment – property and casualty insurance. | 2. Significant Accounting Policies Basis of Presentation: These statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). Principles of Consolidation: The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated upon consolidation. The Use of Estimates in the Preparation of Consolidated Financial Statements: The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures about contingent assets and liabilities at the dates of the consolidated financial statements and the reported amounts of revenues and expenses during the period reported. Actual results could differ from those estimates. Changes in estimates are recorded in the accounting period in which the change is determined. The critical accounting estimates and assumptions in the accompanying consolidated financial statements include the provision for loss and loss adjustment expense reserves, valuation of fixed income securities, valuation of net deferred income taxes, the valuation of various securities we have issued in conjunction with the termination of the management services agreement with 1347 Advisors, LLC, the valuation of deferred policy acquisition costs, and stock-based compensation expense. Investments: Investments in fixed income and equity securities are classified as available-for-sale and reported at estimated fair value. Unrealized gains and losses are included in accumulated other comprehensive loss, net of tax, until sold or an other-than-temporary impairment is recognized, at which point the cumulative unrealized gains or losses are transferred to the consolidated statement of operations. Limited liability investments include investments in limited liability companies in which the Company’s interests are deemed minor and therefor, are accounted for under the cost method of accounting which approximates their fair value. Short-term investments, which consist of investments with original maturities between three months and one year, are reported at cost, which approximates fair value due to their short-term nature. Realized gains and losses on sales of investments are determined on a first-in, first-out basis, and are included in net investment income. Interest income is included in net investment income and is recorded as it accrues. The Company accounts for its investments using trade date accounting. The Company conducts a quarterly review to identify and evaluate investments that show objective indications of possible impairment. Impairment is charged to the statement of operations if the fair value of the instrument falls below its amortized cost and the decline is considered other-than-temporary. Factors considered in determining whether a loss is other-than-temporary include the length of time and extent to which fair value has been below cost, the financial condition and near-term prospects of the issuer, and the Company’s ability and intent to hold the investment for a period of time sufficient to allow for any anticipated recovery. Cash and Cash Equivalents: Cash and cash equivalents include cash and highly liquid investments with original maturities of 90 days or less. Premiums Receivable: Premiums receivable include premium balances due and uncollected and installment premiums not yet due from agents and insureds. Premiums receivable are reported net of an estimated allowance for credit losses. Reinsurance: Reinsurance premiums, losses, and loss adjustment expenses are accounted for on a basis consistent with those used in accounting for the original policies issued and the terms of the reinsurance contracts. Premiums and losses ceded to other companies have been reported as a reduction of premium revenue and incurred net losses and loss adjustment expenses. A reinsurance recoverable is recorded for that portion of paid and unpaid losses and loss adjustment expenses that are ceded to other companies. Deferred Policy Acquisition Costs: The Company defers commissions, premium taxes and other underwriting and agency expenses that are directly related to successful efforts to acquire new or existing insurance policies to the extent they are considered recoverable. Costs deferred on insurance products are amortized over the period in which premiums are earned. Costs associated with unsuccessful efforts or costs that cannot be tied directly to a successful policy acquisition are expensed as incurred, as opposed to being deferred and amortized as the premium is earned. The method followed in determining the deferred policy acquisition costs limits the deferral to its realizable value by giving consideration to estimated future loss and loss adjustment expenses to be incurred as revenues are earned. Changes in estimates, if any, are recorded in the accounting period in which they are determined. Anticipated investment income is included in determining the realizable value of the deferred policy acquisition costs. Income Taxes: For taxable periods ending on or prior to March 31, 2014, the Company was included in the U.S. consolidated federal income tax return of Kingsway America II Inc. and its eligible U.S. subsidiaries (“KAI Tax Group”). The method of allocating federal income taxes among the companies in the KAI Tax Group is subject to written agreement, approved by each company’s Board of Directors. The allocation is made primarily on a separate return basis, with current credit for any net operating losses or other items utilized in the consolidated federal income tax return. For taxable periods beginning after March 31, 2014, the Company has filed its own U.S. consolidated federal income tax return. The Company follows the asset and liability method of accounting for income taxes, whereby deferred income tax assets and liabilities are recognized for (i) the differences between the financial statement carrying amount of existing assets and liabilities and their respective tax bases and (ii) loss and tax credit carry-forwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment. Future tax benefits are recognized to the extent that realization of such benefits is more likely than not and a valuation allowance is established for any portion of a deferred tax asset that management believes will not be realized. Current federal income taxes are charged or credited to operations based upon amounts estimated to be payable or recoverable as a result of taxable operations for the current year. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense (benefit). Property and Equipment: Property and equipment is reported at historical cost less accumulated depreciation. Depreciation of property and equipment is recorded on a straight-line basis over estimated useful lives which range from seven years for furniture, five years for vehicles, three years for computer equipment, and the shorter of estimated useful life or the term of the lease for leasehold improvements. Property and equipment is estimated to have no salvage value at its useful life-end. Rent expense for the Company’s office leases is recognized on a straight line basis over the term of the lease. Rent expense was $343 and $214 for the years ended December 31, 2016 and 2015, respectively. Loss and Loss Adjustment Expense Reserves: Loss and loss adjustment expense reserves represent the estimated liabilities for reported loss events, incurred but not yet reported loss events and the related estimated loss adjustment expenses. The Company performs a continuing review of its loss and loss adjustment expense reserves, including its reserving techniques and its reinsurance. The loss and loss adjustment expense reserves are also reviewed at minimum, on an annual basis by qualified third party actuaries. Since the loss and loss adjustment expense reserves are based on estimates, the ultimate liability may be more or less than such reserves. The effects of changes in such estimated reserves are included in the results of income in the period in which the estimates are changed. Such changes in estimates could occur in a future period and may be material to the Company’s results of operations and financial position in such period. Concentration of Credit Risk: Financial instruments which potentially expose the Company to concentrations of credit risk include investments, cash, premiums receivable, and amounts due from reinsurers on losses incurred. The Company maintains its cash with two major U.S. domestic banking institutions and three regional banks headquartered in the Southeastern U.S. Such amounts are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250 per institution. At December 31, 2016 the Company held funds in excess of these FDIC insured amounts. The terms of these deposits are on demand to mitigate some of the associated risk. The Company has not incurred losses related to these deposits. The Company has not experienced significant losses related to premiums receivable from its policyholders and management believes that amounts provided as an allowance for credit losses is adequate. The Company has not experienced any losses on amounts due from reinsurers. In order to limit the credit risk associated with amounts potentially due from reinsurers, the Company uses several different reinsurers, all of which have an A.M. Best Rating of A- (Excellent) or better. Absent such rating, the Company has required its reinsurers to place collateral on deposit with an independent institution under a trust agreement for the Company’s benefit. The Company also has risk associated with the lack of geographic diversification due to the fact that Maison primarily underwrites policies in Louisiana and Texas. The Company insures personal property located in 62 of the 64 parishes in the State of Louisiana. As of December 31, 2016, these policies are concentrated within these parishes as follows: Saint Tammany Parish 15.2%, Jefferson Parish 14.2%, East Baton Rouge Parish 7.7%, Orleans Parish 5.6%, Livingston Parish 5.6%, Tangipahoa Parish 5.3%, and Terrebonne Parish 5.2%. No other parish individually has over 5.0% of the total direct policies in force as of December 31, 2016. The remaining 56 parishes combine to equal 33% of our total policies in force as of December 31, 2016. On a direct basis, Maison writes in 105 of the 254 counties that comprise the State of Texas, however no single county represents over 5.0% of our total direct policies in force as of December 31, 2016. Revenue Recognition: Premium revenue is recognized on a pro rata basis over the term of the respective policy contract. Unearned premium reserves represent the portion of premium written that is applicable to the unexpired term of policies in force. Service charges on installment premiums are recognized as income upon receipt of related installment payments and are reflected in other income. Revenue from policy fees is deferred and recognized over the term of the respective policy period, with revenue reflected in other income. Any customer payment received is applied first to any service charge or policy fee due, with the remaining amount applied toward any premium due. Ceded premiums are charged to income over the applicable term of the various reinsurance contracts with third party reinsurers. Ceded unearned premiums represent the unexpired portion of premiums ceded to reinsurers and are reported as an asset on the Company’s consolidated balance sheets. Premiums collected in advance occur when the policyholder premium is paid in advance of the effective commencement period of the policy and are recorded as a liability on the Company’s consolidated balance sheets. Stock-Based Compensation: The Company has accounted for stock-based compensation under the provisions of ASC Topic 718 – Stock Compensation The Company has also issued restricted stock units (“RSUs”) to certain of its employees which have been accounted for as equity based awards since, upon vesting, they are required to be settled in the Company’s common shares. The Company used a Monte Carlo valuation model to estimate the fair value of these awards upon grant date as the vesting of these RSUs occurs solely upon market-based conditions. The fair value of each RSU is recorded as compensation expense over the derived service period, as determined by the valuation model. Should the market-based condition be achieved prior to the expiration of the derived service period, any unrecognized cost will be recorded as compensation expense in the period in which the RSUs actually vest. See Note 11 for further disclosure. Fair Value of Financial Instruments: The carrying values of certain financial instruments, including cash, short-term investments, premiums receivable, accounts payable, and other accrued expenses approximate fair value due to their short-term nature. The Company measures the fair value of financial instruments in accordance with GAAP which defines fair value as the exchange price that would be received for an asset (or paid to transfer a liability) in the principal or most advantageous market for the asset (or liability) in an orderly transaction between market participants on the measurement date. GAAP also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. See Note 15 for further information on the fair value of the Company’s financial instruments. Earnings (loss) Per Common Share: Basic earnings (loss) per common share is computed using the weighted average number of shares outstanding during the respective period. Diluted earnings (loss) per common share assumes conversion of all potentially dilutive outstanding stock options, warrants or other convertible financial instruments. Potential common shares outstanding are excluded from the calculation of diluted earnings (loss) per share if their effect is anti-dilutive. Operating Segments: The Company operates in a single segment – property and casualty insurance. |
Recently Issued Accounting Stan
Recently Issued Accounting Standards | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | ||
Recently Issued Accounting Standards | 3. Recently Issued Accounting Standards ASU 2014-09: Revenue from Contracts with Customers: The FASB has issued ASU No. 2014-09, “Revenue from Contracts with Customers”, and related amendments ASU 2015-14, ASU 2016-10, ASU 2016-12, ASU 2016-20, ASU 2017-05 and ASU 2017-13, (collectively, “Topic 606”). Topic 606 creates a new comprehensive revenue recognition standard that will serve as a single source of revenue guidance for all companies that either enter into contracts with customers to transfer goods or services or enter into contracts for the transfer of non-financial assets, unless those contracts are within the scope of other standards, such as insurance contracts. Topic 606 becomes effective for annual periods beginning after December 15, 2017, and interim periods within those fiscal years. The Company will adopt Topic 606 on the effective date and since virtually all of the Company’s revenues relate to insurance contracts and investment income, the adoption of Topic 606 is not expected to have a material impact on the Company’s revenues. The Company will continue to monitor and examine transactions that could potentially fall within the scope of Topic 606 as such are consummated. ASU 2016-01: Financial Instruments-Overall: In January 2016, the FASB issued ASU 2016-01: Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities ASU 2016-02: Leases: In February 2016, the FASB issued ASU 2016-02: Leases. ASU 2016-02 was issued to improve the financial reporting of leasing transactions. Under current guidance for lessees, leases are only included on the balance sheet if certain criteria, classifying the agreement as a capital lease, are met. This update will require the recognition of a right-of-use asset and a corresponding lease liability, discounted to present value, for all leases that extend beyond 12 months. For operating leases, the asset and liability will be expensed over the lease term on a straight-line basis, with all cash flows included in the operating section of the statement of cash flows. For finance leases, interest on the lease liability will be recognized separately from the amortization of the right-of-use asset in the statement of comprehensive income while the repayment of the principal portion of the lease liability will be classified as a financing activity and the interest component will be included in the operating section of the statement of cash flows. ASU 2016-02 is effective for annual reporting periods beginning after December 15, 2019, and interim periods within those fiscal years beginning after December 15, 2020. Early adoption is permitted. Upon adoption, leases will be recognized and measured at the beginning of the earliest period presented using a modified retrospective approach. The Company has reviewed its existing lessee obligations and has determined that ASU 2016-02 will apply should the Company renew its existing leases, or enter into any new lease agreements. ASU 2016-09: Stock Compensation: In March 2016, the FASB issued ASU 2016-09: Compensation – Stock Compensation: Improvement to Employee Share-Based Payment Accounting ASU 2016-13: Financial Instruments – Credit Losses: In June 2016, the FASB issued ASU 2016-13: Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments. | 3. Recently Issued Accounting Standards ASU 2015-09: Financial Services – Insurance: In May 2015, the Financial Accounting Standards Board (“FASB”) issued Accounting Standards Update (“ASU”) 2015-09: Financial Services – Insurance (Topic 944): Disclosures about Short-Duration Contracts. ASU 2016-01: Financial Instruments-Overall: In January 2016, the FASB issued ASU 2016-01: Financial Instruments-Overall: Recognition and Measurement of Financial Assets and Financial Liabilities ASU 2016-02: Leases: In February 2016, the FASB issued ASU 2016-02: Leases ASU 2016-09: Stock Compensation: In March 2016, the FASB issued ASU 2016-09: Compensation – Stock Compensation: Improvement to Employee Share-Based Payment Accounting ASU 2016-13: Financial Instruments – Credit Losses: In June 2016, the FASB issued ASU 2016-13: Financial Instruments – Credit Losses: Measurement of Credit Losses on Financial Instruments. |
Investments
Investments | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | ||
Investments | 4. Investments A summary of the amortized cost, estimated fair value, and gross unrealized gains and losses on the Company’s investments in fixed income and equity securities at September 30, 2017 and December 31, 2016 is as follows. As of September 30, 2017 (unaudited) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed income securities: U.S. government $ 2,911 $ 6 $ (18 ) $ 2,899 State municipalities and political subdivisions 5,379 12 (26 ) 5,365 Asset-backed securities and collateralized mortgage obligations 16,727 26 (119 ) 16,635 Corporate 20,235 113 (40 ) 20,308 Total fixed income securities 45,252 157 (202 ) 45,207 Equity securities: Common stock 1,571 66 (25 ) 1,612 Warrants to purchase common stock 72 79 (29 ) 122 Rights to purchase common stock 39 3 (5 ) 37 Total equity securities 1,682 148 (59 ) 1,771 Total fixed income and equity securities $ 46,934 $ 305 $ (261 ) $ 46,978 As of December 31, 2016 Fixed income securities: U.S. government $ 1,623 $ 1 $ (20 ) $ 1,604 State municipalities and political subdivisions 2,271 2 (27 ) 2,246 Asset-backed securities and collateralized mortgage obligations 12,095 9 (136 ) 11,968 Corporate 10,804 28 (91 ) 10,741 Total fixed income securities 26,793 40 (274 ) 26,559 Equity securities: Common stock 1,000 136 — 1,136 Total equity securities 1,000 136 — 1,136 Total fixed income and equity securities $ 27,793 $ 176 $ (274 ) $ 27,695 The table below summarizes the Company’s fixed income securities at September 30, 2017 by contractual maturity periods. Actual results may differ as issuers may have the right to call or prepay obligations, with or without penalties, prior to the contractual maturity of these obligations. Matures in: Amortized Cost Estimated Fair Value One year or less $ 2,416 $ 2,415 More than one to five years 19,759 19,757 More than five to ten years 11,780 11,804 More than ten years 11,297 11,231 Total $ 45,252 $ 45,207 The following table highlights, by loss position and security type, those fixed income and equity securities in unrealized loss positions as of September 30, 2017 and December 31, 2016. The tables segregate the holdings based on the period of time the investments have been continuously held in unrealized loss positions. There were 149 and 122 fixed income investments that were in unrealized loss positions as of September 30, 2017 and December 31, 2016, respectively. The Company held 12 equity investments in unrealized loss positions as of September 30, 2017. Less than 12 Months Greater than 12 Months Total As of September 30, 2017 Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Fixed income securities: U.S. government $ 2,041 $ (18 ) $ 175 $ — $ 2,216 $ (18 ) State municipalities and political subdivisions 2,357 (13 ) 589 (13 ) 2,946 (26 ) Asset-backed securities and collateralized mortgage obligations 11,682 (83 ) 1,675 (36 ) 13,357 (119 ) Corporate 6,568 (23 ) 556 (16 ) 7,124 (39 ) Total fixed income securities 22,648 (137 ) 2,995 (65 ) 25,643 (202 ) Equity securities: — — Common stock 237 (25 ) — — 237 (25 ) Warrants to purchase common stock 23 (29 ) — — 23 (29 ) Rights to purchase common stock 18 (5 ) — — 18 (5 ) Total equity securities 278 (59 ) — 278 (59 ) Total fixed income and equity securities $ 22,926 $ (196 ) $ 2,995 $ (65 ) $ 25,921 $ (261 ) As of December 31, 2016 Fixed income securities: U.S. government $ 1,303 $ (20 ) $ — $ — $ 1,303 $ (20 ) State municipalities and political subdivisions 1,537 (27 ) — — 1,537 (27 ) Asset-backed securities and collateralized mortgage obligations 9,552 (133 ) 460 (3 ) 10,012 (136 ) Corporate 5,952 (91 ) — — 5,952 (91 ) Total fixed income securities $ 18,344 $ (271 ) $ 460 $ (3 ) $ 18,804 $ (274 ) Under the terms of the certificate of authority granted to Maison by the Texas Department of Insurance, Maison is required to pledge securities totaling at least $2,000 with the State of Texas. Maison deposited the required securities with the State of Texas on May 13, 2015. These securities consist of various fixed income securities listed in the preceding tables which have an amortized cost basis of $2,001 and estimated fair value of $1,998 as of September 30, 2017. The Company’s other investments are comprised of investments in two limited partnerships which seek to provide equity and asset-backed debt investment in a variety of privately-owned companies. The Company has committed to a total investment of $1,000, of which the limited partnerships have drawn down approximately $645 through September 30, 2017. One of these limited partnerships is managed by Argo Management Group, LLC, an entity which, as of April 21, 2016 is wholly owned by KFSI (see Note 12 – Related Party Transactions). The Company has accounted for its investments under the cost method as the instruments do not have readily determinable fair values and the Company does not exercise significant influence over the operations of the limited partnerships or the underlying privately-owned companies. Also included in other investments is a certificate of deposit in the amount of $300 with an original term of 18 months deposited with the State of Florida pursuant to the terms of the certificate of authority issued to Maison from the FL OIR. Other-than-Temporary Impairment: The establishment of an other-than-temporary impairment on an investment requires a number of judgments and estimates. The Company performs a quarterly analysis of the individual investments to determine if declines in market value are other-than-temporary. The analysis includes some or all of the following procedures as deemed appropriate by the Company: ● considering the extent and length of time during which the market value has been below cost; ● identifying any circumstances which management believes may impact the recoverability of the unrealized loss positions; ● obtaining a valuation analysis from a third-party investment manager regarding the intrinsic value of these investments based upon their knowledge and experience combined with market-based valuation techniques; ● reviewing the historical trading volatility and trading range of the investment and certain other similar investments; ● assessing if declines in market value are other-than-temporary for debt instruments based upon the investment grade credit ratings from third-party credit rating agencies; ● assessing the timeliness and completeness of principal and interest payment due from the investee; and ● assessing the Company’s ability and intent to hold these investments until the impairment may be recovered. The risks and uncertainties inherent in the assessment methodology used to determine declines in market value that are other-than-temporary include, but may not be limited to, the following: ● the opinions of professional investment managers could be incorrect; ● the past trading patterns of investments may not reflect their future valuation trends; ● the credit ratings assigned by credit rating agencies may be incorrect due to unforeseen events or unknown facts related to the investee company’s financial situation; and ● the historical debt service record of an investment may not be indicative of future performance and may not reflect a company’s unknown underlying financial problems. The Company has reviewed currently available information regarding the investments it holds which have estimated fair values that are less than their carrying amounts and believes that these unrealized losses are primarily due to temporary market and sector-related factors rather than to issuer-specific factors. The Company does not intend to sell these investments in the short term, and it is not likely that it will be required to sell these investments before the recovery of their amortized cost. Accordingly, all of the Company’s investments were in good standing and there were no write-downs for other-than-temporary impairments on the Company’s investments for the nine months ended September 30, 2017 and 2016. The Company does not have any exposure to subprime mortgage-backed investments. Net investment income for the three and nine months ended September 30, 2017 and 2016 was as follows: Three months ended September 30, Nine months ended September 30, (unaudited) 2017 2016 2017 2016 Investment income: Interest on fixed income securities $ 231 $ 123 $ 548 $ 332 Interest on cash and cash equivalents 30 34 126 89 Realized gain upon sale of securities 4 — 68 — Other — 5 — 7 Gross investment income 265 162 742 428 Investment expenses (17 ) (11 ) (42 ) (35 ) Net investment income $ 248 $ 151 $ 700 $ 393 | 4. Investments A summary of the amortized cost, estimated fair value, and gross unrealized gains and losses on fixed income securities classified as available-for-sale at December 31, 2016 and 2015 is as follows. As of December 31, 2016 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed income securities: U.S. government $ 1,623 $ 1 $ (20 ) $ 1,604 State municipalities and political subdivisions 2,271 2 (27 ) 2,246 Asset-backed securities and collateralized mortgage obligations 12,095 9 (136 ) 11,968 Corporate 10,804 28 (91 ) 10,741 Total fixed income securities 26,793 40 (274 ) 26,559 Equity securities: Common stock 1,000 136 — 1,136 Total equity securities 1,000 136 — 1,136 Total fixed income and equity securities $ 27,793 $ 176 $ (274 ) $ 27,695 As of December 31, 2015 Fixed income securities: U.S. government $ 650 $ — $ (3 ) $ 647 State municipalities and political subdivisions 1,656 2 (7 ) 1,651 Asset-backed securities and collateralized mortgage obligations 9,123 14 (55 ) 9,082 Corporate 8,903 16 (61 ) 8,858 Total fixed income securities $ 20,332 $ 32 $ (126 ) $ 20,238 The table below summarizes the Company’s fixed income securities at December 31, 2016 by contractual maturity periods. Actual results may differ as issuers may have the right to call or prepay obligations, with or without penalties, prior to the contractual maturity of these obligations. Matures in: Amortized Cost Estimated Fair Value One year or less $ 1,827 $ 1,828 More than one to five years 12,737 12,678 More than five to ten years 3,987 3,918 More than ten years 8,242 8,135 Total $ 26,793 $ 26,559 The following table highlights the aggregate unrealized loss position and security type, those fixed income securities in unrealized loss positions as of December 31, 2016 and December 31, 2015. The tables segregate the holdings based on the period of time the investments have been continuously held in unrealized loss positions. There were 122 and 107 fixed income investments that were in unrealized loss positions as of December 31, 2016 and December 31, 2015, respectively. The Company held no equity securities in unrealized loss positions at either date. Less than 12 Months Greater than 12 Months Total As of December 31, 2016 Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Fixed income securities: U.S. government $ 1,303 $ (20 ) $ — $ — $ 1,303 $ (20 ) State municipalities and political subdivisions 1,537 (27 ) — — 1,537 (27 ) Asset-backed securities and collateralized mortgage obligations 9,552 (133 ) 460 (3 ) 10,012 (136 ) Corporate 5,952 (91 ) — — 5,952 (91 ) Total investments in fixed income securities $ 18,344 $ (271 ) $ 460 $ (3 ) $ 18,804 $ (274 ) As of December 31, 2015 Fixed income securities: U.S. government $ 346 $ (3 ) $ — $ — $ 346 $ (3 ) State municipalities and political subdivisions 1,014 (7 ) — — 1,014 (7 ) Asset-backed securities and collateralized mortgage obligations 7,472 (55 ) — — 7,472 (55 ) Corporate 5,236 (61 ) — — 5,236 (61 ) Total investments in fixed income securities $ 14,068 $ (126 ) $ — $ — $ 14,068 $ (126 ) Under the terms of the certificate of authority granted to Maison by the Texas Department of Insurance, Maison is required to pledge securities totaling approximately $2,000 with the State of Texas. These securities consist of cash in the amount of $300 as well as various fixed income securities listed in the preceding tables which have an amortized cost basis of $1,701 and estimated fair value of $1,692 as of December 31, 2016. The Company’s limited liability investments are comprised of investments in two limited partnerships which seek to provide equity and asset-backed debt investment in a variety of privately-owned companies. The Company has committed to a total investment of $1,000, of which the limited partnerships have drawn down approximately $505 through December 31, 2016. One of these limited partnerships is managed by Argo Management Group, LLC, an entity which, as of April 21, 2016, is wholly owned by KFSI. The Company has accounted for its limited liability investments under the cost method as the instruments do not have readily determinable fair values and the Company does not exercise significant influence over the operations of the limited partnerships or the underlying privately-owned companies. Other-than-Temporary Impairment: The establishment of an other-than-temporary impairment on an investment requires a number of judgments and estimates. The Company performs a quarterly analysis of the individual investments to determine if declines in market value are other-than-temporary. The analysis includes some or all of the following procedures as deemed appropriate by the Company: ● considering the extent, and length of time during which the market value has been below cost; ● identifying any circumstances which management believes may impact the recoverability of the unrealized loss positions; ● obtaining a valuation analysis from a third-party investment manager regarding the intrinsic value of these investments based upon their knowledge and experience combined with market-based valuation techniques; ● reviewing the historical trading volatility and trading range of the investment and certain other similar investments; ● assessing if declines in market value are other-than-temporary for debt instruments based upon the investment grade credit ratings from third-party credit rating agencies; ● assessing the timeliness and completeness of principal and interest payment due from the investee; and ● assessing the Company’s ability and intent to hold these investments until the impairment may be recovered The risks and uncertainties inherent in the assessment methodology used to determine declines in market value that are other-than-temporary include, but may not be limited to, the following: ● the opinions of professional investment managers could be incorrect; ● the past trading patterns of investments may not reflect their future valuation trends; ● the credit ratings assigned by credit rating agencies may be incorrect due to unforeseen events or unknown facts related to the investee company’s financial situation; and ● the historical debt service record of an investment may not be indicative of future performance and may not reflect a company’s unknown underlying financial problems. The Company has reviewed currently available information regarding its investments with estimated fair values that are less than their carrying amounts and believes that these unrealized losses are primarily due to temporary market and sector-related factors rather than to issuer-specific factors. The Company does not intend to sell these investments in the short term, and it is not likely that it will be required to sell these investments before the recovery of their amortized cost. Accordingly, all of the Company’s investments were deemed to be in good standing and not impaired as of December 31, 2016 and 2015. Additionally, there were no write-downs for other-than-temporary impairments on the Company’s investments for the years then ended. The Company does not have any exposure to subprime mortgage-backed investments. Net investment income for the years ended December 31, 2016 and 2015 is as follows: Year Ended December 31, 2016 2015 Investment income: Interest on fixed income securities $ 471 $ 285 Interest on cash and cash equivalents 129 114 Realized gains on sale of fixed income securities 9 — Gross investment income 609 399 Investment expenses (65 ) (37 ) Net investment income $ 544 $ 362 |
Reinsurance
Reinsurance | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Reinsurance Disclosures [Abstract] | ||
Reinsurance | 5. Reinsurance The Company reinsures, or cedes, a portion of its written premiums on a per risk and excess of loss basis to non-affiliated insurers in order to limit its loss exposure. Although reinsurance is intended to reduce the Company’s exposure risk, the ceding of insurance does not legally discharge the Company from its primary liability for the full amount of coverage under its policies. If our reinsurers fail to meet their obligations under the applicable reinsurance agreements, the Company would still be required to pay the insured for the loss. Under the Company’s per-risk treaty, reinsurance recoveries are received for up to $1,750 in excess of a retention of $250 for each loss occurring prior to June 1, 2017. Effective June 1, 2017, the Company amended its per-risk treaty such that recoveries are received for up to $1,600 in excess of a retention of $400 for each loss occurring on June 1, 2017 or thereafter. The Company has ceded $405 and $438 in written premiums under its per-risk treaties for the nine months ended September 30, 2017 and 2016, respectively. The Company’s excess of loss treaties are based upon a treaty year beginning on June 1 st st For both the treaty years beginning June 1, 2016 and June 1, 2017, the Company’s excess of loss treaties cover losses of up to $170,000 in excess of a $5,000 retention per event. For any event above $175,000, the Company again purchased top, drop and aggregate coverage, with an additional limit of $25,000. The $25,000 aggregate coverage applies in total to all events occurring during each of the treaty years. The Company has ceded $16,021 and $14,976 in written premiums under its excess of loss treaties for the nine months ended September 30, 2017 and 2016, respectively. In June 2015, we began writing business through a quota-share agreement with Brotherhood Mutual Insurance Company (“Brotherhood”). Through this agreement, we act as a reinsurer, and have assumed wind/hail only exposures on certain churches and related structures that Brotherhood insures throughout the State of Texas. Our quota-share percentage varies from 25%-100% of the wind/hail premium written by Brotherhood, dependent upon the geographic location (coastal areas versus non-coastal areas) within the State of Texas. For the nine months ended September 30, 2017, we have written $1,427 in assumed premiums through our agreement with Brotherhood, compared to $1,367 in assumed premiums for the same period in 2016. On December 1, 2016, we participated TWIA’s inaugural depopulation program whereby Maison assumed personal lines policies for wind and hail only exposures along the Gulf Coast area of Texas. The depopulation program was structured such that Maison reinsures TWIA under a 100% quota share agreement. For the nine months ended September 30, 2017, we have written $1,401 in assumed premiums through the TWIA quota share agreement. The impact of reinsurance treaties on the Company’s financial statements is as follows: (unaudited) Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Premium written: Direct $ 16,533 $ 13,457 $ 45,989 $ 38,117 Assumed 630 509 2,828 1,367 Ceded (6,051 ) (5,973 ) (16,426 ) (15,414 ) Net premium written $ 11,112 $ 7,993 $ 32,391 $ 24,070 Premium earned: Direct $ 14,056 $ 12,037 $ 40,015 $ 34,455 Assumed 851 509 2,454 1,367 Ceded (6,275 ) (5,410 ) (17,437 ) (12,953 ) Net premium earned $ 8,632 $ 7,136 $ 25,032 $ 22,869 Losses and LAE incurred: Direct $ 20,451 $ 12,529 $ 31,297 $ 25,985 Assumed 5,734 562 8,937 2,340 Ceded (18,390 ) (6,648 ) (26,425 ) (13,408 ) Net losses and LAE incurred $ 7,795 $ 6,443 $ 13,809 $ 14,917 | 5. Reinsurance The Company reinsures, or cedes, a portion of its written premiums on a per-risk and an excess of loss basis to non-affiliated insurers in order to limit its loss exposure. Although reinsurance is intended to reduce the Company’s exposure risk, the ceding of insurance does not legally discharge the Company from its primary liability for the full amount of coverage under its policies. If our reinsurers fail to meet their obligations under the applicable reinsurance agreements, the Company would still be required to pay the insured for the loss. Under the Company’s per-risk treaties, reinsurance recoveries are received for up to $1,750 in excess of a retention of $250 for each risk. The Company ceded $569 and $342 in written premiums under its per-risk treaties for the years ended December 31, 2016 and 2015 respectively. The Company’s excess of loss treaties are based upon a treaty year beginning on June 1 st st On June 1, 2016 the Company entered into a new excess of loss treaties whereby for each catastrophic event occurring within a 144-hour period, the Company receives reinsurance recoveries of up to $170,000 in excess of a $5,000 retention per event. For any event above $175,000, the Company purchased aggregate coverage, with an additional limit of $25,000 and subject to a franchise deductible of $125 for each 144-hour occurrence. The $25,000 aggregate coverage applies in total to all events occurring during the June 1, 2016 to May 31, 2017 treaty year. The aggregate loss the Company could retain for two catastrophes occurring during the treaty year is $7,000. The Company ceded $19,972 and $13,080 in written premiums under its excess of loss treaties for the years ended December 31, 2016 and 2015, respectively. In June 2015, we began writing business through a quota-share agreement with Brotherhood Mutual Insurance Company (“Brotherhood”). Through this agreement, we act as a reinsurer, and have assumed wind/hail only exposures on certain churches and related structures Brotherhood insures throughout the State of Texas. Our quota-share percentage varies from 35%-100% of wind/hail premium written by Brotherhood, dependent upon the geographic location (coastal versus non-coastal) within the State of Texas. As of December 31, 2016, we have written $1,150 in assumed premiums on 522 policies through the Brotherhood agreement. On December 1, 2016 we participated TWIA’s inaugural depopulation program whereby Maison assumed policies for wind and hail only exposures along the Gulf Coast area of Texas. The depopulation program was structured such that Maison reinsures TWIA under a 100% quota share agreement. As of December 31, 2016, we have written $186 in assumed premiums on approximately 1,300 policies through the TWIA quota share agreement. The impact of reinsurance treaties on the Company’s financial statements is as follows: Year Ended December 31, 2016 2015 Premium written: Direct $ 49,991 $ 42,677 Assumed 1,336 1,174 Ceded (20,541 ) (13,422 ) Net premium written $ 30,786 $ 30,429 Premium earned: Direct $ 46,851 $ 37,699 Assumed 2,096 413 Ceded (18,499 ) (12,178 ) Net premium earned $ 30,448 $ 25,934 Losses and LAE incurred: Direct $ 28,372 $ 10,316 Assumed 3,414 90 Ceded (15,414 ) (467 ) Net losses and LAE incurred $ 16,372 $ 9,939 |
Deferred Policy Acquisition Cos
Deferred Policy Acquisition Costs | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Deferred Policy Acquisition Costs Disclosures [Abstract] | ||
Deferred Policy Acquisition Costs | 6. Deferred Policy Acquisition Costs Deferred policy acquisition costs (“DPAC”) consist primarily of commissions, premium taxes, assessments and other policy processing fees incurred which are related to successful efforts to acquire new or renewal insurance contracts. Acquisition costs deferred on insurance products are amortized over the period in which the related revenues are earned. Costs associated with unsuccessful efforts or costs that cannot be tied directly to a successful policy acquisition are expensed as incurred. DPAC as well as the related amortization expense associated with DPAC for the three and nine months ended September 30, 2017 and 2016, is as follows: (unaudited) Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Balance, beginning of period, net $ 5,545 $ 4,139 $ 4,389 $ 4,030 Additions 3,402 2,325 9,670 6,487 Amortization (2,755 ) (2,095 ) (7,867 ) (6,148 ) Balance, September 30, net $ 6,192 $ 4,369 $ 6,192 $ 4,369 | 6. Deferred Policy Acquisition Costs Deferred policy acquisition costs (“DPAC”) consist primarily of commissions, premium taxes, assessments and other policy processing fees incurred which are related to successful efforts to acquire new or renewal insurance contracts. Acquisition costs deferred on insurance products are amortized over the period in which the related revenues are earned. Costs associated with unsuccessful efforts or costs that cannot be tied directly to a successful policy acquisition are expensed as incurred. DPAC as well as the related amortization expense associated with DPAC for the years ended December 31, 2016 and 2015 is as follows: Year Ended December 31, 2016 2015 Balance, January 1, net $ 4,030 $ 3,091 Additions 8,851 7,510 Amortization (8,492 ) (6,571 ) Balance, December 31, net $ 4,389 $ 4,030 |
Loss and Loss Adjustment Expens
Loss and Loss Adjustment Expense Reserves | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Insurance Loss Reserves [Abstract] | ||
Loss and Loss Adjustment Expense Reserves | 7. Loss and Loss Adjustment Expense Reserves The Company continually revises its estimates of the ultimate financial impact of claims made. A significant degree of judgment is required to determine amounts recorded in the consolidated financial statements for the provision for loss and loss adjustment expense (“LAE”) reserves. The process for establishing this provision reflects the uncertainties and significant judgmental factors inherent in predicting future results of both known and unknown loss events. The process of establishing the provision for loss and LAE reserves relies on the judgment and opinions of a large number of individuals, including the opinions of the Company’s independent actuaries. The Company’s evaluation of the adequacy of loss and loss adjustment expense reserves includes a re-estimation of the liability for loss and LAE reserves relating to each preceding financial year compared to the liability that was previously established. The results of this comparison and the changes in the provision, net of amounts recoverable from reinsurers, for the nine months ended September 30, 2017 and 2016 were as follows: (unaudited) Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Balance, beginning of period, gross of reinsurance $ 9,583 $ 5,884 $ 6,971 $ 2,123 Less reinsurance recoverable on loss and LAE expense reserves (6,012 ) (3,431 ) (3,652 ) (120 ) Balance, beginning of period, net of reinsurance 3,571 2,453 3,319 2,003 Incurred related to: Current year 8,717 6,487 15,953 15,090 Prior years (922 ) (44 ) (2,144 ) (173 ) Paid related to: Current year (7,246 ) (5,671 ) (12,060 ) (12,719 ) Prior years 411 36 (537 ) (940 ) Balance, September 30, net of reinsurance 4,531 3,261 4,531 3,261 Plus reinsurance recoverable related to loss and LAE expense reserves 17,560 5,366 17,560 5,366 Balance, September 30, gross of reinsurance $ 22,091 $ 8,627 $ 22,091 $ 8,627 | 7. Loss and Loss Adjustment Expense Reserves The Company continually revises its estimates of the ultimate financial impact of claims made. A significant degree of judgment is required to determine amounts recorded in the consolidated financial statements for the provision for loss and loss adjustment expense (“LAE”) reserves. The process for establishing the provision for loss and loss adjustment expense reserves reflects the uncertainties and significant judgmental factors inherent in predicting future results of both known and unknown loss events. The process of establishing the provision for loss and loss adjustment expense reserves relies on the judgment and opinions of a large number of individuals within the Company. The Company’s evaluation of the adequacy of loss and loss adjustment expense reserves includes a re-estimation of the liability for loss and loss adjustment expense reserves relating to each preceding financial year compared to the liability that was previously established. The following tables illustrate incurred and paid claims development as of December 31, 2016, net of reinsurance, along with cumulative claim frequency and total incurred-but-not-reported (“IBNR”) liabilities as well as paid claims development on reported claims within the net incurred claims amounts. We have presented this information separately for both our homeowners’ multi-peril policies, which includes our traditional dwelling policies and also mobile and manufactured home policies, as well as for our special property policies, which include both our fire and allied lines of business. Our allied lines primarily consist of wind/hail only policies (including those assumed through Citizens and TWIA) as well as the commercial wind/hail only policies we have assumed through our agreement with Brotherhood. The information about incurred and paid claims development for the years ended December 31, 2012 through 2015 is presented as unaudited supplementary information. Cumulative Incurred Losses and LAE, Net of Reinsurance For the Years Ended December 31, As of December 31, 2016 Accident Year 2012 (unaudited) 2013 (unaudited) 2014 (unaudited) 2015 (unaudited) 2016 Total of IBNR Liabilities Plus Expected Development on Reported Losses Cumulative Number of Reported Claims 2012 $ — $ — $ — $ — $ — $ — — 2013 460 380 355 355 — 57 2014 3,680 3,878 4,357 — 557 2015 8,442 7,734 170 1,207 2016 15,862 1,152 2,704 Total – Homeowners Multi-Peril Policies $ 28,308 $ 1,322 4,525 For the Years Ended December 31, As of December 31, 2016 Accident Year 2012 (unaudited) 2013 (unaudited) 2014 (unaudited) 2015 (unaudited) 2016 Total of IBNR Liabilities Plus Expected Development on Reported Losses Cumulative Number of Reported Claims 2012 $ 9,392 $ — $ — $ — $ — $ — — 2013 2,478 2,375 2,363 2,400 — 406 2014 115 120 120 — 33 2015 1,331 1,142 30 191 2016 891 448 232 Total – Special Property Policies $ 4,553 $ 478 862 For the Years Ended December 31, As of December 31, 2016 Accident Year 2012 (unaudited) 2013 (unaudited) 2014 (unaudited) 2015 (unaudited) 2016 Total of IBNR Liabilities Plus Expected Development on Reported Losses Cumulative Number of Reported Claims 2012 $ 9,392 $ — $ — $ — $ — $ — — 2013 2,938 2,755 2,718 2,755 — 463 2014 3,795 3,998 4,477 — 590 2015 9,773 8,876 200 1,398 2016 16,753 1,600 2,936 Total – All Lines $ 32,861 $ 1,800 5,387 Cumulative Paid Losses and LAE, Net of Reinsurance For the Years Ended December 31, Accident Year 2012 (unaudited) 2013 (unaudited) 2014 (unaudited) 2015 (unaudited) 2016 2012 $ — $ — $ — $ — $ — 2013 309 352 355 355 2014 2,925 3,674 4,058 2015 6,867 7,426 2016 13,745 Total Paid Losses and LAE, net of reinsurance – Homeowners Multi-Peril Policies $ 25,584 Liability for Losses and LAE, net of reinsurance – Homeowners Multi-Peril Policies $ 2,724 For the Years Ended December 31, Accident Year 2012 (unaudited) 2013 (unaudited) 2014 (unaudited) 2015 (unaudited) 2016 2012 $ — $ — $ — $ — $ — 2013 2,275 2,325 2,346 2,340 2014 99 120 120 2015 1,124 1,112 2016 386 Total Paid Losses and LAE, net of reinsurance – Special Property Policies $ 3,958 Liability for Losses and LAE, net of reinsurance – Special Property Policies $ 595 For the Years Ended December 31, Accident Year 2012 (unaudited) 2013 (unaudited) 2014 (unaudited) 2015 (unaudited) 2016 2012 $ — $ — $ — $ — $ — 2013 2,584 2,677 2,701 2,695 2014 3,024 3,794 4,178 2015 7,991 8,538 2016 14,131 Total Paid Losses and LAE, net of reinsurance – All Lines $ 29,542 Liability for Losses and LAE, net of reinsurance – All Lines $ 3,319 A reconciliation of the net incurred and paid loss development tables to the liability for loss and loss adjustment expenses on the balance sheet is as follows. As of December 31, 2016 2015 Net Liability for Loss and LAE Reserves Homeowners Multi-Peril Policies $ 2,724 $ 1,780 Special Property Policies 595 223 Liability for Loss and LAE, net of reinsurance – All Lines $ 3,319 $ 2,003 Reinsurance Recoverable on Loss and LAE Reserves Homeowners Multi-Peril Policies $ 2,565 $ 120 Special Property Policies 1,087 — Reinsurance Recoverable on Loss and LAE Reserves – All Lines $ 3,652 $ 120 Total Gross Liability for Loss and LAE Reserves – All Lines $ 6,971 $ 2,123 The following supplementary information provides average historical claims duration as of December 31, 2016. Average Annual Percentage Payout of Incurred Losses by Age, Net of Reinsurance (unaudited) Age of loss (in years) 1 2 3 4 Homeowners Multi-Peril Policies 84.2 % 4.8 % 1.4 % — % Special Property Policies 85.3 % 1.3 % 0.4 % — % All Lines 84.4 % 4.3 % 1.2 % — % |
Income Taxes
Income Taxes | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Income Taxes | 8. Income Taxes Actual income tax expense for the three and nine months ended September 30, 2017 and 2016 varies from the amount that would result by applying the applicable statutory federal income tax rate of 34% to income before income taxes as summarized in the following table: (unaudited) Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Income tax benefit at statutory income tax rate $ (1,168 ) $ (902 ) $ (508 ) $ (743 ) State income tax (net of federal tax benefit) (5 ) 54 104 131 Other 2 1 7 7 Income tax benefit $ (1,171 ) $ (847 ) $ (397 ) $ (605 ) The Company carries a net deferred income tax asset of $855 and $420 as of September 30, 2017 and December 31, 2016, respectively, all of which the Company believes is more likely than not to be fully realized based upon management’s assessment of future taxable income. Significant components of the Company’s net deferred tax assets are as follows: (unaudited) September 30, 2017 December 31, 2016 Deferred income tax assets: Loss and loss adjustment expense reserves $ 49 $ 35 Unearned premium reserves 2,055 1,503 Net operating loss carryforwards 736 235 Share-based compensation 335 316 Other 308 270 Deferred income tax assets $ 3,483 $ 2,359 Deferred income tax liabilities: Deferred policy acquisition costs $ 2,105 $ 1,492 State deferred taxes 444 397 Other 79 50 Deferred income tax liabilities $ 2,628 $ 1,939 Net deferred income tax assets $ 855 $ 420 As of September 30, 2017, the Company had no unrecognized tax benefits. The Company analyzed its tax positions in accordance with the provisions of Accounting Standards Codification Topic 740, Income Taxes | 8. Income Taxes A summary of income tax expense (benefit) is as follows: Year Ended December 31, 2016 2015 Current income tax expense (benefit) $ 20 $ (452 ) Deferred income tax expense (benefit) 88 (211 ) Total income tax expense (benefit) $ 108 $ (663 ) Actual income tax expense (benefit) differs from the income tax expense computed by applying the applicable effective federal and state tax rates to income before income tax expense (benefit) as follows: Year ended December 31, 2016 2015 $ % $ % Provision for taxes at U.S. statutory marginal income tax rate of 34% $ 40 34.0 % $ (794 ) 34.0 % Nondeductible expenses 15 12.4 % 20 (0.8 )% State tax (net of federal benefit) 53 44.4 % 105 (4.5 )% Other — — % 6 (0.3 )% Income tax expense (benefit) $ 108 90.8 % $ (663 ) 28.4 % Deferred income taxes reflect the net tax effects of temporary differences between carrying amounts of assets and liabilities for financial reporting purposes as compared to the amounts used for income tax purposes. Significant components of the Company’s net deferred tax assets are as follows: As of December 31, 2016 2015 Deferred income tax assets: Loss and loss adjustment expense reserves $ 35 $ 22 Unearned premium reserves 1,503 1,462 Net operating loss carryforwards 235 284 Share-based compensation 316 264 Other 270 278 Deferred income tax assets $ 2,359 $ 2,310 Deferred income tax liabilities: Deferred policy acquisition costs $ 1,492 $ 1,370 State deferred taxes 397 378 Other 50 56 Deferred income tax liabilities $ 1,939 $ 1,804 Net deferred income tax assets $ 420 $ 506 The Company has recorded a net deferred tax asset of $420 and $506 as of December 31, 2016 and December 31, 2015, respectively. Realization of net deferred tax asset is dependent on generating sufficient taxable income in future periods. Management believes that it is more likely than not that the deferred tax assets will be realized and as such no valuation allowance has been recorded against the net deferred tax asset. Management considers the scheduled reversal of deferred tax liabilities, projected future taxable income and tax planning strategies in making this assessment. As of December 31, 2016, based upon the level of historical taxable income and projections for future taxable income over the periods in which the deferred tax assets are deductible, management believes it is more likely than not that the Company will realize the benefits of these deductible differences. When assessing the need for valuation allowances, the Company considers future taxable income and ongoing prudent and feasible tax planning strategies. Should a change in circumstances lead to a change in judgment about the ability to realize the deferred tax assets in future years, the Company would record valuation allowances as deemed appropriate in the period that the change in circumstances occurs, along with a corresponding charge to net income. The resolution of tax reserves and changes in valuation allowances could be material to the Company’s results of operations for any period, but is not expected to be material to the Company’s financial position. As of December 31, 2016 the Company had net operating loss carryforwards (“NOLs”) for federal income tax purposes of approximately $691 which will be available to offset future taxable income. As a result of certain changes in ownership and pursuant to Section 382 of the Internal Revenue Code of 1986, as amended, these NOLs are subject to a yearly limitation. The amount and expiration date of the NOL carryforwards are as follows: Year of Occurrence Year of Expiration Amount 2013 2032 $ 684 2014 2033 7 Total $ 691 Based upon the results of the Company’s analysis and the application of ASC 740-10, management has determined that all material tax positions meet the recognition threshold and can be considered as highly certain tax positions. This is based on clear and unambiguous tax law, and the Company is confident that the full amount of each tax position will be sustained upon possible examination. Accordingly, the full amount of the tax positions is anticipated to be recognized in the financial statements. The Company files federal income tax returns as well as multiple state and local tax returns. The Company’s consolidated federal and state income tax returns for the years 2012 - 2015 are open for review by the Internal Revenue Service (“IRS”) and the various state taxing authorities. |
Purchase of ClaimCor LLC
Purchase of ClaimCor LLC | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Purchase of ClaimCor LLC | 9. Purchase of ClaimCor LLC On January 2, 2015, the Company acquired a 100% interest in ClaimCor, a Florida domiciled independent adjusting company in order to complement the Company’s strategic plan and growth objectives by entering into the insurance services outsourcing industry. Under the terms of the membership interest purchase agreement, the purchase price was $323, paid by the Company, in cash, at closing. Pursuant to the purchase agreement, the previous managing members of ClaimCor entered into a non-compete agreement with the Company, whereby the members will not engage in, continue in, or carry on any business that competes with ClaimCor for a period of three years from the date of purchase. The ClaimCor purchase was accounted for under the acquisition method as outlined in ASC Topic 805 – Business Combinations. Cash $ 18 Accounts receivable 132 Intangible asset: Non-compete agreement 9 Intangible asset: Customer base 43 Goodwill 211 Other assets 7 Total assets $ 420 Accounts payable 89 Other liabilities 8 Total liabilities assumed $ 97 Net assets acquired $ 323 As a result of the purchase, we initially recorded goodwill in the amount of $211 on our consolidated balance sheet as of January 2, 2015. The goodwill was not amortized, but rather subject to impairment testing on, at minimum, an annual basis. We also recognized the estimated fair value of the non-compete agreement as well as a customer base asset as part of the ClaimCor acquisition at a combined total of $52 as of January 2, 2015. The non-compete agreement was amortized over a two year period and on December 31, 2016, the remaining unamortized balance of the non-compete agreement was charged to operations due to its de-minimus nature. The customer base asset was to be amortized over an estimated useful-life of 5 years. The Company recognized expense related to the amortization of these assets in the amount of $6 and $11 for the years ended December 31, 2016 and 2015, respectively. In the fourth quarter 2015, after analyzing ClaimCor’s performance in comparison to management’s expectations and forecasts at the time of acquisition, the Company noted that an impairment to the value of the goodwill and other intangibles which were recorded was likely. Accordingly, the Company’s analysis resulted in a charge of $246 associated with the impairment of goodwill and the customer base asset and has been charged to general and administrative expense for the year ended December 31, 2015. The Company used a date of December 1, 2015 for purposes of calculating the impairment charges. |
Net Earnings (Loss) Per Share
Net Earnings (Loss) Per Share | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Earnings Per Share [Abstract] | ||
Net Earnings (Loss) Per Share | 9. Net Loss Per Share Net loss per share is computed by dividing net loss by the weighted average number of common shares and common share equivalents outstanding during the periods presented. In calculating diluted loss per share, those potential common shares that are found to be anti-dilutive are excluded from the calculation. The table below provides a summary of the numerators and denominators used in determining basic and diluted loss per share for the three and nine months ended September 30, 2017 and 2016. (unaudited) Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Basic and Diluted: Net loss $ (2,263 ) $ (1,806 ) $ (1,096 ) $ (1,581 ) Weighted average common shares outstanding 5,961,636 6,022,983 5,958,407 6,076,838 Loss per common share $ (0.38 ) $ (0.30 ) $ (0.18 ) $ (0.26 ) The following potentially dilutive securities outstanding as of September 30, 2017 and 2016 have been excluded from the computation of diluted weighted-average shares outstanding as their effect would be anti-dilutive. (unaudited) As of September 30, 2017 2016 Options to purchase common stock 177,456 210,489 Warrants to purchase common stock 1,906,875 1,906,875 Restricted stock units 20,500 20,500 Performance shares 475,000 475,000 2,579,831 2,612,864 | 10. Net Earnings (Loss) Per Share Net earnings (loss) per share is computed by dividing net income (loss) by the weighted average number of common shares and common share equivalents outstanding during the periods presented. In calculating diluted earnings per share, those potential common shares that are found to be anti-dilutive are excluded from the calculation. The table below provides a summary of the numerators and denominators used in determining basic and diluted earnings (loss) per share for the years ended December 31, 2016 and 2015. Year Ended December 31, 2016 2015 Basic: Net income (loss) $ 11 $ (1,673 ) Weighted average common shares outstanding 6,047,979 6,286,706 Basic earnings (loss) per common share $ — $ (0.27 ) Diluted: Net income (loss) $ 11 $ (1,673 ) Weighted average common shares outstanding 6,047,979 6,286,706 Dilutive stock options outstanding — — Diluted weighted average common shares outstanding 6,047,979 6,286,706 Diluted earnings (loss) per common share $ — $ (0.27 ) The following potentially dilutive securities outstanding as of December 31, 2016 and 2015 have been excluded from the computation of diluted weighted-average shares outstanding as their effect would be anti-dilutive. As of December 31, 2016 2015 Options to purchase common stock 177,456 210,489 Warrants to purchase common stock 1,906,875 1,906,875 Restricted stock units 20,500 20,500 Performance shares (Note 13) 475,000 475,000 2,579,831 2,612,864 |
Options, Warrants, and Restrict
Options, Warrants, and Restricted Stock Units & Equity Incentive Plan | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Options, Warrants, and Restricted Stock Units & Equity Incentive Plan | 10. Options, Warrants, and Restricted Stock Units The Company has established an equity incentive plan for employees and directors of the Company (the “Plan”). The purpose of the Plan is to create incentives designed to motivate recipients to contribute toward the Company’s growth and success, and also to attract and retain persons of outstanding competence, and provide such persons with an opportunity to acquire an equity interest in the Company. The types of awards available for issuance under the Plan include non-qualified stock options, restricted stock, restricted stock units (“RSUs”), performance shares, performance cash awards, and other stock-based awards. The Plan provides for the issuance of 354,912 shares of common stock. As of September 30, 2017, both stock options and RSUs had been issued to the Company’s employees under the Plan resulting in 156,956 shares available for future issuance under the Plan. There were no grants, exercises, or cancellations of the Company’s stock options for the nine months ended September 30, 2017. The following table summarizes the Company’s stock options outstanding as of September 30, 2017. Stock Options Outstanding as of September 30, 2017 (unaudited) Date of Grant Exercise Price ($) Expiration Date Remaining Contractual Life (Years) Number Outstanding Number Exercisable 03/31/2014 8.00 03/31/2019 1.50 163,301 143,704 04/04/2014 8.69 04/04/2019 1.51 14,155 12,456 Total 177,456 156,160 On May 29, 2015, the Compensation Committee of the Company’s Board of Directors granted RSUs to certain of its executive officers under the Plan. Each RSU granted entitles the grantee to one share of the Company’s common stock upon the vesting date of the RSU. The RSUs vest as follows: (i) 50% upon the date that the closing price of the Company’s common stock equals or exceeds $10.00 per share; and (ii) 50% upon the date that the closing price of the Company’s common stock equals or exceeds $12.00 per share. Prior to the vesting of the RSUs, the grantee will not be entitled to any dividends declared on the Company’s common stock. The RSUs do not expire; however, should the grantee discontinue employment with the Company for any reason other than death or disability, all unvested RSUs will be deemed forfeited on the date employment is discontinued. On May 23, 2017, the Compensation Committee of the Company’s Board of Directors approved the potential issuance of RSUs to the Company’s Chief Operating Officer, Mr. Case. Mr. Case will be awarded two matching RSUs for each share of the Company’s common stock that he purchases on the open market or directly from the Company during the period beginning May 23, 2017 and ending June 15, 2018, up to a maximum of 136,054 RSUs. Each RSU will entitle Mr. Case to one share of the Company’s common stock upon the vesting date of the RSU, which shall vest 20% per year over a period of five years following the date granted, subject to Mr. Case’s continued employment with the Company. Mr. Case will also be required to maintain ownership of the shares purchased through the full five-year vesting period. The RSUs will be issued to Mr. Case outside of the Plan as an inducement grant material to Mr. Case entering into employment with the Company. Through September 30, 2017, Mr. Case had purchased 50,092 shares of the Company’s common stock, of which 28,000 restricted common shares were purchased directly from the Company. On May 31, 2017, the Compensation Committee of the Company’s Board of Directors approved the potential issuance of additional RSUs to the Company’s Officers and Directors under the Plan. The number of RSUs to be granted will be based upon the number of shares of the Company’s common stock that each participating Officer and Director purchases in open market transactions, independently, and without assistance from the Company, during the period beginning May 31, 2017 and ending November 30, 2017 (the “Purchase Period”). At the end of the Purchase Period, the Company will issue to each participating Officer and Director a total of two RSUs for each share of the Company’s common stock purchased during the Purchase Period, subject to a maximum of 40,000 RSUs for the Company’s Chief Executive Officer, Mr. Raucy, 40,000 RSUs for the Company’s Chief Financial Officer, Mr. Hill, 20,000 RSUs for the Company’s Chief Underwriting Officer, Mr. Stroud, and 6,666 RSUs for each of the Company’s non-employee Directors. Each RSU will entitle the grantee to one share of the Company’s common stock upon the vesting date of the RSU, which shall vest 20% per year over a period of five years following the date granted, subject to each Officer’s continued employment with the Company and each Director’s continued service on the Board, provided that if a Director makes himself available and consents to be nominated by the Company for continued service but is not nominated by the Board for election by the shareholders, other than for good reason as determined by the Board in its discretion, then such director’s RSUs shall vest in full as of his last date of service as a director with the Company. Participating Officers and Directors will be required to maintain ownership of the shares purchased through the full five-year vesting period. Pursuant to the arrangement, a maximum number of 139,996 RSUs may be granted to the Company’s Officers and Directors at the end of the Purchase Period under the Plan. Through September 30, 2017, the Company’s Officers and Directors had purchased 41,565 shares of the Company’s common stock. The following table summarizes RSU activity for the nine months ended September 30, 2017. Restricted Stock Units Number of Units Weighted Average Grant Date Fair Value Non-vested units, December 31, 2016 20,500 $ 1.34 Granted — — Vested — — Forfeited — — Non-vested units, September 30, 2017 (unaudited) 20,500 $ 1.34 Total stock based compensation expense for the nine months ended September 30, 2017 and 2016 was $19 and $30, respectively. As of September 30, 2017, total unrecognized stock compensation expense of $11 remained, which will be recognized through March 31, 2018. There were no grants, exercises, or cancellations of the Company’s common stock warrants for the nine months ended September 30, 2017. The following table summarizes the Company’s warrants outstanding as of September 30, 2017. Date of Grant Exercise Price ($) Expiration Date Remaining Contractual Life (Years) Number Outstanding and Exercisable 03/31/2014 9.60 03/31/2019 1.50 312,500 03/31/2014 10.00 03/31/2019 1.50 94,375 02/24/2015 15.00 02/24/2022 4.41 1,500,000 Total 1,906,875 | 11. Equity Incentive Plan The Company has established a stock option incentive plan for employees and directors of the Company (the “Plan”). The purpose of the Plan is to create incentives designed to motivate recipients to significantly contribute toward the Company’s growth and success, and also to attract and retain persons of outstanding competence, and provide such persons with an opportunity to acquire an equity interest in the Company. The Plan is administered by a committee appointed by the Board of Directors. All members of such committee must be non-employee directors and independent directors as defined in the Plan. Subject to the limitations set forth in the Plan, the committee has the authority to grant awards as well as determine the general provisions of each award including the purchase price, term, number of shares, and performance criteria, and also to establish vesting schedules and other terms and conditions of the award. In April 2015, the Company’s shareholders approved an amendment to the Plan to allow for the issuance of additional award types under the Plan. In addition to non-qualified stock options issuable under the Plan, the amendment provides for the issuance of restricted stock, restricted stock units (“RSUs”), performance shares, performance cash awards, and other stock-based awards. The Plan provides for the issuance of 354,912 shares of common stock. As of December 31, 2016, both stock options and RSUs had been issued to the Company’s employees under the Plan resulting in 156,956 shares available for future issuance under the Plan. Stock option information for the two years ended December 31, 2016 is as follows. Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Weighted Average Grant Date Fair Value Aggregate Intrinsic Value Common Stock Options Outstanding, January 1, 2015 210,489 $ 8.05 3.62 $ 0.96 $ — Exercisable, January 1, 2015 125,308 $ 8.04 3.18 $ 0.88 $ — Granted — — Exercised — — Cancelled — — Outstanding, December 31, 2015 210,489 $ 8.05 2.81 $ 0.96 $ — Exercisable, December 31, 2015 146,603 $ 8.04 2.62 $ 0.90 $ — Granted — — Exercised — — Cancelled (33,033 ) 8.00 Outstanding, December 31, 2016 177,456 $ 8.06 2.25 $ 1.07 $ — Exercisable, December 31, 2016 134,865 $ 8.06 2.25 $ 1.07 $ — A summary of the status of the Company’s non-vested employee stock options is as follows. Shares Weighted Average Grant Date Fair Value Non-Vested Common Stock Options Non-vested, January 1, 2015 85,181 $ 1.07 Granted — — Vested (21,295 ) 1.07 Cancelled — — Non-vested, December 31, 2015 63,886 $ 1.07 Granted — — Vested (21,295 ) 1.07 Cancelled — — Non-vested, December 31, 2016 42,591 $ 1.07 On May 29, 2015, the Company’s Board of Directors granted RSUs to certain of its executive officers under the Plan. Each RSU granted entitles the grantee to one share of the Company’s common stock upon the vesting date of the RSU. The RSUs vest as follows: (i) 50% upon the date that the closing price of the Company’s common stock equals or exceeds $10.00 per share and; (ii) 50% upon the date that the closing price of the Company’s common stock equals or exceeds $12.00 per share. Prior to the vesting of the RSUs, the grantee will not be entitled to any dividends declared on the Company’s common stock. The RSUs do not expire, however, should the grantee discontinue employment with the Company for any reason other than death or disability, all unvested RSUs will be deemed forfeited on the date employment is discontinued. The following table summarizes RSU activity for the two years ended December 31, 2016. Restricted Stock Units Number of Units Weighted Average Grant Date Fair Value Non-vested units, January 1, 2015 — $ — Granted 20,500 1.34 Vested — — Forfeited — — Non-vested units, December 31, 2015 20,500 $ 1.34 Granted — — Vested — — Forfeited — — Non-vest units, December 31, 2016 20,500 $ 1.34 Total stock based compensation expense for the years ended December 31, 2016 and 2015 was $38 and $47, respectively. As of December 31, 2016, total unrecognized stock compensation expense of $30 remains, which will be recognized ratably through March 31, 2018. Stock warrants issued, exercised and outstanding as of December 31, 2016 are as follows. Shares Weighted Average Exercise Price Common Stock Warrants Outstanding, January 1, 2015 406,875 $ 9.69 Exercisable, January 1, 2015 312,500 $ 9.60 Granted 1,500,000 15.00 Exercised — Cancelled — Outstanding, December 31, 2015 1,906,875 $ 13.87 Exercisable, December 31, 2015 1,906,875 $ 13.87 Granted — — Exercised — — Cancelled — — Outstanding, December 31, 2016 1,906,875 $ 13.87 Exercisable, December 31, 2016 1,906,875 $ 13.87 On March 31, 2014, the Company issued warrants to purchase 94,375 shares of its common stock to the underwriters of the Company’s IPO. Each warrant entitles the holder to purchase one common share of PIH at a price of $10.00 per share at any time after March 31, 2015 and prior to expiry on March 31, 2019. Also on March 31, 2014, in connection with the conversion of Series A Preferred Shares then outstanding into the Company’s common shares, the Company issued warrants to purchase 312,500 shares of the Company’s common stock to Fund Management Group LLC, an entity of which the Company’s Chairman of the Board, Gordon G. Pratt, is a Managing Member and controlling equity holder. Each warrant issued to Fund Management Group LLC entitles the holder to purchase one share of common stock at a price equal to $9.60, subject to certain adjustments under a warrant agreement (the “Warrant Agreement”). The warrants have an expiry date of March 31, 2019 and vested upon issuance. The warrants may be redeemable by the Company at a price of $0.01 per warrant during any period in which the closing price of the Company’s common shares is at or above $14.00 per share for 20 consecutive trading days. The warrant holder is entitled to a 30-day notice prior to the date of such redemption. The details of the Company’s remaining warrants issued and outstanding are discussed in Note 13 – Related Party Transactions, below. |
Shareholders' Equity
Shareholders' Equity | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
SHAREHOLDERS’ EQUITY | ||
Shareholders' Equity | 11. Shareholders’ Equity Treasury Shares On December 1, 2014, the Company’s Board of Directors authorized a share repurchase program for up to 500,000 shares of the Company’s common stock, which expired on December 31, 2016. Through December 31, 2016, the Company has repurchased an aggregate 401,359 shares at an aggregate purchase price of $2,927, or $7.29 per share, including all fees and commissions. On January 29, 2016, the Company retired 250,000 of its treasury shares, resulting in a reclassification of the purchase price of $1,917 to additional paid in capital. | 12. Shareholders’ Equity Treasury Shares On December 1, 2014, the Company’s Board of Directors authorized a share repurchase program for up to 500,000 shares of the Company’s common stock which expired on December 31, 2016. Through December 31, 2016, the Company has repurchased an aggregate 401,359 shares at an aggregate purchase price of $2,927, or $7.29 per share, including all fees and commissions. On January 29, 2016, the Company retired 250,000 of its treasury shares, resulting in a reclassification of the purchase price of $1,917 to additional paid in capital. |
Related Party Transactions
Related Party Transactions | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Related Party Transactions [Abstract] | ||
Related Party Transactions | 12. Related Party Transactions Related party transactions are carried out in the normal course of operations and are measured in part by the amount of consideration paid or received as established and agreed by the parties. Management believes that consideration paid for such services in each case approximates fair value. Except where disclosed elsewhere in these consolidated financial statements, the following is a summary of related party transactions. Performance Share Grant Agreement On March 26, 2014, the Company entered into a Performance Share Grant Agreement (“PSGA”) with KAI, whereby KAI will be entitled to receive up to an aggregate of 375,000 shares of PIH common stock upon achievement of certain milestones regarding the Company’s stock price. Pursuant to the terms of the PSGA, if at any time the last sales price of the Company’s common stock equals or exceeds: (i) $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period, KAI will receive 125,000 shares of the Company’s common stock; (ii) $15.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period, KAI will receive 125,000 shares of the Company’s common stock (in addition to the 125,000 shares of common stock earned pursuant to clause (i) herein); and (iii) $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period, KAI will receive 125,000 shares of the Company’s common stock (in addition to the 250,000 shares of common stock earned pursuant to clauses (i) and (ii) herein). The shares of common stock granted to KAI will have a valuation equal to the last sales price of PIH common stock on the day prior to such grant. As of September 30, 2017, the Company has not issued any shares under the PSGA. Termination of Management Services Agreement As a result of the termination of the Management Services Agreement (“MSA”), which occurred on February 24, 2015, the Company has issued the following securities to 1347 Advisors, LLC (“Advisors”), a wholly owned subsidiary of KFSI: ● 100,000 shares of the Company’s common stock issuable pursuant to the Performance Shares Grant Agreement dated February 24, 2015, and subject to the achievement of the Milestone Event; ● 120,000 shares of Series B Preferred Stock of the Company (the “Preferred Shares”); and ● A warrant (the “Warrant”) to purchase 1,500,000 shares of the Company’s common stock at an exercise price of $15.00 per share. The Warrant expires on February 24, 2022. The Performance Shares Grant Agreement grants Advisors 100,000 shares of the Company’s common stock issuable upon the date that the last sales price of the Company’s common stock equals or exceeds $10.00 per share for any 20 trading days within any 30-day trading period (the “Milestone Event”). Advisors will not be entitled to any dividends declared or paid on the Company’s stock prior to the Milestone Event having been achieved. The Preferred Shares have a par value of $25.00 and pay annual cumulative dividends at a rate of eight percent per annum. Cumulative dividends shall accrue, whether or not declared by the Board and irrespective of whether there are funds legally available for the payment of dividends. Accrued dividends shall be paid in cash only when, as, and if declared by the Board out of funds legally available therefor or upon a liquidation or redemption of the Preferred Shares. In the event of any voluntary of involuntary liquidation, dissolution, or winding up of the Company, the holders of the Preferred Shares then outstanding shall be entitled to be paid out of the assets of the Company available for distributions to its shareholders, before any payment shall be made to holders of securities junior in preference to the Preferred Shares. The Preferred Shares rank senior to the Company’s common stock, and the Company is not permitted to issue any other series of preferred stock that ranks equal or senior to the Preferred Shares while the Preferred Shares are outstanding. On both February 24, 2017 and 2016, the Company issued a cash payment of $240 to Advisors representing annual dividend payments due on the Preferred Shares. Unless redeemed earlier by the Company as discussed below, with the written consent of the holders of the majority of the Preferred Shares then outstanding, the Company will be required to redeem the Preferred Shares then outstanding on February 24, 2020 (the “Mandatory Redemption Date”), for a redemption amount equal to $25.00 per share plus all accrued and unpaid dividends on such shares. The Company has the option to redeem the Preferred Shares prior to the Mandatory Redemption Date immediately prior to the consummation of any change in control of the Company that may occur. Since the Preferred Shares have a mandatory redemption provision requiring redemption on February 24, 2020, the Company was required to classify the Preferred Shares as a liability on the balance sheet instead of recording the value of these shares in equity. The resulting liability was recorded at a discount to the ultimate redemption amount of the Preferred Shares based upon an analysis of the cash payments expected to occur under the terms of the Preferred Shares discounted for the Company’s estimated cost of equity (13.9%). As a result, amortization in the amount of $1,889 will be charged to operations during the period the Preferred Shares are outstanding using the effective interest method. For the nine months ended September 30, 2017 and 2016, amortization of the discount on the Preferred Shares totaled $276 and $263, respectively. Investment in Limited Liability Company On April 21, 2016, KFSI completed the acquisition of Argo Management Group LLC (“Argo”). Argo’s primary business is to act as the Managing Member of Argo Holdings Fund I, LLC, an investment fund in which the Company has committed to invest $500, of which the Company has invested $211 as of September 30, 2017. The managing member of Argo, Mr. John T. Fitzgerald, was also appointed to KFSI’s board of directors on April 21, 2016. | 13. Related Party Transactions Related party transactions are carried out in the normal course of operations and are measured in part by the amount of consideration paid or received as established and agreed by the parties. Management believes that consideration paid for such services in each case approximates fair value. Except where disclosed elsewhere in these consolidated financial statements, the following is a summary of related party transactions. Performance Share Grant Agreement On March 26, 2014, the Company entered into a Performance Share Grant Agreement (“PSGA”) with KAI, whereby KAI will be entitled to receive up to an aggregate of 375,000 shares of PIH common stock upon achievement of certain milestones regarding the Company’s stock price. Pursuant to the terms of the PSGA, if at any time the last sales price of the Company’s common stock equals or exceeds: (i) $12.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period, KAI will receive 125,000 shares of the Company’s common stock; (ii) $15.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period, KAI will receive 125,000 shares of the Company’s common stock (in addition to the 125,000 shares of common stock earned pursuant to clause (i) herein); and (iii) $18.00 per share (as adjusted for stock splits, stock dividends, reorganizations, recapitalizations and the like) for any 20 trading days within any 30-trading day period, KAI will receive 125,000 shares of the Company’s common stock (in addition to the 250,000 shares of common stock earned pursuant to clauses (i) and (ii) herein). The shares of common stock granted to KAI will have a valuation equal to the last sales price of PIH common stock on the day prior to such grant. As of December 31, 2016, the Company has not issued any shares under the PSGA. Termination of Management Services Agreement As a result of the termination of the Management Services Agreement (“MSA”), which occurred on February 24, 2015, the Company has issued the following securities to 1347 Advisors, LLC (“Advisors”), a wholly owned subsidiary of KFSI. ● The Performance Shares Grant Agreement dated February 24, 2015. ● 120,000 shares of Series B Preferred Stock of the Company (the “Preferred Shares”) ● A warrant (the “Warrant”) to purchase 1,500,000 shares of the Company’s common stock at an exercise price of fifteen dollars per share. The Warrant expires seven years from date of issuance. The Performance Shares Grant Agreement grants Advisors 100,000 shares of the Company’s common stock issuable upon the date that the last sales price of the Company’s common stock equals or exceeds ten dollars per share for any twenty trading days within any 30-day trading period (the “Milestone Event”). Advisors will not be entitled to any dividends declared or paid on the Company’s stock prior to the Milestone Event having been achieved. The Preferred Shares have a par value of twenty five dollars and pay annual cumulative dividends at a rate of eight percent per annum. Cumulative dividends shall accrue, whether or not declared by the Board and irrespective of whether there are funds legally available for the payment of dividends. Accrued dividends shall be paid in cash only when, as, and if declared by the Board out of funds legally available therefor or upon a liquidation or redemption of the Preferred Shares. In the event of any voluntary of involuntary liquidation, dissolution, or winding up of the Company, the holders of the Preferred Shares then outstanding shall be entitled to be paid out of the assets of the Company available for distributions to its shareholders, before any payment shall be made to holders of securities junior in preference to the Preferred Shares. The Preferred Shares rank senior to the Company’s common stock, and the Company is not permitted to issue any other series of preferred stock that ranks equal or senior to the Preferred Shares while the Preferred Shares are outstanding. On February 22, 2016 the Company’s board of directors authorized a dividend payment on the Preferred Shares for shareholders of record as of February 23, 2016. Accordingly, on February 24, 2016, the Company issued a cash payment of $240 to Advisors representing the first annual dividend payment the Company has made on the Preferred Shares. Unless redeemed earlier by the Company as discussed below, with the written consent of the holders of the majority of the Preferred Shares then outstanding, the Company will be required to redeem the Preferred Shares then outstanding on February 24, 2020 (the “Mandatory Redemption Date”), for a redemption amount equal to twenty five dollars per share plus all accrued and unpaid dividends on such shares. The Company has the option to redeem the Preferred Shares prior to the Mandatory Redemption Date immediately prior to the consummation of any change in control of the Company that may occur. Accounting for the termination of the MSA As a result of the termination of the MSA agreement, the Company recognized an expense in the amount of $5,421 for the year ended December 31, 2015 as follows: Year ended December 31, 2015 Cash paid $ 2,000 Issuance of Series B Preferred Shares (recorded at a discount to redemption amount) 2,311 Issuance of Warrants and Performance Shares 1,010 Professional fees incurred in connection with the Buyout 100 Loss on termination of MSA $ 5,421 The Company applied the guidance outlined in ASC 480 – Distinguishing Liabilities from Equity The Company applied the guidance outlined in ASC 505-50 – Equity-Based Payments to Non-Employees Risk-free interest rate 1.79 % Dividend yield — Expected volatility 23.7 % Expected term (in years) 7 We utilized a Monte Carlo simulation model to determine the estimated fair value of the Performance Shares due to the fact that shares are only issuable based upon the achievement of certain market conditions. This pricing model uses multiple simulations to evaluate the probability of achieving the market conditions, as well as a number of other inputs (some of which are Level 3 inputs as defined by the FASB) with respect to the expected volatility and dividend yield (among other inputs) of the Company’s common shares. Based upon these models, the total estimated fair value of both the Warrants and Performance Shares was determined to be $1,010 on the date of grant. |
Accumulated Other Comprehensive
Accumulated Other Comprehensive Income (Loss) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Accumulated Other Comprehensive Income (Loss) | 13. Accumulated Other Comprehensive Income (Loss) The table below details the change in the balance of each component of accumulated other comprehensive income (loss), net of tax, for the three and nine months ended September 30, 2017 and 2016. (unaudited) Three months ended September 30, Nine month ended September 30, 2017 2016 2017 2016 Unrealized gains (losses) on available-for-sale securities: Balance, beginning of period $ 4 $ 259 $ (65 ) $ (62 ) Other comprehensive income (loss) before reclassifications 40 (10 ) 187 478 Amounts reclassified from accumulated other comprehensive income (loss) (3 ) (6 ) (45 ) (8 ) Income taxes (12 ) 5 (48 ) (160 ) Net current-period other comprehensive income (loss) 25 (11 ) 94 310 Balance, September 30 $ 29 $ 248 $ 29 $ 248 | 14. Accumulated Other Comprehensive Loss The table below details the change in the balance of each component of accumulated other comprehensive loss, net of tax, for the years ended December 31, 2016 and 2015. Year Ended December 31, 2016 2015 Unrealized gains (losses) on available-for-sale securities: Balance, January 1 $ (62 ) $ (1 ) Other comprehensive income (loss) before reclassifications 1 (95 ) Amounts reclassified from accumulated other comprehensive loss (6 ) — Income taxes 2 34 Net current-period other comprehensive loss (3 ) (61 ) Balance, December 31 $ (65 ) $ (62 ) |
Fair Value of Financial Instrum
Fair Value of Financial Instruments | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | ||
Fair Value of Financial Instruments | 14. Fair Value of Financial Instruments Fair value is best evidenced by quoted bid or ask price, as appropriate, in an active market. Where bid or ask prices are not available, such as in an illiquid or inactive market, the closing price of the most recent transaction of that instrument subject to appropriate adjustments as required is used. Where quoted market prices are not available, the quoted prices of similar financial instruments or valuation models with observable market based inputs are used to estimate the fair value. These valuation models may use multiple observable market inputs, including observable interest rates, foreign exchange rates, index levels, credit spreads, equity prices, counterparty credit quality, corresponding market volatility levels and option volatilities. Minimal management judgment is required for fair values calculated using quoted market prices or observable market inputs for models. Greater subjectivity is required when making valuation adjustments for financial instruments in inactive markets or when using models where observable parameters do not exist. Also, the calculation of estimated fair value is based on market conditions at a specific point in time and may not be reflective of future fair values. For the Company’s financial instruments carried at cost or amortized cost, the book value is not adjusted to reflect increases or decreases in fair value due to market fluctuations, including those due to interest rate changes, as it is the Company’s intention to hold them until there is a recovery of fair value, which may be to maturity. The Company classifies its investments in fixed income and equity securities as available-for-sale and reports these investments at fair value. Fair values of fixed income securities for which no active market exists are derived from quoted market prices of similar instruments or other third-party evidence. The FASB has issued guidance that defines fair value as the exchange price that would be received for and asset (or paid to transfer a liability) in the principal, or most advantageous market in an orderly transaction between market participants. This guidance also establishes a fair value hierarchy that requires and entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The guidance categorizes assets and liabilities at fair value into one of three different levels depending on the observation of the inputs employed in the measurements, as follows: ● Level 1 – inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets providing the most reliable measurement of fair value since it is directly observable. ● Level 2 – inputs to the valuation methodology which include quoted prices for similar assets or liabilities in active markets. These inputs are observable, either directly or indirectly, for substantially the full-term of the financial instrument. ● Level 3 – inputs to the valuation methodology which are unobservable and significant to the measurement of fair value. Financial instruments measured at fair value as of September 30, 2017 and December 31, 2016 in accordance with this guidance are as follows. September 30, 2017 Level 1 Level 2 Level 3 Total Fixed income securities: U.S. government $ — $ 2,899 $ — $ 2,899 State municipalities and political subdivisions — 5,365 — 5,365 Asset-backed securities and collateralized mortgage Obligations — 16,635 — 16,635 Corporate — 20,308 — 20,308 Total fixed income securities — 45,207 — 45,207 Equity securities: Common stock 1,612 — — 1,612 Warrants to purchase common stock 122 — — 122 Rights to purchase common stock 37 — — 37 Total equity securities 1,771 — — 1,771 Total fixed income and equity securities $ 1,771 $ 45,207 $ — $ 46,978 December 31, 2016 Fixed income securities: U.S. government $ — $ 1,604 $ — $ 1,604 State municipalities and political subdivisions — 2,246 — 2,246 Asset-backed securities and collateralized mortgage Obligations — 11,968 — 11,968 Corporate — 10,741 — 10,741 Total fixed income securities $ — $ 26,559 $ — $ 26,559 Equity securities: Common stock 1,136 — — 1,136 Total equity securities 1,136 — — 1,136 Total fixed income and equity securities $ 1,136 $ 26,559 $ — $ 27,695 | 15. Fair Value of Financial Instruments Fair value is best evidenced by quoted bid or ask price, as appropriate, in an active market. Where bid or ask prices are not available, such as in an illiquid or inactive market, the closing price of the most recent transaction of that instrument subject to appropriate adjustments as required is used. Where quoted market prices are not available, the quoted prices of similar financial instruments or valuation models with observable market based inputs are used to estimate the fair value. These valuation models may use multiple observable market inputs, including observable interest rates, foreign exchange rates, index levels, credit spreads, equity prices, counterparty credit quality, corresponding market volatility levels and option volatilities. Minimal management judgment is required for fair values calculated using quoted market prices or observable market inputs for models. Greater subjectivity is required when making valuation adjustments for financial instruments in inactive markets or when using models where observable parameters do not exist. Also, the calculation of estimated fair value is based on market conditions at a specific point in time and may not be reflective of future fair values. For the Company’s financial instruments carried at cost or amortized cost, the book value is not adjusted to reflect increases or decreases in fair value due to market fluctuations, including those due to interest rate changes, as it is the Company’s intention to hold them until there is a recovery of fair value, which may be to maturity. The Company classifies its investments in fixed income and equity securities as available-for-sale and reports these investments at fair value. Fair values of fixed income securities for which no active market exists are derived from quoted market prices of similar instruments or other third-party evidence. The FASB has issued guidance that defines fair value as the exchange price that would be received for an asset (or paid to transfer a liability) in the principal, or most advantageous market in an orderly transaction between market participants. This guidance also establishes a fair value hierarchy that requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. The guidance categorizes assets and liabilities at fair value into one of three different levels depending on the observation of the inputs employed in the measurements, as follows: ● Level 1 – inputs to the valuation methodology are quoted prices for identical assets or liabilities in active markets providing the most reliable measurement of fair value since it is directly observable. ● Level 2 – inputs to the valuation methodology which include quoted prices for similar assets or liabilities in active markets. These inputs are observable, either directly or indirectly for substantially the full-term of the financial instrument. ● Level 3 – inputs to the valuation methodology which are unobservable and significant to the measurement of fair value. Financial instruments measured at fair value as of December 31, 2016 and 2015 in accordance with this guidance are as follows. As of December 31, 2016 Level 1 Level 2 Level 3 Total Fixed income securities: U.S. government $ — $ 1,604 $ — $ 1,604 State municipalities and political subdivisions — 2,246 — 2,246 Asset-backed securities and collateralized mortgage obligations — 11,968 — 11,968 Corporate — 10,741 — 10,741 Total fixed income securities — 26,559 — 26,559 Equity securities: Common stock 1,136 — — 1,136 Total equity securities 1,136 — — 1,136 Total fixed income and equity securities $ 1,136 $ 26,559 $ — $ 27,695 As of December 31, 2015 Fixed income securities: U.S. government $ — $ 647 $ — $ 647 State municipalities and political subdivisions — 1,651 — 1,651 Asset-backed securities and collateralized mortgage obligations — 9,082 — 9,082 Corporate — 8,858 — 8,858 Total $ — $ 20,238 $ — $ 20,238 |
Statutory Requirements
Statutory Requirements | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Insurance [Abstract] | ||
Statutory Requirements | 15. Statutory Requirements The Company’s insurance subsidiary, Maison, prepares statutory basis financial statements in accordance with accounting practices prescribed or permitted by the LDI. Prescribed statutory accounting practices include state laws, rules and regulations as well as accounting practices and rules as outlined in a variety of publications of the National Association of Insurance Commissioners (“NAIC”). Permitted statutory accounting practices encompass all accounting practices that are not prescribed, but instead have been specifically requested by an insurer and allowed by the state in which the insurer is domiciled (in Maison’s case, Louisiana). Permitted practices may differ from state to state, company to company within a state, and may change in the future. In converting from statutory accounting basis to U.S. GAAP, typical adjustments include the deferral of acquisition costs (which are all charged to operations as incurred on a statutory basis), the inclusion of statutorily non-admitted assets on the balance sheet, the inclusion of net unrealized holding gains or losses related to investments included on the balance sheet, as well as the inclusion of changes in deferred tax assets and liabilities in the statement of operations. Statutory Surplus and Capital Requirements In order to retain its certificate of authority in the States of Louisiana and Florida, Maison is required to maintain a minimum capital surplus of $5,000 and $35,000, respectively. As of September 30, 2017, Maison’s capital surplus was $35,962. The LDI employs risk-based capital (“RBC”) reports to monitor Maison’s financial condition. Risk-based capital is determined in accordance with a formula adopted by the NAIC which takes into consideration the covariance between asset risk, credit risk, underwriting risk, and other business risks. The RBC report determines whether Maison falls into the “no action” level or one of the four action levels set forth in the Louisiana Insurance Code. Furthermore, in order to retain its certificate of authority in the State of Texas, Maison is required to maintain an RBC ratio of 300% or more. As of September 30, 2017, Maison’s RBC ratio was above 300%. States routinely require deposits of assets for the protection of policyholders. As of September 30, 2017, Maison held certificates of deposit with an estimated fair value of approximately $100 and $300 as a deposit with the LDI and FL OIR, respectively. Maison also held investment securities with an estimated fair value of approximately $2,000 as a deposit with the TDI. Surplus Notes PIH, as the parent company of Maison, is subject to the insurance holding company laws of the State of Louisiana, which, among other things, regulate the terms of surplus notes issued by insurers to their parent company. Maison’s capital is comprised of six surplus notes issued to PIH for the total principal amount of $9,000, all of which have been approved by the LDI prior to their issuance. Notes accrue interest at 10% per annum. Interest payments on the notes are due annually, and are also subject to prior approval by the LDI. The Company’s surplus notes, as of September 30, 2017, are as follows. Date of Issuance Maturity Date Principal Amount October 22, 2013 October 22, 2017 $ 650 December 21, 2015 December 21, 2017 850 March 31, 2016 March 31, 2018 550 September 29, 2016 September 29, 2018 3,450 November 14, 2016 November 14, 2018 550 September 28, 2017 September 28, 2019 2,950 $ 9,000 Dividend Restrictions As a Louisiana domiciled insurer, the payment of dividends from our insurance subsidiary is restricted by the Louisiana Insurance Code. Dividends can only be paid if an insurer’s paid-in capital and surplus exceed the minimum required by the Louisiana Insurance Code. Any dividend or distribution that when aggregated with any other dividends or distributions made within the preceding twelve months exceeds the lesser of (a) ten percent of the insurer’s surplus as regards policyholders as of the thirty-first day of December next preceding; or (b) the net income of the insurer, not including realized capital gains, for the twelve month period ending the thirty-first day of December next preceding; is considered to be extra-ordinary and shall not be paid until thirty days after the LDI has received notice of the declaration thereof and has not within that period disapproved the payment, or until the LDI has approved the payment within the thirty-day period. In determining whether a dividend or distribution is extra-ordinary, an insurer may carry forward net income from the previous two calendar years that has not already been paid out in dividends. Furthermore, pursuant to the consent order issued to Maison by the FL OIR, Maison is restricted from paying dividends which have not been approved in advance by the FL OIR. As of September 30, 2017, Maison had not paid any dividends to its sole shareholder, PIH. | 16. Statutory Requirements The Company’s insurance subsidiary, Maison, prepares statutory basis financial statements in accordance with accounting practices prescribed or permitted by the LDI. Prescribed statutory accounting practices include state laws, rules and regulations as well as accounting practices and rules as outlined in a variety of publications of the National Association of Insurance Commissioners (“NAIC”). Permitted statutory accounting practices encompass all accounting practices that are not prescribed, but instead have been specifically requested by an insurer and allowed by the state in which the insurer is domiciled (in Maison’s case, Louisiana). Permitted practices may differ from state to state, or company to company within a state, and may change in the future. In converting from statutory accounting basis to U.S. GAAP, typical adjustments include the deferral of acquisition costs (which are all charged to operations as incurred on a statutory basis), the inclusion of statutorily non-admitted assets on the balance sheet, the inclusion of net unrealized holding gains or losses related to investments included on the balance sheet, as well as the inclusion of changes in deferred tax assets and liabilities in the statement of operations. Statutory Surplus and Capital Requirements In order to retain its certificate of authority in the State of Louisiana, Maison is required to maintain a minimum capital surplus of $5,000. As of December 31, 2016 Maison’s capital surplus was $19,835. The LDI employs risk-based capital (“RBC”) reports to monitor Maison’s financial condition. Risk-based capital is determined in accordance with a formula adopted by the NAIC which takes into consideration the covariance between asset risk, credit risk, underwriting risk, and other business risks. The RBC report determines whether Maison falls into the “no action” level or one of the four action levels set forth in the Louisiana Insurance Code. In order to retain its certificate of authority in the State of Texas, Maison is required to maintain an RBC ratio of 300% or more. As of December 31, 2016, Maison’s RBC ratio was 346%, as a result, our surplus was considered to be in the “no action” level. States routinely require deposits of assets for the protection of policyholders either in those states or for all policyholders. As of December 31, 2016, Maison held investment securities with a fair value of approximately $100 as a deposit with the LDI and cash and investment securities with a fair value of approximately $1,992 as a deposit with the TDI. Surplus Notes PIH, as the parent company of Maison, is subject to the insurance holding company laws of the State of Louisiana, which, among other things, regulate the terms of surplus notes issued by insurers to their parent company. Maison’s capital includes five surplus notes issued to PIH in the amount of $6,050, all of which were approved by the LDI prior to their issuance. Notes accrue interest at 10% per annum. Interest payments on the notes are due annually, and are also subject to prior approval by the LDI. The Company’s surplus notes, as of December 31, 2016, are as follows. Date of Issuance Maturity Date Principal Amount October 22, 2013 October 22, 2017 $ 650 December 21, 2015 December 21, 2017 850 March 31, 2016 March 31, 2018 550 September 29, 2016 September 29, 2018 3,450 November 14, 2016 November 14, 2018 550 $ 6,050 Dividend Restrictions As a Louisiana domiciled insurer, the payment of dividends from our insurance subsidiary is restricted by the Louisiana Insurance Code. Dividends can only be paid if an insurer’s paid-in capital and surplus exceed the minimum required by the Louisiana Insurance Code by one hundred percent or more, or as otherwise provided. Any dividend or distribution that when aggregated with any other dividends or distributions made within the preceding twelve months exceeds the lesser of (a) ten percent of the insurer’s surplus as regards policyholders as of the thirty-first day of December next preceding; or (b) the net income of the insurer, not including realized capital gains, for the twelve month period ending the thirty-first day of December next preceding; is considered to be extra-ordinary and shall not be paid until thirty days after the LDI has received notice of the declaration thereof and has not within that period disapproved the payment, or until the LDI has approved the payment within the thirty-day period. In determining whether a dividend or distribution is extra-ordinary, an insurer may carry forward net income from the previous two calendar years that has not already been paid out in dividends. As of December 31, 2016, Maison had not paid any dividends to its shareholder, PIH. See Note 20 – Subsequent Events, for additional statutory requirements regarding the certificate of authority granted to Maison from the Florida Office of Insurance Regulation. |
Retirement plans
Retirement plans | 12 Months Ended |
Dec. 31, 2016 | |
Retirement Benefits [Abstract] | |
Retirement plans | 17. Retirement plans The 1347 Property Insurance Holdings, Inc. 401(k) Plan (the “Retirement Plan”) was established effective January 1, 2015, as a defined contribution plan. The Retirement Plan is subject to the provisions for the Employee Retirement Income Security Act of 1974 (“ERISA”); eligible employees of the Company and its subsidiaries may participate in the plan. Employees who have completed one month of service are eligible to participate and are permitted to make annual pre and post-tax salary reduction contributions not to exceed the limits imposed by the Internal Revenue Code of 1986, as amended. Contributions are invested at the direction of the employee participant in various money market and mutual funds. The Company matches contributions up to 100% of each participant’s contribution, limited to contributions up to 4% of a participant’s earnings. The Company may also elect to make a profit sharing contribution to the Retirement Plan based upon discretionary amounts and percentages authorized by the Company’s board of directors. For the years ended December 31, 2016 and 2015, the Company made matching contributions to the Retirement Plan in the amount of $75 and $67, respectively. |
Commitments and Contingencies
Commitments and Contingencies | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Commitments and Contingencies | 16. Commitments and Contingencies Legal Proceedings: From time to time, we are involved in legal proceedings and litigation arising in the ordinary course of business. Currently, it is not possible to predict legal outcomes and their impact on the future development of claims. Any such development will be affected by future court decisions and interpretations. Because of these uncertainties, additional liabilities may arise for amounts in excess of the Company’s current reserves. In addition, the Company’s estimate of ultimate loss and loss adjustment expenses may change. These additional liabilities, or increases in estimates, or a range of either, cannot be reasonably estimated, and could result in income statement charges that could be material to the Company’s results of operations in future periods. Operating Lease Commitments: As of September 30, 2017, the Company had the following amounts due under its operating leases for facilities leased in Baton Rouge, Louisiana, and Tampa, Florida. Year ending September 30, 2018 $ 303 2019 298 2020 25 2021 and thereafter — $ 626 | 18. Commitments and Contingencies Legal Proceedings: From time to time, we are involved in legal proceedings and litigation arising in the ordinary course of business. Currently, it is not possible to predict legal outcomes and their impact on the future development of claims. Any such development will be affected by future court decisions and interpretations. Because of these uncertainties, additional liabilities may arise for amounts in excess of the Company’s current reserves. In addition, the Company’s estimate of ultimate loss and loss adjustment expenses may change. These additional liabilities, or increases in estimates, or a range of either, cannot be reasonably estimated, and could result in income statement charges that could be material to the Company’s results of operations in future periods. Operating Lease Commitments: As of December 31, 2016, the Company had the following amounts due under its operating leases for facilities leased in Baton Rouge, Louisiana, and Tampa, Florida. Year ended December 31, 2017 $ 344 2018 291 2019 249 Total $ 884 |
Subsequent Events
Subsequent Events | 12 Months Ended |
Dec. 31, 2016 | |
Subsequent Events [Abstract] | |
Subsequent Events | 19. Subsequent Events Florida Certificate of Authority On March 1, 2017 Maison received a certificate of authority from the Florida Office of Insurance Regulation (“OIR”) which authorizes Maison to write personal lines insurance in the state of Florida. Pursuant to the Consent Order issued, Maison has agreed to comply with certain requirements as outlined by the OIR until Maison can demonstrate three consecutive years of net income following the Company’s admission into Florida as evidenced by its Annual Statement filed with the National Association of Insurance Commissioners. Among other requirements, the OIR requires the following as conditions related to the issuance of Maison’s certificate of authority: ● Although domiciled in the state of Louisiana, Maison agreed to comply with the Florida Insurance Code as if Maison were a domestic insurer within the state of Florida; ● Maison agreed to maintain capital and surplus as to policyholders of no less than $35 million; ● Maison agreed to receive prior approval from the OIR prior to the payment of any dividends and; ● Maison agreed to receive written approval from the OIR regarding any form of policy issued, or rate charged to its policyholders prior to utilizing any such form or rate for policies written in the state of Florida. To comply with the Consent Order, Maison will receive a capital contribution from its parent company, 1347 Property Insurance Holdings, Inc., in the approximate amount of $15 million. This contribution is expected to be in the form of one or more surplus notes as well as a direct contribution to paid in and contributed surplus and is expected to occur prior to March 31, 2017. As of March 16, 2017 Maison has not written any insurance policies covering risks in the state of Florida. |
Significant Accounting Polici26
Significant Accounting Policies (Policies) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Accounting Policies [Abstract] | ||
Basis of Presentation | Basis of Presentation: These statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). | Basis of Presentation: These statements have been prepared in conformity with accounting principles generally accepted in the United States of America (“GAAP”). |
Principles of Consolidation | Principles of Consolidation: The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated upon consolidation. | Principles of Consolidation: The accompanying consolidated financial statements include the accounts of the Company and its subsidiaries. All significant intercompany balances and transactions have been eliminated upon consolidation. |
The Use of Estimates in the Preparation of Consolidated Financial Statements | The Use of Estimates in the Preparation of Consolidated Financial Statements: The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures about contingent assets and liabilities at the dates of the consolidated financial statements and the reported amounts of revenues and expenses during the period reported. Actual results could differ from those estimates. Changes in estimates are recorded in the accounting period in which the change is determined. The critical accounting estimates and assumptions in the accompanying consolidated financial statements include the provision for loss and loss adjustment expense reserves (as well as the associated reinsurance recoverable on those reserves), the valuation of fixed income and equity securities, the valuation of net deferred income taxes, the valuation of various securities that we have issued in conjunction with the termination of the management services agreement with 1347 Advisors, LLC, and the valuation of deferred policy acquisition costs. | The Use of Estimates in the Preparation of Consolidated Financial Statements: The preparation of consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities and disclosures about contingent assets and liabilities at the dates of the consolidated financial statements and the reported amounts of revenues and expenses during the period reported. Actual results could differ from those estimates. Changes in estimates are recorded in the accounting period in which the change is determined. The critical accounting estimates and assumptions in the accompanying consolidated financial statements include the provision for loss and loss adjustment expense reserves, valuation of fixed income securities, valuation of net deferred income taxes, the valuation of various securities we have issued in conjunction with the termination of the management services agreement with 1347 Advisors, LLC, the valuation of deferred policy acquisition costs, and stock-based compensation expense. |
Investments | Investments: Investments in fixed income and equity securities are classified as available-for-sale and reported at estimated fair value. Unrealized gains and losses are included in accumulated other comprehensive income (loss), net of tax, until sold or an other-than-temporary impairment is recognized, at which point the cumulative unrealized gains or losses are transferred to the consolidated statement of operations. Other investments include investments in limited liability companies in which the Company’s interests are deemed minor and, therefore, are accounted for under the cost method of accounting, which approximates their fair value. Also included in other investments is a fixed rate certificate of deposit with an original maturity of 15 months. Short-term investments, which consist of investments with maturities between three months and one year, are reported at cost, which approximates fair value due to their short-term nature. Realized gains and losses on sales of investments are determined on a first-in, first-out basis, and are included in net investment income. Interest income is included in net investment income and is recorded as it accrues. The Company accounts for its investments using trade date accounting. The Company conducts a quarterly review to identify and evaluate investments that show objective indications of possible impairment. Impairment is charged to the statement of operations if the fair value of the instrument falls below its amortized cost and the decline is considered other-than-temporary. Factors considered in determining whether a loss is other-than-temporary include the length of time and extent to which fair value has been below cost, the financial condition and near-term prospects of the issuer, and the Company’s ability and intent to hold the investment for a period of time sufficient to allow for any anticipated recovery. | Investments: Investments in fixed income and equity securities are classified as available-for-sale and reported at estimated fair value. Unrealized gains and losses are included in accumulated other comprehensive loss, net of tax, until sold or an other-than-temporary impairment is recognized, at which point the cumulative unrealized gains or losses are transferred to the consolidated statement of operations. Limited liability investments include investments in limited liability companies in which the Company’s interests are deemed minor and therefor, are accounted for under the cost method of accounting which approximates their fair value. Short-term investments, which consist of investments with original maturities between three months and one year, are reported at cost, which approximates fair value due to their short-term nature. Realized gains and losses on sales of investments are determined on a first-in, first-out basis, and are included in net investment income. Interest income is included in net investment income and is recorded as it accrues. The Company accounts for its investments using trade date accounting. The Company conducts a quarterly review to identify and evaluate investments that show objective indications of possible impairment. Impairment is charged to the statement of operations if the fair value of the instrument falls below its amortized cost and the decline is considered other-than-temporary. Factors considered in determining whether a loss is other-than-temporary include the length of time and extent to which fair value has been below cost, the financial condition and near-term prospects of the issuer, and the Company’s ability and intent to hold the investment for a period of time sufficient to allow for any anticipated recovery. |
Cash and Cash Equivalents | Cash and Cash Equivalents: Cash and cash equivalents include cash and highly liquid investments with original maturities of 90 days or less. | Cash and Cash Equivalents: Cash and cash equivalents include cash and highly liquid investments with original maturities of 90 days or less. |
Premiums Receivable | Premiums Receivable: Premiums receivable include premium balances due and uncollected as well as installment premiums not yet due from our independent agencies and insureds. Premiums receivable are reported net of an estimated allowance for credit losses. | Premiums Receivable: Premiums receivable include premium balances due and uncollected and installment premiums not yet due from agents and insureds. Premiums receivable are reported net of an estimated allowance for credit losses. |
Reinsurance | Reinsurance: Reinsurance premiums, losses, and loss adjustment expenses are accounted for on a basis consistent with those used in accounting for the original policies issued and the terms of the reinsurance contracts. Premiums and losses ceded to other companies have been reported as a reduction of premium revenue and incurred net losses and loss adjustment expenses. A reinsurance recoverable is recorded for that portion of paid and unpaid losses and loss adjustment expenses that are ceded to other companies. | Reinsurance: Reinsurance premiums, losses, and loss adjustment expenses are accounted for on a basis consistent with those used in accounting for the original policies issued and the terms of the reinsurance contracts. Premiums and losses ceded to other companies have been reported as a reduction of premium revenue and incurred net losses and loss adjustment expenses. A reinsurance recoverable is recorded for that portion of paid and unpaid losses and loss adjustment expenses that are ceded to other companies. |
Deferred Policy Acquisition Costs | Deferred Policy Acquisition Costs: The Company defers commissions, premium taxes, assessments and other underwriting and agency expenses that are directly related to successful efforts to acquire new or existing insurance policies to the extent they are considered recoverable. Costs deferred on insurance products are amortized over the period in which premiums are earned. Costs associated with unsuccessful efforts or costs that cannot be tied directly to a successful policy acquisition are expensed as incurred, as opposed to being deferred and amortized as the corresponding premium is earned. The method followed in determining the deferred policy acquisition costs limits the deferral to its realizable value by giving consideration to estimated future loss and loss adjustment expenses to be incurred as revenues are earned. Anticipated investment income is included in determining the realizable value of the deferred policy acquisition costs. Changes in estimates, if any, are recorded in the accounting period in which they are determined. | Deferred Policy Acquisition Costs: The Company defers commissions, premium taxes and other underwriting and agency expenses that are directly related to successful efforts to acquire new or existing insurance policies to the extent they are considered recoverable. Costs deferred on insurance products are amortized over the period in which premiums are earned. Costs associated with unsuccessful efforts or costs that cannot be tied directly to a successful policy acquisition are expensed as incurred, as opposed to being deferred and amortized as the premium is earned. The method followed in determining the deferred policy acquisition costs limits the deferral to its realizable value by giving consideration to estimated future loss and loss adjustment expenses to be incurred as revenues are earned. Changes in estimates, if any, are recorded in the accounting period in which they are determined. Anticipated investment income is included in determining the realizable value of the deferred policy acquisition costs. |
Income Taxes | Income Taxes: The Company follows the asset and liability method of accounting for income taxes, whereby deferred income tax assets and liabilities are recognized for (i) the differences between the financial statement carrying amount of existing assets and liabilities and their respective tax bases and (ii) loss and tax credit carry-forwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment. Future tax benefits are recognized to the extent that realization of such benefits is more likely than not and a valuation allowance is established for any portion of a deferred tax asset that management believes will not be realized. Current federal income taxes are charged or credited to operations based upon amounts estimated to be payable or recoverable as a result of taxable operations for the current year. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense (benefit). | Income Taxes: For taxable periods ending on or prior to March 31, 2014, the Company was included in the U.S. consolidated federal income tax return of Kingsway America II Inc. and its eligible U.S. subsidiaries (“KAI Tax Group”). The method of allocating federal income taxes among the companies in the KAI Tax Group is subject to written agreement, approved by each company’s Board of Directors. The allocation is made primarily on a separate return basis, with current credit for any net operating losses or other items utilized in the consolidated federal income tax return. For taxable periods beginning after March 31, 2014, the Company has filed its own U.S. consolidated federal income tax return. The Company follows the asset and liability method of accounting for income taxes, whereby deferred income tax assets and liabilities are recognized for (i) the differences between the financial statement carrying amount of existing assets and liabilities and their respective tax bases and (ii) loss and tax credit carry-forwards. Deferred income tax assets and liabilities are measured using enacted tax rates expected to apply to taxable income in the years in which those temporary differences are expected to be recovered or settled. The effect on deferred tax assets and liabilities of a change in tax rates is recognized in income in the period that includes the date of enactment. Future tax benefits are recognized to the extent that realization of such benefits is more likely than not and a valuation allowance is established for any portion of a deferred tax asset that management believes will not be realized. Current federal income taxes are charged or credited to operations based upon amounts estimated to be payable or recoverable as a result of taxable operations for the current year. The Company recognizes interest and penalties, if any, related to unrecognized tax benefits in income tax expense (benefit). |
Property and Equipment | Property and Equipment: Property and equipment is reported at historical cost less accumulated depreciation. Depreciation of property and equipment is recorded on a straight-line basis over estimated useful life which range from seven years for furniture, five years for vehicles, three years for computer equipment, and the shorter of estimated useful life or the term of the lease for leasehold improvements. Property and equipment is estimated to have no salvage value at its useful life-end. Rent expense for the Company’s office leases is recognized on a straight-line basis over the term of the lease. Rent expense was $255 and $258 for the nine months ended September 30, 2017 and 2016, respectively. | Property and Equipment: Property and equipment is reported at historical cost less accumulated depreciation. Depreciation of property and equipment is recorded on a straight-line basis over estimated useful lives which range from seven years for furniture, five years for vehicles, three years for computer equipment, and the shorter of estimated useful life or the term of the lease for leasehold improvements. Property and equipment is estimated to have no salvage value at its useful life-end. Rent expense for the Company’s office leases is recognized on a straight line basis over the term of the lease. Rent expense was $343 and $214 for the years ended December 31, 2016 and 2015, respectively. |
Loss and Loss Adjustment Expense Reserves | Loss and Loss Adjustment Expense Reserves: Loss and loss adjustment expense reserves represent the estimated liabilities for reported loss events, incurred but not yet reported loss events and the related estimated loss adjustment expenses. The Company performs a continuing review of its loss and loss adjustment expense reserves, including its reserving techniques as well as the impact of reinsurance on our loss reserves. The loss and loss adjustment expense reserves are also reviewed, at minimum, on an annual basis by qualified third party actuaries. Since the loss and loss adjustment expense reserves are based on estimates, the ultimate liability may be more or less than such reserves. The effects of changes in such estimated reserves are included in the results of income in the period in which the estimates are changed. Such changes in estimates could occur in a future period and may be material to the Company’s results of operations and financial position in such period. | Loss and Loss Adjustment Expense Reserves: Loss and loss adjustment expense reserves represent the estimated liabilities for reported loss events, incurred but not yet reported loss events and the related estimated loss adjustment expenses. The Company performs a continuing review of its loss and loss adjustment expense reserves, including its reserving techniques and its reinsurance. The loss and loss adjustment expense reserves are also reviewed at minimum, on an annual basis by qualified third party actuaries. Since the loss and loss adjustment expense reserves are based on estimates, the ultimate liability may be more or less than such reserves. The effects of changes in such estimated reserves are included in the results of income in the period in which the estimates are changed. Such changes in estimates could occur in a future period and may be material to the Company’s results of operations and financial position in such period. |
Concentration of Credit Risk | Concentration of Credit Risk: Financial instruments which potentially expose the Company to concentrations of credit risk include investments, cash, premiums receivable, and amounts due from reinsurers on losses incurred. The Company maintains its cash with two major U.S. domestic banking institutions and two regional banks headquartered in the Southeastern United States. Such amounts are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250 per institution. At September 30, 2017, the Company held funds on deposit at these institutions in excess of these FDIC insured amounts. The terms of these deposits are on demand to mitigate some of the associated risk. The Company has not incurred losses related to these deposits. The Company has not experienced significant losses related to premiums receivable from its policyholders and management believes that amounts provided as an allowance for credit losses is adequate. The Company has not experienced any losses on amounts due from reinsurers. In order to limit the credit risk associated with amounts potentially due from reinsurers, the Company uses several different reinsurers, all of which have an A.M. Best Rating of A- (Excellent) or better. Absent such rating, the Company has required its reinsurers to place collateral on deposit with an independent institution under a trust agreement for the Company’s benefit. The Company also has risk associated with the lack of geographic diversification due to the fact that through September 30, 2017, Maison exclusively underwrote policies in Louisiana and Texas. The Company insures personal property located in 63 of the 64 parishes in the State of Louisiana. As of September 30, 2017, these policies are concentrated within these parishes, presented as a percentage of our total policies in force in all states, as follows: Jefferson Parish 12.6%, Saint Tammany Parish 12.5%, East Baton Rouge Parish 7.2%, and Livingston Parish 5.1%. No other parish individually has over 5.0% of the policies in force as of September 30, 2017. On a direct basis, Maison writes in 150 of the 254 counties that comprise the State of Texas; however, no single county represents over 5.0% of the Company’s total policies in force as of September 30, 2017. | Concentration of Credit Risk: Financial instruments which potentially expose the Company to concentrations of credit risk include investments, cash, premiums receivable, and amounts due from reinsurers on losses incurred. The Company maintains its cash with two major U.S. domestic banking institutions and three regional banks headquartered in the Southeastern U.S. Such amounts are insured by the Federal Deposit Insurance Corporation (“FDIC”) up to $250 per institution. At December 31, 2016 the Company held funds in excess of these FDIC insured amounts. The terms of these deposits are on demand to mitigate some of the associated risk. The Company has not incurred losses related to these deposits. The Company has not experienced significant losses related to premiums receivable from its policyholders and management believes that amounts provided as an allowance for credit losses is adequate. The Company has not experienced any losses on amounts due from reinsurers. In order to limit the credit risk associated with amounts potentially due from reinsurers, the Company uses several different reinsurers, all of which have an A.M. Best Rating of A- (Excellent) or better. Absent such rating, the Company has required its reinsurers to place collateral on deposit with an independent institution under a trust agreement for the Company’s benefit. The Company also has risk associated with the lack of geographic diversification due to the fact that Maison primarily underwrites policies in Louisiana and Texas. The Company insures personal property located in 62 of the 64 parishes in the State of Louisiana. As of December 31, 2016, these policies are concentrated within these parishes as follows: Saint Tammany Parish 15.2%, Jefferson Parish 14.2%, East Baton Rouge Parish 7.7%, Orleans Parish 5.6%, Livingston Parish 5.6%, Tangipahoa Parish 5.3%, and Terrebonne Parish 5.2%. No other parish individually has over 5.0% of the total direct policies in force as of December 31, 2016. The remaining 56 parishes combine to equal 33% of our total policies in force as of December 31, 2016. On a direct basis, Maison writes in 105 of the 254 counties that comprise the State of Texas, however no single county represents over 5.0% of our total direct policies in force as of December 31, 2016. |
Revenue Recognition | Revenue Recognition: Premium revenue is recognized on a pro rata basis over the term of the respective policy contract. Unearned premium reserves represent the portion of premium written that is applicable to the unexpired term of policies in force. Service charges on installment premiums are recognized as income upon receipt of related installment payments and are reflected in other income. Revenue from other policy fees is deferred and recognized over the terms of the respective policy period, with revenue reflected in other income. Any customer payment received is applied first to any service charge or policy fee due, with the remaining amount applied toward any premium due. Ceded premiums are charged to income over the applicable term of the various reinsurance contracts with third party reinsurers. Ceded unearned premiums represent the unexpired portion of premiums ceded to reinsurers and are reported as an asset on the Company’s consolidated balance sheets. Premiums collected in advance occur when the policyholder premium is paid in advance of the effective commencement period of the policy and are recorded as a liability on the Company’s consolidated balance sheets. | Revenue Recognition: Premium revenue is recognized on a pro rata basis over the term of the respective policy contract. Unearned premium reserves represent the portion of premium written that is applicable to the unexpired term of policies in force. Service charges on installment premiums are recognized as income upon receipt of related installment payments and are reflected in other income. Revenue from policy fees is deferred and recognized over the term of the respective policy period, with revenue reflected in other income. Any customer payment received is applied first to any service charge or policy fee due, with the remaining amount applied toward any premium due. Ceded premiums are charged to income over the applicable term of the various reinsurance contracts with third party reinsurers. Ceded unearned premiums represent the unexpired portion of premiums ceded to reinsurers and are reported as an asset on the Company’s consolidated balance sheets. Premiums collected in advance occur when the policyholder premium is paid in advance of the effective commencement period of the policy and are recorded as a liability on the Company’s consolidated balance sheets. |
Stock-Based Compensation | Stock-Based Compensation: The Company has accounted for stock-based compensation under the provisions of ASC Topic 718 – Stock Compensation, The Company has also issued restricted stock units (“RSUs”) to certain of its employees which have been accounted for as equity based awards since, upon vesting, they are required to be settled in the Company’s common shares. The Company used a Monte Carlo valuation model to estimate the fair value of these awards upon grant date as the vesting of these RSUs occurs solely upon market-based conditions. The fair value of each RSU is recorded as compensation expense over the derived service period, as determined by the valuation model. Should the market-based condition be achieved prior to the expiration of the derived service period, any unrecognized cost will be recorded as compensation expense in the period in which the RSUs actually vest. | Stock-Based Compensation: The Company has accounted for stock-based compensation under the provisions of ASC Topic 718 – Stock Compensation The Company has also issued restricted stock units (“RSUs”) to certain of its employees which have been accounted for as equity based awards since, upon vesting, they are required to be settled in the Company’s common shares. The Company used a Monte Carlo valuation model to estimate the fair value of these awards upon grant date as the vesting of these RSUs occurs solely upon market-based conditions. The fair value of each RSU is recorded as compensation expense over the derived service period, as determined by the valuation model. Should the market-based condition be achieved prior to the expiration of the derived service period, any unrecognized cost will be recorded as compensation expense in the period in which the RSUs actually vest. See Note 11 for further disclosure. |
Fair Value of Financial Instruments | Fair Value of Financial Instruments: The carrying values of certain financial instruments, including cash, short-term investments, premiums receivable and accounts payable, approximate fair value due to their short-term nature. The Company measures the fair value of financial instruments in accordance with GAAP, which defines fair value as the exchange price that would be received for an asset (or paid to transfer a liability) in the principal or most advantageous market for the asset (or liability) in an orderly transaction between market participants on the measurement date. GAAP also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. | Fair Value of Financial Instruments: The carrying values of certain financial instruments, including cash, short-term investments, premiums receivable, accounts payable, and other accrued expenses approximate fair value due to their short-term nature. The Company measures the fair value of financial instruments in accordance with GAAP which defines fair value as the exchange price that would be received for an asset (or paid to transfer a liability) in the principal or most advantageous market for the asset (or liability) in an orderly transaction between market participants on the measurement date. GAAP also establishes a fair value hierarchy, which requires an entity to maximize the use of observable inputs and minimize the use of unobservable inputs when measuring fair value. See Note 15 for further information on the fair value of the Company’s financial instruments. |
Earnings (Loss) Per Common Share | Earnings Per Common Share: Basic earnings per common share is computed using the weighted average number of shares outstanding during the respective period. Diluted earnings per common share assumes conversion of all potentially dilutive outstanding stock options, warrants or other convertible financial instruments. Potential common shares outstanding are excluded from the calculation of diluted earnings per share if their effect is anti-dilutive. | Earnings (loss) Per Common Share: Basic earnings (loss) per common share is computed using the weighted average number of shares outstanding during the respective period. Diluted earnings (loss) per common share assumes conversion of all potentially dilutive outstanding stock options, warrants or other convertible financial instruments. Potential common shares outstanding are excluded from the calculation of diluted earnings (loss) per share if their effect is anti-dilutive. |
Operating Segments | Operating Segments: The Company operates in a single segment – property and casualty insurance. | Operating Segments: The Company operates in a single segment – property and casualty insurance. |
Investments (Tables)
Investments (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Investments, Debt and Equity Securities [Abstract] | ||
Schedule of Amortized Cost, Gross Unrealized Gains and Losses and Estimated Fair Value of Investments | A summary of the amortized cost, estimated fair value, and gross unrealized gains and losses on the Company’s investments in fixed income and equity securities at September 30, 2017 and December 31, 2016 is as follows. As of September 30, 2017 (unaudited) Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed income securities: U.S. government $ 2,911 $ 6 $ (18 ) $ 2,899 State municipalities and political subdivisions 5,379 12 (26 ) 5,365 Asset-backed securities and collateralized mortgage obligations 16,727 26 (119 ) 16,635 Corporate 20,235 113 (40 ) 20,308 Total fixed income securities 45,252 157 (202 ) 45,207 Equity securities: Common stock 1,571 66 (25 ) 1,612 Warrants to purchase common stock 72 79 (29 ) 122 Rights to purchase common stock 39 3 (5 ) 37 Total equity securities 1,682 148 (59 ) 1,771 Total fixed income and equity securities $ 46,934 $ 305 $ (261 ) $ 46,978 As of December 31, 2016 Fixed income securities: U.S. government $ 1,623 $ 1 $ (20 ) $ 1,604 State municipalities and political subdivisions 2,271 2 (27 ) 2,246 Asset-backed securities and collateralized mortgage obligations 12,095 9 (136 ) 11,968 Corporate 10,804 28 (91 ) 10,741 Total fixed income securities 26,793 40 (274 ) 26,559 Equity securities: Common stock 1,000 136 — 1,136 Total equity securities 1,000 136 — 1,136 Total fixed income and equity securities $ 27,793 $ 176 $ (274 ) $ 27,695 | A summary of the amortized cost, estimated fair value, and gross unrealized gains and losses on fixed income securities classified as available-for-sale at December 31, 2016 and 2015 is as follows. As of December 31, 2016 Amortized Cost Gross Unrealized Gains Gross Unrealized Losses Estimated Fair Value Fixed income securities: U.S. government $ 1,623 $ 1 $ (20 ) $ 1,604 State municipalities and political subdivisions 2,271 2 (27 ) 2,246 Asset-backed securities and collateralized mortgage obligations 12,095 9 (136 ) 11,968 Corporate 10,804 28 (91 ) 10,741 Total fixed income securities 26,793 40 (274 ) 26,559 Equity securities: Common stock 1,000 136 — 1,136 Total equity securities 1,000 136 — 1,136 Total fixed income and equity securities $ 27,793 $ 176 $ (274 ) $ 27,695 As of December 31, 2015 Fixed income securities: U.S. government $ 650 $ — $ (3 ) $ 647 State municipalities and political subdivisions 1,656 2 (7 ) 1,651 Asset-backed securities and collateralized mortgage obligations 9,123 14 (55 ) 9,082 Corporate 8,903 16 (61 ) 8,858 Total fixed income securities $ 20,332 $ 32 $ (126 ) $ 20,238 |
Schedule of Fixed Income Securities by Contractual Maturity | The table below summarizes the Company’s fixed income securities at September 30, 2017 by contractual maturity periods. Actual results may differ as issuers may have the right to call or prepay obligations, with or without penalties, prior to the contractual maturity of these obligations. Matures in: Amortized Cost Estimated Fair Value One year or less $ 2,416 $ 2,415 More than one to five years 19,759 19,757 More than five to ten years 11,780 11,804 More than ten years 11,297 11,231 Total $ 45,252 $ 45,207 | The table below summarizes the Company’s fixed income securities at December 31, 2016 by contractual maturity periods. Actual results may differ as issuers may have the right to call or prepay obligations, with or without penalties, prior to the contractual maturity of these obligations. Matures in: Amortized Cost Estimated Fair Value One year or less $ 1,827 $ 1,828 More than one to five years 12,737 12,678 More than five to ten years 3,987 3,918 More than ten years 8,242 8,135 Total $ 26,793 $ 26,559 |
Schedule of Aggregate Unrealized Loss Position, by Security Type, of Fixed Income Securities | The following table highlights, by loss position and security type, those fixed income and equity securities in unrealized loss positions as of September 30, 2017 and December 31, 2016. The tables segregate the holdings based on the period of time the investments have been continuously held in unrealized loss positions. There were 149 and 122 fixed income investments that were in unrealized loss positions as of September 30, 2017 and December 31, 2016, respectively. The Company held 12 equity investments in unrealized loss positions as of September 30, 2017. Less than 12 Months Greater than 12 Months Total As of September 30, 2017 Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Fixed income securities: U.S. government $ 2,041 $ (18 ) $ 175 $ — $ 2,216 $ (18 ) State municipalities and political subdivisions 2,357 (13 ) 589 (13 ) 2,946 (26 ) Asset-backed securities and collateralized mortgage obligations 11,682 (83 ) 1,675 (36 ) 13,357 (119 ) Corporate 6,568 (23 ) 556 (16 ) 7,124 (39 ) Total fixed income securities 22,648 (137 ) 2,995 (65 ) 25,643 (202 ) Equity securities: — — Common stock 237 (25 ) — — 237 (25 ) Warrants to purchase common stock 23 (29 ) — — 23 (29 ) Rights to purchase common stock 18 (5 ) — — 18 (5 ) Total equity securities 278 (59 ) — 278 (59 ) Total fixed income and equity securities $ 22,926 $ (196 ) $ 2,995 $ (65 ) $ 25,921 $ (261 ) As of December 31, 2016 Fixed income securities: U.S. government $ 1,303 $ (20 ) $ — $ — $ 1,303 $ (20 ) State municipalities and political subdivisions 1,537 (27 ) — — 1,537 (27 ) Asset-backed securities and collateralized mortgage obligations 9,552 (133 ) 460 (3 ) 10,012 (136 ) Corporate 5,952 (91 ) — — 5,952 (91 ) Total fixed income securities $ 18,344 $ (271 ) $ 460 $ (3 ) $ 18,804 $ (274 ) | The following table highlights the aggregate unrealized loss position and security type, those fixed income securities in unrealized loss positions as of December 31, 2016 and December 31, 2015. The tables segregate the holdings based on the period of time the investments have been continuously held in unrealized loss positions. There were 122 and 107 fixed income investments that were in unrealized loss positions as of December 31, 2016 and December 31, 2015, respectively. The Company held no equity securities in unrealized loss positions at either date. Less than 12 Months Greater than 12 Months Total As of December 31, 2016 Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Estimated Fair Value Unrealized Loss Fixed income securities: U.S. government $ 1,303 $ (20 ) $ — $ — $ 1,303 $ (20 ) State municipalities and political subdivisions 1,537 (27 ) — — 1,537 (27 ) Asset-backed securities and collateralized mortgage obligations 9,552 (133 ) 460 (3 ) 10,012 (136 ) Corporate 5,952 (91 ) — — 5,952 (91 ) Total investments in fixed income securities $ 18,344 $ (271 ) $ 460 $ (3 ) $ 18,804 $ (274 ) As of December 31, 2015 Fixed income securities: U.S. government $ 346 $ (3 ) $ — $ — $ 346 $ (3 ) State municipalities and political subdivisions 1,014 (7 ) — — 1,014 (7 ) Asset-backed securities and collateralized mortgage obligations 7,472 (55 ) — — 7,472 (55 ) Corporate 5,236 (61 ) — — 5,236 (61 ) Total investments in fixed income securities $ 14,068 $ (126 ) $ — $ — $ 14,068 $ (126 ) |
Schedule of Net Investment Income | . Net investment income for the three and nine months ended September 30, 2017 and 2016 was as follows: Three months ended September 30, Nine months ended September 30, (unaudited) 2017 2016 2017 2016 Investment income: Interest on fixed income securities $ 231 $ 123 $ 548 $ 332 Interest on cash and cash equivalents 30 34 126 89 Realized gain upon sale of securities 4 — 68 — Other — 5 — 7 Gross investment income 265 162 742 428 Investment expenses (17 ) (11 ) (42 ) (35 ) Net investment income $ 248 $ 151 $ 700 $ 393 | Net investment income for the years ended December 31, 2016 and 2015 is as follows: Year Ended December 31, 2016 2015 Investment income: Interest on fixed income securities $ 471 $ 285 Interest on cash and cash equivalents 129 114 Realized gains on sale of fixed income securities 9 — Gross investment income 609 399 Investment expenses (65 ) (37 ) Net investment income $ 544 $ 362 |
Reinsurance (Tables)
Reinsurance (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Reinsurance Disclosures [Abstract] | ||
Schedule of Impact of Reinsurance Treaties on Financial Statements | The impact of reinsurance treaties on the Company’s financial statements is as follows: (unaudited) Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Premium written: Direct $ 16,533 $ 13,457 $ 45,989 $ 38,117 Assumed 630 509 2,828 1,367 Ceded (6,051 ) (5,973 ) (16,426 ) (15,414 ) Net premium written $ 11,112 $ 7,993 $ 32,391 $ 24,070 Premium earned: Direct $ 14,056 $ 12,037 $ 40,015 $ 34,455 Assumed 851 509 2,454 1,367 Ceded (6,275 ) (5,410 ) (17,437 ) (12,953 ) Net premium earned $ 8,632 $ 7,136 $ 25,032 $ 22,869 Losses and LAE incurred: Direct $ 20,451 $ 12,529 $ 31,297 $ 25,985 Assumed 5,734 562 8,937 2,340 Ceded (18,390 ) (6,648 ) (26,425 ) (13,408 ) Net losses and LAE incurred $ 7,795 $ 6,443 $ 13,809 $ 14,917 | The impact of reinsurance treaties on the Company’s financial statements is as follows: Year Ended December 31, 2016 2015 Premium written: Direct $ 49,991 $ 42,677 Assumed 1,336 1,174 Ceded (20,541 ) (13,422 ) Net premium written $ 30,786 $ 30,429 Premium earned: Direct $ 46,851 $ 37,699 Assumed 2,096 413 Ceded (18,499 ) (12,178 ) Net premium earned $ 30,448 $ 25,934 Losses and LAE incurred: Direct $ 28,372 $ 10,316 Assumed 3,414 90 Ceded (15,414 ) (467 ) Net losses and LAE incurred $ 16,372 $ 9,939 |
Deferred Policy Acquisition C29
Deferred Policy Acquisition Costs (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Deferred Policy Acquisition Costs Disclosures [Abstract] | ||
Schedule of Components of Deferred Policy Acquisition Costs | DPAC as well as the related amortization expense associated with DPAC for the three and nine months ended September 30, 2017 and 2016, is as follows: (unaudited) Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Balance, beginning of period, net $ 5,545 $ 4,139 $ 4,389 $ 4,030 Additions 3,402 2,325 9,670 6,487 Amortization (2,755 ) (2,095 ) (7,867 ) (6,148 ) Balance, September 30, net $ 6,192 $ 4,369 $ 6,192 $ 4,369 | DPAC as well as the related amortization expense associated with DPAC for the years ended December 31, 2016 and 2015 is as follows: Year Ended December 31, 2016 2015 Balance, January 1, net $ 4,030 $ 3,091 Additions 8,851 7,510 Amortization (8,492 ) (6,571 ) Balance, December 31, net $ 4,389 $ 4,030 |
Loss and Loss Adjustment Expe30
Loss and Loss Adjustment Expense Reserves (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Insurance Loss Reserves [Abstract] | ||
Schedule of Cumulative Paid Losses Net of Reinsurance | The results of this comparison and the changes in the provision, net of amounts recoverable from reinsurers, for the nine months ended September 30, 2017 and 2016 were as follows: (unaudited) Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Balance, beginning of period, gross of reinsurance $ 9,583 $ 5,884 $ 6,971 $ 2,123 Less reinsurance recoverable on loss and LAE expense reserves (6,012 ) (3,431 ) (3,652 ) (120 ) Balance, beginning of period, net of reinsurance 3,571 2,453 3,319 2,003 Incurred related to: Current year 8,717 6,487 15,953 15,090 Prior years (922 ) (44 ) (2,144 ) (173 ) Paid related to: Current year (7,246 ) (5,671 ) (12,060 ) (12,719 ) Prior years 411 36 (537 ) (940 ) Balance, September 30, net of reinsurance 4,531 3,261 4,531 3,261 Plus reinsurance recoverable related to loss and LAE expense reserves 17,560 5,366 17,560 5,366 Balance, September 30, gross of reinsurance $ 22,091 $ 8,627 $ 22,091 $ 8,627 | |
Schedule of Incurred and Paid Claims Development | The information about incurred and paid claims development for the years ended December 31, 2012 through 2015 is presented as unaudited supplementary information. Cumulative Incurred Losses and LAE, Net of Reinsurance For the Years Ended December 31, As of December 31, 2016 Accident Year 2012 (unaudited) 2013 (unaudited) 2014 (unaudited) 2015 (unaudited) 2016 Total of IBNR Liabilities Plus Expected Development on Reported Losses Cumulative Number of Reported Claims 2012 $ — $ — $ — $ — $ — $ — — 2013 460 380 355 355 — 57 2014 3,680 3,878 4,357 — 557 2015 8,442 7,734 170 1,207 2016 15,862 1,152 2,704 Total – Homeowners Multi-Peril Policies $ 28,308 $ 1,322 4,525 For the Years Ended December 31, As of December 31, 2016 Accident Year 2012 (unaudited) 2013 (unaudited) 2014 (unaudited) 2015 (unaudited) 2016 Total of IBNR Liabilities Plus Expected Development on Reported Losses Cumulative Number of Reported Claims 2012 $ 9,392 $ — $ — $ — $ — $ — — 2013 2,478 2,375 2,363 2,400 — 406 2014 115 120 120 — 33 2015 1,331 1,142 30 191 2016 891 448 232 Total – Special Property Policies $ 4,553 $ 478 862 For the Years Ended December 31, As of December 31, 2016 Accident Year 2012 (unaudited) 2013 (unaudited) 2014 (unaudited) 2015 (unaudited) 2016 Total of IBNR Liabilities Plus Expected Development on Reported Losses Cumulative Number of Reported Claims 2012 $ 9,392 $ — $ — $ — $ — $ — — 2013 2,938 2,755 2,718 2,755 — 463 2014 3,795 3,998 4,477 — 590 2015 9,773 8,876 200 1,398 2016 16,753 1,600 2,936 Total – All Lines $ 32,861 $ 1,800 5,387 | |
Schedule of Cumulative Paid Losses and Lae, Net of Reinsurance | Cumulative Paid Losses and LAE, Net of Reinsurance For the Years Ended December 31, Accident Year 2012 (unaudited) 2013 (unaudited) 2014 (unaudited) 2015 (unaudited) 2016 2012 $ — $ — $ — $ — $ — 2013 309 352 355 355 2014 2,925 3,674 4,058 2015 6,867 7,426 2016 13,745 Total Paid Losses and LAE, net of reinsurance – Homeowners Multi-Peril Policies $ 25,584 Liability for Losses and LAE, net of reinsurance – Homeowners Multi-Peril Policies $ 2,724 For the Years Ended December 31, Accident Year 2012 (unaudited) 2013 (unaudited) 2014 (unaudited) 2015 (unaudited) 2016 2012 $ — $ — $ — $ — $ — 2013 2,275 2,325 2,346 2,340 2014 99 120 120 2015 1,124 1,112 2016 386 Total Paid Losses and LAE, net of reinsurance – Special Property Policies $ 3,958 Liability for Losses and LAE, net of reinsurance – Special Property Policies $ 595 For the Years Ended December 31, Accident Year 2012 (unaudited) 2013 (unaudited) 2014 (unaudited) 2015 (unaudited) 2016 2012 $ — $ — $ — $ — $ — 2013 2,584 2,677 2,701 2,695 2014 3,024 3,794 4,178 2015 7,991 8,538 2016 14,131 Total Paid Losses and LAE, net of reinsurance – All Lines $ 29,542 Liability for Losses and LAE, net of reinsurance – All Lines $ 3,319 | |
Schedule of Net Incurred and Paid Loss Development to Liability for Loss and Loss Adjustment Expenses | A reconciliation of the net incurred and paid loss development tables to the liability for loss and loss adjustment expenses on the balance sheet is as follows. As of December 31, 2016 2015 Net Liability for Loss and LAE Reserves Homeowners Multi-Peril Policies $ 2,724 $ 1,780 Special Property Policies 595 223 Liability for Loss and LAE, net of reinsurance – All Lines $ 3,319 $ 2,003 Reinsurance Recoverable on Loss and LAE Reserves Homeowners Multi-Peril Policies $ 2,565 $ 120 Special Property Policies 1,087 — Reinsurance Recoverable on Loss and LAE Reserves – All Lines $ 3,652 $ 120 Total Gross Liability for Loss and LAE Reserves – All Lines $ 6,971 $ 2,123 | |
Schedule of Average Historical Claims | The following supplementary information provides average historical claims duration as of December 31, 2016. Average Annual Percentage Payout of Incurred Losses by Age, Net of Reinsurance (unaudited) Age of loss (in years) 1 2 3 4 Homeowners Multi-Peril Policies 84.2 % 4.8 % 1.4 % — % Special Property Policies 85.3 % 1.3 % 0.4 % — % All Lines 84.4 % 4.3 % 1.2 % — % |
Income Taxes (Tables)
Income Taxes (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Income Tax Disclosure [Abstract] | ||
Schedule of Reconciliation Effective Tax Rates | Actual income tax expense for the three and nine months ended September 30, 2017 and 2016 varies from the amount that would result by applying the applicable statutory federal income tax rate of 34% to income before income taxes as summarized in the following table: (unaudited) Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Income tax benefit at statutory income tax rate $ (1,168 ) $ (902 ) $ (508 ) $ (743 ) State income tax (net of federal tax benefit) (5 ) 54 104 131 Other 2 1 7 7 Income tax benefit $ (1,171 ) $ (847 ) $ (397 ) $ (605 ) | Actual income tax expense (benefit) differs from the income tax expense computed by applying the applicable effective federal and state tax rates to income before income tax expense (benefit) as follows: Year ended December 31, 2016 2015 $ % $ % Provision for taxes at U.S. statutory marginal income tax rate of 34% $ 40 34.0 % $ (794 ) 34.0 % Nondeductible expenses 15 12.4 % 20 (0.8 )% State tax (net of federal benefit) 53 44.4 % 105 (4.5 )% Other — — % 6 (0.3 )% Income tax expense (benefit) $ 108 90.8 % $ (663 ) 28.4 % |
Summary of Income Tax Expense (benefit) | A summary of income tax expense (benefit) is as follows: Year Ended December 31, 2016 2015 Current income tax expense (benefit) $ 20 $ (452 ) Deferred income tax expense (benefit) 88 (211 ) Total income tax expense (benefit) $ 108 $ (663 ) | |
Schedule of Deferred Income Taxes | The Company carries a net deferred income tax asset of $855 and $420 as of September 30, 2017 and December 31, 2016, respectively, all of which the Company believes is more likely than not to be fully realized based upon management’s assessment of future taxable income. Significant components of the Company’s net deferred tax assets are as follows: (unaudited) September 30, 2017 December 31, 2016 Deferred income tax assets: Loss and loss adjustment expense reserves $ 49 $ 35 Unearned premium reserves 2,055 1,503 Net operating loss carryforwards 736 235 Share-based compensation 335 316 Other 308 270 Deferred income tax assets $ 3,483 $ 2,359 Deferred income tax liabilities: Deferred policy acquisition costs $ 2,105 $ 1,492 State deferred taxes 444 397 Other 79 50 Deferred income tax liabilities $ 2,628 $ 1,939 Net deferred income tax assets $ 855 $ 420 | Deferred income taxes reflect the net tax effects of temporary differences between carrying amounts of assets and liabilities for financial reporting purposes as compared to the amounts used for income tax purposes. Significant components of the Company’s net deferred tax assets are as follows: As of December 31, 2016 2015 Deferred income tax assets: Loss and loss adjustment expense reserves $ 35 $ 22 Unearned premium reserves 1,503 1,462 Net operating loss carryforwards 235 284 Share-based compensation 316 264 Other 270 278 Deferred income tax assets $ 2,359 $ 2,310 Deferred income tax liabilities: Deferred policy acquisition costs $ 1,492 $ 1,370 State deferred taxes 397 378 Other 50 56 Deferred income tax liabilities $ 1,939 $ 1,804 Net deferred income tax assets $ 420 $ 506 |
Summary of Net Operating Loss Carryforwards | The amount and expiration date of the NOL carryforwards are as follows: Year of Occurrence Year of Expiration Amount 2013 2032 $ 684 2014 2033 7 Total $ 691 |
Purchase of ClaimCor LLC (Table
Purchase of ClaimCor LLC (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Business Combinations [Abstract] | |
Schedule of Estimated Allocation of the Purchase Price | The following table presents the estimated allocation of the purchase price to the net assets of ClaimCor as of January 2, 2015. Cash $ 18 Accounts receivable 132 Intangible asset: Non-compete agreement 9 Intangible asset: Customer base 43 Goodwill 211 Other assets 7 Total assets $ 420 Accounts payable 89 Other liabilities 8 Total liabilities assumed $ 97 Net assets acquired $ 323 |
Net Loss Per Share (Tables)
Net Loss Per Share (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Earnings Per Share [Abstract] | ||
Schedule of Numerators and Denominators Used in Calculation of Basic and Diluted Earnings (loss) Per Share | The table below provides a summary of the numerators and denominators used in determining basic and diluted loss per share for the three and nine months ended September 30, 2017 and 2016. (unaudited) Three months ended September 30, Nine months ended September 30, 2017 2016 2017 2016 Basic and Diluted: Net loss $ (2,263 ) $ (1,806 ) $ (1,096 ) $ (1,581 ) Weighted average common shares outstanding 5,961,636 6,022,983 5,958,407 6,076,838 Loss per common share $ (0.38 ) $ (0.30 ) $ (0.18 ) $ (0.26 ) | The table below provides a summary of the numerators and denominators used in determining basic and diluted earnings (loss) per share for the years ended December 31, 2016 and 2015. Year Ended December 31, 2016 2015 Basic: Net income (loss) $ 11 $ (1,673 ) Weighted average common shares outstanding 6,047,979 6,286,706 Basic earnings (loss) per common share $ — $ (0.27 ) Diluted: Net income (loss) $ 11 $ (1,673 ) Weighted average common shares outstanding 6,047,979 6,286,706 Dilutive stock options outstanding — — Diluted weighted average common shares outstanding 6,047,979 6,286,706 Diluted earnings (loss) per common share $ — $ (0.27 ) |
Schedule of Potentially Dilutive Securities Excluded from Calculation | The following potentially dilutive securities outstanding as of September 30, 2017 and 2016 have been excluded from the computation of diluted weighted-average shares outstanding as their effect would be anti-dilutive. (unaudited) As of September 30, 2017 2016 Options to purchase common stock 177,456 210,489 Warrants to purchase common stock 1,906,875 1,906,875 Restricted stock units 20,500 20,500 Performance shares 475,000 475,000 2,579,831 2,612,864 | The following potentially dilutive securities outstanding as of December 31, 2016 and 2015 have been excluded from the computation of diluted weighted-average shares outstanding as their effect would be anti-dilutive. As of December 31, 2016 2015 Options to purchase common stock 177,456 210,489 Warrants to purchase common stock 1,906,875 1,906,875 Restricted stock units 20,500 20,500 Performance shares (Note 13) 475,000 475,000 2,579,831 2,612,864 |
Options, Warrants, and Restri34
Options, Warrants, and Restricted Stock Units & Equity Incentive Plan (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Schedule of Common Stock Options Activity | . The following table summarizes the Company’s stock options outstanding as of September 30, 2017. Stock Options Outstanding as of September 30, 2017 (unaudited) Date of Grant Exercise Price ($) Expiration Date Remaining Contractual Life (Years) Number Outstanding Number Exercisable 03/31/2014 8.00 03/31/2019 1.50 163,301 143,704 04/04/2014 8.69 04/04/2019 1.51 14,155 12,456 Total 177,456 156,160 | Stock option information for the two years ended December 31, 2016 is as follows. Shares Weighted Average Exercise Price Weighted Average Remaining Contractual Term (Years) Weighted Average Grant Date Fair Value Aggregate Intrinsic Value Common Stock Options Outstanding, January 1, 2015 210,489 $ 8.05 3.62 $ 0.96 $ — Exercisable, January 1, 2015 125,308 $ 8.04 3.18 $ 0.88 $ — Granted — — Exercised — — Cancelled — — Outstanding, December 31, 2015 210,489 $ 8.05 2.81 $ 0.96 $ — Exercisable, December 31, 2015 146,603 $ 8.04 2.62 $ 0.90 $ — Granted — — Exercised — — Cancelled (33,033 ) 8.00 Outstanding, December 31, 2016 177,456 $ 8.06 2.25 $ 1.07 $ — Exercisable, December 31, 2016 134,865 $ 8.06 2.25 $ 1.07 $ — |
Schedule of Restricted Stock Awards Activity | The following table summarizes RSU activity for the nine months ended September 30, 2017. Restricted Stock Units Number of Units Weighted Average Grant Date Fair Value Non-vested units, December 31, 2016 20,500 $ 1.34 Granted — — Vested — — Forfeited — — Non-vested units, September 30, 2017 (unaudited) 20,500 $ 1.34 | The following table summarizes RSU activity for the two years ended December 31, 2016. Restricted Stock Units Number of Units Weighted Average Grant Date Fair Value Non-vested units, January 1, 2015 — $ — Granted 20,500 1.34 Vested — — Forfeited — — Non-vested units, December 31, 2015 20,500 $ 1.34 Granted — — Vested — — Forfeited — — Non-vest units, December 31, 2016 20,500 $ 1.34 |
Schedule of Stock Warrants Issued, Exercised and Outstanding | The following table summarizes the Company’s warrants outstanding as of September 30, 2017. Date of Grant Exercise Price ($) Expiration Date Remaining Contractual Life (Years) Number Outstanding and Exercisable 03/31/2014 9.60 03/31/2019 1.50 312,500 03/31/2014 10.00 03/31/2019 1.50 94,375 02/24/2015 15.00 02/24/2022 4.41 1,500,000 Total 1,906,875 | Stock warrants issued, exercised and outstanding as of December 31, 2016 are as follows. Shares Weighted Average Exercise Price Common Stock Warrants Outstanding, January 1, 2015 406,875 $ 9.69 Exercisable, January 1, 2015 312,500 $ 9.60 Granted 1,500,000 15.00 Exercised — Cancelled — Outstanding, December 31, 2015 1,906,875 $ 13.87 Exercisable, December 31, 2015 1,906,875 $ 13.87 Granted — — Exercised — — Cancelled — — Outstanding, December 31, 2016 1,906,875 $ 13.87 Exercisable, December 31, 2016 1,906,875 $ 13.87 |
Schedule of Non- Vested Employee Stock Options | A summary of the status of the Company’s non-vested employee stock options is as follows. Shares Weighted Average Grant Date Fair Value Non-Vested Common Stock Options Non-vested, January 1, 2015 85,181 $ 1.07 Granted — — Vested (21,295 ) 1.07 Cancelled — — Non-vested, December 31, 2015 63,886 $ 1.07 Granted — — Vested (21,295 ) 1.07 Cancelled — — Non-vested, December 31, 2016 42,591 $ 1.07 |
Related Party Transactions (Tab
Related Party Transactions (Tables) | 12 Months Ended |
Dec. 31, 2016 | |
Related Party Transactions [Abstract] | |
Schedule of Accounting for the Buyout Transaction | As a result of the termination of the MSA agreement, the Company recognized an expense in the amount of $5,421 for the year ended December 31, 2015 as follows: Year ended December 31, 2015 Cash paid $ 2,000 Issuance of Series B Preferred Shares (recorded at a discount to redemption amount) 2,311 Issuance of Warrants and Performance Shares 1,010 Professional fees incurred in connection with the Buyout 100 Loss on termination of MSA $ 5,421 |
Schedule of Significant Assumptions Used in Determining the Fair Value of the Warrants | We estimated the fair value of the Warrants on grant date based upon the Black-Scholes option pricing model. Significant assumptions used in determining the fair value of the Warrants were as follows: Risk-free interest rate 1.79 % Dividend yield — Expected volatility 23.7 % Expected term (in years) 7 |
Accumulated Other Comprehensi36
Accumulated Other Comprehensive Income (Loss) (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||
Schedule of Accumulated Other Comprehensive Income (loss) | The table below details the change in the balance of each component of accumulated other comprehensive income (loss), net of tax, for the three and nine months ended September 30, 2017 and 2016. (unaudited) Three months ended September 30, Nine month ended September 30, 2017 2016 2017 2016 Unrealized gains (losses) on available-for-sale securities: Balance, beginning of period $ 4 $ 259 $ (65 ) $ (62 ) Other comprehensive income (loss) before reclassifications 40 (10 ) 187 478 Amounts reclassified from accumulated other comprehensive income (loss) (3 ) (6 ) (45 ) (8 ) Income taxes (12 ) 5 (48 ) (160 ) Net current-period other comprehensive income (loss) 25 (11 ) 94 310 Balance, September 30 $ 29 $ 248 $ 29 $ 248 | The table below details the change in the balance of each component of accumulated other comprehensive loss, net of tax, for the years ended December 31, 2016 and 2015. Year Ended December 31, 2016 2015 Unrealized gains (losses) on available-for-sale securities: Balance, January 1 $ (62 ) $ (1 ) Other comprehensive income (loss) before reclassifications 1 (95 ) Amounts reclassified from accumulated other comprehensive loss (6 ) — Income taxes 2 34 Net current-period other comprehensive loss (3 ) (61 ) Balance, December 31 $ (65 ) $ (62 ) |
Fair Value of Financial Instr37
Fair Value of Financial Instruments (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Fair Value Disclosures [Abstract] | ||
Schedule of Financial Instruments Measured at Fair Value | Financial instruments measured at fair value as of September 30, 2017 and December 31, 2016 in accordance with this guidance are as follows. September 30, 2017 Level 1 Level 2 Level 3 Total Fixed income securities: U.S. government $ — $ 2,899 $ — $ 2,899 State municipalities and political subdivisions — 5,365 — 5,365 Asset-backed securities and collateralized mortgage Obligations — 16,635 — 16,635 Corporate — 20,308 — 20,308 Total fixed income securities — 45,207 — 45,207 Equity securities: Common stock 1,612 — — 1,612 Warrants to purchase common stock 122 — — 122 Rights to purchase common stock 37 — — 37 Total equity securities 1,771 — — 1,771 Total fixed income and equity securities $ 1,771 $ 45,207 $ — $ 46,978 December 31, 2016 Fixed income securities: U.S. government $ — $ 1,604 $ — $ 1,604 State municipalities and political subdivisions — 2,246 — 2,246 Asset-backed securities and collateralized mortgage Obligations — 11,968 — 11,968 Corporate — 10,741 — 10,741 Total fixed income securities $ — $ 26,559 $ — $ 26,559 Equity securities: Common stock 1,136 — — 1,136 Total equity securities 1,136 — — 1,136 Total fixed income and equity securities $ 1,136 $ 26,559 $ — $ 27,695 | Financial instruments measured at fair value as of December 31, 2016 and 2015 in accordance with this guidance are as follows. As of December 31, 2016 Level 1 Level 2 Level 3 Total Fixed income securities: U.S. government $ — $ 1,604 $ — $ 1,604 State municipalities and political subdivisions — 2,246 — 2,246 Asset-backed securities and collateralized mortgage obligations — 11,968 — 11,968 Corporate — 10,741 — 10,741 Total fixed income securities — 26,559 — 26,559 Equity securities: Common stock 1,136 — — 1,136 Total equity securities 1,136 — — 1,136 Total fixed income and equity securities $ 1,136 $ 26,559 $ — $ 27,695 As of December 31, 2015 Fixed income securities: U.S. government $ — $ 647 $ — $ 647 State municipalities and political subdivisions — 1,651 — 1,651 Asset-backed securities and collateralized mortgage obligations — 9,082 — 9,082 Corporate — 8,858 — 8,858 Total $ — $ 20,238 $ — $ 20,238 |
Statutory Requirements (Tables)
Statutory Requirements (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Insurance [Abstract] | ||
Schedule of Surplus Notes | Maison’s capital is comprised of six surplus notes issued to PIH for the total principal amount of $9,000, all of which have been approved by the LDI prior to their issuance. Notes accrue interest at 10% per annum. Interest payments on the notes are due annually, and are also subject to prior approval by the LDI. The Company’s surplus notes, as of September 30, 2017, are as follows. Date of Issuance Maturity Date Principal Amount October 22, 2013 October 22, 2017 $ 650 December 21, 2015 December 21, 2017 850 March 31, 2016 March 31, 2018 550 September 29, 2016 September 29, 2018 3,450 November 14, 2016 November 14, 2018 550 September 28, 2017 September 28, 2019 2,950 $ 9,000 | The Company’s surplus notes, as of December 31, 2016, are as follows. Date of Issuance Maturity Date Principal Amount October 22, 2013 October 22, 2017 $ 650 December 21, 2015 December 21, 2017 850 March 31, 2016 March 31, 2018 550 September 29, 2016 September 29, 2018 3,450 November 14, 2016 November 14, 2018 550 $ 6,050 |
Commitments and Contingencies (
Commitments and Contingencies (Tables) | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Commitments and Contingencies Disclosure [Abstract] | ||
Schedule of Amounts Due Under Operating Leases | As of September 30, 2017, the Company had the following amounts due under its operating leases for facilities leased in Baton Rouge, Louisiana, and Tampa, Florida. Year ending September 30, 2018 $ 303 2019 298 2020 25 2021 and thereafter — $ 626 | As of December 31, 2016, the Company had the following amounts due under its operating leases for facilities leased in Baton Rouge, Louisiana, and Tampa, Florida. Year ended December 31, 2017 $ 344 2018 291 2019 249 Total $ 884 |
Nature of Business (Details Nar
Nature of Business (Details Narrative) - USD ($) $ in Thousands | Nov. 01, 2017 | Oct. 25, 2017 | Mar. 31, 2017 | Jun. 13, 2014 | Jun. 13, 2014 | Sep. 30, 2017 | Dec. 31, 2016 |
Stock issued during period | 5,000,000 | 5,000,000 | |||||
Sale of stock ownership, percentage | 43.00% | ||||||
Capital and surplus to be maintained as to policyholders | $ 5,000 | ||||||
Maison [Member] | Minimum [Member] | |||||||
Capital and surplus to be maintained as to policyholders | $ 35,000 | ||||||
January 23, 2018 [Member] | |||||||
Sale of stock, number of shares issued | 424,572 | ||||||
KAI [Member] | |||||||
Stock issued during period | 1,000,000 | ||||||
Fundamental Global Investor [Member] | |||||||
Sale of stock, number of shares issued | 475,428 | 900,000 | |||||
Capital contribution received | $ 16,000 |
Nature of Business (Details N41
Nature of Business (Details Narrative) (10-K) - shares | Jan. 02, 2015 | Jun. 13, 2014 | Jun. 13, 2014 | Dec. 31, 2016 |
Common stock issued through IPO and add on offering | 5,000,000 | 5,000,000 | ||
KAI [Member] | ||||
Common stock shares held, shares | 975,000 | |||
Common stock shares held, percentage | 16.40% | |||
Acquisition of membership interest | 100.00% |
Significant Accounting Polici42
Significant Accounting Policies (Details Narrative) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017USD ($)Number | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($)Number | Dec. 31, 2015USD ($) | |
Certificate of deposit maturities | 15 | |||
Maturity of liquid investments | 90 days | |||
Rent expense | $ | $ 255,000 | $ 258,000 | $ 343,000 | $ 214,000 |
Cash deposit per institution insured by FDIC | $ | $ 250,000 | |||
Concentration risk percentage | 33.00% | |||
Percentage of policies for concentration in counties | 5.00% | |||
Jefferson Parish [Member] | ||||
Concentration risk percentage | 12.60% | |||
Saint Tammany [Member] | ||||
Concentration risk percentage | 12.50% | |||
East Baton Rouge Parish [Member] | ||||
Concentration risk percentage | 7.20% | |||
Livingston Parish [Member] | ||||
Concentration risk percentage | 5.10% | |||
Louisiana [Member] | ||||
Number of parishes, insured | 63 | |||
Number of parishes, total | 64 | |||
Percentage of policies for concentration in counties | 5.00% | |||
Texas [Member] | ||||
Number of counties, total texas | 254 | |||
Texas [Member] | Maison [Member] | ||||
Number of counties on direct basis - policy written in Texas | 150 | |||
Texas [Member] | ||||
Number of parishes, insured | 105 | |||
Percentage of policies for concentration in counties | 5.00% | |||
Furniture [Member] | ||||
Property plant and equipment useful life | 7 years | |||
Vehicle [Member] | ||||
Property plant and equipment useful life | 5 years | |||
Computer Equipment [Member] | ||||
Property plant and equipment useful life | 3 years | 3 years | ||
Minimum [Member] | ||||
Maturity of liquid investments | 3 months | |||
Maximum [Member] | ||||
Maturity of liquid investments | 1 year | |||
Cash deposit per institution insured by FDIC | $ | $ 250,000 |
Significant Accounting Polici43
Significant Accounting Policies (Details Narrative) (10-K) | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | Dec. 31, 2016USD ($)Number | Dec. 31, 2015USD ($) | |
Maturity of liquid investments | 90 days | |||
Property plant and equipment useful life, description | Shorter of estimated useful life or the term of the lease for leasehold improvements. Property and equipment is estimated to have no salvage value at its useful life-end. | |||
Rent expense | $ | $ 255,000 | $ 258,000 | $ 343,000 | $ 214,000 |
Cash deposit per institution insured by FDIC | $ | $ 250,000 | |||
Number of parishes - total | 56 | |||
Diversification of policies percentage | 33.00% | |||
Percentage of policies for concentration | 5.00% | |||
Number of operating segments | 1 | |||
Louisiana [Member] | ||||
Number of parishes - insured | 62 | |||
Number of parishes - total | 64 | |||
Texas [Member] | ||||
Number of parishes - insured | 105 | |||
Number of parishes - total | 254 | |||
Percentage of policies for concentration | 5.00% | |||
Saint Tammany Parish [Member] | ||||
Diversification of policies percentage | 15.20% | |||
Jefferson Parish [Member] | ||||
Diversification of policies percentage | 14.20% | |||
East Baton Rouge Parish [Member] | ||||
Diversification of policies percentage | 7.70% | |||
Orleans Parish [Member] | ||||
Diversification of policies percentage | 5.60% | |||
Livingston Parish [Member] | ||||
Diversification of policies percentage | 5.60% | |||
Tangipahoa Parish [Member] | ||||
Diversification of policies percentage | 5.30% | |||
Terrebonne Parish [Member] | ||||
Diversification of policies percentage | 5.20% | |||
Remaining Parish [Member] | ||||
Diversification of policies percentage | 33.00% | |||
Furniture [Member] | ||||
Property plant and equipment useful life | 7 years | |||
Vehicles [Member] | ||||
Property plant and equipment useful life | 5 years | |||
Computer Equipment [Member] | ||||
Property plant and equipment useful life | 3 years | 3 years |
Recently Issued Accounting St44
Recently Issued Accounting Standards (Details Narrative) (10-K) $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
New Accounting Pronouncements and Changes in Accounting Principles [Abstract] | |
Unrealized gain on equity investments | $ 90 |
Investments (Details Narrative)
Investments (Details Narrative) $ in Thousands | 9 Months Ended | ||
Sep. 30, 2017USD ($)Number | Dec. 31, 2016USD ($)Number | Dec. 31, 2015USD ($)Number | |
Schedule of Available-for-sale Securities [Line Items] | |||
Number of investments in unrealized loss positions | Number | 122 | 107 | |
Amortized cost | $ 46,934 | $ 27,793 | |
Estimated fair value | 46,978 | 27,695 | $ 20,238 |
Commitment to total investment in partnerships | 1,000 | 1,000 | |
Partners capital draws | 645 | $ 505 | |
Certificate of deposit | $ 300 | ||
Certificate of deposit maturities | 15 | ||
Texas [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Amortized cost | $ 2,001 | ||
Estimated fair value | 1,998 | ||
Texas [Member] | Minimum [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Pledged securities | $ 2,000 | ||
Florida [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Certificate of deposit maturities | 18 months | ||
Fixed Income Securities [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Number of investments in unrealized loss positions | Number | 149 | 122 | |
Equity Securities [Member] | |||
Schedule of Available-for-sale Securities [Line Items] | |||
Number of investments in unrealized loss positions | Number | 12 |
Investments (Details Narrativ46
Investments (Details Narrative) (10-K) $ in Thousands | Sep. 30, 2017USD ($) | Dec. 31, 2016USD ($)Number | Dec. 31, 2015USD ($)Number |
Number of investments in unrealized loss positions | Number | 122 | 107 | |
Amortized cost | $ 46,934 | $ 27,793 | |
Estimated fair value | 46,978 | 27,695 | $ 20,238 |
Commitment to total investment in partnerships | 1,000 | 1,000 | |
Partners capital draws | $ 645 | 505 | |
Texas [Member] | |||
Pledged securities | 2,000 | ||
Cash | 300 | ||
Amortized cost | 1,701 | ||
Estimated fair value | $ 1,692 |
Investments - Schedule of Amort
Investments - Schedule of Amortized Cost, Gross Unrealized Gains and Losses and Estimated Fair Value of Investments (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Schedule of Trading Securities and Other Trading Assets [Line Items] | |||
Fixed income securities: Amortized Cost | $ 45,252 | $ 26,793 | $ 20,332 |
Fixed income securities: Gross Unrealized Gains | 157 | 40 | 32 |
Fixed income securities: Gross Unrealized Losses | (202) | (274) | (126) |
Fixed income securities: Estimated Fair Value | 45,207 | 26,559 | 20,238 |
Equity Securities: Amortized Cost Basis | 1,682 | 1,000 | 0 |
Equity Securities: Gross Unrealized Gains | 148 | 136 | |
Equity Securities: Gross Unrealized Losses | (59) | ||
Equity Securities: Estimated Fair Value | 1,771 | 1,136 | |
Total Securities: Amortized Cost | 46,934 | 27,793 | |
Total Securities: Gross Unrealized Gains | 305 | 176 | |
Total Securities: Gross Unrealized Losses | (261) | (274) | |
Total Securities: Estimated Fair Value | 46,978 | 27,695 | 20,238 |
Equity Common Stock [Member] | |||
Schedule of Trading Securities and Other Trading Assets [Line Items] | |||
Equity Securities: Amortized Cost Basis | 1,571 | 1,000 | |
Equity Securities: Gross Unrealized Gains | 66 | 136 | |
Equity Securities: Gross Unrealized Losses | (25) | ||
Equity Securities: Estimated Fair Value | 1,612 | 1,136 | |
Equity Warrant [Member] | |||
Schedule of Trading Securities and Other Trading Assets [Line Items] | |||
Equity Securities: Amortized Cost Basis | 72 | ||
Equity Securities: Gross Unrealized Gains | 79 | ||
Equity Securities: Gross Unrealized Losses | (29) | ||
Equity Securities: Estimated Fair Value | 122 | ||
Rights To Purchase Common Stock [Member] | |||
Schedule of Trading Securities and Other Trading Assets [Line Items] | |||
Equity Securities: Amortized Cost Basis | 39 | ||
Equity Securities: Gross Unrealized Gains | 3 | ||
Equity Securities: Gross Unrealized Losses | (5) | ||
Equity Securities: Estimated Fair Value | 37 | ||
U.S. government [Member] | |||
Schedule of Trading Securities and Other Trading Assets [Line Items] | |||
Fixed income securities: Amortized Cost | 2,911 | 1,623 | 650 |
Fixed income securities: Gross Unrealized Gains | 6 | 1 | |
Fixed income securities: Gross Unrealized Losses | (18) | (20) | (3) |
Fixed income securities: Estimated Fair Value | 2,899 | 1,604 | 647 |
States, Municipalities and Political Subdivisions [Member] | |||
Schedule of Trading Securities and Other Trading Assets [Line Items] | |||
Fixed income securities: Amortized Cost | 5,379 | 2,271 | 1,656 |
Fixed income securities: Gross Unrealized Gains | 12 | 2 | 2 |
Fixed income securities: Gross Unrealized Losses | (26) | (27) | (7) |
Fixed income securities: Estimated Fair Value | 5,365 | 2,246 | 1,651 |
Asset-backed Securities and Collateralized Mortgage Backed Obligations [Member] | |||
Schedule of Trading Securities and Other Trading Assets [Line Items] | |||
Fixed income securities: Amortized Cost | 16,727 | 12,095 | 9,123 |
Fixed income securities: Gross Unrealized Gains | 26 | 9 | 14 |
Fixed income securities: Gross Unrealized Losses | (119) | (136) | (55) |
Fixed income securities: Estimated Fair Value | 16,635 | 11,968 | 9,082 |
Corporate [Member] | |||
Schedule of Trading Securities and Other Trading Assets [Line Items] | |||
Fixed income securities: Amortized Cost | 20,235 | 10,804 | 8,903 |
Fixed income securities: Gross Unrealized Gains | 113 | 28 | 16 |
Fixed income securities: Gross Unrealized Losses | (40) | (91) | (61) |
Fixed income securities: Estimated Fair Value | $ 20,308 | $ 10,741 | $ 8,858 |
Investments - Schedule of Fixed
Investments - Schedule of Fixed Income Securities by Contractual Maturity (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Investments, Debt and Equity Securities [Abstract] | |||
Amortized Cost, One year or less | $ 2,416 | $ 1,827 | |
Amortized Cost, More than one to five years | 19,759 | 12,737 | |
Amortized Cost, More than five to ten years | 11,780 | 3,987 | |
Amortized Cost, More than ten years | 11,297 | 8,242 | |
Total | 45,252 | 26,793 | $ 20,332 |
Estimated Fair Value, One year or less | 2,415 | 1,828 | |
Estimated Fair Value, More than one to five years | 19,757 | 12,678 | |
Estimated Fair Value, More than five to ten years | 11,804 | 3,918 | |
Estimated Fair Value, More than ten years | 11,231 | 8,135 | |
Total | $ 45,207 | $ 26,559 | $ 20,238 |
Investments - Schedule of Aggre
Investments - Schedule of Aggregate Unrealized Loss Position, by Security Type, of Fixed Income Securities (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Less Than 12 Months, fair Value | $ 22,926 | ||
Less Than 12 Months, Unrealized Losses | (196) | ||
Greater than 12 Months, Fair Value | 2,995 | ||
Greater than 12 Months, Unrealized Losses | (65) | ||
Total Fair Value | 25,921 | ||
Total Unrealized Losses | (261) | ||
Fixed Income Securities [Member] | |||
Less Than 12 Months, fair Value | 22,648 | $ 18,344 | $ 14,068 |
Less Than 12 Months, Unrealized Losses | (137) | (271) | (126) |
Greater than 12 Months, Fair Value | 2,995 | 460 | |
Greater than 12 Months, Unrealized Losses | (65) | (3) | |
Total Fair Value | 25,643 | 18,804 | 14,068 |
Total Unrealized Losses | (202) | (274) | (126) |
Equity Securities [Member] | |||
Less Than 12 Months, fair Value | 278 | ||
Less Than 12 Months, Unrealized Losses | (59) | ||
Greater than 12 Months, Fair Value | |||
Total Fair Value | 278 | ||
Total Unrealized Losses | (59) | ||
Equity Securities [Member] | Equity Common Stock [Member] | |||
Less Than 12 Months, fair Value | 237 | ||
Less Than 12 Months, Unrealized Losses | (25) | ||
Greater than 12 Months, Fair Value | |||
Greater than 12 Months, Unrealized Losses | |||
Total Fair Value | 237 | ||
Total Unrealized Losses | (25) | ||
Equity Securities [Member] | Warrants to purchase common stock [Member] | |||
Less Than 12 Months, fair Value | 23 | ||
Less Than 12 Months, Unrealized Losses | (29) | ||
Greater than 12 Months, Fair Value | |||
Greater than 12 Months, Unrealized Losses | |||
Total Fair Value | 23 | ||
Total Unrealized Losses | (29) | ||
Equity Securities [Member] | Rights to Purchase Common Stock [Member] | |||
Less Than 12 Months, fair Value | 18 | ||
Less Than 12 Months, Unrealized Losses | (5) | ||
Greater than 12 Months, Fair Value | |||
Greater than 12 Months, Unrealized Losses | |||
Total Fair Value | 18 | ||
Total Unrealized Losses | (5) | ||
U.S. government [Member] | Fixed Income Securities [Member] | |||
Less Than 12 Months, fair Value | 2,041 | 1,303 | 346 |
Less Than 12 Months, Unrealized Losses | (18) | (20) | (3) |
Greater than 12 Months, Fair Value | 175 | ||
Greater than 12 Months, Unrealized Losses | |||
Total Fair Value | 2,216 | 1,303 | 346 |
Total Unrealized Losses | (18) | (20) | (3) |
States, Municipalities and Political Subdivisions [Member] | Fixed Income Securities [Member] | |||
Less Than 12 Months, fair Value | 2,357 | 1,537 | 1,014 |
Less Than 12 Months, Unrealized Losses | (13) | (27) | (7) |
Greater than 12 Months, Fair Value | 589 | ||
Greater than 12 Months, Unrealized Losses | (13) | ||
Total Fair Value | 2,946 | 1,537 | 1,014 |
Total Unrealized Losses | (26) | (27) | (7) |
Asset-backed Securities and Collateralized Mortgage Backed Obligations [Member] | Fixed Income Securities [Member] | |||
Less Than 12 Months, fair Value | 11,682 | 9,552 | 7,472 |
Less Than 12 Months, Unrealized Losses | (83) | (133) | (55) |
Greater than 12 Months, Fair Value | 1,675 | 460 | |
Greater than 12 Months, Unrealized Losses | (36) | (3) | |
Total Fair Value | 13,357 | 10,012 | 7,472 |
Total Unrealized Losses | (119) | (136) | (55) |
Corporate [Member] | Fixed Income Securities [Member] | |||
Less Than 12 Months, fair Value | 6,568 | 5,952 | 5,236 |
Less Than 12 Months, Unrealized Losses | (23) | (91) | (61) |
Greater than 12 Months, Fair Value | 556 | ||
Greater than 12 Months, Unrealized Losses | (16) | ||
Total Fair Value | 7,124 | 5,952 | 5,236 |
Total Unrealized Losses | $ (39) | $ (91) | $ (61) |
Investments - Schedule of Net I
Investments - Schedule of Net Investment Income (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Net Investment Income [Line Items] | ||||||
Gross investment income | $ 265 | $ 162 | $ 742 | $ 428 | $ 609 | $ 399 |
Investment expenses | (17) | (11) | (42) | (35) | (65) | (37) |
Net investment income | 248 | 151 | 700 | 393 | 544 | 362 |
Interest on Fixed Income Securities [Member] | ||||||
Net Investment Income [Line Items] | ||||||
Gross investment income | 231 | 123 | 471 | 285 | ||
Interest on Cash and Cash Equivalents [Member] | ||||||
Net Investment Income [Line Items] | ||||||
Gross investment income | 30 | 34 | 129 | 114 | ||
Realized Gain Upon Sale of Securities [Member] | ||||||
Net Investment Income [Line Items] | ||||||
Gross investment income | 4 | 68 | ||||
Other [Member] | ||||||
Net Investment Income [Line Items] | ||||||
Gross investment income | $ 5 | 7 | ||||
Fixed Income Securities [Member] | ||||||
Net Investment Income [Line Items] | ||||||
Gross investment income | 548 | 332 | ||||
Cash and Cash Equivalents [Member] | ||||||
Net Investment Income [Line Items] | ||||||
Gross investment income | $ 126 | $ 89 | ||||
Realized Gains on Sale of Fixed Income Securities [Member] | ||||||
Net Investment Income [Line Items] | ||||||
Gross investment income | $ 9 |
Reinsurance (Details Narrative)
Reinsurance (Details Narrative) $ in Thousands | 1 Months Ended | 3 Months Ended | 5 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Jun. 30, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | May 31, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | May 31, 2017USD ($) | Dec. 31, 2016USD ($) | May 31, 2016USD ($)Number | Dec. 31, 2015USD ($) | |
Reinsurance Retention Policy [Line Items] | ||||||||||
Ceded written premiums | $ 6,051 | $ 5,973 | $ 16,426 | $ 15,414 | $ 20,541 | $ 13,422 | ||||
Assumed premiums written | $ 630 | $ 509 | 2,828 | 1,367 | 1,336 | 1,174 | ||||
Per-Risk Treaty [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Reinsurance recoveries for each risk | $ 1,600 | $ 1,750 | 1,750 | |||||||
Excess retention amount reinsured | $ 400 | $ 250 | 250 | |||||||
Ceded written premiums | 405 | 438 | 569 | 342 | ||||||
Excess of Loss Treaty 2015/2016 [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Reinsurance recoveries for each risk | $ 121,000 | |||||||||
Excess retention amount reinsured | $ 4,000 | |||||||||
Number of hours in period | Number | 144 | |||||||||
Excess of Loss Treaty 2015/2016 Additional Coverage [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Excess retention amount reinsured | $ 15,000 | |||||||||
Excess of Loss Treaties Years 2016 and 2017 [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Reinsurance recoveries for each risk | $ 170,000 | |||||||||
Excess retention amount reinsured | 5,000 | |||||||||
Excess of Loss Treaty 2016/2017 Additional Coverage [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Excess retention amount reinsured | 25,000 | |||||||||
Excess of Loss Treaties (Combined) [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Ceded written premiums | 16,021 | 14,976 | 19,972 | $ 13,080 | ||||||
Minimum [Member] | Excess of Loss Treaty 2015/2016 [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Reinsurance event amount | $ 125,000 | |||||||||
Minimum [Member] | Excess of Loss Treaties Years 2016 and 2017 [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Reinsurance event amount | $ 175,000 | |||||||||
Brotherhood Mutual Insurance Company [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Assumed premiums written | $ 1,427 | $ 1,367 | $ 1,150 | |||||||
Brotherhood Mutual Insurance Company [Member] | Minimum [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Percentage of quota-share of wind/hail premiums | 25.00% | 35.00% | ||||||||
Brotherhood Mutual Insurance Company [Member] | Maximum [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Percentage of quota-share of wind/hail premiums | 100.00% | 100.00% | ||||||||
Texas Windstorm Insurance Association [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Percentage of quota-share of wind/hail premiums | 100.00% | 100.00% | ||||||||
Assumed premiums written | $ 1,401 | $ 186 |
Reinsurance (Details Narrativ52
Reinsurance (Details Narrative) (10-K) $ in Thousands | 1 Months Ended | 3 Months Ended | 5 Months Ended | 9 Months Ended | 12 Months Ended | |||||
Jun. 30, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | May 31, 2017USD ($) | Sep. 30, 2017USD ($) | Sep. 30, 2016USD ($) | May 31, 2017USD ($) | Dec. 31, 2016USD ($)Number | May 31, 2016USD ($)Number | Dec. 31, 2015USD ($) | |
Reinsurance Retention Policy [Line Items] | ||||||||||
Ceded written premiums | $ 6,051 | $ 5,973 | $ 16,426 | $ 15,414 | $ 20,541 | $ 13,422 | ||||
Assumed premiums written | $ 630 | $ 509 | 2,828 | 1,367 | 1,336 | 1,174 | ||||
Per-Risk Treaty [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Reinsurance recoveries for each risk | $ 1,600 | $ 1,750 | 1,750 | |||||||
Excess retention amount reinsured | $ 400 | $ 250 | 250 | |||||||
Ceded written premiums | 405 | 438 | 569 | 342 | ||||||
Excess of Loss Treaty 2015/2016 [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Reinsurance recoveries for each risk | $ 121,000 | |||||||||
Excess retention amount reinsured | $ 4,000 | |||||||||
Number of hours in period | Number | 144 | |||||||||
Excess of Loss Treaty 2015/2016 Additional Coverage [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Excess retention amount reinsured | $ 15,000 | |||||||||
Aggregate loss retained | 5,000 | |||||||||
Excess of Loss Treaty 2 [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Reinsurance recoveries for each risk | $ 170,000 | |||||||||
Excess retention amount reinsured | 5,000 | |||||||||
Excess of Loss Treaty 2 [Member] | Subsequent Event [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Reinsurance recoveries for each risk | 170,000 | |||||||||
Excess retention amount reinsured | 5,000 | |||||||||
Excess of Loss Treaty 2 Additional Coverage [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Excess retention amount reinsured | 25,000 | |||||||||
Excess of Loss Treaty 2 Additional Coverage [Member] | Subsequent Event [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Excess retention amount reinsured | 7,000 | |||||||||
Aggregate loss retained | 25,000 | |||||||||
Franchise deductible | 125 | |||||||||
Excess of Loss Treaties (Combined) [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Ceded written premiums | 16,021 | 14,976 | 19,972 | $ 13,080 | ||||||
Minimum [Member] | Excess of Loss Treaty 2015/2016 [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Reinsurance event amount | $ 125,000 | |||||||||
Minimum [Member] | Excess of Loss Treaty 2 [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Reinsurance event amount | 175,000 | |||||||||
Minimum [Member] | Excess of Loss Treaty 2 [Member] | Subsequent Event [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Reinsurance event amount | $ 175,000 | |||||||||
Brotherhood Mutual Insurance Company [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Assumed premiums written | $ 1,427 | $ 1,367 | $ 1,150 | |||||||
Number of policies | Number | 522 | |||||||||
Brotherhood Mutual Insurance Company [Member] | Minimum [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Percentage of quota-share of wind/hail premiums | 25.00% | 35.00% | ||||||||
Brotherhood Mutual Insurance Company [Member] | Maximum [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Percentage of quota-share of wind/hail premiums | 100.00% | 100.00% | ||||||||
Texas Windstorm Insurance Association [Member] | ||||||||||
Reinsurance Retention Policy [Line Items] | ||||||||||
Percentage of quota-share of wind/hail premiums | 100.00% | 100.00% | ||||||||
Assumed premiums written | $ 1,401 | $ 186 | ||||||||
Number of policies | Number | 1,300 |
Reinsurance - Schedule of Impac
Reinsurance - Schedule of Impact of Reinsurance Treaties on Financial Statements (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Reinsurance Disclosures [Abstract] | ||||||
Premium written: Direct | $ 16,533 | $ 13,457 | $ 45,989 | $ 38,117 | $ 49,991 | $ 42,677 |
Premium written: Assumed | 630 | 509 | 2,828 | 1,367 | 1,336 | 1,174 |
Premium written: Ceded | (6,051) | (5,973) | (16,426) | (15,414) | (20,541) | (13,422) |
Net premium written | 11,112 | 7,993 | 32,391 | 24,070 | 30,786 | 30,429 |
Premium earned: Direct | 14,056 | 12,037 | 40,015 | 34,455 | 46,851 | 37,699 |
Premium earned: Assumed | 851 | 509 | 2,454 | 1,367 | 2,096 | 413 |
Premium earned: Ceded | (6,275) | (5,410) | (17,437) | (12,953) | (18,499) | (12,178) |
Net premium earned | 8,632 | 7,136 | 25,032 | 22,869 | 30,448 | 25,934 |
Losses and LAE incurred: Direct | 20,451 | 12,529 | 31,297 | 25,985 | 28,372 | 10,316 |
Losses and LAE incurred: Assumed | 5,734 | 562 | 8,937 | 2,340 | 3,414 | 90 |
Losses and LAE incurred: Ceded | (18,390) | (6,648) | (26,425) | (13,408) | (15,414) | (467) |
Net losses and LAE incurred | $ 7,795 | $ 6,443 | $ 13,809 | $ 14,917 | $ 16,372 | $ 9,939 |
Deferred Policy Acquisition C54
Deferred Policy Acquisition Costs - Schedule of Components of Deferred Policy Acquisition Costs (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Deferred Policy Acquisition Costs Disclosures [Abstract] | ||||||
Balance, beginning of period, net | $ 5,545 | $ 4,139 | $ 4,389 | $ 4,030 | $ 4,030 | $ 3,091 |
Additions | 3,402 | 2,325 | 9,670 | 6,487 | 8,851 | 7,510 |
Amortization | (2,755) | (2,095) | (7,867) | (6,148) | (8,492) | (6,571) |
Balance, end of period, net | $ 6,192 | $ 4,369 | $ 6,192 | $ 4,369 | $ 4,389 | $ 4,030 |
Loss and Loss Adjustment Expe55
Loss and Loss Adjustment Expense Reserves -Schedule of Cumulative Paid Losses Net of Reinsurance (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | |
Insurance Loss Reserves [Abstract] | ||||
Balance, beginning of period, gross of reinsurance | $ 9,583 | $ 5,884 | $ 6,971 | $ 2,123 |
Less reinsurance recoverable on loss and LAE expense reserves | (6,012) | (3,431) | (3,652) | (120) |
Balance, beginning of period, net of reinsurance | 3,571 | 2,453 | 3,319 | 2,003 |
Incurred related to: Current year | 8,717 | 6,487 | 15,953 | 15,090 |
Incurred related to: Prior years | (922) | (44) | (2,144) | (173) |
Paid related to: Current year | (7,246) | (5,671) | (12,060) | (12,719) |
Paid related to: Prior years | 411 | 36 | (537) | (940) |
Paid related to: Balance, September 30, net of reinsurance | 4,531 | 3,261 | 4,531 | 3,261 |
Paid related to: Plus reinsurance recoverable related to loss and LAE expense reserves | 17,560 | 5,366 | 17,560 | 5,366 |
Balance, September 30, gross of reinsurance | $ 22,091 | $ 8,627 | $ 22,091 | $ 8,627 |
Loss and Loss Adjustment Expe56
Loss and Loss Adjustment Expense Reserves - Schedule of Incurred and Paid Claims Development (Details) (10-K) $ in Thousands | Dec. 31, 2016USD ($)Number | Dec. 31, 2015USD ($) | Dec. 31, 2014USD ($) | Dec. 31, 2013USD ($) | Dec. 31, 2012USD ($) |
Homeowners Multi-Peril Policies [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 28,308 | ||||
Total of IBNR Liabilities Plus Expected Development on Reported Losses | $ 1,322 | ||||
Cumulative number of reported claims | Number | 4,525 | ||||
Homeowners Multi-Peril Policies [Member] | Accident Year 2012 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | |||||
Homeowners Multi-Peril Policies [Member] | Accident Year 2013 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 355 | 355 | 380 | 460 | |
Cumulative number of reported claims | Number | 57 | ||||
Homeowners Multi-Peril Policies [Member] | Accident Year 2014 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 4,357 | 3,878 | 3,680 | ||
Cumulative number of reported claims | Number | 557 | ||||
Homeowners Multi-Peril Policies [Member] | Accident Year 2015 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 7,734 | 8,442 | |||
Total of IBNR Liabilities Plus Expected Development on Reported Losses | $ 170 | ||||
Cumulative number of reported claims | Number | 1,207 | ||||
Homeowners Multi-Peril Policies [Member] | Accident Year 2016 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 15,862 | ||||
Total of IBNR Liabilities Plus Expected Development on Reported Losses | $ 1,152 | ||||
Cumulative number of reported claims | Number | 2,704 | ||||
Special Property Policies [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 4,553 | ||||
Total of IBNR Liabilities Plus Expected Development on Reported Losses | $ 478 | ||||
Cumulative number of reported claims | Number | 862 | ||||
Special Property Policies [Member] | Accident Year 2012 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | 9,392 | ||||
Special Property Policies [Member] | Accident Year 2013 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 2,400 | 2,363 | 2,375 | 2,478 | |
Cumulative number of reported claims | Number | 406 | ||||
Special Property Policies [Member] | Accident Year 2014 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 120 | 120 | 115 | ||
Cumulative number of reported claims | Number | 33 | ||||
Special Property Policies [Member] | Accident Year 2015 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 1,142 | 1,331 | |||
Total of IBNR Liabilities Plus Expected Development on Reported Losses | $ 30 | ||||
Cumulative number of reported claims | Number | 191 | ||||
Special Property Policies [Member] | Accident Year 2016 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 891 | ||||
Total of IBNR Liabilities Plus Expected Development on Reported Losses | $ 448 | ||||
Cumulative number of reported claims | Number | 232 | ||||
All Product Line [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 32,861 | ||||
Total of IBNR Liabilities Plus Expected Development on Reported Losses | $ 1,800 | ||||
Cumulative number of reported claims | Number | 5,387 | ||||
All Product Line [Member] | Accident Year 2012 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 9,392 | ||||
All Product Line [Member] | Accident Year 2013 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 2,755 | 2,718 | 2,755 | $ 2,938 | |
Cumulative number of reported claims | Number | 463 | ||||
All Product Line [Member] | Accident Year 2014 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 4,477 | 3,998 | $ 3,795 | ||
Cumulative number of reported claims | Number | 590 | ||||
All Product Line [Member] | Accident Year 2015 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 8,876 | $ 9,773 | |||
Total of IBNR Liabilities Plus Expected Development on Reported Losses | $ 200 | ||||
Cumulative number of reported claims | Number | 1,398 | ||||
All Product Line [Member] | Accident Year 2016 [Member] | |||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | |||||
Incurred losses and loss adjustment expenses, net of reinsurance | $ 16,753 | ||||
Total of IBNR Liabilities Plus Expected Development on Reported Losses | $ 1,600 | ||||
Cumulative number of reported claims | Number | 2,936 |
Loss and Loss Adjustment Expe57
Loss and Loss Adjustment Expense Reserves - Schedule of Cumulative Paid Losses and Lae, Net of Reinsurance (Details) (10-K) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | Dec. 31, 2013 |
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Liabilities for losses and loss adjustment expenses, net of reinsurance | $ 4,531 | $ 3,261 | ||||
Homeowners Multi-Peril Policies [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | $ 25,584 | |||||
Liabilities for losses and loss adjustment expenses, net of reinsurance | 2,724 | $ 1,780 | ||||
Homeowners Multi-Peril Policies [Member] | Accident Year 2013 [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 355 | 355 | $ 352 | $ 309 | ||
Homeowners Multi-Peril Policies [Member] | Accident Year 2014 [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 4,058 | 3,674 | 2,925 | |||
Homeowners Multi-Peril Policies [Member] | Accident Year 2015 [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 7,426 | 6,867 | ||||
Homeowners Multi-Peril Policies [Member] | Accident Year 2016 [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 13,745 | |||||
Special Property Policies [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 3,958 | |||||
Liabilities for losses and loss adjustment expenses, net of reinsurance | 595 | 223 | ||||
Special Property Policies [Member] | Accident Year 2013 [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 2,340 | 2,346 | 2,325 | 2,275 | ||
Special Property Policies [Member] | Accident Year 2014 [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 120 | 120 | 99 | |||
Special Property Policies [Member] | Accident Year 2015 [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 1,112 | 1,124 | ||||
Special Property Policies [Member] | Accident Year 2016 [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 386 | |||||
All Product Line [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 29,542 | |||||
Liabilities for losses and loss adjustment expenses, net of reinsurance | 3,319 | 2,003 | ||||
All Product Line [Member] | Accident Year 2013 [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 2,695 | 2,701 | 2,677 | $ 2,584 | ||
All Product Line [Member] | Accident Year 2014 [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 4,178 | 3,794 | $ 3,024 | |||
All Product Line [Member] | Accident Year 2015 [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | 8,538 | $ 7,991 | ||||
All Product Line [Member] | Accident Year 2016 [Member] | ||||||
Causes of Increase (Decrease) in Liability for Unpaid Claims and Claims Adjustment Expense [Line Items] | ||||||
Cumulative paid losses and loss adjustment expenses, net of reinsurance | $ 14,131 |
Loss and Loss Adjustment Expe58
Loss and Loss Adjustment Expense Reserves - Schedule of Net Incurred and Paid Loss Development to Liability for Loss and Loss Adjustment Expenses (Details) (10-K) - USD ($) $ in Thousands | Sep. 30, 2017 | Jun. 30, 2017 | Dec. 31, 2016 | Sep. 30, 2016 | Jun. 30, 2016 | Dec. 31, 2015 |
Claims Development [Line Items] | ||||||
Net Liability for Loss and loss adjustment expenses, Reserves | $ 4,531 | $ 3,261 | ||||
Reinsurance Recoverable on Loss and loss adjustment expenses, Reserves | 17,560 | $ 6,012 | $ 3,652 | $ 5,366 | $ 3,431 | $ 120 |
Gross Liability for Loss and loss adjustment expenses, Reserves | $ 22,091 | $ 9,583 | 6,971 | $ 5,884 | 2,123 | |
Homeowners Multi-Peril Policies [Member] | ||||||
Claims Development [Line Items] | ||||||
Net Liability for Loss and loss adjustment expenses, Reserves | 2,724 | 1,780 | ||||
Reinsurance Recoverable on Loss and loss adjustment expenses, Reserves | 2,565 | 120 | ||||
Special Property Policies [Member] | ||||||
Claims Development [Line Items] | ||||||
Net Liability for Loss and loss adjustment expenses, Reserves | 595 | 223 | ||||
Reinsurance Recoverable on Loss and loss adjustment expenses, Reserves | 1,087 | |||||
All Product Line [Member] | ||||||
Claims Development [Line Items] | ||||||
Net Liability for Loss and loss adjustment expenses, Reserves | 3,319 | 2,003 | ||||
Reinsurance Recoverable on Loss and loss adjustment expenses, Reserves | 3,652 | 120 | ||||
Gross Liability for Loss and loss adjustment expenses, Reserves | $ 6,971 | $ 2,123 |
Loss and Loss Adjustment Expe59
Loss and Loss Adjustment Expense Reserves - Schedule of Average Historical Claims (Details) (10-K) | Dec. 31, 2016 |
Homeowners Multi-Peril Policies [Member] | |
Claims Development [Line Items] | |
1 year | 84.20% |
2 years | 4.80% |
3 years | 1.40% |
Special Property Policies [Member] | |
Claims Development [Line Items] | |
1 year | 85.30% |
2 years | 1.30% |
3 years | 0.40% |
All Product Line [Member] | |
Claims Development [Line Items] | |
1 year | 84.40% |
2 years | 4.30% |
3 years | 1.20% |
Income Taxes (Details Narrative
Income Taxes (Details Narrative) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Statutory federal income tax rate | 34.00% | 34.00% | 34.00% |
Net deferred income tax assets | $ 855 | $ 420 | $ 506 |
Income Taxes (Details Narrati61
Income Taxes (Details Narrative) (10-K) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Net deferred tax assets | $ 855 | $ 420 | $ 506 |
Federal [Member] | |||
Net loss carry forward | $ 691 |
Income Taxes - Schedule of Reco
Income Taxes - Schedule of Reconciliation Effective Tax Rates (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||||||
Income tax benefit at statutory income tax rate | $ (1,168) | $ (902) | $ (508) | $ (743) | $ 40 | $ (794) |
Nondeductible expenses | 15 | 20 | ||||
State income tax (net of federal tax benefit) | (5) | 54 | 104 | 131 | 53 | 105 |
Other | 2 | 1 | 7 | 7 | 6 | |
Income tax benefit | $ (1,171) | $ (847) | $ (397) | $ (605) | $ 108 | $ (663) |
Provision for taxes at U.S. statutory marginal income tax rate | 34.00% | 34.00% | 34.00% | |||
Nondeductible expenses | 12.40% | (0.80%) | ||||
State tax (net of federal benefit) | 44.40% | (4.50%) | ||||
Other | (0.30%) | |||||
Income tax expense (benefit) | 90.80% | 28.40% |
Income Taxes - Schedule of Re63
Income Taxes - Schedule of Reconciliation Effective Tax Rates (Details) (Parenthetical) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | |||
Provision for taxes at U.S. statutory marginal income tax rate | 34.00% | 34.00% | 34.00% |
Income Taxes - Summary of Incom
Income Taxes - Summary of Income Tax Expense (benefit) (Details) (10-K) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Income Tax Disclosure [Abstract] | ||||||
Current income tax expense (benefit) | $ 20 | $ (452) | ||||
Deferred income tax expense (benefit) | 88 | (211) | ||||
Income tax expense (benefit) | $ (1,171) | $ (847) | $ (397) | $ (605) | $ 108 | $ (663) |
Income Taxes - Schedule of Defe
Income Taxes - Schedule of Deferred Income Taxes (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Income Tax Disclosure [Abstract] | |||
Deferred income tax assets: Loss and loss adjustment expense reserves | $ 49 | $ 35 | $ 22 |
Deferred income tax assets: Unearned premium reserves | 2,055 | 1,503 | 1,462 |
Deferred income tax assets: Net operating loss carryforwards | 736 | 235 | 284 |
Deferred income tax assets: Share-based compensation | 335 | 316 | 264 |
Deferred income tax assets: Other | 308 | 270 | 278 |
Deferred income tax assets | 3,483 | 2,359 | 2,310 |
Deferred income tax liabilities: Deferred policy acquisition costs | 2,105 | 1,492 | 1,370 |
Deferred income tax liabilities: State deferred taxes | 444 | 397 | 378 |
Deferred income tax liabilities: Other | 79 | 50 | 56 |
Deferred income tax liabilities | 2,628 | 1,939 | 1,804 |
Net deferred income tax assets | $ 855 | $ 420 | $ 506 |
Income Taxes - Summary of Net O
Income Taxes - Summary of Net Operating Loss Carryforwards (Details) (10-K) - Federal [Member] $ in Thousands | 12 Months Ended |
Dec. 31, 2016USD ($) | |
Operating Loss Carryforwards [Line Items] | |
Net loss carry forward | $ 691 |
Tax Year 2014 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Expiration date | 2,033 |
Net loss carry forward | $ 7 |
Tax Year 2013 [Member] | |
Operating Loss Carryforwards [Line Items] | |
Expiration date | 2,032 |
Net loss carry forward | $ 684 |
Purchase of ClaimCor LLC (Detai
Purchase of ClaimCor LLC (Details Narrative) (10-K) - USD ($) $ in Thousands | 12 Months Ended | ||
Dec. 31, 2016 | Dec. 31, 2015 | Jan. 02, 2015 | |
Business Acquisition [Line Items] | |||
Goodwill and asset impairment expense | $ 251 | ||
ClaimCor LLC [Member] | |||
Business Acquisition [Line Items] | |||
Percentage of voting interest | 100.00% | ||
Purchase price | $ 323 | ||
Goodwill | 211 | ||
Intangible asset | 52 | ||
Expense related to the amortization of assets | $ 6 | $ 11 | |
ClaimCor LLC [Member] | Non-compete Agreements [Member] | |||
Business Acquisition [Line Items] | |||
Intangible asset | 9 | ||
Weighted average useful life | 2 years | ||
ClaimCor LLC [Member] | Customer Base [Member] | |||
Business Acquisition [Line Items] | |||
Intangible asset | $ 43 | ||
Weighted average useful life | 5 years |
Purchase of ClaimCor LLC - Sche
Purchase of ClaimCor LLC - Schedule of Estimated Allocation of the Purchase Price (Details) (10-K) - ClaimCor LLC [Member] $ in Thousands | Jan. 02, 2015USD ($) |
Business Acquisition [Line Items] | |
Cash | $ 18 |
Accounts receivable | 132 |
Intangible asset | 52 |
Goodwill | 211 |
Other assets | 7 |
Total assets | 420 |
Accounts payable | 89 |
Other liabilities | 8 |
Total liabilities assumed | 97 |
Net assets acquired | 323 |
Non-compete Agreements [Member] | |
Business Acquisition [Line Items] | |
Intangible asset | 9 |
Customer Base [Member] | |
Business Acquisition [Line Items] | |
Intangible asset | $ 43 |
Net Loss Per Share - Schedule o
Net Loss Per Share - Schedule of Numerators and Denominators Used in Calculation of Basic and Diluted Earnings (loss) Per Share (Details) - USD ($) $ / shares in Units, $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Earnings Per Share [Abstract] | ||||||
Net loss | $ (2,263) | $ (1,806) | $ (1,096) | $ (1,581) | $ 11 | $ (1,673) |
Weighted average common shares outstanding | 5,961,636 | 6,022,983 | 5,958,407 | 6,076,838 | ||
Loss per common share | $ (0.38) | $ (0.30) | $ (0.18) | $ (0.26) | ||
Weighted average common shares outstanding | 6,047,979 | 6,286,706 | ||||
Basic earnings (loss) per common share | $ (0.27) | |||||
Weighted average common shares outstanding | 6,047,979 | 6,286,706 | ||||
Diluted weighted average common shares outstanding | 6,047,979 | 6,286,706 | ||||
Diluted earnings (loss) per common share | $ (0.27) |
Net Loss Per Share - Schedule70
Net Loss Per Share - Schedule of Potentially Dilutive Securities Excluded from Calculation (Details) - shares | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities outstanding | 2,579,831 | 2,612,864 | 2,579,831 | 2,612,864 |
Options to Purchase Common Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities outstanding | 177,456 | 210,489 | 177,456 | 210,489 |
Warrants to Purchase Common Stock [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities outstanding | 1,906,875 | 1,906,875 | 1,906,875 | 1,906,875 |
Restricted Stock Units [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities outstanding | 20,500 | 20,500 | 20,500 | 20,500 |
Performance Shares [Member] | ||||
Antidilutive Securities Excluded from Computation of Earnings Per Share [Line Items] | ||||
Potentially dilutive securities outstanding | 475,000 | 475,000 | 475,000 | 475,000 |
Equity Incentive Plan (Details
Equity Incentive Plan (Details Narrative) (10-K) - USD ($) $ / shares in Units, $ in Thousands | May 29, 2015 | Mar. 31, 2014 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Apr. 30, 2015 | Dec. 31, 2014 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Common share options authorized under plan | 354,912 | 354,912 | ||||||
Common share options available for issuance | 156,956 | 156,956 | ||||||
Stock based compensation | $ 19 | $ 30 | $ 38 | $ 47 | ||||
Unrecognized stock based compensation expense | $ 11 | $ 30 | ||||||
Number of shares exercisable | 1,906,875 | 1,906,875 | 312,500 | |||||
IPO [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Warrants issued shares | 94,375 | |||||||
Warrant exercise price | $ 10 | |||||||
Warrant expire date | Mar. 31, 2019 | |||||||
Warrants to Purchase Common Stock [Member] | Fund Management Group LLC [Member] | Warrant Agreement [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Share price | $ 9.60 | |||||||
Warrants issued shares | 312,500 | |||||||
Warrant expire date | Mar. 31, 2019 | |||||||
Warrant redemption price per share | $ 0.01 | |||||||
Number of consecutive trading days | 20 days | |||||||
Notice days | 30 days | |||||||
Restricted Stock Units [Member] | Closing Price $10 [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting percentage | 50.00% | |||||||
Share price | $ 10 | |||||||
Restricted Stock Units [Member] | Closing Price $12 [Member] | ||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||
Vesting percentage | 50.00% | |||||||
Share price | $ 12 |
Equity Incentive Plan - Schedul
Equity Incentive Plan - Schedule of Common Stock Options Activity (Details) (10-K) - USD ($) | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | |||
Shares Outstanding, beginning | 177,456 | 210,489 | 210,489 |
Shares Exercisable, beginning | 134,865 | 146,603 | 125,308 |
Shares Granted | |||
Shares Exercised | |||
Shares Cancelled | (33,033) | ||
Shares Outstanding, ending | 177,456 | 177,456 | 210,489 |
Shares Exercisable, ending | 156,160 | 134,865 | 146,603 |
Weighted Average Exercise Price Outstanding, beginning | $ 8.06 | $ 8.05 | $ 8.05 |
Weighted Average Exercise Price Exercisable, beginning | 8.06 | 8.04 | 8.04 |
Weighted Average Exercise Price Cancelled | 8 | ||
Weighted Average Exercise Price Outstanding, ending | 8.06 | 8.05 | |
Weighted Average Exercise Price Exercisable, ending | $ 8.06 | $ 8.04 | |
Weighted Average Remaining Contractual Term (Years), beginning | 2 years 9 months 22 days | 3 years 7 months 13 days | |
Weighted Average Remaining Contractual Terms, Exercisable (Years), beginning | 2 years 7 months 13 days | 3 years 2 months 5 days | |
Weighted Average Remaining Contractual Term (Years), ending | 2 years 2 months 30 days | 2 years 9 months 22 days | |
Weighted Average Remaining Contractual Terms, Exercisable (Years), ending | 2 years 2 months 30 days | 2 years 7 months 13 days | |
Weighted average grant date fair value, outstanding | 1.07 | $ 0.96 | $ 0.96 |
Weighted average grant date fair value, exercisable | $ 1.07 | 0.90 | 0.88 |
Weighted average grant date fair value, outstanding | 1.07 | 0.96 | |
Weighted average grant date fair value, exercisable | $ 1.07 | $ 0.90 | |
Aggregate Intrinsic Value, beginning | |||
Aggregate Intrinsic Value, Exercisable, beginning | |||
Aggregate Intrinsic Value, ending | |||
Aggregate Intrinsic Value, Exercisable, ending |
Equity Incentive Plan - Summary
Equity Incentive Plan - Summary of Non-vested Employee Stock Options (Details) (10-K) - $ / shares | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Non-Vested Common Stock Options, beginning | 63,886 | 85,181 |
Non-Vested Common Stock Options Granted | ||
Non-Vested Common Stock Options Vested | (21,295) | (21,295) |
Non-Vested Common Stock Options Cancelled | ||
Non-Vested Common Stock Options, ending | 42,591 | 63,886 |
Weighted Average Grant Date Fair Value, beginning | $ 1.07 | $ 1.07 |
Weighted Average Grant Date Fair Value Granted | ||
Weighted Average Grant Date Fair Value Vested | 1.07 | 1.07 |
Weighted Average Grant Date Fair Value Cancelled | ||
Weighted Average Grant Date Fair Value, ending | $ 1.07 | $ 1.07 |
Equity Incentive Plan - Sched74
Equity Incentive Plan - Schedule of Stock Warrants Issued, Exercised and Outstanding (Details) (10-K) - $ / shares | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Disclosure of Compensation Related Costs, Share-based Payments [Abstract] | ||
Common Stock Warrants Outstanding, beginning | 1,906,875 | 406,875 |
Common Stock Warrants Exercisable, beginning | 1,906,875 | 312,500 |
Common Stock Warrants Granted | 1,500,000 | |
Common Stock Warrants Outstanding, ending | 1,906,875 | 1,906,875 |
Common Stock Warrants Exercisable, ending | 1,906,875 | 1,906,875 |
Weighted Average Exercise Price, beginning | $ 13.87 | $ 9.69 |
Weighted Average Exercise Price Exercisable, beginning | 13.87 | 9.60 |
Weighted Average Exercise Price, granted | 15 | |
Weighted Average Exercise Price, ending | 13.87 | 13.87 |
Weighted Average Exercise Price Exercisable, ending | $ 13.87 | $ 13.87 |
Options, Warrants, and Restri75
Options, Warrants, and Restricted Stock Units (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | May 29, 2015 | Jun. 13, 2014 | Jun. 13, 2014 | Nov. 30, 2017 | Nov. 23, 2017 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Apr. 30, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Common share options authorized under plan | 354,912 | 354,912 | ||||||||
Common share options available for issuance | 156,956 | 156,956 | ||||||||
Number of shares granted | 1,500,000 | |||||||||
Stock issued during period | 5,000,000 | 5,000,000 | ||||||||
Stock based compensation | $ 19 | $ 30 | $ 38 | $ 47 | ||||||
Unrecognized stock based compensation expense | $ 11 | $ 30 | ||||||||
Restricted Stock Units [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares granted | 20,500 | |||||||||
Restricted Stock Units [Member] | Closing Price $12 [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Vesting (percent) | 50.00% | |||||||||
Share price | $ 12 | |||||||||
Restricted Stock Units [Member] | Closing Price $10 [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Vesting (percent) | 50.00% | |||||||||
Share price | $ 10 | |||||||||
Restricted Stock Units [Member] | Mr. Case [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Vesting (percent) | 20.00% | |||||||||
Number of shares granted | 136,054 | |||||||||
Stock issued during period | 28,000 | |||||||||
Vesting period | 5 years | |||||||||
Restricted Stock Units [Member] | Mr. Raucy [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares granted | 40,000 | |||||||||
Restricted Stock Units [Member] | Mr. Hill [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares granted | 40,000 | |||||||||
Restricted Stock Units [Member] | Mr. Stroud [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares granted | 20,000 | |||||||||
Restricted Stock Units [Member] | Non-Employee Directors [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares granted | 6,666 | |||||||||
Restricted Stock Units [Member] | Officers and Directors [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Vesting (percent) | 20.00% | |||||||||
Vesting period | 5 years | |||||||||
Restricted Stock Units [Member] | Maximum [Member] | Officers and Directors [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Number of shares granted | 139,996 | |||||||||
Common Stock [Member] | Mr. Case [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock issued during period | 50,092 | |||||||||
Common Stock [Member] | Officers and Directors [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Stock issued during period | 41,565 |
Options, Warrants, and Restri76
Options, Warrants, and Restricted Stock Units - Schedule of Common Stock Options Activity (Details) - $ / shares | 9 Months Ended | 12 Months Ended | ||
Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2014 | |
Exercise Price | $ 1.07 | $ 0.96 | $ 0.96 | |
Remaining Contractual Life | 2 years 2 months 30 days | 2 years 9 months 22 days | ||
Number Outstanding | 177,456 | 177,456 | 210,489 | 210,489 |
Number Exercisable | 156,160 | 134,865 | 146,603 | 125,308 |
Stock Options #1 [Member] | ||||
Date of Grant | Mar. 31, 2014 | |||
Exercise Price | $ 8 | |||
Expiration Date | Mar. 31, 2019 | |||
Remaining Contractual Life | 1 year 6 months | |||
Number Outstanding | 163,301 | |||
Number Exercisable | 143,704 | |||
Stock Options #2 [Member] | ||||
Date of Grant | Apr. 4, 2014 | |||
Exercise Price | $ 8.69 | |||
Expiration Date | Apr. 4, 2019 | |||
Remaining Contractual Life | 1 year 6 months 3 days | |||
Number Outstanding | 14,155 | |||
Number Exercisable | 12,456 |
Options, Warrants, and Restri77
Options, Warrants, and Restricted Stock Units - Schedule of Restricted Stock Awards Activity (Details) - $ / shares | 9 Months Ended | 12 Months Ended | |
Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 | |
Number of Units, Granted | 1,500,000 | ||
Weighted Average Exercise Price, beginning | $ 13.87 | $ 13.87 | $ 9.69 |
Weighted Average Grant Date Fair Value, Granted | 15 | ||
Weighted Average Exercise Price, ending | $ 13.87 | $ 13.87 | |
Restricted Stock Units [Member] | |||
Non-vested units, beginning | 20,500 | 20,500 | |
Number of Units, Granted | 20,500 | ||
Number of Units, Vested | |||
Number of Units, Forfeited | |||
Non-vested units, ending | 20,500 | 20,500 | 20,500 |
Weighted Average Exercise Price, beginning | $ 1.34 | $ 1.34 | |
Weighted Average Grant Date Fair Value, Granted | 1.34 | ||
Weighted Average Grant Date Fair Value, Vested | |||
Weighted Average Grant Date Fair Value, Forfeited | |||
Weighted Average Exercise Price, ending | $ 1.34 | $ 1.34 | $ 1.34 |
Options, Warrants, and Restri78
Options, Warrants, and Restricted Stock Units - Schedule of Stock Warrants Issued, Exercised and Outstanding (Details) | 9 Months Ended |
Sep. 30, 2017$ / sharesshares | |
Number Outstanding and Exercisable | 1,906,875 |
Warrants to Purchase Common Stock #1 [Member] | |
Date of Grant | Mar. 31, 2014 |
Exercise Price | $ / shares | $ 9.60 |
Expiration Date | Mar. 31, 2019 |
Remaining Contractual Life (Years) | 1 year 6 months |
Number Outstanding and Exercisable | 312,500 |
Warrants to Purchase Common Stock #2 [Member] | |
Date of Grant | Mar. 31, 2014 |
Exercise Price | $ / shares | $ 10 |
Expiration Date | Mar. 31, 2019 |
Remaining Contractual Life (Years) | 1 year 6 months |
Number Outstanding and Exercisable | 94,375 |
Warrants to Purchase Common Stock #3 [Member] | |
Date of Grant | Feb. 24, 2015 |
Exercise Price | $ / shares | $ 15 |
Expiration Date | Feb. 24, 2022 |
Remaining Contractual Life (Years) | 4 years 4 months 27 days |
Number Outstanding and Exercisable | 1,500,000 |
Shareholders' Equity (Details N
Shareholders' Equity (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Jan. 29, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 01, 2014 |
Repurchases of common stock | $ 1,731 | ||||
Retirement of treasury shares - APIC | |||||
Treasury Stock [Member] | |||||
Number of shares authorized for repurchase | 500,000 | ||||
Repurchases of common stock, shares | (223,851) | 401,359 | |||
Repurchases of common stock | $ 1,731 | $ 2,927 | |||
Purchase price of repurchased shares | $ 7.29 | $ 7.29 | |||
Retirement of treasury shares, shares | 250,000 | 250,000 | |||
Retirement of treasury shares - APIC | $ 1,917 | $ 1,917 | |||
Treasury Stock [Member] | Maximum [Member] | |||||
Number of shares authorized for repurchase | 500,000 |
Shareholders' Equity (Details80
Shareholders' Equity (Details Narrative) (10-K) - USD ($) $ / shares in Units, $ in Thousands | Jan. 29, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | Dec. 31, 2016 | Dec. 01, 2014 |
Repurchases of common stock | $ 1,731 | ||||
Retirement of treasury shares - APIC | |||||
Treasury Stock [Member] | |||||
Number of shares authorized for repurchase | 500,000 | ||||
Repurchases of common stock, shares | (223,851) | 401,359 | |||
Repurchases of common stock | $ 1,731 | $ 2,927 | |||
Purchase price of repurchased shares | $ 7.29 | $ 7.29 | |||
Retirement of treasury shares, shares | 250,000 | 250,000 | |||
Retirement of treasury shares - APIC | $ 1,917 | $ 1,917 |
Related Party Transactions (Det
Related Party Transactions (Details Narrative) - USD ($) $ / shares in Units, $ in Thousands | Feb. 24, 2017 | Feb. 24, 2016 | Feb. 24, 2016 | Feb. 24, 2015 | Mar. 26, 2014 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Payment of preferred stock dividend | $ 240 | $ 240 | $ 240 | ||||||
Argo Management Group LLC [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Amount pledged for investment with related parties | 500 | ||||||||
Amount invested with related parties | $ 211 | ||||||||
Series B Preferred Stock [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Preferred stock, par value | $ 25 | $ 25 | $ 25 | ||||||
Estimated cost of equity | 13.90% | ||||||||
Series B Preferred Stock [Member] | 1347 Advisors, LLC [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Payment of preferred stock dividend | $ 240 | $ 240 | $ 240 | ||||||
Management Services Agreement [Member] | Common Stock [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of shares issuable during period | 100,000 | ||||||||
Management Services Agreement [Member] | Preferred Stock [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Number of shares issuable during period | 120,000 | ||||||||
Performance Shares [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Cumulative shares to be received per milestone | 375,000 | ||||||||
Trading period to achieve milestones | 20 days | ||||||||
Maximum trading period to achieve milestones | 30 days | ||||||||
Performance Shares [Member] | 1347 Advisors, LLC [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Target price per share | $ 10 | ||||||||
Shares to be received per milestone | 100,000 | ||||||||
c | $ 1,889 | $ 276 | $ 263 | $ 355 | $ 282 | ||||
Performance Shares [Member] | 1347 Advisors, LLC [Member] | Warrants to Purchase Common Stock [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Warrants issued to purchase common stock | 1,500,000 | ||||||||
Warrant exercise price | $ 15 | ||||||||
Warrant expiration date | Feb. 24, 2022 | ||||||||
Preferred stock, par value | $ 25 | ||||||||
Preferred stock, redemption price per share | $ 25 | ||||||||
Performance Shares [Member] | Milestone $12.00 [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Target price per share | $ 12 | ||||||||
Shares to be received per milestone | 125,000 | ||||||||
Performance Shares [Member] | Milestone $15.00 [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Target price per share | $ 15 | ||||||||
Shares to be received per milestone | 125,000 | ||||||||
Performance Shares [Member] | Milestone $18.00 [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Target price per share | $ 18 | ||||||||
Shares to be received per milestone | 125,000 | ||||||||
Performance Shares [Member] | Milestone $12.00 and $15.00 [Member] | |||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | |||||||||
Shares to be received per milestone | 250,000 |
Related Party Transactions (D82
Related Party Transactions (Details Narrative) (10-K) - USD ($) $ / shares in Units, $ in Thousands | Feb. 24, 2017 | Feb. 24, 2016 | Feb. 24, 2016 | Feb. 24, 2015 | Feb. 24, 2015 | Mar. 26, 2014 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 |
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Payment of preferred dividend | $ 240 | $ 240 | $ 240 | |||||||
Loss on termination of MSA | 5,421 | |||||||||
Series B Preferred Stock [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Estimated cost of equity | 13.90% | |||||||||
1347 Advisors, LLC [Member] | Series B Preferred Stock [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Payment of preferred dividend | $ 240 | $ 240 | $ 240 | |||||||
Performance Shares [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Cumulative shares to be received per milestone | 375,000 | |||||||||
Trading period to achieve milestones | 20 days | |||||||||
Maximum trading period to achieve milestones | 30 days | |||||||||
Performance Shares [Member] | 1347 Advisors, LLC [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Target price per share | $ 10 | |||||||||
Shares to be received per milestone | 100,000 | |||||||||
Discount of debt | $ 4,200 | $ 4,200 | ||||||||
Future amortization of discount | 1,889 | 1,889 | $ 276 | $ 263 | $ 355 | $ 282 | ||||
Performance Shares [Member] | 1347 Advisors, LLC [Member] | Through February 2020 [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Future amortization of discount | $ 1,252 | $ 1,252 | ||||||||
Performance Shares [Member] | 1347 Advisors, LLC [Member] | Warrants to Purchase Common Stock [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Warrants issued, shares called | 1,500,000 | 1,500,000 | ||||||||
Warrant expire year | 7 years | |||||||||
Estimated fair value on date of grant | $ 1,010 | |||||||||
Performance Shares [Member] | 1347 Advisors, LLC [Member] | Series B Preferred Stock [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Preferred shares issued | 120,000 | |||||||||
Performance Shares [Member] | Milestone $12.00 [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Target price per share | $ 12 | |||||||||
Shares to be received per milestone | 125,000 | |||||||||
Performance Shares [Member] | Milestone $15.00 [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Target price per share | $ 15 | |||||||||
Shares to be received per milestone | 125,000 | |||||||||
Performance Shares [Member] | Milestone $18.00 [Member] | ||||||||||
Share-based Compensation Arrangement by Share-based Payment Award [Line Items] | ||||||||||
Target price per share | $ 18 | |||||||||
Shares to be received per milestone | 125,000 |
Related Party Transactions - Sc
Related Party Transactions - Schedule of Accounting for the Buyout Transaction (Details) (10-K) $ in Thousands | 12 Months Ended |
Dec. 31, 2015USD ($) | |
Related Party Transactions [Abstract] | |
Cash paid | $ 2,000 |
Issuance of Series B Preferred Shares (recorded at a discount to redemption amount) | 2,311 |
Issuance of Warrants and Performance Shares | 1,010 |
Professional fees incurred in connection with the Buyout | 100 |
Total loss on termination of MSA | $ 5,421 |
Related Party Transactions - 84
Related Party Transactions - Schedule of Significant Assumptions Used in Determining the Fair Value of the Warrants (Details) (10-K) - Warrants to Purchase Common Stock [Member] | 12 Months Ended |
Dec. 31, 2016 | |
Risk-free interest rate | 1.79% |
Dividend yield | 0.00% |
Expected volatility | 23.70% |
Expected term | 7 years |
Accumulated Other Comprehensi85
Accumulated Other Comprehensive Income (Loss) - Schedule of Accumulated Other Comprehensive Income (loss) (Details) - USD ($) $ in Thousands | 3 Months Ended | 9 Months Ended | 12 Months Ended | |||
Sep. 30, 2017 | Sep. 30, 2016 | Sep. 30, 2017 | Sep. 30, 2016 | Dec. 31, 2016 | Dec. 31, 2015 | |
Accumulated Other Comprehensive Income (Loss), Net of Tax [Abstract] | ||||||
Balance, beginning of period | $ 4 | $ 259 | $ (65) | $ (62) | $ (62) | $ (1) |
Other comprehensive income (loss) before reclassifications | 40 | (10) | 187 | 478 | 1 | (95) |
Amounts reclassified from accumulated other comprehensive income (loss) | (3) | (6) | (45) | (8) | (6) | |
Income taxes | (12) | 5 | (48) | (160) | 2 | 34 |
Net current-period other comprehensive income (loss) | 25 | (11) | 94 | 310 | (3) | (61) |
Balance, end of period | $ 29 | $ 248 | $ 29 | $ 248 | $ (65) | $ (62) |
Fair Value of Financial Instr86
Fair Value of Financial Instruments - Schedule of Financial Instruments Measured at Fair Value (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 | Dec. 31, 2015 |
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | $ 45,207 | $ 26,559 | $ 20,238 |
Total equity securities | 1,771 | 1,136 | |
Total fixed income and equity securities | 46,978 | 27,695 | 20,238 |
Common Stock [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total equity securities | 1,612 | 1,136 | |
Warrants to purchase common stock [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total equity securities | 122 | ||
Rights To Purchase Common Stock [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total equity securities | 37 | ||
Level 1 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | |||
Total equity securities | 1,771 | 1,136 | |
Total fixed income and equity securities | 1,771 | 1,136 | |
Level 1 [Member] | Common Stock [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total equity securities | 1,612 | 1,136 | |
Level 1 [Member] | Warrants to purchase common stock [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total equity securities | 122 | ||
Level 1 [Member] | Rights To Purchase Common Stock [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total equity securities | 37 | ||
Level 2 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | 45,207 | 26,559 | 20,238 |
Total equity securities | |||
Total fixed income and equity securities | 45,207 | 26,559 | |
Level 2 [Member] | Common Stock [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total equity securities | |||
Level 2 [Member] | Warrants to purchase common stock [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total equity securities | |||
Level 2 [Member] | Rights To Purchase Common Stock [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total equity securities | |||
Level 3 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | |||
Total equity securities | |||
Total fixed income and equity securities | |||
Level 3 [Member] | Common Stock [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total equity securities | |||
Level 3 [Member] | Warrants to purchase common stock [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total equity securities | |||
Level 3 [Member] | Rights To Purchase Common Stock [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total equity securities | |||
U.S. government [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | 2,899 | 1,604 | 647 |
U.S. government [Member] | Level 1 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | |||
U.S. government [Member] | Level 2 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | 2,899 | 1,604 | 647 |
U.S. government [Member] | Level 3 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | |||
States, Municipalities and Political Subdivisions [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | 5,365 | 2,246 | 1,651 |
States, Municipalities and Political Subdivisions [Member] | Level 1 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | |||
States, Municipalities and Political Subdivisions [Member] | Level 2 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | 5,365 | 2,246 | 1,651 |
States, Municipalities and Political Subdivisions [Member] | Level 3 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | |||
Asset-backed Securities and Collateralized Mortgage Backed Obligations [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | 16,635 | 11,968 | 9,082 |
Asset-backed Securities and Collateralized Mortgage Backed Obligations [Member] | Level 1 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | |||
Asset-backed Securities and Collateralized Mortgage Backed Obligations [Member] | Level 2 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | 16,635 | 11,968 | 9,082 |
Asset-backed Securities and Collateralized Mortgage Backed Obligations [Member] | Level 3 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | |||
Corporate [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | 20,308 | 10,741 | 8,858 |
Corporate [Member] | Level 1 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | |||
Corporate [Member] | Level 2 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities | 20,308 | 10,741 | 8,858 |
Corporate [Member] | Level 3 [Member] | |||
Fair Value Inputs, Assets, Quantitative Information [Line Items] | |||
Total fixed income securities |
Statutory Requirements (Details
Statutory Requirements (Details Narrative) $ in Thousands | Sep. 30, 2017USD ($)Number | Dec. 31, 2016USD ($) |
Minimum capital surplus required | $ 5,000 | |
Actual current capital surplus | 19,835 | |
LOUISIANA [Member] | ||
Fair value of investment securities in LDI | $ 100 | |
Maison [Member] | ||
Actual current capital surplus | $ 35,962 | |
Risk based capital ratio | 300.00% | |
Number of surplus notes | Number | 6 | |
Debt instrument face amount | $ 9,000 | |
Interest rate of surplus notes | 10.00% | |
Maison [Member] | LOUISIANA [Member] | ||
Minimum capital surplus required | $ 5,000 | |
Fair value of investment securities in LDI | 100 | |
Maison [Member] | FLORIDA [Member] | ||
Minimum capital surplus required | 35,000 | |
Fair value of investment securities in LDI | $ 300 | |
Maison [Member] | TEXAS [Member] | ||
Risk based capital ratio | 300.00% | |
Fair value of investment securities in LDI | $ 2,000 |
Statutory Requirements (Detai88
Statutory Requirements (Details Narrative) (10-K) $ in Thousands | Dec. 31, 2016USD ($) |
Statutory Accounting Practices [Line Items] | |
Minimum capital surplus required | $ 5,000 |
Capital surplus | 19,835 |
Surplus notes | 6,050 |
LOUISIANA [Member] | |
Statutory Accounting Practices [Line Items] | |
Fair value of investment securities in LDI | $ 100 |
Maison [Member] | |
Statutory Accounting Practices [Line Items] | |
Risk based capital ratio | 346.00% |
Interest rate of surplus notes | 10.00% |
Maison [Member] | TEXAS [Member] | |
Statutory Accounting Practices [Line Items] | |
Risk based capital ratio | 300.00% |
Fair value of investment securities in LDI | $ 1,992 |
Statutory Requirements - Schedu
Statutory Requirements - Schedule of Surplus Notes (Details) - USD ($) $ in Thousands | 9 Months Ended | 12 Months Ended |
Sep. 30, 2017 | Dec. 31, 2016 | |
Principal Amount | $ 6,050 | |
Maison [Member] | ||
Principal Amount | $ 9,000 | 6,050 |
Maison [Member] | Surplus Note One [Member] | ||
Principal Amount | $ 650 | $ 650 |
Date of Issuance | Oct. 22, 2013 | Oct. 22, 2013 |
Maturity Date | Oct. 22, 2017 | Oct. 22, 2017 |
Maison [Member] | Surplus Note Two [Member] | ||
Principal Amount | $ 850 | $ 850 |
Date of Issuance | Dec. 21, 2015 | Dec. 21, 2015 |
Maturity Date | Dec. 21, 2017 | Dec. 21, 2017 |
Maison [Member] | Surplus Note Three [Member] | ||
Principal Amount | $ 550 | $ 550 |
Date of Issuance | Mar. 31, 2016 | Mar. 31, 2016 |
Maturity Date | Mar. 31, 2018 | Mar. 31, 2018 |
Maison [Member] | Surplus Note Four [Member] | ||
Principal Amount | $ 3,450 | $ 3,450 |
Date of Issuance | Sep. 29, 2016 | Sep. 29, 2016 |
Maturity Date | Sep. 29, 2018 | Sep. 29, 2018 |
Maison [Member] | Surplus Note Five [Member] | ||
Principal Amount | $ 550 | $ 550 |
Date of Issuance | Nov. 14, 2016 | Nov. 14, 2016 |
Maturity Date | Nov. 14, 2018 | Nov. 14, 2018 |
Maison [Member] | Surplus Note Six [Member] | ||
Principal Amount | $ 2,950 | |
Date of Issuance | Sep. 28, 2017 | |
Maturity Date | Sep. 28, 2019 |
Retirement Plans (Details Narra
Retirement Plans (Details Narratives) (10-K) - 1347 401k Plan [Member] - USD ($) $ in Thousands | 12 Months Ended | |
Dec. 31, 2016 | Dec. 31, 2015 | |
Defined Benefit Plan Disclosure [Line Items] | ||
Percentage of contribution matched by employer | 100.00% | |
Limited contributions by employees, employer match | 4.00% | |
Matching contributions | $ 75 | $ 67 |
Commitments and Contingencies -
Commitments and Contingencies - Schedule of Amounts Due Under Operating Leases (Details) - USD ($) $ in Thousands | Sep. 30, 2017 | Dec. 31, 2016 |
Commitments and Contingencies Disclosure [Abstract] | ||
2,017 | $ 344 | |
2,018 | $ 303 | 291 |
2,019 | 298 | 249 |
2,020 | 25 | |
2021 and thereafter | ||
Total | $ 626 | $ 884 |
Subsequent Events (Details Narr
Subsequent Events (Details Narrative) (10-K) - Maison [Member] - Subsequent Event [Member] - USD ($) $ in Thousands | Mar. 16, 2017 | Mar. 01, 2017 |
Capital contribution from parent company | $ 15,000 | |
Minimum [Member] | ||
Capital and surplus as to policyholders - Florida Office of Insurance Regulation | $ 35,000 |