v3.26.1
Note 14 - Discontinued Operations
6 Months Ended
Jun. 30, 2026
Notes to Financial Statements  
Disposal Groups, Including Discontinued Operations, Disclosure [Text Block]

 

 

NOTE 14.     DISCONTINUED OPERATIONS

 

On May 18, 2026, the Company entered into a Securities Purchase Agreement with CopperPoint Insurance Company under which CopperPoint will acquire 100% of the equity interests in GIG for approximately $84.3 million. The transaction has received approval from the board of directors of both Boston Omaha and CopperPoint and is expected to close in the second half of 2026 following receipt of all regulatory and other approvals required under the Securities Purchase Agreement. The Company classified the results of operations and cash flows of GIG as discontinued operations in its Condensed Consolidated Statements of Operations and Condensed Consolidated Statements of Cash Flows for all periods presented. The Company classified the assets and liabilities of GIG as held for sale in the Condensed Consolidated Balance Sheet. Additionally, beginning June 30, 2026, the Company ceased recording depreciation and amortization for GIG's property and equipment, finite-lived intangible assets, and operating lease ROU assets.

 

The following table represents the major classes of assets and liabilities of discontinued operations as of June 30, 2026 and December 31, 2025:

 

  

June 30,

  

December 31,

 
  

2026

  

2025

 
         

Carrying amounts of the major classes of assets included in discontinued operations:

        

Cash and cash equivalents

 $13,288  $12,568 

Cash held by BOAM funds and other

  642   1,181 

Accounts receivable, net

  7,279   6,440 

Short-term investments

  22,611   23,198 

Marketable equity securities

  -   868 

Funds held as collateral assets

  11,126   13,910 

Prepaid expense and other current assets

  2,054   3,299 

Property and equipment, net

  260   329 

Goodwill

  11,325   11,325 

Intangible assets, net

  1,138   1,217 

Investments

  4,785   5,118 

Deferred policy acquisition costs

  3,188   2,945 

Right of use assets

  2,215   2,376 

Other

  54   54 

Total assets held for sale

 $79,965  $84,828 
         
         

Carrying amounts of the major classes of liabilities included in discontinued operations:

        

Accounts payable and accrued expenses

 $3,837  $5,868 

Lease liabilities

  2,491   2,569 

Funds held as collateral

  11,126   13,910 

Unpaid losses and loss adjustment expenses

  7,310   6,539 

Unearned premiums

  13,588   13,577 

Deferred revenue

  156   120 

Deferred tax liability

  2,622   2,676 

Total liabilities held for sale

 $41,130  $45,259 

 

Assets held for sale include short-term investments of $22.6 million. Short-term investments consist of U.S. Treasury securities held by UCS, which are classified as held to maturity, mature in less than twelve months, and are reported at amortized cost which approximates fair value.

 

 

The following table presents the major components of discontinued operations in the Company's Consolidated Statements of Operations:

 

  

For the Three Months Ended

  

For the Six Months Ended

 
  

June 30,

  

June 30,

 
  

2026

  

2025

  

2026

  

2025

 
                 

Major classes of line items constituting income (loss) of discontinued operations before provision for income taxes:

                

Premiums earned

 $6,256  $5,565  $11,713  $11,129 

Insurance commissions

  760   448   1,391   1,027 

Investment and other income

  416   512   853   1,002 

Cost of insurance revenues (exclusive of depreciation and amortization)

  3,417   3,549   8,139   6,412 

Employee costs

  2,597   2,277   5,018   4,784 

Professional fees

  164   118   340   216 

General and administrative

  740   795   1,507   1,653 

Depreciation and amortization

  79   94   149   177 
                 

Net Income (Loss) from Discontinued Operations before Other Income (Expense) and Income Taxes

  435   (308)  (1,196)  (84)
                 

Other Income (Expense):

                

Other investment income

  1   38   957   321 
                 

Net Income (Loss) Before Income Taxes

  436   (270)  (239)  237 

Income tax benefit (provision)

  54   (59)  54   (59)
                 

Net Income (Loss) from Discontinued Operations

 $490  $(329) $(185) $178 

 

We recorded expenses related to the sale of GIG of approximately $280 thousand for the six months ended June 30, 2026, and $678 thousand during the year ended December 31, 2025. During 2026 and 2025, these charges were recorded in professional fees, and consisted primarily of legal and professional fees. 

 

Premiums ceded of approximately $2.5 million and $2.4 million for the six months ended  June 30, 2026 and 2025, respectively, are included within “Premiums earned” in the table of major components of discontinued operations.

 

 

 

The following table provides a reconciliation of the beginning and ending reserve balances at UCS for losses and loss adjustment expenses (“LAE”) for the six months ended June 30, 2026 and 2025.   

 

  

2026

  

2025

 

Gross reserves for unpaid losses and loss adjustment expenses, beginning of period

 $6,539  $5,873 

Less: reinsurance recoverable on unpaid losses

  999   1,804 

Net reserve for unpaid losses and loss adjustment expenses, beginning of period

  5,540   4,069 
         

Incurred losses and loss adjustment expenses:

        

Current year

  3,307   3,299 

Prior year

  488   (342)

Total net losses and loss adjustment expenses incurred

  3,795   2,957 
         

Payments:

        

Current year

  1,632   1,644 

Prior year

  1,284   904 

Total payments

  2,916   2,548 
         

Net reserves for unpaid losses and loss adjustment expenses, end of period

  6,419   4,478 

Reinsurance recoverable on unpaid losses, net of allowance

  891   2,095 
         

Gross reserves for unpaid losses and loss adjustment expenses, end of period

 $7,310  $6,573 

 

For the six months ended  June 30, 2026, there was an unfavorable prior year loss development. For the six months ended  June 30, 2025, there was a favorable prior year loss development. Favorable and unfavorable prior year loss developments are the result of a re-estimation of amounts ultimately to be paid on prior year losses and loss adjustment expense. Original estimates are increased or decreased as additional information becomes known regarding individual claims.