American Physicians Capital, Inc. Reports Third Quarter 2009 Results and Increases Cash Dividend

October 29, 2009 4:05 PM EDT

EAST LANSING, Mich.--(BUSINESS WIRE)-- American Physicians Capital, Inc. (APCapital) (NASDAQ: ACAP) today announced net income of $9.8 million or $.91 per diluted common share for the third quarter of 2009. This compares to net income of $11.2 million, or $.85 per diluted common share for the third quarter of 2008. Year-to-date, the Company has generated net income of $30.8 million or $2.73 per diluted common share in 2009, compared to $33.6 million or $2.53 per diluted common share in the first nine months of 2008. Also today, APCapital's Board of Directors elected to increase its quarterly cash dividend by 9% to $0.09 per common share payable on December 31, 2009 to shareholders of record on December 11, 2009.

The 2009 year-to-date net income represents a return on beginning GAAP equity of 16.2%. At September 30, 2009, APCapital's book value per share was $23.44, up 8.4% during 2009, with 10,424,706 shares outstanding.

"Careful underwriting, capital management and prudent investment strategy remain our focus," said President and Chief Executive Officer R. Kevin Clinton. "We continuously look for positive growth and investment opportunities, but only at terms that are beneficial to the long-term success of our Company."

Stock Split

As previously announced, on June 23, 2009, the Company's Board of Directors declared a four-for-three stock split of its common shares to shareholders of record on July 10, 2009. Shares resulting from the stock split were distributed to shareholders on July 31, 2009. All share and per share numbers disclosed in this press release have been adjusted for this stock split.

Reaffirm Annual Guidance for 2009

"If current trends in frequency, severity and pricing remain stable in our book of business throughout the remainder of 2009, we continue to believe that we should report operating earnings for 2009 of at least $3.45 per diluted share, as adjusted for the recent stock split," said Clinton.

The guidance and related assumptions are subject to the risks and uncertainties outlined in the Company's Forward-Looking Statements section of this press release.


Consolidated Income Statement

(Dollars in thousands)

                              Three Months Ended      Nine Months Ended

                              September 30,           September 30,

                              2009        2008        2009         2008

Direct Premiums Written       $ 34,658    $ 37,820    $ 89,025     $ 97,935

Net Premiums Written          $ 33,344    $ 36,257    $ 85,453     $ 93,931

Net Premiums Earned           $ 28,260    $ 30,497    $ 85,948     $ 93,564

Incurred Loss and Loss
Adjustment Expenses:

Current Accident Year Losses    23,549      24,085      70,585       73,373

Prior Year Losses               (8,865 )    (7,548 )    (27,176 )    (22,971 )

Total                           14,684      16,537      43,409       50,402

Underwriting Expenses           6,674       6,366       21,125       20,005

Underwriting Income             6,902       7,594       21,414       23,157

Investment Income               7,375       8,886       23,593       28,078

Other Income (1)                166         180         601          (133    )

Other Expenses                  (820   )    (990   )    (2,638  )    (3,322  )

Pre-tax Income                  13,623      15,670      42,970       47,780

Federal Income Taxes            3,872       4,502       12,142       14,195

Net Income                    $ 9,751     $ 11,168    $ 30,828     $ 33,585

Loss Ratio:

Current Accident Year           83.3   %    79.0   %    82.1    %    78.4    %

Prior Year Development          -31.3  %    -24.8  %    -31.6   %    -24.5   %

Calendar Year                   52.0   %    54.2   %    50.5    %    53.9    %

Underwriting Expense Ratio      23.6   %    20.9   %    24.6    %    21.4    %

Combined Ratio                  75.6   %    75.1   %    75.1    %    75.3    %

(1) Includes realized gains and losses



Direct premiums written were $34.7 million in the third quarter of 2009, down $3.2 million or 8.4% from the same period a year ago. Year-to-date, direct premiums written are down $8.9 million or 9.1%. The declines in direct premiums written were the result of rate reductions based on lower claims frequency trends and competitive pressures. We insured 8,832 physicians at September 30, 2009, an increase from last quarter, but down from 9,068 insureds at year end 2008.

Net premiums earned in the third quarter of 2009 were down $2.2 million or 7.3% from the third quarter of 2008 and were down $7.6 million or 8.1% year-to-date. The decline in net premiums earned varied from the declines in direct premiums written due to the lag between premiums written and earned and a slight increase in the percentage of reinsurance premiums ceded.

Although direct premiums written and net premiums earned are down for the third quarter of 2009, our active share repurchase program has resulted in an increase in both direct premiums written and net premiums earned this quarter on a per share basis as compared to the third quarter of 2008.

The 2009 third quarter loss ratio was 52.0% with $8.9 million of positive development from prior accident years. For the nine months ended September 30, 2009, the loss ratio was 50.5% with $27.2 million of positive prior year development. On an accident year basis, the loss ratio for the first nine months of 2009 was 82.1%, up from the 78.4% reported in the same period of 2008. This increase in accident year loss ratio reflects our recent premium rate decreases.

Claim frequency continued to be at historically low levels, but has leveled off. The number of claims reported in the third quarter of 2009 was 237, similar to the 233 reported in the third quarter of 2008. Our open claim count is down 4.1% from December 31, 2008 to 1,359 outstanding claims at September 30, 2009. Our average paid claims have trended up slightly in recent quarters. Our average net case reserve is $173,800 at September 30, 2009 as compared to $166,500 at December 31, 2008.

The underwriting expense ratio was 23.6% in the third quarter of 2009 up from 20.9% in the third quarter of 2008. Year-to-date the underwriting expense ratio was 24.6% compared to 21.4% a year ago. These increases in the underwriting expense ratio are primarily the result of implementing our new policy and claims information system. Effective in the first quarter of 2009 we discontinued capitalizing internally developed system costs, and we are now amortizing costs previously capitalized. In addition, the decline in premium volume also increased the underwriting expense ratio. Other expenses were down $170,000 in the third quarter of 2009 and $684,000 year-to-date as compared to the same periods last year as a result of lower interest expense on our trust preferred debt.

Investments

Investment income was $7.4 million in the third quarter of 2009, down from $8.9 million for the same period in 2008. Our investment income for the first nine months of 2009 was down $4.5 million compared to the same period in 2008. Year-to-date our investment yield was 3.88% through September 30, 2009 compared to 4.43% through September 30, 2008. These decreases were primarily attributable to our increased position in tax-exempt securities, which typically have a lower yield than comparable taxable securities, and the decline in short-term interest rates. Year-to-date our pre-tax investment yield decreased 55 basis points to 3.88% for the first nine months of 2009 compared to 4.43% for the same period a year ago. However, as a result of the additional tax savings associated with the increase in our tax-exempt investment income, our year-to-date after tax-yield decreased only 27 basis points to 3.05% in 2009, as compared to 3.32% a year ago. Our bond portfolio continued to perform well with no impairments in 2009.

Balance Sheet and Equity Information

APCapital's total assets were $969.9 million at September 30, 2009, down $36.0 million from December 31, 2008. At September 30, 2009, the Company's total shareholders' equity was $244.3 million, down $9.7 million from December 31, 2008. Our net income and investment market value gains have been more than offset by our use of $42.8 million of equity to repurchase our common shares and $2.7 million to pay shareholder dividends.

Capital Management

In the third quarter of 2009, APCapital repurchased 313,200 shares at an average cost of $30.60 per share. Year-to-date through September 30, 2009 we have repurchased 1,403,200 shares at an average cost of $30.47 per share. APCapital has the following outstanding share repurchase authorizations:


                  Type of            (In thousands)

Date Approved     Repurchase         Amount      Amount

By Board          Plan               Authorized  Remaining (2)

June 23, 2009     Rule 10b5-1        $ 20,000    $ 9,509

October 2, 2009   Rule 10b5-1        $ 10,000    $ 10,000

February 7, 2008  Discretionary (1)  $ 25,000    $ 15,955

                                     $ 55,000    $ 35,464




     All shares will be repurchased under management's discretion in the open
(1)  market or in privately negotiated transactions during the Company's normal
     trading window.

(2)  As of September 30, 2009.



The share repurchase program remains an integral part of APCapital's capital management program. APCapital seeks to maintain an optimal, but flexible level of capital during this softer market cycle.

In the third quarter of 2009, the Board of Directors declared a third quarter cash dividend of $0.825 per common share, which was paid to shareholders on September 30, 2009.

Conference Call

APCapital will host a live conference call to discuss third quarter 2009 financial results on Friday, October 30, 2009 at 10:00 a.m. Eastern Time. Investors are invited to participate in our live call by dialing (888) 215-6825 or (913) 312-4373. A live webcast will also be available in a listen-only format on APCapital's website, http://www.apcapital.com. An archived edition of the Webcast can be accessed by going to APCapital's website and selecting "For Investors," then "Webcasts." For individuals unable to listen to the live conference call, a telephone replay will be available by dialing (888) 203-1112 or (719) 457-0820 and entering the conference ID code: 8078450. The replay will be available through 11:59 p.m. Eastern Time on Thursday, November 5, 2009.

Corporate Description

American Physicians Capital, Inc. is a regional provider of medical professional liability insurance focused primarily in the Midwest and New Mexico markets through American Physicians Assurance Corporation and its other subsidiaries. Further information about the companies is available on the Internet at http://www.apcapital.com.

Forward-Looking Statements

Certain statements made by American Physicians Capital, Inc. in this release may constitute forward-looking statements within the meaning of the federal securities laws. When we discuss future operating results or use words such as "will," "should," "believes," "expects," "anticipates," "estimates" or similar expressions, we are making forward-looking statements. These forward-looking statements represent our outlook only as of the date of this release. Because these forward-looking statements are based on estimates and assumptions that are subject to significant business, economic and competitive risks and uncertainties, many of which are beyond our control or are subject to change, actual results could be materially different. Factors that might cause such a difference include, without limitation, the following:

    --  increased competition could adversely affect our ability to sell our
        products at premium rates we deem adequate, which may result in a
        decrease in premium volume, a decrease in our profitability, or both;
    --  our reserves for unpaid losses and loss adjustment expenses are based on
        estimates that may prove to be inadequate to cover our losses;
    --  market liquidity and volatility associated with the current financial
        crisis makes the fair values of our investments more difficult to
        estimate and may have other unforeseen consequences that we are
        currently unable to predict;
    --  an interruption or change in current marketing and agency relationships
        could reduce the amount of premium we are able to write;
    --  if we are unable to obtain or collect on ceded reinsurance, our results
        of operations and financial condition may be adversely affected;
    --  our geographic concentration in certain Midwestern states and New Mexico
        ties our performance to the business, economic, regulatory and
        legislative conditions in those states;
    --  a downgrade in the A.M. Best Company financial strength rating of our
        primary insurance subsidiary could reduce the amount of business we are
        able to write;
    --  changes in interest rates could adversely impact our results of
        operation, cash flows and financial condition;
    --  the unpredictability of court decisions could have a material adverse
        financial impact on our operations;
    --  our business could be adversely affected by the loss of one or more of
        our key employees;
    --  the insurance industry is subject to regulatory oversight that may
        impact the manner in which we operate our business, our ability to
        obtain future premium rate increases, the type and amount of our
        investments, the levels of capital and surplus deemed adequate to
        protect policyholder interests, or the ability of our insurance
        subsidiaries to pay dividends to the holding company;
    --  our status as an insurance holding company with no direct operations
        could adversely affect our ability to meet our debt obligations and fund
        future cash dividends and share repurchases;
    --  legislative or judicial changes in the tort system may have adverse or
        unintended consequences that could materially and adversely affect our
        results of operations and financial condition;
    --  applicable law and certain provisions in our articles and bylaws may
        prevent and discourage unsolicited attempts to acquire our Company that
        may be in the best interest of our shareholders or that might result in
        a substantial profit to our shareholders;
    --  any other factors listed or discussed in the reports filed by APCapital
        with the Securities and Exchange Commission under the Securities
        Exchange Act of 1934.

Other factors not currently anticipated by management may also materially and adversely affect our financial condition, liquidity or results of operations. APCapital does not undertake, and expressly disclaims any obligation, to update or alter its statements whether as a result of new information, future events or otherwise, except as required by applicable law.

Return on Equity

As a way of evaluating our capital management strategies we measure and monitor our return on equity, or ROE, in addition to our results of operations. We measure ROE as our net income for the period divided by our total shareholders' equity as of the beginning of the period. Other companies sometimes calculate ROE by dividing annualized net income by an average of beginning and ending shareholders' equity. Accordingly, the ROE percentage we provide may not be comparable with those provided by other companies. We also use a modified version of ROE as the basis for determining performance-based compensation.

Definition of Non-GAAP Financial Measures

APCapital uses operating income, a non-GAAP financial measure, to evaluate APCapital's underwriting performance. Operating income differs from net income by excluding the after-tax effect of realized capital gains and (losses).

Although the investment of premiums to generate investment income and capital gains or (losses) is an integral part of an insurance company's operations, APCapital's decisions to realize capital gains or (losses) are independent of the insurance underwriting process. In addition, under applicable GAAP accounting requirements, losses may be recognized for accounting purposes as the result of other than temporary declines in the value of investment securities, without actual realization. APCapital believes that the level of realized gains and (losses) for any particular period is not indicative of the performance of our ongoing underlying insurance operations in a particular period. As a result, APCapital believes that providing operating income (loss) information makes it easier for users of APCapital's financial information to evaluate the success of APCapital's underlying insurance operations.

In addition to APCapital's reported loss ratios, management also uses accident year loss ratios, a non-GAAP financial measure, to evaluate APCapital's current underwriting performance. The accident year loss ratio excludes the effect of prior years' loss reserve development. APCapital believes that this ratio is useful to investors as it focuses on the relationships between current premiums earned and losses incurred related to the current year. Although considerable variability is inherent in the estimates of losses incurred related to the current year, APCapital believes that the current estimates are reasonable.

APCapital measures the performance of its investment portfolio through the use of both pre-tax and net of tax investment yields. Due to the federal income tax savings associated with state, municipal and other local government issued debt securities, and the attractive yields on these securities relative to Treasury securities with comparable durations, APCapital has increased its allocation of the overall investment portfolio into tax-exempt securities in recent years. As higher-yielding corporate, U.S. Government agency and mortgage-backed securities have matured, been called or paid down in recent years, the proceeds have been reinvested in tax-exempt securities, which typically have a lower pre-tax yield. The use of net of tax investment yields allows APCapital to monitor and measure investment performance on a more comparative basis by compensating for the decline in pre-tax yields on tax-exempt securities, with the benefit of the additional federal income tax savings.

Investment yield represents the average return on investments as determined by annualizing investment income for the period and dividing by the average ending monthly investment balance for the period. The use of the average of month ending balances may result in slightly skewed results for certain individual asset classes that are subject to fluctuations in a given month, such as cash and cash equivalents. However, APCapital believes that when calculated for the cash and invested asset portfolio in its entirety, the overall investment yield is an accurate and reliable measure for evaluating investment performance. APCapital's calculation of investment yields may differ from those employed by other companies.

The following table shows the reconciliation of pre-tax investment yields and net of tax investment yields, in accordance with calculation described above. As a property and casualty insurance company, federal income tax law limits the tax benefit of exempt interest income APCapital may deduct to 85% of the exempt interest income.


                               For the Nine Months Ended

                               September 30,

                               2009         2008

Pre-tax investment income      $ 23,593     $ 28,078

Less 85% of tax-exempt

investment income                (9,217  )    (8,056  )

Taxable investment income        14,376       20,022

Federal statutory tax rate       35      %    35      %

Federal income tax expense     $ 5,032      $ 7,008

Pre-tax investment income1     $ 31,457     $ 37,437

Federal income tax expense1      (6,709  )    (9,344  )

Net of tax investment income   $ 24,748     $ 28,093

Average invested assets        $ 810,694    $ 845,648

Pre-tax investment yield         3.88    %    4.43    %

Reduction in yield related to

federal income tax expense       -0.83   %    -1.10   %

Net of tax investment yield      3.05    %    3.33    %




1  These amounts represent corresponding amounts from the table immediately
   preceding, annualized to give effect to a full year's income.




Summary Financial Information

American Physicians Capital, Inc.

Balance Sheet Data                       September 30,  December 31,

                                         2009           2008

                                         (In thousands, except per share data)

Assets:

Available-for-sale - bonds               $ 243,482      $ 222,941

Held-to-maturity - bonds                   398,364        481,750

Other invested assets                      27,206         24,320

Cash and cash equivalents                  145,020        101,637

Cash and investments                       814,072        830,648

Premiums receivable                        31,588         34,024

Reinsurance recoverable                    74,949         86,397

Deferred federal income taxes              15,342         18,573

Other assets                               33,910         36,181

Total assets                             $ 969,861      $ 1,005,823

Liabilities and Shareholders' Equity:

Unpaid losses and loss adjustment        $ 625,036      $ 644,396
expenses

Unearned premiums                          55,665         55,984

Long-term debt                             25,928         25,928

Other liabilities                          18,906         25,478

Total liabilities                          725,535        751,786

Common stock                               -              -

Additional paid-in-capital                 -              -

Retained earnings                          231,514        246,173

Accumulated other comprehensive income:

Net unrealized gains on investments,

net of deferred federal income taxes       12,812         7,864

Shareholders' equity                       244,326        254,037

Total liabilities and shareholders'      $ 969,861      $ 1,005,823
equity

Shares outstanding                         10,425         11,749

Book value per share                     $ 23.44        $ 21.62




Summary Financial Information

American Physicians Capital, Inc.

Income Statement

                               Three Months Ended      Nine Months Ended

                               September 30,           September 30,

                               2009        2008        2009         2008

                               (In thousands, except per share data)

Direct premiums written        $ 34,658    $ 37,820    $ 89,025     $ 97,935

Net premiums written           $ 33,344    $ 36,257    $ 85,453     $ 93,931

Net premiums earned            $ 28,260    $ 30,497    $ 85,948     $ 93,564

Investment income                7,375       8,886       23,593       28,078

Net realized gains (losses)      3           22          3            (686    )

Other income                     163         158         598          553

Total revenues                   35,801      39,563      110,142      121,509

Losses and loss adjustment       14,684      16,537      43,409       50,402
expenses

Underwriting expenses            6,674       6,366       21,125       20,005

Other expenses                   820         990         2,638        3,322

Total expenses                   22,178      23,893      67,172       73,729

Income before income taxes       13,623      15,670      42,970       47,780

Federal income tax expense       3,872       4,502       12,142       14,195

Net income                     $ 9,751     $ 11,168    $ 30,828     $ 33,585

Adjustments to reconcile net
income to operating income:

Net income                     $ 9,751     $ 11,168    $ 30,828     $ 33,585

Addback:

Net realized (gains) losses,     (2     )    (14    )    (2      )    446
net of tax

Net operating income           $ 9,749     $ 11,154    $ 30,826     $ 34,031

Ratios:

Loss ratio (1)                   52.0   %    54.2   %    50.5    %    53.9    %

Underwriting ratio (2)           23.6   %    20.9   %    24.6    %    21.4    %

Combined ratio (3)               75.6   %    75.1   %    75.1    %    75.3    %

Earnings per share data:

Net income

Basic                          $ 0.92      $ 0.87      $ 2.77       $ 2.58

Diluted                        $ 0.91      $ 0.85      $ 2.73       $ 2.53

Net operating income

Basic                          $ 0.92      $ 0.87      $ 2.77       $ 2.61

Diluted                        $ 0.91      $ 0.85      $ 2.73       $ 2.56

Basic weighted average shares    10,580      12,893      11,113       13,028
outstanding

Diluted weighted average         10,750      13,153      11,293       13,290
shares outstanding




(1)  The loss ratio is calculated by dividing incurred loss and loss adjustment
     expenses by net premiums earned.

(2)  The underwriting ratio is calculated by dividing underwriting expenses by
     net premiums earned.

(3)  The combined ratio is the sum of the loss and underwriting ratios.




Summary Financial Information

American Physicians Capital, Inc.

Selected Cash Flow Information

                                           Nine Months Ended

                                           September 30,

                                           2009         2008

                                           (In thousands)

Net cash from operating activities         $ 23,436     $ 25,736

Net cash from investing activities         $ 65,014     $ 38,815

Net cash for financing activities          $ (45,067 )  $ (33,480 )

Net increase in cash and cash equivalents  $ 43,383     $ 31,071




American Physicians Capital, Inc.

Supplemental Statistics

Medical Professional Liability

                       Reported            Net Premium

Three Months Ended     Claim Count         Earned

                                           (In thousands)

September 30, 2009     237                 $ 28,261

June 30, 2009          254                   28,383

March 31, 2009         244                   29,302

December 31, 2008      182                   30,704

September 30, 2008     233                   30,494

June 30, 2008          261                   31,420

March 31, 2008         232                   31,657

December 31, 2007      245                   33,471

September 30, 2007     191                   35,517

June 30, 2007          269                   34,896

March 31, 2007         247                   35,034

December 31, 2006      267                   37,051

September 30, 2006     297                   37,774

June 30, 2006          296                   37,517

March 31, 2006         308                   37,448

                                                              Average Net

                                           Average Net        Paid Claim

                       Open                Case Reserve       (Trailing Four

Three Months Ended     Claim Count         Per Open Claim     Quarter Average)

September 30, 2009     1,359               $ 173,800          $ 83,400

June 30, 2009          1,349                 178,500            76,200

March 31, 2009         1,429                 179,000            74,500

December 31, 2008 (1)  1,418                 166,500            72,500

September 30, 2008     1,540                 153,100            69,200

June 30, 2008          1,639                 150,000            65,700

March 31, 2008         1,672                 148,600            63,100

December 31, 2007      1,741                 144,800            67,500

September 30, 2007     1,913                 144,200            70,400

June 30, 2007          2,124                 136,200            69,600

March 31, 2007         2,200                 138,800            56,600

December 31, 2006      2,256                 137,900            59,100

September 30, 2006     2,347                 138,800            57,600

June 30, 2006          2,558                 136,300            63,000

March 31, 2006         2,976                 120,400            78,800

                       Retention Ratio

                       Nine Months Ended   Year Ended         Nine Months Ended

                       September 30, 2009  December 31, 2008  September 30, 2008

Michigan               90    %               87      %          88     %

Illinois               89    %               88      %          89     %

Ohio                   87    %               85      %          86     %

New Mexico             89    %               86      %          87     %

Kentucky               91    %               90      %          91     %

Total (all states)     88    %               87      %          87     %

(1) Excludes the effect of approximately $16.6 million of negative paid losses
resulting from the commutation of the Company's 2005 medical professional
liability reinsurance treaty.




CONSOLIDATED FIXED-INCOME SECURITY AND

CASH AND CASH EQUIVALENTS PORTFOLIO

APCAPITAL, INC. AND SUBSIDIARIES

                                             Fair       Amortized      Par

CUSIP        Description                     Value (1)  Cost           Value

AVAILABLE-FOR-SALE DEBT SECURITIES                      (in thousands)

States And Political Subdivisions

709141-Q5-7  PENNSYLVANIA ST                 $ 10,018   $ 9,328        $ 9,000

196454-FL-1  CO DEPT TRANSN REV                7,553      6,899          6,575

718814-XK-7  PHOENIX ARIZ                      7,283      6,589          6,300

95667Q-AN-6  WEST VA ST SCH BLDG AUTH REV      7,253      6,795          6,500

646135-2Y-8  NEW JERSEY ST TRANSN TR FD        7,193      6,786          6,500
             AUTH

646039-JA-6  NEW JERSEY ST                     7,118      6,497          6,225

741701-VD-5  PRINCE GEORGES CNTY MD            6,960      6,274          6,000

928172-HL-2  VIRGINIA ST PUB BLDG AUTH         6,664      6,199          6,000

167723-BD-6  CHICAGO ILL TRAN AUTH             6,663      6,329          6,000

709141-Z7-3  PENNSYLVANIA ST                   6,606      6,155          5,965

977056-8D-5  WISCONSIN ST                      6,594      6,183          6,000

373383-N7-9  GEORGIA ST                        6,234      5,738          5,485

391554-AP-7  GREATER ALBANY SCH DIST OR        5,757      5,225          5,000

592013-7M-2  METROPOLITAN GOVT NASHVILLE &     5,721      5,207          5,000
             DAV

186343-UR-8  CLEVELAND OHIO                    5,692      5,347          5,050

419780-S5-1  HAWAII ST REF-SER DG              5,530      5,159          5,000

79575D-LQ-1  SALT RIV PROJ ARIZ AGRIC IMPT     5,504      5,222          5,000

575827-3X-6  MASSACHUSETTS ST CONS LN-SER C    5,503      5,184          5,000

594700-CA-2  MICHIGAN ST TRUNK LINE FD         5,479      5,168          5,000

527839-BY-9  LEWIS CNTY WASH PUB UTIL          5,474      5,172          5,000

181054-7U-5  CLARK CNTY NEV SCH DIST           5,462      5,156          5,000

452151-PZ-0  ILLINOIS ST                       5,426      5,142          5,000

92817F-XF-8  VIRGINIA ST PUB SCH AUTH          5,409      5,161          5,000

972176-6H-9  WILSON CNTY TENN                  3,523      3,258          3,075

972176-6J-5  WILSON CNTY TENN                  3,334      3,168          3,005

665093-EF-3  NORTHERN COOK CNTY ILL SOLID      1,348      1,260          1,200
             WASTE

665093-EE-6  NORTHERN COOK CNTY ILL SOLID      1,336      1,258          1,200
             WASTE

969073-HN-8  WILL CNTY ILL CMNTY HIGH SCH      1,146      1,071          1,000

250092-F4-0  DES MOINES IOWA                   1,107      1,034          1,000

615401-HU-3  MOON AREA SCH DIST PA             564        522            500

708796-AP-2  PENNSYLVANIA HSG FIN AGY          552        500            500

Subtotal States And Political Subdivisions     160,006    148,986        143,080

Corporate Securities

59156R-AU-2  METLIFE INC                       7,812      7,028          7,000

459200-AL-5  INTERNATIONAL BUSINESS MACHS      6,977      6,344          6,000

904764-AG-2  UNILEVER CAP CORP                 6,939      6,595          6,500

00508Y-AB-8  ACUITY BRANDS INC                 6,555      6,497          6,500

002824-AS-9  ABBOTT LABS                       6,420      5,995          6,000

084664-AD-3  BERKSHIRE HATHAWAY FIN CORP       6,347      5,775          6,000

26353L-JB-8  DU PONT E I DE NEMOURS & CO       6,313      5,696          6,000

369604-BC-6  GENERAL ELEC CO                   6,158      5,389          6,000

210805-DP-9  CONTINENTAL AIRLS EETC            6,149      6,500          6,500

149123-BM-2  CATERPILLAR INC                   5,348      4,744          5,000

456866-AK-8  INGERSOLL RAND CO                 5,340      4,777          5,000

717081-CZ-4  PFIZER INC                        5,311      4,994          5,000

24713@-AA-4  DELOITTE & TOUCHE USA LLP         3,966      4,000          4,000

45072G-AA-0  I-PRETSL II COMBINATION           2,176      2,176          2,176

369604-AY-9  GENERAL ELEC CO                   1,055      970            1,000

075887-AS-8  BECTON DICKINSON & CO             533        481            500

Subtotal Corporate Securities                  83,399     77,961         79,176

Mortgage-Backed Securities

393505-XC-1  GREEN TREE FINANCIAL CORP         77         87             87

Subtotal Mortgage-Backed Securities            77         87             87

TOTAL AVAILABLE-FOR-SALE DEBT SECURITIES     $ 243,482  $ 227,034      $ 222,343

(1) = Available-for-sale debt securities are carried in the balance sheet at
fair value.




CONSOLIDATED FIXED-INCOME SECURITY AND

CASH AND CASH EQUIVALENTS PORTFOLIO

APCAPITAL, INC. AND SUBSIDIARIES

                                                Fair     Amortized       Par

CUSIP        Description                        Value    Cost (2)        Value

HELD-TO-MATURITY DEBT SECURITIES                         (in thousands)

U.S. Government and Agency Obligations

31331S-JW-4  FFCB NOTE                          15,014   14,953          15,000

Subtotal U.S. Government and Agency             15,014   14,953          15,000
Obligations

States And Political Subdivisions

64711R-BD-7  NM FIN AUTH ST TRANSN REV          7,689    7,212           6,805

677519-SC-5  OHIO ST                            7,390    6,878           6,615

29270C-HK-4  ENERGY N W WASH ELEC REV           7,383    6,822           6,500

341150-QU-7  FLORIDA ST                         7,249    6,817           6,500

576002-AS-8  MASSACHUSETTS ST SPL OBLIG         7,342    6,803           6,500

645916-WU-7  NEW JERSEY ECONOMIC DEV AUTH REV   7,096    6,769           6,500

93974A-NH-3  WA ST REF-VAR PURP-SER R-03-A      6,895    6,667           6,500

736742-MA-2  PORTLAND ORE SWR SYS REV           6,867    6,515           6,000

167484-3S-1  CHICAGO ILL                        6,662    6,359           6,000

576000-AZ-6  MASSACHUSETTS ST SCH BLDG AUTH     6,851    6,288           6,000

928109-JY-4  VIRGINIA ST                        6,758    6,279           6,000

455393-AM-0  INDIANAPOLIS IND THERMAL ENERGY    6,396    6,261           6,000

040654-KT-1  ARIZONA ST TRANSN BRD HWY REV      6,637    6,237           6,000

647310-G3-9  NEW MEXICO ST SEVERANCE TAX        6,287    6,029           6,000

20772F-JN-1  CONNECTICUT ST                     6,522    6,027           5,730

837147-XX-0  SC ST PUB SVC AUTH REV REF-SER D   6,046    5,669           5,430

341426-PT-5  FLORIDA ST BRD OF ED PUB ED-SER J  5,941    5,547           5,290

472682-LZ-4  JEFFSN CNTY ALA SWR REV CAP IMPT   5,638    5,402           5,230

591745-F5-8  METROPOLITAN ATLANTA RAPID TRAN    5,721    5,350           5,040

478700-B2-2  JOHNSON CNTY KANS UNI SCH DIST     5,649    5,324           5,000

181324-MB-7  CLARK CNTY WASH SCH DIST NO 119    5,535    5,261           5,000

262608-NQ-1  DU PAGE & WILL CNTYS ILL CMNTY     5,616    5,224           5,000
             SCH

677519-3S-7  OHIO ST                            5,584    5,214           5,000

576004-ED-3  MASSACHUSETTS ST SPL OBLIG REV     5,517    5,202           5,000

442436-2F-7  HSTN TEX WTR & SWR SYS             5,601    5,183           5,000

199820-QY-0  COMAL TEX INDPT SCH DIST           5,386    5,169           5,000

604128-3H-9  MINNESOTA ST                       5,529    5,165           5,000

46613Q-AM-6  JEA FLA ST JOHNS RIV PWR PK SYS    5,327    5,147           5,000

40785E-MW-3  HAMILTON SOUTHEASTERN IND CONS     5,240    5,036           4,725
             SCH

235416-ZU-1  DALLAS TEX WTRWKS & SWR SYS REV    5,081    4,618           4,455

385640-FG-7  GRAND IS NEB ELEC REV SYS          4,769    4,580           4,485

509228-EQ-1  LAKE CNTY ILL ADLAI E STEVENSON    4,239    3,935           3,750
             SCH

491552-PM-1  KENTUCKY ST TPK AUTH               3,909    3,640           3,500

040663-2J-4  ARIZONA ST UNIV REVS               3,699    3,418           3,220

927793-NT-2  RPAR HOLDINGS REF-US RT 58 CORRID  3,376    3,138           3,000

927793-NU-9  VIRGINIA COMWLTH TRANSN BRD        3,376    3,132           3,000

509228-ER-9  LAKE CNTY ILL ADLAI E STEVENSON    3,164    2,919           2,795
             SCH

040663-2K-1  ARIZONA ST UNIV REVS               2,983    2,794           2,645

259291-DD-1  DOUGLAS CNTY NEB SCH DIST NO 001   2,796    2,605           2,500

97705L-FZ-5  WISCONSIN ST                       2,236    2,108           2,000

235416-A7-9  DALLAS TEX WTRWKS & SWR SYS REV    2,286    2,103           2,045

438670-FF-3  HONOLULU HAWAII CITY & CNTY        2,097    1,947           1,855

678519-FD-6  OKLAHOMA CITY OKLA                 1,204    1,136           1,075

345874-PH-8  FOREST LAKE MINN INDPT SCH DIST    1,108    1,057           1,000

463813-GW-9  IRVING TEX INDPT SCH DIST          1,121    1,054           1,000

659048-CN-0  NORTH DAVIESS IND SCH BLDG CORP    1,123    1,043           1,000

718814-UE-4  PHOENIX ARIZ                       1,088    1,034           1,000

93974A-NL-4  WA ST REF-VAR PURP-SER R-03-A      1,068    1,020           1,000

452001-WT-3  ILL EDL AUTH REVS                  812      770             750

181211-DJ-9  CLARK CNTY WASH SCH DIST NO 101    629      594             570

263417-GJ-0  DU PAGE CNTY ILL CMNTY HS          549      532             520

341535-PW-6  FLORIDA ST BRD ED PUB ED           561      525             500

517840-WW-0  LAS VEGAS VALLEY NEV WTR DIST      544      522             500

799098-DD-7  SAN MIGUEL CNTY COLO SCH DIST      548      521             500

442352-AH-3  HOUSTON TEX AREA WTR CORP          551      520             500

040654-JV-8  AZ ST TRANSN BRD HWY REV SER B     554      519             500

51166F-AD-1  LAKELAND FLA ENERGY SYS REV        542      517             500

54811B-EP-2  LOWER COLO RIV AUTH TEX            514      509             500

159195-MY-9  CHANNELVIEW TEX INDPT SCH DIST     513      484             475

655181-BJ-3  NOBLESVILLE-SOUTHEASTN PUB LIBR    503      479             460

Subtotal States And Political Subdivisions      239,897  225,629         215,965




CONSOLIDATED FIXED-INCOME
SECURITY AND

CASH AND CASH EQUIVALENTS
PORTFOLIO

APCAPITAL, INC. AND
SUBSIDIARIES

                                 Fair                Amortized       Par

CUSIP        Description         Value               Cost (2)        Value

HELD-TO-MATURITY DEBT                                (in thousands)
SECURITIES

Corporate Securities

74740F-GF-7  QUAKER OATS CO        6,585               6,313           6,000

134429-AM-1  CAMPBELL SOUP CO      6,439               6,175           6,000

41011W-AH-3  HANCOCK JOHN          6,292               6,156           6,000
             GLOBAL FDG

855707-AB-1  ST AUTO FINL CORP     5,906               6,043           6,000
             SR NT

035229-CD-3  ANHEUSER BUSCH        4,414               4,338           4,310

438516-AK-2  HONEYWELL INTL INC    3,092               3,037           3,000

615337-AA-0  THE MONY GROUP        2,572               2,550           2,510

075887-AR-0  BECTON DICKINSON      1,000               1,000           1,000
             CO

751277-AM-6  RALSTON PURINA CO     501                 501             500

Subtotal Corporate Securities      36,801              36,113          35,320

Mortgage-Backed Securities

31394N-4U-9  FHLMC MULTICLASS      15,463              15,073          15,000
             SER 2713

31394P-3P-6  FHLMC MULTICLASS      15,394              15,066          15,000
             SER 2740

31394K-AD-6  FHLMC MULTICLASS      15,152              14,919          14,858
             SER 2687

31395L-VJ-7  FHLMC MULTICLASS      14,382              13,680          13,586
             PREASSIGN 00465

31394M-A2-6  FHLMC MULTICLASS      11,063              10,967          10,932
             SER 2708

31394K-G6-5  FHLMC MULTICLASS      10,196              10,035          10,000
             SER 2693

31395K-CV-3  FHLMC MULTICLASS      10,362              9,996           10,000
             SER 2905

31395K-PG-2  FHLMC MULTICLASS      7,080               7,010           7,047
             SER 2903

31394W-HE-1  FHLMC MULTICLASS      5,172               5,112           5,125
             SER 2784

31393T-CP-9  FNMA REMIC TRUST      3,666               3,612           3,644
             2003-92

31394G-H7-1  FHLMC REMIC SERIES    3,665               3,494           3,592
             2649

31394Y-LZ-5  FHLMC MULTICLASS      2,745               2,666           2,684
             SER

31394G-N8-2  FHLMC REMIC SERIES    2,307               2,272           2,296
             2659

31393D-DS-7  FNMA REMIC TRUST      2,308               2,239           2,295
             2003-58

31394W-HQ-4  FHLMC MULTICLASS      2,197               2,166           2,164
             SER 2784

31394Y-NA-8  FHLMC MULTICLASS      1,324               1,291           1,299
             PREASSIGN

31395A-LR-4  FHLMC MULTICLASS      1,074               1,080           1,066
             SER 2807

31393Y-XE-0  FNMA REMIC SER        883                 881             881
             2004-45

31362J-E6-8  FNMA ARM #062257      58                  58              58

36224V-H5-7  GNMA POOL #339652     35                  34              32

36225A-ET-3  GNMA PLATINUM P/T     10                  10              9
             780146

31375A-G3-7  FNMA P/T 328818       6                   6               6

31368H-US-0  FNMA ARM MEGA POOL    2                   2               2
             #190593

Subtotal Mortgage-Backed           124,544             121,669         121,576
Securities

TOTAL HELD-TO-MATURITY DEBT      $ 416,256           $ 398,364       $ 387,861
SECURITIES

(2) Held-to-maturity debt securities are carried in
the balance sheet at amortized cost.

CUSIP        Description                             Cost

CASH & CASH EQUIVALENTS                              (in thousands)

31846V-41-9  FIRST AMER TREAS                          825
             OBLIG

665278-70-1  NORTHERN INSTL FDS                        132,281
             GOVT SELECT

Subtotal Money Market Funds                            133,106

2470C2-ZE-8  DELL INC                                  10,495

89233G-XP-6  TOYOTA MOTOR                              1,000
             CREDIT

Subtotal Commercial Paper                              11,495

             CERTIFICATE OF                            100
             DEPOSIT

             ZERO BALANCE CASH                         319
             SWEEP ACCOUNTS

Subtotal Cash and CDs                                  419

TOTAL CASH & CASH EQUIVALENTS                        $ 145,020




    Source: American Physicians Capital, Inc.


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