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Watchlist
Account
Selective Insurance
SIGI
#3186
Rank
HK$38.38 B
Marketcap
๐บ๐ธ
United States
Country
HK$638.86
Share price
-0.22%
Change (1 day)
-5.46%
Change (1 year)
๐ฆ Insurance
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Annual Reports (10-K)
Selective Insurance
Quarterly Reports (10-Q)
Financial Year FY2018 Q2
Selective Insurance - 10-Q quarterly report FY2018 Q2
Text size:
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Table of Contents
UNITED STATES
SECURITIES AND EXCHANGE COMMISSION
Washington, DC 20549
FORM 10-Q
(Mark One)
x
QUARTERLY REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the quarterly period ended:
June 30, 2018
or
¨
TRANSITION REPORT PURSUANT TO SECTION 13 OR 15(d) OF THE SECURITIES EXCHANGE ACT OF 1934
For the transition period from_____________________________to_____________________________
Commission File Number: 001-33067
SELECTIVE INSURANCE GROUP, INC.
(Exact Name of Registrant as Specified in Its Charter)
New Jersey
22-2168890
(State or Other Jurisdiction of Incorporation or Organization)
(I.R.S. Employer Identification No.)
40 Wantage Avenue
Branchville, New Jersey
07890
(Address of Principal Executive Offices)
(Zip Code)
(973) 948-3000
(Registrant’s Telephone Number, Including Area Code)
(Former Name, Former Address and Former Fiscal Year, if Changed Since Last Report)
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
o
Indicate by check mark whether the registrant has submitted electronically and posted on its corporate Web site, if any, every Interactive Data File required to be submitted and posted pursuant to Rule 405 of Regulation S-T during the preceding 12 months (or for such shorter period that the registrant was required to submit and post such files).
Yes
x
No
o
Indicate by check mark whether the registrant is a large accelerated filer, an accelerated filer, a non-accelerated filer, a smaller reporting company, or an emerging growth company. See the definitions of “large accelerated filer,” “accelerated filer,” “smaller reporting company,” and “emerging growth company” in Rule 12b-2 of the Exchange Act.
Large accelerated filer
x
Accelerated filer
o
Non-accelerated filer
o
(Do not check if a smaller reporting company)
Smaller reporting company
o
Emerging growth company
o
If an emerging growth company, indicate by check mark if the registrant has elected not to use the extended transition period for complying with any new or revised financial accounting standards provided pursuant to Section 13(a) of the Exchange Act.
o
Indicate by check mark whether the registrant is a shell company (as defined in Rule 12b-2 of the Exchange Act). Yes
o
No
x
As of
July 20, 2018
, there were
58,835,249
shares of common stock, par value $2.00 per share, outstanding.
Table of Contents
SELECTIVE INSURANCE GROUP, INC.
Table of Contents
Page No.
PART I. FINANCIAL INFORMATION
Item 1.
Financial Statements
Consolidated Balance Sheets as of June 30, 2018 (Unaudited) and December 31, 2017
1
Unaudited Consolidated Statements of Income for the Quarter and Six Months Ended June 30, 2018 and 2017
2
Unaudited Consolidated Statements of Comprehensive Income for the Quarter and Six Months Ended June 30, 2018 and 2017
3
Unaudited Consolidated Statements of Stockholders' Equity for the Six Months Ended June 30, 2018 and 2017
4
Unaudited Consolidated Statements of Cash Flows for the Six Months Ended June 30, 2018 and 2017
5
Notes to Unaudited Interim Consolidated Financial Statements
6
Item 2.
Management’s Discussion and Analysis of Financial Condition and Results of Operations
Forward-Looking Statements
22
Introduction
22
Critical Accounting Policies and Estimates
23
Financial Highlights of Results for Second Quarter and Six Months 2018 and Second Quarter and Six Months 2017
23
Results of Operations and Related Information by Segment
29
Federal Income Taxes
38
Financial Condition, Liquidity, and Capital Resources
38
Ratings
41
Off-Balance Sheet Arrangements
41
Contractual Obligations, Contingent Liabilities, and Commitments
42
Item 3.
Quantitative and Qualitative Disclosures About Market Risk
42
Item 4.
Controls and Procedures
42
PART II. OTHER INFORMATION
Item 1.
Legal Proceedings
42
Item 1A.
Risk Factors
43
Item 2.
Unregistered Sales of Equity Securities and Use of Proceeds
43
Item 6.
Exhibits
44
Signatures
44
Table of Contents
PART I. FINANCIAL INFORMATION
ITEM 1. FINANCIAL STATEMENTS.
SELECTIVE INSURANCE GROUP, INC.
CONSOLIDATED BALANCE SHEETS
Unaudited
($ in thousands, except share amounts)
June 30,
2018
December 31,
2017
ASSETS
Investments:
Fixed income securities, held-to-maturity – at carrying value (fair value: $43,373 – 2018; $44,100 – 2017)
$
42,016
42,129
Fixed income securities, available-for-sale – at fair value (amortized cost: $5,153,737 – 2018; $5,076,716 – 2017)
5,137,653
5,162,522
Equity securities – at fair value (cost: $150,638 – 2018; $143,811 – 2017)
176,578
182,705
Short-term investments (at cost which approximates fair value)
164,118
165,555
Other investments
145,203
132,268
Total investments (Note 4 and 6)
5,665,568
5,685,179
Cash
4,876
534
Restricted cash
11,604
44,176
Interest and dividends due or accrued
40,978
40,897
Premiums receivable, net of allowance for uncollectible accounts of: $10,100 – 2018; $10,000 – 2017
821,173
747,029
Reinsurance recoverable, net of allowance for uncollectible accounts of: $4,700 – 2018; $4,600 – 2017
544,979
594,832
Prepaid reinsurance premiums
157,561
153,493
Current federal income tax
—
3,243
Deferred federal income tax
51,615
31,990
Property and equipment – at cost, net of accumulated depreciation and amortization of:
$220,874 – 2018; $213,227 – 2017
62,731
63,959
Deferred policy acquisition costs
248,467
235,055
Goodwill
7,849
7,849
Other assets
88,272
78,195
Total assets
$
7,705,673
7,686,431
LIABILITIES AND STOCKHOLDERS’ EQUITY
Liabilities:
Reserve for loss and loss expense (Note 8)
$
3,804,365
3,771,240
Unearned premiums
1,436,855
1,349,644
Long-term debt
439,331
439,116
Current federal income tax
5,090
—
Accrued salaries and benefits
85,372
131,850
Other liabilities
236,505
281,624
Total liabilities
$
6,007,518
5,973,474
Stockholders’ Equity:
Preferred stock of $0 par value per share:
$
—
—
Authorized shares 5,000,000; no shares issued or outstanding
Common stock of $2 par value per share:
Authorized shares 360,000,000
Issued: 102,729,946 – 2018; 102,284,564 – 2017
205,460
204,569
Additional paid-in capital
381,641
367,717
Retained earnings
1,779,928
1,698,613
Accumulated other comprehensive (loss) income (Note 11)
(84,517
)
20,170
Treasury stock – at cost
(shares: 43,894,894 – 2018; 43,789,442 – 2017)
(584,357
)
(578,112
)
Total stockholders’ equity
$
1,698,155
1,712,957
Commitments and contingencies
Total liabilities and stockholders’ equity
$
7,705,673
7,686,431
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
1
Table of Contents
SELECTIVE INSURANCE GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF INCOME
Quarter ended June 30,
Six Months ended June 30,
($ in thousands, except per share amounts)
2018
2017
2018
2017
Revenues:
Net premiums earned
$
604,836
568,030
1,196,664
1,128,884
Net investment income earned
45,553
41,430
88,784
78,849
Net realized and unrealized (losses) gains:
Net realized investment gains on disposals
54
2,951
4,785
5,381
Other-than-temporary impairments
(2,821
)
(1,211
)
(4,033
)
(4,686
)
Other-than-temporary impairments on fixed income securities recognized in other comprehensive income
—
(6
)
—
(6
)
Unrealized gains (losses) on equity securities
1,115
—
(12,953
)
—
Total net realized and unrealized (losses) gains
(1,652
)
1,734
(12,201
)
689
Other income
3,179
3,291
5,358
6,532
Total revenues
651,916
614,485
1,278,605
1,214,954
Expenses:
Loss and loss expense incurred
366,328
341,559
751,269
659,031
Amortization of deferred policy acquisition costs
122,661
116,578
243,754
231,928
Other insurance expenses
80,994
82,874
164,234
164,925
Interest expense
6,125
6,081
12,277
12,187
Corporate expenses
3,283
8,464
14,615
20,380
Total expenses
579,391
555,556
1,186,149
1,088,451
Income before federal income tax
72,525
58,929
92,456
126,503
Federal income tax expense:
Current
12,782
17,785
13,215
32,058
Deferred
924
(282
)
1,497
2,579
Total federal income tax expense
13,706
17,503
14,712
34,637
Net income
$
58,819
41,426
77,744
91,866
Earnings per share:
Basic net income
$
1.00
0.71
1.32
1.57
Diluted net income
$
0.99
0.70
1.30
1.55
Dividends to stockholders
$
0.18
0.16
0.36
0.32
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
2
Table of Contents
SELECTIVE INSURANCE GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF COMPREHENSIVE INCOME
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
Net income
$
58,819
41,426
77,744
91,866
Other comprehensive income (loss), net of tax:
Unrealized (losses) gains on investment securities:
Unrealized holding (losses) gains arising during period
(18,955
)
23,326
(86,353
)
40,087
Non-credit portion of other-than-temporary impairments recognized in other comprehensive income
—
4
—
4
Amounts reclassified into net income:
Held-to-maturity securities
(6
)
(28
)
(16
)
(60
)
Realized losses (gains) on disposals of available-for-sale securities
2,267
(1,225
)
5,861
(244
)
Total unrealized (losses) gains on investment securities
(16,694
)
22,077
(80,508
)
39,787
Defined benefit pension and post-retirement plans:
Amounts reclassified into net income:
Net actuarial loss
420
330
840
660
Total defined benefit pension and post-retirement plans
420
330
840
660
Other comprehensive (loss) income
(16,274
)
22,407
(79,668
)
40,447
Comprehensive income (loss)
$
42,545
63,833
(1,924
)
132,313
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
3
Table of Contents
SELECTIVE INSURANCE GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF STOCKHOLDERS’ EQUITY
Six Months ended June 30,
($ in thousands, except per share amounts)
2018
2017
Common stock:
Beginning of year
$
204,569
203,241
Dividend reinvestment plan (shares: 12,373 – 2018; 15,419 – 2017)
25
31
Stock purchase and compensation plans (shares: 433,009 – 2018; 515,011 – 2017)
866
1,030
End of period
205,460
204,302
Additional paid-in capital:
Beginning of year
367,717
347,295
Dividend reinvestment plan
686
693
Stock purchase and compensation plans
13,238
11,994
End of period
381,641
359,982
Retained earnings:
Beginning of year, as previously reported
1,698,613
1,568,881
Cumulative effect adjustment due to adoption of equity security guidance, net of tax (Note 2)
30,726
—
Cumulative effect adjustment due to adoption of stranded deferred tax guidance (Note 2)
(5,707
)
—
Balance at beginning of year, as adjusted
1,723,632
1,568,881
Net income
77,744
91,866
Dividends to stockholders ($0.36 per share – 2018; $0.32 per share – 2017)
(21,448
)
(18,927
)
End of period
1,779,928
1,641,820
Accumulated other comprehensive (loss) income:
Beginning of year, as previously reported
20,170
(15,950
)
Cumulative effect adjustment due to adoption of equity security guidance, net of tax (Note 2)
(30,726
)
—
Cumulative effect adjustment due to adoption of stranded deferred tax guidance (Note 2)
5,707
—
Balance at beginning of year, as adjusted
(4,849
)
(15,950
)
Other comprehensive (loss) income
(79,668
)
40,447
End of period
(84,517
)
24,497
Treasury stock:
Beginning of year
(578,112
)
(572,097
)
Acquisition of treasury stock (shares: 105,452 – 2018; 134,910 – 2017)
(6,245
)
(5,948
)
End of period
(584,357
)
(578,045
)
Total stockholders’ equity
$
1,698,155
1,652,556
Selective Insurance Group, Inc. also has authorized, but not issued,
5,000,000
shares of preferred stock, without par value, of which
300,000
shares have been
designated Series A junior preferred stock, without par value.
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
4
Table of Contents
SELECTIVE INSURANCE GROUP, INC.
UNAUDITED CONSOLIDATED STATEMENTS OF CASH FLOWS
Six Months ended June 30,
($ in thousands)
2018
2017
Operating Activities
Net income
$
77,744
91,866
Adjustments to reconcile net income to net cash provided by operating activities:
Depreciation and amortization
21,771
25,409
Stock-based compensation expense
9,636
8,372
Undistributed gains of equity method investments
(1,628
)
(3,584
)
Distributions in excess of current year income of equity method investments
1,450
552
Loss on disposal of fixed assets
29
998
Net realized and unrealized losses (gains)
12,201
(689
)
Changes in assets and liabilities:
Increase in reserve for loss and loss expense, net of reinsurance recoverable
82,978
59,152
Increase in unearned premiums, net of prepaid reinsurance
83,143
83,633
Decrease in net federal income taxes
9,887
7,263
Increase in premiums receivable
(74,144
)
(82,729
)
Increase in deferred policy acquisition costs
(13,412
)
(12,339
)
Decrease (increase) in interest and dividends due or accrued
2
(204
)
Decrease in accrued salaries and benefits
(46,478
)
(29,703
)
Increase in other assets
(6,550
)
(3,862
)
Decrease in other liabilities
(64,372
)
(48,684
)
Net cash provided by operating activities
92,257
95,451
Investing Activities
Purchase of fixed income securities, held-to-maturity
(3,650
)
—
Purchase of fixed income securities, available-for-sale
(1,331,607
)
(1,194,142
)
Purchase of equity securities
(46,402
)
(22,115
)
Purchase of other investments
(26,032
)
(22,121
)
Purchase of short-term investments
(1,462,238
)
(2,259,305
)
Sale of fixed income securities, available-for-sale
938,276
717,072
Sale of short-term investments
1,463,726
2,348,892
Redemption and maturities of fixed income securities, held-to-maturity
3,654
28,730
Redemption and maturities of fixed income securities, available-for-sale
311,590
300,430
Sale of equity securities
43,590
6,289
Sale of other investments
3,497
—
Distributions from other investments
15,927
9,300
Purchase of property and equipment
(6,733
)
(7,047
)
Net cash used in investing activities
(96,402
)
(94,017
)
Financing Activities
Dividends to stockholders
(20,437
)
(17,922
)
Acquisition of treasury stock
(6,245
)
(5,948
)
Net proceeds from stock purchase and compensation plans
3,930
4,045
Proceeds from borrowings
130,000
64,000
Repayments of borrowings
(130,000
)
(64,000
)
Repayments of capital lease obligations
(1,333
)
(2,254
)
Net cash used in financing activities
(24,085
)
(22,079
)
Net decrease in cash and restricted cash
(28,230
)
(20,645
)
Cash and restricted cash, beginning of year
44,710
37,405
Cash and restricted cash, end of period
$
16,480
16,760
The accompanying notes are an integral part of these unaudited interim consolidated financial statements.
5
Table of Contents
NOTES TO UNAUDITED INTERIM CONSOLIDATED FINANCIAL STATEMENTS
NOTE 1. Basis of Presentation
As used herein, the "Company,” “we,” “us,” or “our” refers to Selective Insurance Group, Inc. (the "Parent"), and its subsidiaries, except as expressly indicated or unless the context otherwise requires. Our interim unaudited consolidated financial statements (“Financial Statements”) have been prepared by us in conformity with U.S. generally accepted accounting principles (“GAAP”) and the rules and regulations of the U.S. Securities and Exchange Commission (“SEC”) regarding interim financial reporting. The preparation of the Financial Statements in conformity with GAAP requires us to make estimates and assumptions that affect the reported financial statement balances, as well as the disclosure of contingent assets and liabilities. Actual results could differ from those estimates. All significant intercompany accounts and transactions between the Parent and its subsidiaries are eliminated in consolidation.
Certain amounts in our prior years' Financial Statements and related notes have been reclassified to conform to the 2018 presentation. Specifically, we reclassified restricted cash balances related to our participation in the National Flood Insurance Program ("NFIP") from other assets in our consolidated balance sheet into a separate line item on the face of that statement. Additionally, refer to Note 2. "Adoption of Accounting Pronouncements" below for a discussion of the retroactive restatements that are included in these financial statements in relation to the adoption of new accounting pronouncements for the treatment of restricted cash and distributions from equity method investments on the consolidated statements of cash flows.
Our Financial Statements reflect all adjustments that, in our opinion, are normal, recurring, and necessary for a fair presentation of our results of operations and financial condition. Our Financial Statements cover the
second
quarters ended
June 30, 2018
(“
Second Quarter 2018
”) and
June 30, 2017
(“
Second Quarter 2017
”) and the six-month periods ended
June 30, 2018
("
Six Months 2018
") and
June 30, 2017
("
Six Months 2017
"). The Financial Statements do not include all of the information and disclosures required by GAAP and the SEC for audited annual financial statements. Results of operations for any interim period are not necessarily indicative of results for a full year. Consequently, our Financial Statements should be read in conjunction with the consolidated financial statements contained in our Annual Report on Form 10-K for the year ended
December 31, 2017
(“
2017
Annual Report”) filed with the SEC.
NOTE 2. Adoption of Accounting Pronouncements
In January 2016, the Financial Accounting Standards Board ("FASB") issued Accounting Standards Update ("ASU") 2016-01,
Financial Instruments - Overall: Recognition and Measurement of Financial Assets and Financial Liabilities
(“ASU 2016-01”). ASU 2016-01 provides guidance to improve certain aspects of recognition, measurement, presentation, and disclosure of financial instruments. Specifically the guidance: (i) requires equity securities held in our investment portfolio to be measured at fair value with changes in fair value recognized in earnings; (ii) simplifies the impairment assessment of equity investments without readily determinable fair values by requiring a qualitative assessment to identify impairment; (iii) eliminates the requirement to disclose the methods and significant assumptions used to estimate the fair value that is required to be disclosed for financial instruments measured at amortized cost; (iv) requires the use of the exit price notion when measuring the fair value of financial instruments for disclosure purposes; and (v) clarifies that the need for a valuation allowance on a deferred tax asset related to an available-for-sale ("AFS") security should be evaluated with other deferred tax assets.
We adopted ASU 2016-01 in the first quarter of 2018 and recognized a
$30.7 million
cumulative-effect adjustment to the opening balances of accumulated other comprehensive income ("AOCI") and retained earnings, which represents the after-tax net unrealized gain on our equity portfolio as of December 31, 2017. Additionally, beginning in the first quarter of 2018, changes in unrealized gains or losses on this portfolio are no longer recorded to AOCI, but are instead recognized in income through "Unrealized gains (losses) on equity securities" on our Consolidated Statements of Income. See Note 4 (j) below for information regarding unrealized equity gains (losses) recognized in income in Second Quarter and Six Months 2018.
There were two accounting updates that we adopted with a retrospective transition in the first quarter of 2018 that related to our statements of cash flows. These accounting updates impacted our categorization of distributions from equity method investees (ASU 2016-15,
Statement of Cash Flows: Classification of Certain Cash Receipts and Cash Payments
("ASU 2016-15")) and the presentation of restricted cash (ASU 2016-18,
Statement of Cash Flows: Restricted Cash
("ASU 2016-18")). These ASUs are discussed below and the discussions are followed with a table presenting the impact of the prior period restatements.
In August 2016, the FASB issued ASU 2016-15. As mentioned above, this ASU adds guidance on the categorization of distributions from equity method investees within the statement of cash flows. In accordance with this guidance, we made an accounting policy election to classify these distributions using the cumulative earnings approach. This election resulted in a restatement to operating and investing cash flows as outlined in the table below. ASU 2016-15 also added or clarified guidance on the cash flow classification of certain cash receipts and payments, including, but not limited to: (i) debt prepayment or debt
6
Table of Contents
extinguishment costs; (ii) proceeds from the settlement of corporate-owned life insurance policies, including bank-owned life insurance policies; and (iii) separately identifiable cash flows and application of the predominance principle. The updated guidance for these topics did not impact our statement of cash flows.
In November 2016, the FASB issued ASU 2016-18. ASU 2016-18 requires restricted cash and restricted cash equivalents to be included with cash and cash equivalents in the reconciliation of beginning and ending cash on the statements of cash flows. This update also requires a reconciliation of the statement of the cash flows to the balance sheet if the balance sheet includes more than one line item containing cash, cash equivalents, and restricted cash. We have restricted cash related to our participation in the NFIP, which we had previously reported as part of "Other assets" on the Consolidated Balance Sheet. Beginning in the first quarter of 2018, we are reporting restricted cash in its own line item on the Consolidated Balance Sheets to aid in the reconciliation of the amounts presented on the Consolidated Statements of Cash Flows. We have also restated prior year balances on the Consolidated Balance Sheets to conform to the current year presentation.
The adoption of this guidance resulted in a restatement of operating cash flows in Six Months 2017 to remove the impact of the change in restricted cash from operating activities and include the restricted cash balance in the reconciliation of beginning and ending cash balances on the Statements of Cash Flows. In addition, we have included the required reconciliation in Note 3. "Statements of Cash Flows" below.
ASU 2016-15 and ASU 2016-18 resulted in the following line item restatements within operating and investing cash flows on the Statements of Cash Flows:
June 30, 2017
(in thousands)
Prior to Adoption
After Adoption
Undistributed gains of equity method investments
(3,575
)
(3,584
)
Distributions in excess of current year income of equity method investments
—
552
Decrease (increase) in other assets
24,953
(3,862
)
Net cash provided by operating activities
123,723
95,451
Distributions from other investments
9,843
9,300
Net cash used in investing activities
(93,474
)
(94,017
)
In January 2017, the FASB issued ASU 2017-04,
Intangibles-Goodwill and Other: Simplifying the Test for Goodwill Impairment
(“ASU 2017-04”). ASU 2017-04 eliminates the second step of the two part goodwill impairment test, which required entities to determine the fair value of individual assets and liabilities of a reporting unit to measure the goodwill impairment. Under the new guidance, a goodwill impairment is calculated as the amount by which a reporting unit’s carrying value exceeds its fair value, not to exceed the carrying amount of goodwill. An entity still has the option to perform the qualitative assessment for a reporting unit to determine if the quantitative impairment test is necessary. The amendments in this update should be applied on a prospective basis for annual or interim goodwill impairment tests in fiscal years beginning after December 15, 2019. Early adoption is permitted for interim or annual goodwill impairment tests performed on testing dates after January 1, 2017. We adopted ASU 2017-04 in the first quarter of 2018 and it had no impact on us.
In February 2018, the FASB issued ASU 2018-02,
Income Statement - Reporting Comprehensive Income
("ASU 2018-02"). ASU 2018-02 allows a one-time reclassification from AOCI to retained earnings for the stranded tax assets that were created in AOCI from the enactment of the Tax Cuts and Jobs Act of 2017 ("Tax Reform"). We adopted ASU 2018-02 in the first quarter of 2018 and recognized a
$5.7 million
cumulative-effect adjustment for the deferred tax charge to income in the fourth quarter of 2017 that was associated with net unrealized gains on our investment portfolio and pension plan resulting from the enactment of Tax Reform.
Pronouncements to be effective in the future
In June 2018, the FASB issued ASU 2018-07,
Compensation - Stock Compensation (Topic 718): Improvements to Nonemployee Share-Based Payment Accounting
("ASU 2018-07"). The amendments in ASU 2018-07 expand the scope of Topic 718 to include share-based payment transactions for acquiring goods and services from nonemployees. ASU 2018-07 is effective for fiscal years beginning after December 15, 2018, and interim periods within those fiscal years. Early adoption is permitted. We are currently evaluating the impact of this guidance on our financial condition and results of operations.
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NOTE 3. Statements of Cash Flows
Supplemental cash flow information was as follows:
Six Months ended June 30,
($ in thousands)
2018
2017
Cash paid (refunded) during the period for:
Interest
$
12,064
11,963
Federal income tax
4,193
27,000
Non-cash items:
Exchange of fixed income securities, AFS
32,101
1,029
Non-cash acquisition of fixed income securities, AFS
32
—
Assets acquired under capital lease arrangements
—
278
Non-cash purchase of property and equipment
18
—
The following table provides a reconciliation of cash and restricted cash reported within the Consolidated Balance Sheets that equate to the amount reported in the Consolidated Statements of Cash Flows:
($ in thousands)
June 30, 2018
December 31, 2017
Cash
$
4,876
534
Restricted cash
11,604
44,176
Total cash and restricted cash shown in the Statements of Cash Flows
$
16,480
44,710
Amounts included in restricted cash represent cash received from the NFIP, which is restricted to pay flood claims under the Write Your Own Program.
NOTE 4. Investments
(a) Information regarding our held-to-maturity ("HTM") fixed income securities as of
June 30, 2018
and
December 31, 2017
was as follows:
June 30, 2018
($ in thousands)
Amortized
Cost
Net
Unrealized Gains
(Losses)
Carrying
Value
Unrecognized
Holding
Gains
Unrecognized Holding
Losses
Fair
Value
Obligations of states and political subdivisions
$
22,490
49
22,539
721
—
23,260
Corporate securities
19,567
(90
)
19,477
761
(125
)
20,113
Total HTM fixed income securities
$
42,057
(41
)
42,016
1,482
(125
)
43,373
December 31, 2017
($ in thousands)
Amortized
Cost
Net
Unrealized Gains
(Losses)
Carrying
Value
Unrecognized
Holding
Gains
Unrecognized Holding
Losses
Fair
Value
Obligations of states and political subdivisions
$
25,154
84
25,238
1,023
—
26,261
Corporate securities
16,996
(105
)
16,891
1,003
(55
)
17,839
Total HTM fixed income securities
$
42,150
(21
)
42,129
2,026
(55
)
44,100
Unrecognized holding gains and losses of HTM securities are not reflected in the Financial Statements, as they represent fair value fluctuations from the date a security is designated as HTM through the date of the balance sheet.
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(b) Information regarding our AFS securities as of
June 30, 2018
and
December 31, 2017
was as follows:
June 30, 2018
($ in thousands)
Cost/
Amortized
Cost
Unrealized
Gains
Unrealized
Losses
Fair
Value
AFS fixed income securities:
U.S. government and government agencies
$
39,368
291
(763
)
38,896
Foreign government
18,024
87
(129
)
17,982
Obligations of states and political subdivisions
1,240,487
17,622
(4,442
)
1,253,667
Corporate securities
1,630,998
6,617
(23,131
)
1,614,484
Collateralized loan obligations and other asset-backed securities ("CLO and other ABS")
768,466
4,948
(1,817
)
771,597
Commercial mortgage-backed securities ("CMBS")
457,344
258
(6,009
)
451,593
Residential mortgage-backed securities (“RMBS”)
999,050
2,726
(12,342
)
989,434
Total AFS securities
$
5,153,737
32,549
(48,633
)
5,137,653
December 31, 2017
($ in thousands)
Cost/
Amortized
Cost
Unrealized
Gains
Unrealized
Losses
Fair
Value
AFS fixed income securities:
U.S. government and government agencies
$
49,326
647
(233
)
49,740
Foreign government
18,040
526
(11
)
18,555
Obligations of states and political subdivisions
1,539,307
44,245
(582
)
1,582,970
Corporate securities
1,588,339
30,891
(1,762
)
1,617,468
CLO and other ABS
789,152
6,508
(202
)
795,458
CMBS
382,727
1,563
(841
)
383,449
RMBS
709,825
6,487
(1,430
)
714,882
Total AFS fixed income securities
5,076,716
90,867
(5,061
)
5,162,522
AFS equity securities:
Common stock
129,696
38,287
(226
)
167,757
Preferred stock
14,115
904
(71
)
14,948
Total AFS equity securities
143,811
39,191
(297
)
182,705
Total AFS securities
$
5,220,527
130,058
(5,358
)
5,345,227
Unrealized gains and losses of AFS securities represent fair value fluctuations from the later of: (i) the date a security is designated as AFS; or (ii) the date that an other-than-temporary impairment ("OTTI") charge is recognized on an AFS security, through the date of the balance sheet. These unrealized gains and losses are recorded in AOCI on the Consolidated Balance Sheets. As of the first quarter of 2018, equity securities are no longer required to be included in the table above with the adoption of new accounting guidance through which unrealized gains and losses on equity securities are no longer recognized in AOCI, but are instead recognized through income. Refer to Note 2. "Adoption of Accounting Pronouncements" for additional information regarding the adoption of ASU 2016-01.
(c) The severity of impairment on securities in an unrealized/unrecognized loss position averaged approximately
1%
of amortized cost at both
June 30, 2018
and
December 31, 2017
. Quantitative information regarding unrealized losses on our AFS portfolio is provided below. Our HTM portfolio had
$0.3 million
of unrealized/unrecognized losses at
June 30, 2018
, and
$0.1 million
of unrealized/unrecognized losses at
December 31, 2017
.
June 30, 2018
Less than 12 months
12 months or longer
Total
($ in thousands)
Fair Value
Unrealized
Losses
1
Fair Value
Unrealized
Losses
1
Fair Value
Unrealized
Losses
1
AFS fixed income securities:
U.S. government and government agencies
$
28,005
(763
)
—
—
28,005
(763
)
Foreign government
7,740
(129
)
—
—
7,740
(129
)
Obligations of states and political subdivisions
342,653
(4,316
)
3,422
(126
)
346,075
(4,442
)
Corporate securities
1,147,312
(22,989
)
2,762
(142
)
1,150,074
(23,131
)
CLO and other ABS
427,307
(1,813
)
774
(4
)
428,081
(1,817
)
CMBS
378,523
(6,009
)
—
—
378,523
(6,009
)
RMBS
739,217
(11,962
)
10,895
(380
)
750,112
(12,342
)
Total AFS securities
$
3,070,757
(47,981
)
17,853
(652
)
3,088,610
(48,633
)
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December 31, 2017
Less than 12 months
12 months or longer
Total
($ in thousands)
Fair
Value
Unrealized
Losses
1
Fair Value
Unrealized
Losses
1
Fair Value
Unrealized
Losses
1
AFS fixed income securities:
U.S. government and government agencies
$
23,516
(233
)
250
—
23,766
(233
)
Foreign government
1,481
(11
)
—
—
1,481
(11
)
Obligations of states and political subdivisions
107,514
(422
)
14,139
(160
)
121,653
(582
)
Corporate securities
238,326
(1,744
)
3,228
(18
)
241,554
(1,762
)
CLO and other ABS
74,977
(196
)
1,655
(6
)
76,632
(202
)
CMBS
154,267
(773
)
5,214
(68
)
159,481
(841
)
RMBS
269,485
(1,285
)
11,200
(145
)
280,685
(1,430
)
Total AFS fixed income securities
869,566
(4,664
)
35,686
(397
)
905,252
(5,061
)
AFS equity securities:
Common stock
4,727
(226
)
—
—
4,727
(226
)
Preferred stock
3,833
(71
)
—
—
3,833
(71
)
Total AFS equity securities
8,560
(297
)
—
—
8,560
(297
)
Total AFS
$
878,126
(4,961
)
35,686
(397
)
913,812
(5,358
)
1
Gross unrealized losses include non-OTTI unrealized amounts and OTTI losses recognized in AOCI.
The increase in the less than 12 months unrealized loss position was driven by higher interest rates, with a 65-basis point increase in 2-year U.S. Treasury Note yields and a 45-basis point increase in the 10-year U.S. Treasury Note yields during
Six Months 2018
. We do not intend to sell any of the securities in the tables above, nor will we be required to sell any of these securities. Considering these factors, and in accordance with our review of these securities under our OTTI policy, as described in Note 2. “Summary of Significant Accounting Policies” within Item 8. “Financial Statements and Supplementary Data.” of our
2017
Annual Report, we have concluded that they are temporarily impaired. This conclusion reflects our current judgment as to the financial position and future prospects of the entity that issued the investment security and underlying collateral.
(d) Fixed income securities at
June 30, 2018
, by contractual maturity, are shown below. Mortgage-backed securities are included in the maturity tables using the estimated average life of each security. Expected maturities may differ from contractual maturities because issuers may have the right to call or prepay obligations, with or without call or prepayment penalties.
Listed below are the contractual maturities of fixed income securities at
June 30, 2018
:
AFS
HTM
($ in thousands)
Fair Value
Carrying Value
Fair Value
Due in one year or less
$
186,138
8,309
8,383
Due after one year through five years
2,034,623
27,160
28,544
Due after five years through 10 years
2,733,420
6,547
6,446
Due after 10 years
183,472
—
—
Total fixed income securities
$
5,137,653
42,016
43,373
(e) The following table summarizes our other investment portfolio by strategy:
Other Investments
June 30, 2018
December 31, 2017
($ in thousands)
Carrying Value
Remaining Commitment
Maximum Exposure to Loss
1
Carrying Value
Remaining Commitment
Maximum Exposure to Loss
1
Alternative Investments
Private equity
$
59,681
110,833
170,514
52,251
99,026
151,277
Private credit
40,916
89,757
130,673
37,743
94,959
132,702
Real assets
23,430
36,588
60,018
25,379
27,014
52,393
Total alternative investments
124,027
237,178
361,205
115,373
220,999
336,372
Other securities
21,176
—
21,176
16,895
—
16,895
Total other investments
$
145,203
237,178
382,381
132,268
220,999
353,267
1
The maximum exposure to loss includes both the carry value of these investments and the related unfunded commitments. In addition, tax credits that have been previously recognized in Other securities are subject to the risk of recapture, which we do not consider significant.
10
Table of Contents
We do not have a future obligation to fund losses or debts on behalf of the investments above; however, we are contractually committed to make additional investments up to the remaining commitment outlined above. We have not provided any non-contractual financial support at any time during
2018
or
2017
.
The following table sets forth gross summarized financial information for our other investments portfolio, including the portion not owned by us. The majority of these investments are carried under the equity method of accounting. The last line of the table below reflects our share of the aggregate income or loss, which is the portion included in our Financial Statements. As the majority of these investments report results to us on a one quarter lag, the summarized financial statement information for the three- and
six
-month periods ended
March 31
is included in our
Second Quarter
and
Six Months
results. This information is as follows:
Income Statement Information
Quarter ended June 30,
Six Months ended June 30,
($ in millions)
2018
2017
2018
2017
Net investment loss
$
(6.4
)
(88.0
)
(41.8
)
(62.4
)
Realized gains (losses)
629.5
(69.2
)
1,223.5
(304.3
)
Net change in unrealized (depreciation) appreciation
(1,200.2
)
1,328.5
(738.6
)
1,890.0
Net (loss) gain
$
(577.1
)
1,171.3
443.1
1,523.3
Selective’s insurance subsidiaries’ alternative investments gain
$
1.9
5.2
3.5
6.8
(f) We have pledged certain AFS fixed income securities as collateral related to our relationships with the Federal Home Loan Bank of Indianapolis ("FHLBI") and the Federal Home Loan Bank of New York ("FHLBNY"). In addition, certain securities were on deposit with various state and regulatory agencies at
June 30, 2018
to comply with insurance laws. We retain all rights regarding all securities pledged as collateral.
The following table summarizes the market value of these securities at
June 30, 2018
:
($ in millions)
FHLBI Collateral
FHLBNY Collateral
State and Regulatory Deposits
Total
U.S. government and government agencies
$
—
—
22.3
22.3
Obligations of states and political subdivisions
—
—
3.1
3.1
CMBS
7.2
9.6
—
16.8
RMBS
58.2
79.8
—
138.0
Total pledged as collateral
$
65.4
89.4
25.4
180.2
(g) We did not have exposure to any credit concentration risk of a single issuer greater than
10%
of our stockholders' equity, other than certain U.S. government-backed investments, as of
June 30, 2018
or
December 31, 2017
.
(h) The components of pre-tax net investment income earned were as follows:
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
Fixed income securities
$
43,774
37,668
$
85,815
74,559
Equity securities
1,820
1,419
3,797
2,887
Short-term investments
611
377
1,134
627
Other investments
2,094
5,231
3,657
6,834
Investment expenses
(2,746
)
(3,265
)
(5,619
)
(6,058
)
Net investment income earned
$
45,553
41,430
$
88,784
78,849
(i) OTTI charges were
$2.8 million
and
$1.2 million
in
Second Quarter 2018
and
Second Quarter 2017
, respectively, and
$4.0 million
and
$4.7 million
in
Six Months 2018
and
Six Months 2017
, respectively. All of the OTTI charges in
2018
and a majority of the charges in
2017
were related to securities for which we had the intent to sell, with each security type's charge not exceeding 1% of its fair value. For a discussion of our evaluation for OTTI, refer to Note 2. "Summary of Significant Accounting Policies" in Item 8. "Financial Statements and Supplementary Data." of our
2017
Annual Report.
11
Table of Contents
(j) Net realized and unrealized gains and losses (excluding OTTI charges) for
Second Quarter
and
Six Months
2018
and
2017
included the following:
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
Net realized (losses) gains on the disposals of securities:
Fixed income securities
$
(1,174
)
2,606
(4,509
)
4,570
Equity securities
1,226
350
9,295
350
Short-term investments
2
—
(1
)
—
Other investments
—
(5
)
—
461
Net realized gains on the disposal of securities
54
2,951
4,785
5,381
OTTI charges
(2,821
)
(1,217
)
(4,033
)
(4,692
)
Net realized (losses) gains
(2,767
)
1,734
752
689
Unrealized gains (losses) recognized in income on equity securities
1
1,115
—
(12,953
)
—
Total net realized and unrealized investment (losses) gains
$
(1,652
)
1,734
$
(12,201
)
689
1
Includes unrealized holding gains (losses) of: (i)
$2.3 million
in
Second Quarter 2018
and
$(2.7) million
in
Six Months 2018
on equity securities remaining in our portfolio as of
June 30, 2018
; and (ii)
$(1.2) million
in
Second Quarter 2018
and
$(10.3) million
in
Six Months 2018
on equity securities sold during the period.
The components of net realized gains on disposals of securities for the periods indicated were as follows:
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
HTM fixed income securities
Gains
$
—
44
2
44
Losses
—
—
—
(1
)
AFS fixed income securities
Gains
1,971
2,715
4,594
6,267
Losses
(3,145
)
(153
)
(9,105
)
(1,740
)
Equity securities
Gains
1,226
350
9,625
350
Losses
—
—
(330
)
—
Short-term investments
Gains
2
—
3
2
Losses
—
—
(4
)
(2
)
Other investments
Gains
—
—
—
480
Losses
—
(5
)
—
(19
)
Total net realized gains on disposals of securities
$
54
2,951
4,785
5,381
Realized gains and losses on the sale of investments are determined on the basis of the cost of the specific investments sold. Net realized gains in
Second Quarter
and
Six Months
2018
were primarily driven by opportunistic sales in our equity portfolio and higher trading volume in our fixed income securities portfolio. Proceeds from the sales of AFS fixed income securities were
$262.9 million
and
$122.3 million
in
Second Quarter 2018
and
Second Quarter 2017
, respectively, and
$938.3 million
and
$717.1 million
in
Six Months
2018
and
Six Months
2017
, respectively. Proceeds from the sales of equity securities were
$2.9 million
and
$0.8 million
in
Second Quarter 2018
and
Second Quarter 2017
, respectively, and
$43.6 million
and
$6.3 million
in
Six Months
2018
and
Six Months
2017
, respectively.
NOTE 5. Indebtedness
Our long-term debt balance has not changed materially since
December 31, 2017
. However, Selective Insurance Company of America ("SICA") borrowed the following short-term funds in the first quarter of 2018 from the FHLBNY:
•
On February 27, 2018, SICA borrowed
$75 million
at an interest rate of
1.75%
. This borrowing was repaid on March 20, 2018; and
•
On March 28, 2018, SICA borrowed
$55 million
at an interest rate of
1.98%
. This borrowing was repaid on April 18, 2018.
For detailed information on our indebtedness, see Note 10. "Indebtedness" in Item 8. "Financial Statements and Supplementary Data." of our
2017
Annual Report.
12
Table of Contents
NOTE 6. Fair Value Measurements
Our financial assets are measured at fair value as disclosed on the Consolidated Balance Sheets. The fair values of our long-term debt are provided in this footnote and the related carry values have changed by less than
1%
during
Six Months 2018
. For a discussion of the fair value and hierarchy of the techniques used to value our financial assets and liabilities, refer to Note 2. "Summary of Significant Accounting Policies" in Item 8. "Financial Statements and Supplementary Data." of our
2017
Annual Report.
The following tables provide quantitative disclosures of our financial assets that were measured and recorded at fair value at
June 30, 2018
and
December 31, 2017
:
June 30, 2018
Fair Value Measurements Using
($ in thousands)
Assets
Measured at
Fair Value
Quoted Prices in
Active Markets for
Identical Assets/
Liabilities (Level 1)
1
Significant Other
Observable
Inputs
(Level 2)
1
Significant Unobservable
Inputs
(Level 3)
Description
Measured on a recurring basis:
AFS fixed income securities:
U.S. government and government agencies
$
38,896
22,479
16,417
—
Foreign government
17,982
—
17,982
—
Obligations of states and political subdivisions
1,253,667
—
1,253,667
—
Corporate securities
1,614,484
—
1,614,484
—
CLO and other ABS
771,597
—
768,408
3,189
CMBS
451,593
—
451,593
—
RMBS
989,434
—
989,434
—
Total AFS fixed income securities
5,137,653
22,479
5,111,985
3,189
Equity securities:
Common stock
2
172,157
145,038
—
—
Preferred stock
4,421
4,421
—
—
Total equity securities
176,578
149,459
—
—
Short-term investments
164,118
163,120
998
—
Total assets measured at fair value
$
5,478,349
335,058
5,112,983
3,189
December 31, 2017
Fair Value Measurements Using
($ in thousands)
Assets
Measured at
Fair Value
Quoted Prices in
Active Markets for
Identical Assets/Liabilities
(Level 1)
1
Significant
Other Observable
Inputs
(Level 2)
1
Significant Unobservable
Inputs
(Level 3)
Description
Measured on a recurring basis:
AFS fixed income securities:
U.S. government and government agencies
$
49,740
24,652
25,088
—
Foreign government
18,555
—
18,555
—
Obligations of states and political subdivisions
1,582,970
—
1,582,970
—
Corporate securities
1,617,468
—
1,617,468
—
CLO and other ABS
795,458
—
795,458
—
CMBS
383,449
—
376,895
6,554
RMBS
714,882
—
714,882
—
Total AFS fixed income securities
5,162,522
24,652
5,131,316
6,554
AFS equity securities:
Common stock
2
167,757
138,640
—
5,398
Preferred stock
14,948
14,948
—
—
Total AFS equity securities
182,705
153,588
—
5,398
Total AFS securities
5,345,227
178,240
5,131,316
11,952
Short-term investments
165,555
165,555
—
—
Total assets measured at fair value
$
5,510,782
343,795
5,131,316
11,952
1
There were no transfers of securities between Level 1 and Level 2.
2
Investments amounting to
$27.1 million
at
June 30, 2018
, and
$23.7 million
at
December 31, 2017
, were measured at fair value using net asset value per share (or its practical expedient) and have not been classified in the fair value hierarchy. The fair value amounts presented in this table are intended to permit reconciliation of the fair value hierarchy to total assets measured at fair value.
13
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There were no material changes in the fair value of securities measured using Level 3 prices in
Six Months
2017
. The following table provides a summary of Level 3 changes in
Six Months
2018
:
June 30, 2018
($ in thousands)
CMBS
Common Stock
CLO and Other ABS
Fair value, December 31, 2017
$
6,554
5,398
—
Total net (losses) gains for the period included in:
Other comprehensive income ("OCI")
—
—
—
Net income
—
—
—
Purchases
—
—
3,189
Sales
—
—
—
Issuances
—
—
—
Settlements
—
—
—
Transfers into Level 3
—
—
—
Transfers out of Level 3
(6,554
)
(5,398
)
—
Fair value, June 30, 2018
$
—
—
3,189
The following tables provide quantitative information regarding our financial assets and liabilities that were disclosed at fair value at
June 30, 2018
and
December 31, 2017
:
June 30, 2018
Fair Value Measurements Using
($ in thousands)
Assets/
Liabilities
Disclosed at
Fair Value
Quoted Prices in
Active Markets for
Identical Assets/
Liabilities
(Level 1)
Significant Other
Observable Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Financial Assets
HTM:
Obligations of states and political subdivisions
$
23,260
—
23,260
—
Corporate securities
20,113
—
11,628
8,485
Total HTM fixed income securities
$
43,373
—
34,888
8,485
Financial Liabilities
Long-term debt:
7.25% Senior Notes
$
57,231
—
57,231
—
6.70% Senior Notes
108,453
—
108,453
—
5.875% Senior Notes
186,924
186,924
—
—
1.61% borrowings from FHLBNY
23,979
—
23,979
—
1.56% borrowings from FHLBNY
23,915
—
23,915
—
3.03% borrowings from FHLBI
58,483
—
58,483
—
Total long-term debt
$
458,985
186,924
272,061
—
14
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December 31, 2017
Fair Value Measurements Using
($ in thousands)
Assets/
Liabilities
Disclosed at
Fair Value
Quoted Prices in
Active Markets for
Identical Assets/
Liabilities
(Level 1)
Significant Other
Observable Inputs
(Level 2)
Significant
Unobservable
Inputs
(Level 3)
Financial Assets
HTM:
Obligations of states and political subdivisions
$
26,261
—
26,261
—
Corporate securities
17,839
—
12,306
5,533
Total HTM fixed income securities
$
44,100
—
38,567
5,533
Financial Liabilities
Long-term debt:
7.25% Senior Notes
$
61,391
—
61,391
—
6.70% Senior Notes
116,597
—
116,597
—
5.875% Senior Notes
186,332
186,332
—
—
1.61% borrowings from FHLBNY
24,270
—
24,270
—
1.56% borrowings from FHLBNY
24,210
—
24,210
—
3.03% borrowings from FHLBI
60,334
—
60,334
—
Total long-term debt
$
473,134
186,332
286,802
—
NOTE 7. Reinsurance
The following table contains a listing of direct, assumed, and ceded reinsurance amounts for premiums written, premiums earned, and loss and loss expenses incurred for the periods indicated. For more information concerning reinsurance, refer to
Note 8. “Reinsurance” in Item 8. “Financial Statements and Supplementary Data.” of our
2017
Annual Report.
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
Premiums written:
Direct
$
753,363
706,408
$
1,467,597
1,390,228
Assumed
6,536
6,488
12,807
12,179
Ceded
(104,651
)
(99,082
)
(200,596
)
(189,889
)
Net
$
655,248
613,814
$
1,279,808
1,212,518
Premiums earned:
Direct
$
696,723
654,588
$
1,380,456
1,301,316
Assumed
6,612
6,063
12,736
11,842
Ceded
(98,499
)
(92,621
)
(196,528
)
(184,274
)
Net
$
604,836
568,030
$
1,196,664
1,128,884
Loss and loss expenses incurred:
Direct
$
391,014
389,550
$
811,930
731,672
Assumed
2,364
7,766
10,368
12,203
Ceded
(27,050
)
(55,757
)
(71,029
)
(84,844
)
Net
$
366,328
341,559
$
751,269
659,031
Ceded premiums and losses related to our participation in the NFIP, under which
100%
of our flood premiums, losses, and loss expenses are ceded to the NFIP, are as follows:
Ceded to NFIP
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
Ceded premiums written
$
(66,341
)
(63,808
)
$
(123,010
)
(120,142
)
Ceded premiums earned
(60,143
)
(57,655
)
(119,134
)
(114,932
)
Ceded loss and loss expenses incurred
(10,261
)
(15,140
)
(25,980
)
(21,681
)
15
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NOTE 8. Reserve for Loss and Loss Expense
The table below provides a roll forward of reserve for loss and loss expense balances:
Six Months ended June 30,
($ in thousands)
2018
2017
Gross reserve for loss and loss expense, at beginning of year
$
3,771,240
3,691,719
Less: reinsurance recoverable on unpaid loss and loss expense, at beginning of year
585,855
611,200
Net reserve for loss and loss expense, at beginning of year
3,185,385
3,080,519
Incurred loss and loss expense for claims occurring in the:
Current year
756,855
684,877
Prior years
(5,586
)
(25,846
)
Total incurred loss and loss expense
751,269
659,031
Paid loss and loss expense for claims occurring in the:
Current year
214,169
171,724
Prior years
457,441
425,521
Total paid loss and loss expense
671,610
597,245
Net reserve for loss and loss expense, at end of period
3,265,044
3,142,305
Add: Reinsurance recoverable on unpaid loss and loss expense, at end of period
539,321
588,916
Gross reserve for loss and loss expense at end of period
$
3,804,365
3,731,221
The
$72.0 million
increase in current year loss and loss expense incurred illustrated in the table above was primarily driven by non-catastrophe property losses, as well as an increase in exposure due to premium growth. Non-catastrophe property losses, which increased
$44.0 million
, to
$188.7 million
, in
Six Months 2018
, were principally related to the early January deep freeze in our footprint states and a relatively large number of severe fire losses.
Prior year development in
Six Months 2018
of
$5.6 million
included
$12.0 million
of favorable casualty development partially offset by
$6.4 million
of unfavorable property development. The favorable casualty development included
$33.0 million
of development in our workers compensation line of business, partially offset by unfavorable development of
$15.0 million
in our commercial automobile line of business and
$6.0 million
in our excess and surplus ("E&S") casualty lines.
Prior year development in
Six Months 2017
of
$25.8 million
was primarily driven by favorable prior year casualty reserve development of
$37.4 million
in our general liability line of business and
$15.3 million
in our workers compensation line of business. This was partially offset by unfavorable development of
$21.0 million
in our commercial automobile line of business and
$4.0 million
in our personal automobile line of business.
For a discussion of the trends and recent developments impacting these lines, refer to the "Critical Accounting Policies and Estimates" section of Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations." in our
2017
Annual Report.
NOTE 9. Segment Information
The disaggregated results of our
four
reportable segments are used by senior management to manage our operations. These reportable segments are evaluated as follows:
•
Our Standard Commercial Lines, Standard Personal Lines, and E&S Lines are evaluated based on before and after-tax underwriting results (net premiums earned, incurred loss and loss expense, policyholder dividends, policy acquisition costs, and other underwriting expenses), and combined ratios.
•
Our Investments segment is evaluated based on after-tax net investment income and net realized gains and losses.
In computing the results of each segment, we do not make adjustments for interest expense or corporate expenses. We do not maintain separate investment portfolios for the segments and therefore, do not allocate assets to the segments.
16
Table of Contents
The following summaries present revenues (net investment income and net realized and unrealized gains on investments in the case of the Investments segment) and pre-tax income for the individual segments:
Revenue by Segment
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
Standard Commercial Lines:
Net premiums earned:
Commercial automobile
$
122,104
108,316
240,335
215,445
Workers compensation
80,021
79,460
158,844
158,786
General liability
153,002
141,503
302,831
281,487
Commercial property
82,162
78,052
162,488
154,443
Businessowners’ policies
25,829
24,989
51,420
49,834
Bonds
8,335
6,986
16,469
13,484
Other
4,559
4,288
8,989
8,529
Miscellaneous income
2,882
3,016
4,708
5,876
Total Standard Commercial Lines revenue
478,894
446,610
946,084
887,884
Standard Personal Lines:
Net premiums earned:
Personal automobile
41,810
37,663
82,252
74,613
Homeowners
32,223
32,467
64,424
65,167
Other
1,644
1,542
3,257
3,093
Miscellaneous income
297
275
649
656
Total Standard Personal Lines revenue
75,974
71,947
150,582
143,529
E&S Lines:
Net premiums earned:
Casualty lines
39,379
39,054
77,919
76,966
Property lines
13,768
13,710
27,436
27,037
Miscellaneous income
—
—
1
—
Total E&S Lines revenue
53,147
52,764
105,356
104,003
Investments:
Net investment income
45,553
41,430
88,784
78,849
Net realized and unrealized investment (losses) gains
(1,652
)
1,734
(12,201
)
689
Total Investments revenue
43,901
43,164
76,583
79,538
Total revenues
$
651,916
614,485
1,278,605
1,214,954
Income Before and After Federal Income Tax
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
Standard Commercial Lines:
Underwriting gain, before federal income tax
$
41,016
34,759
47,820
77,305
Underwriting gain, after federal income tax
32,403
22,593
37,778
50,248
Combined ratio
91.4
%
92.2
94.9
91.2
Standard Personal Lines:
Underwriting gain (loss), before federal income tax
$
4,805
(5,768
)
3,299
(662
)
Underwriting gain (loss), after federal income tax
3,796
(3,749
)
2,606
(430
)
Combined ratio
93.7
%
108.0
97.8
100.5
E&S Lines:
Underwriting (loss) gain, before federal income tax
$
(7,789
)
1,319
(8,354
)
2,889
Underwriting (loss) gain, after federal income tax
(6,154
)
857
(6,600
)
1,878
Combined ratio
114.7
%
97.5
107.9
97.2
Investments:
Net investment income
$
45,553
41,430
88,784
78,849
Net realized and unrealized investment (losses) gains
(1,652
)
1,734
(12,201
)
689
Total investment income, before federal income tax
43,901
43,164
76,583
79,538
Tax on investment income
7,617
11,734
12,843
21,336
Total investment income, after federal income tax
$
36,284
31,430
63,740
58,202
17
Table of Contents
Reconciliation of Segment Results to Income Before Federal Income Tax
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
Underwriting gain (loss)
Standard Commercial Lines
$
41,016
34,759
47,820
77,305
Standard Personal Lines
4,805
(5,768
)
3,299
(662
)
E&S Lines
(7,789
)
1,319
(8,354
)
2,889
Investment income
43,901
43,164
76,583
79,538
Total all segments
81,933
73,474
119,348
159,070
Interest expense
(6,125
)
(6,081
)
(12,277
)
(12,187
)
Corporate expenses
(3,283
)
(8,464
)
(14,615
)
(20,380
)
Income, before federal income tax
$
72,525
58,929
92,456
126,503
NOTE 10. Retirement Plans
SICA's primary pension plan is the Retirement Income Plan for Selective Insurance Company of America (the “Pension Plan”). SICA also sponsors the Supplemental Excess Retirement Plan (the “Excess Plan”) and a life insurance benefit plan. All plans are closed to new entrants and benefits ceased accruing under the Pension Plan and the Excess Plan after
March 31, 2016
. For more information concerning SICA's retirement plans, refer to Note 14. “Retirement Plans” in Item 8. “Financial Statements and Supplementary Data.” of our
2017
Annual Report.
The following tables provide information regarding the Pension Plan:
Pension Plan
Pension Plan
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
Net Periodic Benefit Cost:
Interest cost
$
3,095
3,110
6,190
6,221
Expected return on plan assets
(5,681
)
(4,855
)
(11,363
)
(9,709
)
Amortization of unrecognized net actuarial loss
493
482
987
963
Total net periodic benefit cost
1
$
(2,093
)
(1,263
)
(4,186
)
(2,525
)
1
The components of net periodic benefit cost are included within "Loss and loss expense incurred" and "Other insurance expenses" on the Consolidated Statements of Income.
Pension Plan
Six Months ended June 30,
2018
2017
Weighted-Average Expense Assumptions:
Discount rate
3.78
%
4.41
%
Effective interest rate for calculation of interest cost
3.46
3.84
Expected return on plan assets
6.36
6.24
18
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NOTE 11. Comprehensive Income
The components of comprehensive income, both gross and net of tax, for
Second Quarter
and
Six Months
2018
and
2017
are as follows:
Second Quarter 2018
($ in thousands)
Gross
Tax
Net
Net income
$
72,525
13,706
58,819
Components of other comprehensive loss:
Unrealized losses on investment securities
:
Unrealized holding losses during period
(23,993
)
(5,038
)
(18,955
)
Amounts reclassified into net income:
HTM securities
(8
)
(2
)
(6
)
Realized losses on disposals of AFS securities
2,870
603
2,267
Total unrealized losses on investment securities
(21,131
)
(4,437
)
(16,694
)
Defined benefit pension and post-retirement plans:
Amounts reclassified into net income:
Net actuarial loss
531
111
420
Total defined benefit pension and post-retirement plans
531
111
420
Other comprehensive loss
(20,600
)
(4,326
)
(16,274
)
Comprehensive income
$
51,925
9,380
42,545
Second Quarter 2017
($ in thousands)
Gross
Tax
Net
Net income
$
58,929
17,503
41,426
Components of OCI:
Unrealized gains on investment securities
:
Unrealized holding gains during period
35,887
12,561
23,326
Non-credit portion of OTTI recognized in OCI
6
2
4
Amounts reclassified into net income:
HTM securities
(43
)
(15
)
(28
)
Realized gains on disposals of AFS securities
(1,885
)
(660
)
(1,225
)
Total unrealized gains on investment securities
33,965
11,888
22,077
Defined benefit pension and post-retirement plans:
Amounts reclassified into net income:
Net actuarial loss
508
178
330
Total defined benefit pension and post-retirement plans
508
178
330
Other comprehensive income
34,473
12,066
22,407
Comprehensive income
$
93,402
29,569
63,833
19
Table of Contents
Six Months 2018
($ in thousands)
Gross
Tax
Net
Net income
$
92,456
14,712
77,744
Components of other comprehensive loss:
Unrealized losses on investment securities
:
Unrealized holding losses during period
(109,308
)
(22,955
)
(86,353
)
Amounts reclassified into net income:
HTM securities
(20
)
(4
)
(16
)
Realized losses on disposals of AFS securities
7,419
1,558
5,861
Total unrealized losses on investment securities
(101,909
)
(21,401
)
(80,508
)
Defined benefit pension and post-retirement plans:
Amounts reclassified into net income:
Net actuarial loss
1,063
223
840
Total defined benefit pension and post-retirement plans
1,063
223
840
Other comprehensive loss
(100,846
)
(21,178
)
(79,668
)
Comprehensive loss
$
(8,390
)
(6,466
)
(1,924
)
Six Months 2017
($ in thousands)
Gross
Tax
Net
Net income
$
126,503
34,637
91,866
Components of OCI:
Unrealized gains on investment securities
:
Unrealized holding gains during period
61,672
21,585
40,087
Non-credit portion of OTTI recognized in OCI
6
2
4
Amounts reclassified into net income:
HTM securities
(92
)
(32
)
(60
)
Realized gains on disposals of AFS securities
(375
)
(131
)
(244
)
Total unrealized gains on investment securities
61,211
21,424
39,787
Defined benefit pension and post-retirement plans:
Amounts reclassified into net income:
Net actuarial loss
1,015
355
660
Total defined benefit pension and post-retirement plans
1,015
355
660
Other comprehensive income
62,226
21,779
40,447
Comprehensive income
$
188,729
56,416
132,313
The balances of, and changes in, each component of AOCI (net of taxes) as of
June 30, 2018
were as follows:
June 30, 2018
Defined Benefit
Pension and Post-Retirement Plans
Net Unrealized Gains (Losses) on Investment Securities
Total AOCI
($ in thousands)
OTTI
Related
HTM
Related
All
Other
Investments
Subtotal
Balance, December 31, 2017
$
(59
)
(14
)
80,648
80,575
(60,405
)
20,170
Cumulative effect adjustments
(12
)
(2
)
(12,792
)
(12,806
)
(12,213
)
(25,019
)
Balance, December 31, 2017 as adjusted
(71
)
(16
)
67,856
67,769
(72,618
)
(4,849
)
OCI before reclassifications
—
—
(86,353
)
(86,353
)
—
(86,353
)
Amounts reclassified from AOCI
—
(16
)
5,861
5,845
840
6,685
Net current period OCI
—
(16
)
(80,492
)
(80,508
)
840
(79,668
)
Balance, June 30, 2018
$
(71
)
(32
)
(12,636
)
(12,739
)
(71,778
)
(84,517
)
20
Table of Contents
The reclassifications out of AOCI were as follows:
Quarter ended June 30,
Six Months ended June 30,
Affected Line Item in the Unaudited Consolidated Statements of Income
($ in thousands)
2018
2017
2018
2017
HTM related
Unrealized losses on HTM disposals
$
(7
)
17
(6
)
30
Net realized and unrealized (losses) gains
Amortization of net unrealized gains on HTM securities
(1
)
(60
)
(14
)
(122
)
Net investment income earned
(8
)
(43
)
(20
)
(92
)
Income before federal income tax
2
15
4
32
Total federal income tax expense
(6
)
(28
)
(16
)
(60
)
Net income
Realized losses (gains) on AFS and OTTI
Realized losses (gains) on AFS disposals and OTTI
2,870
(1,885
)
7,419
(375
)
Net realized and unrealized (losses) gains
2,870
(1,885
)
7,419
(375
)
Income before federal income tax
(603
)
660
(1,558
)
131
Total federal income tax expense
2,267
(1,225
)
5,861
(244
)
Net income
Defined benefit pension and post-retirement life plans
Net actuarial loss
113
111
225
221
Loss and loss expense incurred
418
397
838
794
Other insurance expenses
Total defined benefit pension and post-retirement life
531
508
1,063
1,015
Income before federal income tax
(111
)
(178
)
(223
)
(355
)
Total federal income tax expense
420
330
840
660
Net income
Total reclassifications for the period
$
2,681
(923
)
6,685
356
Net income
NOTE 12. Federal Income Taxes
(a) On December 22, 2017, Tax Reform was signed into law, which among other implications, reduced our statutory corporate tax rate from
35%
to
21%
beginning with our 2018 tax year.
We continue to provide provisional amounts for loss reserve discounting because the Internal Revenue Service ("IRS") has not yet issued guidance with regard to the discount rates to be used under Tax Reform. For additional information, refer to Note 13. "Federal Income Taxes" in Item 8. "Financial Statements and Supplementary Data." of our 2017 Annual Report.
During 2018, we will continue to monitor IRS guidance to complete the analysis of loss reserve discounting.
(b) A reconciliation of federal income tax on income at the corporate rate to the effective tax rate is as follows:
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
Statutory tax rate
21
%
35
21
35
Tax at statutory rate
$
15,231
20,625
19,416
44,276
Tax-advantaged interest
(1,393
)
(2,757
)
(2,904
)
(5,564
)
Dividends received deduction
(210
)
(625
)
(336
)
(956
)
Stock-based compensation
(82
)
(374
)
(2,548
)
(3,323
)
Other
160
634
1,084
204
Federal income tax expense
$
13,706
17,503
14,712
34,637
21
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NOTE 13. Litigation
In the ordinary course of conducting business, we are named as defendants in various legal proceedings. Most of these proceedings are claims litigation involving our ten insurance subsidiaries ("Insurance Subsidiaries") as either: (i) liability insurers defending or providing indemnity for third-party claims brought against our customers; or (ii) insurers defending first-party coverage claims brought against them. We account for such activity through the establishment of unpaid loss and loss expense reserves. We expect that any potential ultimate liability in such ordinary course claims litigation will not be material to our consolidated financial condition, results of operations, or cash flows after consideration of provisions made for potential losses and costs of defense.
From time to time, our Insurance Subsidiaries also are named as defendants in other legal actions, some of which assert claims for substantial amounts. These actions include, among others, putative class actions seeking certification of a state or national class. Such putative class actions have alleged, for example, improper reimbursement of medical providers paid under workers compensation and personal and commercial automobile insurance policies. Similarly, our Insurance Subsidiaries are also named from time-to-time in individual actions seeking extra-contractual damages, punitive damages, or penalties, some of which allege bad faith in the handling of insurance claims. We believe that we have valid defenses to these cases. We expect that any potential ultimate liability in any such lawsuit will not be material to our consolidated financial condition, after consideration of provisions made for estimated losses. Nonetheless, given the inherent unpredictability of litigation and the large or indeterminate amounts sought in certain of these actions, an adverse outcome in certain matters could possibly have a material adverse effect on our consolidated results of operations or cash flows in particular quarterly or annual periods.
As of
June 30, 2018
, we do not believe the Company was involved in any legal action that could have a material adverse effect on our consolidated financial condition, results of operations, or cash flows.
ITEM 2. MANAGEMENT'S DISCUSSION AND ANALYSIS OF FINANCIAL CONDITION AND RESULTS OF OPERATIONS.
Forward-Looking Statements
As used herein, the "Company," "we," "us," or "our" refers to Selective Insurance Group, Inc. (the "Parent"), and its subsidiaries, except as expressly indicated or unless the context otherwise requires. In this Quarterly Report on Form 10-Q, we discuss and make statements regarding our intentions, beliefs, current expectations, and projections regarding our company’s future operations and performance. Such statements are “forward-looking statements” within the meaning of the Private Securities Litigation Reform Act of 1995. These forward-looking statements are often identified by words such as “anticipates,” “believes,” “expects,” “will,” “should,” and “intends” and their negatives. We caution prospective investors that such forward-looking statements are not guarantees of future performance. Risks and uncertainties are inherent in our future performance. Factors that could cause actual results to differ materially from those indicated by such forward-looking statements include, but are not limited to, those discussed under Item 1A. “Risk Factors” below in Part II. “Other Information.” These risk factors may not be exhaustive. We operate in a continually changing business environment and new risk factors emerge from time to time. We can neither predict such new risk factors nor can we assess the impact, if any, of such new risk factors on our businesses or the extent to which any factor or combination of factors may cause actual results to differ materially from those expressed or implied in any forward-looking statements in this report. In light of these risks, uncertainties, and assumptions, the forward-looking events discussed in this report might not occur. We make forward-looking statements based on currently available information and assume no obligation to update these statements due to changes in underlying factors, new information, future developments, or otherwise.
Introduction
The Parent, through its
ten
insurance subsidiaries, collectively referred to as the "Insurance Subsidiaries," offers property and casualty insurance products in the standard and excess and surplus ("E&S") marketplaces. We classify our business into
four
reportable segments, which are as follows:
•
Standard Commercial Lines;
•
Standard Personal Lines;
•
E&S Lines; and
•
Investments.
For further details regarding these segments, refer to Note 9. "Segment Information" in Item 1. "Financial Statements." of this Form 10-Q and Note 11. "Segment Information" in Item 8. "Financial Statements and Supplementary Data." of our Annual Report on Form 10-K for the year ended
December 31, 2017
("
2017
Annual Report").
22
Table of Contents
Our Standard Commercial and Standard Personal Lines products and services are written through nine of our Insurance Subsidiaries, some of which write flood business through the Write Your Own ("WYO") program of the National Flood Insurance Program ("NFIP"). Our E&S products and services are written through one subsidiary, Mesa Underwriters Specialty Insurance Company ("MUSIC"). This subsidiary provides us with a nationally-authorized non-admitted platform to offer insurance products and services to customers who have not obtained coverage in the standard marketplace.
The following is Management’s Discussion and Analysis (“MD&A”) of the consolidated results of operations and financial condition, as well as known trends and uncertainties, that may have a material impact in future periods. Consequently, investors should read the MD&A in conjunction with Item 1. "Financial Statements." of this Form 10-Q and the consolidated financial statements in our
2017
Annual Report filed with the U.S. Securities and Exchange Commission.
In the MD&A, we will discuss and analyze the following:
•
Critical Accounting Policies and Estimates;
•
Financial Highlights of Results for the
second
quarters ended
June 30, 2018
(“
Second Quarter 2018
”) and
June 30, 2017
(“
Second Quarter 2017
”) and the
six
-month periods ended
June 30, 2018
("
Six Months 2018
") and
June 30, 2017
("
Six Months 2017
");
•
Results of Operations and Related Information by Segment;
•
Federal Income Taxes;
•
Financial Condition, Liquidity, and Capital Resources;
•
Ratings;
•
Off-Balance Sheet Arrangements; and
•
Contractual Obligations, Contingent Liabilities, and Commitments.
Critical Accounting Policies and Estimates
Our unaudited interim consolidated financial statements include amounts based on our informed estimates and judgments for those transactions that are not yet complete. Such estimates and judgments affect the reported amounts in the consolidated financial statements. Those estimates and judgments that were most critical to the preparation of the consolidated financial statements involved the following: (i) reserves for loss and loss expense; (ii) pension and post-retirement benefit plan actuarial assumptions; (iii) investment valuation and other-than-temporary-impairments ("OTTI"); and (iv) reinsurance. These estimates and judgments require the use of assumptions about matters that are highly uncertain and, therefore, are subject to change as facts and circumstances develop. If different estimates and judgments had been applied, materially different amounts might have been reported in the financial statements. For additional information regarding our critical accounting policies, refer to pages 36 through 44 of our
2017
Annual Report.
Financial Highlights of Results for
Second Quarter
and
Six Months
2018
and
Second Quarter
and
Six Months
2017
1
($ and shares in thousands, except per share amounts)
Quarter ended June 30,
Change
% or Points
Six Months ended June 30,
Change
% or Points
2018
2017
2018
2017
Revenues
$
651,916
614,485
6
%
$
1,278,605
1,214,954
5
%
After-tax net investment income
37,589
30,303
24
73,379
57,754
27
After-tax underwriting income
30,045
19,702
52
33,784
51,696
(35
)
Net income before federal income tax
72,525
58,929
23
92,456
126,503
(27
)
Net income
58,819
41,426
42
77,744
91,866
(15
)
Diluted net income per share
0.99
0.70
41
1.30
1.55
(16
)
Diluted weighted-average outstanding shares
59,597
59,222
1
59,579
59,185
1
Combined ratio
93.7
%
94.7
(1.0
)
pts
96.4
%
93.0
3.4
pts
Invested assets per dollar of stockholders' equity
$
3.34
3.33
—
%
$
3.34
3.33
—
%
After-tax yield on investments
2.7
%
2.2
0.5
pts
2.6
%
2.1
0.5
pts
Annualized return on average equity ("ROE")
14.0
10.2
3.8
9.1
11.5
(2.4
)
Non-Generally Accepted Accounting Principles ("GAAP") operating income
2
$
60,124
40,299
49
%
$
87,383
91,418
(4
)
%
Diluted non-GAAP operating income per share
2
1.01
0.68
49
1.46
1.54
(5
)
Annualized non-GAAP operating ROE
2
14.3
%
9.9
4.4
pts
10.2
%
11.5
(1.3
)
pts
1
Refer to the Glossary of Terms attached to our
2017
Annual Report as Exhibit 99.1 for definitions of terms used in this Form 10-Q.
2
Non-GAAP operating income is used as an important financial measure by us, analysts, and investors, because the realization of investment gains and losses on sales of securities in any given period is largely discretionary as to timing. In addition, these net realized investment gains and losses, as well as OTTI that are charged to earnings, and unrealized gains and losses on equity securities, could distort the analysis of trends.
23
Table of Contents
Reconciliations of net income, net income per share, and annualized ROE to non-GAAP operating income, non-GAAP operating income per share, and annualized non-GAAP operating ROE, respectively, are provided in the tables below:
Reconciliation of net income to non-GAAP operating income
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
Net income
$
58,819
41,426
77,744
91,866
Net realized losses (gains) and OTTI
2,767
(1,734
)
(752
)
(689
)
Net unrealized (gains) losses recognized in income on equity securities
(1,115
)
—
12,953
—
Net realized (gains) losses, OTTI, and unrealized (gains) losses
1,652
(1,734
)
12,201
(689
)
Tax expense (benefit)
(347
)
607
(2,562
)
241
Non-GAAP operating income
$
60,124
40,299
87,383
91,418
Reconciliation of net income per share to non-GAAP operating income per share
Quarter ended June 30,
Six Months ended June 30,
2018
2017
2018
2017
Diluted net income per share
$
0.99
0.70
1.30
1.55
Net realized losses (gains) and OTTI
0.05
(0.03
)
(0.01
)
(0.01
)
Net unrealized (gains) losses recognized in income on equity securities
(0.02
)
—
0.21
—
Net realized (gains) losses, OTTI, and unrealized (gains) losses
0.03
(0.03
)
0.20
(0.01
)
Tax expense (benefit)
(0.01
)
0.01
(0.04
)
—
Diluted non-GAAP operating income per share
$
1.01
0.68
1.46
1.54
Reconciliation of annualized ROE to annualized non-GAAP operating ROE
Quarter ended June 30,
Six Months ended June 30,
2018
2017
2018
2017
Insurance operations
7.2
%
4.9
4.0
6.5
Investment income
1
9.0
7.5
8.6
7.3
Other
(1.9
)
(2.5
)
(2.4
)
(2.3
)
Net realized (losses) gains and OTTI
(0.7
)
0.4
0.1
0.1
Net unrealized gains (losses) recognized in income on equity securities
0.3
—
(1.5
)
—
Total net realized (losses) gains, OTTI, and unrealized gains (losses)
1
(0.4
)
0.4
(1.4
)
0.1
Tax on net realized losses (gains), OTTI, and unrealized (gains) losses
1
0.1
(0.1
)
0.3
(0.1
)
Annualized ROE
14.0
%
10.2
9.1
11.5
Annualized ROE
14.0
10.2
9.1
11.5
Net realized losses (gains) and OTTI
0.7
(0.4
)
(0.1
)
(0.1
)
Net unrealized (gains) losses recognized in income on equity securities
(0.3
)
—
1.5
—
Net realized (gains) losses, OTTI, and unrealized (gains) losses
0.4
(0.4
)
1.4
(0.1
)
Tax expense (benefit)
(0.1
)
0.1
(0.3
)
0.1
Annualized non-GAAP operating ROE
14.3
%
9.9
10.2
11.5
1
Investment segment results are the combination of "Net investment income earned," "Net realized and unrealized losses," and "Tax on net realized and unrealized losses."
After the severe winter weather losses incurred in the first quarter of 2018, our strong results in Second Quarter 2018 resulted in a 14.0% annualized ROE for Second Quarter 2018 and a 9.1% annualized ROE for Six Months 2018. The 3.8-point increase in annualized ROE in Second Quarter 2018 compared to Second Quarter 2017 was driven by: (i) an improvement in underwriting results, as the combined ratio was lower by 1.0 points in Second Quarter 2018 compared to Second Quarter 2017; (ii) an increase in investment income due to higher yields on our fixed income securities portfolio; (iii) a decrease in other expenses, as Second Quarter 2018 included a benefit related to stock compensation expense as a result of stock price fluctuations that have impacted the fair value of our liability awards; and (iv) a 1.9-point benefit from the lower corporate tax rate provided for in the Tax Cuts and Jobs Act of 2017 ("Tax Reform"). The 2.4-point decrease in annualized ROE in Six Months 2018 compared to Six Months 2017 reflects: (i) a 3.4-point increase in our combined ratio from 93.0% in
Six Months
2017
to 96.4% in
Six Months
2018
; and (ii) the impact of net unrealized losses on equity securities in our income statement; partially offset by a 0.9-point benefit from the lower corporate tax rate provided for in Tax Reform. The combined ratio increase was primarily driven by non-catastrophe property losses that were 3.0 points higher than
Six Months
2017
, mostly due to the severe winter weather and a relatively large number of severe fire losses in the first quarter of 2018.
Our Second Quarter and
Six Months
2018
results continue to reflect our efforts to: (i) achieve renewal pure price increases at the account level within our Standard Commercial Lines segment and overall rate level increases in our Standard Personal Lines and E&S segments; (ii) generate new business; and (iii) improve the underlying profitability of our business through various underwriting and claims initiatives. Our net premiums written ("NPW") growth of 7% for Second Quarter 2018 and
6
% for
Six Months
2018
was aided by the net appointment of
109
retail agents in
2017
and
66
retail agents in
Six Months
2018
, excluding agency consolidations. Included in these net appointments were 26 agents that were appointed in our new states of
24
Table of Contents
Arizona and New Hampshire in 2017 and 12 agents that were appointed in Arizona, New Hampshire, and Colorado in
Six Months
2018
.
In addition to the cumulative renewal pure price increases we have achieved over the past several years, we have driven underwriting and claims process enhancements, and have improved our mix of business based on expected future profitability. For example, our workers compensation book of business, which represents approximately
17%
of our Standard Commercial Lines business, continues to benefit from: (i) claims initiatives, such as reducing workers compensation medical costs through more favorable Preferred Provider Organization ("PPO") contracts and greater PPO penetration; and (ii) better outcomes driven by our workers compensation strategic case unit. In addition, we continue to work towards an improved mix of business in this line, that shifts towards lower hazard and smaller accounts from higher hazard and larger accounts. For a full discussion of the claims initiatives that we have deployed, refer to the “Reserves for Loss and Loss Expense” section within Critical Accounting Policies and Estimates in Item 7. “Management’s Discussion and Analysis of Financial Condition and Results of Operations.” of our 2017 Annual Report.
Our commercial automobile line of business has been unprofitable in recent years and remains a significant area of focus for both the industry and us, as we continue to drive various initiatives to improve profitability in this line of business. For Second Quarter and
Six Months
2018
, we recorded unfavorable prior year casualty reserve development of $7.0 million and $15.0 million, respectively, mainly for accident years 2015 through 2017. The industry-wide statutory combined ratio for 2018 is expected to average approximately 112% as the industry has been experiencing higher than expected claim frequencies largely due to increased miles driven as a result of lower unemployment, lower gasoline prices, and an increase in distracted driving. Our combined ratio was 108.8% for Second Quarter 2018 and 110.0% for Six Months 2018. We achieved renewal pure price increases on this line of 7.5% in Second Quarter 2018 and 7.4% in
Six Months
2018
. We expect on-going industry-wide profitability issues to drive new and renewal pricing higher for this line of business. We have also been managing our commercial automobile in-force book of business in targeted industry segments and reducing our relative exposure in higher hazard classes to improve the underlying profitability of this business.
Our E&S Lines segment also remains a focus area, with a combined ratio of 114.7% for Second Quarter 2018 and 107.9% for
Six Months
2018
. We face a competitive environment in this segment, and our pricing and underwriting initiatives aimed at improving profitability have resulted in a decline in new business volume. To improve our profitability, we have increased new and renewal pricing, implemented business mix changes, and enhanced claims management practices. We expect continued pressure on NPW growth in this segment until we achieve our risk-adjusted return expectations.
Pre-tax net investment income grew 10% in Second Quarter 2018 and
13
% in
Six Months
2018
compared to the same prior year periods, driven by higher yields on our fixed income securities portfolio. We have continued to diversify our exposure to risk assets and move towards a long-term allocation of approximately 10% of total invested assets. Risk assets, which principally include public equities, high-yield fixed income securities, and private assets, represented
7.6%
of our total invested assets at
June 30, 2018
.
We generated an annualized non-GAAP operating ROE of 14.3% in Second Quarter 2018 and
10.2%
in
Six Months
2018
, compared to 9.9% in Second Quarter 2017 and
11.5%
in
Six Months
2017
. The 4.4-point increase in Second Quarter 2018 compared to Second Quarter 2017 was mainly due to the increase in underwriting income and investment income, as discussed above. The 1.3-point decrease in Six Months 2018 compared to Six Months 2017 was mainly due to lower levels of underwriting income as discussed above, partially offset by an increase in investment income.
25
Table of Contents
Insurance Operations
The key metric in understanding our insurance segments’ contribution to annualized non-GAAP operating ROE is the GAAP combined ratio. The following table provides a quantitative foundation for analyzing this ratio:
All Lines
Quarter ended June 30,
Change % or Points
Six Months ended June 30,
Change % or Points
($ in thousands)
2018
2017
2018
2017
Insurance Operations Results:
NPW
$
655,248
613,814
7
%
$
1,279,808
1,212,518
6
%
Net premiums earned (“NPE”)
604,836
568,030
6
1,196,664
1,128,884
6
Less:
Loss and loss expense incurred
366,328
341,559
7
751,269
659,031
14
Net underwriting expenses incurred
198,899
194,237
2
398,646
388,494
3
Dividends to policyholders
1,577
1,924
(18
)
3,984
1,827
118
Underwriting income
$
38,032
30,310
25
%
$
42,765
79,532
(46
)
%
Combined Ratios:
Loss and loss expense ratio
60.5
%
60.2
0.3
pts
62.8
%
58.4
4.4
pts
Underwriting expense ratio
32.9
34.2
(1.3
)
33.3
34.4
(1.1
)
Dividends to policyholders ratio
0.3
0.3
—
0.3
0.2
0.1
Combined ratio
93.7
94.7
(1.0
)
96.4
93.0
3.4
The loss and loss expense ratio increased 0.3 points in
Second Quarter 2018
and increased 4.4 points in
Six Months
2018
compared to the same prior year periods, driven by the following:
Second Quarter 2018
Second Quarter 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
Change in Ratio
Catastrophe losses
$
18.7
3.1
pts
$
29.3
5.2
pts
(2.1
)
pts
(Favorable) prior year casualty reserve development
(4.0
)
(0.7
)
(14.3
)
(2.5
)
1.8
Non-catastrophe property losses
82.9
13.7
73.3
12.9
0.8
Total
97.6
16.1
88.3
15.6
0.5
Six Months 2018
Six Months 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
Change in Ratio
Catastrophe losses
$
44.8
3.7
pts
$
41.5
3.7
pts
—
pts
(Favorable) prior year casualty reserve development
(12.0
)
(1.0
)
(28.7
)
(2.5
)
1.5
Non-catastrophe property losses
188.7
15.8
144.7
12.8
3.0
Total
221.5
18.5
157.5
14.0
4.5
26
Table of Contents
Details of the prior year casualty reserve development were as follows:
(Favorable)/Unfavorable Prior Year Casualty Reserve Development
Quarter ended June 30,
Six Months ended June 30,
($ in millions)
2018
2017
2018
2017
General liability
$
—
(15.0
)
—
(37.4
)
Commercial automobile
7.0
15.0
15.0
21.0
Workers compensation
(17.0
)
(15.3
)
(33.0
)
(15.3
)
Bonds
—
(2.0
)
—
(2.0
)
Total Standard Commercial Lines
(10.0
)
(17.3
)
(18.0
)
(33.7
)
Homeowners
—
1.0
—
1.0
Personal automobile
—
2.0
—
4.0
Total Standard Personal Lines
—
3.0
—
5.0
E&S
6.0
—
6.0
—
Total (favorable) prior year casualty reserve development
$
(4.0
)
(14.3
)
(12.0
)
(28.7
)
(Favorable) impact on loss ratio
(0.7
)
pts
(2.5
)
(1.0
)
(2.5
)
The underwriting expense ratio decreased 1.3 points and 1.1 points in Second Quarter and Six Months 2018 compared to the same prior year periods due to the following:
•
A 0.8-point and 0.6-point decrease in employee-related expenses in Second Quarter 2018 and Six Months 2018, respectively. These decreases included a reduction in profit-based compensation to our employees of 0.3 points in the quarter and 0.2 points in the year-to-date period.
•
A 0.3-point decrease in supplemental commissions to our distribution partners in both periods compared to Second Quarter 2017 and Six Months 2017.
For a qualitative discussion of this reserve development, please refer to the respective insurance segment section below in
"Results of Operations and Related Information by Segment."
Other
Our interest and other corporate expenses, which are primarily comprised of stock compensation expense at the holding company level, contributed an annualized ROE of (
1.9
) points in
Second Quarter 2018
, and (
2.4
) points in
Six Months
2018
compared to (
2.5
) points in
Second Quarter 2017
and (
2.3
) points in
Six Months
2017
. The quarter-to-date variance was driven primarily by a 1.6-point decrease in stock compensation expense as a result of stock price fluctuations that have impacted the fair value of our liability awards.
Outlook
Despite our strong financial performance in 2017 and expectations for 2018, the U.S. property and casualty insurance industry continues to be characterized by an abundance of capital, intense competition, and low overall premium growth. According to A.M. Best Company's ("A.M. Best") "US Property/Casualty: 2018 Review & Preview," for 2018, rate increases are expected to remain in the low single digits for most lines of business. A.M. Best is estimating an overall statutory combined ratio for the industry for 2018 of 100.0% and an estimated after-tax return on surplus of 5.8%. A.M. Best also estimates that property and casualty insurance industry loss and loss expense reserve adequacy peaked several years ago and has been declining since that time. In addition, changes in economic conditions, including changes in U.S. trade policies and the imposition of tariffs on imports, may lead to higher inflation and increase loss costs above expected trends, which would negatively impact our profitability and the property and casualty insurance industry profitability as a whole. Unanticipated inflation would impact both the claim payments that are made during the current year, as well as estimates of the loss and loss expense reserves for claims to be settled in the future. For a further discussion, please refer to Item 1A. "Risk Factors" in our 2017 Annual Report, under the subsection entitled, "Risks Related to Our Insurance Operations."
Our long-term growth plans include: (i) building our "ivy league" distribution partnerships to be representative of at least 25% of the available market share in each of our Standard Commercial Lines states; (ii) increasing our share of the business within these distribution partners, which we refer to as our "share of wallet," to 12%, which translates into a 3% market share in each state in which we write Standard Commercial Lines business; and (iii) geographic expansion. To date, we write Standard
27
Table of Contents
Commercial Lines business in 25 states and the District of Columbia, which, at a 3% market share, would create a corporate Standard Commercial Lines profile of approximately $5 billion of NPW.
In 2017, we opened Arizona and New Hampshire for Standard Commercial Lines business, and effective January 1, 2018, we started writing Standard Commercial Lines business in Colorado. We have appointed an aggregate of 38 agents in these states, with appointments controlling approximately 10%-20% of that state's available Standard Commercial Lines premium. We expect to open New Mexico and Utah for Standard Commercial Lines business and Arizona and Utah for Standard Personal Lines business by the end of 2018.
Investing in the development and implementation of leading technologies to enhance our underwriting is integral to our overall strategy. The ability to segment our business and present specific account-level pricing guidance to our underwriters based on expected future profitability has positioned us to achieve strong renewal pure price without negatively impacting retention. We continue to expand the use of our newest underwriting tool that provides real-time insights into how each prospective new business account compares with similar accounts already in our portfolio. We believe this tool positions us better to grow the business regardless of overall market dynamics.
As an organization, we are making significant investments focused on enhancing the overall customer experience in an omni-channel environment, including efforts to obtain: (i) stronger customer engagement through multiple communication touch points, such as mobile notifications and billing alerts; (ii) a 360-degree view of our customers to provide a more integrated service experience; (iii) increased capabilities to allow customers to interact with us in a 24x7 environment in a manner of their choosing; and (iv) deeper insight into metrics regarding customer satisfaction. To that end, we have recently deployed a new customer experience desktop to our contact center employees, and are working closely with our distribution partners and primary agency management system vendors to ensure we present our customers with a seamless experience. We recognize that our customers' expectations on how they engage with us and our agents are rapidly evolving, and we continue to strive towards providing "best-in-class" customer service in a 24-hour, 365-day environment. Our goals in this area are centered around leveraging technology to improve customer retention rates, which should, over time, enhance the quality of our business.
Our investment portfolio generated pre-tax net investment income of
$88.8 million
in
Six Months
2018
, which was a 13% increase over the same period in 2017. We have generated strong investment returns while maintaining a similar level of credit quality and duration risk on the portfolio, as a result of active investment management and security selection, principally in our core fixed income portfolio. Risk assets, which principally include high-yield fixed income securities, equities, and our alternative investment portfolio, were
7.6%
of our overall portfolio as of June 30, 2018, which is consistent with year-end 2017. We have been gradually diversifying our portfolio, and will likely continue to modestly increase our risk asset allocation over time, up to approximately 10% of our invested assets, depending on market conditions.
After Second Quarter 2018 results, we are confirming our full-year 2018 guidance, which is the following:
•
A GAAP combined ratio, excluding catastrophe losses, of
92.0%
. This assumes no additional prior year casualty reserve development;
•
Catastrophe losses of
3.5
points;
•
After-tax net investment income of
$150 million
, which includes
$8 million
of after-tax net investment income from our alternative investments;
•
An overall effective tax rate of approximately
18%
, which includes an effective tax rate of
17%
for net investment income, reflecting a tax rate of
5.25%
for tax-advantaged municipal bonds and a tax rate of
21%
for all other investments; and
•
Weighted average shares of
59.6 million
.
28
Table of Contents
Results of Operations and Related Information by Segment
Standard Commercial Lines Segment
Quarter ended June 30,
Change
% or
Points
Six Months ended June 30,
Change
% or
Points
($ in thousands)
2018
2017
2018
2017
Insurance Segments Results:
NPW
$
514,930
478,917
8
%
$
1,024,006
962,465
6
%
NPE
476,012
443,594
7
941,376
882,008
7
Less:
Loss and loss expense incurred
273,934
252,876
8
567,440
494,440
15
Net underwriting expenses incurred
159,485
154,035
4
322,132
308,436
4
Dividends to policyholders
1,577
1,924
(18
)
3,984
1,827
118
Underwriting income
$
41,016
34,759
18
%
$
47,820
77,305
(38
)
%
Combined Ratios:
Loss and loss expense ratio
57.6
%
57.1
0.5
pts
60.3
%
56.0
4.3
pts
Underwriting expense ratio
33.5
34.7
(1.2
)
34.2
35.0
(0.8
)
Dividends to policyholders ratio
0.3
0.4
(0.1
)
0.4
0.2
0.2
Combined ratio
91.4
92.2
(0.8
)
94.9
91.2
3.7
The increases in NPW in the quarter and year-to-date periods reflected in the table above were driven by: (i) direct new business; (ii) renewal pure price increases; and (iii) strong retention.
Quarter ended June 30,
Six Months ended June 30,
($ in millions)
2018
2017
2018
2017
Retention
84
%
83
84
%
83
Renewal pure price increases
3.5
3.1
3.4
3.1
Direct new business
$
101.1
98.0
$
199.0
187.5
The loss and loss expense ratio increased
0.5
points in
Second Quarter 2018
compared to
Second Quarter 2017
and 4.3 points in
Six Months
2018
compared to
Six Months
2017
. These increases were driven by the following:
Second Quarter 2018
Second Quarter 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
Change in Ratio
Catastrophe losses
$
10.1
2.1
pts
$
17.0
3.8
pts
(1.7
)
pts
Non-catastrophe property losses
57.0
12.0
48.2
10.9
1.1
(Favorable) prior year casualty reserve development
(10.0
)
(2.1
)
(17.3
)
(3.9
)
1.8
Total
57.1
12.0
47.9
10.8
1.2
Six Months 2018
Six Months 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
Change in Ratio
Catastrophe losses
$
29.9
3.2
pts
$
23.9
2.7
pts
0.5
pts
Non-catastrophe property losses
127.8
13.6
98.0
11.1
2.5
(Favorable) prior year casualty reserve development
(18.0
)
(1.9
)
(33.7
)
(3.8
)
1.9
Total
139.7
14.9
88.2
10.0
4.9
29
Table of Contents
For additional information regarding the favorable prior year casualty reserve development by line of business, see the "Financial Highlights of Results for
Second Quarter
and
Six Months
2018
and
Second Quarter
and
Six Months
2017
" section above and the line of business discussions below.
There was a 1.2-point decrease in the underwriting expense ratio in Second Quarter 2018 compared to Second Quarter 2017, and a 0.8-point decrease in the underwriting expense ratio in Six Months 2018 compared to Six Months 2017. The significant drivers of these variances were as follows:
•
A reduction in employee-related expenses of 0.7 points in the quarter and 0.5 points year to date. These decreases included: (i) lower profit-based compensation to our employees of 0.3 points in the quarter and 0.2 points year to date; and (ii) lower medical costs of 0.3 points in the quarter and 0.2 points year to date.
•
A reduction in profit-based compensation to our distribution partners of 0.3 points in the quarter and 0.2 points year to date.
The following is a discussion of our most significant Standard Commercial Lines of business:
General Liability
Quarter ended June 30,
Change
% or
Points
Six Months ended June 30,
Change
% or
Points
($ in thousands)
2018
2017
2018
2017
NPW
$
170,370
158,721
7
%
$
334,879
313,858
7
%
Direct new business
29,725
30,012
(1
)
59,442
56,919
4
Retention
84
%
84
—
pts
84
%
84
—
pts
Renewal pure price increases
2.4
2.9
(0.5
)
2.5
2.6
(0.1
)
NPE
$
153,002
141,503
8
%
$
302,831
281,487
8
%
Underwriting income
15,758
26,769
(41
)
29,700
61,323
(52
)
Combined ratio
89.7
%
81.1
8.6
pts
90.2
%
78.2
%
12.0
pts
% of total Standard Commercial Lines NPW
33
33
33
33
The combined ratio increase in
Second Quarter
2018
compared to
Second Quarter
2017
was driven primarily by a decline in favorable prior year casualty reserve development, as illustrated in the table below.
Second Quarter 2018
Second Quarter 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Change
Points
(Favorable) prior year casualty reserve development
$
—
—
pts
$
(15.0
)
(10.6
)
pts
10.6
pts
Six Months 2018
Six Months 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Change
Points
(Favorable) prior year casualty reserve development
$
—
—
pts
$
(37.4
)
(13.3
)
pts
13.3
pts
The
Second Quarter
and
Six Months
2017 development was primarily attributable to lower claims frequencies and severities primarily in accident years 2015 and prior, particularly in the products liability and excess liability segments.
Partially offsetting the prior year casualty development is the underwriting expense ratio, which decreased by 1.9 points in Second Quarter 2018 compared to Second Quarter 2017 and by 1.5 points in Six Months 2018 compared to Six Months 2017, primarily attributable to the aforementioned items discussed in the overall Commercial Lines Segment above.
30
Table of Contents
Commercial Automobile
Quarter ended June 30,
Change
% or
Points
Six Months ended June 30,
Change
% or
Points
($ in thousands)
2018
2017
2018
2017
NPW
$
134,082
119,063
13
%
$
263,927
236,449
12
%
Direct new business
25,016
20,990
19
47,305
39,550
20
Retention
84
%
84
—
pts
84
%
84
—
pts
Renewal pure price increases
7.5
6.9
0.6
7.4
6.7
0.7
NPE
$
122,104
108,316
13
%
$
240,335
215,445
12
%
Underwriting loss
(10,773
)
(17,355
)
(38
)
(24,137
)
(25,523
)
(5
)
Combined ratio
108.8
%
116.0
(7.2
)
pts
110.0
%
111.8
(1.8
)
pts
% of total Standard Commercial Lines NPW
26
25
26
25
The decreases in the combined ratio of
7.2
points in
Second Quarter
2018
compared to
Second Quarter
2017
and
1.8
points in
Six Months
2018
compared to
Six Months
2017
were driven by a decrease in unfavorable prior year casualty reserve development, partially offset by higher non-catastrophe property losses. Quantitative information on the prior year development and property losses is as follows:
Second Quarter 2018
Second Quarter 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Change in Ratio
Non-catastrophe property losses
$
19.7
16.1
pts
$
14.6
13.5
pts
2.6
pts
Unfavorable prior year casualty reserve development
7.0
5.7
15.0
13.8
(8.1
)
Catastrophe losses
0.7
0.5
0.9
0.8
(0.3
)
Total
27.4
22.3
30.5
28.1
(5.8
)
Six Months 2018
Six Months 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Change in Ratio
Non-catastrophe property losses
$
40.9
17.0
pts
$
30.4
14.1
pts
2.9
pts
Unfavorable prior year casualty reserve development
15.0
6.2
21.0
9.7
(3.5
)
Catastrophe losses
1.5
0.6
1.1
0.5
0.1
Total
57.4
23.8
52.5
24.3
(0.5
)
The significant drivers of the development were as follows:
•
Second Quarter
and
Six Months
2018
: Development was primarily due to higher claims frequencies, and to some extent severities, in accident years 2015 through 2017.
•
Second Quarter
and
Six Months
2017
: Development was mainly due to higher casualty claim frequencies, and some increases in claim severities, in accident years 2015 and 2016.
In addition to the items described above, the combined ratio on this line benefited from the underwriting ratio, which was 1.1 points lower in Second Quarter 2018 compared to Second Quarter 2017 and 0.9 points lower in Six Months 2018 compared to Six Months 2017. These reductions were primarily attributable to the same items discussed in the overall Commercial Lines Segment above.
31
Table of Contents
Workers Compensation
Quarter ended June 30,
Change
% or
Points
Six Months ended June 30,
Change
% or
Points
($ in thousands)
2018
2017
2018
2017
NPW
$
81,995
81,354
1
%
$
170,901
173,194
(1
)
%
Direct new business
16,070
17,269
(7
)
33,418
34,306
(3
)
Retention
84
%
83
1
pts
84
%
83
1
pts
Renewal pure price (decreases) increases
0.3
0.5
(0.2
)
0.1
0.6
(0.5
)
NPE
$
80,021
79,460
1
%
$
158,844
158,786
—
%
Underwriting income
21,795
16,738
30
38,221
17,892
114
Combined ratio
72.8
%
78.9
(6.1
)
pts
75.9
%
88.7
(12.8
)
pts
% of total Standard Commercial Lines NPW
16
17
17
18
The decreases in the combined ratio in
Second Quarter
and
Six Months
2018
compared to the same prior year periods were driven by favorable prior year casualty reserve development, as well as a 1.5-point reduction in the combined ratio due to lower current year loss costs in both the quarter and year-to-date periods. Favorable prior year development, which in all cases was primarily due to lower severities in accident years 2016 and prior, was as follows:
Second Quarter 2018
Second Quarter 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Change
Points
(Favorable) prior year casualty reserve development
$
(17.0
)
(21.2
)
pts
$
(15.3
)
(19.3
)
pts
(1.9
)
pts
Six Months 2018
Six Months 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Change
Points
(Favorable) prior year casualty reserve development
$
(33.0
)
(20.8
)
pts
$
(15.3
)
(9.6
)
pts
(11.2
)
pts
Additionally, there was a 1.2-point decrease in the underwriting expense ratio in Second Quarter of 2018 compared to Second Quarter 2017, which was primarily attributable to the same items discussed in the overall Commercial Lines Segment above.
Commercial Property
Quarter ended June 30,
Change
% or
Points
Six Months ended June 30,
Change
% or
Points
($ in thousands)
2018
2017
2018
2017
NPW
$
88,376
81,971
8
%
$
173,581
162,474
7
%
Direct new business
19,928
19,850
—
39,412
37,163
6
Retention
82
%
82
—
pts
82
%
82
—
pts
Renewal pure price increases
3.2
1.6
1.6
2.8
2.0
0.8
NPE
$
82,162
78,052
5
%
$
162,488
154,443
5
%
Underwriting income (loss)
9,944
(1,631
)
(710
)
(2,497
)
9,093
(127
)
Combined ratio
87.9
%
102.1
(14.2
)
pts
101.5
%
94.1
7.4
pts
% of total Standard Commercial Lines NPW
17
17
17
17
32
Table of Contents
The decrease in the combined ratio in
Second Quarter
2018
compared Second Quarter 2017, and the increase in the combined ratio in Six Months 2018 compared to Six Months 2017, were driven by the following:
Second Quarter 2018
Second Quarter 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Change
% or
Points
Catastrophe losses
$
7.8
9.4
pts
$
14.4
18.5
pts
(9.1
)
pts
Non-catastrophe property losses
29.3
35.6
31.0
39.7
(4.1
)
Total
37.1
45.0
45.4
58.2
(13.2
)
Six Months 2018
Six Months 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Loss and Loss Expense Incurred
Impact on
Combined Ratio
Change
% or
Points
Catastrophe losses
$
22.5
13.9
pts
$
20.5
13.3
pts
0.6
pts
Non-catastrophe property losses
72.4
44.5
58.1
37.6
6.9
Total
94.9
58.4
78.6
50.9
7.5
Lower catastrophe and non-catastrophe property losses in Second Quarter 2018 compared to Second Quarter 2017 partially offset the severe winter weather losses that we experienced in the first quarter of 2018. On a year -date-basis, the increase in our combined ratio continues to reflect these higher property losses from the first quarter of 2018, which were principally related to the January deep freeze in our footprint states and a relatively large number of severe fire losses.
Standard Personal Lines Segment
Quarter ended June 30,
Change
% or
Points
Six Months ended June 30,
Change
% or
Points
($ in thousands)
2018
2017
2018
2017
Insurance Segments Results:
NPW
$
83,934
78,107
7
%
$
151,795
142,803
6
%
NPE
75,677
71,672
6
149,933
142,873
5
Less:
Loss and loss expense incurred
49,260
54,725
(10
)
104,699
99,015
6
Net underwriting expenses incurred
21,612
22,715
(5
)
41,935
44,520
(6
)
Underwriting income (loss)
$
4,805
(5,768
)
183
%
$
3,299
(662
)
598
%
Combined Ratios:
Loss and loss expense ratio
65.1
%
76.3
(11.2
)
pts
69.8
%
69.3
0.5
pts
Underwriting expense ratio
28.6
31.7
(3.1
)
28.0
31.2
(3.2
)
Combined ratio
93.7
108.0
(14.3
)
97.8
100.5
(2.7
)
The increases in NPW in
Second Quarter
and
Six Months
2018
compared to
Second Quarter
and
Six Months
2017
were due primarily to: (i) new business; (ii) renewal pure price increases; and (iii) improving retention.
Quarter ended June 30,
Six Months ended June 30,
($ in millions)
2018
2017
2018
2017
New business
$
15.9
13.2
$
27.7
24.6
Retention
85
%
84
85
%
84
Renewal pure price increases
3.4
2.6
3.6
2.7
33
Table of Contents
The loss and loss expense ratio decreased
11.2
points in
Second Quarter 2018
compared to
Second Quarter 2017
and increased 0.5 points in
Six Months
2018
compared to
Six Months
2017
. Quantitative information on the drivers of these fluctuations is as follows:
Second Quarter 2018
Second Quarter 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
Change in Ratio
Non-catastrophe property losses
$
19.8
26.2
pts
$
20.0
27.9
pts
(1.7
)
pts
Catastrophe losses
5.8
7.7
9.4
13.0
(5.3
)
Unfavorable prior year development
—
—
3.0
4.2
(4.2
)
Total
25.6
33.9
32.4
45.1
(11.2
)
Six Months 2018
Six Months 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
Change in Ratio
Catastrophe losses
$
12.7
8.4
pts
$
13.3
9.3
pts
(0.9
)
pts
Unfavorable prior year casualty reserve development
—
—
5.0
3.5
(3.5
)
Non-catastrophe property losses
45.5
30.3
36.4
25.4
4.9
Total
58.2
38.7
54.7
38.2
0.5
Lower catastrophe and non-catastrophe property losses in Second Quarter 2018 compared to Second Quarter 2017 provided some offset to the property losses we experienced in the first quarter of 2018. On a year-to-date basis, non-catastrophe property losses remain higher than last year principally related to the January 2018 deep freeze in our footprint states and a relatively large number of severe fire losses.
Unfavorable prior year casualty reserve development in Second Quarter and Six Months 2017 was primarily driven by increased frequency and severity in the personal automobile liability line for accident 2016.
The underwriting expense ratio decreased
3.1
points in
Second Quarter 2018
compared to
Second Quarter 2017
and 3.2 points in Six Months 2018 compared to Six Months 2017. The significant drivers of these variances were as follows:
•
A reduction in costs of 1.3 points in the quarter and 1.0 points year to date associated with the internally-developed software platform used in this segment of our business, which was fully amortized in the fourth quarter of 2017.
•
A reduction in employee-related expenses of 1.0 points in the quarter and 0.8 points year to date . These decreases included: (i) lower profit-based compensation to our employees of 0.3 points in the quarter and 0.2 points year to date; and (ii) lower medical costs of 0.2 points in the quarter and 0.1 points year to date.
•
A 0.6-point reduction in commissions to our distribution partners in both the quarter and year-to-date periods, including 0.4-points related to profit-based commissions.
34
Table of Contents
E&S Lines Segment
Quarter ended June 30,
Change
% or
Points
Six Months ended June 30,
Change
% or
Points
($ in thousands)
2018
2017
2018
2017
Insurance Segments Results:
NPW
$
56,384
56,790
(1
)
%
$
104,007
107,250
(3
)
%
NPE
53,147
52,764
1
105,355
104,003
1
Less:
Loss and loss expense incurred
43,134
33,958
27
79,130
65,576
21
Net underwriting expenses incurred
17,802
17,487
2
34,579
35,538
(3
)
Underwriting (loss) income
$
(7,789
)
1,319
(691
)
%
$
(8,354
)
2,889
(389
)
%
Combined Ratios:
Loss and loss expense ratio
81.2
%
64.4
16.8
pts
75.1
%
63.0
12.1
pts
Underwriting expense ratio
33.5
33.1
0.4
32.8
34.2
(1.4
)
Combined ratio
114.7
97.5
17.2
107.9
97.2
10.7
We continue to focus on profitability drivers in our E&S operations and have been actively managing price increases. While NPW has declined as a consequence of these actions, our primary focus is to bring this segment to targeted levels of profitability. Quantitative information regarding new business and price increases is as follows:
Quarter ended June 30,
Six Months ended June 30,
($ in millions)
2018
2017
2018
2017
Direct new business
$
20.3
24.9
$
38.5
48.7
Casualty new/renewal price increases
5.9
%
5.8
6.5
%
8.1
The NPE increases in
Second Quarter
and
Six Months
2018
compared to
Second Quarter
and
2017
Six Months
2017
were consistent with the fluctuation in NPW for the twelve-month period ended
June 30, 2018
compared with the twelve-month period ended
June 30, 2017
.
The loss and loss expense ratio increased
16.8
points in
Second Quarter 2018
and 12.1 points in
Six Months
2018
compared to the same prior year periods, driven by the items outlined in the table below as well as higher current year loss costs that increased the combined ratio by 4.7 points in both the quarter and year-to-date periods. The unfavorable prior year casualty reserve development outlined in the table below was primarily driven by increased frequencies and severities in accident years 2015 and 2016.
Second Quarter 2018
Second Quarter 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
Change in Ratio
Unfavorable prior year casualty reserve development
$
6.0
11.3
pts
$
—
—
pts
11.3
pts
Non-catastrophe property losses
6.1
11.5
5.1
9.7
1.8
Catastrophe losses
2.8
5.3
3.0
5.7
(0.4
)
Total
14.9
28.1
8.1
15.4
12.7
Six Months 2018
Six Months 2017
($ in millions)
Loss and Loss Expense Incurred
Impact on
Loss and Loss Expense Ratio
Loss and Loss
Expense
Incurred
Impact on
Loss and Loss Expense Ratio
Change in Ratio
Unfavorable prior year casualty reserve development
$
6.0
5.7
pts
$
—
—
pts
5.7
pts
Non-catastrophe property losses
15.4
14.6
10.4
10.0
4.6
Catastrophe losses
2.2
2.1
4.4
4.2
(2.1
)
Total
23.6
22.4
14.8
14.2
8.2
There was a 1.4-point decrease in the underwriting expense ratio in
Six Months
2018
compared to
Six Months
2017
, which was primarily driven by 0.8-point reductions in profit-based compensation to both our distribution partners and employees.
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Table of Contents
Reinsurance
We have successfully completed negotiations of our July 1, 2018 excess of loss treaties, which provide coverage for our Standard Commercial Lines, Standard Personal Lines, and E&S Lines. The renewal of these treaties included some enhancements in terms and conditions, with the same structure as the expiring treaties as follows:
Property Excess of Loss
The property excess of loss treaty ("Property Treaty") provides $58.0 million of coverage in excess of a $2.0 million retention:
•
The per occurrence cap on the first and second layers is $84.0 million.
•
The first layer has unlimited reinstatements and a limit of $8.0 million in excess of $2.0 million.
•
The annual aggregate limit, for the $30.0 million in excess of $10.0 million second layer, is $120.0 million.
•
A third layer has a limit of $20.0 million in excess of $40.0 million, with an annual aggregate limit of approximately $75.0 million.
•
The Property Treaty excludes nuclear, biological, chemical, and radiological ("NBCR") terrorism losses.
Casualty Excess of Loss
The casualty excess of loss treaty (“Casualty Treaty”) provides $88.0 million of coverage in excess of a $2.0 million retention:
•
The first through sixth layers provide coverage for 100% of up to $88.0 million in excess of a $2.0 million retention.
•
The Casualty Treaty includes a $25.0 million limit, per life, on our workers compensation business, which remains unchanged from the prior treaty.
•
The Casualty Treaty excludes NBCR terrorism losses and has annual aggregate non-NBCR terrorism limits of $208.0 million.
Investments
The primary objective of the investment portfolio is to maximize after-tax net investment income and the overall total return of the portfolio, while maintaining a high credit quality core fixed income portfolio and managing our duration risk profile. Our investment philosophy includes certain return and risk objectives for the fixed income, equity, and other investment portfolios. After-tax yield and net investment income generation are key drivers to our investment strategy, which we believe will be obtained through active management of the portfolio.
Total Invested Assets
($ in thousands)
June 30, 2018
December 31, 2017
Change % or Points
Total invested assets
$
5,665,568
5,685,179
—
%
Invested assets per dollar of stockholders' equity
3.34
3.32
1
Unrealized gain – before tax
1
9,816
124,679
(92
)
Unrealized gain – after tax
1
7,755
80,575
(90
)
1
Includes unrealized gains on fixed income securities and equity securities.
Invested assets remained relatively unchanged at
June 30, 2018
compared to
December 31, 2017
. The decrease in unrealized gains during Six Months 2018 was driven by our fixed income securities portfolio, which was unfavorably impacted by rising interest rates.
Fixed Income Securities
At
June 30, 2018
, our fixed income securities portfolio represented
92
% of our total invested assets, largely unchanged compared to
December 31, 2017
. The effective duration of the fixed income securities portfolio as of
June 30, 2018
was
4.0
years, compared to the Insurance Subsidiaries’ liability duration as of December 31, 2017 of approximately
3.8
years. The effective duration of the fixed income securities portfolio is monitored and managed to maximize yield while managing interest rate risk and credit risk at an acceptable level. Approximately 17% of our fixed income security portfolio at June 30, 2018 was invested in floating securities that are primarily indexed to the three-month London Interbank Offered Rate ("LIBOR"). We maintain a well-diversified portfolio across sectors, credit quality, and maturities that affords us ample liquidity. Purchases and sales are made with the intent of maximizing investment returns in the current market environment while balancing capital preservation. Over time, we may seek to increase or decrease the duration and overall credit quality of the portfolio based on market conditions.
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Table of Contents
Our fixed income securities portfolio had a weighted average credit rating of “
AA-
,” with
97%
of the securities in the portfolio being investment grade quality, at both
June 30, 2018
and
December 31, 2017
. Within our fixed income securities portfolio, we maintained an allocation of non-investment grade high-yield securities, which represented
3%
of our fixed income securities portfolio as of both
June 30, 2018
and
December 31, 2017
. The sector composition and credit quality of our major asset categories within our fixed income securities portfolio did not significantly change from
December 31, 2017
.
For details regarding the credit quality of our portfolio, see Item 7A. “Quantitative and Qualitative Disclosures About Market Risk.” of our
2017
Annual Report.
Net Investment Income
The components of net investment income earned for the indicated periods were as follows:
Quarter ended June 30,
Change
% or Points
Six Months ended June 30,
Change
% or Points
($ in thousands)
2018
2017
2018
2017
Fixed income securities
$
43,774
37,668
16
%
85,815
74,559
15
%
Equity securities
1,820
1,419
28
3,797
2,887
32
Short-term investments
611
377
62
1,134
627
81
Other investments
2,094
5,231
(60
)
3,657
6,834
(46
)
Investment expenses
(2,746
)
(3,265
)
(16
)
(5,619
)
(6,058
)
(7
)
Net investment income earned – before tax
45,553
41,430
10
88,784
78,849
13
Net investment income tax expense
(7,964
)
(11,127
)
(28
)
(15,405
)
(21,095
)
(27
)
Net investment income earned – after tax
$
37,589
30,303
24
73,379
57,754
27
Effective tax rate
17.5
%
26.9
(9.4
)
pts
17.4
26.8
(9.4
)
pts
Annualized after-tax yield on fixed income securities
2.8
2.2
0.6
2.7
2.2
0.5
Annualized after-tax yield on investment portfolio
2.7
2.2
0.5
2.6
2.1
0.5
The increase in pre-tax net investment income in
Second Quarter
and
Six Months
2018
compared to
Second Quarter
and
Six Months
2017
was driven primarily by our fixed income securities portfolio, which benefited from improved new money reinvestment yields and repositioning of the investment grade securities as a result of active investment management and security selection, principally in our core fixed income portfolio. In addition, with approximately 17% of our fixed income portfolio invested in floating rate securities that primarily reset based on the 90-day LIBOR, we have benefited from the 64-point rise in LIBOR in Six Months 2018. These improvements were partially offset by lower returns on our alternative investments within our other investment portfolio, primarily related to our energy-sector related investments. On an after-tax basis, we benefited from a decrease in the effective tax rate as a result of Tax Reform. See the "Federal Income Taxes" discussion below for additional information regarding the impact of this legislation.
Realized and Unrealized Gains and Losses
Our general philosophy for sales of securities is to reduce our exposure to securities and sectors based on economic evaluations and when the fundamentals for that security or sector have deteriorated, or to opportunistically trade out of securities to other securities with better economic return characteristics. Net realized and unrealized gains and losses for the indicated periods were as follows:
Quarter ended June 30,
Six Months ended June 30,
($ in thousands)
2018
2017
2018
2017
Net realized gains on disposals, excluding OTTI
$
54
2,951
4,785
5,381
OTTI charges
(2,821
)
(1,217
)
(4,033
)
(4,692
)
Unrealized gains (losses) recognized in income on equity securities
1,115
—
(12,953
)
—
Total net realized and unrealized (losses) gains
$
(1,652
)
1,734
(12,201
)
689
The increase in net realized and unrealized losses in
Second Quarter
2018
compared to
Second Quarter
2017
was driven by OTTI charges recognized in earnings. The increase in net realized and unrealized losses in
Six Months
2018
compared to
Six Months
2017
was driven by market value fluctuations on our equity portfolio, which are recorded through income due to an accounting change in the first quarter of 2018. For information on this accounting change, see Note 2. "Adoption of Accounting Pronouncements" in Item 1. "Financial Statements." of this Form 10-Q. For further discussion of our OTTI methodology, see Note 2. "Summary of Significant Accounting Policies" in Item 8. "Financial Statements and Supplementary Data." of our
2017
Annual Report.
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Table of Contents
Federal Income Taxes
The following table provides information regarding federal income taxes:
Quarter ended June 30,
Six Months ended June 30,
($ in millions)
2018
2017
2018
2017
Federal income tax expense
$
13.7
17.5
14.7
34.6
Effective tax rate
18.9
%
29.7
15.9
27.4
On December 22, 2017, Tax Reform was signed into law, which among other provisions, reduced our statutory corporate tax rate from 35% to 21% beginning on January 1, 2018. The reduction in the effective tax rate in the table above for
Second Quarter
and
Six Months
2018 compared to
Second Quarter
and
Six Months
2017
reflects: (i) the lower statutory rate; (ii) the contribution of tax-advantaged interest and dividend income in relation to overall pre-tax income this year compared to last; and (iii) an increase in the tax benefit of our share-based payment awards that are recognized through income, which was driven by growth in our stock price.
In general, our effective tax rate differs from the statutory rate principally due to the benefit of tax-advantaged interest and dividend income, which are taxed at lower rates. For a reconciliation of tax expense at the statutory rate to tax expense on our Consolidated Statements of Income, refer to Note 12. "Federal Income Taxes" in Item 1. "Financial Statements." of this Form 10-Q.
Our future effective tax rate will continue to be impacted by similar items, assuming no significant changes to tax laws. However, for full-year 2018, we expect an overall effective tax rate of approximately 18%, which is higher than our effective tax rate for Six Months 2018, as we expect a greater income contribution from our insurance operations for the remainder of the year compared to the relative contribution during the first half of the year.
Financial Condition, Liquidity, and Capital Resources
Capital resources and liquidity reflect our ability to generate cash flows from business operations, borrow funds at competitive rates, and raise new capital to meet operating and growth needs.
Liquidity
We manage liquidity with a focus on generating sufficient cash flows to meet the short-term and long-term cash requirements of our business operations. Our cash, excluding restricted cash, and short-term investment position of
$169 million
at
June 30, 2018
was comprised of
$36 million
at the Parent and
$133 million
at the Insurance Subsidiaries. Short-term investments are generally maintained in "AAA" rated money market funds approved by the National Association of Insurance Commissioners. The Parent maintains a fixed income security investment portfolio containing high-quality, highly-liquid government and corporate fixed income securities. This portfolio amounted to
$90 million
at
June 30, 2018
and
December 31, 2017
, for a total of $126 million of cash and liquid investments at the Parent at June 30, 2018, compared to $114 million at December 31, 2017. We expect to continue to increase the level of cash and invested assets at the Parent over time, although there will be fluctuations in these balances based on various factors, including the amount and availability of dividends from our Insurance Subsidiaries, investment income, expenses, and other liquidity needs of the Parent. Our target is to hold cash and other liquid assets at the Parent sufficient to meet two years of its expected annual needs.
Sources of Liquidity
Sources of cash for the Parent have historically consisted of dividends from the Insurance Subsidiaries, the investment portfolio discussed above, borrowings under lines of credit and loan agreements with certain Insurance Subsidiaries, and the issuance of stock and debt securities. We continue to monitor these sources, giving consideration to our long-term liquidity and capital preservation strategies.
Insurance Subsidiary Dividends
We currently anticipate that the Insurance Subsidiaries will pay
$100 million
in total dividends to the Parent in
2018
, a $20 million increase compared to $80 million paid in 2017, of which
$50 million
was paid during
Six Months
2018
. As of
December 31, 2017
, our allowable ordinary maximum dividend was
$211 million
for
2018
.
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Table of Contents
Any dividends to the Parent are subject to the approval and/or review of the insurance regulators in the respective Insurance Subsidiaries' domiciliary states and are generally payable only from earned surplus as reported in the statutory annual statements of those subsidiaries as of the preceding December 31. Although past dividends have historically been met with regulatory approval, there is no assurance that future dividends that may be declared will be approved. For additional information regarding dividend restrictions, refer to Note 19. “Statutory Financial Information, Capital Requirements, and Restrictions on Dividends and Transfers of Funds” in Item 8. “Financial Statements and Supplementary Data.” of our
2017
Annual Report.
The Insurance Subsidiaries generate liquidity through insurance float, which is created by collecting premiums and earning investment income before losses are paid. The period of the float can extend over many years. Our investment portfolio consists of maturity dates that continually provide a source of cash flows for claims payments in the ordinary course of business. The effective duration of the fixed income securities portfolio was
4.0
years as of
June 30, 2018
, while the liabilities of the Insurance Subsidiaries had a duration as of December 31, 2017 of
3.8
years. As protection for the capital resources of the Insurance Subsidiaries, we purchase reinsurance coverage for significantly large claims or catastrophes that may occur during the year.
Line of Credit
The Parent's line of credit with Wells Fargo Bank, National Association, as administrative agent, and Branch Banking and Trust Company (BB&T) (referred to as our "Line of Credit"), was renewed effective
December 1, 2015
with a borrowing capacity of
$30 million
, which can be increased to
$50 million
with the approval of both lending partners. This Line of Credit expires on
December 1, 2020
and has an interest rate which varies and is based on, among other factors, the Parent's debt ratings. There were no balances outstanding under the Line of Credit at
June 30, 2018
or at any time during
2018
.
The Line of Credit agreement contains representations, warranties, and covenants that are customary for credit facilities of this type, including, without limitation, financial covenants under which we are obligated to maintain a minimum consolidated net worth, a minimum combined statutory surplus, and a maximum ratio of consolidated debt to total capitalization, as well as covenants limiting our ability to: (i) merge or liquidate; (ii) incur debt or liens; (iii) dispose of assets; (iv) make certain investments and acquisitions; and (v) engage in transactions with affiliates.
The table below outlines information regarding certain of the covenants in the Line of Credit:
Required as of June 30, 2018
Actual as of June 30, 2018
Consolidated net worth
Not less than $1.2 billion
$1.7 billion
Statutory surplus
Not less than $750 million
$1.7 billion
Debt-to-capitalization ratio
1
Not to exceed 35%
20.6%
A.M. Best financial strength rating
Minimum of A-
A
1
Calculated in accordance with the Line of Credit agreement.
Several of our Insurance Subsidiaries are members of certain branches of the Federal Home Loan Bank, which provides those subsidiaries with additional access to liquidity. Membership is as follows:
Branch
Insurance Subsidiary Member
Federal Home Loan Bank of Indianapolis ("FHLBI")
Selective Insurance Company of South Carolina ("SICSC")
1
Selective Insurance Company of the Southeast ("SICSE")
1
Federal Home Loan Bank of New York ("FHLBNY")
Selective Insurance Company of America ("SICA")
Selective Insurance Company of New York ("SICNY")
1
These subsidiaries are jointly referred to as the "Indiana Subsidiaries" as they are domiciled in Indiana.
The Line of Credit permits aggregate borrowings from the FHLBI and the FHLBNY up to
10%
of the respective member company’s admitted assets for the previous year end. Additionally, as SICNY is domiciled in New York, this company's borrowings from the FHLBNY are limited to the lower of
5%
of admitted assets for the most recently completed fiscal quarter or
10%
of admitted assets for the previous year end.
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Table of Contents
All borrowings from both the FHLBI and the FHLBNY are required to be secured by investments pledged as collateral. For additional information regarding collateral outstanding, refer to Note 4. "Investments" in Item 1. "Financial Statements." of this Form 10-Q. The following table provides information on the remaining capacity for Federal Home Loan Bank borrowings based on these restrictions, as well as the amount of additional stock that would need to be purchased to allow these member companies to borrow their remaining capacity:
($ in millions)
Admitted Assets
Borrowing Limitation
Amount Borrowed
Remaining Capacity
Additional Stock Requirements
SICSC
$
648.0
$
64.8
32.0
32.8
1.4
SICSE
507.5
50.8
28.0
22.8
1.0
SICA
2,434.9
243.5
50.0
193.5
8.7
SICNY
445.8
22.3
—
22.3
1.0
Total
$
381.4
110.0
271.4
12.1
Short-term Borrowings
In Six Months
2018
, SICA borrowed: (i)
$75 million
from the FHLBNY, which was repaid on March 20, 2018; and (ii)
$55 million
from the FHLBNY, which was repaid on April 18, 2018. For further information regarding this borrowing, see Note 5. "Indebtedness" in Item 1. "Financial Statements." of this Form 10-Q.
Intercompany Loan Agreements
The Parent has lending agreements with the Indiana Subsidiaries that have been approved by the Indiana Department of Insurance, which provide additional liquidity to the Parent. Similar to the Line of Credit agreement, these lending agreements limit borrowings by the Parent from the Indiana Subsidiaries to 10% of the admitted assets of the respective Indiana Subsidiary. The following table provides information on the Parent’s borrowings and remaining borrowing capacity from the Indiana Subsidiaries:
($ in millions)
Admitted Assets
as of December 31, 2017
Borrowing Limitation
Amount Borrowed
Remaining Capacity
As of June 30, 2018
SICSC
$
648.0
$
64.8
27.0
37.8
SICSE
507.5
50.8
18.0
32.8
Total
$
115.6
45.0
70.6
Capital Market Activities
The Parent had no private or public issuances of stock or debt instruments during
Six Months
2018
.
Uses of Liquidity
The liquidity generated from the sources discussed above is used, among other things, to pay dividends to our shareholders. Dividends on shares of the Parent's common stock are declared and paid at the discretion of the Board of Directors based on our operating results, financial condition, capital requirements, contractual restrictions, and other relevant factors.
Our ability to meet our interest and principal repayment obligations on our debt, as well as our ability to continue to pay dividends to our stockholders, is dependent on liquidity at the Parent coupled with the ability of the Insurance Subsidiaries to pay dividends, if necessary, and/or the availability of other sources of liquidity to the Parent. Our next two principal
repayments, each in the amount of $25 million, are due in 2021, with the next following principal payment due in 2026. We
have $185 million of Senior Notes due February 9, 2043 that became callable on February 8, 2018, which we may elect to call, in whole or in part, at any time. If we were to call and redeem these Senior Notes, we would expense the associated unamortized debt issuance costs. The balance of the unamortized debt issuance costs associated with our $185 million of Senior Notes was $4.4 million at June 30, 2018.
Restrictions on the ability of the Insurance Subsidiaries to declare and pay dividends, without alternative liquidity options, could materially affect our ability to service debt and pay dividends on common stock.
Capital Resources
Capital resources provide protection for policyholders, furnish the financial strength to support the business of underwriting insurance risks, and facilitate continued business growth. At
June 30, 2018
, we had GAAP stockholders' equity and statutory surplus of
$1.7 billion
. With total debt of
$439.3 million
, our debt-to-capital ratio was approximately
20.6%
at
June 30, 2018
.
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Table of Contents
Our cash requirements include, but are not limited to, principal and interest payments on various notes payable, dividends to stockholders, payment of claims, payment of commitments under limited partnership agreements and capital expenditures, as well as other operating expenses, which include commissions to our distribution partners, labor costs, premium taxes, general and administrative expenses, and income taxes. For further details regarding our cash requirements, refer to the section below entitled, “Contractual Obligations, Contingent Liabilities, and Commitments.”
We continually monitor our cash requirements and the amount of capital resources that we maintain at the holding company and operating subsidiary levels. As part of our long-term capital strategy, we strive to maintain capital metrics, relative to the macroeconomic environment, that support our targeted financial strength. Based on our analysis and market conditions, we may take a variety of actions, including, but not limited to, contributing capital to the Insurance Subsidiaries in our insurance operations, issuing additional debt and/or equity securities, calling existing debt, repurchasing shares of the Parent’s common stock, and increasing stockholders’ dividends.
Our capital management strategy is intended to protect the interests of the policyholders of the Insurance Subsidiaries and our stockholders, while enhancing our financial strength and underwriting capacity.
Book value per share decreased to
$28.86
as of
June 30, 2018
, from
$29.28
as of
December 31, 2017
, due to
$1.37
in unrealized losses on our investment portfolio and
$0.36
in dividends to our shareholders, partially offset by
$1.30
in net income per share.
Ratings
We are rated by major rating agencies that issue opinions on our financial strength, operating performance, strategic position, and ability to meet policyholder obligations. We believe that our ability to write insurance business is most influenced by our rating from A.M. Best. We have been rated “
A
” or higher by A.M. Best for the past
88
years. A downgrade from A.M. Best to a rating below “
A-
” is an event of default under our Line of Credit and could affect our ability to write new business with customers and/or distribution partners, some of whom are required (under various third-party agreements) to maintain insurance with a carrier that maintains a specified A.M. Best minimum rating.
Our ratings have not changed from those reported in our "Ratings" section of Item 7. "Management's Discussion and Analysis of Financial Condition and Results of Operations." in our
2017
Annual Report and continue to be as follows:
NRSRO
Financial Strength Rating
Outlook
A.M. Best
A
Stable
Moody's Investor Services ("Moody's")
A2
Stable
Fitch Ratings ("Fitch")
A+
Stable
Standard & Poor's Global Ratings ("S&P")
A
Stable
In the first quarter of 2018, Moody’s reaffirmed our "A2" rating with a "stable" outlook. In taking this action, Moody’s cited our solid risk-adjusted capitalization, strong asset quality, and underwriting profitability, as well as our good regional presence and established independent agency support.
In Second Quarter 2018, Fitch reaffirmed our "A+" rating with a "stable" outlook. In taking this action, Fitch cited our strong underwriting results, solid capitalization with growth in stockholders' equity, strong business profile, and stable interest coverage metrics.
Our S&P, Moody's, and Fitch financial strength and associated credit ratings affect our ability to access capital markets. The interest rate on our Line of Credit varies and is based on, among other factors, the Parent's debt ratings. There can be no assurance that our ratings will continue for any given period of time or that they will not be changed. It is possible that positive or negative ratings actions by one or more of the rating agencies may occur in the future.
Off-Balance Sheet Arrangements
At
June 30, 2018
and
December 31, 2017
, we did not have any material relationships with unconsolidated entities or financial partnerships, such entities often referred to as structured finance or special purpose entities, which would have been established for the purpose of facilitating off-balance sheet arrangements or for other contractually narrow or limited purposes. As such, we are not exposed to any material financing, liquidity, market, or credit risk that could arise if we had engaged in such relationships.
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Table of Contents
Contractual Obligations, Contingent Liabilities, and Commitments
Our future cash payments associated with: (i) loss and loss expense reserves; (ii) contractual obligations pursuant to operating leases for office space and equipment; and (iii) debt have not materially changed since
December 31, 2017
. As of
June 30, 2018
, we had contractual obligations that expire at various dates through
2036
that may require us to invest up to
$237.2 million
in alternative investments. There is no certainty that any such additional investment will be required. Additionally, as of
June 30, 2018
, we had the following contractual obligations: (i)
$27.9 million
in non-publicly traded common stock within our equity portfolio that expire through 2023, and (ii) $16.8 million in a non-publicly traded collateralized loan obligation in our fixed income securities portfolio that expires in 2030. We expect to have the capacity to repay and/or refinance these obligations as they come due.
We have issued no material guarantees on behalf of others and have no trading activities involving non-exchange traded contracts accounted for at fair value. For additional details on transactions with related parties, see Note 16. "Related Party Transactions" in Item 8. "Financial Statements and Supplementary Data." in our
2017
Annual Report.
ITEM 3. QUANTITATIVE AND QUALITATIVE DISCLOSURES ABOUT MARKET RISK.
There have been no material changes in the information about market risk set forth in our
2017
Annual Report.
ITEM 4. CONTROLS AND PROCEDURES.
Our management, with the participation of our Chief Executive Officer and Chief Financial Officer, has evaluated the effectiveness of our disclosure controls and procedures (as such term is defined in Rules 13a-15(e) and 15d-15(e) under the Securities Exchange Act of 1934, as amended (the “Exchange Act”)), as of the end of the period covered by this report. In performing this evaluation, management used the criteria set forth by the Committee of Sponsoring Organizations of the Treadway Commission in
Internal Control
–
Integrated Framework
("COSO Framework")
in 2013. Based on this evaluation, our Chief Executive Officer and Chief Financial Officer have concluded that, as of the end of such period, our disclosure controls and procedures are: (i) effective in recording, processing, summarizing, and reporting information on a timely basis that we are required to disclose in the reports that we file or submit under the Exchange Act; and (ii) effective in ensuring that information that we are required to disclose in the reports that we file or submit under the Exchange Act is accumulated and communicated to our management, including our Chief Executive Officer and Chief Financial Officer, as appropriate, to allow timely decisions regarding required disclosure.
Except for internal controls over financial reporting related to the implementation of a new investment accounting platform, no changes in our internal control over financial reporting (as such term is defined in Rule 13a-15(f) of the Exchange Act) occurred during
Six Months 2018
that materially affected, or are reasonably likely to materially affect, our internal control over financial reporting. Management reviewed and tested the effectiveness of internal controls over financial reporting related to the new investment accounting platform and concluded they were effective.
PART II. OTHER INFORMATION
ITEM 1. LEGAL PROCEEDINGS.
In the ordinary course of conducting business, we are named as defendants in various legal proceedings. Most of these proceedings are claims litigation involving our Insurance Subsidiaries as either: (i) liability insurers defending or providing indemnity for third-party claims brought against our customers; or (ii) insurers defending first-party coverage claims brought against them. We account for such activity through the establishment of unpaid losses and loss expense reserves. We expect that any potential ultimate liability in such ordinary course claims litigation will not be material to our consolidated financial condition, results of operations, or cash flows after consideration of provisions made for potential losses and costs of defense.
From time to time, our insurance subsidiaries also are named as defendants in other legal actions, some of which assert claims for substantial amounts. These actions include, among others, putative class actions seeking certification of a state or national class. Such putative class actions have alleged, for example, improper reimbursement of medical providers paid under workers compensation and personal and commercial automobile insurance policies. Similarly, our Insurance Subsidiaries are also named from time-to-time in individual actions seeking extra-contractual damages, punitive damages, or penalties, some of which allege bad faith in the handling of insurance claims. We believe that we have valid defenses to these cases. We expect that any potential ultimate liability in any such lawsuit will not be material to our consolidated financial condition, after consideration of provisions made for estimated losses. Nonetheless, given the inherent unpredictability of litigation and the large or indeterminate amounts sought in certain of these actions, an adverse outcome in certain matters could possibly have a material adverse effect on our consolidated results of operations or cash flows in particular quarterly or annual periods.
As of
June 30, 2018
, we do not believe the Company was involved in any legal action that could have a material adverse effect on our consolidated financial condition, results of operations, or cash flows.
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ITEM 1A. RISK FACTORS.
Certain risk factors exist that can have a significant impact on our business, liquidity, capital resources, results of operations, financial condition, and debt ratings. These risk factors might affect, alter, or change actions that we might take in executing our long-term capital strategy, including but not limited to, contributing capital to any or all of the Insurance Subsidiaries, issuing additional debt and/or equity securities, repurchasing our equity securities, redeeming our fixed income securities, or increasing or decreasing stockholders' dividends. We operate in a continually changing business environment and new risk factors emerge from time to time. Consequently, we can neither predict such new risk factors nor assess the potential future impact, if any, they might have on our business. There have been no material changes from the risk factors disclosed in Item 1A. “Risk Factors.” in our
2017
Annual Report other than as discussed below.
We face risks regarding our flood business because of uncertainties regarding the NFIP.
We are the fifth largest insurance group participating in the WYO arrangement of the NFIP, which is managed by the Mitigation Division of the Federal Emergency Management Agency (“FEMA”) in the U.S. Department of Homeland Security. Under the arrangement, we receive an expense allowance for policies written and a servicing fee for claims administered, and all losses are 100% reinsured by the Federal Government. The current expense allowance is 30.9% of direct premium written. The servicing fee is the combination of 0.9% of direct premium written and 1.5% of incurred losses.
As a WYO carrier, we are required to follow certain NFIP procedures in the administration of flood policies and claims. Some of these requirements may differ from our normal business practices and may present a reputational risk to our brand. While insurance companies are regulated by the states and the NFIP requires WYO carriers to be licensed in the states in which they operate, the NFIP is a federal program and WYO carriers are fiscal agents of the U.S. Government and must follow the NFIP's directives. Consequently, we have the risk that directives from the NFIP and a state regulator on the same issue may conflict.
The NFIP was authorized until July 31, 2018. On July 25, 2018, the U.S. House of Representatives passed a four-month extension authorizing the NFIP until November 30, 2018. On July 31, 2018, the U.S. Senate passed the four-month extension and President Trump signed the extension bill. There continues to be significant public policy and political debate in Congress about extension of the NFIP and solutions for flood risk throughout the country. In November 2017, the U.S. House of Representatives passed the 21st Century Flood Reform Act, which would extend the NFIP for five years but reduce the WYO expense allowance over a three-year period by three points, from its current 30.9% to 27.9%. The bill also proposes changes in certain operational processes and provides incentives for the private flood insurance market. The U.S. Senate has yet to consider this bill. FEMA, on its own initiative however, revised the arrangement by: (i) reducing the WYO’s expense allowance by one percentage point, from 30.9% to 29.9% effective October 2018; and (ii) eliminating the provision allowing FEMA to increase a WYO’s expense allowance by one percentage point to cover additional incurred expenses.
Our flood business could be impacted by: (i) a lapse in program authorization; (ii) any mandate for primary insurance carriers to provide flood insurance; or (iii) private writers becoming more prevalent in the marketplace. The uncertainty created by the public policy debate and politics of flood insurance reform make it difficult for us to predict the future of the NFIP and our continued participation in the program.
ITEM 2. UNREGISTERED SALES OF EQUITY SECURITIES AND USE OF PROCEEDS.
The following table provides information regarding our purchases of our common stock in
Second Quarter 2018
:
Period
Total Number of
Shares Purchased
1
Average Price
Paid per Share
Total Number of
Shares Purchased
as Part of Publicly
Announced Programs
Maximum Number of
Shares that May Yet
Be Purchased Under the Announced Programs
April 1 – 30, 2018
461
$
60.50
—
—
May 1 - 31, 2018
1,821
55.78
—
—
June 1 - 30, 2018
—
—
—
—
Total
2,282
$
56.74
—
—
1
During
Second Quarter 2018
,
488
shares were purchased from employees and non-employee directors in connection with the vesting of restricted stock units and
1,794
shares were purchased from employees in connection with option exercises. These repurchases were made to satisfy tax withholding obligations and/or option costs with respect to those individuals. These shares were not purchased as part of any publicly announced program. The shares that were purchased in connection with the vesting of restricted stock units were purchased at fair market value as defined in the Selective Insurance Group, Inc. 2014 Omnibus Stock Plan. The shares purchased in connection with the option exercises were purchased at the current market prices of our common stock on the dates the options were exercised.
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Table of Contents
ITEM 6. EXHIBITS.
Exhibit No.
* 11
Statement Re: Computation of Per Share Earnings.
* 31.1
Certification of Chief Executive Officer in accordance with Section 302 of the Sarbanes-Oxley Act of 2002.
* 31.2
Certification of Chief Financial Officer in accordance with Section 302 of the Sarbanes-Oxley Act of 2002.
** 32.1
Certification of Chief Executive Officer in accordance with Section 906 of the Sarbanes-Oxley Act of 2002.
** 32.2
Certification of Chief Financial Officer in accordance with Section 906 of the Sarbanes-Oxley Act of 2002.
* 101.INS
XBRL Instance Document.
* 101.SCH
XBRL Taxonomy Extension Schema Document.
* 101.CAL
XBRL Taxonomy Extension Calculation Linkbase Document.
* 101.LAB
XBRL Taxonomy Extension Label Linkbase Document.
* 101.PRE
XBRL Taxonomy Extension Presentation Linkbase Document.
* 101.DEF
XBRL Taxonomy Extension Definition Linkbase Document.
* Filed herewith.
** Furnished and not filed herewith.
SIGNATURES
Pursuant to the requirements of the Securities Exchange Act of 1934, the registrant has duly caused this Report to be signed on its behalf by the undersigned thereunto duly authorized.
SELECTIVE INSURANCE GROUP, INC.
Registrant
Date:
August 2, 2018
By: /s/ Gregory E. Murphy
Gregory E. Murphy
Chairman of the Board and Chief Executive Officer
Date:
August 2, 2018
By: /s/ Mark A. Wilcox
Mark A. Wilcox
Executive Vice President and Chief Financial Officer
(principal financial officer)
44