United States
SECURITIES AND EXCHANGE COMMISSION
Washington, D.C. 20549
Form 10-Q
(Mark One)
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|X| |
Quarterly report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the quarterly period ended March 31, 2004 |
or
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|_| |
Transition report pursuant to Section 13 or 15(d) of the Securities Exchange Act of 1934 for the transaction period from____________to ___________. |
Commission file number 1-11983
FPIC Insurance Group, Inc.
(Exact Name of Registrant as Specified in its Charter)
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Florida |
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59-3359111 |
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(State or Other Jurisdiction of |
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(IRS Employer |
225 Water Street, Suite 1400, Jacksonville,
Florida 32202
(Address of Principal Executive Offices) (Zip Code)
(904) 354-2482
(Registrants Telephone Number, Including Area Code)
www.fpic.com
(Registrants Internet Address)
Indicate by check mark whether the registrant (1) has filed all reports required to be filed by Section 13 or 15(d) of the Securities Exchange Act of 1934 during the preceding 12 months (or for such shorter period that the registrant was required to file such reports), and (2) has been subject to such filing requirements for the past 90 days. Yes |X| No |_|
Indicate by check mark whether the registrant is an accelerated filer (as defined in Rule 12b-2 of the Securities Exchange Act of 1934). Yes |X| No |_|
As of May 6, 2004, there were 9,975,534 shares of the registrants common stock outstanding.
FPIC Insurance Group, Inc.
Index to Quarterly Report on Form 10-Q
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Part I |
Financial Information |
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Page |
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Item 1. |
Condensed
Consolidated Financial Statements of FPIC Insurance Group, Inc. |
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3 |
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4 |
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5 |
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6 |
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7 |
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Managements
Discussion and Analysis of Financial Condition and |
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16 |
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32 |
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32 |
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Part II |
Other Information |
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Page |
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32 |
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32 |
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32 |
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32 |
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32 |
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33 |
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33 |
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Condensed
Consolidated Statements of Financial Position
As of March 31, 2004 and December 31, 2003
(in thousands, except common share data)
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(unaudited) |
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Mar 31, |
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Dec 31, |
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Assets |
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Cash and cash
equivalents |
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$ |
84,670 |
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85,064 |
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Bonds and U.S.
Government securities, available for sale |
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538,993 |
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528,647 |
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Equity
securities, available for sale |
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10 |
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9 |
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Other invested
assets ((Includes related party amounts of $788 and $788) Note 11) |
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4,732 |
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4,774 |
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Real estate, net |
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4,099 |
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4,207 |
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Total cash and
investments |
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632,504 |
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622,701 |
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Premiums
receivable, net ((Includes related party amounts of $7,994 and $8,608) Note 11) |
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113,718 |
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101,262 |
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Accrued
investment income |
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5,981 |
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6,153 |
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Reinsurance
recoverable on paid losses (Note 11) |
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28,827 |
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15,950 |
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Due from
reinsurers on unpaid losses and advance premiums ((Includes related party amounts of $90,153 and $82,474) Note 11) |
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294,362 |
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275,766 |
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Ceded unearned premiums
((Includes related party amounts of $13,285 and $16,486) Note 11) |
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77,666 |
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71,435 |
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Property and
equipment, net |
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5,058 |
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5,248 |
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Deferred policy
acquisition costs ((Includes related party amounts of $3,271 and $3,500) Note 11) |
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7,167 |
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6,209 |
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Deferred income
taxes |
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33,089 |
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34,819 |
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Prepaid expenses |
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5,807 |
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5,363 |
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Goodwill |
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18,870 |
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18,870 |
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Intangible assets |
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727 |
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782 |
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Federal income
tax receivable |
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2,179 |
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Other assets
(Note 11) |
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20,453 |
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16,393 |
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Total assets |
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$ |
1,244,229 |
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1,183,130 |
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Liabilities
and Shareholders Equity |
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Losses and loss
adjustment expenses ((Includes related party amounts of $21,500 and $20,555) Note 11) |
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$ |
588,933 |
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574,529 |
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Unearned premiums
((Includes related party amounts of $45,492 and $47,240) Note 11) |
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192,258 |
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177,435 |
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Reinsurance
payable ((Includes related party amounts of $12,894 and $11,761) Note 11) |
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155,246 |
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138,082 |
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Paid in advance
and unprocessed premiums |
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5,103 |
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11,766 |
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Long term debt |
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46,083 |
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46,083 |
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Deferred credit
((Related party) Note 11) |
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7,493 |
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7,729 |
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Deferred ceding
commission |
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4,651 |
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3,126 |
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Federal income
tax payable |
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1,284 |
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Accrued expenses
and other liabilities (Note 11) |
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45,090 |
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37,723 |
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Total liabilities |
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1,046,141 |
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996,473 |
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Commitments and
contingencies (Note 7) |
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Common stock,
$0.10 par value, 50,000,000 shares authorized; 9,960,534 and 9,770,843 shares issued and outstanding at March 31, 2004 and December 31, 2003, respectively |
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996 |
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977 |
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Additional
paid-in capital |
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45,527 |
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43,705 |
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Accumulated other
comprehensive income, net of deferred income taxes |
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6,856 |
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4,276 |
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Retained earnings |
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144,709 |
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137,699 |
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Total shareholders
equity |
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198,088 |
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186,657 |
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Total liabilities
and shareholders equity |
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$ |
1,244,229 |
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1,183,130 |
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See accompanying notes to the condensed consolidated financial statements.
3
Condensed
Consolidated Statements of Income and Comprehensive Income
For the Three Months Ended March 31, 2004 and 2003
(in thousands, except per common share data)
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(unaudited) |
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Three Months Ended |
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Mar 31, |
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Mar 31, |
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Revenues |
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Net premiums
earned (Note 11) |
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$ |
35,012 |
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28,909 |
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Claims
administration and management fees (Note 11) |
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12,084 |
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8,665 |
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Net investment
income |
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5,621 |
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4,503 |
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Commission income |
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1,843 |
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1,584 |
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Net realized
investment gains (Note 2) |
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2,806 |
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238 |
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Finance charges
and other income (Note 11) |
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197 |
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231 |
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Total revenues |
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57,563 |
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44,130 |
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Expenses |
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Net losses and
loss adjustment expenses (Note 11) |
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29,374 |
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26,634 |
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Other
underwriting expenses (Note 11) |
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3,503 |
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2,504 |
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Claims
administration and management expenses |
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10,513 |
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8,342 |
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Interest expense
on debt |
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590 |
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1,163 |
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Other expenses
(Note 11) |
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1,841 |
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1,311 |
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Total expenses |
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45,821 |
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39,954 |
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Income from operations
before income taxes |
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11,742 |
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4,176 |
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Less: Income tax expense |
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4,732 |
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1,416 |
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Net income |
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$ |
7,010 |
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2,760 |
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Basic earnings per common
share |
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$ |
0.71 |
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0.29 |
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Diluted earnings per
common share |
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$ |
0.68 |
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0.29 |
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Basic weighted average
common shares outstanding |
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9,878 |
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9,409 |
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Diluted weighted average
common shares outstanding |
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10,331 |
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9,416 |
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Comprehensive
Income |
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Net income |
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$ |
7,010 |
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2,760 |
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Other
comprehensive income: |
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Unrealized
holding gains (losses) on debt and equity securities |
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4,856 |
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(344 |
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Unrealized
holding (losses) gains and amortization on derivative financial instruments |
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(657 |
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435 |
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Income tax
expense related to unrealized gains and losses |
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(1,619 |
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(12 |
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Other
comprehensive income |
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2,580 |
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79 |
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Comprehensive
income |
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$ |
9,590 |
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2,839 |
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See accompanying notes to the condensed consolidated financial statements.
4
Condensed
Consolidated Statements of Changes in Shareholders Equity
For the Three Months Ended March 31, 2004 and the Year Ended December 31, 2003
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Common |
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Additional |
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Accumulated |
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Retained |
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Total |
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Balances at December 31,
2002 |
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$ |
939 |
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38,322 |
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5,525 |
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121,127 |
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165,913 |
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Net income |
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16,572 |
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16,572 |
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Minimum pension
liability adjustment, net |
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(140 |
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(140 |
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Unrealized loss
on debt and equity securities, net |
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(2,835 |
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(2,835 |
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Unrealized gain
on derivative financial instruments, net |
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486 |
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486 |
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Settlement
of derivative financial instrument, net |
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1,532 |
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1,532 |
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Amortization of
unrealized loss on derivative financial instruments |
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(292 |
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(292 |
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Issuance of
shares |
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|
38 |
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4,385 |
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4,423 |
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Income tax
reductions relating to exercise of stock options |
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|
998 |
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|
998 |
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Balances at December 31,
2003 |
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977 |
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43,705 |
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4,276 |
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137,699 |
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